EX-10.1 2 psa_exhibits-combined.htm AMENDED & RESTATED PSA







                              STRUCTURED ASSET MORTGAGE INVESTMENTS II INC.,
                                                DEPOSITOR


                                             CITIBANK, N.A.,
                                                 TRUSTEE


                                 WELLS FARGO BANK, NATIONAL ASSOCIATION,
                               MASTER SERVICER AND SECURITIES ADMINISTRATOR


                                                   and


                                         EMC MORTGAGE CORPORATION
                                           SPONSOR AND COMPANY

                                 ________________________________________

                           AMENDED AND RESTATED POOLING AND SERVICING AGREEMENT

                                       Dated as of October 6, 2006
                                 ________________________________________

                              STRUCTURED ASSET MORTGAGE INVESTMENTS II INC.,
                       Bear Stearns ALT-A Trust, Mortgage Pass-Through Certificates

                                              Series 2006-4

ARTICLE I
DEFINITIONS

ARTICLE II
CONVEYANCE OF MORTGAGE LOANS; ORIGINAL ISSUANCE OF CERTIFICATES

Section 2.01. Conveyance of Mortgage Loans to Trustee...................................................78
Section 2.02. Acceptance of Mortgage Loans by Trustee...................................................80
Section 2.03. Assignment of Interest in the Mortgage Loan Purchase Agreement............................82
Section 2.04. Substitution of Mortgage Loans............................................................84
Section 2.05. Issuance of Certificates..................................................................85
Section 2.06. Representations and Warranties Concerning the Depositor...................................86
Section 2.07. [Reserved]................................................................................87
Section 2.08. Purposes and Powers of the Trust..........................................................87

ARTICLE III
ADMINISTRATION AND SERVICING OF MORTGAGE LOANS

Section 3.01. Master Servicer...........................................................................89
Section 3.02. REMIC-Related Covenants...................................................................90
Section 3.03. Monitoring of Servicers...................................................................90
Section 3.04. Fidelity Bond.............................................................................92
Section 3.05. Power to Act; Procedures..................................................................92
Section 3.06. Due-on-Sale Clauses; Assumption Agreements................................................93
Section 3.07. Release of Mortgage Files.................................................................93
Section 3.08. Documents, Records and Funds in Possession of Master Servicer To Be Held
for Trustee...............................................................................94
Section 3.09. Standard Hazard Insurance and Flood Insurance Policies....................................94
Section 3.10. Presentment of Claims and Collection of Proceeds..........................................95
Section 3.11. Maintenance of the Primary Mortgage Insurance Policies....................................95
Section 3.12. Trustee to Retain Possession of Certain Insurance Policies and Documents..................96
Section 3.13. Realization Upon Defaulted Mortgage Loans.................................................96
Section 3.14. Compensation for the Master Servicer......................................................96
Section 3.15. REO Property..............................................................................96
Section 3.16. Annual Statement as to Compliance.........................................................97
Section 3.17. Assessments of Compliance and Attestation Reports.........................................98
Section 3.18. Reports Filed with Securities and Exchange Commission....................................100
Section 3.19. The Company..............................................................................110
Section 3.20. UCC......................................................................................110
Section 3.21. Optional Purchase of Defaulted Mortgage Loans............................................110
Section 3.22. Reserved.................................................................................110
Section 3.23. Intention of the Parties and Interpretation..............................................110
Section 3.24. LPMI Policy..............................................................................111

ARTICLE IV
ACCOUNTS

Section 4.01. Protected Accounts.......................................................................112
Section 4.02. [Reserved]...............................................................................113
Section 4.03. [Reserved]...............................................................................113
Section 4.04. Distribution Account.....................................................................113
Section 4.05. Permitted Withdrawals and Transfers from the Distribution Account........................116
Section 4.06. Reserve Fund.............................................................................118
Section 4.07. Class XP Reserve Account.................................................................119

ARTICLE V
CERTIFICATES

Section 5.01. Certificates.............................................................................120
Section 5.02. Registration of Transfer and Exchange of Certificates....................................131
Section 5.03. Mutilated, Destroyed, Lost or Stolen Certificates........................................134
Section 5.04. Persons Deemed Owners....................................................................134
Section 5.05. Transfer Restrictions on Residual Certificates...........................................135
Section 5.06. Restrictions on Transferability of Certificates..........................................136
Section 5.07. ERISA Restrictions.......................................................................136
Section 5.08. Rule 144A Information....................................................................137

ARTICLE VI
PAYMENTS TO CERTIFICATEHOLDERS

Section 6.01. Distributions on the Group I Certificates................................................139
Section 6.02. Distributions on the Group II Certificates and the Group III Certificates................143
Section 6.03. Allocation of Losses and Subsequent Recoveries on the Group I Certificates...............151
Section 6.04. Allocation of Losses and Subsequent Recoveries on the Group II
Certificates and the Group III Certificates..............................................152
Section 6.05. Cross-Collateralization..................................................................156
Section 6.06. Payments.................................................................................156
Section 6.07. Statements to Certificateholders.........................................................156
Section 6.08. Monthly Advances.........................................................................159
Section 6.09. Compensating Interest Payments...........................................................160
Section 6.10. Distributions on REMIC Regular Interests.................................................160

ARTICLE VII
THE MASTER SERVICER

Section 7.01. Liabilities of the Master Servicer.......................................................162
Section 7.02. Merger or Consolidation of the Master Servicer...........................................162
Section 7.03. Indemnification of the Trustee, the Master Servicer and the Securities
Administrator............................................................................162
Section 7.04. Limitations on Liability of the Master Servicer and Others...............................162
Section 7.05. Master Servicer Not to Resign............................................................164
Section 7.06. Successor Master Servicer................................................................164
Section 7.07. Sale and Assignment of Master Servicing..................................................164

ARTICLE VIII
DEFAULT

Section 8.01. Events of Default........................................................................166
Section 8.02. Successor to Act; Appointment of Successor...............................................168
Section 8.03. Notification to Certificateholders.......................................................169
Section 8.04. Waiver of Defaults.......................................................................169
Section 8.05. List of Certificateholders...............................................................170

ARTICLE IX
CONCERNING THE TRUSTEE AND THE SECURITIES ADMINISTRATOR

Section 9.01. Duties of Trustee and Securities Administrator...........................................171
Section 9.02. Certain Matters Affecting the Trustee and the Securities Administrator...................173
Section 9.03. Trustee and Securities Administrator Not Liable for Certificates or
Mortgage Loans...........................................................................174
Section 9.04. Trustee and Securities Administrator May Own Certificates................................175
Section 9.05. Trustee's and Securities Administrator's Fees and Expenses...............................175
Section 9.06. Eligibility Requirements for Trustee and Securities Administrator........................176
Section 9.07. Insurance................................................................................176
Section 9.08. Resignation and Removal of the Trustee and Securities Administrator......................176
Section 9.09. Successor Trustee and Successor Securities Administrator.................................177
Section 9.10. Merger or Consolidation of Trustee or Securities Administrator...........................178
Section 9.11. Appointment of Co-Trustee or Separate Trustee............................................178
Section 9.12. Federal Information Returns and Reports to Certificateholders; REMIC
Administration...........................................................................179

ARTICLE X
TERMINATION

Section 10.01. Termination Upon Repurchase by EMC or its Designee or Liquidation of the
Mortgage Loans...........................................................................182
Section 10.02. Additional Termination Requirements......................................................185

ARTICLE XI
MISCELLANEOUS PROVISIONS

Section 11.01. Intent of Parties........................................................................186
Section 11.02. Amendment................................................................................186
Section 11.03. Recordation of Agreement.................................................................187
Section 11.04. Limitation on Rights of Certificateholders...............................................187
Section 11.05. Acts of Certificateholders...............................................................188
Section 11.06. Governing Law............................................................................189
Section 11.07. Notices..................................................................................189
Section 11.08. Severability of Provisions...............................................................190
Section 11.09. Successors and Assigns...................................................................190
Section 11.10. Article and Section Headings.............................................................190
Section 11.11. Counterparts.............................................................................190
Section 11.12. Notice to Rating Agencies................................................................190
Section 11.13. Effectiveness of Amended and Restated Pooling and Servicing Agreement....................190

APPENDIX

Appendix 1 - Calculation of REMIC I Y Principal Reduction Amounts
Appendix 2 - Calculation of REMIC II Y Principal Reduction Amounts
Appendix 3 - Calculation of REMIC III-A Y Principal Reduction Amounts
Appendix 4 - Definition of REMIC III-B Class LT Principal Reduction Amounts

EXHIBITS

Exhibit A-1 - Form of Class I-A Certificates
Exhibit A-2 - Form of Class I-M Certificates
Exhibit A-3 - Form of Class I-B-1 Certificates and Class I-B-2 Certificates
Exhibit A-4 - Form of Class I-B-3 Certificates
Exhibit A-5-1 - Form of Class R Certificates
Exhibit A-5-2 - Form of Class R-X Certificates
Exhibit A-6 - Form of Class B-IO Certificates
Exhibit A-7 - Form of Class I-XP Certificates
Exhibit A-8 - Form of Class II-A Certificates
Exhibit A-9 - Form of Class II-X Certificates
Exhibit A-10 - Form of Class II-B-1, Class II-B-2, Class II-B-3, Class II-B-4,
Class II-B-5, Class II-B-6, Class II-B-7 and Class II-B-8
Certificates
Exhibit A-11 - [Reserved]
Exhibit A-12 - Form of Class II-B-9, Class II-B-10 and Class II-B-11 Certificates
Exhibit A-13 - Form of Class II-XP Certificates
Exhibit A-14 - Form of Class III-A Certificates
Exhibit A-15 - Form of Class III-X Certificates
Exhibit A-16 - Form of Class III-B-1, Class III-B-2 and Class III-B-3 Certificates
Exhibit A-17 - Form of Class III-B-4, Class III-B-5 and Class III-B-6 Certificates
Exhibit B - Mortgage Loan Schedule
Exhibit C - [Reserved]
Exhibit D - Request for Release of Documents
Exhibit E - Form of Affidavit pursuant to Section 860E(e)(4)
Exhibit F-1 - Form of Investment Letter
Exhibit F-2 - Form of Rule 144A and Related Matters Certificate
Exhibit F-3 - Form of Transferor Representation Letter
Exhibit G - Form of Amended and Restated Custodial Agreement
Exhibit H-1 - Bank of America Servicing Agreement
Exhibit H-2 - Chevy Chase Servicing Agreement
Exhibit H-3 - Countrywide Servicing Agreement
Exhibit H-4 - EMC Servicing Agreement
Exhibit H-5 - EverHome Servicing Agreement
Exhibit H-6 - First Horizon Servicing Agreement
Exhibit H-7 - GMACM Servicing Agreement
Exhibit H-8 - GreenPoint Servicing Agreement
Exhibit H-9 - HSBC Servicing Agreement
Exhibit H-10 - IndyMac Servicing Agreement
Exhibit H-11 - Mid America Servicing Agreement
Exhibit H-12 - PHH Servicing Agreement
Exhibit H-13 - U.S. Bank Servicing Agreement
Exhibit H-14 - Washington Mutual Servicing Agreement
Exhibit H-15 - Wells Fargo Servicing Agreement
Exhibit I - Assignment Agreements
Exhibit J - Form of Mortgage Loan Purchase Agreement
Exhibit K - [Reserved]
Exhibit L - Form of Securities Administrator Back-Up Certification
Exhibit M - Servicing Criteria to Be Addressed in Assessment of Compliance
Exhibit N - Form of Back-Up Certification
Exhibit O - Form of Trustee Limited Power of Attorney
Exhibit P - Form of Cap Contracts
Exhibit Q - Form 10-D, Form 8-K and Form 10-K Reporting Responsibility
Exhibit R - Additional Disclosure Information





                           AMENDED AND RESTATED POOLING AND SERVICING AGREEMENT

         WHEREAS,  a  Pooling  and  Servicing  Agreement,  dated  as of June 1,  2006  (the  "Pooling  and
Servicing  Agreement"),  relating to the  issuance of Bear  Stearns  ALT-A  Trust,  Mortgage  Pass-Through
Certificates, Series 2006-4, was entered into by and among the parties hereto;

         WHEREAS,  the parties  hereto desire to make certain  amendments,  changes and  modifications  to
such Pooling and Servicing Agreement;

         WHEREAS,  pursuant to Section  11.02 of the Pooling and  Servicing  Agreement,  such  Pooling and
Servicing  Agreement is hereby  amended and  restated in its entirety  effective as of the Closing Date in
order to make such amendments, changes and modifications as are set for the herein;

         NOW,  THEREFORE,  in consideration of the mutual agreements herein contained,  the parties hereto
hereby agree as follows:

         Amended  and  Restated  Pooling  and  Servicing  Agreement  dated as of October  6,  2006,  among
Structured Asset Mortgage  Investments II Inc., a Delaware limited  liability  company,  as depositor (the
"Depositor"),  Citibank, N.A., a banking association organized under the laws of the United States, not in
its individual  capacity but solely as trustee (the "Trustee"),  Wells Fargo Bank,  National  Association,
as master  servicer (in such capacity,  the "Master  Servicer") and as securities  administrator  (in such
capacity,  the "Securities  Administrator"),  and EMC Mortgage Corporation,  as sponsor (in such capacity,
the "Sponsor") and as company (in such capacity, the "Company").

                                          PRELIMINARY STATEMENT

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

         The  Securities  Administrator  on behalf of the Trustee  shall make an  election  for the assets
constituting  REMIC I to be treated for federal  income tax  purposes as a REMIC.  On the Startup Day, the
REMIC I Regular Interests will be designated "regular interests" in such REMIC.

         The  Securities  Administrator  on behalf of the Trustee  shall make an  election  for the assets
constituting  REMIC II to be treated for federal  income tax purposes as a REMIC.  On the Startup Day, the
REMIC II Regular Interests will be designated "regular interests" in such REMIC.

         The  Securities  Administrator  on behalf of the Trustee  shall make an  election  for the assets
constituting  REMIC III-A to be treated for federal  income tax  purposes as a REMIC.  On the Startup Day,
the REMIC III-A Regular Interests will be designated "regular interests" in such REMIC.

         The  Securities  Administrator  on behalf of the Trustee  shall make an  election  for the assets
constituting  REMIC III-B to be treated for federal  income tax  purposes as a REMIC.  On the Startup Day,
the REMIC III-B Regular Interests will be designated "regular interests" in such REMIC.

         The  Securities  Administrator  on behalf of the Trustee  shall make an  election  for the assets
constituting  REMIC IV to be treated for federal  income tax purposes as a REMIC.  On the Startup Day, the
REMIC IV Regular Interests will be designated "regular interests" in such REMIC.

         The  Securities  Administrator  on behalf of the Trustee  shall make an  election  for the assets
constituting  REMIC V to be treated for federal  income tax  purposes as a REMIC.  On the Startup Day, the
REMIC V Regular Interests will be designated "regular interests" in such REMIC.

         The  Securities  Administrator  on behalf of the Trustee  shall make an  election  for the assets
constituting  REMIC VI to be treated for federal  income tax purposes as a REMIC.  On the Startup Day, the
REMIC VI Regular Interests will be designated "regular interests" in such REMIC.

         The  Securities  Administrator  on behalf of the Trustee  shall make an  election  for the assets
constituting  REMIC VII to be treated for federal  income tax  purposes  as a REMIC.  On the Startup  Day,
the REMIC VII Regular Interest will be designated the "regular interest" in such REMIC.

         The Class R  Certificates will evidence ownership of the "residual  interest" in each of REMIC I,
REMIC II,  REMIC III-A,  REMIC III-B,  REMIC IV,  REMIC V and REMIC VI. The  Class R-X  Certificates  will
evidence ownership of the "residual interest" in REMIC VII.

         The Sub-Loan Group I-1 Loans will have an Outstanding  Principal  Balance as of the Cut-off Date,
after  deducting all  Scheduled  Principal  due on or before the Cut-off  Date,  of  $959,624,910.79.  The
Sub-Loan  Group I-2 Mortgage  Loans will have an  Outstanding  Principal  Balance as of the Cut-off  Date,
after  deducting all Scheduled  Principal  due on or before the Cut-off  Date, of  $1,000,382,722.60.  The
Sub-Loan  Group I-3 Mortgage  Loans will have an  Outstanding  Principal  Balance as of the Cut-off  Date,
after  deducting all  Scheduled  Principal  due on or before the Cut-off  Date,  of  $682,006,957.34.  The
Sub-Loan  Group II-1 Loans will have an  Outstanding  Principal  Balance  as of the  Cut-off  Date,  after
deducting all Scheduled  Principal  due on or before the Cut-off  Date,  of  $77,369,635.47.  The Sub-Loan
Group II-2  Mortgage  Loans will have an  Outstanding  Principal  Balance as of the  Cut-off  Date,  after
deducting all Scheduled  Principal  due on or before the Cut-off  Date, of  $616,553,063.81.  The Sub-Loan
Group II-3  Mortgage  Loans will have an  Outstanding  Principal  Balance as of the  Cut-off  Date,  after
deducting all Scheduled  Principal  due on or before the Cut-off  Date, of  $693,617,364.21.  The Sub-Loan
Group III-1  Mortgage  Loans will have an  Outstanding  Principal  Balance as of the Cut-off  Date,  after
deducting all Scheduled  Principal  due on or before the Cut-off  Date, of  $155,372,731.43.  The Sub-Loan
Group III-2  Mortgage  Loans will have an  Outstanding  Principal  Balance as of the Cut-off  Date,  after
deducting all Scheduled  Principal  due on or before the Cut-off  Date, of  $413,494,550.79.  The Sub-Loan
Group III-3  Mortgage  Loans will have an  Outstanding  Principal  Balance as of the Cut-off  Date,  after
deducting all Scheduled Principal due on or before the Cut-off Date, of $588,622,430.52.

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

                                                ARTICLE I
                                               Definitions

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

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

         Account:  The  Distribution  Account,  the  Protected  Account,  the Reserve Fund or the Class XP
Reserve Account, as the context may require.

         Accrued  Certificate  Interest:  For any Group II  Certificate or Group III  Certificate  for any
Distribution  Date,  the interest  accrued  during the related  Interest  Accrual Period at the applicable
Pass-Through Rate on the Certificate  Principal  Balance or Notional Amount, as applicable,  of such Group
II Certificate  immediately prior to such Distribution  Date, on the basis of a 360-day year consisting of
twelve  30-day  months,  less  (i) in  the case of a Group II  Senior  Certificate  or  Group  III  Senior
Certificate,  as  applicable,  such  Certificate's  share of any Net Interest  Shortfall  from the related
Mortgage Loans and, after the applicable  Cross-Over  Date, the interest portion of any Realized Losses on
the related  Mortgage Loans, in each case allocated  thereto in accordance with  Section 6.04  and (ii) in
the case of a Group II Subordinate  Certificate or Group III Subordinate  Certificate,  such Certificate's
share of any Net  Interest  Shortfall  from the related  Mortgage  Loans and the  interest  portion of any
Realized  Losses on the  related  Mortgage  Loans,  in each case  allocated  thereto  in  accordance  with
Section 6.04.

         Additional Disclosure:  As defined in Section 3.18(a)(v).

         Additional Form 10-D Disclosure:  As defined in Section 3.18(a)(i).

         Additional Form 10-K Disclosure:  As defined in Section 3.18(a)(iv).

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

         Aggregate  Subordinate  Optimal  Principal  Amount:  The Group II Aggregate  Subordinate  Optimal
Principal Amount or the Group III Aggregate Subordinate Optimal Principal Amount, as applicable.

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

         Allocable  Share:  With  respect  to (A) any Class of Group II  Subordinate  Certificates  on any
Distribution  Date,  an amount  equal to the  product of (i) the Group II  Aggregate  Subordinate  Optimal
Principal  Amount and (ii) the fraction,  the numerator of which is the Certificate  Principal  Balance of
such Class and the denominator of which is the aggregate  Certificate  Principal Balance of all Classes of
the Group II  Subordinate  Certificates  and (B) any Class of Group III  Subordinate  Certificates  on any
Distribution  Date,  an amount  equal to the product of (i) the Group III  Aggregate  Subordinate  Optimal
Principal  Amount and (ii) the fraction,  the numerator of which is the Certificate  Principal  Balance of
such Class and the denominator of which is the aggregate  Certificate  Principal Balance of all Classes of
the  Group  III  Subordinate  Certificates;  provided,  however,  that no Class  of  Group II  Subordinate
Certificates  or  Group  III  Subordinate  Certificates  (other  than  the  outstanding  Class of Group II
Subordinate  Certificates or Group III Subordinate  Certificates  with the lowest  numerical  designation)
shall be entitled on any Distribution Date to receive  distributions  pursuant to clauses (ii),  (iii) and
(v) of the definition of Group II Subordinate  Optimal  Principal Amount or Group III Subordinate  Optimal
Principal  Amount,  as  applicable,  unless the related  Class  Prepayment  Distribution  Trigger for such
Distribution  Date has been satisfied (any amount  distributable  pursuant to clauses (ii),  (iii) and (v)
of the  definition of Group II  Subordinate  Optimal  Principal  Amount or Group III  Subordinate  Optimal
Principal  Amount, as applicable,  shall be distributed  among the related Classes entitled  thereto,  pro
rata  based  on  their  respective  Certificate  Principal  Balances);  provided,  further,  that  if on a
Distribution  Date, the Certificate  Principal  Balance of any Class of Group II Subordinate  Certificates
or Group III Subordinate  Certificates  for which the related  Class Prepayment  Distribution  Trigger has
been  satisfied is reduced to zero,  such Class's  remaining  Allocable  Share shall be distributed to the
remaining  Classes  of  Group II  Subordinate  Certificates  or Group  III  Subordinate  Certificates,  as
applicable,  sequentially  beginning with the Class with the lowest numerical  designation in reduction of
their respective Certificate Principal Balances.

         Applicable Credit Rating:  For any long-term  deposit or security,  a credit rating of AAA in the
case of S&P or Aaa in the case of Moody's  (or with  respect  to  investments  in money  market  funds,  a
credit  rating of "AAAm" or "AAAm-G" in the case of S&P and the highest  rating given by Moody's for money
market funds in the case of Moody's).  For any short-term deposit or security,  or a rating of A-l+ in the
case of S&P or Prime-1 in the case of Moody's.

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

         Applied  Realized  Loss  Amount:  With  respect to any  Distribution  Date and a Class of Group I
Offered  Certificates,  the sum of the Realized Losses with respect to the Group I Mortgage  Loans,  which
are to be applied  in  reduction  of the  Certificate  Principal  Balance of such Class of Group I Offered
Certificates  pursuant  to this  Agreement  in an amount  equal to the amount,  if any, by which,  (i) the
aggregate  Certificate  Principal  Balance of all of the Group I Certificates  (after all distributions of
principal on such  Distribution  Date) exceeds (ii) the aggregate Stated  Principal  Balance of all of the
Group I Mortgage Loans for such  Distribution  Date.  The Applied  Realized Loss Amount shall be allocated
first to the Class I-B-3  Certificates,  the Class I-B-2 Certificates,  the Class I-B-1 Certificates,  the
Class I-M-2  Certificates  and the Class I-M-1  Certificates,  in that order (so long as their  respective
Certificate  Principal  Balances have not been reduced to zero),  and thereafter the Applied Realized Loss
Amount with respect to the Sub-Loan Group I-1, shall be allocated  first to the Class I-1A-2  Certificates
and then to the Class I-1A-1  Certificates,  with respect to Sub-Loan Group I-2, shall be allocated  first
to the Class I-2A-2 Certificates and then to the Class I-1A-1  Certificates,  and with respect to Sub-Loan
Group  I-3,  shall be  allocated  first to the Class  I-3A-2  Certificates  and then to the  Class  I-3A-1
Certificates,  in each case until the  Certificate  Principal  Balance of each such Class has been reduced
to zero.

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

         Assessment of Compliance:  As defined in Section 3.17.

         Assignment  Agreements:  The  agreements  attached  hereto as Exhibit I,  whereby  the  Servicing
Agreements and related Recognition  Agreements (as defined therein),  if applicable,  were assigned to the
Trustee for the benefit of the Certificateholders.

         Assumed Final  Distribution  Date: For the Group I Offered  Certificates and the Group II Offered
Certificates,  the  Distribution  Date occurring in August 2036, or if such day is not a Business Day, the
next succeeding  Business Day. For the Group III Offered  Certificates,  the  Distribution  Date occurring
in July 2036, or if such day is not a Business Day, the next succeeding Business Day.

         Attestation Report:  As defined in Section 3.17.

         Attesting Party:  As defined in Section 3.17.

         Available  Funds:  With respect to any  Distribution  Date and each Sub-Loan  Group in Loan Group
II or Loan Group III, an amount  equal to the  aggregate  of the  following  amounts  with  respect to the
Mortgage Loans in the related  Sub-Loan  Group:  (a) all previously  undistributed  payments on account of
principal  (including  the  principal  portion  of  Scheduled  Payments,  Principal  Prepayments  and  the
principal  portion of Net Liquidation  Proceeds) and all previously  undistributed  payments on account of
interest  received  after the Cut-off  Date and on or prior to the  related  Determination  Date,  (b) any
Monthly  Advances and Compensating  Interest  Payments by the Servicer or the Master Servicer with respect
to such  Distribution  Date,  (c) any  reimbursed  amount in  connection  with  losses on  investments  of
deposits  in  certain  eligible  investments  in  respect of the Group II  Mortgage  Loans in the  related
Sub-Loan  Group,  (d) with  respect to Loan Group II, any amount  allocated  from the  Available  Funds of
another Sub-Loan Group in accordance with Section  6.02(i)(a)(G),  and (e) with respect to Loan Group III,
any amount  allocated  from the  Available  Funds of another  Sub-Loan  Group in  accordance  with Section
6.02(ii)(a)(F),  except:

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

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

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

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

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

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

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

                  (viii)   amounts  applied  to pay any  fees  with  respect  to any  lender-paid  primary
mortgage insurance policy; and

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

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

         Back-Up Certification:  As defined in Section 3.18(a)(iv).

         Bank of America:  Bank of America, National Association, and its successor in interest.

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

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

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

         Basis Risk  Shortfall:  With respect to any  Distribution  Date and each Class of Group I Offered
Certificates and the Class I-B-3  Certificates for which the Pass-Through  Rate is based upon the Net Rate
Cap, the excess,  if any, of (a) the amount of Current  Interest  that such Class would have been entitled
to receive on such  Distribution  Date had the applicable  Pass-Though Rate been calculated at a per annum
rate equal to the lesser of (i)  One-Month  LIBOR plus the  related  Margin and  (ii) 11.50%  over (b) the
amount of Current  Interest on such Class of Offered  Certificates  calculated  using a  Pass-Though  Rate
equal to the Net Rate Cap for such Distribution Date.

         Basis Risk Shortfall Carry Forward Amount:  With respect to any Distribution  Date and each Class
of Group I Offered  Certificates  and the Class I-B-3  Certificates,  the sum of the Basis Risk  Shortfall
for  such  Distribution  Date and the  Basis  Risk  Shortfall  for all  previous  Distribution  Dates  not
previously paid from any source including  Excess Cashflow and payments under the Cap Contracts,  together
with  interest  thereon at a rate equal to the lesser of (i) One-Month  LIBOR plus the related  Margin and
(ii) 11.50%, for such Distribution Date.

         Book-Entry   Certificates:   Initially,   the  Senior   Certificates   and  Offered   Subordinate
Certificates.

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

         Cap  Contract:  With  respect to any of the Class  I-1A-1,  Class  I-1A-2,  Class  I-2A-1,  Class
I-2A-2,  Class I-3A-1,  Class I-3A-2,  Class I-M-1,  Class I-M-2,  Class I-B-1, Class I-B-2 or Class I-B-3
Certificates,  the respective cap contracts,  dated as of June 30, 2006, between the Trustee, on behalf of
the Trust for the benefit of the Class I-1A-1,  Class I-1A-2,  Class I-2A-1,  Class I-2A-2,  Class I-3A-1,
Class I-3A-2,  Class I-M-1, Class I-M-2, Class I-B-1,  Class I-B-2 or Class I-B-3  Certificateholders,  as
the case may be, and the  Counterparty,  together with any scheduling,  confirmations  or other agreements
related thereto, attached hereto as Exhibit N.

         Cap Contract  Payment  Amount:  With respect to any  Distribution  Date and a Cap  Contract,  the
amounts received from such Cap Contract, if any, on such Distribution Date.

         Certificate:  Any mortgage  pass-through  certificate  evidencing a beneficial ownership interest
in the Trust Fund signed and  countersigned by the Securities  Administrator  in  substantially  the forms
annexed hereto as Exhibits A-1, A-2, A-3, A-4, A-5-1,  A-5-2,  A-6, A-7, A-8, A-9, A-10, A-12, A-13, A-14,
A-15, A-16 and A-17 with the blanks therein appropriately completed.

         Certificate  Group:  With respect to the Group I  Certificates  and (i)  Sub-Loan  Group I-1, the
Class I-1A-1  Certificates  and Class I-1A-2  Certificates and  (ii) Sub-Loan  Group I-2, the Class I-2A-1
Certificates  Class I-2A-2  Certificates  and (iii) Sub-Loan Group I-3, the Class I-3A-1  Certificates and
Class I-3A-2  Certificates.  With respect to the Group II Certificates  and  (i) Sub-Loan  Group II-1, the
Class  II-1A-1,  Class  II-1A-2  and Class  II-1X-1  Certificates,  (ii) Sub-Loan  Group  II-2,  the Class
II-2A-1, Class II-2A-2,  Class II-2X-1 and Class II-2X-2 Certificates,  and (iii) Sub-Loan Group II-3, the
Class  II-3A-1,  Class  II-3A-2,  Class II-3A-3,  Class  II-3A-4,  Class II-3A-5,  Class II-3X-1 and Class
II-3X-2  Certificates.  With  respect to the Group III  Certificates  and (i) Sub-Loan  Group  III-1,  the
Class III-1A-1  Certificates  and the Class III-1A-2  Certificates,  (ii) Sub-Loan Group III-2,  the Class
III-2A-1  Certificates  and the Class III-2A-2  Certificates,  and (iii)  Sub-Loan Group III-3,  the Class
III-3A-1, Class III-3A-2, Class III-3A-3, Class III-3A-4, Class III-3X-1 and Class III-3X-2 Certificates.

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

         Certificate  Principal  Balance:  With  respect to any  Certificate  (other  than the Class II-X,
Class III-X,  Class XP, Class B-IO, Class R or Class R-X  Certificates)  as of any Distribution  Date, the
initial  principal  amount  of such  Certificate  plus,  in the case of a  Subordinate  Certificates,  any
Subsequent  Recoveries  added to the  Certificate  Principal  Balance  of such  Certificates  pursuant  to
Section 6.03 or Section 6.04  hereof, and reduced by (i) all amounts distributed on previous  Distribution
Dates  on  such  Certificate  with  respect  to  principal,  (ii) solely  in  the  case  of the  Group  II
Certificates  or the Group III  Certificates,  the  principal  portion of all Realized  Losses (other than
Realized  Losses  resulting from Debt Service  Reductions)  allocated prior to such  Distribution  Date to
such Certificate,  taking account of the applicable Loss Allocation  Limitation,  (iii) solely in the case
of the Group I  Certificates,  any  Applied  Realized  Loss  Amounts  allocated  to such Class on previous
Distribution  Dates,  and  (iv) in  the  case  of a  Group  II  Subordinate  Certificate  or a  Group  III
Subordinate  Certificate,  such  Certificate's  pro rata  share,  if any,  of the  applicable  Subordinate
Certificate   Writedown  Amount  for  previous   Distribution   Dates.   With  respect  to  any  Class  of
Certificates,  the Certificate  Principal Balance thereof will equal the sum of the Certificate  Principal
Balances of all Certificates in such Class. The initial  Certificate  Principal  Balance (if any) for each
Class of Certificates is set forth in Section 5.01(c)(iv).

         Certificate Register:  The register maintained pursuant to Section 5.02.

         Certificateholder:  A Holder of a Certificate.

         Certification Parties:  As defined in Section 3.18(a)(iv).

         Certifying Person:  As defined in Section 3.18(a)(iv).

         Chevy Chase: Chevy Chase Bank, F.S.B., and its successor in interest.

         Chevy Chase Servicing Agreement:  The Purchase,  Warranties and Servicing Agreement,  dated as of
July 1, 2001, as amended by Amendment  No. 1, dated as of January 13, 2003,  and Amendment No. 2, dated as
of January 31, 2006, between EMC and Chevy Chase, attached hereto as Exhibit H-2.

         Class:  With respect to the  Certificates,  any of Class  I-1A-1,  Class  I-1A-2,  Class  I-2A-1,
Class I-2A-2,  Class I-3A-1,  Class I-3A-2, Class II-1A-1,  Class II-1A-2,  Class II-1X-1,  Class II-2A-1,
Class II-2A-2,  Class II-2X-1,  Class II-2X-2, Class II-3A-1, Class II-3A-2, Class II-3A-3, Class II-3A-4,
Class II-3A-5,  Class II-3X-1,  Class II-3X-2,  Class  III-1A-1,  Class III-1A-2,  Class  III-2A-1,  Class
III-2A-2,  Class III-3A-1,  Class  III-3A-2,  Class III-3A-3,  Class III-3A-4,  Class I-M-1,  Class I-M-2,
Class R, Class R-X,  Class I-B-1,  Class I-B-2,  Class I-B-3,  Class II-B-1,  Class II-B-2,  Class II-B-3,
Class II-B-4, Class II-B-5,  Class II-B-6, Class II-B-7, Class II-B-8, Class II-B-9, Class II-B-10,  Class
II-B-11,  Class III-B-1,  Class III-B-2, Class III-B-3, Class III-B-4, Class III-B-5, Class III-B-6, Class
B-IO, Class I-XP and Class II-XP Certificates.

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

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

         Class B-IO Advances:  As defined in Section 6.01(b).

         Class B-IO Distribution  Amount:  With respect to any Distribution Date, the Current Interest for
the Class B-IO Certificates for such Distribution Date (which shall be deemed  distributable  with respect
to the REMIC VI Regular Interest B-IO-I);  provided,  however,  that on and after the Distribution Date on
which the aggregate  Certificate  Principal  Balance of the Group I Certificates has been reduced to zero,
the Class B-IO Distribution Amount shall include the  Overcollateralization  Amount (which shall be deemed
distributable,  first,  with  respect to the REMIC VI Regular  Interest  B-IO-I in respect of accrued  and
unpaid  interest  thereon  until such  accrued and unpaid  interest  shall have been  reduced to zero and,
thereafter,  with  respect to the REMIC VI Regular  Interest  B-IO-P in respect of the  principal  balance
thereof).

         Class B-IO  Pass-Through  Rate: With respect to the Class B-IO  Certificates and any Distribution
Date or the REMIC VI Regular  Interest  B-IO-I,  a per annum rate equal to the percentage  equivalent of a
fraction,  the  numerator  of which is the sum of the amounts  calculated  pursuant to clauses (1) through
(6) below,  and the denominator of which is the aggregate  principal  balance of the  REMIC III-B  Regular
Interests.  For purposes of  calculating  the  Pass-Through  Rate for the Class B-IO-I  Certificates,  the
numerator is equal to the sum of the following components:

     1.  the  Uncertificated  Pass-Through  Rate for  REMIC III-B  Regular  Interest  LT1 minus the Marker
         Rate, applied to a notional amount equal to the  Uncertificated  Principal Balance of REMIC III-B
         Regular Interest LT1;

     2.  the  Uncertificated  Pass-Through  Rate for  REMIC III-B  Regular  Interest  LT2 minus the Marker
         Rate, applied to a notional amount equal to the  Uncertificated  Principal Balance of REMIC III-B
         Regular Interest LT2;

     3.  the  Uncertificated  Pass-Through  Rate for  REMIC III-B  Regular  Interest  LT4 minus  twice the
         Marker  Rate,  applied to a notional  amount  equal to the  Uncertificated  Principal  Balance of
         REMIC III-B Regular Interest LT4;

     4.  the  Uncertificated  Pass-Through  Rate for REMIC III-B  Regular  Interest LT-Y1 minus the Marker
         Rate, applied to a notional amount equal to the  Uncertificated  Principal Balance of REMIC III-B
         Regular Interest LT-Y1;

     5.  the  Uncertificated  Pass-Through  Rate for REMIC III-B  Regular  Interest LT-Y2 minus the Marker
         Rate, applied to a notional amount equal to the  Uncertificated  Principal Balance of REMIC III-B
         Regular Interest LT-Y2; and

     6.  the  Uncertificated  Pass-Through  Rate for REMIC III-B  Regular  Interest LT-Y3 minus the Marker
         Rate, applied to a notional amount equal to the  Uncertificated  Principal Balance of REMIC III-B
         Regular Interest LT-Y3.

         Class I-A Certificates: The Class I-1A, Class I-2A and Class I-3A Certificates.

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

         Class I-A  Principal  Distribution  Amount:  For any  Distribution  Date,  an amount equal to the
excess,  if any,  of (i) the  Certificate  Principal  Balance of the Class I-1A  Certificates  immediately
prior to such  Distribution  Date over (ii) the excess of (a) the aggregate  Stated  Principal  Balance of
the Group I Mortgage  Loans for such  Distribution  Date over (b) the product of (1) the aggregate  Stated
Principal  Balance of the Group I Mortgage Loans for such  Distribution  Date and (2) the sum of (x)16.00%
and (y) the Current Specified Overcollateralization Percentage for such Distribution Date.

         Class I-1A Principal  Distribution  Amount: With respect to any applicable  Distribution Date, an
amount  equal to the lesser of (i) the Class I-1A  Principal  Distribution  Percentage  multiplied  by the
Class I-A  Principal  Distribution  Amount and (ii) the  Certificate  Principal  Balance of the Class I-1A
Certificates.

         Class  I-1A  Principal  Distribution  Percentage:  With  respect to any  applicable  Distribution
Date, a percentage  equal to the  Principal  Funds  allocable to Sub-Group  I-1A divided by the  aggregate
Principal Funds.

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

         Class I-2A  Principal  Distribution  Amount:  With respect to any applicable  Distribution  Date,
an amount equal to the lesser of (i) the Class I-2A Principal  Distribution  Percentage  multiplied by the
Class I-A  Principal  Distribution  Amount and (ii) the  Certificate  Principal  Balance of the Class I-2A
Certificates.

         Class  I-2A  Principal  Distribution  Percentage:  With  respect to any  applicable  Distribution
Date, a percentage  equal to the  Principal  Funds  allocable to Sub-Group  I-2A divided by the  aggregate
Principal Funds

         Class I-3A Certificates: The Class I-3A-1 Certificates and Class I-3A-2 Certificates.

         Class I-3A  Principal  Distribution  Amount:  With respect to any applicable  Distribution  Date,
an amount equal to the lesser of (i) the Class I-3A Principal  Distribution  Percentage  multiplied by the
Class I-A  Principal  Distribution  Amount and (ii) the  Certificate  Principal  Balance of the Class I-3A
Certificates.

         Class  I-3A  Principal  Distribution  Percentage:  With  respect to any  applicable  Distribution
Date, a percentage  equal to the  Principal  Funds  allocable to Sub-Group  I-3A divided by the  aggregate
Principal Funds.

         Class I-B Certificates: The Class I-B-1, the Class I-B-2 and the Class I-B-3 Certificates.

         Class I-B-1 Principal  Distribution  Amount:  For any  Distribution  Date, an amount equal to the
excess,  if any, of (i) the  Certificate  Principal  Balance of the Class I-B-1  Certificates  immediately
prior to such  Distribution  Date over (ii) the excess of (a) the aggregate  Stated  Principal  Balance of
the Group I Mortgage Loans for such  Distribution  Date over (b) the sum of (1) the Certificate  Principal
Balance of the Class I-A  Certificates  (after taking into account the payment of the Class I-1A Principal
Distribution  Amount, the Class I-2A Principal  Distribution Amount and Class I-3A Principal  Distribution
Amount on such Distribution  Date), (2) the Certificate  Principal Balance of the Class I-M-1 Certificates
(after  taking  into  account  the  payment  of the  Class  I-M-1  Principal  Distribution  Amount on such
Distribution  Date), (3) the Certificate  Principal Balance of the Class I-M-2 Certificates  (after taking
into account the payment of the Class I-M-2 Principal  Distribution  Amount on such Distribution Date) and
(4) the  product of (x) the  aggregate  Stated  Principal  Balance of the Group I Mortgage  Loans for such
Distribution  Date and (y) the sum of 2.20% and the  Current  Specified  Overcollateralization  Percentage
for such Distribution Date.

         Class I-B-2 Principal  Distribution  Amount:  For any  Distribution  Date, an amount equal to the
excess,  if any, of (i) the  Certificate  Principal  Balance of the Class I-B-2  Certificates  immediately
prior to such  Distribution  Date over (ii) the excess of (a) the aggregate  Stated  Principal  Balance of
the Group I Mortgage Loans for such  Distribution  Date over (b) the sum of (1) the Certificate  Principal
Balance of the Class I-A  Certificates  (after taking into account the payment of the Class I-1A Principal
Distribution  Amount, the Class I-2A Principal  Distribution Amount and Class I-3A Principal  Distribution
Amount on such Distribution  Date), (2) the Certificate  Principal Balance of the Class I-M-1 Certificates
(after  taking  into  account  the  payment  of the  Class  I-M-1  Principal  Distribution  Amount on such
Distribution  Date), (3) the Certificate  Principal Balance of the Class I-M-2 Certificates  (after taking
into account the payment of the Class I-M-2  Principal  Distribution  Amount on such  Distribution  Date),
(4) the  Certificate  Principal  Balance of the Class I-B-1  Certificates  (after  taking into account the
payment of the Class I-B-1 Principal  Distribution  Amount on such Distribution Date), and (5) the product
of (x) the aggregate Stated  Principal  Balance of the Group I Mortgage Loans for such  Distribution  Date
and  (y)  the  sum  of  1.20%  and  the  Current  Specified  Overcollateralization   Percentage  for  such
Distribution Date.

         Class I-B-3 Principal  Distribution  Amount:  For any  Distribution  Date, an amount equal to the
excess,  if any, of (i) the  Certificate  Principal  Balance of the Class I-B-3  Certificates  immediately
prior to such  Distribution  Date over (ii) the excess of (a) the aggregate  Stated  Principal  Balance of
the Group I Mortgage Loans for such  Distribution  Date over (b) the sum of (1) the Certificate  Principal
Balance of the Class I-A  Certificates  (after taking into account the payment of the Class I-1A Principal
Distribution  Amount, the Class I-2A Principal  Distribution Amount and Class I-3A Principal  Distribution
Amount on such Distribution  Date), (2) the Certificate  Principal Balance of the Class I-M-1 Certificates
(after  taking  into  account  the  payment  of the  Class  I-M-1  Principal  Distribution  Amount on such
Distribution  Date), (3) the Certificate  Principal Balance of the Class I-M-2 Certificates  (after taking
into account the payment of the Class I-M-2  Principal  Distribution  Amount on such  Distribution  Date),
(4) the  Certificate  Principal  Balance of the Class I-B-1  Certificates  (after  taking into account the
payment of the Class I-B-1 Principal  Distribution  Amount on such Distribution Date), (5) the Certificate
Principal  Balance of the Class I-B-2  Certificates  (after  taking into  account the payment of the Class
I-B-2 Principal  Distribution  Amount on such Distribution Date), and (6) the product of (x) the aggregate
Stated  Principal  Balance of the Group I Mortgage  Loans for such  Distribution  Date and (y) the Current
Specified Overcollateralization Percentage for such Distribution Date.

         Class I-M Certificates: The Class I-M-1 Certificates and the Class I-M-2 Certificates.

         Class I-M-1 Principal  Distribution  Amount:  For any  Distribution  Date, an amount equal to the
excess,  if any, of (i) the  Certificate  Principal  Balance of the Class I-M-1  Certificates  immediately
prior to such  Distribution  Date over (ii) the excess of (a) the aggregate  Stated  Principal  Balance of
the Group I Mortgage Loans for such  Distribution  Date over (b) the sum of (1) the Certificate  Principal
Balance of the Class I-A  Certificates  (after taking into account the payment of the Class I-1A Principal
Distribution  Amount, the Class I-2A Principal  Distribution Amount and Class I-3A Principal  Distribution
Amount on such  Distribution  Date) and (2) the product of (x) the aggregate Stated  Principal  Balance of
the Group I Mortgage  Loans for such  Distribution  Date and (y) the sum of (I) 9.20% and (II) the Current
Specified Overcollateralization Percentage for such Distribution Date.

         Class I-M-2 Principal  Distribution  Amount:  For any  Distribution  Date, an amount equal to the
excess,  if any, of (i) the  Certificate  Principal  Balance of the Class I-M-2  Certificates  immediately
prior to such  Distribution  Date over (ii) the excess of (a) the aggregate  Stated  Principal  Balance of
the Group I Mortgage Loans for such  Distribution  Date over (b) the sum of (1) the Certificate  Principal
Balance of the Class I-A  Certificates  (after taking into account the payment of the Class I-1A Principal
Distribution  Amount and Class I-2A Principal  Distribution  Amount on such  Distribution  Date),  (2) the
Certificate  Principal Balance of the Class I-M-1  Certificates  (after taking into account the payment of
the Class I-1A  Principal  Distribution  Amount,  the Class I-2A Principal  Distribution  Amount and Class
I-3A Principal  Distribution  Amount on such  Distribution  Date) and (3) the product of (x) the aggregate
Stated Principal  Balance of the Group I Mortgage Loans for such  Distribution Date and (y) the sum of (I)
5.00% and (II) the Current Specified Overcollateralization Percentage for such Distribution Date.

         Class II-A Certificates:  The Class II-1A-1,  Class II-1A-2,  Class II-1X-1, Class II-2A-1, Class
II-2A-2,  Class II-2X-1,  Class II-2X-2, Class II-3A-1, Class II-3A-2, Class II-3A-3, Class II-3A-4, Class
II-3A-5 Class II-3X-1 and Class II-3X-2 Certificates.

         Class II-B  Certificates:  The Class II-B-1,  Class II-B-2,  Class  II-B-3,  Class II-B-4,  Class
II-B-5,  Class  II-B-6,  Class  II-B-7,  Class  II-B-8,  Class  II-B-9,  Class  II-B-10 and Class  II-B-11
Certificates.

         Class II-X  Certificates:  The Class  II-1X-1,  Class II-2X-1,  Class II-2X-2,  Class II-3X-1 and
Class II-3X-2 Certificates.

         Class III-A Certificates:  The Class III-1A-1,  Class III-1A-2,  Class III-2A-1, Class III -2A-2,
Class  III-3A-1,  Class  III-3A-2,  Class  III-3A-3,  Class  III-3A-4,  Class  III-3X-1 and Class III-3X-2
Certificates.

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

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

         Class R Certificate:  Any of the Class R  Certificates  substantially  in the form annexed hereto
as Exhibit A-5-1 and  evidencing  ownership of interests  designated  as "residual  interests" in REMIC I,
REMIC II,  REMIC  III-A,  REMIC  III-B,  REMIC  IV,  REMIC  V and  REMIC  VI for  purposes  of  the  REMIC
Provisions.  Component I  of the  Class R  Certificates  is  designated  as the sole  class  of  "residual
interest"  in  REMIC I,  Component II  of the Class R  Certificates  is  designated  as the sole  class of
"residual  interest" in REMIC II,  Component III-A  of the Class R Certificates  is designated as the sole
class of "residual  interest" in  REMIC III-A,  Component III-B  of the Class R Certificates is designated
as the sole class of "residual  interest" in  REMIC III-B,  Component IV  of the Class R  Certificates  is
designated as the sole class of "residual  interest" in REMIC IV,  Component V of the Class R Certificates
is  designated  as the sole class of  "residual  interest"  in  REMIC V  and  Component VI  of the Class R
Certificates is designated as the sole class of "residual interest" in REMIC VI.

         Class R-X  Certificates:  Any of the  Class R-X  Certificates  substantially  in the form annexed
hereto as Exhibit A-5-2 and evidencing  ownership of the "residual  interest" in REMIC VII for purposes of
the REMIC Provisions.

         Class XP Certificates:  The Class I-XP Certificates and the Class II-XP Certificates.

         Class  XP  Reserve   Account:   The  account   established   and  maintained  by  the  Securities
Administrator pursuant to Section 4.07 hereof.

         Closing Date:  June 30, 2006.

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

         Commission:  The U.S. Securities and Exchange Commission.

         Compensating Interest Payment:  As defined in Section 6.09.

         Corporate  Trust Office:  The designated  office of the Trustee or Securities  Administrator,  as
applicable,  where at any  particular  time its respective  corporate  trust business with respect to this
Agreement  shall be  administered.  The Corporate Trust Office of the Trustee at the date of the execution
of this Agreement is located at 388 Greenwich  Street,  14th Floor,  New York, New York 10013,  Attention:
Structured  Finance  Agency  &  Trust  BSALTA  2006-4.  The  Corporate  Trust  Office  of  the  Securities
Administrator  at the date of the  execution  of this  Agreement  is located at 9062 Old  Annapolis  Road,
Columbia,  Maryland  21045,  Attention:   Corporate  Trust  Group,  BSALTA  2006-4.  For  the  purpose  of
registration  and transfer and exchange only, the Corporate  Trust Office of the Securities  Administrator
shall  be  located  at Sixth  Street  and  Marquette  Avenue,  Minneapolis,  Minnesota  55479,  Attention:
Corporate Trust Group, BSALTA 2006-4.

         Counterparty:  ABN AMRO  Bank N.V.  and any  successor  thereto,  or any  successor  counterparty
under the Cap Contracts.

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

         Countrywide  Servicing Agreement:  The Seller's Warranties and Servicing  Agreement,  dated as of
September 1, 2002, as amended by Amendment  No. 1, dated as of January 1, 2003,  Amendment No. 2, dated as
of September 1, 2004,  and  Amendment  No. 3, dated as of January 1, 2006,  between  Countrywide  and EMC,
attached hereto as Exhibit H-3.

         Cross-Over Date:  The Group II Cross-Over Date or the Group III Cross-Over Date, as applicable.

         Current  Interest:  As of any  Distribution  Date,  with respect to each Class of Group I Offered
Certificates,  (i) the  interest  accrued on the  Certificate  Principal  Balance or Notional  Amount,  as
applicable,  during the related  Interest  Accrual  Period at the  applicable  Pass-Through  Rate plus any
amount  previously  distributed with respect to interest for such Certificate that has been recovered as a
voidable  preference  by a  trustee  in  bankruptcy  minus  (ii)  the sum of (a) any  Prepayment  Interest
Shortfall for such  Distribution  Date, to the extent not covered by  Compensating  Interest  Payments and
(b) any  shortfalls  resulting  from the  application  of the Relief Act during the  related  Due  Period;
provided,  however,  that for  purposes  of  calculating  Current  Interest  for any such  Class,  amounts
specified in clauses  (ii)(a) and (ii)(b) hereof for any such  Distribution  Date shall be allocated first
to the  Class  B-IO  Certificates  and  the  Class  R  Certificates  in  reduction  of  amounts  otherwise
distributable  to such  Certificates on such  Distribution  Date and then any excess shall be allocated to
each other Class of Certificates  pro rata based on the respective  amounts of interest  accrued  pursuant
to clause (i) hereof for each such Class on such Distribution Date.

         Current Specified  Enhancement  Percentage:  For any Distribution Date, a percentage  obtained by
dividing  (x) the sum of (i) the  aggregate  Certificate  Principal  Balance  of the  Group I  Subordinate
Certificates  and (ii) the  Overcollateralization  Amount,  in each case prior to the  distribution of the
Principal  Distribution  Amount on such  Distribution  Date, by (y) the aggregate Stated Principal Balance
of the Group I Mortgage Loans as of the end of the related Due Period.

         Current Specified  Overcollateralization  Percentage:  For any Distribution  Date, the percentage
equivalent  of a fraction,  the numerator of which is the  Overcollateralization  Target  Amount,  and the
denominator  of which is the aggregate  Stated  Principal  Balance of the Group I Mortgage  Loans for such
Distribution Date.

         Custodial  Agreement:  An  agreement,  dated as of June 30, 2006 (as the same may be amended from
time to time),  among the Depositor,  EMC, as Sponsor and Master  Servicer,  the Trustee and the Custodian
in substantially the form of Exhibit G hereto.

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

         Cut-off Date:  June 1, 2006.

         Cut-off Date Balance:  $5,187,044,366.96.

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

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

         Delinquent:  A Mortgage Loan is  "Delinquent"  if any payment due thereon is not made pursuant to
the terms of such  Mortgage  Loan by the close of business on the day such payment is scheduled to be due.
A Mortgage  Loan is "30 days  delinquent"  if such payment has not been  received by the close of business
on the last  day of the  month  immediately  succeeding  the  month in which  such  payment  was due.  For
example,  a  Mortgage  Loan with a  payment  due on  December  1 that  remained  unpaid as of the close of
business on January 31 would then be  considered  to be 30 to 59 days  delinquent.  Similarly for "60 days
delinquent," "90 days delinquent" and so on.

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

         Depositor Information:  As defined in Section 3.18(c).

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

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

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

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

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

         Disqualified  Organization:   Any  of  the  following:   (i) the  United  States,  any  State  or
political  subdivision  thereof,  any possession of the United States, or any agency or instrumentality of
any of the foregoing  (other than an  instrumentality  which is a corporation if all of its activities are
subject to tax and,  except for the  Freddie  Mac or any  successor  thereto,  a majority  of its board of
directors is not selected by such  governmental  unit),  (ii) any foreign  government,  any  international
organization,  or any agency or instrumentality  of any of the foregoing,  (iii) any  organization  (other
than certain  farmers'  cooperatives  described in  Section 521  of the Code) which is exempt from the tax
imposed by  Chapter 1 of the Code  (including  the tax  imposed by  Section 511  of the Code on  unrelated
business   taxable   income),   (iv)   rural   electric   and   telephone    cooperatives   described   in
Section 1381(a)(2)(C)  of the Code or (v) any other  Person so  designated  by the  Trustee  based upon an
Opinion of Counsel  that the holding of an  ownership  interest in a Residual  Certificate  by such Person
may cause any 2006-4  REMIC  contained  in the Trust or any Person  having an  ownership  interest  in the
Residual  Certificate  (other than such Person) to incur a liability for any federal tax imposed under the
Code that would not  otherwise  be imposed  but for the  transfer of an  ownership  interest in a Residual
Certificate to such Person.  The terms "United States,"  "State" and  "international  organization"  shall
have the meanings set forth in Section 7701 of the Code or successor provisions.

         Distribution  Account:  The trust account or accounts  created and  maintained by the  Securities
Administrator  pursuant to  Section 4.04,  which shall be  denominated  "Citibank,  N.A., as Trustee f/b/o
holders of Structured  Asset  Mortgage  Investments  II Inc.,  Bear Stearns  ALT-A Trust 2006-4,  Mortgage
Pass-Through  Certificates,  Series 2006-4 - Distribution  Account." The Distribution  Account shall be an
Eligible Account.

         Distribution Account Deposit Date:  The Business Day prior to each Distribution Date.

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

         Distribution  Report:  The  Asset-Backed  Issuer  Distribution  Report  pursuant to Section 13 or
15(d) of the Exchange Act.

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

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

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

         EDGAR:  As defined in Section 3.18.

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

         EMC:  EMC Mortgage Corporation, and any successor thereto.

         EMC Servicing Agreement:  The Servicing  Agreement,  dated as of June 1, 2006, between Structured
Asset Mortgage Investments II Inc. and EMC as attached hereto as Exhibit H-4.

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

         Event of Default:  As defined in Section 8.01.

         EverHome:  EverHome Mortgage Company, and any successor thereto.

         EverHome  Servicing  Agreement:  The  Subservicing  Agreement,  dated as of  August 1,  2002,  as
amended by Amendment  No. 1, dated as of January 31, 2006,  between  EverHome and EMC, as attached  hereto
as Exhibit H-5.

         Excess Cashflow:  With respect to any  Distribution  Date, the sum of (i) Remaining Excess Spread
for such  Distribution  Date and (ii)  Overcollateralization  Release Amount for such  Distribution  Date;
provided,  however,  that the Excess Cashflow shall include  Principal Funds on and after the Distribution
Date on which the  aggregate  Certificate  Principal  Balance of the Class  I-1A-1,  Class  I-1A-2,  Class
I-2A-1,  Class I-2A-2,  Class I-3A-1, Class I-3A-2, Class I-M-1, Class I-M-2, Class I-B-1, Class I-B-2 and
Class I-B-3  Certificates  has been reduced to zero (other than Principal Funds  otherwise  distributed to
the Holders of Class I-1A-1,  Class I-1A-2,  Class I-2A-1, Class I-2A-2, Class I-3A-1, Class I-3A-2, Class
I-M-1, Class I-M-2, Class I-B-1, Class I-B-2 and Class I-B-3 Certificates on such Distribution Date).

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

         Excess Spread:  With respect to any  Distribution  Date, the excess,  if any, of (i) the Interest
Funds  for such  Distribution  Date  over  (ii) the sum of the  Current  Interest  on the  Group I Offered
Certificates,  the  Class  I-B-3  Certificates  and  Interest  Carry  Forward  Amounts  on the  Class  I-A
Certificates, in each case on such Distribution Date.

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

         Exchange  Act  Reports:  Any reports  required to be filed  pursuant to Sections  3.17,  3.18 and
3.23 of this Agreement.

         Extra Principal  Distribution  Amount:  With respect to any Distribution  Date, an amount derived
from Excess  Spread  equal to the lesser of (i) the excess,  if any, of the  Overcollateralization  Target
Amount for such  Distribution  Date over the  Overcollateralization  Amount for such Distribution Date and
(ii) the Excess Spread for such Distribution Date.

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

         FDIC:  Federal Deposit Insurance Corporation and any successor thereto.

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

         First Horizon: First Horizon Home Loan Corporation, and its successor in interest.

         First Horizon Servicing Agreement:  The Purchase,  Warranties and Servicing  Agreement,  dated as
of September 1, 2003,  as amended on May 14,  2004,  June 16, 2005,  August 8, 2005 and December 21, 2005,
between EMC, First Horizon and First Tennessee Mortgage Services, Inc., attached hereto as Exhibit H-6.

         Fiscal  Quarter:  December 1 through  the last day of  February,  March 1 through  May 31, June 1
through August 31, or September 1 through November 30, as applicable.

         Form 8-K Disclosure Information:  As defined in Section 3.18(a)(iii).

         Fractional  Undivided Interest:  With respect to any Class of  Certificates (other than the Class
XP  Certificates),  the  fractional  undivided  interest  evidenced by any  Certificate  of such Class the
numerator of which is the Certificate  Principal  Balance of such Certificate and the denominator of which
is the  Certificate  Principal  Balance of such  Class.  With  respect to the Class XP  Certificates,  the
percentage  interest stated  thereon.  With respect to the  Certificates in the aggregate,  the fractional
undivided  interest  evidenced  by (i) the  Residual  Certificates  will be deemed to equal  1.00% (in the
aggregate),  (ii) the Class B-IO  Certificates  will be deemed to equal 1.00% and (iii) a  Certificate  of
any other  Class will be deemed to equal 98.00%  multiplied  by a fraction,  the numerator of which is the
Certificate  Principal  Balance  of such  Certificate  and  the  denominator  of  which  is the  aggregate
Certificate Principal Balance of all the Certificates other than the Class B-IO Certificates.

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

         GMACM: GMAC Mortgage Corporation, and its successor in interest.

         GMACM  Servicing  Agreement:  The  Servicing  Agreement,  dated as of May 1,  2001, as amended by
Amendment No. 1, dated as of October 1, 2001,  Amendment No. 2,  dated as of July 31,  2002, and Amendment
No. 3 dated as of December 20, 2005, between EMC and GMACM, attached hereto as Exhibit H-7.

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

         GreenPoint: GreenPoint Mortgage Funding, Inc., and its successor in interest.

         GreenPoint Servicing  Agreement:  The Purchase,  Warranties and Servicing Agreement,  dated as of
September 1, 2003,  as amended by Amendment  No. 1 to the Purchase,  Warranties  and Servicing  Agreement,
dated as of January 1, 2006, between GreenPoint and EMC, attached hereto as Exhibit H-8.

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

         Group I  Certificates:  The Group I Senior  Certificates,  the Group I  Subordinate  Certificates
and the Group I Non-Offered Subordinate Certificates.

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

         Group I  Non-Offered  Subordinate  Certificates:  The Class  I-B-3,  Class  I-XP and  Class  B-IO
Certificates.

         Group I  Offered  Certificates:  The  Group  I  Senior  Certificates  and  the  Group  I  Offered
Subordinate Certificates.

         Group I Offered  Subordinate  Certificates:  The Class I-M-1,  Class I-M-2, Class I-B-1 and Class
I-B-2 Certificates.

         Group I Senior Certificates: The Class I-A Certificates.

         Group I Significance  Estimate:  With respect to any  Distribution  Date, and in accordance  with
Item 1115 of Regulation AB, shall be an amount determined based on the reasonable  good-faith  estimate by
the Depositor of the aggregate  maximum probable  exposure of the outstanding  Group I Certificates to the
related Cap Contract.

         Group I Significance  Percentage:  With respect to any Distribution  Date, and in accordance with
Item 1115 of Regulation AB, shall be an percentage  equal to the Group I Significance  Estimate divided by
the  aggregate  outstanding  Certificate  Principal  Balance  of the  Group I  Certificates,  prior to the
distribution of the related Principal Distribution Amount on such Distribution Date.

         Group I Subordinate  Certificates:  The Group I Offered Subordinate  Certificates and the Group I
Non-Offered Subordinate Certificates.

         Group II  Aggregate  Subordinate  Optimal  Principal  Amount:  With  respect to any  Distribution
Date,  the sum of the Group II  Subordinate  Optimal  Principal  Amounts for all  Sub-Loan  Groups in Loan
Group II for such Distribution Date.

         Group  II  Certificates:   The  Group  II  Senior  Certificates  and  the  Group  II  Subordinate
Certificates.

         Group II  Cross-Over  Date:  The  first  Distribution  Date on which  the  aggregate  Certificate
Principal Balance of the Group II Subordinate Certificates has been reduced to zero.

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

         Group II  Non-Offered  Subordinate  Certificates:  The Class II-XP,  Class II-B-9,  Class II-B-10
and Class II-B-11 Certificates.

         Group II  Offered  Certificates:  The  Group II  Senior  Certificates  and the  Group II  Offered
Subordinate Certificates.

         Group II  Offered  Subordinate  Certificates:  The Class  II-B-1,  Class  II-B-2 , Class  II-B-3,
Class II-B-4, Class II-B-5, Class II-B-6, Class II-B-7 and Class II-B-8 Certificates.

         Group II Senior Certificates:  The Class II-1A-1,  Class II-1A-2,  Class II-1X-1,  Class II-2A-1,
Class II-2A-2,  Class II-2X-1,  Class II-2X-2, Class II-3A-1, Class II-3A-2, Class II-3A-3, Class II-3A-4,
Class II-3A-5, Class II-3X-1 and Class II-3X-2 Certificates.

         Group  II  Senior  Optimal  Principal  Amount:  With  respect  to each  Distribution  Date  and a
Certificate  Group  related to a  Sub-Loan  Group in Loan  Group II, an amount  equal to the sum,  without
duplication,  of the following (but in no event greater than the aggregate  Certificate Principal Balances
of the related Certificate Group immediately prior to such Distribution Date):

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

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

                  (iii)    the  related   Senior   Prepayment   Percentage  of  amount  of  all  Principal
Prepayments  in part  allocated  to  principal  received by the  Servicers  during the related  Prepayment
Period in respect to each Mortgage Loan in the related Sub-Loan Group;

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

                  (v)      any amount  allocated  to the  Available  Funds of the related  Sub-Loan  Group
pursuant to Section 6.02(i)(a)(D); and

                  (vi)     the  related  Senior  Prepayment  Percentage  of  the  sum of  (a)  the  Stated
Principal  Balance  of each  Mortgage  Loan in the  related  Sub-Loan  Group that was  repurchased  by the
Sponsor in connection  with such  Distribution  Date and (b) the excess,  if any, of the Stated  Principal
Balance of a Mortgage  Loan in the related  Sub-Loan  Group that has been  replaced by the Sponsor  with a
substitute  Mortgage  Loan  pursuant to the  Mortgage  Loan  Purchase  Agreement in  connection  with such
Distribution Date over the Stated Principal Balance of such substitute Mortgage Loan.

         Group II Senior  Percentage:  With respect to each Certificate  Group related to a Sub-Loan Group
in Loan  Group II,  initially  91.75%.  With  respect to any  Distribution  Date and a  Certificate  Group
related to a Sub-Loan Group in Loan Group II, the lesser of (i) 100% and (ii) the  percentage  obtained by
dividing the  aggregate  Certificate  Principal  Balance of the Senior  Certificates  in such  Certificate
Group  immediately  preceding such  Distribution  Date by the aggregate  Stated  Principal  Balance of the
Mortgage Loans in the related Sub-Loan Group as of the beginning of the related Due Period.

         Group II  Senior  Prepayment  Percentage:  With  respect  to a  Certificate  Group  related  to a
Sub-Loan Group in Loan Group II and any  Distribution  Date occurring  during the periods set forth below,
as follows:

Period (dates inclusive)                              Group II Senior Prepayment Percentage

July 2006 – June 2013                            100%

July 2013 – June 2014                            Senior Percentage for the related Certificate Group plus 70%
                                                      of the Subordinate Percentage for the related Sub-Loan Group.

July 2014 – June 2015                            Senior Percentage for the related Certificate Group plus 60%
                                                      of the Subordinate Percentage for the related Sub-Loan Group.

July 2015 – June 2016                            Senior Percentage for the related Certificate Group plus 40%
                                                      of the Subordinate Percentage for the related Sub-Loan Group.

July 2016 – June 2017                            Senior Percentage for the related Certificate Group plus 20%
                                                      of the Subordinate Percentage for the related Sub-Loan Group.

July 2017 and thereafter                              Senior Percentage for the related Certificate Group.

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

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

         Notwithstanding  the foregoing,  if on any  Distribution  Date the  percentage,  the numerator of
which is the  aggregate  Certificate  Principal  Balance of the Group II Senior  Certificates  immediately
preceding such  Distribution  Date, and the  denominator of which is the Stated  Principal  Balance of the
Group II Mortgage Loans as of the beginning of the related Due Period,  exceeds such  percentage as of the
Cut-off Date, the Senior  Prepayment  Percentage  with respect to all of the Group II Senior  Certificates
will equal 100%.

         Group II Subordinate  Certificates:  The Group II Offered Subordinate  Certificates and the Group
II Non-Offered Subordinate Certificates.

         Group II Subordinate  Optimal  Principal  Amount:  With respect to any Distribution  Date and any
Sub-Loan Group in Loan Group II, an amount equal to the sum,  without  duplication,  of the following (but
in no event  greater  than  the  aggregate  Certificate  Principal  Balance  of the  Group II  Subordinate
Certificates immediately prior to such Distribution Date):

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

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

         (iii)    the  related  Subordinate   Prepayment   Percentage  of  the  amount  of  all  Principal
Prepayments  in part  received by the  Servicers in respect to the Mortgage  Loan in the related  Sub-Loan
Group during the related Prepayment Period;

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

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

         (vi)     on the  Distribution  Date on which the  Certificate  Principal  Balances  of the Senior
Certificates  in the related  Certificate  Group have all been reduced to zero, 100% of the Senior Optimal
Principal  Amount for the related Sub-Loan Group.  After the aggregate  Certificate  Principal  Balance of
the Subordinate  Certificates has been reduced to zero, the Subordinate  Optimal Principal Amount shall be
zero.

         Group II  Subordinate  Percentage:  With respect to each Sub-Loan Group included in Loan Group II
on any Distribution Date, 100% minus the Senior Percentage for the related Certificate Group.

         Group II  Subordinate  Prepayment  Percentage:  With respect to each Loan Group  included in Loan
Group II on any Distribution Date, 100% minus the Senior Percentage for the related Certificate Group.

         Group III  Aggregate  Subordinate  Optimal  Principal  Amount:  With respect to any  Distribution
Date,  the sum of the Group III  Subordinate  Optimal  Principal  Amounts for all Sub-Loan  Groups in Loan
Group III for such Distribution Date.

         Group III  Certificates:  The  Group  III  Senior  Certificates  and the  Group  III  Subordinate
Certificates.

         Group III  Cross-Over  Date:  The first  Distribution  Date on which  the  aggregate  Certificate
Principal Balance of the Group III Subordinate Certificates has been reduced to zero.

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

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

         Group III  Offered  Certificates:  The Group III Senior  Certificates  and the Group III  Offered
Subordinate Certificates.

         Group III Offered Subordinate  Certificates:  The Class III-B-1,  Class III-B-2 and Class III-B-3
Certificates.

         Group III  Senior  Certificates:  The Class  III-1A-1,  Class  III-1A-2,  Class  III-2A-1,  Class
III-2A-2,  Class III-3A-1,  Class  III-3A-2,  Class  III-3A-3,  Class  III-3A-4,  Class III-3X-1 and Class
III-3X-2 Certificates.

         Group  III  Senior  Optimal  Principal  Amount:  With  respect  to each  Distribution  Date and a
Certificate  Group  related to a Sub-Loan  Group in Loan Group III,  an amount  equal to the sum,  without
duplication,  of the following (but in no event greater than the aggregate  Certificate Principal Balances
of the related Certificate Group immediately prior to such Distribution Date):

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

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

                  (iii)    the  related   Senior   Prepayment   Percentage  of  amount  of  all  Principal
Prepayments  in part  allocated  to  principal  received by the  Servicers  during the related  Prepayment
Period in respect to each Mortgage Loan in the related Sub-Loan Group;

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

                  (v)      any amount  allocated  to the  Available  Funds of the related  Sub-Loan  Group
pursuant to Section 6.02(i)(a)(E); and

                  (vi)     the  related  Senior  Prepayment  Percentage  of  the  sum of  (a)  the  Stated
Principal  Balance  of each  Mortgage  Loan in the  related  Sub-Loan  Group that was  repurchased  by the
Sponsor in connection  with such  Distribution  Date and (b) the excess,  if any, of the Stated  Principal
Balance of a Mortgage  Loan in the related  Sub-Loan  Group that has been  replaced by the Sponsor  with a
substitute  Mortgage  Loan  pursuant to the  Mortgage  Loan  Purchase  Agreement in  connection  with such
Distribution Date over the Stated Principal Balance of such substitute Mortgage Loan.

         Group III  Senior  Percentage:  With  respect  to each  Certificate  Group  related to a Sub-Loan
Group in Loan  Group III,  initially  92.65%.  With  respect to any  Distribution  Date and a  Certificate
Group  related to a Sub-Loan  Group in Loan Group III,  the lesser of  (i) 100%  and  (ii) the  percentage
obtained by dividing  the  aggregate  Certificate  Principal  Balance of the Senior  Certificates  in such
Certificate Group  immediately  preceding such Distribution Date by the aggregate Stated Principal Balance
of the Mortgage Loans in the related Sub-Loan Group as of the beginning of the related Due Period.

         Group III  Senior  Prepayment  Percentage:  With  respect  to a  Certificate  Group  related to a
Sub-Loan Group in Loan Group III and any  Distribution  Date occurring during the periods set forth below,
as follows:

Period (dates inclusive)                              Group III Senior Prepayment Percentage

July 2006 – June 2013                            100%

July 2013 – June 2014                            Senior Percentage for the related Certificate Group plus 70%
                                                      of the Subordinate Percentage for the related Sub-Loan Group.

July 2014 – June 2015                            Senior Percentage for the related Certificate Group plus 60%
                                                      of the Subordinate Percentage for the related Sub-Loan Group.

July 2015 – June 2016                            Senior Percentage for the related Certificate Group plus 40%
                                                      of the Subordinate Percentage for the related Sub-Loan Group.

July 2016 – June 2017                            Senior Percentage for the related Certificate Group plus 20%
                                                      of the Subordinate Percentage for the related Sub-Loan Group.

July 2017 and thereafter                              Senior Percentage for the related Certificate Group.

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

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

         Notwithstanding  the foregoing,  if on any  Distribution  Date the  percentage,  the numerator of
which is the aggregate  Certificate  Principal  Balance of the Group III Senior  Certificates  immediately
preceding such  Distribution  Date, and the  denominator of which is the Stated  Principal  Balance of the
Group III Mortgage  Loans as of the  beginning of the related Due Period,  exceeds such  percentage  as of
the  Cut-off  Date,  the  Senior  Prepayment  Percentage  with  respect  to all of the  Group  III  Senior
Certificates will equal 100%.

         Group III  Subordinate  Certificates:  The Group III  Offered  Subordinate  Certificates  and the
Group III Non-Offered Subordinate Certificates.

         Group III Subordinate  Optimal  Principal  Amount:  With respect to any Distribution Date and any
Sub-Loan Group in Loan Group III, an amount equal to the sum, without  duplication,  of the following (but
in no event  greater  than the  aggregate  Certificate  Principal  Balance  of the Group  III  Subordinate
Certificates immediately prior to such Distribution Date):

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

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

         (iii)    the  related  Subordinate   Prepayment   Percentage  of  the  amount  of  all  Principal
Prepayments  in part  received by the  Servicers in respect to the Mortgage  Loan in the related  Sub-Loan
Group during the related Prepayment Period;

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

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

         (vi)     on the  Distribution  Date on which the  Certificate  Principal  Balances  of the Senior
Certificates  in the related  Certificate  Group have all been reduced to zero, 100% of the Senior Optimal
Principal  Amount for the related Sub-Loan Group.  After the aggregate  Certificate  Principal  Balance of
the Subordinate  Certificates has been reduced to zero, the Subordinate  Optimal Principal Amount shall be
zero.

         Group III  Subordinate  Percentage:  With respect to each Sub-Loan  Group  included in Loan Group
III on any Distribution Date, 100% minus the Senior Percentage for the related Certificate Group.

         Group III  Subordinate  Prepayment  Percentage:  With respect to each Sub-Loan  Group included in
Loan Group III on any  Distribution  Date,  100% minus the Senior  Prepayment  Percentage  for the related
Certificate Group.

         Holder:  The  Person in whose name a  Certificate  is  registered  in the  Certificate  Register,
except  that,  subject to Sections  11.02(b)  and  11.05(e),  solely for the purpose of giving any consent
pursuant  to this  Agreement,  any  Certificate  registered  in the  name  of the  Depositor,  the  Master
Servicer,  the Securities  Administrator or the Trustee or any Affiliate thereof shall be deemed not to be
outstanding and the Fractional  Undivided  Interest  evidenced  thereby shall not be taken into account in
determining  whether the requisite  percentage of Fractional  Undivided  Interests necessary to effect any
such consent has been obtained.

         HSBC: HSBC Mortgage Corporation (USA), and its successor in interest.

         HSBC  Servicing  Agreement:   The  Amended  and  Restated  Purchase,   Warranties  and  Servicing
Agreement,  dated as of September 1, 2005,  as amended by Amendment  Reg AB, dated as of November 7, 2005,
between HSBC and EMC, attached hereto as Exhibit H-9.

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

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

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

         IndyMac:  IndyMac Bank, F.S.B., and its successor in interest.

         Indy Mac Servicing  Agreement:  The Master Purchase,  Warranties and Servicing  Agreement,  dated
as of August 1, 2001, between IndyMac and EMC, attached hereto as Exhibit H-10.

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

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

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

         Insurance  Proceeds:  Amounts  paid by the  insurer  under  any  Insurance  Policy  covering  any
Mortgage  Loan or  Mortgaged  Property  other  than  amounts  required  to be paid  over to the  Mortgagor
pursuant to law or the  related  Mortgage  Note or  Security  Instrument  and other than  amounts  used to
repair or restore  the  Mortgaged  Property  or to  reimburse  insured  expenses,  including  the  related
Servicer's costs and expenses  incurred in connection with presenting  claims under the related  Insurance
Policies.

         Interest  Accrual  Period:  With respect to each  Distribution  Date,  for each Class of Group II
Certificates  and  Group  III  Certificates,  the  calendar  month  preceding  the  month  in  which  such
Distribution  Date occurs.  The Interest  Accrual Period for the Group I Certificates and the Class I-B-3,
Certificates  will be the  period  from  and  including  the  preceding  Distribution  Date  (or  from and
including  the Closing Date,  in the case of the first  Distribution  Date) to and including the day prior
to the current Distribution Date.

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

         Interest  Carryforward  Amount: As of the first  Distribution Date and with respect to each Class
of Group I Offered  Certificates,  zero, and for each  Distribution  Date  thereafter,  the sum of (i) the
excess of (a) the Current  Interest for such Class with respect to prior  Distribution  Dates over (b) the
amount  actually  distributed to such Class of Group I  Certificates  with respect to interest on or after
such prior  Distribution  Dates and (ii) interest  thereon (to the extent  permitted by applicable law) at
the applicable  Pass-Through  Rate for such Class for the related  Interest  Accrual Period  including the
Interest Accrual Period relating to such Distribution Date.

         Interest Funds: For any  Distribution  Date and each Sub-Loan Group in Loan Group I, (i) the sum,
without  duplication,  of (a) all scheduled  interest collected in respect to the related Group I Mortgage
Loans in the related  Sub-Loan  Group  during the related Due Period less the related  Servicing  Fee, (b)
all Monthly  Advances  relating  to interest  with  respect to the related  Group I Mortgage  Loans in the
related  Sub-Loan Group remitted by the related Servicer or Master  Servicer,  as applicable,  on or prior
to the related Distribution  Account Deposit Date, (c) all Compensating  Interest Payments with respect to
the Group I Mortgage  Loans in the  related  Sub-Loan  Group and  required  to be  remitted  by the Master
Servicer pursuant to this Agreement or the related Servicer  pursuant to the related  Servicing  Agreement
with respect to such  Distribution  Date,  (d)  Liquidation  Proceeds  with respect to the related Group I
Mortgage Loans in the related  Sub-Loan Group collected during the related  Prepayment  Period (or, in the
case of Subsequent  Recoveries,  during the related Due Period),  to the extent such Liquidation  Proceeds
relate to interest,  (e) all amounts  relating to interest  with respect to each related  Group I Mortgage
Loan in the  related  Sub-Loan  Group  purchased  by EMC  pursuant  to  Sections  2.02  and 2.03 or by the
Depositor  pursuant to Section 3.21 during the related Due Period,  (f) all amounts in respect of interest
paid by EMC pursuant to Section  10.01 in respect to the related  Sub-Loan  Group in Loan Group I, in each
case to the extent remitted by EMC or its designee,  as applicable,  to the Distribution  Account pursuant
to this Agreement,  and (g) the interest  proceeds  received from the exercise of an optional  termination
pursuant to Section 10.01 minus (ii) all amounts relating to interest  required to be reimbursed  pursuant
to Sections  4.01 and 4.05 or as otherwise  set forth in this  Agreement  and  allocated to such  Sub-Loan
Group in Loan Group I.

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

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

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

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

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

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

         Lender-Paid PMI Policy:  Any lender-paid primary mortgage insurance policy.

         Lender-Paid  PMI Rate:  With respect to each Mortgage  Loan covered by a Lender-Paid  PMI policy,
the premium to be paid by the  applicable  Servicer out of interest  collections  on the related  Mortgage
Loan or with respect to any GMAC Mortgage  Loan,  paid by the Master  Servicer,  as stated in the Mortgage
Loan Schedule.

         LIBOR  Business  Day:  Any day  other  than a  Saturday  or a Sunday  or a day on  which  banking
institutions in the city of London, England are required or authorized by law to be closed.

         LIBOR  Determination  Date: With respect to each Class of Offered  Certificates and for the first
Interest  Accrual  Period,  June 27,  2006.  With  respect to each Class of Offered  Certificates  and any
Interest  Accrual  Period  thereafter,  the second LIBOR Business Day preceding the  commencement  of such
Interest Accrual Period.

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

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

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

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

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

         Loan Group I:  Sub-Loan Group I-1, Sub-Loan Group I-2 and Sub-Loan Group I-3.

         Loan Group II: Sub-Loan Group II-1, Sub-Loan Group II-2 and Sub-Loan Group II-3.

         Loan Group III:  Sub-Loan Group III-1, Sub-Loan Group III-2 and Sub-Loan Group III-3.

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

         Loss Allocation Limitation:  The meaning specified in Section 6.04(c) hereof.

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

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

         Margin:  With  respect  to any  Distribution  Date on or prior  to the  first  possible  optional
termination  date for the Group I Certificates  and (i) the Class I-1A-1  Certificates,  0.160% per annum,
(ii) the Class  I-1A-2  Certificates,  0.230% per annum,  (iii) the Class I-2A-1  Certificate,  0.170% per
annum,  (iv) the Class I-2A-2  Certificate,  0.230% per annum, (v) the Class I-3A-1  Certificates,  0.160%
per annum,  (vi) the Class  I-3A-2  Certificates,  0.220% per annum,  (vii) the Class I-M-1  Certificates,
0.330%  per  annum,  (viii)  the  Class  I-M-2  Certificates,  0.430%  per  annum,  (ix) the  Class  I-B-1
Certificates,  1.250% per annum, (vii) the Class I-B-2  Certificates,  2.150% per annum, and (x) the Class
I-B-3  Certificates,  2.150% per annum; and with respect to any Distribution Date after the first possible
optional termination date for the Group I Certificates and (i) the Class I-1A-1  Certificates,  0.320% per
annum, (ii) the Class I-1A-2  Certificates,  0.460% per annum, (iii) the Class I-2A-1 Certificate,  0.340%
per  annum,  (iv) the Class  I-2A-2  Certificate,  0.460% per annum,  (v) the Class  I-3A-1  Certificates,
0.320%  per  annum,  (vi) the  Class  I-3A-2  Certificates,  0.440%  per  annum,  (vii)  the  Class  I-M-1
Certificates,  0.495% per annum,  (viii) the Class I-M-2  Certificates,  0.645% per annum,  (ix) the Class
I-B-1 Certificates,  1.875% per annum, (vii) the Class I-B-2  Certificates,  3.225% per annum, and (x) the
Class I-B-3 Certificates, 3.225% per annum.

         Marker Rate:  With respect to the Class B-IO  Certificates  or REMIC VI Regular  Interest  B-IO-I
and any Distribution  Date, in relation to the REMIC III-B  Regular  Interests,  a per annum rate equal to
two (2) times the weighted average of the  Uncertificated  REMIC III-B  Pass-Through Rates for REMIC III-B
Regular Interest LT2 and REMIC III-B Regular Interest LT3.

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

         Master Servicer Information:  As defined in Section 3.18(c).

         Master Servicing Compensation:  The meaning specified in Section 3.14.

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

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

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

         MERS® System: The system of recording  transfers of Mortgage Loans  electronically  maintained by
MERS.

         Mid America: Mid America Bank, fsb, and its successor in interest.

         Mid America Servicing Agreement:  The Purchase,  Warranties and Servicing Agreement,  dated as of
February 1, 2006,  as amended by Amendment  No. 1 to the Purchase,  Warranties  and  Servicing  Agreement,
dated as of February 1, 2006, between Mid America and EMC, attached hereto as Exhibit H-11.

         MIN: The Mortgage  Identification  Number for Mortgage  Loans  registered  with MERS on the MERS®
System.

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

         MOM Loan:  With  respect to any Mortgage  Loan,  MERS acting as the  mortgagee  of such  Mortgage
Loan,  solely as nominee for the originator of such Mortgage Loan and its  successors and assigns,  at the
origination thereof.

         Monthly  Advance:  An advance of  principal  or interest  required  to be made by the  applicable
Servicer pursuant to the related Servicing Agreement or the Master Servicer pursuant to Section 6.08.

         Monthly Statement:  The statement delivered to the Certificateholders pursuant to Section 6.07.

         Monthly Delinquency  Percentage:  With respect to a Distribution Date, the percentage  equivalent
of a fraction,  the numerator of which is the aggregate Stated  Principal  Balance of the Group I Mortgage
Loans that are 60 days or more  Delinquent or are in bankruptcy or  foreclosure  or are REO Properties for
such  Distribution  Date and the denominator of which is the aggregate Stated Principal Balance of Group I
Mortgage Loans for such Distribution Date.

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

         Mortgage:  The mortgage,  deed of trust or other instrument  creating a first priority lien on an
estate in fee simple or leasehold interest in real property securing a Mortgage Loan.

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

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

         Mortgage  Loan:  A mortgage  loan  transferred  and  assigned to the Trustee  pursuant to Section
2.01,  Section 2.04 or Section 2.07 and held as a part of the Trust Fund,  as  identified  in the Mortgage
Loan Schedule (which shall include,  without limitation,  with respect to each Mortgage Loan, each related
Mortgage  Note,  Mortgage and Mortgage  File and all rights  appertaining  thereto),  including a mortgage
loan the property securing which has become an REO Property.

         Mortgage Loan Purchase  Agreement:  The Mortgage  Loan  Purchase  Agreement  dated as of June 30,
2006,  between EMC, as seller,  and Structured Asset Mortgage  Investments II Inc., as purchaser,  and all
amendments thereof and supplements thereto, attached as Exhibit J.

         Mortgage  Loan  Schedule:  The  schedule,  attached  hereto  as  Exhibit B  with  respect  to the
Mortgage  Loans,  as amended from time to time to reflect the repurchase or substitution of Mortgage Loans
pursuant to this Agreement or the Mortgage Loan Purchase Agreement, as the case may be.

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

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

         Mortgagor:  The obligor on a Mortgage Note.

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

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

         Net Rate:  With respect to each  Mortgage  Loan,  the Mortgage  Interest Rate in effect from time
to  time  less  the  sum of (1)  the  Servicing  Fee  Rate  and (2) the  Lender  Paid  PMI  Rate,  if any,
attributable thereto, in each case expressed as a per annum rate.

         Net Rate  Cap:  For any  Distribution  Date and the Group I  Offered  Certificates  and the Class
I-B-3  Certificates,  the weighted  average of the Net Rates of the Group I Mortgage  Loans in the related
Sub-Loan  Group as of the  beginning  of the  related  Due  Period,  weighted  on the basis of the  Stated
Principal  Balances  thereof  as of the  preceding  Distribution  Date,  in each  case as  adjusted  to an
effective  rate  reflecting  the accrual of interest on the basis of a 360-day year and the actual  number
of days elapsed in the related  Interest  Accrual  Period For federal  income tax  purposes,  the Net Rate
Cap  with  respect  to the  Group I  Subordinate  Certificates  is equal to the  weighted  average  of the
Uncertificated Pass-Through Rates for REMIC III-B Regular Interests LT-Y1, LT-Y2 and LT-Y3.

         NIM Issuer:  The entity established as the issuer of any NIM Securities.

         NIM Securities:  Any debt securities  secured or otherwise  backed by some or all of the Class XP
Certificates and Class R-X Certificate.

         NIM Trustee:  The trustee for any NIM Securities.

         Non-Offered  Subordinate  Certificates:  The Group I Non-Offered  Subordinate  Certificates,  the
Group II Non-Offered Subordinate Certificates and the Group III Non-Offered Subordinate Certificates.

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

         Notional  Amount:  The Notional Amount of (i) the Class II-1X-1  Certificates  immediately  prior
to  any  Distribution  Date  is  equal  to  the  Certificate   Principal  Balance  of  the  Class  II-1A-1
Certificates,  (ii) the Class II-1X-2  Certificates,  immediately  prior to any Distribution Date is equal
to the  Certificate  Principal  Balance  of the  Class  II-2A-1  Certificates,  (iii)  the  Class  II-2X-1
Certificates  immediately prior to any Distribution Date is equal to the Certificate  Principal Balance of
the  Class  II-2A-1  Certificates,   (iv)  the  Class  II-2X-2  Certificates   immediately  prior  to  any
Distribution  Date is equal to the Certificate  Principal Balance of the Class II-2A-2  Certificates,  (v)
the Class II-3X-1  Certificates  immediately  prior to any  Distribution  Date is equal to the Certificate
Principal Balance of the Class II-3A-1,  Class II-3A-3 and Class II-3A-4  Certificates (in the aggregate),
(vi)  the  Class  II-3X-2  Certificates  immediately  prior  to any  Distribution  Date  is  equal  to the
Certificate  Principal  Balance of the Class  II-3A-1,  Class II-3A-2,  Class  II-3A-3,  Class II-3A-4 and
Class II-3A-5  Certificates (in the aggregate),  (vii) the Class III-3X-1  Certificates  immediately prior
to  any  Distribution  Date  is  equal  to  the  Certificate  Principal  Balance  of  the  Class  III-3A-1
Certificates,  Class III-3A-2,  Class III-3A-3 and Class III-3A-4 Certificates (in the aggregate),  (viii)
the Class III-3X-2  Certificates  immediately  prior to any Distribution  Date is equal to the Certificate
Principal Balance of the Class III-3A-2  Certificates and Class III-3A-3  Certificates (in the aggregate),
and  (ix)  the  Class  B-IO  Certificates  immediately  prior  to any  Distribution  Date is  equal to the
aggregate of the Uncertificated Principal Balances of the REMIC III-B Regular Interests.

         Offered  Certificates:  The Group I Offered  Certificates,  the Group II Offered Certificates and
the Group III Offered Certificates.

         Offered  Subordinate  Certificates:  The Group I Offered Subordinate  Certificates,  the Group II
Offered Subordinate Certificates and the Group III Offered Subordinate Certificates.

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

         One-Month  LIBOR:  With  respect to any  Interest  Accrual  Period,  the rate  determined  by the
Securities  Administrator  on the  related  LIBOR  Determination  Date on the  basis  of the rate for U.S.
dollar  deposits for one month that appears on Telerate  Screen Page 3750 as of 11:00 a.m.  (London  time)
on such LIBOR  Determination  Date;  provided that the parties hereto acknowledge that One-Month LIBOR for
the first Interest Accrual Period shall the rate determined by the Securities  Administrator  two Business
Days  prior to the  Closing  Date.  If such rate does not  appear on such page (or such  other page as may
replace  that page on that  service,  or if such  service is no longer  offered,  such other  service  for
displaying  One-Month  LIBOR  or  comparable  rates  as  may be  reasonably  selected  by  the  Securities
Administrator),  One-Month  LIBOR for the  applicable  Interest  Accrual Period will be the Reference Bank
Rate. If no such  quotations  can be obtained by the Securities  Administrator  and no Reference Bank Rate
is  available,  One-Month  LIBOR will be One-Month  LIBOR  applicable to the  preceding  Interest  Accrual
Period.

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

         Optional  Termination  Date:  With respect to (i) the Group I Mortgage  Loans,  the  Distribution
Date on which the aggregate  Stated  Principal  Balance of the Group I Mortgage  Loans is less than 20% of
the Cut-off Date Balance as of the Closing  Date,  (ii) with respect to the Group II Mortgage  Loans,  the
Distribution  Date on which the aggregate Stated Principal  Balance of the Group II Mortgage Loans is less
than 10% of the  Cut-off  Date  Balance  and (iii)  with  respect  to the Group III  Mortgage  Loans,  the
Distribution  Date on which the  aggregate  Stated  Principal  Balance of the Group III Mortgage  Loans is
less than 10% of the Cut-off Date Balance as of the Closing Date.

         Original  Group  II  Subordinate   Principal  Balance:  The  sum  of  the  aggregate  Certificate
Principal Balances of each Class of Group II Subordinate Certificates as of the Closing Date.

         Original  Group  III  Subordinate  Principal  Balance:  The  sum  of  the  aggregate  Certificate
Principal Balances of each Class of Group III Subordinate Certificates as of the Closing Date.

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

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

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

         Overcollateralization  Amount:  With respect to any  Distribution  Date,  the excess,  if any, of
(a) the aggregate Stated Principal  Balance of the Group I Mortgage Loans for such  Distribution Date over
(b) the aggregate  Certificate  Principal Balance of the Group I Offered  Certificates and the Class I-B-3
Certificates  on such  Distribution  Date (after  taking into account the payment of principal  other than
any Extra Principal Distribution Amount on such Certificates).

         Overcollateralization  Release  Amount:  With respect to any  Distribution  Date is the lesser of
(x) the sum of the amounts  described in clauses (1) through (5) in the definition of Principal  Funds for
such  Distribution  Date and (y) the  excess,  if any,  of (i) the  Overcollateralization  Amount for such
Distribution  Date (assuming that 100% of such Principal  Funds is applied as a principal  payment on such
Distribution  Date) over (ii) the  Overcollateralization  Target Amount for such  Distribution  Date (with
the amount  pursuant  to clause (y)  deemed to be $0 if the  Overcollateralization  Amount is less than or
equal to the Overcollateralization Target Amount on that Distribution Date).

         Overcollateralization  Target  Amount:  With  respect to any  Distribution  Date (a) prior to the
Stepdown Date,  1.25% of the aggregate  Stated  Principal  Balance of the Group I Mortgage Loans as of the
Cut-off Date,  (b) on or after the Stepdown  Date and if a Trigger Event is not in effect,  the greater of
(i) the lesser of (1) 1.25% of the aggregate  Stated  Principal  Balance of the Group I Mortgage  Loans as
of the Cut-off Date and (2) 2.50% of the then current  aggregate Stated  Principal  Balance of the Group I
Mortgage  Loans as of such  Distribution  Date and (ii)  $13,210,072.95  and (c) on or after the  Stepdown
Date and if a Trigger Event is in effect,  the  Overcollateralization  Target  Amount for the  immediately
preceding Distribution Date.

         Party   Participating   in  the   Servicing   Function:   Any  Person   performing   any  of  the
responsibilities set forth in Exhibit K.

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

         Paying  Agent:  The  Securities  Administrator,  or its  successor in interest,  or any successor
securities administrator appointed as herein provided.

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

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

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

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

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

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

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

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

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

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

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

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

         PHH:  PHH  Mortgage  Corporation  (formerly  known  as  Cendant  Mortgage  Corporation),  and any
successor thereto.

         PHH Servicing Agreement:  The Mortgage Loan Flow Purchase,  Sale and Servicing  Agreement,  dated
as of April 26,  2001,  between  Bishop's  Gate  Residential  Mortgage  Trust and EMC,  as  amended by the
Recognition Agreement dated as of June 1, 2006, as attached hereto as Exhibit H-12.

         Physical Certificates:  The Residual Certificates and the Private Certificates.

         Plan:  The meaning specified in Section 5.07(a).

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

         Prepayment  Charge Loan:  Any Mortgage Loan for which a Prepayment  Charge may be assessed and to
which such  Prepayment  Charge the  related  Class XP  Certificates  are  entitled,  as  indicated  on the
Mortgage Loan Schedule.

         Prepayment  Interest  Shortfall:  With respect to any  Distribution  Date, for each Mortgage Loan
that was the  subject of a partial  Principal  Prepayment  or a  Principal  Prepayment  in full during the
related  Prepayment  Period (other than a Principal  Prepayment in full  resulting  from the purchase of a
Group I Mortgage  Loan pursuant to Section  2.02,  2.03,  3.21 or 10.01  hereof),  the amount,  if any, by
which (i) one month's  interest at the applicable Net Rate on the Stated  Principal  Balance of such Group
I Mortgage Loan immediately prior to such prepayment or in the case of a partial  Principal  Prepayment on
the amount of such  prepayment  exceeds (ii) the amount of interest paid or collected in  connection  with
such Principal Prepayment less the sum of (a) any Prepayment Charges and (b) the related Servicing Fee.

         Prepayment  Period:  With respect to any  Distribution  Date and the Mortgage  Loans  serviced by
EMC, the period from the sixteenth day of the calendar  month  preceding the calendar  month in which such
Distribution  Date occurs  through the close of business on the  fifteenth  day of the  calendar  month in
which such  Distribution  Date  occurs.  With  respect  to any  Distribution  Date and all other  Mortgage
Loans, the period that is provided in the related Servicing Agreement.

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

         Principal  Distribution  Amount:  With respect to each Distribution  Date, an amount equal to the
excess of (i) sum of  (a) the  Principal  Funds  for such  Distribution  Date and (b) any Extra  Principal
Distribution  Amount for such  Distribution  Date over (ii) any  Overcollateralization  Release Amount for
such Distribution Date.

         Principal Funds: the sum, without duplication, of

         1.       the  Scheduled  Principal  collected  on the  Group  I  Mortgage  Loans  in the  related
                  Sub-Loan  Group  during the  related  Due Period or  advanced  on or before the  related
                  servicer advance date,

         2.       prepayments  in respect of the Group I Mortgage  Loans in the  related  Sub-Loan  Group,
                  exclusive of any Prepayment Charges, collected in the related Prepayment Period,

         3.       the Stated  Principal  Balance of each Group I Mortgage  Loans in the  related  Sub-Loan
                  Group that was  repurchased by the Depositor or the related  Servicer during the related
                  Due Period,

         4.       the amount,  if any, by which the aggregate unpaid  principal  balance of any Substitute
                  Mortgage  Loans is less than the  aggregate  unpaid  principal  balance  of any  deleted
                  mortgage loans  delivered by the related  Servicer in connection  with a substitution of
                  Group I Mortgage Loans in the related Sub-Loan Group during the related Due Period,

         5.       all  Liquidation  Proceeds  collected  during the related  Prepayment  Period (or in the
                  case of  Subsequent  Recoveries,  during the related Due Period) on the Group I Mortgage
                  Loans in the related Sub-Loan Group, to the extent such  Liquidation  Proceeds relate to
                  principal,  less all related  Nonrecoverable  Advances relating to principal  reimbursed
                  during the related Due Period, and

         6.       the  principal  portion of the  purchase  price of the assets of the Trust  allocated to
                  the related  Sub-Loan  Group upon the  exercise by EMC or its  designee of its  optional
                  termination right with respect to the Group I Mortgage Loans, minus

         7.       any amounts payable to or required to be reimbursed to EMC, the Depositor,  any
                  Servicer,   the  Master  Servicer,   the  Custodian,   the  Trustee  or  the  Securities
                  Administrator  with respect to the Group I Mortgage  Loans and  allocated to the related
                  Sub-Loan Group, as provided in the Agreement.

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

         Private  Certificates:  The Class  I-B-3,  Class B-IO,  Class I-XP,  Class  II-XP,  Class II-B-9,
Class II-B-10, Class II-B-11, Class III-B-4, Class III-B-5 and Class III-B-6 Certificates.

         Prospectus:  The prospectus,  dated March 28, 2006, as supplemented by the prospectus  supplement
dated June 29,  2006 (as the same may be  amended  from time to time),  relating  to the  offering  of the
Offered Certificates.

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

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

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

         Rating Agencies:  Moody's and S&P.

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

         Realized  Losses on the Group I Mortgage  Loans shall be  allocated  to the  REMIC III-A  Regular
Interests as follows:  (1) The interest  portion of Realized  Losses and Net  Interest  Shortfalls  on the
Sub-Loan  Group I-1 Loans,  if any, shall be allocated  between REMIC III-A Regular  Interests Y-1 and Z-1
pro rata according to the amount of interest  accrued but unpaid thereon,  in reduction  thereof;  (2) the
interest  portion of Realized Losses and Net Interest  Shortfalls on the Sub-Loan Group I-2 Loans, if any,
shall be allocated  between REMIC III-A Regular  Interests Y-2 and Z-2 pro rata according to the amount of
interest  accrued but unpaid  thereon,  in reduction  thereof;  and (3) the  interest  portion of Realized
Losses and Net Interest  Shortfalls on the Sub-Loan Group I-3 Loans,  if any,  shall be allocated  between
REMIC  III-A  Regular  Interests  Y-3 and Z-3 pro rata  according  to the amount of  interest  accrued but
unpaid  thereon,  in reduction  thereof.  Any interest  portion of such  Realized  Losses in excess of the
amount allocated  pursuant to the preceding  sentence shall be treated as a principal  portion of Realized
Losses not  attributable  to any  specific  Mortgage  Loan in such  Group and  allocated  pursuant  to the
succeeding  sentences.  The  principal  portion of Realized  Losses  with  respect to the Group I Mortgage
Loans shall be allocated to the REMIC III-A  Regular  Interests as follows:  (1) the principal  portion of
Realized  Losses on the  Sub-Loan  Group I-1 Loans  shall be  allocated,  first,  to REMIC  III-A  Regular
Interest  Y-1 to the  extent of the REMIC  III-A  Y-1  Principal  Reduction  Amount  in  reduction  of the
Uncertificated  Principal  Balance of such Regular  Interest and, second,  the remainder,  if any, of such
principal  portion of such  Realized  Losses  shall be allocated  to REMIC III-A  Regular  Interest Z-1 in
reduction of the  Uncertificated  Principal Balance thereof;  (2) the principal portion of Realized Losses
on the Sub-Loan  Group I-2 Loans shall be allocated,  first,  to REMIC III-A  Regular  Interest Y-2 to the
extent of the REMIC III-A Y-2  Principal  Reduction  Amount in reduction of the  Uncertificated  Principal
Balance of such Regular Interest and,  second,  the remainder,  if any, of such principal  portion of such
Realized   Losses  shall  be  allocated  to  REMIC  III-A  Regular   Interest  Z-2  in  reduction  of  the
Uncertificated  Principal  Balance  thereof;  and (3) the  principal  portion  of  Realized  Losses on the
Sub-Loan Group I-3 Loans shall be allocated,  first, to REMIC III-A Regular  Interest Y-3 to the extent of
the REMIC III-A Y-3 Principal  Reduction Amount in reduction of the  Uncertificated  Principal  Balance of
such Regular  Interest and,  second,  the remainder,  if any, of such  principal  portion of such Realized
Losses  shall be  allocated  to REMIC  III-A  Regular  Interest  Z-3 in  reduction  of the  Uncertificated
Principal  Balance  thereof.  For  any  Distribution  Date,  reductions  in the  Uncertificated  Principal
Balances of each REMIC III-A Y and Z Regular  Interest  pursuant to this definition of Realized Loss shall
be  determined,  and shall be deemed to occur,  prior to any reductions of such  Uncertificated  Principal
Balances by distributions on such Distribution Date.

         Realized  Losses on the  Group II  Mortgage  Loans  shall be  allocated  to the  REMIC I  Regular
Interests as follows:  (1) The interest  portion of Realized  Losses and Net  Interest  Shortfalls  on the
Sub-Loan Group II-1 Loans,  if any, shall be allocated  between REMIC I Regular  Interests Y-1 and Z-1 pro
rata  according  to the amount of interest  accrued but unpaid  thereon,  in  reduction  thereof;  (2) the
interest  portion of Realized  Losses and Net Interest  Shortfalls  on the Sub-Loan  Group II-2 Loans,  if
any,  shall be allocated  between REMIC I Regular  Interests Y-2 and Z-2 pro rata  according to the amount
of interest  accrued but unpaid thereon,  in reduction  thereof;  and (3) the interest portion of Realized
Losses and Net Interest  Shortfalls on the Sub-Loan Group II-3 Loans,  if any, shall be allocated  between
REMIC I Regular  Interests  Y-3 and Z-3 pro rata  according  to the amount of interest  accrued but unpaid
thereon,  in reduction  thereof.  Any  interest  portion of such  Realized  Losses in excess of the amount
allocated  pursuant to the preceding  sentence shall be treated as a principal  portion of Realized Losses
not  attributable  to any specific  Mortgage Loan in such Group and allocated  pursuant to the  succeeding
sentences.  The  principal  portion of Realized  Losses with respect to the Group II Mortgage  Loans shall
be allocated to the REMIC I  Regular  Interests as follows:  (1) the principal  portion of Realized Losses
on the  Sub-Loan  Group II-1 Loans  shall be  allocated,  first,  to REMIC I Regular  Interest  Y-1 to the
extent  of the REMIC I Y-1  Principal  Reduction  Amount  in  reduction  of the  Uncertificated  Principal
Balance of such Regular Interest and,  second,  the remainder,  if any, of such principal  portion of such
Realized  Losses  shall be allocated  to REMIC I Regular  Interest Z-1 in reduction of the  Uncertificated
Principal  Balance thereof;  (2) the principal portion of Realized Losses on the Sub-Loan Group II-2 Loans
shall be  allocated,  first,  to REMIC I Regular  Interest Y-2 to the extent of the REMIC I Y-2  Principal
Reduction  Amount in reduction of the  Uncertificated  Principal  Balance of such  Regular  Interest  and,
second,  the remainder,  if any, of such principal  portion of such Realized  Losses shall be allocated to
REMIC I Regular Interest Z-2 in reduction of the  Uncertificated  Principal  Balance thereof;  and (3) the
principal  portion of Realized  Losses on the  Sub-Loan  Group II-3 Loans shall be  allocated,  first,  to
REMIC I Regular  Interest Y-3 to the extent of the REMIC I Y-3 Principal  Reduction Amount in reduction of
the  Uncertificated  Principal  Balance of such Regular  Interest and, second,  the remainder,  if any, of
such  principal  portion of such  Realized  Losses shall be  allocated to REMIC I Regular  Interest Z-3 in
reduction of the Uncertificated  Principal Balance thereof.  For any Distribution Date,  reductions in the
Uncertificated  Principal  Balances of each REMIC I Y and Z Regular  Interest  pursuant to this definition
of  Realized  Loss shall be  determined,  and shall be deemed to occur,  prior to any  reductions  of such
Uncertificated Principal Balances by distributions on such Distribution Date.

         Realized  Losses on the Group III  Mortgage  Loans shall be  allocated  to the  REMIC II  Regular
Interests as follows:  (1) The interest  portion of Realized  Losses and Net  Interest  Shortfalls  on the
Sub-Loan  Group III-1 Loans,  if any,  shall be allocated  between REMIC II Regular  Interests Y-1 and Z-1
pro rata according to the amount of interest  accrued but unpaid thereon,  in reduction  thereof;  (2) the
interest  portion of Realized  Losses and Net Interest  Shortfalls on the Sub-Loan  Group III-2 Loans,  if
any,  shall be allocated  between REMIC II Regular  Interests Y-2 and Z-2 pro rata according to the amount
of interest  accrued but unpaid thereon,  in reduction  thereof;  and (3) the interest portion of Realized
Losses and Net Interest  Shortfalls on the Sub-Loan Group III-3 Loans, if any, shall be allocated  between
REMIC II Regular  Interests  Y-3 and Z-3 pro rata  according to the amount of interest  accrued but unpaid
thereon,  in reduction  thereof.  Any  interest  portion of such  Realized  Losses in excess of the amount
allocated  pursuant to the preceding  sentence shall be treated as a principal  portion of Realized Losses
not  attributable  to any specific  Mortgage Loan in such Group and allocated  pursuant to the  succeeding
sentences.  The principal  portion of Realized  Losses with respect to the Group III Mortgage  Loans shall
be allocated to the REMIC II Regular  Interests as follows:  (1) the principal  portion of Realized Losses
on the  Sub-Loan  Group III-1 Loans shall be  allocated,  first,  to REMIC II Regular  Interest Y-1 to the
extent  of the REMIC II Y-1  Principal  Reduction  Amount in  reduction  of the  Uncertificated  Principal
Balance of such Regular Interest and,  second,  the remainder,  if any, of such principal  portion of such
Realized  Losses shall be allocated  to REMIC II Regular  Interest Z-1 in reduction of the  Uncertificated
Principal  Balance  thereof;  (2) the  principal  portion of Realized  Losses on the Sub-Loan  Group III-2
Loans  shall be  allocated,  first,  to REMIC II  Regular  Interest  Y-2 to the extent of the REMIC II Y-2
Principal  Reduction Amount in reduction of the Uncertificated  Principal Balance of such Regular Interest
and, second,  the remainder,  if any, of such principal portion of such Realized Losses shall be allocated
to REMIC II Regular Interest Z-2 in reduction of the  Uncertificated  Principal  Balance thereof;  and (3)
the principal  portion of Realized Losses on the Sub-Loan Group III-3 Loans shall be allocated,  first, to
REMIC II Regular  Interest Y-3 to the extent of the REMIC II Y-3 Principal  Reduction  Amount in reduction
of the Uncertificated  Principal Balance of such Regular Interest and, second,  the remainder,  if any, of
such  principal  portion of such  Realized  Losses shall be allocated to REMIC II Regular  Interest Z-3 in
reduction of the Uncertificated  Principal Balance thereof.  For any Distribution Date,  reductions in the
Uncertificated  Principal  Balances of each REMIC II Y and Z Regular Interest  pursuant to this definition
of  Realized  Loss shall be  determined,  and shall be deemed to occur,  prior to any  reductions  of such
Uncertificated Principal Balances by distributions on such Distribution Date.

         Record Date:  For each Class of Group I  Certificates,  the Business Day preceding the applicable
Distribution  Date so long as such Class of Certificates  remains in book-entry  form; and otherwise,  the
close  of  business  on the  last  Business  Day of the  month  immediately  preceding  the  month of such
Distribution  Date.  For each  Class of Group II  Certificates  and Group III  Certificates,  the close of
business on the last Business Day of the month immediately preceding the month of such Distribution Date.

         Reference  Bank:  A leading  bank  selected by the  Securities  Administrator  that is engaged in
transactions in Eurodollar deposits in the international Eurocurrency market.

         Reference Bank Rate: With respect to any Interest Accrual Period,  the arithmetic  mean,  rounded
upwards, if necessary,  to the nearest whole multiple of 0.03125%,  of the offered rates for United States
dollar  deposits  for one month that are quoted by the  Reference  Banks as of 11:00  a.m.,  New York City
time,  on the related  interest  determination  date to prime banks in the London  interbank  market for a
period of one month in amounts  approximately equal to the aggregate  Certificate Principal Balance of all
Classes of Group I Offered  Certificates  for such  Interest  Accrual  Period,  provided that at least two
such  Reference  Banks provide such rate. If fewer than two offered rates appear,  the Reference Bank Rate
will be the arithmetic  mean,  rounded upwards,  if necessary,  to the nearest whole multiple of 0.03125%,
of  the  rates  quoted  by one  or  more  major  banks  in  New  York  City,  selected  by the  Securities
Administrator,  as of 11:00 a.m.,  New York City time,  on such date for loans in U.S.  dollars to leading
European  banks for a period of one month in  amounts  approximately  equal to the  aggregate  Certificate
Principal Balance of all Classes of Group I Offered Certificates.

         Regulation  AB:  Subpart  229.1100  -  Asset  Backed   Securities   (Regulation  AB),  17  C.F.R.
§§229.1100-229.1123,  as such may be amended  from time to time,  and  subject to such  clarification  and
interpretation as have been provided by the Commission in the adopting release  (Asset-Backed  Securities,
Securities  Act Release No.  33-8518,  70 Fed.  Reg.  1,506,  1,531 (Jan. 7, 2005)) or by the staff of the
Commission, or as may be provided by the Commission or its staff from time to time.

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

         Related  Certificates:  (A) For  each  REMIC  IV  Regular  Interest,  the  Class  or  Classes  of
Certificates show opposite the name of such REMIC IV Regular Interest in the following table:

------------------------------------------------------------ ---------------------------------------------------------
REMIC IV Regular Interest                                    Classes of Certificates
------------------------------------------------------------ ---------------------------------------------------------
II-1A                                                        II-1A-1; II-1A-2; II-1X-1
------------------------------------------------------------ ---------------------------------------------------------
II-2A-1                                                      II-2A-1; II-2X-1
------------------------------------------------------------ ---------------------------------------------------------
II-2A-2                                                      II-2A-2; II-2X-2
------------------------------------------------------------ ---------------------------------------------------------
II-3A-134                                                    II-3A-1; II-3A-3; II-3A-4; II-3X-1; II-3X-2
------------------------------------------------------------ ---------------------------------------------------------
II-3A-25                                                     II-3A-2; II-3A-5; II-3X-2
------------------------------------------------------------ ---------------------------------------------------------
II-B-1                                                       II-B-1
------------------------------------------------------------ ---------------------------------------------------------
II-B-2                                                       II-B-2
------------------------------------------------------------ ---------------------------------------------------------
II-B-3                                                       II-B-3
------------------------------------------------------------ ---------------------------------------------------------
II-B-4                                                       II-B-4
------------------------------------------------------------ ---------------------------------------------------------
II-B-5                                                       II-B-5
------------------------------------------------------------ ---------------------------------------------------------
II-B-6                                                       II-B-6
------------------------------------------------------------ ---------------------------------------------------------
II-B-7                                                       II-B-7
------------------------------------------------------------ ---------------------------------------------------------
II-B-8                                                       II-B-8
------------------------------------------------------------ ---------------------------------------------------------
II-B-9                                                       II-B-9
------------------------------------------------------------ ---------------------------------------------------------
II-B-10                                                      II-B-10
------------------------------------------------------------ ---------------------------------------------------------
II-B-11                                                      II-B-11
------------------------------------------------------------ ---------------------------------------------------------

(B) For each REMIC V Regular  Interest,  the Class or Classes of  Certificates  show  opposite the name of
such REMIC V Regular Interest in the following table:

------------------------------------------------------------ ---------------------------------------------------------
REMIC V Regular Interest                                     Classes of Certificates
------------------------------------------------------------ ---------------------------------------------------------
III-1A                                                       III-1A-1; III-1A-2
------------------------------------------------------------ ---------------------------------------------------------
III-2A                                                       III-2A-1; III-2A-2
------------------------------------------------------------ ---------------------------------------------------------
III-3A-14                                                    III-3A-1; III-3A-4; III-3X-1
------------------------------------------------------------ ---------------------------------------------------------
III-3A-23                                                    III-3A-2; III-3A-3; III-3X-1; III-3X-2
------------------------------------------------------------ ---------------------------------------------------------
III-B-1                                                      III-B-1
------------------------------------------------------------ ---------------------------------------------------------
III-B-2                                                      III-B-2
------------------------------------------------------------ ---------------------------------------------------------
III-B-3                                                      III-B-3
------------------------------------------------------------ ---------------------------------------------------------
III-B-4                                                      III-B-4
------------------------------------------------------------ ---------------------------------------------------------
III-B-5                                                      III-B-5
------------------------------------------------------------ ---------------------------------------------------------
III-B-6                                                      III-B-6
------------------------------------------------------------ ---------------------------------------------------------

(C) For each REMIC VI Regular  Interest,  the Class or Classes of  Certificates  show opposite the name of
such REMIC VI Regular Interest in the following table:

------------------------------------------------------------ ---------------------------------------------------------
REMIC VI Regular Interest                                    Classes of Certificates
------------------------------------------------------------ ---------------------------------------------------------
I-1A-1                                                       I-1A-1
------------------------------------------------------------ ---------------------------------------------------------
I-1A-2                                                       I-1A-2
------------------------------------------------------------ ---------------------------------------------------------
I-2A-1                                                       I-2A-1
------------------------------------------------------------ ---------------------------------------------------------
I-2A-2                                                       I-2A-2
------------------------------------------------------------ ---------------------------------------------------------
I-3A-1                                                       I-3A-1
------------------------------------------------------------ ---------------------------------------------------------
I-3A-2                                                       I-3A-2
------------------------------------------------------------ ---------------------------------------------------------
I-M-1                                                        I-M-1
------------------------------------------------------------ ---------------------------------------------------------
I-M-2                                                        I-M-2
------------------------------------------------------------ ---------------------------------------------------------
I-B-1                                                        I-B-1
------------------------------------------------------------ ---------------------------------------------------------
I-B-2                                                        I-B-2
------------------------------------------------------------ ---------------------------------------------------------
I-B-3                                                        I-B-3
------------------------------------------------------------ ---------------------------------------------------------
B-IO-I and B-IO-P                                            B-IO
------------------------------------------------------------ ---------------------------------------------------------
II-1A-1                                                      II-1A-1
------------------------------------------------------------ ---------------------------------------------------------
II-1A-2                                                      II-1A-2
------------------------------------------------------------ ---------------------------------------------------------
II-1X-1                                                      II-1X-1
------------------------------------------------------------ ---------------------------------------------------------
II-2A-1                                                      II-2A-1
------------------------------------------------------------ ---------------------------------------------------------
II-2A-2                                                      II-2A-2
------------------------------------------------------------ ---------------------------------------------------------
II-2X-1                                                      II-2X-1
------------------------------------------------------------ ---------------------------------------------------------
II-2X-2                                                      II-2X-2
------------------------------------------------------------ ---------------------------------------------------------
II-3A-1                                                      II-3A-1
------------------------------------------------------------ ---------------------------------------------------------
II-3A-2                                                      II-3A-2
------------------------------------------------------------ ---------------------------------------------------------
II-3A-3                                                      II-3A-3
------------------------------------------------------------ ---------------------------------------------------------
II-3A-4                                                      II-3A-4
------------------------------------------------------------ ---------------------------------------------------------
II-3A-5                                                      II-3A-5
------------------------------------------------------------ ---------------------------------------------------------
II-3X-1                                                      II-3X-1
------------------------------------------------------------ ---------------------------------------------------------
II-3X-2                                                      II-3X-2
------------------------------------------------------------ ---------------------------------------------------------
II-B-1                                                       II-B-1
------------------------------------------------------------ ---------------------------------------------------------
II-B-2                                                       II-B-2
------------------------------------------------------------ ---------------------------------------------------------
II-B-3                                                       II-B-3
------------------------------------------------------------ ---------------------------------------------------------
II-B-4                                                       II-B-4
------------------------------------------------------------ ---------------------------------------------------------
II-B-5                                                       II-B-5
------------------------------------------------------------ ---------------------------------------------------------
II-B-6                                                       II-B-6
------------------------------------------------------------ ---------------------------------------------------------
II-B-7                                                       II-B-7
------------------------------------------------------------ ---------------------------------------------------------
II-B-8                                                       II-B-8
------------------------------------------------------------ ---------------------------------------------------------
II-B-9                                                       II-B-9
------------------------------------------------------------ ---------------------------------------------------------
II-B-10                                                      II-B-10
------------------------------------------------------------ ---------------------------------------------------------
II-B-11                                                      II-B-11
------------------------------------------------------------ ---------------------------------------------------------
III-1A-1                                                     III-1A-1
------------------------------------------------------------ ---------------------------------------------------------
III-1A-2                                                     III-1A-2
------------------------------------------------------------ ---------------------------------------------------------
III-2A-1                                                     III-2A-1
------------------------------------------------------------ ---------------------------------------------------------
III-2A-2                                                     III-2A-2
------------------------------------------------------------ ---------------------------------------------------------
III-3A-1                                                     III-3A-1
------------------------------------------------------------ ---------------------------------------------------------
III-3A-2                                                     III-3A-2
------------------------------------------------------------ ---------------------------------------------------------
III-3A-3                                                     III-3A-3
------------------------------------------------------------ ---------------------------------------------------------
III-3A-4                                                     III-3A-4
------------------------------------------------------------ ---------------------------------------------------------
III-3X-1                                                     III-3X-1
------------------------------------------------------------ ---------------------------------------------------------
III-3X-2                                                     III-3X-2
------------------------------------------------------------ ---------------------------------------------------------
III-B-1                                                      III-B-1
------------------------------------------------------------ ---------------------------------------------------------
III-B-2                                                      III-B-2
------------------------------------------------------------ ---------------------------------------------------------
III-B-3                                                      III-B-3
------------------------------------------------------------ ---------------------------------------------------------
III-B-4                                                      III-B-4
------------------------------------------------------------ ---------------------------------------------------------
III-B-5                                                      III-B-5
------------------------------------------------------------ ---------------------------------------------------------
III-B-6                                                      III-B-6
------------------------------------------------------------ ---------------------------------------------------------

(D) For the REMIC VII Regular Interest, the Class B-IO Certificates.

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

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

         Remaining  Excess Spread:  With respect to any  Distribution  Date,  the Excess Spread  remaining
after the distribution of the Extra Principal Distribution Amount for such Distribution Date.

         REMIC: A "real estate  mortgage  investment  conduit"  within the meaning of  Section 860D of the
Code.

         REMIC Administrator:  The Securities  Administrator;  provided that if the REMIC Administrator is
found by a court of  competent  jurisdiction  to no longer be able to  fulfill  its  obligations  as REMIC
Administrator  under this Agreement the Servicer or Trustee,  in its capacity as successor Master Servicer
shall  appoint  a  successor  REMIC  Administrator,  subject  to  assumption  of the  REMIC  Administrator
obligations under this Agreement.

         REMIC  Interest:  Any of the  REMIC I,  REMIC II, REMIC  III-A,  REMIC III-B,  REMIC IV, REMIC V,
REMIC VI and REMIC VII Interests.

         REMIC  Opinion:  An Opinion  of  Independent  Counsel,  to the effect  that the  proposed  action
described  therein would not,  under the REMIC  Provisions,  (i) cause any 2006-4 REMIC to fail to qualify
as a REMIC  while any  regular  interest  in such 2006-4  REMIC is  outstanding,  (ii) result  in a tax on
prohibited  transactions with respect to any 2006-4 REMIC or  (iii) constitute  a taxable  contribution to
any 2006-4 REMIC after the Startup Day.

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

         REMIC  Regular  Interest:  Any of the  REMIC I,  REMIC II, REMIC  III-A,  REMIC III-B,  REMIC IV,
REMIC V, REMIC VI and REMIC VII Regular Interests.

         REMIC I:  The  segregated  pool of  assets,  with  respect  to  which a  REMIC  election  is made
pursuant to this Agreement, consisting of:

         (a)      the Group II  Mortgage  Loans and the related  Mortgage  Files and  collateral  securing
such Group II Mortgage Loans,

         (b)      all  payments on and  collections  in respect of the Group II  Mortgage  Loans due after
the Cut-off Date as shall be on deposit in the  Distribution  Account and  identified  as belonging to the
Trust Fund,

         (c)      property  that  secured  a Group II  Mortgage  Loan and that has been  acquired  for the
benefit of the Certificateholders by foreclosure or deed in lieu of foreclosure,

         (d)      the  hazard  insurance  policies  and  Primary  Mortgage  Insurance  Policies,  if  any,
relating to the Group II Mortgage Loans, and

         (e)      all proceeds of clauses (a) through (d) above.

         REMIC I  Available  Distribution  Amount:  For each of the  Sub-Loan  Groups in Loan Group II for
any  Distribution  Date, the Available Funds for such Sub-Loan  Group,  or, if the context so requires the
aggregate of the Available Funds for all Sub-Loan Groups in Loan Group II.

         REMIC I  Distribution  Amount:  For any  Distribution  Date, the REMIC I  Available  Distribution
Amount shall be distributed to the REMIC I  Regular  Interests and the Class R Certificates  in respect of
Component I thereof in the following amounts and priority:

         (a)               To the extent of the REMIC I Available  Distribution  Amount for Sub-Loan Group
II-1:

                  (i)      first, to REMIC I Regular  Interests Y-1 and Z-1 and Component I of the Class R
         Certificates,  concurrently,  the Uncertificated  Interest for such Classes remaining unpaid from
         previous  Distribution  Dates,  pro rata  according  to their  respective  shares of such  unpaid
         amounts;

                  (ii)     second,  to REMIC I Regular  Interests Y-1 and Z-1 and Component I of the Class
         R  Certificates,  concurrently,  the  Uncertificated  Interest  for such  Classes for the current
         Distribution Date, pro rata according to their respective Uncertificated Interest;

                  (iii)    third,  to Component I of the Class R  Certificates,  until the  Uncertificated
         Principal Balance thereof has been reduced to zero; and

                  (iv)     fourth,  to REMIC I Regular  Interests  Y-1 and Z-1, the REMIC I Y-1  Principal
         Distribution Amount and the REMIC I Z-1 Principal Distribution Amount, respectively.

         (b)      To the extent of the REMIC I Available Distribution Amount for Sub-Loan Group II-2:

                  (i)      first,  to  REMIC  I  Regular   Interests  Y-2  and  Z-2,   concurrently,   the
         Uncertificated  Interest for such Classes remaining unpaid from previous  Distribution Dates, pro
         rata according to their respective shares of such unpaid amounts;

                  (ii)     second,  to  REMIC  I  Regular  Interests  Y-2  and  Z-2,   concurrently,   the
         Uncertificated  Interest for such Classes for the current  Distribution  Date, pro rata according
         to their respective Uncertificated Interest; and

                  (iii)    third,  to REMIC I Regular  Interests  Y-2 and Z-2,  the REMIC I Y-2  Principal
         Distribution Amount and the REMIC I Z-2 Principal Distribution Amount, respectively.

         (c)      To the extent of the REMIC I Available Distribution Amount for Sub-Loan Group II-3:

                  (i)      first,  to  REMIC  I  Regular   Interests  Y-3  and  Z-3,   concurrently,   the
         Uncertificated  Interest for such Classes remaining unpaid from previous  Distribution Dates, pro
         rata according to their respective shares of such unpaid amounts;

                  (ii)     second,  to  REMIC  I  Regular  Interests  Y-3  and  Z-3,   concurrently,   the
         Uncertificated  Interest for such Classes for the current  Distribution  Date, pro rata according
         to their respective Uncertificated Interest; and

                  (iii)    third,  to REMIC I Regular  Interests  Y-3 and Z-3,  the REMIC I Y-3  Principal
         Distribution Amount and the REMIC I Z-3 Principal Distribution Amount, respectively.

         (d)      To the extent of the REMIC I  Available  Distribution  Amounts for Sub-Loan  Group II-1,
Sub-Loan Group II-2 and Sub-Loan  Group II-3 for such  Distribution  Date  remaining  after payment of the
amounts pursuant to paragraphs (a), (b) and (c) of this definition of "REMIC I Distribution Amount":

                  (i)      first,  to each REMIC I Y and Z Regular  Interest,  pro rata  according  to the
         amount of unreimbursed  Realized Losses allocable to principal  previously allocated to each such
         Class;  provided,  however,  that any amounts  distributed  pursuant to this paragraph  (d)(i) of
         this  definition  of  "REMIC I   Distribution   Amount"  shall  not  cause  a  reduction  in  the
         Uncertificated Principal Balances of any of the REMIC I Y and Z Regular Interests; and

                  (ii)     second, to Component I of the Class R Certificates, any remaining amounts.

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

         REMIC I Regular Interest:  Any of the separate  non-certificated  beneficial  ownership interests
in REMIC I set forth in  Section 5.01(c)(i)  and issued  hereunder and designated as a "regular  interest"
in REMIC I.  Each REMIC I Regular Interest shall accrue interest at the  Uncertificated  Pass-Through Rate
specified  for such REMIC I  Interest in  Section 5.01(c)(i),  and shall be entitled to  distributions  of
principal,  subject to the terms and  conditions  hereof,  in an  aggregate  amount  equal to its  initial
Uncertificated   Principal  Balance  as  set  forth  in  Section 5.01(c)(i).   The  designations  for  the
respective REMIC I Regular Interests are set forth in Section 5.01(c)(i).

         REMIC I Y  Principal  Reduction  Amounts:  For any  Distribution  Date,  the amounts by which the
Uncertificated  Principal  Balances  of  the  REMIC  I  Y  Regular  Interests  will  be  reduced  on  such
Distribution  Date by the allocation of Realized Losses and the  distribution of principal,  determined as
described in Appendix 1.

         REMIC I Y Regular Interests:  REMIC I Regular Interests Y-1, Y-2 and Y-3.

         REMIC I Y-1 Principal  Distribution  Amount:  For any Distribution  Date, the excess,  if any, of
the REMIC I Y-1  Principal  Reduction  Amount for such  Distribution  Date over the  principal  portion of
Realized Losses allocated to REMIC I Regular Interest Y-1 on such Distribution Date.

         REMIC I Y-1 Principal  Reduction  Amount:  The REMIC I Y Principal  Reduction  Amount for REMIC I
Regular Interest Y-1 as determined pursuant to the provisions of the Appendix 1.

         REMIC I Regular Interest Y-1: The uncertificated  undivided  beneficial interest in REMIC I which
constitutes a REMIC I Regular Interest and is entitled to distributions as set forth herein.

         REMIC I Y-2 Principal  Distribution  Amount:  For any Distribution  Date, the excess,  if any, of
the REMIC I Y-2  Principal  Reduction  Amount for such  Distribution  Date over the  principal  portion of
Realized Losses allocated to REMIC I Regular Interest Y-2 on such Distribution Date.

         REMIC I Y-2 Principal  Reduction  Amount:  The REMIC I Y Principal  Reduction  Amount for REMIC I
Regular Interest Y-2 as determined pursuant to the provisions of the Appendix 1.

         REMIC I Regular Interest Y-2: The uncertificated  undivided  beneficial interest in REMIC I which
constitutes a REMIC I Regular Interest and is entitled to distributions as set forth herein.

         REMIC I Y-3 Principal  Distribution  Amount:  For any Distribution  Date, the excess,  if any, of
the REMIC I Y-3  Principal  Reduction  Amount for such  Distribution  Date over the  principal  portion of
Realized Losses allocated to REMIC I Regular Interest Y-3 on such Distribution Date.

         REMIC I Y-3 Principal  Reduction  Amount:  The REMIC I Y Principal  Reduction  Amount for REMIC I
Regular Interest Y-3 as determined pursuant to the provisions of the Appendix 1.

         REMIC I Regular Interest Y-3: The uncertificated  undivided  beneficial interest in REMIC I which
constitutes a REMIC I Regular Interest and is entitled to distributions as set forth herein.

         REMIC I Z  Principal  Reduction  Amounts:  For any  Distribution  Date,  the amounts by which the
Uncertificated  Principal  Balances  of  the  REMIC  I  Z  Regular  Interests  will  be  reduced  on  such
Distribution  Date by the allocation of Realized Losses and the distribution of principal,  which shall be
in each case the  excess of (A) the sum of (x) the excess of the  REMIC I  Available  Distribution  Amount
for the related Group (i.e.  the "related  Group" for REMIC I Regular  Interest Z-1 is the Sub-Loan  Group
II-1 Loans,  the "related  Group" for REMIC I Regular  Interest  Z-2 is the Sub-Loan  Group II-2 Loans and
the "related  Group" for REMIC I Regular  Interest  Z-3 is the Sub-Loan  Group II-3 Loans) over the sum of
the amounts thereof  distributable  (i) in respect of interest on such REMIC I Z Regular  Interest and the
related  REMIC I Y Regular  Interest,  (ii) to such REMIC I Z Regular  Interest and the related  REMIC I Y
Regular Interest  pursuant to clause (d)(i) of the definition of "REMIC I  Distribution  Amount" and (iii)
in the case of the  Sub-Loan  Group II-1 Loans,  to  Component I of the Class R  Certificates  and (y) the
amount of Realized  Losses  allocable to principal  for the related Group over (B) the REMIC I Y Principal
Reduction Amount for the related Group.

         REMIC I Z Regular Interests:  REMIC I Regular Interests Z-1, Z-2 and Z-3.

         REMIC I Z-1 Principal  Distribution  Amount:  For any Distribution  Date, the excess,  if any, of
the REMIC I Z-1  Principal  Reduction  Amount for such  Distribution  Date over the  principal  portion of
Realized Losses allocated to REMIC I Regular Interest Z-1 on such Distribution Date.

         REMIC I Z-1 Principal  Reduction  Amount:  The REMIC I Z Principal  Reduction  Amount for REMIC I
Regular Interest Z-1 as determined pursuant to the provisions of the Appendix 1.

         REMIC I Regular  Interest  Z-1:  The  uncertificated  undivided  beneficial  interest  in REMIC I
which constitutes a REMIC I Regular Interest and is entitled to distributions as set forth herein.

         REMIC I Z-2 Principal  Distribution  Amount:  For any Distribution  Date, the excess,  if any, of
the REMIC I Z-2  Principal  Reduction  Amount for such  Distribution  Date over the  principal  portion of
Realized Losses allocated to REMIC I Regular Interest Z-2 on such Distribution Date.

         REMIC I Z-2 Principal  Reduction  Amount:  The REMIC I Z Principal  Reduction  Amount for REMIC I
Regular Interest Z-2 as determined pursuant to the provisions of the Appendix 1.

         REMIC I Regular  Interest  Z-2:  The  uncertificated  undivided  beneficial  interest  in REMIC I
which constitutes a REMIC I Regular Interest and is entitled to distributions as set forth herein.

         REMIC I Z-3 Principal  Distribution  Amount:  For any Distribution  Date, the excess,  if any, of
the REMIC I Z-3  Principal  Reduction  Amount for such  Distribution  Date over the  principal  portion of
Realized Losses allocated to REMIC I Regular Interest Z-3 on such Distribution Date.

         REMIC I Z-3 Principal  Reduction  Amount:  The REMIC I Z Principal  Reduction  Amount for REMIC I
Regular Interest Z-3 as determined pursuant to the provisions of the Appendix 1.

         REMIC I Regular  Interest  Z-3:  The  uncertificated  undivided  beneficial  interest  in REMIC I
which constitutes a REMIC I Regular Interest and is entitled to distributions as set forth herein.

         REMIC II:  The  segregated  pool of  assets,  with  respect  to  which a REMIC  election  is made
pursuant to this Agreement, consisting of:

         (a)      the Group III Mortgage  Loans and the related  Mortgage  Files and  collateral  securing
such Group III Mortgage Loans,

         (b)      all payments on and  collections  in respect of the Group III  Mortgage  Loans due after
the Cut-off Date as shall be on deposit in the  Distribution  Account and  identified  as belonging to the
Trust Fund,

         (c)      property  that  secured a Group III  Mortgage  Loan and that has been  acquired  for the
benefit of the Certificateholders by foreclosure or deed in lieu of foreclosure,

         (d)      the  hazard  insurance  policies  and  Primary  Mortgage  Insurance  Policies,  if  any,
relating to the Group III Mortgage Loans, and

         (e)      all proceeds of clauses (a) through (d) above.

         REMIC II  Available  Distribution  Amount:  For each of the Sub-Loan Groups in Loan Group III for
any  Distribution  Date, the Available Funds for such Sub-Loan  Group,  or, if the context so requires the
aggregate of the Available Funds for all Sub-Loan Groups in Loan Group III.

         REMIC II  Distribution  Amount: For any Distribution  Date, the REMIC II  Available  Distribution
Amount shall be distributed to the REMIC II  Regular  Interests and the Class R Certificates in respect of
Component II thereof in the following amounts and priority:

         (a)               To the extent of the REMIC II Available  Distribution Amount for Sub-Loan Group
III-1:

                  (i)      first,  to REMIC  II  Regular  Interests  Y-1 and Z-1 and  Component II  of the
         Class R  Certificates,  concurrently,  the  Uncertificated  Interest for such  Classes  remaining
         unpaid from previous  Distribution  Dates, pro rata according to their respective  shares of such
         unpaid amounts;

                  (ii)     second,  to REMIC II  Regular  Interests  Y-1 and Z-1 and  Component II  of the
         Class R  Certificates,  concurrently,  the  Uncertificated  Interest  for  such  Classes  for the
         current Distribution Date, pro rata according to their respective Uncertificated Interest;

                  (iii)    third,  to Component II of the Class R Certificates,  until the  Uncertificated
         Principal Balance thereof has been reduced to zero; and

                  (iv)     fourth,  to REMIC II Regular  Interests Y-1 and Z-1, the REMIC II Y-1 Principal
         Distribution Amount and the REMIC II Z-1 Principal Distribution Amount, respectively.

         (b)      To the extent of the REMIC II Available Distribution Amount for Sub-Loan Group III-2:

                  (i)      first,  to  REMIC  II  Regular  Interests  Y-2  and  Z-2,   concurrently,   the
         Uncertificated  Interest for such Classes remaining unpaid from previous  Distribution Dates, pro
         rata according to their respective shares of such unpaid amounts;

                  (ii)     second,  to  REMIC  II  Regular  Interests  Y-2  and  Z-2,  concurrently,   the
         Uncertificated  Interest for such Classes for the current  Distribution  Date, pro rata according
         to their respective Uncertificated Interest; and

                  (iii)    third,  to REMIC II Regular  Interests  Y-2 and Z-2, the REMIC II Y-2 Principal
         Distribution Amount and the REMIC II Z-2 Principal Distribution Amount, respectively.

         (c)      To the extent of the REMIC II Available Distribution Amount for Sub-Loan Group III-3:

                  (i)      first,  to  REMIC  II  Regular  Interests  Y-3  and  Z-3,   concurrently,   the
         Uncertificated  Interest for such Classes remaining unpaid from previous  Distribution Dates, pro
         rata according to their respective shares of such unpaid amounts;

                  (ii)     second,  to  REMIC  II  Regular  Interests  Y-3  and  Z-3,  concurrently,   the
         Uncertificated  Interest for such Classes for the current  Distribution  Date, pro rata according
         to their respective Uncertificated Interest; and

                  (iii)    third,  to REMIC II Regular  Interests  Y-3 and Z-3, the REMIC II Y-3 Principal
         Distribution Amount and the REMIC II Z-3 Principal Distribution Amount, respectively.

         (d)      To the extent of the REMIC II Available  Distribution  Amounts for Sub-Loan Group III-1,
Sub-Loan Group III-2 and Sub-Loan Group III-3 for such  Distribution  Date remaining  after payment of the
amounts pursuant to paragraphs (a), (b) and (c) of this definition of "REMIC II Distribution Amount":

                  (i)      first,  to each REMIC II Y and Z Regular  Interest,  pro rata  according to the
         amount of unreimbursed  Realized Losses allocable to principal  previously allocated to each such
         Class;  provided,  however,  that any amounts  distributed  pursuant to this paragraph  (d)(i) of
         this  definition  of  "REMIC II   Distribution  Amount"  shall  not  cause  a  reduction  in  the
         Uncertificated Principal Balances of any of the REMIC II Y and Z Regular Interests; and

                  (ii)     second, to the Component II of the Class R Certificates, any remaining amounts.

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

         REMIC II Regular Interest:  Any of the separate  non-certificated  beneficial ownership interests
in REMIC II set forth in  Section 5.01(c)(ii)  and issued hereunder and designated as a "regular interest"
in REMIC II.  Each REMIC II  Regular  Interest shall accrue  interest at the  Uncertificated  Pass-Through
Rate specified for such REMIC II Interest in  Section 5.01(c)(ii),  and shall be entitled to distributions
of principal,  subject to the terms and  conditions  hereof,  in an aggregate  amount equal to its initial
Uncertificated  Principal  Balance  as  set  forth  in  Section 5.01(c)(ii).   The  designations  for  the
respective REMIC II Regular Interests are set forth in Section 5.01(c)(ii).

         REMIC II Y Principal  Reduction  Amounts:  For any  Distribution  Date,  the amounts by which the
Uncertificated  Principal  Balances  of  the  REMIC  II Y  Regular  Interests  will  be  reduced  on  such
Distribution  Date by the allocation of Realized Losses and the  distribution of principal,  determined as
described in Appendix 2.

         REMIC II Y Regular Interests:  REMIC II Regular Interests Y-1, Y-2 and Y-3.

         REMIC II Y-1 Principal  Distribution  Amount:  For any Distribution  Date, the excess, if any, of
the REMIC II Y-1 Principal  Reduction  Amount for such  Distribution  Date over the  principal  portion of
Realized Losses allocated to REMIC II Regular Interest Y-1 on such Distribution Date.

         REMIC II Y-1 Principal  Reduction Amount: The REMIC II Y Principal  Reduction Amount for REMIC II
Regular Interest Y-1 as determined pursuant to the provisions of the Appendix 2.

         REMIC II Regular  Interest  Y-1: The  uncertificated  undivided  beneficial  interest in REMIC II
which constitutes a REMIC II Regular Interest and is entitled to distributions as set forth herein.

         REMIC II Y-2 Principal  Distribution  Amount:  For any Distribution  Date, the excess, if any, of
the REMIC II Y-2 Principal  Reduction  Amount for such  Distribution  Date over the  principal  portion of
Realized Losses allocated to REMIC II Regular Interest Y-2 on such Distribution Date.

         REMIC II Y-2 Principal  Reduction Amount: The REMIC II Y Principal  Reduction Amount for REMIC II
Regular Interest Y-2 as determined pursuant to the provisions of the Appendix 2.

         REMIC II Regular  Interest  Y-2: The  uncertificated  undivided  beneficial  interest in REMIC II
which constitutes a REMIC II Regular Interest and is entitled to distributions as set forth herein.

         REMIC II Y-3 Principal  Distribution  Amount:  For any Distribution  Date, the excess, if any, of
the REMIC II Y-3 Principal  Reduction  Amount for such  Distribution  Date over the  principal  portion of
Realized Losses allocated to REMIC II Regular Interest Y-3 on such Distribution Date.

         REMIC II Y-3 Principal  Reduction Amount: The REMIC II Y Principal  Reduction Amount for REMIC II
Regular Interest Y-3 as determined pursuant to the provisions of the Appendix 2.

         REMIC II Regular  Interest  Y-3: The  uncertificated  undivided  beneficial  interest in REMIC II
which constitutes a REMIC II Regular Interest and is entitled to distributions as set forth herein.

         REMIC II Z Principal  Reduction  Amounts:  For any  Distribution  Date,  the amounts by which the
Uncertificated  Principal  Balances  of  the  REMIC  II Z  Regular  Interests  will  be  reduced  on  such
Distribution  Date by the allocation of Realized Losses and the distribution of principal,  which shall be
in each case the excess of (A) the sum of (x) the excess of the  REMIC II  Available  Distribution  Amount
for the related Group (i.e.  the "related  Group" for REMIC II Regular  Interest Z-1 is the Sub-Loan Group
III-1 Loans,  the "related Group" for REMIC II Regular  Interest Z-2 is the Sub-Loan Group III-2 Loans and
the "related  Group" for REMIC II Regular  Interest Z-3 is the Sub-Loan Group III-3 Loans) over the sum of
the amounts thereof  distributable  (i) in respect of interest on such REMIC II Z Regular Interest and the
related REMIC II Y Regular  Interest,  (ii) to such REMIC II Z Regular Interest and the related REMIC II Y
Regular Interest pursuant to clause (d)(i) of the definition of "REMIC II  Distribution  Amount" and (iii)
in the case of the Sub-Loan  Group III-1 Loans,  to Component II of the Class R  Certificates  and (y) the
amount of Realized  Losses  allocable to principal for the related Group over (B) the REMIC II Y Principal
Reduction Amount for the related Group.

         REMIC II Z Regular Interests:  REMIC II Regular Interests Z-1, Z-2 and Z-3.

         REMIC II Z-1 Principal  Distribution  Amount:  For any Distribution  Date, the excess, if any, of
the REMIC II Z-1 Principal  Reduction  Amount for such  Distribution  Date over the  principal  portion of
Realized Losses allocated to REMIC II Regular Interest Z-1 on such Distribution Date.

         REMIC II Z-1 Principal  Reduction  Amount:  The REMIC II Z Principal  Reduction  Amount for REMIC
II Regular Interest Z-1 as determined pursuant to the provisions of the Appendix 2.

         REMIC II Regular  Interest  Z-1: The  uncertificated  undivided  beneficial  interest in REMIC II
which constitutes a REMIC II Regular Interest and is entitled to distributions as set forth herein.

         REMIC II Z-2 Principal  Distribution  Amount:  For any Distribution  Date, the excess, if any, of
the REMIC II Z-2 Principal  Reduction  Amount for such  Distribution  Date over the  principal  portion of
Realized Losses allocated to REMIC II Regular Interest Z-2 on such Distribution Date.

         REMIC II Z-2 Principal  Reduction  Amount:  The REMIC II Z Principal  Reduction  Amount for REMIC
II Regular Interest Z-2 as determined pursuant to the provisions of the Appendix 2.

         REMIC II Regular  Interest  Z-2: The  uncertificated  undivided  beneficial  interest in REMIC II
which constitutes a REMIC II Regular Interest and is entitled to distributions as set forth herein.

         REMIC II Z-3 Principal  Distribution  Amount:  For any Distribution  Date, the excess, if any, of
the REMIC II Z-3 Principal  Reduction  Amount for such  Distribution  Date over the  principal  portion of
Realized Losses allocated to REMIC II Regular Interest Z-3 on such Distribution Date.

         REMIC II Z-3 Principal  Reduction  Amount:  The REMIC II Z Principal  Reduction  Amount for REMIC
II Regular Interest Z-3 as determined pursuant to the provisions of the Appendix 2.

         REMIC II Regular  Interest  Z-3: The  uncertificated  undivided  beneficial  interest in REMIC II
which constitutes a REMIC II Regular Interest and is entitled to distributions as set forth herein.

         REMIC  III-A:  The  segregated  pool of assets,  with  respect to which a REMIC  election is made
pursuant to this  Agreement,  consisting of: (a)the Group I Mortgage Loans and the related  Mortgage Files
and collateral  securing such Group I Mortgage  Loans,  (b) all payments on and  collections in respect of
the Group I Mortgage Loans due after the Cut off Date as shall be on deposit in the  Distribution  Account
and  identified  as belonging to the Trust Fund,  (c)  property  that secured a Group I Mortgage  Loan and
that has been  acquired  for the  benefit  of the  Certificateholders  by  foreclosure  or deed in lieu of
foreclosure,  (d) the hazard insurance policies and Primary Mortgage Insurance  Policies,  if any, related
to the Group I Mortgage Loans and (e) all proceeds of clauses (a) through (d) above.

         REMIC III-A Available  Distribution  Amount:  For any Distribution  Date, the Available Funds for
Loan Group I.

         REMIC III-A   Distribution   Amount:  For  any  Distribution  Date,  the  REMIC III-A   Available
Distribution  Amount  shall  be  distributed  to  the  REMIC III-A  Regular  Interests  and  the  Class  R
Certificates in respect of Component III-A thereof in the following amounts and priority:

         (a)      To the extent of the  REMIC III-A  Available  Distribution  Amount for Sub-Loan
Group I-1:

                  (i)      first, to REMIC III-A Regular Interests Y-1 and Z-1 and  Component III-A of the
         Class R  Certificates,  concurrently,  the  Uncertificated  Interest for such  Classes  remaining
         unpaid from previous  Distribution  Dates, pro rata according to their respective  shares of such
         unpaid amounts;

                  (ii)     second,  to REMIC III-A Regular  Interests Y-1 and Z-1 and  Component III-A  of
         the Class R  Certificates,  concurrently,  the  Uncertificated  Interest for such Classes for the
         current Distribution Date, pro rata according to their respective Uncertificated Interest;

                  (iii)    third,   to   Component   III-A  of  the  Class  R   Certificates,   until  the
         Uncertificated Principal Balance thereof has been reduced to zero; and

                  (iv)     fourth,  to REMIC  III-A  Regular  Interests  Y-1 and Z-1,  the REMIC III-A Y-1
         Principal   Distribution  Amount  and  the  REMIC  III-A  Z-1  Principal   Distribution   Amount,
         respectively.

         (b)      To the extent of the REMIC III-A Available Distribution Amount for Sub-Loan Group I-2:

                  (i)      first,  to  REMIC  III-A  Regular  Interests  Y-2 and  Z-2,  concurrently,  the
         Uncertificated  Interest for such Classes remaining unpaid from previous  Distribution Dates, pro
         rata according to their respective shares of such unpaid amounts;

                  (ii)     second,  to  REMIC  III-A  Regular  Interests  Y-2 and Z-2,  concurrently,  the
         Uncertificated  Interest for such Classes for the current  Distribution  Date, pro rata according
         to their respective Uncertificated Interest; and

                  (iii)    third,  to REMIC  III-A  Regular  Interests  Y-2 and Z-2,  the REMIC  III-A Y-2
         Principal   Distribution  Amount  and  the  REMIC  III-A  Z-2  Principal   Distribution   Amount,
         respectively.

         (c)      To the extent of the REMIC III-A Available Distribution Amount for Sub-Loan Group I-3:

                  (i)      first,  to  REMIC  III-A  Regular  Interests  Y-3 and  Z-3,  concurrently,  the
         Uncertificated  Interest for such Classes remaining unpaid from previous  Distribution Dates, pro
         rata according to their respective shares of such unpaid amounts;

                  (ii)     second,  to  REMIC  III-A  Regular  Interests  Y-3 and Z-3,  concurrently,  the
         Uncertificated  Interest for such Classes for the current  Distribution  Date, pro rata according
         to their respective Uncertificated Interest; and

                  (iii)    third,  to REMIC  III-A  Regular  Interests  Y-3 and Z-3,  the REMIC  III-A Y-3
         Principal   Distribution  Amount  and  the  REMIC  III-A  Z-3  Principal   Distribution   Amount,
         respectively.

         (d)      To the extent of the  REMIC III-A  Available  Distribution  Amounts for  Sub-Loan  Group
I-1,  Sub-Loan Group I-2 and Sub-Loan Group I-3 for such  Distribution Date remaining after payment of the
amounts pursuant to paragraphs (a), (b) and (c) of this definition of "REMIC III-A Distribution Amount":

                  (i)      first, to each REMIC III-A Y and Z Regular Interest,  pro rata according to the
         amount of unreimbursed  Realized Losses allocable to principal  previously allocated to each such
         Class;  provided,  however,  that any amounts  distributed  pursuant to this paragraph  (d)(i) of
         this  definition  of  "REMIC III-A  Distribution  Amount"  shall  not  cause a  reduction  in the
         Uncertificated Principal Balances of any of the REMIC III-A Y and Z Regular Interests; and

                  (ii)     second,  to the  Component  III-A of the Class R  Certificates,  any  remaining
         amounts.

         REMIC III-A  Interests:  The REMIC III-A  Regular  Interests and  Component III-A  of the Class R
Certificates.

         REMIC III-A  Regular  Interest:  Any  of  the  separate  non-certificated   beneficial  ownership
interests in  REMIC III-A  set forth in  Section 5.01(c)(iii)  and issued  hereunder  and  designated as a
"regular  interest" in  REMIC III-A.  Each  REMIC III-A  Regular  Interest  shall  accrue  interest at the
Uncertificated  Pass-Through  Rate specified for such REMIC III-A  Interest in  Section 5.01(c)(iii),  and
shall be entitled  to  distributions  of  principal,  subject to the terms and  conditions  hereof,  in an
aggregate   amount   equal  to  its   initial   Uncertificated   Principal   Balance   as  set   forth  in
Section 5.01(c)(iii).  The designations for the respective  REMIC III-A Regular Interests are set forth in
Section 5.01(c)(iii).

         REMIC III-A Y Principal  Reduction  Amounts:  For any Distribution Date, the amounts by which the
Uncertificated  Principal  Balances  of the  REMIC  III-A Y  Regular  Interests  will be  reduced  on such
Distribution  Date by the allocation of Realized Losses and the  distribution of principal,  determined as
described in Appendix 3.

         REMIC III-A Y Regular Interests:  REMIC III-A Regular Interests Y-1, Y-2 and Y-3.

         REMIC III-A Y-1 Principal  Distribution  Amount:  For any Distribution  Date, the excess, if any,
of the REMIC III-A Y-1 Principal  Reduction Amount for such  Distribution  Date over the principal portion
of Realized Losses allocated to REMIC III-A Regular Interest Y-1 on such Distribution Date.

         REMIC III-A Y-1 Principal  Reduction  Amount:  The REMIC III-A Y Principal  Reduction  Amount for
REMIC III-A Regular Interest Y-1 as determined pursuant to the provisions of the Appendix 3.

         REMIC  III-A  Regular  Interest  Y-1:  The  uncertificated   undivided   beneficial  interest  in
REMIC III-A  which  constitutes a REMIC III-A  Regular  Interest and is entitled to  distributions  as set
forth herein.

         REMIC III-A Y-2 Principal  Distribution  Amount:  For any Distribution  Date, the excess, if any,
of the REMIC III-A Y-2 Principal  Reduction Amount for such  Distribution  Date over the principal portion
of Realized Losses allocated to REMIC III-A Regular Interest Y-2 on such Distribution Date.

         REMIC III-A Y-2 Principal  Reduction  Amount:  The REMIC III-A Y Principal  Reduction  Amount for
REMIC III-A Regular Interest Y-2 as determined pursuant to the provisions of the Appendix 3.

         REMIC  III-A  Regular  Interest  Y-2:  The  uncertificated   undivided   beneficial  interest  in
REMIC III-A  which  constitutes a REMIC III-A  Regular  Interest and is entitled to  distributions  as set
forth herein.

         REMIC III-A Y-3 Principal  Distribution  Amount:  For any Distribution  Date, the excess, if any,
of the REMIC III-A Y-3 Principal  Reduction Amount for such  Distribution  Date over the principal portion
of Realized Losses allocated to REMIC III-A Regular Interest Y-3 on such Distribution Date.

         REMIC III-A Y-3 Principal  Reduction  Amount:  The REMIC III-A Y Principal  Reduction  Amount for
REMIC III-A Regular Interest Y-3 as determined pursuant to the provisions of the Appendix 3.

         REMIC  III-A  Regular  Interest  Y-3:  The  uncertificated   undivided   beneficial  interest  in
REMIC III-A  which  constitutes a REMIC III-A  Regular  Interest and is entitled to  distributions  as set
forth herein.

         REMIC III-A Z Principal  Reduction  Amounts:  For any Distribution Date, the amounts by which the
Uncertificated  Principal  Balances  of the  REMIC  III-A Z  Regular  Interests  will be  reduced  on such
Distribution  Date by the allocation of Realized Losses and the distribution of principal,  which shall be
in each  case the  excess  of (A) the sum of (x) the  excess  of the  REMIC III-A  Available  Distribution
Amount for the related  Group  (i.e.  the  "related  Group" for REMIC III-A  Regular  Interest  Z-1 is the
Sub-Loan Group I-1 Loans,  the "related Group" for REMIC III-A Regular  Interest Z-2 is the Sub-Loan Group
I-2 Loans and the "related  Group" for REMIC III-A Regular  Interest Z-3 is the Sub-Loan  Group I-3 Loans)
over the sum of the  amounts  thereof  distributable  (i) in respect  of  interest  on such REMIC  III-A Z
Regular  Interest  and the  related  REMIC  III-A Y Regular  Interest,  (ii) to such REMIC III-A Z Regular
Interest and the related REMIC III-A Y Regular  Interest  pursuant to clause  (d)(i) of the  definition of
"REMIC III-A  Distribution  Amount" and (iii) in the case of the  Sub-Loan  Group I-1 Loans,  to Component
III-A of the Class R  Certificates  and (y) the amount of Realized  Losses  allocable to principal for the
related Group over (B) the REMIC III-A Y Principal Reduction Amount for the related Group.

         REMIC III-A Z Regular Interests:  REMIC III-A Regular Interests Z-1, Z-2 and Z-3.

         REMIC III-A Z-1 Principal  Distribution  Amount:  For any Distribution  Date, the excess, if any,
of the REMIC III-A Z-1 Principal  Reduction Amount for such  Distribution  Date over the principal portion
of Realized Losses allocated to REMIC III-A Regular Interest Z-1 on such Distribution Date.

         REMIC III-A Z-1 Principal  Reduction  Amount:  The REMIC III-A Z Principal  Reduction  Amount for
REMIC III-A Regular Interest Z-1 as determined pursuant to the provisions of the Appendix 3.

         REMIC  III-A  Regular  Interest  Z-1:  The  uncertificated   undivided   beneficial  interest  in
REMIC III-A  which  constitutes a REMIC III-A  Regular  Interest and is entitled to  distributions  as set
forth herein.

         REMIC III-A Z-2 Principal  Distribution  Amount:  For any Distribution  Date, the excess, if any,
of the REMIC III-A Z-2 Principal  Reduction Amount for such  Distribution  Date over the principal portion
of Realized Losses allocated to REMIC III-A Regular Interest Z-2 on such Distribution Date.

         REMIC III-A Z-2 Principal  Reduction  Amount:  The REMIC III-A Z Principal  Reduction  Amount for
REMIC III-A Regular Interest Z-2 as determined pursuant to the provisions of the Appendix 3.

         REMIC  III-A  Regular  Interest  Z-2:  The  uncertificated   undivided   beneficial  interest  in
REMIC III-A  which  constitutes a REMIC III-A  Regular  Interest and is entitled to  distributions  as set
forth herein.

         REMIC III-A Z-3 Principal  Distribution  Amount:  For any Distribution  Date, the excess, if any,
of the REMIC III-A Z-3 Principal  Reduction Amount for such  Distribution  Date over the principal portion
of Realized Losses allocated to REMIC III-A Regular Interest Z-3 on such Distribution Date.

         REMIC III-A Z-3 Principal  Reduction  Amount:  The REMIC III-A Z Principal  Reduction  Amount for
REMIC III-A Regular Interest Z-3 as determined pursuant to the provisions of the Appendix 3.

         REMIC  III-A  Regular  Interest  Z-3:  The  uncertificated   undivided   beneficial  interest  in
REMIC III-A  which  constitutes a REMIC III-A  Regular  Interest and is entitled to  distributions  as set
forth herein.

         REMIC III-B:  That group of assets  contained in the Trust Fund designated as a REMIC  consisting
of the REMIC III-A Regular Interests and any proceeds thereof.

         REMIC III-B  Available  Distribution  Amount:  For any  Distribution  Date,  the  amounts  deemed
distributed with respect to the REMIC III-A Regular Interests pursuant to Section 6.10.

         REMIC  III-B  Distribution   Amount:  For  any  Distribution  Date,  the  REMIC  III-B  Available
Distribution  Amount  shall be  distributed  by  REMIC III-B  to  REMIC VI  on account of the  REMIC III-B
Regular  Interests  and to the  Class R  Certificates  in  respect  of  Component  III-B  thereof,  in the
following order of priority:

         1.       to REMIC VI as the holder of the REMIC III-B Regular  Interests,  pro rata, in an amount
equal to (A) their  Uncertificated  Interest for such  Distribution  Date, plus (B) any amounts in respect
thereof remaining unpaid from previous Distribution Dates; and

         2.       to REMIC VI as the holder of the REMIC III-B  Regular  Interests,  in an amount equal to
the remainder of the REMIC III-B Available  Distribution  Amount after the distributions  made pursuant to
clause (1) above, allocated as follows:

                  (A)      in respect of each REMIC III-B Regular  Interest,  their  respective  Principal
         Distribution Amounts;

                  (B)      in  respect  of REMIC  III-B  Regular  Interest  LT1 any  remainder  until  the
         Uncertificated Principal Balance thereof is reduced to zero; and

                  (C)      any  remainder  in respect of each REMIC  III-B  Regular  Interest  (other than
         REMIC  III-B  Regular  Interest  LT1),  pro rata  according  to their  respective  Uncertificated
         Principal  Balances  as reduced by the  distributions  deemed made  pursuant to (i) above,  until
         their respective Uncertificated Principal Balances are reduced to zero; and

         3.                                          any  remaining  amounts to the Holders of the Class R
Certificates in respect of Component III-B thereof.

         REMIC III-B  Interests:  The REMIC III-B Regular  Interests  and  Component  III-B of the Class R
Certificates.
         REMIC III-B  Principal  Reduction  Amounts:  For any Distribution  Date, the amounts by which the
Uncertificated  Principal  Balances  of  the  REMIC III-B  Regular  Interests  will  be  reduced  on  such
Distribution  Date by the allocation of Realized Losses and the  distribution of principal,  determined as
described in Appendix 4.

         REMIC III-B  Realized Losses: For any Distribution Date,  Realized Losses on the Group I Mortgage
Loans for the related Due Period shall be  allocated,  as follows:  (i) the  interest  portion of Realized
Losses,  if any, shall be allocated pro rata to accrued interest on the REMIC III-B  Regular  Interests to
the extent of such accrued interest,  and (ii) any remaining  interest portions of Realized Losses and any
principal  portions of  Realized  Losses  shall be treated as  principal  portions of Realized  Losses and
allocated (i) first, to REMIC III-B Regular  Interests  LT-Y1,  LT-Y2 and LT-Y3,  respectively in the same
amounts as Realized  Losses were  allocated to the REMIC III-A  Regular  Interests  Y-1, Y-2 and Y-3; (ii)
second,  to each of the REMIC III-B  Regular  Interests  (other than REMIC III-B  Regular  Interests  LT1,
LT-Y1,  LT-Y2 and LT-Y3),  pro rata according to their respective REMIC III-B Principal  Reduction Amounts
to the extent  thereof in reduction of the  Uncertificated  Principal  Balance of such REMIC III-B Regular
Interests and;  (iii) third,  the remainder,  if any, of such  principal  portion of such Realized  Losses
shall be allocated to REMIC III-B  Regular  Interest  LT1 in  reduction  of the  Uncertificated  Principal
Balance thereof.

         REMIC III-B  Regular  Interest:  Any  of  the  separate  non-certificated   beneficial  ownership
interests in  REMIC III-B  set forth in  Section 5.01(c)(iv)  and issued  hereunder  and  designated  as a
"regular  interest" in  REMIC III-B.  Each  REMIC III-B  Regular  Interest  shall  accrue  interest at the
Uncertificated  Pass-Through  Rate specified for such  REMIC III-B  Interest in  Section 5.01(c)(iv),  and
shall be entitled  to  distributions  of  principal,  subject to the terms and  conditions  hereof,  in an
aggregate   amount   equal  to  its   initial   Uncertificated   Principal   Balance   as  set   forth  in
Section 5.01(c)(iv).  The designations for the respective  REMIC III-B  Regular Interests are set forth in
Section 5.01(c)(iv).

         REMIC III-B  Regular  Interest LT1: A regular interest in REMIC III-B that is held as an asset of
REMIC VI,  that has an initial principal balance equal to the related  Uncertificated  Principal  Balance,
that bears  interest at the related  Uncertificated  Pass-Through  Rate,  and that has such other terms as
are described herein.

         REMIC III-B  Regular Interest LT1 Principal  Distribution  Amount: For any Distribution Date, the
excess, if any, of the REMIC III-B  Regular Interest LT1 Principal  Reduction Amount for such Distribution
Date over the Realized  Losses  allocated to the  REMIC III-B  Regular  Interest LT1 on such  Distribution
Date.

         REMIC III-B  Regular  Interest LT2: A regular interest in REMIC III-B that is held as an asset of
REMIC VI,  that has an initial principal balance equal to the related  Uncertificated  Principal  Balance,
that bears  interest at the related  Uncertificated  Pass-Through  Rate,  and that has such other terms as
are described herein.

         REMIC III-B  Regular Interest LT2 Principal  Distribution  Amount: For any Distribution Date, the
excess, if any, of the REMIC III-B  Regular Interest LT2 Principal  Reduction Amount for such Distribution
Date over the Realized  Losses  allocated to the  REMIC III-B  Regular  Interest LT2 on such  Distribution
Date.

         REMIC III-B  Regular  Interest LT3: A regular interest in REMIC III-B that is held as an asset of
REMIC VI,  that has an initial principal balance equal to the related  Uncertificated  Principal  Balance,
that bears  interest at the related  Uncertificated  Pass-Through  Rate,  and that has such other terms as
are described herein.

         REMIC III-B  Regular Interest LT3 Principal  Distribution  Amount: For any Distribution Date, the
excess, if any, of the REMIC III-B  Regular Interest LT3 Principal  Reduction Amount for such Distribution
Date over the Realized  Losses  allocated to the  REMIC III-B  Regular  Interest LT3 on such  Distribution
Date.

         REMIC III-B  Regular  Interest LT4: A regular interest in REMIC III-B that is held as an asset of
REMIC VI,  that has an initial principal balance equal to the related  Uncertificated  Principal  Balance,
that bears  interest at the related  Uncertificated  Pass-Through  Rate,  and that has such other terms as
are described herein.

         REMIC III-B  Regular Interest LT4 Principal  Distribution  Amount: For any Distribution Date, the
excess, if any, of the REMIC III-B  Regular Interest LT4 Principal  Reduction Amount for such Distribution
Date over the Realized  Losses  allocated to the  REMIC III-B  Regular  Interest LT4 on such  Distribution
Date.

         REMIC III-B  Regular  Interest LT-Y1: A regular  interest in REMIC III-B that is held as an asset
of  REMIC VI,  that has an  initial  principal  balance  equal  to the  related  Uncertificated  Principal
Balance,  that bears  interest at the related  Uncertificated  Pass-Through  Rate, and that has such other
terms as are described herein.

         REMIC III-B  Regular Interest LT-Y1 Principal  Distribution  Amount:  For any Distribution  Date,
the excess,  if any,  of the  REMIC III-B  Regular  Interest  LT-Y1  Principal  Reduction  Amount for such
Distribution  Date over the Realized Losses  allocated to the REMIC III-B  Regular  Interest LT-Y1 on such
Distribution Date.

         REMIC III-B  Regular  Interest LT-Y2: A regular  interest in REMIC III-B that is held as an asset
of  REMIC VI,  that has an  initial  principal  balance  equal  to the  related  Uncertificated  Principal
Balance,  that bears  interest at the related  Uncertificated  Pass-Through  Rate, and that has such other
terms as are described herein.

         REMIC III-B  Regular Interest LT-Y2 Principal  Distribution  Amount:  For any Distribution  Date,
the excess,  if any,  of the  REMIC III-B  Regular  Interest  LT-Y2  Principal  Reduction  Amount for such
Distribution  Date over the Realized Losses  allocated to the REMIC III-B  Regular  Interest LT-Y2 on such
Distribution Date.

         REMIC III-B  Regular  Interest LT-Y3: A regular  interest in REMIC III-B that is held as an asset
of  REMIC VI,  that has an  initial  principal  balance  equal  to the  related  Uncertificated  Principal
Balance,  that bears  interest at the related  Uncertificated  Pass-Through  Rate, and that has such other
terms as are described herein.

         REMIC III-B  Regular Interest LT-Y3 Principal  Distribution  Amount:  For any Distribution  Date,
the excess,  if any,  of the  REMIC III-B  Regular  Interest  LT-Y3  Principal  Reduction  Amount for such
Distribution  Date over the Realized Losses  allocated to the REMIC III-B  Regular  Interest LT-Y3 on such
Distribution Date.

         REMIC IV: That group of assets  contained in the Trust Fund  designated as a REMIC  consisting of
the REMIC I Regular Interests and any proceeds thereof.

         REMIC  IV  Available   Distribution  Amount:  For  any  Distribution  Date,  the  amounts  deemed
distributed with respect to the REMIC I Regular Interests pursuant to Section 6.10.

         REMIC IV Distribution  Amount:  For any  Distribution  Date, the REMIC IV Available  Distribution
Amount shall be  distributed  by REMIC IV to REMIC VI on account of the REMIC IV Regular  Interests and to
the Class R  Certificates  in  respect of  Component  IV  thereof,  as  follows:  to each REMIC IV Regular
Interest in respect of Uncertificated  Interest thereon and the Uncertificated  Principal Balance thereof,
the  amount  distributed  in  respect  of  interest  and  principal  on the  Related  Class or  Classes of
Certificates  (with such amounts  having the same  character as interest or principal  with respect to the
REMIC IV  Regular  Interest  as they  have with  respect  to the  Related  Certificate  or  Certificates);
provided that amounts  distributed  on the Class II-3X-2  Certificates  shall be  distributed  on REMIC IV
Regular Interests II-3A-134 and II-3A-25 pro rata according to their respective  Uncertificated  Principal
Balances.  Any remaining  amount of the REMIC IV Available  Distribution  Amount shall be  distributed  to
the holders of the Class R Certificates in respect of Component IV thereof.

         REMIC  IV  Interests:   The  REMIC  IV  Regular  Interests  and  Component  IV  of  the  Class  R
Certificates.

         REMIC IV Regular Interest:  Any of the separate  non-certificated  beneficial ownership interests
in REMIC IV set forth in  Section 5.01(c)(v)  and issued hereunder and designated as a "regular  interest"
in REMIC IV.  Each REMIC IV  Regular  Interest shall accrue  interest at the  Uncertificated  Pass-Through
Rate specified for such REMIC IV Interest in  Section 5.01(c)(iv),  and shall be entitled to distributions
of principal,  subject to the terms and  conditions  hereof,  in an aggregate  amount equal to its initial
Uncertificated   Principal  Balance  as  set  forth  in  Section 5.01(c)(v).   The  designations  for  the
respective REMIC IV Regular Interests are set forth in Section 5.01(c)(v).

         REMIC V: That group of assets  contained in the Trust Fund  designated  as a REMIC  consisting of
the REMIC II Regular Interests and any proceeds thereof.

         REMIC  V  Available   Distribution   Amount:  For  any  Distribution  Date,  the  amounts  deemed
distributed with respect to the REMIC II Regular Interests pursuant to Section 6.10.

         REMIC V  Distribution  Amount:  For any  Distribution  Date,  the REMIC V Available  Distribution
Amount  shall be  distributed  by REMIC V to REMIC VI on account of the REMIC V Regular  Interests  and to
the Class R  Certificates  in  respect  of  Component  V  thereof,  as  follows:  to each  REMIC V Regular
Interest in respect of Uncertificated  Interest thereon and the Uncertificated  Principal Balance thereof,
the  amount  distributed  in  respect  of  interest  and  principal  on the  Related  Class or  Classes of
Certificates  (with such amounts  having the same  character as interest or principal  with respect to the
REMIC V Regular Interest as they have with respect to the Related  Certificate or Certificates);  provided
that amounts  distributed  on the Class  III-3X-1  Certificates  shall be  distributed  on REMIC V Regular
Interests  III-3A-14  and  II-3A-23  pro rata  according  to  their  respective  Uncertificated  Principal
Balances.  Any remaining amount of the REMIC V Available  Distribution  Amount shall be distributed to the
holders of the Class R Certificates in respect of Component V thereof.

         REMIC V Interests:  The REMIC V Regular Interests and Component V of the Class R Certificates.

         REMIC V Regular Interest:  Any of the separate  non-certificated  beneficial  ownership interests
in REMIC V set forth in  Section 5.01(c)(vi)  and issued hereunder and designated as a "regular  interest"
in REMIC V.  Each REMIC V Regular Interest shall accrue interest at the  Uncertificated  Pass-Through Rate
specified  for such REMIC V  Interest in  Section 5.01(c)(v),  and shall be entitled to  distributions  of
principal,  subject to the terms and  conditions  hereof,  in an  aggregate  amount  equal to its  initial
Uncertificated  Principal  Balance  as  set  forth  in  Section 5.01(c)(vi).   The  designations  for  the
respective REMIC V Regular Interests are set forth in Section 5.01(c)(vi).

         REMIC VI: That group of assets  contained in the Trust Fund  designated as a REMIC  consisting of
the REMIC III-B  Regular  Interests,  REMIC IV Regular  Interests  and REMIC V Regular  Interests  and any
proceeds thereof.

         REMIC  VI  Available   Distribution  Amount:  For  any  Distribution  Date,  the  amounts  deemed
distributed  with respect to the REMIC III-B  Regular  Interests,  REMIC IV Regular  Interests and REMIC V
Regular Interests pursuant to Section 6.10.

         REMIC VI Distribution  Amount:  For any  Distribution  Date, the REMIC VI Available  Distribution
Amount shall be deemed  distributed by REMIC VI to the holders of the  Certificates  (other than the Class
B-IO  Certificates) on account of the REMIC VI Regular  Interests  (other than REMIC VI Regular  Interests
B-IO-I and B-IO-P),  to REMIC VII on account of REMIC VI Regular  Interests B-IO-I and B-IO-P,  and to the
Class R Certificates  in respect of Component VI thereof,  as follows:  to each REMIC VI Regular  Interest
in respect of  Uncertificated  Interest thereon and the  Uncertificated  Principal  Balance  thereof,  the
amount  distributed  in respect of interest and principal on the Related Class or Classes of  Certificates
(with such  amounts  having the same  character  as interest  or  principal  with  respect to the REMIC VI
Regular  Interest  as they  have  with  respect  to the  Related  Certificate  or  Certificates)  with the
following  exceptions:  (1) No amount  paid to any  Certificate  in respect  of any Basis  Risk  Shortfall
Amount or Basis Risk  Shortfall  Carryforward  Amount shall be included in the amount paid in respect of a
related REMIC VI Regular  Interest;  and (2) amounts paid in respect of Basis Risk  Shortfall  Amounts and
Basis Risk Shortfall  Carryforward  Amounts to the extent not derived from any Cap Contract Payment Amount
shall be deemed  paid with  respect to REMIC VI Regular  Interest  B-IO-I in respect of accrued and unpaid
interest  thereon.  Any  remaining  amount  of  the  REMIC  VI  Available  Distribution  Amount  shall  be
distributed to the holders of the Class R Certificates in respect of Component VI thereof.

         REMIC  VI  Interests:   The  REMIC  VI  Regular  Interests  and  Component  VI  of  the  Class  R
Certificates.

         REMIC VI Regular Interest:  Any of the separate  non-certificated  beneficial ownership interests
in  REMIC VI  set  forth in  Section 5.01(c)(vii)  and  issued  hereunder  and  designated  as a  "regular
interest" in  REMIC VI.  Each  REMIC VI  Regular  Interest  shall  accrue  interest at the  Uncertificated
Pass-Through Rate specified for such REMIC VI Interest in  Section 5.01(c)(vii),  and shall be entitled to
distributions of principal,  subject to the terms and conditions  hereof,  in an aggregate amount equal to
its initial Uncertificated  Principal Balance as set forth in  Section 5.01(c)(vii).  The designations for
the respective REMIC VI Regular Interests are set forth in Section 5.01(c)(vii).

         REMIC VII:  That group of assets  contained in the Trust Fund  designated  as a REMIC  consisting
of REMIC VI Regular Interests B-IO-I and B-IO-P and any proceeds thereof.

         REMIC  VII  Available  Distribution  Amount:  For  any  Distribution  Date,  the  amounts  deemed
distributed with respect to REMIC VI Regular Interests B-IO-I and B-IO-P pursuant to Section 6.10.

         REMIC VII Distribution  Amount: For any Distribution  Date, the REMIC VII Available  Distribution
Amount shall be deemed  distributed by REMIC VII to the holder of the Class B-IO  Certificates  on account
of REMIC VI Regular Interests B-IO-I and B-IO-P.
         REMIC VII Interests:  The REMIC VII Regular Interest and the Class R-X Certificates.

         REMIC VII Regular  Interest:  The  separate  non-certificated  beneficial  ownership  interest in
REMIC VII set forth in  Section 5.01(c)(viii)  and issued hereunder and designated as a "regular interest"
in REMIC VII. The REMIC VII  Regular  Interest shall accrue  interest at the  Uncertificated  Pass-Through
Rate specified for such REMIC VII  Interest in  Section 5.01(c)(viii).  The  designation for the REMIC VII
Regular Interest is set forth in Section 5.01(c)(viii).

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

         Reportable Event:  As defined in Section 3.18(a)(iii).

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

         Repurchase  Proceeds:  The Repurchase  Price in connection with any repurchase of a Mortgage Loan
by the Sponsor and any cash deposit in connection  with the  substitution of a Mortgage Loan, in each case
in accordance with the Mortgage Loan Purchase Agreement.

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

         Required  Insurance  Policy:  With respect to any Mortgage  Loan,  any insurance  policy which is
required to be maintained from time to time under this Agreement with respect to such Mortgage Loan.

         Reserve  Fund:   The  separate   trust  account   created  and   maintained  by  the   Securities
Administrator pursuant to Section 4.06 hereof.

         Residual    Certificate:    Any    of   the    Class R    Certificates,    consisting    of   six
components—Component I,      Component II,      Component III,      Component IV,      Component V     and
Component VI—respectively  representing  ownership of the sole class of residual interest in each of REMIC
I, REMIC II, REMIC III-A, REMIC III-B, REMIC IV, REMIV V and REMIC VI, and the Class R-X Certificates.

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

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

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

         Sarbanes-Oxley  Act:  The  Sarbanes-Oxley  Act of  2002  and the  rules  and  regulations  of the
Commission promulgated thereunder (including any interpretation thereof by the Commission's staff).

         Sarbanes-Oxley Certification:  As defined in Section 3.18(a)(iv).

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

         Scheduled Principal:  The principal portion of any Scheduled Payment.

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

         Securities  Administrator:  Wells Fargo Bank,  National  Association,  in its  capacity as paying
agent or  securities  administrator  (as  applicable)  hereunder,  or its  successor in  interest,  or any
successor securities administrator or paying agent appointed as herein provided.

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

         Securities  Legend:  "THIS  CERTIFICATE  HAS NOT  BEEN  AND  WILL  NOT BE  REGISTERED  UNDER  THE
SECURITIES  ACT OF 1933,  AS AMENDED (THE  "SECURITIES  ACT"),  OR UNDER ANY STATE  SECURITIES  LAWS.  THE
HOLDER HEREOF,  BY PURCHASING THIS  CERTIFICATE,  AGREES THAT THIS  CERTIFICATE MAY BE REOFFERED,  RESOLD,
PLEDGED OR OTHERWISE  TRANSFERRED  ONLY IN COMPLIANCE  WITH THE SECURITIES ACT AND OTHER  APPLICABLE  LAWS
AND ONLY (1)  PURSUANT  TO RULE 144A UNDER THE  SECURITIES  ACT ("RULE  144A") TO A PERSON THAT THE HOLDER
REASONABLY  BELIEVES  IS A  QUALIFIED  INSTITUTIONAL  BUYER  WITHIN  THE  MEANING  OF RULE 144A (A "QIB"),
PURCHASING  FOR ITS OWN  ACCOUNT  OR A QIB  PURCHASING  FOR THE  ACCOUNT  OF A QIB,  WHOM THE  HOLDER  HAS
INFORMED,  IN EACH CASE, THAT THE REOFFER,  RESALE,  PLEDGE OR OTHER TRANSFER IS BEING MADE IN RELIANCE ON
RULE 144A OR (2) IN  CERTIFICATED  FORM TO AN  "INSTITUTIONAL  ACCREDITED  INVESTOR"  WITHIN  THE  MEANING
THEREOF IN RULE  501(a)(1),  (2),  (3) or (7) OF  REGULATION D UNDER THE ACT OR ANY ENTITY IN WHICH ALL OF
THE EQUITY  OWNERS COME  WITHIN SUCH  PARAGRAPHS  PURCHASING  NOT FOR  DISTRIBUTION  IN  VIOLATION  OF THE
SECURITIES ACT, SUBJECT TO (A) THE RECEIPT BY THE SECURITIES  ADMINISTRATOR  OF A LETTER  SUBSTANTIALLY IN
THE FORM  PROVIDED IN THE  AGREEMENT  AND (B) THE RECEIPT BY THE  SECURITIES  ADMINISTRATOR  OF SUCH OTHER
EVIDENCE ACCEPTABLE TO THE SECURITIES  ADMINISTRATOR THAT SUCH REOFFER,  RESALE,  PLEDGE OR TRANSFER IS IN
COMPLIANCE  WITH THE  SECURITIES  ACT AND OTHER  APPLICABLE  LAWS OR IN EACH CASE IN  ACCORDANCE  WITH ALL
APPLICABLE  SECURITIES LAWS OF THE UNITED STATES AND ANY OTHER APPLICABLE  JURISDICTION.  THIS CERTIFICATE
MAY NOT BE  ACQUIRED  DIRECTLY  OR  INDIRECTLY  BY, OR ON BEHALF  OF, AN  EMPLOYEE  BENEFIT  PLAN OR OTHER
RETIREMENT  ARRANGEMENT (A "PLAN") THAT IS SUBJECT TO TITLE I OF THE EMPLOYEE  RETIREMENT  INCOME SECURITY
ACT OF 1974,  AS AMENDED,  AND/OR  SECTION  4975 OF THE  INTERNAL  REVENUE  CODE OF 1986,  AS AMENDED (THE
"CODE"),  OR BY A PERSON  USING "PLAN  ASSETS" OF A PLAN,  UNLESS THE  PROPOSED  TRANSFEREE  PROVIDES  THE
SECURITIES  ADMINISTRATOR  WITH AN OPINION OF COUNSEL FOR THE BENEFIT OF THE TRUSTEE,  MASTER SERVICER AND
THE  SECURITIES  ADMINISTRATOR  AND ON WHICH  THEY  MAY  RELY  WHICH  IS  SATISFACTORY  TO THE  SECURITIES
ADMINISTRATOR  THAT THE  PURCHASE OF THIS  CERTIFICATE  IS  PERMISSIBLE  UNDER  APPLICABLE  LAW,  WILL NOT
CONSTITUTE OR RESULT IN A NON-EXEMPT  PROHIBITED  TRANSACTION UNDER SECTION 406 OF THE EMPLOYEE RETIREMENT
INCOME  SECURITY  ACT OF 1974,  AS  AMENDED,  OR SECTION  4975 OF THE CODE AND WILL NOT SUBJECT THE MASTER
SERVICER,  THE TRUSTEE OR THE  SECURITIES  ADMINISTRATOR  TO ANY  OBLIGATION  OR  LIABILITY IN ADDITION TO
THOSE UNDERTAKEN IN THE AGREEMENT.

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

         Seller: EMC in its capacity as seller of the Mortgage Loans to the Depositor.

         Senior  Certificates:  The Group I Senior  Certificates,  Group II Senior  Certificates and Group
III Senior Certificates.

         Senior  Enhancement  Percentage:  As to each  Distribution  Date, the percentage  equivalent of a
fraction,  the numerator of which is the sum of (i) the aggregate of the Certificate  Principal Balance of
the Class  I-M-1,  Class  I-M-2,  Class  I-B-1,  Class  I-B-2 and Class  I-B-3  Certificates  and (ii) the
Overcollateralization  Amount,  in each case after  taking into  account the  distribution  of the related
Principal  Distribution  Amounts on such Distribution  Date, and the denominator of which is the aggregate
Stated Principal Balance of the Group I Mortgage Loans for such Distribution Date.

         Senior Optimal  Principal  Amount:  The Group II Senior Optimal Principal Amount or the Group III
Senior Optimal Principal Amount, as applicable.

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

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

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

         Servicers:  Each of Bank of America,  Chevy Chase,  Countrywide,  EMC,  EverHome,  First Horizon,
GMACM,  GreenPoint,  HSBC, IndyMac,  Mid America,  PHH, U.S. Bank,  Washington Mutual and Wells Fargo, and
their respective permitted successors and assigns.

         Servicing  Agreement:  Each of the Bank of America  Servicing  Agreement,  Chevy Chase  Servicing
Agreement,  Countrywide Servicing Agreement, EMC Servicing Agreement,  EverHome Servicing Agreement, First
Horizon Servicing  Agreement,  GMACM Servicing Agreement,  GreenPoint Servicing Agreement,  HSBC Servicing
Agreement,  IndyMac Servicing Agreement,  Mid America Servicing Agreement,  PHH Servicing Agreement,  U.S.
Bank Servicing Agreement,  Washington Mutual Servicing Agreement and Wells Fargo Servicing  Agreement,  in
each case as modified by the related Assignment Agreement.

         Servicing  Criteria:  The  "servicing  criteria" set forth in Item 1122(d) of  Regulation  AB, as
such may be amended from time to time.

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

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

         Servicing  Officer:  The  President  or a Vice  President or  Assistant  Vice  President or other
authorized  officer of the Master Servicer having direct  responsibility  for the  administration  of this
Agreement,  and any other  authorized  officer of the Master  Servicer to whom a matter arising  hereunder
may be referred.

         Special Hazard Loss: A Realized Loss  attributable  to damage or a direct  physical loss suffered
by a  mortgaged  property  (including  any  Realized  Loss due to the  presence or  suspected  presence of
hazardous  wastes or substances on a mortgaged  property)  other than any such damage or loss covered by a
hazard  policy or a flood  insurance  policy  required  to be  maintained  in  respect  of such  mortgaged
property under the Agreement or any loss due to normal wear and tear or certain other causes.

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

         Startup Day:  June 30, 2006.

         Stated Principal  Balance:  With respect to any Group I Mortgage Loan or related REO Property and
any Distribution  Date, the Outstanding  Principal Balance thereof as of the Cut-off Date minus the sum of
(i) the  principal  portion of the  Scheduled  Payments due with respect to such Mortgage Loan during each
Due  Period  ending  prior  to such  Distribution  Date  (and  irrespective  of any  delinquency  in their
payment),  (ii) all Principal  Prepayments  with respect to such Mortgage Loan received prior to or during
the  related  Prepayment  Period,  and all  Liquidation  Proceeds  to the extent  applied  by the  related
Servicer as  recoveries  of principal  in  accordance  with this  Agreement  or the  applicable  Servicing
Agreement with respect to such Mortgage Loan,  that were received by the related  Servicer as of the close
of business on the last day of the  calendar  month  immediately  preceeding  such  Distribution  Date and
(iii) any Realized  Losses on such Mortgage  Loan incurred  during the prior  calendar  month.  The Stated
Principal  Balance of a Liquidated  Mortgage Loan equals zero.  References  herein to the Stated Principal
Balance of a Loan Group or Sub-Loan Group at any time shall mean the aggregate  Stated  Principal  Balance
of all Mortgage Loans in such Loan Group or Sub-Loan Group.

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

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

         Stepdown  Date:  The  earlier  to  occur of (i) the  Distribution  Date on  which  the  aggregate
Certificate  Principal  Balance of the Class I-A  Certificates has been reduced to zero and (ii) the later
to occur of (a) the Distribution  Date in July 2009 and (b) the first  Distribution  Date on which the sum
of the  aggregate  Certificate  Principal  Balance of the Class  I-M-1,  Class I-M-2,  Class I-B-1,  Class
I-B-2, and Class I-B-3 Certificates and the  Overcollateralization  Amount divided by the Stated Principal
Balance of the Mortgage Loans for such Distribution Date is greater than or equal to 18.50%.

         Sub-Group  I-1A  Principal  Distribution  Amount:  With  respect to any  applicable  Distribution
Date, an amount equal to the lesser of (i) the Class I-1A  Principal  Distribution  Percentage  multiplied
by the  Principal  Distribution  Amount  and (ii) the  Certificate  Principal  Balance  of the Class  I-1A
Certificates.

         Sub-Group  I-2A  Principal  Distribution  Amount:  With  respect to any  applicable  Distribution
Date, an amount equal to the lesser of (i) the Class I-2A  Principal  Distribution  Percentage  multiplied
by the  Principal  Distribution  Amount  and (ii) the  Certificate  Principal  Balance  of the Class  I-2A
Certificates.

         Sub-Group  I-3A  Principal  Distribution  Amount:  With  respect to any  applicable  Distribution
Date, an amount equal to the lesser of (i) the Class I-3A  Principal  Distribution  Percentage  multiplied
by the  Principal  Distribution  Amount  and (ii) the  Certificate  Principal  Balance  of the Class  I-3A
Certificates.

         Sub-Loan  Group:  Any of Sub-Loan  Group I-1,  Sub-Loan Group I-2,  Sub-Loan Group I-3,  Sub-Loan
Group II-1,  Sub-Loan  Group II-2,  Sub-Loan  Group II-3,  Sub-Loan  Group III-1,  Sub-Loan Group III-2 or
Sub-Loan Group III-3, as applicable.

         Sub-Loan  Group I-1: The group of Mortgage  Loans  designated as belonging to Sub-Loan  Group I-1
on the Mortgage Loan Schedule.

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

         Sub-Loan  Group I-2: The group of Mortgage  Loans  designated as belonging to Sub-Loan  Group I-2
on the Mortgage Loan Schedule.

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

         Sub-Loan  Group I-3: The group of Mortgage  Loans  designated as belonging to Sub-Loan  Group I-3
on the Mortgage Loan Schedule.

         Sub-Loan Group I-3 Certificates: The Class I-3A-1 Certificates and Class I-3A-2 Certificates.

         Sub-Loan  Group  II-1:  The  group  of  Mortgage  Loans   designated  as  belonging  to  Sub-Loan
Group II-1 on the Mortgage Loan Schedule.

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

         Sub-Loan  Group II-2:  The group of Mortgage  Loans  designated  as belonging  to Sub-Loan  Group
II-2 on the Mortgage Loan Schedule.

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

         Sub-Loan  Group  II-3:  The  group  of  Mortgage  Loans   designated  as  belonging  to  Sub-Loan
Group II-3 on the Mortgage Loan Schedule.

         Sub-Loan  Group II-3  Certificates:  The Class  II-3A-1,  Class  II-3A-2,  Class  II-3A-3,  Class
II-3A-4, Class II-3A-5, Class II-3X-1 and Class II-3X-2 Certificates.

         Sub-Loan  Group  III-1:  The  group  of  Mortgage  Loans  designated  as  belonging  to  Sub-Loan
Group III-1 on the Mortgage Loan Schedule.

         Sub-Loan  Group  III-1  Certificates:   The  Class  III-1A-1   Certificates  and  Class  III-1A-2
Certificates.

         Sub-Loan  Group III-2:  The group of Mortgage  Loans  designated  as belonging to Sub-Loan  Group
III-2 on the Mortgage Loan Schedule.

         Sub-Loan  Group  III-2  Certificates:   The  Class  III-2A-1   Certificates  and  Class  III-2A-2
Certificates.

         Sub-Loan  Group  III-3:  The  group  of  Mortgage  Loans  designated  as  belonging  to  Sub-Loan
Group III-3 on the Mortgage Loan Schedule.

         Sub-Loan Group III-3  Certificates:  The Class III-3A-1,  Class III-3A-2,  Class III-3A-3,  Class
III-3A-4, Class III-3X-1 and Class III-3X-2 Certificates.

         Subordinate   Certificate   Writedown   Amount:   With  respect  to  the  Group  II   Subordinate
Certificates  and as to any  Distribution  Date,  the  amount  by  which  (i) the  sum of the  Certificate
Principal  Balances of the Group II  Certificates  (after giving effect to the  distribution  of principal
and the allocation of applicable  Realized  Losses in reduction of the Certificate  Principal  Balances of
the Group II Certificates on such Distribution  Date) exceeds (y) the aggregate Stated Principal  Balances
of the Group II Mortgage  Loans on the Due Date  related to such  Distribution  Date.  With respect to the
Group III Subordinate  Certificates  and as to any  Distribution  Date, the amount by which (i) the sum of
the  Certificate   Principal  Balances  of  the  Group  III  Certificates  (after  giving  effect  to  the
distribution  of  principal  and  the  allocation  of  applicable  Realized  Losses  in  reduction  of the
Certificate  Principal  Balances of the Group III Certificates on such Distribution  Date) exceeds (y) the
aggregate  Stated  Principal  Balances  of the Group III  Mortgage  Loans on the Due Date  related to such
Distribution Date.

         Subordinate  Certificates:  The  Group I  Subordinate  Certificates,  the  Group  II  Subordinate
Certificates and the Group III Subordinate Certificates.

         Subordinate  Optimal Principal Amount:  The Group II Subordinate  Optimal Principal Amount or the
Group III Subordinate Optimal Principal Amount, as applicable.

         Subordinate  Percentage:  The  Group II  Subordinate  Percentage  or the  Group  III  Subordinate
Percentage, as applicable.

         Subordinate  Prepayment  Percentage:  The Group II Subordinate Prepayment Percentage or the Group
III Subordinate Prepayment Percentage, as applicable.

         Subsequent  Recoveries:  As of any  Distribution  Date,  amounts  received during the related Due
Period by the Master  Servicer  (net of any  related  expenses  permitted  to be  reimbursed  pursuant  to
Section 4.05) or surplus amounts held by the Master Servicer to cover estimated expenses  (including,  but
not limited to, recoveries in respect of the  representations  and warranties made by the Sponsor pursuant
to the  Mortgage  Loan  Purchase  Agreement)  specifically  related to a Liquidated  Mortgage  Loan or the
disposition  of an REO Property prior to the related  Prepayment  Period that resulted in a Realized Loss,
after liquidation or disposition of such Mortgage Loan.

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

         Substitution  Adjustment  Amount:  The amount,  if any,  required to be paid by the Mortgage Loan
Seller to the Securities  Administrator  for deposit in the Distribution  Account pursuant to Section 2.04
in connection with the substitution of a Mortgage Loan.

         Tax  Administration  and Tax Matters  Person:  The  Securities  Administrator  and any  successor
thereto or assignee  thereof shall serve as tax  administrator  hereunder and as agent for the Tax Matters
Person.  The Holder of the largest  percentage  interest of each Class of Residual  Certificates  shall be
the Tax Matters  Person for the related  2006-4  REMIC,  as more  particularly  set forth in Section  9.12
hereof.

         Termination  Purchase Price: The price,  calculated as set forth in Section 10.01,  to be paid in
connection with the repurchase of the Mortgage Loans pursuant to Section 10.01.

         Trigger  Event:  With  respect  to any  Distribution  Date,  an  event  that  exists  if (i)  the
percentage  obtained by dividing (x) the aggregate Stated Principal  Balance of the Group I Mortgage Loans
that are 60 or more days  Delinquent  (including for this purpose any such Mortgage Loans in bankruptcy or
foreclosure and the Group I Mortgage Loans with respect to which the related  Mortgaged  Property has been
acquired by the Trust) by (y) the  aggregate  Stated  Principal  Balance of the Group I Mortgage  Loans in
the mortgage  pool, in each case,  as of the close of business on the last day of the  preceding  calendar
month,  exceeds  37% of the Current  Specified  Enhancement  Percentage  or (ii) the  aggregate  amount of
Realized  Losses on the Group I Mortgage  Loans since the Cut-off  Date as a percentage  of the  aggregate
Stated  Principal  Balance of the Group I Mortgage  Loans as of the Cut-off  Date  exceeds the  applicable
percentage set forth below:

                                                Months               Percentage

                                               37 – 48                  0.65%
                                               49 – 60                  1.15%
                                               61 – 72                  1.65%
                                                 73+                    1.95%

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

         Trustee:  Citibank,  N.A., or its successor in interest,  or any successor  trustee  appointed as
herein provided.

         2006-4  REMIC:  Any of REMIC I, REMIC II, REMIC III-A,  REMIC III-B,  REMIC IV, REMIC V, REMIC VI
and REMIC VII.

         Uncertificated  Interest:  With respect to each REMIC Regular Interest on each Distribution Date,
an  amount  equal  to one  month's  interest  at  the  related  Uncertificated  Pass-Through  Rate  on the
Uncertificated  Principal  Balance of such REMIC  Regular  Interest.  In each case,  for  purposes  of the
distributions,  Uncertificated  Interest  will be reduced by the interest  portion of any Realized  Losses
and Net Interest  Shortfalls  allocated,  with respect to the REMIC I Regular Interests,  REMIC II Regular
Interests and REMIC III-A Regular  Interests,  to such REMIC Regular Interests  pursuant to the definition
of Realized Losses,  with respect to the REMIC III-B Regular  Interests,  to such REMIC Regular  Interests
pursuant to the  definition  of REMIC III-B  Realized  Losses  and,  with  respect to the REMIC IV Regular
Interests,  REMIC V Regular Interests,  REMIC VI Regular Interests and REMIC VII Regular Interest,  to the
Related Classes of Certificates;  provided that Realized Losses and Net Interest Shortfalls  allocated (i)
to the  Class  II-3X-2  Certificates  shall be  allocated  to REMIC IV  Regular  Interests  II-3A-134  and
II-3A-25 pro rata according to their respective  Uncertificated  Principal  Balances and (ii) to the Class
III-3X-1  Cerificates  shall be allocated  to REMIC V Regular  Interests  III-3A-14  and II-3A-23 pro rata
according to their respective Uncertificated Principal Balances.

         Uncertificated  Pass-Through Rate: With respect to any Distribution Date and REMIC Interest,  the
pass-through rate of each such REMIC Interest set forth in Section 5.01(c).

         Uncertificated  Principal  Balance:  The amount of any REMIC Regular  Interest  outstanding as of
any date of determination.  As of the Closing Date, the  Uncertificated  Principal Balance of each REMIC I
Regular  Interest  shall equal the amount set forth in Section  5.01(c)(i)  as its Initial  Uncertificated
Principal  Balance.  On each  Distribution  Date,  the  Uncertificated  Principal  Balance of each REMIC I
Regular  Interest shall be reduced by the sum of (i) the principal  portion of Realized  Losses  allocated
to the REMIC I  Regular  Interests in accordance with the definition of Realized Loss and (ii) the amounts
deemed  distributed  on each  Distribution  Date in respect of principal on the REMIC I Regular  Interests
pursuant to Section 6.10. As of the Closing Date, the  Uncertificated  Principal  Balance of each REMIC II
Regular  Interest shall equal the amount set forth in Section  5.01(c)(ii)  as its Initial  Uncertificated
Principal  Balance.  On each  Distribution  Date, the  Uncertificated  Principal  Balance of each REMIC II
Regular  Interest shall be reduced by the sum of (i) the principal  portion of Realized  Losses  allocated
to the  REMIC II  Regular  Interests  in  accordance  with the  definition  of Realized  Loss and (ii) the
amounts  deemed  distributed  on each  Distribution  Date in respect of  principal on the REMIC II Regular
Interests pursuant to Section 6.10. As of the Closing Date, the  Uncertificated  Principal Balance of each
REMIC III-A  Regular  Interest  shall  equal the amount set forth in Section  5.01(c)(iii)  as its Initial
Uncertificated  Principal  Balance.  On each Distribution  Date, the  Uncertificated  Principal Balance of
each  REMIC III-A  Regular  Interest shall be reduced by the sum of (i) the principal  portion of Realized
Losses allocated to the REMIC III-A  Regular  Interests in accordance with the definition of Realized Loss
and (ii) the amounts  deemed  distributed on each  Distribution  Date in respect of principal on the REMIC
III-A Regular  Interests  pursuant to Section 6.10. As of the Closing Date, the  Uncertificated  Principal
Balance of each REMIC III-B  Regular Interest shall equal the amount set forth in the Section  5.01(c)(iv)
hereto as its Initial  Uncertificated  Principal  Balance.  On each Distribution  Date, the Uncertificated
Principal  Balance of each  REMIC III-B  Regular  Interest  shall be  reduced,  first,  by the  portion of
Realized  Losses  allocated  in  reduction  of  the  Certificate   Principal   Balances  thereof  on  such
Distribution  Date pursuant to the  definition of REMIC III-B  Realized  Losses and,  second,  the amounts
deemed  distributed  on each  Distribution  Date in  respect  of  principal  on the  REMIC  III-B  Regular
Interests pursuant to Section 6.10. As of the Closing Date, the  Uncertificated  Principal Balance of each
REMIC IV  Regular  Interest  shall  equal the  amount set forth in the  Section  5.01(c)(v)  hereto as its
Initial  Uncertificated  Principal  Balance.  On each  Distribution  Date,  the  Uncertificated  Principal
Balance of each REMIC IV Regular  Interest  shall be reduced,  first,  by the  portion of Realized  Losses
allocated in reduction of the  Certificate  Principal  Balances of the Related  Classes of Certificates on
such  Distribution  Date and,  second,  by all  distributions of principal made on such Related Classes of
Certificates on such Distribution  Date. As of the Closing Date, the  Uncertificated  Principal Balance of
each REMIC V Regular  Interest shall equal the amount set forth in the Section  5.01(c)(vi)  hereto as its
Initial  Uncertificated  Principal  Balance.  On each  Distribution  Date,  the  Uncertificated  Principal
Balance of each REMIC V Regular  Interest  shall be reduced,  first,  by the  portion of  Realized  Losses
allocated in reduction of the  Certificate  Principal  Balances of the Related  Classes of Certificates on
such  Distribution  Date and,  second,  by all  distributions of principal made on such Related Classes of
Certificates on such Distribution  Date. As of the Closing Date, the  Uncertificated  Principal Balance of
each REMIC VI Regular  Interest  shall  equal the amount set forth in the Section  5.01(c)(vii)  hereto as
its Initial  Uncertificated  Principal Balance.  On each Distribution  Date, the Uncertificated  Principal
Balance of each REMIC VI Regular  Interest  shall be reduced,  first,  by the  portion of Realized  Losses
allocated in reduction of the  Certificate  Principal  Balances of the Related  Classes of Certificates on
such  Distribution  Date and,  second,  by all  distributions of principal made on such Related Classes of
Certificates on such Distribution  Date. As of the Closing Date, the  Uncertificated  Principal Balance of
the REMIC VII Regular  Interest shall equal the amount set forth in Section  5.01(c)(viii)  as its Initial
Uncertificated Principal Balance.

         Undercollateralized  Amount:  With respect any  Certificate  Group in Loan Group II or Loan Group
III and any  Distribution  Date,  the excess of (i) the aggregate  Certificate  Principal  Balance of such
Certificate  Group over (ii) the aggregate Stated  Principal  Balance of the Mortgage Loans in the related
Sub-Loan Group.

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

         United States Person:  A citizen or resident of the United  States,  a corporation or partnership
(including an entity treated as a corporation or partnership  for federal income tax purposes)  created or
organized  in, or under the laws of, the United  States or any state  thereof or the  District of Columbia
(except,  in the case of a  partnership,  to the extent  provided  in  regulations),  provided  that,  for
purposes  solely of the Residual  Certificates,  no  partnership  or other entity treated as a partnership
for United  States  federal  income tax purposes  shall be treated as a United  States  Person  unless all
persons  that own an  interest  in such  partnership  either  directly or through any entity that is not a
corporation  for United States federal income tax purposes are United States  Persons,  or an estate whose
income is subject to United States  federal  income tax  regardless  of its source,  or a trust if a court
within the United States is able to exercise  primary  supervision  over the  administration  of the trust
and one or more such United  States  Persons have the  authority to control all  substantial  decisions of
the trust.  To the extent  prescribed in regulations by the Secretary of the Treasury,  which have not yet
been issued,  a trust which was in existence on  August 20,  1996 (other than a trust  treated as owned by
the grantor  under  subpart E of part I of  subchapter J of chapter 1 of the Code),  and which was treated
as a United  States  person on  August 20,  1996 may elect to  continue  to be treated as a United  States
person notwithstanding the previous sentence.

         Unpaid  Realized  Loss  Amount:  With respect to any  Distribution  Date and any Class of Group I
Certificates,  is the excess of (i) Applied  Realized  Loss  Amounts  with respect to such Class over (ii)
the  sum  of all  distributions  in  reduction  of the  Applied  Realized  Loss  Amounts  on all  previous
Distribution  Dates.  Any amounts  distributed to a Class of Group I Certificates in respect of any Unpaid
Realized Loss Amount will not be applied to reduce the Certificate Principal Balance of such Class.

         U.S. Bank:  U.S. Bank, NA, and any successor thereto.

         U.S. Bank Servicing  Agreement:  The Purchase,  Warranties and Servicing  Agreement,  dated as of
March 1, 2003, as amended by Amendment No. 1 to the Purchase,  Warranties and Servicing  Agreement,  dated
as of January 1, 2006, between EMC and U.S. Bank, N.A, attached hereto as Exhibit H-13.

         Washington Mutual:  Washington Mutual Bank, and its successor in interest.

         Washington  Mutual  Servicing  Agreement:  The Servicing  Agreement dated as of April 1, 2005, as
amended by  Regulation  AB  Amendment  to  Servicing  Agreement,  dated as of  February  1, 2006,  between
Washington Mutual and EMC, attached hereto as Exhibit H-14.

         Wells Fargo:  Wells Fargo Bank, N.A., and any successor thereto.

         Wells Fargo Servicing  Agreement:  Amended and Restated Master Seller's  Warranties and Servicing
Agreement dated as of November 1, 2005, between Wells Fargo and EMC, attached hereto as Exhibit H-15.



                                                ARTICLE II

                                      Conveyance of Mortgage Loans;

                                    Original Issuance of Certificates

         Section 2.01.     Conveyance of Mortgage Loans to Trustee.  (a) The Depositor  concurrently  with
the execution and delivery of this Agreement,  sells,  transfers and assigns to the Trust without recourse
all its right,  title and  interest in and to (i) the  Mortgage  Loans  identified  in the  Mortgage  Loan
Schedule,  including all interest and principal due with respect to the initial  Mortgage  Loans after the
Cut-off  Date,  but  excluding any payments of principal and interest due on or prior to the Cut-off Date;
(ii) such  assets as shall from time to time be credited  or are  required by the terms of this  Agreement
to be credited to the Distribution  Account  (iii) such assets relating to the Mortgage Loans as from time
to time may be held by the  Servicers  in  Protected  Accounts  and the  Securities  Administrator  in the
Distribution  Account  in the  name  of the  Trustee  on  behalf  of the  Trust  for  the  benefit  of the
Certificateholders  and the  Securities  Administrator  in the Reserve  Fund in the name of the Trustee on
behalf  of  the  Trust  for  the   benefit   of  the  Group  I  Offered,   Class   I-B-3  and  Class  B-IO
Certificateholders,  (iv) any REO Property,  (v) the Required  Insurance  Policies and any amounts paid or
payable by the insurer  under any  Insurance  Policy (to the extent the  mortgagee  has a claim  thereto),
(vi) the Mortgage Loan Purchase Agreement,  (vii) the rights with respect to the Servicing Agreements (and
each related  Recognition  Agreement  as defined and  described in the related  Assignment  Agreement)  as
assigned  to the  Trustee  on  behalf  of the  Trust  for the  benefit  of the  Certificateholders  by the
Assignment  Agreements  and the rights of the  Depositor  under the EMC Servicing  Agreement,  (viii) such
assets as shall  from time to time be  credited  or are  required  by the  terms of this  Agreement  to be
credited  to the  Distribution  Account  and the  Reserve  Fund and (ix) any  proceeds  of the  foregoing.
Although it is the intent of the parties to this Agreement that the conveyance of the  Depositor's  right,
title and  interest  in and to the  Mortgage  Loans and other  assets in the Trust Fund  pursuant  to this
Agreement  shall  constitute  a purchase  and sale and not a loan,  in the event that such  conveyance  is
deemed to be a loan,  it is the  intent of the  parties  to this  Agreement  that the  Depositor  shall be
deemed  to have  granted  to the  Trustee  a first  priority  perfected  security  interest  in all of the
Depositor's  right,  title and interest in, to and under the Mortgage  Loans and other assets in the Trust
Fund, and that this Agreement shall constitute a security agreement under applicable law.

         (b)      In connection with the above transfer and  assignment,  the Sponsor hereby deposits with
the Trustee or the Custodian, on behalf of the Trustee, with respect to each Mortgage Loan:

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

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

                  (iii)    unless the Mortgage  Loan is assigned in the name of MERS, a certified  copy of
the  assignment  (which may be in the form of a blanket  assignment  if permitted in the  jurisdiction  in
which the  Mortgaged  Property is located) to  "Citibank,  N.A.,  as Trustee",  with evidence of recording
with  respect to each  Mortgage  Loan in the name of the Trustee  thereon (or if clause (w) in the proviso
below applies or for Mortgage Loans with respect to which the related  Mortgaged  Property is located in a
state other than Maryland,  Tennessee,  South Carolina,  Mississippi and Florida, or an Opinion of Counsel
has been provided as set forth in this Section 2.01(b), shall be in recordable form),

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

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

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

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

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

         Section 2.02.     Acceptance  of Mortgage  Loans by Trustee.  (a) The  Trustee  acknowledges  the
sale,  transfer and assignment of the Trust Fund to it (or the Custodian,  on its behalf) by the Depositor
and  receipt  of,  subject  to  further  review  and the  exceptions  which may be noted  pursuant  to the
procedures  described  below,  and declares that it holds,  the documents  (or certified  copies  thereof)
delivered to it or the Custodian,  on its behalf,  pursuant to Section 2.01,  and declares that it (or the
Custodian,  on its behalf) will  continue to hold those  documents  and any  amendments,  replacements  or
supplements  thereto and all other  assets of the Trust Fund  delivered  to it (or the  Custodian,  on its
behalf)  as  Trustee  in  trust  for the  use  and  benefit  of all  present  and  future  Holders  of the
Certificates.  On the Closing Date, with respect to the Mortgage Loans, the Custodian,  shall  acknowledge
with respect to each Mortgage Loan by delivery to the  Depositor,  the Master  Servicer and the Trustee of
an Initial Certification  substantially in the form of Exhibit One to the Custodial Agreement,  receipt of
the Mortgage File, but without  review of such Mortgage  File,  except to the extent  necessary to confirm
that such  Mortgage  File  contains the related  Mortgage  Note or lost note  affidavit.  No later than 90
days after the Closing Date (or with respect to any Substitute  Mortgage  Loan,  within five Business Days
after the  receipt by the  Trustee or  Custodian  thereof),  the  Trustee  agrees,  for the benefit of the
Certificateholders,  to  review  or cause  to be  reviewed  by the  Custodian  on its  behalf  (under  the
Custodial  Agreement),  each  Mortgage  File  delivered to it and to execute and  deliver,  or cause to be
executed and delivered,  to the Depositor,  the Master  Servicer and the Trustee an Interim  Certification
substantially in the form annexed as Exhibit Two to the related  Custodial  Agreement.  In conducting such
review,  the  Trustee  or  Custodian,  on behalf of the  Trustee,  will  ascertain  whether  all  required
documents  have been  executed  and  received,  and based on the Mortgage  Loan  Schedule,  whether  those
documents  relate,  determined on the basis of the Mortgagor  name,  original  principal  balance and loan
number,  to the  Mortgage  Loans  it has  received,  as  identified  in the  Mortgage  Loan  Schedule.  In
performing any such review,  the Trustee or the Custodian,  on its behalf,  may  conclusively  rely on the
purported due  execution and  genuineness  of any such  document and on the purported  genuineness  of any
signature thereon. If the Trustee or the Custodian,  on its behalf,  finds any document  constituting part
of the Mortgage  File has not been executed or received,  or to be  unrelated,  determined on the basis of
the Mortgagor  name,  original  principal  balance and loan number,  to the Mortgage  Loans  identified in
Exhibit B,  or to appear defective on its face (i.e. torn, mutilated,  or otherwise physically altered) (a
"Material Defect"),  the Trustee or the Custodian,  on its behalf,  shall upon completion of the review of
all files,  but in no event later than 90 days after the Closing date,  notify the Sponsor.  In accordance
with the Mortgage  Loan  Purchase  Agreement,  the Sponsor  shall  correct or cure any such defect  within
ninety (90) days from the date of notice from the Trustee or the Custodian,  on its behalf,  of the defect
and if the Sponsor  fails to correct or cure the defect  within such  period,  and such defect  materially
and adversely  affects the interests of the  Certificateholders  in the related Mortgage Loan, the Trustee
or the  Custodian,  on its behalf,  shall enforce the Sponsor's  obligation  pursuant to the Mortgage Loan
Purchase  Agreement  within 90 days from the Trustee's or the Custodian's  notification,  to purchase such
Mortgage Loan at the Repurchase  Price;  provided that, if such defect would cause the Mortgage Loan to be
other  than a  "qualified  mortgage"  as  defined  in  Section 860G(a)(3)(A)  of  the  Code  and  Treasury
Regulation  Section  1.860G-2(a)(1),  (2), (4), (5), (6), (7) and (9),  without reliance on the provisions
of Treasury Regulation Section  1.860G-2(a)(3) or Treasury Regulation Section  1.860G-2(f)(2) or any other
provision  that would allow a Mortgage Loan to be treated as a "qualified  mortgage"  notwithstanding  its
failure to meet the  requirements of Section  860G(a)(3)(A)  of the Code and Treasury  Regulation  Section
1.860G-2(a)(1),  (2), (4),  (5),  (6), (7) and (9), any such cure or repurchase  must occur within 90 days
from the date such breach was  discovered;  provided,  however,  that if such defect relates solely to the
inability of the Sponsor to deliver the original Security Instrument or intervening  assignments  thereof,
or a certified  copy because the originals of such  documents,  or a certified copy have not been returned
by the  applicable  jurisdiction,  the Sponsor shall not be required to purchase such Mortgage Loan if the
Sponsor  delivers such original  documents or certified copy promptly upon receipt,  but in no event later
than 360 days after the Closing Date.  The foregoing  repurchase  obligation  shall not apply in the event
that the Sponsor  cannot  deliver such  original or copy of any document  submitted  for  recording to the
appropriate  recording office in the applicable  jurisdiction  because such document has not been returned
by such office;  provided  that the Sponsor shall instead  deliver a recording  receipt of such  recording
office or, if such receipt is not  available,  a  certificate  confirming  that such  documents  have been
accepted for  recording,  and delivery to the Trustee or the Custodian,  on its behalf,  shall be effected
by the Sponsor within thirty days of its receipt of the original recorded document.

         (b)      No later  than 180 days  after  the  Closing  Date (or with  respect  to any  Substitute
Mortgage Loan, within five Business Days after the receipt by the Trustee or the Custodian  thereof),  the
Trustee or the  Custodian,  on its behalf,  will review,  for the benefit of the  Certificateholders,  the
Mortgage  Files  delivered to it and will execute and deliver or cause to be executed and delivered to the
Depositor,  the Master Servicer and the Trustee a Final  Certification,  substantially in the form annexed
as Exhibit Three to the Custodial  Agreement.  In conducting  such review,  the Trustee or the  Custodian,
on its  behalf,  will  ascertain  whether an original of each  document  required to be recorded  has been
returned  from the  recording  office with  evidence  of  recording  thereon or a certified  copy has been
obtained from the  recording  office.  If the Trustee or the  Custodian,  on its behalf,  finds a Material
Defect,  the Trustee or the Custodian,  on its behalf,  shall upon  completion of the review of all files,
but in no event later than 180 days after the Closing Date, notify the Sponsor  (provided,  however,  that
with respect to those  documents  described in Sections  2.01(b)(iv),  (v) and (vii),  the  Trustee's  and
Custodian's  obligations  shall  extend only to the  documents  actually  delivered  to the Trustee or the
Custodian,  on behalf of the Trustee,  pursuant to such  Sections).  In accordance  with the Mortgage Loan
Purchase  Agreement  the Sponsor  shall  correct or cure any such  defect  within 90 days from the date of
notice from the Trustee or the  Custodian,  on its behalf,  of the  Material  Defect and if the Sponsor is
unable to cure such defect within such period,  and if such defect  materially  and adversely  affects the
interests  of the  Certificateholders  in the  related  Mortgage  Loan,  the  Trustee  shall  enforce  the
Sponsor's  obligation under the Mortgage Loan Purchase Agreement to provide a Substitute Mortgage Loan (if
within two years of the Closing Date) or purchase such Mortgage Loan at the  Repurchase  Price;  provided,
however,  that if such defect  would cause the Mortgage  Loan to be other than a  "qualified  mortgage" as
defined in  Section 860G(a)(3)(A)  of the Code and Treasury Regulation Section  1.860G-2(a)(1),  (2), (4),
(5), (6), (7) and (9), without reliance on the provisions of Treasury  Regulation  Section  1.860G-2(a)(3)
or Treasury  Regulation Section  1.860G-2(f)(2) or any other provision that would allow a Mortgage Loan to
be treated as a  "qualified  mortgage"  notwithstanding  its failure to meet the  requirements  of Section
860G(a)(3)(A)  of the Code and Treasury  Regulation  Section  1.860G-2(a)(1),  (2), (4), (5), (6), (7) and
(9), any such cure,  repurchase  or  substitution  must occur within 90 days from the date such breach was
discovered;  provided,  further,  that if such defect  relates  solely to the  inability of the Sponsor to
deliver the  original  Security  Instrument  or  intervening  assignments  thereof,  or a certified  copy,
because the originals of such  documents or a certified  copy,  have not been  returned by the  applicable
jurisdiction,  the Sponsor shall not be required to purchase such Mortgage  Loan, if the Sponsor  delivers
such original  documents or certified  copy  promptly  upon  receipt,  but in no event later than 360 days
after the  Closing  Date.  The  foregoing  repurchase  obligation  shall  not apply in the event  that the
Sponsor  cannot deliver such original or copy of any document  submitted for recording to the  appropriate
recording  office in the  applicable  jurisdiction  because such  document  has not been  returned by such
office;  provided that the Sponsor shall instead deliver a recording  receipt of such recording office or,
if such receipt is not  available,  a certificate  confirming  that such  documents have been accepted for
recording,  and delivery to the Trustee or the Custodian,  on its behalf, shall be effected by the Sponsor
within thirty days of its receipt of the original recorded document.

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

         Section 2.03.     Assignment  of  Interest  in the  Mortgage  Loan  Purchase  Agreement.  (a) The
Depositor  hereby assigns to the Trustee,  on behalf of the  Certificateholders,  all of its right,  title
and interest in the Mortgage Loan Purchase  Agreement  including but not limited to the Depositor's rights
and obligations  pursuant to the Servicing  Agreements  (noting that the Sponsor has retained the right in
the event of breach  of the  representations,  warranties  and  covenants,  if any,  with  respect  to the
related  Mortgage  Loans of the related  Servicer  under the related  Servicing  Agreement  to enforce the
provisions  thereof  and to seek  all or any  available  remedies).  The  obligations  of the  Sponsor  to
substitute   or   repurchase,   as   applicable,   a  Mortgage   Loan  shall  be  the  Trustee's  and  the
Certificateholders'  sole remedy for any breach  thereof.  At the request of the  Trustee,  the  Depositor
shall take such actions as may be  necessary  to enforce the above right,  title and interest on behalf of
the  Trustee  and the  Certificateholders  or shall  execute  such  further  documents  as the Trustee may
reasonably require in order to enable the Trustee to carry out such enforcement.

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

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

         Section 2.04.     Substitution  of Mortgage  Loans.  Notwithstanding  anything to the contrary in
this  Agreement,  in lieu of purchasing a Mortgage  Loan pursuant to the Mortgage Loan Purchase  Agreement
or  Sections  2.02 or 2.03 of this  Agreement,  the  Sponsor  may,  no later  than the date by which  such
purchase by the Sponsor  would  otherwise be required,  tender to the Trustee a Substitute  Mortgage  Loan
accompanied by a certificate of an authorized  officer of the Sponsor that such  Substitute  Mortgage Loan
conforms to the  requirements  set forth in the definition of  "Substitute  Mortgage Loan" in the Mortgage
Loan Purchase Agreement or this Agreement,  as applicable;  provided,  however, that substitution pursuant
to the Mortgage Loan Purchase  Agreement or  Section 2.04  of this  Agreement,  as applicable,  in lieu of
purchase  shall not be permitted  after the  termination of the two-year  period  beginning on the Startup
Day;  provided,  further,  that if the breach would cause the Mortgage  Loan to be other than a "qualified
mortgage"   as  defined  in   Section 860G(a)(3)(A)   of  the  Code  and   Treasury   Regulation   Section
1.860G-2(a)(1),  (2),  (4),  (5),  (6),  (7) and (9),  without  reliance  on the  provisions  of  Treasury
Regulation Section  1.860G-2(a)(3) or Treasury  Regulation  Section  1.860G-2(f)(2) or any other provision
that would allow a Mortgage Loan to be treated as a "qualified  mortgage"  notwithstanding  its failure to
meet  the   requirements  of  Section   860G(a)(3)(A)  of  the  Code  and  Treasury   Regulation   Section
1.860G-2(a)(1),  (2), (4), (5), (6), (7) and (9), any such cure or substitution  must occur within 90 days
from the date the breach was  discovered.  The Sponsor will  promptly  notify the Master  Servicer and the
Securities  Administrator of any such  substitution.  The Trustee or the Custodian,  on its behalf,  shall
examine the Mortgage  File for any  Substitute  Mortgage  Loan in the manner set forth in  Section 2.02(a)
and the Trustee or the  Custodian,  on its  behalf,  shall  notify the  Sponsor,  in writing,  within five
Business  Days after  receipt,  whether or not the  documents  relating to the  Substitute  Mortgage  Loan
satisfy the  requirements of the fourth sentence of Section  2.02(a).  Within two Business Days after such
notification,  the Sponsor shall provide to the Securities  Administrator  for deposit in the Distribution
Account the amount,  if any, by which the Outstanding  Principal Balance as of the next preceding Due Date
of the  Mortgage  Loan for  which  substitution  is being  made,  after  giving  effect  to the  Scheduled
Principal due on such date,  exceeds the Outstanding  Principal  Balance as of such date of the Substitute
Mortgage  Loan,  after  giving  effect to  Scheduled  Principal  due on such date,  which  amount shall be
treated for the  purposes  of this  Agreement  as if it were the payment by the Sponsor of the  Repurchase
Price for the purchase of a Mortgage  Loan by the  Sponsor.  After such  notification  to the Sponsor and,
if any such excess  exists,  upon  receipt of such  deposit,  the  Trustee  shall  accept such  Substitute
Mortgage Loan which shall  thereafter be deemed to be a Mortgage  Loan  hereunder.  In the event of such a
substitution,  accrued  interest on the Substitute  Mortgage Loan for the month in which the  substitution
occurs and any  Principal  Prepayments  made thereon  during such month shall be the property of the Trust
Fund and accrued  interest for such month on the Mortgage Loan for which the  substitution is made and any
Principal  Prepayments  made  thereon  during  such  month  shall  be the  property  of the  Sponsor.  The
Scheduled  Principal on a Substitute  Mortgage Loan due on the Due Date in the month of substitution shall
be the  property  of the  Sponsor  and  the  Scheduled  Principal  on the  Mortgage  Loan  for  which  the
substitution  is made due on such Due Date shall be the  property of the Trust Fund.  Upon  acceptance  of
the  Substitute  Mortgage Loan (and  delivery to the Trustee or the Custodian as agent of the Trustee,  as
applicable,  of a Request for Release  for such  Mortgage  Loan),  the  Trustee or the  Custodian,  on its
behalf,  shall  release to the Sponsor the related  Mortgage  File related to any Mortgage  Loan  released
pursuant to the Mortgage Loan Purchase  Agreement or Section 2.04 of this  Agreement,  as applicable,  and
shall execute and deliver all instruments of transfer or assignment,  without recourse,  representation or
warranty in form as provided to it as are  necessary to vest in the Sponsor  title to and rights under any
Mortgage  Loan  released  pursuant  to the  Mortgage  Loan  Purchase  Agreement  or  Section 2.04  of this
Agreement,  as  applicable.  The Sponsor shall deliver the documents  related to the  Substitute  Mortgage
Loan in accordance  with the  provisions of the Mortgage Loan Purchase  Agreement or Sections  2.01(b) and
2.02(b) of this  Agreement,  as applicable,  with the date of acceptance of the  Substitute  Mortgage Loan
deemed  to be the  Closing  Date for  purposes  of the time  periods  set  forth  in those  Sections.  The
representations  and warranties set forth in the Mortgage Loan Purchase  Agreement shall be deemed to have
been made by the Sponsor with respect to each  Substitute  Mortgage  Loan as of the date of  acceptance of
such  Mortgage  Loan by the Trustee.  The Sponsor  shall amend the Mortgage  Loan Schedule to reflect such
substitution  and shall  provide  a copy of such  amended  Mortgage  Loan  Schedule  to the  Trustee,  the
Securities Administrator, the Master Servicer, the Custodian and the Rating Agencies.

         In  connection  with any  substitution  of a Mortgage  Loan  pursuant to this Section  2.04,  the
Sponsor  shall  furnish  to the  Securities  Administrator  an  Officer's  Certificate,  signed  by a duly
authorized  officer of the Sponsor to the effect that such  substitution  has been made in accordance with
the terms and  conditions of this Agreement and that all conditions  precedent to such  substitution  have
been  satisfied,  including  the  delivery  to the  Securities  Administrator  of the  Purchase  Price  or
Substitution  Adjustment Amount, as applicable,  for deposit into the Distribution Account,  together with
copies of any Opinion of Counsel  required to be  delivered  pursuant  to this  Agreement  and the related
Request for Release.  Solely for purposes of the  Securities  Administrator  providing  an  Assessment  of
Compliance,  upon  receipt  of  such  documentation,  the  Securities  Administrator  shall  approve  such
substitution,  as applicable,  and which  approval shall consist solely of the Securities  Administrator's
receipt of such  documentation  and deposits.  It is understood and agreed that the obligation  under this
Agreement  of the  Sponsor to cure,  repurchase  or  replace  any  Mortgage  Loan as to which a breach has
occurred and is continuing shall  constitute the sole remedies against the Sponsor  respecting such breach
available to Certificateholders, the Depositor, the Trustee or the Securities Administrator.

         Section 2.05.     Issuance of  Certificates.  (a) The Trustee  acknowledges  the assignment to it
of the Mortgage Loans and the other assets  comprising  the Trust Fund and,  concurrently  therewith,  the
Securities  Administrator  has signed,  and  countersigned  and  delivered to the  Depositor,  in exchange
therefor,  Certificates in such authorized denominations  representing such Fractional Undivided Interests
as the Depositor has  requested.  The Trustee (or the  Custodian,  on its behalf) agrees that it will hold
the Mortgage  Loans and such other  assets as may from time to time be delivered to it (or the  Custodian,
on its behalf) segregated on the books of the Trustee in trust for the benefit of the Certificateholders.

         (b)      The  Depositor,  concurrently  with the  execution  and  delivery  hereof,  does  hereby
transfer,  assign,  set over and otherwise  convey in trust to the Trustee without recourse all the right,
title and interest of the Depositor in and to (i) the REMIC I Regular  Interests,  and the other assets of
REMIC IV, for the benefit of the holders of the REMIC IV Interests,  (ii) the REMIC II Regular  Interests,
and the other  assets of REMIC V, for the  benefit  of the  holders  of the REMIC V  Interests,  (iii) the
REMIC III-A  Regular  Interests,  and the other assets of REMIC  III-B,  for the benefit of the holders of
the REMIC III-B  Interests,  (iv) the REMIC III-B Regular  Interests,  the REMIC IV Regular  Interests and
the REMIC V Regular  Interests,  and the other  assets of REMIC VI, for the  benefit of the holders of the
REMIC VI Interests and (iv) REMIC VI Regular  Interests  B-IO-I and B-IO-P,  and the other assets of REMIC
VII for the benefit of the holders of the REMIC VII  Interests.  The Trustee  acknowledges  receipt of the
REMIC I Regular  Interests,  REMIC II Regular  Interests,  REMIC  III-A  Regular  Interests,  REMIC  III-B
Regular Interests,  REMIC IV Regular  Interests,  REMIC V Regular Interests and REMIC VI Regular Interests
B-IO-I  and B-IO-P  (each of which are  uncertificated)  and the other  assets of REMIC  III-B,  REMIC IV,
REMIC V,  REMIC VI and  REMIC  VII,  and  declares  that it holds  and will hold the same in trust for the
exclusive  use and  benefit of the  holders of the REMIC  III-B  Interests,  REMIC IV  Interests,  REMIC V
Interests, REMIC VI Interests and REMIC VII Interests, as applicable.

         Section 2.06.     Representations and Warranties  Concerning the Depositor.  The Depositor hereby
represents and warrants to the Trustee, the Master Servicer and the Securities Administrator as follows:

         (a)      the Depositor is duly organized and is validly existing as a limited  liability  company
in good  standing  under the laws of the State of Delaware and has full power and  authority  necessary to
own or hold its  properties  and to conduct  its  business  as now  conducted  by it and to enter into and
perform its obligations under this Agreement;

         (b)      the Depositor has the full power and authority to execute,  deliver and perform,  and to
enter into and consummate the transactions  contemplated  by, this Agreement and has duly  authorized,  by
all necessary  corporate  action on its part, the execution,  delivery and  performance of this Agreement,
and this  Agreement,  assuming the due  authorization,  execution and delivery hereof by the other parties
hereto,  constitutes a legal,  valid and binding  obligation  of the  Depositor,  enforceable  against the
Depositor in accordance with its terms,  subject,  as to  enforceability,  to (i) bankruptcy,  insolvency,
reorganization,  moratorium and other similar laws affecting  creditors' rights generally and (ii) general
principles of equity, regardless of whether enforcement is sought in a proceeding in equity or at law;

         (c)      the execution and delivery of this Agreement by the Depositor,  the  consummation of the
transactions  contemplated by this  Agreement,  and the fulfillment of or compliance with the terms hereof
are in the ordinary  course of business of the Depositor  and will not (A) result in a material  breach of
any term or  provision of the  certificate  of formation  or limited  liability  company  agreement of the
Depositor or (B) conflict with,  result in a breach,  violation or acceleration of, or result in a default
under,  the terms of any other  material  agreement or  instrument to which the Depositor is a party or by
which it may be bound or (C)  constitute a violation of any statute,  order or  regulation  applicable  to
the  Depositor  of  any  court,  regulatory  body,  administrative  agency  or  governmental  body  having
jurisdiction  over the  Depositor;  and the  Depositor is not in breach or  violation of any  indenture or
other  agreement  or  instrument,  or in  violation  of any  statute,  order or  regulation  of any court,
regulatory body,  administrative  agency or governmental body having jurisdiction over it, which breach or
violation may materially  impair the Depositor's  ability to perform or meet any of its obligations  under
this Agreement;

         (d)      no  litigation is pending,  or, to the best of the  Depositor's  knowledge,  threatened,
against  the  Depositor  that  would   materially  and  adversely   affect  the  execution,   delivery  or
enforceability  of this  Agreement or the ability of the Depositor to perform its  obligations  under this
Agreement in accordance with the terms hereof;

         (e)      no consent,  approval,  authorization  or order of any court or  governmental  agency or
body is required for the  execution,  delivery and  performance  by the Depositor of, or compliance by the
Depositor with, this Agreement or the  consummation of the  transactions  contemplated  hereby,  or if any
such consent, approval, authorization or order is required, the Depositor has obtained the same; and

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

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

         Section 2.07.     [Reserved]

         Section 2.08.       Purposes and Powers of the Trust.

         The  purpose  of the  common  law trust,  as  created  hereunder,  is to engage in the  following
activities:

         (a)      acquire  and hold the  Mortgage  Loans  and the other  assets of the Trust  Fund and the
proceeds therefrom;

         (b)      to issue the Certificates sold to the Depositor in exchange for the Mortgage Loans;

         (c)      to make payments on the Certificates;

         (d)      to engage in those  activities that are necessary,  suitable or convenient to accomplish
         the foregoing or are incidental thereto or connected therewith; and

         (e)      subject to compliance  with this  Agreement,  to engage in such other  activities as may
be required in  connection  with  conservation  of the Trust Fund and the making of  distributions  to the
Certificateholders.

         The  Trust is  hereby  authorized  to engage in the  foregoing  activities.  The trust  shall not
engage  in any  activity  other  than in  connection  with the  foregoing  or other  than as  required  or
authorized by the terms of this  Agreement  while any  Certificate is  outstanding,  and this Section 2.08
may  not be  amended,  without  the  consent  of the  Certificateholders  evidencing  51% or  more  of the
aggregate voting rights of the Certificates.


                                               ARTICLE III

                              Administration and Servicing of Mortgage Loans

         Section 3.01.     Master Servicer.  The Master Servicer shall supervise,  monitor and oversee the
obligation of the Servicers to service and administer their  respective  Mortgage Loans in accordance with
the terms of the  applicable  Servicing  Agreements  and shall have full power and authority to do any and
all things  which it may deem  necessary  or  desirable  in  connection  with such  master  servicing  and
administration.  In  performing  its  obligations  hereunder,  the Master  Servicer  shall act in a manner
consistent with Accepted Master Servicing  Practices.  Furthermore,  the Master Servicer shall oversee and
consult with each Servicer as necessary from time-to-time to carry out the Master  Servicer's  obligations
hereunder,  shall  receive,  review and evaluate all reports,  information  and other data provided to the
Master  Servicer  by each  Servicer  and shall cause each  Servicer to perform and observe the  covenants,
obligations  and conditions to be performed or observed by such Servicer  under its  applicable  Servicing
Agreement.  The Master  Servicer shall  independently  and separately  monitor each  Servicer's  servicing
activities  with respect to each related  Mortgage  Loan,  reconcile the results of such  monitoring  with
such  information  provided  in the  previous  sentence  on a  monthly  basis  and  coordinate  corrective
adjustments to the Servicers' and Master  Servicer's  records,  and based on such reconciled and corrected
information,  the Master Servicer shall provide such information to the Securities  Administrator as shall
be necessary in order for it to prepare the  statements  specified in Section 6.04,  and prepare any other
information  and  statements  required  to be  forwarded  by the  Master  Servicer  hereunder.  The Master
Servicer shall reconcile the results of its Mortgage Loan  monitoring  with the actual  remittances of the
Servicers as reported to the Master Servicer.

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

         The Trustee  shall furnish the Servicers  and the Master  Servicer,  upon written  request from a
Servicing  Officer,  with any powers of attorney,  in substantially the form attached hereto as Exhibit O,
and upon written  request from a Servicing  Officer,  other  documents in form as provided to it necessary
or  appropriate  to enable the Servicers  and the Master  Servicer to service and  administer  the related
Mortgage Loans and REO Property.

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

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

         Section 3.02.     REMIC-Related  Covenants.  For as long as each 2006-4  REMIC shall  exist,  the
Trustee and the Securities  Administrator shall act in accordance herewith to assure continuing  treatment
of such 2006-4 REMIC as a REMIC,  and the Trustee and the Securities  Administrator  shall comply with any
directions  of the  Depositor,  the  related  Servicer or the Master  Servicer  to assure such  continuing
treatment.  In particular,  the Securities  Administrator  shall not (a) sell or permit the sale of all or
any portion of the  Mortgage  Loans or of any  investment  of deposits in an Account  (except as otherwise
expressly  permitted by this  Agreement)  unless such sale is as a result of a repurchase  of the Mortgage
Loans pursuant to this Agreement or the Securities  Administrator  has received a REMIC Opinion  addressed
to the  Securities  Administrator  prepared  at the  expense  of the Trust  Fund;  and (b) other than with
respect to a  substitution  pursuant to the  Mortgage  Loan  Purchase  Agreement or  Section 2.04  of this
Agreement,  as  applicable,  accept any  contribution  to any 2006-4  REMIC  after the Startup Day without
receipt of a REMIC Opinion addressed to the Securities Administrator.

         Section 3.03.     Monitoring of  Servicers.  (a) The Master  Servicer  shall be  responsible  for
reporting to the Trustee and the Depositor the  non-compliance  by each Servicer with its duties under the
related Servicing  Agreement.  In the review of each Servicer's  activities,  the Master Servicer may rely
upon an officer's  certificate of the Servicer (or similar  document signed by an officer of the Servicer)
with regard to such  Servicer's  compliance with the terms of its Servicing  Agreement.  In the event that
the Master  Servicer,  in its  judgment,  determines  that a Servicer  (other than Wells Fargo)  should be
terminated in accordance  with its Servicing  Agreement,  or that a notice should be sent pursuant to such
Servicing  Agreement  with respect to the  occurrence  of an event that,  unless cured,  would  constitute
grounds for such  termination,  the Master  Servicer shall notify the Depositor and the Trustee in writing
thereof  and the  Master  Servicer  (or the  Trustee in the case that Wells  Fargo is the  Servicer  to be
terminated) shall issue such notice or take such other action as it deems appropriate.

         (b)      The Master Servicer,  for the benefit of the Trustee and the  Certificateholders,  shall
enforce the obligations of each Servicer under the related  Servicing  Agreement,  and shall, in the event
that a Servicer  fails to perform its  obligations  in accordance  with the related  Servicing  Agreement,
subject to the preceding  paragraph,  terminate the rights and obligations of such Servicer thereunder and
act as successor  servicer of the related  Mortgage  Loans (or, in the case of Wells  Fargo,  shall notify
the  Trustee in writing of the failure of Wells  Fargo to perform  its  obligations  under the Wells Fargo
Servicing  Agreement,  in which case the Trustee shall terminate the rights and obligations of Wells Fargo
as Servicer and select a successor  Servicer of the related  Mortgage Loans) or cause the Trustee to enter
in to a new Servicing  Agreement  with a successor  Servicer  selected by the Master  Servicer;  provided,
however,  it is  understood  and  acknowledged  by the  parties  hereto  that  there  will be a period  of
transition  (not to exceed 90 days) before the actual  servicing  functions  can be fully  transferred  to
such successor  Servicer.  Such  enforcement,  including,  without  limitation,  the legal  prosecution of
claims,  termination of Servicing  Agreements and the pursuit of other appropriate  remedies,  shall be in
such form and carried out to such an extent and at such time as the Master  Servicer  or the  Trustee,  as
applicable,  in its good faith business judgment,  would require were it the owner of the related Mortgage
Loans.  The Master  Servicer or the Trustee,  as  applicable,  shall pay the costs of such  enforcement at
its own expense,  provided that the Master Servicer or the Trustee,  as applicable,  shall not be required
to prosecute or defend any legal action except to the extent that the Master  Servicer or the Trustee,  as
applicable,  shall  have  received  reasonable  indemnity  for its costs and  expenses  in  pursuing  such
action.  Nothing  herein  shall impose any  obligation  on the part of the Trustee to assume or succeed to
the duties or obligations of Wells Fargo,  as servicer,  or the Master  Servicer  except if the Trustee is
unable to find a successor to Wells Fargo as successor  servicer or except as provided  under Section 8.02
herein, in which cases the Trustee shall assume or succeed to such duties or obligation.

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

         (d)      The  Master  Servicer  shall  require  each  Servicer  to  comply  with  the  remittance
requirements  and  other  obligations  set  forth  in  the  related  Servicing  Agreement,  including  the
obligation of each  Servicer to furnish  information  regarding the borrower  credit files related to each
Mortgage  Loan to  credit  reporting  agencies  in  compliance  with the  provisions  of the  Fair  Credit
Reporting Act and the applicable implementing regulations, on a monthly basis.

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

         Section 3.04.     Fidelity Bond. The Master  Servicer,  at its expense,  shall maintain in effect
a blanket fidelity bond and an errors and omissions  insurance policy,  affording coverage with respect to
all  directors,  officers,  employees  and other  Persons  acting on such Master  Servicer's  behalf,  and
covering  errors and omissions in the  performance of the Master  Servicer's  obligations  hereunder.  The
errors and omissions  insurance  policy and the fidelity  bond shall be in such form and amount  generally
acceptable for entities serving as master servicers or trustees.

         Section 3.05.     Power  to Act;  Procedures.  The  Master  Servicer  shall  master  service  the
Mortgage  Loans and  shall  have  full  power and  authority,  subject  to the  REMIC  Provisions  and the
provisions  of Article X hereof,  to do any and all things  that it may deem  necessary  or  desirable  in
connection with the master servicing and  administration of the Mortgage Loans,  including but not limited
to the power and  authority  (i) to  execute  and  deliver,  on behalf of the  Certificateholders  and the
Trustee,  customary consents or waivers and other instruments and documents,  (ii) to consent to transfers
of any Mortgaged  Property and assumptions of the Mortgage Notes and related  Mortgages,  (iii) to collect
any Insurance Proceeds and Liquidation  Proceeds,  and (iv) to effectuate  foreclosure or other conversion
of the ownership of the Mortgaged  Property  securing any Mortgage Loan, in each case, in accordance  with
the provisions of this Agreement and the Servicing Agreement, as applicable;  provided,  however, that the
Master  Servicer  shall not (and,  consistent  with its  responsibilities  under  Section 3.03,  shall not
authorize any Servicer to) knowingly or intentionally  take any action,  or fail to take (or fail to cause
to be taken) any action  reasonably  within its  control  and the scope of duties  more  specifically  set
forth herein,  that,  under the REMIC  Provisions,  if taken or not taken, as the case may be, would cause
any 2006-4  REMIC to fail to qualify as a REMIC or result in the  imposition  of a tax upon the Trust Fund
(including but not limited to the tax on prohibited  transactions as defined in  Section 860F(a)(2) of the
Code and the tax on contributions to a REMIC set forth in  Section 860G(d)  of the Code) unless the Master
Servicer  has  received  an Opinion  of Counsel  (but not at the  expense of the Master  Servicer)  to the
effect  that the  contemplated  action  would not cause any 2006-4  REMIC to fail to qualify as a REMIC or
result in the  imposition of a tax upon any 2006-4 REMIC.  The Trustee shall furnish the Master  Servicer,
upon  written  request  from a  Servicing  Officer,  with any  powers of  attorney  empowering  the Master
Servicer or any  Servicer to execute  and deliver  instruments  of  satisfaction  or  cancellation,  or of
partial or full release or discharge,  and to foreclose upon or otherwise  liquidate  Mortgaged  Property,
and to appeal,  prosecute or defend in any court action  relating to the Mortgage  Loans or the  Mortgaged
Property,  in accordance  with the  applicable  Servicing  Agreement and this  Agreement,  and the Trustee
shall execute and deliver such other documents,  as the Master Servicer may request,  to enable the Master
Servicer to master service and administer the Mortgage Loans and carry out its duties  hereunder,  in each
case in accordance with Accepted Master  Servicing  Practices (and the Trustee shall have no liability for
misuse of any such powers of attorney by the Master  Servicer  or any  Servicer).  If the Master  Servicer
or the Trustee  has been  advised  that it is likely  that the laws of the state in which  action is to be
taken  prohibit  such action if taken in the name of the Trustee or that the  Trustee  would be  adversely
affected  under the "doing  business"  or tax laws of such state if such action is taken in its name,  the
Master  Servicer shall join with the Trustee in the  appointment of a co-trustee  pursuant to Section 9.11
hereof.  In the  performance  of its  duties  hereunder,  the  Master  Servicer  shall  be an  independent
contractor and shall not,  except in those  instances  where it is taking action in the name of the Trust,
be deemed to be the agent of the Trust.

         Section 3.06.     Due-on-Sale  Clauses;  Assumption  Agreements.  To the extent  provided  in the
applicable  Servicing  Agreement,  to the extent Mortgage Loans contain enforceable  due-on-sale  clauses,
the Master  Servicer  shall cause the Servicers to enforce such clauses in accordance  with the applicable
Servicing  Agreement.  If applicable law prohibits the enforcement of a due-on-sale  clause or such clause
is otherwise not enforced in accordance with the applicable  Servicing  Agreement,  and, as a consequence,
a Mortgage Loan is assumed,  the original  Mortgagor may be released from liability in accordance with the
applicable Servicing Agreement.

         Section 3.07.     Release of Mortgage  Files.  (a) Upon becoming  aware of the payment in full of
any  Mortgage  Loan,  or the  receipt by any  Servicer  of a  notification  that  payment in full has been
escrowed  in a  manner  customary  for  such  purposes  for  payment  to  Certificateholders  on the  next
Distribution  Date, the Servicer will, if required  under the  applicable  Servicing  Agreement (or if the
Servicer  does not,  the  Master  Servicer  may),  promptly  furnish  to the  Custodian,  on behalf of the
Trustee,  two copies of a  certification  substantially  in the form of Exhibit D  hereto (or as otherwise
provided in the Custodial  Agreement) signed by a Servicing Officer or in a mutually agreeable  electronic
format  which  will,  in lieu of a  signature  on its face,  originate  from a  Servicing  Officer  (which
certification  shall include a statement to the effect that all amounts  received in connection  with such
payment that are required to be deposited in the Protected Account  maintained by the applicable  Servicer
pursuant to Section 4.01,  or by the applicable  Servicer pursuant to its Servicing  Agreement,  have been
or will be so deposited)  and shall request that the Custodian,  on behalf of the Trustee,  deliver to the
applicable  Servicer the related  Mortgage  File.  Upon  receipt of such  certification  and request,  the
Custodian,  on behalf of the Trustee,  shall promptly  release the related Mortgage File to the applicable
Servicer and the Trustee and Custodian shall have no further  responsibility  with regard to such Mortgage
File.  Upon any such payment in full, each Servicer is authorized,  to give, as agent for the Trustee,  as
the mortgagee  under the Mortgage  that secured the Mortgage  Loan,  an  instrument  of  satisfaction  (or
assignment of mortgage without recourse)  regarding the Mortgaged Property subject to the Mortgage,  which
instrument  of  satisfaction  or  assignment,  as the case may be,  shall be  delivered  to the  Person or
Persons  entitled  thereto against receipt  therefor of such payment,  it being understood and agreed that
no expenses  incurred in connection with such  instrument of  satisfaction or assignment,  as the case may
be, shall be chargeable to the Protected Account.

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

         Section 3.08.     Documents,  Records and Funds in Possession of Master  Servicer To Be Held for
Trustee.  (a) The  Master  Servicer  shall  transmit  and each  Servicer  (to the extent  required  by the
related  Servicing  Agreement) shall transmit to the Trustee or Custodian on its behalf such documents and
instruments  coming into the  possession of the Master  Servicer or such Servicer from time to time as are
required by the terms hereof, or in the case of the Servicers,  the applicable Servicing Agreement,  to be
delivered  to the Trustee or Custodian on its behalf.  Any funds  received by the Master  Servicer or by a
Servicer in respect of any Mortgage Loan or which  otherwise are collected by the Master  Servicer or by a
Servicer as Liquidation  Proceeds or Insurance  Proceeds in respect of any Mortgage Loan shall be held for
the benefit of the Trustee and the  Certificateholders  subject to the Master  Servicer's  right to retain
or withdraw from the  Distribution  Account the Master  Servicing  Compensation and other amounts provided
in this  Agreement,  and to the right of each  Servicer to retain its  Servicing  Fee and other amounts as
provided in the applicable  Servicing  Agreement.  The Master Servicer shall,  and (to the extent provided
in the applicable  Servicing  Agreement)  shall cause each Servicer to, provide access to information  and
documentation  regarding the Mortgage  Loans to the Trustee,  its agents and  accountants at any time upon
reasonable request and during normal business hours, and to  Certificateholders  that are savings and loan
associations,  banks  or  insurance  companies,  the  Office  of  Thrift  Supervision,  the  FDIC  and the
supervisory  agents and  examiners of such Office and  Corporation  or  examiners of any other  federal or
state banking or insurance  regulatory  authority if so required by applicable  regulations  of the Office
of Thrift  Supervision or other regulatory  authority,  such access to be afforded without charge but only
upon  reasonable  request  in  writing  and  during  normal  business  hours at the  offices of the Master
Servicer  designated  by it. In fulfilling  such a request the Master  Servicer  shall not be  responsible
for determining the sufficiency of such information.

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

         Section 3.09.     Standard Hazard Insurance and Flood Insurance  Policies.  (a) For each Mortgage
Loan,  the Master  Servicer  shall enforce any  obligation of the  Servicers  under the related  Servicing
Agreements  to  maintain  or cause to be  maintained  standard  fire and  casualty  insurance  and,  where
applicable,  flood insurance,  all in accordance with the provisions of the related Servicing  Agreements.
It is  understood  and  agreed  that  such  insurance  shall  be with  insurers  meeting  the  eligibility
requirements  set forth in the applicable  Servicing  Agreement and that no earthquake or other additional
insurance is to be required of any  Mortgagor  or to be  maintained  on property  acquired in respect of a
defaulted  loan,  other than pursuant to such  applicable  laws and regulations as shall at any time be in
force and as shall require such additional insurance.

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

         Section 3.10.     Presentment  of Claims and  Collection of Proceeds.  The Master  Servicer shall
(to the extent provided in the applicable  Servicing  Agreement) cause the related Servicer to prepare and
present on behalf of the Trustee and the  Certificateholders  all claims under the Insurance  Policies and
take such actions  (including  the  negotiation,  settlement,  compromise or  enforcement of the insured's
claim) as shall be necessary  to realize  recovery  under such  policies.  Any  proceeds  disbursed to the
Master  Servicer  (or  disbursed  to a Servicer  and  remitted to the Master  Servicer) in respect of such
policies,  bonds or contracts  shall be promptly  deposited  in the  Distribution  Account  upon  receipt,
except  that any  amounts  realized  that are to be applied to the repair or  restoration  of the  related
Mortgaged  Property as a condition  precedent to the  presentation of claims on the related  Mortgage Loan
to the insurer under any applicable Insurance Policy need not be so deposited (or remitted).

         Section 3.11.     Maintenance  of  the  Primary  Mortgage  Insurance  Policies.  (a)  The  Master
Servicer  shall not take,  or permit any  Servicer  (to the extent  such  action is  prohibited  under the
applicable  Servicing  Agreement)  to take,  any  action  that  would  result  in  noncoverage  under  any
applicable  Primary  Mortgage  Insurance  Policy of any loss  which,  but for the  actions  of the  Master
Servicer or such  Servicer,  would have been covered  thereunder.  The Master  Servicer shall use its best
reasonable  efforts to cause each Servicer (to the extent required under the related Servicing  Agreement)
to keep in force and effect (to the extent that the  Mortgage  Loan  requires  the  Mortgagor  to maintain
such  insurance),  primary  mortgage  insurance  applicable to each  Mortgage Loan in accordance  with the
provisions of this  Agreement and the related  Servicing  Agreement,  as applicable.  The Master  Servicer
shall not,  and shall not  authorize  any  Servicer (to the extent  required  under the related  Servicing
Agreement) to, cancel or refuse to renew any such Primary  Mortgage  Insurance Policy that is in effect at
the date of the initial  issuance  of the  Mortgage  Note and is  required  to be kept in force  hereunder
except in  accordance  with the  provisions  of this  Agreement and the related  Servicing  Agreement,  as
applicable.

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

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

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

         Section 3.13.     Realization  Upon Defaulted  Mortgage  Loans.  The Master  Servicer shall cause
each  Servicer  (to the  extent  required  under the  related  Servicing  Agreement)  to  foreclose  upon,
repossess or otherwise  comparably  convert the  ownership of Mortgaged  Properties  securing  such of the
Mortgage Loans as come into and continue in default and as to which no  satisfactory  arrangements  can be
made for collection of delinquent payments, all in accordance with the applicable Servicing Agreement.

         Section 3.14.     Compensation for the Master Servicer.

         The Master  Servicer  will be entitled to the income and gain  realized  from any  investment  of
funds in the  Distribution  Account as set forth in Section  4.04(f) for the performance of its activities
hereunder.  The Master  Servicer shall be required to pay all expenses  incurred by it in connection  with
its activities  hereunder and shall not be entitled to  reimbursement  therefor except as provided in this
Agreement.

         Section 3.15.     REO  Property.  (a) In the event the Trust Fund  acquires  ownership of any REO
Property in respect of any related  Mortgage  Loan, the deed or certificate of sale shall be issued to the
Trustee,  or to its nominee,  on behalf of the related  Certificateholders.  The Master Servicer shall, to
the extent  provided in the applicable  Servicing  Agreement,  cause the applicable  Servicer to sell, any
REO Property as  expeditiously  as possible and in accordance  with the  provisions of this  Agreement and
the related Servicing  Agreement,  as applicable.  Pursuant to its efforts to sell such REO Property,  the
Master  Servicer  shall cause the  applicable  Servicer to protect and conserve,  such REO Property in the
manner and to the extent  required by the applicable  Servicing  Agreement,  in accordance  with the REMIC
Provisions  and in a manner  that  does not  result in a tax on "net  income  from  foreclosure  property"
(unless such result would maximize the Trust Fund's  after-tax  return on such property) or cause such REO
Property to fail to qualify as  "foreclosure  property"  within the meaning of Section  860G(a)(8)  of the
Code.

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

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

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

         Section 3.16.     Annual  Statement as to  Compliance.  The Master  Servicer  and the  Securities
Administrator   shall  deliver  (or  otherwise  make  available)  to  the  Depositor  and  the  Securities
Administrator,  not later than March 15 of each calendar year beginning in 2007, an Officer's  Certificate
(an "Annual  Statement of Compliance")  stating,  as to each signatory  thereof,  that (i) a review of the
activities  of each such party  during  the  preceding  calendar  year and of its  performance  under this
Agreement  has  been  made  under  such  officer's  supervision  and  (ii) to the  best of such  officer's
knowledge,  based on such review,  such party has fulfilled all of its obligations under this Agreement in
all  material  respects  throughout  such  year,  or,  if there  has been a failure  to  fulfill  any such
obligation  in any material  respect,  specifying  each such failure  known to such officer and the nature
and  status  of  cure  provisions   thereof.   Such  Annual  Statement  of  Compliance  shall  contain  no
restrictions  or  limitations  on its use.  The Master  Servicer  shall  enforce  the  obligation  of each
Servicer,  to the  extent  set forth in the  related  Servicing  Agreement,  to  deliver a similar  Annual
Statement of Compliance by that Servicer to the Depositor and the  Securities  Administrator  as described
above as and when  required  with  respect to the Master  Servicer.  In the event that  certain  servicing
responsibilities  with  respect to the Mortgage  Loans have been  delegated  by the Master  Servicer,  the
Securities  Administrator  or a Servicer to a subservicer or  subcontractor,  each such entity shall cause
such  subservicer or subcontractor  (and with respect to each Servicer,  the Master Servicer shall enforce
the obligation of such Servicer to the extent required under the related  Servicing  Agreement) to deliver
a similar Annual  Statement of Compliance by that  subservicer or  subcontractor  to the Depositor and the
Securities  Administrator  as described  above as and when required with respect to the Master Servicer or
the related Servicer, as the case may be.

         Failure of the Master  Servicer to comply with this Section 3.16  (including  with respect to the
time  frames  required  in this  Section)  shall be deemed an Event of  Default  and the  Trustee,  at the
written  direction  of the  Depositor,  shall,  in addition to whatever  rights the Trustee may have under
this Agreement and at law or equity or to damages,  including injunctive relief and specific  performance,
upon  notice  immediately  terminate  all the rights and  obligations  of the Master  Servicer  under this
Agreement  and in and to the  Mortgage  Loans and the proceeds  thereof  without  compensating  the Master
Servicer for the same.  This  paragraph  shall  supercede  any other  provision  in this  Agreement or any
other agreement to the contrary.

         Failure  of the  Securities  Administrator  to comply  with this  Section  3.16  (including  with
respect to the time frames  required in this Section)  shall be deemed an Event of Default and the Trustee
at the written  direction of the  Depositor,  shall,  in addition to whatever  rights the Trustee may have
under  this  Agreement  and at law or equity or to  damages,  including  injunctive  relief  and  specific
performance,  upon  notice  immediately  terminate  all  the  rights  and  obligations  of the  Securities
Administrator  under this  Agreement  and in and to the Mortgage  Loans and the proceeds  thereof  without
compensating  the  Securities  Administrator  for the  same.  This  paragraph  shall  supercede  any other
provision in this Agreement or any other agreement to the contrary.

         Section 3.17.     Assessments of Compliance  and  Attestation  Reports.  Pursuant to Rules 13a-18
and  15d-18 of the  Exchange  Act and Item 1122 of  Regulation  AB, the Master  Servicer,  the  Securities
Administrator  and the Custodian (to the extent set forth in this Section)  (each,  an "Attesting  Party")
shall deliver (or otherwise  make  available) to the  Depositor,  the Master  Servicer and the  Securities
Administrator  on or before March 15 of each  calendar  year  beginning in 2007, a report  regarding  such
Attesting  Party's  assessment of compliance (an "Assessment of Compliance")  with the Servicing  Criteria
during the preceding  calendar year.  The  Assessment of  Compliance,  as set forth in Regulation AB, must
contain the following:

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

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

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

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

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

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

         On or before  March 15 of each  calendar  year  beginning  in 2007,  each  Attesting  Party shall
furnish to the Master Servicer,  the Depositor and the Securities  Administrator a report (an "Attestation
Report") by a  registered  public  accounting  firm that  attests to, and  reports on, the  Assessment  of
Compliance  made by the related  Attesting  Party,  as required by Rules 13a-18 and 15d-18 of the Exchange
Act and  Item  1122(b)  of  Regulation  AB,  which  Attestation  Report  must be made in  accordance  with
standards for  attestation  reports issued or adopted by the Public Company  Accounting  Oversight  Board.
Such Attestation Report shall contain no restrictions or limitations on its use.

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

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

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

         Section 3.18.     Reports Filed with  Securities  and Exchange  Commission.  (a)(i)(A)  Within 15
days after each  Distribution  Date,  the  Securities  Administrator  shall,  in accordance  with industry
standards,  prepare and file with the Commission via the  Electronic  Data Gathering and Retrieval  System
("EDGAR"),  a Distribution Report on Form 10-D, signed by the Master Servicer,  with a copy of the Monthly
Statement  to  be  furnished  by  the  Securities   Administrator  to  the   Certificateholders  for  such
Distribution  Date  provided  that the  Securities  Administrator  shall  have  received  no later  than 5
calendar  days after the  related  Distribution  Date,  all  information  required  to be  provided to the
Securities  Administrator  as  described  in clause  (a)(iv)  below.  Any  disclosure  in  addition to the
Monthly  Statement  that is  required  to be included  on Form 10-D  ("Additional  Form 10-D  Disclosure")
shall,  pursuant to the paragraph  immediately below, be reported by the parties set forth on Exhibit Q to
the  Securities  Administrator  and the  Depositor,  approved  for  inclusion  by the  Depositor,  and the
Securities  Administrator  will have no duty or  liability  for any  failure  hereunder  to  determine  or
prepare any Additional  Form 10-D  Disclosure  absent such reporting  (other than with respect to cases in
which the Securities Administrator is the reporting party as set forth in Exhibit Q) and approval.

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

         (C)   After preparing the Form 10-D, the Securities  Administrator  shall forward  electronically
         a copy of the Form 10-D to the  Master  Servicer,  and in the case  that such Form 10-D  contains
         Additional Form 10-D  Disclosure,  to the Master Servicer and the Depositor,  for review.  Within
         two Business Days after  receipt of such copy,  but no later than the 12th calendar day after the
         Distribution Date (provided that, the Securities  Administrator  forwards a copy of the Form 10-D
         no later than the 10th calendar  after the  Distribution  Date),  the Depositor  shall notify the
         Securities  Administrator  in writing (which may be furnished  electronically)  of any changes to
         or approval of such Form 10-D.  In the  absence of receipt of any  written  changes or  approval,
         the  Securities  Administrator  shall be  entitled to assume that such Form 10-D is in final form
         and the  Securities  Administrator  may proceed with the  execution  and filing of the Form 10-D.
         No later than the 13th  calendar  day after the  related  Distribution  Date,  a duly  authorized
         officer  of the  Master  Servicer  shall  sign the Form 10-D and,  in the case  where the  Master
         Servicer and  Securities  Administrator  are not  affiliated  return an electronic or fax copy of
         such signed Form 10-D (with an original  executed  hard copy to follow by overnight  mail) to the
         Securities  Administrator.  If a Form 10-D cannot be filed on time or if a previously  filed Form
         10-D needs to be amended,  the Securities  Administrator  will follow the procedures set forth in
         Section 3.18(a)(v)(B).  Promptly  (but no later than one (1) Business  Day) after filing with the
         Commission,   the  Securities   Administrator  will  make  available  on  its  internet  website,
         identified  in Section  6.07,  a final  executed  copy of each Form 10-D filed by the  Securities
         Administrator.  The  signing  party at the  Master  Servicer  can be  contacted  as set  forth in
         Section  11.07.  Form 10-D requires the  registrant to indicate (by checking  "yes" or "no") that
         it (1) has filed all  reports  required  to be filed by Section 13 or 15(d) of the  Exchange  Act
         during the preceding 12 months (or for such shorter  period that the  registrant  was required to
         file such reports),  and (2) has been subject to such filing  requirements  for the past 90 days.
         The  Depositor  shall notify the  Securities  Administrator  in writing,  no later than the fifth
         calendar day after the related  Distribution  Date with respect to the filing of a report on Form
         10-D if the  answer  to the  questions  should be "no".  The  Securities  Administrator  shall be
         entitled to rely on the  representations  in Section 2.06(g) and in any such notice in preparing,
         executing  and/or  filing any such report.  The parties to this  Agreement  acknowledge  that the
         performance by the Master Servicer and the Securities  Administrator of their  respective  duties
         under  Sections  3.18(a)(i)  and (v) related to the timely  preparation,  execution and filing of
         Form 10-D is contingent  upon such parties  strictly  observing all  applicable  deadlines in the
         performance  of  their  duties  under  such  Sections.   Neither  the  Master  Servicer  nor  the
         Securities  Administrator  shall  have any  liability  for any  loss,  expense,  damage  or claim
         arising out of or with respect to any failure to properly  prepare,  execute  and/or  timely file
         such Form 10-D,  where such  failure  results  from a party's  failure  to  deliver,  on a timely
         basis,  any  information  from such party needed to prepare,  arrange for  execution or file such
         Form 10-D, not resulting from its own negligence, bad faith or willful misconduct.

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

         (B)      For so long as the Trust is subject  to the  Exchange  Act  reporting  requirements,  no
         later than the close of business on the 2nd  Business  Day after the  occurrence  of a Reportable
         Event (i) the parties set forth in Exhibit Q shall be  required  pursuant to Section  3.18(a)(iv)
         below to provide,  and the Master  Servicer will enforce the obligations of each Servicer (to the
         extent provided in the related Servicing  Agreement) to provide, to the Securities  Administrator
         and the Depositor,  to the extent known by a responsible  officer  thereof,  in  EDGAR-compatible
         form,  or in such other form as otherwise  agreed upon by the  Securities  Administrator  and the
         Depositor  and such party,  the form and  substance of any Form 8-K  Disclosure  Information,  if
         applicable,  and (ii) the Depositor  will approve,  as to form and substance,  or disapprove,  as
         the  case may be,  the  inclusion  of the  Form  8-K  Disclosure  Information  on Form  8-K.  The
         Depositor will be responsible  for any reasonable  fees and  out-of-pocket  expenses  assessed or
         incurred by the  Securities  Administrator  in connection  with including any Form 8-K Disclosure
         Information on Form 8-K pursuant to this Section.
         (C)      After   preparing   the  Form  8-K,   the   Securities   Administrator   shall   forward
         electronically  a copy of the Form 8-K to the  Depositor and the Master  Servicer for review.  No
         later  than  the  close  of  business  New York  City  time on the 3rd  Business  Day  after  the
         Reportable  Event, or in the case where the Master Servicer and the Securities  Administrator are
         unaffiliated,  no later  than  12:00 p.m.  New York City time on the 4th  Business  Day after the
         Reportable  Event, a duly authorized  officer of the Master Servicer shall sign the Form 8-K and,
         in the case  where the Master  Servicer  and the  Securities  Administrator  are not  affiliated,
         return an  electronic  or fax copy of such signed Form 8-K (with an original  executed  hard copy
         to follow by overnight  mail) to the Securities  Administrator.  Promptly,  but no later than the
         close of  business  on the 3rd  Business  Day after the  Reportable  Event  (provided  that,  the
         Securities  Administrator  forwards  a copy of the Form 8-K no later  than  noon New York time on
         the 3rd Business Day after the  Reportable  Event),  the  Depositor  shall notify the  Securities
         Administrator  in writing (which may be furnished  electronically)  of any changes to or approval
         of  such  Form  8-K.  In the  absence  of  receipt  of  any  written  changes  or  approval,  the
         Securities  Administrator  shall be  entitled  to assume  that such Form 8-K is in final form and
         the  Securities  Administrator  may proceed with the  execution  and filing of the Form 8-K. If a
         Form 8-K  cannot be filed on time or if a  previously  filed  Form 8-K needs to be  amended,  the
         Securities  Administrator  will  follow  the  procedures  set  forth  in   Section 3.18(a)(v)(B).
         Promptly  (but no later  than one (1)  Business  Day)  after  filing  with  the  Commission,  the
         Securities  Administrator  will make  available on its internet  website,  identified  in Section
         6.07,  a final  executed  copy of each  Form  8-K  filed  by the  Securities  Administrator.  The
         signing  party at the  Master  Servicer  can be  contacted  as set forth in  Section  11.07.  The
         parties  to this  Agreement  acknowledge  that the  performance  by the Master  Servicer  and the
         Securities  Administrator of their respective  duties under this Section  3.18(a)(ii)  related to
         the  timely  preparation,  execution  and  filing of Form 8-K is  contingent  upon  such  parties
         strictly  observing  all  applicable  deadlines  in the  performance  of their  duties under this
         Section  3.18(a)(ii).  Neither the Master  Servicer nor the Securities  Administrator  shall have
         any  liability  for any loss,  expense,  damage or claim  arising  out of or with  respect to any
         failure to  properly  prepare,  execute  and/or  timely  file such Form 8-K,  where such  failure
         results from a party's failure to deliver,  on a timely basis,  any  information  from such party
         needed to prepare,  arrange  for  execution  or file such Form 8-K,  not  resulting  from its own
         negligence, bad faith or willful misconduct.

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

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

         (C)               After  preparing  the Form 10-K,  the  Securities  Administrator  shall forward
         electronically  a copy of the Form 10-K to the  Depositor  (only in the case where such Form 10-K
         includes  Additional  Form 10-K  Disclosure  and otherwise if requested by the Depositor) and the
         Master  Servicer  for review.  Within  three  Business  Days after  receipt of such copy,  but no
         later than March 25th (provided  that, the Securities  Administrator  forwards a copy of the Form
         10-K no later than the third  Business Day prior to March 25th),  the Depositor  shall notify the
         Securities  Administrator  in writing (which may be furnished  electronically)  of any changes to
         or approval of such Form 10-K.  In the  absence of receipt of any  written  changes or  approval,
         the  Securities  Administrator  shall be  entitled to assume that such Form 10-K is in final form
         and the  Securities  Administrator  may proceed with the  execution  and filing of the Form 10-K.
         No later than the close of business  Eastern  Standard  time on the 4th Business Day prior to the
         10-K  Filing  Deadline,  an  officer  of the Master  Servicer  in charge of the master  servicing
         function  shall sign the Form 10-K and in the case where the Master  Servicer and the  Securities
         Administrator are  unaffiliated,  return an electronic or fax copy of such signed Form 10-K (with
         an original  executed  hard copy to follow by overnight  mail) to the  Securities  Administrator.
         If a Form 10-K  cannot be filed on time or if a  previously  filed Form 10-K needs to be amended,
         the  Securities  Administrator  will follow the  procedures  set forth in Section  3.18(a)(v)(B).
         Promptly  (but no later  than one (1)  Business  Day)  after  filing  with  the  Commission,  the
         Securities  Administrator  will make  available on its internet  website,  identified  in Section
         6.07,  a final  executed  copy of each  Form  10-K  filed by the  Securities  Administrator.  The
         signing party at the Master  Servicer can be contacted as set forth in Section  11.07.  Form 10-K
         requires  the  registrant  to  indicate  (by  checking  "yes" or "no")  that it (1) has filed all
         reports  required to be filed by Section 13 or 15(d) of the Exchange Act during the  preceding 12
         months (or for such shorter period that the  registrant  was required to file such reports),  and
         (2) has been  subject to such  filing  requirements  for the past 90 days.  The  Depositor  shall
         notify the Securities  Administrator  in writing,  no later than March 15th of each year in which
         the Trust is subject to the  requirements  of the  Exchange  Act with  respect to the filing of a
         report  on  Form  10-K,  if  the  answer  to  the  questions   should  be  "no".  The  Securities
         Administrator  shall be entitled  to rely on the  representations  in Section  2.06(g) and in any
         such  notice  in  preparing,  executing  and/or  filing  any such  report.  The  parties  to this
         Agreement   acknowledge   that  the  performance  by  the  Master  Servicer  and  the  Securities
         Administrator  of their  respective  duties  under  Section  3.18(a)(iv)  and (v)  related to the
         timely  preparation,  execution and filing of Form 10-K is contingent upon such parties  strictly
         observing  all  applicable  deadlines in the  performance  of their  duties  under such  Section,
         Section  3.16 and Section  3.17.  Neither the Master  Servicer nor the  Securities  Administrator
         shall have any liability for any loss, expense,  damage,  claim arising out of or with respect to
         any failure to properly  prepare,  execute and/or timely file such Form 10-K,  where such failure
         results from the Master  Servicer's  or the  Securities  Administrator's  inability or failure to
         receive,  on a timely  basis,  any  information  from any other party  hereto  needed to prepare,
         arrange for execution or file such Form 10-K,  not resulting from its own  negligence,  bad faith
         or willful misconduct.  Subject to the foregoing,  the Securities Administrator has no duty under
         this  Agreement to monitor or enforce the  performance  by the other parties  listed on Exhibit Q
         of their duties  under this  paragraph  or  proactively  solicit or procure from such parties any
         Additional Form 10-K Disclosure information.

         (D)      Each Form 10-K  shall  include a  certification  (the  "Sarbanes-Oxley  Certification"),
         required to be included  therewith  pursuant to the  Sarbanes-Oxley  Act which shall be signed by
         the Certifying  Person and delivered to the Securities  Administrator no later than March 15th of
         each year in which the Trust is subject to the  reporting  requirements  of the Exchange Act. The
         Master  Servicer  shall cause any Servicer and any  subservicer or  subcontractor,  to the extent
         set forth in the related Servicing  Agreement,  engaged by it to, provide to the Person who signs
         the  Sarbanes-Oxley  Certification (the "Certifying  Person"),  by March 10 of each year in which
         the Trust is  subject  to the  reporting  requirements  of the  Exchange  Act (or such other date
         specified in the related  Servicing  Agreement) and otherwise within a reasonable  period of time
         upon request, a certification (each, a "Back-Up  Certification"),  in the form attached hereto as
         Exhibit N, upon which the Certifying  Person,  the entity for which the Certifying Person acts as
         an  officer,  and  such  entity's  officers,  directors  and  Affiliates  (collectively  with the
         Certifying  Person,  "Certification  Parties")  can  reasonably  rely.  An  officer of the Master
         Servicer  in charge of the master  servicing  function  shall serve as the  Certifying  Person on
         behalf of the Trust.  Such  officer of the  Certifying  Person can be  contacted  as set forth in
         Section 11.07.

                  (iv)     With  respect to any  Additional  Form 10-D  Disclosure,  Additional  Form 10-K
Disclosure or any Form 8-K Disclosure  Information  (collectively,  the "Additional  Disclosure") relating
to the Trust Fund in the form attached hereto as Exhibit R, the Securities  Administrator's  obligation to
include such Additional  Information in the applicable  Exchange Act report is subject to receipt from the
entity that is indicated in Exhibit Q as the responsible  party for providing that  information,  if other
than the Securities  Administrator,  as and when required as described in Section 3.18(a)(i) through (iii)
above.  Such Additional  Disclosure shall be accompanied by a notice  substantially in the form of Exhibit
R. Each of the Company as a Servicer,  the Master  Servicer,  the Sponsor,  the  Securities  Administrator
and the  Depositor  hereby  agrees to notify and provide,  and the Master  Servicer  agrees to enforce the
obligations  (to the extent  provided  in the  related  Servicing  Agreement)  to the extent  known to the
Master Servicer,  Sponsor,  Securities  Administrator and Depositor all Additional  Disclosure relating to
the Trust Fund,  with respect to which such party is indicated in Exhibit Q as the  responsible  party for
providing that  information.  Within five Business Days prior to each  Distribution Date of each year that
the Trust is subject to the Exchange Act reporting  requirements,  the Depositor  shall make  available to
the Securities  Administrator  the Group I Significance  Estimate and the Securities  Administrator  shall
use such  information  to  calculate  the Group I  Significance  Percentage.  If the Group I  Significance
Percentage  meets either of the threshold  levels  detailed in Item 1115(b)(1) or 1115(b)(2) of Regulation
AB, the  Securities  Administrator  shall  deliver  written  notification  to the  Depositor,  the related
Counterparty  to that effect,  which  notification  shall include a request that the related  Counterparty
provide  Regulation  AB  information  to the  Depositor  in  accordance  with  the  related  Cap  Contract
Agreement.  The  Depositor  shall be obligated  to obtain from the related  Counterparty  any  information
required  under  Regulation  AB to the extent  required  under the related Cap Contract  Agreement  and to
provide to the Securities  Administrator  any information  that may be required to be included in any Form
10-D,  Form 8-K or Form 10-K  relating to the  related  Cap  Contract  Agreement  or written  notification
instructing  the  Securities   Administrator  that  such  Additional   Disclosure  regarding  the  related
Counterparty  is not necessary for such  Distribution  Date. The Depositor  shall be  responsible  for any
reasonable  fees and expenses  assessed or incurred by the  Securities  Administrator  in connection  with
including any Additional Disclosure information pursuant to this section.

                  So long as the  Depositor  is subject to the filing  requirements  of the  Exchange  Act
with respect to the Trust Fund,  the Trustee shall notify the Securities  Administrator  and the Depositor
of any  bankruptcy  or  receivership  with  respect  to the  Trustee  or of any  proceedings  of the  type
described  under Item 1117 of  Regulation  AB that have  occurred as of the  related Due Period,  together
with a  description  thereof,  no later  than the date on which  such  information  is  required  of other
parties  hereto as set forth  under  this  Section  3.18.  In  addition,  the  Trustee  shall  notify  the
Securities  Administrator  and the Depositor of any affiliations or  relationships  that develop after the
Closing  Date  between  the Trustee and the  Depositor,  EMC,  the  Securities  Administrator,  the Master
Servicer,  the  Counterparty  or the Custodian of the type  described  under Item 1119 of  Regulation  AB,
together  with a  description  thereof,  no later  than March 15 of each year that the Trust is subject to
the Exchange Act reporting  requirements,  commencing  in 2007.  Should the  identification  of any of the
Depositor,  the Sponsor,  the Securities  Administrator,  the Master  Servicer,  the  Counterparty  or the
Custodian change, the Depositor shall promptly notify the Trustee.

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

         (B)      In the event  that the  Securities  Administrator  is  unable  to  timely  file with the
         Commission  all or any  required  portion of any Form 8-K,  10-D or 10-K  required to be filed by
         this  Agreement  because  required  disclosure  information  was  either not  delivered  to it or
         delivered  to it after  the  delivery  deadlines  set  forth in this  Agreement  or for any other
         reason,  the  Securities  Administrator  will  promptly  notify  the  Depositor  and  the  Master
         Servicer.  In the case of Form 10-D and 10-K,  the  Depositor,  Master  Servicer  and  Securities
         Administrator  will  cooperate  to  prepare  and  file a Form  12b-25  and a 10-DA  and  10-KA as
         applicable,  pursuant  to  Rule  12b-25  of the  Exchange  Act.  In the  case of  Form  8-K,  the
         Securities  Administrator will, upon receipt of all required Form 8-K Disclosure  Information and
         upon the approval and direction of the  Depositor,  include such  disclosure  information  on the
         next Form  10-D.  In the event  that any  previously  filed  Form 8-K,  10-D or 10-K  needs to be
         amended and such amendment  relates to any Additional  Disclosure,  the Securities  Administrator
         will notify the Depositor  and the parties  affected  thereby and such parties will  cooperate to
         prepare any  necessary  Form 8-K,  10-DA or 10-KA.  Any Form 15, Form 12b-25 or any  amendment to
         Form 8-K,  10-D or 10-K shall be signed by an  appropriate  officer of the Master  Servicer.  The
         parties  hereto  acknowledge  that the  performance  by the Master  Servicer  and the  Securities
         Administrator  of their  respective  duties under this Section  3.18(a)(v)  related to the timely
         preparation,  execution  and filing of Form 15, a Form 12b-25 or any  amendment to Form 8-K, 10-D
         or 10-K is contingent upon the Master Servicer and the Depositor  timely  performing their duties
         under this  Section.  Neither the Master  Servicer nor the  Securities  Administrator  shall have
         any  liability  for any loss,  expense,  damage or claim  arising  out of or with  respect to any
         failure to  properly  prepare,  execute  and/or  timely file any such Form 15, Form 12b-25 or any
         amendments  to Forms 8-K,  10-D or 10-K,  where such failure  results  from a party's  failure to
         deliver,  on a timely  basis,  any  information  from such party  needed to prepare,  arrange for
         execution or file such Form 15, Form 12b-25 or any  amendments  to Forms 8-K,  10-D or 10-K,  not
         resulting from its own negligence, bad faith or willful misconduct.

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

         (b)      In connection with the filing of any Form 10-K  hereunder,  in the case where the Master
Servicer and the Securities  Administrator are not affiliated,  the Securities  Administrator shall sign a
certification  (a "Form of Back-Up  Certification  for Form 10-K  Certificate,"  substantially in the form
attached hereto as Exhibit L) for the Depositor  regarding certain aspects of the Form 10-K  certification
signed  by the  Master  Servicer,  provided,  however,  that the  Securities  Administrator  shall  not be
required to undertake an analysis of any accountant's report attached as an exhibit to the Form 10-K.

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

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

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

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

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

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

         (f)      Notwithstanding  the  provisions  of Section  11.02,  this  Section  3.18 may be amended
without the consent of the Certificateholders.

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

         Section 3.19.     The Company.  On the Closing Date,  the Company will receive from the Depositor
a payment of $5,000.

         Section 3.20.     UCC. The Sponsor shall file any financing statements,  continuation  statements
or amendments thereto required by any change in the Uniform Commercial Code.

         Section 3.21.     Optional  Purchase  of  Defaulted  Mortgage  Loans.  (a)  With  respect  to any
Mortgage  Loan which as of the first day of a Fiscal  Quarter is  Delinquent in payment by 90 days or more
or is an REO  Property,  the Company shall have the right to purchase such Mortgage Loan from the Trust at
a price equal to the Repurchase  Price;  provided,  however,  (i) that such Mortgage Loan is still 90 days
or more  Delinquent or is an REO Property as of the date of such purchase and (ii) this  purchase  option,
if not  theretofore  exercised,  shall  terminate on the date prior to the last day of the related  Fiscal
Quarter.  This  purchase  option,  if  not  exercised,  shall  not be  thereafter  reinstated  unless  the
delinquency  is cured and the  Mortgage  Loan  thereafter  again  becomes  90 days or more  Delinquent  or
becomes an REO Property,  in which case the option shall again become  exercisable  as of the first day of
the related Fiscal Quarter.

         (b)      If at any time the  Company  remits to the Master  Servicer a payment for deposit in the
Distribution  Account  covering  the  amount of the  Repurchase  Price for such a Mortgage  Loan,  and the
Company provides to the Trustee a certification  signed by a Servicing  Officer stating that the amount of
such  payment  has been  deposited  in the  Distribution  Account,  then the  Trustee  shall  execute  the
assignment  of such  Mortgage  Loan  to the  Company  at the  request  of the  Company  without  recourse,
representation  or  warranty  and the  Company  shall  succeed to all of the  Trustee's  right,  title and
interest in and to such Mortgage Loan, and all security and documents  relative  thereto.  Such assignment
shall be an assignment  outright and not for security.  The Company will thereupon own such Mortgage,  and
all such security and documents,  free of any further obligation to the Trustee or the  Certificateholders
with respect thereto.

         Section 3.22.     Reserved.

         Section 3.23.     Intention of the Parties and Interpretation.

         Each of the parties  acknowledges  and agrees that the purpose of Sections 3.16, 3.17 and 3.18 of
this  Agreement is to  facilitate  compliance by the Sponsor,  the Depositor and the Master  Servicer with
the provisions of Regulation  AB.  Therefore,  each of the parties agrees that (a) the  obligations of the
parties  hereunder shall be interpreted in such a manner as to accomplish  that purpose,  (b) the parties'
obligations  hereunder  will be  supplemented  and  modified in writing,  as agreed to and executed by the
parties hereto, as necessary to be consistent with any such amendments,  interpretive  advice or guidance,
convention or consensus  among active  participants  in the  asset-backed  securities  markets,  advice of
counsel,  or otherwise in respect of the  requirements of Regulation AB, (c) the parties shall comply with
reasonable  requests  made by the Sponsor,  or the  Depositor,  or the Master  Servicer or the  Securities
Administrator for delivery of additional or different  information as the Sponsor,  the Depositor,  or the
Master  Servicer or the Securities  Administrator  may determine in good faith is necessary to comply with
the provisions of Regulation  AB, and (d) no amendment of this  Agreement  shall be required to effect any
such changes in the parties' obligations as are necessary to accommodate  evolving  interpretations of the
provisions  of Regulation  AB. All costs,  expenses,  fees,  liabilities,  charges and amounts  (including
legal fees)  incurred by the Trustee in  connection  with this Section 3.23 shall be fully  reimbursed  to
the Trustee pursuant to Section 4.05(l).

         Section 3.24.     Lender-Paid PMI Policy.

         The Master  Servicer  shall pay,  on behalf of the Trustee  and the  Certificateholders,  fees or
premiums in connection  with any  Lender-Paid PMI Policy with respect to any GMAC Mortgage Loan covered by
a  Lender-Paid  PMI Policy,  necessary to keep any such  Lender-Paid  PMI Policy in full force and effect.
Such amounts  shall be payable,  in each case,  to the extent such related  Mortgage Loan is identified on
the Mortgage  Loan Schedule as beging  covered by a  Lender-Paid  PMI Policy and to the extent and in such
amount as such fees or premiums are  identified  to the Master  Servicer by GMAC with respect to each such
Mortgage Loan.


                                                ARTICLE IV

                                                 Accounts

         Section 4.01.     Protected  Accounts.  (a) The Master  Servicer  shall enforce the obligation of
each Servicer to establish and maintain a Protected  Account in accordance  with the applicable  Servicing
Agreement,  with records to be kept with respect  thereto on a Mortgage Loan by Mortgage Loan basis,  into
which  accounts  shall be  deposited  within 48 hours (or as of such other time  specified  in the related
Servicing  Agreement) of receipt,  all collections of principal and interest on any Mortgage Loan and with
respect to any REO Property received by a Servicer,  including Principal Prepayments,  Insurance Proceeds,
Liquidation  Proceeds and advances made from the  Servicer's  own funds (less  servicing  compensation  as
permitted by the applicable  Servicing  Agreement in the case of any Servicer) and all other amounts to be
deposited in the Protected  Account.  Servicing  Compensation in the form of assumption fees, if any, late
payment charges,  as collected,  if any, or otherwise (and in certain cases,  Prepayment Charges) shall be
retained by the  applicable  Servicer and shall not be deposited in the  Protected  Account.  The Servicer
is hereby  authorized to make withdrawals from and deposits to the related  Protected Account for purposes
required or permitted by this Agreement.  To the extent provided in the related Servicing  Agreement,  the
Protected  Account shall be held by a Designated  Depository  Institution  and  segregated on the books of
such institution in the name of the Trustee for the benefit of Certificateholders.

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

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

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

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

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

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

                  (v)      Any amounts required to be paid by the Servicers under the related Servicing
Agreements with respect to clauses (a) and (b) of the definition of Interest Shortfall with respect to
the related Mortgage Loans for the related Distribution Date.

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

         (e)      The Master  Servicer  shall not itself waive (or  authorize a Servicer to waive,  unless
such Servicer is allowed to waive in accordance  with the terms of the related  Servicing  Agreement)  any
Prepayment  Charge that the Trust would otherwise be entitled to unless:  (i) the  enforceability  thereof
shall have been  limited by  bankruptcy,  insolvency,  moratorium,  receivership  and other  similar  laws
relating to creditors' rights generally,  (ii) the enforcement  thereof is illegal, or any local, state or
federal  agency has  threatened  legal action if the  prepayment  penalty is enforced,  (iii) the mortgage
debt has been  accelerated  in connection  with a foreclosure  or other  involuntary  payment or (iv) such
waiver is  standard  and  customary  in  servicing  similar  Mortgage  Loans and relates to a default or a
reasonably  foreseeable  default and would, in the reasonable  judgment of the Master  Servicer,  maximize
recovery  of total  proceeds  taking  into  account  the value of such  Prepayment  Charge and the related
Mortgage Loan. In no event will the Master  Servicer  itself waive a Prepayment  Charge in connection with
a  refinancing  of a Mortgage Loan that is not related to a default or a reasonably  foreseeable  default.
If a  Prepayment  Charge is waived  by the  Master  Servicer,  but does not meet the  standards  described
above,  then the Master  Servicer  is  required  to pay the  amount of such  waived  Prepayment  Charge by
depositing such amount into the Distribution  Account by the immediately  succeeding  Distribution Account
Deposit Date.

         Section 4.02.     [Reserved].

         Section 4.03.     [Reserved].

         Section 4.04.     Distribution  Account.  (a) The Securities  Administrator  shall  establish and
maintain in the name of the Trustee, for the benefit of the  Certificateholders,  the Distribution Account
as a segregated trust account or accounts.

         (b)      The  Master  Servicer  and  the  Securities  Administrator  will  each  deposit  in  the
Distribution Account as identified and as received by each of them, the following amounts:

                  (i)      Any amounts received from the Servicers and constituting Available Funds;

                  (ii)     Any Monthly Advance and any Compensating  Interest Payments required to be made
by the Master Servicer pursuant to this Agreement;

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

                  (iv)     The  Repurchase  Price with  respect to any  Mortgage  Loans  purchased  by the
Sponsor  pursuant to the Mortgage  Loan Purchase  Agreement or Sections  2.02 or 2.03 hereof,  any amounts
which are to be treated  pursuant to Section 2.04  of this Agreement as the payment of a Repurchase  Price
in connection  with the tender of a Substitute  Mortgage Loan by the Sponsor,  the  Repurchase  Price with
respect to any Mortgage Loans purchased by the Company pursuant to  Section 3.21,  and all proceeds of any
Mortgage  Loans or property  acquired with respect  thereto  repurchased  by the Depositor or its designee
pursuant to Section 10.01;

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

                  (vi)     Any amounts  received by the Master  Servicer or Securities  Administrator,  or
required to be paid by the Master  Servicer,  in connection  with any Prepayment  Charge on the Prepayment
Charge Loans; and

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

         (c)      All  amounts  deposited  to the  Distribution  Account  shall be held by the  Securities
Administrator  in the  name  of the  Trustee  in  trust  for  the  benefit  of the  Certificateholders  in
accordance with the terms and provisions of this Agreement.

         (d)      The  requirements for crediting the  Distribution  Account shall be exclusive,  it being
understood and agreed that,  without  limiting the generality of the foregoing,  payments in the nature of
(i) late  payment  charges  or  assumption,  tax  service,  statement  account  or  payoff,  substitution,
satisfaction,  release and other like fees and charges and (ii) the items  enumerated in Section 4.05 with
respect to the Securities  Administrator,  the Master Servicer and the Servicers,  need not be credited by
the  Master  Servicer  or the  Servicers  to the  Distribution  Account.  Amounts  received  by the Master
Servicer or the Securities  Administrator in connection with Prepayment  Charges on the Prepayment  Charge
Loans shall be  deposited  into the Class XP Reserve  Account by such party upon receipt  thereof.  In the
event that the Master Servicer or the Securities  Administrator  shall deposit or cause to be deposited to
the Distribution  Account any amount not required to be credited  thereto,  the Securities  Administrator,
upon receipt of a written request  therefor signed by a Servicing  Officer of the Master  Servicer,  shall
promptly   transfer  such  amount  to  the  Master   Servicer,   any  provision  herein  to  the  contrary
notwithstanding.

         (e)      The  Distribution  Account shall constitute a trust account of the Trust Fund segregated
on the books of the  Securities  Administrator  and held by the Securities  Administrator  in trust in its
Corporate  Trust  Office,  and the  Distribution  Account  and the funds  deposited  therein  shall not be
subject  to, and shall be  protected  from,  all claims,  liens,  and  encumbrances  of any  creditors  or
depositors of the Securities  Administrator or the Master Servicer  (whether made directly,  or indirectly
through  a  liquidator  or  receiver  of  the  Securities  Administrator  or  the  Master  Servicer).  The
Distribution  Account shall be an Eligible  Account.  The amount at any time credited to the  Distribution
Account,  if  invested,  shall be  invested  in the name of the  Trustee,  in such  Permitted  Investments
selected by the Master  Servicer or the Depositor.  The Master  Servicer or the Depositor shall select the
Permitted  Investments for the funds on deposit in the  Distribution  Account.  All Permitted  Investments
shall mature or be subject to redemption or  withdrawal  on or before,  and shall be held until,  the next
succeeding   Distribution   Date  if  the  obligor  for  such  Permitted   Investment  is  the  Securities
Administrator  or, if such  obligor is any other  Person,  the Business Day  preceding  such  Distribution
Date,  in the case of Permitted  Investments  for the benefit of the Master  Servicer  and the  Depositor.
With respect to the Distribution  Account and the funds deposited  therein,  the Securities  Administrator
shall take such  action as may be  necessary  to ensure that the  Certificateholders  shall be entitled to
the  priorities  afforded  to such a trust  account  (in  addition  to a claim  against  the estate of the
Trustee) as provided by 12 U.S.C. § 92a(e), and applicable  regulations  pursuant thereto,  if applicable,
or any applicable comparable state statute applicable to state chartered banking corporations.

         (f)      Any and all  investment  earnings  and losses on amounts on deposit in the  Distribution
Account  for a maximum  period of six  Business  Days  preceding  the  Distribution  Date shall be for the
account  of the  Master  Servicer.  The  Master  Servicer  and the  Depositor  from time to time  shall be
permitted to withdraw or receive  distribution  of any and all investment  earnings from the  Distribution
Account  on  behalf  of  itself.   The  risk  of  loss  of  moneys  required  to  be  distributed  to  the
Certificateholders  resulting  from  such  investments  shall be  borne  by and be the risk of the  Master
Servicer  and the  Depositor  based on the  Permitted  Investments  on which  such loss is  incurred.  The
Master  Servicer  shall  deposit  the  amount  of any such loss in the  Distribution  Account  within  two
Business Days of receipt of  notification of such loss but not later than the  Distribution  Date on which
the moneys so invested are required to be distributed to the Certificateholders.

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

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

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

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

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

         Section 4.05.     Permitted   Withdrawals  and  Transfers  from  the  Distribution  Account.  The
Securities  Administrator  will,  from time to time on demand of the Master  Servicer  (or with respect to
clause (l) hereto,  on demand of the Trustee,  the Securities  Administrator  or the  Custodian),  make or
cause to be made such  withdrawals or transfers from the  Distribution  Account as the Master Servicer has
designated for such transfer or withdrawal  pursuant to this Agreement and the Servicing  Agreements or as
the Securities Administrator deems necessary for the following purposes:

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

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

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

         (d)      to pay the Master Servicer or any Servicer,  as appropriate,  from Liquidation  Proceeds
or Insurance  Proceeds  received in connection with the liquidation of any Mortgage Loan, the amount which
the Master  Servicer  or such  Servicer  would have been  entitled  to receive  under  clause (ix) of this
Section  4.05(a)  as  servicing  compensation  on  account  of each  defaulted  scheduled  payment on such
Mortgage Loan if paid in a timely manner by the related Mortgagor;

         (e)      to pay the Master  Servicer or any Servicer from the  Repurchase  Price for any Mortgage
Loan,  the amount which the Master  Servicer or such  Servicer  would have been  entitled to receive under
clause (ix) of this Section 4.05(a) as servicing compensation;

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

         (g)      to reimburse  the Master  Servicer or any Servicer for any  Nonrecoverable  Advance that
has not been reimbursed pursuant to clauses (i) and (vi);

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

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

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

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

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

         (m)      to remove amounts deposited in error;

         (n)      to clear and terminate the Distribution Account pursuant to Section 10.01; and

         (o)      to pay the Depositor as set forth in Section 4.04(e).

         (p)      The  Securities  Administrator  shall  keep  and  maintain  separate  accounting,  on  a
Mortgage  Loan by Mortgage Loan basis and shall provide a copy to the  Securities  Administrator,  for the
purpose of  accounting  for any  reimbursement  from the  Distribution  Account  pursuant  to clauses  (i)
through  (vi) and  (viii) or with  respect  to any such  amounts  which  would  have been  covered by such
clauses  had the  amounts  not been  retained  by the  Master  Servicer  without  being  deposited  in the
Distribution  Account under Section  4.04(b).  Reimbursements  made pursuant to clauses (vii),  (ix), (xi)
and (xii) will be allocated between the Loan Groups or Sub-Loan Groups,  as applicable,  pro rata based on
the aggregate  Stated  Principal  Balances of the Mortgage Loans in each Loan Group or Sub-Loan  Group, as
applicable.

         (q)      On each Distribution  Date, the Securities  Administrator  shall distribute the Interest
Funds,  Principal Funds and Available Funds to the extent on deposit in the Distribution  Account for each
Loan Group or  Sub-Loan  Group,  as applicable,  to the Holders of the related  Certificates in accordance
with Section 6.01.

         Section 4.06.     Reserve Fund.
(a)                                 On or before the Closing  Date,  the  Securities  Administrator  shall
establish one  or more  segregated  trust  accounts  (the  "Reserve  Fund") in the name of the  Trustee on
behalf of the Holders of the Group I Offered,  Class I-B-3 and Class B-IO  Certificates.  The Reserve Fund
must be an Eligible Account. The Reserve Fund shall be entitled "Reserve Fund,  Citibank,  N.A. as Trustee
f/b/o  holders of  Structured  Asset  Mortgage  Investments  II Inc.,  Bear  Stearns  ALT-A Trust  2006-4,
Mortgage  Pass-Through  Certificates,  Series 2006-4."  The Securities  Administrator shall demand payment
of all money payable by the  Counterparty  under the Cap  Contracts.  The Securities  Administrator  shall
deposit  in the  Reserve  Fund all  payments  received  by it from the  Counterparty  pursuant  to the Cap
Contracts and, prior to distribution  of such amounts  pursuant to Sections  6.01(a) and  6.02(i)(a),  all
payments  described  under  the Ninth  and Tenth  clauses  of  Section  6.01(a)  and clause (J) of Section
6.02(i)(a).   All Cap Contract Payment Amounts received from Cap Contracts  benefiting the Group I Offered
and Class  I-B-3 Certificateholders  and  the amounts  described in the Ninth and Tenth clauses of Section
6.01(a)  deposited to the Reserve  Fund shall be held by the Securities  Administrator  in the name of the
Trustee  on behalf  of the  Trust,  in trust  for the  benefit  of the  Group I  Offered  and Class  I-B-3
Certificateholders,  as  applicable, and  the Class B-IO  Certificateholders in  accordance with the terms
and  provisions  of  this  Agreement.  On each  Distribution  Date,  the  Securities  Administrator  shall
distribute  amounts on deposit in  the Reserve  Fund to the Group I Offered,  Class I-B-3,  and Class B-IO
Certificateholders in accordance with the Ninth and Tenth clauses of Section 6.01(a) and Section 6.01(b).

         (b)      The  Reserve  Fund  is  an  "outside  reserve  fund"  within  the  meaning  of  Treasury
Regulation  Section  1.860G-2(h)  and shall be an asset of the Trust  Fund but not an asset of any  2006-4
REMIC.  The  Securities  Administrator  on behalf of the Trust shall be the  nominal  owner of the Reserve
Fund. For federal income tax purposes,  the Class  B-IO Certificateholders  shall be the beneficial owners
of the Reserve Fund,  subject to the power of the  Securities  Administrator  to distribute  amounts under
the Ninth and  Tenth clauses of Section 6.01(a),  Section 6.01(b) and Section  6.02(a)(J) and shall report
items of  income,  deduction,  gain or loss  arising  therefrom.  For  federal  income tax  purposes,  (i)
amounts  distributed  to  Certificateholders  pursuant to the Ninth and Tenth  clauses of Section  6.01(a)
will be treated as first  distributed  to the Class B-IO  Certificateholders  and then paid from the Class
B-IO  Certificateholders to the applicable Group I Offered or Class I-B-3  Certificateholders.  Amounts in
the  Reserve  Fund held in trust  for the  benefit  of the Group I  Offered,  Class  I-B-3 and Class  B-IO
Certificateholders  shall, at the written direction of the Class B-IO  Certificateholders,  be invested in
Permitted  Investments  that  mature  no  later  than  the  Business  Day  prior  to the  next  succeeding
Distribution  Date.  If no written  direction  is  received,  the amounts in the Reserve Fund shall remain
uninvested.  Any  losses  on such  Permitted  Investments  shall  not in any  case be a  liability  of the
Securities  Administrator  but  an  amount  equal  to  such  losses  shall  be  given  by the  Class  B-IO
Certificateholders to the Securities  Administrator out of such  Certificateholders' own funds immediately
as realized,  for deposit by the  Securities  Administrator  into the Reserve Fund. To the extent that the
Class B- IO Certificateholders  have provided the Securities  Administrator with such written direction to
invest such funds in Permitted Investments,  on each Distribution Date the Securities  Administrator shall
distribute all net income and gain from such  Permitted  Investments in the Reserve Fund to the Class B-IO
Certificateholders,  not as a  distribution  in respect of any interest in any 2006-4  REMIC.  All amounts
earned on amounts on deposit  in the  Reserve  Fund held in trust for the  benefit of the Group I Offered,
Class I-B-3 and Class B-IO Certificateholders shall be taxable to the Class B-IO Certificateholders.

         Section 4.07.     Class XP Reserve  Account.  (a) The Securities  Administrator  shall  establish
and  maintain  with itself a  separate,  segregated  trust  account,  which shall be an Eligible  Account,
titled "Reserve Account,  Wells Fargo Bank, National Association,  as Securities  Administrator f/b/o Bear
Stearns ALT-A Trust 2006-4, Mortgage Pass-Through  Certificates,  Series 2006-4, Class XP". On the Closing
Date, the Depositor  shall deposit $100 into the Class XP Reserve  Account.  Funds on deposit in the Class
XP Reserve  Account shall be held in trust by the  Securities  Administrator  for the holders of the Class
XP Certificates.  The Class XP Reserve Account will not represent an interest in any REMIC.

         (b)      Any amount on deposit in the Class XP Reserve Account shall be held  uninvested.  On the
Business Day prior to each  Distribution  Date,  the  Securities  Administrator  shall withdraw the amount
then on deposit in the Class XP Reserve Account and deposit such amount into the  Distribution  Account to
be  distributed to the Holders of the related Class XP  Certificates  in accordance  with Section  6.01(c)
and Section 6.02(e), as applicable,  and with regards to the initial $100 deposit,  this Section 4.07. The
initial $100 deposited in the Class XP Reserve  Account shall be applied to the Class XP  Certificates  on
a pro rata basis based upon the  initial  certificate  balances  stated on the Class XP  Certificates.  In
addition,  on the earlier of (x) the Business Day prior to the  Distribution  Date on which all the assets
of the Trust Fund are  repurchased as described in Section  10.01(a) and (y) the Business Day prior to the
Distribution  Date occurring in  March 2012,  the  Securities  Administrator  shall withdraw the amount on
deposit in the Class XP Reserve  Account,  deposit  such  amount into the  Distribution  Account and remit
such  amount  to  the  Securities   Administrator  and  provide  written  instruction  to  the  Securities
Administrator  to pay such amount to the related Class XP  Certificates  in  accordance  with this Section
4.07,  Section  6.01(c) and 6.02 (e), as applicable,  and following  such  withdrawal the Class XP Reserve
Account shall be closed.


                                                ARTICLE V

                                               Certificates

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

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

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

         (b)      If (i)(A) the  Depositor  advises  the  Securities  Administrator  in  writing  that the
Depository is no longer willing or able to properly discharge its  responsibilities  as Depository and (B)
the  Depositor  is unable to locate a  qualified  successor  within 30 days or (ii) the  Depositor  at its
option advises the Securities  Administrator in writing that it elects to terminate the book-entry  system
through the  Depository,  the  Securities  Administrator  shall  request  that the  Depository  notify all
Certificate  Owners of the  occurrence  of any such event and of the  availability  of  definitive,  fully
registered  Certificates  to  Certificate  Owners  requesting  the same.  Upon surrender to the Securities
Administrator of the  Certificates by the Depository,  accompanied by registration  instructions  from the
Depository for registration, the Securities Administrator shall issue the definitive Certificates.

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

         Neither  the  Depositor  nor the  Securities  Administrator  shall be liable for any delay in the
delivery of any instructions  required  pursuant to this Section 5.01(b) and may conclusively rely on, and
shall be protected in relying on, such instructions.

         (c)      (i)      As provided herein, the REMIC  Administrator will make an election to treat the
segregated  pool of assets  consisting of the Group II Mortgage  Loans and certain  other  related  assets
subject to this Agreement as a REMIC for federal income tax purposes,  and such  segregated pool of assets
will be  designated  as  "REMIC I."  Component  I of the  Class R  Certificates  will  represent  the sole
Class of  "residual  interests" in REMIC I for purposes of the REMIC  Provisions (as defined herein) under
federal  income tax law.  The  following  table  irrevocably  sets forth the  designation,  Uncertificated
Pass-Through  Rate and initial  Uncertificated  Principal  Balance for each of the "regular  interests" in
REMIC I and the  designation and Certificate  Principal  Balance of the Class R Certificates  allocable to
Component I of the Class R Certificates.  None of the REMIC I Regular Interests will be certificated.

                                       Uncertificated         Initial
 Class Designation for      Type of     Pass-Through      Uncertificated
 each REMIC I Interest     Interest         Rate         Principal Balance
------------------------- ------------ ---------------- --------------------
Y-1                         Regular      Variable(1)        $38,684.82
Y-2                         Regular      Variable(2)        $308,276.53
Y-3                         Regular      Variable(3)        $346,805.48
Z-1                         Regular      Variable(1)      $77,330,950.65
Z-2                         Regular      Variable(2)      $616,244,787.28
Z-3                         Regular     Variable (3)      $693,270,558.73
Component I of the
Class R Certificates       Residual          (4)                         $0

_______________________
 (1) Interest  distributed to REMIC I Regular  Interests Y-1 and Z-1 on each  Distribution  Date will have
     accrued at the weighted  average of the Net Rates for the Sub-Loan  Group II-1 Mortgage  Loans on the
     applicable Uncertificated Principal Balance outstanding immediately before such Distribution Date.
(2)      Interest  distributed to REMIC I  Regular  Interests Y-2 and Z-2 on each  Distribution  Date will
     have accrued at the weighted  average of the Net Rates for the Sub-Loan  Group II-2 Mortgage Loans on
     the applicable  Uncertificated  Principal Balance  outstanding  immediately  before such Distribution
     Date.
(3)  Interest  distributed to REMIC I Regular  Interests Y-3 and Z-3 on each  Distribution  Date will have
     accrued at the weighted  average of the Net Rates for the Sub-Loan  Group II-3 Mortgage  Loans on the
     applicable Uncertificated Principal Balance outstanding immediately before such Distribution Date.
(4)  Component I of the Class R Certificates will not bear interest.

                           (ii)     As provided herein,  the REMIC  Administrator will make an election to
treat the segregated  pool of assets  consisting of the Group III Mortgage Loans and certain other related
assets subject to this Agreement as a REMIC for federal income tax purposes,  and such  segregated pool of
assets will be designated  as  "REMIC II."  Component II of the Class R  Certificates  will  represent the
sole Class of  "residual  interests" in REMIC II for purposes of the REMIC  Provisions (as defined herein)
under  federal   income  tax  law.  The  following   table   irrevocably   sets  forth  the   designation,
Uncertificated  Pass-Through  Rate and initial  Uncertificated  Principal Balance for each of the "regular
interests" in REMIC II and the designation and Certificate  Principal  Balance of the Class R Certificates
allocable to Component II of the Class R  Certificates.  None of the REMIC II  Regular  Interests  will be
certificated.

                                       Uncertificated         Initial
 Class Designation for      Type of     Pass-Through      Uncertificated
 each REMIC II Interest    Interest         Rate         Principal Balance
------------------------- ------------ ---------------- --------------------
Y-1                         Regular      Variable(1)        $77,686.37
Y-2                         Regular      Variable(2)        $206,736.28
Y-3                         Regular      Variable(3)        $294,295.57
Z-1                         Regular      Variable(1)      $155,295,045.06
Z-2                         Regular      Variable(2)      $413,287,814.51
Z-3                         Regular     Variable (3)      $588,328,134.95
Component II of the
Class R Certificates       Residual          (4)                         $0

_______________________
 (1) Interest  distributed to REMIC II Regular  Interests Y-1 and Z-1 on each  Distribution Date will have
     accrued at the weighted  average of the Net Rates for the Sub-Loan  Group III-1 Mortgage Loans on the
     applicable Uncertificated Principal Balance outstanding immediately before such Distribution Date.
(2)      Interest  distributed to REMIC II Regular  Interests Y-2 and Z-2 on each  Distribution  Date will
     have accrued at the weighted  average of the Net Rates for the Sub-Loan Group III-2 Mortgage Loans on
     the applicable  Uncertificated  Principal Balance  outstanding  immediately  before such Distribution
     Date.
(3)  Interest  distributed to REMIC II Regular  Interests Y-3 and Z-3 on each  Distribution Date will have
     accrued at the weighted  average of the Net Rates for the Sub-Loan  Group III-3 Mortgage Loans on the
     applicable Uncertificated Principal Balance outstanding immediately before such Distribution Date.
(4)  Component II of the Class R Certificates will not bear interest.

                  (ii)     As provided herein, the REMIC  Administrator will make an election to treat the
segregated  pool of assets  consisting of the Group I Loans and certain other  related  assets  subject to
this  Agreement as a REMIC for federal  income tax purposes,  and such  segregated  pool of assets will be
designated  as  "REMIC III-A."  Component  III-A  of the  Class R  Certificates  will  represent  the sole
Class of  "residual  interests" in REMIC III-A for purposes of the REMIC  Provisions  under federal income
tax law. The following table  irrevocably sets forth the  designation,  Uncertificated  Pass-Through  Rate
and initial  Uncertificated  Principal Balance for each of the "regular  interests" in REMIC III-A and the
designation and  Certificate  Principal  Balance of the Class R Certificates  allocable to Component III-A
of the Class R Certificates.  None of the REMIC III-A Regular Interests will be certificated.

 Class Designation for                 Uncertificated         Initial
    each REMIC III-A        Type of     Pass-Through      Uncertificated
        Interest           Interest         Rate         Principal Balance
------------------------- ------------ ---------------- --------------------
Y-1                         Regular      Variable(1)        $479,808.03
Y-2                         Regular      Variable(2)        $500,191.36
Y-3                         Regular      Variable(3)        $341,000.33
Z-1                         Regular      Variable(1)      $959,145,102.75
Z-2                         Regular      Variable(2)      $999,882,531.24
Z-3                         Regular     Variable (3)      $681,665,957.01
Component III-A of the
Class R Certificates       Residual          (4)                         $0

_______________________
 (1) Interest  distributed to REMIC III-A  Regular  Interests Y-1 and Z-1 on each  Distribution  Date will
     have accrued at the weighted  average of the Net Rates for the Sub-Loan  Group I-1 Mortgage  Loans on
     the applicable  Uncertificated  Principal Balance  outstanding  immediately  before such Distribution
     Date.
(2)      Interest  distributed  to REMIC III-A  Regular  Interests Y-2 and Z-2 on each  Distribution  Date
     will have accrued at the weighted  average of the Net Rates for the Sub-Loan Group I-2 Mortgage Loans
     on the applicable  Uncertificated  Principal Balance outstanding immediately before such Distribution
     Date.
(3)  Interest  distributed to REMIC III-A  Regular  Interests Y-3 and Z-3 on each  Distribution  Date will
     have accrued at the weighted  average of the Net Rates for the Sub-Loan  Group I-3 Mortgage  Loans on
     the applicable  Uncertificated  Principal Balance  outstanding  immediately  before such Distribution
     Date.
(4)  Component III-A of the Class R Certificates will not bear interest.

                  (iii)    As provided herein, the REMIC  Administrator will make an election to treat the
segregated pool of assets  consisting of the REMIC III-A Regular  Interests and any proceeds  thereof as a
REMIC for  federal  income  tax  purposes,  and such  segregated  pool of  assets  will be  designated  as
"REMIC III-B."  Component  III-B of the Class R  Certificates  will represent the sole Class of  "residual
interests"  in  REMIC III-B  for  purposes  of the REMIC  Provisions  under  federal  income tax law.  The
following table  irrevocably  sets forth the  designation,  Uncertificated  Pass-Through  Rate and initial
Uncertificated  Principal  Balance for each of the "regular  interests" in REMIC III-B and the designation
and Certificate  Principal  Balance of the Class R Certificates  allocable to Component III-B of the Class
R Certificates.  None of the REMIC III-B Regular Interests will be certificated.

Class Designation for       Type of        Uncertificated          Initial Uncertificated
each REMIC III-B Interest    Interest     Pass-Through Rate           Principal Balance
LT1                          Regular         Variable(1)              $2,640,247,524.06
LT2                          Regular         Variable(1)                 $82,335.98
LT3                          Regular            0.00%                    $181,865.48
LT4                          Regular         Variable(2)                 $181,865.48
LT-Y1                        Regular         Variable(3)                 $479,808.03
LT-Y2                        Regular         Variable(4)                 $500,191.36
LT-Y3                        Regular         Variable(5)                 $341,000.33
Component III-B of the
Class R Certificates         Regular             (6)                               $0

_______________________
(1)  REMIC  III-B  Regular  Interests  LT1 and LT2 will bear  interest  at a  variable  rate  equal to the
     weighted average of the  Uncertificated  Pass-Through Rates on REMIC III-A Regular Interests Z-1, Z-2
     and Z-3.
(2)  REMIC III-B  Regular  Interest LT4 will bear  interest at a variable rate equal to twice the weighted
     average of the Uncertificated Pass-Through Rates on REMIC III-A Regular Interests Z-1, Z-2 and Z-3.
(3)  REMIC  III-B  Regular  Interest  LT-Y1 will bear  interest at a variable  rate equal to the  weighted
     average of the Net Rates on the Sub-Loan Group I-1 Mortgage Loans.
(4)  REMIC  III-B  Regular  Interest  LT-Y2 will bear  interest at a variable  rate equal to the  weighted
     average of the Net Rates on the Sub-Loan Group I-2 Mortgage Loans.
(5)  REMIC  III-B  Regular  Interest  LT-Y3 will bear  interest at a variable  rate equal to the  weighted
     average of the Net Rates on the Sub-Loan Group I-3 Mortgage Loans.
 (6) Component III-B of the Class R Certificates will not bear interest.

                  (iv)     As provided herein, the REMIC  Administrator will make an election to treat the
segregated  pool of assets  consisting  of the REMIC I Regular  Interests  and any  proceeds  thereof as a
REMIC for  federal  income  tax  purposes,  and such  segregated  pool of  assets  will be  designated  as
"REMIC IV."  Component  IV of  the  Class R  Certificates  will  represent  the  sole  Class of  "residual
interests" in REMIC IV for purposes of the REMIC  Provisions  under federal  income tax law. The following
table   irrevocably   sets  forth  the   designation,   Uncertificated   Pass-Through   Rate  and  initial
Uncertificated  Principal Balance for each of the "regular  interests" in REMIC IV and the designation and
Certificate  Principal  Balance  of the Class R  Certificates  allocable  to  Component  IV of the Class R
Certificates. None of the REMIC IV Regular Interests will be certificated.

         Class Designation for each                            Initial Uncertificated   Uncertificated Pass-Through
         REMIC IV Interest                 Type of Interest      Principal Balance                 Rate
         II-1A                                  Regular            $70,986,000                      (1)
         II-2A-1                                Regular            $514,821,000                     (2)
         II-2A-2                                Regular            $50,866,000                      (2)
         II-3A-134                              Regular            $405,315,000                     (3)
         II-3A-25                               Regular            $231,078,000                     (3)
         II-B-1                                 Regular            $29,832,000                      (4)
         II-B-2                                 Regular            $18,731,000                      (4)
         II-B-3                                 Regular             $7,632,000                      (4)
         II-B-4                                 Regular             $8,325,000                      (4)
         II-B-5                                 Regular             $6,938,000                      (4)
         II-B-6                                 Regular             $4,163,000                      (4)
         II-B-7                                 Regular             $4,162,000                      (4)
         II-B-8                                 Regular             $4,162,000                      (4)
         II-B-9                                 Regular            $13,182,000                      (4)
         II-B-10                                Regular            $10,406,000                      (4)
         II-B-11                                Regular             $6,941,063                      (4)
         Component  IV of  the  Class  R       Residual                            $0               (5)
         Certificates

_______________________
(1)  REMIC IV Regular  Interest II-1A will bear interest at a variable rate equal to the weighted  average
     of the Net Rates of the Sub-Loan Group II-1 Mortgage Loans.

(2)  REMIC IV Regular  Interests  II-2A-1 and II-2A-2 will bear  interest at a variable  rate equal to the
     weighted average of the Net Rates of the Sub-Loan Group II-2 Mortgage Loans.

(3)  REMIC IV Regular  Interests  II-3A-134  and II-3A-25  will bear  interest at a variable rate equal to
     the weighted average of the Net Rates of the Sub-Loan Group II-3 Mortgage Loans.

(4)  REMIC IV Regular Interests II-B-1,  II-B-2,  II-B-3, II-B-4, II-B-5 , II-B-6, II-B-7, II-B-8, II-B-9,
     II-B-10  and  II-B-11  will bear  interest at a variable  rate equal to the  weighted  average of the
     weighted  average of  the Net Rates in  each related  Sub-Loan  Group  weighted in  proportion to the
     results of subtracting  from the aggregate  principal  balance of each related  Sub-Loan  Group,  the
     Certificate  Principal  Balance of the related Classes of Senior  Certificates.   For purposes of the
     REMIC  Provisions,   the  foregoing  rate  will  be  the  weighted  average  of  the   Uncertificated
     Pass-through Rate for each of the REMIC I Y Regular Interests.

(5)  Component IV of the Class R Certificates will not bear interest.

                  (v)      As provided herein, the REMIC  Administrator will make an election to treat the
segregated  pool of assets  consisting  of the REMIC II Regular  Interests  and any proceeds  thereof as a
REMIC for  federal  income  tax  purposes,  and such  segregated  pool of  assets  will be  designated  as
"REMIC V."  Component V of the Class R  Certificates will represent the sole Class of "residual interests"
in REMIC V for  purposes  of the REMIC  Provisions  under  federal  income tax law.  The  following  table
irrevocably  sets forth the  designation,  Uncertificated  Pass-Through  Rate and  initial  Uncertificated
Principal  Balance for each of the "regular  interests"  in REMIC V and the  designation  and  Certificate
Principal Balance of the Class R Certificates  allocable to Component V of the Class R Certificates.  None
of the REMIC V Regular Interests will be certificated.

         Class Designation for each                            Initial Uncertificated   Uncertificated Pass-Through
         REMIC V Interest                  Type of Interest      Principal Balance                 Rate
         III-1A                                 Regular            $143,952,000                     (1)
         III-2A                                 Regular            $383,102,000                     (2)
         III-3A-14                              Regular            $295,379,000                     (3)
         III-3A-23                              Regular            $249,979,000                     (3)
         III-B-1                                Regular            $30,094,000                      (4)
         III-B-2                                Regular            $19,677,000                      (4)
         III-B-3                                Regular            $12,154,000                      (4)
         III-B-4                                Regular            $10,996,000                      (4)
         III-B-5                                Regular             $6,945,000                      (4)
         III-B-6                                Regular             $5,211,713                      (4)
         Component  V  of  the  Class  R       Residual                            $0               (5)
         Certificates

_______________________
(1)      REMIC V Regular  Interest  III-1A  will bear  interest at a variable  rate equal to the  weighted
     average of the Net Rates of the Sub-Loan Group III-1 Mortgage Loans.

(2)  REMIC V Regular  Interest III-2A will bear interest at a variable rate equal to the weighted  average
     of the Net Rates of the Sub-Loan Group III-2 Mortgage Loans.

(3)  REMIC V Regular  Interests  III-3A-14  and  III-3A-23  will bear interest at a variable rate equal to
     the weighted average of the Net Rates of the Sub-Loan Group III-3 Mortgage Loans.

(4)  REMIC V  Regular  Interests  III-B-1,  III-B-2,  III-B-3,  III-B-4,  III-B-5  and  III-B-6  will bear
     interest  at a  variable  rate  equal to the  weighted  average of the  weighted  average of  the Net
     Rates in each related  Sub-Loan Group  weighted in proportion to the results of subtracting  from the
     aggregate  principal  balance of each related  Sub-Loan Group, the Certificate  Principal  Balance of
     the related  Classes of Senior  Certificates.   For purposes of the REMIC  Provisions,  the foregoing
     rate will be the weighted average of the  Uncertificated  Pass-through  Rate for each of the REMIC II
     Y Regular Interests.

(5)  Component V of the Class R Certificates will not bear interest.

                  (vi)     As provided herein, the REMIC  Administrator will make an election to treat the
segregated  pool of assets  consisting of the REMIC III-B Regular  Interests,  REMIC IV Regular  Interests
and REMIC V Regular  Interests and any proceeds  thereof as a REMIC for federal  income tax purposes,  and
such  segregated  pool  of  assets  will  be  designated  as  "REMIC VI."  Component  VI  of  the  Class R
Certificates will represent the sole Class of  "residual  interests" in REMIC VI for purposes of the REMIC
Provisions  under federal  income tax law. The following  table  irrevocably  sets forth the  designation,
Uncertificated  Pass-Through Rate (which is also the Pass-Through  Rate for the Related  Certificates) and
initial  Uncertificated  Principal  Balance  for each of the  "regular  interests"  in  REMIC VI,  and the
designation and  Certificate  Principal  Balance of the Class R Certificates  allocable to Component VI of
the Class R Certificates.

          Class Designation for       Type of         Initial Uncertificated   Uncertificated Pass-Through
          each REMIC VI Interest      Interest          Principal Balance                 Rate
          I-1A-1                      Regular             $774,897,000                     (1)
          I-1A-2                      Regular             $95,962,000                      (1)
          I-2A-1                      Regular             $807,809,000                     (1)
          I-2A-2                      Regular             $100,038,000                     (1)
          I-3A-1                      Regular             $550,721,000                     (1)
          I-3A-2                      Regular             $68,201,000                      (1)
          II-1A-1                     Regular             $64,603,000                      (2)
          II-1A-2                     Regular              $6,383,000                      (2)
          II-1X-1                     Regular               Notional                       (3)
          II-2A-1                     Regular             $514,821,000                     (4)
          II-2A-2                     Regular             $50,866,000                      (4)
          II-2X-1                     Regular               Notional                       (5)
          II-2X-2                     Regular               Notional                       (5)
          II-3A-1                     Regular             $156,922,000                     (5)
          II-3A-2                     Regular             $173,855,000                     (6)
          II-3A-3                     Regular             $120,296,000                     (5)
          II-3A-4                     Regular             $128,097,000                     (6)
          II-3A-5                     Regular             $57,223,000                      (6)
          II-3X-1                     Regular               Notional                       (7)
          II-3X-2                     Regular               Notional                       (7)
          II-B-1                      Regular             $29,832,000                     (10)
          II-B-2                      Regular             $18,731,000                     (10)
          II-B-3                      Regular              $7,632,000                     (10)
          II-B-4                      Regular              $8,325,000                     (10)
          II-B-5                      Regular              $6,938,000                     (10)
          II-B-6                      Regular              $4,163,000                     (10)
          II-B-7                      Regular              $4,162,000                     (10)
          II-B-8                      Regular              $4,162,000                     (10)
          II-B-9                      Regular             $13,182,000                     (10)
          II-B-10                     Regular             $10,406,000                     (10)
          II-B-11                     Regular              $6,941,063                     (10)
          III-1A-1                    Regular             $132,532,000                    (11)
          III-1A-2                    Regular             $11,420,000                     (11)
          III-2A-1                    Regular             $352,710,000                    (13)
          III-2A-2                    Regular             $30,392,000                     (13)
          III-3A-1                    Regular             $252,115,000                    (14)
          III-3A-2                    Regular             $156,701,000                    (14)
          III-3A-3                    Regular             $93,278,000                     (14)
          III-3A-4                    Regular             $43,264,000                     (14)
          III-3X-1                    Regular               Notional                      (15)
          III-3X-2                    Regular               Notional                      (16)
          III-B-1                     Regular             $30,094,000                     (17)
          III-B-2                     Regular             $19,677,000                     (17)
          III-B-3                     Regular             $12,154,000                     (17)
          III-B-4                     Regular             $10,996,000                     (17)
          III-B-5                     Regular              $6,945,000                     (17)
          III-B-6                     Regular              $5,211,713                     (17)
          I-M-1                       Regular             $89,828,000                     (18)
          I-M-2                       Regular             $55,482,000                     (18)
          I-B-1                       Regular             $36,988,000                     (19)
          I-B-2                       Regular             $13,210,000                     (19)
          I-B-3                       Regular             $15,852,000                     (19)
          I-XP                        Regular                 N/A                         (20)
          II-XP                       Regular                 N/A                         (20)
          B-IO-I and B-IO-P           Regular            $33,026,590.96                   (21)
          Component VI of the         Residual                 $0                         (22)
          Class R Certificates

_______________________
(1)  REMIC VI Regular Interests I-1A-1,  I-1A-2,  I-2A-1,  I-2A-2, I-3A-1 and I-3A-2 will bear interest at
     a variable rate equal to the least of (i) One-Month  LIBOR plus the related  Margin,  (ii) 11.50% and
     (iii) the  weighted  average of the Net Rates of the group I mortgage  loans in the related  sub-loan
     group as adjusted to an effective rate reflecting the accrual of interest on an actual/360 basis.

(2)  On or prior to the Distribution  Date in March 2009, REMIC VI Regular  Interests  II-1A-1 and II-1A-2
     will bear  interest at a variable  Pass-Through  Rate equal to the weighted  average of the Net Rates
     of the Sub-Loan  Group II-1 Mortgage  Loans minus 0.586% per annum.  After the  Distribution  Date in
     March  2009,  REMIC VI  Regular  Interests  II-1A-1  and  II-1A-2  will bear  interest  at a variable
     Pass-Through  Rate  equal to the  weighted  average  of the Net  Rates  of the  Sub-Loan  Group  II-1
     Mortgage Loans.

(3)  On or prior to the  Distribution  Date in March 2009,  REMIC VI Regular  Interest  II-1X-1  will bear
     interest at a fixed  Pass-Through  Rate equal to 0.586% per annum based on a notional amount equal to
     the  Uncertificated  Principal Balance of REMIC VI Regular  Interests II-1A-1 and II-1A-2.  After the
     Distribution  Date in March 2009,  REMIC VI Regular  Interest  II-1X-1 will not bear any interest and
     the Pass-Through Rate will be equal to 0.00% per annum thereon.

(4)  On or prior to the  Distribution  Date in April 2011,  REMIC VI Regular  Interests  II-2A-1 will bear
     interest  at a fixed  Pass-Through  Rate equal to the lesser of (i) 5.650% per annum and (ii) the Net
     Rates of the sub-loan group II-2 mortgage loans.  After the  Distribution  Date in April 2011,  REMIC
     VI  Regular  Interests  II-2A-1  will bear  interest  at a  variable  Pass-Through  Rate equal to the
     weighted average of the Net Rates of the sub-loan group II-2 mortgage loans.

(5)  On or prior to the  Distribution  Date in April 2011,  REMIC VI Regular  Interests  II-2A-2 will bear
     interest  at a  variable  Pass-Through  Rate  equal to the  weighted  average of the Net Rates of the
     sub-loan  group II-2 mortgage  loans minus  approximately  0.394% per annum.  After the  Distribution
     Date  in  April  2011,  REMIC  VI  Regular  Interests  II-2A-2  will  bear  interest  at  a  variable
     Pass-Through  Rate equal to the weighted average of the Net Rates of the Sub-Loan Group II-2 Mortgage
     Loans.

(6)  On or prior to the  Distribution  Date in April 2011,  REMIC VI Regular  Interest  II-2X-1  will bear
     interest at a variable  Pass-Through  Rate equal to the excess,  if any, of (i)  weighted  average of
     the Net Rates of the Sub-Loan  Group II-2  mortgage  loans,  over (ii) the  Pass-Through  rate of the
     Class II-2A-1  Certificates based on a notional amount equal to the Uncertified  Principal balance of
     the Class  II-2A-1  Certificates.  After the  Distribution  Date in April 2011,  REMIC VI  Regulation
     Interest  II-2X-1  will not bear any interest  and the  Pass-Through  Rate will be equal to 0.00% per
     annum thereon.

(7)  On or prior to the  Distribution  Date in April 2011,  REMIC VI Regular  Interest  II-2X-2  will bear
     interest at a fixed  Pass-Through  Rate equal to  approximately  0.394% per annum based on a notional
     amount equal to the  Uncertificated  Principal Balance of the Class II-2A-2  Certificates.  After the
     Distribution  Date in April 2011,  REMIC VI Regular  Interest  II-2X-2 will not bear any interest and
     the Pass-Through Rate will be equal to 0.00% per annum thereon.

(8)  On or prior to the Distribution  Date in April 2011,  REMIC VI Regular  Interests  II-3A-1,  II-3A-2,
     II-3A-3,  II-3A-4  and  II-3A-5  will bear  interest  at a  variable  Pass-Through  Rate equal to the
     weighted  average of the Net Rates of the Sub-Loan  Group II-3 Mortgage  Loans minus 0.543%,  0.293%,
     0.543%.  0.543% and  0.293%,  respectively,  per annum.  After the  Distribution  Date in April 2011,
     REMIC VI Regular Interests  II-3A-1,  II-3A-2,  II-3A-3,  II-3A-4 and II-3A-5 will bear interest at a
     variable  Pass-Through  Rate equal to the  weighted  average of the Net Rates of the  Sub-Loan  Group
     II-3 Mortgage Loans.

(9)      On or prior to the  Distribution  Date in April 2011, REMIC VI Regular Interest II-3X-1 will bear
     interest at a fixed  Pass-Through  Rate equal to 0.250% per annum based on a notional amount equal to
     the  Uncertificated  Principal  Balance of REMIC VI Regular Interests  II-3A-1,  II-3A-3 and II-3A-4.
     After the  Distribution  Date in April  2011,  REMIC VI Regular  Interest  II-3X-1  will not bear any
     interest and the Pass-Through Rate will be equal to 0.00% per annum thereon.

(10)     On or prior to the  Distribution  Date in April 2011, REMIC VI Regular Interest II-3X-2 will bear
     interest at a fixed  Pass-Through  Rate equal to 0.293% per annum based on a notional amount equal to
     the  Uncertificated  Principal  Balance  of REMIC VI Regular  Interests  II-3A-1,  II-3A-2,  II-3A-3,
     II-3A-4 and II-3A-5.  After the  Distribution  Date in April 2011,  REMIC VI Regular Interest II-3X-2
     will not bear any interest and the Pass-Through Rate will be equal to 0.00% per annum thereon.

(11)     REMIC VI Regular Interests II-B-1,  II-B-2,  II-B-3,  II-B-4,  II-B-5,  II-B-6,  II-B-7,  II-B-8,
     II-B-9,  II-B-10 and II-B-11 will bear interest at a variable  rate equal to the weighted  average of
     the Net Rate of the  Mortgage  Loans in Loan  Group II  weighted  in  proportion  to the  results  of
     subtracting  from the  aggregate  principal  balance  of Loan  Group II,  the  Certificate  Principal
     Balance  of the  related  Classes of Senior  Certificates.  For  federal  income  tax  purposes,  the
     interest  rate on each  foregoing  REMIC VI Regular  Interest  is equal to the  interest  rate on the
     REMIC IV Regular Interest bearing the same alphanumeric class designation.

(12) The REMIC VI Regular  Interests  III-1A-1 and III-1A-2 will bear interest at a variable  Pass-Through
     Rate equal to the weighted average of the Net Rates of the Sub-Loan Group III-1 Mortgage Loans.

(13) The REMIC VI Regular  Interests  III-2A-1 and III-2A-2 will bear interest at a variable  Pass-Through
     Rate equal to the weighted average of the Net Rates of the Sub-Loan Group III-2 Mortgage Loans.  .

(14) On or prior to the Distribution  Date in May 2011,  REMIC VI Regular  Interests  III-3A-1,  III-3A-2,
     III-3A-3  and  III-3A-4  will bear  interest at a variable  Pass-Through  Rate equal to the  weighted
     average of the Net Rates of the  Sub-Loan  Group III-3  Mortgage  Loans minus  approximately  0.217%,
     0.420%,  0.420% and  0.217%,  respectively,  per  annum.  After the  Distribution  Date in May 20001,
     REMIC VI Regular  Interests  III-3A-1,  III-3A-2,  III-3A-3  and  III-3A-4  will bear  interest  at a
     variable  Pass-Through  Rate equal to the  weighted  average of the Net Rates of the  Sub-Loan  Group
     III-3 Mortgage Loans.

(15) On or prior to the  Distribution  Date in May 2011,  REMIC VI  Regular  Interest  III-3X-1  will bear
     interest at a fixed  Pass-Through  Rate equal to 0.217% per annum based on a notional amount equal to
     the Uncertificated Principal Balance of REMIC VI Regular Interests III-3A-1,  III-3A-2,  III-3A-3 and
     III-3A-4.  After the  Distribution  Date in May 2011,  REMIC VI Regular  Interest  III-3X-1  will not
     bear any interest and the Pass-Through Rate will be equal to 0.00% per annum thereon.

(16) On or prior to the  Distribution  Date in May 2011,  REMIC VI  Regular  Interest  III-3X-2  will bear
     interest at a fixed  Pass-Through  Rate equal to 0.203% per annum based on a notional amount equal to
     the  Uncertificated  Principal  Balance of REMIC VI Regular  Interests  III-3A-2 and III-3A-3.  After
     the Distribution  Date in May 2011, REMIC VI Regular Interest III-3X-2 will not bear any interest and
     the Pass-Through Rate will be equal to 0.00% per annum thereon.

(17) REMIC VI Regular  Interests  III-B-1,  III-B-2,  III-B-3,  III-B-4,  III-B-5  and  III-B-6  will bear
     interest at a variable  rate equal to the weighted  average of the Net Rate of the Mortgage  Loans in
     Loan Group III weighted in proportion  to the results of  subtracting  from the  aggregate  principal
     balance  of Loan Group III,  the  Certificate  Principal  Balance  of the  related  Classes of Senior
     Certificates.  For  federal  income  tax  purposes,  the  interest  rate on each  foregoing  REMIC VI
     Regular  Interest  is equal to the  interest  rate on the REMIC V Regular  Interest  bearing the same
     alphanumeric class designation.

(18) REMIC VI Regular  Interests  I-M-1 and I-M-2 will bear  interest  at a rate equal to the least of (i)
     One-Month LIBOR plus the related Margin, (ii) 11.50% and (iii) the related Net Rate Cap.

(19) REMIC VI Regular  Interests  I-B-1,  I-B-2 and I-B-3 will bear  interest at a rate equal to the least
     of (i) One-Month LIBOR plus the related Margin, (ii) 11.50% and (iii) the related Net Rate Cap.

(20) The Class XP  Certificates  will not bear any interest.  The Class XP  Certificates  will be entitled
     to receive  Prepayment  Charges  collected with respect to the Prepayment  Charge Loans. The Class XP
     Certificates  will not  represent an interest in any REMIC,  they will instead  represent an interest
     in the Trust  constituted  by this Agreement that is a strip of Prepayment  Charges  associated  with
     the Prepayment Charge Loans.

(21) The  Class  B-IO  Certificates  will  bear  interest  at a per annum  rate  equal to the  Class  B-IO
     Pass-Through  Rate  on its  Notional  Amount.  Amounts  paid,  or  deemed  paid,  to the  Class  B-IO
     Certificates  shall be deemed to first be paid to REMIC VI Regular  Interest  B-IO-I in  reduction of
     accrued and unpaid  interest  thereon until such accrued and unpaid  interest shall have been reduced
     to zero and shall  then be deemed  paid to REMIC VI  Regular  Interest  B-IO-P  in  reduction  of the
     principal balance thereof.

(22) Component VI of the Class R Certificates will not bear interest.

                  (vii)    As provided herein, the REMIC  Administrator will make an election to treat the
segregated  pool of assets  consisting  of REMIC VI Regular  Interests  B-IO-I and B-IO-P and any proceeds
thereof  as a REMIC  for  federal  income  tax  purposes,  and  such  segregated  pool of  assets  will be
designated  as  "REMIC VII."  The  Class R-X  Certificates  will  represent  the sole  Class of  "residual
interests"  in  REMIC VII  for  purposes  of the  REMIC  Provisions  under  federal  income  tax law.  The
following table  irrevocably  sets forth the  designation,  Uncertificated  Pass-Through  Rate and initial
Uncertificated  Principal  Balance for the single "regular  interest" in REMIC VII and the designation and
Certificate Principal Balance of the Class R-X Certificates.

          Class Designation for       Type of         Initial Uncertificated   Uncertificated Pass-Through
          each REMIC VII Interest     Interest          Principal Balance                 Rate
          B-IO                        Regular                 $33,026,590.96               (1)
          Class R-X Certificates      Residual                            $0               (2)

(1)  The  Class  B-IO  Certificates  will  bear  interest  at a per annum  rate  equal to the  Class  B-IO
     Pass-Through  Rate  on its  Notional  Amount.  The  REMIC  VII  Regular  Interest  will  not  have an
     Uncertificated  Pass-Through Rate, but will be entitled to 100% of all amounts  distributed or deemed
     distributed on REMIC VI Regular Interests B-IO-I and B-IO-P.
(2)  The Class R-X Certificates will not bear interest.

         (d)      Solely for  purposes of  Section 1.860G-1(a)(4)(iii) of  the Treasury  regulations,  the
Distribution  Date immediately  following the maturity date for the Mortgage Loan with the latest maturity
date in the Trust Fund has been  designated as the "latest  possible  maturity date" for the REMIC Regular
Interests and the Certificates.

         (e)      With  respect  to each  Distribution  Date,  each  Class of  Certificates  shall  accrue
interest during the related  Interest  Accrual  Period.  With respect to each  Distribution  Date and each
such  Class of  Certificates  (other  than the  Residual  Certificates  or the Class  B-IO  Certificates),
interest  shall be  calculated,  on the basis of a 360-day  year and the actual  number of days elapsed in
the  related  Interest  Accrual  Period,  based  upon  the  respective  Pass-Through  Rate set  forth,  or
determined  as provided,  above and the  Certificate  Principal  Balance of such Class  applicable to such
Distribution  Date.  With  respect to each  Distribution  Date and the Class B-IO  Certificates,  interest
shall be calculated,  on the basis of a 360-day year  consisting of twelve 30-day  months,  based upon the
Pass-Through  Rate set forth,  or  determined  as provided,  above and the  Notional  Amount of such Class
applicable to such Distribution Date.

         (f)      The  Certificates  shall be  substantially  in the forms set forth in Exhibits A-1, A-2,
A-3, A-4, A-5-1,  A-5-2,  A-6, A-7, A-8, A-9, A-10,  A-12,  A-13,  A-14,  A-15, A-16 and A-17. On original
issuance,  the Securities  Administrator  shall sign,  countersign and shall deliver them at the direction
of the  Depositor.  Pending the  preparation  of  definitive  Certificates  of any Class,  the  Securities
Administrator  may  sign  and  countersign  temporary  Certificates  that  are  printed,  lithographed  or
typewritten,  in authorized  denominations  for Certificates of such Class,  substantially of the tenor of
the  definitive  Certificates  in lieu of which  they are  issued  and with such  appropriate  insertions,
omissions,  substitutions  and other variations as the officers or authorized  signatories  executing such
Certificates  may  determine,  as  evidenced  by  their  execution  of  such  Certificates.  If  temporary
Certificates  are  issued,  the  Depositor  will cause  definitive  Certificates  to be  prepared  without
unreasonable  delay. After the preparation of definitive  Certificates,  the temporary  Certificates shall
be exchangeable  for definitive  Certificates  upon surrender of the temporary  Certificates at the office
of the Securities  Administrator,  without charge to the Holder.  Upon surrender for  cancellation  of any
one or more temporary  Certificates,  the Securities  Administrator shall sign and countersign and deliver
in exchange therefor a like aggregate  principal  amount,  in authorized  denominations for such Class, of
definitive  Certificates of the same Class. Until so exchanged,  such temporary  Certificates shall in all
respects be entitled to the same benefits as definitive Certificates.

         (g)      Each Class of  Book-Entry  Certificates  will be registered as a single  Certificate  of
such  Class held by a nominee of the  Depository or the DTC Custodian,  and  beneficial  interests will be
held by investors through the book-entry  facilities of the Depository in minimum  denominations of (i) in
the case of the Senior  Certificates,  $25,000 and in each case increments of $1.00 in excess thereof, and
(ii) in the case of the  Offered  Subordinate  Certificates,  $25,000  and  increments  of $1.00 in excess
thereof,  except that one  Certificate of each such Class may be issued in a different  amount so that the
sum of the  denominations  of all  outstanding  Certificates  of such  Class shall  equal the  Certificate
Principal  Balance of such Class on the Closing Date. On the Closing Date,  the  Securities  Administrator
shall  execute and  countersign  Physical  Certificates  all in an aggregate  principal  amount that shall
equal the  Certificate  Principal  Balance of such  Class on the Closing  Date.  The Group II  Non-offered
Subordinate  Certificates  shall  be  issued  in  certificated  fully-registered  form in  minimum  dollar
denominations  of $25,000 and  integral  multiples  of $1.00 in excess  thereof,  except that one Group II
Non-offered  Subordinate  Certificate of each Class may be issued in a different amount so that the sum of
the  denominations  of all  outstanding  Private  Certificates of such  Class shall  equal the Certificate
Principal  Balance of such Class on the Closing Date.  The Residual  Certificates  shall each be issued in
certificated  fully-registered  form with no  denomination.  Each Class of  Global  Certificates,  if any,
shall be issued  in fully  registered  form in  minimum  dollar  denominations  of  $25,000  and  integral
multiples of $1.00 in excess  thereof,  except that one  Certificate  of each  Class may be in a different
denomination  so that the sum of the  denominations  of all outstanding  Certificates of such  Class shall
equal the  Certificate  Principal  Balance of such Class on the Closing  Date.  On the Closing  Date,  the
Securities  Administrator  shall  execute  and  countersign  (i) in  the  case  of each  Class of  Offered
Certificates,  the Certificate in the entire  Certificate  Principal  Balance of the respective  Class and
(ii) in the case of each  Class of  Private  Certificates,  Individual  Certificates  all in an  aggregate
principal amount that shall equal the Certificate  Principal Balance of each such respective  Class on the
Closing  Date.  The  Certificates  referred  to in clause  (i) and  if at any time  there are to be Global
Certificates,  the Global  Certificates  shall be delivered by the Depositor to the Depository or pursuant
to the Depository's  instructions,  shall be delivered by the Depositor on behalf of the Depository to and
deposited with the DTC Custodian.  The Securities  Administrator  shall sign the Certificates by facsimile
or manual  signature and countersign  them by manual  signature on behalf of the Securities  Administrator
by one or more  authorized  signatories,  each of whom shall be  Responsible  Officers  of the  Securities
Administrator  or its agent.  A  Certificate  bearing the manual and facsimile  signatures of  individuals
who were the authorized  signatories of the Securities  Administrator or its agent at the time of issuance
shall  bind the  Securities  Administrator,  notwithstanding  that  such  individuals  or any of them have
ceased to hold such positions prior to the delivery of such Certificate.

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

         (i)      The Closing Date is hereby  designated  as the "startup" day of each 2006-4 REMIC within
the meaning of Section 860G(a)(9) of the Code.

         (j)      For  federal  income tax  purposes,  each  2006-4  REMIC shall have a tax year that is a
calendar year and shall report income on an accrual basis.

         (k)      The Securities  Administrator  on behalf of the Trustee shall cause each 2006-4 REMIC to
timely  elect  to  be  treated  as a  REMIC  under  Section 860D  of  the  Code.  Any  inconsistencies  or
ambiguities in this Agreement or in the  administration of any Trust established  hereby shall be resolved
in a manner that preserves the validity of such elections.

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

                  ANY RESALE,  TRANSFER OR OTHER  DISPOSITION OF THIS  CERTIFICATE MAY BE MADE ONLY IF THE
                  PROPOSED  TRANSFEREE  PROVIDES  A TRANSFER  AFFIDAVIT  TO THE  MASTER  SERVICER  AND THE
                  SECURITIES  ADMINISTRATOR  THAT (1) SUCH  TRANSFEREE IS NOT (A) THE UNITED  STATES,  ANY
                  STATE OR POLITICAL  SUBDIVISION  THEREOF,  ANY POSSESSION OF THE UNITED  STATES,  OR ANY
                  AGENCY OR INSTRUMENTALITY  OF ANY OF THE FOREGOING (OTHER THAN AN INSTRUMENTALITY  WHICH
                  IS A  CORPORATION  IF ALL OF ITS  ACTIVITIES  ARE  SUBJECT TO TAX AND EXCEPT FOR FREDDIE
                  MAC, A MAJORITY OF ITS BOARD OF DIRECTORS IS NOT  SELECTED BY SUCH  GOVERNMENTAL  UNIT),
                  (B)  A  FOREIGN   GOVERNMENT,   ANY  INTERNATIONAL   ORGANIZATION,   OR  ANY  AGENCY  OR
                  INSTRUMENTALITY  OF EITHER OF THE FOREGOING,  (C) ANY  ORGANIZATION  (OTHER THAN CERTAIN
                  FARMERS'  COOPERATIVES  DESCRIBED  IN SECTION  521 OF THE CODE) WHICH IS EXEMPT FROM THE
                  TAX  IMPOSED BY CHAPTER 1 OF THE CODE  UNLESS  SUCH  ORGANIZATION  IS SUBJECT TO THE TAX
                  IMPOSED BY SECTION  511 OF THE CODE  (INCLUDING  THE TAX  IMPOSED BY SECTION  511 OF THE
                  CODE  ON  UNRELATED   BUSINESS  TAXABLE  INCOME),   (D)  RURAL  ELECTRIC  AND  TELEPHONE
                  COOPERATIVES  DESCRIBED  IN SECTION  1381(a)(2)(C)  OF THE CODE,  (E) AN ELECTING  LARGE
                  PARTNERSHIP  UNDER  SECTION  775(a)  OF THE  CODE  (ANY  SUCH  PERSON  DESCRIBED  IN THE
                  FOREGOING   CLAUSES  (A),  (B),  (C),  (D)  OR  (E)  BEING  HEREIN   REFERRED  TO  AS  A
                  "DISQUALIFIED  ORGANIZATION"),  OR (F) AN AGENT OF A DISQUALIFIED  ORGANIZATION,  (2) NO
                  PURPOSE OF SUCH  TRANSFER IS TO IMPEDE THE  ASSESSMENT OR COLLECTION OF TAX AND (3) SUCH
                  TRANSFEREE  SATISFIES CERTAIN ADDITIONAL  CONDITIONS RELATING TO THE FINANCIAL CONDITION
                  OF  THE  PROPOSED  TRANSFEREE.  NOTWITHSTANDING  THE  REGISTRATION  IN  THE  CERTIFICATE
                  REGISTER  OR  ANY  TRANSFER,  SALE  OR  OTHER  DISPOSITION  OF  THIS  CERTIFICATE  TO  A
                  DISQUALIFIED   ORGANIZATION   OR  AN  AGENT  OF  A   DISQUALIFIED   ORGANIZATION,   SUCH
                  REGISTRATION  SHALL BE DEEMED  TO BE OF NO LEGAL  FORCE OR  EFFECT  WHATSOEVER  AND SUCH
                  PERSON  SHALL  NOT BE  DEEMED  TO BE A  CERTIFICATEHOLDER  FOR  ANY  PURPOSE  HEREUNDER,
                  INCLUDING,  BUT NOT LIMITED TO, THE RECEIPT OF DISTRIBUTIONS ON THIS  CERTIFICATE.  EACH
                  HOLDER OF THIS  CERTIFICATE  BY ACCEPTANCE OF THIS  CERTIFICATE  SHALL BE DEEMED TO HAVE
                  CONSENTED TO THE PROVISIONS OF THIS PARAGRAPH.

         Section 5.02.     Registration  of Transfer  and  Exchange of  Certificates.  (a) The  Securities
Administrator  shall maintain at its Corporate  Trust Office a Certificate  Register in which,  subject to
such  reasonable  regulations as it may  prescribe,  the  Securities  Administrator  shall provide for the
registration of Certificates and of transfers and exchanges of Certificates as herein provided.

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

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

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

                  (ii)     The  Securities  Administrator  shall  register the transfer of any  Individual
Certificate  if (x)  the  transferor  has  advised  the  Securities  Administrator  in  writing  that  the
Certificate is being  transferred to an  Institutional  Accredited  Investor along with facts  surrounding
the transfer as set forth in Exhibit F-3 hereto;  and (y) prior to the transfer the  transferee  furnishes
to the Securities  Administrator  an Investment  Letter (and the Securities  Administrator  shall be fully
protected in so doing),  provided  that, if based upon an Opinion of Counsel  addressed to the  Securities
Administrator  to the effect that the  delivery of (x) and (y) above are not  sufficient  to confirm  that
the proposed  transfer is being made pursuant to an exemption  from,  or in a transaction  not subject to,
the  registration   requirements  of  the  Securities  Act  and  other  applicable  laws,  the  Securities
Administrator  shall as a condition of the  registration  of any such transfer  require the  transferor to
furnish such other  certifications,  legal opinions or other information prior to registering the transfer
of an Individual Certificate as shall be set forth in such Opinion of Counsel.

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

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

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

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

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

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

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

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

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

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

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

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

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

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

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

         (k)      No service  charge shall be made for any transfer or exchange of  Certificates,  but the
Securities  Administrator may require payment of a sum sufficient to cover any tax or governmental  charge
that may be imposed in connection with any transfer or exchange of Certificates.

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

         Section 5.03.     Mutilated,  Destroyed,  Lost or Stolen  Certificates.  (a) If (i) any mutilated
Certificate  is  surrendered to the Securities  Administrator,  or the Securities  Administrator  receives
evidence to its  satisfaction  of the  destruction,  loss or theft of any  Certificate,  and (ii) there is
delivered  to the  Securities  Administrator  such  security  or  indemnity  as it may  require to save it
harmless,  and (iii) the  Securities  Administrator has not received notice that such Certificate has been
acquired  by a third  Person,  the  Securities  Administrator  shall sign,  countersign  and  deliver,  in
exchange for or in lieu of any such mutilated,  destroyed,  lost or stolen Certificate,  a new Certificate
of like  tenor and  Fractional  Undivided  Interest  but in each  case  bearing a  different  number.  The
mutilated,  destroyed,  lost or stolen Certificate shall thereupon be canceled of record by the Securities
Administrator and shall be of no further effect and evidence no rights.

         (b)      Upon the  issuance  of any new  Certificate  under  this  Section 5.03,  the  Securities
Administrator  may require the payment of a sum sufficient to cover any tax or other  governmental  charge
that may be imposed in relation  thereto and any other  expenses  (including  the fees and expenses of the
Securities  Administrator)  connected  therewith.  Any  duplicate  Certificate  issued  pursuant  to  this
Section 5.03  shall constitute  complete and  indefeasible  evidence of ownership in the Trust Fund, as if
originally issued, whether or not the lost, stolen or destroyed Certificate shall be found at any time.

         Section 5.04.     Persons  Deemed  Owners.  Prior  to  due  presentation  of  a  Certificate  for
registration of transfer,  the Depositor,  the Securities  Administrator and any agent of the Depositor or
the  Securities  Administrator  may treat the Person in whose name any  Certificate  is  registered as the
owner of such  Certificate for the purpose of receiving  distributions  pursuant to  Section 6.01  and for
all other purposes whatsoever.  Neither the Depositor,  the Securities  Administrator nor any agent of the
Depositor or the  Securities  Administrator  shall be affected by notice to the contrary.  No  Certificate
shall be deemed duly  presented for a transfer  effective on any Record Date unless the  Certificate to be
transferred  is presented no later than the close of business on the third  Business  Day  preceding  such
Record Date.

         Section 5.05.     Transfer Restrictions on Residual Certificates.  (a) Residual Certificates,  or
interests  therein,  may not be transferred  without the prior express  written consent of the Tax Matters
Person and the Sponsor,  which cannot be unreasonably  withheld.  As a prerequisite  to such consent,  the
proposed  transferee  must provide the Tax Matters  Person,  the Sponsor and the Securities  Administrator
with an affidavit that the proposed  transferee is a Permitted  Transferee  (and an affidavit that it is a
U.S.  Person,  unless,  in the case of a Class R Certificate  only, the Tax Matters Person and the Sponsor
consent to the transfer to a person who is not a U.S. Person) as provided in Section 5.05(b).

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

         (c)      The Class R-X  Certificates  (including a beneficial  interest  therein) and, unless the
Tax Matters  Person  shall have  consented  in writing  (which  consent may be withheld in the Tax Matters
Person's sole discretion),  the Class R Certificates  (including a beneficial  interest therein),  may not
be purchased by or transferred to any person who is not a United States Person.

         (d)      By accepting a Residual  Certificate,  the purchaser  thereof agrees to be a Tax Matters
Person if it is the Holder of the  largest  percentage  interest of such  Certificate,  and  appoints  the
Securities  Administrator to act on its behalf with respect to all matters  concerning the tax obligations
of the Trust.

         Section 5.06.     Restrictions on Transferability of Certificates.  (a) No offer, sale,  transfer
or other  disposition  (including  pledge) of any  Certificate  shall be made by any Holder thereof unless
registered  under  the  Securities  Act,  or an  exemption  from  the  registration  requirements  of  the
Securities Act and any applicable  state  securities or "Blue Sky" laws is available.  Except with respect
to (i) the initial  transfer of the Class XP  Certificates  or Class R-X  Certificate on the Closing Date,
(ii) the transfer of any Class of  Certificates  including the Class R-X  Certificate to any NIM Issuer or
any NIM  Trustee,  or (iii) a  transfer  of the  Class XP  Certificates  or Class R-X  Certificate  to the
Depositor or any  Affiliate of the  Depositor,  in the event that a transfer of a  Certificate  which is a
Physical  Certificate  is to be made in reliance upon an exemption  from the Securities Act and applicable
state  securities  laws, in order to assure  compliance  with the  Securities  Act and such laws,  and the
prospective  transferee  (other  than  the  Depositor)  of such  Certificate  signs  and  delivers  to the
Securities  Administrator  an  Investment  Letter,  if  the  transferee  is  an  Institutional  Accredited
Investor,  in the form set forth as Exhibit F-l  hereto, or a Rule 144A Certificate,  if the transferee is
a QIB, in the form set forth as Exhibit F-2  hereto.  Notwithstanding  the  provisions of the  immediately
preceding  sentence,  no restrictions shall apply with respect to the transfer or registration of transfer
of a beneficial  interest in any Certificate that is a Global  Certificate of a Class to a transferee that
takes  delivery in the form of a  beneficial  interest in the Global  Certificate  of such  Class provided
that each such transferee shall be deemed to have made such  representations  and warranties  contained in
the Rule 144A  Certificate  as are  sufficient  to  establish  that it is a QIB. In the case of a proposed
transfer of any  Certificate to a transferee  other than a QIB, the Securities  Administrator  may require
an Opinion of Counsel addressed to the Securities  Administrator  that such transaction is exempt from the
registration  requirements  of the  Securities  Act. The cost of such  opinion  shall not be an expense of
the Securities Administrator or the Trust Fund.

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

         Section 5.07.     ERISA  Restrictions.  (a)  Subject to the  provisions  of  subsection  (b),  no
Residual  Certificates  or Private  Certificates  may be acquired  directly or indirectly by, or on behalf
of, an  employee  benefit  plan or other  retirement  arrangement  that is  subject to Title I of ERISA or
Section 4975  of the Code (a "Plan"),  or by a person using "plan  assets" of a Plan,  unless the proposed
transferee  provides  the  Securities  Administrator,  with an Opinion of Counsel  addressed to the Master
Servicer,  the Trustee and the Securities  Administrator  (upon which they may rely) that is  satisfactory
to the  Securities  Administrator,  which opinion will not be at the expense of the Master  Servicer,  the
Trustee or the Securities  Administrator,  that the purchase of such  Certificates by or on behalf of such
Plan is  permissible  under  applicable  law,  will not  constitute  or result in a  nonexempt  prohibited
transaction  under  ERISA or  Section 4975  of the Code and will not  subject  the  Depositor,  the Master
Servicer,  the Trustee or the Securities  Administrator  to any obligation in addition to those undertaken
in the Agreement.

         (b)      Unless  such  Person has  provided  an Opinion of  Counsel in  accordance  with  Section
5.07(a),  any Person  acquiring an interest in a Global  Certificate  which is a Private  Certificate,  by
acquisition of such  Certificate,  shall be deemed to have  represented  to the Securities  Administrator,
and any Person  acquiring  an interest in a Private  Certificate  in  definitive  form shall  represent in
writing  to the  Securities  Administrator,  that it is not  acquiring  an  interest  in such  Certificate
directly or indirectly  by, or on behalf of, or with "plan  assets" of, an employee  benefit plan or other
retirement arrangement which is subject to Title I of ERISA and/or Section 4975 of the Code.

         (c)      Each beneficial owner of a Class I-M-1,  Class I-M-2,  Class I-B-1,  Class I-B-2,  Class
II-B-1,  Class  II-B-2,  Class II-B-3,  Class II-B-4,  Class  II-B-5,  Class II-B-6,  Class II-B-7.  Class
II-B-8,  Class  III-B-1,  Class  III-B-2 or Class  III-B-3  Certificate  or any interest  therein shall be
deemed to have  represented,  by virtue of its  acquisition  or holding of that  certificate  or  interest
therein,  that either (i) such  Certificate  is rated at least "BBB-" or its  equivalent by Fitch,  S&P or
Moody's,  (ii) such  beneficial  owner is not a Plan or investing with "plan assets" of any Plan, or (iii)
(1) it is an  insurance  company,  (2) the  source of funds used to  acquire  or hold the  certificate  or
interest  therein is an  "insurance  company  general  account,"  as such term is  defined  in  Prohibited
Transaction  Class Exemption  ("PTCE")  95-60,  and (3) the conditions in Sections I and III of PTCE 95-60
have been satisfied.

         (d)      Neither  the Master  Servicer  nor the  Securities  Administrator  will be  required  to
monitor,  determine or inquire as to compliance with the transfer  restrictions with respect to the Global
Certificates.  Any attempted or purported  transfer of any  Certificate  in violation of the provisions of
Sections  (a), (b) or (c) above shall be void ab initio and such  Certificate  shall be considered to have
been held  continuously  by the prior  permitted  Certificateholder.  Any transferor of any Certificate in
violation of such  provisions,  shall  indemnify and hold harmless the  Securities  Administrator  and the
Master  Servicer  from and  against any and all  liabilities,  claims,  costs or expenses  incurred by the
Securities  Administrator  or the Master  Servicer as a result of such  attempted or  purported  transfer.
The Securities  Administrator  shall have no liability for transfer of any such Global  Certificates in or
through  book-entry  facilities  of  any  Depository  or  between  or  among  Depository  Participants  or
Certificate Owners made in violation of the transfer restrictions set forth herein.

         Section 5.08.     Rule  144A   Information.   For  so  long  as  any  Private   Certificates  are
outstanding,  (1) the  Sponsor  will  provide  or cause  to be  provided  to any  holder  of such  Private
Certificates and any prospective  purchaser thereof designated by such a holder,  upon the request of such
holder or prospective  purchaser,  the  information  required to be provided to such holder or prospective
purchaser by Rule 144A(d)(4)  under the Securities Act; and (2) the Sponsor shall update such  information
from time to time in order to prevent such  information  from becoming  false and misleading and will take
such other  actions as are  necessary  to ensure  that the safe  harbor  exemption  from the  registration
requirements  of the  Securities  Act under Rule 144A is and will be available for resales of such Private
Certificates conducted in accordance with Rule 144A.


                                                ARTICLE VI

                                      Payments to Certificateholders

         Section 6.01.     Distributions  on the  Group I  Certificates.  (a) On each  Distribution  Date,
with  respect  to Loan  Group I, an  amount  equal to the  Interest  Funds  and  Principal  Funds for such
Distribution  Date shall be withdrawn by the Securities  Administrator  from the  Distribution  Account in
respect of Loan Group I to the extent of funds on deposit  therein and  distributed in the following order
of priority:

         First, Interest Funds will be distributed, in the following manner and order of priority:

                  1.       From  Interest  Funds in respect of  Sub-Loan  Group I-1,  to the Class  I-1A-1
         Certificates  and the Class  I-1A-2  Certificates,  the Current  Interest  and then any  Interest
         Carry-Forward  Amount for each such Class, on a pro rata basis based on the Current  Interest and
         Interest  Carry-Forward  Amount owed to each such Class,  (b) from  Interest  Funds in respect of
         Sub-Loan  Group I-2, to the Class  I-2A-1  Certificates  and the Class I-2A-2  Certificates,  the
         Current  Interest and then any Interest  Carry-Forward  Amount for each such Class, on a pro rata
         basis based on the Current  Interest and Interest  Carry-Forward  Amount owed to each such Class,
         and (c) from Interest  Funds in respect of Sub-Loan  Group I-3, to the Class I-3A-1  Certificates
         and the Class I-3A-2  Certificates,  the Current  Interest  and then any  Interest  Carry-Forward
         Amount for each such  Class,  on a pro rata basis  based on the  Current  Interest  and  Interest
         Carry-Forward Amount owed to each such Class;

                  2.       From remaining  Interest Funds, to the Class I-M-1,  Class I-M-2,  Class I-B-1,
         Class I-B-2 and Class I-B-3 Certificates,  sequentially,  in that order, the Current Interest for
         each such Class;

                  3.       Any Excess Spread,  to the extent necessary to cause the  Overcollateralization
         Amount  to  equal  to the  Overcollateralization  Target  Amount,  will  be the  Extra  Principal
         Distribution  Amount  and will be  included  as part of the  Principal  Distribution  Amount  and
         distributed in accordance with second (A) and (B) below; and

                  4.       Any   Remaining   Excess   Spread   will  be   applied,   together   with   the
         Overcollateralization  Release  Amount,  as Excess  Cashflow  pursuant to clauses  Third  through
         Thirteenth below.

         On any  Distribution  Date, any shortfalls  resulting from the  application of the Relief Act and
any Prepayment  Interest  Shortfalls to the extent not covered by Compensating  Interest  Payments will be
allocated as set forth in the definition of Current Interest herein.

         Second,  to pay as  principal  on the  Certificates  entitled to payments  of  principal,  in the
following order of priority:

         (A)      For each  Distribution  Date (i) prior to the  Stepdown  Date or (ii) on which a Trigger
         Event is in effect,  from Principal  Funds and the Extra Principal  Distribution  Amount for such
         Distribution Date:

                  1.       (a) With respect to Sub-Loan  Group I-1, to the Class I-1A-1  Certificates  and
         the  Class  I-1A-2  Certificates,  on a pro  rata  basis  in  accordance  with  their  respective
         Certificate Principal Balances,  an amount equal to Sub-Group I-1A Principal  Distribution Amount
         until the  Certificate  Principal  Balances of each such class  thereof are reduced to zero,  (b)
         with  respect to  Sub-Loan  Group I-2,  to the Class  I-2A-1  Certificates  and the Class  I-2A-2
         Certificates,  on a pro rata basis in  accordance  with their  respective  Certificate  Principal
         Balances,  an  amount  equal to the  Sub-Group  I-2A  Principal  Distribution  Amount  until  the
         Certificate  Principal  Balance  of each such class  thereof  are  reduced to zero,  and (c) with
         respect  to  Sub-Loan  Group  I-3,  to  the  Class  I-3A-1  Certificates  and  the  Class  I-3A-2
         Certificates,  on a pro rata basis in  accordance  with their  respective  Certificate  Principal
         Balances,  an  amount  equal to the  Sub-Group  I-3A  Principal  Distribution  Amount  until  the
         Certificate Principal Balances of each such Class thereof are reduced to zero;

                  2.       To the Class I-M-1 Certificates,  any remaining  Principal  Distribution Amount
         until the Certificate Principal Balance thereof is reduced to zero;

                  3.       To the Class I-M-2 Certificates,  any remaining  Principal  Distribution Amount
         until the Certificate Principal Balance thereof is reduced to zero;

                  4.       To the Class I-B-1 Certificates,  any remaining  Principal  Distribution Amount
         until the Certificate Principal Balance thereof is reduced to zero;

                  5.       To the Class I-B-2 Certificates,  any remaining  Principal  Distribution Amount
         until the Certificate Principal Balance thereof is reduced to zero; and

                  6.       To the Class I-B-3 Certificates,  any remaining  Principal  Distribution Amount
         until the Certificate Principal Balance thereof is reduced to zero.

         (B)      For each  Distribution  Date on or after the Stepdown  Date,  so long as a Trigger Event
         is not in effect,  from  Principal  Funds and the Extra  Principal  Distribution  Amount for such
         Distribution Date:

                  1.       (a)      With respect to Sub-Loan  Group I-1, to the Class I-1A-1  Certificates
         and the Class  I-1A-2  Certificates,  on a pro rata basis in  accordance  with  their  respective
         Certificate Principal Balances,  an amount equal to the Class I-1A Principal  Distribution Amount
         until the  Certificate  Principal  Balances of each such Class  thereof are reduced to zero,  (b)
         with  respect to  Sub-Loan  Group I-2,  to the Class  I-2A-1  Certificates  and the Class  I-2A-2
         Certificates,  on a pro rata basis in  accordance  with their  respective  Certificate  Principal
         Balance,  an amount equal to the Class I-2A Principal  Distribution  Amount until the Certificate
         Principal  Balance of each such  Class  thereof  are  reduced  to zero,  and (c) with  respect to
         Sub-Loan  Group I-3, to the Class I-3A-1  Certificates  and the Class I-3A-2  Certificates,  on a
         pro rata basis in accordance  with their  respective  Certificate  Principal  Balance,  an amount
         equal to the Class I-3A Principal  Distribution  Amount until the Certificate  Principal Balances
         of each such Class thereof are reduced to zero;

                  2.       To the Class I-M-1  Certificates,  from any  remaining  Principal  Distribution
         Amount, the Class I-M-1 Principal  Distribution Amount,  until the Certificate  Principal Balance
         thereof is reduced to zero;

                  3.       To the Class I-M-2  Certificates,  from any  remaining  Principal  Distribution
         Amount, the Class I-M-2 Principal  Distribution Amount,  until the Certificate  Principal Balance
         thereof is reduced to zero;

                  4.       To the Class I-B-1  Certificates,  from any  remaining  Principal  Distribution
         Amount, the Class I-B-1 Principal  Distribution Amount,  until the Certificate  Principal Balance
         thereof is reduced to zero;

                  5.       To the Class I-B-2  Certificates,  from any  remaining  Principal  Distribution
         Amount, the Class I-B-2 Principal  Distribution Amount,  until the Certificate  Principal Balance
         thereof is reduced to zero; and

                  6.       To the Class I-B-3  Certificates,  from any  remaining  Principal  Distribution
         Amount, the Class I-B-3 Principal  Distribution Amount,  until the Certificate  Principal Balance
         thereof is reduced to zero.

         (C)      Notwithstanding  the  provisions  of  clauses  Second  (A)  and  (B)  above,  if on  any
         Distribution  Date  the  Certificates  in a  Sub-Loan  Group  of  Loan  Group  I  are  no  longer
         outstanding,  the portion of Sub-Group I-1A  Principal  Distribution  Amount,  the Sub-Group I-2A
         Principal  Distribution  Amount,   Sub-Group  I-3A  Principal  Distribution  Amount,  Class  I-1A
         Principal   Distribution  Amount,  Class  I-2A  Principal  Distribution  Amount,  or  Class  I-3A
         Principal  Distribution  Amount, as applicable,  otherwise  allocable to such Sub-Loan Group will
         be allocated to the other Sub-Loan  Groups with  outstanding  certificates,  on a pro rata basis,
         in accordance with such Sub-Loan Group's aggregate  Certificate  Balance, and will be distributed
         between the  Certificates  in such other  Sub-Loan Group in the manner set forth in Second (A) or
         (B) above, as applicable,  until the Certificate  Principal Balance of each such Class is reduced
         to zero.

         Third,  from any remaining  Excess  Cashflow,  the  following  amounts to each Class of Class I-A
Certificates,  on a pro rata basis in accordance with the respective  amounts owed to each such Class: (a)
any Interest  Carry  Forward  Amount to the extent not paid  pursuant to clause First 1 above and then (b)
any Unpaid Realized Loss Amount, in each case for each such Class for such Distribution Date;

         Fourth,  from  any  remaining  Excess  Cashflow,   the  following  amounts  to  the  Class  I-M-1
Certificates:  (a) any Interest  Carry Forward  Amount and then (b) any Unpaid  Realized  Loss Amount,  in
each case for such Class for such Distribution Date;

         Fifth,   from  any  remaining  Excess  Cashflow,   the  following  amounts  to  the  Class  I-M-2
Certificates:  (a) any Interest  Carry Forward  Amount and then (b) any Unpaid  Realized  Loss Amount,  in
each case for such Class for such Distribution Date;

         Sixth,   from  any  remaining  Excess  Cashflow,   the  following  amounts  to  the  Class  I-B-1
Certificates:  (a) any Interest  Carry Forward  Amount and then (b) any Unpaid  Realized  Loss Amount,  in
each case for such Class for such Distribution Date;

         Seventh,  from  any  remaining  Excess  Cashflow,  the  following  amounts  to  the  Class  I-B-2
Certificates:  (a) any Interest  Carry Forward  Amount and then (b) any Unpaid  Realized  Loss Amount,  in
each case for such Class for such Distribution Date;

         Eighth,  from  any  remaining  Excess  Cashflow,   the  following  amounts  to  the  Class  I-B-3
Certificates:  (a) any Interest  Carry Forward  Amount and then (b) any Unpaid  Realized  Loss Amount,  in
each case for such Class for such Distribution Date;

         Ninth,  from any remaining Excess Cashflow,  to each Class of Class I-A  Certificates,  any Basis
Risk  Shortfall  Carryforward  Amount  (remaining  unpaid  after  payments  are made under the related Cap
Contracts) for each such Class for such  Distribution  Date,  pro rata,  based on the Basis Risk Shortfall
and Basis Risk Shortfall Carry Forward Amount owed to each such Class;

         Tenth, from any remaining Excess Cashflow,  to the Class I-M-1,  Class I-M-2,  Class I-B-1, Class
I-B-2  and Class  I-B-3  Certificates,  in that  order,  any  Basis  Risk  Shortfall  Carryforward  Amount
(remaining  unpaid after payments are made under the related Cap  Contracts),  in each case for such Class
for such Distribution Date;

         Eleventh,  from any remaining Excess  Cashflow,  to the Class B-IO  Certificates,  the Class B-IO
Distribution Amount for such Distribution Date;

         Twelfth,  from any remaining Excess Cashflow,  to the Class B-IO  Certificates,  any unreimbursed
Class B-IO Advances; and

         Thirteenth, any remaining amounts to the Class R Certificates.

         All  payments  of  amounts  in  respect  of  Basis  Risk   Shortfalls  or  Basis  Risk  Shortfall
Carryforward  Amounts made pursuant to the provisions of this paragraph (a) shall,  for federal income tax
purposes,  be  deemed  to  have  been  distributed  from  REMIC  VII to the  holders  of  the  Class  B-IO
Certificates,  and then  paid  outside  of any  2006-4  REMIC to the  recipients  thereof  pursuant  to an
interest rate cap contract.  By accepting their  Certificates the holders of the Certificates  agree so to
treat such payments for purposes of filing their income tax returns.

         (b)      On each  Distribution  Date,  the related Cap  Contract  Payment  Amount with respect to
such Payment Date shall be distributed in the following  order of priority,  in each case to the extent of
amounts available:

                  (i)      first,  to the holders of the  related  Class or Classes of  Certificates,  the
payment of any Basis Risk Shortfall Carry Forward Amount for such Distribution Date;

                  (ii)     second,  from any  remaining  amounts,  the  payment of an amount  equal to any
Current  Interest and Interest  Carry Forward Amount for the related Class or Classes of  Certificates  to
the extent not covered by Interest Funds or Excess Cashflow on such Distribution Date;

                  (iii)    third, from any remaining  amounts,  available from the Cap Contracts  relating
to the Class I-A Certificates,  to the Class I-M-1,  Class I-M-2, Class I-B-1, Class I-B-2 and Class I-B-3
Certificates, in that order, to the extent not paid pursuant to clauses (i) or (ii) above; and

                  (iv)     fourth, to the Class B-IO Certificates, any remaining amount.

         On each  Distribution  Date,  amounts on deposit in the Reserve  Fund held for the benefit of the
Group I Offered  Certificates  and the Class I-B-3  Certificates  will be allocated first to the Class I-A
Certificates,  pro rata,  based on the current  Realized  Losses and any Unpaid  Realized  Loss Amount for
each such Class for such Distribution  Date, and then to the Class I-M-1,  Class I-M-2, Class I-B-1, Class
I-B-2 and Class I-B-3  Certificates,  in that order,  to pay any  current  Realized  Losses and any Unpaid
Realized  Loss  Amount,  in each  case,  for such Class and for such  Distribution  Date to the extent not
covered by Excess Cashflow on such Distribution Date.

         All Cap  Contract  Payment  Amounts made with  respect to Current  Interest  and  Interest  Carry
Forward Amounts will be treated, for federal income tax purposes,  as reimburseable  advances ("Class B-IO
Advances")  made from the holder of the Class B-IO  Certificates.  Such Class B-IO  Advances  will be paid
back to the holder of the Class B-IO Certificate pursuant to Section 6.01(a).

         (c)      On each  Distribution  Date, all amounts  transferred  from the Class XP Reserve Account
representing  Prepayment  Charges in respect of the  Prepayment  Charge  Loans with respect to the Group I
Mortgage  Loans received  during the related  Prepayment  Period will be withdrawn  from the  Distribution
Account and  distributed by the  Securities  Administrator  to the Holders of the Class I-XP  Certificates
and shall not be available for distribution to the Holders of any other Class of Certificates.

         (d)      The  expenses and fees of the Trust shall be paid by each of the 2006-4  REMICs,  to the
extent that such expenses  relate to the assets of each of such  respective  2006-4 REMICs,  and all other
expenses and fees of the Trust shall be paid pro rata by each of the 2006-4 REMICs.

         Section 6.02.     Distributions  on the Group II  Certificates  and the  Group III  Certificates.
(i) (a) Interest and principal (as  applicable) on the Group II  Certificates  of each  Certificate  Group
will be distributed by the  Securities  Administrator  monthly on each  Distribution  Date,  commencing in
July 2006,  in an amount equal to the  Available  Funds for the related  Sub-Loan  Group on deposit in the
Distribution  Account in respect of each Sub-Loan  Group in Loan Group II for such  Distribution  Date. On
each  Distribution  Date,  the Available  Funds for each Sub-Loan Group in Loan Group II on deposit in the
Distribution Account shall be distributed as follows:

         (A)      on each  Distribution  Date,  the  Available  Funds  for  Sub-Loan  Group  II-1  will be
         distributed to the Class II-1A-1, Class II-1A-2 and Class II-1X-1 Certificates as follows:

                  first, to the Class II-1A-1,  Class II-1A-2 and Class II-1X-1 Certificates,  the Accrued
                  Certificate  Interest on such Classes for such  Distribution  Date,  pro rata,  based on
                  the Accrued Certificate Interest owed to each such Class;

                  second,  to the Class  II-1A-1,  Class  II-1A-2  and  Class  II-1X-1  Certificates,  any
                  Accrued   Certificate   Interest   thereon   remaining   undistributed   from   previous
                  Distribution Dates, pro rata, based on the undistributed  Accrued  Certificate  Interest
                  owed to each such Class,  to the extent of remaining  Available Funds for Sub-Loan Group
                  II-1; and

                  third,  to the  Class  II-1A-1  Certificates  and the  Class  II-1A-2  Certificates,  in
                  reduction of the Certificate  Principal  Balance of each such Class,  the Senior Optimal
                  Principal  Amount  with  respect  to the  Sub-Loan  Group  II-1  Certificates  for  such
                  Distribution  Date, pro rata,  based on the Certificate  Principal  Balance of each such
                  Class,  to the extent of remaining  Available  Funds for Sub-Loan Group II-1,  until the
                  Certificate Principal Balance of each such Class has been reduced to zero.

         (B)      on each  Distribution  Date,  the  Available  Funds  for  Sub-Loan  Group  II-2  will be
         distributed to the Class II-2A-1,  Class  II-2A-2,  Class II-2X-1 and Class II-2X-2  Certificates
         as follows:

                  first,  to  the  Class  II-2A-1,   Class  II-2A-2,   Class  II-2X-1  and  Class  II-2X-2
                  Certificates,  the Accrued  Certificate  Interest on such Classes for such  Distribution
                  Date, pro rata, based on the Accrued Certificate Interest owed to each such Class;

                  second,  to  the  Class  II-2A-1,   Class  II-2A-2,  Class  II-2X-1  and  Class  II-2X-2
                  Certificates,  any Accrued  Certificate  Interest thereon remaining  undistributed  from
                  previous  Distribution  Dates, pro rata, based on the undistributed  Accrued Certificate
                  Interest  owed to each such  Class,  to the  extent  of  remaining  Available  Funds for
                  Sub-Loan Group II-2; and

                  third,  to the  Class  II-2A-1  Certificates  and the  Class  II-2A-2  Certificates,  in
                  reduction of the Certificate  Principal  Balance of each such Class,  the Senior Optimal
                  Principal  Amount  with  respect  to the  Sub-Loan  Group  II-2  Certificates  for  such
                  Distribution  Date, pro rata,  based on the Certificate  Principal  Balance of each such
                  Class,  to the extent of remaining  Available  Funds for Sub-Loan Group II-2,  until the
                  Certificate Principal Balance of each such Class has been reduced to zero.

         (C)      on each  Distribution  Date,  the  Available  Funds  for  Sub-Loan  Group  II-3  will be
         distributed to the Class II-3A-1,  Class II-3A-2,  Class II-3A-3,  Class II-3A-4,  Class II-3A-5,
         Class II-3X-1 and Class II-3X-2 Certificates as follows:

                  first,  to the Class II-3A-1,  the Class II-3A-2,  Class II-3A-3,  Class II-3A-4,  Class
                  II-3A-5,  Class  II-3X-1  and  Class  II-3X-2  Certificates,   the  Accrued  Certificate
                  Interest on such  Classes for  such  Distribution  Date, pro rata,  based on the Accrued
                  Certificate Interest owed to each such Class;

                  second,  to the Class II-3A-1,  Class  II-3A-2,  Class  II-3A-3,  Class  II-3A-4,  Class
                  II-3A-5,  Class  II-3X-1  and  Class  II-3X-2  Certificates,   any  Accrued  Certificate
                  Interest thereon remaining  undistributed  from previous  Distribution  Dates, pro rata,
                  based on the  undistributed  Accrued  Certificate  Interest owed to each such Class,  to
                  the extent of remaining Available Funds for Sub-Loan Group II-3; and

                  third,  concurrently  and pro rata (i)  first to the  Class  II-3A-1  Certificates,  the
                  Class II-3A-2  Certificates,  Class II-3A-3  Certificates and Class II-3A-4 Certificates
                  sequentially,  in that order, and (ii) to the Class II-3A-5 Certificates,  in each case,
                  in  reduction  of the  Certificate  Principal  Balance  of each such  Class,  the Senior
                  Optimal  Principal Amount with respect to the Sub-Loan Group II-3  Certificates for such
                  Distribution  Date,  based on the Certificate  Principal  Balance of each such Class, as
                  applicable,  to the extent of remaining  Available Funds for Sub-Loan Group II-3,  until
                  the Certificate Principal Balance of each such Class has been reduced to zero.

         (D)      Except as provided in clauses (E) and (F) below, on each  Distribution  Date on or prior
         to the Group II  Cross-Over  Date, an amount equal to the sum of any  remaining  Available  Funds
         for all Loan  Groups in Loan Group II after the  distributions  in clauses  (A) through (C) above
         will be distributed  sequentially,  in the following  order,  to the Class II-B-1,  Class II-B-2,
         Class  II-B-3,  Class II-B-4,  Class II-B-5,  Class  II-B-6,  Class II-B-7,  Class II-B-8,  Class
         II-B-9, Class II-B-10 and Class II-B-11  Certificates,  in each case up to an amount equal to and
         in the  following  order:  (a) the Accrued  Certificate  Interest  thereon for such  Distribution
         Date,  (b) any  Accrued  Certificate  Interest  thereon  remaining  undistributed  from  previous
         Distribution  Dates and (c) such Class's  Allocable  Share for such  Distribution  Date,  in each
         case, to the extent of remaining Available Funds for all Sub-Loan Groups in Loan Group II.

         (E)               On each  Distribution Date prior to the Group II Cross-Over Date, but after the
         reduction of the aggregate  Certificate  Principal Balance of the Group II Senior Certificates in
         any  Certificate  Group to  zero,  the  remaining  Certificate  Groups  related  to the  Group II
         Mortgage  Loans  will be  entitled  to  receive  in  reduction  of  their  Certificate  Principal
         Balances,   pro  rata  based  upon  aggregate   Certificate   Principal  Balance  of  the  Senior
         Certificates in each Certificate  Group related to the Group II Mortgage Loans  immediately prior
         to such  Distribution  Date, in addition to any Principal  Prepayments  related to such remaining
         Group II Senior  Certificates'  respective Sub-Loan  Group allocated to such Senior Certificates,
         100% of the  Principal  Prepayments  on any  Group  II  Mortgage  Loan in the  Sub-Loan  Group or
         Sub-Loan Groups relating to any fully paid  Certificate  Group.  Such amounts  allocated to Group
         II Senior  Certificates  shall be treated as part of the Available Funds for the related Sub-Loan
         Group and  distributed as part of the related Senior  Optimal  Distribution  Amount in accordance
         with  priority  third in clauses  (A) through  (C) above,  as  applicable,  in  reduction  of the
         Certificate  Principal  Balances  thereof.  Notwithstanding  the  foregoing,  if (i) the weighted
         average  of the  Subordinate  Percentages  for  each  Sub-Loan  Group  in Loan  Group  II on such
         Distribution  Date equals or exceeds two times the initial  weighted  average of the  Subordinate
         Percentages  for each  Sub-Loan  Group in Loan Group II and (ii) the aggregate  Stated  Principal
         Balance of the Group II Mortgage  Loans  Delinquent 60 days or more  (including  for this purpose
         any such  Mortgage  Loans in  foreclosure  and Group II Mortgage  Loans with respect to which the
         related  Mortgaged  Property has been acquired by the Trust),  averaged over the last six months,
         as a  percentage  of the  aggregate  Certificate  Principal  Balance of the Group II  Subordinate
         Certificates  does not exceed 100%,  then the additional  allocation of Principal  Prepayments to
         the  Certificates  in  accordance  with this  clause  will not be made and 100% of the  Principal
         Prepayments  on any Group II  Mortgage  Loan in the  Sub-Loan  Group relating  to the fully  paid
         Certificate  Group  or  Certificate  Groups  related  to the  Group  II  Mortgage  Loans  will be
         allocated to the Group II Subordinate Certificates.

         (F)      For any  Undercollateralized  Certificate  Group on any  Distribution  Date prior to the
         Group II Cross-Over  Date,  (i) 100% of amounts  otherwise  allocable to the Group II Subordinate
         Certificates  in respect of principal will be distributed to the Group II Senior  Certificates of
         such  Undercollateralized  Certificate  Group  on a pro  rata  basis  in  accordance  with  their
         respective  Certificate  Principal  Balances in reduction of the Certificate  Principal  Balances
         thereof,  until the aggregate  Certificate Principal Balance of such Group II Senior Certificates
         is an amount equal to the aggregate  Stated  Principal  Balance of the Group II Mortgage Loans in
         the related Sub-Loan Group and (ii) the Accrued  Certificate  Interest otherwise allocable to the
         Group II Subordinate  Certificates on such  Distribution  Date will be reduced and distributed to
         such  Group II Senior  Certificates,  to the extent of any amount due and unpaid on such Group II
         Senior  Certificates,  in an amount equal to one month's  interest at a rate equal to the related
         Pass-Through  Rate for such  Distribution  Date on the related  Undercollateralized  Amount.  Any
         such  reduction  in the Accrued  Certificate  Interest on the Group II  Subordinate  Certificates
         will be allocated in reverse order of their respective  numerical  designations,  commencing with
         the Class II-B-11  Certificates.  If there exists more than one  Undercollateralized  Certificate
         Group on a Distribution  Date,  amounts  distributable  to such  Undercollateralized  Certificate
         Groups  pursuant to this clause will be allocated  between such  Undercollateralized  Certificate
         Groups, pro rata, based upon their respective Undercollateralized Amounts.

         (G)               If, after  distributions have been made pursuant to priorities first and second
         of clauses (A) through (C) above on any  Distribution  Date,  the remaining  Available  Funds for
         any Sub-Loan  Group in Loan Group II is less than the Senior  Optimal  Principal  Amount for that
         Sub-Loan Group,  the Senior Optimal  Principal Amount for such Sub-Loan Group shall be reduced by
         that amount,  and the remaining  Available  Funds for such Sub-Loan  Group will be distributed as
         principal among  the  related  Classes  of Group II Senior  Certificates  on a pro rata  basis in
         accordance with their respective Certificate Principal Balances.

         (H)      On each  Distribution  Date, any Available Funds remaining after payment of interest and
         principal to the Classes of  Certificates  entitled  thereto,  will be distributed to the Class R
         Certificates;  provided that if on any  Distribution  Date there are any Available  Funds for any
         Sub-Loan  Group in Loan Group II remaining  after payment of interest and principal to a Class or
         Classes of Certificates  entitled thereto,  such amounts will be distributed to the other Classes
         of Group II Senior  Certificates,  pro rata,  based upon their  Certificate  Principal  Balances,
         until all amounts due to all Classes of Group II Senior  Certificates  have been paid in full and
         then to any Group II Subordinate  Certificates  (unless otherwise  described herein),  before any
         Available Funds are distributed in accordance with this clause to the Class R Certificates.

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

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

         (d)      The  expenses and fees of the Trust shall be paid by each of the 2006-4  REMICs,  to the
extent that such expenses  relate to the assets of each of such  respective  2006-4 REMICs,  and all other
expenses and fees of the Trust shall be paid pro rata by each of the 2006-4 REMICs.

         (e)      On each  Distribution  Date, all amounts  transferred  from the Class XP Reserve Account
representing  Prepayment  Charges in respect of the  Prepayment  Charge Loans with respect to the Group II
Mortgage  Loans received  during the related  Prepayment  Period will be withdrawn  from the  Distribution
Account and  distributed by the Securities  Administrator  to the Holders of the Class II-XP  Certificates
and shall not be available for distribution to the Holders of any other Class of Certificates.

         (A)      on each  Distribution  Date,  the  Available  Funds for  Sub-Loan  Group  III-1  will be
         distributed to the Class III-1A-1 Certificates and Class III-1A-2 Certificates as follows:

                  first, to the Class III-1A-1 Certificates and Class III-1A-2  Certificates,  the Accrued
                  Certificate  Interest on such  Classes for  such  Distribution  Date, pro rata, based on
                  the Accrued Certificate Interest owed to each such Class;

                  second,  to the  Class  III-1A-1  Certificates  and  Class  III-1A-2  Certificates,  any
                  Accrued   Certificate   Interest   thereon   remaining   undistributed   from   previous
                  Distribution Dates, pro rata, based on the undistributed  Accrued  Certificate  Interest
                  owed to each such Class,  to the extent of remaining  Available Funds for Sub-Loan Group
                  III-1; and

                  third,  to the Class  III-1A-1  Certificates  and the Class  III-1A-2  Certificates,  in
                  reduction of the Certificate  Principal  Balance of each such Class,  the Senior Optimal
                  Principal  Amount  with  respect  to the  Sub-Loan  Group  III-1  Certificates  for such
                  Distribution  Date, pro rata,  based on the Certificate  Principal  Balance of each such
                  Class, to the extent of remaining  Available  Funds for Sub-Loan Group III-1,  until the
                  Certificate Principal Balance of each such Class has been reduced to zero.

         (B)      on each  Distribution  Date,  the  Available  Funds for  Sub-Loan  Group  III-2  will be
         distributed to the Class III-2A-1 Certificates Class III-2A-2 Certificates as follows:

                  first, to the Class III-2A-1 Certificates and Class III-2A-2  Certificates,  the Accrued
                  Certificate  Interest on such  Classes for  such  Distribution  Date, pro rata, based on
                  the Accrued Certificate Interest owed to each such Class;

                  second,  to the  Class  III-2A-1  Certificates  and  Class  III-2A-2  Certificates,  any
                  Accrued   Certificate   Interest   thereon   remaining   undistributed   from   previous
                  Distribution Dates, pro rata, based on the undistributed  Accrued  Certificate  Interest
                  owed to each such Class,  to the extent of remaining  Available Funds for Sub-Loan Group
                  III-2; and

                  third,  to the Class  III-2A-1  Certificates  and the Class  III-2A-2  Certificates,  in
                  reduction of the Certificate  Principal  Balance of each such Class,  the Senior Optimal
                  Principal  Amount  with  respect  to the  Sub-Loan  Group  III-2  Certificates  for such
                  Distribution  Date, pro rata,  based on the Certificate  Principal  Balance of each such
                  Class, to the extent of remaining  Available  Funds for Sub-Loan Group III-2,  until the
                  Certificate Principal Balance of each such Class has been reduced to zero.

         (C)      on each  Distribution  Date,  the  Available  Funds for  Sub-Loan  Group  III-3  will be
         distributed  to the Class  III-3A-1,  Class  III-3A-2,  Class  III-3A-3,  Class  III-3A-4,  Class
         III-3X-1 and Class III-3X-2 Certificates as follows:

                  first, to the Class  III-3A-1,  Class III-3A-2,  Class III-3A-3,  Class III-3A-4,  Class
                  III-3X-1  and Class  III-3X-2  Certificates,  the Accrued  Certificate  Interest on such
                  Classes for  such  Distribution  Date,  pro  rata,  based  on  the  Accrued  Certificate
                  Interest owed to each such Class;

                  second, to the Class III-3A-1,  Class III-3A-2,  Class III-3A-3,  Class III-3A-4,  Class
                  III-3X-1 and Class  III-3X-2  Certificates,  any Accrued  Certificate  Interest  thereon
                  remaining  undistributed  from  previous  Distribution  Dates,  pro  rata,  based on the
                  undistributed  Accrued  Certificate  Interest owed to each such Class,  to the extent of
                  remaining Available Funds for Sub-Loan Group III-3; and

                  third,  concurrently  and pro rata (i) to the Class  III-3A-1,  Class III-3A-2 and Class
                  III-3A-3  Certificates  sequentially,  in that  order,  and (ii) to the  Class  III-3A-4
                  Certificate,  in each case in reduction  of the  Certificate  Principal  Balance of each
                  such Class,  the Senior  Optimal  Principal  Amount with respect to the  Sub-Loan  Group
                  III-3  Certificates  for such  Distribution  Date,  based on the  Certificate  Principal
                  Balance of each such Class,  as applicable,  to the extent of remaining  Available Funds
                  for  Sub-Loan  Group  III-3,  until  the  Certificate  Principal  Balance  of each  such
                  Class has been reduced to zero.

         (D)      Except as provided in clauses (E) and (F) below, on each  Distribution  Date on or prior
         to the Group III  Cross-Over  Date, an amount equal to the sum of any remaining  Available  Funds
         for all Loan  Groups in Loan Group II after the  distributions  in clauses  (A) through (C) above
         will be distributed  sequentially,  in the following order, to the Class III-B-1,  Class III-B-2,
         Class III-B-3,  Class III-B-4,  Class III-B-5 and Class III-B-6 Certificates,  in each case up to
         an amount equal to and in the following order: (a) the Accrued  Certificate  Interest thereon for
         such Distribution  Date, (b) any Accrued  Certificate  Interest thereon  remaining  undistributed
         from  previous  Distribution  Dates and (c) such Class's  Allocable  Share for such  Distribution
         Date, in each case, to the extent of remaining  Available  Funds for all Sub-Loan  Groups in Loan
         Group III.

         (E)               On each  Distribution  Date prior to the Group III  Cross-Over  Date, but after
         the  reduction  of  the  aggregate   Certificate  Principal  Balance  of  the  Group  III  Senior
         Certificates in any Certificate  Group to zero, the remaining  Certificate  Groups related to the
         Group  III  Mortgage  Loans  will be  entitled  to  receive  in  reduction  of their  Certificate
         Principal  Balances,  pro rata based upon aggregate  Certificate  Principal Balance of the Senior
         Certificates  in each  Certificate  Group  related to the Group III  Mortgage  Loans  immediately
         prior to such  Distribution  Date,  in  addition  to any  Principal  Prepayments  related to such
         remaining  Group III Senior  Certificates'  respective  Sub-Loan  Group  allocated to such Senior
         Certificates,  100% of the Principal  Prepayments  on any Group III Mortgage Loan in the Sub-Loan
         Group or  Sub-Loan Groups relating to any fully paid Certificate  Group.  Such amounts  allocated
         to Group  III  Senior  Certificates  shall be  treated  as part of the  Available  Funds  for the
         related  Sub-Loan  Group and  distributed  as part of the  related  Senior  Optimal  Distribution
         Amount in accordance  with priority  third in clauses (A) through (C) above,  as  applicable,  in
         reduction of the Certificate  Principal Balances thereof.  Notwithstanding the foregoing,  if (i)
         the weighted  average of the  Subordinate  Percentages  for each Sub-Loan Group in Loan Group III
         on such  Distribution  Date  equals or  exceeds  two times the  initial  weighted  average of the
         Subordinate  Percentages for each Sub-Loan Group in Loan Group III and (ii) the aggregate  Stated
         Principal  Balance of the Group III Mortgage  Loans  Delinquent  60 days or more  (including  for
         this purpose any such Mortgage  Loans in  foreclosure  and Group III Mortgage  Loans with respect
         to which the related Mortgaged  Property has been acquired by the Trust),  averaged over the last
         six months,  as a percentage  of the  aggregate  Certificate  Principal  Balance of the Group III
         Subordinate  Certificates  does not exceed  100%,  then the  additional  allocation  of Principal
         Prepayments to the  Certificates  in accordance with this clause will not be made and 100% of the
         Principal  Prepayments  on any Group III  Mortgage  Loan in the  Sub-Loan  Group relating  to the
         fully paid Certificate  Group or Certificate  Groups related to the Group III Mortgage Loans will
         be allocated to the Group III Subordinate Certificates.

         (F)      For any  Undercollateralized  Certificate  Group on any  Distribution  Date prior to the
         Group III Cross-Over Date, (i) 100% of amounts  otherwise  allocable to the Group III Subordinate
         Certificates  in respect of principal will be  distributed  to the Group III Senior  Certificates
         of such  Undercollateralized  Certificate  Group on a pro rata  basis in  accordance  with  their
         respective  Certificate  Principal  Balances in reduction of the Certificate  Principal  Balances
         thereof,   until  the  aggregate   Certificate   Principal  Balance  of  such  Group  III  Senior
         Certificates  is an amount  equal to the  aggregate  Stated  Principal  Balance  of the Group III
         Mortgage  Loans  in the  related  Sub-Loan  Group  and  (ii)  the  Accrued  Certificate  Interest
         otherwise  allocable to the Group III Subordinate  Certificates on such Distribution Date will be
         reduced and  distributed to such Group III Senior  Certificates,  to the extent of any amount due
         and unpaid on such Group III Senior  Certificates,  in an amount equal to one month's interest at
         a rate  equal  to the  related  Pass-Through  Rate  for  such  Distribution  Date on the  related
         Undercollateralized  Amount.  Any such  reduction  in the  Accrued  Certificate  Interest  on the
         Group III  Subordinate  Certificates  will be  allocated  in  reverse  order of their  respective
         numerical  designations,  commencing  with the Class III-B-6  Certificates.  If there exists more
         than one  Undercollateralized  Certificate Group on a Distribution Date, amounts distributable to
         such  Undercollateralized  Certificate  Groups pursuant to this clause will be allocated  between
         such   Undercollateralized   Certificate   Groups,   pro  rata,   based  upon  their   respective
         Undercollateralized Amounts.

         (G)               If, after  distributions have been made pursuant to priorities first and second
         of clauses (A) through (C) above on any  Distribution  Date,  the remaining  Available  Funds for
         any Sub-Loan  Group in Loan Group III is less than the Senior Optimal  Principal  Amount for that
         Sub-Loan Group,  the Senior Optimal  Principal Amount for such Sub-Loan Group shall be reduced by
         that amount,  and the remaining  Available  Funds for such Sub-Loan  Group will be distributed as
         principal among  the  related  Classes  of Group III Senior  Certificates  on a pro rata basis in
         accordance with their respective Certificate Principal Balances.

         (H)      On each  Distribution  Date, any Available Funds remaining after payment of interest and
         principal to the Classes of  Certificates  entitled  thereto,  will be distributed to the Class R
         Certificates;  provided that if on any  Distribution  Date there are any Available  Funds for any
         Sub-Loan  Group in Loan  Group III  remaining  after  payment  of  interest  and  principal  to a
         Class or Classes of Certificates  entitled thereto, such amounts will be distributed to the other
         Classes of Group III Senior  Certificates,  pro rata,  based  upon  their  Certificate  Principal
         Balances,  until all amounts due to all Classes of Group III Senior  Certificates  have been paid
         in full based upon their  respective  Certificate  Principal  Balances,  until all amounts due to
         all  classes  of Group II  Senior  Certificates  have been paid in full and then to any Group III
         Subordinate  Certificates  (unless otherwise  described  herein),  before any Available Funds are
         distributed in accordance with this clause to the Class R Certificates.

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

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

         (c)      The  expenses and fees of the Trust shall be paid by each of the 2006-4  REMICs,  to the
extent that such expenses  relate to the assets of each of such  respective  2006-4 REMICs,  and all other
expenses and fees of the Trust shall be paid pro rata by each of the 2006-4 REMICs.

         Section 6.03.     Allocation of Losses and  Subsequent  Recoveries  on the Group I  Certificates.
(a) On or prior to each  Determination  Date,  the  Master  Servicer  shall  determine  the  amount of any
Realized  Loss in respect of each Group I Mortgage  Loan that occurred  during the  immediately  preceding
calendar month,  based on information  provided by the related Servicer.  Any Realized Losses with respect
to the Group I  Mortgage  Loans  shall be  applied  on each  Distribution  Date  after  the  distributions
provided for in Section 6.01, in reduction of the  Certificate  Principal  Balance of the Class or Classes
of Group I Certificates to the extent provided in the definition of Applied Realized Loss Amount.

         (b)               In  addition,  in  the  event  that  the  Master  Servicer  or  the  Securities
Administrator  receives any Subsequent Recoveries from a Servicer,  the Master Servicer shall deposit such
funds into the Distribution  Account pursuant to Section  4.01(c)(ii).  If, after taking into account such
Subsequent  Recoveries,  the  amount  of a  Realized  Loss is  reduced,  the  amount  of  such  Subsequent
Recoveries  will be  applied  to  increase  the  Certificate  Principal  Balance  of the  Class of Group I
Certificates  with the  highest  payment  priority  to which  Applied  Realized  Loss  Amounts  have  been
allocated,  but not by more than the amount of Applied Realized Loss Amounts previously  allocated to that
Class of Group I Certificates.  The amount of any remaining  Subsequent  Recoveries  first will be applied
to sequentially  increase the Certificate  Principal Balance of the Group I Certificates,  with respect to
Sub-Loan Group I-1, beginning with the Class I-1A-1  Certificates and then the Class I-1A-2  Certificates,
with  respect to Sub-Loan  Group I-2,  beginning  with the Class  I-2A-1  Certificates  and then the Class
I-2A-2,  with respect to Sub-Loan  Group I-3,  beginning with the Class I-3A-1  Certificates  and then the
Class I-3A-2  Certificates,  and then any remaining  Subsequent  Recoveries will be applied to the Group I
Subordinate  Certificates  starting  with the Group I  Subordinate  Certificate  with the highest  payment
priority,  in each case, up to the amount of such Applied Realized Loss Amount,  to the extent not covered
by  Excess   Spread  and   Overcollateralization,   previously   allocated   to  such  Class  or  Classes.
Notwithstanding  the  foregoing,  any  Subsequent  Recoveries  will be  allocated  to the  Group I  Senior
Certificates  to the extent of any Applied  Realized  Loss  Amounts  before  being  applied to the Group I
Subordinate  Certificates.  Holders of such Group I  Certificates  will not be entitled to any payments in
respect of Current  Interest on the amount of such  increases for any Interest  Accrual  Period  preceding
the  Distribution  Date on which  such  increase  occurs.  Any such  increases  shall  be  applied  to the
Certificate  Principal  Balance  of each  Group I  Certificate  of  such  Class  in  accordance  with  its
respective Fractional Undivided Interest.

         Section 6.04.     Allocation of Losses and  Subsequent  Recoveries on the Group II  Certificates
and the Group III  Certificates.  (a) On or prior to each  Determination  Date, the Master  Servicer shall
determine  the  amount of any  Realized  Loss in  respect  of each  Group II  Mortgage  Loan and Group III
Mortgage  Loan that  occurred  during the  immediately  preceding  calendar  month,  based on  information
provided by the related Servicer.

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

                  first,  to the Class  II-B-11  Certificates  until  the  Certificate  Principal  Balance
         thereof has been reduced to zero;

                  second,  to the Class  II-B-10  Certificates  until the  Certificate  Principal  Balance
         thereof has been reduced to zero;

                  third,  to the  Class  II-B-9  Certificates  until  the  Certificate  Principal  Balance
         thereof has been reduced to zero;

                  fourth,  to the Class  II-B-8  Certificates  until  the  Certificate  Principal  Balance
         thereof has been reduced to zero;

                  fifth,  to  the  Class II-B-7  Certificates  until  the  Certificate  Principal  Balance
         thereof has been reduced to zero;

                  sixth,  to  the  Class II-B-6  Certificates  until  the  Certificate  Principal  Balance
         thereof has been reduced to zero;

                  seventh,  to the Class  II-B-5  Certificates  until the  Certificate  Principal  Balance
         thereof has been reduced to zero;

                  eighth,  to the Class  II-B-4  Certificates  until  the  Certificate  Principal  Balance
         thereof has been reduced to zero;

                  ninth,  to the  Class  II-B-3  Certificates  until  the  Certificate  Principal  Balance
         thereof has been reduced to zero;

                  tenth,  to the  Class  II-B-2  Certificates  until  the  Certificate  Principal  Balance
         thereof has been reduced to zero;

                  eleventh,  to the Class II-B-1  Certificates  until the  Certificate  Principal  Balance
         thereof has been reduced to zero; and

                  twelfth,  to the  Senior  Certificates  in  the  related  Certificate  Group  until  the
         Certificate  Principal  Balances  thereof has been reduced to zero in accordance  with clause (d)
         below;

                  (ii)  With  respect  to any  Group  III  Certificates  on  any  Distribution  Date,  the
principal  portion  of each  Realized  Loss on a Group III  Mortgage  Loan in a  Sub-Loan  Group  shall be
allocated as follows:

                  first,  to the Class  III-B-6  Certificates  until  the  Certificate  Principal  Balance
         thereof has been reduced to zero;

                  second,  to the Class  III-B-5  Certificates  until the  Certificate  Principal  Balance
         thereof has been reduced to zero;

                  third,  to the Class  III-B-4  Certificates  until  the  Certificate  Principal  Balance
         thereof has been reduced to zero;

                  fourth,  to the Class  III-B-3  Certificates  until the  Certificate  Principal  Balance
         thereof has been reduced to zero;

                  fifth,  to the Class  III-B-2  Certificates  until  the  Certificate  Principal  Balance
         thereof has been reduced to zero;

                  sixth,  to the Class  III-B-1  Certificates  until  the  Certificate  Principal  Balance
         thereof has been reduced to zero; and

                  seventh,  to the  Senior  Certificates  in  the  related  Certificate  Group  until  the
         Certificate  Principal  Balances  thereof has been reduced to zero in accordance  with clause (d)
         below;

         (c)      Notwithstanding  the  foregoing  clause (b), no such  allocation  of any  Realized  Loss
shall be made on a Distribution  Date to any Class of (i) Group II Subordinate  Certificates to the extent
that such  allocation  would result in the reduction of the aggregate  Certificate  Principal  Balances of
all Group II Certificates in as of such  Distribution  Date, after giving effect to all  distributions and
prior  allocations of Realized  Losses on the Group II Mortgage Loans on such date, to an amount less than
the aggregate  Stated  Principal  Balance of all of the Group II Mortgage Loans as of the first day of the
month of such  Distribution  Date and (ii)  Group II Senior  Certificates  in a  Certificate  Group to the
extent  that such  allocation  would  result  in the  reduction  of the  aggregate  Certificate  Principal
Balances of all the Group II Senior  Certificates in such Certificate Group as of such Distribution  Date,
after  giving  effect  to all  distributions  and prior  allocations  of  Realized  Losses on the Group II
Mortgage  Loans in the related  Sub-Loan  Group in Loan Group II on such date,  to an amount less than the
aggregate  Stated  Principal  Balance of all of the Group II Mortgage  Loans in such Sub-Loan  Group as of
the first day of the month of such  Distribution  Date (each such  limitation in clause (i) and (ii),  the
"Loss  Allocation  Limitation").  Notwithstanding  the  foregoing  clause (b), no such  allocation  of any
Realized  Loss  shall  be  made  on a  Distribution  Date  to any  Class  of  (i)  Group  III  Subordinate
Certificates  to the  extent  that  such  allocation  would  result  in  the  reduction  of the  aggregate
Certificate  Principal  Balances of all Group III  Certificates  in as of such  Distribution  Date,  after
giving effect to all  distributions  and prior  allocations  of Realized  Losses on the Group III Mortgage
Loans on such date,  to an amount less than the  aggregate  Stated  Principal  Balance of all of the Group
III Mortgage  Loans as of the first day of the month of such  Distribution  Date and (ii) Group III Senior
Certificates in a Certificate  Group to the extent that such  allocation  would result in the reduction of
the  aggregate  Certificate  Principal  Balances  of  all  the  Group  III  Senior  Certificates  in  such
Certificate  Group as of such  Distribution  Date,  after  giving  effect to all  distributions  and prior
allocations  of Realized  Losses on the Group III  Mortgage  Loans in the related  Sub-Loan  Group in Loan
Group III on such  date,  to an amount  less than the  aggregate  Stated  Principal  Balance of all of the
Group III  Mortgage  Loans in such  Sub-Loan  Group as of the first day of the month of such  Distribution
Date (each such limitation in clause (i) and (ii), the "Loss Allocation Limitation").

         (d)      The principal  portion of any Realized  Losses  allocated to a Class of  Certificates in
Loan Group II and Loan Group III shall be allocated  among the  Certificates  of such Class in  proportion
to their respective  Certificate  Principal Balances.  The principal portion of any allocation of Realized
Losses shall be  accomplished by reducing the Certificate  Principal  Balance of the related  Certificates
on the  related  Distribution  Date.  The  principal  portion  of any  Realized  Losses  allocated  to the
Sub-Loan  Group II-1  Certificates  will be allocated  first to the Class II-1A-2  Certificates  until the
Certificate  Principal  Balance  thereof  has  been  reduced  to  zero  and  then  to  the  Class  II-1A-1
Certificates  until the  Certificate  Principal  Balance  thereof has been reduced to zero.  The principal
portion of any Realized Losses allocated to the Sub-Loan Group II-2  Certificates  will be allocated first
to the Class II-2A-2  Certificates  until the  Certificate  Principal  Balance thereof has been reduced to
zero and then to the Class II-2A-1  Certificates until the Certificate  Principal Balance thereof has been
reduced to zero.  The  principal  portion of any Realized  Losses  allocated  to the  Sub-Loan  Group II-3
Certificates  will be allocated first to the Class II-3A-5  Certificates  until the Certificate  Principal
Balance  thereof has been reduced to zero,  and then to the Class II-3A-4,  Class  II-3A-3,  Class II-3A-2
and Class II-3A-1  Certificates,  on a pro rata basis, in each case based on their respective  Certificate
Principal  Balances,  until the  Certificate  Principal  Balances  thereof have been reduced to zero.  The
principal  portion of any  Realized  Losses  allocated to the Sub-Loan  Group III-1  Certificates  will be
allocated first to the Class III-1A-2  Certificates  until the Certificate  Principal  Balance thereof has
been reduced to zero and then to the Class III-1A-1  Certificates until the Certificate  Principal Balance
thereof has been reduced to zero. The principal  portion of any Realized Losses  allocated to the Sub-Loan
Group  III-2  Certificates  will  be  allocated  first  to  the  Class  III-2A-2  Certificates  until  the
Certificate  Principal  Balance  thereof  has  been  reduced  to  zero  and  then  to the  Class  III-2A-1
Certificates  until the  Certificate  Principal  Balance  thereof has been reduced to zero.  The principal
portion of any  Realized  Losses  allocated  to the Sub-Loan  Group III-3  Certificates  will be allocated
first to the Class  III-3A-4  Certificates  until  the  Certificate  Principal  Balance  thereof  has been
reduced to zero and then to the Class III-3A-3,  Class III-A-2 and Class III-A-1,  on a pro rata basis, in
each case based on their  respective  Certificate  Principal  Balances,  until the  Certificate  Principal
Balances  thereof have been reduced to zero. Once any of the  Certificates in a Certificate  Group in Loan
Group II has been reduced to zero, the principal  portion of Realized  Losses on the Mortgage Loans in the
related Sub-Loan Group (if any) that are not allocated to the related  Subordinate  Certificates  pursuant
to Section  6.04(b)(i)  will be  allocated  pro rata based upon  their  respective  Certificate  Principal
Balances to the remaining Group II Senior  Certificates of the other  Certificate  Groups,  pro rata based
upon their respective  Certificate  Principal Balances.  Once the aggregate  Certificate Principal Balance
of the  Certificates  in a  Certificate  Group in Loan Group III has been reduced to zero,  the  principal
portion of  Realized  Losses on the  Mortgage  Loans in the related  Sub-Loan  Group (if any) that are not
allocated to the related  Subordinate  Certificates  pursuant to Section 6.04(b)(ii) will be allocated pro
rata based  upon  their  respective  Certificate  Principal  Balances  to the  remaining  Group III Senior
Certificates of the other Certificate Groups, pro rata based upon their respective  Certificate  Principal
Balances.

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

         (f)      On  each   Distribution   Date,  the  Securities   Administrator   shall  determine  the
Subordinate  Certificate  Writedown Amounts. Any Subordinate  Certificate  Writedown Amount shall effect a
corresponding  reduction in the Certificate  Principal Balance of the Class II-B Certificates or the Class
III-B Certificates, as applicable, in the reverse order of their numerical Class designations.

         (g)      The applicable  Senior  Percentage of Net Interest  Shortfalls  will be allocated  among
the Group II Senior  Certificates  in the related Group II  Certificate  Group in proportion to the amount
of  Accrued  Certificate  Interest  that  would  have  been  allocated  thereto  in the  absence  of  such
shortfalls.  The applicable  Subordinate  Percentage of Net Interest Shortfall will be allocated among the
Group II Subordinate  Certificates in proportion to the amount of Accrued Certificate  Interest that would
have been  allocated  thereto in the absence of such  shortfalls.  The  interest  portion of any  Realized
Losses with respect to the Group II Mortgage Loans  occurring on or prior to the Group II Cross-Over  Date
will  be   allocated   to  the   Class   II-B   Certificates   in   inverse   order  of  their   numerical
Class designations.  Following the Group II Cross-Over  Date, the interest  portion of Realized  Losses on
the Group II Mortgage  Loans will be allocated to the Group II Senior  Certificates  in the related  Group
II  Certificate  Group on a pro rata basis in  proportion  to the amount of Accrued  Certificate  Interest
that would have been  allocated  thereto in the absence of such Realized  Losses.  The  applicable  Senior
Percentage of Net Interest  Shortfalls  will be allocated  among the Group III Senior  Certificates in the
related  Group III  Certificate  Group in proportion  to the amount of Accrued  Certificate  Interest that
would  have  been  allocated  thereto  in the  absence  of such  shortfalls.  The  applicable  Subordinate
Percentage of Net Interest  Shortfall will be allocated  among the Group III  Subordinate  Certificates in
proportion to the amount of Accrued  Certificate  Interest that would have been  allocated  thereto in the
absence of such  shortfalls.  The interest  portion of any  Realized  Losses with respect to the Group III
Mortgage  Loans  occurring  on or prior to the Group III  Cross-Over  Date will be  allocated to the Class
III-B  Certificates  in  inverse  order of their  numerical  Class designations.  Following  the Group III
Cross-Over  Date,  the  interest  portion  of  Realized  Losses on the Group III  Mortgage  Loans  will be
allocated to the Group III Senior  Certificates in the related Group III  Certificate  Group on a pro rata
basis in proportion to the amount of Accrued  Certificate  Interest that would have been allocated thereto
in the absence of such Realized Losses.

         (h)               In addition,  in the event that the Master  Servicer  receives  any  Subsequent
Recoveries  from a Servicer,  the Master Servicer shall deposit such funds into the  Distribution  Account
pursuant to Section  4.01(c)(ii).  If, after taking into account such  Subsequent  Recoveries,  the amount
of a Realized Loss is reduced,  the amount of such  Subsequent  Recoveries will be applied to increase the
Certificate  Principal  Balance of the related  Class of Group II  Subordinate  Certificates  or Group III
Subordinate  Certificates  with the highest payment priority to which Realized Losses have been allocated,
but not by more  than the  amount  of  Realized  Losses  previously  allocated  to that  Class of Group II
Subordinate Certificates or Group III Subordinate  Certificates,  as applicable,  pursuant to this Section
6.04.  The amount of any remaining  Subsequent  Recoveries  will be applied to  sequentially  increase the
Certificate  Principal  Balance  of the  Group  II  Subordinate  Certificates  or  Group  III  Subordinate
Certificates,  as applicable,  beginning with the related Class of Subordinate  Certificates with the next
highest payment priority,  up to the amount of such Realized Losses previously  allocated to such Class or
Classes  of  Certificates  pursuant  to this  Section  6.04.  Holders  of such  Certificates  will  not be
entitled to any payments in respect of current  interest on the amount of such  increases for any Interest
Accrual Period  preceding the Distribution  Date on which such increase  occurs.  Any such increases shall
be applied to the Certificate  Principal Balance of each Subordinate  Certificate of such related Class in
accordance with its respective Fractional Undivided Interest.

         Section 6.05.     Cross-Collateralization.  Notwithstanding  the foregoing,  on any  Distribution
Date on which  the  Certificate  Principal  Balance  of the  Group I  Subordinate  Certificates,  Group II
Subordinate  Certificates or Group III Subordinate  Certificates  have been reduced to zero and a Realized
Loss that is a Special Hazard Loss is to be allocated to the related Senior  Certificates,  such loss will
be allocated among such Senior  Certificates  and the most  subordinate  outstanding  class of non-related
Subordinate Certificates on a pro rata basis, based on the Certificate Principal Balance thereof.

         Section 6.06.     Payments.  (a) On each  Distribution  Date,  other than the final  Distribution
Date,  the  Securities  Administrator  shall  distribute  to each  Certificateholder  of  record as of the
immediately  preceding  Record  Date the  Certificateholder's  pro rata share of its  Class (based  on the
aggregate  Fractional  Undivided  Interest  represented  by such  Holder's  Certificates)  of all  amounts
required to be distributed on such  Distribution  Date to such Class. The Securities  Administrator  shall
calculate  the  amount  to be  distributed  to each  Class  and,  based on such  amounts,  the  Securities
Administrator  shall  determine the amount to be  distributed  to each  Certificateholder.  The Securities
Administrator's  calculations of payments shall be based solely on information  provided to the Securities
Administrator  by the Master  Servicer.  The  Securities  Administrator  shall not be required to confirm,
verify or recompute any such information but shall be entitled to rely conclusively on such information.

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

         Section 6.07.     Statements  to  Certificateholders.  On each  Distribution  Date,  concurrently
with each distribution to  Certificateholders,  the Securities  Administrator  shall make available to the
parties hereto and each  Certificateholder,  via the Securities  Administrator's  internet  website as set
forth  below,  the  following  information,  expressed  in the  aggregate  and as a  Fractional  Undivided
Interest  representing an initial  Certificate  Principal  Balance of $1,000,  or in the case of the Class
B-IO Certificates, an initial Notional Amount of $1,000:

         (a)      the  Certificate  Principal  Balance or Notional  Amount,  as applicable,  of each Class
after giving effect (i) to all  distributions  allocable to principal on such  Distribution  Date and (ii)
the allocation of any Applied Realized Loss Amounts for such Distribution Date;

         (b)      the  amount  of  the  related  distribution  to  Holders  of  each  Class  allocable  to
principal,  separately  identifying  (A)  the  aggregate  amount  of any  Principal  Prepayments  included
therein,  (B) the  aggregate of all  scheduled  payments of principal  included  therein and (C) the Extra
Principal Distribution Amount (if any);

         (c)      the  Pass-Through  Rate for each applicable  Class of  Certificates  with respect to the
current Accrual Period,  and, if applicable,  whether such  Pass-Through  Rate was limited by the Net Rate
Cap;

         (d)      the amount of such distribution to Holders of each Class allocable to interest;

         (e)               the applicable accrual periods dates for calculating  distributions and general
Distribution Dates;

         (f)      the total cash flows received and the general sources thereof;

         (g)      the amount,  if any, of fees or expenses  accrued and paid,  with an  identification  of
the payee and the general  purpose of such fees  including the related  amount of the Servicing  Fees paid
to or retained by the Master Servicer for the related Due Period;

         (h)      the amount of any Cap Contract Payment Amount payable to the Securities Administrator;

         (i)               with  respect  to each Loan  Group,  the  amount of such  distribution  to each
Certificate  allocable to interest and, with respect to the Group I Certificates,  the portion thereof, if
any, provided by the Cap Contract;

         (j)               the Interest Carry Forward  Amount and any Basis Risk  Shortfall  Carry Forward
Amount for each Class of Certificates;

         (k)      with respect to each Loan Group,  the aggregate of the Stated  Principal  Balance of (A)
all of the Mortgage  Loans and (B) the  Adjustable  Rate Mortgage  Loans,  for the following  Distribution
Date;

         (l)      the number and  Outstanding  Principal  Balance of the Mortgage Loans in each Loan Group
that were  Delinquent  (exclusive of any Mortgage Loan in  foreclosure)  in respect of which using the OTS
method  of  calculation  (A)  one  Scheduled  Payment  is  Delinquent,  (B)  two  Scheduled  Payments  are
Delinquent,  (C) three or more  Scheduled  Payments are Delinquent and (D)  foreclosure  proceedings  have
been  commenced,  in each case as of the close of business on the last day of the calendar month preceding
such  Distribution  Date and  separately  identifying  such  information  for the (1) first lien  Mortgage
Loans, (2) second lien Mortgage Loans, and (3) Adjustable Rate Mortgage Loans, in each such Loan Group;

         (m)      with  respect  to each Loan  Group,  the  amount of  Monthly  Advances  included  in the
distribution on such Distribution Date (including the general purpose of such Monthly Advances);

         (n)      with  respect  to each Loan  Group,  the  cumulative  amount of  Applied  Realized  Loss
Amounts to date;

         (o)      if  applicable,  material  modifications,  extensions or waivers to Mortgage Loan terms,
fees, penalties or payments during the preceding calendar month or that have become material over time;

         (p)      with  respect  to each  Loan  Group  and with  respect  to any  Mortgage  Loan  that was
liquidated  during the preceding  calendar month, the loan number and aggregate  Stated Principal  Balance
of, and  Realized  Loss on,  such  Mortgage  Loan as of the close of business  on the  Determination  Date
preceding such Distribution Date;

         (q)               with respect to each Loan Group, the total number and principal  balance of any
real estate  owned or REO  Properties  as of the close of business on the last day of the  calendar  month
preceding such Distribution Date;

         (r)               with  respect  to each Loan  Group,  the three  month  rolling  average  of the
percent  equivalent of a fraction,  the numerator of which is the aggregate  Stated  Principal  Balance of
the  Mortgage  Loans that are 60 days or more  Delinquent  (in  respect  of which  using the OTS method of
calculation)  or are in bankruptcy or foreclosure or are REO  Properties,  and the denominator of which is
the  aggregate  Stated  Principal  Balance  of all of the  Mortgage  Loans in each case as of the close of
business  on the  last  day of  the  calendar  month  preceding  such  Distribution  Date  and  separately
identifying  such  information  for the (1) first lien Mortgage  Loans,  and (2) Adjustable  Rate Mortgage
Loans;

         (s)               the Realized  Losses during the related Due Period and the cumulative  Realized
Losses through the end of the preceding month;

         (t)      whether a Trigger Event exists;

         (u)      updated pool  composition  data including the following with respect to each Loan Group:
weighted average mortgage rate and weighted average remaining term;

         (v)      [Reserved];

         (w)      [Reserved];

         (x)      the special hazard amount,  fraud loss amount and bankruptcy  amount, if applicable,  as
of the close of  business  on the  applicable  Distribution  Date and a  description  of any change in the
calculation of these amounts; and

         (y)      the amount of the  distribution  made on such  Distribution  Date to the  Holders of the
Class XP Certificates allocable to Prepayment Charges.

         The   Depositor   covenants   that  if  there  is  a   material   change  in  the   solicitation,
credit-granting,   underwriting,   origination,   acquisition  or  Mortgage  Loan  selection  criteria  or
procedures,  as  applicable,  used to originate,  acquire or select  Mortgage  Loans for the Trust Fund it
will notify the  Securities  Administrator  five calendar days before each  Distribution  Date,  and if no
such notification  occurs,  the Securities  Administrator has no obligation to report with respect to (y).
The Depositor  covenants to the Securities  Administrator that there will be no new issuance of securities
backed by the same asset pool, so the Securities  Administrator  will only be responsible in (x) above for
reporting any pool asset changes, such as additions or removals of Mortgage Loans from the Trust Fund.

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

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

         Within a reasonable  period of time after the end of the  preceding  calendar  year  beginning in
2006, the Securities  Administrator  will furnish a report to each Holder of the Certificates of record at
any time during the prior  calendar  year as to the aggregate of amounts  reported  pursuant to subclauses
(a)(i) and (a)(ii) above with respect to the  Certificates,  plus  information  with respect to the amount
of servicing  compensation  and such other  customary  information  as the  Securities  Administrator  may
determine to be necessary  and/or to be required by the Internal  Revenue Service or by a federal or state
law or rules or  regulations  to enable such Holders to prepare their tax returns for such calendar  year.
Such  obligations  shall be deemed to have been  satisfied  to the extent  that  substantially  comparable
information  shall  be  provided  by  the  Securities   Administrator  or  the  Trustee  pursuant  to  the
requirements of the Code.

         Section 6.08.     Monthly  Advances.  If the  related  Servicer  was  required  to make a Monthly
Advance pursuant to the related  Servicing  Agreement and fails to make any required  Monthly Advance,  in
whole or in part, the Master Servicer,  as successor  servicer,  or any other successor servicer appointed
by it, will  deposit in the  Distribution  Account not later than the  Distribution  Account  Deposit Date
immediately  preceding  the  related  Distribution  Date an amount  equal to such  Monthly  Advance to the
extent not  otherwise  paid by the related  Servicer,  net of the  Servicing  Fee for such  Mortgage  Loan
except to the extent the Master  Servicer  determines  any such  advance to be a  Nonrecoverable  Advance.
Subject to the  foregoing,  the Master  Servicer,  as  successor  servicer,  shall  continue  to make such
advances  through the date that the related  Servicer is required to do so under its Servicing  Agreement;
provided,  however,  that if the Master Servicer deems an advance to be a Nonrecoverable  Advance,  on the
Distribution  Account  Deposit Date,  the Master  Servicer shall not be obligated to make such advance and
shall present an Officer's  Certificate to the Trustee  (i) stating that the Master Servicer elects not to
make a Monthly  Advance in a stated  amount  and  (ii) detailing  the reason it deems the  advance to be a
Nonrecoverable Advance.

         Notwithstanding  the  foregoing,  the Master  Servicer  shall not be required to make any Monthly
Advances  that Wells  Fargo,  as  Servicer,  was  required to make  pursuant to the Wells Fargo  Servicing
Agreement  and failed to do so. In the event that Wells  Fargo as Servicer  or the Master  Servicer  fails
to  make a  required  Monthly  Advance,  the  Trustee,  as  successor  servicer  or  master  servicer,  as
applicable,  shall be required to remit the amount of such Monthly Advance to the Distribution  Account in
accordance  with and  subject  to the terms of this  Agreement  (including  its  rights  of  reimbursement
hereunder).

         Section 6.09.     Compensating  Interest  Payments.  The  Master  Servicer  shall  deposit in the
Distribution  Account not later than each Distribution  Account Deposit Date an amount equal to the lesser
of  (i) the  sum of the  aggregate  amounts  required  to be paid by the  Servicers  under  the  Servicing
Agreements  with respect to subclauses  (a) and (b) of the  definition of Interest  Shortfall with respect
to the Mortgage  Loans for the related  Distribution  Date,  and not so paid by the related  Servicers and
(ii) the  Master  Servicer  Compensation  for such  Distribution  Date  (such  amount,  the  "Compensating
Interest  Payment").  The Master Servicer shall not be entitled to any  reimbursement  of any Compensating
Interest Payment.

         Section 6.10.     Distributions on REMIC Regular  Interests.  (a) On each Distribution  Date, the
Securities  Administrator shall be deemed to distribute,  to REMIC IV as the holder of the REMIC I Regular
Interests,  those portions of the REMIC I  Distribution  Amount not designated to Component I of the Class
R  Certificates,  in the amounts and in  accordance  with the  priorities  set forth in the  definition of
REMIC I Distribution Amount.

         (b) On each Distribution Date, the Securities Administrator shall be deemed to distribute, to
REMIC V as the holder of the REMIC II Regular Interests, those portions of the REMIC II Distribution
Amount not designated to Component II of the Class R Certificates, in the amounts and in accordance with
the priorities set forth in the definition of REMIC II Distribution Amount.

         (c) On each Distribution Date, the Securities Administrator shall be deemed to distribute, to
REMIC III-B as the holder of the REMIC III-A Regular Interests, those portions of the REMIC III-A
Distribution Amount not designated to Component III-A of the Class R Certificates, in the amounts and in
accordance with the priorities set forth in the definition of REMIC III-A Distribution Amount.

         (b)      On each Distribution Date, the Securities  Administrator  shall be deemed to distribute,
to REMIC VI as the holder of the REMIC III-B  Regular  Interests,  REMIC IV Regular  Interests and REMIC V
Regular  Interests,  those  portions of the REMIC III-B  Distribution  Amount not  designated to Component
III-B of the Class R  Certificates,  in the amounts and in accordance with the priorities set forth in the
definition of REMIC III-B  Distribution  Amount,  those portions of the REMIC IV  Distribution  Amount not
designated  to  Component  IV of the Class R  Certificates,  in the  amounts  and in  accordance  with the
priorities set forth in the definition of REMIC IV  Distribution  Amount and those portions of the REMIC V
Distribution  Amount not  designated  to  Component V of the Class R  Certificates,  in the amounts and in
accordance with the priorities set forth in the definition of REMIC V Distribution Amount.

         (c)      On each Distribution  Date, the Securities  Administrator  shall be deemed to distribute
the REMIC VI  Distribution  Amount to:  (i) the  holders of the  Certificates  (other  than the Class B-IO
Certificates),  as the holders of the REMIC VI  Interests  (other than REMIC VI Regular  Interests  B-IO-I
and B-IO-P) and (ii)  itself on behalf of REMIC VII,  as the holder of REMIC VI Regular  Interests  B-IO-I
and B-IO-P,  in the amounts and in accordance  with the priorities set forth in the definition of REMIC VI
Distribution Amount.

         (d)               On each  Distribution  Date,  the Securities  Administrator  shall be deemed to
distribute  to the  holder of the  Class  B-IO  Certificates,  as the  holder  of the  REMIC  VII  Regular
Interest, the amounts set forth in the definition of REMIC VII Distribution Amount.

         (e)               Notwithstanding  the  deemed  distributions  on  the  REMIC  Regular  Interests
described in this Section 6.10,  distributions of funds from the  Distribution  Account shall be made only
in accordance with Sections 6.01 and 6.02.


                                               ARTICLE VII

                                           The Master Servicer

         Section 7.01.     Liabilities  of the Master  Servicer.  The Master  Servicer  shall be liable in
accordance herewith only to the extent of the obligations  specifically  imposed upon and undertaken by it
herein.

         Section 7.02.     Merger or Consolidation  of the Master  Servicer.  (a) The Master Servicer will
keep in full force and effect its  existence,  rights and  franchises as a  corporation  under the laws of
the state of its  incorporation,  and will  obtain and  preserve  its  qualification  to do  business as a
foreign  corporation in each jurisdiction in which such  qualification is or shall be necessary to protect
the validity and  enforceability  of this Agreement,  the Certificates or any of the Mortgage Loans and to
perform its duties under this Agreement.

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

         Section 7.03.     Indemnification  of the  Trustee,  the  Master  Servicer  and the  Securities
Administrator.  (a) The Master  Servicer  agrees to  indemnify  the  Indemnified  Persons for, and to hold
them harmless against, any loss,  liability or expense (including  reasonable legal fees and disbursements
of counsel)  incurred on their part that may be sustained in connection with,  arising out of, or relating
to, any claim or legal action  (including  any pending or threatened  claim or legal  action)  relating to
this Agreement,  the Servicing Agreements,  the Assignment Agreements or the Certificates or the powers of
attorney  delivered by the Trustee hereunder  (i) related to the Master Servicer's  failure to perform its
duties in  compliance  with this  Agreement  (except  as any such  loss,  liability  or  expense  shall be
otherwise  reimbursable  pursuant to this Agreement) or (ii) incurred  by reason of the Master  Servicer's
willful  misfeasance,  bad faith or gross  negligence in the performance of duties  hereunder or by reason
of reckless  disregard of obligations and duties hereunder,  provided,  in each case, that with respect to
any such claim or legal action (or pending or threatened  claim or legal  action),  the Trustee shall have
given the Master Servicer and the Depositor  written notice thereof  promptly after a Responsible  Officer
of the  Trustee  shall have with  respect to such claim or legal  action  actual  knowledge  thereof.  The
Trustee's  failure  to give any such  notice  shall not  affect  the  Trustee's  right to  indemnification
hereunder,  except to the extent the Master  Servicer is  materially  prejudiced  by such  failure to give
notice.  This indemnity  shall survive the  resignation or removal of the Trustee,  Master Servicer or the
Securities Administrator and the termination of this Agreement.

         (b)      The Trust  Fund will  indemnify  any  Indemnified  Person  for any  loss,  liability  or
expense  (including  reasonable  legal fees and  disbursements  of counsel) of any Indemnified  Person not
otherwise covered by the Master Servicer's indemnification pursuant to Section  7.03(a).

         Section 7.04.     Limitations  on  Liability of the Master  Servicer  and Others.  Subject to the
obligation of the Master Servicer to indemnify the Indemnified Persons pursuant to Section 7.03:

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

         (b)      The  Master  Servicer  and any  director,  officer,  employee  or  agent  of the  Master
Servicer may rely in good faith on any document of any kind prima facie  properly  executed and  submitted
by any Person respecting any matters arising hereunder.

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

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

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

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

         Section 7.05.     Master Servicer Not to Resign.  Except as provided in Section 7.07,  the Master
Servicer  shall  not  resign  from  the  obligations  and  duties  hereby  imposed  on it  except  upon  a
determination  that any such duties  hereunder are no longer  permissible  under  applicable  law and such
impermissibility  cannot be  cured.  Any such  determination  permitting  the  resignation  of the  Master
Servicer shall be evidenced by an Opinion of Independent  Counsel  addressed to the Trustee to such effect
delivered to the Trustee.  No such  resignation by the Master  Servicer shall become  effective  until the
Company or the  Trustee or a  successor  to the Master  Servicer  reasonably  satisfactory  to the Trustee
shall have  assumed  the  responsibilities  and  obligations  of the Master  Servicer in  accordance  with
Section 8.02  hereof.  The Trustee shall notify the Rating  Agencies upon its receipt of written notice of
the resignation of the Master Servicer.

         Section 7.06.     Successor  Master   Servicer.   In  connection  with  the  appointment  of  any
successor  Master  Servicer or the  assumption  of the duties of the Master  Servicer,  the Company or the
Trustee  may make  such  arrangements  for the  compensation  of such  successor  master  servicer  out of
payments on the Mortgage  Loans as the Company or the Trustee and such  successor  master  servicer  shall
agree.  If the  successor  master  servicer  does not agree that such market  value is a fair price,  such
successor  master  servicer  shall  obtain two  quotations  of market  value from third  parties  actively
engaged  in  the  servicing  of  single-family   mortgage  loans.   Notwithstanding  the  foregoing,   the
compensation  payable to a successor  master  servicer  may not exceed the  compensation  which the Master
Servicer  would  have been  entitled  to retain if the  Master  Servicer  had  continued  to act as Master
Servicer hereunder.

         Section 7.07.     Sale and  Assignment  of Master  Servicing.  The Master  Servicer  may sell and
assign its rights and delegate its duties and  obligations  in its entirety as Master  Servicer under this
Agreement  and the  Company  may  terminate  the  Master  Servicer  without  cause and select a new Master
Servicer;  provided,  however,  that:  (i) the  purchaser or  transferee  accepting  such  assignment  and
delegation  (a) shall be a Person  which shall be qualified  to service  mortgage  loans for Fannie Mae or
Freddie Mac; (b) shall have a net worth of not less than $10,000,000  (unless  otherwise  approved by each
Rating Agency  pursuant to clause  (ii) below);  (c) shall be reasonably  satisfactory  to the Trustee (as
evidenced  in a writing  signed by the  Trustee);  and (d) shall  execute  and  deliver to the  Trustee an
agreement,  in form and substance reasonably  satisfactory to the Trustee, which contains an assumption by
such Person of the due and punctual  performance  and  observance  of each  covenant  and  condition to be
performed or observed by it as master  servicer  under this  Agreement,  any custodial  agreement from and
after the effective date of such  agreement;  (ii) each  Rating Agency shall be given prior written notice
of the identity of the proposed  successor to the Master  Servicer and each Rating  Agency's rating of the
Certificates in effect  immediately prior to such assignment,  sale and delegation will not be downgraded,
qualified or withdrawn as a result of such  assignment,  sale and delegation,  as evidenced by a letter to
such effect  delivered  to the Master  Servicer  and the Trustee (at the expense of the Master  Servicer);
(iii) the  Master  Servicer  assigning  and selling the master  servicing  shall deliver to the Trustee an
Officer's  Certificate and an Opinion of Independent  Counsel addressed to the Trustee,  each stating that
all  conditions  precedent  to such action under this  Agreement  have been  completed  and such action is
permitted by and complies with the terms of this  Agreement;  and (iv) in the event the Master Servicer is
terminated  without  cause by the  Company,  the  Company  shall  pay the  terminated  Master  Servicer  a
termination  fee equal to 0.25% of the aggregate  Stated  Principal  Balance of the Mortgage  Loans at the
time the master  servicing of the Mortgage  Loans is  transferred  to the successor  Master  Servicer.  No
such assignment or delegation  shall affect any rights or liability of the Master  Servicer  arising prior
to the effective date thereof.


                                               ARTICLE VIII

                                                 Default

         Section 8.01.     Events of Default.  "Event of Default," wherever used herein,  means any one of
the following  events  (whatever the reason for such Event of Default and whether it shall be voluntary or
involuntary  or be effected by operation of law or pursuant to any judgment,  decree or order of any court
or any order,  rule or regulation of any  administrative  or  governmental  body) and only with respect to
the defaulting Master Servicer:

         (a)      The Master  Servicer  fails to cause to be  deposited  in the  Distribution  Account any
amount so required to be deposited  pursuant to this Agreement  (other than a Monthly  Advance),  and such
failure  continues  unremedied  for a period of three  Business  Days  after the date upon  which  written
notice of such failure,  requiring the same to be remedied,  shall have been given to the Master Servicer;
or

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

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

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

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

         (f)      The Master  Servicer  fails to comply with Section 3.16,  Section 3.17 and Section 3.18;
or

         (g)      The Master  Servicer  fails to cause to be deposited,  in the  Distribution  Account any
Monthly  Advance  (other  than  a  Nonrecoverable  Advance)  by  5:00  p.m.  New  York  City  time  on the
Distribution Account Deposit Date.

         In each and every  such  case,  so long as such  Event of  Default  with  respect  to the  Master
Servicer  shall not have been  remedied,  either the  Trustee or the  Holders of  Certificates  evidencing
Fractional  Undivided  Interests  aggregating  not less than 51% of the  principal  of the Trust Fund,  by
notice in writing to the Master  Servicer (and to the Trustee if given by such  Certificateholders),  with
a copy to the Rating  Agencies,  and with the consent of the Company,  may terminate all of the rights and
obligations  (but not the  liabilities)  of the Master  Servicer  under this  Agreement  and in and to the
Mortgage  Loans and/or the REO Property  serviced by the Master  Servicer and the proceeds  thereof.  Upon
the receipt by the Master Servicer of the written  notice,  all authority and power of the Master Servicer
under this  Agreement,  whether with respect to the  Certificates,  the  Mortgage  Loans,  REO Property or
under any other  related  agreements  (but only to the  extent  that such other  agreements  relate to the
Mortgage Loans or related REO Property)  shall,  subject to Section 3.17 and  Section 8.02,  automatically
and without  further  action pass to and be vested in the Trustee,  in its  capacity as  successor  Master
Servicer,  pursuant to this  Section 8.01  (and,  with respect to an Event of Default  resulting  from the
Master  Servicer's  failure to comply with Section 3.17,  such power and authority of the Master  Servicer
shall,  subject to Section 8.02,  automatically  and without  further  action pass to and be vested in the
successor  Master Servicer  appointed by the Depositor);  and,  without  limitation,  the Trustee,  in its
capacity as successor Master  Servicer,(or such successor Master Servicer  appointed by the Depositor,  as
the case may be), is hereby  authorized  and  empowered  to execute and  deliver,  on behalf of the Master
Servicer as  attorney-in-fact  or  otherwise,  any and all documents  and other  instruments  and to do or
accomplish  all other acts or things  necessary  or  appropriate  to effect the purposes of such notice of
termination,  whether to complete the transfer and  endorsement  or assignment  of the Mortgage  Loans and
related  documents,  or  otherwise.  The Master  Servicer  agrees to cooperate  with the  Trustee,  in its
capacity as successor  Master Servicer (or such successor Master Servicer  appointed by the Depositor,  as
the case  may  be),  in  effecting  the  termination  of the  Master  Servicer's  rights  and  obligations
hereunder,  including,  without  limitation,  the  transfer to the  Trustee,  in its capacity as successor
Master  Servicer (or such successor  Master Servicer  appointed by the Depositor,  as the case may be), of
(i) the  property  and amounts  which are then or should be part of the Trust or which  thereafter  become
part of the  Trust;  and  (ii) originals  or copies of all  documents  of the Master  Servicer  reasonably
requested  by the  Trustee,  in its  capacity as  successor  Master  Servicer  (or such  successor  Master
Servicer  appointed by the  Depositor,  as the case may be), to enable it to assume the Master  Servicer's
duties thereunder.  In addition to any other amounts which are then, or,  notwithstanding  the termination
of its activities  under this  Agreement,  may become payable to the Master Servicer under this Agreement,
the Master  Servicer  shall be entitled to  receive,  out of any amount  received on account of a Mortgage
Loan  or  related  REO  Property,  that  portion  of  such  payments  which  it  would  have  received  as
reimbursement  under this Agreement if notice of termination  had not been given.  The  termination of the
rights and  obligations  of the Master  Servicer shall not affect any  obligations  incurred by the Master
Servicer prior to such termination.

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

         Section 8.02.     Successor  to Act;  Appointment  of  Successor.  (a)  Upon the  receipt  by the
Master Servicer of a notice of termination  pursuant to Section 8.01 or an Opinion of Independent  Counsel
pursuant to  Section 7.05  to the effect that the Master  Servicer is legally unable to act or to delegate
its duties to a Person  which is legally able to act,  the  Trustee,  in its capacity as successor  Master
Servicer  (and,  with  respect to an Event of Default  resulting  from the  Master  Servicer's  failure to
comply with Section 3.17, the successor  Master  Servicer  appointed by the Depositor  pursuant to Section
3.17),  shall  automatically  become the successor in all respects to the Master  Servicer in its capacity
under this Agreement and the  transactions  set forth or provided for herein and shall thereafter have all
of the  rights  and  powers of,  and be  subject  to all the  responsibilities,  duties,  liabilities  and
limitations on  liabilities  relating  thereto  placed on the Master  Servicer by the terms and provisions
hereof;  provided,  however,  that the Company shall have the right to either (a)  immediately  assume the
duties of the Master Servicer or (b) select a successor Master Servicer;  provided further,  however, that
the Trustee,  in its  capacity as  successor  Master  Servicer  (and,  with respect to an Event of Default
resulting from the Master  Servicer's  failure to comply with Section 3.17, the successor  Master Servicer
appointed by the Depositor  pursuant to Section 3.17),  shall have no obligation  whatsoever  with respect
to any liability  (other than advances deemed  recoverable and not previously made) incurred by the Master
Servicer at or prior to the time of termination.  As compensation  therefor,  but subject to Section 7.06,
the Trustee,  in its  capacity as  successor  Master  Servicer  (and,  with respect to an Event of Default
resulting from the Master  Servicer's  failure to comply with Section 3.17, the successor  Master Servicer
appointed by the Depositor  pursuant to Section 3.17),  shall be entitled to compensation which the Master
Servicer  would have been  entitled  to retain if the Master  Servicer  had  continued  to act  hereunder,
except for those  amounts due the Master  Servicer as  reimbursement  permitted  under this  Agreement for
advances  previously made or expenses  previously  incurred.  Notwithstanding  the above, the Trustee,  in
its capacity as successor  Master  Servicer  (or, with respect to an Event of Default  resulting  from the
Master  Servicer's  failure to comply with Section 3.17, the successor  Master  Servicer  appointed by the
Depositor  pursuant to Section 3.17),  may, if it shall be unwilling so to act, or shall, if it is legally
unable so to act,  appoint or  petition a court of  competent  jurisdiction  to appoint,  any  established
housing and home finance  institution which is a Fannie Mae- or Freddie  Mac-approved  servicer,  and with
respect to a successor to the Master Servicer only,  having a net worth of not less than  $10,000,000,  as
the  successor  to  the  Master  Servicer  hereunder  in  the  assumption  of  all  or  any  part  of  the
responsibilities,  duties or liabilities of the Master Servicer hereunder;  provided, that the Trustee, in
its capacity as successor  Master  Servicer  (or, with respect to an Event of Default  resulting  from the
Master  Servicer's  failure to comply with Section 3.17, the successor  Master  Servicer  appointed by the
Depositor  pursuant to Section 3.17),  shall obtain a letter from each Rating Agency that the ratings,  if
any, on each of the  Certificates  will not be lowered as a result of the  selection  of the  successor to
the Master Servicer.  Pending  appointment of a successor to the Master Servicer  hereunder,  the Trustee,
in its capacity as successor  Master  Servicer,  shall act (other than with respect to an Event of Default
resulting  from the Master  Servicer's  failure to comply with Section  3.17, in which event the successor
appointed by the Depositor  shall act) in such capacity as hereinabove  provided.  In connection with such
appointment  and  assumption,  the  Trustee  may  make  such  arrangements  for the  compensation  of such
successor out of payments on the Mortgage Loans as it and such successor shall agree;  provided,  however,
that the  provisions of Section 7.06 shall apply,  the  compensation  shall not be in excess of that which
the Master  Servicer  would have been entitled to if the Master  Servicer had continued to act  hereunder,
and that such successor shall  undertake and assume the obligations of the Trustee to pay  compensation to
any third Person acting as an agent or  independent  contractor  in the  performance  of master  servicing
responsibilities  hereunder.  The Trustee and such successor shall take such action,  consistent with this
Agreement, as shall be necessary to effectuate any such succession.

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

         The  costs  and  expenses  of the  Trustee  in  connection  with the  termination  of the  Master
Servicer,  the appointment of a successor  Master Servicer and, if applicable,  any transfer of servicing,
including,  without  limitation,  all costs and  expenses  associated  with the  complete  transfer of all
servicing data and the  completion,  correction or  manipulation of such servicing data as may be required
by the Trustee to correct any errors or  insufficiencies  in the servicing data or otherwise to enable the
Trustee or the successor  Master Servicer to service the Mortgage Loans properly and  effectively,  to the
extent not paid by the terminated  Master  Servicer,  shall be payable to the Trustee  pursuant to Section
9.05. Any successor to the Master  Servicer  acting as successor  servicer  under any Servicing  Agreement
shall give notice to the  applicable  Mortgagors of such change of servicer and shall,  during the term of
its  service  as  successor  Master  Servicer  maintain  in force the policy or  policies  that the Master
Servicer is required to maintain pursuant to Section 3.04.

         Section 8.03.     Notification  to  Certificateholders.  Upon any termination or appointment of a
successor to the Master  Servicer,  the Trustee shall give prompt written notice thereof to the Securities
Administrator  or, if the Securities  Administrator  is terminated or resigns upon the  termination of the
Master  Servicer,  the  successor  securities  administrator,  and  the  Securities  Administrator  or the
successor  securities  administrator  shall give prompt written notice thereof to the Rating  Agencies and
the Certificateholders at their respective addresses appearing in the Certificate Register.

         Section 8.04.     Waiver of  Defaults.  The  Trustee  shall  transmit  by mail to the  Securities
Administrator,  who shall give prompt  written notice  thereof to all  Certificateholders,  within 60 days
after the  occurrence  of any Event of Default  actually  known to a  Responsible  Officer of the Trustee,
unless  such Event of Default  shall have been cured,  notice of each such Event of  Default.  The Holders
of  Certificates  evidencing  Fractional  Undivided  Interests  aggregating not less than 51% of the Trust
Fund  may,  on  behalf  of all  Certificateholders,  waive  any  default  by the  Master  Servicer  in the
performance of its obligations hereunder and the consequences  thereof,  except a default in the making of
or the  causing to be made any  required  distribution  on the  Certificates,  which  default  may only be
waived by Holders of  Certificates  evidencing  Fractional  Undivided  Interests  aggregating  100% of the
Trust Fund.  Upon any such waiver of a past default,  such default shall be deemed to cease to exist,  and
any Event of Default  arising  therefrom shall be deemed to have been timely remedied for every purpose of
this  Agreement.  No such  waiver  shall  extend to any  subsequent  or other  default or impair any right
consequent  thereon  except to the extent  expressly so waived.  The Securities  Administrator  shall give
notice of any such waiver to the Trustee and the Rating Agencies.

         Section 8.05.     List  of   Certificateholders.   Upon   written   request   of  three  or  more
Certificateholders  of record,  for purposes of communicating with other  Certificateholders  with respect
to their rights under this Agreement,  the Securities  Administrator  will afford such  Certificateholders
access  during  business  hours to the  most  recent  list of  Certificateholders  held by the  Securities
Administrator.


                                                ARTICLE IX

                         Concerning the Trustee and the Securities Administrator

         Section 9.01.     Duties of Trustee and Securities  Administrator.  (a) The Trustee, prior to the
occurrence  of an Event of Default and after the curing or waiver of all Events of Default  which may have
occurred,  and the Securities  Administrator each undertake to perform such duties and only such duties as
are  specifically  set forth in this Agreement as duties of the Trustee and the Securities  Administrator,
respectively.  If an Event of Default has  occurred  and has not been cured or waived,  the Trustee  shall
exercise  such of the rights and powers  vested in it by this  Agreement,  and subject to  Section 8.02(b)
use the same degree of care and skill in their  exercise,  as a prudent  person would  exercise  under the
circumstances in the conduct of his own affairs.

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

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

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

                  (i)      Prior to the occurrence of an Event of Default,  and after the curing or waiver
of all such Events of Default which may have occurred,  the duties and  obligations of the Trustee and the
Securities  Administrator shall be determined solely by the express provisions of this Agreement,  neither
the  Trustee  nor the  Securities  Administrator  shall be  liable  except  for the  performance  of their
respective  duties and obligations as are specifically set forth in this Agreement,  no implied  covenants
or  obligations  shall be read into this  Agreement  against the Trustee or the  Securities  Administrator
and,  in  the  absence  of bad  faith  on  the  part  of the  Trustee  or  the  Securities  Administrator,
respectively,  the Trustee or the Securities  Administrator,  respectively,  may conclusively  rely, as to
the truth of the statements and the correctness of the opinions expressed  therein,  upon any certificates
or opinions  furnished to the Trustee or the  Securities  Administrator,  respectively,  and conforming to
the requirements of this Agreement;

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

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

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

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

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

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

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

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

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

         Section 9.02.     Certain  Matters  Affecting  the  Trustee  and  the  Securities  Administrator.
Except as otherwise provided in Section 9.01:

         (a)               The Trustee and the  Securities  Administrator  may rely and shall be protected
in acting  or  refraining  from  acting in  reliance  on any  resolution,  certificate  of the  Securities
Administrator  (with  respect to the Trustee  only),  the  Depositor,  the Master  Servicer or a Servicer,
certificate  of  auditors  or any other  certificate,  statement,  instrument,  opinion,  report,  notice,
request,  consent, order,  appraisal,  bond or other paper or document believed by it to be genuine and to
have been signed or presented by the proper party or parties;

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

         (c)      Neither the Trustee nor the  Securities  Administrator  shall be under any obligation to
exercise any of the trusts or powers  vested in it by this  Agreement,  other than its  obligation to give
notices  pursuant to this  Agreement,  or to institute,  conduct or defend any litigation  hereunder or in
relation  hereto at the  request,  order or  direction  of any of the  Certificateholders  pursuant to the
provisions  of  this  Agreement,  unless  such  Certificateholders  shall  have  offered  to  the  Trustee
reasonable  security  or  indemnity  against the costs,  expenses  and  liabilities  which may be incurred
therein or thereby.  Nothing  contained  herein  shall,  however,  relieve the Trustee of the  obligation,
upon the  occurrence  of an Event of Default of which a  Responsible  Officer  of the  Trustee  has actual
knowledge  (which has not been cured or waived),  to exercise  such of the rights and powers  vested in it
by this  Agreement,  and to use the same degree of care and skill in their  exercise,  as a prudent person
would exercise under the circumstances in the conduct of his own affairs;

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

         (e)               Neither  the Trustee nor the  Securities  Administrator  shall be bound to make
any  investigation  into  the  facts  or  matters  stated  in  any  resolution,   certificate,  statement,
instrument,  opinion, report, notice, request,  consent, order, approval, bond or other paper or document,
unless  requested  in  writing  to  do so by  Holders  of  Certificates  evidencing  Fractional  Undivided
Interests  aggregating  not less  than  25% of the  Trust  Fund and  provided  that the  payment  within a
reasonable time to the Trustee or the Securities  Administrator,  as applicable, of the costs, expenses or
liabilities  likely to be  incurred  by it in the making of such  investigation  is, in the Opinion of the
Trustee  or the  Securities  Administrator,  as  applicable,  reasonably  assured  to the  Trustee  or the
Securities  Administrator,  as applicable,  by the security afforded to it by the terms of this Agreement.
The Trustee or the  Securities  Administrator  may require  reasonable  indemnity  against such expense or
liability as a condition  to taking any such  action.  The  reasonable  expense of every such  examination
shall be paid by the Certificateholders requesting the investigation;

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

         (g)               Should  the  Trustee  or the  Securities  Administrator  deem the nature of any
action  required  on its part,  other than a payment or  transfer by the  Securities  Administrator  under
Section  4.01(b)  or  Section 4.04,   to  be  unclear,  the  Trustee  or  the  Securities   Administrator,
respectively,  may require  prior to such action that it be  provided  by the  Depositor  with  reasonable
further instructions;

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

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

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

         Section 9.03.     Trustee and Securities  Administrator  Not Liable for Certificates or Mortgage
Loans.  The  recitals   contained   herein  and  in  the  Certificates   (other  than  the  signature  and
countersignature  of the Securities  Administrator on the  Certificates)  shall be taken as the statements
of the Depositor,  and neither the Trustee nor the Securities  Administrator shall have any responsibility
for their correctness.  Neither the Trustee nor the Securities  Administrator  makes any representation as
to the validity or sufficiency of the Certificates  (other than the signature and  countersignature of the
Securities  Administrator  on the  Certificates)  or of any Mortgage Loan except as expressly  provided in
Sections 2.02 and 2.05 hereof;  provided,  however,  that the  foregoing  shall not relieve the Trustee of
the  obligation  to  review  the  Mortgage  Files  pursuant  to  Sections  2.02 and 2.04.  The  Securities
Administrator's  signature and  countersignature  (or  countersignature  of its agent) on the Certificates
shall be solely in its capacity as Securities  Administrator  and shall not constitute the Certificates an
obligation  of  the  Securities  Administrator  in  any  other  capacity.  Neither  the  Trustee  nor  the
Securities  Administrator  shall be accountable  for the use or application by the Depositor of any of the
Certificates or of the proceeds of such  Certificates,  or for the use or application of any funds paid to
the Depositor  with respect to the Mortgage  Loans.  Subject to the  provisions of  Section 2.05,  neither
the Trustee nor the Securities  Administrator  shall be  responsible  for the legality or validity of this
Agreement or any  document or  instrument  relating to this  Agreement,  the validity of the  execution of
this  Agreement  or of any  supplement  hereto  or  instrument  of  further  assurance,  or the  validity,
priority,  perfection or sufficiency of the security for the Certificates  issued hereunder or intended to
be issued  hereunder.  Neither  the Trustee nor the  Securities  Administrator  shall at any time have any
responsibility  or liability  for or with respect to the  legality,  validity  and  enforceability  of any
Mortgage or any Mortgage Loan, or the  perfection  and priority of any Mortgage or the  maintenance of any
such  perfection and priority,  or for or with respect to the sufficiency of the Trust Fund or its ability
to generate  the payments to be  distributed  to  Certificateholders,  under this  Agreement.  Neither the
Trustee  nor the  Securities  Administrator  shall have any  responsibility  for filing any  financing  or
continuation  statement  in any  public  office  at any  time or to  otherwise  perfect  or  maintain  the
perfection  of any security  interest or lien granted to it  hereunder or to record this  Agreement  other
than any continuation statements filed by the Trustee pursuant to Section 3.20.

         Section 9.04.     Trustee and  Securities  Administrator  May Own  Certificates.  The Trustee and
the Securities  Administrator in their  individual  capacities or in any capacity other than as Trustee or
Securities  Administrator,  hereunder  may become the owner or pledgee of any  Certificates  with the same
rights it would have if it were not the Trustee or the Securities  Administrator,  as applicable,  and may
otherwise deal with the parties hereto.

         Section 9.05.     Trustee's  and  Securities  Administrator's  Fees  and  Expenses.  The fees and
expenses of the Trustee shall be paid in accordance with a side letter  agreement  between the Trustee and
the Master  Servicer.  The Securities  Administrator  shall be paid by the Master Servicer from the Master
Servicer's  compensation.  In addition,  the Trustee and the Securities  Administrator will be entitled to
recover from the Distribution Account pursuant to Section 4.05(l) all reasonable  out-of-pocket  expenses,
disbursements   and  advances  and  the  expenses  of  the  Trustee  and  the  Securities   Administrator,
respectively,  in connection with such Person's  compliance  with Section 3.23, any Event of Default,  any
breach of this Agreement,  the termination of the Master  Servicer,  the appointment of a successor Master
Servicer and, if applicable,  any transfer of servicing as set forth in Section  8.02(b),  or as otherwise
set forth  herein,  or any claim or legal  action  (including  any  pending or  threatened  claim or legal
action) incurred or made by or against the Trustee or the Securities Administrator,  respectively,  in the
administration   of  the  trusts   hereunder   (including  the  reasonable   compensation,   expenses  and
disbursements  of its  counsel)  except any such  expense,  disbursement  or advance as may arise from its
negligence or intentional  misconduct or which is the responsibility of the  Certificateholders.  If funds
in the  Distribution  Account are  insufficient  therefor,  the Trustee and the  Securities  Administrator
shall recover such expenses from the Depositor.  Such  compensation  and  reimbursement  obligation  shall
not be limited by any provision of law in regard to the compensation of a trustee of an express trust.

         Section 9.06.     Eligibility  Requirements  for  Trustee  and  Securities   Administrator.   The
Trustee  and any  successor  Trustee  and  the  Securities  Administrator  and  any  successor  Securities
Administrator  shall during the entire  duration of this  Agreement be a state bank or trust  company or a
national  banking  association  organized  and doing  business  under the laws of such state or the United
States of  America,  authorized  under such laws to exercise  corporate  trust  powers,  having a combined
capital  and  surplus  and  undivided  profits  of at least  $40,000,000  or,  in the case of a  successor
Trustee,  $50,000,000,  subject to supervision  or  examination by federal or state  authority and, in the
case of the Trustee,  rated "BBB" or higher by S&P with respect to their long-term  rating and rated "BBB"
or higher by S&P and  "Baa2" or higher by Moody's  with  respect to any  outstanding  long-term  unsecured
unsubordinated debt, and, in the case of a successor Trustee or successor  Securities  Administrator other
than  pursuant  to  Section 9.10,  rated  in one of the two  highest  long-term  debt  categories  of,  or
otherwise  acceptable to, each of the Rating Agencies.  If the Trustee  publishes  reports of condition at
least  annually,  pursuant  to law or to  the  requirements  of the  aforesaid  supervising  or  examining
authority,  then  for the  purposes  of  this  Section 9.06  the  combined  capital  and  surplus  of such
corporation  shall be deemed to be its total equity  capital  (combined  capital and surplus) as set forth
in its most recent  report of condition so  published.  In case at any time the Trustee or the  Securities
Administrator  shall cease to be eligible in  accordance  with the  provisions of this  Section 9.06,  the
Trustee  or the  Securities  Administrator  shall  resign  immediately  in the  manner and with the effect
specified in Section 9.08.

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

         Section 9.08.     Resignation  and Removal of the Trustee and Securities  Administrator.  (a) The
Trustee and the Securities  Administrator  may at any time resign and be discharged  from the Trust hereby
created by giving  written  notice  thereof to the Depositor and the Master  Servicer,  with a copy to the
Rating  Agencies.  Upon  receiving such notice of  resignation,  the Depositor  shall  promptly  appoint a
successor  Trustee or  successor  Securities  Administrator,  as  applicable,  by written  instrument,  in
triplicate,  one  copy of  which  instrument  shall  be  delivered  to each of the  resigning  Trustee  or
Securities  Administrator,   as  applicable,  the  successor  Trustee  or  Securities  Administrator,   as
applicable.  If no successor  Trustee or  Securities  Administrator  shall have been so appointed and have
accepted  appointment  within 30 days  after the  giving of such  notice  of  resignation,  the  resigning
Trustee or Securities  Administrator may petition any court of competent  jurisdiction for the appointment
of a successor Trustee or Securities Administrator.

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

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

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

         Section 9.09.     Successor  Trustee and Successor  Securities  Administrator.  (a) Any successor
Trustee or Securities  Administrator appointed as provided in Section 9.08 shall execute,  acknowledge and
deliver  to the  Depositor  and to its  predecessor  Trustee or  Securities  Administrator  an  instrument
accepting  such  appointment  hereunder.  The  resignation  or  removal  of  the  predecessor  Trustee  or
Securities   Administrator   shall  then  become  effective  and  such  successor  Trustee  or  Securities
Administrator,  without any further  act,  deed or  conveyance,  shall  become  fully  vested with all the
rights,  powers,  duties and obligations of its predecessor  hereunder,  with like effect as if originally
named  as  Trustee  or  Securities   Administrator   herein.   The   predecessor   Trustee  or  Securities
Administrator  shall,  after its receipt of payment in full of its outstanding fees and expenses  promptly
deliver to the successor  Trustee or Securities  Administrator,  as applicable,  all assets and records of
the  Trust  held  by  it  hereunder,   and  the  Depositor  and  the  predecessor  Trustee  or  Securities
Administrator,  as applicable,  shall execute and deliver such instruments and do such other things as may
reasonably be required for more fully and  certainly  vesting and  confirming in the successor  Trustee or
Securities Administrator, as applicable, all such rights, powers, duties and obligations.

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

         (c)      Upon  acceptance of appointment by a successor  Trustee or Securities  Administrator  as
provided in this  Section 9.09,  the successor  Trustee or Securities  Administrator  shall mail notice of
the succession of such Trustee or Securities  Administrator  hereunder to all  Certificateholders at their
addresses as shown in the  Certificate  Register  and to the Rating  Agencies.  The Company  shall pay the
cost of any mailing by the successor Trustee or Securities Administrator.

         Section 9.10.     Merger or  Consolidation  of Trustee  or  Securities  Administrator.  Any state
bank or  trust  company  or  national  banking  association  into  which  the  Trustee  or the  Securities
Administrator  may be merged or converted or with which it may be  consolidated or any state bank or trust
company or national banking  association  resulting from any merger,  conversion or consolidation to which
the Trustee or the Securities  Administrator,  respectively,  shall be a party, or any state bank or trust
company or national  banking  association  succeeding to all or  substantially  all of the corporate trust
business of the Trustee or the  Securities  Administrator,  respectively,  shall be the  successor  of the
Trustee  or the  Securities  Administrator,  respectively,  hereunder,  provided  such state bank or trust
company or national  banking  association  shall be eligible  under the provisions of  Section 9.06.  Such
succession  shall be valid  without  the  execution,  delivery  of  notice  or  filing of any paper or any
further act on the part of any of the parties hereto, anything herein to the contrary notwithstanding.

         Section 9.11.     Appointment of Co-Trustee or Separate Trustee.  (a)  Notwithstanding  any other
provisions  hereof, at any time, for the purpose of meeting any legal  requirements of any jurisdiction in
which any part of the Trust or property  constituting  the same may at the time be located,  the Depositor
and the Trustee  acting  jointly  shall have the power and shall  execute and deliver all  instruments  to
appoint  one or  more  Persons  approved  by the  Trustee  and  the  Depositor  to  act as  co-trustee  or
co-trustees,  jointly with the Trustee,  or separate trustee or separate  trustees,  of all or any part of
the Trust, and to vest in such Person or Persons,  in such capacity,  such title to the Trust, or any part
thereof,  and, subject to the other provisions of this  Section 9.11,  such powers,  duties,  obligations,
rights and trusts as the Depositor and the Trustee may consider necessary or desirable.

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

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

         (d)      In the case of any  appointment  of a co-trustee  or separate  trustee  pursuant to this
Section 9.11,  all  rights,  powers,  duties and  obligations  conferred  or imposed  upon the Trustee and
required  to be  conferred  on such  co-trustee  shall be  conferred  or  imposed  upon and  exercised  or
performed  by the Trustee  and such  separate  trustee or  co-trustee  jointly,  except to the extent that
under any law of any  jurisdiction  in which any  particular  act or acts are to be performed  (whether as
Trustee hereunder or as successor to the Master Servicer  hereunder),  the Trustee shall be incompetent or
unqualified  to perform  such act or acts,  in which event such  rights,  powers,  duties and  obligations
(including  the holding of title to the Trust or any portion  thereof in any such  jurisdiction)  shall be
exercised and performed by such separate trustee or co-trustee at the direction of the Trustee.

         (e)      Any notice,  request or other  writing given to the Trustee shall be deemed to have been
given to each of the  then  separate  trustees  and  co-trustees,  as  effectively  as if given to each of
them.  Every  instrument  appointing any separate  trustee or co-trustee shall refer to this Agreement and
the  conditions  of this Article IX. Each  separate  trustee and  co-trustee,  upon its  acceptance of the
trusts  conferred,  shall  be  vested  with  the  estates  or  property  specified  in its  instrument  of
appointment,  either jointly with the Trustee or separately,  as may be provided  therein,  subject to all
the provisions of this Agreement,  specifically  including  every provision of this Agreement  relating to
the  conduct  of,  affecting  the  liability  of, or  affording  protection  to, the  Trustee.  Every such
instrument shall be filed with the Trustee.

         (f)      To the extent not  prohibited  by law, any separate  trustee or  co-trustee  may, at any
time,  request  the  Trustee,  its agent or  attorney-in-fact,  with full power and  authority,  to do any
lawful  act under or with  respect  to this  Agreement  on its  behalf  and in its name.  If any  separate
trustee or co-trustee  shall die, become  incapable of acting,  resign or be removed,  all of its estates,
properties  rights,  remedies and trusts  shall vest in and be  exercised  by the  Trustee,  to the extent
permitted by law, without the appointment of a new or successor Trustee.

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

         Section 9.12.     Federal  Information  Returns  and  Reports  to   Certificateholders;   REMIC
Administration.  (a) For federal  income tax  purposes,  the taxable  year of each 2006-4 REMIC shall be a
calendar year and the Securities  Administrator  shall  maintain or cause the  maintenance of the books of
each such 2006-4 REMIC on the accrual method of accounting.

         (b)      The  Securities  Administrator  shall  prepare  and file or  cause to be filed  with the
Internal  Revenue  Service,  and  the  Trustee  shall  upon  the  written  instruction  of the  Securities
Administrator  sign,  Federal tax  information  returns or elections  required to be made  hereunder  with
respect to each  2006-4  REMIC,  the Trust Fund,  if  applicable,  and the  Certificates  containing  such
information  and at the times and in the  manner as may be  required  by the Code or  applicable  Treasury
regulations,  and the Securities  Administrator  shall furnish to each Holder of  Certificates at any time
during the calendar  year for which such returns or reports are made such  statements  or  information  at
the times and in the manner as may be required thereby,  including,  without limitation,  reports relating
to mortgaged  property that is abandoned or foreclosed,  receipt of mortgage  interests in kind in a trade
or business,  a cancellation  of  indebtedness,  interest,  original issue discount and market discount or
premium  (using a constant  prepayment  assumption  of 30% CPR for the Group I Mortgage  Loans and 25% CPR
for the Group II Mortgage  Loans and the Group III Mortgage  Loans).  The  Securities  Administrator  will
apply for an Employee  Identification  Number from the IRS under Form SS-4 or any other acceptable  method
for all tax  entities.  In  connection  with the  foregoing,  the  Securities  Administrator  shall timely
prepare and file,  and the Trustee  shall upon the written  instruction  of the  Securities  Administrator
sign,  IRS Form 8811,  which  shall  provide the name and  address of the person who can be  contacted  to
obtain  information  required to be reported to the holders of regular interests in each 2006-4 REMIC (the
"REMIC Reporting  Agent").  The Securities  Administrator on behalf of the Trustee shall make elections to
treat  each  2006-4  REMIC  as a  REMIC  (which  elections  shall  apply  to  the  taxable  period  ending
December 31,  2006 and each calendar year  thereafter)  in such manner as the Code or applicable  Treasury
regulations may prescribe,  and as described by the Securities  Administrator.  The Trustee shall upon the
written  instruction of the Securities  Administrator  sign all tax information  returns filed pursuant to
this  Section and  any other returns as may be required by the Code. The Holder of the largest  percentage
interest in the  Residual  Certificates  is hereby  designated  as the "Tax  Matters  Person"  (within the
meaning of Treas.  Reg.  §§1.860F-4(d))  for each 2006-4 REMIC.  The  Securities  Administrator  is hereby
designated  and  appointed  as the  agent of each  such Tax  Matters  Person.  Any  Holder  of a  Residual
Certificate   will  by   acceptance   thereof   appoint  the   Securities   Administrator   as  agent  and
attorney-in-fact  for the purpose of acting as Tax Matters  Person for each 2006-4  REMIC during such time
as the Securities  Administrator  does not own any such Residual  Certificate.  In the event that the Code
or applicable Treasury  regulations  prohibit the Trustee from signing tax or information returns or other
statements,  or the Securities  Administrator from acting as agent for the Tax Matters Person, the Trustee
and the  Securities  Administrator  shall take whatever  action that in their sole good faith  judgment is
necessary  for the  proper  filing of such  information  returns  or for the  provision  of a tax  matters
person,  including  designation of the Holder of the largest percentage interest in a Residual Certificate
to sign such returns or act as tax matters person.  Each Holder of a Residual  Certificate  shall be bound
by this Section.

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

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

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

         (f)      The Trustee and the  Securities  Administrator  each agrees to indemnify  the Trust Fund
and the Depositor for any taxes and costs including,  without  limitation,  any reasonable  attorneys fees
imposed on or incurred by the Trust Fund,  the Depositor or the Master  Servicer,  as a result of a breach
by such  party  of such  party's  covenants  set  forth  in this  Section 9.12;  provided,  however,  such
liability  and  obligation to indemnify in this  paragraph  shall be several and not joint and the Trustee
and the Securities  Administrator  shall not be liable or be obligated to indemnify the Trust Fund for the
failure by the other to perform any duty under this  Agreement  or the breach by the other of any covenant
in this Agreement.


                                                ARTICLE X

                                               Termination

         Section 10.01.    Termination  Upon  Repurchase  by EMC or its  Designee or  Liquidation  of the
Mortgage Loans.  (a) Subject to  Section 10.02,  the respective  obligations and  responsibilities  of the
Depositor,  the Trustee, the Master Servicer and the Securities  Administrator  created hereby, other than
the  obligation of the Securities  Administrator  to make payments to  Certificateholders  as set forth in
this Section 10.01 shall terminate:

                  (i)      in accordance with Section  10.01(c),  the repurchase by or at the direction of
EMC or its  designee  of all of the  Mortgage  Loans in each of Loan Group I, Loan Group II and Loan Group
III  (which  repurchase  of the Group I  Mortgage  Loans,  the Group II  Mortgage  Loans and the Group III
Mortgage  Loans may occur on  separate  dates) and all related REO  Property  remaining  in the Trust at a
price  (the  "Termination  Purchase  Price")  equal to the sum of  (without  duplication)  (a) 100% of the
Outstanding  Principal  Balance of each  Mortgage  Loan in such Loan  Group (other  than a  Mortgage  Loan
related to REO Property) as of the date of repurchase,  net of the principal  portion of any  unreimbursed
Monthly  Advances  on the  Mortgage  Loans  relating to the  Mortgage  Loans made by the  purchaser,  plus
accrued but unpaid interest thereon at the applicable  Mortgage  Interest Rate to, but not including,  the
first day of the month of repurchase,  (b) the appraised value of any related REO Property,  less the good
faith  estimate of the Depositor of  liquidation  expenses to be incurred in connection  with its disposal
thereof (but not more than the Outstanding  Principal Balance of the related Mortgage Loan,  together with
interest  at the  applicable  Mortgage  Interest  Rate  accrued  on that  balance  but  unpaid to, but not
including,  the first day of the month of  repurchase),  such  appraisal to be  calculated by an appraiser
mutually  agreed upon by the Depositor and the Trustee at the expense of the Depositor,  (c)  unreimbursed
out-of pocket costs of the Master Servicer,  including  unreimbursed  servicing advances and the principal
portion of any unreimbursed  Monthly Advances,  made on the Mortgage Loans in such Loan Group prior to the
exercise of such  repurchase  right,  (d) any costs and damages  incurred by the Trust in connection  with
any  violation of any  predatory or abusive  lending  laws with  respect to a Mortgage  Loan,  and (e) any
unreimbursed  costs and expenses of the Trustee,  the Custodian and the Securities  Administrator  payable
pursuant to Section 9.05;

                  (ii)     the later of the  making  of the final  payment  or other  liquidation,  or any
advance with respect  thereto,  of the last Mortgage Loan,  remaining in the Trust Fund or the disposition
of all property acquired with respect to any Mortgage Loan; provided,  however,  that in the event that an
advance has been made,  but not yet  recovered,  at the time of such  termination,  the Person having made
such  advance  shall be entitled to receive,  notwithstanding  such  termination,  any  payments  received
subsequent thereto with respect to which such advance was made; or

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

         (b)      In no event,  however,  shall the Trust created hereby continue beyond the expiration of
21  years  from  the  death of the last  survivor  of the  descendants  of  Joseph  P.  Kennedy,  the late
Ambassador of the United States to the Court of St. James's, living on the date of this Agreement.

         (c)      (i)      The right of EMC or its  designee  to  repurchase  Group I  Mortgage  Loans and
related assets  described in Section  10.01(a)(i)  above shall be exercisable only if the aggregate Stated
Principal  Balance of the Mortgage  Loans at the time of any such  repurchase  is less than 20% of the sum
of the Cut-off Date Balance.

                  (ii)     The right of EMC or its  designee to  repurchase  Group II  Mortgage  Loans and
related assets  described in Section  10.01(a)(i)  above shall be exercisable only if the aggregate Stated
Principal  Balance of the Mortgage  Loans at the time of any such  repurchase  is less than 10% of the sum
of the Cut-off Date Balance.

                  (iii)    The right of EMC or its designee to  repurchase  Group III  Mortgage  Loans and
related  assets  described  in  Section  10.01(a)(i)  above  shall be  exercisable  only if the sum of the
Stated  Principal  Balance of the Mortgage  Loans in Loan Group III at the time of any such  repurchase is
less than 10% of the sum of the Cut-off Date Balance.

                  (iv)     The right of EMC or its  designee  to  repurchase  all the  assets of the Trust
Fund described in Section  10.01(a)(i)  above shall also be  exercisable  if the Depositor,  based upon an
Opinion  of  Counsel  addressed  to the  Depositor,  the  Trustee  and the  Securities  Administrator  has
determined  that the REMIC  status of any 2006-4  REMIC has been lost or that a  substantial  risk  exists
that such REMIC status will be lost for the then-current taxable year.

                  (v)      At any time  thereafter,  in the case of (i) and (ii) or (iii)  above,  EMC may
elect to terminate any 2006-4 REMIC at any time,  and upon such  election,  the Depositor or its designee,
shall purchase in accordance with Section 10.01(a)(i) above all the assets of the Trust Fund.

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

         (e)      If the  option of EMC to  repurchase  or cause the  repurchase  of all Group I  Mortgage
Loans,  the Group II Mortgage Loans or the Group III Mortgage  Loans and the related  assets  described in
Section  10.01(c)  above  is  exercised,   EMC  and/or  its  designee  shall  deliver  to  the  Securities
Administrator  for  deposit in the  Distribution  Account,  by the  Business  Day prior to the  applicable
Distribution  Date,  an  amount  equal to the  Termination  Purchase  Price of the  Mortgage  Loans  being
repurchased on such  Distribution  Date. Upon  presentation  and surrender of the related  Certificates by
the related  Certificateholders,  the Securities Administrator shall distribute to such Certificateholders
from amounts then on deposit in the  Distribution  Account an amount  determined as follows:  with respect
to each such  Certificate  (other than the Class II-X  Certificates,  the  Residual  Certificates  and the
Class XP Certificates),  the outstanding  Certificate  Principal  Balance,  plus with respect to each such
Certificate  (other than the Residual  Certificates and the Class XP  Certificates),  one month's interest
thereon at the applicable  Pass-Through  Rate; and with respect to the Class R Certificates  and the Class
XP Certificates,  the percentage interest evidenced thereby multiplied by the difference,  if any, between
the above  described  repurchase  price and the aggregate  amount to be  distributed to the Holders of the
related  Certificates  (other  than the  Residual  Certificates  and the  Class XP  Certificates).  If the
amounts  then on  deposit  in the  Distribution  Account  are  not  sufficient  to pay all of the  related
Certificates  in full (other  than the  Residual  Certificates  and the Class XP  Certificates),  any such
deficiency  will be allocated in the case of a repurchase  of the Group I Mortgage  Loans,  first,  to the
Class  I-B  Certificates,  in  inverse  order of their  numerical  designation,  second,  to the Class I-M
Certificates,  in  inverse  order  of  their  numerical  designation,  and  then  to  the  related  Senior
Certificates,  on a pro rata basis, in the case of a repurchase of the Group II Mortgage Loans,  first, to
the Class II-B  Certificates,  in inverse order of their  numerical  designation,  and then to the related
Senior  Certificates,  on a pro rata basis,  and the case of a repurchase of the Group III Mortgage Loans,
first, to the Class III-B Certificates,  in inverse order of their numerical designation,  and then to the
related  Senior  Certificates,  on a pro rata basis.  Upon  deposit of the required  repurchase  price and
following  such  final  Distribution  Date for the  related  Certificates,  the  Trustee  shall  cause the
Custodian to promptly  release to EMC and/or its designee the Mortgage Files for the remaining  applicable
Mortgage  Loans,  and the  Accounts  with  respect  thereto  shall  terminate,  subject to the  Securities
Administrator's  obligation  to hold  any  amounts  payable  to the  related  Certificateholders  in trust
without interest  pending final  distributions  pursuant to Section  10.01(g).  After final  distributions
pursuant to Section  10.01(g) to all  Certificateholders,  any other  amounts  remaining  in the  Accounts
will belong to the Depositor.

         (f)      In the event that this  Agreement is terminated by reason of the payment or  liquidation
of all Mortgage  Loans or the  disposition  of all property  acquired  with respect to all Mortgage  Loans
under  Section  10.01(a)(ii) above,   upon  the  presentation  and  surrender  of  the  Certificates,  the
Securities  Administrator shall distribute to the remaining  Certificateholders,  in accordance with their
respective  interests,  all distributable  amounts remaining in the Distribution  Account.  Following such
final  Distribution  Date, the Trustee shall release (or shall instruct the Custodian,  on its behalf,  to
release)  promptly to the Depositor or its designee the Mortgage Files for the remaining  Mortgage  Loans,
and the Distribution  Account shall  terminate,  subject to the Securities  Administrator's  obligation to
hold any amounts payable to the  Certificateholders  in trust without interest pending final distributions
pursuant to this Section  10.01(f).

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

         (h)      EMC, if it is not the Master Servicer, or its designee,  as applicable,  shall be deemed
to  represent  that one of the  following  will be true and  correct:  (i) the  exercise  of the  optional
termination  right set forth in Section  10.01  shall not result in a  non-exempt  prohibited  transaction
under ERISA or Section 4975 of the Code or (ii) EMC or such designee,  as  applicable,  is (A) not a party
in  interest  with  respect  to any Plan  and (B) is not a  "benefit  plan  investor"  (other  than a plan
sponsored or maintained by EMC or the designee,  as the case may be,  provided that no assets of such plan
are  invested or deemed to be invested in the  Certificates).  If the holder of the  optional  termination
right is unable to exercise  such option by reason of the  preceding  sentence,  then the Master  Servicer
may exercise such option.

         Section 10.02.    Additional  Termination  Requirements.  (a) If the option of the  Depositor  to
repurchase all the Mortgage Loans under Section  10.01(a)(i)  above is exercised,  the Trust Fund and each
2006-4 REMIC shall be terminated in accordance  with the  following  additional  requirements,  unless the
Trustee  has been  furnished  with an Opinion of Counsel  addressed  to the Trustee to the effect that the
failure of the Trust to comply  with the  requirements  of this  Section  10.02 will not (i) result in the
imposition  of taxes on  "prohibited  transactions"  as defined in Section 860F of the Code on each 2006-4
REMIC or (ii) cause any 2006-4  REMIC to fail to  qualify as a 2006-4  REMIC at any time that any  Regular
Certificates are outstanding:

                  (i)      within 90 days prior to the final  Distribution  Date, at the written direction
of Depositor, the Securities  Administrator,  as agent for the respective Tax Matters Persons, shall adopt
a plan  of  complete  liquidation  of  each  2006-4  REMIC  in the  case of a  termination  under  Section
10.01(a)(i).  Such plan, which shall be provided to the Securities  Administrator by the Depositor,  shall
meet the  requirements  of a "qualified  liquidation"  under Section 860F of the Code and any  regulations
thereunder.

                  (ii)     the Depositor shall notify the Trustee and the Securities  Administrator at the
commencement  of such  90-day  liquidation  period  and,  at or prior to the time of  making  of the final
payment on the Certificates,  the Securities  Administrator  shall sell or otherwise dispose of all of the
remaining assets of the Trust Fund in accordance with the terms hereof; and

                  (iii)    at or after the time of adoption of such a plan of complete  liquidation of any
2006-4 REMIC and at or prior to the final Distribution Date, the Securities  Administrator  shall sell for
cash all of the  assets of the Trust to or at the  direction  of the  Depositor,  and each  2006-4  REMIC,
shall terminate at such time.

         (b)      By their acceptance of the Residual  Certificates,  the Holders thereof hereby (i) agree
to adopt such a plan of complete  liquidation of the related 2006-4 REMIC upon the written  request of the
Depositor,  and to take  such  action  in  connection  therewith  as may be  reasonably  requested  by the
Depositor and (ii) appoint the Depositor as their attorney-in-fact,  with full power of substitution,  for
purposes of adopting such a plan of complete  liquidation.  The Securities  Administrator on behalf of the
Trustee shall adopt such plan of liquidation by filing the  appropriate  statement on the final tax return
of each 2006-4 REMIC.  Upon complete  liquidation or final  distribution of all of the assets of the Trust
Fund, the Trust Fund and each 2006-4 REMIC shall terminate.


                                                ARTICLE XI

                                         Miscellaneous Provisions

         Section 11.01.    Intent of Parties.  The parties  intend that each 2006-4 REMIC shall be treated
as a REMIC for federal income tax purposes and that the  provisions of this Agreement  should be construed
in furtherance  of this intent.  Notwithstanding  any other express or implied  agreement to the contrary,
the Sponsor,  the Master  Servicer,  the  Securities  Administrator,  the  Depositor,  the  Trustee,  each
recipient  of the  related  Prospectus  Supplement  and,  by its  acceptance  thereof,  each  holder  of a
Certificate,  agrees  and  acknowledges  that each party  hereto  has  agreed  that each of them and their
employees,  representatives  and other agents may disclose,  immediately upon commencement of discussions,
to any and all persons the tax  treatment  and tax structure of the  Certificates  and the 2006-4  REMICs,
the  transactions  described  herein  and all  materials  of any kind  (including  opinions  and other tax
analyses)  that are provided to any of them relating to such tax treatment and tax structure  except where
confidentiality   is  reasonably   necessary  to  comply  with  the  securities  laws  of  any  applicable
jurisdiction.  For purposes of this  paragraph,  the terms "tax  treatment" and "tax  structure"  have the
meanings set forth in Treasury Regulation Sections 1.6011-4(c), 301.6111-2(c) and 301.6112-1(d).

         Section 11.02.    Amendment.  (a)  This  Agreement  may be  amended  from  time  to  time  by the
Company,  the Depositor,  the Master  Servicer,  the  Securities  Administrator  and the Trustee,  without
notice to or the consent of any of the  Certificateholders,  to (i) cure any  ambiguity,  (ii)  correct or
supplement any provisions herein that may be defective or inconsistent  with any other provisions  herein,
(iii) conform any provisions  herein to the provisions in the Prospectus,  (iv) comply with any changes in
the Code,  (v) to revise or correct  any  provisions  to reflect  the  obligations  of the parties to this
Agreement as they relate to  Regulation  AB or (vi) make any other  provisions  with respect to matters or
questions  arising  under this  Agreement  which shall not be  inconsistent  with the  provisions  of this
Agreement;  provided,  however, that with respect to clauses (iv) and (vi) of this Section 11.02(a),  such
action shall not, as evidenced by an Opinion of Independent Counsel,  addressed to the Trustee,  adversely
affect  in  any  material  respect  the  interests  of  any  Certificateholder.  Notwithstanding  anything
contained in Section 3.23,  this Agreement  shall not be amended  without the agreement of all the parties
hereto.

         (b)      This  Agreement  may  also be  amended  from  time to time by the  Company,  the  Master
Servicer,  the Depositor,  the Securities  Administrator and the Trustee,  with the consent of the Holders
of  Certificates  evidencing  Fractional  Undivided  Interests  aggregating not less than 51% of the Trust
Fund or of the applicable  Class or Classes,  if such amendment  affects only such Class or  Classes,  for
the purpose of adding any  provisions to or changing in any manner or  eliminating  any of the  provisions
of this Agreement or of modifying in any manner the rights of the Certificateholders;  provided,  however,
that no such  amendment  shall  (i) reduce  in any manner the amount of, or delay the timing of,  payments
received on Mortgage  Loans which are required to be distributed  on any  Certificate  without the consent
of the Holder of such  Certificate,  (ii) reduce the aforesaid  percentage of Certificates  the Holders of
which  are  required  to  consent  to any such  amendment,  without  the  consent  of the  Holders  of all
Certificates then  outstanding,  or (iii) cause any 2006-4 REMIC to fail to qualify as a REMIC for federal
income tax  purposes,  as evidenced by an Opinion of  Independent  Counsel  addressed to the Trustee which
shall  be  provided  to the  Trustee  other  than at the  Trustee's  expense.  Notwithstanding  any  other
provision  of this  Agreement,  for  purposes of the giving or  withholding  of consents  pursuant to this
Section 11.02(b),  Certificates  registered in the name of or held for the benefit of the  Depositor,  the
Securities  Administrator,  the Master Servicer, or the Trustee or any Affiliate thereof shall be entitled
to vote their Fractional Undivided Interests with respect to matters affecting such Certificates.

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

         (d)      In the case of an amendment  under  Section  11.02(b)  above,  it shall not be necessary
for the  Certificateholders  to approve the  particular  form of such an  amendment.  Rather,  it shall be
sufficient  if the  Certificateholders  approve the  substance of the  amendment.  The manner of obtaining
such consents and of evidencing the  authorization of the execution  thereof by  Certificateholders  shall
be subject to such reasonable regulations as the Securities Administrator may prescribe.

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

         Section 11.03.    Recordation  of  Agreement.  To the extent  permitted by  applicable  law, this
Agreement is subject to recordation  in all  appropriate  public offices for real property  records in all
the  counties  or other  comparable  jurisdictions  in which any or all of the  Mortgaged  Properties  are
situated,  and in any other appropriate  public recording office or elsewhere.  The Depositor shall effect
such  recordation,  at the  expense of the Trust upon the request in writing of a  Certificateholder,  but
only if  such  direction  is  accompanied  by an  Opinion  of  Counsel  (provided  at the  expense  of the
Certificateholder  requesting  recordation)  to the effect  that such  recordation  would  materially  and
beneficially affect the interests of the Certificateholders or is required by law.

         Section 11.04.    Limitation  on Rights of  Certificateholders.  (a) The death or  incapacity  of
any   Certificateholder   shall  not   terminate   this   Agreement   or  the  Trust,   nor  entitle  such
Certificateholder's  legal  representatives  or  heirs to claim an  accounting  or to take any  action  or
proceeding  in any court for a  partition  or winding up of the Trust,  nor  otherwise  affect the rights,
obligations and liabilities of the parties hereto or any of them.

         (b)      Except as expressly  provided in this Agreement,  no  Certificateholders  shall have any
right to vote or in any manner  otherwise  control  the  operation  and  management  of the Trust,  or the
obligations of the parties  hereto,  nor shall anything herein set forth, or contained in the terms of the
Certificates,  be  construed so as to establish  the  Certificateholders  from time to time as partners or
members of an  association;  nor shall any  Certificateholders  be under any liability to any third Person
by reason of any action taken by the parties to this Agreement pursuant to any provision hereof.

         (c)      No  Certificateholder  shall have any right by virtue of any provision of this Agreement
to  institute  any suit,  action or  proceeding  in equity or at law upon,  under or with  respect to this
Agreement  against the Depositor,  the Securities  Administrator,  the Master Servicer or any successor to
any such  parties  unless  (i) such  Certificateholder  previously  shall  have  given  to the  Securities
Administrator  a  written  notice of a  continuing  default,  as  herein  provided,  (ii) the  Holders  of
Certificates  evidencing  Fractional  Undivided Interests  aggregating not less than 51% of the Trust Fund
shall have made written  request upon the Trustee to institute such action,  suit or proceeding in its own
name as Trustee  hereunder  and shall have  offered to the Trustee  such  reasonable  indemnity  as it may
require  against the costs and expenses and liabilities to be incurred  therein or thereby,  and (iii) the
Trustee,  for 60 days  after its  receipt  of such  notice,  request  and offer of  indemnity,  shall have
neglected or refused to institute any such action, suit or proceeding.

         (d)      No one or more  Certificateholders  shall have any right by virtue of any  provision  of
this  Agreement  to  affect  the  rights of any  other  Certificateholders  or to obtain or seek to obtain
priority  or  preference  over any other  such  Certificateholder,  or to  enforce  any right  under  this
Agreement,  except in the manner  herein  provided  and for the equal,  ratable and common  benefit of all
Certificateholders.  For the protection and  enforcement  of the  provisions of this  Section 11.04,  each
and every  Certificateholder  and the Trustee  shall be entitled to such relief as can be given  either at
law or in equity.

         Section 11.05.    Acts  of   Certificateholders.   (a)  Any   request,   demand,   authorization,
direction,  notice,  consent,  waiver or other action  provided by this  Agreement to be given or taken by
Certificateholders  may be embodied in and evidenced by one or more instruments of  substantially  similar
tenor signed by such  Certificateholders  in person or by an agent duly  appointed  in writing.  Except as
herein  otherwise  expressly  provided,  such  action  shall  become  effective  when such  instrument  or
instruments  are delivered to the Securities  Administrator  and, where it is expressly  required,  to the
Depositor.  Proof of execution of any such  instrument or of a writing  appointing any such agent shall be
sufficient for any purpose of this Agreement and conclusive in favor of the Securities  Administrator  and
the Depositor, if made in the manner provided in this Section 11.05.

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

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

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

         (e)      In  determining  whether  the  Holders  of  the  requisite  percentage  of  Certificates
evidencing  Fractional  Undivided  Interests  have given any request,  demand,  authorization,  direction,
notice,  consent or waiver hereunder,  Certificates  owned by the Trustee,  the Securities  Administrator,
the Depositor,  the Master  Servicer or any Affiliate  thereof shall be  disregarded,  except as otherwise
provided in  Section 11.02(b)  and except that, in  determining  whether the Trustee shall be protected in
relying  upon any such  request,  demand,  authorization,  direction,  notice,  consent  or  waiver,  only
Certificates  which a  Responsible  Officer  of the  Trustee  actually  knows to be so  owned  shall be so
disregarded.  Certificates  which  have  been  pledged  in  good  faith  to the  Trustee,  the  Securities
Administrator,  the  Depositor,  the  Master  Servicer  or  any  Affiliate  thereof  may  be  regarded  as
outstanding  if the pledgor  establishes  to the  satisfaction  of the Trustee the pledgor's  right to act
with  respect  to such  Certificates  and  that  the  pledgor  is not an  Affiliate  of the  Trustee,  the
Securities Administrator, the Depositor, or the Master Servicer, as the case may be.

         Section 11.06.    Governing  Law.  THIS  AGREEMENT  AND THE  CERTIFICATES  SHALL BE  CONSTRUED IN
ACCORDANCE  WITH THE LAWS OF THE STATE OF NEW YORK WITHOUT  REFERENCE TO ITS CONFLICT OF LAWS RULES (OTHER
THAN SECTION 5-1401 OF THE GENERAL  OBLIGATIONS  LAW, WHICH THE PARTIES HERETO  EXPRESSLY RELY UPON IN THE
CHOICE OF SUCH LAW AS THE  GOVERNING  LAW  HEREUNDER)  AND THE  OBLIGATIONS,  RIGHTS AND  REMEDIES  OF THE
PARTIES HEREUNDER SHALL BE DETERMINED IN ACCORDANCE WITH SUCH LAWS.

         Section 11.07.    Notices.  All demands and  notices  hereunder  shall be in writing and shall be
deemed given when  delivered at (including  delivery by facsimile)  or mailed by registered  mail,  return
receipt  requested,  postage  prepaid,  or by  recognized  overnight  courier,  to (i) in  the case of the
Depositor,  Structured Asset Mortgage  Investments II Inc., 383 Madison Avenue,  New York, New York 10179,
Attention:   Chief   Counsel,   and  with   respect  to  Reg  AB   notifications   to  the   Depositor  at
regabnotifications@bear.com;  (ii) in the case of the Trustee,  at its  Corporate  Trust  Office,  or such
other address as may hereafter be furnished to the other parties  hereto in writing;  (iii) in the case of
the  Company,  383  Madison  Avenue,  New  York,  New York  10179,  Attention:  Vice  President-Servicing,
telecopier  number:  (212)  272-5591,  or to such other address as may hereafter be furnished to the other
parties  hereto in writing;  (iv) in the case of the Master  Servicer or Securities  Administrator,  Wells
Fargo Bank,  National  Association,  P.O. Box 98,  Columbia  Maryland  21046 (or, in the case of overnight
deliveries,  9062 Old Annapolis Road,  Columbia,  Maryland 21045)  (Attention:  Corporate Trust Services –
BSALTA  2006-4),  facsimile  no.: (410)  715-2380,  or such other address as may hereafter be furnished to
the  other  parties  hereto in  writing;  or (v) in the case of the  Rating  Agencies,  Moody's  Investors
Service,  Inc.,  99 Church  Street,  New York,  New York 10007 and  Standard & Poor's,  a division  of The
McGraw-Hill  Companies,  Inc.,  55 Water Street,  New York,  New York 10041.  Any notice  delivered to the
Depositor,  the Master  Servicer,  the Securities  Administrator or the Trustee under this Agreement shall
be effective  only upon  receipt.  Any notice  required or permitted to be mailed to a  Certificateholder,
unless otherwise provided herein,  shall be given by first-class mail, postage prepaid,  at the address of
such  Certificateholder  as shown in the  Certificate  Register.  Any  notice  so mailed  within  the time
prescribed in this Agreement shall be conclusively  presumed to have been duly given when mailed,  whether
or not the Certificateholder receives such notice.

         Section 11.08.    Severability  of Provisions.  If any one or more of the covenants,  agreements,
provisions  or  terms of this  Agreement  shall be for any  reason  whatsoever  held  invalid,  then  such
covenants,  agreements,  provisions  or terms  shall be  deemed  severed  from  the  remaining  covenants,
agreements,  provisions  or  terms  of  this  Agreement  and  shall  in no  way  affect  the  validity  or
enforceability  of the other  provisions  of this  Agreement or of the  Certificates  or the rights of the
holders thereof.

         Section 11.09.    Successors  and Assigns.  The  provisions  of this  Agreement  shall be binding
upon and inure to the benefit of the respective successors and assigns of the parties hereto.

         Section 11.10.    Article and  Section Headings.  The article and section headings herein are for
convenience of reference only, and shall not limit or otherwise affect the meaning hereof.

         Section 11.11.    Counterparts.  This Agreement may be executed in two or more  counterparts each
of which when so executed and delivered  shall be an original but all of which together  shall  constitute
one and the same instrument.

         Section 11.12.    Notice to Rating  Agencies.  The article and  section  headings  herein are for
convenience  of  reference  only,  and shall not  limited or  otherwise  affect the  meaning  hereof.  The
Securities  Administrator  shall promptly provide notice to each Rating Agency with respect to each of the
following of which a Responsible Officer of the Securities Administrator has actual knowledge:

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

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

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

         4.                The repurchase or substitution of any Mortgage Loans;

         5.                The final payment to Certificateholders; and

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

         Section 11.13.    Effectiveness  of Amended and Restated  Pooling and  Servicing  Agreement.  The
parties  hereto agree that the  provisions of this Amended and Restated  Pooling and  Servicing  Agreement
are hereby effective as of the Closing Date.



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

                                                             STRUCTURED ASSET MORTGAGE INVESTMENTS II INC., as
                                                             Depositor
                                                             By: __/s/ Baron Silerstein________
                                                             Name: Baron Silverstein
                                                             Title:  Senior Managing Director


                                                             CITIBANK, N.A., as Trustee
                                                             By: __/s/ John Hannon_____________
                                                             Name:  John Hannon
                                                             Title:  Vice President


                                                             WELLS FARGO BANK, NATIONAL ASSOCIATION, as Master
                                                             Servicer
                                                             By: __/s/ Stacey Taylor___________
                                                             Name:  Stacey Taylor
                                                             Title:  Vice President


                                                             WELLS FARGO BANK, NATIONAL ASSOCIATION, as
                                                             Securities Administrator
                                                             By: __/s/ Stacey Taylor___________
                                                             Name:  Stacey Taylor
                                                             Title:  Vice President

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


Accepted and Agreed as to
Sections 2.01, 2.02, 2.03, 2.04 and 9.09(c)
in its capacity as Sponsor

EMC MORTGAGE CORPORATION
By:  ___/s/ Debbie Pratt___________________
Name:  Debbie Pratt
Title:  Senior Vice President



STATE OF NEW YORK                             )
                                              ) ss.:
COUNTY OF NEW YORK                            )

         On the [__] day of October 2006, before me, a notary public in and for said State, personally
appeared Baron Silverstein, known to me to be a Vice President of Structured Asset Mortgage Investments
II Inc., the limited liability company that executed the within instrument, and also known to me to be
the person who executed it on behalf of said limited liability company, and acknowledged to me that such
limited liability company executed the within instrument.

         IN WITNESS WHEREOF, I have hereunto set my hand and affixed my official seal the day and year
in this certificate first above written.

                                                              ____/s/ Michelle Sterling________________
                                                              Notary Public

[Notarial Seal]



STATE OF NEW YORK                             )
                                              ) ss.:
COUNTY OF NEW YORK                            )

         On the [__] day of October 2006, before me, a notary public in and for said State, personally
appeared John Hannon, known to me to be a Vice President of Citibank, N.A., the entity that executed the
within instrument, and also known to me to be the person who executed it on behalf of said entity, and
acknowledged to me that such entity executed the within instrument.

         IN WITNESS WHEREOF, I have hereunto set my hand and affixed my official seal the day and year
in this certificate first above written.

                                                              ____/s/ Zamirah El-Amin____________________
                                                              Notary Public

[Notarial Seal]



STATE OF MARYLAND                     )
                                      ) ss.:
CITY OF BALTIMORE                     )

         On the [__] day of October 2006, before me, a notary public in and for said State, personally
appeared Stacey M. Taylor, known to me to be a Vice President of Wells Fargo Bank, National Association,
the entity that executed the within instrument, and also known to me to be the person who executed it on
behalf of said entity, and acknowledged to me that such entity executed the within instrument.

         IN WITNESS WHEREOF, I have hereunto set my hand and affixed my official seal the day and year
in this certificate first above written.


                                                              ____/s/ Jennifer Richardson_______________
                                                              Notary Public

[Notarial Seal]



STATE OF MARYLAND                     )
                                      ) ss.:
CITY OF BALTIMORE                     )

         On the [__] day of October 2006, before me, a notary public in and for said State, personally
appeared Stacey M. Taylor, known to me to be a Vice President of Wells Fargo Bank, National Association,
the entity that executed the within instrument, and also known to me to be the person who executed it on
behalf of said entity, and acknowledged to me that such entity executed the within instrument.

         IN WITNESS WHEREOF, I have hereunto set my hand and affixed my official seal the day and year
in this certificate first above written.

                                                              _____/s/ Jennifer Richardson______________

                                                              Notary Public

[Notarial Seal]



STATE OF TEXAS                        )
                                      ) ss.:
COUNTY OF DALLAS                      )

         On the [__] day of October 2006, before me, a notary public in and for said State, personally
appeared Debbie Pratt, known to me to be Executive Vice President of EMC Mortgage Corporation, the
corporation that executed the within instrument, and also known to me to be the person who executed it
on behalf of said corporation, and acknowledged to me that such corporation executed the within
instrument.

         IN WITNESS WHEREOF, I have hereunto set my hand and affixed my official seal the day and year
in this certificate first above written.

                                                              ______/s/ Alfie D. Kearney_________________
                                                              Notary Public

[Notarial Seal]



STATE OF TEXAS                        )
                                      ) ss.:
COUNTY OF DALLAS                      )
         On the [__] day of October 2006, before me, a notary public in and for said State, personally
appeared Sue Stepanek, known to me to be Executive Vice President of EMC Mortgage Corporation, the
corporation that executed the within instrument, and also known to me to be the person who executed it
on behalf of said corporation, and acknowledged to me that such corporation executed the within
instrument.

         IN WITNESS WHEREOF, I have hereunto set my hand and affixed my official seal the day and year
in this certificate first above written.

                                                              ______/s/ Alfie D. Kearney_________________
                                                              Notary Public

[Notarial Seal]





                                                                                                         APPENDIX 1


                               Calculation of REMIC I Y Principal Reduction Amounts

         For any Distribution Date the amounts by which the Uncertificated Principal Balances of REMIC I Regular
Interests Y-1, Y-2 and Y-3, respectively, will be reduced on such distribution date by the allocation of Realized
Losses and the distribution of principal, determined as follows:

First, for each of Sub-Loan Group II-1, Sub-Loan Group II-2 and Sub-Loan Group II-3, determine the weighted
average of the Net Rates of the Mortgage Loans in that Sub-Loan Group for distributions of interest that will be
made on the next succeeding Distribution Date (the "Group Interest Rate").  The Class Y Principal Reduction
Amounts will be determined pursuant to the "Generic Solution for the Class Y Principal Reduction Amounts" set
forth below (the "Generic Solution") by making identifications among the actual Sub-Loan Groups and their related
Class Y and Class Z Regular Interests and weighted average net rates and the Groups named in the Generic Solution
and their related Class Y and Class Z Regular Interests as follows:

A.  Determine which Sub-Loan Group has the lowest Group Interest Rate.  That Sub-Loan Group will be identified
with Group AA and the Class Y Regular Interest and Class Z Regular Interest related to that Sub-Loan Group will
be respectively identified with the Class YAA and Class ZAA Certificates.  The Group Interest Rate for that
Sub-Loan Group will be identified with J%.  If two or more Sub-Loan Groups have the lowest Group Interest Rate
pick one for this purpose, subject to the restriction that each Sub-Loan Group may be picked only once in the
course of any such selections pursuant to paragraphs A through C of this definition.

B. Determine which Sub-Loan Group has the second lowest Group Interest Rate.  That Sub-Loan Group will be
identified with Group BB and the Class Y Regular Interest and Class Z Regular Interest related to that Sub-Loan
Group will be respectively identified with the Class BB and Class ZBB Certificates.  The Group Interest Rate for
that Sub-Loan Group will be identified with K%.  If two or more Sub-Loan Groups have the second lowest Group
Interest Rate pick one for this purpose, subject to the restriction that each Sub-Loan Group may be picked only
once in the course of any such selections pursuant to paragraphs A through C of this definition.

C.  Determine which Sub-Loan Group has the third lowest Group Interest Rate.  That Sub-Loan Group will be
identified with Group CC and the Class Y Regular Interest and Class Z Regular Interest related to that Sub-Loan
Group will be respectively identified with the Class YCC and Class ZCC Certificates.  The Group Interest Rate for
that Sub-Loan Group will be identified with L%.  If two or more Sub-Loan Groups have the third lowest Group
Interest Rate pick one for this purpose, subject to the restriction that each Sub-Loan Group may be picked only
once in the course of any such selections pursuant to paragraphs A through C or this definition.

Generic Solution for Class Y Principal Reduction Amounts:
For purposes of the succeeding formulas the following symbols shall have the meanings set forth below:

PJB =    the Group AA Subordinate Percentage after the allocation of Realized Losses and distributions of
         principal on such Distribution Date.

PLB =    the Group CC Subordinate Percentage after the allocation of Realized Losses and distributions of
         principal on such Distribution Date.

PKB =    the Group BB Subordinate Percentage after the allocation of Realized Losses and distributions of
         principal on such Distribution Date.

R =  the Class CB Certificate Interest Rate = (J%PJB + L%PLB + K%PKB)/(PJB + PLB + PKB)

R1 = the weighted average of the Group Interest Rates for Group AA and Group BB
 = (J% (Pj - ΔPj) + K% (Pk - ΔPk))/(Pj - ΔPj + Pk - ΔPk)

R2 = the weighted average of the Group Interest Rates for Group CC and Group BB
 = (L% (Pl - ΔPl) + K% (Pk - ΔPk))/(Pl - ΔPl + Pk - ΔPk)

r1 = the weighted average of the Class YAA and Class YBB Certificate Interest Rates
 = (J% Yj + K% Yk)/(Yj + Yk)

r2 = the weighted average of the Class YCC and Class YBB Certificate Interest Rates
 = (L% Yl + K% Yk)/(Yl + Yk)

Yj =     the Class YAA Uncertificated Principal Balance after distributions on the prior Distribution Date.

Yl =     the Class YCC Uncertificated Principal Balance after distributions on the prior Distribution Date.

Yk =     the Class YBB Uncertificated Principal Balance after distributions on the prior Distribution Date.

ΔYj =       the Class YAA Principal Reduction Amount.

ΔYl =       the Class YCC Principal Reduction Amount.

ΔYk =       the Class YBB Principal Reduction Amount.

Zj =     the Class ZAA Uncertificated Principal Balance after distributions on the prior Distribution Date.

Zl =     the Class ZCC Uncertificated Principal Balance after distributions on the prior Distribution Date.

Zk =     the Class ZBB Uncertificated Principal Balance after distributions on the prior Distribution Date.

ΔZj =       the Class ZAA Principal Reduction Amount.

ΔZl =       the Class ZCC Principal Reduction Amount.

ΔZk =       the Class ZBB Principal Reduction Amount.

Pj =     the aggregate of the Class YAA and Class ZAA Uncertificated Principal Balances after distributions on
         the prior Distribution Date, which is equal to the aggregate principal balance of the Group AA Mortgage
         Loans reduced by the Class R-1 Principal Balance, if applicable.
=        Yj + Zj

Pl =     the aggregate of the Class YCC and Class ZCC Principal Balances after distributions on the prior
         Distribution Date, which is equal to the aggregate principal balance of the Group CC Loans reduced by
         the Class R-1 Principal Balance, if applicable.
    =    Yl + Zl =

Pk =     the aggregate of the Class YBB and Class ZBB Principal Balances after distributions on the prior
         Distribution Date, which is equal to the aggregate principal balance of the Group BB Loans reduced by
         the Class R Certificate Principal Balance, if any.
=        Yk + Zk

ΔPj =       the aggregate principal reduction resulting on such Distribution Date on the Group AA Mortgage
         Loans as a result of principal distributions (exclusive of any distributions made pursuant to clause
         (d)(i) of the definition of the REMIC I Distribution Amount) to be made and Realized Losses to be
         allocated on such Distribution Date, reduced by the portion, if any, of such reduction allocable to
         Component I of the Class R Certificates, which is equal to the aggregate of the Class YAA and Class ZAA
         Principal Reduction Amounts.
=        ΔYj + ΔZj

ΔPl=        the aggregate principal reduction resulting on such Distribution Date on the Group CC Mortgage
         Loans as a result of principal distributions (exclusive of any distributions made pursuant to clause
         (d)(i) of the definition of the REMIC I Distribution Amount) to be made and Realized Losses to be
         allocated on such Distribution Date, reduced by the portion, if any, of such reduction allocable to
         Component I of the Class R Certificates, which is equal to the aggregate of the Class YCC and Class ZCC
         Principal Reduction Amounts.
=        ΔYl + ΔZl

ΔPk =       the aggregate principal reduction resulting on such Distribution Date on the Group BB Mortgage
         Loans as a result of principal distributions (exclusive of any distributions made pursuant to clause
         (d)(i) of the definition of the REMIC I Distribution Amount) to be made and Realized Losses to be
         allocated on such Distribution Date, reduced by the portion, if any, of such reduction allocable to
         Component I of the Class R Certificates, which is equal to the aggregate of the Class YBB and Class ZBB
         Principal Reduction Amounts.
=        ΔYk + ΔZk

α =         .0005

γ1 =        (R – R1)/(L% - R).  If R=>K%, γ1 is a non-negative number unless its denominator is zero,
         in which event it is undefined.

γ2 =        (R – J%)/( R2 - R).  If R<K%, γ2 is a non-negative number.

If γ1 is undefined, ΔYj = Yj, ΔYl = (Yl/Pl)ΔPl, and ΔYk = Yk.

If γ2 is zero, ΔYl = Yl, ΔYj = (Yj/Pj)ΔPj, and ΔYk = Yk.

In the remaining situations, ΔYj, ΔYl and ΔYk shall be defined as follows:

I.  If R=>K% and r1=> R1, make the following additional definitions:

δYk =       ((J% - R1)/(K% - R1))Yj + Yk

δYk is a number between Yk and 0 such that (J%Yj + K%( CityYk.- δYk))/(Yj + Yk.-
         δYk) = R1.

Y4 =     Yj + Yk.- δYk

P4 =     Pj + Pk.

ΔY4 =    ΔYj + ΔYk.- δYk

1. If Yl - α(Pl - ΔPl) => 0, Y4- α(P4 - ΔP4) => 0, and γ1(P4 - ΔP4) < (Pl -
     ΔPl), ΔYl = Yl - αγ1(P4 - ΔP4) and ΔY4 = Y4 - α(P4 - ΔP4).

2. If Yl - α(Pl - ΔPl) => 0, Y4 - α(P4 - ΔP4) => 0, and γ1(P4 - ΔP4) =>
     (Pl - ΔPl), ΔYl = Yl - α(Pl - ΔPl) and
     ΔY4 = Y4 - (α/γ1)(Pl - ΔPl).

3. If Yl - α(Pl - ΔPl) < 0, Y4 - α(P4 - ΔP4) => 0, and Y4 - α(P4 - ΔP4) =>
     Y4 - (Yl/γ1), ΔYl = Yl - αγ1(P4 - ΔP4) and
     ΔY4 = Y4 - α(P4 - ΔP4).

4. If Yl - α(Pl - ΔPl) < 0, Y4 - (Yl/γ1) => 0, and
     Y4 - α(P4 - ΔP4) <= Y4 - (Yl/γ1), ΔYl = 0 and ΔY4 = Y4 - (Yl/γ1).

5. If Y4 - α(P4 - ΔP4) < 0, Y4 - (Yl/γ1) < 0, and
     Yl - α(Pl - ΔPl) <= Yl - (γ1Y4), ΔYl = Yl - (γ1Y4) and ΔY4 = 0.

6. If Y4 - α(P4 - ΔP4) < 0, Yl - α(Pl - ΔPl) => 0, and Yl - α(Pl - ΔPl) =>
     Yl - (γ1Y4), ΔYl = Yl - α(Pl - ΔPl) and
     ΔY4 = Y4 - (α/γ1)(Pl - ΔPl).

ΔYj = [Yj/(Yj + Yk - δYk)]ΔY4

ΔYk = δYk + [(Yk - δYk)/(Yj + Yk - δYk)]ΔY4

The purpose of the foregoing definitional provisions together with the related provisions allocating Realized
Losses and defining the Class Y and Class Z Principal Distribution Amounts is to accomplish the following goals
in the following order of priority:

1. Making the ratio of (Yl - ΔYl ) to (Y4 - ΔY4 ) equal to γ1 after taking account of the allocation
         Realized Losses and the distributions that will be made through the end of the Distribution Date to
         which such provisions relate and assuring that the Principal Reduction Amount for each of the Class YAA,
         Class YCC, Class YBB, Class ZAA Class ZCC and Class ZBB Regular Interests is greater than or equal to
         zero for such Distribution Date;
2. Making the Class YAA Uncertificated Principal Balance less than or equal to 0.0005 of the sum of the Class YAA
         and Class ZAA Uncertificated Principal Balances, the Class YCC Uncertificated Principal Balance less
         than or equal to 0.0005 of the sum of the Class YCC and Class ZCC Uncertificated Principal Balances and
         the Class YBB Uncertificated Principal Balance less than or equal to 0.0005 of the sum of the Class YBB
         and Class ZBB Uncertificated Principal Balances in each case after giving effect to allocations of
         Realized Losses and distributions to be made through the end of the Distribution Date to which such
         provisions relate; and
3. Making the larger of (a) the fraction whose numerator is (Yl - ΔYl ) and whose denominator is the sum of (Yl -
         ΔYl) and (Zl - ΔZl) and (b) the fraction whose numerator is (Y4 - ΔY4) and whose denominator is the sum
         of (Y4 - ΔY4), (Zj - ΔZj) and (Zk - ΔZk) as large as possible while remaining less than or equal to
         0.0005.

In the event of a failure of the foregoing portion of the  definition of Class Y Principal Reduction Amount to
accomplish both of goals 1 and 2 above, the amounts thereof should be adjusted to so as to accomplish such goals
within the requirement that each Class Y Principal Reduction Amount must be less than or equal to the sum of (a)
the principal portion of Realized Losses to be allocated on the related Distribution Date for the related
Sub-Loan Group and (b) the remainder of the REMIC I Available Distribution Amount for the related Sub-Loan Group
or after reduction thereof by the distributions to be made on such Distribution Date (i) to the Class II-X-B1
Certificates, Class II-X-B2 Certificates or Class II-X-B3 Certificates, as applicable, and (ii) in respect of
interest on the related Class Y and Class Z Certificates, or, if both of such goals cannot be accomplished within
such requirement, such adjustment as is necessary shall be made to accomplish goal 1 within such requirement.  In
the event of any conflict among the provisions of the definition of the Class Y Principal Reduction Amounts, such
conflict shall be resolved on the basis of the goals and their priorities set forth above within the requirement
set forth in the preceding sentence.  If the formula allocation of ΔY4 between ΔYj and ΔYk cannot be achieved
because either ΔYj as so defined is greater than ΔPj or ΔYk as so defined is greater than ΔPk, such an allocation
shall be made as close as possible to the formula allocation within the requirement that ΔYj < ΔPj and ΔYk < ΔPk.

II.  If R=>K% and r1<R1, make the following additional definitions:

δYj =       Yj + ((R1 – K%)/(R1 – J%))Yk

δYj is a number between Yj and 0 such that (J%(Yj - δYj)  + K%Yk)/(Yj - δYj + Yk.) = R1.

Y5 =     Yj - δYj + Yk.

P5 =     Pj + Pk.

ΔY5 =    ΔYj - δYj + ΔYk.

1. If Yl - α(Pl - ΔPl) => 0, Y5- α(P5 - ΔP5) => 0, and γ1(P5 - ΔP5) < (Pl -
     ΔPl), ΔYl = Yl - αγ1(P5 - ΔP5) and ΔY5 = Y5 - α(P5 - ΔP5).

2. If Yl - α(Pl - ΔPl) => 0, Y5 - α(P5 - ΔP5) => 0, and γ1(P5 - ΔP5) =>
     (Pl - ΔPl), ΔYl = Yl - α(Pl - ΔPl) and
     ΔY5 = Y5 - (α/γ1)(Pl - ΔPl).

3. If Yl - α(Pl - ΔPl) < 0, Y5 - α(P5 - ΔP5) => 0, and Y5 - α(P5 - ΔP5) =>
     Y5 - (Yl/γ1), ΔYl = Yl - αγ1(P5 - ΔP5) and
     ΔY5 = Y5 - α(P5 - ΔP5).

4. If Yl - α(Pl - ΔPl) < 0, Y5 - (Yl/γ1) => 0, and
     Y5 - α(P5 - ΔP5) <= Y5 - (Yl/γ1), ΔYl = 0 and ΔY5 = Y5 - (Yl/γ1).

5. If Y5 - α(P5 - ΔP5) < 0, Y5 - (Yl/γ1) < 0, and
     Yl - α(Pl - ΔPl) <= Yl - (γ1Y5), ΔYl = Yl - (γ1Y5) and ΔY5 = 0.

6. If Y5 - α(P5 - ΔP5) < 0, Yl - α(Pl - ΔPl) => 0, and Yl - α(Pl - ΔPl) =>
     Yl - (γ1Y5), ΔYl = Yl - α(Pl - ΔPl) and
     ΔY5 = Y5 - (α/γ1)(Pl - ΔPl).

ΔYj = δYj + [(Yj - δYj)/(Yj - δYj + Yk)]ΔY5

ΔYk = [Yk/(Yj - δYj + Yk)]ΔY5

The purpose of the foregoing definitional provisions together with the related provisions allocating Realized
Losses and defining the Class Y and Class Z Principal Distribution Amounts is to accomplish the following goals
in the following order of priority:

1. Making the ratio of (Yl - ΔYl) to (Y5 - ΔY5) equal to γ1 after taking account of the allocation Realized
         Losses and the distributions that will be made through end of the Distribution Date to which such
         provisions relate and assuring that the Principal Reduction Amount for each of the Class YAA, Class YCC,
         Class YBB, Class ZAA Class ZCC and Class ZBB Regular Interests is greater than or equal to zero for such
         Distribution Date;

2. Making the Class YAA Uncertificated Principal Balance less than or equal to 0.0005 of the sum of the Class YAA
         and Class ZAA Uncertificated Principal Balances, the Class YCC Uncertificated Principal Balance less
         than or equal to 0.0005 of the sum of the Class YCC and Class ZCC Uncertificated Principal Balances and
         the Class YBB Uncertificated Principal Balance less than or equal to 0.0005 of the sum of the Class YBB
         and Class ZBB Uncertificated Principal Balances in each case after giving effect to allocations of
         Realized Losses and distributions to be made through the end of the Distribution Date to which such
         provisions relate; and

3. Making the larger of (a) the fraction whose numerator is (Yl - ΔYl) and whose denominator is the sum of (Yl -
         ΔYl) and (Zl - ΔZl) and (b) the fraction whose numerator is (Y5 - ΔY5) and whose denominator is the sum
         of (Y5 - ΔY5), (Zj - ΔZj) and (Zk - ΔZk) as large as possible while remaining less than or equal to
         0.0005.

In the event of a failure of the foregoing portion of the  definition of Class Y Principal Reduction Amount to
accomplish both of goals 1 and 2 above, the amounts thereof should be adjusted to so as to accomplish such goals
within the requirement that each Class Y Principal Reduction Amount must be less than or equal to the sum of (a)
the principal portion of Realized Losses to be allocated on the related Distribution Date for the related
Sub-Loan Group and (b) the remainder of the REMIC I Available Distribution Amount for the related Sub-Loan Group
or after reduction thereof by the distributions to be made on such Distribution Date  (i) to the Class II-X-B1
Certificates, Class II-X-B2 Certificates or Class II-X-B3 Certificates, as applicable, and (ii) in respect of
interest on the related Class Y and Class Z Certificates, or, if both of such goals cannot be accomplished within
such requirement, such adjustment as is necessary shall be made to accomplish goal 1 within such requirement.  In
the event of any conflict among the provisions of the definition of the Class Y Principal Reduction Amounts, such
conflict shall be resolved on the basis of the goals and their priorities set forth above within the requirement
set forth in the preceding sentence.  If the formula allocation of ΔY5 between ΔYj and ΔYk cannot be achieved
because either ΔYj as so defined is greater than ΔPj or ΔYk as so defined is greater than ΔPk, such an
allocation shall be made as close as possible to the formula allocation within the requirement that ΔYj < ΔPj and
ΔYk < ΔPk.


III.  If R<=K% and r2=> R2, make the following additional definitions:

δYl =       ((K% - R2)/(L% - R2))Yk + Yl

δYl is a number between Yl and 0 such that (K%Yk + L%( Yl.- δYl))/(Yk + Yl.- δYl) = R2.


Make the following additional definitions:

Y6 =     Yl - δYl + Yk.

P6 =     Pl + Pk.

ΔY6 =    ΔYl - δYl + ΔYk.

1. If Y6 - α(P6 - ΔP6) => 0, Yj- α(Pj - ΔPj) => 0, and γ2(Pj - ΔPj) < (P6 -
     ΔP6), ΔY6 = Y6 - αγ2(Pj - ΔPj) and ΔYj = Yj - α(Pj - ΔPj).

2. If Y6 - α(P6 - ΔP6) => 0, Yj - α(Pj - ΔPj) => 0, and γ2(Pj - ΔPj) =>
     (P6 - ΔP6), ΔY6 = Y6 - α(P6 - ΔP6) and
     ΔYj = Yj - (α/γ2)(P6 - ΔP6).

3. If Y6 - α(P6 - ΔP6) < 0, Yj - α(Pj - ΔPj) => 0, and Yj - α(Pj - ΔPj) =>
     Yj - (Y6/γ2), ΔY6 = Y6 - αγ2(Pj - ΔPj) and
     ΔYj = Yj - α(Pj - ΔPj).

4. If Y6 - α(P6 - ΔP6) < 0, Yj - (Y6/γ2) => 0, and
     Yj - α(Pj - ΔPj) <= Yj - (Y6/γ2), ΔY6 = 0 and ΔYj = Yj - (Y6/γ2).

5. If Yj - α(Pj - ΔPj) < 0, Yj - (Y6/γ2) < 0, and
     Y6 - α(P6 - ΔP6) <= Y6 - (γ2Yj), ΔY6 = Y6 - (γ2Yj) and ΔYj = 0.

6. If Yj - α(Pj - ΔPj) < 0, Y6 - α(P6 - ΔP6) => 0, and Y6 - α(P6 - ΔP6) =>
     Y6 - (γ2Yj), ΔY6 = Y6 - α(P6 - ΔP6) and
     ΔYj = Yj - (α/γ2)(P6 - ΔP6).

ΔYl = δYl + [(Yl - δYl)/(Yl - δYl + Yk)]ΔY6

ΔYk = [Yk/(Yl - δYl + Yk)]ΔY6


The purpose of the foregoing definitional provisions together with the related provisions allocating Realized
Losses and defining the Class Y and Class Z Principal Distribution Amounts is to accomplish the following goals
in the following order of priority:

     1.  Making the ratio of (Yj - ΔYj) to (Y6 - ΔY6) equal to γ2 after taking account of the allocation
         Realized Losses and the distributions that will be made through end of the Distribution Date to which
         such provisions relate and assuring that the Principal Reduction Amount for each of the Class YAA, Class
         YCC, Class YBB, Class ZAA Class ZCC and Class ZBB Regular Interests is greater than or equal to zero for
         such Distribution Date;
2. Making the Class YAA Uncertificated Principal Balance less than or equal to 0.0005 of the sum of the Class YAA
         and Class ZAA Uncertificated Principal Balances, the Class YCC Uncertificated Principal Balance less
         than or equal to 0.0005 of the sum of the Class YCC and Class ZCC Uncertificated Principal Balances and
         the Class YBB Uncertificated Principal Balance less than or equal to 0.0005 of the sum of the Class YBB
         and Class ZBB Uncertificated Principal Balances in each case after giving effect to allocations of
         Realized Losses and distributions to be made through the end of the Distribution Date to which such
         provisions relate; and
3. Making the larger of (a) the fraction whose numerator is (Yj - ΔYj) and whose denominator is the sum of (Yj -
         ΔYj) and (Zh - ΔZj) and (b) the fraction whose numerator is (Y6 - ΔY6) and whose denominator
         is the sum of (Y6 - ΔY6), (Zl - ΔZl) and (Zk - ΔZk) as large as possible while remaining less than or
         equal to 0.0005.

In the event of a failure of the foregoing portion of the  definition of Class Y Principal Reduction Amount to
accomplish both of goals 1 and 2 above, the amounts thereof should be adjusted to so as to accomplish such goals
within the requirement that each Class Y Principal Reduction Amount must be less than or equal to the sum of (a)
the principal portion of Realized Losses to be allocated on the related Distribution Date for the related
Sub-Loan Group and (b) the remainder of the REMIC I Available Distribution Amount for the related Sub-Loan Group
or after reduction thereof by the distributions to be made on such Distribution Date (i) to the Class II-X-B1
Certificates, Class II-X-B2 Certificates or Class II-X-B3 Certificates, as applicable, and (ii) in respect of
interest on the related Class Y and Class Z Certificates, or, if both of such goals cannot be accomplished within
such requirement, such adjustment as is necessary shall be made to accomplish goal 1 within such requirement.  In
the event of any conflict among the provisions of the definition of the Class Y Principal Reduction Amounts, such
conflict shall be resolved on the basis of the goals and their priorities set forth above within the requirement
set forth in the preceding sentence.  If the formula allocation of ΔY6 between ΔYl and ΔYk cannot be achieved
because either ΔYl as so defined is greater than ΔPl or ΔYk as so defined is greater than ΔPk, such an
allocation shall be made as close as possible to the formula allocation within the requirement that ΔYl < ΔPl and
ΔYk < ΔPk.

IV.  If R<K% and r2<R2, make the following additional definitions:

δYk =       Yk + ((R2 – L%)/(R2 – K%))Yl

δYk is a number between Yk and 0 such that (K%(Yk - δYk) + L%Yl)/(Yk - δYk + Yl.) = R2.

Y7 =     Yk - δYk + Yl.

P7 =     Pk + Pl.

ΔY7 =    ΔYk - δYk + ΔYl.

1. If Y7 - α(P7 - ΔP7) => 0, Yj- α(Pj - ΔPj) => 0, and γ2(Pj - ΔPj) < (P7 -
     ΔP7), ΔY7 = Y7 - αγ2(Pj - ΔPj) and ΔYj = Yj - α(Pj - ΔPj).

2. If Y7 - α(P7 - ΔP7) => 0, Yj - α(Pj - ΔPj) => 0, and γ2(Pj - ΔPj) =>
     (P7 - ΔP7), ΔY7 = Y7 - α(P7 - ΔP7) and
     ΔYj = Yj - (α/γ2)(P7 - ΔP7).

3. If Y7 - α(P7 - ΔP7) < 0, Yj - α(Pj - ΔPj) => 0, and Yj - α(Pj - ΔPj) =>
     Yj - (Y7/γ2), ΔY7 = Y7 - αγ2(Pj - ΔPj) and
     ΔYj = Yj - α(Pj - ΔPj).

4. If Y7 - α(P7 - ΔP7) < 0, Yj - (Y7/γ2) => 0, and
     Yj - α(Pj - ΔPj) <= Yj - (Y7/γ2), ΔY7 = 0 and ΔYj = Yj - (Y7/γ2).

5. If Yj - α(Pj - ΔPj) < 0, Yj - (Y7/γ2) < 0, and
     Y7 - α(P7 - ΔP7) <= Y7 - (γ2Yj), ΔY7 = Y7 - (γ2Yj) and ΔYj = 0.

6. If Yj - α(Pj - ΔPj) < 0, Y7 - α(P7 - ΔP7) => 0, and Y7 - α(P7 - ΔP7) =>
     Y7 - (γ2Yj), ΔY7 = Y7 - α(P7 - ΔP7) and
     ΔYj = Yj - (α/γ2)(P7 - ΔP7).

ΔYl = [(Yl/(Yl + Yk - δYk)]ΔY7

ΔYk = δYk + [(Yk  - δYk)/(Yl + Yk - δYk)]ΔY7


The purpose of the foregoing definitional provisions together with the related provisions allocating Realized
Losses and defining the Class Y and Class Z Principal Distribution Amounts is to accomplish the following goals
in the following order of priority:

     1.  Making the ratio of (Yj - ΔYj) to (Y7 - ΔY7) equal to γ2 after taking account of the allocation
         Realized Losses and the distributions that will be made through end of the Distribution Date to which
         such provisions relate and assuring that the Principal Reduction Amount for each of the Class YAA, Class
         YCC, Class YBB, Class ZAA Class ZCC and Class ZBB Regular Interests is greater than or equal to zero for
         such Distribution Date;
     2.  Making the Class YAA Uncertificated Principal Balance less than or equal to 0.0005 of the sum of the
         Class YAA and Class ZAA Uncertificated Principal Balances, the Class YCC Uncertificated Principal
         Balance less than or equal to 0.0005 of the sum of the Class YCC and Class ZCC Uncertificated Principal
         Balances and the Class YBB Uncertificated Principal Balance less than or equal to 0.0005 of the sum of
         the Class YBB and Class ZBB Uncertificated Principal Balances in each case after giving effect to
         allocations of Realized Losses and distributions to be made through the end of the Distribution Date to
         which such provisions relate; and
     3.  Making the larger of (a) the fraction whose numerator is (Yj - ΔYj) and whose denominator is the sum of
         (Yj - ΔYj) and (Zj - ΔZj) and (b) the fraction whose numerator is (Y7 - ΔY7) and whose denominator is
         the sum of (Y7 - ΔY7), (Zl - ΔZl) and (Zk - ΔZk) as large as possible while remaining less than or equal
         to 0.0005.

In the event of a failure of the foregoing portion of the  definition of Class Y Principal Reduction Amount to
accomplish both of goals 1 and 2 above, the amounts thereof should be adjusted to so as to accomplish such goals
within the requirement that each Class Y Principal Reduction Amount must be less than or equal to the sum of (a)
the principal portion of Realized Losses to be allocated on the related Distribution Date for the related
Sub-Loan Group and (b) the remainder of the REMIC I Available Distribution Amount for the related Sub-Loan Group
or after reduction thereof by the distributions to be made on such Distribution Date (i) to the Class II-X-B1
Certificates, Class II-X-B2 Certificates or Class II-X-B3 Certificates, as applicable, and (iii) in respect of
interest on the related Class Y and Class Z Certificates, or, if both of such goals cannot be accomplished within
such requirement, such adjustment as is necessary shall be made to accomplish goal 1 within such requirement.  In
the event of any conflict among the provisions of the definition of the Class Y Principal Reduction Amounts, such
conflict shall be resolved on the basis of the goals and their priorities set forth above within the requirement
set forth in the preceding sentence.  If the formula allocation of ΔY7 between ΔYl and ΔYk cannot be achieved
because either ΔYl as so defined is greater than ΔPl or ΔYk as so defined is greater than ΔPk,
such an allocation shall be made as close as possible to the formula allocation within the requirement that ΔYl <
ΔPl and ΔYk< ΔPk.


Initial Balance Calculation Method:

[The principal balances for the Class YAA, Class YBB and Class YCC Regular Interests as of the Cut-Off Date
should be calculated as follows:  First, calculate the Cut-Off Date values for Pj, Pk and Pl.  Then calculate the
Cut-Off Date value of R using those balances and the Senior Certificate balances.

If R=>K%, calculate R1 = (J%Pj + K%Pk)/(Pj + Pk) and γ1 =(R - R1)/(L% - R).

If Pl <= γ1(Pj + Pk), the Cut-Off Date principal balance of the Class YC Regular Interest (Yl) equals
0.0005Pl and the Cut-Off Date principal balances of the Class YAA and Class YBB Regular Interests (Yj and Yk)
equal 0.0005 PjPl/[γ1(Pj + Pk)] and 0.0005 PkPl/[γ1(Pj + Pk)] respectively.

If Pl > γ1(Pj + Pk), the Cut-Off Date principal balances of the Class YAA and Class YBB Regular Interests
(Yj and Yk) equal 0.0005 Pj and 0.0005 Pk respectively and the Cut-Off Date principal balance of the Class YCC
Regular Interest (Yl) equals 0.0005γ1(Pj + Pk).

If R<K%, calculate R2 = (L%Pl + K%Pk)/(Pl + Pk) and γ2 =(R – J%)/( R2 - R).

If Pl + Pk <= γ2Pj, the Cut-Off Date principal balances of the Class YCC and Class YBB Regular Interests
(Yl and Yk) equal 0.0005Pl and 0.0005Pk, respectively, and the Cut-Off Date principal balance of the Class YAA
Regular Interest (Yj) equals 0.0005 (Pl + Pk)/γ2.

If Pl + Pk> γ2Pj, the Cut-Off Date principal balance of the Class YAA Regular Interest (Yj) equal 0.0005 Pj
and the Cut-Off Date principal balances of the Class YCC and Class YBB Regular Interests (Yl and Yk) equal
0.0005γ2PjPl/(Pl +Pk) and 0.0005γ2PjPk/(Pl +Pk), respectively.]



NOTES:

1. Classes YAA and ZAA are related to the Group AA Mortgage Loans.  The sum of the Uncertificated Principal
Balances for the Class YAA and Class ZAA Regular Interests is equal to the aggregate stated principal balance of
the Group AA Mortgage Loans.  Classes YCC and ZCC are related to the Group CC Mortgage Loans.  The sum of the
Uncertificated Principal Balances for the Class YCC and Class ZCC Regular Interests is equal to the aggregate
stated principal balance of the Group CC Mortgage Loans.  Classes YBB and ZBB are related to the Group BB
Mortgage Loans.  The sum of the Uncertificated Principal Balances for the Class YBB and Class ZBB Regular
Interests is equal to the aggregate stated principal balance of the Group BB Mortgage Loans.  The Y and Z classes
will be principal and interest classes bearing interest at the pass-through rate for the related Sub-Loan Group.




                                                                                                         APPENDIX 2


                               Calculation of REMIC II Y Principal Reduction Amounts

         For any Distribution Date the amounts by which the Uncertificated Principal Balances of REMIC II Regular
Interests Y-1, Y-2 and Y-3, respectively, will be reduced on such distribution date by the allocation of Realized
Losses and the distribution of principal, determined as follows:

First, for each of Sub-Loan Group III-1, Sub-Loan Group III-2 and Sub-Loan Group III-3, determine the weighted
average of the Net Rates of the Mortgage Loans in that Sub-Loan Group for distributions of interest that will be
made on the next succeeding Distribution Date (the "Group Interest Rate").  The Class Y Principal Reduction
Amounts will be determined pursuant to the "Generic Solution for the Class Y Principal Reduction Amounts" set
forth below (the "Generic Solution") by making identifications among the actual Sub-Loan Groups and their related
Class Y and Class Z Regular Interests and weighted average net rates and the Groups named in the Generic Solution
and their related Class Y and Class Z Regular Interests as follows:

A.  Determine which Sub-Loan Group has the lowest Group Interest Rate.  That Sub-Loan Group will be identified
with Group AA and the Class Y Regular Interest and Class Z Regular Interest related to that Sub-Loan Group will
be respectively identified with the Class YAA and Class ZAA Certificates.  The Group Interest Rate for that
Sub-Loan Group will be identified with J%.  If two or more Sub-Loan Groups have the lowest Group Interest Rate
pick one for this purpose, subject to the restriction that each Sub-Loan Group may be picked only once in the
course of any such selections pursuant to paragraphs A through C of this definition.

B. Determine which Sub-Loan Group has the second lowest Group Interest Rate.  That Sub-Loan Group will be
identified with Group BB and the Class Y Regular Interest and Class Z Regular Interest related to that Sub-Loan
Group will be respectively identified with the Class BB and Class ZBB Certificates.  The Group Interest Rate for
that Sub-Loan Group will be identified with K%.  If two or more Sub-Loan Groups have the second lowest Group
Interest Rate pick one for this purpose, subject to the restriction that each Sub-Loan Group may be picked only
once in the course of any such selections pursuant to paragraphs A through C of this definition.

C.  Determine which Sub-Loan Group has the third lowest Group Interest Rate.  That Sub-Loan Group will be
identified with Group CC and the Class Y Regular Interest and Class Z Regular Interest related to that Sub-Loan
Group will be respectively identified with the Class YCC and Class ZCC Certificates.  The Group Interest Rate for
that Sub-Loan Group will be identified with L%.  If two or more Sub-Loan Groups have the third lowest Group
Interest Rate pick one for this purpose, subject to the restriction that each Sub-Loan Group may be picked only
once in the course of any such selections pursuant to paragraphs A through C or this definition.

Generic Solution for Class Y Principal Reduction Amounts:
For purposes of the succeeding formulas the following symbols shall have the meanings set forth below:

PJB =    the Group AA Subordinate Percentage after the allocation of Realized Losses and distributions of
         principal on such Distribution Date.

PLB =    the Group CC Subordinate Percentage after the allocation of Realized Losses and distributions of
         principal on such Distribution Date.

PKB =    the Group BB Subordinate Percentage after the allocation of Realized Losses and distributions of
         principal on such Distribution Date.

R =  the Class CB Certificate Interest Rate = (J%PJB + L%PLB + K%PKB)/(PJB + PLB + PKB)

R1 = the weighted average of the Group Interest Rates for Group AA and Group BB
 = (J% (Pj - ΔPj) + K% (Pk - ΔPk))/(Pj - ΔPj + Pk - ΔPk)

R2 = the weighted average of the Group Interest Rates for Group CC and Group BB
 = (L% (Pl - ΔPl) + K% (Pk - ΔPk))/(Pl - ΔPl + Pk - ΔPk)

r1 = the weighted average of the Class YAA and Class YBB Certificate Interest Rates
 = (J% Yj + K% Yk)/(Yj + Yk)

r2 = the weighted average of the Class YCC and Class YBB Certificate Interest Rates
 = (L% Yl + K% Yk)/(Yl + Yk)

Yj =     the Class YAA Uncertificated Principal Balance after distributions on the prior Distribution Date.

Yl =     the Class YCC Uncertificated Principal Balance after distributions on the prior Distribution Date.

Yk =     the Class YBB Uncertificated Principal Balance after distributions on the prior Distribution Date.

ΔYj =       the Class YAA Principal Reduction Amount.

ΔYl =       the Class YCC Principal Reduction Amount.

ΔYk =       the Class YBB Principal Reduction Amount.

Zj =     the Class ZAA Uncertificated Principal Balance after distributions on the prior Distribution Date.

Zl =     the Class ZCC Uncertificated Principal Balance after distributions on the prior Distribution Date.

Zk =     the Class ZBB Uncertificated Principal Balance after distributions on the prior Distribution Date.

ΔZj =       the Class ZAA Principal Reduction Amount.

ΔZl =       the Class ZCC Principal Reduction Amount.

ΔZk =       the Class ZBB Principal Reduction Amount.

Pj =     the aggregate of the Class YAA and Class ZAA Uncertificated Principal Balances after distributions on
         the prior Distribution Date, which is equal to the aggregate principal balance of the Group AA Mortgage
         Loans reduced by the Class R-1 Principal Balance, if applicable.
=        Yj + Zj

Pl =     the aggregate of the Class YCC and Class ZCC Principal Balances after distributions on the prior
         Distribution Date, which is equal to the aggregate principal balance of the Group CC Loans reduced by
         the Class R-1 Principal Balance, if applicable.
    =    Yl + Zl =

Pk =     the aggregate of the Class YBB and Class ZBB Principal Balances after distributions on the prior
         Distribution Date, which is equal to the aggregate principal balance of the Group BB Loans reduced by
         the Class R Certificate Principal Balance, if any.
=        Yk + Zk

ΔPj =       the aggregate principal reduction resulting on such Distribution Date on the Group AA Mortgage
         Loans as a result of principal distributions (exclusive of any distributions made pursuant to clause
         (d)(i) of the definition of the REMIC I Distribution Amount) to be made and Realized Losses to be
         allocated on such Distribution Date, reduced by the portion, if any, of such reduction allocable to
         Component I of the Class R Certificates, which is equal to the aggregate of the Class YAA and Class ZAA
         Principal Reduction Amounts.
=        ΔYj + ΔZj

ΔPl=        the aggregate principal reduction resulting on such Distribution Date on the Group CC Mortgage
         Loans as a result of principal distributions (exclusive of any distributions made pursuant to clause
         (d)(i) of the definition of the REMIC I Distribution Amount) to be made and Realized Losses to be
         allocated on such Distribution Date, reduced by the portion, if any, of such reduction allocable to
         Component I of the Class R Certificates, which is equal to the aggregate of the Class YCC and Class ZCC
         Principal Reduction Amounts.
=        ΔYl + ΔZl

ΔPk =       the aggregate principal reduction resulting on such Distribution Date on the Group BB Mortgage
         Loans as a result of principal distributions (exclusive of any distributions made pursuant to clause
         (d)(i) of the definition of the REMIC I Distribution Amount) to be made and Realized Losses to be
         allocated on such Distribution Date, reduced by the portion, if any, of such reduction allocable to
         Component I of the Class R Certificates, which is equal to the aggregate of the Class YBB and Class ZBB
         Principal Reduction Amounts.
=        ΔYk + ΔZk

α =         .0005

γ1 =        (R – R1)/(L% - R).  If R=>K%, γ1 is a non-negative number unless its denominator is zero,
         in which event it is undefined.

γ2 =        (R – J%)/( R2 - R).  If R<K%, γ2 is a non-negative number.

If γ1 is undefined, ΔYj = Yj, ΔYl = (Yl/Pl)ΔPl, and ΔYk = Yk.

If γ2 is zero, ΔYl = Yl, ΔYj = (Yj/Pj)ΔPj, and ΔYk = Yk.

In the remaining situations, ΔYj, ΔYl and ΔYk shall be defined as follows:

I.  If R=>K% and r1=> R1, make the following additional definitions:

δYk =       ((J% - R1)/(K% - R1))Yj + Yk

δYk is a number between Yk and 0 such that (J%Yj + K%( CityYk.- δYk))/(Yj + Yk.-
         δYk) = R1.

Y4 =     Yj + Yk.- δYk

P4 =     Pj + Pk.

ΔY4 =    ΔYj + ΔYk.- δYk

7. If Yl - α(Pl - ΔPl) => 0, Y4- α(P4 - ΔP4) => 0, and γ1(P4 - ΔP4) < (Pl -
     ΔPl), ΔYl = Yl - αγ1(P4 - ΔP4) and ΔY4 = Y4 - α(P4 - ΔP4).

8. If Yl - α(Pl - ΔPl) => 0, Y4 - α(P4 - ΔP4) => 0, and γ1(P4 - ΔP4) =>
     (Pl - ΔPl), ΔYl = Yl - α(Pl - ΔPl) and
     ΔY4 = Y4 - (α/γ1)(Pl - ΔPl).

9. If Yl - α(Pl - ΔPl) < 0, Y4 - α(P4 - ΔP4) => 0, and Y4 - α(P4 - ΔP4) =>
     Y4 - (Yl/γ1), ΔYl = Yl - αγ1(P4 - ΔP4) and
     ΔY4 = Y4 - α(P4 - ΔP4).

10. If Yl - α(Pl - ΔPl) < 0, Y4 - (Yl/γ1) => 0, and
     Y4 - α(P4 - ΔP4) <= Y4 - (Yl/γ1), ΔYl = 0 and ΔY4 = Y4 - (Yl/γ1).

11. If Y4 - α(P4 - ΔP4) < 0, Y4 - (Yl/γ1) < 0, and
     Yl - α(Pl - ΔPl) <= Yl - (γ1Y4), ΔYl = Yl - (γ1Y4) and ΔY4 = 0.

12. If Y4 - α(P4 - ΔP4) < 0, Yl - α(Pl - ΔPl) => 0, and Yl - α(Pl - ΔPl) =>
     Yl - (γ1Y4), ΔYl = Yl - α(Pl - ΔPl) and
     ΔY4 = Y4 - (α/γ1)(Pl - ΔPl).

ΔYj = [Yj/(Yj + Yk - δYk)]ΔY4

ΔYk = δYk + [(Yk - δYk)/(Yj + Yk - δYk)]ΔY4

The purpose of the foregoing definitional provisions together with the related provisions allocating Realized
Losses and defining the Class Y and Class Z Principal Distribution Amounts is to accomplish the following goals
in the following order of priority:

4. Making the ratio of (Yl - ΔYl ) to (Y4 - ΔY4 ) equal to γ1 after taking account of the allocation
         Realized Losses and the distributions that will be made through the end of the Distribution Date to
         which such provisions relate and assuring that the Principal Reduction Amount for each of the Class YAA,
         Class YCC, Class YBB, Class ZAA Class ZCC and Class ZBB Regular Interests is greater than or equal to
         zero for such Distribution Date;
5. Making the Class YAA Uncertificated Principal Balance less than or equal to 0.0005 of the sum of the Class YAA
         and Class ZAA Uncertificated Principal Balances, the Class YCC Uncertificated Principal Balance less
         than or equal to 0.0005 of the sum of the Class YCC and Class ZCC Uncertificated Principal Balances and
         the Class YBB Uncertificated Principal Balance less than or equal to 0.0005 of the sum of the Class YBB
         and Class ZBB Uncertificated Principal Balances in each case after giving effect to allocations of
         Realized Losses and distributions to be made through the end of the Distribution Date to which such
         provisions relate; and
6. Making the larger of (a) the fraction whose numerator is (Yl - ΔYl ) and whose denominator is the sum of (Yl -
         ΔYl) and (Zl - ΔZl) and (b) the fraction whose numerator is (Y4 - ΔY4) and whose denominator is the sum
         of (Y4 - ΔY4), (Zj - ΔZj) and (Zk - ΔZk) as large as possible while remaining less than or equal to
         0.0005.

In the event of a failure of the foregoing portion of the  definition of Class Y Principal Reduction Amount to
accomplish both of goals 1 and 2 above, the amounts thereof should be adjusted to so as to accomplish such goals
within the requirement that each Class Y Principal Reduction Amount must be less than or equal to the sum of (a)
the principal portion of Realized Losses to be allocated on the related Distribution Date for the related
Sub-Loan Group and (b) the remainder of the REMIC I Available Distribution Amount for the related Sub-Loan Group
or after reduction thereof by the distributions to be made on such Distribution Date (i) to the Class II-X-B1
Certificates, Class II-X-B2 Certificates or Class II-X-B3 Certificates, as applicable, and (ii) in respect of
interest on the related Class Y and Class Z Certificates, or, if both of such goals cannot be accomplished within
such requirement, such adjustment as is necessary shall be made to accomplish goal 1 within such requirement.  In
the event of any conflict among the provisions of the definition of the Class Y Principal Reduction Amounts, such
conflict shall be resolved on the basis of the goals and their priorities set forth above within the requirement
set forth in the preceding sentence.  If the formula allocation of ΔY4 between ΔYj and ΔYk cannot be achieved
because either ΔYj as so defined is greater than ΔPj or ΔYk as so defined is greater than ΔPk, such an allocation
shall be made as close as possible to the formula allocation within the requirement that ΔYj < ΔPj and ΔYk < ΔPk.

II.  If R=>K% and r1<R1, make the following additional definitions:

δYj =       Yj + ((R1 – K%)/(R1 – J%))Yk

δYj is a number between Yj and 0 such that (J%(Yj - δYj)  + K%Yk)/(Yj - δYj + Yk.) = R1.

Y5 =     Yj - δYj + Yk.

P5 =     Pj + Pk.

ΔY5 =    ΔYj - δYj + ΔYk.

7. If Yl - α(Pl - ΔPl) => 0, Y5- α(P5 - ΔP5) => 0, and γ1(P5 - ΔP5) < (Pl -
     ΔPl), ΔYl = Yl - αγ1(P5 - ΔP5) and ΔY5 = Y5 - α(P5 - ΔP5).

8. If Yl - α(Pl - ΔPl) => 0, Y5 - α(P5 - ΔP5) => 0, and γ1(P5 - ΔP5) =>
     (Pl - ΔPl), ΔYl = Yl - α(Pl - ΔPl) and
     ΔY5 = Y5 - (α/γ1)(Pl - ΔPl).

9. If Yl - α(Pl - ΔPl) < 0, Y5 - α(P5 - ΔP5) => 0, and Y5 - α(P5 - ΔP5) =>
     Y5 - (Yl/γ1), ΔYl = Yl - αγ1(P5 - ΔP5) and
     ΔY5 = Y5 - α(P5 - ΔP5).

10. If Yl - α(Pl - ΔPl) < 0, Y5 - (Yl/γ1) => 0, and
     Y5 - α(P5 - ΔP5) <= Y5 - (Yl/γ1), ΔYl = 0 and ΔY5 = Y5 - (Yl/γ1).

11. If Y5 - α(P5 - ΔP5) < 0, Y5 - (Yl/γ1) < 0, and
     Yl - α(Pl - ΔPl) <= Yl - (γ1Y5), ΔYl = Yl - (γ1Y5) and ΔY5 = 0.
12. If Y5 - α(P5 - ΔP5) < 0, Yl - α(Pl - ΔPl) => 0, and Yl - α(Pl - ΔPl) =>

     Yl - (γ1Y5), ΔYl = Yl - α(Pl - ΔPl) and
     ΔY5 = Y5 - (α/γ1)(Pl - ΔPl).

ΔYj = δYj + [(Yj - δYj)/(Yj - δYj + Yk)]ΔY5

ΔYk = [Yk/(Yj - δYj + Yk)]ΔY5

The purpose of the foregoing definitional provisions together with the related provisions allocating Realized
Losses and defining the Class Y and Class Z Principal Distribution Amounts is to accomplish the following goals
in the following order of priority:

4. Making the ratio of (Yl - ΔYl) to (Y5 - ΔY5) equal to γ1 after taking account of the allocation Realized
         Losses and the distributions that will be made through end of the Distribution Date to which such
         provisions relate and assuring that the Principal Reduction Amount for each of the Class YAA, Class YCC,
         Class YBB, Class ZAA Class ZCC and Class ZBB Regular Interests is greater than or equal to zero for such
         Distribution Date;
5. Making the Class YAA Uncertificated Principal Balance less than or equal to 0.0005 of the sum of the Class YAA
         and Class ZAA Uncertificated Principal Balances, the Class YCC Uncertificated Principal Balance less
         than or equal to 0.0005 of the sum of the Class YCC and Class ZCC Uncertificated Principal Balances and
         the Class YBB Uncertificated Principal Balance less than or equal to 0.0005 of the sum of the Class YBB
         and Class ZBB Uncertificated Principal Balances in each case after giving effect to allocations of
         Realized Losses and distributions to be made through the end of the Distribution Date to which such
         provisions relate; and
6. Making the larger of (a) the fraction whose numerator is (Yl - ΔYl) and whose denominator is the sum of (Yl -
         ΔYl) and (Zl - ΔZl) and (b) the fraction whose numerator is (Y5 - ΔY5) and whose denominator is the sum
         of (Y5 - ΔY5), (Zj - ΔZj) and (Zk - ΔZk) as large as possible while remaining less than or equal to
         0.0005.

In the event of a failure of the foregoing portion of the  definition of Class Y Principal Reduction Amount to
accomplish both of goals 1 and 2 above, the amounts thereof should be adjusted to so as to accomplish such goals
within the requirement that each Class Y Principal Reduction Amount must be less than or equal to the sum of (a)
the principal portion of Realized Losses to be allocated on the related Distribution Date for the related
Sub-Loan Group and (b) the remainder of the REMIC I Available Distribution Amount for the related Sub-Loan Group
or after reduction thereof by the distributions to be made on such Distribution Date  (i) to the Class II-X-B1
Certificates, Class II-X-B2 Certificates or Class II-X-B3 Certificates, as applicable, and (ii) in respect of
interest on the related Class Y and Class Z Certificates, or, if both of such goals cannot be accomplished within
such requirement, such adjustment as is necessary shall be made to accomplish goal 1 within such requirement.  In
the event of any conflict among the provisions of the definition of the Class Y Principal Reduction Amounts, such
conflict shall be resolved on the basis of the goals and their priorities set forth above within the requirement
set forth in the preceding sentence.  If the formula allocation of ΔY5 between ΔYj and ΔYk cannot be achieved
because either ΔYj as so defined is greater than ΔPj or ΔYk as so defined is greater than ΔPk, such an
allocation shall be made as close as possible to the formula allocation within the requirement that ΔYj < ΔPj and
ΔYk < ΔPk.


III.  If R<=K% and r2=> R2, make the following additional definitions:

δYl =       ((K% - R2)/(L% - R2))Yk + Yl

δYl is a number between Yl and 0 such that (K%Yk + L%( Yl.- δYl))/(Yk + Yl.- δYl) = R2.


Make the following additional definitions:

Y6 =     Yl - δYl + Yk.

P6 =     Pl + Pk.

ΔY6 =    ΔYl - δYl + ΔYk.

4. If Y6 - α(P6 - ΔP6) => 0, Yj- α(Pj - ΔPj) => 0, and γ2(Pj - ΔPj) < (P6 -
     ΔP6), ΔY6 = Y6 - αγ2(Pj - ΔPj) and ΔYj = Yj - α(Pj - ΔPj).
5. If Y6 - α(P6 - ΔP6) => 0, Yj - α(Pj - ΔPj) => 0, and γ2(Pj - ΔPj) =>
     (P6 - ΔP6), ΔY6 = Y6 - α(P6 - ΔP6) and
     ΔYj = Yj - (α/γ2)(P6 - ΔP6).
6. If Y6 - α(P6 - ΔP6) < 0, Yj - α(Pj - ΔPj) => 0, and Yj - α(Pj - ΔPj) =>
     Yj - (Y6/γ2), ΔY6 = Y6 - αγ2(Pj - ΔPj) and
     ΔYj = Yj - α(Pj - ΔPj).
7. If Y6 - α(P6 - ΔP6) < 0, Yj - (Y6/γ2) => 0, and
     Yj - α(Pj - ΔPj) <= Yj - (Y6/γ2), ΔY6 = 0 and ΔYj = Yj - (Y6/γ2).
8. If Yj - α(Pj - ΔPj) < 0, Yj - (Y6/γ2) < 0, and
     Y6 - α(P6 - ΔP6) <= Y6 - (γ2Yj), ΔY6 = Y6 - (γ2Yj) and ΔYj = 0.
9. If Yj - α(Pj - ΔPj) < 0, Y6 - α(P6 - ΔP6) => 0, and Y6 - α(P6 - ΔP6) =>
     Y6 - (γ2Yj), ΔY6 = Y6 - α(P6 - ΔP6) and
     ΔYj = Yj - (α/γ2)(P6 - ΔP6).

ΔYl = δYl + [(Yl - δYl)/(Yl - δYl + Yk)]ΔY6

ΔYk = [Yk/(Yl - δYl + Yk)]ΔY6


The purpose of the foregoing definitional provisions together with the related provisions allocating Realized
Losses and defining the Class Y and Class Z Principal Distribution Amounts is to accomplish the following goals
in the following order of priority:

     1.  Making the ratio of (Yj - ΔYj) to (Y6 - ΔY6) equal to γ2 after taking account of the allocation
         Realized Losses and the distributions that will be made through end of the Distribution Date to which
         such provisions relate and assuring that the Principal Reduction Amount for each of the Class YAA, Class
         YCC, Class YBB, Class ZAA Class ZCC and Class ZBB Regular Interests is greater than or equal to zero for
         such Distribution Date;
4. Making the Class YAA Uncertificated Principal Balance less than or equal to 0.0005 of the sum of the Class YAA
         and Class ZAA Uncertificated Principal Balances, the Class YCC Uncertificated Principal Balance less
         than or equal to 0.0005 of the sum of the Class YCC and Class ZCC Uncertificated Principal Balances and
         the Class YBB Uncertificated Principal Balance less than or equal to 0.0005 of the sum of the Class YBB
         and Class ZBB Uncertificated Principal Balances in each case after giving effect to allocations of
         Realized Losses and distributions to be made through the end of the Distribution Date to which such
         provisions relate; and
5. Making the larger of (a) the fraction whose numerator is (Yj - ΔYj) and whose denominator is the sum of (Yj -
         ΔYj) and (Zh - ΔZj) and (b) the fraction whose numerator is (Y6 - ΔY6) and whose denominator
         is the sum of (Y6 - ΔY6), (Zl - ΔZl) and (Zk - ΔZk) as large as possible while remaining less than or
         equal to 0.0005.

In the event of a failure of the foregoing portion of the  definition of Class Y Principal Reduction Amount to
accomplish both of goals 1 and 2 above, the amounts thereof should be adjusted to so as to accomplish such goals
within the requirement that each Class Y Principal Reduction Amount must be less than or equal to the sum of (a)
the principal portion of Realized Losses to be allocated on the related Distribution Date for the related
Sub-Loan Group and (b) the remainder of the REMIC I Available Distribution Amount for the related Sub-Loan Group
or after reduction thereof by the distributions to be made on such Distribution Date (i) to the Class II-X-B1
Certificates, Class II-X-B2 Certificates or Class II-X-B3 Certificates, as applicable, and (ii) in respect of
interest on the related Class Y and Class Z Certificates, or, if both of such goals cannot be accomplished within
such requirement, such adjustment as is necessary shall be made to accomplish goal 1 within such requirement.  In
the event of any conflict among the provisions of the definition of the Class Y Principal Reduction Amounts, such
conflict shall be resolved on the basis of the goals and their priorities set forth above within the requirement
set forth in the preceding sentence.  If the formula allocation of ΔY6 between ΔYl and ΔYk cannot be achieved
because either ΔYl as so defined is greater than ΔPl or ΔYk as so defined is greater than ΔPk, such an
allocation shall be made as close as possible to the formula allocation within the requirement that ΔYl < ΔPl and
ΔYk < ΔPk.

IV.  If R<K% and r2<R2, make the following additional definitions:

δYk =       Yk + ((R2 – L%)/(R2 – K%))Yl

δYk is a number between Yk and 0 such that (K%(Yk - δYk) + L%Yl)/(Yk - δYk + Yl.) = R2.

Y7 =     Yk - δYk + Yl.

P7 =     Pk + Pl.

ΔY7 =    ΔYk - δYk + ΔYl.

7. If Y7 - α(P7 - ΔP7) => 0, Yj- α(Pj - ΔPj) => 0, and γ2(Pj - ΔPj) < (P7 -
     ΔP7), ΔY7 = Y7 - αγ2(Pj - ΔPj) and ΔYj = Yj - α(Pj - ΔPj).
8. If Y7 - α(P7 - ΔP7) => 0, Yj - α(Pj - ΔPj) => 0, and γ2(Pj - ΔPj) =>
     (P7 - ΔP7), ΔY7 = Y7 - α(P7 - ΔP7) and
     ΔYj = Yj - (α/γ2)(P7 - ΔP7).
9. If Y7 - α(P7 - ΔP7) < 0, Yj - α(Pj - ΔPj) => 0, and Yj - α(Pj - ΔPj) =>
     Yj - (Y7/γ2), ΔY7 = Y7 - αγ2(Pj - ΔPj) and
     ΔYj = Yj - α(Pj - ΔPj).
10. If Y7 - α(P7 - ΔP7) < 0, Yj - (Y7/γ2) => 0, and
     Yj - α(Pj - ΔPj) <= Yj - (Y7/γ2), ΔY7 = 0 and ΔYj = Yj - (Y7/γ2).
11. If Yj - α(Pj - ΔPj) < 0, Yj - (Y7/γ2) < 0, and
     Y7 - α(P7 - ΔP7) <= Y7 - (γ2Yj), ΔY7 = Y7 - (γ2Yj) and ΔYj = 0.
12. If Yj - α(Pj - ΔPj) < 0, Y7 - α(P7 - ΔP7) => 0, and Y7 - α(P7 - ΔP7) =>
     Y7 - (γ2Yj), ΔY7 = Y7 - α(P7 - ΔP7) and
     ΔYj = Yj - (α/γ2)(P7 - ΔP7).

ΔYl = [(Yl/(Yl + Yk - δYk)]ΔY7

ΔYk = δYk + [(Yk  - δYk)/(Yl + Yk - δYk)]ΔY7


The purpose of the foregoing definitional provisions together with the related provisions allocating Realized
Losses and defining the Class Y and Class Z Principal Distribution Amounts is to accomplish the following goals
in the following order of priority:

     1.  Making the ratio of (Yj - ΔYj) to (Y7 - ΔY7) equal to γ2 after taking account of the allocation
         Realized Losses and the distributions that will be made through end of the Distribution Date to which
         such provisions relate and assuring that the Principal Reduction Amount for each of the Class YAA, Class
         YCC, Class YBB, Class ZAA Class ZCC and Class ZBB Regular Interests is greater than or equal to zero for
         such Distribution Date;
     2.  Making the Class YAA Uncertificated Principal Balance less than or equal to 0.0005 of the sum of the
         Class YAA and Class ZAA Uncertificated Principal Balances, the Class YCC Uncertificated Principal
         Balance less than or equal to 0.0005 of the sum of the Class YCC and Class ZCC Uncertificated Principal
         Balances and the Class YBB Uncertificated Principal Balance less than or equal to 0.0005 of the sum of
         the Class YBB and Class ZBB Uncertificated Principal Balances in each case after giving effect to
         allocations of Realized Losses and distributions to be made through the end of the Distribution Date to
         which such provisions relate; and
     3.  Making the larger of (a) the fraction whose numerator is (Yj - ΔYj) and whose denominator is the sum of
         (Yj - ΔYj) and (Zj - ΔZj) and (b) the fraction whose numerator is (Y7 - ΔY7) and whose denominator is
         the sum of (Y7 - ΔY7), (Zl - ΔZl) and (Zk - ΔZk) as large as possible while remaining less than or equal
         to 0.0005.

In the event of a failure of the foregoing portion of the  definition of Class Y Principal Reduction Amount to
accomplish both of goals 1 and 2 above, the amounts thereof should be adjusted to so as to accomplish such goals
within the requirement that each Class Y Principal Reduction Amount must be less than or equal to the sum of (a)
the principal portion of Realized Losses to be allocated on the related Distribution Date for the related
Sub-Loan Group and (b) the remainder of the REMIC I Available Distribution Amount for the related Sub-Loan Group
or after reduction thereof by the distributions to be made on such Distribution Date (i) to the Class II-X-B1
Certificates, Class II-X-B2 Certificates or Class II-X-B3 Certificates, as applicable, and (iii) in respect of
interest on the related Class Y and Class Z Certificates, or, if both of such goals cannot be accomplished within
such requirement, such adjustment as is necessary shall be made to accomplish goal 1 within such requirement.  In
the event of any conflict among the provisions of the definition of the Class Y Principal Reduction Amounts, such
conflict shall be resolved on the basis of the goals and their priorities set forth above within the requirement
set forth in the preceding sentence.  If the formula allocation of ΔY7 between ΔYl and ΔYk cannot be achieved
because either ΔYl as so defined is greater than ΔPl or ΔYk as so defined is greater than ΔPk,
such an allocation shall be made as close as possible to the formula allocation within the requirement that ΔYl <
ΔPl and ΔYk < ΔPk.


Initial Balance Calculation Method:

[The principal balances for the Class YAA, Class YBB and Class YCC Regular Interests as of the Cut-Off Date
should be calculated as follows:  First, calculate the Cut-Off Date values for Pj, Pk and Pl.  Then calculate the
Cut-Off Date value of R using those balances and the Senior Certificate balances.

If R=>K%, calculate R1 = (J%Pj + K%Pk)/(Pj + Pk) and γ1 =(R - R1)/(L% - R).

If Pl <= γ1(Pj + Pk), the Cut-Off Date principal balance of the Class YC Regular Interest (Yl) equals
0.0005Pl and the Cut-Off Date principal balances of the Class YAA and Class YBB Regular Interests (Yj and Yk)
equal 0.0005 PjPl/[γ1(Pj + Pk)] and 0.0005 PkPl/[γ1(Pj + Pk)] respectively.

If Pl > γ1(Pj + Pk), the Cut-Off Date principal balances of the Class YAA and Class YBB Regular Interests
(Yj and Yk) equal 0.0005 Pj and 0.0005 Pk respectively and the Cut-Off Date principal balance of the Class YCC
Regular Interest (Yl) equals 0.0005γ1(Pj + Pk).

If R<K%, calculate R2 = (L%Pl + K%Pk)/(Pl + Pk) and γ2 =(R – J%)/( R2 - R).

If Pl + Pk <= γ2Pj, the Cut-Off Date principal balances of the Class YCC and Class YBB Regular Interests
(Yl and Yk) equal 0.0005Pl and 0.0005Pk, respectively, and the Cut-Off Date principal balance of the Class YAA
Regular Interest (Yj) equals 0.0005 (Pl + Pk)/γ2.

If Pl + Pk> γ2Pj, the Cut-Off Date principal balance of the Class YAA Regular Interest (Yj) equal 0.0005 Pj
and the Cut-Off Date principal balances of the Class YCC and Class YBB Regular Interests (Yl and Yk) equal
0.0005γ2PjPl/(Pl +Pk) and 0.0005γ2PjPk/(Pl +Pk), respectively.]



NOTES:

1. Classes YAA and ZAA are related to the Group AA Mortgage Loans.  The sum of the Uncertificated Principal
Balances for the Class YAA and Class ZAA Regular Interests is equal to the aggregate stated principal balance of
the Group AA Mortgage Loans.  Classes YCC and ZCC are related to the Group CC Mortgage Loans.  The sum of the
Uncertificated Principal Balances for the Class YCC and Class ZCC Regular Interests is equal to the aggregate
stated principal balance of the Group CC Mortgage Loans.  Classes YBB and ZBB are related to the Group BB
Mortgage Loans.  The sum of the Uncertificated Principal Balances for the Class YBB and Class ZBB Regular
Interests is equal to the aggregate stated principal balance of the Group BB Mortgage Loans.  The Y and Z classes
will be principal and interest classes bearing interest at the pass-through rate for the related Sub-Loan Group.



                                                                                                         APPENDIX 3


                             Calculation of REMIC III-A Y Principal Reduction Amounts

         For any Distribution Date the amounts by which the Uncertificated Principal Balances of REMIC III-A
Regular Interests Y-1, Y-2 and Y-3, respectively, will be reduced on such distribution date by the allocation of
Realized Losses and the distribution of principal, determined as follows:

First, for each of Sub-Loan Group I-1, Sub-Loan Group I-2 and Sub-Loan Group I-3, determine the weighted average
of the Net Rates of the Mortgage Loans in that Sub-Loan Group for distributions of interest that will be made on
the next succeeding Distribution Date (the "Group Interest Rate").  The Class Y Principal Reduction Amounts will
be determined pursuant to the "Generic Solution for the Class Y Principal Reduction Amounts" set forth below (the
"Generic Solution") by making identifications among the actual Sub-Loan Groups and their related Class Y and
Class Z Regular Interests and weighted average net rates and the Groups named in the Generic Solution and their
related Class Y and Class Z Regular Interests as follows:

A.  Determine which Sub-Loan Group has the lowest Group Interest Rate.  That Sub-Loan Group will be identified
with Group AA and the Class Y Regular Interest and Class Z Regular Interest related to that Sub-Loan Group will
be respectively identified with the Class YAA and Class ZAA Certificates.  The Group Interest Rate for that
Sub-Loan Group will be identified with J%.  If two or more Sub-Loan Groups have the lowest Group Interest Rate
pick one for this purpose, subject to the restriction that each Sub-Loan Group may be picked only once in the
course of any such selections pursuant to paragraphs A through C of this definition.

B. Determine which Sub-Loan Group has the second lowest Group Interest Rate.  That Sub-Loan Group will be
identified with Group BB and the Class Y Regular Interest and Class Z Regular Interest related to that Sub-Loan
Group will be respectively identified with the Class BB and Class ZBB Certificates.  The Group Interest Rate for
that Sub-Loan Group will be identified with K%.  If two or more Sub-Loan Groups have the second lowest Group
Interest Rate pick one for this purpose, subject to the restriction that each Sub-Loan Group may be picked only
once in the course of any such selections pursuant to paragraphs A through C of this definition.

C.  Determine which Sub-Loan Group has the third lowest Group Interest Rate.  That Sub-Loan Group will be
identified with Group CC and the Class Y Regular Interest and Class Z Regular Interest related to that Sub-Loan
Group will be respectively identified with the Class YCC and Class ZCC Certificates.  The Group Interest Rate for
that Sub-Loan Group will be identified with L%.  If two or more Sub-Loan Groups have the third lowest Group
Interest Rate pick one for this purpose, subject to the restriction that each Sub-Loan Group may be picked only
once in the course of any such selections pursuant to paragraphs A through C or this definition.

Generic Solution for Class Y Principal Reduction Amounts:
For purposes of the succeeding formulas the following symbols shall have the meanings set forth below:

PJB =    the Group AA Subordinate Percentage after the allocation of Realized Losses and distributions of
         principal on such Distribution Date.

PLB =    the Group CC Subordinate Percentage after the allocation of Realized Losses and distributions of
         principal on such Distribution Date.

PKB =    the Group BB Subordinate Percentage after the allocation of Realized Losses and distributions of
         principal on such Distribution Date.

R =  the Class CB Certificate Interest Rate = (J%PJB + L%PLB + K%PKB)/(PJB + PLB + PKB)

R1 = the weighted average of the Group Interest Rates for Group AA and Group BB
 = (J% (Pj - ΔPj) + K% (Pk - ΔPk))/(Pj - ΔPj + Pk - ΔPk)

R2 = the weighted average of the Group Interest Rates for Group CC and Group BB
 = (L% (Pl - ΔPl) + K% (Pk - ΔPk))/(Pl - ΔPl + Pk - ΔPk)

r1 = the weighted average of the Class YAA and Class YBB Certificate Interest Rates
 = (J% Yj + K% Yk)/(Yj + Yk)

r2 = the weighted average of the Class YCC and Class YBB Certificate Interest Rates
 = (L% Yl + K% Yk)/(Yl + Yk)

Yj =     the Class YAA Uncertificated Principal Balance after distributions on the prior Distribution Date.

Yl =     the Class YCC Uncertificated Principal Balance after distributions on the prior Distribution Date.

Yk =     the Class YBB Uncertificated Principal Balance after distributions on the prior Distribution Date.

ΔYj =       the Class YAA Principal Reduction Amount.

ΔYl =       the Class YCC Principal Reduction Amount.

ΔYk =       the Class YBB Principal Reduction Amount.

Zj =     the Class ZAA Uncertificated Principal Balance after distributions on the prior Distribution Date.

Zl =     the Class ZCC Uncertificated Principal Balance after distributions on the prior Distribution Date.

Zk =     the Class ZBB Uncertificated Principal Balance after distributions on the prior Distribution Date.

ΔZj =       the Class ZAA Principal Reduction Amount.

ΔZl =       the Class ZCC Principal Reduction Amount.

ΔZk =       the Class ZBB Principal Reduction Amount.

Pj =     the aggregate of the Class YAA and Class ZAA Uncertificated Principal Balances after distributions on
         the prior Distribution Date, which is equal to the aggregate principal balance of the Group AA Mortgage
         Loans reduced by the Class R-1 Principal Balance, if applicable.
=        Yj + Zj

Pl =     the aggregate of the Class YCC and Class ZCC Principal Balances after distributions on the prior
         Distribution Date, which is equal to the aggregate principal balance of the Group CC Loans reduced by
         the Class R-1 Principal Balance, if applicable.
    =    Yl + Zl =

Pk =     the aggregate of the Class YBB and Class ZBB Principal Balances after distributions on the prior
         Distribution Date, which is equal to the aggregate principal balance of the Group BB Loans reduced by
         the Class R Certificate Principal Balance, if any.
=        Yk + Zk

ΔPj =       the aggregate principal reduction resulting on such Distribution Date on the Group AA Mortgage
         Loans as a result of principal distributions (exclusive of any distributions made pursuant to clause
         (d)(i) of the definition of the REMIC I Distribution Amount) to be made and Realized Losses to be
         allocated on such Distribution Date, reduced by the portion, if any, of such reduction allocable to
         Component I of the Class R Certificates, which is equal to the aggregate of the Class YAA and Class ZAA
         Principal Reduction Amounts.
=        ΔYj + ΔZj

ΔPl=        the aggregate principal reduction resulting on such Distribution Date on the Group CC Mortgage
         Loans as a result of principal distributions (exclusive of any distributions made pursuant to clause
         (d)(i) of the definition of the REMIC I Distribution Amount) to be made and Realized Losses to be
         allocated on such Distribution Date, reduced by the portion, if any, of such reduction allocable to
         Component I of the Class R Certificates, which is equal to the aggregate of the Class YCC and Class ZCC
         Principal Reduction Amounts.
=        ΔYl + ΔZl

ΔPk =       the aggregate principal reduction resulting on such Distribution Date on the Group BB Mortgage
         Loans as a result of principal distributions (exclusive of any distributions made pursuant to clause
         (d)(i) of the definition of the REMIC I Distribution Amount) to be made and Realized Losses to be
         allocated on such Distribution Date, reduced by the portion, if any, of such reduction allocable to
         Component I of the Class R Certificates, which is equal to the aggregate of the Class YBB and Class ZBB
         Principal Reduction Amounts.
=        ΔYk + ΔZk

α =         .0005

γ1 =        (R – R1)/(L% - R).  If R=>K%, γ1 is a non-negative number unless its denominator is zero,
         in which event it is undefined.

γ2 =        (R – J%)/( R2 - R).  If R<K%, γ2 is a non-negative number.

If γ1 is undefined, ΔYj = Yj, ΔYl = (Yl/Pl)ΔPl, and ΔYk = Yk.

If γ2 is zero, ΔYl = Yl, ΔYj = (Yj/Pj)ΔPj, and ΔYk = Yk.

In the remaining situations, ΔYj, ΔYl and ΔYk shall be defined as follows:

I.  If R=>K% and r1=> R1, make the following additional definitions:

δYk =       ((J% - R1)/(K% - R1))Yj + Yk

δYk is a number between Yk and 0 such that (J%Yj + K%( CityYk.- δYk))/(Yj + Yk.-
         δYk) = R1.

Y4 =     Yj + Yk.- δYk

P4 =     Pj + Pk.

ΔY4 =    ΔYj + ΔYk.- δYk

13. If Yl - α(Pl - ΔPl) => 0, Y4- α(P4 - ΔP4) => 0, and γ1(P4 - ΔP4) < (Pl -
     ΔPl), ΔYl = Yl - αγ1(P4 - ΔP4) and ΔY4 = Y4 - α(P4 - ΔP4).
14. If Yl - α(Pl - ΔPl) => 0, Y4 - α(P4 - ΔP4) => 0, and γ1(P4 - ΔP4) =>
     (Pl - ΔPl), ΔYl = Yl - α(Pl - ΔPl) and
     ΔY4 = Y4 - (α/γ1)(Pl - ΔPl).
15. If Yl - α(Pl - ΔPl) < 0, Y4 - α(P4 - ΔP4) => 0, and Y4 - α(P4 - ΔP4) =>
     Y4 - (Yl/γ1), ΔYl = Yl - αγ1(P4 - ΔP4) and
     ΔY4 = Y4 - α(P4 - ΔP4).
16. If Yl - α(Pl - ΔPl) < 0, Y4 - (Yl/γ1) => 0, and
     Y4 - α(P4 - ΔP4) <= Y4 - (Yl/γ1), ΔYl = 0 and ΔY4 = Y4 - (Yl/γ1).
17. If Y4 - α(P4 - ΔP4) < 0, Y4 - (Yl/γ1) < 0, and
     Yl - α(Pl - ΔPl) <= Yl - (γ1Y4), ΔYl = Yl - (γ1Y4) and ΔY4 = 0.
18. If Y4 - α(P4 - ΔP4) < 0, Yl - α(Pl - ΔPl) => 0, and Yl - α(Pl - ΔPl) =>
     Yl - (γ1Y4), ΔYl = Yl - α(Pl - ΔPl) and
     ΔY4 = Y4 - (α/γ1)(Pl - ΔPl).

ΔYj = [Yj/(Yj + Yk - δYk)]ΔY4

ΔYk = δYk + [(Yk - δYk)/(Yj + Yk - δYk)]ΔY4

The purpose of the foregoing definitional provisions together with the related provisions allocating Realized
Losses and defining the Class Y and Class Z Principal Distribution Amounts is to accomplish the following goals
in the following order of priority:

7. Making the ratio of (Yl - ΔYl ) to (Y4 - ΔY4 ) equal to γ1 after taking account of the allocation
         Realized Losses and the distributions that will be made through the end of the Distribution Date to
         which such provisions relate and assuring that the Principal Reduction Amount for each of the Class YAA,
         Class YCC, Class YBB, Class ZAA Class ZCC and Class ZBB Regular Interests is greater than or equal to
         zero for such Distribution Date;
8. Making the Class YAA Uncertificated Principal Balance less than or equal to 0.0005 of the sum of the Class YAA
         and Class ZAA Uncertificated Principal Balances, the Class YCC Uncertificated Principal Balance less
         than or equal to 0.0005 of the sum of the Class YCC and Class ZCC Uncertificated Principal Balances and
         the Class YBB Uncertificated Principal Balance less than or equal to 0.0005 of the sum of the Class YBB
         and Class ZBB Uncertificated Principal Balances in each case after giving effect to allocations of
         Realized Losses and distributions to be made through the end of the Distribution Date to which such
         provisions relate; and
9. Making the larger of (a) the fraction whose numerator is (Yl - ΔYl ) and whose denominator is the sum of (Yl -
         ΔYl) and (Zl - ΔZl) and (b) the fraction whose numerator is (Y4 - ΔY4) and whose denominator is the sum
         of (Y4 - ΔY4), (Zj - ΔZj) and (Zk - ΔZk) as large as possible while remaining less than or equal to
         0.0005.

In the event of a failure of the foregoing portion of the  definition of Class Y Principal Reduction Amount to
accomplish both of goals 1 and 2 above, the amounts thereof should be adjusted to so as to accomplish such goals
within the requirement that each Class Y Principal Reduction Amount must be less than or equal to the sum of (a)
the principal portion of Realized Losses to be allocated on the related Distribution Date for the related
Sub-Loan Group and (b) the remainder of the REMIC I Available Distribution Amount for the related Sub-Loan Group
or after reduction thereof by the distributions to be made on such Distribution Date (i) to the Class II-X-B1
Certificates, Class II-X-B2 Certificates or Class II-X-B3 Certificates, as applicable, and (ii) in respect of
interest on the related Class Y and Class Z Certificates, or, if both of such goals cannot be accomplished within
such requirement, such adjustment as is necessary shall be made to accomplish goal 1 within such requirement.  In
the event of any conflict among the provisions of the definition of the Class Y Principal Reduction Amounts, such
conflict shall be resolved on the basis of the goals and their priorities set forth above within the requirement
set forth in the preceding sentence.  If the formula allocation of ΔY4 between ΔYj and ΔYk cannot be achieved
because either ΔYj as so defined is greater than ΔPj or ΔYk as so defined is greater than ΔPk, such an allocation
shall be made as close as possible to the formula allocation within the requirement that ΔYj < ΔPj and ΔYk << ΔPk.

II.  If R=>K% and r1<R1, make the following additional definitions:

δYj =       Yj + ((R1 – K%)/(R1 – J%))Yk

δYj is a number between Yj and 0 such that (J%(Yj - δYj)  + K%Yk)/(Yj - δYj + Yk.) = R1.

Y5 =     Yj - δYj + Yk.

P5 =     Pj + Pk.

ΔY5 =    ΔYj - δYj + ΔYk.

13. If Yl - α(Pl - ΔPl) => 0, Y5- α(P5 - ΔP5) => 0, and γ1(P5 - ΔP5) < (Pl -
     ΔPl), ΔYl = Yl - αγ1(P5 - ΔP5) and ΔY5 = Y5 - α(P5 - ΔP5).
14. If Yl - α(Pl - ΔPl) => 0, Y5 - α(P5 - ΔP5) => 0, and γ1(P5 - ΔP5) =>
     (Pl - ΔPl), ΔYl = Yl - α(Pl - ΔPl) and
     ΔY5 = Y5 - (α/γ1)(Pl - ΔPl).
15. If Yl - α(Pl - ΔPl) < 0, Y5 - α(P5 - ΔP5) => 0, and Y5 - α(P5 - ΔP5) =>
     Y5 - (Yl/γ1), ΔYl = Yl - αγ1(P5 - ΔP5) and
     ΔY5 = Y5 - α(P5 - ΔP5).
16. If Yl - α(Pl - ΔPl) < 0, Y5 - (Yl/γ1) => 0, and
     Y5 - α(P5 - ΔP5) <= Y5 - (Yl/γ1), ΔYl = 0 and ΔY5 = Y5 - (Yl/γ1).
17. If Y5 - α(P5 - ΔP5) < 0, Y5 - (Yl/γ1) < 0, and
     Yl - α(Pl - ΔPl) <= Yl - (γ1Y5), ΔYl = Yl - (γ1Y5) and ΔY5 = 0.
18. If Y5 - α(P5 - ΔP5) < 0, Yl - α(Pl - ΔPl) => 0, and Yl - α(Pl - ΔPl) =>
     Yl - (γ1Y5), ΔYl = Yl - α(Pl - ΔPl) and
     ΔY5 = Y5 - (α/γ1)(Pl - ΔPl).

ΔYj = δYj + [(Yj - δYj)/(Yj - δYj + Yk)]ΔY5

ΔYk = [Yk/(Yj - δYj + Yk)]ΔY5

The purpose of the foregoing definitional provisions together with the related provisions allocating Realized
Losses and defining the Class Y and Class Z Principal Distribution Amounts is to accomplish the following goals
in the following order of priority:

7. Making the ratio of (Yl - ΔYl) to (Y5 - ΔY5) equal to γ1 after taking account of the allocation Realized
         Losses and the distributions that will be made through end of the Distribution Date to which such
         provisions relate and assuring that the Principal Reduction Amount for each of the Class YAA, Class YCC,
         Class YBB, Class ZAA Class ZCC and Class ZBB Regular Interests is greater than or equal to zero for such
         Distribution Date;
8. Making the Class YAA Uncertificated Principal Balance less than or equal to 0.0005 of the sum of the Class YAA
         and Class ZAA Uncertificated Principal Balances, the Class YCC Uncertificated Principal Balance less
         than or equal to 0.0005 of the sum of the Class YCC and Class ZCC Uncertificated Principal Balances and
         the Class YBB Uncertificated Principal Balance less than or equal to 0.0005 of the sum of the Class YBB
         and Class ZBB Uncertificated Principal Balances in each case after giving effect to allocations of
         Realized Losses and distributions to be made through the end of the Distribution Date to which such
         provisions relate; and
9. Making the larger of (a) the fraction whose numerator is (Yl - ΔYl) and whose denominator is the sum of (Yl -
         ΔYl) and (Zl - ΔZl) and (b) the fraction whose numerator is (Y5 - ΔY5) and whose denominator is the sum
         of (Y5 - ΔY5), (Zj - ΔZj) and (Zk - ΔZk) as large as possible while remaining less than or equal to
         0.0005.

In the event of a failure of the foregoing portion of the  definition of Class Y Principal Reduction Amount to
accomplish both of goals 1 and 2 above, the amounts thereof should be adjusted to so as to accomplish such goals
within the requirement that each Class Y Principal Reduction Amount must be less than or equal to the sum of (a)
the principal portion of Realized Losses to be allocated on the related Distribution Date for the related
Sub-Loan Group and (b) the remainder of the REMIC I Available Distribution Amount for the related Sub-Loan Group
or after reduction thereof by the distributions to be made on such Distribution Date  (i) to the Class II-X-B1
Certificates, Class II-X-B2 Certificates or Class II-X-B3 Certificates, as applicable, and (ii) in respect of
interest on the related Class Y and Class Z Certificates, or, if both of such goals cannot be accomplished within
such requirement, such adjustment as is necessary shall be made to accomplish goal 1 within such requirement.  In
the event of any conflict among the provisions of the definition of the Class Y Principal Reduction Amounts, such
conflict shall be resolved on the basis of the goals and their priorities set forth above within the requirement
set forth in the preceding sentence.  If the formula allocation of ΔY5 between ΔYj and ΔYk cannot be achieved
because either ΔYj as so defined is greater than ΔPj or ΔYk as so defined is greater than ΔPk, such an
allocation shall be made as close as possible to the formula allocation within the requirement that ΔYj < ΔPj and
ΔYk < ΔPk.


III.  If R<=K% and r2=> R2, make the following additional definitions:

δYl =       ((K% - R2)/(L% - R2))Yk + Yl

δYl is a number between Yl and 0 such that (K%Yk + L%( Yl.- δYl))/(Yk + Yl.- δYl) = R2.


Make the following additional definitions:

Y6 =     Yl - δYl + Yk.

P6 =     Pl + Pk.

ΔY6 =    ΔYl - δYl + ΔYk.

7. If Y6 - α(P6 - ΔP6) => 0, Yj- α(Pj - ΔPj) => 0, and γ2(Pj - ΔPj) < (P6 -
     ΔP6), ΔY6 = Y6 - αγ2(Pj - ΔPj) and ΔYj = Yj - α(Pj - ΔPj).
8. If Y6 - α(P6 - ΔP6) => 0, Yj - α(Pj - ΔPj) => 0, and γ2(Pj - ΔPj) =>
     (P6 - ΔP6), ΔY6 = Y6 - α(P6 - ΔP6) and
     ΔYj = Yj - (α/γ2)(P6 - ΔP6).
9. If Y6 - α(P6 - ΔP6) < 0, Yj - α(Pj - ΔPj) => 0, and Yj - α(Pj - ΔPj) =>
     Yj - (Y6/γ2), ΔY6 = Y6 - αγ2(Pj - ΔPj) and
     ΔYj = Yj - α(Pj - ΔPj).
10. If Y6 - α(P6 - ΔP6) < 0, Yj - (Y6/γ2) => 0, and
     Yj - α(Pj - ΔPj) <= Yj - (Y6/γ2), ΔY6 = 0 and ΔYj = Yj - (Y6/γ2).
11. If Yj - α(Pj - ΔPj) < 0, Yj - (Y6/γ2) < 0, and
     Y6 - α(P6 - ΔP6) <= Y6 - (γ2Yj), ΔY6 = Y6 - (γ2Yj) and ΔYj = 0.
12. If Yj - α(Pj - ΔPj) < 0, Y6 - α(P6 - ΔP6) => 0, and Y6 - α(P6 - ΔP6) =>
     Y6 - (γ2Yj), ΔY6 = Y6 - α(P6 - ΔP6) and
     ΔYj = Yj - (α/γ2)(P6 - ΔP6).

ΔYl = δYl + [(Yl - δYl)/(Yl - δYl + Yk)]ΔY6

ΔYk = [Yk/(Yl - δYl + Yk)]ΔY6


The purpose of the foregoing definitional provisions together with the related provisions allocating Realized
Losses and defining the Class Y and Class Z Principal Distribution Amounts is to accomplish the following goals
in the following order of priority:

     1.  Making the ratio of (Yj - ΔYj) to (Y6 - ΔY6) equal to γ2 after taking account of the allocation
         Realized Losses and the distributions that will be made through end of the Distribution Date to which
         such provisions relate and assuring that the Principal Reduction Amount for each of the Class YAA, Class
         YCC, Class YBB, Class ZAA Class ZCC and Class ZBB Regular Interests is greater than or equal to zero for
         such Distribution Date;
6. Making the Class YAA Uncertificated Principal Balance less than or equal to 0.0005 of the sum of the Class YAA
         and Class ZAA Uncertificated Principal Balances, the Class YCC Uncertificated Principal Balance less
         than or equal to 0.0005 of the sum of the Class YCC and Class ZCC Uncertificated Principal Balances and
         the Class YBB Uncertificated Principal Balance less than or equal to 0.0005 of the sum of the Class YBB
         and Class ZBB Uncertificated Principal Balances in each case after giving effect to allocations of
         Realized Losses and distributions to be made through the end of the Distribution Date to which such
         provisions relate; and
7. Making the larger of (a) the fraction whose numerator is (Yj - ΔYj) and whose denominator is the sum of (Yj -
         ΔYj) and (Zh - ΔZj) and (b) the fraction whose numerator is (Y6 - ΔY6) and whose denominator
         is the sum of (Y6 - ΔY6), (Zl - ΔZl) and (Zk - ΔZk) as large as possible while remaining less than or
         equal to 0.0005.

In the event of a failure of the foregoing portion of the  definition of Class Y Principal Reduction Amount to
accomplish both of goals 1 and 2 above, the amounts thereof should be adjusted to so as to accomplish such goals
within the requirement that each Class Y Principal Reduction Amount must be less than or equal to the sum of (a)
the principal portion of Realized Losses to be allocated on the related Distribution Date for the related
Sub-Loan Group and (b) the remainder of the REMIC I Available Distribution Amount for the related Sub-Loan Group
or after reduction thereof by the distributions to be made on such Distribution Date (i) to the Class II-X-B1
Certificates, Class II-X-B2 Certificates or Class II-X-B3 Certificates, as applicable, and (ii) in respect of
interest on the related Class Y and Class Z Certificates, or, if both of such goals cannot be accomplished within
such requirement, such adjustment as is necessary shall be made to accomplish goal 1 within such requirement.  In
the event of any conflict among the provisions of the definition of the Class Y Principal Reduction Amounts, such
conflict shall be resolved on the basis of the goals and their priorities set forth above within the requirement
set forth in the preceding sentence.  If the formula allocation of ΔY6 between ΔYl and ΔYk cannot be achieved
because either ΔYl as so defined is greater than ΔPl or ΔYk as so defined is greater than ΔPk, such an
allocation shall be made as close as possible to the formula allocation within the requirement that ΔYl < ΔPl and
ΔYk < ΔPk.

IV.  If R<K% and r2<R2, make the following additional definitions:

δYk =       Yk + ((R2 – L%)/(R2 – K%))Yl

δYk is a number between Yk and 0 such that (K%(Yk - δYk) + L%Yl)/(Yk - δYk + Yl.) = R2.

Y7 =     Yk - δYk + Yl.

P7 =     Pk + Pl.

ΔY7 =    ΔYk - δYk + ΔYl.

13. If Y7 - α(P7 - ΔP7) => 0, Yj- α(Pj - ΔPj) => 0, and γ2(Pj - ΔPj) < (P7 -
     ΔP7), ΔY7 = Y7 - αγ2(Pj - ΔPj) and ΔYj = Yj - α(Pj - ΔPj).
14. If Y7 - α(P7 - ΔP7) => 0, Yj - α(Pj - ΔPj) => 0, and γ2(Pj - ΔPj) =>
     (P7 - ΔP7), ΔY7 = Y7 - α(P7 - ΔP7) and
     ΔYj = Yj - (α/γ2)(P7 - ΔP7).
15. If Y7 - α(P7 - ΔP7) < 0, Yj - α(Pj - ΔPj) => 0, and Yj - α(Pj - ΔPj) =>
     Yj - (Y7/γ2), ΔY7 = Y7 - αγ2(Pj - ΔPj) and
     ΔYj = Yj - α(Pj - ΔPj).
16. If Y7 - α(P7 - ΔP7) < 0, Yj - (Y7/γ2) => 0, and
     Yj - α(Pj - ΔPj) <= Yj - (Y7/γ2), ΔY7 = 0 and ΔYj = Yj - (Y7/γ2).
17. If Yj - α(Pj - ΔPj) < 0, Yj - (Y7/γ2) < 0, and
     Y7 - α(P7 - ΔP7) <= Y7 - (γ2Yj), ΔY7 = Y7 - (γ2Yj) and ΔYj = 0.
18. If Yj - α(Pj - ΔPj) < 0, Y7 - α(P7 - ΔP7) => 0, and Y7 - α(P7 - ΔP7) =>
     Y7 - (γ2Yj), ΔY7 = Y7 - α(P7 - ΔP7) and
     ΔYj = Yj - (α/γ2)(P7 - ΔP7).

ΔYl = [(Yl/(Yl + Yk - δYk)]ΔY7

ΔYk = δYk + [(Yk  - δYk)/(Yl + Yk - δYk)]ΔY7


The purpose of the foregoing definitional provisions together with the related provisions allocating Realized
Losses and defining the Class Y and Class Z Principal Distribution Amounts is to accomplish the following goals
in the following order of priority:

     1.  Making the ratio of (Yj - ΔYj) to (Y7 - ΔY7) equal to γ2 after taking account of the allocation
         Realized Losses and the distributions that will be made through end of the Distribution Date to which
         such provisions relate and assuring that the Principal Reduction Amount for each of the Class YAA, Class
         YCC, Class YBB, Class ZAA Class ZCC and Class ZBB Regular Interests is greater than or equal to zero for
         such Distribution Date;
     2.  Making the Class YAA Uncertificated Principal Balance less than or equal to 0.0005 of the sum of the
         Class YAA and Class ZAA Uncertificated Principal Balances, the Class YCC Uncertificated Principal
         Balance less than or equal to 0.0005 of the sum of the Class YCC and Class ZCC Uncertificated Principal
         Balances and the Class YBB Uncertificated Principal Balance less than or equal to 0.0005 of the sum of
         the Class YBB and Class ZBB Uncertificated Principal Balances in each case after giving effect to
         allocations of Realized Losses and distributions to be made through the end of the Distribution Date to
         which such provisions relate; and
     3.  Making the larger of (a) the fraction whose numerator is (Yj - ΔYj) and whose denominator is the sum of
         (Yj - ΔYj) and (Zj - ΔZj) and (b) the fraction whose numerator is (Y7 - ΔY7) and whose denominator is
         the sum of (Y7 - ΔY7), (Zl - ΔZl) and (Zk - ΔZk) as large as possible while remaining less than or equal
         to 0.0005.

In the event of a failure of the foregoing portion of the  definition of Class Y Principal Reduction Amount to
accomplish both of goals 1 and 2 above, the amounts thereof should be adjusted to so as to accomplish such goals
within the requirement that each Class Y Principal Reduction Amount must be less than or equal to the sum of (a)
the principal portion of Realized Losses to be allocated on the related Distribution Date for the related
Sub-Loan Group and (b) the remainder of the REMIC I Available Distribution Amount for the related Sub-Loan Group
or after reduction thereof by the distributions to be made on such Distribution Date (i) to the Class II-X-B1
Certificates, Class II-X-B2 Certificates or Class II-X-B3 Certificates, as applicable, and (iii) in respect of
interest on the related Class Y and Class Z Certificates, or, if both of such goals cannot be accomplished within
such requirement, such adjustment as is necessary shall be made to accomplish goal 1 within such requirement.  In
the event of any conflict among the provisions of the definition of the Class Y Principal Reduction Amounts, such
conflict shall be resolved on the basis of the goals and their priorities set forth above within the requirement
set forth in the preceding sentence.  If the formula allocation of ΔY7 between ΔYl and ΔYk cannot be achieved
because either ΔYl as so defined is greater than ΔPl or ΔYk as so defined is greater than ΔPk,
such an allocation shall be made as close as possible to the formula allocation within the requirement that ΔYl <
ΔPl and ΔYk < ΔPk.


Initial Balance Calculation Method:

[The principal balances for the Class YAA, Class YBB and Class YCC Regular Interests as of the Cut-Off Date
should be calculated as follows:  First, calculate the Cut-Off Date values for Pj, Pk and Pl.  Then calculate the
Cut-Off Date value of R using those balances and the Senior Certificate balances.

If R=>K%, calculate R1 = (J%Pj + K%Pk)/(Pj + Pk) and γ1 =(R - R1)/(L% - R).

If Pl <= γ1(Pj + Pk), the Cut-Off Date principal balance of the Class YC Regular Interest (Yl) equals
0.0005Pl and the Cut-Off Date principal balances of the Class YAA and Class YBB Regular Interests (Yj and Yk)
equal 0.0005 PjPl/[γ1(Pj + Pk)] and 0.0005 PkPl/[γ1(Pj + Pk)] respectively.

If Pl > γ1(Pj + Pk), the Cut-Off Date principal balances of the Class YAA and Class YBB Regular Interests
(Yj and Yk) equal 0.0005 Pj and 0.0005 Pk respectively and the Cut-Off Date principal balance of the Class YCC
Regular Interest (Yl) equals 0.0005γ1(Pj + Pk).

If R<K%, calculate R2 = (L%Pl + K%Pk)/(Pl + Pk) and γ2 =(R – J%)/( R2 - R).

If Pl + Pk <= γ2Pj, the Cut-Off Date principal balances of the Class YCC and Class YBB Regular Interests
(Yl and Yk) equal 0.0005Pl and 0.0005Pk, respectively, and the Cut-Off Date principal balance of the Class YAA
Regular Interest (Yj) equals 0.0005 (Pl + Pk)/γ2.

If Pl + Pk> γ2Pj, the Cut-Off Date principal balance of the Class YAA Regular Interest (Yj) equal 0.0005 Pj
and the Cut-Off Date principal balances of the Class YCC and Class YBB Regular Interests (Yl and Yk) equal
0.0005γ2PjPl/(Pl +Pk) and 0.0005γ2PjPk/(Pl +Pk), respectively.]



NOTES:

1. Classes YAA and ZAA are related to the Group AA Mortgage Loans.  The sum of the Uncertificated Principal
Balances for the Class YAA and Class ZAA Regular Interests is equal to the aggregate stated principal balance of
the Group AA Mortgage Loans.  Classes YCC and ZCC are related to the Group CC Mortgage Loans.  The sum of the
Uncertificated Principal Balances for the Class YCC and Class ZCC Regular Interests is equal to the aggregate
stated principal balance of the Group CC Mortgage Loans.  Classes YBB and ZBB are related to the Group BB
Mortgage Loans.  The sum of the Uncertificated Principal Balances for the Class YBB and Class ZBB Regular
Interests is equal to the aggregate stated principal balance of the Group BB Mortgage Loans.  The Y and Z classes
will be principal and interest classes bearing interest at the pass-through rate for the related Sub-Loan Group.




                                                                                                         APPENDIX 4


                                   Definition of REMIC III-B Principal Reduction Amounts

         For any Distribution Date, the amounts by which the Uncertificated Principal Balances of the REMIC III-B
Regular Interests will be reduced on such Distribution Date by the allocation of Realized Losses and the
distribution of principal, determined as follows:

         For purposes of the succeeding formulas the following symbols shall have the meanings set forth below:

         Y1 =the aggregate Uncertificated Principal Balance of REMIC III-B Regular Interests LT1, LT-Y1, LT-Y2
and LT-Y3 after distributions on the prior Distribution Date.

         Y2 =the Uncertificated Principal Balance of REMIC III-B Regular Interest LT2 after distributions on the
prior Distribution Date.

         Y3 =the Uncertificated Principal Balance of REMIC III-B Regular Interest LT3 after distributions on the
prior Distribution Date.

         Y4 =the Uncertificated Principal Balance of REMIC III-B Regular Interest LT4 after distributions on the
prior Distribution Date (note:  Y3 = Y4).

         ΔY1 =the combined REMIC III-B Regular Interests LT1, LT-Y1, LT-Y2 and LT-Y3 Principal Reduction Amount.
Such amount shall be allocated first to REMIC III-B Regular Interests LT-Y1, LT-Y2 and LT-Y3 up to the REMIC
III-A Regular Interest Y-1 Principal Reduction Amount, REMIC III-A Regular Interest Y-2 Principal Reduction Amount
and REMIC III-A Regular Interest Y-3 Principal Reduction Amount, respectively and thereafter the remainder shall
be allocated to REMIC III-B Regular Interest LT1.

         ΔY2 =the REMIC III-B Regular Interest LT2 Principal Reduction Amount.

         ΔY3 =the REMIC III-B Regular Interest LT3 Principal Reduction Amount.

         ΔY4 =the REMIC III-B Regular Interest LT4 Principal Reduction Amount.

         P0 =the aggregate Uncertificated Principal Balance of the REMIC III-B Regular Interests after
distributions and the allocation of Realized Losses on the prior Distribution Date.

         P1 =the aggregate Uncertificated Pincipal Balance of the REMIC III-B Regular Interests after
distributions and the allocation of Realized Losses to be made on such Distribution Date.

         ΔP =P0 - P1 = the aggregate of the REMIC III-B Principal Reduction Amounts, which

               =the aggregate of the principal portions of Realized Losses to be allocated to, and the principal
distributions to be made on, the Group I Certificates on such Distribution Date (including distributions of
accrued and unpaid interest on the Class B-IO Certificates for prior Distribution Dates).

         R0 =the weighted average of the net rates on the Group I mortgage loans (stated as a monthly rate) after
giving effect to amounts distributed and Realized Losses allocated on the prior Distribution Date.

         R1 =weighted average of the net rates on the Group I mortgage loans (stated as a monthly rate) after
giving effect to amounts to be distributed and Realized Losses to be allocated on such Distribution Date.

         α =(Y2 + Y3)/P0.  The initial value of α on the Closing Date for use on the first Distribution Date
shall be 0.0001.

         γ0 =the lesser of (A) the sum, for all Classes of Group I Certificates, other than the Class B-IO
Certificates, of the product for each Class of (i) the monthly interest rate (as limited by the weighted average
of the net rates on the Group I mortgage loans in related sub loan group, as applicable, or, in the case of the
Class I-M and Class I-B Certificates, by the weighted average of the Uncertificated Pass-Through Rates on REMIC
III-A Regular Interests Y-1, Y-2 and Y-3 ) for such Class applicable for distributions to be made on such
Distribution Date and (ii) the aggregate Certificate Principal Balance for such Class after distributions and the
allocation of Realized Losses on the prior Distribution Date and (B) R0*P0.

         γ1  =the lesser of (A) the sum, for all Classes of Group I Certificates, other than the Class B-IO
Certificates, of the product for each Class of (i) the monthly interest rate (as limited by the weighted average
of the net rates on the Group I mortgage loans in related sub loan group, as applicable, or, in the case of the
Class I-M and Class I-B Certificates, by the weighted average of the Uncertificated Pass-Through Rates on REMIC
III-A Regular Interests Y-1, Y-2 and Y-3 ) for such Class applicable for distributions to be made on the next
succeeding Distribution Date and (ii) the aggregate Certificate Principal Balance for such Class after
distributions and the allocation of Realized Losses to be made on such Distribution Date and (B) R1*P1.

         Then, based on the foregoing definitions:

         ΔY1 =ΔP - ΔY2 - ΔY3 - ΔY4;

         ΔY2 =(α/2){( γ0R1 - γ1R0)/R0R1};

         ΔY3 =αΔP - ΔY2; and

         ΔY4 =ΔY3.

         if both ΔY2 and ΔY3, as so determined, are non-negative numbers.  Otherwise:

         (1)If ΔY2, as so determined, is negative, then

         ΔY2 = 0;

         ΔY3 = α{γ1R0P0 - γ0R1P1}/{γ1R0};

         ΔY4 = ΔY3; and

         ΔY1 = ΔP - ΔY2 - ΔY3 - ΔY4.

         (2)If ΔY3, as so determined, is negative, then

         ΔY3 = 0;

         ΔY2 = α{ γ0R1P1 - γ1R0P0}/{2R1R0P1 -  γ1R0};

         ΔY4 = ΔY3; and

         ΔY1 = ΔP - ΔY2 - ΔY3 - ΔY4.

         In the execution copy of this Agreement, symbols are represented by the following labels; in any
conformed copy of this Agreement, such symbols may be represented by characters other than numerals and the upper
and lower case letters of the alphabet and standard punctuation, including, without limitation, Greek letters and
mathematical symbols.

Example:

------------------------------------------------------------ ---------------------------------------------------------
α                                                      alpha
------------------------------------------------------------ ---------------------------------------------------------
Δ                                                      delta
------------------------------------------------------------ ---------------------------------------------------------
γ                                                      gamma
------------------------------------------------------------ ---------------------------------------------------------









                                                                                               EXHIBIT A-1

                                      FORM OF CLASS I-A CERTIFICATE

                  SOLELY FOR U.S. FEDERAL INCOME TAX PURPOSES,  THIS  CERTIFICATE IS A "REGULAR  INTEREST"
IN A "REAL ESTATE  MORTGAGE  INVESTMENT  CONDUIT," AS THOSE TERMS ARE DEFINED,  RESPECTIVELY,  IN SECTIONS
860G AND 860D OF THE INTERNAL REVENUE CODE OF 1986, AS AMENDED (THE "CODE").

                  THE  CERTIFICATE  PRINCIPAL  BALANCE  OF  THIS  CERTIFICATE  WILL  BE  DECREASED  BY THE
PRINCIPAL  PAYMENTS  HEREON.  ACCORDINGLY,  FOLLOWING  THE  INITIAL  ISSUANCE  OF  THE  CERTIFICATES,  THE
CERTIFICATE  PRINCIPAL  BALANCE OF THIS CERTIFICATE  WILL BE DIFFERENT FROM THE DENOMINATION  SHOWN BELOW.
ANYONE  ACQUIRING  THIS  CERTIFICATE  MAY ASCERTAIN ITS  CERTIFICATE  PRINCIPAL  BALANCE BY INQUIRY OF THE
SECURITIES ADMINISTRATOR NAMED HEREIN.

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



Certificate No. 1                                          Adjustable Pass-Through Rate




Class I-A Senior




                                                           Aggregate Initial Certificate Principal Balance of this
Date of Pooling and Servicing Agreement and Cut-off Date:  Certificate as of the Cut-off Date:
June 1, 2006                                               $____________




First Distribution Date:                                   Initial Certificate Principal Balance of this
July 25, 2006                                              Certificate as of the Cut-off Date: $__________




Master Servicer:                                           CUSIP: __________
Wells Fargo Bank, National Association




Assumed Final Distribution Date:
July 25, 2036




                                           BEAR STEARNS ALT-A TRUST 2006-4
                                          MORTGAGE PASS-THROUGH CERTIFICATE
                                                    SERIES 2006-4

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

                  This  Certificate  is payable  solely  from the assets of the Trust  Fund,  and does not
represent an obligation of or interest in Structured  Asset Mortgage  Investments II Inc. ("SAMI II"), the
Master  Servicer,  the  Securities  Administrator  or the  Trustee  referred  to  below  or  any of  their
affiliates  or any  other  person.  Neither  this  Certificate  nor  the  underlying  Mortgage  Loans  are
guaranteed  or insured by any  governmental  entity or by SAMI II, the Master  Servicer  or the Trustee or
any of their  affiliates  or any  other  person.  None of SAMI II,  the  Master  Servicer  or any of their
affiliates  will have any obligation  with respect to any  certificate or other  obligation  secured by or
payable from payments on the Certificates.



                  This  certifies  that Cede & Co. is the  registered  owner of the  Fractional  Undivided
Interest  evidenced hereby in the beneficial  ownership interest of Certificates of the same Class as this
Certificate in a trust (the "Trust Fund")  primarily  consisting of conventional  adjustable rate mortgage
loans secured by first liens on one- to four- family residential properties  (collectively,  the "Mortgage
Loans") sold by SAMI II. The  Mortgage  Loans were sold by EMC  Mortgage  Corporation  ("EMC") to SAMI II.
Wells Fargo Bank,  National  Association ("Wells Fargo") will act as master servicer of the Mortgage Loans
(the "Master  Servicer,"  which term  includes any  successors  thereto  under the  Agreement  referred to
below).  The Trust Fund was  created  pursuant  to the Pooling  and  Servicing  Agreement  dated as of the
Cut-off Date specified above (the  "Agreement"),  among SAMI II, as depositor (the  "Seller"),  the Master
Servicer,  Wells  Fargo,  as  securities  administrator  (the  "Securities  Administrator"),  EMC Mortgage
Corporation  and  Citibank,  N.A.,  as trustee  (the  "Trustee"),  a summary  of certain of the  pertinent
provisions  of which is set forth  hereafter.  To the extent not defined  herein,  capitalized  terms used
herein shall have the meaning  ascribed to them in the Agreement.  This Certificate is issued under and is
subject to the terms,  provisions and conditions of the Agreement,  to which  Agreement the Holder of this
Certificate by virtue of its acceptance hereof assents and by which such Holder is bound.

                  Interest on this  Certificate  will  accrue  during the period  from and  including  the
preceding  Distribution  Date (as  hereinafter  defined) (or in the case of the first  Distribution  Date,
from  the  Closing  Date)  to and  including  the  day  prior  to the  current  Distribution  Date  on the
Certificate  Principal  Balance hereof at a per annum rate equal to the Pass-Through Rate set forth in the
Agreement.  The Securities  Administrator  will distribute on the 25th day of each month, or, if such 25th
day is not a Business  Day,  the  immediately  following  Business  Day  (each,  a  "Distribution  Date"),
commencing on the first  Distribution  Date specified  above, to the Person in whose name this Certificate
is  registered  at  the  close  of  business  on  the  Business  Day  immediately  preceding  the  related
Distribution  Date so long as such  Certificate  remains in book-entry form (and  otherwise,  the close of
business  on the last  Business  Day of the month  immediately  preceding  the month of such  Distribution
Date), an amount equal to the product of the Fractional  Undivided  Interest evidenced by this Certificate
and the amount (of interest,  if any) required to be  distributed  to the Holders of  Certificates  of the
same Class as this  Certificate.  The Assumed  Final  Distribution  Date is the  Distribution  Date in the
month following the latest  scheduled  maturity date of any Mortgage Loan and is not likely to be the date
on which the Certificate Principal Balance of this Class of Certificates will be reduced to zero.

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

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



                  The Certificateholder,  by its acceptance of this Certificate,  agrees that it will look
solely to the Trust Fund for payment  hereunder  and that  neither the  Securities  Administrator  nor the
Trustee  is  liable to the  Certificateholders  for any  amount  payable  under  this  Certificate  or the
Agreement  or,  except  as  expressly  provided  in the  Agreement,  subject  to any  liability  under the
Agreement.

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

                  The Agreement  permits,  with certain  exceptions  therein  provided:  (i) the amendment
thereof  and of the  Servicing  Agreements  and the  modification  of the  rights and  obligations  of the
Seller,  the  Master  Servicer,  the  Securities  Administrator  and the  Trustee  and the  rights  of the
Certificateholders  under the Agreement  from time to time by EMC, the Seller,  the Master  Servicer,  the
Securities  Administrator and the Trustee,  and (ii) the amendment thereof and of the Servicing Agreements
by the Master  Servicer  and the  Trustee  with the  consent of the  Holders of  Certificates,  evidencing
Fractional  Undivided  Interests  aggregating  not less than 51% of the Trust Fund (or in  certain  cases,
Holders of  Certificates  of affected  Classes  evidencing  such  percentage of the  Fractional  Undivided
Interests  thereof).  Any such consent by the Holder of this  Certificate  shall be conclusive and binding
on such Holder and upon all future  Holders of this  Certificate  and of any  Certificate  issued upon the
transfer  hereof or in lieu hereof whether or not notation of such consent is made upon this  Certificate.
The Agreement  also permits the  amendment  thereof and of the  Servicing  Agreements  in certain  limited
circumstances, without the consent of the Holders of any of the Certificates.

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

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

                  No service charge will be made to the  Certificateholders  for any such  registration of
transfer,  but the Securities  Administrator  may require  payment of a sum sufficient to cover any tax or
other governmental charge payable in connection therewith.  The Seller, the Master Servicer,  the Trustee,
the  Securities  Administrator  and any  agent of any of them may  treat  the  Person  in whose  name this
Certificate  is  registered  as the owner  hereof for all  purposes,  and none of the  Seller,  the Master
Servicer,  the Trustee, the Securities  Administrator or any such agent shall be affected by notice to the
contrary.

                  The  obligations  created by the  Agreement  and the Trust Fund created  thereby  (other
than the  obligations  to make  payments to  Certificateholders  with  respect to the  termination  of the
Agreement)  shall  terminate  upon the earlier of (i) the later of (A) the  maturity or other  liquidation
(or Advance with respect  thereto) of the last Mortgage Loan  remaining in the Trust Fund and  disposition
of all property  acquired upon  foreclosure  or deed in lieu of  foreclosure  of any Mortgage Loan and (B)
the  remittance of all funds due under the Agreement,  or (ii) the optional  repurchase by the party named
in the  Agreement of all the  Mortgage  Loans and other  assets of the Trust Fund in  accordance  with the
terms of the Agreement.  Such optional  repurchase may be made only if (i) the Scheduled Principal Balance
of the  Mortgage  Loans at the time of any such  repurchase  is less than 20% of the Cut-off  Date Balance
for Loan Group I or (ii) the  Depositor,  based upon an Opinion of Counsel  addressed to the Depositor and
the Trustee has  determined  that the REMIC status of any REMIC under the  Agreement has been lost or that
a  substantial  risk exists that such REMIC status will be lost for the  then-current  taxable  year.  The
exercise of such right will effect the early retirement of the Certificates.  In no event,  however,  will
the Trust Fund created by the  Agreement  continue  beyond the  expiration  of 21 years after the death of
certain persons identified in the Agreement.

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




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

Dated: June 30, 2006                                          WELLS FARGO BANK, NATIONAL ASSOCIATION
                                                              not in its  individual  capacity  but solely
                                                              as Securities Administrator


                                                              By:_________________________________________
                                                                                Authorized Signatory


                                            CERTIFICATE OF AUTHENTICATION

                  This  is  one  of  the  Class  I-A  Certificates  referred  to in  the  within-mentioned
Agreement.

                                                              WELLS FARGO BANK, NATIONAL ASSOCIATION
                                                              Authorized  signatory  of Wells  Fargo Bank,
                                                              National    Association,    not    in    its
                                                              individual    capacity    but    solely   as
                                                              Securities Administrator

                                                              By:_________________________________________
                                                                                Authorized Signatory



                                                     ASSIGNMENT

                  FOR VALUE RECEIVED,  the  undersigned  hereby  sell(s),  assign(s) and transfer(s)  unto
__________________________________  (Please print or typewrite name and address  including postal zip code
of assignee) a Fractional  Undivided  Interest evidenced by the within Mortgage  Pass-Through  Certificate
and hereby  authorizes  the  transfer of  registration  of such  interest  to assignee on the  Certificate
Register of the Trust Fund.

                  I (We) further  direct the  Certificate  Registrar to issue a new  Certificate of a like
denomination  and Class,  to the above  named  assignee  and deliver  such  Certificate  to the  following
address:




Dated:
                                    Signature by or on behalf of assignor



                                                              Signature Guaranteed

                                              DISTRIBUTION INSTRUCTIONS

                  The assignee should include the following for purposes of distribution:

                  Distributions  shall be made, by wire transfer or otherwise,  in  immediately  available
funds to  _________________________________  for the account of  _________________________  account number
_____________,  or, if mailed by check, to  ______________________________.  Applicable  statements should
be mailed to _____________________________________________.

                  This information is provided by    __________________,  the  assignee  named  above,  or
________________________, as its agent.



                                                                                               EXHIBIT A-2

                                      FORM OF CLASS I-M CERTIFICATE

                  THIS  CERTIFICATE IS  SUBORDINATED  IN RIGHT OF PAYMENT TO THE CLASS A  CERTIFICATES  AS
DESCRIBED IN THE AGREEMENT (AS DEFINED BELOW).

                  SOLELY FOR U.S. FEDERAL INCOME TAX PURPOSES,  THIS  CERTIFICATE IS A "REGULAR  INTEREST"
IN A "REAL ESTATE  MORTGAGE  INVESTMENT  CONDUIT," AS THOSE TERMS ARE DEFINED,  RESPECTIVELY,  IN SECTIONS
860G AND 860D OF THE INTERNAL REVENUE CODE OF 1986, AS AMENDED (THE "CODE").

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

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

         EACH  BENEFICIAL  OWNER OF A CLASS I-M  CERTIFICATE  OR ANY INTEREST  THEREIN  SHALL BE DEEMED TO
HAVE REPRESENTED,  BY VIRTUE OF ITS ACQUISITION OR HOLDING OF THAT CERTIFICATE OR INTEREST  THEREIN,  THAT
EITHER (I) SUCH  CERTIFICATE  IS RATED AT LEAST "BBB-" OR ITS EQUIVALENT BY FITCH,  S&P AND MOODY'S,  (II)
IT IS NOT A PLAN SUBJECT TO TITLE I OF THE EMPLOYEE  RETIREMENT  INCOME  SECURITY ACT OF 1974, AS AMENDED,
OR SECTION  4975 OF THE CODE (EACH A "PLAN") OR INVESTING  WITH "PLAN  ASSETS" OF ANY PLAN OR (III) (1) IT
IS AN  INSURANCE  COMPANY,  (2) THE SOURCE OF FUNDS USED TO ACQUIRE OR HOLD THE  CERTIFICATE  OR  INTEREST
THEREIN IS AN "INSURANCE  COMPANY  GENERAL  ACCOUNT," AS SUCH TERM IS DEFINED IN U.S.  DEPARTMENT OF LABOR
PROHIBITED  TRANSACTION  CLASS EXEMPTION  ("PTCE") 95-60,  AND (3) THE CONDITIONS IN SECTIONS I AND III OF
PTCE 95-60 HAVE BEEN SATISFIED.



Certificate No.1                                           Adjustable Pass-Through Rate




Class I-M Subordinate




                                                           Aggregate Initial Certificate Principal Balance of this
Date of Pooling and Servicing Agreement and Cut-off Date:  Certificate as of the Cut-off Date:
June 1, 2006                                               $__________




First Distribution Date:                                   Initial Certificate Principal Balance of this
July 25, 2006                                              Certificate as of the Cut-off Date:     $__________




Master Servicer:                                           CUSIP: __________
Wells Fargo Bank, National Association




Assumed Final Distribution Date:
July 25, 2036




                                           BEAR STEARNS ALT-A TRUST 2006-4
                                          MORTGAGE PASS-THROUGH CERTIFICATE
                                                    SERIES 2006-4

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

                  This  Certificate  is payable  solely  from the assets of the Trust  Fund,  and does not
represent an obligation of or interest in Structured  Asset Mortgage  Investments II Inc. ("SAMI II"), the
Master  Servicer,  the  Securities  Administrator  or the  Trustee  referred  to  below  or  any of  their
affiliates  or any  other  person.  Neither  this  Certificate  nor  the  underlying  Mortgage  Loans  are
guaranteed  or insured by any  governmental  entity or by SAMI II, the Master  Servicer  or the Trustee or
any of their  affiliates  or any  other  person.  None of SAMI II,  the  Master  Servicer  or any of their
affiliates  will have any obligation  with respect to any  certificate or other  obligation  secured by or
payable from payments on the Certificates.



                  This  certifies  that Cede & Co. is the  registered  owner of the  Fractional  Undivided
Interest  evidenced  hereby in the  beneficial  ownership  interest of  Certificates  of the same Class as
this  Certificate  in a trust (the "Trust Fund")  primarily  consisting of  conventional  adjustable  rate
mortgage loans secured by first liens on one- to four- family residential  properties  (collectively,  the
"Mortgage  Loans") sold by SAMI II. The Mortgage  Loans were sold by EMC Mortgage  Corporation  ("EMC") to
SAMI II.  Wells  Fargo Bank,  National  Association  ("Wells  Fargo")  will act as master  servicer of the
Mortgage  Loans (the "Master  Servicer,"  which term includes any  successors  thereto under the Agreement
referred to below).  The Trust Fund was created  pursuant to the Pooling and Servicing  Agreement dated as
of the Cut-off Date specified above (the  "Agreement"),  among SAMI II, as depositor (the  "Seller"),  the
Master Servicer, Wells Fargo, as securities administrator (the "Securities  Administrator"),  EMC Mortgage
Corporation  and  Citibank,  N.A.,  as trustee  (the  "Trustee"),  a summary  of certain of the  pertinent
provisions  of which is set forth  hereafter.  To the extent not defined  herein,  capitalized  terms used
herein shall have the meaning  ascribed to them in the Agreement.  This Certificate is issued under and is
subject to the terms,  provisions and conditions of the Agreement,  to which  Agreement the Holder of this
Certificate by virtue of its acceptance hereof assents and by which such Holder is bound.

                  Interest on this  Certificate  will  accrue  during the period  from and  including  the
preceding  Distribution  Date (as  hereinafter  defined) (or in the case of the first  Distribution  Date,
from  the  Closing  Date)  to and  including  the  day  prior  to the  current  Distribution  Date  on the
Certificate  Principal  Balance hereof at a per annum rate equal to the Pass-Through Rate set forth in the
Agreement.  The Securities  Administrator  will distribute on the 25th day of each month, or, if such 25th
day is not a Business  Day,  the  immediately  following  Business  Day  (each,  a  "Distribution  Date"),
commencing on the first  Distribution  Date specified  above, to the Person in whose name this Certificate
is  registered  at  the  close  of  business  on  the  Business  Day  immediately  preceding  the  related
Distribution  Date so long as such  Certificate  remains in book-entry form (and  otherwise,  the close of
business  on the last  Business  Day of the month  immediately  preceding  the month of such  Distribution
Date), an amount equal to the product of the Fractional  Undivided  Interest evidenced by this Certificate
and the amount (of interest,  if any) required to be  distributed  to the Holders of  Certificates  of the
same Class as this  Certificate.  The Assumed  Final  Distribution  Date is the  Distribution  Date in the
month following the latest  scheduled  maturity date of any Mortgage Loan and is not likely to be the date
on which the Certificate Principal Balance of this Class of Certificates will be reduced to zero.

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

         Each  beneficial  owner of a Class I-M  Certificate  or any interest  therein  shall be deemed to
have represented,  by virtue of its acquisition or holding of that Certificate or interest  therein,  that
either (i) such  Certificate  is rated at least "BBB-" or its equivalent by Fitch,  S&P and Moody's,  (ii)
it is not a plan  subject  to Title I of the  Employee  Retirement  Security  Investment  Act of 1974,  as
amended,  or Section 4975 of the Code (each,  a "Plan") or investing  with "plan  assets" of any Plan,  or
(iii)(1) it is an insurance  company,  (2) the source of funds used to acquire or hold the  Certificate or
interest  therein is an "insurance  company general  account," as such term is defined in U.S.  Department
of Labor Prohibited  Transaction Class Exemption  ("PTCE") 95-60, and (3) the conditions in Sections I and
III of PTCE 95-60 have been satisfied.



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

                  The Certificateholder,  by its acceptance of this Certificate,  agrees that it will look
solely to the Trust Fund for payment  hereunder  and that  neither the  Securities  Administrator  nor the
Trustee  is  liable to the  Certificateholders  for any  amount  payable  under  this  Certificate  or the
Agreement  or,  except  as  expressly  provided  in the  Agreement,  subject  to any  liability  under the
Agreement.

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

                  The Agreement  permits,  with certain  exceptions  therein  provided:  (i) the amendment
thereof  and of the  Servicing  Agreements  and the  modification  of the  rights and  obligations  of the
Seller,  the  Master  Servicer,  the  Securities  Administrator  and the  Trustee  and the  rights  of the
Certificateholders  under the Agreement  from time to time by EMC, the Seller,  the Master  Servicer,  the
Securities  Administrator and the Trustee,  and (ii) the amendment thereof and of the Servicing Agreements
by the Master  Servicer  and the  Trustee  with the  consent of the  Holders of  Certificates,  evidencing
Fractional  Undivided  Interests  aggregating  not less than 51% of the Trust Fund (or in  certain  cases,
Holders of  Certificates  of affected  Classes  evidencing  such  percentage of the  Fractional  Undivided
Interests  thereof).  Any such consent by the Holder of this  Certificate  shall be conclusive and binding
on such Holder and upon all future  Holders of this  Certificate  and of any  Certificate  issued upon the
transfer  hereof or in lieu hereof whether or not notation of such consent is made upon this  Certificate.
The Agreement  also permits the  amendment  thereof and of the  Servicing  Agreements  in certain  limited
circumstances, without the consent of the Holders of any of the Certificates.

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

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



                  No service charge will be made to the  Certificateholders  for any such  registration of
transfer,  but the Securities  Administrator  may require  payment of a sum sufficient to cover any tax or
other governmental charge payable in connection therewith.  The Seller, the Master Servicer,  the Trustee,
the  Securities  Administrator  and any  agent of any of them may  treat  the  Person  in whose  name this
Certificate  is  registered  as the owner  hereof for all  purposes,  and none of the  Seller,  the Master
Servicer,  the Trustee, the Securities  Administrator or any such agent shall be affected by notice to the
contrary.

                  The  obligations  created by the  Agreement  and the Trust Fund created  thereby  (other
than the  obligations  to make  payments to  Certificateholders  with  respect to the  termination  of the
Agreement)  shall  terminate  upon the earlier of (i) the later of (A) the  maturity or other  liquidation
(or Advance with respect  thereto) of the last Mortgage Loan  remaining in the Trust Fund and  disposition
of all property  acquired upon  foreclosure  or deed in lieu of  foreclosure  of any Mortgage Loan and (B)
the  remittance of all funds due under the Agreement,  or (ii) the optional  repurchase by the party named
in the  Agreement of all the  Mortgage  Loans and other  assets of the Trust Fund in  accordance  with the
terms of the Agreement.  Such optional  repurchase may be made only if (i) the Scheduled Principal Balance
of the  Mortgage  Loans at the time of any such  repurchase  is less than 20% of the Cut-off  Date Balance
for Loan Group I or (ii) the  Depositor,  based upon an Opinion of Counsel  addressed to the Depositor and
the Trustee has  determined  that the REMIC status of any REMIC under the  Agreement has been lost or that
a  substantial  risk exists that such REMIC status will be lost for the  then-current  taxable  year.  The
exercise of such right will effect the early retirement of the Certificates.  In no event,  however,  will
the Trust Fund created by the  Agreement  continue  beyond the  expiration  of 21 years after the death of
certain persons identified in the Agreement.

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



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

Dated: June 30, 2006                                          WELLS FARGO BANK, NATIONAL ASSOCIATION
                                                              not in its  individual  capacity  but solely
                                                              as Securities Administrator


                                                              By:_________________________________________
                                                                                Authorized Signatory


                                            CERTIFICATE OF AUTHENTICATION

                  This  is  one  of  the  Class  I-M  Certificates  referred  to in  the  within-mentioned
Agreement.

                                                              WELLS FARGO BANK, NATIONAL ASSOCIATION
                                                              Authorized  signatory  of Wells  Fargo Bank,
                                                              National    Association,    not    in    its
                                                              individual    capacity    but    solely   as
                                                              Securities Administrator

                                                              By:_________________________________________
                                                                                Authorized Signatory



                                                     ASSIGNMENT

                  FOR VALUE RECEIVED,  the  undersigned  hereby  sell(s),  assign(s) and transfer(s)  unto
__________________________________  (Please print or typewrite name and address  including postal zip code
of assignee) a Fractional  Undivided  Interest evidenced by the within Mortgage  Pass-Through  Certificate
and hereby  authorizes  the  transfer of  registration  of such  interest  to assignee on the  Certificate
Register of the Trust Fund.

                  I (We) further  direct the  Certificate  Registrar to issue a new  Certificate of a like
denomination  and Class,  to the above  named  assignee  and deliver  such  Certificate  to the  following
address:




Dated:
                                    Signature by or on behalf of assignor



                                                              Signature Guaranteed

                                              DISTRIBUTION INSTRUCTIONS

                  The assignee should include the following for purposes of distribution:

                  Distributions  shall be made, by wire transfer or otherwise,  in  immediately  available
funds to  _________________________________  for the account of  _________________________  account number
_____________,  or, if mailed by check, to  ______________________________.  Applicable  statements should
be mailed to _____________________________________________.

                  This information is provided by    __________________,  the  assignee  named  above,  or
________________________, as its agent.



                                                                                               EXHIBIT A-3

                                   FORM OF CLASS I-B-[1][2] CERTIFICATE

                  THIS  CERTIFICATE IS  SUBORDINATED  IN RIGHT OF PAYMENT TO THE CLASS A CERTIFICATES  AND
THE CLASS M CERTIFICATES AS DESCRIBED IN THE AGREEMENT (AS DEFINED BELOW).

                  SOLELY FOR U.S. FEDERAL INCOME TAX PURPOSES,  THIS  CERTIFICATE IS A "REGULAR  INTEREST"
IN A "REAL ESTATE  MORTGAGE  INVESTMENT  CONDUIT," AS THOSE TERMS ARE DEFINED,  RESPECTIVELY,  IN SECTIONS
860G AND 860D OF THE INTERNAL REVENUE CODE OF 1986, AS AMENDED (THE "CODE").

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

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

         EACH BENEFICIAL OWNER OF A CLASS  I-B-[1][2]  CERTIFICATE OR ANY INTEREST THEREIN SHALL BE DEEMED
TO HAVE  REPRESENTED,  BY VIRTUE OF ITS  ACQUISITION OR HOLDING OF THAT  CERTIFICATE OR INTEREST  THEREIN,
THAT EITHER (I) SUCH  CERTIFICATE  IS RATED AT LEAST "BBB-" OR ITS  EQUIVALENT BY FITCH,  S&P AND MOODY'S,
(II) IT IS NOT A PLAN  SUBJECT TO TITLE I OF THE  EMPLOYEE  RETIREMENT  INCOME  SECURITY  ACT OF 1974,  AS
AMENDED,  OR SECTION 4975 OF THE CODE (EACH,  A "PLAN") OR INVESTING  WITH "PLAN  ASSETS" OF ANY PLAN,  OR
(III) (1) IT IS AN INSURANCE  COMPANY,  (2) THE SOURCE OF FUNDS USED TO ACQUIRE OR HOLD THE CERTIFICATE OR
INTEREST  THEREIN IS AN "INSURANCE  COMPANY GENERAL  ACCOUNT," AS SUCH TERM IS DEFINED IN U.S.  DEPARTMENT
OF LABOR PROHIBITED  TRANSACTION CLASS EXEMPTION  ("PTCE") 95-60, AND (3) THE CONDITIONS IN SECTIONS I AND
III OF PTCE 95-60 HAVE BEEN SATISFIED.



Certificate No.1                                           Adjustable Pass-Through Rate




Class I-B-[1][2] Subordinate




                                                           Aggregate Initial Certificate Principal Balance of this
Date of Pooling and Servicing Agreement and Cut-off Date:  Certificate as of the Cut-off Date:
June 1, 2006                                               $__________




First Distribution Date:                                   Initial Certificate Principal Balance of this
July 25, 2006                                              Certificate as of the Cut-off Date:     $__________




Master Servicer:                                           CUSIP: __________
Wells Fargo Bank, National Association




Assumed Final Distribution Date:
July 25, 2036




                                           BEAR STEARNS ALT-A TRUST 2006-4
                                          MORTGAGE PASS-THROUGH CERTIFICATE
                                                    SERIES 2006-4

         evidencing a fractional  undivided interest in the distributions  allocable to the Class
         I-B-[1][2]  Certificates  with  respect to a Trust Fund  consisting  primarily of a pool
         of  adjustable  interest  rate  mortgage  loans  secured by first  liens on  one-to-four
         family residential properties and sold by STRUCTURED ASSET MORTGAGE INVESTMENTS II INC.

                  This  Certificate  is payable  solely  from the assets of the Trust  Fund,  and does not
represent an obligation of or interest in Structured  Asset Mortgage  Investments II Inc. ("SAMI II"), the
Master  Servicer,  the  Securities  Administrator  or the  Trustee  referred  to  below  or  any of  their
affiliates  or any  other  person.  Neither  this  Certificate  nor  the  underlying  Mortgage  Loans  are
guaranteed  or insured by any  governmental  entity or by SAMI II, the Master  Servicer  or the Trustee or
any of their  affiliates  or any  other  person.  None of SAMI II,  the  Master  Servicer  or any of their
affiliates  will have any obligation  with respect to any  certificate or other  obligation  secured by or
payable from payments on the Certificates.



                  This  certifies  that Cede & Co. is the  registered  owner of the  Fractional  Undivided
Interest  evidenced  hereby in the  beneficial  ownership  interest of  Certificates  of the same Class as
this  Certificate  in a trust (the "Trust Fund")  primarily  consisting of  conventional  adjustable  rate
mortgage loans secured by first liens on one- to four- family residential  properties  (collectively,  the
"Mortgage  Loans") sold by SAMI II. The Mortgage  Loans were sold by EMC Mortgage  Corporation  ("EMC") to
SAMI II.  Wells  Fargo Bank,  National  Association  ("Wells  Fargo")  will act as master  servicer of the
Mortgage  Loans (the "Master  Servicer,"  which term includes any  successors  thereto under the Agreement
referred to below).  The Trust Fund was created  pursuant to the Pooling and Servicing  Agreement dated as
of the Cut-off Date specified above (the  "Agreement"),  among SAMI II, as depositor (the  "Seller"),  the
Master Servicer, Wells Fargo, as securities administrator (the "Securities  Administrator"),  EMC Mortgage
Corporation  and  Citibank,  N.A.,  as trustee  (the  "Trustee"),  a summary  of certain of the  pertinent
provisions  of which is set forth  hereafter.  To the extent not defined  herein,  capitalized  terms used
herein shall have the meaning  ascribed to them in the Agreement.  This Certificate is issued under and is
subject to the terms,  provisions and conditions of the Agreement,  to which  Agreement the Holder of this
Certificate by virtue of its acceptance hereof assents and by which such Holder is bound.

                  Interest on this  Certificate  will  accrue  during the period  from and  including  the
preceding  Distribution  Date (as  hereinafter  defined) (or in the case of the first  Distribution  Date,
from  the  Closing  Date)  to and  including  the  day  prior  to the  current  Distribution  Date  on the
Certificate  Principal  Balance hereof at a per annum rate equal to the Pass-Through Rate set forth in the
Agreement.  The Securities  Administrator  will distribute on the 25th day of each month, or, if such 25th
day is not a Business  Day,  the  immediately  following  Business  Day  (each,  a  "Distribution  Date"),
commencing on the first  Distribution  Date specified  above, to the Person in whose name this Certificate
is  registered  at  the  close  of  business  on  the  Business  Day  immediately  preceding  the  related
Distribution  Date so long as such  Certificate  remains in book-entry form (and  otherwise,  the close of
business  on the last  Business  Day of the month  immediately  preceding  the month of such  Distribution
Date), an amount equal to the product of the Fractional  Undivided  Interest evidenced by this Certificate
and the amount (of interest,  if any) required to be  distributed  to the Holders of  Certificates  of the
same Class as this  Certificate.  The Assumed  Final  Distribution  Date is the  Distribution  Date in the
month following the latest  scheduled  maturity date of any Mortgage Loan and is not likely to be the date
on which the Certificate Principal Balance of this Class of Certificates will be reduced to zero.

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

         Each beneficial owner of a Class  I-B-[1][2]  Certificate or any interest therein shall be deemed
to have  represented,  by virtue of its  acquisition or holding of that  Certificate or interest  therein,
that either (i) such  Certificate  is rated at least "BBB-" or its  equivalent by Fitch,  S&P and Moody's,
(ii) it is not a plan  subject to Title I of the  Employee  Retirement  Security  Income  Act of 1974,  as
amended,  or Section 4975 of the Code (each,  a "Plan") or investing  with "plan  assets" of any Plan,  or
(iii)(1) it is an insurance  company,  (2) the source of funds used to acquire or hold the  Certificate or
interest  therein is an "insurance  company general  account," as such term is defined in U.S.  Department
of Labor Prohibited  Transaction Class Exemption  ("PTCE") 95-60, and (3) the conditions in Sections I and
III of PTCE 95-60 have been satisfied.



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

                  The Certificateholder,  by its acceptance of this Certificate,  agrees that it will look
solely to the Trust Fund for payment  hereunder  and that  neither the  Securities  Administrator  nor the
Trustee  is  liable to the  Certificateholders  for any  amount  payable  under  this  Certificate  or the
Agreement  or,  except  as  expressly  provided  in the  Agreement,  subject  to any  liability  under the
Agreement.

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

                  The Agreement  permits,  with certain  exceptions  therein  provided:  (i) the amendment
thereof  and of the  Servicing  Agreements  and the  modification  of the  rights and  obligations  of the
Seller,  the  Master  Servicer,  the  Securities  Administrator  and the  Trustee  and the  rights  of the
Certificateholders  under the Agreement  from time to time by EMC, the Seller,  the Master  Servicer,  the
Securities  Administrator and the Trustee,  and (ii) the amendment thereof and of the Servicing Agreements
by the Master  Servicer  and the  Trustee  with the  consent of the  Holders of  Certificates,  evidencing
Fractional  Undivided  Interests  aggregating  not less than 51% of the Trust Fund (or in  certain  cases,
Holders of  Certificates  of affected  Classes  evidencing  such  percentage of the  Fractional  Undivided
Interests  thereof).  Any such consent by the Holder of this  Certificate  shall be conclusive and binding
on such Holder and upon all future  Holders of this  Certificate  and of any  Certificate  issued upon the
transfer  hereof or in lieu hereof whether or not notation of such consent is made upon this  Certificate.
The Agreement  also permits the  amendment  thereof and of the  Servicing  Agreements  in certain  limited
circumstances, without the consent of the Holders of any of the Certificates.

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

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



                  No service charge will be made to the  Certificateholders  for any such  registration of
transfer,  but the Securities  Administrator  may require  payment of a sum sufficient to cover any tax or
other governmental charge payable in connection therewith.  The Seller, the Master Servicer,  the Trustee,
the  Securities  Administrator  and any  agent of any of them may  treat  the  Person  in whose  name this
Certificate  is  registered  as the owner  hereof for all  purposes,  and none of the  Seller,  the Master
Servicer,  the Trustee, the Securities  Administrator or any such agent shall be affected by notice to the
contrary.

                  The  obligations  created by the  Agreement  and the Trust Fund created  thereby  (other
than the  obligations  to make  payments to  Certificateholders  with  respect to the  termination  of the
Agreement)  shall  terminate  upon the earlier of (i) the later of (A) the  maturity or other  liquidation
(or Advance with respect  thereto) of the last Mortgage Loan  remaining in the Trust Fund and  disposition
of all property  acquired upon  foreclosure  or deed in lieu of  foreclosure  of any Mortgage Loan and (B)
the  remittance of all funds due under the Agreement,  or (ii) the optional  repurchase by the party named
in the  Agreement of all the  Mortgage  Loans and other  assets of the Trust Fund in  accordance  with the
terms of the Agreement.  Such optional  repurchase may be made only if (i) the Scheduled Principal Balance
of the  Mortgage  Loans at the time of any such  repurchase  is less than 20% of the Cut-off  Date Balance
for Loan Group I or (ii) the  Depositor,  based upon an Opinion of Counsel  addressed to the Depositor and
the Trustee has  determined  that the REMIC status of any REMIC under the  Agreement has been lost or that
a  substantial  risk exists that such REMIC status will be lost for the  then-current  taxable  year.  The
exercise of such right will effect the early retirement of the Certificates.  In no event,  however,  will
the Trust Fund created by the  Agreement  continue  beyond the  expiration  of 21 years after the death of
certain persons identified in the Agreement.

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



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

Dated: June 30, 2006                                          WELLS FARGO BANK, NATIONAL ASSOCIATION
                                                              not in its  individual  capacity  but solely
                                                              as Securities Administrator


                                                              By:_________________________________________
                                                                                Authorized Signatory


                                            CERTIFICATE OF AUTHENTICATION

                  This is one of the Class  I-B-[1][2]  Certificates  referred to in the  within-mentioned
Agreement.

                                                              WELLS FARGO BANK, NATIONAL ASSOCIATION
                                                              Authorized  signatory  of Wells  Fargo Bank,
                                                              National    Association,    not    in    its
                                                              individual    capacity    but    solely   as
                                                              Securities Administrator

                                                              By:_________________________________________
                                                                                Authorized Signatory


                                                     ASSIGNMENT

                  FOR VALUE RECEIVED,  the  undersigned  hereby  sell(s),  assign(s) and transfer(s)  unto
__________________________________  (Please print or typewrite name and address  including postal zip code
of assignee) a Fractional  Undivided  Interest evidenced by the within Mortgage  Pass-Through  Certificate
and hereby  authorizes  the  transfer of  registration  of such  interest  to assignee on the  Certificate
Register of the Trust Fund.

                  I (We) further  direct the  Certificate  Registrar to issue a new  Certificate of a like
denomination  and Class,  to the above  named  assignee  and deliver  such  Certificate  to the  following
address:




Dated:
                                    Signature by or on behalf of assignor



                                                              Signature Guaranteed

                                              DISTRIBUTION INSTRUCTIONS

                  The assignee should include the following for purposes of distribution:

                  Distributions  shall be made, by wire transfer or otherwise,  in  immediately  available
funds to  _________________________________  for the account of  _________________________  account number
_____________,  or, if mailed by check, to  ______________________________.  Applicable  statements should
be mailed to _____________________________________________.

                  This information is provided by    __________________,  the  assignee  named  above,  or
________________________, as its agent.



                                                                                               EXHIBIT A-4

                                     FORM OF CLASS I-B-3 CERTIFICATE

                  THIS  CERTIFICATE  IS  SUBORDINATED  IN RIGHT OF  PAYMENT TO THE CLASS A, CLASS M, CLASS
I-B-1 AND CLASS I-B-2 CERTIFICATES AS DESCRIBED IN THE AGREEMENT (AS DEFINED BELOW).

                  SOLELY FOR U.S. FEDERAL INCOME TAX PURPOSES,  THIS  CERTIFICATE IS A "REGULAR  INTEREST"
IN A "REAL ESTATE  MORTGAGE  INVESTMENT  CONDUIT," AS THOSE TERMS ARE DEFINED,  RESPECTIVELY,  IN SECTIONS
860G AND 860D OF THE INTERNAL REVENUE CODE OF 1986 (THE "CODE").

                  THE  CERTIFICATE  PRINCIPAL  BALANCE  OF  THIS  CERTIFICATE  WILL  BE  DECREASED  BY THE
PRINCIPAL  PAYMENTS  HEREON.  ACCORDINGLY,  FOLLOWING  THE  INITIAL  ISSUANCE  OF  THE  CERTIFICATES,  THE
CERTIFICATE  PRINCIPAL  BALANCE OF THIS CERTIFICATE  WILL BE DIFFERENT FROM THE DENOMINATION  SHOWN BELOW.
ANYONE  ACQUIRING  THIS  CERTIFICATE  MAY ASCERTAIN ITS  CERTIFICATE  PRINCIPAL  BALANCE BY INQUIRY OF THE
SECURITIES ADMINISTRATOR NAMED HEREIN.

                  THIS  CERTIFICATE  HAS NOT BEEN AND WILL NOT BE REGISTERED  UNDER THE  SECURITIES ACT OF
1933, AS AMENDED (THE  "SECURITIES  ACT"),  OR UNDER ANY STATE  SECURITIES  LAWS.  THE HOLDER  HEREOF,  BY
PURCHASING THIS CERTIFICATE,  AGREES THAT THIS CERTIFICATE MAY BE REOFFERED,  RESOLD, PLEDGED OR OTHERWISE
TRANSFERRED  ONLY IN COMPLIANCE  WITH THE SECURITIES ACT AND OTHER  APPLICABLE  LAWS AND ONLY (1) PURSUANT
TO RULE 144A UNDER THE SECURITIES ACT ("RULE 144A") TO A PERSON THAT THE HOLDER  REASONABLY  BELIEVES IS A
QUALIFIED  INSTITUTIONAL  BUYER WITHIN THE MEANING OF RULE 144A (A "QIB"),  PURCHASING FOR ITS OWN ACCOUNT
OR A QIB  PURCHASING  FOR THE  ACCOUNT  OF A QIB,  WHOM THE HOLDER HAS  INFORMED,  IN EACH CASE,  THAT THE
REOFFER,  RESALE,  PLEDGE OR OTHER TRANSFER IS BEING MADE IN RELIANCE ON RULE 144A OR (2) IN  CERTIFICATED
FORM TO AN "INSTITUTIONAL  ACCREDITED INVESTOR" WITHIN THE MEANING THEREOF IN RULE 501(a)(1),  (2), (3) or
(7) OF  REGULATION  D UNDER THE ACT OR ANY  ENTITY IN WHICH ALL OF THE  EQUITY  OWNERS  COME  WITHIN  SUCH
PARAGRAPHS  PURCHASING  NOT FOR  DISTRIBUTION  IN  VIOLATION  OF THE  SECURITIES  ACT,  SUBJECT TO (A) THE
RECEIPT BY THE SECURITIES  ADMINISTRATOR  OF A LETTER  SUBSTANTIALLY IN THE FORM PROVIDED IN THE AGREEMENT
AND (B) THE RECEIPT BY THE SECURITIES  ADMINISTRATOR  OF SUCH OTHER EVIDENCE  ACCEPTABLE TO THE SECURITIES
ADMINISTRATOR THAT SUCH REOFFER,  RESALE,  PLEDGE OR TRANSFER IS IN COMPLIANCE WITH THE SECURITIES ACT AND
OTHER  APPLICABLE  LAWS OR IN EACH CASE IN ACCORDANCE  WITH ALL APPLICABLE  SECURITIES  LAWS OF THE UNITED
STATES AND ANY OTHER APPLICABLE JURISDICTION.


                  THIS  CERTIFICATE  MAY NOT BE ACQUIRED  DIRECTLY OR  INDIRECTLY  BY, OR ON BEHALF OF, AN
EMPLOYEE  BENEFIT PLAN OR OTHER RETIREMENT  ARRANGEMENT  (EACH A "PLAN") THAT IS SUBJECT TO TITLE I OF THE
EMPLOYEE  RETIREMENT  INCOME  SECURITY  ACT OF 1974,  AS AMENDED  ("ERISA"),  AND/OR  SECTION  4975 OF THE
INTERNAL  REVENUE CODE OF 1986,  AS AMENDED (THE  "CODE"),  OR BY A PERSON USING "PLAN  ASSETS" OF A PLAN,
UNLESS THE PROPOSED  TRANSFEREE  PROVIDES THE SECURITIES  ADMINISTRATOR WITH AN OPINION OF COUNSEL FOR THE
BENEFIT OF THE  TRUSTEE,  MASTER  SERVICER  AND THE  SECURITIES  ADMINISTRATOR  AND ON WHICH THEY MAY RELY
WHICH  IS  SATISFACTORY  TO THE  SECURITIES  ADMINISTRATOR  THAT  THE  PURCHASE  OF  THIS  CERTIFICATE  IS
PERMISSIBLE  UNDER  APPLICABLE LAW, WILL NOT CONSTITUTE OR RESULT IN A NON-EXEMPT  PROHIBITED  TRANSACTION
UNDER  SECTION  406 OF ERISA OR SECTION  4975 OF THE CODE AND WILL NOT SUBJECT  THE MASTER  SERVICER,  THE
TRUSTEE OR THE SECURITIES  ADMINISTRATOR  TO ANY  OBLIGATION OR LIABILITY IN ADDITION TO THOSE  UNDERTAKEN
IN THE AGREEMENT.



Certificate No.1                                           Adjustable Pass-Through Rate




Class I-B-3 Senior




                                                           Aggregate Initial Certificate Principal Balance of this
Date of Pooling and Servicing Agreement and Cut-off Date:  Certificate as of the Cut-off Date:
June 1, 2006                                               $__________




                                                           Initial Certificate Principal Balance of this
First Distribution Date:                                   Certificate as of the Cut-off Date:
July 25, 2006                                              $__________




Master Servicer:                                           CUSIP: __________
Wells Fargo Bank, National Association




Assumed Final Distribution Date:
July 25, 2036




                                          BEAR STEARNS ALT-A TRUST 2006-4
                                         MORTGAGE PASS-THROUGH CERTIFICATE
                                                   SERIES 2006-4

         evidencing a fractional  undivided interest in the distributions  allocable to the Class
         I-B-3  Certificates  with  respect to a Trust  Fund  consisting  primarily  of a pool of
         adjustable  interest rate mortgage  loans secured by first liens on  one-to-four  family
         residential properties and sold by STRUCTURED ASSET MORTGAGE INVESTMENTS II INC.


                  This  Certificate  is payable  solely  from the assets of the Trust  Fund,  and does not
represent an obligation of or interest in Structured  Asset Mortgage  Investments II Inc. ("SAMI II"), the
Master  Servicer,  the  Securities  Administrator  or the  Trustee  referred  to  below  or  any of  their
affiliates  or any  other  person.  Neither  this  Certificate  nor  the  underlying  Mortgage  Loans  are
guaranteed  or insured by any  governmental  entity or by SAMI II, the Master  Servicer  or the Trustee or
any of their  affiliates  or any  other  person.  None of SAMI II,  the  Master  Servicer  or any of their
affiliates  will have any obligation  with respect to any  certificate or other  obligation  secured by or
payable from payments on the Certificates.



                  This  certifies  that Bear,  Stearns  Securities  Corp. is the  registered  owner of the
Fractional  Undivided  Interest  evidenced hereby in the beneficial  ownership interest of Certificates of
the same Class as this  Certificate  in a trust (the "Trust Fund")  primarily  consisting of  conventional
adjustable  rate  mortgage  loans  secured by first liens on one- to four- family  residential  properties
(collectively,  the  "Mortgage  Loans")  sold by SAMI II. The  Mortgage  Loans  were sold by EMC  Mortgage
Corporation  ("EMC") to SAMI II.  Wells Fargo  Bank,  National  Association  ("Wells  Fargo")  will act as
master servicer of the Mortgage Loans (the "Master  Servicer," which term includes any successors  thereto
under the Agreement  referred to below).  The Trust Fund was created pursuant to the Pooling and Servicing
Agreement  dated as of the Cut-off Date  specified  above (the  "Agreement"),  among SAMI II, as depositor
(the  "Seller"),   the  Master  Servicer,  Wells  Fargo,  as  securities  administrator  (the  "Securities
Administrator"),  EMC Mortgage  Corporation and Citibank,  N.A., as trustee (the "Trustee"),  a summary of
certain of the pertinent  provisions of which is set forth  hereafter.  To the extent not defined  herein,
capitalized  terms used herein shall have the meaning ascribed to them in the Agreement.  This Certificate
is issued  under and is  subject  to the terms,  provisions  and  conditions  of the  Agreement,  to which
Agreement the Holder of this  Certificate  by virtue of its  acceptance  hereof  assents and by which such
Holder is bound.

                  The  Securities  Administrator  will  distribute  on the 25th day of each month,  or, if
such 25th day is not a Business  Day,  the  immediately  following  Business  Day (each,  a  "Distribution
Date"),  commencing  on the first  Distribution  Date  specified  above,  to the Person in whose name this
Certificate  is  registered  at the close of business on the last  Business  Day of the month  immediately
preceding the month of the related  Distribution  Date,  an amount equal to the product of the  Fractional
Undivided  Interest  evidenced  by this  Certificate  and the amount  required  to be  distributed  to the
Holders of  Certificates of the same Class as this  Certificate.  The Assumed Final  Distribution  Date is
the Distribution  Date in the month following the latest scheduled  maturity date of any Mortgage Loan and
is not likely to be the date on which the  Certificate  Principal  Balance  of this Class of  Certificates
will be reduced to zero.

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



                  No transfer of this  Certificate  shall be made unless the transfer is made  pursuant to
an effective  registration  statement  under the Securities Act of 1933, as amended (the "1933 Act"),  and
an effective  registration  or  qualification  under  applicable  state  securities  laws, or is made in a
transaction that does not require such  registration or  qualification.  In the event that such a transfer
of this  Certificate is to be made without  registration or  qualification,  the Securities  Administrator
shall  require  receipt of (i) if such transfer is  purportedly  being made (a) in reliance upon Rule 144A
under the 1933 Act or (b) to a  transferee  that is an  "Institutional  Accredited  Investor"  within  the
meaning of Rule  501(a)(1),  (2), (3) or (7) of  Regulation D under the 1933 Act,  written  certifications
from the Holder of the  Certificate  desiring to effect the transfer,  and from such Holder's  prospective
transferee,  substantially  in the forms  attached to the Agreement as Exhibit F-1 or F-2, as  applicable,
and (ii) if requested  by the  Securities  Administrator,  an Opinion of Counsel  satisfactory  to it that
such transfer may be made without such  registration or qualification  (which Opinion of Counsel shall not
be an expense  of the Trust Fund or of the  Seller,  the  Trustee,  the  Securities  Administrator  or the
Master  Servicer  in  their  respective   capacities  as  such),  together  with  copies  of  the  written
certification(s)  of the Holder of the  Certificate  desiring to effect the transfer  and/or such Holder's
prospective  transferee  upon which such Opinion of Counsel is based.  None of the Seller,  the Securities
Administrator  or the Trustee is obligated to register or qualify the Class of  Certificates  specified on
the face  hereof  under the 1933 Act or any  other  securities  law or to take any  action  not  otherwise
required  under the  Agreement  to permit  the  transfer  of such  Certificates  without  registration  or
qualification.  Any  Holder  desiring  to effect a  transfer  of this  Certificate  shall be  required  to
indemnify  the Trustee,  the  Securities  Administrator,  the Seller and the Master  Servicer  against any
liability  that may  result  if the  transfer  is not so  exempt  or is not made in  accordance  with such
federal and state laws.

                  No  transfer  of  this  Class  I-B-3  Certificate  will be made  unless  the  Securities
Administrator  has received either (i) opinion of counsel for the benefit of the Trustee,  Master Servicer
and the  Securities  Administrator  and  which  they may  rely  which is  satisfactory  to the  Securities
Administrator  that the purchase of this  certificate is permissible  under local law, will not constitute
or result in a non-exempt  prohibited  transaction  under  Section 406 of the Employee  Retirement  Income
Security Act of 1974,  as amended  ("ERISA"),  and Section 4975 of the Internal  Revenue  Code, as amended
(the "Code"),  and will not subject the Master  Servicer,  the Trustee or the Securities  Administrator to
any  obligation or liability in addition to those  undertaken  in the  Agreement or (ii) a  representation
letter  stating  that the  transferee  is not  acquiring  directly or  indirectly  by, or on behalf of, an
employee  benefit  plan or other  retirement  arrangement  that is  subject  to Title I of  ERISA,  and/or
Section 4975 of the Code (each, a "Plan"), or by a person using "plan assets" of a Plan.

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

                  The Certificateholder,  by its acceptance of this Certificate,  agrees that it will look
solely to the Trust Fund for payment  hereunder  and that  neither the  Securities  Administrator  nor the
Trustee  is  liable to the  Certificateholders  for any  amount  payable  under  this  Certificate  or the
Agreement  or,  except  as  expressly  provided  in the  Agreement,  subject  to any  liability  under the
Agreement.



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

                  The Agreement  permits,  with certain  exceptions  therein  provided:  (i) the amendment
thereof and of the Servicing  Agreement and the  modification of the rights and obligations of the Seller,
the  Master   Servicer,   the   Securities   Administrator   and  the   Trustee  and  the  rights  of  the
Certificateholders  under the Agreement  from time to time by EMC, the Seller,  the Master  Servicer,  the
Securities  Administrator and the Trustee,  and (ii) the amendment thereof and of the Servicing  Agreement
by the Master  Servicer  and the  Trustee  with the  consent of the  Holders of  Certificates,  evidencing
Fractional  Undivided  Interests  aggregating  not less than 51% of the Trust Fund (or in  certain  cases,
Holders of  Certificates  of affected  Classes  evidencing  such  percentage of the  Fractional  Undivided
Interests  thereof).  Any such consent by the Holder of this  Certificate  shall be conclusive and binding
on such Holder and upon all future  Holders of this  Certificate  and of any  Certificate  issued upon the
transfer  hereof or in lieu hereof whether or not notation of such consent is made upon this  Certificate.
The  Agreement  also permits the  amendment  thereof and of the  Servicing  Agreement  in certain  limited
circumstances, without the consent of the Holders of any of the Certificates.

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

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

                  No service charge will be made to the  Certificateholders  for any such  registration of
transfer,  but the Securities  Administrator  may require  payment of a sum sufficient to cover any tax or
other governmental charge payable in connection therewith.  The Seller, the Master Servicer,  the Trustee,
the  Securities  Administrator  and any  agent of any of them may  treat  the  Person  in whose  name this
Certificate  is  registered  as the owner  hereof for all  purposes,  and none of the  Seller,  the Master
Servicer,  the Trustee, the Securities  Administrator or any such agent shall be affected by notice to the
contrary.



                  The  obligations  created by the  Agreement  and the Trust Fund created  thereby  (other
than the  obligations  to make  payments to  Certificateholders  with  respect to the  termination  of the
Agreement)  shall  terminate  upon the earlier of (i) the later of (A) the  maturity or other  liquidation
(or Advance with respect  thereto) of the last Mortgage Loan  remaining in the Trust Fund and  disposition
of all property  acquired upon  foreclosure  or deed in lieu of  foreclosure  of any Mortgage Loan and (B)
the  remittance of all funds due under the Agreement,  or (ii) the optional  repurchase by the party named
in the  Agreement of all the  Mortgage  Loans and other  assets of the Trust Fund in  accordance  with the
terms of the Agreement.  Such optional  repurchase may be made only if (i) the Scheduled Principal Balance
of the  Mortgage  Loans at the time of any such  repurchase  is less than 20% of the Cut-off  Date Balance
for Loan Group I or (ii) the  Depositor,  based upon an Opinion of Counsel  addressed to the Depositor and
the Trustee has  determined  that the REMIC status of any REMIC under the  Agreement has been lost or that
a  substantial  risk exists that such REMIC status will be lost for the  then-current  taxable  year.  The
exercise of such right will effect the early retirement of the Certificates.  In no event,  however,  will
the Trust Fund created by the  Agreement  continue  beyond the  expiration  of 21 years after the death of
certain persons identified in the Agreement.

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



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

Dated: June 30, 2006                                          WELLS FARGO BANK, NATIONAL ASSOCIATION
                                                              Not in its  individual  capacity  but solely
                                                              as Securities Administrator


                                                              By:_________________________________________
                                                                                Authorized Signatory


                                           CERTIFICATE OF AUTHENTICATION

                  This  is  one  of the  Class  I-B-3  Certificates  referred  to in the  within-mentioned
Agreement.

                                                              WELLS FARGO BANK, NATIONAL ASSOCIATION
                                                              Authorized  signatory  of Wells  Fargo Bank,
                                                              National    Association,    not    in    its
                                                              individual    capacity    but    solely   as
                                                              Securities Administrator


                                                              By:_________________________________________
                                                                                Authorized Signatory



                                                    ASSIGNMENT

                  FOR VALUE RECEIVED,  the  undersigned  hereby  sell(s),  assign(s) and transfer(s)  unto
__________________________________  (Please print or typewrite name and address  including postal zip code
of assignee) a Fractional  Undivided  Interest evidenced by the within Mortgage  Pass-Through  Certificate
and hereby  authorizes  the  transfer of  registration  of such  interest  to assignee on the  Certificate
Register of the Trust Fund.

                  I (We) further  direct the  Certificate  Registrar to issue a new  Certificate of a like
denomination  and Class,  to the above  named  assignee  and deliver  such  Certificate  to the  following
address:




Dated:
                                    Signature by or on behalf of assignor



                                                              Signature Guaranteed

                                             DISTRIBUTION INSTRUCTIONS

                  The assignee should include the following for purposes of distribution:

                  Distributions  shall be made, by wire transfer or otherwise,  in  immediately  available
funds to  _________________________________  for the account of  _________________________  account number
_____________,  or, if mailed by check, to  ______________________________.  Applicable  statements should
be mailed to _____________________________________________.

                  This information is provided by    __________________,  the  assignee  named  above,  or
________________________, as its agent.



                                                                                             EXHIBIT A-5-1

                                       FORM OF CLASS R CERTIFICATE

                  THIS  CERTIFICATE  MAY NOT BE HELD BY OR TRANSFERRED TO A NON-UNITED  STATES PERSON OR A
DISQUALIFIED ORGANIZATION (AS DEFINED BELOW).

                  SOLELY FOR U.S. FEDERAL INCOME TAX PURPOSES,  THIS CERTIFICATE IS A "RESIDUAL  INTEREST"
IN A "REAL  ESTATE  MORTGAGE  INVESTMENT  CONDUIT" AS THOSE TERMS ARE DEFINED,  RESPECTIVELY,  IN SECTIONS
860G AND 860D OF THE INTERNAL REVENUE CODE OF 1986, AS AMENDED (THE "CODE").

                  THIS  CERTIFICATE  HAS NOT BEEN AND WILL NOT BE REGISTERED  UNDER THE  SECURITIES ACT OF
1933, AS AMENDED (THE  "SECURITIES  ACT"),  OR UNDER ANY STATE  SECURITIES  LAWS.  THE HOLDER  HEREOF,  BY
PURCHASING THIS CERTIFICATE,  AGREES THAT THIS CERTIFICATE MAY BE REOFFERED,  RESOLD, PLEDGED OR OTHERWISE
TRANSFERRED  ONLY IN COMPLIANCE  WITH THE SECURITIES ACT AND OTHER  APPLICABLE  LAWS AND ONLY (1) PURSUANT
TO RULE 144A UNDER THE SECURITIES ACT ("RULE 144A") TO A PERSON THAT THE HOLDER  REASONABLY  BELIEVES IS A
QUALIFIED  INSTITUTIONAL  BUYER WITHIN THE MEANING OF RULE 144A (A "QIB"),  PURCHASING FOR ITS OWN ACCOUNT
OR A QIB  PURCHASING  FOR THE  ACCOUNT  OF A QIB,  WHOM THE HOLDER HAS  INFORMED,  IN EACH CASE,  THAT THE
REOFFER,  RESALE,  PLEDGE OR OTHER TRANSFER IS BEING MADE IN RELIANCE ON RULE 144A OR (2) IN  CERTIFICATED
FORM TO AN "INSTITUTIONAL  ACCREDITED INVESTOR" WITHIN THE MEANING THEREOF IN RULE 501(a)(1),  (2), (3) or
(7) OF  REGULATION  D UNDER THE ACT OR ANY  ENTITY IN WHICH ALL OF THE  EQUITY  OWNERS  COME  WITHIN  SUCH
PARAGRAPHS  PURCHASING  NOT FOR  DISTRIBUTION  IN  VIOLATION  OF THE  SECURITIES  ACT,  SUBJECT TO (A) THE
RECEIPT BY THE SECURITIES  ADMINISTRATOR  OF A LETTER  SUBSTANTIALLY IN THE FORM PROVIDED IN THE AGREEMENT
AND (B) THE RECEIPT BY THE SECURITIES  ADMINISTRATOR  OF SUCH OTHER EVIDENCE  ACCEPTABLE TO THE SECURITIES
ADMINISTRATOR THAT SUCH REOFFER,  RESALE,  PLEDGE OR TRANSFER IS IN COMPLIANCE WITH THE SECURITIES ACT AND
OTHER  APPLICABLE  LAWS OR IN EACH CASE IN ACCORDANCE  WITH ALL APPLICABLE  SECURITIES  LAWS OF THE UNITED
STATES AND ANY OTHER APPLICABLE JURISDICTION.




                  THIS  CERTIFICATE  MAY NOT BE ACQUIRED  DIRECTLY OR  INDIRECTLY  BY, OR ON BEHALF OF, AN
EMPLOYEE  BENEFIT  PLAN OR  OTHER  RETIREMENT  ARRANGEMENT  THAT IS  SUBJECT  TO  TITLE I OF THE  EMPLOYEE
RETIREMENT  INCOME  SECURITY  ACT OF 1974,  AS AMENDED  ("ERISA"),  AND/OR  SECTION  4975 OF THE  INTERNAL
REVENUE CODE OF 1986, AS AMENDED (THE "CODE")  (EACH,  A "PLAN"),  OR BY A PERSON USING "PLAN ASSETS" OF A
PLAN,  UNLESS THE PROPOSED  TRANSFEREE  PROVIDES THE SECURITIES  ADMINISTRATOR  WITH AN OPINION OF COUNSEL
FOR THE BENEFIT OF THE TRUSTEE,  MASTER  SERVICER AND THE SECURITIES  ADMINISTRATOR  AND ON WHICH THEY MAY
RELY WHICH IS  SATISFACTORY  TO THE  SECURITIES  ADMINISTRATOR  THAT THE PURCHASE OF THIS  CERTIFICATE  IS
PERMISSIBLE  UNDER  APPLICABLE LAW, WILL NOT CONSTITUTE OR RESULT IN A NON-EXEMPT  PROHIBITED  TRANSACTION
UNDER  SECTION  406 OF ERISA OR SECTION  4975 OF THE CODE AND WILL NOT SUBJECT  THE MASTER  SERVICER,  THE
TRUSTEE OR THE SECURITIES  ADMINISTRATOR  TO ANY  OBLIGATION OR LIABILITY IN ADDITION TO THOSE  UNDERTAKEN
IN THE AGREEMENT.





                  ANY RESALE,  TRANSFER OR OTHER  DISPOSITION OF THIS  CERTIFICATE MAY BE MADE ONLY IF THE
PROPOSED  TRANSFEREE  PROVIDES A TRANSFER  AFFIDAVIT TO THE MASTER  SERVICER AND THE TRUSTEE THAT (1) SUCH
TRANSFEREE IS NOT (A) THE UNITED STATES,  ANY STATE OR POLITICAL  SUBDIVISION  THEREOF,  ANY POSSESSION OF
THE  UNITED  STATES,  OR  ANY  AGENCY  OR   INSTRUMENTALITY  OF  ANY  OF  THE  FOREGOING  (OTHER  THAN  AN
INSTRUMENTALITY  WHICH IS A  CORPORATION  IF ALL OF ITS  ACTIVITIES  ARE  SUBJECT  TO TAX AND  EXCEPT  FOR
FREDDIE  MAC, A MAJORITY OF ITS BOARD OF  DIRECTORS  IS NOT  SELECTED BY SUCH  GOVERNMENTAL  UNIT),  (B) A
FOREIGN  GOVERNMENT,  ANY INTERNATIONAL  ORGANIZATION,  OR ANY AGENCY OR  INSTRUMENTALITY OF EITHER OF THE
FOREGOING,  (C) ANY  ORGANIZATION  (OTHER THAN CERTAIN FARMERS'  COOPERATIVES  DESCRIBED IN SECTION 521 OF
THE CODE)  WHICH IS EXEMPT  FROM THE TAX  IMPOSED BY CHAPTER 1 OF THE CODE  UNLESS  SUCH  ORGANIZATION  IS
SUBJECT TO THE TAX  IMPOSED BY SECTION  511 OF THE CODE  (INCLUDING  THE TAX IMPOSED BY SECTION 511 OF THE
CODE ON UNRELATED  BUSINESS TAXABLE INCOME),  (D) RURAL ELECTRIC AND TELEPHONE  COOPERATIVES  DESCRIBED IN
SECTION  1381(a)(2)(C)  OF THE CODE,  (E) AN ELECTING LARGE  PARTNERSHIP  UNDER SECTION 775(a) OF THE CODE
(ANY SUCH PERSON  DESCRIBED IN THE FOREGOING  CLAUSES (A),  (B), (C), (D) OR (E) BEING HEREIN  REFERRED TO
AS A  "DISQUALIFIED  ORGANIZATION"),  OR (F) AN AGENT OF A  DISQUALIFIED  ORGANIZATION,  (2) NO PURPOSE OF
SUCH TRANSFER IS TO IMPEDE THE ASSESSMENT OR COLLECTION OF TAX AND (3) SUCH TRANSFEREE  SATISFIES  CERTAIN
ADDITIONAL  CONDITIONS  RELATING TO THE FINANCIAL  CONDITION OF THE PROPOSED  TRANSFEREE.  NOTWITHSTANDING
THE  REGISTRATION  IN THE  CERTIFICATE  REGISTER  OR ANY  TRANSFER,  SALE  OR  OTHER  DISPOSITION  OF THIS
CERTIFICATE TO A DISQUALIFIED ORGANIZATION OR AN AGENT OF A DISQUALIFIED  ORGANIZATION,  SUCH REGISTRATION
SHALL BE DEEMED TO BE OF NO LEGAL FORCE OR EFFECT  WHATSOEVER  AND SUCH PERSON SHALL NOT BE DEEMED TO BE A
CERTIFICATEHOLDER FOR ANY PURPOSE HEREUNDER,  INCLUDING,  BUT NOT LIMITED TO, THE RECEIPT OF DISTRIBUTIONS
ON THIS CERTIFICATE.



Certificate No.1                                           Percentage Interest: 100%




Class R




Date of Pooling and Servicing Agreement and Cut-off Date:  Aggregate Initial Certificate Principal Balance of this
June 1, 2006                                               Certificate as of the Cut-off Date:
                                                           $0.00




                                                           Initial Certificate Principal Balance of this
First Distribution Date:                                   Certificate as of the Cut-off Date:
July 25, 2006                                              $0.00




Master Servicer:                                           CUSIP: __________
Wells Fargo Bank, National Association




Assumed Final Distribution Date:
July 25, 2036




                                           BEAR STEARNS ALT-A TRUST 2006-4
                                          MORTGAGE PASS-THROUGH CERTIFICATE
                                                    SERIES 2006-4

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

                  This  Certificate  is payable  solely  from the assets of the Trust  Fund,  and does not
represent an obligation of or interest in Structured  Asset Mortgage  Investments II Inc. ("SAMI II"), the
Master  Servicer,  the  Securities  Administrator  or the  Trustee  referred  to  below  or  any of  their
affiliates  or any  other  person.  Neither  this  Certificate  nor  the  underlying  Mortgage  Loans  are
guaranteed  or insured by any  governmental  entity or by SAMI II, the Master  Servicer  or the Trustee or
any of their  affiliates  or any  other  person.  None of SAMI II,  the  Master  Servicer  or any of their
affiliates  will have any obligation  with respect to any  certificate or other  obligation  secured by or
payable from payments on the Certificates.



                  This  certifies  that Bear,  Stearns  Securities  Corp. is the  registered  owner of the
Fractional  Undivided  Interest  evidenced hereby in the beneficial  ownership interest of Certificates of
the same Class as this  Certificate  in a trust (the "Trust Fund")  primarily  consisting of  conventional
adjustable  rate  mortgage  loans  secured by first liens on one- to four- family  residential  properties
(collectively,  the  "Mortgage  Loans")  sold by SAMI II. The  Mortgage  Loans  were sold by EMC  Mortgage
Corporation  ("EMC") to SAMI II.  Wells Fargo  Bank,  National  Association  ("Wells  Fargo")  will act as
master servicer of the Mortgage Loans (the "Master  Servicer," which term includes any successors  thereto
under the Agreement  referred to below).  The Trust Fund was created pursuant to the Pooling and Servicing
Agreement  dated as of the Cut-off Date  specified  above (the  "Agreement"),  among SAMI II, as depositor
(the  "Seller"),   the  Master  Servicer,  Wells  Fargo,  as  securities  administrator  (the  "Securities
Administrator"),  EMC Mortgage  Corporation and Citibank,  N.A., as trustee (the "Trustee"),  a summary of
certain of the pertinent  provisions of which is set forth  hereafter.  To the extent not defined  herein,
capitalized  terms used herein shall have the meaning ascribed to them in the Agreement.  This Certificate
is issued  under and is  subject  to the terms,  provisions  and  conditions  of the  Agreement,  to which
Agreement the Holder of this  Certificate  by virtue of its  acceptance  hereof  assents and by which such
Holder is bound.

         Each Holder of this  Certificate  will be deemed to have  agreed to be bound by the  restrictions
set forth in the  Agreement  to the  effect  that (i) each  person  holding  or  acquiring  any  ownership
interest  in this  Certificate  must be a  United  States  Person  and a  Permitted  Transferee,  (ii) the
transfer of any  ownership  interest in this  Certificate  will be  conditioned  upon the  delivery to the
Securities  Administrator  of, among other  things,  an affidavit to the effect that it is a United States
Person and Permitted  Transferee,  (iii) any attempted or purported  transfer of any ownership interest in
this  Certificate  in violation of such  restrictions  will be  absolutely  null and void and will vest no
rights in the  purported  transferee,  and (iv) if any  person  other  than a United  States  Person and a
Permitted   Transferee  acquires  any  ownership  interest  in  this  Certificate  in  violation  of  such
restrictions,  then the Seller  will have the right,  in its sole  discretion  and  without  notice to the
Holder of this  Certificate,  to sell this  Certificate  to a  purchaser  selected  by the  Seller,  which
purchaser may be the Seller,  or any affiliate of the Seller,  on such terms and  conditions as the Seller
may choose.

                  The  Securities  Administrator  will  distribute  on the 25th day of each month,  or, if
such 25th day is not a Business  Day,  the  immediately  following  Business  Day (each,  a  "Distribution
Date"),  commencing  on the first  Distribution  Date  specified  above,  to the Person in whose name this
Certificate  is  registered  at the close of business on the last  Business  Day of the month  immediately
preceding the month of the related  Distribution  Date,  an amount equal to the product of the  Fractional
Undivided  Interest  evidenced  by this  Certificate  and the amounts  required to be  distributed  to the
Holders of  Certificates of the same Class as this  Certificate.  The Assumed Final  Distribution  Date is
the Distribution Date in the month following the latest scheduled maturity date of any Mortgage Loan.

                  Distributions  on this  Certificate  will be made  by the  Securities  Administrator  by
check mailed to the address of the Person  entitled  thereto as such name and address  shall appear on the
Certificate  Register or, if such Person so requests by notifying the Securities  Administrator in writing
as specified in the Agreement,  by wire transfer.  Notwithstanding  the above,  the final  distribution on
this  Certificate  will be made after due notice by the Securities  Administrator  of the pendency of such
distribution  and only  upon  presentation  and  surrender  of this  Certificate  at the  office or agency
appointed by the Securities Administrator for that purpose and designated in such notice.




                  No transfer of this  Certificate  shall be made unless the transfer is made  pursuant to
an effective  registration  statement  under the Securities Act of 1933, as amended (the "1933 Act"),  and
an effective  registration  or  qualification  under  applicable  state  securities  laws, or is made in a
transaction that does not require such  registration or  qualification.  In the event that such a transfer
of this  Certificate is to be made without  registration or  qualification,  the Securities  Administrator
shall  require  receipt of (i) if such transfer is  purportedly  being made (a) in reliance upon Rule 144A
under the 1933 Act or (b) to a  transferee  that is an  "Institutional  Accredited  Investor"  within  the
meaning of Rule  501(a)(1),  (2), (3) or (7) of  Regulation D under the 1933 Act,  written  certifications
from the Holder of the  Certificate  desiring to effect the transfer,  and from such Holder's  prospective
transferee,  substantially  in the forms  attached to the Agreement as Exhibit F-1 or F-2, as  applicable,
and (ii) if requested  by the  Securities  Administrator,  an Opinion of Counsel  satisfactory  to it that
such transfer may be made without such  registration or qualification  (which Opinion of Counsel shall not
be an expense  of the Trust Fund or of the  Seller,  the  Trustee,  the  Securities  Administrator  or the
Master  Servicer  in  their  respective   capacities  as  such),  together  with  copies  of  the  written
certification(s)  of the Holder of the  Certificate  desiring to effect the transfer  and/or such Holder's
prospective  transferee  upon which such Opinion of Counsel is based.  None of the Seller,  the Securities
Administrator  or the Trustee is obligated to register or qualify the Class of  Certificates  specified on
the face  hereof  under the 1933 Act or any  other  securities  law or to take any  action  not  otherwise
required  under the  Agreement  to permit  the  transfer  of such  Certificates  without  registration  or
qualification.  Any  Holder  desiring  to effect a  transfer  of this  Certificate  shall be  required  to
indemnify  the Trustee,  the  Securities  Administrator,  the Seller and the Master  Servicer  against any
liability  that may  result  if the  transfer  is not so  exempt  or is not made in  accordance  with such
federal and state laws.

                  No  transfer  of  this  Class  R  Certificate   will  be  made  unless  the   Securities
Administrator  has received either (i) opinion of counsel for the benefit of the Trustee,  Master Servicer
and the  Securities  Administrator  and  which  they may  rely  which is  satisfactory  to the  Securities
Administrator  that the purchase of this  certificate is permissible  under local law, will not constitute
or result in a non-exempt  prohibited  transaction  under  Section 406 of the Employee  Retirement  Income
Security Act of 1974,  as amended  ("ERISA"),  and Section 4975 of the Internal  Revenue  Code, as amended
(the "Code"),  and will not subject the Master  Servicer,  the Trustee or the Securities  Administrator to
any  obligation or liability in addition to those  undertaken  in the  Agreement or (ii) a  representation
letter  stating  that the  transferee  is not  acquiring  directly or  indirectly  by, or on behalf of, an
employee  benefit  plan or other  retirement  arrangement  that is  subject  to Title I of  ERISA,  and/or
Section 4975 of the Code (each, a "Plan"), or by a person using "plan assets" of a Plan.

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

                  The Certificateholder,  by its acceptance of this Certificate,  agrees that it will look
solely to the Trust Fund for payment  hereunder  and that  neither the  Securities  Administrator  nor the
Trustee  is  liable to the  Certificateholders  for any  amount  payable  under  this  Certificate  or the
Agreement  or,  except  as  expressly  provided  in the  Agreement,  subject  to any  liability  under the
Agreement.

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

                  The Agreement  permits,  with certain  exceptions  therein  provided:  (i) the amendment
thereof  and of the  Servicing  Agreements  and the  modification  of the  rights and  obligations  of the
Seller,  the  Master  Servicer,  the  Securities  Administrator  and the  Trustee  and the  rights  of the
Certificateholders  under the Agreement  from time to time by EMC, the Seller,  the Master  Servicer,  the
Securities  Administrator and the Trustee,  and (ii) the amendment thereof and of the Servicing Agreements
by the Master  Servicer  and the  Trustee  with the  consent of the  Holders of  Certificates,  evidencing
Fractional  Undivided  Interests  aggregating  not less than 51% of the Trust Fund (or in  certain  cases,
Holders of  Certificates  of affected  Classes  evidencing  such  percentage of the  Fractional  Undivided
Interests  thereof).  Any such consent by the Holder of this  Certificate  shall be conclusive and binding
on such Holder and upon all future  Holders of this  Certificate  and of any  Certificate  issued upon the
transfer  hereof or in lieu hereof whether or not notation of such consent is made upon this  Certificate.
The Agreement  also permits the  amendment  thereof and of the  Servicing  Agreements  in certain  limited
circumstances, without the consent of the Holders of any of the Certificates.

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




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

                  No service charge will be made to the  Certificateholders  for any such  registration of
transfer,  but the Securities  Administrator  may require  payment of a sum sufficient to cover any tax or
other governmental charge payable in connection therewith.  The Seller, the Master Servicer,  the Trustee,
the  Securities  Administrator  and any  agent of any of them may  treat  the  Person  in whose  name this
Certificate  is  registered  as the owner  hereof for all  purposes,  and none of the  Seller,  the Master
Servicer,  the Trustee, the Securities  Administrator or any such agent shall be affected by notice to the
contrary.

                  The  obligations  created by the  Agreement  and the Trust Fund created  thereby  (other
than the  obligations  to make  payments to  Certificateholders  with  respect to the  termination  of the
Agreement)  shall  terminate  upon the earlier of (i) the later of (A) the  maturity or other  liquidation
(or Advance with respect  thereto) of the last Mortgage Loan  remaining in the Trust Fund and  disposition
of all property  acquired upon  foreclosure  or deed in lieu of  foreclosure  of any Mortgage Loan and (B)
the  remittance of all funds due under the Agreement,  or (ii) the optional  repurchase by the party named
in the  Agreement of all the  Mortgage  Loans and other  assets of the Trust Fund in  accordance  with the
terms of the Agreement.  Such optional  repurchase may be made only if (i) the Scheduled Principal Balance
of the  Mortgage  Loans at the time of any such  repurchase  is less than 20% of the Cut-off  Date Balance
for Loan Group I or (ii) the  Depositor,  based upon an Opinion of Counsel  addressed to the Depositor and
the Trustee has  determined  that the REMIC status of any REMIC under the  Agreement has been lost or that
a  substantial  risk exists that such REMIC status will be lost for the  then-current  taxable  year.  The
exercise of such right will effect the early retirement of the Certificates.  In no event,  however,  will
the Trust Fund created by the  Agreement  continue  beyond the  expiration  of 21 years after the death of
certain persons identified in the Agreement.

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


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

Dated: June 30, 2006                                          WELLS FARGO BANK, NATIONAL ASSOCIATION
                                                              not in its  individual  capacity  but solely
                                                              as Securities Administrator


                                                              By:_________________________________________
                                                                                Authorized Signatory


                                            CERTIFICATE OF AUTHENTICATION

                  This is one of the Class R Certificates referred to in the within-mentioned Agreement.

                                                              WELLS FARGO BANK, NATIONAL ASSOCIATION
                                                              Authorized  signatory  of Wells  Fargo Bank,
                                                              National    Association,    not    in    its
                                                              individual    capacity    but    solely   as
                                                              Securities Administrator

                                                              By:_________________________________________
                                                                                Authorized Signatory


                                                     ASSIGNMENT

                  FOR VALUE RECEIVED,  the  undersigned  hereby  sell(s),  assign(s) and transfer(s)  unto
__________________________________  (Please print or typewrite name and address  including postal zip code
of assignee) a Fractional  Undivided  Interest evidenced by the within Mortgage  Pass-Through  Certificate
and hereby  authorizes  the  transfer of  registration  of such  interest  to assignee on the  Certificate
Register of the Trust Fund.

                  I (We) further  direct the  Certificate  Registrar to issue a new  Certificate of a like
denomination  and Class,  to the above  named  assignee  and deliver  such  Certificate  to the  following
address:




Dated:
                                    Signature by or on behalf of assignor



                                                              Signature Guaranteed

                                              DISTRIBUTION INSTRUCTIONS

                  The assignee should include the following for purposes of distribution:

                  Distributions  shall be made, by wire transfer or otherwise,  in  immediately  available
funds to  _________________________________  for the account of  _________________________  account number
_____________,  or, if mailed by check, to  ______________________________.  Applicable  statements should
be mailed to _____________________________________________.

                  This information is provided by    __________________,  the  assignee  named  above,  or
________________________, as its agent.



                                                                                             EXHIBIT A-5-2

                                      FORM OF CLASS R-X CERTIFICATE

                  THIS  CERTIFICATE  MAY NOT BE HELD BY OR TRANSFERRED TO A NON-UNITED  STATES PERSON OR A
DISQUALIFIED ORGANIZATION (AS DEFINED BELOW).

                  SOLELY FOR U.S. FEDERAL INCOME TAX PURPOSES,  THIS CERTIFICATE IS A "RESIDUAL  INTEREST"
IN A "REAL  ESTATE  MORTGAGE  INVESTMENT  CONDUIT" AS THOSE TERMS ARE DEFINED,  RESPECTIVELY,  IN SECTIONS
860G AND 860D OF THE INTERNAL REVENUE CODE OF 1986, AS AMENDED (THE "CODE").

                  THIS  CERTIFICATE  HAS NOT BEEN AND WILL NOT BE REGISTERED  UNDER THE  SECURITIES ACT OF
1933, AS AMENDED (THE  "SECURITIES  ACT"),  OR UNDER ANY STATE  SECURITIES  LAWS.  THE HOLDER  HEREOF,  BY
PURCHASING THIS CERTIFICATE,  AGREES THAT THIS CERTIFICATE MAY BE REOFFERED,  RESOLD, PLEDGED OR OTHERWISE
TRANSFERRED  ONLY IN COMPLIANCE  WITH THE SECURITIES ACT AND OTHER  APPLICABLE  LAWS AND ONLY (1) PURSUANT
TO RULE 144A UNDER THE SECURITIES ACT ("RULE 144A") TO A PERSON THAT THE HOLDER  REASONABLY  BELIEVES IS A
QUALIFIED  INSTITUTIONAL  BUYER WITHIN THE MEANING OF RULE 144A (A "QIB"),  PURCHASING FOR ITS OWN ACCOUNT
OR A QIB  PURCHASING  FOR THE  ACCOUNT  OF A QIB,  WHOM THE HOLDER HAS  INFORMED,  IN EACH CASE,  THAT THE
REOFFER,  RESALE,  PLEDGE OR OTHER TRANSFER IS BEING MADE IN RELIANCE ON RULE 144A OR (2) IN  CERTIFICATED
FORM TO AN "INSTITUTIONAL  ACCREDITED INVESTOR" WITHIN THE MEANING THEREOF IN RULE 501(a)(1),  (2), (3) or
(7) OF  REGULATION  D UNDER THE ACT OR ANY  ENTITY IN WHICH ALL OF THE  EQUITY  OWNERS  COME  WITHIN  SUCH
PARAGRAPHS  PURCHASING  NOT FOR  DISTRIBUTION  IN  VIOLATION  OF THE  SECURITIES  ACT,  SUBJECT TO (A) THE
RECEIPT BY THE SECURITIES  ADMINISTRATOR  OF A LETTER  SUBSTANTIALLY IN THE FORM PROVIDED IN THE AGREEMENT
AND (B) THE RECEIPT BY THE SECURITIES  ADMINISTRATOR  OF SUCH OTHER EVIDENCE  ACCEPTABLE TO THE SECURITIES
ADMINISTRATOR THAT SUCH REOFFER,  RESALE,  PLEDGE OR TRANSFER IS IN COMPLIANCE WITH THE SECURITIES ACT AND
OTHER  APPLICABLE  LAWS OR IN EACH CASE IN ACCORDANCE  WITH ALL APPLICABLE  SECURITIES  LAWS OF THE UNITED
STATES AND ANY OTHER APPLICABLE JURISDICTION.




                  THIS  CERTIFICATE  MAY NOT BE ACQUIRED  DIRECTLY OR  INDIRECTLY  BY, OR ON BEHALF OF, AN
EMPLOYEE  BENEFIT  PLAN OR  OTHER  RETIREMENT  ARRANGEMENT  THAT IS  SUBJECT  TO  TITLE I OF THE  EMPLOYEE
RETIREMENT  INCOME  SECURITY  ACT OF 1974,  AS AMENDED  ("ERISA"),  AND/OR  SECTION  4975 OF THE  INTERNAL
REVENUE CODE OF 1986, AS AMENDED (THE "CODE")  (EACH,  A "PLAN"),  OR BY A PERSON USING "PLAN ASSETS" OF A
PLAN,  UNLESS THE PROPOSED  TRANSFEREE  PROVIDES THE SECURITIES  ADMINISTRATOR  WITH AN OPINION OF COUNSEL
FOR THE BENEFIT OF THE TRUSTEE,  MASTER  SERVICER AND THE SECURITIES  ADMINISTRATOR  AND ON WHICH THEY MAY
RELY WHICH IS  SATISFACTORY  TO THE  SECURITIES  ADMINISTRATOR  THAT THE PURCHASE OF THIS  CERTIFICATE  IS
PERMISSIBLE  UNDER  APPLICABLE LAW, WILL NOT CONSTITUTE OR RESULT IN A NON-EXEMPT  PROHIBITED  TRANSACTION
UNDER  SECTION  406 OF ERISA OR SECTION  4975 OF THE CODE AND WILL NOT SUBJECT  THE MASTER  SERVICER,  THE
TRUSTEE OR THE SECURITIES  ADMINISTRATOR  TO ANY  OBLIGATION OR LIABILITY IN ADDITION TO THOSE  UNDERTAKEN
IN THE AGREEMENT.





                  ANY RESALE,  TRANSFER OR OTHER  DISPOSITION OF THIS  CERTIFICATE MAY BE MADE ONLY IF THE
PROPOSED  TRANSFEREE  PROVIDES A TRANSFER  AFFIDAVIT TO THE MASTER  SERVICER AND THE TRUSTEE THAT (1) SUCH
TRANSFEREE IS NOT (A) THE UNITED STATES,  ANY STATE OR POLITICAL  SUBDIVISION  THEREOF,  ANY POSSESSION OF
THE  UNITED  STATES,  OR  ANY  AGENCY  OR   INSTRUMENTALITY  OF  ANY  OF  THE  FOREGOING  (OTHER  THAN  AN
INSTRUMENTALITY  WHICH IS A  CORPORATION  IF ALL OF ITS  ACTIVITIES  ARE  SUBJECT  TO TAX AND  EXCEPT  FOR
FREDDIE  MAC, A MAJORITY OF ITS BOARD OF  DIRECTORS  IS NOT  SELECTED BY SUCH  GOVERNMENTAL  UNIT),  (B) A
FOREIGN  GOVERNMENT,  ANY INTERNATIONAL  ORGANIZATION,  OR ANY AGENCY OR  INSTRUMENTALITY OF EITHER OF THE
FOREGOING,  (C) ANY  ORGANIZATION  (OTHER THAN CERTAIN FARMERS'  COOPERATIVES  DESCRIBED IN SECTION 521 OF
THE CODE)  WHICH IS EXEMPT  FROM THE TAX  IMPOSED BY CHAPTER 1 OF THE CODE  UNLESS  SUCH  ORGANIZATION  IS
SUBJECT TO THE TAX  IMPOSED BY SECTION  511 OF THE CODE  (INCLUDING  THE TAX IMPOSED BY SECTION 511 OF THE
CODE ON UNRELATED  BUSINESS TAXABLE INCOME),  (D) RURAL ELECTRIC AND TELEPHONE  COOPERATIVES  DESCRIBED IN
SECTION  1381(a)(2)(C)  OF THE CODE,  (E) AN ELECTING LARGE  PARTNERSHIP  UNDER SECTION 775(a) OF THE CODE
(ANY SUCH PERSON  DESCRIBED IN THE FOREGOING  CLAUSES (A),  (B), (C), (D) OR (E) BEING HEREIN  REFERRED TO
AS A  "DISQUALIFIED  ORGANIZATION"),  OR (F) AN AGENT OF A  DISQUALIFIED  ORGANIZATION,  (2) NO PURPOSE OF
SUCH TRANSFER IS TO IMPEDE THE ASSESSMENT OR COLLECTION OF TAX AND (3) SUCH TRANSFEREE  SATISFIES  CERTAIN
ADDITIONAL  CONDITIONS  RELATING TO THE FINANCIAL  CONDITION OF THE PROPOSED  TRANSFEREE.  NOTWITHSTANDING
THE  REGISTRATION  IN THE  CERTIFICATE  REGISTER  OR ANY  TRANSFER,  SALE  OR  OTHER  DISPOSITION  OF THIS
CERTIFICATE TO A DISQUALIFIED ORGANIZATION OR AN AGENT OF A DISQUALIFIED  ORGANIZATION,  SUCH REGISTRATION
SHALL BE DEEMED TO BE OF NO LEGAL FORCE OR EFFECT  WHATSOEVER  AND SUCH PERSON SHALL NOT BE DEEMED TO BE A
CERTIFICATEHOLDER FOR ANY PURPOSE HEREUNDER,  INCLUDING,  BUT NOT LIMITED TO, THE RECEIPT OF DISTRIBUTIONS
ON THIS CERTIFICATE.



Certificate No.1                                           Percentage Interest: 100%




Class R-X




Date of Pooling and Servicing Agreement and Cut-off Date:  Aggregate Initial Certificate Principal Balance of this
June 1, 2006                                               Certificate as of the Cut-off Date:
                                                           $0.00




                                                           Initial Certificate Principal Balance of this
First Distribution Date:                                   Certificate as of the Cut-off Date:
July 25, 2006                                              $0.00




Master Servicer:                                           CUSIP: ____________
Wells Fargo Bank, National Association




Assumed Final Distribution Date:
July 25, 2036




                                           BEAR STEARNS ALT-A TRUST 2006-4
                                          MORTGAGE PASS-THROUGH CERTIFICATE
                                                    SERIES 2006-4

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

                  This  Certificate  is payable  solely  from the assets of the Trust  Fund,  and does not
represent an obligation of or interest in Structured  Asset Mortgage  Investments II Inc. ("SAMI II"), the
Master  Servicer,  the  Securities  Administrator  or the  Trustee  referred  to  below  or  any of  their
affiliates  or any  other  person.  Neither  this  Certificate  nor  the  underlying  Mortgage  Loans  are
guaranteed  or insured by any  governmental  entity or by SAMI II, the Master  Servicer  or the Trustee or
any of their  affiliates  or any  other  person.  None of SAMI II,  the  Master  Servicer  or any of their
affiliates  will have any obligation  with respect to any  certificate or other  obligation  secured by or
payable from payments on the Certificates.



                  This  certifies  that Bear,  Stearns  Securities  Corp. is the  registered  owner of the
Fractional  Undivided  Interest  evidenced hereby in the beneficial  ownership interest of Certificates of
the same Class as this  Certificate  in a trust (the "Trust Fund")  primarily  consisting of  conventional
adjustable  rate  mortgage  loans  secured by first liens on one- to four- family  residential  properties
(collectively,  the  "Mortgage  Loans")  sold by SAMI II. The  Mortgage  Loans  were sold by EMC  Mortgage
Corporation  ("EMC") to SAMI II.  Wells Fargo  Bank,  National  Association  ("Wells  Fargo")  will act as
master servicer of the Mortgage Loans (the "Master  Servicer," which term includes any successors  thereto
under the Agreement  referred to below).  The Trust Fund was created pursuant to the Pooling and Servicing
Agreement  dated as of the Cut-off Date  specified  above (the  "Agreement"),  among SAMI II, as depositor
(the  "Seller"),   the  Master  Servicer,  Wells  Fargo,  as  securities  administrator  (the  "Securities
Administrator"),  EMC Mortgage  Corporation and Citibank,  N.A., as trustee (the "Trustee"),  a summary of
certain of the pertinent  provisions of which is set forth  hereafter.  To the extent not defined  herein,
capitalized  terms used herein shall have the meaning ascribed to them in the Agreement.  This Certificate
is issued  under and is  subject  to the terms,  provisions  and  conditions  of the  Agreement,  to which
Agreement the Holder of this  Certificate  by virtue of its  acceptance  hereof  assents and by which such
Holder is bound.

         Each Holder of this  Certificate  will be deemed to have  agreed to be bound by the  restrictions
set forth in the  Agreement  to the  effect  that (i) each  person  holding  or  acquiring  any  ownership
interest  in this  Certificate  must be a  United  States  Person  and a  Permitted  Transferee,  (ii) the
transfer of any  ownership  interest in this  Certificate  will be  conditioned  upon the  delivery to the
Securities  Administrator  of, among other  things,  an affidavit to the effect that it is a United States
Person and Permitted  Transferee,  (iii) any attempted or purported  transfer of any ownership interest in
this  Certificate  in violation of such  restrictions  will be  absolutely  null and void and will vest no
rights in the  purported  transferee,  and (iv) if any  person  other  than a United  States  Person and a
Permitted   Transferee  acquires  any  ownership  interest  in  this  Certificate  in  violation  of  such
restrictions,  then the Seller  will have the right,  in its sole  discretion  and  without  notice to the
Holder of this  Certificate,  to sell this  Certificate  to a  purchaser  selected  by the  Seller,  which
purchaser may be the Seller,  or any affiliate of the Seller,  on such terms and  conditions as the Seller
may choose.

                  The  Securities  Administrator  will  distribute  on the 25th day of each month,  or, if
such 25th day is not a Business  Day,  the  immediately  following  Business  Day (each,  a  "Distribution
Date"),  commencing  on the first  Distribution  Date  specified  above,  to the Person in whose name this
Certificate  is  registered  at the close of business on the last  Business  Day of the month  immediately
preceding the month of the related  Distribution  Date,  an amount equal to the product of the  Fractional
Undivided  Interest  evidenced  by this  Certificate  and the amounts  required to be  distributed  to the
Holders of  Certificates of the same Class as this  Certificate.  The Assumed Final  Distribution  Date is
the Distribution Date in the month following the latest scheduled maturity date of any Mortgage Loan.

                  Distributions  on this  Certificate  will be made  by the  Securities  Administrator  by
check mailed to the address of the Person  entitled  thereto as such name and address  shall appear on the
Certificate  Register or, if such Person so requests by notifying the Securities  Administrator in writing
as specified in the Agreement,  by wire transfer.  Notwithstanding  the above,  the final  distribution on
this  Certificate  will be made after due notice by the Securities  Administrator  of the pendency of such
distribution  and only  upon  presentation  and  surrender  of this  Certificate  at the  office or agency
appointed by the Securities Administrator for that purpose and designated in such notice.




                  No transfer of this  Certificate  shall be made unless the transfer is made  pursuant to
an effective  registration  statement  under the Securities Act of 1933, as amended (the "1933 Act"),  and
an effective  registration  or  qualification  under  applicable  state  securities  laws, or is made in a
transaction that does not require such  registration or  qualification.  In the event that such a transfer
of this  Certificate is to be made without  registration or  qualification,  the Securities  Administrator
shall  require  receipt of (i) if such transfer is  purportedly  being made (a) in reliance upon Rule 144A
under the 1933 Act or (b) to a  transferee  that is an  "Institutional  Accredited  Investor"  within  the
meaning of Rule  501(a)(1),  (2), (3) or (7) of  Regulation D under the 1933 Act,  written  certifications
from the Holder of the  Certificate  desiring to effect the transfer,  and from such Holder's  prospective
transferee,  substantially  in the forms  attached to the Agreement as Exhibit F-1 or F-2, as  applicable,
and (ii) if requested  by the  Securities  Administrator,  an Opinion of Counsel  satisfactory  to it that
such transfer may be made without such  registration or qualification  (which Opinion of Counsel shall not
be an expense  of the Trust Fund or of the  Seller,  the  Trustee,  the  Securities  Administrator  or the
Master  Servicer  in  their  respective   capacities  as  such),  together  with  copies  of  the  written
certification(s)  of the Holder of the  Certificate  desiring to effect the transfer  and/or such Holder's
prospective  transferee  upon which such Opinion of Counsel is based.  None of the Seller,  the Securities
Administrator  or the Trustee is obligated to register or qualify the Class of  Certificates  specified on
the face  hereof  under the 1933 Act or any  other  securities  law or to take any  action  not  otherwise
required  under the  Agreement  to permit  the  transfer  of such  Certificates  without  registration  or
qualification.  Any  Holder  desiring  to effect a  transfer  of this  Certificate  shall be  required  to
indemnify  the Trustee,  the  Securities  Administrator,  the Seller and the Master  Servicer  against any
liability  that may  result  if the  transfer  is not so  exempt  or is not made in  accordance  with such
federal and state laws.

                  No  transfer  of  this  Class  R-X  Certificate  will  be  made  unless  the  Securities
Administrator  has received either (i) opinion of counsel for the benefit of the Trustee,  Master Servicer
and the  Securities  Administrator  and  which  they may  rely  which is  satisfactory  to the  Securities
Administrator  that the purchase of this  certificate is permissible  under local law, will not constitute
or result in a non-exempt  prohibited  transaction  under  Section 406 of the Employee  Retirement  Income
Security Act of 1974,  as amended  ("ERISA"),  and Section 4975 of the Internal  Revenue  Code, as amended
(the "Code"),  and will not subject the Master  Servicer,  the Trustee or the Securities  Administrator to
any  obligation or liability in addition to those  undertaken  in the  Agreement or (ii) a  representation
letter  stating  that the  transferee  is not  acquiring  directly or  indirectly  by, or on behalf of, an
employee  benefit  plan or other  retirement  arrangement  that is  subject  to Title I of  ERISA,  and/or
Section 4975 of the Code (each, a "Plan"), or by a person using "plan assets" of a Plan.

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

                  The Certificateholder,  by its acceptance of this Certificate,  agrees that it will look
solely to the Trust Fund for payment  hereunder  and that  neither the  Securities  Administrator  nor the
Trustee  is  liable to the  Certificateholders  for any  amount  payable  under  this  Certificate  or the
Agreement  or,  except  as  expressly  provided  in the  Agreement,  subject  to any  liability  under the
Agreement.

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

                  The Agreement  permits,  with certain  exceptions  therein  provided:  (i) the amendment
thereof  and of the  Servicing  Agreements  and the  modification  of the  rights and  obligations  of the
Seller,  the  Master  Servicer,  the  Securities  Administrator  and the  Trustee  and the  rights  of the
Certificateholders  under the Agreement  from time to time by EMC, the Seller,  the Master  Servicer,  the
Securities  Administrator and the Trustee,  and (ii) the amendment thereof and of the Servicing Agreements
by the Master  Servicer  and the  Trustee  with the  consent of the  Holders of  Certificates,  evidencing
Fractional  Undivided  Interests  aggregating  not less than 51% of the Trust Fund (or in  certain  cases,
Holders of  Certificates  of affected  Classes  evidencing  such  percentage of the  Fractional  Undivided
Interests  thereof).  Any such consent by the Holder of this  Certificate  shall be conclusive and binding
on such Holder and upon all future  Holders of this  Certificate  and of any  Certificate  issued upon the
transfer  hereof or in lieu hereof whether or not notation of such consent is made upon this  Certificate.
The Agreement  also permits the  amendment  thereof and of the  Servicing  Agreements  in certain  limited
circumstances, without the consent of the Holders of any of the Certificates.

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




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

                  No service charge will be made to the  Certificateholders  for any such  registration of
transfer,  but the Securities  Administrator  may require  payment of a sum sufficient to cover any tax or
other governmental charge payable in connection therewith.  The Seller, the Master Servicer,  the Trustee,
the  Securities  Administrator  and any  agent of any of them may  treat  the  Person  in whose  name this
Certificate  is  registered  as the owner  hereof for all  purposes,  and none of the  Seller,  the Master
Servicer,  the Trustee, the Securities  Administrator or any such agent shall be affected by notice to the
contrary.

                  The  obligations  created by the  Agreement  and the Trust Fund created  thereby  (other
than the  obligations  to make  payments to  Certificateholders  with  respect to the  termination  of the
Agreement)  shall  terminate  upon the earlier of (i) the later of (A) the  maturity or other  liquidation
(or Advance with respect  thereto) of the last Mortgage Loan  remaining in the Trust Fund and  disposition
of all property  acquired upon  foreclosure  or deed in lieu of  foreclosure  of any Mortgage Loan and (B)
the  remittance of all funds due under the Agreement,  or (ii) the optional  repurchase by the party named
in the  Agreement of all the  Mortgage  Loans and other  assets of the Trust Fund in  accordance  with the
terms of the Agreement.  Such optional  repurchase may be made only if (i) the Scheduled Principal Balance
of the  Mortgage  Loans at the time of any such  repurchase  is less than 20% of the Cut-off  Date Balance
for Loan Group I or (ii) the  Depositor,  based upon an Opinion of Counsel  addressed to the Depositor and
the Trustee has  determined  that the REMIC status of any REMIC under the  Agreement has been lost or that
a  substantial  risk exists that such REMIC status will be lost for the  then-current  taxable  year.  The
exercise of such right will effect the early retirement of the Certificates.  In no event,  however,  will
the Trust Fund created by the  Agreement  continue  beyond the  expiration  of 21 years after the death of
certain persons identified in the Agreement.

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


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

Dated: June 30, 2006                                          WELLS FARGO BANK, NATIONAL ASSOCIATION
                                                              not in its  individual  capacity  but solely
                                                              as Securities Administrator


                                                              By:_________________________________________
                                                                                Authorized Signatory


                                            CERTIFICATE OF AUTHENTICATION

                  This  is  one  of  the  Class  R-X  Certificates  referred  to in  the  within-mentioned
Agreement.

                                                              WELLS FARGO BANK, NATIONAL ASSOCIATION
                                                              Authorized  signatory  of Wells  Fargo Bank,
                                                              National    Association,    not    in    its
                                                              individual    capacity    but    solely   as
                                                              Securities Administrator

                                                              By:_________________________________________
                                                                                Authorized Signatory


                                                     ASSIGNMENT

                  FOR VALUE RECEIVED,  the  undersigned  hereby  sell(s),  assign(s) and transfer(s)  unto
__________________________________  (Please print or typewrite name and address  including postal zip code
of assignee) a Fractional  Undivided  Interest evidenced by the within Mortgage  Pass-Through  Certificate
and hereby  authorizes  the  transfer of  registration  of such  interest  to assignee on the  Certificate
Register of the Trust Fund.

                  I (We) further  direct the  Certificate  Registrar to issue a new  Certificate of a like
denomination  and Class,  to the above  named  assignee  and deliver  such  Certificate  to the  following
address:




Dated:
                                    Signature by or on behalf of assignor



                                                              Signature Guaranteed

                                              DISTRIBUTION INSTRUCTIONS

                  The assignee should include the following for purposes of distribution:

                  Distributions  shall be made, by wire transfer or otherwise,  in  immediately  available
funds to  _________________________________  for the account of  _________________________  account number
_____________,  or, if mailed by check, to  ______________________________.  Applicable  statements should
be mailed to _____________________________________________.

                  This information is provided by    __________________,  the  assignee  named  above,  or
________________________, as its agent.



                                                                                               EXHIBIT A-6

                                      FORM OF CLASS B-IO CERTIFICATE


                  THIS  CERTIFICATE  IS  SUBORDINATED  IN RIGHT OF PAYMENT TO THE CLASS A, THE CLASS M AND
THE CLASS B CERTIFICATES AS DESCRIBED IN THE AGREEMENT (AS DEFINED BELOW).

                  SOLELY FOR U.S. FEDERAL INCOME TAX PURPOSES,  THIS  CERTIFICATE IS A "REGULAR  INTEREST"
IN A "REAL ESTATE  MORTGAGE  INVESTMENT  CONDUIT," AS THOSE TERMS ARE DEFINED,  RESPECTIVELY,  IN SECTIONS
860G AND 860D OF THE INTERNAL REVENUE CODE OF 1986, AS AMENDED (THE "CODE").

                  THIS  CERTIFICATE  HAS NOT BEEN AND WILL NOT BE REGISTERED  UNDER THE  SECURITIES ACT OF
1933, AS AMENDED (THE  "SECURITIES  ACT"),  OR UNDER ANY STATE  SECURITIES  LAWS.  THE HOLDER  HEREOF,  BY
PURCHASING THIS CERTIFICATE,  AGREES THAT THIS CERTIFICATE MAY BE REOFFERED,  RESOLD, PLEDGED OR OTHERWISE
TRANSFERRED  ONLY IN COMPLIANCE  WITH THE SECURITIES ACT AND OTHER  APPLICABLE  LAWS AND ONLY (1) PURSUANT
TO RULE 144A UNDER THE SECURITIES ACT ("RULE 144A") TO A PERSON THAT THE HOLDER  REASONABLY  BELIEVES IS A
QUALIFIED  INSTITUTIONAL  BUYER WITHIN THE MEANING OF RULE 144A (A "QIB"),  PURCHASING FOR ITS OWN ACCOUNT
OR A QIB  PURCHASING  FOR THE  ACCOUNT  OF A QIB,  WHOM THE HOLDER HAS  INFORMED,  IN EACH CASE,  THAT THE
REOFFER,  RESALE,  PLEDGE OR OTHER TRANSFER IS BEING MADE IN RELIANCE ON RULE 144A OR (2) IN  CERTIFICATED
FORM TO AN "INSTITUTIONAL  ACCREDITED INVESTOR" WITHIN THE MEANING THEREOF IN RULE 501(a)(1),  (2), (3) or
(7) OF  REGULATION  D UNDER THE ACT OR ANY  ENTITY IN WHICH ALL OF THE  EQUITY  OWNERS  COME  WITHIN  SUCH
PARAGRAPHS  PURCHASING  NOT FOR  DISTRIBUTION  IN  VIOLATION  OF THE  SECURITIES  ACT,  SUBJECT TO (A) THE
RECEIPT BY THE SECURITIES  ADMINISTRATOR  OF A LETTER  SUBSTANTIALLY IN THE FORM PROVIDED IN THE AGREEMENT
AND (B) THE RECEIPT BY THE SECURITIES  ADMINISTRATOR  OF SUCH OTHER EVIDENCE  ACCEPTABLE TO THE SECURITIES
ADMINISTRATOR THAT SUCH REOFFER,  RESALE,  PLEDGE OR TRANSFER IS IN COMPLIANCE WITH THE SECURITIES ACT AND
OTHER  APPLICABLE  LAWS OR IN EACH CASE IN ACCORDANCE  WITH ALL APPLICABLE  SECURITIES  LAWS OF THE UNITED
STATES AND ANY OTHER APPLICABLE JURISDICTION.



                  THIS  CERTIFICATE  MAY NOT BE ACQUIRED  DIRECTLY OR  INDIRECTLY  BY, OR ON BEHALF OF, AN
EMPLOYEE  BENEFIT  PLAN OR  OTHER  RETIREMENT  ARRANGEMENT  THAT IS  SUBJECT  TO  TITLE I OF THE  EMPLOYEE
RETIREMENT  INCOME  SECURITY  ACT OF 1974,  AS AMENDED  ("ERISA"),  AND/OR  SECTION  4975 OF THE  INTERNAL
REVENUE CODE OF 1986, AS AMENDED (THE "CODE")  (EACH,  A "PLAN"),  OR BY A PERSON USING "PLAN ASSETS" OF A
PLAN,  UNLESS THE PROPOSED  TRANSFEREE  PROVIDES THE SECURITIES  ADMINISTRATOR  WITH AN OPINION OF COUNSEL
FOR THE BENEFIT OF THE TRUSTEE,  MASTER  SERVICER AND THE SECURITIES  ADMINISTRATOR  AND ON WHICH THEY MAY
RELY WHICH IS  SATISFACTORY  TO THE  SECURITIES  ADMINISTRATOR  THAT THE PURCHASE OF THIS  CERTIFICATE  IS
PERMISSIBLE  UNDER  APPLICABLE LAW, WILL NOT CONSTITUTE OR RESULT IN A NON-EXEMPT  PROHIBITED  TRANSACTION
UNDER  SECTION  406 OF ERISA OR SECTION  4975 OF THE CODE AND WILL NOT SUBJECT  THE MASTER  SERVICER,  THE
TRUSTEE OR THE SECURITIES  ADMINISTRATOR  TO ANY  OBLIGATION OR LIABILITY IN ADDITION TO THOSE  UNDERTAKEN
IN THE AGREEMENT.


Certificate No.1                                           Variable Pass-Through Rate



Class B-IO Subordinate




Date of Pooling and Servicing Agreement and Cut-off Date:  Aggregate Initial Notional Amount of this Certificate
June 1, 2006                                               as of the Cut-off Date:
                                                           $_____________




                                                           Initial Notional Amount of this Certificate as of the
First Distribution Date:                                   Cut-off Date:
July 25, 2006                                              $______________




Master Servicer:
Wells Fargo Bank, National Association




Assumed Final Distribution Date:                           CUSIP: ____________
July 25, 2036




                                           BEAR STEARNS ALT-A TRUST 2006-4
                                          MORTGAGE PASS-THROUGH CERTIFICATE
                                                    SERIES 2006-4

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

                  This  Certificate  is payable  solely  from the assets of the Trust  Fund,  and does not
represent an obligation of or interest in Structured  Asset Mortgage  Investments II Inc. ("SAMI II"), the
Master  Servicer,  the  Securities  Administrator  or the  Trustee  referred  to  below  or  any of  their
affiliates  or any  other  person.  Neither  this  Certificate  nor  the  underlying  Mortgage  Loans  are
guaranteed  or insured by any  governmental  entity or by SAMI II, the Master  Servicer  or the Trustee or
any of their  affiliates  or any  other  person.  None of SAMI II,  the  Master  Servicer  or any of their
affiliates  will have any obligation  with respect to any  certificate or other  obligation  secured by or
payable from payments on the Certificates.



                  This  certifies  that Bear,  Stearns  Securities  Corp. is the  registered  owner of the
Fractional  Undivided  Interest  evidenced hereby in the beneficial  ownership interest of Certificates of
the same Class as this  Certificate  in a trust (the "Trust Fund")  primarily  consisting of  conventional
adjustable  rate  mortgage  loans  secured by first liens on one- to four- family  residential  properties
(collectively,  the  "Mortgage  Loans")  sold by SAMI II. The  Mortgage  Loans  were sold by EMC  Mortgage
Corporation  ("EMC") to SAMI II.  Wells Fargo  Bank,  National  Association  ("Wells  Fargo")  will act as
master servicer of the Mortgage Loans (the "Master  Servicer," which term includes any successors  thereto
under the Agreement  referred to below).  The Trust Fund was created pursuant to the Pooling and Servicing
Agreement  dated as of the Cut-off Date  specified  above (the  "Agreement"),  among SAMI II, as depositor
(the  "Seller"),   the  Master  Servicer,  Wells  Fargo,  as  securities  administrator  (the  "Securities
Administrator"),  EMC Mortgage  Corporation and Citibank,  N.A., as trustee (the "Trustee"),  a summary of
certain of the pertinent  provisions of which is set forth  hereafter.  To the extent not defined  herein,
capitalized  terms used herein shall have the meaning ascribed to them in the Agreement.  This Certificate
is issued  under and is  subject  to the terms,  provisions  and  conditions  of the  Agreement,  to which
Agreement the Holder of this  Certificate  by virtue of its  acceptance  hereof  assents and by which such
Holder is bound.

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

                  Distributions  on this  Certificate  will be made  by the  Securities  Administrator  by
check mailed to the address of the Person  entitled  thereto as such name and address  shall appear on the
Certificate  Register or, if such Person so requests by notifying the Securities  Administrator in writing
as specified in the Agreement,  by wire transfer.  Notwithstanding  the above,  the final  distribution on
this  Certificate  will be made after due notice by the Securities  Administrator  of the pendency of such
distribution  and only  upon  presentation  and  surrender  of this  Certificate  at the  office or agency
appointed by the Securities  Administrator for that purpose and designated in such notice.  The Class B-IO
Certificates  have no Certificate  Principal  Balance.  The Initial Notional Amount of this Certificate is
set forth above.



                  No transfer of this  Certificate  shall be made unless the transfer is made  pursuant to
an effective  registration  statement  under the Securities Act of 1933, as amended (the "1933 Act"),  and
an effective  registration  or  qualification  under  applicable  state  securities  laws, or is made in a
transaction that does not require such  registration or  qualification.  In the event that such a transfer
of this  Certificate is to be made without  registration or  qualification,  the Securities  Administrator
shall  require  receipt of (i) if such transfer is  purportedly  being made (a) in reliance upon Rule 144A
under the 1933 Act or (b) to a  transferee  that is an  "Institutional  Accredited  Investor"  within  the
meaning of Rule  501(a)(1),  (2), (3) or (7) of  Regulation D under the 1933 Act,  written  certifications
from the Holder of the  Certificate  desiring to effect the transfer,  and from such Holder's  prospective
transferee,  substantially  in the forms  attached to the Agreement as Exhibit F-1 or F-2, as  applicable,
and (ii) if requested  by the  Securities  Administrator,  an Opinion of Counsel  satisfactory  to it that
such transfer may be made without such  registration or qualification  (which Opinion of Counsel shall not
be an expense  of the Trust Fund or of the  Seller,  the  Trustee,  the  Securities  Administrator  or the
Master  Servicer  in  their  respective   capacities  as  such),  together  with  copies  of  the  written
certification(s)  of the Holder of the  Certificate  desiring to effect the transfer  and/or such Holder's
prospective  transferee  upon which such Opinion of Counsel is based.  None of the Seller,  the Securities
Administrator  or the Trustee is obligated to register or qualify the Class of  Certificates  specified on
the face  hereof  under the 1933 Act or any  other  securities  law or to take any  action  not  otherwise
required  under the  Agreement  to permit  the  transfer  of such  Certificates  without  registration  or
qualification.  Any  Holder  desiring  to effect a  transfer  of this  Certificate  shall be  required  to
indemnify  the Trustee,  the  Securities  Administrator,  the Seller and the Master  Servicer  against any
liability  that may  result  if the  transfer  is not so  exempt  or is not made in  accordance  with such
federal and state laws.

                  No  transfer  of  this  Class  B-IO  Certificate  will  be made  unless  the  Securities
Administrator  has received either (i) opinion of counsel for the benefit of the Trustee,  Master Servicer
and the  Securities  Administrator  and  which  they may  rely  which is  satisfactory  to the  Securities
Administrator  that the purchase of this  certificate is permissible  under local law, will not constitute
or result in a non-exempt  prohibited  transaction  under  Section 406 of the Employee  Retirement  Income
Security Act of 1974,  as amended  ("ERISA"),  and Section 4975 of the Internal  Revenue  Code, as amended
(the "Code"),  and will not subject the Master  Servicer,  the Trustee or the Securities  Administrator to
any  obligation or liability in addition to those  undertaken  in the  Agreement or (ii) a  representation
letter  stating  that the  transferee  is not  acquiring  directly or  indirectly  by, or on behalf of, an
employee  benefit  plan or other  retirement  arrangement  that is  subject  to Title I of  ERISA,  and/or
Section 4975 of the Code (each, a "Plan"), or by a person using "plan assets" of a Plan.

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

                  The Certificateholder,  by its acceptance of this Certificate,  agrees that it will look
solely to the Trust Fund for payment  hereunder  and that  neither the  Securities  Administrator  nor the
Trustee  is  liable to the  Certificateholders  for any  amount  payable  under  this  Certificate  or the
Agreement  or,  except  as  expressly  provided  in the  Agreement,  subject  to any  liability  under the
Agreement.

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



                  The Agreement  permits,  with certain  exceptions  therein  provided:  (i) the amendment
thereof  and of the  Servicing  Agreements  and the  modification  of the  rights and  obligations  of the
Seller,  the  Master  Servicer,  the  Securities  Administrator  and the  Trustee  and the  rights  of the
Certificateholders  under the Agreement  from time to time by EMC, the Seller,  the Master  Servicer,  the
Securities  Administrator and the Trustee,  and (ii) the amendment thereof and of the Servicing Agreements
by the Master  Servicer  and the  Trustee  with the  consent of the  Holders of  Certificates,  evidencing
Fractional  Undivided  Interests  aggregating  not less than 51% of the Trust Fund (or in  certain  cases,
Holders of  Certificates  of affected  Classes  evidencing  such  percentage of the  Fractional  Undivided
Interests  thereof).  Any such consent by the Holder of this  Certificate  shall be conclusive and binding
on such Holder and upon all future  Holders of this  Certificate  and of any  Certificate  issued upon the
transfer  hereof or in lieu hereof whether or not notation of such consent is made upon this  Certificate.
The Agreement  also permits the  amendment  thereof and of the  Servicing  Agreements  in certain  limited
circumstances, without the consent of the Holders of any of the Certificates.

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

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

                  No service charge will be made to the  Certificateholders  for any such  registration of
transfer,  but the Securities  Administrator  may require  payment of a sum sufficient to cover any tax or
other governmental charge payable in connection therewith.  The Seller, the Master Servicer,  the Trustee,
the  Securities  Administrator  and any  agent of any of them may  treat  the  Person  in whose  name this
Certificate  is  registered  as the owner  hereof for all  purposes,  and none of the  Seller,  the Master
Servicer,  the Trustee, the Securities  Administrator or any such agent shall be affected by notice to the
contrary.



                  The  obligations  created by the  Agreement  and the Trust Fund created  thereby  (other
than the  obligations  to make  payments to  Certificateholders  with  respect to the  termination  of the
Agreement)  shall  terminate  upon the earlier of (i) the later of (A) the  maturity or other  liquidation
(or Advance with respect  thereto) of the last Mortgage Loan  remaining in the Trust Fund and  disposition
of all property  acquired upon  foreclosure  or deed in lieu of  foreclosure  of any Mortgage Loan and (B)
the  remittance of all funds due under the Agreement,  or (ii) the optional  repurchase by the party named
in the  Agreement of all the  Mortgage  Loans and other  assets of the Trust Fund in  accordance  with the
terms of the Agreement.  Such optional  repurchase may be made only if (i) the Scheduled Principal Balance
of the  Mortgage  Loans at the time of any such  repurchase  is less than 20% of the Cut-off  Date Balance
for Loan Group I or (ii) the  Depositor,  based upon an Opinion of Counsel  addressed to the Depositor and
the Trustee has  determined  that the REMIC status of any REMIC under the  Agreement has been lost or that
a  substantial  risk exists that such REMIC status will be lost for the  then-current  taxable  year.  The
exercise of such right will effect the early retirement of the Certificates.  In no event,  however,  will
the Trust Fund created by the  Agreement  continue  beyond the  expiration  of 21 years after the death of
certain persons identified in the Agreement.

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


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

Dated: June 30, 2006                                          WELLS FARGO BANK, NATIONAL ASSOCIATION
                                                              Not in its  individual  capacity  but solely
                                                              as Securities Administrator


                                                              By:_________________________________________
                                                                                Authorized Signatory


                                            CERTIFICATE OF AUTHENTICATION

                  This  is  one  of the  Class  B-IO  Certificates  referred  to in  the  within-mentioned
Agreement.

                                                              WELLS FARGO BANK, NATIONAL ASSOCIATION
                                                              Authorized  signatory  of Wells  Fargo Bank,
                                                              National    Association,    not    in    its
                                                              individual    capacity    but    solely   as
                                                              Securities Administrator


                                                              By:_________________________________________
                                                                                Authorized Signatory



                                                    ASSIGNMENT

                  FOR VALUE RECEIVED,  the  undersigned  hereby  sell(s),  assign(s) and transfer(s)  unto
__________________________________  (Please print or typewrite name and address  including postal zip code
of assignee) a Fractional  Undivided  Interest evidenced by the within Mortgage  Pass-Through  Certificate
and hereby  authorizes  the  transfer of  registration  of such  interest  to assignee on the  Certificate
Register of the Trust Fund.

                  I (We) further  direct the  Certificate  Registrar to issue a new  Certificate of a like
denomination  and Class,  to the above  named  assignee  and deliver  such  Certificate  to the  following
address:




Dated:
                                    Signature by or on behalf of assignor



                                                              Signature Guaranteed

                                             DISTRIBUTION INSTRUCTIONS

                  The assignee should include the following for purposes of distribution:

                  Distributions  shall be made, by wire transfer or otherwise,  in  immediately  available
funds to  _________________________________  for the account of  _________________________  account number
_____________,  or, if mailed by check, to  ______________________________.  Applicable  statements should
be mailed to _____________________________________________.

                  This information is provided by    __________________,  the  assignee  named  above,  or
________________________, as its agent.



                                                                                               EXHIBIT A-7

                                      FORM OF CLASS I-XP CERTIFICATE

                  THIS  CERTIFICATE  HAS NOT BEEN AND WILL NOT BE REGISTERED  UNDER THE  SECURITIES ACT OF
1933, AS AMENDED (THE  "SECURITIES  ACT"),  OR UNDER ANY STATE  SECURITIES  LAWS.  THE HOLDER  HEREOF,  BY
PURCHASING THIS CERTIFICATE,  AGREES THAT THIS CERTIFICATE MAY BE REOFFERED,  RESOLD, PLEDGED OR OTHERWISE
TRANSFERRED  ONLY IN COMPLIANCE  WITH THE SECURITIES ACT AND OTHER  APPLICABLE  LAWS AND ONLY (1) PURSUANT
TO RULE 144A UNDER THE SECURITIES ACT ("RULE 144A") TO A PERSON THAT THE HOLDER  REASONABLY  BELIEVES IS A
QUALIFIED  INSTITUTIONAL  BUYER WITHIN THE MEANING OF RULE 144A (A "QIB"),  PURCHASING FOR ITS OWN ACCOUNT
OR A QIB  PURCHASING  FOR THE  ACCOUNT  OF A QIB,  WHOM THE HOLDER HAS  INFORMED,  IN EACH CASE,  THAT THE
REOFFER,  RESALE,  PLEDGE OR OTHER TRANSFER IS BEING MADE IN RELIANCE ON RULE 144A OR (2) IN  CERTIFICATED
FORM TO AN "INSTITUTIONAL  ACCREDITED INVESTOR" WITHIN THE MEANING THEREOF IN RULE 501(a)(1),  (2), (3) or
(7) OF  REGULATION  D UNDER THE ACT OR ANY  ENTITY IN WHICH ALL OF THE  EQUITY  OWNERS  COME  WITHIN  SUCH
PARAGRAPHS  PURCHASING  NOT FOR  DISTRIBUTION  IN  VIOLATION  OF THE  SECURITIES  ACT,  SUBJECT TO (A) THE
RECEIPT BY THE SECURITIES  ADMINISTRATOR  OF A LETTER  SUBSTANTIALLY IN THE FORM PROVIDED IN THE AGREEMENT
AND (B) THE RECEIPT BY THE SECURITIES  ADMINISTRATOR  OF SUCH OTHER EVIDENCE  ACCEPTABLE TO THE SECURITIES
ADMINISTRATOR THAT SUCH REOFFER,  RESALE,  PLEDGE OR TRANSFER IS IN COMPLIANCE WITH THE SECURITIES ACT AND
OTHER  APPLICABLE  LAWS OR IN EACH CASE IN ACCORDANCE  WITH ALL APPLICABLE  SECURITIES  LAWS OF THE UNITED
STATES AND ANY OTHER APPLICABLE JURISDICTION.



                  THIS  CERTIFICATE  MAY NOT BE ACQUIRED  DIRECTLY OR  INDIRECTLY  BY, OR ON BEHALF OF, AN
EMPLOYEE  BENEFIT  PLAN OR  OTHER  RETIREMENT  ARRANGEMENT  THAT IS  SUBJECT  TO  TITLE I OF THE  EMPLOYEE
RETIREMENT  INCOME  SECURITY  ACT OF 1974,  AS AMENDED  ("ERISA"),  AND/OR  SECTION  4975 OF THE  INTERNAL
REVENUE CODE OF 1986, AS AMENDED (THE "CODE")  (EACH,  A "PLAN"),  OR BY A PERSON USING "PLAN ASSETS" OF A
PLAN,  UNLESS THE PROPOSED  TRANSFEREE  PROVIDES THE SECURITIES  ADMINISTRATOR  WITH AN OPINION OF COUNSEL
FOR THE BENEFIT OF THE TRUSTEE,  MASTER  SERVICER AND THE SECURITIES  ADMINISTRATOR  AND ON WHICH THEY MAY
RELY WHICH IS  SATISFACTORY  TO THE  SECURITIES  ADMINISTRATOR  THAT THE PURCHASE OF THIS  CERTIFICATE  IS
PERMISSIBLE  UNDER  APPLICABLE LAW, WILL NOT CONSTITUTE OR RESULT IN A NON-EXEMPT  PROHIBITED  TRANSACTION
UNDER  SECTION  406 OF ERISA OR SECTION  4975 OF THE CODE AND WILL NOT SUBJECT  THE MASTER  SERVICER,  THE
TRUSTEE OR THE SECURITIES  ADMINISTRATOR  TO ANY  OBLIGATION OR LIABILITY IN ADDITION TO THOSE  UNDERTAKEN
IN THE AGREEMENT.




Certificate No.1                                           Percentage Interest: 100%




Class I-XP Senior




Date of Pooling and Servicing Agreement and Cut-off Date:  Aggregate Initial Certificate Principal Balance of this
June 1, 2006                                               Certificate as of the Cut-off Date:
                                                           $0




                                                           Initial Certificate Principal Balance of this
First Distribution Date:                                   Certificate as of the Cut-off Date:
July 25, 2006                                              $0




Master Servicer:                                           CUSIP: ___________
Wells Fargo Bank, National Association




Assumed Final Distribution Date:
July 25, 2036




                                          BEAR STEARNS ALT-A TRUST 2006-4
                                         MORTGAGE PASS-THROUGH CERTIFICATE
                                                   SERIES 2006-4

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


                  This  Certificate  is payable  solely  from the assets of the Trust  Fund,  and does not
represent an obligation of or interest in Structured  Asset Mortgage  Investments II Inc. ("SAMI II"), the
Master  Servicer,  the  Securities  Administrator  or the  Trustee  referred  to  below  or  any of  their
affiliates  or any  other  person.  Neither  this  Certificate  nor  the  underlying  Mortgage  Loans  are
guaranteed  or insured by any  governmental  entity or by SAMI II, the Master  Servicer  or the Trustee or
any of their  affiliates  or any  other  person.  None of SAMI II,  the  Master  Servicer  or any of their
affiliates  will have any obligation  with respect to any  certificate or other  obligation  secured by or
payable from payments on the Certificates.



                  This  certifies  that Bear,  Stearns  Securities  Corp. is the  registered  owner of the
Fractional  Undivided  Interest  evidenced hereby in the beneficial  ownership interest of Certificates of
the same Class as this  Certificate  in a trust (the "Trust Fund")  primarily  consisting of  conventional
adjustable  rate  mortgage  loans  secured by first liens on one- to four- family  residential  properties
(collectively,  the  "Mortgage  Loans")  sold by SAMI II. The  Mortgage  Loans  were sold by EMC  Mortgage
Corporation  ("EMC") to SAMI II.  Wells Fargo  Bank,  National  Association  ("Wells  Fargo")  will act as
master servicer of the Mortgage Loans (the "Master  Servicer," which term includes any successors  thereto
under the Agreement  referred to below).  The Trust Fund was created pursuant to the Pooling and Servicing
Agreement  dated as of the Cut-off Date  specified  above (the  "Agreement"),  among SAMI II, as depositor
(the  "Seller"),   the  Master  Servicer,  Wells  Fargo,  as  securities  administrator  (the  "Securities
Administrator"),  EMC Mortgage  Corporation and Citibank,  N.A., as trustee (the "Trustee"),  a summary of
certain of the pertinent  provisions of which is set forth  hereafter.  To the extent not defined  herein,
capitalized  terms used herein shall have the meaning ascribed to them in the Agreement.  This Certificate
is issued  under and is  subject  to the terms,  provisions  and  conditions  of the  Agreement,  to which
Agreement the Holder of this  Certificate  by virtue of its  acceptance  hereof  assents and by which such
Holder is bound.

                  The  Securities  Administrator  will  distribute  on the 25th day of each month,  or, if
such 25th day is not a Business  Day,  the  immediately  following  Business  Day (each,  a  "Distribution
Date"),  commencing  on the first  Distribution  Date  specified  above,  to the Person in whose name this
Certificate  is  registered  at the close of business on the last  Business  Day of the month  immediately
preceding the month of the related  Distribution  Date,  an amount equal to the product of the  Fractional
Undivided  Interest  evidenced  by this  Certificate  and the amount  required  to be  distributed  to the
Holders of  Certificates of the same Class as this  Certificate.  The Assumed Final  Distribution  Date is
the Distribution  Date in the month following the latest scheduled  maturity date of any Mortgage Loan and
is not likely to be the date on which the  Certificate  Principal  Balance  of this Class of  Certificates
will be reduced to zero.

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



                  No transfer of this  Certificate  shall be made unless the transfer is made  pursuant to
an effective  registration  statement  under the Securities Act of 1933, as amended (the "1933 Act"),  and
an effective  registration  or  qualification  under  applicable  state  securities  laws, or is made in a
transaction that does not require such  registration or  qualification.  In the event that such a transfer
of this  Certificate is to be made without  registration or  qualification,  the Securities  Administrator
shall  require  receipt of (i) if such transfer is  purportedly  being made (a) in reliance upon Rule 144A
under the 1933 Act or (b) to a  transferee  that is an  "Institutional  Accredited  Investor"  within  the
meaning of Rule  501(a)(1),  (2), (3) or (7) of  Regulation D under the 1933 Act,  written  certifications
from the Holder of the  Certificate  desiring to effect the transfer,  and from such Holder's  prospective
transferee,  substantially  in the forms  attached to the Agreement as Exhibit F-1 or F-2, as  applicable,
and (ii) if requested  by the  Securities  Administrator,  an Opinion of Counsel  satisfactory  to it that
such transfer may be made without such  registration or qualification  (which Opinion of Counsel shall not
be an expense  of the Trust Fund or of the  Seller,  the  Trustee,  the  Securities  Administrator  or the
Master  Servicer  in  their  respective   capacities  as  such),  together  with  copies  of  the  written
certification(s)  of the Holder of the  Certificate  desiring to effect the transfer  and/or such Holder's
prospective  transferee  upon which such Opinion of Counsel is based.  None of the Seller,  the Securities
Administrator  or the Trustee is obligated to register or qualify the Class of  Certificates  specified on
the face  hereof  under the 1933 Act or any  other  securities  law or to take any  action  not  otherwise
required  under the  Agreement  to permit  the  transfer  of such  Certificates  without  registration  or
qualification.  Any  Holder  desiring  to effect a  transfer  of this  Certificate  shall be  required  to
indemnify  the Trustee,  the  Securities  Administrator,  the Seller and the Master  Servicer  against any
liability  that may  result  if the  transfer  is not so  exempt  or is not made in  accordance  with such
federal and state laws.

                  No  transfer  of  this  Class  I-XP  Certificate  will  be made  unless  the  Securities
Administrator  has received either (i) opinion of counsel for the benefit of the Trustee,  Master Servicer
and the  Securities  Administrator  and  which  they may  rely  which is  satisfactory  to the  Securities
Administrator  that the purchase of this  certificate is permissible  under local law, will not constitute
or result in a non-exempt  prohibited  transaction  under  Section 406 of the Employee  Retirement  Income
Security Act of 1974,  as amended  ("ERISA"),  and Section 4975 of the Internal  Revenue  Code, as amended
(the "Code"),  and will not subject the Master  Servicer,  the Trustee or the Securities  Administrator to
any  obligation or liability in addition to those  undertaken  in the  Agreement or (ii) a  representation
letter  stating  that the  transferee  is not  acquiring  directly or  indirectly  by, or on behalf of, an
employee  benefit  plan or other  retirement  arrangement  that is  subject  to Title I of  ERISA,  and/or
Section 4975 of the Code  (each, a "Plan"), or by a person using "plan assets" of a Plan.

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

                  The Certificateholder,  by its acceptance of this Certificate,  agrees that it will look
solely to the Trust Fund for payment  hereunder  and that  neither the  Securities  Administrator  nor the
Trustee  is  liable to the  Certificateholders  for any  amount  payable  under  this  Certificate  or the
Agreement  or,  except  as  expressly  provided  in the  Agreement,  subject  to any  liability  under the
Agreement.



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

                  The Agreement  permits,  with certain  exceptions  therein  provided:  (i) the amendment
thereof  and of the  Servicing  Agreements  and the  modification  of the  rights and  obligations  of the
Seller,  the  Master  Servicer,  the  Securities  Administrator  and the  Trustee  and the  rights  of the
Certificateholders  under the Agreement  from time to time by EMC, the Seller,  the Master  Servicer,  the
Securities  Administrator and the Trustee,  and (ii) the amendment thereof and of the Servicing Agreements
by the Master  Servicer  and the  Trustee  with the  consent of the  Holders of  Certificates,  evidencing
Fractional  Undivided  Interests  aggregating  not less than 51% of the Trust Fund (or in  certain  cases,
Holders of  Certificates  of affected  Classes  evidencing  such  percentage of the  Fractional  Undivided
Interests  thereof).  Any such consent by the Holder of this  Certificate  shall be conclusive and binding
on such Holder and upon all future  Holders of this  Certificate  and of any  Certificate  issued upon the
transfer  hereof or in lieu hereof whether or not notation of such consent is made upon this  Certificate.
The Agreement  also permits the  amendment  thereof and of the  Servicing  Agreements  in certain  limited
circumstances, without the consent of the Holders of any of the Certificates.

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

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

                  No service charge will be made to the  Certificateholders  for any such  registration of
transfer,  but the Securities  Administrator  may require  payment of a sum sufficient to cover any tax or
other governmental charge payable in connection therewith.  The Seller, the Master Servicer,  the Trustee,
the  Securities  Administrator  and any  agent of any of them may  treat  the  Person  in whose  name this
Certificate  is  registered  as the owner  hereof for all  purposes,  and none of the  Seller,  the Master
Servicer,  the Trustee, the Securities  Administrator or any such agent shall be affected by notice to the
contrary.



                  The  obligations  created by the  Agreement  and the Trust Fund created  thereby  (other
than the  obligations  to make  payments to  Certificateholders  with  respect to the  termination  of the
Agreement)  shall  terminate  upon the earlier of (i) the later of (A) the  maturity or other  liquidation
(or Advance with respect  thereto) of the last Mortgage Loan  remaining in the Trust Fund and  disposition
of all property  acquired upon  foreclosure  or deed in lieu of  foreclosure  of any Mortgage Loan and (B)
the  remittance of all funds due under the Agreement,  or (ii) the optional  repurchase by the party named
in the  Agreement of all the  Mortgage  Loans and other  assets of the Trust Fund in  accordance  with the
terms of the Agreement.  Such optional  repurchase may be made only if (i) the Scheduled Principal Balance
of the  Mortgage  Loans at the time of any such  repurchase  is less than 20% of the Cut-off  Date Balance
for Loan Group I or (ii) the  Depositor,  based upon an Opinion of Counsel  addressed to the Depositor and
the Trustee has  determined  that the REMIC status of any REMIC under the  Agreement has been lost or that
a  substantial  risk exists that such REMIC status will be lost for the  then-current  taxable  year.  The
exercise of such right will effect the early retirement of the Certificates.  In no event,  however,  will
the Trust Fund created by the  Agreement  continue  beyond the  expiration  of 21 years after the death of
certain persons identified in the Agreement.

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


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

Dated: June 30, 2006                                          WELLS FARGO BANK, NATIONAL ASSOCIATION
                                                              Not in its  individual  capacity  but solely
                                                              as Trustee


                                                              By:_________________________________________
                                                                                Authorized Signatory


                                           CERTIFICATE OF AUTHENTICATION

                  This  is  one  of the  Class  I-XP  Certificates  referred  to in  the  within-mentioned
Agreement.

                                                              WELLS FARGO BANK, NATIONAL ASSOCIATION
                                                              Authorized  signatory  of Wells  Fargo Bank,
                                                              National    Association,    not    in    its
                                                              individual    capacity    but    solely   as
                                                              Securities Administrator


                                                              By:_________________________________________
                                                                                Authorized Signatory








                                                    ASSIGNMENT

                  FOR VALUE RECEIVED,  the  undersigned  hereby  sell(s),  assign(s) and transfer(s)  unto
__________________________________  (Please print or typewrite name and address  including postal zip code
of assignee) a Fractional  Undivided  Interest evidenced by the within Mortgage  Pass-Through  Certificate
and hereby  authorizes  the  transfer of  registration  of such  interest  to assignee on the  Certificate
Register of the Trust Fund.

                  I (We) further  direct the  Certificate  Registrar to issue a new  Certificate of a like
denomination  and Class,  to the above  named  assignee  and deliver  such  Certificate  to the  following
address:




Dated:
                                    Signature by or on behalf of assignor



                                                              Signature Guaranteed

                                             DISTRIBUTION INSTRUCTIONS

                  The assignee should include the following for purposes of distribution:

                  Distributions  shall be made, by wire transfer or otherwise,  in  immediately  available
funds to  _________________________________  for the account of  _________________________  account number
_____________,  or, if mailed by check, to  ______________________________.  Applicable  statements should
be mailed to _____________________________________________.

                  This information is provided by    __________________,  the  assignee  named  above,  or
________________________, as its agent.



                                                                                               EXHIBIT A-8

                                      FORM OF CLASS II-A CERTIFICATE

                  SOLELY FOR U.S. FEDERAL INCOME TAX PURPOSES,  THIS  CERTIFICATE IS A "REGULAR  INTEREST"
IN A "REAL ESTATE  MORTGAGE  INVESTMENT  CONDUIT," AS THOSE TERMS ARE DEFINED,  RESPECTIVELY,  IN SECTIONS
860G AND 860D OF THE INTERNAL REVENUE CODE OF 1986, AS AMENDED (THE "CODE").

                  THE  CERTIFICATE  PRINCIPAL  BALANCE  OF  THIS  CERTIFICATE  WILL  BE  DECREASED  BY THE
PRINCIPAL  PAYMENTS  HEREON.  ACCORDINGLY,  FOLLOWING  THE  INITIAL  ISSUANCE  OF  THE  CERTIFICATES,  THE
CERTIFICATE  PRINCIPAL  BALANCE OF THIS CERTIFICATE  WILL BE DIFFERENT FROM THE DENOMINATION  SHOWN BELOW.
ANYONE  ACQUIRING  THIS  CERTIFICATE  MAY ASCERTAIN ITS  CERTIFICATE  PRINCIPAL  BALANCE BY INQUIRY OF THE
SECURITIES ADMINISTRATOR NAMED HEREIN.

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



Certificate No. 1                                          Adjustable Pass-Through Rate




Class II-A Senior




                                                           Aggregate Initial Certificate Principal Balance of this
Date of Pooling and Servicing Agreement and Cut-off Date:  Certificate as of the Cut-off Date:
June 1, 2006                                               $____________




First Distribution Date:                                   Initial Certificate Principal Balance of this
July 25, 2006                                              Certificate as of the Cut-off Date: $__________




Master Servicer:                                           CUSIP: __________
Wells Fargo Bank, National Association




Assumed Final Distribution Date:
July 25, 2036




                                           BEAR STEARNS ALT-A TRUST 2006-4
                                          MORTGAGE PASS-THROUGH CERTIFICATE
                                                    SERIES 2006-4

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

                  This  Certificate  is payable  solely  from the assets of the Trust  Fund,  and does not
represent an obligation of or interest in Structured  Asset Mortgage  Investments II Inc. ("SAMI II"), the
Master  Servicer,  the  Securities  Administrator  or the  Trustee  referred  to  below  or  any of  their
affiliates  or any  other  person.  Neither  this  Certificate  nor  the  underlying  Mortgage  Loans  are
guaranteed  or insured by any  governmental  entity or by SAMI II, the Master  Servicer  or the Trustee or
any of their  affiliates  or any  other  person.  None of SAMI II,  the  Master  Servicer  or any of their
affiliates  will have any obligation  with respect to any  certificate or other  obligation  secured by or
payable from payments on the Certificates.



                  This  certifies  that Cede & Co. is the  registered  owner of the  Fractional  Undivided
Interest  evidenced hereby in the beneficial  ownership interest of Certificates of the same Class as this
Certificate in a trust (the "Trust Fund")  primarily  consisting of conventional  adjustable rate mortgage
loans secured by first liens on one- to four- family residential properties  (collectively,  the "Mortgage
Loans") sold by SAMI II. The  Mortgage  Loans were sold by EMC  Mortgage  Corporation  ("EMC") to SAMI II.
Wells Fargo Bank,  National  Association ("Wells Fargo") will act as master servicer of the Mortgage Loans
(the "Master  Servicer,"  which term  includes any  successors  thereto  under the  Agreement  referred to
below).  The Trust Fund was  created  pursuant  to the Pooling  and  Servicing  Agreement  dated as of the
Cut-off Date specified above (the  "Agreement"),  among SAMI II, as depositor (the  "Seller"),  the Master
Servicer,  Wells  Fargo,  as  securities  administrator  (the  "Securities  Administrator"),  EMC Mortgage
Corporation  and  Citibank,  N.A.,  as trustee  (the  "Trustee"),  a summary  of certain of the  pertinent
provisions  of which is set forth  hereafter.  To the extent not defined  herein,  capitalized  terms used
herein shall have the meaning  ascribed to them in the Agreement.  This Certificate is issued under and is
subject to the terms,  provisions and conditions of the Agreement,  to which  Agreement the Holder of this
Certificate by virtue of its acceptance hereof assents and by which such Holder is bound.

                  Interest on this  Certificate  will  accrue  during the period  from and  including  the
preceding  Distribution  Date (as  hereinafter  defined) (or in the case of the first  Distribution  Date,
from  the  Closing  Date)  to and  including  the  day  prior  to the  current  Distribution  Date  on the
Certificate  Principal  Balance hereof at a per annum rate equal to the Pass-Through Rate set forth in the
Agreement.  The Securities  Administrator  will distribute on the 25th day of each month, or, if such 25th
day is not a Business  Day,  the  immediately  following  Business  Day  (each,  a  "Distribution  Date"),
commencing on the first  Distribution  Date specified  above, to the Person in whose name this Certificate
is  registered  at  the  close  of  business  on  the  Business  Day  immediately  preceding  the  related
Distribution  Date so long as such  Certificate  remains in book-entry form (and  otherwise,  the close of
business  on the last  Business  Day of the month  immediately  preceding  the month of such  Distribution
Date), an amount equal to the product of the Fractional  Undivided  Interest evidenced by this Certificate
and the amount (of interest,  if any) required to be  distributed  to the Holders of  Certificates  of the
same Class as this  Certificate.  The Assumed  Final  Distribution  Date is the  Distribution  Date in the
month following the latest  scheduled  maturity date of any Mortgage Loan and is not likely to be the date
on which the Certificate Principal Balance of this Class of Certificates will be reduced to zero.

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

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



                  The Certificateholder,  by its acceptance of this Certificate,  agrees that it will look
solely to the Trust Fund for payment  hereunder  and that  neither the  Securities  Administrator  nor the
Trustee  is  liable to the  Certificateholders  for any  amount  payable  under  this  Certificate  or the
Agreement  or,  except  as  expressly  provided  in the  Agreement,  subject  to any  liability  under the
Agreement.

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

                  The Agreement  permits,  with certain  exceptions  therein  provided:  (i) the amendment
thereof  and of the  Servicing  Agreements  and the  modification  of the  rights and  obligations  of the
Seller,  the  Master  Servicer,  the  Securities  Administrator  and the  Trustee  and the  rights  of the
Certificateholders  under the Agreement  from time to time by EMC, the Seller,  the Master  Servicer,  the
Securities  Administrator and the Trustee,  and (ii) the amendment thereof and of the Servicing Agreements
by the Master  Servicer  and the  Trustee  with the  consent of the  Holders of  Certificates,  evidencing
Fractional  Undivided  Interests  aggregating  not less than 51% of the Trust Fund (or in  certain  cases,
Holders of  Certificates  of affected  Classes  evidencing  such  percentage of the  Fractional  Undivided
Interests  thereof).  Any such consent by the Holder of this  Certificate  shall be conclusive and binding
on such Holder and upon all future  Holders of this  Certificate  and of any  Certificate  issued upon the
transfer  hereof or in lieu hereof whether or not notation of such consent is made upon this  Certificate.
The Agreement  also permits the  amendment  thereof and of the  Servicing  Agreements  in certain  limited
circumstances, without the consent of the Holders of any of the Certificates.

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

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

                  No service charge will be made to the  Certificateholders  for any such  registration of
transfer,  but the Securities  Administrator  may require  payment of a sum sufficient to cover any tax or
other governmental charge payable in connection therewith.  The Seller, the Master Servicer,  the Trustee,
the  Securities  Administrator  and any  agent of any of them may  treat  the  Person  in whose  name this
Certificate  is  registered  as the owner  hereof for all  purposes,  and none of the  Seller,  the Master
Servicer,  the Trustee, the Securities  Administrator or any such agent shall be affected by notice to the
contrary.

                  The  obligations  created by the  Agreement  and the Trust Fund created  thereby  (other
than the  obligations  to make  payments to  Certificateholders  with  respect to the  termination  of the
Agreement)  shall  terminate  upon the earlier of (i) the later of (A) the  maturity or other  liquidation
(or Advance with respect  thereto) of the last Mortgage Loan  remaining in the Trust Fund and  disposition
of all property  acquired upon  foreclosure  or deed in lieu of  foreclosure  of any Mortgage Loan and (B)
the  remittance of all funds due under the Agreement,  or (ii) the optional  repurchase by the party named
in the  Agreement of all the  Mortgage  Loans and other  assets of the Trust Fund in  accordance  with the
terms of the Agreement.  Such optional  repurchase may be made only if (i) the Scheduled Principal Balance
of the  Mortgage  Loans at the time of any such  repurchase  is less than 10% of the Cut-off  Date Balance
for Loan Group II or (ii) the Depositor,  based upon an Opinion of Counsel  addressed to the Depositor and
the Trustee has  determined  that the REMIC status of any REMIC under the  Agreement has been lost or that
a  substantial  risk exists that such REMIC status will be lost for the  then-current  taxable  year.  The
exercise of such right will effect the early retirement of the Certificates.  In no event,  however,  will
the Trust Fund created by the  Agreement  continue  beyond the  expiration  of 21 years after the death of
certain persons identified in the Agreement.

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



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

Dated: June 30, 2006                                          WELLS FARGO BANK, NATIONAL ASSOCIATION
                                                              not in its  individual  capacity  but solely
                                                              as Securities Administrator


                                                              By:_________________________________________
                                                                                Authorized Signatory


                                            CERTIFICATE OF AUTHENTICATION

                  This  is  one  of the  Class  II-A  Certificates  referred  to in  the  within-mentioned
Agreement.

                                                              WELLS FARGO BANK, NATIONAL ASSOCIATION
                                                              Authorized  signatory  of Wells  Fargo Bank,
                                                              National    Association,    not    in    its
                                                              individual    capacity    but    solely   as
                                                              Securities Administrator

                                                              By:_________________________________________
                                                                                Authorized Signatory



                                                     ASSIGNMENT

                  FOR VALUE RECEIVED,  the  undersigned  hereby  sell(s),  assign(s) and transfer(s)  unto
__________________________________  (Please print or typewrite name and address  including postal zip code
of assignee) a Fractional  Undivided  Interest evidenced by the within Mortgage  Pass-Through  Certificate
and hereby  authorizes  the  transfer of  registration  of such  interest  to assignee on the  Certificate
Register of the Trust Fund.

                  I (We) further  direct the  Certificate  Registrar to issue a new  Certificate of a like
denomination  and Class,  to the above  named  assignee  and deliver  such  Certificate  to the  following
address:




Dated:
                                    Signature by or on behalf of assignor



                                                              Signature Guaranteed

                                              DISTRIBUTION INSTRUCTIONS

                  The assignee should include the following for purposes of distribution:

                  Distributions  shall be made, by wire transfer or otherwise,  in  immediately  available
funds to  _________________________________  for the account of  _________________________  account number
_____________,  or, if mailed by check, to  ______________________________.  Applicable  statements should
be mailed to _____________________________________________.

                  This information is provided by    __________________,  the  assignee  named  above,  or
________________________, as its agent.



                                                                                               EXHIBIT A-9

                                      FORM OF CLASS II-X CERTIFICATE

                  SOLELY FOR U.S. FEDERAL INCOME TAX PURPOSES,  THIS  CERTIFICATE IS A "REGULAR  INTEREST"
IN A "REAL ESTATE  MORTGAGE  INVESTMENT  CONDUIT," AS THOSE TERMS ARE DEFINED,  RESPECTIVELY,  IN SECTIONS
860G AND 860D OF THE INTERNAL REVENUE CODE OF 1986, AS AMENDED (THE "CODE").

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



Certificate No.1                                           _______%




Class II-X Senior




                                                           Aggregate Initial Notional Amount of this Certificate
Date of Pooling and Servicing Agreement and Cut-off Date:  as of the Cut-off Date:
June 1, 2006                                               $___________




                                                           Initial Notional Amount of this Certificate as of the
First Distribution Date:                                   Cut-off Date:
July 25, 2006                                              $___________




Master Servicer:                                           CUSIP: ____________
Wells Fargo Bank, National Association




Assumed Final Distribution Date:
July 25, 2036




                                          BEAR STEARNS ALT-A TRUST 2006-4
                                         MORTGAGE PASS-THROUGH CERTIFICATE
                                                   SERIES 2006-4

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


                  This  Certificate  is payable  solely  from the assets of the Trust  Fund,  and does not
represent an obligation of or interest in Structured  Asset Mortgage  Investments II Inc. ("SAMI II"), the
Master  Servicer,  the  Securities  Administrator  or the  Trustee  referred  to  below  or  any of  their
affiliates  or any  other  person.  Neither  this  Certificate  nor  the  underlying  Mortgage  Loans  are
guaranteed  or insured by any  governmental  entity or by SAMI II, the Master  Servicer  or the Trustee or
any of their  affiliates  or any  other  person.  None of SAMI II,  the  Master  Servicer  or any of their
affiliates  will have any obligation  with respect to any  certificate or other  obligation  secured by or
payable from payments on the Certificates.

                  This  certifies  that Cede & Co. is the  registered  owner of the  Fractional  Undivided
Interest  evidenced hereby in the beneficial  ownership interest of Certificates of the same Class as this
Certificate in a trust (the "Trust Fund")  primarily  consisting of conventional  adjustable rate mortgage
loans secured by first liens on one- to four- family residential properties  (collectively,  the "Mortgage
Loans") sold by SAMI II. The  Mortgage  Loans were sold by EMC  Mortgage  Corporation  ("EMC") to SAMI II.
Wells Fargo Bank,  National  Association ("Wells Fargo") will act as master servicer of the Mortgage Loans
(the "Master  Servicer,"  which term  includes any  successors  thereto  under the  Agreement  referred to
below).  The Trust Fund was  created  pursuant  to the Pooling  and  Servicing  Agreement  dated as of the
Cut-off Date specified above (the  "Agreement"),  among SAMI II, as depositor (the  "Seller"),  the Master
Servicer,  Wells  Fargo,  as  securities  administrator  (the  "Securities  Administrator"),  EMC Mortgage
Corporation  and  Citibank,  N.A.,  as trustee  (the  "Trustee"),  a summary  of certain of the  pertinent
provisions  of which is set forth  hereafter.  To the extent not defined  herein,  capitalized  terms used
herein shall have the meaning  ascribed to them in the Agreement.  This Certificate is issued under and is
subject to the terms,  provisions and conditions of the Agreement,  to which  Agreement the Holder of this
Certificate by virtue of its acceptance hereof assents and by which such Holder is bound.

                  Interest on this  Certificate  will  accrue  during the period  from and  including  the
preceding  Distribution  Date (as  hereinafter  defined) (or in the case of the first  Distribution  Date,
from the Closing  Date) to and including  the day prior to the current  Distribution  Date on the Notional
Amount  hereof  at a per  annum  rate  equal to the  Pass-Through  Rate set forth  above.  The  Securities
Administrator  will distribute on the 25th day of each month,  or, if such 25th day is not a Business Day,
the  immediately  following  Business  Day  (each,  a  "Distribution  Date"),   commencing  on  the  first
Distribution  Date  specified  above,  to the Person in whose name this  Certificate  is registered at the
close of business on the Business  Day  immediately  preceding  the related  Distribution  Date so long as
such  Certificate  remains in book-entry form (and  otherwise,  the close of business on the last Business
Day of the month  immediately  preceding  the month of such  Distribution  Date),  an amount  equal to the
product of the Fractional  Undivided  Interest  evidenced by this Certificate and the amount (of interest,
if any) required to be distributed to the Holders of Certificates  of the same Class as this  Certificate.
The Assumed Final  Distribution  Date is the Distribution Date in the month following the latest scheduled
maturity date of any Mortgage  Loan and is not likely to be the date on which the Notional  Amount of this
Class of Certificates will be reduced to zero.

                  Distributions  on this  Certificate  will be made  by the  Securities  Administrator  by
check mailed to the address of the Person  entitled  thereto as such name and address  shall appear on the
Certificate  Register or, if such Person so requests by notifying the Securities  Administrator in writing
as specified in the Agreement,  by wire transfer.  Notwithstanding  the above,  the final  distribution on
this  Certificate  will be made after due notice by the Securities  Administrator  of the pendency of such
distribution  and only  upon  presentation  and  surrender  of this  Certificate  at the  office or agency
appointed by the  Securities  Administrator  for that purpose and  designated in such notice.  The initial
Notional Amount of this Certificate is set forth above.

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

                  The Certificateholder,  by its acceptance of this Certificate,  agrees that it will look
solely to the Trust Fund for payment  hereunder  and that  neither the  Securities  Administrator  nor the
Trustee  is  liable to the  Certificateholders  for any  amount  payable  under  this  Certificate  or the
Agreement  or,  except  as  expressly  provided  in the  Agreement,  subject  to any  liability  under the
Agreement.

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

                  The Agreement  permits,  with certain  exceptions  therein  provided:  (i) the amendment
thereof  and of the  Servicing  Agreements  and the  modification  of the  rights and  obligations  of the
Seller,  the  Master  Servicer,  the  Securities  Administrator  and the  Trustee  and the  rights  of the
Certificateholders  under the Agreement  from time to time by EMC, the Seller,  the Master  Servicer,  the
Securities  Administrator and the Trustee,  and (ii) the amendment thereof and of the Servicing Agreements
by the Master  Servicer  and the  Trustee  with the  consent of the  Holders of  Certificates,  evidencing
Fractional  Undivided  Interests  aggregating  not less than 51% of the Trust Fund (or in  certain  cases,
Holders of  Certificates  of affected  Classes  evidencing  such  percentage of the  Fractional  Undivided
Interests  thereof).  Any such consent by the Holder of this  Certificate  shall be conclusive and binding
on such Holder and upon all future  Holders of this  Certificate  and of any  Certificate  issued upon the
transfer  hereof or in lieu hereof whether or not notation of such consent is made upon this  Certificate.
The Agreement  also permits the  amendment  thereof and of the  Servicing  Agreements  in certain  limited
circumstances, without the consent of the Holders of any of the Certificates.

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

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

                  No service charge will be made to the  Certificateholders  for any such  registration of
transfer,  but the Securities  Administrator  may require  payment of a sum sufficient to cover any tax or
other governmental charge payable in connection therewith.  The Seller, the Master Servicer,  the Trustee,
the  Securities  Administrator  and any  agent of any of them may  treat  the  Person  in whose  name this
Certificate  is  registered  as the owner  hereof for all  purposes,  and none of the  Seller,  the Master
Servicer,  the Trustee, the Securities  Administrator or any such agent shall be affected by notice to the
contrary.

                  The  obligations  created by the  Agreement  and the Trust Fund created  thereby  (other
than the  obligations  to make  payments to  Certificateholders  with  respect to the  termination  of the
Agreement)  shall  terminate  upon the earlier of (i) the later of (A) the  maturity or other  liquidation
(or Advance with respect  thereto) of the last Mortgage Loan  remaining in the Trust Fund and  disposition
of all property  acquired upon  foreclosure  or deed in lieu of  foreclosure  of any Mortgage Loan and (B)
the  remittance of all funds due under the Agreement,  or (ii) the optional  repurchase by the party named
in the  Agreement of all the  Mortgage  Loans and other  assets of the Trust Fund in  accordance  with the
terms of the Agreement.  Such optional  repurchase may be made only if (i) the Scheduled Principal Balance
of the  Mortgage  Loans at the time of any such  repurchase  is less than 10% of the Cut-off  Date Balance
for Loan Group II or (ii) the Depositor,  based upon an Opinion of Counsel  addressed to the Depositor and
the Trustee has  determined  that the REMIC status of any REMIC under the  Agreement has been lost or that
a  substantial  risk exists that such REMIC status will be lost for the  then-current  taxable  year.  The
exercise of such right will effect the early retirement of the Certificates.  In no event,  however,  will
the Trust Fund created by the  Agreement  continue  beyond the  expiration  of 21 years after the death of
certain persons identified in the Agreement.


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


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


Dated: June 30, 2006                                 WELLS FARGO BANK, NATIONAL ASSOCIATION
                                                              not in its  individual  capacity  but solely
                                                              as Securities Administrator


                                                              By:_________________________________________
                                                                                Authorized Signatory


                                           CERTIFICATE OF AUTHENTICATION

                  This  is  one  of the  Class  II-X  Certificates  referred  to in  the  within-mentioned
Agreement.

                                                              WELLS FARGO BANK, NATIONAL ASSOCIATION
                                                              Authorized  signatory  of Wells  Fargo Bank,
                                                              National    Association,    not    in    its
                                                              individual    capacity    but    solely   as
                                                              Securities Administrator

                                                              By:_________________________________________
                                                                                Authorized Signatory



                                                ASSIGNMENT

                  FOR VALUE RECEIVED,  the  undersigned  hereby  sell(s),  assign(s) and transfer(s)  unto
__________________________________  (Please print or typewrite name and address  including postal zip code
of assignee) a Fractional  Undivided  Interest evidenced by the within Mortgage  Pass-Through  Certificate
and hereby  authorizes  the  transfer of  registration  of such  interest  to assignee on the  Certificate
Register of the Trust Fund.

                  I (We) further  direct the  Certificate  Registrar to issue a new  Certificate of a like
denomination  and Class,  to the above  named  assignee  and deliver  such  Certificate  to the  following
address:




Dated:

                                                              Signature by or on behalf of assignor




                                                              Signature Guaranteed

                                             DISTRIBUTION INSTRUCTIONS

                  The assignee should include the following for purposes of distribution:

                  Distributions  shall be made, by wire transfer or otherwise,  in  immediately  available
funds to  _________________________________  for the account of  _________________________  account number
_____________,  or, if mailed by check, to  ______________________________.  Applicable  statements should
be mailed to _____________________________________________.

This information is provided by     __________________, the assignee named above, or
________________________, as its agent.



                                                                                              EXHIBIT A-10

                         FORM OF CLASS II-B-[1][2][3][4][5][6][7][8] CERTIFICATE

                  THIS  CERTIFICATE IS SUBORDINATED IN RIGHT OF PAYMENT TO THE CLASS II-A  CERTIFICATES AS
DESCRIBED IN THE AGREEMENT (AS DEFINED BELOW).

                  SOLELY FOR U.S. FEDERAL INCOME TAX PURPOSES,  THIS  CERTIFICATE IS A "REGULAR  INTEREST"
IN A "REAL ESTATE  MORTGAGE  INVESTMENT  CONDUIT," AS THOSE TERMS ARE DEFINED,  RESPECTIVELY,  IN SECTIONS
860G AND 860D OF THE INTERNAL REVENUE CODE OF 1986, AS AMENDED (THE "CODE").

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

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

         EACH  BENEFICIAL  OWNER  OF A CLASS  II-B-[1][2][3][4][5][6][7][8]  CERTIFICATE  OR ANY  INTEREST
THEREIN SHALL BE DEEMED TO HAVE  REPRESENTED,  BY VIRTUE OF ITS ACQUISITION OR HOLDING OF THAT CERTIFICATE
OR INTEREST  THEREIN,  THAT EITHER (I) SUCH  CERTIFICATE  IS RATED AT LEAST  "BBB-" OR ITS  EQUIVALENT  BY
FITCH,  S&P AND  MOODY'S,  (II) IT IS NOT A PLAN  SUBJECT  TO TITLE I OF THE  EMPLOYEE  RETIREMENT  INCOME
SECURITY  ACT OF 1974,  AS AMENDED,  OR SECTION 4975 OF THE CODE (EACH,  "PLAN") OR  INVESTING  WITH "PLAN
ASSETS" OF ANY PLAN, OR (III) (1) IT IS AN INSURANCE  COMPANY,  (2) THE SOURCE OF FUNDS USED TO ACQUIRE OR
HOLD THE  CERTIFICATE  OR INTEREST  THEREIN IS AN  "INSURANCE  COMPANY  GENERAL  ACCOUNT," AS SUCH TERM IS
DEFINED IN U.S.  DEPARTMENT OF LABOR PROHIBITED  TRANSACTION  CLASS EXEMPTION  ("PTCE") 95-60, AND (3) THE
CONDITIONS IN SECTIONS I AND III OF PTCE 95-60 HAVE BEEN SATISFIED.



Certificate No.1                                           Adjustable Pass-Through Rate




Class II-B-[1][2][3][4][5][6][7][8] Subordinate




                                                           Aggregate Initial Certificate Principal Balance of this
Date of Pooling and Servicing Agreement and Cut-off Date:  Certificate as of the Cut-off Date:
June 1, 2006                                               $__________




First Distribution Date:                                   Initial Certificate Principal Balance of this
July 25, 2006                                              Certificate as of the Cut-off Date:   $__________




Master Servicer:                                           CUSIP: ___________
Wells Fargo Bank, National Association




Assumed Final Distribution Date:
July 25, 2036




                                           BEAR STEARNS ALT-A TRUST 2006-4
                                          MORTGAGE PASS-THROUGH CERTIFICATE
                                                    SERIES 2006-4

         evidencing a fractional  undivided interest in the distributions  allocable to the Class
         II-B-[1][2][3][4][5][6][7][8]  Certificates  with  respect  to a Trust  Fund  consisting
         primarily of a pool of adjustable  interest  rate mortgage  loans secured by first liens
         on  one-to-four  family  residential  properties  and sold by STRUCTURED  ASSET MORTGAGE
         INVESTMENTS II INC.

                  This  Certificate  is payable  solely  from the assets of the Trust  Fund,  and does not
represent an obligation of or interest in Structured  Asset Mortgage  Investments II Inc. ("SAMI II"), the
Master  Servicer,  the  Securities  Administrator  or the  Trustee  referred  to  below  or  any of  their
affiliates  or any  other  person.  Neither  this  Certificate  nor  the  underlying  Mortgage  Loans  are
guaranteed  or insured by any  governmental  entity or by SAMI II, the Master  Servicer  or the Trustee or
any of their  affiliates  or any  other  person.  None of SAMI II,  the  Master  Servicer  or any of their
affiliates  will have any obligation  with respect to any  certificate or other  obligation  secured by or
payable from payments on the Certificates.



                  This  certifies  that Cede & Co. is the  registered  owner of the  Fractional  Undivided
Interest  evidenced  hereby in the  beneficial  ownership  interest of  Certificates  of the same Class as
this  Certificate  in a trust (the "Trust Fund")  primarily  consisting of  conventional  adjustable  rate
mortgage loans secured by first liens on one- to four- family residential  properties  (collectively,  the
"Mortgage  Loans") sold by SAMI II. The Mortgage  Loans were sold by EMC Mortgage  Corporation  ("EMC") to
SAMI II.  Wells  Fargo Bank,  National  Association  ("Wells  Fargo")  will act as master  servicer of the
Mortgage  Loans (the "Master  Servicer,"  which term includes any  successors  thereto under the Agreement
referred to below).  The Trust Fund was created  pursuant to the Pooling and Servicing  Agreement dated as
of the Cut-off Date specified above (the  "Agreement"),  among SAMI II, as depositor (the  "Seller"),  the
Master Servicer, Wells Fargo, as securities administrator (the "Securities  Administrator"),  EMC Mortgage
Corporation  and  Citibank,  N.A.,  as trustee  (the  "Trustee"),  a summary  of certain of the  pertinent
provisions  of which is set forth  hereafter.  To the extent not defined  herein,  capitalized  terms used
herein shall have the meaning  ascribed to them in the Agreement.  This Certificate is issued under and is
subject to the terms,  provisions and conditions of the Agreement,  to which  Agreement the Holder of this
Certificate by virtue of its acceptance hereof assents and by which such Holder is bound.

                  Interest on this  Certificate  will  accrue  during the period  from and  including  the
preceding  Distribution  Date (as  hereinafter  defined) (or in the case of the first  Distribution  Date,
from  the  Closing  Date)  to and  including  the  day  prior  to the  current  Distribution  Date  on the
Certificate  Principal  Balance hereof at a per annum rate equal to the Pass-Through Rate set forth in the
Agreement.  The Securities  Administrator  will distribute on the 25th day of each month, or, if such 25th
day is not a Business  Day,  the  immediately  following  Business  Day  (each,  a  "Distribution  Date"),
commencing on the first  Distribution  Date specified  above, to the Person in whose name this Certificate
is  registered  at  the  close  of  business  on  the  Business  Day  immediately  preceding  the  related
Distribution  Date so long as such  Certificate  remains in book-entry form (and  otherwise,  the close of
business  on the last  Business  Day of the month  immediately  preceding  the month of such  Distribution
Date), an amount equal to the product of the Fractional  Undivided  Interest evidenced by this Certificate
and the amount (of interest,  if any) required to be  distributed  to the Holders of  Certificates  of the
same Class as this  Certificate.  The Assumed  Final  Distribution  Date is the  Distribution  Date in the
month following the latest  scheduled  maturity date of any Mortgage Loan and is not likely to be the date
on which the Certificate Principal Balance of this Class of Certificates will be reduced to zero.

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

         Each  beneficial  owner  of a Class  II-B-[1][2][3][4][5][6][7][8]  Certificate  or any  interest
therein shall be deemed to have  represented,  by virtue of its acquisition or holding of that Certificate
or interest  therein,  that either (i) such  Certificate  is rated at least  "BBB-" or its  equivalent  by
Fitch,  S&P and Moody's,  (ii) it is not a plan subject to Title I of the Employee  Retirement  Investment
Security Act of 1974,  as amended,  or Section 4975 of the Code (each,  a "Plan") or investing  with "plan
assets" of any Plan,  or (iii)(1) it is an insurance  company,  (2) the source of funds used to acquire or
hold the  Certificate  or interest  therein is an  "insurance  company  general  account," as such term is
defined in U.S.  Department of Labor Prohibited  Transaction  Class Exemption  ("PTCE") 95-60, and (3) the
conditions in Sections I and III of PTCE 95-60 have been satisfied.



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

                  The Certificateholder,  by its acceptance of this Certificate,  agrees that it will look
solely to the Trust Fund for payment  hereunder  and that  neither the  Securities  Administrator  nor the
Trustee  is  liable to the  Certificateholders  for any  amount  payable  under  this  Certificate  or the
Agreement  or,  except  as  expressly  provided  in the  Agreement,  subject  to any  liability  under the
Agreement.

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

                  The Agreement  permits,  with certain  exceptions  therein  provided:  (i) the amendment
thereof  and of the  Servicing  Agreements  and the  modification  of the  rights and  obligations  of the
Seller,  the  Master  Servicer,  the  Securities  Administrator  and the  Trustee  and the  rights  of the
Certificateholders  under the Agreement  from time to time by EMC, the Seller,  the Master  Servicer,  the
Securities  Administrator and the Trustee,  and (ii) the amendment thereof and of the Servicing Agreements
by the Master  Servicer  and the  Trustee  with the  consent of the  Holders of  Certificates,  evidencing
Fractional  Undivided  Interests  aggregating  not less than 51% of the Trust Fund (or in  certain  cases,
Holders of  Certificates  of affected  Classes  evidencing  such  percentage of the  Fractional  Undivided
Interests  thereof).  Any such consent by the Holder of this  Certificate  shall be conclusive and binding
on such Holder and upon all future  Holders of this  Certificate  and of any  Certificate  issued upon the
transfer  hereof or in lieu hereof whether or not notation of such consent is made upon this  Certificate.
The Agreement  also permits the  amendment  thereof and of the  Servicing  Agreements  in certain  limited
circumstances, without the consent of the Holders of any of the Certificates.

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

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



                  No service charge will be made to the  Certificateholders  for any such  registration of
transfer,  but the Securities  Administrator  may require  payment of a sum sufficient to cover any tax or
other governmental charge payable in connection therewith.  The Seller, the Master Servicer,  the Trustee,
the  Securities  Administrator  and any  agent of any of them may  treat  the  Person  in whose  name this
Certificate  is  registered  as the owner  hereof for all  purposes,  and none of the  Seller,  the Master
Servicer,  the Trustee, the Securities  Administrator or any such agent shall be affected by notice to the
contrary.

                  The  obligations  created by the  Agreement  and the Trust Fund created  thereby  (other
than the  obligations  to make  payments to  Certificateholders  with  respect to the  termination  of the
Agreement)  shall  terminate  upon the earlier of (i) the later of (A) the  maturity or other  liquidation
(or Advance with respect  thereto) of the last Mortgage Loan  remaining in the Trust Fund and  disposition
of all property  acquired upon  foreclosure  or deed in lieu of  foreclosure  of any Mortgage Loan and (B)
the  remittance of all funds due under the Agreement,  or (ii) the optional  repurchase by the party named
in the  Agreement of all the  Mortgage  Loans and other  assets of the Trust Fund in  accordance  with the
terms of the Agreement.  Such optional  repurchase may be made only if (i) the Scheduled Principal Balance
of the  Mortgage  Loans at the time of any such  repurchase  is less than 10% of the Cut-off  Date Balance
for Loan Group II or (ii) the Depositor,  based upon an Opinion of Counsel  addressed to the Depositor and
the Trustee has  determined  that the REMIC status of any REMIC under the  Agreement has been lost or that
a  substantial  risk exists that such REMIC status will be lost for the  then-current  taxable  year.  The
exercise of such right will effect the early retirement of the Certificates.  In no event,  however,  will
the Trust Fund created by the  Agreement  continue  beyond the  expiration  of 21 years after the death of
certain persons identified in the Agreement.

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



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

Dated: June 30, 2006                                          WELLS FARGO BANK, NATIONAL ASSOCIATION
                                                              not in its  individual  capacity  but solely
                                                              as Securities Administrator


                                                              By:_________________________________________
                                                                                Authorized Signatory


                                            CERTIFICATE OF AUTHENTICATION

                  This is one of the Class  II-B-[1][2][3][4][5][6][7][8]  Certificates referred to in the
within-mentioned Agreement.

                                                              WELLS FARGO BANK, NATIONAL ASSOCIATION
                                                              Authorized  signatory  of Wells  Fargo Bank,
                                                              National    Association,    not    in    its
                                                              individual    capacity    but    solely   as
                                                              Securities Administrator

                                                              By:_________________________________________
                                                                                Authorized Signatory



                                                     ASSIGNMENT

                  FOR VALUE RECEIVED,  the  undersigned  hereby  sell(s),  assign(s) and transfer(s)  unto
__________________________________  (Please print or typewrite name and address  including postal zip code
of assignee) a Fractional  Undivided  Interest evidenced by the within Mortgage  Pass-Through  Certificate
and hereby  authorizes  the  transfer of  registration  of such  interest  to assignee on the  Certificate
Register of the Trust Fund.

                  I (We) further  direct the  Certificate  Registrar to issue a new  Certificate of a like
denomination  and Class,  to the above  named  assignee  and deliver  such  Certificate  to the  following
address:




Dated:
                                    Signature by or on behalf of assignor



                                                              Signature Guaranteed

                                              DISTRIBUTION INSTRUCTIONS

                  The assignee should include the following for purposes of distribution:

                  Distributions  shall be made, by wire transfer or otherwise,  in  immediately  available
funds to  _________________________________  for the account of  _________________________  account number
_____________,  or, if mailed by check, to  ______________________________.  Applicable  statements should
be mailed to _____________________________________________.

                  This information is provided by    __________________,  the  assignee  named  above,  or
________________________, as its agent.



                                                                                              EXHIBIT A-11

                                                 RESERVED




                                                                                              EXHIBIT A-12
                                FORM OF CLASS II-B-[9][10][11] CERTIFICATE

                  THIS  CERTIFICATE IS SUBORDINATED  IN RIGHT OF PAYMENT TO THE CLASS II-A,  CLASS II-B-1,
CLASS II-B-2,  CLASS  II-B-3,  CLASS II-B-4,  CLASS  II-B-5,  CLASS II-B-6,  CLASS II-B-7 AND CLASS II-B-8
CERTIFICATES AS DESCRIBED IN THE AGREEMENT (AS DEFINED BELOW).

                  SOLELY FOR U.S. FEDERAL INCOME TAX PURPOSES,  THIS  CERTIFICATE IS A "REGULAR  INTEREST"
IN A "REAL ESTATE  MORTGAGE  INVESTMENT  CONDUIT," AS THOSE TERMS ARE DEFINED,  RESPECTIVELY,  IN SECTIONS
860G AND 860D OF THE INTERNAL REVENUE CODE OF 1986 (THE "CODE").

                  THE  CERTIFICATE  PRINCIPAL  BALANCE  OF  THIS  CERTIFICATE  WILL  BE  DECREASED  BY THE
PRINCIPAL  PAYMENTS  HEREON.  ACCORDINGLY,  FOLLOWING  THE  INITIAL  ISSUANCE  OF  THE  CERTIFICATES,  THE
CERTIFICATE  PRINCIPAL  BALANCE OF THIS CERTIFICATE  WILL BE DIFFERENT FROM THE DENOMINATION  SHOWN BELOW.
ANYONE  ACQUIRING  THIS  CERTIFICATE  MAY ASCERTAIN ITS  CERTIFICATE  PRINCIPAL  BALANCE BY INQUIRY OF THE
SECURITIES ADMINISTRATOR NAMED HEREIN.

                  THIS  CERTIFICATE  HAS NOT BEEN AND WILL NOT BE REGISTERED  UNDER THE  SECURITIES ACT OF
1933, AS AMENDED (THE  "SECURITIES  ACT"),  OR UNDER ANY STATE  SECURITIES  LAWS.  THE HOLDER  HEREOF,  BY
PURCHASING THIS CERTIFICATE,  AGREES THAT THIS CERTIFICATE MAY BE REOFFERED,  RESOLD, PLEDGED OR OTHERWISE
TRANSFERRED  ONLY IN COMPLIANCE  WITH THE SECURITIES ACT AND OTHER  APPLICABLE  LAWS AND ONLY (1) PURSUANT
TO RULE 144A UNDER THE SECURITIES ACT ("RULE 144A") TO A PERSON THAT THE HOLDER  REASONABLY  BELIEVES IS A
QUALIFIED  INSTITUTIONAL  BUYER WITHIN THE MEANING OF RULE 144A (A "QIB"),  PURCHASING FOR ITS OWN ACCOUNT
OR A QIB  PURCHASING  FOR THE  ACCOUNT  OF A QIB,  WHOM THE HOLDER HAS  INFORMED,  IN EACH CASE,  THAT THE
REOFFER,  RESALE,  PLEDGE OR OTHER TRANSFER IS BEING MADE IN RELIANCE ON RULE 144A OR (2) IN  CERTIFICATED
FORM TO AN "INSTITUTIONAL  ACCREDITED INVESTOR" WITHIN THE MEANING THEREOF IN RULE 501(a)(1),  (2), (3) or
(7) OF  REGULATION  D UNDER THE ACT OR ANY  ENTITY IN WHICH ALL OF THE  EQUITY  OWNERS  COME  WITHIN  SUCH
PARAGRAPHS  PURCHASING  NOT FOR  DISTRIBUTION  IN  VIOLATION  OF THE  SECURITIES  ACT,  SUBJECT TO (A) THE
RECEIPT BY THE SECURITIES  ADMINISTRATOR  OF A LETTER  SUBSTANTIALLY IN THE FORM PROVIDED IN THE AGREEMENT
AND (B) THE RECEIPT BY THE SECURITIES  ADMINISTRATOR  OF SUCH OTHER EVIDENCE  ACCEPTABLE TO THE SECURITIES
ADMINISTRATOR THAT SUCH REOFFER,  RESALE,  PLEDGE OR TRANSFER IS IN COMPLIANCE WITH THE SECURITIES ACT AND
OTHER  APPLICABLE  LAWS OR IN EACH CASE IN ACCORDANCE  WITH ALL APPLICABLE  SECURITIES  LAWS OF THE UNITED
STATES AND ANY OTHER APPLICABLE JURISDICTION.


                  THIS  CERTIFICATE  MAY NOT BE ACQUIRED  DIRECTLY OR  INDIRECTLY  BY, OR ON BEHALF OF, AN
EMPLOYEE  BENEFIT  PLAN OR  OTHER  RETIREMENT  ARRANGEMENT  THAT IS  SUBJECT  TO  TITLE I OF THE  EMPLOYEE
RETIREMENT  INCOME  SECURITY  ACT OF 1974,  AS AMENDED  ("ERISA"),  AND/OR  SECTION  4975 OF THE  INTERNAL
REVENUE CODE OF 1986, AS AMENDED (THE "CODE")  (EACH,  A "PLAN"),  OR BY A PERSON USING "PLAN ASSETS" OF A
PLAN,  UNLESS THE PROPOSED  TRANSFEREE  PROVIDES THE SECURITIES  ADMINISTRATOR  WITH AN OPINION OF COUNSEL
FOR THE BENEFIT OF THE TRUSTEE,  MASTER  SERVICER AND THE SECURITIES  ADMINISTRATOR  AND ON WHICH THEY MAY
RELY WHICH IS  SATISFACTORY  TO THE  SECURITIES  ADMINISTRATOR  THAT THE PURCHASE OF THIS  CERTIFICATE  IS
PERMISSIBLE  UNDER  APPLICABLE LAW, WILL NOT CONSTITUTE OR RESULT IN A NON-EXEMPT  PROHIBITED  TRANSACTION
UNDER  SECTION  406 OF ERISA OR SECTION  4975 OF THE CODE AND WILL NOT SUBJECT  THE MASTER  SERVICER,  THE
TRUSTEE OR THE SECURITIES  ADMINISTRATOR  TO ANY  OBLIGATION OR LIABILITY IN ADDITION TO THOSE  UNDERTAKEN
IN THE AGREEMENT.



Certificate No.1                                           Adjustable Pass-Through Rate




Class II-B-[9][10][11] Senior




                                                           Aggregate Initial Certificate Principal Balance of this
Date of Pooling and Servicing Agreement and Cut-off Date:  Certificate as of the Cut-off Date:
June 1, 2006                                               $__________




                                                           Initial Certificate Principal Balance of this
First Distribution Date:                                   Certificate as of the Cut-off Date:
July 25, 2006                                              $__________




Master Servicer:                                           CUSIP: ____________
Wells Fargo Bank, National Association




Assumed Final Distribution Date:
July 25, 2036



                                          BEAR STEARNS ALT-A TRUST 2006-4
                                         MORTGAGE PASS-THROUGH CERTIFICATE
                                                   SERIES 2006-4

         evidencing a fractional  undivided interest in the distributions  allocable to the Class
         II-B-[9][10][11]  Certificates  with respect to a Trust Fund  consisting  primarily of a
         pool of adjustable  interest rate mortgage  loans secured by first liens on  one-to-four
         family residential properties and sold by STRUCTURED ASSET MORTGAGE INVESTMENTS II INC.


                  This  Certificate  is payable  solely  from the assets of the Trust  Fund,  and does not
represent an obligation of or interest in Structured  Asset Mortgage  Investments II Inc. ("SAMI II"), the
Master  Servicer,  the  Securities  Administrator  or the  Trustee  referred  to  below  or  any of  their
affiliates  or any  other  person.  Neither  this  Certificate  nor  the  underlying  Mortgage  Loans  are
guaranteed  or insured by any  governmental  entity or by SAMI II, the Master  Servicer  or the Trustee or
any of their  affiliates  or any  other  person.  None of SAMI II,  the  Master  Servicer  or any of their
affiliates  will have any obligation  with respect to any  certificate or other  obligation  secured by or
payable from payments on the Certificates.



                  This  certifies  that Bear,  Stearns  Securities  Corp. is the  registered  owner of the
Fractional  Undivided  Interest  evidenced hereby in the beneficial  ownership interest of Certificates of
the same Class as this  Certificate  in a trust (the "Trust Fund")  primarily  consisting of  conventional
adjustable  rate  mortgage  loans  secured by first liens on one- to four- family  residential  properties
(collectively,  the  "Mortgage  Loans")  sold by SAMI II. The  Mortgage  Loans  were sold by EMC  Mortgage
Corporation  ("EMC") to SAMI II.  Wells Fargo  Bank,  National  Association  ("Wells  Fargo")  will act as
master servicer of the Mortgage Loans (the "Master  Servicer," which term includes any successors  thereto
under the Agreement  referred to below).  The Trust Fund was created pursuant to the Pooling and Servicing
Agreement  dated as of the Cut-off Date  specified  above (the  "Agreement"),  among SAMI II, as depositor
(the  "Seller"),   the  Master  Servicer,  Wells  Fargo,  as  securities  administrator  (the  "Securities
Administrator"),  EMC Mortgage  Corporation and Citibank,  N.A., as trustee (the "Trustee"),  a summary of
certain of the pertinent  provisions of which is set forth  hereafter.  To the extent not defined  herein,
capitalized  terms used herein shall have the meaning ascribed to them in the Agreement.  This Certificate
is issued  under and is  subject  to the terms,  provisions  and  conditions  of the  Agreement,  to which
Agreement the Holder of this  Certificate  by virtue of its  acceptance  hereof  assents and by which such
Holder is bound.

                  The  Securities  Administrator  will  distribute  on the 25th day of each month,  or, if
such 25th day is not a Business  Day,  the  immediately  following  Business  Day (each,  a  "Distribution
Date"),  commencing  on the first  Distribution  Date  specified  above,  to the Person in whose name this
Certificate  is  registered  at the close of business on the last  Business  Day of the month  immediately
preceding the month of the related  Distribution  Date,  an amount equal to the product of the  Fractional
Undivided  Interest  evidenced  by this  Certificate  and the amount  required  to be  distributed  to the
Holders of  Certificates of the same Class as this  Certificate.  The Assumed Final  Distribution  Date is
the Distribution  Date in the month following the latest scheduled  maturity date of any Mortgage Loan and
is not likely to be the date on which the  Certificate  Principal  Balance  of this Class of  Certificates
will be reduced to zero.

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



                  No transfer of this  Certificate  shall be made unless the transfer is made  pursuant to
an effective  registration  statement  under the Securities Act of 1933, as amended (the "1933 Act"),  and
an effective  registration  or  qualification  under  applicable  state  securities  laws, or is made in a
transaction that does not require such  registration or  qualification.  In the event that such a transfer
of this  Certificate is to be made without  registration or  qualification,  the Securities  Administrator
shall  require  receipt of (i) if such transfer is  purportedly  being made (a) in reliance upon Rule 144A
under the 1933 Act or (b) to a  transferee  that is an  "Institutional  Accredited  Investor"  within  the
meaning of Rule  501(a)(1),  (2), (3) or (7) of  Regulation D under the 1933 Act,  written  certifications
from the Holder of the  Certificate  desiring to effect the transfer,  and from such Holder's  prospective
transferee,  substantially  in the forms  attached to the Agreement as Exhibit F-1 or F-2, as  applicable,
and (ii) if requested  by the  Securities  Administrator,  an Opinion of Counsel  satisfactory  to it that
such transfer may be made without such  registration or qualification  (which Opinion of Counsel shall not
be an expense  of the Trust Fund or of the  Seller,  the  Trustee,  the  Securities  Administrator  or the
Master  Servicer  in  their  respective   capacities  as  such),  together  with  copies  of  the  written
certification(s)  of the Holder of the  Certificate  desiring to effect the transfer  and/or such Holder's
prospective  transferee  upon which such Opinion of Counsel is based.  None of the Seller,  the Securities
Administrator  or the Trustee is obligated to register or qualify the Class of  Certificates  specified on
the face  hereof  under the 1933 Act or any  other  securities  law or to take any  action  not  otherwise
required  under the  Agreement  to permit  the  transfer  of such  Certificates  without  registration  or
qualification.  Any  Holder  desiring  to effect a  transfer  of this  Certificate  shall be  required  to
indemnify  the Trustee,  the  Securities  Administrator,  the Seller and the Master  Servicer  against any
liability  that may  result  if the  transfer  is not so  exempt  or is not made in  accordance  with such
federal and state laws.

                  No  transfer  of  this  Class  II-B-[9][10][11]  Certificate  will be  made  unless  the
Securities  Administrator  has  received  either (i) opinion of counsel  for the  benefit of the  Trustee,
Master  Servicer and the Securities  Administrator  and which they may rely which is  satisfactory  to the
Securities  Administrator  that the purchase of this certificate is permissible  under local law, will not
constitute or result in a non-exempt  prohibited  transaction under Section 406 of the Employee Retirement
Income  Security Act of 1974,  as amended  ("ERISA"),  and Section 4975 of the Internal  Revenue  Code, as
amended  (the  "Code"),  and  will  not  subject  the  Master  Servicer,  the  Trustee  or the  Securities
Administrator  to any  obligation or liability in addition to those  undertaken in the Agreement or (ii) a
representation  letter  stating that the  transferee  is not acquiring  directly or  indirectly  by, or on
behalf of, an employee benefit plan or other  retirement  arrangement that is subject to Title I of ERISA,
and/or Section 4975 of the Code (each, a "Plan"), or by a person using "plan assets" of a Plan.

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

                  The Certificateholder,  by its acceptance of this Certificate,  agrees that it will look
solely to the Trust Fund for payment  hereunder  and that  neither the  Securities  Administrator  nor the
Trustee  is  liable to the  Certificateholders  for any  amount  payable  under  this  Certificate  or the
Agreement  or,  except  as  expressly  provided  in the  Agreement,  subject  to any  liability  under the
Agreement.



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

                  The Agreement  permits,  with certain  exceptions  therein  provided:  (i) the amendment
thereof and of the Servicing  Agreement and the  modification of the rights and obligations of the Seller,
the  Master   Servicer,   the   Securities   Administrator   and  the   Trustee  and  the  rights  of  the
Certificateholders  under the Agreement  from time to time by EMC, the Seller,  the Master  Servicer,  the
Securities  Administrator and the Trustee,  and (ii) the amendment thereof and of the Servicing  Agreement
by the Master  Servicer  and the  Trustee  with the  consent of the  Holders of  Certificates,  evidencing
Fractional  Undivided  Interests  aggregating  not less than 51% of the Trust Fund (or in  certain  cases,
Holders of  Certificates  of affected  Classes  evidencing  such  percentage of the  Fractional  Undivided
Interests  thereof).  Any such consent by the Holder of this  Certificate  shall be conclusive and binding
on such Holder and upon all future  Holders of this  Certificate  and of any  Certificate  issued upon the
transfer  hereof or in lieu hereof whether or not notation of such consent is made upon this  Certificate.
The  Agreement  also permits the  amendment  thereof and of the  Servicing  Agreement  in certain  limited
circumstances, without the consent of the Holders of any of the Certificates.

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

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

                  No service charge will be made to the  Certificateholders  for any such  registration of
transfer,  but the Securities  Administrator  may require  payment of a sum sufficient to cover any tax or
other governmental charge payable in connection therewith.  The Seller, the Master Servicer,  the Trustee,
the  Securities  Administrator  and any  agent of any of them may  treat  the  Person  in whose  name this
Certificate  is  registered  as the owner  hereof for all  purposes,  and none of the  Seller,  the Master
Servicer,  the Trustee, the Securities  Administrator or any such agent shall be affected by notice to the
contrary.



                  The  obligations  created by the  Agreement  and the Trust Fund created  thereby  (other
than the  obligations  to make  payments to  Certificateholders  with  respect to the  termination  of the
Agreement)  shall  terminate  upon the earlier of (i) the later of (A) the  maturity or other  liquidation
(or Advance with respect  thereto) of the last Mortgage Loan  remaining in the Trust Fund and  disposition
of all property  acquired upon  foreclosure  or deed in lieu of  foreclosure  of any Mortgage Loan and (B)
the  remittance of all funds due under the Agreement,  or (ii) the optional  repurchase by the party named
in the  Agreement of all the  Mortgage  Loans and other  assets of the Trust Fund in  accordance  with the
terms of the Agreement.  Such optional  repurchase may be made only if (i) the Scheduled Principal Balance
of the  Mortgage  Loans at the time of any such  repurchase  is less than 10% of the Cut-off  Date Balance
for Loan Group II or (ii) the Depositor,  based upon an Opinion of Counsel  addressed to the Depositor and
the Trustee has  determined  that the REMIC status of any REMIC under the  Agreement has been lost or that
a  substantial  risk exists that such REMIC status will be lost for the  then-current  taxable  year.  The
exercise of such right will effect the early retirement of the Certificates.  In no event,  however,  will
the Trust Fund created by the  Agreement  continue  beyond the  expiration  of 21 years after the death of
certain persons identified in the Agreement.

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



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

Dated: June 30, 2006                                          WELLS FARGO BANK, NATIONAL ASSOCIATION
                                                              Not in its  individual  capacity  but solely
                                                              as Securities Administrator


                                                              By:_________________________________________
                                                                                Authorized Signatory


                                           CERTIFICATE OF AUTHENTICATION

                  This  is  one  of  the  Class   II-B-[9][10][11]   Certificates   referred   to  in  the
within-mentioned Agreement.

                                                              WELLS FARGO BANK, NATIONAL ASSOCIATION
                                                              Authorized  signatory  of Wells  Fargo Bank,
                                                              National    Association,    not    in    its
                                                              individual    capacity    but    solely   as
                                                              Securities Administrator


                                                              By:_________________________________________
                                                                                Authorized Signatory


                                                    ASSIGNMENT

                  FOR VALUE RECEIVED,  the  undersigned  hereby  sell(s),  assign(s) and transfer(s)  unto
__________________________________  (Please print or typewrite name and address  including postal zip code
of assignee) a Fractional  Undivided  Interest evidenced by the within Mortgage  Pass-Through  Certificate
and hereby  authorizes  the  transfer of  registration  of such  interest  to assignee on the  Certificate
Register of the Trust Fund.

                  I (We) further  direct the  Certificate  Registrar to issue a new  Certificate of a like
denomination  and Class,  to the above  named  assignee  and deliver  such  Certificate  to the  following
address:




Dated:
                                    Signature by or on behalf of assignor



                                                              Signature Guaranteed

                                             DISTRIBUTION INSTRUCTIONS

                  The assignee should include the following for purposes of distribution:

                  Distributions  shall be made, by wire transfer or otherwise,  in  immediately  available
funds to  _________________________________  for the account of  _________________________  account number
_____________,  or, if mailed by check, to  ______________________________.  Applicable  statements should
be mailed to _____________________________________________.

                  This information is provided by    __________________,  the  assignee  named  above,  or
________________________, as its agent.



                                                                                              EXHIBIT A-13
                                     FORM OF CLASS II-XP CERTIFICATE

                  THIS  CERTIFICATE  HAS NOT BEEN AND WILL NOT BE REGISTERED  UNDER THE  SECURITIES ACT OF
1933, AS AMENDED (THE  "SECURITIES  ACT"),  OR UNDER ANY STATE  SECURITIES  LAWS.  THE HOLDER  HEREOF,  BY
PURCHASING THIS CERTIFICATE,  AGREES THAT THIS CERTIFICATE MAY BE REOFFERED,  RESOLD, PLEDGED OR OTHERWISE
TRANSFERRED  ONLY IN COMPLIANCE  WITH THE SECURITIES ACT AND OTHER  APPLICABLE  LAWS AND ONLY (1) PURSUANT
TO RULE 144A UNDER THE SECURITIES ACT ("RULE 144A") TO A PERSON THAT THE HOLDER  REASONABLY  BELIEVES IS A
QUALIFIED  INSTITUTIONAL  BUYER WITHIN THE MEANING OF RULE 144A (A "QIB"),  PURCHASING FOR ITS OWN ACCOUNT
OR A QIB  PURCHASING  FOR THE  ACCOUNT  OF A QIB,  WHOM THE HOLDER HAS  INFORMED,  IN EACH CASE,  THAT THE
REOFFER,  RESALE,  PLEDGE OR OTHER TRANSFER IS BEING MADE IN RELIANCE ON RULE 144A OR (2) IN  CERTIFICATED
FORM TO AN "INSTITUTIONAL  ACCREDITED INVESTOR" WITHIN THE MEANING THEREOF IN RULE 501(a)(1),  (2), (3) or
(7) OF  REGULATION  D UNDER THE ACT OR ANY  ENTITY IN WHICH ALL OF THE  EQUITY  OWNERS  COME  WITHIN  SUCH
PARAGRAPHS  PURCHASING  NOT FOR  DISTRIBUTION  IN  VIOLATION  OF THE  SECURITIES  ACT,  SUBJECT TO (A) THE
RECEIPT BY THE SECURITIES  ADMINISTRATOR  OF A LETTER  SUBSTANTIALLY IN THE FORM PROVIDED IN THE AGREEMENT
AND (B) THE RECEIPT BY THE SECURITIES  ADMINISTRATOR  OF SUCH OTHER EVIDENCE  ACCEPTABLE TO THE SECURITIES
ADMINISTRATOR THAT SUCH REOFFER,  RESALE,  PLEDGE OR TRANSFER IS IN COMPLIANCE WITH THE SECURITIES ACT AND
OTHER  APPLICABLE  LAWS OR IN EACH CASE IN ACCORDANCE  WITH ALL APPLICABLE  SECURITIES  LAWS OF THE UNITED
STATES AND ANY OTHER APPLICABLE JURISDICTION.



                  THIS  CERTIFICATE  MAY NOT BE ACQUIRED  DIRECTLY OR  INDIRECTLY  BY, OR ON BEHALF OF, AN
EMPLOYEE  BENEFIT  PLAN OR  OTHER  RETIREMENT  ARRANGEMENT  THAT IS  SUBJECT  TO  TITLE I OF THE  EMPLOYEE
RETIREMENT  INCOME  SECURITY  ACT OF 1974,  AS AMENDED  ("ERISA"),  AND/OR  SECTION  4975 OF THE  INTERNAL
REVENUE CODE OF 1986, AS AMENDED (THE "CODE")  (EACH,  A "PLAN"),  OR BY A PERSON USING "PLAN ASSETS" OF A
PLAN,  UNLESS THE PROPOSED  TRANSFEREE  PROVIDES THE SECURITIES  ADMINISTRATOR  WITH AN OPINION OF COUNSEL
FOR THE BENEFIT OF THE TRUSTEE,  MASTER  SERVICER AND THE SECURITIES  ADMINISTRATOR  AND ON WHICH THEY MAY
RELY WHICH IS  SATISFACTORY  TO THE  SECURITIES  ADMINISTRATOR  THAT THE PURCHASE OF THIS  CERTIFICATE  IS
PERMISSIBLE  UNDER  APPLICABLE LAW, WILL NOT CONSTITUTE OR RESULT IN A NON-EXEMPT  PROHIBITED  TRANSACTION
UNDER  SECTION  406 OF ERISA OR SECTION  4975 OF THE CODE AND WILL NOT SUBJECT  THE MASTER  SERVICER,  THE
TRUSTEE OR THE SECURITIES  ADMINISTRATOR  TO ANY  OBLIGATION OR LIABILITY IN ADDITION TO THOSE  UNDERTAKEN
IN THE AGREEMENT.




Certificate No.1                                           Percentage Interest: 100%




Class II-XP Senior




Date of Pooling and Servicing Agreement and Cut-off Date:  Aggregate Initial Certificate Principal Balance of this
June 1, 2006                                               Certificate as of the Cut-off Date:
                                                           $0




                                                           Initial Certificate Principal Balance of this
First Distribution Date:                                   Certificate as of the Cut-off Date:
July 25, 2006                                              $0




Master Servicer:                                           CUSIP: ___________
Wells Fargo Bank, National Association




Assumed Final Distribution Date:
July 25, 2006



                                          BEAR STEARNS ALT-A TRUST 2006-4
                                         MORTGAGE PASS-THROUGH CERTIFICATE
                                                   SERIES 2006-4

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


                  This  Certificate  is payable  solely  from the assets of the Trust  Fund,  and does not
represent an obligation of or interest in Structured  Asset Mortgage  Investments II Inc. ("SAMI II"), the
Master  Servicer,  the  Securities  Administrator  or the  Trustee  referred  to  below  or  any of  their
affiliates  or any  other  person.  Neither  this  Certificate  nor  the  underlying  Mortgage  Loans  are
guaranteed  or insured by any  governmental  entity or by SAMI II, the Master  Servicer  or the Trustee or
any of their  affiliates  or any  other  person.  None of SAMI II,  the  Master  Servicer  or any of their
affiliates  will have any obligation  with respect to any  certificate or other  obligation  secured by or
payable from payments on the Certificates.



                  This  certifies  that Bear,  Stearns  Securities  Corp. is the  registered  owner of the
Fractional  Undivided  Interest  evidenced hereby in the beneficial  ownership interest of Certificates of
the same Class as this  Certificate  in a trust (the "Trust Fund")  primarily  consisting of  conventional
adjustable  rate  mortgage  loans  secured by first liens on one- to four- family  residential  properties
(collectively,  the  "Mortgage  Loans")  sold by SAMI II. The  Mortgage  Loans  were sold by EMC  Mortgage
Corporation  ("EMC") to SAMI II.  Wells Fargo  Bank,  National  Association  ("Wells  Fargo")  will act as
master servicer of the Mortgage Loans (the "Master  Servicer," which term includes any successors  thereto
under the Agreement  referred to below).  The Trust Fund was created pursuant to the Pooling and Servicing
Agreement  dated as of the Cut-off Date  specified  above (the  "Agreement"),  among SAMI II, as depositor
(the  "Seller"),   the  Master  Servicer,  Wells  Fargo,  as  securities  administrator  (the  "Securities
Administrator"),  EMC Mortgage  Corporation and Citibank,  N.A., as trustee (the "Trustee"),  a summary of
certain of the pertinent  provisions of which is set forth  hereafter.  To the extent not defined  herein,
capitalized  terms used herein shall have the meaning ascribed to them in the Agreement.  This Certificate
is issued  under and is  subject  to the terms,  provisions  and  conditions  of the  Agreement,  to which
Agreement the Holder of this  Certificate  by virtue of its  acceptance  hereof  assents and by which such
Holder is bound.

                  The  Securities  Administrator  will  distribute  on the 25th day of each month,  or, if
such 25th day is not a Business  Day,  the  immediately  following  Business  Day (each,  a  "Distribution
Date"),  commencing  on the first  Distribution  Date  specified  above,  to the Person in whose name this
Certificate  is  registered  at the close of business on the last  Business  Day of the month  immediately
preceding the month of the related  Distribution  Date,  an amount equal to the product of the  Fractional
Undivided  Interest  evidenced  by this  Certificate  and the amount  required  to be  distributed  to the
Holders of  Certificates of the same Class as this  Certificate.  The Assumed Final  Distribution  Date is
the Distribution  Date in the month following the latest scheduled  maturity date of any Mortgage Loan and
is not likely to be the date on which the  Certificate  Principal  Balance  of this Class of  Certificates
will be reduced to zero.

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



                  No transfer of this  Certificate  shall be made unless the transfer is made  pursuant to
an effective  registration  statement  under the Securities Act of 1933, as amended (the "1933 Act"),  and
an effective  registration  or  qualification  under  applicable  state  securities  laws, or is made in a
transaction that does not require such  registration or  qualification.  In the event that such a transfer
of this  Certificate is to be made without  registration or  qualification,  the Securities  Administrator
shall  require  receipt of (i) if such transfer is  purportedly  being made (a) in reliance upon Rule 144A
under the 1933 Act or (b) to a  transferee  that is an  "Institutional  Accredited  Investor"  within  the
meaning of Rule  501(a)(1),  (2), (3) or (7) of  Regulation D under the 1933 Act,  written  certifications
from the Holder of the  Certificate  desiring to effect the transfer,  and from such Holder's  prospective
transferee,  substantially  in the forms  attached to the Agreement as Exhibit F-1 or F-2, as  applicable,
and (ii) if requested  by the  Securities  Administrator,  an Opinion of Counsel  satisfactory  to it that
such transfer may be made without such  registration or qualification  (which Opinion of Counsel shall not
be an expense  of the Trust Fund or of the  Seller,  the  Trustee,  the  Securities  Administrator  or the
Master  Servicer  in  their  respective   capacities  as  such),  together  with  copies  of  the  written
certification(s)  of the Holder of the  Certificate  desiring to effect the transfer  and/or such Holder's
prospective  transferee  upon which such Opinion of Counsel is based.  None of the Seller,  the Securities
Administrator  or the Trustee is obligated to register or qualify the Class of  Certificates  specified on
the face  hereof  under the 1933 Act or any  other  securities  law or to take any  action  not  otherwise
required  under the  Agreement  to permit  the  transfer  of such  Certificates  without  registration  or
qualification.  Any  Holder  desiring  to effect a  transfer  of this  Certificate  shall be  required  to
indemnify  the Trustee,  the  Securities  Administrator,  the Seller and the Master  Servicer  against any
liability  that may  result  if the  transfer  is not so  exempt  or is not made in  accordance  with such
federal and state laws.

                  No  transfer  of  this  Class  II-XP  Certificate  will be made  unless  the  Securities
Administrator  has received either (i) opinion of counsel for the benefit of the Trustee,  Master Servicer
and the  Securities  Administrator  and  which  they may  rely  which is  satisfactory  to the  Securities
Administrator  that the purchase of this  certificate is permissible  under local law, will not constitute
or result in a non-exempt  prohibited  transaction  under  Section 406 of the Employee  Retirement  Income
Security Act of 1974,  as amended  ("ERISA"),  and Section 4975 of the Internal  Revenue  Code, as amended
(the "Code"),  and will not subject the Master  Servicer,  the Trustee or the Securities  Administrator to
any  obligation or liability in addition to those  undertaken  in the  Agreement or (ii) a  representation
letter  stating  that the  transferee  is not  acquiring  directly or  indirectly  by, or on behalf of, an
employee  benefit  plan or other  retirement  arrangement  that is  subject  to Title I of  ERISA,  and/or
Section 4975 of the Code (each, a "Plan"), or by a person using "plan assets" of a Plan.

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

                  The Certificateholder,  by its acceptance of this Certificate,  agrees that it will look
solely to the Trust Fund for payment  hereunder  and that  neither the  Securities  Administrator  nor the
Trustee  is  liable to the  Certificateholders  for any  amount  payable  under  this  Certificate  or the
Agreement  or,  except  as  expressly  provided  in the  Agreement,  subject  to any  liability  under the
Agreement.



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

                  The Agreement  permits,  with certain  exceptions  therein  provided:  (i) the amendment
thereof  and of the  Servicing  Agreements  and the  modification  of the  rights and  obligations  of the
Seller,  the  Master  Servicer,  the  Securities  Administrator  and the  Trustee  and the  rights  of the
Certificateholders  under the Agreement  from time to time by EMC, the Seller,  the Master  Servicer,  the
Securities  Administrator and the Trustee,  and (ii) the amendment thereof and of the Servicing Agreements
by the Master  Servicer  and the  Trustee  with the  consent of the  Holders of  Certificates,  evidencing
Fractional  Undivided  Interests  aggregating  not less than 51% of the Trust Fund (or in  certain  cases,
Holders of  Certificates  of affected  Classes  evidencing  such  percentage of the  Fractional  Undivided
Interests  thereof).  Any such consent by the Holder of this  Certificate  shall be conclusive and binding
on such Holder and upon all future  Holders of this  Certificate  and of any  Certificate  issued upon the
transfer  hereof or in lieu hereof whether or not notation of such consent is made upon this  Certificate.
The Agreement  also permits the  amendment  thereof and of the  Servicing  Agreements  in certain  limited
circumstances, without the consent of the Holders of any of the Certificates.

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

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

                  No service charge will be made to the  Certificateholders  for any such  registration of
transfer,  but the Securities  Administrator  may require  payment of a sum sufficient to cover any tax or
other governmental charge payable in connection therewith.  The Seller, the Master Servicer,  the Trustee,
the  Securities  Administrator  and any  agent of any of them may  treat  the  Person  in whose  name this
Certificate  is  registered  as the owner  hereof for all  purposes,  and none of the  Seller,  the Master
Servicer,  the Trustee, the Securities  Administrator or any such agent shall be affected by notice to the
contrary.



                  The  obligations  created by the  Agreement  and the Trust Fund created  thereby  (other
than the  obligations  to make  payments to  Certificateholders  with  respect to the  termination  of the
Agreement)  shall  terminate  upon the earlier of (i) the later of (A) the  maturity or other  liquidation
(or Advance with respect  thereto) of the last Mortgage Loan  remaining in the Trust Fund and  disposition
of all property  acquired upon  foreclosure  or deed in lieu of  foreclosure  of any Mortgage Loan and (B)
the  remittance of all funds due under the Agreement,  or (ii) the optional  repurchase by the party named
in the  Agreement of all the  Mortgage  Loans and other  assets of the Trust Fund in  accordance  with the
terms of the Agreement.  Such optional  repurchase may be made only if (i) the Scheduled Principal Balance
of the  Mortgage  Loans at the time of any such  repurchase  is less than 10% of the Cut-off  Date Balance
for Loan Group II or (ii) the Depositor,  based upon an Opinion of Counsel  addressed to the Depositor and
the Trustee has  determined  that the REMIC status of any REMIC under the  Agreement has been lost or that
a  substantial  risk exists that such REMIC status will be lost for the  then-current  taxable  year.  The
exercise of such right will effect the early retirement of the Certificates.  In no event,  however,  will
the Trust Fund created by the  Agreement  continue  beyond the  expiration  of 21 years after the death of
certain persons identified in the Agreement.

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


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

Dated: June 30, 2006                                          WELLS FARGO BANK, NATIONAL ASSOCIATION
                                                              Not in its  individual  capacity  but solely
                                                              as Trustee


                                                              By:_________________________________________
                                                                                Authorized Signatory


                                           CERTIFICATE OF AUTHENTICATION

                  This  is  one  of the  Class  II-XP  Certificates  referred  to in the  within-mentioned
Agreement.

                                                              WELLS FARGO BANK, NATIONAL ASSOCIATION
                                                              Authorized  signatory  of Wells  Fargo Bank,
                                                              National    Association,    not    in    its
                                                              individual    capacity    but    solely   as
                                                              Securities Administrator


                                                              By:_________________________________________
                                                                                Authorized Signatory








                                                    ASSIGNMENT

                  FOR VALUE RECEIVED,  the  undersigned  hereby  sell(s),  assign(s) and transfer(s)  unto
__________________________________  (Please print or typewrite name and address  including postal zip code
of assignee) a Fractional  Undivided  Interest evidenced by the within Mortgage  Pass-Through  Certificate
and hereby  authorizes  the  transfer of  registration  of such  interest  to assignee on the  Certificate
Register of the Trust Fund.

                  I (We) further  direct the  Certificate  Registrar to issue a new  Certificate of a like
denomination  and Class,  to the above  named  assignee  and deliver  such  Certificate  to the  following
address:




Dated:
                                    Signature by or on behalf of assignor



                                                              Signature Guaranteed

                                             DISTRIBUTION INSTRUCTIONS

                  The assignee should include the following for purposes of distribution:

                  Distributions  shall be made, by wire transfer or otherwise,  in  immediately  available
funds to  _________________________________  for the account of  _________________________  account number
_____________,  or, if mailed by check, to  ______________________________.  Applicable  statements should
be mailed to _____________________________________________.

                  This information is provided by    __________________,  the  assignee  named  above,  or
________________________, as its agent.




                                                                                              EXHIBIT A-14

                                     FORM OF CLASS III-A CERTIFICATE

                  SOLELY FOR U.S. FEDERAL INCOME TAX PURPOSES,  THIS  CERTIFICATE IS A "REGULAR  INTEREST"
IN A "REAL ESTATE  MORTGAGE  INVESTMENT  CONDUIT," AS THOSE TERMS ARE DEFINED,  RESPECTIVELY,  IN SECTIONS
860G AND 860D OF THE INTERNAL REVENUE CODE OF 1986, AS AMENDED (THE "CODE").

                  THE  CERTIFICATE  PRINCIPAL  BALANCE  OF  THIS  CERTIFICATE  WILL  BE  DECREASED  BY THE
PRINCIPAL  PAYMENTS  HEREON.  ACCORDINGLY,  FOLLOWING  THE  INITIAL  ISSUANCE  OF  THE  CERTIFICATES,  THE
CERTIFICATE  PRINCIPAL  BALANCE OF THIS CERTIFICATE  WILL BE DIFFERENT FROM THE DENOMINATION  SHOWN BELOW.
ANYONE  ACQUIRING  THIS  CERTIFICATE  MAY ASCERTAIN ITS  CERTIFICATE  PRINCIPAL  BALANCE BY INQUIRY OF THE
SECURITIES ADMINISTRATOR NAMED HEREIN.

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



Certificate No. 1                                          Adjustable Pass-Through Rate




Class III-A Senior




                                                           Aggregate Initial Certificate Principal Balance of this
Date of Pooling and Servicing Agreement and Cut-off Date:  Certificate as of the Cut-off Date:
June 1, 2006                                               $____________




First Distribution Date:                                   Initial Certificate Principal Balance of this
July 25, 2006                                              Certificate as of the Cut-off Date: $__________




Master Servicer:                                           CUSIP: __________
Wells Fargo Bank, National Association




Assumed Final Distribution Date:
July 25, 2036




                                           BEAR STEARNS ALT-A TRUST 2006-4
                                          MORTGAGE PASS-THROUGH CERTIFICATE
                                                    SERIES 2006-4

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

                  This  Certificate  is payable  solely  from the assets of the Trust  Fund,  and does not
represent an obligation of or interest in Structured  Asset Mortgage  Investments II Inc. ("SAMI II"), the
Master  Servicer,  the  Securities  Administrator  or the  Trustee  referred  to  below  or  any of  their
affiliates  or any  other  person.  Neither  this  Certificate  nor  the  underlying  Mortgage  Loans  are
guaranteed  or insured by any  governmental  entity or by SAMI II, the Master  Servicer  or the Trustee or
any of their  affiliates  or any  other  person.  None of SAMI II,  the  Master  Servicer  or any of their
affiliates  will have any obligation  with respect to any  certificate or other  obligation  secured by or
payable from payments on the Certificates.



                  This  certifies  that Cede & Co. is the  registered  owner of the  Fractional  Undivided
Interest  evidenced hereby in the beneficial  ownership interest of Certificates of the same Class as this
Certificate in a trust (the "Trust Fund")  primarily  consisting of conventional  adjustable rate mortgage
loans secured by first liens on one- to four- family residential properties  (collectively,  the "Mortgage
Loans") sold by SAMI II. The  Mortgage  Loans were sold by EMC  Mortgage  Corporation  ("EMC") to SAMI II.
Wells Fargo Bank,  National  Association ("Wells Fargo") will act as master servicer of the Mortgage Loans
(the "Master  Servicer,"  which term  includes any  successors  thereto  under the  Agreement  referred to
below).  The Trust Fund was  created  pursuant  to the Pooling  and  Servicing  Agreement  dated as of the
Cut-off Date specified above (the  "Agreement"),  among SAMI II, as depositor (the  "Seller"),  the Master
Servicer,  Wells  Fargo,  as  securities  administrator  (the  "Securities  Administrator"),  EMC Mortgage
Corporation  and  Citibank,  N.A.,  as trustee  (the  "Trustee"),  a summary  of certain of the  pertinent
provisions  of which is set forth  hereafter.  To the extent not defined  herein,  capitalized  terms used
herein shall have the meaning  ascribed to them in the Agreement.  This Certificate is issued under and is
subject to the terms,  provisions and conditions of the Agreement,  to which  Agreement the Holder of this
Certificate by virtue of its acceptance hereof assents and by which such Holder is bound.

                  Interest on this  Certificate  will  accrue  during the period  from and  including  the
preceding  Distribution  Date (as  hereinafter  defined) (or in the case of the first  Distribution  Date,
from  the  Closing  Date)  to and  including  the  day  prior  to the  current  Distribution  Date  on the
Certificate  Principal  Balance hereof at a per annum rate equal to the Pass-Through Rate set forth in the
Agreement.  The Securities  Administrator  will distribute on the 25th day of each month, or, if such 25th
day is not a Business  Day,  the  immediately  following  Business  Day  (each,  a  "Distribution  Date"),
commencing on the first  Distribution  Date specified  above, to the Person in whose name this Certificate
is  registered  at  the  close  of  business  on  the  Business  Day  immediately  preceding  the  related
Distribution  Date so long as such  Certificate  remains in book-entry form (and  otherwise,  the close of
business  on the last  Business  Day of the month  immediately  preceding  the month of such  Distribution
Date), an amount equal to the product of the Fractional  Undivided  Interest evidenced by this Certificate
and the amount (of interest,  if any) required to be  distributed  to the Holders of  Certificates  of the
same Class as this  Certificate.  The Assumed  Final  Distribution  Date is the  Distribution  Date in the
month following the latest  scheduled  maturity date of any Mortgage Loan and is not likely to be the date
on which the Certificate Principal Balance of this Class of Certificates will be reduced to zero.

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

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



                  The Certificateholder,  by its acceptance of this Certificate,  agrees that it will look
solely to the Trust Fund for payment  hereunder  and that  neither the  Securities  Administrator  nor the
Trustee  is  liable to the  Certificateholders  for any  amount  payable  under  this  Certificate  or the
Agreement  or,  except  as  expressly  provided  in the  Agreement,  subject  to any  liability  under the
Agreement.

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

                  The Agreement  permits,  with certain  exceptions  therein  provided:  (i) the amendment
thereof  and of the  Servicing  Agreements  and the  modification  of the  rights and  obligations  of the
Seller,  the  Master  Servicer,  the  Securities  Administrator  and the  Trustee  and the  rights  of the
Certificateholders  under the Agreement  from time to time by EMC, the Seller,  the Master  Servicer,  the
Securities  Administrator and the Trustee,  and (ii) the amendment thereof and of the Servicing Agreements
by the Master  Servicer  and the  Trustee  with the  consent of the  Holders of  Certificates,  evidencing
Fractional  Undivided  Interests  aggregating  not less than 51% of the Trust Fund (or in  certain  cases,
Holders of  Certificates  of affected  Classes  evidencing  such  percentage of the  Fractional  Undivided
Interests  thereof).  Any such consent by the Holder of this  Certificate  shall be conclusive and binding
on such Holder and upon all future  Holders of this  Certificate  and of any  Certificate  issued upon the
transfer  hereof or in lieu hereof whether or not notation of such consent is made upon this  Certificate.
The Agreement  also permits the  amendment  thereof and of the  Servicing  Agreements  in certain  limited
circumstances, without the consent of the Holders of any of the Certificates.

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

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

                  No service charge will be made to the  Certificateholders  for any such  registration of
transfer,  but the Securities  Administrator  may require  payment of a sum sufficient to cover any tax or
other governmental charge payable in connection therewith.  The Seller, the Master Servicer,  the Trustee,
the  Securities  Administrator  and any  agent of any of them may  treat  the  Person  in whose  name this
Certificate  is  registered  as the owner  hereof for all  purposes,  and none of the  Seller,  the Master
Servicer,  the Trustee, the Securities  Administrator or any such agent shall be affected by notice to the
contrary.

                  The  obligations  created by the  Agreement  and the Trust Fund created  thereby  (other
than the  obligations  to make  payments to  Certificateholders  with  respect to the  termination  of the
Agreement)  shall  terminate  upon the earlier of (i) the later of (A) the  maturity or other  liquidation
(or Advance with respect  thereto) of the last Mortgage Loan  remaining in the Trust Fund and  disposition
of all property  acquired upon  foreclosure  or deed in lieu of  foreclosure  of any Mortgage Loan and (B)
the  remittance of all funds due under the Agreement,  or (ii) the optional  repurchase by the party named
in the  Agreement of all the  Mortgage  Loans and other  assets of the Trust Fund in  accordance  with the
terms of the Agreement.  Such optional  repurchase may be made only if (i) the Scheduled Principal Balance
of the Mortgage  Loans at the time of any such  repurchase  is less than 10% of the sum of (x) the Cut-off
Date  Balance  and (y) the  Pre-Funded  Amounts  for Loan  Group I or (ii) the  Depositor,  based  upon an
Opinion of Counsel  addressed to the  Depositor  and the Trustee has  determined  that the REMIC status of
any REMIC under the  Agreement  has been lost or that a  substantial  risk  exists that such REMIC  status
will be lost for the  then-current  taxable  year.  The  exercise  of such  right  will  effect  the early
retirement  of the  Certificates.  In no event,  however,  will the Trust Fund  created  by the  Agreement
continue  beyond  the  expiration  of 21 years  after  the  death of  certain  persons  identified  in the
Agreement.

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




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

Dated: June 30, 2006                                          WELLS FARGO BANK, NATIONAL ASSOCIATION
                                                              not in its  individual  capacity  but solely
                                                              as Securities Administrator


                                                              By:_________________________________________
                                                                                Authorized Signatory


                                            CERTIFICATE OF AUTHENTICATION

                  This  is  one  of the  Class  III-A  Certificates  referred  to in the  within-mentioned
Agreement.

                                                              WELLS FARGO BANK, NATIONAL ASSOCIATION
                                                              Authorized  signatory  of Wells  Fargo Bank,
                                                              National    Association,    not    in    its
                                                              individual    capacity    but    solely   as
                                                              Securities Administrator

                                                              By:_________________________________________
                                                                                Authorized Signatory



                                                     ASSIGNMENT

                  FOR VALUE RECEIVED,  the  undersigned  hereby  sell(s),  assign(s) and transfer(s)  unto
__________________________________  (Please print or typewrite name and address  including postal zip code
of assignee) a Fractional  Undivided  Interest evidenced by the within Mortgage  Pass-Through  Certificate
and hereby  authorizes  the  transfer of  registration  of such  interest  to assignee on the  Certificate
Register of the Trust Fund.

                  I (We) further  direct the  Certificate  Registrar to issue a new  Certificate of a like
denomination  and Class,  to the above  named  assignee  and deliver  such  Certificate  to the  following
address:




Dated:
                                    Signature by or on behalf of assignor



                                                              Signature Guaranteed

                                              DISTRIBUTION INSTRUCTIONS

                  The assignee should include the following for purposes of distribution:

                  Distributions  shall be made, by wire transfer or otherwise,  in  immediately  available
funds to  _________________________________  for the account of  _________________________  account number
_____________,  or, if mailed by check, to  ______________________________.  Applicable  statements should
be mailed to _____________________________________________.

                  This information is provided by    __________________,  the  assignee  named  above,  or
________________________, as its agent.



                                                                                              EXHIBIT A-15
                                     FORM OF CLASS III-X CERTIFICATE

                  SOLELY FOR U.S. FEDERAL INCOME TAX PURPOSES,  THIS  CERTIFICATE IS A "REGULAR  INTEREST"
IN A "REAL ESTATE  MORTGAGE  INVESTMENT  CONDUIT," AS THOSE TERMS ARE DEFINED,  RESPECTIVELY,  IN SECTIONS
860G AND 860D OF THE INTERNAL REVENUE CODE OF 1986, AS AMENDED (THE "CODE").

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



Certificate No.1                                           _______%




Class III-X Senior




                                                           Aggregate Initial Notional Amount of this Certificate
Date of Pooling and Servicing Agreement and Cut-off Date:  as of the Cut-off Date:
June 1, 2006                                               $___________




                                                           Initial Notional Amount of this Certificate as of the
First Distribution Date:                                   Cut-off Date:
July 25, 2006                                              $___________




Master Servicer:                                           CUSIP: ____________
Wells Fargo Bank, National Association




Assumed Final Distribution Date:
July 25, 2036




                                          BEAR STEARNS ALT-A TRUST 2006-4
                                         MORTGAGE PASS-THROUGH CERTIFICATE
                                                   SERIES 2006-4

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


                  This  Certificate  is payable  solely  from the assets of the Trust  Fund,  and does not
represent an obligation of or interest in Structured  Asset Mortgage  Investments II Inc. ("SAMI II"), the
Master  Servicer,  the  Securities  Administrator  or the  Trustee  referred  to  below  or  any of  their
affiliates  or any  other  person.  Neither  this  Certificate  nor  the  underlying  Mortgage  Loans  are
guaranteed  or insured by any  governmental  entity or by SAMI II, the Master  Servicer  or the Trustee or
any of their  affiliates  or any  other  person.  None of SAMI II,  the  Master  Servicer  or any of their
affiliates  will have any obligation  with respect to any  certificate or other  obligation  secured by or
payable from payments on the Certificates.

                  This  certifies  that Cede & Co. is the  registered  owner of the  Fractional  Undivided
Interest  evidenced hereby in the beneficial  ownership interest of Certificates of the same Class as this
Certificate in a trust (the "Trust Fund")  primarily  consisting of conventional  adjustable rate mortgage
loans secured by first liens on one- to four- family residential properties  (collectively,  the "Mortgage
Loans") sold by SAMI II. The  Mortgage  Loans were sold by EMC  Mortgage  Corporation  ("EMC") to SAMI II.
Wells Fargo Bank,  National  Association ("Wells Fargo") will act as master servicer of the Mortgage Loans
(the "Master  Servicer,"  which term  includes any  successors  thereto  under the  Agreement  referred to
below).  The Trust Fund was  created  pursuant  to the Pooling  and  Servicing  Agreement  dated as of the
Cut-off Date specified above (the  "Agreement"),  among SAMI II, as depositor (the  "Seller"),  the Master
Servicer,  Wells  Fargo,  as  securities  administrator  (the  "Securities  Administrator"),  EMC Mortgage
Corporation  and  Citibank,  N.A.,  as trustee  (the  "Trustee"),  a summary  of certain of the  pertinent
provisions  of which is set forth  hereafter.  To the extent not defined  herein,  capitalized  terms used
herein shall have the meaning  ascribed to them in the Agreement.  This Certificate is issued under and is
subject to the terms,  provisions and conditions of the Agreement,  to which  Agreement the Holder of this
Certificate by virtue of its acceptance hereof assents and by which such Holder is bound.

                  Interest on this  Certificate  will  accrue  during the period  from and  including  the
preceding  Distribution  Date (as  hereinafter  defined) (or in the case of the first  Distribution  Date,
from the Closing  Date) to and including  the day prior to the current  Distribution  Date on the Notional
Amount  hereof  at a per  annum  rate  equal to the  Pass-Through  Rate set forth  above.  The  Securities
Administrator  will distribute on the 25th day of each month,  or, if such 25th day is not a Business Day,
the  immediately  following  Business  Day  (each,  a  "Distribution  Date"),   commencing  on  the  first
Distribution  Date  specified  above,  to the Person in whose name this  Certificate  is registered at the
close of business on the Business  Day  immediately  preceding  the related  Distribution  Date so long as
such  Certificate  remains in book-entry form (and  otherwise,  the close of business on the last Business
Day of the month  immediately  preceding  the month of such  Distribution  Date),  an amount  equal to the
product of the Fractional  Undivided  Interest  evidenced by this Certificate and the amount (of interest,
if any) required to be distributed to the Holders of Certificates  of the same Class as this  Certificate.
The Assumed Final  Distribution  Date is the Distribution Date in the month following the latest scheduled
maturity date of any Mortgage  Loan and is not likely to be the date on which the Notional  Amount of this
Class of Certificates will be reduced to zero.

                  Distributions  on this  Certificate  will be made  by the  Securities  Administrator  by
check mailed to the address of the Person  entitled  thereto as such name and address  shall appear on the
Certificate  Register or, if such Person so requests by notifying the Securities  Administrator in writing
as specified in the Agreement,  by wire transfer.  Notwithstanding  the above,  the final  distribution on
this  Certificate  will be made after due notice by the Securities  Administrator  of the pendency of such
distribution  and only  upon  presentation  and  surrender  of this  Certificate  at the  office or agency
appointed by the  Securities  Administrator  for that purpose and  designated in such notice.  The initial
Notional Amount of this Certificate is set forth above.

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

                  The Certificateholder,  by its acceptance of this Certificate,  agrees that it will look
solely to the Trust Fund for payment  hereunder  and that  neither the  Securities  Administrator  nor the
Trustee  is  liable to the  Certificateholders  for any  amount  payable  under  this  Certificate  or the
Agreement  or,  except  as  expressly  provided  in the  Agreement,  subject  to any  liability  under the
Agreement.

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

                  The Agreement  permits,  with certain  exceptions  therein  provided:  (i) the amendment
thereof  and of the  Servicing  Agreements  and the  modification  of the  rights and  obligations  of the
Seller,  the  Master  Servicer,  the  Securities  Administrator  and the  Trustee  and the  rights  of the
Certificateholders  under the Agreement  from time to time by EMC, the Seller,  the Master  Servicer,  the
Securities  Administrator and the Trustee,  and (ii) the amendment thereof and of the Servicing Agreements
by the Master  Servicer  and the  Trustee  with the  consent of the  Holders of  Certificates,  evidencing
Fractional  Undivided  Interests  aggregating  not less than 51% of the Trust Fund (or in  certain  cases,
Holders of  Certificates  of affected  Classes  evidencing  such  percentage of the  Fractional  Undivided
Interests  thereof).  Any such consent by the Holder of this  Certificate  shall be conclusive and binding
on such Holder and upon all future  Holders of this  Certificate  and of any  Certificate  issued upon the
transfer  hereof or in lieu hereof whether or not notation of such consent is made upon this  Certificate.
The Agreement  also permits the  amendment  thereof and of the  Servicing  Agreements  in certain  limited
circumstances, without the consent of the Holders of any of the Certificates.

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

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

                  No service charge will be made to the  Certificateholders  for any such  registration of
transfer,  but the Securities  Administrator  may require  payment of a sum sufficient to cover any tax or
other governmental charge payable in connection therewith.  The Seller, the Master Servicer,  the Trustee,
the  Securities  Administrator  and any  agent of any of them may  treat  the  Person  in whose  name this
Certificate  is  registered  as the owner  hereof for all  purposes,  and none of the  Seller,  the Master
Servicer,  the Trustee, the Securities  Administrator or any such agent shall be affected by notice to the
contrary.

                  The  obligations  created by the  Agreement  and the Trust Fund created  thereby  (other
than the  obligations  to make  payments to  Certificateholders  with  respect to the  termination  of the
Agreement)  shall  terminate  upon the earlier of (i) the later of (A) the  maturity or other  liquidation
(or Advance with respect  thereto) of the last Mortgage Loan  remaining in the Trust Fund and  disposition
of all property  acquired upon  foreclosure  or deed in lieu of  foreclosure  of any Mortgage Loan and (B)
the  remittance of all funds due under the Agreement,  or (ii) the optional  repurchase by the party named
in the  Agreement of all the  Mortgage  Loans and other  assets of the Trust Fund in  accordance  with the
terms of the Agreement.  Such optional  repurchase may be made only if (i) the Scheduled Principal Balance
of the  Mortgage  Loans at the time of any such  repurchase  is less than 10% of the Cut-off  Date Balance
for Loan Group II or (ii) the Depositor,  based upon an Opinion of Counsel  addressed to the Depositor and
the Trustee has  determined  that the REMIC status of any REMIC under the  Agreement has been lost or that
a  substantial  risk exists that such REMIC status will be lost for the  then-current  taxable  year.  The
exercise of such right will effect the early retirement of the Certificates.  In no event,  however,  will
the Trust Fund created by the  Agreement  continue  beyond the  expiration  of 21 years after the death of
certain persons identified in the Agreement.


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


                  IN WITNESS  WHEREOF,  the  Securities  Administrator  has caused this  Certificate to be
duly executed.
Dated: June 30, 2006                                 WELLS FARGO BANK, NATIONAL ASSOCIATION
                                                              not in its  individual  capacity  but solely
                                                              as Securities Administrator


                                                              By:__________________________________________
                                                                                Authorized Signatory


                                           CERTIFICATE OF AUTHENTICATION

                  This  is  one  of the  Class  III-X  Certificates  referred  to in the  within-mentioned
Agreement.

                                                              WELLS FARGO BANK, NATIONAL ASSOCIATION
                                                              Authorized  signatory  of Wells  Fargo Bank,
                                                              National    Association,    not    in    its
                                                              individual    capacity    but    solely   as
                                                              Securities Administrator

                                                              By:_________________________________________
                                                                                Authorized Signatory



                                                ASSIGNMENT

                  FOR VALUE RECEIVED,  the  undersigned  hereby  sell(s),  assign(s) and transfer(s)  unto
__________________________________  (Please print or typewrite name and address  including postal zip code
of assignee) a Fractional  Undivided  Interest evidenced by the within Mortgage  Pass-Through  Certificate
and hereby  authorizes  the  transfer of  registration  of such  interest  to assignee on the  Certificate
Register of the Trust Fund.

                  I (We) further  direct the  Certificate  Registrar to issue a new  Certificate of a like
denomination  and Class,  to the above  named  assignee  and deliver  such  Certificate  to the  following
address:




Dated:
                                                              _____________________________________________
                                                              Signature by or on behalf of assignor



                                                              ______________________________________________
                                                              Signature Guaranteed

                                             DISTRIBUTION INSTRUCTIONS

                  The assignee should include the following for purposes of distribution:

                  Distributions  shall be made, by wire transfer or otherwise,  in  immediately  available
funds to  _________________________________  for the account of  _________________________  account number
_____________,  or, if mailed by check, to  ______________________________.  Applicable  statements should
be mailed to _____________________________________________.

This information is provided by     __________________, the assignee named above, or
________________________, as its agent.



                                                                                              EXHIBIT A-16
                                FORM OF CLASS III-B-[1][2][3] CERTIFICATE

                  THIS  CERTIFICATE IS SUBORDINATED IN RIGHT OF PAYMENT TO THE CLASS II-A  CERTIFICATES AS
DESCRIBED IN THE AGREEMENT (AS DEFINED BELOW).

                  SOLELY FOR U.S. FEDERAL INCOME TAX PURPOSES,  THIS  CERTIFICATE IS A "REGULAR  INTEREST"
IN A "REAL ESTATE  MORTGAGE  INVESTMENT  CONDUIT," AS THOSE TERMS ARE DEFINED,  RESPECTIVELY,  IN SECTIONS
860G AND 860D OF THE INTERNAL REVENUE CODE OF 1986, AS AMENDED (THE "CODE").

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

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

         EACH BENEFICIAL  OWNER OF A CLASS  III-B-[1][2][3]  CERTIFICATE OR ANY INTEREST  THEREIN SHALL BE
DEEMED TO HAVE  REPRESENTED,  BY VIRTUE OF ITS  ACQUISITION  OR HOLDING OF THAT  CERTIFICATE  OR  INTEREST
THEREIN,  THAT EITHER (I) SUCH  CERTIFICATE IS RATED AT LEAST "BBB-" OR ITS  EQUIVALENT BY FITCH,  S&P AND
MOODY'S,  (II) IT IS NOT A PLAN  SUBJECT TO TITLE I OF THE  EMPLOYEE  RETIREMENT  INCOME  SECURITY  ACT OF
1974,  AS AMENDED,  OR SECTION 4975 OF THE CODE (EACH,  A "PLAN") OR INVESTING  WITH "PLAN  ASSETS" OF ANY
PLAN,  OR (III) (1) IT IS AN  INSURANCE  COMPANY,  (2) THE  SOURCE OF FUNDS  USED TO  ACQUIRE  OR HOLD THE
CERTIFICATE  OR INTEREST  THEREIN IS AN "INSURANCE  COMPANY  GENERAL  ACCOUNT," AS SUCH TERM IS DEFINED IN
U.S.  DEPARTMENT OF LABOR PROHIBITED  TRANSACTION  CLASS EXEMPTION  ("PTCE") 95-60, AND (3) THE CONDITIONS
IN SECTIONS I AND III OF PTCE 95-60 HAVE BEEN SATISFIED.



Certificate No.1                                           Adjustable Pass-Through Rate




Class III-B-[1][2][3] Subordinate




                                                           Aggregate Initial Certificate Principal Balance of this
Date of Pooling and Servicing Agreement and Cut-off Date:  Certificate as of the Cut-off Date:
June 1, 2006                                               $__________




First Distribution Date:                                   Initial Certificate Principal Balance of this
July 25, 2006                                              Certificate as of the Cut-off Date:   $__________




Master Servicer:                                           CUSIP: ___________
Wells Fargo Bank, National Association




Assumed Final Distribution Date:
July 25, 2036




                                           BEAR STEARNS ALT-A TRUST 2006-4
                                          MORTGAGE PASS-THROUGH CERTIFICATE
                                                    SERIES 2006-4

         evidencing a fractional  undivided interest in the distributions  allocable to the Class
         III-B-[1][2][3]  Certificates  with  respect to a Trust Fund  consisting  primarily of a
         pool of adjustable  interest rate mortgage  loans secured by first liens on  one-to-four
         family residential properties and sold by STRUCTURED ASSET MORTGAGE INVESTMENTS II INC.

                  This  Certificate  is payable  solely  from the assets of the Trust  Fund,  and does not
represent an obligation of or interest in Structured  Asset Mortgage  Investments II Inc. ("SAMI II"), the
Master  Servicer,  the  Securities  Administrator  or the  Trustee  referred  to  below  or  any of  their
affiliates  or any  other  person.  Neither  this  Certificate  nor  the  underlying  Mortgage  Loans  are
guaranteed  or insured by any  governmental  entity or by SAMI II, the Master  Servicer  or the Trustee or
any of their  affiliates  or any  other  person.  None of SAMI II,  the  Master  Servicer  or any of their
affiliates  will have any obligation  with respect to any  certificate or other  obligation  secured by or
payable from payments on the Certificates.



                  This  certifies  that Cede & Co. is the  registered  owner of the  Fractional  Undivided
Interest  evidenced  hereby in the  beneficial  ownership  interest of  Certificates  of the same Class as
this  Certificate  in a trust (the "Trust Fund")  primarily  consisting of  conventional  adjustable  rate
mortgage loans secured by first liens on one- to four- family residential  properties  (collectively,  the
"Mortgage  Loans") sold by SAMI II. The Mortgage  Loans were sold by EMC Mortgage  Corporation  ("EMC") to
SAMI II.  Wells  Fargo Bank,  National  Association  ("Wells  Fargo")  will act as master  servicer of the
Mortgage  Loans (the "Master  Servicer,"  which term includes any  successors  thereto under the Agreement
referred to below).  The Trust Fund was created  pursuant to the Pooling and Servicing  Agreement dated as
of the Cut-off Date specified above (the  "Agreement"),  among SAMI II, as depositor (the  "Seller"),  the
Master Servicer, Wells Fargo, as securities administrator (the "Securities  Administrator"),  EMC Mortgage
Corporation  and  Citibank,  N.A.,  as trustee  (the  "Trustee"),  a summary  of certain of the  pertinent
provisions  of which is set forth  hereafter.  To the extent not defined  herein,  capitalized  terms used
herein shall have the meaning  ascribed to them in the Agreement.  This Certificate is issued under and is
subject to the terms,  provisions and conditions of the Agreement,  to which  Agreement the Holder of this
Certificate by virtue of its acceptance hereof assents and by which such Holder is bound.

                  Interest on this  Certificate  will  accrue  during the period  from and  including  the
preceding  Distribution  Date (as  hereinafter  defined) (or in the case of the first  Distribution  Date,
from  the  Closing  Date)  to and  including  the  day  prior  to the  current  Distribution  Date  on the
Certificate  Principal  Balance hereof at a per annum rate equal to the Pass-Through Rate set forth in the
Agreement.  The Securities  Administrator  will distribute on the 25th day of each month, or, if such 25th
day is not a Business  Day,  the  immediately  following  Business  Day  (each,  a  "Distribution  Date"),
commencing on the first  Distribution  Date specified  above, to the Person in whose name this Certificate
is  registered  at  the  close  of  business  on  the  Business  Day  immediately  preceding  the  related
Distribution  Date so long as such  Certificate  remains in book-entry form (and  otherwise,  the close of
business  on the last  Business  Day of the month  immediately  preceding  the month of such  Distribution
Date), an amount equal to the product of the Fractional  Undivided  Interest evidenced by this Certificate
and the amount (of interest,  if any) required to be  distributed  to the Holders of  Certificates  of the
same Class as this  Certificate.  The Assumed  Final  Distribution  Date is the  Distribution  Date in the
month following the latest  scheduled  maturity date of any Mortgage Loan and is not likely to be the date
on which the Certificate Principal Balance of this Class of Certificates will be reduced to zero.

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

         Each beneficial  owner of a Class  III-B-[1][2][3]  Certificate or any interest  therein shall be
deemed to have  represented,  by virtue of its  acquisition  or holding of that  Certificate  or  interest
therein,  that either (i) such  Certificate is rated at least "BBB-" or its  equivalent by Fitch,  S&P and
Moody's,  (ii) it is not a plan subject to Title I of the Employee  Retirement  Investment Security Act of
1974,  as amended,  or Section 4975 of the Code (each,  a "Plan") or investing  with "plan  assets" of any
Plan,  or  (iii)(1)  it is an  insurance  company,  (2) the  source of funds  used to  acquire or hold the
Certificate  or interest  therein is an "insurance  company  general  account," as such term is defined in
U.S.  Department of Labor Prohibited  Transaction  Class Exemption  ("PTCE") 95-60, and (3) the conditions
in Sections I and III of PTCE 95-60 have been satisfied.



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

                  The Certificateholder,  by its acceptance of this Certificate,  agrees that it will look
solely to the Trust Fund for payment  hereunder  and that  neither the  Securities  Administrator  nor the
Trustee  is  liable to the  Certificateholders  for any  amount  payable  under  this  Certificate  or the
Agreement  or,  except  as  expressly  provided  in the  Agreement,  subject  to any  liability  under the
Agreement.

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

                  The Agreement  permits,  with certain  exceptions  therein  provided:  (i) the amendment
thereof  and of the  Servicing  Agreements  and the  modification  of the  rights and  obligations  of the
Seller,  the  Master  Servicer,  the  Securities  Administrator  and the  Trustee  and the  rights  of the
Certificateholders  under the Agreement  from time to time by EMC, the Seller,  the Master  Servicer,  the
Securities  Administrator and the Trustee,  and (ii) the amendment thereof and of the Servicing Agreements
by the Master  Servicer  and the  Trustee  with the  consent of the  Holders of  Certificates,  evidencing
Fractional  Undivided  Interests  aggregating  not less than 51% of the Trust Fund (or in  certain  cases,
Holders of  Certificates  of affected  Classes  evidencing  such  percentage of the  Fractional  Undivided
Interests  thereof).  Any such consent by the Holder of this  Certificate  shall be conclusive and binding
on such Holder and upon all future  Holders of this  Certificate  and of any  Certificate  issued upon the
transfer  hereof or in lieu hereof whether or not notation of such consent is made upon this  Certificate.
The Agreement  also permits the  amendment  thereof and of the  Servicing  Agreements  in certain  limited
circumstances, without the consent of the Holders of any of the Certificates.

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

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



                  No service charge will be made to the  Certificateholders  for any such  registration of
transfer,  but the Securities  Administrator  may require  payment of a sum sufficient to cover any tax or
other governmental charge payable in connection therewith.  The Seller, the Master Servicer,  the Trustee,
the  Securities  Administrator  and any  agent of any of them may  treat  the  Person  in whose  name this
Certificate  is  registered  as the owner  hereof for all  purposes,  and none of the  Seller,  the Master
Servicer,  the Trustee, the Securities  Administrator or any such agent shall be affected by notice to the
contrary.

                  The  obligations  created by the  Agreement  and the Trust Fund created  thereby  (other
than the  obligations  to make  payments to  Certificateholders  with  respect to the  termination  of the
Agreement)  shall  terminate  upon the earlier of (i) the later of (A) the  maturity or other  liquidation
(or Advance with respect  thereto) of the last Mortgage Loan  remaining in the Trust Fund and  disposition
of all property  acquired upon  foreclosure  or deed in lieu of  foreclosure  of any Mortgage Loan and (B)
the  remittance of all funds due under the Agreement,  or (ii) the optional  repurchase by the party named
in the  Agreement of all the  Mortgage  Loans and other  assets of the Trust Fund in  accordance  with the
terms of the Agreement.  Such optional  repurchase may be made only if (i) the Scheduled Principal Balance
of the Mortgage  Loans at the time of any such  repurchase  is less than 10% of the sum of (x) the Cut-off
Date  Balance  and (y) the  Pre-Funded  Amounts  for Loan  Group II or (ii) the  Depositor,  based upon an
Opinion of Counsel  addressed to the  Depositor  and the Trustee has  determined  that the REMIC status of
any REMIC under the  Agreement  has been lost or that a  substantial  risk  exists that such REMIC  status
will be lost for the  then-current  taxable  year.  The  exercise  of such  right  will  effect  the early
retirement  of the  Certificates.  In no event,  however,  will the Trust Fund  created  by the  Agreement
continue  beyond  the  expiration  of 21 years  after  the  death of  certain  persons  identified  in the
Agreement.

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



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

Dated: June 30, 2006                                          WELLS FARGO BANK, NATIONAL ASSOCIATION
                                                              not in its  individual  capacity  but solely
                                                              as Securities Administrator


                                                              By:_________________________________________
                                                                                Authorized Signatory


                                            CERTIFICATE OF AUTHENTICATION

                  This  is  one  of  the   Class   III-B-[1][2][3]   Certificates   referred   to  in  the
within-mentioned Agreement.

                                                              WELLS FARGO BANK, NATIONAL ASSOCIATION
                                                              Authorized  signatory  of Wells  Fargo Bank,
                                                              National    Association,    not    in    its
                                                              individual    capacity    but    solely   as
                                                              Securities Administrator

                                                              By:_________________________________________
                                                                                Authorized Signatory



                                                     ASSIGNMENT

                  FOR VALUE RECEIVED,  the  undersigned  hereby  sell(s),  assign(s) and transfer(s)  unto
__________________________________  (Please print or typewrite name and address  including postal zip code
of assignee) a Fractional  Undivided  Interest evidenced by the within Mortgage  Pass-Through  Certificate
and hereby  authorizes  the  transfer of  registration  of such  interest  to assignee on the  Certificate
Register of the Trust Fund.

                  I (We) further  direct the  Certificate  Registrar to issue a new  Certificate of a like
denomination  and Class,  to the above  named  assignee  and deliver  such  Certificate  to the  following
address:




Dated:
                                    Signature by or on behalf of assignor



                                                              Signature Guaranteed

                                              DISTRIBUTION INSTRUCTIONS

                  The assignee should include the following for purposes of distribution:

                  Distributions  shall be made, by wire transfer or otherwise,  in  immediately  available
funds to  _________________________________  for the account of  _________________________  account number
_____________,  or, if mailed by check, to  ______________________________.  Applicable  statements should
be mailed to _____________________________________________.

                  This information is provided by    __________________,  the  assignee  named  above,  or
________________________, as its agent.




                                                                                              EXHIBIT A-17
                                FORM OF CLASS III-B-[4][5][6] CERTIFICATE

                  THIS  CERTIFICATE  IS  SUBORDINATED  IN RIGHT  OF  PAYMENT  TO THE  CLASS  III-A,  CLASS
III-B-1, CLASS III-B-2, CLASS III-B-3 CERTIFICATES AS DESCRIBED IN THE AGREEMENT (AS DEFINED BELOW).

                  SOLELY FOR U.S. FEDERAL INCOME TAX PURPOSES,  THIS  CERTIFICATE IS A "REGULAR  INTEREST"
IN A "REAL ESTATE  MORTGAGE  INVESTMENT  CONDUIT," AS THOSE TERMS ARE DEFINED,  RESPECTIVELY,  IN SECTIONS
860G AND 860D OF THE INTERNAL REVENUE CODE OF 1986 (THE "CODE").

                  THE  CERTIFICATE  PRINCIPAL  BALANCE  OF  THIS  CERTIFICATE  WILL  BE  DECREASED  BY THE
PRINCIPAL  PAYMENTS  HEREON.  ACCORDINGLY,  FOLLOWING  THE  INITIAL  ISSUANCE  OF  THE  CERTIFICATES,  THE
CERTIFICATE  PRINCIPAL  BALANCE OF THIS CERTIFICATE  WILL BE DIFFERENT FROM THE DENOMINATION  SHOWN BELOW.
ANYONE  ACQUIRING  THIS  CERTIFICATE  MAY ASCERTAIN ITS  CERTIFICATE  PRINCIPAL  BALANCE BY INQUIRY OF THE
SECURITIES ADMINISTRATOR NAMED HEREIN.

                  THIS  CERTIFICATE  HAS NOT BEEN AND WILL NOT BE REGISTERED  UNDER THE  SECURITIES ACT OF
1933, AS AMENDED (THE  "SECURITIES  ACT"),  OR UNDER ANY STATE  SECURITIES  LAWS.  THE HOLDER  HEREOF,  BY
PURCHASING THIS CERTIFICATE,  AGREES THAT THIS CERTIFICATE MAY BE REOFFERED,  RESOLD, PLEDGED OR OTHERWISE
TRANSFERRED  ONLY IN COMPLIANCE  WITH THE SECURITIES ACT AND OTHER  APPLICABLE  LAWS AND ONLY (1) PURSUANT
TO RULE 144A UNDER THE SECURITIES ACT ("RULE 144A") TO A PERSON THAT THE HOLDER  REASONABLY  BELIEVES IS A
QUALIFIED  INSTITUTIONAL  BUYER WITHIN THE MEANING OF RULE 144A (A "QIB"),  PURCHASING FOR ITS OWN ACCOUNT
OR A QIB  PURCHASING  FOR THE  ACCOUNT  OF A QIB,  WHOM THE HOLDER HAS  INFORMED,  IN EACH CASE,  THAT THE
REOFFER,  RESALE,  PLEDGE OR OTHER TRANSFER IS BEING MADE IN RELIANCE ON RULE 144A OR (2) IN  CERTIFICATED
FORM TO AN "INSTITUTIONAL  ACCREDITED INVESTOR" WITHIN THE MEANING THEREOF IN RULE 501(a)(1),  (2), (3) or
(7) OF  REGULATION  D UNDER THE ACT OR ANY  ENTITY IN WHICH ALL OF THE  EQUITY  OWNERS  COME  WITHIN  SUCH
PARAGRAPHS  PURCHASING  NOT FOR  DISTRIBUTION  IN  VIOLATION  OF THE  SECURITIES  ACT,  SUBJECT TO (A) THE
RECEIPT BY THE SECURITIES  ADMINISTRATOR  OF A LETTER  SUBSTANTIALLY IN THE FORM PROVIDED IN THE AGREEMENT
AND (B) THE RECEIPT BY THE SECURITIES  ADMINISTRATOR  OF SUCH OTHER EVIDENCE  ACCEPTABLE TO THE SECURITIES
ADMINISTRATOR THAT SUCH REOFFER,  RESALE,  PLEDGE OR TRANSFER IS IN COMPLIANCE WITH THE SECURITIES ACT AND
OTHER  APPLICABLE  LAWS OR IN EACH CASE IN ACCORDANCE  WITH ALL APPLICABLE  SECURITIES  LAWS OF THE UNITED
STATES AND ANY OTHER APPLICABLE JURISDICTION.


                  THIS  CERTIFICATE  MAY NOT BE ACQUIRED  DIRECTLY OR  INDIRECTLY  BY, OR ON BEHALF OF, AN
EMPLOYEE  BENEFIT  PLAN OR  OTHER  RETIREMENT  ARRANGEMENT  THAT IS  SUBJECT  TO  TITLE I OF THE  EMPLOYEE
RETIREMENT  INCOME  SECURITY  ACT OF 1974,  AS AMENDED  ("ERISA"),  AND/OR  SECTION  4975 OF THE  INTERNAL
REVENUE CODE OF 1986, AS AMENDED (THE "CODE")  (EACH,  A "PLAN"),  OR BY A PERSON USING "PLAN ASSETS" OF A
PLAN,  UNLESS THE PROPOSED  TRANSFEREE  PROVIDES THE SECURITIES  ADMINISTRATOR  WITH AN OPINION OF COUNSEL
FOR THE BENEFIT OF THE TRUSTEE,  MASTER  SERVICER AND THE SECURITIES  ADMINISTRATOR  AND ON WHICH THEY MAY
RELY WHICH IS  SATISFACTORY  TO THE  SECURITIES  ADMINISTRATOR  THAT THE PURCHASE OF THIS  CERTIFICATE  IS
PERMISSIBLE  UNDER  APPLICABLE LAW, WILL NOT CONSTITUTE OR RESULT IN A NON-EXEMPT  PROHIBITED  TRANSACTION
UNDER  SECTION  406 OF ERISA OR SECTION  4975 OF THE CODE AND WILL NOT SUBJECT  THE MASTER  SERVICER,  THE
TRUSTEE OR THE SECURITIES  ADMINISTRATOR  TO ANY  OBLIGATION OR LIABILITY IN ADDITION TO THOSE  UNDERTAKEN
IN THE AGREEMENT.



Certificate No.1                                           Adjustable Pass-Through Rate




Class III-B-[4][5][6] Senior




                                                           Aggregate Initial Certificate Principal Balance of this
Date of Pooling and Servicing Agreement and Cut-off Date:  Certificate as of the Cut-off Date:
June 1, 2006                                               $__________




                                                           Initial Certificate Principal Balance of this
First Distribution Date:                                   Certificate as of the Cut-off Date:
July 25, 2006                                              $__________




Master Servicer:                                           CUSIP: ____________
Wells Fargo Bank, National Association




Assumed Final Distribution Date:
July 25, 2036



                                          BEAR STEARNS ALT-A TRUST 2006-4
                                         MORTGAGE PASS-THROUGH CERTIFICATE
                                                   SERIES 2006-4

         evidencing a fractional  undivided interest in the distributions  allocable to the Class
         III-B-[4][5][6]  Certificates  with  respect to a Trust Fund  consisting  primarily of a
         pool of adjustable  interest rate mortgage  loans secured by first liens on  one-to-four
         family residential properties and sold by STRUCTURED ASSET MORTGAGE INVESTMENTS II INC.


                  This  Certificate  is payable  solely  from the assets of the Trust  Fund,  and does not
represent an obligation of or interest in Structured  Asset Mortgage  Investments II Inc. ("SAMI II"), the
Master  Servicer,  the  Securities  Administrator  or the  Trustee  referred  to  below  or  any of  their
affiliates  or any  other  person.  Neither  this  Certificate  nor  the  underlying  Mortgage  Loans  are
guaranteed  or insured by any  governmental  entity or by SAMI II, the Master  Servicer  or the Trustee or
any of their  affiliates  or any  other  person.  None of SAMI II,  the  Master  Servicer  or any of their
affiliates  will have any obligation  with respect to any  certificate or other  obligation  secured by or
payable from payments on the Certificates.



                  This  certifies  that Bear,  Stearns  Securities  Corp. is the  registered  owner of the
Fractional  Undivided  Interest  evidenced hereby in the beneficial  ownership interest of Certificates of
the same Class as this  Certificate  in a trust (the "Trust Fund")  primarily  consisting of  conventional
adjustable  rate  mortgage  loans  secured by first liens on one- to four- family  residential  properties
(collectively,  the  "Mortgage  Loans")  sold by SAMI II. The  Mortgage  Loans  were sold by EMC  Mortgage
Corporation  ("EMC") to SAMI II.  Wells Fargo  Bank,  National  Association  ("Wells  Fargo")  will act as
master servicer of the Mortgage Loans (the "Master  Servicer," which term includes any successors  thereto
under the Agreement  referred to below).  The Trust Fund was created pursuant to the Pooling and Servicing
Agreement  dated as of the Cut-off Date  specified  above (the  "Agreement"),  among SAMI II, as depositor
(the  "Seller"),   the  Master  Servicer,  Wells  Fargo,  as  securities  administrator  (the  "Securities
Administrator"),  EMC Mortgage  Corporation and Citibank,  N.A., as trustee (the "Trustee"),  a summary of
certain of the pertinent  provisions of which is set forth  hereafter.  To the extent not defined  herein,
capitalized  terms used herein shall have the meaning ascribed to them in the Agreement.  This Certificate
is issued  under and is  subject  to the terms,  provisions  and  conditions  of the  Agreement,  to which
Agreement the Holder of this  Certificate  by virtue of its  acceptance  hereof  assents and by which such
Holder is bound.

                  The  Securities  Administrator  will  distribute  on the 25th day of each month,  or, if
such 25th day is not a Business  Day,  the  immediately  following  Business  Day (each,  a  "Distribution
Date"),  commencing  on the first  Distribution  Date  specified  above,  to the Person in whose name this
Certificate  is  registered  at the close of business on the last  Business  Day of the month  immediately
preceding the month of the related  Distribution  Date,  an amount equal to the product of the  Fractional
Undivided  Interest  evidenced  by this  Certificate  and the amount  required  to be  distributed  to the
Holders of  Certificates of the same Class as this  Certificate.  The Assumed Final  Distribution  Date is
the Distribution  Date in the month following the latest scheduled  maturity date of any Mortgage Loan and
is not likely to be the date on which the  Certificate  Principal  Balance  of this Class of  Certificates
will be reduced to zero.

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



                  No transfer of this  Certificate  shall be made unless the transfer is made  pursuant to
an effective  registration  statement  under the Securities Act of 1933, as amended (the "1933 Act"),  and
an effective  registration  or  qualification  under  applicable  state  securities  laws, or is made in a
transaction that does not require such  registration or  qualification.  In the event that such a transfer
of this  Certificate is to be made without  registration or  qualification,  the Securities  Administrator
shall  require  receipt of (i) if such transfer is  purportedly  being made (a) in reliance upon Rule 144A
under the 1933 Act or (b) to a  transferee  that is an  "Institutional  Accredited  Investor"  within  the
meaning of Rule  501(a)(1),  (2), (3) or (7) of  Regulation D under the 1933 Act,  written  certifications
from the Holder of the  Certificate  desiring to effect the transfer,  and from such Holder's  prospective
transferee,  substantially  in the forms  attached to the Agreement as Exhibit F-1 or F-2, as  applicable,
and (ii) if requested  by the  Securities  Administrator,  an Opinion of Counsel  satisfactory  to it that
such transfer may be made without such  registration or qualification  (which Opinion of Counsel shall not
be an expense  of the Trust Fund or of the  Seller,  the  Trustee,  the  Securities  Administrator  or the
Master  Servicer  in  their  respective   capacities  as  such),  together  with  copies  of  the  written
certification(s)  of the Holder of the  Certificate  desiring to effect the transfer  and/or such Holder's
prospective  transferee  upon which such Opinion of Counsel is based.  None of the Seller,  the Securities
Administrator  or the Trustee is obligated to register or qualify the Class of  Certificates  specified on
the face  hereof  under the 1933 Act or any  other  securities  law or to take any  action  not  otherwise
required  under the  Agreement  to permit  the  transfer  of such  Certificates  without  registration  or
qualification.  Any  Holder  desiring  to effect a  transfer  of this  Certificate  shall be  required  to
indemnify  the Trustee,  the  Securities  Administrator,  the Seller and the Master  Servicer  against any
liability  that may  result  if the  transfer  is not so  exempt  or is not made in  accordance  with such
federal and state laws.

                  No  transfer  of  this  Class  III-B-[4][5][6]  Certificate  will  be  made  unless  the
Securities  Administrator  has  received  either (i) opinion of counsel  for the  benefit of the  Trustee,
Master  Servicer and the Securities  Administrator  and which they may rely which is  satisfactory  to the
Securities  Administrator  that the purchase of this certificate is permissible  under local law, will not
constitute or result in a non-exempt  prohibited  transaction under Section 406 of the Employee Retirement
Income  Security Act of 1974,  as amended  ("ERISA"),  and Section 4975 of the Internal  Revenue  Code, as
amended  (the  "Code"),  and  will  not  subject  the  Master  Servicer,  the  Trustee  or the  Securities
Administrator  to any  obligation or liability in addition to those  undertaken in the Agreement or (ii) a
representation  letter  stating that the  transferee  is not acquiring  directly or  indirectly  by, or on
behalf of, an employee benefit plan or other  retirement  arrangement that is subject to Title I of ERISA,
and/or Section 4975 of the Code (each, a "Plan"), or by a person using "plan assets" of a Plan.

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

                  The Certificateholder,  by its acceptance of this Certificate,  agrees that it will look
solely to the Trust Fund for payment  hereunder  and that  neither the  Securities  Administrator  nor the
Trustee  is  liable to the  Certificateholders  for any  amount  payable  under  this  Certificate  or the
Agreement  or,  except  as  expressly  provided  in the  Agreement,  subject  to any  liability  under the
Agreement.



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

                  The Agreement  permits,  with certain  exceptions  therein  provided:  (i) the amendment
thereof and of the Servicing  Agreement and the  modification of the rights and obligations of the Seller,
the  Master   Servicer,   the   Securities   Administrator   and  the   Trustee  and  the  rights  of  the
Certificateholders  under the Agreement  from time to time by EMC, the Seller,  the Master  Servicer,  the
Securities  Administrator and the Trustee,  and (ii) the amendment thereof and of the Servicing  Agreement
by the Master  Servicer  and the  Trustee  with the  consent of the  Holders of  Certificates,  evidencing
Fractional  Undivided  Interests  aggregating  not less than 51% of the Trust Fund (or in  certain  cases,
Holders of  Certificates  of affected  Classes  evidencing  such  percentage of the  Fractional  Undivided
Interests  thereof).  Any such consent by the Holder of this  Certificate  shall be conclusive and binding
on such Holder and upon all future  Holders of this  Certificate  and of any  Certificate  issued upon the
transfer  hereof or in lieu hereof whether or not notation of such consent is made upon this  Certificate.
The  Agreement  also permits the  amendment  thereof and of the  Servicing  Agreement  in certain  limited
circumstances, without the consent of the Holders of any of the Certificates.

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

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

                  No service charge will be made to the  Certificateholders  for any such  registration of
transfer,  but the Securities  Administrator  may require  payment of a sum sufficient to cover any tax or
other governmental charge payable in connection therewith.  The Seller, the Master Servicer,  the Trustee,
the  Securities  Administrator  and any  agent of any of them may  treat  the  Person  in whose  name this
Certificate  is  registered  as the owner  hereof for all  purposes,  and none of the  Seller,  the Master
Servicer,  the Trustee, the Securities  Administrator or any such agent shall be affected by notice to the
contrary.



                  The  obligations  created by the  Agreement  and the Trust Fund created  thereby  (other
than the  obligations  to make  payments to  Certificateholders  with  respect to the  termination  of the
Agreement)  shall  terminate  upon the earlier of (i) the later of (A) the  maturity or other  liquidation
(or Advance with respect  thereto) of the last Mortgage Loan  remaining in the Trust Fund and  disposition
of all property  acquired upon  foreclosure  or deed in lieu of  foreclosure  of any Mortgage Loan and (B)
the  remittance of all funds due under the Agreement,  or (ii) the optional  repurchase by the party named
in the  Agreement of all the  Mortgage  Loans and other  assets of the Trust Fund in  accordance  with the
terms of the Agreement.  Such optional  repurchase may be made only if (i) the Scheduled Principal Balance
of the Mortgage  Loans at the time of any such  repurchase  is less than 10% of the sum of (x) the Cut-off
Date  Balance  and (y) the  Pre-Funded  Amounts  for Loan  Group II or (ii) the  Depositor,  based upon an
Opinion of Counsel  addressed to the  Depositor  and the Trustee has  determined  that the REMIC status of
any REMIC under the  Agreement  has been lost or that a  substantial  risk  exists that such REMIC  status
will be lost for the  then-current  taxable  year.  The  exercise  of such  right  will  effect  the early
retirement  of the  Certificates.  In no event,  however,  will the Trust Fund  created  by the  Agreement
continue  beyond  the  expiration  of 21 years  after  the  death of  certain  persons  identified  in the
Agreement.

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



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

Dated: June 30, 2006                                          WELLS FARGO BANK, NATIONAL ASSOCIATION
                                                              Not in its  individual  capacity  but solely
                                                              as Securities Administrator


                                                              By:_________________________________________
                                                                                Authorized Signatory


                                           CERTIFICATE OF AUTHENTICATION

                  This  is  one  of  the   Class   III-B-[4][5][6]   Certificates   referred   to  in  the
within-mentioned Agreement.

                                                              WELLS FARGO BANK, NATIONAL ASSOCIATION
                                                              Authorized  signatory  of Wells  Fargo Bank,
                                                              National    Association,    not    in    its
                                                              individual    capacity    but    solely   as
                                                              Securities Administrator


                                                              By:_________________________________________
                                                                                Authorized Signatory



                                                    ASSIGNMENT

                  FOR VALUE RECEIVED,  the  undersigned  hereby  sell(s),  assign(s) and transfer(s)  unto
__________________________________  (Please print or typewrite name and address  including postal zip code
of assignee) a Fractional  Undivided  Interest evidenced by the within Mortgage  Pass-Through  Certificate
and hereby  authorizes  the  transfer of  registration  of such  interest  to assignee on the  Certificate
Register of the Trust Fund.

                  I (We) further  direct the  Certificate  Registrar to issue a new  Certificate of a like
denomination  and Class,  to the above  named  assignee  and deliver  such  Certificate  to the  following
address:




Dated:
                                    Signature by or on behalf of assignor



                                                              Signature Guaranteed

                                             DISTRIBUTION INSTRUCTIONS

                  The assignee should include the following for purposes of distribution:

                  Distributions  shall be made, by wire transfer or otherwise,  in  immediately  available
funds to  _________________________________  for the account of  _________________________  account number
_____________,  or, if mailed by check, to  ______________________________.  Applicable  statements should
be mailed to _____________________________________________.

                  This information is provided by    __________________,  the  assignee  named  above,  or
________________________, as its agent.





                                                                                                 EXHIBIT B
                                              MORTGAGE LOAN SCHEDULE





GROUP                    SUB_GROUP                                       CURRENT_BALANCE                PAYMENT   STATED_ORIGINAL_TERM         STATED_REM_TERM     CURRENT_NET_COUPON                   LPMI                   MSERV               SERV_FEE   CURRENT_GROSS_COUPON CITY1               STATE                                    ZIP_CODE PROPTYPE                     ORIGINAL_BALANCE          FIRST_PAY_DATE          LOAN_TO_VALUE  MI                                  MERS_ID1                  MARGIN               NEXT_RATE_ADJ_DATE1    MAX_RATE               MIN_RATE            PER_RATE_CAP LIEN                  BALLOON           IO_FLAG                                    IO_PERIOD PREPAY                    AMORT_TERM1 FIX_PER                    NEG_AM                                  STATED_MAT PORTFOLIO
GI                       G02                                                   180932.08                1281.60                    360                     358                  8.125                      0                      0                   0.375                    8.5 CHICAGO                IL                                       60605 Condominium                            181000                20060501            69.98999786 No MI                                1.00E+17                    2.25               20110401                   13.5                      0                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      203600                1420.96                    360                     357                      8                      0                      0                   0.375                  8.375 Kearney                MO                                       64060 Single Family                          203600                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 13.375                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360301 AFL2
GI                       G01                                                      467920                3265.69                    360                     357                      8                      0                      0                   0.375                  8.375 Huntsville             UT                                       84317 Condominium                            467920                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 13.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G01                                                      997500                6338.28                    360                     357                   7.25                      0                      0                   0.375                  7.625 LONG BEACH             CA                                       90803 Single Family                          997500                20060401                     75 No MI                                1.00E+17                    2.25               20110301                 12.625                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GI                       G02                                                      311500                1979.32                    360                     355                   7.25                      0                      0                   0.375                  7.625 Stamford               CT                                        6905 Single Family                          311500                20060201                     70 No MI                                1.00E+17                    2.25               20110101                 13.625                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360101 AFL2
GII                      G03                                                      230350                1367.70                    360                     356                   6.75                      0                      0                   0.375                  7.125 Capitol Heights        MD                                       20743 2-4 Family                             230400                20060301                     80 No MI                                1.00E+17                    2.25               20110201                 13.125                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360201 AFL2
GI                       G02                                                   219318.98                1649.78                    360                     358                  7.875                      0                      0                   0.375                   8.25 Medford                NJ                                        8055 Single Family                          219600                20060501                     90 GE Capital MI                        1.00E+17                    2.25               20110401                  13.25                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                      312000                1722.50                    360                     356                   6.25                      0                      0                   0.375                  6.625 Centennial             CO                                       80111 PUD                                    312000                20060301                     80 No MI                                1.00E+17                    2.25               20110201                 12.625                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360201 AFL2
GI                       G03                                                      217500                1359.38                    360                     357                  7.125                      0                      0                   0.375                    7.5 Miami                  FL                                       33180 Condominium                            217500                20060401                     75 No MI                                                            2.25               20110301                   12.5                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G02                                                      124720                 818.48                    360                     357                    7.5                      0                      0                   0.375                  7.875 HILLSBORO              MO                                       63050 PUD                                    124720                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 12.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G02                                                   243541.83                1854.58                    360                     357                      8                      0                      0                   0.375                  8.375 AURORA                 IL                                       60506 Single Family                          244000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 13.375                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G03                                                      373500                2295.47                    360                     356                      7                      0                      0                   0.375                  7.375 Lake Worth             FL                                       33463 PUD                                    373500                20060301                     90 GE Capital MI                        1.00E+17                    2.25               20110201                 13.375                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360201 AFL2
GII                      G02                                                      224800                1264.50                    360                     356                  6.375                      0                      0                   0.375                   6.75 Plymouth               MA                                        2360 Single Family                          224800                20060301                     80 No MI                                1.00E+17                    2.25               20110201                  12.75                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360201 AFL2
GI                       G02                                                      311000                1619.79                    360                     357                  5.875                      0                      0                   0.375                   6.25 Jamaica                NY                                       11423 Single Family                          311000                20060401            69.88999939 No MI                                1.00E+17                   2.375               20080301                  11.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      24 N                                    20360301 AFL2
GI                       G02                                                    95819.73                 729.67                    360                     357                      8                      0                      0                   0.375                  8.375 Lincoln Park           MI                                       48146 Single Family                           96000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 13.375                      2                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G02                                                    96218.98                 732.71                    360                     357                      8                      0                      0                   0.375                  8.375 Detroit                MI                                       48235 Single Family                           96400                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 13.375                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360301 AFL2
GII                      G02                                                      106600                 577.42                    360                     357                  6.125                      0                      0                   0.375                    6.5 BALTIMORE              MD                                       21224 Single Family                          106600                20060401                     65 No MI                                1.00E+17                    2.25               20110301                   11.5                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360301 AFL2
GII                      G02                                                      264600                1543.50                    360                     356                  6.625                      0                      0                   0.375                      7 Venice                 FL                                       34292 PUD                                    264600                20060301            79.98999786 No MI                                1.00E+17                    2.25               20110201                     13                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360201 AFL2
GI                       G02                                                       92250                 643.83                    360                     358                      8                      0                      0                   0.375                  8.375 DETROIT                MI                                       48224 Single Family                           92250                20060501                     75 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                    58287.51                 438.74                    360                     357                  7.875                      0                      0                   0.375                   8.25 CROWLEY                TX                                       76036 Single Family                           58400                20060401                     80 No MI                                1.00E+17                    2.25               20110301                  13.25                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360301 AFL2
GI                       G02                                                    59388.28                 452.24                    360                     357                      8                      0                      0                   0.375                  8.375 Arlington              TX                                       76010 Single Family                           59500                20060401                     70 No MI                                1.00E+17                    2.25               20110301                 13.375                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G02                                                      102950                 707.78                    360                     357                  7.875                      0                      0                   0.375                   8.25 Denver                 CO                                       80239 Single Family                          102950                20060401            74.98000336 No MI                                1.00E+17                    2.25               20110301                  13.25                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360301 AFL2
GI                       G01                                                    989958.4                7598.72                    360                     358                      8                      0                      0                   0.375                  8.375 Islamorada             FL                                       33036 Single Family                          999736                20060501                     68 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      210400                1358.83                    360                     357                  7.375                      0                      0                   0.375                   7.75 Orange Park            FL                                       32065 PUD                                    210400                20060401                     80 No MI                                1.00E+17                    2.25               20110301                  12.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GII                      G02                                                      146250                 822.66                    360                     358                  6.375                      0                      0                   0.375                   6.75 Austin                 TX                                       78744 2-4 Family                             146250                20060501                     65 No MI                                1.00E+17                    2.25               20110401                  11.75                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                   199584.37                1450.14                    360                     357                    7.5                      0                      0                   0.375                  7.875 N LAS VEGAS            NV                                       89032 Single Family                          200000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 12.875                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360301 AFL2
GI                       G02                                                       74200                 494.67                    360                     358                  7.625                      0                      0                   0.375                      8 Clinton                UT                                       84015 Single Family                           74200                20060501                     70 No MI                                1.00E+17                    2.25               20110401                     13                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      228400                1498.88                    360                     357                    7.5                      0                      0                   0.375                  7.875 Arvada                 CO                                       80002 2-4 Family                             228400                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 12.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GI                       G03                                                      110530                 690.81                    360                     357                  7.125                      0                      0                   0.375                    7.5 PALMER LAKE            CO                                       80133 Condominium                            110530                20060401                     70 No MI                                1.00E+17                    2.25               20110301                   12.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GI                       G01                                                      476000                3371.67                    360                     357                  8.125                      0                      0                   0.375                    8.5 Crete                  IL                                       60417 PUD                                    476000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                   13.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G01                                                  1494034.48                9648.97                    360                     357                  7.375                      0                      0                   0.375                   7.75 Indian Head            MD                                       20640 Single Family                         1495000                20060401            61.02000046 No MI                                1.00E+17                    2.25               20110301                  12.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G03                                                      185200                1157.50                    360                     357                  7.125                      0                      0                   0.375                    7.5 Wheat Ridge            CO                                       80212 Single Family                          185200                20060401                     80 No MI                                1.00E+17                    2.25               20110301                   12.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G02                                                      116000                 797.50                    360                     358                  7.875                      0                      0                   0.375                   8.25 ATL                    GA                                       30349 Single Family                          116000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  13.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                      271200                1525.50                    360                     358                  6.375                      0                      0                   0.375                   6.75 Sacramento             CA                                       95828 Single Family                          271200                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  11.75                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G03                                                      417000                2519.37                    360                     358                  6.875                      0                      0                   0.375                   7.25 WASHINGTON             DC                                       20007 Single Family                          417000                20060501            52.77999878 No MI                                1.00E+17                    2.25               20110401                  12.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G01                                                      767200                5034.75                    360                     358                    7.5                      0                      0                   0.375                  7.875 HENDERSON              NV                                       89012 Single Family                          767200                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G03                                                   238973.87                1613.91                    360                     357                   6.75                      0                      0                   0.375                  7.125 Mattson                IL                                       60443 PUD                                    239552                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 12.125                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G03                                                      975000                6093.75                    360                     357                  7.125                      0                      0                   0.375                    7.5 PARK CITY              UT                                       84098 Single Family                          975000                20060401                     75 No MI                                1.00E+17                    2.25               20110301                   12.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G03                                                      719200                4420.08                    360                     357                      7                      0                      0                   0.375                  7.375 Sandy                  UT                                       84093 Single Family                          719200                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 12.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GI                       G02                                                      208000                1365.00                    360                     357                    7.5                      0                      0                   0.375                  7.875 Dallas                 TX                                       75248 Single Family                          208000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 12.875                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360301 AFL2
GI                       G03                                                      223200                1395.00                    360                     356                  7.125                      0                      0                   0.375                    7.5 Lancaster              CA                                       93535 Single Family                          223200                20060301                     80 No MI                                1.00E+17                    2.25               20110201                   12.5                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360201 AFL2
GII                      G01                                                   131594.28                 780.83                    360                     357                    5.5                      0                      0                   0.375                  5.875 Malden                 MA                                        2148 Single Family                          132000                20060401            42.86000061 No MI                                1.00E+17                    2.25               20090301                 11.875                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      36 N                                    20360301 AFL2
GII                      G02                                                      319200                1795.50                    360                     350                  6.375                      0                      0                   0.375                   6.75 Miami                  FL                                       33130 2-4 Family                             319200                20050901                     80 No MI                                1.00E+17                    2.25               20100801                  11.75                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20350801 AFL2
GII                      G02                                                      153336                 878.49                    360                     355                    6.5                      0                      0                   0.375                  6.875 Miami Beach            FL                                       33141 Condominium                            153336                20060201            79.98999786 No MI                                1.00E+17                    2.25               20110101                 12.875                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360101 AFL2
GI                       G01                                                      651050                4272.52                    360                     357                    7.5                      0                      0                   0.375                  7.875 ELLICOTT CITY          MD                                       21043 Single Family                          651050                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 12.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G02                                                      136000                 892.50                    360                     357                    7.5                      0                      0                   0.375                  7.875 SAINT CHARLES          MD                                       20602 PUD                                    136000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 12.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G03                                                   230406.43                1613.44                    360                     358                  7.125                      0                      0                   0.375                    7.5 Chicago                IL                                       60651 2-4 Family                             230750                20060501                     65 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      189200                1320.46                    360                     358                      8                      0                      0                   0.375                  8.375 Glendale               AZ                                       85304 Single Family                          189200                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                    67073.81                 510.77                    360                     357                      8                      0                      0                   0.375                  8.375 LOUISVILLE             KY                                       40212 Single Family                           67200                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 13.375                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360301 AFL2
GI                       G03                                                      115360                 721.00                    360                     358                  7.125                      0                      0                   0.375                    7.5 NEWPORT NEWS           VA                                       23607 Single Family                          115360                20060501                     80 No MI                                                            2.25               20110401                   12.5                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G03                                                      159920                1032.82                    360                     360                  7.375                      0                      0                   0.375                   7.75 EGG HARBOR TOWNSHIP    NJ                                        8234 Condominium                            159920                20060701                     80 No MI                                                            4.25               20110601                  12.75                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 ADN1
GI                       G03                                                      169600                1042.33                    360                     360                      7                      0                      0                   0.375                  7.375 INVER GROVE HEIGHTS    MN                                       55076 PUD                                    169600                20060701                     80 No MI                                                               3               20110601                 12.375                  3.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 ADN1
GI                       G03                                                      312000                1950.00                    360                     360                  7.125                      0                      0                   0.375                    7.5 LOS BANOS              CA                                       93635 Single Family                          312000                20060701                     80 No MI                                                               3               20110601                   12.5                  2.625                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 ADN1
GII                      G02                                                      244000                1397.92                    360                     360                    6.5                      0                      0                   0.375                  6.875 SILVER SPRING          MD                                       20904 PUD                                    244000                20060701                     80 No MI                                                            3.75               20110601                 12.875                  2.625                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 ADN1
GI                       G03                                                      226000                1436.04                    360                     360                   7.25                      0                      0                   0.375                  7.625 NORTH HIGHLANDS        CA                                       95660 Single Family                          226000                20060701                     80 No MI                                                               3               20110601                 12.625                  3.375                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 ADN1
GI                       G03                                                      170400                1152.96                    360                     360                  7.375                      0                      0                   0.375                   7.75 GLENDALE               AZ                                       85303 Single Family                          170400                20060701                     80 No MI                                                           3.625               20110601                  12.75                  2.625                       2 First Lien                                    N                                            0 Prepay                                    480                      60 N                                    20360601 ADN1
GI                       G03                                                      323520                2022.00                    360                     359                  7.125                      0                      0                   0.375                    7.5 MAITLAND               FL                                       32751 Single Family                          323520                20060601                     80 No MI                                                            4.25               20110501                   12.5                   3.25                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G03                                                      196000                1408.75                    360                     360                   8.25                      0                      0                   0.375                  8.625 HOMESTEAD              FL                                       33033 PUD                                    196000                20060701                     80 No MI                                                            5.25               20110601                 14.625                  3.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 ADN1
GI                       G03                                                      199200                1265.75                    360                     360                   7.25                      0                      0                   0.375                  7.625 MIAMI                  FL                                       33180 Condominium                            199200                20060701                     80 No MI                                                            4.25               20110601                 12.625                  4.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 ADN1
GI                       G03                                                      219360                1188.20                    360                     359                  6.125                      0                      0                   0.375                    6.5 CAPE CORAL             FL                                       33993 Single Family                          219360                20060601                     80 No MI                                                            3.25               20110501                   11.5                  3.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G03                                                   131815.27                 810.27                    360                     359                      7                      0                      0                   0.375                  7.375 TAYLORS                SC                                       29687 Single Family                          131840                20060601                     80 No MI                                                             3.5               20110501                 13.375                  2.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G03                                                      203600                1272.50                    360                     360                  7.125                      0                      0                   0.375                    7.5 LITTLETON              CO                                       80125 PUD                                    203600                20060701                     80 No MI                                                            4.25               20110601                   12.5                  3.125                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 ADN1
GI                       G03                                                       98400                 615.00                    360                     360                  7.125                      0                      0                   0.375                    7.5 GRAND JUNCTION         CO                                       81501 Single Family                           98400                20060701                     80 No MI                                                               3               20110601                   12.5                  3.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 ADN1
GII                      G03                                                      295920                1787.85                    360                     359                  6.875                      0                      0                   0.375                   7.25 LOS ANGELES            CA                                       91342 Condominium                            295920                20060601                     80 No MI                                                            3.75               20110501                  12.25                  2.625                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G03                                                      166320                1022.18                    360                     359                      7                      0                      0                   0.375                  7.375 SIMPSONVILLE           SC                                       29681 Single Family                          166320                20060601                     80 No MI                                                            4.25               20110501                 12.375                  3.375                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G03                                                      312912                2296.04                    360                     360                  7.625                      0                      0                   0.375                      8 WYANDANCH              NY                                       11798 Single Family                          312912                20060701                     80 No MI                                                            4.25               20110601                     13                  3.875                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360601 ADN1
GI                       G03                                                      423072                2688.27                    360                     360                   7.25                      0                      0                   0.375                  7.625 MORENO VALLEY          CA                                       92555 Single Family                          423072                20060701                     80 No MI                                                            3.75               20110601                 12.625                  3.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 ADN1
GI                       G03                                                      234400                1465.00                    360                     360                  7.125                      0                      0                   0.375                    7.5 MIRAMAR                FL                                       33023 Single Family                          234400                20060701                     80 No MI                                                             3.5               20110601                   12.5                  3.375                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 ADN1
GI                       G03                                                      316650                2045.03                    360                     359                  7.375                      0                      0                   0.375                   7.75 VICTORVILLE            CA                                       92392 Single Family                          316650                20060601            79.98999786 No MI                                                            4.25               20110501                  12.75                  3.125                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G03                                                      319000                2026.98                    360                     360                   7.25                      0                      0                   0.375                  7.625 OCEANSIDE              CA                                       92054 PUD                                    319000                20060701            79.94999695 No MI                                                            4.25               20110601                 12.625                  3.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 ADN1
GI                       G03                                                      179920                1199.47                    360                     360                  7.625                      0                      0                   0.375                      8 COCONUT CREEK          FL                                       33066 Condominium                            179920                20060701                     80 No MI                                                            5.25               20110601                     13                  3.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 ADN1
GI                       G03                                                      164000                1076.25                    360                     360                    7.5                      0                      0                   0.375                  7.875 CHICO                  CA                                       95928 Condominium                            164000                20060701                     80 No MI                                                             3.5               20110601                 12.875                  4.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 ADN1
GI                       G03                                                      285600                1748.94                    360                     360                    6.5                      0                      0                   0.375                  6.875 SPRINGFIELD            VA                                       22153 PUD                                    285600                20060701                     80 No MI                                                           3.375               20110601                 11.875                  3.125                       2 First Lien                                    N                                            0 Prepay                                    480                      60 N                                    20360601 ADN1
GI                       G03                                                      284760                1720.43                    360                     359                  6.875                      0                      0                   0.375                   7.25 MANASSAS               VA                                       20109 PUD                                    284760                20060601                     80 No MI                                                               3               20110501                  12.25                      3                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G03                                                      192000                1240.00                    360                     360                  7.375                      0                      0                   0.375                   7.75 SILVER SPRING          MD                                       20903 Condominium                            192000                20060701                     80 No MI                                                            3.75               20110601                  12.75                  2.625                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 ADN1
GII                      G03                                                      369120                2230.10                    360                     360                  6.875                      0                      0                   0.375                   7.25 RIVERSIDE              CA                                       92509 Single Family                          369120                20060701                     80 No MI                                                             3.5               20110601                  12.25                  3.375                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 ADN1
GI                       G03                                                      204800                1365.33                    360                     359                  7.625                      0                      0                   0.375                      8 NAMPA                  ID                                       83686 PUD                                    204800                20060601                     80 No MI                                                            5.25               20110501                     13                  3.125                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G03                                                      248000                1654.97                    360                     360                   7.25                      0                      0                   0.375                  7.625 FT MYERS               FL                                       33905 Single Family                          248000                20060701                     80 No MI                                                           5.375               20090601                 13.625                  4.875                       2 First Lien                                    N                                            0 Prepay                                    480                      36 N                                    20360601 ADN1
GI                       G03                                                      172000                1021.25                    360                     359                   6.75                      0                      0                   0.375                  7.125 ELKO                   NV                                       89801 Single Family                          172000                20060601                     80 No MI                                                               3               20110501                 12.125                      5                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G03                                                      232000                1329.17                    360                     360                    6.5                      0                      0                   0.375                  6.875 NORTH HIGHLANDS        CA                                       95660 Single Family                          232000                20060701                     80 No MI                                                            3.25               20110601                 11.875                  2.625                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 ADN1
GI                       G03                                                      191200                1294.58                    360                     360                   7.75                      0                      0                   0.375                  8.125 LAS VEGAS              NV                                       89117 Condominium                            191200                20060701                     80 No MI                                                            4.25               20110601                 13.125                  2.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 ADN1
GI                       G03                                                      256000                1573.33                    360                     359                      7                      0                      0                   0.375                  7.375 WOODBRIDGE             VA                                       22193 PUD                                    256000                20060601                     80 No MI                                                               3               20110501                 12.375                  3.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GII                      G02                                                      119920                 767.86                    360                     360                   6.25                      0                      0                   0.375                  6.625 CEDAR PARK             TX                                       78613 Single Family                          119920                20060701                     80 No MI                                                            4.25               20110601                 11.625                  2.625                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360601 ADN1
GII                      G02                                                      268000                1738.24                    360                     360                  6.375                      0                      0                   0.375                   6.75 POUGHKEEPSIE           NY                                       12603 Single Family                          268000                20060701                     80 No MI                                                             3.5               20110601                  11.75                  3.875                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360601 ADN1
GI                       G03                                                      431756                3013.30                    360                     360                      8                      0                      0                   0.375                  8.375 BEAUMONT               CA                                       92223 Single Family                          431756                20060701                     80 No MI                                                            5.25               20110601                 13.375                  3.125                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 ADN1
GII                      G03                                                      208000                1256.67                    360                     360                  6.875                      0                      0                   0.375                   7.25 LAS VEGAS              NV                                       89148 PUD                                    208000                20060701                     80 No MI                                                             3.5               20110601                  12.25                  4.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 ADN1
GI                       G03                                                      280000                1895.83                    360                     360                   7.75                      0                      0                   0.375                  8.125 HYATTSVILLE            MD                                       20784 Single Family                          280000                20060701                     80 No MI                                                            5.25               20110601                 13.125                  3.125                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 ADN1
GII                      G03                                                      424000                2517.50                    360                     359                   6.75                      0                      0                   0.375                  7.125 MOUNTAIN VIEW          CA                                       94040 Condominium                            424000                20060601                     80 No MI                                                             3.5               20110501                 12.125                  4.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G03                                                      128000                 800.00                    360                     360                  7.125                      0                      0                   0.375                    7.5 OPA LOCKA              FL                                       33056 PUD                                    128000                20060701                     80 No MI                                                            3.75               20110601                   12.5                    3.5                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 ADN1
GI                       G03                                                    71155.75                 541.17                    360                     359                      8                      0                      0                   0.375                  8.375 DETROIT                MI                                       48228 Single Family                           71200                20060601                     80 No MI                                                             3.5               20110501                 13.375                  3.375                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G03                                                      249600                1534.00                    360                     359                      7                      0                      0                   0.375                  7.375 ALEXANDRIA             VA                                       22309 Condominium                            249600                20060601                     80 No MI                                                            3.25               20110501                 12.375                  3.125                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G03                                                      400000                2291.67                    360                     359                    6.5                      0                      0                   0.375                  6.875 GAINESVILLE            VA                                       20155 PUD                                    400000                20060601                     80 No MI                                                               3               20110501                 11.875                  2.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G03                                                   191061.62                1353.30                    360                     359                   7.25                      0                      0                   0.375                  7.625 CHICAGO                IL                                       60625 Condominium                            191200                20060601                     80 No MI                                                            3.75               20110501                 12.625                  4.875                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G03                                                      150000                 937.50                    360                     360                  7.125                      0                      0                   0.375                    7.5 DAVENPORT              FL                                       33837 Single Family                          150000                20060701                     80 No MI                                                            5.25               20110601                   12.5                  3.375                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 ADN1
GI                       G03                                                      267200                1530.83                    360                     359                    6.5                      0                      0                   0.375                  6.875 STAFFORD               VA                                       22554 PUD                                    267200                20060601                     80 No MI                                                            3.25               20110501                 11.875                  4.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G03                                                      480000                3000.00                    360                     360                  7.125                      0                      0                   0.375                    7.5 ARLINGTON HEIGHTS      IL                                       60004 Single Family                          480000                20060701                     80 No MI                                                            3.25               20110601                   12.5                  2.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 ADN1
GI                       G03                                                      282000                1791.88                    360                     360                   7.25                      0                      0                   0.375                  7.625 HERCULES               CA                                       94547 Condominium                            282000                20060701                     80 No MI                                                               3               20110601                 12.625                  3.125                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 ADN1
GI                       G03                                                      148000                 986.67                    360                     360                  7.625                      0                      0                   0.375                      8 ANCHORAGE              AK                                       99504 Condominium                            148000                20060701                     80 No MI                                                               3               20110601                     13                  2.625                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 ADN1
GII                      G02                                                      199160                1141.02                    360                     359                    6.5                      0                      0                   0.375                  6.875 TACOMA                 WA                                       98422 Condominium                            199160                20060601                     80 No MI                                                             3.5               20110501                 11.875                  2.625                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GII                      G02                                                      251920                1417.05                    360                     360                  6.375                      0                      0                   0.375                   6.75 EL CAJON               CA                                       92020 Condominium                            251920                20060701                     80 No MI                                                            4.25               20110601                  11.75                  3.125                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 ADN1
GIII                     G03                                                   559961.45                3325.00                    360                     358                  6.875                      0                      0                    0.25                  7.125 SAN JOSE               CA                                       95125 Single Family                          560000                20060501            78.31999969 No MI                                1.00E+17                    2.25               20110401                 12.125                  3.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 ADN1
GIII                     G01                                                      335000                1709.90                    360                     357                  5.875                      0                      0                    0.25                  6.125 GERMANTOWN             MD                                       20874 PUD                                    335000                20060401            70.23000336 No MI                                1.00E+17                    2.25               20110301                 11.125                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 ADN1
GI                       G02                                                      188000                1272.92                    360                     355                   7.75                      0                      0                   0.375                  8.125 Grand Island           FL                                       32735 PUD                                    188000                20060201                     80 No MI                                1.00E+17                    2.25               20110101                 13.125                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360101 AFL2
GIII                     G02                                                       92481                 491.31                    360                     360                  6.125                      0                      0                    0.25                  6.375 BROWNSTOWN TOWNSHIP    MI                                       48183 Condominium                             92481                20060701            71.13999939 No MI                                1.00E+17                    2.25               20110601                 11.375                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360601 ADN1
GIII                     G02                                                      228000                1306.25                    360                     357                  6.625                      0                      0                    0.25                  6.875 ONTARIO                CA                                       91762 Condominium                            228000                20060401                     80 No MI                                1.00E+17                   3.375               20110301                 12.875                      2                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 ADN1
GII                      G02                                                   154027.23                1018.85                    360                     355                    6.5                      0                      0                   0.375                  6.875 ALBUQUERQUE            NM                                       87114 Single Family                          155092                20060201                     80 No MI                                1.00E+17                    2.25               20110101                 11.875                  3.125                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360101 AFL2
GI                       G02                                                       53600                 393.30                    360                     360                  7.625                      0                      0                   0.375                      8 HOUSTON                TX                                       77057 Condominium                             53600                20060701            78.81999969 No MI                                1.00E+17                    2.25               20110601                     13                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360601 AFL2
GI                       G02                                                      270816                2082.34                    360                     360                  8.125                      0                      0                   0.375                    8.5 HOUSTON                TX                                       77006 Condominium                            270816                20060701                     80 No MI                                1.00E+17                    2.25               20110601                   13.5                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360601 AFL2
GII                      G02                                                      149300                 793.16                    360                     359                      6                      0                      0                   0.375                  6.375 LAWRENCEVILLE          GA                                       30044 PUD                                    149300                20060601            79.98999786 No MI                                1.00E+17                    2.25               20110501                 11.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G03                                                      175192                1094.95                    360                     359                  7.125                      0                      0                   0.375                    7.5 Covington              GA                                       30016 PUD                                    175192                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   12.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G03                                                      276870                1730.44                    360                     358                  7.125                      0                      0                   0.375                    7.5 SURPRISE               AZ                                       85379 PUD                                    276870                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      303148                1989.41                    360                     359                    7.5                      0                      0                   0.375                  7.875 MARIETTA               GA                                       30064 PUD                                    303148                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                   144649.58                 934.20                    360                     357                  7.375                      0                      0                   0.375                   7.75 SMYRNA                 DE                                       19977 Single Family                          144650                20060401            79.98999786 No MI                                1.00E+17                    2.25               20110301                  12.75                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GII                      G02                                                      136800                 755.25                    360                     359                   6.25                      0                      0                   0.375                  6.625 CUMMING                GA                                       30040 PUD                                    136800                20060601            79.98000336 No MI                                1.00E+17                    2.25               20110501                 11.625                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GIII                     G02                                                      274400                1572.08                    360                     360                  6.625                      0                      0                    0.25                  6.875 SAN JACINTO            CA                                       92583 PUD                                    274400                20060701                     80 No MI                                1.00E+17                    2.25               20110601                 11.875                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360601 ADN1
GIII                     G02                                                      252800                1395.67                    360                     357                  6.375                      0                      0                    0.25                  6.625 SAN BERNARDINO         CA                                       92405 Single Family                          252800                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 12.625                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 ADN1
GII                      G02                                                      172800                 990.00                    360                     358                    6.5                      0                      0                   0.375                  6.875 Bellwood               IL                                       60104 Single Family                          172800                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.875                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G01                                                      298350                1802.53                    360                     359                   6.31                   0.69                      0                    0.25                   7.25 HAMILTON               OH                                       45011 Single Family                          298350                20060601                     90 Republic MIC                         1.00E+17                   3.125               20110501                  12.25                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G01                                                      303000                1956.88                    360                     359                    7.5                      0                      0                    0.25                   7.75 LAS VEGAS              NV                                       89108 2-4 Family                             303000                20060601            72.13999939 No MI                                1.00E+17                    2.25               20110501                  12.75                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G03                                                      900000                4781.25                    360                     358                  6.125                      0                      0                    0.25                  6.375 GAINESVILLE            GA                                       30506 PUD                                    900000                20060501                     72 No MI                                1.00E+17                    2.25               20110401                 11.375                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 ADN1
GI                       G01                                                   127740.61                 939.22                    360                     357                   7.75                      0                      0                    0.25                      8 MINNEAPOLIS            MN                                       55407 2-4 Family                             128000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                     14                      2                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360301 ADN1
GIII                     G02                                                    411317.5                2672.22                    360                     359                    6.5                      0                      0                    0.25                   6.75 BELLFLOWER             CA                                       90706 Single Family                          412000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  11.75                      2                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G01                                                      218330                1387.31                    360                     360                   7.25                      0                      0                   0.375                  7.625 PEORIA                 AZ                                       85382 PUD                                    218330                20060701                     70 No MI                                1.00E+17                    2.25               20110601                 12.625                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GIII                     G03                                                      427352                2136.76                    360                     358                   5.75                      0                      0                    0.25                      6 WALDORF                MD                                       20603 PUD                                    427412                20060501                     80 No MI                                1.00E+17                    2.25               20110401                     11                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G02                                                      320000                1866.67                    360                     358                   6.75                      0                      0                    0.25                      7 RANCHOS DE TAOS        NM                                       87557 Single Family                          320000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                     13                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G01                                                      264000                1320.00                    360                     360                   5.75                      0                      0                    0.25                      6 LAS VEGAS              NV                                       89156 Single Family                          264000                20060701                     80 No MI                                1.00E+17                    2.25               20110601                     11                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360601 ADN1
GI                       G03                                                      644000                4025.00                    360                     360                  7.125                      0                      0                   0.375                    7.5 Oxnard                 CA                                       93030 Single Family                          644000                20060701                     80 No MI                                1.00E+17                    2.25               20110601                   12.5                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GIII                     G02                                                      240000                1400.00                    360                     357                   6.75                      0                      0                    0.25                      7 OCEANSIDE              CA                                       92056 Condominium                            240000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                     13                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 ADN1
GIII                     G01                                                      215920                1102.09                    360                     360                  5.875                      0                      0                    0.25                  6.125 EDINBURG               VA                                       22824 Single Family                          215920                20060701            77.11000061 No MI                                1.00E+17                    2.25               20110601                 11.125                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 ADN1
GIII                     G03                                                      649000                3447.81                    360                     357                  6.125                      0                      0                    0.25                  6.375 HAYWARD                CA                                       94541 Single Family                          649000                20060401            64.90000153 No MI                                1.00E+17                    2.25               20110301                 12.375                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 ADN1
GIII                     G03                                                      183920                 900.44                    360                     360                  5.625                      0                      0                    0.25                  5.875 CHICAGO                IL                                       60626 Condominium                            183920                20060701                     80 No MI                                1.00E+17                    2.25               20110601                 10.875                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360601 ADN1
GI                       G01                                                      556179                3881.67                    360                     357                      8                      0                      0                   0.375                  8.375 Beltsville             MD                                       20705 PUD                                    556179                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 13.375                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GIII                     G02                                                      237472                1360.52                    360                     360                  6.625                      0                      0                    0.25                  6.875 MERIDIAN               ID                                       83642 PUD                                    237472                20060701                     80 No MI                                1.00E+17                    2.25               20110601                 11.875                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360601 ADN1
GI                       G01                                                      338000                2218.13                    360                     358                  7.625                      0                      0                    0.25                  7.875 ROCKLIN                CA                                       95677 Single Family                          338000                20060501            77.69999695 No MI                                1.00E+17                    2.25               20110401                 13.875                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G01                                                   123805.95                 845.90                    360                     358                      7                      0                      0                    0.25                   7.25 COVINGTON              KY                                       41014 2-4 Family                             124000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.25                      2                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 ADN1
GIII                     G03                                                   459995.83                2395.83                    360                     358                      6                      0                      0                    0.25                   6.25 SIMI VALLEY            CA                                       93063 Single Family                          460000                20060501            77.97000122 No MI                                1.00E+17                    2.25               20110401                  12.25                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G01                                                      168000                1085.00                    360                     360                    7.5                      0                      0                    0.25                   7.75 CHICAGO                IL                                       60624 2-4 Family                             168000                20060701                     80 No MI                                1.00E+17                    2.25               20110601                  12.75                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360601 ADN1
GIII                     G03                                                   514020.16                3170.94                    360                     358                      6                      0                      0                    0.25                   6.25 SUNLAND                CA                                       91040 Single Family                          515000                20060501            77.44000244 No MI                                1.00E+17                    2.25               20110401                  11.25                      2                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G02                                                      140800                 762.67                    360                     358                   6.25                      0                      0                    0.25                    6.5 NORTH SALT LAKE        UT                                       84054 Single Family                          140800                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G01                                                      173000                1045.21                    360                     360                      7                      0                      0                    0.25                   7.25 LAS VEGAS              NV                                       89121 Single Family                          173000                20060701            78.63999939 No MI                                1.00E+17                    2.25               20110601                  12.25                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 ADN1
GII                      G02                                                      142500                 831.25                    360                     359                  6.625                      0                      0                   0.375                      7 Casa Grande            AZ                                       85222 PUD                                    142500                20060601            69.98999786 No MI                                                            2.25               20110501                     12                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 WALN
GI                       G03                                                      296000                1819.17                    360                     358                      7                      0                      0                   0.375                  7.375 MELBOURNE              FL                                       32904 Single Family                          296000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      187463                1034.95                    360                     355                   6.25                      0                      0                   0.375                  6.625 QUEEN CREEK            AZ                                       85242 PUD                                    187463                20060201                     80 No MI                                1.00E+17                   2.375               20080101                 11.625                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      24 N                                    20360101 AFL2
GII                      G03                                                      910000                5497.92                    360                     357                  6.875                      0                      0                   0.375                   7.25 COSTA MESA             CA                                       92627 2-4 Family                             910000                20060401                     65 No MI                                1.00E+17                    2.25               20110301                  12.25                      2                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G01                                                      307328                2016.84                    360                     358                    7.5                      0                      0                   0.375                  7.875 Jonestown              TX                                       78645 Condominium                            307328                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.875                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G03                                                      138400                 821.75                    360                     354                   6.75                      0                      0                   0.375                  7.125 Orlando                FL                                       32821 Condominium                            138400                20060101                     80 No MI                                1.00E+17                    2.25               20101201                 12.125                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20351201 AFL2
GIII                     G01                                                       52800                 269.50                    360                     358                  5.875                      0                      0                    0.25                  6.125 OAKLAND CITY           IN                                       47660 Single Family                           52800                20060501            75.43000031 No MI                                1.00E+17                    2.25               20110401                 11.125                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G02                                                      190000                1246.88                    360                     359                  7.625                      0                      0                    0.25                  7.875 ROYAL PALM BEACH       FL                                       33411 PUD                                    190000                20060601                     95 GE Capital MI                        1.00E+17                    2.25               20110501                 12.875                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GII                      G01                                                    69642.06                 459.85                    360                     354                    6.5                      0                      0                   0.375                  6.875 Cleveland              OH                                       44111 2-4 Family                              70000                20060101            64.22000122 No MI                                1.00E+17                    2.25               20081201                 12.875                      2                       1 First Lien                                    N                                            0 No_PP                                     360                      36 N                                    20351201 AFL2
GII                      G02                                                      336000                1925.00                    360                     359                    6.5                      0                      0                   0.375                  6.875 Randolph               MA                                        2368 Single Family                          336000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.875                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GIII                     G03                                                      342000                1959.38                    360                     359                  5.995                   0.63                      0                    0.25                  6.875 FORT MYERS             FL                                       33908 PUD                                    342000                20060601                     90 Republic MIC                         1.00E+17                       3               20110501                 11.875                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GII                      G02                                                       99831                 656.93                    360                     358                    6.5                      0                      0                   0.375                  6.875 MISSION                TX                                       78574 Single Family                          100000                20060501            53.75999832 No MI                                1.00E+17                    2.25               20110401                 11.875                   2.12                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 WALN
GI                       G02                                                      296250                2098.44                    360                     359                  8.125                      0                      0                   0.375                    8.5 AURORA                 CO                                       80016 PUD                                    296250                20060601                     75 No MI                                1.00E+17                    2.25               20110501                   13.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                   158228.09                1217.37                    360                     359                  8.125                      0                      0                   0.375                    8.5 Rio Rico               AZ                                       85743 Single Family                          158324                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   13.5                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      268000                1730.83                    360                     358                  7.375                      0                      0                   0.375                   7.75 MIAMI                  FL                                       33170 PUD                                    268000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  13.75                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                    71823.17                 527.72                    360                     358                  7.625                      0                      0                   0.375                      8 Covington              GA                                       30014 Single Family                           71920                20060501                     80 No MI                                1.00E+17                    2.25               20110401                     13                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      118320                 788.80                    360                     359                  7.625                      0                      0                   0.375                      8 DELTONA                FL                                       32725 Single Family                          118320                20060601                     80 No MI                                1.00E+17                   2.375               20080501                     13                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      24 N                                    20360501 AFL2
GIII                     G02                                                      265500                1465.78                    360                     359                  6.375                      0                      0                    0.25                  6.625 SARASOTA               FL                                       34238 PUD                                    265500                20060601            67.41999817 No MI                                1.00E+17                    2.25               20110501                 11.625                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G02                                                      214200                1539.56                    360                     360                   8.25                      0                      0                   0.375                  8.625 SAINT LOUIS            MO                                       63109 2-4 Family                             214200                20060701                     70 No MI                                1.00E+17                    2.25               20110601                 13.625                      2                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360601 AFL2
GI                       G03                                                      171500                1071.88                    360                     358                  7.125                      0                      0                   0.375                    7.5 LAS VEGAS              NV                                       89115 PUD                                    171500                20060501                     70 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GIII                     G02                                                      168000                 892.50                    360                     359                  6.125                      0                      0                    0.25                  6.375 HENDERSON              NV                                       89015 Condominium                            168000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.375                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G01                                                      120000                 450.00                    360                     359                   4.25                      0                      0                    0.25                    4.5 PLANTATION             FL                                       33317 Condominium                            120000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                    9.5                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GII                      G02                                                      199920                1166.20                    360                     358                  6.625                      0                      0                   0.375                      7 TOLLESON               AZ                                       85353 PUD                                    199920                20060501                     80 No MI                                1.00E+17                    2.25               20110401                     12                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G03                                                      327200                1976.83                    360                     357                  6.875                      0                      0                   0.375                   7.25 Covington              LA                                       70433 Single Family                          327200                20060401                     80 No MI                                1.00E+17                    2.25               20110301                  12.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GIII                     G02                                                      142400                 845.50                    360                     358                  6.875                      0                      0                    0.25                  7.125 LAKELAND               FL                                       33801 Single Family                          142400                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.125                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 ADN1
GII                      G03                                                      599200                3370.50                    360                     359                  6.375                      0                      0                   0.375                   6.75 Henderson              NV                                       89052 PUD                                    599200                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  11.75                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G03                                                      207600                1254.25                    360                     359                  6.875                      0                      0                   0.375                   7.25 WALDORF                MD                                       20603 Townhouse                              207600                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.25                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                       88500                 617.66                    360                     358                      8                      0                      0                   0.375                  8.375 BALTIMORE              MD                                       21206 Single Family                           88500                20060501                     75 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G03                                                    259603.1                1795.76                    360                     358                      7                      0                      0                   0.375                  7.375 Phoenix                AZ                                       85032 Single Family                          260000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.375                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G03                                                      252000                1312.50                    360                     357                  5.875                      0                      0                   0.375                   6.25 Wesley Chapel          FL                                       33544 PUD                                    252000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                  11.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GIII                     G02                                                      259950                1489.30                    360                     358                  6.625                      0                      0                    0.25                  6.875 SEATTLE                WA                                       98133 Single Family                          259950                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.875                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G01                                                      213264                1261.54                    360                     360                  5.625                      0                      0                    0.25                  5.875 HILLSBORO              OR                                       97123 PUD                                    213264                20060701                     80 No MI                                1.00E+17                    2.25               20110601                 10.875                      2                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360601 ADN1
GIII                     G01                                                      106400                 532.00                    360                     359                   5.75                      0                      0                    0.25                      6 WILLOWICK              OH                                       44095 Single Family                          106400                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     11                      2                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GII                      G02                                                      253320                1477.70                    360                     359                  6.625                      0                      0                   0.375                      7 North Las Vegas        NV                                       89081 PUD                                    253320                20060601                     80 No MI                                1.00E+17                    2.75               20110501                     13                      2                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GIII                     G03                                                      596250                3291.80                    360                     360                  6.375                      0                      0                    0.25                  6.625 LOS ANGELES            CA                                       90012 Condominium                            596250                20060701                     75 No MI                                1.00E+17                    2.25               20110601                 11.625                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360601 ADN1
GI                       G02                                                      391992                2123.29                    360                     355                  6.125                      0                      0                   0.375                    6.5 LAS VEGAS              NV                                       89120 PUD                                    391992                20060201                     80 No MI                                                           2.375               20080101                   11.5                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      24 N                                    20360101 AFL2
GII                      G02                                                      346560                1985.50                    360                     358                    6.5                      0                      0                   0.375                  6.875 Upper Marlboro         MD                                       20774 PUD                                    346560                20060501            77.87999725 No MI                                1.00E+17                    2.25               20110401                 11.875                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G01                                                      515352                3167.27                    360                     355                      7                      0                      0                   0.375                  7.375 LEESBURG               VA                                       20175 PUD                                    515352                20060201                     80 No MI                                                           2.375               20080101                 12.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      24 N                                    20360101 AFL2
GI                       G02                                                      108000                 686.25                    360                     358                   7.25                      0                      0                   0.375                  7.625 NEW CARROLLTON         MD                                       20784 Condominium                            108000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.625                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G03                                                      199200                1182.75                    360                     358                   6.75                      0                      0                   0.375                  7.125 Phoenix                AZ                                       85006 2-4 Family                             199200                20060501            69.88999939 No MI                                1.00E+17                    2.25               20110401                 12.125                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GIII                     G01                                                      245080                1250.93                    360                     359                  5.875                      0                      0                    0.25                  6.125 PACIFIC                WA                                       98047 Single Family                          245080                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.125                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G02                                                   153781.92                1103.27                    360                     358                  7.375                      0                      0                   0.375                   7.75 PEORIA                 AZ                                       85345 PUD                                    154000                20060501                     70 No MI                                1.00E+17                    2.25               20110401                  12.75                      2                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 AFL2
GIII                     G02                                                      247900                1394.44                    360                     359                    6.5                      0                      0                    0.25                   6.75 GLENDALE               AZ                                       85305 Single Family                          247900                20060601            79.97000122 No MI                                1.00E+17                    2.25               20110501                  11.75                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GII                      G02                                                   170806.22                 996.37                    360                     357                  6.625                      0                      0                   0.375                      7 BUCKEYE                AZ                                       85326 PUD                                    170897                20060401                     80 No MI                                1.00E+17                    2.25               20110301                     12                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GIII                     G02                                                      260000                1462.50                    360                     359                    6.5                      0                      0                    0.25                   6.75 GALT                   CA                                       95632 Single Family                          260000                20060601            72.22000122 No MI                                1.00E+17                    2.25               20110501                  11.75                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G02                                                      404000                2482.92                    360                     359                  7.125                      0                      0                    0.25                  7.375 RESEDA                 CA                                       91335 Single Family                          404000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.375                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G01                                                       74900                 429.11                    360                     359                    6.5                      0                      0                   0.375                  6.875 Pueblo                 CO                                       81001 Single Family                           74900                20060601                     70 No MI                                1.00E+17                    2.25               20110501                 11.875                      2                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G02                                                      196000                1061.67                    360                     358                  6.125                      0                      0                   0.375                    6.5 TORRANCE               CA                                       90502 Condominium                            196000                20060501                     49 No MI                                1.00E+17                    2.25               20110401                   11.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 WALN
GI                       G02                                                      208000                1321.67                    360                     358                   7.25                      0                      0                   0.375                  7.625 Miami                  FL                                       33147 Single Family                          208000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.625                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G01                                                   279388.14                1981.83                    360                     357                   7.25                      0                      0                   0.375                  7.625 Tucson                 AZ                                       85743 PUD                                    280000                20060401                     80 No MI                                1.00E+17                   2.625               20060901                 12.625                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                       6 N                                    20360301 AFL2
GI                       G02                                                   139464.33                 826.68                    360                     358                    5.5                      0                      0                   0.375                  5.875 St. Louis              MO                                       63136 Single Family                          139750                20060501                     65 No MI                                1.00E+17                   2.375               20080401                 10.875                   2.25                       1 First Lien                                    N                                            0 No_PP                                     360                      24 N                                    20360401 WALN
GIII                     G02                                                      216000                1215.00                    360                     359                    6.5                      0                      0                    0.25                   6.75 CARROLLTON             TX                                       75006 PUD                                    216000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  11.75                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G03                                                      417000                2345.63                    360                     359                  6.375                      0                      0                   0.375                   6.75 Woodstock              GA                                       30189 PUD                                    417000                20060601            77.94000244 No MI                                1.00E+17                    2.25               20110501                  11.75                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G01                                                      532000                3269.58                    360                     359                  7.125                      0                      0                    0.25                  7.375 SAN DIEGO              CA                                       92107 Single Family                          532000                20060601            74.41000366 No MI                                1.00E+17                    2.25               20110501                 12.375                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G02                                                      326400                1700.00                    360                     359                      6                      0                      0                    0.25                   6.25 PASADENA               CA                                       91103 Single Family                          326400                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  11.25                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G02                                                   259431.87                1840.26                    360                     357                   7.25                      0                      0                   0.375                  7.625 Dallas                 TX                                       75206 Single Family                          260000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 12.625                      2                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360301 AFL2
GII                      G03                                                      431250                2605.47                    360                     359                  6.875                      0                      0                   0.375                   7.25 West Sacramento        CA                                       95691 Single Family                          431250                20060601                     75 No MI                                1.00E+17                    2.25               20110501                  12.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                    59887.35                 456.04                    360                     357                      8                      0                      0                   0.375                  8.375 Bedford                VA                                       24523 Single Family                           60000                20060401                     80 No MI                                1.00E+17                   2.375               20080301                 13.375                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      24 N                                    20360301 AFL2
GIII                     G03                                                      480000                2700.00                    360                     358                    6.5                      0                      0                    0.25                   6.75 ATASCADERO             CA                                       93422 Single Family                          480000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  11.75                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 ADN1
GIII                     G02                                                      329880                1752.49                    360                     359                  6.125                      0                      0                    0.25                  6.375 BOTHELL                WA                                       98012 PUD                                    329880                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.375                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G02                                                      368000                2415.00                    360                     358                    7.5                      0                      0                   0.375                  7.875 Boston                 MA                                        2121 2-4 Family                             368000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.875                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      258184                1694.33                    360                     357                    7.5                      0                      0                   0.375                  7.875 Kissimmee              FL                                       34744 Single Family                          258184                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 12.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G01                                                     1260000                7875.00                    360                     359                   7.25                      0                      0                    0.25                    7.5 HONOLULU               HI                                       96825 PUD                                   1260000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   12.5                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G02                                                      120000                 675.00                    360                     359                    6.5                      0                      0                    0.25                   6.75 NAPLES                 FL                                       34112 Condominium                            120000                20060601            42.86000061 No MI                                1.00E+17                    2.25               20110501                  11.75                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G01                                                      955000                6167.71                    360                     359                    7.5                      0                      0                    0.25                   7.75 DALLAS                 TX                                       75205 Single Family                          955000                20060601            72.08000183 No MI                                1.00E+17                    2.25               20110501                  12.75                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GII                      G02                                                   194271.77                1216.55                    360                     356                      6                      0                      0                   0.375                  6.375 Farmington             NH                                        3835 PUD                                    195000                20060301                     65 No MI                                1.00E+17                    2.25               20110201                 11.375                      2                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360201 AFL2
GI                       G01                                                     1237500                7605.47                    360                     360                  7.125                      0                      0                    0.25                  7.375 LAGUNA BEACH           CA                                       92651 Single Family                         1237500                20060701                     75 No MI                                1.00E+17                    2.25               20110601                 12.375                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360601 ADN1
GIII                     G03                                                      486800                2636.83                    360                     360                   6.25                      0                      0                    0.25                    6.5 VISTA                  CA                                       92084 Single Family                          486800                20060701                     80 No MI                                1.00E+17                    2.25               20110601                   11.5                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360601 ADN1
GI                       G01                                                     1320000                8250.00                    360                     360                   7.25                      0                      0                    0.25                    7.5 AREA OF SILVERADO CANYOCA                                       92676 PUD                                   1320000                20060701                     80 No MI                                1.00E+17                    2.25               20110601                   12.5                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360601 ADN1
GIII                     G03                                                      880000                4583.33                    360                     360                      6                      0                      0                    0.25                   6.25 SPARKS                 NV                                       89434 Single Family                          880000                20060701                     80 No MI                                1.00E+17                    2.25               20110601                  11.25                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360601 ADN1
GIII                     G03                                                      526400                2632.00                    360                     360                   5.75                      0                      0                    0.25                      6 LAGUNA NIGUEL          CA                                       92677 Condominium                            526400                20060701                     80 No MI                                1.00E+17                    2.25               20110601                     11                      2                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 ADN1
GIII                     G03                                                      684000                3633.75                    360                     359                  6.125                      0                      0                    0.25                  6.375 SAN JOSE               CA                                       95112 PUD                                    684000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.375                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G03                                                      560000                3325.00                    360                     360                  6.875                      0                      0                    0.25                  7.125 SAN FRANCISCO          CA                                       94110 Single Family                          560000                20060701                     80 No MI                                1.00E+17                    2.25               20110601                 12.125                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360601 ADN1
GIII                     G03                                                      485000                2728.13                    360                     360                    6.5                      0                      0                    0.25                   6.75 HAYMARKET              VA                                       20169 PUD                                    485000                20060701            62.58000183 No MI                                1.00E+17                    2.25               20110601                  11.75                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 ADN1
GIII                     G03                                                      468400                3038.03                    360                     360                    6.5                      0                      0                    0.25                   6.75 HARWINTON              CT                                        6791 Single Family                          468400                20060701                     80 No MI                                1.00E+17                    2.25               20110601                  11.75                      2                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360601 ADN1
GIII                     G03                                                      551200                2985.67                    360                     359                   6.25                      0                      0                    0.25                    6.5 NOVATO                 CA                                       94947 Single Family                          551200                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   11.5                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GII                      G02                                                      347601                1955.26                    360                     358                  6.375                      0                      0                   0.375                   6.75 Upper Marlboro         MD                                       20774 Single Family                          347601                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  11.75                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      236800                1652.67                    360                     358                      8                      0                      0                   0.375                  8.375 GLEN ALLEN             VA                                       23059 Townhouse                              236800                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                       50400                 320.25                    360                     358                   7.25                      0                      0                   0.375                  7.625 BALTIMORE              MD                                       21218 Townhouse                               50400                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.625                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      118100                 775.03                    360                     358                    7.5                      0                      0                   0.375                  7.875 LA VERGNE              TN                                       37086 Single Family                          118100                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G01                                                      508400                3283.42                    360                     358                  7.375                      0                      0                   0.375                   7.75 CHESAPEAKE             VA                                       23320 PUD                                    508400                20060501            79.98999786 No MI                                1.00E+17                    2.25               20110401                  12.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      209600                1462.83                    360                     359                      8                      0                      0                   0.375                  8.375 North Port             FL                                       34287 Single Family                          209600                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.375                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G03                                                      206500                1269.11                    360                     359                      7                      0                      0                   0.375                  7.375 GAITHERSBURG           MD                                       20877 Condominium                            206500                20060601                     70 No MI                                1.00E+17                    2.25               20110501                 12.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G03                                                      487500                2640.63                    360                     360                  6.125                      0                      0                   0.375                    6.5 PHOENIX                AZ                                       85022 PUD                                    487500                20060701            64.83000183 No MI                                1.00E+17                    2.25               20110601                   11.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GII                      G03                                                      640000                3600.00                    360                     357                  6.375                      0                      0                   0.375                   6.75 DUCK CREEK VILLAGE     UT                                       84762 Single Family                          640000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                  11.75                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GII                      G02                                                      231000                1227.19                    360                     358                      6                      0                      0                   0.375                  6.375 CHANTILLY              VA                                       20151 Condominium                            231000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G03                                                      134400                 826.00                    360                     358                      7                      0                      0                   0.375                  7.375 MIAMI                  FL                                       33142 Single Family                          134400                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GIII                     G03                                                      536000                2791.67                    360                     360                      6                      0                      0                    0.25                   6.25 SAN JOSE               CA                                       95125 Single Family                          536000                20060701                     80 No MI                                1.00E+17                    2.25               20110601                  11.25                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360601 ADN1
GIII                     G03                                                      424000                2296.67                    360                     359                   6.25                      0                      0                    0.25                    6.5 ESCONDIDO              CA                                       92027 Single Family                          424000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   11.5                      2                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GIII                     G03                                                      533000                2720.52                    360                     360                  5.875                      0                      0                    0.25                  6.125 ASHBURN                VA                                       20147 PUD                                    533000                20060701            73.51999664 No MI                                1.00E+17                    2.25               20110601                 11.125                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360601 ADN1
GI                       G01                                                      772300                4987.77                    360                     360                    7.5                      0                      0                    0.25                   7.75 CORONA                 CA                                       92883 PUD                                    772300                20060701                     80 No MI                                1.00E+17                    2.25               20110601                  12.75                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360601 ADN1
GIII                     G03                                                      492000                3029.33                    360                     360                      6                      0                      0                    0.25                   6.25 NAPA                   CA                                       94559 Single Family                          492000                20060701            64.30999756 No MI                                1.00E+17                    2.25               20110601                  11.25                      2                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360601 ADN1
GIII                     G03                                                      460000                2635.42                    360                     360                  6.625                      0                      0                    0.25                  6.875 ANAHEIM                CA                                       92805 Single Family                          460000                20060701                     80 No MI                                1.00E+17                    2.25               20110601                 11.875                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360601 ADN1
GI                       G01                                                      532000                3214.17                    360                     359                      7                      0                      0                    0.25                   7.25 SAN JOSE               CA                                       95136 Condominium                            532000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.25                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G03                                                      448000                2520.00                    360                     360                    6.5                      0                      0                    0.25                   6.75 NORWALK                CA                                       90650 Single Family                          448000                20060701                     80 No MI                                1.00E+17                    2.25               20110601                  11.75                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360601 ADN1
GIII                     G03                                                     1980000               11550.00                    360                     360                   6.75                      0                      0                    0.25                      7 KAMUELA                HI                                       96743 PUD                                   1980000                20060701                     60 No MI                                1.00E+17                    2.25               20110601                     12                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360601 ADN1
GII                      G02                                                       89600                 522.67                    360                     359                  6.625                      0                      0                   0.375                      7 ORLANDO                FL                                       32805 Single Family                           89600                20060601                     70 No MI                                1.00E+17                    2.25               20110501                     12                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G02                                                   199628.87                1102.12                    360                     357                   6.25                      0                      0                   0.375                  6.625 SURPRISE               AZ                                       85379 PUD                                    199629                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 11.625                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GII                      G02                                                      243000                1417.50                    360                     358                  6.625                      0                      0                   0.375                      7 ROCKVILLE              MD                                       20851 Single Family                          243000                20060501            74.76999664 No MI                                1.00E+17                    2.25               20110401                     12                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G03                                                      234328                1464.55                    360                     358                  7.125                      0                      0                   0.375                    7.5 PARKER                 CO                                       80134 Single Family                          234328                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G03                                                      334300                2089.38                    360                     357                  7.125                      0                      0                   0.375                    7.5 NORTH LAS VEGAS        NV                                       89031 Single Family                          334300                20060401                     80 No MI                                1.00E+17                    2.25               20110301                   12.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G01                                                      319200                1995.00                    360                     359                  7.125                      0                      0                   0.375                    7.5 Bradenton              FL                                       34212 PUD                                    319200                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   13.5                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GIII                     G03                                                      630400                3480.33                    360                     360                  6.375                      0                      0                    0.25                  6.625 MANASSAS PARK          VA                                       20111 Single Family                          630400                20060701                     80 No MI                                1.00E+17                    2.25               20110601                 11.625                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360601 ADN1
GI                       G02                                                      220361                1446.12                    360                     358                    7.5                      0                      0                   0.375                  7.875 SURPRISE               AZ                                       85379 PUD                                    220361                20060501                     80 No MI                                1.00E+17                   2.375               20080401                 12.875                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      24 N                                    20360401 AFL2
GI                       G03                                                       87992                 549.95                    360                     358                  7.125                      0                      0                   0.375                    7.5 Mesa                   AZ                                       85201 Condominium                             87992                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G01                                                      472000                2851.67                    360                     360                      7                      0                      0                    0.25                   7.25 GREAT FALLS            MT                                       59404 Single Family                          472000                20060701                     80 No MI                                1.00E+17                    2.25               20110601                  12.25                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360601 ADN1
GI                       G02                                                      244000                1652.08                    360                     359                   7.75                      0                      0                   0.375                  8.125 Los Angeles            CA                                       90003 Single Family                          244000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.125                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 WALN
GII                      G03                                                   422127.82                2846.47                    360                     359                   6.75                      0                      0                   0.375                  7.125 Bronx                  NY                                       10470 2-4 Family                             422500                20060601                     65 No MI                                1.00E+17                    2.25               20110501                 12.125                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 WALN
GI                       G03                                                      102240                 628.35                    360                     358                      7                      0                      0                   0.375                  7.375 Marietta               GA                                       30062 Single Family                          102240                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G01                                                      582600                3762.62                    360                     359                  7.375                      0                      0                   0.375                   7.75 DUMFRIES               VA                                       22026 PUD                                    582600                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G03                                                      104000                 650.00                    360                     358                  7.125                      0                      0                   0.375                    7.5 Avon                   IN                                       46123 PUD                                    104000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G03                                                   123815.36                 867.03                    360                     358                  7.125                      0                      0                   0.375                    7.5 DALLAS                 TX                                       75218 Single Family                          124000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G01                                                   908805.56                6836.53                    360                     358                  7.875                      0                      0                   0.375                   8.25 LORETTO                MN                                       55357 Single Family                          910000                20060501                     70 No MI                                1.00E+17                    2.25               20110401                  13.25                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G01                                                      134476                 798.45                    360                     359                   6.75                      0                      0                   0.375                  7.125 Jacksonville           FL                                       32216 Condominium                            134476                20060601                     80 No MI                                1.00E+17                    2.75               20110501                 13.125                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G03                                                      178035                1112.72                    360                     358                  7.125                      0                      0                   0.375                    7.5 Bolingbrook            IL                                       60440 Single Family                          178035                20060501                     65 No MI                                1.00E+17                    2.25               20110401                   12.5                  2.375                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G03                                                      243214                1292.07                    360                     359                      6                      0                      0                   0.375                  6.375 Las Vegas              NV                                       89139 PUD                                    243214                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.375                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G01                                                      648750                4325.00                    360                     358                  7.625                      0                      0                   0.375                      8 SAN CLEMENTE           CA                                       92672 Single Family                          648750                20060501                     75 No MI                                1.00E+17                    2.25               20110401                     13                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 WALN
GI                       G02                                                      112579                 738.80                    360                     358                    7.5                      0                      0                   0.375                  7.875 Canal Winchester       OH                                       43110 Single Family                          112579                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      192800                1345.58                    360                     358                      8                      0                      0                   0.375                  8.375 AUSTELL                GA                                       30168 Single Family                          192800                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G03                                                   155749.53                1051.00                    360                     358                   6.75                      0                      0                   0.375                  7.125 SALISBURY              MD                                       21804 Single Family                          156000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.125                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G03                                                      267200                1586.50                    360                     359                   6.75                      0                      0                   0.375                  7.125 ENUMCLAW               WA                                       98022 PUD                                    267200                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.125                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      151200                1023.75                    360                     357                   7.75                      0                      0                   0.375                  8.125 Tampa                  FL                                       33624 Single Family                          151200                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 13.125                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GII                      G02                                                      133100                 776.42                    360                     359                  6.625                      0                      0                   0.375                      7 Albuquerque            NM                                       87114 Single Family                          133100                20060601            74.98999786 No MI                                1.00E+17                    2.25               20110501                     12                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G01                                                    431620.8                2832.51                    360                     358                    7.5                      0                      0                   0.375                  7.875 Las Vegas              NV                                       89129 PUD                                    431920                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G03                                                      240800                1505.00                    360                     357                  7.125                      0                      0                   0.375                    7.5 LEESBURG               VA                                       20175 PUD                                    240800                20060401                     80 No MI                                1.00E+17                    2.25               20110301                   12.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G02                                                      130400                 842.17                    360                     360                  7.375                      0                      0                   0.375                   7.75 Decatur                GA                                       30034 Single Family                          130400                20060701                     80 No MI                                1.00E+17                    2.25               20110601                  12.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GI                       G03                                                   245225.09                1696.30                    360                     358                      7                      0                      0                   0.375                  7.375 HAMPTON                VA                                       23669 PUD                                    245600                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.375                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 WALN
GI                       G03                                                      279200                1715.92                    360                     359                      7                      0                      0                   0.375                  7.375 Ellijay                GA                                       30540 PUD                                    279200                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.375                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G03                                                    158208.4                 972.32                    360                     359                      7                      0                      0                   0.375                  7.375 Delmar                 MD                                       21875 PUD                                  158208.4                20060601                     70 No MI                                1.00E+17                    2.25               20110501                 12.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 WALN
GI                       G02                                                      260000                1841.67                    360                     359                  8.125                      0                      0                   0.375                    8.5 Lehigh Acres           FL                                       33972 Single Family                          260000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   13.5                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G01                                                   610899.46                3793.22                    360                     309                  5.375                      0                      0                   0.375                   5.75 ALBUQUERQUE            NM                                       87111 Single Family                          650000                20020401            76.30000305 No MI                                                            2.75               20090301                  10.75                  1.875                       2 First Lien                                    N                                            0 No_PP                                     360                      84 N                                    20320301 CALA
GI                       G02                                                   247648.79                1776.71                    360                     358                  7.375                      0                      0                   0.375                   7.75 Bloomfield             NJ                                        7003 2-4 Family                             248000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.75                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      188250                1196.17                    360                     359                   7.25                      0                      0                   0.375                  7.625 HAVERHILL              FL                                       33415 PUD                                    188250                20060601                     75 No MI                                1.00E+17                    2.75               20110501                 12.625                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G01                                                      529550                3420.01                    360                     358                  7.375                      0                      0                   0.375                   7.75 Gainesville            VA                                       20155 PUD                                    529550                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.75                  2.375                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G03                                                      185600                 947.33                    360                     359                   5.75                      0                      0                   0.375                  6.125 Cornelius              OR                                       97113 Single Family                          185600                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.125                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G03                                                      264600                1653.75                    360                     358                  7.125                      0                      0                   0.375                    7.5 GLEN ELLYN             IL                                       60137 Single Family                          264600                20060501                     70 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                      130320                 760.20                    360                     358                  6.625                      0                      0                   0.375                      7 Grand Junction         CO                                       81504 Single Family                          130320                20060501                     80 No MI                                1.00E+17                    2.25               20110401                     13                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      163510                1073.03                    360                     355                    7.5                      0                      0                   0.375                  7.875 Orlando                FL                                       32821 Condominium                            163760                20060201                     80 No MI                                1.00E+17                    2.25               20110101                 12.875                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360101 AFL2
GII                      G02                                                      300000                1687.50                    360                     358                  6.375                      0                      0                   0.375                   6.75 BEL AIR                MD                                       21014 Single Family                          300000                20060501                     80 No MI                                                            2.25               20110401                  11.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G01                                                      209700                1310.63                    360                     359                   6.42                   0.83                      0                    0.25                    7.5 HENDERSON              NV                                       89052 Condominium                            209700                20060601                     90 Republic MIC                         1.00E+17                    3.25               20110501                   13.5                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G02                                                      366000                2020.63                    360                     359                  6.375                      0                      0                    0.25                  6.625 DRAPER                 UT                                       84020 Single Family                          366000                20060601            79.56999969 No MI                                1.00E+17                    2.25               20110501                 11.625                   2.17                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G02                                                      337192                1826.46                    360                     359                   6.25                      0                      0                    0.25                    6.5 SAN BERNARDINO         CA                                       92407 Single Family                          337192                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   11.5                  2.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G01                                                    296750.4                1424.10                    360                     359                    5.5                      0                      0                    0.25                   5.75 HESPERIA               CA                                       92345 Single Family                          297204                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  10.75                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G01                                                      256405                1549.11                    360                     359                      7                      0                      0                    0.25                   7.25 SAINT CLOUD            FL                                       34772 PUD                                    256405                20060601                     95 Radian Guaranty                      1.00E+17                    2.25               20110501                  12.25                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G02                                                      273750                1882.03                    360                     359                  7.875                      0                      0                   0.375                   8.25 BATTLE GROUND          WA                                       98604 2-4 Family                             273750                20060601                     75 No MI                                1.00E+17                    2.25               20110501                  13.25                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GIII                     G01                                                      335281                1676.41                    360                     360                   5.75                      0                      0                    0.25                      6 LAS VEGAS              NV                                       89149 PUD                                    335281                20060701                     80 No MI                                1.00E+17                    2.25               20110601                     11                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360601 ADN1
GIII                     G02                                                      273750                1596.88                    360                     360                   6.75                      0                      0                    0.25                      7 FT LAUDERDALE          FL                                       33304 Single Family                          273750                20060701                     73 No MI                                1.00E+17                    2.25               20110601                     12                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360601 ADN1
GI                       G01                                                      149200                 979.13                    360                     360                  7.625                      0                      0                    0.25                  7.875 MIAMI                  FL                                       33162 Condominium                            149200                20060701                     80 No MI                                1.00E+17                    2.25               20110601                 12.875                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360601 ADN1
GI                       G02                                                      239550                1572.05                    360                     357                    7.5                      0                      0                   0.375                  7.875 New Port Richey        FL                                       34655 PUD                                    239550                20060401            79.97000122 No MI                                1.00E+17                    2.25               20110301                 12.875                      2                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360301 AFL2
GI                       G02                                                      256000                1813.33                    360                     359                  8.125                      0                      0                   0.375                    8.5 HENDERSON              NV                                       89052 PUD                                    256000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   13.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GIII                     G02                                                      225628                1222.15                    360                     359                   6.25                      0                      0                    0.25                    6.5 THORNTON               CO                                       80602 PUD                                    225628                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   11.5                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G02                                                      273750                1882.03                    360                     359                  7.875                      0                      0                   0.375                   8.25 BATTLEGROUND           WA                                       98604 2-4 Family                             273750                20060601                     75 No MI                                1.00E+17                    2.25               20110501                  13.25                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G02                                                      224000                1283.33                    360                     359                    6.5                      0                      0                   0.375                  6.875 HIALEAH                FL                                       33015 Condominium                            224000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G01                                                      590875                3877.62                    360                     359                    7.5                      0                      0                   0.375                  7.875 Upper Marlboro         MD                                       20772 PUD                                    590875                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      289600                1900.50                    360                     358                    7.5                      0                      0                   0.375                  7.875 Chandler               AZ                                       85225 Single Family                          289600                20060501                     80 No MI                                                            2.25               20110401                 12.875                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      155200                1083.17                    360                     358                      8                      0                      0                   0.375                  8.375 TUCSON                 AZ                                       85746 PUD                                    155200                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G01                                                      433900                2892.67                    360                     359                  7.625                      0                      0                   0.375                      8 WOODBRIDGE             VA                                       22191 Townhouse                              433900                20060601            79.98999786 No MI                                1.00E+17                    2.25               20110501                     13                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G03                                                     1740000               10875.00                    360                     358                  7.125                      0                      0                   0.375                    7.5 West Bloomfield        MI                                       48322 Single Family                         1740000                20060501                     60 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                      247900                1420.26                    360                     356                    6.5                      0                      0                   0.375                  6.875 Tempe                  AZ                                       85283 Single Family                          247900                20060301            79.98999786 No MI                                1.00E+17                    2.25               20110201                 12.875                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360201 AFL2
GII                      G03                                                      308750                1833.20                    360                     358                   6.75                      0                      0                   0.375                  7.125 RIVERSIDE              CA                                       92503 2-4 Family                             308750                20060501                     65 No MI                                1.00E+17                    2.25               20110401                 12.125                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                      305304                1653.73                    360                     356                  6.125                      0                      0                   0.375                    6.5 Weston                 FL                                       33332 PUD                                    305304                20060301                     60 No MI                                1.00E+17                    2.25               20110201                   12.5                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360201 AFL2
GI                       G02                                                    134032.2                 935.43                    360                     358                      8                      0                      0                   0.375                  8.375 VIRGINIA BCH           VA                                       23454 Single Family                          134400                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                   140443.02                 760.73                    360                     356                  6.125                      0                      0                   0.375                    6.5 Visalia                CA                                       93291 Single Family                          140691                20060301            31.93000031 No MI                                1.00E+17                    2.25               20110201                   12.5                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360201 AFL2
GI                       G02                                                    207368.4                1382.46                    360                     359                  7.625                      0                      0                   0.375                      8 Las Vegas              NV                                       89131 PUD                                    208000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     13                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G02                                                      133700                 765.99                    360                     358                    6.5                      0                      0                   0.375                  6.875 MINNEAPOLIS            MN                                       55411 Single Family                          133700                20060501                     70 No MI                                1.00E+17                    2.25               20110401                 11.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      276700                1844.67                    360                     359                  7.625                      0                      0                   0.375                      8 Chicago                IL                                       60640 Condominium                            276700                20060601            79.98999786 No MI                                1.00E+17                    2.25               20110501                     13                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GIII                     G02                                                      352000                1906.67                    360                     359                   6.25                      0                      0                    0.25                    6.5 DIXON                  CA                                       95620 Single Family                          352000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   11.5                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G02                                                      239400                1346.63                    360                     360                    6.5                      0                      0                    0.25                   6.75 FORT LAUDERDALE        FL                                       33315 PUD                                    239400                20060701            79.98999786 No MI                                1.00E+17                    2.25               20110601                  11.75                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360601 ADN1
GI                       G02                                                      193920                1272.60                    360                     357                    7.5                      0                      0                   0.375                  7.875 Kirkland               WA                                       98033 Condominium                            193920                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 13.875                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GIII                     G02                                                      101600                 550.33                    360                     360                   6.25                      0                      0                    0.25                    6.5 MESA                   AZ                                       85202 Condominium                            101600                20060701                     80 No MI                                1.00E+17                    2.25               20110601                   11.5                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 ADN1
GIII                     G03                                                    331879.6                1659.60                    360                     359                   5.75                      0                      0                    0.25                      6 CHULA VISTA            CA                                       91913 Condominium                            331920                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     11                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G02                                                      158650                 842.83                    360                     359                  6.125                      0                      0                    0.25                  6.375 BROOKLYN PARK          MN                                       55443 PUD                                    158650                20060601                     95 United Guaranty                      1.00E+17                    2.25               20110501                 11.375                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G01                                                      315744                1578.72                    360                     360                   5.75                      0                      0                    0.25                      6 LAS VEGAS              NV                                       89139 PUD                                    315744                20060701                     80 No MI                                1.00E+17                    2.25               20110601                     11                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360601 ADN1
GIII                     G02                                                       95500                 517.29                    360                     360                   6.25                      0                      0                    0.25                    6.5 MIAMI                  FL                                       33055 PUD                                     95500                20060701            53.06000137 No MI                                1.00E+17                    2.25               20110601                   11.5                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360601 ADN1
GIII                     G03                                                      272000                1388.33                    360                     360                  5.875                      0                      0                    0.25                  6.125 BONSALL                CA                                       92003 Condominium                            272000                20060701                     80 No MI                                1.00E+17                    2.25               20110601                 11.125                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 ADN1
GIII                     G02                                                      192000                1060.00                    360                     359                  6.375                      0                      0                    0.25                  6.625 LEHI                   UT                                       84043 Single Family                          192000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.625                      2                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GII                      G02                                                      212800                1197.00                    360                     358                  6.375                      0                      0                   0.375                   6.75 Las Vegas              NV                                       89178 PUD                                    212800                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  11.75                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                    67901.25                 481.30                    360                     358                   7.25                      0                      0                   0.375                  7.625 INDIANAPOLIS           IN                                       46203 Single Family                           68000                20060501                     85 PMI                                  1.00E+17                    2.25               20110401                 12.625                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                      223480                1280.35                    360                     356                    6.5                      0                      0                   0.375                  6.875 Port Saint Lucie       FL                                       34953 PUD                                    223480                20060301                     90 GE Capital MI                        1.00E+17                    2.25               20110201                 11.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360201 AFL2
GII                      G03                                                       92792                 560.62                    360                     358                  6.875                      0                      0                   0.375                   7.25 Mesa                   AZ                                       85201 Condominium                             92792                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.25                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G03                                                      225600                1386.50                    360                     358                      7                      0                      0                   0.375                  7.375 SAINT PETERSBURG       FL                                       33704 Single Family                          225600                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G01                                                      479920                3149.48                    360                     358                    7.5                      0                      0                   0.375                  7.875 Scottsdale             AZ                                       85260 Single Family                          479920                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                   119807.62                 922.70                    360                     358                  8.125                      0                      0                   0.375                    8.5 TULSA                  OK                                       74112 Single Family                          120000                20060501                     80 No MI                                1.00E+17                    2.25               20160401                   13.5                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                     120 N                                    20360401 AFL2
GII                      G03                                                      587200                3486.50                    360                     359                   6.75                      0                      0                   0.375                  7.125 Las Vegas              NV                                       89135 PUD                                    587200                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.125                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                   203856.03                1316.57                    360                     359                  7.375                      0                      0                   0.375                   7.75 Pahrump                NV                                       89048 Single Family                          204000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.75                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G01                                                      455000                2985.94                    360                     358                    7.5                      0                      0                   0.375                  7.875 Las Vegas              NV                                       89141 PUD                                    455000                20060501                     70 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GIII                     G03                                                   131682.14                 708.60                    360                     358                   4.75                      0                      0                    0.25                      5 WATERFORD              MI                                       48328 Single Family                          132000                20060501            75.43000031 No MI                                1.00E+17                    2.25               20110401                     10                  1.875                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G01                                                     1207500                8427.34                    360                     358                      8                      0                      0                   0.375                  8.375 Palo Alto              CA                                       94306 Single Family                         1207500                20060501                     70 No MI                                1.00E+17                    2.25               20110401                 13.375                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G01                                                      160000                 983.33                    360                     359                  7.125                      0                      0                    0.25                  7.375 PHOENIX                AZ                                       85051 Single Family                          160000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.375                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GIII                     G02                                                      185152                 983.62                    360                     360                  6.125                      0                      0                    0.25                  6.375 PROSPER                TX                                       75078 PUD                                    185152                20060701                     80 No MI                                1.00E+17                    2.25               20110601                 11.375                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 ADN1
GIII                     G02                                                      363900                2084.84                    360                     359                  6.625                      0                      0                    0.25                  6.875 NORTH LAS VEGAS        NV                                       89031 Single Family                          363900                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.875                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GIII                     G02                                                      324300                1891.75                    360                     359                   6.75                      0                      0                    0.25                      7 WINCHESTER             CA                                       92596 PUD                                    324300                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     12                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G01                                                      210392                1380.70                    360                     359                  7.625                      0                      0                    0.25                  7.875 HENDERSON              NV                                       89015 PUD                                    210392                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.875                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G02                                                      326400                1734.00                    360                     359                  6.125                      0                      0                    0.25                  6.375 HERRIMAN               UT                                       84065 Single Family                          326400                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.375                      2                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GIII                     G02                                                      352776                1837.38                    360                     360                      6                      0                      0                    0.25                   6.25 MIAMI                  FL                                       33177 Single Family                          352776                20060701                     95 Radian Guaranty                      1.00E+17                    2.25               20110601                  11.25                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360601 ADN1
GIII                     G02                                                      318820                1693.73                    360                     359                  6.125                      0                      0                    0.25                  6.375 LAS VEGAS              NV                                       89149 PUD                                    318820                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.375                      2                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GIII                     G02                                                      277500                1445.31                    360                     359                      6                      0                      0                    0.25                   6.25 TAYLORSVILLE           KY                                       40071 Single Family                          277500                20060601            71.15000153 No MI                                1.00E+17                    2.25               20110501                  11.25                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G02                                                      288000                1920.00                    360                     358                  7.625                      0                      0                   0.375                      8 MANASSAS               VA                                       20110 Townhouse                              288000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                     13                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      264000                1815.00                    360                     359                  7.875                      0                      0                   0.375                   8.25 Las Vegas              NV                                       89117 Single Family                          264000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  13.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                    55165.69                 419.56                    360                     359                      8                      0                      0                   0.375                  8.375 GREENEVILLE            TN                                       37745 2-4 Family                              55200                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.375                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G03                                                      144768                 995.28                    360                     359                  7.875                      0                      0                   0.375                   8.25 Jacksonville           FL                                       32244 PUD                                    144768                20060601                     80 No MI                                1.00E+17                    2.75               20110501                  14.25                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G02                                                   324438.79                2107.94                    360                     358                  6.375                      0                      0                   0.375                   6.75 ORLAND PARK            IL                                       60462 Single Family                          325000                20060501            36.84999847 No MI                                1.00E+17                    2.25               20110401                  11.75                  2.375                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                    55165.69                 419.56                    360                     359                      8                      0                      0                   0.375                  8.375 GREENEVILLE            TN                                       37745 2-4 Family                              55200                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.375                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                    101929.8                 739.57                    360                     359                    7.5                      0                      0                   0.375                  7.875 CHICAGO                IL                                       60619 Single Family                          102000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.875                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G03                                                    99845.84                 698.66                    360                     359                  7.125                      0                      0                   0.375                    7.5 BALTIMORE              MD                                       21213 Townhouse                               99920                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   12.5                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G03                                                    99126.38                 693.62                    360                     359                  7.125                      0                      0                   0.375                    7.5 BALTIMORE              MD                                       21213 Townhouse                               99200                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   12.5                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G03                                                      195200                1220.00                    360                     359                  7.125                      0                      0                   0.375                    7.5 North Las Vegas        NV                                       89030 Single Family                          195200                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   12.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G03                                                      405600                2408.25                    360                     358                   6.75                      0                      0                   0.375                  7.125 FREDERICKSBURG         VA                                       22406 Single Family                          405600                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.125                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G01                                                   279632.44                2078.99                    360                     358                   7.75                      0                      0                   0.375                  8.125 BROCKTON               MA                                        2302 2-4 Family                             280000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.125                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                   155095.87                1138.80                    360                     359                  7.625                      0                      0                   0.375                      8 ALPHARETTA             GA                                       30004 PUD                                    155200                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     13                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                   163810.01                1202.79                    360                     359                  7.625                      0                      0                   0.375                      8 SORRENTO               FL                                       32776 Single Family                          163920                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     13                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                   123424.96                 885.49                    360                     358                  7.375                      0                      0                   0.375                   7.75 LAUREL                 DE                                       19956 Single Family                          123600                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.75                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                   223061.27                1696.48                    360                     359                      8                      0                      0                   0.375                  8.375 LAKELAND               FL                                       33811 Single Family                          223200                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.375                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      256000                1680.00                    360                     358                    7.5                      0                      0                   0.375                  7.875 GLEN ALLEN             VA                                       23059 Single Family                          256000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GIII                     G02                                                      217500                1291.41                    360                     360                  6.875                      0                      0                    0.25                  7.125 NAPERVILLE             IL                                       60563 PUD                                    217500                20060701            98.86000061 Mortgage Guaranty In                 1.00E+17                    2.25               20110601                 12.125                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360601 ADN1
GI                       G01                                                      620000                4004.17                    360                     359                    7.5                      0                      0                    0.25                   7.75 WOODLAND HILLS         CA                                       91367 Single Family                          620000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.75                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G01                                                   649517.61                4544.89                    360                     359                   7.25                      0                      0                    0.25                    7.5 NORTH BRUNSWICK        NJ                                        8902 Single Family                          650000                20060601            75.58000183 No MI                                1.00E+17                    2.25               20110501                   12.5                      2                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360501 ADN1
GIII                     G03                                                      551200                2813.42                    360                     360                  5.875                      0                      0                    0.25                  6.125 CARLSBAD               CA                                       92009 PUD                                    551200                20060701                     80 No MI                                1.00E+17                    2.25               20110601                 11.125                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360601 ADN1
GIII                     G03                                                      441000                2159.06                    360                     359                  5.625                      0                      0                    0.25                  5.875 ANAHEIM                CA                                       92804 Single Family                          441000                20060601            75.63999939 No MI                                1.00E+17                    2.25               20110501                 10.875                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G01                                                      640000                4133.33                    360                     360                    7.5                      0                      0                    0.25                   7.75 NISSEQUOGUE            NY                                       11780 Single Family                          640000                20060701                     80 No MI                                1.00E+17                    2.25               20110601                  12.75                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360601 ADN1
GI                       G03                                                      643500                4021.88                    360                     356                  7.125                      0                      0                   0.375                    7.5 LOS ANGELES            CA                                       90019 2-4 Family                             643500                20060301                     65 No MI                                1.00E+17                    2.25               20110201                   12.5                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360201 AFL2
GI                       G01                                                      740000                4470.83                    360                     360                      7                      0                      0                    0.25                   7.25 SOUTHAMPTON            NY                                       11968 Single Family                          740000                20060701                     80 No MI                                1.00E+17                    2.25               20110601                  12.25                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360601 ADN1
GI                       G01                                                      548000                3367.92                    360                     360                  7.125                      0                      0                    0.25                  7.375 SIMI VALLEY            CA                                       93065 Single Family                          548000                20060701            79.94000244 No MI                                1.00E+17                    2.25               20110601                 12.375                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360601 ADN1
GIII                     G03                                                      420000                2362.50                    360                     360                    6.5                      0                      0                    0.25                   6.75 CARSON                 CA                                       90745 Single Family                          420000                20060701                     80 No MI                                1.00E+17                    2.25               20110601                  11.75                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360601 ADN1
GIII                     G03                                                      432000                2801.94                    360                     360                    6.5                      0                      0                    0.25                   6.75 LIVERMORE              CA                                       94550 Single Family                          432000                20060701                     80 No MI                                1.00E+17                    2.25               20110601                  11.75                      2                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360601 ADN1
GI                       G03                                                      327200                2045.00                    360                     358                  7.125                      0                      0                   0.375                    7.5 RESTON                 VA                                       20191 PUD                                    327200                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G03                                                      140000                 860.42                    360                     357                      7                      0                      0                   0.375                  7.375 LAS VEGAS              NV                                       89147 Condominium                            140000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 13.375                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GII                      G02                                                      396000                2268.75                    360                     359                    6.5                      0                      0                   0.375                  6.875 Fairfax                VA                                       22033 Single Family                          396000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 WALN
GI                       G03                                                      409560                2559.75                    360                     359                  7.125                      0                      0                   0.375                    7.5 ADAMSTOWN              MD                                       21710 Single Family                          409560                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   12.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      272250                1786.64                    360                     359                    7.5                      0                      0                   0.375                  7.875 Las Vegas              NV                                       89147 Single Family                          272250                20060601            74.90000153 No MI                                1.00E+17                    2.25               20110501                 12.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G03                                                      132300                 785.53                    360                     358                   6.75                      0                      0                   0.375                  7.125 Upper Marlboro         MD                                       20774 Condominium                            132300                20060501            79.98000336 No MI                                1.00E+17                    2.25               20110401                 12.125                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G03                                                   141654.39                 877.40                    360                     356                  5.875                      0                      0                   0.375                   6.25 North Las Vegas        NV                                       89031 Single Family                          142500                20060301                     50 No MI                                1.00E+17                    2.25               20110201                  11.25                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360201 AFL2
GI                       G03                                                      247500                1546.88                    360                     352                  7.125                      0                      0                   0.375                    7.5 Chandler               AZ                                       85249 Single Family                          247500                20051101                     75 No MI                                1.00E+17                    2.25               20101001                   12.5                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20351001 AFL2
GII                      G02                                                      320000                1833.33                    360                     356                    6.5                      0                      0                   0.375                  6.875 RIALTO                 CA                                       92377 Single Family                          320000                20060301                     80 No MI                                1.00E+17                    2.25               20110201                 11.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360201 AFL2
GII                      G03                                                      191391                1096.51                    360                     359                    6.5                      0                      0                   0.375                  6.875 Peoria                 AZ                                       85381 Townhouse                              191391                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.875                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      248000                1730.83                    360                     359                      8                      0                      0                   0.375                  8.375 Winter Park            FL                                       32789 Single Family                          248000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      123750                 863.67                    360                     358                      8                      0                      0                   0.375                  8.375 Maywood                IL                                       60153 Single Family                          123750                20060501                     75 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                   115839.82                 841.08                    360                     358                    7.5                      0                      0                   0.375                  7.875 Lithonia               GA                                       30038 Single Family                          116000                20060501                     80 No MI                                                            2.25               20110401                 12.875                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                    55118.94                 400.24                    360                     358                    7.5                      0                      0                   0.375                  7.875 Roanoke                AL                                       36274 Single Family                           55200                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      193100                1005.73                    360                     360                  5.875                      0                      0                   0.375                   6.25 Smithville             TN                                       37166 PUD                                    193100                20060701            45.43999863 No MI                                1.00E+17                    2.25               20110601                  11.25                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GI                       G02                                                      120000                 787.50                    360                     358                    7.5                      0                      0                   0.375                  7.875 St Petersburg          FL                                       33705 Single Family                          120000                20060501                     75 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                    59120.29                 434.39                    360                     358                  7.625                      0                      0                   0.375                      8 Roanoke                AL                                       36274 Single Family                           59200                20060501                     80 No MI                                1.00E+17                    2.25               20110401                     13                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      340000                2302.08                    360                     358                   7.75                      0                      0                   0.375                  8.125 Dorchester             MA                                        2124 2-4 Family                             340000                20060501            74.73000336 No MI                                1.00E+17                    2.25               20110401                 13.125                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                   106554.18                 694.00                    360                     356                  6.375                      0                      0                   0.375                   6.75 Corcoran               CA                                       93212 Single Family                          107000                20060301            69.02999878 No MI                                1.00E+17                    2.25               20110201                  11.75                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360201 AFL2
GI                       G03                                                       96728                 676.84                    360                     359                  7.125                      0                      0                   0.375                    7.5 Atlanta                GA                                       30303 Condominium                             96800                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   12.5                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      140000                 977.08                    360                     358                      8                      0                      0                   0.375                  8.375 Homestead              FL                                       33034 2-4 Family                             140000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G03                                                      182528                1026.72                    360                     359                  6.375                      0                      0                   0.375                   6.75 Franklin               TN                                       37067 PUD                                    182528                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  11.75                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G03                                                      169888                1026.41                    360                     358                  6.875                      0                      0                   0.375                   7.25 Euharlee               GA                                       30145 Single Family                          169888                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.25                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                   227665.19                1328.05                    360                     358                  6.625                      0                      0                   0.375                      7 Orlando                FL                                       32837 PUD                                    228000                20060501                     80 No MI                                                            2.25               20110401                     12                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G01                                                      161560                1026.58                    360                     359                   7.25                      0                      0                   0.375                  7.625 Newport News           VA                                       23608 PUD                                    161560                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.625                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G02                                                      209600                1200.83                    360                     358                    6.5                      0                      0                   0.375                  6.875 Apple Valley           CA                                       92308 Single Family                          209600                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GIII                     G03                                                      430200                2240.63                    360                     358                      6                      0                      0                    0.25                   6.25 MARTINEZ               CA                                       94553 Condominium                            430200                20060501                     90 Mortgage Guaranty In                 1.00E+17                    2.25               20110401                  11.25                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G03                                                      440000                2475.00                    360                     358                    6.5                      0                      0                    0.25                   6.75 SANTA PAULA            CA                                       93060 Single Family                          440000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  11.75                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 ADN1
GII                      G02                                                      232900                1310.06                    360                     357                  6.375                      0                      0                   0.375                   6.75 FREDERICK              MD                                       21702 PUD                                    232900                20060401            79.98999786 No MI                                1.00E+17                    2.25               20110301                  11.75                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GIII                     G03                                                      600000                3562.50                    360                     358                  6.875                      0                      0                    0.25                  7.125 AUSTIN                 TX                                       78735 PUD                                    600000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.125                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 ADN1
GII                      G03                                                      459000                2773.13                    360                     360                  6.875                      0                      0                   0.375                   7.25 RANCHO MIRAGE          CA                                       92270 Single Family                          459000                20060701            38.90000153 No MI                                1.00E+17                    2.25               20110601                  12.25                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360601 AFL2
GI                       G02                                                   216529.54                1647.84                    360                     358                      8                      0                      0                   0.375                  8.375 Old Bridge             NJ                                        8857 Single Family                          216800                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      247950                1601.34                    360                     357                  7.375                      0                      0                   0.375                   7.75 CULPEPER               VA                                       22701 PUD                                    247950                20060401            79.98999786 No MI                                1.00E+17                    2.25               20110301                  12.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GIII                     G03                                                      554000                3462.50                    360                     358                   7.25                      0                      0                    0.25                    7.5 LEBANON                IN                                       46052 Single Family                          554000                20060501            89.79000092 GE Capital MI                        1.00E+17                    2.25               20110401                   12.5                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G03                                                      154800                 967.50                    360                     360                  7.125                      0                      0                   0.375                    7.5 West Jordan            UT                                       84088 Single Family                          154800                20060701                     80 No MI                                1.00E+17                    2.25               20110601                   12.5                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GI                       G02                                                      472000                3343.33                    360                     359                  8.125                      0                      0                   0.375                    8.5 Elmont                 NY                                       11003 2-4 Family                             472000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   13.5                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G02                                                      160000                1064.48                    360                     360                  6.625                      0                      0                   0.375                      7 Las Vegas              NV                                       89110 Single Family                          160000                20060701                     64 No MI                                1.00E+17                    2.25               20110601                     12                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360601 AFL2
GI                       G03                                                      451250                2773.31                    360                     357                      7                      0                      0                   0.375                  7.375 DUMFRIES               VA                                       22026 PUD                                    451250                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 12.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G03                                                      399920                2499.50                    360                     357                  7.125                      0                      0                   0.375                    7.5 San Gabriel            CA                                       91776 Single Family                          399920                20060401                     80 No MI                                1.00E+17                    2.25               20110301                   12.5                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G02                                                      157500                1050.00                    360                     359                  7.625                      0                      0                   0.375                      8 TAMPA                  FL                                       33604 Single Family                          157500                20060601                     75 No MI                                1.00E+17                    2.25               20110501                     13                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G01                                                      603850                4151.47                    360                     357                  7.875                      0                      0                   0.375                   8.25 BELTSVILLE             MD                                       20705 PUD                                    603850                20060401                     80 No MI                                1.00E+17                    2.25               20110301                  13.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G03                                                      544000                3400.00                    360                     358                  7.125                      0                      0                   0.375                    7.5 HUNTINGTOWN            MD                                       20639 Single Family                          544000                20060501                     64 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GIII                     G03                                                     1000000                4895.83                    360                     358                  5.625                      0                      0                    0.25                  5.875 PALO ALTO              CA                                       94306 Single Family                         1000000                20060501            60.61000061 No MI                                1.00E+17                    2.25               20110401                 10.875                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 ADN1
GIII                     G03                                                      490000                2603.13                    360                     358                  6.125                      0                      0                    0.25                  6.375 SIMI VALLEY            CA                                       93063 Single Family                          490000                20060501            62.81999969 No MI                                1.00E+17                    2.25               20110401                 11.375                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G01                                                      752100                4857.31                    360                     360                  7.375                      0                      0                   0.375                   7.75 GILBERT                AZ                                       85297 PUD                                    752100                20060701                     80 No MI                                1.00E+17                    2.25               20110601                  12.75                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GI                       G03                                                      404000                2525.00                    360                     359                  7.125                      0                      0                   0.375                    7.5 Newark                 NJ                                        7105 2-4 Family                             404000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   12.5                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G03                                                      208000                1365.00                    360                     360                    7.5                      0                      0                   0.375                  7.875 LANCASTER              CA                                       93534 Single Family                          208000                20060701                     80 No MI                                1.00E+17                    2.25               20110601                 12.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GI                       G02                                                       62400                 435.50                    360                     359                      8                      0                      0                   0.375                  8.375 CINCINNATI             OH                                       45231 Single Family                           62400                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G01                                                      712000                4895.00                    360                     357                  7.875                      0                      0                   0.375                   8.25 San Marcos             CA                                       92078 Single Family                          712000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                  13.25                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G02                                                      108750                 713.67                    360                     359                    7.5                      0                      0                   0.375                  7.875 ARLINGTON HEIGHTS      IL                                       60005 Condominium                            108750                20060601                     75 No MI                                1.00E+17                    2.25               20110501                 12.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G03                                                      231620                1423.50                    360                     357                      7                      0                      0                   0.375                  7.375 Palmdale               CA                                       93550 Single Family                          231920                20060401                     80 No MI                                                            2.25               20110301                 12.375                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G02                                                      260000                1652.08                    360                     358                   7.25                      0                      0                   0.375                  7.625 STERLING               VA                                       20165 PUD                                    260000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.625                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                      346345                1912.11                    360                     357                   6.25                      0                      0                   0.375                  6.625 Sacramento             CA                                       95833 Single Family                          346345                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 11.625                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G03                                                      417000                2606.25                    360                     360                  7.125                      0                      0                   0.375                    7.5 Accokeek               MD                                       20607 Single Family                          417000                20060701            78.48999786 No MI                                1.00E+17                    2.25               20110601                   12.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GI                       G01                                                     1125000                7968.75                    360                     360                  8.125                      0                      0                   0.375                    8.5 LAS VEGAS              NV                                       89117 Single Family                         1125000                20060701                     75 No MI                                1.00E+17                    2.25               20110601                   13.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GI                       G02                                                      146456                1022.14                    360                     360                      8                      0                      0                   0.375                  8.375 Palm Bay               FL                                       32908 Single Family                          146456                20060701                     80 No MI                                1.00E+17                    2.25               20110601                 13.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GI                       G01                                                     1000000                6875.00                    360                     357                  7.875                      0                      0                   0.375                   8.25 Livingston             NJ                                        7039 Single Family                         1000000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                  13.25                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360301 AFL2
GIII                     G03                                                      480000                2500.00                    360                     358                      6                      0                      0                    0.25                   6.25 STATEN ISLAND          NY                                       10312 Single Family                          480000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  11.25                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G03                                                   433671.51                2643.11                    360                     357                  5.875                      0                      0                    0.25                  6.125 PLEASANTON             CA                                       94588 PUD                                    435000                20060401                     75 No MI                                1.00E+17                    2.25               20110301                 11.125                      2                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360301 ADN1
GI                       G03                                                      264000                1622.50                    360                     357                      7                      0                      0                   0.375                  7.375 UPPER MARLBORO         MD                                       20774 Single Family                          264000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 12.375                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GI                       G02                                                      368000                2376.67                    360                     357                  7.375                      0                      0                   0.375                   7.75 GERMANTOWN             MD                                       20876 Single Family                          368000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                  12.75                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GIII                     G03                                                   737804.62                5549.98                    360                     358                      8                      0                      0                    0.25                   8.25 TRABUCO CANYON         CA                                       92679 PUD                                    738750                20060501                     75 No MI                                1.00E+17                    2.25               20110401                  13.25                  1.875                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 ADN1
GII                      G03                                                      308000                1860.83                    360                     356                  6.875                      0                      0                   0.375                   7.25 Prospect Park          NJ                                        7508 2-4 Family                             308000                20060301                     80 No MI                                1.00E+17                    2.25               20110201                  12.25                      2                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360201 AFL2
GI                       G02                                                    67508.01                 513.43                    360                     359                      8                      0                      0                   0.375                  8.375 Oklahoma City          OK                                       73139 Single Family                           67550                20060601                     70 No MI                                1.00E+17                    2.25               20110501                 13.375                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                       85600                 588.50                    360                     359                  7.875                      0                      0                   0.375                   8.25 SPRINGFIELD            MO                                       65807 Single Family                           85600                20060601                     80 No MI                                                            2.25               20110501                  13.25                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G01                                                     1000000                6770.83                    360                     360                   7.75                      0                      0                   0.375                  8.125 SAN CLEMENTE           CA                                       92672 Single Family                         1000000                20060701            74.62999725 No MI                                1.00E+17                    2.25               20110601                 13.125                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GI                       G03                                                      520000                3250.00                    360                     359                  7.125                      0                      0                   0.375                    7.5 Scottsdale             AZ                                       85254 Single Family                          520000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   12.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G03                                                      192000                1180.00                    360                     360                      7                      0                      0                   0.375                  7.375 Las Vegas              NV                                       89107 Single Family                          192000                20060701                     80 No MI                                1.00E+17                    2.25               20110601                 12.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GII                      G02                                                   114351.44                 744.27                    360                     356                  6.375                      0                      0                   0.375                   6.75 Baltimore              MD                                       21213 Single Family                          114750                20060301                     75 No MI                                1.00E+17                    2.25               20110201                  11.75                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360201 AFL2
GI                       G02                                                       60125                 400.83                    360                     359                  7.625                      0                      0                   0.375                      8 Saint Louis            MO                                       63123 Single Family                           60125                20060601                     65 No MI                                1.00E+17                    2.25               20110501                     13                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G02                                                      122850                 665.44                    360                     357                  6.125                      0                      0                   0.375                    6.5 Palmdale               CA                                       93550 PUD                                    122850                20060401                     65 No MI                                1.00E+17                    2.25               20110301                   11.5                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G02                                                      114000                 724.37                    360                     359                   7.25                      0                      0                   0.375                  7.625 MILWAUKEE              WI                                       53225 Single Family                          114000                20060601                     75 No MI                                1.00E+17                    2.25               20110501                 12.625                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G01                                                     1327500                8711.72                    360                     357                    7.5                      0                      0                   0.375                  7.875 Los Angeles            CA                                       90068 Single Family                         1327500                20060401                     75 No MI                                1.00E+17                    2.25               20110301                 12.875                      2                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G02                                                      255000                1779.69                    360                     359                      8                      0                      0                   0.375                  8.375 ATLANTA                GA                                       30307 Single Family                          255000                20060601            79.69000244 No MI                                1.00E+17                    2.25               20110501                 13.375                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                    83082.18                 596.05                    360                     358                  7.375                      0                      0                   0.375                   7.75 LEWISVILLE             TX                                       75067 Single Family                           83200                20060501                     80 No MI                                                            2.25               20110401                  12.75                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      182400                1007.00                    360                     358                   6.25                      0                      0                   0.375                  6.625 Beltsville             MD                                       20705 Condominium                            182400                20060501                     80 No MI                                1.00E+17                   2.375               20080401                 11.625                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      24 N                                    20360401 AFL2
GI                       G03                                                      214400                1317.67                    360                     357                      7                      0                      0                   0.375                  7.375 Savannah               GA                                       31410 PUD                                    214400                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 12.375                      2                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360301 AFL2
GIII                     G03                                                      576681                3604.26                    360                     358                   7.25                      0                      0                    0.25                    7.5 UPLAND                 CA                                       91784 PUD                                    576681                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G03                                                      645864                3498.43                    360                     358                   6.25                      0                      0                    0.25                    6.5 FAIRFIELD              CA                                       94534 Single Family                          645864                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   11.5                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 ADN1
GII                      G03                                                      115200                 684.00                    360                     358                   6.75                      0                      0                   0.375                  7.125 KANSAS CITY            MO                                       64110 Single Family                          115200                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.125                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 WALN
GI                       G01                                                      520000                3358.33                    360                     359                    7.5                      0                      0                    0.25                   7.75 FORT LAUDERDALE        FL                                       33306 Single Family                          520000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.75                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GIII                     G01                                                       86400                 405.00                    360                     359                  5.375                      0                      0                    0.25                  5.625 MEMPHIS                TN                                       38134 Single Family                           86400                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 10.625                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G02                                                       69992                 481.20                    360                     358                  7.875                      0                      0                   0.375                   8.25 DUNCANVILLE            TX                                       75116 Condominium                             69992                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  13.25                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GIII                     G03                                                      444000                2497.50                    360                     359                    6.5                      0                      0                    0.25                   6.75 ELK GROVE              CA                                       95757 Single Family                          444000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  11.75                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G02                                                      401072                2172.47                    360                     359                   6.25                      0                      0                    0.25                    6.5 KISSIMMEE              FL                                       34746 PUD                                    401072                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   11.5                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GIII                     G03                                                      500000                2864.58                    360                     359                  6.625                      0                      0                    0.25                  6.875 RAMONA                 CA                                       92065 Single Family                          500000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.875                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G02                                                      179857                 992.96                    360                     359                  6.375                      0                      0                    0.25                  6.625 KIRKLAND               WA                                       98034 Condominium                            179857                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.625                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G03                                                      431920                2474.54                    360                     359                  6.625                      0                      0                    0.25                  6.875 LA VERNE               CA                                       91750 PUD                                    431920                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.875                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GIII                     G02                                                      260000                1435.42                    360                     359                  6.375                      0                      0                    0.25                  6.625 SHELTON                WA                                       98584 Single Family                          260000                20060601            74.70999908 No MI                                1.00E+17                    2.25               20110501                 11.625                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GIII                     G03                                                      420000                2493.75                    360                     359                  6.875                      0                      0                    0.25                  7.125 BENICIA                CA                                       94510 Single Family                          420000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.125                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G01                                                    176365.7                1219.04                    360                     359                  6.495                   0.63                      0                    0.25                  7.375 AMERICAN FORK          UT                                       84003 Single Family                          176500                20060601            85.68000031 Republic MIC                         1.00E+17                       3               20110501                 12.375                      2                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G02                                                      161600                1043.67                    360                     358                  7.375                      0                      0                   0.375                   7.75 EL MIRAGE              AZ                                       85335 PUD                                    161600                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.75                   2.12                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                   167174.59                1228.33                    360                     358                  7.625                      0                      0                   0.375                      8 KENNESAW               GA                                       30152 PUD                                    167400                20060501            79.98000336 No MI                                1.00E+17                    2.25               20110401                     13                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 WALN
GIII                     G03                                                      448000                2566.67                    360                     359                  6.625                      0                      0                    0.25                  6.875 WHITTIER               CA                                       90604 Single Family                          448000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.875                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GIII                     G02                                                      189276                1044.96                    360                     359                  6.375                      0                      0                    0.25                  6.625 WASHINGTON TOWNSHIP    MI                                       48094 Condominium                            189276                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.625                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G02                                                   296483.99                1883.91                    360                     358                   7.25                      0                      0                   0.375                  7.625 ORLANDO                FL                                       32828 PUD                                    296584                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.625                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G01                                                      700000                4229.17                    360                     359                      7                      0                      0                    0.25                   7.25 SAN JOSE               CA                                       95129 Single Family                          700000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.25                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GIII                     G02                                                      424000                2385.00                    360                     359                    6.5                      0                      0                    0.25                   6.75 AVENUE  SOUTH GATE     CA                                       90280 2-4 Family                             424000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  11.75                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GII                      G02                                                      450000                2625.00                    360                     359                   6.75                      0                      0                    0.25                      7 Richmond               CA                                       94801 2-4 Family                             450000                20060601            79.65000153 No MI                                1.00E+17                    2.25               20110501                     12                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 AFL2
GIII                     G02                                                      111920                 594.58                    360                     359                  6.125                      0                      0                    0.25                  6.375 PORTLAND               OR                                       97229 Condominium                            111920                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.375                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G02                                                      224000                1516.67                    360                     359                   7.75                      0                      0                   0.375                  8.125 Ridgway                CO                                       81432 Single Family                          224000                20060601                     70 No MI                                1.00E+17                    2.25               20110501                 13.125                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GIII                     G03                                                      452000                2636.67                    360                     359                   6.75                      0                      0                    0.25                      7 AVENTURA               FL                                       33180 Condominium                            452000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     12                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G03                                                      306184                1881.76                    360                     358                      7                      0                      0                   0.375                  7.375 ORLANDO                FL                                       32828 PUD                                    306184                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.375                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                   211999.43                1413.33                    360                     358                  7.625                      0                      0                   0.375                      8 Denver                 CO                                       80212 Single Family                          212000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                     13                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      129915                 906.70                    360                     359                      8                      0                      0                   0.375                  8.375 Spring Hill            TN                                       37174 PUD                                    129915                20060601                     75 No MI                                1.00E+17                    2.25               20110501                 13.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                   181480.87                1153.16                    360                     359                   7.25                      0                      0                   0.375                  7.625 Queen Creek            AZ                                       85243 PUD                                    181501                20060601            79.98999786 No MI                                1.00E+17                    2.25               20110501                 12.625                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G01                                                      800000                5416.67                    360                     358                   7.75                      0                      0                   0.375                  8.125 BODEGA BAY             CA                                       94923 Single Family                          800000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.125                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GIII                     G02                                                      115200                 672.00                    360                     359                   6.75                      0                      0                    0.25                      7 GARFIELD HEIGHTS       OH                                       44125 Single Family                          115200                20060601            78.90000153 No MI                                1.00E+17                    2.25               20110501                     12                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G03                                                      461000                2689.17                    360                     359                   6.75                      0                      0                    0.25                      7 LOS ANGELES            CA                                       90015 Condominium                            461000                20060601            74.95999908 No MI                                1.00E+17                    2.25               20110501                     12                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G02                                                      120000                 687.50                    360                     359                  6.625                      0                      0                    0.25                  6.875 LAKEWOOD               OH                                       44107 Single Family                          120000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.875                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G03                                                      460000                2587.50                    360                     359                    6.5                      0                      0                    0.25                   6.75 TUJUNGA                CA                                       91042 Single Family                          460000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  11.75                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G01                                                      157276                 786.38                    360                     359                   5.75                      0                      0                    0.25                      6 FORT COLLINS           CO                                       80521 Condominium                            157276                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     11                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GII                      G02                                                      109900                 595.30                    360                     360                  6.125                      0                      0                   0.375                    6.5 LEEDS                  AL                                       35094 Single Family                          109900                20060701            78.55999756 No MI                                1.00E+17                    2.25               20110601                   11.5                      2                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360601 AFL2
GI                       G01                                                      552000                3507.50                    360                     359                  7.375                      0                      0                    0.25                  7.625 LA MIRADA              CA                                       90638 PUD                                    552000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.625                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G02                                                      175284                 986.00                    360                     359                    6.5                      0                      0                    0.25                   6.75 LITTLETON              CO                                       80126 Condominium                            175288                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  11.75                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G03                                                      132000                 811.25                    360                     359                      7                      0                      0                   0.375                  7.375 Portage                IN                                       46368 Single Family                          132000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.375                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                   205460.21                1562.62                    360                     359                      8                      0                      0                   0.375                  8.375 East Orange            NJ                                        7017 2-4 Family                             205588                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.375                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 AFL2
GIII                     G03                                                      512000                2933.33                    360                     359                  6.625                      0                      0                    0.25                  6.875 FREEDOM                CA                                       95019 PUD                                    512000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.875                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GIII                     G02                                                      215000                1276.56                    360                     359                  6.875                      0                      0                    0.25                  7.125 PHOENIX                AZ                                       85048 Single Family                          215000                20060601            63.61000061 No MI                                1.00E+17                    2.25               20110501                 12.125                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G01                                                     1515500                9787.60                    360                     359                    7.5                      0                      0                    0.25                   7.75 NAPLES                 FL                                       34105 Single Family                         1515500                20060601                     70 No MI                                1.00E+17                    2.25               20110501                  12.75                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G01                                                      142974                 699.98                    360                     359                  5.625                      0                      0                    0.25                  5.875 HAMPTON                VA                                       23669 Single Family                          142974                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 10.875                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G02                                                      140800                 982.67                    360                     358                      8                      0                      0                   0.375                  8.375 PLYMOUTH               MI                                       48170 Single Family                          140800                20060501                     80 No MI                                                            2.25               20110401                 13.375                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GIII                     G03                                                      471200                2552.33                    360                     359                   6.25                      0                      0                    0.25                    6.5 LOS ANGELES            CA                                       90094 Condominium                            471200                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   11.5                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GIII                     G02                                                      125836                 668.50                    360                     359                  6.125                      0                      0                    0.25                  6.375 LITTLETON              CO                                       80127 Condominium                            125836                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.375                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GII                      G03                                                   201997.23                1052.07                    360                     357                  5.875                      0                      0                   0.375                   6.25 Bonita Springs         FL                                       34135 Condominium                            202000                20060401            48.09999847 No MI                                1.00E+17                    2.25               20110301                  12.25                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GII                      G03                                                      280000                1458.33                    360                     358                  5.875                      0                      0                   0.375                   6.25 Alexandria             VA                                       22311 Condominium                            280000                20060501            72.34999847 No MI                                1.00E+17                    2.25               20110401                  11.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 WALN
GI                       G01                                                      440000                2658.33                    360                     359                      7                      0                      0                    0.25                   7.25 HENDERSON              NV                                       89012 PUD                                    440000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.25                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G01                                                      120240                 613.73                    360                     359                  5.875                      0                      0                    0.25                  6.125 NORTHGLENN             CO                                       80233 PUD                                    120240                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.125                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G03                                                      180775                1129.84                    360                     358                  7.125                      0                      0                   0.375                    7.5 PUYALLUP               WA                                       98374 Single Family                          180775                20060501                     70 No MI                                1.00E+17                    2.25               20110401                   12.5                      2                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                   152609.39                1161.39                    360                     358                      8                      0                      0                   0.375                  8.375 Trenton                NJ                                        8618 2-4 Family                             152800                20060501                     80 No MI                                1.00E+17                   2.025               20110401                 13.375                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                      136000                 765.00                    360                     358                  6.375                      0                      0                   0.375                   6.75 AURORA                 CO                                       80012 Condominium                            136000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  11.75                   1.65                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GIII                     G03                                                      536000                3070.83                    360                     359                  6.625                      0                      0                    0.25                  6.875 AUBURN                 CA                                       95603 Single Family                          536000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.875                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G02                                                      388000                2142.08                    360                     359                  6.375                      0                      0                    0.25                  6.625 ELK GROVE              CA                                       95624 Single Family                          388000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.625                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G03                                                      580000                3322.92                    360                     359                  6.625                      0                      0                    0.25                  6.875 RANCHO CUCAMONGA       CA                                       91701 Single Family                          580000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.875                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GIII                     G01                                                      218000                1067.29                    360                     359                  5.625                      0                      0                    0.25                  5.875 PHOENIX                AZ                                       85027 Single Family                          218000                20060601            69.20999908 No MI                                1.00E+17                    2.25               20110501                 10.875                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G02                                                   298214.52                2268.06                    360                     359                      8                      0                      0                   0.375                  8.375 Aurora                 CO                                       80016 PUD                                    298400                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.375                      2                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 AFL2
GIII                     G03                                                      552000                2932.50                    360                     359                  6.125                      0                      0                    0.25                  6.375 WATSONVILLE            CA                                       95076 PUD                                    552000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.375                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GII                      G03                                                      431200                2470.42                    360                     359                    6.5                      0                      0                   0.375                  6.875 Alexandria             VA                                       22310 Single Family                          431200                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.875                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G01                                                      719200                4794.67                    360                     359                  7.625                      0                      0                   0.375                      8 RANCHO MIRAGE          CA                                       92270 Single Family                          719200                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     13                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G01                                                      420000                2931.25                    360                     359                      8                      0                      0                   0.375                  8.375 MAY TWP                MN                                       55082 Single Family                          420000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.375                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                   153641.48                1101.49                    360                     359                  7.375                      0                      0                   0.375                   7.75 Kissimmee              FL                                       34744 Single Family                          153750                20060601                     75 No MI                                1.00E+17                    2.25               20110501                  12.75                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G03                                                    99843.47                 520.02                    360                     357                  5.875                      0                      0                   0.375                   6.25 Reno                   NV                                       89512 Condominium                            100400                20060401                     80 No MI                                1.00E+17                    2.25               20110301                  12.25                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GIII                     G01                                                      224950                1031.25                    360                     359                   5.25                      0                      0                    0.25                    5.5 STOCKTON               CA                                       95210 Single Family                          225000                20060601            64.47000122 No MI                                1.00E+17                    2.25               20110501                   10.5                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G03                                                      268000                1647.08                    360                     358                      7                      0                      0                   0.375                  7.375 Laurel                 MD                                       20707 Single Family                          268000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.375                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      272000                1785.00                    360                     359                    7.5                      0                      0                   0.375                  7.875 STERLING               VA                                       20164 PUD                                    272000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G03                                                      232800                1406.50                    360                     360                  6.875                      0                      0                   0.375                   7.25 MOUND                  MN                                       55364 Single Family                          232800                20060701                     80 No MI                                1.00E+17                    2.25               20110601                  12.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GIII                     G01                                                    215967.5                 967.50                    360                     359                  5.125                      0                      0                    0.25                  5.375 KISSIMMEE              FL                                       34741 PUD                                    216000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 10.375                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G01                                                      420800                2630.00                    360                     359                   7.25                      0                      0                    0.25                    7.5 ENCINO                 CA                                       91316 Single Family                          420800                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   12.5                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GIII                     G02                                                      311600                1947.50                    360                     359                   7.25                      0                      0                    0.25                    7.5 VIRGINIA BEACH         VA                                       23455 Condominium                            311600                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   12.5                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G03                                                      479200                2745.42                    360                     359                  6.625                      0                      0                    0.25                  6.875 GARDEN GROVE           CA                                       92841 Single Family                          479200                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.875                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G02                                                      218400                1183.00                    360                     359                   6.25                      0                      0                    0.25                    6.5 ANTELOPE               CA                                       95843 Single Family                          218400                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   11.5                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G01                                                      592000                3576.67                    360                     359                      7                      0                      0                    0.25                   7.25 HACIENDA HEIGHTS       CA                                       91745 Single Family                          592000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.25                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G02                                                      400000                2125.00                    360                     359                  6.125                      0                      0                    0.25                  6.375 BOTHELL                WA                                       98012 PUD                                    400000                20060601                  78.25 No MI                                1.00E+17                    2.25               20110501                 11.375                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GII                      G03                                                      276055                1437.79                    360                     358                  5.875                      0                      0                   0.375                   6.25 Jacksonville           FL                                       32223 PUD                                    276055                20060501                     80 No MI                                1.00E+17                    2.75               20110401                  12.25                      2                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GIII                     G03                                                      468000                2730.00                    360                     359                   6.75                      0                      0                    0.25                      7 HENDERSON              NV                                       89015 Single Family                          468000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     12                  2.375                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G01                                                      212800                 975.33                    360                     359                   5.25                      0                      0                    0.25                    5.5 AVONDALE               AZ                                       85323 PUD                                    212800                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   10.5                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G03                                                      312000                1950.00                    360                     358                  7.125                      0                      0                   0.375                    7.5 Pomona                 CA                                       91766 Single Family                          312000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 WALN
GIII                     G03                                                      526976                3128.92                    360                     359                  6.875                      0                      0                    0.25                  7.125 HERCULES               CA                                       94547 PUD                                    526976                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.125                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G03                                                      223920                1049.63                    360                     359                  5.375                      0                      0                    0.25                  5.625 ALEXANDRIA             VA                                       22304 Condominium                            223920                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 10.625                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G01                                                      143600                 867.58                    360                     359                  6.875                      0                      0                   0.375                   7.25 BUFORD                 GA                                       30518 PUD                                    143600                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.25                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GIII                     G03                                                      454400                2556.00                    360                     359                    6.5                      0                      0                    0.25                   6.75 BURBANK                CA                                       91505 Single Family                          454400                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  11.75                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GIII                     G03                                                      448000                2566.67                    360                     359                  6.625                      0                      0                    0.25                  6.875 BURBANK                CA                                       91506 Single Family                          448000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.875                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GIII                     G01                                                      240000                1200.00                    360                     359                   5.75                      0                      0                    0.25                      6 PALM SPRINGS           CA                                       92262 Single Family                          240000                20060601            42.86000061 No MI                                1.00E+17                    2.25               20110501                     11                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G01                                                      428800                2769.33                    360                     359                    7.5                      0                      0                    0.25                   7.75 SEATTLE                WA                                       98105 Single Family                          428800                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.75                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GII                      G03                                                   206239.58                1224.55                    360                     358                   6.75                      0                      0                   0.375                  7.125 Phoenix                AZ                                       85032 PUD                                    206250                20060501                     75 No MI                                1.00E+17                    2.25               20110401                 12.125                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 WALN
GIII                     G03                                                      800000                4500.00                    360                     359                    6.5                      0                      0                    0.25                   6.75 LAS VEGAS              NV                                       89135 PUD                                    800000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  11.75                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GIII                     G02                                                      340000                1770.83                    360                     359                      6                      0                      0                    0.25                   6.25 KENT                   WA                                       98042 Single Family                          340000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  11.25                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GII                      G03                                                      304000                1804.69                    360                     359                  6.875                      0                      0                    0.25                  7.125 Frederick              MD                                       21701 Single Family                          304000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.125                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G01                                                      481000                2956.15                    360                     359                  7.125                      0                      0                    0.25                  7.375 KNOXVILLE              TN                                       37934 Single Family                          481000                20060601            67.26999664 No MI                                1.00E+17                    2.25               20110501                 12.375                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G02                                                      144000                 825.00                    360                     359                  6.625                      0                      0                    0.25                  6.875 HANOVER PARK           IL                                       60133 Single Family                          144000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.875                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G03                                                   175089.64                1228.87                    360                     355                  7.125                      0                      0                   0.375                    7.5 STREAMWOOD             IL                                       60107 Single Family                          175750                20060201            79.88999939 No MI                                1.00E+17                    2.25               20110101                   12.5                      2                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360101 AFL2
GI                       G02                                                      107250                 715.00                    360                     359                  7.625                      0                      0                   0.375                      8 AMARILLO               TX                                       79109 Single Family                          107250                20060601                     65 No MI                                1.00E+17                    2.25               20110501                     13                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G03                                                      301600                1885.00                    360                     359                  7.125                      0                      0                   0.375                    7.5 MANASSAS               VA                                       20110 Townhouse                              301600                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   12.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      196800                1373.50                    360                     359                      8                      0                      0                   0.375                  8.375 FRESNO                 CA                                       93705 Single Family                          196800                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G01                                                      446400                2929.50                    360                     358                    7.5                      0                      0                   0.375                  7.875 Yantis                 TX                                       75497 Single Family                          446400                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GIII                     G02                                                      121900                 811.67                    360                     359                   6.75                      0                      0                    0.25                      7 CHURUBUSCO             IN                                       46723 Single Family                          122000                20060601                     80 No MI                                1.00E+17                    2.75               20110501                     12                  1.875                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G01                                                      787500                4921.88                    360                     359                   7.25                      0                      0                    0.25                    7.5 LAS VEGAS              NV                                       89135 PUD                                    787500                20060601                     75 No MI                                1.00E+17                    2.25               20110501                   12.5                    2.5                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G02                                                      126560                 725.08                    360                     359                  6.625                      0                      0                    0.25                  6.875 GLENDALE               AZ                                       85304 Condominium                            126560                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.875                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GIII                     G03                                                      648750                3649.22                    360                     359                    6.5                      0                      0                    0.25                   6.75 SAN JUAN CAPISTRANO    CA                                       92675 Single Family                          648750                20060601                     75 No MI                                1.00E+17                    2.25               20110501                  11.75                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GIII                     G02                                                      136432                 767.43                    360                     359                    6.5                      0                      0                    0.25                   6.75 LITTLE ELM             TX                                       75068 PUD                                    136432                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  11.75                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G02                                                       80250                 526.64                    360                     358                    7.5                      0                      0                   0.375                  7.875 Ogden                  UT                                       84403 Single Family                           80250                20060501                     75 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      254320                1774.94                    360                     358                      8                      0                      0                   0.375                  8.375 SURPRISE               AZ                                       85374 PUD                                    254320                20060501            79.98999786 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                   218017.21                1623.06                    360                     356                   7.75                      0                      0                   0.375                  8.125 JACKSONVILLE           FL                                       32210 Single Family                          218595                20060301                     95 PMI                                  1.00E+17                    2.25               20110201                 13.125                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360201 AFL2
GIII                     G03                                                   536514.54                3394.21                    360                     359                   6.25                      0                      0                    0.25                    6.5 GLENDORA               CA                                       91741 Single Family                          537000                20060601            67.12999725 No MI                                1.00E+17                    2.25               20110501                   11.5                  1.875                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G01                                                      456000                2802.50                    360                     359                  7.125                      0                      0                    0.25                  7.375 ANAHEIM                CA                                       92801 Single Family                          456000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.375                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G01                                                      650000                4062.50                    360                     359                   7.25                      0                      0                    0.25                    7.5 LOS ANGELES            CA                                       90046 Single Family                          650000                20060601            73.94999695 No MI                                1.00E+17                    2.25               20110501                   12.5                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G02                                                      130400                 842.17                    360                     358                  7.375                      0                      0                   0.375                   7.75 Winchester             VA                                       22603 Townhouse                              130400                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.75                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      270799                1748.91                    360                     358                  7.375                      0                      0                   0.375                   7.75 New Port Richey        FL                                       34652 PUD                                    270799                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                    257977.7                1674.68                    360                     359                  6.375                      0                      0                   0.375                   6.75 Pottsboro              TX                                       75076 PUD                                    258200                20060601            73.76999664 No MI                                1.00E+17                    2.25               20110501                  11.75                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G03                                                      168720                1001.78                    360                     360                   6.75                      0                      0                   0.375                  7.125 Tucson                 AZ                                       85711 Condominium                            168720                20060701                     80 No MI                                1.00E+17                    2.25               20110601                 12.125                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GI                       G01                                                      630000                4068.75                    360                     359                    7.5                      0                      0                    0.25                   7.75 LOS ANGELES            CA                                       90046 Single Family                          630000                20060601                     70 No MI                                1.00E+17                    2.25               20110501                  12.75                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G02                                                      217220                1470.76                    360                     357                   7.75                      0                      0                   0.375                  8.125 PHOENIX                AZ                                       85339 Single Family                          217220                20060401                     80 No MI                                                            2.25               20110301                 13.125                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GIII                     G03                                                      561600                3276.00                    360                     359                   6.75                      0                      0                    0.25                      7 LOS ANGELES            CA                                       90034 Single Family                          561600                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     12                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G02                                                       95192                 624.70                    360                     359                    7.5                      0                      0                   0.375                  7.875 Humble                 TX                                       77338 PUD                                     95192                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.875                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G01                                                   607999.33                3673.33                    360                     359                      7                      0                      0                    0.25                   7.25 PASADENA               CA                                       91107 Single Family                          608000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.25                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GIII                     G03                                                     1215000                6834.38                    360                     359                    6.5                      0                      0                    0.25                   6.75 LAGUNA BEACH           CA                                       92651 2-4 Family                            1215000                20060601                     75 No MI                                1.00E+17                    2.25               20110501                  11.75                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GII                      G03                                                      404000                2356.67                    360                     360                  6.625                      0                      0                   0.375                      7 Santa Maria            CA                                       93454 Single Family                          404000                20060701                     80 No MI                                1.00E+17                    2.25               20110601                     12                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GII                      G03                                                   518170.82                2968.69                    360                     358                    6.5                      0                      0                   0.375                  6.875 UPLAND                 CA                                       91784 PUD                                    518372                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 WALN
GIII                     G03                                                      480000                2750.00                    360                     359                  6.625                      0                      0                    0.25                  6.875 WALDORF                MD                                       20603 PUD                                    480000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.875                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G01                                                      520000                3141.67                    360                     359                      7                      0                      0                    0.25                   7.25 REDDING                CT                                        6896 Single Family                          520000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.25                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GIII                     G03                                                   723279.25                4340.75                    360                     359                   5.75                      0                      0                    0.25                      6 SEATTLE                WA                                       98121 Condominium                            724000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     11                      2                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G02                                                      256000                1733.33                    360                     358                   7.75                      0                      0                   0.375                  8.125 IRVINGTON              NJ                                        7111 2-4 Family                             256000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.125                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      119250                 832.27                    360                     358                      8                      0                      0                   0.375                  8.375 Newport                MN                                       55055 Single Family                          119250                20060501                     75 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      199920                1270.32                    360                     359                   7.25                      0                      0                   0.375                  7.625 MINNETONKA             MN                                       55345 Single Family                          199920                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.625                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G03                                                      218000                1294.38                    360                     358                   6.75                      0                      0                   0.375                  7.125 WORCESTER              MA                                        1606 2-4 Family                             218000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.125                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G03                                                      235850                1474.06                    360                     358                  7.125                      0                      0                   0.375                    7.5 Bowie                  MD                                       20715 PUD                                    235850                20060501            74.98999786 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      135999                1045.71                    360                     360                  8.125                      0                      0                   0.375                    8.5 AURORA                 IL                                       60505 Single Family                          135999                20060701                     80 No MI                                1.00E+17                    2.25               20110601                   13.5                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360601 AFL2
GI                       G01                                                      864000                5400.00                    360                     359                   7.25                      0                      0                    0.25                    7.5 NEWPORT BEACH          CA                                       92663 2-4 Family                             864000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   12.5                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G03                                                      183800                1014.73                    360                     359                   6.25                      0                      0                   0.375                  6.625 Suwanee                GA                                       30024 PUD                                    183800                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.625                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G01                                                      493140                3082.13                    360                     360                   7.25                      0                      0                    0.25                    7.5 LOS ANGELES            CA                                       90068 Condominium                            493140                20060701                     80 No MI                                1.00E+17                    2.25               20110601                   12.5                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360601 ADN1
GIII                     G03                                                      740000                3700.00                    360                     359                   5.75                      0                      0                    0.25                      6 SHERMAN OAKS           CA                                       91423 Single Family                          740000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     11                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G03                                                      999796                5415.56                    360                     359                   6.25                      0                      0                    0.25                    6.5 MORGAN HILL            CA                                       95037 PUD                                    999796                20060601                   72.5 No MI                                1.00E+17                    2.25               20110501                   11.5                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G02                                                    75196.02                 545.98                    360                     358                    7.5                      0                      0                   0.375                  7.875 Berwyn                 IL                                       60402 Condominium                             75300                20060501            77.62999725 No MI                                1.00E+17                    2.25               20110401                 12.875                      2                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      138400                 879.42                    360                     358                   7.25                      0                      0                   0.375                  7.625 Orlando                FL                                       32809 Single Family                          138400                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.625                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 WALN
GI                       G01                                                      158000                 921.67                    360                     360                  6.625                      0                      0                   0.375                      7 SUWANEE                GA                                       30024 PUD                                    158000                20060701            79.98000336 No MI                                1.00E+17                    2.25               20110601                     12                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GIII                     G03                                                      645000                3695.31                    360                     359                  6.625                      0                      0                    0.25                  6.875 GERMANTOWN             TN                                       38139 PUD                                    645000                20060601                     75 No MI                                1.00E+17                    2.25               20110501                 11.875                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GIII                     G03                                                      639200                3795.25                    360                     359                  6.875                      0                      0                    0.25                  7.125 CORONA                 CA                                       92879 PUD                                    639200                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.125                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G03                                                      540000                3318.75                    360                     359                      7                      0                      0                   0.375                  7.375 Irvine                 CA                                       92620 Single Family                          540000                20060601            74.48000336 No MI                                1.00E+17                    2.25               20110501                 12.375                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G03                                                      960000                6467.70                    360                     360                   6.75                      0                      0                   0.375                  7.125 Plantation             FL                                       33323 Single Family                          960000                20060701                     80 No MI                                1.00E+17                    2.25               20110601                 12.125                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360601 AFL2
GI                       G01                                                      542597                3447.75                    360                     359                  7.375                      0                      0                    0.25                  7.625 SALINAS                CA                                       93905 Single Family                          542597                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.625                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 ADN1
GII                      G03                                                      187120                 974.58                    360                     358                  5.875                      0                      0                   0.375                   6.25 FOREST LAKE            MN                                       55025 Single Family                          187120                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  11.25                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 WALN
GIII                     G03                                                   554498.27                3507.98                    360                     359                   6.25                      0                      0                    0.25                    6.5 DENVER                 CO                                       80202 PUD                                    555000                20060601            75.51000214 No MI                                1.00E+17                    2.25               20110501                   11.5                  1.875                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G01                                                      455000                2938.54                    360                     359                    7.5                      0                      0                    0.25                   7.75 PALM SPRINGS           CA                                       92262 Single Family                          455000                20060601                     70 No MI                                1.00E+17                    2.25               20110501                  12.75                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G01                                                      521520                3781.38                    360                     360                    7.5                      0                      0                   0.375                  7.875 Philadelphia           PA                                       19146 Townhouse                              521520                20060701                     80 No MI                                1.00E+17                    2.25               20110601                 12.875                      2                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360601 AFL2
GI                       G02                                                      180100                1256.95                    360                     358                      8                      0                      0                   0.375                  8.375 RICHMOND               VA                                       23223 Single Family                          180100                20060501            79.51000214 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      196000                1327.08                    360                     359                   7.75                      0                      0                   0.375                  8.125 FREDERICK              MD                                       21703 Townhouse                              196000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.125                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      309600                1999.50                    360                     359                  7.375                      0                      0                   0.375                   7.75 Denver                 CO                                       80237 PUD                                    309600                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      208800                1392.00                    360                     359                  7.625                      0                      0                   0.375                      8 MANASSAS               VA                                       20111 Single Family                          208800                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     13                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      222000                1433.75                    360                     359                  7.375                      0                      0                   0.375                   7.75 Everett                WA                                       98208 Single Family                          222000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      316000                2172.50                    360                     360                  7.875                      0                      0                   0.375                   8.25 Miami                  FL                                       33162 Single Family                          316000                20060701            78.01999664 No MI                                1.00E+17                    2.25               20110601                  13.25                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GI                       G02                                                      375800                2466.19                    360                     358                    7.5                      0                      0                   0.375                  7.875 Gainesville            VA                                       20155 PUD                                    375800                20060501            78.86000061 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                   303345.23                1737.92                    360                     359                    6.5                      0                      0                   0.375                  6.875 San Diego              CA                                       92114 Single Family                          305000                20060601                     61 No MI                                1.00E+17                    2.25               20110501                 11.875                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      243920                1600.73                    360                     359                    7.5                      0                      0                   0.375                  7.875 Las Vegas              NV                                       89147 Single Family                          243920                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G02                                                   119991.71                 779.61                    360                     358                  6.375                      0                      0                   0.375                   6.75 Upper Marlboro         MD                                       20774 Condominium                            120200                20060501            79.98000336 No MI                                1.00E+17                    2.25               20110401                  11.75                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G01                                                      640700                4204.59                    360                     359                    7.5                      0                      0                   0.375                  7.875 GAINESVILLE            VA                                       20155 PUD                                    640700                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G01                                                      368000                2415.00                    360                     359                    7.5                      0                      0                   0.375                  7.875 Miami                  FL                                       33196 Single Family                          368000                20060601                     80 No MI                                1.00E+17                    2.75               20110501                 13.875                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G03                                                      123300                 732.09                    360                     358                   6.75                      0                      0                   0.375                  7.125 Upper Marlboro         MD                                       20774 Condominium                            123300                20060501            79.98000336 No MI                                1.00E+17                    2.25               20110401                 12.125                  2.375                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G03                                                      566400                3540.00                    360                     360                  7.125                      0                      0                   0.375                    7.5 PHOENIX                AZ                                       85085 Single Family                          566400                20060701                     80 No MI                                1.00E+17                    2.25               20110601                   12.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GI                       G02                                                    55166.56                 424.44                    360                     359                  8.125                      0                      0                   0.375                    8.5 JANESVILLE             WI                                       53548 2-4 Family                              55200                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   13.5                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                   129288.19                 949.31                    360                     359                  7.625                      0                      0                   0.375                      8 KATY                   TX                                       77450 PUD                                    129375                20060601                     75 No MI                                1.00E+17                    2.25               20110501                     13                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G02                                                   411673.82                2711.28                    360                     357                    6.5                      0                      0                   0.375                  6.875 LA PLATA               MD                                       20646 Single Family                          412720                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 11.875                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G02                                                      100000                 635.42                    360                     357                   7.25                      0                      0                   0.375                  7.625 Yuma                   AZ                                       85365 Single Family                          100000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 12.625                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GI                       G03                                                      226188                1390.11                    360                     356                      7                      0                      0                   0.375                  7.375 Port Saint Lucie       FL                                       34953 Single Family                          226188                20060301                     80 No MI                                1.00E+17                    2.25               20110201                 12.375                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360201 AFL2
GI                       G01                                                      113520                 685.85                    360                     358                      7                      0                      0                    0.25                   7.25 HOLLYWOOD              FL                                       33021 Condominium                            113520                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.25                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 ADN1
GI                       G02                                                      181200                1189.13                    360                     359                    7.5                      0                      0                   0.375                  7.875 Salt Lake City         UT                                       84105 Single Family                          181200                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.875                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G01                                                      155350                 970.94                    360                     359                   7.25                      0                      0                    0.25                    7.5 MIAMI                  FL                                       33170 PUD                                    155350                20060601            79.98999786 No MI                                1.00E+17                    2.25               20110501                   12.5                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GIII                     G02                                                      188802                1121.01                    360                     359                  6.875                      0                      0                    0.25                  7.125 PALM COAST             FL                                       32137 Single Family                          188802                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.125                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G02                                                      376000                2036.67                    360                     359                   6.25                      0                      0                    0.25                    6.5 MIAMI BEACH            FL                                       33140 Condominium                            376000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   11.5                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G02                                                      407300                2842.61                    360                     357                      8                      0                      0                   0.375                  8.375 Bealeton               VA                                       22712 Single Family                          407300                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 13.375                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GII                      G03                                                      503540                3042.22                    360                     358                  6.875                      0                      0                   0.375                   7.25 Laurel                 MD                                       20707 Single Family                          503540                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G01                                                   471970.37                3097.31                    360                     357                    7.5                      0                      0                   0.375                  7.875 GILBERT                AZ                                       85297 PUD                                    472000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 12.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G01                                                      539640                3766.24                    360                     357                      8                      0                      0                   0.375                  8.375 Fort Washington        MD                                       20744 PUD                                    539640                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 13.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G01                                                      103000                 633.02                    360                     359                  7.125                      0                      0                    0.25                  7.375 WARSAW                 MO                                       65355 Single Family                          103000                20060601            79.83999634 No MI                                1.00E+17                    2.25               20110501                 12.375                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G03                                                      382650                2351.70                    360                     357                      7                      0                      0                   0.375                  7.375 Woodbridge             VA                                       22191 Townhouse                              382650                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 12.375                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GII                      G02                                                      310000                1743.75                    360                     357                  6.375                      0                      0                   0.375                   6.75 Lake Arrowhead         CA                                       92352 Single Family                          310000                20060401            79.48999786 No MI                                1.00E+17                    2.25               20110301                  11.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GIII                     G02                                                      224800                1311.33                    360                     359                   6.75                      0                      0                    0.25                      7 DARIEN                 IL                                       60561 Condominium                            224800                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     12                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G02                                                      140000                 889.58                    360                     359                   7.25                      0                      0                   0.375                  7.625 New Orleans            LA                                       70112 Single Family                          140000                20060601                     70 No MI                                1.00E+17                    2.25               20110501                 12.625                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G02                                                      142000                 798.75                    360                     347                  6.375                      0                      0                   0.375                   6.75 Colorado Springs       CO                                       80910 PUD                                    142000                20050601                     80 No MI                                1.00E+17                    2.25               20100501                  11.75                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20350501 AFL2
GIII                     G01                                                      286000                1430.00                    360                     358                   5.26                   0.49                      0                    0.25                      6 LAS VEGAS              NV                                       89119 Single Family                          286000                20060501                     88 Republic MIC                         1.00E+17                   2.875               20110401                     11                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GII                      G02                                                      240000                1350.00                    360                     358                  6.375                      0                      0                   0.375                   6.75 College Park           MD                                       20740 Condominium                            240000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  11.75                  2.135                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      272000                1785.00                    360                     357                    7.5                      0                      0                   0.375                  7.875 LAS VEGAS              NV                                       89131 PUD                                    272000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 12.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G02                                                      352912                2463.03                    360                     360                      8                      0                      0                   0.375                  8.375 Naples                 FL                                       34120 Single Family                          352912                20060701                     75 No MI                                1.00E+17                    2.25               20110601                 13.375                  2.415                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GI                       G03                                                      168000                1050.00                    360                     358                  7.125                      0                      0                   0.375                    7.5 Parker                 CO                                       80134 Single Family                          168000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GIII                     G02                                                      113750                 616.15                    360                     359                   6.25                      0                      0                    0.25                    6.5 YUMA                   AZ                                       85365 Single Family                          113750                20060601                     65 No MI                                1.00E+17                    2.25               20110501                   11.5                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G01                                                      323500                1718.59                    360                     358                  5.635                   0.49                      0                    0.25                  6.375 LAS VEGAS              NV                                       89142 Single Family                          323500                20060501            87.43000031 Republic MIC                         1.00E+17                   2.875               20110401                 11.375                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G01                                                   261832.78                1550.42                    360                     359                  5.135                   0.49                      0                    0.25                  5.875 LAS VEGAS              NV                                       89109 Single Family                          262100                20060601            87.37000275 Republic MIC                         1.00E+17                   2.875               20110501                 10.875                  2.135                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G02                                                   115048.77                 855.36                    360                     358                   7.75                      0                      0                   0.375                  8.125 Joliet                 IL                                       60435 Single Family                          115200                20060501                     80 No MI                                1.00E+17                    2.25               20130401                 13.125                  2.135                       1 First Lien                                    N                                            0 No_PP                                     360                      84 N                                    20360401 AFL2
GI                       G02                                                      255920                1679.48                    360                     360                    7.5                      0                      0                   0.375                  7.875 Las Vegas              NV                                       89130 Single Family                          255920                20060701                     80 No MI                                1.00E+17                    2.25               20110601                 12.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GIII                     G02                                                      156000                 861.25                    360                     359                  6.375                      0                      0                    0.25                  6.625 FORT LAUDERDALE        FL                                       33311 Single Family                          156000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.625                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GII                      G03                                                       84000                 498.75                    360                     359                   6.75                      0                      0                   0.375                  7.125 Bristol                CT                                        6010 Single Family                           84000                20060601                     70 No MI                                1.00E+17                    2.25               20110501                 12.125                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                       72000                 472.50                    360                     359                    7.5                      0                      0                   0.375                  7.875 Arlington              TX                                       76017 Townhouse                               72000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GIII                     G01                                                      181000                 810.73                    360                     359                  5.125                      0                      0                    0.25                  5.375 FORT COLLINS           CO                                       80524 PUD                                    181000                20060601            79.95999908 No MI                                1.00E+17                    2.25               20110501                 10.375                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GII                      G02                                                      356000                2002.50                    360                     358                  6.375                      0                      0                   0.375                   6.75 Union                  NJ                                        7083 2-4 Family                             356000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  11.75                      2                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      333750                2155.47                    360                     359                  7.375                      0                      0                   0.375                   7.75 Saint Paul             MN                                       55104 2-4 Family                             333750                20060601                     75 No MI                                1.00E+17                    2.25               20110501                  12.75                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      137600                 960.33                    360                     358                      8                      0                      0                   0.375                  8.375 Port Bolivar           TX                                       77650 Single Family                          137600                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                   282788.28                2074.66                    360                     357                  8.125                      0                      0                   0.375                    8.5 BOCA RATON             FL                                       33486 Single Family                          283000                20060401            75.47000122 No MI                                1.00E+17                   2.375               20080301                   13.5                  1.875                       1 First Lien                                    N                                            0 Prepay                                    480                      24 N                                    20360301 AFL2
GI                       G03                                                      329000                2056.25                    360                     358                  7.125                      0                      0                   0.375                    7.5 Phoenix                AZ                                       85018 Single Family                          329000                20060501                     70 No MI                                1.00E+17                    2.25               20110401                   12.5                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                      148125                 802.34                    360                     356                  6.125                      0                      0                   0.375                    6.5 ALBUQUERQUE            NM                                       87114 PUD                                    148125                20060301                     75 No MI                                1.00E+17                    2.25               20110201                   11.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360201 AFL2
GI                       G02                                                   304902.41                1937.40                    360                     358                   7.25                      0                      0                   0.375                  7.625 Gordonsville           VA                                       22942 Single Family                          304950                20060501            79.98999786 No MI                                1.00E+17                    2.25               20110401                 12.625                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                      256000                1466.67                    360                     357                    6.5                      0                      0                   0.375                  6.875 CATONSVILLE            MD                                       21228 Single Family                          256000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 11.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GIII                     G01                                                      318750                1560.55                    360                     359                  5.625                      0                      0                    0.25                  5.875 LOS ANGELES            CA                                       90014 Condominium                            318750                20060601                     75 No MI                                1.00E+17                    2.25               20110501                 10.875                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G02                                                      287200                1854.83                    360                     358                  7.375                      0                      0                   0.375                   7.75 NORTH PLAINFIELD       NJ                                        7060 Single Family                          287200                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.75                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 WALN
GIII                     G01                                                      165000                 859.38                    360                     359                      6                      0                      0                    0.25                   6.25 LOUISVILLE             KY                                       40245 Single Family                          165000                20060601            31.97999954 No MI                                1.00E+17                    2.25               20110501                  11.25                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G01                                                   267956.86                1312.08                    360                     359                  5.625                      0                      0                    0.25                  5.875 SAN PABLO              CA                                       94806 Condominium                            268000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 10.875                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G02                                                      105600                 737.00                    360                     357                      8                      0                      0                   0.375                  8.375 Richmond               VA                                       23222 2-4 Family                             105600                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 13.375                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G02                                                      140832                 938.88                    360                     358                  7.625                      0                      0                   0.375                      8 Charlotte              NC                                       28277 PUD                                    140832                20060501                     80 No MI                                1.00E+17                    2.25               20110401                     13                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G03                                                  1794496.14               10280.97                    360                     358                    6.5                      0                      0                   0.375                  6.875 Moultonborough         NH                                        3254 Single Family                         1820000                20060501            56.88000107 No MI                                1.00E+17                    2.25               20110401                 11.875                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G03                                                      277920                1650.15                    360                     358                   6.75                      0                      0                   0.375                  7.125 Bakersfield            CA                                       93313 Single Family                          277920                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.125                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GIII                     G02                                                      200800                1192.25                    360                     358                  6.875                      0                      0                    0.25                  7.125 OLALLA                 WA                                       98359 Single Family                          200800                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.125                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G02                                                      200982                1318.94                    360                     357                    7.5                      0                      0                   0.375                  7.875 Fort Mill              SC                                       29715 PUD                                    200982                20060401            79.88999939 No MI                                1.00E+17                    2.25               20110301                 12.875                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GIII                     G01                                                   104882.34                 587.97                    360                     359                  5.125                      0                      0                    0.25                  5.375 ALGONQUIN              IL                                       60102 Single Family                          105000                20060601            53.29999924 No MI                                1.00E+17                    2.25               20110501                 10.375                  1.875                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G02                                                      108000                 686.25                    360                     358                   7.25                      0                      0                   0.375                  7.625 LITTLE ELM             TX                                       75068 Single Family                          108000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.625                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                    239381.5                1803.04                    360                     356                  7.875                      0                      0                   0.375                   8.25 Monroe                 GA                                       30655 Single Family                          240000                20060301                     80 No MI                                1.00E+17                    2.25               20110201                  13.25                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360201 AFL2
GII                      G02                                                      410000                2348.96                    360                     358                    6.5                      0                      0                   0.375                  6.875 HILTON HEAD            SC                                       29928 Single Family                          410000                20060501            54.66999817 No MI                                1.00E+17                    2.25               20110401                 11.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G03                                                      288000                1470.00                    360                     356                   5.75                      0                      0                   0.375                  6.125 marina                 CA                                       93933 Single Family                          288000                20060301            39.29000092 No MI                                1.00E+17                    2.25               20110201                 12.125                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360201 AFL2
GI                       G02                                                       89200                 631.83                    360                     360                  8.125                      0                      0                   0.375                    8.5 Waxahachie             TX                                       75165 Single Family                           89200                20060701                     80 No MI                                1.00E+17                    2.25               20110601                   13.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GI                       G01                                                   636463.86                4176.79                    360                     357                    7.5                      0                      0                   0.375                  7.875 Frederick              MD                                       21704 PUD                                    636464                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 12.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G02                                                      416552                2646.84                    360                     357                   7.25                      0                      0                   0.375                  7.625 Frederick              MD                                       21704 Townhouse                              416552                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 12.625                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G03                                                      528000                3300.00                    360                     358                  7.125                      0                      0                   0.375                    7.5 Woodbridge             VA                                       22191 Townhouse                              528000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G01                                                   549299.44                3490.34                    360                     358                   7.25                      0                      0                   0.375                  7.625 Bristow                VA                                       20136 PUD                                    549300                20060501                     70 No MI                                1.00E+17                    2.25               20110401                 12.625                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G01                                                      483632                3073.08                    360                     357                   7.25                      0                      0                   0.375                  7.625 Laurel                 MD                                       20707 Single Family                          483632                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 12.625                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GII                      G02                                                      340000                1912.50                    360                     357                  6.375                      0                      0                   0.375                   6.75 Elmwood Park           NJ                                        7407 2-4 Family                             340000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                  11.75                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360301 AFL2
GIII                     G02                                                   134235.18                 755.07                    360                     358                    6.5                      0                      0                    0.25                   6.75 WILLOUGHBY             OH                                       44094 Condominium                            135850                20060501                     95 Radian Guaranty                      1.00E+17                    2.25               20110401                  11.75                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 ADN1
GIII                     G01                                                   352062.53                2143.35                    360                     358                  5.595                   0.28                      0                    0.25                  6.125 YACOLT                 WA                                       98675 Single Family                          352750                20060501                     85 PMI                                  1.00E+17                    2.75               20110401                 11.125                      2                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G01                                                   210677.79                1097.28                    360                     358                      6                      0                      0                    0.25                   6.25 MEDINA                 OH                                       44256 Single Family                          211000                20060501            79.62000275 No MI                                1.00E+17                    2.25               20110401                  11.25                   2.22                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G01                                                   510276.35                3660.87                    360                     358                    7.5                      0                      0                    0.25                   7.75 ANAHEIM                CA                                       92805 2-4 Family                             511000                20060501                     70 No MI                                1.00E+17                    2.25               20110401                  12.75                      2                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 ADN1
GIII                     G02                                                      135200                 760.50                    360                     358                    6.5                      0                      0                    0.25                   6.75 WILLOUGHBY             OH                                       44094 Condominium                            135200                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  11.75                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 ADN1
GII                      G03                                                      979300                5304.54                    360                     357                  6.125                      0                      0                   0.375                    6.5 Marathon               FL                                       33050 Single Family                          979300                20060401                     70 No MI                                1.00E+17                    2.25               20110301                   12.5                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G02                                                      210000                1465.62                    360                     358                      8                      0                      0                   0.375                  8.375 LYNN                   MA                                        1904 Single Family                          210000                20060501                     75 No MI                                1.00E+17                    2.25               20110401                 14.375                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G01                                                      447200                2888.17                    360                     358                  7.375                      0                      0                   0.375                   7.75 LOS ANGELES            CA                                       90068 Condominium                            447200                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      117000                 804.38                    360                     360                  7.875                      0                      0                   0.375                   8.25 Columbus               OH                                       43209 Single Family                          117000                20060701                     75 No MI                                1.00E+17                    2.25               20110601                  13.25                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360601 AFL2
GII                      G03                                                     1600000                9166.67                    360                     360                    6.5                      0                      0                   0.375                  6.875 Henderson              NV                                       89012 PUD                                   1600000                20060701                  62.75 No MI                                1.00E+17                    2.25               20110601                 11.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GI                       G02                                                      359650                2360.20                    360                     353                    7.5                      0                      0                   0.375                  7.875 Los Angeles            CA                                       90003 2-4 Family                             359650                20051201            77.33999634 No MI                                1.00E+17                    2.25               20101101                 12.875                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20351101 AFL2
GI                       G02                                                      101500                 655.52                    360                     358                  7.375                      0                      0                   0.375                   7.75 West Jordan            UT                                       84088 Condominium                            101500                20060501                     70 No MI                                1.00E+17                    2.25               20110401                  12.75                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                   192849.73                1221.16                    360                     358                  6.125                      0                      0                   0.375                    6.5 Clinton                UT                                       84015 Single Family                          193200                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   11.5                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      383200                2514.75                    360                     356                    7.5                      0                      0                   0.375                  7.875 ROSEDALE               MD                                       21237 PUD                                    383200                20060301            79.98999786 No MI                                1.00E+17                    2.25               20110201                 12.875                    2.7                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360201 AFL2
GI                       G02                                                      185124                1195.59                    360                     359                  7.375                      0                      0                   0.375                   7.75 Tolleson               AZ                                       85353 PUD                                    185124                20060601                     75 No MI                                1.00E+17                    2.25               20110501                  12.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 WALN
GI                       G02                                                   108247.32                 794.81                    360                     359                  7.625                      0                      0                   0.375                      8 Benton Harbor          MI                                       49022 Single Family                          108320                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     13                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G02                                                      300000                1718.75                    360                     359                    6.5                      0                      0                   0.375                  6.875 Encino                 CA                                       91316 Condominium                            300000                20060601                  58.25 No MI                                1.00E+17                    2.25               20110501                 11.875                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      154125                 995.39                    360                     359                  7.375                      0                      0                   0.375                   7.75 Orem                   UT                                       84057 Single Family                          154125                20060601                     75 No MI                                1.00E+17                    2.25               20110501                  12.75                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      199920                1311.98                    360                     359                    7.5                      0                      0                   0.375                  7.875 San Marcos             CA                                       92069 Condominium                            199920                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      360000                2550.00                    360                     359                  8.125                      0                      0                   0.375                    8.5 Seattle                WA                                       98122 Single Family                          360000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   13.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G03                                                      292000                2037.92                    360                     360                      8                      0                      0                   0.375                  8.375 LOS ANGELES            CA                                       90044 2-4 Family                             292000                20060701                     80 No MI                                1.00E+17                    2.25               20110601                 13.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GI                       G01                                                      820000                5466.67                    360                     360                  7.625                      0                      0                   0.375                      8 Gainesville            GA                                       30506 PUD                                    820000                20060701            79.73999786 No MI                                1.00E+17                    2.25               20110601                     13                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GI                       G02                                                      373132                2370.94                    360                     358                   7.25                      0                      0                   0.375                  7.625 REISTERSTOWN           MD                                       21136 Condominium                            373132                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.625                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                    69951.83                 459.06                    360                     359                    7.5                      0                      0                   0.375                  7.875 CO SPGS                CO                                       80906 Single Family                           70000                20060601                     70 No MI                                1.00E+17                    2.25               20110501                 12.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G01                                                      468000                2973.75                    360                     359                   7.25                      0                      0                   0.375                  7.625 Concord                CA                                       94519 Single Family                          468000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.625                  2.375                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      100000                 697.92                    360                     358                      8                      0                      0                   0.375                  8.375 Baltimore              MD                                       21207 Single Family                          100000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 WALN
GIII                     G02                                                      361600                1921.00                    360                     359                  6.125                      0                      0                    0.25                  6.375 TEMECULA               CA                                       92591 Single Family                          361600                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.375                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GIII                     G02                                                   262371.52                1393.85                    360                     358                  6.125                      0                      0                    0.25                  6.375 LAS VEGAS              NV                                       89148 PUD                                    263000                20060501            51.06999969 No MI                                1.00E+17                    2.25               20110401                 11.375                      2                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 ADN1
GI                       G03                                                      183750                1148.44                    360                     360                  7.125                      0                      0                   0.375                    7.5 Gold Canyon            AZ                                       85218 Single Family                          183750                20060701                     75 No MI                                1.00E+17                    2.25               20110601                   12.5                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GIII                     G02                                                       73250                 480.70                    360                     359                  7.625                      0                      0                    0.25                  7.875 FLORENCE               KY                                       41042 Single Family                           73250                20060601            78.76000214 No MI                                1.00E+17                    2.25               20110501                 12.875                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GII                      G02                                                      135192                 746.37                    360                     359                   6.25                      0                      0                   0.375                  6.625 Las Vegas              NV                                       89115 Condominium                            135192                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.625                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GIII                     G02                                                    225598.5                1198.49                    360                     358                  6.125                      0                      0                    0.25                  6.375 MIAMI LAKES            FL                                       33016 Condominium                            225600                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.375                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 ADN1
GIII                     G02                                                      348000                2030.00                    360                     358                   6.75                      0                      0                    0.25                      7 SALT LAKE CITY         UT                                       84103 2-4 Family                             348000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                     12                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G02                                                      156000                 845.00                    360                     359                   6.25                      0                      0                    0.25                    6.5 PEARLAND               TX                                       77584 PUD                                    156000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   11.5                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G02                                                      174000                1051.25                    360                     358                      7                      0                      0                    0.25                   7.25 NILES                  IL                                       60714 Condominium                            174000                20060501            79.08999634 No MI                                1.00E+17                    2.25               20110401                  12.25                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G02                                                      229280                1528.53                    360                     358                  7.625                      0                      0                   0.375                      8 Frederick              MD                                       21703 PUD                                    229280                20060501                  78.25 No MI                                1.00E+17                    2.25               20110401                     13                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 WALN
GIII                     G02                                                      156800                 816.67                    360                     358                      6                      0                      0                    0.25                   6.25 BRUNSWICK              OH                                       44212 Single Family                          156800                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  11.25                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G02                                                      194000                1192.29                    360                     358                  7.125                      0                      0                    0.25                  7.375 LEHI                   UT                                       84043 Single Family                          194000                20060501            77.59999847 No MI                                1.00E+17                    2.25               20110401                 12.375                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G03                                                   113259.58                 794.31                    360                     356                  7.125                      0                      0                   0.375                    7.5 Plainfield             IL                                       60586 Townhouse                              113600                20060301                     80 No MI                                1.00E+17                    2.25               20110201                   12.5                      2                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360201 AFL2
GI                       G03                                                      417000                2562.81                    360                     357                      7                      0                      0                   0.375                  7.375 UPPER MARLBORO         MD                                       20772 Single Family                          417000                20060401            78.31999969 No MI                                1.00E+17                    2.25               20110301                 12.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GIII                     G02                                                      143200                 850.25                    360                     358                  6.875                      0                      0                    0.25                  7.125 BRASELTON              GA                                       30517 PUD                                    143200                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.125                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GII                      G03                                                      188000                1116.25                    360                     358                   6.75                      0                      0                   0.375                  7.125 Las Vegas              NV                                       89104 Single Family                          188000                20060501                     80 No MI                                1.01E+16                    2.25               20110401                 12.125                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G01                                                      492000                3177.50                    360                     357                  7.375                      0                      0                   0.375                   7.75 ARLINGTON              VA                                       22204 Single Family                          492000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                  12.75                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GIII                     G02                                                    88746.49                 576.60                    360                     358                    6.5                      0                      0                    0.25                   6.75 LUBBOCK                TX                                       79410 2-4 Family                              88900                20060501            71.12000275 No MI                                1.00E+17                    2.25               20110401                  11.75                  1.875                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 ADN1
GIII                     G02                                                       68400                 406.13                    360                     359                  6.875                      0                      0                    0.25                  7.125 SAN ANTONIO            TX                                       78212 Single Family                           68400                20060601                     90 GE Capital MI                        1.00E+17                    2.25               20110501                 12.125                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G02                                                      342000                2208.75                    360                     359                   6.76                   0.74                      0                    0.25                   7.75 VALLEY SPRINGS         CA                                       95252 Single Family                          342000                20060601                     95 GE Capital MI                        1.00E+17                    3.25               20110501                  12.75                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G03                                                      279200                1715.92                    360                     357                      7                      0                      0                   0.375                  7.375 NAPERVILLE             IL                                       60564 Condominium                            279200                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 13.375                   2.26                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GIII                     G02                                                   228802.84                1485.29                    360                     359                    6.5                      0                      0                    0.25                   6.75 SAVAGE                 MN                                       55378 Single Family                          229000                20060601            86.41999817 Republic MIC                         1.00E+17                    2.25               20110501                  11.75                  1.875                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G02                                                      227500                1492.97                    360                     360                    7.5                      0                      0                   0.375                  7.875 Gig Harbor             WA                                       98335 PUD                                    227500                20060701                     70 No MI                                1.00E+17                    2.25               20110601                 12.875                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GI                       G02                                                      129500                 822.86                    360                     359                   7.25                      0                      0                   0.375                  7.625 ADELANTO               CA                                       92301 Single Family                          129500                20060601                     70 No MI                                                            2.25               20110501                 12.625                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GIII                     G02                                                      128000                 680.00                    360                     359                  6.125                      0                      0                    0.25                  6.375 WILLOUGHBY             OH                                       44094 Single Family                          128000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.375                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G02                                                      174400                 908.33                    360                     359                      6                      0                      0                    0.25                   6.25 SPOKANE                WA                                       99208 Single Family                          174400                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  11.25                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GIII                     G02                                                      123200                 705.83                    360                     358                  6.625                      0                      0                    0.25                  6.875 EUCLID                 OH                                       44123 Single Family                          123200                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.875                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G02                                                      157592                 837.21                    360                     359                  6.125                      0                      0                    0.25                  6.375 ORLANDO                FL                                       32822 Condominium                            157592                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.375                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GIII                     G01                                                      362900                1701.09                    360                     359                  5.375                      0                      0                    0.25                  5.625 FRESNO                 CA                                       93727 Single Family                          362900                20060601                     95 Radian Guaranty                      1.00E+17                    2.25               20110501                 10.625                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G02                                                      513750                3050.39                    360                     358                  6.875                      0                      0                    0.25                  7.125 WHITTIER               CA                                       90606 2-4 Family                             513750                20060501                     75 No MI                                1.00E+17                    2.25               20110401                 12.125                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G03                                                      226400                1391.42                    360                     358                      7                      0                      0                   0.375                  7.375 MARICOPA               AZ                                       85239 Single Family                          226400                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.375                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GIII                     G03                                                      139992                 714.54                    360                     358                  5.875                      0                      0                    0.25                  6.125 ORLANDO                FL                                       32822 Condominium                            139992                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.125                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 ADN1
GI                       G02                                                   227685.15                1653.16                    360                     358                    7.5                      0                      0                   0.375                  7.875 Lawrence               MA                                        1841 2-4 Family                             228000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.875                      2                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GIII                     G02                                                      350000                2114.58                    360                     359                      7                      0                      0                    0.25                   7.25 LA CRESCENTA           CA                                       91214 Single Family                          350000                20060601            54.68999863 No MI                                1.00E+17                    2.25               20110501                  12.25                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G02                                                      185600                1218.00                    360                     358                    7.5                      0                      0                   0.375                  7.875 Glendale               AZ                                       85307 Single Family                          185600                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.875                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GIII                     G03                                                      155992                 796.21                    360                     359                  5.875                      0                      0                    0.25                  6.125 ORLANDO                FL                                       32822 Condominium                            155992                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.125                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GII                      G03                                                      363750                2159.77                    360                     359                   6.75                      0                      0                   0.375                  7.125 DICKINSON              TX                                       77539 Single Family                          363750                20060601                     75 No MI                                1.00E+17                    2.25               20110501                 12.125                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                    55329.11                 416.20                    360                     358                  7.875                      0                      0                   0.375                   8.25 San Antonio            TX                                       78227 PUD                                     55400                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  13.25                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GIII                     G02                                                      249700                1326.53                    360                     359                  6.125                      0                      0                    0.25                  6.375 BEAVERTON              OR                                       97007 PUD                                    249700                20060601            84.63999939 United Guaranty                      1.00E+17                    2.25               20110501                 11.375                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G01                                                      132000                 673.75                    360                     358                  5.875                      0                      0                    0.25                  6.125 CINCINNATI             OH                                       45230 Single Family                          132000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.125                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G02                                                      405000                2320.31                    360                     358                  6.625                      0                      0                    0.25                  6.875 FREDERICKSBURG         VA                                       22405 2-4 Family                             405000                20060501            67.66999817 No MI                                1.00E+17                    2.25               20110401                 11.875                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G01                                                      291000                1576.25                    360                     359                   5.98                   0.27                      0                    0.25                    6.5 LAS VEGAS              NV                                       89123 PUD                                    291000                20060601            84.34999847 PMI                                  1.00E+17                    2.75               20110501                   11.5                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G02                                                      260800                1358.33                    360                     359                      6                      0                      0                    0.25                   6.25 SACRAMENTO             CA                                       95833 Single Family                          260800                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  11.25                   2.23                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G02                                                      224184                1424.50                    360                     358                   7.25                      0                      0                   0.375                  7.625 Dupont                 WA                                       98327 PUD                                    224184                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.625                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GIII                     G02                                                      400000                2125.00                    360                     359                  6.125                      0                      0                    0.25                  6.375 STERLING               VA                                       20165 PUD                                    400000                20060601            79.68000031 No MI                                1.00E+17                    2.25               20110501                 11.375                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GII                      G02                                                      124735                 727.62                    360                     357                  6.625                      0                      0                   0.375                      7 Deerfield Beach        FL                                       33442 Condominium                            124735                20060401                     65 No MI                                1.00E+17                    2.25               20110301                     12                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360301 AFL2
GI                       G03                                                   250345.76                1564.66                    360                     358                  7.125                      0                      0                   0.375                    7.5 Vallejo                CA                                       94591 Single Family                          252000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GIII                     G02                                                      113500                 650.26                    360                     359                  6.625                      0                      0                    0.25                  6.875 S. EUCLID              OH                                       44121 Single Family                          113500                20060601            79.37000275 No MI                                1.00E+17                    2.25               20110501                 11.875                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G01                                                      243000                1164.38                    360                     359                    5.5                      0                      0                    0.25                   5.75 LOS OSOS               CA                                       93402 Single Family                          243000                20060601            37.38000107 No MI                                1.00E+17                    2.25               20110501                  10.75                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G03                                                      144000                 675.00                    360                     358                  5.375                      0                      0                    0.25                  5.625 MILFORD                NH                                        3055 Condominium                            144000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 10.625                      2                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 ADN1
GII                      G02                                                      255000                1460.94                    360                     358                    6.5                      0                      0                   0.375                  6.875 Woodbridge             VA                                       22192 PUD                                    255000                20060501                     51 No MI                                1.00E+17                    2.25               20110401                 11.875                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 WALN
GIII                     G02                                                       72000                 397.50                    360                     359                  6.375                      0                      0                    0.25                  6.625 GARFIELD HEIGHTS       OH                                       44125 Single Family                           72000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.625                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GIII                     G02                                                      112000                 641.67                    360                     359                  6.625                      0                      0                    0.25                  6.875 BOLINGBROOK            IL                                       60440 PUD                                    112000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.875                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G01                                                      385600                2570.67                    360                     359                  7.625                      0                      0                   0.375                      8 Ashburn                VA                                       20148 Townhouse                              385600                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     13                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GIII                     G02                                                      240000                1525.00                    360                     358                  6.685                   0.69                      0                    0.25                  7.625 HOMESTEAD              FL                                       33033 PUD                                    240000                20060501            89.76999664 Republic MIC                         1.00E+17                   3.125               20110401                 12.625                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G02                                                      116000                 737.08                    360                     358                   7.25                      0                      0                   0.375                  7.625 GLENDALE               AZ                                       85301 Condominium                            116000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.625                  2.185                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      153650                1008.33                    360                     358                    7.5                      0                      0                   0.375                  7.875 Mesa                   AZ                                       85201 Single Family                          153650                20060501                     70 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GIII                     G02                                                   107824.79                 691.02                    360                     359                  6.375                      0                      0                    0.25                  6.625 MENASHA                WI                                       54952 Condominium                            107920                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.625                  1.875                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G02                                                   119787.55                 649.03                    360                     359                   6.25                      0                      0                    0.25                    6.5 PALM BAY               FL                                       32907 Single Family                          119820                20060601            79.93000031 No MI                                1.00E+17                    2.25               20110501                   11.5                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GIII                     G02                                                      227196                1206.98                    360                     358                  6.125                      0                      0                    0.25                  6.375 GLENDALE               AZ                                       85302 PUD                                    227196                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.375                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GII                      G02                                                      132328                 758.13                    360                     358                    6.5                      0                      0                   0.375                  6.875 ATLANTA                GA                                       30331 PUD                                    132328                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.875                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G03                                                      383896                1959.47                    360                     358                   5.75                      0                      0                   0.375                  6.125 NORTH LAS VEGAS        NV                                       89084 PUD                                    383896                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.125                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G03                                                      319920                1999.50                    360                     359                  7.125                      0                      0                   0.375                    7.5 Rancho Cucamonga       CA                                       91739 Single Family                          319920                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   12.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      131550                 863.30                    360                     358                    7.5                      0                      0                   0.375                  7.875 Union City             GA                                       30291 PUD                                    131550                20060501            74.98999786 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G03                                                      388850                2430.31                    360                     358                  7.125                      0                      0                   0.375                    7.5 OAK HILL               VA                                       20171 Condominium                            388850                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                   251489.34                1849.09                    360                     357                  7.625                      0                      0                   0.375                      8 Miami                  FL                                       33139 Condominium                            252000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                     13                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360301 AFL2
GIII                     G02                                                      188910                1082.30                    360                     358                  6.625                      0                      0                    0.25                  6.875 NORTH PORT             FL                                       34288 Single Family                          188910                20060501                     90 Republic MIC                         1.00E+17                    2.25               20110401                 11.875                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 ADN1
GIII                     G02                                                      268000                1535.42                    360                     359                  6.625                      0                      0                    0.25                  6.875 HENDERSON              NV                                       89015 PUD                                    268000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.875                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G02                                                      287750                1888.36                    360                     358                    7.5                      0                      0                   0.375                  7.875 DUMFRIES               VA                                       22026 PUD                                    287750                20060501            79.93000031 No MI                                1.00E+17                    2.25               20110401                 12.875                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                      150000                 828.13                    360                     358                   6.25                      0                      0                   0.375                  6.625 Naples                 FL                                       34120 PUD                                    150000                20060501            29.12999916 No MI                                1.00E+17                    2.25               20110401                 12.625                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                   157499.19                1017.18                    360                     358                  7.375                      0                      0                   0.375                   7.75 Syracuse               UT                                       84075 Single Family                          157500                20060501                     70 No MI                                1.00E+17                    2.25               20110401                  12.75                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 AFL2
GIII                     G02                                                      285600                1606.50                    360                     359                    6.5                      0                      0                    0.25                   6.75 INGLEWOOD              CA                                       90302 Single Family                          285600                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  11.75                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GIII                     G02                                                      162400                 930.42                    360                     359                  6.625                      0                      0                    0.25                  6.875 SPRINGFIELD            OR                                       97478 Single Family                          162400                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.875                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G02                                                      184000                1188.33                    360                     358                  7.375                      0                      0                   0.375                   7.75 Blaine                 WA                                       98230 Single Family                          184000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.75                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 WALN
GI                       G02                                                      100400                 700.71                    360                     358                      8                      0                      0                   0.375                  8.375 Pensacola              FL                                       32506 PUD                                    100400                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GIII                     G02                                                      128000                 786.67                    360                     358                  7.125                      0                      0                    0.25                  7.375 LAS VEGAS              NV                                       89103 Condominium                            128000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.375                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GII                      G02                                                      288730                1624.11                    360                     359                  6.375                      0                      0                   0.375                   6.75 PINAL                  AZ                                       85239 PUD                                    288730                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  11.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G02                                                      286000                1638.54                    360                     359                    6.5                      0                      0                   0.375                  6.875 Canton                 GA                                       30114 Single Family                          286000                20060601            78.36000061 No MI                                1.00E+17                    2.75               20110501                 12.875                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G01                                                      143990                 674.95                    360                     358                   5.25                      0                      0                   0.375                  5.625 Madera                 CA                                       93637 Single Family                          143990                20060501            52.16999817 No MI                                1.00E+17                    2.25               20090401                 11.625                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      36 N                                    20360401 AFL2
GIII                     G02                                                      287682                1710.00                    360                     359                  6.875                      0                      0                    0.25                  7.125 HAWTHORNE              NJ                                        7506 Single Family                          288000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.125                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G02                                                       86250                 557.03                    360                     360                  7.375                      0                      0                   0.375                   7.75 DILLON                 CO                                       80435 Condominium                             86250                20060701                     75 No MI                                1.00E+17                    2.25               20110601                  12.75                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GII                      G02                                                   311637.68                1655.58                    360                     358                      6                      0                      0                   0.375                  6.375 Atlanta                GA                                       30318 Single Family                          312000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.375                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G01                                                   247455.81                1486.84                    360                     358                  5.625                      0                      0                   0.375                      6 Madera                 CA                                       93637 Single Family                          247992                20060501                     80 No MI                                1.00E+17                    2.25               20090401                     12                  1.875                       2 First Lien                                    N                                            0 No_PP                                     360                      36 N                                    20360401 AFL2
GIII                     G02                                                       88200                 496.13                    360                     358                    6.5                      0                      0                    0.25                   6.75 ZEBULON                NC                                       27597 Single Family                           88200                20060501                     70 No MI                                1.00E+17                    2.25               20110401                  11.75                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GII                      G03                                                      236900                1431.27                    360                     358                  6.875                      0                      0                   0.375                   7.25 PHOENIX                AZ                                       85042 Single Family                          236900                20060501                     75 No MI                                1.00E+17                    2.25               20110401                  12.25                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GIII                     G02                                                      139400                 755.08                    360                     358                   6.25                      0                      0                    0.25                    6.5 PINELLAS PARK          FL                                       33782 Condominium                            139400                20060501            58.08000183 No MI                                1.00E+17                    2.25               20110401                   11.5                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 ADN1
GI                       G01                                                      147200                 920.00                    360                     358                   7.25                      0                      0                    0.25                    7.5 MARY ESTHER            FL                                       32569 PUD                                    147200                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 ADN1
GI                       G02                                                      232092                1619.81                    360                     360                      8                      0                      0                   0.375                  8.375 Aurora                 CO                                       80018 PUD                                    232092                20060701                     70 No MI                                1.00E+17                    2.25               20110601                 13.375                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GI                       G02                                                      351920                2346.13                    360                     357                  7.625                      0                      0                   0.375                      8 Sterling               VA                                       20166 PUD                                    351920                20060401                     80 No MI                                1.00E+17                    2.75               20110301                     13                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GI                       G03                                                      130504                 815.65                    360                     358                  7.125                      0                      0                   0.375                    7.5 TUCSON                 AZ                                       85747 PUD                                    130504                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                  2.375                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                      178752                 986.86                    360                     358                   6.25                      0                      0                   0.375                  6.625 NORTH LAS VEGAS        NV                                       89084 Condominium                            178752                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.625                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G01                                                   478951.11                3397.42                    360                     357                   7.25                      0                      0                   0.375                  7.625 Palm Beach Gardens     FL                                       33418 Condominium                            480000                20060401                     80 No MI                                1.00E+17                    2.75               20110301                 13.625                  1.875                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360301 AFL2
GI                       G02                                                      332000                2317.08                    360                     358                      8                      0                      0                   0.375                  8.375 Santa Ana              CA                                       92705 Condominium                            332000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                  2.375                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      340148                2444.81                    360                     360                   8.25                      0                      0                   0.375                  8.625 AVONDALE               AZ                                       85323 PUD                                    340148                20060701                     80 No MI                                1.00E+17                    2.25               20110601                 13.625                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GII                      G03                                                     1400000                8458.33                    360                     357                  6.875                      0                      0                   0.375                   7.25 Coral Gables           FL                                       33146 Single Family                         1400000                20060401                     70 No MI                                1.00E+17                    2.25               20110301                  13.25                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GII                      G03                                                      715000                4319.79                    360                     360                  6.875                      0                      0                   0.375                   7.25 Huntington Beach       CA                                       92647 2-4 Family                             715000                20060701                     65 No MI                                1.00E+17                    2.25               20110601                  12.25                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GI                       G03                                                   462015.58                2887.60                    360                     358                  7.125                      0                      0                   0.375                    7.5 Greenfield             CA                                       93927 Single Family                          462160                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                   140549.83                1009.07                    360                     357                  7.375                      0                      0                   0.375                   7.75 Orlando                FL                                       32812 Condominium                            140850                20060401            92.66000366 PMI                                  1.00E+17                    2.25               20110301                  12.75                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360301 AFL2
GIII                     G02                                                      244800                1351.50                    360                     359                  6.375                      0                      0                    0.25                  6.625 LAKELAND               FL                                       33813 PUD                                    244800                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.625                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G03                                                      151200                1071.00                    360                     360                  8.125                      0                      0                   0.375                    8.5 COLUMBUS               OH                                       43207 Single Family                          151200                20060701                     80 No MI                                1.00E+17                    2.25               20110601                   13.5                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GII                      G02                                                      244800                1377.00                    360                     357                  6.375                      0                      0                   0.375                   6.75 Port Saint Lucie       FL                                       34953 PUD                                    244800                20060401                     80 No MI                                1.00E+17                    2.75               20110301                  12.75                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GIII                     G01                                                      286200                1371.38                    360                     358                   5.11                   0.39                      0                    0.25                   5.75 REDMOND                WA                                       98052 Condominium                            286200                20060501                     90 Republic MIC                         1.00E+17                    2.75               20110401                  10.75                  2.375                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G01                                                   558630.53                4060.39                    360                     357                    7.5                      0                      0                   0.375                  7.875 San Rafael             CA                                       94901 Single Family                          560000                20060401                     80 No MI                                1.00E+17                    2.75               20110301                 13.875                   2.11                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360301 AFL2
GIII                     G01                                                      320000                1600.00                    360                     359                   5.75                      0                      0                    0.25                      6 KIHEI                  HI                                       96753 Condominium                            320000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     11                  2.375                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GIII                     G02                                                      203417                1207.79                    360                     358                  6.485                   0.39                      0                    0.25                  7.125 JACKSONVILLE           FL                                       32226 PUD                                    203417                20060501                     90 Republic MIC                         1.00E+17                    2.75               20110401                 12.125                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G01                                                      513600                3370.50                    360                     360                    7.5                      0                      0                   0.375                  7.875 Las Vegas              NV                                       89131 Single Family                          513600                20060701                     80 No MI                                                            2.25               20110601                 12.875                   2.11                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GII                      G02                                                   147750.62                 972.25                    360                     358                    6.5                      0                      0                   0.375                  6.875 Knob Noster            MO                                       65336 2-4 Family                             148000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.875                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 AFL2
GIII                     G02                                                      304500                1776.25                    360                     359                   6.75                      0                      0                    0.25                      7 LEESBURG               VA                                       20175 PUD                                    304500                20060601            64.11000061 No MI                                1.00E+17                    2.25               20110501                     12                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GIII                     G01                                                      370000                1850.00                    360                     359                   5.75                      0                      0                    0.25                      6 CARSON                 CA                                       90746 Single Family                          370000                20060601            62.02999878 No MI                                1.00E+17                    2.25               20110501                     11                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GIII                     G01                                                      280500                1344.06                    360                     359                    5.5                      0                      0                    0.25                   5.75 LAKE HAVASU CITY       AZ                                       86403 Condominium                            280500                20060601            70.12999725 No MI                                1.00E+17                    2.25               20110501                  10.75                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G02                                                      115415                 637.19                    360                     358                  6.375                      0                      0                    0.25                  6.625 EVERETT                WA                                       98204 Condominium                            115415                20060501                     95 Radian Guaranty                      1.00E+17                    2.25               20110401                 11.625                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G01                                                   166806.03                1029.01                    360                     358                      6                      0                      0                    0.25                   6.25 CHARLESTON             SC                                       29412 Condominium                            167124                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  11.25                      2                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G02                                                      260000                1489.58                    360                     359                  6.625                      0                      0                    0.25                  6.875 KENMORE                WA                                       98028 Single Family                          260000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.875                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 ADN1
GII                      G02                                                      215000                1164.58                    360                     360                  6.125                      0                      0                   0.375                    6.5 HENDERSON              NV                                       89012 PUD                                    215000                20060701            53.09000015 No MI                                1.00E+17                    2.25               20110601                   11.5                      2                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360601 AFL2
GI                       G02                                                       60800                 399.00                    360                     357                    7.5                      0                      0                   0.375                  7.875 LYNCHBURG              VA                                       24503 2-4 Family                              60800                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 12.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GIII                     G02                                                      224100                1330.59                    360                     359                  6.085                   0.79                      0                    0.25                  7.125 LAS VEGAS              NV                                       89104 Single Family                          224100                20060601                     90 Republic MIC                         1.00E+17                   3.375               20110501                 12.125                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G01                                                     1430000                9086.46                    360                     358                   7.25                      0                      0                   0.375                  7.625 Tucson                 AZ                                       85750 PUD                                   1430000                20060501                     65 No MI                                1.00E+17                    2.25               20110401                 13.625                  2.335                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                       88500                 636.09                    360                     360                   8.25                      0                      0                   0.375                  8.625 Austin                 TX                                       78744 2-4 Family                              88500                20060701                     75 No MI                                1.00E+17                    2.25               20110601                 13.625                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GIII                     G02                                                      115920                 664.13                    360                     359                  6.625                      0                      0                    0.25                  6.875 COCONUT CREEK          FL                                       33063 Condominium                            115920                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.875                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G02                                                      487500                3351.56                    360                     359                  7.875                      0                      0                   0.375                   8.25 LOS ANGELES            CA                                       90031 2-4 Family                             487500                20060601                     75 No MI                                1.00E+17                    2.25               20110501                  13.25                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                       50950                 334.36                    360                     357                    7.5                      0                      0                   0.375                  7.875 Odessa                 TX                                       79763 2-4 Family                              50950                20060401            67.04000092 No MI                                1.00E+17                    2.25               20110301                 12.875                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360301 AFL2
GIII                     G02                                                      192500                1002.60                    360                     358                      6                      0                      0                    0.25                   6.25 WEST CHESTER           OH                                       45069 Single Family                          192500                20060501            69.48999786 No MI                                1.00E+17                    2.25               20110401                  11.25                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 ADN1
GII                      G03                                                      200800                1192.25                    360                     359                   6.75                      0                      0                   0.375                  7.125 Bel Air                MD                                       21015 PUD                                    200800                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.125                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GIII                     G02                                                      356000                2002.50                    360                     359                    6.5                      0                      0                    0.25                   6.75 LAS VEGAS              NV                                       89131 PUD                                    356000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  11.75                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G02                                                       92250                 615.00                    360                     357                  7.625                      0                      0                   0.375                      8 Fort Worth             TX                                       76119 Single Family                           92250                20060401                     75 No MI                                1.00E+17                    2.25               20110301                     13                      2                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360301 AFL2
GIII                     G02                                                      263200                1535.33                    360                     359                   6.75                      0                      0                    0.25                      7 HENDERSON              NV                                       89074 PUD                                    263200                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     12                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G02                                                      309951                1872.62                    360                     359                      7                      0                      0                    0.25                   7.25 PALMDALE               CA                                       93551 PUD                                    309951                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.25                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GII                      G03                                                      154000                 930.42                    360                     357                  6.875                      0                      0                   0.375                   7.25 PHOENIX                AZ                                       85033 Single Family                          154000                20060401                     77 No MI                                1.00E+17                    2.25               20110301                  13.25                      2                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GI                       G03                                                      178400                1115.00                    360                     360                  7.125                      0                      0                   0.375                    7.5 TALLAHASSEE            FL                                       32308 Single Family                          178400                20060701                     80 No MI                                1.00E+17                    2.25               20110601                   12.5                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360601 AFL2
GIII                     G02                                                      140800                 806.67                    360                     359                  6.625                      0                      0                    0.25                  6.875 EVANSVILLE             WI                                       53536 Single Family                          140800                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.875                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GII                      G02                                                       95920                 519.57                    360                     357                  6.125                      0                      0                   0.375                    6.5 COON RAPIDS            MN                                       55433 Condominium                             95920                20060401                     80 No MI                                                            2.25               20110301                   11.5                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GIII                     G02                                                      375992                2154.12                    360                     359                  6.625                      0                      0                    0.25                  6.875 RIVERSIDE              CA                                       92508 PUD                                    375992                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.875                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GII                      G02                                                      321750                1742.81                    360                     359                  6.125                      0                      0                   0.375                    6.5 Fair Oaks              CA                                       95628 PUD                                    321750                20060601                     65 No MI                                1.00E+17                    2.25               20110501                   11.5                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GIII                     G02                                                      311920                2014.48                    360                     359                    7.5                      0                      0                    0.25                   7.75 FAIRFIELD              CT                                        6825 2-4 Family                             311920                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.75                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G03                                                      155920                 958.26                    360                     357                      7                      0                      0                   0.375                  7.375 LAWRENCEVILLE          GA                                       30045 PUD                                    155920                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 12.375                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GIII                     G02                                                      101600                 582.08                    360                     359                  6.625                      0                      0                    0.25                  6.875 WICKLIFFE              OH                                       44092 Single Family                          101600                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.875                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G01                                                   527252.27                3782.66                    360                     358                  7.375                      0                      0                   0.375                   7.75 GRAND PRAIRIE          TX                                       75104 PUD                                    528000                20060501            74.88999939 No MI                                1.00E+17                    2.25               20110401                  12.75                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      131250                 861.33                    360                     359                    7.5                      0                      0                   0.375                  7.875 Westminster            CO                                       80030 Single Family                          131250                20060601                     75 No MI                                1.00E+17                    2.25               20110501                 12.875                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G03                                                      136801                 826.51                    360                     360                  6.875                      0                      0                   0.375                   7.25 Tucson                 AZ                                       85706 PUD                                    136801                20060701            69.77999878 No MI                                1.00E+17                    2.25               20110601                  12.25                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GI                       G02                                                      180792                1224.11                    360                     358                   7.75                      0                      0                   0.375                  8.125 Jacksonville           FL                                       32221 PUD                                    180792                20060501                     80 No MI                                                            2.25               20110401                 13.125                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G03                                                      181350                1133.44                    360                     360                  7.125                      0                      0                   0.375                    7.5 Wheaton                IL                                       60187 Single Family                          181350                20060701                     65 No MI                                1.00E+17                    2.25               20110601                   12.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GI                       G02                                                    55100.83                 409.97                    360                     358                   7.75                      0                      0                   0.375                  8.125 STAFFORD               TX                                       77477 PUD                                     55215                20060501                     90 Republic MIC                         1.00E+17                    2.25               20110401                 13.125                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                      301800                1729.06                    360                     358                    6.5                      0                      0                   0.375                  6.875 Roxbury                MA                                        2119 Single Family                          302400                20060501            53.90000153 No MI                                1.00E+17                    2.25               20110401                 11.875                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      161700                1061.16                    360                     359                    7.5                      0                      0                   0.375                  7.875 Salida                 CO                                       81201 Single Family                          161700                20060601                     70 No MI                                1.00E+17                    2.25               20110501                 12.875                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G02                                                    99433.05                 569.67                    360                     356                    6.5                      0                      0                   0.375                  6.875 Fairburn               GA                                       30213 PUD                                     99600                20060301                     80 No MI                                1.00E+17                    2.25               20110201                 11.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360201 AFL2
GI                       G01                                                      641125                4474.52                    360                     360                      8                      0                      0                   0.375                  8.375 PHOENIX                AZ                                       85044 PUD                                    641125                20060701            74.98999786 No MI                                1.00E+17                    2.25               20110601                 13.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GI                       G01                                                      548000                3482.08                    360                     360                   7.25                      0                      0                   0.375                  7.625 PEORIA                 AZ                                       85383 Single Family                          548000                20060701                     80 No MI                                1.00E+17                    2.25               20110601                 12.625                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GIII                     G02                                                      300000                1593.75                    360                     359                  6.125                      0                      0                    0.25                  6.375 MARSTONS MILLS         MA                                        2648 Single Family                          300000                20060601            83.33000183 United Guaranty                      1.00E+17                    2.25               20110501                 11.375                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G02                                                      222000                1433.75                    360                     359                    7.5                      0                      0                    0.25                   7.75 STOUGHTON              WI                                       53589 Single Family                          222000                20060601                     75 No MI                                1.00E+17                    2.25               20110501                  12.75                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G03                                                      293600                1835.00                    360                     358                  7.125                      0                      0                   0.375                    7.5 Milpitas               CA                                       95035 Condominium                            293600                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      145192                 937.70                    360                     357                  7.375                      0                      0                   0.375                   7.75 COVINGTON              GA                                       30016 PUD                                    145192                20060401                     80 No MI                                1.00E+17                    2.25               20110301                  12.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GII                      G02                                                      240000                1300.00                    360                     356                  6.125                      0                      0                   0.375                    6.5 Avondale               AZ                                       85323 PUD                                    240000                20060301            79.47000122 No MI                                1.00E+17                    2.25               20110201                   12.5                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360201 AFL2
GII                      G02                                                      206650                1119.35                    360                     356                  6.125                      0                      0                   0.375                    6.5 Orlando                FL                                       32824 Condominium                            206650                20060301                     95 Republic MIC                         1.00E+17                    2.25               20110201                   12.5                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360201 AFL2
GII                      G03                                                      327350                1943.64                    360                     358                   6.75                      0                      0                   0.375                  7.125 Las Vegas              NV                                       89109 Condominium                            327350                20060501                     80 No MI                                                            2.25               20110401                 13.125                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GIII                     G02                                                   164896.88                 996.88                    360                     359                      7                      0                      0                    0.25                   7.25 CHICAGO                IL                                       60659 Condominium                            165000                20060601            77.09999847 No MI                                1.00E+17                    2.25               20110501                  12.25                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G02                                                   103995.14                 693.30                    360                     355                  7.625                      0                      0                   0.375                      8 Garland                TX                                       75043 Single Family                          104000                20060201                     80 No MI                                1.00E+17                    2.25               20110101                     14                      2                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360101 AFL2
GIII                     G02                                                      137200                 786.04                    360                     359                  6.625                      0                      0                    0.25                  6.875 NORTH CHARLESTON       SC                                       29405 Single Family                          137200                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.875                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G02                                                      108000                 641.25                    360                     358                  6.875                      0                      0                    0.25                  7.125 BELLINGHAM             WA                                       98225 Condominium                            108000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.125                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G02                                                      319920                1832.88                    360                     359                  6.625                      0                      0                    0.25                  6.875 REDLANDS               CA                                       92374 Single Family                          319920                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.875                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G02                                                    82438.85                 605.72                    360                     358                  7.625                      0                      0                   0.375                      8 HOUSTON                TX                                       77067 PUD                                     82550                20060501                     65 No MI                                1.00E+17                    2.25               20110401                     13                      2                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                   111148.34                 752.57                    360                     358                   7.75                      0                      0                   0.375                  8.125 Apache Junction        AZ                                       85220 Condominium                            112000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.125                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      201600                1302.00                    360                     358                  7.375                      0                      0                   0.375                   7.75 TUCSON                 AZ                                       85736 Single Family                          201600                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.75                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                    82438.85                 605.72                    360                     358                  7.625                      0                      0                   0.375                      8 HOUSTON                TX                                       77067 PUD                                     82550                20060501                     65 No MI                                1.00E+17                    2.25               20110401                     13                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      256000                1733.33                    360                     359                   7.75                      0                      0                   0.375                  8.125 Hyattsville            MD                                       20783 Single Family                          256000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.125                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                    55125.67                 405.04                    360                     358                  7.625                      0                      0                   0.375                      8 Roanoke                AL                                       36274 Single Family                           55200                20060501                     80 No MI                                1.00E+17                    2.25               20110401                     13                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                    82438.85                 605.72                    360                     358                  7.625                      0                      0                   0.375                      8 HOUSTON                TX                                       77067 PUD                                     82550                20060501                     65 No MI                                1.00E+17                    2.25               20110401                     13                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                      226640                1298.46                    360                     356                    6.5                      0                      0                   0.375                  6.875 Waterbury              CT                                        6705 Single Family                          226640                20060301                     80 No MI                                1.00E+17                    2.25               20110201                 11.875                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360201 AFL2
GI                       G02                                                    82438.85                 605.72                    360                     358                  7.625                      0                      0                   0.375                      8 HOUSTON                TX                                       77067 PUD                                     82550                20060501                     65 No MI                                1.00E+17                    2.25               20110401                     13                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G01                                                      520211                3522.26                    360                     358                   7.75                      0                      0                   0.375                  8.125 BRENTWOOD              CA                                       94513 Single Family                          520211                20060501                     80 No MI                                                            2.25               20110401                 13.125                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                    99831.25                 530.35                    360                     356                      6                      0                      0                   0.375                  6.375 Henderson              NV                                       89044 PUD                                    100000                20060301            27.68000031 No MI                                1.00E+17                    2.25               20110201                 11.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360201 AFL2
GI                       G02                                                      404000                2861.67                    360                     360                  8.125                      0                      0                   0.375                    8.5 WAIPAHU                HI                                       96797 PUD                                    404000                20060701                     80 No MI                                1.00E+17                    2.25               20110601                   13.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GII                      G03                                                      530000                3091.67                    360                     358                  6.625                      0                      0                   0.375                      7 Ocean City             NJ                                        8226 Single Family                          530000                20060501            55.79000092 No MI                                1.00E+17                    2.25               20110401                     13                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      131250                 929.69                    360                     359                  8.125                      0                      0                   0.375                    8.5 TALLAHASSEE            FL                                       32309 Single Family                          131250                20060601                     75 No MI                                1.00E+17                    2.25               20110501                   13.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      210637                1470.07                    360                     359                      8                      0                      0                   0.375                  8.375 Orting                 WA                                       98360 PUD                                    210637                20060601                     75 No MI                                1.00E+17                    2.25               20110501                 13.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GIII                     G01                                                      282200                1528.58                    360                     358                   5.97                   0.28                      0                    0.25                    6.5 LAS VEGAS              NV                                       89108 Single Family                          282200                20060501                     85 PMI                                  1.00E+17                    2.75               20110401                   11.5                  2.375                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 ADN1
GIII                     G02                                                      167950                1032.19                    360                     358                  7.125                      0                      0                    0.25                  7.375 POMPANO BEACH          FL                                       33069 Condominium                            167950                20060501            79.98000336 No MI                                1.00E+17                    2.25               20110401                 12.375                   2.22                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 ADN1
GI                       G01                                                       97500                 629.69                    360                     360                  7.375                      0                      0                   0.375                   7.75 DENVER                 CO                                       80205 Single Family                           97500                20060701                     75 No MI                                1.00E+17                    2.25               20110601                  12.75                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GIII                     G03                                                      400000                2000.00                    360                     359                   5.75                      0                      0                    0.25                      6 GLENDALE               CA                                       91203 Condominium                            400000                20060601            76.19000244 No MI                                1.00E+17                    2.25               20110501                     11                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G02                                                      176250                1175.00                    360                     358                  7.625                      0                      0                   0.375                      8 Roswell                GA                                       30075 Single Family                          176250                20060501                     75 No MI                                1.00E+17                    2.25               20110401                     13                      2                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GIII                     G02                                                      358000                1939.17                    360                     359                   6.25                      0                      0                    0.25                    6.5 UNIVERSITY PLACE       WA                                       98467 Single Family                          358000                20060601            79.91000366 No MI                                1.00E+17                    2.25               20110501                   11.5                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G02                                                    40626.32                 309.38                    360                     357                      8                      0                      0                   0.375                  8.375 GADSDEN                AL                                       35904 Single Family                           40704                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 13.375                      2                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360301 AFL2
GIII                     G02                                                      245600                1688.50                    360                     359                      8                      0                      0                    0.25                   8.25 UNIVERSITY PLACE       WA                                       98466 Single Family                          245600                20060601            78.72000122 No MI                                1.00E+17                    2.25               20110501                  13.25                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GII                      G03                                                    191889.2                1310.04                    360                     359                  6.875                      0                      0                   0.375                   7.25 SAVANNAH               GA                                       31419 Single Family                          192039                20060601            79.33999634 No MI                                1.00E+17                    2.25               20110501                  12.25                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G02                                                      244000                1423.33                    360                     359                  6.625                      0                      0                   0.375                      7 Davenport              FL                                       33897 PUD                                    244000                20060601            69.70999908 No MI                                1.00E+17                    2.25               20110501                     13                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                   169359.81                1215.04                    360                     358                  7.375                      0                      0                   0.375                   7.75 Montgomery Village     MD                                       20886 Condominium                            169600                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.75                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      111440                 754.54                    360                     359                   7.75                      0                      0                   0.375                  8.125 Beaverton              OR                                       97006 Single Family                          111440                20060601                     70 No MI                                1.00E+17                    2.25               20110501                 13.125                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                       97500                 680.47                    360                     358                      8                      0                      0                   0.375                  8.375 GLENN HEIGHTS          TX                                       75154 Single Family                           97500                20060501                     75 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G01                                                      249600                1586.00                    360                     359                   7.25                      0                      0                   0.375                  7.625 Miami                  FL                                       33131 Condominium                            249600                20060601                     65 No MI                                1.00E+17                    2.25               20110501                 12.625                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      240000                1650.00                    360                     358                  7.875                      0                      0                   0.375                   8.25 Denver                 CO                                       80224 Single Family                          240000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  13.25                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GIII                     G03                                                      464000                2706.67                    360                     359                   6.75                      0                      0                    0.25                      7 GARDEN GROVE           CA                                       92843 Single Family                          464000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     12                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G02                                                      208000                1408.33                    360                     360                   7.75                      0                      0                   0.375                  8.125 GILBERT                AZ                                       85234 Single Family                          208000                20060701                     80 No MI                                1.00E+17                    2.25               20110601                 13.125                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GIII                     G03                                                      529600                2868.67                    360                     359                   6.25                      0                      0                    0.25                    6.5 SAN LEANDRO            CA                                       94578 Single Family                          529600                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   11.5                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GIII                     G02                                                      156750                 881.72                    360                     359                    6.5                      0                      0                    0.25                   6.75 SMITHSBURG             MD                                       21783 Single Family                          156750                20060601                     95 Radian Guaranty                      1.00E+17                    2.25               20110501                  11.75                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G03                                                      650000                3994.79                    360                     358                      7                      0                      0                   0.375                  7.375 BRAMBLETON             VA                                       20148 PUD                                    650000                20060501            76.48000336 No MI                                1.00E+17                    2.25               20110401                 12.375                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GIII                     G03                                                   674359.53                4156.09                    360                     359                      6                      0                      0                    0.25                   6.25 BRENTWOOD              CA                                       94513 Single Family                          675000                20060601            65.84999847 No MI                                1.00E+17                    2.25               20110501                  11.25                  1.875                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360501 ADN1
GIII                     G02                                                   288732.33                1802.98                    360                     359                  6.125                      0                      0                    0.25                  6.375 GOLDEN                 CO                                       80401 Single Family                          289000                20060601            48.16999817 No MI                                1.00E+17                    2.25               20110501                 11.375                      2                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G02                                                      310000                1614.58                    360                     359                      6                      0                      0                    0.25                   6.25 CITRUS HEIGHTS         CA                                       95610 2-4 Family                             310000                20060601            71.26000214 No MI                                1.00E+17                    2.25               20110501                  11.25                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GIII                     G03                                                   575491.81                3688.19                    360                     359                  6.375                      0                      0                    0.25                  6.625 CHANDLER               AZ                                       85249 Single Family                          576000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.625                      2                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G02                                                      340000                2160.42                    360                     358                   7.25                      0                      0                   0.375                  7.625 Ashburn                VA                                       20147 Townhouse                              340000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.625                      2                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 AFL2
GIII                     G03                                                   778222.31                4306.25                    360                     359                  6.375                      0                      0                    0.25                  6.625 CHINO HILLS            CA                                       91709 PUD                                    780000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.625                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G02                                                      212000                1479.58                    360                     358                      8                      0                      0                   0.375                  8.375 Queen Creek            AZ                                       85242 PUD                                    212000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GIII                     G02                                                   310126.14                1987.53                    360                     359                  6.375                      0                      0                    0.25                  6.625 FONTANA                CA                                       92336 Single Family                          310400                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.625                  1.875                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G03                                                  1897083.33               11066.32                    360                     358                   6.75                      0                      0                    0.25                      7 SARASOTA               FL                                       34231 PUD                                   2400000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                     12                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G02                                                      392000                2572.50                    360                     358                    7.5                      0                      0                   0.375                  7.875 Concord                CA                                       94520 Single Family                          392000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.875                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GIII                     G03                                                      499920                2655.83                    360                     359                  6.125                      0                      0                    0.25                  6.375 DERWOOD                MD                                       20855 Single Family                          499920                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.375                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GIII                     G02                                                      424000                2429.17                    360                     358                  6.625                      0                      0                    0.25                  6.875 OAK PARK               IL                                       60302 2-4 Family                             424000                20060501            78.51999664 No MI                                1.00E+17                    2.25               20110401                 11.875                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G03                                                      357800                2198.98                    360                     358                      7                      0                      0                   0.375                  7.375 Chula Vista            CA                                       91915 Condominium                            357800                20060501            79.98000336 No MI                                                            2.25               20110401                 12.375                      2                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GIII                     G03                                                     2099000               11806.88                    360                     358                    6.5                      0                      0                    0.25                   6.75 REDWOOD CITY           CA                                       94062 Single Family                         2100000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  11.75                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G02                                                      221600                1177.25                    360                     359                  6.125                      0                      0                    0.25                  6.375 CHICAGO                IL                                       60657 Condominium                            221600                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.375                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G01                                                      528000                3685.00                    360                     358                      8                      0                      0                   0.375                  8.375 Garden Grove           CA                                       92840 Single Family                          528000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                      2                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GIII                     G02                                                    269874.5                1659.38                    360                     359                  7.125                      0                      0                    0.25                  7.375 LAS VEGAS              NV                                       89141 PUD                                    270000                20060601                     75 No MI                                1.00E+17                    2.25               20110501                 12.375                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G02                                                      115600                 662.29                    360                     358                  6.625                      0                      0                    0.25                  6.875 GRANITE FALLS          NC                                       28630 Single Family                          115600                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.875                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G02                                                      163920                 887.90                    360                     359                   6.25                      0                      0                    0.25                    6.5 NORTHAMPTON            PA                                       18067 Single Family                          163920                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   11.5                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G03                                                   698957.74                4894.50                    360                     358                  7.125                      0                      0                   0.375                    7.5 Scottsdale             AZ                                       85260 PUD                                    700000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                      2                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G03                                                      400000                2416.67                    360                     358                  6.875                      0                      0                   0.375                   7.25 Santa Ana              CA                                       92703 Single Family                          400000                20060501            65.41000366 No MI                                1.00E+17                    2.25               20110401                  12.25                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 WALN
GIII                     G02                                                      136000                 765.00                    360                     358                    6.5                      0                      0                    0.25                   6.75 LAS VEGAS              NV                                       89108 PUD                                    136000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  11.75                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 ADN1
GIII                     G02                                                    97569.17                 548.83                    360                     358                    6.5                      0                      0                    0.25                   6.75 AUSTELL                GA                                       30168 PUD                                     97600                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  11.75                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G01                                                      600000                3937.50                    360                     358                    7.5                      0                      0                   0.375                  7.875 LEESBURG               VA                                       20176 PUD                                    600000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.875                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GIII                     G02                                                      417000                2389.06                    360                     359                  6.625                      0                      0                    0.25                  6.875 PEARBLOSSOM            CA                                       93553 Single Family                          417000                20060601            79.43000031 No MI                                1.00E+17                    2.25               20110501                 11.875                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G03                                                      132848                1009.74                    360                     360                      8                      0                      0                   0.375                  8.375 BELVIDERE              IL                                       61008 Single Family                          132848                20060701                     80 No MI                                1.00E+17                    2.25               20110601                 13.375                      2                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360601 AFL2
GI                       G02                                                      213520                1401.23                    360                     359                    7.5                      0                      0                   0.375                  7.875 Hemet                  CA                                       92545 Single Family                          213520                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                    139406.4                1023.60                    360                     359                  7.625                      0                      0                   0.375                      8 Shirley                NY                                       11967 Single Family                          139500                20060601                     75 No MI                                1.00E+17                    2.25               20110501                     13                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G01                                                      320000                2066.67                    360                     354                  7.375                      0                      0                   0.375                   7.75 LOS ANGELES            CA                                       90008 Condominium                            320000                20060101                     80 No MI                                                            2.75               20101201                  12.75                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20351201 ALT1
GI                       G01                                                      507500                3541.93                    360                     360                      8                      0                      0                   0.375                  8.375 Murrieta               CA                                       92562 Single Family                          507500                20060701                     70 No MI                                1.00E+17                    2.25               20110601                 13.375                  2.375                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GI                       G02                                                   106583.71                 810.62                    360                     359                      8                      0                      0                   0.375                  8.375 TAMPA                  FL                                       33615 Condominium                            106650                20060601            69.95999908 No MI                                1.00E+17                    2.25               20110501                 13.375                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G02                                                      265500                1410.47                    360                     358                      6                      0                      0                   0.375                  6.375 HENDERSON              NV                                       89011 Condominium                            265500                20060501            64.76999664 No MI                                1.00E+17                    2.25               20110401                 12.375                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GIII                     G01                                                   211767.96                1203.71                    360                     359                   5.25                      0                      0                    0.25                    5.5 VICKSBURG              MS                                       39183 Single Family                          212000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   10.5                  1.875                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 ADN1
GII                      G02                                                      350000                2041.67                    360                     360                  6.625                      0                      0                   0.375                      7 LONG BEACH             CA                                       90805 Single Family                          350000                20060701            77.77999878 No MI                                1.00E+17                    2.25               20110601                     12                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GI                       G03                                                       96000                 590.00                    360                     358                      7                      0                      0                   0.375                  7.375 Chicago                IL                                       60628 Single Family                           96000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GIII                     G03                                                   242886.06                1399.69                    360                     359                  5.375                      0                      0                    0.25                  5.625 SIMPSONVILLE           SC                                       29680 PUD                                    243146                20060601                     95 United Guaranty                      1.00E+17                    2.25               20110501                 10.625                  1.875                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G02                                                       97500                 670.31                    360                     357                  7.875                      0                      0                   0.375                   8.25 ATLANTA                GA                                       30331 Single Family                           97500                20060401                     75 No MI                                                            2.25               20110301                  13.25                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GIII                     G01                                                      107920                 539.60                    360                     359                   5.75                      0                      0                    0.25                      6 ATHENS                 AL                                       35613 Single Family                          107920                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     11                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GII                      G02                                                   109599.54                 639.33                    360                     358                  6.625                      0                      0                   0.375                      7 WEST VALLEY CITY       UT                                       84128 Single Family                          109600                20060501                     80 No MI                                1.00E+17                    2.25               20110401                     12                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GIII                     G01                                                   203792.01                1206.74                    360                     359                  5.625                      0                      0                    0.25                  5.875 CHARLOTTE              NC                                       28277 PUD                                    204000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 10.875                  1.875                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G01                                                      525000                3554.69                    360                     358                   7.75                      0                      0                   0.375                  8.125 San Jose               CA                                       95132 Single Family                          525000                20060501                     75 No MI                                1.00E+17                    2.25               20110401                 14.125                      2                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                      311400                1784.06                    360                     360                    6.5                      0                      0                   0.375                  6.875 Smyrna                 GA                                       30082 PUD                                    311400                20060701            79.98999786 No MI                                1.00E+17                    2.25               20110601                 11.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GI                       G03                                                      108000                 663.75                    360                     358                      7                      0                      0                   0.375                  7.375 Chicago                IL                                       60628 Single Family                          108000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GIII                     G02                                                      400000                2458.33                    360                     359                  7.125                      0                      0                    0.25                  7.375 HAVRE DE GRACE         MD                                       21078 PUD                                    400000                20060601            75.30000305 No MI                                1.00E+17                    2.25               20110501                 12.375                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G02                                                      205200                1389.38                    360                     358                   7.75                      0                      0                   0.375                  8.125 Phoenix                AZ                                       85053 Single Family                          205200                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.125                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                   115918.13                 831.04                    360                     359                  7.375                      0                      0                   0.375                   7.75 KATY                   TX                                       77449 PUD                                    116000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.75                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G02                                                      266000                1440.83                    360                     358                  6.125                      0                      0                   0.375                    6.5 Vero Beach             FL                                       32966 PUD                                    266000                20060501            79.63999939 No MI                                1.00E+17                    2.75               20110401                   12.5                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                   295899.79                2003.49                    360                     356                   7.75                      0                      0                   0.375                  8.125 Queen Creek            AZ                                       85242 Single Family                          296000                20060301                     80 No MI                                1.00E+17                    2.25               20110201                 13.125                  2.375                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360201 AFL2
GI                       G02                                                      212000                1457.50                    360                     359                  7.875                      0                      0                   0.375                   8.25 Lake Worth             FL                                       33461 Single Family                          212000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  13.25                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G03                                                      177200                1052.13                    360                     359                   6.75                      0                      0                   0.375                  7.125 Miami                  FL                                       33143 Condominium                            177200                20060601            79.98000336 No MI                                1.00E+17                    2.25               20110501                 12.125                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G03                                                      294678                1811.04                    360                     358                      7                      0                      0                   0.375                  7.375 Plainfield             IL                                       60585 PUD                                    294678                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G03                                                      248000                1550.00                    360                     359                  7.125                      0                      0                   0.375                    7.5 ORLANDO                FL                                       32822 PUD                                    248000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   12.5                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G03                                                       94900                 593.13                    360                     359                  7.125                      0                      0                   0.375                    7.5 North Las Vegas        NV                                       89032 Condominium                             94900                20060601            79.08000183 No MI                                1.00E+17                    2.25               20110501                   12.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G03                                                      349600                2185.00                    360                     359                  7.125                      0                      0                   0.375                    7.5 CLOVIS                 CA                                       93611 Single Family                          349600                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   12.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G02                                                   319996.96                1833.32                    360                     358                    6.5                      0                      0                   0.375                  6.875 Parker                 CO                                       80134 PUD                                    320000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      256000                1680.00                    360                     359                    7.5                      0                      0                   0.375                  7.875 SEMINOLE               FL                                       33776 Townhouse                              256000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G01                                                      650000                4536.46                    360                     359                      8                      0                      0                   0.375                  8.375 Waterford TWP          MI                                       48329 Single Family                          650000                20060601            72.22000122 No MI                                1.00E+17                    2.25               20110501                 13.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G02                                                      202416                1117.51                    360                     358                   6.25                      0                      0                   0.375                  6.625 Washington             DC                                       20032 Townhouse                              202416                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.625                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GIII                     G01                                                      282797                1443.44                    360                     359                  5.875                      0                      0                    0.25                  6.125 SARTELL                MN                                       56377 Single Family                          282797                20060601            74.41999817 No MI                                1.00E+17                    2.25               20110501                 11.125                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GII                      G03                                                      203200                1227.67                    360                     360                  6.875                      0                      0                   0.375                   7.25 S SALT LAKE            UT                                       84106 2-4 Family                             203200                20060701                     80 No MI                                1.00E+17                    2.25               20110601                  12.25                      2                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360601 AFL2
GI                       G03                                                       75000                 468.75                    360                     359                  7.125                      0                      0                   0.375                    7.5 ENGLEWOOD              CO                                       80112 Condominium                             75000                20060601            37.88000107 No MI                                1.00E+17                    2.25               20110501                   13.5                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GIII                     G02                                                      172000                 931.67                    360                     359                   6.25                      0                      0                    0.25                    6.5 HIALEAH                FL                                       33015 PUD                                    172000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   11.5                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GII                      G02                                                      116000                 652.50                    360                     358                  6.375                      0                      0                   0.375                   6.75 Burnsville             MN                                       55306 Condominium                            116000                20060501            64.76999664 No MI                                1.00E+17                    2.25               20110401                  11.75                  2.375                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G01                                                      160720                1004.50                    360                     358                   7.25                      0                      0                    0.25                    7.5 CORAL SPRINGS          FL                                       33065 Condominium                            160720                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G03                                                       68000                 481.67                    360                     360                  8.125                      0                      0                   0.375                    8.5 CHARLOTTE              NC                                       28205 2-4 Family                              68000                20060701                     80 No MI                                1.00E+17                    2.25               20110601                   13.5                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GI                       G02                                                       64800                 452.25                    360                     357                      8                      0                      0                   0.375                  8.375 Hendersonville         TN                                       37075 Condominium                             64800                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 13.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GII                      G03                                                      162750                 966.33                    360                     358                   6.75                      0                      0                   0.375                  7.125 SALT LAKE CITY         UT                                       84109 Single Family                          162750                20060501                     70 No MI                                1.00E+17                    2.25               20110401                 12.125                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GIII                     G02                                                      142024                 798.89                    360                     359                    6.5                      0                      0                    0.25                   6.75 RIVERVIEW              FL                                       33569 PUD                                    142024                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  11.75                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GII                      G02                                                   307741.24                2023.34                    360                     359                    6.5                      0                      0                   0.375                  6.875 Hempstead              NY                                       11550 Single Family                          308000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.875                      2                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 AFL2
GIII                     G01                                                      384000                1960.00                    360                     359                  5.875                      0                      0                    0.25                  6.125 CYPRESS                CA                                       90630 PUD                                    384000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.125                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GII                      G03                                                      198000                1196.25                    360                     360                  6.875                      0                      0                   0.375                   7.25 AVONDALE               AZ                                       85323 Single Family                          198000                20060701                     80 No MI                                1.00E+17                    2.25               20110601                  12.25                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GIII                     G02                                                      164400                 856.25                    360                     359                      6                      0                      0                    0.25                   6.25 MAINEVILLE             OH                                       45039 Single Family                          164400                20060601            71.16999817 No MI                                1.00E+17                    2.25               20110501                  11.25                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G01                                                    197993.6                1051.84                    360                     358                  5.635                   0.49                      0                    0.25                  6.375 CHESTER                VA                                       23836 Single Family                          198000                20060501                     90 Republic MIC                         1.00E+17                   2.875               20110401                 11.375                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G02                                                      124000                 710.42                    360                     359                  6.625                      0                      0                    0.25                  6.875 BROOKHAVEN             PA                                       19015 Condominium                            124000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.875                  2.135                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GIII                     G01                                                      112400                 585.42                    360                     359                      6                      0                      0                    0.25                   6.25 LAWRENCEVILLE          GA                                       30044 PUD                                    112400                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  11.25                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G03                                                      175190                1240.93                    360                     360                  8.125                      0                      0                   0.375                    8.5 HUGO                   MN                                       55038 PUD                                    175190                20060701                     80 No MI                                1.00E+17                    2.25               20110601                   13.5                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GI                       G02                                                      140000                 918.75                    360                     358                    7.5                      0                      0                   0.375                  7.875 Richmond               VA                                       23231 Single Family                          140000                20060501            73.68000031 No MI                                                            2.25               20110401                 12.875                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GIII                     G02                                                      300000                1656.25                    360                     358                  6.375                      0                      0                    0.25                  6.625 # 311 LOS ANGELES      CA                                       90046 Condominium                            300000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.625                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 ADN1
GII                      G03                                                      130716                 789.74                    360                     358                  6.875                      0                      0                   0.375                   7.25 Lake Wylie             VA                                       29710 Townhouse                              130716                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.25                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      158328                1055.52                    360                     359                  7.625                      0                      0                   0.375                      8 BROOKSVILLE            FL                                       34604 Single Family                          158328                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     13                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      417000                2649.69                    360                     358                   7.25                      0                      0                   0.375                  7.625 STREAMWOOD             IL                                       60107 PUD                                    417000                20060501            78.37999725 No MI                                1.00E+17                    2.25               20110401                 12.625                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                       88125                 615.04                    360                     359                      8                      0                      0                   0.375                  8.375 Tampa                  FL                                       33610 Single Family                           88125                20060601                     75 No MI                                1.00E+17                    2.25               20110501                 13.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G01                                                    99936.23                 751.27                    360                     359                  7.875                      0                      0                   0.375                   8.25 PHILADELPHIA           PA                                       19151 Single Family                          100000                20060601                     80 No MI                                1.00E+17                    2.25               20090501                  13.25                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      36 N                                    20360501 AFL2
GI                       G02                                                      245800                1664.27                    360                     358                   7.75                      0                      0                   0.375                  8.125 QUEEN CREEK            AZ                                       85243 Single Family                          245800                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.125                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      143520                 926.90                    360                     359                  7.375                      0                      0                   0.375                   7.75 BOISE                  ID                                       83709 Single Family                          143520                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      405728                2620.33                    360                     358                  7.375                      0                      0                   0.375                   7.75 Lincoln                CA                                       95648 PUD                                    405728                20060501            73.01000214 No MI                                1.00E+17                    2.25               20110401                  13.75                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      144000                 930.00                    360                     359                  7.375                      0                      0                   0.375                   7.75 ASBURY                 IA                                       52002 Single Family                          144000                20060601                     75 No MI                                1.00E+17                    2.25               20110501                  13.75                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G02                                                      199400                1142.40                    360                     358                    6.5                      0                      0                   0.375                  6.875 Orlando                FL                                       32824 Condominium                            199400                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      204395                1320.05                    360                     358                  7.375                      0                      0                   0.375                   7.75 Palm Coast             FL                                       32164 Single Family                          204395                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                   179869.72                1274.03                    360                     359                   7.25                      0                      0                   0.375                  7.625 Kissimmee              FL                                       34758 PUD                                    180000                20060601                     75 No MI                                1.00E+17                    2.25               20110501                 12.625                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G01                                                      394250                2422.99                    360                     359                  6.475                   0.65                      0                    0.25                  7.375 CARMEL                 IN                                       46032 PUD                                    394250                20060601                     95 Radian Guaranty                      1.00E+17                   3.125               20110501                 12.375                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G02                                                      184500                1153.13                    360                     359                   7.25                      0                      0                    0.25                    7.5 PLANT CITY             FL                                       33566 Single Family                          184500                20060601            72.06999969 No MI                                1.00E+17                    2.25               20110501                   12.5                  2.225                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G02                                                   313794.66                2224.25                    360                     358                   7.25                      0                      0                   0.375                  7.625 HENDERSON              NV                                       89015 PUD                                    314251                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.625                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      140000                 918.75                    360                     359                    7.5                      0                      0                   0.375                  7.875 AURORA                 CO                                       80012 Single Family                          140000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GIII                     G02                                                      135600                 791.00                    360                     358                   6.75                      0                      0                    0.25                      7 MILLERSVILLE           PA                                       17551 Single Family                          135600                20060501                     80 No MI                                1.00E+17                    2.25               20110401                     12                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G02                                                      134400                 868.00                    360                     359                  7.375                      0                      0                   0.375                   7.75 Marietta               GA                                       30066 Single Family                          134400                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.75                      2                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                       91850                 621.90                    360                     358                   7.75                      0                      0                   0.375                  8.125 Aurora                 CO                                       80017 Condominium                             91850                20060501            74.98000336 No MI                                1.00E+17                    2.25               20110401                 13.125                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G03                                                      572350                3577.19                    360                     358                  7.125                      0                      0                   0.375                    7.5 GAINESVILLE            VA                                       20155 Single Family                          572350                20060501            79.98999786 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G03                                                      229850                1101.36                    360                     358                  5.375                      0                      0                   0.375                   5.75 Stuart                 FL                                       34997 PUD                                    229850                20060501            79.98999786 No MI                                1.00E+17                    2.75               20110401                  11.75                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GIII                     G03                                                   289932.03                1359.38                    360                     359                  5.375                      0                      0                    0.25                  5.625 KEKAHA                 HI                                       96752 Single Family                          290000                20060601            66.66999817 No MI                                1.00E+17                    2.25               20110501                 10.625                  2.375                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 ADN1
GII                      G02                                                      103920                 606.20                    360                     359                  6.625                      0                      0                   0.375                      7 Denver                 CO                                       80239 Single Family                          103920                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     12                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G02                                                   155704.21                 908.27                    360                     356                  6.625                      0                      0                   0.375                      7 OCALA                  FL                                       34474 PUD                                    155705                20060301                     95 GE Capital MI                        1.00E+17                    2.25               20110201                     12                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360201 AFL2
GI                       G03                                                      292550                1828.44                    360                     358                  7.125                      0                      0                   0.375                    7.5 ELKRIDGE               MD                                       21075 Condominium                            292550                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GIII                     G03                                                   920564.84                4891.75                    360                     359                  6.125                      0                      0                    0.25                  6.375 SAN DIEGO              CA                                       92127 PUD                                    920800                20060601            74.98999786 No MI                                1.00E+17                    2.25               20110501                 11.375                  2.375                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GIII                     G03                                                     5523000               30491.56                    360                     357                  6.375                      0                      0                    0.25                  6.625 KAILUA KONA            HI                                       96740 PUD                                   5523000                20060401                     70 No MI                                1.00E+17                    2.25               20110301                 11.625                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360301 ADN1
GIII                     G03                                                      440000                2383.33                    360                     359                   6.25                      0                      0                    0.25                    6.5 OCEANSIDE              CA                                       92057 Single Family                          440000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   11.5                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G01                                                     4600000               27791.67                    360                     358                      7                      0                      0                    0.25                   7.25 LOS ANGELES            CA                                       90049 Single Family                         4600000                20060501            54.11999893 No MI                                1.00E+17                    2.25               20110401                  12.25                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G03                                                   484664.04                3391.36                    360                     359                   7.25                      0                      0                    0.25                    7.5 GLENDALE               AZ                                       85305 PUD                                    485024                20060601                     90 Republic MIC                         1.00E+17                    2.25               20110501                   12.5                      2                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G03                                                      606000                3598.13                    360                     359                  6.875                      0                      0                    0.25                  7.125 KEY WEST               FL                                       33040 PUD                                    606000                20060601            71.72000122 No MI                                1.00E+17                    2.25               20110501                 12.125                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G03                                                      566160                3007.73                    360                     359                  6.125                      0                      0                    0.25                  6.375 MOUNTAIN HOUSE         CA                                       95391 Single Family                          566160                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.375                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G03                                                     4096000               23466.67                    360                     358                  6.625                      0                      0                    0.25                  6.875 KEY BISCAYNE           FL                                       33149 Single Family                         4096000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.875                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 ADN1
GI                       G02                                                      120396                 840.26                    360                     358                      8                      0                      0                   0.375                  8.375 Hollywood              FL                                       33021 Condominium                            120396                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                      2                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      176800                1160.25                    360                     360                    7.5                      0                      0                   0.375                  7.875 NAPERVILLE             IL                                       60540 PUD                                    176800                20060701                     80 No MI                                1.00E+17                    2.25               20110601                 12.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GIII                     G03                                                      439200                2150.25                    360                     359                  5.625                      0                      0                    0.25                  5.875 LAS VEGAS              NV                                       89147 PUD                                    439200                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 10.875                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G03                                                   585379.23                3418.33                    360                     359                   6.75                      0                      0                    0.25                      7 BIRMINGHAM             AL                                       35242 PUD                                    586000                20060601            77.62000275 No MI                                1.00E+17                    2.25               20110501                     12                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G03                                                      440300                2660.15                    360                     359                      7                      0                      0                    0.25                   7.25 CANYON LAKE            CA                                       92587 PUD                                    440300                20060601                     70 No MI                                1.00E+17                    2.25               20110501                  12.25                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G01                                                     2100000               13562.50                    360                     358                    7.5                      0                      0                    0.25                   7.75 LOS ANGELES            CA                                       90077 Single Family                         2100000                20060501                     60 No MI                                1.00E+17                    2.25               20110401                  12.75                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G03                                                   576051.46                3241.13                    360                     359                    6.5                      0                      0                    0.25                   6.75 GAINESVILLE            VA                                       20155 PUD                                    576200                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  11.75                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G03                                                     5930000               33973.96                    360                     358                  6.625                      0                      0                    0.25                  6.875 LAGUNA BEACH           CA                                       92651 PUD                                   5930000                20060501            55.41999817 No MI                                1.00E+17                    2.25               20110401                 11.875                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G03                                                      523992                2674.54                    360                     359                  5.875                      0                      0                    0.25                  6.125 SACRAMENTO             CA                                       95829 Single Family                          523992                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.125                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G03                                                     2187500               12304.69                    360                     358                    6.5                      0                      0                    0.25                   6.75 IRVINE                 CA                                       92603 PUD                                   2187500                20060501                     70 No MI                                1.00E+17                    2.25               20110401                  11.75                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G03                                                   753084.99                4826.34                    360                     359                  6.375                      0                      0                    0.25                  6.625 COVINA AREA            CA                                       91724 Single Family                          753750                20060601                     75 No MI                                1.00E+17                    2.25               20110501                 11.625                      2                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G01                                                      522000                3316.88                    360                     359                  7.375                      0                      0                    0.25                  7.625 SWAMPSCOTT             MA                                        1907 Single Family                          522000                20060601                     90 United Guaranty                      1.00E+17                    2.25               20110501                 12.625                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G03                                                      480000                2700.00                    360                     359                    6.5                      0                      0                    0.25                   6.75 SEATTLE                WA                                       98116 Condominium                            480000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  11.75                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G03                                                      527200                3295.00                    360                     358                  7.125                      0                      0                   0.375                    7.5 Alexandria             VA                                       22309 Single Family                          527200                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                      2                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GIII                     G03                                                      480000                2550.00                    360                     359                  6.125                      0                      0                    0.25                  6.375 BERMUDA DUNES          CA                                       92203 Single Family                          480000                20060601            84.95999908 Mortgage Guaranty In                 1.00E+17                    2.25               20110501                 11.375                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GII                      G02                                                      230400                1344.00                    360                     358                  6.625                      0                      0                   0.375                      7 Crofton                MD                                       21114 Condominium                            230400                20060501                     80 No MI                                1.00E+17                    2.25               20110401                     12                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GIII                     G02                                                      144000                 825.00                    360                     359                  6.625                      0                      0                    0.25                  6.875 BRADENTON              FL                                       34205 Single Family                          144000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.875                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GIII                     G03                                                      504000                2572.50                    360                     359                  5.875                      0                      0                    0.25                  6.125 OXNARD                 CA                                       93030 PUD                                    504000                20060601            77.54000092 No MI                                1.00E+17                    2.25               20110501                 11.125                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GIII                     G02                                                       91200                 475.00                    360                     359                      6                      0                      0                    0.25                   6.25 SANDY                  UT                                       84094 Condominium                             91200                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  11.25                      2                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G01                                                     2100000               13125.00                    360                     358                   7.25                      0                      0                    0.25                    7.5 NAPLES                 FL                                       34109 Single Family                         2100000                20060501                     70 No MI                                1.00E+17                    2.25               20110401                   12.5                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G02                                                       73430                 489.53                    360                     358                  7.625                      0                      0                   0.375                      8 Mission                TX                                       78572 Single Family                           73430                20060501                     70 No MI                                1.00E+17                    2.25               20110401                     13                      2                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      222300                1592.58                    360                     360                  7.375                      0                      0                   0.375                   7.75 Naperville             IL                                       60565 Single Family                          222300                20060701                     65 No MI                                1.00E+17                    2.25               20110601                  12.75                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360601 AFL2
GIII                     G03                                                      450850                2254.25                    360                     359                   5.75                      0                      0                    0.25                      6 NORTH LAS VEGAS        NV                                       89084 PUD                                    450850                20060601            79.98999786 No MI                                1.00E+17                    2.25               20110501                     11                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G03                                                     2460000               13581.25                    360                     358                  6.375                      0                      0                    0.25                  6.625 LOS ANGELES            CA                                       91436 Single Family                         2460000                20060501                     60 No MI                                1.00E+17                    2.25               20110401                 11.625                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 ADN1
GIII                     G02                                                      207600                1146.13                    360                     359                  6.375                      0                      0                    0.25                  6.625 DENVER                 CO                                       80216 Condominium                            207600                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.625                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GII                      G02                                                      214000                1226.04                    360                     359                    6.5                      0                      0                   0.375                  6.875 Kirkland               WA                                       98034 Condominium                            214000                20060601            79.91000366 No MI                                1.00E+17                    2.25               20110501                 12.875                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GIII                     G03                                                      619200                3354.00                    360                     359                   6.25                      0                      0                    0.25                    6.5 LAUREL                 MD                                       20707 PUD                                    619200                20060601                     90 PMI                                  1.00E+17                    2.25               20110501                   11.5                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G01                                                      759950                5224.66                    360                     359                      8                      0                      0                    0.25                   8.25 LAS VEGAS              NV                                       89131 PUD                                    759950                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  13.25                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G02                                                      400000                2583.33                    360                     358                    7.5                      0                      0                    0.25                   7.75 WASHINGTON             DC                                       20002 2-4 Family                             400000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.75                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G03                                                      506400                2901.25                    360                     359                  6.625                      0                      0                    0.25                  6.875 ATASCADERO             CA                                       93422 Single Family                          506400                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.875                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GIII                     G03                                                      452000                2354.17                    360                     359                      6                      0                      0                    0.25                   6.25 EAST PALO ALTO         CA                                       94303 Single Family                          452000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  11.25                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G01                                                      760000                4670.83                    360                     359                  7.125                      0                      0                    0.25                  7.375 PARADISE VALLEY        AZ                                       85253 Single Family                          760000                20060601            54.29000092 No MI                                1.00E+17                    2.25               20110501                 12.375                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 ADN1
GII                      G03                                                   243618.15                1664.52                    360                     358                  6.875                      0                      0                   0.375                   7.25 MANASSAS               VA                                       20110 Condominium                            244000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.25                      2                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 WALN
GIII                     G03                                                  2994561.23               18962.04                    360                     358                   6.25                      0                      0                    0.25                    6.5 MANHATTAN BEACH        CA                                       90266 Single Family                         3000000                20060501            57.68999863 No MI                                1.00E+17                    2.25               20110401                   11.5                  1.875                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G03                                                      472000                2605.83                    360                     359                  6.375                      0                      0                    0.25                  6.625 LAS VEGAS              NV                                       89149 Single Family                          472000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.625                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G03                                                     2275000               13270.83                    360                     358                   6.75                      0                      0                    0.25                      7 HILLSBOROUGH           CA                                       94010 Single Family                         2275000                20060501                     70 No MI                                1.00E+17                    2.25               20110401                     12                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 ADN1
GIII                     G02                                                      216000                1215.00                    360                     359                   6.01                   0.49                      0                    0.25                   6.75 KINGMAN                AZ                                       86401 Single Family                          216000                20060601            89.62999725 Republic MIC                         1.00E+17                   2.875               20110501                  11.75                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G01                                                      650000                4062.50                    360                     358                   7.25                      0                      0                    0.25                    7.5 PLAYA VISTA            CA                                       90094 Condominium                            650000                20060501            73.84999847 No MI                                1.00E+17                    2.25               20110401                   12.5                  2.135                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G03                                                      640000                3666.67                    360                     359                  6.625                      0                      0                    0.25                  6.875 GARDEN GROVE           CA                                       92840 Single Family                          640000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.875                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G02                                                      359000                1907.19                    360                     359                  6.125                      0                      0                    0.25                  6.375 RENO                   NV                                       89509 Single Family                          359000                20060601            79.77999878 No MI                                1.00E+17                    2.25               20110501                 11.375                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G02                                                      184000                1284.17                    360                     358                      8                      0                      0                   0.375                  8.375 Miami                  FL                                       33015 Condominium                            184000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                      2                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G03                                                      248800                1555.00                    360                     358                  7.125                      0                      0                   0.375                    7.5 CHANDLER               AZ                                       85226 Single Family                          248800                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GIII                     G03                                                      608000                3293.33                    360                     359                   6.25                      0                      0                    0.25                    6.5 IRVINE                 CA                                       92606 PUD                                    608000                20060601                     80 No MI                                1.00E+17                    2.75               20110501                   11.5                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G03                                                     1000000                5416.67                    360                     359                   6.25                      0                      0                    0.25                    6.5 EADS                   TN                                       38028 Single Family                         1000000                20060601            60.61000061 No MI                                1.00E+17                    2.25               20110501                   11.5                    2.5                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G02                                                   267535.93                1672.10                    360                     358                   7.25                      0                      0                    0.25                    7.5 ATLANTA                GA                                       30318 2-4 Family                             268000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G03                                                      448000                2426.67                    360                     358                   6.25                      0                      0                    0.25                    6.5 ANAHEIM                CA                                       92804 Single Family                          448000                20060501                     80 No MI                                1.00E+17                    2.75               20110401                   11.5                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G01                                                      469811                3034.20                    360                     359                    7.5                      0                      0                    0.25                   7.75 ROSEVILLE              CA                                       95747 PUD                                    469811                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.75                    2.5                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G03                                                      578000                3311.46                    360                     360                  6.625                      0                      0                    0.25                  6.875 TRABUCO                CA                                       92679 PUD                                    578000                20060701            76.05000305 No MI                                1.00E+17                    2.25               20110601                 11.875                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360601 ADN1
GII                      G03                                                      112700                 680.90                    360                     358                  6.875                      0                      0                   0.375                   7.25 Miami Beach            FL                                       33141 Condominium                            112700                20060501                     70 No MI                                1.00E+17                    2.25               20110401                  12.25                      2                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GIII                     G03                                                      556729                3015.62                    360                     359                   6.25                      0                      0                    0.25                    6.5 WOODLAND               CA                                       95776 Single Family                          556729                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   11.5                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GIII                     G02                                                      248000                1317.50                    360                     359                  6.125                      0                      0                    0.25                  6.375 CHICAGO                IL                                       60629 Single Family                          248000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.375                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GII                      G02                                                      208000                1105.00                    360                     358                      6                      0                      0                   0.375                  6.375 Spanaway               WA                                       98387 2-4 Family                             208000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.375                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G03                                                      369600                2310.00                    360                     358                  7.125                      0                      0                   0.375                    7.5 Glendale               AZ                                       85308 PUD                                    369600                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 WALN
GIII                     G02                                                      166000                 864.58                    360                     359                      6                      0                      0                    0.25                   6.25 RIDGEFIELD             WA                                       98642 Single Family                          166000                20060601            77.20999908 No MI                                1.00E+17                    2.25               20110501                  11.25                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GIII                     G03                                                      640000                3533.33                    360                     359                  6.375                      0                      0                    0.25                  6.625 LOS ANGELES            CA                                       90056 Single Family                          640000                20060601            71.66999817 No MI                                1.00E+17                    2.25               20110501                 11.625                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G01                                                      316000                1612.92                    360                     359                  5.875                      0                      0                    0.25                  6.125 VANCOUVER              WA                                       98682 Single Family                          316000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.125                      2                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G01                                                   539628.74                3709.95                    360                     356                      8                      0                      0                    0.25                   8.25 FT LAUDERDALE          FL                                       33308 Single Family                          540000                20060301                     80 No MI                                1.00E+17                    2.25               20110201                  13.25                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360201 ADN1
GIII                     G03                                                      524000                2947.50                    360                     359                    6.5                      0                      0                    0.25                   6.75 CHINO HILLS            CA                                       91709 Single Family                          524000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  11.75                      2                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GIII                     G01                                                      238000                 793.33                    360                     359                   3.75                      0                      0                    0.25                      4 BREMERTON              WA                                       98310 Single Family                          238000                20060601                     70 No MI                                1.00E+17                    2.25               20110501                      9                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GIII                     G03                                                      634966                3770.11                    360                     359                  6.875                      0                      0                    0.25                  7.125 SAN MARCOS             CA                                       92078 PUD                                    634966                20060601                     75 No MI                                1.00E+17                    2.25               20110501                 12.125                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G01                                                   255711.22                1555.24                    360                     359                  5.875                      0                      0                    0.25                  6.125 SEATTLE                WA                                       98122 Single Family                          255960                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.125                      2                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G03                                                      100400                 763.11                    360                     360                      8                      0                      0                   0.375                  8.375 ROCKPORT               TX                                       78382 Single Family                          100400                20060701                     80 No MI                                1.00E+17                    2.25               20110601                 13.375                      2                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360601 AFL2
GIII                     G03                                                      571920                3217.05                    360                     359                    6.5                      0                      0                    0.25                   6.75 LOS ANGELES            CA                                       90024 Condominium                            571920                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  11.75                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GIII                     G03                                                     2380000               14131.25                    360                     358                  6.875                      0                      0                    0.25                  7.125 LOS ANGELES            CA                                       90210 Single Family                         2380000                20060501                     70 No MI                                1.00E+17                    2.25               20110401                 12.125                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 ADN1
GIII                     G01                                                      260000                1300.00                    360                     359                   5.75                      0                      0                    0.25                      6 SURPRISE               AZ                                       85388 PUD                                    260000                20060601            78.08000183 No MI                                1.00E+17                    2.25               20110501                     11                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 ADN1
GII                      G02                                                      300000                1718.75                    360                     359                    6.5                      0                      0                   0.375                  6.875 CARSON                 CA                                       90745 Condominium                            300000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.875                      2                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GIII                     G03                                                      840000                4637.50                    360                     360                  6.375                      0                      0                    0.25                  6.625 CARLSBAD               CA                                       92008 Single Family                          840000                20060701                     80 No MI                                1.00E+17                    2.25               20110601                 11.625                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360601 ADN1
GIII                     G03                                                      430000                2239.58                    360                     359                      6                      0                      0                    0.25                   6.25 OCEANSIDE              CA                                       92057 PUD                                    430000                20060601            66.76999664 No MI                                1.00E+17                    2.25               20110501                  11.25                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G02                                                      304000                1583.33                    360                     359                      6                      0                      0                    0.25                   6.25 QUAIL VALLEY           CA                                       92587 Single Family                          304000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  11.25                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G02                                                      236000                1499.58                    360                     358                   7.25                      0                      0                   0.375                  7.625 Columbia               MD                                       21045 PUD                                    236000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.625                      2                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 AFL2
GIII                     G03                                                   606614.55                3754.83                    360                     359                      6                      0                      0                    0.25                   6.25 HOLDEN BEACH           NC                                       28462 Single Family                          609831                20060601                     42 No MI                                1.00E+17                    2.25               20110501                  11.25                  1.875                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G03                                                      580000                3443.75                    360                     359                  6.875                      0                      0                    0.25                  7.125 WALNUT CREEK           CA                                       94597 Single Family                          580000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.125                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G03                                                     3675000               21820.31                    360                     360                  6.875                      0                      0                    0.25                  7.125 LOS ANGELES            CA                                       90077 PUD                                   3675000                20060701                     75 No MI                                1.00E+17                    2.25               20110601                 12.125                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360601 ADN1
GI                       G03                                                      380800                2697.33                    360                     360                  8.125                      0                      0                   0.375                    8.5 COLLEGE PARK           MD                                       20740 Single Family                          380800                20060701                     80 No MI                                1.00E+17                    2.25               20110601                   14.5                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GIII                     G03                                                      500000                2552.08                    360                     360                  5.875                      0                      0                    0.25                  6.125 ALPHARETTA             GA                                       30005 Single Family                          500000                20060701            41.70000076 No MI                                1.00E+17                    2.25               20110601                 11.125                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 ADN1
GI                       G03                                                      180320                1108.22                    360                     358                      7                      0                      0                   0.375                  7.375 Otsego                 MN                                       55301 Townhouse                              180320                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.375                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 WALN
GIII                     G03                                                      494500                2833.07                    360                     359                  6.625                      0                      0                    0.25                  6.875 HENDERSON              NV                                       89044 PUD                                    494500                20060601            69.16000366 No MI                                1.00E+17                    2.25               20110501                 11.875                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GIII                     G02                                                       67500                 421.88                    360                     358                   7.25                      0                      0                    0.25                    7.5 PHILADELPHIA           PA                                       19120 Single Family                           67500                20060501                     90 Republic MIC                         1.00E+17                    2.25               20110401                   12.5                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G03                                                     1432000                8204.17                    360                     360                  6.625                      0                      0                    0.25                  6.875 LOS ANGELES            CA                                       90048 Single Family                         1432000                20060701                     80 No MI                                1.00E+17                    2.25               20110601                 11.875                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360601 ADN1
GIII                     G03                                                   599999.24                3312.50                    360                     359                  6.375                      0                      0                    0.25                  6.625 LAKE HAVASU CITY       AZ                                       86406 Single Family                          600000                20060601                     75 No MI                                1.00E+17                    2.25               20110501                 11.625                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G01                                                      572000                3455.83                    360                     360                      7                      0                      0                    0.25                   7.25 FALLBROOK              CA                                       92028 Single Family                          572000                20060701                     80 No MI                                1.00E+17                    2.25               20110601                  12.25                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360601 ADN1
GIII                     G03                                                     2999900               16249.46                    360                     360                   6.25                      0                      0                    0.25                    6.5 HUNTINGTON BEACH       CA                                       92649 PUD                                   2999900                20060701            61.84999847 No MI                                1.00E+17                    2.25               20110601                   11.5                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360601 ADN1
GI                       G02                                                      388000                2983.38                    360                     360                  8.125                      0                      0                   0.375                    8.5 DORCHESTER             MA                                        2121 2-4 Family                             388000                20060701                     80 No MI                                1.00E+17                    2.25               20110601                   14.5                  1.875                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360601 AFL2
GI                       G02                                                   271196.55                1864.48                    360                     358                  7.875                      0                      0                   0.375                   8.25 Hastings               MN                                       55033 Single Family                          271200                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  13.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GIII                     G03                                                      481840                2860.93                    360                     359                  6.875                      0                      0                    0.25                  7.125 SAN DIEGO              CA                                       92101 Condominium                            481840                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.125                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GIII                     G02                                                       48800                 315.17                    360                     359                    7.5                      0                      0                    0.25                   7.75 CLEVELAND              OH                                       44111 Single Family                           48800                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.75                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GII                      G02                                                      254260                1483.18                    360                     358                  6.625                      0                      0                   0.375                      7 Boca Raton             FL                                       33428 Condominium                            254260                20060501                     80 No MI                                1.00E+17                    2.25               20110401                     13                      2                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GIII                     G03                                                      800000                4666.67                    360                     358                   6.75                      0                      0                    0.25                      7 CORONA                 CA                                       92883 Single Family                          800000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                     12                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 ADN1
GIII                     G02                                                      176200                1046.19                    360                     359                  6.875                      0                      0                    0.25                  7.125 DAVENPORT              FL                                       33897 PUD                                    176200                20060601            74.98000336 No MI                                1.00E+17                    2.25               20110501                 12.125                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G03                                                      468800                2588.17                    360                     360                  6.375                      0                      0                    0.25                  6.625 ALPHARETTA             GA                                       30004 PUD                                    468800                20060701                     80 No MI                                1.00E+17                    2.25               20110601                 11.625                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360601 ADN1
GIII                     G03                                                      780000                4550.00                    360                     359                   6.75                      0                      0                    0.25                      7 CORONA                 CA                                       92883 Single Family                          780000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     12                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GIII                     G03                                                      972000                5467.50                    360                     360                    6.5                      0                      0                    0.25                   6.75 NEW YORK               NY                                       10023 Condominium                            972000                20060701                     80 No MI                                1.00E+17                    2.25               20110601                  11.75                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360601 ADN1
GIII                     G03                                                      523551                2999.51                    360                     359                  6.625                      0                      0                    0.25                  6.875 UPLAND                 CA                                       91784 PUD                                    523551                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.875                      2                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G02                                                      208800                1457.25                    360                     359                      8                      0                      0                   0.375                  8.375 KISSIMMEE              FL                                       34743 PUD                                    208800                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.375                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GIII                     G03                                                      521250                2769.14                    360                     359                  6.125                      0                      0                    0.25                  6.375 OXNARD                 CA                                       93035 Single Family                          521250                20060601                     75 No MI                                1.00E+17                    2.25               20110501                 11.375                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GIII                     G03                                                     1000000                5208.33                    360                     359                      6                      0                      0                    0.25                   6.25 CORONA                 CA                                       92881 PUD                                   1000000                20060601            60.61000061 No MI                                1.00E+17                    2.25               20110501                  11.25                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G02                                                      125000                 768.23                    360                     358                  7.125                      0                      0                    0.25                  7.375 SAINT LOUIS            MO                                       63109 Single Family                          125000                20060501            64.09999847 No MI                                1.00E+17                    2.25               20110401                 12.375                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G03                                                      631200                3550.50                    360                     360                    6.5                      0                      0                    0.25                   6.75 OAKLAND                CA                                       94611 Single Family                          631200                20060701                     80 No MI                                1.00E+17                    2.25               20110601                  11.75                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360601 ADN1
GIII                     G03                                                      513000                2992.50                    360                     359                   6.75                      0                      0                    0.25                      7 CORAL SPRINGS          FL                                       33067 PUD                                    513000                20060601            79.52999878 No MI                                1.00E+17                    2.25               20110501                     12                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GIII                     G02                                                   243998.12                1270.83                    360                     359                      6                      0                      0                    0.25                   6.25 RENTON                 WA                                       98055 Single Family                          244000                20060601            78.95999908 No MI                                1.00E+17                    2.25               20110501                  11.25                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G03                                                   528087.71                2815.63                    360                     359                  6.125                      0                      0                    0.25                  6.375 GULF SHORES            AL                                       36542 Condominium                            530000                20060601            57.29999924 No MI                                1.00E+17                    2.25               20110501                 11.375                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G03                                                      512000                2880.00                    360                     359                    6.5                      0                      0                    0.25                   6.75 SAN JOSE               CA                                       95122 Single Family                          512000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  11.75                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G03                                                      544000                3060.00                    360                     360                    6.5                      0                      0                    0.25                   6.75 LAS VEGAS              NV                                       89135 PUD                                    544000                20060701                     80 No MI                                1.00E+17                    2.25               20110601                  11.75                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360601 ADN1
GIII                     G03                                                      650000                3791.67                    360                     359                   6.75                      0                      0                    0.25                      7 WASHINGTON             DC                                       20009 Condominium                            650000                20060601            69.16000366 No MI                                1.00E+17                    2.25               20110501                     12                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GIII                     G03                                                      550000                3093.75                    360                     360                    6.5                      0                      0                    0.25                   6.75 BOCA RATON             FL                                       33431 Single Family                          550000                20060701            24.18000031 No MI                                1.00E+17                    2.25               20110601                  11.75                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360601 ADN1
GI                       G03                                                   188518.88                1320.12                    360                     358                  7.125                      0                      0                   0.375                    7.5 CRYSTAL                MN                                       55427 Single Family                          188800                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                      2                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 WALN
GI                       G01                                                    516934.9                3706.00                    360                     359                    7.5                      0                      0                    0.25                   7.75 LOS ANGELES            CA                                       90045 Single Family                          517300                20060601                     70 No MI                                1.00E+17                    2.25               20110501                  12.75                  1.875                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G02                                                       99200                 568.33                    360                     358                  6.625                      0                      0                    0.25                  6.875 CINCINNATI             OH                                       45208 Single Family                           99200                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.875                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 ADN1
GIII                     G03                                                      520000                3087.50                    360                     359                  6.875                      0                      0                    0.25                  7.125 DALY CITY              CA                                       94015 Single Family                          520000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.125                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GIII                     G03                                                   524558.93                3448.88                    360                     359                  6.625                      0                      0                    0.25                  6.875 VAN NUYS               CA                                       91406 Single Family                          525000                20060601            72.41000366 No MI                                1.00E+17                    2.25               20110501                 11.875                      2                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G03                                                      607900                2976.18                    360                     359                  5.625                      0                      0                    0.25                  5.875 UPPER MARLBORO         MD                                       20772 Single Family                          607900                20060601            79.98999786 No MI                                1.00E+17                    2.25               20110501                 10.875                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G03                                                      496000                2686.67                    360                     360                   6.25                      0                      0                    0.25                    6.5 LAKEWOOD               CA                                       90712 Single Family                          496000                20060701                     80 No MI                                1.00E+17                    2.25               20110601                   11.5                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360601 ADN1
GI                       G02                                                      269600                1797.33                    360                     359                  7.625                      0                      0                   0.375                      8 Anoka                  MN                                       55303 Single Family                          269600                20060601                     80 No MI                                                            2.25               20110501                     13                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 WALN
GIII                     G02                                                      179200                1026.67                    360                     359                  6.625                      0                      0                    0.25                  6.875 LAHAINA                HI                                       96761 Condominium                            179200                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.875                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GIII                     G02                                                      142300                 770.79                    360                     358                   6.25                      0                      0                    0.25                    6.5 ST GEORGE              UT                                       84790 PUD                                    142300                20060501            79.98999786 No MI                                1.00E+17                    2.25               20110401                   11.5                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G03                                                    569908.9                3699.60                    360                     359                    6.5                      0                      0                    0.25                   6.75 SUNNYVALE              CA                                       94086 Single Family                          570400                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  11.75                      2                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 ADN1
GII                      G02                                                      112000                 653.33                    360                     358                  6.625                      0                      0                   0.375                      7 Clearwater             FL                                       33760 Condominium                            112000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                     12                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G01                                                       84000                 551.25                    360                     360                    7.5                      0                      0                   0.375                  7.875 Phoenix                AZ                                       85027 Condominium                             84000                20060701                     80 No MI                                1.00E+17                    2.25               20110601                 12.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GII                      G03                                                    173727.7                1186.99                    360                     358                  6.875                      0                      0                   0.375                   7.25 MARGATE                FL                                       33063 Townhouse                              174000                20060501            75.65000153 No MI                                1.00E+17                    2.25               20110401                  12.25                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 WALN
GI                       G03                                                      140720                 864.84                    360                     359                      7                      0                      0                   0.375                  7.375 Englewood              CO                                       80111 Condominium                            140720                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 WALN
GIII                     G03                                                      492000                2716.25                    360                     359                  6.375                      0                      0                    0.25                  6.625 HAWTHORNE              CA                                       90250 Single Family                          492000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.625                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G01                                                      580000                3504.17                    360                     359                      7                      0                      0                    0.25                   7.25 LA MIRADA              CA                                       90638 Single Family                          580000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.25                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GIII                     G03                                                      508000                2645.83                    360                     359                      6                      0                      0                    0.25                   6.25 ESCONDIDO              CA                                       92029 Single Family                          508000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  11.25                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GIII                     G02                                                      384000                2160.00                    360                     359                    6.5                      0                      0                    0.25                   6.75 ATASCADERO             CA                                       93422 Single Family                          384000                20060601            66.20999908 No MI                                1.00E+17                    2.25               20110501                  11.75                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GII                      G03                                                      227538                1137.69                    360                     359                  5.625                      0                      0                   0.375                      6 Las Vegas              NV                                       89118 Condominium                            227538                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     11                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GIII                     G01                                                      400000                2083.33                    360                     358                   5.72                   0.28                      0                    0.25                   6.25 ELK GROVE              CA                                       95758 Single Family                          400000                20060501            82.81999969 PMI                                  1.00E+17                    2.75               20110401                  11.25                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 ADN1
GIII                     G03                                                     1016400                5717.25                    360                     359                    6.5                      0                      0                    0.25                   6.75 NEW YORK               NY                                       10069 Condominium                           1016400                20060601                     56 No MI                                1.00E+17                    2.25               20110501                  11.75                   2.22                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G01                                                      520000                3141.67                    360                     359                      7                      0                      0                    0.25                   7.25 VALLEY SPRINGS         CA                                       95252 Single Family                          520000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.25                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G02                                                      112170                 736.12                    360                     359                  7.625                      0                      0                    0.25                  7.875 CORNELIUS              NC                                       28031 PUD                                    112170                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.875                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GII                      G02                                                      216000                1192.50                    360                     358                   6.25                      0                      0                   0.375                  6.625 Peoria                 AZ                                       85345 Single Family                          216000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.625                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 WALN
GIII                     G03                                                      540000                3037.50                    360                     359                    6.5                      0                      0                    0.25                   6.75 LONG BEACH             CA                                       90808 Single Family                          540000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  11.75                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GIII                     G02                                                      292600                1523.96                    360                     358                      6                      0                      0                    0.25                   6.25 AVENTURA               FL                                       33180 Condominium                            292600                20060501                     95 Radian Guaranty                      1.00E+17                    2.25               20110401                  11.25                      2                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 ADN1
GI                       G02                                                      365150                2358.26                    360                     358                  7.375                      0                      0                   0.375                   7.75 FAIRFAX                VA                                       22030 Condominium                            365150                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.75                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G01                                                      686250                4432.03                    360                     359                    7.5                      0                      0                    0.25                   7.75 LOS ANGELES            CA                                       90066 Single Family                          686250                20060601                     75 No MI                                1.00E+17                    2.25               20110501                  12.75                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G03                                                      425200                2436.04                    360                     359                  6.625                      0                      0                    0.25                  6.875 FREEDOM                CA                                       95019 Single Family                          425200                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.875                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G02                                                      174930                1239.09                    360                     359                  8.125                      0                      0                   0.375                    8.5 LEHIGH ACRES           FL                                       33972 2-4 Family                             174930                20060601                     70 No MI                                1.00E+17                    2.25               20110501                   13.5                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                       95900                 639.33                    360                     358                  7.625                      0                      0                   0.375                      8 Las Vegas              NV                                       89119 Condominium                             95900                20060501            79.98000336 No MI                                1.00E+17                    2.25               20110401                     13                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G03                                                      129000                 806.25                    360                     358                  7.125                      0                      0                   0.375                    7.5 Newport                RI                                        2840 Single Family                          129000                20060501            31.85000038 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G01                                                      468000                2827.50                    360                     359                      7                      0                      0                    0.25                   7.25 CHARLESTON             SC                                       29401 Condominium                            468000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.25                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G01                                                   177305.71                1007.83                    360                     359                   5.25                      0                      0                    0.25                    5.5 MIDDLETOWN             NY                                       10940 Single Family                          177500                20060601            73.95999908 No MI                                1.00E+17                    2.25               20110501                   10.5                      2                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G03                                                      344000                2150.00                    360                     360                  7.125                      0                      0                   0.375                    7.5 Harrison               NJ                                        7029 2-4 Family                             344000                20060701                     80 No MI                                1.00E+17                    2.25               20110601                   12.5                      2                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360601 AFL2
GII                      G02                                                      200200                1146.98                    360                     359                    6.5                      0                      0                   0.375                  6.875 Queen Creek            AZ                                       85242 PUD                                    200200                20060601                     65 No MI                                1.00E+17                    2.25               20110501                 12.875                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GIII                     G03                                                    463600.5                3009.50                    360                     359                    6.5                      0                      0                    0.25                   6.75 PALATINE               IL                                       60067 Single Family                          464000                20060601            73.65000153 No MI                                1.00E+17                    2.25               20110501                  11.75                  1.875                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G01                                                   122901.14                 537.90                    360                     359                      5                      0                      0                    0.25                   5.25 MIAMI                  FL                                       33161 Single Family                          122949                20060601            43.29000092 No MI                                1.00E+17                    2.25               20110501                  10.25                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G03                                                      160000                 983.33                    360                     359                      7                      0                      0                   0.375                  7.375 Las Vegas              NV                                       89106 Single Family                          160000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.375                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GIII                     G03                                                      800000                4583.33                    360                     359                  6.625                      0                      0                    0.25                  6.875 HOUSTON                TX                                       77019 Condominium                            800000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.875                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G02                                                      316000                2040.83                    360                     358                    7.5                      0                      0                    0.25                   7.75 FORT LAUDERDALE        FL                                       33312 2-4 Family                             316000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.75                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 ADN1
GII                      G02                                                      206016                1201.76                    360                     358                  6.625                      0                      0                   0.375                      7 Florence               AZ                                       85232 PUD                                    206016                20060501                     80 No MI                                1.00E+17                    2.25               20110401                     12                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GIII                     G03                                                      600000                3125.00                    360                     359                      6                      0                      0                    0.25                   6.25 EVERETT                WA                                       98208 Single Family                          600000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  11.25                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G02                                                      215120                1411.73                    360                     359                  7.625                      0                      0                    0.25                  7.875 ORLANDO                FL                                       32837 Condominium                            215120                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.875                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G01                                                      632000                3950.00                    360                     359                   7.25                      0                      0                    0.25                    7.5 LOS ANGELES            CA                                       90064 Single Family                          632000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   12.5                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 ADN1
GII                      G02                                                      395920                2185.81                    360                     359                   6.25                      0                      0                   0.375                  6.625 Alexandria             VA                                       22306 Single Family                          395920                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.625                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G02                                                      425000                2434.90                    360                     359                    6.5                      0                      0                   0.375                  6.875 CHICAGO                IL                                       60647 2-4 Family                             425000                20060601                  47.75 No MI                                1.00E+17                    2.25               20110501                 11.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      220800                1426.00                    360                     359                  7.375                      0                      0                   0.375                   7.75 tacamo                 WA                                       98499 Single Family                          220800                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.75                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                       66500                 429.48                    360                     359                  7.375                      0                      0                   0.375                   7.75 ODESSA                 WA                                       99159 Single Family                           66500                20060601                     70 No MI                                1.00E+17                    2.25               20110501                  12.75                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G02                                                      294950                1689.82                    360                     358                    6.5                      0                      0                   0.375                  6.875 Maitland               FL                                       32751 Townhouse                              294950                20060501                     90 Radian Guaranty                      1.00E+17                    2.25               20110401                 12.875                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      197600                1399.67                    360                     359                  8.125                      0                      0                   0.375                    8.5 EL MIRAGE              AZ                                       85335 Single Family                          197600                20060601            79.83999634 No MI                                1.00E+17                    2.25               20110501                   13.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GIII                     G01                                                      312000                1592.50                    360                     359                  5.875                      0                      0                    0.25                  6.125 MIAMI                  FL                                       33176 Single Family                          312000                20060601                     78 No MI                                1.00E+17                    2.25               20110501                 11.125                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GII                      G02                                                      208000                1170.00                    360                     358                  6.375                      0                      0                   0.375                   6.75 Mesa                   AZ                                       85203 Single Family                          208000                20060501                     80 No MI                                1.00E+17                    2.75               20110401                  12.75                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GIII                     G02                                                      511200                3035.25                    360                     358                  6.875                      0                      0                    0.25                  7.125 LOS ANGELES            CA                                       90011 2-4 Family                             511200                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.125                  2.375                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 ADN1
GIII                     G02                                                   143890.43                 994.57                    360                     359                  7.125                      0                      0                    0.25                  7.375 ARIZONA CITY           AZ                                       85223 2-4 Family                             144000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.375                      2                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G02                                                   148490.78                1078.90                    360                     357                    7.5                      0                      0                   0.375                  7.875 MIDLAND                GA                                       31820 Single Family                          148800                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 12.875                      2                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360301 AFL2
GIII                     G01                                                      100000                 500.00                    360                     359                   5.75                      0                      0                    0.25                      6 RICHTON PARK           IL                                       60471 Single Family                          100000                20060601            76.91999817 No MI                                1.00E+17                    2.25               20110501                     11                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G02                                                      191900                1019.47                    360                     359                  6.125                      0                      0                    0.25                  6.375 GEORGETOWN             KY                                       40324 Single Family                          191900                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.375                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G02                                                      141750                 930.23                    360                     359                    7.5                      0                      0                   0.375                  7.875 Las Vegas              NV                                       89101 Single Family                          141750                20060601                     75 No MI                                                            2.25               20110501                 12.875                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      116800                 815.17                    360                     357                      8                      0                      0                   0.375                  8.375 MARIETTA               GA                                       30062 Single Family                          116800                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 13.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GIII                     G01                                                   232568.16                1216.25                    360                     358                    4.5                      0                      0                    0.25                   4.75 LAS VEGAS              NV                                       89148 PUD                                    233156                20060501            75.69999695 No MI                                1.00E+17                    2.25               20110401                  10.75                  1.875                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G02                                                      126800                 673.63                    360                     359                  6.125                      0                      0                    0.25                  6.375 ROLLING MEADOWS        IL                                       60008 Condominium                            126800                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.375                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G02                                                    85499.72                 596.72                    360                     357                      8                      0                      0                   0.375                  8.375 DECATUR                GA                                       30035 Condominium                             85500                20060401                     75 No MI                                1.00E+17                    2.25               20110301                 13.375                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GI                       G02                                                   119999.45                 762.50                    360                     358                   7.25                      0                      0                   0.375                  7.625 DULUTH                 GA                                       30096 Single Family                          120000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.625                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      244000                1702.92                    360                     359                      8                      0                      0                   0.375                  8.375 LAKELAND               FL                                       33811 PUD                                    244000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                       94500                 649.69                    360                     359                  7.875                      0                      0                   0.375                   8.25 St Petersburg          FL                                       33711 Single Family                           94500                20060601                     70 No MI                                1.00E+17                    2.25               20110501                  13.25                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G03                                                      591200                3387.08                    360                     359                    6.5                      0                      0                   0.375                  6.875 BONITA                 CA                                       91902 Single Family                          591200                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.875                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G02                                                      136000                 779.17                    360                     360                    6.5                      0                      0                   0.375                  6.875 Thornton               CO                                       80229 Single Family                          136000                20060701                     80 No MI                                1.00E+17                    2.25               20110601                 11.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GII                      G02                                                      223500                1257.19                    360                     358                  6.375                      0                      0                   0.375                   6.75 Oviedo                 FL                                       32765 PUD                                    223500                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.75                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G03                                                      316000                1942.08                    360                     359                      7                      0                      0                   0.375                  7.375 Hayward                CA                                       94545 PUD                                    316000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      150400                 971.33                    360                     358                  7.375                      0                      0                   0.375                   7.75 Lawrenceville          GA                                       30045 2-4 Family                             150400                20060520                     80 No MI                                1.00E+17                    2.25               20110420                  12.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360420 AFL2
GII                      G03                                                      234392                1220.79                    360                     358                  5.875                      0                      0                   0.375                   6.25 Heber                  CA                                       92249 Single Family                          234392                20060501                     80 No MI                                1.00E+17                    2.75               20110401                  12.25                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      207200                1359.75                    360                     359                    7.5                      0                      0                   0.375                  7.875 Pembroke Pines         FL                                       33024 Single Family                          207200                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.875                  2.375                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      237600                1584.00                    360                     358                  7.625                      0                      0                   0.375                      8 Gaithersburg           MD                                       20879 Townhouse                              237600                20060501                     80 No MI                                1.00E+17                    2.25               20110401                     13                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G01                                                      424000                3003.33                    360                     359                  8.125                      0                      0                   0.375                    8.5 Indio                  CA                                       92201 PUD                                    424000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   13.5                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G03                                                     1500000                8593.75                    360                     356                    6.5                      0                      0                   0.375                  6.875 MOUNTAIN VILLAGE       CO                                       81435 Condominium                           1500000                20060301            69.27999878 No MI                                1.00E+17                    2.25               20110201                 11.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360201 AFL2
GI                       G03                                                      121800                 748.56                    360                     360                      7                      0                      0                   0.375                  7.375 AURORA                 CO                                       80012 Single Family                          121800                20060701                     70 No MI                                1.00E+17                    2.25               20110601                 12.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GI                       G02                                                      212000                1479.58                    360                     359                      8                      0                      0                   0.375                  8.375 Miami                  FL                                       33138 Condominium                            212000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      468000                3266.25                    360                     359                      8                      0                      0                   0.375                  8.375 Riverside              CA                                       92503 2-4 Family                             468000                20060601                     80 No MI                                                            2.25               20110501                 13.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G03                                                   239817.38                1657.62                    360                     359                      7                      0                      0                   0.375                  7.375 WINTER PARK            FL                                       32792 PUD                                    240000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.375                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      212300                1371.10                    360                     358                  7.375                      0                      0                   0.375                   7.75 Carmel                 IN                                       46032 Townhouse                              212300                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  13.75                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                      238795                1368.10                    360                     358                    6.5                      0                      0                   0.375                  6.875 Maricopa               AZ                                       85239 PUD                                    238795                20060501                     80 No MI                                1.00E+17                    2.75               20110401                 12.875                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      104400                 685.13                    360                     358                    7.5                      0                      0                   0.375                  7.875 Kansas City            MO                                       64138 2-4 Family                             104400                20060501            69.98999786 No MI                                1.00E+17                    2.25               20110401                 12.875                      2                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G03                                                      719600                4122.71                    360                     360                    6.5                      0                      0                   0.375                  6.875 Haleiwa                HI                                       96712 Single Family                          719600                20060701                     70 No MI                                1.00E+17                    2.25               20110601                 11.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GI                       G03                                                      202300                1243.30                    360                     359                      7                      0                      0                   0.375                  7.375 Avondale               AZ                                       85323 PUD                                    202300                20060601                     70 No MI                                1.00E+17                    2.25               20110501                 12.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G03                                                      175024                1075.67                    360                     360                      7                      0                      0                   0.375                  7.375 RIO NIDO               CA                                       95471 Single Family                          175024                20060701            63.63999939 No MI                                1.00E+17                    2.25               20110601                 12.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GI                       G02                                                      128000                 840.00                    360                     359                    7.5                      0                      0                   0.375                  7.875 GLENDALE               AZ                                       85301 Single Family                          128000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G03                                                      166800                1025.12                    360                     359                      7                      0                      0                   0.375                  7.375 Phoenix                AZ                                       85053 Single Family                          166800                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      253600                1664.25                    360                     359                    7.5                      0                      0                   0.375                  7.875 Weston                 FL                                       33326 Condominium                            253600                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.875                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G01                                                      306400                2042.67                    360                     358                  7.625                      0                      0                   0.375                      8 FREDERICKSBURG         VA                                       22406 Single Family                          306400                20060501                     80 No MI                                1.00E+17                    2.75               20110401                     13                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                      327666                1843.12                    360                     358                  6.375                      0                      0                   0.375                   6.75 Fresno                 CA                                       93722 Single Family                          327666                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.75                  2.375                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                       74693                 435.71                    360                     358                  6.625                      0                      0                   0.375                      7 Myrtle Beach           SC                                       29579 Condominium                             74693                20060501            48.97999954 No MI                                1.00E+17                    2.25               20110401                     13                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                      141700                 811.82                    360                     358                    6.5                      0                      0                   0.375                  6.875 Fairfax                VA                                       22031 Condominium                            141700                20060501                     65 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G03                                                      183750                1110.16                    360                     359                  6.875                      0                      0                   0.375                   7.25 PORTLAND               OR                                       97217 Single Family                          183750                20060601                     75 No MI                                1.00E+17                    2.25               20110501                  12.25                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      189600                1007.25                    360                     359                      6                      0                      0                   0.375                  6.375 DEL SUR                CA                                       93534 Condominium                            189600                20060601                     80 No MI                                1.00E+17                   2.375               20080501                 11.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      24 N                                    20360501 AFL2
GI                       G03                                                    64959.77 383.26                                    360                     328                  5.125                      0                      0                   0.375                    5.5 EGG HARBOR TOWNSHIP    NJ                                        8234 Condominium                             67500                20031101                     90 YES                                  1.00E+17                    3.75               20081001                   10.5                      2                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20331001 ALT1
GI                       G03                                                      116000                 725.00                    360                     359                  7.125                      0                      0                   0.375                    7.5 PLANO                  TX                                       75024 Single Family                          116000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   12.5                  3.375                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G02                                                      172500                 934.38                    360                     359                  6.125                      0                      0                   0.375                    6.5 QUEEN CREEK            AZ                                       85243 Single Family                          172500                20060601                     75 No MI                                1.00E+17                    2.25               20110501                   11.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      268000                1730.83                    360                     359                  7.375                      0                      0                   0.375                   7.75 North Plainfield       NJ                                        7060 2-4 Family                             268000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.75                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G02                                                   144144.49                 924.61                    360                     358                   6.25                      0                      0                   0.375                  6.625 SAINT LOUIS            MO                                       63114 Single Family                          144400                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.625                  1.875                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                      160000                 900.00                    360                     358                  6.375                      0                      0                   0.375                   6.75 Fort Lauderdale        FL                                       33311 Single Family                          160000                20060501            46.24000168 No MI                                1.00E+17                    2.25               20110401                  12.75                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      353600                2283.67                    360                     360                  7.375                      0                      0                   0.375                   7.75 SILVER SPRING          MD                                       20906 Single Family                          353600                20060701                     80 No MI                                1.00E+17                    2.25               20110601                  13.75                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GI                       G01                                                      460000                2491.67                    360                     358                  6.125                      0                      0                   0.375                    6.5 SAN JOSE               CA                                       95124 Single Family                          460000                20060501            63.88999939 No MI                                1.00E+17                   2.375               20080401                   11.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      24 N                                    20360401 AFL2
GII                      G03                                                      346801                2095.26                    360                     358                  6.875                      0                      0                   0.375                   7.25 Tipp City              OH                                       45371 Single Family                          346801                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  13.25                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                      248512                1371.99                    360                     356                   6.25                      0                      0                   0.375                  6.625 Las Vegas              NV                                       89148 PUD                                    248512                20060301                     80 No MI                                1.00E+17                    2.25               20110201                 12.625                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360201 AFL2
GI                       G02                                                   191877.57                1442.43                    360                     359                  7.875                      0                      0                   0.375                   8.25 Littleton              CO                                       80120 Single Family                          192000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  13.25                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G03                                                      118400                 703.00                    360                     359                   6.75                      0                      0                   0.375                  7.125 Parachute              CO                                       81635 Townhouse                              118400                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.125                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G03                                                      504000                2782.50                    360                     359                   6.25                      0                      0                   0.375                  6.625 BREA                   CA                                       92821 PUD                                    504000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.625                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G03                                                      232000                1450.00                    360                     358                  7.125                      0                      0                   0.375                    7.5 LAVEEN                 AZ                                       85339 PUD                                    232000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   13.5                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      170100                1116.28                    360                     359                    7.5                      0                      0                   0.375                  7.875 Delanco                NJ                                        8075 Condominium                            170100                20060601            89.98000336 Mortgage Guaranty In                 1.00E+17                    2.25               20110501                 12.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G03                                                   148966.46                 713.80                    360                     356                  5.375                      0                      0                   0.375                   5.75 FORT MYERS             FL                                       33912 PUD                                    156000                20060301            58.86999893 No MI                                1.00E+17                    2.25               20110201                  10.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360201 AFL2
GI                       G01                                                  1422982.01               10208.87                    360                     358                  7.375                      0                      0                   0.375                   7.75 PHOENIX                AZ                                       85048 PUD                                   1425000                20060501                     75 No MI                                1.00E+17                    2.25               20110401                  12.75                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      236119                1672.51                    360                     360                  8.125                      0                      0                   0.375                    8.5 QUEEN CREEK            AZ                                       85242 PUD                                    236119                20060701                     80 No MI                                1.00E+17                    2.25               20110601                   13.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GI                       G03                                                   311768.45                2181.55                    360                     359                  7.125                      0                      0                   0.375                    7.5 Paterson               NJ                                        7513 2-4 Family                             312000                20060601                     65 No MI                                1.00E+17                    2.25               20110501                   12.5                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                   147910.34                1137.99                    360                     359                  8.125                      0                      0                   0.375                    8.5 OVILLA                 TX                                       75154 Single Family                          148000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   13.5                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      119890                 811.76                    360                     359                   7.75                      0                      0                   0.375                  8.125 PORTLAND               OR                                       97220 Single Family                          119890                20060601            74.47000122 No MI                                1.00E+17                    2.25               20110501                 13.125                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      236000                1597.92                    360                     359                   7.75                      0                      0                   0.375                  8.125 North Plainfield       NJ                                        7060 Single Family                          236000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.125                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G02                                                      144000                 825.00                    360                     359                    6.5                      0                      0                   0.375                  6.875 Las Vegas              NV                                       89106 Single Family                          144000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G02                                                      220271                1193.13                    360                     359                  6.125                      0                      0                   0.375                    6.5 Highlands Ranch        CO                                       80130 Single Family                          220271                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   11.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      238651                1591.01                    360                     359                  7.625                      0                      0                   0.375                      8 AURORA                 CO                                       80013 Single Family                          238651                20060601                     70 No MI                                1.00E+17                    2.25               20110501                     13                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      152000                1060.83                    360                     359                      8                      0                      0                   0.375                  8.375 Arvada                 CO                                       80003 Single Family                          152000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      257397                1715.98                    360                     359                  7.625                      0                      0                   0.375                      8 Castle Rock            CO                                       80104 PUD                                    257397                20060601                     70 No MI                                1.00E+17                    2.25               20110501                     13                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G02                                                   160799.99                 887.75                    360                     356                   6.25                      0                      0                   0.375                  6.625 SHAKOPEE               MN                                       55379 PUD                                    160800                20060301                     80 No MI                                1.00E+17                    2.25               20110201                 11.625                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360201 AFL2
GI                       G02                                                      279168                1773.88                    360                     359                   7.25                      0                      0                   0.375                  7.625 ORLANDO                FL                                       32819 Condominium                            279168                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.625                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G02                                                      199920                1062.08                    360                     358                      6                      0                      0                   0.375                  6.375 Tukwila                WA                                       98168 Single Family                          199920                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                      412000                2403.33                    360                     358                  6.625                      0                      0                   0.375                      7 Seattle                WA                                       98105 2-4 Family                             412000                20060501                     80 No MI                                1.00E+17                    2.75               20110401                     12                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GIII                     G02                                                   115804.52                 762.04                    360                     358                  6.625                      0                      0                    0.25                  6.875 OCEAN SPRINGS          MS                                       39564 Condominium                            116000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.875                  2.375                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 ADN1
GI                       G01                                                      462400                3034.50                    360                     357                    7.5                      0                      0                   0.375                  7.875 Sylmar                 CA                                       91342 Single Family                          462400                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 12.875                      2                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360301 AFL2
GI                       G02                                                      180000                1162.50                    360                     359                  7.375                      0                      0                   0.375                   7.75 Hollywood              FL                                       33024 Condominium                            180000                20060601                     80 No MI                                1.00E+17                    2.25               20130501                  12.75                  1.875                       1 First Lien                                    Y                                           84 Prepay                                    360                      84 N                                    20360501 AFL2
GII                      G02                                                      172000                 931.67                    360                     349                  6.125                      0                      0                   0.375                    6.5 MIAMI SPRINGS          FL                                       33166 Single Family                          172000                20050801                     80 No MI                                1.00E+17                    2.25               20100701                   11.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20350701 AFL2
GII                      G02                                                      417000                2432.50                    360                     360                  6.625                      0                      0                   0.375                      7 Frederick              MD                                       21701 PUD                                    417000                20060701            74.73000336 No MI                                1.00E+17                    2.25               20110601                     12                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360601 AFL2
GIII                     G02                                                      219513                1189.03                    360                     358                   6.25                      0                      0                    0.25                    6.5 LAS VEGAS              NV                                       89149 PUD                                    219513                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   11.5                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 ADN1
GI                       G02                                                      272000                1898.33                    360                     358                      8                      0                      0                   0.375                  8.375 Miami                  FL                                       33155 Single Family                          272000                20060501                     80 No MI                                                            2.25               20110401                 13.375                      2                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 AFL2
GIII                     G02                                                      259973                1462.35                    360                     358                    6.5                      0                      0                    0.25                   6.75 TOLLESON               AZ                                       85353 PUD                                    259973                20060501            79.98999786 No MI                                1.00E+17                    2.25               20110401                  11.75                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G01                                                      359375                1871.74                    360                     358                      6                      0                      0                    0.25                   6.25 MANAHAWKIN             NJ                                        8050 Single Family                          360000                20060501            66.05999756 No MI                                1.00E+17                    2.25               20110401                  12.25                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 ADN1
GII                      G02                                                   207469.95                1296.75                    360                     358                      6                      0                      0                   0.375                  6.375 DRAPER                 UT                                       84020 Single Family                          207856                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.375                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                    395997.5                2557.48                    360                     358                  7.375                      0                      0                   0.375                   7.75 South Gate             CA                                       90280 Single Family                          396000                20060501                     80 No MI                                                            2.25               20110401                  12.75                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GIII                     G02                                                      172000                 967.50                    360                     358                    6.5                      0                      0                    0.25                   6.75 MARTIN                 MI                                       49070 Single Family                          172000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  11.75                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 ADN1
GI                       G02                                                      260000                1706.25                    360                     357                    7.5                      0                      0                   0.375                  7.875 Hagerstown             MD                                       21740 Single Family                          260000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 13.875                      2                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GIII                     G02                                                   163461.99                 868.39                    360                     358                  6.125                      0                      0                    0.25                  6.375 THORNTON               CO                                       80241 Condominium                            163462                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.375                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G02                                                       82650                 473.52                    360                     357                  6.625                      0                      0                    0.25                  6.875 IRVINE                 KY                                       40336 Single Family                           82650                20060401                     95 Radian Guaranty                      1.00E+17                    2.25               20110301                 11.875                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360301 ADN1
GI                       G03                                                      360000                2250.00                    360                     359                  7.125                      0                      0                   0.375                    7.5 BELTSVILLE             MD                                       20705 Single Family                          360000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   13.5                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G01                                                      370250                2314.06                    360                     359                   7.25                      0                      0                    0.25                    7.5 STUART                 FL                                       34997 PUD                                    370250                20060601            79.98999786 No MI                                1.00E+17                    2.25               20110501                   12.5                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G02                                                      328000                1776.67                    360                     359                   6.25                      0                      0                    0.25                    6.5 WHITE PLAINS           MD                                       20695 Single Family                          328000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   11.5                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G02                                                      150000                 843.75                    360                     358                    6.5                      0                      0                    0.25                   6.75 VENICE                 FL                                       34292 PUD                                    150000                20060501            44.40999985 No MI                                1.00E+17                    2.25               20110401                  11.75                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G03                                                      115500                 721.88                    360                     359                  7.125                      0                      0                   0.375                    7.5 Atlanta                GA                                       30316 Single Family                          115500                20060601                     70 No MI                                1.00E+17                    2.25               20110501                   12.5                      2                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 AFL2
GIII                     G01                                                      107200                 536.00                    360                     358                   5.75                      0                      0                    0.25                      6 LADSON                 SC                                       29456 Single Family                          107200                20060501                     80 No MI                                1.00E+17                    2.25               20110401                     11                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G02                                                   204522.17                1320.87                    360                     357                  7.375                      0                      0                   0.375                   7.75 Gilbert                AZ                                       85296 PUD                                    204800                20060401                     80 No MI                                1.00E+17                    2.25               20110301                  12.75                      2                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G02                                                      111272                 718.63                    360                     358                  7.375                      0                      0                   0.375                   7.75 Fort Myers             FL                                       33905 2-4 Family                             112000                20060501                     70 No MI                                1.00E+17                    2.25               20110401                  12.75                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      194925                1279.20                    360                     356                    7.5                      0                      0                   0.375                  7.875 OLD BRIDGE TOWNSHIP    NJ                                        8857 Condominium                            194925                20060301            74.97000122 No MI                                1.00E+17                    2.25               20110201                 12.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360201 AFL2
GII                      G02                                                      410400                2308.50                    360                     358                  6.375                      0                      0                   0.375                   6.75 LONG BEACH             CA                                       90806 Single Family                          410400                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  11.75                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GIII                     G02                                                   150275.98                 861.31                    360                     358                  6.625                      0                      0                    0.25                  6.875 DENVER                 CO                                       80249 PUD                                    150400                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.875                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 ADN1
GIII                     G02                                                      149550                 810.06                    360                     358                   6.25                      0                      0                    0.25                    6.5 LONGS                  SC                                       29568 Single Family                          149550                20060501            79.98000336 No MI                                1.00E+17                    2.25               20110401                   11.5                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GII                      G02                                                      200000                1145.83                    360                     359                    6.5                      0                      0                   0.375                  6.875 EVERETT                WA                                       98204 Single Family                          200000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.875                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GIII                     G01                                                      344000                1755.83                    360                     358                  5.875                      0                      0                    0.25                  6.125 LAURELTON              NY                                       11413 Single Family                          344000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.125                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GII                      G02                                                      152250                 872.27                    360                     359                    6.5                      0                      0                   0.375                  6.875 PHOENIX                AZ                                       85016 Condominium                            152250                20060601                     75 No MI                                1.00E+17                    2.25               20110501                 11.875                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GIII                     G02                                                      186351                1009.40                    360                     358                   6.25                      0                      0                    0.25                    6.5 GLEN ALLEN             VA                                       23060 PUD                                    186351                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   11.5                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GII                      G02                                                      352800                2021.25                    360                     356                    6.5                      0                      0                   0.375                  6.875 Passaic                NJ                                        7055 2-4 Family                             352800                20060301                     80 No MI                                1.00E+17                    2.25               20110201                 11.875                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360201 AFL2
GI                       G02                                                      220000                1535.42                    360                     358                      8                      0                      0                   0.375                  8.375 Fort Myers             FL                                       33919 Single Family                          220000                20060501                     80 No MI                                                            2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G01                                                      447800                3078.63                    360                     358                  7.875                      0                      0                   0.375                   8.25 Berlin                 MD                                       21811 Condominium                            447800                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  14.25                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                   239692.87                1803.04                    360                     358                  7.875                      0                      0                   0.375                   8.25 MILWAUKIE              OR                                       97222 2-4 Family                             240000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  13.25                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 AFL2
GIII                     G02                                                      332000                1902.08                    360                     358                  6.625                      0                      0                    0.25                  6.875 COMPTON                CA                                       90221 Single Family                          332000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.875                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 ADN1
GII                      G02                                                      150000                 859.38                    360                     358                    6.5                      0                      0                   0.375                  6.875 CAPE CORAL             FL                                       33904 Condominium                            150000                20060501            34.09000015 No MI                                1.00E+17                    2.25               20110401                 11.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G01                                                      468000                3266.25                    360                     358                      8                      0                      0                   0.375                  8.375 SCOTTSDALE             AZ                                       85258 Single Family                          468000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GIII                     G02                                                   345372.72                2186.96                    360                     358                   6.25                      0                      0                    0.25                    6.5 RIVERSIDE              CA                                       92501 Single Family                          346000                20060501                     80 No MI                                1.00E+17                    2.75               20110401                   11.5                  1.875                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G03                                                      251950                 997.30                    360                     358                    4.5                      0                      0                    0.25                   4.75 LEESBURG               VA                                       20175 Condominium                            251950                20060501            79.98999786 No MI                                1.00E+17                    2.25               20110401                   9.75                    2.5                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G02                                                      285300                1545.38                    360                     358                   6.25                      0                      0                    0.25                    6.5 SHREWSBURY             PA                                       17361 PUD                                    285300                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   11.5                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 ADN1
GII                      G02                                                    76395.57                 490.04                    360                     358                   6.25                      0                      0                   0.375                  6.625 Katy                   TX                                       77449 PUD                                     76531                20060501                     65 No MI                                1.00E+17                    2.25               20110401                 11.625                      2                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 AFL2
GIII                     G02                                                      346000                1874.17                    360                     359                   6.25                      0                      0                    0.25                    6.5 SANTA ANA              CA                                       92707 Single Family                          346000                20060601            58.63999939 No MI                                1.00E+17                    2.25               20110501                   11.5                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G02                                                      117600                 820.75                    360                     358                      8                      0                      0                   0.375                  8.375 Collinsville           IL                                       62234 Single Family                          117600                20060501                     70 No MI                                1.00E+17                    2.25               20110401                 13.375                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                      152000                 870.84                    360                     360                    6.5                      0                      0                   0.375                  6.875 MELROSE                TN                                       37204 Single Family                          152000                20060701                     80 No MI                                1.00E+17                    2.25               20110601                 11.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GIII                     G02                                                      298400                1616.33                    360                     359                   6.25                      0                      0                    0.25                    6.5 FRESNO                 CA                                       93722 Single Family                          298400                20060601            79.90000153 No MI                                1.00E+17                    2.25               20110501                   11.5                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G01                                                      613040                4086.93                    360                     357                  7.625                      0                      0                   0.375                      8 Denver                 CO                                       80207 Single Family                          613040                20060401                     80 No MI                                1.00E+17                    2.25               20110301                     13                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GIII                     G02                                                   318721.14                2018.19                    360                     358                   6.25                      0                      0                    0.25                    6.5 SAN ANTONIO            TX                                       78248 Single Family                          319300                20060501            79.98999786 No MI                                1.00E+17                    2.25               20110401                   11.5                  1.875                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 ADN1
GII                      G02                                                      348000                2030.00                    360                     359                  6.625                      0                      0                   0.375                      7 Big Bear Lake          CA                                       92315 Single Family                          348000                20060601                     80 No MI                                                            2.25               20110501                     12                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 WALN
GI                       G03                                                      340000                2089.58                    360                     358                      7                      0                      0                   0.375                  7.375 Woodbridge             VA                                       22193 Single Family                          340000                20060501                     80 No MI                                                            2.25               20110401                 12.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 WALN
GI                       G02                                                      136000                 892.50                    360                     357                    7.5                      0                      0                   0.375                  7.875 Fort Pierce            FL                                       34950 Single Family                          136000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 12.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GIII                     G02                                                      176000                 971.67                    360                     359                  6.375                      0                      0                    0.25                  6.625 HENDERSON              NV                                       89015 PUD                                    176000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.625                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G03                                                      121308                 745.54                    360                     358                      7                      0                      0                   0.375                  7.375 Durham                 NC                                       27703 PUD                                    121308                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.375                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GIII                     G02                                                      260000                1408.33                    360                     358                   6.25                      0                      0                    0.25                    6.5 AVON                   CO                                       81620 Condominium                            260000                20060501            59.77000046 No MI                                1.00E+17                    2.25               20110401                   11.5                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G02                                                      186320                1048.05                    360                     359                    6.5                      0                      0                    0.25                   6.75 CUMMING                GA                                       30041 PUD                                    186320                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  11.75                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G03                                                    707998.5                4351.24                    360                     358                      7                      0                      0                   0.375                  7.375 Cupertino              CA                                       95014 Single Family                          708000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.375                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      276750                1845.00                    360                     358                  7.625                      0                      0                   0.375                      8 FORT WORTH             TX                                       76179 PUD                                    276750                20060501                     75 No MI                                1.00E+17                    2.25               20110401                     13                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                   101043.74                 742.94                    360                     357                  7.625                      0                      0                   0.375                      8 Stone Mountain         GA                                       30087 Single Family                          101250                20060401                     75 No MI                                1.00E+17                    2.25               20110301                     13                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360301 AFL2
GIII                     G02                                                      291950                1581.40                    360                     358                   6.25                      0                      0                    0.25                    6.5 BOYNTON BEACH          FL                                       33426 PUD                                    291950                20060501            79.98999786 No MI                                1.00E+17                    2.25               20110401                   11.5                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G03                                                      182335                 911.68                    360                     358                   5.75                      0                      0                    0.25                      6 STUART                 FL                                       34997 Condominium                            182335                20060501                     95 Republic MIC                         1.00E+17                    2.25               20110401                     11                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G02                                                       78000                 560.63                    360                     359                   8.25                      0                      0                   0.375                  8.625 Portsmouth             VA                                       23704 2-4 Family                              78000                20060601                     80 No MI                                1.00E+17                    2.25               20160501                 13.625                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                     120 N                                    20360501 AFL2
GIII                     G01                                                      165347                 706.17                    360                     358                  4.875                      0                      0                    0.25                  5.125 MONUMENT               CO                                       80132 PUD                                    165347                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 10.125                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G02                                                      228400                1308.54                    360                     359                  6.625                      0                      0                    0.25                  6.875 SEATAC                 WA                                       98168 Single Family                          228400                20060601            77.41999817 No MI                                1.00E+17                    2.25               20110501                 11.875                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G02                                                      178520                 985.58                    360                     358                  6.375                      0                      0                    0.25                  6.625 CUMMING                GA                                       30040 PUD                                    178520                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.625                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G02                                                      236954                1530.33                    360                     358                  7.375                      0                      0                   0.375                   7.75 MESA                   AZ                                       85206 PUD                                    236954                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.75                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 WALN
GII                      G02                                                      160000                 933.34                    360                     359                  6.625                      0                      0                   0.375                      7 Apopka                 FL                                       32703 Condominium                            160000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     12                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 WALN
GII                      G01                                                      206400                1204.00                    360                     358                  6.625                      0                      0                   0.375                      7 SUN CITY               CA                                       92586 PUD                                    206400                20060501                     80 No MI                                1.00E+17                    2.25               20090401                     13                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      36 N                                    20360401 WALN
GI                       G03                                                   141599.61                 885.00                    360                     358                  7.125                      0                      0                   0.375                    7.5 Las Vegas              NV                                       89121 PUD                                    141600                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                      253472                1452.19                    360                     358                    6.5                      0                      0                   0.375                  6.875 Surprise               AZ                                       85374 PUD                                    253472                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 WALN
GI                       G02                                                      233600                1533.00                    360                     359                    7.5                      0                      0                   0.375                  7.875 LAYTON                 UT                                       84040 Single Family                          233600                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      195990                1265.77                    360                     359                  7.375                      0                      0                   0.375                   7.75 PALM BAY               FL                                       32907 Single Family                          195990                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      255600                1650.75                    360                     357                  7.375                      0                      0                   0.375                   7.75 Lancaster              CA                                       93535 Single Family                          255600                20060401                     80 No MI                                1.00E+17                    2.25               20110301                  12.75                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G03                                                      368800                2266.58                    360                     356                      7                      0                      0                   0.375                  7.375 Conyers                GA                                       30094 Single Family                          368800                20060301                     80 No MI                                                            2.25               20110201                 12.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360201 AFL2
GI                       G02                                                   191864.49                1375.51                    360                     359                  7.375                      0                      0                   0.375                   7.75 st augustine           FL                                       32092 PUD                                    192000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  13.75                  1.875                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G02                                                      375000                1992.19                    360                     360                      6                      0                      0                   0.375                  6.375 DALLAS                 TX                                       75209 Single Family                          375000                20060701            67.44999695 No MI                                1.00E+17                    2.25               20110601                 11.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GI                       G02                                                      292000                1885.83                    360                     359                  7.375                      0                      0                   0.375                   7.75 LAS VEGAS              NV                                       89129 Single Family                          292000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.75                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      220000                1420.83                    360                     359                  7.375                      0                      0                   0.375                   7.75 VEYO                   UT                                       84782 Single Family                          220000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.75                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      380000                2454.17                    360                     359                  7.375                      0                      0                   0.375                   7.75 Phoenix                AZ                                       85050 PUD                                    380000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.75                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G02                                                      258750                1401.56                    360                     356                  6.125                      0                      0                   0.375                    6.5 Frederick              MD                                       21702 PUD                                    258750                20060301                     75 No MI                                1.00E+17                    2.25               20110201                   11.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360201 AFL2
GI                       G02                                                      189000                1260.00                    360                     359                  7.625                      0                      0                   0.375                      8 CROFTON                MD                                       21114 Condominium                            189000                20060601            79.98999786 No MI                                1.00E+17                    2.25               20110501                     13                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G02                                                      220872                1196.39                    360                     360                  6.125                      0                      0                   0.375                    6.5 LENEXA                 KS                                       66227 PUD                                    220872                20060701                     80 No MI                                1.00E+17                    2.25               20110601                   11.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GI                       G01                                                      607000                3856.98                    360                     359                   7.25                      0                      0                   0.375                  7.625 MITCHELLVILLE          MD                                       20721 Single Family                          607000                20060601            79.98999786 No MI                                1.00E+17                    2.25               20110501                 12.625                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G03                                                      399000                2493.75                    360                     360                  7.125                      0                      0                   0.375                    7.5 WILMINGTON             CA                                       90744 2-4 Family                             399000                20060701                     70 No MI                                1.00E+17                    2.25               20110601                   12.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GI                       G02                                                      144000                 915.00                    360                     359                   7.25                      0                      0                   0.375                  7.625 PHOENIX                AZ                                       85006 Single Family                          144000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.625                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      115200                 756.00                    360                     359                    7.5                      0                      0                   0.375                  7.875 COLORADO SPRINGS       CO                                       80911 Single Family                          115200                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      149250                 979.45                    360                     360                    7.5                      0                      0                   0.375                  7.875 Tucson                 AZ                                       85719 Single Family                          149250                20060701                     75 No MI                                1.00E+17                    2.25               20110601                 12.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GI                       G02                                                      344000                2293.33                    360                     359                  7.625                      0                      0                   0.375                      8 PEORIA                 AZ                                       85382 Single Family                          344000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     13                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      540000                3768.75                    360                     359                      8                      0                      0                   0.375                  8.375 STAMFORD               CT                                        6902 2-4 Family                             540000                20060601                     75 No MI                                1.00E+17                    2.25               20110501                 14.375                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      213000                1442.19                    360                     358                   7.75                      0                      0                   0.375                  8.125 Las Vegas              NV                                       89122 PUD                                    213000                20060501            79.98999786 No MI                                1.00E+17                    2.25               20110401                 13.125                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      301700                1917.05                    360                     358                   7.25                      0                      0                   0.375                  7.625 South Lebanon          OH                                       45065 PUD                                    301700                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.625                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 AFL2
GIII                     G02                                                      181424                 982.71                    360                     358                   6.25                      0                      0                    0.25                    6.5 ORLANDO                FL                                       32828 PUD                                    181424                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   11.5                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G02                                                      320000                2066.67                    360                     357                  7.375                      0                      0                   0.375                   7.75 Woodbridge             VA                                       22193 Single Family                          320000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                  12.75                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G02                                                      160000                1016.67                    360                     359                   7.25                      0                      0                   0.375                  7.625 MIAMI                  FL                                       33196 Condominium                            160000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.625                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GIII                     G02                                                      336000                1890.00                    360                     358                    6.5                      0                      0                    0.25                   6.75 HONOLULU               HI                                       96815 Condominium                            336000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  11.75                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G02                                                       85200                 594.62                    360                     358                      8                      0                      0                   0.375                  8.375 Denver                 CO                                       80229 Condominium                             85200                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GIII                     G01                                                      195000                 995.31                    360                     358                  5.385                   0.49                      0                    0.25                  6.125 JACKSONVILLE           FL                                       32221 PUD                                    195000                20060501            89.86000061 Republic MIC                         1.00E+17                   2.875               20110401                 11.125                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G02                                                   201628.17                1534.43                    360                     358                      8                      0                      0                   0.375                  8.375 Roselle                NJ                                        7203 Single Family                          201880                20060501                     80 No MI                                                            2.25               20110401                 13.375                  2.135                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G01                                                      231400                1446.25                    360                     358                   7.25                      0                      0                    0.25                    7.5 PINELLAS PARK          FL                                       33781 PUD                                    231400                20060501            79.98999786 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GII                      G01                                                      110400                 609.50                    360                     359                   6.25                      0                      0                   0.375                  6.625 Saint Cloud            FL                                       34769 Single Family                          110400                20060601                     80 No MI                                1.00E+17                    2.25               20090501                 12.625                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      36 N                                    20360501 AFL2
GI                       G01                                                      640000                4466.67                    360                     358                      8                      0                      0                   0.375                  8.375 Henderson              NV                                       89011 Condominium                            640000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      150400                 987.00                    360                     358                    7.5                      0                      0                   0.375                  7.875 Grand Junction         CO                                       81501 Single Family                          150400                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      266400                1885.56                    360                     360                   7.25                      0                      0                   0.375                  7.625 BEAVERTON              OR                                       97008 Single Family                          266400                20060701                     80 No MI                                1.00E+17                    2.25               20110601                 12.625                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360601 AFL2
GIII                     G02                                                      124000                 671.67                    360                     358                   6.25                      0                      0                    0.25                    6.5 QUEEN CREEK            AZ                                       85243 PUD                                    124000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   11.5                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GII                      G03                                                    79076.07                 540.28                    360                     358                  6.875                      0                      0                   0.375                   7.25 Hinkley                CA                                       92347 Single Family                           79200                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.25                      2                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G01                                                      860000                5643.75                    360                     357                    7.5                      0                      0                   0.375                  7.875 Myrtle Beach           SC                                       29579 Single Family                          860000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 12.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G01                                                      176850                1142.16                    360                     358                    7.5                      0                      0                    0.25                   7.75 EDINBURG               VA                                       22824 Single Family                          176850                20060501                     90 United Guaranty                      1.00E+17                    2.25               20110401                  12.75                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GII                      G03                                                   760343.58                3643.31                    360                     357                  5.375                      0                      0                   0.375                   5.75 Fairfax                VA                                       22030 Single Family                          760400                20060401                     80 No MI                                1.00E+17                    2.25               20110301                  10.75                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G01                                                      200000                1208.33                    360                     358                      7                      0                      0                    0.25                   7.25 CLERMONT               FL                                       34714 PUD                                    200000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.25                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G02                                                      237000                1596.71                    360                     360                   6.75                      0                      0                   0.375                  7.125 FORT MYERS             FL                                       33913 PUD                                    237000                20060701                  64.75 No MI                                1.00E+17                    2.25               20160601                 12.125                      2                       1 First Lien                                    N                                            0 No_PP                                     360                     120 N                                    20360601 AFL2
GIII                     G02                                                      216700                1218.94                    360                     358                    6.5                      0                      0                    0.25                   6.75 RUSKIN                 FL                                       33570 PUD                                    216700                20060501            79.97000122 No MI                                1.00E+17                    2.25               20110401                  11.75                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G02                                                      266550                1721.47                    360                     359                  7.375                      0                      0                   0.375                   7.75 GILBERT                AZ                                       85297 PUD                                    266550                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.75                      2                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      318750                2224.61                    360                     358                      8                      0                      0                   0.375                  8.375 LOS ANGELES            CA                                       90044 2-4 Family                             318750                20060501                     75 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GIII                     G02                                                      284050                1627.37                    360                     358                  6.625                      0                      0                    0.25                  6.875 LAS VEGAS              NV                                       89120 Single Family                          284050                20060501                     95 GE Capital MI                        1.00E+17                    2.25               20110401                 11.875                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G01                                                      168750                1037.11                    360                     358                  7.125                      0                      0                    0.25                  7.375 KAPLAN                 LA                                       70548 Single Family                          168750                20060501            74.66999817 No MI                                1.00E+17                    2.25               20110401                 12.375                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 ADN1
GI                       G01                                                   126216.46                 894.65                    360                     358                  7.375                      0                      0                    0.25                  7.625 OCEAN SPRINGS          MS                                       39564 Condominium                            126400                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.625                      2                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 ADN1
GI                       G01                                                   663988.32                4288.26                    360                     356                  7.375                      0                      0                   0.375                   7.75 SAN MARCOS             CA                                       92078 PUD                                    664000                20060301                     80 No MI                                1.00E+17                    2.25               20110201                  12.75                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360201 AFL2
GIII                     G02                                                      292000                1642.50                    360                     358                    6.5                      0                      0                    0.25                   6.75 HESPERIA               CA                                       92345 Single Family                          292000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.75                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G02                                                    125043.8                 951.62                    360                     358                      8                      0                      0                   0.375                  8.375 Pleasantville          NJ                                        8232 Single Family                          125200                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                      2                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GIII                     G02                                                      380000                2097.92                    360                     356                  6.375                      0                      0                    0.25                  6.625 REDLANDS               CA                                       92373 Single Family                          380000                20060301            78.34999847 No MI                                1.00E+17                    2.25               20110201                 11.625                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360201 ADN1
GI                       G01                                                       96000                 600.00                    360                     358                   7.25                      0                      0                    0.25                    7.5 SAFFORD                AZ                                       85546 Single Family                           96000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 ADN1
GI                       G02                                                      123409                 835.58                    360                     359                   7.75                      0                      0                   0.375                  8.125 Pearland               TX                                       77584 PUD                                    123409                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.125                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GIII                     G01                                                       84000                 402.50                    360                     358                    5.5                      0                      0                    0.25                   5.75 DALLAS                 TX                                       75231 Condominium                             84000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  10.75                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G03                                                      216000                1350.00                    360                     358                  7.125                      0                      0                   0.375                    7.5 Manassas               VA                                       20110 PUD                                    216000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                      2                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      270000                1743.75                    360                     359                  7.375                      0                      0                   0.375                   7.75 Las Vegas              NV                                       89131 PUD                                    270000                20060601            79.41000366 No MI                                1.00E+17                    2.25               20110501                  12.75                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 WALN
GII                      G02                                                      291262                1608.01                    360                     356                   6.25                      0                      0                   0.375                  6.625 CARMEL                 IN                                       46033 PUD                                    291312                20060301                     80 No MI                                1.00E+17                    2.25               20110201                 11.625                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360201 AFL2
GIII                     G03                                                      519000                3297.81                    360                     359                  7.375                      0                      0                    0.25                  7.625 LANCASTER              CA                                       93536 Single Family                          519000                20060601            79.98999786 No MI                                1.00E+17                    2.25               20110501                 12.625                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G01                                                      475000                3117.19                    360                     359                  7.625                      0                      0                    0.25                  7.875 BOSTON                 MA                                        2118 Condominium                            475000                20060601            74.80000305 No MI                                1.00E+17                    2.25               20110501                 12.875                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G03                                                      463272                2316.36                    360                     356                   5.75                      0                      0                    0.25                      6 LINCOLN                CA                                       95648 Single Family                          463272                20060301                     80 No MI                                1.00E+17                    2.25               20110201                     11                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360201 ADN1
GIII                     G03                                                      730000                4258.33                    360                     358                   6.75                      0                      0                    0.25                      7 RIPON                  CA                                       95366 Single Family                          730000                20060501            66.36000061 No MI                                1.00E+17                    2.25               20110401                     12                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G03                                                      446000                2746.10                    360                     360                      6                      0                      0                    0.25                   6.25 GIG HARBOR             WA                                       98335 Single Family                          446000                20060701            66.06999969 No MI                                1.00E+17                    2.25               20110601                  11.25                      2                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360601 ADN1
GIII                     G03                                                     3500000               23697.92                    360                     358                  7.875                      0                      0                    0.25                  8.125 CARPINTERIA            CA                                       93013 Single Family                         3500000                20060501            23.32999992 No MI                                1.00E+17                    2.25               20110401                 13.125                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 ADN1
GIII                     G03                                                      600000                3375.00                    360                     359                    6.5                      0                      0                    0.25                   6.75 UPLAND                 CA                                       91784 PUD                                    600000                20060601            79.79000092 No MI                                1.00E+17                    2.25               20110501                  11.75                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G03                                                      455500                2419.84                    360                     358                  6.125                      0                      0                    0.25                  6.375 WASHINGTON             DC                                       20015 Single Family                          455500                20060501            58.77000046 No MI                                1.00E+17                    2.25               20110401                 11.375                      2                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 ADN1
GIII                     G03                                                      448000                2473.33                    360                     359                  6.375                      0                      0                    0.25                  6.625 FAIR OAKS              CA                                       95628 Single Family                          448000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.625                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G03                                                      520000                2979.17                    360                     359                  6.625                      0                      0                    0.25                  6.875 ORANGE                 CA                                       92869 Single Family                          520000                20060601            73.23999786 No MI                                1.00E+17                    2.25               20110501                 11.875                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G02                                                      248000                1575.83                    360                     358                   7.25                      0                      0                   0.375                  7.625 Manassas               VA                                       20109 PUD                                    248000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.625                      2                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 AFL2
GIII                     G03                                                      685000                3639.06                    360                     359                  6.125                      0                      0                    0.25                  6.375 CASTAIC                CA                                       91384 PUD                                    685000                20060601            57.08000183 No MI                                1.00E+17                    2.25               20110501                 11.375                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G03                                                      489150                2853.38                    360                     358                   6.75                      0                      0                    0.25                      7 LAS VEGAS              NV                                       89178 PUD                                    489150                20060501                     80 No MI                                1.00E+17                    2.25               20110401                     12                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G03                                                      460000                2539.58                    360                     360                  6.375                      0                      0                    0.25                  6.625 WATERTOWN              MA                                        2472 Single Family                          460000                20060701            71.98999786 No MI                                1.00E+17                    2.25               20110601                 11.625                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 ADN1
GIII                     G03                                                      515000                2843.23                    360                     359                  6.375                      0                      0                    0.25                  6.625 WALL TWP               NJ                                        7719 Single Family                          515000                20060601            65.19000244 No MI                                1.00E+17                    2.25               20110501                 11.625                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G03                                                      456000                2280.00                    360                     359                   5.75                      0                      0                    0.25                      6 WINTER PARK            FL                                       32792 Single Family                          456000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     11                      2                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GIII                     G03                                                      589650                2886.83                    360                     359                  5.625                      0                      0                    0.25                  5.875 SOUTH RIDING           VA                                       20152 PUD                                    589650                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 10.875                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G01                                                   603801.19                3962.45                    360                     354                  7.625                      0                      0                    0.25                  7.875 CASTRO VALLEY          CA                                       94546 Single Family                          604000                20060101                     80 No MI                                1.00E+17                    2.25               20101201                 12.875                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20351201 ADN1
GIII                     G03                                                      500000                2708.33                    360                     359                   6.25                      0                      0                    0.25                    6.5 SIMI VALLEY            CA                                       93065 PUD                                    500000                20060601            58.47999954 No MI                                1.00E+17                    2.25               20110501                   11.5                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GIII                     G03                                                      455900                2421.97                    360                     359                  6.125                      0                      0                    0.25                  6.375 FAIRFAX                VA                                       22033 PUD                                    455900                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.375                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G03                                                   145568.41                1023.65                    360                     355                  7.125                      0                      0                   0.375                    7.5 Brooklyn Center        MN                                       55429 Single Family                          146400                20060201                     80 No MI                                1.00E+17                    2.25               20110101                   12.5                      2                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360101 AFL2
GII                      G02                                                      178850                 950.14                    360                     358                      6                      0                      0                   0.375                  6.375 La Mesa                CA                                       91941 Single Family                          178850                20060501                   36.5 No MI                                1.00E+17                    2.25               20110401                 11.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      199550                1309.55                    360                     357                    7.5                      0                      0                   0.375                  7.875 Chicago                IL                                       60624 2-4 Family                             199550                20060401                     65 No MI                                                            2.25               20110301                 12.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G01                                                      400000                2416.67                    360                     359                      7                      0                      0                    0.25                   7.25 FALLBROOK              CA                                       92028 Single Family                          400000                20060601            57.97000122 No MI                                1.00E+17                    2.25               20110501                  12.25                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G03                                                      217454                1336.44                    360                     360                      7                      0                      0                   0.375                  7.375 ST PAUL                TX                                       75098 PUD                                    217454                20060701                     80 No MI                                1.00E+17                    2.25               20110601                 12.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GI                       G02                                                      195828                1060.73                    360                     358                  6.125                      0                      0                   0.375                    6.5 Chicago                IL                                       60626 Condominium                            195828                20060501                     65 No MI                                1.00E+17                   2.375               20080401                   11.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      24 N                                    20360401 AFL2
GIII                     G01                                                   243751.23                1443.35                    360                     359                  5.625                      0                      0                    0.25                  5.875 MCKINNEY               TX                                       75070 PUD                                    244000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 10.875                      2                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G03                                                    153247.2                1060.88                    360                     357                      7                      0                      0                   0.375                  7.375 Buford                 GA                                       30519 PUD                                    153600                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 12.375                      2                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360301 AFL2
GII                      G02                                                      225000                1242.19                    360                     358                   6.25                      0                      0                   0.375                  6.625 Hilton Head Island     SC                                       29926 PUD                                    225000                20060501                  56.25 No MI                                1.00E+17                    2.25               20110401                 12.625                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GIII                     G02                                                      328800                1918.00                    360                     358                   6.75                      0                      0                    0.25                      7 HARMONY                FL                                       34773 PUD                                    328800                20060501                     80 No MI                                1.00E+17                    2.25               20110401                     12                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G02                                                      315200                1707.33                    360                     360                   6.25                      0                      0                    0.25                    6.5 WHITE PLAINS           MD                                       20695 PUD                                    315200                20060701                     80 No MI                                1.00E+17                    2.25               20110601                   11.5                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360601 ADN1
GIII                     G02                                                      235800                1352.08                    360                     359                  6.625                      0                      0                    0.25                  6.875 LOS ANGELES            CA                                       93543 Single Family                          236000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.875                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G02                                                   109402.76                 710.81                    360                     358                    6.5                      0                      0                    0.25                   6.75 TAMPA                  FL                                       33618 Condominium                            109592                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  11.75                      2                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 ADN1
GII                      G02                                                      276000                1581.25                    360                     358                    6.5                      0                      0                   0.375                  6.875 Hilton Head Island     SC                                       29928 PUD                                    276000                20060501            64.94000244 No MI                                1.00E+17                    2.25               20110401                 12.875                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G01                                                       77520                 508.73                    360                     359                  7.625                      0                      0                    0.25                  7.875 TAMPA                  FL                                       33614 Condominium                             77520                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.875                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GIII                     G01                                                      250392                1199.80                    360                     359                    5.5                      0                      0                    0.25                   5.75 # 141              ESCOCA                                       92027 Condominium                            250392                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  10.75                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GII                      G02                                                   162973.11                 882.77                    360                     358                  6.125                      0                      0                   0.375                    6.5 Hilton Head Island     SC                                       29926 Condominium                            163000                20060501            71.48999786 No MI                                1.00E+17                    2.25               20110401                   12.5                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GIII                     G02                                                    123935.8                 658.41                    360                     358                  6.125                      0                      0                    0.25                  6.375 LAS VEGAS              NV                                       89103 Condominium                            124000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.375                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G01                                                   174226.38                1045.62                    360                     359                   5.75                      0                      0                    0.25                      6 ROCKY RIVER            OH                                       44116 Single Family                          174400                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     11                      2                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G02                                                      171192                 998.62                    360                     358                   6.75                      0                      0                    0.25                      7 LAS VEGAS              NV                                       89128 Condominium                            171192                20060501                     80 No MI                                1.00E+17                    2.25               20110401                     12                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 ADN1
GII                      G02                                                      176350                1010.34                    360                     359                    6.5                      0                      0                   0.375                  6.875 Buckeye                AZ                                       85326 PUD                                    176350                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.875                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G02                                                      335250                1885.78                    360                     358                  6.375                      0                      0                   0.375                   6.75 Lexington              SC                                       29072 PUD                                    335250                20060501                     75 No MI                                                            2.25               20110401                  11.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GIII                     G01                                                    269189.6                1618.79                    360                     357                   5.75                      0                      0                    0.25                      6 WEST YARMOUTH          MA                                        2673 Single Family                          270000                20060401                   67.5 No MI                                1.00E+17                    2.25               20110301                     11                  1.875                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360301 ADN1
GIII                     G01                                                   115596.17                 626.17                    360                     359                   5.82                   0.43                      0                    0.25                    6.5 KALAMAZOO              MI                                       49048 Single Family                          115600                20060601                     85 United Guaranty                      1.00E+17                   2.875               20110501                   11.5                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G01                                                      123920                 748.68                    360                     359                      7                      0                      0                    0.25                   7.25 MIAMI                  FL                                       33015 Condominium                            123920                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.25                  2.195                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GIII                     G02                                                      124500                 687.34                    360                     359                  6.375                      0                      0                    0.25                  6.625 BOISE                  ID                                       83706 Single Family                          124500                20060601                     50 No MI                                1.00E+17                    2.25               20110501                 11.625                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G01                                                      247500                1366.41                    360                     358                  5.885                   0.49                      0                    0.25                  6.625 WEBSTER                MA                                        1570 Single Family                          247500                20060501                     90 Republic MIC                         1.00E+17                   2.875               20110401                 11.625                      2                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 ADN1
GI                       G01                                                      245700                1561.22                    360                     358                  6.845                   0.53                      0                    0.25                  7.625 BROCKTON               MA                                        2302 Single Family                          245700                20060501                     90 Republic MIC                         1.00E+17                   2.875               20110401                 12.625                  2.135                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G03                                                      264000                1650.00                    360                     358                  7.125                      0                      0                   0.375                    7.5 HEMET                  CA                                       92544 Single Family                          264000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                  2.095                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G03                                                     1995000               11845.31                    360                     357                   6.75                      0                      0                   0.375                  7.125 Rolling Hills          CA                                       90274 Single Family                         1995000                20060401            62.34000015 No MI                                1.00E+17                    2.25               20110301                 13.125                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GI                       G01                                                     1000000                6562.50                    360                     359                    7.5                      0                      0                   0.375                  7.875 CHANTILLY              VA                                       20151 Single Family                         1000000                20060601            68.97000122 No MI                                1.00E+17                    2.25               20110501                 12.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G03                                                      184000                1092.50                    360                     357                   6.75                      0                      0                   0.375                  7.125 Atlanta                GA                                       30319 Single Family                          184000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 12.125                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G02                                                      264000                1677.50                    360                     358                   7.25                      0                      0                   0.375                  7.625 Midway                 GA                                       31320 Single Family                          264000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.625                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GIII                     G01                                                      306960                1598.75                    360                     358                      6                      0                      0                    0.25                   6.25 SARASOTA               FL                                       34238 PUD                                    306960                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  11.25                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G02                                                      408000                2635.00                    360                     357                  7.375                      0                      0                   0.375                   7.75 Benicia                CA                                       94510 Single Family                          408000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                  12.75                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GI                       G03                                                      332800                2080.00                    360                     358                  7.125                      0                      0                   0.375                    7.5 Ashland                MA                                        1721 Single Family                          332800                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   13.5                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GIII                     G01                                                      397500                1987.50                    360                     359                   5.75                      0                      0                    0.25                      6 VIRGINIA BEACH         VA                                       23454 Single Family                          397500                20060601                     75 No MI                                1.00E+17                    2.25               20110501                     11                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G02                                                      282000                1556.88                    360                     360                  6.375                      0                      0                    0.25                  6.625 AURORA                 IL                                       60503 Single Family                          282000                20060701            75.19999695 No MI                                1.00E+17                    2.25               20110601                 11.625                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360601 ADN1
GIII                     G01                                                      243600                1192.63                    360                     358                  5.385                   0.24                      0                    0.25                  5.875 POTTSTOWN              PA                                       19464 PUD                                    243600                20060501            84.29000092 Republic MIC                         1.00E+17                   2.625               20110401                 10.875                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G02                                                    55964.29                 420.71                    360                     359                  7.875                      0                      0                   0.375                   8.25 INDIANAPOLIS           IN                                       46225 Single Family                           56000                20060601                     70 No MI                                1.00E+17                    2.25               20110501                  13.25                  2.135                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G03                                                      255500                1543.65                    360                     358                  6.875                      0                      0                   0.375                   7.25 Litchfield Park        AZ                                       85340 Single Family                          255500                20060501                     70 No MI                                1.00E+17                    2.25               20110401                  12.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                      417000                2345.63                    360                     358                  6.375                      0                      0                   0.375                   6.75 Hilton Head            SC                                       29926 PUD                                    417000                20060501            68.36000061 No MI                                1.00E+17                    2.25               20110401                  12.75                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G01                                                      320000                2000.00                    360                     359                   7.25                      0                      0                    0.25                    7.5 ELKRIDGE               MD                                       21075 Single Family                          320000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   12.5                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GIII                     G03                                                   115847.25                 587.75                    360                     359                   4.25                      0                      0                    0.25                    4.5 LAS VEGAS              NV                                       89103 Condominium                            116000                20060601            72.05000305 No MI                                1.00E+17                    2.25               20110501                    9.5                      2                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G02                                                      135318                 888.02                    360                     358                    7.5                      0                      0                   0.375                  7.875 Pearland               TX                                       77584 PUD                                    135318                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.875                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                      315250                1707.60                    360                     358                  6.125                      0                      0                   0.375                    6.5 OKATIE                 SC                                       29909 PUD                                    315250                20060501                     65 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GIII                     G02                                                   280787.59                1871.16                    360                     358                   6.75                      0                      0                    0.25                      7 SANDY                  UT                                       84092 Single Family                          281250                20060501                     75 No MI                                1.00E+17                    2.25               20110401                     12                  1.875                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 ADN1
GIII                     G03                                                      401050                1879.92                    360                     359                  5.375                      0                      0                    0.25                  5.625 ANAHEIM                CA                                       92804 Single Family                          401050                20060601                     65 No MI                                1.00E+17                    2.25               20110501                 10.625                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G03                                                      307420                1921.38                    360                     359                  7.125                      0                      0                   0.375                    7.5 FREDERICK              MD                                       21702 Townhouse                              307420                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   13.5                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GIII                     G02                                                      183240                1011.64                    360                     358                  6.375                      0                      0                    0.25                  6.625 ORLANDO                FL                                       32828 PUD                                    183240                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.625                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G02                                                   181335.93                1147.20                    360                     359                   6.25                      0                      0                    0.25                    6.5 RUTHER GLEN            VA                                       22546 PUD                                    181500                20060601                     75 No MI                                1.00E+17                    2.25               20110501                   11.5                      2                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G01                                                      525600                3777.75                    360                     359                   8.25                      0                      0                   0.375                  8.625 Santa Rosa             CA                                       95403 Single Family                          525600                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.625                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      158080                1020.93                    360                     357                  7.375                      0                      0                   0.375                   7.75 Richmond               VA                                       23220 Single Family                          158080                20060401                     80 No MI                                1.00E+17                    2.25               20110301                  12.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GII                      G02                                                      137600                 788.33                    360                     357                    6.5                      0                      0                   0.375                  6.875 Covington              GA                                       30016 PUD                                    137600                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 11.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GII                      G02                                                      116359                 666.64                    360                     357                    6.5                      0                      0                   0.375                  6.875 OKATIE                 SC                                       29909 PUD                                    116359                20060401                     65 No MI                                1.00E+17                    2.25               20110301                 12.875                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G01                                                      330000                1993.75                    360                     359                      7                      0                      0                    0.25                   7.25 LOMPOC                 CA                                       93436 Single Family                          330000                20060601            70.20999908 No MI                                1.00E+17                    2.25               20110501                  12.25                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G01                                                   277327.28                1943.47                    360                     357                   6.59                   0.66                      0                    0.25                    7.5 MARLBOROUGH            MA                                        1752 Single Family                          277950                20060401                     85 PMI                                  1.00E+17                    3.25               20110301                   13.5                      2                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360301 ADN1
GII                      G02                                                      263000                1479.38                    360                     358                  6.375                      0                      0                   0.375                   6.75 OAKLAND                CA                                       94621 Single Family                          263000                20060501            74.08000183 No MI                                1.00E+17                    2.25               20110401                  11.75                   2.34                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G03                                                    71969.36                 485.65                    360                     358                   6.75                      0                      0                   0.375                  7.125 Mount Calvary          WI                                       53057 2-4 Family                              72085                20060501                     65 No MI                                1.00E+17                    2.25               20110401                 12.125                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                      364000                2123.33                    360                     358                  6.625                      0                      0                   0.375                      7 Hilton Head Island     SC                                       29928 Condominium                            364000                20060501                     65 No MI                                                            2.25               20110401                     12                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                   288625.98                1833.98                    360                     358                   7.25                      0                      0                   0.375                  7.625 Orlando                FL                                       32832 PUD                                    288626                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.625                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GIII                     G03                                                      390000                1909.38                    360                     359                  5.625                      0                      0                    0.25                  5.875 SAN DIMAS              CA                                       91773 PUD                                    390000                20060601            64.45999908 No MI                                1.00E+17                    2.25               20110501                 10.875                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 ADN1
GII                      G02                                                      325000                1760.42                    360                     358                  6.125                      0                      0                   0.375                    6.5 Hilton Head Island     SC                                       29928 Condominium                            325000                20060501            59.09000015 No MI                                1.00E+17                       2               20110401                   11.5                      2                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 AFL2
GIII                     G01                                                      364650                1899.22                    360                     358                      6                      0                      0                    0.25                   6.25 LITTLETON              CO                                       80123 PUD                                    364650                20060501            79.98999786 No MI                                1.00E+17                    2.25               20110401                  11.25                  1.625                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G02                                                    204823.5                1329.63                    360                     359                    6.5                      0                      0                    0.25                   6.75 GLENDALE               AZ                                       85308 Single Family                          205000                20060601            73.20999908 No MI                                1.00E+17                    2.25               20110501                  11.75                      2                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 ADN1
GII                      G02                                                      191000                1114.17                    360                     358                  6.625                      0                      0                   0.375                      7 Hilton Head Island     SC                                       29928 Condominium                            191000                20060501            65.41000366 No MI                                1.00E+17                    2.25               20110401                     12                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GIII                     G02                                                      325550                1797.31                    360                     358                  6.375                      0                      0                    0.25                  6.625 CUTLER BAY             FL                                       33190 PUD                                    325550                20060501            79.98999786 No MI                                1.00E+17                    2.25               20110401                 11.625                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G01                                                      334858                1709.17                    360                     350                  5.345                   0.53                      0                    0.25                  6.125 FREDERICKSBURG         VA                                       22401 PUD                                    334858                20050901                     90 Republic MIC                         1.00E+17                    2.75               20100801                 11.125                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20350801 ADN1
GI                       G02                                                      260000                1751.67                    360                     360                   6.75                      0                      0                   0.375                  7.125 FORT MYERS             FL                                       33913 PUD                                    260000                20060701                     65 No MI                                1.00E+17                    2.25               20160601                 12.125                   1.97                       1 First Lien                                    N                                            0 No_PP                                     360                     120 N                                    20360601 AFL2
GII                      G02                                                      168750                 949.22                    360                     358                  6.375                      0                      0                   0.375                   6.75 Hilton Head Island     SC                                       29928 Condominium                            168750                20060501                     75 No MI                                1.00E+17                    2.25               20110401                  12.75                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GIII                     G02                                                   327758.12                2052.45                    360                     356                  6.125                      0                      0                    0.25                  6.375 HEBER CITY             UT                                       84032 Single Family                       328986.32                20060301            79.26999664 No MI                                       0                    2.25               20110201                 11.375                  1.875                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360201 ADN1
GII                      G03                                                      185200                1118.92                    360                     358                  6.875                      0                      0                   0.375                   7.25 Phoenix                AZ                                       85041 Single Family                          185200                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.25                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GIII                     G01                                                    77575.41                 395.96                    360                     358                  5.385                   0.49                      0                    0.25                  6.125 MCGEE                  MO                                       63763 Single Family                           77580                20060501                     90 Republic MIC                         1.00E+17                   2.875               20110401                 11.125                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G02                                                      177600                1128.50                    360                     357                   7.25                      0                      0                   0.375                  7.625 LAS VEGAS              NV                                       89142 Single Family                          177600                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 12.625                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GIII                     G01                                                    311681.9                1845.60                    360                     359                  5.625                      0                      0                    0.25                  5.875 WOODBRIDGE             VA                                       22192 PUD                                    312000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 10.875                  1.875                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G01                                                      233800                1144.65                    360                     358                  5.625                      0                      0                    0.25                  5.875 PASADENA               MD                                       21122 PUD                                    233800                20060501            63.18999863 No MI                                1.00E+17                    2.25               20110401                 11.875                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G02                                                      259760                1758.79                    360                     359                   7.75                      0                      0                   0.375                  8.125 LA MARQUE              TX                                       77568 PUD                                    259760                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.125                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      132900                 927.53                    360                     359                      8                      0                      0                   0.375                  8.375 PRINEVILLE             OR                                       97754 Single Family                          132900                20060601            74.98999786 No MI                                1.00E+17                    2.25               20110501                 13.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GIII                     G02                                                   240787.37                1543.15                    360                     359                  6.375                      0                      0                    0.25                  6.625 FOREST LAKE            MN                                       55025 Single Family                          241000                20060601            57.38000107 No MI                                1.00E+17                    2.25               20110501                 11.625                  1.875                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G01                                                      308000                1572.08                    360                     359                  5.875                      0                      0                    0.25                  6.125 ORMOND BEACH           FL                                       32174 PUD                                    308000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.125                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G01                                                      228000                1116.25                    360                     358                  5.305                   0.32                      0                    0.25                  5.875 CENTRAL POINT          OR                                       97502 Single Family                          228000                20060501            89.41000366 YES                                  1.00E+17                    2.75               20110401                 11.875                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G03                                                   112383.01                 674.49                    360                     359                   5.75                      0                      0                    0.25                      6 SMITHFIELD             VA                                       23430 Single Family                          112500                20060601            68.18000031 No MI                                1.00E+17                    2.25               20110501                     11                   2.18                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G03                                                      121600                 595.33                    360                     358                  5.625                      0                      0                    0.25                  5.875 UPPER MARLBORO         MD                                       20774 Condominium                            121600                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 10.875                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G02                                                      119200                 844.33                    360                     359                  8.125                      0                      0                   0.375                    8.5 Charlotte              NC                                       28210 Single Family                          119200                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   13.5                      2                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G03                                                      180000                1275.00                    360                     360                  8.125                      0                      0                   0.375                    8.5 HUGO                   MN                                       55038 PUD                                    180000                20060701                     80 No MI                                1.00E+17                    2.25               20110601                   13.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GI                       G02                                                      124000                 839.58                    360                     357                   7.75                      0                      0                   0.375                  8.125 Twentynine Palms       CA                                       92277 Single Family                          124000                20060401                   77.5 No MI                                1.00E+17                    2.25               20110301                 13.125                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GI                       G03                                                      126700                 778.68                    360                     357                      7                      0                      0                   0.375                  7.375 Stone Mountain         GA                                       30083 PUD                                    126700                20060401                     70 No MI                                1.00E+17                    2.25               20110301                 13.375                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GI                       G02                                                    55964.29                 420.71                    360                     359                  7.875                      0                      0                   0.375                   8.25 INDIANAPOLIS           IN                                       46201 Single Family                           56000                20060601                     70 No MI                                1.00E+17                    2.25               20110501                  13.25                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G02                                                      110000                 618.75                    360                     357                  6.375                      0                      0                   0.375                   6.75 Richmond               VA                                       23223 Single Family                          110000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                  11.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G02                                                      346250                2344.40                    360                     358                   7.75                      0                      0                   0.375                  8.125 Sacramento             CA                                       95827 PUD                                    346250                20060501            79.98999786 No MI                                1.00E+17                    2.25               20110401                 13.125                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GIII                     G01                                                   186096.47                1162.08                    360                     359                  5.775                   0.35                      0                    0.25                  6.375 SPIRIT LAKE            IA                                       51360 Single Family                          186269                20060601            83.90000153 PMI                                  1.00E+17                    2.75               20110501                 11.375                  1.875                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 ADN1
GII                      G02                                                      234380                1342.80                    360                     358                    6.5                      0                      0                   0.375                  6.875 Hilton Head Island     SC                                       29926 PUD                                    234380                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.875                   2.15                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GIII                     G02                                                      164000                 956.67                    360                     358                   6.75                      0                      0                    0.25                      7 AURORA                 CO                                       80012 Single Family                          164000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                     13                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G02                                                      292800                1586.00                    360                     359                   6.25                      0                      0                    0.25                    6.5 SHORELINE              WA                                       98155 Single Family                          292800                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   11.5                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G01                                                      145600                 940.33                    360                     358                    7.5                      0                      0                    0.25                   7.75 DESTIN                 FL                                       32541 Condominium                            145600                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.75                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G03                                                      206800                1292.50                    360                     358                  7.125                      0                      0                   0.375                    7.5 Leesburg               VA                                       20176 Condominium                            206800                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                      328000                1845.00                    360                     358                  6.375                      0                      0                   0.375                   6.75 Hilton Head Island     SC                                       29926 PUD                                    328000                20060501            61.31000137 No MI                                1.00E+17                    2.25               20110401                  12.75                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GIII                     G01                                                      158000                 806.46                    360                     359                  5.875                      0                      0                    0.25                  6.125 BRICK                  NJ                                        8724 PUD                                    158000                20060601            67.51999664 No MI                                1.00E+17                    2.25               20110501                 11.125                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G02                                                      360000                2025.00                    360                     359                    6.5                      0                      0                    0.25                   6.75 FALLS CHURCH           VA                                       22043 Single Family                          360000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  11.75                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G01                                                    103501.7                 637.88                    360                     359                      6                      0                      0                    0.25                   6.25 JEFFERSONVILLE         IN                                       47130 Single Family                          103600                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  11.25                      2                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360501 ADN1
GII                      G02                                                      224800                1194.25                    360                     356                      6                      0                      0                   0.375                  6.375 Littleton              CO                                       80127 PUD                                    224800                20060301                     80 No MI                                1.00E+17                    2.25               20110201                 12.375                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360201 AFL2
GII                      G03                                                      131000                 777.81                    360                     358                   6.75                      0                      0                   0.375                  7.125 Elko                   MN                                       55020 Townhouse                              131000                20060501            73.59999847 No MI                                1.00E+17                    2.25               20110401                 12.125                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G03                                                      111200                 660.25                    360                     359                   6.75                      0                      0                   0.375                  7.125 LOUISVILLE             KY                                       40218 Single Family                          111200                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.125                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                       94760                 671.22                    360                     359                  8.125                      0                      0                   0.375                    8.5 HUDSON                 FL                                       34667 PUD                                     94760                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   13.5                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G03                                                      238000                1462.71                    360                     359                      7                      0                      0                   0.375                  7.375 GOODYEAR               AZ                                       85338 PUD                                    238000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      172725                1097.52                    360                     359                   7.25                      0                      0                   0.375                  7.625 Casa Grande            AZ                                       85222 PUD                                    172725                20060601                     70 No MI                                1.00E+17                    2.25               20110501                 12.625                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      178400                1170.75                    360                     359                    7.5                      0                      0                   0.375                  7.875 Walla Walla            WA                                       99362 Single Family                          178400                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G03                                                      116102                 713.54                    360                     358                      7                      0                      0                   0.375                  7.375 Fort Worth             TX                                       76131 PUD                                    116102                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GIII                     G02                                                      146400                 808.25                    360                     358                  6.375                      0                      0                    0.25                  6.625 PENSACOLA              FL                                       32514 PUD                                    146400                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.625                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 ADN1
GI                       G01                                                   250816.08                1593.77                    360                     358                  6.635                   0.74                      0                    0.25                  7.625 ORLANDO                FL                                       32828 PUD                                  250828.5                20060501                     95 GE Capital MI                        1.00E+17                    3.25               20110401                 12.625                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G02                                                   175688.58                1126.95                    360                     358                  6.375                      0                      0                    0.25                  6.625 RIFLE                  CO                                       81650 Single Family                          176000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.625                   2.26                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 ADN1
GI                       G03                                                   399458.33                2455.00                    360                     358                      7                      0                      0                   0.375                  7.375 Pinole                 CA                                       94564 Single Family                          400000                20060501            54.79000092 No MI                                1.00E+17                    2.25               20110401                 12.375                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GIII                     G02                                                   136359.95                 767.02                    360                     358                    6.5                      0                      0                    0.25                   6.75 FEDERAL WAY            WA                                       98023 Condominium                            136360                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  11.75                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 ADN1
GIII                     G02                                                      176200                1046.19                    360                     359                  6.875                      0                      0                    0.25                  7.125 DAVENPORT              FL                                       33897 PUD                                    176200                20060601            74.98000336 No MI                                1.00E+17                    2.25               20110501                 12.125                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G02                                                     63886.3                 458.50                    360                     358                  7.375                      0                      0                   0.375                   7.75 PLAINWELL              MI                                       49080 Single Family                           64000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.75                      2                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 AFL2
GIII                     G02                                                      200000                1104.17                    360                     358                  6.375                      0                      0                    0.25                  6.625 MIAMI                  FL                                       33183 PUD                                    200000                20060501            75.47000122 No MI                                1.00E+17                    2.25               20110401                 11.625                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 ADN1
GIII                     G02                                                      335750                1958.54                    360                     358                   6.48                   0.27                      0                    0.25                      7 PINE KNOLL SHORES      NC                                       28512 Single Family                          335750                20060501                     85 PMI                                  1.00E+17                    2.75               20110401                     13                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G02                                                      363065                2080.06                    360                     359                  6.625                      0                      0                    0.25                  6.875 LANCASTER              CA                                       93536 Single Family                          363065                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.875                   2.23                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G01                                                      235600                1178.00                    360                     358                   5.75                      0                      0                    0.25                      6 ENUMCLAW               WA                                       98022 Single Family                          235600                20060501                     80 No MI                                1.00E+17                    2.25               20110401                     12                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G03                                                      209600                1288.17                    360                     359                      7                      0                      0                   0.375                  7.375 Orland Park            IL                                       60462 Single Family                          209600                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.375                      2                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 AFL2
GIII                     G02                                                      124990                 768.17                    360                     358                  7.125                      0                      0                    0.25                  7.375 RENTON                 WA                                       98055 Condominium                            125000                20060501            78.12999725 No MI                                1.00E+17                    2.25               20110401                 12.375                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G01                                                      146320                 746.84                    360                     359                  5.875                      0                      0                    0.25                  6.125 BOISE                  ID                                       83706 PUD                                    146320                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.125                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GIII                     G02                                                      156750                 947.03                    360                     358                      7                      0                      0                    0.25                   7.25 CHARLESTON             SC                                       29412 Single Family                          156750                20060501                     75 No MI                                1.00E+17                    2.25               20110401                  12.25                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G02                                                      189200                1202.21                    360                     358                   7.25                      0                      0                   0.375                  7.625 Aurora                 CO                                       80010 2-4 Family                             189200                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.625                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GIII                     G02                                                   199919.69                1062.08                    360                     359                  6.125                      0                      0                    0.25                  6.375 CHARLOTTESVILLE        VA                                       22911 Single Family                          199920                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.375                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G02                                                      236350                1575.67                    360                     360                  7.625                      0                      0                   0.375                      8 HUGO                   MN                                       55038 PUD                                    236350                20060701            79.98999786 No MI                                                            2.25               20110601                     13                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GIII                     G01                                                      256000                1333.33                    360                     359                      6                      0                      0                    0.25                   6.25 ALEXANDRIA             VA                                       22315 PUD                                    256000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  11.25                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G02                                                      260000                1625.00                    360                     358                   7.25                      0                      0                    0.25                    7.5 GILBERT                AZ                                       85296 PUD                                    260000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GII                      G03                                                      428960                2144.80                    360                     355                  5.625                      0                      0                   0.375                      6 Mountain House         CA                                       95391 Single Family                          428960                20060201                     80 No MI                                1.00E+17                    2.25               20110101                     11                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360101 AFL2
GIII                     G02                                                      201600                1092.00                    360                     359                   6.25                      0                      0                    0.25                    6.5 MESA                   AZ                                       85202 PUD                                    201600                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   11.5                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G01                                                      573930                3288.14                    360                     359                    6.5                      0                      0                   0.375                  6.875 PORTLAND               OR                                       97229 Single Family                          573930                20060601                     70 No MI                                1.00E+17                   2.375               20080501                 11.875                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      24 N                                    20360501 AFL2
GI                       G03                                                      138750                 867.19                    360                     359                  7.125                      0                      0                   0.375                    7.5 NAMPA                  ID                                       83687 PUD                                    138750                20060601                     75 No MI                                1.00E+17                    2.25               20110501                   12.5                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G02                                                      308000                1764.58                    360                     358                    6.5                      0                      0                   0.375                  6.875 PHOENIX                AZ                                       85024 PUD                                    308000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.875                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      348800                2289.00                    360                     359                    7.5                      0                      0                   0.375                  7.875 SPRINGFIELD            VA                                       22153 Single Family                          348800                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G03                                                      650000                3723.96                    360                     359                    6.5                      0                      0                   0.375                  6.875 LOS ANGELES            CA                                       90230 Single Family                          650000                20060601            74.29000092 No MI                                1.00E+17                    2.25               20110501                 12.875                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      198750                1366.41                    360                     359                  7.875                      0                      0                   0.375                   8.25 PHOENIX                AZ                                       85048 PUD                                    198750                20060601                     75 No MI                                1.00E+17                    2.25               20110501                  13.25                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G03                                                      528632                3193.82                    360                     358                  6.875                      0                      0                   0.375                   7.25 SACRAMENTO             CA                                       95829 Single Family                          528632                20060501                     80 No MI                                                            2.25               20110401                  12.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      108000                 708.75                    360                     359                    7.5                      0                      0                   0.375                  7.875 Jonesboro              GA                                       30236 Single Family                          108000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GIII                     G02                                                      312800                1889.83                    360                     359                      7                      0                      0                    0.25                   7.25 HIGHLANDS RANCH        CO                                       80130 PUD                                    312800                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.25                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 ADN1
GII                      G03                                                      488800                2647.67                    360                     358                  6.125                      0                      0                   0.375                    6.5 FULLERTON              CA                                       92835 Single Family                          488800                20060501                     65 No MI                                1.00E+17                    2.25               20110401                   11.5                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G03                                                      121600                 620.67                    360                     360                   5.75                      0                      0                   0.375                  6.125 LITTLETON              CO                                       80123 Condominium                            121600                20060701                     80 No MI                                1.00E+17                    2.25               20110601                 11.125                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GIII                     G02                                                      155820                 892.72                    360                     358                  6.625                      0                      0                    0.25                  6.875 CORAL SPRINGS          FL                                       33065 Condominium                            155920                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.875                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 ADN1
GIII                     G02                                                      117600                 771.75                    360                     358                  7.625                      0                      0                    0.25                  7.875 WASHINGTON TERRACE     UT                                       84405 Single Family                          117600                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.875                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G02                                                      127200                 662.50                    360                     359                      6                      0                      0                    0.25                   6.25 MARIETTA               GA                                       30062 Single Family                          127200                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  11.25                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GII                      G03                                                     1400000                8020.83                    360                     357                    6.5                      0                      0                   0.375                  6.875 Elk Ridge              UT                                       84651 Single Family                         1400000                20060401                     70 No MI                                                            2.25               20110301                 11.875                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G02                                                      290200                2025.35                    360                     358                      8                      0                      0                   0.375                  8.375 Woodbury               MN                                       55129 PUD                                    290200                20060501            79.98000336 No MI                                                            2.25               20110401                 13.375                      2                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 AFL2
GIII                     G02                                                      156000                 877.50                    360                     358                    6.5                      0                      0                    0.25                   6.75 LAWRENCEVILLE          GA                                       30043 PUD                                    156000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  11.75                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G02                                                      234532                1539.12                    360                     354                    7.5                      0                      0                   0.375                  7.875 ORLANDO                FL                                       32835 Condominium                            234532                20060101                     80 No MI                                1.00E+17                    2.25               20101201                 12.875                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20351201 AFL2
GIII                     G01                                                      342400                1640.67                    360                     359                    5.5                      0                      0                    0.25                   5.75 FREDERICK              MD                                       21701 Single Family                          342400                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  10.75                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G03                                                      115500                 709.84                    360                     360                      7                      0                      0                   0.375                  7.375 Atlanta                GA                                       30318 Single Family                          115500                20060701                     70 No MI                                1.00E+17                    2.25               20110601                 12.375                      2                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360601 AFL2
GIII                     G03                                                      179100                 932.81                    360                     358                      6                      0                      0                    0.25                   6.25 ROSLINDALE             MA                                        2131 Condominium                            179250                20060501                     75 No MI                                1.00E+17                    2.25               20110401                  11.25                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G01                                                   143284.92                 815.35                    360                     358                   5.25                      0                      0                    0.25                    5.5 APACHE JUNCTION        AZ                                       85220 PUD                                    143600                20060501            64.38999939 No MI                                1.00E+17                    2.25               20110401                   10.5                      2                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 ADN1
GII                      G02                                                      111920                 641.21                    360                     358                    6.5                      0                      0                   0.375                  6.875 DIVIDE                 CO                                       80814 Single Family                          111920                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.875                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                   191883.69                1476.31                    360                     359                  8.125                      0                      0                   0.375                    8.5 CRETE                  IL                                       60417 PUD                                    192000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   13.5                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                   127545.17                 956.59                    360                     354                  8.625                      0                      0                   0.375                      9 Spring                 TX                                       77373 Single Family                          127612                20060101                     70 No MI                                1.00E+17                    2.25               20101201                     14                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20351201 AFL2
GIII                     G02                                                      358000                1901.88                    360                     358                  6.125                      0                      0                    0.25                  6.375 HAYWARD                CA                                       94544 Condominium                            358000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.375                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 ADN1
GIII                     G02                                                      114000                 617.50                    360                     359                   6.25                      0                      0                    0.25                    6.5 SPRING HILL            FL                                       34606 Single Family                          114000                20060601            72.61000061 No MI                                1.00E+17                    2.25               20110501                   11.5                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G02                                                      108800                 702.67                    360                     358                    7.5                      0                      0                    0.25                   7.75 OKLAHOMA CITY          OK                                       73135 PUD                                    108800                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.75                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 ADN1
GIII                     G01                                                   109393.58                 665.33                    360                     359                  5.875                      0                      0                    0.25                  6.125 SEFFNER                FL                                       33584 Single Family                          109500                20060601                     75 No MI                                1.00E+17                    2.25               20110501                 11.125                      2                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G03                                                      125643                 785.27                    360                     359                  7.125                      0                      0                   0.375                    7.5 NAMPA                  ID                                       83686 PUD                                    125643                20060601                     75 No MI                                1.00E+17                    2.25               20110501                   12.5                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      119200                 794.67                    360                     359                  7.625                      0                      0                   0.375                      8 Arlington              TX                                       76015 Single Family                          119200                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     13                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G03                                                      311700                1948.13                    360                     360                  7.125                      0                      0                   0.375                    7.5 AUBURN                 WA                                       98001 PUD                                    311700                20060701                     75 No MI                                1.00E+17                    2.25               20110601                   12.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GI                       G02                                                       59920                 418.19                    360                     358                      8                      0                      0                   0.375                  8.375 LITTLE RIVER           SC                                       29566 Condominium                             59920                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      178447                1189.65                    360                     359                  7.625                      0                      0                   0.375                      8 HURST                  TX                                       70053 2-4 Family                             178447                20060601                     75 No MI                                1.00E+17                    2.25               20110501                     13                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      176000                1118.33                    360                     357                   7.25                      0                      0                   0.375                  7.625 Kent                   WA                                       98031 Single Family                          176000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 12.625                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360301 AFL2
GII                      G02                                                      192444                1122.59                    360                     357                  6.625                      0                      0                   0.375                      7 LAWRENCEVILLE          GA                                       30044 PUD                                    192444                20060401                     80 No MI                                1.00E+17                    2.25               20110301                     12                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GII                      G02                                                       85863                 465.09                    360                     355                  6.125                      0                      0                   0.375                    6.5 Greenfield             IN                                       46140 PUD                                     85863                20060201                     75 No MI                                1.00E+17                    2.25               20110101                   11.5                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360101 AFL2
GII                      G03                                                      240000                1450.00                    360                     357                  6.875                      0                      0                   0.375                   7.25 Marietta               GA                                       30066 Single Family                          240000                20060401                     80 No MI                                                            2.25               20110301                  12.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G02                                                    78228.69                 554.91                    360                     357                   7.25                      0                      0                   0.375                  7.625 Mabton                 WA                                       98935 Single Family                           78400                20060401                     70 No MI                                1.00E+17                    2.25               20110301                 12.625                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360301 AFL2
GIII                     G02                                                   275756.49                1767.26                    360                     359                  6.375                      0                      0                    0.25                  6.625 BURKE                  VA                                       22015 PUD                                    276000                20060601            57.86000061 No MI                                1.00E+17                    2.25               20110501                 11.625                  1.875                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G02                                                      191900                1219.36                    360                     359                   7.25                      0                      0                   0.375                  7.625 PORT SAINT LUCIE       FL                                       34953 Single Family                          191900                20060601            79.98999786 No MI                                1.00E+17                    2.25               20110501                 12.625                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      104000                 704.17                    360                     358                   7.75                      0                      0                   0.375                  8.125 TAMPA                  FL                                       33610 Single Family                          104000                20060501                     80 No MI                                                            2.25               20110401                 13.125                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      183750                1205.86                    360                     358                    7.5                      0                      0                   0.375                  7.875 Atlanta                GA                                       30310 Single Family                          183750                20060501                     75 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G03                                                      494000                2830.21                    360                     359                    6.5                      0                      0                   0.375                  6.875 Grover Beach           CA                                       93433 Single Family                          494000                20060601            79.68000031 No MI                                1.00E+17                    2.25               20110501                 11.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GIII                     G01                                                    296955.5                1577.58                    360                     357                  5.635                   0.49                      0                    0.25                  6.375 STONEHAM               ME                                        4231 Single Family                          297000                20060401                     90 Republic MIC                         1.00E+17                   2.875               20110301                 11.375                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360301 ADN1
GIII                     G02                                                      136000                 722.50                    360                     359                  6.125                      0                      0                    0.25                  6.375 BALTIMORE              MD                                       21239 Single Family                          136000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.375                  2.135                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GII                      G02                                                    95938.03                 539.65                    360                     358                  6.375                      0                      0                   0.375                   6.75 Massillon              OH                                       44646 Single Family                           96000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  11.75                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GIII                     G01                                                      259000                1241.04                    360                     359                    5.5                      0                      0                    0.25                   5.75 TALLAHASSEE            FL                                       32309 Single Family                          259000                20060601            84.91999817 United Guaranty                      1.00E+17                    2.25               20110501                  10.75                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G02                                                   191747.97                1425.59                    360                     358                   7.75                      0                      0                   0.375                  8.125 Arvin                  CA                                       93203 2-4 Family                             192000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.125                      2                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G01                                                  1928191.68               14673.95                    360                     358                      8                      0                      0                   0.375                  8.375 Round Hill             VA                                       20141 Single Family                         1930600                20060501                     70 No MI                                1.00E+17                   3.875               20080401                 13.375                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      24 N                                    20360401 AFL2
GIII                     G02                                                      276000                1581.25                    360                     359                  6.625                      0                      0                    0.25                  6.875 RIDGWAY                CO                                       81432 PUD                                    276000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.875                    3.5                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G03                                                      143920                 899.50                    360                     358                  7.125                      0                      0                   0.375                    7.5 Las Vegas              NV                                       89110 Single Family                          143920                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G03                                                      241500                1509.38                    360                     353                  7.125                      0                      0                   0.375                    7.5 Barboursville          VA                                       22923 Single Family                          241500                20051201                     70 No MI                                1.00E+17                     7.5               20101101                   12.5                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20351101 AFL2
GIII                     G02                                                       88000                 458.33                    360                     358                      6                      0                      0                    0.25                   6.25 FOREST PARK            GA                                       30297 Single Family                           88000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  11.25                  7.125                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 ADN1
GIII                     G02                                                      256000                1546.67                    360                     359                      7                      0                      0                    0.25                   7.25 FALL RIVER             MA                                        2720 2-4 Family                             256000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.25                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G02                                                   123770.93                 735.27                    360                     358                  6.875                      0                      0                    0.25                  7.125 HIALEAH                FL                                       33012 Condominium                            123900                20060501            79.98999786 No MI                                1.00E+17                    2.25               20110401                 12.125                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 ADN1
GIII                     G02                                                       94392                 619.45                    360                     358                  7.625                      0                      0                    0.25                  7.875 TAMPA                  FL                                       33624 Condominium                             94392                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.875                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GII                      G03                                                      124868                 754.41                    360                     358                  6.875                      0                      0                   0.375                   7.25 Moncks Corner          SC                                       29461 PUD                                    124868                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.25                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GIII                     G02                                                      155992                1023.70                    360                     358                  7.625                      0                      0                    0.25                  7.875 KISSIMMEE              FL                                       34746 PUD                                    155992                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G03                                                      417000                2606.25                    360                     358                  7.125                      0                      0                   0.375                    7.5 Las Vegas              NV                                       89138 PUD                                    417000                20060501            78.68000031 No MI                                1.00E+17                    2.25               20110401                   12.5                      2                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G03                                                      258400                1588.08                    360                     358                      7                      0                      0                   0.375                  7.375 SOUTH JORDAN           UT                                       84095 Single Family                          258400                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      292250                1917.89                    360                     360                    7.5                      0                      0                   0.375                  7.875 ST PAUL                MN                                       55123 2-4 Family                             292250                20060701                     70 No MI                                1.00E+17                    2.25               20110601                 12.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GI                       G02                                                      125200                 821.63                    360                     358                    7.5                      0                      0                   0.375                  7.875 Joliet                 IL                                       60435 Single Family                          125200                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G03                                                      105000                 656.25                    360                     357                  7.125                      0                      0                   0.375                    7.5 Sunset                 UT                                       84015 Single Family                          105000                20060401                     75 No MI                                1.00E+17                    2.25               20110301                   12.5                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360301 AFL2
GIII                     G02                                                      242800                1517.50                    360                     358                   6.76                   0.49                      0                    0.25                    7.5 ODENTON                MD                                       21113 Condominium                            242800                20060501            89.93000031 Republic MIC                         1.00E+17                   2.875               20110401                   12.5                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G02                                                   229475.29                1689.57                    360                     355                  7.625                      0                      0                   0.375                      8 Spring                 TX                                       77389 Single Family                          230260                20060201                     80 No MI                                1.00E+17                    2.25               20110101                     13                  2.135                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360101 AFL2
GI                       G03                                                      308000                1925.00                    360                     359                  7.125                      0                      0                   0.375                    7.5 NAPLES                 FL                                       34112 Single Family                          308000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   12.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GIII                     G02                                                      173520                1120.65                    360                     359                    7.5                      0                      0                    0.25                   7.75 EDMOND                 OK                                       73013 PUD                                    173520                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.75                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GIII                     G02                                                      191597                1077.73                    360                     358                    6.5                      0                      0                    0.25                   6.75 DAVENPORT              FL                                       33897 PUD                                    191597                20060501            49.13000107 No MI                                1.00E+17                    2.25               20110401                  11.75                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G02                                                    53162.45                 381.13                    360                     359                  7.375                      0                      0                   0.375                   7.75 Grand Prairie          TX                                       75051 Single Family                           53200                20060601                     70 No MI                                1.00E+17                    2.25               20110501                  12.75                      2                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G02                                                   367999.96                2108.33                    360                     357                  6.625                      0                      0                    0.25                  6.875 Oakland                MI                                       48363 Single Family                          368000                20060401            79.13999939 No MI                                1.00E+17                    2.25               20110301                 11.875                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360301 AFL2
GIII                     G02                                                      286000                1847.08                    360                     358                    7.5                      0                      0                    0.25                   7.75 BEND                   OR                                       97702 Single Family                          286000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.75                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 ADN1
GI                       G01                                                      456000                3087.50                    360                     358                   7.75                      0                      0                   0.375                  8.125 Simi Valley            CA                                       93063 Single Family                          456000                20060501                     80 No MI                                                            2.25               20110401                 13.125                      2                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G03                                                      119992                 712.45                    360                     358                   6.75                      0                      0                   0.375                  7.125 Pleasant Grove         UT                                       84062 Condominium                            119992                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.125                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                    77550.52                 582.98                    360                     359                  7.875                      0                      0                   0.375                   8.25 Macon                  GA                                       31204 Single Family                           77600                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  13.25                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G03                                                      170140                1063.38                    360                     359                  7.125                      0                      0                   0.375                    7.5 San Antonio            TX                                       78258 PUD                                    170140                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   12.5                  2.375                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G02                                                       77000                 441.15                    360                     359                    6.5                      0                      0                   0.375                  6.875 Savannah               GA                                       31419 Single Family                           77000                20060601            53.47000122 No MI                                1.00E+17                    2.75               20110501                 12.875                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G01                                                      488000                3151.67                    360                     360                  7.375                      0                      0                   0.375                   7.75 LOS ANGELES            CA                                       90034 Single Family                          488000                20060701                     80 No MI                                1.00E+17                    2.25               20110601                  13.75                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GII                      G02                                                    292956.8                1678.40                    360                     358                    6.5                      0                      0                   0.375                  6.875 Boca Raton             FL                                       33428 Condominium                          292956.8                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      115600                 758.63                    360                     359                    7.5                      0                      0                   0.375                  7.875 CROWLEY                TX                                       76036 PUD                                    115600                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      120000                 850.00                    360                     360                  8.125                      0                      0                   0.375                    8.5 MCDONOUGH              GA                                       30252 PUD                                    120000                20060701                     80 No MI                                1.00E+17                    2.25               20110601                   13.5                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360601 AFL2
GI                       G01                                                      432000                2790.00                    360                     356                  7.375                      0                      0                   0.375                   7.75 Boulder                CO                                       80304 PUD                                    432000                20060301                     80 No MI                                1.00E+17                    2.25               20110201                  12.75                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360201 AFL2
GI                       G03                                                       74550                 465.94                    360                     358                  7.125                      0                      0                   0.375                    7.5 Jonesboro              GA                                       30238 Single Family                           74550                20060501                     70 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                      172000                 967.50                    360                     359                  6.375                      0                      0                   0.375                   6.75 Friendswood            TX                                       77546 PUD                                    172000                20060601                     80 No MI                                1.00E+17                    2.75               20110501                  12.75                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G02                                                      384000                2240.00                    360                     358                  6.625                      0                      0                   0.375                      7 Beltsville             MD                                       20705 Single Family                          384000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                     12                  2.375                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G01                                                      455000                3175.52                    360                     360                      8                      0                      0                   0.375                  8.375 Lake Elsinore          CA                                       92532 Single Family                          455000                20060701                     70 No MI                                1.00E+17                    2.25               20110601                 13.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GI                       G03                                                      144480                 903.00                    360                     359                  7.125                      0                      0                   0.375                    7.5 OAKDALE                MN                                       55128 Townhouse                              144480                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   12.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      282900                1856.53                    360                     359                    7.5                      0                      0                   0.375                  7.875 Maitland               FL                                       32751 PUD                                    282900                20060601            84.97000122 Republic MIC                         1.00E+17                    2.25               20110501                 13.875                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G02                                                      348000                1885.00                    360                     359                  6.125                      0                      0                   0.375                    6.5 Manassas Park          VA                                       20111 PUD                                    348000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   12.5                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G01                                                      524000                3438.75                    360                     359                    7.5                      0                      0                   0.375                  7.875 Clovis                 CA                                       93619 Single Family                          524000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G01                                                      536000                3461.67                    360                     359                  7.375                      0                      0                   0.375                   7.75 Hopewell               NJ                                        8534 Single Family                          536000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GIII                     G01                                                      340000                1487.50                    360                     359                      5                      0                      0                    0.25                   5.25 WAIANAE                HI                                       96792 Single Family                          340000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  10.25                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G02                                                      215920                1416.98                    360                     358                    7.5                      0                      0                   0.375                  7.875 VALRICO                FL                                       33594 Single Family                          215920                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.875                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G03                                                      405400                2533.75                    360                     358                  7.125                      0                      0                   0.375                    7.5 LORTON                 VA                                       22079 Townhouse                              405400                20060501            69.98999786 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GIII                     G01                                                   140690.63                 800.58                    360                     358                   5.25                      0                      0                    0.25                    5.5 RED BLUFF              CA                                       96080 Single Family                          141000                20060501            70.84999847 No MI                                1.00E+17                    2.25               20110401                   11.5                      2                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G02                                                   311287.03                2172.52                    360                     358                      8                      0                      0                   0.375                  8.375 San Diego              CA                                       92104 Single Family                          312000                20060501                     80 No MI                                1.00E+17                   2.375               20080401                 13.375                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      24 N                                    20360401 AFL2
GII                      G02                                                      232000                1329.17                    360                     359                    6.5                      0                      0                   0.375                  6.875 Santa Maria            CA                                       93458 Single Family                          232000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.875                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G03                                                      212000                1280.83                    360                     358                  6.875                      0                      0                   0.375                   7.25 PHOENIX                AZ                                       85029 Single Family                          212000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G01                                                      316000                2073.75                    360                     358                  7.625                      0                      0                    0.25                  7.875 TACOMA                 WA                                       98409 2-4 Family                             316000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 ADN1
GI                       G02                                                       64800                 481.14                    360                     360                   7.75                      0                      0                   0.375                  8.125 PORTSMOUTH             VA                                       23703 PUD                                     64800                20060701                     80 No MI                                1.00E+17                    2.25               20110601                 13.125                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360601 AFL2
GII                      G02                                                      248000                1343.33                    360                     358                  6.125                      0                      0                   0.375                    6.5 LAS VEGAS              NV                                       89129 PUD                                    248000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   11.5                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                   371762.79                2794.71                    360                     359                  7.875                      0                      0                   0.375                   8.25 Cedar Park             TX                                       78613 PUD                                    372000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  13.25                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G03                                                      136000                 850.00                    360                     359                  7.125                      0                      0                   0.375                    7.5 Lawrenceville          GA                                       30043 PUD                                    136000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   12.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G02                                                      368000                1993.33                    360                     358                  6.125                      0                      0                   0.375                    6.5 Ontario                CA                                       91764 Condominium                            368000                20060501            79.98999786 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      292960                1922.55                    360                     360                    7.5                      0                      0                   0.375                  7.875 RIO VISTA              CA                                       94571 PUD                                    292960                20060701                     80 No MI                                1.00E+17                    2.25               20110601                 12.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GII                      G03                                                      420000                2406.25                    360                     359                    6.5                      0                      0                   0.375                  6.875 Port Saint Joe         FL                                       32456 PUD                                    420000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.875                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G03                                                      248000                1472.50                    360                     358                   6.75                      0                      0                   0.375                  7.125 Las Vegas              NV                                       89131 Single Family                          248000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.125                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      176350                1120.56                    360                     359                   7.25                      0                      0                   0.375                  7.625 Chicago                IL                                       60620 2-4 Family                             176350                20060601            79.98999786 No MI                                1.00E+17                    2.25               20110501                 12.625                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      184000                1284.17                    360                     360                      8                      0                      0                   0.375                  8.375 LAS VEGAS              NV                                       89156 PUD                                    184000                20060701                     80 No MI                                1.00E+17                    2.25               20110601                 13.375                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360601 AFL2
GIII                     G02                                                      148000                 863.33                    360                     358                   6.75                      0                      0                    0.25                      7 MUKILTEO               WA                                       98275 Condominium                            148000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                     12                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G02                                                      234760                1247.16                    360                     359                  6.125                      0                      0                    0.25                  6.375 ARLINGTON              WA                                       98223 PUD                                    234760                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.375                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G03                                                      380000                2295.83                    360                     359                      7                      0                      0                    0.25                   7.25 Encino                 CA                                       91316 Condominium                            380000                20060601            79.83000183 No MI                                1.00E+17                    2.25               20110501                  12.25                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G02                                                    330611.7                1756.37                    360                     357                  6.125                      0                      0                    0.25                  6.375 Moreno Valley          CA                                       92555 PUD                                    330700                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 11.375                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G02                                                      159900                1066.00                    360                     360                  7.625                      0                      0                   0.375                      8 Chicago                IL                                       60632 Single Family                          159900                20060701            79.98999786 No MI                                1.00E+17                     2.2               20110601                     13                      2                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360601 AFL2
GI                       G02                                                   127033.33                 966.75                    360                     358                      8                      0                      0                   0.375                  8.375 Providence Village     TX                                       76227 PUD                                    127192                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.825                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G03                                                     1540000                8983.34                    360                     358                  6.625                      0                      0                   0.375                      7 LADERA RANCH           CA                                       92694 PUD                                   1540000                20060501                     70 No MI                                1.00E+17                    2.25               20110401                     12                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 WALN
GI                       G02                                                      368000                2568.33                    360                     360                      8                      0                      0                   0.375                  8.375 Los Banos              CA                                       93635 Single Family                          368000                20060701                     80 No MI                                1.00E+17                    2.25               20110601                 13.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GI                       G02                                                      393000                2742.82                    360                     358                      8                      0                      0                   0.375                  8.375 FORT LAUDERDALE        FL                                       33301 Condominium                            393000                20060501                     75 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 WALN
GII                      G02                                                      310000                1711.46                    360                     359                   6.25                      0                      0                   0.375                  6.625 Phoenix                AZ                                       85085 PUD                                    310000                20060601            58.49000168 No MI                                1.00E+17                    2.25               20110501                 11.625                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 WALN
GI                       G02                                                      143380                 955.87                    360                     358                  7.625                      0                      0                   0.375                      8 COOLIDGE               AZ                                       85228 Single Family                          143380                20060501                     80 No MI                                1.00E+17                    2.25               20110401                     13                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GIII                     G01                                                      272000                1303.33                    360                     359                    5.5                      0                      0                    0.25                   5.75 RIALTO                 CA                                       92376 Single Family                          272000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  10.75                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GII                      G03                                                   236887.49                1406.52                    360                     358                   6.75                      0                      0                   0.375                  7.125 BUCKEYE                AZ                                       85326 PUD                                    236892                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.125                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G03                                                      399620                2414.37                    360                     358                  6.875                      0                      0                   0.375                   7.25 Manassas               VA                                       20112 Single Family                          399920                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.25                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 WALN
GI                       G03                                                      206600                1269.73                    360                     358                      7                      0                      0                   0.375                  7.375 BELMONT                NC                                       28012 Single Family                          206600                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G01                                                      215000                1298.96                    360                     358                      7                      0                      0                    0.25                   7.25 CHICAGO                IL                                       60629 2-4 Family                             215000                20060501            71.66999817 No MI                                1.00E+17                    2.25               20110401                  12.25                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GII                      G02                                                   297984.54                1936.07                    360                     358                  6.375                      0                      0                   0.375                   6.75 RIVERSIDE              CA                                       92503 Single Family                          298500                20060501            67.83999634 No MI                                1.00E+17                    2.25               20110401                  11.75                      2                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 WALN
GIII                     G01                                                      212000                1104.17                    360                     358                      6                      0                      0                    0.25                   6.25 CICERO                 IL                                       60804 2-4 Family                             212000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  11.25                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G02                                                      140992                 895.89                    360                     357                   7.25                      0                      0                   0.375                  7.625 COVINGTON              GA                                       30016 PUD                                    140992                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 12.625                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GII                      G02                                                      171592                 983.08                    360                     357                    6.5                      0                      0                   0.375                  6.875 COVINGTON              GA                                       30016 PUD                                    171592                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 11.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G02                                                      120000                 825.00                    360                     357                  7.875                      0                      0                   0.375                   8.25 CONYERS                GA                                       30012 Single Family                          120000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                  13.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G02                                                    116426.8                 751.92                    360                     356                  7.375                      0                      0                   0.375                   7.75 UNION CITY             GA                                       30291 Townhouse                              116432                20060301                     80 No MI                                1.00E+17                    2.25               20110201                  12.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360201 AFL2
GI                       G03                                                      308013                1893.00                    360                     359                      7                      0                      0                   0.375                  7.375 ANTHEM                 AZ                                       85086 PUD                                    308013                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      150750                 989.30                    360                     358                    7.5                      0                      0                   0.375                  7.875 PHOENIX                AZ                                       85013 2-4 Family                             150750                20060501                     75 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G03                                                      176250                1064.84                    360                     359                  6.875                      0                      0                   0.375                   7.25 Ormond Beach           FL                                       32176 Single Family                          176250                20060601                     75 No MI                                1.00E+17                    2.25               20110501                  12.25                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G01                                                   153141.54                 941.18                    360                     358                  6.775                   0.35                      0                    0.25                  7.375 LUTZ                   FL                                       33558 Condominium                            153200                20060501            83.72000122 PMI                                  1.00E+17                    2.75               20110401                 12.375                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G01                                                      139425                 914.98                    360                     354                    7.5                      0                      0                   0.375                  7.875 KISSIMMEE              FL                                       34747 Condominium                            139425                20060101                     75 No MI                                1.00E+17                    2.25               20101201                 12.875                   2.15                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20351201 AFL2
GII                      G02                                                      292000                1703.34                    360                     359                  6.625                      0                      0                   0.375                      7 Moreno Valley          CA                                       92557 Single Family                          292000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     12                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 WALN
GI                       G02                                                    91999.17                 594.16                    360                     356                  7.375                      0                      0                   0.375                   7.75 HAMPTON                GA                                       30228 Single Family                           92000                20060301                     80 No MI                                1.00E+17                    2.25               20110201                  12.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360201 AFL2
GII                      G02                                                      139992                 816.62                    360                     357                  6.625                      0                      0                   0.375                      7 COVINGTON              GA                                       30016 PUD                                    139992                20060401                     80 No MI                                1.00E+17                    2.25               20110301                     12                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G02                                                      193350                1248.72                    360                     356                  7.375                      0                      0                   0.375                   7.75 GREENBACKVILLE         VA                                       23356 PUD                                    193350                20060301            79.98000336 No MI                                1.00E+17                    2.25               20110201                  12.75                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360201 AFL2
GI                       G02                                                       82320                 540.23                    360                     358                    7.5                      0                      0                   0.375                  7.875 Clarksville            TN                                       37042 Single Family                           82320                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G01                                                      509950                3027.83                    360                     357                   6.75                      0                      0                   0.375                  7.125 SACRAMENTO             CA                                       95829 Single Family                          509950                20060401            79.98999786 No MI                                1.00E+17                   2.375               20080301                 12.125                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      24 N                                    20360301 AFL2
GI                       G02                                                    399999.4                2791.66                    360                     358                      8                      0                      0                   0.375                  8.375 EDINA                  MN                                       55439 Townhouse                              400000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                      379900                2176.51                    360                     358                    6.5                      0                      0                   0.375                  6.875 North Fort Myers       FL                                       33903 PUD                                    379900                20060501            79.98000336 No MI                                1.00E+17                    2.25               20110401                 11.875                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                    155323.4                1181.30                    360                     359                      8                      0                      0                   0.375                  8.375 JOLIET                 IL                                       60431 Condominium                            155420                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.375                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      108000                 731.25                    360                     359                   7.75                      0                      0                   0.375                  8.125 Atlanta                GA                                       30315 Single Family                          108000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.125                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G03                                                      195000                1178.12                    360                     359                  6.875                      0                      0                   0.375                   7.25 Ormond Beach           FL                                       32176 Single Family                          195000                20060601                     75 No MI                                1.00E+17                    2.25               20110501                  12.25                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G02                                                      233300                1312.31                    360                     358                  6.375                      0                      0                   0.375                   6.75 Fort Myers             FL                                       33913 PUD                                    233300                20060501                     65 No MI                                                            2.25               20110401                  11.75                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G03                                                      187866                1154.59                    360                     358                      7                      0                      0                   0.375                  7.375 Miramar                FL                                       33025 Condominium                            187866                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 WALN
GI                       G02                                                    347821.9                2427.51                    360                     358                      8                      0                      0                   0.375                  8.375 EDINA                  MN                                       55439 Single Family                          348000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G03                                                      200000                1187.50                    360                     358                   6.75                      0                      0                   0.375                  7.125 Ontario                CA                                       91762 Condominium                            200000                20060501            64.51999664 No MI                                1.00E+17                    2.25               20110401                 12.125                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 WALN
GII                      G03                                                      600000                3250.00                    360                     358                  6.125                      0                      0                   0.375                    6.5 San Francisco          CA                                       94110 2-4 Family                             600000                20060501            52.16999817 No MI                                1.00E+17                    2.25               20110401                   11.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      171200                1105.67                    360                     358                  7.375                      0                      0                   0.375                   7.75 Blythewood             SC                                       29016 Single Family                          171200                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.75                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G03                                                      101600                 624.42                    360                     358                      7                      0                      0                   0.375                  7.375 Denver                 CO                                       80205 Single Family                          101600                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                      417000                2258.75                    360                     358                  6.125                      0                      0                   0.375                    6.5 LINCOLN                CA                                       95648 PUD                                    417000                20060501            79.02999878 No MI                                1.00E+17                    2.25               20110401                   11.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                      178712                1023.87                    360                     358                    6.5                      0                      0                   0.375                  6.875 JACKSONVILLE           FL                                       32224 PUD                                    178712                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                      197768                1091.85                    360                     358                   6.25                      0                      0                   0.375                  6.625 ORLANDO                FL                                       32828 PUD                                    197768                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.625                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      175400                1132.79                    360                     358                  7.375                      0                      0                   0.375                   7.75 Spanaway               WA                                       98387 Single Family                          175400                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.75                    2.5                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G03                                                      328350                2052.19                    360                     357                  7.125                      0                      0                   0.375                    7.5 SANDSTON               VA                                       23150 PUD                                    328350                20060401            79.98999786 No MI                                1.00E+17                    2.25               20110301                   12.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G02                                                      150016                 968.85                    360                     357                  7.375                      0                      0                   0.375                   7.75 CHARLOTTE              NC                                       28277 PUD                                    150016                20060401                     80 No MI                                1.00E+17                    2.25               20110301                  12.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GII                      G02                                                      345491                2015.36                    360                     355                  6.625                      0                      0                   0.375                      7 Brooklyn Park          MN                                       55443 Single Family                          345491                20060201            79.08000183 No MI                                1.00E+17                    2.25               20110101                     12                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360101 AFL2
GII                      G02                                                      152800                 891.33                    360                     357                  6.625                      0                      0                   0.375                      7 OXFORD                 MI                                       48371 Single Family                          152800                20060401                     80 No MI                                1.00E+17                    2.25               20110301                     12                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360301 AFL2
GII                      G02                                                   249318.31                1580.17                    360                     357                  6.125                      0                      0                   0.375                    6.5 Wailuku                HI                                       96793 Single Family                          250000                20060401            48.09999847 No MI                                1.00E+17                    2.25               20110301                   12.5                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360301 AFL2
GII                      G02                                                      239748                1373.56                    360                     357                    6.5                      0                      0                   0.375                  6.875 Jacksonville           FL                                       32223 PUD                                    239748                20060401                     80 No MI                                1.00E+17                    2.75               20110301                 12.875                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GI                       G02                                                      272000                1955.00                    360                     360                   8.25                      0                      0                   0.375                  8.625 RENO                   NV                                       89509 Single Family                          272000                20060701                     80 No MI                                1.00E+17                    2.25               20110601                 13.625                  2.375                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GII                      G02                                                   147750.62                 972.25                    360                     358                    6.5                      0                      0                   0.375                  6.875 Knob Noster            MO                                       65336 2-4 Family                             148000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.875                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G03                                                      208000                1300.00                    360                     360                  7.125                      0                      0                   0.375                    7.5 SILVERTHORNE           CO                                       80498 Condominium                            208000                20060701                     80 No MI                                1.00E+17                    2.25               20110601                   12.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GI                       G02                                                      221250                1567.19                    360                     360                  8.125                      0                      0                   0.375                    8.5 LONGMONT               CO                                       80501 PUD                                    221250                20060701                     75 No MI                                1.00E+17                    2.25               20110601                   13.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GI                       G01                                                   110776.76                 784.64                    360                     359                  7.375                      0                      0                    0.25                  7.625 RIVERVIEW              FL                                       33569 Condominium                            110857                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.625                  1.875                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G02                                                      120000                 787.50                    360                     358                    7.5                      0                      0                   0.375                  7.875 Philadelphia           PA                                       19122 2-4 Family                             120000                20060501                     80 No MI                                                            3.75               20080401                 12.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      24 N                                    20360401 AFL2
GIII                     G01                                                      130000                 636.46                    360                     358                  5.625                      0                      0                    0.25                  5.875 ROSEBURG               OR                                       97470 Single Family                          130000                20060501            79.45999908 No MI                                1.00E+17                    2.25               20110401                 10.875                  3.375                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G02                                                      319200                1828.75                    360                     358                  6.625                      0                      0                    0.25                  6.875 BOTHELL                WA                                       98012 PUD                                    319200                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.875                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G03                                                      825000                5156.25                    360                     358                  7.125                      0                      0                   0.375                    7.5 GAITHERSBURG           MD                                       20882 Single Family                          825000                20060501                     75 No MI                                1.00E+17                    2.25               20110401                   12.5                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                   170187.44                1295.16                    360                     358                      8                      0                      0                   0.375                  8.375 Raymond                MS                                       39154 Single Family                          170400                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 AFL2
GIII                     G01                                                      182000                 758.33                    360                     359                   4.75                      0                      0                    0.25                      5 EL CAJON               CA                                       92019 Single Family                          182000                20060601            26.95999908 No MI                                1.00E+17                    2.25               20110501                     10                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G02                                                      116000                 664.58                    360                     358                  6.625                      0                      0                    0.25                  6.875 HANOVER PARK           IL                                       60133 Condominium                            116000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.875                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G01                                                      432000                2745.00                    360                     359                   7.25                      0                      0                   0.375                  7.625 LONG BEACH             CA                                       90805 Single Family                          432000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  9.875                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      113750                 734.64                    360                     358                  7.375                      0                      0                   0.375                   7.75 Scottsdale             AZ                                       85251 Condominium                            113750                20060501                     65 No MI                                1.00E+17                    2.25               20110401                  12.75                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                       84800                 591.83                    360                     357                      8                      0                      0                   0.375                  8.375 Dallas                 TX                                       75241 PUD                                     84800                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 13.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GIII                     G02                                                      251920                1364.57                    360                     359                   6.25                      0                      0                    0.25                    6.5 MACON                  GA                                       31210 PUD                                    251920                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   11.5                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G01                                                   167836.71                1020.79                    360                     359                  5.875                      0                      0                    0.25                  6.125 WORTHINGTON            MN                                       56187 Single Family                          168000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.125                      2                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G03                                                      151200                1071.00                    360                     360                  8.125                      0                      0                   0.375                    8.5 COLUMBUS               OH                                       43207 Single Family                          151200                20060701                     80 No MI                                1.00E+17                    2.25               20110601                   13.5                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GIII                     G02                                                      161237                 923.75                    360                     358                  6.625                      0                      0                    0.25                  6.875 KISSIMMEE              FL                                       34741 PUD                                    161337                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.875                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 ADN1
GI                       G02                                                      141600                 914.50                    360                     357                  7.375                      0                      0                   0.375                   7.75 Oxford                 OH                                       45056 Single Family                          141600                20060401                     80 No MI                                1.00E+17                    2.25               20110301                  12.75                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GII                      G02                                                   399898.77                2124.46                    360                     358                      6                      0                      0                   0.375                  6.375 Leonardtown            MD                                       20650 PUD                                    400000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.375                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G01                                                      200011                1250.07                    360                     358                   7.25                      0                      0                    0.25                    7.5 POINCIANA              FL                                       34759 PUD                                    200011                20060501                     90 United Guaranty                      1.00E+17                    2.25               20110401                   12.5                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G02                                                      156000                1121.25                    360                     360                   8.25                      0                      0                   0.375                  8.625 Kissimmee              FL                                       34759 Single Family                          156000                20060701                     80 No MI                                                            2.25               20110601                 13.625                      2                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360601 AFL2
GIII                     G02                                                      176000                1026.67                    360                     358                   6.75                      0                      0                    0.25                      7 MIAMI                  FL                                       33172 Condominium                            176000                20060501            79.27999878 No MI                                1.00E+17                    2.25               20110401                     12                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 ADN1
GIII                     G02                                                      136000                 750.83                    360                     359                  6.375                      0                      0                    0.25                  6.625 COCONUT CREEK          FL                                       33063 Condominium                            136000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.625                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GIII                     G02                                                      284000                1567.92                    360                     359                  6.375                      0                      0                    0.25                  6.625 AUBURN                 CA                                       95603 Single Family                          284000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.625                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G02                                                      356000                1928.33                    360                     359                   6.25                      0                      0                    0.25                    6.5 MIRAMAR                FL                                       33027 PUD                                    356000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   11.5                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G01                                                      119120                 756.91                    360                     358                  7.375                      0                      0                    0.25                  7.625 HOLLYWOOD              FL                                       33021 Condominium                            119120                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.625                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 ADN1
GIII                     G02                                                      109200                 705.25                    360                     358                    7.5                      0                      0                    0.25                   7.75 MADISON                AL                                       35758 Condominium                            109200                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.75                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G02                                                      131920                 865.73                    360                     358                  7.625                      0                      0                    0.25                  7.875 BRADENTON              FL                                       34207 Condominium                            131920                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.875                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 ADN1
GI                       G01                                                       82320                 505.93                    360                     358                  7.125                      0                      0                    0.25                  7.375 POMPANO BEACH          FL                                       33069 Condominium                             82320                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.375                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 ADN1
GII                      G02                                                      101600                 550.33                    360                     358                  6.125                      0                      0                   0.375                    6.5 Savannah               GA                                       31406 Single Family                          101600                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                      120000                 700.00                    360                     358                  6.625                      0                      0                   0.375                      7 Tonopah                AZ                                       85354 Single Family                          120000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                     12                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 WALN
GIII                     G02                                                      304000                1963.33                    360                     359                    7.5                      0                      0                    0.25                   7.75 BLOOMINGTON            MN                                       55431 Single Family                          304000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.75                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G02                                                      364500                2050.31                    360                     359                    6.5                      0                      0                    0.25                   6.75 MORENO VALLEY          CA                                       92551 Single Family                          364500                20060601            79.98999786 No MI                                1.00E+17                    2.25               20110501                  11.75                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G02                                                      134000                 851.46                    360                     359                   7.25                      0                      0                   0.375                  7.625 BRIGHTON               CO                                       80601 Single Family                          134000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.625                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GIII                     G02                                                      150720                 894.90                    360                     358                  6.875                      0                      0                    0.25                  7.125 LYNNWOOD               WA                                       98087 Condominium                            150720                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.125                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G01                                                      148000                 755.42                    360                     359                  5.875                      0                      0                    0.25                  6.125 NAPERVILLE             IL                                       60540 Single Family                          148000                20060601            32.16999817 No MI                                1.00E+17                    2.25               20110501                 11.125                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GII                      G03                                                      308000                1828.75                    360                     358                   6.75                      0                      0                   0.375                  7.125 GAINESVILLE            VA                                       20155 Townhouse                              308000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.125                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      151743                1027.43                    360                     356                   7.75                      0                      0                   0.375                  8.125 HAMPTON                GA                                       30228 PUD                                    151743                20060301                     80 No MI                                                            2.25               20110201                 13.125                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360201 AFL2
GI                       G02                                                      148792                 945.45                    360                     357                   7.25                      0                      0                   0.375                  7.625 HAMPTON                GA                                       30228 PUD                                    148792                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 12.625                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GII                      G02                                                      180550                 996.79                    360                     357                   6.25                      0                      0                   0.375                  6.625 SUWANEE                GA                                       30024 PUD                                    180550                20060401            79.98000336 No MI                                1.00E+17                    2.25               20110301                 11.625                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G02                                                      368000                2453.33                    360                     358                  7.625                      0                      0                   0.375                      8 BENNETT                CO                                       80102 PUD                                    368000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                     13                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G03                                                   571999.13                3277.08                    360                     358                    6.5                      0                      0                   0.375                  6.875 Oxnard                 CA                                       93030 Condominium                            572000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                       93936                 655.59                    360                     358                      8                      0                      0                   0.375                  8.375 Norfolk                VA                                       23508 2-4 Family                              93936                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 WALN
GI                       G02                                                      193200                1288.00                    360                     358                  7.625                      0                      0                   0.375                      8 Atlanta                GA                                       30315 2-4 Family                             193200                20060501                     70 No MI                                1.00E+17                    2.25               20110401                     13                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      277300                1993.09                    360                     359                   8.25                      0                      0                   0.375                  8.625 Peyton                 CO                                       80831 PUD                                    277300                20060601            74.98999786 No MI                                1.00E+17                    2.25               20110501                 13.625                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GIII                     G01                                                      259000                1402.92                    360                     358                   5.86                   0.39                      0                    0.25                    6.5 LAND O LAKES           FL                                       34638 PUD                                    259000                20060501            89.33999634 Republic MIC                         1.00E+17                    2.75               20110401                   11.5                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G01                                                      590400                4120.50                    360                     360                      8                      0                      0                   0.375                  8.375 MOUNTAIN HOUSE         CA                                       95391 Single Family                          590400                20060701                     80 No MI                                1.00E+17                    2.25               20110601                 14.375                   2.11                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GIII                     G02                                                      180000                1106.25                    360                     359                  7.125                      0                      0                    0.25                  7.375 ST PETERSBURG          FL                                       33713 Single Family                          180000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.375                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GIII                     G02                                                   343999.17                1899.17                    360                     359                  6.375                      0                      0                    0.25                  6.625 CARSON                 CA                                       90745 Condominium                            344000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.625                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GIII                     G02                                                       84990                 451.51                    360                     359                  6.125                      0                      0                    0.25                  6.375 ORLANDO                FL                                       32822 Condominium                             84990                20060601                     68 No MI                                1.00E+17                    2.25               20110501                 12.375                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G01                                                      596000                4097.50                    360                     358                  7.875                      0                      0                   0.375                   8.25 HENDERSON              NV                                       89011 Townhouse                              596000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  13.25                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                    71205.71                 541.56                    360                     359                      8                      0                      0                   0.375                  8.375 McAllen                TX                                       78503 Condominium                             71250                20060601                     75 No MI                                1.00E+17                    2.25               20110501                 13.375                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360501 WALN
GIII                     G02                                                      353610                2246.90                    360                     359                  7.375                      0                      0                    0.25                  7.625 RESTON                 VA                                       20190 Condominium                            353610                20060601                     90 Mortgage Guaranty In                 1.00E+17                    2.25               20110501                 12.625                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G01                                                      361800                1997.44                    360                     358                  5.885                   0.49                      0                    0.25                  6.625 MURRIETA               CA                                       92562 Single Family                          361800                20060501                     90 Republic MIC                         1.00E+17                   2.875               20110401                 11.625                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G03                                                      376000                2310.83                    360                     360                      7                      0                      0                   0.375                  7.375 SEVERN                 MD                                       21144 PUD                                    376000                20060701                     80 No MI                                1.00E+17                    2.25               20110601                 12.375                  2.135                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GII                      G02                                                      277776                1591.43                    360                     359                    6.5                      0                      0                   0.375                  6.875 Boca Raton             FL                                       33428 Condominium                            277776                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.875                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      291000                2091.56                    360                     359                   8.25                      0                      0                   0.375                  8.625 Aurora                 CO                                       80013 PUD                                    291000                20060601                     75 No MI                                1.00E+17                    2.25               20110501                 13.625                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G01                                                      189000                1023.75                    360                     358                  6.125                      0                      0                   0.375                    6.5 Eugene                 OR                                       97405 Single Family                          189000                20060501                     75 No MI                                1.00E+17                    2.25               20090401                   12.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      36 N                                    20360401 AFL2
GII                      G03                                                      224379                1332.25                    360                     357                   6.75                      0                      0                   0.375                  7.125 Stuart                 FL                                       34997 Condominium                            224379                20060401                     90 GE Capital MI                        1.00E+17                    2.25               20110301                 13.125                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GIII                     G01                                                      183412                 955.27                    360                     359                      6                      0                      0                    0.25                   6.25 SPRING HILL            TN                                       37174 PUD                                    183412                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  11.25                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 ADN1
GII                      G03                                                      394500                2342.34                    360                     358                   6.75                      0                      0                   0.375                  7.125 DIX HILLS              NY                                       11746 Single Family                          394500                20060501            64.98999786 No MI                                1.00E+17                    2.25               20110401                 12.125                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 WALN
GI                       G02                                                       87920                 613.61                    360                     359                      8                      0                      0                   0.375                  8.375 Lauderhill             FL                                       33313 Condominium                             87920                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 WALN
GIII                     G02                                                      142720                 787.93                    360                     358                  6.375                      0                      0                    0.25                  6.625 TEMPE                  AZ                                       85282 Condominium                            142720                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.625                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G02                                                       95741                 638.27                    360                     357                  7.625                      0                      0                   0.375                      8 MARIETTA               GA                                       30008 Single Family                           95741                20060401                     80 No MI                                1.00E+17                    2.25               20110301                     13                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G02                                                      277598                1792.82                    360                     357                  7.375                      0                      0                   0.375                   7.75 SAINT AUGUSTINE        FL                                       32092 PUD                                    277598                20060401                     80 No MI                                1.00E+17                    2.25               20110301                  12.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GII                      G01                                                      284750                1779.69                    360                     357                  7.125                      0                      0                   0.375                    7.5 Hemet                  CA                                       92543 Single Family                          284750                20060401            79.98999786 No MI                                1.00E+17                    2.25               20090301                   13.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      36 N                                    20360301 AFL2
GI                       G02                                                       50001                 338.55                    360                     355                   7.75                      0                      0                   0.375                  8.125 Plantation             FL                                       33317 Single Family                           50001                20060201            18.31999969 No MI                                1.00E+17                    2.25               20110101                 13.125                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360101 AFL2
GII                      G03                                                      135748                 820.14                    360                     357                  6.875                      0                      0                   0.375                   7.25 HAMPTON                GA                                       30228 PUD                                    135748                20060401                     80 No MI                                1.00E+17                    2.25               20110301                  12.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GII                      G02                                                      283992                1656.62                    360                     359                  6.625                      0                      0                   0.375                      7 Jupiter                FL                                       33458 PUD                                    283992                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     13                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      382400                2668.83                    360                     359                      8                      0                      0                   0.375                  8.375 Prescott               AZ                                       86303 Condominium                            382400                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 WALN
GIII                     G01                                                   280165.39                1459.26                    360                     359                      6                      0                      0                    0.25                   6.25 SAINT CHARLES          MO                                       63304 PUD                                    280177                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  11.25                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G02                                                      116910                 645.44                    360                     358                  6.375                      0                      0                    0.25                  6.625 HOLLY HILL             FL                                       32117 Condominium                            116910                20060501                     90 Radian Guaranty                      1.00E+17                    2.25               20110401                 11.625                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 ADN1
GI                       G02                                                      192000                1040.00                    360                     358                  6.125                      0                      0                   0.375                    6.5 Salem                  VA                                       24153 Single Family                          192000                20060501                     80 No MI                                1.00E+17                   2.375               20080401                   11.5                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      24 N                                    20360401 AFL2
GI                       G01                                                      131192                 833.62                    360                     358                  7.375                      0                      0                    0.25                  7.625 KISSIMMEE              FL                                       34759 PUD                                    131192                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.625                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GII                      G03                                                       58500                 353.44                    360                     360                  6.875                      0                      0                   0.375                   7.25 DETROIT                MI                                       48235 Single Family                           58500                20060701                     65 No MI                                1.00E+17                    2.25               20110601                  12.25                      2                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360601 AFL2
GI                       G01                                                    59260.85                 419.76                    360                     358                  8.125                      0                      0                   0.375                    8.5 INDIANAPOLIS           IN                                       46222 Single Family                           59310                20060501                     90 No MI                                1.00E+17                    2.25               20130401                   13.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      84 N                                    20360401 AFL2
GI                       G03                                                      107900                 745.24                    360                     360                      7                      0                      0                   0.375                  7.375 Northbridge            MA                                        1534 Condominium                            107900                20060701            79.98999786 No MI                                1.00E+17                    2.25               20110601                 12.375                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360601 AFL2
GII                      G01                                                      190000                1088.54                    360                     358                    6.5                      0                      0                   0.375                  6.875 KISSIMMEE              FL                                       34759 PUD                                    190000                20060501            67.37999725 No MI                                1.00E+17                    2.25               20090401                 12.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      36 N                                    20360401 WALN
GIII                     G02                                                      113520                 650.38                    360                     359                  6.625                      0                      0                    0.25                  6.875 COCONUT CREEK          FL                                       33063 Condominium                            113520                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.875                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GII                      G02                                                      216000                1237.50                    360                     357                    6.5                      0                      0                   0.375                  6.875 Denver                 CO                                       80218 Condominium                            216000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 12.875                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GIII                     G02                                                      348000                1848.75                    360                     359                  6.125                      0                      0                    0.25                  6.375 WILMINGTON             NC                                       28412 Single Family                          348000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.375                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G02                                                      103992                 725.78                    360                     358                      8                      0                      0                   0.375                  8.375 LAKE WYLIE             SC                                       29710 Townhouse                              103992                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G03                                                      192750                1204.69                    360                     357                  7.125                      0                      0                   0.375                    7.5 Marlborough            MA                                        1752 Single Family                          192750                20060401            79.65000153 No MI                                1.00E+17                    2.25               20110301                   13.5                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G03                                                      130100                 799.57                    360                     358                      7                      0                      0                   0.375                  7.375 Lakewood               CO                                       80226 Single Family                          130100                20060501            74.98999786 No MI                                1.00E+17                    2.25               20110401                 12.375                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G01                                                      336000                2100.00                    360                     359                   7.25                      0                      0                    0.25                    7.5 BROOKLYN               NY                                       11229 Condominium                            336000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   12.5                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G02                                                      480800                2654.42                    360                     358                  6.375                      0                      0                    0.25                  6.625 CHICAGO                IL                                       60613 2-4 Family                             480800                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.625                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G02                                                      396000                2516.25                    360                     359                  7.375                      0                      0                    0.25                  7.625 MORENO VALLEY          CA                                       92555 Single Family                          396000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.625                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GII                      G02                                                      143960                 809.78                    360                     357                  6.375                      0                      0                   0.375                   6.75 Covington              GA                                       30016 PUD                                    143960                20060401                     80 No MI                                1.00E+17                    2.25               20110301                  11.75                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G02                                                      139192                 913.45                    360                     357                    7.5                      0                      0                   0.375                  7.875 Fairburn               GA                                       30213 Single Family                          139192                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 12.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G02                                                   131613.36                 944.23                    360                     358                  7.375                      0                      0                   0.375                   7.75 Kennesaw               GA                                       30144 PUD                                    131800                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.75                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                   349894.95                1931.71                    360                     357                   6.25                      0                      0                   0.375                  6.625 Manassas PARK          VA                                       20111 Condominium                            349948                20060401                     80 No MI                                                            2.25               20110301                 12.625                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GII                      G02                                                      126660                 725.66                    360                     357                    6.5                      0                      0                   0.375                  6.875 Kyle                   TX                                       78640 PUD                                    126660                20060401                     80 No MI                                1.00E+17                    2.75               20110301                 12.875                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GIII                     G02                                                      229150                1289.25                    360                     358                   6.11                   0.39                      0                    0.25                   6.75 MADISON                WI                                       53711 Single Family                          229245                20060501            89.90000153 Republic MIC                         1.00E+17                    2.75               20110401                  11.75                  2.375                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G01                                                      167200                1079.83                    360                     358                    7.5                      0                      0                    0.25                   7.75 MUKWONAGO              WI                                       53149 Single Family                          167200                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.75                   2.11                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G03                                                      279750                1719.30                    360                     358                      7                      0                      0                   0.375                  7.375 N LAS VEGAS            NV                                       89086 PUD                                    279750                20060501            74.98999786 No MI                                1.00E+17                    2.25               20110401                 12.375                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                       94430                 659.04                    360                     359                      8                      0                      0                   0.375                  8.375 Mc Donough             GA                                       30253 Townhouse                               94430                20060601                     70 No MI                                1.00E+17                    2.25               20110501                 13.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GIII                     G03                                                      248000                1291.67                    360                     359                      6                      0                      0                    0.25                   6.25 WAIPAHU                HI                                       96797 Condominium                            248000                20060601            79.61000061 No MI                                1.00E+17                    2.25               20110501                  11.25                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G02                                                      300000                1718.75                    360                     359                  6.625                      0                      0                    0.25                  6.875 LAS VEGAS              NV                                       89149 PUD                                    300000                20060601            77.91999817 No MI                                1.00E+17                    2.25               20110501                 11.875                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G02                                                      199524                1039.19                    360                     357                  5.875                      0                      0                   0.375                   6.25 SUWANEE                GA                                       30024 Single Family                          199524                20060401                     80 No MI                                1.00E+17                    2.25               20160301                  11.25                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                     120 N                                    20360301 AFL2
GI                       G03                                                      131592                 808.74                    360                     357                      7                      0                      0                   0.375                  7.375 Union City             GA                                       30291 Single Family                          131592                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 12.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GII                      G03                                                      431920                2429.55                    360                     357                  6.375                      0                      0                   0.375                   6.75 BUFORD                 GA                                       30519 PUD                                    431920                20060401                     80 No MI                                1.00E+17                    2.25               20110301                  11.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GIII                     G02                                                       73200                 396.50                    360                     359                   6.25                      0                      0                    0.25                    6.5 LA VERGNE              TN                                       37086 Single Family                           73200                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   11.5                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G02                                                      284000                1804.58                    360                     359                   7.25                      0                      0                   0.375                  7.625 COLORADO SPRINGS       CO                                       80916 PUD                                    284000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.625                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GIII                     G02                                                      273000                2047.50                    360                     359                   8.09                   0.66                      0                    0.25                      9 DOUGLAS                MA                                        1516 2-4 Family                             273000                20060601                     84 United Guaranty                      1.00E+17                       3               20110501                     14                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GII                      G02                                                      367250                2065.78                    360                     358                  6.375                      0                      0                   0.375                   6.75 BEL AIR                MD                                       21014 Single Family                          367250                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  11.75                   2.09                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GIII                     G02                                                      209100                1093.75                    360                     359                      6                      0                      0                    0.25                   6.25 CHARLESTON             SC                                       29412 Single Family                          210000                20060601            76.36000061 No MI                                1.00E+17                    2.25               20110501                  11.25                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G02                                                      291920                1550.83                    360                     359                  6.125                      0                      0                    0.25                  6.375 CHULA VISTA            CA                                       91913 Condominium                            291920                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.375                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GII                      G02                                                      252320                1445.58                    360                     357                    6.5                      0                      0                   0.375                  6.875 SEBRING                FL                                       33872 PUD                                    252320                20060401            78.23000336 No MI                                1.00E+17                    2.25               20110301                 11.875                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G02                                                     67862.2                 498.96                    360                     357                  7.625                      0                      0                   0.375                      8 RIVERDALE              GA                                       30274 Single Family                           68000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                     13                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G02                                                   144887.19                 935.73                    360                     357                  7.375                      0                      0                   0.375                   7.75 COVINGTON              GA                                       30016 PUD                                    144952                20060401                     80 No MI                                1.00E+17                    2.25               20110301                  12.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G02                                                      144650                 919.13                    360                     357                   7.25                      0                      0                   0.375                  7.625 LAWRENCEVILLE          GA                                       30044 PUD                                    144650                20060401            79.98000336 No MI                                                            2.25               20110301                 12.625                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G03                                                      255920                1599.50                    360                     357                  7.125                      0                      0                   0.375                    7.5 Monroe                 GA                                       30655 PUD                                    255920                20060401                     80 No MI                                1.00E+17                    2.25               20110301                   12.5                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G02                                                      135120                 943.02                    360                     358                      8                      0                      0                   0.375                  8.375 Miami Gardens          FL                                       33015 Condominium                            135120                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G03                                                      199200                1245.00                    360                     359                  7.125                      0                      0                   0.375                    7.5 Lynn                   MA                                        1901 Condominium                            199200                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   12.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G03                                                      238400                1490.00                    360                     358                  7.125                      0                      0                   0.375                    7.5 DULUTH                 GA                                       30097 Single Family                          238400                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                       56000                 367.50                    360                     357                    7.5                      0                      0                   0.375                  7.875 Richmond               VA                                       23231 Single Family                           56000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 12.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GIII                     G01                                                   231319.84                1089.33                    360                     358                  5.375                      0                      0                    0.25                  5.625 SAN DIEGO              CA                                       92103 Condominium                            232500                20060501            61.18000031 No MI                                1.00E+17                    2.25               20110401                 11.625                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G02                                                      144000                 945.00                    360                     357                    7.5                      0                      0                   0.375                  7.875 Hyattsville            MD                                       20783 Condominium                            144000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 12.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GII                      G03                                                   152560.88                1042.37                    360                     358                  6.875                      0                      0                   0.375                   7.25 LAWRENCEVILLE          GA                                       30043 Single Family                          152800                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.25                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G03                                                      478800                2793.00                    360                     359                  6.625                      0                      0                   0.375                      7 Peoria                 AZ                                       85383 PUD                                    478800                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     12                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 WALN
GIII                     G02                                                       80000                 466.67                    360                     358                   6.75                      0                      0                    0.25                      7 DADE CITY              FL                                       33525 Single Family                           80000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                     12                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G02                                                      343000                2250.94                    360                     358                    7.5                      0                      0                   0.375                  7.875 Stockton               CA                                       95209 2-4 Family                             343000                20060501                     70 No MI                                1.00E+17                    2.25               20110401                 12.875                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GIII                     G01                                                   223186.02                1186.02                    360                     359                  5.545                   0.58                      0                    0.25                  6.375 LITTLETON              CO                                       80130 PUD                                    223250                20060601                     95 YES                                  1.00E+17                   3.125               20110501                 11.375                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G01                                                      975000                6906.25                    360                     360                  8.125                      0                      0                   0.375                    8.5 San Jose               CA                                       95136 Single Family                          975000                20060701                     75 No MI                                1.00E+17                    2.25               20110601                   13.5                  2.295                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GII                      G02                                                      356000                2039.58                    360                     358                    6.5                      0                      0                   0.375                  6.875 South Jordan           UT                                       84095 Single Family                          356000                20060501                     80 No MI                  1000992-3060228005                        2.25               20110401                 11.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G03                                                      124008                 749.22                    360                     358                  6.875                      0                      0                   0.375                   7.25 CAMP VERDE             AZ                                       86322 PUD                                    124008                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.25                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 WALN
GI                       G02                                                      400000                2625.00                    360                     358                    7.5                      0                      0                   0.375                  7.875 Denver                 CO                                       80202 Condominium                            400000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GIII                     G02                                                   182746.43                1180.26                    360                     359                   6.92                   0.58                      0                    0.25                   7.75 SATELLITE BEACH        FL                                       32937 Single Family                          182750                20060601                     85 PMI                                  1.00E+17                   3.125               20110501                  12.75                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GIII                     G02                                                       93600                 536.25                    360                     358                  6.625                      0                      0                    0.25                  6.875 EUCLID                 OH                                       44132 Single Family                           93600                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.875                  2.295                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G03                                                    183399.6                1286.00                    360                     357                  7.125                      0                      0                   0.375                    7.5 Alexandria             VA                                       22309 Condominium                            183920                20060401                     80 No MI                                1.00E+17                    2.25               20110301                   12.5                      2                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G02                                                    80046.36                 540.59                    360                     357                   6.75                      0                      0                   0.375                  7.125 Phoenix                AZ                                       85043 Condominium                             80240                20060401                     80 No MI                                1.00E+17                   2.375               20080301                 12.125                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      24 N                                    20360301 AFL2
GIII                     G01                                                   373429.17                2064.46                    360                     359                      5                      0                      0                    0.25                   5.25 ROSEVILLE              CA                                       95747 PUD                                    373858                20060601            51.65000153 No MI                                1.00E+17                    2.25               20110501                  10.25                      2                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G02                                                      267200                1391.67                    360                     359                      6                      0                      0                    0.25                   6.25 BOTHELL                WA                                       98012 PUD                                    267200                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  11.25                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G01                                                      350000                1822.92                    360                     359                      6                      0                      0                    0.25                   6.25 LONG BEACH             CA                                       90815 Single Family                          350000                20060601            64.80999756 No MI                                1.00E+17                    2.25               20110501                  11.25                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G01                                                      195198                1016.66                    360                     359                      6                      0                      0                    0.25                   6.25 AUBURN                 AL                                       36830 Single Family                          195198                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  11.25                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GII                      G03                                                       56000                 338.33                    360                     359                  6.875                      0                      0                   0.375                   7.25 Denver                 CO                                       80216 Single Family                           56000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  13.25                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G03                                                      179000                1100.10                    360                     359                      7                      0                      0                   0.375                  7.375 FREDERICK              MD                                       21702 Townhouse                              179000                20060601            73.36000061 No MI                                1.00E+17                    2.25               20110501                 12.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GIII                     G02                                                      208348                1128.55                    360                     359                   6.25                      0                      0                    0.25                    6.5 HENDERSON              NV                                       89015 PUD                                    208348                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   11.5                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G02                                                   344672.65                2124.22                    360                     359                      6                      0                      0                    0.25                   6.25 WINTER SPRINGS         FL                                       32708 PUD                                    345000                20060601            78.05000305 No MI                                1.00E+17                    2.25               20110501                  11.25                      2                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G02                                                      100000                 583.33                    360                     358                   6.75                      0                      0                    0.25                      7 PENTWATER              MI                                       49449 Single Family                          100000                20060501            69.19999695 No MI                                1.00E+17                    2.25               20110401                     12                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GII                      G02                                                      188000                1077.08                    360                     359                    6.5                      0                      0                   0.375                  6.875 Tucson                 AZ                                       85711 Single Family                          188000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.875                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G01                                                   997868.93                7164.12                    360                     357                  7.375                      0                      0                   0.375                   7.75 Mesa                   AZ                                       85215 Single Family                         1000000                20060401            76.91999817 No MI                                1.00E+17                    2.25               20110301                  12.75                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G02                                                      130975                 859.52                    360                     357                    7.5                      0                      0                   0.375                  7.875 Tacoma                 WA                                       98445 Single Family                          130975                20060401                     70 No MI                                1.00E+17                    2.25               20110301                 12.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GIII                     G02                                                      213100                1220.89                    360                     359                  6.625                      0                      0                    0.25                  6.875 MELROSE PARK           IL                                       60160 Single Family                          213100                20060601            79.80999756 No MI                                1.00E+17                    2.25               20110501                 11.875                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GII                      G03                                                    85609.89                 516.29                    360                     342                    5.5                      0                      0                   0.375                  5.875 Seagoville             TX                                       75159 PUD                                     87280                20050101                     80 No MI                                1.00E+17                    2.25               20091201                 10.875                      2                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20341201 AFL2
GIII                     G03                                                       88400                 460.42                    360                     358                      6                      0                      0                    0.25                   6.25 ATLANTA                GA                                       30308 Condominium                             88400                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  11.25                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G02                                                      307500                2146.09                    360                     358                      8                      0                      0                   0.375                  8.375 Merced                 CA                                       95348 Single Family                          307500                20060501                     75 No MI                                1.00E+17                    2.25               20110401                 13.375                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                      242400                1388.75                    360                     358                    6.5                      0                      0                   0.375                  6.875 BAKERSFIELD            CA                                       93311 Single Family                          242400                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G01                                                      348000                2102.50                    360                     359                      7                      0                      0                    0.25                   7.25 NORRIDGE               IL                                       60706 Single Family                          348000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.25                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G02                                                      304000                1741.67                    360                     359                  6.625                      0                      0                    0.25                  6.875 SUTTER                 CA                                       95982 Single Family                          304000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.875                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 ADN1
GII                      G02                                                   359121.65                2020.06                    360                     358                  6.375                      0                      0                   0.375                   6.75 Phoenix                AZ                                       85044 Single Family                          359200                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  11.75                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 WALN
GI                       G02                                                      382500                2510.16                    360                     358                    7.5                      0                      0                   0.375                  7.875 Union City             NJ                                        7087 2-4 Family                             382500                20060501                     75 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G03                                                   190648.03                1191.55                    360                     359                  7.125                      0                      0                   0.375                    7.5 Goodyear               AZ                                       85338 PUD                                    192000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   12.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 WALN
GIII                     G02                                                      294800                1688.96                    360                     359                  6.625                      0                      0                    0.25                  6.875 MORENO VALLEY          CA                                       92553 Single Family                          294800                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.875                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GII                      G02                                                      408000                2337.50                    360                     358                    6.5                      0                      0                   0.375                  6.875 Pico Rivera            CA                                       90660 Single Family                          408000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.875                      2                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      191557                1237.14                    360                     358                  7.375                      0                      0                   0.375                   7.75 Austell                GA                                       30168 Single Family                          191557                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.75                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GIII                     G02                                                      279992                1779.12                    360                     359                  7.375                      0                      0                    0.25                  7.625 COACHELLA              CA                                       92236 Single Family                          279992                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.625                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GIII                     G02                                                      127992                 759.95                    360                     358                  6.875                      0                      0                    0.25                  7.125 ATLANTA                GA                                       30331 PUD                                    127992                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.125                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G01                                                   152651.49                 928.43                    360                     359                  5.875                      0                      0                    0.25                  6.125 CHESAPEAKE             VA                                       23321 Single Family                          152800                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.125                      2                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 ADN1
GII                      G03                                                      645000                3762.50                    360                     359                  6.625                      0                      0                   0.375                      7 VISTA                  CA                                       92084 Single Family                          645000                20060601                     75 No MI                                1.00E+17                    2.25               20110501                     12                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G01                                                      242000                1487.29                    360                     358                  7.125                      0                      0                    0.25                  7.375 PORTLAND               ME                                        4103 Single Family                          242000                20060501            72.23999786 No MI                                1.00E+17                    2.25               20110401                 12.375                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G02                                                   202132.62                1262.21                    360                     359                  6.125                      0                      0                    0.25                  6.375 HOLBROOK               MA                                        2343 Single Family                          202320                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.375                      2                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G03                                                      106800                 734.25                    360                     360                  7.875                      0                      0                   0.375                   8.25 CHARLOTTE              NC                                       28205 2-4 Family                             106800                20060701                     80 No MI                                1.00E+17                    2.25               20110601                  13.25                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GI                       G01                                                      109620                 685.13                    360                     359                   7.25                      0                      0                    0.25                    7.5 FAIRBURN               GA                                       30213 PUD                                    109620                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   12.5                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G02                                                       95920                 549.54                    360                     359                  6.625                      0                      0                    0.25                  6.875 EUCLID                 OH                                       44123 Single Family                           95920                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.875                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G02                                                   123816.87                 909.13                    360                     359                  7.625                      0                      0                   0.375                      8 MINNEAPOLIS            MN                                       55409 Single Family                          123900                20060601                     70 No MI                                1.00E+17                    2.25               20110501                     13                      2                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G02                                                      103040                 558.13                    360                     360                  6.125                      0                      0                   0.375                    6.5 Layton                 UT                                       84041 PUD                                    103040                20060701            79.31999969 No MI                                1.00E+17                    2.25               20110601                   11.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GIII                     G02                                                       97600                 559.17                    360                     358                  6.625                      0                      0                    0.25                  6.875 EUCLID                 OH                                       44132 Single Family                           97600                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.875                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GII                      G03                                                      209600                1266.33                    360                     360                  6.875                      0                      0                   0.375                   7.25 Mesa                   AZ                                       85205 PUD                                    209600                20060701                     80 No MI                                1.00E+17                    2.25               20110601                  12.25                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GI                       G02                                                      110400                 736.00                    360                     358                  7.625                      0                      0                   0.375                      8 The Woodlands          TX                                       77380 PUD                                    110400                20060501                     80 No MI                                1.00E+17                    2.25               20110401                     13                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                   131888.75                 838.04                    360                     357                   7.25                      0                      0                   0.375                  7.625 Longmont               CO                                       80501 Single Family                          132000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 13.625                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GI                       G02                                                      171900                1199.72                    360                     358                      8                      0                      0                   0.375                  8.375 FREDERICK              MD                                       21701 Townhouse                              171900                20060501            79.98999786 No MI                                1.00E+17                    2.25               20110401                 14.375                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                    85801.35                 622.98                    360                     358                    7.5                      0                      0                   0.375                  7.875 Houston                TX                                       77084 PUD                                     85920                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 AFL2
GIII                     G01                                                      257000                1231.46                    360                     358                    5.5                      0                      0                    0.25                   5.75 ANNAPOLIS              MD                                       21401 Condominium                            257000                20060501            63.13999939 No MI                                1.00E+17                    2.25               20110401                  10.75                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G01                                                      355000                1922.92                    360                     359                   5.76                   0.49                      0                    0.25                    6.5 LA PUENTE              CA                                       91746 Single Family                          355000                20060601                  88.75 United Guaranty                      1.00E+17                   2.875               20110501                   11.5                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G02                                                   101636.67                 738.99                    360                     356                    7.5                      0                      0                   0.375                  7.875 Bacliff                TX                                       77518 PUD                                    101920                20060301                     80 No MI                                1.00E+17                    2.25               20110201                 12.875                  2.135                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360201 AFL2
GI                       G01                                                      145418                 924.01                    360                     357                   7.25                      0                      0                   0.375                  7.625 Homestead              FL                                       33033 Condominium                            145418                20060401                     75 No MI                                1.00E+17                    2.25               20110301                 12.625                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360301 AFL2
GIII                     G02                                                      360000                1912.50                    360                     359                  6.125                      0                      0                    0.25                  6.375 SAN JOSE               CA                                       95111 Single Family                          360000                20060601            54.95999908 No MI                                1.00E+17                    2.25               20110501                 11.375                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G01                                                   206533.71                1257.75                    360                     358                  5.875                      0                      0                    0.25                  6.125 SURPRISE               AZ                                       85374 PUD                                    207000                20060501            78.70999908 No MI                                1.00E+17                    2.25               20110401                 11.125                      2                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G02                                                      245000                1301.56                    360                     359                  6.125                      0                      0                    0.25                  6.375 FREDERICKSBURG         VA                                       22407 Single Family                          245000                20060601            76.55999756 No MI                                1.00E+17                    2.25               20110501                 11.375                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G03                                                      125150                 782.19                    360                     359                  7.125                      0                      0                   0.375                    7.5 Jacksonville           FL                                       32244 PUD                                    125150                20060601            79.98000336 No MI                                1.00E+17                    2.75               20110501                   13.5                      2                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      342750                2392.11                    360                     358                      8                      0                      0                   0.375                  8.375 MERCED                 CA                                       95340 Single Family                          342750                20060501            72.93000031 No MI                                1.00E+17                    2.25               20110401                 13.375                  2.375                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GIII                     G01                                                      292000                1490.42                    360                     358                  5.875                      0                      0                    0.25                  6.125 ELVERTA                CA                                       95626 Single Family                          292000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.125                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G02                                                      210120                1160.04                    360                     360                  6.375                      0                      0                    0.25                  6.625 NOKOMIS                FL                                       34275 Single Family                          210120                20060701                     80 No MI                                1.00E+17                    2.25               20110601                 11.625                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360601 ADN1
GIII                     G02                                                      156000                 926.25                    360                     358                  6.875                      0                      0                    0.25                  7.125 MOUNT ARLINGTON        NJ                                        7856 Single Family                          156000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.125                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G01                                                   190841.99                1337.25                    360                     358                   7.25                      0                      0                    0.25                    7.5 MCCORDSVILLE           IN                                       46055 Single Family                          191250                20060501                     75 No MI                                1.00E+17                    2.25               20110401                   12.5                      2                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G02                                                   101185.43                 760.66                    360                     359                  7.875                      0                      0                   0.375                   8.25 INDIANAPOLIS           IN                                       46228 Single Family                          101250                20060601                     75 No MI                                1.00E+17                    2.25               20110501                  13.25                      2                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360501 AFL2
GIII                     G02                                                      403412                2185.15                    360                     359                   6.25                      0                      0                    0.25                    6.5 LATHROP                CA                                       95330 Single Family                          403412                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   11.5                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G03                                                   278089.84                1628.17                    360                     358                    5.5                      0                      0                    0.25                   5.75 HUNTINGTON PARK        CA                                       90255 Single Family                          279000                20060501            65.65000153 No MI                                1.00E+17                    2.25               20110401                  10.75                      2                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 ADN1
GIII                     G03                                                      138392                 720.79                    360                     358                      6                      0                      0                    0.25                   6.25 ORLANDO                FL                                       32822 Condominium                            138392                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  11.25                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 ADN1
GII                      G02                                                      131300                 752.24                    360                     360                    6.5                      0                      0                   0.375                  6.875 Chicago                IL                                       60618 Condominium                            131300                20060701                     65 No MI                                1.00E+17                    2.25               20110601                 11.875                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GI                       G02                                                      318750                2224.61                    360                     358                      8                      0                      0                   0.375                  8.375 Merced                 CA                                       95348 Single Family                          318750                20060501                     75 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GIII                     G02                                                   385234.12                2374.21                    360                     359                      6                      0                      0                    0.25                   6.25 WINNETKA               CA                                       91306 Single Family                          385600                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  11.25                      2                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G02                                                      139917                 816.18                    360                     358                   6.75                      0                      0                    0.25                      7 LAS VEGAS              NV                                       89113 Condominium                            139920                20060501                     80 No MI                                1.00E+17                    2.25               20110401                     12                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 ADN1
GII                      G03                                                      417500                2348.44                    360                     358                  6.375                      0                      0                   0.375                   6.75 S Lake Tahoe           CA                                       96150 PUD                                    417500                20060501            64.23000336 No MI                                1.00E+17                    2.25               20110401                  11.75                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                      209300                1220.92                    360                     358                  6.625                      0                      0                   0.375                      7 MESA                   AZ                                       85201 2-4 Family                             209300                20060501                     65 No MI                                1.00E+17                    2.25               20110401                     12                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      332500                2112.76                    360                     357                   7.25                      0                      0                   0.375                  7.625 New Orleans            LA                                       70115 Single Family                          332500                20060401                     95 Republic MIC                         1.00E+17                    2.25               20110301                 12.625                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GIII                     G02                                                      157500                 853.13                    360                     358                   6.25                      0                      0                    0.25                    6.5 CALIFORNIA CITY        CA                                       93505 Single Family                          157500                20060501                     70 No MI                                1.00E+17                    2.25               20110401                   11.5                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G02                                                      102200                 574.88                    360                     358                    6.5                      0                      0                    0.25                   6.75 SAN ANTONIO            TX                                       78242 PUD                                    102200                20060501            79.97000122 No MI                                1.00E+17                    2.25               20110401                  11.75                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G02                                                       70000                 401.04                    360                     358                  6.625                      0                      0                    0.25                  6.875 SOUTH EUCLID           OH                                       44121 Single Family                           70000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.875                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GII                      G02                                                      183500                1051.30                    360                     359                    6.5                      0                      0                   0.375                  6.875 Gilbert                AZ                                       85297 PUD                                    183500                20060601            50.27000046 No MI                                1.00E+17                    2.25               20110501                 12.875                      2                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      285000                1989.06                    360                     358                      8                      0                      0                   0.375                  8.375 MERCED                 CA                                       95340 Single Family                          285000                20060501                     75 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                   217438.78                1426.94                    360                     357                    7.5                      0                      0                   0.375                  7.875 APPLE VALLEY           CA                                       92308 Single Family                          217600                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 12.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G02                                                      311250                2139.84                    360                     357                  7.875                      0                      0                   0.375                   8.25 Las Vegas              NV                                       89135 PUD                                    311250                20060401                     75 No MI                                1.00E+17                    2.25               20110301                  13.25                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360301 AFL2
GIII                     G02                                                   208626.25                1339.85                    360                     358                  6.375                      0                      0                    0.25                  6.625 CHARLOTTESVILLE        VA                                       22902 Single Family                          209250                20060501            74.87000275 No MI                                1.00E+17                    2.25               20110401                 11.625                  1.875                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 ADN1
GII                      G02                                                      390650                2238.10                    360                     358                    6.5                      0                      0                   0.375                  6.875 Corona                 CA                                       92879 Single Family                          390650                20060501                     65 No MI                                1.00E+17                    2.25               20110401                 12.875                      2                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G01                                                      108560                 667.19                    360                     358                  7.125                      0                      0                    0.25                  7.375 CUMMING                GA                                       30040 Single Family                          108560                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.375                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GII                      G02                                                      201500                1175.42                    360                     358                  6.625                      0                      0                   0.375                      7 MESA                   AZ                                       85201 2-4 Family                             201500                20060501                     65 No MI                                1.00E+17                    2.25               20110401                     12                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      129500                 849.84                    360                     358                    7.5                      0                      0                   0.375                  7.875 Palm Bay               FL                                       32908 Single Family                          129500                20060501            89.98999786 YES                                  1.00E+17                    2.25               20110401                 12.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GIII                     G02                                                      119900                 711.91                    360                     357                  6.875                      0                      0                    0.25                  7.125 ATLANTA                GA                                       30328 Condominium                            119900                20060401            79.98999786 No MI                                1.00E+17                    2.25               20110301                 12.125                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 ADN1
GIII                     G02                                                      281200                1493.88                    360                     358                  6.125                      0                      0                    0.25                  6.375 BAKERSFIELD            CA                                       93312 Single Family                          281200                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.375                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G02                                                      240000                1675.00                    360                     358                      8                      0                      0                   0.375                  8.375 Minneapolis            MN                                       55404 2-4 Family                             240000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                      2                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GIII                     G02                                                    88570.49                 582.83                    360                     358                  6.625                      0                      0                    0.25                  6.875 STARKVILLE             MS                                       39759 Single Family                           88720                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G01                                                      332000                1729.17                    360                     359                      6                      0                      0                    0.25                   6.25 ALBUQUERQUE            NM                                       87120 PUD                                    332000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  11.25                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 ADN1
GII                      G02                                                       69200                 403.67                    360                     359                  6.625                      0                      0                   0.375                      7 Midland                MI                                       48640 Condominium                             69200                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     13                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                   139716.36                1038.75                    360                     358                   7.75                      0                      0                   0.375                  8.125 Minneapolis            MN                                       55406 Single Family                          139900                20060501            69.98000336 No MI                                1.00E+17                    2.25               20110401                 13.125                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      243850                1574.86                    360                     357                  7.375                      0                      0                   0.375                   7.75 Culpeper               VA                                       22701 PUD                                    243850                20060401            79.98000336 No MI                                1.00E+17                    2.25               20110301                  12.75                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GIII                     G02                                                      180000                 993.75                    360                     360                  6.375                      0                      0                    0.25                  6.625 CHAGRIN FALLS          OH                                       44022 Single Family                          180000                20060701                     80 No MI                                1.00E+17                    2.25               20110601                 11.625                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360601 ADN1
GIII                     G02                                                      138735                 838.19                    360                     359                   6.87                   0.13                      0                    0.25                   7.25 HOMETOWN               IL                                       60456 Single Family                          138735                20060601            81.61000061 PMI                                  1.00E+17                   2.625               20110501                  12.25                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 ADN1
GII                      G02                                                      300000                1625.00                    360                     358                  6.125                      0                      0                   0.375                    6.5 Naples                 FL                                       34112 Townhouse                              300000                20060501            54.04999924 No MI                                                            2.25               20110401                   11.5                  2.245                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GIII                     G03                                                      353051                1838.81                    360                     359                      6                      0                      0                    0.25                   6.25 ANTHEM                 AZ                                       85086 PUD                                    353051                20060601            52.52999878 No MI                                1.00E+17                    2.25               20110501                  11.25                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G02                                                      272540                1448.40                    360                     359                  6.125                      0                      0                    0.25                  6.375 MERCER ISLAND          WA                                       98040 Condominium                            272640                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.375                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G02                                                      157250                 900.91                    360                     358                  6.625                      0                      0                    0.25                  6.875 ORLANDO                FL                                       32839 Condominium                            157250                20060501            79.86000061 No MI                                1.00E+17                    2.25               20110401                 11.875                      2                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 ADN1
GII                      G03                                                      101840                 530.42                    360                     359                  5.875                      0                      0                   0.375                   6.25 Centralia              WA                                       98531 Single Family                          101840                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  11.25                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G02                                                      408800                2342.08                    360                     358                    6.5                      0                      0                   0.375                  6.875 MOUNTAIN HOUSE         CA                                       95391 PUD                                    408800                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G03                                                    95766.14                 646.23                    360                     358                   6.75                      0                      0                   0.375                  7.125 ATLANTA                GA                                       30331 Condominium                             95920                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.125                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G01                                                      720000                4725.00                    360                     358                    7.5                      0                      0                   0.375                  7.875 San Bruno              CA                                       94066 Single Family                          720000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                       91624                 515.39                    360                     359                  6.375                      0                      0                   0.375                   6.75 Prior Lake             MN                                       55372 Condominium                             91624                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.75                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G03                                                       47600                 337.17                    360                     360                  8.125                      0                      0                   0.375                    8.5 FORT WAYNE             IN                                       46805 Single Family                           47600                20060701                     80 No MI                                                            2.25               20110601                   13.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GI                       G01                                                   235548.76                1649.45                    360                     358                   7.25                      0                      0                    0.25                    7.5 AVENTURA               FL                                       33180 Condominium                            235900                20060501            79.98999786 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 ADN1
GI                       G02                                                      160250                1101.72                    360                     359                  7.875                      0                      0                   0.375                   8.25 Cape Coral             FL                                       33993 Single Family                          160250                20060601            79.98000336 No MI                                1.00E+17                    2.25               20110501                  14.25                      2                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GIII                     G02                                                      154400                 965.00                    360                     359                   7.25                      0                      0                    0.25                    7.5 PEMBROKE PINES         FL                                       33024 Condominium                            154400                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   12.5                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GIII                     G02                                                      216000                1350.00                    360                     358                   7.25                      0                      0                    0.25                    7.5 BRADENTON              FL                                       34207 Single Family                          216000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 ADN1
GII                      G02                                                      270000                1518.75                    360                     359                  6.375                      0                      0                   0.375                   6.75 Deerfield              IL                                       60015 Single Family                          270000                20060601                     54 No MI                                1.00E+17                    2.25               20110501                  11.75                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      169500                1077.03                    360                     359                   7.25                      0                      0                   0.375                  7.625 Salt Lake City         UT                                       84105 Single Family                          169500                20060601                     75 No MI                                1.00E+17                    2.25               20110501                 12.625                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G03                                                      224800                1381.58                    360                     359                      7                      0                      0                   0.375                  7.375 Frederick              MD                                       21701 Condominium                            224800                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.375                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G01                                                   874427.18                5647.34                    360                     358                  7.375                      0                      0                   0.375                   7.75 Bellingham             WA                                       98225 Single Family                          875000                20060501            67.83000183 No MI                                                            2.25               20110401                  12.75                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      296250                2067.58                    360                     358                      8                      0                      0                   0.375                  8.375 Merced                 CA                                       95348 Single Family                          296250                20060501                     75 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GIII                     G02                                                   319405.67                1996.38                    360                     358                  6.125                      0                      0                    0.25                  6.375 LOS ANGELES            CA                                       90044 Single Family                          320000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.375                  1.875                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 ADN1
GIII                     G02                                                       74925                 429.26                    360                     358                  6.625                      0                      0                    0.25                  6.875 ORLANDO                FL                                       32822 Condominium                             74925                20060501            65.72000122 No MI                                1.00E+17                    2.25               20110401                 11.875                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 ADN1
GI                       G02                                                       63920                 497.16                    360                     360                   8.25                      0                      0                   0.375                  8.625 HOUSTON                TX                                       77076 Single Family                           63920                20060701                     80 No MI                                1.00E+17                    2.25               20110601                 13.625                      2                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360601 AFL2
GI                       G02                                                      290000                1933.33                    360                     358                  7.625                      0                      0                   0.375                      8 LANOKA HARBOR          NJ                                        8734 Single Family                          290000                20060501            79.77999878 No MI                                1.00E+17                    2.25               20110401                     13                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 WALN
GIII                     G02                                                   407637.42                2612.47                    360                     359                  6.375                      0                      0                    0.25                  6.625 LITCHFIELD PARK        AZ                                       85340 PUD                                    408000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.625                  1.875                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G01                                                      156000                 975.00                    360                     357                   7.25                      0                      0                    0.25                    7.5 AVENTURA               FL                                       33180 Condominium                            156000                20060401                  48.75 No MI                                1.00E+17                    2.25               20110301                   12.5                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360301 ADN1
GIII                     G02                                                      343000                1929.38                    360                     359                    6.5                      0                      0                    0.25                   6.75 SANTA MARIA            CA                                       93458 Single Family                          343000                20060601            66.47000122 No MI                                1.00E+17                    2.25               20110501                  11.75                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G03                                                      208000                1300.00                    360                     358                  7.125                      0                      0                   0.375                    7.5 LAS VEGAS              NV                                       89107 Single Family                          208000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 WALN
GIII                     G01                                                   130796.75                 795.51                    360                     359                  5.875                      0                      0                    0.25                  6.125 KANSAS CITY            MO                                       64157 Single Family                          130924                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.125                  1.875                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 ADN1
GII                      G03                                                      124000                 749.17                    360                     359                  6.875                      0                      0                   0.375                   7.25 Debary                 FL                                       32713 PUD                                    124000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  13.25                      2                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      229152                1527.68                    360                     358                  7.625                      0                      0                   0.375                      8 Green Cove Springs     FL                                       32043 PUD                                    229152                20060501                     80 No MI                                1.00E+17                    2.75               20110401                     14                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                   125821.57                 902.68                    360                     358                  7.375                      0                      0                   0.375                   7.75 Saint Paul             MN                                       55116 Single Family                          126000                20060501                     70 No MI                                1.00E+17                    2.25               20110401                  12.75                  2.375                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      123200                 808.50                    360                     360                    7.5                      0                      0                   0.375                  7.875 ALPHARETTA             GA                                       30004 Single Family                          123200                20060701                     80 No MI                                1.00E+17                    2.25               20110601                 12.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GI                       G01                                                      444000                3098.75                    360                     359                      8                      0                      0                   0.375                  8.375 LAKE ELSINORE          CA                                       92532 PUD                                    444000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G02                                                      399992                2249.96                    360                     358                  6.375                      0                      0                   0.375                   6.75 Murrieta               CA                                       92563 Single Family                          399992                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.75                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G03                                                      379950                1899.75                    360                     358                  5.625                      0                      0                   0.375                      6 Reno                   NV                                       89521 PUD                                    379950                20060501            79.98999786 No MI                                1.00E+17                    2.25               20110401                     12                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      148176                 987.84                    360                     358                  7.625                      0                      0                   0.375                      8 Yorkville              IL                                       60560 PUD                                    148176                20060501                     80 No MI                                1.00E+17                    2.25               20110401                     14                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                    123819.3                 670.69                    360                     358                  6.125                      0                      0                   0.375                    6.5 Sparks                 NV                                       89431 Condominium                            124000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                      185300                1042.31                    360                     358                  6.375                      0                      0                   0.375                   6.75 Fort Myers             FL                                       33908 Condominium                            185300                20060501            79.98999786 No MI                                1.00E+17                    2.75               20110401                  12.75                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G03                                                      303992                1899.95                    360                     358                  7.125                      0                      0                   0.375                    7.5 Jupiter                FL                                       33458 Condominium                            303992                20060501                     80 No MI                                1.00E+17                    2.75               20110401                   13.5                  2.375                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G03                                                      240800                1505.00                    360                     359                  7.125                      0                      0                   0.375                    7.5 Manassas               VA                                       20110 Townhouse                              240800                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   12.5                  2.375                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      120000                 762.50                    360                     359                   7.25                      0                      0                   0.375                  7.625 OREM                   UT                                       84057 Single Family                          120000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.625                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G03                                                      400000                2416.67                    360                     358                  6.875                      0                      0                   0.375                   7.25 Monterey Park          CA                                       91755 2-4 Family                             400000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.25                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      175000                1203.13                    360                     359                  7.875                      0                      0                   0.375                   8.25 Gulf Shores            AL                                       36542 Single Family                          175000                20060601            67.30999756 No MI                                1.00E+17                    2.25               20110501                  14.25                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G03                                                      126400                 750.50                    360                     357                   6.75                      0                      0                   0.375                  7.125 Greensboro             NC                                       27410 PUD                                    126400                20060401                     80 No MI                                1.00E+17                    2.75               20110301                 13.125                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G01                                                      988000                6689.58                    360                     359                   7.75                      0                      0                   0.375                  8.125 Royal Plm Beach        FL                                       33414 Single Family                          988000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.125                  2.375                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      124400                 855.25                    360                     358                  7.875                      0                      0                   0.375                   8.25 Hyattsville            MD                                       20785 Single Family                          124400                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  13.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                      156392                 879.71                    360                     358                  6.375                      0                      0                   0.375                   6.75 Jacksonville           FL                                       32259 Condominium                            156392                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.75                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G03                                                       92950                 580.94                    360                     359                  7.125                      0                      0                   0.375                    7.5 Hialeah                FL                                       33012 Condominium                             92950                20060601                     65 No MI                                1.00E+17                    2.25               20110501                   12.5                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                       86195                 647.97                    360                     359                  7.875                      0                      0                   0.375                   8.25 COLUMBUS               OH                                       43207 Single Family                           86250                20060601                     75 No MI                                1.00E+17                    2.25               20110501                  13.25                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G01                                                      642000                4480.62                    360                     359                      8                      0                      0                   0.375                  8.375 Miami                  FL                                       33131 Condominium                            642000                20060601                     75 No MI                                1.00E+17                    2.25               20110501                 13.375                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      380000                2493.75                    360                     359                    7.5                      0                      0                   0.375                  7.875 Lahaina                HI                                       96761 Condominium                            380000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.875                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G03                                                      464468                2902.93                    360                     358                  7.125                      0                      0                   0.375                    7.5 Fort Myers             FL                                       33908 PUD                                    464468                20060501                     80 No MI                                1.00E+17                    2.75               20110401                   13.5                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      125600                 889.67                    360                     359                  8.125                      0                      0                   0.375                    8.5 ATLANTA                GA                                       30311 PUD                                    125600                20060601                     80 No MI                                                            2.25               20110501                   13.5                  2.375                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      210000                1378.13                    360                     359                    7.5                      0                      0                   0.375                  7.875 CINCINNATI             OH                                       45245 Single Family                          210000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      334250                2367.60                    360                     359                  8.125                      0                      0                   0.375                    8.5 BOWIE                  MD                                       20720 Condominium                            334250                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   13.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      144800                1025.67                    360                     359                  8.125                      0                      0                   0.375                    8.5 ATLANTA                GA                                       30311 PUD                                    144800                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   13.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G03                                                    70242.16                 479.55                    360                     359                  6.875                      0                      0                   0.375                   7.25 MILWAUKEE              WI                                       53212 Single Family                           70297                20060601                     65 No MI                                1.00E+17                    2.25               20110501                  12.25                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                   307813.42                2368.25                    360                     359                  8.125                      0                      0                   0.375                    8.5 Moreno Valley          CA                                       92557 Single Family                          308000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   13.5                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      311200                2042.25                    360                     359                    7.5                      0                      0                   0.375                  7.875 COLUMBUS               OH                                       43205 Single Family                          311200                20060601                     80 No MI                                                            2.25               20110501                 12.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G03                                                      137600                 860.00                    360                     359                  7.125                      0                      0                   0.375                    7.5 Apex                   NC                                       27539 PUD                                    137600                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   13.5                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G03                                                      218800                1321.92                    360                     359                  6.875                      0                      0                   0.375                   7.25 Orting                 WA                                       98360 PUD                                    218800                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  13.25                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      232000                1522.50                    360                     358                    7.5                      0                      0                   0.375                  7.875 Highlands Ranch        CO                                       80129 PUD                                    232000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.875                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G03                                                      262400                1640.00                    360                     359                  7.125                      0                      0                   0.375                    7.5 Woodbridge             VA                                       22193 Single Family                          262400                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   12.5                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G03                                                      195000                1178.13                    360                     359                  6.875                      0                      0                   0.375                   7.25 Ormond Beach           FL                                       32176 Single Family                          195000                20060601                     75 No MI                                1.00E+17                    2.25               20110501                  12.25                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G02                                                      399992                2249.96                    360                     358                  6.375                      0                      0                   0.375                   6.75 Murrieta               CA                                       92563 Single Family                          399992                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.75                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G03                                                      212250                1260.23                    360                     359                   6.75                      0                      0                   0.375                  7.125 Lancaster              CA                                       93534 Single Family                          212250                20060601                     75 No MI                                1.00E+17                    2.25               20110501                 12.125                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      254900                1725.89                    360                     359                   7.75                      0                      0                   0.375                  8.125 Denver                 CO                                       80209 Single Family                          254900                20060601            70.80999756 No MI                                1.00E+17                    2.25               20110501                 13.125                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      177100                1236.01                    360                     359                      8                      0                      0                   0.375                  8.375 Atlanta                GA                                       30316 Single Family                          177100                20060601                     70 No MI                                1.00E+17                    2.25               20110501                 13.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G01                                                      626650                4047.11                    360                     359                  7.375                      0                      0                   0.375                   7.75 PURCELLVILLE           VA                                       20132 PUD                                    626650                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G03                                                      225600                1386.50                    360                     359                      7                      0                      0                   0.375                  7.375 LAS VEGAS              NV                                       89156 Single Family                          225600                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.375                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G03                                                      416000                2556.67                    360                     359                      7                      0                      0                   0.375                  7.375 North Andover          MA                                        1845 Single Family                          416000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G03                                                   484861.22                3030.38                    360                     359                  7.125                      0                      0                   0.375                    7.5 LAKE ELSINORE          CA                                       92532 Single Family                          484864                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   12.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      131400                 917.06                    360                     359                      8                      0                      0                   0.375                  8.375 Centerville            UT                                       84014 PUD                                    131400                20060601            79.98000336 No MI                                1.00E+17                    2.25               20110501                 13.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      142100                 976.94                    360                     359                  7.875                      0                      0                   0.375                   8.25 Missouri City          TX                                       77489 PUD                                    142100                20060601            74.98999786 No MI                                1.00E+17                    2.25               20110501                  13.25                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G03                                                       92150                 575.94                    360                     359                  7.125                      0                      0                   0.375                    7.5 Riverdale              GA                                       30296 Townhouse                               92150                20060601            69.97000122 No MI                                1.00E+17                    2.25               20110501                   12.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G02                                                      271920                1444.58                    360                     359                      6                      0                      0                   0.375                  6.375 WESLEY CHAPEL          FL                                       33543 PUD                                    271920                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G02                                                      160312                 918.45                    360                     358                    6.5                      0                      0                   0.375                  6.875 Jacksonville           FL                                       32259 Condominium                            160312                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                      235096                1248.95                    360                     359                      6                      0                      0                   0.375                  6.375 Bakersfield            CA                                       93311 Single Family                          235096                20060601                     80 No MI                                1.00E+17                    2.75               20110501                 12.375                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G01                                                      389000                2228.65                    360                     359                    6.5                      0                      0                   0.375                  6.875 San Diego              CA                                       92126 Condominium                            389000                20060601            72.04000092 No MI                                1.00E+17                    2.25               20090501                 12.875                  2.375                       1 First Lien                                    Y                                          120 Prepay                                    360                      36 N                                    20360501 AFL2
GII                      G02                                                      288650                1563.52                    360                     358                  6.125                      0                      0                   0.375                    6.5 Suwanee                GA                                       30024 PUD                                    288650                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                      249559                1403.77                    360                     359                  6.375                      0                      0                   0.375                   6.75 West Jordan            UT                                       84088 Single Family                          249559                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.75                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G01                                                      845000                4401.04                    360                     358                  5.875                      0                      0                   0.375                   6.25 Oak Brook              IL                                       60523 Single Family                          850000                20060501            48.56999969 No MI                                                           2.625               20061001                     12                  1.875                       0 First Lien                                    Y                                          120 No_PP                                     360                       6 N                                    20360401 AFL2
GII                      G02                                                      311920                1819.53                    360                     359                  6.625                      0                      0                   0.375                      7 Glendale               AZ                                       85310 PUD                                    311920                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     12                   2.25                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G01                                                      620000                3164.58                    360                     359                   5.75                      0                      0                   0.375                  6.125 Penn Valley            CA                                       95946 Single Family                          620000                20060601                     62 No MI                                1.00E+17                     2.5               20061101                     12                  1.875                       0 First Lien                                    Y                                          120 No_PP                                     360                       6 N                                    20360501 AFL2
GI                       G03                                                      183200                1125.92                    360                     359                      7                      0                      0                   0.375                  7.375 TWIN PEAKS AREA        CA                                       92391 Single Family                          183200                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.375                  2.125                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                    75953.96                 584.37                    360                     359                  8.125                      0                      0                   0.375                    8.5 Grand Rapids           MI                                       49503 Single Family                           76000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   13.5                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G03                                                      308000                1892.92                    360                     359                      7                      0                      0                   0.375                  7.375 BROADWAY MANCHESTER    CA                                       90003 Single Family                          308000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                       55200                 356.50                    360                     359                  7.375                      0                      0                   0.375                   7.75 TAYLORSVILLE           UT                                       84123 Condominium                             55200                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.75                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G01                                                      960000                6400.00                    360                     359                  7.625                      0                      0                   0.375                      8 Duluth                 GA                                       30097 Single Family                          960000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     13                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      121100                 782.10                    360                     359                  7.375                      0                      0                   0.375                   7.75 TALLAHASSEE            FL                                       32303 PUD                                    121100                20060601                     70 No MI                                1.00E+17                    2.25               20110501                  12.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      121100                 782.10                    360                     359                  7.375                      0                      0                   0.375                   7.75 TALLAHASSEE            FL                                       32303 PUD                                    121100                20060601                     70 No MI                                1.00E+17                    2.25               20110501                  12.75                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                       60375                 433.95                    360                     359                   8.25                      0                      0                   0.375                  8.625 BON AIR                SC                                       29150 Single Family                           60375                20060601                     75 No MI                                1.00E+17                    2.25               20110501                 13.625                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G02                                                      409500                2303.44                    360                     359                  6.375                      0                      0                   0.375                   6.75 MURRIETA               CA                                       92563 Single Family                          409500                20060601                     70 No MI                                1.00E+17                    2.25               20110501                  11.75                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                    82400.05                 633.97                    360                     359                  8.125                      0                      0                   0.375                    8.5 Austin                 TX                                       78744 Single Family                           82450                20060601            74.98999786 No MI                                1.00E+17                    2.25               20110501                   13.5                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G03                                                      115200                 708.00                    360                     359                      7                      0                      0                   0.375                  7.375 Hialeah                FL                                       33012 Condominium                            115200                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.375                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                       52875                 380.04                    360                     359                   8.25                      0                      0                   0.375                  8.625 Leesville              SC                                       29070 Single Family                           52875                20060601                     75 No MI                                1.00E+17                    2.25               20110501                 13.625                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G03                                                       93600                 575.25                    360                     359                      7                      0                      0                   0.375                  7.375 Hialeah                FL                                       33012 Condominium                             93600                20060601                     65 No MI                                1.00E+17                    2.25               20110501                 12.375                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                       49500                 355.78                    360                     359                   8.25                      0                      0                   0.375                  8.625 Norway                 SC                                       29113 Single Family                           49500                20060601                     75 No MI                                1.00E+17                    2.25               20110501                 13.625                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      135920                 906.13                    360                     359                  7.625                      0                      0                   0.375                      8 Zephyrhills            FL                                       33541 Condominium                            135920                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     13                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      237600                1633.50                    360                     359                  7.875                      0                      0                   0.375                   8.25 Reedley                CA                                       93654 Single Family                          237600                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  13.25                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                       91875                 602.93                    360                     359                    7.5                      0                      0                   0.375                  7.875 ROY                    UT                                       84067 Single Family                           91875                20060601                     75 No MI                                1.00E+17                    2.25               20110501                 12.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      168000                1120.00                    360                     359                  7.625                      0                      0                   0.375                      8 WESTMINISTER           CO                                       80030 Single Family                          168000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     13                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G03                                                      198400                1198.67                    360                     359                  6.875                      0                      0                   0.375                   7.25 SILVER SPRING          MD                                       20904 Townhouse                              198400                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  13.25                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      408000                2677.50                    360                     359                    7.5                      0                      0                   0.375                  7.875 Seattle                WA                                       98188 2-4 Family                             408000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G01                                                      599200                4119.50                    360                     359                  7.875                      0                      0                   0.375                   8.25 Las Vegas              NV                                       89141 PUD                                    599200                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  13.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      198700                1407.46                    360                     359                  8.125                      0                      0                   0.375                    8.5 KISSIMMEE              FL                                       34758 PUD                                    198700                20060601            79.98999786 No MI                                1.00E+17                    2.25               20110501                   13.5                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G01                                                      960000                6200.00                    360                     358                  7.375                      0                      0                   0.375                   7.75 MISSION                TX                                       78572 Single Family                          960000                20060501                     80 No MI                                1.00E+16                   3.875               20110401                  13.75                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      143900                1004.30                    360                     359                      8                      0                      0                   0.375                  8.375 PALMYRA                VA                                       22963 PUD                                    143900                20060601            79.98999786 No MI                                1.00E+17                    2.25               20110501                 13.375                    3.5                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G03                                                      435000                2628.12                    360                     359                  6.875                      0                      0                   0.375                   7.25 Stevenson Ranch        CA                                       91381 PUD                                    435000                20060601            48.33000183 No MI                                1.00E+17                    2.25               20110501                  12.25                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      111800                 710.40                    360                     359                   7.25                      0                      0                   0.375                  7.625 GREENFIELD             WI                                       53221 Single Family                          111800                20060601                     65 No MI                                1.00E+17                    2.25               20110501                 12.625                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G01                                                      442500                3134.37                    360                     359                  8.125                      0                      0                   0.375                    8.5 St. Petersburg         FL                                       33705 PUD                                    442500                20060601                     75 No MI                                1.00E+17                    2.25               20110501                   13.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      160000                1133.33                    360                     359                  8.125                      0                      0                   0.375                    8.5 Las Vegas              NV                                       89030 Single Family                          160000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   13.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G03                                                   120708.08                 834.34                    360                     359                      7                      0                      0                   0.375                  7.375 Lancaster              PA                                       17602 Single Family                          120800                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.375                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      127500                 889.84                    360                     359                      8                      0                      0                   0.375                  8.375 Aurora                 CO                                       80011 Single Family                          127500                20060601                     75 No MI                                1.00E+17                    2.25               20110501                 13.375                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      323655                2292.56                    360                     360                  8.125                      0                      0                   0.375                    8.5 SAN DIEGO              CA                                       92130 Condominium                            323655                20060701                     80 No MI                                1.00E+17                    2.25               20110601                   13.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GI                       G01                                                      858000                5630.63                    360                     359                    7.5                      0                      0                   0.375                  7.875 Los Angeles            CA                                       90048 Single Family                          858000                20060601                     65 No MI                                1.00E+17                    2.25               20110501                 12.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      175900                1190.99                    360                     359                   7.75                      0                      0                   0.375                  8.125 Port Charlotte         FL                                       33980 PUD                                    175900                20060601            74.93000031 No MI                                1.00E+17                    2.25               20110501                 13.125                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                   288720.43                2195.85                    360                     359                      8                      0                      0                   0.375                  8.375 Dallas                 TX                                       75206 Townhouse                              288900                20060601                     75 No MI                                1.00E+17                    2.25               20110501                 13.375                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      360000                2400.00                    360                     359                  7.625                      0                      0                   0.375                      8 Castaic                CA                                       91384 Single Family                          360000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     13                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      165600                1155.75                    360                     359                      8                      0                      0                   0.375                  8.375 North Las Vegas        NV                                       89032 Single Family                          165600                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G01                                                      650000                4604.17                    360                     359                  8.125                      0                      0                   0.375                    8.5 PERRY HALL             MD                                       21128 PUD                                    650000                20060601            78.02999878 No MI                                1.00E+17                    2.25               20110501                   13.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                   155995.26                1145.41                    360                     359                  7.625                      0                      0                   0.375                      8 Maumelle               AR                                       72113 Single Family                          156100                20060601                     70 No MI                                1.00E+17                    2.25               20110501                     13                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      156040                1024.01                    360                     358                    7.5                      0                      0                   0.375                  7.875 N LAS VEGAS            NV                                       89081 Condominium                            156040                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.875                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      264000                1677.50                    360                     359                   7.25                      0                      0                   0.375                  7.625 COLUMBIA HEIGHTS       MN                                       55421 2-4 Family                             264000                20060601            77.65000153 No MI                                1.00E+17                    2.25               20110501                 12.625                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      171375                1196.05                    360                     359                      8                      0                      0                   0.375                  8.375 Elizabeth              CO                                       80107 Single Family                          171375                20060601                     75 No MI                                1.00E+17                    2.25               20110501                 13.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                   260084.05                1955.17                    360                     359                  7.875                      0                      0                   0.375                   8.25 BRIDGEPORT             CT                                        6606 2-4 Family                             260250                20060601                     75 No MI                                1.00E+17                    2.25               20110501                  13.25                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G01                                                       97500                 497.66                    360                     359                   5.75                      0                      0                   0.375                  6.125 BALTIMORE              MD                                       21222 Townhouse                               97500                20060601                     75 No MI                                1.00E+17                    2.25               20090501                 12.125                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      36 N                                    20360501 AFL2
GI                       G01                                                      506200                3532.85                    360                     359                      8                      0                      0                   0.375                  8.375 Boston                 MA                                        2111 Condominium                            506200                20060601            74.98999786 No MI                                1.00E+17                    2.25               20110501                 14.375                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G01                                                      637500                4250.00                    360                     359                  7.625                      0                      0                   0.375                      8 BOCA RATON             FL                                       33486 Single Family                          637500                20060601                     75 No MI                                1.00E+17                    2.25               20110501                     13                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G03                                                      628000                3794.17                    360                     359                  6.875                      0                      0                   0.375                   7.25 WOODBRIDGE             VA                                       22191 Single Family                          628000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G03                                                      324000                2025.00                    360                     359                  7.125                      0                      0                   0.375                    7.5 Blue Ridge             GA                                       30513 Single Family                          324000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   12.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      123750                 863.67                    360                     359                      8                      0                      0                   0.375                  8.375 Lehigh Acres           FL                                       33972 Single Family                          123750                20060601                     75 No MI                                1.00E+17                    2.25               20110501                 13.375                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      193403                1289.35                    360                     359                  7.625                      0                      0                   0.375                      8 TAYLORS                SC                                       29687 PUD                                    193403                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     13                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G02                                                      283950                1567.64                    360                     358                   6.25                      0                      0                   0.375                  6.625 North Las Vegas        NV                                       89081 PUD                                    283950                20060501            79.98999786 No MI                                1.00E+17                    2.25               20110401                 12.625                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G01                                                      615232                4229.72                    360                     359                  7.875                      0                      0                   0.375                   8.25 FREDERICK              MD                                       21704 Single Family                          615232                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  13.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      405140                2700.93                    360                     359                  7.625                      0                      0                   0.375                      8 ADAMSTOWN              MD                                       21710 Single Family                          405140                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     13                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      172800                1224.00                    360                     359                  8.125                      0                      0                   0.375                    8.5 Westerville            OH                                       43081 PUD                                    172800                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   13.5                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G01                                                      505296                3579.18                    360                     359                  8.125                      0                      0                   0.375                    8.5 Woodbridge             VA                                       22191 Single Family                          505296                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   13.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      208600                1325.48                    360                     359                   7.25                      0                      0                   0.375                  7.625 ODENTON                MD                                       21113 Condominium                            208600                20060601            79.98999786 No MI                                1.00E+17                    2.25               20110501                 12.625                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      112500                 750.00                    360                     359                  7.625                      0                      0                   0.375                      8 Foley                  AL                                       36535 Single Family                          112500                20060601                     75 No MI                                1.00E+17                    2.25               20110501                     14                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      280720                1871.47                    360                     359                  7.625                      0                      0                   0.375                      8 PORT SAINT LUCIE       FL                                       34953 Single Family                          280720                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     13                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G03                                                      172250                1076.56                    360                     359                  7.125                      0                      0                   0.375                    7.5 Spring Hill            FL                                       34610 Single Family                          172250                20060601                     65 No MI                                                            2.25               20110501                   12.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                       59920                 424.43                    360                     359                  8.125                      0                      0                   0.375                    8.5 Ogden                  UT                                       84403 Single Family                           59920                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   13.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      240160                1676.12                    360                     359                      8                      0                      0                   0.375                  8.375 ERIE                   CO                                       80516 PUD                                    240160                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      220000                1535.42                    360                     359                      8                      0                      0                   0.375                  8.375 Neptune City           NJ                                        7753 Single Family                          220000                20060601                     80 No MI                                1.00E+17                    2.75               20160501                 14.375                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                     120 N                                    20360501 AFL2
GI                       G02                                                      139200                 986.00                    360                     359                  8.125                      0                      0                   0.375                    8.5 CARROLLTON             GA                                       30116 Single Family                          139200                20060601            79.54000092 No MI                                1.00E+17                    2.25               20110501                   13.5                  2.375                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      120000                 850.00                    360                     359                  8.125                      0                      0                   0.375                    8.5 CARROLLTON             GA                                       30116 Single Family                          120000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   13.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                       68000                 481.67                    360                     359                  8.125                      0                      0                   0.375                    8.5 FAIRBURN               GA                                       30213 Single Family                           68000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   13.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      173120                1100.03                    360                     359                   7.25                      0                      0                   0.375                  7.625 SAINT PAUL             MN                                       55104 Single Family                          173120                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.625                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G02                                                      105750                 572.81                    360                     358                  6.125                      0                      0                   0.375                    6.5 Mc Cordsville          IN                                       46055 PUD                                    105750                20060501            79.97000122 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      284000                1893.33                    360                     359                  7.625                      0                      0                   0.375                      8 Myakka City            FL                                       34251 Single Family                          284000                20060601                     80 No MI                                1.00E+17                    2.75               20110501                     14                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G02                                                      251992                1469.95                    360                     359                  6.625                      0                      0                   0.375                      7 Jupiter                FL                                       33458 PUD                                    251992                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     13                  2.375                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      249575                1611.84                    360                     358                  7.375                      0                      0                   0.375                   7.75 Jupiter                FL                                       33458 Condominium                            249575                20060501            79.98999786 No MI                                1.00E+17                    2.75               20110401                  13.75                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                      274550                1544.34                    360                     358                  6.375                      0                      0                   0.375                   6.75 North Las Vegas        NV                                       89081 PUD                                    274550                20060501            79.98999786 No MI                                1.00E+17                    2.25               20110401                  12.75                  2.375                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      318000                2020.62                    360                     358                   7.25                      0                      0                   0.375                  7.625 Orlando                FL                                       32824 PUD                                    318000                20060501                     80 No MI                                1.00E+17                    2.75               20110401                 13.625                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                   200176.86                1292.81                    360                     359                  7.375                      0                      0                   0.375                   7.75 Jacksonville           FL                                       32222 PUD                                    200184                20060601                     80 No MI                                1.00E+17                    2.75               20110501                  13.75                  2.375                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G02                                                      251600                1441.46                    360                     358                    6.5                      0                      0                   0.375                  6.875 North Las Vegas        NV                                       89081 PUD                                    251600                20060501                     80 No MI                                                            2.25               20110401                 12.875                  2.375                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                      184068                1035.38                    360                     358                  6.375                      0                      0                   0.375                   6.75 Berlin                 MD                                       21811 Condominium                            184068                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.75                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                      171500                 982.55                    360                     359                    6.5                      0                      0                   0.375                  6.875 Orlando                FL                                       32828 Condominium                            171500                20060601            79.98999786 No MI                                1.00E+17                    2.25               20110501                 11.875                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G03                                                      392000                2368.33                    360                     359                  6.875                      0                      0                   0.375                   7.25 Bayonne                NJ                                        7002 2-4 Family                             392000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.25                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G02                                                      311200                1815.33                    360                     359                  6.625                      0                      0                   0.375                      7 San Miguel             CA                                       93451 Single Family                          311200                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     12                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      204536                1363.57                    360                     359                  7.625                      0                      0                   0.375                      8 Murrells Inlet         SC                                       29576 PUD                                    204536                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     13                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G02                                                      264800                1489.50                    360                     358                  6.375                      0                      0                   0.375                   6.75 ADELANTO               CA                                       92301 Single Family                          264800                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.75                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G03                                                      139500                 857.34                    360                     359                      7                      0                      0                   0.375                  7.375 South Saint Paul       MN                                       55075 Single Family                          139500                20060601                     75 No MI                                1.00E+17                    2.25               20110501                 12.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      394300                2792.96                    360                     359                  8.125                      0                      0                   0.375                    8.5 SOUTH RIDING           VA                                       20152 PUD                                    394300                20060601                     75 No MI                                1.00E+17                    2.25               20110501                   13.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                   382168.34                2940.33                    360                     359                  8.125                      0                      0                   0.375                    8.5 PHOENIX                AZ                                       85086 PUD                                    382400                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   13.5                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      379200                2686.00                    360                     359                  8.125                      0                      0                   0.375                    8.5 SAN DIEGO              CA                                       92106 Single Family                          379200                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   13.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      371250                2629.69                    360                     359                  8.125                      0                      0                   0.375                    8.5 CHANTILLY              VA                                       20152 PUD                                    371250                20060601                     75 No MI                                1.00E+17                    2.25               20110501                   13.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G03                                                      145600                 910.00                    360                     359                  7.125                      0                      0                   0.375                    7.5 Plymouth               MN                                       55441 Condominium                            145600                20060601                     70 No MI                                1.00E+17                    2.25               20110501                   12.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      106000                 761.88                    360                     359                   8.25                      0                      0                   0.375                  8.625 Arizona City           AZ                                       85223 Single Family                          106000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.625                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      244000                1092.92                    360                     353                      5                      0                      0                   0.375                  5.375 Jacksonville           FL                                       32224 PUD                                    244000                20051201                     80 No MI                                1.00E+17                    2.25               20121101                 10.375                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      84 N                                    20351101 AFL2
GI                       G03                                                       84036                 580.86                    360                     359                      7                      0                      0                   0.375                  7.375 Orlando                FL                                       32808 Single Family                           84100                20060601            73.19000244 No MI                                1.00E+17                    2.25               20110501                 12.375                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      267250                1893.02                    360                     359                  8.125                      0                      0                   0.375                    8.5 FORT COLLINS           CO                                       80528 PUD                                    267250                20060601            79.98999786 No MI                                1.00E+17                    2.25               20110501                   13.5                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G03                                                      182000                1118.54                    360                     359                      7                      0                      0                   0.375                  7.375 W JORDAN               UT                                       84088 Single Family                          182000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.375                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G02                                                      360000                2025.00                    360                     359                  6.375                      0                      0                   0.375                   6.75 MONTEBELLO             CA                                       90640 Single Family                          360000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  11.75                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      170340                1206.57                    360                     359                  8.125                      0                      0                   0.375                    8.5 MONROE                 WA                                       98272 Single Family                          170340                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   13.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                       69300                 447.56                    360                     359                  7.375                      0                      0                   0.375                   7.75 SAVANNAH               GA                                       31406 Single Family                           69300                20060601                     70 No MI                                1.00E+17                    2.25               20110501                  12.75                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G01                                                     1425000                9054.69                    360                     359                   7.25                      0                      0                   0.375                  7.625 SENECA                 SC                                       29672 PUD                                   1425000                20060601                     75 No MI                                1.00E+17                    2.25               20110501                 12.625                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      307900                2148.89                    360                     359                      8                      0                      0                   0.375                  8.375 CARTERSVILLE           GA                                       30120 PUD                                    307900                20060601            79.98999786 No MI                                1.00E+17                    2.25               20110501                 13.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      312000                2047.50                    360                     359                    7.5                      0                      0                   0.375                  7.875 Mesa                   AZ                                       85212 PUD                                    312000                20060601                     80 No MI                                1.00E+17                    2.75               20110501                 13.875                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G02                                                      227920                1329.53                    360                     359                  6.625                      0                      0                   0.375                      7 STONE MOUNTAIN         GA                                       30087 PUD                                    227920                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     12                  2.375                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      208000                1343.33                    360                     359                  7.375                      0                      0                   0.375                   7.75 ATLANTA                GA                                       30310 Single Family                          208000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      103200                 720.25                    360                     359                      8                      0                      0                   0.375                  8.375 TAMPA                  FL                                       33612 Single Family                          103200                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G03                                                      104996                 645.29                    360                     359                      7                      0                      0                   0.375                  7.375 Selma                  TX                                       78154 PUD                                    104996                20060601                     80 No MI                                1.00E+17                    2.75               20110501                 13.375                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                   258708.69                1846.12                    360                     359                   7.25                      0                      0                   0.375                  7.625 Boca Raton             FL                                       33428 Condominium                            260826                20060601                     80 No MI                                1.00E+17                    2.75               20110501                 13.625                  2.375                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      135100                 872.52                    360                     359                  7.375                      0                      0                   0.375                   7.75 DELAND                 FL                                       32724 Single Family                          135100                20060601            79.98999786 No MI                                1.00E+17                    2.25               20110501                  12.75                  2.375                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      246400                1771.00                    360                     360                   8.25                      0                      0                   0.375                  8.625 Lehigh Acres           FL                                       33936 Single Family                          246400                20060701                     80 No MI                                1.00E+17                    2.25               20110601                 13.625                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360601 AFL2
GII                      G02                                                      273840                1540.35                    360                     358                  6.375                      0                      0                   0.375                   6.75 Carmel                 IN                                       46033 PUD                                    273840                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.75                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                      246000                1409.38                    360                     359                    6.5                      0                      0                   0.375                  6.875 Monroe                 NJ                                        8831 PUD                                    246000                20060601            64.79000092 No MI                                1.00E+17                    2.75               20110501                 12.875                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      109800                 766.31                    360                     359                      8                      0                      0                   0.375                  8.375 Saint Louis            MO                                       63144 Single Family                          109800                20060601            74.97000122 No MI                                1.00E+17                    2.25               20110501                 13.375                  2.375                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      260000                1652.08                    360                     358                   7.25                      0                      0                   0.375                  7.625 Turlock                CA                                       95380 Single Family                          260000                20060501                     80 No MI                                1.00E+17                    2.75               20110401                 13.625                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      105945                 728.37                    360                     359                  7.875                      0                      0                   0.375                   8.25 SARASOTA               FL                                       34243 Condominium                            105945                20060601                     75 No MI                                1.00E+17                    2.25               20110501                  13.25                  2.375                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      169080                1091.97                    360                     358                  7.375                      0                      0                   0.375                   7.75 Stuart                 FL                                       34997 Condominium                            169080                20060501                     80 No MI                                1.00E+17                    2.75               20110401                  13.75                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G03                                                      292000                1764.17                    360                     359                  6.875                      0                      0                   0.375                   7.25 Mesa                   AZ                                       85205 Single Family                          292000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.25                  2.375                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      220000                1420.83                    360                     359                  7.375                      0                      0                   0.375                   7.75 LAS VEGAS              NV                                       89156 Single Family                          220000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.75                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                    92342.57                 702.31                    360                     359                      8                      0                      0                   0.375                  8.375 LOUISVILLE             KY                                       40216 2-4 Family                              92400                20060601                     70 No MI                                1.00E+17                    2.25               20110501                 13.375                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      224000                1470.00                    360                     356                    7.5                      0                      0                   0.375                  7.875 WOODBRIDGE             VA                                       22193 Single Family                          224000                20060301                     80 No MI                                1.00E+17                    2.25               20110201                 12.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360201 AFL2
GI                       G02                                                       95392                 626.01                    360                     358                    7.5                      0                      0                   0.375                  7.875 Union City             GA                                       30291 Townhouse                               95392                20060501                     75 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                      229961                1317.48                    360                     359                    6.5                      0                      0                   0.375                  6.875 Peyton                 CO                                       80831 PUD                                    229961                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.875                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G01                                                      880000                5683.33                    360                     359                  7.375                      0                      0                   0.375                   7.75 Las Vegas              NV                                       89117 PUD                                    880000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.75                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                       95392                 626.01                    360                     358                    7.5                      0                      0                   0.375                  7.875 Union City             GA                                       30291 PUD                                     95392                20060501                     75 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G03                                                      173600                1066.92                    360                     359                      7                      0                      0                   0.375                  7.375 LAYTON                 UT                                       84041 Single Family                          173600                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G03                                                      292500                1828.13                    360                     358                  7.125                      0                      0                   0.375                    7.5 Oakland Park           FL                                       33309 2-4 Family                             292500                20060501                     65 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                      167250                 958.20                    360                     359                    6.5                      0                      0                   0.375                  6.875 SAINT PAUL             MN                                       55106 2-4 Family                             167250                20060601                     75 No MI                                1.00E+17                    2.25               20110501                 11.875                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      140250                 993.44                    360                     359                  8.125                      0                      0                   0.375                    8.5 BETHLEHEM              PA                                       18018 2-4 Family                             140250                20060601                     75 No MI                                1.00E+17                    2.25               20110501                   13.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G01                                                      220000                1558.33                    360                     359                  8.125                      0                      0                   0.375                    8.5 WOODBRIDGE             VA                                       22191 Townhouse                              220000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   14.5                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      107120                 680.66                    360                     359                   7.25                      0                      0                   0.375                  7.625 PHOENIX                AZ                                       85037 Condominium                            107120                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.625                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      230520                1584.83                    360                     358                  7.875                      0                      0                   0.375                   8.25 MINNETONKA             MN                                       55345 Single Family                          230520                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  13.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      208931                1349.35                    360                     358                  7.375                      0                      0                   0.375                   7.75 Thornton               CO                                       80602 PUD                                    208931                20060501                     70 No MI                                1.00E+17                    2.25               20110401                  12.75                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                      392000                2245.83                    360                     357                    6.5                      0                      0                   0.375                  6.875 Corona                 CA                                       92879 Condominium                            392000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 11.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G02                                                      171750                1145.00                    360                     359                  7.625                      0                      0                   0.375                      8 Gulf Shores            AL                                       36542 Single Family                          171750                20060601            74.70999908 No MI                                1.00E+17                    2.25               20110501                     14                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G03                                                      308000                1828.75                    360                     359                   6.75                      0                      0                   0.375                  7.125 Augusta                GA                                       30909 Single Family                          308000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.125                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G02                                                      260000                1489.58                    360                     359                    6.5                      0                      0                   0.375                  6.875 Dacula                 GA                                       30019 PUD                                    260000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.875                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                   140624.37                1070.18                    360                     358                      8                      0                      0                   0.375                  8.375 HOUSTON                TX                                       77007 2-4 Family                             140800                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G03                                                      320000                1900.00                    360                     358                   6.75                      0                      0                   0.375                  7.125 Port Saint Lucie       FL                                       34953 Single Family                          320000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.125                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      307500                2017.97                    360                     359                    7.5                      0                      0                   0.375                  7.875 Palmdale               CA                                       93550 Single Family                          307500                20060601                     75 No MI                                                            2.25               20110501                 12.875                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      164175                1145.80                    360                     358                      8                      0                      0                   0.375                  8.375 Cape Coral             FL                                       33993 Single Family                          164175                20060501                     75 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G03                                                      196800                1230.00                    360                     358                  7.125                      0                      0                   0.375                    7.5 Pembroke Pines         FL                                       33026 PUD                                    196800                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                   174745.87                1238.64                    360                     358                   7.25                      0                      0                   0.375                  7.625 Fort Lauderdale        FL                                       33313 Single Family                          175000                20060501                     70 No MI                                1.00E+17                    2.25               20110401                 12.625                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      268000                1702.92                    360                     358                   7.25                      0                      0                   0.375                  7.625 Ceres                  CA                                       95307 Single Family                          268000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.625                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G03                                                   491230.06                3356.31                    360                     358                  6.875                      0                      0                   0.375                   7.25 Las Vegas              NV                                       89113 PUD                                    492000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.25                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                   128771.75                 826.00                    360                     358                   6.25                      0                      0                   0.375                  6.625 Paulden                AZ                                       86334 Single Family                          129000                20060501                     60 No MI                                1.00E+17                    2.25               20110401                 11.625                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      380000                2572.92                    360                     359                   7.75                      0                      0                   0.375                  8.125 Ashburn                VA                                       20147 PUD                                    380000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.125                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      179288                1232.61                    360                     359                  7.875                      0                      0                   0.375                   8.25 ORLANDO                FL                                       32828 PUD                                    179288                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  13.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G01                                                      605500                3973.59                    360                     359                    7.5                      0                      0                   0.375                  7.875 FRESNO                 CA                                       93727 Single Family                          605500                20060601                     70 No MI                                                            2.25               20110501                 12.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      208000                1343.33                    360                     359                  7.375                      0                      0                   0.375                   7.75 WESTMINSTER            CO                                       80031 Single Family                          208000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G02                                                      239600                1372.71                    360                     359                    6.5                      0                      0                   0.375                  6.875 ROSEVILLE              CA                                       95747 Condominium                            239600                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.875                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      637500                4117.19                    360                     359                  7.375                      0                      0                   0.375                   7.75 LOS ANGELES            CA                                       90019 2-4 Family                             637500                20060601                     75 No MI                                1.00E+17                    2.25               20110501                  12.75                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G01                                                      350000                1859.38                    360                     359                      6                      0                      0                   0.375                  6.375 San Diego              CA                                       92120 Single Family                          350000                20060601            67.30999756 No MI                                1.00E+17                    2.25               20090501                 12.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      36 N                                    20360501 AFL2
GI                       G02                                                      300000                2031.25                    360                     359                   7.75                      0                      0                   0.375                  8.125 Escondido              CA                                       92025 Single Family                          300000                20060601                     80 No MI                                1.00E+17                   2.375               20080501                 13.125                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      24 N                                    20360501 AFL2
GI                       G02                                                      175500                1170.00                    360                     359                  7.625                      0                      0                   0.375                      8 Gulf Shores            AL                                       36542 Single Family                          175500                20060601            74.05000305 No MI                                1.00E+17                    2.25               20110501                     14                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      171450                 946.55                    360                     359                   6.25                      0                      0                   0.375                  6.625 LAWRENCEVILLE          GA                                       30045 PUD                                    171450                20060601            79.98000336 No MI                                1.00E+17                    2.25               20160501                 11.625                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                     120 N                                    20360501 AFL2
GII                      G02                                                      107192                 614.12                    360                     359                    6.5                      0                      0                   0.375                  6.875 HAMPTON                GA                                       30228 Single Family                          107192                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      166546                1110.31                    360                     359                  7.625                      0                      0                   0.375                      8 ATLANTA                GA                                       30331 PUD                                    166546                20060601                  78.25 No MI                                1.00E+17                    2.25               20110501                     13                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G01                                                      103920                 508.78                    360                     359                    5.5                      0                      0                   0.375                  5.875 CONYERS                GA                                       30013 Single Family                          103920                20060601                     80 No MI                                1.00E+17                    2.25               20090501                 11.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      36 N                                    20360501 AFL2
GII                      G02                                                      130700                 721.57                    360                     359                   6.25                      0                      0                   0.375                  6.625 CANTON                 GA                                       30114 PUD                                    130700                20060601            79.98999786 No MI                                1.00E+17                    2.25               20110501                 11.625                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      161842                1129.52                    360                     358                      8                      0                      0                   0.375                  8.375 Hampton                GA                                       30228 PUD                                    161842                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G03                                                      176000                1100.00                    360                     359                  7.125                      0                      0                   0.375                    7.5 GILLSVILLE             GA                                       30543 Single Family                          176000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   12.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G02                                                      120568                 653.08                    360                     359                  6.125                      0                      0                   0.375                    6.5 DOUGLASVILLE           GA                                       30134 Single Family                          120568                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   11.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G02                                                      200792                1150.37                    360                     359                    6.5                      0                      0                   0.375                  6.875 SNELLVILLE             GA                                       30039 PUD                                    200792                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G01                                                      272000                1360.00                    360                     358                  5.625                      0                      0                   0.375                      6 RYDAL                  GA                                       30171 Single Family                          272000                20060501                     80 No MI                                1.00E+17                    2.25               20090401                     12                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      36 N                                    20360401 AFL2
GII                      G02                                                      127550                 717.47                    360                     359                  6.375                      0                      0                   0.375                   6.75 NORCROSS               GA                                       30093 PUD                                    127550                20060601            79.98999786 No MI                                1.00E+17                    2.25               20110501                  11.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G02                                                      155128                 888.75                    360                     359                    6.5                      0                      0                   0.375                  6.875 Hiram                  GA                                       30141 PUD                                    155128                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      108000                 708.75                    360                     359                    7.5                      0                      0                   0.375                  7.875 RIVERDALE              GA                                       30274 Single Family                          108000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      128720                 831.32                    360                     359                  7.375                      0                      0                   0.375                   7.75 Covington              GA                                       30014 Single Family                          128720                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G03                                                      131500                 808.18                    360                     359                      7                      0                      0                   0.375                  7.375 DULUTH                 GA                                       30096 PUD                                    131500                20060601            79.98000336 No MI                                1.00E+17                    2.25               20110501                 12.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      108560                 757.66                    360                     359                      8                      0                      0                   0.375                  8.375 FAIRBURN               GA                                       30213 PUD                                    108560                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      400000                2791.67                    360                     358                      8                      0                      0                   0.375                  8.375 ATLANTA                GA                                       30345 Single Family                          400000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      275000                1833.33                    360                     359                  7.625                      0                      0                   0.375                      8 Port Saint Lucie       FL                                       34953 Single Family                          275000                20060601            84.62000275 Radian Guaranty                      1.00E+17                    2.25               20110501                     13                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      145600                1001.00                    360                     359                  7.875                      0                      0                   0.375                   8.25 ST PAUL                MN                                       55106 2-4 Family                             145600                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  13.25                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G03                                                      240000                1475.00                    360                     359                      7                      0                      0                   0.375                  7.375 Chicago                IL                                       60619 Single Family                          240000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      160000                1033.33                    360                     359                  7.375                      0                      0                   0.375                   7.75 SAN JACINTO            CA                                       92583 Single Family                          160000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.75                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      232000                1570.83                    360                     359                   7.75                      0                      0                   0.375                  8.125 BISCAYNE PARK          FL                                       33161 Single Family                          232000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 14.125                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      124000                 800.83                    360                     359                  7.375                      0                      0                   0.375                   7.75 Las Vegas              NV                                       89156 Condominium                            124000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.75                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G03                                                      180000                1106.25                    360                     359                      7                      0                      0                   0.375                  7.375 BAKERSFIELD            CA                                       93304 Single Family                          180000                20060601                     75 No MI                                1.00E+17                    2.25               20110501                 12.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      180000                1275.00                    360                     359                  8.125                      0                      0                   0.375                    8.5 Palm Beach Gardens     FL                                       33418 Condominium                            180000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   13.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      206300                1375.33                    360                     359                  7.625                      0                      0                   0.375                      8 BALTIMORE              MD                                       21244 Townhouse                              206300                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     13                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G03                                                      328439                2052.74                    360                     359                  7.125                      0                      0                   0.375                    7.5 Las Vegas              NV                                       89178 PUD                                    328439                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   12.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G03                                                      496000                3048.33                    360                     359                      7                      0                      0                   0.375                  7.375 ANAHEIM                CA                                       92804 Single Family                          496000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.375                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G03                                                      294266                1777.86                    360                     359                  6.875                      0                      0                   0.375                   7.25 Buckeye                AZ                                       85326 PUD                                    294266                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.25                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G01                                                      633550                4223.67                    360                     359                  7.625                      0                      0                   0.375                      8 PERRY HALL             MD                                       21128 PUD                                    633550                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     13                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                    67159.29                 516.71                    360                     359                  8.125                      0                      0                   0.375                    8.5 DETROIT                MI                                       48228 Single Family                           67200                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   13.5                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                   113525.69                 843.48                    360                     359                   7.75                      0                      0                   0.375                  8.125 ATL                    GA                                       30315 Single Family                          113600                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.125                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G03                                                      134320                 839.50                    360                     359                  7.125                      0                      0                   0.375                    7.5 LAS VEGAS              NV                                       89121 Condominium                            134320                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   12.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G01                                                   919334.13                6511.70                    360                     359                   7.25                      0                      0                   0.375                  7.625 Davison                MI                                       48423 Single Family                          920000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.625                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                       72250                 466.61                    360                     359                  7.375                      0                      0                   0.375                   7.75 NEW LONDON             WI                                       54961 Single Family                           72250                20060601                     85 PMI                                  1.00E+17                    2.25               20110501                  12.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                    92129.69                 684.51                    360                     359                   7.75                      0                      0                   0.375                  8.125 LANSING                MI                                       48917 Single Family                           92190                20060601                     70 No MI                                1.00E+17                    2.25               20110501                 13.125                  1.875                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      315200                2134.17                    360                     360                   7.75                      0                      0                   0.375                  8.125 Long Beach             CA                                       90802 Condominium                            315200                20060701            74.98000336 No MI                                                            2.25               20110601                 13.125                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GI                       G02                                                      244000                1601.25                    360                     359                    7.5                      0                      0                   0.375                  7.875 ARDEN HILLS            MN                                       55112 Single Family                          244000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.875                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                   102333.01                 760.32                    360                     359                   7.75                      0                      0                   0.375                  8.125 Phoenix                AZ                                       85018 Condominium                            102400                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.125                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      256967                1686.35                    360                     359                    7.5                      0                      0                   0.375                  7.875 MARICOPA               AZ                                       85239 PUD                                    256967                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      133520                 848.41                    360                     359                   7.25                      0                      0                   0.375                  7.625 Zephyrhills            FL                                       33541 Condominium                            133520                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.625                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G01                                                      996000                6847.50                    360                     359                  7.875                      0                      0                   0.375                   8.25 LONG BEACH             CA                                       90814 2-4 Family                             996000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  13.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      312000                2080.00                    360                     359                  7.625                      0                      0                   0.375                      8 Fresno                 CA                                       93702 2-4 Family                             312000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     13                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G01                                                      840000                5600.00                    360                     359                  7.625                      0                      0                   0.375                      8 Paradise Valley        AZ                                       85253 Single Family                          840000                20060601                     70 No MI                                1.00E+17                    2.25               20130501                     13                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      84 N                                    20360501 AFL2
GI                       G01                                                      673600                4350.33                    360                     359                  7.375                      0                      0                   0.375                   7.75 Scottsdale             AZ                                       85262 PUD                                    673600                20060601                     80 No MI                                                            2.25               20130501                  12.75                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      84 N                                    20360501 AFL2
GI                       G03                                                     1346250                8273.83                    360                     359                      7                      0                      0                   0.375                  7.375 Bald Head Island       NC                                       28461 PUD                                   1346250                20060601                     75 No MI                                1.00E+17                    2.25               20110501                 12.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G01                                                   319701.17                2431.47                    360                     359                      8                      0                      0                   0.375                  8.375 HANOVER                MD                                       21076 Single Family                          319900                20060601            79.98999786 No MI                                1.00E+17                    2.25               20090501                 14.375                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      36 N                                    20360501 AFL2
GI                       G01                                                     1000000                6875.00                    360                     359                  7.875                      0                      0                   0.375                   8.25 Scottsdale             AZ                                       85262 PUD                                   1000000                20060601            66.66999817 No MI                                1.00E+17                    2.25               20130501                  13.25                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      84 N                                    20360501 AFL2
GI                       G02                                                      252000                1758.75                    360                     359                      8                      0                      0                   0.375                  8.375 HIGHLAND               CA                                       92410 Single Family                          252000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G02                                                      316000                1810.42                    360                     359                    6.5                      0                      0                   0.375                  6.875 Gulf Shores            AL                                       36542 Condominium                            316000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G02                                                      145600                 819.00                    360                     359                  6.375                      0                      0                   0.375                   6.75 SPANISH FORK           UT                                       84660 Single Family                          145600                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  11.75                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G02                                                      303200                1673.92                    360                     359                   6.25                      0                      0                   0.375                  6.625 LAUREL                 MD                                       20724 PUD                                    303200                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.625                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      187200                1209.00                    360                     358                  7.375                      0                      0                   0.375                   7.75 PHOENIX                AZ                                       85008 Single Family                          187200                20060501                     80 No MI                                                            2.25               20110401                  12.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      138750                 982.81                    360                     359                  8.125                      0                      0                   0.375                    8.5 Celina                 TX                                       75009 PUD                                    138750                20060601                     75 No MI                                1.00E+17                    2.25               20110501                   13.5                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      135350                 888.23                    360                     359                    7.5                      0                      0                   0.375                  7.875 Elgin                  IL                                       60120 Single Family                          135350                20060601            74.98999786 No MI                                1.00E+17                    1.25               20110501                 12.875                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G01                                                      503900                3254.35                    360                     359                  7.375                      0                      0                   0.375                   7.75 LONE TREE              CO                                       80124 PUD                                    503900                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.75                  0.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G01                                                      539000                3537.19                    360                     359                    7.5                      0                      0                   0.375                  7.875 Naples                 FL                                       34114 Condominium                            539000                20060601                     70 No MI                                1.00E+17                    2.25               20110501                 12.875                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      131250                 929.69                    360                     359                  8.125                      0                      0                   0.375                    8.5 Celina                 TX                                       75009 PUD                                    131250                20060601                     75 No MI                                1.00E+17                    2.25               20110501                   13.5                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      161000                1140.42                    360                     359                  8.125                      0                      0                   0.375                    8.5 SAINT LOUIS            MO                                       63111 2-4 Family                             161000                20060601                     70 No MI                                1.00E+17                    2.25               20110501                   13.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      260000                1706.25                    360                     359                    7.5                      0                      0                   0.375                  7.875 GERMANTOWN             MD                                       20874 Townhouse                              260000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.875                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                   190398.67                1406.26                    360                     351                  7.625                      0                      0                   0.375                      8 ORLANDO                FL                                       32837 PUD                                    192000                20051001                     80 No MI                                1.00E+17                       3               20060901                     12                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      12 N                                    20350901 AFL2
GI                       G02                                                      146250                1035.94                    360                     359                  8.125                      0                      0                   0.375                    8.5 FT Worth               TX                                       76052 PUD                                    146250                20060601                     75 No MI                                1.00E+17                    2.25               20110501                   13.5                  2.625                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G01                                                      160500                1136.87                    360                     357                  8.125                      0                      0                   0.375                    8.5 Vero Beach             FL                                       32967 Single Family                          160500                20060401            74.98999786 No MI                                1.00E+17                    2.25               20110301                   13.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GII                      G03                                                   222226.51                1517.16                    360                     359                  6.875                      0                      0                   0.375                   7.25 LOCUST GROVE           VA                                       22508 PUD                                    222400                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.25                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      148850                 961.32                    360                     359                  7.375                      0                      0                   0.375                   7.75 SAINT PAUL             MN                                       55117 2-4 Family                             148850                20060601                     65 No MI                                1.00E+17                    2.25               20110501                  12.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      221250                1567.19                    360                     359                  8.125                      0                      0                   0.375                    8.5 Atlanta                GA                                       30310 Single Family                          221250                20060601                     75 No MI                                1.00E+17                    2.25               20110501                   13.5                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G01                                                      212000                1391.25                    360                     357                    7.5                      0                      0                   0.375                  7.875 Charleston             SC                                       29412 Single Family                          212000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 12.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GII                      G02                                                      216000                1237.50                    360                     358                    6.5                      0                      0                   0.375                  6.875 LAS VEGAS              NV                                       89123 PUD                                    216000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      211800                1412.00                    360                     359                  7.625                      0                      0                   0.375                      8 PHOENIX                AZ                                       85041 Single Family                          211800                20060601            79.97000122 No MI                                                            2.25               20110501                     13                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                       64400                 409.21                    360                     359                   7.25                      0                      0                   0.375                  7.625 DETROIT                MI                                       48234 Single Family                           64400                20060601                     70 No MI                                1.00E+17                    2.25               20110501                 12.625                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G03                                                      300800                1817.33                    360                     359                  6.875                      0                      0                   0.375                   7.25 LAS VEGAS              NV                                       89123 Single Family                          300800                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.25                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      348000                2356.25                    360                     359                   7.75                      0                      0                   0.375                  8.125 LOS ANGELES            CA                                       90047 Single Family                          348000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.125                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      173450                1156.33                    360                     359                  7.625                      0                      0                   0.375                      8 Suwanee                GA                                       30024 PUD                                    173450                20060601            79.98999786 No MI                                1.00E+17                    2.25               20110501                     13                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G03                                                      199144                1203.16                    360                     359                  6.875                      0                      0                   0.375                   7.25 FORT COLLINS           CO                                       80524 PUD                                    199144                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.25                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                       77000                 545.42                    360                     359                  8.125                      0                      0                   0.375                    8.5 SAINT LOUIS            MO                                       63118 Single Family                           77000                20060601                     70 No MI                                1.00E+17                    2.25               20110501                   13.5                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      140000                 991.67                    360                     359                  8.125                      0                      0                   0.375                    8.5 SAINT LOUIS            MO                                       63118 2-4 Family                             140000                20060601                     70 No MI                                1.00E+17                    2.25               20110501                   13.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G01                                                      520645                3362.50                    360                     356                  7.375                      0                      0                   0.375                   7.75 UPPER MARLBORO         MD                                       20774 PUD                                    520645                20060301                     80 No MI                                1.00E+17                    2.25               20110201                  12.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360201 AFL2
GII                      G02                                                      402644                2222.93                    360                     358                   6.25                      0                      0                   0.375                  6.625 Sarasota               FL                                       34240 PUD                                    402644                20060501                     80 No MI                                1.00E+17                    2.75               20110401                 12.625                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      404000                2609.17                    360                     359                  7.375                      0                      0                   0.375                   7.75 MEDFORD                MA                                        2155 2-4 Family                             404000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.75                  2.375                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G02                                                      127000                 674.69                    360                     359                      6                      0                      0                   0.375                  6.375 Chowchilla             CA                                       93610 Single Family                          127000                20060601                   63.5 No MI                                1.00E+17                    2.25               20110501                 11.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G01                                                      120000                 687.50                    360                     359                    6.5                      0                      0                   0.375                  6.875 Lebanon                OH                                       45036 Single Family                          120000                20060601                     80 No MI                                1.00E+17                   2.875               20061101                 12.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                       6 N                                    20360501 AFL2
GI                       G02                                                      272000                1898.33                    360                     359                      8                      0                      0                   0.375                  8.375 SAINT PAUL             MN                                       55103 2-4 Family                             272000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.375                    2.5                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G03                                                      311200                1945.00                    360                     359                  7.125                      0                      0                   0.375                    7.5 WOODBRIDGE             VA                                       22191 Single Family                          311200                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   12.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      126000                 840.00                    360                     359                  7.625                      0                      0                   0.375                      8 Stone Mountain         GA                                       30083 Single Family                          126000                20060601                     75 No MI                                1.00E+17                    2.25               20110501                     13                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      205920                1351.35                    360                     359                    7.5                      0                      0                   0.375                  7.875 MARANA                 AZ                                       85653 PUD                                    205920                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                       98000                 643.13                    360                     359                    7.5                      0                      0                   0.375                  7.875 Aurora                 CO                                       80017 Condominium                             98000                20060601                     70 No MI                                                            2.25               20110501                 12.875                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                   161446.99                1213.67                    360                     359                  7.875                      0                      0                   0.375                   8.25 Columbia               SC                                       29229 PUD                                    161550                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  13.25                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                       50050                 333.67                    360                     359                  7.625                      0                      0                   0.375                      8 Fort Worth             TX                                       76105 2-4 Family                              50050                20060601            66.63999939 No MI                                1.00E+17                    2.25               20110501                     13                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                    132317.7                1006.34                    360                     359                      8                      0                      0                   0.375                  8.375 BECKVILLE              TX                                       75631 Single Family                          132400                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.375                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G02                                                      225000                1242.19                    360                     359                   6.25                      0                      0                   0.375                  6.625 Las Vegas              NV                                       89148 PUD                                    225000                20060601            71.43000031 No MI                                1.00E+17                    2.25               20110501                 11.625                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G03                                                    95928.75                 671.25                    360                     359                  7.125                      0                      0                   0.375                    7.5 Atlanta                GA                                       30311 Single Family                           96000                20060601                     75 No MI                                1.00E+17                    2.25               20110501                   12.5                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      114750                 753.05                    360                     359                    7.5                      0                      0                   0.375                  7.875 Clovis                 NM                                       88101 Single Family                          114750                20060601                     75 No MI                                1.00E+17                    2.25               20110501                 12.875                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                   222254.52                1651.31                    360                     359                   7.75                      0                      0                   0.375                  8.125 San Bernardino         CA                                       92411 Single Family                          222400                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.125                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G01                                                     1049250                6885.70                    360                     359                    7.5                      0                      0                   0.375                  7.875 Woodland Hills         CA                                       91364 PUD                                   1049250                20060601                     75 No MI                                1.00E+17                    2.25               20110501                 12.875                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G03                                                      319900                1966.05                    360                     358                      7                      0                      0                   0.375                  7.375 WASHINGTON             DC                                       20002 Condominium                            319900                20060501            79.98999786 No MI                                1.00E+17                    2.25               20110401                 12.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G03                                                   132796.97                 918.60                    360                     358                      7                      0                      0                   0.375                  7.375 JACKSONVILLE           FL                                       32208 Single Family                          133000                20060501            79.63999939 No MI                                1.00E+17                    2.25               20110401                 12.375                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      310400                2069.33                    360                     358                  7.625                      0                      0                   0.375                      8 RESTON                 VA                                       20191 PUD                                    310400                20060501                     80 No MI                                1.00E+17                    2.25               20110401                     13                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                       52000                 352.08                    360                     358                   7.75                      0                      0                   0.375                  8.125 BALTIMORE              MD                                       21213 Townhouse                               52000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.125                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      169747                1184.69                    360                     358                      8                      0                      0                   0.375                  8.375 SALISBURY              MD                                       21804 PUD                                    169747                20060501            79.76000214 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G01                                                      503200                3511.92                    360                     358                      8                      0                      0                   0.375                  8.375 ANNANDALE              VA                                       22003 Single Family                          503200                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      235600                1644.29                    360                     358                      8                      0                      0                   0.375                  8.375 GLEN ALLEN             VA                                       23059 Townhouse                              235600                20060501            79.05999756 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G01                                                      592000                4131.67                    360                     358                      8                      0                      0                   0.375                  8.375 ARLINGTON              VA                                       22204 Single Family                          592000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G01                                                      307200                2144.00                    360                     359                      8                      0                      0                   0.375                  8.375 WOODBRIDGE             VA                                       22193 Single Family                          307200                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G02                                                      315200                1805.83                    360                     358                    6.5                      0                      0                   0.375                  6.875 WOODBRIDGE             VA                                       22193 Single Family                          315200                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G03                                                      277510                1647.72                    360                     358                   6.75                      0                      0                   0.375                  7.125 ARLINGTON              VA                                       22204 Condominium                            277510                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.125                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G01                                                       84800                 574.17                    360                     358                   7.75                      0                      0                   0.375                  8.125 FOREST PARK            GA                                       30297 Single Family                           84800                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.125                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                       50250                 329.77                    360                     359                    7.5                      0                      0                   0.375                  7.875 MINOT                  ND                                       58703 Single Family                           50250                20060601                     75 No MI                                1.00E+17                    2.25               20110501                 12.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                    59919.21                 440.26                    360                     358                  7.625                      0                      0                   0.375                      8 BATTLE CREEK           MI                                       49017 Single Family                           60000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                     13                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      172000                1182.50                    360                     359                  7.875                      0                      0                   0.375                   8.25 JACKSONVILLE           FL                                       32216 Single Family                          172000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  13.25                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      188000                1272.92                    360                     359                   7.75                      0                      0                   0.375                  8.125 PORTSMOUTH             VA                                       23704 Single Family                          188000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.125                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G02                                                      204000                1105.00                    360                     359                  6.125                      0                      0                   0.375                    6.5 Lauderhill             FL                                       33313 Single Family                          204000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   12.5                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G02                                                      316000                1810.42                    360                     359                    6.5                      0                      0                   0.375                  6.875 Gulf Shores            AL                                       36542 Condominium                            316000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.875                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                       82500                 575.78                    360                     359                      8                      0                      0                   0.375                  8.375 Bedford                OH                                       44146 Single Family                           82500                20060601                     75 No MI                                1.00E+17                    2.25               20110501                 13.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                   190272.24                1397.09                    360                     359                  7.625                      0                      0                   0.375                      8 EWING TOWNSHIP         NJ                                        8638 Single Family                          190400                20060601                     70 No MI                                1.00E+17                    2.25               20110501                     13                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G01                                                      547500                3592.97                    360                     358                    7.5                      0                      0                   0.375                  7.875 Santa Clarita          CA                                       91354 PUD                                    547500                20060501            79.98999786 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G03                                                      600000                3750.00                    360                     359                  7.125                      0                      0                   0.375                    7.5 Reseda                 CA                                       91335 Single Family                          600000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   12.5                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G03                                                     1625000                9986.98                    360                     359                      7                      0                      0                   0.375                  7.375 Los Angeles            CA                                       90024 Single Family                         1625000                20060601                     65 No MI                                                            2.25               20110501                 13.375                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                   139912.98                1064.10                    360                     359                      8                      0                      0                   0.375                  8.375 Garland                TX                                       75043 Single Family                          140000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.375                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      350220                2261.84                    360                     359                  7.375                      0                      0                   0.375                   7.75 San Bernardino         CA                                       92407 Single Family                          350220                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.75                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      205270                1368.47                    360                     359                  7.625                      0                      0                   0.375                      8 BALTIMORE              MD                                       21244 Townhouse                              205270                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     13                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G03                                                     1250950                7036.59                    360                     359                  6.375                      0                      0                   0.375                   6.75 Delaplane              VA                                       20144 Single Family                         1250950                20060601                   69.5 No MI                                1.00E+17                    2.25               20110501                  11.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      103937                 799.67                    360                     359                  8.125                      0                      0                   0.375                    8.5 COLUMBUS               OH                                       43205 Single Family                          104000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   13.5                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      128000                 906.67                    360                     359                  8.125                      0                      0                   0.375                    8.5 JACKSONVILLE           FL                                       32244 PUD                                    128000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   13.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      131711                 864.35                    360                     359                    7.5                      0                      0                   0.375                  7.875 Kissimmee              FL                                       34759 Single Family                          131711                20060601                     75 No MI                                1.00E+17                    2.25               20110501                 12.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G01                                                      480935                3055.94                    360                     359                   7.25                      0                      0                   0.375                  7.625 FRANKLIN               MI                                       48025 Single Family                          480935                20060601                     65 No MI                                1.00E+17                    2.25               20110501                 12.625                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      191250                1255.08                    360                     359                    7.5                      0                      0                   0.375                  7.875 DUBLIN                 OH                                       43017 2-4 Family                             191250                20060601                     75 No MI                                1.00E+17                    2.25               20110501                 12.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G02                                                      119600                 635.38                    360                     359                      6                      0                      0                   0.375                  6.375 TAYLORSVILLE           UT                                       84119 Single Family                          119600                20060601                     80 No MI                                                            2.25               20110501                 11.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G02                                                      222480                1274.62                    360                     359                    6.5                      0                      0                   0.375                  6.875 LITCHFIELD PARK        AZ                                       85340 PUD                                    222480                20060601                     75 No MI                                1.00E+17                    2.25               20110501                 11.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                   244899.02                1927.73                    360                     359                  8.375                      0                      0                   0.375                   8.75 TITUSVILLE             FL                                       32780 PUD                                    245040                20060601                     80 No MI                                1.00E+17                    2.25               20160501                  13.75                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                     120 N                                    20360501 AFL2
GI                       G02                                                      112480                 738.15                    360                     359                    7.5                      0                      0                   0.375                  7.875 MARIETTA               GA                                       30062 Single Family                          112480                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      300000                2093.75                    360                     359                      8                      0                      0                   0.375                  8.375 Takoma Park            MD                                       20912 Single Family                          300000                20060601                     75 No MI                                1.00E+17                    2.25               20110501                 13.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                       89250                 632.19                    360                     359                  8.125                      0                      0                   0.375                    8.5 KANSAS CITY            MO                                       64118 Single Family                           89250                20060601                     75 No MI                                1.00E+17                    2.25               20110501                   13.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      224000                1493.33                    360                     359                  7.625                      0                      0                   0.375                      8 MADERA                 CA                                       93637 Single Family                          224000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     13                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      170400                1100.50                    360                     359                  7.375                      0                      0                   0.375                   7.75 Peyton                 CO                                       80831 PUD                                    170400                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      383200                2714.33                    360                     359                  8.125                      0                      0                   0.375                    8.5 Avon                   CO                                       81620 Townhouse                              383200                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   13.5                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G03                                                      275200                1691.33                    360                     359                      7                      0                      0                   0.375                  7.375 QUEEN CREEK            AZ                                       85242 Single Family                          275200                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G03                                                      217600                1360.00                    360                     359                  7.125                      0                      0                   0.375                    7.5 WELLINGTON             FL                                       33414 PUD                                    217600                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   12.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      217400                1449.33                    360                     359                  7.625                      0                      0                   0.375                      8 Orlando                FL                                       32835 Condominium                            217400                20060601            74.98999786 No MI                                1.00E+17                    2.25               20110501                     13                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G01                                                      449600                2856.83                    360                     359                   7.25                      0                      0                   0.375                  7.625 GLEN ALLEN             VA                                       23060 PUD                                    449600                20060601            79.98999786 No MI                                1.00E+17                    2.25               20110501                 12.625                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G03                                                       99000                 618.75                    360                     359                  7.125                      0                      0                   0.375                    7.5 Denver                 CO                                       80219 Single Family                           99000                20060601                     75 No MI                                1.00E+17                    2.25               20110501                   12.5                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G02                                                   194823.72                1232.53                    360                     359                  6.125                      0                      0                   0.375                    6.5 Hempstead              NY                                       11550 Single Family                          195000                20060601            53.41999817 No MI                                1.00E+17                    2.25               20110501                   11.5                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G01                                                       57650                 396.34                    360                     359                  7.875                      0                      0                   0.375                   8.25 MARYVILLE              TN                                       37804 Single Family                           57650                20060601            79.83000183 No MI                                1.00E+17                    2.25               20110501                  14.25                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      604500                3589.22                    360                     359                   6.75                      0                      0                   0.375                  7.125 LOS ANGELES            CA                                       90005 2-4 Family                             604500                20060601                     65 No MI                                1.00E+17                    2.25               20130501                 12.125                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      84 N                                    20360501 AFL2
GI                       G02                                                    59963.65                 461.35                    360                     359                  8.125                      0                      0                   0.375                    8.5 COLUMBUS               GA                                       31907 Single Family                           60000                20060601                     80 No MI                                                            2.25               20110501                   13.5                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G02                                                    66944.99                 440.53                    360                     358                    6.5                      0                      0                   0.375                  6.875 Chattanooga            TN                                       37412 Single Family                           67058                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.875                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G03                                                   155766.19                1090.78                    360                     358                  7.125                      0                      0                   0.375                    7.5 Chattanooga            TN                                       37421 Single Family                          156000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G03                                                   170046.79                1147.48                    360                     358                   6.75                      0                      0                   0.375                  7.125 Knoxville              TN                                       37934 Single Family                          170320                20060501                     80 No MI                                                            2.25               20110401                 12.125                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G03                                                   119107.01                 813.16                    360                     359                  6.875                      0                      0                   0.375                   7.25 Madison                TN                                       37115 Single Family                          119200                20060601                     80 No MI                                                            2.25               20110501                  12.25                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G02                                                    79851.19                 518.36                    360                     359                  6.375                      0                      0                   0.375                   6.75 Tampa                  FL                                       33613 Condominium                             79920                20060601            79.12999725 No MI                                1.00E+17                    2.25               20110501                  11.75                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G03                                                      209288                1264.45                    360                     359                  6.875                      0                      0                   0.375                   7.25 Rockledge              FL                                       32955 PUD                                    209288                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G03                                                      188973                1161.40                    360                     359                      7                      0                      0                   0.375                  7.375 Yulee                  FL                                       32097 PUD                                    188973                20060601                     80 No MI                                                            2.25               20110501                 12.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      148000                 940.42                    360                     358                   7.25                      0                      0                   0.375                  7.625 Port Charlotte         FL                                       33980 Single Family                          148000                20060501                     80 No MI                                                            2.25               20110401                 12.625                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G03                                                      172000                 860.00                    360                     358                  5.625                      0                      0                   0.375                      6 Hendersonville         TN                                       37075 PUD                                    172000                20060501            79.77999878 No MI                                1.00E+17                    2.25               20110401                     11                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                      179000                1044.17                    360                     358                  6.625                      0                      0                   0.375                      7 Bradenton              FL                                       34202 Condominium                            179000                20060501            78.16999817 No MI                                1.00E+17                    2.25               20110401                     12                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G03                                                      432000                2610.00                    360                     358                  6.875                      0                      0                   0.375                   7.25 Gulf Shores            AL                                       36542 Condominium                            432000                20060501                     80 No MI                                                            2.25               20110401                  12.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G03                                                      580000                3383.33                    360                     358                  6.625                      0                      0                   0.375                      7 Fairhope               AL                                       36532 Single Family                          580000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                     12                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                      104000                 606.67                    360                     359                  6.625                      0                      0                   0.375                      7 Nashville              TN                                       37207 Single Family                          104000                20060601                     65 No MI                                1.00E+17                    2.25               20110501                     12                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      120000                 787.50                    360                     358                    7.5                      0                      0                   0.375                  7.875 Tampa                  FL                                       33607 Single Family                          120000                20060501            78.94999695 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                      237250                1383.96                    360                     359                  6.625                      0                      0                   0.375                      7 Naples                 FL                                       34103 Single Family                          237250                20060601                     65 No MI                                1.00E+17                    2.25               20110501                     12                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G02                                                      140000                 772.92                    360                     358                   6.25                      0                      0                   0.375                  6.625 Gulf Shores            AL                                       36542 Single Family                          140000                20060501            74.47000122 No MI                                1.00E+17                    2.25               20110401                 11.625                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                       68000                 446.25                    360                     358                    7.5                      0                      0                   0.375                  7.875 Tampa                  FL                                       33615 Condominium                             68000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      166400                1092.00                    360                     358                    7.5                      0                      0                   0.375                  7.875 New Orleans            LA                                       70112 Condominium                            166400                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G03                                                   280976.41                1463.42                    360                     359                  5.875                      0                      0                   0.375                   6.25 Fort Myers Beach       FL                                       33931 Condominium                            281000                20060601            64.16000366 No MI                                                            2.25               20110501                  11.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      372000                2441.25                    360                     358                    7.5                      0                      0                   0.375                  7.875 Brentwood              TN                                       37027 PUD                                    372000                20060501                     80 No MI                                                            2.25               20110401                 12.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                      285000                1543.75                    360                     358                  6.125                      0                      0                   0.375                    6.5 Santa Rosa Beach       FL                                       32459 PUD                                    285000                20060501            55.13000107 No MI                                                            2.25               20110401                   11.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G01                                                      996841                6437.93                    360                     358                  7.375                      0                      0                   0.375                   7.75 Naples                 FL                                       34113 PUD                                    996841                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                      342500                1962.24                    360                     359                    6.5                      0                      0                   0.375                  6.875 Bradenton              FL                                       34202 PUD                                    342500                20060601            63.13999939 No MI                                1.00E+17                    2.25               20110501                 11.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                   121424.48                 923.49                    360                     359                      8                      0                      0                   0.375                  8.375 SAGINAW                MI                                       48603 Single Family                          121500                20060601                     75 No MI                                1.00E+17                    2.25               20110501                 13.375                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      191519                1256.84                    360                     359                    7.5                      0                      0                   0.375                  7.875 FOUNTAIN               CO                                       80817 PUD                                    191519                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      158384                1218.57                    360                     359                  8.125                      0                      0                   0.375                    8.5 OCALA                  FL                                       34473 Single Family                          158480                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   13.5                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                    52688.06                 405.37                    360                     359                  8.125                      0                      0                   0.375                    8.5 HOUSTON                TX                                       77082 PUD                                     52720                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   13.5                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G01                                                      345000                2192.19                    360                     357                   7.25                      0                      0                   0.375                  7.625 PALM DESERT            CA                                       92260 2-4 Family                             345000                20060401                     60 No MI                                1.00E+17                   4.375               20110301                 13.625                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 ALT1
GI                       G01                                                      636972                4511.88                    360                     359                  8.125                      0                      0                   0.375                    8.5 Las Vegas              NV                                       89131 Single Family                          636972                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   13.5                      4                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      257200                1687.88                    360                     359                    7.5                      0                      0                   0.375                  7.875 Bay Point              CA                                       94565 Single Family                          257200                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.875                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G02                                                      385200                2247.00                    360                     359                  6.625                      0                      0                   0.375                      7 HERNDON                VA                                       20171 Condominium                            385200                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     12                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G03                                                      242000                1235.21                    360                     349                   5.75                      0                      0                   0.375                  6.125 NORTH ANDOVER          MA                                        1845 Single Family                          242000                20050801            69.94000244 No MI                                1.00E+17                    2.25               20100701                 12.125                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20350701 ALT1
GI                       G02                                                      360000                1987.50                    360                     349                   6.25                      0                      0                   0.375                  6.625 JOLIET                 IL                                       60435 Single Family                          360000                20050801                     80 No MI                                1.00E+17                    2.75               20070701                 11.625                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      24 N                                    20350701 ALT1
GI                       G02                                                      169600                 989.33                    360                     348                  6.625                      0                      0                   0.375                      7 NEW BRITAIN            CT                                        6051 2-4 Family                             169600                20050701                     80 No MI                                1.00E+17                   3.125               20070601                     12                  2.375                       1 First Lien                                    Y                                          120 No_PP                                     360                      24 N                                    20350601 ALT1
GI                       G02                                                       73450                 482.02                    360                     348                    7.5                      0                      0                   0.375                  7.875 ALLENTOWN              PA                                       18102 2-4 Family                              73450                20050701            79.98000336 No MI                                1.00E+17                       4               20070601                 12.875                   2.75                       1 First Lien                                    Y                                          120 Prepay                                    360                      24 N                                    20350601 ALT1
GI                       G02                                                   341245.78                2239.43                    360                     357                    7.5                      0                      0                   0.375                  7.875 NORTH LAS VEGAS        NV                                       89084 PUD                                    343500                20060401            79.66000366 No MI                                1.00E+17                    2.25               20110301                 12.875                  3.625                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 ALT1
GI                       G02                                                      157500                1017.19                    360                     357                  7.375                      0                      0                   0.375                   7.75 LAS VEGAS              NV                                       89156 PUD                                    157500                20060401                     70 No MI                                1.00E+17                    2.25               20110301                  12.75                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 ALT1
GI                       G03                                                      416000                2556.67                    360                     357                      7                      0                      0                   0.375                  7.375 HENDERSON              NV                                       89052 PUD                                    416000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 13.375                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 ALT1
GI                       G03                                                      312150                1950.94                    360                     357                  7.125                      0                      0                   0.375                    7.5 MURRIETA               CA                                       92562 PUD                                    312150                20060401            79.98999786 No MI                  M10016311000087087                        2.25               20110301                   12.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 ALT1
GI                       G02                                                      345000                2300.00                    360                     357                  7.625                      0                      0                   0.375                      8 LAS VEGAS              NV                                       89131 PUD                                    345000                20060401                     75 No MI                                1.00E+17                    2.75               20110301                     14                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 ALT1
GII                      G02                                                   202942.73                1162.69                    360                     356                    6.5                      0                      0                   0.375                  6.875 MENDOTA                CA                                       93640 Single Family                          202950                20060301            69.98999786 No MI                                1.00E+17                    2.25               20110201                 11.875                  2.375                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360201 ALT1
GII                      G02                                                      157500                 918.75                    360                     357                  6.625                      0                      0                   0.375                      7 LAS VEGAS              NV                                       89117 Condominium                            157500                20060401            70.02999878 No MI                  M10016311000097733                        2.75               20110301                     13                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 ALT1
GI                       G02                                                      157500                1017.19                    360                     357                  7.375                      0                      0                   0.375                   7.75 LAS VEGAS              NV                                       89110 Single Family                          157500                20060401            69.69000244 No MI                                1.00E+17                    2.25               20110301                  12.75                  2.375                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 ALT1
GII                      G03                                                   230399.99                1392.00                    360                     357                  6.875                      0                      0                   0.375                   7.25 NORTH LAS VEGAS        NV                                       89032 PUD                                    230400                20060401                     80 No MI                                1.00E+17                    2.25               20110301                  13.25                    4.5                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 ALT1
GI                       G02                                                      212000                1435.42                    360                     357                   7.75                      0                      0                   0.375                  8.125 LAS VEGAS              NV                                       89108 Single Family                          212000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 13.125                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 ALT1
GII                      G02                                                      129600                 756.00                    360                     357                  6.625                      0                      0                   0.375                      7 LAS VEGAS              NV                                       89109 PUD                                    129600                20060401                     80 No MI                                1.00E+17                    2.75               20110301                     13                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 ALT1
GI                       G01                                                   425399.73                2880.31                    360                     355                   7.75                      0                      0                   0.375                  8.125 LAS VEGAS              NV                                       89109 Condominium                            425440                20060201                     80 No MI                  M10016311000099728                        2.25               20110101                 13.125                  2.375                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360101 ALT1
GII                      G02                                                      371200                2126.67                    360                     357                    6.5                      0                      0                   0.375                  6.875 LAS VEGAS              NV                                       89135 PUD                                    371200                20060401            79.98999786 No MI                                1.00E+17                    2.25               20110301                 12.875                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 ALT1
GI                       G02                                                      160000                1050.00                    360                     357                    7.5                      0                      0                   0.375                  7.875 LAS VEGAS              NV                                       89108 Single Family                          160000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 13.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 ALT1
GII                      G03                                                   203519.69                1391.64                    360                     357                  6.875                      0                      0                   0.375                   7.25 BAKERSFIELD            CA                                       93307 Single Family                          204000                20060401                     80 No MI                                1.00E+17                   3.125               20110301                  13.25                  1.875                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360301 ALT1
GII                      G02                                                   128299.98                 708.32                    360                     357                   6.25                      0                      0                   0.375                  6.625 NORTH LAS VEGAS        NV                                       89130 Condominium                            128300                20060401            79.98999786 No MI                  M10016317700051057                       3.125               20110301                 12.625                   2.75                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 ALT1
GII                      G03                                                   214544.44                1050.37                    360                     357                    5.5                      0                      0                   0.375                  5.875 LAS VEGAS              NV                                       89139 PUD                                    215600                20060401                     80 No MI                                1.00E+17                   3.375               20110301                 11.875                   2.75                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360301 ALT1
GII                      G03                                                   201999.99                1052.08                    360                     357                  5.875                      0                      0                   0.375                   6.25 LAS VEGAS              NV                                       89149 PUD                                    202000                20060401                     80 No MI                                1.00E+17                    2.75               20110301                  12.25                   3.25                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360301 ALT1
GII                      G02                                                      360000                2100.00                    360                     357                  6.625                      0                      0                   0.375                      7 LAS VEGAS              NV                                       89123 PUD                                    360000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                     12                  2.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 ALT1
GII                      G03                                                      520000                2545.83                    360                     355                    5.5                      0                      0                   0.375                  5.875 LAS VEGAS              NV                                       89118 Single Family                          520000                20060201                     80 No MI                                1.00E+17                   3.375               20110101                 11.875                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360101 ALT1
GI                       G01                                                     1237500                8378.91                    360                     357                   7.75                      0                      0                   0.375                  8.125 POWAY                  CA                                       92064 Single Family                         1237500                20060401                     75 No MI                  M10021250400024330                        2.25               20110301                 13.125                      3                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 ALT1
GII                      G02                                                      287600                1647.71                    360                     356                    6.5                      0                      0                   0.375                  6.875 LEESBURG               VA                                       20176 PUD                                    287600                20060301                     80 No MI                  M10021250400024558                        2.25               20110201                 11.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360201 ALT1
GI                       G02                                                      160000                1050.00                    360                     357                    7.5                      0                      0                   0.375                  7.875 PORTSMOUTH             VA                                       23702 Single Family                          160000                20060401                     80 No MI                  M10021250400025134                        2.25               20110301                 12.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 ALT1
GI                       G02                                                      240000                1575.00                    360                     357                    7.5                      0                      0                   0.375                  7.875 PORTSMOUTH             VA                                       23704 Single Family                          240000                20060401                     80 No MI                  M10021250400025136                        2.25               20110301                 12.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 ALT1
GI                       G02                                                      156000                1023.75                    360                     357                    7.5                      0                      0                   0.375                  7.875 PORTSMOUTH             VA                                       23702 Single Family                          156000                20060401                     80 No MI                  M10021250400025138                        2.25               20110301                 12.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 ALT1
GI                       G02                                                   228449.99                1689.58                    360                     356                    8.5                      0                      0                   0.375                  8.875 LAS VEGAS              NV                                       89123 Condominium                            228450                20060301            79.73999786 No MI                                1.00E+17                       5               20110201                 14.875                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360201 ALT1
GII                      G02                                                      392000                2245.83                    360                     358                    6.5                      0                      0                   0.375                  6.875 MOUNT VERNON           WA                                       98274 Single Family                          392000                20060501                     80 No MI                                1.00E+17                    2.75               20110401                 12.875                  4.625                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G03                                                      157425                 983.91                    360                     358                  7.125                      0                      0                   0.375                    7.5 Fruitland Park         FL                                       34731 Single Family                          157425                20060501                     75 No MI                                1.00E+17                    2.25               20110401                   12.5                  2.375                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      224000                1446.67                    360                     358                  7.375                      0                      0                   0.375                   7.75 Easton                 MD                                       21601 Single Family                          224000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.75                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      183750                1186.72                    360                     358                  7.375                      0                      0                   0.375                   7.75 Saint Augustine        FL                                       32084 Single Family                          183750                20060501                     75 No MI                                1.00E+17                    2.25               20110401                  12.75                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                      188000                1037.92                    360                     358                   6.25                      0                      0                   0.375                  6.625 Mesa                   AZ                                       85203 Single Family                          188000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.625                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 WALN
GI                       G01                                                      525000                3554.69                    360                     360                   7.75                      0                      0                   0.375                  8.125 Temecula               CA                                       92591 PUD                                    525000                20060701                     75 No MI                                1.00E+17                    2.25               20110601                 13.125                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GII                      G01                                                   131877.74                 823.51                    360                     359                      6                      0                      0                   0.375                  6.375 New Prague             MN                                       56071 Townhouse                              132000                20060601                     80 No MI                                                            2.25               20090501                 12.375                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      36 N                                    20360501 WALN
GI                       G03                                                      197760                1421.40                    360                     359                   8.25                      0                      0                   0.375                  8.625 Rochester              MN                                       55901 2-4 Family                             197760                20060601                     80 No MI                                                            2.25               20110501                 13.625                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 WALN
GI                       G03                                                      290000                1782.29                    360                     359                      7                      0                      0                   0.375                  7.375 Lake Elsinore          CA                                       92531 Single Family                          290000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 WALN
GI                       G03                                                    78691.55                 550.64                    360                     359                  7.125                      0                      0                   0.375                    7.5 Saint Louis            MO                                       63138 Single Family                           78750                20060601                     75 No MI                                1.00E+17                    2.25               20110501                   12.5                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360501 WALN
GI                       G03                                                   151718.76                 948.24                    360                     359                  7.125                      0                      0                   0.375                    7.5 Phoenix                AZ                                       85053 Single Family                          151800                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   12.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 WALN
GII                      G02                                                      360315                1989.24                    360                     359                   6.25                      0                      0                   0.375                  6.625 San Antonio            TX                                       78258 PUD                                    360315                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.625                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 WALN
GI                       G03                                                      103200                 645.00                    360                     359                  7.125                      0                      0                   0.375                    7.5 Houston                TX                                       77077 Townhouse                              103200                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   12.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 WALN
GI                       G02                                                   374941.78                2720.47                    360                     359                    7.5                      0                      0                   0.375                  7.875 Naples                 FL                                       34112 Condominium                            375200                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.875                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360501 WALN
GII                      G03                                                      716000                4176.67                    360                     359                  6.625                      0                      0                   0.375                      7 Denver                 CO                                       80210 Single Family                          716000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     12                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 WALN
GII                      G03                                                      376000                2271.67                    360                     359                  6.875                      0                      0                   0.375                   7.25 Bellflower             CA                                       90706 Condominium                            376000                20060601                     80 No MI                                                            2.25               20110501                  12.25                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 WALN
GI                       G02                                                   346989.66                2669.67                    360                     359                  8.125                      0                      0                   0.375                    8.5 Nashua                 NH                                        3064 Condominium                            347200                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   13.5                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 WALN
GI                       G02                                                      234000                1535.63                    360                     359                    7.5                      0                      0                   0.375                  7.875 Sunrise                FL                                       33322 PUD                                    234000                20060601            74.29000092 No MI                                1.00E+17                    2.25               20110501                 12.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 WALN
GI                       G03                                                     1462500                8988.28                    360                     359                      7                      0                      0                   0.375                  7.375 Sherman Oaks           CA                                       91403 Single Family                         1462500                20060601                     65 No MI                                                            2.25               20110501                 12.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 WALN
GI                       G01                                                      212850                1374.66                    360                     359                  7.375                      0                      0                   0.375                   7.75 Lemoore                CA                                       93245 Single Family                          212850                20060601                     90 No MI                                1.00E+17                    2.25               20110501                  12.75                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 WALN
GII                      G03                                                      140000                 831.25                    360                     359                   6.75                      0                      0                   0.375                  7.125 Orlando                FL                                       32839 Single Family                          140000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.125                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 WALN
GII                      G02                                                      104000                 595.84                    360                     359                    6.5                      0                      0                   0.375                  6.875 Marshall               MN                                       56258 Single Family                          104000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 WALN
GII                      G03                                                      192000                1160.00                    360                     358                  6.875                      0                      0                   0.375                   7.25 Abingdon               MD                                       21009 Townhouse                              192000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 WALN
GI                       G03                                                      632000                3884.17                    360                     359                      7                      0                      0                   0.375                  7.375 Fort Lauderdale        FL                                       33316 Single Family                          632000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 WALN
GI                       G01                                                     1218750                7998.05                    360                     359                    7.5                      0                      0                   0.375                  7.875 Murrieta               CA                                       92562 Single Family                         1218750                20060601                     75 No MI                                                            2.25               20110501                 12.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 WALN
GI                       G03                                                      350250                2298.52                    360                     359                    7.5                      0                      0                   0.375                  7.875 Scottsdale             AZ                                       85260 Single Family                          350250                20060601                     75 No MI                                1.00E+17                    2.25               20110501                 12.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 WALN
GI                       G02                                                      157600                1034.25                    360                     359                    7.5                      0                      0                   0.375                  7.875 Culpeper               VA                                       22701 Townhouse                              157600                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 WALN
GI                       G02                                                      328000                2186.67                    360                     359                  7.625                      0                      0                   0.375                      8 Bellingham             WA                                       98229 PUD                                    328000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     13                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 WALN
GII                      G02                                                      408000                2337.50                    360                     359                    6.5                      0                      0                   0.375                  6.875 Aliso Viejo            CA                                       92656 Condominium                            408000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 WALN
GII                      G03                                                      368000                2223.33                    360                     359                  6.875                      0                      0                   0.375                   7.25 Port Charlotte         FL                                       33981 Single Family                          368000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 WALN
GII                      G02                                                   261785.23                1743.10                    360                     359                  6.625                      0                      0                   0.375                      7 Phoenix                AZ                                       85013 Single Family                          262000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     12                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 WALN
GII                      G02                                                   355700.91                2338.67                    360                     359                    6.5                      0                      0                   0.375                  6.875 Green Cove Springs     FL                                       32043 PUD                                    356000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.875                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360501 WALN
GII                      G02                                                      172000                1003.33                    360                     359                  6.625                      0                      0                   0.375                      7 Schwenksville          PA                                       19473 PUD                                    172000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     12                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 WALN
GI                       G01                                                      700000                4593.75                    360                     359                    7.5                      0                      0                   0.375                  7.875 Windermere             FL                                       34786 PUD                                    700000                20060601                     70 No MI                                1.00E+17                    2.25               20110501                 12.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 WALN
GII                      G01                                                      383520                2037.45                    360                     359                      6                      0                      0                   0.375                  6.375 Hull                   MA                                        2045 Single Family                          383520                20060601                     80 No MI                                1.00E+17                    2.25               20090501                 12.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      36 N                                    20360501 WALN
GII                      G03                                                       90400                 546.17                    360                     359                  6.875                      0                      0                   0.375                   7.25 Denver                 CO                                       80205 PUD                                     90400                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 WALN
GII                      G02                                                      308000                1796.67                    360                     359                  6.625                      0                      0                   0.375                      7 Littlerock             CA                                       93543 Single Family                          308000                20060601                     80 No MI                                                            2.25               20110501                     12                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 WALN
GI                       G02                                                      175450                1169.67                    360                     358                  7.625                      0                      0                   0.375                      8 RICHMOND               VA                                       23223 Townhouse                              175450                20060501            79.98999786 No MI                                1.00E+17                    2.25               20110401                     13                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                       81250                 440.10                    360                     358                  6.125                      0                      0                   0.375                    6.5 Austin                 TX                                       78721 2-4 Family                              81250                20060501                     65 No MI                                1.00E+17                    2.25               20110401                   11.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 WALN
GI                       G03                                                      300000                1875.00                    360                     358                  7.125                      0                      0                   0.375                    7.5 LAS VEGAS              NV                                       89128 PUD                                    300000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      129160                 901.43                    360                     358                      8                      0                      0                   0.375                  8.375 twinsburg              OH                                       44087 Single Family                          129160                20060501                     80 No MI                                                            2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      121850                 850.41                    360                     359                      8                      0                      0                   0.375                  8.375 Baltimore              MD                                       21239 2-4 Family                             121850                20060601            74.98000336 No MI                                1.00E+17                    2.25               20110501                 13.375                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G03                                                      239600                1247.92                    360                     354                  5.875                      0                      0                   0.375                   6.25 Chesapeake             VA                                       23323 Single Family                          239600                20060101                     80 No MI                                1.00E+17                    2.25               20101201                  12.25                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20351201 AFL2
GI                       G01                                                      990000                5053.12                    360                     358                   5.75                      0                      0                   0.375                  6.125 Miami Beach            FL                                       33141 Townhouse                              990000                20060501                     60 No MI                                1.00E+17                     2.5               20080401                 11.125                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      24 N                                    20360401 AFL2
GI                       G02                                                      313700                2091.33                    360                     358                  7.625                      0                      0                   0.375                      8 REISTERSTOWN           MD                                       21136 PUD                                    313700                20060501            79.98999786 No MI                                1.00E+17                    2.25               20110401                     13                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G03                                                      145050                 876.34                    360                     359                  6.875                      0                      0                   0.375                   7.25 JONESBORO              GA                                       30236 PUD                                    145050                20060601                     75 No MI                                1.00E+17                    2.25               20110501                  12.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G01                                                   251072.67                1799.99                    360                     359                  7.375                      0                      0                   0.375                   7.75 Baltimore              MD                                       21218 2-4 Family                             251250                20060601                     75 No MI                                1.00E+17                    2.25               20110501                  12.75                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      112500                 515.62                    360                     359                  5.125                      0                      0                   0.375                    5.5 Jacksonville           FL                                       32211 Single Family                          112500                20060601                     75 No MI                                1.00E+17                    2.25               20110501                   10.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G02                                                      145200                 831.87                    360                     358                    6.5                      0                      0                   0.375                  6.875 SHAKOPEE               MN                                       55379 Single Family                          145200                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 WALN
GI                       G02                                                   116729.24                 898.09                    360                     359                  8.125                      0                      0                   0.375                    8.5 San Antonio            TX                                       78244 PUD                                    116800                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   13.5                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G03                                                      199200                1245.00                    360                     359                  7.125                      0                      0                   0.375                    7.5 North Port             FL                                       34286 Single Family                          199200                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   12.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 WALN
GII                      G02                                                      347200                1880.67                    360                     359                  6.125                      0                      0                   0.375                    6.5 Compton                CA                                       90220 Single Family                          347200                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   11.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 WALN
GI                       G02                                                      312000                2047.50                    360                     359                    7.5                      0                      0                   0.375                  7.875 Germantown             MD                                       20874 Townhouse                              312000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 WALN
GII                      G02                                                      196000                1122.92                    360                     359                    6.5                      0                      0                   0.375                  6.875 Surprise               AZ                                       85374 PUD                                    196000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 WALN
GI                       G01                                                   247833.59                1652.22                    360                     359                  7.625                      0                      0                   0.375                      8 Orlando                FL                                       32824 PUD                                    248000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     13                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 WALN
GII                      G02                                                      348800                1962.00                    360                     359                  6.375                      0                      0                   0.375                   6.75 Lancaster              CA                                       93536 Single Family                          348800                20060601            79.90000153 No MI                                1.00E+17                    2.25               20110501                  11.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 WALN
GI                       G02                                                      233600                1630.34                    360                     359                      8                      0                      0                   0.375                  8.375 Lacey Twp.             NJ                                        8734 Single Family                          233600                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 WALN
GI                       G01                                                      428000                2808.75                    360                     359                    7.5                      0                      0                   0.375                  7.875 Sun Valley             CA                                       91352 Single Family                          428000                20060601                     80 No MI                                                            2.25               20110501                 12.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 WALN
GI                       G03                                                      319200                1995.00                    360                     359                  7.125                      0                      0                   0.375                    7.5 Arlington              VA                                       22207 Single Family                          319200                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   12.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 WALN
GII                      G03                                                      480000                2900.00                    360                     359                  6.875                      0                      0                   0.375                   7.25 Anaheim                CA                                       92805 Single Family                          480000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.25                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 WALN
GI                       G02                                                      247200                1596.50                    360                     359                  7.375                      0                      0                   0.375                   7.75 Hains City             FL                                       33844 PUD                                    247200                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.75                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 WALN
GII                      G02                                                      200000                1166.67                    360                     359                  6.625                      0                      0                   0.375                      7 Key West               FL                                       33040 2-4 Family                             200000                20060601                     16 No MI                                1.00E+17                    2.25               20110501                     12                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 WALN
GII                      G03                                                     1000000                6041.67                    360                     359                  6.875                      0                      0                   0.375                   7.25 Manhattan Beach        CA                                       90266 Single Family                         1000000                20060601            64.55999756 No MI                                                            2.25               20110501                  12.25                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 WALN
GI                       G02                                                    299798.7                2201.30                    360                     359                  7.625                      0                      0                   0.375                      8 Nesconset              NY                                       11767 Single Family                          300000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     13                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 WALN
GII                      G03                                                   269597.85                1600.74                    360                     359                   6.75                      0                      0                   0.375                  7.125 Yucaipa                CA                                       92399 Single Family                          269600                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.125                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 WALN
GI                       G01                                                      488000                3304.17                    360                     359                   7.75                      0                      0                   0.375                  8.125 Huntington Beach       CA                                       92649 Single Family                          488000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.125                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 WALN
GII                      G02                                                      199040                1161.07                    360                     359                  6.625                      0                      0                   0.375                      7 Frederick              MD                                       21703 PUD                                    199040                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     12                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 WALN
GI                       G03                                                   113433.61                 784.06                    360                     359                      7                      0                      0                   0.375                  7.375 Las Vegas              NV                                       89103 Condominium                            113520                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.375                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360501 WALN
GI                       G03                                                      276000                1725.00                    360                     359                  7.125                      0                      0                   0.375                    7.5 Jersey City            NJ                                        7304 Single Family                          276000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   12.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 WALN
GII                      G03                                                      520000                3033.33                    360                     359                  6.625                      0                      0                   0.375                      7 Alexandria             VA                                       22306 Single Family                          520000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     12                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 WALN
GI                       G01                                                      960000                5900.00                    360                     351                      7                      0                      0                   0.375                  7.375 BOWIE                  MD                                       20721 Single Family                          960000                20051001                     80 No MI                                1.00E+17                    2.75               20070901                 13.375                  1.875                       1 First Lien                                    Y                                           24 Prepay                                    360                      24 N                                    20350901 ALT1
GI                       G01                                                   1389681.3                9432.06                    360                     351                   6.75                      0                      0                   0.375                  7.125 KEY COLONY BEACH       FL                                       33051 Single Family                         1400000                20051001                     70 No MI                                1.00E+17                    3.25               20070901                 13.125                  2.375                       1 First Lien                                    N                                            0 No_PP                                     360                      24 N                                    20350901 ALT1
GII                      G02                                                      200800                1129.50                    360                     358                  6.375                      0                      0                   0.375                   6.75 Surprise               AZ                                       85379 PUD                                    200800                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  11.75                  2.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 WALN
GI                       G01                                                      640000                4466.67                    360                     358                      8                      0                      0                   0.375                  8.375 Los Angeles            CA                                       90056 Single Family                          640000                20060501                     80 No MI                                                            2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 WALN
GI                       G01                                                      730500                4946.09                    360                     359                   7.75                      0                      0                   0.375                  8.125 Upper Saddle River     NJ                                        7458 Single Family                          730500                20060601                     75 No MI                                1.00E+17                    2.25               20110501                 13.125                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 WALN
GI                       G02                                                      179824                1255.02                    360                     359                      8                      0                      0                   0.375                  8.375 Maricopa               AZ                                       85239 PUD                                    179824                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 WALN
GI                       G01                                                      918750                6412.11                    360                     358                      8                      0                      0                   0.375                  8.375 Huntington Beach       CA                                       92648 Single Family                          918750                20060501                     75 No MI                                                            2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 WALN
GI                       G02                                                      240000                1600.00                    360                     358                  7.625                      0                      0                   0.375                      8 Chantilly              VA                                       20151 Condominium                            240000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                     13                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 WALN
GI                       G02                                                      136000                 949.17                    360                     358                      8                      0                      0                   0.375                  8.375 East Orange            NJ                                        7018 Single Family                          136000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 WALN
GI                       G01                                                    998672.2                6553.79                    360                     358                    7.5                      0                      0                   0.375                  7.875 Coral Springs          FL                                       33067 PUD                                    999000                20060501            77.73999786 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 WALN
GII                      G02                                                      203904                1146.96                    360                     358                  6.375                      0                      0                   0.375                   6.75 Phoenix                AZ                                       85041 PUD                                    203904                20060501                     80 No MI                                                            2.25               20110401                  11.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 WALN
GI                       G03                                                      180000                1125.00                    360                     358                  7.125                      0                      0                   0.375                    7.5 Saint Paul             MN                                       55106 Single Family                          180000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 WALN
GII                      G03                                                      449600                2482.17                    360                     359                   6.25                      0                      0                   0.375                  6.625 Gilbert                AZ                                       85233 PUD                                    449600                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.625                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 WALN
GI                       G02                                                      405600                2577.25                    360                     359                   7.25                      0                      0                   0.375                  7.625 West Covina            CA                                       91792 Single Family                          405600                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.625                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 WALN
GI                       G02                                                   375530.95                2857.88                    360                     358                      8                      0                      0                   0.375                  8.375 Washington             DC                                       20011 Townhouse                              376000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 WALN
GI                       G02                                                   303790.78                2204.22                    360                     359                    7.5                      0                      0                   0.375                  7.875 Stroudsburg            PA                                       18360 Single Family                          304000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.875                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360501 WALN
GI                       G01                                                      548000                3824.58                    360                     359                      8                      0                      0                   0.375                  8.375 Sylmar                 CA                                       91342 Single Family                          548000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 WALN
GI                       G03                                                      472800                2905.75                    360                     359                      7                      0                      0                   0.375                  7.375 Mullica Hill           NJ                                        8062 PUD                                    472800                20060601            79.98999786 No MI                                1.00E+17                    2.25               20110501                 12.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 WALN
GI                       G02                                                       52100                 352.76                    360                     359                   7.75                      0                      0                   0.375                  8.125 Phoenix                AZ                                       85017 Condominium                             52100                20060601            75.51000214 No MI                                1.00E+17                    2.25               20110501                 13.125                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 WALN
GI                       G02                                                   111046.44                 806.28                    360                     358                    7.5                      0                      0                   0.375                  7.875 Saint Louis            MO                                       63118 Single Family                          111200                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 WALN
GI                       G02                                                      181440                1190.70                    360                     359                    7.5                      0                      0                   0.375                  7.875 Queen Creek            AZ                                       85243 PUD                                    181440                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 WALN
GII                      G02                                                       97500                 528.12                    360                     358                  6.125                      0                      0                   0.375                    6.5 Yucca Valley           CA                                       92284 Single Family                           97500                20060501                     50 No MI                                                            2.25               20110401                   11.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 WALN
GII                      G03                                                      264760                1599.59                    360                     359                  6.875                      0                      0                   0.375                   7.25 Everett                WA                                       98204 Condominium                            264760                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.25                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 WALN
GI                       G02                                                       97750                 682.21                    360                     359                      8                      0                      0                   0.375                  8.375 Belleville             IL                                       62221 Single Family                           97750                20060601                     85 Republic MIC                         1.00E+17                    2.25               20130501                 13.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      84 N                                    20360501 WALN
GII                      G02                                                      191000                1014.69                    360                     359                      6                      0                      0                   0.375                  6.375 Washington             DC                                       20002 Single Family                          191000                20060601            63.66999817 No MI                                1.00E+17                    2.25               20110501                 11.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 WALN
GI                       G02                                                      151200                 992.25                    360                     358                    7.5                      0                      0                   0.375                  7.875 Desert Hot Springs     CA                                       92240 Single Family                          151200                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 WALN
GI                       G01                                                      560000                3616.67                    360                     359                  7.375                      0                      0                   0.375                   7.75 Scottsdale             AZ                                       85260 Single Family                          560000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.75                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 WALN
GII                      G02                                                      250000                1380.21                    360                     359                   6.25                      0                      0                   0.375                  6.625 Washington             DC                                       20001 Townhouse                              250000                20060601            60.97999954 No MI                                1.00E+17                    2.25               20110501                 11.625                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 WALN
GII                      G03                                                      364000                2161.25                    360                     359                   6.75                      0                      0                   0.375                  7.125 Rancho Cucamonga       CA                                       91730 Single Family                          364000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.125                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 WALN
GII                      G02                                                      230266                1319.23                    360                     359                    6.5                      0                      0                   0.375                  6.875 Fort Mill              SC                                       29708 Single Family                          230266                20060601                     65 No MI                                1.00E+17                    2.25               20110501                 11.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 WALN
GI                       G02                                                      257792                1745.47                    360                     359                   7.75                      0                      0                   0.375                  8.125 Naples                 FL                                       34117 Single Family                          257792                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.125                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 WALN
GI                       G01                                                      975000                6906.25                    360                     359                  8.125                      0                      0                   0.375                    8.5 Southampton            NY                                       11968 Single Family                          975000                20060601                     75 No MI                                1.00E+17                    2.25               20110501                   13.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 WALN
GII                      G01                                                   249800.08                1684.30                    360                     359                   6.75                      0                      0                   0.375                  7.125 Pompano Beach          FL                                       33060 Single Family                          250000                20060601            57.47000122 No MI                                1.00E+17                    2.25               20090501                 13.125                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      36 N                                    20360501 WALN
GII                      G03                                                      114400                 691.17                    360                     359                  6.875                      0                      0                   0.375                   7.25 Kissimmee              FL                                       34741 Condominium                            114400                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.25                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 WALN
GI                       G03                                                      244000                1525.00                    360                     359                  7.125                      0                      0                   0.375                    7.5 Visalia                CA                                       93277 Single Family                          244000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   12.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 WALN
GI                       G02                                                   124631.97                 893.51                    360                     359                  7.375                      0                      0                   0.375                   7.75 Woodstock              GA                                       30188 Single Family                          124720                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.75                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 WALN
GI                       G02                                                      244000                1550.42                    360                     359                   7.25                      0                      0                   0.375                  7.625 Gaithersburg           MD                                       20878 PUD                                    244000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.625                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 WALN
GI                       G02                                                      205000                1345.31                    360                     359                    7.5                      0                      0                   0.375                  7.875 Florence               NJ                                        8518 Single Family                          205000                20060601            74.55000305 No MI                                1.00E+17                    2.25               20110501                 12.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 WALN
GI                       G02                                                       94400                 609.67                    360                     359                  7.375                      0                      0                   0.375                   7.75 Kennesaw               GA                                       30152 Single Family                           94400                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.75                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 WALN
GI                       G03                                                      215920                1327.01                    360                     359                      7                      0                      0                   0.375                  7.375 Bellingham             WA                                       98225 Single Family                          215920                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 WALN
GI                       G03                                                      248000                1524.17                    360                     359                      7                      0                      0                   0.375                  7.375 Coon Rapids            MN                                       55448 Single Family                          248000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 WALN
GII                      G03                                                      186000                1104.38                    360                     359                   6.75                      0                      0                   0.375                  7.125 Marysville             WA                                       98270 Single Family                          186000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.125                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 WALN
GI                       G02                                                      172000                1200.42                    360                     359                      8                      0                      0                   0.375                  8.375 Braham                 MN                                       55006 Single Family                          172000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 WALN
GI                       G02                                                      280000                1779.17                    360                     359                   7.25                      0                      0                   0.375                  7.625 Buffalo                MN                                       55313 Single Family                          280000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.625                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 WALN
GI                       G02                                                      168000                1102.50                    360                     359                    7.5                      0                      0                   0.375                  7.875 St Petersburg          FL                                       33707 PUD                                    168000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 WALN
GI                       G02                                                      208764                1435.25                    360                     359                  7.875                      0                      0                   0.375                   8.25 Kissimmee              FL                                       34741 Townhouse                              208764                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  13.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 WALN
GI                       G03                                                      248000                1550.00                    360                     359                  7.125                      0                      0                   0.375                    7.5 Chandler               AZ                                       85249 PUD                                    248000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   12.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 WALN
GI                       G02                                                      256000                1653.34                    360                     359                  7.375                      0                      0                   0.375                   7.75 Ft. Lauderdale         FL                                       33301 Condominium                            256000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.75                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 WALN
GI                       G02                                                      224000                1470.00                    360                     359                    7.5                      0                      0                   0.375                  7.875 Phoenix                AZ                                       85014 PUD                                    224000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 WALN
GII                      G03                                                      246240                1462.05                    360                     359                   6.75                      0                      0                   0.375                  7.125 Cape Coral             FL                                       33909 2-4 Family                             246240                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.125                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 WALN
GII                      G03                                                      643500                3686.72                    360                     358                    6.5                      0                      0                   0.375                  6.875 Scottsdale             AZ                                       85255 PUD                                    643500                20060501                     65 No MI                                1.00E+17                    2.25               20110401                 11.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 WALN
GI                       G03                                                      416000                2556.67                    360                     359                      7                      0                      0                   0.375                  7.375 Surprise               AZ                                       85388 PUD                                    416000                20060601            79.98999786 No MI                                                            2.25               20110501                 12.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 WALN
GI                       G03                                                      396000                2475.00                    360                     359                  7.125                      0                      0                   0.375                    7.5 San Diego              CA                                       92126 Single Family                          396000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   12.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 WALN
GII                      G02                                                      198000                1113.75                    360                     359                  6.375                      0                      0                   0.375                   6.75 Newark                 NJ                                        7107 Single Family                          198000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  11.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 WALN
GI                       G02                                                      131840                 878.93                    360                     359                  7.625                      0                      0                   0.375                      8 Saint Paul Park        MN                                       55071 Single Family                          131840                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     13                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 WALN
GI                       G02                                                    109495.1                 661.90                    360                     352                  5.625                      0                      0                   0.375                      6 ORLANDO                FL                                       32822 Single Family                          110400                20051101                     80 No MI                                1.00E+17                    2.75               20071001                     12                  2.375                       2 First Lien                                    N                                            0 No_PP                                     360                      24 N                                    20351001 ALT1
GI                       G02                                                      343900                1970.26                    360                     351                    6.5                      0                      0                   0.375                  6.875 GULF SHORES            AL                                       36542 Condominium                            343900                20051001                     80 No MI                                1.00E+17                    2.75               20070901                 12.875                  2.375                       2 First Lien                                    Y                                          120 No_PP                                     360                      24 N                                    20350901 ALT1
GI                       G02                                                   161961.03                 911.03                    360                     353                  6.375                      0                      0                   0.375                   6.75 GRAY                   GA                                       31032 Single Family                          162000                20051201            79.01999664 No MI                                1.00E+17                    2.75               20071101                  12.75                  2.375                       2 First Lien                                    Y                                          120 No_PP                                     360                      24 N                                    20351101 ALT1
GI                       G02                                                      307300                1280.42                    360                     352                  4.625                      0                      0                   0.375                      5 PARKER                 CO                                       80134 PUD                                    307300                20051101                     80 No MI                                1.00E+17                    2.75               20071001                     11                  2.375                       2 First Lien                                    Y                                          120 No_PP                                     360                      24 N                                    20351001 ALT1
GI                       G02                                                      303200                1389.67                    360                     354                  5.125                      0                      0                   0.375                    5.5 LONGMONT               CO                                       80501 Single Family                          303200                20060101                     80 No MI                                1.00E+17                    2.75               20071201                   11.5                  2.375                       2 First Lien                                    Y                                          120 No_PP                                     360                      24 N                                    20351201 ALT1
GI                       G02                                                   119899.05                 624.47                    360                     353                  5.875                      0                      0                   0.375                   6.25 DALLAS                 GA                                       30157 Single Family                          119900                20051201                    100 Mortgage Guaranty In                 1.00E+17                    2.75               20071101                  12.25                  2.375                       2 First Lien                                    Y                                          120 No_PP                                     360                      24 N                                    20351101 ALT1
GI                       G02                                                      367500                1837.50                    360                     355                  5.625                      0                      0                   0.375                      6 WINCHESTER             VA                                       22602 Single Family                          367500                20060201            68.18000031 No MI                                1.00E+17                    2.75               20080101                     12                  2.375                       2 First Lien                                    Y                                          120 No_PP                                     360                      24 N                                    20360101 ALT1
GII                      G01                                                   206545.87                1383.83                    360                     354                  6.625                      0                      0                   0.375                      7 SANDY                  UT                                       84092 Single Family                          208000                20060101                     80 No MI                                1.00E+17                    2.75               20081201                     13                  2.375                       2 First Lien                                    N                                            0 No_PP                                     360                      36 N                                    20351201 ALT1
GI                       G02                                                   217537.67                1246.31                    360                     353                    6.5                      0                      0                   0.375                  6.875 DES PLAINES            IL                                       60016 Single Family                          217600                20051201                     80 No MI                                1.00E+17                    2.75               20071101                 12.875                  2.375                       2 First Lien                                    Y                                          120 No_PP                                     360                      24 N                                    20351101 ALT1
GI                       G02                                                      170700                 960.19                    360                     353                  6.375                      0                      0                   0.375                   6.75 CUMMING                GA                                       30040 PUD                                    170700                20051201            79.98999786 No MI                                1.00E+17                    2.75               20071101                  12.75                  2.375                       2 First Lien                                    Y                                          120 No_PP                                     360                      24 N                                    20351101 ALT1
GI                       G02                                                    73856.93                 519.17                    180                     173                  7.125                      0                      0                   0.375                    7.5 PHOENIX                AZ                                       85018 Condominium                             74250                20051201                     75 No MI                                1.00E+17                    2.75               20071101                   13.5                  2.375                       2 First Lien                                    N                                            0 No_PP                                     360                      24 N                                    20201101 ALT1
GII                      G03                                                      405000                1982.81                    360                     354                    5.5                      0                      0                   0.375                  5.875 SWAINS CREEK           UT                                       89103 Single Family                          405000                20060101            72.31999969 No MI                                1.00E+17                    2.75               20101201                 11.875                  2.375                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20351201 ALT1
GI                       G02                                                       67925                 438.68                    360                     354                  7.375                      0                      0                   0.375                   7.75 CINCINNATI             OH                                       45244 Condominium                             68000                20060101                     80 No MI                                1.00E+17                    2.75               20071201                  13.75                  2.375                       2 First Lien                                    Y                                          120 No_PP                                     360                      24 N                                    20351201 ALT1
GII                      G01                                                      523000                2560.52                    360                     355                    5.5                      0                      0                   0.375                  5.875 EAGLE                  ID                                       83616 PUD                                    523000                20060201            55.04999924 No MI                                1.00E+17                    2.75               20090101                 11.875                  2.375                       2 First Lien                                    Y                                          120 No_PP                                     360                      36 N                                    20360101 ALT1
GI                       G02                                                   127542.41                 917.01                    360                     355                  7.375                      0                      0                   0.375                   7.75 CHICAGO                IL                                       60628 2-4 Family                             128000                20060201                     80 No MI                                1.00E+17                    2.75               20080101                  13.75                  2.375                       2 First Lien                                    N                                            0 No_PP                                     360                      24 N                                    20360101 ALT1
GII                      G01                                                      545000                3065.63                    360                     355                  6.375                      0                      0                   0.375                   6.75 LOS ANGELES            CA                                       90046 Single Family                          545000                20060201            87.90000153 Mortgage Guaranty In                 1.00E+17                    2.75               20090101                  12.75                  2.375                       2 First Lien                                    Y                                          120 No_PP                                     360                      36 N                                    20360101 ALT1
GII                      G03                                                      928044                5510.26                    360                     356                   6.75                      0                      0                   0.375                  7.125 Chula Vista            CA                                       91914 PUD                                    928044                20060301                     75 No MI                                1.00E+17                    2.25               20110201                 13.125                  2.375                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360201 AFL2
GI                       G02                                                      211992                1413.28                    360                     356                  7.625                      0                      0                   0.375                      8 Las Vegas              NV                                       89148 PUD                                    211992                20060301                     80 No MI                                1.00E+17                    2.25               20110201                     13                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360201 AFL2
GII                      G02                                                      268000                1535.42                    360                     357                    6.5                      0                      0                   0.375                  6.875 SILVER SPRING          MD                                       20910 Condominium                            268000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 12.875                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GII                      G02                                                   339990.05                1806.20                    360                     347                      6                      0                      0                   0.375                  6.375 New Orleans            LA                                       70115 Single Family                          340000                20050601                     80 No MI                                                            2.25               20100501                 11.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20350501 AFL2
GII                      G03                                                      175000                 856.77                    360                     347                    5.5                      0                      0                   0.375                  5.875 Belle Chasse           LA                                       70037 2-4 Family                             175000                20050601            54.68999863 No MI                                                            2.25               20100501                 10.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20350501 AFL2
GII                      G03                                                      175000                 856.77                    360                     347                    5.5                      0                      0                   0.375                  5.875 Belle Chasse           LA                                       70037 2-4 Family                             175000                20050601            54.68999863 No MI                                                            2.25               20100501                 10.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20350501 AFL2
GII                      G03                                                   176799.99                 865.58                    360                     348                    5.5                      0                      0                   0.375                  5.875 New Orleans            LA                                       70115 Condominium                            176800                20050701                     80 No MI                                                            2.25               20100601                 10.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20350601 AFL2
GII                      G03                                                      975000                5585.94                    360                     356                    6.5                      0                      0                   0.375                  6.875 Las Vegas              NV                                       89120 PUD                                    975000                20060301                     75 No MI                                1.00E+17                    2.25               20110201                 12.875                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360201 AFL2
GII                      G02                                                      113550                 615.06                    360                     351                  6.125                      0                      0                   0.375                    6.5 Tooele                 UT                                       84074 Single Family                          113550                20051001            79.97000122 No MI                                1.00E+17                    2.25               20100901                   11.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20350901 AFL2
GI                       G02                                                    95873.97                 712.80                    360                     358                   7.75                      0                      0                   0.375                  8.125 Columbus               OH                                       43229 Single Family                           96000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.125                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                   152618.48                 990.74                    360                     359                  6.375                      0                      0                   0.375                   6.75 Murrells Inlet         SC                                       29576 Single Family                          152750                20060601                     65 No MI                                1.00E+17                    2.25               20110501                  11.75                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                       78750                 516.80                    360                     359                    7.5                      0                      0                   0.375                  7.875 Englewood              CO                                       80110 Condominium                             78750                20060601                     75 No MI                                1.00E+17                    2.25               20110501                 12.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                    63121.15                 480.37                    360                     358                      8                      0                      0                   0.375                  8.375 Nashville              TN                                       37207 Single Family                           63200                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      119920                 824.45                    360                     359                  7.875                      0                      0                   0.375                   8.25 Bunnell                FL                                       32110 Condominium                            119920                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  13.25                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G02                                                      113592                 650.79                    360                     357                    6.5                      0                      0                   0.375                  6.875 Lake Mary              FL                                       32746 Condominium                            113592                20060401                     80 No MI                                1.00E+17                    2.75               20110301                 12.875                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GI                       G02                                                      260000                1787.50                    360                     359                  7.875                      0                      0                   0.375                   8.25 TEMPE                  AZ                                       85281 Single Family                          260000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  13.25                  2.375                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      344000                2329.17                    360                     359                   7.75                      0                      0                   0.375                  8.125 Austin                 TX                                       78746 Condominium                            344000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.125                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                   116973.89                 890.20                    360                     358                      8                      0                      0                   0.375                  8.375 Cypress                TX                                       77429 PUD                                    117120                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      243000                1594.69                    360                     359                    7.5                      0                      0                   0.375                  7.875 Chicago                IL                                       60620 2-4 Family                             243000                20060601                     75 No MI                                1.00E+17                    2.25               20110501                 12.875                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G01                                                     1000000                6979.17                    360                     359                      8                      0                      0                   0.375                  8.375 Corona                 CA                                       92881 Single Family                         1000000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.375                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                   184245.21                1337.76                    360                     358                    7.5                      0                      0                   0.375                  7.875 Valparaiso             FL                                       32580 PUD                                    184500                20060501                     90 Republic MIC                         1.00E+17                    2.25               20110401                 12.875                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      236250                1648.83                    360                     358                      8                      0                      0                   0.375                  8.375 Gulfport               FL                                       33707 2-4 Family                             236250                20060501                     75 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      146250                1020.70                    360                     359                      8                      0                      0                   0.375                  8.375 Tampa                  FL                                       33612 Single Family                          146250                20060601                     75 No MI                                1.00E+17                    2.25               20110501                 13.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                   104847.53                 743.18                    360                     358                   7.25                      0                      0                   0.375                  7.625 Decatur                GA                                       30032 Single Family                          105000                20060501                     70 No MI                                1.00E+17                    2.25               20110401                 12.625                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                       86250                 467.19                    360                     358                  6.125                      0                      0                   0.375                    6.5 Thornton               CO                                       80229 Condominium                             86250                20060501                     75 No MI                                1.00E+17                    2.25               20110401                   11.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                   119411.25                 857.72                    360                     358                  7.375                      0                      0                   0.375                   7.75 Spring                 TX                                       77379 Single Family                          119724                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.75                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                       92950                 590.62                    360                     359                   7.25                      0                      0                   0.375                  7.625 MILWAUKEE              WI                                       53225 Single Family                           92950                20060601                     65 No MI                                1.00E+17                    2.25               20110501                 12.625                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                    55930.14                 425.64                    360                     358                      8                      0                      0                   0.375                  8.375 Alliance               OH                                       44601 Single Family                           56000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G03                                                     1177500                6746.09                    360                     358                    6.5                      0                      0                   0.375                  6.875 Los Angeles            CA                                       90024 Single Family                         1177500                20060501                     75 No MI                                1.00E+17                    2.25               20110401                 11.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                    61412.92                 440.59                    360                     358                  7.375                      0                      0                   0.375                   7.75 Fort Worth             TX                                       76111 Single Family                           61500                20060501                     75 No MI                                1.00E+17                   2.258               20110401                  12.75                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      518400                3348.00                    360                     359                  7.375                      0                      0                   0.375                   7.75 Los Angeles            CA                                       90037 2-4 Family                             518400                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.75                  1.883                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G03                                                      294300                1808.72                    360                     359                      7                      0                      0                   0.375                  7.375 ALEXANDRIA             VA                                       22304 Condominium                            294300                20060601            79.98999786 No MI                                1.00E+17                    2.25               20110501                 12.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                   150131.68                1169.80                    360                     357                   8.25                      0                      0                   0.375                  8.625 Kissimmee              FL                                       34741 Condominium                            150400                20060401                     80 No MI                                1.00E+17                    2.75               20110301                 14.625                  1.875                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360301 AFL2
GI                       G02                                                      109600                 696.42                    360                     358                   7.25                      0                      0                   0.375                  7.625 ALLEN                  TX                                       75002 Single Family                          109600                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.625                  2.375                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      256000                1733.33                    360                     358                   7.75                      0                      0                   0.375                  8.125 Molalla                OR                                       97038 Single Family                          256000                20060501                     80 No MI                                                            2.25               20110401                 13.125                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                    50925.95                 360.97                    360                     358                   7.25                      0                      0                   0.375                  7.625 Dallas                 TX                                       75216 Single Family                           51000                20060501            69.95999908 No MI                                1.00E+17                    2.25               20110401                 12.625                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                       96600                 623.87                    360                     358                  7.375                      0                      0                   0.375                   7.75 HOUSTON                TX                                       77082 PUD                                     96600                20060501                     70 No MI                                1.00E+17                    2.25               20110401                  12.75                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                   269231.46                1738.79                    360                     358                  7.375                      0                      0                   0.375                   7.75 Miami Shores           FL                                       33150 Single Family                          269500                20060501                     70 No MI                                1.00E+17                    2.25               20110401                  12.75                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                      224000                1306.67                    360                     357                  6.625                      0                      0                   0.375                      7 ORTING                 WA                                       98360 PUD                                    224000                20060401                     70 No MI                                1.00E+17                    2.25               20110301                     13                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GII                      G02                                                      279600                1631.00                    360                     358                  6.625                      0                      0                   0.375                      7 GAITHERSBURG           MD                                       20877 Single Family                          279600                20060501                     80 No MI                                1.00E+17                    2.25               20110401                     13                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G03                                                   157077.37                1072.38                    360                     359                  6.875                      0                      0                   0.375                   7.25 Charlotte              NC                                       28277 PUD                                    157200                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.25                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G03                                                      960000                6000.00                    360                     358                  7.125                      0                      0                   0.375                    7.5 WINDERMERE             FL                                       34786 PUD                                    960000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      164800                 875.50                    360                     359                      6                      0                      0                   0.375                  6.375 Portland               OR                                       97266 Single Family                          164800                20060601                     80 No MI                                1.00E+17                   2.375               20080501                 12.375                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      24 N                                    20360501 AFL2
GI                       G02                                                      114570                 751.87                    360                     358                    7.5                      0                      0                   0.375                  7.875 Mobile                 AL                                       36693 Single Family                          114570                20060501                     90 Mortgage Guaranty In                 1.00E+17                    2.25               20110401                 12.875                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G03                                                   133040.05                 817.64                    360                     358                      7                      0                      0                   0.375                  7.375 SAINT LOUIS            MO                                       63139 2-4 Family                             133250                20060501                     65 No MI                                1.00E+17                    2.25               20110401                 12.375                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                    147900.7                1085.97                    360                     359                  7.625                      0                      0                   0.375                      8 Carrollton             TX                                       75007 Single Family                          148000                20060601                     80 No MI                                                            2.25               20130501                     13                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      84 N                                    20360501 AFL2
GI                       G02                                                      316000                2106.67                    360                     359                  7.625                      0                      0                   0.375                      8 Phoenix                AZ                                       85008 Single Family                          316000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     13                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      127500                 863.28                    360                     359                   7.75                      0                      0                   0.375                  8.125 ARIZONA CITY           AZ                                       85223 Single Family                          127500                20060601                     75 No MI                                1.00E+17                    2.25               20110501                 13.125                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      109850                 698.01                    360                     359                   7.25                      0                      0                   0.375                  7.625 BAKERSFIELD            CA                                       93305 2-4 Family                             109850                20060601                     65 No MI                                1.00E+17                    2.25               20110501                 12.625                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G03                                                   111904.61                 764.58                    360                     358                  6.875                      0                      0                   0.375                   7.25 Lakewood               CO                                       80228 Condominium                            112080                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.25                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                       99125                 629.86                    360                     359                   7.25                      0                      0                   0.375                  7.625 BAKERSFIELD            CA                                       93307 2-4 Family                              99125                20060601                     65 No MI                                1.00E+17                    2.25               20110501                 12.625                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G03                                                      490000                2807.29                    360                     358                    6.5                      0                      0                   0.375                  6.875 GILBERT                AZ                                       85297 Single Family                          490000                20060501                     70 No MI                                1.00E+17                    2.25               20110401                 11.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G03                                                      207600                1297.50                    360                     358                  7.125                      0                      0                   0.375                    7.5 SURPRISE               AZ                                       85374 PUD                                    207600                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                    224999.9                1476.56                    360                     358                    7.5                      0                      0                   0.375                  7.875 AVONDALE               AZ                                       85323 Single Family                          225000                20060501                     75 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G01                                                      925000                6070.31                    360                     358                    7.5                      0                      0                   0.375                  7.875 CORONA                 CA                                       92883 Single Family                          925000                20060501            75.51000214 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G01                                                   731239.99                5103.45                    360                     358                      8                      0                      0                   0.375                  8.375 PARADISE VALLEY        AZ                                       85253 Single Family                          731250                20060501                     75 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      127500                 863.28                    360                     359                   7.75                      0                      0                   0.375                  8.125 ARIZONA CITY           AZ                                       85223 Single Family                          127500                20060601                     75 No MI                                1.00E+17                    2.25               20110501                 13.125                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G01                                                      451500                3151.09                    360                     359                      8                      0                      0                   0.375                  8.375 Temecula               CA                                       92592 PUD                                    451500                20060601                     70 No MI                                1.00E+17                    2.25               20110501                 13.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      169920                1185.90                    360                     359                      8                      0                      0                   0.375                  8.375 Woodstock              IL                                       60098 Single Family                          169920                20060601                     80 No MI                                4.00E+17                    2.25               20110501                 13.375                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G03                                                      272000                1643.33                    360                     358                  6.875                      0                      0                   0.375                   7.25 SACRAMENTO             CA                                       95822 Single Family                          272000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      415000                2766.67                    360                     358                  7.625                      0                      0                   0.375                      8 Draper                 UT                                       84020 Single Family                          415000                20060501            76.84999847 No MI                                1.00E+17                    2.25               20110401                     13                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      111200                 729.75                    360                     358                    7.5                      0                      0                   0.375                  7.875 WEST NEW YORK          NJ                                        7093 Condominium                            111200                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      209700                1398.00                    360                     358                  7.625                      0                      0                   0.375                      8 Victorville            CA                                       92392 Single Family                          209700                20060501            69.98999786 No MI                                1.00E+17                    2.25               20110401                     13                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G01                                                     1000000                6562.50                    360                     358                    7.5                      0                      0                   0.375                  7.875 Birmingham             MI                                       48009 Single Family                         1000000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.875                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                       66500                 429.48                    360                     359                  7.375                      0                      0                   0.375                   7.75 Indianapolis           IN                                       46239 PUD                                     66500                20060601                     70 No MI                                1.00E+17                    2.25               20110501                  12.75                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      120000                 825.00                    360                     359                  7.875                      0                      0                   0.375                   8.25 SALISBURY              MD                                       21804 Condominium                            120000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  13.25                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                       98000                 622.71                    360                     358                   7.25                      0                      0                   0.375                  7.625 San Antonio            TX                                       78249 PUD                                     98000                20060501            69.87999725 No MI                                1.00E+17                    2.25               20110401                 12.625                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                       64000                 426.67                    360                     358                  7.625                      0                      0                   0.375                      8 JACKSONVILLE           FL                                       32209 2-4 Family                              64000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                     13                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G03                                                      220000                1329.17                    360                     358                  6.875                      0                      0                   0.375                   7.25 GILBERT                AZ                                       85297 PUD                                    220000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      220000                1466.67                    360                     358                  7.625                      0                      0                   0.375                      8 COLORADO SPRINGS       CO                                       80906 2-4 Family                             220000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                     13                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                      256800                1364.25                    360                     359                      6                      0                      0                   0.375                  6.375 PALMDALE               CA                                       93550 Single Family                          256800                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      189000                1220.62                    360                     358                  7.375                      0                      0                   0.375                   7.75 Atlanta                GA                                       30310 Single Family                          189000                20060501                     70 No MI                                1.00E+17                    2.25               20110401                  12.75                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                      212447                1217.14                    360                     358                    6.5                      0                      0                   0.375                  6.875 NORTH LAS VEGAS        NV                                       89084 Single Family                          212447                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G03                                                   150879.13                 911.56                    360                     358                  6.875                      0                      0                   0.375                   7.25 COLORADO SPRINGS       CO                                       80909 Single Family                          151920                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.25                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                   243937.33                1765.59                    360                     359                      8                      0                      0                   0.375                  8.375 HONOLULU               HI                                       96818 Condominium                            244000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.375                  1.875                       1 First Lien                                    N                                            0 Prepay                                    480                      60 N                                    20360501 AFL2
GII                      G02                                                    74489.13                 411.24                    360                     358                   6.25                      0                      0                   0.375                  6.625 COLORADO SPRINGS       CO                                       80918 PUD                                     74499                20060501            74.87000275 No MI                                1.00E+17                    2.25               20110401                 11.625                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                   176135.37                1229.28                    360                     358                      8                      0                      0                   0.375                  8.375 Bend                   OR                                       97702 PUD                                    176175                20060501                     75 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      216000                1530.00                    360                     359                  8.125                      0                      0                   0.375                    8.5 Tacoma                 WA                                       98402 2-4 Family                             216000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   13.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G03                                                      348000                2175.00                    360                     358                  7.125                      0                      0                   0.375                    7.5 Palmdale               CA                                       93551 Single Family                          348000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                       89375                 577.21                    360                     360                  7.375                      0                      0                   0.375                   7.75 AUBREY                 TX                                       76227 Single Family                           89375                20060701                     65 No MI                                1.00E+17                    2.25               20110601                  12.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GI                       G02                                                      380000                2493.75                    360                     358                    7.5                      0                      0                   0.375                  7.875 Lynwood                CA                                       90262 Single Family                          380000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      320000                2033.33                    360                     358                   7.25                      0                      0                   0.375                  7.625 Hesperia               CA                                       92344 Single Family                          320000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.625                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                   207132.01                1359.30                    360                     358                    7.5                      0                      0                   0.375                  7.875 Phoenix                AZ                                       85048 PUD                                    207200                20060501                     70 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G03                                                      246400                1514.33                    360                     359                      7                      0                      0                   0.375                  7.375 Fresno                 CA                                       93704 Single Family                          246400                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G03                                                      920000                5558.33                    360                     358                  6.875                      0                      0                   0.375                   7.25 Salt Lake City         UT                                       84103 Single Family                          920000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  13.25                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      337920                2182.40                    360                     358                  7.375                      0                      0                   0.375                   7.75 Gardena                CA                                       90247 Condominium                            337920                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  13.75                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      113600                 792.83                    360                     358                      8                      0                      0                   0.375                  8.375 ORLANDO                FL                                       32805 Single Family                          113600                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      112500                 773.44                    360                     358                  7.875                      0                      0                   0.375                   8.25 Atlanta                GA                                       30314 Single Family                          112500                20060501                     75 No MI                                1.00E+17                    2.25               20110401                  13.25                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      184800                1251.25                    360                     358                   7.75                      0                      0                   0.375                  8.125 VALRICO                FL                                       33594 PUD                                    184800                20060501                     70 No MI                                1.00E+17                    2.25               20110401                 13.125                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      280000                1779.17                    360                     359                   7.25                      0                      0                   0.375                  7.625 WEYMOUTH               MA                                        2189 Single Family                          280000                20060601                     80 No MI                                                            2.25               20110501                 13.625                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G03                                                      168000                 997.50                    360                     359                   6.75                      0                      0                   0.375                  7.125 Garland                TX                                       75044 Single Family                          168000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.125                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G03                                                      222820                1322.99                    360                     359                   6.75                      0                      0                   0.375                  7.125 North Las Vegas        NV                                       89081 PUD                                    222820                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.125                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      111750                 756.64                    360                     358                   7.75                      0                      0                   0.375                  8.125 Denver                 CO                                       80204 Single Family                          111750                20060501                     75 No MI                                1.00E+17                    2.25               20110401                 13.125                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                    81819.97                 477.28                    360                     358                  6.625                      0                      0                   0.375                      7 Aurora                 CO                                       80010 Single Family                           82000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                     12                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                       95240                 545.65                    360                     358                    6.5                      0                      0                   0.375                  6.875 Yorkville              IL                                       60560 Condominium                             95240                20060501                     80 No MI                                                            2.25               20110401                 12.875                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G03                                                   109823.53                 741.10                    360                     358                   6.75                      0                      0                   0.375                  7.125 Egg Harbor City        NJ                                        8215 2-4 Family                             110000                20060501            48.88999939 No MI                                1.00E+17                    2.75               20110401                 13.125                  1.875                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G03                                                      456760                2664.43                    360                     358                  6.625                      0                      0                   0.375                      7 SURPRISE               AZ                                       85379 PUD                                    456760                20060501                     80 No MI                                1.00E+17                    2.25               20110401                     12                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G01                                                     1750000               11484.38                    360                     359                    7.5                      0                      0                   0.375                  7.875 Cave Creek             AZ                                       85331 Single Family                         1750000                20060601            62.95000076 No MI                                1.00E+17                    2.25               20110501                 12.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      154000                1074.79                    360                     359                      8                      0                      0                   0.375                  8.375 Milwaukee              WI                                       53218 2-4 Family                             154000                20060601                     70 No MI                                1.00E+17                    2.25               20110501                 13.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      207973                1429.81                    360                     358                  7.875                      0                      0                   0.375                   8.25 Hugo                   MN                                       55038 PUD                                    207973                20060501                     70 No MI                                1.00E+17                    2.25               20110401                  13.25                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      280800                1959.75                    360                     359                      8                      0                      0                   0.375                  8.375 Newport News           VA                                       23602 Single Family                          280800                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G03                                                      444000                2682.50                    360                     358                  6.875                      0                      0                   0.375                   7.25 ANAHEIM                CA                                       92801 Single Family                          444000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  13.25                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G01                                                      126675                 870.89                    360                     359                  7.875                      0                      0                   0.375                   8.25 BROOKVILLE             OH                                       45309 Single Family                          126675                20060601                     75 No MI                                                            2.25               20110501                  13.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G03                                                      132240                 798.95                    360                     358                  6.875                      0                      0                   0.375                   7.25 Covington              GA                                       30016 PUD                                    132240                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G03                                                   259807.04                1817.96                    360                     359                  7.125                      0                      0                   0.375                    7.5 Stockton               MO                                       65785 Single Family                          260000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   12.5                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G01                                                      798750                5158.59                    360                     359                  7.375                      0                      0                   0.375                   7.75 HITCHCOCK              TX                                       77563 Single Family                          798750                20060601                     75 No MI                                                            2.25               20110501                  12.75                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      220000                1420.83                    360                     359                  7.375                      0                      0                   0.375                   7.75 SHAKOPEE               MN                                       55379 Single Family                          220000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                       73500                 474.69                    360                     359                  7.375                      0                      0                   0.375                   7.75 RICHMOND               VA                                       23222 Single Family                           73500                20060601                     70 No MI                                1.00E+17                    2.25               20110501                  13.75                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      189375                1203.32                    360                     358                   7.25                      0                      0                   0.375                  7.625 MAPLE GROVE            MN                                       55369 Single Family                          189375                20060501                     75 No MI                                1.00E+17                    2.25               20110401                 12.625                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      168850                1125.67                    360                     358                  7.625                      0                      0                   0.375                      8 Tampa                  FL                                       33626 PUD                                    168850                20060501            74.98999786 No MI                                1.00E+17                    2.25               20110401                     13                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      230000                1605.21                    360                     358                      8                      0                      0                   0.375                  8.375 WASHINGTON             DC                                       20019 Single Family                          230000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      396000                2598.75                    360                     358                    7.5                      0                      0                   0.375                  7.875 FREMONT                CA                                       94539 Condominium                            396000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G01                                                      424000                3003.33                    360                     358                  8.125                      0                      0                   0.375                    8.5 Mount Pleasant         SC                                       29464 Single Family                          424000                20060501                     80 No MI                                1.00E+17                    2.75               20110401                   14.5                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      288000                1950.00                    360                     358                   7.75                      0                      0                   0.375                  8.125 FLOWERY BR             GA                                       30542 Single Family                          288000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.125                  2.375                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G03                                                      493800                3086.25                    360                     358                  7.125                      0                      0                   0.375                    7.5 YUCAIPA                CA                                       92399 PUD                                    493800                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      256000                1786.67                    360                     359                      8                      0                      0                   0.375                  8.375 Loma Linda             CA                                       92354 Single Family                          256000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.375                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      368000                2415.00                    360                     359                    7.5                      0                      0                   0.375                  7.875 Oakland                CA                                       94621 Single Family                          368000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G01                                                   599212.38                4454.98                    360                     358                   7.75                      0                      0                   0.375                  8.125 Las Vegas              NV                                       89146 Single Family                          600000                20060501                     75 No MI                                                            2.25               20110401                 13.125                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      360000                2287.50                    360                     359                   7.25                      0                      0                   0.375                  7.625 Windermere             FL                                       34786 Single Family                          360000                20060601                     80 No MI                                                            2.25               20110501                 12.625                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G01                                                      437300                3051.99                    360                     358                      8                      0                      0                   0.375                  8.375 Estero                 FL                                       33928 PUD                                    437300                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      226500                1580.78                    360                     359                      8                      0                      0                   0.375                  8.375 MARICOPA               AZ                                       85239 PUD                                    226500                20060601                     75 No MI                                1.00E+17                    2.25               20110501                 13.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      266000                1773.33                    360                     358                  7.625                      0                      0                   0.375                      8 CHANTILLY              VA                                       20152 Condominium                            266000                20060501                     70 No MI                                1.00E+17                    2.25               20110401                     13                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                      232000                1353.33                    360                     358                  6.625                      0                      0                   0.375                      7 OWINGS MILLS           MD                                       21117 Townhouse                              232000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                     12                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G03                                                     1000000                5729.17                    360                     358                    6.5                      0                      0                   0.375                  6.875 FOUNTAIN HILLS         AZ                                       85268 Single Family                         1000000                20060501            64.51999664 No MI                                1.00E+17                    2.25               20110401                 11.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      125300                 861.44                    360                     358                  7.875                      0                      0                   0.375                   8.25 Denver                 CO                                       80221 Townhouse                              125300                20060501                     70 No MI                                1.00E+17                    2.25               20110401                  13.25                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G03                                                   161831.55                1011.45                    360                     358                  7.125                      0                      0                   0.375                    7.5 Sartell                MN                                       56377 Single Family                          161920                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      216000                1417.50                    360                     358                    7.5                      0                      0                   0.375                  7.875 PHOENIX                AZ                                       85044 PUD                                    216000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      233512                1532.42                    360                     359                    7.5                      0                      0                   0.375                  7.875 ODENTON                MD                                       21113 Condominium                            233512                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G01                                                      228000                1163.75                    360                     359                   5.75                      0                      0                   0.375                  6.125 LAUREL                 MD                                       20708 Townhouse                              228000                20060601                     80 No MI                                1.00E+17                    2.25               20090501                 12.125                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      36 N                                    20360501 AFL2
GI                       G02                                                   121924.17                 927.29                    360                     359                      8                      0                      0                   0.375                  8.375 Overland Park          KS                                       66202 2-4 Family                             122000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.375                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G01                                                     1425000                9351.56                    360                     359                    7.5                      0                      0                   0.375                  7.875 Chevy Chase            MD                                       20815 Single Family                         1425000                20060601                     75 No MI                                                            2.25               20110501                 12.875                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G01                                                      274400                1600.67                    360                     358                  6.625                      0                      0                   0.375                      7 PALMDALE               CA                                       93550 Single Family                          274400                20060501                     80 No MI                                1.00E+17                    2.25               20090401                     13                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      36 N                                    20360401 AFL2
GII                      G02                                                      234500                1343.49                    360                     358                    6.5                      0                      0                   0.375                  6.875 Richmond               VA                                       23228 Single Family                          234500                20060501                     70 No MI                                1.00E+17                    2.25               20110401                 11.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                      148000                 863.33                    360                     359                  6.625                      0                      0                   0.375                      7 Orange Park            FL                                       32073 PUD                                    148000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     12                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G03                                                      850000                4869.79                    360                     358                    6.5                      0                      0                   0.375                  6.875 Murrieta               CA                                       92562 PUD                                    850000                20060501            70.83000183 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      120750                 830.16                    360                     358                  7.875                      0                      0                   0.375                   8.25 Saginaw                MI                                       48603 Single Family                          120750                20060501                     75 No MI                                1.00E+17                    2.25               20110401                  13.25                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      168000                1102.50                    360                     358                    7.5                      0                      0                   0.375                  7.875 Greenacres             FL                                       33463 Condominium                            168000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G03                                                      101250                 632.81                    360                     358                  7.125                      0                      0                   0.375                    7.5 Farmington             NM                                       87402 Single Family                          101250                20060501                     75 No MI                                1.00E+17                    2.25               20110401                   13.5                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      166500                1110.00                    360                     358                  7.625                      0                      0                   0.375                      8 Houston                TX                                       77064 PUD                                    166500                20060501                     75 No MI                                1.00E+17                    2.25               20110401                     13                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      210000                1443.75                    360                     358                  7.875                      0                      0                   0.375                   8.25 Scottsdale             AZ                                       85257 Single Family                          210000                20060501                     70 No MI                                1.00E+17                    2.25               20110401                  13.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      178500                1227.19                    360                     358                  7.875                      0                      0                   0.375                   8.25 Laveen                 AZ                                       85339 PUD                                    178500                20060501                     70 No MI                                1.00E+17                    2.25               20110401                  13.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                      144000                 825.00                    360                     358                    6.5                      0                      0                   0.375                  6.875 Denver                 CO                                       80239 Single Family                          144000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G03                                                      350000                2187.50                    360                     357                  7.125                      0                      0                   0.375                    7.5 Monroe                 NJ                                        8831 Single Family                          350000                20060401            33.11999893 No MI                                1.00E+17                    2.75               20110301                   13.5                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G01                                                     1182100                8250.07                    360                     359                      8                      0                      0                   0.375                  8.375 Henderson              NV                                       89012 PUD                                   1182100                20060601                     70 No MI                                1.00E+17                    2.25               20110501                 13.375                  2.375                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G03                                                      210575                1294.16                    360                     358                      7                      0                      0                   0.375                  7.375 Summerville            SC                                       29485 PUD                                    210575                20060501            79.98999786 No MI                                1.00E+17                    2.25               20110401                 12.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                      156000                 893.75                    360                     358                    6.5                      0                      0                   0.375                  6.875 Safety Harbor          FL                                       34695 Single Family                          156000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G03                                                      126000                 761.25                    360                     358                  6.875                      0                      0                   0.375                   7.25 Phoenix                AZ                                       85037 PUD                                    126000                20060501                     70 No MI                                1.00E+17                    2.25               20110401                  12.25                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                      180000                1031.25                    360                     358                    6.5                      0                      0                   0.375                  6.875 Goodyear               AZ                                       85338 PUD                                    180000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                   117093.45                 670.85                    360                     358                    6.5                      0                      0                   0.375                  6.875 Adairsville            GA                                       30103 2-4 Family                             117112                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G03                                                      100400                 606.58                    360                     358                  6.875                      0                      0                   0.375                   7.25 Stockbridge            GA                                       30281 Single Family                          100400                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      141392                 927.89                    360                     358                    7.5                      0                      0                   0.375                  7.875 Covington              GA                                       30016 Single Family                          141392                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      220720                1517.45                    360                     356                  7.875                      0                      0                   0.375                   8.25 Chicago                IL                                       60626 Condominium                            220720                20060301                     80 No MI                                1.00E+17                    2.75               20110201                  14.25                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360201 AFL2
GI                       G02                                                      237200                1581.33                    360                     359                  7.625                      0                      0                   0.375                      8 SHOREWOOD              MN                                       55331 Single Family                          237200                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     13                  2.375                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      208000                1430.00                    360                     358                  7.875                      0                      0                   0.375                   8.25 PALMDALE               CA                                       93551 Single Family                          208000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  13.25                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      234623                1564.15                    360                     358                  7.625                      0                      0                   0.375                      8 GOODYEAR               AZ                                       85338 PUD                                    234623                20060501                     80 No MI                                1.00E+17                    2.25               20110401                     13                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      417000                2736.56                    360                     358                    7.5                      0                      0                   0.375                  7.875 Moreno Valley          CA                                       92555 Single Family                          417000                20060501            78.23999786 No MI                                                            2.25               20110401                 12.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G03                                                      240500                1427.97                    360                     358                   6.75                      0                      0                   0.375                  7.125 South Lake Tahoe       CA                                       96150 Single Family                          240500                20060501                     65 No MI                                1.00E+17                    2.25               20110401                 12.125                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      165850                1071.11                    360                     360                  7.375                      0                      0                   0.375                   7.75 LAKELAND               FL                                       33810 Single Family                          165850                20060701            74.98000336 No MI                                1.00E+17                    2.25               20110601                  12.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GI                       G02                                                      143920                 944.48                    360                     358                    7.5                      0                      0                   0.375                  7.875 Virginia Beach         VA                                       23464 PUD                                    143920                20060501                     80 No MI                                1.00E+17                   2.375               20080401                 12.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      24 N                                    20360401 AFL2
GI                       G01                                                     1421250                9030.86                    360                     358                   7.25                      0                      0                   0.375                  7.625 Los Angeles            CA                                       90069 Single Family                         1421250                20060501                     75 No MI                                1.00E+17                    2.25               20110401                 12.625                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      237650                1658.60                    360                     358                      8                      0                      0                   0.375                  8.375 Indian Trial           NC                                       28079 PUD                                    237650                20060501            79.98999786 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G01                                                      599920                3936.98                    360                     358                    7.5                      0                      0                   0.375                  7.875 SANFORD                FL                                       32771 PUD                                    599920                20060501            79.98999786 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      194935                1299.57                    360                     358                  7.625                      0                      0                   0.375                      8 Navarre                FL                                       32566 2-4 Family                             194935                20060501                     65 No MI                                1.00E+17                    2.25               20110401                     13                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G03                                                      383200                2275.25                    360                     359                   6.75                      0                      0                   0.375                  7.125 WALNUT CREEK           CA                                       94501 PUD                                    383200                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.125                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                   127840.33                 972.89                    360                     358                      8                      0                      0                   0.375                  8.375 LIBERTY                MO                                       64068 PUD                                    128000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G03                                                      339500                2121.88                    360                     357                  7.125                      0                      0                   0.375                    7.5 Pico Rivera            CA                                       90660 2-4 Family                             339500                20060401                     70 No MI                                1.00E+17                    2.25               20110301                   12.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GI                       G02                                                       56000                 355.83                    360                     357                   7.25                      0                      0                   0.375                  7.625 Baltimore              MD                                       21229 Townhouse                               56000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 12.625                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G02                                                      328000                2220.83                    360                     358                   7.75                      0                      0                   0.375                  8.125 GLENDALE               AZ                                       85304 Single Family                          328000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.125                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G01                                                    83398.62                 650.62                    360                     357                      8                      0                      0                   0.375                  8.375 Westland               MI                                       48186 Single Family                           83600                20060401            79.62000275 No MI                                1.00E+17                    2.25               20110301                 13.375                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G02                                                   177720.18                1322.18                    360                     357                   7.75                      0                      0                   0.375                  8.125 Vero Beach             FL                                       32967 Single Family                          178072                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 13.125                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360301 AFL2
GII                      G03                                                      372000                2247.50                    360                     358                  6.875                      0                      0                   0.375                   7.25 OLNEY                  MD                                       20832 Townhouse                              372000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G01                                                     2310000               16121.87                    360                     358                      8                      0                      0                   0.375                  8.375 Atlanta                GA                                       30327 Single Family                         2310000                20060501                     70 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G01                                                      463600                2994.08                    360                     358                  7.375                      0                      0                   0.375                   7.75 Severn                 MD                                       21144 Single Family                          463600                20060501            79.98999786 No MI                                1.00E+17                    2.25               20110401                  12.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G03                                                      229361                1433.51                    360                     358                  7.125                      0                      0                   0.375                    7.5 FLORENCE               AZ                                       85232 PUD                                    229361                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                    311335.1                2235.21                    360                     357                  7.375                      0                      0                   0.375                   7.75 Bowie                  MD                                       20721 Single Family                          312000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                  12.75                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G01                                                   255519.32                1945.78                    360                     357                      8                      0                      0                   0.375                  8.375 Brockton               MA                                        2301 Single Family                          256000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 13.375                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G02                                                      253200                1608.87                    360                     357                   7.25                      0                      0                   0.375                  7.625 Woodbridge             VA                                       22191 PUD                                    253200                20060401            79.98999786 No MI                                1.00E+17                    2.25               20110301                 12.625                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G02                                                   142286.78                 904.11                    360                     357                   7.25                      0                      0                   0.375                  7.625 Salisbury              MD                                       21804 Townhouse                              142332                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 12.625                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G01                                                     1000000                6562.50                    360                     358                    7.5                      0                      0                   0.375                  7.875 Westlake               OH                                       44145 Single Family                         1000000                20060501            76.91999817 No MI                                                            2.25               20110401                 12.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G01                                                      468750                3076.17                    360                     357                    7.5                      0                      0                   0.375                  7.875 Evergreen              CO                                       80439 Single Family                          468750                20060401                     75 No MI                                1.00E+17                    2.25               20110301                 12.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G02                                                      103100                 719.55                    360                     358                      8                      0                      0                   0.375                  8.375 Irving                 TX                                       75060 Single Family                          103100                20060501            74.98000336 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      109200                 762.12                    360                     358                      8                      0                      0                   0.375                  8.375 Norfolk                VA                                       23509 Single Family                          109200                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G03                                                     1462500                9140.63                    360                     358                  7.125                      0                      0                   0.375                    7.5 Charlotte              NC                                       28226 Single Family                         1462500                20060501                     75 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                   279093.97                1918.77                    360                     357                  7.875                      0                      0                   0.375                   8.25 Annapolis              MD                                       21403 Single Family                          279200                20060401                     80 No MI                                1.00E+17                    2.25               20110301                  13.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G02                                                   187436.52                1269.10                    360                     358                   7.75                      0                      0                   0.375                  8.125 Smithville             MO                                       64089 Single Family                          187500                20060501                     75 No MI                                1.00E+17                    2.25               20110401                 13.125                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G01                                                      417850                2872.72                    360                     359                  7.875                      0                      0                   0.375                   8.25 Loveland               CO                                       80537 Single Family                          417850                20060601            76.66999817 No MI                                1.00E+17                    2.25               20110501                  13.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                    40269.71                 306.46                    360                     358                      8                      0                      0                   0.375                  8.375 Detroit                MI                                       48235 Single Family                           40320                20060501                     72 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      163850                1143.54                    360                     358                      8                      0                      0                   0.375                  8.375 Kansas City            MO                                       64158 Single Family                          163850                20060501            74.98999786 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      152072                 982.13                    360                     357                  7.375                      0                      0                   0.375                   7.75 North Myrtle Beach     SC                                       29582 Condominium                            152072                20060401                     80 No MI                                1.00E+17                    2.75               20110301                  13.75                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G02                                                      275232                1777.54                    360                     358                  7.375                      0                      0                   0.375                   7.75 NORTH LAS VEGAS        NV                                       89084 Single Family                          275232                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.75                  2.375                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      187500                1269.53                    360                     358                   7.75                      0                      0                   0.375                  8.125 Smithville             MO                                       64089 Single Family                          187500                20060501                     75 No MI                                1.00E+17                    2.25               20110401                 13.125                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      116950                 755.30                    360                     358                  7.375                      0                      0                   0.375                   7.75 Ocala                  FL                                       34476 Single Family                          116950                20060501            74.98000336 No MI                                1.00E+17                    2.25               20110401                  12.75                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G01                                                      639000                4126.87                    360                     357                  7.375                      0                      0                   0.375                   7.75 Peoria                 AZ                                       85383 PUD                                    639000                20060401            79.98999786 No MI                                1.00E+17                    2.75               20110301                  13.75                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GII                      G02                                                      263192                1453.04                    360                     357                   6.25                      0                      0                   0.375                  6.625 Jupiter                FL                                       33458 Townhouse                              263192                20060401                     80 No MI                                1.00E+17                    2.75               20110301                 12.625                  2.375                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G02                                                      363000                2533.44                    360                     358                      8                      0                      0                   0.375                  8.375 Richmond               CA                                       94806 Single Family                          363000                20060501                     75 No MI                                1.00E+17                    2.25               20110401                 13.375                  2.375                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G01                                                      504000                3517.50                    360                     358                      8                      0                      0                   0.375                  8.375 Ashburn                VA                                       20148 Single Family                          504000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                    69912.68                 532.05                    360                     358                      8                      0                      0                   0.375                  8.375 Detroit                MI                                       48224 Single Family                           70000                20060501                     70 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G01                                                      198114                1258.85                    360                     358                   7.25                      0                      0                   0.375                  7.625 Port Saint Lucie       FL                                       34953 Single Family                          198114                20060501                     65 No MI                                1.00E+17                    2.25               20110401                 12.625                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G03                                                      140700                 835.41                    360                     358                   6.75                      0                      0                   0.375                  7.125 Edinburg               TX                                       78541 2-4 Family                             140700                20060501                     70 No MI                                1.00E+17                    2.25               20110401                 12.125                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G01                                                     2000000               13125.00                    360                     358                    7.5                      0                      0                   0.375                  7.875 Paradise Valley        AZ                                       85253 Single Family                         2000000                20060501                     50 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G01                                                      449200                3135.04                    360                     358                      8                      0                      0                   0.375                  8.375 ALDIE                  VA                                       20105 PUD                                    449200                20060501            79.98999786 No MI                                                            2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G03                                                   159999.99                 983.33                    360                     358                      7                      0                      0                   0.375                  7.375 Frederick              MD                                       21703 Townhouse                              160000                20060501            78.43000031 No MI                                1.00E+17                    2.25               20110401                 12.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G03                                                      118392                 739.95                    360                     358                  7.125                      0                      0                   0.375                    7.5 COLLEGE PARK           GA                                       30349 Single Family                          118392                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      100567                 701.87                    360                     358                      8                      0                      0                   0.375                  8.375 Union City             GA                                       30291 Townhouse                              100567                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G01                                                      920000                6229.17                    360                     358                   7.75                      0                      0                   0.375                  8.125 Woodbury               MN                                       55129 Single Family                          920000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.125                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      120400                 765.04                    360                     358                   7.25                      0                      0                   0.375                  7.625 TUCSON                 AZ                                       85745 Condominium                            120400                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.625                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      189600                1323.25                    360                     358                      8                      0                      0                   0.375                  8.375 Atlanta                GA                                       30312 Single Family                          189600                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      311200                2171.92                    360                     358                      8                      0                      0                   0.375                  8.375 SCOTTSDALE             AZ                                       85258 Condominium                            311200                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G01                                                   415740.35                3161.90                    360                     359                      8                      0                      0                   0.375                  8.375 South Richmond Hill    NY                                       11419 2-4 Family                             416000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.375                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      330960                2275.35                    360                     358                  7.875                      0                      0                   0.375                   8.25 Cypress                TX                                       77429 PUD                                    330960                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  13.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G03                                                      760000                4750.00                    360                     358                  7.125                      0                      0                   0.375                    7.5 Los Angeles            CA                                       90008 Single Family                          760000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                   190188.44                1447.38                    360                     358                      8                      0                      0                   0.375                  8.375 Apollo Beach           FL                                       33572 PUD                                    190426                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                   192584.46                1465.61                    360                     358                      8                      0                      0                   0.375                  8.375 Apollo Beach           FL                                       33572 Single Family                          192825                20060501                     80 No MI                                                            2.25               20110401                 13.375                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                    57528.15                 437.80                    360                     358                      8                      0                      0                   0.375                  8.375 Columbus               OH                                       43211 2-4 Family                              57600                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G01                                                      568000                3964.17                    360                     358                      8                      0                      0                   0.375                  8.375 Orlando                FL                                       32836 Single Family                          568000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      120000                 837.50                    360                     358                      8                      0                      0                   0.375                  8.375 Sterling Heights       MI                                       48310 Single Family                          120000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                       92000                 613.33                    360                     358                  7.625                      0                      0                   0.375                      8 COLUMBUS               OH                                       43207 Single Family                           92000                20060501                     80 No MI                                                            2.25               20110401                     13                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      120000                 775.00                    360                     358                  7.375                      0                      0                   0.375                   7.75 BOISE                  ID                                       83704 PUD                                    120000                20060501                     75 No MI                                1.00E+17                    2.25               20110401                  12.75                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      144950                 936.14                    360                     358                  7.375                      0                      0                   0.375                   7.75 Phoenix                AZ                                       85008 Single Family                          144950                20060501                     65 No MI                                1.00E+17                    2.25               20110401                  12.75                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                   151518.78                 962.78                    360                     358                   7.25                      0                      0                   0.375                  7.625 Phoenix                AZ                                       85037 Condominium                            151520                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.625                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      202800                1288.62                    360                     359                   7.25                      0                      0                   0.375                  7.625 PHOENIX                AZ                                       85041 PUD                                    202800                20060601            79.97000122 No MI                                1.00E+17                    2.25               20110501                 12.625                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                   147101.23                1080.10                    360                     359                  7.625                      0                      0                   0.375                      8 UPPER MARLBORO         MD                                       20772 Condominium                            147200                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     14                  1.875                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G03                                                      424000                2429.17                    360                     357                    6.5                      0                      0                   0.375                  6.875 American Canyon        CA                                       94503 Single Family                          424000                20060401                     80 No MI                                1.00E+17                    2.75               20110301                 12.875                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GI                       G02                                                      182000                1175.42                    360                     357                  7.375                      0                      0                   0.375                   7.75 Phoenix                AZ                                       85042 Single Family                          182000                20060401            79.81999969 No MI                                1.00E+17                    2.75               20110301                  13.75                  2.375                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GII                      G02                                                      176000                 935.00                    360                     358                      6                      0                      0                   0.375                  6.375 COON RAPIDS            MN                                       55433 Single Family                          176000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.375                  2.375                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G01                                                      880000                5958.33                    360                     358                   7.75                      0                      0                   0.375                  8.125 Frisco                 TX                                       75034 Single Family                          880000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.125                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G01                                                     1560000               10075.00                    360                     358                  7.375                      0                      0                   0.375                   7.75 Miami                  FL                                       33109 Condominium                           1560000                20060501                     65 No MI                                                            2.25               20110401                  12.75                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G03                                                      339440                2086.14                    360                     357                      7                      0                      0                   0.375                  7.375 Elmwood Park           NJ                                        7407 Single Family                          339440                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 12.375                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G02                                                      118400                 826.33                    360                     358                      8                      0                      0                   0.375                  8.375 PELHAM                 AL                                       35124 Single Family                          118400                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      166328                1126.18                    360                     357                   7.75                      0                      0                   0.375                  8.125 HAMPTON                GA                                       30228 PUD                                    166328                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 13.125                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GII                      G03                                                   148065.07                 771.17                    360                     357                  5.875                      0                      0                   0.375                   6.25 CUMMING                GA                                       30040 PUD                                    148100                20060401            79.98000336 No MI                                1.00E+17                    2.25               20110301                  11.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G02                                                      172000                1110.83                    360                     358                  7.375                      0                      0                   0.375                   7.75 Kennesaw               GA                                       30144 PUD                                    172000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G03                                                      195834                1203.56                    360                     358                      7                      0                      0                   0.375                  7.375 Lawrenceville          GA                                       30044 PUD                                    195834                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G01                                                      198800                1283.92                    360                     358                  7.375                      0                      0                   0.375                   7.75 Cape Coral             FL                                       33993 Single Family                          198800                20060501                     70 No MI                                1.00E+17                    2.25               20110401                  12.75                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G03                                                      124400                 764.54                    360                     358                      7                      0                      0                   0.375                  7.375 Lakeland               FL                                       33810 PUD                                    124400                20060501            69.98999786 No MI                                1.00E+17                    2.25               20110401                 12.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G03                                                      361544                2259.65                    360                     358                  7.125                      0                      0                   0.375                    7.5 PEORIA                 AZ                                       85383 PUD                                    361544                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                       78000                 438.75                    360                     358                  6.375                      0                      0                   0.375                   6.75 Greeley                CO                                       80631 Single Family                           78000                20060501                     60 No MI                                                            2.25               20110401                  11.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G03                                                      115960                 688.51                    360                     358                   6.75                      0                      0                   0.375                  7.125 Adairsville            GA                                       30103 2-4 Family                             115960                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.125                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G03                                                      315600                1906.75                    360                     359                  6.875                      0                      0                   0.375                   7.25 Silverthorne           CO                                       80498 Single Family                          315600                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      121592                 797.95                    360                     358                    7.5                      0                      0                   0.375                  7.875 Covington              GA                                       30016 Single Family                          121592                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      245000                1709.90                    360                     358                      8                      0                      0                   0.375                  8.375 Atlanta                GA                                       30318 2-4 Family                             245000                20060501                     70 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      167792                1136.09                    360                     359                   7.75                      0                      0                   0.375                  8.125 ALBUQUERQUE            NM                                       87114 PUD                                    167792                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.125                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      336000                2345.00                    360                     358                      8                      0                      0                   0.375                  8.375 Lawrence               MA                                        1843 2-4 Family                             336000                20060501                     80 No MI                                                            2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                   370363.69                2700.57                    360                     351                  8.375                      0                      0                   0.375                   8.75 WESTON                 FL                                       33326 Condominium                            372240                20051001                     80 No MI                                1.00E+17                       4               20060901                 18.875                  1.875                       6 First Lien                                    Y                                          120 Prepay                                    360                      12 N                                    20350901 AFL2
GII                      G03                                                      334750                2022.45                    360                     358                  6.875                      0                      0                   0.375                   7.25 Sandston               VA                                       23150 PUD                                    334750                20060501            79.98999786 No MI                                1.00E+17                    2.25               20110401                  12.25                  3.625                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      193000                1226.35                    360                     358                   7.25                      0                      0                   0.375                  7.625 St Petersburg          FL                                       33703 Condominium                            193000                20060501            64.98999786 No MI                                1.00E+17                    2.25               20110401                 12.625                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G01                                                      457600                3193.67                    360                     359                      8                      0                      0                   0.375                  8.375 Tucson                 AZ                                       85730 PUD                                    457600                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.375                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G03                                                      503788                2886.29                    360                     358                    6.5                      0                      0                   0.375                  6.875 MOUNTAIN HOUSE         CA                                       95391 PUD                                    503788                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G01                                                     1000000                6979.17                    360                     359                      8                      0                      0                   0.375                  8.375 INVERNESS              IL                                       60010 Single Family                         1000000                20060601            74.06999969 No MI                                1.00E+17                    2.25               20110501                 13.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G01                                                      568000                2958.33                    360                     358                  5.875                      0                      0                   0.375                   6.25 PHOENIX                AZ                                       85050 PUD                                    568000                20060501                     80 No MI                                1.00E+17                   2.375               20080401                  13.25                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      24 N                                    20360401 AFL2
GI                       G02                                                      123900                 826.00                    360                     359                  7.625                      0                      0                   0.375                      8 MESA                   AZ                                       85201 Single Family                          123900                20060601                     70 No MI                                1.00E+17                    2.25               20110501                     13                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      222720                1229.60                    360                     358                   6.25                      0                      0                   0.375                  6.625 Abingdon               MD                                       21009 PUD                                    222720                20060501                     80 No MI                                                           2.375               20080401                 11.625                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      24 N                                    20360401 AFL2
GI                       G03                                                      304000                1900.00                    360                     358                  7.125                      0                      0                   0.375                    7.5 Woodbridge             VA                                       22193 Single Family                          304000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                      348000                1993.75                    360                     358                    6.5                      0                      0                   0.375                  6.875 Leesburg               VA                                       20175 Townhouse                              348000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      324100                2261.95                    360                     358                      8                      0                      0                   0.375                  8.375 SHREWSBURY             PA                                       17361 Single Family                          324100                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G03                                                      417000                2606.25                    360                     358                  7.125                      0                      0                   0.375                    7.5 DENVER                 CO                                       80209 Single Family                          417000                20060501            77.22000122 No MI                                1.00E+16                    2.25               20110401                   12.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G03                                                       72760                 454.75                    360                     357                  7.125                      0                      0                   0.375                    7.5 Lithonia               GA                                       30038 Single Family                           72760                20060401                     80 No MI                                1.00E+17                    2.25               20110301                   12.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G02                                                   115999.99                 809.58                    360                     358                      8                      0                      0                   0.375                  8.375 Brandon                FL                                       33511 PUD                                    116000                20060501                     80 No MI                                1.00E+17                   2.375               20080401                 13.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      24 N                                    20360401 AFL2
GI                       G02                                                       91000                 625.63                    360                     358                  7.875                      0                      0                   0.375                   8.25 Saint Louis            MO                                       63109 Single Family                           91000                20060501                     70 No MI                                1.00E+17                    2.25               20110401                  13.25                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      176000                1118.33                    360                     359                   7.25                      0                      0                   0.375                  7.625 Burlington             NJ                                        8016 Townhouse                              176000                20060601            74.88999939 No MI                                1.00E+17                    2.25               20110501                 12.625                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G02                                                   394476.39                2301.11                    360                     358                  6.625                      0                      0                   0.375                      7 Firestone              CO                                       80504 PUD                                    394800                20060501                     80 No MI                                1.00E+17                    2.25               20110401                     12                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      405000                2826.56                    360                     358                      8                      0                      0                   0.375                  8.375 TRUMBULL               CT                                        6611 Single Family                          405000                20060501                     90 GE Capital MI                        1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G03                                                      329416                2058.85                    360                     358                  7.125                      0                      0                   0.375                    7.5 TAMPA                  FL                                       33647 Single Family                          329416                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G01                                                      518252                3616.97                    360                     358                      8                      0                      0                   0.375                  8.375 Ocean City             MD                                       21842 Condominium                            518252                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 14.375                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                   175780.44                1337.73                    360                     358                      8                      0                      0                   0.375                  8.375 Rockwall               TX                                       75032 Single Family                          176000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      198400                1281.33                    360                     358                  7.375                      0                      0                   0.375                   7.75 CANTON                 GA                                       30114 Single Family                          198400                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G01                                                   774754.02                5003.62                    360                     358                  7.375                      0                      0                   0.375                   7.75 Aspen                  CO                                       81611 Condominium                            780000                20060501                     80 No MI                                1.00E+17                    2.25               20160401                  12.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                     120 N                                    20360401 AFL2
GI                       G03                                                      103200                 645.00                    360                     357                  7.125                      0                      0                   0.375                    7.5 Cincinnati             OH                                       45227 Single Family                          103200                20060401                     80 No MI                                1.00E+17                    2.25               20110301                   12.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GI                       G02                                                      162800                1136.21                    360                     357                      8                      0                      0                   0.375                  8.375 E Stroudsburg          PA                                       18301 Single Family                          162800                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 13.375                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360301 AFL2
GI                       G01                                                      470000                3133.33                    360                     357                  7.625                      0                      0                   0.375                      8 Spring                 TX                                       77386 PUD                                    470000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                     13                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360301 AFL2
GI                       G02                                                    68154.44                 489.31                    360                     357                  7.375                      0                      0                   0.375                   7.75 Powder Springs         GA                                       30127 Single Family                           68300                20060401            78.51000214 No MI                                1.00E+17                    2.25               20110301                  12.75                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360301 AFL2
GI                       G03                                                      704000                4400.00                    360                     358                  7.125                      0                      0                   0.375                    7.5 Tracy                  CA                                       95376 Single Family                          704000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G03                                                      271700                1669.82                    360                     358                      7                      0                      0                   0.375                  7.375 Queen Creek            AZ                                       85242 PUD                                    271700                20060501            79.98999786 No MI                                1.00E+17                    2.25               20110401                 12.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G03                                                      183200                1106.83                    360                     358                  6.875                      0                      0                   0.375                   7.25 Mesa                   AZ                                       85207 PUD                                    183200                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.25                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G03                                                      107250                 670.31                    360                     359                  7.125                      0                      0                   0.375                    7.5 Galesburg              IL                                       61401 Single Family                          107250                20060601                     65 No MI                                1.00E+17                    2.25               20110501                   12.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      184000                1188.33                    360                     358                  7.375                      0                      0                   0.375                   7.75 CENTERVILLE            CA                                       93657 Single Family                          184000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  13.75                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                       66500                 436.41                    360                     358                    7.5                      0                      0                   0.375                  7.875 Urbana                 OH                                       43078 Single Family                           66500                20060501                     70 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G03                                                      205100                1239.15                    360                     358                  6.875                      0                      0                   0.375                   7.25 FAIR OAKS              CA                                       95628 Condominium                            205100                20060501                     70 No MI                                1.00E+17                    2.25               20110401                  12.25                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      185500                1178.70                    360                     359                   7.25                      0                      0                   0.375                  7.625 Salt Lake City         UT                                       84124 Single Family                          185500                20060601                     70 No MI                                1.00E+17                    2.25               20110501                 12.625                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G01                                                      601304                3820.79                    360                     357                   7.25                      0                      0                   0.375                  7.625 Santa Clarita          CA                                       91321 PUD                                    601304                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 13.625                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GI                       G03                                                      221200                1359.46                    360                     358                      7                      0                      0                   0.375                  7.375 Lancaster              CA                                       93534 Single Family                          221200                20060501                     70 No MI                                1.00E+17                    2.25               20110401                 12.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                    99875.26                 760.07                    360                     358                      8                      0                      0                   0.375                  8.375 Detroit                MI                                       48235 Single Family                          100000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      265750                1743.98                    360                     359                    7.5                      0                      0                   0.375                  7.875 Surprise               AZ                                       85388 PUD                                    265750                20060601            79.98999786 No MI                                1.00E+17                    2.25               20110501                 12.875                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      112000                 781.67                    360                     357                      8                      0                      0                   0.375                  8.375 ATLANTA                GA                                       30315 Single Family                          112000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 13.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GI                       G02                                                    107797.2                 820.88                    360                     357                      8                      0                      0                   0.375                  8.375 ATLANTA                GA                                       30349 Single Family                          108000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 13.375                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360301 AFL2
GI                       G03                                                      105000                 645.31                    360                     359                      7                      0                      0                   0.375                  7.375 CHICAGO                IL                                       60626 Condominium                            105000                20060601                     70 No MI                                1.00E+17                    2.25               20110501                 12.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                   493699.85                3541.95                    360                     358                  7.375                      0                      0                   0.375                   7.75 BOSTON                 MA                                        2119 2-4 Family                             494400                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  13.75                  1.875                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                   215730.54                1641.76                    360                     358                      8                      0                      0                   0.375                  8.375 Houston                TX                                       77003 Single Family                          216000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G01                                                     1000000                6979.17                    360                     358                      8                      0                      0                   0.375                  8.375 CHICAGO                IL                                       60605 Condominium                           1000000                20060501            76.91999817 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      160873                1089.24                    360                     358                   7.75                      0                      0                   0.375                  8.125 BLUFFTON               SC                                       29909 Single Family                          160873                20060501                     90 GE Capital MI                                                    2.25               20110401                 13.125                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G03                                                      237600                1460.25                    360                     358                      7                      0                      0                   0.375                  7.375 Raleigh                NC                                       27604 Single Family                          237600                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                      300000                1718.75                    360                     357                    6.5                      0                      0                   0.375                  6.875 Glendale               AZ                                       85308 Single Family                          300000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 11.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G02                                                       82400                 575.08                    360                     358                      8                      0                      0                   0.375                  8.375 AURORA                 CO                                       80013 Single Family                           82400                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G01                                                      686393                4504.45                    360                     358                    7.5                      0                      0                   0.375                  7.875 Boynton Beach          FL                                       33437 PUD                                    686393                20060501                     65 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G01                                                      460000                3210.42                    360                     358                      8                      0                      0                   0.375                  8.375 Fort Pierce            FL                                       34949 Condominium                            460000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G01                                                      975000                6703.13                    360                     358                  7.875                      0                      0                   0.375                   8.25 Woodland Hills         CA                                       91634 Single Family                          975000                20060501                     75 No MI                                1.00E+17                    2.25               20110401                  13.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                   439857.92                2840.75                    360                     357                  7.375                      0                      0                   0.375                   7.75 Elizabeth              NJ                                        7208 2-4 Family                             440000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                  12.75                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G01                                                      720000                5025.00                    360                     358                      8                      0                      0                   0.375                  8.375 FORT MYERS             FL                                       33919 Single Family                          720000                20060501                     80 No MI                                                            2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      292880                1525.42                    360                     358                  5.875                      0                      0                   0.375                   6.25 EL CENTRO              CA                                       92243 Single Family                          292880                20060501                     80 No MI                                1.00E+17                   2.375               20080401                  11.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      24 N                                    20360401 AFL2
GI                       G03                                                      275200                1720.00                    360                     356                  7.125                      0                      0                   0.375                    7.5 Phoenix                AZ                                       85008 2-4 Family                             275200                20060301                     80 No MI                                1.00E+17                    2.25               20110201                   12.5                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360201 AFL2
GI                       G03                                                       99920                 624.50                    360                     357                  7.125                      0                      0                   0.375                    7.5 AZTEC                  NM                                       87410 Single Family                           99920                20060401                     80 No MI                                1.00E+17                    2.25               20110301                   13.5                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G03                                                      165750                1035.94                    360                     358                  7.125                      0                      0                   0.375                    7.5 Lakeway                TX                                       78734 Single Family                          165750                20060501                     65 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      176000                1210.00                    360                     358                  7.875                      0                      0                   0.375                   8.25 north las vegas        NV                                       89030 2-4 Family                             176000                20060501                     80 No MI                                                            2.25               20110401                  13.25                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                   416479.81                3169.50                    360                     358                      8                      0                      0                   0.375                  8.375 Stockton               CA                                       95219 PUD                                    417000                20060501            77.94000244 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      159960                1049.74                    360                     358                    7.5                      0                      0                   0.375                  7.875 Las Vegas              NV                                       89101 Single Family                          159960                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G03                                                       78160                 488.50                    360                     358                  7.125                      0                      0                   0.375                    7.5 Aurora                 CO                                       80012 Condominium                             78160                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      200000                1395.83                    360                     358                      8                      0                      0                   0.375                  8.375 Dracut                 MA                                        1826 Single Family                          200000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      108000                 742.50                    360                     358                  7.875                      0                      0                   0.375                   8.25 BENNETT                CO                                       80102 Single Family                          108000                20060501                     80 No MI                                                            2.25               20110401                  13.25                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G01                                                      532000                3435.83                    360                     357                  7.375                      0                      0                   0.375                   7.75 Salt Lake City         UT                                       84121 PUD                                    532000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                  13.75                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GII                      G02                                                      214500                1206.56                    360                     357                  6.375                      0                      0                   0.375                   6.75 Atlanta                GA                                       30310 Single Family                          214500                20060401                     65 No MI                                1.00E+17                    2.25               20110301                  12.75                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GI                       G02                                                      224000                1470.00                    360                     358                    7.5                      0                      0                   0.375                  7.875 Hyattsville            MD                                       20782 Single Family                          224000                20060501                     70 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      328000                2255.00                    360                     357                  7.875                      0                      0                   0.375                   8.25 Santa Clarita          CA                                       91387 Condominium                            328000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                  13.25                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G02                                                      140800                 982.67                    360                     358                      8                      0                      0                   0.375                  8.375 DEARBORN               MI                                       48126 2-4 Family                             140800                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      131200                 874.67                    360                     356                  7.625                      0                      0                   0.375                      8 SUWANEE                GA                                       30024 Single Family                          131200                20060301                     80 No MI                                1.00E+17                    2.25               20110201                     13                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360201 AFL2
GI                       G02                                                      166152                1055.76                    360                     356                   7.25                      0                      0                   0.375                  7.625 FAIRBURN               GA                                       30213 Single Family                          166152                20060301                     80 No MI                                1.00E+17                    2.25               20110201                 12.625                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360201 AFL2
GII                      G02                                                      129200                 726.75                    360                     357                  6.375                      0                      0                   0.375                   6.75 ACWORTH                GA                                       30101 Single Family                          129200                20060401                     80 No MI                                1.00E+17                    2.25               20110301                  11.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GII                      G02                                                      171992                 985.37                    360                     357                    6.5                      0                      0                   0.375                  6.875 COVINGTON              GA                                       30016 PUD                                    171992                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 11.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GII                      G03                                                      227600                1375.08                    360                     357                  6.875                      0                      0                   0.375                   7.25 CUMMING                GA                                       30040 PUD                                    227600                20060401                     80 No MI                                1.00E+17                    2.25               20110301                  12.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G02                                                      151100                 975.85                    360                     357                  7.375                      0                      0                   0.375                   7.75 LAWRENCEVILLE          GA                                       30044 PUD                                    151100                20060401            79.98999786 No MI                                1.00E+17                    2.25               20110301                  12.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GII                      G03                                                      138950                 839.49                    360                     357                  6.875                      0                      0                   0.375                   7.25 LAWRENCEVILLE          GA                                       30043 PUD                                    138950                20060401            79.97000122 No MI                                1.00E+17                    2.25               20110301                  12.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G03                                                      192975                1185.99                    360                     357                      7                      0                      0                   0.375                  7.375 LAS VEGAS              NV                                       89156 Single Family                          192975                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 12.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G02                                                      137650                 903.33                    360                     357                    7.5                      0                      0                   0.375                  7.875 DULUTH                 GA                                       30096 PUD                                    137650                20060401            79.98000336 No MI                                1.00E+17                    2.25               20110301                 12.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G03                                                       68460                 427.88                    360                     357                  7.125                      0                      0                   0.375                    7.5 Douglasville           GA                                       30135 Single Family                           68460                20060401                     70 No MI                                1.00E+17                    2.25               20110301                   12.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G02                                                      137351                 944.29                    360                     357                  7.875                      0                      0                   0.375                   8.25 STOCKBRIDGE            GA                                       30281 PUD                                    137351                20060401                     80 No MI                                1.00E+17                    2.25               20110301                  13.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GII                      G02                                                      134400                 770.00                    360                     357                    6.5                      0                      0                   0.375                  6.875 Dallas                 GA                                       30157 Single Family                          134400                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 11.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G02                                                   199933.33                1332.89                    360                     357                  7.625                      0                      0                   0.375                      8 AVONDALE               AZ                                       85323 Single Family                          200000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                     13                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GI                       G03                                                      504472                3100.40                    360                     358                      7                      0                      0                   0.375                  7.375 CORONA                 CA                                       92880 Single Family                          504472                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G01                                                      665694                4507.30                    360                     358                   7.75                      0                      0                   0.375                  8.125 TRACY                  CA                                       95304 Single Family                          665694                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.125                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      209930                1399.53                    360                     357                  7.625                      0                      0                   0.375                      8 AVONDALE               AZ                                       85323 PUD                                    210000                20060401            79.84999847 No MI                                1.00E+17                    2.25               20110301                     13                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GI                       G03                                                      156680                 979.25                    360                     357                  7.125                      0                      0                   0.375                    7.5 CO SPGS                CO                                       80918 Single Family                          156680                20060401            80.11000061 No MI                                1.00E+17                    2.25               20110301                   12.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GII                      G03                                                      161216                 957.22                    360                     358                   6.75                      0                      0                   0.375                  7.125 Florence               AZ                                       85232 PUD                                    161216                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.125                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G03                                                      206250                1289.06                    360                     357                  7.125                      0                      0                   0.375                    7.5 TEMPE                  AZ                                       85282 Single Family                          206250                20060401                     75 No MI                                                            2.25               20110301                   12.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G02                                                   345896.97                2451.80                    360                     358                   7.25                      0                      0                   0.375                  7.625 Hialeah                FL                                       33014 Single Family                          346400                20060501                     80 No MI                                                            2.25               20110401                 12.625                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G03                                                      206250                1267.58                    360                     358                      7                      0                      0                   0.375                  7.375 Atlanta                GA                                       30310 Single Family                          206250                20060501                     75 No MI                                1.00E+17                    2.25               20110401                 12.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      375000                2500.00                    360                     358                  7.625                      0                      0                   0.375                      8 ESCONDIDO              CA                                       92027 Single Family                          375000                20060501                     75 No MI                                1.00E+17                    2.25               20110401                     13                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G03                                                      370500                2277.03                    360                     358                      7                      0                      0                   0.375                  7.375 PHOENIX                AZ                                       85086 Single Family                          370500                20060501            63.88000107 No MI                                1.00E+17                    2.25               20110401                 12.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G01                                                      431200                2874.67                    360                     358                  7.625                      0                      0                   0.375                      8 Agoura Hills           CA                                       91301 PUD                                    431200                20060501                     80 No MI                                                            2.25               20110401                     13                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                      312000                1722.50                    360                     358                   6.25                      0                      0                   0.375                  6.625 Spring Valley          CA                                       91977 Condominium                            312000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.625                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      296000                2065.83                    360                     358                      8                      0                      0                   0.375                  8.375 WOODBRIDGE             VA                                       22193 PUD                                    296000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 14.375                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                      246000                1435.00                    360                     359                  6.625                      0                      0                   0.375                      7 Riverside              CA                                       92509 Single Family                          246000                20060601            58.56999969 No MI                                1.00E+17                    2.25               20110501                     12                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G03                                                      648000                4050.00                    360                     357                  7.125                      0                      0                   0.375                    7.5 West Palm Beach        FL                                       33411 PUD                                    648000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                   12.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GI                       G03                                                      331550                2072.19                    360                     358                  7.125                      0                      0                   0.375                    7.5 GILBERT                AZ                                       85297 PUD                                    331550                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                   263968.01                1940.84                    360                     357                  7.625                      0                      0                   0.375                      8 Elkton                 FL                                       32033 PUD                                    264504                20060401                     80 No MI                                1.00E+17                    2.25               20110301                     13                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G01                                                      278600                1944.40                    360                     358                      8                      0                      0                   0.375                  8.375 Miami                  FL                                       33131 Condominium                            278600                20060501                     70 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                       98000                 683.96                    360                     359                      8                      0                      0                   0.375                  8.375 Affton                 MO                                       63123 Single Family                           98000                20060601                     70 No MI                                1.00E+17                    2.25               20110501                 13.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                       78400                 506.33                    360                     358                  7.375                      0                      0                   0.375                   7.75 Norfolk                VA                                       23513 PUD                                     78400                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      111000                 774.69                    360                     358                      8                      0                      0                   0.375                  8.375 Denver                 CO                                       80221 Single Family                          111000                20060501                     75 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      172000                1200.42                    360                     358                      8                      0                      0                   0.375                  8.375 Atlanta                GA                                       30318 Single Family                          172000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                       58400                 395.42                    360                     357                   7.75                      0                      0                   0.375                  8.125 NEW LEBANON            OH                                       45345 Single Family                           58400                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 13.125                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GI                       G02                                                    87884.47                 653.40                    360                     358                   7.75                      0                      0                   0.375                  8.125 Richmond               VA                                       23231 Single Family                           88000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.125                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G03                                                      245777                1510.50                    360                     358                      7                      0                      0                   0.375                  7.375 HAGERSTOWN             MD                                       21740 Townhouse                              245777                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      156375                1075.08                    360                     358                  7.875                      0                      0                   0.375                   8.25 Salt Lake Cty          UT                                       84106 Single Family                          156375                20060501                     75 No MI                                1.00E+17                    2.25               20110401                  13.25                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                      392000                2245.83                    360                     359                    6.5                      0                      0                   0.375                  6.875 Pacoima                CA                                       91331 Single Family                          392000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G03                                                      360000                2137.50                    360                     359                   6.75                      0                      0                   0.375                  7.125 Las Vegas              NV                                       89131 PUD                                    360000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.125                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G03                                                      189649                1185.31                    360                     358                  7.125                      0                      0                   0.375                    7.5 Peachtree City         GA                                       30269 Single Family                          189649                20060501            79.51999664 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      248000                1627.50                    360                     357                    7.5                      0                      0                   0.375                  7.875 FORT WASHINGTON        MD                                       20744 Single Family                          248000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 12.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G01                                                      554664                3871.09                    360                     358                      8                      0                      0                   0.375                  8.375 ADAMSTOWN              MD                                       21710 PUD                                    554664                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 14.375                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G03                                                      187500                1152.34                    360                     358                      7                      0                      0                   0.375                  7.375 PHOENIX                AZ                                       85053 Single Family                          187500                20060501                     75 No MI                                1.00E+17                    2.25               20110401                 12.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      172825                1098.16                    360                     358                   7.25                      0                      0                   0.375                  7.625 West Palm Beach        FL                                       33411 Condominium                            172825                20060501                     70 No MI                                1.00E+17                    2.25               20110401                 12.625                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G03                                                      211200                1320.00                    360                     357                  7.125                      0                      0                   0.375                    7.5 LAS VEGAS              NV                                       89139 PUD                                    211200                20060401                     80 No MI                                1.00E+17                    2.25               20110301                   12.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GI                       G03                                                      369600                2271.50                    360                     358                      7                      0                      0                   0.375                  7.375 North Charleston       SC                                       29420 PUD                                    369600                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      116950                 816.21                    360                     357                      8                      0                      0                   0.375                  8.375 Winter Haven           FL                                       33881 PUD                                    116950                20060401            74.97000122 No MI                                1.00E+17                    2.25               20110301                 13.375                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360301 AFL2
GI                       G02                                                   176890.69                1160.85                    360                     358                    7.5                      0                      0                   0.375                  7.875 SPRINGFIELD            MA                                        1109 2-4 Family                             176900                20060501            74.98999786 No MI                                1.00E+17                    2.25               20110401                 13.875                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      336000                2345.00                    360                     359                      8                      0                      0                   0.375                  8.375 ANOKA                  MN                                       55303 Single Family                          336000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G03                                                      296000                1850.00                    360                     358                  7.125                      0                      0                   0.375                    7.5 Sylmar                 CA                                       91342 Condominium                            296000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G01                                                     1049250                7213.59                    360                     358                  7.875                      0                      0                   0.375                   8.25 WALNUT CREEK           CA                                       94596 Single Family                         1049250                20060501                     75 No MI                                1.00E+17                    2.25               20110401                  13.25                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                   211762.38                1235.28                    360                     358                  6.625                      0                      0                   0.375                      7 Centennial             CO                                       80015 PUD                                    212000                20060501            69.97000122 No MI                                1.00E+17                    2.25               20110401                     12                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      245000                1684.38                    360                     358                  7.875                      0                      0                   0.375                   8.25 Big Bear Lake          CA                                       92315 Single Family                          245000                20060501                     70 No MI                                                            2.25               20110401                  13.25                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G03                                                      186675                1166.72                    360                     358                  7.125                      0                      0                   0.375                    7.5 Mesa                   AZ                                       85208 Single Family                          186675                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G03                                                      580000                3383.33                    360                     357                  6.625                      0                      0                   0.375                      7 Birmingham             AL                                       35242 PUD                                    580000                20060401                     80 No MI                                                            2.25               20110301                     12                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G02                                                       49365                 313.67                    360                     357                   7.25                      0                      0                   0.375                  7.625 Chickasaw              AL                                       36611 Single Family                           49365                20060401                     90 Republic MIC                                                     2.25               20110301                 12.625                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G02                                                      196000                1306.67                    360                     357                  7.625                      0                      0                   0.375                      8 GLENDALE               AZ                                       85302 Single Family                          196000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                     13                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GI                       G02                                                      212000                1501.67                    360                     359                  8.125                      0                      0                   0.375                    8.5 North Port             FL                                       34286 Single Family                          212000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   13.5                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G01                                                      448000                3126.67                    360                     357                      8                      0                      0                   0.375                  8.375 FORT PIERCE            FL                                       34949 Condominium                            448000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 14.375                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G02                                                      140000                 977.08                    360                     358                      8                      0                      0                   0.375                  8.375 West Point             UT                                       84015 PUD                                    140000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      123920                 787.41                    360                     358                   7.25                      0                      0                   0.375                  7.625 NAMPA                  ID                                       83686 PUD                                    123920                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.625                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      273750                1796.48                    360                     358                    7.5                      0                      0                   0.375                  7.875 Desert Hot Springs     CA                                       92240 Single Family                          273750                20060501                     75 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G03                                                      511120                2821.81                    360                     359                   6.25                      0                      0                   0.375                  6.625 MOUNTAIN HOUSE         CA                                       95391 PUD                                    511120                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.625                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                    75905.21                 577.65                    360                     358                      8                      0                      0                   0.375                  8.375 Detroit                MI                                       48221 Single Family                           76000                20060501                     80 No MI                                1.00E+17                    2.75               20110401                 13.375                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G03                                                   111824.73                 764.04                    360                     358                  6.875                      0                      0                   0.375                   7.25 PAINTSVILLE            KY                                       41240 Townhouse                              112000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.25                  2.375                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                      115200                 672.00                    360                     358                  6.625                      0                      0                   0.375                      7 NORFOLK                VA                                       23504 Single Family                          115200                20060501                     80 No MI                                1.00E+17                    2.25               20110401                     12                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G01                                                      437500                2871.09                    360                     353                    7.5                      0                      0                   0.375                  7.875 Jacksonville           FL                                       32246 PUD                                    437500                20051201                     70 No MI                                1.00E+17                    2.25               20101101                 12.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20351101 AFL2
GI                       G02                                                   191760.49                1459.34                    360                     358                      8                      0                      0                   0.375                  8.375 Adkins                 TX                                       78101 Single Family                          192000                20060501                     80 No MI                                1.00E+17                   2.375               20080401                 13.375                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      24 N                                    20360401 AFL2
GI                       G02                                                      129500                 849.84                    360                     358                    7.5                      0                      0                   0.375                  7.875 Deltona                FL                                       32738 Single Family                          129500                20060501                     70 No MI                                1.00E+17                    2.25               20110401                 12.875                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G01                                                     1040000                6825.00                    360                     358                    7.5                      0                      0                   0.375                  7.875 RANCHO MIRAGE          CA                                       92770 Single Family                         1040000                20060501                     65 No MI                                                            2.25               20110401                 12.875                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G01                                                      125624                 824.41                    360                     357                    7.5                      0                      0                   0.375                  7.875 College Park           GA                                       30349 Single Family                          125624                20060401                     80 No MI                                1.00E+17                    2.25               20090301                 13.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      36 N                                    20360301 AFL2
GI                       G02                                                   463999.19                3141.66                    360                     356                   7.75                      0                      0                   0.375                  8.125 Waipahu                HI                                       96797 Single Family                          464000                20060301                     80 No MI                                1.00E+17                    2.25               20110201                 13.125                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360201 AFL2
GI                       G03                                                   183434.75                1270.85                    360                     356                      7                      0                      0                   0.375                  7.375 Charleston             SC                                       29412 Single Family                          184000                20060301                     80 No MI                                1.00E+17                    2.25               20110201                 12.375                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360201 AFL2
GI                       G02                                                    59925.16                 456.04                    360                     358                      8                      0                      0                   0.375                  8.375 Huntsville             AL                                       35810 Single Family                           60000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G03                                                     1976380               11734.76                    360                     356                   6.75                      0                      0                   0.375                  7.125 MCLEAN                 VA                                       22102 PUD                                   1976380                20060301                     65 No MI                                1.00E+17                    2.25               20110201                 13.125                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360201 AFL2
GI                       G01                                                      902699                6017.99                    360                     356                  7.625                      0                      0                   0.375                      8 Seaside                CA                                       93955 PUD                                    903000                20060301                     70 No MI                                1.00E+17                    2.25               20110201                     13                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360201 AFL2
GI                       G02                                                   181095.13                1316.73                    360                     356                    7.5                      0                      0                   0.375                  7.875 Phoenix                AZ                                       85029 Single Family                          181600                20060301                     80 No MI                                1.00E+17                    2.25               20110201                 12.875                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360201 AFL2
GI                       G02                                                      440000                2979.17                    360                     356                   7.75                      0                      0                   0.375                  8.125 APPLE VALLEY           CA                                       92307 2-4 Family                             440000                20060301                     80 No MI                                1.00E+17                    2.25               20110201                 13.125                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360201 AFL2
GI                       G01                                                      824000                5665.00                    360                     356                  7.875                      0                      0                   0.375                   8.25 Kailua                 HI                                       96734 Single Family                          824000                20060301                     80 No MI                                1.00E+17                    2.25               20110201                  13.25                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360201 AFL2
GII                      G02                                                      393600                2173.00                    360                     356                   6.25                      0                      0                   0.375                  6.625 RALEIGH                NC                                       27608 Single Family                          393600                20060301                     80 No MI                                                            2.25               20110201                 12.625                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360201 AFL2
GI                       G02                                                      140250                 905.78                    360                     356                  7.375                      0                      0                   0.375                   7.75 Minneapolis            MN                                       55411 Single Family                          140250                20060301                     75 No MI                                1.00E+17                    2.25               20110201                  12.75                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360201 AFL2
GI                       G02                                                   112935.17                 821.14                    360                     356                    7.5                      0                      0                   0.375                  7.875 Chicago                IL                                       60620 Single Family                          113250                20060301                     75 No MI                                1.00E+17                    2.25               20110201                 12.875                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360201 AFL2
GII                      G02                                                   170420.39                1123.35                    360                     356                    6.5                      0                      0                   0.375                  6.875 CHARLOTTE              NC                                       28277 Condominium                            171000                20060301                     90 GE Capital MI                        1.00E+17                    2.25               20110201                 11.875                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360201 AFL2
GII                      G02                                                   147835.99                 831.58                    360                     357                  6.375                      0                      0                   0.375                   6.75 COLORADO SPRINGS       CO                                       80918 PUD                                    147836                20060401                     80 No MI                                                            2.25               20110301                  11.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G02                                                   107692.11                 773.73                    360                     356                  7.375                      0                      0                   0.375                   7.75 SAINT LOUIS            MO                                       63123 Single Family                          108000                20060301                     80 No MI                                1.00E+17                    2.25               20110201                  12.75                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360201 AFL2
GI                       G02                                                      320000                2033.33                    360                     356                   7.25                      0                      0                   0.375                  7.625 Los Angeles            CA                                       90037 Single Family                          320000                20060301                     80 No MI                                1.00E+17                    2.25               20110201                 12.625                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360201 AFL2
GI                       G02                                                   279221.62                2030.19                    360                     356                    7.5                      0                      0                   0.375                  7.875 ONTARIO                CA                                       91762 Single Family                          280000                20060301                     80 No MI                                1.00E+17                    2.25               20110201                 12.875                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360201 AFL2
GII                      G03                                                      115500                 685.78                    360                     358                   6.75                      0                      0                   0.375                  7.125 Lithonia               GA                                       30038 2-4 Family                             115500                20060501                     70 No MI                                1.00E+17                    2.25               20110401                 12.125                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G01                                                      696000                4567.50                    360                     358                    7.5                      0                      0                   0.375                  7.875 Minneapolis            MN                                       55408 2-4 Family                             696000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G03                                                      767600                4797.50                    360                     358                  7.125                      0                      0                   0.375                    7.5 HAM LAKE               MN                                       55304 Single Family                          767600                20060501            69.77999878 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G03                                                      460000                2587.50                    360                     357                  6.375                      0                      0                   0.375                   6.75 Laurel                 MD                                       20723 Single Family                          460000                20060401            76.66999817 No MI                                1.00E+17                    2.25               20110301                  11.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G02                                                      292000                2037.92                    360                     358                      8                      0                      0                   0.375                  8.375 Las Vegas              NV                                       89117 PUD                                    292000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      412000                2746.67                    360                     358                  7.625                      0                      0                   0.375                      8 N LAS VEGAS            NV                                       89031 PUD                                    412000                20060501                     80 No MI                                1.00E+16                    2.25               20110401                     13                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                       97200                 658.12                    360                     358                   7.75                      0                      0                   0.375                  8.125 Saint Louis            MO                                       63118 2-4 Family                              97200                20060501            74.97000122 No MI                                1.00E+17                    2.25               20110401                 13.125                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                    396978.2                2951.43                    360                     358                   7.75                      0                      0                   0.375                  8.125 North Fort Myers       FL                                       33903 Single Family                          397500                20060501                     75 No MI                                                            2.25               20110401                 13.125                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      121660                 798.39                    360                     358                    7.5                      0                      0                   0.375                  7.875 Palm Bay               FL                                       32908 Single Family                          121660                20060501                     70 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                       97200                 658.12                    360                     358                   7.75                      0                      0                   0.375                  8.125 Saint Louis            MO                                       63111 2-4 Family                              97200                20060501            74.97000122 No MI                                1.00E+17                    2.25               20110401                 13.125                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G01                                                     1050000                6781.25                    360                     358                  7.375                      0                      0                   0.375                   7.75 Miami Beach            FL                                       33141 Single Family                         1050000                20060501            65.66999817 No MI                                1.00E+17                    2.25               20110401                  12.75                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G01                                                      712500                4824.22                    360                     358                   7.75                      0                      0                   0.375                  8.125 oakland                CA                                       94611 Single Family                          712500                20060501                     75 No MI                                1.00E+17                    2.25               20110401                 13.125                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G03                                                      401680                2092.08                    360                     358                  5.875                      0                      0                   0.375                   6.25 LATHROP                CA                                       95330 Single Family                          401680                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  11.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      328464                2223.97                    360                     358                   7.75                      0                      0                   0.375                  8.125 ORLANDO                FL                                       32819 Condominium                            328464                20060501                     90 GE Capital MI                        1.00E+17                    2.25               20110401                 13.125                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G03                                                      252305                1498.07                    360                     358                   6.75                      0                      0                   0.375                  7.125 GOLD CANYON            AZ                                       85218 Single Family                          252305                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.125                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G01                                                      640500                4136.56                    360                     358                  7.375                      0                      0                   0.375                   7.75 ANTHEM                 AZ                                       85086 Single Family                          640500                20060501                     70 No MI                                1.00E+17                    2.25               20110401                  12.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G01                                                      846000                5904.37                    360                     359                      8                      0                      0                   0.375                  8.375 Boston                 MA                                        2116 Single Family                          846000                20060601                     75 No MI                                1.00E+17                    2.25               20110501                 14.375                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      138852                 882.29                    360                     357                   7.25                      0                      0                   0.375                  7.625 ENGLEWOOD              CO                                       80112 Condominium                            138852                20060401                     80 No MI                                                            2.25               20110301                 12.625                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GI                       G03                                                      276000                1696.25                    360                     357                      7                      0                      0                   0.375                  7.375 HYDE PARK              MA                                        2136 Single Family                          276000                20060401                     80 No MI                                                            2.25               20110301                 12.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G01                                                      960000                6100.00                    360                     358                   7.25                      0                      0                   0.375                  7.625 YORBA LINDA            CA                                       92887 Single Family                          960000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.625                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      363200                1891.67                    360                     358                  5.875                      0                      0                   0.375                   6.25 SAN DIEGO              CA                                       92127 Condominium                            363200                20060501            69.98999786 No MI                                1.00E+17                   2.375               20080401                  11.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      24 N                                    20360401 AFL2
GII                      G03                                                      184800                1097.25                    360                     356                   6.75                      0                      0                   0.375                  7.125 Mesa                   AZ                                       85209 PUD                                    184800                20060301                     80 No MI                                1.00E+17                    2.25               20110201                 13.125                      2                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360201 AFL2
GII                      G03                                                      256000                1520.00                    360                     357                   6.75                      0                      0                   0.375                  7.125 PALMDALE               CA                                       93550 Single Family                          256000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 12.125                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GII                      G02                                                   227820.32                1257.76                    360                     358                   6.25                      0                      0                   0.375                  6.625 ATLANTA                GA                                       30312 Condominium                            228000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.625                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G03                                                    90854.03                 613.08                    360                     358                   6.75                      0                      0                   0.375                  7.125 Phoenix                AZ                                       85027 Condominium                             91000                20060501                     65 No MI                                1.00E+17                    2.25               20110401                 12.125                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                       82500                 524.22                    360                     357                   7.25                      0                      0                   0.375                  7.625 Dayton                 OH                                       45418 Single Family                           82500                20060401                     75 No MI                                                            2.25               20110301                 12.625                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360301 AFL2
GI                       G01                                                      478800                3341.62                    360                     358                      8                      0                      0                   0.375                  8.375 WESTMINSTER            CA                                       92683 Single Family                          478800                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      140000                 904.17                    360                     358                  7.375                      0                      0                   0.375                   7.75 WEST JORDAN            UT                                       84084 Single Family                          140000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.75                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G01                                                      409500                2175.47                    360                     358                      6                      0                      0                   0.375                  6.375 FULLERTON              CA                                       92832 2-4 Family                             409500                20060501                     65 No MI                                                            2.25               20090401                 12.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      36 N                                    20360401 AFL2
GII                      G01                                                      153100                 813.34                    360                     357                      6                      0                      0                   0.375                  6.375 SUWANEE                GA                                       30024 Single Family                          153100                20060401            79.98999786 No MI                                1.00E+17                    2.25               20090301                 12.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      36 N                                    20360301 AFL2
GI                       G02                                                   103714.68                 771.60                    360                     357                   7.75                      0                      0                   0.375                  8.125 CLEVELAND              OH                                       44118 Single Family                          103920                20060401            79.94000244 No MI                                1.00E+17                    2.25               20110301                 13.125                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360301 AFL2
GI                       G02                                                   243749.17                1701.17                    360                     357                      8                      0                      0                   0.375                  8.375 N Las Vegas            NV                                       89081 PUD                                    243750                20060401                     75 No MI                                1.00E+17                    2.25               20110301                 13.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GI                       G02                                                       99400                 662.67                    360                     357                  7.625                      0                      0                   0.375                      8 Raytown                MO                                       64133 Single Family                           99400                20060401                     70 No MI                                1.00E+17                    2.25               20110301                     13                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G02                                                       85400                 560.44                    360                     357                    7.5                      0                      0                   0.375                  7.875 Denver                 CO                                       80219 Single Family                           85400                20060401                     70 No MI                                1.00E+17                    2.25               20110301                 12.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GII                      G02                                                      253500                1399.53                    360                     358                   6.25                      0                      0                   0.375                  6.625 Boulder                CO                                       80304 PUD                                    253500                20060501                     65 No MI                                1.00E+17                    2.25               20110401                 11.625                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                    64352.61                 478.76                    360                     357                   7.75                      0                      0                   0.375                  8.125 LORAIN                 OH                                       44053 Single Family                           64480                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 13.125                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G02                                                      273750                1853.52                    360                     358                   7.75                      0                      0                   0.375                  8.125 Palm Desert            CA                                       92211 PUD                                    273750                20060501                     75 No MI                                1.00E+17                    2.25               20110401                 13.125                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G01                                                   419211.37                3192.30                    360                     357                      8                      0                      0                   0.375                  8.375 WASHINGTON             DC                                       20011 Single Family                          420000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 13.375                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G03                                                   357490.11                2197.07                    360                     357                      7                      0                      0                   0.375                  7.375 Derwood                MD                                       20855 Single Family                          357600                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 12.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G02                                                      348000                2247.50                    360                     358                  7.375                      0                      0                   0.375                   7.75 Guerneville            CA                                       95446 Single Family                          348000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G01                                                      479200                3344.42                    360                     358                      8                      0                      0                   0.375                  8.375 MINNEAPOLIS            MN                                       55403 Condominium                            479200                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G03                                                     1495000                9343.75                    360                     357                  7.125                      0                      0                   0.375                    7.5 NEWPORT BEACH          CA                                       92663 Single Family                         1495000                20060401                     65 No MI                                1.00E+17                    2.25               20110301                   12.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GI                       G01                                                      452000                2966.25                    360                     358                    7.5                      0                      0                   0.375                  7.875 Pleasant Hill          CA                                       94523 PUD                                    452000                20060501                     80 No MI                                                            2.25               20110401                 12.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G03                                                     1279600                7997.50                    360                     358                  7.125                      0                      0                   0.375                    7.5 Fort Myers             FL                                       33908 Condominium                           1279600                20060501                     65 No MI                                                            2.25               20110401                   12.5                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G01                                                     1554000                9874.37                    360                     358                   7.25                      0                      0                   0.375                  7.625 Holmes Beach           FL                                       34217 Single Family                         1554000                20060501            64.98999786 No MI                                                            2.25               20110401                 12.625                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                   243598.82                1623.34                    360                     358                  6.625                      0                      0                   0.375                      7 Golden                 CO                                       80403 PUD                                    244000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                     12                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      100800                 703.50                    360                     358                      8                      0                      0                   0.375                  8.375 Denver                 CO                                       80239 Single Family                          100800                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      217600                1405.33                    360                     358                  7.375                      0                      0                   0.375                   7.75 ARLINGTON              VA                                       22203 Condominium                            217600                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.75                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G03                                                   207682.47                1436.61                    360                     358                      7                      0                      0                   0.375                  7.375 LOWELL                 MA                                        1852 2-4 Family                             208000                20060501                     65 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      120000                 837.50                    360                     358                      8                      0                      0                   0.375                  8.375 Bel Air                MN                                       21014 Condominium                            120000                20060501                     80 No MI                                                            2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G01                                                      480000                3350.00                    360                     357                      8                      0                      0                   0.375                  8.375 MIAMI                  FL                                       33131 Condominium                            480000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 14.375                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GI                       G02                                                      203350                1398.03                    360                     357                  7.875                      0                      0                   0.375                   8.25 Saint Petersburg       FL                                       33703 Single Family                          203350                20060401            64.98999786 No MI                                1.00E+17                    2.25               20110301                  13.25                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GI                       G02                                                   122167.41                 929.72                    360                     358                      8                      0                      0                   0.375                  8.375 Aurora                 IL                                       60505 Single Family                          122320                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      158400                1023.00                    360                     357                  7.375                      0                      0                   0.375                   7.75 Plano                  TX                                       75075 Single Family                          158400                20060401                     80 No MI                                1.00E+17                    2.25               20110301                  12.75                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360301 AFL2
GI                       G03                                                      180000                1125.00                    360                     358                  7.125                      0                      0                   0.375                    7.5 Mesa                   AZ                                       85204 Single Family                          180000                20060501                     75 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      103950                 682.17                    360                     358                    7.5                      0                      0                   0.375                  7.875 Aurora                 CO                                       80017 Single Family                          103950                20060501                     70 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      273458                1794.57                    360                     357                    7.5                      0                      0                   0.375                  7.875 Vero Beach             FL                                       32966 Single Family                          273458                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 12.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G03                                                      375000                2343.75                    360                     358                  7.125                      0                      0                   0.375                    7.5 Las Vegas              NV                                       89141 PUD                                    375000                20060501                     75 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G01                                                      192800                1144.75                    360                     358                   6.75                      0                      0                   0.375                  7.125 Denver                 CO                                       80231 Single Family                          192800                20060501                     80 No MI                                1.00E+17                    2.25               20090401                 13.125                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      36 N                                    20360401 AFL2
GI                       G01                                                      960000                6200.00                    360                     357                  7.375                      0                      0                   0.375                   7.75 Chula Vista            CA                                       91915 PUD                                    960000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                  13.75                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GII                      G02                                                      208000                1191.67                    360                     357                    6.5                      0                      0                   0.375                  6.875 Atlanta                GA                                       30310 Single Family                          208000                20060401                     65 No MI                                1.00E+17                    2.25               20110301                 12.875                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GI                       G02                                                      108000                 697.50                    360                     357                  7.375                      0                      0                   0.375                   7.75 Ellenwood              GA                                       30294 PUD                                    108000                20060401                     75 No MI                                1.00E+17                    2.25               20110301                  12.75                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360301 AFL2
GI                       G02                                                      108000                 697.50                    360                     357                  7.375                      0                      0                   0.375                   7.75 Ellenwood              GA                                       30294 PUD                                    108000                20060401                     75 No MI                                1.00E+17                    2.25               20110301                  12.75                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360301 AFL2
GI                       G02                                                      202500                1328.91                    360                     357                    7.5                      0                      0                   0.375                  7.875 LINWOOD                MN                                       55092 Single Family                          202500                20060401                     75 No MI                                                            2.25               20110301                 12.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GI                       G02                                                      417000                2649.69                    360                     357                   7.25                      0                      0                   0.375                  7.625 Reseda                 CA                                       91335 Single Family                          417000                20060401            73.16000366 No MI                                1.00E+17                    2.25               20110301                 12.625                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G02                                                      191250                1255.08                    360                     358                    7.5                      0                      0                   0.375                  7.875 JACKSONVILLE BEACH     FL                                       32250 Single Family                          191250                20060501                     75 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                       70770                 464.43                    360                     358                    7.5                      0                      0                   0.375                  7.875 Fort Worth             TX                                       76179 PUD                                     70770                20060501                     70 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                   283645.71                2158.61                    360                     358                      8                      0                      0                   0.375                  8.375 Safety Harbor          FL                                       34695 Single Family                          284000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                      266800                1528.54                    360                     357                    6.5                      0                      0                   0.375                  6.875 CATONSVILLE            MD                                       21228 Condominium                            266800                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 11.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G02                                                       54670                 358.77                    360                     358                    7.5                      0                      0                   0.375                  7.875 Arlington              TX                                       76017 Single Family                           54670                20060501                     70 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G03                                                      124392                 777.45                    360                     358                  7.125                      0                      0                   0.375                    7.5 Charlotte              NC                                       28269 Townhouse                              124392                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G03                                                      577500                3609.38                    360                     358                  7.125                      0                      0                   0.375                    7.5 LOS ANGELES            CA                                       90019 Single Family                          577500                20060501                     70 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G03                                                      647200                3977.58                    360                     358                      7                      0                      0                   0.375                  7.375 MISSION HILLS          CA                                       91345 Single Family                          647200                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      187500                1308.59                    360                     357                      8                      0                      0                   0.375                  8.375 Las Vegas              NV                                       89107 Single Family                          187500                20060401                     75 No MI                                1.00E+17                    2.25               20110301                 13.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GI                       G02                                                      247600                1624.88                    360                     357                    7.5                      0                      0                   0.375                  7.875 Portland               OR                                       97215 Single Family                          247600                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 12.875                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G02                                                      292000                2007.50                    360                     357                  7.875                      0                      0                   0.375                   8.25 Palm Springs           CA                                       92262 Single Family                          292000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                  13.25                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G01                                                      976800                6206.75                    360                     357                   7.25                      0                      0                   0.375                  7.625 Miami                  FL                                       33146 Single Family                          976800                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 13.625                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GI                       G01                                                      827280                5601.37                    360                     357                   7.75                      0                      0                   0.375                  8.125 Franktown              CO                                       80116 Single Family                          827280                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 14.125                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GII                      G02                                                      243750                1421.87                    360                     358                  6.625                      0                      0                   0.375                      7 Holbrook               MA                                        2343 Single Family                          243750                20060501                     75 No MI                                                            2.25               20110401                     12                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                    94282.23                 717.51                    360                     358                      8                      0                      0                   0.375                  8.375 LANCASTER              TX                                       75146 Single Family                           94400                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                      221764                1224.32                    360                     357                   6.25                      0                      0                   0.375                  6.625 Glen Allen             VA                                       23059 PUD                                    221764                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 12.625                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GII                      G02                                                      315192                1707.29                    360                     357                  6.125                      0                      0                   0.375                    6.5 Lake Elsinore          CA                                       92532 PUD                                    315192                20060401                     80 No MI                                1.00E+17                    2.25               20110301                   12.5                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GII                      G02                                                   409148.33                2216.22                    360                     357                  6.125                      0                      0                   0.375                    6.5 Lincoln                CA                                       95648 PUD                                    409150                20060401                     80 No MI                                1.00E+17                    2.25               20110301                   12.5                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GII                      G02                                                    104797.6                 698.57                    360                     359                  6.625                      0                      0                   0.375                      7 Meriden                CT                                        6451 Single Family                          105000                20060601                     70 No MI                                1.00E+17                    2.25               20110501                     12                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                   286591.55                1910.61                    360                     357                  7.625                      0                      0                   0.375                      8 ELKRIDGE               MD                                       21075 Condominium                            286600                20060401                     80 No MI                                1.00E+17                    2.25               20110301                     13                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G03                                                      164000                1007.92                    360                     357                      7                      0                      0                   0.375                  7.375 Glen Allen             VA                                       23059 Townhouse                              164000                20060401            67.19000244 No MI                                1.00E+17                    2.25               20110301                 12.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GII                      G02                                                      208069                1127.04                    360                     358                  6.125                      0                      0                   0.375                    6.5 Las Vegas              NV                                       89178 PUD                                    208069                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   11.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      180496                1259.71                    360                     357                      8                      0                      0                   0.375                  8.375 Baltimore              MD                                       21244 Townhouse                              180496                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 13.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G02                                                      331100                2069.38                    360                     359                  7.125                      0                      0                   0.375                    7.5 FOOTHILL RANCH         CA                                       92610 Condominium                            331100                20060601                     80 No MI                                1.00E+17                   2.375               20080501                   12.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      24 N                                    20360501 AFL2
GI                       G02                                                    73098.91                 530.75                    360                     358                    7.5                      0                      0                   0.375                  7.875 AUSTIN                 TX                                       78724 Single Family                           73200                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.875                      2                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      412500                2664.06                    360                     358                  7.375                      0                      0                   0.375                   7.75 MILTON                 MA                                        2186 2-4 Family                             412500                20060501                     75 No MI                                1.00E+17                    2.25               20110401                  13.75                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                    73098.91                 530.75                    360                     358                    7.5                      0                      0                   0.375                  7.875 AUSTIN                 TX                                       78724 Single Family                           73200                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                      360000                2062.50                    360                     357                    6.5                      0                      0                   0.375                  6.875 CHINO                  CA                                       91710 Single Family                          360000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 12.875                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GII                      G02                                                      196800                1066.00                    360                     358                  6.125                      0                      0                   0.375                    6.5 LANCASTER              CA                                       93535 Single Family                          196800                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   11.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      109875                 732.50                    360                     358                  7.625                      0                      0                   0.375                      8 Bremerton              WA                                       98312 Single Family                          109875                20060501                     75 No MI                                1.00E+17                    2.25               20110401                     13                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      123750                 812.11                    360                     358                    7.5                      0                      0                   0.375                  7.875 SAINT PETERSBURG       FL                                       33709 Single Family                          123750                20060501                     75 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G03                                                     1234500                7458.44                    360                     358                  6.875                      0                      0                   0.375                   7.25 Redondo Beach          CA                                       90277 Single Family                         1234500                20060501                     75 No MI                                1.00E+17                    2.25               20110401                  13.25                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G03                                                      228691                1429.32                    360                     358                  7.125                      0                      0                   0.375                    7.5 APPLE VALLEY           CA                                       92308 Single Family                          228691                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G03                                                      697239                4212.49                    360                     358                  6.875                      0                      0                   0.375                   7.25 TRACY                  CA                                       95304 Single Family                          697239                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                      266292                1525.63                    360                     358                    6.5                      0                      0                   0.375                  6.875 EL CENTRO              CA                                       92243 PUD                                    266292                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      225000                1453.12                    360                     358                  7.375                      0                      0                   0.375                   7.75 INDIO                  CA                                       92201 Single Family                          225000                20060501                     75 No MI                                1.00E+17                    2.25               20110401                  12.75                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G03                                                   227651.95                1574.74                    360                     358                      7                      0                      0                   0.375                  7.375 Stockton               CA                                       95204 Single Family                          228000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.375                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      114400                 798.42                    360                     357                      8                      0                      0                   0.375                  8.375 Portsmouth             VA                                       23705 Single Family                          114400                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 13.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G02                                                   122026.94                 875.46                    360                     358                  7.375                      0                      0                   0.375                   7.75 WINDHAM                CT                                        6226 2-4 Family                             122200                20060501            79.97000122 No MI                                1.00E+17                    2.25               20110401                  13.75                  1.875                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G03                                                   418061.28                2929.71                    360                     357                  7.125                      0                      0                   0.375                    7.5 Somerville             MA                                        2145 2-4 Family                             419000                20060401            64.95999908 No MI                                1.00E+17                    2.75               20110301                   13.5                  1.875                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G03                                                   324516.09                2272.45                    360                     358                  7.125                      0                      0                   0.375                    7.5 SOUTH BOSTON           MA                                        2127 Single Family                          325000                20060501                     65 No MI                                1.00E+17                    2.25               20110401                   13.5                  2.375                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                   106468.05                 743.06                    360                     357                      8                      0                      0                   0.375                  8.375 Marietta               GA                                       30060 Townhouse                              106500                20060401                     75 No MI                                1.00E+17                    2.25               20110301                 13.735                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360301 AFL2
GI                       G01                                                      889000                5741.46                    360                     358                  7.375                      0                      0                   0.375                   7.75 Charlotte              NC                                       28207 Single Family                          889000                20060501                     70 No MI                                                            2.25               20110401                  12.75                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                       79800                 507.06                    360                     358                   7.25                      0                      0                   0.375                  7.625 Grand Rapids           MI                                       49503 Single Family                           79800                20060501                     70 No MI                                1.00E+17                    2.25               20110401                 12.625                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      391200                2567.25                    360                     358                    7.5                      0                      0                   0.375                  7.875 Oakland                CA                                       94602 Single Family                          391200                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G03                                                      284000                1745.42                    360                     356                      7                      0                      0                   0.375                  7.375 Phoenix                AZ                                       85085 PUD                                    284000                20060301                     80 No MI                                1.00E+17                    2.75               20110201                 13.375                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360201 AFL2
GI                       G02                                                      164800                1047.17                    360                     356                   7.25                      0                      0                   0.375                  7.625 CHANDLER               AZ                                       85225 Condominium                            164800                20060301                     80 No MI                                1.00E+17                    2.25               20110201                 13.625                  2.375                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360201 AFL2
GI                       G02                                                      270400                1718.17                    360                     357                   7.25                      0                      0                   0.375                  7.625 LAS VEGAS              NV                                       89131 PUD                                    270400                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 12.625                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G02                                                    59887.35                 456.04                    360                     357                      8                      0                      0                   0.375                  8.375 Detroit                MI                                       48206 Single Family                           60000                20060401                     80 No MI                                1.00E+17                   2.375               20080301                 13.375                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      24 N                                    20360301 AFL2
GI                       G02                                                      100000                 697.92                    360                     358                      8                      0                      0                   0.375                  8.375 Hiram                  GA                                       30141 Single Family                          100000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G01                                                      540000                3768.75                    360                     357                      8                      0                      0                   0.375                  8.375 San Jose               CA                                       95138 Single Family                          540000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 13.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GI                       G01                                                     1500000                9843.75                    360                     357                    7.5                      0                      0                   0.375                  7.875 Stillwater             MN                                       55082 Single Family                         1500000                20060401            71.43000031 No MI                                                            2.25               20110301                 12.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GI                       G02                                                      163600                1141.79                    360                     358                      8                      0                      0                   0.375                  8.375 Cape Coral             FL                                       33991 Condominium                            163600                20060501            79.98000336 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G03                                                      671000                4053.96                    360                     358                  6.875                      0                      0                   0.375                   7.25 Frederick              MD                                       21701 Single Family                          671000                20060501            53.41999817 No MI                                1.00E+17                    2.25               20110401                  12.25                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                      192000                1060.00                    360                     357                   6.25                      0                      0                   0.375                  6.625 AURORA                 CO                                       80015 PUD                                    192000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 11.625                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GII                      G03                                                      696000                3987.50                    360                     359                    6.5                      0                      0                   0.375                  6.875 Saugus                 CA                                       91350 PUD                                    696000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      269500                1852.81                    360                     357                  7.875                      0                      0                   0.375                   8.25 Cave Creek             AZ                                       85331 PUD                                    269500                20060401                     70 No MI                                1.00E+17                    2.25               20110301                  13.25                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G02                                                   121568.08                 797.79                    360                     357                    7.5                      0                      0                   0.375                  7.875 Jackson                MS                                       39206 Single Family                          121600                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 12.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G02                                                      236000                1524.17                    360                     358                  7.375                      0                      0                   0.375                   7.75 Burlington             NJ                                        8016 Single Family                          236000                20060501                     80 No MI                                                            2.25               20110401                  12.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      276000                1782.50                    360                     358                  7.375                      0                      0                   0.375                   7.75 MINNEAPOLIS            MN                                       55417 Single Family                          276000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                   151795.34                1115.32                    360                     358                  7.625                      0                      0                   0.375                      8 Chicago                IL                                       60649 Single Family                          152000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                     13                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                   304021.71                1976.93                    360                     357                  6.375                      0                      0                   0.375                   6.75 Maumelle               AR                                       72113 PUD                                    304800                20060401                     80 No MI                                1.00E+17                    2.25               20110301                  11.75                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360301 AFL2
GII                      G03                                                   391371.18                2640.98                    360                     358                   6.75                      0                      0                   0.375                  7.125 Riverside              CA                                       92508 Single Family                          392000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.125                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G01                                                      245672                1663.40                    360                     358                   7.75                      0                      0                   0.375                  8.125 ORLANDO                FL                                       32819 Condominium                            245672                20060501                     70 No MI                                1.00E+17                    2.25               20110401                 13.125                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      395325                2594.32                    360                     358                    7.5                      0                      0                   0.375                  7.875 ELK GROVE              CA                                       95757 Single Family                          395325                20060501                     75 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                       98056                 684.35                    360                     358                      8                      0                      0                   0.375                  8.375 HOLIDAY                FL                                       34691 Single Family                           98056                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G01                                                      470400                3283.00                    360                     357                      8                      0                      0                   0.375                  8.375 WESTMINSTER            CA                                       92683 Single Family                          470400                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 13.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GII                      G03                                                      272000                1643.33                    360                     357                  6.875                      0                      0                   0.375                   7.25 Fort Lauderdale        FL                                       33316 Condominium                            272000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                  12.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GII                      G02                                                      134400                 770.00                    360                     358                    6.5                      0                      0                   0.375                  6.875 East Point             GA                                       30344 Single Family                          134400                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                       58500                 396.09                    360                     358                   7.75                      0                      0                   0.375                  8.125 St. Louis              MO                                       63135 PUD                                     58500                20060501                     65 No MI                                1.00E+17                    2.25               20110401                 13.125                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                     94255.5                 657.82                    360                     357                      8                      0                      0                   0.375                  8.375 Neskowin               OR                                       97149 Condominium                             94400                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 13.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GI                       G01                                                   495199.08                3456.08                    360                     358                      8                      0                      0                   0.375                  8.375 Austin                 TX                                       78734 Single Family                          495200                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G03                                                      216000                1327.50                    360                     358                      7                      0                      0                   0.375                  7.375 Tucson                 AZ                                       85742 Single Family                          216000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G03                                                      270400                1633.67                    360                     357                  6.875                      0                      0                   0.375                   7.25 GAITHERSBURG           MD                                       20877 Townhouse                              270400                20060401                     80 No MI                                1.00E+17                    2.25               20110301                  13.25                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G01                                                      993750                6935.55                    360                     358                      8                      0                      0                   0.375                  8.375 Incline Village        NV                                       89451 Condominium                            993750                20060501                     75 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G01                                                      116000                 773.33                    360                     357                  7.625                      0                      0                   0.375                      8 Baltimore              MD                                       21216 2-4 Family                             116000                20060401                     80 No MI                                1.00E+17                    2.25               20090301                     14                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      36 N                                    20360301 AFL2
GI                       G02                                                      412000                2703.75                    360                     357                    7.5                      0                      0                   0.375                  7.875 San Diego              CA                                       92115 Single Family                          412000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 12.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GI                       G03                                                      399000                2452.19                    360                     358                      7                      0                      0                   0.375                  7.375 Pittsburg              CA                                       94565 Single Family                          399000                20060501                     75 No MI                                1.00E+17                    2.25               20110401                 12.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G01                                                      756000                5040.00                    360                     357                  7.625                      0                      0                   0.375                      8 LOS ANGELES            CA                                       90046 2-4 Family                             756000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                     13                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GI                       G03                                                       72000                 442.50                    360                     357                      7                      0                      0                   0.375                  7.375 CINCINNATI             OH                                       45239 Single Family                           72000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 12.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GI                       G03                                                      147000                 918.75                    360                     358                  7.125                      0                      0                   0.375                    7.5 Atlanta                GA                                       30310 Single Family                          147000                20060501                     70 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      195300                1302.00                    360                     357                  7.625                      0                      0                   0.375                      8 Houston                TX                                       77095 PUD                                    195300                20060401                     70 No MI                                1.00E+17                    2.25               20110301                     13                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G03                                                      425552                2615.37                    360                     357                      7                      0                      0                   0.375                  7.375 HENDERSON              NV                                       89044 Single Family                          425552                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 12.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G02                                                      172425                1149.50                    360                     358                  7.625                      0                      0                   0.375                      8 Los Angeles            CA                                       90008 Condominium                            172425                20060501                     75 No MI                                1.00E+17                    2.25               20110401                     13                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G01                                                      480000                3150.00                    360                     355                    7.5                      0                      0                   0.375                  7.875 Orlando                FL                                       32835 PUD                                    480000                20060201                     80 No MI                                1.00E+17                    2.25               20110101                 12.875                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360101 AFL2
GII                      G03                                                      405000                2404.69                    360                     359                   6.75                      0                      0                   0.375                  7.125 Folsom                 CA                                       95630 Single Family                          405000                20060601                     75 No MI                                1.00E+17                    2.25               20110501                 12.125                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G03                                                      131760                 782.33                    360                     359                   6.75                      0                      0                   0.375                  7.125 Mesa                   AZ                                       85205 Condominium                            131760                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.125                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                   187939.29                1213.77                    360                     358                  7.375                      0                      0                   0.375                   7.75 PEORIA                 AZ                                       85345 Single Family                          188000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.75                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      102800                 663.92                    360                     358                  7.375                      0                      0                   0.375                   7.75 AUSTIN                 TX                                       78724 2-4 Family                             102800                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.75                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                   143775.39                1069.64                    360                     357                   7.75                      0                      0                   0.375                  8.125 Marysville             WA                                       98271 Single Family                          144060                20060401                     70 No MI                                1.00E+17                    2.25               20110301                 13.125                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G02                                                      207276                1360.25                    360                     358                    7.5                      0                      0                   0.375                  7.875 LAVEEN                 AZ                                       85339 PUD                                    207276                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                      331200                1932.00                    360                     357                  6.625                      0                      0                   0.375                      7 Westminster            CO                                       80030 2-4 Family                             331200                20060401                     80 No MI                                1.00E+17                    2.25               20110301                     12                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360301 AFL2
GI                       G02                                                      194400                1275.75                    360                     359                    7.5                      0                      0                   0.375                  7.875 LOUISVILLE             KY                                       40245 Single Family                          194400                20060601                     75 No MI                                1.00E+17                    2.25               20110501                 12.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                   107858.22                 801.90                    360                     358                   7.75                      0                      0                   0.375                  8.125 Southbridge            MA                                        1550 Single Family                          108000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.125                  1.875                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      171000                1211.25                    360                     360                  8.125                      0                      0                   0.375                    8.5 South Weber            UT                                       84405 PUD                                    171000                20060701                     75 No MI                                1.00E+17                    2.25               20110601                   13.5                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360601 AFL2
GII                      G03                                                      111900                 582.81                    360                     356                  5.875                      0                      0                   0.375                   6.25 Bloomington            IN                                       47404 Single Family                          111900                20060301            79.98999786 No MI                                1.00E+16                    2.25               20110201                  11.25                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360201 AFL2
GII                      G02                                                   143182.05                 775.57                    360                     357                  6.125                      0                      0                   0.375                    6.5 Scottsdale             AZ                                       85257 Condominium                            143200                20060401                     80 No MI                                1.00E+17                    2.25               20110301                   11.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GII                      G03                                                      299920                1780.78                    360                     358                   6.75                      0                      0                   0.375                  7.125 Stafford               VA                                       22556 PUD                                    299920                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.125                  -0.25                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G03                                                      108000                 652.50                    360                     358                  6.875                      0                      0                   0.375                   7.25 MCDONOUGH              GA                                       30252 PUD                                    108000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G03                                                       71920                 427.03                    360                     358                   6.75                      0                      0                   0.375                  7.125 Cottontown             TN                                       37048 Single Family                           71920                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.125                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G03                                                   349999.98                2151.04                    360                     354                      7                      0                      0                   0.375                  7.375 oakley                 CA                                       94561 Single Family                          350000                20060101                     70 No MI                                1.00E+17                    2.25               20101201                 13.375                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20351201 AFL2
GI                       G03                                                      403000                2476.77                    360                     358                      7                      0                      0                   0.375                  7.375 PERRIS                 CA                                       92571 Single Family                          403000                20060501            73.26999664 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G03                                                      416250                2558.20                    360                     360                      7                      0                      0                   0.375                  7.375 PISMO BEACH            CA                                       93449 Condominium                            416250                20060701                     75 No MI                                1.00E+17                    2.25               20110601                 12.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GI                       G02                                                      326350                2277.65                    360                     358                      8                      0                      0                   0.375                  8.375 LATHROP                CA                                       95330 Single Family                          326350                20060501            79.98999786 No MI                                                            2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G03                                                       44000                 338.32                    360                     360                  8.125                      0                      0                   0.375                    8.5 Detroit                MI                                       48227 Single Family                           44000                20060701                     80 No MI                                1.00E+17                    2.25               20110601                   13.5                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360601 AFL2
GI                       G03                                                      637500                3984.38                    360                     357                  7.125                      0                      0                   0.375                    7.5 South Lake Tahoe       CA                                       96150 Single Family                          637500                20060401                     75 No MI                                1.00E+17                    2.25               20110301                   12.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GI                       G02                                                       98400                 686.75                    360                     360                      8                      0                      0                   0.375                  8.375 MADISON                AL                                       35758 Single Family                           98400                20060701            79.68000031 No MI                                1.00E+17                    2.25               20110601                 13.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GI                       G01                                                   749999.06                5234.37                    360                     357                      8                      0                      0                   0.375                  8.375 Fort Myers Beach       FL                                       33931 Single Family                          750000                20060401                     75 No MI                                1.00E+17                    2.25               20110301                 13.375                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360301 AFL2
GII                      G02                                                      348000                1993.75                    360                     360                    6.5                      0                      0                   0.375                  6.875 OCEANSIDE              NY                                       11572 Single Family                          348000                20060701                     80 No MI                                1.00E+17                    2.25               20110601                 11.875                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360601 AFL2
GI                       G02                                                   205373.96                1543.89                    360                     359                  7.875                      0                      0                   0.375                   8.25 LAKE JACKSON           TX                                       77566 Single Family                          205505                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  13.25                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                   127041.33                 966.81                    360                     358                      8                      0                      0                   0.375                  8.375 Salem                  OR                                       97301 Single Family                          127200                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      188712                1297.40                    360                     358                  7.875                      0                      0                   0.375                   8.25 SURPRISE               AZ                                       85387 PUD                                    188712                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  13.25                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                   157099.76                1180.99                    360                     359                  7.875                      0                      0                   0.375                   8.25 TITUSVILLE             FL                                       32796 Single Family                          157200                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  13.25                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                    86612.23                 628.87                    360                     358                    7.5                      0                      0                   0.375                  7.875 Converse               TX                                       78109 Single Family                           86732                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G03                                                     60713.2                 467.11                    360                     359                  8.125                      0                      0                   0.375                    8.5 Maryville              TN                                       37801 Single Family                           60750                20060601                     90 PMI                                  1.00E+17                    2.25               20110501                   13.5                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      103600                 669.08                    360                     358                  7.375                      0                      0                   0.375                   7.75 TUCSON                 AZ                                       85705 Single Family                          103600                20060501                     70 No MI                                1.00E+17                    2.25               20110401                  12.75                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G01                                                      453750                2977.73                    360                     359                    7.5                      0                      0                   0.375                  7.875 Annapolis              MD                                       21401 Single Family                          453750                20060601                     75 No MI                                1.00E+17                    2.25               20110501                 12.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G03                                                      310500                1875.94                    360                     358                  6.875                      0                      0                   0.375                   7.25 Saint Rose             LA                                       70087 Single Family                          310500                20060501                     90 GE Capital MI                        1.00E+17                    2.25               20110401                  12.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      188720                1218.82                    360                     359                  7.375                      0                      0                   0.375                   7.75 KNOXVILLE              TN                                       37932 Single Family                          188720                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.75                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G01                                                      472000                2999.17                    360                     359                   7.25                      0                      0                   0.375                  7.625 San Jose               CA                                       95112 Single Family                          472000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.625                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 WALN
GI                       G02                                                      243750                1599.61                    360                     358                    7.5                      0                      0                   0.375                  7.875 NORTH LAS VEGAS        NV                                       89032 Single Family                          243750                20060501                     75 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                       82496                 612.93                    360                     359                   7.75                      0                      0                   0.375                  8.125 HOUSTON                TX                                       77067 PUD                                     82550                20060601                     65 No MI                                1.00E+17                    2.25               20110501                 13.125                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                    80433.77                 584.01                    360                     358                    7.5                      0                      0                   0.375                  7.875 Jacksonville           FL                                       32210 Condominium                             80545                20060501                     70 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                      212000                1148.33                    360                     358                  6.125                      0                      0                   0.375                    6.5 GLENDALE               AZ                                       85303 Single Family                          212000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   11.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G01                                                      340000                2160.42                    360                     360                   7.25                      0                      0                   0.375                  7.625 Manassas               VA                                       20111 Single Family                          340000                20060701                     80 No MI                                1.00E+17                    2.25               20110601                 12.625                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GII                      G02                                                      231920                1304.55                    360                     359                  6.375                      0                      0                   0.375                   6.75 DANIA                  FL                                       33312 Condominium                            231920                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  11.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G01                                                      320000                2000.00                    360                     360                  7.125                      0                      0                   0.375                    7.5 Woodbridge             VA                                       22191 Single Family                          320000                20060701                     80 No MI                                1.00E+17                    2.25               20110601                   12.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GI                       G03                                                   244403.89                1502.07                    360                     358                      7                      0                      0                   0.375                  7.375 Pinole                 CA                                       94564 Single Family                          245000                20060501            44.54999924 No MI                                1.00E+17                    2.25               20110401                 12.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      123200                 859.83                    360                     359                      8                      0                      0                   0.375                  8.375 Jacksonville           FL                                       32256 Condominium                            123200                20060601                     80 No MI                                1.00E+17                    2.75               20110501                 14.375                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                   139316.88                1035.78                    360                     358                   7.75                      0                      0                   0.375                  8.125 Summerville            SC                                       29483 PUD                                    139500                20060501                     75 No MI                                1.00E+17                    2.25               20110401                 13.125                  2.375                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      146250                 944.53                    360                     358                  7.375                      0                      0                   0.375                   7.75 Aurora                 CO                                       80015 Single Family                          146250                20060501                     75 No MI                                1.00E+17                    2.25               20110401                  12.75                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G01                                                      466700                3305.79                    360                     360                  8.125                      0                      0                   0.375                    8.5 IRVINE                 CA                                       92612 Condominium                            466700                20060701            79.98999786 No MI                                1.00E+17                    2.25               20110601                   13.5                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360601 AFL2
GI                       G02                                                    89505.74                 688.64                    360                     359                  8.125                      0                      0                   0.375                    8.5 Socorro                TX                                       79927 Single Family                           89560                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   13.5                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G03                                                      715000                4938.33                    360                     360                      7                      0                      0                   0.375                  7.375 FALMOUTH               MA                                        2540 Condominium                            715000                20060701                     65 No MI                                1.00E+17                    2.25               20110601                 13.375                  1.875                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360601 AFL2
GII                      G03                                                      550000                2750.00                    360                     356                  5.625                      0                      0                   0.375                      6 Weston                 FL                                       33327 PUD                                    550000                20060301            67.90000153 No MI                                1.00E+17                    2.25               20110201                     11                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360201 AFL2
GI                       G03                                                      175832                1080.63                    360                     358                      7                      0                      0                   0.375                  7.375 COVINGTON              GA                                       30016 PUD                                    175832                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G03                                                   446068.71                3121.29                    360                     359                  7.125                      0                      0                   0.375                    7.5 Springfield            VA                                       22151 Single Family                          446400                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   12.5                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G03                                                      122400                 854.25                    360                     359                      8                      0                      0                   0.375                  8.375 Richmond               VA                                       23234 Single Family                          122400                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G03                                                      328000                1879.17                    360                     359                    6.5                      0                      0                   0.375                  6.875 Leesburg               VA                                       20176 PUD                                    328000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G03                                                      223600                1350.92                    360                     358                  6.875                      0                      0                   0.375                   7.25 north las vegas        NV                                       89031 Single Family                          223600                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.25                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G03                                                      123350                 758.09                    360                     359                      7                      0                      0                   0.375                  7.375 MENOMONEE FALLS        WI                                       53051 Single Family                          123500                20060601                     65 No MI                                1.00E+17                    2.25               20110501                 12.375                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                    47191.07                 359.13                    360                     358                      8                      0                      0                   0.375                  8.375 Covington              GA                                       30014 Single Family                           47250                20060501                     75 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      135200                 915.42                    360                     359                   7.75                      0                      0                   0.375                  8.125 College Station        TX                                       77840 2-4 Family                             135200                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.125                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G02                                                      383992                2119.96                    360                     358                   6.25                      0                      0                   0.375                  6.625 Murrieta               CA                                       92563 Single Family                          383992                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.625                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                   251206.49                1596.21                    360                     358                   7.25                      0                      0                   0.375                  7.625 WOODBRIDGE             VA                                       22193 PUD                                    251920                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.625                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G03                                                      218000                1317.08                    360                     358                  6.875                      0                      0                   0.375                   7.25 Litchfield Park        AZ                                       85340 Single Family                          218000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  13.25                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G03                                                   246801.16                1893.11                    360                     346                      8                      0                      0                   0.375                  8.375 ST. ALBANS             NY                                       11412 Single Family                          250000                20050501            76.91999817 No MI                                1.00E+17                     3.5               20061001                     12                  1.875                       6 First Lien                                    N                                            0 No_PP                                     360                      18 N                                    20350401 ALT1
GII                      G03                                                      215600                1280.13                    360                     359                   6.75                      0                      0                   0.375                  7.125 Phoenix                AZ                                       85008 2-4 Family                             215600                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.125                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 WALN
GII                      G03                                                      391450                2365.01                    360                     360                  6.875                      0                      0                   0.375                   7.25 PEORIA                 AZ                                       85383 PUD                                    391450                20060701            79.98999786 No MI                                1.00E+17                    2.25               20110601                  12.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GI                       G02                                                      400000                2833.33                    360                     360                  8.125                      0                      0                   0.375                    8.5 WASHINGTON             DC                                       20011 Single Family                          400000                20060701                     80 No MI                                1.00E+17                    2.25               20110601                   13.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GII                      G03                                                      372000                2247.50                    360                     358                  6.875                      0                      0                   0.375                   7.25 Wake Forest            NC                                       27587 Single Family                          372000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      104000                 682.50                    360                     358                    7.5                      0                      0                   0.375                  7.875 Yuma                   AZ                                       85364 Single Family                          104000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      182156                1271.30                    360                     357                      8                      0                      0                   0.375                  8.375 AUSTELL                GA                                       30168 Single Family                          182156                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 13.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G02                                                      329000                2296.15                    360                     358                      8                      0                      0                   0.375                  8.375 Seattle                WA                                       98118 Single Family                          329000                20060501                     70 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G03                                                      176000                1045.00                    360                     356                   6.75                      0                      0                   0.375                  7.125 TUCSON                 AZ                                       85745 PUD                                    176000                20060301                     80 No MI                                                            2.25               20110201                 12.125                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360201 AFL2
GII                      G02                                                   136535.66                 899.99                    360                     356                    6.5                      0                      0                   0.375                  6.875 Branson                MO                                       65616 PUD                                    137000                20060301                   74.5 No MI                                1.00E+17                    2.25               20110201                 12.875                  1.875                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360201 AFL2
GI                       G03                                                      183480                1146.75                    360                     356                  7.125                      0                      0                   0.375                    7.5 buckeye                AZ                                       85326 PUD                                    183480                20060301                     80 No MI                                1.00E+17                    2.25               20110201                   13.5                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360201 AFL2
GI                       G01                                                      191920                1239.48                    360                     359                  7.375                      0                      0                   0.375                   7.75 PELHAM                 AL                                       35124 Single Family                          191920                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.75                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G03                                                      188000                1155.42                    360                     359                      7                      0                      0                   0.375                  7.375 PUYALLUP               WA                                       98375 Single Family                          188000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G01                                                      108550                 701.05                    360                     360                  7.375                      0                      0                   0.375                   7.75 ROCKWALL               TX                                       75032 PUD                                    108550                20060701            73.09999847 No MI                                1.00E+17                    2.25               20110601                  12.75                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GI                       G02                                                       77250                 539.14                    360                     359                      8                      0                      0                   0.375                  8.375 Palmetto               GA                                       30268 Single Family                           77250                20060601                     75 No MI                                1.00E+17                    2.25               20110501                 13.375                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      218000                1407.92                    360                     358                  7.375                      0                      0                   0.375                   7.75 Arvada                 CO                                       80007 PUD                                    218000                20060501            74.98999786 No MI                                1.00E+17                    2.25               20110401                  12.75                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                      329600                1819.67                    360                     358                   6.25                      0                      0                   0.375                  6.625 Oakland                CA                                       94603 Single Family                          329600                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.625                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G03                                                      148800                 759.50                    360                     357                   5.75                      0                      0                   0.375                  6.125 Alpharetta             GA                                       30022 PUD                                    148800                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 12.125                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G03                                                       91040                 559.52                    360                     359                      7                      0                      0                   0.375                  7.375 Las Vegas              NV                                       89107 Condominium                             91040                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G01                                                      464000                3238.33                    360                     358                      8                      0                      0                   0.375                  8.375 Falls Church           VA                                       22042 Single Family                          464000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                    71827.96                 540.31                    360                     358                  7.875                      0                      0                   0.375                   8.25 JONESBORO              GA                                       30238 Single Family                           71920                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  13.25                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G03                                                      224000                1330.00                    360                     359                   6.75                      0                      0                   0.375                  7.125 EATON                  CO                                       80615 PUD                                    224000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.125                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G03                                                   310782.94                1942.39                    360                     358                  7.125                      0                      0                   0.375                    7.5 Rockville              MD                                       20851 Single Family                          312000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GIII                     G03                                                      595000                3408.85                    360                     358                  6.625                      0                      0                    0.25                  6.875 GOLD CANYON            AZ                                       85218 PUD                                    595000                20060501                     70 No MI                                1.00E+17                    2.25               20110401                 11.875                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 ADN1
GIII                     G02                                                      336000                1820.00                    360                     359                   6.25                      0                      0                    0.25                    6.5 REVERE                 MA                                        2151 2-4 Family                             336000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   11.5                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G02                                                      200000                1083.33                    360                     360                   6.25                      0                      0                    0.25                    6.5 ANAHEIM                CA                                       92804 Single Family                          200000                20060701            33.33000183 No MI                                1.00E+17                    2.25               20110601                   11.5                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360601 ADN1
GIII                     G03                                                      454800                2463.50                    360                     358                   6.25                      0                      0                    0.25                    6.5 NORTH HALEDON          NJ                                        7508 Single Family                          454800                20060501            77.08000183 No MI                                1.00E+17                    2.25               20110401                   11.5                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G02                                                      282000                1556.88                    360                     360                  6.375                      0                      0                    0.25                  6.625 HAYDEN                 ID                                       83835 Single Family                          282000                20060701                     80 No MI                                1.00E+17                    2.25               20110601                 11.625                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360601 ADN1
GI                       G01                                                      371000                2396.04                    360                     360                    7.5                      0                      0                    0.25                   7.75 ALTADENA               CA                                       91001 Single Family                          371000                20060701                     70 No MI                                1.00E+17                    2.25               20110601                  12.75                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360601 ADN1
GI                       G02                                                      198100                1300.03                    360                     358                    7.5                      0                      0                   0.375                  7.875 N LAS VEGAS            NV                                       89031 Single Family                          198100                20060501                     70 No MI                                1.00E+17                    2.25               20110401                 12.875                      2                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G01                                                       58000                 374.58                    360                     359                    7.5                      0                      0                    0.25                   7.75 WYOMING                MI                                       49509 Single Family                           58000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.75                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G02                                                      260000                1652.08                    360                     358                   7.25                      0                      0                   0.375                  7.625 Woodbridge             VA                                       22193 Townhouse                              260000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.625                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GIII                     G01                                                      105600                 528.00                    360                     360                   5.75                      0                      0                    0.25                      6 RITTMAN                OH                                       44270 Single Family                          105600                20060701                     80 No MI                                1.00E+17                    2.25               20110601                     11                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360601 ADN1
GI                       G02                                                      346500                2273.91                    360                     357                    7.5                      0                      0                   0.375                  7.875 Los Angeles            CA                                       90065 2-4 Family                             346500                20060401                     75 No MI                                1.00E+17                    2.25               20110301                 12.875                      2                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360301 AFL2
GIII                     G02                                                      417000                2389.06                    360                     360                  6.625                      0                      0                    0.25                  6.875 FOSTER CITY            CA                                       94404 Condominium                            417000                20060701            79.43000031 No MI                                1.00E+17                    2.25               20110601                 11.875                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360601 ADN1
GI                       G01                                                      880000                5591.67                    360                     358                  7.375                      0                      0                    0.25                  7.625 REDWOOD CITY           CA                                       94062 Single Family                          880000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.625                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G02                                                       99400                 641.96                    360                     358                  7.375                      0                      0                   0.375                   7.75 Phoenix                AZ                                       85009 Single Family                           99400                20060501                     70 No MI                                1.00E+17                    2.25               20110401                  12.75                      2                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G01                                                      180392                1089.87                    360                     360                      7                      0                      0                    0.25                   7.25 MIRAMAR                FL                                       33027 Condominium                            180392                20060701                     80 No MI                                1.00E+17                    2.25               20110601                  12.25                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360601 ADN1
GI                       G02                                                      306050                2135.97                    360                     357                      8                      0                      0                   0.375                  8.375 Annaplolis             MD                                       24103 Single Family                          306050                20060401            79.98999786 No MI                                1.00E+17                    2.25               20110301                 13.375                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GIII                     G01                                                      148000                 887.33                    360                     360                   5.75                      0                      0                    0.25                      6 ONTARIO                CA                                       91761 Condominium                            148000                20060701                  46.25 No MI                                1.00E+17                    2.25               20110601                     11                  1.875                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360601 ADN1
GIII                     G03                                                      460000                2491.67                    360                     358                   6.25                      0                      0                    0.25                    6.5 GILBERT                AZ                                       85297 Single Family                          460000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   11.5                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G02                                                      310000                1743.75                    360                     360                    6.5                      0                      0                    0.25                   6.75 CARLSBAD               CA                                       92010 Single Family                          310000                20060701                     50 No MI                                1.00E+17                    2.25               20110601                  11.75                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360601 ADN1
GII                      G02                                                      300000                1625.00                    360                     357                  6.125                      0                      0                   0.375                    6.5 santa rosa             CA                                       95403 PUD                                    300000                20060401                   62.5 No MI                                1.00E+17                    2.25               20110301                   12.5                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GII                      G03                                                   335989.97                1994.94                    360                     357                   6.75                      0                      0                   0.375                  7.125 Orlando                FL                                       32803 Single Family                          336000                20060401                     80 No MI                                1.00E+17                    2.75               20110301                 13.125                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G02                                                      416250                2644.92                    360                     358                   7.25                      0                      0                   0.375                  7.625 Salinas                CA                                       93906 Single Family                          416250                20060501                     75 No MI                                1.00E+17                    2.25               20110401                 12.625                  2.375                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GIII                     G02                                                      198300                1177.41                    360                     360                  6.875                      0                      0                    0.25                  7.125 PEMBROKE PINES         FL                                       33025 Condominium                            198300                20060701            79.98999786 No MI                                1.00E+17                    2.25               20110601                 12.125                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360601 ADN1
GI                       G01                                                      256000                1546.67                    360                     360                      7                      0                      0                    0.25                   7.25 LAS VEGAS              NV                                       89130 Single Family                          256000                20060701            76.87999725 No MI                                1.00E+17                    2.25               20110601                  12.25                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360601 ADN1
GIII                     G01                                                      601128                3130.88                    360                     360                      6                      0                      0                    0.25                   6.25 OXNARD                 CA                                       93033 2-4 Family                             601128                20060701                     80 No MI                                1.00E+17                    2.25               20110601                  11.25                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360601 ADN1
GIII                     G02                                                      310650                1812.13                    360                     360                   6.75                      0                      0                    0.25                      7 TUCSON                 AZ                                       85704 Single Family                          310650                20060701                     80 No MI                                1.00E+17                    2.25               20110601                     12                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360601 ADN1
GI                       G02                                                      277500                2133.73                    360                     359                  8.125                      0                      0                   0.375                    8.5 LEES SUMMIT            MO                                       64082 Single Family                          277500                20060601                     75 No MI                                1.00E+17                    2.25               20110501                   13.5                      2                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      168000                1172.50                    360                     358                      8                      0                      0                   0.375                  8.375 Glendale               AZ                                       85308 Single Family                          168000                20060501                     70 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G03                                                      171000                1033.12                    360                     358                  6.875                      0                      0                   0.375                   7.25 Riverdale              GA                                       30274 Single Family                          171000                20060501                     75 No MI                                1.00E+17                    2.25               20110401                  12.25                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G03                                                      163800                1023.75                    360                     359                  7.125                      0                      0                   0.375                    7.5 Austin                 TX                                       78731 Single Family                          163800                20060601                     70 No MI                                1.00E+17                    2.25               20110501                   12.5                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G01                                                      471920                3047.82                    360                     359                  7.375                      0                      0                   0.375                   7.75 FRANKLIN               TN                                       37067 PUD                                    471920                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G02                                                      144000                 795.00                    360                     359                   6.25                      0                      0                   0.375                  6.625 Albuquerque            NM                                       87120 Single Family                          144000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.625                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 WALN
GI                       G02                                                      107200                 714.67                    360                     358                  7.625                      0                      0                   0.375                      8 KINGWOOD               TX                                       77345 PUD                                    107200                20060501                     80 No MI                                1.00E+17                    2.25               20110401                     13                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GIII                     G03                                                      485000                2374.48                    360                     358                  5.625                      0                      0                    0.25                  5.875 LOS ANGELES            CA                                       91326 PUD                                    485000                20060501            49.74000168 No MI                                1.00E+17                    2.25               20110401                 10.875                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G01                                                      268000                1172.50                    360                     360                      5                      0                      0                    0.25                   5.25 CITRUS HEIGHTS         CA                                       95621 Single Family                          268000                20060701                     80 No MI                                1.00E+17                    2.25               20110601                  10.25                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 ADN1
GIII                     G03                                                     1000000                5625.00                    360                     358                    6.5                      0                      0                    0.25                   6.75 BURBANK                CA                                       91501 Single Family                         1000000                20060501            66.66999817 No MI                                1.00E+17                    2.25               20110401                  11.75                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G02                                                      358400                1941.33                    360                     360                   6.25                      0                      0                    0.25                    6.5 DENVER                 CO                                       80246 Single Family                          358400                20060701                     80 No MI                                1.00E+17                    2.25               20110601                   11.5                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360601 ADN1
GI                       G02                                                       62400                 396.50                    360                     359                   7.25                      0                      0                   0.375                  7.625 SOUTH BEND             IN                                       46615 Single Family                           62400                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.625                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                       55920                 366.98                    360                     359                    7.5                      0                      0                   0.375                  7.875 york                   PA                                       17402 2-4 Family                              55920                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G01                                                      111750                 710.08                    360                     360                   7.25                      0                      0                   0.375                  7.625 Canton                 GA                                       30115 Single Family                          111750                20060701                     75 No MI                                1.00E+17                    2.25               20110601                 13.625                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GI                       G03                                                      157500                 967.97                    360                     358                      7                      0                      0                   0.375                  7.375 Glendale               AZ                                       85306 Single Family                          157500                20060501                     70 No MI                                1.00E+17                    2.25               20110401                 12.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GIII                     G03                                                      192800                 964.00                    360                     360                   5.75                      0                      0                    0.25                      6 HIGHLANDS RANCH        CO                                       80126 Condominium                            192800                20060701                     80 No MI                                1.00E+17                    2.25               20110601                     11                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360601 ADN1
GI                       G01                                                      420000                2537.50                    360                     358                      7                      0                      0                    0.25                   7.25 NORWALK                CA                                       90650 Single Family                          420000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.25                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 ADN1
GIII                     G02                                                      314400                1768.50                    360                     359                    6.5                      0                      0                    0.25                   6.75 LOS ANGELES            CA                                       90059 Single Family                          314400                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  11.75                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G03                                                      263992                1649.95                    360                     358                  7.125                      0                      0                   0.375                    7.5 LEHI                   UT                                       84043 PUD                                    263992                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      101250                 664.45                    360                     358                    7.5                      0                      0                   0.375                  7.875 Denver                 CO                                       80204 Single Family                          101250                20060501                     75 No MI                                1.00E+17                    2.25               20110401                 12.875                      2                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G01                                                      125625                 824.41                    360                     360                  7.625                      0                      0                    0.25                  7.875 HOBART                 IN                                       46342 Single Family                          125625                20060701                     75 No MI                                1.00E+17                    2.25               20110601                 12.875                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360601 ADN1
GII                      G03                                                      296000                1788.33                    360                     358                  6.875                      0                      0                   0.375                   7.25 Las Vegas              NV                                       89147 Single Family                          296000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.25                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      264000                1760.00                    360                     359                  7.625                      0                      0                   0.375                      8 Sacramento             CA                                       95838 Single Family                          264000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     13                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G02                                                   275511.64                1767.26                    360                     358                   6.25                      0                      0                   0.375                  6.625 DENVER                 CO                                        8237 Single Family                          276000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.625                  1.875                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GIII                     G03                                                      540000                3037.50                    360                     358                    6.5                      0                      0                    0.25                   6.75 MIAMI BEACH            FL                                       33139 Condominium                            540000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  11.75                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 ADN1
GIII                     G02                                                      207200                1143.92                    360                     360                  6.375                      0                      0                    0.25                  6.625 MEDFORD                OR                                       97504 Single Family                          207200                20060701                     80 No MI                                1.00E+17                    2.25               20110601                 11.625                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360601 ADN1
GIII                     G02                                                      199800                1082.25                    360                     360                   6.25                      0                      0                    0.25                    6.5 ORLANDO                FL                                       32810 Single Family                          199800                20060701                     90 Republic MIC                         1.00E+17                    2.25               20110601                   11.5                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360601 ADN1
GI                       G02                                                      327200                1942.75                    360                     358                   6.75                      0                      0                   0.375                  7.125 Woodstock              GA                                       30189 PUD                                    327200                20060501                     80 No MI                                1.00E+17                    2.25               20160401                 13.125                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                     120 N                                    20360401 AFL2
GI                       G03                                                      223950                1376.36                    360                     359                      7                      0                      0                   0.375                  7.375 Victorville            CA                                       92392 Single Family                          223950                20060601            79.98000336 No MI                                1.00E+17                    2.75               20110501                 12.375                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G03                                                      177100                1069.98                    360                     359                  6.875                      0                      0                   0.375                   7.25 GLENDALE               AZ                                       85308 Single Family                          177100                20060601                     70 No MI                                1.00E+17                    2.25               20110501                  12.25                  2.375                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      417000                2345.63                    360                     358                  6.375                      0                      0                   0.375                   6.75 WALDORF                MD                                       20602 Single Family                          417000                20060501            75.81999969 No MI                                1.00E+17                   2.375               20080401                  11.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      24 N                                    20360401 AFL2
GI                       G03                                                      167920                1032.01                    360                     359                      7                      0                      0                   0.375                  7.375 SOCIAL CIRCLE          GA                                       30025 Single Family                          167920                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.375                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                       99600                 632.88                    360                     358                   7.25                      0                      0                   0.375                  7.625 Glendale               AZ                                       85306 Single Family                           99600                20060501            69.97000122 No MI                                1.00E+17                    2.25               20110401                 12.625                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G03                                                      133000                 678.85                    360                     358                   5.75                      0                      0                   0.375                  6.125 Lake Worth             FL                                       33467 PUD                                    133000                20060501            43.61000061 No MI                                1.00E+17                    2.25               20110401                 12.125                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G01                                                      469750                3278.46                    360                     360                      8                      0                      0                   0.375                  8.375 GAINESVILLE            VA                                       20155 Single Family                          469750                20060701            79.98999786 No MI                                1.00E+17                    2.25               20110601                 13.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GI                       G02                                                       61200                 420.75                    360                     360                  7.875                      0                      0                   0.375                   8.25 GAINESVILLE            GA                                       30506 Single Family                           61200                20060701                     75 No MI                                1.00E+17                    2.25               20110601                  13.25                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GII                      G02                                                      318750                1826.17                    360                     360                    6.5                      0                      0                   0.375                  6.875 BOCA RATON             FL                                       33487 2-4 Family                             318750                20060701                     75 No MI                                1.00E+17                    2.25               20110601                 11.875                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360601 AFL2
GII                      G02                                                      255200                1462.08                    360                     357                    6.5                      0                      0                   0.375                  6.875 ALEXANDRIA             VA                                       22309 Condominium                            255200                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 11.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GII                      G02                                                      378869                2170.60                    360                     358                    6.5                      0                      0                   0.375                  6.875 EL MONTE               CA                                       91731 Condominium                            378869                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.875                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G03                                                      180000                1087.50                    360                     359                  6.875                      0                      0                   0.375                   7.25 ELLENWOOD              GA                                       30294 PUD                                    180000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.25                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GIII                     G02                                                      100000                 552.08                    360                     359                  6.375                      0                      0                    0.25                  6.625 GOLDEN VALLEY          MN                                       55422 Single Family                          100000                20060601            28.98999977 No MI                                1.00E+17                    2.25               20110501                 11.625                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G02                                                      188000                1096.67                    360                     359                   6.75                      0                      0                    0.25                      7 TUCSON                 AZ                                       85742 Single Family                          188000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     12                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GIII                     G02                                                      125000                 664.06                    360                     360                  6.125                      0                      0                    0.25                  6.375 BEAVERTON              MI                                       48612 Single Family                          125000                20060701            20.82999992 No MI                                1.00E+17                    2.25               20110601                 11.375                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360601 ADN1
GI                       G02                                                   167668.07                1247.40                    360                     357                   7.75                      0                      0                   0.375                  8.125 Bristol                CT                                        6010 2-4 Family                             168000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 13.125                      2                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360301 AFL2
GIII                     G01                                                      304000                1520.00                    360                     360                   5.75                      0                      0                    0.25                      6 MENIFEE                CA                                       92584 Single Family                          304000                20060701                     80 No MI                                1.00E+17                    2.25               20110601                     11                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360601 ADN1
GI                       G02                                                      108000                 720.00                    360                     358                  7.625                      0                      0                   0.375                      8 Marietta               GA                                       30008 Single Family                          108000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                     13                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G03                                                      150000                 781.25                    360                     358                  5.875                      0                      0                   0.375                   6.25 Lunenburg              MA                                        1462 Condominium                            150000                20060501            34.88000107 No MI                                1.00E+17                    2.25               20110401                  12.25                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G01                                                      202800                1267.50                    360                     358                   7.25                      0                      0                    0.25                    7.5 LAS VEGAS              NV                                       89145 Single Family                          202800                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   13.5                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 ADN1
GI                       G02                                                   302207.16                2271.84                    360                     359                  7.875                      0                      0                   0.375                   8.25 Elizabeth              NJ                                        7202 Single Family                          302400                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  13.25                      2                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 WALN
GI                       G03                                                      100000                 708.33                    360                     360                  8.125                      0                      0                   0.375                    8.5 Phoenix                AZ                                       85014 Condominium                            100000                20060701                     80 No MI                                1.00E+17                    2.25               20110601                   13.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GI                       G02                                                      331300                2312.20                    360                     358                      8                      0                      0                   0.375                  8.375 INDIAN HEAD            MD                                       20640 PUD                                    331300                20060501            79.98999786 No MI                                                            2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                      142850                 833.29                    360                     360                  6.625                      0                      0                   0.375                      7 CLARKSBURG             MD                                       20871 Single Family                          142850                20060701            78.11000061 No MI                                1.00E+17                    2.25               20110601                     12                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GII                      G03                                                      525000                3062.50                    360                     359                  6.625                      0                      0                   0.375                      7 Jupiter                FL                                       33458 PUD                                    525000                20060601            79.33999634 No MI                                1.00E+17                    2.75               20110501                     13                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G03                                                      218400                1365.00                    360                     359                  7.125                      0                      0                   0.375                    7.5 CLEARWATER             FL                                       33755 2-4 Family                             218400                20060601                     70 No MI                                1.00E+17                    2.25               20110501                   12.5                  2.375                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      413490                2627.38                    360                     359                   7.25                      0                      0                   0.375                  7.625 Naples                 FL                                       34110 PUD                                    413490                20060601                     80 No MI                                1.00E+17                    2.75               20110501                 13.625                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G03                                                      206400                1225.50                    360                     359                   6.75                      0                      0                   0.375                  7.125 WALESKA                GA                                       30183 PUD                                    206400                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.125                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G03                                                      156000                 942.50                    360                     359                  6.875                      0                      0                   0.375                   7.25 Annandale              VA                                       22003 Condominium                            156000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GIII                     G02                                                      203354                1335.89                    360                     360                  6.625                      0                      0                    0.25                  6.875 NORTH LAS VEGAS        NV                                       89084 PUD                                    203354                20060701            78.20999908 No MI                                1.00E+17                    2.75               20110601                 11.875                  1.875                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360601 ADN1
GII                      G02                                                    79868.47                 532.24                    360                     358                  6.625                      0                      0                   0.375                      7 SANDY                  UT                                       84094 Single Family                           80000                20060501            45.45000076 No MI                                1.00E+17                    2.25               20110401                     12                    2.5                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GIII                     G03                                                      532000                3047.92                    360                     358                  6.625                      0                      0                    0.25                  6.875 ROSEVILLE              CA                                       95661 Single Family                          532000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.875                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G01                                                      120000                 625.00                    360                     360                      6                      0                      0                    0.25                   6.25 EXCELSIOR SPRINGS      MO                                       64024 Single Family                          120000                20060701                     75 No MI                                1.00E+17                    2.25               20110601                  11.25                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 ADN1
GIII                     G01                                                      264000                1347.50                    360                     360                  5.875                      0                      0                    0.25                  6.125 HASKELL                NJ                                        7420 Single Family                          264000                20060701            78.44999695 No MI                                1.00E+17                    2.25               20110601                 11.125                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360601 ADN1
GIII                     G02                                                      356800                2007.00                    360                     360                    6.5                      0                      0                    0.25                   6.75 CHANDLER               AZ                                       85249 PUD                                    356800                20060701                     80 No MI                                1.00E+17                    2.25               20110601                  11.75                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360601 ADN1
GI                       G01                                                      384000                2520.00                    360                     360                  6.835                   0.79                      0                    0.25                  7.875 HAYWARD                CA                                       94541 Single Family                          384000                20060701                     80 No MI                                1.00E+17                    2.25               20110601                 12.875                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360601 ADN1
GI                       G02                                                      320000                2033.33                    360                     358                   7.25                      0                      0                   0.375                  7.625 Haledon                NJ                                        7508 Single Family                          320000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.625                   1.21                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                   114258.04                 744.27                    360                     356                  6.375                      0                      0                   0.375                   6.75 Orlando                FL                                       32835 Single Family                          114750                20060301            71.72000122 No MI                                1.00E+17                    2.25               20110201                  11.75                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360201 AFL2
GI                       G03                                                   117637.51                 815.00                    360                     356                      7                      0                      0                   0.375                  7.375 Newnan                 GA                                       30265 Single Family                          118000                20060301                     80 No MI                                1.00E+17                    2.25               20110201                 13.375                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360201 AFL2
GII                      G02                                                      150000                 859.38                    360                     358                    6.5                      0                      0                   0.375                  6.875 Norristown             PA                                       19401 Single Family                          150000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      134041                 907.57                    360                     358                   7.75                      0                      0                   0.375                  8.125 COOLIDGE               AZ                                       85228 Single Family                          134041                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.125                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G03                                                      546750                3075.47                    360                     350                  6.375                      0                      0                   0.375                   6.75 PALM COAST             FL                                       32123 Condominium                            546750                20050901            66.68000031 No MI                                1.00E+17                       4               20060801                  11.75                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      12 N                                    20350801 ALT1
GI                       G02                                                      232101                1498.99                    360                     358                  7.375                      0                      0                   0.375                   7.75 CANTON                 MI                                       48188 Condominium                            232101                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.75                  3.625                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                   331673.57                2212.11                    360                     357                  6.625                      0                      0                   0.375                      7 ANTIOCH                IL                                       60002 PUD                                    332496                20060401                     80 No MI                                1.00E+17                    2.25               20110301                     12                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G03                                                   376205.36                2608.41                    360                     355                      7                      0                      0                   0.375                  7.375 PLAINFIELD             IL                                       60544 Single Family                          377660                20060201                     80 No MI                                1.00E+17                    2.25               20110101                 12.375                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360101 AFL2
GI                       G02                                                      243200                1545.33                    360                     356                   7.25                      0                      0                   0.375                  7.625 Snellville             GA                                       30039 Single Family                          243200                20060301                     80 No MI                                1.00E+17                    2.25               20110201                 12.625                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360201 AFL2
GI                       G02                                                      303200                1989.75                    360                     358                    7.5                      0                      0                   0.375                  7.875 NORTH LAS VEGAS        NV                                       89084 PUD                                    303200                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                      381913                2227.83                    360                     358                  6.625                      0                      0                   0.375                      7 Upper Marlboro         MD                                       20774 PUD                                    381913                20060501                     80 No MI                                1.00E+17                    2.25               20110401                     12                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G03                                                      510500                3190.63                    360                     358                  7.125                      0                      0                   0.375                    7.5 Parker                 CO                                       80138 PUD                                    510500                20060501            79.98999786 No MI                                                            2.25               20110401                   12.5                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                   162321.26                1235.30                    360                     358                      8                      0                      0                   0.375                  8.375 Tampa                  FL                                       33626 Townhouse                              162524                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G03                                                   170342.91                1011.41                    360                     358                   6.75                      0                      0                   0.375                  7.125 Palatine               IL                                       60074 Condominium                            170400                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.125                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G03                                                      213900                1292.31                    360                     357                  6.875                      0                      0                   0.375                   7.25 NAPLES                 FL                                       33105 Condominium                            213900                20060401            79.98999786 No MI                                                            2.25               20110301                  12.25                    3.5                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GII                      G02                                                      328615                1882.69                    360                     356                    6.5                      0                      0                   0.375                  6.875 LANCASTER              CA                                       93536 Single Family                          328615                20060301                     80 No MI                                1.00E+17                    2.25               20110201                 11.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360201 AFL2
GI                       G02                                                      220000                1260.42                    360                     358                    6.5                      0                      0                   0.375                  6.875 Reston                 VA                                       20191 Condominium                            220000                20060501                     80 No MI                                1.00E+17                   2.375               20080401                 11.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      24 N                                    20360401 AFL2
GII                      G03                                                      103040                 536.67                    360                     357                  5.875                      0                      0                   0.375                   6.25 Spring Hill            TN                                       37174 Single Family                          103040                20060401                     80 No MI                                1.00E+17                    2.75               20110301                  12.25                      2                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GII                      G02                                                      140400                 789.75                    360                     357                  6.375                      0                      0                   0.375                   6.75 Buckeye                AZ                                       85326 PUD                                    140400                20060401                     80 No MI                                1.00E+17                    2.25               20110301                  12.75                  2.375                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GII                      G01                                                      318850                1693.89                    360                     358                      6                      0                      0                   0.375                  6.375 Frederick              MD                                       21704 PUD                                    318850                20060501                     70 No MI                                1.00E+17                    2.25               20090401                 12.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      36 N                                    20360401 AFL2
GII                      G02                                                      240500                1402.92                    360                     359                  6.625                      0                      0                   0.375                      7 Apache Junction        AZ                                       85219 2-4 Family                             240500                20060601                     65 No MI                                1.00E+17                    2.25               20110501                     12                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G02                                                      747500                4282.55                    360                     355                    6.5                      0                      0                   0.375                  6.875 Los Angeles            CA                                       90034 2-4 Family                             747500                20060201                     65 No MI                                1.00E+17                    2.25               20110101                 12.875                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360101 AFL2
GII                      G03                                                      799200                4578.75                    360                     356                    6.5                      0                      0                   0.375                  6.875 Downey                 CA                                       90242 Single Family                          799200                20060301                     80 No MI                                1.00E+17                    2.25               20110201                 12.875                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360201 AFL2
GII                      G02                                                      371000                2086.88                    360                     356                  6.375                      0                      0                   0.375                   6.75 Las Vegas              NV                                       89138 PUD                                    371000                20060301                     70 No MI                                1.00E+17                    2.25               20110201                  11.75                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360201 AFL2
GII                      G03                                                      208000                1256.67                    360                     356                  6.875                      0                      0                   0.375                   7.25 San Fernando           CA                                       91340 Condominium                            208000                20060301                     80 No MI                                1.00E+17                    2.25               20110201                  12.25                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360201 AFL2
GII                      G03                                                      424000                2517.50                    360                     355                   6.75                      0                      0                   0.375                  7.125 Ramona                 CA                                       92065 PUD                                    424000                20060201                     80 No MI                                1.00E+17                    2.25               20110101                 12.125                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360101 AFL2
GII                      G03                                                      379900                2057.79                    360                     359                  6.125                      0                      0                   0.375                    6.5 Commerce City          CO                                       80022 Single Family                          379900                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   11.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G02                                                      241600                1333.83                    360                     352                   6.25                      0                      0                   0.375                  6.625 DAVENPORT              FL                                       33897 PUD                                    241600                20051101            79.98000336 No MI                                1.00E+17                    2.25               20101001                 11.625                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20351001 AFL2
GII                      G03                                                   162478.94                 778.54                    360                     356                  5.375                      0                      0                   0.375                   5.75 Atlanta                GA                                       30331 PUD                                    162480                20060301                     80 No MI                                1.00E+17                    2.25               20110201                  10.75                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360201 AFL2
GI                       G02                                                      116760                 766.24                    360                     359                    7.5                      0                      0                   0.375                  7.875 TAPPAHANNOCK           VA                                       22560 Townhouse                              116760                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                    94722.28                 695.98                    360                     358                  7.625                      0                      0                   0.375                      8 SOUTHFIELD             MI                                       48034 Single Family                           94850                20060501            74.98000336 No MI                                                            2.25               20110401                     14                  1.875                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G01                                                      196000                1306.67                    360                     358                  7.625                      0                      0                   0.375                      8 Renton                 WA                                       98056 Single Family                          196000                20060501                     80 No MI                                1.00E+17                    2.25               20090401                     14                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      36 N                                    20360401 WALN
GI                       G02                                                       96500                 673.49                    360                     358                      8                      0                      0                   0.375                  8.375 Oxford                 GA                                       30054 PUD                                     96500                20060501            74.98000336 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G01                                                      480000                3200.00                    360                     358                  7.625                      0                      0                   0.375                      8 Gainesville            VA                                       20155 PUD                                    480000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                     13                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G01                                                   957331.19                6960.67                    360                     356                  7.625                      0                      0                    0.25                  7.875 San Ramon              CA                                       94582 Single Family                          960000                20060301                     75 No MI                                1.00E+17                    2.25               20110201                 12.875                  1.875                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360201 AFL2
GI                       G02                                                    74807.57                 569.30                    360                     358                      8                      0                      0                   0.375                  8.375 Cedar Hill             TX                                       75104 Single Family                           74901                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                      2                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G03                                                   495164.21                3258.37                    360                     358                    6.5                      0                      0                   0.375                  6.875 EAGAN                  MN                                       55121 Single Family                          496000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.875                      2                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                      152000                 886.67                    360                     359                  6.625                      0                      0                   0.375                      7 Coon Rapids            MN                                       55433 Condominium                            152000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     12                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 WALN
GI                       G02                                                      265440                1852.55                    360                     358                      8                      0                      0                   0.375                  8.375 OAK GROVE              MO                                       64075 Single Family                          265440                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G03                                                   121509.79                 746.78                    360                     358                      7                      0                      0                   0.375                  7.375 Phoenix                AZ                                       85013 Condominium                            121512                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                      185500                1024.11                    360                     358                   6.25                      0                      0                   0.375                  6.625 LITTLETON              CO                                       80130 PUD                                    185500                20060501                     70 No MI                                1.00E+17                    2.25               20110401                 11.625                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      318000                2120.00                    360                     359                  7.625                      0                      0                   0.375                      8 BOWIE                  MD                                       20716 Single Family                          318000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     13                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      116000                 809.58                    360                     358                      8                      0                      0                   0.375                  8.375 Barstow                CA                                       92311 Single Family                          116000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                      225600                1292.50                    360                     355                    6.5                      0                      0                   0.375                  6.875 CULPEPER               VA                                       22701 Townhouse                              225600                20060201                     80 No MI                                1.00E+17                    2.25               20110101                 11.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360101 AFL2
GII                      G02                                                      261404                1497.63                    360                     359                    6.5                      0                      0                   0.375                  6.875 Tamarac                FL                                       33321 PUD                                    261404                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.875                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                   109331.57                 842.73                    360                     356                  8.125                      0                      0                   0.375                    8.5 Hoffman Estates        IL                                       60195 Condominium                            109600                20060301                     80 No MI                                1.00E+17                    2.75               20110201                   14.5                  1.875                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360201 AFL2
GI                       G03                                                      133000                 831.25                    360                     358                  7.125                      0                      0                   0.375                    7.5 HYATTSVILLE            MD                                       20785 Single Family                          133000                20060501                     70 No MI                                1.00E+17                    2.25               20110401                   12.5                  2.375                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      191950                1239.68                    360                     358                  7.375                      0                      0                   0.375                   7.75 Coatesville            PA                                       19320 Condominium                            191950                20060501            79.98000336 No MI                                1.00E+17                    2.25               20110401                  12.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                      239992                1349.96                    360                     355                  6.375                      0                      0                   0.375                   6.75 N LAS VEGAS            NV                                       89081 PUD                                    239992                20060201                     80 No MI                                1.00E+17                    2.25               20110101                  11.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360101 AFL2
GI                       G02                                                      186899                1226.52                    360                     358                    7.5                      0                      0                   0.375                  7.875 KNOXVILLE              TN                                       37932 Single Family                          186899                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      279200                1780.37                    360                     358                  7.277                      0                      0                   0.375                  7.652 Vacaville              CA                                       95687 Townhouse                              279200                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.652                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                       92000                 632.50                    360                     359                  7.875                      0                      0                   0.375                   8.25 Independence           MO                                       64055 Single Family                           92000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  13.25                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 WALN
GI                       G03                                                      156800                 980.00                    360                     357                  7.125                      0                      0                   0.375                    7.5 Aurora                 CO                                       80013 Single Family                          156800                20060401                     80 No MI                                1.00E+17                    2.25               20110301                   12.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G02                                                       97500                 670.31                    360                     358                  7.875                      0                      0                   0.375                   8.25 Tallahassee            FL                                       32301 PUD                                     97500                20060501                     75 No MI                                1.00E+17                    2.25               20110401                  13.25                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G01                                                      555000                3757.81                    360                     360                   7.75                      0                      0                   0.375                  8.125 Murrieta               CA                                       92562 PUD                                    555000                20060701                     75 No MI                                1.00E+17                    2.25               20110601                 13.125                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GI                       G02                                                      307992                1989.11                    360                     358                  7.375                      0                      0                   0.375                   7.75 Ceres                  CA                                       95307 Single Family                          307992                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.75                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                    87091.23                 662.78                    360                     358                      8                      0                      0                   0.375                  8.375 TALLAHASSEE            FL                                       32304 PUD                                     87200                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                      2                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G03                                                      214400                1295.33                    360                     356                  6.875                      0                      0                   0.375                   7.25 Orlando                FL                                       32803 Single Family                          214400                20060301                     80 No MI                                1.00E+17                    2.25               20110201                  13.25                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360201 AFL2
GI                       G02                                                    99818.82                 733.76                    360                     358                  7.625                      0                      0                   0.375                      8 CALHOUN                GA                                       30701 Single Family                          100000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                     13                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G01                                                      712000                4672.50                    360                     358                    7.5                      0                      0                   0.375                  7.875 STINSON BEACH          CA                                       94970 Single Family                          712000                20060501            74.94999695 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      193200                1328.25                    360                     358                  7.875                      0                      0                   0.375                   8.25 Atlanta                GA                                       30331 2-4 Family                             193200                20060501                     70 No MI                                1.00E+17                    2.25               20110401                  13.25                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                      200000                1145.83                    360                     356                    6.5                      0                      0                   0.375                  6.875 Chantilly              VA                                       20152 Condominium                            200000                20060301                     50 No MI                                1.00E+17                    2.25               20110201                 11.875                      2                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360201 AFL2
GI                       G03                                                      201120                1236.05                    360                     358                      7                      0                      0                   0.375                  7.375 Roselle                NJ                                        7203 Single Family                          201120                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.375                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                       81900                 554.53                    360                     359                   7.75                      0                      0                   0.375                  8.125 Aurora                 CO                                       80011 Single Family                           81900                20060601                     70 No MI                                1.00E+17                    2.25               20110501                 13.125                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                       80000                 558.33                    360                     358                      8                      0                      0                   0.375                  8.375 FUQUAY VARINA          NC                                       27526 Single Family                           80000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                      140000                 802.09                    360                     358                    6.5                      0                      0                   0.375                  6.875 Germantown             MD                                       20876 Condominium                            140000                20060501                     70 No MI                                1.00E+17                    2.25               20110401                 11.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      143484                 926.67                    360                     358                  7.375                      0                      0                   0.375                   7.75 ELLENWOOD              GA                                       30294 PUD                                    143484                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.75                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G03                                                      153114                 909.11                    360                     354                   6.75                      0                      0                   0.375                  7.125 Sanford                FL                                       32771 PUD                                    153114                20060101                     80 No MI                                1.00E+17                    2.25               20101201                 12.125                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20351201 AFL2
GII                      G03                                                      224000                1353.33                    360                     359                  6.875                      0                      0                   0.375                   7.25 Woodbridge             VA                                       22193 PUD                                    224000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.25                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 WALN
GII                      G02                                                      168000                 962.50                    360                     359                    6.5                      0                      0                   0.375                  6.875 GOODYEAR               AZ                                       85338 PUD                                    168000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G03                                                      256000                1600.00                    360                     358                  7.125                      0                      0                   0.375                    7.5 Cottage Grove          MN                                       55016 PUD                                    256000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G03                                                      177453                1109.08                    360                     359                  7.125                      0                      0                   0.375                    7.5 PEORIA                 AZ                                       85345 PUD                                    177453                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   12.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      181200                1151.37                    360                     358                   7.25                      0                      0                   0.375                  7.625 Las Vegas              NV                                       89117 Condominium                            181200                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.625                      2                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                       49900                 332.67                    360                     357                  7.625                      0                      0                   0.375                      8 DETROIT                MI                                       48228 Single Family                           50000                20060401            58.81999969 No MI                                1.00E+17                    2.25               20110301                     13                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G02                                                     65452.6                 463.60                    360                     359                   7.25                      0                      0                   0.375                  7.625 Salt Lake City         UT                                       84112 Condominium                             65500                20060601            79.98000336 No MI                                1.00E+17                    2.25               20130501                 12.625                      2                       1 First Lien                                    N                                            0 Prepay                                    360                      84 N                                    20360501 AFL2
GI                       G02                                                   263644.54                1937.14                    360                     358                  7.625                      0                      0                   0.375                      8 Central Islip          NY                                       11722 Single Family                          264000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                     13                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G03                                                      244324                1476.12                    360                     358                  6.875                      0                      0                   0.375                   7.25 Coolidge               AZ                                       85228 Single Family                          244324                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.25                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 WALN
GI                       G02                                                   111860.29                 851.28                    360                     358                      8                      0                      0                   0.375                  8.375 TALLAHASSEE            FL                                       32304 PUD                                    112000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                    384990.5                2165.57                    360                     357                  6.375                      0                      0                   0.375                   6.75 LOS ANGELES            CA                                       90026 2-4 Family                             385000                20060401                     77 No MI                                1.00E+17                    2.25               20130301                  11.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      84 N                                    20360301 AFL2
GI                       G02                                                      220000                1443.75                    360                     358                    7.5                      0                      0                   0.375                  7.875 Port Saint Lucie       FL                                       34953 Single Family                          220000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G03                                                      168675                1001.51                    360                     356                   6.75                      0                      0                   0.375                  7.125 Peachtree City         GA                                       30269 Single Family                          168675                20060301                     75 No MI                                                            2.25               20110201                 12.125                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360201 AFL2
GI                       G02                                                    67617.21                 471.91                    360                     357                      8                      0                      0                   0.375                  8.375 Richmond               VA                                       23231 Single Family                           68000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 13.375                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GII                      G03                                                      697800                4215.88                    360                     357                  6.875                      0                      0                   0.375                   7.25 Leesburg               VA                                       20176 PUD                                    697800                20060401                     80 No MI                                1.00E+17                    2.25               20110301                  12.25                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G02                                                      227076                1490.19                    360                     357                    7.5                      0                      0                   0.375                  7.875 New Port Richey        FL                                       34655 PUD                                    227076                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 12.875                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G02                                                   310631.99                2006.17                    360                     356                  7.375                      0                      0                   0.375                   7.75 APPLE VALLEY           CA                                       92308 Single Family                          310632                20060301                     80 No MI                                1.00E+17                    2.25               20110201                  12.75                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360201 AFL2
GII                      G02                                                      159244                 879.16                    360                     356                   6.25                      0                      0                   0.375                  6.625 Cumming                GA                                       30040 Condominium                            159244                20060301                     80 No MI                                                            2.25               20110201                 11.625                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360201 AFL2
GII                      G02                                                      243750                1294.92                    360                     359                      6                      0                      0                   0.375                  6.375 Fountain Hills         AZ                                       85268 PUD                                    243750                20060601                     65 No MI                                1.00E+17                    2.25               20110501                 11.375                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G02                                                      186195                1086.14                    360                     356                  6.625                      0                      0                   0.375                      7 Kissimmee              FL                                       34758 PUD                                    186195                20060301                     80 No MI                                1.00E+17                    2.25               20110201                     12                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360201 AFL2
GI                       G02                                                      228720                1500.98                    360                     358                    7.5                      0                      0                   0.375                  7.875 Pompano Beach          FL                                       33069 Condominium                            228720                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                      324607                1859.73                    360                     355                    6.5                      0                      0                   0.375                  6.875 LAS VEGAS              NV                                       89139 PUD                                    324607                20060201                     80 No MI                                1.00E+17                    2.25               20110101                 11.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360101 AFL2
GII                      G03                                                      224900                1335.34                    360                     359                   6.75                      0                      0                   0.375                  7.125 Phoenix                AZ                                       85008 Single Family                          224900                20060601                     65 No MI                                1.00E+17                    2.25               20110501                 12.125                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 WALN
GI                       G03                                                      252000                1548.75                    360                     359                      7                      0                      0                   0.375                  7.375 Mesa                   AZ                                       85201 2-4 Family                             252000                20060601                     70 No MI                                                            2.25               20110501                 12.375                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 WALN
GII                      G02                                                       93533                 535.87                    360                     357                    6.5                      0                      0                   0.375                  6.875 MESQUITE               TX                                       75150 Single Family                           93533                20060401            78.91000366 No MI                                1.00E+17                    2.25               20110301                 11.875                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GII                      G03                                                      224500                1356.35                    360                     358                  6.875                      0                      0                   0.375                   7.25 Lehigh Acres           FL                                       33972 Single Family                          224500                20060501            69.94000244 No MI                                1.00E+17                    2.25               20110401                  12.25                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      123750                 863.67                    360                     358                      8                      0                      0                   0.375                  8.375 Spring Hill            FL                                       34608 Single Family                          123750                20060501                     75 No MI                                1.00E+17                    2.25               20110401                 13.375                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G03                                                      252000                1548.75                    360                     359                      7                      0                      0                   0.375                  7.375 Mesa                   AZ                                       85201 2-4 Family                             252000                20060601                     70 No MI                                                            2.25               20110501                 12.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 WALN
GII                      G02                                                      239400                1371.56                    360                     359                    6.5                      0                      0                   0.375                  6.875 Powder Springs         GA                                       30127 PUD                                    239400                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.875                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G01                                                    83199.99                 580.67                    360                     358                      8                      0                      0                   0.375                  8.375 STOCKBRIDGE            GA                                       30281 Single Family                           83200                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                      146280                 974.00                    360                     359                  6.625                      0                      0                   0.375                      7 mnontgomery            IL                                       60538 Single Family                          146400                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     12                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G01                                                      107200                 591.83                    360                     359                   6.25                      0                      0                   0.375                  6.625 STONE MOUNTAIN         GA                                       30083 Single Family                          107200                20060601                     80 No MI                                1.00E+17                    2.25               20090501                 12.625                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      36 N                                    20360501 AFL2
GII                      G03                                                      190000                1147.92                    360                     359                  6.875                      0                      0                   0.375                   7.25 Tucson                 AZ                                       85710 Single Family                          190000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.25                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 WALN
GII                      G02                                                    74938.52                 498.98                    360                     359                  6.625                      0                      0                   0.375                      7 Keller                 TX                                       76262 Single Family                           75000                20060601            46.88000107 No MI                                1.00E+17                    2.25               20110501                     12                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360501 WALN
GII                      G03                                                       89592                 541.28                    360                     358                  6.875                      0                      0                   0.375                   7.25 Lake Mary              FL                                       32746 Condominium                             89592                20060501                     80 No MI                                1.00E+17                    2.75               20110401                  12.25                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G03                                                    130595.3                 892.29                    360                     358                  6.875                      0                      0                   0.375                   7.25 Port Saint Lucie       FL                                       34953 Townhouse                              130800                20060501            89.98999786 Radian Guaranty                                                  2.25               20110401                  13.25                  2.375                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                       91700                 620.89                    360                     358                   7.75                      0                      0                   0.375                  8.125 East Point             GA                                       30344 Condominium                             91700                20060501                     70 No MI                                1.00E+17                    2.25               20110401                 13.125                  2.375                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G01                                                   300675.02                1866.97                    360                     309                  5.375                      0                      0                   0.375                   5.75 BAINBRIDGE             OH                                       44023 Single Family                          319920                20020401                     80 No MI                                                            2.75               20090301                  10.75                    2.5                       2 First Lien                                    N                                            0 No_PP                                     360                      84 N                                    20320301 CALA
GII                      G03                                                       72000                 375.00                    360                     356                  5.875                      0                      0                   0.375                   6.25 CHARLOTTESVILLE        VA                                       22901 Condominium                             72000                20060301                     80 No MI                                1.00E+17                    2.25               20110201                  11.25                  2.375                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360201 AFL2
GI                       G03                                                      308000                1925.00                    360                     355                  7.125                      0                      0                   0.375                    7.5 Compton                CA                                       90222 Single Family                          308000                20060201                     80 No MI                                1.00E+17                    2.25               20110101                   12.5                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360101 AFL2
GI                       G03                                                       84000                 525.00                    360                     358                  7.125                      0                      0                   0.375                    7.5 ATLANTA                GA                                       30331 Single Family                           84000                20060501                     75 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G03                                                      308000                1925.00                    360                     359                  7.125                      0                      0                   0.375                    7.5 WOODBRIDGE             VA                                       22193 Townhouse                              308000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   12.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G03                                                       99950                 603.86                    360                     359                  6.875                      0                      0                   0.375                   7.25 DAWSONVILLE            GA                                       30534 Single Family                           99950                20060601            79.95999908 No MI                                1.00E+17                    2.25               20110501                  12.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G03                                                      170400                1065.00                    360                     359                  7.125                      0                      0                   0.375                    7.5 Apopka                 FL                                       32703 Single Family                          170400                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   12.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 WALN
GI                       G02                                                      276000                1897.50                    360                     358                  7.875                      0                      0                   0.375                   8.25 ATLANTA                GA                                       30312 Single Family                          276000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  13.25                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      194400                1336.50                    360                     359                  7.875                      0                      0                   0.375                   8.25 PANAMA CITY BEACH      FL                                       32413 Condominium                            194400                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  13.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                   100072.75                 656.73                    360                     358                    7.5                      0                      0                   0.375                  7.875 AUSTELL                GA                                       30168 PUD                                    100200                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G01                                                   327439.74                2245.74                    360                     309                  6.125                      0                      0                   0.375                    6.5 OTTSVILLE              PA                                       18942 Single Family                          355300                20020401            70.36000061 No MI                                                            2.75               20090301                   11.5                  1.875                       2 First Lien                                    N                                            0 No_PP                                     360                      84 N                                    20320301 CALA
GI                       G01                                                   432057.73                2623.19                    360                     308                   5.25                      0                      0                    0.25                    5.5 CARNELIAN BAY          CA                                       96140 Single Family                          462000                20020301            17.77000046 No MI                                                            2.25               20070201                   10.5                  2.375                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20320201 CALA
GII                      G03                                                      325500                1932.66                    360                     355                   6.75                      0                      0                   0.375                  7.125 South Gate             CA                                       90280 Single Family                          325500                20060201                     70 No MI                                1.00E+17                    2.25               20110101                 12.125                      2                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360101 AFL2
GI                       G01                                                   461585.17                3084.49                    360                     308                   6.25                      0                      0                    0.25                    6.5 NEWPORT BEACH          CA                                       92660 PUD                                    488000                20020301                     80 No MI                                                            2.25               20070201                   11.5                  1.875                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20320201 CALA
GI                       G01                                                   372438.89                2325.10                    360                     310                  5.125                      0                      0                   0.375                    5.5 WARREN                 NJ                                        7059 Single Family                          409500                20020501                   58.5 No MI                                                            2.75               20090401                   10.5                    2.5                       2 First Lien                                    N                                            0 No_PP                                     360                      84 N                                    20320401 CALA
GI                       G03                                                   107038.49                 739.85                    360                     359                      7                      0                      0                   0.375                  7.375 Altamonte Springs      FL                                       32714 Single Family                          107120                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.375                  2.375                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360501 WALN
GI                       G02                                                      114400                 798.42                    360                     358                      8                      0                      0                   0.375                  8.375 DECATUR                GA                                       30035 Single Family                          114400                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G01                                                      820000                4185.42                    360                     358                   5.75                      0                      0                   0.375                  6.125 Oxnard                 CA                                       93035 Single Family                          820000                20060501            62.11999893 No MI                                1.00E+17                   2.375               20080401                 11.125                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      24 N                                    20360401 AFL2
GI                       G03                                                       92000                 565.42                    360                     356                      7                      0                      0                   0.375                  7.375 Pantego                TX                                       76013 Single Family                           92000                20060301                     80 No MI                                1.00E+14                    2.25               20110201                 13.375                      2                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360201 AFL2
GI                       G02                                                      319200                2227.75                    360                     358                      8                      0                      0                   0.375                  8.375 Stockbridge            GA                                       30281 Single Family                          319200                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                      120000                 675.00                    360                     358                  6.375                      0                      0                   0.375                   6.75 Adairsville            GA                                       30103 2-4 Family                             120000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  11.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                      147488                 844.98                    360                     359                    6.5                      0                      0                   0.375                  6.875 Phoenix                AZ                                       85053 Condominium                            147488                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G02                                                   213333.09                1177.78                    360                     357                   6.25                      0                      0                   0.375                  6.625 LAS VEGAS              NV                                       89166 Single Family                          213392                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 11.625                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GII                      G03                                                    239927.5                1449.56                    360                     356                  6.875                      0                      0                   0.375                   7.25 North Las Vegas        NV                                       89081 PUD                                    240000                20060301                     80 No MI                                1.00E+17                    2.25               20110201                  13.25                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360201 AFL2
GI                       G02                                                      150703                1145.45                    360                     360                      8                      0                      0                   0.375                  8.375 Phoenix                AZ                                       85019 Single Family                          150703                20060701            74.05999756 No MI                                1.00E+17                    2.25               20110601                 13.375                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360601 AFL2
GII                      G02                                                    155997.5                 877.49                    360                     357                  6.375                      0                      0                   0.375                   6.75 JACKSONVILLE           FL                                       32244 PUD                                    156000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                  11.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G03                                                      468000                2925.00                    360                     358                  7.125                      0                      0                   0.375                    7.5 WOODSTOCK              GA                                       30189 PUD                                    468000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      131250                 943.36                    360                     356                   8.25                      0                      0                   0.375                  8.625 Mansfield              TX                                       76063 2-4 Family                             131250                20060301                     75 No MI                                1.00E+17                    2.75               20110201                 14.625                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360201 AFL2
GI                       G01                                                      960000                6200.00                    360                     358                  7.375                      0                      0                   0.375                   7.75 Coral Gables           FL                                       33134 Single Family                          960000                20060501                     80 No MI                                                            2.25               20110401                  12.75                  2.375                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                      144000                 780.00                    360                     356                  6.125                      0                      0                   0.375                    6.5 Littleton              CO                                       80120 Condominium                            144000                20060301                     80 No MI                                1.00E+17                    2.25               20110201                   12.5                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360201 AFL2
GI                       G02                                                       42400                 291.50                    360                     359                  7.875                      0                      0                   0.375                   8.25 Birmingham             AL                                       35214 2-4 Family                              42400                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  14.25                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GIII                     G02                                                      353500                1951.61                    360                     360                  6.375                      0                      0                    0.25                  6.625 PORTLAND               OR                                       97211 Single Family                          353500                20060701                     70 No MI                                1.00E+17                    2.25               20110601                 11.625                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360601 ADN1
GIII                     G02                                                      238400                1266.50                    360                     359                  6.125                      0                      0                    0.25                  6.375 VALRICO                FL                                       33594 PUD                                    238400                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.375                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GIII                     G03                                                   200735.31                1018.44                    360                     359                   4.25                      0                      0                    0.25                    4.5 MIAMI                  FL                                       33157 Single Family                          201000                20060601            68.59999847 No MI                                1.00E+17                    2.25               20110501                    9.5                      2                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G01                                                      357000                2231.25                    360                     360                   7.25                      0                      0                    0.25                    7.5 OAKLAND                CA                                       94608 Single Family                          357000                20060701            66.73000336 No MI                                1.00E+17                    2.25               20110601                   12.5                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360601 ADN1
GIII                     G02                                                      103920                 584.55                    360                     360                    6.5                      0                      0                    0.25                   6.75 ARIZONA CITY           AZ                                       85223 Single Family                          103920                20060701                     80 No MI                                1.00E+17                    2.25               20110601                  11.75                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360601 ADN1
GIII                     G02                                                      123900                 684.03                    360                     359                  6.375                      0                      0                    0.25                  6.625 BOISE                  ID                                       83713 PUD                                    123900                20060601            55.81000137 No MI                                1.00E+17                    2.25               20110501                 11.625                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G02                                                      193392                1107.98                    360                     359                  6.625                      0                      0                    0.25                  6.875 MESA                   AZ                                       85212 PUD                                    193392                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.875                      2                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GIII                     G01                                                      227200                1112.33                    360                     360                  5.625                      0                      0                    0.25                  5.875 MERIDIAN               ID                                       83642 PUD                                    227200                20060701                     80 No MI                                1.00E+17                    2.25               20110601                 10.875                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360601 ADN1
GII                      G02                                                      303750                1645.31                    360                     358                  6.125                      0                      0                   0.375                    6.5 HENDERSON              NV                                       89074 PUD                                    303750                20060501                     75 No MI                                1.00E+17                    2.25               20110401                   12.5                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GIII                     G02                                                   539535.07                3502.43                    360                     359                    6.5                      0                      0                    0.25                   6.75 LOS ANGELES            CA                                       90041 2-4 Family                             540000                20060601                     75 No MI                                1.00E+17                    2.25               20110501                  11.75                  1.875                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360501 ADN1
GIII                     G02                                                      280000                1662.50                    360                     359                  6.875                      0                      0                    0.25                  7.125 SACRAMENTO             CA                                       95831 Single Family                          280000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.125                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G03                                                      144000                 900.00                    360                     360                  7.125                      0                      0                   0.375                    7.5 JACKSONVILLE           FL                                       32225 PUD                                    144000                20060701                     80 No MI                                1.00E+17                    2.25               20110601                   12.5                      2                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360601 AFL2
GI                       G02                                                      169040                1126.93                    360                     358                  7.625                      0                      0                   0.375                      8 ALPHARETTA             GA                                       30004 PUD                                    169040                20060501                     80 No MI                                1.00E+17                    2.25               20110401                     13                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                      170900                 996.92                    360                     356                  6.625                      0                      0                   0.375                      7 Denver                 CO                                       80238 Condominium                            170900                20060301                     80 No MI                                1.00E+17                    2.25               20110201                     12                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360201 AFL2
GI                       G02                                                      124000                 865.42                    360                     357                      8                      0                      0                   0.375                  8.375 DECATUR                GA                                       30032 Single Family                          124000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 13.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GI                       G02                                                      126750                 897.81                    360                     359                  8.125                      0                      0                   0.375                    8.5 Mansfield              TX                                       76063 PUD                                    126750                20060601                     75 No MI                                1.00E+17                    2.25               20110501                   13.5                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                   125043.82                 951.61                    360                     358                      8                      0                      0                   0.375                  8.375 ANDERSON               SC                                       29625 Single Family                          125200                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G01                                                     1389500                9987.03                    360                     359                   8.25                      0                      0                   0.375                  8.625 Cape Neddick           ME                                        3902 Single Family                         1389500                20060601            69.48000336 No MI                                1.00E+17                    2.25               20110501                 13.625                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G02                                                      196000                1061.67                    360                     356                  6.125                      0                      0                   0.375                    6.5 ORANGE PARK            FL                                       32065 Single Family                          196000                20060301                     80 No MI                                1.00E+17                    2.25               20110201                   11.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360201 AFL2
GI                       G02                                                    62322.15                 474.29                    360                     358                      8                      0                      0                   0.375                  8.375 Columbia               SC                                       29212 Condominium                             62400                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                    69474.64                 522.88                    360                     358                  7.875                      0                      0                   0.375                   8.25 SMYRNA                 GA                                       30082 PUD                                     69600                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  13.25                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      108400                 756.54                    360                     357                      8                      0                      0                   0.375                  8.375 STONE MOUNTAIN         GA                                       30083 Single Family                          108400                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 13.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GII                      G02                                                   243789.92                1371.32                    360                     358                  6.375                      0                      0                   0.375                   6.75 North Las Vegas        NV                                       89031 PUD                                    244000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  11.75                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G01                                                   937251.03                6150.71                    360                     357                    7.5                      0                      0                   0.375                  7.875 REDONDO BEACH          CA                                       90277 2-4 Family                             937300                20060401                     70 No MI                                1.00E+17                    2.25               20110301                 12.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G02                                                      172000                1092.92                    360                     358                   7.25                      0                      0                   0.375                  7.625 PALM COAST             FL                                       32164 Single Family                          172000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.625                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                   327301.01                2349.83                    360                     357                  7.375                      0                      0                   0.375                   7.75 Newark                 NJ                                        7108 2-4 Family                             328000                20060401                     80 No MI                                                            2.25               20110301                  12.75                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G02                                                       73350                 466.08                    360                     358                   7.25                      0                      0                   0.375                  7.625 MONROE                 GA                                       30655 Single Family                           73350                20060501            74.54000092 No MI                                1.00E+17                    2.25               20110401                 12.625                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      245000                1633.33                    360                     358                  7.625                      0                      0                   0.375                      8 Victorville            CA                                       92392 Single Family                          245000                20060501            79.98999786 No MI                                1.00E+17                    2.25               20110401                     13                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      140000                 977.08                    360                     358                      8                      0                      0                   0.375                  8.375 MILILANI               HI                                       96789 Condominium                            140000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                      401250                2340.62                    360                     358                  6.625                      0                      0                   0.375                      7 Peoria                 AZ                                       85345 Single Family                          401250                20060501                     75 No MI                                1.00E+17                    2.25               20110401                     12                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      105900                 694.97                    360                     356                    7.5                      0                      0                   0.375                  7.875 Jacksonville           FL                                       32244 PUD                                    105900                20060301            79.98000336 No MI                                1.00E+17                    2.25               20110201                 13.875                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360201 AFL2
GI                       G02                                                    189234.8                1424.40                    360                     357                  7.875                      0                      0                   0.375                   8.25 DELMAR                 IA                                       52037 Single Family                          189600                20060401                     80 No MI                                1.00E+17                    2.25               20110301                  13.25                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360301 AFL2
GII                      G01                                                      113350                 578.56                    360                     355                   5.75                      0                      0                   0.375                  6.125 las vegas              NV                                       89128 Condominium                            113350                20060201            69.97000122 No MI                                1.00E+17                       5               20090101                 12.125                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      36 N                                    20360101 AFL2
GII                      G03                                                      207452                1080.48                    360                     356                  5.875                      0                      0                   0.375                   6.25 Charlotte              NC                                       28277 PUD                                    207452                20060301                     80 No MI                                1.00E+17                    2.25               20110201                  11.25                  4.625                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360201 AFL2
GI                       G02                                                      211200                1584.00                    360                     356                  8.625                      0                      0                   0.375                      9 Fort Myers             FL                                       33907 PUD                                    211200                20060301                     80 No MI                                1.00E+17                    2.75               20110201                     15                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360201 AFL2
GI                       G03                                                      345100                2156.88                    360                     359                  7.125                      0                      0                   0.375                    7.5 STAFFORD               VA                                       22554 PUD                                    345100                20060601            79.98999786 No MI                                1.00E+17                    2.25               20110501                   12.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G01                                                      159920                1049.48                    360                     360                    7.5                      0                      0                   0.375                  7.875 Tucson                 AZ                                       85706 PUD                                    159920                20060701                     80 No MI                                1.00E+17                    2.25               20110601                 12.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GI                       G02                                                   171756.42                1232.23                    360                     358                  7.375                      0                      0                   0.375                   7.75 JACKSONVILLE           FL                                       32226 PUD                                    172000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.75                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                       68000                 446.25                    360                     358                    7.5                      0                      0                   0.375                  7.875 COLUMBUS               OH                                       43211 Single Family                           68000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G03                                                      292000                1794.58                    360                     356                      7                      0                      0                   0.375                  7.375 Minneapolis            MN                                       55419 Single Family                          292000                20060301                     80 No MI                                1.00E+17                    2.25               20110201                 12.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360201 AFL2
GII                      G02                                                      210850                1207.99                    360                     358                    6.5                      0                      0                   0.375                  6.875 Maricopa               AZ                                       85239 PUD                                    210850                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      126347                 868.64                    360                     358                  7.875                      0                      0                   0.375                   8.25 Mc Kinney              TX                                       75071 PUD                                    126347                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  13.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G03                                                      221520                1569.10                    360                     360                  8.125                      0                      0                   0.375                    8.5 Sunrise                FL                                       33325 Condominium                            221520                20060701                     80 No MI                                1.00E+17                    2.25               20110601                   13.5                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360601 AFL2
GII                      G01                                                      222400                1065.67                    360                     359                  5.375                      0                      0                   0.375                   5.75 BUFORD                 GA                                       30519 PUD                                    222400                20060601                     80 No MI                                1.00E+17                    2.25               20090501                  11.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      36 N                                    20360501 AFL2
GI                       G03                                                      128948                 792.49                    360                     359                      7                      0                      0                   0.375                  7.375 MCDONOUGH              GA                                       30253 PUD                                    128948                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      155200                1018.50                    360                     359                    7.5                      0                      0                   0.375                  7.875 Atlanta                GA                                       30342 Condominium                            155200                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G02                                                      178792                1005.71                    360                     359                  6.375                      0                      0                   0.375                   6.75 COVINGTON              GA                                       30016 PUD                                    178792                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  11.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      168800                1090.17                    360                     359                  7.375                      0                      0                   0.375                   7.75 Kissimmee              FL                                       34758 PUD                                    168800                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G02                                                      177000                 977.19                    360                     360                   6.25                      0                      0                   0.375                  6.625 GLENDALE               AZ                                       85303 PUD                                    177000                20060701            53.95999908 No MI                                1.00E+17                    2.25               20110601                 11.625                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GIII                     G01                                                      348000                1703.75                    360                     359                  5.135                   0.49                      0                    0.25                  5.875 CENTREVILLE            VA                                       20120 PUD                                    348000                20060601            89.91999817 Republic MIC                         1.00E+17                   2.875               20110501                 10.875                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G02                                                      241200                1281.38                    360                     359                  6.125                      0                      0                    0.25                  6.375 LAS VEGAS              NV                                       89148 PUD                                    241200                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.375                  2.135                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G01                                                   167757.04                 844.00                    360                     359                   5.75                      0                      0                    0.25                      6 SAINT PAUL             MN                                       55106 Single Family                          168800                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     11                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 ADN1
GII                      G02                                                   155106.25                 888.63                    360                     358                    6.5                      0                      0                   0.375                  6.875 Honolulu               HI                                       96818 Condominium                            156000                20060501                     65 No MI                                1.00E+17                    2.25               20110401                 11.875                      2                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G03                                                      467000                2918.75                    360                     359                  7.125                      0                      0                   0.375                    7.5 Columbus               NJ                                        8022 Single Family                          467000                20060601            62.38000107 No MI                                1.00E+17                    2.25               20110501                   12.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GIII                     G01                                                      166000                 847.29                    360                     359                  5.875                      0                      0                    0.25                  6.125 LAKE WORTH             FL                                       33461 Single Family                          166000                20060601            89.73000336 Mortgage Guaranty In                 1.00E+17                    2.25               20110501                 11.125                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G02                                                      220000                1145.83                    360                     359                      6                      0                      0                    0.25                   6.25 BROOKLYN               NY                                       11208 Single Family                          220000                20060601            61.11000061 No MI                                1.00E+17                    2.25               20110501                  11.25                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G02                                                      220000                1260.42                    360                     358                    6.5                      0                      0                   0.375                  6.875 GILBERT                AZ                                       85297 PUD                                    220000                20060501            47.58000183 No MI                                1.00E+17                   2.375               20080401                 11.875                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      24 N                                    20360401 AFL2
GIII                     G03                                                      165600                 828.00                    360                     359                   5.75                      0                      0                    0.25                      6 COLTON                 CA                                       92324 Condominium                            165600                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     11                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GII                      G03                                                       97339                 588.09                    360                     359                  6.875                      0                      0                   0.375                   7.25 PHOENIX                AZ                                       85018 Condominium                             97339                20060601            79.55999756 No MI                                1.00E+17                    2.25               20110501                  12.25                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GIII                     G02                                                      337500                1898.44                    360                     359                    6.5                      0                      0                    0.25                   6.75 SCOTTSDALE             AZ                                       85260 PUD                                    337500                20060601                     75 No MI                                1.00E+17                    2.25               20110501                  11.75                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G01                                                      562264                3689.86                    360                     360                    7.5                      0                      0                   0.375                  7.875 FREDERICK              MD                                       21704 PUD                                    562264                20060701                     80 No MI                                1.00E+17                    2.25               20110601                 12.875                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GII                      G03                                                      634450                3833.14                    360                     359                  6.875                      0                      0                   0.375                   7.25 ALEXANDRIA             VA                                       22304 Single Family                          634450                20060601            79.98999786 No MI                                1.00E+17                    2.25               20110501                  12.25                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      100450                 648.74                    360                     359                  7.375                      0                      0                   0.375                   7.75 Mansfield              TX                                       76063 Single Family                          100450                20060601            69.97000122 No MI                                1.00E+17                    2.25               20110501                  12.75                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      253120                1608.37                    360                     358                   7.25                      0                      0                   0.375                  7.625 BONITA SPRINGS         FL                                       34135 Single Family                          253120                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.625                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      240000                1675.00                    360                     358                      8                      0                      0                   0.375                  8.375 EUSTIS                 FL                                       32726 Single Family                          240000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G01                                                      324100                1789.30                    360                     358                   6.25                      0                      0                   0.375                  6.625 Hesperia               CA                                       92344 Single Family                          324100                20060501                     80 No MI                                1.00E+17                    2.25               20090401                 12.625                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      36 N                                    20360401 AFL2
GI                       G02                                                       51040                 356.22                    360                     358                      8                      0                      0                   0.375                  8.375 New Port Richey        FL                                       34652 Single Family                           51040                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G01                                                      979200                6630.00                    360                     358                   7.75                      0                      0                   0.375                  8.125 Coconut Grove          FL                                       33133 Single Family                          979200                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 14.125                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GIII                     G02                                                      224000                1236.67                    360                     359                  6.375                      0                      0                    0.25                  6.625 COCKEYSVILLE           MD                                       21030 PUD                                    224000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.625                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G02                                                      379850                2413.63                    360                     359                   7.25                      0                      0                   0.375                  7.625 FREDERICKSBURG         VA                                       22406 PUD                                    379850                20060601            79.98999786 No MI                                1.00E+17                    2.25               20110501                 12.625                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G03                                                      520000                3033.33                    360                     359                  6.625                      0                      0                   0.375                      7 ANNAPOLIS              MD                                       21403 Townhouse                              520000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     12                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      202400                1328.25                    360                     358                    7.5                      0                      0                   0.375                  7.875 Port Charlotte         FL                                       33952 Single Family                          202400                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G03                                                       51100                 303.41                    360                     359                   6.75                      0                      0                   0.375                  7.125 Durham                 NC                                       27713 Condominium                             51100                20060601                     70 No MI                                1.00E+17                    2.25               20110501                 12.125                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 WALN
GI                       G02                                                       90000                 609.37                    360                     358                   7.75                      0                      0                   0.375                  8.125 aurora                 CO                                       80017 Condominium                             90000                20060501                     75 No MI                                1.00E+17                    2.25               20110401                 14.125                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G01                                                      937500                6542.97                    360                     358                      8                      0                      0                   0.375                  8.375 Glendale               CA                                       91202 Single Family                          937500                20060501                     75 No MI                                1.00E+17                    2.25               20110401                 14.375                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GIII                     G01                                                      165000                 842.19                    360                     359                  5.875                      0                      0                    0.25                  6.125 PHOENIX                AZ                                       85032 Single Family                          165000                20060601            54.09999847 No MI                                1.00E+17                    2.25               20110501                 11.125                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G01                                                      252390                1656.31                    360                     358                  7.625                      0                      0                    0.25                  7.875 SICKLERVILLE           NJ                                        8081 Single Family                          252390                20060501                     85 PMI                                  1.00E+17                    2.25               20110401                 12.875                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G02                                                      200000                1062.50                    360                     359                  6.125                      0                      0                    0.25                  6.375 LAS VEGAS              NV                                       89135 PUD                                    200000                20060601            49.13999939 No MI                                1.00E+17                    2.25               20110501                 11.375                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G01                                                      476000                3222.92                    360                     357                   7.75                      0                      0                   0.375                  8.125 ALEXANDRIA             VA                                       22312 Single Family                          476000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 13.125                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G02                                                      161932                1045.81                    360                     359                  7.375                      0                      0                   0.375                   7.75 Palm Bay               FL                                       32909 Single Family                          161932                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GIII                     G02                                                      281250                1552.73                    360                     359                  6.375                      0                      0                    0.25                  6.625 MERCED                 CA                                       95340 Single Family                          281250                20060601                     75 No MI                                1.00E+17                    2.25               20110501                 11.625                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G03                                                      239900                1474.39                    360                     358                      7                      0                      0                   0.375                  7.375 BRENTWOOD              MD                                       20722 Single Family                          239900                20060501            79.98999786 No MI                                1.00E+17                    2.25               20110401                 12.375                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GIII                     G01                                                      348050                1703.99                    360                     358                  5.005                   0.62                      0                    0.25                  5.875 LANCASTER              CA                                       93535 Single Family                          348050                20060501                     95 GE Capital MI                        1.00E+17                   3.125               20110401                 10.875                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G01                                                      428392                2766.70                    360                     360                  7.375                      0                      0                   0.375                   7.75 SEVERN                 MD                                       21144 Single Family                          428392                20060701                     80 No MI                                1.00E+17                    2.25               20110601                  12.75                  2.255                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GIII                     G02                                                      292500                1614.84                    360                     359                  6.375                      0                      0                    0.25                  6.625 SEATTLE                WA                                       98103 Single Family                          292500                20060601            61.58000183 No MI                                1.00E+17                    2.25               20110501                 11.625                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G03                                                      281250                1757.81                    360                     359                  7.125                      0                      0                   0.375                    7.5 Rialto                 CA                                       92376 Single Family                          281250                20060601                     75 No MI                                1.00E+17                    2.25               20110501                   12.5                      2                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      253940                1640.03                    360                     358                  7.375                      0                      0                   0.375                   7.75 BEND                   OR                                       97702 Single Family                          253940                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.75                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G03                                                      494281                2780.33                    360                     357                  6.375                      0                      0                   0.375                   6.75 WOODBRIDGE             VA                                       22193 Single Family                          494281                20060401                     80 No MI                                1.00E+17                    2.25               20110301                  11.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G02                                                       99000                 639.37                    360                     358                  7.375                      0                      0                   0.375                   7.75 Dallas                 TX                                       75241 Single Family                           99000                20060501            69.98000336 No MI                                1.00E+17                    2.25               20110401                  12.75                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      326328                2277.50                    360                     358                      8                      0                      0                   0.375                  8.375 Glendale               AZ                                       85302 PUD                                    326328                20060501                     90 Radian Guaranty                      1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G03                                                      588250                3370.18                    360                     357                    6.5                      0                      0                   0.375                  6.875 San Francisco          CA                                       94116 Single Family                          588250                20060401                     65 No MI                                1.00E+17                    2.25               20110301                 11.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GI                       G02                                                      264800                1406.75                    360                     358                      6                      0                      0                   0.375                  6.375 Woodinville            WA                                       98077 Single Family                          264800                20060501                     80 No MI                                1.00E+17                   2.375               20080401                 11.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      24 N                                    20360401 AFL2
GII                      G03                                                      864000                5220.00                    360                     357                  6.875                      0                      0                   0.375                   7.25 AUSTIN                 TX                                       78735 Single Family                          864000                20060401                     80 No MI                                                            2.25               20110301                  12.25                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G02                                                      328000                2152.50                    360                     359                    7.5                      0                      0                   0.375                  7.875 North Las Vegas        NV                                       89084 PUD                                    328000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      124720                 805.48                    360                     358                  7.375                      0                      0                   0.375                   7.75 Marietta               GA                                       30008 Single Family                          124720                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GIII                     G02                                                      319200                1729.00                    360                     359                   6.25                      0                      0                    0.25                    6.5 MORENO VALLEY          CA                                       92557 Single Family                          319200                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   11.5                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GII                      G03                                                      306750                1597.66                    360                     357                  5.875                      0                      0                   0.375                   6.25 Leesburg               VA                                       20175 PUD                                    306750                20060401                     75 No MI                                1.00E+17                    2.25               20110301                  11.25                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GIII                     G02                                                      349100                1890.96                    360                     359                   6.25                      0                      0                    0.25                    6.5 PERRIS                 CA                                       92570 Single Family                          349100                20060601            79.98999786 No MI                                1.00E+17                    2.25               20110501                   11.5                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G01                                                      105000                 689.06                    360                     359                  7.625                      0                      0                    0.25                  7.875 PHOENIX                AZ                                       85051 Condominium                            105000                20060601                     75 No MI                                1.00E+17                    2.25               20110501                 12.875                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G02                                                    209702.6                1504.47                    360                     358                  7.375                      0                      0                   0.375                   7.75 Chicago                IL                                       60624 2-4 Family                             210000                20060501                     75 No MI                                1.00E+17                    2.25               20110401                  12.75                      2                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GIII                     G01                                                      168000                 857.50                    360                     359                  5.875                      0                      0                    0.25                  6.125 LITTLETON              CO                                       80127 Single Family                          168000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.125                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G02                                                      276800                1931.83                    360                     358                      8                      0                      0                   0.375                  8.375 Edison                 NJ                                        8817 Single Family                          276800                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                      2                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G03                                                      327160                1976.59                    360                     358                  6.875                      0                      0                   0.375                   7.25 Atlanta                GA                                       30331 PUD                                    327160                20060501            79.93000031 No MI                                1.00E+17                    2.25               20110401                  12.25                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 WALN
GII                      G02                                                      164650                 960.46                    360                     360                  6.625                      0                      0                   0.375                      7 BUCKEYE                AZ                                       85326 PUD                                    164650                20060701                     80 No MI                                1.00E+17                    2.25               20110601                     12                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GI                       G02                                                      350700                1790.03                    360                     358                   5.75                      0                      0                   0.375                  6.125 SANTEE                 CA                                       92071 Condominium                            350700                20060501                     80 No MI                                1.00E+17                    2.25               20080401                 11.125                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      24 N                                    20360401 AFL2
GIII                     G03                                                      448000                2613.33                    360                     359                   6.75                      0                      0                    0.25                      7 BELLFLOWER             CA                                       90706 Condominium                            448000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     12                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GIII                     G02                                                      400000                2208.33                    360                     359                  6.375                      0                      0                    0.25                  6.625 HENDERSON              NV                                       89012 PUD                                    400000                20060601            77.91000366 No MI                                1.00E+17                    2.25               20110501                 11.625                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G02                                                      189000                1220.63                    360                     358                  7.375                      0                      0                   0.375                   7.75 Littleton              CO                                       80128 Single Family                          189000                20060501                     75 No MI                                1.00E+17                    2.25               20110401                  12.75                      2                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GIII                     G03                                                      650000                3114.58                    360                     359                    5.5                      0                      0                    0.25                   5.75 HUNTINGTON BEACH       CA                                       92648 Single Family                          650000                20060601            76.47000122 No MI                                1.00E+17                    2.25               20110501                  10.75                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GIII                     G01                                                      279000                1511.25                    360                     357                   5.76                   0.49                      0                    0.25                    6.5 HEMET                  CA                                       92543 Single Family                          279000                20060401                     90 Republic MIC                         1.00E+17                   2.875               20110301                   11.5                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360301 ADN1
GIII                     G02                                                      216000                1260.00                    360                     359                   6.75                      0                      0                    0.25                      7 LAS VEGAS              NV                                       89130 PUD                                    216000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     12                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G01                                                      904000                5744.17                    360                     357                   7.25                      0                      0                   0.375                  7.625 WARRENTON              VA                                       20187 PUD                                    904000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 12.625                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GIII                     G03                                                      428000                2095.42                    360                     359                  5.625                      0                      0                    0.25                  5.875 GILBERT                AZ                                       85297 PUD                                    428000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 10.875                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G02                                                      235192                1347.45                    360                     359                  6.625                      0                      0                    0.25                  6.875 NORTH LAS VEGAS        NV                                       89032 PUD                                    235192                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.875                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G01                                                   142542.96                 905.74                    360                     358                  7.375                      0                      0                    0.25                  7.625 TACOMA                 WA                                       98404 Single Family                          142600                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.625                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G03                                                   653088.31                4146.37                    360                     359                   6.25                      0                      0                    0.25                    6.5 SALT LAKE CITY         UT                                       84105 Single Family                          656000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   11.5                      2                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360501 ADN1
GIII                     G01                                                      340000                1558.33                    360                     358                   5.25                      0                      0                    0.25                    5.5 DALLAS                 TX                                       75205 PUD                                    340000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   11.5                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GII                      G03                                                      527200                3075.33                    360                     358                  6.625                      0                      0                   0.375                      7 Gilroy                 CA                                       95020 PUD                                    527200                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 10.875                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G03                                                      172000                1021.25                    360                     358                   6.75                      0                      0                   0.375                  7.125 GLENDALE               AZ                                       85303 Single Family                          172000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.125                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 WALN
GIII                     G03                                                      647500                3507.29                    360                     359                   6.25                      0                      0                    0.25                    6.5 RIVER FOREST           IL                                       60305 Single Family                          647500                20060601            74.43000031 No MI                                1.00E+17                    2.25               20110501                   11.5                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G01                                                      200000                1250.00                    360                     359                   7.25                      0                      0                    0.25                    7.5 HENDERSON              NV                                       89012 PUD                                    200000                20060601            41.34000015 No MI                                1.00E+17                    2.25               20110501                   12.5                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G01                                                      187000                 993.44                    360                     357                  5.705                   0.42                      0                    0.25                  6.375 SARASOTA               FL                                       34237 Condominium                            187000                20060401                     85 PMI                                  1.00E+17                       3               20110301                 11.375                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360301 ADN1
GI                       G02                                                      218800                1527.04                    360                     359                      8                      0                      0                   0.375                  8.375 Parker                 CO                                       80138 PUD                                    218800                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.375                   2.33                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G03                                                      382500                2271.09                    360                     358                   6.75                      0                      0                   0.375                  7.125 BAKERSFIELD            CA                                       93311 Single Family                          382500                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.125                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GIII                     G03                                                      430000                2239.58                    360                     359                      6                      0                      0                    0.25                   6.25 DISCOVERY BAY          CA                                       94514 Single Family                          430000                20060601            78.90000153 No MI                                1.00E+17                    2.25               20110501                  11.25                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G01                                                      258000                1666.25                    360                     359                    7.5                      0                      0                    0.25                   7.75 LAS VEGAS              NV                                       89122 PUD                                    258000                20060601            79.98999786 No MI                                1.00E+17                    2.25               20110501                  12.75                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G03                                                      248000                1550.00                    360                     358                  7.125                      0                      0                   0.375                    7.5 Sacramento             CA                                       95834 Single Family                          248000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      408000                2847.50                    360                     358                      8                      0                      0                   0.375                  8.375 Newark                 NJ                                        7105 2-4 Family                             408000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 AFL2
GIII                     G03                                                      479920                2349.61                    360                     359                  5.625                      0                      0                    0.25                  5.875 NORTH LAS VEGAS        NV                                       89031 Single Family                          479920                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 10.875                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G03                                                      468000                2437.50                    360                     359                      6                      0                      0                    0.25                   6.25 LAKESIDE               CA                                       92040 Single Family                          468000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  11.25                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GIII                     G02                                                      320000                1833.33                    360                     358                  6.625                      0                      0                    0.25                  6.875 UNION CITY             CA                                       94587 Condominium                            320000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.875                      2                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 ADN1
GIII                     G02                                                      247200                1416.25                    360                     358                  6.625                      0                      0                    0.25                  6.875 ANCHORAGE              AK                                       99507 Condominium                            247200                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.875                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G03                                                      447200                2562.08                    360                     359                  6.625                      0                      0                    0.25                  6.875 PARAMOUNT              CA                                       90723 Single Family                          447200                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.875                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G02                                                      173200                1118.59                    360                     359                  7.375                      0                      0                   0.375                   7.75 Tallahassee            FL                                       32301 Condominium                            173200                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.75                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 WALN
GI                       G03                                                      300000                1843.75                    360                     358                      7                      0                      0                   0.375                  7.375 EDEN PRAIRIE           MN                                       55346 Single Family                          300000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.375                  2.375                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                     79160.7                 566.24                    360                     359                   7.25                      0                      0                   0.375                  7.625 Windham                ME                                        4062 Single Family                           80000                20060601            33.20000076 No MI                                1.00E+17                    2.25               20110501                 12.625                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 WALN
GI                       G02                                                      170400                1100.50                    360                     359                  7.375                      0                      0                   0.375                   7.75 Tampa                  FL                                       33637 PUD                                    170400                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.75                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 WALN
GII                      G02                                                      273600                1510.50                    360                     358                   6.25                      0                      0                   0.375                  6.625 Porterville            CA                                       93257 Single Family                          273600                20060501                     80 No MI                                1.00E+17                    2.75               20110401                 12.625                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      272000                1756.67                    360                     359                  7.375                      0                      0                   0.375                   7.75 Santa Ana              CA                                       92703 Condominium                            272000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.75                  2.375                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 WALN
GII                      G03                                                      200000                1208.33                    360                     359                  6.875                      0                      0                   0.375                   7.25 ATLANTA                GA                                       30318 Single Family                          200000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G03                                                     1252500                7828.13                    360                     356                  7.125                      0                      0                   0.375                    7.5 Palos Verdes Peninsula CA                                       90274 Single Family                         1252500                20060301                     75 No MI                                1.00E+17                    2.25               20110201                   12.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360201 AFL2
GII                      G03                                                      299000                1806.46                    360                     358                  6.875                      0                      0                   0.375                   7.25 Oakland                CA                                       94603 2-4 Family                             299000                20060501            59.79999924 No MI                                1.00E+17                    2.25               20110401                  12.25                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      196800                1250.50                    360                     359                   7.25                      0                      0                   0.375                  7.625 TOLLESON               AZ                                       85353 PUD                                    196800                20060601            79.98000336 No MI                                1.00E+17                    2.25               20110501                 12.625                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GIII                     G02                                                   365843.99                2057.87                    360                     358                    6.5                      0                      0                    0.25                   6.75 KISSIMMEE              FL                                       34747 PUD                                    365844                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  11.75                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G01                                                     1332750                8052.03                    360                     359                      7                      0                      0                    0.25                   7.25 OAKLAND                CA                                       94618 Single Family                         1332750                20060601                     75 No MI                                1.00E+17                    2.25               20110501                  12.25                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G02                                                      352000                1943.33                    360                     359                  6.375                      0                      0                    0.25                  6.625 INDIANHEAD PARK        IL                                       60525 Single Family                          352000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.625                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G02                                                      140000                 977.08                    360                     358                      8                      0                      0                   0.375                  8.375 Sierra Vista           AZ                                       85635 Single Family                          140000                20060501            66.66999817 No MI                                1.00E+17                    2.25               20110401                 13.375                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 WALN
GI                       G01                                                      648000                4050.00                    360                     359                   7.25                      0                      0                    0.25                    7.5 DES PLAINES            IL                                       60016 Single Family                          648000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   12.5                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G02                                                      226060                1271.59                    360                     358                   6.01                   0.49                      0                    0.25                   6.75 LAS VEGAS              NV                                       89110 Single Family                          226060                20060501                     89 Republic MIC                         1.00E+17                   2.875               20110401                  11.75                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 ADN1
GII                      G02                                                       95750                 538.59                    360                     359                  6.375                      0                      0                   0.375                   6.75 South Lake Tahoe       CA                                       96150 Condominium                             95750                20060601            43.52000046 No MI                                1.00E+17                    2.25               20110501                  11.75                  2.135                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G02                                                      214400                1228.33                    360                     358                    6.5                      0                      0                   0.375                  6.875 PHOENIX                AZ                                       85041 PUD                                    214400                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 WALN
GIII                     G03                                                      533600                2779.17                    360                     359                      6                      0                      0                    0.25                   6.25 SAN JOSE               CA                                       95123 Single Family                          533600                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  11.25                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GIII                     G02                                                    96728.04                 605.15                    360                     357                  6.125                      0                      0                    0.25                  6.375 NEW PORT RICHEY        FL                                       34655 Single Family                           96999                20060401            74.61000061 No MI                                1.00E+17                    2.25               20110301                 11.375                      2                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360301 ADN1
GI                       G02                                                      256664                1818.04                    360                     360                  8.125                      0                      0                   0.375                    8.5 UPPE MACUNGIE TWP      PA                                       18031 Single Family                          256664                20060701                     80 No MI                                1.00E+17                    2.25               20110601                   13.5                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GII                      G02                                                      374500                2145.57                    360                     360                    6.5                      0                      0                   0.375                  6.875 PORT CHESTER           NY                                       10573 Single Family                          374500                20060701                     70 No MI                                1.00E+17                    2.25               20110601                 11.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GII                      G02                                                      296000                1603.33                    360                     356                  6.125                      0                      0                   0.375                    6.5 Marietta               GA                                       30064 PUD                                    296000                20060301                     80 No MI                                1.00E+17                    2.25               20110201                   11.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360201 AFL2
GI                       G01                                                      960000                6200.00                    360                     359                    7.5                      0                      0                    0.25                   7.75 MUKILTEO               WA                                       98275 Single Family                          960000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.75                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G01                                                      213600                 934.50                    360                     359                      5                      0                      0                    0.25                   5.25 FORT MORGAN            CO                                       80701 PUD                                    213600                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  10.25                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G03                                                      173040                1063.48                    360                     359                      7                      0                      0                   0.375                  7.375 Tafton                 PA                                       18464 PUD                                    173040                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.375                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G03                                                      425000                2479.17                    360                     358                  6.625                      0                      0                   0.375                      7 Brentwood              CA                                       94513 Manufactured Home                      425000                20060501            40.47999954 No MI                                                            2.25               20110401                     12                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GIII                     G01                                                      292150                1491.18                    360                     359                  5.875                      0                      0                    0.25                  6.125 ROMOLAND               CA                                       92585 PUD                                    292150                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.125                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G03                                                   503521.79                3103.21                    360                     359                      6                      0                      0                    0.25                   6.25 FAIRVIEW               TX                                       75069 PUD                                    504000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  11.25                      2                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G02                                                      150250                 813.85                    360                     358                   6.25                      0                      0                    0.25                    6.5 THORNTON               CO                                       80229 Single Family                          150250                20060501            79.91999817 No MI                                1.00E+17                    2.25               20110401                   11.5                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G02                                                   143819.37                1094.50                    360                     358                      8                      0                      0                   0.375                  8.375 Victorville            CA                                       92394 Single Family                          144000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                      2                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 AFL2
GIII                     G03                                                      524000                3002.08                    360                     359                  6.625                      0                      0                    0.25                  6.875 LONG BEACH             CA                                       90802 Condominium                            524000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.875                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G03                                                      247200                1519.25                    360                     359                      7                      0                      0                   0.375                  7.375 CULPEPER               VA                                       22701 PUD                                    247200                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.375                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G01                                                       56543                 409.98                    360                     360                    7.5                      0                      0                   0.375                  7.875 FORT MILL              SC                                       29715 PUD                                     56543                20060701                     65 No MI                                1.00E+17                    2.25               20110601                 12.875                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360601 AFL2
GI                       G02                                                    57474.14                 407.69                    360                     357                   7.25                      0                      0                   0.375                  7.625 Chattanooga            TN                                       37411 2-4 Family                              57600                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 12.625                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360301 AFL2
GII                      G02                                                      203900                1146.94                    360                     356                  6.375                      0                      0                   0.375                   6.75 Atlanta                GA                                       30345 Single Family                          203900                20060301            61.06999969 No MI                                1.00E+17                    2.25               20110201                  11.75                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360201 AFL2
GI                       G02                                                      392000                2531.67                    360                     359                  7.375                      0                      0                   0.375                   7.75 Leesburg               VA                                       20176 PUD                                    392000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 WALN
GIII                     G03                                                      518400                2808.00                    360                     359                   6.25                      0                      0                    0.25                    6.5 WASHOUGAL              WA                                       98671 Single Family                          518400                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   11.5                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G02                                                      178400                1226.50                    360                     359                  7.875                      0                      0                   0.375                   8.25 MINNEAPOLIS            MN                                       55419 Single Family                          178400                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  13.25                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G03                                                      180500                1128.13                    360                     360                  7.125                      0                      0                   0.375                    7.5 MERIDIAN               ID                                       83642 PUD                                    180500                20060701            69.98999786 No MI                                1.00E+17                    2.25               20110601                   12.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GIII                     G03                                                      612000                3315.00                    360                     359                   6.25                      0                      0                    0.25                    6.5 EAST PALO ALTO         CA                                       94303 Single Family                          612000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   11.5                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G02                                                      161520                 959.03                    360                     358                  6.875                      0                      0                    0.25                  7.125 PEMBROKE PINES         FL                                       33026 Condominium                            161520                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.125                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 ADN1
GI                       G02                                                    191721.2                1358.96                    360                     358                   7.25                      0                      0                   0.375                  7.625 Doylestown             PA                                       18901 PUD                                    192000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.625                      2                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      414400                2762.67                    360                     358                  7.625                      0                      0                   0.375                      8 North Woodmere         NY                                       11581 2-4 Family                             414400                20060501                     80 No MI                                1.00E+17                    2.25               20110401                     13                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 WALN
GI                       G01                                                      504000                3045.00                    360                     359                      7                      0                      0                    0.25                   7.25 LOS ANGELES            CA                                       91040 Single Family                          504000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.25                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G01                                                   533883.19                3644.87                    360                     359                      7                      0                      0                    0.25                   7.25 CAPE CORAL             FL                                       33904 2-4 Family                             534300                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.25                  1.875                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G01                                                      111100                 694.38                    360                     358                   7.25                      0                      0                    0.25                    7.5 LAS VEGAS              NV                                       89103 Condominium                            111100                20060501            79.98999786 No MI                                1.00E+17                    2.25               20110401                   12.5                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 ADN1
GI                       G01                                                      428000                3031.67                    360                     360                  8.125                      0                      0                   0.375                    8.5 BRANFORD               CT                                        6405 Single Family                          428000                20060701                     80 No MI                                1.00E+17                    2.25               20110601                   13.5                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GII                      G01                                                      235512                1447.42                    360                     359                      7                      0                      0                   0.375                  7.375 STREAMWOOD             IL                                       60107 PUD                                    235512                20060601                     80 No MI                                1.00E+17                    2.25               20090501                 13.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      36 N                                    20360501 AFL2
GI                       G02                                                       80000                 558.33                    360                     359                      8                      0                      0                   0.375                  8.375 Jacksonville           FL                                       32225 Townhouse                               80000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GIII                     G03                                                      231200                1131.92                    360                     359                  5.625                      0                      0                    0.25                  5.875 LOUISVILLE             KY                                       40202 Condominium                            231200                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 10.875                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G02                                                      345444                2087.06                    360                     357                  6.875                      0                      0                   0.375                   7.25 CENTREVILLE            MD                                       21617 Single Family                          345444                20060401            79.94000244 No MI                                1.00E+17                   2.375               20080301                  12.25                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      24 N                                    20360301 AFL2
GI                       G02                                                      353000                2316.56                    360                     358                    7.5                      0                      0                   0.375                  7.875 Las Vegas              NV                                       89123 Single Family                          353000                20060501            78.44000244 No MI                                1.00E+17                    2.75               20110401                 13.875                      2                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      127500                 823.44                    360                     358                  7.375                      0                      0                   0.375                   7.75 Aurora                 CO                                       80011 Single Family                          127500                20060501                     75 No MI                                1.00E+17                    2.25               20110401                  12.75                  2.375                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GIII                     G02                                                      187200                1033.50                    360                     358                  6.375                      0                      0                    0.25                  6.625 SEATTLE                WA                                       98126 Condominium                            187200                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.625                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GII                      G03                                                      299000                1806.46                    360                     358                  6.875                      0                      0                   0.375                   7.25 Oakland                CA                                       94603 2-4 Family                             299000                20060501            59.79999924 No MI                                1.00E+17                    2.25               20110401                  12.25                      2                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GIII                     G03                                                      540000                2868.75                    360                     359                  6.125                      0                      0                    0.25                  6.375 SAN FRANCISCO          CA                                       94124 Single Family                          540000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.375                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GIII                     G02                                                      106184                 619.41                    360                     358                   6.75                      0                      0                    0.25                      7 LEXINGTON              SC                                       29072 PUD                                    106184                20060501                     80 No MI                                1.00E+17                    2.25               20110401                     12                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G02                                                    49969.71                 384.46                    360                     359                  8.125                      0                      0                   0.375                    8.5 KANSAS CITY            MO                                       64117 Single Family                           50000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   13.5                      2                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G01                                                      636000                4438.75                    360                     358                      8                      0                      0                   0.375                  8.375 HENDERSON              NV                                       89011 Condominium                            636000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      144900                 996.19                    360                     358                  7.875                      0                      0                   0.375                   8.25 Cottage Grove          OR                                       97424 Single Family                          144900                20060501                     75 No MI                                1.00E+17                    2.25               20110401                  13.25                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                       97125                 657.62                    360                     360                   7.75                      0                      0                   0.375                  8.125 KILLEEN                TX                                       76549 Single Family                           97125                20060701                     75 No MI                                1.00E+17                    2.25               20110601                 13.125                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GII                      G03                                                      533600                3057.08                    360                     358                    6.5                      0                      0                   0.375                  6.875 Mounds View            MN                                       55112 Single Family                          533600                20060501            79.87999725 No MI                                1.00E+17                    2.25               20110401                 11.875                  2.375                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      110160                 768.82                    360                     359                      8                      0                      0                   0.375                  8.375 LITHONIA               GA                                       30058 Single Family                          110160                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                   387915.49                2952.12                    360                     358                      8                      0                      0                   0.375                  8.375 Mission Viejo          CA                                       92691 PUD                                    388400                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 AFL2
GIII                     G03                                                      538000                2970.21                    360                     359                  6.375                      0                      0                    0.25                  6.625 REDONDO BEACH          CA                                       90278 Condominium                            538000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.625                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GIII                     G02                                                      185716                1064.00                    360                     359                  6.625                      0                      0                    0.25                  6.875 NORTH CHARLESTON       SC                                       29418 PUD                                    185716                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.875                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G02                                                    89884.83                 676.14                    360                     358                  7.875                      0                      0                   0.375                   8.25 Brandon                MS                                       39047 2-4 Family                              90000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  13.25                      2                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GIII                     G03                                                      492000                2818.75                    360                     359                  6.625                      0                      0                    0.25                  6.875 BERTHOUD               CO                                       80513 Single Family                          492000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.875                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G02                                                      125700                 693.97                    360                     358                  6.375                      0                      0                    0.25                  6.625 CALDWELL               ID                                       83607 PUD                                    125700                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.625                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G02                                                      135000                 871.87                    360                     358                  7.375                      0                      0                   0.375                   7.75 Denver                 CO                                       80239 Single Family                          135000                20060501                     75 No MI                                1.00E+17                    2.25               20110401                  12.75                      2                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GIII                     G03                                                      595950                3352.22                    360                     358                    6.5                      0                      0                    0.25                   6.75 FONTANA                CA                                       92337 Single Family                          595950                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  11.75                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G01                                                      360124                2250.78                    360                     358                   7.25                      0                      0                    0.25                    7.5 BRADENTON              FL                                       34203 Condominium                            360124                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 ADN1
GI                       G01                                                       85794                 554.09                    360                     359                  7.375                      0                      0                   0.375                   7.75 Dallas                 TX                                       75241 PUD                                     85794                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.75                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      224792                1381.53                    360                     357                      7                      0                      0                   0.375                  7.375 N LAS VEGAS            NV                                       89081 PUD                                    224792                20060401                     80 No MI                                1.00E+17                   2.375               20080301                 12.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      24 N                                    20360301 AFL2
GII                      G03                                                      229000                1383.54                    360                     358                  6.875                      0                      0                   0.375                   7.25 Oakland                CA                                       94603 2-4 Family                             229000                20060501            45.79999924 No MI                                1.00E+17                    2.25               20110401                  12.25                      2                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GIII                     G03                                                      468080                2681.71                    360                     358                  6.625                      0                      0                    0.25                  6.875 FONTANA                CA                                       92337 Single Family                          468080                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.875                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GII                      G03                                                      975000                5890.63                    360                     360                  6.875                      0                      0                   0.375                   7.25 Las Vegas              NV                                       89148 Single Family                          975000                20060701                     75 No MI                                1.00E+17                    2.25               20110601                  12.25                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GI                       G02                                                      254400                1722.50                    360                     356                   7.75                      0                      0                   0.375                  8.125 White Plains           MD                                       20695 PUD                                    254400                20060301                     80 No MI                                1.00E+17                    2.75               20110201                 14.125                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360201 AFL2
GIII                     G03                                                      440250                2522.27                    360                     355                  6.625                      0                      0                    0.25                  6.875 LAS VEGAS              NV                                       89178 PUD                                    440250                20060201                     80 No MI                                1.00E+17                    2.25               20110101                 11.875                  2.375                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360101 ADN1
GI                       G01                                                   139801.74                1002.98                    360                     358                    7.5                      0                      0                    0.25                   7.75 FRANKLIN               NH                                        3235 2-4 Family                             140000                20060501            73.68000031 No MI                                1.00E+17                    2.25               20110401                  12.75                      2                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G02                                                      248000                1627.50                    360                     359                    7.5                      0                      0                   0.375                  7.875 Washington             DC                                       20019 Single Family                          248000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.875                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                       50450                 325.82                    360                     358                  7.375                      0                      0                   0.375                   7.75 Indianapolis           IN                                       46201 Single Family                           50450                20060501            66.81999969 No MI                                1.00E+17                    2.25               20110401                  12.75                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GIII                     G03                                                      488800                2647.67                    360                     351                   6.25                      0                      0                    0.25                    6.5 BATON ROUGE            LA                                       70810 PUD                                    488800                20051001                     80 No MI                                1.00E+17                    2.25               20100901                   11.5                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20350901 ADN1
GI                       G01                                                      195992                1245.37                    360                     358                  7.375                      0                      0                    0.25                  7.625 WINTER GARDEN          FL                                       34787 Condominium                            195992                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.625                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G01                                                      312000                1917.50                    360                     358                  7.125                      0                      0                    0.25                  7.375 SACRAMENTO             CA                                       95838 Single Family                          312000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.375                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 ADN1
GIII                     G02                                                      300000                1687.50                    360                     357                   6.01                   0.49                      0                    0.25                   6.75 LAVEEN                 AZ                                       85339 PUD                                    300000                20060401            88.23999786 Republic MIC                         1.00E+17                   2.875               20110301                  11.75                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360301 ADN1
GIII                     G01                                                      123200                 616.00                    360                     359                   5.75                      0                      0                    0.25                      6 CINCINNATI             OH                                       45239 Single Family                          123200                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     11                  2.135                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G02                                                      179250                1045.63                    360                     358                   6.75                      0                      0                    0.25                      7 POMPANO BEACH          FL                                       33069 Condominium                            179250                20060501            72.87000275 No MI                                1.00E+17                    2.25               20110401                     12                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 ADN1
GII                      G02                                                   309026.48                2057.65                    360                     359                  6.625                      0                      0                   0.375                      7 Chalfont               PA                                       18914 Single Family                          309280                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     12                      2                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360501 WALN
GIII                     G01                                                      417000                2085.00                    360                     358                   5.75                      0                      0                    0.25                      6 ELK GROVE              CA                                       95757 Single Family                          417000                20060501            75.27999878 No MI                                1.00E+17                    2.25               20110401                     12                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G02                                                      184000                1207.50                    360                     360                    7.5                      0                      0                   0.375                  7.875 EAST BETHEL            MN                                       55092 Single Family                          184000                20060701                     80 No MI                                1.00E+17                    2.25               20110601                 12.875                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GIII                     G02                                                      290444                1542.98                    360                     358                  6.125                      0                      0                    0.25                  6.375 JUPITER                FL                                       33458 PUD                                    290444                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.375                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G03                                                      240000                1500.00                    360                     358                  7.125                      0                      0                   0.375                    7.5 Oxon Hill              MD                                       20745 Single Family                          240000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GIII                     G01                                                      121500                 582.19                    360                     358                    5.5                      0                      0                    0.25                   5.75 JONESBORO              GA                                       30238 Single Family                          121500                20060501                     75 No MI                                1.00E+17                    2.25               20110401                  10.75                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 ADN1
GI                       G02                                                      140000                 889.58                    360                     359                   7.25                      0                      0                   0.375                  7.625 Camas                  WA                                       98607 Single Family                          140000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.625                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                   174171.05                1294.92                    360                     358                   7.75                      0                      0                   0.375                  8.125 Salt Lake City         UT                                       84106 Single Family                          174400                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.125                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G01                                                   169199.14                1075.12                    360                     357                  7.375                      0                      0                    0.25                  7.625 HUDSON                 FL                                       34667 PUD                                    169200                20060401            79.97000122 No MI                                1.00E+17                    2.25               20110301                 12.625                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360301 ADN1
GI                       G02                                                      104800                 687.75                    360                     359                    7.5                      0                      0                   0.375                  7.875 Homewood               IL                                       60430 Condominium                            104800                20060601                     80 No MI                                1.00E+17                   2.375               20080501                 12.875                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      24 N                                    20360501 AFL2
GII                      G03                                                      238400                1415.50                    360                     358                   6.75                      0                      0                   0.375                  7.125 Orlando                FL                                       32835 Condominium                            238400                20060501            74.98999786 No MI                                1.00E+17                    2.25               20110401                 12.125                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GIII                     G02                                                       90600                 490.75                    360                     358                   6.25                      0                      0                    0.25                    6.5 MIAMI                  FL                                       33135 Condominium                             91000                20060501                     70 No MI                                1.00E+17                    2.25               20110401                   11.5                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 ADN1
GI                       G03                                                      169000                1038.65                    360                     357                      7                      0                      0                   0.375                  7.375 INDIO                  CA                                       92201 Single Family                          169000                20060401                     65 No MI                                1.00E+17                    2.25               20110301                 12.375                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GI                       G02                                                       74800                 522.04                    360                     358                      8                      0                      0                   0.375                  8.375 Hardeeville            SC                                       29927 Single Family                           74800                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GIII                     G02                                                      180000                1031.25                    360                     359                  6.625                      0                      0                    0.25                  6.875 LAVEEN                 AZ                                       85339 PUD                                    180000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.875                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G02                                                      232800                1649.00                    360                     359                  8.125                      0                      0                   0.375                    8.5 TUCSON                 AZ                                       85705 2-4 Family                             232800                20060601                     80 No MI                                                            2.25               20110501                   13.5                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GIII                     G02                                                       77200                 458.38                    360                     358                  6.875                      0                      0                    0.25                  7.125 HAMPTON                VA                                       23669 Condominium                             77200                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.125                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G02                                                      288750                2075.39                    360                     359                   8.25                      0                      0                   0.375                  8.625 Las Vegas              NV                                       89129 PUD                                    288750                20060601                     75 No MI                                1.00E+17                    2.25               20110501                 13.625                      2                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G02                                                      210500                1205.99                    360                     360                    6.5                      0                      0                   0.375                  6.875 Capitol Heights        MD                                       20743 PUD                                    210500                20060701            84.19999695 YES                                  1.00E+17                    2.25               20110601                 11.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GII                      G02                                                      258000                1505.00                    360                     356                  6.625                      0                      0                   0.375                      7 Parker                 CO                                       80134 Single Family                          258000                20060301                     80 No MI                                1.00E+17                    2.25               20110201                     13                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360201 AFL2
GI                       G03                                                      148400                 927.50                    360                     360                  7.125                      0                      0                   0.375                    7.5 Sultan                 WA                                       98294 2-4 Family                             148400                20060701                     70 No MI                                1.00E+17                    2.25               20110601                   12.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GIII                     G02                                                      500000                2656.25                    360                     359                  6.125                      0                      0                    0.25                  6.375 KAPOLEI                HI                                       96707 Condominium                            500000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.375                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GIII                     G02                                                      102750                 610.08                    360                     358                  6.875                      0                      0                    0.25                  7.125 SUN CITY               AZ                                       85351 Single Family                          102750                20060501                     75 No MI                                1.00E+17                    2.25               20110401                 12.125                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G03                                                      173250                1082.81                    360                     359                  7.125                      0                      0                   0.375                    7.5 Albuquerque            NM                                       87114 PUD                                    173250                20060601                     75 No MI                                1.00E+17                    2.25               20110501                   12.5                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 WALN
GI                       G03                                                      484000                2974.59                    360                     359                      7                      0                      0                   0.375                  7.375 Manassas               VA                                       20112 PUD                                    484000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 WALN
GI                       G03                                                      112500                 703.13                    360                     358                  7.125                      0                      0                   0.375                    7.5 West Jordan            UT                                       84084 Single Family                          112500                20060501                     75 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      152000                1060.83                    360                     358                      8                      0                      0                   0.375                  8.375 Tucson                 AZ                                       85746 Single Family                          152000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G01                                                   318299.99                2022.53                    360                     358                  7.375                      0                      0                    0.25                  7.625 NAPLES                 FL                                       34114 PUD                                    318300                20060501            79.94999695 No MI                                1.00E+17                    2.25               20110401                 12.625                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G02                                                    171895.8                1322.53                    360                     359                  8.125                      0                      0                   0.375                    8.5 MILWAUKEE              WI                                       53225 2-4 Family                             172000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   13.5                      2                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G01                                                      800000                5416.67                    360                     358                   7.75                      0                      0                   0.375                  8.125 Scottsdale             AZ                                       85260 Single Family                          800000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.125                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G03                                                   175001.04                1225.46                    360                     358                  7.125                      0                      0                   0.375                    7.5 Green Cove Springs     FL                                       32043 PUD                                    175262                20060501                     90 Radian Guaranty                      1.00E+17                    2.25               20110401                   12.5                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G03                                                      349600                2185.00                    360                     360                  7.125                      0                      0                   0.375                    7.5 Newark                 NJ                                        7105 2-4 Family                             349600                20060701                     80 No MI                                1.00E+17                    2.25               20110601                   12.5                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360601 AFL2
GI                       G02                                                       46320                 352.07                    360                     360                      8                      0                      0                   0.375                  8.375 CONVOY                 OH                                       45832 Single Family                           46320                20060701                     80 No MI                                1.00E+17                    2.25               20110601                 13.375                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360601 AFL2
GIII                     G02                                                      289250                1566.77                    360                     359                   6.25                      0                      0                    0.25                    6.5 ATLANTA                GA                                       30311 PUD                                    289250                20060601            79.98999786 No MI                                1.00E+17                    2.25               20110501                   11.5                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G02                                                      475000                2473.96                    360                     359                      6                      0                      0                    0.25                   6.25 BEACH HAVEN            NJ                                        8008 2-4 Family                             475000                20060601            59.38000107 No MI                                1.00E+17                    2.25               20110501                  11.25                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G02                                                      248000                1575.83                    360                     358                   7.25                      0                      0                   0.375                  7.625 Las Vegas              NV                                       89144 PUD                                    248000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.625                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G03                                                   324491.39                2217.08                    360                     358                  6.875                      0                      0                   0.375                   7.25 HOLLYWOOD              FL                                       33020 2-4 Family                             325000                20060501                     65 No MI                                1.00E+17                    2.25               20110401                  12.25                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                       63000                 433.13                    360                     358                  7.875                      0                      0                   0.375                   8.25 Detroit                MI                                       48238 Single Family                           63000                20060501                     70 No MI                                1.00E+17                    2.25               20110401                  13.25                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      193500                1330.31                    360                     359                  7.875                      0                      0                   0.375                   8.25 Union City             GA                                       30291 PUD                                    193500                20060601            74.87999725 No MI                                1.00E+17                    2.25               20110501                  13.25                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G03                                                      351600                2160.87                    360                     358                      7                      0                      0                   0.375                  7.375 Woodbridge             VA                                       22191 Single Family                          351600                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G03                                                      528000                2860.00                    360                     359                  6.125                      0                      0                   0.375                    6.5 Hilton Head Island     SC                                       29928 Single Family                          528000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   11.5                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G03                                                      403400                2479.23                    360                     358                      7                      0                      0                   0.375                  7.375 Edinburg               VA                                       22824 PUD                                    403400                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G01                                                       84000                 551.25                    360                     359                    7.5                      0                      0                   0.375                  7.875 Lithonia               GA                                       30058 Single Family                           84000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G03                                                      176250                1046.48                    360                     357                   6.75                      0                      0                   0.375                  7.125 Kissimmee              FL                                       34743 Single Family                          176250                20060401                     75 No MI                                1.00E+17                    2.25               20110301                 12.125                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GI                       G03                                                      193700                1190.45                    360                     359                      7                      0                      0                   0.375                  7.375 Boynton Beach          FL                                       33437 PUD                                    193700                20060601                     65 No MI                                1.00E+17                    2.25               20110501                 12.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      600000                4187.50                    360                     358                      8                      0                      0                   0.375                  8.375 Guttenberg             NJ                                        7093 2-4 Family                             600000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G03                                                      775200                4199.00                    360                     356                  6.125                      0                      0                   0.375                    6.5 Bonita Springs         FL                                       34134 Condominium                            775200                20060301            59.63000107 No MI                                                            2.25               20110201                   11.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360201 AFL2
GI                       G02                                                      148000                1032.92                    360                     358                      8                      0                      0                   0.375                  8.375 Orting                 WA                                       98360 Single Family                          148000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                       89600                 597.33                    360                     358                  7.625                      0                      0                   0.375                      8 EAST LANSING           MI                                       48823 Single Family                           89600                20060501                     80 No MI                                1.00E+17                    2.25               20110401                     13                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      276760                1787.41                    360                     358                  7.375                      0                      0                   0.375                   7.75 GOODYEAR               AZ                                       85338 PUD                                    276760                20060501                     80 No MI                                                            2.25               20110401                  12.75                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G03                                                      379680                2254.35                    360                     360                   6.75                      0                      0                   0.375                  7.125 BAKERSFIELD            CA                                       93311 Single Family                          379680                20060701                     80 No MI                                1.00E+17                    2.25               20110601                 12.125                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GII                      G02                                                      299432                1684.31                    360                     358                  6.375                      0                      0                   0.375                   6.75 Phoenix                AZ                                       85041 PUD                                    299432                20060501                     80 No MI                                                            2.25               20110401                  11.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 WALN
GII                      G03                                                      527920                3079.53                    360                     359                  6.625                      0                      0                   0.375                      7 Phoenix                AZ                                       85007 Single Family                          527920                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     12                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G03                                                     1045000                5878.13                    360                     359                  6.375                      0                      0                   0.375                   6.75 Irvine                 CA                                       92612 Condominium                           1045000                20060601            67.63999939 No MI                                                            2.25               20110501                  11.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 WALN
GI                       G01                                                     1200000                6750.00                    360                     358                  6.375                      0                      0                   0.375                   6.75 Phoenix                AZ                                       85048 PUD                                   1200000                20060501                     75 No MI                                1.00E+17                   2.375               20080401                  11.75                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      24 N                                    20360401 AFL2
GI                       G03                                                      240000                1500.00                    360                     358                  7.125                      0                      0                   0.375                    7.5 Austin                 MN                                       55912 Single Family                          240000                20060501            78.18000031 No MI                                1.00E+17                    2.25               20110401                   12.5                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 WALN
GI                       G01                                                      435000                2310.94                    360                     358                      6                      0                      0                   0.375                  6.375 Chantilly              VA                                       20151 Single Family                          435000                20060501                     75 No MI                                1.00E+17                   2.375               20080401                 11.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      24 N                                    20360401 AFL2
GII                      G03                                                      532000                3103.33                    360                     358                  6.625                      0                      0                   0.375                      7 STAFFORD               VA                                       22554 PUD                                    532000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                     12                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G03                                                      164000                1127.50                    360                     360                  7.875                      0                      0                   0.375                   8.25 Brookfield             IL                                       60513 Single Family                          164000                20060701                     80 No MI                                                            2.25               20110601                  13.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GII                      G02                                                      166908                 973.63                    360                     358                  6.625                      0                      0                   0.375                      7 Port Saint Lucie       FL                                       34953 Single Family                          166908                20060501                     70 No MI                                1.00E+17                    2.25               20110401                     12                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G03                                                      397200                2399.75                    360                     358                  6.875                      0                      0                   0.375                   7.25 Edinburg               VA                                       22824 PUD                                    397200                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                       91800                 602.44                    360                     358                    7.5                      0                      0                   0.375                  7.875 HUNTINGBURG            IN                                       47542 Single Family                           91800                20060501            74.62999725 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G01                                                      336000                1645.00                    360                     358                    5.5                      0                      0                   0.375                  5.875 Tigard                 OR                                       97224 Single Family                          336000                20060501            78.13999939 No MI                                1.00E+17                    2.25               20090401                 11.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      36 N                                    20360401 AFL2
GII                      G03                                                      900000                5156.25                    360                     360                    6.5                      0                      0                   0.375                  6.875 Fort Myers             FL                                       33912 Single Family                          900000                20060701                     75 No MI                                                            2.25               20110601                 11.875                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GII                      G02                                                      210400                1205.42                    360                     358                    6.5                      0                      0                   0.375                  6.875 AURORA                 CO                                       80015 Single Family                          210400                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      240000                1650.00                    360                     359                  7.875                      0                      0                   0.375                   8.25 Chicago                IL                                       60623 2-4 Family                             240000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  13.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G03                                                      252682                1526.62                    360                     358                  6.875                      0                      0                   0.375                   7.25 BUCKEYE                AZ                                       85326 PUD                                    252682                20060501                     75 No MI                                1.00E+17                    2.25               20110401                  12.25                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G03                                                     1000000                5937.50                    360                     356                   6.75                      0                      0                   0.375                  7.125 Miramar Beach          FL                                       32550 Single Family                         1000000                20060301            68.97000122 No MI                                                            2.25               20110201                 12.125                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360201 AFL2
GI                       G02                                                      240000                1200.00                    360                     358                  5.625                      0                      0                   0.375                      6 HAMILTON               NJ                                        8330 PUD                                    240000                20060501                     80 No MI                                1.00E+17                    2.25               20080401                     11                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      24 N                                    20360401 AFL2
GI                       G02                                                       90100                 581.90                    360                     358                  7.375                      0                      0                   0.375                   7.75 DALLAS                 TX                                       75241 PUD                                     90100                20060501            69.98999786 No MI                                1.00E+17                    2.25               20110401                  12.75                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G03                                                      209200                1285.71                    360                     358                      7                      0                      0                   0.375                  7.375 Little River           SC                                       29566 Single Family                          209200                20060501                     80 No MI                                                            2.25               20110401                 12.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 WALN
GII                      G02                                                      126400                 724.17                    360                     358                    6.5                      0                      0                   0.375                  6.875 SAINT PAUL             MN                                       55107 Single Family                          126400                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                       86900                 561.23                    360                     358                  7.375                      0                      0                   0.375                   7.75 Fort Worth             TX                                       76131 PUD                                     86900                20060501            69.95999908 No MI                                                            2.25               20110401                  12.75                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G01                                                      191200                1055.58                    360                     359                   6.25                      0                      0                   0.375                  6.625 Birmingham             AL                                       35209 Single Family                          191200                20060601                     80 No MI                                1.00E+17                    2.25               20090501                 12.625                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      36 N                                    20360501 AFL2
GII                      G02                                                      156000                 861.25                    360                     359                   6.25                      0                      0                   0.375                  6.625 DENTON                 TX                                       76205 2-4 Family                             156000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.625                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G02                                                      175500                 968.91                    360                     360                   6.25                      0                      0                   0.375                  6.625 Las Vegas              NV                                       89103 Single Family                          175500                20060701                     65 No MI                                1.00E+17                    2.25               20110601                 11.625                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GII                      G02                                                      217000                1265.83                    360                     359                  6.625                      0                      0                   0.375                      7 PORT ST LUCIE          FL                                       34953 Single Family                          217000                20060601            79.77999878 No MI                                1.00E+17                    2.25               20110501                     12                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G01                                                       68250                 465.59                    360                     360                  6.875                      0                      0                   0.375                   7.25 MADISON                WI                                       53713 Single Family                           68250                20060701                     65 No MI                                1.00E+17                    2.25               20110601                  12.25                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360601 AFL2
GI                       G03                                                      150000                 937.50                    360                     358                  7.125                      0                      0                   0.375                    7.5 Grover Beach           CA                                       93433 Single Family                          150000                20060501            37.97000122 No MI                                1.01E+17                    2.25               20110401                   12.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G01                                                      254250                1668.52                    360                     360                    7.5                      0                      0                   0.375                  7.875 SCOTTSDALE             AZ                                       85257 Single Family                          254250                20060701                     75 No MI                                1.00E+17                    2.25               20110601                 12.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GII                      G03                                                      244000                1474.17                    360                     360                  6.875                      0                      0                   0.375                   7.25 Snellville             GA                                       30078 Single Family                          244000                20060701                     80 No MI                                1.00E+17                    2.25               20110601                  12.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GI                       G03                                                      196000                1225.00                    360                     359                  7.125                      0                      0                   0.375                    7.5 Deltona                FL                                       32738 Single Family                          196000                20060601            78.40000153 No MI                                1.00E+17                    2.25               20110501                   12.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GIII                     G01                                                      312392                1594.50                    360                     359                  5.875                      0                      0                    0.25                  6.125 SUFFOLK                VA                                       23435 PUD                                    312392                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.125                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G02                                                      258566                1427.50                    360                     359                  6.375                      0                      0                    0.25                  6.625 FRESNO                 CA                                       93722 Single Family                          258566                20060601                     95 Radian Guaranty                      1.00E+17                    2.25               20110501                 11.625                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G02                                                      369946                1926.80                    360                     359                      6                      0                      0                    0.25                   6.25 BAKERSFIELD            CA                                       93311 Single Family                          369946                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  11.25                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G02                                                   242862.47                1442.00                    360                     355                  6.875                      0                      0                    0.25                  7.125 ORLANDO                FL                                       32829 PUD                                    243450                20060201            89.98000336 Republic MIC                         1.00E+17                    2.25               20110101                 12.125                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360101 ADN1
GI                       G02                                                       78750                 525.00                    360                     358                  7.625                      0                      0                   0.375                      8 Detroit                MI                                       48227 2-4 Family                              78750                20060501                     75 No MI                                                            2.25               20110401                     13                      2                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                   103860.67                 790.48                    360                     358                      8                      0                      0                   0.375                  8.375 SPRING                 TX                                       77377 Single Family                          104000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G01                                                      328072                1982.10                    360                     360                  6.875                      0                      0                   0.375                   7.25 ELKRIDGE               MD                                       21075 Condominium                            328072                20060701                     80 No MI                                1.00E+17                    2.25               20110601                  12.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GI                       G03                                                      288000                1800.00                    360                     355                  7.125                      0                      0                   0.375                    7.5 Saint George           UT                                       84770 Single Family                          288000                20060201                     80 No MI                                1.00E+17                    2.25               20110101                   12.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360101 AFL2
GII                      G02                                                      232000                1353.33                    360                     358                  6.625                      0                      0                   0.375                      7 Deptford               NJ                                        8096 PUD                                    232000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                     12                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                   255079.91                1699.85                    360                     358                  6.625                      0                      0                   0.375                      7 Paterson               NJ                                        7503 Single Family                          255500                20060501            68.12999725 No MI                                1.00E+17                    2.25               20110401                     12                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 WALN
GII                      G03                                                      391920                2367.85                    360                     357                  6.875                      0                      0                   0.375                   7.25 STAFFORD               VA                                       22554 Single Family                          391920                20060401                     80 No MI                                1.00E+17                    2.25               20110301                  12.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G02                                                   179888.11                1368.14                    360                     359                      8                      0                      0                   0.375                  8.375 Kissimmmee             FL                                       34743 PUD                                    180000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.375                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 WALN
GII                      G03                                                      653490                3948.17                    360                     358                  6.875                      0                      0                   0.375                   7.25 GLENN DALE             MD                                       20769 Single Family                          653490                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      321091                2107.16                    360                     358                    7.5                      0                      0                   0.375                  7.875 GILBERT                AZ                                       85297 PUD                                    321091                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                      329150                1920.04                    360                     359                  6.625                      0                      0                   0.375                      7 GILBERT                AZ                                       85296 PUD                                    329150                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     12                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      252750                1737.66                    360                     359                  7.875                      0                      0                   0.375                   8.25 SCOTTSDALE             AZ                                       85251 Single Family                          252750                20060601                     75 No MI                                1.00E+17                    2.25               20110501                  13.25                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G03                                                      138392                 864.95                    360                     360                  7.125                      0                      0                   0.375                    7.5 SNELLVILLE             GA                                       30039 PUD                                    138392                20060701                     80 No MI                                1.00E+17                    2.25               20110601                   12.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GI                       G02                                                      138750                 982.81                    360                     359                  8.125                      0                      0                   0.375                    8.5 GOLDEN VALLEY          AZ                                       86413 Single Family                          138750                20060601                     75 No MI                                1.00E+17                    2.25               20110501                   13.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      324000                2261.25                    360                     359                      8                      0                      0                   0.375                  8.375 Fresno                 CA                                       93705 Single Family                          324000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G03                                                      506000                2846.25                    360                     358                  6.375                      0                      0                   0.375                   6.75 BALTIMORE              MD                                       21237 PUD                                    506000                20060501            79.98999786 No MI                                1.00E+17                    2.25               20110401                  11.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G03                                                   168158.63                1025.77                    360                     356                   5.75                      0                      0                   0.375                  6.125 NORTH RIDGEVILLE       OH                                       44039 Single Family                          168820                20060301                     80 No MI                                1.00E+17                    2.25               20110201                 11.125                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360201 AFL2
GII                      G03                                                      297600                1767.00                    360                     360                   6.75                      0                      0                   0.375                  7.125 PHOENIX                AZ                                       85086 PUD                                    297600                20060701                     80 No MI                                1.00E+17                    2.25               20110601                 12.125                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GI                       G02                                                      144000                1020.00                    360                     359                  8.125                      0                      0                   0.375                    8.5 MANITOU SPRINGS        CO                                       80829 Single Family                          144000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   13.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G03                                                      488950                3055.94                    360                     358                  7.125                      0                      0                   0.375                    7.5 FT WASHINGTON          MD                                       20744 PUD                                    488950                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                   197386.88                1285.85                    360                     355                  6.375                      0                      0                   0.375                   6.75 Bakersfield            CA                                       93304 Single Family                          198250                20060201                     65 No MI                                1.00E+17                    2.25               20110101                  11.75                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360101 AFL2
GI                       G02                                                       86250                 557.03                    360                     359                  7.375                      0                      0                   0.375                   7.75 OCALA                  FL                                       33473 Single Family                           86250                20060601                     75 No MI                                1.00E+17                    2.25               20110501                  12.75                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G03                                                      414379                2503.54                    360                     359                  6.875                      0                      0                   0.375                   7.25 HENDERSON              NV                                       89044 PUD                                    414379                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      260000                1841.67                    360                     359                  8.125                      0                      0                   0.375                    8.5 Lehigh Acres           FL                                       33972 Single Family                          260000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   13.5                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G02                                                      243199                1393.33                    360                     358                    6.5                      0                      0                   0.375                  6.875 San Diego              CA                                       92113 Condominium                            243199                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 WALN
GI                       G02                                                      315200                2068.50                    360                     359                    7.5                      0                      0                   0.375                  7.875 LAKE HAVASU CITY       AZ                                       86406 2-4 Family                             315200                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G03                                                      147920                 955.32                    360                     360                  7.375                      0                      0                   0.375                   7.75 SMYRNA                 GA                                       30082 Single Family                          147920                20060701                     80 No MI                                1.00E+17                    2.25               20110601                  12.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GIII                     G03                                                      543200                2885.75                    360                     359                  6.125                      0                      0                    0.25                  6.375 SALINAS                CA                                       93905 Single Family                          543200                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.375                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G02                                                   211604.94                1322.60                    360                     358                  6.125                      0                      0                    0.25                  6.375 SPOKANE VALLEY         WA                                       99216 2-4 Family                             212000                20060501            78.51999664 No MI                                1.00E+17                    2.25               20110401                 11.375                      2                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 ADN1
GIII                     G01                                                    426743.3                2459.20                    360                     359                  5.375                      0                      0                    0.25                  5.625 HONOLULU               HI                                       96822 Condominium                            427200                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 10.625                      2                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G01                                                      471347                3044.12                    360                     359                    7.5                      0                      0                    0.25                   7.75 PALMDALE               CA                                       93551 PUD                                    471347                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.75                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GII                      G02                                                      254250                1483.12                    360                     359                  6.625                      0                      0                   0.375                      7 Rancho Cordova         CA                                       95670 Single Family                          254250                20060601                     75 No MI                                1.00E+17                    2.25               20110501                     12                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G01                                                      736000                4753.33                    360                     359                    7.5                      0                      0                    0.25                   7.75 COSTA MESA             CA                                       92627 Single Family                          736000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.75                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GIII                     G02                                                      189000                1082.81                    360                     357                  6.295                   0.33                      0                    0.25                  6.875 JOLIET                 IL                                       60435 PUD                                    189000                20060401                     90 PMI                                  1.00E+17                    2.75               20110301                 11.875                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360301 ADN1
GII                      G02                                                      336000                1925.00                    360                     360                    6.5                      0                      0                   0.375                  6.875 Santa Ana              CA                                       92704 Condominium                            336000                20060701                     70 No MI                                1.00E+17                    2.25               20110601                 11.875                   2.17                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GI                       G03                                                      239200                1694.33                    360                     360                  8.125                      0                      0                   0.375                    8.5 BOCA RATON             FL                                       33433 Condominium                            239200                20060701                     80 No MI                                1.00E+17                    2.25               20110601                   13.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GIII                     G03                                                      488000                2795.83                    360                     359                  6.625                      0                      0                    0.25                  6.875 NORTH HOLLYWOOD        CA                                       91606 Single Family                          488000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.875                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G03                                                      511200                3195.00                    360                     359                  7.125                      0                      0                   0.375                    7.5 Nantucket              MA                                        2554 Condominium                            511200                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   12.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 WALN
GI                       G02                                                      197600                1296.75                    360                     359                    7.5                      0                      0                   0.375                  7.875 Port Saint Lucie       FL                                       34953 Single Family                          197600                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.875                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 AFL2
GIII                     G03                                                      832500                4596.09                    360                     359                  6.375                      0                      0                    0.25                  6.625 (TUJUNGA AREA) LOS ANGECA                                       91042 PUD                                    832500                20060601                     75 No MI                                1.00E+17                    2.25               20110501                 11.625                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G03                                                   375625.69                2254.31                    360                     359                   5.75                      0                      0                    0.25                      6 WAILUKU                HI                                       96793 Condominium                            376000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     11                      2                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G03                                                      591200                3017.58                    360                     359                  5.875                      0                      0                    0.25                  6.125 LOS ANGELES            CA                                       91423 Condominium                            591200                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.125                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GII                      G03                                                      264000                1292.50                    360                     359                    5.5                      0                      0                   0.375                  5.875 Scottsdale             AZ                                       85251 Single Family                          264000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 10.875                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GIII                     G03                                                      581400                3209.81                    360                     359                  5.885                   0.49                      0                    0.25                  6.625 CUMMING                GA                                       30041 PUD                                    581400                20060601                     90 Republic MIC                         1.00E+17                   2.875               20110501                 11.625                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G01                                                      156000                 780.00                    360                     358                   5.75                      0                      0                    0.25                      6 ORLANDO                FL                                       32824 PUD                                    156000                20060501            77.23000336 No MI                                1.00E+17                    2.25               20110401                 11.625                  2.135                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 ADN1
GIII                     G03                                                      494935                2577.79                    360                     359                      6                      0                      0                    0.25                   6.25 ROLLING HILLS          CA                                       90274 Condominium                            494935                20060601            70.70999908 No MI                                1.00E+17                    2.25               20110501                  11.25                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G03                                                      592600                2531.75                    360                     359                  4.875                      0                      0                    0.25                  5.125 MORGAN HILL            CA                                       95037 Single Family                          592800                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 10.125                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G03                                                      153856                 977.63                    360                     359                   7.25                      0                      0                   0.375                  7.625 CHANDLER               AZ                                       85225 2-4 Family                             153856                20060601            76.93000031 No MI                                1.00E+17                    2.25               20110501                 12.625                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GIII                     G03                                                      700720                4087.53                    360                     360                   6.75                      0                      0                    0.25                      7 CHICAGO                IL                                       60610 Condominium                            700720                20060701                     80 No MI                                1.00E+17                    2.25               20110601                     12                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360601 ADN1
GII                      G02                                                      109200                 614.25                    360                     358                  6.375                      0                      0                   0.375                   6.75 CLINTON                OH                                       44216 Single Family                          109200                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  11.75                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GIII                     G03                                                      700000                3937.50                    360                     359                    6.5                      0                      0                    0.25                   6.75 ORONO                  MN                                       55391 Single Family                          700000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  11.75                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G01                                                      480000                2900.00                    360                     359                      7                      0                      0                    0.25                   7.25 INDIO                  CA                                       92201 PUD                                    480000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.25                      2                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GII                      G02                                                   251999.45                1417.50                    360                     358                  6.375                      0                      0                   0.375                   6.75 Seymour                CT                                        6483 Single Family                          252000                20060501                     80 No MI                                1.00E+16                    2.25               20110401                  12.75                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                      157810                 887.68                    360                     358                  6.375                      0                      0                   0.375                   6.75 Peoria                 AZ                                       85381 PUD                                    157810                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.75                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      108000                 742.50                    360                     358                  7.875                      0                      0                   0.375                   8.25 KALAMATH FALLS         OR                                       97601 Single Family                          108000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  13.25                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G03                                                      139365                 871.03                    360                     359                  7.125                      0                      0                   0.375                    7.5 Englewood              CO                                       80111 Condominium                            139365                20060601                     90 Mortgage Guaranty In                 1.00E+17                    2.25               20110501                   12.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      287899                2039.28                    360                     358                  8.125                      0                      0                   0.375                    8.5 Fresno                 CA                                       93727 Single Family                          287899                20060501                     80 No MI                                1.00E+17                    2.75               20110401                   14.5                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G03                                                   149286.32                1031.87                    360                     359                      7                      0                      0                   0.375                  7.375 Portland               ME                                        4103 Single Family                          149400                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.375                  2.375                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 WALN
GI                       G02                                                      164000                1127.50                    360                     359                  7.875                      0                      0                   0.375                   8.25 HENRYVILLE             IN                                       47126 Single Family                          164000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  13.25                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G02                                                   115904.73                 770.97                    360                     359                  6.615                      0                      0                   0.375                   6.99 Seven Hills            OH                                       44131 Single Family                          116000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  11.99                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                    63831.75                 463.46                    360                     358                    7.5                      0                      0                   0.375                  7.875 Pearland               TX                                       77581 Single Family                           63920                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      159200                1044.75                    360                     359                    7.5                      0                      0                   0.375                  7.875 CAMBRIDGE              MN                                       55008 Single Family                          159200                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G03                                                      193752                1210.95                    360                     358                  7.125                      0                      0                   0.375                    7.5 Las Vegas              NV                                       89156 PUD                                    193752                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G03                                                      361650                1770.58                    360                     358                    5.5                      0                      0                   0.375                  5.875 Sacramento             CA                                       95758 Single Family                          361650                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.875                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      195000                1360.94                    360                     358                      8                      0                      0                   0.375                  8.375 Cocoa                  FL                                       32927 Single Family                          195000                20060501                     75 No MI                                                            2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                   114824.88                 765.20                    360                     358                  6.625                      0                      0                   0.375                      7 West Jordan            UT                                       84088 Single Family                          115014                20060501                     80 No MI                                                            2.25               20110401                     13                  1.875                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G03                                                      472000                2753.33                    360                     355                  6.625                      0                      0                   0.375                      7 Fremont                CA                                       94538 Single Family                          472000                20060201                     80 No MI                                1.00E+17                    2.75               20110101                     12                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360101 AFL2
GI                       G02                                                      364000                2350.83                    360                     358                  7.375                      0                      0                   0.375                   7.75 Antioch                CA                                       94509 Single Family                          364000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.75                  2.375                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      133600                 932.42                    360                     358                      8                      0                      0                   0.375                  8.375 Boise                  ID                                       83709 Single Family                          133600                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                      171200                 945.17                    360                     358                   6.25                      0                      0                   0.375                  6.625 West Saint Paul        MN                                       55118 Townhouse                              171200                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.625                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 WALN
GIII                     G03                                                      952000                5553.33                    360                     359                   6.75                      0                      0                    0.25                      7 MANHATTAN BEACH        CA                                       90266 Single Family                          952000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     12                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G01                                                     1031250                6445.31                    360                     359                   7.25                      0                      0                    0.25                    7.5 OXNARD                 CA                                       93035 Single Family                         1031250                20060601                     75 No MI                                1.00E+17                    2.25               20110501                   12.5                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G03                                                      464000                2561.67                    360                     359                  6.375                      0                      0                    0.25                  6.625 RIVERSIDE              CA                                       92508 Single Family                          464000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.625                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GIII                     G03                                                      631200                3484.75                    360                     359                  6.375                      0                      0                    0.25                  6.625 MORGAN HILL            CA                                       95037 PUD                                    631200                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.625                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G01                                                      540000                3262.50                    360                     359                      7                      0                      0                    0.25                   7.25 FOLLY BEACH            SC                                       29439 Single Family                          540000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.25                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G01                                                      508000                3122.08                    360                     359                  7.125                      0                      0                    0.25                  7.375 NORTH LAS VEGAS        NV                                       89084 PUD                                    508000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.375                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G01                                                      466875                2869.34                    360                     359                  7.125                      0                      0                    0.25                  7.375 STANTON                CA                                       90680 Single Family                          466875                20060601                     75 No MI                                1.00E+17                    2.25               20110501                 12.375                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G03                                                   440350.58                2607.50                    360                     359                  5.625                      0                      0                    0.25                  5.875 ONTARIO                CA                                       91761 Single Family                          440800                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 10.875                      2                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G02                                                      355300                2294.65                    360                     358                  7.375                      0                      0                   0.375                   7.75 North Venice           FL                                       34275 Single Family                          355300                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.75                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GIII                     G03                                                      529600                2813.50                    360                     359                  6.125                      0                      0                    0.25                  6.375 ELMHURST               IL                                       60126 Single Family                          529600                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.375                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G03                                                      467900                2436.98                    360                     359                      6                      0                      0                    0.25                   6.25 ESCONDIDO              CA                                       92026 Single Family                          467900                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  11.25                      2                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G03                                                      360000                2250.00                    360                     354                  7.125                      0                      0                   0.375                    7.5 Cape Coral             FL                                       33991 Single Family                          360000                20060101                     80 No MI                                1.00E+17                    2.25               20101201                   12.5                      2                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20351201 AFL2
GII                      G03                                                    607489.2                3994.13                    360                     359                    6.5                      0                      0                   0.375                  6.875 Northridge             CA                                       91326 Single Family                          608000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.875                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      742500                5182.03                    360                     358                      8                      0                      0                   0.375                  8.375 BOSTON                 MA                                        2113 2-4 Family                             742500                20060501                     75 No MI                                1.00E+17                    2.25               20110401                 14.375                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      274187                1770.79                    360                     359                  7.375                      0                      0                   0.375                   7.75 Peoria                 AZ                                       85383 PUD                                    274187                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 WALN
GII                      G02                                                      171500                 946.82                    360                     358                   6.25                      0                      0                   0.375                  6.625 Orlando                FL                                       32825 Single Family                          171500                20060501                     70 No MI                                1.00E+17                    2.75               20110401                 12.625                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                   141404.46                1026.70                    360                     358                    7.5                      0                      0                   0.375                  7.875 Zion                   IL                                       60099 Single Family                          141600                20060501                     80 No MI                                1.00E+17                   4.375               20110401                 12.875                  2.375                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      139920                 918.23                    360                     358                    7.5                      0                      0                   0.375                  7.875 Springfield            IL                                       62704 Single Family                          139920                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.875                      4                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G03                                                     1106250                6914.06                    360                     359                  7.125                      0                      0                   0.375                    7.5 Colts Neck             NJ                                        7722 Single Family                         1106250                20060601                     75 No MI                                1.00E+17                    2.25               20110501                   12.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 WALN
GI                       G02                                                      280000                1779.17                    360                     357                   7.25                      0                      0                   0.375                  7.625 ANOKA                  MN                                       55304 Single Family                          280000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 13.625                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GI                       G02                                                    82343.29                 597.46                    360                     359                    7.5                      0                      0                   0.375                  7.875 SAINT LOUIS            MO                                       63130 Single Family                           82400                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.875                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      396200                3011.41                    360                     360                      8                      0                      0                   0.375                  8.375 LITTLE ELM             TX                                       75068 PUD                                    396200                20060701                     70 No MI                                1.00E+17                    2.25               20110601                 13.375                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360601 AFL2
GIII                     G03                                                      636000                3445.00                    360                     359                   6.25                      0                      0                    0.25                    6.5 DUBLIN                 CA                                       94568 Condominium                            636000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   11.5                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GIII                     G02                                                      172000                 931.67                    360                     359                   6.25                      0                      0                    0.25                    6.5 LENEXA                 KS                                       66219 Single Family                          172000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   11.5                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G01                                                     1785000               10970.31                    360                     359                  7.125                      0                      0                    0.25                  7.375 SCOTTSDALE             AZ                                       85258 PUD                                   1785000                20060601                     70 No MI                                1.00E+17                    2.25               20110501                 12.375                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GIII                     G03                                                      191324                1150.54                    360                     357                   5.75                      0                      0                    0.25                      6 WEST JORDAN            UT                                       84088 Single Family                          191900                20060401            88.83999634 PMI                                  1.00E+17                    2.25               20110301                     12                      2                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360301 ADN1
GIII                     G03                                                      429600                2103.25                    360                     359                  5.625                      0                      0                    0.25                  5.875 SUISUN                 CA                                       94585 Single Family                          429600                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 10.875                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G01                                                   151992.67                 918.29                    360                     358                   6.42                   0.58                      0                    0.25                   7.25 POLSON                 MT                                       59860 Single Family                          152000                20060501                     95 YES                                  1.00E+17                   3.125               20110401                  12.25                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GII                      G02                                                      260000                1489.58                    360                     357                    6.5                      0                      0                   0.375                  6.875 NAMPA                  ID                                       83686 PUD                                    260000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 12.875                  2.295                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GII                      G02                                                       78800                 459.67                    360                     357                  6.625                      0                      0                   0.375                      7 Memphis                TN                                       38117 Condominium                             78800                20060401                     80 No MI                                1.00E+17                    2.25               20110301                     13                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GIII                     G01                                                      204000                 998.75                    360                     359                  5.625                      0                      0                    0.25                  5.875 VAN NUYS               CA                                       91406 Condominium                            204000                20060601            49.38999939 No MI                                1.00E+17                    2.25               20110501                 10.875                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G01                                                       74700                 474.66                    360                     357                  7.375                      0                      0                    0.25                  7.625 CHEBOYGAN              MI                                       49721 2-4 Family                              74700                20060401                     90 United Guaranty                      1.00E+17                    2.25               20110301                 12.625                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360301 ADN1
GI                       G01                                                     1200000                8250.00                    360                     359                      8                      0                      0                    0.25                   8.25 GLENDALE               CA                                       91207 Single Family                         1200000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  13.25                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G02                                                      199800                1082.25                    360                     359                   6.25                      0                      0                    0.25                    6.5 YUCAIPA                CA                                       92399 Single Family                          199800                20060601            30.97999954 No MI                                1.00E+17                    2.25               20110501                   11.5                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GII                      G02                                                      364000                1971.67                    360                     359                  6.125                      0                      0                   0.375                    6.5 Woodbridge             VA                                       22193 Single Family                          364000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   11.5                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GIII                     G03                                                      440000                2566.67                    360                     359                   6.75                      0                      0                    0.25                      7 WILMINGTON             CA                                       90744 Single Family                          440000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     12                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GIII                     G03                                                  1206434.66                7731.75                    360                     359                  6.375                      0                      0                    0.25                  6.625 ORANGE BEACH           AL                                       36561 Condominium                           1207500                20060601                     70 No MI                                1.00E+17                    2.25               20110501                 11.625                      2                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360501 ADN1
GIII                     G01                                                   100521.23                 620.64                    360                     358                      6                      0                      0                    0.25                   6.25 SPRINGFIELD            MA                                        1109 Single Family                          100800                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  11.25                      2                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G03                                                     1000000                5416.67                    360                     359                   6.25                      0                      0                    0.25                    6.5 HAYWARD                CA                                       94544 Single Family                         1000000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   11.5                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G01                                                      450462                2768.46                    360                     359                  7.125                      0                      0                    0.25                  7.375 CARPINTERIA            CA                                       93013 Condominium                            450462                20060601            72.66000366 No MI                                1.00E+17                    2.25               20110501                 12.375                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G02                                                      106295                 631.13                    360                     358                  6.875                      0                      0                    0.25                  7.125 SPRING HILL            TN                                       37174 PUD                                    106320                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.125                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G03                                                     1173600                6846.00                    360                     359                   6.75                      0                      0                    0.25                      7 NAPLES                 FL                                       34108 PUD                                   1173600                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     12                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GII                      G03                                                      227500                1350.78                    360                     360                   6.75                      0                      0                   0.375                  7.125 ATLANTA                GA                                       30310 Single Family                          227500                20060701                     70 No MI                                1.00E+17                    2.25               20110601                 12.125                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GI                       G02                                                      136000                 864.17                    360                     359                   7.25                      0                      0                   0.375                  7.625 Philadelphia           PA                                       19103 Condominium                            136000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.625                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 WALN
GI                       G02                                                      119200                 831.92                    360                     359                      8                      0                      0                   0.375                  8.375 Hooksett               NH                                        3106 Condominium                            119200                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 WALN
GII                      G03                                                      350400                2080.50                    360                     358                   6.75                      0                      0                   0.375                  7.125 Citrus Heights         CA                                       95610 Single Family                          350400                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.125                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G03                                                      337500                2039.07                    360                     359                  6.875                      0                      0                   0.375                   7.25 Scottsdale             AZ                                       85255 PUD                                    337500                20060601                     75 No MI                                1.00E+17                    2.25               20110501                  12.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 WALN
GII                      G03                                                      217000                1311.04                    360                     356                  6.875                      0                      0                   0.375                   7.25 Roselle                NJ                                        7203 Single Family                          217000                20060301                     70 No MI                                1.00E+17                    2.25               20110201                  12.25                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360201 AFL2
GI                       G02                                                      303200                2116.08                    360                     358                      8                      0                      0                   0.375                  8.375 Chicago                IL                                       60618 2-4 Family                             303200                20060501                     80 No MI                                                            2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      221250                1451.95                    360                     358                    7.5                      0                      0                   0.375                  7.875 STERLING               VA                                       20164 Townhouse                              221250                20060501                     75 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      224000                1563.33                    360                     357                      8                      0                      0                   0.375                  8.375 FORT LAUDERDALE        FL                                       33312 Single Family                          224000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 14.375                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GIII                     G03                                                      488000                2846.67                    360                     359                   6.75                      0                      0                    0.25                      7 CAMARILLO              CA                                       93010 Single Family                          488000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     12                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GIII                     G01                                                      148600                 773.96                    360                     359                      6                      0                      0                    0.25                   6.25 FOLEY                  AL                                       36535 PUD                                    148600                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  11.25                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G01                                                   233848.93                1120.53                    360                     358                    5.5                      0                      0                    0.25                   5.75 BAKERSFIELD            CA                                       93312 Single Family                          233880                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  10.75                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 ADN1
GI                       G01                                                      696500                4425.68                    360                     359                  7.375                      0                      0                    0.25                  7.625 LA QUINTA              CA                                       92253 PUD                                    696500                20060601                     70 No MI                                1.00E+17                    2.25               20110501                 12.625                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G01                                                      220000                1352.08                    360                     359                  7.125                      0                      0                    0.25                  7.375 GULF BREEZE            FL                                       32563 PUD                                    220000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.375                      2                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GIII                     G03                                                     1500000                8281.25                    360                     360                  6.375                      0                      0                    0.25                  6.625 GREENWICH              CT                                        6870 Single Family                         1500000                20060701                     60 No MI                                1.00E+17                    2.25               20110601                 11.625                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360601 ADN1
GIII                     G03                                                      425000                2390.63                    360                     359                   6.21                   0.29                      0                    0.25                   6.75 LOS ANGELES            CA                                       90037 Single Family                          425000                20060601                     85 United Guaranty                      1.00E+17                    2.75               20110501                  11.75                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G02                                                   184155.09                1035.87                    360                     358                    6.5                      0                      0                    0.25                   6.75 PEACHTREE CITY         GA                                       30269 Single Family                          184500                20060501                     90 Republic MIC                         1.00E+17                    2.25               20110401                  11.75                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G03                                                      480000                2550.00                    360                     359                  6.125                      0                      0                    0.25                  6.375 LOS ANGELES            CA                                       91364 Single Family                          480000                20060601            67.61000061 No MI                                1.00E+17                    2.25               20110501                 11.375                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GII                      G02                                                      148850                 852.79                    360                     359                    6.5                      0                      0                   0.375                  6.875 GLEN BURNIE            MD                                       21061 Condominium                            148850                20060601                     65 No MI                                1.00E+17                    2.25               20110501                 12.875                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G02                                                      139436                 784.33                    360                     359                  6.375                      0                      0                   0.375                   6.75 JONESBORO              GA                                       30238 PUD                                    139436                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  11.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G01                                                   255285.25                1964.12                    360                     359                  8.125                      0                      0                   0.375                    8.5 Huntington Station     NY                                       11746 Single Family                          255440                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   13.5                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G03                                                      149432                 933.95                    360                     359                  7.125                      0                      0                   0.375                    7.5 Covington              GA                                       30016 PUD                                    149432                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   12.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G01                                                      141600                 929.25                    360                     360                    7.5                      0                      0                   0.375                  7.875 Fishers                IN                                       46038 PUD                                    141600                20060701                     80 No MI                                1.00E+17                    2.25               20110601                 12.875                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360601 AFL2
GIII                     G03                                                      194300                 971.50                    360                     360                   5.75                      0                      0                    0.25                      6 GERMANTOWN             MD                                       20874 Condominium                            194300                20060701            79.98999786 No MI                                1.00E+17                    2.25               20110601                     11                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360601 ADN1
GI                       G01                                                      280000                1866.67                    360                     358                   7.75                      0                      0                    0.25                      8 SPRINGFIELD            VA                                       22153 PUD                                    280000                20060501            73.68000031 No MI                                1.00E+17                    2.25               20110401                     14                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G02                                                      218400                1205.75                    360                     354                   6.25                      0                      0                   0.375                  6.625 Las Vegas              NV                                       89131 PUD                                    218400                20060101                     80 No MI                                1.00E+17                   2.375               20071201                 11.625                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      24 N                                    20351201 AFL2
GI                       G01                                                      264000                1732.50                    360                     360                  7.625                      0                      0                    0.25                  7.875 GRANITE FALLS          WA                                       98252 PUD                                    264000                20060701                     80 No MI                                1.00E+17                    2.25               20110601                 12.875                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360601 ADN1
GIII                     G03                                                   579136.43                4055.44                    360                     358                   7.25                      0                      0                    0.25                    7.5 OLDSMAR                FL                                       34677 Single Family                          580000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                      2                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 ADN1
GIII                     G03                                                      489799                2806.14                    360                     357                  6.625                      0                      0                    0.25                  6.875 MURRIETA               CA                                       92563 Single Family                          489799                20060401                     80 No MI                                1.00E+17                    3.25               20110301                 11.875                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 ADN1
GIII                     G02                                                      182000                1004.79                    360                     359                  6.375                      0                      0                    0.25                  6.625 KEY WEST               FL                                       33040 Single Family                          182000                20060601            37.91999817 No MI                                1.00E+17                    2.25               20110501                 12.625                      3                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G03                                                      568750                3080.73                    360                     357                   6.25                      0                      0                    0.25                    6.5 SANTA CRUZ             CA                                       95062 2-4 Family                             568750                20060401                     65 No MI                                1.00E+17                    2.25               20110301                   12.5                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 ADN1
GIII                     G01                                                      162800                 814.00                    360                     360                   5.75                      0                      0                    0.25                      6 ALPHARETTA             GA                                       30004 PUD                                    162800                20060701                     80 No MI                                1.00E+17                    2.25               20110601                     11                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360601 ADN1
GIII                     G02                                                      184700                1058.18                    360                     359                  6.625                      0                      0                    0.25                  6.875 MIAMI                  FL                                       33176 Condominium                            184700                20060601            79.95999908 No MI                                1.00E+17                    2.25               20110501                 11.875                      2                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GIII                     G02                                                      230000                1221.88                    360                     359                  6.125                      0                      0                    0.25                  6.375 SANTA ROSA             CA                                       95407 Single Family                          230000                20060601                     50 No MI                                1.00E+17                    2.25               20110501                 11.375                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GIII                     G01                                                   167041.35                1029.48                    360                     359                      6                      0                      0                    0.25                   6.25 STEVENSVILLE           MT                                       59870 Single Family                          167200                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  11.25                      2                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360501 ADN1
GIII                     G03                                                     1335000                7648.44                    360                     358                  6.625                      0                      0                    0.25                  6.875 LAS VEGAS              NV                                       89117 Single Family                         1335000                20060501                     75 No MI                                1.00E+17                    2.25               20110401                 11.875                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 ADN1
GIII                     G02                                                    107203.2                 591.85                    360                     357                  6.375                      0                      0                    0.25                  6.625 REEDLEY                CA                                       93654 Single Family                          107250                20060401            57.97000122 No MI                                1.00E+17                   4.283               20110301                 12.625                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 ADN1
GIII                     G02                                                      180000                1012.50                    360                     359                    6.5                      0                      0                    0.25                   6.75 ORLANDO                FL                                       32837 PUD                                    180000                20060601                     60 No MI                                1.00E+17                    2.25               20110501                  11.75                  4.033                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GIII                     G02                                                      612000                3570.00                    360                     357                   6.75                      0                      0                    0.25                      7 LOS ANGELES            CA                                       90039 2-4 Family                             612000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                     13                      2                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 ADN1
GIII                     G02                                                      409000                2300.63                    360                     360                    6.5                      0                      0                    0.25                   6.75 ARNOLD                 MD                                       21012 Single Family                          409000                20060701            79.41999817 No MI                                1.00E+17                    2.25               20110601                  11.75                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360601 ADN1
GII                      G03                                                      126000                 682.50                    360                     360                  6.125                      0                      0                   0.375                    6.5 PHOENIX                AZ                                       85033 Single Family                          126000                20060701                     70 No MI                                1.00E+17                    2.25               20110601                   11.5                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GIII                     G03                                                      639600                3664.38                    360                     358                  6.625                      0                      0                    0.25                  6.875 SIMI VALLEY            CA                                       93063 Single Family                          639600                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.875                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G01                                                      302400                1984.50                    360                     357                  7.625                      0                      0                    0.25                  7.875 FRESNO                 CA                                       93720 Single Family                          302400                20060401                     80 No MI                                1.00E+17                    3.75               20110301                 12.875                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 ADN1
GIII                     G02                                                      116000                 664.58                    360                     359                  6.625                      0                      0                    0.25                  6.875 AUSTIN                 TX                                       78728 Single Family                          116000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.875                    3.5                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GIII                     G02                                                      287200                1555.67                    360                     357                   6.25                      0                      0                    0.25                    6.5 COBB                   CA                                       95426 Single Family                          287200                20060401                     80 No MI                                1.00E+17                    2.25               20110301                   12.5                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 ADN1
GI                       G03                                                   108869.38                 753.66                    360                     357                      7                      0                      0                   0.375                  7.375 DALLAS                 GA                                       30157 Single Family                          109120                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 12.375                      2                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G02                                                      108400                 745.25                    360                     359                  7.875                      0                      0                   0.375                   8.25 MAPLEWOOD              MN                                       55106 Single Family                          108400                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  13.25                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      174000                1141.88                    360                     360                    7.5                      0                      0                   0.375                  7.875 Port Saint Lucie       FL                                       34984 Single Family                          174000                20060701                     75 No MI                                1.00E+17                    2.25               20110601                 12.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GI                       G02                                                      272304                2093.78                    360                     360                  8.125                      0                      0                   0.375                    8.5 HOUSTON                TX                                       77006 Condominium                            272304                20060701                     80 No MI                                1.00E+17                    2.25               20110601                   13.5                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360601 AFL2
GII                      G03                                                      103250                 623.80                    360                     360                  6.875                      0                      0                   0.375                   7.25 Portland               OR                                       97236 Single Family                          103250                20060701                     70 No MI                                1.00E+17                    2.25               20110601                  12.25                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GI                       G02                                                      128000                 826.67                    360                     359                  7.375                      0                      0                   0.375                   7.75 Silver City            NM                                       88061 Single Family                          128000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G03                                                      112560                 680.05                    360                     359                  6.875                      0                      0                   0.375                   7.25 OXFORD                 GA                                       30054 Single Family                          112560                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GIII                     G02                                                      270000                1490.63                    360                     360                  6.375                      0                      0                    0.25                  6.625 ESCONDIDO              CA                                       92025 Single Family                          270000                20060701            61.36000061 No MI                                1.00E+17                    2.25               20110601                 11.625                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360601 ADN1
GIII                     G02                                                      205800                1114.75                    360                     357                   6.25                      0                      0                    0.25                    6.5 LAS VEGAS              NV                                       89129 PUD                                    205800                20060401                     70 No MI                                1.00E+17                    2.25               20110301                   12.5                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 ADN1
GI                       G02                                                      289560                1598.61                    360                     354                   6.25                      0                      0                   0.375                  6.625 North Las Vegas        NV                                       89031 Single Family                          289560                20060101                     80 No MI                                1.00E+17                   2.375               20071201                 11.625                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      24 N                                    20351201 AFL2
GIII                     G02                                                      168000                 927.50                    360                     360                  6.375                      0                      0                    0.25                  6.625 MEDFORD                OR                                       97504 Single Family                          168000                20060701                     80 No MI                                1.00E+17                    2.25               20110601                 11.625                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360601 ADN1
GIII                     G03                                                      485000                2677.60                    360                     358                  6.375                      0                      0                    0.25                  6.625 COCONUT GROVE          FL                                       33133 Condominium                            485000                20060501            69.77999878 No MI                                1.00E+17                    2.25               20110401                 11.625                      2                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 ADN1
GI                       G02                                                      126500                 856.51                    360                     358                   7.75                      0                      0                   0.375                  8.125 CHICAGO                IL                                       60613 Condominium                            126500                20060501            79.09999847 No MI                                1.00E+17                    2.25               20110401                 13.125                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GIII                     G02                                                      176000                 935.00                    360                     357                  6.125                      0                      0                    0.25                  6.375 FRESNO                 CA                                       93710 Single Family                          176000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 11.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 ADN1
GI                       G02                                                      124000                 800.83                    360                     355                  7.375                      0                      0                   0.375                   7.75 Lugoff                 SC                                       29078 Single Family                          124000                20060201                     80 No MI                                1.00E+17                    2.25               20110101                  12.75                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360101 AFL2
GI                       G01                                                      117217                 769.24                    360                     359                    7.5                      0                      0                   0.375                  7.875 Hampton                GA                                       30228 Single Family                          117217                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G03                                                      118400                 801.67                    360                     359                   7.75                      0                      0                   0.375                  8.125 Carrollton             GA                                       30116 PUD                                    118400                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.125                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G03                                                      190792                1152.70                    360                     359                  6.875                      0                      0                   0.375                   7.25 CHARLOTTE              NC                                       28269 PUD                                    190792                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G02                                                      197592                1132.04                    360                     359                    6.5                      0                      0                   0.375                  6.875 SNELLVILLE             GA                                       30039 PUD                                    197592                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GIII                     G02                                                      244000                1347.08                    360                     357                  6.375                      0                      0                    0.25                  6.625 FONTANA                CA                                       92336 Condominium                            244000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 11.625                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 ADN1
GIII                     G03                                                      558400                3199.17                    360                     357                  6.625                      0                      0                    0.25                  6.875 LAKE FOREST            CA                                       92630 PUD                                    558400                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 11.875                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 ADN1
GIII                     G02                                                      273000                1450.31                    360                     357                  6.125                      0                      0                    0.25                  6.375 REDWOOD CITY           CA                                       94063 Single Family                          273000                20060401            36.40000153 No MI                                1.00E+17                    2.25               20110301                 12.375                      2                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 ADN1
GIII                     G02                                                      187992                1116.20                    360                     358                  6.875                      0                      0                    0.25                  7.125 MIAMI                  FL                                       33032 Single Family                          187992                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.125                      2                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 ADN1
GIII                     G02                                                      221800                1178.31                    360                     358                  6.125                      0                      0                    0.25                  6.375 SURPRISE               AZ                                       85374 PUD                                    221800                20060501            74.98000336 No MI                                1.00E+17                    2.25               20110401                 12.375                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G02                                                      304400                1712.25                    360                     358                    6.5                      0                      0                    0.25                   6.75 SAN MARCOS             CA                                       92069 Condominium                            304400                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.75                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G02                                                      175868                1007.58                    360                     358                  6.625                      0                      0                    0.25                  6.875 NORTH LAS VEGAS        NV                                       89081 Condominium                            175868                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 ADN1
GIII                     G03                                                      780000                4225.00                    360                     358                   6.25                      0                      0                    0.25                    6.5 LAGUNA NIGUEL          CA                                       92677 Single Family                          780000                20060501                     65 No MI                                1.00E+17                    2.25               20110401                   12.5                      2                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 ADN1
GII                      G03                                                      149200                 885.88                    360                     359                   6.75                      0                      0                   0.375                  7.125 Powder Springs         GA                                       30127 PUD                                    149200                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.125                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G02                                                      166657                 954.81                    360                     359                    6.5                      0                      0                   0.375                  6.875 ATLANTA                GA                                       30331 PUD                                    166657                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G03                                                      165192                1015.24                    360                     359                      7                      0                      0                   0.375                  7.375 DACULA                 GA                                       30019 PUD                                    165192                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G03                                                       94500                 472.50                    360                     359                  5.625                      0                      0                   0.375                      6 Stockbridge            GA                                       30281 PUD                                     94500                20060601            75.66000366 No MI                                1.00E+17                    2.25               20110501                     11                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G02                                                      188750                1042.06                    360                     359                   6.25                      0                      0                   0.375                  6.625 CUMMING                GA                                       30040 PUD                                    188750                20060601            79.98999786 No MI                                1.00E+17                    2.25               20110501                 11.625                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GIII                     G03                                                      146500                 701.98                    360                     359                    5.5                      0                      0                    0.25                   5.75 FLAGSTAFF              AZ                                       86004 PUD                                    146500                20060601            69.76000214 No MI                                1.00E+17                    2.25               20110501                  10.75                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G02                                                      412000                2231.67                    360                     358                   6.25                      0                      0                    0.25                    6.5 ESTES PARK             CO                                       80517 Single Family                          412000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G02                                                      291900                1702.75                    360                     359                   6.75                      0                      0                    0.25                      7 KISSIMMEE              FL                                       34747 PUD                                    291900                20060601                     70 No MI                                1.00E+17                    2.25               20110501                     12                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G03                                                      520000                2925.00                    360                     358                    6.5                      0                      0                    0.25                   6.75 LAKE FOREST            CA                                       92630 Single Family                          520000                20060501            78.55000305 No MI                                1.00E+17                    2.25               20110401                  12.75                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G01                                                      248000                1214.17                    360                     359                  5.625                      0                      0                    0.25                  5.875 LAS VEGAS              NV                                       89121 Single Family                          248000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 10.875                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GIII                     G01                                                    295712.3                1798.53                    360                     359                  5.875                      0                      0                    0.25                  6.125 WAUKESHA               WI                                       53189 Single Family                          296000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.125                      2                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G02                                                      304900                1651.54                    360                     358                   6.25                      0                      0                    0.25                    6.5 SAN DIEGO              CA                                       92113 Single Family                          305000                20060501            72.62000275 No MI                                1.00E+17                    2.25               20110401                   12.5                      2                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 ADN1
GI                       G01                                                      255000                1700.00                    360                     359                   7.75                      0                      0                    0.25                      8 WEST SPRINGFIELD       MA                                        1089 Single Family                          255000                20060601            94.80000305 GE Capital MI                        1.00E+17                    2.25               20110501                     13                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G03                                                      512000                2826.67                    360                     357                  6.375                      0                      0                    0.25                  6.625 RIVERSIDE              CA                                       92506 Single Family                          512000                20060401                     80 No MI                                1.00E+17                    3.25               20110301                 11.625                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 ADN1
GIII                     G02                                                   242911.66                1562.36                    360                     355                  6.375                      0                      0                    0.25                  6.625 LOWELL                 MA                                        1851 Single Family                          244000                20060201                     80 No MI                                1.00E+17                    2.75               20110101                 11.625                      3                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360101 ADN1
GII                      G03                                                      122500                 663.54                    360                     359                  6.125                      0                      0                   0.375                    6.5 GLENDALE               AZ                                       85302 Single Family                          122500                20060601                     70 No MI                                1.00E+17                    2.25               20110501                   11.5                    2.5                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G01                                                   303318.93                2125.61                    360                     357                   7.25                      0                      0                    0.25                    7.5 HEMET                  CA                                       92543 2-4 Family                             304000                20060401                     80 No MI                                1.00E+17                    3.25               20110301                   12.5                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360301 ADN1
GI                       G01                                                      317800                1920.04                    360                     359                      7                      0                      0                    0.25                   7.25 LANCASTER              CA                                       93535 Single Family                          317800                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.25                      3                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G03                                                      524000                2565.42                    360                     358                  5.625                      0                      0                    0.25                  5.875 LOS ANGELES            CA                                       91311 Single Family                          524000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 10.875                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G02                                                      316000                1876.25                    360                     357                  6.875                      0                      0                    0.25                  7.125 VICTORVILLE            CA                                       92392 Single Family                          316000                20060401                     80 No MI                                1.00E+17                    3.25               20110301                 12.125                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 ADN1
GI                       G02                                                    73493.12                 520.94                    360                     358                   7.25                      0                      0                   0.375                  7.625 COLUMBUS               OH                                       43206 2-4 Family                              73600                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.625                      3                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GIII                     G01                                                      280640                1286.27                    360                     357                   5.25                      0                      0                    0.25                    5.5 LA MESA                CA                                       91942 Condominium                            280640                20060401                     80 No MI                                1.00E+17                    2.25               20110301                   11.5                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360301 ADN1
GIII                     G02                                                      320400                1835.63                    360                     357                  6.625                      0                      0                    0.25                  6.875 BOTHELL                WA                                       98021 Condominium                            320400                20060401                     80 No MI                                1.00E+17                    3.25               20110301                 11.875                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 ADN1
GIII                     G01                                                      190000                 950.00                    360                     360                   5.75                      0                      0                    0.25                      6 LANCASTER              CA                                       93535 Single Family                          190000                20060701            63.33000183 No MI                                1.00E+17                    2.25               20110601                     12                      3                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 ADN1
GI                       G01                                                   196727.95                1428.39                    360                     358                  7.625                      0                      0                    0.25                  7.875 PALM CITY              FL                                       34990 PUD                                    197000                20060501            89.94999695 United Guaranty                      1.00E+17                    2.25               20110401                 13.875                      2                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 ADN1
GII                      G02                                                      288000                1650.00                    360                     358                    6.5                      0                      0                   0.375                  6.875 PHOENIX                AZ                                       85048 PUD                                    288000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.875                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GIII                     G02                                                      402133                2220.11                    360                     360                  6.375                      0                      0                    0.25                  6.625 LAS VEGAS              NV                                       89123 PUD                                    402133                20060701                     80 No MI                                1.00E+17                    2.25               20110601                 11.625                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 ADN1
GIII                     G02                                                      256000                1360.00                    360                     357                  6.125                      0                      0                    0.25                  6.375 BEAUMONT               CA                                       92223 PUD                                    256000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 12.375                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 ADN1
GII                      G03                                                      210700                1272.98                    360                     356                  6.875                      0                      0                   0.375                   7.25 Naples                 FL                                       34105 Condominium                            210700                20060301            79.98999786 No MI                                1.00E+17                    2.25               20110201                  12.25                      2                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360201 AFL2
GI                       G02                                                      113600                 781.00                    360                     358                  7.875                      0                      0                   0.375                   8.25 Colorado Springs       CO                                       80903 Single Family                          113600                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  13.25                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                   246542.77                1412.48                    360                     357                  6.625                      0                      0                    0.25                  6.875 Modesto                CA                                       95351 Single Family                          248250                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 11.875                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360301 AFL2
GII                      G02                                                      232800                1333.75                    360                     357                  6.625                      0                      0                    0.25                  6.875 North Lauderdale       FL                                       33068 PUD                                    232800                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 11.875                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G02                                                      146900                 948.73                    360                     358                  7.375                      0                      0                   0.375                   7.75 Miami                  FL                                       33196 Condominium                            146900                20060501            69.98999786 No MI                                1.00E+17                    2.25               20110401                  12.75                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                   356183.87                2314.20                    360                     358                    6.5                      0                      0                    0.25                   6.75 Naples                 FL                                       34120 Single Family                          356800                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  11.75                  1.875                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                      332000                1763.75                    360                     358                      6                      0                      0                   0.375                  6.375 IRVINE                 CA                                       92612 Condominium                            332000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.375                      2                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G03                                                   648461.31                4379.18                    360                     357                  6.875                      0                      0                    0.25                  7.125 Boston                 MA                                        2111 Condominium                            650000                20060401            77.83999634 No MI                                1.00E+17                    2.25               20110301                 12.125                  1.875                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G01                                                     1087500                7250.00                    360                     356                  7.625                      0                      0                   0.375                      8 Las Vegas              NV                                       89135 Single Family                         1087500                20060301                     75 No MI                                1.00E+17                    2.25               20110201                     13                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360201 AFL2
GI                       G03                                                      650000                4062.50                    360                     358                  7.125                      0                      0                   0.375                    7.5 Temple City            CA                                       91780 Single Family                          650000                20060501            78.30999756 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G03                                                  1465609.53                7775.43                    360                     357                  6.125                      0                      0                    0.25                  6.375 Cockeysville           MD                                       21030 Townhouse                             1470000                20060401                     70 No MI                                1.00E+17                    2.25               20110301                 11.375                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G02                                                      142905                 952.70                    360                     358                  7.625                      0                      0                   0.375                      8 Lehi                   UT                                       84043 Single Family                          142905                20060501                     75 No MI                                                            2.25               20110401                     13                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G03                                                      332000                2075.00                    360                     355                  7.125                      0                      0                   0.375                    7.5 Naples                 FL                                       34113 PUD                                    332000                20060201            79.27999878 No MI                                1.00E+17                    2.25               20110101                   13.5                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360101 AFL2
GII                      G03                                                   181861.86                1079.80                    360                     357                   6.75                      0                      0                   0.375                  7.125 Bridgeport             CT                                        6606 PUD                                    182000                20060401                     70 No MI                                1.00E+17                    2.25               20110301                 12.125                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G02                                                   219856.08                1633.50                    360                     359                   7.75                      0                      0                   0.375                  8.125 Saint Petersburg       FL                                       33710 Single Family                          220000                20060601                     80 No MI                                                            2.25               20110501                 13.125                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G03                                                      182704                1122.87                    360                     357                      7                      0                      0                   0.375                  7.375 AUBURN                 GA                                       30011 PUD                                    182704                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 12.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G02                                                       56250                 407.85                    360                     360                    7.5                      0                      0                   0.375                  7.875 Fayetteville           NC                                       28311 Single Family                           56250                20060701                     75 No MI                                                            2.25               20110601                 12.875                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360601 AFL2
GII                      G02                                                      293000                1709.17                    360                     359                  6.625                      0                      0                   0.375                      7 MANCHESTER             NH                                        3104 2-4 Family                             293000                20060601            77.51000214 No MI                                1.00E+17                    2.25               20110501                     12                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G03                                                      517800                2966.56                    360                     357                    6.5                      0                      0                   0.375                  6.875 Oceanside              CA                                       92054 Condominium                            518000                20060401            44.65999985 No MI                                1.00E+17                    2.25               20110301                 11.875                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360301 AFL2
GII                      G03                                                      650000                3385.42                    360                     356                  5.875                      0                      0                   0.375                   6.25 Hilton Head Island     SC                                       29928 PUD                                    650000                20060301            61.02999878 No MI                                1.00E+17                    2.25               20110201                  12.25                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360201 AFL2
GII                      G02                                                      236000                1352.08                    360                     359                    6.5                      0                      0                   0.375                  6.875 Aurora                 CO                                       80014 Single Family                          236000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G01                                                      432000                2835.00                    360                     358                  7.625                      0                      0                    0.25                  7.875 MONROVIA               CA                                       91016 Single Family                          432000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.875                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G02                                                      252000                1417.50                    360                     357                    6.5                      0                      0                    0.25                   6.75 SEARSMONT              ME                                        4973 Single Family                          252000                20060401                     80 No MI                                1.00E+17                    2.75               20110301                  12.75                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 ADN1
GIII                     G02                                                   297006.61                2000.35                    360                     358                  6.625                      0                      0                    0.25                  6.875 LAKE ELSINORE          CA                                       92530 Single Family                          304500                20060501                     70 No MI                                1.00E+17                    2.25               20110401                 12.875                    2.5                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G02                                                    75875.04                 505.63                    360                     358                   6.75                      0                      0                    0.25                      7 LAS VEGAS              NV                                       89101 Condominium                             76000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                     13                      2                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 ADN1
GIII                     G02                                                      360000                1950.00                    360                     358                   6.25                      0                      0                    0.25                    6.5 RANCHO CUCAMONGA       CA                                       91730 Single Family                          360000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G01                                                      256000                1680.00                    360                     358                  6.895                   0.73                      0                    0.25                  7.875 LOCKEFORD              CA                                       95237 Single Family                          256000                20060501            94.80999756 Republic MIC                         1.00E+17                    3.25               20110401                 13.875                      2                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 ADN1
GIII                     G02                                                   248384.12                1656.60                    360                     357                   6.75                      0                      0                    0.25                      7 WILDWOOD CREST         NJ                                        8260 Condominium                            249000                20060401            39.84000015 No MI                                1.00E+17                    2.25               20110301                     13                   2.27                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360301 ADN1
GIII                     G02                                                      407781                2208.81                    360                     357                   6.25                      0                      0                    0.25                    6.5 YUBA CITY              CA                                       95991 Single Family                          407781                20060401                     80 No MI                                1.00E+17                    2.25               20110301                   11.5                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 ADN1
GIII                     G02                                                      256000                1466.67                    360                     356                  6.625                      0                      0                    0.25                  6.875 WORCESTER              MA                                        1607 Single Family                          256000                20060301                     80 No MI                                1.00E+17                    2.75               20110201                 12.875                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360201 ADN1
GII                      G03                                                      496270                2739.82                    360                     359                   6.25                      0                      0                   0.375                  6.625 SAN JOSE               CA                                       95148 Single Family                          496270                20060601            59.08000183 No MI                                1.00E+17                    2.25               20110501                 11.625                    2.5                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GIII                     G03                                                      650000                3520.83                    360                     358                   6.25                      0                      0                    0.25                    6.5 PALO ALTO              CA                                       94301 Condominium                            650000                20060501            67.01000214 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 ADN1
GI                       G01                                                      300000                1875.00                    360                     356                   7.25                      0                      0                    0.25                    7.5 DUARTE                 CA                                       91010 Single Family                          300000                20060301                     75 No MI                                1.00E+17                    2.25               20110201                   12.5                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360201 ADN1
GIII                     G01                                                      343200                1787.50                    360                     357                      6                      0                      0                    0.25                   6.25 CHINO                  CA                                       91710 Single Family                          343200                20060401                     80 No MI                                1.00E+17                    2.25               20110301                  11.25                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 ADN1
GIII                     G01                                                   211991.64                1104.15                    360                     357                      6                      0                      0                    0.25                   6.25 VICTORVILLE            CA                                       92394 Single Family                          212000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                  11.25                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 ADN1
GIII                     G02                                                   279922.71                1545.83                    360                     357                  6.375                      0                      0                    0.25                  6.625 RANCHO CUCAMONGA       CA                                       91730 PUD                                    280000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 11.625                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 ADN1
GI                       G01                                                      480000                3200.00                    360                     357                   7.75                      0                      0                    0.25                      8 CORONA                 CA                                       92879 Single Family                          480000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                     13                      3                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 ADN1
GIII                     G02                                                   348749.43                1998.05                    360                     357                  6.625                      0                      0                    0.25                  6.875 LONG BEACH             CA                                       90805 Single Family                          348750                20060401                     75 No MI                                1.00E+17                    2.25               20110301                 11.875                      3                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 ADN1
GI                       G01                                                      756000                4803.75                    360                     357                  7.375                      0                      0                    0.25                  7.625 CASTRO VALLEY          CA                                       94552 PUD                                    756000                20060401                     75 No MI                                1.00E+17                    2.25               20110301                 12.625                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 ADN1
GI                       G01                                                      161600                1060.50                    360                     357                  7.625                      0                      0                    0.25                  7.875 FONTANA                CA                                       92335 Condominium                            161600                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 12.875                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 ADN1
GII                      G02                                                      135200                 788.67                    360                     357                  6.625                      0                      0                   0.375                      7 Castle Rock            CO                                       80109 PUD                                    175200                20060401            79.95999908 No MI                                1.00E+17                    2.25               20110301                     13                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G01                                                      109264                 717.05                    360                     360                    7.5                      0                      0                   0.375                  7.875 Crestview              FL                                       32539 PUD                                    109264                20060701            79.83999634 No MI                                1.00E+17                    2.25               20110601                 12.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GII                      G02                                                      118400                 678.33                    360                     359                    6.5                      0                      0                   0.375                  6.875 Fort Collins           CO                                       80525 Condominium                            118400                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      131192                 860.95                    360                     358                    7.5                      0                      0                   0.375                  7.875 Covington              GA                                       30016 PUD                                    131192                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G03                                                      143920                 884.51                    360                     360                      7                      0                      0                   0.375                  7.375 St Petersburg          FL                                       33702 Single Family                          143920                20060701                     80 No MI                                                            2.25               20110601                 12.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GII                      G03                                                      320000                1666.67                    360                     357                  5.875                      0                      0                   0.375                   6.25 Los Angeles            CA                                       90046 2-4 Family                             320000                20060401                     32 No MI                                1.00E+17                    2.25               20110301                  12.25                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GII                      G02                                                      162312                 913.01                    360                     358                  6.375                      0                      0                   0.375                   6.75 NORTH LAS VEGAS        NV                                       89084 Condominium                            162312                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  11.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      360092                2363.10                    360                     358                    7.5                      0                      0                   0.375                  7.875 Peoria                 AZ                                       85383 PUD                                    360092                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      125625                 824.41                    360                     359                    7.5                      0                      0                   0.375                  7.875 TACOMA                 WA                                       98408 Single Family                          125625                20060601                     75 No MI                                1.00E+17                    2.25               20110501                 12.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G03                                                   113713.41                 785.99                    360                     359                      7                      0                      0                   0.375                  7.375 Atlanta                GA                                       30344 PUD                                    113800                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.375                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      121592                 797.95                    360                     358                    7.5                      0                      0                   0.375                  7.875 Covington              GA                                       30016 PUD                                    121592                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      380000                2612.50                    360                     358                  7.875                      0                      0                   0.375                   8.25 San Diego              CA                                       92120 Single Family                          380000                20060501            79.16999817 No MI                                1.00E+17                   2.375               20080401                  13.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      24 N                                    20360401 AFL2
GII                      G02                                                      174680                 982.58                    360                     359                  6.375                      0                      0                   0.375                   6.75 Ocala                  FL                                       34470 Single Family                          174680                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  11.75                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G03                                                      329600                2060.00                    360                     358                  7.125                      0                      0                   0.375                    7.5 Compton                CA                                       90221 Single Family                          329600                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      387460                2502.35                    360                     358                  7.375                      0                      0                   0.375                   7.75 Mc Donald              PA                                       15057 PUD                                    387460                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.75                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G01                                                      500000                3437.50                    360                     358                  7.875                      0                      0                   0.375                   8.25 San Diego              CA                                       92116 Single Family                          500000                20060501            67.11000061 No MI                                1.00E+17                   2.375               20080401                  13.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      24 N                                    20360401 AFL2
GII                      G02                                                      312900                1760.06                    360                     357                  6.375                      0                      0                   0.375                   6.75 Saint Augustine        FL                                       32092 PUD                                    312900                20060401                     80 No MI                                1.00E+17                    2.25               20110301                  11.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G02                                                       64000                 413.33                    360                     357                  7.375                      0                      0                   0.375                   7.75 BIRMINGHAM             AL                                       35228 Single Family                           64000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                  12.75                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360301 AFL2
GII                      G03                                                      280000                1691.67                    360                     356                  6.875                      0                      0                   0.375                   7.25 SAN DIEGO              CA                                       92102 Condominium                            280000                20060301                     80 No MI                                1.00E+17                   4.125               20110201                  12.25                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360201 ALT1
GI                       G01                                                      409500                2772.66                    360                     357                   7.75                      0                      0                   0.375                  8.125 OAKLAND                CA                                       94602 2-4 Family                             409500                20060401                     70 No MI                                1.00E+17                    4.75               20110301                 13.125                   3.75                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 ALT1
GI                       G02                                                      261188                1686.84                    360                     358                  7.375                      0                      0                   0.375                   7.75 APPLE VALLEY           CA                                       92308 PUD                                    261288                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.75                  4.375                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G03                                                      360760                2217.17                    360                     358                      7                      0                      0                   0.375                  7.375 PEORIA                 AZ                                       85383 Single Family                          360760                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                      170660                 924.41                    360                     358                  6.125                      0                      0                   0.375                    6.5 ROSWELL                GA                                       30076 PUD                                    170660                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   11.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      125648                 876.92                    360                     358                      8                      0                      0                   0.375                  8.375 Commerce City          CO                                       80022 Condominium                            125648                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                       97500                 670.31                    360                     359                  7.875                      0                      0                   0.375                   8.25 Tallahassee            FL                                       32305 Single Family                           97500                20060601                     75 No MI                                1.00E+17                    2.25               20110501                  13.25                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G03                                                   156330.13                1096.37                    360                     356                  7.125                      0                      0                   0.375                    7.5 Lilburn                GA                                       30047 Single Family                          156800                20060301                     80 No MI                                1.00E+17                    2.25               20110201                   12.5                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360201 AFL2
GI                       G02                                                       82493                 532.77                    360                     358                  7.375                      0                      0                   0.375                   7.75 HOUSTON                TX                                       77073 PUD                                     82493                20060501                     75 No MI                                1.00E+17                    2.25               20110401                  12.75                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      112000                 781.67                    360                     358                      8                      0                      0                   0.375                  8.375 Louisville             KY                                       40291 Single Family                          112000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G01                                                      900000                6187.50                    360                     357                  7.875                      0                      0                   0.375                   8.25 Union City             CA                                       94587 Single Family                          900000                20060401                     75 No MI                                1.00E+17                    2.25               20110301                  14.25                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GII                      G03                                                     1160000                6404.17                    360                     357                   6.25                      0                      0                   0.375                  6.625 Stevensville           MD                                       21666 Single Family                         1160000                20060401            62.70000076 No MI                                                            2.25               20110301                 11.625                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GII                      G03                                                    71573.92                 489.80                    360                     356                  6.875                      0                      0                   0.375                   7.25 AUSTIN                 TX                                       78724 Single Family                           71800                20060301            79.95999908 No MI                                1.00E+17                    2.25               20110201                  12.25                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360201 AFL2
GII                      G03                                                      620000                3422.92                    360                     355                   6.25                      0                      0                   0.375                  6.625 Mesa                   AZ                                       85203 Single Family                          620000                20060201                     80 No MI                                1.00E+17                    2.75               20110101                 11.625                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360101 AFL2
GI                       G02                                                   134735.82                 870.17                    360                     358                  7.375                      0                      0                   0.375                   7.75 NORTH LAS VEGAS        NV                                       89084 PUD                                    244852                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.75                  2.375                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                   143815.83                1018.66                    360                     359                   7.25                      0                      0                   0.375                  7.625 Phoenix                AZ                                       85033 Single Family                          143920                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.625                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G03                                                      452000                2542.50                    360                     357                  6.375                      0                      0                   0.375                   6.75 Ashburn                VA                                       20148 PUD                                    452000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                  11.75                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360301 AFL2
GII                      G02                                                      186104                1066.22                    360                     359                    6.5                      0                      0                   0.375                  6.875 SANFORD                FL                                       32771 PUD                                    186104                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                   296962.22                1948.81                    360                     358                    7.5                      0                      0                   0.375                  7.875 VAIL                   AZ                                       85641 PUD                                    296972                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G01                                                   998071.12                7507.78                    360                     358                  7.875                      0                      0                   0.375                   8.25 TUCSON                 AZ                                       85750 Single Family                          999350                20060501                     79 No MI                                1.00E+17                    2.25               20110401                  13.25                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      320000                2133.33                    360                     357                  7.625                      0                      0                   0.375                      8 NEWARK                 NJ                                        7112 2-4 Family                             320000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                     13                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GII                      G02                                                      263250                1480.78                    360                     359                  6.375                      0                      0                   0.375                   6.75 Park City              UT                                       84098 Single Family                          263250                20060601                     65 No MI                                1.00E+17                    2.25               20110501                  11.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      264000                1760.00                    360                     358                  7.625                      0                      0                   0.375                      8 OAKBROOK TER           IL                                       60181 Single Family                          264000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                     13                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G03                                                   178867.96                1117.92                    360                     357                  7.125                      0                      0                   0.375                    7.5 Hampton                VA                                       23669 PUD                                    180000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                   13.5                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GI                       G02                                                      316000                2007.92                    360                     357                   7.25                      0                      0                   0.375                  7.625 Manassas               VA                                       20109 PUD                                    316000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 12.625                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GI                       G02                                                   134232.34                1021.54                    360                     358                      8                      0                      0                   0.375                  8.375 Hurst                  TX                                       76054 Single Family                          134400                20060501                     80 No MI                                1.00E+17                   2.375               20080401                 13.375                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      24 N                                    20360401 AFL2
GII                      G03                                                   151671.97                 916.35                    360                     358                  6.875                      0                      0                   0.375                   7.25 ALBUQUERQUE            NM                                       87114 PUD                                    151672                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.25                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G01                                                      520000                3629.17                    360                     358                      8                      0                      0                   0.375                  8.375 UNIVERSITY PARK        TX                                       75205 Single Family                          520000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                      119200                 695.33                    360                     358                  6.625                      0                      0                   0.375                      7 ATLANTA                GA                                       30316 Single Family                          119200                20060501                     80 No MI                                1.00E+17                    2.25               20110401                     12                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                   327991.96                2118.28                    360                     354                  7.375                      0                      0                   0.375                   7.75 PERRIS                 CA                                       92571 PUD                                    327992                20060101                     80 No MI                                1.00E+17                    2.25               20101201                  12.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20351201 AFL2
GII                      G03                                                   470634.63                3223.28                    360                     355                  6.875                      0                      0                   0.375                   7.25 Rochester              VT                                        5767 Single Family                          472500                20060201                     70 No MI                                1.00E+17                    2.25               20110101                  13.25                  1.875                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360101 AFL2
GII                      G03                                                      268000                1312.08                    360                     354                  5.625                      0                      0                    0.25                  5.875 Hyattsville            MD                                       20784 Single Family                          268000                20060101                     80 No MI                                1.00E+17                    2.25               20101201                 10.875                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20351201 AFL2
GII                      G02                                                      208000                1170.00                    360                     357                  6.375                      0                      0                   0.375                   6.75 Savannah               GA                                       31405 Single Family                          208000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                  11.75                      2                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G02                                                      180957                1187.53                    360                     358                    7.5                      0                      0                   0.375                  7.875 Eagle Mountain         UT                                       84043 Single Family                          180957                20060501                     70 No MI                                                            2.25               20110401                 12.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                   105454.18                 765.67                    360                     358                    7.5                      0                      0                   0.375                  7.875 Austin                 TX                                       78745 Single Family                          105600                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G03                                                      224000                1376.67                    360                     358                      7                      0                      0                   0.375                  7.375 Mechanicsvlle          VA                                       23116 Single Family                          224000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                   205832.92                1566.43                    360                     358                      8                      0                      0                   0.375                  8.375 JOLIET                 IL                                       60431 Single Family                          206090                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                      388000                2127.05                    360                     357                  6.375                      0                      0                    0.25                  6.625 Woodbridge             CA                                       95258 PUD                                    388000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 11.625                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360301 AFL2
GI                       G03                                                      412312                2576.95                    360                     356                  7.125                      0                      0                   0.375                    7.5 LINCOLN                CA                                       95648 PUD                                    412312                20060301                     80 No MI                                1.00E+17                    2.25               20110201                   12.5                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360201 AFL2
GI                       G02                                                   218837.92                1413.33                    360                     355                  7.375                      0                      0                   0.375                   7.75 GOLD CANYON            AZ                                       85218 PUD                                    218838                20060201                     80 No MI                                1.00E+17                    2.25               20110101                  12.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360101 AFL2
GII                      G03                                                      111150                 671.53                    360                     359                  6.875                      0                      0                   0.375                   7.25 Clovis                 NM                                       88101 Single Family                          111150                20060601            69.98000336 No MI                                1.00E+17                    2.25               20110501                  12.25                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G03                                                      138750                 852.73                    360                     359                      7                      0                      0                   0.375                  7.375 PORTLAND               OR                                       97220 Single Family                          138750                20060601                     75 No MI                                1.00E+17                    2.25               20110501                 12.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G03                                                      135200                 957.67                    360                     360                  8.125                      0                      0                   0.375                    8.5 Valrico                FL                                       33594 Townhouse                              135200                20060701                     80 No MI                                1.00E+17                    2.25               20110601                   13.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GII                      G03                                                      129592                 782.95                    360                     358                  6.875                      0                      0                   0.375                   7.25 Covington              GA                                       30016 PUD                                    129592                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                    97991.59                 632.86                    360                     358                  7.375                      0                      0                   0.375                   7.75 HUTTO                  TX                                       78634 Single Family                           98399                20060501            79.73999786 No MI                                1.00E+17                    2.25               20110401                  12.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      128000                 826.67                    360                     358                  7.375                      0                      0                   0.375                   7.75 TUCSON                 AZ                                       85706 PUD                                    128000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.75                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G03                                                      180050                1106.56                    360                     357                      7                      0                      0                   0.375                  7.375 St Petersburg          FL                                       33703 PUD                                    180050                20060401            64.77999878 No MI                                1.00E+17                    2.25               20110301                 12.375                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GI                       G03                                                      149080                 931.75                    360                     358                  7.125                      0                      0                   0.375                    7.5 Lexington              KY                                       40509 Single Family                          149080                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G03                                                      320000                1933.33                    360                     358                  6.875                      0                      0                   0.375                   7.25 Annapolis              MD                                       21401 Single Family                          320000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      225000                1500.00                    360                     359                  7.625                      0                      0                   0.375                      8 North Lauderdale       FL                                       33068 Single Family                          225000                20060601                     75 No MI                                1.00E+17                    2.25               20110501                     13                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G02                                                   124699.99                 727.42                    360                     357                  6.625                      0                      0                   0.375                      7 Washington             DC                                       20019 Single Family                          124700                20060401            62.34999847 No MI                                1.00E+17                    2.25               20110301                     12                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G03                                                      294000                1806.87                    360                     358                      7                      0                      0                   0.375                  7.375 Alexandria             VA                                       22309 PUD                                    294000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G01                                                      460000                3162.50                    360                     358                  7.875                      0                      0                   0.375                   8.25 La Mesa                CA                                       91941 Single Family                          460000                20060501                     80 No MI                                1.00E+17                   2.375               20080401                  13.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      24 N                                    20360401 AFL2
GI                       G02                                                   113039.69                 810.98                    360                     358                  7.375                      0                      0                   0.375                   7.75 Fishers                IN                                       46038 PUD                                    113200                20060501            79.98999786 No MI                                1.00E+17                    2.25               20110401                  13.75                      2                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      144000                 990.00                    360                     359                  7.875                      0                      0                   0.375                   8.25 Thornton               CO                                       80229 Single Family                          144000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  13.25                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G02                                                       69750                 399.61                    360                     358                    6.5                      0                      0                   0.375                  6.875 Chatsworth             GA                                       30705 Single Family                           69750                20060501                     75 No MI                                1.00E+17                    2.25               20110401                 11.875                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      203700                1294.34                    360                     359                   7.25                      0                      0                   0.375                  7.625 VICTORVILLE            CA                                       92392 Single Family                          203700                20060601                     70 No MI                                1.00E+17                    2.25               20110501                 12.625                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G02                                                      155850                 860.42                    360                     359                   6.25                      0                      0                   0.375                  6.625 COEUR D ALENE          ID                                       83815 PUD                                    155850                20060601            69.98000336 No MI                                1.00E+17                    2.25               20110501                 11.625                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G02                                                      175000                 947.92                    360                     359                  6.125                      0                      0                   0.375                    6.5 INDIO                  CA                                       92203 PUD                                    175000                20060601            48.77999878 No MI                                1.00E+17                    2.25               20110501                   11.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G03                                                   106644.98                 644.31                    360                     359                  6.875                      0                      0                   0.375                   7.25 Clovis                 NM                                       88101 Single Family                          107100                20060601                     70 No MI                                1.00E+17                    2.25               20110501                  12.25                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G02                                                   416947.11                2258.46                    360                     357                  6.125                      0                      0                   0.375                    6.5 SACRAMENTO             CA                                       95829 Single Family                          416950                20060401            78.23000336 No MI                                1.00E+17                    2.25               20110301                   11.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GII                      G02                                                      363170                1967.18                    360                     358                  6.125                      0                      0                   0.375                    6.5 GLENDALE               AZ                                       85310 PUD                                    363170                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   11.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G03                                                   370168.81                2594.09                    360                     357                  7.125                      0                      0                   0.375                    7.5 Davenport              FL                                       33837 Single Family                          371000                20060401                     70 No MI                                1.00E+17                    2.25               20110301                   12.5                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360301 AFL2
GII                      G02                                                   250338.63                1666.88                    360                     359                  6.625                      0                      0                   0.375                      7 Orange Park            FL                                       32065 PUD                                    250544                20060601                     80 No MI                                1.00E+17                    2.75               20110501                     13                  1.875                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      283200                1947.00                    360                     358                  7.875                      0                      0                   0.375                   8.25 Philadelphia           PA                                       19107 Condominium                            283200                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  13.25                  2.375                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                      332800                1837.33                    360                     357                   6.25                      0                      0                   0.375                  6.625 Burke                  VA                                       22015 Townhouse                              332800                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 11.625                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GI                       G02                                                      101910                 647.55                    360                     358                   7.25                      0                      0                   0.375                  7.625 Bellwood               IL                                       60104 Single Family                          101910                20060501                     65 No MI                                1.00E+17                    2.25               20110401                 12.625                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                   213305.04                1548.75                    360                     358                    7.5                      0                      0                   0.375                  7.875 Chicago                IL                                       60629 2-4 Family                             213600                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G03                                                      172200                1076.25                    360                     358                  7.125                      0                      0                   0.375                    7.5 Buford                 GA                                       30519 PUD                                    172200                20060501            79.98000336 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G03                                                      120150                 713.39                    360                     358                   6.75                      0                      0                   0.375                  7.125 Monroe                 NC                                       28112 PUD                                    120150                20060501                     75 No MI                                1.00E+17                    2.25               20110401                 12.125                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                   170980.91                1286.17                    360                     358                  7.875                      0                      0                   0.375                   8.25 Austin                 TX                                       78723 Single Family                          171200                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  13.25                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      300800                1754.67                    360                     357                  6.625                      0                      0                   0.375                      7 Moreno Valley          CA                                       92557 Single Family                          300800                20060401                     80 No MI                                1.00E+17                    2.25               20130301                     12                  1.875                       1 First Lien                                    Y                                           84 Prepay                                    360                      84 N                                    20360301 AFL2
GI                       G02                                                    62915.18                 462.27                    360                     358                  7.625                      0                      0                   0.375                      8 Irving                 TX                                       75061 Single Family                           63000                20060501                     70 No MI                                1.00E+17                    2.25               20110401                     13                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G03                                                      121592                 759.95                    360                     358                  7.125                      0                      0                   0.375                    7.5 Covington              GA                                       30016 PUD                                    121592                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                      364425                2049.89                    360                     359                  6.375                      0                      0                   0.375                   6.75 N Las Vegas            NV                                       89085 PUD                                    364425                20060601                     80 No MI                                1.00E+17                    2.75               20110501                  12.75                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                       97500                 680.47                    360                     357                      8                      0                      0                   0.375                  8.375 Everett                WA                                       98201 Single Family                           97500                20060401                     75 No MI                                1.00E+17                    2.25               20110301                 13.375                  2.375                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GII                      G02                                                   114204.49                 755.47                    360                     358                    6.5                      0                      0                   0.375                  6.875 Paterson               NJ                                        7503 Condominium                            115000                20060501                     50 No MI                                1.00E+17                    2.25               20110401                 11.875                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G01                                                      620000                4391.67                    360                     359                  8.125                      0                      0                   0.375                    8.5 Oceanport              NJ                                        7757 Single Family                          620000                20060601                     80 No MI                                                            2.25               20110501                   13.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G01                                                      650000                4197.92                    360                     359                  7.375                      0                      0                   0.375                   7.75 Jupiter                FL                                       33458 PUD                                    650000                20060601            78.55000305 No MI                                1.00E+17                    2.25               20110501                  13.75                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G03                                                      136872                 855.45                    360                     358                  7.125                      0                      0                   0.375                    7.5 Lexington              KY                                       40509 Single Family                          136872                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G03                                                      137672                 860.45                    360                     358                  7.125                      0                      0                   0.375                    7.5 Lexington              KY                                       40509 Single Family                          137672                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GIII                     G02                                                   185346.89                1061.88                    360                     358                  6.625                      0                      0                    0.25                  6.875 PALMDALE               CA                                       93550 Condominium                            185400                20060501                     90 Mortgage Guaranty In                 1.00E+17                    2.25               20110401                 12.875                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G02                                                   171998.27                1200.40                    360                     358                      8                      0                      0                   0.375                  8.375 Chicago                IL                                       60619 Single Family                          172000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GIII                     G02                                                      200700                1149.84                    360                     358                  6.625                      0                      0                    0.25                  6.875 CORONA                 CA                                       92882 Condominium                            200700                20060501            79.98999786 No MI                                1.00E+17                    2.25               20110401                 12.875                      2                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 ADN1
GI                       G02                                                      107192                 748.11                    360                     358                      8                      0                      0                   0.375                  8.375 Union City             GA                                       30291 Townhouse                              107192                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                      195200                1138.67                    360                     359                  6.625                      0                      0                   0.375                      7 Boulder                CO                                       80305 Condominium                            195200                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     13                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      153745                1040.98                    360                     358                   7.75                      0                      0                   0.375                  8.125 Hampton                GA                                       30228 Single Family                          153745                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.125                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      268740                2018.96                    360                     360                  7.875                      0                      0                   0.375                   8.25 PORT SAINT LUCIE       FL                                       34987 Single Family                          268740                20060701                     90 GE Capital MI                        1.00E+17                    2.25               20110601                  13.25                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360601 AFL2
GII                      G03                                                      261700                1363.02                    360                     358                  5.875                      0                      0                   0.375                   6.25 Hanford                CA                                       93230 Single Family                          261700                20060501                     80 No MI                                1.00E+17                    2.75               20110401                  12.25                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GIII                     G02                                                      212000                1148.33                    360                     359                   6.25                      0                      0                    0.25                    6.5 LAS VEGAS              NV                                       89149 Condominium                            212000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   11.5                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G01                                                      347707                1738.54                    360                     358                   5.75                      0                      0                    0.25                      6 HEMET                  CA                                       92545 PUD                                    347707                20060501                     80 No MI                                1.00E+17                    2.25               20110401                     11                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G03                                                      361600                2260.00                    360                     359                  7.125                      0                      0                   0.375                    7.5 CAVE CREEK             AZ                                       85331 Single Family                          361600                20060601            69.54000092 No MI                                1.00E+17                    2.25               20110501                   12.5                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GIII                     G02                                                      220490                1217.29                    360                     358                  6.375                      0                      0                    0.25                  6.625 LAS VEGAS              NV                                       89178 PUD                                    220490                20060501                     80 No MI                                1.00E+17                    3.75               20110401                 11.625                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 ADN1
GII                      G02                                                      193600                1048.67                    360                     358                  6.125                      0                      0                   0.375                    6.5 Kent                   WA                                       98042 Single Family                          193600                20060501            79.01999664 No MI                                1.00E+17                    2.75               20110401                   12.5                    3.5                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      304000                2026.67                    360                     357                  7.625                      0                      0                   0.375                      8 Annandale              VA                                       22003 Condominium                            304000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                     13                  2.375                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GIII                     G02                                                      351000                1974.38                    360                     359                    6.5                      0                      0                    0.25                   6.75 DANVILLE               CA                                       94526 Condominium                            351000                20060601                     65 No MI                                1.00E+17                    2.25               20110501                  11.75                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G02                                                       89600                 588.00                    360                     358                    7.5                      0                      0                   0.375                  7.875 GRANDVIEW              MO                                       64030 Single Family                           89600                20060501                     70 No MI                                                            2.25               20110401                 12.875                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GIII                     G02                                                      216800                1174.33                    360                     359                   6.25                      0                      0                    0.25                    6.5 LEHI                   UT                                       84043 PUD                                    216800                20060601            77.45999908 No MI                                1.00E+17                    2.25               20110501                   11.5                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G01                                                      176000                1063.33                    360                     359                      7                      0                      0                    0.25                   7.25 ANDERSON               CA                                       96007 Single Family                          176000                20060601            73.33000183 No MI                                1.00E+17                    2.25               20110501                  12.25                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G02                                                      188000                1037.92                    360                     359                  6.375                      0                      0                    0.25                  6.625 PHOENIX                AZ                                       85037 PUD                                    188000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.625                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G02                                                      363176                2118.53                    360                     359                   6.75                      0                      0                    0.25                      7 VICTORVILLE            CA                                       92392 Single Family                          363176                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     12                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G02                                                      238400                1564.50                    360                     358                    7.5                      0                      0                   0.375                  7.875 Winchester             VA                                       22601 Single Family                          238400                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.875                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                   478250.13                3033.93                    360                     356                  6.125                      0                      0                   0.375                    6.5 San Fernando           CA                                       91340 2-4 Family                             480000                20060301                     80 No MI                                1.00E+17                    2.25               20110201                   11.5                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360201 AFL2
GII                      G03                                                      123000                 743.12                    360                     358                  6.875                      0                      0                   0.375                   7.25 Las Vegas              NV                                       89119 PUD                                    123000                20060501                     75 No MI                                1.00E+17                    2.25               20110401                  12.25                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                    56626.81                 330.32                    360                     359                  6.625                      0                      0                   0.375                      7 Myrtle Beach           SC                                       29579 PUD                                    110932                20060601            47.20999908 No MI                                1.00E+17                    2.25               20110501                     13                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                   163308.69                1105.74                    360                     358                   7.75                      0                      0                   0.375                  8.125 Hampton                GA                                       30228 Single Family                          163364                20060501                     80 No MI                                                            2.25               20110401                 13.125                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      263200                1809.50                    360                     358                  7.875                      0                      0                   0.375                   8.25 TEMPE                  AZ                                       85281 Single Family                          263200                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  13.25                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G03                                                      107100                 647.06                    360                     358                  6.875                      0                      0                   0.375                   7.25 GLENDALE               AZ                                       85303 Townhouse                              107100                20060501                     70 No MI                                1.00E+17                    2.25               20110401                  12.25                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G03                                                      310000                1840.63                    360                     359                   6.75                      0                      0                   0.375                  7.125 West Sacramento        CA                                       95691 Single Family                          310000                20060601                     62 No MI                                1.00E+17                    2.25               20110501                 13.125                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      137770                 904.12                    360                     356                    7.5                      0                      0                   0.375                  7.875 Jacksonville           FL                                       32225 Condominium                            137770                20060301                     75 No MI                                1.00E+17                    2.75               20110201                 13.875                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360201 AFL2
GI                       G02                                                      145125                 967.50                    360                     358                  7.625                      0                      0                   0.375                      8 Saint Louis            MO                                       63139 2-4 Family                             145125                20060501                     75 No MI                                1.00E+17                    2.25               20110401                     13                  2.375                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G03                                                      172800                1080.00                    360                     359                  7.125                      0                      0                   0.375                    7.5 Longwood               FL                                       32750 Single Family                          172800                20060601                     80 No MI                                                            2.25               20110501                   12.5                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G02                                                      308000                1764.58                    360                     357                    6.5                      0                      0                   0.375                  6.875 Dumfries               VA                                       22026 Single Family                          308000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 11.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GI                       G02                                                      360000                2512.50                    360                     357                      8                      0                      0                   0.375                  8.375 DELRAY BEACH           FL                                       33444 Single Family                          360000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 13.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G02                                                      211500                1476.09                    360                     358                      8                      0                      0                   0.375                  8.375 HENDERSON              NV                                       89052 PUD                                    211500                20060501                     75 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G03                                                      180950                1130.94                    360                     358                  7.125                      0                      0                   0.375                    7.5 Buford                 GA                                       30519 PUD                                    180950                20060501            79.98000336 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                      285000                1514.06                    360                     359                      6                      0                      0                   0.375                  6.375 CORONA                 CA                                       92882 Single Family                          285000                20060601                     60 No MI                                1.00E+17                    2.25               20110501                 11.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G03                                                     2000000               11458.33                    360                     356                    6.5                      0                      0                   0.375                  6.875 Newport Coast          CA                                       92657 PUD                                   2000000                20060301            66.66999817 No MI                                1.00E+17                    2.25               20110201                 12.875                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360201 AFL2
GI                       G02                                                      171968                1128.54                    360                     358                    7.5                      0                      0                   0.375                  7.875 JACKSONVILLE           FL                                       32224 Condominium                            171968                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G03                                                      191450                1196.56                    360                     359                  7.125                      0                      0                   0.375                    7.5 GOODYEAR               AZ                                       85338 PUD                                    191450                20060601                     70 No MI                                                            2.25               20110501                   12.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                   327761.18                2185.07                    360                     358                  7.625                      0                      0                   0.375                      8 LINCOLN                CA                                       95648 Single Family                          327776                20060501                     80 No MI                                1.00E+17                    2.25               20110401                     13                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      176772                1160.07                    360                     358                    7.5                      0                      0                   0.375                  7.875 TUCSON                 AZ                                       85706 PUD                                    176772                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                       85330                 542.20                    360                     360                   7.25                      0                      0                   0.375                  7.625 Greensboro             NC                                       27495 Single Family                           85330                20060701                     70 No MI                                1.00E+17                    2.25               20110601                 12.625                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GI                       G02                                                      341400                2276.00                    360                     359                  7.625                      0                      0                   0.375                      8 PALMDALE               CA                                       93552 Single Family                          341400                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     13                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G03                                                   233369.89                1442.42                    360                     356                  5.875                      0                      0                   0.375                   6.25 MARICOPA               AZ                                       85239 PUD                                    234266                20060301                     80 No MI                                1.00E+17                    2.25               20110201                  11.25                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360201 AFL2
GII                      G03                                                    20736.52                 108.00                    360                     355                  5.875                      0                      0                   0.375                   6.25 MT. HOLLY              NC                                       28120 PUD                                    119926                20060201                     80 No MI                                1.00E+17                    2.25               20110101                  11.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360101 AFL2
GI                       G03                                                   210235.87                1435.30                    360                     359                  6.875                      0                      0                   0.375                   7.25 Orlando                FL                                       32837 PUD                                    210400                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.25                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G01                                                      281600                1760.00                    360                     359                  7.125                      0                      0                   0.375                    7.5 Gaithersburg           MD                                       20878 Condominium                            281600                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   12.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G03                                                      500000                3072.92                    360                     358                      7                      0                      0                   0.375                  7.375 HOLLYWOOD              FL                                       33019 PUD                                    500000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G03                                                   260411.67                1823.56                    360                     358                  7.125                      0                      0                   0.375                    7.5 Gaithersburg           MD                                       20877 Townhouse                              260800                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   13.5                  1.875                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G03                                                      227200                1420.00                    360                     360                  7.125                      0                      0                   0.375                    7.5 BATAVIA                IL                                       60510 Single Family                          227200                20060701                     80 No MI                                                            3.75               20110601                   12.5                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 ADN1
GI                       G03                                                       66800                 439.59                    360                     360                  7.125                      0                      0                   0.375                    7.5 EDEN                   NC                                       27288 Single Family                           66800                20060801                     80 No MI                                                           4.375               20110701                   12.5                  3.375                       2 First Lien                                    N                                            0 No_PP                                     480                      60 N                                    20360701 ADN1
GI                       G03                                                      360000                1837.50                    360                     359                   5.75                      0                      0                   0.375                  6.125 RIVA                   MD                                       21140 Single Family                          360000                20060601                     80 No MI                                                            3.25               20110501                 11.125                      4                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G03                                                    87957.84                 747.99                    360                     359                   9.25                      0                      0                   0.375                  9.625 FORT MYERS             FL                                       33905 Single Family                           88000                20060601                     80 No MI                                                            2.75               20090501                 15.625                  2.875                       2 First Lien                                    N                                            0 No_PP                                     360                      36 N                                    20360501 ADN1
GII                      G03                                                      412000                2489.17                    360                     360                  6.875                      0                      0                   0.375                   7.25 UNION CITY             NJ                                        7087 2-4 Family                             412000                20060801                     80 No MI                                                            3.75               20110701                  12.25                  2.375                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360701 ADN1
GI                       G03                                                      338392                1938.70                    360                     359                    6.5                      0                      0                   0.375                  6.875 LAGUNA HILLS           CA                                       92653 Condominium                            338392                20060601                     80 No MI                                                            3.25               20110501                 11.875                  3.375                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GII                      G03                                                      670000                3838.54                    360                     360                    6.5                      0                      0                   0.375                  6.875 CERRITOS               CA                                       90703 Single Family                          670000                20060801            79.76000214 No MI                                                               3               20110701                 11.875                  2.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360701 ADN1
GI                       G03                                                      245000                1607.81                    360                     359                    7.5                      0                      0                   0.375                  7.875 VERNON                 NJ                                        7462 Condominium                            245000                20060601                     70 No MI                                                            2.75               20110501                 12.875                  2.625                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 ADN1
GII                      G02                                                      281600                1496.00                    360                     360                      6                      0                      0                   0.375                  6.375 MANASSAS               VA                                       20110 Single Family                          281600                20060701                     80 No MI                                                            5.25               20110601                 11.375                  2.375                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 ADN1
GI                       G03                                                      120000                 912.09                    360                     360                      8                      0                      0                   0.375                  8.375 CEDAR PARK             TX                                       78613 Single Family                          120000                20060801                     80 No MI                                                            4.25               20110701                 13.375                  4.875                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360701 ADN1
GI                       G03                                                      283900                1774.38                    360                     359                  7.125                      0                      0                   0.375                    7.5 COACHELLA              CA                                       92236 Single Family                          283900                20060601                     80 No MI                                                            3.75               20110501                   12.5                  3.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G03                                                      303200                2084.50                    360                     359                  7.875                      0                      0                   0.375                   8.25 FORT LAUDERDALE        FL                                       33312 PUD                                    303200                20060601                     80 No MI                                                            2.75               20110501                  13.25                  3.375                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G03                                                      348000                1848.75                    360                     359                      6                      0                      0                   0.375                  6.375 LA MESA                CA                                       91942 Single Family                          348000                20060601                     80 No MI                                                               3               20110501                 11.375                  2.375                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GII                      G03                                                      206400                1225.50                    360                     358                   6.75                      0                      0                   0.375                  7.125 WEST CHESTER           OH                                       45069 Single Family                          206400                20060501                     80 No MI                                                             3.5               20110401                 12.125                  2.625                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 ADN1
GI                       G03                                                      225592                1425.89                    360                     360                  6.125                      0                      0                   0.375                    6.5 ADELANTO               CA                                       92301 Single Family                          225592                20060701                     80 No MI                                                               3               20110601                   11.5                  3.125                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360601 ADN1
GI                       G03                                                      156000                1077.45                    360                     360                      7                      0                      0                   0.375                  7.375 CICERO                 IL                                       60804 Single Family                          156000                20060701                     80 No MI                                                            4.25               20110601                 12.375                  2.625                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360601 ADN1
GI                       G03                                                      245000                1582.29                    360                     359                  7.375                      0                      0                   0.375                   7.75 VERNON                 NJ                                        7462 Condominium                            245000                20060601                     70 No MI                                                            2.75               20110501                  12.75                  3.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G03                                                      398400                2888.68                    360                     360                    7.5                      0                      0                   0.375                  7.875 FLETCHER               NC                                       28732 Single Family                          398400                20060801                     80 No MI                                                            5.25               20110701                 12.875                  2.375                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360701 ADN1
GII                      G03                                                      177200                1052.13                    360                     359                   6.75                      0                      0                   0.375                  7.125 SAINT PAUL             MN                                       55104 Single Family                          177200                20060601                     80 No MI                                                            3.75               20110501                 12.125                  4.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G03                                                      100000                 614.58                    360                     359                      7                      0                      0                   0.375                  7.375 HIALEAH                FL                                       33012 Condominium                            100000                20060601                     80 No MI                                                            3.25               20110501                 12.375                  3.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G03                                                      475920                3123.23                    360                     360                    7.5                      0                      0                   0.375                  7.875 ARLINGTON              VA                                       22205 Single Family                          475920                20060801                     80 No MI                                                            3.75               20110701                 12.875                  2.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360701 ADN1
GI                       G03                                                      270400                1436.50                    360                     359                      6                      0                      0                   0.375                  6.375 MANASSAS               VA                                       20109 Condominium                            270400                20060601                     80 No MI                                                               3               20110501                 11.375                  3.375                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G03                                                   156265.34                1014.41                    360                     359                  6.375                      0                      0                   0.375                   6.75 AURORA                 IL                                       60504 PUD                                    156400                20060601                     80 No MI                                                               3               20110501                  11.75                  2.625                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G03                                                      282400                1765.00                    360                     360                  7.125                      0                      0                   0.375                    7.5 WOODBRIDGE             VA                                       22191 PUD                                    282400                20060801                     80 No MI                                                             3.5               20110701                   12.5                  2.625                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360701 ADN1
GI                       G03                                                      466400                3419.15                    360                     360                  8.125                      0                      0                   0.375                    8.5 BROOKLYN               NY                                       11207 2-4 Family                             466400                20060801                     80 No MI                                                           4.375               20110701                   13.5                  3.125                       2 First Lien                                    N                                            0 Prepay                                    480                      60 N                                    20360701 ADN1
GII                      G03                                                      461440                2739.80                    360                     359                   6.75                      0                      0                   0.375                  7.125 WEST NEW YORK          NJ                                        7093 2-4 Family                             461440                20060601                     80 No MI                                                            3.75               20110501                 12.125                      4                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G03                                                      167200                1079.83                    360                     360                  7.375                      0                      0                   0.375                   7.75 CICERO                 IL                                       60804 Single Family                          167200                20060701                     80 No MI                                                             3.5               20110601                  12.75                  3.375                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 ADN1
GI                       G03                                                      215600                1437.33                    360                     358                  7.625                      0                      0                   0.375                      8 BRIDGEPORT             CT                                        6607 2-4 Family                             215600                20060501                     70 No MI                                                            2.75               20110401                     13                  3.125                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G03                                                   248000.03                1651.24                    360                     358                  7.615                      0                      0                   0.375                   7.99 SAN BERNARDINO         CA                                       92405 Single Family                          248000                20060501                     80 No MI                                                            3.75               20110401                  12.99                  2.375                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 ADN1
GII                      G02                                                   211826.23                1410.44                    360                     359                  6.625                      0                      0                   0.375                      7 LEDGEWOOD              NJ                                        7852 Condominium                            212000                20060601            77.08999634 No MI                                                             3.5               20110501                     12                  3.375                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 ADN1
GII                      G03                                                      205920                1051.05                    360                     359                   5.75                      0                      0                   0.375                  6.125 CALIFORNIA CITY        CA                                       93505 Single Family                          205920                20060601                     80 No MI                                                            4.25               20110501                 11.125                  3.125                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G03                                                   135816.57                 938.77                    360                     359                      7                      0                      0                   0.375                  7.375 GRETNA                 LA                                       70056 Single Family                          135920                20060601                     80 No MI                                                             3.5               20110501                 12.375                  3.875                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G03                                                   146809.73                 801.67                    360                     359                  6.125                      0                      0                   0.375                    6.5 ELGIN                  IL                                       60120 Townhouse                              148000                20060601                     80 No MI                                                               3               20110501                   11.5                  3.125                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G03                                                      308000                1989.17                    360                     359                  7.375                      0                      0                   0.375                   7.75 HAYWARD                CA                                       94545 PUD                                    308000                20060601                     80 No MI                                                            3.75               20110501                  12.75                  2.625                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G03                                                      406400                2243.67                    360                     359                   6.25                      0                      0                   0.375                  6.625 SAN DIEGO              CA                                       92154 Single Family                          406400                20060601                     80 No MI                                                               3               20110501                 11.625                  3.375                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GII                      G03                                                      323200                1952.67                    360                     359                  6.875                      0                      0                   0.375                   7.25 POMONA                 CA                                       91767 Single Family                          323200                20060601                     80 No MI                                                            3.75               20110501                  12.25                  2.625                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G03                                                      256000                1813.33                    360                     358                  8.125                      0                      0                   0.375                    8.5 LITTLE EGG HARBOR TOWNSNJ                                        8087 Single Family                          256000                20060501            77.58000183 No MI                                                            2.75               20110401                   13.5                  3.375                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G03                                                      292000                1794.58                    360                     359                      7                      0                      0                   0.375                  7.375 MANASSAS               VA                                       20109 PUD                                    292000                20060601                     80 No MI                                                            3.25               20110501                 12.375                  2.375                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GII                      G03                                                   130133.45                 771.37                    360                     358                    5.5                      0                      0                   0.375                  5.875 AURORA                 IL                                       60505 Single Family                          130400                20060501                     80 No MI                                                             3.5               20110401                 10.875                  2.875                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G03                                                      268500                1670.29                    360                     357                   7.09                      0                      0                   0.375                  7.465 BANNING                CA                                       92220 Single Family                          268500                20060401                     75 No MI                                                            2.75               20110301                 12.465                  3.125                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 ADN1
GII                      G02                                                   227934.69                1306.25                    360                     359                    6.5                      0                      0                   0.375                  6.875 HAGERSTOWN             MD                                       21740 Single Family                          228000                20060601                     80 No MI                                                             3.5               20110501                 11.875                  2.375                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G03                                                   124707.38                 872.62                    360                     359                  7.125                      0                      0                   0.375                    7.5 CHICAGO                IL                                       60643 Single Family                          124800                20060601                     80 No MI                                                               3               20110501                   12.5                  3.125                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G03                                                   243814.33                1685.25                    360                     359                      7                      0                      0                   0.375                  7.375 WORCESTER              MA                                        1605 Single Family                          244000                20060601                     80 No MI                                                               3               20110501                 12.375                  2.625                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G03                                                      253600                1637.83                    360                     360                  7.375                      0                      0                   0.375                   7.75 NAPLES                 FL                                       34113 Single Family                          253600                20060701                     80 No MI                                                            5.25               20110601                  12.75                  2.625                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 ADN1
GII                      G02                                                      262800                1423.50                    360                     359                  6.125                      0                      0                   0.375                    6.5 VICTORVILLE            CA                                       92392 PUD                                    262800                20060601            79.98999786 No MI                                                             3.5               20110501                   11.5                  4.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G03                                                   182160.57                1354.31                    360                     358                   7.75                      0                      0                   0.375                  8.125 BROADVIEW              IL                                       60155 Single Family                          182400                20060501                     80 No MI                                                            4.25               20110401                 14.125                  3.125                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 ADN1
GII                      G03                                                      500000                2395.83                    360                     359                  5.375                      0                      0                   0.375                   5.75 ELMONT                 NY                                       11003 2-4 Family                             500000                20060601                     80 No MI                                                            3.75               20110501                  10.75                  3.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GII                      G03                                                      305600                2058.88                    360                     360                   6.75                      0                      0                   0.375                  7.125 HOLTSVILLE             NY                                       11742 Single Family                          305600                20060701                     80 No MI                                                            3.75               20110601                 12.125                  3.375                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360601 ADN1
GII                      G03                                                      358000                1864.58                    360                     358                  5.875                      0                      0                   0.375                   6.25 SOUTH OZONE PARK       NY                                       11420 2-4 Family                             358000                20060501            68.84999847 No MI                                                            2.25               20110401                  11.25                  3.375                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G03                                                      271600                1725.79                    360                     358                   7.25                      0                      0                   0.375                  7.625 WOODBRIDGE             VA                                       22193 Single Family                          271600                20060501                     80 No MI                                                            5.25               20110401                 12.625                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 ADN1
GI                       G03                                                      332000                2005.83                    360                     359                  6.875                      0                      0                   0.375                   7.25 HYATTSVILLE            MD                                       20783 Single Family                          332000                20060601                     80 No MI                                                            3.25               20110501                  12.25                  4.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G03                                                   128699.53                 878.64                    360                     359                  6.875                      0                      0                   0.375                   7.25 COTTAGE GROVE          OR                                       97424 Single Family                          128800                20060601                     80 No MI                                                            4.25               20090501                  13.25                  2.875                       2 First Lien                                    N                                            0 Prepay                                    360                      36 N                                    20360501 ADN1
GI                       G03                                                   110278.95                 888.30                    360                     358                  8.625                      0                      0                   0.375                      9 NILES                  OH                                       44446 2-4 Family                             110400                20060501                     80 No MI                                                            2.75               20110401                     14                  3.875                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G03                                                      232320                1306.80                    360                     359                  6.375                      0                      0                   0.375                   6.75 MANTEO                 NC                                       27954 PUD                                    232320                20060601                     80 No MI                                                            3.25               20110501                  11.75                  2.375                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GII                      G02                                                      247120                1582.34                    360                     360                   6.25                      0                      0                   0.375                  6.625 SAVAGE                 MN                                       55378 Single Family                          247120                20060701                     80 No MI                                                            3.75               20110601                 11.625                  2.875                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360601 ADN1
GI                       G03                                                      262400                1612.67                    360                     359                      7                      0                      0                   0.375                  7.375 HALLANDALE BEACH       FL                                       33009 Single Family                          262400                20060601                     80 No MI                                                            3.75               20110501                 12.375                  3.375                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G03                                                      243200                1520.00                    360                     360                  7.125                      0                      0                   0.375                    7.5 RIVERSIDE              CA                                       92504 Single Family                          243200                20060701            79.73999786 No MI                                                            3.25               20110601                   12.5                  3.375                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 ADN1
GII                      G03                                                      355200                1813.00                    360                     359                   5.75                      0                      0                   0.375                  6.125 TEMECULA               CA                                       92592 Single Family                          355200                20060601                     80 No MI                                                             3.5               20110501                 11.125                  2.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GII                      G03                                                      295104                1988.17                    360                     360                   6.75                      0                      0                   0.375                  7.125 BRENTWOOD              NY                                       11717 Single Family                          295104                20060701                     80 No MI                                                            4.25               20110601                 12.125                  3.125                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360601 ADN1
GI                       G03                                                       76800                 584.00                    360                     360                   8.75                      0                      0                   0.375                  9.125 PHOENIX                AZ                                       85018 Condominium                             76800                20060701                     80 No MI                                                            5.25               20110601                 14.125                  3.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 ADN1
GI                       G03                                                      239992                1474.95                    360                     359                      7                      0                      0                   0.375                  7.375 BEAUMONT               CA                                       92223 Single Family                          239992                20060601                     80 No MI                                                            3.25               20110501                 12.375                  4.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G03                                                      240000                1600.00                    360                     359                  7.625                      0                      0                   0.375                      8 LAS VEGAS              NV                                       89139 Single Family                          240000                20060601                     80 No MI                                                            5.25               20110501                     13                  2.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GII                      G03                                                      360000                2175.00                    360                     359                  6.875                      0                      0                   0.375                   7.25 GAITHERSBURG           MD                                       20879 Single Family                          360000                20060601                     80 No MI                                                            4.25               20110501                  12.25                  3.375                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 ADN1
GII                      G02                                                      231767                1255.40                    360                     358                  6.125                      0                      0                   0.375                    6.5 HAGERSTOWN             MD                                       21740 Single Family                          231767                20060501                     80 No MI                                                            3.75               20110401                   11.5                  3.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G03                                                      247500                1263.28                    360                     358                   5.75                      0                      0                   0.375                  6.125 COACHELLA              CA                                       92236 Single Family                          247500                20060501            79.98999786 No MI                                                            3.25               20110401                 11.125                  4.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 ADN1
GII                      G03                                                      339920                1770.42                    360                     359                  5.875                      0                      0                   0.375                   6.25 ROCKVILLE              MD                                       20853 Single Family                          339920                20060601                     80 No MI                                                             3.5               20110501                  11.25                  2.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G03                                                      364000                2123.33                    360                     360                  6.625                      0                      0                   0.375                      7 ONTARIO                CA                                       91764 2-4 Family                             364000                20060701                     80 No MI                                                            3.25               20110601                     12                  3.125                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 ADN1
GI                       G03                                                      234000                1316.25                    360                     359                  6.375                      0                      0                   0.375                   6.75 ARVADA                 CO                                       80003 Single Family                          234000                20060601                     80 No MI                                                            3.25               20110501                  11.75                  2.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GII                      G02                                                      164000                 871.25                    360                     359                      6                      0                      0                   0.375                  6.375 EVERETT                WA                                       98204 Condominium                            164000                20060601                     80 No MI                                                            3.75               20110501                 11.375                  2.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G03                                                   285747.67                1831.29                    360                     359                   6.25                      0                      0                   0.375                  6.625 COLTON                 CA                                       92324 Single Family                          286000                20060601                     80 No MI                                                               3               20110501                 11.625                  3.375                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360501 ADN1
GII                      G02                                                      251403                1387.95                    360                     359                   6.25                      0                      0                   0.375                  6.625 ADELANTO               CA                                       92301 Single Family                          251403                20060601                     80 No MI                                                            3.75               20110501                 11.625                  2.625                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G03                                                      277844                1881.24                    360                     359                   7.75                      0                      0                   0.375                  8.125 SAN JACINTO            CA                                       92582 Single Family                          277844                20060601                     80 No MI                                                            3.75               20110501                 13.125                  3.375                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G03                                                      500000                3489.58                    360                     360                      8                      0                      0                   0.375                  8.375 SOUTH OZONE PARK       NY                                       11420 2-4 Family                             500000                20060701                     80 No MI                                                            4.25               20110601                 13.375                  3.375                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 ADN1
GI                       G03                                                    94265.73                 742.02                    360                     359                  8.375                      0                      0                   0.375                   8.75 HOBART                 IN                                       46342 Single Family                           94320                20060601                     80 No MI                                                            5.25               20110501                  13.75                  3.875                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G03                                                   259511.75                1976.19                    360                     357                      8                      0                      0                   0.375                  8.375 VILAS                  NC                                       28692 Single Family                          260000                20060401                     80 No MI                                                            2.75               20110301                 13.375                  4.875                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360301 ADN1
GII                      G02                                                      281950                1644.71                    360                     360                  6.625                      0                      0                   0.375                      7 DACULA                 GA                                       30019 PUD                                    281950                20060801                     80 No MI                                                             3.5               20110701                     12                  2.375                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360701 ADN1
GI                       G03                                                      271360                1413.33                    360                     359                  5.875                      0                      0                   0.375                   6.25 ROCKY POINT            NY                                       11778 Single Family                          271360                20060601                     80 No MI                                                            3.25               20110501                  11.25                  3.125                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G03                                                   183870.13                1318.20                    360                     359                  7.375                      0                      0                   0.375                   7.75 WASHINGTON             NJ                                        7882 Single Family                          184000                20060601                     80 No MI                                                             3.5               20110501                  12.75                  2.875                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G03                                                      184000                1130.83                    360                     359                      7                      0                      0                   0.375                  7.375 LAS VEGAS              NV                                       89102 Single Family                          184000                20060601                     80 No MI                                                               3               20090501                 13.375                  3.125                       2 First Lien                                    Y                                          120 Prepay                                    360                      36 N                                    20360501 ADN1
GI                       G03                                                      292000                1642.50                    360                     360                  6.375                      0                      0                   0.375                   6.75 WASHINGTON             DC                                       20001 Townhouse                              292000                20060701                     80 No MI                                                               3               20110601                  11.75                  2.625                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 ADN1
GI                       G03                                                      336000                2378.19                    360                     360                   7.25                      0                      0                   0.375                  7.625 LAWRENCEVILLE          GA                                       30043 Single Family                          336000                20060701                     80 No MI                                                             3.5               20110601                 12.625                  2.625                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360601 ADN1
GII                      G03                                                    95849.77                 654.89                    360                     358                  6.875                      0                      0                   0.375                   7.25 CAPE GIRARDEAU         MO                                       63701 Single Family                           96000                20060501                     80 No MI                                                            4.25               20110401                  12.25                  3.125                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 ADN1
GI                       G03                                                    79890.67                 559.02                    360                     359                  7.125                      0                      0                   0.375                    7.5 BOLINGBROOK            IL                                       60440 Townhouse                               79950                20060601                     65 No MI                                1.00E+17                    2.25               20110501                   12.5                  3.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G02                                                      316000                1810.42                    360                     359                    6.5                      0                      0                   0.375                  6.875 Las Vegas              NV                                       89113 Single Family                          316000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G03                                                      470000                2839.58                    360                     360                  6.875                      0                      0                   0.375                   7.25 Queen Creek            AZ                                       85242 PUD                                    470000                20060701                     80 No MI                                1.00E+17                    2.25               20110601                  12.25                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GII                      G03                                                      112000                 676.67                    360                     358                  6.875                      0                      0                   0.375                   7.25 DENVER                 CO                                       80204 Single Family                          112000                20060501                     70 No MI                                1.00E+17                    2.75               20110401                  12.25                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G03                                                      202500                1223.44                    360                     360                  6.875                      0                      0                   0.375                   7.25 LAS VEGAS              NV                                       89128 Single Family                          202500                20060701                     75 No MI                                1.00E+17                    2.25               20110601                  12.25                  2.375                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GI                       G01                                                      552250                3854.24                    360                     360                      8                      0                      0                   0.375                  8.375 ELDERSBURG             MD                                       21784 PUD                                    552250                20060701                     80 No MI                                1.00E+17                    2.25               20110601                 13.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GI                       G02                                                      154400                1077.58                    360                     359                      8                      0                      0                   0.375                  8.375 North Las Vegas        NV                                       89030 Single Family                          154400                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G02                                                      152000                 870.83                    360                     359                    6.5                      0                      0                   0.375                  6.875 Mesa                   AZ                                       85202 Condominium                            152000                20060601            77.94999695 No MI                                1.00E+17                    2.25               20110501                 11.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      415000                2853.13                    360                     359                  7.875                      0                      0                   0.375                   8.25 FREDERICK              MD                                       21702 PUD                                    415000                20060601            78.66000366 No MI                                1.00E+17                    2.25               20110501                  13.25                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G01                                                   649999.91                4333.33                    360                     359                  7.625                      0                      0                   0.375                      8 JACKSON                NJ                                        8527 Single Family                          650000                20060601            77.97000122 No MI                                1.00E+17                    2.25               20110501                     13                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G02                                                      412000                2360.42                    360                     358                    6.5                      0                      0                   0.375                  6.875 SAN DIEGO              CA                                       92115 Single Family                          412000                20060501            78.84999847 No MI                                1.00E+17                    2.25               20110401                 11.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      327750                2082.58                    360                     357                   7.25                      0                      0                   0.375                  7.625 FRESNO                 CA                                       93727 Single Family                          327750                20060401                     95 Radian Guaranty                      1.00E+17                    2.25               20110301                 13.625                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GI                       G01                                                     1187250                8286.02                    360                     357                      8                      0                      0                   0.375                  8.375 New York               NY                                       10027 2-4 Family                            1187250                20060401                     75 No MI                                1.00E+17                    2.25               20110301                 13.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GII                      G03                                                      560300                3385.15                    360                     357                  6.875                      0                      0                   0.375                   7.25 Dumfries               VA                                       22026 PUD                                    560300                20060401                     80 No MI                                1.00E+17                    2.25               20110301                  12.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GII                      G03                                                       84500                 510.52                    360                     358                  6.875                      0                      0                   0.375                   7.25 Tieton                 WA                                       98947 Single Family                           84500                20060501                     65 No MI                                1.00E+17                    2.25               20110401                  12.25                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G01                                                      984000                6867.50                    360                     358                      8                      0                      0                   0.375                  8.375 LEAWOOD                KS                                       66209 PUD                                    984000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                       96000                 650.00                    360                     357                   7.75                      0                      0                   0.375                  8.125 LITHONIA               GA                                       30058 Single Family                           96000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 13.125                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360301 AFL2
GII                      G02                                                      240000                1325.00                    360                     357                   6.25                      0                      0                   0.375                  6.625 Las Vegas              NV                                       89117 PUD                                    240000                20060401            68.56999969 No MI                                                            2.25               20110301                 11.625                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GI                       G02                                                      116300                 811.68                    360                     359                      8                      0                      0                   0.375                  8.375 Rochester              MN                                       55906 Single Family                          116300                20060601            79.98999786 No MI                                1.00E+17                    2.25               20110501                 13.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      154700                1015.22                    360                     358                    7.5                      0                      0                   0.375                  7.875 Phoenix                AZ                                       85041 PUD                                    154700                20060501                     70 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                      308000                1700.42                    360                     360                   6.25                      0                      0                   0.375                  6.625 MOUNTAIN HOUSE         CA                                       95391 Condominium                            308000                20060701                     80 No MI                                1.00E+17                    2.25               20110601                 11.625                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GI                       G03                                                      506100                3110.41                    360                     359                      7                      0                      0                   0.375                  7.375 OAK RIDGE              NC                                       27310 PUD                                    506100                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      106000                 717.71                    360                     360                   7.75                      0                      0                   0.375                  8.125 DETROIT                MI                                       48224 Single Family                          106000                20060701                     80 No MI                                1.00E+17                    2.25               20110601                 13.125                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GII                      G02                                                      263000                1424.58                    360                     358                  6.125                      0                      0                   0.375                    6.5 Reno                   NV                                       89511 PUD                                    263000                20060501            44.72999954 No MI                                1.00E+17                    2.75               20110401                   11.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G03                                                    99685.11                 682.18                    360                     356                  6.875                      0                      0                   0.375                   7.25 Salida                 CO                                       81201 Single Family                          100000                20060301            63.29000092 No MI                                1.00E+17                    2.25               20110201                  12.25                  2.375                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360201 AFL2
GII                      G03                                                    207674.5                1418.93                    360                     358                  6.875                      0                      0                   0.375                   7.25 HESPERIA               CA                                       92345 Single Family                          208000                20060501                     80 No MI                                                            5.25               20110401                  13.25                  1.875                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 ADN1
GII                      G03                                                      256000                1546.67                    360                     360                  6.875                      0                      0                   0.375                   7.25 OXON HILL              MD                                       20745 Single Family                          256000                20060801                     80 No MI                                                            3.25               20110701                  12.25                  4.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360701 ADN1
GI                       G03                                                      203000                1247.60                    360                     358                      7                      0                      0                   0.375                  7.375 SANTA CLARITA          CA                                       91351 Condominium                            203000                20060501                     70 No MI                                                            2.75               20110401                 12.375                  2.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G03                                                      240000                1475.00                    360                     360                      7                      0                      0                   0.375                  7.375 MANASSAS               VA                                       20109 Condominium                            240000                20060701                     80 No MI                                                             3.5               20110601                 12.375                  2.375                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 ADN1
GI                       G03                                                      464000                3286.67                    360                     360                  8.125                      0                      0                   0.375                    8.5 MIAMI                  FL                                       33185 PUD                                    464000                20060801                     80 No MI                                                            4.25               20110701                   13.5                  3.125                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360701 ADN1
GI                       G03                                                      263920                1622.01                    360                     358                      7                      0                      0                   0.375                  7.375 MANASSAS PARK          VA                                       20111 Single Family                          263920                20060501                     80 No MI                                                               3               20110401                 12.375                  3.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 ADN1
GI                       G03                                                   134223.56                 997.92                    360                     358                   7.75                      0                      0                   0.375                  8.125 DOLTON                 IL                                       60419 Single Family                          134400                20060501                     80 No MI                                                            4.25               20110401                 13.125                  2.625                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G03                                                      174320                1160.68                    360                     359                  7.615                      0                      0                   0.375                   7.99 GREENVILLE             IL                                       62246 Single Family                          174320                20060601                     80 No MI                                                            4.25               20110501                  12.99                  3.125                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G03                                                      280000                1604.17                    360                     359                    6.5                      0                      0                   0.375                  6.875 CHULA VISTA            CA                                       91911 Condominium                            280000                20060601                     80 No MI                                                            3.25               20110501                 11.875                  3.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GII                      G03                                                      292000                1764.17                    360                     360                  6.875                      0                      0                   0.375                   7.25 BEAUFORT               SC                                       29907 PUD                                    292000                20060801                     80 No MI                                                             3.5               20110701                  12.25                  2.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360701 ADN1
GI                       G03                                                   487639.95                3076.99                    360                     358                   6.75                      0                      0                   0.375                  7.125 LOS ANGELES            CA                                       91343 Single Family                          488000                20060501                     80 No MI                                                           4.375               20110401                 12.125                  3.125                       2 First Lien                                    N                                            0 Prepay                                    480                      60 N                                    20360401 ADN1
GI                       G03                                                   449140.01                1871.42                    360                     359                  4.625                      0                      0                   0.375                      5 WEST SACRAMENTO        CA                                       95691 Single Family                          449141                20060601                     80 No MI                                                            3.25               20110501                     10                      4                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G03                                                      213528                1307.59                    360                     360                    6.5                      0                      0                   0.375                  6.875 PALM HARBOR            FL                                       34683 Single Family                          213528                20060801                     80 No MI                                                           3.625               20110701                 11.875                  2.875                       2 First Lien                                    N                                            0 Prepay                                    480                      60 N                                    20360701 ADN1
GI                       G02                                                      417000                2910.31                    360                     359                      8                      0                      0                   0.375                  8.375 FREDERICKSBURG         VA                                       22401 PUD                                    417000                20060601            77.88999939 No MI                                1.00E+17                    2.25               20110501                 13.375                   3.25                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      304000                1931.67                    360                     359                   7.25                      0                      0                   0.375                  7.625 TEMPLE HILLS           MD                                       20748 Single Family                          304000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.625                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      260000                1814.58                    360                     358                      8                      0                      0                   0.375                  8.375 Orlando                FL                                       32821 Condominium                            260000                20060501                     80 No MI                                                            2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                   399405.52                2579.49                    360                     358                  7.375                      0                      0                   0.375                   7.75 Gainesville            VA                                       20155 PUD                                    399900                20060501            79.98000336 No MI                                1.00E+17                    2.25               20110401                  12.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                    99336.62                 746.76                    360                     359                  7.875                      0                      0                   0.375                   8.25 Edgerton               WI                                       53534 Single Family                           99400                20060601                     70 No MI                                1.00E+17                   2.375               20080501                  13.25                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      24 N                                    20360501 AFL2
GII                      G02                                                      191920                1039.57                    360                     358                  6.125                      0                      0                   0.375                    6.5 Schaumburg             IL                                       60193 Condominium                            191920                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   11.5                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G03                                                      220000                1306.25                    360                     359                   6.75                      0                      0                   0.375                  7.125 Manassas               VA                                       20110 PUD                                    220000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.125                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 WALN
GI                       G02                                                       79900                 532.67                    360                     358                  7.625                      0                      0                   0.375                      8 LAYTON                 UT                                       84041 Single Family                           79900                20060501            79.98000336 No MI                                1.00E+17                    2.25               20110401                     13                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      268800                1764.00                    360                     359                    7.5                      0                      0                   0.375                  7.875 Cambridge              MD                                       21613 Single Family                          268800                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 WALN
GI                       G02                                                      360750                2367.42                    360                     359                    7.5                      0                      0                   0.375                  7.875 MIAMI                  FL                                       33161 Single Family                          363750                20060601                     75 No MI                                1.00E+17                    2.25               20110501                 12.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G02                                                      336000                1890.00                    360                     359                  6.375                      0                      0                   0.375                   6.75 ARLINGTON              CA                                       92503 Single Family                          336000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  11.75                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G01                                                      448000                2940.00                    360                     359                    7.5                      0                      0                   0.375                  7.875 Longmont               CO                                       80503 Single Family                          448000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                       89600                 606.67                    360                     359                   7.75                      0                      0                   0.375                  8.125 Porter                 TX                                       77365 PUD                                     89600                20060601            74.36000061 No MI                                1.00E+17                    2.25               20110501                 13.125                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G03                                                      176000                1100.00                    360                     359                  7.125                      0                      0                   0.375                    7.5 Kissimmee              FL                                       34758 PUD                                    176000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   12.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      165000                1134.38                    360                     358                  7.875                      0                      0                   0.375                   8.25 Puyallup               WA                                       98374 Single Family                          165000                20060501                     75 No MI                                1.00E+17                    2.75               20110401                  14.25                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      370350                2584.73                    360                     357                      8                      0                      0                   0.375                  8.375 Fredericksburg         VA                                       22407 Single Family                          370350                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 13.375                  2.375                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GIII                     G02                                                      282950                1562.12                    360                     359                  6.375                      0                      0                    0.25                  6.625 WEST PALM BEACH        FL                                       33413 PUD                                    282950                20060601            79.98999786 No MI                                1.00E+17                    2.25               20110501                 11.625                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G02                                                    56215.04                 427.54                    360                     359                      8                      0                      0                   0.375                  8.375 BROOKLYN               MD                                       21225 2-4 Family                              56250                20060601                     75 No MI                                1.00E+17                    2.25               20110501                 14.375                      2                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 AFL2
GIII                     G02                                                      347150                1988.88                    360                     358                  6.625                      0                      0                    0.25                  6.875 ORLANDO                FL                                       32824 PUD                                    347150                20060501            94.98999786 Republic MIC                         1.00E+17                    2.25               20110401                 11.875                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G03                                                      290767                1817.29                    360                     358                  7.125                      0                      0                   0.375                    7.5 Shakopee               MN                                       55379 PUD                                    290767                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   13.5                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GIII                     G03                                                    267490.1                1650.12                    360                     358                      6                      0                      0                    0.25                   6.25 LAS VEGAS              NV                                       89134 PUD                                    268000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  11.25                  1.875                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 ADN1
GIII                     G01                                                      286200                1460.81                    360                     358                  5.875                      0                      0                    0.25                  6.125 GILBERT                AZ                                       85296 PUD                                    286500                20060501            65.86000061 No MI                                1.00E+17                    2.25               20110401                 11.125                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G01                                                      242910                1163.94                    360                     359                    5.5                      0                      0                    0.25                   5.75 LITTLE ROCK            AR                                       72207 Single Family                          242910                20060601                     90 Republic MIC                         1.00E+17                    2.25               20110501                  11.75                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GII                      G02                                                      246400                1437.33                    360                     359                  6.625                      0                      0                   0.375                      7 LAS VEGAS              NV                                       89123 PUD                                    246400                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     12                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G02                                                   253451.99                1372.86                    360                     358                  6.125                      0                      0                   0.375                    6.5 Stuart                 FL                                       34997 PUD                                    253452                20060501                     80 No MI                                1.00E+17                    2.75               20110401                   12.5                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GIII                     G02                                                      147120                 796.90                    360                     358                   6.25                      0                      0                    0.25                    6.5 WEST HAVEN             UT                                       84401 Single Family                          147120                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   11.5                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G02                                                      284000                1538.33                    360                     359                   6.25                      0                      0                    0.25                    6.5 LITCHFIELD PARK        AZ                                       85340 Single Family                          284000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   11.5                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GII                      G02                                                      340130                1842.37                    360                     360                  6.125                      0                      0                   0.375                    6.5 Mesa                   AZ                                       85209 PUD                                    340130                20060701                     70 No MI                                1.00E+17                    2.25               20110601                   11.5                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GII                      G03                                                   267190.66                1648.28                    360                     358                  5.875                      0                      0                   0.375                   6.25 Stuart                 FL                                       34997 PUD                                    267700                20060501                     80 No MI                                1.00E+17                    2.75               20110401                  12.25                  1.875                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 AFL2
GIII                     G02                                                      153000                 908.44                    360                     360                  6.875                      0                      0                    0.25                  7.125 MINNEAPOLIS            MN                                       55421 Single Family                          153000                20060701            71.16000366 No MI                                1.00E+17                    2.25               20110601                 12.125                  2.375                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 ADN1
GIII                     G03                                                      483850                2520.05                    360                     358                      6                      0                      0                    0.25                   6.25 BOYNTON BEACH          FL                                       33437 PUD                                    483850                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  11.25                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 ADN1
GIII                     G02                                                      250000                1432.29                    360                     359                  6.625                      0                      0                    0.25                  6.875 LOS ANGELES            CA                                       90047 Single Family                          250000                20060601            64.09999847 No MI                                1.00E+17                    2.25               20110501                 11.875                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GII                      G02                                                      159500                 863.96                    360                     356                  6.125                      0                      0                   0.375                    6.5 Myrtle Beach           SC                                       29577 Condominium                            159500                20060301                     50 No MI                                1.00E+17                    2.25               20110201                   11.5                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360201 AFL2
GIII                     G02                                                      398850                2118.89                    360                     359                  6.125                      0                      0                    0.25                  6.375 LAS VEGAS              NV                                       89156 PUD                                    398850                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.375                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GII                      G03                                                      440000                2612.50                    360                     354                   6.75                      0                      0                   0.375                  7.125 Davie                  FL                                       33314 Single Family                          440000                20060101                     80 No MI                                1.00E+17                    2.25               20101201                 12.125                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20351201 AFL2
GII                      G03                                                      194017                1010.51                    360                     359                  5.875                      0                      0                   0.375                   6.25 Tamarac                FL                                       33321 Condominium                            194017                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.25                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                    319801.1                2432.23                    360                     359                      8                      0                      0                   0.375                  8.375 WOODBRIDGE             VA                                       22191 Townhouse                              320000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.375                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      123200                 872.67                    360                     359                  8.125                      0                      0                   0.375                    8.5 Homestead              FL                                       33033 Single Family                          123200                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   13.5                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GIII                     G01                                                      332100                1730.21                    360                     359                      6                      0                      0                    0.25                   6.25 SARASOTA               FL                                       34240 PUD                                    332200                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  11.25                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GII                      G03                                                      142392                 845.45                    360                     359                   6.75                      0                      0                   0.375                  7.125 Covington              GA                                       30016 PUD                                    142392                20060601            79.11000061 No MI                                1.00E+17                    2.25               20110501                 12.125                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G02                                                      150400                 799.00                    360                     358                      6                      0                      0                   0.375                  6.375 Orange Park            FL                                       32003 PUD                                    150400                20060501                     80 No MI                                1.00E+17                    2.75               20110401                 12.375                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GIII                     G03                                                   473893.84                2123.13                    360                     358                  5.125                      0                      0                    0.25                  5.375 NORTH HOLLYWOOD        CA                                       91606 Single Family                          474000                20060501            72.91999817 No MI                                1.00E+17                    2.25               20110401                 10.375                  2.375                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G01                                                      236600                1232.29                    360                     358                      6                      0                      0                    0.25                   6.25 WOODLAND HILLS AREA LOSCA                                       91367 Condominium                            236600                20060501            74.98999786 No MI                                1.00E+17                    2.25               20110401                  12.25                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 ADN1
GII                      G03                                                      584000                3467.50                    360                     358                   6.75                      0                      0                   0.375                  7.125 Granada Hills          CA                                       91344 Single Family                          584000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.125                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GIII                     G02                                                      204000                1083.75                    360                     358                  6.125                      0                      0                    0.25                  6.375 TUPELO                 MS                                       38804 Single Family                          204000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.375                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G01                                                      398100                1990.50                    360                     358                   5.75                      0                      0                    0.25                      6 BEAUMONT               CA                                       92223 PUD                                    398100                20060501                     80 No MI                                1.00E+17                    2.25               20110401                     11                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G01                                                      483750                3225.00                    360                     358                  7.625                      0                      0                   0.375                      8 San Jose               CA                                       95122 Single Family                          483750                20060501                     75 No MI                                1.00E+17                    2.25               20110401                     13                      2                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GIII                     G02                                                      229000                1240.42                    360                     359                   6.25                      0                      0                    0.25                    6.5 GAITHERSBURG           MD                                       20877 Condominium                            229000                20060601            78.97000122 No MI                                1.00E+17                    2.25               20110501                   11.5                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GII                      G02                                                      284672                1630.93                    360                     359                    6.5                      0                      0                   0.375                  6.875 ARBUCKLE               CA                                       95912 Single Family                          284672                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.875                      2                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G03                                                      131660                 795.45                    360                     359                  6.875                      0                      0                   0.375                   7.25 Villa Rica             GA                                       30180 PUD                                    131660                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G02                                                      124000                 684.58                    360                     359                   6.25                      0                      0                   0.375                  6.625 Douglasville           GA                                       30134 Single Family                          124000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.625                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G01                                                      221600                1269.58                    360                     358                    6.5                      0                      0                   0.375                  6.875 CEDAR RAPIDS           IA                                       52404 Single Family                          221600                20060501                     80 No MI                                1.00E+17                    2.25               20090401                 12.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      36 N                                    20360401 AFL2
GII                      G02                                                      280000                1604.17                    360                     358                    6.5                      0                      0                   0.375                  6.875 VICTORVILLE            CA                                       92392 Single Family                          280000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                   184688.04                1420.96                    360                     359                  8.125                      0                      0                   0.375                    8.5 Frederick              MD                                       21702 Townhouse                              184800                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   13.5                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      292000                1946.67                    360                     358                  7.625                      0                      0                   0.375                      8 Chandler               AZ                                       85249 PUD                                    292000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                     13                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G03                                                      203752                1061.21                    360                     359                  5.875                      0                      0                   0.375                   6.25 SNELLVILLE             GA                                       30039 PUD                                    203752                20060601                     80 No MI                                                            2.25               20110501                  11.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      169070                1091.91                    360                     359                  7.375                      0                      0                   0.375                   7.75 NEWARK                 NJ                                        7104 2-4 Family                             169070                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.75                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G03                                                      460000                2875.00                    360                     360                  7.125                      0                      0                   0.375                    7.5 LOS ANGELES            CA                                       91306 Single Family                          460000                20060701                     80 No MI                                                               3               20110601                   12.5                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 ADN1
GII                      G03                                                      130000                 677.08                    360                     360                  5.875                      0                      0                   0.375                   6.25 FOSTER CITY            CA                                       94404 PUD                                    130000                20060801            20.30999947 No MI                                                            2.75               20110701                  11.25                  2.625                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360701 ADN1
GI                       G03                                                   144799.92                 950.25                    360                     357                    7.5                      0                      0                   0.375                  7.875 PHOENIX                AZ                                       85033 Single Family                          144800                20060401                     80 No MI                                                            2.75               20110301                 12.875                  2.375                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 ADN1
GI                       G03                                                      240000                1350.00                    360                     360                  6.375                      0                      0                   0.375                   6.75 HENDERSON              NV                                       89012 PUD                                    240000                20060801                     80 No MI                                                               3               20110701                  11.75                  2.375                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360701 ADN1
GI                       G03                                                   103783.95                 692.00                    360                     356                  7.625                      0                      0                   0.375                      8 AUSTIN                 TX                                       78744 2-4 Family                             103800                20060301            79.97000122 No MI                                                            2.75               20110201                     13                  2.625                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360201 ADN1
GI                       G03                                                      231600                1447.50                    360                     360                  7.125                      0                      0                   0.375                    7.5 SACRAMENTO             CA                                       95815 Single Family                          231600                20060701                     80 No MI                                                            5.25               20110601                   12.5                  2.375                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 ADN1
GI                       G03                                                   103783.95                 692.00                    360                     356                  7.625                      0                      0                   0.375                      8 AUSTIN                 TX                                       78744 2-4 Family                             103800                20060301            79.97000122 No MI                                                            2.75               20110201                     13                  4.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360201 ADN1
GI                       G03                                                      176000                1210.00                    360                     360                  7.875                      0                      0                   0.375                   8.25 LEHIGH ACRES           FL                                       33936 Single Family                          176000                20060701                     80 No MI                                                            5.25               20110601                  13.25                  3.375                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 ADN1
GII                      G02                                                      265600                1494.00                    360                     357                  6.375                      0                      0                   0.375                   6.75 CHICAGO                IL                                       60634 Single Family                          265600                20060401                     80 No MI                                                             3.5               20110301                  11.75                  4.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 ADN1
GI                       G03                                                      140000                 860.42                    360                     360                      7                      0                      0                   0.375                  7.375 HIALEAH                FL                                       33016 Condominium                            140000                20060801                     80 No MI                                                               3               20110701                 12.375                  3.125                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360701 ADN1
GII                      G02                                                      212160                1193.40                    360                     360                  6.375                      0                      0                   0.375                   6.75 LYONS                  IL                                       60534 Single Family                          212160                20060801                     80 No MI                                                               3               20110701                  11.75                  2.625                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360701 ADN1
GII                      G02                                                      360000                2062.50                    360                     359                    6.5                      0                      0                   0.375                  6.875 SAN DIEGO              CA                                       92114 Single Family                          360000                20060601                     80 No MI                                                            3.75               20110501                 11.875                  2.625                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GII                      G03                                                      408000                2422.50                    360                     360                   6.75                      0                      0                   0.375                  7.125 LOS ANGELES            CA                                       90043 2-4 Family                             408000                20060801                     80 No MI                                                            3.75               20110701                 12.125                  3.375                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360701 ADN1
GI                       G03                                                      134400                 840.00                    360                     360                  7.125                      0                      0                   0.375                    7.5 APPLE VALLEY           MN                                       55124 PUD                                    134400                20060701                     80 No MI                                                            3.75               20110601                   12.5                  3.375                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 ADN1
GI                       G03                                                      229600                1458.92                    360                     359                   7.25                      0                      0                   0.375                  7.625 INGLEWOOD              CA                                       90302 Condominium                            229600                20060601                     80 No MI                                                            4.25               20110501                 12.625                  3.375                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GII                      G03                                                   286234.29                1730.33                    360                     358                  6.875                      0                      0                   0.375                   7.25 SAN DIEGO              CA                                       92126 Condominium                            286400                20060501            79.55999756 No MI                                                             3.5               20110401                  12.25                  3.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 ADN1
GI                       G03                                                      184000                1284.17                    360                     360                      8                      0                      0                   0.375                  8.375 MIAMI                  FL                                       33168 Single Family                          184000                20060701                     80 No MI                                                            4.25               20110601                 13.375                  3.125                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 ADN1
GI                       G03                                                      378587                2129.55                    360                     359                  6.375                      0                      0                   0.375                   6.75 RANCHO CORDOVA         CA                                       95742 PUD                                    378587                20060601                     80 No MI                                                            3.25               20110501                  11.75                  3.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GII                      G02                                                      255920                1386.23                    360                     358                  6.125                      0                      0                   0.375                    6.5 ADELPHI                MD                                       20886 PUD                                    255920                20060501                     80 No MI                                                            3.75               20110401                   11.5                  3.125                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G03                                                      215120                1232.46                    360                     359                    6.5                      0                      0                   0.375                  6.875 EL CAJON               CA                                       92020 Condominium                            215120                20060601                     80 No MI                                                               3               20110501                 11.875                  3.375                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GII                      G03                                                      500000                3020.83                    360                     360                  6.875                      0                      0                   0.375                   7.25 HOLLISTER              CA                                       95023 Single Family                          500000                20060701                     80 No MI                                                               3               20110601                  12.25                  2.625                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 ADN1
GI                       G03                                                      134384                 867.90                    360                     359                  7.375                      0                      0                   0.375                   7.75 TACOMA                 WA                                       98408 Single Family                          134384                20060601                     80 No MI                                                            3.25               20110501                  12.75                  2.625                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 ADN1
GII                      G02                                                      106400                 609.58                    360                     360                    6.5                      0                      0                   0.375                  6.875 SAINT PETERSBURG       FL                                       33714 Single Family                          106400                20060801                     80 No MI                                                            5.25               20110701                 11.875                  2.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360701 ADN1
GI                       G03                                                      356800                2453.00                    360                     358                  7.875                      0                      0                   0.375                   8.25 DANBURY                CT                                        6810 2-4 Family                             356800                20060501                     80 No MI                                                            2.75               20110401                  13.25                  4.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 ADN1
GII                      G03                                                      449440                2574.92                    360                     360                    6.5                      0                      0                   0.375                  6.875 LINDENHURST            NY                                       11757 Single Family                          449440                20060801                     80 No MI                                                            4.25               20110701                 11.875                  2.625                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360701 ADN1
GI                       G03                                                    54340.36                 437.71                    360                     358                  8.625                      0                      0                   0.375                      9 CAMDEN                 NJ                                        8105 2-4 Family                              54400                20060501                     80 No MI                                                            2.75               20110401                     14                  3.875                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G03                                                      249280                1558.00                    360                     359                  7.125                      0                      0                   0.375                    7.5 WOODBRIDGE             VA                                       22191 PUD                                    249280                20060601                     80 No MI                                                            3.75               20110501                   12.5                  2.375                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G03                                                      320000                1988.58                    360                     360                  6.625                      0                      0                   0.375                      7 MORENO VALLEY          CA                                       92553 Single Family                          320000                20060801                     80 No MI                                                           3.625               20110701                     12                  3.375                       2 First Lien                                    N                                            0 Prepay                                    480                      60 N                                    20360701 ADN1
GII                      G02                                                      252000                1417.50                    360                     358                  6.375                      0                      0                   0.375                   6.75 FRANKFORT              IL                                       60423 Single Family                          252000                20060501                     80 No MI                                                            4.25               20110401                  11.75                   3.25                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G03                                                      212000                1104.17                    360                     359                  5.875                      0                      0                   0.375                   6.25 SAINT PAUL             MN                                       55122 Single Family                          212000                20060601                     80 No MI                                                               3               20110501                  11.25                  3.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G03                                                      282400                1765.00                    360                     360                  7.125                      0                      0                   0.375                    7.5 LANHAM                 MD                                       20706 Single Family                          282400                20060701                     80 No MI                                                            4.25               20110601                   12.5                  2.625                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 ADN1
GI                       G03                                                      280000                1575.00                    360                     358                  6.375                      0                      0                   0.375                   6.75 NORWOOD                MA                                        2062 Single Family                          280000                20060501                     80 No MI                                                               3               20110401                  11.75                  3.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G03                                                      464000                3045.00                    360                     360                    7.5                      0                      0                   0.375                  7.875 JAMAICA                NY                                       11434 2-4 Family                             464000                20060801                     80 No MI                                                            3.25               20110701                 12.875                  2.375                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360701 ADN1
GI                       G03                                                      228000                1211.25                    360                     357                      6                      0                      0                   0.375                  6.375 CHICAGO                IL                                       60607 Condominium                            228000                20060401                     80 No MI                                                             7.5               20110301                 11.375                  2.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 ADN1
GI                       G03                                                      165600                1190.25                    360                     358                   8.25                      0                      0                   0.375                  8.625 RICHMOND               VA                                       23220 2-4 Family                             165600                20060501                     80 No MI                                                            2.75               20110401                 13.625                  7.125                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G03                                                      247200                1545.00                    360                     360                  7.125                      0                      0                   0.375                    7.5 RIVERDALE              MD                                       20737 Single Family                          247200                20060701                     80 No MI                                                               3               20110601                   12.5                  2.375                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 ADN1
GI                       G03                                                   203513.01                1586.69                    360                     356                   8.25                      0                      0                   0.375                  8.625 LAKE MARY              FL                                       32746 PUD                                    204000                20060301            79.37999725 No MI                                                            2.75               20090201                 14.625                  2.625                       2 First Lien                                    N                                            0 No_PP                                     360                      36 N                                    20360201 ADN1
GII                      G03                                                      420000                2537.50                    360                     360                  6.875                      0                      0                   0.375                   7.25 PACOIMA                CA                                       91331 Single Family                          420000                20060701                     80 No MI                                                               3               20110601                  12.25                  2.375                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 ADN1
GI                       G03                                                      152000                1092.50                    360                     357                   8.25                      0                      0                   0.375                  8.625 MIAMI                  FL                                       33175 Condominium                            152000                20060401                     80 No MI                                                            6.75               20110301                 14.625                  2.625                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 ADN1
GI                       G03                                                      102320                 714.11                    360                     359                      8                      0                      0                   0.375                  8.375 HIALEAH                FL                                       33012 Condominium                            102320                20060601                     80 No MI                                                            5.25               20110501                 13.375                  6.375                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GII                      G02                                                      141600                 767.00                    360                     358                  6.125                      0                      0                   0.375                    6.5 Las Vegas              NV                                       89128 Condominium                            141600                20060501                     80 No MI                                1.00E+17                    2.75               20110401                   12.5                  4.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GIII                     G02                                                      245300                1379.81                    360                     356                    6.5                      0                      0                    0.25                   6.75 LAS VEGAS              NV                                       89122 PUD                                    245300                20060301            79.98999786 No MI                                1.00E+17                    2.75               20110201                  12.75                      2                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360201 ADN1
GIII                     G02                                                      116000                 688.75                    360                     356                  6.875                      0                      0                    0.25                  7.125 MAGNA                  UT                                       84044 Single Family                          116000                20060301                     80 No MI                                1.00E+17                    2.75               20110201                 13.125                    2.5                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360201 ADN1
GIII                     G02                                                      238400                1365.83                    360                     349                  6.625                      0                      0                    0.25                  6.875 LAS VEGAS              NV                                       89123 PUD                                    238400                20050801                     80 No MI                                1.00E+17                    2.75               20100701                 11.875                    2.5                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20350701 ADN1
GIII                     G01                                                      264000                1375.00                    360                     357                      6                      0                      0                    0.25                   6.25 TEMECULA               CA                                       92591 PUD                                    264000                20060401                     80 No MI                                1.00E+17                    2.75               20110301                  12.25                    2.5                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 ADN1
GII                      G02                                                      333592                1806.96                    360                     358                  6.125                      0                      0                   0.375                    6.5 Lake Elsinore          CA                                       92532 PUD                                    333592                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                    2.5                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GIII                     G02                                                      280000                1837.50                    360                     358                  7.625                      0                      0                    0.25                  7.875 GILBERT                AZ                                       85296 PUD                                    280000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.875                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G02                                                      200000                1145.83                    360                     358                  6.625                      0                      0                    0.25                  6.875 KERNVILLE              CA                                       93238 Single Family                          200000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.875                      2                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 ADN1
GII                      G03                                                   319986.66                1933.25                    360                     358                  6.875                      0                      0                   0.375                   7.25 Annapolis              MD                                       21409 Single Family                          320000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.25                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G03                                                      144000                 885.00                    360                     358                      7                      0                      0                   0.375                  7.375 Virginia Beach         VA                                       23454 Single Family                          144000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                      212000                1192.50                    360                     358                  6.375                      0                      0                   0.375                   6.75 Phoenix                AZ                                       85050 Condominium                            212000                20060501                     80 No MI                                1.00E+17                    2.75               20110401                  12.75                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GIII                     G02                                                      397216                2234.34                    360                     358                    6.5                      0                      0                    0.25                   6.75 ALBUQUERQUE            NM                                       87122 PUD                                    397216                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.75                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G02                                                    278136.5                2097.54                    360                     355                  7.875                      0                      0                   0.375                   8.25 TIGARD                 OR                                       97223 PUD                                    279200                20060201                     80 No MI                                1.00E+17                    2.25               20110101                  13.25                      2                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360101 AFL2
GIII                     G02                                                      373500                2100.94                    360                     358                   6.11                   0.39                      0                    0.25                   6.75 INDIO                  CA                                       92201 Single Family                          373500                20060501                     90 Radian Guaranty                      1.00E+17                   2.875               20110401                  12.75                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 ADN1
GIII                     G02                                                      251800                1704.90                    360                     356                  7.875                      0                      0                    0.25                  8.125 RIO RANCHO             NM                                       87124 PUD                                    251800                20060301                     80 No MI                                1.00E+17                    2.25               20110201                 13.125                  2.235                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360201 ADN1
GI                       G02                                                   168727.36                1055.59                    360                     357                      6                      0                      0                   0.375                  6.375 NORCROSS               GA                                       30092 PUD                                    169200                20060401                     80 No MI                                1.00E+17                    2.25               20130301                 11.375                      2                       1 First Lien                                    N                                            0 No_PP                                     360                      84 N                                    20360301 AFL2
GI                       G02                                                      160140                1017.56                    360                     358                   7.25                      0                      0                   0.375                  7.625 SAHUARITA              AZ                                       85629 PUD                                    160140                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.625                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                      327732                1877.64                    360                     358                    6.5                      0                      0                   0.375                  6.875 VAIL                   AZ                                       85641 PUD                                    327732                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                      348000                1993.75                    360                     359                    6.5                      0                      0                   0.375                  6.875 Oakley                 CA                                       94561 PUD                                    348000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G03                                                      160000                1174.02                    360                     360                  7.625                      0                      0                   0.375                      8 LOUISVILLE             KY                                       40206 2-4 Family                             160000                20060701                     80 No MI                                1.00E+17                    2.25               20110601                     13                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360601 AFL2
GII                      G02                                                   343605.16                2234.42                    360                     357                  6.375                      0                      0                   0.375                   6.75 LOS ANGELES            CA                                       90003 2-4 Family                             344500                20060401                     65 No MI                                                            2.25               20110301                  11.75                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G01                                                       65318                 428.65                    360                     360                    7.5                      0                      0                   0.375                  7.875 Fort Mill              SC                                       29715 PUD                                     65318                20060701                     65 No MI                                1.00E+17                    2.25               20110601                 12.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GI                       G03                                                      177000                1106.25                    360                     359                  7.125                      0                      0                   0.375                    7.5 Ocean View             DE                                       19970 PUD                                    177000                20060601            42.65000153 No MI                                1.00E+17                    2.25               20110501                   13.5                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G02                                                      327650                1774.77                    360                     358                  6.125                      0                      0                   0.375                    6.5 Lincoln                CA                                       95648 PUD                                    327650                20060501            67.19999695 No MI                                1.00E+17                    2.25               20110401                   11.5                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G03                                                      225000                1385.36                    360                     360                  5.875                      0                      0                   0.375                   6.25 Scottsdale             AZ                                       85251 Single Family                          225000                20060701                     75 No MI                                1.00E+17                    2.25               20110601                  11.25                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360601 AFL2
GI                       G03                                                       72000                 495.00                    360                     360                  7.875                      0                      0                   0.375                   8.25 Etowah                 TN                                       37331 Single Family                           72000                20060701                     80 No MI                                                            2.25               20110601                  14.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GI                       G01                                                      569190                3676.02                    360                     357                  7.375                      0                      0                   0.375                   7.75 Glenn Dale             MD                                       20769 Single Family                          569190                20060401                     80 No MI                                                            2.25               20110301                  12.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G02                                                      148050                1033.27                    360                     359                      8                      0                      0                   0.375                  8.375 Federal Way            WA                                       98001 Single Family                          148050                20060601                     70 No MI                                1.00E+17                    2.25               20110501                 13.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GIII                     G03                                                     1415001                7517.19                    360                     358                  6.125                      0                      0                    0.25                  6.375 ATLANTA                GA                                       30327 Single Family                         1415001                20060501            74.47000122 No MI                                1.00E+17                    2.25               20110401                 11.375                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 ADN1
GIII                     G02                                                      195000                1279.69                    360                     357                  7.625                      0                      0                    0.25                  7.875 ARBUCKLE               CA                                       95912 Single Family                          195000                20060401            73.58000183 No MI                                1.00E+17                    3.75               20110301                 12.875                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 ADN1
GIII                     G02                                                      322500                2082.81                    360                     358                    7.5                      0                      0                    0.25                   7.75 BERWYN                 IL                                       60402 2-4 Family                             322500                20060501                     75 No MI                                1.00E+17                    2.25               20110401                  13.75                    3.5                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G01                                                      436000                2679.58                    360                     358                  7.125                      0                      0                    0.25                  7.375 MELBOURNE              FL                                       32940 PUD                                    436000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.375                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 ADN1
GIII                     G02                                                      240000                1375.00                    360                     357                  6.625                      0                      0                    0.25                  6.875 LONG BEACH             CA                                       90807 Condominium                            240000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 12.875                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 ADN1
GII                      G03                                                      392431                2370.94                    360                     358                  6.875                      0                      0                   0.375                   7.25 Las Vegas              NV                                       89108 PUD                                    392431                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.25                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G03                                                   156748.15                1057.74                    360                     358                   6.75                      0                      0                   0.375                  7.125 MEREDITH               NH                                        3253 Condominium                            157000                20060501            79.98000336 No MI                                1.00E+17                    2.25               20110401                 13.125                  1.875                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GIII                     G02                                                      392000                2817.50                    360                     356                  8.375                      0                      0                    0.25                  8.625 EAST FALMOUTH          MA                                        2536 Single Family                          392000                20060301                     80 No MI                                1.00E+17                    2.75               20110201                 14.625                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360201 ADN1
GIII                     G03                                                   726980.96                3937.81                    360                     358                   6.25                      0                      0                    0.25                    6.5 CERES                  CA                                       95307 Single Family                          728000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   11.5                    2.5                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 ADN1
GIII                     G03                                                   576646.35                4647.51                    360                     357                   8.75                      0                      0                    0.25                      9 LITTLETON              NC                                       27850 Single Family                          577600                20060401                     80 No MI                                1.00E+17                    2.75               20110301                     15                      2                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360301 ADN1
GI                       G01                                                      247200                1648.00                    360                     356                   7.75                      0                      0                    0.25                      8 LAKE COMO              NJ                                        7719 Single Family                          247200                20060301                     80 No MI                                1.00E+17                    2.75               20110201                     14                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360201 ADN1
GI                       G01                                                   202499.98                1560.94                    360                     357                      9                      0                      0                    0.25                   9.25 WEST ORANGE            NJ                                        7052 Single Family                          202500                20060401                     90 GE Capital MI                        1.00E+17                    2.75               20110301                  15.25                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 ADN1
GIII                     G03                                                   444173.05                2923.33                    360                     358                  6.625                      0                      0                    0.25                  6.875 ORANGE                 CA                                       92868 Single Family                          445000                20060501            71.19999695 No MI                                1.00E+17                    2.25               20110401                 12.875                    2.5                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 ADN1
GII                      G02                                                      320000                1800.00                    360                     358                  6.375                      0                      0                   0.375                   6.75 OAKLAND                CA                                       94603 Single Family                          320000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  11.75                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      226320                1438.08                    360                     358                   7.25                      0                      0                   0.375                  7.625 LAKE HAVASU CITY       AZ                                       86403 2-4 Family                             226320                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.625                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G03                                                       78000                 479.38                    360                     360                      7                      0                      0                   0.375                  7.375 BLADENSBURG            MD                                       20710 Condominium                             78000                20060701                     65 No MI                                1.00E+17                    2.25               20110601                 12.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GI                       G02                                                    90877.47                 667.73                    360                     358                  7.625                      0                      0                   0.375                      8 ATL                    GA                                       30311 Single Family                           91000                20060501            68.94000244 No MI                                1.00E+17                    2.25               20110401                     13                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      152800                1002.75                    360                     359                    7.5                      0                      0                   0.375                  7.875 St Petersburg          FL                                       33709 Single Family                          152800                20060601                     80 No MI                                                            2.25               20110501                 12.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G03                                                      207200                1295.00                    360                     359                  7.125                      0                      0                   0.375                    7.5 GLENDALE               AZ                                       85304 Single Family                          207200                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   12.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      111764                 780.02                    360                     359                      8                      0                      0                   0.375                  8.375 San Antonio            TX                                       78254 PUD                                    111764                20060601                     75 No MI                                1.00E+17                    2.25               20110501                 13.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GIII                     G02                                                      121520                 696.21                    360                     358                  6.625                      0                      0                    0.25                  6.875 PALM HARBOR            FL                                       34683 Condominium                            121520                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.875                      2                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 ADN1
GIII                     G03                                                   998187.08                6320.68                    360                     358                   6.25                      0                      0                    0.25                    6.5 LAS VEGAS              NV                                       89129 Single Family                         1000000                20060501            64.51999664 No MI                                1.00E+17                    2.25               20110401                   11.5                      2                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 ADN1
GI                       G01                                                      185750                1238.33                    360                     357                   7.75                      0                      0                    0.25                      8 DOUGLASVILLE           GA                                       30135 PUD                                    185750                20060401            94.98000336 Mortgage Guaranty In                 1.00E+17                    2.25               20110301                     14                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 ADN1
GIII                     G03                                                      436000                2679.58                    360                     358                  7.125                      0                      0                    0.25                  7.375 LOS ANGELES            CA                                       91306 Single Family                          436000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.375                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G03                                                      476000                2727.08                    360                     358                  6.625                      0                      0                    0.25                  6.875 HAYWARD                CA                                       94545 Single Family                          476000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.875                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G01                                                   188999.48                 964.69                    360                     358                  5.875                      0                      0                    0.25                  6.125 VERNON                 CT                                        6066 Single Family                          189000                20060501                  78.75 No MI                                1.00E+17                    2.25               20110401                 12.125                      2                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 ADN1
GII                      G03                                                      231200                1396.83                    360                     358                  6.875                      0                      0                   0.375                   7.25 Norwalk                CT                                        6850 Condominium                            231200                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  13.25                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GIII                     G02                                                      120800                 679.50                    360                     357                    6.5                      0                      0                    0.25                   6.75 ORLANDO                FL                                       32812 Condominium                            120800                20060401                     80 No MI                                1.00E+17                    2.25               20110301                  12.75                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 ADN1
GI                       G03                                                   129599.95                 796.50                    360                     358                      7                      0                      0                   0.375                  7.375 Orlando                FL                                       32807 Single Family                          129600                20060501            78.55000305 No MI                                1.00E+17                    2.25               20110401                 13.375                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GIII                     G03                                                      519200                2974.58                    360                     358                  6.625                      0                      0                    0.25                  6.875 LOS ANGELES            CA                                       90019 Single Family                          519200                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 ADN1
GI                       G01                                                      103500                 722.34                    360                     356                  8.125                      0                      0                    0.25                  8.375 COLLINGDALE            PA                                       19023 2-4 Family                             103500                20060301                     90 PMI                                  1.00E+17                    2.75               20110201                 14.375                      2                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360201 ADN1
GI                       G01                                                   431919.72                2789.48                    360                     357                  7.375                      0                      0                   0.375                   7.75 Hanover                PA                                       17331 PUD                                    431920                20060401                     80 No MI                                1.00E+17                    2.25               20110301                  12.75                    2.5                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G02                                                      320000                2066.67                    360                     359                  7.375                      0                      0                   0.375                   7.75 Miami                  FL                                       33161 Single Family                          320000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   9.95                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GIII                     G02                                                      168000                 997.50                    360                     356                  6.875                      0                      0                    0.25                  7.125 WILLOW GROVE           PA                                       19090 Single Family                          168000                20060301                     80 No MI                                1.00E+17                    2.75               20110201                 13.125                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360201 ADN1
GI                       G01                                                      286400                2058.50                    360                     356                  8.375                      0                      0                    0.25                  8.625 LOWELL                 MA                                        1851 Single Family                          286400                20060301            94.98999786 Mortgage Guaranty In                 1.00E+17                    2.75               20110201                 14.625                    2.5                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360201 ADN1
GI                       G01                                                    98886.88                 676.72                    360                     356                      7                      0                      0                    0.25                   7.25 LAKE PLACID            FL                                       33852 Single Family                           99200                20060301                     80 No MI                                1.00E+17                    2.75               20110201                  13.25                    2.5                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360201 ADN1
GI                       G03                                                      126600                 778.06                    360                     360                      7                      0                      0                   0.375                  7.375 JACKSONVILLE           FL                                       32224 PUD                                    126600                20060701                     80 No MI                                1.00E+17                    2.25               20110601                 12.375                    2.5                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GI                       G02                                                      346320                2236.65                    360                     358                  7.375                      0                      0                   0.375                   7.75 North Bergen           NJ                                        7047 Single Family                          346320                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.75                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G03                                                   196184.79                1323.86                    360                     358                   6.75                      0                      0                   0.375                  7.125 WEST PALM BEACH        FL                                       33414 Condominium                            196500                20060501                     75 No MI                                1.00E+17                    2.25               20110401                 12.125                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                   121424.48                 923.49                    360                     359                      8                      0                      0                   0.375                  8.375 Coconut Creek          FL                                       33063 Condominium                            121500                20060601            79.98999786 No MI                                1.00E+17                    2.25               20110501                 13.375                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G03                                                      350552                2190.95                    360                     360                  7.125                      0                      0                   0.375                    7.5 Peoria                 AZ                                       85383 Single Family                          350552                20060701                     80 No MI                                1.00E+17                    2.25               20110601                   12.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GII                      G03                                                      154550                 933.74                    360                     359                  6.875                      0                      0                   0.375                   7.25 LAWRENCEVILLE          GA                                       30043 PUD                                    154550                20060601            79.98000336 No MI                                1.00E+17                    2.25               20110501                  12.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      152000                1076.67                    360                     359                  8.125                      0                      0                   0.375                    8.5 COVINGTON              GA                                       30016 Single Family                          152000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   13.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      108375                 711.21                    360                     360                    7.5                      0                      0                   0.375                  7.875 SOUTH TUCSON           AZ                                       85713 Single Family                          108375                20060701                     75 No MI                                                            2.25               20110601                 12.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GI                       G03                                                       65600                 410.00                    360                     359                  7.125                      0                      0                   0.375                    7.5 GRIFFIN                GA                                       30223 Single Family                           65600                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   12.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      212000                1391.25                    360                     358                    7.5                      0                      0                   0.375                  7.875 Plainfield             NJ                                        7060 Single Family                          212000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                      248800                1321.75                    360                     358                      6                      0                      0                   0.375                  6.375 Everett                WA                                       98203 Single Family                          248800                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.375                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G01                                                   619997.68                4391.65                    360                     357                  8.125                      0                      0                   0.375                    8.5 Destin                 FL                                       32541 Condominium                            620000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                   13.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G01                                                   109903.86                 761.96                    360                     356                  7.125                      0                      0                    0.25                  7.375 PALM BAY               FL                                       32909 Single Family                          110320                20060301                     80 No MI                                1.00E+17                    2.75               20110201                 13.375                      2                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360201 ADN1
GI                       G02                                                      288000                1860.00                    360                     359                  7.375                      0                      0                   0.375                   7.75 Ft Lauderdale          FL                                       33312 Single Family                          288000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.75                    2.5                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G01                                                      616000                4555.83                    360                     356                  8.625                      0                      0                    0.25                  8.875 SEABROOK               NH                                        3074 Condominium                            616000                20060301                     80 No MI                                1.00E+17                    2.75               20110201                 14.875                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360201 ADN1
GII                      G02                                                      231200                1252.33                    360                     358                  6.125                      0                      0                   0.375                    6.5 Bonney Lake            WA                                       98391 PUD                                    231200                20060501                     80 No MI                                1.00E+17                    2.75               20110401                   12.5                    2.5                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GIII                     G02                                                       91900                 497.79                    360                     356                   6.25                      0                      0                    0.25                    6.5 ALLENTOWN              PA                                       18102 Single Family                           91900                20060301            78.61000061 No MI                                1.00E+17                    2.75               20110201                   12.5                  2.375                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360201 ADN1
GI                       G02                                                      244000                1677.50                    360                     358                  7.875                      0                      0                   0.375                   8.25 PALM COAST             FL                                       32164 Single Family                          244000                20060501            74.70999908 No MI                                1.00E+17                    2.25               20110401                  13.25                    2.5                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GIII                     G03                                                      440000                2429.17                    360                     358                  6.375                      0                      0                    0.25                  6.625 HOLLYWOOD              FL                                       33021 Single Family                          440000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.625                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 ADN1
GIII                     G03                                                   527413.59                2856.82                    360                     358                   6.25                      0                      0                    0.25                    6.5 TRACY                  CA                                       95377 Single Family                          528000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                      2                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 ADN1
GII                      G03                                                      370000                2235.42                    360                     359                  6.875                      0                      0                   0.375                   7.25 N LAS VEGAS            NV                                       89084 Single Family                          370000                20060601            68.51999664 No MI                                1.00E+17                    2.25               20110501                  12.25                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GIII                     G02                                                      400000                2166.67                    360                     358                   6.25                      0                      0                    0.25                    6.5 BERKELEY               CA                                       94702 Single Family                          400000                20060501            65.04000092 No MI                                1.00E+17                    2.25               20110401                   12.5                      2                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 ADN1
GI                       G02                                                      108400                 745.25                    360                     358                  7.875                      0                      0                   0.375                   8.25 Coeur D Alene          ID                                       83814 Single Family                          108400                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  13.25                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                      325268                1761.87                    360                     358                  6.125                      0                      0                   0.375                    6.5 Murrieta               CA                                       92563 PUD                                    325268                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                      156000                 893.75                    360                     358                    6.5                      0                      0                   0.375                  6.875 Phoenix                AZ                                       85019 Single Family                          156000                20060501                     65 No MI                                1.00E+17                    2.25               20110401                 11.875                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G03                                                       94500                 590.63                    360                     358                  7.125                      0                      0                   0.375                    7.5 Jacksonville           FL                                       32210 Single Family                           94500                20060501                     75 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G03                                                      488000                3050.00                    360                     359                  7.125                      0                      0                   0.375                    7.5 SAN JOSE               CA                                       95133 Condominium                            488000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   12.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GIII                     G03                                                      588000                3430.00                    360                     358                   6.75                      0                      0                    0.25                      7 CAMARILLO              CA                                       93010 Single Family                          588000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                     12                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G02                                                      217600                1156.00                    360                     358                  6.125                      0                      0                    0.25                  6.375 BENSENVILLE            IL                                       60106 Single Family                          217600                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.375                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G03                                                   494998.69                2423.44                    360                     358                  5.625                      0                      0                    0.25                  5.875 PASO ROBLES            CA                                       93446 Single Family                          495000                20060501                     75 No MI                                1.00E+17                    2.25               20110401                 10.875                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G02                                                      351192                1975.46                    360                     357                    6.5                      0                      0                    0.25                   6.75 PERRIS                 CA                                       92570 Single Family                          351192                20060401                     80 No MI                                1.00E+17                    2.25               20110301                  12.75                      2                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 ADN1
GIII                     G02                                                      280000                1545.83                    360                     357                  6.375                      0                      0                    0.25                  6.625 LAKEWOOD               CA                                       90715 Condominium                            280000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 12.625                      2                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 ADN1
GI                       G02                                                      146800                1024.54                    360                     357                      8                      0                      0                   0.375                  8.375 Sarasota               FL                                       34233 Condominium                            146800                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 13.375                      2                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360301 AFL2
GI                       G02                                                      122400                 828.75                    360                     358                   7.75                      0                      0                   0.375                  8.125 Baltimore              MD                                       21215 Townhouse                              122500                20060501            79.98000336 No MI                                1.00E+17                    2.25               20110401                 13.125                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                      127992                 706.62                    360                     359                   6.25                      0                      0                   0.375                  6.625 College Park           GA                                       30349 Single Family                          127992                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.625                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G02                                                      207200                1187.08                    360                     358                    6.5                      0                      0                   0.375                  6.875 PERRIS                 CA                                       92570 Single Family                          207200                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                       82400                 549.33                    360                     359                  7.625                      0                      0                   0.375                      8 Tucson                 AZ                                       85705 Single Family                           82400                20060601            74.98000336 No MI                                1.00E+17                    2.25               20110501                     13                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G02                                                   123893.24                 804.26                    360                     359                  6.375                      0                      0                   0.375                   6.75 ADAIRSVILLE            GA                                       30103 Single Family                          124000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  11.75                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      123200                 872.67                    360                     359                  8.125                      0                      0                   0.375                    8.5 Homestead              FL                                       33033 Townhouse                              123200                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   13.5                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G03                                                   292779.44                1799.37                    360                     357                      7                      0                      0                   0.375                  7.375 ALEXANDRIA             VA                                       22315 Townhouse                              292800                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 12.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G02                                                      231000                1588.13                    360                     360                  7.875                      0                      0                   0.375                   8.25 Lehigh Acres           FL                                       33972 Single Family                          231000                20060701                     75 No MI                                1.00E+17                    2.25               20110601                  13.25                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360601 AFL2
GI                       G02                                                   367665.31                2606.10                    360                     358                   7.25                      0                      0                   0.375                  7.625 WEST PALM BEACH        FL                                       33418 PUD                                    368200                20060501            78.45999908 No MI                                1.00E+17                    2.25               20110401                 12.625                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                      176050                 953.60                    360                     359                  6.125                      0                      0                   0.375                    6.5 NORCROSS               GA                                       30092 PUD                                    176050                20060601            79.98000336 No MI                                1.00E+17                    2.25               20110501                   11.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G03                                                      110250                 689.06                    360                     359                  7.125                      0                      0                   0.375                    7.5 INDIANAPOLIS           IN                                       46237 PUD                                    110250                20060601                     75 No MI                                1.00E+17                    2.25               20110501                   12.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G03                                                   139789.54                 978.90                    360                     358                  7.125                      0                      0                   0.375                    7.5 North Chicago          IL                                       60064 Single Family                          140000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                      2                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                     97757.6                 652.00                    360                     357                  6.625                      0                      0                   0.375                      7 OGDEN                  UT                                       84404 Single Family                           98000                20060401                     80 No MI                                                            2.25               20110301                     12                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360301 AFL2
GIII                     G02                                                      232792                1333.70                    360                     359                  6.625                      0                      0                    0.25                  6.875 POINCIANA              FL                                       34759 PUD                                    232792                20060601                     95 Radian Guaranty                      1.00E+17                    2.25               20110501                 11.875                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GIII                     G02                                                      336353                1786.88                    360                     359                  6.125                      0                      0                    0.25                  6.375 NORTH LAS VEGAS        NV                                       89084 PUD                                    336353                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.375                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G01                                                      254368                1589.80                    360                     359                   7.25                      0                      0                    0.25                    7.5 JACKSONVILLE           FL                                       32218 PUD                                    254368                20060601                     90 Republic MIC                         1.00E+17                    2.25               20110501                   12.5                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G03                                                     1000000                5729.17                    360                     358                  6.625                      0                      0                    0.25                  6.875 SAN DIEGO              CA                                       92127 PUD                                   1000000                20060501            69.79000092 No MI                                1.00E+17                    2.25               20110401                 11.875                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 ADN1
GI                       G03                                                      169600                1042.33                    360                     358                      7                      0                      0                   0.375                  7.375 MYRTLE BEACH           SC                                       29579 PUD                                    169600                20060501                     80 No MI                                                            3.75               20110401                 12.375                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 ADN1
GII                      G02                                                      431200                2425.50                    360                     360                  6.375                      0                      0                   0.375                   6.75 SAN DIEGO              CA                                       92113 2-4 Family                             431200                20060701                     80 No MI                                                               3               20110601                  11.75                  3.375                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 ADN1
GII                      G02                                                      209049                1175.90                    360                     360                  6.375                      0                      0                   0.375                   6.75 EL CAJON               CA                                       92020 Condominium                            209049                20060701                     80 No MI                                                            5.25               20110601                  11.75                  2.625                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 ADN1
GII                      G03                                                      416000                2513.33                    360                     360                  6.875                      0                      0                   0.375                   7.25 LIVERMORE              CA                                       94551 Single Family                          416000                20060701                     80 No MI                                                            3.25               20110601                  13.25                  4.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 ADN1
GI                       G03                                                      391000                2241.25                    360                     358                    6.5                      0                      0                   0.375                  6.875 BROOKLYN               NY                                       11203 2-4 Family                             391200                20060501                     80 No MI                                                               3               20110401                 11.875                  2.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G03                                                      175920                1172.80                    360                     359                  7.625                      0                      0                   0.375                      8 CHICAGO                IL                                       60612 Condominium                            175920                20060601                     80 No MI                                                            5.25               20110501                     13                  2.625                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G03                                                      420000                2972.73                    360                     360                   7.25                      0                      0                   0.375                  7.625 POMPANO BEACH          FL                                       33073 PUD                                    420000                20060801                     80 No MI                                                             3.5               20110701                 12.625                  4.875                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360701 ADN1
GII                      G03                                                      426400                2576.17                    360                     360                  6.875                      0                      0                   0.375                   7.25 TURLOCK                CA                                       95382 Single Family                          426400                20060801                     80 No MI                                                               3               20110701                  12.25                  3.125                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360701 ADN1
GI                       G03                                                      204000                1445.00                    360                     360                  8.125                      0                      0                   0.375                    8.5 HOMESTEAD              FL                                       33032 PUD                                    204000                20060701                     80 No MI                                                            5.25               20110601                   13.5                  2.625                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 ADN1
GI                       G03                                                      292000                1794.58                    360                     360                      7                      0                      0                   0.375                  7.375 ISLIP TERRACE          NY                                       11751 Single Family                          292000                20060801                     80 No MI                                                            4.25               20110701                 12.375                  4.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360701 ADN1
GII                      G02                                                      244000                1623.34                    360                     360                  6.625                      0                      0                   0.375                      7 CARMEL                 NY                                       10512 Single Family                          244000                20060701                     80 No MI                                                            4.25               20110601                     12                  3.875                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360601 ADN1
GI                       G03                                                       93600                 615.95                    360                     360                  7.125                      0                      0                   0.375                    7.5 BATTLE CREEK           MI                                       49015 Single Family                           93600                20060701                     80 No MI                                                           3.875               20110601                   12.5                  3.875                       2 First Lien                                    N                                            0 Prepay                                    480                      60 N                                    20360601 ADN1
GI                       G03                                                      208000                1278.33                    360                     360                      7                      0                      0                   0.375                  7.375 ALEXANDRIA             VA                                       22309 Condominium                            208000                20060701                     80 No MI                                                            3.25               20110601                 12.375                  2.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 ADN1
GI                       G03                                                   229562.46                1637.67                    360                     359                  8.125                      0                      0                   0.375                    8.5 NEWARK                 NJ                                        7103 2-4 Family                             231200                20060601                     80 No MI                                                            5.25               20110501                   13.5                  2.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G03                                                      308000                1892.92                    360                     360                      7                      0                      0                   0.375                  7.375 MANASSAS               VA                                       20109 PUD                                    308000                20060701                     80 No MI                                                             3.5               20110601                 12.375                  4.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 ADN1
GI                       G03                                                   199872.47                1502.53                    360                     359                  7.875                      0                      0                   0.375                   8.25 NORWICH                CT                                        6360 Single Family                          200000                20060601                     80 No MI                                                            5.25               20110501                  13.25                  3.125                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G03                                                      182000                1137.50                    360                     360                  7.125                      0                      0                   0.375                    7.5 TEHACHAPI              CA                                       93561 Single Family                          182000                20060701                     80 No MI                                                               3               20110601                   12.5                  4.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 ADN1
GII                      G01                                                      133200                 874.13                    360                     360                    7.5                      0                      0                   0.375                  7.875 HIALEAH                FL                                       33016 Condominium                            133200                20060801                     80 No MI                                                               3               20090701                 13.875                  2.625                       2 First Lien                                    Y                                          120 Prepay                                    360                      36 N                                    20360701 ADN1
GI                       G03                                                      224000                1494.81                    360                     360                   7.25                      0                      0                   0.375                  7.625 UNIONTOWN              OH                                       44685 Single Family                          224000                20060701                     80 No MI                                                           3.375               20110601                 12.625                  2.625                       2 First Lien                                    N                                            0 Prepay                                    480                      60 N                                    20360601 ADN1
GII                      G02                                                      182400                1045.00                    360                     360                    6.5                      0                      0                   0.375                  6.875 ENFIELD                CT                                        6082 Single Family                          182400                20060701                     80 No MI                                                               3               20110601                 11.875                      3                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 ADN1
GI                       G03                                                       87200                 655.10                    360                     360                  7.875                      0                      0                   0.375                   8.25 SUGARLAND              TX                                       77478 PUD                                     87200                20060701                     80 No MI                                                            4.25               20110601                  13.25                  2.625                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360601 ADN1
GI                       G03                                                      133600                 960.25                    360                     360                   8.25                      0                      0                   0.375                  8.625 DEARBORN               MI                                       48126 Single Family                          133600                20060701                     80 No MI                                                             3.5               20110601                 13.625                  3.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 ADN1
GII                      G02                                                      292000                1672.92                    360                     360                    6.5                      0                      0                   0.375                  6.875 BRONX                  NY                                       10469 Townhouse                              292000                20060701                     80 No MI                                                            3.75               20110601                 11.875                  3.125                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 ADN1
GII                      G01                                                      138400                1038.00                    360                     359                  8.625                      0                      0                   0.375                      9 WILLS POINT            TX                                       75169 Single Family                          138400                20060601                     80 No MI                                                            5.25               20090501                     15                  3.375                       2 First Lien                                    Y                                          120 Prepay                                    360                      36 N                                    20360501 ADN1
GI                       G03                                                      166400                1079.69                    360                     360                      7                      0                      0                   0.375                  7.375 RIXEYVILLE             VA                                       22737 Single Family                          166400                20060701                     80 No MI                                                           4.375               20110601                 12.375                  4.875                       2 First Lien                                    N                                            0 Prepay                                    480                      60 N                                    20360601 ADN1
GI                       G03                                                      134880                 885.15                    360                     360                    7.5                      0                      0                   0.375                  7.875 CHICAGO                IL                                       60637 Condominium                            134880                20060701                     80 No MI                                                            5.25               20110601                 12.875                      4                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 ADN1
GI                       G03                                                      198800                1304.63                    360                     360                    7.5                      0                      0                   0.375                  7.875 WALDORF                MD                                       20603 PUD                                    198800                20060701                     80 No MI                                                               3               20110601                 12.875                  4.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 ADN1
GI                       G03                                                      313856                2157.76                    360                     360                  7.875                      0                      0                   0.375                   8.25 BELLEVILLE             MI                                       48111 PUD                                    313856                20060701                     80 No MI                                                            5.25               20110601                  13.25                  2.625                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 ADN1
GI                       G03                                                      130000                 897.88                    360                     360                      7                      0                      0                   0.375                  7.375 VILLA PARK             IL                                       60181 PUD                                    130000                20060701                     80 No MI                                                            4.25               20110601                 12.375                  4.875                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360601 ADN1
GII                      G02                                                      345600                1908.00                    360                     360                   6.25                      0                      0                   0.375                  6.625 UNIONDALE              NY                                       11553 Single Family                          345600                20060801                     80 No MI                                                             3.5               20110701                 11.625                  3.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360701 ADN1
GI                       G03                                                      169600                1042.33                    360                     360                      7                      0                      0                   0.375                  7.375 KEENE                  NH                                        3431 Single Family                          169600                20060701                     80 No MI                                                               3               20110601                 12.375                  3.125                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 ADN1
GI                       G03                                                      340000                2125.00                    360                     360                  7.125                      0                      0                   0.375                    7.5 WOODBRIDGE             VA                                       22191 Single Family                          340000                20060701                     80 No MI                                                               3               20110601                   12.5                  2.625                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 ADN1
GI                       G03                                                      316800                2026.48                    360                     360                  6.875                      0                      0                   0.375                   7.25 ANCHORAGE              AK                                       99508 2-4 Family                             316800                20060701                     80 No MI                                                           3.125               20110601                  12.25                  2.625                       2 First Lien                                    N                                            0 Prepay                                    480                      60 N                                    20360601 ADN1
GI                       G03                                                   112042.93                 737.57                    360                     359                  7.125                      0                      0                   0.375                    7.5 CHICAGO                IL                                       60103 Condominium                            112080                20060601                     80 No MI                                                           3.875               20110501                   12.5                   2.75                       2 First Lien                                    N                                            0 No_PP                                     480                      60 N                                    20360501 ADN1
GII                      G03                                                      240000                1450.00                    360                     360                  6.875                      0                      0                   0.375                   7.25 LAKE WORTH             FL                                       33462 PUD                                    240000                20060801                     80 No MI                                                            3.75               20110701                  12.25                    3.5                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360701 ADN1
GII                      G03                                                      200000                1187.50                    360                     360                   6.75                      0                      0                   0.375                  7.125 COON RAPIDS            MN                                       55448 Single Family                          200000                20060701            79.05000305 No MI                                                             3.5               20110601                 12.125                  3.375                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 ADN1
GI                       G03                                                      400800                2938.24                    360                     360                  8.125                      0                      0                   0.375                    8.5 BROOKLYN               NY                                       11234 2-4 Family                             400800                20060701                     80 No MI                                                           4.375               20090601                   14.5                  3.125                       2 First Lien                                    N                                            0 No_PP                                     480                      36 N                                    20360601 ADN1
GI                       G03                                                      240000                1866.70                    360                     360                   8.25                      0                      0                   0.375                  8.625 EAST PROVIDENCE        RI                                        2914 Single Family                          240000                20060701                     80 No MI                                                            3.75               20110601                 13.625                      4                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360601 ADN1
GI                       G03                                                      308000                1925.00                    360                     360                  7.125                      0                      0                   0.375                    7.5 WEST ISLIP             NY                                       11795 Single Family                          308000                20060801                     80 No MI                                                            4.25               20110701                   12.5                  3.375                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360701 ADN1
GII                      G03                                                      220450                1331.89                    360                     359                  6.875                      0                      0                   0.375                   7.25 FORT WORTH             TX                                       76248 PUD                                    220450                20060601                     80 No MI                                                            4.25               20110501                  12.25                  3.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G03                                                      220000                1443.75                    360                     360                    7.5                      0                      0                   0.375                  7.875 TULARE                 CA                                       93274 Single Family                          220000                20060701                     80 No MI                                                            3.75               20110601                 12.875                  3.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 ADN1
GII                      G03                                                      288000                1964.67                    360                     360                  6.875                      0                      0                   0.375                   7.25 LINDENHURST            NY                                       11757 Single Family                          288000                20060701                     80 No MI                                                            3.75               20110601                  12.25                  3.375                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360601 ADN1
GI                       G03                                                      197600                1296.75                    360                     360                    7.5                      0                      0                   0.375                  7.875 CHAMPLIN               MN                                       55316 Single Family                          197600                20060701                     80 No MI                                                            5.25               20110601                 12.875                  3.375                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 ADN1
GI                       G03                                                      500000                3125.00                    360                     360                  7.125                      0                      0                   0.375                    7.5 LOS ANGELES            CA                                       90042 2-4 Family                             500000                20060701                     80 No MI                                                            3.75               20110601                   12.5                  4.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 ADN1
GI                       G03                                                      172000                1202.65                    360                     360                  7.125                      0                      0                   0.375                    7.5 LAKE WORTH             FL                                       33463 PUD                                    172000                20060701                     80 No MI                                                               3               20110601                   12.5                  3.375                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360601 ADN1
GII                      G02                                                   261536.42                1677.61                    360                     358                   6.25                      0                      0                   0.375                  6.625 SAN JACINTO            CA                                       92583 Single Family                          262000                20060501                     80 No MI                                                            3.75               20110401                 12.625                  2.625                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 ADN1
GI                       G03                                                      288800                1805.00                    360                     360                  7.125                      0                      0                   0.375                    7.5 ST PAUL                TX                                       75098 PUD                                    288800                20060701                     80 No MI                                                            5.25               20110601                   12.5                  3.375                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 ADN1
GI                       G03                                                      121520                 949.38                    360                     357                      9                      0                      0                   0.375                  9.375 MIAMI                  FL                                       33015 Condominium                            121520                20060401                     80 No MI                                                            2.75               20110301                 14.375                  4.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 ADN1
GI                       G03                                                      416000                2643.33                    360                     360                   7.25                      0                      0                   0.375                  7.625 EAST ELMHURST          NY                                       11369 Townhouse                              416000                20060801                     80 No MI                                                             3.5               20110701                 12.625                  2.375                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360701 ADN1
GII                      G03                                                      378408                2246.80                    360                     360                   6.75                      0                      0                   0.375                  7.125 LANCASTER              CA                                       93536 Single Family                          378408                20060701                     80 No MI                                                             3.5               20110601                 12.125                  3.125                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 ADN1
GI                       G03                                                       83120                 661.34                    360                     360                    8.5                      0                      0                   0.375                  8.875 CHARLOTTE              NC                                       28212 Single Family                           83120                20060701                     80 No MI                                                            5.25               20110601                 13.875                  3.125                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360601 ADN1
GI                       G03                                                      460000                3198.43                    360                     360                  7.625                      0                      0                   0.375                      8 ONTARIO                CA                                       91761 Single Family                          460000                20060701                     80 No MI                                                           5.375               20110601                     13                  4.875                       2 First Lien                                    N                                            0 Prepay                                    480                      60 N                                    20360601 ADN1
GI                       G03                                                      291400                1487.35                    360                     359                   5.75                      0                      0                   0.375                  6.125 SAN DIEGO              CA                                       92115 Condominium                            291400                20060601                     80 No MI                                                            4.25               20090501                 12.125                      5                       2 First Lien                                    Y                                          120 Prepay                                    360                      36 N                                    20360501 ADN1
GI                       G03                                                      513434                3208.96                    360                     359                  7.125                      0                      0                   0.375                    7.5 STOCKTON               CA                                       95209 PUD                                    513434                20060601                     80 No MI                                                           4.125               20110501                   12.5                  3.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G03                                                      238524                1366.54                    360                     359                    6.5                      0                      0                   0.375                  6.875 OCEANSIDE              CA                                       92057 Condominium                            238524                20060601                     80 No MI                                                            4.25               20090501                 12.875                   3.75                       2 First Lien                                    Y                                          120 Prepay                                    360                      36 N                                    20360501 ADN1
GII                      G01                                                      340800                1952.50                    360                     360                    6.5                      0                      0                   0.375                  6.875 RANCHO CUCAMONGA       CA                                       91739 Single Family                          340800                20060801                     80 No MI                                                            3.75               20090701                 12.875                  3.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      36 N                                    20360701 ADN1
GII                      G02                                                      312000                1787.50                    360                     360                    6.5                      0                      0                   0.375                  6.875 LINDENHURST            NY                                       11757 Single Family                          312000                20060701                     80 No MI                                                            3.75               20110601                 11.875                  3.375                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 ADN1
GII                      G03                                                      292000                1764.17                    360                     360                  6.875                      0                      0                   0.375                   7.25 PHELAN                 CA                                       92371 Single Family                          292000                20060801                     80 No MI                                                            3.75               20110701                  12.25                  3.375                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360701 ADN1
GI                       G03                                                   298985.52                2170.13                    360                     359                    7.5                      0                      0                   0.375                  7.875 APPLE VALLEY           CA                                       92308 Single Family                          299300                20060601                     80 No MI                                                            3.75               20110501                 13.875                  3.375                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G03                                                      188000                1378.22                    360                     360                  8.125                      0                      0                   0.375                    8.5 LAKE IN THE HILLS      IL                                       60156 Single Family                          188000                20060701                     80 No MI                                                           3.625               20110601                   13.5                  3.375                       2 First Lien                                    N                                            0 No_PP                                     480                      60 N                                    20360601 ADN1
GII                      G03                                                      408000                2465.00                    360                     360                  6.875                      0                      0                   0.375                   7.25 SAN DIEGO              CA                                       92114 2-4 Family                             408000                20060701                     80 No MI                                                               3               20110601                  12.25                   3.25                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 ADN1
GI                       G03                                                   558776.34                3963.64                    360                     357                   7.25                      0                      0                   0.375                  7.625 FLUSHING               NY                                       11354 2-4 Family                             560000                20060401                     70 No MI                                                            2.75               20110301                 13.625                  2.625                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360301 ADN1
GII                      G03                                                      215960                1282.26                    360                     359                   6.75                      0                      0                   0.375                  7.125 MONROE                 WA                                       98272 Single Family                          215960                20060601                     80 No MI                                                             3.5               20110501                 13.125                  2.375                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GII                      G02                                                      345250                1942.03                    360                     360                  6.375                      0                      0                   0.375                   6.75 VICTORVILLE            CA                                       92392 Single Family                          345250                20060801                     80 No MI                                                            4.25               20110701                  11.75                  3.125                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360701 ADN1
GI                       G03                                                   233863.42                1596.61                    360                     359                  6.875                      0                      0                   0.375                   7.25 APPLE VALLEY           CA                                       92308 Single Family                          234046                20060601                     80 No MI                                                               3               20110501                  12.25                  3.875                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G03                                                      276000                1725.00                    360                     360                  7.125                      0                      0                   0.375                    7.5 STERLING               VA                                       20164 PUD                                    276000                20060701                     80 No MI                                                               4               20110601                   13.5                  2.625                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 ADN1
GI                       G03                                                      283200                1829.00                    360                     360                  7.375                      0                      0                   0.375                   7.75 ROOSEVELT              NY                                       11575 Single Family                          283200                20060801                     80 No MI                                                            5.25               20110701                  12.75                  3.625                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360701 ADN1
GI                       G03                                                    99991.64                 645.83                    360                     357                  7.375                      0                      0                   0.375                   7.75 FERNDALE               MI                                       48220 Single Family                          100000                20060401                     80 No MI                                                            2.75               20110301                  13.75                  4.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360301 ADN1
GI                       G03                                                      220800                1495.00                    360                     360                   7.75                      0                      0                   0.375                  8.125 WOODBRIDGE             VA                                       22193 PUD                                    220800                20060701                     80 No MI                                                            4.25               20110601                 13.125                  2.375                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 ADN1
GII                      G02                                                      252400                1446.04                    360                     360                    6.5                      0                      0                   0.375                  6.875 SAN DIEGO              CA                                       92139 Condominium                            252400                20060701                     80 No MI                                                             3.5               20110601                 11.875                  3.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 ADN1
GII                      G02                                                      271200                1469.00                    360                     360                  6.125                      0                      0                   0.375                    6.5 GERMANTOWN             MD                                       20876 PUD                                    271200                20060701                     80 No MI                                                             3.5               20110601                   11.5                  3.125                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 ADN1
GII                      G02                                                      320000                1866.67                    360                     360                  6.625                      0                      0                   0.375                      7 STOCKTON               CA                                       95206 Single Family                          320000                20060801                     80 No MI                                                            3.25               20110701                     12                  3.125                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360701 ADN1
GII                      G02                                                      280000                1839.40                    360                     360                    6.5                      0                      0                   0.375                  6.875 SOUND BEACH            NY                                       11789 Single Family                          280000                20060701                     80 No MI                                                            3.75               20110601                 11.875                  2.875                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360601 ADN1
GI                       G03                                                      268000                1647.08                    360                     360                      7                      0                      0                   0.375                  7.375 HYATTSVILLE            MD                                       20781 Single Family                          268000                20060701                     80 No MI                                                             3.5               20110601                 12.375                  3.375                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 ADN1
GI                       G01                                                      422500                3100.16                    360                     360                  7.625                      0                      0                   0.375                      8 GEORGETOWN             MA                                        1833 Single Family                          422500                20060701                     65 No MI                                1.00E+17                    2.25               20110601                     14                  3.125                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360601 AFL2
GII                      G03                                                      255520                1330.83                    360                     359                  5.875                      0                      0                   0.375                   6.25 Fredericksbrg          VA                                       22407 Single Family                          255520                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  11.25                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                       88000                 595.83                    360                     359                   7.75                      0                      0                   0.375                  8.125 Lorain                 OH                                       44052 Single Family                           88000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.125                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GIII                     G02                                                      140000                 918.75                    360                     356                  7.625                      0                      0                    0.25                  7.875 FORT WORTH             TX                                       76132 2-4 Family                             140000                20060301                     80 No MI                                1.00E+17                    2.75               20110201                 13.875                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360201 ADN1
GII                      G02                                                      290000                1691.67                    360                     359                  6.625                      0                      0                   0.375                      7 Mansfield              TX                                       76063 Single Family                          290000                20060601            79.44999695 No MI                                1.00E+17                    2.25               20110501                     12                    2.5                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      277500                1965.63                    360                     360                  8.125                      0                      0                   0.375                    8.5 Bend                   OR                                       97701 Single Family                          277500                20060701                     75 No MI                                1.00E+17                    2.25               20110601                   13.5                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360601 AFL2
GI                       G03                                                      140706                 864.76                    360                     358                      7                      0                      0                   0.375                  7.375 Gainesville            FL                                       32653 PUD                                    140706                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      113360                 791.16                    360                     360                      8                      0                      0                   0.375                  8.375 HARVEST                AL                                       35749 Single Family                          113360                20060701                     80 No MI                                1.00E+17                    2.25               20110601                 13.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GII                      G02                                                      118950                 681.48                    360                     355                    6.5                      0                      0                   0.375                  6.875 Warrenville            IL                                       60555 PUD                                    118950                20060201                     65 No MI                                1.00E+17                    2.25               20110101                 11.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360101 AFL2
GI                       G01                                                      425000                2611.98                    360                     357                  7.125                      0                      0                    0.25                  7.375 KENSINGTON             MD                                       20895 Single Family                          425000                20060401            73.91000366 No MI                                1.00E+17                    3.25               20110301                 12.375                      2                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 ADN1
GIII                     G02                                                   295999.27                1695.83                    360                     358                  6.625                      0                      0                    0.25                  6.875 VICTORVILLE            CA                                       92392 Single Family                          296000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.875                      2                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 ADN1
GI                       G02                                                      240000                1625.00                    360                     358                   7.75                      0                      0                   0.375                  8.125 Bakersfield            CA                                       93304 2-4 Family                             240000                20060501                     75 No MI                                                            2.25               20110401                 13.125                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 WALN
GIII                     G03                                                   524086.89                3492.51                    360                     358                   6.75                      0                      0                    0.25                      7 MUKILTEO               WA                                       98275 PUD                                    524950                20060501                     75 No MI                                1.00E+17                    2.25               20110401                     12                  1.875                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G02                                                   416068.98                2258.70                    360                     357                   6.25                      0                      0                    0.25                    6.5 PERRIS                 CA                                       92570 Single Family                          416990                20060401            78.91999817 No MI                                1.00E+17                    2.25               20110301                   12.5                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 ADN1
GIII                     G02                                                      225880                1294.10                    360                     357                  6.625                      0                      0                    0.25                  6.875 ADELANTO               CA                                       92301 Single Family                          225880                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 12.875                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 ADN1
GI                       G01                                                      531000                3429.38                    360                     358                    7.5                      0                      0                    0.25                   7.75 SAN JOSE               CA                                       95130 Single Family                          531000                20060501            74.58000183 No MI                                1.00E+17                    2.25               20110401                  12.75                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 ADN1
GIII                     G01                                                      368000                1840.00                    360                     358                   5.75                      0                      0                    0.25                      6 WASHINGTON             DC                                       20002 Single Family                          368000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                     11                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G01                                                      732000                4727.50                    360                     358                  7.375                      0                      0                   0.375                   7.75 MONROVIA               CA                                       91016 Single Family                          732000                20060501                     80 No MI                                                            2.25               20110401                  12.75                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 WALN
GIII                     G03                                                      423200                2424.58                    360                     357                  6.625                      0                      0                    0.25                  6.875 RANCHO CUCAMONGA       CA                                       91737 Single Family                          423200                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 12.875                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 ADN1
GIII                     G03                                                      526960                2909.26                    360                     358                  6.375                      0                      0                    0.25                  6.625 ATLANTA                GA                                       30363 Condominium                            526960                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.625                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G02                                                      157500                1050.00                    360                     358                  7.625                      0                      0                   0.375                      8 Saint Louis            MO                                       63109 2-4 Family                             157500                20060501                     75 No MI                                1.00E+17                    2.25               20110401                     13                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G03                                                   229999.72                1365.62                    360                     353                   6.75                      0                      0                   0.375                  7.125 Delray Beach           FL                                       33444 2-4 Family                             230000                20051201            58.22999954 No MI                                1.00E+17                    2.25               20101101                 12.125                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20351101 AFL2
GI                       G02                                                   107993.75                 753.71                    360                     359                      8                      0                      0                   0.375                  8.375 Baltimore              MD                                       21231 Single Family                          108000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      350000                2260.42                    360                     358                  7.375                      0                      0                   0.375                   7.75 LOS ANGELES            CA                                       91331 Single Family                          350000                20060501            60.86999893 No MI                                1.00E+17                    2.25               20110401                  12.75                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      236000                1548.75                    360                     358                    7.5                      0                      0                   0.375                  7.875 NEW HOPE               MN                                       55427 Single Family                          236000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      212000                1391.25                    360                     357                    7.5                      0                      0                   0.375                  7.875 Fort Washington        MD                                       20744 PUD                                    212000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 12.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GII                      G02                                                      143856                 839.16                    360                     358                  6.625                      0                      0                   0.375                      7 ALLEN                  TX                                       75002 Single Family                          143856                20060501                     80 No MI                                                            2.25               20110401                     12                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                    95880.24                 729.67                    360                     358                      8                      0                      0                   0.375                  8.375 Detroit                MI                                       48219 Single Family                           96000                20060501                     80 No MI                                1.00E+17                   2.375               20080401                 13.375                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      24 N                                    20360401 AFL2
GI                       G02                                                      187500                1308.59                    360                     358                      8                      0                      0                   0.375                  8.375 Everett                WA                                       98201 Single Family                          187500                20060501                     75 No MI                                1.00E+17                    2.25               20110401                 13.375                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      139200                 971.50                    360                     358                      8                      0                      0                   0.375                  8.375 Gastonia               NC                                       28056 Single Family                          139200                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G03                                                   629437.56                4141.94                    360                     358                    6.5                      0                      0                   0.375                  6.875 Orange                 CA                                       92867 Single Family                          630500                20060501                     65 No MI                                1.00E+17                    2.25               20110401                 11.875                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G03                                                    97300.19                 674.10                    360                     356                      7                      0                      0                   0.375                  7.375 EVANSVILLE             IN                                       47711 Single Family                           97600                20060301                     80 No MI                                1.00E+17                    2.25               20110201                 12.375                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360201 AFL2
GII                      G03                                                      580000                3020.83                    360                     353                  5.875                      0                      0                   0.375                   6.25 SAN JOSE               CA                                       95008 Single Family                          580000                20051201                     80 No MI                                1.00E+17                    2.25               20101101                  11.25                   3.25                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20351101 AFL2
GI                       G02                                                      138400                 908.25                    360                     358                    7.5                      0                      0                   0.375                  7.875 Sun City               AZ                                       85351 PUD                                    138400                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                       72975                 509.30                    360                     358                      8                      0                      0                   0.375                  8.375 Chicago                IL                                       60620 Single Family                           72975                20060501            74.45999908 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                      210360                1227.10                    360                     358                  6.625                      0                      0                   0.375                      7 Kenmore                WA                                       98028 Condominium                            210360                20060501                     80 No MI                                1.00E+17                    2.25               20110401                     12                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      405156                2658.84                    360                     357                    7.5                      0                      0                   0.375                  7.875 LINCOLN                CA                                       95648 PUD                                    405156                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 12.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G02                                                      108050                 742.84                    360                     358                  7.875                      0                      0                   0.375                   8.25 San Antonio            TX                                       78261 PUD                                    108050                20060501            69.98999786 No MI                                1.00E+17                    2.25               20110401                  13.25                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G03                                                   267579.68                1393.64                    360                     356                  5.875                      0                      0                   0.375                   6.25 Minnetonka             MN                                       55343 Single Family                          268000                20060301                     80 No MI                                1.00E+17                    2.25               20110201                  12.25                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360201 AFL2
GI                       G03                                                   327017.16                2293.42                    360                     356                  7.125                      0                      0                   0.375                    7.5 Davenport              FL                                       33896 Single Family                          328000                20060301                     80 No MI                                1.00E+17                    2.25               20110201                   12.5                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360201 AFL2
GII                      G03                                                      487500                2894.53                    360                     356                   6.75                      0                      0                   0.375                  7.125 Mission Viejo          CA                                       92691 Single Family                          487500                20060301            63.31000137 No MI                                1.00E+17                    2.25               20110201                 12.125                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360201 AFL2
GI                       G02                                                   155442.34                1117.60                    360                     355                  7.375                      0                      0                   0.375                   7.75 Lehigh Acres           FL                                       33971 Single Family                          156000                20060201                     80 No MI                                1.00E+17                    2.25               20110101                  12.75                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360101 AFL2
GI                       G02                                                      134300                 867.35                    360                     356                  7.375                      0                      0                   0.375                   7.75 Hampton                GA                                       30228 Single Family                          134300                20060301            79.98999786 No MI                                1.00E+17                    2.25               20110201                  12.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360201 AFL2
GI                       G01                                                      994000                6626.67                    360                     358                  7.625                      0                      0                   0.375                      8 CORAL GABLES           FL                                       33134 Single Family                          994000                20060501                     70 No MI                                1.00E+17                    2.25               20110401                     13                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G03                                                      500000                2916.67                    360                     356                  6.625                      0                      0                   0.375                      7 Bluffton               SC                                       29910 Single Family                          500000                20060301            64.94000244 No MI                                                            2.25               20110201                     12                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360201 AFL2
GII                      G01                                                      312436                1790.00                    360                     358                    6.5                      0                      0                   0.375                  6.875 Beaumont               CA                                       92223 Single Family                          312436                20060501                     80 No MI                                1.00E+17                    2.25               20090401                 11.875                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      36 N                                    20360401 AFL2
GI                       G02                                                      228750                1596.48                    360                     358                      8                      0                      0                   0.375                  8.375 Victorville            CA                                       92394 Single Family                          228750                20060501                     75 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      144000                1005.00                    360                     359                      8                      0                      0                   0.375                  8.375 Phoenix                AZ                                       85033 Single Family                          144000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      269250                1823.05                    360                     356                   7.75                      0                      0                   0.375                  8.125 Gilbert                AZ                                       85233 Single Family                          269250                20060301                     75 No MI                                1.00E+17                    2.25               20110201                 13.125                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360201 AFL2
GII                      G02                                                      187124                1072.06                    360                     356                    6.5                      0                      0                   0.375                  6.875 ORLANDO                FL                                       32835 Condominium                            187124                20060301                     70 No MI                                1.00E+17                    2.25               20110201                 11.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360201 AFL2
GII                      G03                                                      570115                3147.51                    360                     357                   6.25                      0                      0                   0.375                  6.625 ANTHEM                 AZ                                       85086 Single Family                          570115                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 11.625                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GIII                     G02                                                      176800                 957.67                    360                     358                   6.25                      0                      0                    0.25                    6.5 WINDSOR MILL           MD                                       21244 PUD                                    176800                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G02                                                      137000                 827.71                    360                     357                      7                      0                      0                    0.25                   7.25 GLENDALE               AZ                                       85301 Single Family                          137000                20060401            72.87000275 No MI                                1.00E+17                    2.25               20110301                  13.25                      2                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 ADN1
GI                       G02                                                      136500                 881.56                    360                     358                  7.375                      0                      0                   0.375                   7.75 Canyon Lake            TX                                       78133 PUD                                    136500                20060501                     70 No MI                                1.00E+17                    2.25               20110401                  12.75                      2                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 AFL2
GIII                     G02                                                      167592                 925.25                    360                     358                  6.375                      0                      0                    0.25                  6.625 QUEEN CREEK            AZ                                       85242 PUD                                    167740                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.625                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G01                                                   395246.56                2438.24                    360                     358                      6                      0                      0                    0.25                   6.25 AGUANGA                CA                                       92536 PUD                                    396000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.25                      2                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 ADN1
GII                      G01                                                      328544                1848.06                    360                     358                  6.375                      0                      0                   0.375                   6.75 Beaumont               CA                                       92223 PUD                                    328544                20060501                     80 No MI                                1.00E+17                    2.25               20090401                  12.75                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      36 N                                    20360401 AFL2
GIII                     G01                                                      211500                1057.50                    360                     358                   5.75                      0                      0                    0.25                      6 SYRACUSE               UT                                       84075 Single Family                          211500                20060501            76.91000366 No MI                                1.00E+17                    2.25               20110401                     12                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 ADN1
GIII                     G02                                                      148720                 929.50                    360                     357                   7.25                      0                      0                    0.25                    7.5 WEST PALM BEACH        FL                                       33409 Condominium                            148720                20060401                     80 No MI                                1.00E+17                    2.25               20110301                   13.5                      2                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 ADN1
GIII                     G01                                                      333600                1668.00                    360                     358                   5.75                      0                      0                    0.25                      6 PUYALLUP               WA                                       98373 Single Family                          333600                20060501                     80 No MI                                1.00E+17                    2.25               20110401                     12                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G03                                                      900000                4875.00                    360                     358                   6.25                      0                      0                    0.25                    6.5 SANTA ROSA BEACH       FL                                       32459 Single Family                          900000                20060501            79.72000122 No MI                                1.00E+17                    2.25               20110401                   12.5                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 ADN1
GII                      G03                                                      276160                1639.70                    360                     356                   6.75                      0                      0                   0.375                  7.125 LAS VEGAS              NV                                       89122 Single Family                          276160                20060301                     80 No MI                                1.00E+17                    2.25               20110201                 12.125                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360201 AFL2
GIII                     G02                                                      289250                1596.90                    360                     358                  6.375                      0                      0                    0.25                  6.625 CHANDLER               AZ                                       85224 PUD                                    289250                20060501                     65 No MI                                1.00E+17                    2.25               20110401                 12.625                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 ADN1
GIII                     G01                                                      348000                1776.25                    360                     358                  5.875                      0                      0                    0.25                  6.125 RENO                   NV                                       89523 Single Family                          348000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.125                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G01                                                      304000                1456.67                    360                     357                    5.5                      0                      0                    0.25                   5.75 PARAMOUNT              CA                                       90723 Single Family                          304000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                  11.75                      2                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 ADN1
GIII                     G02                                                      320000                1733.33                    360                     357                   6.25                      0                      0                    0.25                    6.5 MILILANI               HI                                       96789 Condominium                            320000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                   12.5                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 ADN1
GIII                     G03                                                   516968.14                2748.55                    360                     358                  6.125                      0                      0                    0.25                  6.375 HACKENSACK             NJ                                        7601 Single Family                          522750                20060501                     85 Republic MIC                         1.00E+17                    2.25               20110401                 12.375                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G02                                                      400000                2208.33                    360                     358                  6.375                      0                      0                    0.25                  6.625 LADERA RANCH           CA                                       92694 Condominium                            400000                20060501            76.76999664 No MI                                1.00E+17                    2.25               20110401                 12.625                      2                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 ADN1
GI                       G02                                                      180000                1162.50                    360                     358                  7.375                      0                      0                   0.375                   7.75 DENVER                 CO                                       80213 Single Family                          180000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.75                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GIII                     G03                                                      643200                3685.00                    360                     357                  6.625                      0                      0                    0.25                  6.875 REDONDO BEACH          CA                                       90277 Single Family                          643200                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 12.875                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 ADN1
GII                      G03                                                      352000                2156.00                    360                     358                  6.975                      0                      0                   0.375                   7.35 Gilbert                AZ                                       85297 Single Family                          352000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.35                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GIII                     G01                                                   402417.26                2454.75                    360                     356                  5.875                      0                      0                    0.25                  6.125 REISTERSTOWN           MD                                       21136 PUD                                    404000                20060301                     80 No MI                                1.00E+17                    2.25               20110201                 11.125                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360201 ADN1
GIII                     G02                                                   239320.54                1556.64                    360                     357                    6.5                      0                      0                    0.25                   6.75 LAS VEGAS              NV                                       89166 PUD                                    240000                20060401            77.91999817 No MI                                1.00E+17                    2.25               20110301                  11.75                      2                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360301 ADN1
GIII                     G02                                                      404000                2230.42                    360                     357                  6.375                      0                      0                    0.25                  6.625 SACRAMENTO             CA                                       95821 Single Family                          404000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 11.625                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 ADN1
GIII                     G03                                                      616000                3272.50                    360                     357                  6.125                      0                      0                    0.25                  6.375 SAN MATEO              CA                                       94403 Single Family                          616000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 11.375                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 ADN1
GIII                     G03                                                      424000                2650.00                    360                     357                   7.25                      0                      0                    0.25                    7.5 LAS VEGAS              NV                                       89135 PUD                                    424000                20060401                     80 No MI                                1.00E+17                    2.75               20110301                   13.5                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 ADN1
GIII                     G02                                                      186000                1085.00                    360                     357                   6.75                      0                      0                    0.25                      7 PHOENIX                AZ                                       85053 Single Family                          186000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                     12                    2.5                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 ADN1
GIII                     G02                                                      173920                1177.58                    360                     356                  7.875                      0                      0                    0.25                  8.125 DAVIE                  FL                                       33328 Condominium                            173920                20060301                     80 No MI                                1.00E+17                    2.25               20110201                 13.125                      2                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360201 ADN1
GIII                     G03                                                      460000                2922.92                    360                     358                  7.375                      0                      0                    0.25                  7.625 SAN JOSE               CA                                       95133 Condominium                            460000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.625                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G03                                                      420000                2100.00                    360                     358                   5.75                      0                      0                    0.25                      6 FALLBROOK              CA                                       92028 PUD                                    420000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                     12                      2                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 ADN1
GII                      G02                                                      129025                 752.65                    360                     359                  6.625                      0                      0                   0.375                      7 DES MOINES             IA                                       50310 Single Family                          129025                20060601                     65 No MI                                1.00E+17                    2.25               20110501                     12                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                   163544.05                1189.12                    360                     356                    7.5                      0                      0                   0.375                  7.875 Mount Dora             FL                                       32757 Single Family                          164000                20060301                     80 No MI                                1.00E+17                    2.25               20110201                 12.875                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360201 AFL2
GIII                     G01                                                   101399.88                 464.75                    360                     358                   5.25                      0                      0                    0.25                    5.5 BALTIMORE              MD                                       21206 Single Family                          101400                20060501            75.11000061 No MI                                1.00E+17                    2.25               20110401                   11.5                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G03                                                      436000                2361.67                    360                     358                   6.25                      0                      0                    0.25                    6.5 STANTON                CA                                       90680 Single Family                          436000                20060501            76.48999786 No MI                                1.00E+17                    2.25               20110401                   11.5                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G02                                                   256992.78                1422.17                    360                     356                  6.375                      0                      0                    0.25                  6.625 PALMDALE               CA                                       93552 Single Family                          257600                20060301                     80 No MI                                1.00E+17                    2.75               20110201                 12.625                      2                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360201 ADN1
GIII                     G03                                                  1401512.83                8665.63                    360                     358                  7.125                      0                      0                    0.25                  7.375 FORT MYERS BEACH       FL                                       33931 Single Family                         1410000                20060501                     75 No MI                                1.00E+17                    2.25               20110401                 12.375                    2.5                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 ADN1
GIII                     G03                                                      500000                3020.83                    360                     358                      7                      0                      0                    0.25                   7.25 DENVER                 CO                                       80246 Single Family                          500000                20060501            79.37000275 No MI                                1.00E+17                    2.25               20110401                  13.25                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G02                                                      297600                1891.00                    360                     358                   7.25                      0                      0                   0.375                  7.625 Jacksonville           FL                                       32225 PUD                                    297600                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.625                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GIII                     G02                                                   225884.93                1364.93                    360                     358                      7                      0                      0                    0.25                   7.25 COCONUT CREEK          FL                                       33073 Condominium                            225920                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  13.25                      2                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 ADN1
GI                       G02                                                    93110.68                 692.71                    360                     357                   7.75                      0                      0                   0.375                  8.125 HOUSTON                TX                                       77075 PUD                                     93295                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 13.125                      2                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360301 AFL2
GIII                     G02                                                      224500                1192.66                    360                     357                  6.125                      0                      0                    0.25                  6.375 WILDOMAR               CA                                       92595 Single Family                          224500                20060401            49.88999939 No MI                                1.00E+17                    2.25               20110301                 12.375                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 ADN1
GIII                     G02                                                      268000                1535.42                    360                     358                  6.625                      0                      0                    0.25                  6.875 CASTLE ROCK            CO                                       80108 PUD                                    268000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.875                      2                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 ADN1
GII                      G02                                                      295950                1726.37                    360                     357                  6.625                      0                      0                   0.375                      7 Oak Hill               VA                                       20171 Condominium                            295950                20060401            79.98999786 No MI                                1.00E+17                    2.25               20110301                     12                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GIII                     G03                                                      543110                3111.57                    360                     358                  6.625                      0                      0                    0.25                  6.875 FREMONT                CA                                       94539 Condominium                            543110                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.875                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G01                                                      233000                1213.54                    360                     358                      6                      0                      0                    0.25                   6.25 CLERMONT               FL                                       34711 PUD                                    233000                20060501            72.80999756 No MI                                1.00E+17                    2.25               20110401                  12.25                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 ADN1
GII                      G02                                                       95920                 539.55                    360                     358                  6.375                      0                      0                   0.375                   6.75 Denver                 CO                                       80221 Single Family                           95920                20060501                     80 No MI                                                            2.25               20110401                  11.75                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GIII                     G02                                                    121499.9                 734.06                    360                     358                      7                      0                      0                    0.25                   7.25 PORT ORANGE            FL                                       32127 Condominium                            121500                20060501            79.98999786 No MI                                1.00E+17                    2.25               20110401                  13.25                      2                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 ADN1
GII                      G01                                                      325000                1929.69                    360                     358                   6.75                      0                      0                   0.375                  7.125 RIVERSIDE              CA                                       92509 Single Family                          325000                20060501                   62.5 No MI                                1.00E+17                    2.25               20090401                 13.125                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      36 N                                    20360401 AFL2
GIII                     G02                                                   221064.37                1336.00                    360                     357                      7                      0                      0                    0.25                   7.25 ALBUQUERQUE            NM                                       87111 Single Family                          221200                20060401                     80 No MI                                1.00E+17                    2.25               20110301                  12.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 ADN1
GII                      G02                                                      360000                2100.00                    360                     357                  6.625                      0                      0                   0.375                      7 LA PUENTE              CA                                       91744 Single Family                          360000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                     12                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GI                       G03                                                      100400                 617.04                    360                     358                      7                      0                      0                   0.375                  7.375 SANTA TERESA           NM                                       88008 Single Family                          100400                20060501            74.98000336 No MI                                1.00E+17                    2.25               20110401                 12.375                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GIII                     G03                                                   649588.54                3588.54                    360                     358                  6.375                      0                      0                    0.25                  6.625 VENTURA                CA                                       93003 Single Family                          650000                20060501                  79.75 No MI                                1.00E+17                    2.25               20110401                 12.625                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G02                                                      231768                1569.26                    360                     358                   7.75                      0                      0                   0.375                  8.125 Saint Augustine        FL                                       32092 PUD                                    231768                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.125                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GIII                     G02                                                      226400                1226.33                    360                     357                   6.25                      0                      0                    0.25                    6.5 FREDERICK              MD                                       21701 PUD                                    226400                20060401                     80 No MI                                1.00E+17                    2.25               20110301                   12.5                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 ADN1
GIII                     G02                                                   287195.49                1796.75                    360                     357                  6.125                      0                      0                    0.25                  6.375 SACRAMENTO             CA                                       95823 Single Family                          288000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 12.375                      2                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360301 ADN1
GIII                     G02                                                   317547.42                1885.75                    360                     358                  6.875                      0                      0                    0.25                  7.125 FORT LAUDERDALE        FL                                       33301 Condominium                            317600                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.125                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G01                                                      275000                1346.35                    360                     357                  5.625                      0                      0                    0.25                  5.875 CAMBRIA                CA                                       93428 Single Family                          275000                20060401            32.34999847 No MI                                1.00E+17                    2.25               20110301                 11.875                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 ADN1
GI                       G03                                                      179440                1102.81                    360                     357                      7                      0                      0                   0.375                  7.375 Fairburn               GA                                       30213 PUD                                    179440                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 12.375                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G01                                                      222400                1505.83                    360                     353                  7.875                      0                      0                    0.25                  8.125 KATY                   TX                                       77494 PUD                                    222400                20051201                     80 No MI                                1.00E+17                    2.75               20101101                 14.125                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20351101 ADN1
GII                      G02                                                      309424                1740.51                    360                     356                  6.375                      0                      0                   0.375                   6.75 GLENDALE               AZ                                       85310 Single Family                          309424                20060301                     80 No MI                                1.00E+17                    2.25               20110201                  11.75                    2.5                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360201 AFL2
GIII                     G02                                                      380000                2018.75                    360                     357                  6.125                      0                      0                    0.25                  6.375 SAN DIEGO              CA                                       92129 Condominium                            380000                20060401                     80 No MI                                1.00E+17                       5               20110301                 12.375                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 ADN1
GI                       G02                                                   206399.91                1440.50                    360                     358                      8                      0                      0                   0.375                  8.375 Orlando                FL                                       32803 Single Family                          206400                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      174962                1148.19                    360                     359                    7.5                      0                      0                   0.375                  7.875 ANOKA                  MN                                       55303 PUD                                    174962                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G02                                                      367920                2069.55                    360                     359                  6.375                      0                      0                   0.375                   6.75 Manassas               VA                                       20112 Single Family                          367920                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  11.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      224000                1470.00                    360                     360                    7.5                      0                      0                   0.375                  7.875 North Kingstown        RI                                        2852 Single Family                          224000                20060701                     80 No MI                                1.00E+17                    2.25               20110601                 12.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GIII                     G03                                                      568050                3313.63                    360                     357                   6.75                      0                      0                    0.25                      7 ATASCADERO             CA                                       93422 Single Family                          568050                20060401                     80 No MI                                1.00E+17                    2.75               20110301                     13                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 ADN1
GIII                     G02                                                      356000                1965.42                    360                     357                  6.375                      0                      0                    0.25                  6.625 COSTA MESA             CA                                       92626 PUD                                    356000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 12.625                    2.5                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 ADN1
GI                       G03                                                      610000                3812.50                    360                     357                  7.125                      0                      0                   0.375                    7.5 Leesburg               VA                                       20176 PUD                                    610000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                   12.5                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GIII                     G01                                                   199799.41                1041.14                    360                     354                      6                      0                      0                    0.25                   6.25 ANCHORAGE              AK                                       99507 Single Family                          200000                20060101                     80 No MI                                1.00E+17                    6.25               20101201                  12.25                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20351201 ADN1
GIII                     G01                                                      250000                1302.08                    360                     357                      6                      0                      0                    0.25                   6.25 SAN MARCOS             CA                                       92069 Single Family                          250000                20060401            64.94000244 No MI                                1.00E+17                    2.75               20110301                  12.25                      2                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 ADN1
GI                       G01                                                      270000                1743.75                    360                     357                    7.5                      0                      0                    0.25                   7.75 STANTON                CA                                       92804 Condominium                            270000                20060401                     75 No MI                                1.00E+17                    2.75               20110301                  12.75                    2.5                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 ADN1
GIII                     G02                                                      216000                1237.50                    360                     357                  6.625                      0                      0                    0.25                  6.875 LAS VEGAS              NV                                       89141 PUD                                    216000                20060401                     80 No MI                                1.00E+17                   4.375               20110301                 12.875                    2.5                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 ADN1
GI                       G02                                                      130400                 855.75                    360                     358                    7.5                      0                      0                   0.375                  7.875 Orem                   UT                                       84057 Single Family                          130400                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.875                  4.125                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GIII                     G02                                                   137043.33                 770.87                    360                     357                    6.5                      0                      0                    0.25                   6.75 ALBUQUERQUE            NM                                       87121 PUD                                    137050                20060401            79.98999786 No MI                                1.00E+17                    2.25               20110301                  12.75                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 ADN1
GI                       G02                                                      128000                 840.00                    360                     360                    7.5                      0                      0                   0.375                  7.875 LAKEVILLE              MN                                       55044 Single Family                          128000                20060701            77.58000183 No MI                                1.00E+17                    2.25               20110601                 12.875                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GII                      G01                                                   408143.99                2508.38                    360                     358                      7                      0                      0                   0.375                  7.375 HENDERSON              NV                                       89015 Single Family                          408144                20060501                     80 No MI                                1.00E+17                    2.25               20090401                 13.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      36 N                                    20360401 AFL2
GI                       G02                                                      384000                2640.00                    360                     360                  7.875                      0                      0                   0.375                   8.25 Keywest                FL                                       33040 Single Family                          384000                20060701                     80 No MI                                1.00E+17                    2.25               20110601                  13.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GII                      G02                                                      285600                1636.25                    360                     358                    6.5                      0                      0                   0.375                  6.875 HERNDON                VA                                       20170 Townhouse                              285600                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      414750                2894.61                    360                     358                      8                      0                      0                   0.375                  8.375 PHOENIX                AZ                                       85018 Single Family                          414750                20060501                     79 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      367950                2453.00                    360                     358                  7.625                      0                      0                   0.375                      8 LATHROP                CA                                       95330 Single Family                          367950                20060501            79.98999786 No MI                                1.00E+17                    2.25               20110401                     13                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                   112319.54                 757.93                    360                     358                   6.75                      0                      0                   0.375                  7.125 MONROE                 OH                                       45050 2-4 Family                             112500                20060501                     75 No MI                                1.00E+17                    2.25               20130401                 12.125                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      84 N                                    20360401 AFL2
GII                      G02                                                      255000                1407.81                    360                     357                   6.25                      0                      0                   0.375                  6.625 PRIOR LAKE             MN                                       55372 Single Family                          255000                20060401                     51 No MI                                1.00E+17                    2.25               20110301                 11.625                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GI                       G03                                                      143780                 898.63                    360                     358                  7.125                      0                      0                   0.375                    7.5 Boca Raton             FL                                       33433 Condominium                            143780                20060501                     70 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      161600                1043.67                    360                     358                  7.375                      0                      0                   0.375                   7.75 Crestline              CA                                       92325 Single Family                          161600                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.75                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                      253396                1478.14                    360                     358                  6.625                      0                      0                   0.375                      7 Tucson                 AZ                                       85737 PUD                                    253396                20060501                     70 No MI                                1.00E+17                    2.25               20110401                     12                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G01                                                   1712805.3               12884.22                    360                     358                  7.875                      0                      0                   0.375                   8.25 Fort Worth             TX                                       76179 Single Family                         1715000                20060501                     70 No MI                                1.00E+17                    2.25               20110401                  13.25                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      240000                1525.00                    360                     358                   7.25                      0                      0                   0.375                  7.625 WASHINGTON             DC                                       20018 Townhouse                              240000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.625                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      199920                1395.28                    360                     358                      8                      0                      0                   0.375                  8.375 IMPERIAL               CA                                       92251 Single Family                          199920                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G03                                                      166500                1023.28                    360                     358                      7                      0                      0                   0.375                  7.375 Apopka                 FL                                       32703 PUD                                    166500                20060501                     75 No MI                                1.00E+17                    2.25               20110401                 12.375                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G03                                                   263132.43                1562.35                    360                     357                   6.75                      0                      0                   0.375                  7.125 Sacramento             CA                                       95819 Single Family                          264000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 13.125                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GI                       G02                                                      142500                 920.31                    360                     358                  7.375                      0                      0                   0.375                   7.75 Denver                 CO                                       80223 Single Family                          142500                20060501                     75 No MI                                1.00E+17                    2.25               20110401                  12.75                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G01                                                      292000                1825.00                    360                     357                   7.25                      0                      0                    0.25                    7.5 PANORAMA CITY          CA                                       91402 Condominium                            292000                20060401                     80 No MI                                1.00E+17                    3.25               20110301                   12.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 ADN1
GI                       G02                                                      240000                1625.00                    360                     358                   7.75                      0                      0                   0.375                  8.125 Bakersfield            CA                                       93304 2-4 Family                             240000                20060501                     75 No MI                                                            2.25               20110401                 13.125                      3                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 WALN
GIII                     G03                                                      455200                2560.50                    360                     359                    6.5                      0                      0                    0.25                   6.75 WATSONVILLE            CA                                       95076 PUD                                    455200                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  11.75                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G02                                                      232700                1333.18                    360                     358                  6.625                      0                      0                    0.25                  6.875 FAIR OAKS              CA                                       95628 Single Family                          232700                20060501                     65 No MI                                1.00E+17                    2.25               20110401                 12.875                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G02                                                      220000                1168.75                    360                     358                  6.125                      0                      0                    0.25                  6.375 SAVANNAH               GA                                       31404 Single Family                          220000                20060501            70.97000122 No MI                                1.00E+17                    2.25               20110401                 12.375                      2                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 ADN1
GIII                     G02                                                      175500                 950.63                    360                     357                   6.25                      0                      0                    0.25                    6.5 SUWANEE                GA                                       30024 PUD                                    175700                20060401            79.98999786 No MI                                1.00E+17                    3.25               20110301                   11.5                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 ADN1
GI                       G01                                                      377590                2359.94                    360                     357                   7.25                      0                      0                    0.25                    7.5 OAK HILL               VA                                       20171 Condominium                            377590                20060401                     80 No MI                                1.00E+17                    3.25               20110301                   12.5                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 ADN1
GIII                     G02                                                      333499                1910.67                    360                     357                  6.625                      0                      0                    0.25                  6.875 BUFORD                 GA                                       30518 PUD                                    333499                20060401                     80 No MI                                1.00E+17                    3.25               20110301                 11.875                      3                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 ADN1
GI                       G03                                                   484127.35                2975.37                    360                     357                      7                      0                      0                   0.375                  7.375 Corona                 CA                                       92880 Single Family                          484450                20060401            79.98999786 No MI                                1.00E+17                    2.25               20110301                 12.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GII                      G03                                                      136500                 810.47                    360                     358                   6.75                      0                      0                   0.375                  7.125 SUNRISE                FL                                       33322 Condominium                            136500                20060501                     65 No MI                                1.00E+17                    2.25               20110401                 12.125                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      100000                 656.25                    360                     359                    7.5                      0                      0                   0.375                  7.875 LANCASTER              TX                                       75146 Single Family                          100000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G03                                                   129599.95                 796.50                    360                     358                      7                      0                      0                   0.375                  7.375 Orlando                FL                                       32807 Single Family                          129600                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G03                                                      216000                1350.00                    360                     357                  7.125                      0                      0                   0.375                    7.5 Victorville            CA                                       92392 Single Family                          216000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                   12.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GI                       G02                                                      401250                2716.80                    360                     358                   7.75                      0                      0                   0.375                  8.125 Escondido              CA                                       92027 Single Family                          401250                20060501                     75 No MI                                1.00E+17                    2.25               20110401                 13.125                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                     39950.1                 304.03                    360                     358                      8                      0                      0                   0.375                  8.375 MIDDLETOWN             OH                                       45044 Single Family                           40000                20060501                     80 No MI                                                            2.25               20110401                 13.375                  3.125                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      236850                1628.34                    360                     357                  7.875                      0                      0                   0.375                   8.25 PHOENIX                AZ                                       85041 PUD                                    236850                20060401            79.98999786 No MI                                                            2.25               20110301                  13.25                  3.125                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G02                                                      144000                 930.00                    360                     359                  7.375                      0                      0                   0.375                   7.75 littleton              CO                                       80120 Single Family                          144000                20060601                     80 No MI                                1.00E+17                    2.75               20110501                  13.75                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      248250                1629.14                    360                     356                    7.5                      0                      0                   0.375                  7.875 Buckeye                AZ                                       85326 Single Family                          248250                20060301                     75 No MI                                1.00E+17                    2.25               20110201                 12.875                  2.375                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360201 AFL2
GI                       G03                                                      331980                2040.29                    360                     356                      7                      0                      0                   0.375                  7.375 North Bergen           NJ                                        7047 Single Family                          332000                20060301                     80 No MI                                1.00E+17                    2.25               20110201                 12.375                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360201 AFL2
GI                       G02                                                      164000                1144.58                    360                     358                      8                      0                      0                   0.375                  8.375 Phoenix                AZ                                       85041 Single Family                          164000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      207900                1191.09                    360                     358                    6.5                      0                      0                   0.375                  6.875 LANCASTER              CA                                       93534 Single Family                          207900                20060501                     70 No MI                                1.00E+17                   2.375               20080401                 11.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      24 N                                    20360401 AFL2
GI                       G02                                                   130947.51                 938.79                    360                     359                  7.375                      0                      0                   0.375                   7.75 Atlanta                GA                                       30341 Single Family                          131040                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.75                      2                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      381850                2466.11                    360                     358                  7.375                      0                      0                   0.375                   7.75 Surprise               AZ                                       85379 PUD                                    381850                20060501            79.88999939 No MI                                1.00E+17                    2.25               20110401                  12.75                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                    79273.96                 553.27                    360                     358                      8                      0                      0                   0.375                  8.375 JEFFERSONTOWN          KY                                       40299 Single Family                           79275                20060501                     75 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      292500                2041.41                    360                     360                      8                      0                      0                   0.375                  8.375 North Las Vegas        NV                                       89030 2-4 Family                             292500                20060701                     90 Republic MIC                         1.00E+17                    2.25               20110601                 13.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GI                       G02                                                      136000                 864.17                    360                     358                   7.25                      0                      0                   0.375                  7.625 Baltimore              MD                                       21224 2-4 Family                             136000                20060501            73.91000366 No MI                                1.00E+17                    2.25               20110401                 12.625                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G03                                                      206000                1440.38                    360                     360                  7.125                      0                      0                   0.375                    7.5 TERRELL                TX                                       75160 Single Family                          206000                20060701                     80 No MI                                                            3.25               20110601                   12.5                  1.875                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360601 ADN1
GI                       G03                                                      272000                1870.00                    360                     360                  7.875                      0                      0                   0.375                   8.25 MANASSAS               VA                                       20110 PUD                                    272000                20060701                     80 No MI                                                            5.25               20110601                  13.25                  2.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 ADN1
GI                       G03                                                      220000                1100.00                    360                     360                  5.625                      0                      0                   0.375                      6 MANASSAS               VA                                       20110 Condominium                            220000                20060701                     80 No MI                                                            3.25               20110601                     11                  4.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 ADN1
GI                       G03                                                      128000                 973.33                    360                     360                   8.75                      0                      0                   0.375                  9.125 GASTONIA               NC                                       28054 Single Family                          128000                20060801                     80 No MI                                                            5.25               20110701                 14.125                  2.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360701 ADN1
GI                       G03                                                      196000                1507.07                    360                     360                  8.125                      0                      0                   0.375                    8.5 LYONS                  IL                                       60534 2-4 Family                             196000                20060701                     80 No MI                                                            5.25               20110601                   13.5                  4.875                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360601 ADN1
GI                       G03                                                      300000                1843.75                    360                     360                      7                      0                      0                   0.375                  7.375 MANASSAS               VA                                       20111 PUD                                    300000                20060701                     80 No MI                                                            3.25               20110601                 12.375                  4.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 ADN1
GI                       G03                                                      284000                1715.83                    360                     360                  6.875                      0                      0                   0.375                   7.25 WOODBRIDGE             VA                                       22192 PUD                                    284000                20060701                     80 No MI                                                               3               20110601                  12.25                  2.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 ADN1
GI                       G03                                                      200000                1291.67                    360                     360                  7.375                      0                      0                   0.375                   7.75 ALEXANDRIA             VA                                       22308 Condominium                            200000                20060701                     80 No MI                                                             3.5               20110601                  13.75                  2.625                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 ADN1
GI                       G03                                                      266400                1665.00                    360                     360                  7.125                      0                      0                   0.375                    7.5 SACRAMENTO             CA                                       95834 Single Family                          266400                20060801                     80 No MI                                                            3.75               20110701                   12.5                  5.625                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360701 ADN1
GI                       G03                                                      340000                2125.00                    360                     360                  7.125                      0                      0                   0.375                    7.5 LAURELTON              NY                                       11413 Single Family                          340000                20060801                     80 No MI                                                            3.25               20110701                   12.5                  3.375                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360701 ADN1
GI                       G03                                                      204000                1168.75                    360                     360                    6.5                      0                      0                   0.375                  6.875 PERRY                  MI                                       48872 Single Family                          204000                20060701                     80 No MI                                                               3               20110601                 11.875                  2.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 ADN1
GI                       G03                                                      175437                1151.31                    360                     360                    7.5                      0                      0                   0.375                  7.875 SHAKOPEE               MN                                       55379 Townhouse                              175437                20060701                     80 No MI                                                            5.25               20110601                 12.875                  2.625                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 ADN1
GII                      G03                                                      484000                2772.92                    360                     360                    6.5                      0                      0                   0.375                  6.875 ANAHEIM                CA                                       92805 Single Family                          484000                20060701                     80 No MI                                                            3.25               20110601                 11.875                  4.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 ADN1
GI                       G03                                                      240000                1579.37                    360                     360                  7.125                      0                      0                   0.375                    7.5 MANASSAS               VA                                       20110 PUD                                    240000                20060801                     80 No MI                                                           5.375               20110701                   12.5                  2.875                       2 First Lien                                    N                                            0 Prepay                                    480                      60 N                                    20360701 ADN1
GI                       G03                                                      241964                1459.91                    360                     360                  6.375                      0                      0                   0.375                   6.75 TULARE                 CA                                       93274 Single Family                          241964                20060801                     80 No MI                                                           3.125               20110701                  11.75                      5                       2 First Lien                                    N                                            0 Prepay                                    480                      60 N                                    20360701 ADN1
GI                       G03                                                      476000                2975.00                    360                     360                  7.125                      0                      0                   0.375                    7.5 WOODBRIDGE             VA                                       22192 PUD                                    476000                20060701                     80 No MI                                                               3               20110601                   12.5                   2.75                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 ADN1
GII                      G01                                                   127386.38                 788.12                    360                     355                  5.875                      0                      0                   0.375                   6.25 CHICAGO                IL                                       60626 Condominium                            128000                20060201                     80 No MI                                                            2.75               20090101                  12.25                  2.625                       2 First Lien                                    N                                            0 No_PP                                     360                      36 N                                    20360101 ADN1
GI                       G03                                                      208000                1451.67                    360                     360                      8                      0                      0                   0.375                  8.375 APPLE VALLEY           MN                                       55124 Single Family                          208000                20060701                     80 No MI                                                            5.25               20110601                 13.375                  2.375                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 ADN1
GII                      G03                                                      244000                1448.75                    360                     360                   6.75                      0                      0                   0.375                  7.125 LOXAHATCHEE            FL                                       33470 Single Family                          244000                20060701                     80 No MI                                                               3               20110601                 12.125                  4.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 ADN1
GII                      G03                                                   303042.75                2073.82                    360                     356                  6.875                      0                      0                   0.375                   7.25 CICERO                 IL                                       60804 2-4 Family                             304000                20060301                     80 No MI                                                            5.25               20110201                  13.25                  2.625                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360201 ADN1
GII                      G03                                                      456000                2707.50                    360                     360                   6.75                      0                      0                   0.375                  7.125 CORONA                 CA                                       92881 Condominium                            456000                20060701                     80 No MI                                                               3               20110601                 12.125                  4.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 ADN1
GI                       G03                                                   423417.55                2758.94                    360                     356                  7.025                      0                      0                   0.375                    7.4 CONCORD                CA                                       94520 Single Family                          424000                20060301                     80 No MI                                                             6.9               20090201                   13.4                  2.625                       1 First Lien                                    N                                            0 Prepay                                    480                      36 N                                    20360201 ADN1
GI                       G03                                                      254400                1802.00                    360                     360                  8.125                      0                      0                   0.375                    8.5 CONCORD                CA                                       94520 Condominium                            254400                20060701                     80 No MI                                                             3.5               20110601                   13.5                  3.375                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 ADN1
GI                       G03                                                      165600                1017.75                    360                     360                      7                      0                      0                   0.375                  7.375 HEMET                  CA                                       92544 Condominium                            165600                20060701                     80 No MI                                                               3               20110601                 12.375                  3.125                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 ADN1
GI                       G03                                                      111920                 757.79                    360                     358                   7.75                      0                      0                   0.375                  8.125 HIALEAH                FL                                       33012 Condominium                            111920                20060501                     80 No MI                                                            5.25               20110401                 13.125                  2.625                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 ADN1
GI                       G03                                                      232000                1450.00                    360                     360                  7.125                      0                      0                   0.375                    7.5 ONTARIO                CA                                       91764 Condominium                            232000                20060701                     80 No MI                                                               3               20110601                   12.5                  4.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 ADN1
GII                      G02                                                   216239.35                1216.35                    360                     358                  6.375                      0                      0                   0.375                   6.75 PATTERSON              NY                                       12563 Condominium                            216240                20060501                     80 No MI                                                            3.25               20110401                  12.75                  2.625                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G03                                                      104000                 682.50                    360                     360                    7.5                      0                      0                   0.375                  7.875 MARIETTA               GA                                       30008 PUD                                    104000                20060801                     80 No MI                                                            5.25               20110701                 12.875                  2.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360701 ADN1
GI                       G03                                                      181912                1136.95                    360                     360                  7.125                      0                      0                   0.375                    7.5 ATLANTA                GA                                       30318 PUD                                    181912                20060801                     80 No MI                                                            4.25               20110701                   12.5                  4.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360701 ADN1
GI                       G03                                                   242130.93                1528.41                    360                     357                   6.75                      0                      0                   0.375                  7.125 CHICAGO                IL                                       60618 Condominium                            242400                20060401                     80 No MI                                                           5.375               20110301                 12.125                  3.875                       2 First Lien                                    N                                            0 No_PP                                     480                      60 N                                    20360301 ADN1
GII                      G02                                                   113711.03                 748.90                    360                     357                    6.5                      0                      0                   0.375                  6.875 MT LAKE PARK           MD                                       21550 Single Family                          114000                20060401                     80 No MI                                                            5.25               20110301                 11.875                      5                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360301 ADN1
GI                       G03                                                       82400                 583.67                    360                     360                  8.125                      0                      0                   0.375                    8.5 MARIETTA               GA                                       30067 Condominium                             82400                20060701                     80 No MI                                                            5.25               20110601                   13.5                  4.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 ADN1
GI                       G03                                                      153280                1037.83                    360                     360                   7.75                      0                      0                   0.375                  8.125 MIAMI                  FL                                       33169 Single Family                          153280                20060701                     80 No MI                                                            4.25               20110601                 13.125                  4.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 ADN1
GII                      G02                                                   459243.68                3060.39                    360                     358                  6.625                      0                      0                   0.375                      7 BROOKLYN               NY                                       11208 2-4 Family                             460000                20060501                     80 No MI                                                               3               20110401                     12                  3.875                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 ADN1
GII                      G03                                                      169200                1154.24                    360                     360                  6.875                      0                      0                   0.375                   7.25 THORNTON               CO                                       80229 Condominium                            169200                20060801                     80 No MI                                                            5.25               20110701                  12.25                  2.625                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360701 ADN1
GI                       G03                                                      480000                2950.00                    360                     360                      7                      0                      0                   0.375                  7.375 PALM DESERT            CA                                       92260 Single Family                          480000                20060701                     80 No MI                                                               3               20110601                 13.375                  4.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 ADN1
GI                       G03                                                   129232.19                 905.62                    360                     358                  7.125                      0                      0                   0.375                    7.5 HIALEAH                FL                                       33012 Condominium                            129520                20060501                     80 No MI                                                             3.5               20110401                   12.5                  2.625                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 ADN1
GII                      G02                                                      404000                2356.67                    360                     360                  6.625                      0                      0                   0.375                      7 PARKLAND               FL                                       33067 PUD                                    404000                20060801                     80 No MI                                                            3.75               20110701                     12                  3.125                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360701 ADN1
GI                       G03                                                      192000                1260.00                    360                     360                    7.5                      0                      0                   0.375                  7.875 EL CAJON               CA                                       92020 Condominium                            192000                20060701                     80 No MI                                                             3.5               20110601                 12.875                  3.375                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 ADN1
GI                       G03                                                      167620                1047.63                    360                     358                  7.125                      0                      0                   0.375                    7.5 MARIETTA               GA                                       30067 Condominium                            167620                20060501                     80 No MI                                                            5.25               20110401                   12.5                  3.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 ADN1
GII                      G03                                                      256000                1724.72                    360                     360                   6.75                      0                      0                   0.375                  7.125 COMPTON                CA                                       90221 Single Family                          256000                20060701                     80 No MI                                                               3               20110601                 12.125                      5                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360601 ADN1
GII                      G03                                                      440000                2520.83                    360                     360                    6.5                      0                      0                   0.375                  6.875 CHULA VISTA            CA                                       91911 Single Family                          440000                20060701                     80 No MI                                                            3.75               20110601                 11.875                  2.625                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 ADN1
GII                      G02                                                      168132                 980.77                    360                     357                  6.625                      0                      0                   0.375                      7 SUWANEE                GA                                       30024 PUD                                    168132                20060401                     80 No MI                                                            5.25               20110301                     12                  3.375                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 ADN1
GI                       G03                                                      269600                1769.25                    360                     360                    7.5                      0                      0                   0.375                  7.875 CHULA VISTA            CA                                       91911 Condominium                            269600                20060701                     80 No MI                                                            4.25               20110601                 12.875                  4.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 ADN1
GI                       G03                                                      339200                2084.67                    360                     357                      7                      0                      0                   0.375                  7.375 CHICAGO                IL                                       60634 Single Family                          339200                20060401                     80 No MI                                                               3               20110301                 12.375                  3.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 ADN1
GI                       G03                                                      258400                1641.92                    360                     360                   7.25                      0                      0                   0.375                  7.625 ASHLAND                MA                                        1721 Single Family                          258400                20060701                     80 No MI                                                               3               20110601                 12.625                  2.625                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 ADN1
GI                       G03                                                   139328.55                 799.79                    360                     359                    6.5                      0                      0                   0.375                  6.875 GREENSBORO             NC                                       27455 Single Family                          139600                20060601                     80 No MI                                                               3               20110501                 11.875                  2.625                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G03                                                      392000                2490.83                    360                     360                   7.25                      0                      0                   0.375                  7.625 BROOKLYN               NY                                       11203 Single Family                          392000                20060701                     80 No MI                                                            5.25               20110601                 12.625                  2.625                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 ADN1
GI                       G03                                                      206400                1354.50                    360                     360                    7.5                      0                      0                   0.375                  7.875 PHOENIX                AZ                                       85051 Single Family                          206400                20060701                     80 No MI                                                            5.25               20110601                 12.875                  4.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 ADN1
GI                       G03                                                      283280                1888.53                    360                     360                  7.625                      0                      0                   0.375                      8 MIAMI                  FL                                       33032 PUD                                    283280                20060801                     80 No MI                                                             3.5               20110701                     13                  4.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360701 ADN1
GII                      G02                                                      252000                1443.75                    360                     360                    6.5                      0                      0                   0.375                  6.875 MORENO VALLEY          CA                                       92553 Single Family                          252000                20060801                     80 No MI                                                            3.25               20110701                 11.875                      5                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360701 ADN1
GI                       G03                                                      507920                3386.13                    360                     359                  7.625                      0                      0                   0.375                      8 WOODBRIDGE             VA                                       22192 PUD                                    507920                20060601                     80 No MI                                                            3.75               20110501                     13                  2.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GII                      G03                                                      256000                1520.00                    360                     360                   6.75                      0                      0                   0.375                  7.125 SACRAMENTO             CA                                       95823 Single Family                          256000                20060801                     80 No MI                                                            3.25               20110701                 12.125                  3.375                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360701 ADN1
GI                       G03                                                      140000                 875.00                    360                     359                  7.125                      0                      0                   0.375                    7.5 LEHIGH ACRES           FL                                       33936 Single Family                          140000                20060601                     80 No MI                                                            3.75               20110501                   12.5                  2.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 ADN1
GII                      G02                                                      220000                1463.67                    360                     360                  6.625                      0                      0                   0.375                      7 LANCASTER              CA                                       93535 Single Family                          220000                20060701                     80 No MI                                                            3.75               20110601                     12                  3.375                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360601 ADN1
GII                      G02                                                      256000                1466.67                    360                     360                    6.5                      0                      0                   0.375                  6.875 LANCASTER              CA                                       93534 Single Family                          256000                20060801                     80 No MI                                                            3.25               20110701                 11.875                  3.375                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360701 ADN1
GII                      G02                                                      362703                2115.77                    360                     360                  6.625                      0                      0                   0.375                      7 CHULA VISTA            CA                                       91915 Condominium                            362703                20060701                     80 No MI                                                               3               20110601                     12                  2.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 ADN1
GI                       G03                                                   203932.54                1342.46                    360                     359                  7.125                      0                      0                   0.375                    7.5 FARMINGTON             MN                                       55024 Single Family                          204000                20060601                     80 No MI                                                           4.375               20110501                   12.5                  2.625                       2 First Lien                                    N                                            0 Prepay                                    480                      60 N                                    20360501 ADN1
GII                      G02                                                      153088                 861.12                    360                     360                  6.375                      0                      0                   0.375                   6.75 SCHENECTADY            NY                                       12309 Single Family                          153088                20060701                     80 No MI                                                            4.25               20110601                  11.75                      4                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 ADN1
GII                      G03                                                      367920                2245.85                    360                     360                   6.95                      0                      0                   0.375                  7.325 CORONA                 CA                                       92882 PUD                                    367920                20060701                     80 No MI                                                             3.5               20110601                 12.325                  3.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 ADN1
GI                       G03                                                      328000                2220.83                    360                     360                   7.75                      0                      0                   0.375                  8.125 RESTON                 VA                                       20191 PUD                                    328000                20060701                     80 No MI                                                            5.25               20110601                 13.125                  3.125                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 ADN1
GI                       G03                                                      191920                1179.51                    360                     360                      7                      0                      0                   0.375                  7.375 ORLANDO                FL                                       32811 Condominium                            191920                20060801                     80 No MI                                                             3.5               20110701                 12.375                  4.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360701 ADN1
GI                       G03                                                      236800                1356.67                    360                     360                    6.5                      0                      0                   0.375                  6.875 WAIPAHU                HI                                       96797 Condominium                            236800                20060701                     80 No MI                                                               3               20110601                 11.875                  3.125                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 ADN1
GI                       G03                                                      124000                 775.00                    360                     360                  7.125                      0                      0                   0.375                    7.5 CHANNAHON              IL                                       60410 Single Family                          124000                20060701                     80 No MI                                                             3.5               20110601                   12.5                  2.625                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 ADN1
GII                      G02                                                      282400                1647.33                    360                     359                  6.625                      0                      0                   0.375                      7 SILVER SPRING          MD                                       20906 PUD                                    282400                20060601                     80 No MI                                                            3.25               20110501                     12                  3.125                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 ADN1
GII                      G01                                                      175000                1203.13                    360                     360                  7.875                      0                      0                   0.375                   8.25 BRADENTON              FL                                       34208 Single Family                          175000                20060701            71.13999939 No MI                                                            2.75               20090601                  14.25                  2.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      36 N                                    20360601 ADN1
GI                       G03                                                      314400                2389.67                    360                     360                      8                      0                      0                   0.375                  8.375 FRISCO                 TX                                       75034 PUD                                    314400                20060701                     80 No MI                                                            4.25               20110601                 14.375                  2.375                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360601 ADN1
GII                      G03                                                      392000                2327.50                    360                     360                   6.75                      0                      0                   0.375                  7.125 NORWALK                CA                                       90650 Single Family                          392000                20060701                     80 No MI                                                            3.75               20110601                 12.125                  3.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 ADN1
GII                      G03                                                      271600                1829.82                    360                     360                   6.75                      0                      0                   0.375                  7.125 BLOOMINGTON            IL                                       61704 Single Family                          271600                20060701                     80 No MI                                                            4.25               20110601                 12.125                  3.375                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360601 ADN1
GI                       G03                                                      425600                2970.33                    360                     360                      8                      0                      0                   0.375                  8.375 MANASSAS               VA                                       20109 Single Family                          425600                20060701                     80 No MI                                                            5.25               20110601                 13.375                  3.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 ADN1
GII                      G02                                                      253650                1426.78                    360                     359                  6.375                      0                      0                   0.375                   6.75 COACHELLA              CA                                       92236 Single Family                          253650                20060601                     80 No MI                                                               3               20110501                  11.75                  4.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GII                      G02                                                      321600                1876.00                    360                     360                  6.625                      0                      0                   0.375                      7 FREEPORT               NY                                       11520 Single Family                          321600                20060701                     80 No MI                                                               3               20110601                     12                  2.625                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 ADN1
GI                       G03                                                      239200                1669.42                    360                     360                      8                      0                      0                   0.375                  8.375 LAGRANGE               IL                                       60525 Single Family                          239200                20060701                     80 No MI                                                            4.25               20110601                 13.375                  2.625                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 ADN1
GI                       G03                                                      114392                 714.95                    360                     360                  7.125                      0                      0                   0.375                    7.5 LAS VEGAS              NV                                       89115 Condominium                            114392                20060701                     80 No MI                                                             3.5               20110601                   12.5                  3.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 ADN1
GII                      G02                                                      268000                1535.42                    360                     360                    6.5                      0                      0                   0.375                  6.875 PATCHOGUE              NY                                       11772 Single Family                          268000                20060701                     80 No MI                                                            3.75               20110601                 11.875                  3.125                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 ADN1
GI                       G03                                                      186450                1184.73                    360                     359                   7.25                      0                      0                   0.375                  7.625 MORENO VALLEY          CA                                       92551 Condominium                            186450                20060601            79.98999786 No MI                                                            3.75               20110501                 12.625                  3.375                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G03                                                      134320                 896.35                    360                     360                   7.25                      0                      0                   0.375                  7.625 CHICAGO                IL                                       60619 Single Family                          134320                20060701                     80 No MI                                                           4.375               20110601                 12.625                  3.375                       2 First Lien                                    N                                            0 No_PP                                     480                      60 N                                    20360601 ADN1
GII                      G03                                                      252000                1496.25                    360                     360                   6.75                      0                      0                   0.375                  7.125 PERRIS                 CA                                       92571 Single Family                          252000                20060701                     80 No MI                                                            5.25               20110601                 12.125                      4                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 ADN1
GI                       G03                                                      200000                1270.84                    360                     360                   7.25                      0                      0                   0.375                  7.625 KELLER                 TX                                       76248 Single Family                          200000                20060701                     80 No MI                                                               3               20110601                 12.625                  4.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 ADN1
GI                       G03                                                       86400                 672.01                    360                     360                   8.25                      0                      0                   0.375                  8.625 PASADENA               TX                                       77506 Single Family                           86400                20060801                     80 No MI                                                            5.25               20110701                 13.625                  2.625                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360701 ADN1
GII                      G02                                                      318400                1857.33                    360                     360                  6.625                      0                      0                   0.375                      7 MORENO VALLEY          CA                                       92555 Single Family                          318400                20060701                     80 No MI                                                            4.25               20110601                     12                  4.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 ADN1
GII                      G02                                                      372000                2131.25                    360                     360                    6.5                      0                      0                   0.375                  6.875 GLENDORA               CA                                       91741 Single Family                          372000                20060701                     80 No MI                                                            3.75               20110601                 11.875                  3.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 ADN1
GII                      G01                                                       77200                 482.50                    360                     360                  7.125                      0                      0                   0.375                    7.5 COLUMBUS               OH                                       43227 Single Family                           77200                20060701                     80 No MI                                                             3.5               20090601                   13.5                  3.375                       2 First Lien                                    Y                                          120 Prepay                                    360                      36 N                                    20360601 ADN1
GII                      G03                                                      340000                2018.75                    360                     360                   6.75                      0                      0                   0.375                  7.125 MIAMI                  FL                                       33193 PUD                                    340000                20060701                     80 No MI                                                             3.5               20110601                 13.125                  3.125                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 ADN1
GII                      G02                                                      296000                1726.67                    360                     360                  6.625                      0                      0                   0.375                      7 LOS ANGELES            CA                                       90059 Single Family                          296000                20060701                     80 No MI                                                             3.5               20110601                     12                  3.125                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 ADN1
GI                       G03                                                      208000                1300.00                    360                     360                  7.125                      0                      0                   0.375                    7.5 NORTH BERGEN           NJ                                        7047 Condominium                            208000                20060701                     80 No MI                                                            3.75               20110601                   12.5                  3.125                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 ADN1
GII                      G02                                                      257920                1672.86                    360                     360                  6.375                      0                      0                   0.375                   6.75 SPRING VALLEY          NY                                       10977 Single Family                          257920                20060801                     80 No MI                                                            4.25               20110701                  11.75                  3.375                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360701 ADN1
GII                      G01                                                      300000                2149.24                    360                     360                  7.375                      0                      0                   0.375                   7.75 ATLANTA                GA                                       30324 Single Family                          300000                20060701                     80 No MI                                                            4.25               20090601                  13.75                  3.875                       2 First Lien                                    N                                            0 No_PP                                     360                      36 N                                    20360601 ADN1
GI                       G03                                                      280000                1895.83                    360                     360                   7.75                      0                      0                   0.375                  8.125 SPRINGFIELD GARDENS    NY                                       11413 Single Family                          280000                20060701                     80 No MI                                                            4.25               20110601                 13.125                  3.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 ADN1
GII                      G02                                                      360400                2064.79                    360                     360                    6.5                      0                      0                   0.375                  6.875 HIGHLAND               NY                                       12528 2-4 Family                             360400                20060801                     80 No MI                                                            3.25               20110701                 11.875                  3.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360701 ADN1
GI                       G03                                                      130400                 828.58                    360                     360                   7.25                      0                      0                   0.375                  7.625 DENVER                 CO                                       80239 Single Family                          130400                20060701                     80 No MI                                                            3.75               20110601                 12.625                  2.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 ADN1
GI                       G03                                                      310400                1972.33                    360                     360                   7.25                      0                      0                   0.375                  7.625 HOMESTEAD              FL                                       33032 Single Family                          310400                20060701                     80 No MI                                                            3.75               20110601                 12.625                  3.375                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 ADN1
GII                      G03                                                      471200                2846.83                    360                     360                  6.875                      0                      0                   0.375                   7.25 SAN JUAN CAPISTRANO    CA                                       92675 PUD                                    471200                20060701                     80 No MI                                                             3.5               20110601                  12.25                  3.375                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 ADN1
GII                      G02                                                      364000                2123.33                    360                     360                  6.625                      0                      0                   0.375                      7 HOLLYWOOD              FL                                       33019 Single Family                          364000                20060701                     80 No MI                                                             3.5               20110601                     12                  3.125                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 ADN1
GI                       G03                                                      174400                1219.43                    360                     360                  7.125                      0                      0                   0.375                    7.5 EAST PROVIDENCE        RI                                        2915 Single Family                          174400                20060701                     80 No MI                                                            4.25               20110601                   12.5                  3.125                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360601 ADN1
GI                       G03                                                      104000                 704.17                    360                     360                   7.75                      0                      0                   0.375                  8.125 BELLEVILLE             IL                                       62223 Single Family                          104000                20060701                     80 No MI                                                            3.75               20110601                 13.125                  3.375                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 ADN1
GI                       G03                                                      165600                1200.71                    360                     360                    7.5                      0                      0                   0.375                  7.875 CHICAGO                IL                                       60623 Single Family                          165600                20060701                     80 No MI                                                            3.75               20110601                 12.875                  3.375                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360601 ADN1
GI                       G03                                                      240000                1625.00                    360                     360                   7.75                      0                      0                   0.375                  8.125 HYATTSVILLE            MD                                       20784 Single Family                          240000                20060701                     80 No MI                                                            5.25               20110601                 13.125                  3.375                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 ADN1
GI                       G03                                                      324000                2025.00                    360                     360                  7.125                      0                      0                   0.375                    7.5 FONTANA                CA                                       92337 Single Family                          324000                20060701                     80 No MI                                                               3               20110601                   12.5                  4.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 ADN1
GI                       G03                                                      401600                2426.33                    360                     360                  6.875                      0                      0                   0.375                   7.25 RICHMOND               CA                                       94805 Single Family                          401600                20060701                     80 No MI                                                               3               20110601                  12.25                  2.625                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 ADN1
GI                       G03                                                      204000                1253.75                    360                     360                      7                      0                      0                   0.375                  7.375 MANASSAS               VA                                       20110 PUD                                    204000                20060701                     80 No MI                                                               3               20110601                 12.375                  2.625                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 ADN1
GI                       G03                                                      239200                1734.37                    360                     360                    7.5                      0                      0                   0.375                  7.875 POMPANO BEACH          FL                                       33064 Single Family                          239200                20060701                     80 No MI                                                            3.25               20110601                 12.875                  2.625                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360601 ADN1
GI                       G03                                                      236000                1450.42                    360                     360                      7                      0                      0                   0.375                  7.375 HOLLYWOOD              FL                                       33021 Single Family                          236000                20060701                     80 No MI                                                               3               20110601                 12.375                  2.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 ADN1
GI                       G03                                                      150400                1002.67                    360                     360                  7.625                      0                      0                   0.375                      8 WEST PALM BEACH        FL                                       33406 PUD                                    150400                20060701                     80 No MI                                                            5.25               20110601                     13                  2.625                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 ADN1
GI                       G03                                                      227920                1471.98                    360                     360                  7.375                      0                      0                   0.375                   7.75 PORT SAINT LUCIE       FL                                       34953 Single Family                          227920                20060701                     80 No MI                                                            3.25               20110601                  12.75                  4.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 ADN1
GI                       G03                                                       96000                 679.48                    360                     360                   7.25                      0                      0                   0.375                  7.625 SOUTHFIELD             MI                                       48034 Single Family                           96000                20060701                     80 No MI                                                            3.75               20110601                 12.625                  2.875                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360601 ADN1
GI                       G03                                                      319920                2066.15                    360                     360                  7.375                      0                      0                   0.375                   7.75 CULPEPER               VA                                       22701 PUD                                    319920                20060701                     80 No MI                                                            5.25               20110601                  12.75                  3.375                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 ADN1
GI                       G03                                                       68000                 447.49                    360                     360                  7.125                      0                      0                   0.375                    7.5 MOBILE                 AL                                       36618 Single Family                           68000                20060701                     80 No MI                                                           3.125               20110601                   12.5                  4.875                       2 First Lien                                    N                                            0 Prepay                                    480                      60 N                                    20360601 ADN1
GI                       G03                                                      230280                1607.16                    360                     360                      8                      0                      0                   0.375                  8.375 MIRAMAR                FL                                       33023 Single Family                          230280                20060701                     80 No MI                                                            3.75               20110601                 13.375                   2.75                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 ADN1
GI                       G03                                                      255200                1807.67                    360                     360                  8.125                      0                      0                   0.375                    8.5 NEW EGYPT              NJ                                        8533 Single Family                          255200                20060701                     80 No MI                                                            4.25               20110601                   13.5                  3.375                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 ADN1
GI                       G03                                                      274320                1714.50                    360                     360                  7.125                      0                      0                   0.375                    7.5 MONTGOMERY VILLAGE     MD                                       20886 PUD                                    274320                20060701                     80 No MI                                                            3.25               20110601                   12.5                  3.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 ADN1
GI                       G03                                                      276000                1897.50                    360                     360                  7.875                      0                      0                   0.375                   8.25 BAKERSFIELD            CA                                       93313 Single Family                          276000                20060701                     80 No MI                                                            3.75               20110601                  13.25                  2.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 ADN1
GI                       G03                                                      173200                1347.13                    360                     360                   8.25                      0                      0                   0.375                  8.625 SEEKONK                MA                                        2771 Single Family                          173200                20060701                     80 No MI                                                            4.25               20110601                 13.625                  3.375                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360601 ADN1
GI                       G03                                                      169520                1226.65                    360                     360                      8                      0                      0                   0.375                  8.375 OXON HILL              MD                                       20745 Townhouse                              169520                20060701                     80 No MI                                                           4.375               20110601                 13.375                  3.875                       2 First Lien                                    N                                            0 Prepay                                    480                      60 N                                    20360601 ADN1
GI                       G03                                                      284000                1834.17                    360                     360                  7.375                      0                      0                   0.375                   7.75 SAINT PAUL             MN                                       55104 Single Family                          284000                20060701                     80 No MI                                                            3.25               20110601                  12.75                      4                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 ADN1
GI                       G03                                                      154912                1077.12                    360                     360                  7.625                      0                      0                   0.375                      8 BIG LAKE               MN                                       55309 Single Family                          154912                20060701                     80 No MI                                                           5.375               20110601                     13                  2.875                       2 First Lien                                    N                                            0 No_PP                                     480                      60 N                                    20360601 ADN1
GI                       G03                                                      320000                2000.00                    360                     360                  7.125                      0                      0                   0.375                    7.5 MANASSAS               VA                                       20111 Single Family                          320000                20060701                     80 No MI                                                             3.5               20110601                   12.5                      5                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 ADN1
GI                       G03                                                      250400                1747.58                    360                     360                      8                      0                      0                   0.375                  8.375 DUMFRIES               VA                                       22026 Townhouse                              250400                20060701                     80 No MI                                                            5.25               20110601                 13.375                  3.125                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 ADN1
GI                       G03                                                      100000                 716.41                    360                     360                  7.375                      0                      0                   0.375                   7.75 DALLAS                 TX                                       75227 Single Family                          100000                20060701                     80 No MI                                                            3.25               20110601                  12.75                  4.875                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360601 ADN1
GI                       G03                                                      222400                1390.00                    360                     360                  7.125                      0                      0                   0.375                    7.5 JAMAICA PLAIN          MA                                        2130 Condominium                            222400                20060701                     80 No MI                                                               3               20110601                   12.5                  2.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 ADN1
GI                       G03                                                       80000                 636.52                    360                     360                    8.5                      0                      0                   0.375                  8.875 DALLAS                 TX                                       75234 Single Family                           80000                20060701                     80 No MI                                                            4.25               20110601                 13.875                  2.625                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360601 ADN1
GI                       G01                                                       93730                 615.10                    360                     360                    7.5                      0                      0                   0.375                  7.875 BLOOMINGTON            MN                                       55438 Townhouse                               93730                20060701                     70 No MI                                1.00E+17                    2.25               20110601                 12.875                  3.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360601 AFL2
GI                       G03                                                   391924.15                1877.97                    360                     348                  5.375                      0                      0                   0.375                   5.75 GULFPORT               MS                                       39507 Single Family                          392000                20050701                     80 No MI                                1.00E+17                    2.75               20080601                  11.75                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      36 N                                    20350601 ALT1
GII                      G02                                                      264000                1540.00                    360                     353                  6.625                      0                      0                   0.375                      7 DAVENPORT              FL                                       33897 Single Family                          264000                20051201                     75 No MI                                1.00E+17                    2.25               20101101                     12                  2.375                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20351101 AFL2
GI                       G01                                                       75060                 531.67                    360                     351                  8.125                      0                      0                   0.375                    8.5 Midland                MI                                       48640 Single Family                           75060                20051001                     90 No MI                                1.00E+17                    2.25               20100901                   14.5                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20350901 AFL2
GI                       G02                                                      380000                2652.08                    360                     358                      8                      0                      0                   0.375                  8.375 LA PUENTE              CA                                       91744 Single Family                          380000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G03                                                      124732                 779.58                    360                     358                  7.125                      0                      0                   0.375                    7.5 Myrtle Beach           SC                                       29579 Condominium                            124732                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   13.5                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                      214400                1183.67                    360                     358                   6.25                      0                      0                   0.375                  6.625 Las Vegas              NV                                       89139 PUD                                    214400                20060501                     80 No MI                                                            2.25               20110401                 11.625                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G03                                                      200000                1187.50                    360                     358                   6.75                      0                      0                   0.375                  7.125 APPLE VALLEY           CA                                       92308 PUD                                    200000                20060501            45.45000076 No MI                                1.00E+17                    2.25               20110401                 12.125                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      112188                 782.98                    360                     357                      8                      0                      0                   0.375                  8.375 Lancaster              TX                                       75134 Single Family                          112188                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 13.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GII                      G02                                                      284792                1601.96                    360                     358                  6.375                      0                      0                   0.375                   6.75 Hesperia               CA                                       92345 Single Family                          284792                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.75                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                      227505                1232.32                    360                     358                  6.125                      0                      0                   0.375                    6.5 Fresno                 CA                                       93722 Single Family                          227505                20060501                     80 No MI                                1.00E+17                    2.75               20110401                   12.5                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                    50330.41                 365.43                    360                     358                    7.5                      0                      0                   0.375                  7.875 Lubbock                TX                                       79413 Single Family                           50400                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.875                  2.375                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                      413000                2323.13                    360                     357                  6.375                      0                      0                   0.375                   6.75 MURRIETA               CA                                       92562 PUD                                    413000                20060401                     70 No MI                                1.00E+17                    2.25               20110301                  11.75                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360301 AFL2
GI                       G02                                                      146250                 929.30                    360                     358                   7.25                      0                      0                   0.375                  7.625 Baltimore              MD                                       21224 Single Family                          146250                20060501                     75 No MI                                1.00E+17                    2.25               20110401                 12.625                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G03                                                      193788                1211.18                    360                     358                  7.125                      0                      0                   0.375                    7.5 Lawrenceville          GA                                       30044 PUD                                    193788                20060501                     80 No MI                                                            2.25               20110401                   12.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                      191200                1095.42                    360                     358                    6.5                      0                      0                   0.375                  6.875 Battlement Mesa        CO                                       81635 PUD                                    191200                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      346500                2418.28                    360                     358                      8                      0                      0                   0.375                  8.375 North Las Vegas        NV                                       89031 PUD                                    346500                20060501                     75 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G03                                                      234400                1416.17                    360                     358                  6.875                      0                      0                   0.375                   7.25 Las Vegas              NV                                       89147 PUD                                    234400                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      243000                1569.37                    360                     358                  7.375                      0                      0                   0.375                   7.75 Owings Mills           MD                                       21117 PUD                                    243000                20060501            79.41000366 No MI                                1.00E+17                    2.25               20110401                  12.75                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      124000                 813.75                    360                     359                    7.5                      0                      0                   0.375                  7.875 SCHAUMBURG             IL                                       60193 Condominium                            124000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G02                                                   254557.43                1405.37                    360                     355                   6.25                      0                      0                   0.375                  6.625 BRANDYWINE             MD                                       20613 PUD                                    254600                20060201            79.98999786 No MI                                1.00E+17                    2.25               20110101                 11.625                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360101 AFL2
GI                       G02                                                      100400                 575.21                    360                     353                    6.5                      0                      0                   0.375                  6.875 HOMESTEAD              FL                                       33033 Condominium                            100400                20051201            78.26000214 No MI                                1.00E+17                   2.375               20071101                 12.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      24 N                                    20351101 AFL2
GI                       G02                                                      162320                1132.86                    360                     359                      8                      0                      0                   0.375                  8.375 Scottsdale             AZ                                       85251 Condominium                            162320                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.375                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                    31977.98                 232.02                    360                     359                    7.5                      0                      0                   0.375                  7.875 DALLAS                 TX                                       75230 Condominium                             32000                20060601            76.19000244 No MI                                1.00E+17                    2.25               20110501                 12.875                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      224000                1470.00                    360                     360                    7.5                      0                      0                   0.375                  7.875 Long Beach             CA                                       90802 Condominium                            224000                20060701                     80 No MI                                1.00E+17                    2.25               20110601                 12.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GI                       G02                                                   305188.47                1971.01                    360                     357                  7.375                      0                      0                   0.375                   7.75 LAS VEGAS              NV                                       89131 PUD                                    305232                20060401                     80 No MI                                1.00E+17                    2.25               20110301                  12.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G02                                                   277919.89                1852.80                    360                     359                  7.625                      0                      0                   0.375                      8 OLDSMAR                FL                                       34677 PUD                                    277920                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     13                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                   206185.56                1513.93                    360                     359                  7.625                      0                      0                   0.375                      8 Wesley Chapel          FL                                       33544 PUD                                    206324                20060601                     80 No MI                                                            2.25               20110501                     13                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G01                                                     1000000                6354.17                    360                     355                   7.25                      0                      0                   0.375                  7.625 Los Angeles            CA                                       90046 Single Family                         1000000                20060201            77.22000122 No MI                                                            2.25               20110101                 13.625                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360101 AFL2
GII                      G02                                                      247000                1440.83                    360                     359                  6.625                      0                      0                   0.375                      7 Maynard                MA                                        1754 Single Family                          247000                20060601                     65 No MI                                1.00E+17                    2.25               20110501                     12                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 WALN
GI                       G03                                                      218320                1477.20                    360                     360                  7.375                      0                      0                   0.375                   7.75 ORLAND PARK            IL                                       60462 Condominium                            218320                20060701                     80 No MI                                                           5.375               20110601                  12.75                  1.875                       2 First Lien                                    N                                            0 No_PP                                     480                      60 N                                    20360601 ADN1
GI                       G03                                                      242052                1588.47                    360                     360                    7.5                      0                      0                   0.375                  7.875 ST CLOUD               FL                                       34769 PUD                                    242052                20060701                     80 No MI                                                            5.25               20110601                 12.875                      5                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 ADN1
GI                       G03                                                      142800                 992.91                    360                     360                  7.625                      0                      0                   0.375                      8 HIALEAH                FL                                       33012 Condominium                            142800                20060701                     80 No MI                                                           3.125               20110601                     13                  4.875                       2 First Lien                                    N                                            0 Prepay                                    480                      60 N                                    20360601 ADN1
GI                       G03                                                      380000                2414.58                    360                     360                   7.25                      0                      0                   0.375                  7.625 ROSELLE PARK           NJ                                        7204 Single Family                          380000                20060701                     80 No MI                                                            3.75               20110601                 12.625                   2.75                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 ADN1
GI                       G03                                                      220000                1550.36                    360                     360                   7.75                      0                      0                   0.375                  8.125 CRANSTON               RI                                        2920 Single Family                          220000                20060701                     80 No MI                                                           4.375               20110601                 14.125                  3.375                       2 First Lien                                    N                                            0 No_PP                                     480                      60 N                                    20360601 ADN1
GI                       G03                                                      195200                1398.44                    360                     360                  7.375                      0                      0                   0.375                   7.75 SARASOTA               FL                                       34231 Single Family                          195200                20060701                     80 No MI                                                            4.25               20110601                  12.75                      4                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360601 ADN1
GI                       G03                                                      212000                1148.33                    360                     360                  6.125                      0                      0                   0.375                    6.5 AURORA                 CO                                       80015 PUD                                    212000                20060701                     80 No MI                                                               3               20110601                   11.5                  3.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 ADN1
GI                       G03                                                      175200                1149.75                    360                     360                    7.5                      0                      0                   0.375                  7.875 COOPER CITY            FL                                       33328 Townhouse                              175200                20060701                     80 No MI                                                            3.75               20110601                 12.875                  2.625                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 ADN1
GII                      G03                                                      179200                1082.67                    360                     360                  6.875                      0                      0                   0.375                   7.25 ORLANDO                FL                                       32811 Condominium                            179200                20060701                     80 No MI                                                            5.25               20110601                  12.25                  3.375                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 ADN1
GI                       G03                                                      352000                2273.33                    360                     360                  7.375                      0                      0                   0.375                   7.75 BROOKLYN               NY                                       11203 Single Family                          352000                20060701                     80 No MI                                                            5.25               20110601                  12.75                  4.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 ADN1
GI                       G03                                                      264000                1677.50                    360                     360                   7.25                      0                      0                   0.375                  7.625 CHICAGO                IL                                       60647 Single Family                          264000                20060701                     80 No MI                                                            3.75               20110601                 12.625                  4.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 ADN1
GII                      G03                                                      246850                1491.39                    360                     359                  6.875                      0                      0                   0.375                   7.25 COACHELLA              CA                                       92236 Single Family                          246850                20060601                     80 No MI                                                            4.25               20110501                  12.25                  3.375                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G03                                                      142400                 890.00                    360                     360                  7.125                      0                      0                   0.375                    7.5 MYRTLE BEACH           SC                                       29588 PUD                                    142400                20060701            79.11000061 No MI                                                             3.5               20110601                   12.5                  3.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 ADN1
GII                      G02                                                      176800                1175.07                    360                     360                  6.615                      0                      0                   0.375                   6.99 PAWTUCKET              RI                                        2860 Single Family                          176800                20060701                     80 No MI                                                             3.5               20110601                  11.99                  3.125                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360601 ADN1
GII                      G02                                                      400000                2291.67                    360                     360                    6.5                      0                      0                   0.375                  6.875 LOS ANGELES            CA                                       90011 2-4 Family                             400000                20060701                     80 No MI                                                               3               20110601                 11.875                  3.125                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 ADN1
GII                      G02                                                      301881                1760.97                    360                     360                  6.625                      0                      0                   0.375                      7 RANCHO CORDOVA         CA                                       95742 Single Family                          301881                20060801                     80 No MI                                                               3               20110701                     12                  2.625                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360701 ADN1
GI                       G03                                                       86547                 635.05                    360                     360                  7.625                      0                      0                   0.375                      8 MIRAMAR                FL                                       33025 PUD                                     86547                20060701                     80 No MI                                                            4.25               20110601                     13                  2.625                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360601 ADN1
GII                      G02                                                      361600                2071.67                    360                     360                    6.5                      0                      0                   0.375                  6.875 TEMECULA               CA                                       92591 PUD                                    361600                20060701                     80 No MI                                                             3.5               20110601                 11.875                  3.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 ADN1
GI                       G03                                                      360000                2062.50                    360                     360                    6.5                      0                      0                   0.375                  6.875 JAMAICA                NY                                       11436 Single Family                          360000                20060801                     80 No MI                                                               3               20110701                 11.875                  3.125                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360701 ADN1
GII                      G02                                                      300000                1718.75                    360                     360                    6.5                      0                      0                   0.375                  6.875 COLLEGE PARK           MD                                       20740 Single Family                          300000                20060701                     80 No MI                                                               3               20110601                 11.875                  2.625                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 ADN1
GI                       G03                                                      388000                2553.31                    360                     360                  7.125                      0                      0                   0.375                    7.5 VALLEY STREAM          NY                                       11581 Single Family                          388000                20060801                     80 No MI                                                           3.625               20110701                   12.5                  2.625                       2 First Lien                                    N                                            0 No_PP                                     480                      60 N                                    20360701 ADN1
GI                       G03                                                      267120                1641.68                    360                     360                      7                      0                      0                   0.375                  7.375 ROOSEVELT              NY                                       11575 Single Family                          267120                20060701                     80 No MI                                                            3.75               20110601                 12.375                   3.25                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 ADN1
GI                       G03                                                      120400                 841.85                    360                     360                  7.125                      0                      0                   0.375                    7.5 CALUMET CITY           IL                                       60409 Single Family                          120400                20060701                     80 No MI                                                            3.75               20110601                   12.5                  3.375                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360601 ADN1
GI                       G03                                                      296800                1885.92                    360                     359                   7.25                      0                      0                   0.375                  7.625 WOODBRIDGE             VA                                       22191 Single Family                          296800                20060601                     80 No MI                                                             3.5               20110501                 12.625                  3.375                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GII                      G03                                                      223200                1348.50                    360                     360                  6.875                      0                      0                   0.375                   7.25 VICTORVILLE            CA                                       92395 Single Family                          223200                20060701                     80 No MI                                                            3.25               20110601                  12.25                  3.125                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 ADN1
GI                       G03                                                      132000                 811.25                    360                     360                      7                      0                      0                   0.375                  7.375 FEDERAL HEIGHTS        CO                                       80260 Condominium                            132000                20060701                     80 No MI                                                            3.25               20110601                 12.375                  2.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 ADN1
GII                      G02                                                      383200                2155.50                    360                     360                  6.375                      0                      0                   0.375                   6.75 GARDENA                CA                                       90247 Single Family                          383200                20060701                     80 No MI                                                            3.75               20110601                  11.75                  2.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 ADN1
GII                      G02                                                      201600                1176.00                    360                     360                  6.625                      0                      0                   0.375                      7 MEDFORD                NJ                                        8055 Single Family                          201600                20060701                     80 No MI                                                            3.25               20110601                     12                  3.375                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 ADN1
GI                       G03                                                      407200                2714.67                    360                     360                  7.625                      0                      0                   0.375                      8 SAN BERNARDINO         CA                                       92404 Single Family                          407200                20060701                     80 No MI                                                            3.75               20110601                     13                  2.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 ADN1
GII                      G02                                                      360000                1950.00                    360                     360                  6.125                      0                      0                   0.375                    6.5 ELMONT                 NY                                       11003 Single Family                          360000                20060801                     80 No MI                                                               3               20110701                   11.5                  3.375                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360701 ADN1
GI                       G03                                                      273200                1650.58                    360                     360                  6.875                      0                      0                   0.375                   7.25 LONG BEACH             CA                                       90807 Condominium                            273200                20060701                     80 No MI                                                               3               20110601                  12.25                  2.625                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 ADN1
GI                       G03                                                      269520                1768.73                    360                     359                    7.5                      0                      0                   0.375                  7.875 MANASSAS               VA                                       20110 Townhouse                              269520                20060601                     80 No MI                                                            4.25               20110501                 12.875                  2.625                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G03                                                      351920                2456.11                    360                     360                      8                      0                      0                   0.375                  8.375 HOWARD BEACH           NY                                       11414 Single Family                          351920                20060701                     80 No MI                                                            4.25               20090601                 14.375                  3.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      36 N                                    20360601 ADN1
GII                      G02                                                      145200                 831.88                    360                     360                    6.5                      0                      0                   0.375                  6.875 SPRINGFIELD            OR                                       97477 Single Family                          145200                20060701                     80 No MI                                                             3.5               20110601                 11.875                  3.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 ADN1
GI                       G03                                                      462160                2888.50                    360                     360                  7.125                      0                      0                   0.375                    7.5 EAST ELMHURST          NY                                       11369 Single Family                          462160                20060701                     80 No MI                                                            4.25               20110601                   12.5                  3.125                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 ADN1
GI                       G03                                                      136000                 920.20                    360                     360                  7.375                      0                      0                   0.375                   7.75 RIVERDALE              GA                                       30296 PUD                                    136000                20060701                     80 No MI                                                           4.375               20110601                  12.75                  3.875                       2 First Lien                                    N                                            0 No_PP                                     480                      60 N                                    20360601 ADN1
GI                       G03                                                      504000                2782.50                    360                     360                   6.25                      0                      0                   0.375                  6.625 LAKE FOREST            CA                                       92630 Single Family                          504000                20060701                     80 No MI                                                            3.25               20110601                 12.625                      4                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 ADN1
GII                      G03                                                      155600                1061.47                    360                     360                  6.875                      0                      0                   0.375                   7.25 WHEELING               IL                                       60090 Condominium                            155600                20060701                     80 No MI                                                               4               20110601                  12.25                  2.875                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360601 ADN1
GI                       G03                                                      466400                2672.08                    360                     359                    6.5                      0                      0                   0.375                  6.875 MANASSAS               VA                                       20110 PUD                                    466400                20060601                     80 No MI                                                               3               20110501                 11.875                  3.625                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G03                                                      152000                1060.83                    360                     360                      8                      0                      0                   0.375                  8.375 CHICAGO                IL                                       60619 Single Family                          152000                20060701                     80 No MI                                                            4.25               20110601                 13.375                  2.625                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 ADN1
GI                       G03                                                      136720                 954.19                    360                     360                      8                      0                      0                   0.375                  8.375 ROMEOVILLE             IL                                       60446 Single Family                          136720                20060701                     80 No MI                                                            5.25               20110601                 13.375                  3.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 ADN1
GI                       G03                                                   263913.37                1732.50                    360                     359                    7.5                      0                      0                   0.375                  7.875 COLUMBIA               MD                                       21045 PUD                                    264000                20060601                     80 No MI                                                            3.75               20110501                 12.875                  4.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G03                                                       78400                 609.79                    360                     360                   8.25                      0                      0                   0.375                  8.625 LANSING                MI                                       48906 Single Family                           78400                20060701                     80 No MI                                                            3.75               20110601                 13.625                  3.875                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360601 ADN1
GII                      G01                                                      180000                1031.25                    360                     360                    6.5                      0                      0                   0.375                  6.875 FREDERICKSBURG         VA                                       22407 Single Family                          180000                20060701                     80 No MI                                                            3.75               20090601                 12.875                  3.375                       2 First Lien                                    Y                                          120 Prepay                                    360                      36 N                                    20360601 ADN1
GI                       G03                                                      164000                 888.33                    360                     360                  6.125                      0                      0                   0.375                    6.5 SACRAMENTO             CA                                       95820 Single Family                          164000                20060701                     80 No MI                                                            3.25               20110601                   11.5                  3.375                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 ADN1
GI                       G03                                                      398560                2781.62                    360                     360                      8                      0                      0                   0.375                  8.375 BROOKLYN               NY                                       11221 2-4 Family                             398560                20060701                     80 No MI                                                            3.75               20110601                 13.375                  2.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 ADN1
GI                       G03                                                      344000                2185.83                    360                     360                   7.25                      0                      0                   0.375                  7.625 WOODBRIDGE             VA                                       22191 Single Family                          344000                20060701                     80 No MI                                                            3.75               20110601                 12.625                  3.375                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 ADN1
GI                       G03                                                      140400                 819.00                    360                     360                  6.625                      0                      0                   0.375                      7 FEDERAL WAY            WA                                       98003 Condominium                            140400                20060701                     80 No MI                                                               3               20110601                     12                  3.375                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 ADN1
GII                      G03                                                      184800                1097.25                    360                     359                   6.75                      0                      0                   0.375                  7.125 WESTERLY               RI                                        2891 Single Family                          184800                20060601                     80 No MI                                                            3.75               20110501                 12.125                  2.625                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GII                      G01                                                      160000                1216.12                    360                     360                      8                      0                      0                   0.375                  8.375 PEMBROKE PINES         FL                                       33026 Condominium                            160000                20060701                     80 No MI                                                            5.25               20090601                 14.375                  3.375                       2 First Lien                                    N                                            0 Prepay                                    360                      36 N                                    20360601 ADN1
GI                       G03                                                      336000                2336.25                    360                     360                  7.625                      0                      0                   0.375                      8 AMITYVILLE             NY                                       11701 Single Family                          336000                20060701                     80 No MI                                                           3.375               20110601                     13                  4.875                       2 First Lien                                    N                                            0 No_PP                                     480                      60 N                                    20360601 ADN1
GI                       G03                                                      264000                1512.50                    360                     360                    6.5                      0                      0                   0.375                  6.875 HEMPSTEAD              NY                                       11550 Single Family                          264000                20060701                     80 No MI                                                               3               20110601                 11.875                      3                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 ADN1
GI                       G03                                                      252000                1548.75                    360                     360                      7                      0                      0                   0.375                  7.375 LODI                   CA                                       95240 Townhouse                              252000                20060701                     80 No MI                                                            3.25               20110601                 12.375                  2.625                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 ADN1
GI                       G03                                                      424000                2208.33                    360                     360                  5.875                      0                      0                   0.375                   6.25 NEW HYDE PARK          NY                                       11040 Single Family                          424000                20060701                     80 No MI                                                               3               20110601                  11.25                  2.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 ADN1
GI                       G03                                                      164000                1076.25                    360                     360                    7.5                      0                      0                   0.375                  7.875 COLUMBUS               OH                                       43221 Single Family                          164000                20060701                     80 No MI                                                            3.75               20110601                 12.875                  2.625                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 ADN1
GI                       G03                                                      362400                1925.25                    360                     360                      6                      0                      0                   0.375                  6.375 SAN DIEGO              CA                                       92105 Single Family                          362400                20060701                     80 No MI                                                               3               20110601                 11.375                  3.375                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 ADN1
GI                       G03                                                      116000                 761.25                    360                     360                    7.5                      0                      0                   0.375                  7.875 OSTRANDER              OH                                       43061 Single Family                          116000                20060701                     80 No MI                                                            5.25               20110601                 12.875                  2.625                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 ADN1
GII                      G03                                                      296000                1541.67                    360                     360                  5.875                      0                      0                   0.375                   6.25 COVINA                 CA                                       91724 Condominium                            296000                20060701                     80 No MI                                                             3.5               20110601                  11.25                  4.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 ADN1
GI                       G03                                                      199520                1496.40                    360                     360                  8.625                      0                      0                   0.375                      9 EAGAN                  MN                                       55123 Single Family                          199520                20060701                     80 No MI                                                            5.25               20110601                     14                  3.125                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 ADN1
GI                       G03                                                      374800                2420.58                    360                     360                  7.375                      0                      0                   0.375                   7.75 DOWNEY                 CA                                       90240 Single Family                          374800                20060701                     80 No MI                                                             3.5               20110601                  12.75                  4.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 ADN1
GI                       G03                                                      304000                1710.00                    360                     360                  6.375                      0                      0                   0.375                   6.75 CAMERON PARK           CA                                       95682 Single Family                          304000                20060701                     80 No MI                                                               3               20110601                  11.75                  3.125                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 ADN1
GI                       G03                                                      256000                1493.33                    360                     359                  6.625                      0                      0                   0.375                      7 HIALEAH                FL                                       33018 Single Family                          256000                20060601                     80 No MI                                                            3.25               20110501                     12                  2.625                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GII                      G03                                                      364000                2199.17                    360                     360                  6.875                      0                      0                   0.375                   7.25 SAN JOSE               CA                                       95121 PUD                                    364000                20060701                     80 No MI                                                             3.5               20110601                  12.25                  2.625                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 ADN1
GI                       G03                                                   203143.86                1431.97                    360                     359                   7.75                      0                      0                   0.375                  8.125 CHICAGO                IL                                       60629 Single Family                          203200                20060601                     80 No MI                                                           5.375               20110501                 13.125                  3.125                       2 First Lien                                    N                                            0 No_PP                                     480                      60 N                                    20360501 ADN1
GI                       G03                                                   307380.44                1925.00                    360                     359                  7.125                      0                      0                   0.375                    7.5 HUNTINGTON PARK        CA                                       90255 Single Family                          308000                20060601                     80 No MI                                                               3               20110501                   12.5                      5                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GII                      G03                                                      460000                2635.42                    360                     360                    6.5                      0                      0                   0.375                  6.875 HUNTINGTON             NY                                       11743 Single Family                          460000                20060701                     80 No MI                                                            3.75               20110601                 11.875                  2.625                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 ADN1
GI                       G03                                                      281600                1789.33                    360                     360                   7.25                      0                      0                   0.375                  7.625 MORENO VALLEY          CA                                       92557 Single Family                          281600                20060701                     80 No MI                                                            4.25               20110601                 12.625                  3.375                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 ADN1
GI                       G03                                                      436000                3085.98                    360                     360                   7.25                      0                      0                   0.375                  7.625 CHICAGO                IL                                       60631 Single Family                          436000                20060701                     80 No MI                                                            5.25               20110601                 12.625                  3.875                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360601 ADN1
GI                       G01                                                   324102.96                1664.71                    360                     310                  5.795                      0                      0                   0.375                   6.17 FREDERICK              MD                                       21702 Single Family                          338000                20020501            77.69999695 No MI                                                               2               20090401                  11.17                  1.875                       1 First Lien                                    Y                                           84 No_PP                                     360                      84 N                                    20320401 CALA
GI                       G01                                                      440000                2308.17                    360                     310                   5.92                      0                      0                   0.375                  6.295 CHESTER TOWNSHIP       NJ                                        7930 Single Family                          815000                20020501            62.68999863 No MI                                                               2               20090401                 11.295                  1.625                       1 First Lien                                    Y                                           84 No_PP                                     360                      84 N                                    20320401 CALA
GI                       G01                                                      575000                2894.17                    360                     310                  5.665                      0                      0                   0.375                   6.04 FRIDAY HARBOR          WA                                       98250 Single Family                          575000                20020501            70.73000336 No MI                                                               2               20090401                  11.04                  1.625                       1 First Lien                                    Y                                           84 No_PP                                     360                      84 N                                    20320401 CALA
GII                      G03                                                      400950                2422.41                    360                     359                  6.875                      0                      0                   0.375                   7.25 BEL AIR                MD                                       21014 PUD                                    400950                20060601            79.98999786 No MI                                1.00E+17                    2.25               20110501                  12.25                  1.625                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G01                                                      394800                2138.50                    360                     311                  6.125                      0                      0                   0.375                    6.5 BOSTON                 MA                                        2110 Condominium                            394800                20020601                     70 No MI                                                               2               20090501                   11.5                  1.625                       1 First Lien                                    Y                                           84 No_PP                                     360                      84 N                                    20320501 CALA
GI                       G01                                                   498805.41                2510.65                    360                     311                  5.665                      0                      0                   0.375                   6.04 SAN DIEGO              CA                                       92128 PUD                                    498806                20020601            75.01000214 No MI                                                               2               20090501                  11.04                  1.625                       1 First Lien                                    Y                                           84 No_PP                                     360                      84 N                                    20320501 CALA
GI                       G02                                                      119200                 807.08                    360                     358                   7.75                      0                      0                   0.375                  8.125 JACKSONVILLE           FL                                       32205 Single Family                          119200                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.125                  1.625                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G03                                                    52419.81                 273.02                    360                     354                  5.875                      0                      0                   0.375                   6.25 Fort Lauderdale        FL                                       33313 Condominium                             52500                20060101                     70 No MI                                1.00E+17                    2.25               20101201                  11.25                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20351201 AFL2
GI                       G03                                                      147600                 922.50                    360                     359                  7.125                      0                      0                   0.375                    7.5 Mckinney               TX                                       75070 PUD                                    147600                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   12.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G03                                                      159192                 978.37                    360                     358                      7                      0                      0                   0.375                  7.375 SPRINGVILLE            UT                                       84663 Single Family                          159192                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      118000                 749.79                    360                     359                   7.25                      0                      0                   0.375                  7.625 GEORGETOWN             TX                                       78626 PUD                                    118000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.625                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      168706                1071.99                    360                     358                   7.25                      0                      0                   0.375                  7.625 CASTLE ROCK            CO                                       80109 PUD                                    168706                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.625                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G03                                                   174675.03                1225.02                    360                     356                  7.125                      0                      0                   0.375                    7.5 EL PASO                TX                                       79936 Single Family                          175200                20060301                     80 No MI                                1.00E+17                    2.25               20110201                   12.5                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360201 AFL2
GI                       G03                                                      439920                2886.98                    360                     359                    7.5                      0                      0                   0.375                  7.875 SCOTTSDALE             AZ                                       85260 PUD                                    439920                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.875                  1.625                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G03                                                      302587                1859.65                    360                     357                      7                      0                      0                   0.375                  7.375 Parrish                FL                                       34219 PUD                                    302587                20060401            74.70999908 No MI                                1.00E+17                    2.25               20110301                 13.375                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GI                       G03                                                       78400                 490.00                    360                     358                  7.125                      0                      0                   0.375                    7.5 CONYERS                GA                                       30094 Single Family                           78400                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G01                                                      186400                1184.42                    360                     360                   7.25                      0                      0                   0.375                  7.625 Arvada                 CO                                       80005 PUD                                    186400                20060701                     80 No MI                                1.00E+17                    2.25               20110601                 12.625                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GI                       G01                                                   445520.76                2366.12                    360                     309                      6                      0                      0                   0.375                  6.375 LOS ANGELES            CA                                       90043 Single Family                          472000                20020401            78.66999817 No MI                                                               2               20090301                 11.375                  1.875                       1 First Lien                                    Y                                           84 No_PP                                     360                      84 N                                    20320301 CALA
GI                       G01                                                    46899.53                 241.14                    360                     310                  5.795                      0                      0                   0.375                   6.17 CUYAHOGA FALLS         OH                                       44223 Single Family                           49000                20020501                  35.25 No MI                                                               2               20090401                  11.17                  1.625                       1 First Lien                                    Y                                           84 No_PP                                     360                      84 N                                    20320401 CALA
GI                       G01                                                       81500                 410.22                    360                     309                  5.665                      0                      0                   0.375                   6.04 HIGHLANDS              NJ                                        7732 Single Family                           81500                20020401            74.08999634 No MI                                                               2               20090301                  11.04                  1.625                       1 First Lien                                    Y                                           84 No_PP                                     360                      84 N                                    20320301 CALA
GI                       G01                                                   338811.69                1741.03                    360                     309                  5.795                      0                      0                   0.375                   6.17 CRANFORD               NJ                                        7016 Single Family                          349000                20020401            79.31999969 No MI                                                               2               20090301                  11.17                  1.625                       1 First Lien                                    Y                                           84 No_PP                                     360                      84 N                                    20320301 CALA
GI                       G01                                                      551190                2813.37                    360                     310                   5.75                      0                      0                   0.375                  6.125 ORMOND BEACH           FL                                       32174 PUD                                    551200                20020501                     80 No MI                                                               2               20090401                 11.125                  1.625                       1 First Lien                                    Y                                           84 No_PP                                     360                      84 N                                    20320401 CALA
GII                      G03                                                   147881.64                 997.11                    360                     359                   6.75                      0                      0                   0.375                  7.125 ROMEOVILLE             IL                                       60446 Condominium                            148000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.125                  1.625                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G01                                                   322936.38                1749.24                    360                     310                  6.125                      0                      0                   0.375                    6.5 CARMEL                 CA                                       93922 Single Family                          325000                20020501                   62.5 No MI                                                               2               20090401                     13                  1.875                       0 First Lien                                    Y                                           84 No_PP                                     360                      84 N                                    20320401 CALA
GI                       G01                                                      417000                2128.44                    360                     310                   5.75                      0                      0                   0.375                  6.125 SANTA FE               NM                                       87501 PUD                                    417000                20020501            67.26000214 No MI                                                               2               20090401                 11.125                  1.625                       1 First Lien                                    Y                                           84 No_PP                                     360                      84 N                                    20320401 CALA
GI                       G01                                                      450000                2313.75                    360                     310                  5.795                      0                      0                   0.375                   6.17 DAUFUSKIE ISLAND       SC                                       29915 Single Family                          450000                20020501                     75 No MI                                                               2               20090401                  11.17                  1.625                       1 First Lien                                    Y                                           84 No_PP                                     360                      84 N                                    20320401 CALA
GI                       G01                                                      300000                1396.25                    360                     310                   5.21                      0                      0                   0.375                  5.585 WARREN                 NJ                                        7059 Single Family                          750000                20020501            71.43000031 No MI                                                               2               20090401                 10.585                  1.625                       1 First Lien                                    Y                                           84 No_PP                                     360                      84 N                                    20320401 CALA
GI                       G02                                                      364000                2237.08                    360                     358                      7                      0                      0                   0.375                  7.375 Magalia                CA                                       95954 Single Family                          364000                20060501                     80 No MI                                1.00E+17                   2.375               20080401                 12.375                  1.625                       1 First Lien                                    Y                                          120 No_PP                                     360                      24 N                                    20360401 AFL2
GII                      G01                                                   119403.42                 646.77                    360                     358                  6.125                      0                      0                   0.375                    6.5 NEWNAN                 GA                                       30265 Single Family                          119625                20060501                     75 No MI                                1.00E+17                    2.25               20090401                   12.5                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      36 N                                    20360401 AFL2
GII                      G03                                                      112000                 676.67                    360                     358                  6.875                      0                      0                   0.375                   7.25 CO SPGS                CO                                       80907 Single Family                          112000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.25                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G03                                                      880000                5500.00                    360                     358                  7.125                      0                      0                   0.375                    7.5 Stevenson Ranch        CA                                       91381 Single Family                          880000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G03                                                      352000                2200.00                    360                     360                  7.125                      0                      0                   0.375                    7.5 HAWAIIAN GARDENS       CA                                       90716 2-4 Family                             352000                20060701                     80 No MI                                1.00E+17                    2.25               20110601                   12.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GI                       G02                                                    70355.11                 528.89                    360                     359                  7.875                      0                      0                   0.375                   8.25 Humble                 TX                                       77396 Single Family                           70400                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  13.25                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      196350                1390.81                    360                     359                  8.125                      0                      0                   0.375                    8.5 BALTIMORE              MD                                       21244 Townhouse                              196350                20060601            79.98000336 No MI                                1.00E+17                    2.25               20110501                   13.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      167175                1097.09                    360                     359                    7.5                      0                      0                   0.375                  7.875 SAINT PETERSBURG       FL                                       33701 2-4 Family                             167175                20060601                     75 No MI                                1.00E+17                    2.25               20110501                 12.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                       84000                 595.00                    360                     360                  8.125                      0                      0                   0.375                    8.5 Phoenix                AZ                                       85014 Condominium                             84000                20060701                     80 No MI                                1.00E+17                    2.25               20110601                   13.5                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GII                      G01                                                      207800                1103.94                    360                     358                      6                      0                      0                   0.375                  6.375 Madera                 CA                                       93638 Single Family                          207800                20060501            79.94999695 No MI                                1.00E+17                    2.25               20090401                 12.375                  1.875                       2 First Lien                                    Y                                           36 No_PP                                     360                      36 N                                    20360401 AFL2
GII                      G03                                                   229599.86                1363.25                    360                     358                   6.75                      0                      0                   0.375                  7.125 Lanham                 MD                                       20706 Single Family                          229600                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.125                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      131670                 918.95                    360                     359                      8                      0                      0                   0.375                  8.375 COV                    KY                                       41011 Condominium                            131670                20060601                  71.25 No MI                                                            2.25               20110501                 13.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G03                                                      219650                1349.93                    360                     359                      7                      0                      0                   0.375                  7.375 Abingdon               MD                                       21009 Single Family                          219650                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G02                                                      181200                1019.25                    360                     359                  6.375                      0                      0                   0.375                   6.75 Las Vegas              NV                                       89107 Single Family                          181200                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  11.75                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G03                                                    55916.62                 391.56                    360                     358                  7.125                      0                      0                   0.375                    7.5 DAYTON                 OH                                       45405 Single Family                           56000                20060501                     80 No MI                                                            2.25               20110401                   12.5                  1.875                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G03                                                      248000                1472.50                    360                     358                   6.75                      0                      0                   0.375                  7.125 Germantown             MD                                       20876 Condominium                            248000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.125                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G03                                                      218400                1365.00                    360                     358                  7.125                      0                      0                   0.375                    7.5 ADELANTO               CA                                       92301 Single Family                          218400                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                    76945.65                 551.64                    360                     359                  7.375                      0                      0                   0.375                   7.75 DALLAS                 TX                                       75233 Single Family                           77000                20060601                     70 No MI                                1.00E+17                    2.25               20110501                  12.75                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G03                                                      222400                1343.67                    360                     359                  6.875                      0                      0                   0.375                   7.25 Woodbridge             VA                                       22192 Townhouse                              222400                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.25                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G03                                                      232000                1401.67                    360                     358                  6.875                      0                      0                   0.375                   7.25 Woodbridge             VA                                       22191 PUD                                    232000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G03                                                      136500                 853.13                    360                     359                  7.125                      0                      0                   0.375                    7.5 Savannah               GA                                       31401 2-4 Family                             136500                20060601                     70 No MI                                1.00E+17                    2.25               20110501                   12.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G03                                                      128000                 800.00                    360                     358                  7.125                      0                      0                   0.375                    7.5 PORT ST LUCIE          FL                                       34983 Single Family                          128000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G01                                                   123842.97                 941.89                    360                     359                      8                      0                      0                   0.375                  8.375 Coconut Creek          FL                                       33063 Condominium                            123920                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.375                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      254400                1866.70                    360                     360                  7.625                      0                      0                   0.375                      8 Chicago                IL                                       60629 2-4 Family                             254400                20060701                     80 No MI                                1.00E+17                    2.25               20110601                     13                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360601 AFL2
GI                       G03                                                      231200                1445.00                    360                     360                  7.125                      0                      0                   0.375                    7.5 LAVEEN                 AZ                                       85339 PUD                                    231200                20060701                     80 No MI                                1.00E+17                    2.25               20110601                   12.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GI                       G02                                                      109200                 728.00                    360                     359                  7.625                      0                      0                   0.375                      8 MONTGOMERY             AL                                       36117 Single Family                          109200                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     13                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                   179999.58                1143.75                    360                     355                   7.25                      0                      0                   0.375                  7.625 Salem                  CT                                        6420 Single Family                          180000                20060201                     80 No MI                                1.00E+17                    2.25               20110101                 12.625                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360101 AFL2
GII                      G02                                                      321096                1806.17                    360                     359                  6.375                      0                      0                   0.375                   6.75 Hesperia               CA                                       92344 Single Family                          321096                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  11.75                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G01                                                   527027.25                3918.31                    360                     358                   7.75                      0                      0                   0.375                  8.125 Yonkers                NY                                       10705 Single Family                          527720                20060501                     79 No MI                                1.00E+17                    2.25               20110401                 13.125                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G03                                                      179920                1124.50                    360                     358                  7.125                      0                      0                   0.375                    7.5 Boynton Beach          FL                                       33436 PUD                                    179920                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      115500                 697.81                    360                     359                  6.875                      0                      0                   0.375                   7.25 BURLINGTON             WA                                       98233 Single Family                          115500                20060601                     70 No MI                                1.00E+17                   2.375               20080501                  12.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      24 N                                    20360501 AFL2
GI                       G02                                                      288000                1890.00                    360                     358                    7.5                      0                      0                   0.375                  7.875 Miami                  FL                                       33189 PUD                                    288000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.875                      2                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G03                                                      464000                2755.00                    360                     358                   6.75                      0                      0                   0.375                  7.125 COLUMBIA               MD                                       21044 Single Family                          464000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.125                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      225600                1433.50                    360                     359                   7.25                      0                      0                   0.375                  7.625 North Las Vegas        NV                                       89031 Single Family                          225600                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.625                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      360000                2362.50                    360                     358                    7.5                      0                      0                   0.375                  7.875 Somerville             NJ                                        8876 2-4 Family                             360000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      298000                1924.59                    360                     358                  7.375                      0                      0                   0.375                   7.75 Atlanta                GA                                       30328 Single Family                          298000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G03                                                      157400                 934.56                    360                     358                   6.75                      0                      0                   0.375                  7.125 HAVELOCK               NC                                       28532 Single Family                          157400                20060501            79.98000336 No MI                                1.00E+17                    2.25               20110401                 12.125                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      223176                1580.83                    360                     359                  8.125                      0                      0                   0.375                    8.5 Las Cruces             NM                                       88011 PUD                                    223176                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   13.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      275400                1836.00                    360                     358                  7.625                      0                      0                   0.375                      8 BRISTOW                VA                                       20136 PUD                                    275400                20060501            79.98999786 No MI                                1.00E+17                    2.25               20110401                     13                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                      145275                 954.35                    360                     360                    6.5                      0                      0                   0.375                  6.875 Plainfield             IL                                       60544 PUD                                    145275                20060701                     65 No MI                                                            2.25               20110601                 11.875                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360601 AFL2
GI                       G02                                                      160000                1066.67                    360                     359                  7.625                      0                      0                   0.375                      8 CHICAGO                IL                                       60629 Single Family                          160000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     13                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G03                                                      512280                2934.94                    360                     360                    6.5                      0                      0                   0.375                  6.875 HIGHLANDS RANCH        CO                                       80130 PUD                                    512280                20060701                     80 No MI                                1.00E+17                    2.25               20110601                 11.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GI                       G03                                                      214256                1316.79                    360                     360                      7                      0                      0                   0.375                  7.375 SANFORD                FL                                       32771 Condominium                            214256                20060701                     80 No MI                                1.00E+17                    2.25               20110601                 12.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GII                      G02                                                   397157.76                2578.18                    360                     359                  6.375                      0                      0                   0.375                   6.75 Arlington              WA                                       98223 Single Family                          397500                20060601                     75 No MI                                1.00E+17                    2.25               20110501                  11.75                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      156372                1009.91                    360                     360                  7.375                      0                      0                   0.375                   7.75 ATLANTA                GA                                       30331 PUD                                    156372                20060701                     80 No MI                                1.00E+17                    2.25               20110601                  12.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GII                      G03                                                      598263                3240.60                    360                     360                  6.125                      0                      0                   0.375                    6.5 ANTHEM                 AZ                                       85086 PUD                                    598263                20060701                     80 No MI                                1.00E+17                    2.25               20110601                   11.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GI                       G02                                                      360800                2330.17                    360                     358                  7.375                      0                      0                   0.375                   7.75 CULPEPER               VA                                       22701 Single Family                          360800                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                       52399                 375.39                    360                     360                  7.375                      0                      0                   0.375                   7.75 Houston                TX                                       77084 PUD                                     52399                20060701            67.69999695 No MI                                1.00E+17                    2.25               20110601                  12.75                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360601 AFL2
GI                       G02                                                   133232.79                 989.90                    360                     359                   7.75                      0                      0                   0.375                  8.125 Arlington              TX                                       76002 PUD                                    133320                20060601                     70 No MI                                1.00E+17                    2.25               20110501                 13.125                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G02                                                      169988                 938.48                    360                     358                   6.25                      0                      0                   0.375                  6.625 Johns Island           SC                                       29455 PUD                                    169988                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.625                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      400000                2583.33                    360                     358                  7.375                      0                      0                   0.375                   7.75 BOSTON                 MA                                        2127 2-4 Family                             400000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      215200                1524.33                    360                     359                  8.125                      0                      0                   0.375                    8.5 VICTORVILLE            CA                                       92395 Single Family                          215200                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   13.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      400000                2625.00                    360                     359                    7.5                      0                      0                   0.375                  7.875 Tucson                 AZ                                       85715 Single Family                          400000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                   231690.84                1702.33                    360                     359                  7.625                      0                      0                   0.375                      8 Mantua                 OH                                       44255 Single Family                          232000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     13                  1.875                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      182296                1177.33                    360                     359                  7.375                      0                      0                   0.375                   7.75 ORLANDO                FL                                       32828 PUD                                    182296                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G02                                                      412500                2363.28                    360                     358                    6.5                      0                      0                   0.375                  6.875 CLINTON                MD                                       20735 Single Family                          412500                20060501                     75 No MI                                1.00E+17                    2.25               20110401                 11.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      257600                1845.48                    360                     360                  7.375                      0                      0                   0.375                   7.75 NORTH LAS VEGAS        NV                                       89084 PUD                                    257600                20060701                     80 No MI                                1.00E+17                    2.25               20110601                  12.75                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360601 AFL2
GII                      G02                                                      144000                 780.00                    360                     356                  6.125                      0                      0                   0.375                    6.5 Aurora                 CO                                       80017 Single Family                          144000                20060301                     80 No MI                                1.00E+17                    2.25               20110201                   11.5                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360201 AFL2
GII                      G02                                                      144000                 780.00                    360                     359                  6.125                      0                      0                   0.375                    6.5 SANDY                  UT                                       84094 Single Family                          144000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   11.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G03                                                       50400                 387.53                    360                     360                  8.125                      0                      0                   0.375                    8.5 MC MINNVILLE           TN                                       37110 Single Family                           50400                20060701                     80 No MI                                1.00E+17                    2.25               20110601                   13.5                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360601 AFL2
GI                       G03                                                      417000                2606.25                    360                     358                  7.125                      0                      0                   0.375                    7.5 STAFFORD               VA                                       22554 Single Family                          417000                20060501            79.29000092 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      142000                 917.08                    360                     358                  7.375                      0                      0                   0.375                   7.75 ATLANTA                GA                                       30340 Single Family                          142000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      186300                1261.41                    360                     359                   7.75                      0                      0                   0.375                  8.125 Tucker                 GA                                       30084 Townhouse                              186300                20060601            74.98999786 No MI                                1.00E+17                    2.25               20110501                 13.125                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G03                                                      122400                 765.00                    360                     359                  7.125                      0                      0                   0.375                    7.5 GROVEPORT              OH                                       43125 Single Family                          122400                20060601                     80 No MI                                1.00E+17                    2.75               20110501                   12.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G03                                                       76500                 470.16                    360                     359                      7                      0                      0                   0.375                  7.375 Norristown             PA                                       19401 Townhouse                               76500                20060601            79.94999695 No MI                                1.00E+17                    2.25               20110501                 12.375                  2.375                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      220000                1535.42                    360                     358                      8                      0                      0                   0.375                  8.375 CULPEPER               VA                                       22701 Single Family                          220000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G01                                                   397267.21                2745.97                    360                     309                    6.5                      0                      0                   0.375                  6.875 MADISON                WI                                       53705 Single Family                          418000                20020401            79.47000122 No MI                                                            2.75               20090301                 11.875                  1.875                       2 First Lien                                    N                                            0 No_PP                                     360                      84 N                                    20320301 CALA
GI                       G02                                                      129600                 850.50                    360                     357                    7.5                      0                      0                   0.375                  7.875 Rock Hill              SC                                       29732 Single Family                          129600                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 12.875                  2.375                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GI                       G02                                                      337400                2179.04                    360                     358                  7.375                      0                      0                   0.375                   7.75 MILTON                 DE                                       19968 Single Family                          337400                20060501            79.98999786 No MI                                1.00E+17                    2.25               20110401                  12.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G01                                                   144020.72                1005.14                    360                     358                      8                      0                      0                   0.375                  8.375 COTTONWOOD             AZ                                       86326 PUD                                    144637                20060501                     75 No MI                                                            2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      188000                1312.08                    360                     358                      8                      0                      0                   0.375                  8.375 FLOWERY BRANCH         GA                                       30542 PUD                                    188000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G03                                                      136633                 853.96                    360                     358                  7.125                      0                      0                   0.375                    7.5 GOSHEN                 KY                                       40026 Single Family                          136800                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G03                                                      368000                2223.33                    360                     358                  6.875                      0                      0                   0.375                   7.25 ATLANTA                GA                                       30318 2-4 Family                             368000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.25                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G03                                                      102950                 621.99                    360                     360                  6.875                      0                      0                   0.375                   7.25 ROY                    UT                                       84067 Single Family                          102950                20060701            79.98999786 No MI                                1.00E+17                    2.25               20110601                  12.25                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GI                       G01                                                      479200                3344.42                    360                     358                      8                      0                      0                   0.375                  8.375 San Pedro              CA                                       90731 Single Family                          479200                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                   139820.85                1051.77                    360                     358                  7.875                      0                      0                   0.375                   8.25 SIMPSONVILLE           SC                                       29680 PUD                                    140000                20060501                     70 No MI                                1.00E+17                    2.25               20110401                  13.25                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G03                                                      295200                1814.25                    360                     358                      7                      0                      0                   0.375                  7.375 West Palm Beach        FL                                       33401 Condominium                            295200                20060501                     80 No MI                                                            2.25               20110401                 12.375                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G03                                                      437120                2640.93                    360                     359                  6.875                      0                      0                   0.375                   7.25 Clinton                MD                                       20735 Single Family                          437120                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G01                                                   400674.44                1863.14                    360                     310                  5.205                      0                      0                   0.375                   5.58 WILLOWBROOK            IL                                       60521 Single Family                          576000                20020501                     80 No MI                                                               2               20070401                  10.58                  2.375                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20320401 CALA
GI                       G01                                                   457214.22                2997.76                    360                     310                  5.625                      0                      0                   0.375                      6 WARREN                 NJ                                        7059 Single Family                          500000                20020501            57.47000122 No MI                                                            2.75               20070401                     11                  1.625                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20320401 CALA
GI                       G01                                                   384377.92                2472.98                    360                     311                   5.75                      0                      0                   0.375                  6.125 ARLINGTON              VA                                       22205 PUD                                    407000                20020601            83.91999817 GE Capital MI                                                    2.75               20070501                 11.125                  2.375                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20320501 CALA
GI                       G01                                                   348444.58                2068.05                    360                     310                  4.935                      0                      0                   0.375                   5.31 ROANOKE                TX                                       76262 PUD                                    372000                20020501                     80 No MI                                                            2.75               20090401                  10.31                  2.375                       2 First Lien                                    N                                            0 No_PP                                     360                      84 N                                    20320401 CALA
GI                       G01                                                   409776.96                2836.31                    360                     311                  6.315                      0                      0                   0.375                   6.69 LEESBURG               FL                                       34788 Single Family                          440000                20020601            83.80999756 GE Capital MI                                                    2.75               20090501                  11.69                  2.375                       2 First Lien                                    N                                            0 No_PP                                     360                      84 N                                    20320501 CALA
GI                       G02                                                      127300                 822.15                    360                     358                  7.375                      0                      0                   0.375                   7.75 Concord                NC                                       28025 PUD                                    127300                20060501            79.97000122 No MI                                1.00E+17                    2.25               20110401                  13.75                  2.375                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G01                                                   586699.93                3632.75                    360                     311                  5.375                      0                      0                   0.375                   5.75 PHOENIX                MD                                       21131 Single Family                          622500                20020601                     75 No MI                                                            2.75               20070501                  10.75                  1.875                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20320501 CALA
GI                       G01                                                   458621.44                2962.11                    360                     310                   5.75                      0                      0                   0.375                  6.125 MIAMI BEACH            FL                                       33109 Condominium                            487500                20020501                     75 No MI                                                            2.75               20090401                 11.125                  2.375                       2 First Lien                                    N                                            0 No_PP                                     360                      84 N                                    20320401 CALA
GII                      G02                                                      324935                1760.06                    360                     358                  6.125                      0                      0                   0.375                    6.5 Boulder                CO                                       80302 Single Family                          324935                20060501                     65 No MI                                1.00E+17                    2.75               20110401                   12.5                  2.375                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      148000                 955.83                    360                     358                  7.375                      0                      0                   0.375                   7.75 Jacksonville           FL                                       32244 PUD                                    148000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.75                  2.375                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      182750                1256.41                    360                     355                  7.875                      0                      0                   0.375                   8.25 Maricopa               AZ                                       85239 PUD                                    182750                20060201                     80 No MI                                1.00E+17                    2.25               20110101                  13.25                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360101 AFL2
GI                       G02                                                      145360                 953.93                    360                     358                    7.5                      0                      0                   0.375                  7.875 BIRMINGHAM             AL                                       35215 Single Family                          145360                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G03                                                      703500                4763.28                    360                     360                   7.75                      0                      0                   0.375                  8.125 PASADENA               CA                                       91103 2-4 Family                             703500                20060701                     70 No MI                                1.00E+17                    2.25               20110601                 13.125                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GI                       G02                                                      248000                1730.83                    360                     358                      8                      0                      0                   0.375                  8.375 Atlanta                GA                                       30314 Single Family                          248000                20060501            63.27000046 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G03                                                      354400                2215.00                    360                     358                  7.125                      0                      0                   0.375                    7.5 Passaic                NJ                                        7055 2-4 Family                             354400                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G03                                                      368000                2573.11                    360                     360                  7.125                      0                      0                   0.375                    7.5 Passaic                NJ                                        7055 2-4 Family                             368000                20060701                     80 No MI                                1.00E+17                    2.25               20110601                   12.5                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360601 AFL2
GI                       G03                                                      236204                1476.28                    360                     358                  7.125                      0                      0                   0.375                    7.5 Huntersville           NC                                       28078 PUD                                    236204                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G03                                                      196000                1225.00                    360                     359                  7.125                      0                      0                   0.375                    7.5 Virginia Beach         VA                                       23464 Single Family                          196000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   12.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G03                                                      141750                 871.17                    360                     360                      7                      0                      0                   0.375                  7.375 FORT MILL              SC                                       29715 Single Family                          141750                20060701                     75 No MI                                1.00E+17                    2.25               20110601                 12.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GII                      G03                                                      168480                 877.50                    360                     359                  5.875                      0                      0                   0.375                   6.25 Las Vegas              NV                                       89144 Condominium                            168480                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  11.25                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      211000                1472.60                    360                     358                      8                      0                      0                   0.375                  8.375 Baltimore              MD                                       21244 Townhouse                              211000                20060501            79.97000122 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      344000                2257.50                    360                     355                    7.5                      0                      0                   0.375                  7.875 Compton                CA                                       90220 Single Family                          344000                20060201                     80 No MI                                1.00E+17                    2.25               20110101                 12.875                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360101 AFL2
GI                       G01                                                      650000                3859.38                    360                     358                   6.75                      0                      0                   0.375                  7.125 Naples                 FL                                       34120 PUD                                    650000                20060501            78.12999725 No MI                                1.00E+17                    2.25               20130401                 13.125                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      84 N                                    20360401 AFL2
GI                       G03                                                      107076                 669.23                    360                     358                  7.125                      0                      0                   0.375                    7.5 Concord                NC                                       28027 PUD                                    107076                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G03                                                      975000                5687.50                    360                     357                  6.625                      0                      0                   0.375                      7 Phoenix                AZ                                       85021 Single Family                          975000                20060401                     75 No MI                                1.00E+17                    2.25               20110301                     13                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GI                       G02                                                    49170.19                 378.31                    360                     359                  8.125                      0                      0                   0.375                    8.5 Baltimore              MD                                       21215 Townhouse                               49200                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   13.5                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G01                                                      105000                 678.12                    360                     360                  7.375                      0                      0                   0.375                   7.75 BOISE                  ID                                       83713 Single Family                          105000                20060701                     75 No MI                                                            2.25               20110601                  12.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GI                       G01                                                      232000                1522.50                    360                     360                    7.5                      0                      0                   0.375                  7.875 Hyattsville            MD                                       20785 Single Family                          232000                20060701                     80 No MI                                1.00E+17                    2.25               20110601                 12.875                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360601 AFL2
GII                      G02                                                      152600                 874.27                    360                     354                    6.5                      0                      0                   0.375                  6.875 Boynton Beach          FL                                       33437 PUD                                    152600                20060101                     70 No MI                                1.00E+17                    2.25               20101201                 11.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20351201 AFL2
GII                      G02                                                      292000                1703.33                    360                     359                  6.625                      0                      0                   0.375                      7 Chicago                IL                                       60641 Single Family                          292000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     12                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G02                                                      176000                1170.93                    360                     360                  6.625                      0                      0                   0.375                      7 Tucson                 AZ                                       85745 Single Family                          176000                20060701                     80 No MI                                1.00E+17                     2.5               20110601                     12                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360601 AFL2
GI                       G01                                                      855000                4720.31                    360                     309                   6.25                      0                      0                   0.375                  6.625 EAST HAMPTON           NY                                       11937 Single Family                          855000                20020401            34.20000076 No MI                                                               2               20090301                 11.625                  2.125                       1 First Lien                                    Y                                           84 No_PP                                     360                      84 N                                    20320301 CALA
GI                       G01                                                       85000                 446.96                    360                     310                  5.935                      0                      0                   0.375                   6.31 SAGAMORE HILLS         OH                                       44067 Condominium                             85000                20020501                    100 No MI                                                               2               20090401                  11.31                  1.625                       1 First Lien                                    Y                                           84 No_PP                                     360                      84 N                                    20320401 CALA
GII                      G02                                                      245000                1429.17                    360                     356                  6.625                      0                      0                   0.375                      7 Washington             DC                                       20017 Townhouse                              245000                20060301            68.05999756 No MI                                1.00E+17                    2.25               20110201                     13                  1.625                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360201 AFL2
GII                      G03                                                      206400                1225.50                    360                     359                   6.75                      0                      0                   0.375                  7.125 Tacoma                 WA                                       98446 PUD                                    206400                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.125                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      207172                1316.41                    360                     358                   7.25                      0                      0                   0.375                  7.625 FLOWERY BRANCH         GA                                       30542 PUD                                    207172                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.625                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G03                                                      222700                1368.68                    360                     358                      7                      0                      0                   0.375                  7.375 West Palm Beach        FL                                       33411 Condominium                            222700                20060501            69.98999786 No MI                                1.00E+17                    2.25               20110401                 12.375                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G03                                                      224000                1376.67                    360                     360                      7                      0                      0                   0.375                  7.375 CAPITOL HGTS           MD                                       20743 Single Family                          224000                20060701                     80 No MI                                1.00E+17                     2.5               20110601                 12.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GI                       G02                                                      198400                1405.33                    360                     359                  8.125                      0                      0                   0.375                    8.5 North Port             FL                                       34287 Single Family                          198400                20060601            75.73000336 No MI                                1.00E+17                    2.25               20110501                   13.5                  2.125                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G02                                                      121125                 706.56                    360                     356                  6.625                      0                      0                   0.375                      7 Harvest                AL                                       35749 Single Family                          121125                20060301                     95 Republic MIC                                                     2.25               20110201                     12                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360201 AFL2
GII                      G02                                                      287960                1559.78                    360                     359                  6.125                      0                      0                   0.375                    6.5 Rohnert Park           CA                                       94928 PUD                                    287960                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   11.5                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                    94076.95                 708.59                    360                     356                  7.875                      0                      0                   0.375                   8.25 Cedar Hill             TX                                       75104 Single Family                           94320                20060301                     80 No MI                                1.00E+17                    2.25               20110201                  13.25                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360201 AFL2
GI                       G02                                                      403000                2182.92                    360                     358                  6.125                      0                      0                   0.375                    6.5 FONTANA                CA                                       92337 Single Family                          403000                20060501            79.01999664 No MI                                1.00E+17                   2.375               20080401                   11.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      24 N                                    20360401 AFL2
GI                       G02                                                       90000                 618.75                    360                     359                  7.875                      0                      0                   0.375                   8.25 Charlotte              NC                                       28205 Single Family                           90000                20060601                     75 No MI                                1.00E+17                    2.25               20110501                  13.25                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                       90320                 694.48                    360                     360                  8.125                      0                      0                   0.375                    8.5 Baytown                TX                                       77520 Single Family                           90320                20060701                     80 No MI                                1.00E+17                    2.25               20110601                   13.5                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360601 AFL2
GI                       G02                                                      307040                2014.95                    360                     358                    7.5                      0                      0                   0.375                  7.875 NAPLES                 FL                                       34114 PUD                                    307040                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G01                                                      468000                3071.25                    360                     359                    7.5                      0                      0                   0.375                  7.875 Washington             DC                                       20001 Townhouse                              468000                20060601                     80 No MI                                                            2.25               20110501                 13.875                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      150000                 968.75                    360                     356                  7.375                      0                      0                   0.375                   7.75 Decatur                GA                                       30030 Single Family                          150000                20060301                     75 No MI                                1.00E+17                    2.25               20110201                  12.75                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360201 AFL2
GI                       G02                                                      141600                 988.25                    360                     358                      8                      0                      0                   0.375                  8.375 North Port             FL                                       34287 Single Family                          141600                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                       84000                 577.50                    360                     357                  7.875                      0                      0                   0.375                   8.25 BALTIMORE              MD                                       21239 Townhouse                               84000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                  13.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G02                                                      215900                1371.86                    360                     356                   7.25                      0                      0                   0.375                  7.625 Cape Coral             FL                                       33909 Single Family                          215900                20060301                     90 Republic MIC                                                     2.25               20110201                 12.625                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360201 AFL2
GI                       G02                                                   135821.46                1009.80                    360                     358                   7.75                      0                      0                   0.375                  8.125 Denver                 CO                                       80205 Single Family                          136000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.125                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                   173099.75                 919.59                    360                     358                      6                      0                      0                   0.375                  6.375 Florence               AZ                                       85242 PUD                                    173100                20060501                     80 No MI                                1.00E+17                   2.375               20080401                 11.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      24 N                                    20360401 AFL2
GI                       G02                                                      114400                 726.92                    360                     356                   7.25                      0                      0                   0.375                  7.625 Kissimmee              FL                                       34746 PUD                                    114400                20060301                     80 No MI                                                            2.25               20110201                 12.625                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360201 AFL2
GI                       G03                                                      294400                1840.00                    360                     358                  7.125                      0                      0                   0.375                    7.5 RIALTO                 CA                                       92676 Single Family                          294400                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G03                                                      310400                1940.00                    360                     357                  7.125                      0                      0                   0.375                    7.5 Los Angeles            CA                                       90022 Single Family                          310400                20060401                     80 No MI                                1.00E+17                    2.25               20110301                   12.5                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360301 AFL2
GI                       G02                                                      277649                1446.09                    360                     357                  5.875                      0                      0                   0.375                   6.25 STOCKTON               CA                                       95206 Single Family                          277650                20060401                     80 No MI                                1.00E+17                   2.375               20080301                  11.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      24 N                                    20360301 AFL2
GII                      G03                                                      352000                2090.00                    360                     358                   6.75                      0                      0                   0.375                  7.125 Riverside              CA                                       92503 Single Family                          352000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.125                      2                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      123920                 864.86                    360                     358                      8                      0                      0                   0.375                  8.375 OCALA                  FL                                       34472 Single Family                          123920                20060501            79.48999786 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G03                                                      104000                 650.00                    360                     358                  7.125                      0                      0                   0.375                    7.5 YUMA                   AZ                                       85364 Single Family                          104000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      325000                1726.56                    360                     358                      6                      0                      0                   0.375                  6.375 ORLANDO                FL                                       32826 2-4 Family                             325000                20060501                     65 No MI                                1.00E+17                    2.25               20130401                 11.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      84 N                                    20360401 WALN
GI                       G02                                                      408000                2720.00                    360                     356                  7.625                      0                      0                   0.375                      8 Hawthorne              CA                                       90250 Single Family                          408000                20060301                     80 No MI                                1.00E+17                    2.25               20110201                     13                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360201 AFL2
GII                      G03                                                      520000                2816.67                    360                     356                  6.125                      0                      0                   0.375                    6.5 Sylmar                 CA                                       91342 Single Family                          520000                20060301            63.40999985 No MI                                1.00E+17                    2.25               20110201                   12.5                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360201 AFL2
GII                      G03                                                      191920                1079.55                    360                     359                  6.375                      0                      0                   0.375                   6.75 Jacksonville           FL                                       32218 PUD                                    191920                20060601                     80 No MI                                1.00E+17                    2.75               20110501                  12.75                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      149600                 966.17                    360                     358                  7.375                      0                      0                   0.375                   7.75 CHARLOTTE              NC                                       28216 Single Family                          149600                20060501                     80 No MI                                                            2.25               20110401                  12.75                  2.375                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G01                                                      343000                2000.83                    360                     360                  6.625                      0                      0                   0.375                      7 SANTA ROSA             CA                                       95401 Single Family                          343000                20060701                  61.25 No MI                                1.00E+17                    2.25               20110601                     12                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GI                       G02                                                      144000                1005.00                    360                     358                      8                      0                      0                   0.375                  8.375 ALSIP                  IL                                       60803 Single Family                          144000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G03                                                      172000                1057.08                    360                     358                      7                      0                      0                   0.375                  7.375 North Las Vegas        NV                                       89030 2-4 Family                             172000                20060515                     80 No MI                                1.00E+17                    2.25               20110415                 12.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360415 AFL2
GI                       G02                                                      166800                1129.37                    360                     357                   7.75                      0                      0                   0.375                  8.125 Mesa                   AZ                                       85204 Single Family                          166800                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 13.125                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G03                                                   416999.66                2606.25                    360                     358                  7.125                      0                      0                   0.375                    7.5 Alexandria             VA                                       22306 PUD                                    417000                20060501            78.22000122 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                   141204.74                1025.25                    360                     358                    7.5                      0                      0                   0.375                  7.875 Tampa                  FL                                       33616 Single Family                          141400                20060501                     70 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G03                                                   234798.02                1443.03                    360                     358                      7                      0                      0                   0.375                  7.375 TARZANA                CA                                       91356 Condominium                            234800                20060501                  72.25 No MI                                1.00E+17                    2.25               20110401                 12.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      193199                1227.62                    360                     358                   7.25                      0                      0                   0.375                  7.625 SAN ANTONIO            TX                                       78259 PUD                                    193199                20060501                     75 No MI                                1.00E+17                    2.25               20110401                 12.625                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                    111849.2                 821.82                    360                     358                  7.625                      0                      0                   0.375                      8 Baltimore              MD                                       21211 Single Family                          112000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                     13                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                   123845.32                 942.49                    360                     358                      8                      0                      0                   0.375                  8.375 Lake Dallas            TX                                       75065 Single Family                          124000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G01                                                      125250                 730.62                    360                     360                  6.625                      0                      0                   0.375                      7 Baltimore              MD                                       21206 Single Family                          125250                20060701                     75 No MI                                1.00E+17                    2.25               20110601                     12                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360601 AFL2
GII                      G03                                                   122071.86                 812.82                    360                     359                  6.625                      0                      0                   0.375                      7 Saint Louis            MO                                       63136 Condominium                            122172                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     13                  1.875                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G03                                                      188000                1037.92                    360                     359                   6.25                      0                      0                   0.375                  6.625 Visalia                CA                                       93291 Single Family                          188000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.625                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G01                                                       96000                 646.77                    360                     360                   6.75                      0                      0                   0.375                  7.125 Waynesboro             PA                                       17268 2-4 Family                              96000                20060701                     80 No MI                                1.00E+17                    2.25               20110601                 13.125                  1.875                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360601 AFL2
GI                       G01                                                      217818                1361.36                    360                     359                  7.125                      0                      0                   0.375                    7.5 Clemmons               NC                                       27012 PUD                                    217818                20060601                     80 No MI                                1.00E+17                    2.75               20110501                   13.5                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G01                                                      180700                1054.08                    360                     359                  6.625                      0                      0                   0.375                      7 Orange Park            FL                                       32065 PUD                                    180700                20060601            79.98000336 No MI                                1.00E+17                    2.75               20110501                     13                  2.375                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G01                                                       59920                 386.98                    360                     359                  7.375                      0                      0                   0.375                   7.75 Midland                MI                                       48460 Single Family                           59920                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  13.75                  2.375                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G01                                                       88471                 543.73                    360                     360                      7                      0                      0                   0.375                  7.375 Austin                 TX                                       78725 PUD                                     88471                20060701                     80 No MI                                1.00E+17                    2.75               20110601                 13.375                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GI                       G01                                                      286200                1639.69                    360                     360                    6.5                      0                      0                   0.375                  6.875 Orlando                FL                                       32824 PUD                                    286200                20060701                     80 No MI                                1.00E+17                    2.25               20110601                 12.875                  2.375                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GII                      G02                                                      300000                1625.00                    360                     358                  6.125                      0                      0                   0.375                    6.5 Naples                 FL                                       34120 PUD                                    300000                20060501            62.68999863 No MI                                1.00E+17                    2.25               20110401                   12.5                      2                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                    86286.58                 641.52                    360                     358                   7.75                      0                      0                   0.375                  8.125 Detroit                MI                                       48206 2-4 Family                              86400                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.125                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 AFL2
GIII                     G03                                                      600000                3500.00                    360                     359                   6.75                      0                      0                    0.25                      7 MORGAN HILL            CA                                       95037 Single Family                          600000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     12                  2.375                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GII                      G03                                                       73352                 443.17                    360                     359                  6.875                      0                      0                   0.375                   7.25 Palmyra                PA                                       17078 Single Family                           73352                20060601            79.76999664 No MI                                1.00E+17                    2.25               20110501                  12.25                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 WALN
GI                       G02                                                      140792                 909.28                    360                     360                  7.375                      0                      0                   0.375                   7.75 Phoenix                AZ                                       85020 Condominium                            140792                20060701                     80 No MI                                1.00E+17                    2.25               20110601                  12.75                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GI                       G03                                                      103950                 649.69                    360                     359                  7.125                      0                      0                   0.375                    7.5 Pleasant Valley        MO                                       64068 PUD                                    103950                20060601                     70 No MI                                1.00E+17                    2.25               20110501                   12.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 WALN
GI                       G03                                                      112792                 704.95                    360                     358                  7.125                      0                      0                   0.375                    7.5 Phoenix                AZ                                       85013 Condominium                            112792                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G01                                                     1000000                6354.17                    360                     360                   7.25                      0                      0                   0.375                  7.625 FT LAUDERDALE          FL                                       33331 Single Family                         1000000                20060701            74.06999969 No MI                                1.00E+17                    2.25               20110601                 12.625                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GI                       G02                                                      114750                 765.00                    360                     360                  7.625                      0                      0                   0.375                      8 Aurora                 CO                                       80013 PUD                                    114750                20060701                     75 No MI                                1.00E+17                    2.25               20110601                     13                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360601 AFL2
GI                       G03                                                      200800                1255.00                    360                     359                  7.125                      0                      0                   0.375                    7.5 Glendale               AZ                                       85307 PUD                                    200800                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   12.5                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 WALN
GII                      G02                                                      167000                 956.77                    360                     356                    6.5                      0                      0                   0.375                  6.875 Brandon                FL                                       33511 Single Family                          167000                20060301            77.66999817 No MI                                                            2.25               20110201                 11.875                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360201 AFL2
GI                       G02                                                      105600                 704.00                    360                     359                  7.625                      0                      0                   0.375                      8 MC KINNEY              TX                                       75070 Single Family                          105600                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     13                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G01                                                      296002                1819.18                    360                     360                      7                      0                      0                   0.375                  7.375 FORT MILL              SC                                       29708 PUD                                    296002                20060701                     80 No MI                                1.00E+17                    2.25               20110601                 12.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GI                       G02                                                      130500                 870.00                    360                     360                  7.625                      0                      0                   0.375                      8 Denver                 CO                                       80239 Single Family                          130500                20060701                     75 No MI                                1.00E+17                    2.25               20110601                     13                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360601 AFL2
GI                       G02                                                       83920                 645.27                    360                     360                  8.125                      0                      0                   0.375                    8.5 Baytown                TX                                       77521 Single Family                           83920                20060701                     80 No MI                                1.00E+17                    2.25               20110601                   13.5                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360601 AFL2
GI                       G03                                                   115929.73                 891.94                    360                     359                  8.125                      0                      0                   0.375                    8.5 Mechanicsburg          PA                                       17055 Single Family                          116000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   13.5                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G01                                                      183120                1163.58                    360                     360                   7.25                      0                      0                   0.375                  7.625 Laurel                 MD                                       20707 Condominium                            183120                20060701                     80 No MI                                1.00E+17                    2.25               20110601                 12.625                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GI                       G01                                                      280000                1633.33                    360                     360                  6.625                      0                      0                   0.375                      7 Glen Burnie            MD                                       21061 Single Family                          280000                20060701                     80 No MI                                1.00E+17                    2.25               20110601                     12                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GI                       G01                                                      193600                1230.17                    360                     358                   7.25                      0                      0                   0.375                  7.625 KATY                   TX                                       77450 PUD                                    193600                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.625                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G03                                                      198400                1302.00                    360                     358                    7.5                      0                      0                   0.375                  7.875 QUEEN CREEK            AZ                                       85242 PUD                                    198400                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      360000                2437.50                    360                     358                   7.75                      0                      0                   0.375                  8.125 Miami                  FL                                       33135 Single Family                          360000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 14.125                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                   309817.17                2359.26                    360                     357                      8                      0                      0                   0.375                  8.375 Hyattsville            MD                                       20873 Single Family                          310400                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 13.375                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G01                                                      252000                1443.75                    360                     358                    6.5                      0                      0                   0.375                  6.875 Valrico                FL                                       33594 PUD                                    252000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.875                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      100000                 656.25                    360                     359                    7.5                      0                      0                   0.375                  7.875 BALTIMORE              MD                                       21215 Single Family                          100000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.875                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G03                                                      368000                2223.33                    360                     358                  6.875                      0                      0                   0.375                   7.25 ATLANTA                GA                                       30318 2-4 Family                             368000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.25                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G03                                                      148000                 909.58                    360                     358                      7                      0                      0                   0.375                  7.375 ATLANTA                GA                                       30342 Condominium                            148000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.375                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                    90225.85                 679.15                    360                     357                  7.875                      0                      0                   0.375                   8.25 Richmond               VA                                       23222 Single Family                           90400                20060401                     80 No MI                                1.00E+17                    2.25               20110301                  13.25                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G01                                                      420000                3062.50                    360                     360                  8.375                      0                      0                   0.375                   8.75 Gulf Shores            AL                                       36542 Condominium                            420000                20060701                     80 No MI                                1.00E+17                    2.25               20110601                  14.75                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GI                       G02                                                      117000                 828.75                    360                     360                  8.125                      0                      0                   0.375                    8.5 Atlanta                GA                                       30316 Single Family                          117000                20060701                     75 No MI                                1.00E+17                    2.25               20110601                   13.5                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360601 AFL2
GI                       G02                                                      107250                 759.69                    360                     360                  8.125                      0                      0                   0.375                    8.5 Atlanta                GA                                       30316 Single Family                          107250                20060701                     75 No MI                                1.00E+17                    2.25               20110601                   13.5                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360601 AFL2
GI                       G02                                                      109500                 775.63                    360                     360                  8.125                      0                      0                   0.375                    8.5 Atlanta                GA                                       30315 Single Family                          109500                20060701                     75 No MI                                1.00E+17                    2.25               20110601                   13.5                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360601 AFL2
GI                       G03                                                      106400                 665.00                    360                     358                  7.125                      0                      0                   0.375                    7.5 STONE MOUNTAIN         GA                                       30083 Single Family                          106400                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                   307782.62                2206.55                    360                     359                  7.375                      0                      0                   0.375                   7.75 Passaic                NJ                                        7055 2-4 Family                             308000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.75                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G03                                                      141200                 838.38                    360                     357                   6.75                      0                      0                   0.375                  7.125 Tacoma                 WA                                       98404 Single Family                          141200                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 13.125                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G02                                                      328000                2132.00                    360                     359                  7.425                      0                      0                   0.375                    7.8 North Salt Lake        UT                                       84054 Single Family                          328000                20060601                     80 No MI                                1.00E+17                     5.8               20080501                   13.8                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      24 N                                    20360501 AFL2
GI                       G03                                                   276489.45                1911.10                    360                     359                      7                      0                      0                   0.375                  7.375 DAVENPORT              FL                                       33896 PUD                                    276700                20060601            79.98999786 No MI                                1.00E+17                    2.25               20110501                 12.375                  5.425                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G02                                                      240500                1402.92                    360                     359                  6.625                      0                      0                   0.375                      7 Apache Junction        AZ                                       85219 2-4 Family                             240500                20060601                     65 No MI                                1.00E+17                    2.25               20110501                     12                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G03                                                      228700                1429.38                    360                     358                  7.125                      0                      0                   0.375                    7.5 BETHLEHEM              PA                                       18017 Single Family                          228700                20060501            65.58999634 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      112720                 739.73                    360                     358                    7.5                      0                      0                   0.375                  7.875 Rockmart               GA                                       30153 Single Family                          112720                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      135000                 956.25                    360                     359                  8.125                      0                      0                   0.375                    8.5 Celina                 TX                                       75009 PUD                                    135000                20060601                     75 No MI                                1.00E+17                    2.25               20110501                   13.5                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      412000                2360.42                    360                     359                    6.5                      0                      0                   0.375                  6.875 San Diego              CA                                       92119 Single Family                          412000                20060601                     80 No MI                                1.00E+17                    2.25               20160501                 11.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                     120 N                                    20360501 AFL2
GI                       G02                                                      188000                1214.17                    360                     358                  7.375                      0                      0                   0.375                   7.75 LONE TREE              CO                                       80124 Condominium                            188000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G01                                                      392000                2000.83                    360                     359                   5.75                      0                      0                   0.375                  6.125 San Diego              CA                                       92139 Single Family                          392000                20060601                     80 No MI                                1.00E+17                    2.25               20090501                 12.125                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      36 N                                    20360501 AFL2
GII                      G02                                                      192000                1080.00                    360                     358                  6.375                      0                      0                   0.375                   6.75 Orlando                FL                                       32822 Single Family                          192000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  11.75                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                       98733                 647.94                    360                     359                    7.5                      0                      0                   0.375                  7.875 Desoto                 TX                                       75115 Single Family                           98733                20060601            64.95999908 No MI                                1.00E+17                    2.25               20110501                 12.875                      2                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      244000                1601.25                    360                     358                    7.5                      0                      0                   0.375                  7.875 Sterling               VA                                       20164 PUD                                    244000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                      345000                1976.56                    360                     358                    6.5                      0                      0                   0.375                  6.875 VERO BEACH             FL                                       32967 Single Family                          345000                20060501            51.11000061 No MI                                1.00E+17                    2.75               20110401                 11.875                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      143500                 926.77                    360                     358                  7.375                      0                      0                   0.375                   7.75 Kingman                AZ                                       86401 Single Family                          143500                20060501                     70 No MI                                1.00E+17                    2.25               20110401                  12.75                  2.375                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G03                                                      900000                4875.00                    360                     357                  6.125                      0                      0                   0.375                    6.5 Savannah               GA                                       31410 Single Family                          900000                20060401            40.90999985 No MI                                1.00E+17                    2.25               20110301                   12.5                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GII                      G03                                                      117800                 601.27                    360                     357                   5.75                      0                      0                   0.375                  6.125 Denver                 CO                                       80203 Condominium                            117800                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 11.125                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G02                                                      360000                2325.00                    360                     358                  7.375                      0                      0                   0.375                   7.75 Los Angeles            CA                                       90018 Single Family                          360000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  13.75                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                   123468.96                 668.79                    360                     356                  6.125                      0                      0                   0.375                    6.5 Holiday                FL                                       34691 Single Family                          123500                20060301                     65 No MI                                                            2.25               20110201                   11.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360201 AFL2
GII                      G02                                                    267269.2                1693.95                    360                     357                  6.125                      0                      0                   0.375                    6.5 Miami                  FL                                       33145 Condominium                            268000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                   11.5                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360301 AFL2
GII                      G03                                                       68000                 354.17                    360                     356                  5.875                      0                      0                   0.375                   6.25 Birmingham             AL                                       35215 Single Family                           68000                20060301                     80 No MI                                1.00E+17                    2.25               20110201                  11.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360201 AFL2
GI                       G02                                                   114162.14                 828.90                    360                     358                    7.5                      0                      0                   0.375                  7.875 Denton                 TX                                       76201 2-4 Family                             114320                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                      224560                1286.54                    360                     358                    6.5                      0                      0                   0.375                  6.875 Savannah               GA                                       31419 Single Family                          224560                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G03                                                      111612                 697.58                    360                     358                  7.125                      0                      0                   0.375                    7.5 Kannapolis             NC                                       28083 Single Family                          111612                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                   211581.13                1574.10                    360                     357                   7.75                      0                      0                   0.375                  8.125 Chicago                IL                                       60629 Single Family                          212000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 13.125                      2                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G02                                                      303200                1958.17                    360                     359                  7.375                      0                      0                   0.375                   7.75 Surprise               AZ                                       85379 PUD                                    303200                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 WALN
GII                      G03                                                      300000                1812.50                    360                     358                  6.875                      0                      0                   0.375                   7.25 ATLANTA                GA                                       30318 2-4 Family                             300000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.25                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                      334320                1880.55                    360                     358                  6.375                      0                      0                   0.375                   6.75 San Marcos             CA                                       92078 Condominium                            334320                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  11.75                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G03                                                      368000                2223.33                    360                     358                  6.875                      0                      0                   0.375                   7.25 ATLANTA                GA                                       30318 2-4 Family                             368000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.25                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      158000                1102.71                    360                     359                      8                      0                      0                   0.375                  8.375 FERN CREEK             KY                                       40291 Single Family                          158000                20060601            79.80000305 No MI                                1.00E+17                    2.25               20110501                 13.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G03                                                      368000                2223.33                    360                     358                  6.875                      0                      0                   0.375                   7.25 ATLANTA                GA                                       30318 2-4 Family                             368000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.25                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G03                                                     1072500                5809.37                    360                     357                  6.125                      0                      0                   0.375                    6.5 area of newbury park   CA                                       93012 Single Family                         1072500                20060401                     75 No MI                                1.00E+17                    2.25               20110301                   12.5                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G02                                                      136700                 954.05                    360                     358                      8                      0                      0                   0.375                  8.375 Lake Wylie             SC                                       29710 PUD                                    136700                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                      412000                2360.42                    360                     360                    6.5                      0                      0                   0.375                  6.875 CANYON COUNTRY         CA                                       91351 Single Family                          412000                20060701            72.27999878 No MI                                1.00E+17                    2.25               20110601                 11.875                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360601 AFL2
GI                       G03                                                      454850                2842.81                    360                     358                  7.125                      0                      0                   0.375                    7.5 WALDORF                MD                                       20603 PUD                                    454850                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      146960                1025.66                    360                     358                      8                      0                      0                   0.375                  8.375 NEW BRAUNFELS          TX                                       78130 PUD                                    146960                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G03                                                      212479                1283.73                    360                     359                  6.875                      0                      0                   0.375                   7.25 QUEEN CREEK            AZ                                       85242 PUD                                    212479                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.25                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G03                                                      280000                1458.33                    360                     359                  5.875                      0                      0                   0.375                   6.25 LAS VEGAS              NV                                       89102 Single Family                          280000                20060601                     70 No MI                                1.00E+17                    2.25               20110501                  11.25                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G03                                                      154000                 882.29                    360                     359                    6.5                      0                      0                   0.375                  6.875 Orlando                FL                                       32822 Single Family                          154000                20060601                     70 No MI                                1.00E+17                    2.25               20110501                 11.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G01                                                   167858.86                1103.64                    360                     359                    6.5                      0                      0                   0.375                  6.875 Pa Furnace             PA                                       16865 Single Family                          168000                20060601                     70 No MI                                                            2.25               20110501                 11.875                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G01                                                      195200                1260.67                    360                     359                  7.375                      0                      0                   0.375                   7.75 Strongsville           OH                                       44136 Single Family                          195200                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.75                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G01                                                      514750                3270.81                    360                     359                   7.25                      0                      0                   0.375                  7.625 ALDIE                  VA                                       20105 Single Family                          514750                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.625                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      147750                 969.61                    360                     359                    7.5                      0                      0                   0.375                  7.875 Albuquerque            NM                                       87111 PUD                                    147750                20060601            76.94999695 No MI                                1.00E+17                    2.25               20110501                 12.875                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G01                                                      456000                2992.50                    360                     358                    7.5                      0                      0                   0.375                  7.875 Dumfries               VA                                       22026 PUD                                    456000                20060501                     80 No MI                                1.00E+17                    2.75               20110401                 13.875                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                   219029.29                1557.15                    360                     354                   7.25                      0                      0                   0.375                  7.625 Casselberry            FL                                       32707 PUD                                    220000                20060101                     80 No MI                                1.00E+17                    2.25               20101201                 12.625                      2                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20351201 AFL2
GI                       G02                                                      180106                1238.23                    360                     359                  7.875                      0                      0                   0.375                   8.25 Red Hill               PA                                       18076 PUD                                    180106                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  13.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                   110170.81                 838.51                    360                     358                      8                      0                      0                   0.375                  8.375 Fayetteville           NC                                       28304 Single Family                          110320                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G03                                                      195600                1263.25                    360                     360                  7.375                      0                      0                   0.375                   7.75 SACRAMENTO             CA                                       95817 Single Family                          195600                20060701                     80 No MI                                                            5.25               20110601                  12.75                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 ADN1
GI                       G03                                                      209120                1459.48                    360                     359                      8                      0                      0                   0.375                  8.375 CHICAGO                IL                                       60632 Single Family                          209120                20060601                     80 No MI                                                            4.25               20110501                 13.375                  4.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G03                                                      132000                 852.50                    360                     359                  7.375                      0                      0                   0.375                   7.75 DETROIT LAKES          MN                                       56501 Single Family                          132000                20060601                     80 No MI                                                            4.25               20110501                  12.75                  3.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G03                                                       58400                 438.74                    360                     360                  7.875                      0                      0                   0.375                   8.25 DETROIT                MI                                       48210 Single Family                           58400                20060701                     80 No MI                                                             3.5               20110601                  13.25                  3.875                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360601 ADN1
GI                       G03                                                      268000                1870.42                    360                     359                      8                      0                      0                   0.375                  8.375 ITASCA                 IL                                       60143 PUD                                    268000                20060601                     80 No MI                                                            5.25               20110501                 13.375                  3.125                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G02                                                      402936                2644.27                    360                     358                    7.5                      0                      0                   0.375                  7.875 Union City             NJ                                        7087 2-4 Family                             402936                20060501                     80 No MI                                                            2.25               20110401                 12.875                      2                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      151500                 978.44                    360                     359                  7.375                      0                      0                   0.375                   7.75 Denton                 TX                                       76210 Single Family                          151500                20060601            74.93000031 No MI                                1.00E+17                    2.25               20110501                  12.75                      2                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G03                                                      152000                 950.00                    360                     358                  7.125                      0                      0                   0.375                    7.5 Dallas                 TX                                       75214 Single Family                          152000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      351800                2308.69                    360                     358                    7.5                      0                      0                   0.375                  7.875 West Palm Beach        FL                                       33401 Condominium                            351800                20060501            78.38999939 No MI                                1.00E+17                    2.25               20110401                 12.875                      2                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                   127760.42                 972.29                    360                     358                      8                      0                      0                   0.375                  8.375 Pleasantville          NJ                                        8232 Single Family                          127920                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G01                                                      306400                1978.83                    360                     359                  7.375                      0                      0                   0.375                   7.75 PRINCE WILLIAM         VA                                       22193 PUD                                    306400                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.75                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      117250                 769.45                    360                     358                    7.5                      0                      0                   0.375                  7.875 Lauderhill             FL                                       33351 Condominium                            117250                20060501                     70 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      292500                2010.94                    360                     360                  7.875                      0                      0                   0.375                   8.25 LAS VEGAS              NV                                       89129 Single Family                          292500                20060701                     75 No MI                                1.00E+17                    2.25               20110601                  13.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GI                       G02                                                      136000                 892.50                    360                     358                    7.5                      0                      0                   0.375                  7.875 Plantation             FL                                       33313 Condominium                            136000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G01                                                      544550                3857.23                    360                     359                  8.125                      0                      0                   0.375                    8.5 GAINESVILLE            VA                                       20155 Single Family                          544550                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   13.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G02                                                      319500                1830.47                    360                     358                    6.5                      0                      0                   0.375                  6.875 Fairfax                VA                                       22032 Single Family                          320000                20060501                  62.75 No MI                                1.00E+17                    2.25               20110401                 11.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      208000                1451.67                    360                     358                      8                      0                      0                   0.375                  8.375 Woodbridge             VA                                       22191 PUD                                    208000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      144000                 915.00                    360                     358                   7.25                      0                      0                   0.375                  7.625 SUN CITY               AZ                                       85351 PUD                                    144000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.625                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                      360000                2062.50                    360                     358                    6.5                      0                      0                   0.375                  6.875 Paterson               NJ                                        7513 2-4 Family                             360000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.875                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G03                                                      153600                 800.00                    360                     358                  5.875                      0                      0                   0.375                   6.25 Willingboro            NJ                                        8046 Single Family                          153600                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  11.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                      248504                1423.72                    360                     359                    6.5                      0                      0                   0.375                  6.875 Wesley Chapel          FL                                       33543 PUD                                    248504                20060601                     80 No MI                                1.00E+17                    2.75               20110501                 12.875                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      111000                 774.69                    360                     359                      8                      0                      0                   0.375                  8.375 LOUISVILLE             KY                                       40229 Single Family                          111000                20060601                     75 No MI                                1.00E+17                    2.25               20110501                 13.375                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G03                                                   807896.04                5253.64                    360                     357                  6.375                      0                      0                   0.375                   6.75 LAWNDALE               CA                                       90260 2-4 Family                             810000                20060401                     75 No MI                                1.00E+17                    2.25               20110301                  11.75                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360301 AFL2
GI                       G02                                                    66758.48                 507.73                    360                     359                      8                      0                      0                   0.375                  8.375 Ludlow                 KY                                       41016 2-4 Family                              66800                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.375                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G02                                                      397800                2237.63                    360                     358                  6.375                      0                      0                   0.375                   6.75 West Palm Beach        FL                                       33401 Condominium                            397800                20060501            89.98999786 GE Capital MI                                                    2.25               20110401                  11.75                      2                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                      190200                1089.69                    360                     359                    6.5                      0                      0                   0.375                  6.875 Watkins                CO                                       80137 Single Family                          190200                20060601            74.98999786 No MI                                1.00E+17                    2.25               20110501                 11.875                      2                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      174962                1148.19                    360                     359                    7.5                      0                      0                   0.375                  7.875 ANOKA                  MN                                       55303 PUD                                    174962                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                   124234.73                 944.86                    360                     359                      8                      0                      0                   0.375                  8.375 High Point             NC                                       27262 Single Family                          124312                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.375                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      412900                2709.66                    360                     359                    7.5                      0                      0                   0.375                  7.875 Perkasie               PA                                       18944 PUD                                    412900                20060601            79.98999786 No MI                                1.00E+17                    2.25               20110501                 12.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G03                                                      559120                3494.50                    360                     359                  7.125                      0                      0                   0.375                    7.5 MITCHELLVILLE          MD                                       20721 PUD                                    559120                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   13.5                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G03                                                      147000                 888.12                    360                     358                  6.875                      0                      0                   0.375                   7.25 N LAS VEGAS            NV                                       89036 Single Family                          147000                20060501                     70 No MI                                1.00E+17                    2.25               20110401                  12.25                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G03                                                      190400                1170.17                    360                     358                      7                      0                      0                   0.375                  7.375 Warrington             PA                                       18976 Condominium                            190400                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                   171859.01                1144.32                    360                     359                  6.625                      0                      0                   0.375                      7 North Port             FL                                       34288 Single Family                          172000                20060601            56.77000046 No MI                                                            2.25               20110501                     12                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G03                                                    94168.71                 635.45                    360                     358                   6.75                      0                      0                   0.375                  7.125 Atlanta                GA                                       30331 Condominium                             94320                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.125                      2                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      228000                1496.25                    360                     357                    7.5                      0                      0                   0.375                  7.875 San Bernardino         CA                                       92404 Single Family                          228000                20060401                     80 No MI                                                            2.25               20110301                 12.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GII                      G02                                                      239140                1320.25                    360                     358                   6.25                      0                      0                   0.375                  6.625 Chester                VA                                       23831 PUD                                    239140                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.625                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      144620                1024.39                    360                     359                  8.125                      0                      0                   0.375                    8.5 HOLLY SPRINGS          NC                                       27540 PUD                                    144620                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   13.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G02                                                      292800                1708.00                    360                     359                  6.625                      0                      0                   0.375                      7 Davenport              FL                                       33897 PUD                                    292800                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     12                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                   416727.23                3096.21                    360                     359                   7.75                      0                      0                   0.375                  8.125 Wildwood Crest         NJ                                        8260 Condominium                            417000                20060601            72.01999664 No MI                                1.00E+17                    2.25               20110501                 13.125                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G03                                                      464000                2900.00                    360                     359                  7.125                      0                      0                   0.375                    7.5 ORANGE                 CA                                       92868 Single Family                          464000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   12.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G01                                                      200000                1432.83                    360                     360                  7.375                      0                      0                   0.375                   7.75 Satellite Beach        FL                                       32937 Condominium                            200000                20060701                     80 No MI                                                            2.25               20110601                  12.75                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360601 AFL2
GI                       G02                                                      384000                2480.00                    360                     359                  7.375                      0                      0                   0.375                   7.75 Summerville            SC                                       29483 Single Family                          384000                20060601                     80 No MI                                7.00E+17                    2.25               20110501                  12.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      189312                1262.08                    360                     359                  7.625                      0                      0                   0.375                      8 YPSILANTI              MI                                       48197 Condominium                            189312                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     13                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G03                                                      150720                 926.30                    360                     360                      7                      0                      0                   0.375                  7.375 JACKSONVILLE           FL                                       32256 Condominium                            150720                20060701                     80 No MI                                1.00E+17                    2.25               20110601                 12.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GI                       G03                                                      185500                1159.38                    360                     359                  7.125                      0                      0                   0.375                    7.5 Bradenton              FL                                       34212 Condominium                            185500                20060601            74.95999908 No MI                                1.00E+17                    2.25               20110501                   12.5                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G03                                                      122040                 750.04                    360                     359                      7                      0                      0                   0.375                  7.375 Columbus               OH                                       43228 Single Family                          122040                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.375                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                   309891.47                2250.04                    360                     358                    7.5                      0                      0                   0.375                  7.875 Ava                    MO                                       65608 Single Family                          310320                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G03                                                      432720                2524.20                    360                     360                  6.625                      0                      0                   0.375                      7 INDIO                  CA                                       92203 PUD                                    432720                20060701                     80 No MI                                1.00E+17                    2.25               20110601                     12                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GI                       G03                                                       66400                 415.00                    360                     359                  7.125                      0                      0                   0.375                    7.5 Pensacola              FL                                       32507 2-4 Family                              66400                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   12.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      109520                 707.32                    360                     359                  7.375                      0                      0                   0.375                   7.75 PAWLEYS IS             SC                                       29585 Condominium                            109520                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G03                                                      301260                1820.11                    360                     359                  6.875                      0                      0                   0.375                   7.25 Phoenix                AZ                                       85339 PUD                                    301260                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      168000                1172.50                    360                     359                      8                      0                      0                   0.375                  8.375 STOCKTON               CA                                       95206 Single Family                          168000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G01                                                     1083000                6881.56                    360                     360                   7.25                      0                      0                   0.375                  7.625 Laguna Niguel          CA                                       92677 PUD                                   1083000                20060701                     75 No MI                                1.00E+17                    2.25               20110601                 12.625                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GI                       G02                                                      147000                 934.06                    360                     359                   7.25                      0                      0                   0.375                  7.625 Florida City           FL                                       33034 Single Family                          147000                20060601                     70 No MI                                1.00E+17                    2.25               20110501                 12.625                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G01                                                      134680                 883.84                    360                     360                    7.5                      0                      0                   0.375                  7.875 Sunrise                FL                                       33325 Condominium                            134680                20060701                     70 No MI                                1.00E+17                    2.25               20110601                 12.875                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360601 AFL2
GI                       G02                                                       84800                 591.83                    360                     359                      8                      0                      0                   0.375                  8.375 Balch Springs          TX                                       75180 Single Family                           84800                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      300000                1656.25                    360                     358                   6.25                      0                      0                   0.375                  6.625 Pittsburg              CA                                       94565 Single Family                          300000                20060501                     75 No MI                                1.00E+17                   2.375               20080401                 11.625                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      24 N                                    20360401 AFL2
GI                       G03                                                      109200                 671.12                    360                     359                      7                      0                      0                   0.375                  7.375 NOBLESVILLE            IN                                       46062 Single Family                          109200                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.375                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      212000                1501.67                    360                     360                  8.125                      0                      0                   0.375                    8.5 Las Vegas              NV                                       89145 Single Family                          212000                20060701                     80 No MI                                1.00E+17                    2.25               20110601                   13.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GII                      G02                                                      115000                 658.85                    360                     356                    6.5                      0                      0                   0.375                  6.875 Bluffton               SC                                       29909 PUD                                    115000                20060301                   61.5 No MI                                1.00E+17                    2.25               20110201                 12.875                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360201 AFL2
GII                      G02                                                      214400                1228.33                    360                     359                    6.5                      0                      0                   0.375                  6.875 Santa Clara            CA                                       95051 Condominium                            214400                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      107800                 741.13                    360                     359                  7.875                      0                      0                   0.375                   8.25 HOMESTEAD              FL                                       33033 Townhouse                              107800                20060601                     70 No MI                                1.00E+17                    2.25               20110501                  13.25                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G03                                                      572000                3336.67                    360                     359                  6.625                      0                      0                   0.375                      7 Encino                 CA                                       91316 Single Family                          572000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     12                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                    81054.75                 581.10                    360                     359                  7.375                      0                      0                   0.375                   7.75 New Braunfels          TX                                       78130 2-4 Family                              81112                20060601                     75 No MI                                1.00E+17                    2.25               20110501                  12.75                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G02                                                      206836                1120.36                    360                     359                  6.125                      0                      0                   0.375                    6.5 MARICOPA               AZ                                       85239 PUD                                    206836                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   11.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G03                                                      329900                2027.51                    360                     358                      7                      0                      0                   0.375                  7.375 Naples                 FL                                       34120 Condominium                            329900                20060501                     80 No MI                                1.00E+17                    2.75               20110401                 13.375                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                      383200                2235.33                    360                     359                   6.75                      0                      0                    0.25                      7 Germantown             MD                                       20874 PUD                                    383200                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     12                  2.375                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G02                                                      416990                2432.44                    360                     358                  6.625                      0                      0                   0.375                      7 Miami                  FL                                       33185 Single Family                          416990                20060501            78.68000031 No MI                                                            2.75               20110401                     13                      2                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                      156799                 849.33                    360                     351                  6.125                      0                      0                   0.375                    6.5 Apopka                 FL                                       32703 PUD                                    158000                20051001                     80 No MI                                1.00E+17                    2.25               20100901                   11.5                  2.375                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20350901 AFL2
GI                       G02                                                      213200                1510.17                    360                     360                  8.125                      0                      0                   0.375                    8.5 Las Vegas              NV                                       89102 Single Family                          213200                20060701                     80 No MI                                1.00E+17                    2.25               20110601                   13.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GI                       G03                                                      260000                1625.00                    360                     360                  7.125                      0                      0                   0.375                    7.5 CENTREVILLE            VA                                       20120 Townhouse                              260000                20060701                     65 No MI                                1.00E+17                    2.25               20110601                   12.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GII                      G03                                                      599200                3557.75                    360                     359                   6.75                      0                      0                   0.375                  7.125 SAN JOSE               CA                                       95112 Single Family                          599200                20060601                     80 No MI                                                            2.25               20110501                 12.125                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      142000                 931.88                    360                     360                    7.5                      0                      0                   0.375                  7.875 Citrus Springs         FL                                       34433 Single Family                          142000                20060701                     80 No MI                                1.00E+17                    2.25               20110601                 12.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GII                      G03                                                   288806.53                1504.20                    360                     356                  5.875                      0                      0                   0.375                   6.25 Columbia               SC                                       29205 Condominium                            290000                20060301            52.72999954 No MI                                                            2.25               20110201                  12.25                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360201 AFL2
GI                       G02                                                   114887.69                 845.30                    360                     356                  7.625                      0                      0                   0.375                      8 Lomira                 WI                                       53048 Single Family                          115200                20060301            69.81999969 No MI                                1.00E+17                    2.25               20110201                     13                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360201 AFL2
GII                      G02                                                      276000                1581.25                    360                     357                    6.5                      0                      0                   0.375                  6.875 Rialto                 CA                                       92376 Single Family                          276000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 11.875                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360301 AFL2
GII                      G03                                                      115900                 688.16                    360                     356                   6.75                      0                      0                   0.375                  7.125 White Bear Lake        MN                                       55110 Single Family                          115900                20060301            53.68000031 No MI                                1.00E+17                    2.25               20110201                 12.125                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360201 AFL2
GI                       G02                                                      129600                 904.50                    360                     359                      8                      0                      0                   0.375                  8.375 Chino Valley           AZ                                       86323 Single Family                          129600                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.375                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G03                                                      400000                2458.33                    360                     360                      7                      0                      0                   0.375                  7.375 Los Angeles            CA                                       90066 Single Family                          400000                20060701            50.95999908 No MI                                1.00E+17                    2.25               20110601                 12.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GI                       G02                                                      198750                1304.30                    360                     357                    7.5                      0                      0                   0.375                  7.875 Denver                 CO                                       80218 Single Family                          198750                20060401                     75 No MI                                1.00E+17                    2.25               20110301                 12.875                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360301 AFL2
GI                       G02                                                      154400                 981.08                    360                     359                   7.25                      0                      0                   0.375                  7.625 STOCKBRIDGE            GA                                       30281 Single Family                          154400                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.625                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G02                                                      173600                 958.42                    360                     356                   6.25                      0                      0                   0.375                  6.625 PHOENIX                AZ                                       85037 Single Family                          173600                20060301            79.73999786 No MI                                1.00E+17                    2.25               20110201                 11.625                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360201 AFL2
GI                       G02                                                      107800                 741.13                    360                     359                  7.875                      0                      0                   0.375                   8.25 HOMESTEAD              FL                                       33033 Townhouse                              107800                20060601                     70 No MI                                1.00E+17                    2.25               20110501                  13.25                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      250400                1669.33                    360                     359                  7.625                      0                      0                   0.375                      8 SPARKS                 NV                                       89431 Single Family                          250400                20060601                     80 No MI                                                            2.25               20110501                     13                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      197636                1379.33                    360                     360                      8                      0                      0                   0.375                  8.375 Frederick              CO                                       80530 PUD                                    197636                20060701                     80 No MI                                1.00E+17                    2.25               20110601                 13.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GI                       G02                                                      384000                2480.00                    360                     359                  7.375                      0                      0                   0.375                   7.75 MERRIMAC               MA                                        1860 Single Family                          384000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  13.75                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G03                                                     59754.5                 413.02                    360                     359                      7                      0                      0                   0.375                  7.375 CLEVELAND              OH                                       44120 Single Family                           59800                20060601                     65 No MI                                1.00E+17                    2.25               20110501                 12.375                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G01                                                   555072.43                3642.66                    360                     358                    7.5                      0                      0                   0.375                  7.875 LATHROP                CA                                       95330 Single Family                          555080                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G03                                                      454072                2506.86                    360                     357                   6.25                      0                      0                   0.375                  6.625 OAKLEY                 CA                                       94561 Single Family                          454072                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 11.625                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G02                                                   164140.54                1164.32                    360                     357                   7.25                      0                      0                   0.375                  7.625 Florissant             MO                                       63034 Single Family                          164500                20060401                     70 No MI                                1.00E+17                    2.25               20110301                 12.625                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360301 AFL2
GI                       G01                                                   605527.88                3722.68                    360                     314                  5.345                      0                      0                   0.375                   5.72 NEW HOPE               PA                                       18938 Single Family                          640000                20020901            79.20999908 No MI                                                            2.75               20090801                  10.72                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      84 N                                    20320801 CALA
GI                       G03                                                      204000                1275.00                    360                     358                  7.125                      0                      0                   0.375                    7.5 LINCOLN                NE                                       68516 Single Family                          204000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                  2.375                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G01                                                      500000                2395.83                    360                     313                  5.375                      0                      0                   0.375                   5.75 NORTH ANDOVER          MA                                        1845 Single Family                          500000                20020801            52.68999863 No MI                                                               2               20090701                  10.75                  1.875                       1 First Lien                                    Y                                           84 No_PP                                     360                      84 N                                    20320701 CALA
GI                       G01                                                   319082.21                1916.86                    360                     315                  5.125                      0                      0                   0.375                    5.5 GLEN ROCK              NJ                                        7452 Single Family                          337600                20021001                     80 No MI                                                            2.75               20090901                   10.5                  1.625                       2 First Lien                                    N                                            0 No_PP                                     360                      84 N                                    20320901 CALA
GI                       G02                                                      192800                1305.42                    360                     358                   7.75                      0                      0                   0.375                  8.125 North Port             FL                                       34287 Single Family                          192800                20060501            73.58999634 No MI                                                            2.25               20110401                 13.125                  2.375                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                   134872.75                 913.20                    360                     358                   7.75                      0                      0                   0.375                  8.125 TUCSON                 AZ                                       85747 Single Family                          134890                20060501                     95 GE Capital MI                        1.00E+17                    2.25               20110401                 13.125                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G01                                                   376692.07                2254.11                    360                     314                  5.075                      0                      0                   0.375                   5.45 GAITHERSBURG           MD                                       20882 Single Family                          399200                20020901            79.83999634 No MI                                                            2.75               20090801                  10.45                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      84 N                                    20320801 CALA
GI                       G01                                                   565863.85                2697.28                    360                     314                  5.345                      0                      0                   0.375                   5.72 WINDERMERE             FL                                       34786 PUD                                    566000                20020901            73.22000122 No MI                                                               2               20090801                  10.72                  1.875                       1 First Lien                                    Y                                           84 No_PP                                     360                      84 N                                    20320801 CALA
GI                       G01                                                   429255.63                2549.27                    360                     314                      5                      0                      0                   0.375                  5.375 ROCKAWAY               NJ                                        7866 Single Family                          455250                20020901            78.48999786 No MI                                                            2.75               20090801                 10.375                  1.625                       1 First Lien                                    N                                            0 No_PP                                     360                      84 N                                    20320801 CALA
GI                       G02                                                      439920                2841.15                    360                     359                  7.375                      0                      0                   0.375                   7.75 Lemon Grove            CA                                       91945 2-4 Family                             439920                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.75                  2.375                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G01                                                   286894.35                1833.73                    360                     314                  5.405                      0                      0                   0.375                   5.78 APPLE VALLEY           MN                                       55124 Single Family                          313200                20020901            79.90000153 No MI                                                            2.75               20090801                  10.78                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      84 N                                    20320801 CALA
GII                      G03                                                       50500                 305.10                    360                     358                  6.875                      0                      0                   0.375                   7.25 LOUISVILLE             KY                                       40210 Single Family                           50500                20060501            78.91000366 No MI                                1.00E+17                    2.25               20110401                  12.25                  2.375                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      211650                1366.91                    360                     358                  7.375                      0                      0                   0.375                   7.75 North Port             FL                                       34288 Single Family                          211650                20060501            70.08000183 No MI                                1.00E+17                    2.25               20110401                  12.75                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G01                                                   319813.29                1883.82                    360                     314                  4.905                      0                      0                   0.375                   5.28 MASON                  OH                                       45040 PUD                                    340000                20020901                     80 No MI                                                            2.75               20090801                  10.28                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      84 N                                    20320801 CALA
GI                       G02                                                      228800                1596.83                    360                     358                      8                      0                      0                   0.375                  8.375 Denver                 CO                                       80211 Single Family                          228800                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                  2.375                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G01                                                    69345.45                 454.02                    360                     316                  5.375                      0                      0                   0.375                   5.75 COLUMBIA               MD                                       21044 Condominium                             77800                20021101            89.94000244 GE Capital MI                                                    2.75               20091001                  10.75                  1.875                       2 First Lien                                    N                                            0 No_PP                                     360                      84 N                                    20321001 CALA
GI                       G02                                                      320000                2100.00                    360                     357                    7.5                      0                      0                   0.375                  7.875 Las Vegas              NV                                       89115 2-4 Family                             320000                20060401            76.73999786 No MI                                1.00E+17                    2.25               20110301                 12.875                  2.375                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G01                                                    109057.2                 666.62                    360                     314                   5.25                      0                      0                   0.375                  5.625 SMYRNA                 GA                                       30080 Condominium                            115800                20020901            84.98999786 GE Capital MI                                                    2.75               20090801                 10.625                  1.625                       2 First Lien                                    N                                            0 No_PP                                     360                      84 N                                    20320801 CALA
GI                       G02                                                   161598.16                1229.80                    360                     358                      8                      0                      0                   0.375                  8.375 ROCK ISLAND            IL                                       61201 Single Family                          161800                20060501            89.88999939 PMI                                  1.00E+17                    2.25               20110401                 13.375                  2.375                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G01                                                   361356.26                2367.69                    360                     316                  5.125                      0                      0                   0.375                    5.5 LARCHMONT              NY                                       10538 Single Family                          417000                20021101            52.13000107 No MI                                                            2.75               20071001                   10.5                  1.875                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20321001 CALA
GI                       G02                                                      114320                 750.23                    360                     357                    7.5                      0                      0                   0.375                  7.875 GULFPORT               MS                                       39507 PUD                                    114320                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 12.875                  2.375                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GI                       G01                                                   319325.68                1528.57                    360                     315                  5.375                      0                      0                   0.375                   5.75 FLEMINGTON             NJ                                        8822 Single Family                          332000                20021001                     80 No MI                                                               2               20090901                  10.75                  1.875                       1 First Lien                                    Y                                           84 No_PP                                     360                      84 N                                    20320901 CALA
GI                       G02                                                   238861.25                1713.66                    360                     358                  7.375                      0                      0                   0.375                   7.75 Hugo                   MN                                       55038 Single Family                          239200                20060501            79.76000214 No MI                                1.00E+17                    2.25               20110401                  12.75                  1.625                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G01                                                   354856.32                2212.35                    360                     315                  5.625                      0                      0                    0.25                  5.875 POMPANO BEACH          FL                                       33062 Single Family                          374000                20021001                     80 No MI                                                            2.75               20070901                 10.875                      2                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20320901 CALA
GII                      G03                                                    40467.98                 300.16                    360                     313                  6.875                      0                      0                   0.375                   7.25 PHILADELPHIA           PA                                       19146 2-4 Family                              44000                20020801                     80 No MI                                1.00E+17                    3.75               20070701                  12.25                    2.5                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20320701 ALT1
GI                       G01                                                      546689                2248.71                    360                     316                  5.125                      0                      0                    0.25                  5.375 PEAPACK-GLADSTONE      NJ                                        7934 Single Family                          546689                20021101            71.93000031 No MI                                                            2.25               20071001                 10.375                  3.375                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20321001 CALA
GI                       G02                                                      242892                1619.28                    360                     358                  7.625                      0                      0                   0.375                      8 Surprise               AZ                                       85387 PUD                                    242892                20060501                     80 No MI                                1.00E+17                    2.25               20110401                     13                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                      313800                1699.75                    360                     357                  6.125                      0                      0                   0.375                    6.5 Chula Vista            CA                                       91915 Condominium                            313800                20060401                     80 No MI                                                            2.25               20110301                   11.5                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360301 AFL2
GII                      G02                                                      184000                1015.83                    360                     356                   6.25                      0                      0                   0.375                  6.625 Elgin                  IL                                       60123 Single Family                          184000                20060301                     80 No MI                                1.00E+17                    2.25               20110201                 11.625                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360201 AFL2
GI                       G02                                                    59918.75                 456.04                    360                     359                      8                      0                      0                   0.375                  8.375 CLARKSVILLE            TN                                       37042 Single Family                           60000                20060601            73.26000214 No MI                                1.00E+17                    2.25               20110501                 13.375                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      124200                 815.06                    360                     358                    7.5                      0                      0                   0.375                  7.875 DENVER                 CO                                       80249 PUD                                    124200                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.875                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G03                                                      358800                2018.25                    360                     359                  6.375                      0                      0                   0.375                   6.75 North Las Vegas        NV                                       89085 PUD                                    358800                20060601                     80 No MI                                1.00E+17                    2.75               20110501                  12.75                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G03                                                      275200                1720.00                    360                     357                  7.125                      0                      0                   0.375                    7.5 Sparks                 NV                                       89436 Single Family                          275200                20060401                     80 No MI                                                            2.75               20110301                   13.5                  2.375                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GII                      G02                                                      162400                 947.33                    360                     356                  6.625                      0                      0                   0.375                      7 Stone Park             IL                                       60165 Single Family                          162400                20060301                     80 No MI                                1.00E+17                    2.25               20110201                     12                  2.375                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360201 AFL2
GI                       G02                                                   114641.48                 832.38                    360                     358                    7.5                      0                      0                   0.375                  7.875 San Antonio            TX                                       78248 Single Family                          114800                20060501                     70 No MI                                1.00E+17                    2.75               20110401                 12.875                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G03                                                      192800                1124.67                    360                     359                  6.625                      0                      0                   0.375                      7 West Jordan            UT                                       84088 Single Family                          192800                20060601                     80 No MI                                1.00E+17                    2.75               20110501                     13                  2.375                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G02                                                      306480                1755.88                    360                     358                    6.5                      0                      0                   0.375                  6.875 ORLANDO                FL                                       32828 PUD                                    306480                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.875                  2.375                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G03                                                      276637                1671.35                    360                     358                  6.875                      0                      0                   0.375                   7.25 ANTHEM                 AZ                                       85086 Single Family                          276637                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      184922                1194.29                    360                     358                  7.375                      0                      0                   0.375                   7.75 Maricopa               AZ                                       85239 PUD                                    184922                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.75                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G03                                                      187907                1174.42                    360                     358                  7.125                      0                      0                   0.375                    7.5 LAS VEGAS              NV                                       89122 Single Family                          187907                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      183040                1182.14                    360                     358                  7.375                      0                      0                   0.375                   7.75 LAS VEGAS              NV                                       89122 Single Family                          183040                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                      147049                 827.15                    360                     358                  6.375                      0                      0                   0.375                   6.75 DALLAS                 GA                                       30157 Single Family                          147049                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  11.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                    103729.6                 762.53                    360                     358                  7.625                      0                      0                   0.375                      8 CEDAR HILL             TX                                       75104 Single Family                          103920                20060501                     80 No MI                                1.00E+17                    2.25               20110401                     13                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      207920                1364.48                    360                     358                    7.5                      0                      0                   0.375                  7.875 PORT SAINT LUCIE       FL                                       34953 Single Family                          207920                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 WALN
GII                      G03                                                      452250                2685.23                    360                     360                   6.75                      0                      0                   0.375                  7.125 CERRITOS               CA                                       90703 PUD                                    452250                20060701                     75 No MI                                1.00E+17                    2.25               20110601                 13.125                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GI                       G02                                                      117600                 747.25                    360                     360                   7.25                      0                      0                   0.375                  7.625 VIRGINIA BEACH         VA                                       23464 Condominium                            117600                20060701                     80 No MI                                1.00E+17                    2.25               20110601                 12.625                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GI                       G02                                                      192000                1260.00                    360                     359                    7.5                      0                      0                   0.375                  7.875 Little Egg Harbor Twp  NJ                                        8087 Single Family                          192000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 WALN
GII                      G02                                                      394464                2218.86                    360                     358                  6.375                      0                      0                   0.375                   6.75 Franklin               TN                                       37067 Single Family                          394464                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  11.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      239192                1669.36                    360                     359                      8                      0                      0                   0.375                  8.375 QUEEN CREEK            AZ                                       85242 PUD                                    239192                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G03                                                    94355.74                 652.69                    360                     358                      7                      0                      0                   0.375                  7.375 Katy                   TX                                       77449 PUD                                     94500                20060501                     70 No MI                                1.00E+17                    2.25               20110401                 12.375                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G03                                                   195708.17                1370.46                    360                     358                  7.125                      0                      0                   0.375                    7.5 Scarborough            ME                                        4074 Single Family                          196000                20060501            78.08999634 No MI                                1.00E+17                    2.25               20110401                   13.5                  1.875                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GIII                     G03                                                      680000                3470.83                    360                     358                  5.875                      0                      0                    0.25                  6.125 LONG GROVE             IL                                       60047 Single Family                          680000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.125                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GII                      G03                                                       84700                 502.91                    360                     358                   6.75                      0                      0                   0.375                  7.125 CO SPGS                CO                                       80917 PUD                                     84700                20060501                     77 No MI                                1.00E+17                    2.25               20110401                 12.125                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GIII                     G02                                                      318400                1691.50                    360                     358                  6.125                      0                      0                    0.25                  6.375 MODESTO                CA                                       95358 Single Family                          318400                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.375                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G01                                                      240000                1625.00                    360                     356                  7.875                      0                      0                    0.25                  8.125 WEDDINGTON             NC                                       28104 PUD                                    240000                20060301                     80 No MI                                1.00E+17                    2.25               20110201                 13.125                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360201 ADN1
GIII                     G02                                                      254400                1378.00                    360                     357                   6.25                      0                      0                    0.25                    6.5 SUNRISE                FL                                       33322 PUD                                    254400                20060401                     80 No MI                                1.00E+17                    2.25               20110301                   12.5                      2                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 ADN1
GI                       G03                                                      263680                1593.07                    360                     360                  6.875                      0                      0                   0.375                   7.25 Paterson               NJ                                        7513 Single Family                          263680                20060701                     80 No MI                                1.00E+17                    2.25               20110601                  12.25                      2                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360601 AFL2
GIII                     G02                                                    207919.6                1169.55                    360                     358                    6.5                      0                      0                    0.25                   6.75 HERNDON                VA                                       20170 PUD                                    207920                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.75                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 ADN1
GI                       G02                                                      176400                1157.63                    360                     359                    7.5                      0                      0                   0.375                  7.875 Parker                 CO                                       80134 PUD                                    176400                20060601                     70 No MI                                1.00E+17                    2.25               20110501                 12.875                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G02                                                      333520                1876.05                    360                     358                  6.375                      0                      0                   0.375                   6.75 BAKERSFIELD            CA                                       93311 Single Family                          333520                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  11.75                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G03                                                      280000                1662.50                    360                     354                   6.75                      0                      0                   0.375                  7.125 Kingston               MA                                        2364 Single Family                          280000                20060101                     80 No MI                                1.00E+17                    2.25               20101201                 12.125                      2                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20351201 AFL2
GIII                     G01                                                   202754.14                1153.75                    360                     358                   5.25                      0                      0                    0.25                    5.5 NORTH SALT LAKE        UT                                       84054 Single Family                          203200                20060501            79.98000336 No MI                                1.00E+17                    2.25               20110401                   11.5                  1.875                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G03                                                      534400                2783.33                    360                     358                      6                      0                      0                    0.25                   6.25 ATLANTA                GA                                       30341 PUD                                    534400                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  11.25                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G02                                                   346374.48                1876.33                    360                     358                   6.25                      0                      0                    0.25                    6.5 BOULDER                CO                                       80304 Condominium                            346400                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G02                                                      207920                1104.58                    360                     358                  6.125                      0                      0                    0.25                  6.375 HERNDON                VA                                       20170 PUD                                    207920                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.375                      2                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 ADN1
GIII                     G03                                                   720000.72                3600.00                    360                     358                   5.75                      0                      0                    0.25                      6 DANVILLE               CA                                       94526 PUD                                    755000                20060501            71.55999756 No MI                                1.00E+17                    2.25               20110401                     12                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G03                                                      720000                3750.00                    360                     358                      6                      0                      0                    0.25                   6.25 IRVINE                 CA                                       92620 Condominium                            720000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.25                      2                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 ADN1
GI                       G03                                                      127000                 780.52                    360                     358                      7                      0                      0                   0.375                  7.375 Miramar Beach          FL                                       32550 Single Family                          127000                20060501            17.76000023 No MI                                1.00E+17                    2.25               20110401                 13.375                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      300000                1906.25                    360                     359                   7.25                      0                      0                   0.375                  7.625 CHICAGO                IL                                       60608 2-4 Family                             300000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.625                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G03                                                   235639.75                1629.99                    360                     358                      7                      0                      0                   0.375                  7.375 PERRIS                 CA                                       92571 Single Family                          236000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.375                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      220800                1403.00                    360                     358                   7.25                      0                      0                   0.375                  7.625 LAKE HAVASU CITY       AZ                                       86406 2-4 Family                             220800                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.625                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G03                                                      401000                2506.25                    360                     358                  7.125                      0                      0                   0.375                    7.5 Midlothian             VA                                       23112 PUD                                    401000                20060501            79.98999786 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G03                                                   167743.55                1160.33                    360                     358                      7                      0                      0                   0.375                  7.375 Glendale Heights       IL                                       60139 Single Family                          168000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.375                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                    54566.92                 419.83                    360                     359                  8.125                      0                      0                   0.375                    8.5 Raleigh                NC                                       27610 Single Family                           54600                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   13.5                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G03                                                      650000                3791.67                    360                     358                  6.625                      0                      0                   0.375                      7 Rancho Cucamonga       CA                                       91739 Single Family                          650000                20060501            77.56999969 No MI                                1.00E+17                    2.75               20110401                     13                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                      224000                1306.67                    360                     359                  6.625                      0                      0                   0.375                      7 Las Vegas              NV                                       89115 Single Family                          224000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     12                  2.375                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G02                                                      147600                 799.50                    360                     358                  6.125                      0                      0                   0.375                    6.5 COLORADO SPRINGS       CO                                       80920 PUD                                    147600                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   11.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GIII                     G03                                                      999999                5729.16                    360                     358                  6.625                      0                      0                    0.25                  6.875 LOS ANGELES            CA                                       90020 Single Family                          999999                20060501            75.19000244 No MI                                1.00E+17                    2.25               20110401                 11.875                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G01                                                      294000                1531.25                    360                     358                      6                      0                      0                    0.25                   6.25 SAN PABLO              CA                                       94806 Single Family                          294000                20060501            71.70999908 No MI                                1.00E+17                    2.25               20110401                  12.25                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 ADN1
GII                      G02                                                   140896.09                 892.18                    360                     358                  6.125                      0                      0                   0.375                    6.5 Kennesaw               GA                                       30144 Condominium                            141152                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                      2                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GIII                     G02                                                      272000                1615.00                    360                     358                  6.875                      0                      0                    0.25                  7.125 WESTMINSTER            CA                                       92683 Condominium                            272000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.125                      2                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 ADN1
GIII                     G03                                                      580000                3322.92                    360                     358                  6.625                      0                      0                    0.25                  6.875 PLEASANT HILL          CA                                       94523 Single Family                          580000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.875                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GII                      G03                                                      421350                2545.66                    360                     358                  6.875                      0                      0                   0.375                   7.25 Lovettsville           VA                                       20180 PUD                                    421350                20060501            79.98999786 No MI                                1.00E+17                    2.25               20110401                  12.25                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G01                                                      112720                 716.24                    360                     357                  7.375                      0                      0                    0.25                  7.625 MIAMI                  FL                                       33015 Condominium                            112720                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 13.625                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 ADN1
GIII                     G03                                                      880000                4858.33                    360                     358                  6.375                      0                      0                    0.25                  6.625 SACRAMENTO             CA                                       95864 Single Family                          880000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.625                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GII                      G03                                                   401854.68                2386.01                    360                     358                   6.75                      0                      0                   0.375                  7.125 MENIFEE                CA                                       92584 PUD                                    401856                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.125                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                       73748                 522.38                    360                     358                  8.125                      0                      0                   0.375                    8.5 INDIANAPOLIS           IN                                       46260 Single Family                           73748                20060501                     80 No MI                                                            2.25               20110401                   13.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GIII                     G02                                                      115920                 772.80                    360                     357                   7.75                      0                      0                    0.25                      8 MIAMI                  FL                                       33015 Condominium                            115920                20060401                     80 No MI                                1.00E+17                    2.25               20110301                     14                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 ADN1
GI                       G02                                                       98400                 697.00                    360                     359                  8.125                      0                      0                   0.375                    8.5 LAWRENCEVILLE          GA                                       30045 Single Family                           98400                20060601            79.68000031 No MI                                1.00E+17                    2.25               20110501                   13.5                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G03                                                     1897746               12530.92                    360                     354                    6.5                      0                      0                   0.375                  6.875 Bethany Beach          DE                                       19930 Single Family                         1907500                20060101                     70 No MI                                1.00E+17                    2.25               20101201                 11.875                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20351201 AFL2
GIII                     G02                                                      225600                1339.50                    360                     357                  6.875                      0                      0                    0.25                  7.125 MIAMI                  FL                                       33178 Condominium                            225600                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 13.125                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 ADN1
GI                       G03                                                      275480                1721.75                    360                     358                  7.125                      0                      0                   0.375                    7.5 ANTHEM                 AZ                                       85086 Single Family                          275480                20060501            79.87999725 No MI                                                            2.25               20110401                   12.5                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                      133944                 739.48                    360                     358                   6.25                      0                      0                   0.375                  6.625 SPRINGVILLE            UT                                       84663 Single Family                          133944                20060501            67.30999756 No MI                                1.00E+17                    2.25               20110401                 11.625                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GIII                     G02                                                      198750                1097.27                    360                     357                  6.375                      0                      0                    0.25                  6.625 WESTMINSTER            CO                                       80234 Condominium                            198750                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 12.625                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 ADN1
GI                       G02                                                      156000                1007.50                    360                     360                  7.375                      0                      0                   0.375                   7.75 Las Vegas              NV                                       89147 Condominium                            156000                20060701                     80 No MI                                1.00E+17                    2.25               20110601                  12.75                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GII                      G03                                                      606792                3413.21                    360                     358                  6.375                      0                      0                   0.375                   6.75 RANCHO CUCAMONGA       CA                                       91739 PUD                                    606792                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  11.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GIII                     G02                                                      314400                1670.25                    360                     357                  6.125                      0                      0                    0.25                  6.375 COLORADO SPRINGS       CO                                       80919 Single Family                          314400                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 12.375                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 ADN1
GIII                     G03                                                      640000                3200.00                    360                     357                   5.75                      0                      0                    0.25                      6 FALLS CHURCH           VA                                       22046 PUD                                    640000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                     12                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 ADN1
GII                      G02                                                      280000                1604.17                    360                     357                    6.5                      0                      0                   0.375                  6.875 SANTA ANA              CA                                       92707 Condominium                            280000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 12.875                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GIII                     G02                                                      372000                2015.00                    360                     358                   6.25                      0                      0                    0.25                    6.5 ESCONDIDO              CA                                       92029 Single Family                          372000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G02                                                      394400                2095.78                    360                     358                  6.125                      0                      0                    0.25                  6.375 TARZANA                CA                                       91335 Single Family                          394500                20060501            68.01999664 No MI                                1.00E+17                    2.25               20110401                 12.375                      2                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 ADN1
GI                       G02                                                      205600                1413.50                    360                     359                  7.875                      0                      0                   0.375                   8.25 GLENDALE               AZ                                       85301 Single Family                          205600                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  13.25                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G02                                                    92132.67                 583.40                    360                     358                  6.125                      0                      0                   0.375                    6.5 MILFORD                OH                                       45150 Single Family                           92300                20060501                     65 No MI                                1.00E+17                    2.25               20110401                   11.5                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G01                                                      179920                1161.98                    360                     357                  7.375                      0                      0                   0.375                   7.75 Homestead              FL                                       33032 PUD                                    179920                20060401                     80 No MI                                1.00E+17                    2.25               20110301                  12.75                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360301 AFL2
GI                       G03                                                      232052                1450.33                    360                     358                  7.125                      0                      0                   0.375                    7.5 York                   PA                                       17402 Single Family                          232052                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G03                                                      101600                 635.00                    360                     358                  7.125                      0                      0                   0.375                    7.5 PUEBLO WEST            CO                                       81007 Single Family                          101600                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                      384000                2040.00                    360                     358                      6                      0                      0                   0.375                  6.375 Miramar                FL                                       33027 PUD                                    384000                20060501                     80 No MI                                1.00E+17                    2.75               20110401                 12.375                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      247500                1624.22                    360                     358                    7.5                      0                      0                   0.375                  7.875 DORCHESTER             MA                                        2121 2-4 Family                             247500                20060501                     75 No MI                                1.00E+17                    2.25               20110401                 12.875                  2.375                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      163860                1075.33                    360                     358                    7.5                      0                      0                   0.375                  7.875 Kissimmee              FL                                       34759 PUD                                    163860                20060501                     80 No MI                                1.00E+17                    2.75               20110401                 13.875                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G01                                                      631900                4081.02                    360                     359                  7.375                      0                      0                   0.375                   7.75 GAITHERSBURG           MD                                       20878 Single Family                          631900                20060601            79.98999786 No MI                                1.00E+17                    2.25               20110501                  12.75                  2.375                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G02                                                   142540.34                 914.32                    360                     358                   6.25                      0                      0                   0.375                  6.625 Royal Plm Beach        FL                                       33414 Condominium                            142793                20060501                     70 No MI                                1.00E+17                    2.25               20110401                 11.625                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G01                                                      160000                 883.33                    360                     358                   6.25                      0                      0                   0.375                  6.625 Washington             DC                                       20019 Single Family                          160000                20060501                     80 No MI                                1.00E+17                    2.25               20090401                 12.625                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      36 N                                    20360401 AFL2
GIII                     G03                                                   460122.88                2838.46                    360                     358                      6                      0                      0                    0.25                   6.25 ORANGE BEACH           AL                                       36561 Condominium                            461000                20060501            44.75999832 No MI                                1.00E+17                    2.25               20110401                  11.25                  1.875                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 ADN1
GI                       G02                                                    51131.05                 375.69                    360                     358                  7.625                      0                      0                   0.375                      8 Greensboro             NC                                       27405 Single Family                           51200                20060501                     80 No MI                                1.00E+17                    2.25               20110401                     13                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G03                                                       80838                 572.60                    360                     360                  8.125                      0                      0                   0.375                    8.5 HUMBLE                 TX                                       77338 PUD                                     80838                20060701                     75 No MI                                1.00E+17                    2.25               20110601                   13.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GI                       G03                                                    74286.43                 513.86                    360                     358                      7                      0                      0                   0.375                  7.375 BETHEL                 OH                                       45106 Single Family                           74400                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.375                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      291200                1850.33                    360                     356                   7.25                      0                      0                   0.375                  7.625 Leesburg               VA                                       20176 PUD                                    291200                20060301                     80 No MI                                1.00E+17                    2.25               20110201                 12.625                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360201 AFL2
GI                       G03                                                      293750                1805.34                    360                     357                      7                      0                      0                   0.375                  7.375 ORANGE                 VA                                       22960 PUD                                    293750                20060401            79.98999786 No MI                                1.00E+17                    2.25               20110301                 12.375                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G03                                                      389000                2390.73                    360                     358                      7                      0                      0                   0.375                  7.375 Mcdonough              GA                                       30253 Single Family                          389000                20060501            79.98000336 No MI                                1.00E+17                    2.25               20110401                 12.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G01                                                     1000000                6458.33                    360                     358                  7.375                      0                      0                   0.375                   7.75 Los Angeles            CA                                       90019 Single Family                         1000000                20060501            78.73999786 No MI                                1.00E+17                    2.25               20110401                  12.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G01                                                   249880.98                1613.81                    360                     353                  7.375                      0                      0                   0.375                   7.75 KISSIMMEE              FL                                       34747 PUD                                    249881                20051201                     75 No MI                                1.00E+17                    2.25               20101101                  12.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20351101 AFL2
GII                      G03                                                      564000                3407.50                    360                     357                  6.875                      0                      0                   0.375                   7.25 FAIRFAX                VA                                       22032 Single Family                          564000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                  12.25                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GII                      G03                                                      164872                 996.10                    360                     358                  6.875                      0                      0                   0.375                   7.25 Orlando                FL                                       32839 Condominium                            164872                20060501                     65 No MI                                1.00E+17                    2.25               20110401                  12.25                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G01                                                   377778.61                1928.25                    360                     359                   5.75                      0                      0                   0.375                  6.125 Washougal              WA                                       98671 Single Family                          377850                20060601            79.98999786 No MI                                1.00E+17                    2.25               20090501                 12.125                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      36 N                                    20360501 AFL2
GI                       G03                                                   598202.08                4195.29                    360                     356                  7.125                      0                      0                   0.375                    7.5 GILROY                 CA                                       95020 PUD                                    600000                20060301                     80 No MI                                1.00E+17                    2.25               20110201                   13.5                  1.875                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360201 AFL2
GI                       G03                                                      364000                2237.08                    360                     357                      7                      0                      0                   0.375                  7.375 STERLING               VA                                       20164 Single Family                          364000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 13.375                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G02                                                   111773.09                 831.00                    360                     358                   7.75                      0                      0                   0.375                  8.125 MADISON                OH                                       44057 Single Family                          111920                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.125                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      256000                1680.00                    360                     358                    7.5                      0                      0                   0.375                  7.875 Hyattsville            MD                                       20782 Single Family                          256000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      101500                 644.95                    360                     359                   7.25                      0                      0                   0.375                  7.625 Charlotte              NC                                       28214 Single Family                          101500                20060601                     70 No MI                                1.00E+17                    2.25               20110501                 12.625                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G03                                                       91992                 565.37                    360                     358                      7                      0                      0                   0.375                  7.375 Charlotte              NC                                       28217 Single Family                           91992                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G03                                                      238400                1465.17                    360                     358                      7                      0                      0                   0.375                  7.375 Frederick              MD                                       21702 Single Family                          239200                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.375                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                      290400                1663.75                    360                     358                    6.5                      0                      0                   0.375                  6.875 Palmdale               CA                                       93550 Single Family                          290400                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                       72000                 465.00                    360                     356                  7.375                      0                      0                   0.375                   7.75 Baltimore              MD                                       21216 Townhouse                               72000                20060301                     80 No MI                                1.00E+17                    2.25               20110201                  12.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360201 AFL2
GI                       G03                                                      249135                1531.14                    360                     356                      7                      0                      0                   0.375                  7.375 Saint Augustine        FL                                       32092 PUD                                    249135                20060301                     75 No MI                                1.00E+17                    2.25               20110201                 12.375                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360201 AFL2
GI                       G03                                                      257600                1610.00                    360                     358                  7.125                      0                      0                   0.375                    7.5 Herndon                VA                                       20170 PUD                                    257600                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GIII                     G03                                                      736000                3833.33                    360                     358                      6                      0                      0                    0.25                   6.25 AZUSA                  CA                                       91702 PUD                                    736000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  11.25                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G02                                                      122908                 793.78                    360                     357                  7.375                      0                      0                   0.375                   7.75 JONESBORO              GA                                       30236 PUD                                    122908                20060401                     80 No MI                                1.00E+17                    2.25               20110301                  12.75                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GII                      G01                                                   392799.99                2086.75                    360                     358                      6                      0                      0                   0.375                  6.375 PARAMOUNT              CA                                       90723 Single Family                          392800                20060501                     80 No MI                                1.00E+17                    2.25               20090401                 12.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      36 N                                    20360401 AFL2
GII                      G03                                                      155840                 811.67                    360                     357                  5.875                      0                      0                   0.375                   6.25 Lawrenceville          GA                                       30045 PUD                                    155840                20060401                     80 No MI                                1.00E+17                    2.25               20110301                  11.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G02                                                      292500                2041.41                    360                     358                      8                      0                      0                   0.375                  8.375 Las Vegas              NV                                       89149 PUD                                    292500                20060501                     75 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                      117112                 658.76                    360                     358                  6.375                      0                      0                   0.375                   6.75 Adairsville            GA                                       30103 2-4 Family                             117112                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  11.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G03                                                      646640                3772.07                    360                     359                  6.625                      0                      0                   0.375                      7 Upper Marlboro         MD                                       20774 Single Family                          646640                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     12                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      131192                 860.95                    360                     358                    7.5                      0                      0                   0.375                  7.875 Covington              GA                                       30016 PUD                                    131192                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G03                                                      108000                 801.90                    360                     360                   7.75                      0                      0                   0.375                  8.125 Dallas                 TX                                       75217 Single Family                          108000                20060701                     80 No MI                                1.00E+17                    2.25               20110601                 13.125                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360601 AFL2
GI                       G02                                                      256800                1819.00                    360                     357                  8.125                      0                      0                   0.375                    8.5 Alva                   FL                                       33920 Single Family                          256800                20060401                     80 No MI                                1.00E+17                    2.25               20110301                   13.5                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360301 AFL2
GI                       G03                                                      348000                2138.75                    360                     358                      7                      0                      0                   0.375                  7.375 Chandler               AZ                                       85249 PUD                                    348000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.375                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G03                                                      133368                 833.55                    360                     358                  7.125                      0                      0                   0.375                    7.5 Minneapolis            MN                                       55405 Condominium                            133368                20060501                     65 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                   205934.92                1179.84                    360                     359                    6.5                      0                      0                   0.375                  6.875 Mesa                   AZ                                       85210 Single Family                          206000                20060601            79.23000336 No MI                                1.00E+17                    2.25               20110501                 11.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G02                                                    89599.99                 513.33                    360                     358                    6.5                      0                      0                   0.375                  6.875 Okeechobee             FL                                       34972 Single Family                           89600                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      252000                1601.25                    360                     358                   7.25                      0                      0                   0.375                  7.625 Baltimore              MD                                       21217 2-4 Family                             252000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.625                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G03                                                      900000                5156.25                    360                     353                    6.5                      0                      0                   0.375                  6.875 Escondido              CA                                       92029 Single Family                          900000                20051201                     80 No MI                                1.00E+17                    2.25               20101101                 11.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20351101 AFL2
GII                      G02                                                      115960                 652.28                    360                     358                  6.375                      0                      0                   0.375                   6.75 Adairsville            GA                                       30103 2-4 Family                             115960                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  11.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      399000                2618.44                    360                     358                    7.5                      0                      0                   0.375                  7.875 Sunny Isles Beach      FL                                       33160 Condominium                            399000                20060501                     80 No MI                                                            2.25               20110401                 12.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      111992                 711.62                    360                     358                   7.25                      0                      0                   0.375                  7.625 Covington              GA                                       30016 PUD                                    111992                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.625                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      225050                1547.22                    360                     358                  7.875                      0                      0                   0.375                   8.25 MARANA                 AZ                                       85743 PUD                                    225050                20060501            74.98000336 No MI                                1.00E+17                    2.25               20110401                  13.25                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G03                                                      172800                1026.00                    360                     357                   6.75                      0                      0                   0.375                  7.125 Salt Lake City         UT                                       84121 Single Family                          172800                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 12.125                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360301 AFL2
GI                       G03                                                      204000                1253.75                    360                     360                      7                      0                      0                   0.375                  7.375 CAPE CORAL             FL                                       33993 Single Family                          204000                20060701                     80 No MI                                1.00E+17                    2.25               20110601                 13.375                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GI                       G02                                                      152000                 950.00                    360                     359                  7.125                      0                      0                   0.375                    7.5 AURORA                 CO                                       80011 PUD                                    152000                20060601            79.16999817 No MI                                1.00E+17                    2.25               20130501                   12.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      84 N                                    20360501 AFL2
GI                       G02                                                      101600                 677.33                    360                     358                  7.625                      0                      0                   0.375                      8 Saint Louis            MO                                       63136 2-4 Family                             101600                20060501                     80 No MI                                1.00E+17                    2.25               20110401                     13                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      300000                2149.24                    360                     360                  7.375                      0                      0                   0.375                   7.75 Fall River             MA                                        2720 2-4 Family                             300000                20060701                     80 No MI                                1.00E+17                    2.25               20110601                  12.75                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360601 AFL2
GI                       G01                                                      199430                1204.89                    360                     360                  6.875                      0                      0                   0.375                   7.25 Sunrise                FL                                       33325 Condominium                            199430                20060701                     70 No MI                                1.00E+17                    2.25               20110601                  12.25                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360601 AFL2
GI                       G02                                                      123200                 782.83                    360                     359                   7.25                      0                      0                   0.375                  7.625 Fairburn               GA                                       30213 Single Family                          123200                20060601                     70 No MI                                1.00E+17                    2.25               20110501                 12.625                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      366400                2328.17                    360                     357                   7.25                      0                      0                   0.375                  7.625 ORLANDO                FL                                       32825 PUD                                    366400                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 12.625                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GI                       G02                                                      276000                1868.75                    360                     358                   7.75                      0                      0                   0.375                  8.125 Jacksonville           FL                                       32205 2-4 Family                             276000                20060501                     75 No MI                                1.00E+17                    2.25               20110401                 13.125                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G03                                                      352000                2163.33                    360                     358                      7                      0                      0                   0.375                  7.375 Myrtle Beach           SC                                       29577 Single Family                          352000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G03                                                      164000                1025.00                    360                     358                  7.125                      0                      0                   0.375                    7.5 YUMA                   AZ                                       85364 Single Family                          164000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      292000                1855.42                    360                     358                   7.25                      0                      0                   0.375                  7.625 Plantation             FL                                       33324 Single Family                          292000                20060501                     80 No MI                                1.00E+17                    2.75               20110401                 13.625                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                      204120                1084.39                    360                     358                      6                      0                      0                   0.375                  6.375 Marysville             WA                                       98270 PUD                                    204120                20060501                     80 No MI                                1.00E+17                    2.75               20110401                 12.375                  2.375                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GIII                     G03                                                      611091                4073.94                    360                     358                   7.75                      0                      0                    0.25                      8 MIAMI                  FL                                       33157 PUD                                    611091                20060501                     90 Radian Guaranty                      1.00E+17                    2.25               20110401                     13                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 ADN1
GIII                     G03                                                      480000                2500.00                    360                     358                      6                      0                      0                    0.25                   6.25 MONTEREY PARK          CA                                       91755 Single Family                          480000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.25                      2                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 ADN1
GIII                     G02                                                      125000                 729.17                    360                     358                   6.75                      0                      0                    0.25                      7 SAINT AUGUSTINE        FL                                       32086 PUD                                    125000                20060501            52.08000183 No MI                                1.00E+17                    2.25               20110401                     13                      2                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 ADN1
GI                       G03                                                      322600                1982.65                    360                     358                      7                      0                      0                   0.375                  7.375 Elk Grove              CA                                       95758 Single Family                          322600                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GIII                     G01                                                      315000                1443.75                    360                     357                   5.25                      0                      0                    0.25                    5.5 SAN DIEGO              CA                                       92139 Single Family                          315000                20060401            61.75999832 No MI                                1.00E+17                    2.25               20110301                   11.5                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 ADN1
GIII                     G03                                                      431200                2470.42                    360                     358                  6.625                      0                      0                    0.25                  6.875 MIAMI                  FL                                       33193 PUD                                    431200                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.875                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G02                                                      228800                1287.00                    360                     358                    6.5                      0                      0                    0.25                   6.75 AVON LAKE              OH                                       44012 Single Family                          228800                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.75                      2                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 ADN1
GI                       G02                                                      205600                1349.25                    360                     358                    7.5                      0                      0                   0.375                  7.875 Big Bear City          CA                                       92314 Single Family                          205600                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.875                      2                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GIII                     G03                                                    728496.6                3263.06                    360                     358                  5.125                      0                      0                    0.25                  5.375 NORTH POTOMAC          MD                                       20878 PUD                                    729600                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 10.375                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G02                                                      362000                2036.25                    360                     358                    6.5                      0                      0                    0.25                   6.75 LAS VEGAS              NV                                       89113 PUD                                    362000                20060501            77.01999664 No MI                                1.00E+17                    2.25               20110401                  12.75                      2                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 ADN1
GIII                     G01                                                      239920                1149.62                    360                     357                    5.5                      0                      0                    0.25                   5.75 HERNDON                VA                                       20170 PUD                                    239920                20060401                     80 No MI                                1.00E+17                    2.25               20110301                  11.75                      2                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 ADN1
GIII                     G03                                                      432000                2025.00                    360                     358                  5.375                      0                      0                    0.25                  5.625 COMMACK                NY                                       11725 Single Family                          432000                20060501                     90 Republic MIC                         1.00E+17                    2.25               20110401                 10.625                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G01                                                      448000                2846.67                    360                     358                  7.375                      0                      0                    0.25                  7.625 BURBANK                CA                                       91506 Single Family                          448000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.625                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G02                                                      202000                1178.33                    360                     358                   6.75                      0                      0                    0.25                      7 MYRTLE BEACH           SC                                       29577 Condominium                            202000                20060501            79.22000122 No MI                                1.00E+17                    2.25               20110401                     13                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G03                                                      572980                3581.13                    360                     358                  7.125                      0                      0                   0.375                    7.5 ALEXANDRIA             VA                                       22303 Single Family                          572980                20060501            79.44999695 No MI                                1.00E+17                    2.25               20110401                   12.5                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G03                                                      505950                2687.86                    360                     358                      6                      0                      0                   0.375                  6.375 BRAMBLETON             VA                                       20148 Single Family                          505950                20060501            79.98999786 No MI                                1.00E+17                    2.25               20110401                 11.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G03                                                      478240                2889.37                    360                     360                  6.875                      0                      0                   0.375                   7.25 LOUISVILLE             KY                                       40208 Single Family                          478240                20060701                     80 No MI                                1.00E+17                    2.25               20110601                  12.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GII                      G03                                                   225842.01                1543.06                    360                     358                  6.875                      0                      0                   0.375                   7.25 Algonquin              IL                                       60102 Condominium                            226196                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  13.25                  1.875                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                      404064                2188.68                    360                     357                  6.125                      0                      0                   0.375                    6.5 Gaithersburg           MD                                       20877 PUD                                    404064                20060401                     80 No MI                                1.00E+17                    2.25               20110301                   12.5                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GII                      G03                                                      161000                 972.71                    360                     357                  6.875                      0                      0                   0.375                   7.25 SACRAMENTO             CA                                       95824 Single Family                          161000                20060401                     70 No MI                                                            2.25               20110301                  12.25                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GII                      G03                                                      550000                3093.75                    360                     356                  6.375                      0                      0                   0.375                   6.75 Knoxville              TN                                       37922 Single Family                          550000                20060301            78.56999969 No MI                                1.00E+17                    2.25               20110201                  11.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360201 AFL2
GII                      G02                                                      210000                1203.13                    360                     360                    6.5                      0                      0                   0.375                  6.875 WOODBURY               NY                                       11797 Condominium                            210000                20060701            25.61000061 No MI                                1.00E+17                    2.25               20110601                 11.875                      2                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360601 AFL2
GIII                     G03                                                   419238.56                2654.69                    360                     358                   6.25                      0                      0                    0.25                    6.5 ELKTON                 MD                                       21921 PUD                                    420000                20060501            79.69999695 No MI                                1.00E+17                    2.25               20110401                   11.5                  1.875                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G03                                                      475900                2330.42                    360                     358                  5.625                      0                      0                    0.25                  5.875 PEABODY                MA                                        1960 Single Family                          476000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.875                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G03                                                      650000                3791.67                    360                     358                   6.75                      0                      0                    0.25                      7 PALM SPRINGS           CA                                       92262 Single Family                          650000                20060501            78.79000092 No MI                                1.00E+17                    2.25               20110401                     13                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G03                                                      420000                2362.50                    360                     358                    6.5                      0                      0                    0.25                   6.75 NORWALK                CA                                       90650 Single Family                          420000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  11.75                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 ADN1
GI                       G01                                                      208000                1256.67                    360                     358                      7                      0                      0                    0.25                   7.25 PHOENIX                AZ                                       85032 Single Family                          208000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  13.25                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G01                                                      164000                1076.25                    360                     356                  7.625                      0                      0                    0.25                  7.875 PRESCOTT               AZ                                       86301 Single Family                          164000                20060301                     80 No MI                                1.00E+17                    2.75               20110201                 12.875                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360201 ADN1
GII                      G02                                                      145000                 830.73                    360                     358                    6.5                      0                      0                   0.375                  6.875 Kissimmee              FL                                       34741 PUD                                    145000                20060501            72.11000061 No MI                                1.00E+17                    2.75               20110401                 12.875                    2.5                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GIII                     G01                                                      188000                 979.17                    360                     358                      6                      0                      0                    0.25                   6.25 DENVER                 CO                                       80210 Single Family                          188000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.25                  2.375                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G01                                                      184000                1169.17                    360                     357                  7.375                      0                      0                    0.25                  7.625 LAKE ZURICH            IL                                       60047 Single Family                          184000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 13.625                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 ADN1
GIII                     G02                                                      279000                1656.56                    360                     358                  6.385                   0.49                      0                    0.25                  7.125 TEMPE                  AZ                                       85283 Single Family                          279000                20060501                     90 Republic MIC                         1.00E+17                   2.875               20110401                 13.125                      2                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 ADN1
GI                       G01                                                      660000                4262.50                    360                     358                    7.5                      0                      0                    0.25                   7.75 DENVER                 CO                                       80246 Single Family                          660000                20060501                     75 No MI                                1.00E+17                    2.25               20110401                  13.75                  2.135                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G02                                                      254400                1378.00                    360                     358                   6.25                      0                      0                    0.25                    6.5 WOODBRIDGE             VA                                       22191 PUD                                    254400                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G01                                                      188000                 979.17                    360                     358                      6                      0                      0                    0.25                   6.25 BROOKLYN CENTER        MN                                       55430 Single Family                          188000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.25                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G02                                                   102319.98                 714.11                    360                     358                      8                      0                      0                   0.375                  8.375 PEARLAND               TX                                       77584 PUD                                    102320                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                   399100.63                2593.04                    360                     358                  6.375                      0                      0                   0.375                   6.75 HENDERSON              NV                                       89015 PUD                                    399791                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  11.75                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      185450                1197.70                    360                     356                  7.375                      0                      0                   0.375                   7.75 PALM BEACH GARDENS     FL                                       33410 Condominium                            185450                20060301                     80 No MI                                1.00E+17                    2.25               20110201                  12.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360201 AFL2
GII                      G03                                                      295802                1787.14                    360                     358                  6.875                      0                      0                   0.375                   7.25 SUN CITY WEST          AZ                                       85375 PUD                                    295802                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GIII                     G03                                                      144000                 851.81                    360                     360                  5.625                      0                      0                    0.25                  5.875 FORT WAYNE             IN                                       46804 PUD                                    144000                20060701                     90 United Guaranty                      1.00E+17                    2.25               20110601                 10.875                  1.875                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360601 ADN1
GII                      G02                                                      270400                1577.33                    360                     357                  6.625                      0                      0                   0.375                      7 Seattle                WA                                       98108 2-4 Family                             270400                20060401                     80 No MI                                1.00E+17                    2.75               20110301                     13                      2                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GIII                     G01                                                      387500                1937.50                    360                     358                   5.75                      0                      0                    0.25                      6 NORTH LAS VEGAS        NV                                       89081 PUD                                    387500                20060501                     90 Mortgage Guaranty In                 1.00E+17                    2.25               20110401                     11                  2.375                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G02                                                      295600                1601.17                    360                     359                   6.25                      0                      0                    0.25                    6.5 SACRAMENTO             CA                                       95835 PUD                                    295600                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   11.5                      2                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GIII                     G02                                                      287200                1525.75                    360                     359                  6.125                      0                      0                    0.25                  6.375 CATONSVILLE            MD                                       21228 Single Family                          287200                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.375                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G02                                                      139200                 826.50                    360                     360                  6.875                      0                      0                    0.25                  7.125 MIDDLEBURG             FL                                       32068 PUD                                    139200                20060701                     80 No MI                                1.00E+17                    2.25               20110601                 12.125                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360601 ADN1
GIII                     G01                                                      218000                1112.71                    360                     358                  5.875                      0                      0                    0.25                  6.125 CERES                  CA                                       95307 Single Family                          218000                20060501            57.36999893 No MI                                1.00E+17                    2.25               20110401                 11.125                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G02                                                      176000                 971.67                    360                     360                  6.375                      0                      0                    0.25                  6.625 MYRTLE POINT           OR                                       97458 Single Family                          176000                20060701                     80 No MI                                1.00E+17                    2.25               20110601                 11.625                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360601 ADN1
GIII                     G02                                                      334000                1809.17                    360                     358                   6.25                      0                      0                    0.25                    6.5 FRUITLAND              ID                                       83619 Single Family                          334000                20060501            78.58999634 No MI                                1.00E+17                    2.25               20110401                   11.5                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 ADN1
GI                       G03                                                      235200                1445.50                    360                     358                      7                      0                      0                   0.375                  7.375 Palmdale               CA                                       93552 Single Family                          235200                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.375                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G03                                                      207200                1467.67                    360                     360                  8.125                      0                      0                   0.375                    8.5 North Port             FL                                       34287 Single Family                          207200                20060701                     80 No MI                                1.00E+17                    2.25               20110601                   13.5                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360601 AFL2
GIII                     G03                                                      344000                1720.00                    360                     358                   5.75                      0                      0                    0.25                      6 NORTH HOLLYWOOD AREA   CA                                       91601 Condominium                            344000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                     11                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G02                                                      211400                1167.10                    360                     358                  6.375                      0                      0                    0.25                  6.625 SACRAMENTO             CA                                       95838 Single Family                          211400                20060501                     70 No MI                                1.00E+17                    2.25               20110401                 11.625                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G01                                                   309239.17                1417.35                    360                     358                   5.25                      0                      0                    0.25                    5.5 ROSEBURG               OR                                       97470 Single Family                          314000                20060501            49.06000137 No MI                                1.00E+17                    2.25               20110401                   10.5                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 ADN1
GII                      G02                                                      233600                1362.67                    360                     359                   6.75                      0                      0                    0.25                      7 Fort Myers             FL                                       33912 PUD                                    233600                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     12                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GIII                     G02                                                   237608.69                1583.42                    360                     358                   6.75                      0                      0                    0.25                      7 QUEEN CREEK            AZ                                       85243 PUD                                    238000                20060501                     85 PMI                                  1.00E+17                    2.25               20110401                     12                      2                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G01                                                   141960.38                1018.74                    360                     358                    7.5                      0                      0                    0.25                   7.75 LAREDO                 TX                                       78041 Condominium                            142200                20060501                     90 GE Capital MI                        1.00E+17                    2.25               20110401                  13.75                      2                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G01                                                      376000                1958.33                    360                     356                      6                      0                      0                    0.25                   6.25 RENTON                 WA                                       98058 Single Family                          376000                20060301                     80 No MI                                1.00E+17                    2.75               20110201                  12.25                      2                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360201 ADN1
GIII                     G02                                                      324000                1788.75                    360                     358                  6.375                      0                      0                    0.25                  6.625 PALM DESERT            CA                                       92211 Single Family                          324000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.625                    2.5                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G02                                                      107440                 581.97                    360                     357                   6.25                      0                      0                    0.25                    6.5 TAMPA                  FL                                       33614 Condominium                            107440                20060401            79.97000122 No MI                                1.00E+17                    2.25               20110301                   12.5                      2                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 ADN1
GIII                     G03                                                      620000                3681.25                    360                     357                  6.875                      0                      0                    0.25                  7.125 SAN JOSE               CA                                       95123 Single Family                          620000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 13.125                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 ADN1
GIII                     G03                                                      491600                2509.21                    360                     357                  5.875                      0                      0                    0.25                  6.125 MARSHALL               VA                                       20115 PUD                                    491600                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 11.125                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 ADN1
GI                       G02                                                   287631.44                2163.65                    360                     358                  7.875                      0                      0                   0.375                   8.25 New Orleans            LA                                       70130 2-4 Family                             288000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  13.25                      2                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 AFL2
GIII                     G02                                                      290000                1661.46                    360                     358                  6.625                      0                      0                    0.25                  6.875 PALMDALE               CA                                       93552 Single Family                          290000                20060501            79.44999695 No MI                                1.00E+17                    2.25               20110401                 12.875                      2                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 ADN1
GII                      G02                                                      348000                1957.50                    360                     357                  6.375                      0                      0                   0.375                   6.75 Tehachapi              CA                                       93561 2-4 Family                             348000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                  12.75                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GIII                     G02                                                      296000                1665.00                    360                     358                    6.5                      0                      0                    0.25                   6.75 MIRA LOMA AREA         CA                                       91752 Single Family                          296000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.75                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G02                                                      230000                1317.71                    360                     358                  6.625                      0                      0                    0.25                  6.875 BROOKHAVEN             NY                                       11719 Single Family                          230000                20060501            61.33000183 No MI                                1.00E+17                    2.25               20110401                 12.875                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G02                                                      219900                1191.13                    360                     358                   6.25                      0                      0                    0.25                    6.5 LAS VEGAS              NV                                       89149 PUD                                    219900                20060501            79.97000122 No MI                                1.00E+17                    2.25               20110401                   11.5                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 ADN1
GI                       G01                                                      183600                1109.25                    360                     358                      7                      0                      0                    0.25                   7.25 WEST JORDAN            UT                                       84088 Single Family                          183600                20060501                     90 Mortgage Guaranty In                 1.00E+17                    2.25               20110401                  12.25                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G02                                                      130000                 893.75                    360                     359                  7.875                      0                      0                   0.375                   8.25 Essex                  MD                                       21221 Single Family                          130000                20060601                     65 No MI                                1.00E+17                    2.75               20110501                  14.25                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GIII                     G01                                                   104999.99                 546.88                    360                     358                      6                      0                      0                    0.25                   6.25 PEARL CITY             HI                                       96782 Condominium                            105000                20060501            67.73999786 No MI                                1.00E+17                    2.25               20110401                  11.25                  2.375                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GII                      G02                                                      147200                 858.67                    360                     359                   6.75                      0                      0                    0.25                      7 Virginia Beach         VA                                       23462 PUD                                    147200                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     12                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      404000                2861.67                    360                     360                  8.125                      0                      0                   0.375                    8.5 Denver                 CO                                       80202 Condominium                            404000                20060701                     80 No MI                                1.00E+17                    2.25               20110601                   13.5                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GI                       G03                                                      320000                1933.33                    360                     359                      7                      0                      0                    0.25                   7.25 Pembroke Pines         FL                                       33029 PUD                                    320000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.25                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G01                                                       68000                 417.92                    360                     358                  7.125                      0                      0                    0.25                  7.375 BRANFORD               CT                                        6405 Single Family                           68000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.375                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 ADN1
GIII                     G01                                                   238162.67                1429.33                    360                     359                   5.75                      0                      0                    0.25                      6 LUBBOCK                TX                                       79424 Single Family                          238400                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     11                      2                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G01                                                      188000                 979.17                    360                     357                      6                      0                      0                    0.25                   6.25 ELKINS PARK            PA                                       19027 Single Family                          188000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                  12.25                      2                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 ADN1
GIII                     G02                                                      324000                1755.00                    360                     358                   6.25                      0                      0                    0.25                    6.5 LONG BEACH             CA                                       90805 PUD                                    324000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                      2                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 ADN1
GI                       G01                                                      183050                1105.93                    360                     358                      7                      0                      0                    0.25                   7.25 LAS VEGAS              NV                                       89156 Condominium                            183050                20060501            79.98999786 No MI                                1.00E+17                    2.25               20110401                  13.25                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G02                                                      172000                1021.25                    360                     357                  6.875                      0                      0                    0.25                  7.125 CHANDLER               AZ                                       85224 Single Family                          172000                20060401                     80 No MI                                1.00E+17                    2.75               20110301                 12.125                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 ADN1
GIII                     G02                                                      159600                 914.38                    360                     358                  6.625                      0                      0                    0.25                  6.875 ORLANDO                FL                                       32808 Single Family                          159600                20060501                     60 No MI                                1.00E+17                    2.25               20110401                 12.875                    2.5                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G03                                                   236237.63                1439.62                    360                     357                  5.875                      0                      0                    0.25                  6.125 PHILADELPHIA           PA                                       19121 Condominium                            236932                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 12.125                      2                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360301 ADN1
GI                       G01                                                      696400                4570.13                    360                     357                  7.625                      0                      0                    0.25                  7.875 SIMI VALLEY            CA                                       93065 PUD                                    696400                20060401            79.90000153 No MI                                1.00E+17                   4.375               20110301                 12.875                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 ADN1
GIII                     G03                                                      463200                2653.75                    360                     357                  6.625                      0                      0                    0.25                  6.875 ORANGE                 CA                                       92866 Single Family                          463200                20060401                     80 No MI                                1.00E+17                    2.75               20110301                 11.875                  4.125                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 ADN1
GI                       G01                                                   399081.27                2762.70                    360                     357                  7.125                      0                      0                    0.25                  7.375 INDIO                  CA                                       92201 Single Family                          400000                20060401                     80 No MI                                1.00E+17                    2.75               20110301                 12.375                    2.5                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360301 ADN1
GIII                     G02                                                   179554.79                1197.54                    360                     357                   6.75                      0                      0                    0.25                      7 TUCSON                 AZ                                       85741 Single Family                          180000                20060401                     80 No MI                                1.00E+17                    2.75               20110301                     12                    2.5                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360301 ADN1
GI                       G03                                                   108388.37                 759.00                    360                     358                  7.125                      0                      0                   0.375                    7.5 Galveston              TX                                       77550 Single Family                          108550                20060501                     65 No MI                                1.00E+17                    2.25               20110401                   12.5                    2.5                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                       95175                 654.33                    360                     358                  7.875                      0                      0                   0.375                   8.25 Euless                 TX                                       76040 Single Family                           95175                20060501                     75 No MI                                1.00E+17                    2.25               20110401                  13.25                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G03                                                      252000                1496.25                    360                     359                   6.75                      0                      0                   0.375                  7.125 Winchester             VA                                       22602 PUD                                    252000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.125                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 WALN
GIII                     G02                                                      394650                2096.58                    360                     359                  6.125                      0                      0                    0.25                  6.375 HENDERSON              NV                                       89015 PUD                                    394650                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.375                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G01                                                      188750                 904.43                    360                     358                    5.5                      0                      0                    0.25                   5.75 BRENTWOOD              TN                                       37027 Condominium                            188750                20060501            79.98000336 No MI                                1.00E+17                    2.25               20110401                  10.75                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 ADN1
GII                      G03                                                   211962.99                 949.42                    360                     350                      5                      0                      0                   0.375                  5.375 Longwood               FL                                       32750 Single Family                          212000                20050901                     80 No MI                                1.00E+17                    2.25               20100801                 10.375                      2                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20350801 AFL2
GI                       G03                                                      148000                 909.58                    360                     358                      7                      0                      0                   0.375                  7.375 Youngtown              AZ                                       85363 2-4 Family                             148000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 WALN
GI                       G01                                                      215200                1345.00                    360                     358                   7.25                      0                      0                    0.25                    7.5 LAS VEGAS              NV                                       89139 PUD                                    215200                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 ADN1
GIII                     G02                                                   199566.26                1280.11                    360                     358                  6.375                      0                      0                    0.25                  6.625 COLLIERVILLE           TN                                       38017 Condominium                            199920                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.625                      2                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G03                                                      172000                1057.08                    360                     359                      7                      0                      0                   0.375                  7.375 Buckeye                AZ                                       85326 Single Family                          172000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.375                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G02                                                      300000                1625.00                    360                     358                  6.125                      0                      0                   0.375                    6.5 Manteca                CA                                       95336 Single Family                          300000                20060501                     75 No MI                                1.00E+17                    2.75               20110401                   12.5                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GIII                     G02                                                      399800                2123.94                    360                     359                  6.125                      0                      0                    0.25                  6.375 LAS VEGAS              NV                                       89156 PUD                                    399800                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.375                  2.375                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GII                      G02                                                      182400                1045.00                    360                     360                  6.625                      0                      0                    0.25                  6.875 Sanford                FL                                       32773 Single Family                          182400                20060701                     80 No MI                                1.00E+17                    2.25               20110601                 11.875                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360601 AFL2
GIII                     G02                                                      139000                 738.44                    360                     359                  6.125                      0                      0                    0.25                  6.375 LAS VEGAS              NV                                       89128 Condominium                            139000                20060601            79.43000031 No MI                                1.00E+17                    2.25               20110501                 11.375                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G01                                                      287090                1734.50                    360                     358                      7                      0                      0                    0.25                   7.25 MILLVILLE              DE                                       19970 Condominium                            287090                20060501                     90 Mortgage Guaranty In                 1.00E+17                    2.25               20110401                  12.25                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G02                                                   220323.99                1308.17                    360                     358                  6.875                      0                      0                    0.25                  7.125 SARASOTA               FL                                       34232 PUD                                    220324                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.125                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G01                                                      360000                2175.00                    360                     357                      7                      0                      0                    0.25                   7.25 DOWNEY                 CA                                       90241 Single Family                          360000                20060401                     80 No MI                                1.00E+17                    2.75               20110301                  12.25                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 ADN1
GI                       G03                                                   181554.52                1134.72                    360                     357                  7.125                      0                      0                   0.375                    7.5 NORTH LAS VEGAS        NV                                       89030 2-4 Family                             181600                20060401                     80 No MI                                1.00E+17                    2.25               20110301                   12.5                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GIII                     G02                                                   188278.76                1117.93                    360                     357                  6.875                      0                      0                    0.25                  7.125 SURPRISE               AZ                                       85379 PUD                                    189600                20060401            79.98999786 No MI                                1.00E+17                       5               20110301                 12.125                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 ADN1
GIII                     G02                                                      304000                1710.00                    360                     358                    6.5                      0                      0                    0.25                   6.75 DIAMOND BAR            CA                                       91765 Condominium                            304000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.75                   4.75                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 ADN1
GII                      G03                                                   257791.61                1762.74                    360                     357                  6.875                      0                      0                   0.375                   7.25 Paterson               NJ                                        7524 2-4 Family                             258400                20060401                     68 No MI                                1.00E+17                    2.25               20110301                  12.25                      2                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G01                                                      352270                2311.77                    360                     358                  7.625                      0                      0                    0.25                  7.875 LITCHFIELD PARK        AZ                                       85340 PUD                                    352270                20060501            76.72000122 No MI                                1.00E+17                    2.25               20110401                 13.875                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G02                                                      415200                2205.75                    360                     357                  6.125                      0                      0                    0.25                  6.375 SAN JOSE               CA                                       95136 Condominium                            415200                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 12.375                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 ADN1
GI                       G01                                                      318750                2091.80                    360                     356                    7.5                      0                      0                   0.375                  7.875 Selbyville             DE                                       19975 Townhouse                              318750                20060301                     80 No MI                                1.00E+17                    2.25               20110201                 12.875                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360201 AFL2
GI                       G01                                                    119834.3                 870.08                    360                     358                  7.625                      0                      0                    0.25                  7.875 ORLANDO                FL                                       32807 Single Family                          120000                20060501            71.86000061 No MI                                1.00E+17                   4.375               20110401                 12.875                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G02                                                      259175                1808.83                    360                     358                      8                      0                      0                   0.375                  8.375 Peoria                 AZ                                       85382 Single Family                          259175                20060501                     70 No MI                                1.00E+17                    2.25               20110401                 13.375                  4.125                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G01                                                      520000                3141.67                    360                     358                      7                      0                      0                    0.25                   7.25 ANAHEIM                CA                                       92807 PUD                                    520000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  13.25                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 ADN1
GII                      G03                                                   329712.06                1992.01                    360                     358                  6.875                      0                      0                   0.375                   7.25 MARANA                 AZ                                       85653 PUD                                    329720                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.25                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GIII                     G02                                                      252000                1443.75                    360                     358                  6.625                      0                      0                    0.25                  6.875 HYATTSVILLE            MD                                       20784 Single Family                          252000                20060501                     80 No MI                                1.00E+17                    3.25               20110401                 11.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 ADN1
GIII                     G02                                                      196700                1126.93                    360                     358                  6.625                      0                      0                    0.25                  6.875 SURPRISE               AZ                                       85379 PUD                                    196700                20060501            79.98999786 No MI                                1.00E+17                    2.25               20110401                 12.875                      3                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 ADN1
GII                      G02                                                      232026                1232.64                    360                     359                      6                      0                      0                   0.375                  6.375 Jacksonville           FL                                       32258 PUD                                    232026                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.375                      2                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                    59923.22                 450.76                    360                     358                  7.875                      0                      0                   0.375                   8.25 San Antonio            TX                                       78250 PUD                                     60000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  13.25                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GIII                     G02                                                   356486.62                2042.39                    360                     357                  6.625                      0                      0                    0.25                  6.875 STAFFORD               VA                                       22554 PUD                                    357232                20060401                     80 No MI                                1.00E+17                    3.25               20110301                 11.875                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 ADN1
GIII                     G03                                                      495000                2629.69                    360                     358                  6.125                      0                      0                    0.25                  6.375 FULLERTON              CA                                       92833 Condominium                            495000                20060501            79.98999786 No MI                                1.00E+17                    2.25               20110401                 11.375                      3                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G02                                                   233575.77                1479.04                    360                     358                   6.25                      0                      0                    0.25                    6.5 LONG BEACH             CA                                       90805 Single Family                          234000                20060501            56.38999939 No MI                                1.00E+17                    3.25               20110401                   11.5                      2                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 ADN1
GIII                     G02                                                      472000                2704.17                    360                     357                  6.625                      0                      0                    0.25                  6.875 LOS ANGELES            CA                                       90037 2-4 Family                             472000                20060401                     80 No MI                                1.00E+17                    3.25               20110301                 11.875                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 ADN1
GIII                     G03                                                      428800                2322.67                    360                     358                   6.25                      0                      0                    0.25                    6.5 RANCHO SANTA MARGARITA CA                                       92688 Condominium                            428800                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   11.5                      3                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 ADN1
GI                       G02                                                      324624                2062.72                    360                     358                   7.25                      0                      0                   0.375                  7.625 Hemet                  CA                                       92545 PUD                                    324624                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.625                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                      204000                1168.75                    360                     356                    6.5                      0                      0                   0.375                  6.875 Chandler               AZ                                       85249 PUD                                    204000                20060301                     80 No MI                                1.00E+17                    2.25               20110201                 11.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360201 AFL2
GI                       G02                                                      172500                1167.97                    360                     358                   7.75                      0                      0                   0.375                  8.125 Denver                 CO                                       80224 Single Family                          172500                20060501                     75 No MI                                1.00E+17                    2.25               20110401                 13.125                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      363750                2349.22                    360                     358                  7.375                      0                      0                   0.375                   7.75 Pittsburg              CA                                       94565 Single Family                          363750                20060501                     75 No MI                                1.00E+17                    2.25               20110401                  12.75                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G03                                                      178500                1078.44                    360                     358                  6.875                      0                      0                   0.375                   7.25 West Haven             CT                                        6516 Single Family                          178500                20060501                     70 No MI                                1.00E+17                    2.25               20110401                  12.25                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G03                                                      182050                1099.89                    360                     358                  6.875                      0                      0                   0.375                   7.25 St Petersburg          FL                                       33703 PUD                                    182050                20060501            64.98999786 No MI                                1.00E+17                    2.25               20110401                  12.25                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G03                                                   283490.95                1712.76                    360                     358                  6.875                      0                      0                   0.375                   7.25 Pacoima                CA                                       91331 Single Family                          283500                20060501            55.04999924 No MI                                1.00E+17                    2.25               20110401                  12.25                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      145450                 939.36                    360                     358                  7.375                      0                      0                   0.375                   7.75 Huntersville           NC                                       28078 PUD                                    145450                20060501            79.98999786 No MI                                1.00E+17                    2.25               20110401                  12.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G03                                                   129407.04                 906.18                    360                     358                  7.125                      0                      0                   0.375                    7.5 SAINT LOUIS            MO                                       63111 2-4 Family                             129600                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      195600                1242.87                    360                     358                   7.25                      0                      0                   0.375                  7.625 St Petersburg          FL                                       33703 PUD                                    195600                20060501            64.98999786 No MI                                1.00E+17                    2.25               20110401                 12.625                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      163433                1106.58                    360                     359                   7.75                      0                      0                   0.375                  8.125 San Antonio            TX                                       78254 PUD                                    163433                20060601            69.91999817 No MI                                1.00E+17                    2.25               20110501                 13.125                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      150500                1019.01                    360                     359                   7.75                      0                      0                   0.375                  8.125 San Antonio            TX                                       78238 Single Family                          150500                20060601                     70 No MI                                1.00E+17                    2.25               20110501                 13.125                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      364000                2388.75                    360                     358                    7.5                      0                      0                   0.375                  7.875 Wheaton                MD                                       20902 Single Family                          364000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.875                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      137082                 956.72                    360                     358                      8                      0                      0                   0.375                  8.375 San Antonio            TX                                       78255 PUD                                    137082                20060501                     70 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      311700                2045.53                    360                     358                    7.5                      0                      0                   0.375                  7.875 CLERMONT               FL                                       34711 PUD                                    311700                20060501            79.98000336 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                      303200                1610.75                    360                     358                      6                      0                      0                   0.375                  6.375 Las Vegas              NV                                       89138 Single Family                          303200                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G03                                                       84000                 525.00                    360                     357                  7.125                      0                      0                   0.375                    7.5 Dallas                 TX                                       75241 Single Family                           84000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                   12.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GII                      G01                                                   179368.48                1158.42                    360                     358                  7.375                      0                      0                   0.375                   7.75 PAHRUMP                NV                                       89060 Single Family                          179600                20060501                     80 No MI                                1.00E+17                    2.25               20090401                  13.75                  1.875                       1 First Lien                                    Y                                           36 No_PP                                     360                      36 N                                    20360401 AFL2
GII                      G03                                                   543710.33                3115.01                    360                     357                    6.5                      0                      0                   0.375                  6.875 ROWLEY                 MA                                        1969 Single Family                          544000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 11.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G02                                                      189600                1283.75                    360                     358                   7.75                      0                      0                   0.375                  8.125 ORLANDO                FL                                       32822 Single Family                          189600                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.125                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                       65520                 457.28                    360                     358                      8                      0                      0                   0.375                  8.375 BALTIMORE              MD                                       21213 Single Family                           65520                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G03                                                      672000                4060.00                    360                     356                  6.875                      0                      0                   0.375                   7.25 IRVINE                 CA                                       92606 PUD                                    672000                20060301                     80 No MI                                1.00E+17                    2.25               20110201                  12.25                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360201 AFL2
GI                       G02                                                      262425                1749.50                    360                     357                  7.625                      0                      0                   0.375                      8 DELTONA                FL                                       32738 Single Family                          262425                20060401                     75 No MI                                1.00E+17                    2.25               20110301                     13                      2                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G03                                                      300000                1875.00                    360                     360                  7.125                      0                      0                   0.375                    7.5 Anthem                 AZ                                       85086 Single Family                          300000                20060701                     80 No MI                                1.00E+17                    2.25               20110601                   12.5                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360601 AFL2
GI                       G01                                                      400000                2541.67                    360                     359                   7.25                      0                      0                   0.375                  7.625 Jonestown              TX                                       78645 Condominium                            400000                20060601            78.97000122 No MI                                1.00E+17                    2.25               20110501                 13.625                  2.375                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G03                                                      106400                 720.42                    360                     359                   7.75                      0                      0                   0.375                  8.125 Spring                 TX                                       77381 PUD                                    106400                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 14.125                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G01                                                      160000                 933.33                    360                     360                  6.625                      0                      0                   0.375                      7 Hobe Sound             FL                                       33455 Single Family                          160000                20060701            55.16999817 No MI                                1.00E+17                    2.25               20110601                     13                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GII                      G03                                                      231960                1256.45                    360                     359                  6.125                      0                      0                   0.375                    6.5 Marysville             WA                                       98270 PUD                                    231960                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   12.5                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G01                                                       76800                 440.00                    360                     359                    6.5                      0                      0                   0.375                  6.875 Nashville              TN                                       37216 PUD                                     76800                20060601                     80 No MI                                1.00E+17                    2.75               20110501                 12.875                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G02                                                      120464                 690.16                    360                     357                    6.5                      0                      0                   0.375                  6.875 KATY                   TX                                       77449 Single Family                          120464                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 11.875                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G01                                                      231776                1496.89                    360                     360                  7.375                      0                      0                   0.375                   7.75 Jacksonville           FL                                       32258 PUD                                    231776                20060701                     80 No MI                                1.00E+17                    2.75               20110601                  13.75                  2.375                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GII                      G02                                                   123127.99                 705.42                    360                     357                    6.5                      0                      0                   0.375                  6.875 KATY                   TX                                       77449 PUD                                    123128                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 11.875                  2.375                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360301 AFL2
GIII                     G03                                                      635200                3771.50                    360                     357                  6.875                      0                      0                    0.25                  7.125 DALY CITY              CA                                       94015 Single Family                          635200                20060401                     80 No MI                                1.00E+17                    3.75               20110301                 12.125                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 ADN1
GIII                     G03                                                     1361250                7515.23                    360                     357                  6.375                      0                      0                    0.25                  6.625 PALM DESERT            CA                                       92260 PUD                                   1361250                20060401            52.36000061 No MI                                1.00E+17                    2.25               20110301                 12.625                    3.5                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 ADN1
GIII                     G01                                                      415000                2075.00                    360                     357                   5.75                      0                      0                    0.25                      6 GLENDALE               CA                                       91202 Condominium                            415000                20060401            79.80999756 No MI                                1.00E+17                    2.25               20110301                     12                      2                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 ADN1
GI                       G01                                                      261550                1552.95                    360                     359                   6.75                      0                      0                   0.375                  7.125 Belleville             NJ                                        7109 Condominium                            261550                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.125                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G01                                                       85400                 569.33                    360                     357                   7.26                   0.49                      0                    0.25                      8 BELLEVUE               KY                                       41073 Single Family                           85400                20060401            89.88999939 Republic MIC                         1.00E+17                   2.875               20110301                     14                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 ADN1
GIII                     G02                                                      412000                2231.67                    360                     357                   6.25                      0                      0                    0.25                    6.5 BERMUDA DUNES          CA                                       92203 PUD                                    412000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                   12.5                  2.135                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 ADN1
GIII                     G01                                                      329600                1682.33                    360                     358                  5.875                      0                      0                    0.25                  6.125 HOOD RIVER             OR                                       97031 PUD                                    329600                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.125                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G01                                                      249000                1245.00                    360                     357                   5.75                      0                      0                    0.25                      6 FALLON                 NV                                       89406 Single Family                          249000                20060401            92.56999969 Mortgage Guaranty In                 1.00E+17                    2.25               20110301                     12                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 ADN1
GIII                     G02                                                      272800                1450.31                    360                     357                  6.125                      0                      0                    0.25                  6.375 LAKE ELSINORE          CA                                       92530 Single Family                          273000                20060401                     60 No MI                                1.00E+17                    2.25               20110301                 12.375                      2                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 ADN1
GII                      G02                                                      129216                 740.30                    360                     357                    6.5                      0                      0                   0.375                  6.875 KATY                   TX                                       77449 PUD                                    129216                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 11.875                      2                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360301 AFL2
GIII                     G03                                                      520000                2979.17                    360                     358                  6.625                      0                      0                    0.25                  6.875 CHANDLER               AZ                                       85249 PUD                                    520000                20060501                  79.75 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G03                                                      618750                3287.11                    360                     357                  6.125                      0                      0                    0.25                  6.375 TORRANCE               CA                                       90501 Single Family                          618750                20060401                     75 No MI                                1.00E+17                    2.25               20110301                 12.375                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 ADN1
GIII                     G01                                                   179657.53                 935.72                    360                     357                      6                      0                      0                    0.25                   6.25 LAS VEGAS              NV                                       89147 Single Family                          180000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                  12.25                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 ADN1
GIII                     G01                                                    278106.2                1696.45                    360                     356                  5.875                      0                      0                    0.25                  6.125 LAS VEGAS              NV                                       89141 PUD                                    279200                20060301                     80 No MI                                1.00E+17                   2.625               20110201                 12.125                      2                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360201 ADN1
GI                       G01                                                      256000                1573.33                    360                     357                  7.125                      0                      0                    0.25                  7.375 GLENDALE               AZ                                       85305 Single Family                          256000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 13.375                  2.375                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 ADN1
GIII                     G02                                                      188000                 998.75                    360                     357                  6.125                      0                      0                    0.25                  6.375 BOULDER                CO                                       80301 PUD                                    188000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 12.375                      2                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 ADN1
GIII                     G02                                                   195411.11                1270.73                    360                     357                    6.5                      0                      0                    0.25                   6.75 HERNDON                VA                                       20170 PUD                                    195920                20060401                     80 No MI                                1.00E+17                    2.25               20110301                  12.75                      2                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360301 ADN1
GIII                     G02                                                      350000                2005.21                    360                     357                  6.625                      0                      0                    0.25                  6.875 SANTA ANA              CA                                       92704 Single Family                          350000                20060401            59.83000183 No MI                                1.00E+17                    2.25               20110301                 12.875                      2                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 ADN1
GIII                     G01                                                      364000                1782.08                    360                     357                  5.625                      0                      0                    0.25                  5.875 VALLEJO                CA                                       94591 Single Family                          364000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 11.875                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 ADN1
GIII                     G03                                                    470003.1                2900.03                    360                     358                      6                      0                      0                    0.25                   6.25 WHITTIER               CA                                       90603 Single Family                          471000                20060501                   78.5 No MI                                1.00E+17                    2.25               20110401                  12.25                      2                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G03                                                   391762.53                3014.14                    360                     359                  8.125                      0                      0                   0.375                    8.5 Bloomfield Hills       MI                                       48302 Single Family                          392000                20060601                     70 No MI                                1.00E+17                    2.25               20110501                   13.5                      2                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G02                                                      292000                1703.33                    360                     355                  6.625                      0                      0                   0.375                      7 Phoenix                AZ                                       85018 Single Family                          292000                20060201                     80 No MI                                1.00E+17                    2.75               20110101                     13                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360101 AFL2
GII                      G02                                                   246382.36                1644.63                    360                     356                  6.625                      0                      0                   0.375                      7 Wharton                NJ                                        7885 Single Family                          247200                20060301                     80 No MI                                1.00E+17                    2.25               20110201                     12                  2.375                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360201 AFL2
GIII                     G03                                                      646000                3768.33                    360                     358                   6.57                   0.18                      0                    0.25                      7 PASADENA               CA                                       91107 Single Family                          646000                20060501                     85 PMI                                  1.00E+17                   2.625               20110401                     13                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 ADN1
GIII                     G03                                                      620000                3229.17                    360                     358                      6                      0                      0                    0.25                   6.25 MONUMENT               CO                                       80132 PUD                                    620000                20060501            88.56999969 Republic MIC                         1.00E+17                   2.875               20110401                  12.25                  2.195                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 ADN1
GI                       G01                                                   150357.87                 924.19                    360                     355                  7.125                      0                      0                    0.25                  7.375 TITUSVILLE             FL                                       32796 Single Family                          150400                20060201                     80 No MI                                1.00E+17                    2.25               20110101                 13.375                  2.625                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360101 ADN1
GIII                     G02                                                      160000                 866.67                    360                     356                   6.25                      0                      0                    0.25                    6.5 HENDERSON              NV                                       89015 Single Family                          160000                20060301                     80 No MI                                1.00E+17                    2.75               20110201                   12.5                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360201 ADN1
GIII                     G02                                                      176000                 971.67                    360                     357                  6.375                      0                      0                    0.25                  6.625 LAS VEGAS              NV                                       89121 PUD                                    176000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 12.625                    2.5                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 ADN1
GIII                     G02                                                      192000                1100.00                    360                     357                  6.625                      0                      0                    0.25                  6.875 FORT LAUDERDALE        FL                                       33326 Condominium                            192000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 12.875                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 ADN1
GIII                     G03                                                      750000                4296.88                    360                     358                  6.625                      0                      0                    0.25                  6.875 PHOENIX                AZ                                       85018 Single Family                          750000                20060501                     75 No MI                                1.00E+17                    2.25               20110401                 12.875                      2                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 ADN1
GII                      G02                                                   204799.98                1173.33                    360                     357                    6.5                      0                      0                   0.375                  6.875 Spring                 TX                                       77382 PUD                                    204800                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 11.875                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360301 AFL2
GIII                     G03                                                      520000                2762.50                    360                     358                  6.125                      0                      0                    0.25                  6.375 EAGLE                  CO                                       81631 PUD                                    520000                20060501            72.73000336 No MI                                1.00E+17                    2.25               20110401                 11.375                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G01                                                     1342250                8249.24                    360                     356                  7.125                      0                      0                    0.25                  7.375 BOCA RATON             FL                                       33487 Single Family                         1342250                20060301                     65 No MI                                1.00E+17                    2.25               20110201                 12.375                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360201 ADN1
GIII                     G02                                                      195920                1081.64                    360                     357                  6.375                      0                      0                    0.25                  6.625 HERNDON                VA                                       20170 PUD                                    195920                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 12.625                      2                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 ADN1
GIII                     G01                                                      341000                1562.92                    360                     357                   5.25                      0                      0                    0.25                    5.5 SAN DIEGO              CA                                       92114 Single Family                          341000                20060401                   77.5 No MI                                1.00E+17                    2.25               20110301                   11.5                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 ADN1
GIII                     G03                                                   525317.42                2948.25                    360                     358                  5.125                      0                      0                    0.25                  5.375 CONCORD                CA                                       94521 PUD                                    526500                20060501            75.20999908 No MI                                1.00E+17                    2.25               20110401                 10.375                      2                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G01                                                   390582.43                2034.85                    360                     357                      6                      0                      0                    0.25                   6.25 EDGEWATER              MD                                       21037 PUD                                    390700                20060401            70.91000366 No MI                                1.00E+17                    2.25               20110301                  12.25                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 ADN1
GIII                     G03                                                      420000                2231.25                    360                     357                  6.125                      0                      0                    0.25                  6.375 HENDERSON              NV                                       89052 PUD                                    420000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 12.375                      2                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 ADN1
GIII                     G03                                                      470000                2398.96                    360                     358                  5.875                      0                      0                    0.25                  6.125 SACRAMENTO             CA                                       95835 Single Family                          470000                20060501            67.13999939 No MI                                1.00E+17                    2.25               20110401                 11.125                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G02                                                      272000                1445.00                    360                     358                  6.125                      0                      0                    0.25                  6.375 ATLANTA                GA                                       30309 Condominium                            272000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.375                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G01                                                      170200                1099.21                    360                     358                    7.5                      0                      0                    0.25                   7.75 PORT ST LUCIE          FL                                       34953 Single Family                          170200                20060501            74.98000336 No MI                                1.23E+17                    2.25               20110401                  13.75                      2                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 ADN1
GIII                     G02                                                      244000                1397.92                    360                     357                  6.625                      0                      0                    0.25                  6.875 CERES                  CA                                       95307 Single Family                          244000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 12.875                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 ADN1
GI                       G03                                                      480000                2950.00                    360                     356                      7                      0                      0                   0.375                  7.375 APPLE VALLEY           CA                                       92307 2-4 Family                             480000                20060301                     80 No MI                                1.00E+17                    2.25               20110201                 12.375                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360201 AFL2
GIII                     G02                                                      266000                1551.67                    360                     358                   6.75                      0                      0                    0.25                      7 SEA TAC                WA                                       98198 Single Family                          266000                20060501                     95 United Guaranty                      1.00E+17                    2.25               20110401                     13                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 ADN1
GII                      G02                                                      209484                1156.53                    360                     356                   6.25                      0                      0                   0.375                  6.625 Savannah               GA                                       31405 Single Family                          209484                20060301                     80 No MI                                1.00E+17                    2.25               20110201                 11.625                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360201 AFL2
GI                       G01                                                      579330                3681.16                    360                     357                   7.25                      0                      0                   0.375                  7.625 FREDERICKSBG           VA                                       22405 Single Family                          579330                20060401                     80 No MI                                                            2.25               20110301                 12.625                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GIII                     G03                                                      520000                2979.17                    360                     357                  6.625                      0                      0                    0.25                  6.875 SACRAMENTO             CA                                       95823 Single Family                          520000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 12.875                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 ADN1
GI                       G01                                                       90000                 581.25                    360                     358                    7.5                      0                      0                    0.25                   7.75 BALTIMORE              MD                                       21216 Single Family                           90000                20060501                     75 No MI                                1.00E+17                    2.25               20110401                  13.75                      2                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 ADN1
GIII                     G02                                                   231999.54                1256.66                    360                     358                   6.25                      0                      0                    0.25                    6.5 LAKEVILLE              MN                                       55024 Single Family                          232000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G02                                                   398909.31                2528.27                    360                     357                   6.25                      0                      0                    0.25                    6.5 NORTH OAKS             MN                                       55127 Single Family                          400000                20060401            67.23000336 No MI                                1.00E+17                    2.25               20110301                   12.5                      2                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360301 ADN1
GIII                     G01                                                      223200                1162.50                    360                     358                      6                      0                      0                    0.25                   6.25 TUSCALOOSA             AL                                       35406 PUD                                    223200                20060501            63.77000046 No MI                                1.00E+17                    2.25               20110401                  12.25                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G03                                                      446000                2276.46                    360                     358                  5.875                      0                      0                    0.25                  6.125 EAGLE                  CO                                       81631 PUD                                    446000                20060501            67.37000275 No MI                                1.00E+17                    2.25               20110401                 11.125                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G01                                                      367200                1912.50                    360                     357                      6                      0                      0                    0.25                   6.25 GAINESVILLE            VA                                       20155 PUD                                    367200                20060401                     80 No MI                                1.00E+17                    2.25               20110301                  12.25                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 ADN1
GIII                     G02                                                   307999.46                1732.50                    360                     357                    6.5                      0                      0                    0.25                   6.75 LAS VEGAS              NV                                       89131 PUD                                    308000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                  12.75                      2                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 ADN1
GI                       G01                                                      393150                2498.14                    360                     355                  7.375                      0                      0                    0.25                  7.625 BOLINGBROOK            IL                                       60440 Single Family                          393150                20060201            99.77999878 PMI                                  1.00E+17                     3.5               20110101                 13.625                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360101 ADN1
GIII                     G03                                                   626600.72                3626.64                    360                     355                  5.375                      0                      0                    0.25                  5.625 LAGUNA BEACH           CA                                       92651 Single Family                          630000                20060201            53.84999847 No MI                                1.00E+17                     3.5               20110101                 11.625                      2                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360101 ADN1
GIII                     G02                                                      192000                1140.00                    360                     355                  6.875                      0                      0                    0.25                  7.125 EAGLE                  WI                                       53119 Single Family                          192000                20060201                     80 No MI                                1.00E+17                     3.5               20110101                 13.125                   3.25                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360101 ADN1
GI                       G01                                                       88000                 550.00                    360                     355                   7.25                      0                      0                    0.25                    7.5 RACINE                 WI                                       53402 Single Family                           88000                20060201                     80 No MI                                1.00E+17                     3.5               20110101                   13.5                   3.25                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360101 ADN1
GIII                     G02                                                      336828                1859.57                    360                     358                  6.375                      0                      0                    0.25                  6.625 KAPOLEI                HI                                       96707 Condominium                            336828                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.625                   3.25                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 ADN1
GIII                     G01                                                      121600                 633.33                    360                     357                      6                      0                      0                    0.25                   6.25 WILMINGTON             NC                                       28412 Single Family                          121600                20060401                     80 No MI                                1.00E+17                    2.25               20110301                  12.25                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 ADN1
GIII                     G02                                                      319960                1766.45                    360                     358                  6.375                      0                      0                    0.25                  6.625 AREA OF RESEDA LOS ANGECA                                       91335 Condominium                            319960                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.625                  3.625                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 ADN1
GIII                     G02                                                      173600                 994.58                    360                     358                  6.625                      0                      0                    0.25                  6.875 SURPRISE               AZ                                       85374 PUD                                    173600                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.875                      2                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 ADN1
GIII                     G02                                                      416000                2296.67                    360                     357                  6.375                      0                      0                    0.25                  6.625 RANCHO SANTA MARGARITA CA                                       92688 Condominium                            416000                20060401            75.63999939 No MI                                1.00E+17                    2.25               20110301                 12.625                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 ADN1
GI                       G03                                                   164374.05                1010.22                    360                     356                      7                      0                      0                   0.375                  7.375 SAVANNAH               GA                                       31401 2-4 Family                             164500                20060301                     70 No MI                                1.00E+17                    2.25               20110201                 12.375                      2                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360201 AFL2
GI                       G02                                                      261600                1853.00                    360                     357                  8.125                      0                      0                   0.375                    8.5 Gilbert                AZ                                       85297 PUD                                    261600                20060401                     80 No MI                                                            2.25               20110301                   13.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GI                       G01                                                      216800                1377.58                    360                     359                   7.25                      0                      0                   0.375                  7.625 Las Vegas              NV                                       89156 Single Family                          216800                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.625                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G02                                                      304000                1615.00                    360                     360                      6                      0                      0                   0.375                  6.375 Compton                CA                                       90221 Single Family                          304000                20060701                     80 No MI                                1.00E+17                    2.25               20110601                 11.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GI                       G03                                                      221250                1359.77                    360                     359                      7                      0                      0                   0.375                  7.375 Las Vegas              NV                                       89107 Single Family                          221250                20060601                     75 No MI                                1.00E+17                    2.25               20110501                 12.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GIII                     G03                                                   219028.99                 958.25                    360                     358                      5                      0                      0                    0.25                   5.25 LAKE ELSINORE          CA                                       92532 Condominium                            219029                20060501                     80 No MI                                1.00E+17                       3               20110401                  10.25                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 ADN1
GI                       G02                                                    77194.38                 498.55                    360                     358                  7.375                      0                      0                   0.375                   7.75 Conyers                GA                                       30013 Single Family                           77200                20060501                     80 No MI                                1.00E+17                    2.25               20130401                  12.75                   2.75                       1 First Lien                                    Y                                           84 Prepay                                    360                      84 N                                    20360401 AFL2
GIII                     G01                                                      289316                1506.85                    360                     359                      6                      0                      0                    0.25                   6.25 PUYALLUP               WA                                       98375 PUD                                    289316                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  11.25                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G02                                                      295759                1602.03                    360                     358                   6.25                      0                      0                    0.25                    6.5 INDIO                  CA                                       92203 Single Family                          295759                20060501                     80 No MI                                1.00E+17                       3               20110401                   11.5                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 ADN1
GIII                     G01                                                      284000                1479.17                    360                     359                      6                      0                      0                    0.25                   6.25 CONCORD                CA                                       94521 Condominium                            284000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.25                   2.75                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G02                                                      208000                1148.33                    360                     358                  6.375                      0                      0                    0.25                  6.625 SURPRISE               AZ                                       85379 PUD                                    208000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.625                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G01                                                      408000                2040.00                    360                     359                   5.75                      0                      0                    0.25                      6 SAN JOSE               CA                                       95129 Condominium                            408000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     12                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G02                                                      216000                1192.50                    360                     359                  6.375                      0                      0                    0.25                  6.625 LAS VEGAS              NV                                       89119 Single Family                          216000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.625                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G01                                                      203200                1058.33                    360                     360                      6                      0                      0                    0.25                   6.25 PEMBROKE PINES         FL                                       33025 Condominium                            203200                20060701                     80 No MI                                1.00E+17                    2.25               20110601                  11.25                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360601 ADN1
GIII                     G02                                                      165600                 948.75                    360                     359                  6.625                      0                      0                    0.25                  6.875 EL MIRAGE              AZ                                       85335 PUD                                    165600                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.875                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G01                                                    163922.8                1236.26                    360                     356                  7.875                      0                      0                    0.25                  8.125 PORT CHARLOTTE         FL                                       33954 Single Family                          166500                20060301                     90 PMI                                  1.00E+17                   2.875               20110201                 14.125                      2                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360201 ADN1
GI                       G02                                                       90300                 583.19                    360                     358                  7.375                      0                      0                   0.375                   7.75 Phoenix                AZ                                       85009 Single Family                           90300                20060501                     70 No MI                                1.00E+17                    2.25               20110401                  12.75                  2.625                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GIII                     G02                                                      228400                1213.38                    360                     360                  6.125                      0                      0                    0.25                  6.375 SEATTLE                WA                                       98119 Condominium                            228400                20060701                     80 No MI                                1.00E+17                    2.25               20110601                 11.375                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360601 ADN1
GIII                     G03                                                      616000                3336.67                    360                     356                   6.25                      0                      0                    0.25                    6.5 BENICIA                CA                                       94510 Single Family                          616000                20060301                     80 No MI                                1.00E+17                    2.75               20110201                   12.5                      2                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360201 ADN1
GII                      G01                                                      287117                1585.13                    360                     358                   6.25                      0                      0                   0.375                  6.625 INDIO                  CA                                       92203 PUD                                    287117                20060501                     75 No MI                                1.00E+17                    2.25               20090401                 12.625                    2.5                       1 First Lien                                    Y                                          120 Prepay                                    360                      36 N                                    20360401 AFL2
GIII                     G02                                                      127500                 757.03                    360                     360                  6.875                      0                      0                    0.25                  7.125 CLEVELAND              OH                                       44113 Single Family                          127500                20060701                     75 No MI                                1.00E+17                    2.25               20110601                 12.125                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360601 ADN1
GIII                     G02                                                      321500                1742.54                    360                     357                   6.25                      0                      0                    0.25                    6.5 GARDEN GROVE           CA                                       92844 PUD                                    321900                20060401            69.98999786 No MI                                1.00E+17                    2.25               20110301                   12.5                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 ADN1
GI                       G01                                                      152000                 918.33                    360                     360                      7                      0                      0                    0.25                   7.25 SAINT PETERSBURG       FL                                       33714 Single Family                          152000                20060701                     80 No MI                                1.00E+17                    2.25               20110601                  12.25                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360601 ADN1
GIII                     G03                                                      650000                3723.96                    360                     358                  6.625                      0                      0                    0.25                  6.875 DENVER                 CO                                       80206 Single Family                          650000                20060501            67.01000214 No MI                                1.00E+17                    2.25               20110401                 11.875                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 ADN1
GIII                     G02                                                      132000                 728.75                    360                     360                  6.375                      0                      0                    0.25                  6.625 BOISE                  ID                                       83709 PUD                                    132000                20060701                     80 No MI                                1.00E+17                    2.25               20110601                 11.625                      2                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 ADN1
GI                       G01                                                      250000                1328.13                    360                     352                      6                      0                      0                   0.375                  6.375 Hobe Sound             FL                                       33455 PUD                                    250000                20051101            32.88999939 No MI                                1.00E+17                    2.25               20121001                 11.375                      2                       1 First Lien                                    Y                                           84 No_PP                                     360                      84 N                                    20351001 AFL2
GIII                     G02                                                   412052.71                2234.38                    360                     357                   6.25                      0                      0                    0.25                    6.5 REDDING                CA                                       96003 Single Family                          412500                20060401                     75 No MI                                1.00E+17                    2.25               20110301                   12.5                      2                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 ADN1
GI                       G01                                                      152000                 965.83                    360                     360                  7.375                      0                      0                    0.25                  7.625 BOISE                  ID                                       83716 PUD                                    152000                20060701            70.05000305 No MI                                1.00E+17                    2.25               20110601                 12.625                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360601 ADN1
GI                       G03                                                      172000                1218.33                    360                     360                  8.125                      0                      0                   0.375                    8.5 PHOENIX                AZ                                       85020 Single Family                          172000                20060701                     80 No MI                                1.00E+17                    2.25               20110601                   13.5                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GIII                     G02                                                      207200                1230.25                    360                     357                  6.875                      0                      0                    0.25                  7.125 LAS VEGAS              NV                                       89129 PUD                                    207200                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 12.125                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 ADN1
GIII                     G02                                                      224120                1260.68                    360                     360                    6.5                      0                      0                    0.25                   6.75 TEMECULA               CA                                       92592 Condominium                            224120                20060701                     80 No MI                                1.00E+17                    2.25               20110601                  11.75                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360601 ADN1
GI                       G01                                                   103279.43                 741.49                    360                     357                    7.5                      0                      0                    0.25                   7.75 WINTER HAVEN           FL                                       33881 Single Family                          103500                20060401                     90 PMI                                  1.00E+17                   2.875               20110301                  13.75                      2                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360301 ADN1
GI                       G02                                                      172250                1094.51                    360                     360                   7.25                      0                      0                   0.375                  7.625 Arnold                 MO                                       63010 2-4 Family                             172250                20060701                     65 No MI                                1.00E+17                    2.25               20110601                 12.625                  2.625                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GIII                     G03                                                     1000000                5729.17                    360                     358                  6.625                      0                      0                    0.25                  6.875 LOS ANGELES            CA                                       90034 Single Family                         1000000                20060501            61.34999847 No MI                                1.00E+17                    2.25               20110401                 11.875                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G01                                                      196000                1184.17                    360                     360                      7                      0                      0                    0.25                   7.25 SEATTLE                WA                                       98146 Single Family                          196000                20060701                     80 No MI                                1.00E+17                    2.25               20110601                  12.25                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360601 ADN1
GI                       G01                                                      800000                5083.33                    360                     358                  7.375                      0                      0                    0.25                  7.625 PALO ALTO              CA                                       94303 Single Family                          800000                20060501            78.43000031 No MI                                1.00E+17                    2.25               20110401                 12.625                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G02                                                   199239.79                1295.90                    360                     357                    6.5                      0                      0                    0.25                   6.75 WINTER HAVEN           FL                                       33881 PUD                                    199800                20060401            79.98999786 No MI                                1.00E+17                   2.875               20110301                  12.75                      2                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360301 ADN1
GIII                     G02                                                      223955                1213.09                    360                     356                   6.25                      0                      0                    0.25                    6.5 TAYLOR                 AZ                                       85939 Single Family                          223955                20060301            94.40000153 United Guaranty                      1.00E+17                    2.25               20110201                   12.5                  2.625                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360201 ADN1
GI                       G01                                                   178090.01                1232.86                    360                     357                  7.125                      0                      0                    0.25                  7.375 CLARKSTON              MI                                       48348 Single Family                          178500                20060401                    100 PMI                                  1.00E+17                   2.875               20110301                 13.375                      2                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360301 ADN1
GI                       G01                                                      249210                1713.32                    360                     359                   7.33                   0.67                      0                    0.25                   8.25 PALM COAST             FL                                       32164 Single Family                          249210                20060601                     90 Republic MIC                         1.00E+17                   3.125               20110501                  13.25                  2.625                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GIII                     G03                                                      791110                4120.36                    360                     358                      6                      0                      0                    0.25                   6.25 REDWOOD CITY           CA                                       94065 Condominium                            791110                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  11.25                  2.205                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G03                                                      199200                1245.00                    360                     358                  7.125                      0                      0                   0.375                    7.5 Las Vegas              NV                                       89104 Single Family                          199200                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.855                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GIII                     G02                                                      268000                1507.50                    360                     356                    6.5                      0                      0                    0.25                   6.75 KAPAA                  HI                                       96746 Single Family                          268000                20060301            55.36999893 No MI                                1.00E+17                    2.25               20110201                  11.75                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360201 ADN1
GIII                     G03                                                      845000                4313.02                    360                     358                  5.875                      0                      0                    0.25                  6.125 NEW YORK               NY                                       10014 Condominium                            845000                20060501            70.41999817 No MI                                1.00E+17                    2.25               20110401                 11.125                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G01                                                   251261.45                1531.18                    360                     357                  5.875                      0                      0                    0.25                  6.125 ORLANDO                FL                                       32825 PUD                                    252000                20060401                     80 No MI                                1.00E+17                   2.875               20110301                 12.125                      2                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360301 ADN1
GI                       G01                                                   303301.77                2099.65                    360                     357                  6.505                   0.62                      0                    0.25                  7.375 HENDERSON              NV                                       89014 Single Family                          304000                20060401                     95 GE Capital MI                        1.00E+17                   3.125               20110301                 12.375                  2.625                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360301 ADN1
GI                       G01                                                    58390.16                 444.64                    360                     357                  7.375                   0.75                      0                    0.25                  8.375 SURPRISE               AZ                                       85374 Condominium                             58500                20060401                     90 PMI                                  1.00E+17                   2.875               20110301                 14.375                  2.255                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360301 ADN1
GIII                     G03                                                      503950                2729.73                    360                     358                   6.25                      0                      0                    0.25                    6.5 OAK PARK               CA                                       91377 Condominium                            503950                20060501            79.98999786 No MI                                1.00E+17                    2.25               20110401                   11.5                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 ADN1
GIII                     G02                                                      212000                1192.50                    360                     357                    6.5                      0                      0                    0.25                   6.75 VANCOUVER              WA                                       98684 Single Family                          212000                20060401                     80 No MI                                1.00E+17                    2.75               20110301                  12.75                      2                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 ADN1
GII                      G02                                                   287913.06                1559.53                    360                     358                  6.125                      0                      0                   0.375                    6.5 LAKE HAVASU CITY       AZ                                       86403 Single Family                          287920                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   11.5                    2.5                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 WALN
GI                       G01                                                      545000                3406.25                    360                     358                   7.25                      0                      0                    0.25                    7.5 BLUFFDALE              UT                                       84065 Single Family                          545000                20060501            72.27999878 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G01                                                      158400                 990.00                    360                     359                  7.125                      0                      0                   0.375                    7.5 CHANDLER               AZ                                       85225 Single Family                          158400                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   12.5                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G01                                                   110785.35                 757.59                    360                     357                   6.47                   0.53                      0                    0.25                   7.25 MILTON                 FL                                       32570 Single Family                          111055                20060401                     95 PMI                                  1.00E+17                   2.875               20110301                  13.25                      2                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360301 ADN1
GI                       G02                                                   173416.43                1138.05                    360                     358                    7.5                      0                      0                   0.375                  7.875 JACKSONVILLE           FL                                       32224 PUD                                    173420                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.875                  2.095                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G03                                                      104000                 650.00                    360                     358                  7.125                      0                      0                   0.375                    7.5 Richmond               VA                                       23231 Single Family                          104000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 WALN
GI                       G01                                                   150692.55                1187.56                    360                     357                   7.65                   0.85                      0                    0.25                   8.75 ORLANDO                FL                                       32835 Condominium                            150955                20060401                     95 PMI                                  1.00E+17                   2.875               20110301                  14.75                  1.875                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360301 ADN1
GIII                     G02                                                    70030.58                 472.95                    360                     357                  6.875                      0                      0                    0.25                  7.125 MELBOURNE              FL                                       32935 Condominium                             70200                20060401                     90 PMI                                  1.00E+17                   2.875               20110301                 13.125                  1.775                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360301 ADN1
GII                      G03                                                      305250                1844.22                    360                     356                  6.875                      0                      0                   0.375                   7.25 SUNRISE                FL                                       33326 PUD                                    305250                20060301                     75 No MI                                1.00E+17                    2.25               20110201                  12.25                  2.625                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360201 AFL2
GI                       G02                                                      110400                 848.88                    360                     360                  8.125                      0                      0                   0.375                    8.5 BRADENTON              FL                                       34208 Single Family                          110400                20060701                     80 No MI                                1.00E+17                    2.25               20110601                   13.5                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360601 AFL2
GII                      G02                                                      176000                 990.00                    360                     356                  6.375                      0                      0                   0.375                   6.75 AURORA                 CO                                       80018 PUD                                    176000                20060301                     80 No MI                                1.00E+17                    2.25               20110201                  12.75                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360201 AFL2
GI                       G03                                                      212000                1325.00                    360                     360                  7.125                      0                      0                   0.375                    7.5 PHOENIX                AZ                                       85015 2-4 Family                             212000                20060701                     80 No MI                                1.00E+17                    2.25               20110601                   12.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GI                       G02                                                      182000                1213.33                    360                     360                  7.625                      0                      0                   0.375                      8 GILBERT                AZ                                       85296 PUD                                    182000                20060701                     70 No MI                                1.00E+17                    2.25               20110601                     13                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GII                      G03                                                      116560                 795.14                    360                     360                  6.875                      0                      0                   0.375                   7.25 TEMPE                  AZ                                       85253 PUD                                    116560                20060701                     62 No MI                                1.00E+17                    2.25               20110601                  12.25                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360601 AFL2
GI                       G01                                                      368147                2772.17                    360                     357                   7.13                   0.87                      0                    0.25                   8.25 CELEBRATION            FL                                       34747 Condominium                            369000                20060401            88.91999817 PMI                                  1.00E+17                   2.875               20110301                  14.25                      2                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360301 ADN1
GI                       G02                                                      188800                1239.00                    360                     358                    7.5                      0                      0                   0.375                  7.875 WINDSOR MILL           MD                                       21244 Single Family                          188800                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.755                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 WALN
GI                       G01                                                   126162.07                1062.42                    360                     357                   7.99                   1.26                      0                    0.25                    9.5 DESTIN                 FL                                       32541 Condominium                            126350                20060401                     95 PMI                                  1.00E+17                   2.875               20110301                   15.5                      2                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360301 ADN1
GII                      G02                                                      110632                 633.83                    360                     358                    6.5                      0                      0                   0.375                  6.875 SAN ANTONIO            TX                                       78232 PUD                                    110632                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.875                  1.365                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G01                                                      177100                1106.88                    360                     360                  7.125                      0                      0                   0.375                    7.5 SURPRISE               AZ                                       85374 PUD                                    177100                20060701                     70 No MI                                1.00E+17                    2.25               20110601                   12.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GIII                     G02                                                      334400                1915.83                    360                     357                  6.625                      0                      0                    0.25                  6.875 EL SOBRANTE            CA                                       94803 Single Family                          334400                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 12.875                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 ADN1
GI                       G01                                                      117520                 734.50                    360                     358                   7.25                      0                      0                    0.25                    7.5 MIAMI                  FL                                       33165 Condominium                            117520                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   13.5                      2                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 ADN1
GIII                     G03                                                      453859                2600.23                    360                     357                  6.625                      0                      0                    0.25                  6.875 HOSCHTON               GA                                       30548 PUD                                    453859                20060401                     80 No MI                                1.00E+17                    3.25               20110301                 11.875                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 ADN1
GI                       G01                                                      116000                 725.00                    360                     357                   7.25                      0                      0                    0.25                    7.5 NORCROSS               GA                                       30093 Single Family                          116000                20060401                     80 No MI                                1.00E+17                    3.25               20110301                   12.5                      3                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 ADN1
GII                      G02                                                      164844                 910.08                    360                     358                   6.25                      0                      0                   0.375                  6.625 RIVERVIEW              FL                                       33569 PUD                                    164844                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.625                      3                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GIII                     G03                                                      604000                3460.42                    360                     357                  6.625                      0                      0                    0.25                  6.875 FALLS CHURCH           VA                                       22042 Single Family                          604000                20060401                     80 No MI                                1.00E+17                    3.25               20110301                 11.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 ADN1
GIII                     G02                                                   180441.47                1188.38                    360                     357                  6.625                      0                      0                    0.25                  6.875 BUFORD                 GA                                       30519 PUD                                    180900                20060401            79.97000122 No MI                                1.00E+17                    3.25               20110301                 11.875                      3                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360301 ADN1
GI                       G02                                                      328982                2227.48                    360                     358                   7.75                      0                      0                   0.375                  8.125 LAS VEGAS              NV                                       89131 Single Family                          328982                20060501                     80 No MI                                                            2.25               20110401                 13.125                      3                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GIII                     G02                                                      299900                1655.70                    360                     358                  6.375                      0                      0                    0.25                  6.625 RENTON                 WA                                       98059 Single Family                          299900                20060501            79.98999786 No MI                                1.00E+17                    3.25               20110401                 11.625                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 ADN1
GIII                     G02                                                    239516.3                1576.63                    360                     358                  6.625                      0                      0                    0.25                  6.875 WOODBRIDGE             VA                                       22193 PUD                                    240000                20060501                     80 No MI                                1.00E+17                    3.25               20110401                 11.875                      3                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 ADN1
GI                       G03                                                      208000                1278.33                    360                     356                      7                      0                      0                   0.375                  7.375 MC KINNEY              TX                                       75070 PUD                                    208000                20060301                     80 No MI                                1.00E+17                    2.25               20110201                 12.375                      3                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360201 AFL2
GI                       G02                                                      105520                 736.44                    360                     358                      8                      0                      0                   0.375                  8.375 BOWMONT                ID                                       83686 Single Family                          105520                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                    58129.62                 412.64                    360                     356                   7.25                      0                      0                   0.375                  7.625 Detroit                MI                                       48227 2-4 Family                              58300                20060301            69.90000153 No MI                                1.00E+17                    2.25               20110201                 12.625                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360201 AFL2
GI                       G03                                                   314710.71                2203.79                    360                     358                  7.125                      0                      0                   0.375                    7.5 HENDERSON              NV                                       89015 PUD                                    315180                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                    86652.12                 621.67                    360                     358                  7.375                      0                      0                   0.375                   7.75 HOUSTON                TX                                       77067 Single Family                           86775                20060501                     65 No MI                                1.00E+17                    2.25               20110401                  12.75                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                      134232                 769.04                    360                     358                    6.5                      0                      0                   0.375                  6.875 ATLANTA                GA                                       30331 Single Family                          134232                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G03                                                      581248                3330.07                    360                     358                    6.5                      0                      0                   0.375                  6.875 EL DORADO HILLS        CA                                       95762 PUD                                    581248                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      100100                 646.48                    360                     358                  7.375                      0                      0                   0.375                   7.75 Barstow                CA                                       92311 Single Family                          100100                20060501                     70 No MI                                1.00E+17                    2.25               20110401                  12.75                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      140625                 937.50                    360                     359                  7.625                      0                      0                   0.375                      8 CENTENNIAL             CO                                       80015 PUD                                    140625                20060601                     75 No MI                                1.00E+17                    2.25               20110501                     13                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      260000                1841.67                    360                     359                  8.125                      0                      0                   0.375                    8.5 Fitchburg              MA                                        1420 2-4 Family                             260000                20060601                     80 No MI                                                            2.25               20110501                   13.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G03                                                      219000                1300.31                    360                     359                   6.75                      0                      0                   0.375                  7.125 LOUISVILLE             KY                                       40223 Single Family                          219000                20060601            64.59999847 No MI                                1.00E+17                    2.25               20110501                 12.125                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G03                                                      464336                2660.26                    360                     358                  6.625                      0                      0                    0.25                  6.875 Lake Elsinore          CA                                       92532 Single Family                          464336                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.875                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                      235200                1347.50                    360                     359                  6.625                      0                      0                    0.25                  6.875 Woodbridge             VA                                       22193 PUD                                    235200                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.875                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      212250                1481.33                    360                     359                      8                      0                      0                   0.375                  8.375 San Bernardino         CA                                       92404 Single Family                          212250                20060601                     75 No MI                                1.00E+17                    2.25               20110501                 13.375                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G01                                                      248000                1798.17                    360                     360                    7.5                      0                      0                   0.375                  7.875 Buckeye Lake           OH                                       43008 2-4 Family                             248000                20060701                     80 No MI                                                            2.25               20110601                 12.875                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360601 AFL2
GI                       G03                                                      432000                2655.00                    360                     360                  7.125                      0                      0                    0.25                  7.375 Canyon Country         CA                                       91351 PUD                                    432000                20060701                     80 No MI                                1.00E+17                    2.25               20110601                 12.375                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360601 AFL2
GI                       G03                                                      153100                 956.88                    360                     359                  7.125                      0                      0                   0.375                    7.5 PORT ST LUCIE          FL                                       34952 Single Family                          153100                20060601            79.98999786 No MI                                1.00E+17                    2.25               20110501                   12.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G03                                                       64800                 398.25                    360                     360                      7                      0                      0                   0.375                  7.375 MOUNT AIRY             NC                                       27030 Single Family                           64800                20060701                     80 No MI                                1.00E+17                    2.25               20110601                 13.375                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GI                       G02                                                      259199                1754.99                    360                     359                   7.75                      0                      0                   0.375                  8.125 Hyattsville            MD                                       20783 Single Family                          259199                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 14.125                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G03                                                      400000                2416.67                    360                     359                  6.875                      0                      0                   0.375                   7.25 Las Vegas              NV                                       89148 PUD                                    400000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G03                                                      195000                1178.13                    360                     359                  6.875                      0                      0                   0.375                   7.25 Avondale               AZ                                       85323 PUD                                    195000                20060601                     65 No MI                                1.00E+17                    2.25               20110501                  12.25                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 WALN
GII                      G02                                                   119891.52                 758.48                    360                     359                  6.125                      0                      0                   0.375                    6.5 Mount Vernon           NY                                       10553 Single Family                          120000                20060601                     25 No MI                                1.00E+17                    2.25               20110501                   11.5                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G03                                                      236000                1401.25                    360                     359                   6.75                      0                      0                   0.375                  7.125 Glendale               AZ                                       85303 PUD                                    236000                20060601            74.91999817 No MI                                1.00E+17                    2.25               20110501                 12.125                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 WALN
GI                       G02                                                    93671.74                 712.42                    360                     359                      8                      0                      0                   0.375                  8.375 RICHARDSON             TX                                       75080 Single Family                           93730                20060601                     70 No MI                                1.00E+17                    2.25               20110501                 13.375                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      152000                 997.50                    360                     360                    7.5                      0                      0                   0.375                  7.875 Tampa                  FL                                       33647 PUD                                    152000                20060701                     80 No MI                                1.00E+17                    2.25               20110601                 12.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GI                       G02                                                      164000                1042.08                    360                     360                   7.25                      0                      0                   0.375                  7.625 Decatur                GA                                       30034 Single Family                          164000                20060701                     80 No MI                                1.00E+17                    2.25               20110601                 12.625                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GI                       G02                                                      184000                1226.67                    360                     359                  7.625                      0                      0                   0.375                      8 RICHMOND               VA                                       23237 Single Family                          184000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     13                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                   207849.46                1472.21                    360                     359                   7.25                      0                      0                   0.375                  7.625 Egg Harbor Twp         NJ                                        8234 Single Family                          208000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.625                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G02                                                      367500                2105.47                    360                     356                    6.5                      0                      0                   0.375                  6.875 Lutz                   FL                                       33549 PUD                                    367500                20060301                     75 No MI                                1.00E+17                    2.25               20110201                 11.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360201 AFL2
GII                      G03                                                      486400                2786.67                    360                     360                  6.625                      0                      0                    0.25                  6.875 Camarillo              CA                                       93010 Single Family                          486400                20060701                     80 No MI                                1.00E+17                    2.25               20110601                 11.875                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360601 AFL2
GI                       G02                                                      285600                1993.25                    360                     357                      8                      0                      0                   0.375                  8.375 Perris                 CA                                       92571 Single Family                          285600                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 13.375                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360301 AFL2
GI                       G03                                                      318660                1991.63                    360                     357                  7.125                      0                      0                   0.375                    7.5 Orange Park            FL                                       32065 PUD                                    318660                20060401                     80 No MI                                1.00E+17                    2.25               20110301                   12.5                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360301 AFL2
GI                       G02                                                      172000                1092.92                    360                     358                   7.25                      0                      0                   0.375                  7.625 CORAL SPRINGS          FL                                       33065 Condominium                            172000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.625                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G01                                                   219999.99                1329.17                    360                     355                  6.875                      0                      0                   0.375                   7.25 Coral Springs          FL                                       33067 PUD                                    220000                20060201            63.77000046 No MI                                1.00E+17                    2.25               20090101                  13.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      36 N                                    20360101 AFL2
GI                       G02                                                   350103.43                2261.08                    360                     358                  7.375                      0                      0                   0.375                   7.75 MARANA                 AZ                                       85653 PUD                                    350104                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G03                                                      224330                1355.33                    360                     357                  6.875                      0                      0                   0.375                   7.25 MARICOPA               AZ                                       85239 PUD                                    224330                20060401                     80 No MI                                1.00E+17                    2.25               20110301                  12.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G02                                                    90287.22                 687.11                    360                     358                      8                      0                      0                   0.375                  8.375 Hyattsville            MD                                       20784 Condominium                             90400                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      344508                2189.06                    360                     359                   7.25                      0                      0                   0.375                  7.625 MARANA                 AZ                                       85653 PUD                                    344508                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.625                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G02                                                      364000                1971.67                    360                     358                  6.125                      0                      0                   0.375                    6.5 CHINO HILLS            CA                                       91709 Single Family                          364000                20060501                     80 No MI                                                            2.25               20110401                   11.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 WALN
GI                       G02                                                      304000                2121.67                    360                     358                      8                      0                      0                   0.375                  8.375 Maricopa               AZ                                       85239 PUD                                    304000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                      279419                1542.63                    360                     357                   6.25                      0                      0                   0.375                  6.625 ORANGE PARK            FL                                       32065 Single Family                          279419                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 11.625                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G02                                                      256550                1656.89                    360                     358                  7.375                      0                      0                   0.375                   7.75 HAGERSTOWN             MD                                       21740 PUD                                    256550                20060501            79.98999786 No MI                                1.00E+17                    2.25               20110401                  12.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      124000                 865.42                    360                     359                      8                      0                      0                   0.375                  8.375 LOUISVILLE             KY                                       40216 2-4 Family                             124000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G01                                                     1625000               10325.52                    360                     359                   7.25                      0                      0                   0.375                  7.625 DESTIN                 FL                                       32541 PUD                                   1625000                20060601                     65 No MI                                1.00E+17                    2.25               20110501                 12.625                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G03                                                     1151250                7075.39                    360                     359                      7                      0                      0                   0.375                  7.375 Phoenix                AZ                                       85048 PUD                                   1151250                20060601                     75 No MI                                1.00E+17                    2.25               20110501                 12.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G01                                                      710496                5032.68                    360                     359                  8.125                      0                      0                   0.375                    8.5 FREDERICK              MD                                       21704 PUD                                    710496                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   13.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G03                                                   214340.81                1499.82                    360                     359                  7.125                      0                      0                   0.375                    7.5 EGG HARBOR TOWNSHIP    NJ                                        8234 PUD                                    214500                20060601            63.09000015 No MI                                1.00E+17                    2.25               20110501                   12.5                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 AFL2
GIII                     G01                                                      163000                 831.98                    360                     359                  5.875                      0                      0                    0.25                  6.125 COLUMBUS               OH                                       43201 Single Family                          163000                20060601            52.40999985 No MI                                1.00E+17                    2.25               20110501                 11.125                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G02                                                      268500                1370.47                    360                     358                   5.75                      0                      0                   0.375                  6.125 Ontario                CA                                       91764 2-4 Family                             268500                20060501            52.13999939 No MI                                1.00E+17                   2.375               20080401                 11.125                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      24 N                                    20360401 AFL2
GIII                     G02                                                      160000                 833.33                    360                     359                      6                      0                      0                    0.25                   6.25 SAN ANTONIO            TX                                       78248 Single Family                          160000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  11.25                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G01                                                      910000                5403.13                    360                     358                   6.75                      0                      0                   0.375                  7.125 Bermuda Dunes          CA                                       92203 Single Family                          910000                20060501            75.20999908 No MI                                1.00E+17                       4               20080401                 12.125                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      24 N                                    20360401 AFL2
GII                      G03                                                      211804                1279.65                    360                     355                  6.875                      0                      0                   0.375                   7.25 SURPRISE               AZ                                       85379 PUD                                    211804                20060201                     80 No MI                                1.00E+17                    2.25               20110101                  12.25                  3.625                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360101 AFL2
GI                       G02                                                   215847.55                1547.45                    360                     359                  7.375                      0                      0                   0.375                   7.75 Avondale               AZ                                       85323 PUD                                    216000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.75                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G01                                                       74000                 470.21                    360                     360                  7.375                      0                      0                    0.25                  7.625 STOW                   OH                                       44224 Single Family                           74000                20060701            59.68000031 No MI                                1.00E+17                    2.25               20110601                 12.625                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360601 ADN1
GII                      G03                                                      850000                4869.79                    360                     359                    6.5                      0                      0                   0.375                  6.875 LAKEWOOD               CA                                       90712 PUD                                    850000                20060601            51.83000183 No MI                                1.00E+17                    2.25               20110501                 11.875                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G01                                                      668640                4318.30                    360                     359                  7.375                      0                      0                   0.375                   7.75 COEUR D ALENE          ID                                       83814 PUD                                    668640                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.75                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G02                                                      151700                 884.92                    360                     358                  6.625                      0                      0                   0.375                      7 Snellville             GA                                       30039 PUD                                    151700                20060501                     80 No MI                                1.00E+17                    2.25               20110401                     12                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G01                                                      355000                2181.77                    360                     359                  7.125                      0                      0                    0.25                  7.375 CHICAGO                IL                                       60614 Condominium                            355000                20060601            78.88999939 No MI                                1.00E+17                    2.25               20110501                 12.375                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GII                      G03                                                      338560                2045.47                    360                     357                  6.875                      0                      0                   0.375                   7.25 WITTMANN               AZ                                       85361 Single Family                          338560                20060401                     80 No MI                                1.00E+17                    2.25               20110301                  13.25                      2                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GII                      G02                                                      314000                1700.83                    360                     359                  6.125                      0                      0                   0.375                    6.5 Paso Robles            CA                                       93446 PUD                                    314000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   11.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G02                                                   291997.23                1672.90                    360                     356                    6.5                      0                      0                   0.375                  6.875 Orlando                FL                                       32828 PUD                                    292000                20060301                     80 No MI                                1.00E+17                    2.25               20110201                 12.875                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360201 AFL2
GII                      G03                                                      719200                4045.50                    360                     359                  6.375                      0                      0                   0.375                   6.75 SPARTA TOWNSHIP        NJ                                        7871 Single Family                          719200                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  11.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G02                                                      230000                1341.67                    360                     359                  6.625                      0                      0                   0.375                      7 Yuma                   AZ                                       85364 Single Family                          230000                20060601            74.19000244 No MI                                1.00E+17                    2.25               20110501                     12                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 WALN
GI                       G03                                                   525386.67                3651.43                    360                     352                      7                      0                      0                   0.375                  7.375 MIAMI BEACH            FL                                       33139 Condominium                            528675                20051101                     75 No MI                                1.00E+17                    2.25               20101001                 12.375                  1.875                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20351001 AFL2
GI                       G02                                                      382900                2512.78                    360                     359                    7.5                      0                      0                   0.375                  7.875 FRED                   VA                                       22407 PUD                                    382900                20060601            79.98999786 No MI                                1.00E+17                    2.25               20110501                 12.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G01                                                     1000000                6979.17                    360                     358                      8                      0                      0                   0.375                  8.375 Telluride              CO                                       81435 PUD                                   1000000                20060501            78.43000031 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G03                                                      113600                 804.67                    360                     360                  8.125                      0                      0                   0.375                    8.5 Denver                 CO                                       80205 Single Family                          113600                20060701                     80 No MI                                1.00E+17                    2.25               20110601                   13.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GI                       G01                                                     1000000                6458.33                    360                     358                  7.375                      0                      0                   0.375                   7.75 RANCHO MIRAGE          CA                                       92270 PUD                                   1000000                20060501            72.98999786 No MI                                1.00E+17                    2.25               20110401                  12.75                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G01                                                     1275000                8500.00                    360                     359                  7.625                      0                      0                   0.375                      8 Bakersfield            CA                                       93311 PUD                                   1275000                20060601                     75 No MI                                1.00E+17                    2.25               20110501                     13                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G03                                                     1000000                5729.17                    360                     359                    6.5                      0                      0                   0.375                  6.875 Petaluma               CA                                       94952 Single Family                         1000000                20060601            61.72999954 No MI                                                            2.25               20110501                 12.875                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G03                                                      534400                3117.33                    360                     359                  6.625                      0                      0                   0.375                      7 WOODBRIDGE             VA                                       22191 Single Family                          534400                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     12                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G03                                                      256000                1600.00                    360                     358                  7.125                      0                      0                   0.375                    7.5 Bakersfield            CA                                       93312 Single Family                          256000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G03                                                      105600                 627.00                    360                     358                   6.75                      0                      0                   0.375                  7.125 Tampa                  FL                                       33609 Condominium                            105600                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.125                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                      325000                1861.98                    360                     359                    6.5                      0                      0                   0.375                  6.875 INGLEWOOD              CA                                       90303 2-4 Family                             325000                20060601                     65 No MI                                1.00E+17                    2.25               20110501                 12.875                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G01                                                      520000                3358.33                    360                     359                    7.5                      0                      0                    0.25                   7.75 SAN JOSE               CA                                       95127 Single Family                          520000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.75                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G01                                                      424800                2787.75                    360                     359                    7.5                      0                      0                   0.375                  7.875 Alexandria             VA                                       22310 Single Family                          424800                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.875                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GIII                     G01                                                      246430                1078.13                    360                     359                      5                      0                      0                    0.25                   5.25 MARYSVILLE             CA                                       95901 Single Family                          246430                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  10.25                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GII                      G03                                                     1216900                7352.10                    360                     358                  6.875                      0                      0                   0.375                   7.25 Rancho Mirage          CA                                       92270 Single Family                         1226000                20060501            58.38000107 No MI                                                            2.25               20110401                  12.25                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GIII                     G03                                                     1360000                7650.00                    360                     359                    6.5                      0                      0                    0.25                   6.75 BRENTWOOD              CA                                       94513 Single Family                         1360000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  11.75                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G01                                                      660440                4334.14                    360                     359                    7.5                      0                      0                   0.375                  7.875 BRENTWOOD              CA                                       94513 Single Family                          660440                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.875                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G02                                                      354250                2029.56                    360                     359                  6.625                      0                      0                    0.25                  6.875 Clearwater             FL                                       33764 Condominium                            354250                20060601                     65 No MI                                1.00E+17                    2.25               20110501                 11.875                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GIII                     G02                                                      266400                1443.00                    360                     358                   6.25                      0                      0                    0.25                    6.5 SAN DIEGO              CA                                       92139 Condominium                            266400                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   11.5                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G02                                                   121190.34                 766.70                    360                     359                   6.25                      0                      0                    0.25                    6.5 PEMBROKE PINES         FL                                       33026 PUD                                    121300                20060601            44.93000031 No MI                                1.00E+17                    2.25               20110501                   11.5                      2                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G02                                                      140720                 967.45                    360                     359                  7.875                      0                      0                   0.375                   8.25 Aurora                 CO                                       80018 PUD                                    140720                20060601                     80 No MI                                                            2.25               20110501                  13.25                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GIII                     G02                                                      136000                 765.00                    360                     359                    6.5                      0                      0                    0.25                   6.75 GRIMES                 CA                                       95950 Single Family                          136000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  11.75                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G01                                                     1450000                9364.58                    360                     358                  7.375                      0                      0                   0.375                   7.75 North Bend             WA                                       98045 Single Family                         1450000                20060501                     58 No MI                                1.00E+17                    2.25               20110401                  12.75                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G01                                                      660000                4056.25                    360                     359                      7                      0                      0                   0.375                  7.375 Bayville               NJ                                        8721 Single Family                          660000                20060601                     80 No MI                                1.00E+17                    2.25               20130501                 13.375                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      84 N                                    20360501 AFL2
GI                       G02                                                      337500                2355.47                    360                     358                      8                      0                      0                   0.375                  8.375 PALM CITY              FL                                       34990 Single Family                          337500                20060501                     75 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      380000                2652.08                    360                     359                      8                      0                      0                   0.375                  8.375 NEWTOWN SQUARE         PA                                       19073 Single Family                          380000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G03                                                      657672                3973.43                    360                     358                  6.875                      0                      0                   0.375                   7.25 Triangle               VA                                       22172 Single Family                          657672                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GIII                     G02                                                      209900                1180.69                    360                     359                    6.5                      0                      0                    0.25                   6.75 KEARNY                 NJ                                        7032 Single Family                          209900                20060601            59.97000122 No MI                                1.00E+17                    2.25               20110501                  11.75                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G02                                                   125443.32                 954.65                    360                     358                      8                      0                      0                   0.375                  8.375 Chicago                IL                                       60620 Single Family                          125600                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                      2                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GIII                     G02                                                       90000                 525.00                    360                     358                   6.75                      0                      0                    0.25                      7 CHARLOTTE              NC                                       28208 2-4 Family                              90000                20060501                     90 United Guaranty                      1.00E+17                    2.25               20110401                     12                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 ADN1
GIII                     G03                                                      980000                5614.58                    360                     360                  6.625                      0                      0                    0.25                  6.875 SUNNY ISLES BEACH      FL                                       33160 Condominium                            980000                20060701            71.26999664 No MI                                1.00E+17                    2.25               20110601                 11.875                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360601 ADN1
GII                      G02                                                      285000                1603.13                    360                     358                  6.375                      0                      0                   0.375                   6.75 Palmetto               FL                                       34221 PUD                                    285000                20060501                     75 No MI                                1.00E+17                    2.25               20110401                  11.75                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GIII                     G02                                                      349125                2036.56                    360                     358                   6.75                      0                      0                    0.25                      7 MERCER ISLAND          WA                                       98040 Condominium                            349125                20060501                   73.5 No MI                                1.00E+17                    2.25               20110401                     12                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G01                                                      415000                2031.77                    360                     358                  5.625                      0                      0                    0.25                  5.875 LODI                   NJ                                        7644 2-4 Family                             415000                20060501            79.80999756 No MI                                1.00E+17                    2.25               20110401                 10.875                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G01                                                      153000                 749.06                    360                     359                  5.625                      0                      0                    0.25                  5.875 GREENVILLE             NH                                        3048 Single Family                          153000                20060601            66.80999756 No MI                                1.00E+17                    2.25               20110501                 10.875                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G03                                                  1871075.17               12932.90                    360                     359                      7                      0                      0                   0.375                  7.375 Ft Myers Bch           FL                                       33931 Single Family                         1872500                20060601                     70 No MI                                1.00E+17                    2.25               20110501                 12.375                      2                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 AFL2
GIII                     G01                                                      472500                2264.06                    360                     357                    5.5                      0                      0                    0.25                   5.75 BROOKLYN               NY                                       11236 2-4 Family                             472500                20060401                  78.75 No MI                                1.00E+17                    2.25               20110301                  10.75                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360301 ADN1
GI                       G01                                                      646100                3970.82                    360                     360                  7.125                      0                      0                    0.25                  7.375 LAGUNA BEACH           CA                                       92651 Condominium                            646100                20060701                     70 No MI                                1.00E+17                    2.25               20110601                 12.375                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360601 ADN1
GI                       G01                                                      416000                2513.33                    360                     358                      7                      0                      0                    0.25                   7.25 LINDEN                 NJ                                        7036 Single Family                          416000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.25                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G03                                                     1354800                8467.50                    360                     358                  7.125                      0                      0                   0.375                    7.5 IRVINE                 CA                                       92603 PUD                                   1354800                20060501                     75 No MI                                1.00E+17                    2.25               20110401                   12.5                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GIII                     G02                                                      278400                1508.00                    360                     360                   6.25                      0                      0                    0.25                    6.5 ANCHORAGE              AK                                       99507 Single Family                          278400                20060701                     80 No MI                                1.00E+17                    2.25               20110601                   11.5                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360601 ADN1
GIII                     G02                                                      159920                 949.53                    360                     358                  6.875                      0                      0                    0.25                  7.125 PEMBROKE PINES         FL                                       33026 Condominium                            159920                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.125                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 ADN1
GIII                     G01                                                      320350                1568.38                    360                     358                  5.625                      0                      0                    0.25                  5.875 LAS VEGAS              NV                                       89138 PUD                                    320350                20060501            78.80000305 No MI                                1.00E+17                    2.25               20110401                 10.875                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G01                                                      243548                1471.44                    360                     359                      7                      0                      0                    0.25                   7.25 MIAMI                  FL                                       33176 PUD                                    243548                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.25                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GIII                     G02                                                      153592                 831.96                    360                     358                   6.25                      0                      0                    0.25                    6.5 ORLANDO                FL                                       32822 Condominium                            153592                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   11.5                      2                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 ADN1
GI                       G02                                                      144723                 919.59                    360                     358                   7.25                      0                      0                   0.375                  7.625 QUEEN CREEK            AZ                                       85243 Single Family                          144723                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.625                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G01                                                     1106250                7144.53                    360                     359                  7.375                      0                      0                   0.375                   7.75 TOLUCA LAKE AREA los anCA                                       91602 Single Family                         1106250                20060601                     75 No MI                                1.00E+17                    2.25               20110501                  12.75                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G01                                                     2000000               15378.27                    360                     360                  8.125                      0                      0                   0.375                    8.5 Brooklyn               NY                                       11201 2-4 Family                            2000000                20060701            68.97000122 No MI                                1.00E+17                    2.25               20110601                   13.5                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360601 AFL2
GI                       G01                                                     1068750                7458.98                    360                     358                      8                      0                      0                   0.375                  8.375 Miami                  FL                                       33131 Condominium                           1068750                20060501                     75 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G01                                                      149600                 950.58                    360                     358                  7.375                      0                      0                    0.25                  7.625 WALDORF                MD                                       20603 PUD                                    149600                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.625                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 ADN1
GIII                     G02                                                      165600                 862.50                    360                     359                      6                      0                      0                    0.25                   6.25 MERIDIAN               ID                                       83642 PUD                                    165600                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  11.25                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GII                      G03                                                      691500                3889.69                    360                     359                  6.375                      0                      0                   0.375                   6.75 BRENTWOOD              CA                                       94513 PUD                                    691500                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  11.75                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G03                                                      847000                5117.29                    360                     359                  6.875                      0                      0                   0.375                   7.25 ARLINGTON              VA                                       22205 Single Family                          847000                20060601                     70 No MI                                1.00E+17                    2.25               20110501                  12.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                   221585.75                1589.72                    360                     358                  7.375                      0                      0                   0.375                   7.75 SAN ANTONIO            TX                                       78258 Single Family                          221900                20060501            79.98999786 No MI                                1.00E+17                    2.25               20110401                  12.75                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G01                                                   933714.58                6942.35                    360                     358                   7.75                      0                      0                   0.375                  8.125 COTO DE CAZA           CA                                       92679 PUD                                    935000                20060501            69.77999878 No MI                                1.00E+17                    2.25               20090401                 14.125                  1.875                       2 First Lien                                    N                                            0 No_PP                                     360                      36 N                                    20360401 AFL2
GI                       G03                                                      274600                1687.65                    360                     358                      7                      0                      0                   0.375                  7.375 San Diego              CA                                       92101 Condominium                            274600                20060501            79.98999786 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G03                                                      994500                6215.63                    360                     359                  7.125                      0                      0                   0.375                    7.5 SAN CLEMENTE           CA                                       92673 Single Family                          994500                20060601                     65 No MI                                1.00E+17                    2.25               20110501                   12.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GIII                     G03                                                   811865.65                4228.47                    360                     359                      6                      0                      0                    0.25                   6.25 CHICAGO                IL                                       60657 Single Family                       811865.65                20060601            61.59999847 No MI                                1.00E+17                    2.25               20110501                  11.25                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G01                                                   217782.98                1307.02                    360                     359                   5.26                   0.49                      0                    0.25                      6 LUSBY                  MD                                       20657 PUD                                    218000                20060601            88.98000336 Republic MIC                         1.00E+17                   2.875               20110501                     11                      2                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 ADN1
GII                      G03                                                      272000                1388.33                    360                     353                   5.75                      0                      0                   0.375                  6.125 Phoenix                AZ                                       85024 Single Family                          272000                20051201                     80 No MI                                1.00E+17                    2.25               20101101                 12.125                  2.135                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20351101 AFL2
GI                       G03                                                      489350                3007.46                    360                     359                      7                      0                      0                   0.375                  7.375 WOODBRIDGE             VA                                       22191 Single Family                          489350                20060601            79.95999908 No MI                                1.00E+17                    2.25               20110501                 12.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G01                                                      312000                1657.50                    360                     359                      6                      0                      0                   0.375                  6.375 Denton                 TX                                       76210 Single Family                          312000                20060601                     80 No MI                                1.00E+17                    2.25               20090501                 12.375                  1.875                       1 First Lien                                    Y                                           36 No_PP                                     360                      36 N                                    20360501 AFL2
GI                       G01                                                      840000                5337.50                    360                     358                   7.25                      0                      0                   0.375                  7.625 Santa Fe               NM                                       87501 Condominium                            840000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.625                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G03                                                      712500                4156.25                    360                     359                  6.625                      0                      0                   0.375                      7 Hilton Head Island     SC                                       29928 PUD                                    712500                20060601                     75 No MI                                1.00E+17                    2.25               20110501                     12                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G01                                                      723750                4975.78                    360                     359                  7.875                      0                      0                   0.375                   8.25 Telluride              CO                                       81435 Condominium                            723750                20060601                     75 No MI                                1.00E+17                    2.25               20110501                  13.25                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G01                                                     2000000               12916.67                    360                     359                  7.375                      0                      0                   0.375                   7.75 Draper                 UT                                       84020 Single Family                         2000000                20060601            45.45000076 No MI                                                            2.25               20110501                  12.75                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G02                                                      179920                1030.79                    360                     358                    6.5                      0                      0                   0.375                  6.875 LEHIGH ACRES           FL                                       33971 Single Family                          179920                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G01                                                      900000                6281.25                    360                     359                      8                      0                      0                   0.375                  8.375 PHOENIX                AZ                                       85044 PUD                                    900000                20060601                     75 No MI                                1.00E+17                    2.25               20110501                 13.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G01                                                    699542.1                5197.48                    360                     359                   7.75                      0                      0                   0.375                  8.125 Waverly                GA                                       31565 Single Family                          700000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.125                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G02                                                      330654                1756.60                    360                     359                      6                      0                      0                   0.375                  6.375 Murrieta               CA                                       92563 PUD                                    330654                20060601                     80 No MI                                                            2.25               20110501                 12.375                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G01                                                     1196250                8473.44                    360                     360                  8.125                      0                      0                   0.375                    8.5 COLUMBIA               MD                                       21044 Single Family                         1196250                20060701                     75 No MI                                1.00E+17                    2.25               20110601                   13.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GI                       G02                                                   111920.95                 802.38                    360                     359                  7.375                      0                      0                   0.375                   7.75 Richmond               VA                                       23223 Single Family                          112000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.75                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                       74400                 527.00                    360                     359                  8.125                      0                      0                   0.375                    8.5 INKSTER                MI                                       48141 Single Family                           74400                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   13.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G01                                                      695741                4638.27                    360                     358                  7.625                      0                      0                   0.375                      8 Frederick              MD                                       21704 PUD                                    695741                20060501                     80 No MI                                1.00E+17                    2.25               20110401                     14                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      175000                1148.44                    360                     359                    7.5                      0                      0                   0.375                  7.875 MIAMI                  FL                                       33173 Single Family                          175000                20060601                     70 No MI                                1.00E+17                    2.25               20110501                 12.875                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G01                                                   679588.06                5228.61                    360                     359                  8.125                      0                      0                   0.375                    8.5 New Orleans            LA                                       70124 Single Family                          680000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   13.5                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G01                                                     2550000               16734.38                    360                     359                    7.5                      0                      0                   0.375                  7.875 Newport Coast          CA                                       92657 Single Family                         2550000                20060601                  63.75 No MI                                1.00E+17                    2.25               20110501                 12.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GIII                     G01                                                      180000                 843.75                    360                     359                  5.375                      0                      0                    0.25                  5.625 POMPANO BEACH          FL                                       33062 Single Family                          180000                20060601            44.54999924 No MI                                1.00E+17                    2.25               20110501                 10.625                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G01                                                      999750                6977.42                    360                     359                      8                      0                      0                   0.375                  8.375 TUCSON                 AZ                                       85718 Single Family                          999750                20060601            76.90000153 No MI                                1.00E+17                    2.25               20110501                 13.375                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      160392                1019.16                    360                     358                   7.25                      0                      0                   0.375                  7.625 LOGANVILLE             GA                                       30052 PUD                                    160392                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.625                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G01                                                      993750                6625.00                    360                     358                  7.625                      0                      0                   0.375                      8 Scotts Valley          CA                                       95066 Single Family                          993750                20060501                     75 No MI                                                           2.375               20080401                     14                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      24 N                                    20360401 AFL2
GI                       G01                                                     1387500                9828.13                    360                     359                  8.125                      0                      0                   0.375                    8.5 Deerfield              FL                                       33441 Single Family                         1387500                20060601                     75 No MI                                1.00E+17                    2.25               20110501                   13.5                      2                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G01                                                      648800                4595.67                    360                     359                  8.125                      0                      0                   0.375                    8.5 Newark                 CA                                       94560 Single Family                          648800                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   13.5                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G01                                                     1500000                9687.50                    360                     358                  7.375                      0                      0                   0.375                   7.75 GREAT FALLS            VA                                       22066 Single Family                         1500000                20060501            65.22000122 No MI                                1.00E+17                    2.25               20110401                  12.75                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G03                                                     1000000                6041.67                    360                     360                      7                      0                      0                    0.25                   7.25 Pleasanton             CA                                       94566 Single Family                         1000000                20060701            61.11999893 No MI                                1.00E+17                    2.25               20110601                  12.25                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360601 AFL2
GII                      G02                                                      192000                1100.00                    360                     359                    6.5                      0                      0                   0.375                  6.875 Gilbert                AZ                                       85233 Condominium                            192000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.875                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G02                                                      179276                1027.10                    360                     360                    6.5                      0                      0                   0.375                  6.875 MARICOPA               AZ                                       85239 PUD                                    179276                20060701                     80 No MI                                1.00E+17                    2.25               20110601                 11.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GI                       G01                                                  1310361.51                8462.75                    360                     358                  7.375                      0                      0                   0.375                   7.75 Greenwood Village      CO                                       80111 Single Family                         1312500                20060501                     75 No MI                                                            2.25               20110401                  12.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                      108000                 585.00                    360                     358                  6.125                      0                      0                   0.375                    6.5 ARLINGTON              TX                                       76017 Single Family                          108000                20060501                     75 No MI                                1.00E+17                    2.25               20110401                   11.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G01                                                      329600                2300.33                    360                     358                      8                      0                      0                   0.375                  8.375 GAITHERSBURG           MD                                       20877 Single Family                          329600                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 14.375                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      145500                 924.53                    360                     358                   7.25                      0                      0                   0.375                  7.625 Mcdonough              GA                                       30253 Single Family                          145500                20060501                     75 No MI                                1.00E+17                    2.25               20110401                 13.625                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GIII                     G02                                                      388000                2142.08                    360                     359                  6.375                      0                      0                    0.25                  6.625 CHICAGO                IL                                       60625 Single Family                          388000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.625                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G03                                                      362688                2229.02                    360                     359                      7                      0                      0                   0.375                  7.375 Upper Marlboro         MD                                       20774 PUD                                    362688                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.375                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G03                                                    51922.58                 363.59                    360                     358                  7.125                      0                      0                   0.375                    7.5 DAYTON                 OH                                       45405 Single Family                           52000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 AFL2
GIII                     G02                                                      147200                 950.67                    360                     359                    7.5                      0                      0                    0.25                   7.75 COLUMBUS               OH                                       43202 2-4 Family                             147200                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.75                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GIII                     G02                                                      313000                1695.42                    360                     359                   6.25                      0                      0                    0.25                    6.5 MOORPARK               CA                                       93021 Single Family                          313000                20060601            53.13999939 No MI                                1.00E+17                    2.25               20110501                   11.5                      2                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GII                      G02                                                   215070.98                1415.25                    360                     358                    6.5                      0                      0                   0.375                  6.875 Elgin                  IL                                       60123 Townhouse                              215434                20060501                     80 No MI                                1.00E+17                    2.75               20110401                 12.875                      2                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GIII                     G02                                                      272000                1473.33                    360                     359                   6.25                      0                      0                    0.25                    6.5 MINNEAPOLIS            MN                                       55406 2-4 Family                             272000                20060601            79.52999878 No MI                                1.00E+17                    2.25               20110501                   11.5                  2.375                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G01                                                   268642.59                1343.21                    360                     358                   5.75                      0                      0                    0.25                      6 MAGNOLIA               TX                                       77354 PUD                                 268642.59                20060501            80.19000244 YES                                  1.00E+17                    2.25               20110401                     11                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G02                                                      350000                2260.42                    360                     357                  7.375                      0                      0                   0.375                   7.75 ATTLEBORO              MA                                        2703 Single Family                          350000                20060401            77.77999878 No MI                                1.00E+17                    2.25               20110301                  13.75                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GIII                     G02                                                      199823                1165.63                    360                     359                   6.75                      0                      0                    0.25                      7 MERIDIAN               ID                                       83642 PUD                                    199823                20060601                     95 Radian Guaranty                      1.00E+17                    2.25               20110501                     12                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G01                                                      888000                5827.50                    360                     359                    7.5                      0                      0                   0.375                  7.875 LOS ALAMITOS           CA                                       90720 Single Family                          888000                20060601                     80 No MI                                                            2.25               20110501                 12.875                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GIII                     G01                                                      313000                1597.60                    360                     358                  5.875                      0                      0                    0.25                  6.125 PARADISE               CA                                       95969 Single Family                          313000                20060501            72.79000092 No MI                                1.00E+17                    2.25               20110401                 11.125                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G03                                                      482400                2562.75                    360                     359                  6.125                      0                      0                    0.25                  6.375 OXNARD                 CA                                       93030 Single Family                          482400                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.375                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G03                                                      385000                1644.27                    360                     358                  4.875                      0                      0                    0.25                  5.125 CORONA                 CA                                       92883 Single Family                          385000                20060501            65.80999756 No MI                                1.00E+17                    2.25               20110401                 11.125                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G02                                                       95900                 639.33                    360                     358                  7.625                      0                      0                   0.375                      8 LAS VEGAS              NV                                       89119 Condominium                             95900                20060501            79.98000336 No MI                                1.00E+17                    2.25               20110401                     13                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G01                                                      117120                 768.60                    360                     358                  7.625                      0                      0                    0.25                  7.875 ORLANDO                FL                                       32835 Condominium                            117120                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 ADN1
GIII                     G02                                                   149740.97                 972.90                    360                     358                    6.5                      0                      0                    0.25                   6.75 LIVINGSTON             NJ                                        7039 Single Family                          150000                20060501            17.86000061 No MI                                1.00E+17                    2.25               20110401                  11.75                      2                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G02                                                      144000                1005.00                    360                     359                      8                      0                      0                   0.375                  8.375 Aurora                 CO                                       80013 Single Family                          144000                20060601                     75 No MI                                1.00E+17                    2.25               20110501                 13.375                      2                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G03                                                      228770                1382.15                    360                     358                  6.875                      0                      0                   0.375                   7.25 Galveston              TX                                       77554 Condominium                            228770                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  13.25                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GIII                     G02                                                      181600                1021.50                    360                     358                    6.5                      0                      0                    0.25                   6.75 TUCSON                 AZ                                       85713 PUD                                    181600                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  11.75                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GII                      G03                                                      728100                4323.09                    360                     359                   6.75                      0                      0                   0.375                  7.125 MANASSAS               VA                                       20112 Single Family                          728100                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.125                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GIII                     G02                                                      128750                 751.04                    360                     359                   6.75                      0                      0                    0.25                      7 MC CALLA               AL                                       35111 Single Family                          128750                20060601            78.02999878 No MI                                1.00E+17                    2.25               20110501                     12                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G03                                                      926250                5113.67                    360                     359                  6.375                      0                      0                    0.25                  6.625 WASHINGTON             DC                                       20007 Single Family                          926250                20060601                     75 No MI                                1.00E+17                    2.25               20110501                 11.625                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GIII                     G01                                                    52184.04                 306.38                    360                     357                    5.5                      0                      0                    0.25                   5.75 NEW BALTIMORE          MI                                       48047 Single Family                           52500                20060401            24.19000053 No MI                                1.00E+17                    2.25               20110301                  11.75                      2                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360301 ADN1
GIII                     G01                                                   106266.32                 604.70                    360                     358                   5.25                      0                      0                    0.25                    5.5 PHOENIX                AZ                                       85029 Single Family                          106500                20060501            79.48000336 No MI                                1.00E+17                    2.25               20110401                   11.5                      2                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G03                                                     1066000                6551.46                    360                     358                      7                      0                      0                   0.375                  7.375 Chula Vista            CA                                       91910 Single Family                         1066000                20060501                     65 No MI                                                            2.25               20110401                 12.375                      2                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GIII                     G03                                                      472000                2655.00                    360                     359                    6.5                      0                      0                    0.25                   6.75 ALBERTSON              NY                                       11507 Single Family                          472000                20060601            79.33000183 No MI                                1.00E+17                    2.25               20110501                  11.75                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G01                                                   226134.92                1395.01                    360                     358                      6                      0                      0                    0.25                   6.25 MIAMI UNINCORP         FL                                       33185 Single Family                          226566                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  11.25                      2                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 ADN1
GI                       G02                                                      120000                 762.50                    360                     359                   7.25                      0                      0                   0.375                  7.625 Titusville             FL                                       32780 Condominium                            120000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.625                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GIII                     G01                                                      251500                1336.09                    360                     359                  5.995                   0.13                      0                    0.25                  6.375 HAYDEN                 ID                                       83835 Single Family                          251500                20060601            84.97000122 PMI                                  1.00E+17                   2.625               20110501                 11.375                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G02                                                      300000                1843.75                    360                     359                  7.125                      0                      0                    0.25                  7.375 LOS ANGELES            CA                                       90043 Single Family                          300000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.375                  2.245                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G02                                                      138400                 965.92                    360                     358                      8                      0                      0                   0.375                  8.375 Dallas                 GA                                       30157 PUD                                    138400                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                      2                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G01                                                      195920                1204.09                    360                     358                  7.125                      0                      0                    0.25                  7.375 ORLANDO                FL                                       32839 Condominium                            195920                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.375                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G03                                                   699453.94                4775.23                    360                     359                      7                      0                      0                    0.25                   7.25 PANAMA CITY BEACH      FL                                       32408 Single Family                          700000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.25                      2                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G03                                                      432000                2475.00                    360                     360                  6.625                      0                      0                    0.25                  6.875 SAN JOSE               CA                                       95112 Single Family                          432000                20060701                     80 No MI                                1.00E+17                    2.25               20110601                 11.875                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360601 ADN1
GIII                     G03                                                    573994.6                4115.07                    360                     359                    7.5                      0                      0                    0.25                   7.75 NORTH HOLLYWOOD        CA                                       91606 Single Family                          574400                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.75                      2                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G01                                                      452000                2872.08                    360                     357                   7.25                      0                      0                   0.375                  7.625 Oceanside              CA                                       92057 Single Family                          452000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 12.625                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GIII                     G02                                                   345351.26                2572.75                    360                     355                  7.145                   0.73                      0                    0.25                  8.125 JACKSONVILLE           NC                                       28546 Single Family                          346500                20060201            93.90000153 Republic MIC                         1.00E+17                    3.25               20110101                 13.125                  1.875                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360101 ADN1
GI                       G02                                                       96000                 680.00                    360                     359                  8.125                      0                      0                   0.375                    8.5 Waukegan               IL                                       60085 Single Family                           96000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   13.5                   2.27                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G01                                                      975000                6195.31                    360                     359                   7.25                      0                      0                   0.375                  7.625 North Myrtle Beach     SC                                       29582 Townhouse                              975000                20060601                     75 No MI                                1.00E+17                    2.25               20110501                 12.625                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G02                                                      664000                3735.00                    360                     359                  6.375                      0                      0                   0.375                   6.75 BERKELEY               CA                                       94712 2-4 Family                             664000                20060601            63.54000092 No MI                                1.00E+17                    2.25               20110501                  11.75                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GIII                     G02                                                      260900                1467.56                    360                     359                   6.37                   0.13                      0                    0.25                   6.75 WHEELING               IL                                       60090 Single Family                          260900                20060601            81.52999878 PMI                                  1.00E+17                   2.625               20110501                  11.75                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GIII                     G02                                                   194852.64                1381.16                    360                     358                  7.375                      0                      0                    0.25                  7.625 PALM BAY               FL                                       32909 Single Family                          195136                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.625                  2.245                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 ADN1
GII                      G02                                                      161136                 856.04                    360                     358                      6                      0                      0                   0.375                  6.375 Jacksonville           FL                                       32216 Condominium                            161136                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.375                      2                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G01                                                      682500                4407.81                    360                     358                  7.375                      0                      0                   0.375                   7.75 Coral Gables           FL                                       33146 Single Family                          682500                20060501                     70 No MI                                                            2.25               20110401                  12.75                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G01                                                      142720                 906.87                    360                     359                  7.375                      0                      0                    0.25                  7.625 ORLANDO                FL                                       32835 Condominium                            142720                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.625                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G02                                                       95900                 639.33                    360                     358                  7.625                      0                      0                   0.375                      8 LAS VEGAS              NV                                       89119 Condominium                             95900                20060501            79.98000336 No MI                                1.00E+17                    2.25               20110401                     13                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G01                                                      995000                6529.69                    360                     359                    7.5                      0                      0                   0.375                  7.875 Kihei                  HI                                       96753 Single Family                          995000                20060601            78.97000122 No MI                                                            2.25               20110501                 12.875                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G02                                                      134700                 715.59                    360                     358                      6                      0                      0                   0.375                  6.375 Jacksonville           FL                                       32225 Condominium                            134700                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.375                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G01                                                      145600                 955.50                    360                     358                  7.625                      0                      0                    0.25                  7.875 DESTIN                 FL                                       32541 Condominium                            145600                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 ADN1
GI                       G01                                                     1125000                7382.81                    360                     359                    7.5                      0                      0                   0.375                  7.875 Colleyville            TX                                       76034 PUD                                   1125000                20060601                     75 No MI                                1.00E+17                    2.25               20110501                 12.875                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GIII                     G03                                                      265000                5312.50                    360                     359                  6.125                      0                      0                    0.25                  6.375 NEWPORT BEACH          CA                                       92661 2-4 Family                            1000000                20060601            56.34000015 No MI                                1.00E+17                    2.25               20110501                 11.375                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G03                                                      647120                3842.28                    360                     359                  6.875                      0                      0                    0.25                  7.125 SANTA CLARA            CA                                       95051 PUD                                    647120                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.125                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G01                                                     1500000                9843.75                    360                     358                    7.5                      0                      0                   0.375                  7.875 Cornelius              NC                                       28031 Single Family                         1500000                20060501            68.18000031 No MI                                1.00E+17                    2.25               20110401                 12.875                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G01                                                      280000                1779.17                    360                     359                   7.25                      0                      0                   0.375                  7.625 Manassas               VA                                       20109 Townhouse                              280000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.625                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G02                                                      417000                2389.06                    360                     359                    6.5                      0                      0                   0.375                  6.875 WALKERSVILLE           MD                                       21793 PUD                                    417000                20060601            75.69000244 No MI                                1.00E+17                    2.25               20110501                 11.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G03                                                      554950                3468.44                    360                     359                  7.125                      0                      0                   0.375                    7.5 STOCKTON               CA                                       95212 Single Family                          554950                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   12.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G01                                                      677100                4866.66                    360                     359                   8.25                      0                      0                   0.375                  8.625 GLENN DALE             MD                                       20769 PUD                                    677100                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.625                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G03                                                      955000                5968.75                    360                     358                  7.125                      0                      0                   0.375                    7.5 WINDSOR                CO                                       80550 PUD                                    955000                20060501            73.45999908 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GIII                     G02                                                    83889.42                 489.42                    360                     358                   6.75                      0                      0                    0.25                      7 ORLANDO                FL                                       32811 Condominium                             83900                20060501            79.98000336 No MI                                1.00E+17                    2.25               20110401                     12                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 ADN1
GIII                     G03                                                  2079951.48               12999.70                    360                     358                   7.25                      0                      0                    0.25                    7.5 POTOMAC                MD                                       20854 PUD                                   2080000                20060501            79.23999786 No MI                                1.00E+17                    2.25               20110401                   12.5                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GII                      G03                                                      441600                2530.00                    360                     356                    6.5                      0                      0                   0.375                  6.875 San Jose               CA                                       95136 PUD                                    441600                20060301                     80 No MI                                1.00E+17                    2.25               20110201                 11.875                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360201 AFL2
GIII                     G03                                                   211130.56                1358.95                    360                     352                   5.56                   0.69                      0                    0.25                    6.5 FAIRLESS HILLS         PA                                       19030 Single Family                          215000                20051101            89.58000183 Republic MIC                         1.00E+17                   3.125               20101001                   11.5                  1.875                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20351001 ADN1
GIII                     G02                                                      204000                1105.00                    360                     359                   6.25                      0                      0                    0.25                    6.5 SAN JOSE               CA                                       95116 Condominium                            204000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   11.5                  2.185                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G02                                                      259639                1433.42                    360                     358                  6.375                      0                      0                    0.25                  6.625 SAINT CLOUD            FL                                       34772 PUD                                    259639                20060501            72.19000244 No MI                                1.00E+17                    2.25               20110401                 11.625                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G01                                                     1087500                7136.72                    360                     359                    7.5                      0                      0                   0.375                  7.875 LONGWOOD               FL                                       32779 Single Family                         1087500                20060601                     75 No MI                                1.00E+17                    2.25               20110501                 12.875                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G03                                                   324060.45                1687.81                    360                     351                  5.875                      0                      0                   0.375                   6.25 Cave Creek             AZ                                       85331 Single Family                          328000                20051001            72.88999939 No MI                                1.00E+17                    2.25               20100901                  12.25                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20350901 AFL2
GI                       G01                                                     1000000                6875.00                    360                     358                  7.875                      0                      0                   0.375                   8.25 ROCKPORT               TX                                       78382 PUD                                   1000000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  13.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GIII                     G02                                                      224000                1283.33                    360                     359                  6.625                      0                      0                    0.25                  6.875 BEND                   OR                                       97701 PUD                                    224000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.875                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G02                                                      225000                1265.63                    360                     359                    6.5                      0                      0                    0.25                   6.75 SURPRISE               AZ                                       85379 PUD                                    225000                20060601            57.68999863 No MI                                1.00E+17                    2.25               20110501                  11.75                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G02                                                      160000                1100.00                    360                     357                  7.875                      0                      0                   0.375                   8.25 Austin                 TX                                       78701 Condominium                            160000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                  14.25                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360301 AFL2
GII                      G03                                                      440352                2385.24                    360                     355                  6.125                      0                      0                   0.375                    6.5 BEALETON               VA                                       22712 PUD                                    440352                20060201                     80 No MI                                1.00E+17                    2.25               20110101                   11.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360101 AFL2
GI                       G01                                                      760000                5383.33                    360                     358                  8.125                      0                      0                   0.375                    8.5 Cave Creek             AZ                                       85331 Single Family                          760000                20060501                     80 No MI                                1.00E+17                    2.25               20130401                   13.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      84 N                                    20360401 AFL2
GII                      G03                                                      192000                1140.00                    360                     359                   6.75                      0                      0                   0.375                  7.125 Denver                 CO                                       80228 Single Family                          192000                20060601                     80 No MI                                1.00E+17                    2.75               20110501                 12.125                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G01                                                     1682850               11043.70                    360                     358                    7.5                      0                      0                   0.375                  7.875 Los Angeles            CA                                       90068 Single Family                         1682850                20060501                     65 No MI                                1.00E+17                    2.25               20110401                 12.875                  2.375                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GIII                     G02                                                      128800                 724.50                    360                     358                    6.5                      0                      0                    0.25                   6.75 MONTGOMERY             IL                                       60538 PUD                                    128800                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  11.75                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G02                                                      367920                2031.23                    360                     358                  6.375                      0                      0                    0.25                  6.625 THERMAL                CA                                       92274 Single Family                          367920                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.625                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G02                                                      185250                1196.41                    360                     359                  7.375                      0                      0                   0.375                   7.75 New Brunswick          NJ                                        8901 Townhouse                              185250                20060601                     65 No MI                                1.00E+17                    2.25               20110501                  12.75                      2                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G03                                                      848000                4946.67                    360                     359                  6.625                      0                      0                   0.375                      7 SAN JOSE               CA                                       95125 Single Family                          848000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     12                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GIII                     G01                                                   182499.87                 912.50                    360                     359                   5.75                      0                      0                    0.25                      6 GRASONVILLE            MD                                       21638 Single Family                          182500                20060601            79.34999847 No MI                                1.00E+17                    2.25               20110501                     11                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G02                                                      265800                1688.94                    360                     359                   7.25                      0                      0                   0.375                  7.625 Sugar Grove            IL                                       60554 Single Family                          265800                20060601            79.98000336 No MI                                1.00E+17                    2.25               20110501                 12.625                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G01                                                      324800                1962.33                    360                     359                      7                      0                      0                    0.25                   7.25 LAS VEGAS              NV                                       89139 PUD                                    324800                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.25                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G01                                                      675200                4290.33                    360                     359                   7.25                      0                      0                   0.375                  7.625 Las Vegas              NV                                       89129 PUD                                    675200                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.625                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      263680                1730.40                    360                     359                    7.5                      0                      0                   0.375                  7.875 Barnegat               NJ                                        8005 Single Family                          263680                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.875                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      102400                 682.67                    360                     359                  7.625                      0                      0                   0.375                      8 PORTLAND               OR                                       97206 Single Family                          102400                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     13                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      184000                1188.33                    360                     358                  7.375                      0                      0                   0.375                   7.75 Savannah               GA                                       31401 Single Family                          184000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.75                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GIII                     G01                                                   144418.01                 879.21                    360                     358                  5.875                      0                      0                    0.25                  6.125 ELGIN                  IL                                       60123 Single Family                          144700                20060501            44.38999939 No MI                                1.00E+17                    2.25               20110401                 12.125                  1.875                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G03                                                   284284.01                1776.78                    360                     355                  7.125                      0                      0                   0.375                    7.5 Oviedo                 FL                                       32765 PUD                                    284438                20060201                     80 No MI                                1.00E+17                    2.25               20110101                   12.5                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360101 AFL2
GII                      G01                                                      994500                5076.09                    360                     359                   5.75                      0                      0                   0.375                  6.125 Fort Myers             FL                                       33908 Single Family                          994500                20060601                     65 No MI                                1.00E+17                    2.25               20090501                 11.125                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      36 N                                    20360501 AFL2
GII                      G03                                                   999180.31                6653.02                    360                     359                  6.625                      0                      0                   0.375                      7 Avalon                 NJ                                        8202 Single Family                         1000000                20060601            27.39999962 No MI                                1.00E+17                    2.25               20110501                     12                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      158800                1025.58                    360                     358                  7.375                      0                      0                   0.375                   7.75 NOGALES                AZ                                       85648 Single Family                          158800                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  13.75                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 AFL2
GIII                     G02                                                      176250                 973.05                    360                     359                  6.375                      0                      0                    0.25                  6.625 PHOENIX                AZ                                       85016 Single Family                          176250                20060601                     75 No MI                                1.00E+17                    2.25               20110501                 11.625                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G03                                                      379900                2334.80                    360                     358                      7                      0                      0                   0.375                  7.375 Lincoln                CA                                       95648 PUD                                    379900                20060501            79.98999786 No MI                                1.00E+17                    2.25               20110401                 13.375                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G01                                                     1778000               11482.92                    360                     359                  7.375                      0                      0                   0.375                   7.75 COTO DE CAZA AREA      CA                                       92679 PUD                                   1778000                20060601                     70 No MI                                1.00E+17                    2.25               20110501                  12.75                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      322400                2082.17                    360                     358                  7.375                      0                      0                   0.375                   7.75 HYATTSVILLE            MD                                       20783 Single Family                          322400                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.75                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G01                                                   861891.25                6179.06                    360                     359                  7.375                      0                      0                   0.375                   7.75 Aspen                  CO                                       81611 Condominium                            862500                20060601                     75 No MI                                1.00E+17                    2.25               20110501                  12.75                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 AFL2
GIII                     G02                                                      252437                1393.66                    360                     360                  6.375                      0                      0                    0.25                  6.625 PLUMAS LAKE            CA                                       95961 Single Family                          252437                20060701                     80 No MI                                1.00E+17                    2.25               20110601                 11.625                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360601 ADN1
GIII                     G02                                                      144350                 811.97                    360                     358                    6.5                      0                      0                    0.25                   6.75 FEDERAL WAY            WA                                       98023 Condominium                            144350                20060501            79.98999786 No MI                                1.00E+17                    2.25               20110401                  11.75                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G02                                                      328000                1776.67                    360                     360                   6.25                      0                      0                    0.25                    6.5 RENO                   NV                                       89521 PUD                                    328000                20060701                     80 No MI                                1.00E+17                    2.25               20110601                   11.5                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360601 ADN1
GI                       G03                                                      175200                1095.00                    360                     359                  7.125                      0                      0                   0.375                    7.5 Bloomfield             NJ                                        7003 Single Family                          175200                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   12.5                      2                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                       98000                 632.92                    360                     358                  7.375                      0                      0                   0.375                   7.75 Atlanta                GA                                       30349 PUD                                     98000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.75                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G03                                                      121992                 762.45                    360                     358                  7.125                      0                      0                   0.375                    7.5 Ellenwood              GA                                       30294 Single Family                          121992                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GIII                     G02                                                      149920                 827.68                    360                     359                  6.375                      0                      0                    0.25                  6.625 WEST PALM BEACH        FL                                       33411 Condominium                            149920                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.625                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G02                                                   219581.23                1509.62                    360                     359                  7.875                      0                      0                   0.375                   8.25 Tolleson               AZ                                       85353 PUD                                    221300                20060601            79.98999786 No MI                                1.00E+17                    2.25               20110501                  13.25                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G01                                                     1046500                6431.61                    360                     358                      7                      0                      0                   0.375                  7.375 Virginia Beach         VA                                       23456 Single Family                         1046500                20060501                     70 No MI                                1.00E+17                       2               20130401                 12.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      84 N                                    20360401 AFL2
GIII                     G03                                                      999950                5520.56                    360                     359                  6.375                      0                      0                    0.25                  6.625 LOS GATOS              CA                                       95033 Single Family                          999950                20060601            54.08000183 No MI                                1.00E+17                    2.25               20110501                 11.625                  1.625                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G01                                                      993750                6314.45                    360                     358                   7.25                      0                      0                   0.375                  7.625 LITHONIA               GA                                       30038 Single Family                          993750                20060501                     75 No MI                                1.00E+17                    2.25               20110401                 13.625                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      352000                2456.67                    360                     358                      8                      0                      0                   0.375                  8.375 Cold Spring            MN                                       56320 Single Family                          352000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G01                                                      880000                6233.33                    360                     359                  8.125                      0                      0                   0.375                    8.5 WINTER PARK            FL                                       32792 Single Family                          880000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   13.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G03                                                      910000                5308.33                    360                     359                  6.625                      0                      0                   0.375                      7 Culver City            CA                                       90232 2-4 Family                             910000                20060601                     65 No MI                                1.00E+17                    2.25               20110501                     12                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G01                                                      152902                 860.07                    360                     358                  6.375                      0                      0                   0.375                   6.75 ATLANTA                GA                                       30331 PUD                                    152902                20060501                     95 GE Capital MI                        1.00E+17                    2.25               20090401                  12.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      36 N                                    20360401 AFL2
GII                      G03                                                      470320                2694.54                    360                     358                    6.5                      0                      0                   0.375                  6.875 MOUNTAIN HOUSE         CA                                       95391 PUD                                    470320                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G01                                                      456000                2755.00                    360                     359                      7                      0                      0                    0.25                   7.25 GLENDALE               AZ                                       85306 PUD                                    456000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.25                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G02                                                     74804.6                 504.78                    360                     358                  6.875                      0                      0                    0.25                  7.125 ROCK HILL              SC                                       29730 Single Family                           74925                20060501                     75 No MI                                1.00E+17                    2.25               20110401                 12.125                      2                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G02                                                   352060.29                2679.25                    360                     358                      8                      0                      0                   0.375                  8.375 Johns Island           SC                                       29455 PUD                                    352500                20060501                     75 No MI                                1.00E+17                    2.25               20110401                 13.375                      2                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G01                                                      960000                6500.00                    360                     359                   7.75                      0                      0                   0.375                  8.125 VILLA PARK             CA                                       92861 Single Family                          960000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.125                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G03                                                      787500                4921.88                    360                     358                  7.125                      0                      0                   0.375                    7.5 PHOENIX                AZ                                       85044 PUD                                    787500                20060501                     75 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G03                                                      837414                5146.61                    360                     359                      7                      0                      0                   0.375                  7.375 Boulder Creek          CA                                       95006 Single Family                          837414                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G01                                                      836000                5312.08                    360                     358                   7.25                      0                      0                   0.375                  7.625 Scottsdale             AZ                                       85255 PUD                                    836000                20060501            69.66999817 No MI                                1.00E+17                    2.25               20110401                 12.625                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G01                                                      707742                4570.83                    360                     358                  7.375                      0                      0                   0.375                   7.75 SAN MARCO              CA                                       92078 PUD                                    707742                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G01                                                      650000                4265.63                    360                     357                    7.5                      0                      0                   0.375                  7.875 Scottsdale             AZ                                       85260 Single Family                          650000                20060401            72.22000122 No MI                                1.00E+17                    2.75               20110301                 12.875                      2                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360301 AFL2
GI                       G01                                                   647952.51                4252.19                    360                     359                    7.5                      0                      0                   0.375                  7.875 Laguna Hills           CA                                       92653 Single Family                          648000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.875                  2.375                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 WALN
GI                       G02                                                      210000                1378.13                    360                     359                    7.5                      0                      0                   0.375                  7.875 Salt Lake City         UT                                       84103 2-4 Family                             210000                20060601                     70 No MI                                1.00E+17                    2.25               20110501                 12.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G03                                                      779150                4463.88                    360                     359                    6.5                      0                      0                   0.375                  6.875 BENICIA                CA                                       94510 Single Family                          779150                20060601                     70 No MI                                1.00E+17                    2.25               20110501                 11.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                   126233.07                 915.91                    360                     359                    7.5                      0                      0                   0.375                  7.875 Coconut Creek          FL                                       33063 Condominium                            126320                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.875                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 AFL2
GIII                     G02                                                      396000                2145.00                    360                     359                   6.25                      0                      0                    0.25                    6.5 VAN NUYS               CA                                       91406 Single Family                          396000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   11.5                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G01                                                      740000                5010.42                    360                     359                   7.75                      0                      0                   0.375                  8.125 Reunion                FL                                       34747 PUD                                    740000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.125                      2                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G01                                                     1430000                8192.71                    360                     358                    6.5                      0                      0                   0.375                  6.875 KAMUELA                HI                                       96743 Condominium                           1430000                20060501                     65 No MI                                1.00E+17                   2.375               20080401                 11.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      24 N                                    20360401 AFL2
GIII                     G02                                                      112672                 586.83                    360                     358                      6                      0                      0                    0.25                   6.25 HUTTO                  TX                                       78634 PUD                                    112672                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  11.25                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G03                                                      105000                 645.31                    360                     356                      7                      0                      0                   0.375                  7.375 Lynchburg              VA                                       24502 Single Family                          105000                20060301                     84 Republic MIC                         1.00E+17                    2.25               20110201                 12.375                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360201 AFL2
GI                       G02                                                      248000                1601.67                    360                     356                  7.375                      0                      0                   0.375                   7.75 PORT SAINT LUCIE       FL                                       34963 Single Family                          248000                20060301                     80 No MI                                1.00E+17                    2.25               20110201                  12.75                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360201 AFL2
GI                       G01                                                     1166500                7898.18                    360                     358                   7.75                      0                      0                   0.375                  8.125 Juno Beach             FL                                       33408 Single Family                         1166500                20060501            53.02000046 No MI                                1.00E+17                    2.25               20110401                 13.125                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G03                                                      977876                5908.00                    360                     359                  6.875                      0                      0                   0.375                   7.25 Key West               FL                                       33040 Condominium                            977876                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G03                                                      185600                1102.00                    360                     358                   6.75                      0                      0                   0.375                  7.125 Orange Park            FL                                       32065 PUD                                    185600                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.125                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GIII                     G01                                                      417000                1650.63                    360                     359                    4.5                      0                      0                    0.25                   4.75 OLNEY                  MD                                       20832 PUD                                    417000                20060601            75.41999817 No MI                                1.00E+17                    2.25               20110501                   9.75                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G02                                                      232712                1624.14                    360                     358                      8                      0                      0                   0.375                  8.375 Mesa                   AZ                                       85207 PUD                                    232712                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GIII                     G03                                                      385600                2008.33                    360                     358                      6                      0                      0                    0.25                   6.25 LAS VEGAS              NV                                       89141 PUD                                    385600                20060501            94.98999786 GE Capital MI                        1.00E+17                    2.25               20110401                  11.25                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G02                                                      311451                2011.45                    360                     359                    7.5                      0                      0                    0.25                   7.75 PLUMAS LAKE            CA                                       95961 Single Family                          311451                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.75                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G01                                                     1050000                6890.63                    360                     359                    7.5                      0                      0                   0.375                  7.875 COCONUT GROVE          FL                                       33134 Single Family                         1050000                20060601                     75 No MI                                1.00E+17                    2.25               20110501                 12.875                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                   291626.32                2193.70                    360                     358                  7.875                      0                      0                   0.375                   8.25 MARLBORO               MA                                        1752 2-4 Family                             292000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  13.25                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GIII                     G03                                                      623200                3310.75                    360                     359                  6.125                      0                      0                    0.25                  6.375 LAGUNA HILLS           CA                                       92653 Single Family                          623200                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.375                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G03                                                      625600                3453.83                    360                     358                  6.375                      0                      0                    0.25                  6.625 HOPATCONG              NJ                                        7843 Single Family                          625600                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.625                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G02                                                      153755                1057.07                    360                     359                  7.875                      0                      0                   0.375                   8.25 Coolidge               AZ                                       85228 PUD                                    153755                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  13.25                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GIII                     G02                                                      205200                1197.00                    360                     359                   6.75                      0                      0                    0.25                      7 MERIDIAN               ID                                       83642 PUD                                    205200                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     12                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GIII                     G02                                                      161000                 922.40                    360                     359                  6.625                      0                      0                    0.25                  6.875 DAVENPORT              FL                                       33896 PUD                                    161000                20060601            68.51000214 No MI                                1.00E+17                    2.25               20110501                 11.875                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G02                                                      200350                1126.97                    360                     359                    6.5                      0                      0                    0.25                   6.75 LAS VEGAS              NV                                       89113 Condominium                            200350                20060601                     95 Radian Guaranty                      1.00E+17                    2.25               20110501                  11.75                      2                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G02                                                      257666                1664.09                    360                     358                  7.375                      0                      0                   0.375                   7.75 GOLD CANYON            AZ                                       85218 PUD                                    257666                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.75                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G03                                                      669596                4045.48                    360                     358                  6.875                      0                      0                   0.375                   7.25 ROSEVILLE              CA                                       95747 PUD                                    669596                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GIII                     G02                                                      180800                1035.83                    360                     359                  6.625                      0                      0                    0.25                  6.875 MARYSVILLE             WA                                       98271 Single Family                          180800                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.875                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G03                                                      600000                3875.00                    360                     359                    7.5                      0                      0                    0.25                   7.75 SANTA MONICA           CA                                       90405 2-4 Family                             600000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.75                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G02                                                   228719.73                1262.73                    360                     359                  6.375                      0                      0                    0.25                  6.625 LACEY                  WA                                       98513 PUD                                    228720                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.625                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GII                      G03                                                    407924.2                2464.54                    360                     356                  6.875                      0                      0                   0.375                   7.25 Woodbridge             VA                                       22193 Single Family                          408000                20060301                     80 No MI                                1.00E+17                    2.25               20110201                  12.25                      2                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360201 AFL2
GI                       G03                                                      113600                 710.00                    360                     360                  7.125                      0                      0                   0.375                    7.5 SAINT CLOUD            MN                                       56303 Single Family                          113600                20060701                     80 No MI                                1.00E+17                    2.25               20110601                   12.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GI                       G01                                                      108720                 622.88                    360                     359                    6.5                      0                      0                   0.375                  6.875 Des Moines             WA                                       98198 Condominium                            108720                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.875                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G03                                                       92914                 493.61                    360                     359                      6                      0                      0                   0.375                  6.375 Savannah               GA                                       31410 Condominium                             92914                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.375                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G01                                                      176800                1141.83                    360                     360                  7.375                      0                      0                   0.375                   7.75 AURORA                 CO                                       80017 Condominium                            176800                20060701                     80 No MI                                                            2.25               20110601                  12.75                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GI                       G02                                                      237850                1610.44                    360                     360                   7.75                      0                      0                   0.375                  8.125 SURPRISE               AZ                                       85379 Single Family                          237850                20060701            79.98999786 No MI                                1.00E+17                    2.25               20110601                 13.125                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GI                       G03                                                       73200                 562.84                    360                     360                  8.125                      0                      0                   0.375                    8.5 MILTON                 WI                                       53563 Single Family                           73200                20060701                     80 No MI                                1.00E+17                    2.25               20110601                   13.5                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360601 AFL2
GI                       G03                                                   104729.68                 768.99                    360                     359                  7.625                      0                      0                   0.375                      8 Plano                  TX                                       75074 Single Family                          104800                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     13                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G03                                                      236000                1548.75                    360                     360                    7.5                      0                      0                   0.375                  7.875 Las Vegas              NV                                       89115 Single Family                          236000                20060701                     80 No MI                                1.00E+17                       5               20110601                 13.875                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GI                       G01                                                      612800                3957.67                    360                     360                  7.375                      0                      0                   0.375                   7.75 OAKLAND                CA                                       94621 2-4 Family                             612800                20060701                     80 No MI                                1.00E+17                    2.25               20110601                  12.75                  4.625                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GI                       G03                                                      572000                3902.05                    360                     360                  6.875                      0                      0                   0.375                   7.25 Sunnyvale              CA                                       94086 2-4 Family                             572000                20060701            60.20999908 No MI                                1.00E+17                    2.25               20110601                  12.25                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360601 AFL2
GII                      G03                                                      312000                2049.62                    360                     360                    6.5                      0                      0                   0.375                  6.875 Sunnyvale              CA                                       94086 Single Family                          312000                20060701            37.81999969 No MI                                1.00E+17                    2.25               20110601                 11.875                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360601 AFL2
GII                      G03                                                      315400                1774.13                    360                     360                  6.375                      0                      0                   0.375                   6.75 PERRIS                 CA                                       92571 Single Family                          315400                20060701            79.98999786 No MI                                1.00E+17                    2.25               20110601                  11.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GII                      G03                                                      127200                 689.00                    360                     355                  6.125                      0                      0                   0.375                    6.5 ACWORTH                GA                                       30101 PUD                                    127200                20060201                     80 No MI                                1.00E+17                    2.25               20110101                   12.5                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360101 AFL2
GII                      G03                                                   265770.98                1725.27                    360                     359                  6.375                      0                      0                   0.375                   6.75 CORONA                 CA                                       92879 PUD                                    266000                20060601                     70 No MI                                1.00E+17                    2.25               20110501                  11.75                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G01                                                      145003                 876.06                    360                     355                  6.875                      0                      0                   0.375                   7.25 Atlanta                GA                                       30310 Single Family                          148000                20060201                     80 No MI                                1.00E+17                    2.25               20110101                  13.25                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360101 AFL2
GI                       G02                                                      302000                1635.83                    360                     360                  6.125                      0                      0                   0.375                    6.5 N LAS VEGAS            NV                                       89081 PUD                                    302000                20060701            79.47000122 No MI                                1.00E+17                    2.25               20110601                   11.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GI                       G02                                                      200000                1145.83                    360                     360                    6.5                      0                      0                   0.375                  6.875 Naples                 FL                                       34104 PUD                                    200000                20060701            67.11000061 No MI                                1.00E+17                    2.25               20110601                 11.875                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360601 AFL2
GI                       G01                                                      254900                1593.13                    360                     360                  7.125                      0                      0                   0.375                    7.5 orlando                FL                                       32835 Condominium                            254900                20060701            74.98999786 No MI                                1.00E+17                    2.25               20110601                   12.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GI                       G02                                                       95225                 690.45                    360                     360                    7.5                      0                      0                   0.375                  7.875 O Fallon               MO                                       63366 PUD                                     95225                20060701                     65 No MI                                1.00E+17                    2.25               20110601                 12.875                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360601 AFL2
GI                       G02                                                      395000                2221.88                    360                     360                  6.375                      0                      0                   0.375                   6.75 ENCINO                 CA                                       91335 Single Family                          395000                20060701            64.23000336 No MI                                1.00E+17                    2.25               20110601                  11.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GII                      G03                                                      591200                3448.67                    360                     360                  6.625                      0                      0                   0.375                      7 SCOTTSDALE             AZ                                       85255 PUD                                    591200                20060701                     80 No MI                                1.00E+17                    2.25               20110601                     12                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GI                       G01                                                      174930                1238.15                    360                     360                   7.25                      0                      0                   0.375                  7.625 Palm Bay               FL                                       32907 Single Family                          174930                20060701                     70 No MI                                1.00E+17                    2.25               20110601                 12.625                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360601 AFL2
GI                       G01                                                      126320                 763.19                    360                     360                  6.875                      0                      0                   0.375                   7.25 Buford                 GA                                       30519 Single Family                          126320                20060701                     80 No MI                                1.00E+17                    2.25               20110601                  12.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GII                      G03                                                      308662                1768.38                    360                     358                    6.5                      0                      0                   0.375                  6.875 Palm Springs           CA                                       92262 PUD                                    308662                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G01                                                      891500                5757.60                    360                     360                  7.375                      0                      0                   0.375                   7.75 LIVERMORE              CA                                       94550 Single Family                          891500                20060701                     75 No MI                                1.00E+17                    2.25               20110601                  12.75                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GI                       G01                                                      167200                1097.25                    360                     360                    7.5                      0                      0                   0.375                  7.875 SANDY                  UT                                       84094 Single Family                          167200                20060701                     80 No MI                                                            2.25               20110601                 12.875                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360601 AFL2
GI                       G02                                                      195000                1381.25                    360                     360                  8.125                      0                      0                   0.375                    8.5 Ormond Beach           FL                                       32176 Single Family                          195000                20060701                     75 No MI                                1.00E+17                    2.25               20110601                   13.5                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360601 AFL2
GI                       G02                                                      176250                1248.44                    360                     360                  8.125                      0                      0                   0.375                    8.5 Ormond Beach           FL                                       32176 Single Family                          176250                20060701                     75 No MI                                1.00E+17                    2.25               20110601                   13.5                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360601 AFL2
GII                      G02                                                      271900                1718.59                    360                     360                  6.125                      0                      0                   0.375                    6.5 PALMDALE               CA                                       93550 Single Family                          271900                20060701            79.98999786 No MI                                1.00E+17                    2.25               20110601                   11.5                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360601 AFL2
GI                       G03                                                       72000                 442.50                    360                     360                      7                      0                      0                   0.375                  7.375 Saint Clair Shores     MI                                       48080 Single Family                           72000                20060701            44.43999863 No MI                                1.00E+17                    2.25               20110601                 12.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GI                       G03                                                      205650                1263.89                    360                     360                      7                      0                      0                   0.375                  7.375 PHOENIX                AZ                                       85043 PUD                                    205650                20060701            79.98999786 No MI                                1.00E+17                    2.25               20110601                 12.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GII                      G02                                                      347200                2025.33                    360                     360                  6.625                      0                      0                   0.375                      7 NORTH LAS VEGAS        NV                                       89032 PUD                                    347200                20060701                     80 No MI                                1.00E+17                    2.25               20110601                     13                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GI                       G01                                                       91000                 587.71                    360                     360                  7.375                      0                      0                   0.375                   7.75 PUEBLO                 CO                                       81004 Single Family                           91000                20060701                     70 No MI                                1.00E+17                    2.25               20110601                  12.75                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GI                       G01                                                      119845                 761.52                    360                     360                   7.25                      0                      0                   0.375                  7.625 NAMPA                  ID                                       83651 PUD                                    119845                20060701                     75 No MI                                1.00E+17                    2.25               20110601                 12.625                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GI                       G03                                                      572250                3516.95                    360                     360                      7                      0                      0                   0.375                  7.375 WOODBRIDGE             VA                                       22191 Single Family                          572250                20060701            79.98999786 No MI                                1.00E+17                    2.25               20110601                 12.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GII                      G02                                                       99928                 551.69                    360                     360                   6.25                      0                      0                   0.375                  6.625 Kemah                  TX                                       77565 Single Family                           99928                20060701                     80 No MI                                1.00E+17                    2.25               20110601                 12.625                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GII                      G03                                                       58500                 399.07                    360                     360                  6.875                      0                      0                   0.375                   7.25 DETROIT                MI                                       48228 Single Family                           58500                20060701                     65 No MI                                1.00E+17                    2.25               20110601                  12.25                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360601 AFL2
GII                      G03                                                      436000                2361.67                    360                     358                  6.125                      0                      0                   0.375                    6.5 Napa                   CA                                       94559 Single Family                          436000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G03                                                       82950                 580.00                    360                     360                  7.125                      0                      0                   0.375                    7.5 WARREN                 MI                                       48091 Single Family                           82950                20060701                     70 No MI                                1.00E+17                    2.25               20110601                   12.5                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360601 AFL2
GI                       G01                                                      124000                 813.75                    360                     360                    7.5                      0                      0                   0.375                  7.875 SAINT PAUL             MN                                       55106 2-4 Family                             124000                20060701                     80 No MI                                1.00E+17                    2.25               20110601                 12.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GI                       G01                                                       70000                 459.38                    360                     360                    7.5                      0                      0                   0.375                  7.875 Arlington              TX                                       76015 Single Family                           70000                20060701                     70 No MI                                1.00E+17                    2.25               20110601                 12.875                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360601 AFL2
GI                       G03                                                      112000                 700.00                    360                     360                  7.125                      0                      0                   0.375                    7.5 Arlington              TX                                       76001 Single Family                          112000                20060701                     70 No MI                                1.00E+17                    2.25               20110601                   12.5                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360601 AFL2
GI                       G03                                                      289688                1780.37                    360                     360                      7                      0                      0                   0.375                  7.375 Clifton                NJ                                        7011 Single Family                          289688                20060701                     75 No MI                                1.00E+17                    2.25               20110601                 12.375                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360601 AFL2
GII                      G03                                                   180684.19                1072.81                    360                     359                   6.75                      0                      0                   0.375                  7.125 CUMMING                GA                                       30040 PUD                                    180700                20060601            79.98000336 No MI                                1.00E+17                    2.25               20110501                 12.125                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G03                                                      124000                 762.08                    360                     359                      7                      0                      0                   0.375                  7.375 Olive Branch           MS                                       38654 Single Family                          124000                20060601                     80 No MI                                1.00E+17                    2.75               20110501                 13.375                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G01                                                   116717.56                 836.77                    360                     359                  7.375                      0                      0                   0.375                   7.75 Plano                  TX                                       75023 PUD                                    116800                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.75                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G03                                                      252000                1548.75                    360                     359                      7                      0                      0                   0.375                  7.375 ATLANTA                GA                                       30316 Single Family                          252000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G03                                                      435000                2401.56                    360                     359                   6.25                      0                      0                   0.375                  6.625 Tucson                 AZ                                       85749 Single Family                          435000                20060601                  60.25 No MI                                1.00E+17                    2.25               20110501                 11.625                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G03                                                      405075                2489.52                    360                     358                      7                      0                      0                   0.375                  7.375 Miami                  FL                                       33177 Single Family                          405075                20060501                     80 No MI                                                            2.75               20110401                 13.375                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G01                                                      425734                3104.31                    360                     358                  8.375                      0                      0                   0.375                   8.75 Las Vegas              NV                                       89109 Condominium                            425734                20060501                     80 No MI                                1.00E+17                    2.75               20110401                  14.75                  2.375                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G03                                                      361400                2258.75                    360                     359                  7.125                      0                      0                   0.375                    7.5 Santa Clarita          CA                                       91350 Condominium                            361400                20060601            79.98999786 No MI                                1.00E+17                    2.25               20110501                   12.5                  2.375                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      415489                2769.93                    360                     359                  7.625                      0                      0                   0.375                      8 Las Vegas              NV                                       89149 PUD                                    415489                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     13                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G03                                                      175920                1062.85                    360                     360                  6.875                      0                      0                   0.375                   7.25 Geismar                LA                                       70734 Single Family                          175920                20060701                     80 No MI                                1.00E+17                    2.25               20110601                  12.25                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GI                       G01                                                     2000000               13750.00                    360                     359                  7.875                      0                      0                   0.375                   8.25 Rollins                MT                                       59931 Single Family                         2000000                20060601            41.66999817 No MI                                1.00E+17                    2.25               20110501                  13.25                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G02                                                      101500                 666.79                    360                     360                    6.5                      0                      0                   0.375                  6.875 Philadelphia           PA                                       19135 Single Family                          101500                20060701                     70 No MI                                1.00E+17                    2.25               20110601                 11.875                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360601 AFL2
GI                       G03                                                      164000                1146.72                    360                     360                  7.125                      0                      0                   0.375                    7.5 Pleasantville          NJ                                        8232 Single Family                          164000                20060701                     80 No MI                                1.00E+17                    2.25               20110601                   12.5                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360601 AFL2
GI                       G01                                                      119920                 774.48                    360                     360                  7.375                      0                      0                   0.375                   7.75 Kissimmee              FL                                       34741 Condominium                            119920                20060701                     80 No MI                                1.00E+17                    2.25               20110601                  12.75                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360601 AFL2
GI                       G01                                                      241520                1584.98                    360                     360                    7.5                      0                      0                   0.375                  7.875 Chandler               AZ                                       85248 Condominium                            241520                20060701                     80 No MI                                1.00E+17                    2.25               20110601                 12.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GI                       G02                                                      180800                1280.67                    360                     360                  8.125                      0                      0                   0.375                    8.5 NO PORT                FL                                       34288 Single Family                          180800                20060701            72.31999969 No MI                                1.00E+17                    2.25               20110601                   13.5                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360601 AFL2
GII                      G03                                                      216000                1125.00                    360                     360                  5.875                      0                      0                   0.375                   6.25 GLENDALE               AZ                                       85303 PUD                                    216000                20060701                     80 No MI                                1.00E+17                    2.25               20110601                  11.25                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GII                      G02                                                      108000                 618.75                    360                     359                    6.5                      0                      0                   0.375                  6.875 BALTIMORE              MD                                       21222 Single Family                          108000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      278400                1856.00                    360                     360                  7.625                      0                      0                   0.375                      8 Alexandria             VA                                       22306 Condominium                            278400                20060701            74.98999786 No MI                                1.00E+17                    2.25               20110601                     13                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GI                       G03                                                      410865                2567.91                    360                     360                  7.125                      0                      0                   0.375                    7.5 Scottsdale             AZ                                       85254 Single Family                          410865                20060701                     70 No MI                                1.00E+17                    2.25               20110601                   12.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GI                       G03                                                      114676                 704.78                    360                     359                      7                      0                      0                   0.375                  7.375 Austin                 TX                                       78725 PUD                                    114676                20060601                     80 No MI                                1.00E+17                    2.75               20110501                 13.375                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G02                                                      104332                 597.74                    360                     359                    6.5                      0                      0                   0.375                  6.875 Moorhead               MN                                       56560 Single Family                          104332                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.875                  2.375                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G03                                                      500000                2812.50                    360                     360                  6.375                      0                      0                   0.375                   6.75 Key West               FL                                       33040 Single Family                          500000                20060701            64.51999664 No MI                                                            2.25               20110601                  11.75                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GII                      G02                                                      222400                1227.83                    360                     359                   6.25                      0                      0                   0.375                  6.625 Avondale               AZ                                       85323 PUD                                    222400                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.625                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G01                                                      945000                6004.69                    360                     360                   7.25                      0                      0                   0.375                  7.625 COSTA MESA             CA                                       92627 Single Family                          945000                20060701                     70 No MI                                1.00E+17                    2.25               20110601                 12.625                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GII                      G02                                                      204975                1131.63                    360                     359                   6.25                      0                      0                   0.375                  6.625 Queen Creek            AZ                                       85243 PUD                                    204975                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.625                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G03                                                      460000                2875.00                    360                     359                  7.125                      0                      0                   0.375                    7.5 Cameron Park           CA                                       95682 Single Family                          460000                20060601            79.86000061 No MI                                1.00E+17                    2.25               20110501                   13.5                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G02                                                      142300                 815.26                    360                     359                    6.5                      0                      0                   0.375                  6.875 Orange Park            FL                                       32003 Condominium                            142300                20060601            79.98999786 No MI                                1.00E+17                    2.75               20110501                 12.875                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G03                                                       83992                 524.95                    360                     358                  7.125                      0                      0                   0.375                    7.5 Lake Mary              FL                                       32746 Condominium                             83992                20060501                     80 No MI                                1.00E+17                    2.75               20110401                   13.5                  2.375                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G01                                                      440000                2795.83                    360                     359                   7.25                      0                      0                   0.375                  7.625 Northport              AL                                       35475 PUD                                    440000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.625                  2.375                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G02                                                      119200                 658.08                    360                     359                   6.25                      0                      0                   0.375                  6.625 Lawrenceville          GA                                       30044 Single Family                          119200                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.625                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G02                                                      219950                1237.22                    360                     359                  6.375                      0                      0                   0.375                   6.75 Reno                   NV                                       89506 PUD                                    219950                20060601            79.98000336 No MI                                1.00E+17                    2.75               20110501                  12.75                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G02                                                      110000                 630.21                    360                     359                    6.5                      0                      0                   0.375                  6.875 North Charleston       SC                                       29405 Single Family                          110000                20060601                     80 No MI                                1.00E+17                    2.75               20110501                 12.875                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G02                                                      173200                 956.21                    360                     359                   6.25                      0                      0                   0.375                  6.625 Mckinney               TX                                       75070 PUD                                    173200                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.625                  2.375                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G02                                                      169520                 988.87                    360                     359                  6.625                      0                      0                   0.375                      7 Chandler               AZ                                       85226 Condominium                            169520                20060601            79.48999786 No MI                                1.00E+17                    2.75               20110501                     13                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G02                                                      154000                 882.29                    360                     359                    6.5                      0                      0                   0.375                  6.875 Sparks                 NV                                       89434 Single Family                          154000                20060601            49.68000031 No MI                                1.00E+17                    2.75               20110501                 12.875                  2.375                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      197200                1396.83                    360                     360                  8.125                      0                      0                   0.375                    8.5 Bloomington            MN                                       55420 Single Family                          197200                20060701            75.26999664 No MI                                1.00E+17                    2.25               20110601                   13.5                  2.375                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GII                      G03                                                      324000                1923.75                    360                     359                   6.75                      0                      0                   0.375                  7.125 West Windsor           NJ                                        8550 Single Family                          324000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.125                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G03                                                       87850                 539.91                    360                     359                      7                      0                      0                   0.375                  7.375 Homestead              FL                                       33033 Townhouse                               87850                20060601                     70 No MI                                1.00E+17                    2.75               20110501                 13.375                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G03                                                      708000                4425.00                    360                     359                  7.125                      0                      0                   0.375                    7.5 Camas                  WA                                       98607 Single Family                          708000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   12.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G02                                                      183920                1072.87                    360                     360                  6.625                      0                      0                   0.375                      7 Allentown              PA                                       18104 Single Family                          183920                20060701                     80 No MI                                1.00E+17                    2.25               20110601                     12                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GII                      G02                                                      180000                1012.50                    360                     359                  6.375                      0                      0                   0.375                   6.75 Seattle                WA                                       98168 Single Family                          180000                20060601            69.23000336 No MI                                1.00E+17                    2.25               20110501                  11.75                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G03                                                      340000                2054.17                    360                     359                  6.875                      0                      0                   0.375                   7.25 Passaic                NJ                                        7055 2-4 Family                             340000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G02                                                      257000                1418.85                    360                     360                   6.25                      0                      0                   0.375                  6.625 IRVINE                 CA                                       92604 Condominium                            257000                20060701            53.54000092 No MI                                                            2.25               20110601                 11.625                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GI                       G02                                                   209731.26                1577.66                    360                     358                  7.875                      0                      0                   0.375                   8.25 Bonita Springs         FL                                       34134 Condominium                            210000                20060501                     70 No MI                                1.00E+17                    2.25               20110401                  13.25                  1.875                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      166500                1162.03                    360                     360                      8                      0                      0                   0.375                  8.375 Humble                 TX                                       77396 PUD                                    166500                20060701                     75 No MI                                1.00E+17                    2.25               20110601                 13.375                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360601 AFL2
GI                       G02                                                      145350                1014.42                    360                     360                      8                      0                      0                   0.375                  8.375 Spring                 TX                                       77386 PUD                                    145350                20060701            74.98000336 No MI                                1.00E+17                    2.25               20110601                 13.375                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360601 AFL2
GI                       G02                                                      148900                1039.20                    360                     360                      8                      0                      0                   0.375                  8.375 Katy                   TX                                       77494 PUD                                    148900                20060701            74.98000336 No MI                                1.00E+17                    2.25               20110601                 13.375                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360601 AFL2
GII                      G03                                                      392000                2368.33                    360                     359                  6.875                      0                      0                   0.375                   7.25 Englewood              NJ                                        7631 Single Family                          392000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      126300                 868.31                    360                     360                  7.875                      0                      0                   0.375                   8.25 ATLANTA                GA                                       30314 2-4 Family                             126300                20060701                     75 No MI                                1.00E+17                    2.25               20110601                  14.25                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GI                       G01                                                      840000                5425.00                    360                     360                  7.375                      0                      0                   0.375                   7.75 DANA POINT             CA                                       92629 Single Family                          840000                20060701                     80 No MI                                1.00E+17                    2.25               20110601                  12.75                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GI                       G02                                                      220000                1397.92                    360                     359                   7.25                      0                      0                   0.375                  7.625 Fresno                 CA                                       93722 Single Family                          220000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.625                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G03                                                      278400                1711.00                    360                     360                      7                      0                      0                   0.375                  7.375 Lake Elsinore          CA                                       92530 Single Family                          278400                20060701                     80 No MI                                1.00E+17                    2.75               20110601                 12.375                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GI                       G02                                                   159715.34                1201.43                    360                     358                  7.875                      0                      0                   0.375                   8.25 CHELSEA                MA                                        2150 Condominium                            159920                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  13.25                  2.375                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G03                                                      583900                3041.15                    360                     359                  5.875                      0                      0                   0.375                   6.25 TUSTIN                 CA                                       92780 Single Family                          583900                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  11.25                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G02                                                   307741.24                2023.34                    360                     359                    6.5                      0                      0                   0.375                  6.875 SEATTLE                WA                                       98108 Single Family                          308000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.875                  2.375                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G03                                                      314000                1864.38                    360                     360                   6.75                      0                      0                   0.375                  7.125 HERNDON                VA                                       20171 Condominium                            314000                20060701                     80 No MI                                1.00E+17                    2.25               20110601                 12.125                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GI                       G02                                                      217000                1514.48                    360                     359                      8                      0                      0                   0.375                  8.375 Brick                  NJ                                        8724 Single Family                          217000                20060601                     70 No MI                                1.00E+17                    2.25               20110501                 13.375                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      287592                1857.36                    360                     359                  7.375                      0                      0                   0.375                   7.75 Homestead              FL                                       33032 Single Family                          287592                20060601            79.88999939 No MI                                1.00E+17                    2.25               20110501                  12.75                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G02                                                   199748.31                1123.58                    360                     358                  6.375                      0                      0                   0.375                   6.75 Mesa                   AZ                                       85201 Single Family                          200000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  11.75                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G01                                                      660000                4675.00                    360                     359                  8.125                      0                      0                   0.375                    8.5 Decatur                GA                                       30034 Single Family                          660000                20060601                     80 No MI                                1.00E+17                       5               20110501                   13.5                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                    67451.15                 477.76                    360                     359                   7.25                      0                      0                   0.375                  7.625 Houston                TX                                       77088 PUD                                     67500                20060601                     75 No MI                                1.00E+17                    2.25               20110501                 12.625                  4.625                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                       79200                 561.00                    360                     359                  8.125                      0                      0                   0.375                    8.5 Indianapolis           IN                                       46227 2-4 Family                              79200                20060601                     80 No MI                                                            2.25               20110501                   13.5                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      414400                2676.33                    360                     358                  7.375                      0                      0                   0.375                   7.75 Tucker                 GA                                       30084 Single Family                          414400                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.75                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                    58789.51                 416.71                    360                     358                   7.25                      0                      0                   0.375                  7.625 Birmingham             AL                                       35208 Single Family                           58875                20060501                     75 No MI                                1.00E+17                    2.25               20110401                 12.625                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      178392                1170.70                    360                     359                    7.5                      0                      0                   0.375                  7.875 Orlando                FL                                       32829 Condominium                            178392                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.875                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                   152147.84                1117.16                    360                     359                  7.625                      0                      0                   0.375                      8 Tampa                  FL                                       33625 Single Family                          152250                20060601                     75 No MI                                1.00E+17                    2.25               20110501                     13                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G02                                                      144000                 825.00                    360                     359                    6.5                      0                      0                   0.375                  6.875 Birmingham             AL                                       35215 Single Family                          144000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.875                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G02                                                      189000                1082.81                    360                     359                    6.5                      0                      0                   0.375                  6.875 Plantation             FL                                       33322 PUD                                    189000                20060601                     70 No MI                                1.00E+17                    2.25               20110501                 11.875                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      128000                 906.67                    360                     359                  8.125                      0                      0                   0.375                    8.5 PORT SAINT LUCIE       FL                                       34953 Townhouse                              128000                20060601                     80 No MI                                                            2.25               20110501                   13.5                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      159000                1109.69                    360                     358                      8                      0                      0                   0.375                  8.375 Kissimmee              FL                                       34759 PUD                                    159000                20060501                     75 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G03                                                      105000                 623.44                    360                     359                   6.75                      0                      0                   0.375                  7.125 Jacksonville           FL                                       32244 PUD                                    105000                20060601                     70 No MI                                                            2.25               20110501                 12.125                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                       96250                 611.59                    360                     359                   7.25                      0                      0                   0.375                  7.625 Newport                NC                                       28570 Condominium                             96250                20060601                     70 No MI                                1.00E+17                    2.25               20110501                 12.625                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G03                                                      544000                3286.67                    360                     359                  6.875                      0                      0                   0.375                   7.25 Upper Marlboro         MD                                       20774 Single Family                          544000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.25                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G03                                                    83870.93                 580.17                    360                     358                      7                      0                      0                   0.375                  7.375 Houston                TX                                       77067 PUD                                     84000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.375                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G03                                                   148517.22                1014.74                    360                     358                  6.875                      0                      0                   0.375                   7.25 Spring                 TX                                       77380 PUD                                    148750                20060501                     70 No MI                                1.00E+17                    2.25               20110401                  12.25                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                   215847.55                1547.45                    360                     359                  7.375                      0                      0                   0.375                   7.75 La Vernia              TX                                       78121 Single Family                          216000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.75                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G03                                                   331261.88                2240.79                    360                     358                   6.75                      0                      0                   0.375                  7.125 Fort Myers             FL                                       33913 PUD                                    332600                20060501            64.59999847 No MI                                                            2.25               20110401                 12.125                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G03                                                    87244.52                 518.01                    360                     359                   6.75                      0                      0                   0.375                  7.125 Marble Falls           TX                                       78654 Single Family                           87500                20060601                     70 No MI                                1.00E+17                    2.25               20110501                 12.125                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      193836                1292.24                    360                     358                  7.625                      0                      0                   0.375                      8 Sanford                FL                                       32773 PUD                                    193836                20060501                     80 No MI                                1.00E+17                    2.25               20110401                     13                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      340000                2195.83                    360                     358                  7.375                      0                      0                   0.375                   7.75 Riverside              CA                                       92505 Single Family                          340000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.75                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                   156794.33                1094.29                    360                     358                      8                      0                      0                   0.375                  8.375 Atlanta                GA                                       30310 Single Family                          156800                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      308000                2021.25                    360                     359                    7.5                      0                      0                   0.375                  7.875 Key Largo              FL                                       33037 Single Family                          308000                20060601                     80 No MI                                                            2.25               20110501                 12.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G03                                                      444500                2592.92                    360                     359                  6.625                      0                      0                   0.375                      7 Calexico               CA                                       92231 Single Family                          444500                20060601                     70 No MI                                1.00E+17                    2.25               20110501                     12                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                       86800                 560.58                    360                     359                  7.375                      0                      0                   0.375                   7.75 Hialeah                FL                                       33012 Condominium                             86800                20060601                     70 No MI                                1.00E+17                    2.25               20110501                  12.75                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                    279795.2                1807.01                    360                     358                  7.375                      0                      0                   0.375                   7.75 Sicklerville           NJ                                        8081 Single Family                        279795.2                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  13.75                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                      255909                1386.17                    360                     359                  6.125                      0                      0                   0.375                    6.5 Weeki Wachee           FL                                       34607 Single Family                          255909                20060601            79.47000122 No MI                                1.00E+17                    2.25               20110501                   12.5                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G02                                                      103000                 547.19                    360                     359                      6                      0                      0                   0.375                  6.375 Savannah               GA                                       31410 Condominium                            103000                20060601                     80 No MI                                1.00E+17                    2.75               20110501                 12.375                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G02                                                      212000                1214.58                    360                     360                    6.5                      0                      0                   0.375                  6.875 SUN CITY               AZ                                       85374 PUD                                    212000                20060701                     80 No MI                                1.00E+17                    2.25               20110601                 11.875                  2.375                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GI                       G02                                                      197392                1295.39                    360                     359                    7.5                      0                      0                   0.375                  7.875 BUCKEYE                AZ                                       85326 PUD                                    197392                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                   254904.49                1961.18                    360                     359                  8.125                      0                      0                   0.375                    8.5 GOLD CANYON            AZ                                       85218 PUD                                    255059                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.125                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                   353362.73                2594.60                    360                     359                  7.625                      0                      0                   0.375                      8 CHARLESTOWN            MA                                        2129 Condominium                            353600                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     14                  1.875                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      204800                1301.33                    360                     353                   7.25                      0                      0                   0.375                  7.625 FREDERICK              MD                                       21704 Single Family                          204800                20051201                     80 No MI                                1.00E+17                    2.25               20101101                 12.625                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20351101 AFL2
GI                       G01                                                      436000                2906.67                    360                     359                  7.625                      0                      0                   0.375                      8 RICHMOND               CA                                       94806 Single Family                          436000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     13                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      278400                1885.00                    360                     360                   7.75                      0                      0                   0.375                  8.125 Cape Coral             FL                                       33993 Single Family                          278400                20060701            74.63999939 No MI                                1.00E+17                    2.25               20110601                 13.125                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360601 AFL2
GI                       G03                                                      274400                1686.42                    360                     359                      7                      0                      0                   0.375                  7.375 Gaithersburg           MD                                       20879 PUD                                    274400                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.375                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      440000                3070.83                    360                     359                      8                      0                      0                   0.375                  8.375 Bloomfield             NJ                                        7003 2-4 Family                             440000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.375                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G02                                                      173875                 996.16                    360                     359                    6.5                      0                      0                   0.375                  6.875 ROCKLIN                CA                                       95677 Townhouse                              173875                20060601                     65 No MI                                1.00E+17                    2.25               20110501                 12.875                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G02                                                      173875                 996.16                    360                     359                    6.5                      0                      0                   0.375                  6.875 ROCKLIN                CA                                       95677 Single Family                          173875                20060601                     65 No MI                                1.00E+17                    2.25               20110501                 12.875                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G02                                                      324000                1755.00                    360                     359                  6.125                      0                      0                   0.375                    6.5 STOCKTON               CA                                       95206 Single Family                          324000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   12.5                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G03                                                      108000                 736.75                    360                     360                  6.875                      0                      0                   0.375                   7.25 RICHMOND               VA                                       23221 Single Family                          108000                20060701                     80 No MI                                1.00E+17                    2.25               20110601                  12.25                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360601 AFL2
GI                       G01                                                      460000                3018.75                    360                     359                    7.5                      0                      0                   0.375                  7.875 ALPHARETTA             GA                                       30022 PUD                                    460000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G02                                                      299900                1718.18                    360                     359                    6.5                      0                      0                   0.375                  6.875 Apache Junction        AZ                                       85220 Single Family                          299900                20060601            79.98999786 No MI                                1.00E+17                    2.25               20110501                 11.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G02                                                   327731.14                2182.19                    360                     359                  6.625                      0                      0                   0.375                      7 Knoxville              TN                                       37934 Single Family                          328000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     12                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      359920                2324.48                    360                     359                  7.375                      0                      0                   0.375                   7.75 Atwater                CA                                       95301 Single Family                          359920                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.75                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                    95000.92                 722.52                    360                     359                      8                      0                      0                   0.375                  8.375 SHEBOYGAN              WI                                       53081 Single Family                           95060                20060601                     75 No MI                                1.00E+17                    2.25               20110501                 13.375                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G01                                                   837605.47                6017.86                    360                     357                  7.375                      0                      0                   0.375                   7.75 CORAL GABLES           FL                                       33146 Single Family                          840000                20060401                     70 No MI                                1.00E+17                    2.25               20090301                  13.75                  1.875                       2 First Lien                                    N                                            0 No_PP                                     360                      36 N                                    20360301 AFL2
GI                       G01                                                    83872.24                 608.55                    360                     359                    7.5                      0                      0                   0.375                  7.875 FOOTVILLE              WI                                       53537 Single Family                           83930                20060601                     70 No MI                                1.00E+17                    2.25               20110501                 12.875                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G03                                                      185000                1156.25                    360                     360                  7.125                      0                      0                   0.375                    7.5 LYNDHURST              NJ                                        7071 2-4 Family                             185000                20060701            34.90999985 No MI                                1.00E+17                    2.25               20110601                   12.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GII                      G02                                                      144700                 829.01                    360                     359                    6.5                      0                      0                   0.375                  6.875 Burleson               TX                                       76028 Single Family                          144700                20060601            75.76000214 No MI                                1.00E+17                    2.25               20110501                 12.875                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G03                                                      133600                 681.92                    360                     359                   5.75                      0                      0                   0.375                  6.125 Yuma                   AZ                                       85364 Single Family                          133600                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.125                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                    72682.42                 540.02                    360                     359                   7.75                      0                      0                   0.375                  8.125 FOOTVILLE              WI                                       53537 2-4 Family                              72730                20060601                     70 No MI                                1.00E+17                    2.25               20110501                 13.125                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G02                                                      370800                2047.12                    360                     359                   6.25                      0                      0                   0.375                  6.625 Seattle                WA                                       98107 Single Family                          370800                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.625                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      180000                1162.50                    360                     359                  7.375                      0                      0                   0.375                   7.75 Tacoma                 WA                                       98404 Single Family                          180000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.75                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G02                                                       98960                 577.27                    360                     359                  6.625                      0                      0                   0.375                      7 HARTSVILLE             TN                                       37148 Single Family                           98960                20060601                     80 No MI                                1.00E+17                    2.75               20110501                     13                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G01                                                   243799.99                1623.34                    360                     359                  6.625                      0                      0                   0.375                      7 Washington             DC                                       20019 Single Family                          244000                20060601                     80 No MI                                1.00E+17                    2.25               20090501                     12                  2.375                       1 First Lien                                    N                                            0 No_PP                                     360                      36 N                                    20360501 AFL2
GI                       G03                                                      187125                1150.04                    360                     359                      7                      0                      0                   0.375                  7.375 Maple Valley           WA                                       98038 Single Family                          187125                20060601                     75 No MI                                1.00E+17                    2.25               20110501                 12.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G01                                                      194300                1254.85                    360                     360                  7.375                      0                      0                   0.375                   7.75 Pearland               TX                                       77584 PUD                                    194300                20060701            74.98999786 No MI                                1.00E+17                    2.25               20110601                  12.75                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360601 AFL2
GI                       G03                                                      139930                 874.56                    360                     359                  7.125                      0                      0                   0.375                    7.5 Altamonte Springs      FL                                       32714 Condominium                            139930                20060601                     70 No MI                                1.00E+17                    2.25               20110501                   12.5                  2.375                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      176204                1156.34                    360                     359                    7.5                      0                      0                   0.375                  7.875 ANOKA                  MN                                       55303 PUD                                    176204                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G03                                                      135450                 804.23                    360                     359                   6.75                      0                      0                   0.375                  7.125 CANTON                 GA                                       30114 PUD                                    135450                20060601            79.98000336 No MI                                1.00E+17                    2.25               20110501                 12.125                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G03                                                      116000                 700.83                    360                     359                  6.875                      0                      0                   0.375                   7.25 LAWRENCEVILLE          GA                                       30044 Single Family                          116000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G02                                                      159373                 913.07                    360                     359                    6.5                      0                      0                   0.375                  6.875 CHARLOTTE              NC                                       28269 PUD                                    159373                20060601                     65 No MI                                1.00E+17                    2.25               20110501                 11.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G02                                                      246960                1311.98                    360                     357                      6                      0                      0                   0.375                  6.375 Las Vegas              NV                                       89139 PUD                                    246960                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 12.375                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GI                       G01                                                      221900                1479.33                    360                     359                  7.625                      0                      0                   0.375                      8 Coral Springs          FL                                       33071 Single Family                          221900                20060601                     70 No MI                                1.00E+17                    2.25               20110501                     13                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G03                                                   140951.32                 986.28                    360                     359                  7.125                      0                      0                   0.375                    7.5 Fort Worth             TX                                       76131 PUD                                    141056                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   12.5                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      251200                1727.00                    360                     359                  7.875                      0                      0                   0.375                   8.25 FREDERICK              MD                                       21703 Single Family                          251200                20060601            79.98999786 No MI                                1.00E+17                    2.25               20110501                  13.25                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G03                                                      536000                3294.17                    360                     359                      7                      0                      0                   0.375                  7.375 RIDGEFIELD             CT                                        6877 Single Family                          536000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      234000                1511.25                    360                     359                  7.375                      0                      0                   0.375                   7.75 ROSEVILLE              CA                                       95747 Condominium                            234000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  13.75                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      171036                1122.42                    360                     359                    7.5                      0                      0                   0.375                  7.875 DOUGLASVILLE           GA                                       30135 PUD                                    171036                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      123200                 859.83                    360                     359                      8                      0                      0                   0.375                  8.375 WINDER                 GA                                       30680 PUD                                    123200                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G03                                                   113511.38                 774.95                    360                     359                  6.875                      0                      0                   0.375                   7.25 ATLANTA                GA                                       30311 Single Family                          113600                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.25                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G03                                                   106316.99                 725.84                    360                     359                  6.875                      0                      0                   0.375                   7.25 DECATUR                GA                                       30032 Single Family                          106400                20060601                     70 No MI                                1.00E+17                    2.25               20110501                  12.25                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      208000                1473.33                    360                     359                  8.125                      0                      0                   0.375                    8.5 ATLANTA                GA                                       30314 Single Family                          208000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   13.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      169653                1113.35                    360                     359                    7.5                      0                      0                   0.375                  7.875 DOUGLASVILLE           GA                                       30135 PUD                                    169653                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      136800                 897.75                    360                     359                    7.5                      0                      0                   0.375                  7.875 BIRMINGHAM             AL                                       35215 Single Family                          136800                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G03                                                      221592                1361.87                    360                     359                      7                      0                      0                   0.375                  7.375 Heber                  CA                                       92249 Single Family                          221592                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.375                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      122400                 841.50                    360                     359                  7.875                      0                      0                   0.375                   8.25 AZTEC                  NM                                       87410 Single Family                          122400                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  13.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G03                                                      339950                2124.69                    360                     359                  7.125                      0                      0                   0.375                    7.5 OAK HILL               VA                                       20171 Condominium                            339950                20060601            79.98999786 No MI                                1.00E+17                    2.25               20110501                   12.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G01                                                      770000                4892.71                    360                     359                   7.25                      0                      0                   0.375                  7.625 NEW SMYRNA             FL                                       32169 Condominium                            770000                20060601                     70 No MI                                1.00E+17                    2.25               20110501                 12.625                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G02                                                      186482                1010.11                    360                     359                  6.125                      0                      0                   0.375                    6.5 STRASBURG              CO                                       80136 PUD                                    186482                20060601            84.76000214 YES                                  1.00E+17                    2.25               20110501                   11.5                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                   305483.57                1899.10                    360                     359                  6.625                      0                      0                   0.375                      7 Passaic                NJ                                        7055 2-4 Family                             305600                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     12                  1.875                       1 First Lien                                    N                                            0 No_PP                                     480                      60 N                                    20360501 AFL2
GI                       G02                                                   135190.51                 969.21                    360                     359                  7.375                      0                      0                   0.375                   7.75 Palm Bay               FL                                       32909 Single Family                          135286                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.75                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G02                                                      243200                1368.00                    360                     359                  6.375                      0                      0                   0.375                   6.75 LAS VEGAS              NV                                       89120 Single Family                          243200                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.75                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G03                                                      258172                1532.90                    360                     358                   6.75                      0                      0                   0.375                  7.125 Jupiter                FL                                       33458 Condominium                            258172                20060501                     80 No MI                                1.00E+17                    2.75               20110401                 13.125                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      283200                1888.00                    360                     359                  7.625                      0                      0                   0.375                      8 Kent                   WA                                       98031 Single Family                          283200                20060601                     80 No MI                                1.00E+17                    2.75               20110501                     14                  2.375                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      584000                4075.83                    360                     360                      8                      0                      0                   0.375                  8.375 ONTARIO                CA                                       91764 2-4 Family                             584000                20060701                     80 No MI                                1.00E+17                    2.25               20110601                 13.375                  2.375                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GI                       G02                                                      131250                 916.02                    360                     360                      8                      0                      0                   0.375                  8.375 Aurora                 CO                                       80011 Single Family                          131250                20060701                     75 No MI                                1.00E+17                    2.25               20110601                 13.375                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360601 AFL2
GI                       G02                                                   177689.49                1351.41                    360                     359                      8                      0                      0                   0.375                  8.375 Waukegan               IL                                       60085 2-4 Family                             177800                20060601                     70 No MI                                1.00E+17                    2.25               20110501                 13.375                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G03                                                      375900                2349.38                    360                     359                  7.125                      0                      0                   0.375                    7.5 REVERE                 MA                                        2151 Single Family                          375900                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   13.5                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      153000                1067.81                    360                     359                      8                      0                      0                   0.375                  8.375 PRINEVILLE             OR                                       97754 Single Family                          153000                20060601            74.88999939 No MI                                1.00E+17                    2.25               20110501                 13.375                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      320000                2266.67                    360                     359                  8.125                      0                      0                   0.375                    8.5 CORONA                 CA                                       92881 Single Family                          320000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   13.5                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G01                                                      712000                4746.67                    360                     359                  7.625                      0                      0                   0.375                      8 CHICAGO                IL                                       60622 Single Family                          712000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     13                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      117600                 759.50                    360                     359                  7.375                      0                      0                   0.375                   7.75 AURORA                 CO                                       80010 Single Family                          117600                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      283503                1890.02                    360                     359                  7.625                      0                      0                   0.375                      8 Boynton Beach          FL                                       33426 Townhouse                              283503                20060601                     70 No MI                                1.00E+17                    2.25               20110501                     13                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G03                                                      119192                 744.95                    360                     359                  7.125                      0                      0                   0.375                    7.5 Phoenix                AZ                                       85013 Condominium                            119192                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   12.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      112000                 735.00                    360                     359                    7.5                      0                      0                   0.375                  7.875 BARSTOW                CA                                       92311 Single Family                          112000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                       83925                 585.73                    360                     359                      8                      0                      0                   0.375                  8.375 Beverly Hills          FL                                       34465 Single Family                           83925                20060601                     75 No MI                                1.00E+17                    2.25               20110501                 13.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                       62250                 395.55                    360                     359                   7.25                      0                      0                   0.375                  7.625 DALLAS                 TX                                       75217 Single Family                           62250                20060601                     75 No MI                                                            2.25               20110501                 12.625                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G03                                                      124000                 775.00                    360                     358                  7.125                      0                      0                   0.375                    7.5 Joshua Tree            CA                                       92252 Single Family                          124000                20060501                     80 No MI                                1.00E+17                    2.75               20110401                   13.5                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      290800                2059.83                    360                     359                  8.125                      0                      0                   0.375                    8.5 Chelsea                MA                                        2150 2-4 Family                             290800                20060601                     80 No MI                                                            2.25               20110501                   13.5                  2.375                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                       89900                 608.70                    360                     359                   7.75                      0                      0                   0.375                  8.125 Porter                 TX                                       77365 PUD                                     89900                20060601            74.95999908 No MI                                1.00E+17                    2.25               20110501                 13.125                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      362712                2418.08                    360                     359                  7.625                      0                      0                   0.375                      8 NORTHVILLE             MI                                       48168 Single Family                          362712                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     13                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G03                                                      184000                1130.83                    360                     359                      7                      0                      0                   0.375                  7.375 ST PETERSBURG          FL                                       33713 Single Family                          184000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G03                                                      222400                1343.67                    360                     359                  6.875                      0                      0                   0.375                   7.25 GIBSONTON              FL                                       33534 PUD                                    222400                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.25                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G03                                                      999950                6041.36                    360                     358                  6.875                      0                      0                   0.375                   7.25 FT MYERS               FL                                       33905 Single Family                          999950                20060501            71.43000031 No MI                                                            2.25               20110401                  12.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G03                                                      227650                1375.39                    360                     359                  6.875                      0                      0                   0.375                   7.25 ROME                   GA                                       30161 Single Family                          227650                20060601            79.98999786 No MI                                1.00E+17                    2.25               20110501                  12.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      155428                1100.95                    360                     359                  8.125                      0                      0                   0.375                    8.5 OTSEGO                 MN                                       55330 PUD                                    155428                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   13.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                    71956.38                 553.62                    360                     359                  8.125                      0                      0                   0.375                    8.5 Louisville             KY                                       40211 Single Family                           72000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   13.5                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                   235857.03                1814.64                    360                     359                  8.125                      0                      0                   0.375                    8.5 Beaverton              OR                                       97007 Single Family                          236000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   13.5                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G03                                                      196000                1184.17                    360                     359                  6.875                      0                      0                   0.375                   7.25 Boynton Beach          FL                                       33426 Condominium                            196000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.25                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      228000                1472.50                    360                     359                  7.375                      0                      0                   0.375                   7.75 Beaufort               SC                                       29907 Single Family                          228000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G02                                                   175999.67                1026.66                    360                     359                  6.625                      0                      0                   0.375                      7 Arvada                 CO                                       80003 Single Family                          176000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     12                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      376000                2389.17                    360                     359                   7.25                      0                      0                   0.375                  7.625 Arvada                 CO                                       80007 PUD                                    376000                20060601                     80 No MI                                1.00E+17                    2.75               20110501                 12.625                  1.875                       5 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G03                                                      493600                3033.58                    360                     358                      7                      0                      0                   0.375                  7.375 Naples                 FL                                       34120 PUD                                    493600                20060501                     75 No MI                                1.00E+17                    2.75               20110401                 13.375                  2.375                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      202000                1283.54                    360                     359                   7.25                      0                      0                   0.375                  7.625 Knoxville              TN                                       37918 Single Family                          202000                20060601            70.87999725 No MI                                1.00E+17                    2.25               20110501                 12.625                  2.375                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G02                                                      157683                 903.39                    360                     357                    6.5                      0                      0                   0.375                  6.875 Myrtle Beach           SC                                       29588 PUD                                    157683                20060401                     85 GE Capital MI                        1.00E+17                    2.25               20110301                 12.875                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GII                      G02                                                      408000                2380.00                    360                     359                  6.625                      0                      0                   0.375                      7 Los Angeles            CA                                       90047 Single Family                          408000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     12                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G01                                                     1376250                9031.64                    360                     359                    7.5                      0                      0                   0.375                  7.875 RANCHO CALIFORNIA      CA                                       92592 Single Family                         1376250                20060601                     75 No MI                                1.00E+17                    2.25               20110501                 12.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                   412216.12                2990.91                    360                     359                    7.5                      0                      0                   0.375                  7.875 Manitou Springs        CO                                       80829 PUD                                    412500                20060601                     75 No MI                                1.00E+17                    2.25               20110501                 12.875                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G03                                                      270000                1687.50                    360                     359                  7.125                      0                      0                   0.375                    7.5 Laurel                 MD                                       20723 Single Family                          270000                20060601            56.84000015 No MI                                1.00E+17                    2.25               20110501                   12.5                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      138280                 965.08                    360                     358                      8                      0                      0                   0.375                  8.375 Union City             GA                                       30291 Single Family                          138280                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                      147000                 826.88                    360                     360                  6.375                      0                      0                   0.375                   6.75 INDIO                  CA                                       92203 PUD                                    147000                20060701            54.86999893 No MI                                1.00E+17                    2.25               20110601                  11.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GI                       G03                                                      197600                1235.00                    360                     359                  7.125                      0                      0                   0.375                    7.5 North Las Vegas        NV                                       89031 PUD                                    197600                20060601                     80 No MI                                                            2.25               20110501                   12.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G02                                                      367992                2069.96                    360                     358                  6.375                      0                      0                   0.375                   6.75 Murrieta               CA                                       92563 PUD                                    367992                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.75                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                   124066.65                 710.80                    360                     358                    6.5                      0                      0                   0.375                  6.875 Dexter                 MI                                       48130 Condominium                            124996                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G03                                                      191600                1177.54                    360                     358                      7                      0                      0                   0.375                  7.375 Victorville            CA                                       92395 Condominium                            191600                20060501                     80 No MI                                                            2.25               20110401                 12.375                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                      216930                1242.83                    360                     358                    6.5                      0                      0                   0.375                  6.875 Ocean City             MD                                       21842 Condominium                            216930                20060501                     70 No MI                                1.00E+17                    2.25               20110401                 11.875                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                      297000                1732.50                    360                     358                  6.625                      0                      0                   0.375                      7 Santa Rosa             CA                                       95409 2-4 Family                             297000                20060501            47.13999939 No MI                                1.00E+17                    2.25               20110401                     13                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G01                                                      880000                6050.00                    360                     359                  7.875                      0                      0                   0.375                   8.25 CHANDLER HEIGHTS       AZ                                       85242 Single Family                          880000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  13.25                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                       68000                 481.67                    360                     360                  8.125                      0                      0                   0.375                    8.5 Detroit                MI                                       48224 Single Family                           68000                20060701                     80 No MI                                1.00E+17                    2.25               20110601                   13.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GI                       G02                                                      157477                1017.04                    360                     359                  7.375                      0                      0                   0.375                   7.75 Banning                CA                                       92220 2-4 Family                             157477                20060601            69.98999786 No MI                                1.00E+17                    2.25               20110501                  12.75                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G01                                                      560000                3675.00                    360                     359                    7.5                      0                      0                   0.375                  7.875 Elmhurst               IL                                       60126 Single Family                          560000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G03                                                      181692                1116.65                    360                     359                      7                      0                      0                   0.375                  7.375 MINNEAPOLIS            MN                                       55417 Single Family                          181692                20060601                     70 No MI                                1.00E+17                    2.25               20110501                 12.375                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      239950                1524.68                    360                     359                   7.25                      0                      0                   0.375                  7.625 Las Vegas              NV                                       89113 PUD                                    239950                20060601            79.98999786 No MI                                1.00E+17                    2.25               20110501                 12.625                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G01                                                   419745.56                3229.44                    360                     359                  8.125                      0                      0                   0.375                    8.5 VISTA                  CA                                       92083 Single Family                          420000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   13.5                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      124000                 787.92                    360                     359                   7.25                      0                      0                   0.375                  7.625 Lawrenceville          GA                                       30044 Single Family                          124000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.625                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                       67200                 448.00                    360                     359                  7.625                      0                      0                   0.375                      8 Stone Mountain         GA                                       30088 Single Family                           67200                20060601                     70 No MI                                1.00E+17                    2.25               20110501                     13                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                       94500                 659.53                    360                     358                      8                      0                      0                   0.375                  8.375 Hillman                MI                                       49746 Single Family                           94500                20060501                     75 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      111280                 730.28                    360                     358                    7.5                      0                      0                   0.375                  7.875 Mableton               GA                                       30126 Single Family                          111280                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      196000                1367.92                    360                     358                      8                      0                      0                   0.375                  8.375 NEWARK                 NJ                                        7110 2-4 Family                             196000                20060501                     80 No MI                                                            2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                    232328.4                1306.85                    360                     358                  6.375                      0                      0                   0.375                   6.75 Wesley Chapel          FL                                       33543 PUD                                    233848                20060501                     80 No MI                                1.00E+17                    2.75               20110401                  12.75                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G01                                                      668000                4731.67                    360                     359                  8.125                      0                      0                   0.375                    8.5 Las Vegas              NV                                       89141 PUD                                    668000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   13.5                  2.375                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G01                                                      796000                5223.75                    360                     359                    7.5                      0                      0                   0.375                  7.875 Danville               CA                                       94526 Single Family                          796000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G03                                                      391920                2367.85                    360                     358                  6.875                      0                      0                   0.375                   7.25 Pittsville             MD                                       21850 PUD                                    391920                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  13.25                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G03                                                      161250                1007.81                    360                     359                  7.125                      0                      0                   0.375                    7.5 APACHE JUNCTION        AZ                                       85220 PUD                                    161250                20060601                     75 No MI                                1.00E+17                    2.25               20110501                   12.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                       64500                 456.87                    360                     359                  8.125                      0                      0                   0.375                    8.5 PHOENIX                AZ                                       85015 Condominium                             64500                20060601                     75 No MI                                1.00E+17                    2.25               20110501                   13.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      170002                1133.35                    360                     359                  7.625                      0                      0                   0.375                      8 TOLLESON               AZ                                       85353 PUD                                    170002                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     13                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      259800                1759.06                    360                     359                   7.75                      0                      0                   0.375                  8.125 Chula Vista            CA                                       91915 Condominium                            259800                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.125                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      118320                 838.10                    360                     359                  8.125                      0                      0                   0.375                    8.5 COCONUT CREEK          FL                                       33063 Condominium                            118320                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   13.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G03                                                      350400                2190.00                    360                     359                  7.125                      0                      0                   0.375                    7.5 CRESTWOOD              KY                                       40014 Single Family                          350400                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   12.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                    75953.96                 584.37                    360                     359                  8.125                      0                      0                   0.375                    8.5 FORT WORTH             TX                                       76107 Single Family                           76000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   13.5                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      208000                1343.33                    360                     359                  7.375                      0                      0                   0.375                   7.75 CRANSTON               RI                                        2910 Single Family                          208000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  13.75                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G02                                                      295200                1629.75                    360                     357                   6.25                      0                      0                   0.375                  6.625 WORCESTER              MA                                        1609 2-4 Family                             295200                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 11.625                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G02                                                    95800.49                 696.07                    360                     357                    7.5                      0                      0                   0.375                  7.875 CARROLLTON             TX                                       75007 Single Family                           96000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 12.875                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360301 AFL2
GII                      G03                                                   449640.15                3031.73                    360                     359                   6.75                      0                      0                   0.375                  7.125 DALY CITY              CA                                       94015 Single Family                          450000                20060601            60.81000137 No MI                                1.00E+17                    2.25               20110501                 12.125                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      108000                 742.50                    360                     359                  7.875                      0                      0                   0.375                   8.25 SAINT PETERSBURG       FL                                       33713 Single Family                          108000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  13.25                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G03                                                      148000                 925.00                    360                     358                  7.125                      0                      0                   0.375                    7.5 Hollywood              FL                                       33023 Single Family                          148000                20060501                     80 No MI                                1.00E+17                    2.75               20110401                   13.5                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                   247946.59                1650.95                    360                     359                  6.625                      0                      0                   0.375                      7 SUN LAKES              AZ                                       85248 PUD                                    248150                20060601            59.99000168 No MI                                1.00E+17                    2.25               20110501                     12                  2.375                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G03                                                      137956                 862.23                    360                     358                  7.125                      0                      0                   0.375                    7.5 Jacksonville           FL                                       32244 PUD                                    137956                20060501                     80 No MI                                1.00E+17                    2.75               20110401                   13.5                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G03                                                      364000                2199.17                    360                     359                  6.875                      0                      0                   0.375                   7.25 VIENNA                 VA                                       22180 Townhouse                              364000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.25                  2.375                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G01                                                       98582                 688.03                    360                     359                      8                      0                      0                   0.375                  8.375 BEND                   OR                                       97702 Single Family                           98582                20060601            79.95999908 No MI                                                            2.25               20090501                  14.25                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      36 N                                    20360501 AFL2
GI                       G03                                                      404000                2482.92                    360                     359                      7                      0                      0                   0.375                  7.375 Salem                  MA                                        1970 2-4 Family                             404000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G03                                                      353400                2098.31                    360                     358                   6.75                      0                      0                   0.375                  7.125 MENIFEE                CA                                       92584 Single Family                          353400                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.125                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                   111924.85                 821.82                    360                     359                  7.625                      0                      0                   0.375                      8 OKLAHOMA CITY          OK                                       73159 Single Family                          112000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     13                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                   197473.99                1484.51                    360                     359                  7.875                      0                      0                   0.375                   8.25 Pleasantville          NJ                                        8232 Single Family                          197600                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  13.25                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      106352                 731.17                    360                     359                  7.875                      0                      0                   0.375                   8.25 LANCASTER              TX                                       75134 PUD                                    106352                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  13.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G02                                                   191651.92                1213.57                    360                     358                  6.125                      0                      0                   0.375                    6.5 Lancaster              CA                                       93534 Single Family                          192000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                   116717.56                 836.77                    360                     359                  7.375                      0                      0                   0.375                   7.75 PLANO                  TX                                       75023 PUD                                    116800                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.75                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      125600                 811.17                    360                     359                  7.375                      0                      0                   0.375                   7.75 Marietta               GA                                       30060 Single Family                          125600                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G03                                                   275474.88                1699.38                    360                     358                  5.875                      0                      0                   0.375                   6.25 Williamsburg           VA                                       23188 PUD                                    276000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.25                  1.875                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      360000                2325.00                    360                     358                  7.375                      0                      0                   0.375                   7.75 Ashburn                VA                                       20148 PUD                                    360000                20060501                     80 No MI                                1.00E+17                    2.75               20110401                  13.75                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      269600                1741.17                    360                     359                  7.375                      0                      0                   0.375                   7.75 SPRING HILL            FL                                       34609 Single Family                          269600                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.75                  2.375                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                       94400                 658.83                    360                     359                      8                      0                      0                   0.375                  8.375 Hanahan                SC                                       29406 2-4 Family                              94400                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.375                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                       94400                 658.83                    360                     359                      8                      0                      0                   0.375                  8.375 Hanahan                SC                                       29406 2-4 Family                              94400                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                   275800.24                1953.51                    360                     359                   7.25                      0                      0                   0.375                  7.625 FRAMINGHAM             MA                                        1702 Single Family                          276000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.625                  1.875                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G03                                                      162500                 998.70                    360                     359                      7                      0                      0                   0.375                  7.375 St Petersburg          FL                                       33703 Townhouse                              162500                20060601                     65 No MI                                1.00E+17                    2.25               20110501                 12.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G03                                                     2000000               11666.67                    360                     359                  6.625                      0                      0                   0.375                      7 Tonka Bay              MN                                       55331 Single Family                         2000000                20060601            64.51999664 No MI                                1.00E+17                    2.25               20110501                     12                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      332000                1867.50                    360                     359                  6.375                      0                      0                   0.375                   6.75 Yuba City              CA                                       95993 Single Family                          332000                20060601                     80 No MI                                1.00E+17                   2.375               20080501                  11.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      24 N                                    20360501 AFL2
GI                       G02                                                   145467.19                1093.54                    360                     359                  7.875                      0                      0                   0.375                   8.25 PARKLAND               WA                                       98445 Single Family                          145560                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  13.25                      2                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G01                                                      520000                3466.67                    360                     359                  7.625                      0                      0                   0.375                      8 ALEXANDRIA             VA                                       22303 PUD                                    520000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     13                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      234392                1513.78                    360                     359                  7.375                      0                      0                   0.375                   7.75 Phoenix                AZ                                       85339 PUD                                    234392                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                   133530.52                 695.47                    360                     359                  5.875                      0                      0                   0.375                   6.25 Dacula                 GA                                       30019 Single Family                          133600                20060601                     80 No MI                                1.00E+17                       5               20080501                  12.25                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      24 N                                    20360501 AFL2
GI                       G02                                                   251777.38                1937.12                    360                     359                  8.125                      0                      0                   0.375                    8.5 Naples                 FL                                       34104 Condominium                            251930                20060601                     70 No MI                                1.00E+17                    2.25               20110501                   13.5                  4.625                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G01                                                      910000                6445.83                    360                     359                  8.125                      0                      0                   0.375                    8.5 NOVELTY                OH                                       44072 Single Family                          910000                20060601                     70 No MI                                1.00E+17                    2.25               20110501                   13.5                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      248000                1756.67                    360                     359                  8.125                      0                      0                   0.375                    8.5 FLOWER MOUND           TX                                       75028 PUD                                    248000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   13.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      283430                1948.58                    360                     359                  7.875                      0                      0                   0.375                   8.25 Yorba Linda            CA                                       92887 Condominium                            283430                20060601                     70 No MI                                1.00E+17                    2.25               20110501                  13.25                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G01                                                     1320000                8800.00                    360                     359                  7.625                      0                      0                   0.375                      8 BEVERLY HILLS          CA                                       90212 Single Family                         1320000                20060601                     75 No MI                                1.00E+17                    2.25               20110501                     13                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G03                                                   443626.99                2916.76                    360                     359                    6.5                      0                      0                   0.375                  6.875 CARSON                 CA                                       90745 Single Family                          444000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.875                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      229356                1600.71                    360                     359                      8                      0                      0                   0.375                  8.375 QUEEN CREEK            AZ                                       85242 PUD                                    229356                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G01                                                      549928                3838.04                    360                     358                      8                      0                      0                   0.375                  8.375 Scottsdale             AZ                                       85260 Single Family                          549928                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      191000                1333.02                    360                     359                      8                      0                      0                   0.375                  8.375 Mansfield              TX                                       76063 PUD                                    191000                20060601            74.98999786 No MI                                1.00E+17                    2.25               20110501                 13.375                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      107100                 680.53                    360                     359                   7.25                      0                      0                   0.375                  7.625 Phoenix                AZ                                       85009 Single Family                          107100                20060601            69.76999664 No MI                                1.00E+17                    2.25               20110501                 12.625                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G02                                                      379250                2212.29                    360                     359                  6.625                      0                      0                   0.375                      7 Hesperia               CA                                       92344 Single Family                          379250                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     12                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      198400                1302.00                    360                     359                    7.5                      0                      0                   0.375                  7.875 Las Vegas              NV                                       89115 PUD                                    198400                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G03                                                      210000                1268.75                    360                     359                  6.875                      0                      0                   0.375                   7.25 Asbury Park            NJ                                        7712 Condominium                            210000                20060601            58.16999817 No MI                                1.00E+17                    2.25               20110501                  12.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      144000                1005.00                    360                     359                      8                      0                      0                   0.375                  8.375 Land O Lakes           FL                                       34639 Townhouse                              144000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.375                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      105000                 710.94                    360                     359                   7.75                      0                      0                   0.375                  8.125 Dallas                 TX                                       75217 Single Family                          105000                20060601                     75 No MI                                1.00E+17                    2.25               20110501                 13.125                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      333950                2121.97                    360                     356                   7.25                      0                      0                   0.375                  7.625 Peoria                 AZ                                       85383 PUD                                    333950                20060301            79.98999786 No MI                                1.00E+17                    2.75               20110201                 13.625                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360201 AFL2
GI                       G02                                                      296000                2096.67                    360                     359                  8.125                      0                      0                   0.375                    8.5 San Bernardino         CA                                       92404 Single Family                          296000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   13.5                  2.375                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      146150                 943.89                    360                     358                  7.375                      0                      0                   0.375                   7.75 Minnetonka             MN                                       55343 Condominium                            146150                20060501            79.98999786 No MI                                1.00E+17                    2.25               20110401                  12.75                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G03                                                      270400                1605.50                    360                     359                   6.75                      0                      0                   0.375                  7.125 CALEXICO               CA                                       92231 Single Family                          270400                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.125                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      199920                1311.98                    360                     359                    7.5                      0                      0                   0.375                  7.875 Madera                 CA                                       93638 Single Family                          199920                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      384000                2680.00                    360                     359                      8                      0                      0                   0.375                  8.375 Newark                 NJ                                        7105 2-4 Family                             384000                20060601                     80 No MI                                                            2.25               20110501                 13.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      199200                1328.00                    360                     359                  7.625                      0                      0                   0.375                      8 Denver                 CO                                       80222 Single Family                          199200                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     13                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G01                                                      456000                2992.50                    360                     358                    7.5                      0                      0                   0.375                  7.875 GARDEN CITY            SC                                       29576 PUD                                    456000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                      199550                1164.04                    360                     359                  6.625                      0                      0                   0.375                      7 Jacksonville           FL                                       32246 PUD                                    199550                20060601                     65 No MI                                1.00E+17                    2.25               20110501                     12                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      360000                2400.00                    360                     358                  7.625                      0                      0                   0.375                      8 West Orange            NJ                                        7052 Single Family                          360000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                     13                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                       95120                 604.41                    360                     359                   7.25                      0                      0                   0.375                  7.625 Decatur                GA                                       30034 Townhouse                               95120                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.625                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      110500                 713.65                    360                     359                  7.375                      0                      0                   0.375                   7.75 Chicago                IL                                       60636 2-4 Family                             110500                20060601                     65 No MI                                1.00E+17                    2.25               20110501                  12.75                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G03                                                      184000                1111.67                    360                     358                  6.875                      0                      0                   0.375                   7.25 LAS VEGAS              NV                                       89122 Single Family                          184000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.25                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      157500                1099.22                    360                     359                      8                      0                      0                   0.375                  8.375 Atlanta                GA                                       30316 Single Family                          157500                20060601                     70 No MI                                1.00E+17                    2.25               20110501                 13.375                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                    87436.67                 619.32                    360                     359                   7.25                      0                      0                   0.375                  7.625 FORT WORTH             TX                                       76134 2-4 Family                              87500                20060601                     70 No MI                                1.00E+17                    2.25               20110501                 12.625                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      108000                 697.50                    360                     359                  7.375                      0                      0                   0.375                   7.75 GREELEY                CO                                       80631 Single Family                          108000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.75                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G03                                                      825500                5073.39                    360                     359                      7                      0                      0                   0.375                  7.375 HOUSTON                TX                                       77024 Single Family                          825500                20060601                     65 No MI                                1.00E+17                    2.25               20110501                 12.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                   179868.74                1274.03                    360                     359                   7.25                      0                      0                   0.375                  7.625 Evergreen Park         IL                                       60805 Single Family                          180000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.625                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G01                                                      452000                3201.67                    360                     359                  8.125                      0                      0                   0.375                    8.5 SANTA ANA              CA                                       92701 Single Family                          452000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   13.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G03                                                      149500                 903.23                    360                     359                  6.875                      0                      0                   0.375                   7.25 NORTH LAUDERDALE       FL                                       33068 Single Family                          149500                20060601                     65 No MI                                1.00E+17                    2.25               20110501                  12.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G03                                                       87930                 522.08                    360                     359                   6.75                      0                      0                   0.375                  7.125 Maple Heights          OH                                       44137 Single Family                           87930                20060601                     90 PMI                                  1.00E+17                    2.25               20110501                 12.125                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                   303785.43                2177.90                    360                     359                  7.375                      0                      0                   0.375                   7.75 WOLCOTT                CT                                        6716 Single Family                          304000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  13.75                  1.875                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      186200                1221.94                    360                     359                    7.5                      0                      0                   0.375                  7.875 WEST PALM BEACH        FL                                       33401 2-4 Family                             186200                20060601                     70 No MI                                1.00E+17                    2.25               20110501                 12.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      367920                2337.82                    360                     358                   7.25                      0                      0                   0.375                  7.625 Peoria                 AZ                                       85381 PUD                                    367920                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.625                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G03                                                   277788.46                1920.08                    360                     359                      7                      0                      0                   0.375                  7.375 REVERE                 MA                                        2151 Single Family                          278000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.375                  1.875                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G02                                                      396000                2310.00                    360                     358                  6.625                      0                      0                   0.375                      7 Sun Valley             CA                                       91352 Single Family                          396000                20060501            79.83999634 No MI                                1.00E+17                    2.25               20110401                     13                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      260000                1733.33                    360                     359                  7.625                      0                      0                   0.375                      8 CAPITOL HGTS           MD                                       20743 Single Family                          260000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     13                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G03                                                    65401.42                 457.64                    360                     359                  7.125                      0                      0                   0.375                    7.5 EAU CLAIRE             WI                                       54703 Single Family                           65450                20060601                     70 No MI                                1.00E+17                    2.25               20110501                   12.5                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                    80194.77                 581.87                    360                     359                    7.5                      0                      0                   0.375                  7.875 FORT WORTH             TX                                       76107 Single Family                           80250                20060601                     75 No MI                                1.00E+17                    2.25               20110501                 12.875                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G02                                                      183400                1069.83                    360                     358                  6.625                      0                      0                   0.375                      7 Oviedo                 FL                                       32765 Townhouse                              183400                20060501            79.98999786 No MI                                1.00E+17                    2.75               20110401                     13                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      381600                2424.75                    360                     359                   7.25                      0                      0                   0.375                  7.625 Renton                 WA                                       98058 PUD                                    381600                20060601                     80 No MI                                                            2.25               20110501                 12.625                  2.375                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G03                                                      730000                4410.42                    360                     358                  6.875                      0                      0                   0.375                   7.25 Los Angeles            CA                                       90035 2-4 Family                             730000                20060501            59.59000015 No MI                                1.00E+17                    2.25               20110401                  13.25                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                   378596.09                2445.10                    360                     358                  7.375                      0                      0                   0.375                   7.75 Fremont                CA                                       94538 PUD                                    378750                20060501                     75 No MI                                1.00E+17                    2.25               20110401                  13.75                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                   374972.71                2884.96                    360                     359                  8.125                      0                      0                   0.375                    8.5 Naples                 FL                                       34112 Condominium                            375200                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   13.5                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      118500                 765.31                    360                     359                  7.375                      0                      0                   0.375                   7.75 Georgetown             TX                                       78628 2-4 Family                             118500                20060601                     75 No MI                                1.00E+17                    2.25               20110501                  12.75                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G03                                                      189128                1122.95                    360                     358                   6.75                      0                      0                   0.375                  7.125 Myrtle Beach           SC                                       29579 PUD                                    189128                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.125                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                   247829.33                1798.17                    360                     359                    7.5                      0                      0                   0.375                  7.875 STERLING               VA                                       20164 PUD                                    248000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.875                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G02                                                      175000                 984.38                    360                     358                  6.375                      0                      0                   0.375                   6.75 Visalia                CA                                       93291 Single Family                          175000                20060501            64.80999756 No MI                                1.00E+17                    2.25               20110401                  12.75                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      128000                 928.09                    360                     360                    7.5                      0                      0                   0.375                  7.875 CHICAGO                IL                                       60620 Single Family                          128000                20060701                     80 No MI                                1.00E+17                    2.25               20110601                 12.875                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360601 AFL2
GII                      G02                                                      101250                 580.08                    360                     358                    6.5                      0                      0                   0.375                  6.875 Lansing                IL                                       60438 Single Family                          101250                20060501                     75 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      332000                2178.75                    360                     359                    7.5                      0                      0                   0.375                  7.875 Stevenson Ranch        CA                                       91381 Condominium                            332000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      143900                 914.36                    360                     359                   7.25                      0                      0                   0.375                  7.625 Salem                  OR                                       97306 Single Family                          143900                20060601            79.98999786 No MI                                1.00E+17                    2.25               20110501                 12.625                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G02                                                      408844                2384.92                    360                     359                  6.625                      0                      0                   0.375                      7 King City              CA                                       93930 PUD                                    408844                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     12                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      300000                1906.25                    360                     359                   7.25                      0                      0                   0.375                  7.625 COMPTON                CA                                       90221 Single Family                          300000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.625                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                    80738.16                 608.53                    360                     355                  7.875                      0                      0                   0.375                   8.25 DETROIT                MI                                       48238 Single Family                           81000                20060201                     90 YES                                                             2.375               20080101                  13.25                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      24 N                                    20360101 AFL2
GII                      G02                                                      133600                 751.50                    360                     359                  6.375                      0                      0                   0.375                   6.75 PHOENIX                AZ                                       85033 Single Family                          133600                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  11.75                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G03                                                      496200                3049.56                    360                     359                      7                      0                      0                   0.375                  7.375 ANTIOCH                CA                                       94531 Single Family                          496200                20060601                     80 No MI                                                            2.25               20110501                 12.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G03                                                   163669.16                1146.51                    360                     358                  7.125                      0                      0                   0.375                    7.5 Queen Creek            AZ                                       85242 PUD                                    163971                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   13.5                  1.875                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                      280000                1633.33                    360                     358                  6.625                      0                      0                   0.375                      7 Englewood              CO                                       80111 PUD                                    280000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                     13                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G01                                                   573652.27                4413.56                    360                     359                  8.125                      0                      0                   0.375                    8.5 Santa Cruz             CA                                       95060 Single Family                          574000                20060601                     70 No MI                                1.00E+17                    2.25               20110501                   13.5                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      103200                 688.00                    360                     359                  7.625                      0                      0                   0.375                      8 Locust Grove           GA                                       30248 PUD                                    103200                20060601            74.97000122 No MI                                1.00E+17                    2.25               20110501                     13                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G01                                                      437200                2823.58                    360                     358                  7.375                      0                      0                   0.375                   7.75 Santa Rosa             CA                                       95409 Single Family                          437200                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  13.75                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      100900                 672.67                    360                     359                  7.625                      0                      0                   0.375                      8 Locust Grove           GA                                       30248 PUD                                    100900                20060601            74.19000244 No MI                                1.00E+17                    2.25               20110501                     13                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G03                                                      508000                3175.00                    360                     359                  7.125                      0                      0                   0.375                    7.5 Milpitas               CA                                       95035 Single Family                          508000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   12.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G01                                                      591920                3391.21                    360                     359                    6.5                      0                      0                   0.375                  6.875 Murrieta               CA                                       92562 Single Family                          591920                20060601                     80 No MI                                1.00E+17                    2.25               20130501                 11.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      84 N                                    20360501 AFL2
GI                       G02                                                      103950                 671.34                    360                     359                  7.375                      0                      0                   0.375                   7.75 Pleasant Valley        MO                                       64068 PUD                                    103950                20060601                     70 No MI                                1.00E+17                    2.25               20110501                  12.75                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      293200                1863.04                    360                     358                   7.25                      0                      0                   0.375                  7.625 Snellville             GA                                       30078 2-4 Family                             293200                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.625                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G03                                                      417000                2519.37                    360                     359                  6.875                      0                      0                   0.375                   7.25 Norco                  CA                                       92860 Single Family                          417000                20060601            72.51999664 No MI                                1.00E+17                    2.25               20110501                  12.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G03                                                      138232                 863.95                    360                     357                  7.125                      0                      0                   0.375                    7.5 Myrtle Beach           SC                                       29579 Condominium                            138232                20060401            79.91000366 No MI                                1.00E+17                    2.25               20110301                   13.5                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GII                      G03                                                   204415.24                1022.08                    360                     358                  5.625                      0                      0                   0.375                      6 Fresno                 CA                                       93727 Single Family                          204496                20060501                     80 No MI                                1.00E+17                    2.25               20110401                     12                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                      225000                1218.75                    360                     359                  6.125                      0                      0                   0.375                    6.5 Goodyear               AZ                                       85338 Single Family                          225000                20060601                     75 No MI                                1.00E+17                    2.25               20110501                   11.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G02                                                      175663                1024.70                    360                     358                  6.625                      0                      0                   0.375                      7 Minneapolis            MN                                       55401 Condominium                            175663                20060501                     75 No MI                                1.00E+17                    2.75               20110401                     12                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      202500                1286.72                    360                     359                   7.25                      0                      0                   0.375                  7.625 LAS VEGAS              NV                                       89101 2-4 Family                             202500                20060601                     75 No MI                                1.00E+17                    2.25               20110501                 12.625                  2.375                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G03                                                      162750                 983.28                    360                     359                  6.875                      0                      0                   0.375                   7.25 Las Vegas              NV                                       89115 Single Family                          162750                20060601                     70 No MI                                1.00E+17                    2.25               20110501                  12.25                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G02                                                      275200                1576.67                    360                     358                    6.5                      0                      0                   0.375                  6.875 Canton                 GA                                       30114 PUD                                    275200                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                      161600                 909.00                    360                     359                  6.375                      0                      0                   0.375                   6.75 Littleton              CO                                       80120 Townhouse                              161600                20060601                     80 No MI                                                            2.25               20110501                  11.75                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G03                                                      260000                1570.83                    360                     359                  6.875                      0                      0                   0.375                   7.25 Denver                 CO                                       80211 Condominium                            260000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.25                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      184000                1303.33                    360                     359                  8.125                      0                      0                   0.375                    8.5 Mesa                   AZ                                       85210 Single Family                          184000                20060601                     80 No MI                                1.00E+17                    2.75               20110501                   14.5                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G03                                                      328800                2055.00                    360                     359                  7.125                      0                      0                   0.375                    7.5 San Jose               CA                                       95116 PUD                                    328800                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   12.5                  2.375                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G03                                                   142294.32                 995.68                    360                     359                  7.125                      0                      0                   0.375                    7.5 Bolingbrook            IL                                       60440 PUD                                    142400                20060601            74.98999786 No MI                                1.00E+17                    2.25               20110501                   12.5                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      152000                 981.67                    360                     359                  7.375                      0                      0                   0.375                   7.75 Tucson                 AZ                                       85706 PUD                                    152000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.75                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G03                                                      184000                1130.83                    360                     359                      7                      0                      0                   0.375                  7.375 Las Vegas              NV                                       89115 Single Family                          184000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                   387764.95                2983.38                    360                     359                  8.125                      0                      0                   0.375                    8.5 Long Beach             CA                                       90808 Single Family                          388000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   13.5                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      131450                 862.64                    360                     359                    7.5                      0                      0                   0.375                  7.875 North Port             FL                                       34286 Single Family                          131450                20060601                     75 No MI                                1.00E+17                    2.25               20110501                 12.875                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G02                                                      184000                1054.17                    360                     359                    6.5                      0                      0                   0.375                  6.875 Fort Pierce            FL                                       34951 PUD                                    184000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G01                                                     1035000                6792.19                    360                     359                    7.5                      0                      0                   0.375                  7.875 Miami Beach            FL                                       33141 Single Family                         1035000                20060601                     75 No MI                                1.00E+17                    2.25               20110501                 12.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G03                                                      412932                2537.82                    360                     359                      7                      0                      0                   0.375                  7.375 LATHROP                CA                                       95330 Single Family                          412932                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G03                                                       81250                 482.42                    360                     359                   6.75                      0                      0                   0.375                  7.125 AURORA                 CO                                       80011 Condominium                             81250                20060601                     65 No MI                                1.00E+17                    2.25               20110501                 12.125                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G03                                                       86450                 522.30                    360                     359                  6.875                      0                      0                   0.375                   7.25 DENVER                 CO                                       80231 Condominium                             86450                20060601                     65 No MI                                1.00E+17                    2.25               20110501                  12.25                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      122400                 828.75                    360                     359                   7.75                      0                      0                   0.375                  8.125 TUCSON                 AZ                                       85713 Single Family                          122400                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.125                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      188832                1219.54                    360                     359                  7.375                      0                      0                   0.375                   7.75 Maricopa               AZ                                       85239 PUD                                    188832                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G03                                                   164974.38                1140.30                    360                     359                      7                      0                      0                   0.375                  7.375 Phoenix                AZ                                       85027 Single Family                          165100                20060601                     65 No MI                                1.00E+17                    2.25               20110501                 12.375                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G01                                                  1188870.89                7327.03                    360                     359                  5.875                      0                      0                   0.375                   6.25 DALLAS                 TX                                       75248 PUD                                   1190000                20060601                     70 No MI                                1.00E+17                    2.25               20130501                  11.25                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      84 N                                    20360501 AFL2
GI                       G02                                                       81200                 541.33                    360                     360                  7.625                      0                      0                   0.375                      8 Georgetown             TX                                       78626 Single Family                           81200                20060701                     70 No MI                                1.00E+17                    2.25               20110601                     13                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360601 AFL2
GI                       G02                                                      111920                 792.77                    360                     359                  8.125                      0                      0                   0.375                    8.5 ATL                    GA                                       30310 Single Family                          111920                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   13.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      173792                1122.41                    360                     359                  7.375                      0                      0                   0.375                   7.75 ORLANDO                FL                                       32828 PUD                                    173792                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G02                                                      238400                1390.67                    360                     359                  6.625                      0                      0                   0.375                      7 PHOENIX                AZ                                       85041 PUD                                    238400                20060601            79.98999786 No MI                                1.00E+17                    2.25               20110501                     12                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                   199933.96                1270.41                    360                     359                   7.25                      0                      0                   0.375                  7.625 AVONDALE               AZ                                       85323 PUD                                    200000                20060601            79.37000275 No MI                                1.00E+17                    2.25               20110501                 12.625                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      232000                1570.83                    360                     359                   7.75                      0                      0                   0.375                  8.125 Delhi                  CA                                       95315 Single Family                          232000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.125                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G02                                                   347722.12                1992.16                    360                     358                    6.5                      0                      0                   0.375                  6.875 LAS VEGAS              NV                                       89131 PUD                                    348000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      388000                2748.33                    360                     359                  8.125                      0                      0                   0.375                    8.5 Dorchester             MA                                        2124 2-4 Family                             388000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   13.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                       62925                 399.84                    360                     359                   7.25                      0                      0                   0.375                  7.625 Longview               WA                                       98632 Single Family                           62925                20060601                     75 No MI                                1.00E+17                    2.25               20110501                 12.625                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G03                                                      376000                2310.83                    360                     358                      7                      0                      0                   0.375                  7.375 SARASOTA               FL                                       34233 PUD                                    376000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                   187877.02                1395.90                    360                     359                   7.75                      0                      0                   0.375                  8.125 Spring Hill            FL                                       34608 Single Family                          188000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.125                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G01                                                     1193472                7583.52                    360                     359                   7.25                      0                      0                   0.375                  7.625 POTOMAC                MD                                       20854 PUD                                   1193472                20060601                     70 No MI                                1.00E+17                    2.25               20110501                 13.625                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G03                                                      122700                 766.88                    360                     359                  7.125                      0                      0                   0.375                    7.5 PHOENIX                AZ                                       85027 Condominium                            122700                20060601            79.91999817 No MI                                1.00E+17                    2.75               20110501                   13.5                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G01                                                  1498967.71               10876.04                    360                     359                    7.5                      0                      0                   0.375                  7.875 NORTH MIAMI BEACH      FL                                       33160 Single Family                         1500000                20060601                     75 No MI                                1.00E+17                    2.25               20110501                 12.875                  2.375                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      179200                1269.33                    360                     358                  8.125                      0                      0                   0.375                    8.5 Greensboro             NC                                       27403 2-4 Family                             179200                20060501            77.91000366 No MI                                1.00E+17                    2.25               20110401                   13.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G03                                                      417000                2606.25                    360                     359                  7.125                      0                      0                   0.375                    7.5 FULLERTON              CA                                       92832 Single Family                          417000                20060601            78.68000031 No MI                                1.00E+17                    2.25               20110501                   12.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      100800                 714.00                    360                     359                  8.125                      0                      0                   0.375                    8.5 Littleton              CO                                       80122 Condominium                            100800                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   13.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G03                                                      182400                1121.00                    360                     359                      7                      0                      0                   0.375                  7.375 ANKENY                 IA                                       50021 Single Family                          182400                20060601            79.95999908 No MI                                1.00E+17                    2.25               20110501                 12.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G01                                                      430400                2779.67                    360                     359                  7.375                      0                      0                   0.375                   7.75 ARLINGTON              VA                                       22204 Single Family                          430400                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.75                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                       68000                 474.58                    360                     358                      8                      0                      0                   0.375                  8.375 Spooner                WI                                       54801 Single Family                           68000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      268000                1758.75                    360                     359                    7.5                      0                      0                   0.375                  7.875 Las Vegas              NV                                       89123 Single Family                          268000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G03                                                      740800                4321.33                    360                     359                  6.625                      0                      0                   0.375                      7 CLERMONT               FL                                       34711 Single Family                          740800                20060601                     80 No MI                                                            2.25               20110501                     12                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                   136717.13                1051.87                    360                     359                  8.125                      0                      0                   0.375                    8.5 GREENSBORO             NC                                       27475 Single Family                          136800                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   13.5                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      303750                2151.56                    360                     359                  8.125                      0                      0                   0.375                    8.5 West Palm Beach        FL                                       33401 Condominium                            303750                20060601                     75 No MI                                1.00E+17                    2.25               20110501                   13.5                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      360000                2550.00                    360                     359                  8.125                      0                      0                   0.375                    8.5 MIAMI                  FL                                       33150 Single Family                          360000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   13.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      113250                 755.00                    360                     359                  7.625                      0                      0                   0.375                      8 Spring                 TX                                       77379 PUD                                    113250                20060601                     75 No MI                                1.00E+17                    2.25               20110501                     13                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      131600                 836.21                    360                     358                   7.25                      0                      0                   0.375                  7.625 Tacoma                 WA                                       98409 Single Family                          131600                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.625                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                   135917.61                1045.72                    360                     359                  8.125                      0                      0                   0.375                    8.5 Coeur D Alene          ID                                       83815 Single Family                          136000                20060601                     80 No MI                                                            2.25               20110501                   13.5                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      168000                1102.50                    360                     359                    7.5                      0                      0                   0.375                  7.875 ATLANTA                GA                                       30310 Single Family                          168000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                   131909.16                 957.09                    360                     359                    7.5                      0                      0                   0.375                  7.875 Coeur D Alene          ID                                       83815 Single Family                          132000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.875                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      158800                1124.83                    360                     359                  8.125                      0                      0                   0.375                    8.5 ISANTI                 MN                                       55040 Single Family                          158800                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   14.5                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      103950                 671.34                    360                     359                  7.375                      0                      0                   0.375                   7.75 Pleasant Valley        MO                                       64068 Single Family                          103950                20060601                     70 No MI                                1.00E+17                    2.25               20110501                  12.75                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      117556                 771.46                    360                     359                    7.5                      0                      0                   0.375                  7.875 BATON ROUGE            LA                                       70810 Condominium                            117556                20060601                     70 No MI                                1.00E+17                    2.25               20110501                 12.875                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      200896                1297.45                    360                     359                  7.375                      0                      0                   0.375                   7.75 BUCKEYE                AZ                                       85326 PUD                                    200896                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.75                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G02                                                      412000                2360.42                    360                     358                    6.5                      0                      0                   0.375                  6.875 Silver Spring          MD                                       20904 Townhouse                              412000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                      213854                1225.21                    360                     358                    6.5                      0                      0                   0.375                  6.875 Daytona Beach          FL                                       32124 PUD                                    213854                20060501                     65 No MI                                1.00E+17                    2.25               20110401                 11.875                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      137700                 932.34                    360                     359                   7.75                      0                      0                   0.375                  8.125 Meriden                CT                                        6450 2-4 Family                             137700                20060601                     75 No MI                                1.00E+17                    2.25               20110501                 13.125                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      180000                1143.75                    360                     359                   7.25                      0                      0                   0.375                  7.625 Carson City            NV                                       89703 Single Family                          180000                20060601                     72 No MI                                1.00E+17                    2.25               20110501                 12.625                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G03                                                      400000                2375.00                    360                     359                   6.75                      0                      0                   0.375                  7.125 Sun Valley             CA                                       91352 Single Family                          400000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.125                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G01                                                     1425000                9351.56                    360                     359                    7.5                      0                      0                   0.375                  7.875 LONE TREE              CO                                       80124 Single Family                         1425000                20060601                     75 No MI                                1.00E+17                    2.25               20110501                 12.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      118100                 775.03                    360                     359                    7.5                      0                      0                   0.375                  7.875 Commerce City          CO                                       80022 Condominium                            118100                20060601                     75 No MI                                1.00E+17                    2.25               20110501                 12.875                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G03                                                      189750                1166.17                    360                     359                      7                      0                      0                   0.375                  7.375 MORRISON               CO                                       80465 Single Family                          189750                20060601                     75 No MI                                1.00E+17                    2.25               20110501                 12.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      100100                 656.91                    360                     359                    7.5                      0                      0                   0.375                  7.875 FARMINGTON             NM                                       87401 Single Family                          100100                20060601                     70 No MI                                1.00E+17                    2.25               20110501                 12.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G03                                                   186299.46                1125.56                    360                     359                  6.875                      0                      0                   0.375                   7.25 PHOENIX                AZ                                       85027 Single Family                          186300                20060601            79.98999786 No MI                                1.00E+17                    2.25               20110501                  12.25                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G01                                                      188800                1219.33                    360                     359                  7.375                      0                      0                   0.375                   7.75 DENVER                 CO                                       80205 Condominium                            188800                20060601            78.66999817 No MI                                1.00E+17                    2.25               20110501                  12.75                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      300000                2062.50                    360                     359                  7.875                      0                      0                   0.375                   8.25 Glendale               AZ                                       85308 Single Family                          300000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  13.25                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G03                                                      168103                1015.62                    360                     359                  6.875                      0                      0                   0.375                   7.25 Maricopa               AZ                                       85239 PUD                                    168103                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G03                                                      211500                1321.88                    360                     359                  7.125                      0                      0                   0.375                    7.5 GALVESTON              TX                                       77554 PUD                                    211500                20060601                     75 No MI                                1.00E+17                    2.25               20110501                   12.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G03                                                       84500                 510.52                    360                     359                  6.875                      0                      0                   0.375                   7.25 CASHION                AZ                                       85329 Single Family                           84500                20060601                     65 No MI                                1.00E+17                    2.25               20110501                  12.25                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G03                                                      395868                2432.94                    360                     359                      7                      0                      0                   0.375                  7.375 LITCHFIELD PARK        AZ                                       85340 PUD                                    395868                20060601                     75 No MI                                1.00E+17                    2.25               20110501                 12.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G03                                                      280700                1725.14                    360                     359                      7                      0                      0                   0.375                  7.375 San Jacinto            CA                                       92583 Single Family                          280700                20060601            79.97000122 No MI                                                            2.25               20110501                 12.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G03                                                      182836                1142.73                    360                     358                  7.125                      0                      0                   0.375                    7.5 COWETA                 OK                                       74429 Single Family                          182836                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   13.5                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G03                                                      219100                1141.15                    360                     357                  5.875                      0                      0                   0.375                   6.25 OCEANSIDE              CA                                       92057 Condominium                            219100                20060401            79.98999786 No MI                                1.00E+17                    2.25               20110301                  12.25                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GI                       G02                                                       75408                 518.43                    360                     359                  7.875                      0                      0                   0.375                   8.25 Bloomer                WI                                       54724 Single Family                           75408                20060601                     75 No MI                                1.00E+17                    2.25               20110501                  13.25                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      108000                 787.50                    360                     358                  8.375                      0                      0                   0.375                   8.75 Detroit                MI                                       48227 Single Family                          108000                20060501                     90 GE Capital MI                        1.00E+17                    2.25               20110401                  13.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                       63750                 444.92                    360                     359                      8                      0                      0                   0.375                  8.375 NEW BRIGHTON           PA                                       15066 2-4 Family                              63750                20060601                     75 No MI                                                            2.25               20110501                 13.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                   114330.69                 879.64                    360                     359                  8.125                      0                      0                   0.375                    8.5 MILWAUKEE              WI                                       53233 2-4 Family                             114400                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   13.5                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G03                                                      120000                 737.50                    360                     359                      7                      0                      0                   0.375                  7.375 DEERFIELD BEACH        FL                                       33441 Single Family                          120000                20060601            57.13999939 No MI                                1.00E+17                    2.25               20110501                 13.375                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G02                                                      189000                1043.44                    360                     358                   6.25                      0                      0                   0.375                  6.625 EUREKA                 CA                                       95503 Single Family                          189000                20060501                     70 No MI                                1.00E+17                    2.25               20110401                 11.625                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                      370000                1965.63                    360                     359                      6                      0                      0                   0.375                  6.375 Las Vegas              NV                                       89131 PUD                                    370000                20060601            64.91000366 No MI                                1.00E+17                    2.25               20110501                 11.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      178350                1151.84                    360                     359                  7.375                      0                      0                   0.375                   7.75 Albuquerque            NM                                       87120 Single Family                          178350                20060601            79.98000336 No MI                                1.00E+17                    2.25               20110501                  12.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G01                                                      509920                3399.47                    360                     359                  7.625                      0                      0                   0.375                      8 Coeur D Alene          ID                                       83814 Single Family                          509920                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     13                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G02                                                      223000                1184.69                    360                     359                      6                      0                      0                   0.375                  6.375 LOS ANGELES            CA                                       90059 Single Family                          223000                20060601            60.27000046 No MI                                1.00E+17                    2.25               20110501                 11.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G03                                                     1257100                8469.32                    360                     360                   6.75                      0                      0                   0.375                  7.125 Gladwyne               PA                                       19035 Single Family                         1257100                20060701            64.47000122 No MI                                1.00E+17                    2.25               20110601                 12.125                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360601 AFL2
GII                      G03                                                      507100                2958.08                    360                     359                  6.625                      0                      0                   0.375                      7 San Diego              CA                                       92127 Condominium                            507100                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     12                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G01                                                      595000                4214.58                    360                     359                  8.125                      0                      0                   0.375                    8.5 North Miami Beach      FL                                       33160 Condominium                            595000                20060601                     70 No MI                                1.00E+17                    2.25               20110501                   13.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                   151508.16                1165.67                    360                     359                  8.125                      0                      0                   0.375                    8.5 Delray Beach           FL                                       33484 Condominium                            151600                20060601                     80 No MI                                1.00E+16                    2.25               20110501                   13.5                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G02                                                      242164                1387.40                    360                     359                    6.5                      0                      0                   0.375                  6.875 Las Vegas              NV                                       89141 PUD                                    242164                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      142500                 979.69                    360                     359                  7.875                      0                      0                   0.375                   8.25 Decatur                GA                                       30032 Single Family                          142500                20060601            74.61000061 No MI                                1.00E+17                    2.25               20110501                  13.25                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G03                                                      719600                4497.50                    360                     359                  7.125                      0                      0                   0.375                    7.5 ELLICOTT CITY          MD                                       21043 PUD                                    719600                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   12.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      247900                1601.02                    360                     359                  7.375                      0                      0                   0.375                   7.75 FREDERICK              MD                                       21702 PUD                                    247900                20060601            79.98999786 No MI                                1.00E+17                    2.25               20110501                  12.75                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                    81192.66                 582.08                    360                     359                  7.375                      0                      0                   0.375                   7.75 Sandwich               IL                                       60548 Single Family                           81250                20060601                     65 No MI                                1.00E+17                    2.25               20110501                  12.75                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G03                                                      417000                2606.25                    360                     359                  7.125                      0                      0                   0.375                    7.5 SEVERN                 MD                                       21144 PUD                                    417000                20060601            76.01000214 No MI                                1.00E+17                    2.25               20110501                   12.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      316000                2205.42                    360                     359                      8                      0                      0                   0.375                  8.375 PHOENIX                AZ                                       85007 Single Family                          316000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                       84000                 577.50                    360                     359                  7.875                      0                      0                   0.375                   8.25 Round Rock             TX                                       78664 PUD                                     84000                20060601                     70 No MI                                1.00E+17                    2.25               20110501                  13.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G03                                                   308704.62                1929.40                    360                     359                  7.125                      0                      0                   0.375                    7.5 CHULA VISTA            CA                                       91914 Condominium                            311700                20060601            74.98999786 No MI                                1.00E+17                    2.25               20110501                   12.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      164000                1161.67                    360                     359                  8.125                      0                      0                   0.375                    8.5 Newark                 NJ                                        7112 2-4 Family                             164000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   13.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                   104030.15                 763.85                    360                     359                  7.625                      0                      0                   0.375                      8 HUSTON                 TX                                       77396 PUD                                    104100                20060601            69.98000336 No MI                                1.00E+17                    2.25               20110501                     13                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G01                                                      292500                1432.03                    360                     357                    5.5                      0                      0                   0.375                  5.875 VALLEJO                CA                                       94591 Single Family                          292500                20060401            79.98999786 No MI                                1.00E+17                       5               20090301                 11.875                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      36 N                                    20360301 ALT1
GII                      G02                                                      264000                1540.00                    360                     359                  6.625                      0                      0                   0.375                      7 SPING HILL             FL                                       34604 PUD                                    264000                20060601                     80 No MI                                                            2.25               20110501                     12                  4.625                    2.25 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G02                                                      332350                1904.09                    360                     357                    6.5                      0                      0                   0.375                  6.875 NORTH LAS VEGAS        NV                                       89081 PUD                                    332350                20060401            79.98999786 No MI                                1.00E+17                    2.25               20110301                 12.875                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 ALT1
GI                       G03                                                     59908.4                 414.41                    360                     358                      7                      0                      0                   0.375                  7.375 Tuscaloosa             AL                                       35404 2-4 Family                              60000                20060501                     75 No MI                                1.00E+17                    2.25               20110401                 12.375                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G01                                                   958382.34                6306.52                    360                     358                    6.5                      0                      0                   0.375                  6.875 VENICE                 CA                                       90201 Single Family                          960000                20060501            56.47000122 No MI                                1.00E+17                    2.25               20160401                 11.875                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                     120 N                                    20360401 AFL2
GII                      G03                                                      159950                 966.36                    360                     356                  6.875                      0                      0                   0.375                   7.25 PORTERVILLE            CA                                       93257 Single Family                          159950                20060301            79.98999786 No MI                                1.00E+17                    2.25               20110201                  12.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360201 ALT1
GI                       G02                                                      176000                1118.33                    360                     357                   7.25                      0                      0                   0.375                  7.625 LAS VEGAS              NV                                       89123 Condominium                            176000                20060401                     80 No MI                  M10016311000087310                        2.25               20110301                 12.625                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 ALT1
GI                       G02                                                      182700                1198.97                    360                     357                    7.5                      0                      0                   0.375                  7.875 LAS VEGAS              NV                                       89117 Condominium                            182700                20060401            79.98999786 No MI                  M10016311000089710                        2.75               20110301                 13.875                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 ALT1
GII                      G02                                                      256000                1360.00                    360                     356                      6                      0                      0                   0.375                  6.375 STOCKTON               CA                                       95207 PUD                                    256000                20060301                     80 No MI                  M10016311000090582                        2.25               20110201                 11.375                  2.375                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360201 ALT1
GI                       G03                                                      111200                 695.00                    360                     359                  7.125                      0                      0                   0.375                    7.5 Indianapolis           IN                                       46236 PUD                                    111200                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   12.5                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G03                                                      300000                1843.75                    360                     358                      7                      0                      0                   0.375                  7.375 West Palm Beach        FL                                       33405 Single Family                          300000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      302800                2050.21                    360                     359                   7.75                      0                      0                   0.375                  8.125 Sun Valley             CA                                       91352 Single Family                          302800                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.125                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G01                                                      494400                3141.50                    360                     357                   7.25                      0                      0                   0.375                  7.625 SUISUN CITY            CA                                       94585 Single Family                          494400                20060401                     80 No MI                                1.00E+17                   4.125               20110301                 13.625                   3.25                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 ALT1
GI                       G03                                                   231574.68                1621.62                    360                     358                  7.125                      0                      0                   0.375                    7.5 Mc Donald              PA                                       15057 PUD                                    231920                20060501                     80 No MI                                                            2.25               20110401                   12.5                   3.75                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G01                                                      532000                3712.92                    360                     358                      8                      0                      0                   0.375                  8.375 Reisterstown           MD                                       21136 Single Family                          532000                20060501                     70 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G03                                                      187250                1170.31                    360                     357                  7.125                      0                      0                   0.375                    7.5 ELK RIDGE              UT                                       84651 Single Family                          187250                20060401            79.98999786 No MI                                1.00E+17                    2.25               20110301                   12.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 ALT1
GII                      G03                                                      260000                1543.75                    360                     358                   6.75                      0                      0                   0.375                  7.125 Roswell                GA                                       30076 PUD                                    260000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.125                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      252000                1627.50                    360                     357                  7.375                      0                      0                   0.375                   7.75 NORTH LAS VEGAS        NV                                       89031 PUD                                    252000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                  12.75                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 ALT1
GII                      G02                                                   157499.99                 869.53                    360                     357                   6.25                      0                      0                   0.375                  6.625 LAS VEGAS              NV                                       89110 Single Family                          157500                20060401                     70 No MI                                1.00E+17                       3               20110301                 12.625                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 ALT1
GII                      G02                                                      269789                1545.67                    360                     359                    6.5                      0                      0                   0.375                  6.875 Elk River              MN                                       55330 Single Family                          269789                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.875                  2.625                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 WALN
GI                       G02                                                      124000                 865.42                    360                     359                      8                      0                      0                   0.375                  8.375 LOUISVILLE             KY                                       40216 2-4 Family                             124000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G01                                                      260000                1543.75                    360                     357                   6.75                      0                      0                   0.375                  7.125 LAS VEGAS              NV                                       89104 Single Family                          260000                20060401                     80 No MI                                1.00E+17                       5               20090301                 13.125                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      36 N                                    20360301 ALT1
GII                      G02                                                      180000                1031.25                    360                     357                    6.5                      0                      0                   0.375                  6.875 NORTH LAS VEGAS        NV                                       89084 PUD                                    180000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 12.875                  4.625                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 ALT1
GI                       G02                                                      169950                1133.00                    360                     359                  7.625                      0                      0                   0.375                      8 Pasco                  WA                                       99301 2-4 Family                             169950                20060601                     75 No MI                                1.00E+17                    2.25               20110501                     13                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      332850                2114.98                    360                     357                   7.25                      0                      0                   0.375                  7.625 HENDERSON              NV                                       89015 PUD                                    332850                20060401            79.98999786 No MI                                1.00E+17                    2.25               20110301                 12.625                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 ALT1
GII                      G03                                                      197211                1170.94                    360                     359                   6.75                      0                      0                   0.375                  7.125 Henderson              NV                                       89074 PUD                                    197211                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.125                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G01                                                      500200                3282.56                    360                     358                    7.5                      0                      0                   0.375                  7.875 GAINESVILLE            VA                                       20155 Single Family                          500200                20060501            79.98999786 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G01                                                      385000                2486.46                    360                     357                  7.375                      0                      0                   0.375                   7.75 LAS VEGAS              NV                                       89110 Single Family                          385000                20060401            69.37000275 No MI                                1.00E+17                    2.75               20090301                  13.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      36 N                                    20360301 ALT1
GII                      G02                                                      137028                 799.33                    360                     359                  6.625                      0                      0                   0.375                      7 JACKSONVILLE           FL                                       32256 PUD                                    137028                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     12                  2.375                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G03                                                      204000                1232.50                    360                     359                  6.875                      0                      0                   0.375                   7.25 Alexandria             VA                                       22309 Condominium                            204000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.25                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 WALN
GII                      G03                                                     1500000                8906.25                    360                     357                   6.75                      0                      0                   0.375                  7.125 Modesto                CA                                       95356 PUD                                   1500000                20060401            68.18000031 No MI                                1.00E+17                    2.25               20110301                 12.125                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GII                      G03                                                      200000                1187.50                    360                     359                   6.75                      0                      0                   0.375                  7.125 THURMONT               MD                                       21788 Single Family                          200000                20060601                     80 No MI                                                            2.25               20110501                 12.125                  5.275                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G02                                                      136000                 750.83                    360                     356                   6.25                      0                      0                   0.375                  6.625 Hayes                  VA                                       23072 Single Family                          136000                20060301            77.94000244 No MI                                1.00E+17                    2.25               20110201                 11.625                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360201 AFL2
GI                       G02                                                   123845.32                 942.49                    360                     358                      8                      0                      0                   0.375                  8.375 Atlanta                GA                                       30310 Single Family                          124000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G03                                                      257400                1528.31                    360                     358                   6.75                      0                      0                   0.375                  7.125 MODESTO                CA                                       95355 Single Family                          257400                20060501            68.63999939 No MI                                1.00E+17                    2.25               20110401                 12.125                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      266000                1828.75                    360                     360                  7.875                      0                      0                   0.375                   8.25 PEORIA                 AZ                                       85382 PUD                                    266000                20060701            79.40000153 No MI                                1.00E+17                    2.25               20110601                  13.25                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GI                       G02                                                      265410                1797.05                    360                     358                   7.75                      0                      0                   0.375                  8.125 NAPLES                 FL                                       34110 PUD                                    265410                20060501                     90 GE Capital MI                        1.00E+17                    2.25               20110401                 13.125                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G03                                                      245200                1532.50                    360                     360                  7.125                      0                      0                   0.375                    7.5 CRYSTAL LAKE           IL                                       60012 PUD                                    245200                20060701                     80 No MI                                                            3.75               20110601                   12.5                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 ADN1
GII                      G02                                                   303118.99                1892.82                    360                     359                      6                      0                      0                   0.375                  6.375 WEST SACRAMENTO        CA                                       95691 PUD                                    303400                20060601            79.98999786 No MI                                                             3.5               20110501                 11.375                  3.375                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G03                                                      231920                1722.28                    360                     360                   8.25                      0                      0                   0.375                  8.625 BERWYN                 IL                                       60402 Single Family                          231920                20060701                     80 No MI                                                           4.375               20110601                 13.625                  3.125                       2 First Lien                                    N                                            0 No_PP                                     480                      60 N                                    20360601 ADN1
GI                       G03                                                      319920                1799.55                    360                     359                  6.375                      0                      0                   0.375                   6.75 BANNING                CA                                       92220 Single Family                          319920                20060601                     80 No MI                                                               3               20110501                  11.75                      4                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G03                                                   431679.39                3020.61                    360                     359                  7.125                      0                      0                   0.375                    7.5 CHARLESTON             SC                                       29403 Condominium                            432000                20060601                     80 No MI                                                            4.25               20110501                   12.5                  2.625                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G01                                                      504752                3417.59                    360                     359                   7.75                      0                      0                   0.375                  8.125 LINCOLN                CA                                       95648 Single Family                          504752                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.125                  3.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G02                                                      272878                1506.51                    360                     359                   6.25                      0                      0                   0.375                  6.625 LAS VEGAS              NV                                       89131 PUD                                    272878                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.625                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      308000                2053.33                    360                     359                  7.625                      0                      0                   0.375                      8 CHANDLER               AZ                                       85225 2-4 Family                             308000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     13                      2                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G03                                                      284000                1715.83                    360                     358                  6.875                      0                      0                   0.375                   7.25 PACOIMA                CA                                       91331 Condominium                            284000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.25                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      227900                1519.33                    360                     358                  7.625                      0                      0                   0.375                      8 GILBERT                AZ                                       85234 PUD                                    227900                20060501            79.98999786 No MI                                1.00E+17                    2.25               20110401                     13                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      417000                2953.75                    360                     359                  8.125                      0                      0                   0.375                    8.5 E PALO ALTO            CA                                       94303 Single Family                          417000                20060601            79.43000031 No MI                                1.00E+17                    2.25               20110501                   13.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GIII                     G03                                                      467600                2678.96                    360                     358                  6.625                      0                      0                    0.25                  6.875 LATHROP                CA                                       95330 Single Family                          467600                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.875                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G02                                                      212250                1415.00                    360                     356                  7.625                      0                      0                   0.375                      8 Golden Valley          MN                                       55422 Single Family                          212250                20060301                     75 No MI                                1.00E+17                    2.25               20110201                     13                      2                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360201 AFL2
GI                       G02                                                      245600                1662.92                    360                     359                   7.75                      0                      0                   0.375                  8.125 Stafford               VA                                       22554 Single Family                          245600                20060601                     80 No MI                                                            2.25               20110501                 13.125                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G03                                                      552000                3162.50                    360                     359                    6.5                      0                      0                   0.375                  6.875 SANTA ANA              CA                                       92707 Single Family                          552000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G03                                                   275779.29                1859.46                    360                     359                   6.75                      0                      0                   0.375                  7.125 SALEM                  VA                                       24153 Single Family                          276000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.125                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G03                                                      189556                1125.49                    360                     356                   6.75                      0                      0                   0.375                  7.125 CRYSTAL LAKE           IL                                       60014 Single Family                          189556                20060301                     80 No MI                                1.00E+17                    2.25               20110201                 12.125                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360201 AFL2
GII                      G02                                                      196225                1124.21                    360                     358                    6.5                      0                      0                   0.375                  6.875 Upper Macungie TownshipPA                                       18031 Single Family                          196225                20060501                     65 No MI                                1.00E+17                    2.25               20110401                 11.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      340000                2302.08                    360                     358                   7.75                      0                      0                   0.375                  8.125 Palm Desert            CA                                       92260 Single Family                          340000                20060501                     80 No MI                                                            2.25               20110401                 13.125                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                      196550                1126.07                    360                     358                    6.5                      0                      0                   0.375                  6.875 Upper Macongie         PA                                       18031 Single Family                          196550                20060501                     65 No MI                                1.00E+17                    2.25               20110401                 11.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                   398882.64                2495.48                    360                     357                  6.125                      0                      0                    0.25                  6.375 Elk Grove              CA                                       95758 Single Family                          400000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 11.375                  1.875                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G03                                                      151860                 949.13                    360                     358                  7.125                      0                      0                   0.375                    7.5 Coolidge               AZ                                       85228 PUD                                    151860                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      109192                 705.20                    360                     358                  7.375                      0                      0                   0.375                   7.75 North Las Vegas        NV                                       89030 Condominium                            109192                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.75                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G01                                                      284700                1838.69                    360                     357                  7.375                      0                      0                   0.375                   7.75 NORTH LAS VEGAS        NV                                       89031 PUD                                    284700                20060401            79.98999786 No MI                                1.00E+17                   3.625               20090301                  13.75                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      36 N                                    20360301 ALT1
GI                       G02                                                      231200                1493.17                    360                     357                  7.375                      0                      0                   0.375                   7.75 NORTH LAS VEGAS        NV                                       89084 PUD                                    231200                20060401                     80 No MI                                1.00E+17                    2.25               20110301                  12.75                   3.25                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 ALT1
GI                       G02                                                   207877.43                1450.81                    360                     355                      8                      0                      0                   0.375                  8.375 Buford                 GA                                       30519 PUD                                    207950                20060201                     80 No MI                                                            2.75               20110101                 14.375                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360101 AFL2
GII                      G02                                                      316000                1777.50                    360                     357                  6.375                      0                      0                   0.375                   6.75 Lodi                   CA                                       95242 Single Family                          316000                20060401                     80 No MI                                                            2.25               20110301                  11.75                  2.375                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GI                       G03                                                      288000                1770.00                    360                     358                      7                      0                      0                   0.375                  7.375 San Jose               CA                                       95121 Condominium                            288000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      185811                1200.03                    360                     358                  7.375                      0                      0                   0.375                   7.75 LAS VEGAS              NV                                       89122 Single Family                          185811                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      168000                1137.50                    360                     358                   7.75                      0                      0                   0.375                  8.125 Atlanta                GA                                       30314 Single Family                          168000                20060501            71.33999634 No MI                                1.00E+17                    2.25               20110401                 13.125                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      204000                1296.25                    360                     357                   7.25                      0                      0                   0.375                  7.625 Freeport               FL                                       32439 Single Family                          204000                20060401                     80 No MI                                                            2.25               20110301                 12.625                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GII                      G03                                                      273000                1649.37                    360                     359                  6.875                      0                      0                   0.375                   7.25 LONG BEACH             CA                                       90802 2-4 Family                             273000                20060601                     65 No MI                                1.00E+17                    2.25               20110501                  12.25                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G01                                                      475700                3220.89                    360                     359                   7.75                      0                      0                   0.375                  8.125 FRED                   VA                                       22407 PUD                                    475700                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.125                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      214526                1430.17                    360                     358                  7.625                      0                      0                   0.375                      8 MARICOPA               AZ                                       85239 PUD                                    214526                20060501                     80 No MI                                1.00E+17                    2.25               20110401                     13                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G03                                                      412500                2578.13                    360                     359                  7.125                      0                      0                   0.375                    7.5 Miami                  FL                                       33131 Condominium                            412500                20060601                     75 No MI                                1.00E+17                    2.25               20110501                   12.5                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      417000                2736.56                    360                     357                    7.5                      0                      0                   0.375                  7.875 Panorama City          CA                                       91402 Single Family                          417000                20060401            77.80000305 No MI                                1.00E+17                    2.25               20110301                 12.875                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360301 AFL2
GI                       G02                                                    68697.56                 457.98                    360                     357                  7.625                      0                      0                   0.375                      8 Savannah               GA                                       31404 Single Family                           68800                20060401                     80 No MI                                1.00E+17                    2.25               20110301                     13                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360301 AFL2
GIII                     G03                                                     1120000                6650.00                    360                     358                  6.875                      0                      0                    0.25                  7.125 SCOTTSDALE             AZ                                       85259 PUD                                   1120000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.125                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 ADN1
GI                       G02                                                      324000                2092.50                    360                     357                  7.375                      0                      0                   0.375                   7.75 Minneapolis            MN                                       55436 Single Family                          324000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                  12.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G01                                                      708700                4724.67                    360                     358                  7.625                      0                      0                   0.375                      8 Panama City Beach      FL                                       32413 PUD                                    708700                20060501            74.98999786 No MI                                1.00E+17                    2.25               20110401                     13                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      262500                1750.00                    360                     358                  7.625                      0                      0                   0.375                      8 Skokie                 IL                                       60076 Single Family                          262500                20060501                     75 No MI                                1.00E+17                    2.25               20110401                     13                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G03                                                      371550                1896.45                    360                     354                   5.75                      0                      0                   0.375                  6.125 OCEAN VIEW             DE                                       19970 Condominium                            371550                20060101                     80 No MI                                1.00E+17                    2.25               20101201                 11.125                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20351201 AFL2
GI                       G02                                                      237350                1656.51                    360                     358                      8                      0                      0                   0.375                  8.375 PHOENIX                AZ                                       85041 PUD                                    237350                20060501            79.98000336 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                      359200                1908.25                    360                     358                      6                      0                      0                   0.375                  6.375 RIVERDALE              MD                                       20737 Single Family                          359200                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      139028                 912.37                    360                     358                    7.5                      0                      0                   0.375                  7.875 Phoenix                AZ                                       85020 Condominium                            139028                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                      200000                1125.00                    360                     358                  6.375                      0                      0                   0.375                   6.75 Jamaica                NY                                       11434 Single Family                          200000                20060501            63.49000168 No MI                                1.00E+17                    2.25               20110401                  11.75                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      115199                 755.99                    360                     357                    7.5                      0                      0                   0.375                  7.875 Ellenwood              GA                                       30294 Single Family                          115200                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 12.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GI                       G02                                                      165000                1100.00                    360                     358                  7.625                      0                      0                   0.375                      8 Saint Paul             MN                                       55110 Single Family                          165000                20060501                     75 No MI                                1.00E+17                    2.25               20110401                     13                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                    72694.29                 515.27                    360                     358                   7.25                      0                      0                   0.375                  7.625 Jacksonville           FL                                       32210 2-4 Family                              72800                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.625                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G01                                                      454800                3174.12                    360                     358                      8                      0                      0                   0.375                  8.375 Denver                 CO                                       80203 Condominium                            454800                20060501                     80 No MI                  1001130-0602000174                        2.25               20110401                 13.375                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                   239660.13                1719.39                    360                     358                  7.375                      0                      0                   0.375                   7.75 Saint Augustine        FL                                       32080 Condominium                            240000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.75                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                   279632.44                2078.99                    360                     358                   7.75                      0                      0                   0.375                  8.125 Saint Augustine        FL                                       32080 Condominium                            280000                20060501            76.70999908 No MI                                1.00E+17                    2.25               20110401                 13.125                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G03                                                   224871.88                1171.21                    360                     358                  5.875                      0                      0                   0.375                   6.25 TEMECULA               CA                                       92592 Condominium                            225000                20060501            64.83999634 No MI                                1.00E+17                    2.25               20110401                  11.25                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                   126887.95                 700.53                    360                     358                   6.25                      0                      0                   0.375                  6.625 Las Vegas              NV                                       89101 Single Family                          127000                20060501            62.86999893 No MI                                1.00E+17                    2.25               20110401                 11.625                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G03                                                      510300                3083.06                    360                     359                  6.875                      0                      0                   0.375                   7.25 Destin                 FL                                       32550 Condominium                            510300                20060601                     70 No MI                                1.00E+17                    2.25               20110501                  12.25                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G03                                                      119192                 732.53                    360                     359                      7                      0                      0                   0.375                  7.375 Phoenix                AZ                                       85013 Condominium                            119192                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G02                                                      233092                1262.58                    360                     357                  6.125                      0                      0                   0.375                    6.5 Stuart                 FL                                       34997 Single Family                          233092                20060401                     80 No MI                                1.00E+16                    2.75               20110301                   12.5                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GII                      G02                                                      332000                1902.08                    360                     358                    6.5                      0                      0                   0.375                  6.875 Manassas Park          VA                                       20111 Single Family                          332000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.875                  2.375                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                       92550                 588.08                    360                     358                   7.25                      0                      0                   0.375                  7.625 Jacksonville           FL                                       32210 Single Family                           92550                20060501                     75 No MI                                1.00E+17                    2.25               20110401                 12.625                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                   124778.83                 800.39                    360                     358                   6.25                      0                      0                   0.375                  6.625 Orlando                FL                                       32824 Condominium                            125000                20060501            70.22000122 No MI                                1.00E+17                    2.25               20110401                 11.625                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                   193337.43                1271.16                    360                     359                    6.5                      0                      0                   0.375                  6.875 Orlando                FL                                       32824 PUD                                    193500                20060601            55.43999863 No MI                                1.00E+17                    2.25               20160501                 11.875                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                     120 N                                    20360501 AFL2
GI                       G03                                                    149987.5                 937.42                    360                     359                  7.125                      0                      0                   0.375                    7.5 Hudson                 FL                                       34667 Single Family                          150000                20060601            22.55999947 No MI                                1.00E+17                    2.25               20110501                   12.5                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      645000                4300.00                    360                     358                  7.625                      0                      0                   0.375                      8 DOWNEY                 CA                                       90241 2-4 Family                             645000                20060501                     75 No MI                                1.00E+17                    2.25               20110401                     13                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      147419                1013.51                    360                     360                  7.875                      0                      0                   0.375                   8.25 San Antonio            TX                                       78247 PUD                                    147419                20060701                     70 No MI                                1.00E+17                    2.25               20110601                  13.25                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GI                       G03                                                      166400                1022.67                    360                     360                      7                      0                      0                   0.375                  7.375 PLYMOUTH               MN                                       55447 Condominium                            166400                20060701                     80 No MI                                                             3.5               20110601                 12.375                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 ADN1
GI                       G03                                                      228800                1612.37                    360                     360                   7.75                      0                      0                   0.375                  8.125 POTTSTOWN              PA                                       19465 Single Family                          228800                20060701                     80 No MI                                                           4.375               20110601                 13.125                  3.125                       2 First Lien                                    N                                            0 Prepay                                    480                      60 N                                    20360601 ADN1
GI                       G03                                                      428000                2407.50                    360                     359                  6.375                      0                      0                   0.375                   6.75 LOS ANGELES            CA                                       91306 Single Family                          428000                20060601                     80 No MI                                                               3               20110501                  11.75                      4                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G03                                                      190267                1228.81                    360                     359                  7.375                      0                      0                   0.375                   7.75 HIGH POINT             NC                                       27265 Single Family                          190267                20060601                     80 No MI                                                            4.25               20110501                  12.75                  2.625                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G03                                                      431200                2796.75                    360                     360                  6.375                      0                      0                   0.375                   6.75 RESEDA AREA LOS ANGELESCA                                       91335 Single Family                          431200                20060701                     80 No MI                                                            3.25               20110601                  11.75                  3.875                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360601 ADN1
GI                       G03                                                      273600                1824.00                    360                     359                  7.625                      0                      0                   0.375                      8 CHICAGO                IL                                       60639 Single Family                          273600                20060601                     80 No MI                                                            3.75               20110501                     13                  2.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G03                                                      220000                1329.17                    360                     360                  6.875                      0                      0                   0.375                   7.25 ROSELLE                NJ                                        7203 Single Family                          220000                20060701                     80 No MI                                                            3.25               20110601                  12.25                  3.375                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 ADN1
GI                       G03                                                      400000                2500.00                    360                     360                  7.125                      0                      0                   0.375                    7.5 BELLFLOWER             CA                                       90706 Condominium                            400000                20060701                     80 No MI                                                            3.75               20110601                   12.5                  2.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 ADN1
GI                       G03                                                      464000                3045.00                    360                     359                    7.5                      0                      0                   0.375                  7.875 SHAKER HEIGHTS         OH                                       44122 Single Family                          464000                20060601                     80 No MI                                                            4.25               20110501                 12.875                  3.375                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G03                                                      159920                1118.18                    360                     360                  7.125                      0                      0                   0.375                    7.5 LATROBE                PA                                       15650 Single Family                          159920                20060701                     80 No MI                                                            4.25               20110601                   12.5                  3.875                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360601 ADN1
GI                       G03                                                    93538.77                 694.98                    360                     359                   7.75                      0                      0                   0.375                  8.125 JOLIET                 IL                                       60433 Single Family                           93600                20060601                     80 No MI                                                            5.25               20110501                 13.125                  3.875                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G03                                                      316800                2112.00                    360                     359                  7.625                      0                      0                   0.375                      8 WOODBRIDGE             VA                                       22191 Single Family                          316800                20060601                     80 No MI                                                            5.25               20110501                     13                  4.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GII                      G02                                                      268000                1535.42                    360                     360                    6.5                      0                      0                   0.375                  6.875 SAN BERNARDINO         CA                                       92404 Single Family                          268000                20060701                     80 No MI                                                            3.75               20110601                 11.875                  4.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 ADN1
GI                       G03                                                      206400                1443.18                    360                     360                  7.125                      0                      0                   0.375                    7.5 MIRAMAR                FL                                       33023 Single Family                          206400                20060701                     80 No MI                                                            4.25               20110601                   12.5                  3.375                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360601 ADN1
GI                       G03                                                      151200                 976.50                    360                     359                  7.375                      0                      0                   0.375                   7.75 LAS VEGAS              NV                                       89015 Single Family                          151200                20060601                     80 No MI                                                            5.25               20110501                  12.75                  3.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GII                      G02                                                      380000                2018.75                    360                     360                      6                      0                      0                   0.375                  6.375 ESCONDIDO              CA                                       92026 Single Family                          380000                20060701                     80 No MI                                                            3.75               20110601                 11.375                  4.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 ADN1
GI                       G03                                                      308000                1443.75                    360                     360                   5.25                      0                      0                   0.375                  5.625 ATLANTA                GA                                       30338 Single Family                          308000                20060701                     80 No MI                                                               3               20110601                 10.625                  3.375                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 ADN1
GI                       G03                                                      220720                1379.50                    360                     360                  7.125                      0                      0                   0.375                    7.5 ONTARIO                CA                                       91764 Condominium                            220720                20060701                     80 No MI                                                            5.25               20110601                   12.5                  2.625                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 ADN1
GI                       G03                                                   206318.56                1263.94                    360                     359                    6.5                      0                      0                   0.375                  6.875 CHOWCHILLA             CA                                       93610 Single Family                          206400                20060601                     80 No MI                                                           3.125               20110501                 11.875                  4.875                       2 First Lien                                    N                                            0 Prepay                                    480                      60 N                                    20360501 ADN1
GI                       G03                                                      319200                2094.75                    360                     360                    7.5                      0                      0                   0.375                  7.875 TEMPLE HILLS           MD                                       20748 Single Family                          319200                20060701                     80 No MI                                                            4.25               20110601                 12.875                   2.75                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 ADN1
GI                       G03                                                      384000                2320.00                    360                     360                  6.875                      0                      0                   0.375                   7.25 SAN MATEO              CA                                       94401 Condominium                            384000                20060701                     80 No MI                                                               3               20110601                  12.25                  3.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 ADN1
GI                       G03                                                      123000                 755.94                    360                     359                      7                      0                      0                   0.375                  7.375 LARAMIE                WY                                       82072 Single Family                          123000                20060601                     80 No MI                                                             3.5               20110501                 12.375                  2.625                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GII                      G03                                                   200243.67                1367.08                    360                     359                  6.875                      0                      0                   0.375                   7.25 FRAMINGHAM             MA                                        1702 Single Family                          200400                20060601                     80 No MI                                                             3.5               20110501                  12.25                  3.125                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G03                                                   123156.37                 872.67                    360                     359                  8.125                      0                      0                   0.375                    8.5 RICHMOND               VA                                       23228 Single Family                          123200                20060601                     80 No MI                                                            5.25               20110501                   13.5                  3.125                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G03                                                      207920                1321.16                    360                     359                   7.25                      0                      0                   0.375                  7.625 PORT ST LUCIE          FL                                       34983 Single Family                          207920                20060601                     80 No MI                                                             3.5               20110501                 12.625                  4.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G02                                                      378750                2485.55                    360                     359                    7.5                      0                      0                   0.375                  7.875 WAHIAWA                HI                                       96786 Single Family                          378750                20060601                     75 No MI                                1.00E+17                    2.25               20110501                 12.875                  3.125                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G01                                                      920000                6229.17                    360                     358                   7.75                      0                      0                   0.375                  8.125 Los Angeles            CA                                       90026 2-4 Family                             920000                20060501                     80 No MI                                                            2.25               20110401                 13.125                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      287669                2007.69                    360                     358                      8                      0                      0                   0.375                  8.375 HENDERSON              NV                                       89044 Single Family                          287669                20060501                     80 No MI                                                            2.25               20160401                 13.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                     120 N                                    20360401 AFL2
GII                      G02                                                      111120                 625.05                    360                     354                  6.375                      0                      0                   0.375                   6.75 Olive Branch           MS                                       38654 Single Family                          111120                20060101                     80 No MI                                1.00E+17                    2.25               20101201                  11.75                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20351201 AFL2
GI                       G01                                                      539760                3767.08                    360                     358                      8                      0                      0                   0.375                  8.375 JUPITER                FL                                       33458 Single Family                          539760                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      243000                1695.94                    360                     358                      8                      0                      0                   0.375                  8.375 Midway                 UT                                       84049 Single Family                          243000                20060501            71.47000122 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                      276250                1582.68                    360                     358                    6.5                      0                      0                   0.375                  6.875 SILVER SPRING          MD                                       20906 Single Family                          276250                20060501                     65 No MI                                1.00E+17                    2.25               20110401                 11.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 WALN
GI                       G02                                                       97500                 639.84                    360                     358                    7.5                      0                      0                   0.375                  7.875 Jacksonville           FL                                       32246 Single Family                           97500                20060501                     75 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      324000                2261.25                    360                     358                      8                      0                      0                   0.375                  8.375 GOODYEAR               AZ                                       85338 PUD                                    324000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      326300                2073.36                    360                     358                   7.25                      0                      0                   0.375                  7.625 PEORIA                 AZ                                       85383 PUD                                    326300                20060501            79.98999786 No MI                                1.00E+17                    2.25               20110401                 12.625                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      120800                 843.08                    360                     358                      8                      0                      0                   0.375                  8.375 PHOENIX                AZ                                       85022 Condominium                            120800                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G03                                                      222400                1343.67                    360                     360                  6.875                      0                      0                   0.375                   7.25 LANCASTER              CA                                       93535 Single Family                          222400                20060701                     80 No MI                                                            5.25               20110601                  12.25                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 ADN1
GI                       G03                                                      130320                 733.05                    360                     360                  6.375                      0                      0                   0.375                   6.75 LAWRENCEVILLE          GA                                       30045 PUD                                    130320                20060701                     80 No MI                                                               3               20110601                  11.75                  4.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 ADN1
GI                       G03                                                      325200                2032.50                    360                     360                  7.125                      0                      0                   0.375                    7.5 MURRIETA               CA                                       92562 Single Family                          325200                20060701                     80 No MI                                                               3               20110601                   12.5                  2.625                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 ADN1
GI                       G03                                                      345200                2121.54                    360                     359                      7                      0                      0                   0.375                  7.375 FOLSOM                 CA                                       95630 Single Family                          345200                20060601                     80 No MI                                                             3.5               20110501                 12.375                  2.625                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G03                                                      440000                2658.33                    360                     360                  6.875                      0                      0                   0.375                   7.25 BRONX                  NY                                       10472 Single Family                          440000                20060701                     80 No MI                                                            3.25               20110601                  12.25                  3.125                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 ADN1
GI                       G03                                                      296000                1757.50                    360                     360                   6.75                      0                      0                   0.375                  7.125 COMPTON                CA                                       90222 Single Family                          296000                20060701                     80 No MI                                                               3               20110601                 12.125                  2.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 ADN1
GI                       G03                                                      197600                1358.50                    360                     360                  7.875                      0                      0                   0.375                   8.25 LAVEEN                 AZ                                       85339 PUD                                    197600                20060701                     80 No MI                                                            5.25               20110601                  13.25                  2.625                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 ADN1
GII                      G03                                                      436720                2456.55                    360                     359                  6.375                      0                      0                   0.375                   6.75 BAKERSFIELD            CA                                       93313 Single Family                          436720                20060601                     80 No MI                                                            3.25               20110501                  11.75                  4.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G03                                                      512000                3040.00                    360                     360                   6.75                      0                      0                   0.375                  7.125 PALO ALTO              CA                                       94303 Single Family                          512000                20060701                     80 No MI                                                               3               20110601                 13.125                  2.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 ADN1
GII                      G02                                                      114400                 732.52                    360                     360                   6.25                      0                      0                   0.375                  6.625 CAMERON                WI                                       54822 Single Family                          114400                20060701                     80 No MI                                                               3               20110601                 11.625                  2.625                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360601 ADN1
GI                       G03                                                   285505.55                1879.45                    360                     359                  7.125                      0                      0                   0.375                    7.5 STERLING               VA                                       20164 PUD                                    285600                20060601                     80 No MI                                                           5.375               20110501                   12.5                  2.625                       2 First Lien                                    N                                            0 Prepay                                    480                      60 N                                    20360501 ADN1
GI                       G03                                                      127200                 821.50                    360                     360                  7.375                      0                      0                   0.375                   7.75 ATLANTA                GA                                       30316 Single Family                          127200                20060701                     80 No MI                                                            3.75               20110601                  12.75                      5                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 ADN1
GI                       G03                                                      156000                1137.50                    360                     360                  8.375                      0                      0                   0.375                   8.75 MORTON GROVE           IL                                       60053 Condominium                            156000                20060701                     80 No MI                                                            3.75               20110601                  13.75                  3.375                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 ADN1
GII                      G02                                                      323150                1817.72                    360                     359                  6.375                      0                      0                   0.375                   6.75 COACHELLA              CA                                       92236 Single Family                          323150                20060601                     80 No MI                                                             3.5               20110501                  11.75                  3.375                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G03                                                      228000                1773.36                    360                     360                   8.25                      0                      0                   0.375                  8.625 MIAMI                  FL                                       33177 Single Family                          228000                20060701                     80 No MI                                                            4.25               20110601                 13.625                  3.125                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360601 ADN1
GII                      G02                                                      313760                1830.27                    360                     360                  6.625                      0                      0                   0.375                      7 BRENTWOOD              NY                                       11717 Single Family                          313760                20060701                     80 No MI                                                            3.75               20110601                     12                  3.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 ADN1
GI                       G03                                                      374400                2457.00                    360                     359                    7.5                      0                      0                   0.375                  7.875 PATERSON               NJ                                        7514 2-4 Family                             374400                20060601                     80 No MI                                                               3               20110501                 12.875                  3.375                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G03                                                      222400                1390.00                    360                     360                  7.125                      0                      0                   0.375                    7.5 CAPE CORAL             FL                                       33914 Single Family                          222400                20060701                     80 No MI                                                             3.5               20110601                   12.5                  2.625                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 ADN1
GI                       G03                                                      375200                2618.58                    360                     360                      8                      0                      0                   0.375                  8.375 STERLING               VA                                       20164 Single Family                          375200                20060701                     80 No MI                                                            4.25               20110601                 13.375                  3.125                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 ADN1
GII                      G02                                                      373600                2140.42                    360                     359                    6.5                      0                      0                   0.375                  6.875 SPRINGFIELD            VA                                       22153 PUD                                    373600                20060601                     80 No MI                                                            5.25               20110501                 11.875                  3.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G03                                                      113520                 744.98                    360                     360                    7.5                      0                      0                   0.375                  7.875 ELK GROVE VILLAGE      IL                                       60007 Condominium                            113520                20060701                     80 No MI                                                            4.25               20110601                 12.875                  4.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 ADN1
GII                      G02                                                      176000                1026.67                    360                     360                  6.625                      0                      0                   0.375                      7 PALMETTO               FL                                       34221 Single Family                          176000                20060701                     80 No MI                                                            4.25               20110601                     12                  3.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 ADN1
GI                       G03                                                      286320                1849.15                    360                     360                  7.375                      0                      0                   0.375                   7.75 LANCASTER              CA                                       93536 Single Family                          286320                20060701                     80 No MI                                                            4.25               20110601                  12.75                  3.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 ADN1
GII                      G03                                                      184000                1092.50                    360                     360                   6.75                      0                      0                   0.375                  7.125 FORT LAUDERDALE        FL                                       33317 Single Family                          184000                20060701                     80 No MI                                                             3.5               20110601                 12.125                  3.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 ADN1
GI                       G03                                                      176800                1160.25                    360                     360                    7.5                      0                      0                   0.375                  7.875 EVERETT                MA                                        2149 Single Family                          176800                20060701                     80 No MI                                                            3.75               20110601                 12.875                  3.125                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 ADN1
GI                       G03                                                      178000                1306.10                    360                     360                  7.625                      0                      0                   0.375                      8 SAN ANTONIO            TX                                       78209 Single Family                          178000                20060701                     80 No MI                                                            4.25               20110601                     13                  2.625                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360601 ADN1
GII                      G03                                                      268000                1619.17                    360                     360                  6.875                      0                      0                   0.375                   7.25 CLINTON                MD                                       20735 Single Family                          268000                20060701                     80 No MI                                                            3.75               20110601                  12.25                  3.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 ADN1
GII                      G03                                                      252000                1522.50                    360                     360                  6.875                      0                      0                   0.375                   7.25 CENTREVILLE            VA                                       20120 PUD                                    252000                20060701                     80 No MI                                                             3.5               20110601                  12.25                  3.375                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 ADN1
GI                       G03                                                      119600                 784.88                    360                     360                    7.5                      0                      0                   0.375                  7.875 DES PLAINES            IL                                       60016 Condominium                            119600                20060701                     80 No MI                                                            3.75               20110601                 13.875                  3.125                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 ADN1
GI                       G03                                                      348000                2102.50                    360                     360                  6.875                      0                      0                   0.375                   7.25 BURKE                  VA                                       22015 PUD                                    348000                20060701                     80 No MI                                                               3               20110601                  12.25                  3.375                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 ADN1
GI                       G03                                                      280000                2070.83                    360                     360                    8.5                      0                      0                   0.375                  8.875 HOLLYWOOD              FL                                       33020 Single Family                          280000                20060701                     80 No MI                                                            5.25               20110601                 13.875                  2.625                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 ADN1
GI                       G03                                                      262400                1749.33                    360                     360                  7.625                      0                      0                   0.375                      8 ATLANTA                GA                                       30318 Single Family                          262400                20060701                     80 No MI                                                            5.25               20110601                     13                  4.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 ADN1
GI                       G03                                                      276000                1926.25                    360                     360                      8                      0                      0                   0.375                  8.375 LAS VEGAS              NV                                       89117 PUD                                    276000                20060701                     80 No MI                                                            4.25               20110601                 13.375                  4.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 ADN1
GI                       G03                                                      207120                1337.65                    360                     360                  7.375                      0                      0                   0.375                   7.75 PALM BAY               FL                                       32909 Single Family                          207120                20060701                     80 No MI                                                            3.75               20110601                  12.75                  3.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 ADN1
GII                      G02                                                      319800                1798.88                    360                     360                  6.375                      0                      0                   0.375                   6.75 LYNNWOOD               WA                                       98087 PUD                                    319800                20060701                     80 No MI                                                               3               20110601                  11.75                  3.375                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 ADN1
GII                      G02                                                      156000                 828.75                    360                     360                      6                      0                      0                   0.375                  6.375 MIAMI                  FL                                       33179 Condominium                            156000                20060701                     80 No MI                                                            4.25               20110601                 11.375                  2.625                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 ADN1
GII                      G02                                                      296000                1726.67                    360                     360                  6.625                      0                      0                   0.375                      7 HILLSIDE               NJ                                        7205 Single Family                          296000                20060701                     80 No MI                                                             3.5               20110601                     12                  3.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 ADN1
GI                       G03                                                      342400                2104.33                    360                     359                      7                      0                      0                   0.375                  7.375 CHANTILLY              VA                                       20151 PUD                                    342400                20060601                     80 No MI                                                            3.25               20110501                 12.375                  3.125                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G03                                                      215920                1416.98                    360                     360                    7.5                      0                      0                   0.375                  7.875 MUNDELEIN              IL                                       60060 Single Family                          215920                20060701                     80 No MI                                                            3.75               20110601                 12.875                  2.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 ADN1
GII                      G02                                                      211600                1124.13                    360                     359                      6                      0                      0                   0.375                  6.375 FRESNO                 CA                                       93722 Single Family                          211600                20060601                     80 No MI                                                               3               20110501                 11.375                  3.375                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G03                                                      240000                1625.00                    360                     359                   7.75                      0                      0                   0.375                  8.125 ALEXANDRIA             VA                                       22309 Condominium                            240000                20060601                     80 No MI                                                            5.25               20110501                 13.125                  2.625                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G03                                                      315200                2035.67                    360                     360                  7.375                      0                      0                   0.375                   7.75 MECHANICSVILLE         VA                                       23111 Single Family                          315200                20060701                     80 No MI                                                            4.25               20110601                  12.75                  4.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 ADN1
GI                       G03                                                      343200                2608.57                    360                     360                      8                      0                      0                   0.375                  8.375 SAINT ALBANS           NY                                       11412 Single Family                          343200                20060701                     80 No MI                                                            3.75               20110601                 13.375                  3.875                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360601 ADN1
GI                       G03                                                      484000                2873.75                    360                     360                   6.75                      0                      0                   0.375                  7.125 OXNARD                 CA                                       93033 Single Family                          484000                20060701                     80 No MI                                                               3               20110601                 12.125                  3.375                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 ADN1
GI                       G03                                                       70400                 510.45                    360                     360                    7.5                      0                      0                   0.375                  7.875 CUMMING                GA                                       30041 Single Family                           70400                20060701                     80 No MI                                                             3.5               20110601                 12.875                  2.625                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360601 ADN1
GI                       G03                                                      186000                1345.90                    360                     360                      8                      0                      0                   0.375                  8.375 LAKELAND               FL                                       33803 Single Family                          186000                20060701                     80 No MI                                                           5.375               20110601                 13.375                  3.125                       2 First Lien                                    N                                            0 Prepay                                    480                      60 N                                    20360601 ADN1
GI                       G03                                                      223920                1469.48                    360                     360                    7.5                      0                      0                   0.375                  7.875 ANCHORAGE              AK                                       99504 Single Family                          223920                20060701                     80 No MI                                                            5.25               20110601                 12.875                      5                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 ADN1
GII                      G03                                                      244000                1474.17                    360                     360                  6.875                      0                      0                   0.375                   7.25 CALIMESA               CA                                       92320 Single Family                          244000                20060701                     80 No MI                                                            3.75               20110601                  12.25                  4.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 ADN1
GII                      G03                                                      403950                2440.53                    360                     360                  6.875                      0                      0                   0.375                   7.25 PATTERSON              CA                                       95363 Single Family                          403950                20060701                     80 No MI                                                               3               20110601                  12.25                  3.375                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 ADN1
GI                       G03                                                      132000                 811.25                    360                     360                      7                      0                      0                   0.375                  7.375 COON RAPIDS            MN                                       55433 Condominium                            132000                20060701                     80 No MI                                                             3.5               20110601                 12.375                  2.625                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 ADN1
GI                       G03                                                      263200                1732.04                    360                     360                  7.125                      0                      0                   0.375                    7.5 SACRAMENTO             CA                                       95823 Single Family                          263200                20060701                     80 No MI                                                           3.625               20110601                   12.5                  3.125                       2 First Lien                                    N                                            0 Prepay                                    480                      60 N                                    20360601 ADN1
GI                       G03                                                   207933.92                1321.67                    360                     359                   7.25                      0                      0                   0.375                  7.625 DUMFRIES               VA                                       22026 PUD                                    208000                20060601                     80 No MI                                                            5.25               20110501                 12.625                   3.25                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G03                                                      200000                1479.17                    360                     360                    8.5                      0                      0                   0.375                  8.875 LEHIGH ACRES           FL                                       33971 Single Family                          200000                20060701                     80 No MI                                                            5.25               20110601                 13.875                  4.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 ADN1
GII                      G03                                                   287999.43                1740.00                    360                     359                  6.875                      0                      0                   0.375                   7.25 PHOENIX                AZ                                       85022 PUD                                    288000                20060601                     80 No MI                                                               3               20110501                  12.25                  4.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G03                                                      306000                2071.88                    360                     360                   7.75                      0                      0                   0.375                  8.125 MANASSAS               VA                                       20110 PUD                                    306000                20060701                     80 No MI                                                            4.25               20110601                 13.125                  2.625                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 ADN1
GI                       G03                                                      106400                 731.50                    360                     360                  7.875                      0                      0                   0.375                   8.25 GLENDALE HEIGHTS       IL                                       60139 Condominium                            106400                20060701                     80 No MI                                                             3.5               20110601                  13.25                  3.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 ADN1
GI                       G03                                                      160800                1021.75                    360                     360                   7.25                      0                      0                   0.375                  7.625 POPLAR GROVE           IL                                       61065 PUD                                    160800                20060701                     80 No MI                                                            4.25               20110601                 12.625                  3.125                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 ADN1
GI                       G03                                                      344000                2114.17                    360                     360                      7                      0                      0                   0.375                  7.375 LONG BEACH             CA                                       90813 Single Family                          344000                20060701                     80 No MI                                                             3.5               20110601                 12.375                  3.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 ADN1
GI                       G03                                                   446859.72                3088.70                    360                     359                      7                      0                      0                   0.375                  7.375 SIMI VALLEY            CA                                       93063 Single Family                          447200                20060601                     80 No MI                                                            3.75               20110501                 12.375                  3.125                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G03                                                      184000                1382.33                    360                     360                  7.875                      0                      0                   0.375                   8.25 LAWRENCEVILLE          GA                                       30045 PUD                                    184000                20060701                     80 No MI                                                            4.25               20110601                  13.25                  3.375                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360601 ADN1
GI                       G03                                                      104720                 718.33                    360                     360                    7.5                      0                      0                   0.375                  7.875 COVINGTON              GA                                       30016 Single Family                          104720                20060701                     80 No MI                                                           4.375               20110601                 12.875                  3.875                       2 First Lien                                    N                                            0 No_PP                                     480                      60 N                                    20360601 ADN1
GI                       G03                                                      371344                2282.22                    360                     360                      7                      0                      0                   0.375                  7.375 PERRIS                 CA                                       92571 PUD                                    371344                20060701                     80 No MI                                                             3.5               20110601                 13.375                      4                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 ADN1
GI                       G03                                                      440000                2979.17                    360                     360                   7.75                      0                      0                   0.375                  8.125 MIAMI                  FL                                       33176 Single Family                          440000                20060701                     80 No MI                                                            4.25               20110601                 13.125                  3.125                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 ADN1
GI                       G03                                                      164000                1025.00                    360                     360                  7.125                      0                      0                   0.375                    7.5 LAUDERHILL             FL                                       33313 Condominium                            164000                20060701                     80 No MI                                                               3               20110601                   12.5                  3.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 ADN1
GII                      G02                                                      361200                2069.38                    360                     360                    6.5                      0                      0                   0.375                  6.875 HACIENDA HEIGHTS       CA                                       91745 Single Family                          361200                20060701                     80 No MI                                                            3.25               20110601                 11.875                  2.625                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 ADN1
GI                       G03                                                      168000                1032.50                    360                     359                      7                      0                      0                   0.375                  7.375 FRESNO                 CA                                       93703 Single Family                          168000                20060601                     80 No MI                                                               3               20110501                 12.375                  2.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GII                      G03                                                      274400                1657.83                    360                     359                  6.875                      0                      0                   0.375                   7.25 RIVERDALE              MD                                       20737 Single Family                          274400                20060601                     80 No MI                                                             3.5               20110501                  13.25                  2.625                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G03                                                      120400                 790.13                    360                     359                    7.5                      0                      0                   0.375                  7.875 WAPPINGERS FALLS       NY                                       12590 Condominium                            120400                20060601                     80 No MI                                                            4.25               20110501                 12.875                  3.125                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G03                                                      212760                1439.58                    360                     360                  7.375                      0                      0                   0.375                   7.75 CHESTERFIELD           VA                                       23832 Single Family                          212760                20060701                     80 No MI                                                           4.375               20110601                  12.75                  3.875                       2 First Lien                                    N                                            0 Prepay                                    480                      60 N                                    20360601 ADN1
GII                      G02                                                      316000                1810.42                    360                     359                    6.5                      0                      0                   0.375                  6.875 FORESTVILLE            MD                                       20747 Single Family                          316000                20060601                     80 No MI                                                            4.25               20110501                 11.875                      4                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G03                                                       88000                 645.71                    360                     360                  7.625                      0                      0                   0.375                      8 MUKWONAGO              WI                                       53149 Condominium                             88000                20060701                     80 No MI                                                            3.25               20110601                     13                  3.875                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360601 ADN1
GII                      G03                                                      420000                2406.25                    360                     359                    6.5                      0                      0                   0.375                  6.875 BRENTWOOD              CA                                       94513 Single Family                          420000                20060601                     80 No MI                                                             3.5               20110501                 11.875                  2.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G03                                                      189600                1244.25                    360                     360                    7.5                      0                      0                   0.375                  7.875 ROSAMOND               CA                                       93560 Single Family                          189600                20060701                     80 No MI                                                            5.25               20110601                 12.875                  3.125                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 ADN1
GI                       G03                                                      303920                1867.84                    360                     360                      7                      0                      0                   0.375                  7.375 MANASSAS               VA                                       20111 Single Family                          303920                20060701                     80 No MI                                                            3.25               20110601                 12.375                  4.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 ADN1
GI                       G03                                                       94400                 676.29                    360                     360                  7.375                      0                      0                   0.375                   7.75 ROCKWALL               TX                                       75032 Single Family                           94400                20060701                     80 No MI                                                            5.25               20110601                  12.75                  2.875                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360601 ADN1
GII                      G03                                                      457920                2528.10                    360                     360                   6.25                      0                      0                   0.375                  6.625 EAST ELMHURST          NY                                       11369 Single Family                          457920                20060701                     80 No MI                                                            3.25               20110601                 11.625                  4.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 ADN1
GI                       G03                                                      134800                1048.46                    360                     360                   8.25                      0                      0                   0.375                  8.625 DELRAY BEACH           FL                                       33445 Condominium                            134800                20060701                     80 No MI                                                             3.5               20110601                 13.625                  2.875                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360601 ADN1
GII                      G03                                                      160000                 966.67                    360                     360                  6.875                      0                      0                   0.375                   7.25 DENVER                 CO                                       80239 PUD                                    160000                20060701            78.05000305 No MI                                                               3               20110601                  12.25                  3.125                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 ADN1
GI                       G03                                                   190255.12                1315.05                    360                     359                      7                      0                      0                   0.375                  7.375 HOUSTON                TX                                       77008 Single Family                          190400                20060601                     80 No MI                                                            3.75               20110501                 12.375                  2.625                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G03                                                      220000                1420.83                    360                     360                  7.375                      0                      0                   0.375                   7.75 ADDISON                IL                                       60101 Single Family                          220000                20060701                     80 No MI                                                            4.25               20110601                  12.75                  3.375                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 ADN1
GI                       G03                                                      399920                2541.16                    360                     359                   7.25                      0                      0                   0.375                  7.625 CULPEPER               VA                                       22701 PUD                                    399920                20060601                     80 No MI                                                            3.75               20110501                 12.625                  3.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G03                                                      297200                1919.42                    360                     360                  7.375                      0                      0                   0.375                   7.75 HERNDON                VA                                       20170 PUD                                    297200                20060701                     80 No MI                                                            5.25               20110601                  12.75                  3.375                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 ADN1
GII                      G03                                                      239200                1445.17                    360                     360                  6.875                      0                      0                   0.375                   7.25 SUNNY ISLES BEACH      FL                                       33160 Condominium                            239200                20060701                     80 No MI                                                            3.75               20110601                  12.25                  4.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 ADN1
GII                      G02                                                    79040.47                 452.89                    360                     359                    6.5                      0                      0                   0.375                  6.875 FORT WORTH             TX                                       76110 Single Family                           79050                20060601            79.80999756 No MI                                                            3.75               20110501                 11.875                  3.375                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G03                                                      271621                1782.51                    360                     359                    7.5                      0                      0                   0.375                  7.875 RICHMOND               VA                                       23231 Single Family                          271621                20060601                     80 No MI                                                            4.25               20110501                 12.875                  3.375                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 ADN1
GII                      G02                                                      279200                1599.58                    360                     360                    6.5                      0                      0                   0.375                  6.875 WINCHESTER             VA                                       22602 Single Family                          279200                20060701                     80 No MI                                                            5.25               20110601                 11.875                  3.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 ADN1
GI                       G03                                                      160000                1116.67                    360                     360                      8                      0                      0                   0.375                  8.375 SCHAUMBURG             IL                                       60194 Condominium                            160000                20060701                     80 No MI                                                            4.25               20110601                 13.375                  4.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 ADN1
GI                       G03                                                      303200                1863.42                    360                     360                      7                      0                      0                   0.375                  7.375 DIAMOND SPRINGS        CA                                       95619 Single Family                          303200                20060701                     80 No MI                                                             3.5               20110601                 12.375                  3.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 ADN1
GI                       G03                                                   147903.18                1098.90                    360                     359                   7.75                      0                      0                   0.375                  8.125 SPRING HILL            FL                                       34606 Single Family                          148000                20060601                     80 No MI                                                            3.25               20110501                 13.125                  3.125                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G03                                                      399920                2499.50                    360                     359                  7.125                      0                      0                   0.375                    7.5 CHANDLER               AZ                                       85249 PUD                                    399920                20060601                     80 No MI                                                               3               20110501                   12.5                  2.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 ADN1
GII                      G02                                                      252000                1365.00                    360                     360                  6.125                      0                      0                   0.375                    6.5 FREDERICK              MD                                       21701 Single Family                          252000                20060701                     80 No MI                                                             3.5               20110601                   11.5                  2.625                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 ADN1
GII                      G02                                                      410880                2396.80                    360                     360                  6.625                      0                      0                   0.375                      7 ELMONT                 NY                                       11003 2-4 Family                             410880                20060701                     80 No MI                                                               3               20110601                     12                  3.125                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 ADN1
GI                       G03                                                      155920                1104.43                    360                     360                  8.125                      0                      0                   0.375                    8.5 MIAMI                  FL                                       33172 Condominium                            155920                20060701                     80 No MI                                                            5.25               20110601                   13.5                  2.625                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 ADN1
GI                       G03                                                      408000                2550.00                    360                     359                  7.125                      0                      0                   0.375                    7.5 FALLS CHURCH           VA                                       22042 Single Family                          408000                20060601                     80 No MI                                                            5.25               20110501                   12.5                  4.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G03                                                      184800                1174.25                    360                     360                   7.25                      0                      0                   0.375                  7.625 STOCKTON               CA                                       95210 Condominium                            184800                20060701                     80 No MI                                                            3.25               20110601                 12.625                  4.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 ADN1
GI                       G03                                                      152000                1028.46                    360                     360                  7.375                      0                      0                   0.375                   7.75 ST FRANCIS             MN                                       55070 Single Family                          152000                20060701                     80 No MI                                                           5.375               20110601                  12.75                  2.875                       2 First Lien                                    N                                            0 Prepay                                    480                      60 N                                    20360601 ADN1
GI                       G03                                                      166800                1059.88                    360                     360                   7.25                      0                      0                   0.375                  7.625 CHARLESTON             SC                                       29412 Single Family                          166800                20060701                     80 No MI                                                            4.25               20110601                 12.625                      5                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 ADN1
GII                      G02                                                      148000                 832.50                    360                     359                  6.375                      0                      0                   0.375                   6.75 MIAMI                  FL                                       33186 Condominium                            148000                20060601                     80 No MI                                                               3               20110501                  11.75                  3.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GII                      G03                                                      340000                2018.75                    360                     359                   6.75                      0                      0                   0.375                  7.125 ELIZABETH              NJ                                        7202 2-4 Family                             340000                20060601                     80 No MI                                                               3               20110501                 12.125                  2.625                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 ADN1
GII                      G03                                                      478400                2392.00                    360                     360                  5.625                      0                      0                   0.375                      6 WOODBURY               NY                                       11797 Single Family                          478400                20060701                     80 No MI                                                            3.75               20110601                     11                  2.625                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 ADN1
GII                      G03                                                      432000                2475.00                    360                     359                    6.5                      0                      0                   0.375                  6.875 PATTERSON              CA                                       95363 Single Family                          432000                20060601                     80 No MI                                                            3.25               20110501                 11.875                  2.625                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G03                                                      486400                3696.99                    360                     360                      8                      0                      0                   0.375                  8.375 MIAMI                  FL                                       33180 Condominium                            486400                20060701                     80 No MI                                                            5.25               20110601                 13.375                  2.875                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360601 ADN1
GI                       G03                                                      195920                1436.28                    360                     360                  8.125                      0                      0                   0.375                    8.5 ELGIN                  IL                                       60120 PUD                                    195920                20060701                     80 No MI                                                           4.375               20090601                   14.5                  4.875                       2 First Lien                                    N                                            0 No_PP                                     480                      36 N                                    20360601 ADN1
GI                       G03                                                      452000                2966.25                    360                     360                    7.5                      0                      0                   0.375                  7.875 CARSON                 CA                                       90745 Single Family                          452000                20060701                     80 No MI                                                            3.75               20110601                 12.875                      4                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 ADN1
GI                       G03                                                      384000                2360.00                    360                     360                      7                      0                      0                   0.375                  7.375 SPRING VALLEY          CA                                       91977 Single Family                          384000                20060701                     80 No MI                                                            3.75               20110601                 12.375                  3.375                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 ADN1
GI                       G03                                                      162400                1082.67                    360                     360                  7.625                      0                      0                   0.375                      8 LAS VEGAS              NV                                       89110 Single Family                          162400                20060701                     80 No MI                                                            5.25               20110601                     13                  3.375                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 ADN1
GI                       G03                                                      141520                 987.69                    360                     360                      8                      0                      0                   0.375                  8.375 HIALEAH                FL                                       33016 Condominium                            141520                20060701                     80 No MI                                                            5.25               20110601                 13.375                  4.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 ADN1
GI                       G03                                                      500000                3802.08                    360                     360                   8.75                      0                      0                   0.375                  9.125 DOWELL                 MD                                       20629 Condominium                            500000                20060701            78.58000183 No MI                                                            4.25               20110601                 14.125                  4.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 ADN1
GI                       G03                                                       60800                 440.84                    360                     360                    7.5                      0                      0                   0.375                  7.875 CALUMET CITY           IL                                       60409 Single Family                           60800                20060701                     80 No MI                                                            5.25               20110601                 12.875                  3.875                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360601 ADN1
GII                      G02                                                      213696                1224.30                    360                     360                    6.5                      0                      0                   0.375                  6.875 HOLTSVILLE             NY                                       11742 Condominium                            213696                20060701                     80 No MI                                                               3               20110601                 11.875                  4.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 ADN1
GI                       G03                                                      138400                1003.04                    360                     360                  8.015                      0                      0                   0.375                   8.39 RIVERVIEW              MI                                       48193 Single Family                          138400                20060701                     80 No MI                                                           5.375               20090601                  14.39                  2.625                       2 First Lien                                    N                                            0 Prepay                                    480                      36 N                                    20360601 ADN1
GI                       G03                                                      202400                1328.25                    360                     360                    7.5                      0                      0                   0.375                  7.875 MIRAMAR                FL                                       33025 Single Family                          202400                20060701                     80 No MI                                                            5.25               20110601                 12.875                      5                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 ADN1
GI                       G03                                                       75920                 485.64                    360                     360                  6.875                      0                      0                   0.375                   7.25 COUNTRY CLUB HILLS     IL                                       60478 PUD                                     75920                20060701                     80 No MI                                                           4.375               20110601                  12.25                  4.875                       2 First Lien                                    N                                            0 Prepay                                    480                      60 N                                    20360601 ADN1
GI                       G03                                                      400000                2583.33                    360                     360                  7.375                      0                      0                   0.375                   7.75 PANORAMA CITY AREA LOS CA                                       91402 Single Family                          400000                20060701                     80 No MI                                                            5.25               20110601                  12.75                      4                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 ADN1
GII                      G03                                                   291999.51                1733.75                    360                     359                   6.75                      0                      0                   0.375                  7.125 MANASSAS               VA                                       20109 PUD                                    292000                20060601                     80 No MI                                                            3.25               20110501                 12.125                  4.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G03                                                      188000                1185.40                    360                     360                   6.75                      0                      0                   0.375                  7.125 MIAMI                  FL                                       33186 PUD                                    188000                20060701                     80 No MI                                                           3.625               20110601                 12.125                  2.875                       2 First Lien                                    N                                            0 Prepay                                    480                      60 N                                    20360601 ADN1
GII                      G03                                                      305600                2084.73                    360                     360                  6.875                      0                      0                   0.375                   7.25 BRENTWOOD              NY                                       11717 Single Family                          305600                20060701                     80 No MI                                                             3.5               20110601                  12.25                   3.25                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360601 ADN1
GII                      G03                                                      207200                1251.83                    360                     359                  6.875                      0                      0                   0.375                   7.25 NORTH MIAMI            FL                                       33161 Condominium                            207200                20060601                     80 No MI                                                            3.75               20110501                  12.25                  3.125                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GII                      G03                                                      184000                1111.67                    360                     359                  6.875                      0                      0                   0.375                   7.25 LAKEHURST              NJ                                        8733 Townhouse                              184000                20060601                     80 No MI                                                            4.25               20110501                  12.25                  3.375                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G03                                                      240000                1500.00                    360                     359                  7.125                      0                      0                   0.375                    7.5 RAHWAY                 NJ                                        7065 Single Family                          240000                20060601                     80 No MI                                                            5.25               20110501                   12.5                  3.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G03                                                      352000                2383.33                    360                     360                   7.75                      0                      0                   0.375                  8.125 AZUSA                  CA                                       91702 Single Family                          352000                20060701                     80 No MI                                                            3.75               20110601                 13.125                  4.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 ADN1
GI                       G03                                                      144000                 930.00                    360                     360                  7.375                      0                      0                   0.375                   7.75 SAINT PAUL             MN                                       55106 2-4 Family                             144000                20060701                     80 No MI                                                            3.75               20110601                  12.75                  2.625                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 ADN1
GII                      G02                                                   207939.33                1213.33                    360                     359                  6.625                      0                      0                   0.375                      7 VICTORVILLE            CA                                       92394 Single Family                          208000                20060601                     80 No MI                                                            3.75               20110501                     12                  3.375                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G03                                                      125600                 798.08                    360                     360                   7.25                      0                      0                   0.375                  7.625 RENTON                 WA                                       98056 Condominium                            125600                20060701                     80 No MI                                                            3.75               20110601                 13.625                  3.375                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 ADN1
GII                      G02                                                      372000                2170.00                    360                     360                  6.625                      0                      0                   0.375                      7 LONG BEACH             CA                                       90805 Single Family                          372000                20060701                     80 No MI                                                               3               20110601                     12                  3.375                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 ADN1
GII                      G02                                                      360000                2062.50                    360                     360                    6.5                      0                      0                   0.375                  6.875 LOS ANGELES            CA                                       90062 Single Family                          360000                20060701                     80 No MI                                                            3.25               20110601                 11.875                  2.625                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 ADN1
GI                       G03                                                      228000                1401.25                    360                     360                      7                      0                      0                   0.375                  7.375 POMONA                 CA                                       91767 PUD                                    228000                20060701                     80 No MI                                                             3.5               20110601                 12.375                  2.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 ADN1
GII                      G01                                                      272000                1728.33                    360                     360                   7.25                      0                      0                   0.375                  7.625 LANGLEY                WA                                       98260 PUD                                    272000                20060701                     80 No MI                                                            3.75               20090601                 13.625                  3.125                       2 First Lien                                    Y                                          120 Prepay                                    360                      36 N                                    20360601 ADN1
GI                       G03                                                      115600                 734.54                    360                     359                   7.25                      0                      0                   0.375                  7.625 CHESTER                VA                                       23831 Single Family                          115600                20060601                     80 No MI                                                            4.25               20110501                 12.625                  3.375                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G03                                                      320000                2000.00                    360                     359                  7.125                      0                      0                   0.375                    7.5 WOODBRIDGE             VA                                       22192 Single Family                          320000                20060601                     80 No MI                                                             3.5               20110501                   12.5                  3.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GII                      G02                                                      292000                1581.67                    360                     359                  6.125                      0                      0                   0.375                    6.5 SACRAMENTO             CA                                       95826 Single Family                          292000                20060601                     80 No MI                                                               3               20110501                   11.5                  3.125                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GII                      G03                                                   305713.59                1851.17                    360                     359                  6.875                      0                      0                   0.375                   7.25 WOODBRIDGE             VA                                       22191 Single Family                          306400                20060601                     80 No MI                                                             3.5               20110501                  12.25                  2.625                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G03                                                      204000                1496.88                    360                     360                  7.625                      0                      0                   0.375                      8 LARGO                  FL                                       33774 Single Family                          204000                20060701                     80 No MI                                                            5.25               20110601                     14                  3.125                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360601 ADN1
GI                       G03                                                      300800                1880.00                    360                     360                  7.125                      0                      0                   0.375                    7.5 ADDISON                IL                                       60101 Single Family                          300800                20060701                     80 No MI                                                               3               20110601                   12.5                  4.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 ADN1
GI                       G03                                                      300000                1937.50                    360                     359                  7.375                      0                      0                   0.375                   7.75 STOCKTON               CA                                       95210 Single Family                          300000                20060601                     80 No MI                                                            3.75               20110501                  12.75                  2.625                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GII                      G02                                                      310400                1649.00                    360                     360                      6                      0                      0                   0.375                  6.375 SAN DIEGO              CA                                       92115 Single Family                          310400                20060701                     80 No MI                                                               3               20110601                 11.375                  3.375                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 ADN1
GII                      G03                                                      214400                1273.00                    360                     359                   6.75                      0                      0                   0.375                  7.125 CAPITOL HEIGHTS        MD                                       20743 Single Family                          214400                20060601                     80 No MI                                                               3               20110501                 13.125                  2.625                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G03                                                      320000                1966.67                    360                     359                      7                      0                      0                   0.375                  7.375 BERGENFIELD            NJ                                        7621 Single Family                          320000                20060601                     80 No MI                                                            3.75               20110501                 12.375                  2.625                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G03                                                      470400                3136.00                    360                     360                  7.625                      0                      0                   0.375                      8 PASADENA               CA                                       91104 Single Family                          470400                20060701                     80 No MI                                                            3.75               20110601                     13                  3.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 ADN1
GI                       G03                                                      232000                1474.17                    360                     360                   7.25                      0                      0                   0.375                  7.625 MIAMI BEACH            FL                                       33154 Condominium                            232000                20060701                     80 No MI                                                            4.25               20110601                 12.625                  3.375                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 ADN1
GI                       G03                                                      332000                2075.00                    360                     359                  7.125                      0                      0                   0.375                    7.5 RIVERSIDE              CA                                       92509 Single Family                          332000                20060601                     80 No MI                                                            3.75               20110501                   12.5                  3.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 ADN1
GII                      G03                                                      428000                2407.50                    360                     360                  6.375                      0                      0                   0.375                   6.75 MIRAMAR                FL                                       33027 Single Family                          428000                20060701                     80 No MI                                                            3.25               20110601                  11.75                  3.375                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 ADN1
GI                       G03                                                      276312                1813.30                    360                     360                    7.5                      0                      0                   0.375                  7.875 NORTH LAS VEGAS        NV                                       89085 PUD                                    276312                20060701                     80 No MI                                                            4.25               20110601                 12.875                  2.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 ADN1
GI                       G03                                                      201600                1444.29                    360                     360                  7.375                      0                      0                   0.375                   7.75 PLAINFIELD             IL                                       60586 PUD                                    201600                20060701                     80 No MI                                                            5.25               20110601                  12.75                  3.875                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360601 ADN1
GI                       G03                                                      320000                2033.33                    360                     359                   7.25                      0                      0                   0.375                  7.625 MIAMI                  FL                                       33165 Single Family                          320000                20060601                     80 No MI                                                            5.25               20110501                 12.625                  2.625                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GII                      G02                                                      168000                 892.50                    360                     360                      6                      0                      0                   0.375                  6.375 THORNTON               CO                                       80229 PUD                                    168000                20060701                     80 No MI                                                               3               20110601                 11.375                  4.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 ADN1
GII                      G02                                                      319920                2048.48                    360                     360                   6.25                      0                      0                   0.375                  6.625 MIAMI                  FL                                       33186 Single Family                          319920                20060701                     80 No MI                                                             3.5               20110601                 11.625                  2.625                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360601 ADN1
GI                       G03                                                      320000                2033.33                    360                     360                   7.25                      0                      0                   0.375                  7.625 UPPER MARLBORO         MD                                       20772 Single Family                          320000                20060701                     80 No MI                                                            5.25               20110601                 12.625                  3.125                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 ADN1
GII                      G03                                                      176000                1200.63                    360                     360                  6.875                      0                      0                   0.375                   7.25 SAINT PAUL             MN                                       55104 2-4 Family                             176000                20060701                     80 No MI                                                            5.25               20110601                  12.25                  4.875                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360601 ADN1
GI                       G03                                                      241300                1608.67                    360                     359                  7.625                      0                      0                   0.375                      8 JOLIET                 IL                                       60431 PUD                                    241300                20060601            79.97000122 No MI                                                            3.75               20110501                     13                  4.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G03                                                      145600                 894.83                    360                     360                      7                      0                      0                   0.375                  7.375 CHICAGO                IL                                       60653 Condominium                            145600                20060701                     80 No MI                                                            3.25               20110601                 12.375                  3.375                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 ADN1
GI                       G03                                                      151600                1025.76                    360                     360                  7.375                      0                      0                   0.375                   7.75 ORLANDO                FL                                       32809 Single Family                          151600                20060701                     80 No MI                                                           3.875               20110601                  12.75                  2.875                       2 First Lien                                    N                                            0 Prepay                                    480                      60 N                                    20360601 ADN1
GI                       G03                                                      279840                1836.45                    360                     360                    7.5                      0                      0                   0.375                  7.875 BROOKLYN               NY                                       11208 Single Family                          279840                20060701                     80 No MI                                                            3.75               20110601                 12.875                    3.5                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 ADN1
GII                      G02                                                      243900                1397.92                    360                     359                    6.5                      0                      0                   0.375                  6.875 HYATTSVILLE            MD                                       20784 Single Family                          244000                20060601                     80 No MI                                                               3               20110501                 11.875                  3.375                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G03                                                      232000                1602.37                    360                     360                      7                      0                      0                   0.375                  7.375 HUNTLEY                IL                                       60142 Single Family                          232000                20060701                     80 No MI                                                               4               20110601                 13.375                  2.625                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360601 ADN1
GII                      G01                                                      153900                1183.36                    360                     360                  8.125                      0                      0                   0.375                    8.5 MATTESON               IL                                       60443 Condominium                            153900                20060701            79.98999786 No MI                                                            4.25               20090601                   13.5                  3.625                       2 First Lien                                    N                                            0 No_PP                                     360                      36 N                                    20360601 ADN1
GI                       G03                                                      400000                2500.00                    360                     360                  7.125                      0                      0                   0.375                    7.5 SOQUEL                 CA                                       95073 Condominium                            400000                20060701                     80 No MI                                                             3.5               20110601                   12.5                  3.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 ADN1
GII                      G02                                                   150264.04                 950.63                    360                     359                  6.125                      0                      0                   0.375                    6.5 NORTHFIELD             NH                                        3276 Single Family                          150400                20060601                     80 No MI                                                               3               20110501                   11.5                  3.125                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360501 ADN1
GII                      G03                                                      380000                2256.25                    360                     360                   6.75                      0                      0                   0.375                  7.125 NORWALK                CA                                       90650 Single Family                          380000                20060701                     80 No MI                                                            3.25               20110601                 12.125                  2.625                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 ADN1
GII                      G02                                                      327200                1874.58                    360                     360                    6.5                      0                      0                   0.375                  6.875 NORWALK                CA                                       90650 Single Family                          327200                20060701                     80 No MI                                                               3               20110601                 11.875                  2.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 ADN1
GI                       G03                                                      267800                1757.44                    360                     360                    7.5                      0                      0                   0.375                  7.875 LEHIGH ACRES           FL                                       33936 Single Family                          267800                20060701                     80 No MI                                                            4.25               20110601                 12.875                  2.625                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 ADN1
GII                      G02                                                   347714.75                2315.25                    360                     359                  6.625                      0                      0                   0.375                      7 GERMANTOWN             MD                                       20876 Condominium                            348000                20060601                     80 No MI                                                            3.75               20110501                     12                  3.875                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G03                                                      119192                 732.53                    360                     359                      7                      0                      0                   0.375                  7.375 WAUKEE                 IA                                       50263 PUD                                    119192                20060601                     80 No MI                                                             3.5               20110501                 12.375                  3.375                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GII                      G02                                                      348800                1889.33                    360                     359                  6.125                      0                      0                   0.375                    6.5 SOUTH RIDING           VA                                       20152 Condominium                            348800                20060601            79.98000336 No MI                                                             3.5               20110501                   11.5                  3.125                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GII                      G02                                                      155920                 860.81                    360                     360                   6.25                      0                      0                   0.375                  6.625 LACEY                  WA                                       98503 Single Family                          155920                20060701                     80 No MI                                                            3.75               20110601                 11.625                  3.125                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 ADN1
GII                      G02                                                      240000                1325.00                    360                     360                   6.25                      0                      0                   0.375                  6.625 EL CAJON               CA                                       92020 Condominium                            240000                20060701                     80 No MI                                                            3.25               20110601                 11.625                  3.375                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 ADN1
GI                       G03                                                      263920                1786.96                    360                     360                   7.75                      0                      0                   0.375                  8.125 DAVENPORT              FL                                       33897 PUD                                    263920                20060701                     80 No MI                                                            5.25               20110601                 13.125                  2.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 ADN1
GI                       G03                                                      272000                1671.67                    360                     359                      7                      0                      0                   0.375                  7.375 WOODBRIDGE             VA                                       22193 PUD                                    272000                20060601                     80 No MI                                                             3.5               20110501                 12.375                  4.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GII                      G02                                                      294400                1625.33                    360                     360                   6.25                      0                      0                   0.375                  6.625 SAN JOSE               CA                                       95111 Condominium                            294400                20060701                     80 No MI                                                               3               20110601                 11.625                  3.125                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 ADN1
GI                       G03                                                      188000                1351.25                    360                     359                   8.25                      0                      0                   0.375                  8.625 HIXSON                 TN                                       37343 Single Family                          188000                20060601                     80 No MI                                                            4.25               20110501                 13.625                  2.625                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G03                                                      448000                2948.16                    360                     360                  7.125                      0                      0                   0.375                    7.5 SOUTH OZONE PARK       NY                                       11420 2-4 Family                             448000                20060701                     80 No MI                                                           4.375               20110601                   12.5                  3.875                       2 First Lien                                    N                                            0 Prepay                                    480                      60 N                                    20360601 ADN1
GII                      G02                                                   483583.29                3139.21                    360                     359                  6.375                      0                      0                   0.375                   6.75 HOLLIS                 NY                                       11423 2-4 Family                             484000                20060601                     80 No MI                                                            3.75               20110501                  11.75                      4                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 ADN1
GII                      G02                                                      175200                1093.02                    360                     360                      6                      0                      0                   0.375                  6.375 JOLIET                 IL                                       60435 Single Family                          175200                20060701                     80 No MI                                                            3.25               20110601                 11.375                  3.375                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360601 ADN1
GI                       G03                                                      267200                1642.17                    360                     359                      7                      0                      0                   0.375                  7.375 LAS VEGAS              NV                                       89130 Single Family                          267200                20060601                     80 No MI                                                             3.5               20110501                 12.375                  2.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GII                      G02                                                      230800                1274.21                    360                     360                   6.25                      0                      0                   0.375                  6.625 HACKENSACK             NJ                                        7601 Condominium                            230800                20060701                     80 No MI                                                               3               20110601                 11.625                  3.125                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 ADN1
GI                       G03                                                      131200                 951.29                    360                     360                    7.5                      0                      0                   0.375                  7.875 JOLIET                 IL                                       60435 Single Family                          131200                20060701                     80 No MI                                                            3.75               20110601                 12.875                  3.875                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360601 ADN1
GII                      G02                                                   303738.26                1971.74                    360                     359                  6.375                      0                      0                   0.375                   6.75 NUTLEY                 NJ                                        7110 Single Family                          304000                20060601                     80 No MI                                                            4.25               20110501                  11.75                  3.375                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 ADN1
GII                      G03                                                       96000                 580.00                    360                     360                  6.875                      0                      0                   0.375                   7.25 PERRY                  IA                                       50220 Single Family                           96000                20060701                     80 No MI                                                            3.75               20110601                  12.25                  3.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 ADN1
GI                       G03                                                      451200                2820.00                    360                     359                  7.125                      0                      0                   0.375                    7.5 CHICAGO                IL                                       60641 2-4 Family                             451200                20060601                     80 No MI                                                            3.75               20110501                   12.5                  3.375                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G03                                                       96000                 640.00                    360                     359                  7.625                      0                      0                   0.375                      8 BOLINGBROOK            IL                                       60440 Condominium                             96000                20060601                     80 No MI                                                            4.25               20110501                     13                  3.375                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 ADN1
GII                      G01                                                      201550                1364.66                    360                     359                   7.75                      0                      0                   0.375                  8.125 MORENO VALLEY          CA                                       92551 Condominium                            201550                20060601            79.98000336 No MI                                                            3.75               20090501                 14.125                  3.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      36 N                                    20360501 ADN1
GI                       G03                                                      423200                2821.33                    360                     359                  7.625                      0                      0                   0.375                      8 AMERICAN CANYON        CA                                       94503 PUD                                    423200                20060601                     80 No MI                                                            4.25               20110501                     13                  3.375                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GII                      G02                                                      384000                2240.00                    360                     359                  6.625                      0                      0                   0.375                      7 SILVER SPRING          MD                                       20904 Single Family                          384000                20060601                     80 No MI                                                            4.25               20110501                     12                  3.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G03                                                      137600                 874.33                    360                     360                   7.25                      0                      0                   0.375                  7.625 CANTONMENT             FL                                       32533 Single Family                          137600                20060701                     80 No MI                                                            3.75               20110601                 12.625                  4.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 ADN1
GII                      G02                                                      232000                1329.17                    360                     360                    6.5                      0                      0                   0.375                  6.875 FORT WASHINGTON        MD                                       20744 Single Family                          232000                20060701                     80 No MI                                                            3.25               20110601                 11.875                  3.375                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 ADN1
GI                       G03                                                       54400                 432.83                    360                     360                    8.5                      0                      0                   0.375                  8.875 CAHOKIA                IL                                       62206 Single Family                           54400                20060701                     80 No MI                                                            5.25               20110601                 13.875                  2.875                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360601 ADN1
GI                       G03                                                       96000                 696.07                    360                     360                    7.5                      0                      0                   0.375                  7.875 NEW LOTHROP            MI                                       48460 Single Family                           96000                20060701                     80 No MI                                                            4.25               20110601                 13.875                  4.875                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360601 ADN1
GII                      G03                                                   351910.35                2126.18                    360                     359                  6.875                      0                      0                   0.375                   7.25 CORTLANDT MANOR        NY                                       10567 Single Family                          351920                20060601                     80 No MI                                                            3.25               20110501                  12.25                  3.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GII                      G02                                                      205600                1113.67                    360                     360                  6.125                      0                      0                   0.375                    6.5 ZION                   IL                                       60099 Single Family                          205600                20060701                     80 No MI                                                            3.25               20110601                   11.5                  2.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 ADN1
GI                       G03                                                      317159                2116.49                    360                     360                   7.25                      0                      0                   0.375                  7.625 PLAINFIELD             IL                                       60585 PUD                                    317159                20060701                     80 No MI                                                           4.375               20110601                 12.625                  2.875                       2 First Lien                                    N                                            0 No_PP                                     480                      60 N                                    20360601 ADN1
GI                       G03                                                      192000                1200.00                    360                     359                  7.125                      0                      0                   0.375                    7.5 FREDERICK              MD                                       21702 PUD                                    192000                20060601                     80 No MI                                                            4.25               20110501                   12.5                      4                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G03                                                      139076                 912.69                    360                     360                    7.5                      0                      0                   0.375                  7.875 SNELLVILLE             GA                                       30039 PUD                                    139076                20060701                     80 No MI                                                            5.25               20110601                 12.875                  3.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 ADN1
GII                      G03                                                      356760                2155.43                    360                     359                  6.875                      0                      0                   0.375                   7.25 LAS VEGAS              NV                                       89178 PUD                                    356760                20060601                     80 No MI                                                            3.75               20110501                  12.25                  4.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G03                                                      132000                 811.25                    360                     360                      7                      0                      0                   0.375                  7.375 FORT PIERCE            FL                                       34950 Single Family                          132000                20060701                     80 No MI                                                            4.25               20110601                 12.375                  3.375                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 ADN1
GI                       G03                                                      304000                1900.00                    360                     359                  7.125                      0                      0                   0.375                    7.5 CHICAGO                IL                                       60638 Single Family                          304000                20060601                     80 No MI                                                            5.25               20110501                   12.5                  3.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 ADN1
GII                      G02                                                      348720                2034.20                    360                     359                  6.625                      0                      0                   0.375                      7 ANNANDALE              VA                                       22003 PUD                                    348720                20060601                     80 No MI                                                             3.5               20110501                     12                  4.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GII                      G03                                                      259200                1566.00                    360                     359                  6.875                      0                      0                   0.375                   7.25 ALEXANDRIA             VA                                       22309 Condominium                            259200                20060601                     80 No MI                                                             3.5               20110501                  12.25                  3.125                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GII                      G02                                                      164720                 943.71                    360                     359                    6.5                      0                      0                   0.375                  6.875 ST PAUL PARK           MN                                       55071 Single Family                          164720                20060601                     80 No MI                                                            3.75               20110501                 11.875                  3.125                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G03                                                      152000                 981.67                    360                     360                  7.375                      0                      0                   0.375                   7.75 GLENWOOD               IL                                       60425 Single Family                          152000                20060701                     80 No MI                                                            4.25               20110601                  12.75                  3.375                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 ADN1
GII                      G02                                                      280000                1604.17                    360                     359                    6.5                      0                      0                   0.375                  6.875 WOODBRIDGE             VA                                       22192 PUD                                    280000                20060601                     80 No MI                                                               3               20110501                 11.875                  3.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G03                                                      144000                1056.62                    360                     360                  7.625                      0                      0                   0.375                      8 LAS VEGAS              NV                                       89128 Condominium                            144000                20060701                     80 No MI                                                            5.25               20110601                     13                  2.625                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360601 ADN1
GII                      G03                                                      383920                2319.52                    360                     360                  6.875                      0                      0                   0.375                   7.25 OCEANSIDE              CA                                       92056 PUD                                    383920                20060701                     80 No MI                                                             3.5               20110601                  12.25                  4.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 ADN1
GI                       G03                                                      345600                2268.00                    360                     360                    7.5                      0                      0                   0.375                  7.875 OCEANSIDE              CA                                       92057 PUD                                    345600                20060701                     80 No MI                                                            4.25               20110601                 12.875                  3.125                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 ADN1
GII                      G03                                                      261440                1579.53                    360                     359                  6.875                      0                      0                   0.375                   7.25 LAS VEGAS              NV                                       89121 Single Family                          261440                20060601                     80 No MI                                                             3.5               20110501                  12.25                  3.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G03                                                      475200                2920.50                    360                     360                      7                      0                      0                   0.375                  7.375 LOS ANGELES            CA                                       91316 Single Family                          475200                20060701                     80 No MI                                                             3.5               20110601                 12.375                  3.125                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 ADN1
GI                       G03                                                      200000                1458.33                    360                     359                  8.375                      0                      0                   0.375                   8.75 MC CALLA               AL                                       35111 PUD                                    200000                20060601                     80 No MI                                                            5.25               20110501                  13.75                  3.125                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G03                                                   179946.54                1234.71                    360                     359                    7.5                      0                      0                   0.375                  7.875 BOYNTON BEACH          FL                                       33426 Condominium                            180000                20060601                     80 No MI                                                           4.375               20110501                 12.875                  4.875                       2 First Lien                                    N                                            0 Prepay                                    480                      60 N                                    20360501 ADN1
GI                       G03                                                      412000                2660.83                    360                     359                  7.375                      0                      0                   0.375                   7.75 CORONA                 CA                                       92882 Single Family                          412000                20060601                     80 No MI                                                             3.5               20110501                  12.75                      4                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G03                                                    221447.5                1606.75                    360                     359                    7.5                      0                      0                   0.375                  7.875 CRANSTON               RI                                        2910 2-4 Family                             221600                20060601                     80 No MI                                                             3.5               20110501                 12.875                  3.125                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G03                                                      224000                1446.67                    360                     360                  7.375                      0                      0                   0.375                   7.75 LUTHERVILLE TIMONIUM   MD                                       21093 Single Family                          224000                20060701                     80 No MI                                                            3.75               20110601                  12.75                  3.125                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 ADN1
GI                       G03                                                   159936.87                 979.80                    360                     359                    6.5                      0                      0                   0.375                  6.875 BIG BEAR CITY          CA                                       92314 Single Family                          160000                20060601                     80 No MI                                                           3.875               20090501                 12.875                  3.375                       2 First Lien                                    N                                            0 Prepay                                    480                      36 N                                    20360501 ADN1
GII                      G02                                                      120000                 650.00                    360                     360                  6.125                      0                      0                   0.375                    6.5 VILLA RICA             GA                                       30180 PUD                                    120000                20060701                     80 No MI                                                            4.25               20110601                   11.5                    3.5                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 ADN1
GII                      G02                                                      286400                1551.33                    360                     360                  6.125                      0                      0                   0.375                    6.5 TUALATIN               OR                                       97062 PUD                                    286400                20060701                     80 No MI                                                               3               20110601                   11.5                  3.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 ADN1
GI                       G03                                                      156800                1060.94                    360                     360                  7.375                      0                      0                   0.375                   7.75 DISTRICT HEIGHTS       MD                                       20747 Condominium                            156800                20060701                     80 No MI                                                           3.625               20110601                  12.75                  2.625                       2 First Lien                                    N                                            0 No_PP                                     480                      60 N                                    20360601 ADN1
GII                      G03                                                      439960                2612.26                    360                     359                   6.75                      0                      0                   0.375                  7.125 STOCKTON               CA                                       95212 Single Family                          439960                20060601                     80 No MI                                                               3               20110501                 12.125                   3.25                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GII                      G02                                                      180000                1050.00                    360                     359                  6.625                      0                      0                   0.375                      7 SAINT GEORGE           UT                                       84770 PUD                                    180000                20060601                     80 No MI                                                             3.5               20110501                     12                  2.625                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G03                                                      201600                1281.00                    360                     360                   7.25                      0                      0                   0.375                  7.625 BAKERSFIELD            CA                                       93307 Single Family                          201600                20060701                     80 No MI                                                            4.25               20110601                 12.625                  3.125                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 ADN1
GII                      G03                                                      460000                2731.25                    360                     359                   6.75                      0                      0                   0.375                  7.125 CORAL GABLES           FL                                       33134 Single Family                          460000                20060601                     80 No MI                                                               3               20110501                 12.125                  3.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G03                                                      263200                1672.42                    360                     360                   7.25                      0                      0                   0.375                  7.625 PROVIDENCE             RI                                        2908 2-4 Family                             263200                20060701                     80 No MI                                                            4.25               20110601                 12.625                  2.625                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 ADN1
GI                       G03                                                   111043.53                 805.70                    360                     359                    7.5                      0                      0                   0.375                  7.875 STREAMWOOD             IL                                       60107 PUD                                    111120                20060601                     80 No MI                                                            4.25               20110501                 12.875                  3.875                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 ADN1
GII                      G03                                                      149600                 779.17                    360                     359                  5.875                      0                      0                   0.375                   6.25 AURORA                 CO                                       80013 Single Family                          149600                20060601                     80 No MI                                                               3               20110501                  11.25                  3.375                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GII                      G03                                                      245600                1228.00                    360                     359                  5.625                      0                      0                   0.375                      6 LAS VEGAS              NV                                       89123 PUD                                    245600                20060601                     80 No MI                                                             3.5               20110501                     11                  2.625                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G03                                                      264100                1678.14                    360                     359                   7.25                      0                      0                   0.375                  7.625 COACHELLA              CA                                       92236 Single Family                          264100                20060601                     80 No MI                                                            3.75               20110501                 12.625                  3.125                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G03                                                      473200                2957.50                    360                     359                  7.125                      0                      0                   0.375                    7.5 REDWOOD CITY           CA                                       94061 Condominium                            473200                20060601                     80 No MI                                                            3.75               20110501                   12.5                  3.375                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G03                                                   147998.69                 940.42                    360                     359                   7.25                      0                      0                   0.375                  7.625 BELLWOOD               IL                                       60104 Single Family                          148000                20060601                     80 No MI                                                            3.75               20110501                 12.625                  3.375                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 ADN1
GII                      G02                                                   231174.45                1324.58                    360                     359                    6.5                      0                      0                   0.375                  6.875 LAUREL                 MD                                       20723 PUD                                    231200                20060601                     80 No MI                                                             3.5               20110501                 11.875                  3.375                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 ADN1
GII                      G03                                                      243200                1444.00                    360                     360                   6.75                      0                      0                   0.375                  7.125 SACRAMENTO             CA                                       95833 Single Family                          243200                20060701                     80 No MI                                                            3.25               20110601                 12.125                  3.125                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 ADN1
GII                      G02                                                      230400                1320.00                    360                     359                    6.5                      0                      0                   0.375                  6.875 SOUTH PLAINFIELD       NJ                                        7080 Single Family                          230400                20060601                     80 No MI                                                            3.75               20110501                 11.875                  2.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G03                                                      232000                1425.83                    360                     359                      7                      0                      0                   0.375                  7.375 FRESNO                 CA                                       93727 Single Family                          232000                20060601                     80 No MI                                                               3               20110501                 12.375                  3.375                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GII                      G03                                                      280000                1662.50                    360                     359                   6.75                      0                      0                   0.375                  7.125 MODESTO                CA                                       95355 Single Family                          280000                20060601                     80 No MI                                                            3.75               20110501                 12.125                  2.625                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GII                      G02                                                      288000                1680.00                    360                     359                  6.625                      0                      0                   0.375                      7 CHICAGO                IL                                       60647 2-4 Family                             288000                20060601                     80 No MI                                                            3.75               20110501                     12                  3.375                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 ADN1
GII                      G03                                                      232000                1377.50                    360                     359                   6.75                      0                      0                   0.375                  7.125 FRESNO                 CA                                       93722 Single Family                          232000                20060601                     80 No MI                                                               3               20110501                 12.125                  3.375                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GII                      G02                                                      348000                1957.50                    360                     359                  6.375                      0                      0                   0.375                   6.75 SANTA CLARITA          CA                                       91390 Condominium                            348000                20060601                     80 No MI                                                               3               20110501                  11.75                  2.625                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GII                      G02                                                      392000                2245.83                    360                     359                    6.5                      0                      0                   0.375                  6.875 SIMI VALLEY            CA                                       93063 Condominium                            392000                20060601                     80 No MI                                                            3.75               20110501                 11.875                  2.625                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GII                      G02                                                      306900                1758.28                    360                     360                    6.5                      0                      0                   0.375                  6.875 LANCASTER              CA                                       93536 Single Family                          306900                20060701                     80 No MI                                                               3               20110601                 11.875                  3.375                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 ADN1
GI                       G03                                                      300000                1729.72                    360                     360                      6                      0                      0                   0.375                  6.375 MEDFORD                NY                                       11763 Single Family                          300000                20060701                     80 No MI                                                           3.625               20110601                 11.375                  2.625                       2 First Lien                                    N                                            0 Prepay                                    480                      60 N                                    20360601 ADN1
GI                       G03                                                      259200                1834.60                    360                     360                   7.25                      0                      0                   0.375                  7.625 INDEPENDENCE           MO                                       64056 Single Family                          259200                20060701                     80 No MI                                                            4.25               20110601                 12.625                   3.25                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360601 ADN1
GI                       G03                                                      249600                1638.00                    360                     359                    7.5                      0                      0                   0.375                  7.875 CITRUS HEIGHTS         CA                                       95610 Single Family                          249600                20060601                     80 No MI                                                             3.5               20110501                 12.875                  3.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G03                                                       68000                 475.47                    360                     360                  7.125                      0                      0                   0.375                    7.5 DALLAS                 TX                                       75227 Single Family                           68000                20060701                     80 No MI                                                            5.25               20110601                   12.5                  3.125                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360601 ADN1
GI                       G03                                                   251897.04                1520.46                    360                     359                  6.375                      0                      0                   0.375                   6.75 LAS VEGAS              NV                                       89139 PUD                                    252000                20060601                     80 No MI                                                           5.375               20110501                  11.75                  4.875                       2 First Lien                                    N                                            0 Prepay                                    480                      60 N                                    20360501 ADN1
GII                      G02                                                      208000                1148.33                    360                     359                   6.25                      0                      0                   0.375                  6.625 ROCKVILLE              MD                                       20852 Condominium                            208000                20060601                     80 No MI                                                             3.5               20110501                 11.625                      5                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 ADN1
GII                      G02                                                   332352.36                1837.33                    360                     359                   6.25                      0                      0                   0.375                  6.625 RIVERSIDE              CA                                       92509 Single Family                          332800                20060601                     80 No MI                                                            3.25               20110501                 11.625                  3.125                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G03                                                      264000                1622.50                    360                     359                      7                      0                      0                   0.375                  7.375 SCHILLER PARK          IL                                       60176 Single Family                          264000                20060601                     80 No MI                                                             3.5               20110501                 13.375                  2.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G03                                                      360000                2287.50                    360                     359                   7.25                      0                      0                   0.375                  7.625 COPIAGUE               NY                                       11726 2-4 Family                             360000                20060601                     80 No MI                                                               3               20110501                 12.625                  3.125                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GII                      G02                                                      222400                1274.17                    360                     359                    6.5                      0                      0                   0.375                  6.875 FRESNO                 CA                                       93727 Single Family                          222400                20060601                     80 No MI                                                            4.25               20110501                 11.875                  2.625                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G03                                                      205917                1308.43                    360                     359                   7.25                      0                      0                   0.375                  7.625 HERNDON                VA                                       20170 Townhouse                              205917                20060601                     80 No MI                                                            5.25               20110501                 12.625                  3.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G03                                                      308000                2021.25                    360                     359                    7.5                      0                      0                   0.375                  7.875 MIAMI                  FL                                       33144 Single Family                          308000                20060601                     80 No MI                                                             3.5               20110501                 12.875                  4.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G03                                                      141000                 850.73                    360                     360                  6.375                      0                      0                   0.375                   6.75 OOLTEWAH               TN                                       37363 Single Family                          141000                20060701            79.66000366 No MI                                                           4.375               20110601                  11.75                  3.125                       2 First Lien                                    N                                            0 No_PP                                     480                      60 N                                    20360601 ADN1
GII                      G02                                                      176000                1141.53                    360                     360                  6.375                      0                      0                   0.375                   6.75 BROWNS MILLS           NJ                                        8015 Single Family                          176000                20060701                     80 No MI                                                            4.25               20110601                  11.75                      4                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360601 ADN1
GII                      G03                                                      489520                2855.53                    360                     359                  6.625                      0                      0                   0.375                      7 ANAHEIM                CA                                       92801 Single Family                          489520                20060601                     80 No MI                                                            3.75               20110501                     12                  3.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GII                      G03                                                      118400                 715.33                    360                     359                  6.875                      0                      0                   0.375                   7.25 GRANDVIEW              MO                                       64030 Single Family                          118400                20060601                     80 No MI                                                            3.25               20110501                  12.25                  3.375                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GII                      G02                                                      190400                1090.83                    360                     359                    6.5                      0                      0                   0.375                  6.875 LANCASTER              CA                                       93534 Single Family                          190400                20060601                     80 No MI                                                               3               20110501                 11.875                  2.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G03                                                      336000                2415.00                    360                     360                   8.25                      0                      0                   0.375                  8.625 LYNWOOD                CA                                       90262 Single Family                          336000                20060701                     80 No MI                                                            5.25               20110601                 13.625                  2.625                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 ADN1
GI                       G03                                                      252800                1580.00                    360                     359                  7.125                      0                      0                   0.375                    7.5 SAN DIEGO              CA                                       92123 Condominium                            252800                20060601                     80 No MI                                                             3.5               20110501                   12.5                  4.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G03                                                      130000                 798.96                    360                     359                      7                      0                      0                   0.375                  7.375 ALPHARETTA             GA                                       30004 Condominium                            130000                20060601                     80 No MI                                                            3.25               20110501                 12.375                  3.125                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G03                                                      448000                2893.33                    360                     359                  7.375                      0                      0                   0.375                   7.75 ANAHEIM                CA                                       92802 Single Family                          448000                20060601                     80 No MI                                                            3.25               20110501                  12.75                  2.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GII                      G03                                                      457600                2574.00                    360                     359                  6.375                      0                      0                   0.375                   6.75 PETALUMA               CA                                       94954 Single Family                          457600                20060601                     80 No MI                                                             3.5               20110501                  11.75                  2.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GII                      G02                                                   201430.63                1324.37                    360                     359                    6.5                      0                      0                   0.375                  6.875 UXBRIDGE               MA                                        1569 Single Family                          201600                20060601                     80 No MI                                                            3.25               20110501                 11.875                  3.125                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 ADN1
GII                      G02                                                      204000                1147.50                    360                     360                  6.375                      0                      0                   0.375                   6.75 SPRINGFIELD            VA                                       22152 Condominium                            204000                20060701                     80 No MI                                                            3.75               20110601                  11.75                  2.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 ADN1
GII                      G02                                                      248000                1395.00                    360                     360                  6.375                      0                      0                   0.375                   6.75 PALMDALE               CA                                       93550 Single Family                          248000                20060701                     80 No MI                                                               3               20110601                  11.75                  4.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 ADN1
GII                      G02                                                      232000                1305.00                    360                     359                  6.375                      0                      0                   0.375                   6.75 UPLAND                 CA                                       91786 Condominium                            232000                20060601                     80 No MI                                                            3.75               20110501                  11.75                  2.625                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G03                                                      124000                 813.75                    360                     360                    7.5                      0                      0                   0.375                  7.875 LABELLE                FL                                       33935 PUD                                    124000                20060701                     80 No MI                                                            4.25               20110601                 12.875                  3.375                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 ADN1
GI                       G03                                                      118400                 838.67                    360                     359                  8.125                      0                      0                   0.375                    8.5 WEST PALM BEACH        FL                                       33401 Condominium                            118400                20060601                     80 No MI                                                            2.75               20110501                   13.5                  3.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G03                                                   479076.92                3467.50                    360                     359                      8                      0                      0                   0.375                  8.375 JAMAICA                NY                                       11405 2-4 Family                             479200                20060601                     80 No MI                                                           5.375               20110501                 13.375                  2.375                       2 First Lien                                    N                                            0 Prepay                                    480                      60 N                                    20360501 ADN1
GI                       G03                                                      118400                 757.37                    360                     360                  6.875                      0                      0                   0.375                   7.25 PORT CHARLOTTE         FL                                       33981 Single Family                          118400                20060701                     80 No MI                                                           5.375               20110601                  12.25                      5                       2 First Lien                                    N                                            0 Prepay                                    480                      60 N                                    20360601 ADN1
GI                       G03                                                   322304.25                2211.50                    360                     359                    7.5                      0                      0                   0.375                  7.875 LYNN                   MA                                        1904 2-4 Family                             322400                20060601                     80 No MI                                                           5.375               20110501                 12.875                      5                       2 First Lien                                    N                                            0 No_PP                                     480                      60 N                                    20360501 ADN1
GII                      G03                                                      322950                1682.03                    360                     359                  5.875                      0                      0                   0.375                   6.25 COACHELLA              CA                                       92236 Single Family                          322950                20060601                     80 No MI                                                            3.25               20110501                  11.25                      5                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G03                                                      436000                2906.67                    360                     359                  7.625                      0                      0                   0.375                      8 MIAMI                  FL                                       33131 Condominium                            436000                20060601                     80 No MI                                                            3.75               20110501                     13                  2.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G03                                                   399991.67                2791.67                    360                     359                      8                      0                      0                   0.375                  8.375 BUFFALO GROVE          IL                                       60089 PUD                                    400000                20060601                     80 No MI                                                            4.25               20110501                 13.375                  3.375                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G03                                                      224879                1382.07                    360                     356                      7                      0                      0                   0.375                  7.375 Algonquin              IL                                       60102 Condominium                            224879                20060301                     95 Republic MIC                         1.00E+17                    2.25               20110201                 13.375                  3.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360201 AFL2
GII                      G03                                                      548000                3082.50                    360                     356                  6.375                      0                      0                   0.375                   6.75 SAN GABRIEL            CA                                       91775 Single Family                          548000                20060301                     80 No MI                                1.00E+17                    2.25               20110201                  12.75                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360201 AFL2
GII                      G03                                                      445400                2319.79                    360                     356                  5.875                      0                      0                   0.375                   6.25 UPPER MARLBORO         MD                                       20774 PUD                                    445400                20060301                     80 No MI                                1.00E+17                    2.25               20110201                  11.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360201 AFL2
GI                       G03                                                      360000                2212.50                    360                     357                      7                      0                      0                   0.375                  7.375 SPRINGFIELD            VA                                       22151 Single Family                          360000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 12.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G03                                                      170030                1044.98                    360                     357                      7                      0                      0                   0.375                  7.375 QUEEN CREEK            AZ                                       85242 PUD                                    170030                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 12.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GI                       G02                                                      231612                1616.46                    360                     357                      8                      0                      0                   0.375                  8.375 ORLANDO                FL                                       32824 Single Family                          231612                20060401            73.52999878 No MI                                1.00E+17                    2.25               20110301                 14.375                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GII                      G03                                                      295200                1506.75                    360                     357                   5.75                      0                      0                   0.375                  6.125 DELRAY BEACH           FL                                       33444 Single Family                          295200                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 11.125                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G02                                                    90871.12                 651.94                    360                     358                  7.375                      0                      0                   0.375                   7.75 Riverdale              IL                                       60827 Single Family                           91000                20060501                     65 No MI                                1.00E+17                    2.25               20110401                  12.75                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G01                                                    425200.1                3237.91                    360                     357                      8                      0                      0                   0.375                  8.375 LEXINGTON              MA                                        2420 Single Family                          426000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 14.375                  1.875                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360301 AFL2
GII                      G03                                                      255000                1514.06                    360                     358                   6.75                      0                      0                   0.375                  7.125 Westfield              NJ                                        7090 Single Family                          255000                20060501            49.50999832 No MI                                1.00E+17                    2.25               20110401                 12.125                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G03                                                      790460                4364.00                    360                     358                   6.25                      0                      0                   0.375                  6.625 Upper Marlboro         MD                                       20774 Single Family                          790460                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.625                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      360000                2475.00                    360                     357                  7.875                      0                      0                   0.375                   8.25 Oakland                CA                                       94612 Single Family                          360000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                  13.25                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GII                      G02                                                      231800                1231.44                    360                     358                      6                      0                      0                   0.375                  6.375 North Ridgeville       OH                                       44039 PUD                                    231800                20060501            79.84999847 No MI                                1.00E+17                    2.25               20110401                 11.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G03                                                      243750                1498.05                    360                     357                      7                      0                      0                   0.375                  7.375 ORANGE VILLAGE         OH                                       44146 PUD                                    243750                20060401            79.98999786 No MI                                1.00E+17                    2.25               20110301                 12.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G03                                                      340800                2130.00                    360                     357                  7.125                      0                      0                   0.375                    7.5 SAN BERNARDINO         CA                                       92410 2-4 Family                             340800                20060401                     80 No MI                                1.00E+17                    2.25               20110301                   12.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GII                      G02                                                      163850                 938.72                    360                     356                    6.5                      0                      0                   0.375                  6.875 Brandon                FL                                       33511 PUD                                    163850                20060301                     80 No MI                                                            2.25               20110201                 11.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360201 AFL2
GII                      G02                                                      154000                 882.29                    360                     356                    6.5                      0                      0                   0.375                  6.875 Brandon                FL                                       33511 PUD                                    154000                20060301                     80 No MI                                                            2.25               20110201                 11.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360201 AFL2
GI                       G03                                                  1110878.67                6942.99                    360                     356                  7.125                      0                      0                   0.375                    7.5 Pensacola              FL                                       32507 Condominium                           1120000                20060301                     70 No MI                                1.00E+17                    2.25               20110201                   12.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360201 AFL2
GII                      G03                                                   127990.73                 773.28                    360                     356                  6.875                      0                      0                   0.375                   7.25 Spring Hill            TN                                       37174 Single Family                          128000                20060301                     80 No MI                                                            2.25               20110201                  12.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360201 AFL2
GI                       G02                                                   316125.29                2407.30                    360                     357                      8                      0                      0                   0.375                  8.375 Macedonia              OH                                       44056 Single Family                          316720                20060401                     80 No MI                                                            2.25               20110301                 13.375                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360301 AFL2
GI                       G01                                                      649500                4262.34                    360                     355                    7.5                      0                      0                   0.375                  7.875 Pompano Beach          FL                                       33060 Single Family                          649500                20060201            77.77999878 No MI                                1.00E+17                    2.25               20110101                 12.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360101 AFL2
GI                       G03                                                      284000                1745.42                    360                     357                      7                      0                      0                   0.375                  7.375 Highlands Ranch        CO                                       80129 PUD                                    284000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 12.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G03                                                   279530.84                1717.95                    360                     357                      7                      0                      0                   0.375                  7.375 Queen Creek            AZ                                       85242 PUD                                    279830                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 12.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G02                                                      263200                1727.25                    360                     359                    7.5                      0                      0                   0.375                  7.875 POMPANO BEACH          FL                                       33060 Single Family                          263200                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      190400                1364.05                    360                     360                  7.375                      0                      0                   0.375                   7.75 MARSHALL               WI                                       53559 Single Family                          190400                20060701                     80 No MI                                1.00E+17                    2.25               20110601                  12.75                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360601 AFL2
GI                       G02                                                      131192                 860.95                    360                     360                    7.5                      0                      0                   0.375                  7.875 ORLANDO                FL                                       32822 Condominium                            131192                20060701                     80 No MI                                1.00E+17                    2.25               20110601                 12.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GII                      G03                                                      146000                 866.88                    360                     358                   6.75                      0                      0                   0.375                  7.125 Lawrenceville          GA                                       30043 PUD                                    146000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.125                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G03                                                      130732                 789.84                    360                     360                  6.875                      0                      0                   0.375                   7.25 TUCSON                 AZ                                       85747 Single Family                          130732                20060701                     80 No MI                                                            2.25               20110601                  12.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GII                      G03                                                      180796                1092.31                    360                     360                  6.875                      0                      0                   0.375                   7.25 BRUNSWICK HILLS        OH                                       44212 PUD                                    180796                20060701                     80 No MI                                1.00E+17                    2.25               20110601                  12.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GII                      G02                                                      218216                1159.27                    360                     355                      6                      0                      0                   0.375                  6.375 SUWANEE                GA                                       30024 PUD                                    218216                20060201                     80 No MI                                1.00E+17                    2.25               20110101                 11.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360101 AFL2
GI                       G02                                                      255860                1705.74                    360                     359                  7.625                      0                      0                   0.375                      8 LAS VEGAS              NV                                       89122 PUD                                    255860                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     13                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G01                                                      480000                3150.00                    360                     360                    7.5                      0                      0                   0.375                  7.875 Falls Church           VA                                       22042 Single Family                          480000                20060701                     80 No MI                                1.00E+17                    2.25               20110601                 12.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GI                       G01                                                      248000                1755.33                    360                     360                   7.25                      0                      0                   0.375                  7.625 Chicago                IL                                       60623 2-4 Family                             248000                20060701                     80 No MI                                1.00E+17                    2.25               20110601                 12.625                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360601 AFL2
GI                       G01                                                      368000                2146.67                    360                     359                  6.625                      0                      0                   0.375                      7 Annapolis              MD                                       21403 Single Family                          368000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     12                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                   102336.36                 778.31                    360                     359                      8                      0                      0                   0.375                  8.375 ATL                    GA                                       30310 Single Family                          102400                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.375                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G03                                                      170912                1032.59                    360                     359                  6.875                      0                      0                   0.375                   7.25 Englewood              CO                                       80110 Single Family                          170912                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G02                                                   230483.11                1440.60                    360                     358                      6                      0                      0                   0.375                  6.375 Sarasota               FL                                       34243 Condominium                            230912                20060501                     80 No MI                                1.00E+17                    2.75               20110401                 11.375                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      356000                2373.33                    360                     359                  7.625                      0                      0                   0.375                      8 CHICAGO                IL                                       60647 2-4 Family                             356000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     13                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G03                                                      225132                1172.57                    360                     360                  5.875                      0                      0                   0.375                   6.25 ANTHEM                 AZ                                       85086 PUD                                    225132                20060701                     80 No MI                                1.00E+17                    2.25               20110601                  11.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GII                      G02                                                      233680                1363.13                    360                     358                  6.625                      0                      0                   0.375                      7 Jupiter                FL                                       33458 Condominium                            233680                20060501                     80 No MI                                1.00E+17                    2.25               20110401                     13                      2                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G03                                                      273600                1681.50                    360                     360                      7                      0                      0                   0.375                  7.375 Herriman               UT                                       84065 Single Family                          273600                20060701                     80 No MI                                1.00E+17                    2.25               20110601                 12.375                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GII                      G01                                                      353500                1877.97                    360                     359                      6                      0                      0                   0.375                  6.375 San Diego              CA                                       92114 Single Family                          353500                20060601                     70 No MI                                1.00E+17                    2.25               20090501                 12.375                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      36 N                                    20360501 AFL2
GII                      G02                                                    148698.9                 820.94                    360                     357                   6.25                      0                      0                   0.375                  6.625 Parker                 CO                                       80138 Single Family                          149000                20060401            57.31000137 No MI                                1.00E+17                    2.25               20110301                 11.625                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G03                                                      136500                 838.91                    360                     359                      7                      0                      0                   0.375                  7.375 PHOENIX                AZ                                       85037 Single Family                          136500                20060601                     75 No MI                                1.00E+17                    2.25               20110501                 12.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      120513                 841.08                    360                     358                      8                      0                      0                   0.375                  8.375 Houston                TX                                       77073 PUD                                    120513                20060501                     80 No MI                                1.00E+17                    2.75               20110401                 14.375                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                      147592                 845.58                    360                     358                    6.5                      0                      0                   0.375                  6.875 Jacksonville           FL                                       32259 Condominium                            147592                20060501                     80 No MI                                1.00E+17                    2.75               20110401                 12.875                  2.375                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      140912                 983.45                    360                     358                      8                      0                      0                   0.375                  8.375 Villa Rica             GA                                       30180 PUD                                    140912                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                  2.375                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                   191068.41                1386.34                    360                     359                    7.5                      0                      0                   0.375                  7.875 Coventry               RI                                        2816 Single Family                          191200                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.875                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360501 WALN
GII                      G02                                                      123228                 705.99                    360                     358                    6.5                      0                      0                   0.375                  6.875 Jacksonville           FL                                       32244 PUD                                    123228                20060501                     80 No MI                                1.00E+17                    2.75               20110401                 11.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G03                                                      289000                1806.25                    360                     359                  7.125                      0                      0                   0.375                    7.5 Phoenix                AZ                                       85021 Single Family                          289000                20060601            64.94000244 No MI                                1.00E+17                    2.25               20110501                   12.5                  2.375                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 WALN
GI                       G03                                                      330380                2064.88                    360                     359                  7.125                      0                      0                   0.375                    7.5 Saint Augustine        FL                                       32092 PUD                                    330380                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   12.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G02                                                      220000                1191.67                    360                     358                  6.125                      0                      0                   0.375                    6.5 Bridgeport             CT                                        6610 Single Family                          220000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                      140200                 817.83                    360                     359                  6.625                      0                      0                   0.375                      7 Austell                GA                                       30106 PUD                                    140200                20060601                     80 No MI                                1.00E+17                    2.75               20110501                     13                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                   134551.98                 911.03                    360                     355                   7.75                      0                      0                   0.375                  8.125 UNION CITY             GA                                       30291 Single Family                          134552                20060201                     80 No MI                                1.00E+17                    2.25               20110101                 13.125                  2.375                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360101 AFL2
GI                       G02                                                    96757.97                 645.05                    360                     357                  7.625                      0                      0                   0.375                      8 Jonesboro              GA                                       30238 Single Family                           96797                20060401                     80 No MI                                1.00E+17                    2.25               20110301                     13                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G02                                                      167200                1097.25                    360                     358                    7.5                      0                      0                   0.375                  7.875 Lakewood               CO                                       80215 Single Family                          167200                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                   139200.26                1014.73                    360                     357                    7.5                      0                      0                   0.375                  7.875 Orlando                FL                                       32828 Condominium                            139950                20060401                     90 PMI                                  1.00E+17                    2.25               20110301                 12.875                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360301 AFL2
GII                      G03                                                      500000                2968.75                    360                     358                   6.75                      0                      0                   0.375                  7.125 Salinas                CA                                       93905 Single Family                          500000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.125                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      400100                2083.85                    360                     354                  5.875                      0                      0                   0.375                   6.25 Oak Ridge              NC                                       27310 Single Family                          400100                20060101            61.54999924 No MI                                1.00E+17                    2.25               20151201                  12.25                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                     120 N                                    20351201 AFL2
GII                      G03                                                      112000                 676.67                    360                     358                  6.875                      0                      0                   0.375                   7.25 Memphis                TN                                       38125 Single Family                          112000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.25                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                   358534.27                2362.65                    360                     357                    6.5                      0                      0                   0.375                  6.875 NORTHVILLE             MI                                       48168 Condominium                            359650                20060401            78.26999664 No MI                                1.00E+17                    2.25               20110301                 11.875                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360301 AFL2
GII                      G03                                                      270000                1603.13                    360                     356                   6.75                      0                      0                   0.375                  7.125 LAS VEGAS              NV                                       89109 Condominium                            270000                20060301            79.98999786 No MI                                1.00E+17                    2.75               20110201                 13.125                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360201 ALT1
GI                       G02                                                   223999.32                1446.66                    360                     356                  7.375                      0                      0                   0.375                   7.75 LAS VEGAS              NV                                       89110 Single Family                          224000                20060301                     80 No MI                                1.00E+17                    2.25               20110201                  12.75                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360201 ALT1
GII                      G02                                                   175196.95                1138.29                    360                     358                  6.375                      0                      0                   0.375                   6.75 Marietta               GA                                       30066 Single Family                          175500                20060501                     90 GE Capital MI                        1.00E+17                    2.25               20110401                  11.75                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                   140498.01                 965.92                    360                     356                  7.875                      0                      0                   0.375                   8.25 WEST JORDAN            UT                                       84084 Single Family                          140500                20060301            79.97000122 No MI                                1.00E+17                    2.25               20110201                  13.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360201 ALT1
GII                      G01                                                      259036                1430.09                    360                     358                   6.25                      0                      0                   0.375                  6.625 Sacramento             CA                                       95833 PUD                                    259036                20060501                     80 No MI                                1.00E+17                    2.25               20090401                 12.625                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      36 N                                    20360401 AFL2
GI                       G02                                                   155699.51                1171.98                    360                     357                  7.875                      0                      0                   0.375                   8.25 Florence               SC                                       29505 Single Family                          156000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                  13.25                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360301 AFL2
GII                      G03                                                      256000                1200.00                    360                     353                   5.25                      0                      0                   0.375                  5.625 LAS VEGAS              NV                                       89123 PUD                                    256000                20051201                     80 No MI                                1.00E+17                    2.25               20101101                 11.625                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20351101 ALT1
GII                      G03                                                      850000                4427.08                    360                     357                  5.875                      0                      0                   0.375                   6.25 Atlanta                GA                                       30350 Single Family                          850000                20060401                   42.5 No MI                                1.00E+17                    2.25               20110301                  11.25                  4.625                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G02                                                      202000                1157.29                    360                     358                    6.5                      0                      0                   0.375                  6.875 CHANDLER               AZ                                       85226 PUD                                    202000                20060501                     80 No MI                                1.00E+17                   2.375               20080401                 11.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      24 N                                    20360401 AFL2
GI                       G02                                                      195200                1260.67                    360                     357                  7.375                      0                      0                   0.375                   7.75 Visalia                CA                                       93277 Single Family                          195200                20060401                     80 No MI                                1.00E+17                    2.25               20110301                  12.75                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GI                       G02                                                   251966.54                1601.04                    360                     356                   7.25                      0                      0                   0.375                  7.625 Tamarac                FL                                       33321 PUD                                    252000                20060301                     80 No MI                                1.00E+17                    2.25               20110201                 12.625                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360201 AFL2
GI                       G03                                                      243200                1494.67                    360                     358                      7                      0                      0                   0.375                  7.375 PHOENIX                AZ                                       85024 Single Family                          243200                20060501                     80 No MI                                                            2.25               20110401                 12.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 WALN
GII                      G02                                                   169217.09                 969.47                    360                     358                    6.5                      0                      0                   0.375                  6.875 Phoenix                AZ                                       85008 Townhouse                              169218                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 WALN
GII                      G02                                                   234613.62                1563.46                    360                     358                  6.625                      0                      0                   0.375                      7 Passaic                NJ                                        7055 2-4 Family                             235000                20060501            59.49000168 No MI                                                            2.25               20110401                     12                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 WALN
GI                       G01                                                      436000                2815.83                    360                     359                  7.375                      0                      0                   0.375                   7.75 Chino Hills            CA                                       91709 Single Family                          436000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.75                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 WALN
GI                       G03                                                   180430.96                1263.48                    360                     358                  7.125                      0                      0                   0.375                    7.5 Chicago                IL                                       60636 2-4 Family                             180700                20060501                     65 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                      271200                1525.50                    360                     358                  6.375                      0                      0                   0.375                   6.75 Stockton               CA                                       95207 Single Family                          271200                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  11.75                   1.75                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                      249278                1402.19                    360                     358                  6.375                      0                      0                   0.375                   6.75 LAS VEGAS              NV                                       89122 Single Family                          249278                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  11.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      194400                1356.75                    360                     358                      8                      0                      0                   0.375                  8.375 Kissimmee              FL                                       34747 PUD                                    194400                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                      223650                1258.03                    360                     356                  6.375                      0                      0                   0.375                   6.75 RIDGECREST             CA                                       93555 Single Family                          223650                20060301                     70 No MI                                1.00E+17                    2.25               20110201                  11.75                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360201 AFL2
GI                       G01                                                      600000                4150.00                    360                     357                  7.925                      0                      0                   0.375                    8.3 Mammoth Lakes          CA                                       93546 PUD                                    600000                20060401                     75 No MI                                1.00E+17                   2.375               20080301                   14.3                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      24 N                                    20360301 AFL2
GI                       G01                                                    90287.22                 687.11                    360                     358                      8                      0                      0                   0.375                  8.375 Conroe                 TX                                       77301 2-4 Family                              90400                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                      2                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      300000                1531.25                    360                     360                   5.75                      0                      0                   0.375                  6.125 Bellevue               WA                                       98004 Condominium                            300000                20060701            52.72000122 No MI                                1.00E+17                    2.25               20110601                 11.125                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GI                       G01                                                      173600                1012.67                    360                     360                  6.625                      0                      0                   0.375                      7 Jupiter                FL                                       33458 Condominium                            173600                20060701                     80 No MI                                                            2.25               20110601                     12                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GI                       G03                                                      405000                2489.06                    360                     358                      7                      0                      0                   0.375                  7.375 Los Angeles            CA                                       90023 2-4 Family                             405000                20060501                     75 No MI                                1.00E+17                    2.25               20110401                 12.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G03                                                    99916.95                 593.26                    360                     355                   6.75                      0                      0                   0.375                  7.125 Lake City              GA                                       30260 Single Family                           99920                20060201                     80 No MI                                1.00E+17                    2.25               20110101                 12.125                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360101 AFL2
GII                      G03                                                      225500                1362.40                    360                     356                  6.875                      0                      0                   0.375                   7.25 Indio                  CA                                       92203 PUD                                    225500                20060301            79.98999786 No MI                                1.00E+17                    2.25               20110201                  12.25                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360201 AFL2
GI                       G03                                                      148000                 925.00                    360                     358                  7.125                      0                      0                   0.375                    7.5 Reynoldsburg           OH                                       43068 Single Family                          148000                20060501                     74 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                   255999.67                1626.66                    360                     356                   7.25                      0                      0                   0.375                  7.625 Fontana                CA                                       92335 Single Family                          256000                20060301                     80 No MI                                1.00E+17                    2.25               20110201                 12.625                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360201 AFL2
GI                       G02                                                      211300                1364.65                    360                     356                  7.375                      0                      0                   0.375                   7.75 Palm Springs           CA                                       92262 Condominium                            211300                20060301            76.83999634 No MI                                1.00E+17                    2.25               20110201                  12.75                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360201 AFL2
GII                      G03                                                       94250                 559.61                    360                     358                   6.75                      0                      0                   0.375                  7.125 Baltimore              MD                                       21225 Single Family                           94250                20060501                     65 No MI                                1.00E+17                    2.25               20110401                 12.125                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                      316284                1812.04                    360                     358                    6.5                      0                      0                   0.375                  6.875 Lincoln                CA                                       95648 PUD                                    316284                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G03                                                      194400                1154.25                    360                     356                   6.75                      0                      0                   0.375                  7.125 West Palm Beach        FL                                       33401 Condominium                            194400                20060301                     80 No MI                                1.00E+17                    2.25               20110201                 12.125                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360201 AFL2
GII                      G02                                                      179200                 989.33                    360                     359                   6.25                      0                      0                   0.375                  6.625 Las Vegas              NV                                       89131 PUD                                    179200                20060601                     70 No MI                                1.00E+17                    2.25               20110501                 11.625                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G02                                                      208409                1107.17                    360                     358                      6                      0                      0                   0.375                  6.375 Stuart                 FL                                       34997 PUD                                    208409                20060501                     95 Republic MIC                         1.00E+17                    2.25               20110401                 12.375                      2                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                       75900                 442.75                    360                     358                  6.625                      0                      0                   0.375                      7 Aurora                 CO                                       80010 Single Family                           75900                20060501            79.98000336 No MI                                1.00E+17                    2.25               20110401                     12                      2                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GIII                     G02                                                      184000                1035.00                    360                     359                    6.5                      0                      0                    0.25                   6.75 BALTIMORE              MD                                       21224 Single Family                          184000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  11.75                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GII                      G02                                                      276000                1610.00                    360                     358                  6.625                      0                      0                   0.375                      7 Modesto                CA                                       95356 Single Family                          276000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                     12                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GIII                     G02                                                       80000                 441.67                    360                     359                  6.375                      0                      0                    0.25                  6.625 AUGUSTA                GA                                       30906 Single Family                           80000                20060601            72.73000336 No MI                                1.00E+17                    2.25               20110501                 11.625                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G02                                                      400000                2083.33                    360                     359                      6                      0                      0                    0.25                   6.25 SAUGUS                 CA                                       91350 PUD                                    400000                20060601            79.37000275 No MI                                1.00E+17                    2.25               20110501                  11.25                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G02                                                     51877.4                 395.05                    360                     357                      8                      0                      0                   0.375                  8.375 Wichita                KS                                       67204 Single Family                           51975                20060401                     75 No MI                                1.00E+17                    2.25               20110301                 13.375                      2                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360301 AFL2
GIII                     G02                                                      288500                1562.71                    360                     359                   6.25                      0                      0                    0.25                    6.5 SPARKS                 NV                                       89436 PUD                                    288500                20060601            67.11000061 No MI                                1.00E+17                    2.25               20110501                   11.5                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G01                                                    263443.7                1602.27                    360                     359                  5.875                      0                      0                    0.25                  6.125 LAKELAND               FL                                       33813 PUD                                    263700                20060601            78.72000122 No MI                                1.00E+17                    2.25               20110501                 11.125                      2                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 ADN1
GII                      G02                                                      366400                2099.17                    360                     356                    6.5                      0                      0                   0.375                  6.875 MONTCLAIR              CA                                       91763 Single Family                          366400                20060301                     80 No MI                                1.00E+17                    2.25               20110201                 12.875                      2                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360201 AFL2
GI                       G03                                                      784000                4900.00                    360                     358                  7.125                      0                      0                   0.375                    7.5 SCOTTSDALE             AZ                                       85255 PUD                                    784000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      417000                2693.12                    360                     358                  7.375                      0                      0                   0.375                   7.75 GLENDALE               AZ                                       85305 PUD                                    417000                20060501            74.54000092 No MI                                1.00E+17                    2.25               20110401                  12.75                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GIII                     G02                                                      300000                1937.50                    360                     359                    7.5                      0                      0                    0.25                   7.75 SAN JOSE               CA                                       95126 Single Family                          300000                20060601            41.95999908 No MI                                1.00E+17                    2.25               20110501                  12.75                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G01                                                      270500                1324.32                    360                     359                  5.625                      0                      0                    0.25                  5.875 HIGHLAND               CA                                       92346 Single Family                          270500                20060601            76.19999695 No MI                                1.00E+17                    2.25               20110501                 10.875                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G02                                                      208000                1213.33                    360                     359                   6.75                      0                      0                    0.25                      7 LAWRENCE               MA                                        1843 Single Family                          208000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     12                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G02                                                      256000                1360.00                    360                     359                  6.125                      0                      0                    0.25                  6.375 EDMONDS                WA                                       98026 Single Family                          256000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.375                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G02                                                      280000                1604.17                    360                     359                  6.625                      0                      0                    0.25                  6.875 PALM SPRINGS           CA                                       92262 Single Family                          280000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.875                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G02                                                      294996                1597.90                    360                     359                   6.25                      0                      0                    0.25                    6.5 HESPERIA               CA                                       92345 Single Family                          294996                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   11.5                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GIII                     G02                                                      412000                2532.08                    360                     359                  7.125                      0                      0                    0.25                  7.375 LOS ANGELES            CA                                       91405 Single Family                          412000                20060601            76.30000305 No MI                                1.00E+17                    2.25               20110501                 12.375                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G02                                                      224232                1261.31                    360                     359                    6.5                      0                      0                    0.25                   6.75 GREEN COVE SPRINGS     FL                                       32043 Single Family                          224232                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  11.75                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G01                                                      250000                1171.88                    360                     359                  5.375                      0                      0                    0.25                  5.625 BOSTON                 MA                                        2116 Condominium                            250000                20060601            51.54999924 No MI                                1.00E+17                    2.25               20110501                 10.625                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GIII                     G02                                                      102000                 541.88                    360                     359                  6.125                      0                      0                    0.25                  6.375 MYRTLE BEACH           SC                                       29577 Condominium                            102000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.375                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G03                                                   255930.94                1572.91                    360                     357                      7                      0                      0                   0.375                  7.375 Litchfield Park        AZ                                       85340 PUD                                    257613                20060401            69.98000336 No MI                                1.00E+17                    2.25               20110301                 12.375                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GIII                     G02                                                      440000                2750.00                    360                     359                   7.25                      0                      0                    0.25                    7.5 SAN DIEGO              CA                                       92115 2-4 Family                             440000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   12.5                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G02                                                      165600                1052.25                    360                     358                   7.25                      0                      0                   0.375                  7.625 Chandler               AZ                                       85224 PUD                                    165600                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.625                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GIII                     G02                                                      235800                1302.92                    360                     359                  6.375                      0                      0                    0.25                  6.625 PINETOP                AZ                                       85935 Single Family                          236000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.625                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G02                                                      359200                1870.83                    360                     359                      6                      0                      0                    0.25                   6.25 WAIKOLOA               HI                                       96738 PUD                                    359200                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  11.25                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GII                      G01                                                    139496.6                 741.08                    360                     358                      6                      0                      0                   0.375                  6.375 NORFOLK                VA                                       23518 Single Family                          139500                20060501            51.09999847 No MI                                                            2.25               20090401                 12.375                      2                       1 First Lien                                    Y                                           36 Prepay                                    360                      36 N                                    20360401 AFL2
GII                      G03                                                      500000                2916.67                    360                     358                  6.625                      0                      0                   0.375                      7 CONCORD                MA                                        1742 Single Family                          500000                20060501            63.13000107 No MI                                1.00E+17                    2.25               20110401                     13                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      300000                1906.25                    360                     358                   7.25                      0                      0                   0.375                  7.625 ROCHESTER              NH                                        3867 Single Family                          300000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.625                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GIII                     G02                                                      333750                1807.81                    360                     359                   6.25                      0                      0                    0.25                    6.5 GARFIELD               NJ                                        7026 2-4 Family                             333750                20060601                     75 No MI                                1.00E+17                    2.25               20110501                   11.5                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G03                                                      179900                1105.64                    360                     358                      7                      0                      0                   0.375                  7.375 MESA                   AZ                                       85202 Single Family                          179900                20060501                     70 No MI                                1.00E+17                    2.25               20110401                 12.375                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G03                                                       79625                 489.36                    360                     358                      7                      0                      0                   0.375                  7.375 Salt Lake City         UT                                       84119 Condominium                             79625                20060501                     70 No MI                                1.00E+17                    2.25               20110401                 12.375                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GIII                     G01                                                      399750                2040.39                    360                     359                  5.875                      0                      0                    0.25                  6.125 LOS ANGELES            CA                                       90043 Single Family                          399750                20060601                     75 No MI                                1.00E+17                    2.25               20110501                 11.125                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G03                                                      264000                1622.50                    360                     358                      7                      0                      0                   0.375                  7.375 CENTENNIAL             CO                                       80112 Single Family                          264000                20060501                     75 No MI                                1.00E+17                   5.069               20110401                 12.375                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GIII                     G01                                                      277000                1298.44                    360                     359                  5.375                      0                      0                    0.25                  5.625 RIVERSIDE              CA                                       92506 Single Family                          277000                20060601            57.11000061 No MI                                1.00E+17                    2.25               20110501                 10.625                  4.694                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G02                                                   113412.44                 914.06                    360                     357                  8.625                      0                      0                   0.375                      9 College Park           GA                                       30349 Single Family                          113600                20060401                     80 No MI                                1.00E+17                    2.75               20110301                     15                      2                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360301 AFL2
GIII                     G02                                                      298400                1616.33                    360                     359                   6.25                      0                      0                    0.25                    6.5 HERNDON                VA                                       20170 PUD                                    298400                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   11.5                  2.375                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G02                                                      140100                 977.78                    360                     358                      8                      0                      0                   0.375                  8.375 Tucson                 AZ                                       85730 PUD                                    140100                20060501            79.98999786 No MI                                1.00E+17                    2.25               20110401                 13.375                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GIII                     G02                                                      119200                 670.50                    360                     359                    6.5                      0                      0                    0.25                   6.75 WINTER PARK            FL                                       32792 Condominium                            119200                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  11.75                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G03                                                     1400000                8020.83                    360                     359                  6.625                      0                      0                    0.25                  6.875 CARLSBAD               CA                                       92009 PUD                                   1400000                20060601                     70 No MI                                1.00E+17                    2.25               20110501                 11.875                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G02                                                   273595.26                1539.00                    360                     359                    6.5                      0                      0                    0.25                   6.75 SAN JOSE               CA                                       95125 Condominium                            273600                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  11.75                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GII                      G02                                                      100000                 572.92                    360                     352                    6.5                      0                      0                   0.375                  6.875 Atlanta                GA                                       30305 Condominium                            100000                20051101                     80 No MI                                                            2.25               20101001                 12.875                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20351001 AFL2
GIII                     G03                                                      650000                3385.42                    360                     359                      6                      0                      0                    0.25                   6.25 LOS ANGELES            CA                                       90024 Condominium                            650000                20060601            68.05999756 No MI                                1.00E+17                    2.25               20110501                  11.25                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G01                                                   247088.86                1250.00                    360                     359                   5.75                      0                      0                    0.25                      6 MIAMI                  FL                                       33165 Single Family                          250000                20060601            64.09999847 No MI                                1.00E+17                    2.25               20110501                     11                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G03                                                      586000                3479.38                    360                     359                  6.875                      0                      0                    0.25                  7.125 PARK CITY              UT                                       84098 Single Family                          586000                20060601            53.27000046 No MI                                1.00E+17                    2.25               20110501                 12.125                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GIII                     G02                                                   139370.79                 870.30                    360                     359                  6.125                      0                      0                    0.25                  6.375 HOMESTEAD              FL                                       33033 Condominium                            139500                20060601                     75 No MI                                1.00E+17                    2.25               20110501                 11.375                      2                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G02                                                      368000                2530.00                    360                     358                  7.875                      0                      0                   0.375                   8.25 WHEATON                IL                                       60187 Single Family                          368000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  13.25                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G01                                                      188980                1279.55                    360                     359                  7.875                      0                      0                    0.25                  8.125 NAVARRE                FL                                       32566 PUD                                    188980                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.125                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GII                      G03                                                      413000                2151.04                    360                     357                  5.875                      0                      0                   0.375                   6.25 Phoenix                AZ                                       85086 Single Family                          413000                20060401                     70 No MI                                1.00E+17                    2.25               20110301                  11.25                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GI                       G02                                                   175893.38                1353.29                    360                     359                  8.125                      0                      0                   0.375                    8.5 Miramar                FL                                       33025 PUD                                    176000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   13.5                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G03                                                      390000                2031.25                    360                     358                  5.875                      0                      0                   0.375                   6.25 Pittsburg              CA                                       94565 Single Family                          390000                20060501                     65 No MI                                1.00E+17                    2.25               20110401                  11.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      100720                 660.98                    360                     358                    7.5                      0                      0                   0.375                  7.875 Lithonia               GA                                       30058 PUD                                    100720                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GIII                     G02                                                      333000                1942.50                    360                     359                   6.26                   0.49                      0                    0.25                      7 WORCESTER              MA                                        1602 Single Family                          333000                20060601                     90 United Guaranty                      1.00E+17                   2.875               20110501                     12                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G01                                                   636527.25                4454.00                    360                     359                   7.25                      0                      0                    0.25                    7.5 SAN FRANCISCO          CA                                       94132 Single Family                          637000                20060601            72.38999939 No MI                                1.00E+17                    2.25               20110501                   12.5                  2.135                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G02                                                      212200                1105.21                    360                     359                      6                      0                      0                    0.25                   6.25 BLAINE                 WA                                       98230 PUD                                    212200                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  11.25                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G03                                                      588000                3062.50                    360                     359                      6                      0                      0                    0.25                   6.25 FAIRFAX STATION        VA                                       22039 Single Family                          588000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  11.25                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G02                                                      166500                 988.59                    360                     359                  6.385                   0.49                      0                    0.25                  7.125 PALM COAST             FL                                       32164 Single Family                          166500                20060601                     90 Republic MIC                         1.00E+17                   2.875               20110501                 12.125                      2                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GII                      G03                                                      150632                 878.69                    360                     359                  6.625                      0                      0                   0.375                      7 COVINGTON              GA                                       30016 PUD                                    150632                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     12                  2.135                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GIII                     G03                                                      428000                2362.92                    360                     359                  6.375                      0                      0                    0.25                  6.625 TEMECULA               CA                                       92592 PUD                                    428000                20060601            79.26000214 No MI                                1.00E+17                    2.25               20110501                 11.625                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G02                                                      263200                1453.08                    360                     359                  6.375                      0                      0                    0.25                  6.625 EASLEY                 SC                                       29642 PUD                                    263200                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.625                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GII                      G03                                                      390000                2031.25                    360                     358                  5.875                      0                      0                   0.375                   6.25 Pleasant Hill          CA                                       94523 Single Family                          390000                20060501            63.93000031 No MI                                1.00E+17                    2.25               20110401                  11.25                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G01                                                     1470000                9800.00                    360                     359                   7.75                      0                      0                    0.25                      8 LOS ANGELES            CA                                       90004 Single Family                         1470000                20060601                     70 No MI                                1.00E+17                    2.25               20110501                     13                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GIII                     G01                                                      249900                1223.96                    360                     359                  5.625                      0                      0                    0.25                  5.875 SACRAMENTO             CA                                       95823 Single Family                          250000                20060601            77.16000366 No MI                                1.00E+17                    2.25               20110501                 10.875                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G03                                                      538400                3140.67                    360                     359                   6.75                      0                      0                    0.25                      7 TRACY                  CA                                       95377 Single Family                          538400                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     12                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GIII                     G02                                                       90400                 499.08                    360                     359                  6.375                      0                      0                    0.25                  6.625 NEW MIDDLETOWN VILLAGE OH                                       44442 Single Family                           90400                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.625                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G03                                                      641250                3339.84                    360                     359                      6                      0                      0                    0.25                   6.25 CARMEL                 CA                                       93921 Single Family                          641250                20060601                     75 No MI                                1.00E+17                    2.25               20110501                  11.25                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GIII                     G02                                                      151200                 929.25                    360                     359                  7.125                      0                      0                    0.25                  7.375 JACKSONVILLE           FL                                       32246 PUD                                    151200                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.375                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GIII                     G03                                                      548000                2911.25                    360                     359                  6.125                      0                      0                    0.25                  6.375 WESTON                 FL                                       33326 PUD                                    548000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.375                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GIII                     G02                                                      225400                1244.40                    360                     359                  6.375                      0                      0                    0.25                  6.625 LAS VEGAS              NV                                       89129 PUD                                    225400                20060601                     70 No MI                                1.00E+17                    2.25               20110501                 11.625                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G01                                                      430400                2734.83                    360                     359                  7.375                      0                      0                    0.25                  7.625 EUGENE                 OR                                       97405 Single Family                          430400                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.625                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G02                                                      188000                 979.17                    360                     359                      6                      0                      0                    0.25                   6.25 WINTER PARK            FL                                       32792 Single Family                          188000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  11.25                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G03                                                      486400                2482.67                    360                     359                  5.875                      0                      0                    0.25                  6.125 ARCATA                 CA                                       95521 Single Family                          486400                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.125                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G02                                                      344000                1935.00                    360                     359                    6.5                      0                      0                    0.25                   6.75 LOS ANGELES            CA                                       90042 Condominium                            344000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  11.75                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G01                                                     1000000                6145.83                    360                     359                  7.125                      0                      0                    0.25                  7.375 SAN CLEMENTE           CA                                       92673 PUD                                   1000000                20060601            70.72000122 No MI                                1.00E+17                    2.25               20110501                 12.375                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G02                                                      184300                1305.46                    360                     359                   7.51                   0.74                      0                    0.25                    8.5 SUMNER                 WA                                       98390 Single Family                          184300                20060601                     95 GE Capital MI                        1.00E+17                    3.25               20110501                   13.5                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G02                                                      248000                1601.67                    360                     358                  7.375                      0                      0                   0.375                   7.75 Phoenix                AZ                                       85041 PUD                                    248000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.75                   2.26                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GIII                     G03                                                   693122.84                4384.97                    360                     359                   6.25                      0                      0                    0.25                    6.5 BRIGANTINE CITY        NJ                                        8203 2-4 Family                             693750                20060601                     75 No MI                                1.00E+17                    2.25               20110501                   11.5                  1.875                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G02                                                      295000                1536.46                    360                     359                      6                      0                      0                    0.25                   6.25 WOODBINE               NJ                                        8270 Single Family                          295000                20060601                  69.25 No MI                                1.00E+17                    2.25               20110501                  11.25                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G03                                                      900000                5156.25                    360                     359                  6.625                      0                      0                    0.25                  6.875 DELRAY BEACH           FL                                       33446 PUD                                    900000                20060601            77.91999817 No MI                                1.00E+17                    2.25               20110501                 11.875                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G01                                                      342000                1674.38                    360                     359                  5.625                      0                      0                    0.25                  5.875 CAPE CORAL             FL                                       33990 Single Family                          342000                20060601                     95 GE Capital MI                        1.00E+17                    2.25               20110501                 10.875                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 ADN1
GII                      G03                                                      444000                2543.75                    360                     357                    6.5                      0                      0                   0.375                  6.875 Beaufort               SC                                       29906 PUD                                    444000                20060401            63.97999954 No MI                                1.00E+17                    2.25               20110301                 11.875                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GIII                     G03                                                      784000                4083.33                    360                     359                      6                      0                      0                    0.25                   6.25 COTO DE CAZA           CA                                       92679 PUD                                    784000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  11.25                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GIII                     G02                                                      316000                1876.25                    360                     359                  6.875                      0                      0                    0.25                  7.125 BETHLEHEM              PA                                       18020 Single Family                          316000                20060601            94.33000183 Radian Guaranty                      1.00E+17                    2.25               20110501                 12.125                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G02                                                   262836.55                1908.38                    360                     358                    7.5                      0                      0                   0.375                  7.875 DOWNERS GROVE          IL                                       60515 Single Family                          263200                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.875                      2                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      350000                2041.67                    360                     359                  6.625                      0                      0                   0.375                      7 Point Reyes Station    CA                                       94956 Single Family                          350000                20060601            45.15999985 No MI                                1.00E+17                    2.25               20130501                     12                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      84 N                                    20360501 AFL2
GIII                     G03                                                   527872.75                2750.00                    360                     359                      6                      0                      0                    0.25                   6.25 RIVERSIDE              CA                                       92503 Single Family                          528000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  11.25                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G02                                                      237079                1284.18                    360                     359                   6.25                      0                      0                    0.25                    6.5 DRAPER                 UT                                       84020 Single Family                          237079                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   11.5                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G02                                                    59925.16                 456.04                    360                     358                      8                      0                      0                   0.375                  8.375 Dallas                 TX                                       75217 Single Family                           60000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                      2                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GIII                     G03                                                      420000                2100.00                    360                     359                   5.75                      0                      0                    0.25                      6 WALL TOWNSHIP          NJ                                        7719 Single Family                          420000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     11                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G02                                                      138000                 718.75                    360                     359                      6                      0                      0                    0.25                   6.25 LAS VEGAS              NV                                       89130 Single Family                          138000                20060601            43.13000107 No MI                                1.00E+17                    2.25               20110501                  11.25                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G03                                                      568000                3076.67                    360                     359                   6.25                      0                      0                    0.25                    6.5 STREET  LAWNDALE       CA                                       90260 2-4 Family                             568000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   11.5                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GIII                     G02                                                      409491                2303.39                    360                     359                    6.5                      0                      0                    0.25                   6.75 QUEEN CREEK            AZ                                       85242 PUD                                    409491                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  11.75                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G03                                                     1181250                6767.58                    360                     359                  6.625                      0                      0                    0.25                  6.875 SUNNY ISLES BEACH      FL                                       33160 Condominium                           1181250                20060601                     75 No MI                                1.00E+17                    2.25               20110501                 11.875                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GIII                     G02                                                      120560                 715.83                    360                     359                  6.875                      0                      0                    0.25                  7.125 GLENDALE               AZ                                       85304 Condominium                            120560                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.125                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GII                      G02                                                   185886.92                1026.25                    360                     358                   6.25                      0                      0                   0.375                  6.625 MARANA                 AZ                                       85653 PUD                                    185887                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.625                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GIII                     G03                                                      528000                2970.00                    360                     359                    6.5                      0                      0                    0.25                   6.75 BURBANK                CA                                       91506 Single Family                          528000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  11.75                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GIII                     G02                                                      124000                 723.33                    360                     359                   6.75                      0                      0                    0.25                      7 ORLANDO                FL                                       32811 Condominium                            124000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     12                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GIII                     G03                                                      462400                2552.83                    360                     359                  6.375                      0                      0                    0.25                  6.625 OCEANSIDE              CA                                       92054 Single Family                          462400                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.625                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G01                                                      223000                 998.85                    360                     359                  5.125                      0                      0                    0.25                  5.375 FORT WASHINGTON        MD                                       20744 Single Family                          223000                20060601            63.70999908 No MI                                1.00E+17                    2.25               20110501                 10.375                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G03                                                      140472                 877.95                    360                     356                  7.125                      0                      0                   0.375                    7.5 COVINGTON              GA                                       30016 PUD                                    140472                20060301                     80 No MI                                1.00E+17                    2.25               20110201                   12.5                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360201 AFL2
GI                       G03                                                      256000                1573.33                    360                     356                      7                      0                      0                   0.375                  7.375 San Bernardino         CA                                       92404 Single Family                          256000                20060301                     80 No MI                                1.00E+17                    2.25               20110201                 12.375                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360201 AFL2
GIII                     G02                                                      333120                1804.40                    360                     359                   6.25                      0                      0                    0.25                    6.5 LAKE ELSINORE          CA                                       92530 Single Family                          333120                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   11.5                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GIII                     G02                                                      144000                 780.00                    360                     359                   6.25                      0                      0                    0.25                    6.5 AUSTELL                GA                                       30168 PUD                                    144000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   11.5                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G02                                                   105369.25                 747.43                    360                     357                   7.25                      0                      0                   0.375                  7.625 EAST POINT             GA                                       30344 Single Family                          105600                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 12.625                      2                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360301 AFL2
GIII                     G02                                                      360000                2250.00                    360                     359                   7.25                      0                      0                    0.25                    7.5 ADDISON                IL                                       60101 2-4 Family                             360000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   12.5                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G02                                                      135900                 736.13                    360                     359                   6.25                      0                      0                    0.25                    6.5 WEST VALLEY CITY       UT                                       84120 Single Family                          135900                20060601            79.98999786 No MI                                1.00E+17                    2.25               20110501                   11.5                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GIII                     G02                                                    89918.64                 568.86                    360                     359                   6.25                      0                      0                    0.25                    6.5 BOISE                  ID                                       83706 Single Family                           90000                20060601                     75 No MI                                1.00E+17                    2.25               20110501                   11.5                      2                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G02                                                      159920                1066.13                    360                     357                  7.625                      0                      0                   0.375                      8 PEORIA                 AZ                                       85345 Single Family                          159920                20060401                     80 No MI                                1.00E+17                    2.25               20110301                     13                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GIII                     G02                                                      308000                1700.42                    360                     359                  6.375                      0                      0                    0.25                  6.625 LAS VEGAS              NV                                       89134 PUD                                    308000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.625                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GII                      G02                                                      393060                2251.91                    360                     358                    6.5                      0                      0                   0.375                  6.875 PHOENIX                AZ                                       85016 Condominium                            393060                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.875                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GIII                     G03                                                      520000                2979.17                    360                     359                  6.625                      0                      0                    0.25                  6.875 RIVERSIDE              CA                                       92508 Single Family                          520000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.875                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GIII                     G02                                                      228792                1239.29                    360                     359                   6.25                      0                      0                    0.25                    6.5 WAKE FOREST            NC                                       27587 Single Family                          228792                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   11.5                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G02                                                       93600                 604.50                    360                     358                  7.375                      0                      0                   0.375                   7.75 Nampa                  ID                                       83686 2-4 Family                              93600                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  13.75                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GIII                     G03                                                     1000000                5729.17                    360                     359                  6.625                      0                      0                    0.25                  6.875 BROOKLYN               NY                                       11201 Condominium                           1000000                20060601            74.06999969 No MI                                1.00E+17                    2.25               20110501                 11.875                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GIII                     G02                                                      401525                2216.75                    360                     359                  6.375                      0                      0                    0.25                  6.625 AURORA                 CO                                       80014 PUD                                    401525                20060601            69.29000092 No MI                                1.00E+17                    2.25               20110501                 11.625                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GII                      G02                                                   135999.54                 779.16                    360                     358                    6.5                      0                      0                   0.375                  6.875 HAMPTON                VA                                       23661 Single Family                          136000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.875                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      329600                2197.33                    360                     357                  7.625                      0                      0                   0.375                      8 SCOTTSDALE             AZ                                       85250 Condominium                            329600                20060401                     80 No MI                                1.00E+17                    2.25               20110301                     13                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GIII                     G02                                                      224000                1260.00                    360                     359                    6.5                      0                      0                    0.25                   6.75 AUSTIN                 TX                                       78757 Single Family                          224000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  11.75                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G03                                                      428000                2452.08                    360                     359                  6.625                      0                      0                    0.25                  6.875 FILLMORE               CA                                       93015 Single Family                          428000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.875                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G02                                                      262213                1365.69                    360                     359                      6                      0                      0                    0.25                   6.25 URBANDALE              IA                                       50322 Single Family                          262213                20060601            65.55000305 No MI                                1.00E+17                    2.25               20110501                  11.25                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GII                      G02                                                       89250                 502.03                    360                     358                  6.375                      0                      0                   0.375                   6.75 Waterbury              CT                                        6710 Single Family                           89250                20060501                     70 No MI                                1.00E+17                    2.25               20110401                  11.75                      2                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G01                                                      500000                3072.92                    360                     359                  7.125                      0                      0                    0.25                  7.375 MT PLEASANT            SC                                       29464 Single Family                          500000                20060601            76.91999817 No MI                                1.00E+17                    2.25               20110501                 12.375                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G02                                                      259290                1377.48                    360                     359                  6.125                      0                      0                    0.25                  6.375 WOODBRIDGE             VA                                       22192 PUD                                    259290                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.375                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G02                                                      302100                1951.06                    360                     358                  7.375                      0                      0                   0.375                   7.75 NAPLES                 FL                                       34120 Single Family                          302100                20060501                     70 No MI                                1.00E+17                    2.25               20110401                  12.75                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GIII                     G03                                                      435200                2402.67                    360                     359                  6.375                      0                      0                    0.25                  6.625 SALINAS                CA                                       93907 Single Family                          435200                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.625                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GIII                     G02                                                      396973                2274.32                    360                     359                  6.625                      0                      0                    0.25                  6.875 HAYMARKET              VA                                       20169 PUD                                    396973                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.875                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G01                                                      537600                3360.00                    360                     359                   7.25                      0                      0                    0.25                    7.5 SANTA ANA              CA                                       92706 Single Family                          537600                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   12.5                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GII                      G02                                                      320000                1866.67                    360                     360                  6.625                      0                      0                   0.375                      7 CONCORD                CA                                       94521 PUD                                    320000                20060701                     80 No MI                                1.00E+17                    2.25               20110601                     12                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GI                       G02                                                      112500                 738.28                    360                     358                    7.5                      0                      0                   0.375                  7.875 BAKERSFIELD            CA                                       93304 Single Family                          112500                20060501                     75 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      216300                1509.59                    360                     359                      8                      0                      0                   0.375                  8.375 FLETCHER               NC                                       28732 Single Family                          216300                20060601            79.98000336 No MI                                1.00E+17                    2.25               20110501                 13.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                   415713.71                3016.29                    360                     359                    7.5                      0                      0                   0.375                  7.875 New Port Richey        FL                                       34654 Single Family                          416000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.875                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      227175                1467.17                    360                     358                  7.375                      0                      0                   0.375                   7.75 Riverside              CA                                       92509 2-4 Family                             227175                20060501                     65 No MI                                1.00E+17                    2.25               20110401                  12.75                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G03                                                      161600                 993.17                    360                     358                      7                      0                      0                   0.375                  7.375 Sanford                FL                                       32773 PUD                                    161600                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GIII                     G02                                                      221600                1200.33                    360                     359                   6.25                      0                      0                    0.25                    6.5 MAPLE VALLEY           WA                                       98038 PUD                                    221600                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   11.5                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GII                      G03                                                   193542.36                1169.32                    360                     358                  6.875                      0                      0                   0.375                   7.25 Birmingham             AL                                       35226 Single Family                          194000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  13.25                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G01                                                      920000                5558.33                    360                     359                      7                      0                      0                    0.25                   7.25 GLENDALE               CA                                       91202 Single Family                          920000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.25                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GIII                     G02                                                      188800                1022.67                    360                     359                   6.25                      0                      0                    0.25                    6.5 WEST DEPTFORD TWP      NJ                                        8096 Single Family                          188800                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   11.5                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G01                                                      256000                1680.00                    360                     360                    7.5                      0                      0                   0.375                  7.875 Las Vegas              NV                                       89130 Single Family                          256000                20060701                     80 No MI                                                            2.25               20110601                 12.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GI                       G02                                                       95900                 639.33                    360                     358                  7.625                      0                      0                   0.375                      8 LAS VEGAS              NV                                       89119 Condominium                             95900                20060501            79.98000336 No MI                                1.00E+17                    2.25               20110401                     13                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GIII                     G03                                                      740000                4316.67                    360                     359                   6.75                      0                      0                    0.25                      7 LOS ANGELES            CA                                       91364 Single Family                          740000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     12                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GIII                     G02                                                       95920                 529.56                    360                     359                  6.375                      0                      0                    0.25                  6.625 CHARLESTON             SC                                       29407 Condominium                             95920                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.625                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G02                                                      307500                2017.97                    360                     358                    7.5                      0                      0                   0.375                  7.875 Gardena                CA                                       90248 Single Family                          307500                20060501                     75 No MI                                1.00E+17                    2.25               20110401                 12.875                      2                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GIII                     G03                                                      432000                2430.00                    360                     359                    6.5                      0                      0                    0.25                   6.75 SIMI VALLEY            CA                                       93065 Single Family                          432000                20060601            76.45999908 No MI                                1.00E+17                    2.25               20110501                  11.75                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GIII                     G02                                                      200000                1041.67                    360                     359                      6                      0                      0                    0.25                   6.25 CENTRAL POINT          OR                                       97502 Single Family                          200000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  11.25                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GII                      G02                                                      399950                2291.38                    360                     360                    6.5                      0                      0                   0.375                  6.875 STAFFORD               VA                                       22554 Single Family                          399950                20060701            79.98999786 No MI                                1.00E+17                    2.25               20110601                 11.875                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GI                       G02                                                   275966.25                1466.07                    360                     357                      6                      0                      0                   0.375                  6.375 FULLERTON              CA                                       92833 Single Family                          276000                20060401            56.33000183 No MI                                1.00E+17                    2.25               20130301                 12.375                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      84 N                                    20360301 AFL2
GIII                     G03                                                      880000                5041.67                    360                     359                  6.625                      0                      0                    0.25                  6.875 KAILUA                 HI                                       96734 Single Family                          880000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.875                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GIII                     G03                                                      420000                2668.75                    360                     359                  7.375                      0                      0                    0.25                  7.625 WALLA WALLA            WA                                       99362 Single Family                          420000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.625                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GII                      G03                                                      256000                1466.67                    360                     360                    6.5                      0                      0                   0.375                  6.875 LAS VEGAS              NV                                       89123 PUD                                    256000                20060701                     80 No MI                                1.00E+17                    2.25               20110601                 12.875                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GIII                     G03                                                      480000                2650.00                    360                     359                  6.375                      0                      0                    0.25                  6.625 LOS ANGELES            CA                                       91306 Single Family                          480000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.625                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G03                                                      782000                4806.04                    360                     359                  7.125                      0                      0                    0.25                  7.375 THOUSAND OAKS          CA                                       91362 Condominium                            782000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.375                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GIII                     G03                                                      495920                2376.28                    360                     359                    5.5                      0                      0                    0.25                   5.75 CARY                   NC                                       27519 PUD                                    495920                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  10.75                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G03                                                      432000                2565.00                    360                     360                  6.875                      0                      0                    0.25                  7.125 PLACENTIA              CA                                       92870 PUD                                    432000                20060701                     80 No MI                                1.00E+17                    2.25               20110601                 12.125                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360601 ADN1
GIII                     G03                                                      600000                3625.00                    360                     359                      7                      0                      0                    0.25                   7.25 CARLSBAD               CA                                       92008 Single Family                          600000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.25                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G03                                                      440000                2566.67                    360                     360                   6.75                      0                      0                    0.25                      7 INGLEWOOD              CA                                       90301 Single Family                          440000                20060701                     80 No MI                                1.00E+17                    2.25               20110601                     12                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360601 ADN1
GII                      G01                                                      160000                 866.67                    360                     358                  6.125                      0                      0                   0.375                    6.5 Decatur                GA                                       30034 Single Family                          160000                20060501                     80 No MI                                1.00E+17                    2.25               20090401                   12.5                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      36 N                                    20360401 AFL2
GIII                     G03                                                      492000                2767.50                    360                     360                    6.5                      0                      0                    0.25                   6.75 SANTA ANA              CA                                       92704 Single Family                          492000                20060701                     80 No MI                                1.00E+17                    2.25               20110601                  11.75                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360601 ADN1
GI                       G01                                                      629600                4459.67                    360                     360                  8.125                      0                      0                   0.375                    8.5 CENTREVILLE            VA                                       20120 PUD                                    629600                20060701                     80 No MI                                1.00E+17                    2.25               20110601                   13.5                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GIII                     G03                                                     1176000                6615.00                    360                     359                    6.5                      0                      0                    0.25                   6.75 DUBLIN                 CA                                       94568 PUD                                   1176000                20060601            74.43000031 No MI                                1.00E+17                    2.25               20110501                  11.75                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G03                                                      600000                3187.50                    360                     360                  6.125                      0                      0                    0.25                  6.375 PLANTATION             FL                                       33323 Single Family                          600000                20060701                     40 No MI                                1.00E+17                    2.25               20110601                 11.375                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360601 ADN1
GI                       G01                                                       88400                 552.50                    360                     360                  7.125                      0                      0                   0.375                    7.5 GRAND RAPIDS           MI                                       49505 Single Family                           88400                20060701                     80 No MI                                1.00E+17                    2.25               20110601                   12.5                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GIII                     G03                                                     1200000                6250.00                    360                     359                      6                      0                      0                    0.25                   6.25 BIG SKY                MT                                       59716 PUD                                   1200000                20060601                     75 No MI                                1.00E+17                    2.25               20110501                  11.25                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GIII                     G03                                                      453000                2595.31                    360                     360                  6.625                      0                      0                    0.25                  6.875 DANVILLE               CA                                       94526 PUD                                    453000                20060701            76.77999878 No MI                                1.00E+17                    2.25               20110601                 11.875                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360601 ADN1
GI                       G02                                                      111200                 776.08                    360                     358                      8                      0                      0                   0.375                  8.375 COVINGTON              GA                                       30014 Single Family                          111200                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GIII                     G03                                                      799960                5249.74                    360                     359                  7.625                      0                      0                    0.25                  7.875 STEVENSON RANCH        CA                                       91381 PUD                                    799960                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.875                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G03                                                      536000                3070.83                    360                     360                  6.625                      0                      0                    0.25                  6.875 CORONA                 CA                                       92881 Single Family                          536000                20060701                     80 No MI                                1.00E+17                    2.25               20110601                 11.875                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360601 ADN1
GII                      G03                                                      288000                1710.00                    360                     358                   6.75                      0                      0                   0.375                  7.125 AVENTURA               FL                                       33160 Condominium                            288000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.125                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 WALN
GIII                     G03                                                      544000                3400.00                    360                     359                   7.25                      0                      0                    0.25                    7.5 WESTMINSTER            CA                                       92683 Single Family                          544000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   12.5                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G03                                                      832000                4246.67                    360                     360                  5.875                      0                      0                    0.25                  6.125 CALABASAS              CA                                       91301 Single Family                          832000                20060701                     80 No MI                                1.00E+17                    2.25               20110601                 11.125                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360601 ADN1
GIII                     G03                                                      527200                3020.42                    360                     360                  6.625                      0                      0                    0.25                  6.875 BURBANK                CA                                       91505 Single Family                          527200                20060701                     80 No MI                                1.00E+17                    2.25               20110601                 11.875                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360601 ADN1
GII                      G02                                                      176400                1029.00                    360                     358                  6.625                      0                      0                   0.375                      7 Suwanee                GA                                       30024 PUD                                    176400                20060501            79.98000336 No MI                                1.00E+17                    2.25               20110401                     12                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GIII                     G03                                                      420000                2362.50                    360                     360                    6.5                      0                      0                    0.25                   6.75 CHESAPEAKE             VA                                       23322 Single Family                          420000                20060701                     80 No MI                                1.00E+17                    2.25               20110601                  11.75                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360601 ADN1
GI                       G02                                                      186400                1203.83                    360                     359                  7.375                      0                      0                   0.375                   7.75 LAS VEGAS              NV                                       89122 Single Family                          186400                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.75                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      131150                 874.33                    360                     359                  7.625                      0                      0                   0.375                      8 Union City             GA                                       30291 Single Family                          131150                20060601            74.98000336 No MI                                1.00E+17                    2.25               20110501                     13                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G02                                                      162400                 947.33                    360                     359                  6.625                      0                      0                   0.375                      7 Las Vegas              NV                                       89120 Condominium                            162400                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     12                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GIII                     G02                                                      399200                2287.08                    360                     359                  6.625                      0                      0                    0.25                  6.875 OXNARD                 CA                                       93030 Single Family                          399200                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.875                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GII                      G02                                                      187450                 995.83                    360                     358                      6                      0                      0                   0.375                  6.375 Warrenton              VA                                       20186 Condominium                            187450                20060501            79.98000336 No MI                                1.00E+17                    2.25               20110401                 11.375                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GIII                     G03                                                   503566.07                3268.93                    360                     359                    6.5                      0                      0                    0.25                   6.75 HACIENDA HEIGHTS       CA                                       91745 Single Family                          504000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  11.75                  1.875                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360501 ADN1
GIII                     G02                                                      294400                1840.00                    360                     359                   7.25                      0                      0                    0.25                    7.5 MOORPARK               CA                                       93021 Condominium                            294400                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   12.5                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GII                      G03                                                      487500                2792.97                    360                     360                    6.5                      0                      0                   0.375                  6.875 Denver                 CO                                       80218 Single Family                          487500                20060701                     75 No MI                                1.00E+17                    2.25               20110601                 11.875                      2                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360601 AFL2
GIII                     G03                                                      539100                3481.69                    360                     359                    7.5                      0                      0                    0.25                   7.75 HAYWARD                CA                                       94541 Condominium                            539100                20060601                     90 United Guaranty                      1.00E+17                    2.25               20110501                  12.75                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G02                                                      178320                 947.33                    360                     359                  6.125                      0                      0                    0.25                  6.375 MIDVALE                UT                                       84047 PUD                                    178320                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.375                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G03                                                      462000                2887.50                    360                     359                   7.25                      0                      0                    0.25                    7.5 CLEARLAKE              CA                                       95422 Single Family                          462000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   12.5                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G03                                                      473600                3256.00                    360                     360                      8                      0                      0                    0.25                   8.25 SUNLAND                CA                                       91040 Single Family                          473600                20060701                     80 No MI                                1.00E+17                    2.25               20110601                  13.25                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360601 ADN1
GIII                     G02                                                      104000                 639.17                    360                     359                  7.125                      0                      0                    0.25                  7.375 NASHVILLE              TN                                       37214 Single Family                          104000                20060601            74.29000092 No MI                                1.00E+17                    2.25               20110501                 12.375                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G02                                                      101250                 664.45                    360                     358                    7.5                      0                      0                   0.375                  7.875 Pevely                 MO                                       63070 Single Family                          101250                20060501                     75 No MI                                                            2.25               20110401                 12.875                      2                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 AFL2
GIII                     G03                                                      559920                2799.60                    360                     359                   5.75                      0                      0                    0.25                      6 LEMONT                 IL                                       60439 PUD                                    559920                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     11                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G03                                                     1800000               11250.00                    360                     360                   7.25                      0                      0                    0.25                    7.5 SANTA BARBARA          CA                                       93108 Single Family                         1800000                20060701                     80 No MI                                1.00E+17                    2.25               20110601                   12.5                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360601 ADN1
GII                      G02                                                      352000                1980.00                    360                     358                  6.375                      0                      0                   0.375                   6.75 BURKE                  VA                                       22015 PUD                                    352000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  11.75                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GIII                     G03                                                      580000                3443.75                    360                     359                  6.875                      0                      0                    0.25                  7.125 ROCKLIN                CA                                       95765 Single Family                          580000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.125                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G03                                                   229364.69                1433.53                    360                     358                  7.125                      0                      0                   0.375                    7.5 NAPLES                 FL                                       34110 PUD                                    229432                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GIII                     G03                                                      428000                2273.75                    360                     359                  6.125                      0                      0                    0.25                  6.375 RENTON                 WA                                       98055 Single Family                          428000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.375                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G02                                                      261600                1389.75                    360                     359                  6.125                      0                      0                    0.25                  6.375 MCKINLEYVILLE          CA                                       95519 Single Family                          261600                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.375                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G01                                                      420000                2712.50                    360                     358                  7.375                      0                      0                   0.375                   7.75 ALEXANDRIA             VA                                       22308 Single Family                          420000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.75                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GIII                     G03                                                   595486.86                3865.64                    360                     359                    6.5                      0                      0                    0.25                   6.75 HEWLETT                NY                                       11557 Single Family                          596000                20060601            62.74000168 No MI                                1.00E+17                    2.25               20110501                  11.75                  1.875                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360501 ADN1
GIII                     G03                                                      568000                3076.67                    360                     360                   6.25                      0                      0                    0.25                    6.5 LOS ANGELES            CA                                       90041 Single Family                          568000                20060701                     80 No MI                                1.00E+17                    2.25               20110601                   11.5                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360601 ADN1
GIII                     G02                                                   157457.53                 996.14                    360                     359                   6.25                      0                      0                    0.25                    6.5 BOCA RATON             FL                                       33433 Condominium                            157600                20060601            78.80000305 No MI                                1.00E+17                    2.25               20110501                   11.5                      2                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360501 ADN1
GIII                     G03                                                      440000                2520.83                    360                     359                  6.625                      0                      0                    0.25                  6.875 ELK GROVE              CA                                       95624 Single Family                          440000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.875                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G03                                                     1249500                7549.06                    360                     360                      7                      0                      0                    0.25                   7.25 SAN FRANCISCO          CA                                       94114 2-4 Family                            1249500                20060701                     70 No MI                                1.00E+17                    2.25               20110601                  12.25                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360601 ADN1
GIII                     G02                                                      200000                1166.67                    360                     359                   6.75                      0                      0                    0.25                      7 JENISON                MI                                       49428 Single Family                          200000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     12                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GIII                     G03                                                   531470.39                3189.61                    360                     359                   5.75                      0                      0                    0.25                      6 SAN JOSE               CA                                       95136 Condominium                            532000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     11                      2                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G01                                                      535144                3456.14                    360                     358                  7.375                      0                      0                   0.375                   7.75 EL DORADO HILLS        CA                                       95762 Single Family                          535144                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.75                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GIII                     G03                                                      440000                2566.67                    360                     360                   6.75                      0                      0                    0.25                      7 LOS ANGELES            CA                                       91040 Single Family                          440000                20060701                     80 No MI                                1.00E+17                    2.25               20110601                     12                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360601 ADN1
GIII                     G02                                                      153500                 879.43                    360                     359                  6.495                   0.13                      0                    0.25                  6.875 NEW PRAGUE             MN                                       56071 Single Family                          153500                20060601            82.97000122 PMI                                  1.00E+17                   2.625               20110501                 11.875                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GII                      G03                                                      400000                2375.00                    360                     359                   6.75                      0                      0                   0.375                  7.125 Phoenix                AZ                                       85027 Single Family                          400000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.125                  2.245                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GIII                     G03                                                   451619.54                2969.32                    360                     359                  6.625                      0                      0                    0.25                  6.875 GROVER BEACH           CA                                       93433 Single Family                          452000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.875                  1.875                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 ADN1
GII                      G02                                                      189364                1065.17                    360                     358                  6.375                      0                      0                   0.375                   6.75 RIVERVIEW              FL                                       33569 PUD                                    189364                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  11.75                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GIII                     G03                                                      650000                3453.13                    360                     360                  6.125                      0                      0                    0.25                  6.375 SAN MATEO              CA                                       94403 Single Family                          650000                20060701            79.84999847 No MI                                1.00E+17                    2.25               20110601                 11.375                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360601 ADN1
GIII                     G02                                                      134325                 755.58                    360                     359                    6.5                      0                      0                    0.25                   6.75 ORLANDO                FL                                       32828 Single Family                          134325                20060601            79.98999786 No MI                                1.00E+17                    2.25               20110501                  11.75                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G02                                                   231999.98                1619.17                    360                     354                      8                      0                      0                   0.375                  8.375 Phoenix                AZ                                       85041 PUD                                    232000                20060101                     80 No MI                                1.00E+17                    2.25               20101201                 13.375                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20351201 AFL2
GIII                     G03                                                      496000                3100.00                    360                     358                   7.25                      0                      0                    0.25                    7.5 SILVER LAKES           CA                                       92342 PUD                                    496000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G03                                                      650000                3927.08                    360                     360                      7                      0                      0                    0.25                   7.25 LOS ANGELES            CA                                       91364 Single Family                          650000                20060701            76.47000122 No MI                                1.00E+17                    2.25               20110601                  12.25                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360601 ADN1
GI                       G02                                                      135076                 872.37                    360                     358                  7.375                      0                      0                   0.375                   7.75 College Park           GA                                       30349 PUD                                    135076                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.75                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GIII                     G03                                                      575000                3294.27                    360                     359                  6.625                      0                      0                    0.25                  6.875 UXBRIDGE               MA                                        1569 Single Family                          575000                20060601            79.30999756 No MI                                1.00E+17                    2.25               20110501                 11.875                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G03                                                      600000                3437.50                    360                     360                  6.625                      0                      0                    0.25                  6.875 DALY CITY              CA                                       94014 2-4 Family                             600000                20060701                     75 No MI                                1.00E+17                    2.25               20110601                 11.875                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360601 ADN1
GI                       G01                                                      476000                3371.67                    360                     359                  8.125                      0                      0                   0.375                    8.5 Los Angeles            CA                                       90008 Single Family                          476000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   13.5                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      150000                1074.62                    360                     360                  7.375                      0                      0                   0.375                   7.75 Orlando                FL                                       32824 Single Family                          150000                20060701            74.62999725 No MI                                1.00E+17                    2.25               20110601                  12.75                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360601 AFL2
GIII                     G02                                                      216000                1170.00                    360                     359                   6.25                      0                      0                    0.25                    6.5 BALTIMORE              MD                                       21216 Single Family                          216000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   11.5                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G02                                                       90640                 519.29                    360                     359                  6.625                      0                      0                    0.25                  6.875 HAPEVILLE              GA                                       30354 Single Family                           90640                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.875                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G03                                                      475000                2375.00                    360                     359                   5.75                      0                      0                    0.25                      6 FONTANA                CA                                       92336 Single Family                          475000                20060601            74.66999817 No MI                                1.00E+17                    2.25               20110501                     11                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G03                                                   459315.09                3216.39                    360                     358                  7.125                      0                      0                   0.375                    7.5 MONTGOMERY             TX                                       77356 Single Family                          460000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                      2                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GIII                     G02                                                      286800                1673.00                    360                     359                   6.75                      0                      0                    0.25                      7 CHICAGO                IL                                       60630 Single Family                          286800                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     12                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GII                      G03                                                      267186                1586.42                    360                     359                   6.75                      0                      0                   0.375                  7.125 TWINSBURG              OH                                       44087 PUD                                    267186                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.125                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GIII                     G03                                                      608000                3610.00                    360                     359                  6.875                      0                      0                    0.25                  7.125 OAK HILLS              CA                                       92344 Single Family                          608000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.125                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G01                                                      495550                3200.43                    360                     358                  7.375                      0                      0                   0.375                   7.75 STOCKTON               CA                                       95209 PUD                                    495550                20060501            79.98999786 No MI                                1.00E+17                    2.25               20110401                  12.75                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GIII                     G02                                                      130320                 800.93                    360                     359                  7.125                      0                      0                    0.25                  7.375 TAMPA                  FL                                       33614 Condominium                            130320                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.375                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G03                                                      162792                1017.45                    360                     358                  7.125                      0                      0                   0.375                    7.5 Hampton                GA                                       30228 PUD                                    162792                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                       97650                 640.83                    360                     359                    7.5                      0                      0                   0.375                  7.875 Crawfordville          FL                                       32327 Single Family                           97650                20060601                     70 No MI                                1.00E+17                    2.25               20110501                 12.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G03                                                      104000                 628.33                    360                     359                  6.875                      0                      0                   0.375                   7.25 Baton Rouge            LA                                       70810 2-4 Family                             104000                20060601                     65 No MI                                1.00E+17                    2.25               20110501                  12.25                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GIII                     G03                                                      562000                2751.46                    360                     359                  5.625                      0                      0                    0.25                  5.875 LAVERNE                CA                                       91750 Single Family                          562000                20060601            72.51999664 No MI                                1.00E+17                    2.25               20110501                 10.875                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G01                                                      159500                 797.50                    360                     359                   5.75                      0                      0                    0.25                      6 NAMPA                  ID                                       83651 PUD                                    159500                20060601            78.95999908 No MI                                1.00E+17                    2.25               20110501                     11                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G01                                                      582897                4068.14                    360                     358                      8                      0                      0                   0.375                  8.375 Clearwater             FL                                       33764 Condominium                            582897                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GIII                     G02                                                      344000                2042.50                    360                     359                  6.875                      0                      0                    0.25                  7.125 SAN JOSE               CA                                       95116 PUD                                    344000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.125                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G03                                                      525000                2789.06                    360                     359                  6.125                      0                      0                    0.25                  6.375 SAN MATEO              CA                                       94403 Single Family                          525000                20060601            70.94999695 No MI                                1.00E+17                    2.25               20110501                 11.375                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G02                                                      138320                 878.91                    360                     359                  7.375                      0                      0                    0.25                  7.625 AURORA                 CO                                       80013 Single Family                          138320                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.625                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GIII                     G03                                                      540000                3487.50                    360                     359                    7.5                      0                      0                    0.25                   7.75 SUNNYVALE              CA                                       94089 Single Family                          540000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.75                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GIII                     G01                                                      200000                 895.83                    360                     359                  5.125                      0                      0                    0.25                  5.375 BAKERSFIELD            CA                                       93313 Single Family                          200000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 10.375                      2                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G03                                                      181960                1118.30                    360                     358                      7                      0                      0                   0.375                  7.375 ATLANTA                GA                                       30331 PUD                                    181960                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.375                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G01                                                   273453.12                1538.17                    360                     359                  6.375                      0                      0                   0.375                   6.75 SAINT CLOUD            FL                                       34771 Single Family                          275000                20060601            61.11000061 No MI                                1.00E+17                    2.25               20090501                  12.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      36 N                                    20360501 AFL2
GIII                     G03                                                      508000                2857.50                    360                     359                    6.5                      0                      0                    0.25                   6.75 SANTA ANA              CA                                       92704 Single Family                          508000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  11.75                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GIII                     G02                                                   147927.64                 786.25                    360                     359                  6.125                      0                      0                    0.25                  6.375 ENGLEWOOD              CO                                       80110 Single Family                          148000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.375                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GII                      G02                                                      404000                2314.58                    360                     357                    6.5                      0                      0                   0.375                  6.875 Sacramento             CA                                       95820 2-4 Family                             404000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 11.875                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GIII                     G03                                                      942000                5396.88                    360                     359                  6.625                      0                      0                    0.25                  6.875 EAST HAMPTON           NY                                       11937 Single Family                          942000                20060601            67.29000092 No MI                                1.00E+17                    2.25               20110501                 11.875                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G02                                                      335200                1780.75                    360                     359                  6.125                      0                      0                    0.25                  6.375 EVERGREEN              CO                                       80439 Single Family                          335200                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.375                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GIII                     G03                                                     2700000               14343.75                    360                     359                  6.125                      0                      0                    0.25                  6.375 LOS ANGELES            CA                                       90068 Single Family                         2700000                20060601            58.70000076 No MI                                1.00E+17                    2.25               20110501                 11.375                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G02                                                      199072                1264.94                    360                     358                   7.25                      0                      0                   0.375                  7.625 Bowie                  MD                                       20721 Condominium                            199072                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.625                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      128800                 858.67                    360                     359                  7.625                      0                      0                   0.375                      8 Colorado Springs       CO                                       80907 Single Family                          128800                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     13                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      157500                1099.22                    360                     359                      8                      0                      0                   0.375                  8.375 Homestead              FL                                       33030 2-4 Family                             157500                20060601                     75 No MI                                1.00E+17                    2.25               20110501                 13.375                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                       77925                 535.73                    360                     359                  7.875                      0                      0                   0.375                   8.25 Janesville             WI                                       53548 2-4 Family                              77925                20060601                     75 No MI                                1.00E+17                    2.25               20110501                  13.25                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GIII                     G02                                                       90360                 480.04                    360                     359                  6.125                      0                      0                    0.25                  6.375 LITTLETON              CO                                       80127 Condominium                             90360                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.375                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G01                                                      438400                2831.33                    360                     359                    7.5                      0                      0                    0.25                   7.75 SAN DIEGO              CA                                       92105 Single Family                          438400                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.75                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G02                                                      109840                 606.41                    360                     359                  6.375                      0                      0                    0.25                  6.625 LITTLETON              CO                                       80127 Condominium                            109840                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.625                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G02                                                      408800                2682.75                    360                     358                    7.5                      0                      0                   0.375                  7.875 Las Vegas              NV                                       89148 Single Family                          408800                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.875                      2                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G01                                                    607199.5                3921.50                    360                     359                    7.5                      0                      0                    0.25                   7.75 MISSION VIEJO          CA                                       92692 PUD                                    607200                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.75                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G02                                                      183200                 992.33                    360                     359                   6.25                      0                      0                    0.25                    6.5 ALBUQUERQUE            NM                                       87106 Single Family                          183200                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   11.5                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G02                                                      228200                1497.56                    360                     358                    7.5                      0                      0                   0.375                  7.875 Tucson                 AZ                                       85711 Single Family                          228200                20060501                     70 No MI                                1.00E+17                    2.25               20110401                 12.875                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GIII                     G03                                                      750000                4218.75                    360                     359                    6.5                      0                      0                    0.25                   6.75 EL CAJON               CA                                       92019 Single Family                          750000                20060601            72.12000275 No MI                                1.00E+17                    2.25               20110501                  11.75                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GIII                     G02                                                      400000                2541.67                    360                     359                  7.375                      0                      0                    0.25                  7.625 HENDERSON              NV                                       89044 PUD                                    400000                20060601            78.15000153 No MI                                1.00E+17                    2.25               20110501                 12.625                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G02                                                       75120                 492.98                    360                     357                    7.5                      0                      0                   0.375                  7.875 Mc Comb                OH                                       45858 Single Family                           75120                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 12.875                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GIII                     G03                                                      457500                2144.53                    360                     359                  5.375                      0                      0                    0.25                  5.625 SEASIDE                CA                                       93955 Single Family                          457500                20060601                     75 No MI                                1.00E+17                    2.25               20110501                 10.625                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G02                                                      278464                1740.40                    360                     359                   7.25                      0                      0                    0.25                    7.5 HENDERSON              NV                                       89044 PUD                                    278464                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   12.5                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G02                                                      216000                1507.50                    360                     359                      8                      0                      0                   0.375                  8.375 Laveen                 AZ                                       85339 PUD                                    216000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.375                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 WALN
GII                      G02                                                   132654.52                 862.64                    360                     357                  6.375                      0                      0                   0.375                   6.75 Cocoa                  FL                                       32927 Single Family                          133000                20060401            48.36000061 No MI                                1.00E+17                    2.25               20110301                  11.75                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360301 AFL2
GIII                     G03                                                      464000                2658.33                    360                     358                  6.625                      0                      0                    0.25                  6.875 SPRINGFIELD            VA                                       22150 Single Family                          464000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.875                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 ADN1
GIII                     G02                                                      230400                1248.00                    360                     359                   6.25                      0                      0                    0.25                    6.5 LAS VEGAS              NV                                       89148 PUD                                    230400                20060601            79.98000336 No MI                                1.00E+17                    2.25               20110501                   11.5                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GIII                     G03                                                      528000                2750.00                    360                     359                      6                      0                      0                    0.25                   6.25 PLEASANT HILL          CA                                       94523 Single Family                          528000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  11.25                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GIII                     G01                                                      215200                1031.17                    360                     359                    5.5                      0                      0                    0.25                   5.75 PHOENIX                AZ                                       85041 PUD                                    215200                20060601            86.08000183 Radian Guaranty                      1.00E+17                    2.25               20110501                  10.75                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G02                                                   208622.11                1108.30                    360                     357                      6                      0                      0                   0.375                  6.375 Golden                 CO                                       80401 PUD                                    406000                20060401                     70 No MI                                1.00E+17                   2.375               20080301                 11.375                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      24 N                                    20360301 AFL2
GI                       G02                                                      116000                 772.37                    360                     358                  7.615                      0                      0                   0.375                   7.99 BARSTOW                CA                                       92311 Single Family                          116000                20060501                     80 No MI                                                            2.25               20110401                  12.99                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 WALN
GIII                     G03                                                      425000                2302.08                    360                     359                   6.25                      0                      0                    0.25                    6.5 DENVER                 CO                                       80204 Condominium                            425000                20060601            73.91000366 No MI                                1.00E+17                    2.25               20110501                   11.5                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G02                                                      178400                1022.08                    360                     359                  6.625                      0                      0                    0.25                  6.875 ALOHA                  OR                                       97006 Single Family                          178400                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.875                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G02                                                      188000                1312.08                    360                     358                      8                      0                      0                   0.375                  8.375 Ellicott City          MD                                       21042 Single Family                          188000                20060501                     80 No MI                                                            2.25               20110401                 13.375                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GIII                     G02                                                      452000                2589.58                    360                     359                  6.625                      0                      0                    0.25                  6.875 KAPAA                  HI                                       96746 Single Family                          452000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.875                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GII                      G03                                                    998273.2                6485.98                    360                     358                  6.375                      0                      0                   0.375                   6.75 Highland               CA                                       92346 Single Family                         1000000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  11.75                      2                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 WALN
GIII                     G03                                                      564000                2820.00                    360                     359                   5.75                      0                      0                    0.25                      6 SALINAS                CA                                       93907 Single Family                          564000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     11                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GIII                     G02                                                   203815.58                1289.42                    360                     359                   6.25                      0                      0                    0.25                    6.5 PORTLAND               OR                                       97236 Single Family                          204000                20060601            58.29000092 No MI                                1.00E+17                    2.25               20110501                   11.5                      2                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G03                                                      426400                2354.08                    360                     359                  6.375                      0                      0                    0.25                  6.625 VISTA                  CA                                       92083 Single Family                          426400                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.625                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GII                      G03                                                       81750                 493.91                    360                     358                  6.875                      0                      0                   0.375                   7.25 ARLINGTON              TX                                       76010 2-4 Family                              81750                20060501            71.08999634 No MI                                1.00E+17                    2.25               20110401                  12.25                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G03                                                      220000                1375.00                    360                     360                  7.125                      0                      0                   0.375                    7.5 WASHINGTON             DC                                       20002 Condominium                            220000                20060701                     80 No MI                                1.00E+17                    2.25               20110601                   12.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GI                       G02                                                      186900                1246.00                    360                     358                  7.625                      0                      0                   0.375                      8 Monroe                 WA                                       98272 Single Family                          186900                20060501                     70 No MI                                1.00E+17                    2.25               20110401                     13                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                   231505.58                1662.08                    360                     357                  7.375                      0                      0                   0.375                   7.75 DUNNELLON              FL                                       34433 Single Family                          232000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                  12.75                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360301 AFL2
GIII                     G02                                                      200000                1145.83                    360                     359                  6.625                      0                      0                    0.25                  6.875 CEDAR SPRINGS          MI                                       49319 Single Family                          200000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.875                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GIII                     G03                                                     1950000               10968.75                    360                     359                    6.5                      0                      0                    0.25                   6.75 ANAHOLA                HI                                       96703 Single Family                         1950000                20060601                     65 No MI                                1.00E+17                    2.25               20110501                  11.75                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GIII                     G02                                                   140969.31                 880.28                    360                     359                  6.125                      0                      0                    0.25                  6.375 DALLAS                 TX                                       75238 Single Family                          141100                20060601            78.38999939 No MI                                1.00E+17                    2.25               20110501                 11.375                      2                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G01                                                   524799.33                3389.33                    360                     359                    7.5                      0                      0                    0.25                   7.75 SANTA ANA              CA                                       92704 Single Family                          524800                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.75                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G02                                                      504000                3517.50                    360                     358                      8                      0                      0                   0.375                  8.375 WEST COVINA            CA                                       91790 2-4 Family                             504000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                   280488.41                1577.75                    360                     355                  6.375                      0                      0                   0.375                   6.75 ROMOLAND               CA                                       92585 Single Family                          283782                20060201                     80 No MI                                1.00E+17                    2.25               20110101                  11.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360101 AFL2
GIII                     G03                                                   511525.79                3194.21                    360                     359                  6.125                      0                      0                    0.25                  6.375 LITCHFIELD PARK        AZ                                       85340 Single Family                          512000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.375                  1.875                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360501 ADN1
GII                      G02                                                      155950                 893.46                    360                     355                    6.5                      0                      0                   0.375                  6.875 Winslow                NJ                                        8095 PUD                                    155950                20060201            72.19999695 No MI                                1.00E+17                    2.25               20110101                 11.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360101 AFL2
GII                      G03                                                    796939.9                4925.74                    360                     356                  5.875                      0                      0                   0.375                   6.25 Naples                 FL                                       34108 Condominium                            800000                20060301                     64 No MI                                1.00E+17                    2.25               20110201                  12.25                  1.875                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360201 AFL2
GIII                     G03                                                      464475                2661.05                    360                     359                  6.625                      0                      0                    0.25                  6.875 VENTURA                CA                                       93003 Condominium                            464475                20060601            79.94000244 No MI                                1.00E+17                    2.25               20110501                 11.875                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G03                                                      458800                2437.38                    360                     359                  6.125                      0                      0                    0.25                  6.375 SAN DIEGO              CA                                       92124 Single Family                          458800                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.375                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GIII                     G03                                                      735375                3983.28                    360                     359                   6.25                      0                      0                    0.25                    6.5 MARYSVILLE             WA                                       98270 Single Family                          735375                20060601                     75 No MI                                1.00E+17                    2.25               20110501                   11.5                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G03                                                      359900                2211.89                    360                     358                      7                      0                      0                   0.375                  7.375 FAIRFAX                VA                                       22030 Condominium                            359900                20060501            79.98999786 No MI                                1.00E+17                    2.25               20110401                 12.375                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      251100                1360.12                    360                     358                  6.125                      0                      0                   0.375                    6.5 FOOTHILLS RANCH AREA   CA                                       92610 Condominium                            251100                20060501            79.98999786 No MI                                1.00E+17                   2.375               20080401                   11.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      24 N                                    20360401 AFL2
GI                       G01                                                   487628.68                3370.49                    360                     359                  7.125                      0                      0                    0.25                  7.375 MOUNTAIN VIEW          CA                                       94043 Single Family                          488000                20060601            65.06999969 No MI                                1.00E+17                    2.25               20110501                 12.375                      2                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360501 ADN1
GIII                     G03                                                      517600                2803.67                    360                     359                   6.25                      0                      0                    0.25                    6.5 HUNTINGTON BEACH       CA                                       92647 Single Family                          517600                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   11.5                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GIII                     G03                                                      975000                5382.81                    360                     359                  6.375                      0                      0                    0.25                  6.625 PINECREST              FL                                       33156 Single Family                          975000                20060601                     75 No MI                                1.00E+17                    2.25               20110501                 11.625                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GII                      G03                                                      157652                 870.37                    360                     359                   6.25                      0                      0                   0.375                  6.625 LOCUST GROVE           GA                                       30248 PUD                                    157652                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.625                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GIII                     G03                                                      580000                3322.92                    360                     359                  6.625                      0                      0                    0.25                  6.875 LOS ANGELES            CA                                       90015 Condominium                            580000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.875                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G02                                                      253600                1664.25                    360                     358                    7.5                      0                      0                   0.375                  7.875 LAKE HAVASU CITY       AZ                                       86404 2-4 Family                             253600                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.875                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GIII                     G03                                                      544000                3173.33                    360                     359                   6.75                      0                      0                    0.25                      7 SAN JOSE               CA                                       95132 Single Family                          544000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     12                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G03                                                      452000                2542.50                    360                     359                    6.5                      0                      0                    0.25                   6.75 SAN JOSE               CA                                       95136 Condominium                            452000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  11.75                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G02                                                      275334                1778.20                    360                     359                  7.375                      0                      0                   0.375                   7.75 MARICOPA               AZ                                       85239 PUD                                    275334                20060601                     75 No MI                                1.00E+17                    2.25               20110501                  12.75                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G03                                                      218400                1365.00                    360                     358                  7.125                      0                      0                   0.375                    7.5 ABINGDON               MD                                       21009 Townhouse                              218400                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G03                                                   313590.09                1894.61                    360                     358                  6.875                      0                      0                   0.375                   7.25 MESA                   AZ                                       85208 PUD                                    313600                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.25                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G03                                                      135000                 829.69                    360                     359                      7                      0                      0                   0.375                  7.375 Phoenix                AZ                                       85018 Single Family                          135000                20060601            45.75999832 No MI                                1.00E+17                    2.25               20110501                 12.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G02                                                      384000                2120.00                    360                     358                   6.25                      0                      0                   0.375                  6.625 Atlanta                GA                                       30350 Single Family                          384000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.625                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G03                                                      145958                 881.83                    360                     358                  6.875                      0                      0                   0.375                   7.25 Franklin               OH                                       45005 PUD                                    145958                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      158400                1122.00                    360                     359                  8.125                      0                      0                   0.375                    8.5 OCALA                  FL                                       34473 Single Family                          158400                20060601            79.95999908 No MI                                1.00E+17                    2.25               20110501                   13.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      345600                2412.00                    360                     359                      8                      0                      0                   0.375                  8.375 Los Angeles            CA                                       90047 Single Family                          345600                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G02                                                   219978.14                1168.63                    360                     359                      6                      0                      0                   0.375                  6.375 Jacksonville           NC                                       28540 PUD                                    220000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G01                                                      538844                3536.16                    360                     358                    7.5                      0                      0                   0.375                  7.875 Clarksburg             MD                                       20871 PUD                                    538844                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GIII                     G03                                                     1500000                9218.75                    360                     359                  7.125                      0                      0                    0.25                  7.375 DIAMOND BAR            CA                                       91765 PUD                                   1500000                20060601            68.18000031 No MI                                1.00E+17                    2.25               20110501                 12.375                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GII                      G03                                                   276165.43                1380.83                    360                     356                  5.625                      0                      0                   0.375                      6 Phoenix                AZ                                       85048 Single Family                          276250                20060301                     65 No MI                                1.00E+17                    2.25               20110201                     11                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360201 AFL2
GIII                     G03                                                      874000                5280.42                    360                     359                      7                      0                      0                    0.25                   7.25 WILTON                 CA                                       95693 PUD                                    874000                20060601            74.98999786 No MI                                1.00E+17                    2.25               20110501                  12.25                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GII                      G02                                                       60750                 329.06                    360                     357                  6.125                      0                      0                   0.375                    6.5 Arlington              TX                                       76014 Single Family                           60750                20060401            69.98999786 No MI                                1.00E+17                    2.25               20110301                   11.5                      2                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360301 AFL2
GIII                     G03                                                      492000                2870.00                    360                     359                   6.75                      0                      0                    0.25                      7 SOUTHWEST RANCHES      FL                                       33331 Single Family                          492000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     12                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GIII                     G03                                                   631455.86                4099.14                    360                     359                    6.5                      0                      0                    0.25                   6.75 VALLEJO                CA                                       94591 Single Family                          632000                20060601            64.16000366 No MI                                1.00E+17                    2.25               20110501                  11.75                  1.875                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G02                                                      141519                 796.04                    360                     359                  6.375                      0                      0                   0.375                   6.75 MAGNA                  UT                                       84044 Single Family                          141519                20060601                     70 No MI                                1.00E+17                    2.25               20110501                  11.75                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GIII                     G03                                                      650000                3656.25                    360                     359                    6.5                      0                      0                    0.25                   6.75 MISSION VIEJO          CA                                       92692 PUD                                    650000                20060601            59.63000107 No MI                                1.00E+17                    2.25               20110501                  11.75                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G03                                                      642000                3678.13                    360                     359                  6.625                      0                      0                    0.25                  6.875 WALNUT CREEK           CA                                       94595 Single Family                          642000                20060601            65.84999847 No MI                                1.00E+17                    2.25               20110501                 11.875                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GIII                     G03                                                      444800                2502.00                    360                     359                    6.5                      0                      0                    0.25                   6.75 RIVERSIDE              CA                                       92504 Single Family                          444800                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  11.75                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GII                      G03                                                      293840                1469.20                    360                     358                  5.625                      0                      0                   0.375                      6 Dacula                 GA                                       30019 PUD                                    293840                20060501                     80 No MI                                1.00E+17                    2.25               20110401                     11                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GIII                     G03                                                      850000                4692.71                    360                     359                  6.375                      0                      0                    0.25                  6.625 LAGUNA BEACH           CA                                       92651 PUD                                    850000                20060601            48.56999969 No MI                                1.00E+17                    2.25               20110501                 11.625                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G03                                                      471920                2408.76                    360                     359                  5.875                      0                      0                    0.25                  6.125 MOUNTAIN HOUSE         CA                                       95391 PUD                                    471920                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.125                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G03                                                      881250                5048.83                    360                     359                  6.625                      0                      0                    0.25                  6.875 TUSTIN                 CA                                       92782 PUD                                    881250                20060601                     75 No MI                                1.00E+17                    2.25               20110501                 11.875                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G03                                                   763358.14                5018.94                    360                     359                  6.625                      0                      0                    0.25                  6.875 LOS ANGELES            CA                                       90056 Single Family                          764000                20060601            62.11000061 No MI                                1.00E+17                    2.25               20110501                 11.875                      2                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360501 ADN1
GIII                     G03                                                      602900                3328.51                    360                     359                  6.375                      0                      0                    0.25                  6.625 KELLER                 TX                                       76248 PUD                                    602900                20060601            73.98000336 No MI                                1.00E+17                    2.25               20110501                 11.625                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G03                                                      440000                2383.33                    360                     359                   6.25                      0                      0                    0.25                    6.5 ELK GROVE              CA                                       95757 Single Family                          440000                20060601            76.12000275 No MI                                1.00E+17                    2.25               20110501                   11.5                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G03                                                      460000                2587.50                    360                     358                    6.5                      0                      0                    0.25                   6.75 OXNARD                 CA                                       93036 Single Family                          460000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  11.75                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 ADN1
GI                       G03                                                      132300                 813.09                    360                     358                      7                      0                      0                   0.375                  7.375 FAIRBURN               GA                                       30213 PUD                                    132300                20060501            79.98999786 No MI                                1.00E+17                    2.25               20110401                 12.375                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                   301752.45                2009.21                    360                     359                  6.625                      0                      0                   0.375                      7 LOS ANGELES            CA                                       90003 2-4 Family                             302000                20060601            64.26000214 No MI                                1.00E+17                    2.25               20110501                     12                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 AFL2
GIII                     G03                                                      560000                3208.33                    360                     359                  6.625                      0                      0                    0.25                  6.875 SAMMAMISH              WA                                       98075 PUD                                    560000                20060601            78.31999969 No MI                                1.00E+17                    2.25               20110501                 11.875                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G03                                                      494712                2834.29                    360                     359                  6.625                      0                      0                    0.25                  6.875 CORONA                 CA                                       92880 Single Family                          494712                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.875                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GII                      G03                                                      124000                 736.25                    360                     358                   6.75                      0                      0                   0.375                  7.125 ACWORTH                GA                                       30101 PUD                                    124000                20060501                     80 No MI                                                            2.25               20110401                 12.125                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G01                                                      215920                1371.99                    360                     359                   7.25                      0                      0                   0.375                  7.625 Manassas               VA                                       20110 Single Family                          215920                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.625                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G02                                                   272305.44                1724.28                    360                     358                  6.125                      0                      0                   0.375                    6.5 Canton                 GA                                       30114 PUD                                    272800                20060501            52.47000122 No MI                                1.00E+17                    2.25               20110401                   11.5                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                       94899                 622.77                    360                     359                    7.5                      0                      0                   0.375                  7.875 GREEN MOUNTAIN FALLS   CO                                       80819 Single Family                           94899                20060601            79.15000153 No MI                                1.00E+17                    2.25               20110501                 12.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G02                                                      120000                 687.50                    360                     356                    6.5                      0                      0                   0.375                  6.875 SUMMERFIELD            FL                                       34491 PUD                                    120000                20060301            50.77000046 No MI                                1.00E+17                    2.25               20110201                 11.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360201 AFL2
GIII                     G03                                                      612000                3378.75                    360                     359                  6.375                      0                      0                    0.25                  6.625 MERCED                 CA                                       95340 Single Family                          612000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.625                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G03                                                      953000                4765.00                    360                     359                   5.75                      0                      0                    0.25                      6 WESTLAKE VILLAGE       CA                                       91361 PUD                                    953000                20060601            59.56000137 No MI                                1.00E+17                    2.25               20110501                     11                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G03                                                      425000                2656.25                    360                     360                  7.125                      0                      0                   0.375                    7.5 BRADENTON              FL                                       34208 PUD                                    425000                20060701            51.83000183 No MI                                1.00E+17                    2.25               20110601                   12.5                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GIII                     G03                                                      672000                3780.00                    360                     359                    6.5                      0                      0                    0.25                   6.75 SAN FRANCISCO          CA                                       94134 Single Family                          672000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  11.75                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GIII                     G03                                                      537000                3020.63                    360                     360                    6.5                      0                      0                    0.25                   6.75 WASHINGTON             DC                                       20002 Single Family                          537000                20060701            76.05999756 No MI                                1.00E+17                    2.25               20110601                  11.75                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360601 ADN1
GIII                     G03                                                      519550                3355.43                    360                     359                    7.5                      0                      0                    0.25                   7.75 TRACY                  CA                                       95304 Single Family                          519550                20060601            76.97000122 No MI                                1.00E+17                    2.25               20110501                  12.75                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G03                                                      468000                2583.75                    360                     359                  6.375                      0                      0                    0.25                  6.625 RIVERSIDE              CA                                       92503 Single Family                          468000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.625                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G03                                                      528000                3025.00                    360                     359                  6.625                      0                      0                    0.25                  6.875 GUERNEVILLE            CA                                       95446 Single Family                          528000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.875                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GIII                     G03                                                      424000                2429.17                    360                     359                  6.625                      0                      0                    0.25                  6.875 MONROVIA               CA                                       91016 Single Family                          424000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.875                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G02                                                      108000                 607.50                    360                     359                    6.5                      0                      0                    0.25                   6.75 PLANTATION             FL                                       33313 Condominium                            108000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  11.75                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GIII                     G03                                                      480000                2650.00                    360                     359                  6.375                      0                      0                    0.25                  6.625 SANTA ANA              CA                                       92707 Single Family                          480000                20060601            77.41999817 No MI                                1.00E+17                    2.25               20110501                 11.625                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G02                                                      130000                 880.21                    360                     358                   7.75                      0                      0                   0.375                  8.125 MEDFORD                OR                                       97501 Single Family                          130000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.125                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GIII                     G03                                                      637500                3121.09                    360                     359                  5.625                      0                      0                    0.25                  5.875 SAN FRANCISCO          CA                                       94105 Condominium                            637500                20060601                     75 No MI                                1.00E+17                    2.25               20110501                 10.875                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G03                                                      469755                2642.37                    360                     358                    6.5                      0                      0                    0.25                   6.75 MURRIETA               CA                                       92563 Single Family                          469755                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  11.75                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GII                      G03                                                      329600                1957.00                    360                     357                   6.75                      0                      0                   0.375                  7.125 Olney                  MD                                       20832 PUD                                    329600                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 12.125                      2                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360301 AFL2
GIII                     G03                                                     1430000                7894.79                    360                     358                  6.375                      0                      0                    0.25                  6.625 BETHESDA               MD                                       20814 Single Family                         1430000                20060501                     65 No MI                                1.00E+17                    2.25               20110401                 11.625                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G03                                                      596000                3476.67                    360                     360                   6.75                      0                      0                    0.25                      7 CORONA                 CA                                       92883 PUD                                    596000                20060701                     80 No MI                                1.00E+17                    2.25               20110601                     12                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360601 ADN1
GIII                     G03                                                      464000                2658.33                    360                     359                  6.625                      0                      0                    0.25                  6.875 SANTA ANA              CA                                       92704 Single Family                          464000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.875                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G03                                                      468000                2843.62                    360                     360                  5.875                      0                      0                    0.25                  6.125 CORONA                 CA                                       92880 Single Family                          468000                20060701                     80 No MI                                1.00E+17                    2.25               20110601                 11.125                      2                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360601 ADN1
GII                      G03                                                      172816                1026.10                    360                     358                   6.75                      0                      0                   0.375                  7.125 Atlanta                GA                                       30331 PUD                                    172816                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.125                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GIII                     G03                                                      534400                2894.67                    360                     359                   6.25                      0                      0                    0.25                    6.5 SIERRA MADRE           CA                                       91024 Single Family                          534400                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   11.5                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GIII                     G03                                                   1805999.3                8277.50                    360                     360                   5.25                      0                      0                    0.25                    5.5 BEVERLY HILLS          CA                                       90210 Single Family                       1805999.3                20060701                     70 No MI                                1.00E+17                    2.25               20110601                   10.5                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360601 ADN1
GIII                     G03                                                      465608                2279.54                    360                     360                  5.625                      0                      0                    0.25                  5.875 RIVERBANK              CA                                       95367 Single Family                          465608                20060701                     80 No MI                                1.00E+17                    2.25               20110601                 10.875                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360601 ADN1
GII                      G02                                                      335200                1885.50                    360                     359                  6.375                      0                      0                   0.375                   6.75 Dumont                 NJ                                        7628 Single Family                          335200                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  11.75                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GIII                     G03                                                      567600                3488.38                    360                     359                  7.125                      0                      0                    0.25                  7.375 STUDIO CITY            CA                                       91602 Condominium                            567600                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.375                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GII                      G03                                                      164096                 991.41                    360                     358                  6.875                      0                      0                   0.375                   7.25 ATLANTA                GA                                       30331 PUD                                    164096                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.25                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      194000                1293.33                    360                     359                  7.625                      0                      0                   0.375                      8 STAFFORD               VA                                       22554 Townhouse                              194000                20060601            79.97000122 No MI                                1.00E+17                    2.25               20110501                     13                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      101592                 719.61                    360                     359                  8.125                      0                      0                   0.375                    8.5 Grand Prairie          TX                                       75052 PUD                                    101592                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   13.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      270700                1889.26                    360                     359                      8                      0                      0                   0.375                  8.375 ARLINGTON              MA                                        2474 Single Family                          270700                20060601            74.98999786 No MI                                1.00E+17                    2.25               20110501                 14.375                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G03                                                      122732                 767.08                    360                     358                  7.125                      0                      0                   0.375                    7.5 FORT MILL              SC                                       29715 PUD                                    122732                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G03                                                       60000                 375.00                    360                     358                  7.125                      0                      0                   0.375                    7.5 Bay Minette            AL                                       36507 Single Family                           60000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                      206800                1141.71                    360                     358                   6.25                      0                      0                   0.375                  6.625 North Las Vegas        NV                                       89081 PUD                                    206800                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.625                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G01                                                     44048.1                 312.00                    360                     359                   7.25                      0                      0                   0.375                  7.625 Richmond               VA                                       23222 Single Family                           44080                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.625                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G03                                                      224000                1490.28                    360                     360                  6.625                      0                      0                   0.375                      7 South Elgin            IL                                       60177 Single Family                          224000                20060701                     70 No MI                                1.00E+17                    2.25               20110601                     12                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360601 AFL2
GI                       G01                                                    40610.59                 287.65                    360                     359                   7.25                      0                      0                   0.375                  7.625 Richmond               VA                                       23231 Single Family                           40640                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.625                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G03                                                   114225.37                 790.13                    360                     358                      7                      0                      0                   0.375                  7.375 Corpus Christi         TX                                       78411 Single Family                          114400                20060501                     80 No MI                                1.00E+17                    5.03               20110401                 12.375                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G03                                                      343200                2145.00                    360                     358                  7.125                      0                      0                   0.375                    7.5 FRANKLIN               TN                                       37067 PUD                                    343200                20060501            79.80999756 No MI                                1.00E+17                    2.25               20110401                   12.5                  4.655                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                      180000                 993.75                    360                     358                   6.25                      0                      0                   0.375                  6.625 Cocoa                  FL                                       32927 PUD                                    180000                20060501            79.88999939 No MI                                1.00E+17                    2.25               20110401                 11.625                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                      189050                1043.71                    360                     358                   6.25                      0                      0                   0.375                  6.625 LAS VEGAS              NV                                       89129 Condominium                            189050                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.625                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                      307200                1760.00                    360                     358                    6.5                      0                      0                   0.375                  6.875 Austin                 TX                                       78732 PUD                                    307200                20060501                     80 No MI                                1.00E+17                    2.75               20110401                 12.875                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G03                                                    56857.76                 397.85                    360                     359                  7.125                      0                      0                   0.375                    7.5 DETROIT                MI                                       48228 Single Family                           56900                20060601            69.38999939 No MI                                1.00E+17                    2.25               20110501                   12.5                  2.375                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G01                                                       53600                 329.42                    360                     359                      7                      0                      0                   0.375                  7.375 Scott City             MO                                       63780 Single Family                           53600                20060601                     80 No MI                                1.00E+17                   2.375               20110501                 12.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                   299894.76                2030.54                    360                     357                   7.75                      0                      0                   0.375                  8.125 AURORA                 CO                                       80010 2-4 Family                             300000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 13.125                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GI                       G01                                                    599690.7                4341.61                    360                     358                      8                      0                      0                   0.375                  8.375 ATLANTA                GA                                       30305 Condominium                            600000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    N                                            0 No_PP                                     480                      60 N                                    20360401 AFL2
GII                      G03                                                    511594.6                2877.72                    360                     356                  6.375                      0                      0                   0.375                   6.75 Reno                   NV                                       89521 Single Family                          513600                20060301                     80 No MI                                1.00E+17                    2.25               20110201                  11.75                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360201 AFL2
GII                      G02                                                      324000                1721.25                    360                     358                      6                      0                      0                   0.375                  6.375 FORT MYERS             FL                                       33908 Condominium                            324000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.375                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                      140540                 746.62                    360                     358                      6                      0                      0                   0.375                  6.375 Jacksonville           FL                                       32259 Condominium                            140540                20060501            77.83999634 No MI                                1.00E+17                    2.25               20110401                 12.375                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      145600                 940.33                    360                     359                  7.375                      0                      0                   0.375                   7.75 Conshohocken           PA                                       19428 Single Family                          145600                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.75                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 WALN
GII                      G03                                                   115110.13                 785.87                    360                     359                  6.875                      0                      0                   0.375                   7.25 Jonesboro              GA                                       30236 Single Family                          115200                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.25                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360501 WALN
GII                      G02                                                      150000                 843.75                    360                     357                  6.375                      0                      0                   0.375                   6.75 Bluffton               SC                                       29910 PUD                                    150000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                  11.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G03                                                   350316.62                2189.48                    360                     358                  7.125                      0                      0                   0.375                    7.5 Plano                  TX                                       75093 PUD                                    351000                20060501            78.87999725 No MI                                1.00E+17                    2.25               20110401                   13.5                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                      169050                 950.91                    360                     358                  6.375                      0                      0                   0.375                   6.75 LAWRENCEVILLE          GA                                       30043 PUD                                    169050                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  11.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      289500                2020.47                    360                     358                      8                      0                      0                   0.375                  8.375 CASTLE ROCK            CO                                       80109 Single Family                          289500                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G01                                                      150000                 859.38                    360                     359                    6.5                      0                      0                   0.375                  6.875 Arlington              VA                                       22207 Single Family                          150000                20060601            16.85000038 No MI                                1.00E+17                    2.25               20110501                 11.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G03                                                      417000                2345.63                    360                     359                  6.375                      0                      0                   0.375                   6.75 Chicago                IL                                       60612 2-4 Family                             417000                20060601            64.15000153 No MI                                1.00E+17                    2.25               20110501                  11.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                       66912                 446.08                    360                     358                  7.625                      0                      0                   0.375                      8 CINCINNATI             OH                                       45231 Single Family                           66912                20060501                     80 No MI                                1.00E+17                    2.25               20110401                     13                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      372000                2518.75                    360                     359                   7.75                      0                      0                   0.375                  8.125 Santa Rosa             CA                                       95401 PUD                                    372000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.125                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      123200                 872.67                    360                     359                  8.125                      0                      0                   0.375                    8.5 TAMPA                  FL                                       33616 Condominium                            123200                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   13.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G03                                                      241600                1560.33                    360                     359                  7.375                      0                      0                   0.375                   7.75 District Heights       MD                                       20747 Single Family                          241600                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.75                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G03                                                      167192                1044.95                    360                     358                  7.125                      0                      0                   0.375                    7.5 Dundee                 FL                                       33838 PUD                                    167192                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      640000                4533.33                    360                     360                  8.125                      0                      0                   0.375                    8.5 Newark                 CA                                       94560 2-4 Family                             640000                20060701                     80 No MI                                                            2.25               20110601                   13.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GII                      G03                                                       78000                 463.13                    360                     359                   6.75                      0                      0                   0.375                  7.125 Littleton              CO                                       80123 Condominium                             78000                20060601                     75 No MI                                1.00E+17                    2.25               20110501                 12.125                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G03                                                      314350                1964.69                    360                     358                  7.125                      0                      0                   0.375                    7.5 Los Angeles            CA                                       90062 Single Family                          314350                20060501                     75 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G03                                                      168208                1016.26                    360                     358                  6.875                      0                      0                   0.375                   7.25 Buckeye                AZ                                       85326 Single Family                          168208                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.25                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                   186740.86                1422.86                    360                     358                      8                      0                      0                   0.375                  8.375 LOWELL                 MA                                        1852 Single Family                          187200                20060501            78.98999786 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                      417000                2389.06                    360                     359                    6.5                      0                      0                   0.375                  6.875 N. FORT MYERS          FL                                       33903 PUD                                    417000                20060601                  71.75 No MI                                1.00E+17                    2.25               20110501                 11.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                       90750                 605.00                    360                     357                  7.625                      0                      0                   0.375                      8 Griffin                GA                                       30224 Single Family                           90750                20060401                     75 No MI                                1.00E+17                    2.25               20110301                     13                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360301 AFL2
GI                       G02                                                      265000                1380.21                    360                     358                  5.875                      0                      0                   0.375                   6.25 DACULA                 GA                                       30019 Single Family                          265000                20060501            75.70999908 No MI                                1.00E+17                    2.25               20130401                  11.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      84 N                                    20360401 AFL2
GI                       G02                                                      175471                1151.53                    360                     357                    7.5                      0                      0                   0.375                  7.875 Fort Worth             TX                                       76179 PUD                                    175471                20060401                     75 No MI                                1.00E+17                    2.25               20110301                 12.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GII                      G02                                                      173879                1014.29                    360                     358                  6.625                      0                      0                   0.375                      7 AUBURN                 GA                                       30011 PUD                                    173879                20060501                     80 No MI                                1.00E+17                    2.25               20110401                     12                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                      199920                1145.37                    360                     357                    6.5                      0                      0                   0.375                  6.875 Douglasville           GA                                       30134 Single Family                          199920                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 11.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GII                      G02                                                      108000                 585.00                    360                     359                  6.125                      0                      0                   0.375                    6.5 BONNIE                 UT                                       84058 Single Family                          108000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   11.5                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G03                                                      156000                 926.25                    360                     359                   6.75                      0                      0                   0.375                  7.125 Phoenix                AZ                                       85023 Single Family                          156000                20060601            63.66999817 No MI                                1.00E+17                    2.25               20110501                 12.125                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      105000                 667.19                    360                     358                   7.25                      0                      0                   0.375                  7.625 Orlando                FL                                       32810 Single Family                          105000                20060501                     75 No MI                                1.00E+17                    2.25               20110401                 12.625                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G01                                                      606400                4042.67                    360                     359                  7.625                      0                      0                   0.375                      8 Tarzana                CA                                       91356 Single Family                          606400                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     13                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 WALN
GI                       G02                                                      244800                1606.50                    360                     357                    7.5                      0                      0                   0.375                  7.875 Atlanta                GA                                       30324 2-4 Family                             244800                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 12.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G02                                                      107463                 716.42                    360                     359                  7.625                      0                      0                   0.375                      8 Cypress                TX                                       77433 PUD                                    107463                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     13                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      288000                1890.00                    360                     359                    7.5                      0                      0                   0.375                  7.875 MODESTO                CA                                       95358 Single Family                          288000                20060601                     80 No MI                                1.00E+17                    2.75               20110501                 12.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G03                                                      183368                1146.05                    360                     358                  7.125                      0                      0                   0.375                    7.5 AUBURN                 GA                                       30011 Single Family                          183368                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                  2.375                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G03                                                      208000                1191.67                    360                     359                    6.5                      0                      0                   0.375                  6.875 Kissimmee              FL                                       34746 PUD                                    208000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G02                                                      219200                1187.33                    360                     359                  6.125                      0                      0                   0.375                    6.5 Columbia               SC                                       29205 Single Family                          219200                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   11.5                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G01                                                      976000                6405.00                    360                     360                    7.5                      0                      0                   0.375                  7.875 TUSTIN                 CA                                       92782 Single Family                          976000                20060701                     80 No MI                                1.00E+17                    2.25               20110601                 12.875                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360601 AFL2
GI                       G02                                                      134000                 893.33                    360                     358                  7.625                      0                      0                   0.375                      8 STOCKBRIDGE            GA                                       30281 PUD                                    134000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                     13                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                    93521.36                 614.89                    360                     359                    6.5                      0                      0                   0.375                  6.875 PUEBLO WEST            CO                                       81007 Single Family                           93600                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.875                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                   107927.53                 792.47                    360                     359                  7.625                      0                      0                   0.375                      8 TAMPA                  FL                                       33604 Single Family                          108000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     13                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G02                                                      160000                 866.67                    360                     359                  6.125                      0                      0                   0.375                    6.5 SPRINGVILLE            UT                                       84663 Single Family                          160000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   11.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      101500                 676.67                    360                     358                  7.625                      0                      0                   0.375                      8 Phoenix                AZ                                       85035 Single Family                          101500                20060501                     70 No MI                                1.00E+17                    2.25               20110401                     13                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                      229425                1338.31                    360                     360                  6.625                      0                      0                   0.375                      7 San Diego              CA                                       92116 Condominium                            229425                20060701                     75 No MI                                1.00E+17                    2.25               20110601                     12                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GI                       G02                                                      236000                1647.08                    360                     358                      8                      0                      0                   0.375                  8.375 WADING RIVER           NY                                       11792 Single Family                          236000                20060501                     80 No MI                                                            2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                      153600                 848.00                    360                     358                   6.25                      0                      0                   0.375                  6.625 Spring Hill            FL                                       34606 PUD                                    153600                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.625                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GIII                     G02                                                      277500                1705.47                    360                     359                  7.125                      0                      0                    0.25                  7.375 BRIDGEPORT             CT                                        6606 2-4 Family                             277500                20060601                     75 No MI                                1.00E+17                    2.25               20110501                 12.375                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GII                      G02                                                      115150                 647.72                    360                     358                  6.375                      0                      0                   0.375                   6.75 Aldie                  VA                                       20105 Single Family                          115150                20060501            79.98999786 No MI                                1.00E+17                    2.25               20110401                  11.75                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GIII                     G02                                                   139965.65                 802.08                    360                     359                  6.625                      0                      0                    0.25                  6.875 BILLINGS               MT                                       59102 Single Family                          140000                20060601            72.54000092 No MI                                1.00E+17                    2.25               20110501                 11.875                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G02                                                      124000                 826.67                    360                     357                  7.625                      0                      0                   0.375                      8 Tampa                  FL                                       33607 2-4 Family                             124000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                   12.5                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GII                      G03                                                      195000                1178.12                    360                     358                  6.875                      0                      0                   0.375                   7.25 MASHPEE                MA                                        2649 Single Family                          195000                20060501                     65 No MI                                1.00E+17                    2.25               20110401                  13.25                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                    49294.72                 353.91                    360                     357                  7.375                      0                      0                   0.375                   7.75 Newark                 OH                                       43055 Single Family                           49400                20060401            79.68000031 No MI                                1.00E+17                    2.25               20110301                  12.75                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360301 AFL2
GI                       G02                                                     52390.9                 380.66                    360                     357                    7.5                      0                      0                   0.375                  7.875 Dallas                 TX                                       75217 Single Family                           52500                20060401                     70 No MI                                1.00E+17                    2.25               20110301                 12.875                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G02                                                    97784.72                 693.64                    360                     357                   7.25                      0                      0                   0.375                  7.625 Oak Lawn               IL                                       60453 Condominium                             98000                20060401                     70 No MI                                1.00E+17                    2.25               20110301                 12.625                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360301 AFL2
GIII                     G02                                                      216240                1148.78                    360                     359                  6.125                      0                      0                    0.25                  6.375 KENNESAW               GA                                       30144 PUD                                    216240                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.375                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G01                                                      220000                1100.00                    360                     359                   5.75                      0                      0                    0.25                      6 SMYRNA                 GA                                       30080 Condominium                            220000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     11                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G02                                                      144800                1025.67                    360                     359                  8.125                      0                      0                   0.375                    8.5 ATLANTA                GA                                       30311 Townhouse                              144800                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   13.5                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GIII                     G02                                                      117600                 649.25                    360                     359                  6.375                      0                      0                    0.25                  6.625 LARGO                  FL                                       33770 Single Family                          117600                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.625                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G03                                                      417000                2606.25                    360                     357                  7.125                      0                      0                   0.375                    7.5 San Jose               CA                                       95117 PUD                                    417000                20060401            77.22000122 No MI                                1.00E+17                    2.25               20110301                   12.5                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GIII                     G02                                                      190392                1170.12                    360                     359                  7.125                      0                      0                    0.25                  7.375 COCONUT CREEK          FL                                       33073 Condominium                            190392                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.375                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G02                                                      150000                1078.13                    360                     359                   8.25                      0                      0                   0.375                  8.625 ORLANDO                FL                                       32832 Condominium                            150000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.625                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GIII                     G02                                                      200000                1145.83                    360                     359                  6.625                      0                      0                    0.25                  6.875 EVERETT                WA                                       98201 Single Family                          200000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.875                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GIII                     G02                                                      212000                1126.25                    360                     359                  6.125                      0                      0                    0.25                  6.375 MERCER ISLAND          WA                                       98040 Condominium                            212000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.375                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G02                                                      298400                1678.50                    360                     359                    6.5                      0                      0                    0.25                   6.75 SACRAMENTO             CA                                       95829 Single Family                          298400                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  11.75                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GIII                     G02                                                      168745                 966.77                    360                     359                  6.625                      0                      0                    0.25                  6.875 PHOENIX                AZ                                       85037 Condominium                            168745                20060601            79.81999969 No MI                                1.00E+17                    2.25               20110501                 11.875                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GIII                     G02                                                      201000                1214.38                    360                     359                   6.52                   0.48                      0                    0.25                   7.25 HONOLULU               HI                                       96826 Condominium                            201000                20060601            88.55000305 Mortgage Guaranty In                 1.00E+17                   2.875               20110501                  12.25                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G03                                                      199200                1224.25                    360                     358                      7                      0                      0                   0.375                  7.375 MESA                   AZ                                       85202 PUD                                    199200                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.375                  2.145                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GIII                     G02                                                      151120                 865.79                    360                     359                  6.625                      0                      0                    0.25                  6.875 LYNNWOOD               WA                                       98087 Condominium                            151120                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.875                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G02                                                      111920                 641.21                    360                     358                  6.625                      0                      0                    0.25                  6.875 PHOENIX                AZ                                       85037 Condominium                            111920                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.875                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G01                                                      508000                3545.42                    360                     358                      8                      0                      0                   0.375                  8.375 Orlando                FL                                       32836 PUD                                    508000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                      2                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G01                                                      434300                2850.09                    360                     358                    7.5                      0                      0                   0.375                  7.875 Pasadena               CA                                       91101 Condominium                            434300                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      114400                 774.58                    360                     358                   7.75                      0                      0                   0.375                  8.125 CINCINNATI             OH                                       45240 Single Family                          114400                20060501                     80 No MI                                                            2.25               20110401                 13.125                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                      113700                 639.56                    360                     359                  6.375                      0                      0                   0.375                   6.75 Denver                 CO                                       80203 Condominium                            113700                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  11.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GIII                     G02                                                       80750                 462.63                    360                     359                  6.625                      0                      0                    0.25                  6.875 BLYTHE                 CA                                       92225 Single Family                           80750                20060601                     95 Radian Guaranty                      1.00E+17                    2.25               20110501                 11.875                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GII                      G02                                                   107069.27                 704.56                    360                     358                    6.5                      0                      0                   0.375                  6.875 LITCHFIELD             MN                                       55355 Single Family                          107250                20060501                     65 No MI                                1.00E+17                    2.25               20110401                 11.875                      2                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                      401000                2255.63                    360                     358                  6.375                      0                      0                   0.375                   6.75 Sykesville             MD                                       21784 Single Family                          401000                20060501            67.41000366 No MI                                1.00E+17                    2.25               20110401                  11.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G03                                                   221303.08                1550.86                    360                     357                  7.125                      0                      0                   0.375                    7.5 Streamwood             IL                                       60107 Condominium                            221800                20060401                     80 No MI                                1.00E+17                    2.25               20110301                   12.5                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G03                                                      370400                2315.00                    360                     356                  7.125                      0                      0                   0.375                    7.5 Modesto                CA                                       95356 Single Family                          370400                20060301                     80 No MI                                1.00E+17                    2.25               20110201                   12.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360201 AFL2
GII                      G03                                                      134500                 644.48                    360                     357                  5.375                      0                      0                   0.375                   5.75 CUMMING                GA                                       30040 PUD                                    134500                20060401            79.97000122 No MI                                1.00E+17                    2.25               20110301                  10.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GIII                     G02                                                      159992                 833.29                    360                     359                      6                      0                      0                    0.25                   6.25 ORLANDO                FL                                       32822 Condominium                            159992                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  11.25                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GIII                     G02                                                      324000                1788.75                    360                     359                  6.375                      0                      0                    0.25                  6.625 COMTPON                CA                                       90221 Single Family                          324000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.625                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GIII                     G02                                                      188000                 979.17                    360                     359                      6                      0                      0                    0.25                   6.25 SACRAMENTO             CA                                       95820 Single Family                          188000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  11.25                      2                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GIII                     G01                                                      210000                1071.88                    360                     359                  5.875                      0                      0                    0.25                  6.125 SACRAMENTO             CA                                       95828 Single Family                          210000                20060601            66.87999725 No MI                                1.00E+17                    2.25               20110501                 11.125                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GIII                     G02                                                      177600                 925.00                    360                     359                      6                      0                      0                    0.25                   6.25 SAINT LOUIS PARK       MN                                       55426 Single Family                          177600                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  11.25                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G03                                                       52000                 319.58                    360                     359                      7                      0                      0                   0.375                  7.375 Baton Rouge            LA                                       70810 2-4 Family                              52000                20060601                     65 No MI                                1.00E+17                    2.25               20110501                 12.375                      2                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GIII                     G01                                                      206000                1008.54                    360                     359                  5.625                      0                      0                    0.25                  5.875 TAMPA                  FL                                       33617 Single Family                          206000                20060601            79.83999634 No MI                                1.00E+17                    2.25               20110501                 10.875                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G01                                                      924400                6066.38                    360                     360                    7.5                      0                      0                   0.375                  7.875 Downey                 CA                                       90241 Single Family                          924400                20060701                     80 No MI                                1.00E+17                    2.25               20110601                 12.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GI                       G02                                                       77000                 545.42                    360                     360                  8.125                      0                      0                   0.375                    8.5 PLANO                  TX                                       75074 Single Family                           77000                20060701                     70 No MI                                1.00E+17                    2.25               20110601                   13.5                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360601 AFL2
GIII                     G03                                                      533000                2720.52                    360                     358                  5.875                      0                      0                    0.25                  6.125 SAN DIMAS              CA                                       91773 PUD                                    533000                20060501            78.37999725 No MI                                1.00E+17                    2.25               20110401                 11.125                      2                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 ADN1
GIII                     G02                                                    374721.7                2622.05                    360                     359                   7.25                      0                      0                    0.25                    7.5 SANTA PAULA            CA                                       93060 2-4 Family                             375000                20060601                     75 No MI                                1.00E+17                    2.25               20110501                   12.5                      2                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G02                                                      162740                1068.39                    360                     358                  7.503                      0                      0                   0.375                  7.878 Dallas                 TX                                       75214 2-4 Family                             162740                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.878                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GIII                     G03                                                      532000                2881.67                    360                     359                   6.25                      0                      0                    0.25                    6.5 WATSONVILLE            CA                                       95076 Single Family                          532000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   11.5                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GIII                     G02                                                      210000                1181.25                    360                     359                    6.5                      0                      0                    0.25                   6.75 FONTANA                CA                                       92335 Single Family                          210000                20060601                     70 No MI                                1.00E+17                    2.25               20110501                  11.75                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G03                                                      174930                1075.09                    360                     358                      7                      0                      0                   0.375                  7.375 Croydon                PA                                       19021 Single Family                          174930                20060501                     70 No MI                                1.00E+17                    2.25               20110401                 12.375                      2                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GIII                     G03                                                      650000                3994.79                    360                     359                  7.125                      0                      0                    0.25                  7.375 MANTECA                CA                                       95337 Single Family                          650000                20060601            78.79000092 No MI                                1.00E+17                    2.25               20110501                 12.375                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G02                                                      200000                1062.50                    360                     359                  6.125                      0                      0                    0.25                  6.375 BOLINGBROOK            IL                                       60440 Single Family                          200000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.375                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G03                                                    469703.2                2397.44                    360                     359                  5.875                      0                      0                    0.25                  6.125 LUCAS                  TX                                       75002 Single Family                        469703.2                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.125                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GII                      G02                                                      103200                 591.25                    360                     358                    6.5                      0                      0                   0.375                  6.875 Biglerville            PA                                       17307 Single Family                          103200                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.875                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GIII                     G03                                                      420000                2056.25                    360                     359                  5.625                      0                      0                    0.25                  5.875 PACOIMA                CA                                       91331 Single Family                          420000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 10.875                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G01                                                   119556.17                 642.58                    360                     359                   4.75                      0                      0                    0.25                      5 ORLANDO                FL                                       32810 Single Family                          119700                20060601                     70 No MI                                1.00E+17                    2.25               20110501                     10                      2                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G02                                                   107865.27                 820.88                    360                     358                      8                      0                      0                   0.375                  8.375 ALLENTOWN              PA                                       18102 2-4 Family                             108000                20060501                     75 No MI                                1.00E+17                    2.25               20110401                 13.375                      2                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 AFL2
GIII                     G03                                                      600000                3437.50                    360                     359                  6.625                      0                      0                    0.25                  6.875 HUNTINGTON BEACH       CA                                       92648 Single Family                          600000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.875                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GIII                     G02                                                      184000                 958.33                    360                     359                      6                      0                      0                    0.25                   6.25 GAINESVILLE            FL                                       32608 PUD                                    184000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  11.25                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GIII                     G02                                                      122800                 665.17                    360                     359                   6.25                      0                      0                    0.25                    6.5 ORLANDO                FL                                       32803 Condominium                            122800                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   11.5                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G01                                                   450642.69                3145.11                    360                     358                      8                      0                      0                   0.375                  8.375 Waddell                AZ                                       85355 PUD                                    450800                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G03                                                      503992                2887.45                    360                     358                    6.5                      0                      0                   0.375                  6.875 SACRAMENTO             CA                                       95829 Single Family                          503992                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      322500                2250.78                    360                     358                      8                      0                      0                   0.375                  8.375 Las Vegas              NV                                       89131 PUD                                    322500                20060501                     75 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GIII                     G02                                                   153031.33                1006.15                    360                     359                  6.625                      0                      0                    0.25                  6.875 ORLANDO                FL                                       32821 Condominium                            153160                20060601                     70 No MI                                1.00E+17                    2.25               20110501                 11.875                  1.875                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360501 ADN1
GIII                     G02                                                      156000                 845.00                    360                     359                   6.25                      0                      0                    0.25                    6.5 HUDSON                 OH                                       44236 Single Family                          156000                20060601                     78 No MI                                1.00E+17                    2.25               20110501                   11.5                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G03                                                      451500                2542.50                    360                     359                    6.5                      0                      0                    0.25                   6.75 FULLERTON              CA                                       92833 Single Family                          452000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  11.75                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GIII                     G02                                                      166318                1074.14                    360                     359                    7.5                      0                      0                    0.25                   7.75 LAS VEGAS              NV                                       89103 Condominium                            166318                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.75                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G03                                                      455200                2560.50                    360                     359                    6.5                      0                      0                    0.25                   6.75 OAK PARK               CA                                       91377 PUD                                    455200                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  11.75                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GIII                     G02                                                      300000                1750.00                    360                     359                   6.75                      0                      0                    0.25                      7 CARSON                 CA                                       90746 Single Family                          300000                20060601            49.18000031 No MI                                1.00E+17                    2.25               20110501                     12                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G03                                                      480000                2750.00                    360                     359                  6.625                      0                      0                    0.25                  6.875 VENTURA                CA                                       93003 Single Family                          480000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.875                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GIII                     G02                                                      110800                 634.79                    360                     359                  6.625                      0                      0                    0.25                  6.875 BANDERA                TX                                       78003 PUD                                    110800                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.875                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G02                                                      165920                 933.30                    360                     359                    6.5                      0                      0                    0.25                   6.75 LAS VEGAS              NV                                       89103 Condominium                            165920                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  11.75                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G03                                                      292000                1825.00                    360                     360                  7.125                      0                      0                   0.375                    7.5 LANHAM                 MD                                       20706 Single Family                          292000                20060701                     80 No MI                                1.00E+17                    2.25               20110601                   13.5                      2                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GI                       G03                                                      248000                1550.00                    360                     359                  7.125                      0                      0                   0.375                    7.5 Palmdale               CA                                       93552 Single Family                          248000                20060601                     80 No MI                                                            2.25               20110501                   12.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 WALN
GIII                     G01                                                      191920                 919.62                    360                     359                    5.5                      0                      0                    0.25                   5.75 SALT LAKE CITY         UT                                       84106 Single Family                          191920                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  10.75                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G02                                                   384488.45                2062.84                    360                     359                  6.125                      0                      0                    0.25                  6.375 MIAMI                  FL                                       33133 Condominium                            388300                20060601            68.23999786 No MI                                1.00E+17                    2.25               20110501                 11.375                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G02                                                      330000                2303.13                    360                     357                      8                      0                      0                   0.375                  8.375 Sylmar                 CA                                       91342 Single Family                          330000                20060401                     75 No MI                                1.00E+17                    2.25               20110301                 13.375                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GII                      G02                                                      180000                1031.25                    360                     359                    6.5                      0                      0                   0.375                  6.875 Chandler               AZ                                       85225 Single Family                          180000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                    72758.11                 572.72                    360                     359                  8.375                      0                      0                   0.375                   8.75 EUCLID                 OH                                       44132 Single Family                           72800                20060601                     80 No MI                                1.00E+17                    2.75               20110501                  14.75                  1.875                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      184000                1284.17                    360                     357                      8                      0                      0                   0.375                  8.375 LITTLETON              CO                                       80122 Single Family                          184000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 13.375                  2.375                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GIII                     G02                                                      408000                2125.00                    360                     359                      6                      0                      0                    0.25                   6.25 CHULA VISTA            CA                                       91910 Condominium                            408000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  11.25                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G02                                                      245600                1586.17                    360                     357                  7.375                      0                      0                   0.375                   7.75 San Bernardino         CA                                       92411 Single Family                          245600                20060401                     80 No MI                                1.00E+17                    2.25               20110301                  12.75                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360301 AFL2
GIII                     G01                                                      372600                1785.38                    360                     359                   5.37                   0.13                      0                    0.25                   5.75 APOPKA                 FL                                       32712 PUD                                    372600                20060601            84.68000031 PMI                                  1.00E+17                   2.625               20110501                  10.75                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G02                                                   158678.65                 986.83                    360                     358                  6.625                      0                      0                   0.375                      7 Las Vegas              NV                                       89128 Condominium                            158800                20060501                     80 No MI                                1.00E+17                    2.25               20110401                     12                  2.245                       1 First Lien                                    N                                            0 Prepay                                    480                      60 N                                    20360401 AFL2
GI                       G03                                                      240000                1500.00                    360                     360                  7.125                      0                      0                   0.375                    7.5 RIVERDALE              MD                                       20737 Single Family                          240000                20060701                     80 No MI                                1.00E+17                    2.25               20110601                   13.5                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GIII                     G02                                                      172576                 970.74                    360                     359                    6.5                      0                      0                    0.25                   6.75 MOUNT PLEASANT         SC                                       29466 Condominium                            172576                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  11.75                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G02                                                      125000                 677.08                    360                     359                   6.25                      0                      0                    0.25                    6.5 HOLLYWOOD              FL                                       33024 Single Family                          125000                20060601            45.45000076 No MI                                1.00E+17                    2.25               20110501                   11.5                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G03                                                      850000                5223.96                    360                     359                      7                      0                      0                   0.375                  7.375 Fort Lee               NJ                                        7024 Single Family                          850000                20060601            54.49000168 No MI                                1.00E+17                    2.25               20110501                 12.375                      2                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 AFL2
GIII                     G02                                                      251950                1732.16                    360                     358                      8                      0                      0                    0.25                   8.25 HOLLYWOOD              FL                                       33020 2-4 Family                             251950                20060501            79.98999786 No MI                                1.00E+17                    2.25               20110401                  13.25                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G02                                                   427622.39                2740.53                    360                     359                  6.375                      0                      0                    0.25                  6.625 KAPAA                  HI                                       96746 Single Family                          428000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.625                      2                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G02                                                      320000                1766.67                    360                     359                  6.375                      0                      0                    0.25                  6.625 SACRAMENTO             CA                                       95835 Single Family                          320000                20060601            78.05000305 No MI                                1.00E+17                    2.25               20110501                 11.625                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G03                                                   127208.04                 881.30                    360                     356                      7                      0                      0                   0.375                  7.375 TAMPA                  FL                                       33647 Condominium                            127600                20060301                     80 No MI                                1.00E+17                    2.25               20110201                 12.375                      2                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360201 AFL2
GI                       G03                                                      130850                 817.81                    360                     358                  7.125                      0                      0                   0.375                    7.5 Phoenix                AZ                                       85040 Single Family                          130850                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 WALN
GI                       G02                                                      110400                 747.50                    360                     356                   7.75                      0                      0                   0.375                  8.125 Arvada                 CO                                       80002 Single Family                          110400                20060301                     80 No MI                                1.00E+17                    2.25               20110201                 13.125                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360201 AFL2
GI                       G02                                                    63820.02                 464.04                    360                     357                    7.5                      0                      0                   0.375                  7.875 Houston                TX                                       77009 Single Family                           64000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 12.875                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360301 AFL2
GIII                     G02                                                      268500                1482.34                    360                     359                  6.375                      0                      0                    0.25                  6.625 DAVENPORT              FL                                       33896 PUD                                    268500                20060601                     75 No MI                                1.00E+17                    2.25               20110501                 11.625                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GII                      G02                                                      199000                1057.19                    360                     358                      6                      0                      0                   0.375                  6.375 LORAIN                 OH                                       44053 PUD                                    199000                20060501            79.97000122 No MI                                1.00E+17                    2.25               20110401                 11.375                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                    89808.98                 652.53                    360                     357                    7.5                      0                      0                   0.375                  7.875 LITHONIA               GA                                       30058 Townhouse                               89996                20060401                     75 No MI                                1.00E+17                    2.25               20110301                 12.875                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360301 AFL2
GIII                     G02                                                      320000                2066.67                    360                     359                    7.5                      0                      0                    0.25                   7.75 NORTHVILLE             MI                                       48167 Single Family                          320000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.75                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G02                                                      190320                1189.50                    360                     359                   7.25                      0                      0                    0.25                    7.5 ORLANDO                FL                                       32837 Condominium                            190320                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   12.5                      2                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G02                                                      212000                1413.33                    360                     353                  7.625                      0                      0                   0.375                      8 SANTEE                 CA                                       92071 Condominium                            212000                20051201                     80 No MI                                1.00E+17                    2.25               20101101                     14                      2                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20351101 AFL2
GIII                     G02                                                      208000                1300.00                    360                     359                   7.25                      0                      0                    0.25                    7.5 HAYDEN                 ID                                       83835 Single Family                          208000                20060601            94.98000336 Radian Guaranty                      1.00E+17                    2.25               20110501                   12.5                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G02                                                      288000                1890.00                    360                     357                    7.5                      0                      0                   0.375                  7.875 CHEVERLY               MD                                       20784 Single Family                          288000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 12.875                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GIII                     G02                                                      417000                2562.81                    360                     359                  7.125                      0                      0                    0.25                  7.375 SIMI VALLEY            CA                                       93063 Single Family                          417000                20060601                   69.5 No MI                                1.00E+17                    2.25               20110501                 12.375                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G02                                                      148500                 850.78                    360                     358                  6.625                      0                      0                    0.25                  6.875 BUFFALO GROVE          IL                                       60089 Condominium                            148800                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.875                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G02                                                      183000                1181.87                    360                     357                  7.375                      0                      0                   0.375                   7.75 Indian Hills           CO                                       80454 Single Family                          183000                20060401                     75 No MI                                1.00E+17                    2.25               20110301                  12.75                      2                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360301 AFL2
GII                      G02                                                      183260                1011.75                    360                     358                   6.25                      0                      0                   0.375                  6.625 CANAL FULTON           OH                                       44614 PUD                                    183260                20060501                     80 No MI                                                            2.25               20110401                 11.625                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GIII                     G02                                                   415464.08                2628.39                    360                     359                   6.25                      0                      0                    0.25                    6.5 MIRAMAR BEACH          FL                                       32550 PUD                                    415840                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   11.5                  1.875                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360501 ADN1
GIII                     G02                                                       78800                 426.83                    360                     358                   6.25                      0                      0                    0.25                    6.5 SOUTHAVEN              MS                                       38671 Single Family                           78800                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   11.5                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GII                      G03                                                      198000                1175.63                    360                     360                   6.75                      0                      0                   0.375                  7.125 North Port             FL                                       34287 Single Family                          198000                20060701            76.44999695 No MI                                                            2.25               20110601                 12.125                      2                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360601 AFL2
GIII                     G01                                                      130320                 665.18                    360                     359                  5.875                      0                      0                    0.25                  6.125 FERNANDINA BEACH       FL                                       32034 Condominium                            130320                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.125                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G02                                                      125600                 889.67                    360                     359                  8.125                      0                      0                   0.375                    8.5 ATLANTA                GA                                       30311 Townhouse                              125600                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   13.5                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GIII                     G01                                                      146160                 806.93                    360                     359                  5.885                   0.49                      0                    0.25                  6.625 CHESTERFIELD           VA                                       23832 Single Family                          146160                20060601                     87 Republic MIC                         1.00E+17                   2.875               20110501                 11.625                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G01                                                      281600                1378.67                    360                     359                  5.625                      0                      0                    0.25                  5.875 BOTHELL                WA                                       98021 Single Family                          281600                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 10.875                  2.135                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G02                                                      373600                2451.75                    360                     359                    7.5                      0                      0                   0.375                  7.875 Sterling               VA                                       20164 Single Family                          373600                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.875                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GIII                     G01                                                      214000                1092.29                    360                     359                  5.875                      0                      0                    0.25                  6.125 GILBERT                AZ                                       85296 PUD                                    214000                20060601            74.83000183 No MI                                1.00E+17                    2.25               20110501                 11.125                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GIII                     G02                                                   239798.37                1576.63                    360                     359                  6.625                      0                      0                    0.25                  6.875 WOODBRIDGE             VA                                       22193 PUD                                    240000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.875                      2                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G01                                                      222658                1066.90                    360                     359                    5.5                      0                      0                    0.25                   5.75 LAS VEGAS              NV                                       89139 PUD                                    222658                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  10.75                      2                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GIII                     G02                                                      169600                1024.67                    360                     358                      7                      0                      0                    0.25                   7.25 MONTGOMERY VILLAGE     MD                                       20886 Condominium                            169600                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.25                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 ADN1
GIII                     G02                                                      332000                1763.75                    360                     359                  6.125                      0                      0                    0.25                  6.375 OCEANSIDE              CA                                       92054 Single Family                          332000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.375                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GIII                     G01                                                      219920                1076.69                    360                     358                  5.625                      0                      0                    0.25                  5.875 AVONDALE               AZ                                       85323 PUD                                    219920                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 10.875                      2                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 ADN1
GI                       G02                                                      142500                1033.22                    360                     360                    7.5                      0                      0                   0.375                  7.875 Hanford                CA                                       93230 Single Family                          142500                20060701                     75 No MI                                1.00E+17                    2.25               20110601                 12.875                      2                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360601 AFL2
GI                       G02                                                       67900                 480.96                    360                     360                  8.125                      0                      0                   0.375                    8.5 WATAUGA                TX                                       76148 Single Family                           67900                20060701                     70 No MI                                1.00E+17                    2.25               20110601                   13.5                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360601 AFL2
GIII                     G03                                                      500000                3125.00                    360                     359                   7.25                      0                      0                    0.25                    7.5 ALEXANDRIA             VA                                       22304 PUD                                    500000                20060601            66.04000092 No MI                                1.00E+17                    2.25               20110501                   12.5                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G02                                                    131889.1                 867.15                    360                     359                  6.625                      0                      0                    0.25                  6.875 FAYETTEVILLE           GA                                       30215 PUD                                    132000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.875                      2                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 ADN1
GII                      G02                                                      181072                1018.53                    360                     358                  6.375                      0                      0                   0.375                   6.75 SUN CITY WEST          AZ                                       85375 PUD                                    181072                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  11.75                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GIII                     G03                                                      440000                2337.50                    360                     359                  6.125                      0                      0                    0.25                  6.375 SANTEE                 CA                                       92071 Single Family                          440000                20060601            77.19000244 No MI                                1.00E+17                    2.25               20110501                 11.375                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GIII                     G02                                                      181686                1059.84                    360                     359                   6.75                      0                      0                    0.25                      7 ONTARIO                CA                                       91761 Single Family                          181686                20060601            50.47000122 No MI                                1.00E+17                    2.25               20110501                     12                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GIII                     G01                                                      394400                1972.00                    360                     359                   5.75                      0                      0                    0.25                      6 THERMAL                CA                                       92274 Single Family                          394400                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     11                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G03                                                      469600                2543.67                    360                     359                   6.25                      0                      0                    0.25                    6.5 LOS ANGELES            CA                                       90014 Condominium                            469600                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   11.5                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GIII                     G01                                                      136000                 623.33                    360                     359                   5.25                      0                      0                    0.25                    5.5 FLORISSANT             MO                                       63033 Single Family                          136000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   10.5                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G02                                                      279200                1919.50                    360                     358                  7.875                      0                      0                   0.375                   8.25 WASHINGTON DC          DC                                       20011 Single Family                          279200                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  13.25                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 WALN
GI                       G02                                                       86900                 606.49                    360                     358                      8                      0                      0                   0.375                  8.375 St Petersburg          FL                                       33705 Single Family                           86900                20060501            74.98000336 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GIII                     G03                                                      432000                2700.00                    360                     359                   7.25                      0                      0                    0.25                    7.5 DIAMOND BAR            CA                                       91765 Single Family                          432000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   12.5                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G02                                                      107920                 607.05                    360                     359                    6.5                      0                      0                    0.25                   6.75 BOISE                  ID                                       83705 Single Family                          107920                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  11.75                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G01                                                      448450                2989.67                    360                     360                  7.625                      0                      0                   0.375                      8 CANTON                 MI                                       48188 Condominium                            448450                20060701            74.98999786 No MI                                1.00E+17                    2.25               20110601                     13                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GIII                     G02                                                   106301.45                 663.80                    360                     359                  6.125                      0                      0                    0.25                  6.375 ORLANDO                FL                                       32822 Condominium                            106400                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.375                      2                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360501 ADN1
GIII                     G02                                                       98800                 607.21                    360                     358                  7.125                      0                      0                    0.25                  7.375 EMMETT                 ID                                       83617 PUD                                     98800                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.375                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G03                                                      650000                3859.38                    360                     359                  6.875                      0                      0                    0.25                  7.125 SAN JOSE               CA                                       95124 Single Family                          650000                20060601            74.37000275 No MI                                1.00E+17                    2.25               20110501                 12.125                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G02                                                   177839.09                1125.08                    360                     359                   6.25                      0                      0                    0.25                    6.5 FLEMINGTON             NJ                                        8822 Single Family                          178000                20060601            28.47999954 No MI                                1.00E+17                    2.25               20110501                   11.5                      2                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G02                                                   125144.78                 822.80                    360                     359                  6.625                      0                      0                    0.25                  6.875 PALMYRA                VA                                       22963 Single Family                          125250                20060601                     75 No MI                                1.00E+17                    2.25               20110501                 11.875                      2                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G02                                                       86775                 551.38                    360                     358                   7.25                      0                      0                   0.375                  7.625 columbus               OH                                       43232 Single Family                           86775                20060501                     75 No MI                                1.00E+17                    2.25               20110401                 12.625                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GIII                     G03                                                     1540000                8502.08                    360                     359                  6.375                      0                      0                    0.25                  6.625 FRIDAY HARBOR          WA                                       98250 PUD                                   1540000                20060601                     77 No MI                                1.00E+17                    2.25               20110501                 11.625                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G02                                                      397125                2109.73                    360                     359                  6.125                      0                      0                    0.25                  6.375 COSTA MESA             CA                                       92627 PUD                                    397125                20060601                     75 No MI                                1.00E+17                    2.25               20110501                 11.375                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GIII                     G02                                                      147500                 906.51                    360                     359                  7.125                      0                      0                    0.25                  7.375 LABELLE                FL                                       33935 Single Family                          147500                20060601            79.94999695 No MI                                1.00E+17                    2.25               20110501                 12.375                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G03                                                      448000                2286.67                    360                     359                  5.875                      0                      0                    0.25                  6.125 PANORAMA CITY          CA                                       91412 Single Family                          448000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.125                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G02                                                      160000                 900.00                    360                     359                    6.5                      0                      0                    0.25                   6.75 CORNELIUS              OR                                       97113 Single Family                          160000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  11.75                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G02                                                    99858.39                 716.41                    360                     358                  7.375                      0                      0                   0.375                   7.75 Pleasantville          NJ                                        8232 Condominium                            100000                20060501                     80 No MI                                1.00E+17                   2.375               20080401                  12.75                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      24 N                                    20360401 AFL2
GIII                     G03                                                      421050                2675.42                    360                     359                  7.375                      0                      0                    0.25                  7.625 LAS VEGAS              NV                                       89120 PUD                                    421050                20060601            79.98999786 No MI                                1.00E+17                    2.25               20110501                 12.625                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G01                                                   440630.22                2753.94                    360                     358                   7.25                      0                      0                    0.25                    7.5 HENDERSON              NV                                       89015 PUD                                    440650                20060501            74.98999786 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G03                                                      550000                3093.75                    360                     358                    6.5                      0                      0                    0.25                   6.75 MONETA                 VA                                       24121 Single Family                          550000                20060501            60.11000061 No MI                                1.00E+17                    2.25               20110401                  11.75                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G01                                                      217678                1088.39                    360                     359                   5.75                      0                      0                    0.25                      6 NORTH LAS VEGAS        NV                                       89084 Condominium                            217678                20060601                     90 Republic MIC                         1.00E+17                    2.25               20110501                     11                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GII                      G03                                                    207905.1                1082.84                    360                     359                  5.875                      0                      0                   0.375                   6.25 Elk Grove              IL                                       60007 Condominium                            208000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  11.25                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G01                                                      599992                3749.95                    360                     358                   7.25                      0                      0                    0.25                    7.5 WAYNESBORO             PA                                       17268 PUD                                    599992                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G02                                                      184000                1054.17                    360                     359                  6.625                      0                      0                    0.25                  6.875 JONESBORO              GA                                       30236 PUD                                    184000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.875                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G03                                                      599242                3308.32                    360                     358                  6.375                      0                      0                    0.25                  6.625 MOUNT HOLLY            NC                                       28120 PUD                                    599242                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.625                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G01                                                      203200                1375.83                    360                     359                   7.75                      0                      0                   0.375                  8.125 ORLANDO                FL                                       32821 Single Family                          203200                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.125                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G01                                                      428000                2675.00                    360                     358                   7.25                      0                      0                    0.25                    7.5 WOODBRIDGE             VA                                       22193 Single Family                          428000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G02                                                    71999.09                 382.50                    360                     359                  6.125                      0                      0                    0.25                  6.375 GOSHEN                 IN                                       46526 Single Family                           72000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.375                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G02                                                    59963.65                 461.35                    360                     359                  8.125                      0                      0                   0.375                    8.5 Dallas                 TX                                       75216 Single Family                           60000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   13.5                      2                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 AFL2
GIII                     G03                                                   573579.05                3315.79                    360                     358                  5.375                      0                      0                    0.25                  5.625 LINCOLN                CA                                       95648 PUD                                    576000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 10.625                  1.875                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G02                                                   251130.66                1386.83                    360                     359                  6.375                      0                      0                    0.25                  6.625 TARZANA                CA                                       91356 Condominium                            251200                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.625                      2                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G01                                                      473750                3306.38                    360                     358                      8                      0                      0                   0.375                  8.375 Fredericksbrg          VA                                       22401 Single Family                          473750                20060501                     75 No MI                                                            2.25               20110401                 13.375                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GIII                     G03                                                      544000                3060.00                    360                     359                    6.5                      0                      0                    0.25                   6.75 BEVERLY HILLS          MI                                       48025 Single Family                          544000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  11.75                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G02                                                      180000                1031.25                    360                     359                  6.625                      0                      0                    0.25                  6.875 CHICAGO                IL                                       60656 Condominium                            180000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.875                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G02                                                   269799.67                1854.87                    360                     356                  7.875                      0                      0                   0.375                   8.25 Catonsville            MD                                       21228 Single Family                          269800                20060301            79.97000122 No MI                                1.00E+17                    2.75               20110201                  14.25                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360201 AFL2
GIII                     G03                                                      732900                4504.28                    360                     359                  7.125                      0                      0                    0.25                  7.375 HILTON HEAD ISLAND     SC                                       29928 Single Family                          732900                20060601            74.79000092 No MI                                1.00E+17                    2.25               20110501                 12.375                  2.375                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G02                                                      288000                2010.00                    360                     358                      8                      0                      0                   0.375                  8.375 NEWTON                 MA                                        2458 Single Family                          288000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 14.375                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                      330000                1821.88                    360                     359                   6.25                      0                      0                   0.375                  6.625 San Jose               CA                                       95129 Condominium                            330000                20060601            64.70999908 No MI                                1.00E+17                    2.25               20110501                 12.625                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GIII                     G02                                                   355708.19                2368.48                    360                     359                   6.75                      0                      0                    0.25                      7 RICHMOND               KY                                       40475 Single Family                          356000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     12                  1.875                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 ADN1
GII                      G03                                                      131600                 795.08                    360                     358                  6.875                      0                      0                   0.375                   7.25 FRESNO                 CA                                       93705 Single Family                          131600                20060501                     70 No MI                                1.00E+17                    2.25               20110401                  12.25                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GIII                     G03                                                      440000                2429.17                    360                     358                  6.375                      0                      0                    0.25                  6.625 FT MYERS               FL                                       33913 PUD                                    440000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.625                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G02                                                      155610                 988.77                    360                     359                  7.375                      0                      0                    0.25                  7.625 VIRGINIA BEACH         VA                                       23454 Single Family                          155610                20060601                     90 Radian Guaranty                      1.00E+17                    2.25               20110501                 12.625                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G03                                                      561300                2864.97                    360                     358                  5.875                      0                      0                    0.25                  6.125 GAINESVILLE            VA                                       20155 PUD                                    561300                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.125                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G01                                                      231000                1058.75                    360                     359                   5.25                      0                      0                    0.25                    5.5 HAMILTON               OH                                       45011 Single Family                          231000                20060601                     70 No MI                                1.00E+17                    2.25               20110501                   10.5                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G03                                                      294400                1809.33                    360                     358                      7                      0                      0                   0.375                  7.375 Tarpon Springs         FL                                       34689 Single Family                          294400                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.375                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GIII                     G03                                                   463891.11                2940.00                    360                     359                   6.75                      0                      0                    0.25                      7 METAIRIE               LA                                       70005 Single Family                          504000                20060601                     90 United Guaranty                      1.00E+17                    2.25               20110501                     12                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G02                                                      344000                1899.17                    360                     359                  6.375                      0                      0                    0.25                  6.625 LAUREL                 MD                                       20724 PUD                                    344000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.625                      2                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GIII                     G03                                                   452599.99                2357.29                    360                     358                      6                      0                      0                    0.25                   6.25 BOYDS                  MD                                       20841 PUD                                    452600                20060501            57.38999939 No MI                                1.00E+17                    2.25               20110401                  11.25                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G02                                                      344700                2262.09                    360                     359                  6.795                   0.83                      0                    0.25                  7.875 DADEVILLE              AL                                       36853 Single Family                          344700                20060601                     90 Republic MIC                         1.00E+17                    3.25               20110501                 12.875                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GIII                     G03                                                      560745                3037.37                    360                     358                   6.25                      0                      0                    0.25                    6.5 LAKE ELSINORE          CA                                       92532 PUD                                    560745                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   11.5                   2.17                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G02                                                      192000                1020.00                    360                     359                  6.125                      0                      0                    0.25                  6.375 GREENACRES             FL                                       33463 PUD                                    192000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.375                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G01                                                      120000                 787.50                    360                     360                    7.5                      0                      0                   0.375                  7.875 Jacksonville           FL                                       32244 PUD                                    120000                20060701                     75 No MI                                1.00E+17                    2.25               20110601                 12.875                      2                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360601 AFL2
GIII                     G03                                                      438675                2467.55                    360                     358                    6.5                      0                      0                    0.25                   6.75 JUPITER                FL                                       33458 PUD                                    438675                20060501                     75 No MI                                1.00E+17                    2.25               20110401                  11.75                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G02                                                   114294.04                 713.71                    360                     359                  6.125                      0                      0                    0.25                  6.375 FAYETTEVILLE           PA                                       17222 Single Family                          114400                20060601                     88 GE Capital MI                        1.00E+17                    2.25               20110501                 11.375                      2                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G03                                                      421155                2237.39                    360                     358                  6.125                      0                      0                    0.25                  6.375 RENTON                 WA                                       98059 PUD                                    421155                20060501                     90 PMI                                  1.00E+17                    2.25               20110401                 11.375                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G03                                                      446000                2230.00                    360                     358                   5.75                      0                      0                    0.25                      6 GRASS VALLEY           CA                                       95945 Single Family                          446000                20060501                  78.25 No MI                                1.00E+17                    2.25               20110401                     11                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 ADN1
GIII                     G02                                                      190400                1031.33                    360                     359                   6.25                      0                      0                    0.25                    6.5 SAN DIEGO              CA                                       92108 Condominium                            190400                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   11.5                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GIII                     G03                                                      540800                2647.67                    360                     358                  5.625                      0                      0                    0.25                  5.875 SAN FRANCISCO          CA                                       94112 Single Family                          540800                20060501            78.37999725 No MI                                1.00E+17                    2.25               20110401                 10.875                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G02                                                      304000                1900.00                    360                     359                   7.25                      0                      0                    0.25                    7.5 SANTA ANA              CA                                       92703 Condominium                            304000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   12.5                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G02                                                   239213.05                1544.92                    360                     357                  7.375                      0                      0                   0.375                   7.75 PORTSMOUTH             VA                                       23707 Single Family                          241200                20060401                     80 No MI                                1.00E+17                    2.25               20110301                  12.75                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GIII                     G03                                                      424000                2694.17                    360                     359                  7.375                      0                      0                    0.25                  7.625 LATHROP                CA                                       95330 Single Family                          424000                20060601            67.22000122 No MI                                1.00E+17                    2.25               20110501                 12.625                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G01                                                      351200                1792.58                    360                     359                  5.875                      0                      0                    0.25                  6.125 WASHINGTON             DC                                       20010 Single Family                          351200                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.125                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G02                                                       57800                 337.17                    360                     358                   6.75                      0                      0                    0.25                      7 SEATTLE                WA                                       98168 Condominium                             57800                20060501            79.94000244 No MI                                1.00E+17                    2.25               20110401                     12                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G03                                                      520000                2979.17                    360                     358                  6.625                      0                      0                    0.25                  6.875 ALEXANDRIA             VA                                       22303 PUD                                    520000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.875                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G02                                                      183920                 996.23                    360                     359                   6.25                      0                      0                    0.25                    6.5 MANASSAS               VA                                       20110 Condominium                            183920                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   11.5                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G02                                                      295000                1628.65                    360                     358                  6.375                      0                      0                    0.25                  6.625 HAMILTON               OH                                       45011 Single Family                          295000                20060501            77.62999725 No MI                                1.00E+17                    2.25               20110401                 11.625                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 ADN1
GI                       G02                                                      131200                 915.67                    360                     357                      8                      0                      0                   0.375                  8.375 Virginia Beach         VA                                       23462 Townhouse                              131200                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 13.375                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GIII                     G03                                                      464000                2706.67                    360                     359                   6.75                      0                      0                    0.25                      7 SYLMAR                 CA                                       91342 Single Family                          464000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     12                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GIII                     G02                                                      388000                2384.58                    360                     359                  7.125                      0                      0                    0.25                  7.375 KIHEI                  HI                                       96753 Condominium                            388000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.375                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G02                                                      160400                 902.25                    360                     359                    6.5                      0                      0                    0.25                   6.75 BREMERTON              WA                                       98310 Single Family                          160400                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  11.75                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G03                                                      585000                3656.25                    360                     358                  7.125                      0                      0                   0.375                    7.5 Parkland               FL                                       33076 PUD                                    585000                20060501            74.98999786 No MI                                                            2.25               20110401                   12.5                      2                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      268000                1730.83                    360                     357                  7.375                      0                      0                   0.375                   7.75 CASHIERS               NC                                       28717 PUD                                    268000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                  13.75                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GIII                     G03                                                      450300                2579.84                    360                     358                  6.625                      0                      0                    0.25                  6.875 HOLLYWOOD              FL                                       33019 Condominium                            450300                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.875                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 ADN1
GIII                     G02                                                      243600                1268.75                    360                     359                      6                      0                      0                    0.25                   6.25 NEW PALESTINE          IN                                       46163 PUD                                    243600                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  11.25                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G02                                                      149925                 858.95                    360                     359                  6.625                      0                      0                    0.25                  6.875 PEMBROKE PINES         FL                                       33026 Condominium                            149925                20060601                     75 No MI                                1.00E+17                    2.25               20110501                 11.875                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GII                      G02                                                   228997.82                1264.26                    360                     356                   6.25                      0                      0                   0.375                  6.625 Naples                 FL                                       34109 Condominium                            230400                20060301                     80 No MI                                1.00E+17                    2.25               20110201                 12.625                      2                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360201 AFL2
GIII                     G03                                                      513650                2782.27                    360                     358                   6.25                      0                      0                    0.25                    6.5 FREMONT                CA                                       94536 PUD                                    513650                20060501            71.97000122 No MI                                1.00E+17                    2.25               20110401                   11.5                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 ADN1
GIII                     G02                                                      394160                2504.56                    360                     359                  7.375                      0                      0                    0.25                  7.625 PHOENIX                AZ                                       85016 Condominium                            394160                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.625                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G02                                                      153520                 959.50                    360                     358                   7.25                      0                      0                    0.25                    7.5 HIALEAH                FL                                       33015 Condominium                            153520                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 ADN1
GIII                     G03                                                      626213                3913.83                    360                     359                   7.25                      0                      0                    0.25                    7.5 OXNARD                 CA                                       93030 Single Family                          626213                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   12.5                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G02                                                      308000                1636.25                    360                     359                  6.125                      0                      0                    0.25                  6.375 HANOVER                PA                                       17331 Single Family                          308000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.375                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GIII                     G01                                                       70464                 344.98                    360                     358                  5.625                      0                      0                    0.25                  5.875 RACINE                 WI                                       53403 Single Family                           70464                20060501            69.08000183 No MI                                1.00E+17                    2.25               20110401                 10.875                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G03                                                      231200                1445.00                    360                     358                  7.125                      0                      0                   0.375                    7.5 LASVEGAS               NV                                       89122 Single Family                          231200                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GIII                     G03                                                   467778.75                2778.75                    360                     359                  6.875                      0                      0                    0.25                  7.125 WALDORF                MD                                       20601 Single Family                          468000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.125                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G02                                                      307000                1822.81                    360                     359                  6.875                      0                      0                    0.25                  7.125 LAWRENCE               MA                                        1841 2-4 Family                             307000                20060601            74.87999725 No MI                                1.00E+17                    2.25               20110501                 12.125                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G02                                                   155072.78                1032.55                    360                     359                   6.75                      0                      0                    0.25                      7 CHESTER                VA                                       23831 Single Family                          155200                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     12                      2                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360501 ADN1
GIII                     G01                                                   279992.34                1370.83                    360                     359                  5.625                      0                      0                    0.25                  5.875 FREDERICKSBURG         VA                                       22407 PUD                                    280000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 10.875                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G01                                                   231774.51                1409.66                    360                     359                  5.875                      0                      0                    0.25                  6.125 UPPER MARLBORO         MD                                       20772 Single Family                          232000                20060601            48.33000183 No MI                                1.00E+17                    2.25               20110501                 11.125                      2                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360501 ADN1
GIII                     G03                                                     2925000               16757.81                    360                     359                  6.625                      0                      0                    0.25                  6.875 MIAMI                  FL                                       33133 Condominium                           2925000                20060601                     75 No MI                                1.00E+17                    2.25               20110501                 11.875                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GIII                     G02                                                   102313.97                 672.70                    360                     359                  6.625                      0                      0                    0.25                  6.875 POLK                   OH                                       44866 Single Family                          102400                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.875                      2                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360501 ADN1
GIII                     G03                                                   475829.58                2429.58                    360                     359                  5.875                      0                      0                    0.25                  6.125 CHULA VISTA            CA                                       91913 PUD                                    476000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.125                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G03                                                    79481.49                 556.57                    360                     358                  7.125                      0                      0                   0.375                    7.5 DECATUR                GA                                       30032 Single Family                           79600                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                      2                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GIII                     G02                                                      120480                 665.15                    360                     359                  6.375                      0                      0                    0.25                  6.625 SAVANNAH               GA                                       31419 PUD                                    120480                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.625                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G01                                                      532808                3607.56                    360                     358                   7.75                      0                      0                   0.375                  8.125 LINCOLN                CA                                       95648 Single Family                          532808                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.125                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G03                                                      455920                2849.50                    360                     358                  7.125                      0                      0                   0.375                    7.5 ORANGE                 CA                                       92867 Single Family                          455920                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G03                                                      280000                1720.83                    360                     359                      7                      0                      0                   0.375                  7.375 LANCASTER              CA                                       93535 Single Family                          280000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GIII                     G03                                                  1980790.96               12874.67                    360                     359                    6.5                      0                      0                    0.25                   6.75 GREENWICH              CT                                        6831 Single Family                         1985000                20060601            60.15000153 No MI                                1.00E+17                    2.25               20110501                  11.75                  1.875                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360501 ADN1
GIII                     G02                                                      203000                1120.73                    360                     359                  6.375                      0                      0                    0.25                  6.625 PHOENIX                AZ                                       85032 Single Family                          203000                20060601            79.91999817 No MI                                1.00E+17                    2.25               20110501                 11.625                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G03                                                  1198805.39                7194.61                    360                     359                   5.75                      0                      0                    0.25                      6 OAK BROOK              IL                                       60523 PUD                                   1200000                20060601            76.19000244 No MI                                1.00E+17                    2.25               20110501                     11                      2                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G01                                                      400000                1916.67                    360                     359                    5.5                      0                      0                    0.25                   5.75 SAN DIEGO              CA                                       92127 PUD                                    400000                20060601            75.76999664 No MI                                1.00E+17                    2.25               20110501                  10.75                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GIII                     G03                                                      818000                4601.25                    360                     359                    6.5                      0                      0                    0.25                   6.75 RIVERSIDE              CA                                       92506 Single Family                          818000                20060601            74.36000061 No MI                                1.00E+17                    2.25               20110501                  11.75                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GIII                     G01                                                      148000                 740.00                    360                     359                   5.75                      0                      0                    0.25                      6 SAINT PAUL             MN                                       55106 Single Family                          148000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     11                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GII                      G03                                                      162500                1067.51                    360                     360                    6.5                      0                      0                   0.375                  6.875 PHOENIX                AZ                                       85015 Single Family                          162500                20060701                     65 No MI                                1.00E+17                    2.25               20110601                 11.875                      2                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360601 AFL2
GI                       G03                                                     71585.2                 495.56                    360                     357                      7                      0                      0                   0.375                  7.375 BALTIMORE              MD                                       21230 Single Family                           71750                20060401            73.97000122 No MI                                1.00E+17                    2.25               20110301                 13.375                  1.875                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360301 AFL2
GIII                     G03                                                      428792                2411.96                    360                     358                    6.5                      0                      0                    0.25                   6.75 MURRIETA               CA                                       92563 Single Family                          428792                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  11.75                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G02                                                    363686.6                2360.90                    360                     359                    6.5                      0                      0                    0.25                   6.75 RIVERSIDE              CA                                       92505 Single Family                          364000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  11.75                      2                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G02                                                      230176                1558.48                    360                     359                   7.75                      0                      0                   0.375                  8.125 HENDERSON              NV                                       89044 Single Family                          230176                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.125                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GIII                     G03                                                     1120000                6416.67                    360                     359                  6.625                      0                      0                    0.25                  6.875 MURRIETA               CA                                       92562 PUD                                   1120000                20060601                     70 No MI                                1.00E+17                    2.25               20110501                 11.875                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GIII                     G02                                                      167120                 992.28                    360                     359                  6.875                      0                      0                    0.25                  7.125 MOUNT PLEASANT         SC                                       29466 Condominium                            167120                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.125                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G01                                                   186599.23                1076.48                    360                     358                  5.085                   0.29                      0                    0.25                  5.625 TUCSON                 AZ                                       85741 Single Family                          187000                20060501                     85 United Guaranty                      1.00E+17                    2.75               20110401                 10.625                      2                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G03                                                      688000                3941.67                    360                     359                  6.625                      0                      0                    0.25                  6.875 CULPEPER               VA                                       22701 Single Family                          688000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.875                   2.21                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G02                                                      360000                1875.00                    360                     359                      6                      0                      0                    0.25                   6.25 STAFFORD               VA                                       22554 Single Family                          360000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  11.25                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G03                                                      650000                3317.71                    360                     359                  5.875                      0                      0                    0.25                  6.125 SATELLITE BEACH        FL                                       32937 Condominium                            650000                20060601                  79.75 No MI                                1.00E+17                    2.25               20110501                 11.125                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GIII                     G02                                                      193200                1187.38                    360                     359                  7.125                      0                      0                    0.25                  7.375 WOODLAND               CA                                       95695 Single Family                          193200                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.375                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G03                                                   109724.85                 674.35                    360                     358                      7                      0                      0                   0.375                  7.375 Tucson                 AZ                                       85713 Single Family                          110500                20060501                     65 No MI                                1.00E+17                    2.25               20110401                 12.375                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GIII                     G03                                                      423000                2467.50                    360                     359                   5.96                   0.79                      0                    0.25                      7 LAS VEGAS              NV                                       89148 PUD                                    423000                20060601                     90 Republic MIC                         1.00E+17                   3.375               20110501                     12                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G02                                                      388800                2268.00                    360                     359                   6.75                      0                      0                    0.25                      7 POMONA                 CA                                       91767 Single Family                          388800                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     12                  2.335                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GIII                     G03                                                      960000                5400.00                    360                     359                    6.5                      0                      0                    0.25                   6.75 BRENTWOOD              CA                                       94513 Single Family                          960000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  11.75                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G01                                                      227924                1115.88                    360                     359                  5.625                      0                      0                    0.25                  5.875 HILLSBORO              OR                                       97123 PUD                                    227924                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 10.875                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G01                                                      162960                 967.58                    360                     359                   6.75                      0                      0                   0.375                  7.125 PROVO                  UT                                       84604 Single Family                          162960                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.125                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GIII                     G03                                                      424000                1943.33                    360                     359                   5.25                      0                      0                    0.25                    5.5 LAKE FOREST            CA                                       92630 Condominium                            424000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   10.5                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G02                                                      201840                1345.60                    360                     358                  7.625                      0                      0                   0.375                      8 Las Vegas              NV                                       89101 Single Family                          201840                20060501                     80 No MI                                1.00E+17                    2.25               20110401                     13                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 WALN
GI                       G02                                                      224000                1493.33                    360                     358                  7.625                      0                      0                   0.375                      8 LAS VEGAS              NV                                       89134 PUD                                    224000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                     13                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 WALN
GIII                     G01                                                      342400                1712.00                    360                     359                   5.75                      0                      0                    0.25                      6 AZUSA                  CA                                       91702 Single Family                          342400                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     11                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G03                                                      292000                1794.58                    360                     358                      7                      0                      0                   0.375                  7.375 MARANA                 AZ                                       85653 PUD                                    292000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.375                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GIII                     G02                                                   359280.55                1987.50                    360                     359                  6.375                      0                      0                    0.25                  6.625 NORWALK                CA                                       90650 Single Family                          360000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.625                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GIII                     G01                                                      388375                1901.42                    360                     359                  5.625                      0                      0                    0.25                  5.875 PERRIS                 CA                                       92570 Single Family                          388375                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 10.875                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G03                                                      547900                3024.86                    360                     358                  6.375                      0                      0                    0.25                  6.625 LOMPOC                 CA                                       93436 PUD                                    547900                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.625                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 ADN1
GIII                     G02                                                      360000                1987.50                    360                     359                  6.375                      0                      0                    0.25                  6.625 RIVERSIDE              CA                                       92504 Single Family                          360000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.625                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GII                      G02                                                      261000                1468.13                    360                     358                  6.375                      0                      0                   0.375                   6.75 KING                   CA                                       93930 Single Family                          261000                20060501            60.70000076 No MI                                1.00E+17                    2.25               20110401                  11.75                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GIII                     G02                                                      151120                 930.47                    360                     360                      6                      0                      0                    0.25                   6.25 NAMPA                  ID                                       83687 PUD                                    151120                20060701                     80 No MI                                1.00E+17                    2.25               20110601                  11.25                  1.875                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360601 ADN1
GI                       G01                                                      153900                1009.97                    360                     359                  6.975                   0.65                      0                    0.25                  7.875 MANILA                 UT                                       84046 Single Family                          153900                20060601                     90 YES                                  1.00E+17                   3.125               20110501                 12.875                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G02                                                    95774.31                 755.23                    360                     356                  8.375                      0                      0                   0.375                   8.75 JANESVILLE             WI                                       53546 Single Family                           96000                20060301                     80 No MI                                1.00E+17                   2.375               20080201                  14.75                  2.225                       1 First Lien                                    N                                            0 No_PP                                     360                      24 N                                    20360201 AFL2
GII                      G03                                                      226400                1273.50                    360                     359                  6.375                      0                      0                   0.375                   6.75 North Las Vegas        NV                                       89081 PUD                                    226400                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.75                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GIII                     G01                                                      224750                1100.34                    360                     359                  5.625                      0                      0                    0.25                  5.875 VICTORVILLE            CA                                       92392 Single Family                          224750                20060601            79.98999786 No MI                                1.00E+17                    2.25               20110501                 10.875                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G02                                                      269750                1404.95                    360                     359                      6                      0                      0                    0.25                   6.25 VICTORVILLE            CA                                       92392 Single Family                          269750                20060601            79.98999786 No MI                                1.00E+17                    2.25               20110501                  11.25                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GIII                     G02                                                      315000                1870.31                    360                     360                  6.875                      0                      0                    0.25                  7.125 SAN JOSE               CA                                       95119 Single Family                          315000                20060701            48.45999908 No MI                                1.00E+17                    2.25               20110601                 12.125                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360601 ADN1
GI                       G01                                                      142400                 860.33                    360                     359                      7                      0                      0                    0.25                   7.25 MIAMI                  FL                                       33138 Condominium                            142400                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.25                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G01                                                      387950                2263.04                    360                     360                  6.625                      0                      0                   0.375                      7 LOVETTSVILLE           VA                                       20180 Single Family                          387950                20060701            79.98999786 No MI                                1.00E+17                    2.25               20110601                     12                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GI                       G03                                                       78780                 484.17                    360                     358                      7                      0                      0                   0.375                  7.375 BUFORD                 GA                                       30518 Single Family                           78800                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      164500                1045.26                    360                     358                   7.25                      0                      0                   0.375                  7.625 Las Vegas              NV                                       89129 PUD                                    164500                20060501                     70 No MI                                1.00E+17                    2.25               20110401                 12.625                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      256000                1386.67                    360                     359                  6.125                      0                      0                   0.375                    6.5 Phoenix                AZ                                       85018 Single Family                          256000                20060601            72.51999664 No MI                                1.00E+17                    2.25               20110501                   12.5                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GIII                     G02                                                      388000                2061.25                    360                     360                  6.125                      0                      0                    0.25                  6.375 SONOMA                 CA                                       95476 PUD                                    388000                20060701                     80 No MI                                1.00E+17                    2.25               20110601                 11.375                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360601 ADN1
GIII                     G02                                                      175000                 984.38                    360                     359                    6.5                      0                      0                    0.25                   6.75 LOVELAND               CO                                       80537 Single Family                          175000                20060601                     70 No MI                                1.00E+17                    2.25               20110501                  11.75                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G01                                                      206212                1267.34                    360                     359                  7.125                      0                      0                    0.25                  7.375 FEDERAL WAY            WA                                       98023 Single Family                          206212                20060601                     75 No MI                                1.00E+17                    2.25               20110501                 12.375                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G02                                                      132000                 715.00                    360                     360                   6.25                      0                      0                    0.25                    6.5 PLAINWELL              MI                                       49080 Single Family                          132000                20060701                     80 No MI                                1.00E+17                    2.25               20110601                   11.5                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360601 ADN1
GIII                     G02                                                      213500                1200.94                    360                     359                    6.5                      0                      0                    0.25                   6.75 VALLEY VILLAGE         CA                                       91607 Condominium                            213500                20060601                     70 No MI                                1.00E+17                    2.25               20110501                  11.75                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GIII                     G02                                                      316000                1678.75                    360                     359                  6.125                      0                      0                    0.25                  6.375 LEESBURG               VA                                       20176 PUD                                    316000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.375                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G01                                                      135768                 890.98                    360                     360                  6.855                   0.77                      0                    0.25                  7.875 MONCKS CORNER          SC                                       29461 PUD                                    135768                20060701                     90 Radian Guaranty                      1.00E+17                    2.25               20110601                 12.875                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360601 ADN1
GIII                     G01                                                      390000                1990.63                    360                     360                  5.875                      0                      0                    0.25                  6.125 JACKSONVILLE           FL                                       32256 PUD                                    390000                20060701            69.40000153 No MI                                1.00E+17                    2.25               20110601                 11.125                   1.23                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360601 ADN1
GIII                     G02                                                      264000                1457.50                    360                     359                  6.375                      0                      0                    0.25                  6.625 VALRICO                FL                                       33594 PUD                                    264000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.625                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G02                                                      322692                1815.14                    360                     359                    6.5                      0                      0                    0.25                   6.75 GOODYEAR               AZ                                       85338 PUD                                    322692                20060601            89.95999908 United Guaranty                      1.00E+17                    2.25               20110501                  11.75                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G03                                                    107839.2                 755.15                    360                     358                  7.125                      0                      0                   0.375                    7.5 STRUTHERS              OH                                       44471 Single Family                          108000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                      2                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      116130                 774.20                    360                     358                  7.625                      0                      0                   0.375                      8 Tallahassee            FL                                       32303 PUD                                    116130                20060501                     70 No MI                                1.00E+17                    2.25               20110401                     13                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                   179775.46                1368.13                    360                     358                      8                      0                      0                   0.375                  8.375 FORT MYERS             FL                                       33912 Single Family                          180000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                   231582.27                1640.31                    360                     359                   7.25                      0                      0                   0.375                  7.625 Davenport              FL                                       33897 Single Family                          231750                20060601                     75 No MI                                1.00E+17                    2.25               20110501                 12.625                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      225000                1148.44                    360                     359                   5.75                      0                      0                   0.375                  6.125 Gilbert                AZ                                       85297 PUD                                    225000                20060601            66.76999664 No MI                                1.00E+17                    2.25               20110501                 12.125                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GIII                     G02                                                      282800                1649.67                    360                     360                   6.75                      0                      0                    0.25                      7 ELK GROVE              CA                                       95758 PUD                                    282800                20060701                     80 No MI                                1.00E+17                    2.25               20110601                     12                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360601 ADN1
GIII                     G01                                                      160000                 750.00                    360                     360                  5.375                      0                      0                    0.25                  5.625 LARGO                  FL                                       33778 Single Family                          160000                20060701                     80 No MI                                1.00E+17                    2.25               20110601                 10.625                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360601 ADN1
GI                       G03                                                      234016                1438.22                    360                     357                      7                      0                      0                   0.375                  7.375 Austin                 TX                                       78739 PUD                                    234016                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 12.375                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GIII                     G01                                                      236800                1159.33                    360                     359                  5.625                      0                      0                    0.25                  5.875 HESPERIA               CA                                       92345 Single Family                          236800                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 10.875                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G02                                                      460854                2496.29                    360                     360                   6.25                      0                      0                    0.25                    6.5 ANCHORAGE              AK                                       99516 Single Family                          460854                20060701                     80 No MI                                1.00E+17                    2.25               20110601                   11.5                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 ADN1
GI                       G01                                                      235920                1474.50                    360                     360                   7.25                      0                      0                    0.25                    7.5 PHOENIX                AZ                                       85022 Single Family                          235920                20060701                     80 No MI                                1.00E+17                    2.25               20110601                   12.5                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360601 ADN1
GI                       G02                                                       90392                 621.45                    360                     359                  7.875                      0                      0                   0.375                   8.25 Mesa                   AZ                                       85201 Condominium                             90392                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  13.25                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GIII                     G02                                                      246000                1281.25                    360                     360                      6                      0                      0                    0.25                   6.25 KEAAU                  HI                                       96749 Single Family                          246000                20060701            71.51000214 No MI                                1.00E+17                    2.25               20110601                  11.25                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360601 ADN1
GII                      G03                                                      458483                2435.69                    360                     359                      6                      0                      0                   0.375                  6.375 Maple Valley           WA                                       98038 PUD                                    458483                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.375                      2                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GIII                     G02                                                      214700                1230.05                    360                     360                  6.625                      0                      0                    0.25                  6.875 HOLLADAY               UT                                       84117 Single Family                          214700                20060701                     95 Republic MIC                         1.00E+17                    2.25               20110601                 11.875                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360601 ADN1
GIII                     G02                                                    24958.33                 143.23                    360                     359                  6.625                      0                      0                    0.25                  6.875 MIDDLE RIVER           MD                                       21220 PUD                                     25000                20060601            9.869999886 No MI                                1.00E+17                    2.25               20110501                 11.875                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G03                                                      553221                3400.00                    360                     359                      7                      0                      0                   0.375                  7.375 Snohomish              WA                                       98296 Single Family                          553221                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.375                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GIII                     G01                                                      315504                1577.52                    360                     359                   5.75                      0                      0                    0.25                      6 DENTON                 MD                                       21629 PUD                                    315504                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     11                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G01                                                      340288                1630.55                    360                     359                    5.5                      0                      0                    0.25                   5.75 WINTON                 CA                                       95388 Single Family                          340288                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  10.75                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G02                                                   118005.38                 749.83                    360                     358                   7.25                      0                      0                   0.375                  7.625 JONESBORO              GA                                       30236 Single Family                          118760                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.625                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G03                                                      286000                1727.92                    360                     359                  6.875                      0                      0                   0.375                   7.25 EPPING                 NH                                        3042 Single Family                          286000                20060601                     65 No MI                                1.00E+17                    2.25               20110501                  13.25                  1.875                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      279020                1772.94                    360                     358                   7.25                      0                      0                   0.375                  7.625 Surprise               AZ                                       85379 PUD                                    279020                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.625                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GIII                     G02                                                      127999                 679.99                    360                     359                  6.125                      0                      0                    0.25                  6.375 NOBLESVILLE            IN                                       46060 Single Family                          127999                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.375                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G02                                                    359999.5                2512.50                    360                     358                      8                      0                      0                   0.375                  8.375 Martinez               CA                                       94553 Single Family                          360000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GIII                     G02                                                      265500                1797.66                    360                     359                  7.185                   0.69                      0                    0.25                  8.125 GYPSUM                 CO                                       81637 Single Family                          265500                20060601                     90 Republic MIC                         1.00E+17                   3.125               20110501                 13.125                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G02                                                      140026                 787.65                    360                     359                    6.5                      0                      0                    0.25                   6.75 GRAND PRAIRIE          TX                                       75054 PUD                                    140026                20060601                     90 GE Capital MI                        1.00E+17                    2.25               20110501                  11.75                  2.185                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G02                                                    166859.7                1097.07                    360                     359                  6.625                      0                      0                    0.25                  6.875 FLORISSANT             CO                                       80816 Single Family                          167000                20060601            72.61000061 No MI                                1.00E+17                    2.25               20110501                 11.875                      2                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G01                                                      468000                2973.75                    360                     359                  7.375                      0                      0                    0.25                  7.625 LOS ANGELES            CA                                       90013 Condominium                            468000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.625                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G02                                                   382551.86                2151.86                    360                     359                    6.5                      0                      0                    0.25                   6.75 WINCHESTER             CA                                       92596 PUD                                    382552                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  11.75                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G01                                                      216000                1080.00                    360                     359                   5.75                      0                      0                    0.25                      6 SHERWOOD               OR                                       97140 Single Family                          216000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     11                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G03                                                      600000                3312.50                    360                     359                  6.375                      0                      0                    0.25                  6.625 LOS ANGELES            CA                                       90013 Condominium                            600000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.625                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GIII                     G01                                                      280000                1283.33                    360                     341                   5.25                      0                      0                    0.25                    5.5 NEW YORK               NY                                       10011 CO-OP                                  280000                20041201                     80 No MI                                1.00E+17                    2.25               20091101                   10.5                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20341101 ADN1
GIII                     G01                                                      136000                 680.00                    360                     359                   5.75                      0                      0                    0.25                      6 MESA                   AZ                                       85209 Condominium                            136000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     11                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GII                      G02                                                      274300                1485.79                    360                     359                  6.125                      0                      0                   0.375                    6.5 SUITLAND               MD                                       20746 Townhouse                              274300                20060601                     65 No MI                                1.00E+17                    2.25               20110501                   11.5                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GIII                     G03                                                      466722                2479.46                    360                     359                  6.125                      0                      0                    0.25                  6.375 CERES                  CA                                       95307 Single Family                          466722                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.375                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G01                                                      205880                1007.95                    360                     360                  5.625                      0                      0                    0.25                  5.875 ATLANTA                GA                                       30309 Condominium                            205880                20060701                     80 No MI                                1.00E+17                    2.25               20110601                 10.875                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360601 ADN1
GIII                     G02                                                      280000                1516.67                    360                     359                   6.25                      0                      0                    0.25                    6.5 CERES                  CA                                       95307 Single Family                          280000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   11.5                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G01                                                      520000                3358.33                    360                     359                    7.5                      0                      0                    0.25                   7.75 MCCALL                 ID                                       83638 Condominium                            520000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.75                  2.375                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G02                                                      202400                1096.33                    360                     359                   6.25                      0                      0                    0.25                    6.5 BUSHWOOD               MD                                       20618 PUD                                    202400                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   11.5                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GII                      G03                                                      183200                1087.75                    360                     357                   6.75                      0                      0                   0.375                  7.125 SALT LAKE CITY         UT                                       84116 Single Family                          183200                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 12.125                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GIII                     G03                                                      827196                4566.81                    360                     355                  6.375                      0                      0                    0.25                  6.625 LEESBURG               VA                                       20176 PUD                                    827196                20060201                     80 No MI                                1.00E+17                    2.25               20110101                 11.625                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360101 ADN1
GIII                     G02                                                      276000                1753.75                    360                     359                  7.375                      0                      0                    0.25                  7.625 CAPE CANAVERAL         FL                                       32920 Single Family                          276000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.625                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GIII                     G03                                                     1190000                6817.71                    360                     358                  6.625                      0                      0                    0.25                  6.875 GIG HARBOR             WA                                       98335 Single Family                         1190000                20060501                     70 No MI                                1.00E+17                    2.25               20110401                 11.875                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G02                                                      170021                1062.63                    360                     359                   7.25                      0                      0                    0.25                    7.5 POMPANO BEACH          FL                                       33069 Condominium                            170021                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   12.5                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GIII                     G03                                                      493750                2674.48                    360                     358                   6.25                      0                      0                    0.25                    6.5 CORONA                 CA                                       92880 PUD                                    493750                20060501            79.98999786 No MI                                1.00E+17                    2.25               20110401                   11.5                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GII                      G02                                                   250955.29                1359.34                    360                     359                  6.125                      0                      0                   0.375                    6.5 Sacramento             CA                                       95842 2-4 Family                             251000                20060601            62.04999924 No MI                                1.00E+17                    2.25               20110501                   12.5                      2                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GIII                     G02                                                      234000                1340.63                    360                     359                  6.625                      0                      0                    0.25                  6.875 LINDENHURST            IL                                       60046 Single Family                          234000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.875                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G01                                                      660000                4468.75                    360                     358                   7.75                      0                      0                   0.375                  8.125 CULVER CITY            CA                                       90232 2-4 Family                             660000                20060501                     75 No MI                                1.00E+17                    2.25               20110401                 14.125                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G01                                                      606250                3725.91                    360                     358                  7.125                      0                      0                    0.25                  7.375 SAN RAMON              CA                                       94582 PUD                                    606250                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.375                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G01                                                      217920                1112.30                    360                     359                  5.875                      0                      0                    0.25                  6.125 BOCA RATON             FL                                       33433 Condominium                            217920                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.125                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GII                      G02                                                   266831.77                1500.93                    360                     357                  6.375                      0                      0                   0.375                   6.75 Surprise               AZ                                       85374 PUD                                    267012                20060401                     80 No MI                                1.00E+17                    2.25               20110301                  12.75                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GIII                     G03                                                      536000                2959.17                    360                     358                  6.375                      0                      0                    0.25                  6.625 WATSONVILLE            CA                                       95076 Single Family                          536000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.625                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 ADN1
GIII                     G02                                                      262200                1420.25                    360                     359                   6.25                      0                      0                    0.25                    6.5 MODESTO                CA                                       95356 PUD                                    262200                20060601                     95 GE Capital MI                        1.00E+17                    2.25               20110501                   11.5                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G02                                                   378575.18                2760.48                    360                     352                    7.5                      0                      0                   0.375                  7.875 HOLLYWOOD              FL                                       33019 Condominium                            380720                20051101                     80 No MI                                1.00E+17                   2.375               20071001                 12.875                      2                       1 First Lien                                    N                                            0 Prepay                                    360                      24 N                                    20351001 AFL2
GIII                     G02                                                      159920                 849.58                    360                     359                  6.125                      0                      0                    0.25                  6.375 PEMBROKE PINES         FL                                       33026 Condominium                            159920                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.375                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GIII                     G02                                                       65000                 365.63                    360                     360                    6.5                      0                      0                    0.25                   6.75 WARREN                 OH                                       44483 Single Family                           65000                20060701            48.15000153 No MI                                1.00E+17                    2.25               20110601                  11.75                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360601 ADN1
GIII                     G02                                                      225000                1218.75                    360                     359                   6.25                      0                      0                    0.25                    6.5 PALM DESERT            CA                                       92211 PUD                                    225000                20060601            65.22000122 No MI                                1.00E+17                    2.25               20110501                   11.5                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G02                                                      181600                1021.50                    360                     359                    6.5                      0                      0                    0.25                   6.75 WINTER HAVEN           FL                                       33884 Single Family                          181600                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  11.75                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G01                                                   168505.45                1150.40                    360                     359                      7                      0                      0                    0.25                   7.25 KISSIMMEE              FL                                       34759 PUD                                    168637                20060601                     75 No MI                                1.00E+17                    2.25               20110501                  12.25                      2                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G01                                                      119000                 768.54                    360                     360                    7.5                      0                      0                    0.25                   7.75 MAITLAND               FL                                       32751 Condominium                            119000                20060701                     70 No MI                                1.00E+17                    2.25               20110601                  12.75                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360601 ADN1
GI                       G01                                                      119185                 782.15                    360                     359                  7.625                      0                      0                    0.25                  7.875 ATLANTA                GA                                       30341 Condominium                            119185                20060601            79.98999786 No MI                                1.00E+17                    2.25               20110501                 12.875                      2                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G02                                                      378050                2402.19                    360                     358                   7.25                      0                      0                   0.375                  7.625 NORTHFIELD             NJ                                        8225 Single Family                          378050                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.625                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G03                                                      417000                2562.81                    360                     359                      7                      0                      0                   0.375                  7.375 Glendale               AZ                                       85308 PUD                                    417000                20060601            79.73000336 No MI                                1.00E+17                    2.25               20110501                 12.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 WALN
GI                       G01                                                   442959.58                3148.33                    360                     358                  7.825                      0                      0                   0.375                    8.2 Fairview               TX                                       75069 Single Family                          443200                20060501                     80 No MI                                1.00E+17                     6.2               20080401                   14.2                  1.875                       1 First Lien                                    N                                            0 Prepay                                    480                      24 N                                    20360401 AFL2
GI                       G02                                                      301000                1912.60                    360                     359                   7.25                      0                      0                   0.375                  7.625 Chula Vista            CA                                       91915 Condominium                            301000                20060601            79.98999786 No MI                                                            2.25               20110501                 12.625                  5.825                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G03                                                       98800                 607.21                    360                     360                      7                      0                      0                   0.375                  7.375 Belvidere              IL                                       61008 Single Family                           98800                20060701                     65 No MI                                1.00E+17                    2.25               20110601                 12.375                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360601 AFL2
GI                       G03                                                      960000                5900.00                    360                     359                      7                      0                      0                   0.375                  7.375 Woodland Hills         CA                                       91367 Single Family                          960000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.375                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GIII                     G01                                                      371040                1816.55                    360                     360                  5.625                      0                      0                    0.25                  5.875 BOTHELL                WA                                       98021 PUD                                    371040                20060701                     80 No MI                                1.00E+17                    2.25               20110601                 10.875                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 ADN1
GI                       G03                                                      328000                2050.00                    360                     360                  7.125                      0                      0                   0.375                    7.5 New Albany             OH                                       43054 Single Family                          328000                20060701                     80 No MI                                1.00E+17                    2.75               20110601                   13.5                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GIII                     G01                                                      319920                1599.60                    360                     359                   5.75                      0                      0                    0.25                      6 HERNDON                VA                                       20170 PUD                                    319920                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     11                  2.375                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GII                      G02                                                   215275.06                1233.35                    360                     358                    6.5                      0                      0                   0.375                  6.875 GLENDALE               AZ                                       85303 Single Family                          215920                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.875                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GIII                     G02                                                      192000                1080.00                    360                     360                    6.5                      0                      0                    0.25                   6.75 DELAND                 FL                                       32724 Single Family                          192000                20060701                     80 No MI                                1.00E+17                    2.25               20110601                  11.75                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360601 ADN1
GIII                     G02                                                      324072                1789.15                    360                     360                  6.375                      0                      0                    0.25                  6.625 RIVERSIDE              CA                                       92503 PUD                                    324072                20060701                     80 No MI                                1.00E+17                    2.25               20110601                 11.625                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360601 ADN1
GIII                     G01                                                      300000                1500.00                    360                     359                   5.75                      0                      0                    0.25                      6 BELLINGHAM             WA                                       98225 Single Family                          300000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     11                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G02                                                      305000                1620.31                    360                     360                  6.125                      0                      0                    0.25                  6.375 SAN MARCOS             CA                                       92078 Single Family                          305000                20060701            67.77999878 No MI                                1.00E+17                    2.25               20110601                 11.375                      2                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 ADN1
GIII                     G02                                                      198000                1072.50                    360                     360                   6.25                      0                      0                    0.25                    6.5 WESTON                 FL                                       33331 PUD                                    198000                20060701                     60 No MI                                1.00E+17                    2.25               20110601                   11.5                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360601 ADN1
GI                       G02                                                   252799.99                1790.67                    360                     358                  8.125                      0                      0                   0.375                    8.5 HAGERSTOWN             MD                                       21740 PUD                                    252800                20060501            78.98999786 No MI                                1.00E+17                    2.25               20110401                   13.5                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GIII                     G01                                                    142854.2                 845.90                    360                     359                  5.625                      0                      0                    0.25                  5.875 LAS VEGAS              NV                                       89121 PUD                                    143000                20060601            53.95999908 No MI                                1.00E+17                    2.25               20110501                 10.875                  1.875                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G02                                                      396000                2145.00                    360                     359                   6.25                      0                      0                    0.25                    6.5 ARLINGTON              VA                                       22204 Single Family                          396000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   11.5                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GIII                     G02                                                      279920                1545.39                    360                     359                  6.375                      0                      0                    0.25                  6.625 CHICAGO                IL                                       60641 Single Family                          279920                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.625                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GII                      G03                                                   291999.99                1764.17                    360                     358                  6.875                      0                      0                   0.375                   7.25 RIVERDALE              MD                                       20737 Single Family                          292000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  13.25                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                      304000                1773.33                    360                     358                  6.625                      0                      0                   0.375                      7 Panorama City Area     CA                                       91402 Condominium                            304000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                     12                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G03                                                     1830000               11246.87                    360                     358                      7                      0                      0                   0.375                  7.375 GREENWICH              CT                                        6831 Single Family                         1830000                20060501            69.66000366 No MI                                1.00E+17                    2.25               20110401                 12.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G03                                                   999991.67                6041.62                    360                     359                  6.875                      0                      0                   0.375                   7.25 San Diego              CA                                       92127 PUD                                   1000000                20060601            74.91000366 No MI                                1.00E+17                    2.25               20110501                  13.25                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G02                                                   104549.09                 687.39                    360                     359                    6.5                      0                      0                   0.375                  6.875 KATY                   TX                                       77450 Single Family                          104637                20060601                     80 No MI                                                            2.25               20110501                 11.875                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                    73499.97                 512.97                    360                     358                      8                      0                      0                   0.375                  8.375 Indianapolis           IN                                       46228 PUD                                     73500                20060501                     75 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G01                                                      588000                3797.50                    360                     359                  7.375                      0                      0                   0.375                   7.75 Miami                  FL                                       33138 Single Family                          588000                20060601                     70 No MI                                1.00E+17                    2.25               20110501                  13.75                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      308000                1957.08                    360                     356                   7.25                      0                      0                   0.375                  7.625 WARRENTON              VA                                       20176 PUD                                    308000                20060301                     80 No MI                                1.00E+17                    2.25               20110201                 13.625                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360201 AFL2
GIII                     G01                                                       93000                 474.69                    360                     360                  5.365                   0.51                      0                    0.25                  6.125 HARVEY                 IL                                       60426 Single Family                           93000                20060701            84.55000305 PMI                                  1.00E+17                   3.125               20110601                 11.125                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360601 ADN1
GIII                     G01                                                      160000                 800.00                    360                     360                   5.75                      0                      0                    0.25                      6 MESQUITE               NV                                       89027 Single Family                          160000                20060701            69.56999969 No MI                                1.00E+17                    2.25               20110601                     11                  2.365                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360601 ADN1
GI                       G01                                                      660408                4677.89                    360                     360                  8.125                      0                      0                   0.375                    8.5 FREDERICK              MD                                       21704 PUD                                    660408                20060701                     80 No MI                                1.00E+17                    2.25               20110601                   13.5                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GIII                     G02                                                      197600                1152.67                    360                     360                   6.75                      0                      0                    0.25                      7 PITTSBORO              NC                                       27312 PUD                                    197600                20060701                     80 No MI                                1.00E+17                    2.25               20110601                     12                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360601 ADN1
GIII                     G02                                                      400000                2333.33                    360                     360                   6.75                      0                      0                    0.25                      7 SAN JOSE               CA                                       95136 Condominium                            400000                20060701                     80 No MI                                1.00E+17                    2.25               20110601                     12                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360601 ADN1
GIII                     G02                                                      287985                1559.92                    360                     360                   6.25                      0                      0                    0.25                    6.5 COLORADO SPRINGS       CO                                       80919 PUD                                    287985                20060701                     80 No MI                                1.00E+17                    2.25               20110601                   11.5                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360601 ADN1
GIII                     G02                                                      257600                1449.00                    360                     360                    6.5                      0                      0                    0.25                   6.75 OCOEE                  FL                                       34761 PUD                                    257600                20060701                     80 No MI                                1.00E+17                    2.25               20110601                  11.75                      2                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 ADN1
GIII                     G02                                                      260000                1408.33                    360                     360                   6.25                      0                      0                    0.25                    6.5 EDEN                   UT                                       84310 Single Family                          260000                20060701                     80 No MI                                1.00E+17                    2.25               20110601                   11.5                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360601 ADN1
GIII                     G02                                                   369648.93                2278.15                    360                     359                      6                      0                      0                    0.25                   6.25 NEWARK                 CA                                       94560 Single Family                          370000                20060601            56.91999817 No MI                                1.00E+17                    2.25               20110501                  11.25                      2                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G02                                                      200000                1083.33                    360                     360                   6.25                      0                      0                    0.25                    6.5 TUCSON                 AZ                                       85710 PUD                                    200000                20060701                     80 No MI                                1.00E+17                    2.25               20110601                   11.5                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360601 ADN1
GIII                     G02                                                      112000                 606.67                    360                     360                   6.25                      0                      0                    0.25                    6.5 PHOENIX                AZ                                       85023 PUD                                    112000                20060701                     80 No MI                                1.00E+17                    2.25               20110601                   11.5                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 ADN1
GI                       G02                                                      214400                1496.33                    360                     358                      8                      0                      0                   0.375                  8.375 Surprise               AZ                                       85388 Single Family                          214400                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G03                                                   209287.93                1465.55                    360                     358                  7.125                      0                      0                   0.375                    7.5 LAS VEGAS              NV                                       89110 Single Family                          209600                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                      175924                1026.22                    360                     356                  6.625                      0                      0                   0.375                      7 Florence               AZ                                       85232 PUD                                    175924                20060301                     80 No MI                                1.00E+17                    2.25               20110201                     12                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360201 AFL2
GI                       G03                                                    64911.79                 454.21                    360                     359                  7.125                      0                      0                   0.375                    7.5 Dallas                 TX                                       75211 Single Family                           64960                20060601                     70 No MI                                1.00E+17                    2.25               20110501                   12.5                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                    90883.12                 683.65                    360                     358                  7.875                      0                      0                   0.375                   8.25 JEFFERSON              LA                                       70121 Single Family                           91000                20060501                     70 No MI                                1.00E+17                    2.25               20110401                  13.25                      2                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 AFL2
GIII                     G02                                                      392000                2245.83                    360                     359                  6.625                      0                      0                    0.25                  6.875 LOS ANGELES            CA                                       91303 Single Family                          392000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.875                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G02                                                    165109.4                 915.42                    360                     359                   6.25                      0                      0                    0.25                    6.5 HENDERSON              NV                                       89074 PUD                                    169000                20060601            54.52000046 No MI                                1.00E+17                    2.25               20110501                   11.5                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G02                                                      108700                 577.47                    360                     359                  6.125                      0                      0                    0.25                  6.375 BOISE                  ID                                       83706 Single Family                          108700                20060601            79.98999786 No MI                                1.00E+17                    2.25               20110501                 11.375                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GII                      G03                                                      469600                3124.26                    360                     360                  6.625                      0                      0                   0.375                      7 Peoria                 AZ                                       85383 PUD                                    469600                20060701                     80 No MI                                1.00E+17                    2.25               20110601                     12                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360601 AFL2
GI                       G02                                                      104200                 716.38                    360                     357                  7.875                      0                      0                   0.375                   8.25 Atlanta                GA                                       30310 2-4 Family                             104200                20060401            74.43000031 No MI                                1.00E+17                    2.25               20110301                  14.25                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G02                                                      228000                1615.00                    360                     359                  8.125                      0                      0                   0.375                    8.5 APACHE JUNCTION        AZ                                       85220 2-4 Family                             228000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   13.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      342750                2427.81                    360                     359                  8.125                      0                      0                   0.375                    8.5 LITTLETON              CO                                       80127 PUD                                    342750                20060601                     75 No MI                                1.00E+17                    2.25               20110501                   13.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G03                                                     1885000               10995.83                    360                     360                  6.625                      0                      0                   0.375                      7 CAMARILLO              CA                                       93010 Single Family                         1885000                20060701                     65 No MI                                1.00E+17                    2.25               20110601                     12                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GIII                     G01                                                      230000                1054.17                    360                     359                   5.25                      0                      0                    0.25                    5.5 THOUSAND OAKS          CA                                       91362 Condominium                            230000                20060601            24.72999954 No MI                                1.00E+17                    2.25               20110501                   10.5                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G01                                                      216000                1080.00                    360                     360                   5.75                      0                      0                    0.25                      6 ALBUQUERQUE            NM                                       87120 Single Family                          216000                20060701                     80 No MI                                1.00E+17                    2.25               20110601                     11                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360601 ADN1
GIII                     G02                                                    83924.83                 565.87                    360                     359                  6.875                      0                      0                    0.25                  7.125 ORLANDO                FL                                       32822 Condominium                             83992                20060601                     75 No MI                                1.00E+17                    2.25               20110501                 12.125                      2                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G03                                                   146138.72                1010.11                    360                     359                      7                      0                      0                   0.375                  7.375 Killeen                TX                                       76542 2-4 Family                             146250                20060601                     65 No MI                                1.00E+17                    2.25               20110501                 12.375                      2                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360501 AFL2
GIII                     G02                                                      202184                1095.16                    360                     360                   6.25                      0                      0                    0.25                    6.5 CHARLESTON             SC                                       29414 PUD                                    202184                20060701                     80 No MI                                1.00E+17                    2.25               20110601                   11.5                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360601 ADN1
GIII                     G02                                                      217750                1134.11                    360                     359                      6                      0                      0                    0.25                   6.25 VIRGINIA BEACH         VA                                       23462 Condominium                            217750                20060601            65.79000092 No MI                                1.00E+17                    2.25               20110501                  11.25                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G01                                                      105210                 690.44                    360                     360                  7.625                      0                      0                    0.25                  7.875 TAMPA                  FL                                       33615 Condominium                            105210                20060701                     90 PMI                                  1.00E+17                    2.25               20110601                 12.875                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360601 ADN1
GIII                     G01                                                      231000                1106.88                    360                     359                    5.5                      0                      0                    0.25                   5.75 WAYNESBORO             VA                                       22980 Single Family                          231000                20060601                     77 No MI                                1.00E+17                    2.25               20110501                  10.75                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G02                                                      274000                1484.17                    360                     359                   6.25                      0                      0                    0.25                    6.5 LAS VEGAS              NV                                       89123 Condominium                            274000                20060601            73.06999969 No MI                                1.00E+17                    2.25               20110501                   11.5                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G01                                                      214712                1319.58                    360                     359                  7.125                      0                      0                    0.25                  7.375 LAS VEGAS              NV                                       89178 PUD                                    214712                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.375                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G02                                                      125520                 666.83                    360                     359                  6.125                      0                      0                    0.25                  6.375 MIAMI                  FL                                       33015 Condominium                            125520                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.375                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G03                                                   223328.78                1566.24                    360                     356                  7.125                      0                      0                   0.375                    7.5 COLUMBIA               MD                                       21046 PUD                                    224000                20060301                     80 No MI                                1.00E+17                    2.25               20110201                   12.5                      2                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360201 AFL2
GII                      G02                                                      249600                1430.00                    360                     360                    6.5                      0                      0                   0.375                  6.875 Phoenix                AZ                                       85032 Single Family                          249600                20060701                     80 No MI                                                            2.25               20110601                 11.875                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360601 AFL2
GI                       G03                                                   183196.89                1125.90                    360                     358                      7                      0                      0                   0.375                  7.375 Las Vegas              NV                                       89108 Single Family                          183200                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G01                                                      422500                2508.59                    360                     359                   6.75                      0                      0                   0.375                  7.125 TORRANCE               CA                                       90502 Single Family                          422500                20060601                     65 No MI                                                            2.25               20130501                 12.125                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      84 N                                    20360501 AFL2
GI                       G01                                                      501450                3343.00                    360                     359                  7.625                      0                      0                   0.375                      8 BRANDYWINE             MD                                       20613 PUD                                    501450                20060601            79.98999786 No MI                                1.00E+17                    2.25               20110501                     13                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      168900                1143.59                    360                     359                   7.75                      0                      0                   0.375                  8.125 TAMPA                  FL                                       33624 Single Family                          168900                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.125                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G03                                                      136800                 855.00                    360                     359                  7.125                      0                      0                   0.375                    7.5 Savannah               GA                                       31406 Single Family                          136800                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   12.5                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G03                                                    98732.76                 691.39                    360                     358                  7.125                      0                      0                   0.375                    7.5 Newark                 NJ                                        7107 Condominium                             98880                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G01                                                      255000                1301.56                    360                     307                   5.75                      0                      0                   0.375                  6.125 HILLSBOROUGH           NC                                       27278 Single Family                          255000                20020201            79.69000244 No MI                                                            2.75               20090101                 11.125                  1.875                       2 First Lien                                    Y                                           84 No_PP                                     360                      84 N                                    20320101 CALA
GI                       G01                                                      220000                1237.50                    360                     307                  6.375                      0                      0                   0.375                   6.75 SOUTHLAKE              TX                                       76092 Single Family                          220000                20020201            73.33000183 No MI                                                            2.75               20090101                  11.75                  1.875                       2 First Lien                                    Y                                           84 No_PP                                     360                      84 N                                    20320101 CALA
GI                       G03                                                      358200                2201.44                    360                     359                      7                      0                      0                   0.375                  7.375 LANCASTER              CA                                       93536 Single Family                          358200                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.375                  2.375                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G01                                                    473530.9                3160.34                    360                     309                  6.125                      0                      0                   0.375                    6.5 ANNANDALE              MN                                       55302 Single Family                          500000                20020401            61.72999954 No MI                                                            2.75               20090301                   11.5                  1.875                       2 First Lien                                    N                                            0 No_PP                                     360                      84 N                                    20320301 CALA
GII                      G02                                                      205990                1201.61                    360                     358                  6.625                      0                      0                   0.375                      7 JACKSONVILLE           FL                                       32258 PUD                                    205990                20060501                     80 No MI                                1.00E+17                    2.25               20110401                     12                  2.375                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G01                                                      406401                2328.34                    360                     308                    6.5                      0                      0                   0.375                  6.875 RICHARDSON             TX                                       75082 Single Family                          406401                20020301                     80 No MI                                                            2.75               20090201                 11.875                  1.875                       2 First Lien                                    Y                                           84 No_PP                                     360                      84 N                                    20320201 CALA
GI                       G02                                                      231912                1497.76                    360                     358                  7.375                      0                      0                   0.375                   7.75 APACHE JUNCTION        AZ                                       85218 Single Family                          231912                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.75                  2.375                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                      256750                1390.73                    360                     358                  6.125                      0                      0                   0.375                    6.5 Los Angeles            CA                                       90003 Single Family                          256750                20060501                     65 No MI                                1.00E+17                    2.25               20110401                   11.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 WALN
GI                       G01                                                   363109.93                2480.89                    360                     309                  6.375                      0                      0                   0.375                   6.75 DENVER                 CO                                       80218 Single Family                          382500                20020401            74.26999664 No MI                                                            2.75               20090301                  11.75                  1.875                       2 First Lien                                    N                                            0 No_PP                                     360                      84 N                                    20320301 CALA
GI                       G03                                                    81974.68                 567.04                    360                     358                      7                      0                      0                   0.375                  7.375 San Antonio            TX                                       78247 PUD                                     82100                20060501            64.98999786 No MI                                1.00E+17                    2.25               20110401                 12.375                  2.375                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G01                                                   225999.99                1177.08                    360                     358                  5.875                      0                      0                   0.375                   6.25 APEX                   NC                                       27502 Single Family                          226000                20060501                     80 No MI                                1.00E+17                    2.25               20090401                  12.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      36 N                                    20360401 AFL2
GI                       G01                                                   160420.04                1210.53                    360                     309                  5.125                      0                      0                   0.375                    5.5 WOODLAND HIL           CA                                       91367 Single Family                          213200                20020401            53.02999878 No MI                                                            2.75               20090301                   10.5                  1.875                       2 First Lien                                    N                                            0 No_PP                                     360                      84 N                                    20320301 CALA
GI                       G02                                                      304000                2026.67                    360                     358                  7.625                      0                      0                   0.375                      8 Phoenix                AZ                                       85003 Single Family                          304000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                     13                  2.375                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G01                                                   390302.18                2555.23                    360                     309                  5.875                      0                      0                   0.375                   6.25 NEW YORK               NY                                       10023 Condominium                            415000                20020401            15.65999985 No MI                                                            2.75               20090301                  11.25                  1.875                       2 First Lien                                    N                                            0 No_PP                                     360                      84 N                                    20320301 CALA
GII                      G03                                                      136800                 826.50                    360                     355                  6.875                      0                      0                   0.375                   7.25 Winter Haven           FL                                       33881 PUD                                    136800                20060201            79.97000122 No MI                                1.00E+17                    2.25               20110101                  12.25                  2.375                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360101 AFL2
GI                       G02                                                    79193.22                 581.88                    360                     358                  7.625                      0                      0                   0.375                      8 HOUSTON                TX                                       77067 PUD                                     79300                20060501                     65 No MI                                1.00E+17                    2.25               20110401                     13                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G01                                                   424919.04                2447.59                    360                     310                    4.5                      0                      0                   0.375                  4.875 NEW YORK               NY                                       10024 Condominium                            462500                20020501                     50 No MI                                                            2.75               20090401                  9.875                  1.875                       2 First Lien                                    N                                            0 No_PP                                     360                      84 N                                    20320401 CALA
GI                       G01                                                   621485.32                4202.05                    360                     308                   6.25                      0                      0                   0.375                  6.625 MINNEAPOLIS            MN                                       55403 Single Family                          656250                20020301                     75 No MI                                                            2.75               20090201                 11.625                  2.375                       2 First Lien                                    N                                            0 No_PP                                     360                      84 N                                    20320201 CALA
GI                       G01                                                    320894.9                2171.43                    360                     310                   6.25                      0                      0                   0.375                  6.625 MADISON                WI                                       53717 Single Family                          339120                20020501                     80 No MI                                                            2.75               20090401                 11.625                  2.375                       2 First Lien                                    N                                            0 No_PP                                     360                      84 N                                    20320401 CALA
GI                       G01                                                   497136.82                3238.68                    360                     310                  5.875                      0                      0                   0.375                   6.25 HOUSTON                TX                                       77057 Single Family                          526000                20020501            47.81999969 No MI                                                            2.75               20090401                  11.25                  2.375                       2 First Lien                                    N                                            0 No_PP                                     360                      84 N                                    20320401 CALA
GI                       G03                                                   102543.24                 709.32                    360                     358                      7                      0                      0                   0.375                  7.375 San Antonio            TX                                       78247 PUD                                    102700                20060501                     65 No MI                                1.00E+17                    2.25               20110401                 12.375                  2.375                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G01                                                   370229.46                2529.54                    360                     309                  6.375                      0                      0                   0.375                   6.75 BRECKENRIDGE           CO                                       80424 Single Family                          390000                20020401                     80 No MI                                                            2.75               20090301                  11.75                  1.875                       2 First Lien                                    N                                            0 No_PP                                     360                      84 N                                    20320301 CALA
GI                       G02                                                    79193.22                 581.88                    360                     358                  7.625                      0                      0                   0.375                      8 HOUSTON                TX                                       77067 PUD                                     79300                20060501                     65 No MI                                                            2.25               20110401                     13                  2.375                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      303960                1994.74                    360                     357                    7.5                      0                      0                   0.375                  7.875 Ontario                CA                                       91762 Single Family                          303960                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 13.875                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GII                      G03                                                     1000000                5520.83                    360                     357                   6.25                      0                      0                   0.375                  6.625 Golden Beach           FL                                       33160 Single Family                         1000000                20060401                   62.5 No MI                                1.00E+17                    2.25               20110301                 12.625                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GI                       G02                                                      301300                1914.51                    360                     358                   7.25                      0                      0                   0.375                  7.625 Surprise               AZ                                       85379 PUD                                    301300                20060501            79.98999786 No MI                                1.00E+17                    2.25               20110401                 12.625                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G03                                                      164792                 995.62                    360                     357                  6.875                      0                      0                   0.375                   7.25 College Park           GA                                       30349 PUD                                    164792                20060401                     80 No MI                                1.00E+17                    2.25               20110301                  12.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G01                                                      484800                3181.50                    360                     358                    7.5                      0                      0                   0.375                  7.875 Laurel                 MD                                       20707 PUD                                    484800                20060501            79.98999786 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                    79193.22                 581.88                    360                     358                  7.625                      0                      0                   0.375                      8 HOUSTON                TX                                       77067 PUD                                     79300                20060501                     65 No MI                                1.00E+17                    2.25               20110401                     13                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                   171688.17                1087.16                    360                     358                  6.125                      0                      0                   0.375                    6.5 Silver Spring          MD                                       20906 Condominium                            172000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   11.5                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                      159250                 912.37                    360                     357                    6.5                      0                      0                   0.375                  6.875 Atlanta                GA                                       30310 Single Family                          159250                20060401                     65 No MI                                1.00E+17                    2.25               20110301                 12.875                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GI                       G02                                                      150850                 958.53                    360                     360                   7.25                      0                      0                   0.375                  7.625 Chapel Hill            NC                                       27514 Single Family                          150850                20060701            67.48999786 No MI                                1.00E+17                    2.25               20110601                 12.625                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GII                      G03                                                   455117.71                2702.26                    360                     359                   6.75                      0                      0                   0.375                  7.125 Mountain House         CA                                       95391 PUD                                    455120                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.125                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                       85400                 596.02                    360                     359                      8                      0                      0                   0.375                  8.375 Fort Worth             TX                                       76123 Single Family                           85400                20060601                     70 No MI                                1.00E+17                    2.25               20110501                 13.375                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G03                                                      255200                1595.00                    360                     357                  7.125                      0                      0                   0.375                    7.5 Apple Valley           CA                                       92308 Single Family                          255200                20060401            79.76999664 No MI                                1.00E+17                    2.25               20110301                   13.5                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GII                      G03                                                      209500                1429.16                    360                     360                  6.875                      0                      0                   0.375                   7.25 Avondale               AZ                                       85323 PUD                                    209500                20060701            73.51000214 No MI                                1.00E+17                    2.25               20110601                  12.25                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360601 AFL2
GII                      G03                                                      204000                1211.25                    360                     358                   6.75                      0                      0                   0.375                  7.125 LITTLETON              CO                                       80127 Single Family                          204000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.125                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G03                                                      288000                1770.00                    360                     359                      7                      0                      0                   0.375                  7.375 Mechanicsville         VA                                       23111 Single Family                          288000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G02                                                      103200                 602.00                    360                     359                  6.625                      0                      0                   0.375                      7 Lakewood               CO                                       80227 Townhouse                              103200                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     12                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                    83412.53                 612.88                    360                     358                  7.625                      0                      0                   0.375                      8 HOUSTON                TX                                       77067 PUD                                     83525                20060501                     65 No MI                                1.00E+17                    2.25               20110401                     13                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                      217600                1269.34                    360                     359                  6.625                      0                      0                   0.375                      7 Fredericksburg         VA                                       22407 Single Family                          217600                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     12                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 WALN
GII                      G02                                                      146100                 791.37                    360                     359                  6.125                      0                      0                   0.375                    6.5 Bakersfield            CA                                       93309 PUD                                    146100                20060601            79.98999786 No MI                                1.00E+17                    2.25               20110501                   11.5                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                       76018                 490.95                    360                     358                  7.375                      0                      0                   0.375                   7.75 Brandon                FL                                       33511 Condominium                             76018                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  13.75                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      300100                1906.89                    360                     358                   7.25                      0                      0                   0.375                  7.625 Boca Raton             FL                                       33428 Condominium                            300100                20060501            79.98999786 No MI                                1.00E+17                    2.75               20110401                 13.625                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      264000                1732.50                    360                     359                    7.5                      0                      0                   0.375                  7.875 Laurel                 MD                                       20707 Single Family                          264000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.875                  2.375                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 WALN
GI                       G01                                                      539050                3425.21                    360                     360                   7.25                      0                      0                   0.375                  7.625 ALDIE                  VA                                       20105 PUD                                    539050                20060701                     80 No MI                                1.00E+17                    2.25               20110601                 12.625                  2.375                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GII                      G03                                                      304000                1678.33                    360                     359                   6.25                      0                      0                   0.375                  6.625 Gainesville            VA                                       20155 PUD                                    304000                20060601                     80 No MI                                1.00E+17                    2.75               20110501                 11.625                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G03                                                      234594                1441.78                    360                     358                      7                      0                      0                   0.375                  7.375 Galveston              TX                                       77554 Condominium                            234594                20060501                     80 No MI                                1.00E+17                    2.75               20110401                 13.375                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G01                                                      800000                5666.67                    360                     359                  8.125                      0                      0                   0.375                    8.5 El Dorado Hills        CA                                       95762 PUD                                    800000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   13.5                  2.375                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G03                                                      129600                 851.38                    360                     360                    6.5                      0                      0                   0.375                  6.875 Chicago                IL                                       60620 Single Family                          129600                20060701                     80 No MI                                1.00E+17                    2.25               20110601                 11.875                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360601 AFL2
GI                       G02                                                    239854.6                1845.40                    360                     359                  8.125                      0                      0                   0.375                    8.5 Pikesville             MD                                       21208 Single Family                          240000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   13.5                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 WALN
GI                       G02                                                       59500                 378.07                    360                     359                   7.25                      0                      0                   0.375                  7.625 Beverly Hills          FL                                       34465 Single Family                           59500                20060601                     70 No MI                                1.00E+17                    2.25               20110501                 12.625                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      161000                1140.42                    360                     360                  8.125                      0                      0                   0.375                    8.5 SAINT LOUIS            MO                                       63118 2-4 Family                             161000                20060701                     70 No MI                                1.00E+17                    2.25               20110601                   13.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GI                       G02                                                      204720                1343.48                    360                     359                    7.5                      0                      0                   0.375                  7.875 Buckeye                AZ                                       85326 PUD                                    204720                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G03                                                      257600                1556.33                    360                     358                  6.875                      0                      0                   0.375                   7.25 Visalia                CA                                       93292 Single Family                          257600                20060501                     80 No MI                                1.00E+17                    2.75               20110401                  13.25                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      103992                 736.61                    360                     359                  8.125                      0                      0                   0.375                    8.5 Grand Prairie          TX                                       75052 PUD                                    103992                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   13.5                  2.375                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                       81000                 565.31                    360                     359                      8                      0                      0                   0.375                  8.375 Colorado Springs       CO                                       80904 Single Family                           81000                20060601                     75 No MI                                1.00E+17                    2.25               20110501                 13.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G01                                                       78400                 568.45                    360                     360                    7.5                      0                      0                   0.375                  7.875 SAINT PAUL             MN                                       55101 Single Family                           78400                20060701                     80 No MI                                1.00E+17                    2.25               20110601                 12.875                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360601 AFL2
GI                       G02                                                      164792                1047.12                    360                     359                   7.25                      0                      0                   0.375                  7.625 Covington              GA                                       30016 PUD                                    164792                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.625                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G03                                                    157265.5                1101.26                    360                     358                  7.125                      0                      0                   0.375                    7.5 New Haven              CT                                        6519 2-4 Family                             157500                20060501                     70 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                      183913                 996.20                    360                     358                  6.125                      0                      0                   0.375                    6.5 Boca Raton             FL                                       33428 Condominium                            183913                20060501                     60 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GIII                     G02                                                      223960                1446.41                    360                     359                    7.5                      0                      0                    0.25                   7.75 NORTH LAS VEGAS        NV                                       89032 PUD                                    223960                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.75                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G02                                                      298400                2082.58                    360                     358                      8                      0                      0                   0.375                  8.375 Cape Coral             FL                                       33909 Single Family                          298400                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                      2                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GIII                     G02                                                      400000                2291.67                    360                     359                  6.625                      0                      0                    0.25                  6.875 PLAINFIELD             IL                                       60585 PUD                                    400000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.875                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G02                                                   111672.64                 792.73                    360                     356                   7.25                      0                      0                   0.375                  7.625 MONROE                 MI                                       48161 2-4 Family                             112000                20060301                     70 No MI                                1.00E+17                    2.25               20110201                 12.625                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360201 AFL2
GII                      G02                                                      413047                2366.42                    360                     358                    6.5                      0                      0                   0.375                  6.875 MOUNTAIN HOUSE         CA                                       95391 PUD                                    413047                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                    56729.15                 431.72                    360                     358                      8                      0                      0                   0.375                  8.375 FORT WAYNE             IN                                       46807 Single Family                           56800                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                      300000                1718.75                    360                     356                    6.5                      0                      0                   0.375                  6.875 COLUMBIA               MD                                       21046 Single Family                          300000                20060301            63.83000183 No MI                                1.00E+17                    2.25               20110201                 11.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360201 AFL2
GI                       G02                                                      136000                 949.17                    360                     358                      8                      0                      0                   0.375                  8.375 LAWRENCEVILLE          GA                                       30044 Single Family                          136000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      122880                 857.60                    360                     358                      8                      0                      0                   0.375                  8.375 LAWRENCEVILLE          GA                                       30044 Single Family                          122880                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GIII                     G02                                                      132000                 825.00                    360                     358                   7.25                      0                      0                    0.25                    7.5 OAK LAWN               IL                                       60453 PUD                                    132000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G03                                                       99999                 624.99                    360                     358                  7.125                      0                      0                   0.375                    7.5 LILBURN                GA                                       30047 Single Family                           99999                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      229592                1267.54                    360                     357                   6.25                      0                      0                   0.375                  6.625 N LAS VEGAS            NV                                       89081 PUD                                    229592                20060401                     80 No MI                                1.00E+17                   2.375               20080301                 11.625                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      24 N                                    20360301 AFL2
GIII                     G02                                                       97600                 599.83                    360                     358                  7.125                      0                      0                    0.25                  7.375 INDIANAPOLIS           IN                                       46237 Single Family                           97600                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.375                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GII                      G03                                                      195200                1159.00                    360                     358                   6.75                      0                      0                   0.375                  7.125 Newport News           VA                                       23601 Single Family                          195200                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.125                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                   210936.54                1605.27                    360                     358                      8                      0                      0                   0.375                  8.375 Hillside               NJ                                        7205 Single Family                          211200                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GIII                     G02                                                      280000                1575.00                    360                     358                    6.5                      0                      0                    0.25                   6.75 SIMI VALLEY            CA                                       93063 PUD                                    280000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  11.75                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G02                                                      231900                1642.62                    360                     359                  8.125                      0                      0                   0.375                    8.5 RICHMOND               VA                                       23233 PUD                                    231900                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   13.5                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      130612                 829.93                    360                     358                   7.25                      0                      0                   0.375                  7.625 RIVERTON               UT                                       84065 PUD                                    130612                20060501                     75 No MI                                1.00E+17                    2.25               20110401                 12.625                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G03                                                       80000                 483.33                    360                     357                  6.875                      0                      0                   0.375                   7.25 Jacksonville           FL                                       32205 Single Family                           80000                20060401            72.23999786 No MI                                1.00E+17                    2.25               20110301                  12.25                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GII                      G02                                                      177600                 943.50                    360                     356                      6                      0                      0                   0.375                  6.375 PHOENIX                AZ                                       85051 Single Family                          177600                20060301                     80 No MI                                1.00E+17                    2.25               20110201                 11.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360201 AFL2
GI                       G03                                                      448000                2800.00                    360                     357                  7.125                      0                      0                   0.375                    7.5 Tampa                  FL                                       33618 Single Family                          448000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                   12.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G02                                                      245980                1358.01                    360                     358                   6.25                      0                      0                   0.375                  6.625 LAS VEGAS              NV                                       89178 PUD                                    245980                20060501                     80 No MI                                1.00E+17                   2.375               20080401                 11.625                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      24 N                                    20360401 AFL2
GII                      G02                                                      170100                 974.53                    360                     357                    6.5                      0                      0                   0.375                  6.875 PHOENIX                AZ                                       85032 Single Family                          170100                20060401                     70 No MI                                1.00E+17                    2.25               20110301                 12.875                      2                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GI                       G02                                                      125200                 873.79                    360                     359                      8                      0                      0                   0.375                  8.375 Benson                 NC                                       27504 Single Family                          125200                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G03                                                      284000                1775.00                    360                     359                  7.125                      0                      0                   0.375                    7.5 WOODBRIDGE             VA                                       22191 Single Family                          284000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   12.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G01                                                      706497                4930.76                    360                     358                      8                      0                      0                   0.375                  8.375 CLEARWATER             FL                                       33764 Condominium                            706497                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G03                                                   154482.25                 756.32                    360                     356                    5.5                      0                      0                   0.375                  5.875 MESA                   AZ                                       85212 PUD                                    155050                20060301                     70 No MI                                1.00E+17                    2.25               20110201                 10.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360201 AFL2
GI                       G01                                                     1297500                8785.16                    360                     358                   7.75                      0                      0                   0.375                  8.125 Westport               CT                                        6880 Single Family                         1297500                20060501            74.13999939 No MI                                1.00E+17                    2.25               20110401                 13.125                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                       88200                 588.00                    360                     359                  7.625                      0                      0                   0.375                      8 Conway                 PA                                       15027 Single Family                           88200                20060601                     70 No MI                                1.00E+17                    2.25               20110501                     13                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      176800                1233.92                    360                     359                      8                      0                      0                   0.375                  8.375 Essex                  MD                                       21221 Single Family                          176800                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                   120717.26                 886.97                    360                     358                  7.625                      0                      0                   0.375                      8 Saginaw                TX                                       75131 Single Family                          120880                20060501                     80 No MI                                1.00E+17                    2.25               20110401                     13                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                    64719.16                 492.53                    360                     358                      8                      0                      0                   0.375                  8.375 Houston                TX                                       77048 Single Family                           64800                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                   383652.86                2078.12                    360                     358                  6.125                      0                      0                   0.375                    6.5 Lake Elsinore          CA                                       92532 PUD                                    384000                20060501                     80 No MI                                1.00E+17                   2.375               20080401                   11.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      24 N                                    20360401 AFL2
GI                       G03                                                      288000                1800.00                    360                     358                  7.125                      0                      0                   0.375                    7.5 GAITHERSBURG           MD                                       20879 PUD                                    288000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   13.5                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                   123579.12                 897.27                    360                     358                    7.5                      0                      0                   0.375                  7.875 Fort Wayne             IN                                       46808 Single Family                          123750                20060501                     75 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                    82386.08                 598.18                    360                     358                    7.5                      0                      0                   0.375                  7.875 Fort Wayne             IN                                       46805 Single Family                           82500                20060501                     75 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      197600                1379.08                    360                     358                      8                      0                      0                   0.375                  8.375 GREEN VALLEY           AZ                                       85614 PUD                                    197600                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G03                                                      156000                 975.00                    360                     358                  7.125                      0                      0                   0.375                    7.5 Kaysville              UT                                       84037 Single Family                          156000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G03                                                   131803.47                 922.96                    360                     358                  7.125                      0                      0                   0.375                    7.5 REISTERSTOWN           MD                                       21136 Condominium                            132000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G03                                                      228000                1401.25                    360                     359                      7                      0                      0                   0.375                  7.375 BALTIMORE              MD                                       21225 Single Family                          228000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                       96000                 670.00                    360                     360                      8                      0                      0                   0.375                  8.375 WIMBERLEY              TX                                       78676 PUD                                     96000                20060701                     80 No MI                                1.00E+17                    2.25               20110601                 13.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GI                       G02                                                   193424.03                1116.25                    360                     358                      6                      0                      0                   0.375                  6.375 Decatur                GA                                       30033 Single Family                          193600                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.375                  1.875                       1 First Lien                                    N                                            0 No_PP                                     480                      60 N                                    20360401 AFL2
GI                       G02                                                       96000                 738.16                    360                     360                  8.125                      0                      0                   0.375                    8.5 Montgomery             TX                                       77356 PUD                                     96000                20060701                     80 No MI                                1.00E+17                    2.25               20110601                   13.5                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360601 AFL2
GI                       G02                                                      248000                1627.50                    360                     359                    7.5                      0                      0                   0.375                  7.875 WINCHESTER             VA                                       22602 Single Family                          248000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      189750                1225.47                    360                     358                  7.375                      0                      0                   0.375                   7.75 N MIAMI BEACH          FL                                       33162 Single Family                          189750                20060501                     75 No MI                                1.00E+17                    2.25               20110401                  12.75                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G01                                                      451600                2869.54                    360                     360                   7.25                      0                      0                   0.375                  7.625 FREDERICKSBURG         VA                                       22405 Single Family                          451600                20060701                     80 No MI                                1.00E+17                    2.25               20110601                 12.625                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GI                       G02                                                      296800                2071.42                    360                     359                      8                      0                      0                   0.375                  8.375 Union City             NJ                                        7087 2-4 Family                             296800                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.375                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G03                                                      136000                 835.83                    360                     359                      7                      0                      0                   0.375                  7.375 PHOENIX                AZ                                       85053 Single Family                          136000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G03                                                      223720                1328.34                    360                     360                   6.75                      0                      0                   0.375                  7.125 SUWANEE                GA                                       30024 PUD                                    223720                20060701                     80 No MI                                                            2.25               20110601                 12.125                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GI                       G02                                                   104247.99                 684.13                    360                     352                    7.5                      0                      0                   0.375                  7.875 North Versailles       PA                                       15137 Single Family                          104250                20051101                     75 No MI                                1.00E+17                   2.375               20071001                 12.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      24 N                                    20351001 AFL2
GI                       G03                                                      181520                1134.50                    360                     360                  7.125                      0                      0                   0.375                    7.5 CHAMPIONS GATE         FL                                       33896 Condominium                            181520                20060701                     80 No MI                                1.00E+17                    2.25               20110601                   12.5                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GI                       G02                                                      300564                2066.38                    360                     359                  7.875                      0                      0                   0.375                   8.25 ORLANDO                FL                                       32819 Condominium                            300564                20060601                     90 GE Capital MI                        1.00E+17                    5.22               20110501                  13.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G03                                                      453080                3052.49                    360                     360                   6.75                      0                      0                   0.375                  7.125 LATHROP                CA                                       95330 Single Family                          453080                20060701                     80 No MI                                1.00E+17                    2.25               20110601                 12.125                  4.845                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360601 AFL2
GII                      G03                                                      417000                2519.38                    360                     360                  6.875                      0                      0                   0.375                   7.25 NAPLES                 FL                                       34114 PUD                                    417000                20060701            78.65000153 No MI                                1.00E+17                    2.25               20110601                  12.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GI                       G01                                                      518348                3293.67                    360                     360                   7.25                      0                      0                   0.375                  7.625 PEN MAR                PA                                       17268 PUD                                    518348                20060701                     80 No MI                                1.00E+17                    2.25               20110601                 12.625                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GI                       G02                                                      368000                2829.61                    360                     360                  8.125                      0                      0                   0.375                    8.5 Lake Worth             FL                                       33460 2-4 Family                             368000                20060701                     80 No MI                                                            2.25               20110601                   13.5                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360601 AFL2
GI                       G02                                                      234989                1493.16                    360                     359                   7.25                      0                      0                   0.375                  7.625 Phoenix                AZ                                       85339 PUD                                    234989                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.625                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G01                                                      314250                1538.52                    360                     358                    5.5                      0                      0                   0.375                  5.875 Hesperia               CA                                       92344 Single Family                          314250                20060501            79.98999786 No MI                                1.00E+17                    2.25               20090401                 11.875                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      36 N                                    20360401 AFL2
GII                      G03                                                      127300                 755.84                    360                     359                   6.75                      0                      0                   0.375                  7.125 FORT MOHAVE            AZ                                       86426 Single Family                          127300                20060601            69.98000336 No MI                                1.00E+17                    2.25               20110501                 12.125                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      203184                1396.89                    360                     359                  7.875                      0                      0                   0.375                   8.25 SANFORD                FL                                       32771 Condominium                            203184                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  13.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G02                                                      175200                 985.50                    360                     359                  6.375                      0                      0                   0.375                   6.75 HANFORD                CA                                       93230 Single Family                          175200                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  11.75                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G01                                                      238000                1437.92                    360                     360                  6.875                      0                      0                   0.375                   7.25 Jacksonville           FL                                       32225 Single Family                          238000                20060701                     70 No MI                                                            2.25               20110601                  12.25                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GI                       G02                                                   397833.79                2824.10                    360                     356                   7.25                      0                      0                   0.375                  7.625 Framingham             MA                                        1702 2-4 Family                             399000                20060301                     70 No MI                                1.00E+17                    2.25               20110201                 12.625                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360201 AFL2
GII                      G02                                                      386250                2092.19                    360                     359                  6.125                      0                      0                   0.375                    6.5 LAKEWOOD               CA                                       90712 Single Family                          386250                20060601                     75 No MI                                1.00E+17                    2.25               20110501                   11.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G03                                                      352500                2166.41                    360                     360                      7                      0                      0                   0.375                  7.375 Las Vegas              NV                                       89113 PUD                                    352500                20060701                     75 No MI                                1.00E+17                    2.25               20110601                 12.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GI                       G02                                                      223992                1493.28                    360                     358                  7.625                      0                      0                   0.375                      8 QUEEN CREEK            AZ                                       85242 PUD                                    223992                20060501                     80 No MI                                1.00E+17                       5               20110401                     13                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                      116000                 652.50                    360                     358                  6.375                      0                      0                   0.375                   6.75 Burnsville             MN                                       55306 Condominium                            116000                20060501            64.76999664 No MI                                1.00E+17                    2.25               20110401                  11.75                  4.625                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                      275200                1576.67                    360                     359                    6.5                      0                      0                   0.375                  6.875 SUITLAND               MD                                       20746 Townhouse                              275200                20060601            79.98999786 No MI                                1.00E+17                    2.25               20110501                 11.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G02                                                      316000                1777.50                    360                     360                  6.375                      0                      0                   0.375                   6.75 Centreville            VA                                       20121 Townhouse                              316000                20060701                     80 No MI                                1.00E+17                    2.25               20110601                  11.75                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GI                       G02                                                   251830.91                1849.09                    360                     359                  7.625                      0                      0                   0.375                      8 Milwaukee              WI                                       53224 Single Family                          252000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     13                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G01                                                      215200                1367.42                    360                     359                   7.25                      0                      0                   0.375                  7.625 Redding                CA                                       96003 Single Family                          215200                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.625                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 WALN
GI                       G02                                                     64502.4                 416.58                    360                     358                  7.375                      0                      0                   0.375                   7.75 Tulsa                  OK                                       74128 Single Family                           65600                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G03                                                      124285                 750.89                    360                     359                  6.875                      0                      0                   0.375                   7.25 High Point             NC                                       27265 PUD                                    124285                20060601                     80 No MI                                                            2.25               20110501                  12.25                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      132800                 885.33                    360                     359                  7.625                      0                      0                   0.375                      8 South Saint Paul       MN                                       55075 Single Family                          132800                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     13                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G03                                                      118300                 776.34                    360                     359                    7.5                      0                      0                   0.375                  7.875 Collinsville           IL                                       62234 Single Family                          118300                20060601            79.98999786 No MI                                1.00E+17                    2.25               20110501                 12.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 WALN
GII                      G03                                                      299920                1812.02                    360                     356                  6.875                      0                      0                   0.375                   7.25 Manassas               VA                                       20111 Single Family                          299920                20060301                     80 No MI                                1.00E+17                    2.25               20110201                  12.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360201 AFL2
GIII                     G02                                                      196000                1041.25                    360                     359                  6.125                      0                      0                    0.25                  6.375 TARZANA                CA                                       91356 Condominium                            196000                20060601            45.58000183 No MI                                1.00E+17                    2.25               20110501                 11.375                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G01                                                       97300                 638.53                    360                     359                  7.625                      0                      0                    0.25                  7.875 ORLANDO                FL                                       32835 Condominium                             97300                20060601            73.48999786 No MI                                1.00E+17                    2.25               20110501                 12.875                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GIII                     G02                                                      138500                 779.06                    360                     359                    6.5                      0                      0                    0.25                   6.75 TWENTYNINE PALMS       CA                                       92277 Single Family                          138500                20060601            69.98999786 No MI                                1.00E+17                    2.25               20110501                  11.75                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G01                                                      260000                1570.83                    360                     359                      7                      0                      0                    0.25                   7.25 MARATHON               FL                                       33050 Single Family                          260000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.25                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GIII                     G02                                                      262300                1475.44                    360                     360                    6.5                      0                      0                    0.25                   6.75 HOMESTEAD              FL                                       33032 PUD                                    262300                20060701            79.97000122 No MI                                1.00E+17                    2.25               20110601                  11.75                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360601 ADN1
GIII                     G02                                                      191992                1079.96                    360                     359                    6.5                      0                      0                    0.25                   6.75 COCONUT CREEK          FL                                       33073 Condominium                            191992                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  11.75                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G02                                                      192000                1200.00                    360                     358                  7.125                      0                      0                   0.375                    7.5 MIAMI                  FL                                       33165 Single Family                          192000                20060501            46.93999863 No MI                                1.00E+17                    2.25               20160401                   13.5                      2                       2 First Lien                                    Y                                          120 Prepay                                    360                     120 N                                    20360401 AFL2
GIII                     G02                                                      199920                1124.55                    360                     359                    6.5                      0                      0                    0.25                   6.75 BOCA RATON             FL                                       33433 Condominium                            199920                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  11.75                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G02                                                      182889                1181.16                    360                     358                  7.375                      0                      0                   0.375                   7.75 Maricopa               AZ                                       85239 PUD                                    182892                20060501                     75 No MI                                1.00E+17                    2.25               20110401                  12.75                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GIII                     G01                                                      245072                1174.30                    360                     360                    5.5                      0                      0                    0.25                   5.75 STATEN ISLAND          NY                                       10303 PUD                                    245072                20060701                     80 No MI                                1.00E+17                    2.25               20110601                  10.75                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360601 ADN1
GIII                     G02                                                      400000                2250.00                    360                     360                    6.5                      0                      0                    0.25                   6.75 MIRAMAR                FL                                       33029 PUD                                    400000                20060701            61.54000092 No MI                                1.00E+17                    2.25               20110601                  11.75                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360601 ADN1
GIII                     G02                                                      283920                1626.63                    360                     359                  6.625                      0                      0                    0.25                  6.875 CHULA VISTA            CA                                       91913 Condominium                            283920                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.875                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GII                      G01                                                      303648                1613.13                    360                     358                      6                      0                      0                   0.375                  6.375 San Jacinto            CA                                       92583 Single Family                          303648                20060501                     80 No MI                                                            2.25               20090401                 12.375                      2                       1 First Lien                                    Y                                           36 Prepay                                    360                      36 N                                    20360401 AFL2
GI                       G02                                                      271200                1836.25                    360                     359                   7.75                      0                      0                   0.375                  8.125 Sacramento             CA                                       95823 Single Family                          271200                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.125                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G02                                                      287384                1676.41                    360                     359                  6.625                      0                      0                   0.375                      7 Sacramento             CA                                       95833 Single Family                          287384                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     12                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                    228654.1                1718.90                    360                     359                  7.875                      0                      0                   0.375                   8.25 North Lauderdale       FL                                       33068 Townhouse                              228800                20060601                     80 No MI                                                            2.25               20110501                  13.25                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360501 WALN
GI                       G02                                                      320000                2266.67                    360                     359                  8.125                      0                      0                   0.375                    8.5 SCOTTSDALE             AZ                                       85251 2-4 Family                             320000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   13.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G01                                                      825000                5328.12                    360                     359                  7.375                      0                      0                   0.375                   7.75 Cave Creek             AZ                                       85331 PUD                                    825000                20060601                     75 No MI                                1.00E+17                    2.25               20110501                  12.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 WALN
GIII                     G02                                                      158800                 860.17                    360                     359                   6.25                      0                      0                    0.25                    6.5 HERMITAGE              TN                                       37076 Single Family                          158800                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   12.5                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 ADN1
GII                      G02                                                      260000                1435.42                    360                     359                  6.375                      0                      0                    0.25                  6.625 Van Nuys               CA                                       91405 Condominium                            260000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.625                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G03                                                    92861.53                 650.27                    360                     358                  7.125                      0                      0                   0.375                    7.5 Saint Louis            MO                                       63116 Single Family                           93000                20060501                     62 No MI                                1.00E+17                    2.25               20110401                   12.5                      2                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                    95734.28                 639.04                    360                     356                  6.625                      0                      0                   0.375                      7 Katy                   TX                                       77449 PUD                                     96052                20060301                     80 No MI                                1.00E+17                    2.25               20110201                     12                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360201 AFL2
GI                       G02                                                      168000                1067.50                    360                     358                   7.25                      0                      0                   0.375                  7.625 COLORADO SPRINGS       CO                                       80908 Single Family                          168000                20060501                     70 No MI                                                            2.25               20110401                 12.625                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                       75750                 481.33                    360                     358                   7.25                      0                      0                   0.375                  7.625 Baltimore              MD                                       21222 2-4 Family                              75750                20060501                     75 No MI                                1.00E+17                    2.25               20110401                 12.625                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                   175699.99                1006.61                    360                     358                    6.5                      0                      0                   0.375                  6.875 WINCHESTER             VA                                       22602 PUD                                    175700                20060501                     70 No MI                                1.00E+17                    2.25               20110401                 11.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G03                                                      344000                2078.33                    360                     358                  6.875                      0                      0                   0.375                   7.25 RIDGEFIELD PARK        NJ                                        7660 Single Family                          344000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 WALN
GII                      G03                                                      195000                1015.63                    360                     359                  5.875                      0                      0                   0.375                   6.25 BEAUMONT               CA                                       92223 PUD                                    195000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  11.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GIII                     G02                                                      156000                 893.75                    360                     359                  6.625                      0                      0                    0.25                  6.875 PORTERVILLE            CA                                       93257 Single Family                          156000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.875                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G02                                                      400000                2750.00                    360                     358                  7.875                      0                      0                   0.375                   8.25 SPRINGFIELD            VA                                       22150 Single Family                          400000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  13.25                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G01                                                     1439900                8999.38                    360                     358                  7.125                      0                      0                   0.375                    7.5 Newport Beach          CA                                       92660 Single Family                         1439900                20060501                     70 No MI                                1.00E+17                    2.25               20130401                   13.5                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      84 N                                    20360401 AFL2
GIII                     G02                                                   183837.66                1178.17                    360                     359                  6.375                      0                      0                    0.25                  6.625 MOUNT PLEASANT         SC                                       29466 PUD                                    184000                20060601                   57.5 No MI                                1.00E+17                    2.25               20110501                 11.625                  1.875                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G03                                                      511000                3140.52                    360                     358                      7                      0                      0                   0.375                  7.375 SAN JOSE               CA                                       95128 2-4 Family                             511000                20060501                     70 No MI                                1.00E+17                    2.25               20110401                 12.375                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G03                                                      367920                2184.53                    360                     357                   6.75                      0                      0                   0.375                  7.125 HENDERSON              NV                                       89074 PUD                                    367920                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 12.125                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GI                       G02                                                      112800                 787.25                    360                     358                      8                      0                      0                   0.375                  8.375 CARTERSVILLE           GA                                       30120 Single Family                          112800                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G03                                                      192535                1183.29                    360                     358                      7                      0                      0                   0.375                  7.375 QUEEN CREEK            AZ                                       85243 PUD                                    192535                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 WALN
GIII                     G02                                                       79920                 464.45                    360                     358                   6.75                      0                      0                    0.25                      7 TEMPLE HILLS           MD                                       20745 Condominium                             79920                20060501                     80 No MI                                1.00E+17                    2.25               20110401                     12                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G02                                                      600000                4125.00                    360                     358                  7.875                      0                      0                   0.375                   8.25 MAYWOOD                CA                                       90270 2-4 Family                             600000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  13.25                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                      276000                1495.00                    360                     358                  6.125                      0                      0                   0.375                    6.5 Chesapeake             VA                                       23321 Single Family                          276000                20060501            73.40000153 No MI                                1.00E+17                    2.25               20110401                   11.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GIII                     G02                                                      328800                1712.50                    360                     359                      6                      0                      0                    0.25                   6.25 PERRIS                 CA                                       92571 Single Family                          328800                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  11.25                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GIII                     G01                                                      204800                1024.00                    360                     359                   5.75                      0                      0                    0.25                      6 MENTONE                CA                                       92359 Single Family                          204800                20060601            58.50999832 No MI                                1.00E+17                    2.25               20110501                     11                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GII                      G03                                                      249600                1482.00                    360                     358                   6.75                      0                      0                   0.375                  7.125 SACRAMENTO             CA                                       95826 Single Family                          249600                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.125                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GIII                     G01                                                      217800                1089.00                    360                     359                   5.75                      0                      0                    0.25                      6 CARSON CITY            NV                                       89701 Single Family                          217800                20060601            55.84999847 No MI                                1.00E+17                    2.25               20110501                     11                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GII                      G02                                                      246000                1435.00                    360                     359                  6.625                      0                      0                   0.375                      7 Riverside              CA                                       92509 Single Family                          246000                20060601            58.70999908 No MI                                1.00E+17                    2.25               20110501                     12                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G02                                                      199800                1165.50                    360                     359                  6.625                      0                      0                   0.375                      7 Riverside              CA                                       92509 Single Family                          199800                20060601                     60 No MI                                1.00E+17                    2.25               20110501                     12                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      319520                2030.28                    360                     357                   7.25                      0                      0                   0.375                  7.625 INDIO                  CA                                       92203 PUD                                    319520                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 12.625                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G02                                                      201475                1364.15                    360                     356                   7.75                      0                      0                   0.375                  8.125 Winter Haven           FL                                       33884 PUD                                    201475                20060301                     75 No MI                                1.00E+17                    2.25               20110201                 13.125                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360201 AFL2
GI                       G02                                                      180986                1225.43                    360                     356                   7.75                      0                      0                   0.375                  8.125 Winter Haven           FL                                       33884 PUD                                    180986                20060301                     75 No MI                                1.00E+17                    2.25               20110201                 13.125                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360201 AFL2
GI                       G01                                                      575992                2999.96                    360                     358                  5.875                      0                      0                   0.375                   6.25 CONCORD                CA                                       94519 PUD                                    575992                20060501                     80 No MI                                1.00E+17                   2.375               20080401                  11.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      24 N                                    20360401 AFL2
GIII                     G02                                                      405600                2323.75                    360                     359                  6.625                      0                      0                    0.25                  6.875 CORONA                 CA                                       92879 Single Family                          405600                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.875                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G02                                                   204055.58                1342.76                    360                     358                  6.625                      0                      0                    0.25                  6.875 PHILADELPHIA           PA                                       19107 Condominium                            204400                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.875                      2                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G01                                                      133200                 679.88                    360                     359                  5.385                   0.49                      0                    0.25                  6.125 ACWORTH                GA                                       30102 PUD                                    133200                20060601                     90 Republic MIC                         1.00E+17                   2.875               20110501                 11.125                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GII                      G03                                                       84000                 507.50                    360                     358                  6.875                      0                      0                   0.375                   7.25 EUHARLEE               GA                                       30120 Single Family                           84000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.25                  2.135                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GIII                     G02                                                      195920                1081.64                    360                     359                  6.375                      0                      0                    0.25                  6.625 WHITTIER               CA                                       90603 Condominium                            195920                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.625                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GIII                     G02                                                      198750                1221.48                    360                     358                  7.125                      0                      0                    0.25                  7.375 LANCASTER              CA                                       93534 Single Family                          198750                20060501                     75 No MI                                1.00E+17                    2.25               20110401                 12.375                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GII                      G03                                                      110000                 653.13                    360                     359                   6.75                      0                      0                   0.375                  7.125 GENTRY                 AR                                       72734 Single Family                          110000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.125                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      158407                1023.05                    360                     359                  7.375                      0                      0                   0.375                   7.75 SAN ANTONIO            TX                                       78255 Single Family                          158407                20060601                     70 No MI                                1.00E+17                    2.25               20110501                  12.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GIII                     G02                                                      148000                 847.92                    360                     359                  6.625                      0                      0                    0.25                  6.875 CHESTERFIELD TWP       MI                                       48047 Single Family                          148000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.875                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G03                                                   100378.31                 702.91                    360                     358                  7.125                      0                      0                   0.375                    7.5 TUSCALOOSA             AL                                       35405 Single Family                          100528                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                      2                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 AFL2
GIII                     G02                                                      260000                1489.58                    360                     358                  6.625                      0                      0                    0.25                  6.875 EUREKA                 CA                                       95501 Single Family                          260000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.875                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G02                                                      173920                1304.40                    360                     356                  8.625                      0                      0                   0.375                      9 Davie                  FL                                       33328 Condominium                            173920                20060301                     80 No MI                                1.00E+17                    2.75               20110201                     15                      2                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360201 AFL2
GIII                     G02                                                      173235                1010.54                    360                     358                   6.75                      0                      0                    0.25                      7 TWENTYNINE PALMS       CA                                       92277 Single Family                          173235                20060501                     80 No MI                                1.00E+17                    2.25               20110401                     12                  2.375                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G02                                                      182360                1044.77                    360                     359                  6.625                      0                      0                    0.25                  6.875 CANBY                  OR                                       97013 PUD                                    182360                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.875                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G02                                                      189000                1004.06                    360                     359                  6.125                      0                      0                    0.25                  6.375 MERIDIAN               ID                                       83642 Single Family                          189000                20060601            65.84999847 No MI                                1.00E+17                    2.25               20110501                 11.375                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G02                                                      380600                2497.69                    360                     358                    7.5                      0                      0                   0.375                  7.875 CARBONDALE             CO                                       81623 PUD                                    380600                20060501                     75 No MI                                1.00E+17                    2.25               20110401                 13.875                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GIII                     G02                                                      384930                2085.04                    360                     359                   6.25                      0                      0                    0.25                    6.5 CORONA                 CA                                       92879 Single Family                          384930                20060601                     70 No MI                                1.00E+17                    2.25               20110501                   11.5                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GIII                     G02                                                      308000                1636.25                    360                     359                  6.125                      0                      0                    0.25                  6.375 LYNDHURST              NJ                                        7071 Condominium                            308000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.375                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G02                                                      241850                1587.14                    360                     358                    7.5                      0                      0                   0.375                  7.875 Hagerstown             MD                                       21740 Single Family                          241850                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                   123845.32                 942.49                    360                     358                      8                      0                      0                   0.375                  8.375 ATLANTA                GA                                       30310 Single Family                          124000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 AFL2
GIII                     G02                                                    180708.8                 978.90                    360                     359                   6.25                      0                      0                    0.25                    6.5 BRISTOL                CT                                        6010 Single Family                          180720                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   11.5                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G02                                                      182400                1178.00                    360                     358                  7.375                      0                      0                   0.375                   7.75 Atlanta                GA                                       30340 Single Family                          182400                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.75                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G03                                                      616000                3850.00                    360                     358                  7.125                      0                      0                   0.375                    7.5 Huntington Beach       CA                                       92646 Single Family                          616000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      346400                2273.25                    360                     359                    7.5                      0                      0                   0.375                  7.875 CHULUOTA               FL                                       32766 Single Family                          346400                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G03                                                      307600                1890.46                    360                     359                      7                      0                      0                   0.375                  7.375 WOODBRIDGE             VA                                       22193 PUD                                    307600                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GIII                     G02                                                   119891.52                 758.48                    360                     359                   6.25                      0                      0                    0.25                    6.5 YUMA                   AZ                                       85364 Single Family                          120000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   11.5                  1.875                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G02                                                      133600                 932.42                    360                     358                      8                      0                      0                   0.375                  8.375 Salt Lake City         UT                                       84104 2-4 Family                             133600                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GIII                     G02                                                   191817.82                1182.18                    360                     359                      6                      0                      0                    0.25                   6.25 DELTONA                FL                                       32738 Single Family                          192000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  11.25                  1.875                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360501 ADN1
GIII                     G01                                                      384000                1800.00                    360                     359                  5.375                      0                      0                    0.25                  5.625 HOFFMAN ESTATES        IL                                       60192 Single Family                          384000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 10.625                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G03                                                      110480                 690.50                    360                     358                  7.125                      0                      0                   0.375                    7.5 WOODSTOCK              GA                                       30188 Single Family                          110480                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G03                                                      580000                3322.92                    360                     359                    6.5                      0                      0                   0.375                  6.875 San Diego              CA                                       92117 Single Family                          580000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      138320                 878.91                    360                     359                   7.25                      0                      0                   0.375                  7.625 Daytona Beach          FL                                       32114 Condominium                            138320                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.625                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GIII                     G02                                                      150840                 911.33                    360                     359                      7                      0                      0                    0.25                   7.25 SUGAR LAND             TX                                       77479 Condominium                            150840                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.25                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G02                                                      200000                1354.17                    360                     359                   7.75                      0                      0                   0.375                  8.125 CINCINNATI             OH                                       45231 2-4 Family                             200000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.125                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G03                                                      200000                1208.33                    360                     358                  6.875                      0                      0                   0.375                   7.25 Las Vegas              NV                                       89122 PUD                                    200000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.25                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GIII                     G01                                                      166476                 763.02                    360                     359                   5.25                      0                      0                    0.25                    5.5 HILLSBORO              OR                                       97123 PUD                                    166476                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   10.5                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G02                                                      300000                2000.00                    360                     358                  7.625                      0                      0                   0.375                      8 NORTH OCEAN CITY       MD                                       21842 Condominium                            300000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                     14                      2                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GIII                     G02                                                      344000                1863.33                    360                     359                   6.25                      0                      0                    0.25                    6.5 FONTANA                CA                                       92337 Single Family                          344000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   11.5                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G02                                                      310000                1614.58                    360                     359                      6                      0                      0                    0.25                   6.25 CITRUS HEIGHTS         CA                                       95610 2-4 Family                             310000                20060601            71.26000214 No MI                                1.00E+17                    2.25               20110501                  11.25                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G03                                                   223919.42                1399.50                    360                     358                  7.125                      0                      0                   0.375                    7.5 VAIL                   AZ                                       85641 Single Family                          223956                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GIII                     G02                                                      364000                2085.42                    360                     359                  6.625                      0                      0                    0.25                  6.875 SAN DIEGO              CA                                       92116 Single Family                          364000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.875                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GII                      G02                                                      384000                2200.00                    360                     359                  6.625                      0                      0                    0.25                  6.875 Norwalk                CA                                       90650 Single Family                          384000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.875                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G01                                                   860307.53                6242.13                    360                     359                  7.625                      0                      0                    0.25                  7.875 Cupertino              CA                                       95014 PUD                                    860900                20060601            73.01999664 No MI                                1.00E+17                    2.25               20110501                 12.875                      2                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G03                                                      456000                2707.50                    360                     359                  6.875                      0                      0                    0.25                  7.125 Los Angeles            CA                                       90018 2-4 Family                             456000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.125                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G02                                                      291800                1519.79                    360                     359                      6                      0                      0                    0.25                   6.25 Fountain Hills         AZ                                       85268 2-4 Family                             291800                20060601            64.98999786 No MI                                1.00E+17                    2.25               20110501                  11.25                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G02                                                      417000                2389.06                    360                     359                  6.625                      0                      0                    0.25                  6.875 Fairfax                VA                                       22032 Single Family                          417000                20060601            77.94000244 No MI                                1.00E+17                    2.25               20110501                 11.875                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G03                                                   712487.45                4304.69                    360                     359                      7                      0                      0                    0.25                   7.25 Santa Barbara          CA                                       93101 Single Family                          712500                20060601                     75 No MI                                1.00E+17                    2.25               20110501                  12.25                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G03                                                      304000                1805.00                    360                     359                  6.875                      0                      0                    0.25                  7.125 Oxnard                 CA                                       93033 Condominium                            304000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.125                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                   138896.84                 971.91                    360                     359                   7.25                      0                      0                    0.25                    7.5 Spring Grove           IL                                       60081 Single Family                          139000                20060601            79.88999939 No MI                                1.00E+17                    2.25               20110501                   12.5                      2                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                   135888.49                 864.08                    360                     357                  7.375                      0                      0                    0.25                  7.625 ROMEOVILLE             IL                                       60446 Condominium                            136000                20060401                     80 No MI                                                            2.25               20110301                 12.625                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360301 ALT1
GII                      G02                                                   258763.25                1702.75                    360                     358                  6.625                      0                      0                    0.25                  6.875 NAPERVILLE             IL                                       60540 Single Family                          259200                20060501                     80 No MI                                                            2.25               20110401                 11.875                      2                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 ALT1
GI                       G02                                                      143200                 924.83                    360                     358                    7.5                      0                      0                    0.25                   7.75 CHICAGO                IL                                       60634 Condominium                            143200                20060501                     80 No MI                                                            2.25               20110401                  12.75                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ALT1
GI                       G02                                                      192800                1245.17                    360                     357                    7.5                      0                      0                    0.25                   7.75 WESTCHESTER            IL                                       60154 Single Family                          192800                20060401                     80 No MI                                                            2.25               20110301                  12.75                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360301 ALT1
GI                       G02                                                      140000                 904.17                    360                     358                    7.5                      0                      0                    0.25                   7.75 CALUMET CITY           IL                                       60409 2-4 Family                             140000                20060501                     80 No MI                                                            2.25               20110401                  12.75                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ALT1
GII                      G02                                                      131120                 723.89                    360                     358                  6.375                      0                      0                    0.25                  6.625 CHICAGO                IL                                       60613 Condominium                            131120                20060501                     80 No MI                                                            2.25               20110401                 11.625                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ALT1
GI                       G03                                                      252000                1522.50                    360                     359                      7                      0                      0                    0.25                   7.25 CHICAGO                IL                                       60634 Single Family                          252000                20060601                     80 No MI                                                            2.25               20110501                  12.25                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ALT1
GII                      G02                                                      198400                1116.00                    360                     358                    6.5                      0                      0                    0.25                   6.75 BUFFALO GROVE          IL                                       60089 Condominium                            198400                20060501                     80 No MI                                                            2.25               20110401                  11.75                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ALT1
GII                      G02                                                   187276.05                1216.77                    360                     358                    6.5                      0                      0                    0.25                   6.75 ADDISON                IL                                       60101 Townhouse                              187600                20060501                     80 No MI                                                            2.25               20110401                  11.75                      2                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 ALT1
GII                      G02                                                      248000                1446.67                    360                     358                   6.75                      0                      0                    0.25                      7 LISLE                  IL                                       60532 Single Family                          248000                20060501                     80 No MI                                                            2.25               20110401                     12                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ALT1
GII                      G02                                                      232260                1306.46                    360                     358                    6.5                      0                      0                    0.25                   6.75 JOLIET                 IL                                       60431 Single Family                          232260                20060501                     80 No MI                                                            2.25               20110401                  11.75                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ALT1
GI                       G01                                                      880000                5591.67                    360                     358                  7.375                      0                      0                    0.25                  7.625 San Francisco          CA                                       94121 2-4 Family                             880000                20060501            73.33000183 No MI                                1.00E+17                    2.25               20110401                 12.625                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G03                                                      599000                3556.56                    360                     358                  6.875                      0                      0                    0.25                  7.125 Valencia               CA                                       91355 Single Family                          599000                20060501            79.97000122 No MI                                1.00E+17                    2.25               20110401                 12.125                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G03                                                      325460                1560.17                    360                     357                    5.5                      0                      0                    0.25                   5.75 Palmdale               CA                                       93550 Single Family                          325600                20060401                     80 No MI                                1.00E+17                    2.25               20110301                  10.75                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360301 AFL2
GII                      G02                                                      319000                1827.60                    360                     358                  6.625                      0                      0                    0.25                  6.875 Yonkers                NY                                       10705 Single Family                          319000                20060501            53.16999817 No MI                                1.00E+17                    2.25               20110401                 11.875                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G03                                                      650000                3588.54                    360                     358                  6.375                      0                      0                    0.25                  6.625 Long Beach             CA                                       90807 Single Family                          650000                20060501                     65 No MI                                1.00E+17                    2.25               20110401                 11.625                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                      224100                1213.88                    360                     358                   6.25                      0                      0                    0.25                    6.5 Kent                   WA                                       98031 Condominium                            224100                20060501            79.98999786 No MI                                                            2.25               20110401                   11.5                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                      228000                1306.25                    360                     358                  6.625                      0                      0                    0.25                  6.875 Tempe                  AZ                                       85283 Single Family                          228000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.875                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                      252000                1417.50                    360                     358                    6.5                      0                      0                    0.25                   6.75 Fresno                 CA                                       93725 Single Family                          252000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  11.75                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                      398000                2321.67                    360                     358                   6.75                      0                      0                    0.25                      7 Baldwin Park           CA                                       91706 Single Family                          398000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                     12                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G01                                                      500000                3125.00                    360                     358                   7.25                      0                      0                    0.25                    7.5 Morgan Hill            CA                                       95037 Single Family                          500000                20060501            76.91999817 No MI                                1.00E+17                    2.25               20110401                   12.5                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G03                                                      937000                5075.42                    360                     358                   6.25                      0                      0                    0.25                    6.5 Woodland Hills         CA                                       91364 Single Family                          937000                20060501            74.95999908 No MI                                1.00E+17                    2.25               20110401                   11.5                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G03                                                      440000                2475.00                    360                     358                    6.5                      0                      0                    0.25                   6.75 Fremont                CA                                       94536 Single Family                          440000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  11.75                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                      364000                2085.42                    360                     358                  6.625                      0                      0                    0.25                  6.875 Corona                 CA                                       92883 Single Family                          364000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.875                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                      336800                1929.58                    360                     358                  6.625                      0                      0                    0.25                  6.875 Point Of Rocks         MD                                       21777 PUD                                    336800                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.875                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                      448000                2566.67                    360                     357                  6.625                      0                      0                    0.25                  6.875 South Ozone Park       NY                                       11420 2-4 Family                             448000                20060401            78.59999847 No MI                                1.00E+17                    2.25               20110301                 11.875                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360301 AFL2
GII                      G02                                                      147200                 843.33                    360                     358                  6.625                      0                      0                    0.25                  6.875 Willis                 MI                                       48191 Single Family                          147200                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.875                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                      319200                1828.75                    360                     357                  6.625                      0                      0                    0.25                  6.875 Panorama City          CA                                       91402 Condominium                            319200                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 11.875                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360301 AFL2
GII                      G03                                                      963700                5420.81                    360                     358                    6.5                      0                      0                    0.25                   6.75 New Canaan             CT                                        6840 Single Family                          963700                20060501                     75 No MI                                1.00E+17                    2.25               20110401                  11.75                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                      336000                1960.00                    360                     357                   6.75                      0                      0                    0.25                      7 Oakland                CA                                       94621 Single Family                          336000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                     12                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360301 AFL2
GII                      G02                                                      392000                2082.50                    360                     357                  6.125                      0                      0                    0.25                  6.375 Oceanside              CA                                       92056 Single Family                          392000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 11.375                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360301 AFL2
GII                      G02                                                      398400                2241.00                    360                     358                    6.5                      0                      0                    0.25                   6.75 Thousand Oaks          CA                                       91362 PUD                                    398400                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  11.75                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                   197150.52                1264.62                    360                     358                  6.375                      0                      0                    0.25                  6.625 Barrington             NH                                        3825 2-4 Family                             197500                20060501            65.83000183 No MI                                1.00E+17                    2.25               20110401                 11.625                      2                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                   168823.86                1102.62                    360                     358                    6.5                      0                      0                    0.25                   6.75 Cape Canaveral         FL                                       32920 Condominium                            170000                20060501            74.88999939 No MI                                1.00E+17                    2.25               20110401                  11.75                      2                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G03                                                    439734.2                2657.53                    360                     358                      7                      0                      0                    0.25                   7.25 Tacoma                 WA                                       98407 Single Family                          440000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.25                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                      320000                1766.67                    360                     358                  6.375                      0                      0                    0.25                  6.625 Manassas               VA                                       20111 Single Family                          320000                20060501            77.11000061 No MI                                1.00E+17                    2.25               20110401                 11.625                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                    201999.4                1052.08                    360                     358                      6                      0                      0                    0.25                   6.25 Debary                 FL                                       32713 Single Family                          202000                20060501            72.16999817 No MI                                1.00E+17                    2.25               20110401                  11.25                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G03                                                      222400                1343.67                    360                     357                      7                      0                      0                    0.25                   7.25 Pembroke Pines         FL                                       33028 PUD                                    222400                20060401                     80 No MI                                1.00E+17                    2.25               20110301                  12.25                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360301 AFL2
GII                      G02                                                      320000                1766.67                    360                     357                  6.375                      0                      0                    0.25                  6.625 San Clemente           CA                                       92672 Condominium                            320000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 11.625                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360301 AFL2
GII                      G02                                                      382500                2071.88                    360                     357                   6.25                      0                      0                    0.25                    6.5 San Jose               CA                                       95110 Single Family                          382500                20060401            74.26999664 No MI                                1.00E+17                    2.25               20110301                   11.5                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360301 AFL2
GI                       G03                                                      354000                2138.75                    360                     358                      7                      0                      0                    0.25                   7.25 Stockton               CA                                       95219 PUD                                    354000                20060501            78.66999817 No MI                                1.00E+17                    2.25               20110401                  12.25                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                      330400                1824.08                    360                     358                  6.375                      0                      0                    0.25                  6.625 Palmdale               CA                                       93552 Single Family                          330400                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.625                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G03                                                     1000000                5416.67                    360                     357                   6.25                      0                      0                    0.25                    6.5 Tracy                  CA                                       95304 Single Family                         1000000                20060401            55.56000137 No MI                                1.00E+17                    2.25               20110301                   11.5                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360301 AFL2
GII                      G02                                                    289681.7                1932.04                    360                     357                   6.75                      0                      0                    0.25                      7 Palmdale               CA                                       93551 Single Family                          290400                20060401                     80 No MI                                1.00E+17                    2.25               20110301                     12                      2                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360301 AFL2
GII                      G02                                                      356000                1854.17                    360                     358                      6                      0                      0                    0.25                   6.25 Glendale               CA                                       91205 Condominium                            356000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  11.25                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                   327599.97                1808.62                    360                     357                  6.375                      0                      0                    0.25                  6.625 Johns Island           SC                                       29455 PUD                                    327600                20060401                     80 No MI                                1.00E+17                    2.25               20160301                 11.625                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                     120 N                                    20360301 AFL2
GII                      G02                                                   323453.49                2128.45                    360                     358                  6.625                      0                      0                    0.25                  6.875 Rancho Cordova         CA                                       95670 Single Family                          324000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.875                      2                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G01                                                     1260000                7875.00                    360                     358                   7.25                      0                      0                    0.25                    7.5 Calabasas              CA                                       91302 PUD                                   1260000                20060501                     70 No MI                                1.00E+17                    2.25               20110401                   12.5                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G03                                                      311900                1884.40                    360                     358                      7                      0                      0                    0.25                   7.25 Lantana                FL                                       33462 Condominium                            311900                20060501            79.98999786 No MI                                1.00E+17                    2.25               20110401                  12.25                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                      278400                1624.00                    360                     358                   6.75                      0                      0                    0.25                      7 Palmdale               CA                                       93552 Single Family                          278400                20060501                     80 No MI                                1.00E+17                    2.25               20110401                     12                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                      382400                2111.17                    360                     358                  6.375                      0                      0                    0.25                  6.625 Haymarket              VA                                       20169 PUD                                    382400                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.625                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                      264000                1402.50                    360                     358                  6.125                      0                      0                    0.25                  6.375 Victorville            CA                                       92392 Single Family                          264000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.375                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                   159995.42                 933.31                    360                     358                   6.75                      0                      0                    0.25                      7 Washington             DC                                       20020 Single Family                          160000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                     12                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                      408850                2342.37                    360                     358                  6.625                      0                      0                    0.25                  6.875 Kitty Hawk             NC                                       27949 Single Family                          408850                20060501                     65 No MI                                1.00E+17                    2.25               20110401                 11.875                      2                    2.25 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G03                                                      299900                1811.90                    360                     358                      7                      0                      0                    0.25                   7.25 Ogdensburg             NJ                                        7439 Single Family                          300000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.25                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G03                                                      615000                3779.69                    360                     358                  7.125                      0                      0                    0.25                  7.375 Staten Island          NY                                       10306 2-4 Family                             615000                20060501                     75 No MI                                1.00E+17                    2.25               20110401                 12.375                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                      348000                1993.75                    360                     358                  6.625                      0                      0                    0.25                  6.875 Antioch                CA                                       94531 Single Family                          348000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.875                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      172800                1080.00                    360                     358                   7.25                      0                      0                    0.25                    7.5 Wentzville             MO                                       63385 Single Family                          172800                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G03                                                      512000                2826.67                    360                     358                  6.375                      0                      0                    0.25                  6.625 Gainesville            VA                                       20155 PUD                                    512000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.625                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                    290709.3                1912.98                    360                     358                  6.625                      0                      0                    0.25                  6.875 Renton                 WA                                       98055 PUD                                    291200                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.875                      2                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                      417000                2302.19                    360                     358                  6.375                      0                      0                    0.25                  6.625 Riverside              CA                                       92503 Single Family                          417000                20060501            74.45999908 No MI                                1.00E+17                    2.25               20110401                 11.625                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                      272000                1530.00                    360                     358                    6.5                      0                      0                    0.25                   6.75 ISLIP                  NY                                       11706 Single Family                          272000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  11.75                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G03                                                     1330000                7896.88                    360                     358                  6.875                      0                      0                    0.25                  7.125 Tarzana                CA                                       91356 Single Family                         1330000                20060501                     70 No MI                                1.00E+17                    2.25               20110401                 12.125                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                      239900                1349.44                    360                     358                    6.5                      0                      0                    0.25                   6.75 LYON TWP               MI                                       48178 Single Family                          239900                20060501            79.98999786 No MI                                1.00E+17                    2.25               20110401                  11.75                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G01                                                      628800                3537.00                    360                     357                  6.375                      0                      0                   0.375                   6.75 Seattle                WA                                       98115 Single Family                          628800                20060401                     80 No MI                                1.00E+17                    2.25               20090301                  11.75                      2                       2 First Lien                                    Y                                           36 No_PP                                     360                      36 N                                    20360301 AFL2
GII                      G01                                                      416250                2298.05                    360                     357                   6.25                      0                      0                   0.375                  6.625 Fairfax                VA                                       22030 Townhouse                              416250                20060401                     75 No MI                                1.00E+17                    2.25               20090301                 12.625                  1.875                       2 First Lien                                    Y                                           36 No_PP                                     360                      36 N                                    20360301 AFL2
GII                      G01                                                   375883.25                1801.11                    360                     357                  5.375                      0                      0                   0.375                   5.75 Moreno Valley          CA                                       92555 Single Family                          376000                20060401                     80 No MI                                1.00E+17                    2.25               20090301                  10.75                  1.875                       2 First Lien                                    Y                                           36 Prepay                                    360                      36 N                                    20360301 AFL2
GII                      G01                                                      760500                4119.38                    360                     357                  6.125                      0                      0                   0.375                    6.5 Vienna                 VA                                       22182 Single Family                          760500                20060401            50.70000076 No MI                                1.00E+17                    2.25               20090301                   12.5                  1.875                       2 First Lien                                    Y                                           36 No_PP                                     360                      36 N                                    20360301 AFL2
GII                      G01                                                      468000                2437.50                    360                     357                  5.875                      0                      0                   0.375                   6.25 Newark                 CA                                       94560 Single Family                          468000                20060401                     80 No MI                                                            2.25               20090301                  11.25                  1.875                       2 First Lien                                    Y                                           36 Prepay                                    360                      36 N                                    20360301 AFL2
GII                      G01                                                   232149.94                1257.48                    360                     357                  6.125                      0                      0                   0.375                    6.5 Arlington              WA                                       98223 Single Family                          232150                20060401            79.98999786 No MI                                1.00E+17                    2.25               20090301                   12.5                  1.875                       2 First Lien                                    Y                                           36 Prepay                                    360                      36 N                                    20360301 AFL2
GII                      G01                                                      260000                1354.17                    360                     357                  5.875                      0                      0                   0.375                   6.25 Niles                  IL                                       60714 Single Family                          260000                20060401                     80 No MI                                1.00E+17                    2.25               20090301                  12.25                  1.875                       2 First Lien                                    Y                                           36 No_PP                                     360                      36 N                                    20360301 AFL2
GII                      G01                                                   127048.62                 676.54                    360                     357                      6                      0                      0                   0.375                  6.375 Hampstead              MD                                       21074 Condominium                            127900                20060401            79.98999786 No MI                                1.00E+17                    2.25               20090301                 12.375                  1.875                       2 First Lien                                    Y                                           36 No_PP                                     360                      36 N                                    20360301 AFL2
GII                      G01                                                   147624.83                 972.26                    360                     357                    6.5                      0                      0                   0.375                  6.875 Saint Louis            MO                                       63122 PUD                                    148000                20060401                     80 No MI                                1.00E+17                    2.25               20090301                 11.875                  1.875                       2 First Lien                                    N                                            0 No_PP                                     360                      36 N                                    20360301 AFL2
GII                      G01                                                      400000                2125.00                    360                     357                      6                      0                      0                   0.375                  6.375 Sumner                 WA                                       98390 PUD                                    400000                20060401                     80 No MI                                1.00E+17                    2.25               20090301                 11.375                  1.875                       2 First Lien                                    Y                                           36 Prepay                                    360                      36 N                                    20360301 AFL2
GII                      G01                                                      208000                1083.33                    360                     358                  5.875                      0                      0                   0.375                   6.25 Kirkland               WA                                       98034 Condominium                            208000                20060501                     80 No MI                                1.00E+17                    2.25               20090401                  12.25                  1.875                       2 First Lien                                    Y                                           36 No_PP                                     360                      36 N                                    20360401 AFL2
GII                      G01                                                      185000                 982.81                    360                     358                      6                      0                      0                   0.375                  6.375 Tampa                  FL                                       33647 PUD                                    185000                20060501            78.72000122 No MI                                1.00E+17                    2.25               20090401                 12.375                  1.875                       2 First Lien                                    Y                                           36 No_PP                                     360                      36 N                                    20360401 AFL2
GII                      G02                                                   213972.26                1410.43                    360                     356                  6.625                      0                      0                    0.25                  6.875 Northampton            PA                                       18067 Single Family                          214700                20060301            79.98999786 No MI                                1.00E+17                    2.25               20110201                 11.875                  1.875                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360201 AFL2
GII                      G03                                                      487200                2740.50                    360                     356                    6.5                      0                      0                    0.25                   6.75 Fairfield              CT                                        6430 Single Family                          487200                20060301                     80 No MI                                1.00E+17                    2.25               20110201                  11.75                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360201 AFL2
GII                      G02                                                   283433.21                1888.80                    360                     358                   6.75                      0                      0                    0.25                      7 Boca Raton             FL                                       33433 Townhouse                              283900                20060501            79.98999786 No MI                                1.00E+17                    2.25               20110401                     12                      2                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                   239554.24                1497.29                    360                     358                  6.125                      0                      0                    0.25                  6.375 Jersey City            NJ                                        7307 2-4 Family                             240000                20060501            53.33000183 No MI                                1.00E+17                    2.25               20110401                 11.375                      2                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                   347531.42                2553.51                    360                     358                   7.75                      0                      0                    0.25                      8 Elgin                  IL                                       60123 PUD                                    348000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                     13                      2                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                      384000                2000.00                    360                     358                      6                      0                      0                    0.25                   6.25 La Crescenta           CA                                       91214 Condominium                            384000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  11.25                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                      386000                2010.42                    360                     358                      6                      0                      0                    0.25                   6.25 Santa Ana              CA                                       92704 Single Family                          386000                20060501            57.18999863 No MI                                1.00E+17                    2.25               20110401                  11.25                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                      179100                 988.78                    360                     358                  6.375                      0                      0                    0.25                  6.625 California City        CA                                       93505 Single Family                          179100                20060501            79.98999786 No MI                                1.00E+17                    2.25               20110401                 11.625                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                      276000                1523.75                    360                     358                  6.375                      0                      0                    0.25                  6.625 Lancaster              CA                                       93536 Single Family                          276000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.625                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                      197400                1028.13                    360                     358                      6                      0                      0                    0.25                   6.25 Tucson                 AZ                                       85713 PUD                                    197400                20060501            79.91999817 No MI                                1.00E+17                    2.25               20110401                  11.25                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G03                                                      645000                3762.50                    360                     358                   6.75                      0                      0                    0.25                      7 Woodland Hills         CA                                       91364 Single Family                          645000                20060501            67.19000244 No MI                                1.00E+17                    2.25               20110401                     12                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                      400000                2250.00                    360                     358                    6.5                      0                      0                    0.25                   6.75 Alameda                CA                                       94501 Single Family                          400000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  11.75                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G01                                                    778585.9                4930.14                    360                     358                  6.125                      0                      0                   0.375                    6.5 Ramapo                 NY                                       10970 Single Family                          780000                20060501            76.09999847 No MI                                1.00E+17                    2.25               20090401                   11.5                      2                       2 First Lien                                    N                                            0 Prepay                                    360                      36 N                                    20360401 AFL2
GII                      G02                                                      347200                1989.17                    360                     359                    6.5                      0                      0                   0.375                  6.875 Silver Spring          MD                                       20902 Single Family                          347200                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.875                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G02                                                   221631.95                1476.97                    360                     358                   6.75                      0                      0                    0.25                      7 GLENDALE HEIGHTS       IL                                       60139 Single Family                          222000                20060501                     80 No MI                                                            2.25               20110401                     12                  1.875                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 ALT1
GII                      G03                                                      566400                3245.00                    360                     356                  6.625                      0                      0                    0.25                  6.875 ELMHURST               IL                                       60126 Single Family                          566400                20060301                     80 No MI                                                            2.25               20110201                 11.875                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360201 ALT1
GII                      G03                                                      370172                2197.90                    360                     358                  6.875                      0                      0                    0.25                  7.125 SHOREWOOD              IL                                       60431 Single Family                          370172                20060501                     80 No MI                                                            2.25               20110401                 12.125                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ALT1
GII                      G03                                                      178400                1059.25                    360                     359                  6.875                      0                      0                    0.25                  7.125 CHICAGO                IL                                       60629 Single Family                          178400                20060601                     80 No MI                                                            2.25               20110501                 12.125                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ALT1
GII                      G01                                                   160896.44                1058.75                    360                     358                  6.625                      0                      0                    0.25                  6.875 CREST HILL             IL                                       60435 Single Family                          161168                20060501                     80 No MI                                                            2.25               20090401                 12.875                      2                       2 First Lien                                    N                                            0 No_PP                                     360                      36 N                                    20360401 ALT1
GII                      G02                                                      273329                1565.95                    360                     358                  6.625                      0                      0                    0.25                  6.875 PLAINFIELD             IL                                       60585 Single Family                          273329                20060501                     80 No MI                                                            2.25               20110401                 11.875                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ALT1
GI                       G03                                                     1000000                6041.67                    360                     358                      7                      0                      0                    0.25                   7.25 Closter                NJ                                        7624 Single Family                         1000000                20060501            60.24000168 No MI                                1.00E+17                    2.25               20110401                  12.25                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                      214400                1250.67                    360                     358                   6.75                      0                      0                    0.25                      7 Marysville             WA                                       98270 Single Family                          214400                20060501                     80 No MI                                1.00E+17                    2.25               20110401                     12                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                      417000                2258.75                    360                     358                   6.25                      0                      0                    0.25                    6.5 Oakley                 CA                                       94561 Single Family                          417000                20060501            67.80000305 No MI                                1.00E+17                    2.25               20110401                   11.5                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G01                                                   435382.56                3123.56                    360                     358                    7.5                      0                      0                    0.25                   7.75 Falls Church           VA                                       22046 Single Family                          436000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.75                      2                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                      314000                1798.96                    360                     358                  6.625                      0                      0                    0.25                  6.875 San Jose               CA                                       95111 PUD                                    314000                20060501            74.23000336 No MI                                1.00E+17                    2.25               20110401                 11.875                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                      276000                1495.00                    360                     358                   6.25                      0                      0                    0.25                    6.5 Branford               CT                                        6405 Single Family                          276000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   11.5                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G03                                                      392000                2368.33                    360                     358                      7                      0                      0                    0.25                   7.25 Seattle                WA                                       98103 Townhouse                              392000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.25                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G03                                                      448000                2566.67                    360                     358                  6.625                      0                      0                    0.25                  6.875 Oxnard                 CA                                       93036 Single Family                          448000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.875                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G03                                                      218850                1345.02                    360                     359                  7.125                      0                      0                    0.25                  7.375 East Providence        RI                                        2914 Single Family                          218850                20060601            79.98999786 No MI                                1.00E+17                    2.25               20110501                 12.375                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G02                                                      352000                1980.00                    360                     358                    6.5                      0                      0                    0.25                   6.75 Baldwin Park           CA                                       91706 Single Family                          352000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  11.75                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G03                                                      466400                2672.08                    360                     358                  6.625                      0                      0                    0.25                  6.875 Saint Louis            MO                                       63119 Single Family                          466400                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.875                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G01                                                      496000                3100.00                    360                     358                   7.25                      0                      0                    0.25                    7.5 Temecula               CA                                       92592 Single Family                          496000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                   188681.51                1241.60                    360                     358                  6.625                      0                      0                    0.25                  6.875 Portland               OR                                       97213 Single Family                          189000                20060501            79.41000366 No MI                                1.00E+17                    2.25               20110401                 11.875                      2                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                      320000                1666.67                    360                     358                      6                      0                      0                    0.25                   6.25 Fairfield              CA                                       94534 Single Family                          320000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  11.25                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G03                                                      500000                2812.50                    360                     358                    6.5                      0                      0                    0.25                   6.75 Oxnard                 CA                                       93035 Single Family                          500000                20060501            78.12999725 No MI                                1.00E+17                    2.25               20110401                  11.75                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G03                                                   207809.55                1420.98                    360                     357                      7                      0                      0                    0.25                   7.25 Sunny Isles            FL                                       33160 Condominium                            208300                20060401            79.98999786 No MI                                1.00E+17                    2.25               20110301                  12.25                      2                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360301 AFL2
GII                      G02                                                      228000                1330.00                    360                     358                   6.75                      0                      0                    0.25                      7 Bowie                  MD                                       20715 Single Family                          228000                20060501            61.61999893 No MI                                1.00E+17                    2.25               20110401                     12                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                   131760.69                 834.33                    360                     358                   6.25                      0                      0                    0.25                    6.5 Dunedin                FL                                       34698 Condominium                            132000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   11.5                      2                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                   356268.75                2494.80                    360                     358                   7.25                      0                      0                    0.25                    7.5 Hilton Head Island     SC                                       29928 Condominium                            356800                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                      2                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G03                                                      620000                3552.08                    360                     358                  6.625                      0                      0                    0.25                  6.875 San Jose               CA                                       95121 Single Family                          620000                20060501            68.12999725 No MI                                1.00E+17                    2.25               20110401                 11.875                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                      289000                1535.31                    360                     358                  6.125                      0                      0                    0.25                  6.375 San Pedro              CA                                       90732 Condominium                            289000                20060501            50.25999832 No MI                                1.00E+17                    2.25               20110401                 11.375                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G03                                                      348750                2143.36                    360                     358                  7.125                      0                      0                    0.25                  7.375 Pomona                 CA                                       91767 Single Family                          348750                20060501                     75 No MI                                1.00E+17                    2.25               20110401                 12.375                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G03                                                      311900                1851.91                    360                     358                  6.875                      0                      0                    0.25                  7.125 Bristow                VA                                       20136 Single Family                          311900                20060501            79.98999786 No MI                                1.00E+17                    2.25               20110401                 12.125                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G03                                                      445300                2458.43                    360                     358                  6.375                      0                      0                    0.25                  6.625 Oakley                 CA                                       94561 Single Family                          445300                20060501            79.98999786 No MI                                1.00E+17                    2.25               20110401                 11.625                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                      288000                1560.00                    360                     358                   6.25                      0                      0                    0.25                    6.5 Ventura                CA                                       93004 Condominium                            288000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   11.5                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G01                                                      423850                2649.06                    360                     358                   7.25                      0                      0                    0.25                    7.5 Costa Mesa             CA                                       92626 Condominium                            424000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G03                                                      520750                3146.20                    360                     358                      7                      0                      0                    0.25                   7.25 Triangle               VA                                       22172 PUD                                    520750                20060501            79.98999786 No MI                                1.00E+17                    2.25               20110401                  12.25                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G03                                                      420000                2537.50                    360                     358                      7                      0                      0                    0.25                   7.25 Van Nuys               CA                                       91406 Single Family                          420000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.25                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G03                                                      168000                 997.50                    360                     358                  6.875                      0                      0                    0.25                  7.125 Seattle                WA                                       98101 Condominium                            168000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.125                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                   339506.27                2406.50                    360                     358                  7.375                      0                      0                    0.25                  7.625 Olivehurst             CA                                       95961 Single Family                          340000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.625                      2                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                    383798.9                2118.90                    360                     358                  6.375                      0                      0                    0.25                  6.625 Tacoma                 WA                                       98443 Single Family                          384000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.625                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                   137018.72                 901.64                    360                     358                  6.625                      0                      0                    0.25                  6.875 Casselberry            FL                                       32707 PUD                                    137250                20060501            73.40000153 No MI                                1.00E+17                    2.25               20110401                 11.875                      2                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                      352000                2053.33                    360                     358                   6.75                      0                      0                    0.25                      7 Oakland                CA                                       94605 Single Family                          352000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                     12                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                      224000                1260.00                    360                     358                    6.5                      0                      0                    0.25                   6.75 Fredericksburg         VA                                       22401 Single Family                          224000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  11.75                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                   416314.37                2774.32                    360                     358                   6.75                      0                      0                    0.25                      7 Rowland Heights        CA                                       91748 Single Family                          417000                20060501            79.43000031 No MI                                1.00E+17                    2.25               20110401                     12                      2                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G03                                                      315920                1612.51                    360                     358                  5.875                      0                      0                    0.25                  6.125 Bellevue               WA                                       98006 Single Family                          316000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.125                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G03                                                   416999.38                2519.37                    360                     358                      7                      0                      0                    0.25                   7.25 Tampa                  FL                                       33624 PUD                                    417000                20060501                     75 No MI                                1.00E+17                    2.25               20110401                  12.25                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G03                                                      293600                1804.42                    360                     358                  7.125                      0                      0                    0.25                  7.375 Debary                 FL                                       32713 PUD                                    293600                20060501            79.98999786 No MI                                1.00E+17                    2.25               20110401                 12.375                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                      315000                1771.88                    360                     358                    6.5                      0                      0                    0.25                   6.75 Hemet                  CA                                       92544 Single Family                          315000                20060501            64.29000092 No MI                                1.00E+17                    2.25               20110401                  11.75                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                      271924                1529.57                    360                     358                    6.5                      0                      0                    0.25                   6.75 Pittsburg              CA                                       94565 Single Family                          271950                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  11.75                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                    44037.54                 315.94                    360                     358                    7.5                      0                      0                    0.25                   7.75 Rochester              NY                                       14623 Single Family                           44100                20060501                     70 No MI                                1.00E+17                    2.25               20110401                  12.75                      2                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                    45435.56                 325.97                    360                     358                    7.5                      0                      0                    0.25                   7.75 Rochester              NY                                       14619 Single Family                           45500                20060501                     70 No MI                                1.00E+17                    2.25               20110401                  12.75                      2                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G03                                                     1000000                6145.83                    360                     358                  7.125                      0                      0                    0.25                  7.375 Lafayette              CA                                       94549 Single Family                         1000000                20060501            72.45999908 No MI                                1.00E+17                    2.25               20110401                 12.375                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                       88000                 504.17                    360                     358                  6.625                      0                      0                    0.25                  6.875 Rochester              NY                                       14623 Single Family                           88000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.875                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                      300000                1750.00                    360                     358                   6.75                      0                      0                    0.25                      7 Hesperia               CA                                       92345 Single Family                          300000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                     12                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G03                                                      623200                3505.50                    360                     358                    6.5                      0                      0                    0.25                   6.75 Saugus                 CA                                       91350 PUD                                    623200                20060501            79.87000275 No MI                                1.00E+17                    2.25               20110401                  11.75                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G03                                                      400000                2375.00                    360                     358                  6.875                      0                      0                    0.25                  7.125 Sterling               VA                                       20164 Single Family                          400000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.125                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G03                                                      513000                2939.06                    360                     358                  6.625                      0                      0                    0.25                  6.875 Springfield            VA                                       22152 Single Family                          513000                20060501            64.94000244 No MI                                1.00E+17                    2.25               20110401                 11.875                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G03                                                      278000                1679.58                    360                     359                      7                      0                      0                    0.25                   7.25 Washington             DC                                       20018 Single Family                          278000                20060601            76.16000366 No MI                                1.00E+17                    2.25               20110501                  12.25                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G03                                                      486700                2737.69                    360                     355                    6.5                      0                      0                    0.25                   6.75 Murrieta               CA                                       92562 Single Family                          486700                20060201            79.98999786 No MI                                1.00E+17                    2.25               20110101                  11.75                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360101 AFL2
GII                      G02                                                      295200                1691.25                    360                     358                  6.625                      0                      0                    0.25                  6.875 New York               NY                                       10033 CO-OP                                  295200                20060501                     80 No MI                                                            2.25               20110401                 11.875                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G03                                                      275500                1635.78                    360                     358                  6.875                      0                      0                    0.25                  7.125 Carmel                 NY                                       10512 Townhouse                              275500                20060501                     95 United Guaranty                      1.00E+17                    2.25               20110401                 12.125                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G03                                                      746250                4197.66                    360                     358                    6.5                      0                      0                    0.25                   6.75 Scottsdale             AZ                                       85262 Single Family                          746250                20060501                     75 No MI                                1.23E+17                    2.25               20110401                  11.75                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                      118000                 676.04                    360                     358                  6.625                      0                      0                    0.25                  6.875 Brandon                FL                                       33511 Single Family                          118000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.875                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                   303095.87                2022.52                    360                     358                   6.75                      0                      0                    0.25                      7 Berlin                 CT                                        6037 Single Family                          304000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                     12                      2                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G03                                                   131399.11                 908.93                    360                     358                  7.125                      0                      0                    0.25                  7.375 Munford                TN                                       38058 Single Family                          131600                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.375                      2                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                      386400                2213.75                    360                     358                  6.625                      0                      0                    0.25                  6.875 Fullerton              CA                                       92833 Single Family                          386400                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.875                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G03                                                   956243.37                5478.78                    360                     358                  6.625                      0                      0                    0.25                  6.875 San Clemente           CA                                       92673 PUD                                    956350                20060501                     75 No MI                                1.00E+17                    2.25               20110401                 11.875                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                      219200                1233.00                    360                     359                    6.5                      0                      0                    0.25                   6.75 Bakersfield            CA                                       93306 Single Family                          219200                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  11.75                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G03                                                      488000                2795.83                    360                     358                  6.625                      0                      0                    0.25                  6.875 Hayward                CA                                       94541 Single Family                          488000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.875                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                      120000                 700.00                    360                     359                   6.75                      0                      0                    0.25                      7 Phoenix                AZ                                       85022 PUD                                    120000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     12                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G02                                                      313650                1731.61                    360                     358                  6.375                      0                      0                    0.25                  6.625 Merced                 CA                                       95340 Single Family                          313650                20060501            79.98999786 No MI                                1.00E+17                    2.25               20110401                 11.625                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                      148860                 806.33                    360                     350                  6.125                      0                      0                   0.375                    6.5 MIAMI                  FL                                       33172 Condominium                            148860                20050901                     90 PMI                                  1.00E+17                     3.5               20100801                   12.5                      2                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20350801 ALT1
GII                      G01                                                       80669                 428.55                    360                     350                      6                      0                      0                   0.375                  6.375 HOUSTON                TX                                       77099 Single Family                           80669                20050901                     80 No MI                                1.00E+17                     3.5               20080801                 12.375                  3.125                       2 First Lien                                    Y                                          120 No_PP                                     360                      36 N                                    20350801 ALT1
GII                      G03                                                    126750.7                 871.65                    360                     350                  6.035                   0.84                      0                   0.375                   7.25 MARION                 IA                                       52302 Single Family                          127775                20050901                     95 PMI                                  1.00E+17                   4.375               20100801                  13.25                  3.125                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20350801 ALT1
GII                      G01                                                   339451.52                2193.39                    360                     350                   5.88                   0.37                      0                   0.375                  6.625 TRIANGLE               VA                                       22172 Single Family                          342550                20050901                     85 PMI                                  1.00E+17                       4               20080801                 12.625                   3.16                       2 First Lien                                    N                                            0 Prepay                                    360                      36 N                                    20350801 ALT1
GII                      G01                                                      445000                2549.48                    360                     350                    5.9                    0.6                      0                   0.375                  6.875 HERNDON                VA                                       20170 PUD                                    445000                20050901                  91.75 PMI                                  1.00E+17                   4.125               20080801                 12.875                  3.255                       2 First Lien                                    Y                                          120 Prepay                                    360                      36 N                                    20350801 ALT1
GII                      G01                                                      239200                1270.75                    360                     350                      6                      0                      0                   0.375                  6.375 LAS VEGAS              NV                                       89139 PUD                                    239200                20050901                     80 No MI                                1.00E+17                     3.5               20080801                 12.375                   3.15                       2 First Lien                                    Y                                          120 Prepay                                    360                      36 N                                    20350801 ALT1
GII                      G03                                                   242757.79                1470.43                    360                     350                  5.625                      0                      0                   0.375                      6 RENO                   NV                                       89523 Single Family                          245255                20050901            73.87000275 No MI                                1.00E+17                     3.5               20100801                     12                  3.125                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20350801 ALT1
GII                      G01                                                   208948.36                1240.63                    360                     350                   6.75                      0                      0                   0.375                  7.125 LAKE WORTH             FL                                       33467 PUD                                    209000                20050901                     95 PMI                                  1.00E+17                     3.5               20080801                 13.125                  3.125                       2 First Lien                                    Y                                          120 Prepay                                    360                      36 N                                    20350801 ALT1
GII                      G01                                                   139873.78                 859.39                    360                     350                      7                      0                      0                   0.375                  7.375 SCOTTSDALE             AZ                                       85259 Condominium                            139920                20050901                     80 No MI                                1.00E+17                     3.5               20080801                 13.375                  3.125                       2 First Lien                                    Y                                          120 Prepay                                    360                      36 N                                    20350801 ALT1
GII                      G03                                                       95900                 569.41                    360                     350                   6.75                      0                      0                   0.375                  7.125 TAMPA                  FL                                       33610 Single Family                           95900                20050901            79.98000336 No MI                                1.00E+17                     3.5               20100801                 13.125                  3.125                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20350801 ALT1
GI                       G03                                                       59451                 414.41                    360                     350                      7                      0                      0                   0.375                  7.375 LOGANSPORT             IN                                       46947 Single Family                           60000                20050901                    100 PMI                                  1.00E+17                     3.5               20100801                 13.375                  3.125                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20350801 ALT1
GII                      G01                                                      185000                1021.35                    360                     350                   6.25                      0                      0                   0.375                  6.625 LAUREL                 MD                                       20707 Single Family                          185000                20050901            67.40000153 No MI                                1.00E+17                     3.5               20080801                 12.625                  3.125                       2 First Lien                                    Y                                          120 Prepay                                    360                      36 N                                    20350801 ALT1
GII                      G01                                                      370000                2273.96                    360                     350                      7                      0                      0                   0.375                  7.375 WOONSOCKET             RI                                        2895 2-4 Family                             370000                20050901                    100 PMI                                  1.00E+17                     3.5               20080801                 13.375                  3.125                       2 First Lien                                    Y                                          120 Prepay                                    360                      36 N                                    20350801 ALT1
GII                      G01                                                      104000                 552.50                    360                     350                      6                      0                      0                   0.375                  6.375 NEWARK                 OH                                       43055 Single Family                          104000                20050901                     80 No MI                                1.00E+17                     3.5               20080801                 12.375                  3.125                       2 First Lien                                    Y                                          120 Prepay                                    360                      36 N                                    20350801 ALT1
GII                      G02                                                   180536.31                1152.89                    360                     349                  6.125                      0                      0                   0.375                    6.5 HARTFORD               WI                                       53027 Single Family                          182400                20050801                     95 PMI                                  1.00E+17                     3.5               20100701                   12.5                  3.125                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20350701 ALT1
GII                      G03                                                      247500                1495.31                    360                     349                  6.875                      0                      0                   0.375                   7.25 LAKE ZURICH            IL                                       60047 Single Family                          247500                20050801                     90 PMI                                  1.00E+17                     3.5               20100701                  13.25                  3.125                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20350701 ALT1
GI                       G03                                                    53049.36                 374.08                    360                     349                  7.125                      0                      0                   0.375                    7.5 OTTUMWA                IA                                       52501 Single Family                           53500                20050801            79.84999847 No MI                                1.00E+17                     3.5               20100701                   13.5                  3.125                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20350701 ALT1
GI                       G03                                                    49975.51                 352.40                    360                     349                  7.125                      0                      0                   0.375                    7.5 OTTUMWA                IA                                       52501 Single Family                           50400                20050801                     80 No MI                                1.00E+17                     3.5               20100701                   13.5                  3.125                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20350701 ALT1
GII                      G02                                                      260100                1408.88                    360                     349                  6.125                      0                      0                   0.375                    6.5 GURNEE                 IL                                       60031 Single Family                          260300                20050801                     95 PMI                                  1.00E+17                     3.5               20100701                   12.5                  3.125                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20350701 ALT1
GII                      G03                                                      252150                1260.75                    360                     349                  5.625                      0                      0                   0.375                      6 PLAINFIELD             IL                                       60544 PUD                                    252150                20050801            79.98999786 No MI                                1.00E+17                     3.5               20100701                     12                  3.125                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20350701 ALT1
GII                      G01                                                   133177.79                 901.72                    360                     349                   7.75                      0                      0                   0.375                  8.125 PHILADELPHIA           PA                                       19154 Single Family                          133200                20050801                     90 PMI                                  1.00E+17                     3.5               20080701                 14.125                  3.125                       2 First Lien                                    Y                                          120 Prepay                                    360                      36 N                                    20350701 ALT1
GII                      G01                                                   494286.08                3239.75                    360                     350                  6.375                      0                      0                   0.375                   6.75 BASALT                 CO                                       81621 Single Family                          499500                20050901                     90 PMI                                  1.00E+17                    2.25               20080801                  12.75                  3.125                       2 First Lien                                    N                                            0 No_PP                                     360                      36 N                                    20350801 ALT1
GI                       G01                                                   467289.19                2893.87                    360                     354                      6                      0                      0                    0.25                   6.25 SANTA MONICA           CA                                       90402 Single Family                          470000                20060101            29.55999947 No MI                                1.00E+17                    2.25               20151201                  11.25                  1.875                       2 First Lien                                    N                                            0 No_PP                                     360                     120 N                                    20351201 ALT1
GII                      G01                                                   866759.48                5895.04                    360                     349                   6.75                      0                      0                   0.375                  7.125 KEYLARGO               FL                                       33037 Single Family                          875000                20050801                     70 No MI                                1.00E+17                    2.25               20080701                 12.125                      2                       2 First Lien                                    N                                            0 No_PP                                     360                      36 N                                    20350701 ALT1
GII                      G02                                                       84800                 450.50                    360                     351                      6                      0                      0                   0.375                  6.375 DES MOINES             IA                                       50311 Single Family                           84800                20051001            77.08999634 No MI                                                            2.25               20100901                 11.375                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20350901 ALT1
GII                      G03                                                     83171.9                 415.66                    360                     349                  5.625                      0                      0                   0.375                      6 CRESTED BUTTE          CO                                       81224 Single Family                          650000                20050801            74.29000092 No MI                                1.00E+17                    2.25               20100701                     11                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20350701 ALT1
GII                      G03                                                      453200                2643.67                    360                     350                  6.625                      0                      0                   0.375                      7 VIENNA                 VA                                       22180 Single Family                          455200                20050901                     80 No MI                                1.00E+17                    2.25               20100801                     12                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20350801 ALT1
GI                       G01                                                      600000                3250.00                    360                     352                   6.25                      0                      0                    0.25                    6.5 VAIL                   CO                                       81657 Condominium                            600000                20051101            25.04999924 No MI                                1.00E+17                    2.25               20121001                   11.5                  1.875                       2 First Lien                                    Y                                           84 No_PP                                     360                      84 N                                    20351001 ALT1
GI                       G01                                                      450000                2343.75                    360                     353                      6                      0                      0                    0.25                   6.25 EAST LANSING           MI                                       48823 Single Family                          450000                20051201            58.20999908 No MI                                                            2.25               20121101                  11.25                      2                       2 First Lien                                    Y                                           84 No_PP                                     360                      84 N                                    20351101 ALT1
GII                      G03                                                      540000                3093.75                    360                     354                    6.5                      0                      0                   0.375                  6.875 KENSINGTON             MD                                       20895 Single Family                          540000                20060101            58.06000137 No MI                                                            2.25               20101201                 11.875                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20351201 ALT1
GII                      G02                                                      281700                1643.25                    360                     352                  6.625                      0                      0                   0.375                      7 NORTH VENICE           FL                                       34275 Single Family                          281700                20051101            79.98999786 No MI                                                            2.25               20101001                     12                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20351001 ALT1
GI                       G01                                                      500000                2604.17                    360                     354                      6                      0                      0                    0.25                   6.25 SANTA MONICA           CA                                       90405 Single Family                          500000                20060101            43.47999954 No MI                                1.00E+17                    2.25               20121201                  11.25                  1.875                       2 First Lien                                    Y                                           84 Prepay                                    360                      84 N                                    20351201 ALT1
GI                       G02                                                   198846.49                1231.43                    360                     354                      6                      0                      0                    0.25                   6.25 CHICAGO                IL                                       60634 Single Family                          200000                20060101            53.33000183 No MI                                                            2.25               20121201                  11.25                      2                       2 First Lien                                    N                                            0 No_PP                                     360                      84 N                                    20351201 ALT1
GI                       G02                                                   183117.92                1132.92                    360                     355                      6                      0                      0                    0.25                   6.25 SANTA MONICA           CA                                       90403 Condominium                            184000                20060201            32.56999969 No MI                                1.00E+17                    2.25               20160101                  11.25                      2                       2 First Lien                                    N                                            0 No_PP                                     360                     120 N                                    20360101 ALT1
GI                       G02                                                   197574.22                1322.29                    360                     355                   6.75                      0                      0                    0.25                      7 CHICAGO                IL                                       60623 2-4 Family                             198750                20060201            73.33999634 No MI                                1.00E+17                    2.25               20160101                     12                      2                       2 First Lien                                    N                                            0 Prepay                                    360                     120 N                                    20360101 ALT1
GI                       G02                                                   366055.28                2356.34                    360                     355                  6.375                      0                      0                    0.25                  6.625 WOODRIDGE              IL                                       60517 Single Family                          368000                20060201                     80 No MI                                                            2.25               20160101                 11.625                      2                       2 First Lien                                    N                                            0 No_PP                                     360                     120 N                                    20360101 ALT1
GII                      G03                                                      476000                2082.50                    360                     348                  4.875                      0                      0                   0.375                   5.25 PAUMA VALLEY           CA                                       92061 Single Family                          476000                20050701            64.76000214 No MI                                1.00E+17                    2.25               20100601                  10.25                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20350601 ALT1
GII                      G02                                                      164800                 875.50                    360                     356                      6                      0                      0                   0.375                  6.375 MAPLE GROVE            MN                                       55369 Single Family                          164800                20060301                     80 No MI                                1.00E+17                    2.25               20110201                 11.375                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360201 ALT1
GII                      G03                                                   109145.49                 624.57                    360                     353                  5.125                      0                      0                   0.375                    5.5 ARNOLD                 CA                                       95223 Single Family                          110000                20051201            35.47999954 No MI                                1.00E+17                    2.25               20101101                   10.5                  1.875                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20351101 ALT1
GII                      G02                                                    71694.05                 472.99                    360                     355                    6.5                      0                      0                   0.375                  6.875 SAINT LOUIS            MO                                       63125 2-4 Family                              72000                20060201                     80 No MI                                1.00E+17                    2.25               20110101                 11.875                  1.875                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360101 ALT1
GII                      G02                                                   191143.59                1229.40                    360                     355                   6.25                      0                      0                   0.375                  6.625 CHICAGO                IL                                       60613 Condominium                            192000                20060201                     80 No MI                                1.00E+17                    2.25               20110101                 11.625                  1.875                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360101 ALT1
GII                      G02                                                    138663.9                 891.95                    360                     355                   6.25                      0                      0                   0.375                  6.625 PALATINE               IL                                       60067 Condominium                            139300                20060201                     70 No MI                                1.00E+17                    2.25               20110101                 11.625                  1.875                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360101 ALT1
GI                       G02                                                   209791.25                1158.22                    360                     355                  6.375                      0                      0                    0.25                  6.625 YORKVILLE              IL                                       60560 Single Family                          209800                20060201                     80 No MI                                1.00E+17                    2.25               20130101                 11.625                  1.875                       2 First Lien                                    Y                                           84 No_PP                                     360                      84 N                                    20360101 ALT1
GII                      G03                                                      138844                 694.22                    360                     357                   5.75                      0                      0                    0.25                      6 SHOREWOOD              IL                                       60431 Condominium                            138844                20060401                     80 No MI                                                            2.25               20110301                     11                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360301 ALT1
GI                       G03                                                    98972.19                 685.14                    360                     357                  7.125                      0                      0                    0.25                  7.375 LOMBARD                IL                                       60148 Condominium                             99200                20060401                     80 No MI                                                            2.25               20110301                 12.375                      2                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360301 ALT1
GI                       G03                                                   231453.79                1582.64                    360                     357                      7                      0                      0                    0.25                   7.25 CHICAGO                IL                                       60620 2-4 Family                             232000                20060401                     80 No MI                                                            2.25               20110301                  12.25                      2                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360301 ALT1
GII                      G02                                                   209238.06                1359.46                    360                     358                    6.5                      0                      0                    0.25                   6.75 BERWYN                 IL                                       60402 Single Family                          209600                20060501                     80 No MI                                                            2.25               20110401                  11.75                      2                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 ALT1
GII                      G03                                                      512558                2989.92                    360                     357                   6.75                      0                      0                    0.25                      7 MENOMONEE FALLS        WI                                       53051 Single Family                          512558                20060401            79.47000122 No MI                                                            2.25               20110301                     12                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360301 ALT1
GII                      G03                                                   125152.15                 762.67                    360                     357                  5.875                      0                      0                    0.25                  6.125 MENASHA                WI                                       54952 Single Family                          125520                20060401                     80 No MI                                                            2.25               20110301                 11.125                      2                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360301 ALT1
GII                      G03                                                   130146.65                 878.52                    360                     358                  6.875                      0                      0                    0.25                  7.125 LAKE IN THE HILLS      IL                                       60156 Single Family                          130400                20060501                     80 No MI                                                            2.25               20110401                 12.125                      2                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 ALT1
GII                      G03                                                   158815.82                1072.55                    360                     357                  6.875                      0                      0                    0.25                  7.125 BOLINGBROOK            IL                                       60440 Condominium                            159200                20060401                     80 No MI                                                            2.25               20110301                 12.125                      2                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360301 ALT1
GI                       G02                                                   111833.24                 783.12                    360                     358                   7.25                      0                      0                    0.25                    7.5 GRAYSLAKE              IL                                       60030 Condominium                            112000                20060501            79.62999725 No MI                                                            2.25               20110401                   12.5                      2                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 ALT1
GII                      G02                                                   207353.07                1314.19                    360                     357                   6.25                      0                      0                    0.25                    6.5 BOLINGBROOK            IL                                       60440 Single Family                          207920                20060401                     80 No MI                                                            2.25               20110301                   11.5                      2                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360301 ALT1
GII                      G02                                                      148537                 835.52                    360                     357                    6.5                      0                      0                    0.25                   6.75 NAPERVILLE             IL                                       60565 Condominium                            148537                20060401                     80 No MI                                                            2.25               20110301                  11.75                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360301 ALT1
GI                       G03                                                   239624.43                1637.22                    360                     358                      7                      0                      0                    0.25                   7.25 CICERO                 IL                                       60804 2-4 Family                             240000                20060501                     80 No MI                                                            2.25               20110401                  12.25                      2                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 ALT1
GI                       G02                                                      149600                 935.00                    360                     357                   7.25                      0                      0                    0.25                    7.5 CHICAGO                IL                                       60656 Condominium                            149600                20060401                     80 No MI                                                            2.25               20110301                   12.5                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360301 ALT1
GII                      G01                                                   127996.78                 853.33                    360                     358                   7.75                      0                      0                    0.25                      8 LAKE VILLA             IL                                       60046 Single Family                          128000                20060501                     80 No MI                                                            2.25               20090401                     14                      2                       2 First Lien                                    Y                                           36 No_PP                                     360                      36 N                                    20360401 ALT1
GII                      G02                                                       96800                 514.25                    360                     357                  6.125                      0                      0                    0.25                  6.375 CHICAGO                IL                                       60620 Single Family                           96800                20060401                     80 No MI                                                            2.25               20110301                 11.375                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360301 ALT1
GI                       G03                                                   219999.06                1352.08                    360                     357                  7.125                      0                      0                    0.25                  7.375 BERWYN                 IL                                       60402 Single Family                          220000                20060401                     80 No MI                                                            2.25               20110301                 12.375                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360301 ALT1
GI                       G03                                                      280000                1691.67                    360                     357                      7                      0                      0                    0.25                   7.25 CHICAGO                IL                                       60623 2-4 Family                             280000                20060401                     80 No MI                                                            2.25               20110301                  12.25                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360301 ALT1
GII                      G02                                                      136800                 741.00                    360                     357                   6.25                      0                      0                    0.25                    6.5 DES PLAINES            IL                                       60016 Condominium                            136800                20060401                     80 No MI                                                            2.25               20110301                   11.5                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360301 ALT1
GII                      G02                                                   131749.96                 856.14                    360                     358                    6.5                      0                      0                    0.25                   6.75 CHICAGO                IL                                       60610 Condominium                            132000                20060501                     80 No MI                                                            2.25               20110401                  11.75                      2                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 ALT1
GII                      G01                                                   243292.38                1582.57                    360                     357                    6.5                      0                      0                    0.25                   6.75 AURORA                 IL                                       60504 Single Family                          244000                20060401                     80 No MI                                                            2.25               20090301                  12.75                      2                       2 First Lien                                    N                                            0 No_PP                                     360                      36 N                                    20360301 ALT1
GI                       G03                                                      382400                2350.17                    360                     358                  7.125                      0                      0                    0.25                  7.375 CHICAGO                IL                                       60647 2-4 Family                             382400                20060501                     80 No MI                                                            2.25               20110401                 12.375                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ALT1
GII                      G02                                                   122864.08                 778.70                    360                     357                   6.25                      0                      0                    0.25                    6.5 ADDISON                IL                                       60101 Condominium                            123200                20060401                     80 No MI                                                            2.25               20110301                   11.5                      2                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360301 ALT1
GI                       G03                                                   263586.88                1800.94                    360                     358                      7                      0                      0                    0.25                   7.25 CHICAGO                IL                                       60608 Single Family                          264000                20060501                     80 No MI                                                            2.25               20110401                  12.25                      2                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 ALT1
GII                      G03                                                      200000                1187.50                    360                     357                  6.875                      0                      0                    0.25                  7.125 WHEELING               IL                                       60090 Single Family                          200000                20060401                     80 No MI                                                            2.25               20110301                 12.125                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360301 ALT1
GII                      G02                                                      220664                1195.26                    360                     357                   6.25                      0                      0                    0.25                    6.5 YORKVILLE              IL                                       60560 PUD                                    220664                20060401                     80 No MI                                                            2.25               20110301                   11.5                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360301 ALT1
GI                       G03                                                      232400                1404.08                    360                     357                      7                      0                      0                    0.25                   7.25 BURBANK                IL                                       60459 Single Family                          232400                20060401                     80 No MI                                                            2.25               20110301                  12.25                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360301 ALT1
GI                       G02                                                   139999.31                 889.58                    360                     357                  7.375                      0                      0                    0.25                  7.625 SCHILLER PARK          IL                                       60176 Condominium                            140000                20060401                     80 No MI                                                            2.25               20110301                 12.625                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360301 ALT1
GI                       G03                                                   209994.42                1435.91                    360                     357                      7                      0                      0                    0.25                   7.25 JOLIET                 IL                                       60432 Single Family                          210490                20060401                     80 No MI                                                            2.25               20110301                  12.25                      2                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360301 ALT1
GI                       G03                                                   118527.15                 820.52                    360                     357                  7.125                      0                      0                    0.25                  7.375 MOUNT PROSPECT         IL                                       60056 Condominium                            118800                20060401                     80 No MI                                                            2.25               20110301                 12.375                      2                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360301 ALT1
GII                      G03                                                   136580.57                 921.64                    360                     358                  6.875                      0                      0                    0.25                  7.125 NAPERVILLE             IL                                       60564 Condominium                            136800                20060501                     80 No MI                                                            2.25               20110401                 12.125                      2                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 ALT1
GII                      G02                                                   227407.79                1478.80                    360                     357                    6.5                      0                      0                    0.25                   6.75 DOWNERS GROVE          IL                                       60516 Single Family                          228000                20060401                     80 No MI                                                            2.25               20110301                  11.75                      2                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360301 ALT1
GII                      G03                                                      492000                2716.25                    360                     358                  6.375                      0                      0                    0.25                  6.625 WILLOWBROOK            IL                                       60527 Single Family                          492000                20060501                     80 No MI                                                            2.25               20110401                 11.625                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ALT1
GII                      G03                                                      436637                2410.60                    360                     357                  6.375                      0                      0                    0.25                  6.625 CHICAGO                IL                                       60622 Condominium                            436637                20060401                     80 No MI                                                            2.25               20110301                 11.625                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360301 ALT1
GII                      G02                                                   131782.99                 878.19                    360                     358                   6.75                      0                      0                    0.25                      7 ROLLING MEADOWS        IL                                       60008 Condominium                            132000                20060501                     80 No MI                                                            2.25               20110401                     12                      2                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 ALT1
GII                      G03                                                      204000                1211.25                    360                     357                  6.875                      0                      0                    0.25                  7.125 VILLA PARK             IL                                       60181 Single Family                          204000                20060401                     80 No MI                                                            2.25               20110301                 12.125                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360301 ALT1
GII                      G02                                                   213343.04                1387.99                    360                     357                    6.5                      0                      0                    0.25                   6.75 RIVER GROVE            IL                                       60171 Single Family                          214000                20060401            79.26000214 No MI                                                            2.25               20110301                  11.75                      2                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360301 ALT1
GI                       G02                                                      325600                2136.75                    360                     358                  7.625                      0                      0                    0.25                  7.875 NILES                  IL                                       60714 Single Family                          325600                20060501                     80 No MI                                                            2.25               20110401                 12.875                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ALT1
GII                      G01                                                   118166.09                 879.11                    360                     357                  7.875                      0                      0                    0.25                  8.125 CHICAGO                IL                                       60629 Condominium                            118400                20060401                     80 No MI                                                            2.25               20090301                 14.125                      2                       2 First Lien                                    N                                            0 No_PP                                     360                      36 N                                    20360301 ALT1
GI                       G03                                                   199529.11                1364.35                    360                     357                      7                      0                      0                    0.25                   7.25 ORLAND HILLS           IL                                       60477 Single Family                          200000                20060401                     80 No MI                                                            2.25               20110301                  12.25                      2                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360301 ALT1
GII                      G02                                                      195120                1097.55                    360                     357                    6.5                      0                      0                    0.25                   6.75 WADSWORTH              IL                                       60083 Condominium                            195120                20060401                     80 No MI                                                            2.25               20110301                  11.75                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360301 ALT1
GI                       G03                                                      267200                1614.33                    360                     358                      7                      0                      0                    0.25                   7.25 NAPERVILLE             IL                                       60540 Single Family                          267200                20060501                     80 No MI                                                            2.25               20110401                  12.25                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ALT1
GII                      G02                                                   194018.99                1212.67                    360                     358                  6.125                      0                      0                    0.25                  6.375 POPLAR GROVE           IL                                       61065 Single Family                          194380                20060501                     80 No MI                                                            2.25               20110401                 11.375                      2                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 ALT1
GI                       G03                                                      269600                1656.92                    360                     358                  7.125                      0                      0                    0.25                  7.375 ELMHURST               IL                                       60126 Single Family                          269600                20060501                     80 No MI                                                            2.25               20110401                 12.375                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ALT1
GII                      G02                                                      163200                 952.00                    360                     357                   6.75                      0                      0                    0.25                      7 BLOOMINGDALE           IL                                       60108 Townhouse                              163200                20060401                     80 No MI                                                            2.25               20110301                     12                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360301 ALT1
GI                       G01                                                   325211.93                2122.99                    360                     308                      6                      0                      0                    0.25                   6.25 ASHBURN                VA                                       20147 PUD                                    344800                20020301                     80 No MI                                                            2.75               20070201                  11.25                    2.5                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20320201 CALA
GI                       G01                                                   384457.15                2660.56                    360                     308                  6.625                      0                      0                    0.25                  6.875 OLNEY                  MD                                       20832 Single Family                          405000                20020301                     75 No MI                                                            2.75               20070201                 11.875                    2.5                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20320201 CALA
GI                       G01                                                   367357.52                4389.20                    169                     111                      6                      0                      0                   0.375                  6.375 MOLINE                 IL                                       61265 Single Family                          500000                20010901            79.05000305 No MI                                                            2.75               20060801                 13.375                    2.5                       2 First Lien                                    N                                            0 No_PP                                     169                      60 N                                    20150901 CALA
GI                       G01                                                   710467.18                4710.22                    360                     305                      6                      0                      0                   0.375                  6.375 MONETT                 MO                                       65708 Single Family                          755000                20011201                   75.5 No MI                                                            2.75               20061101                 12.375                  2.375                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20311101 CALA
GI                       G01                                                   696227.12                4474.48                    360                     302                  5.625                      0                      0                   0.375                      6 LITTLE ROCK            AR                                       72212 PUD                                    750000                20010901                     75 No MI                                                            2.75               20060801                   12.5                  2.375                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20310801 CALA
GI                       G01                                                   108858.26                 869.34                    348                     237                   6.75                      0                      0                   0.375                  7.125 NAPERVILLE             IL                                       60540 Single Family                       336923.57                19970401            42.11999893 No MI                                                            2.75               20070301                  13.25                  2.375                       2 First Lien                                    N                                            0 No_PP                                     348                     120 N                                    20260301 CALA
GI                       G01                                                    272749.2                2201.22                    360                     239                  7.125                      0                      0                   0.375                    7.5 HIGHLAND PA            IL                                       60035 Single Family                          325000                19960601            43.33000183 No MI                                                            2.75               20070501                 13.625                  2.375                       2 First Lien                                    N                                            0 No_PP                                     360                     132 N                                    20260501 CALA
GI                       G01                                                   442581.68                3484.50                    338                     237                   6.75                      0                      0                   0.375                  7.125 EDINA                  MN                                       55436 Single Family                          520000                19980201                     80 No MI                                                            2.75               20070101                     12                  2.375                       2 First Lien                                    N                                            0 No_PP                                     338                     108 N                                    20260301 CALA
GI                       G01                                                   308169.95                2124.05                    360                     265                   5.75                      0                      0                   0.375                  6.125 CLIVE                  IA                                       50325 Single Family                          350000                19980801            71.43000031 No MI                                                            2.75               20060701                  12.75                  2.375                       2 First Lien                                    N                                            0 No_PP                                     360                      96 N                                    20280701 CALA
GI                       G01                                                   354786.84                2751.98                    360                     263                  7.125                      0                      0                   0.375                    7.5 WILMETTE               IL                                       60091 Single Family                          409500                19980601                     90 PMI                                                              2.75               20070501                 12.875                  2.375                       2 First Lien                                    N                                            0 No_PP                                     360                     108 N                                    20280501 CALA
GI                       G01                                                   314124.29                2123.12                    349                     291                      6                      0                      0                   0.375                  6.375 MEQUON                 WI                                       53092 Single Family                          342626                20010901                     90 PMI                                                              2.75               20060801                 14.125                  2.375                       2 First Lien                                    N                                            0 No_PP                                     349                      60 N                                    20300901 CALA
GI                       G01                                                   379507.67                2620.17                    349                     292                   6.25                      0                      0                   0.375                  6.625 PEWAUKEE               WI                                       53072 PUD                                    412920                20011001                     80 No MI                                                            2.75               20060901                     14                  2.375                       2 First Lien                                    N                                            0 No_PP                                     349                      60 N                                    20301001 CALA
GI                       G01                                                   324388.81                2410.68                    360                     271                   6.75                      0                      0                   0.375                  7.125 NORTH BARRI            IL                                       60010 Single Family                          369000                19990201            81.09999847 No MI                                                            2.75               20070101                 12.625                  2.375                       2 First Lien                                    N                                            0 No_PP                                     360                      96 N                                    20290101 CALA
GI                       G01                                                    15306.54                 329.64                    349                     284                   6.75                      0                      0                   0.375                  7.125 ANTIOCH                IL                                       60002 Single Family                       120188.55                20010201            30.54000092 No MI                                                            2.75               20070101                 12.875                  2.375                       2 First Lien                                    N                                            0 No_PP                                     349                      72 N                                    20300201 CALA
GI                       G01                                                   373920.39                2633.23                    349                     294                    6.5                      0                      0                   0.375                  6.875 INVER GROVE            MN                                       55076 Single Family                          405800                20011201            79.87999725 No MI                                                            2.75               20061101                 13.375                  2.375                       2 First Lien                                    N                                            0 No_PP                                     349                      60 N                                    20301201 CALA
GI                       G01                                                   1035147.4                6952.75                    360                     304                  6.125                      0                      0                   0.375                    6.5 SHERWOOD               OR                                       97140 Single Family                         1100000                20011101            75.86000061 No MI                                                            2.75               20061001                   12.5                  2.375                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20311001 CALA
GI                       G01                                                    78127.56                 895.80                    349                     293                  6.125                      0                      0                   0.375                    6.5 PEWAUKEE               WI                                       53072 Single Family                          473800                20011101            79.76000214 No MI                                                            2.75               20061001                 13.375                  2.375                       2 First Lien                                    N                                            0 No_PP                                     349                      60 N                                    20301101 CALA
GI                       G01                                                   319130.95                2050.29                    360                     302                  5.625                      0                      0                   0.375                      6 CINCINNATI             OH                                       45236 Single Family                          339500                20010901            77.16000366 No MI                                                            2.75               20060801                 13.375                  2.375                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20310801 CALA
GI                       G01                                                   615062.65                4178.03                    360                     305                   6.25                      0                      0                   0.375                  6.625 CHICAGO                IL                                       60657 Single Family                          652500                20011201                     75 No MI                                                            2.75               20061101                 12.625                  2.375                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20311101 CALA
GI                       G01                                                   869290.75                5494.80                    360                     305                    5.5                      0                      0                   0.375                  5.875 SNOWMASS VI            CO                                       81615 Single Family                          928900                20011201            77.41000366 No MI                                                            2.75               20061101                 11.875                  2.375                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20311101 CALA
GI                       G01                                                   213932.32                2036.48                    360                     302                    6.5                      0                      0                   0.375                  6.875 PRIOR LAKE             MN                                       55372 Single Family                          310000                20010901            75.61000061 No MI                                                            2.75               20060801                 12.875                  2.375                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20310801 CALA
GI                       G01                                                   784610.74                8506.25                    180                     125                   5.75                      0                      0                   0.375                  6.125 WAYZATA                MN                                       55391 Single Family                         1000000                20011201            34.47999954 No MI                                                            2.75               20061101                 12.125                  2.375                       2 First Lien                                    N                                            0 No_PP                                     180                      60 N                                    20161101 CALA
GI                       G01                                                   349437.85                2245.00                    360                     302                  5.625                      0                      0                   0.375                      6 PRINCETON              WI                                       54968 Single Family                          374000                20010901            40.43000031 No MI                                                            2.75               20060801                 12.625                  2.375                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20310801 CALA
GI                       G01                                                     4605.31                 284.23                    360                     305                  6.125                      0                      0                   0.375                    6.5 MIKANA                 WI                                       54857 Single Family                          330000                20011201                  68.75 No MI                                                            2.75               20061101                 12.125                  2.375                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20311101 CALA
GI                       G01                                                   377000.02                2705.95                    360                     288                  6.625                      0                      0                   0.375                      7 LAWRENCE               KS                                       66046 Single Family                         1000000                20000701            74.34999847 No MI                                                            2.75               20070601                     13                  2.375                       2 First Lien                                    N                                            0 No_PP                                     360                      84 N                                    20300601 CALA
GI                       G01                                                   109520.99                1013.72                    348                     178                      7                      0                      0                   0.375                  7.375 OCONOMOWOC             WI                                       53122 Single Family                       149164.67                19920501            18.71999931 No MI                                                            2.75               20070401                  14.25                  2.375                       2 First Lien                                    N                                            0 No_PP                                     348                     180 N                                    20210401 CALA
GI                       G01                                                   378058.09                2978.64                    360                     205                   5.75                      0                      0                   0.375                  6.125 RIVER HILLS            WI                                       53217 Single Family                          485000                19930801            74.95999908 No MI                                                            2.75               20060701                  11.95                  2.375                       2 First Lien                                    N                                            0 No_PP                                     360                     156 N                                    20230701 CALA
GI                       G01                                                    78011.57                1159.63                    360                     229                   5.75                      0                      0                   0.375                  6.125 BLUE GRASS             IA                                       52726 Single Family                          323300                19950801            93.16999817 No MI                                                            2.75               20060701                 12.875                  2.375                       2 First Lien                                    N                                            0 No_PP                                     360                     132 N                                    20250701 CALA
GII                      G02                                                      320000                1800.00                    360                     359                    6.5                      0                      0                    0.25                   6.75 Fredericksburg         VA                                       22401 Single Family                          320000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  11.75                  2.375                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G02                                                      282000                1556.88                    360                     359                  6.375                      0                      0                    0.25                  6.625 Palmdale               CA                                       93551 PUD                                    282000                20060601            67.94999695 No MI                                1.00E+17                    2.25               20110501                 11.625                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G03                                                      296000                1788.33                    360                     359                      7                      0                      0                    0.25                   7.25 Moreno Valley          CA                                       92553 Single Family                          296000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.25                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G02                                                      204800                1173.33                    360                     359                  6.625                      0                      0                    0.25                  6.875 Mesa                   AZ                                       85204 Single Family                          204800                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.875                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G02                                                      404000                2314.58                    360                     359                  6.625                      0                      0                    0.25                  6.875 Oakland                CA                                       94601 Single Family                          404000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.875                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G03                                                      568000                3254.17                    360                     359                  6.625                      0                      0                    0.25                  6.875 Arlington              VA                                       22203 PUD                                    568000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.875                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G02                                                   284519.75                1872.25                    360                     358                  6.625                      0                      0                    0.25                  6.875 Oakland                CA                                       94619 2-4 Family                             285000                20060501            54.81000137 No MI                                1.00E+17                    2.25               20110401                 11.875                      2                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                      282400                1588.50                    360                     359                    6.5                      0                      0                    0.25                   6.75 Palmdale               CA                                       93550 Single Family                          282400                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  11.75                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G02                                                      182760                1047.06                    360                     359                  6.625                      0                      0                    0.25                  6.875 Granite Falls          WA                                       98252 Single Family                          182760                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.875                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      318400                2056.33                    360                     358                    7.5                      0                      0                    0.25                   7.75 Pasadena               CA                                       91104 Condominium                            318400                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.75                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                   209731.26                1577.66                    360                     358                      8                      0                      0                    0.25                   8.25 Bonita Springs         FL                                       34134 Condominium                            210000                20060501                     70 No MI                                1.00E+17                    2.25               20110401                  13.25                      2                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G03                                                      176000                1063.33                    360                     359                      7                      0                      0                    0.25                   7.25 Norcross               GA                                       30093 PUD                                    176000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.25                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G02                                                      262000                1501.04                    360                     359                  6.625                      0                      0                    0.25                  6.875 Queen Creek            AZ                                       85242 PUD                                    262000                20060601            69.87000275 No MI                                1.00E+17                    2.25               20110501                 11.875                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G02                                                   134275.51                 838.49                    360                     359                  6.125                      0                      0                    0.25                  6.375 Warren                 MI                                       48089 Single Family                          134400                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.375                      2                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                   224697.03                1650.98                    360                     359                   7.75                      0                      0                    0.25                      8 Bonita Springs         FL                                       34134 Condominium                            225000                20060601                     75 No MI                                1.00E+17                    2.25               20110501                     13                      2                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G01                                                   526272.26                3821.12                    360                     358                  7.625                      0                      0                    0.25                  7.875 Buffalo Grove          IL                                       60089 Single Family                          527000                20060501            79.84999847 No MI                                1.00E+17                    2.25               20110401                 12.875                      2                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      336000                2170.00                    360                     358                    7.5                      0                      0                    0.25                   7.75 Pasadena               CA                                       91104 Condominium                            336000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.75                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                   459282.08                3255.50                    360                     358                  7.375                      0                      0                    0.25                  7.625 Staten Island          NY                                       10309 2-4 Family                             459950                20060501            79.98999786 No MI                                1.00E+17                    2.25               20110401                 12.625                      2                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G01                                                      628000                3990.42                    360                     359                  7.375                      0                      0                    0.25                  7.625 Fresh Meadows          NY                                       11365 Single Family                          628000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.625                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G03                                                      600000                3625.00                    360                     359                      7                      0                      0                    0.25                   7.25 Dumfries               VA                                       22026 Single Family                          600000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.25                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G02                                                      294000                1684.38                    360                     359                  6.625                      0                      0                    0.25                  6.875 Clinton                MD                                       20735 Single Family                          294000                20060601                     70 No MI                                1.00E+17                    2.25               20110501                 11.875                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G03                                                   523591.22                3574.61                    360                     359                      7                      0                      0                    0.25                   7.25 Port Washington        NY                                       11050 2-4 Family                             524000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.25                      2                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G02                                                      372000                2131.25                    360                     359                  6.625                      0                      0                    0.25                  6.875 Bakersfield            CA                                       93313 Single Family                          372000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.875                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G02                                                      175200                1003.75                    360                     359                  6.625                      0                      0                    0.25                  6.875 Pittsburg              CA                                       94565 Condominium                            175200                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.875                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                   251812.97                1762.03                    360                     359                   7.25                      0                      0                    0.25                    7.5 Naples                 FL                                       34105 Condominium                            252000                20060601            69.91999817 No MI                                1.00E+17                    2.25               20110501                   12.5                      2                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G02                                                      310000                1711.46                    360                     359                  6.375                      0                      0                    0.25                  6.625 Valencia               CA                                       91354 Condominium                            310000                20060601            55.95999908 No MI                                1.00E+17                    2.25               20110501                 11.625                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G02                                                      368000                2108.33                    360                     359                  6.625                      0                      0                    0.25                  6.875 Hialeah                FL                                       33018 Single Family                          368000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.875                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G03                                                      279900                1691.06                    360                     359                      7                      0                      0                    0.25                   7.25 Montgomery Village     MD                                       20886 PUD                                    279900                20060601            79.98999786 No MI                                1.00E+17                    2.25               20110501                  12.25                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G03                                                      500000                3020.83                    360                     359                      7                      0                      0                    0.25                   7.25 Whittier               CA                                       90602 Single Family                          500000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.25                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G02                                                      135900                 750.28                    360                     359                  6.375                      0                      0                    0.25                  6.625 Jacksonville           FL                                       32277 PUD                                    135900                20060601            79.98999786 No MI                                1.00E+17                    2.25               20110501                 11.625                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G02                                                      328700                1814.70                    360                     357                  6.375                      0                      0                    0.25                  6.625 Stockton               CA                                       95206 Single Family                          328700                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 11.625                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360301 AFL2
GII                      G01                                                      471900                2310.34                    360                     356                    5.5                      0                      0                   0.375                  5.875 Lancaster              CA                                       93536 Single Family                          471900                20060301                     80 No MI                                1.00E+17                    2.25               20090201                 11.875                      2                       2 First Lien                                    Y                                           36 Prepay                                    360                      36 N                                    20360201 AFL2
GII                      G02                                                      351000                2010.94                    360                     356                  6.625                      0                      0                    0.25                  6.875 South Riding           VA                                       20152 Condominium                            351000                20060301            78.48000336 No MI                                1.00E+17                    2.25               20110201                 11.875                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360201 AFL2
GII                      G02                                                      320000                1800.00                    360                     357                    6.5                      0                      0                    0.25                   6.75 Staten Island          NY                                       10306 Single Family                          320000                20060401            79.01000214 No MI                                1.00E+17                    2.25               20110301                  11.75                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360301 AFL2
GII                      G02                                                   301614.49                1961.37                    360                     357                    6.5                      0                      0                    0.25                   6.75 O Fallon               MO                                       63366 PUD                                    302400                20060401                     80 No MI                                1.00E+17                    2.25               20110301                  11.75                      2                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360301 AFL2
GII                      G02                                                      320350                1835.34                    360                     357                  6.625                      0                      0                    0.25                  6.875 Murrieta               CA                                       92563 Single Family                          320350                20060401            79.98999786 No MI                                1.00E+17                    2.25               20110301                 11.875                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360301 AFL2
GII                      G03                                                      468550                2537.98                    360                     357                   6.25                      0                      0                    0.25                    6.5 The Woodlands          TX                                       77380 PUD                                    468550                20060401            79.98999786 No MI                                1.00E+17                    2.25               20110301                   11.5                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360301 AFL2
GII                      G02                                                      225500                1221.46                    360                     357                   6.25                      0                      0                    0.25                    6.5 Palmyra                VA                                       22963 PUD                                    225500                20060401            79.98999786 No MI                                1.00E+17                    2.25               20110301                   11.5                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360301 AFL2
GII                      G03                                                   277584.01                1648.16                    360                     356                  6.875                      0                      0                    0.25                  7.125 CHICAGO                IL                                       60631 Single Family                          277600                20060301                     80 No MI                                                            2.25               20110201                 12.125                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360201 ALT1
GII                      G02                                                   167591.96                 942.71                    360                     356                    6.5                      0                      0                    0.25                   6.75 CHICAGO                IL                                       60629 Single Family                          168000                20060301                     80 No MI                                                            2.25               20110201                  11.75                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360201 ALT1
GII                      G02                                                      168000                 892.50                    360                     356                  6.125                      0                      0                    0.25                  6.375 ALGONQUIN              IL                                       60102 Townhouse                              168000                20060301                     80 No MI                                                            2.25               20110201                 11.375                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360201 ALT1
GII                      G02                                                      215200                1210.50                    360                     356                    6.5                      0                      0                    0.25                   6.75 CICERO                 IL                                       60804 2-4 Family                             215200                20060301                     80 No MI                                                            2.25               20110201                  11.75                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360201 ALT1
GII                      G02                                                      348800                1816.67                    360                     356                      6                      0                      0                    0.25                   6.25 CHICAGO                IL                                       60634 2-4 Family                             348800                20060301                     80 No MI                                                            2.25               20110201                  11.25                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360201 ALT1
GII                      G02                                                      176800                 957.67                    360                     356                   6.25                      0                      0                    0.25                    6.5 CHICAGO                IL                                       60641 Condominium                            176800                20060301                     80 No MI                                                            2.25               20110201                   11.5                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360201 ALT1
GII                      G02                                                      220000                1283.33                    360                     356                   6.75                      0                      0                    0.25                      7 BERWYN                 IL                                       60402 Single Family                          220000                20060301                     80 No MI                                                            2.25               20110201                     12                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360201 ALT1
GII                      G02                                                      192000                1060.00                    360                     356                  6.375                      0                      0                    0.25                  6.625 CHICAGO                IL                                       60656 Condominium                            192000                20060301                     80 No MI                                                            2.25               20110201                 11.625                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360201 ALT1
GI                       G03                                                      186400                1126.17                    360                     356                      7                      0                      0                    0.25                   7.25 CHICAGO                IL                                       60638 Single Family                          186400                20060301                     80 No MI                                                            2.25               20110201                  12.25                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360201 ALT1
GI                       G03                                                   287853.35                1739.13                    360                     356                      7                      0                      0                    0.25                   7.25 CHICAGO                IL                                       60631 Single Family                          288000                20060301                     80 No MI                                                            2.25               20110201                  12.25                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360201 ALT1
GII                      G02                                                      176000                 935.00                    360                     356                  6.125                      0                      0                    0.25                  6.375 CICERO                 IL                                       60804 Single Family                          176000                20060301                     80 No MI                                                            2.25               20110201                 11.375                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360201 ALT1
GI                       G02                                                      142400                 890.00                    360                     356                   7.25                      0                      0                    0.25                    7.5 SCHILLER PARK          IL                                       60176 Condominium                            142400                20060301                     80 No MI                                                            2.25               20110201                   12.5                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360201 ALT1
GII                      G02                                                      344000                1863.33                    360                     356                   6.25                      0                      0                    0.25                    6.5 CLARENDON HILLS        IL                                       60514 Single Family                          344000                20060301                     80 No MI                                                            2.25               20110201                   11.5                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360201 ALT1
GII                      G02                                                      164400                 873.38                    360                     356                  6.125                      0                      0                    0.25                  6.375 SCHAUMBURG             IL                                       60193 PUD                                    164400                20060301                     80 No MI                                                            2.25               20110201                 11.375                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360201 ALT1
GII                      G02                                                      159200                 862.33                    360                     357                   6.25                      0                      0                    0.25                    6.5 CHICAGO                IL                                       60641 Condominium                            159200                20060401                     80 No MI                                                            2.25               20110301                   11.5                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360301 ALT1
GII                      G03                                                      236000                1401.25                    360                     356                  6.875                      0                      0                    0.25                  7.125 LAKE ZURICH            IL                                       60047 Single Family                          236000                20060301                     80 No MI                                                            2.25               20110201                 12.125                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360201 ALT1
GII                      G02                                                      152800                 891.33                    360                     357                   6.75                      0                      0                    0.25                      7 AURORA                 IL                                       60504 Condominium                            152800                20060401                     80 No MI                                                            2.25               20110301                     12                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360301 ALT1
GII                      G02                                                      192000                1080.00                    360                     357                    6.5                      0                      0                    0.25                   6.75 CHICAGO                IL                                       60638 Single Family                          192000                20060401                     80 No MI                                                            2.25               20110301                  11.75                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360301 ALT1
GII                      G02                                                      150000                 796.88                    360                     357                  6.125                      0                      0                    0.25                  6.375 AURORA                 IL                                       60504 PUD                                    150000                20060401                     80 No MI                                                            2.25               20110301                 11.375                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360301 ALT1
GII                      G02                                                      253520                1320.42                    360                     356                      6                      0                      0                    0.25                   6.25 NAPERVILLE             IL                                       60540 Single Family                          253520                20060301                     80 No MI                                                            2.25               20110201                  11.25                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360201 ALT1
GII                      G03                                                      344487                2045.39                    360                     356                  6.875                      0                      0                    0.25                  7.125 PLAINFIELD             IL                                       60544 Single Family                          344487                20060301                     80 No MI                                                            2.25               20110201                 12.125                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360201 ALT1
GI                       G02                                                      200000                1270.83                    360                     357                  7.375                      0                      0                    0.25                  7.625 FRANKLIN PARK          IL                                       60131 Single Family                          200000                20060401                     80 No MI                                                            2.25               20110301                 12.625                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360301 ALT1
GII                      G02                                                      329600                1922.67                    360                     357                   6.75                      0                      0                    0.25                      7 CHICAGO                IL                                       60611 Condominium                            329600                20060401                     80 No MI                                                            2.25               20110301                     12                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360301 ALT1
GII                      G02                                                      265600                1549.33                    360                     356                   6.75                      0                      0                    0.25                      7 WOOD DALE              IL                                       60191 Single Family                          265600                20060301                     80 No MI                                                            2.25               20110201                     12                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360201 ALT1
GII                      G02                                                    226470.5                1497.80                    360                     353                  6.625                      0                      0                    0.25                  6.875 Elkridge               MD                                       21075 Townhouse                              228000                20051201                     80 No MI                                1.00E+17                    2.25               20101101                 11.875                      2                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20351101 AFL2
GII                      G02                                                      515000                2843.23                    360                     357                  6.375                      0                      0                    0.25                  6.625 Santa Paula            CA                                       93060 2-4 Family                             515000                20060401            79.23000336 No MI                                1.00E+17                    2.25               20110301                 11.625                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360301 AFL2
GII                      G02                                                      327150                1737.98                    360                     357                  6.125                      0                      0                    0.25                  6.375 Kenmore                WA                                       98028 Single Family                          327150                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 11.375                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GII                      G02                                                   311913.87                1722.50                    360                     357                  6.375                      0                      0                    0.25                  6.625 Vail                   AZ                                       85641 Single Family                          312000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 11.625                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360301 AFL2
GII                      G01                                                   479704.96                2548.43                    360                     357                      6                      0                      0                   0.375                  6.375 Burke                  VA                                       22015 Single Family                          480000                20060401            78.05000305 No MI                                1.00E+17                    2.25               20090301                 12.375                      2                       2 First Lien                                    Y                                           36 No_PP                                     360                      36 N                                    20360301 AFL2
GII                      G02                                                      416950                2215.05                    360                     357                  6.125                      0                      0                    0.25                  6.375 Saint Louis            MO                                       63105 2-4 Family                             416950                20060401                   76.5 No MI                                1.00E+17                    2.25               20110301                 11.375                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360301 AFL2
GII                      G03                                                      464400                2709.00                    360                     357                   6.75                      0                      0                    0.25                      7 Ladera Ranch           CA                                       92694 Condominium                            464400                20060401            79.98999786 No MI                                1.00E+17                    2.25               20110301                     12                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G01                                                      452800                2830.00                    360                     357                   7.25                      0                      0                    0.25                    7.5 Paso Robles            CA                                       93446 Single Family                          452800                20060401                     80 No MI                                1.00E+17                    2.25               20110301                   12.5                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360301 AFL2
GII                      G02                                                      300800                1723.33                    360                     357                  6.625                      0                      0                    0.25                  6.875 Queens                 NY                                       11428 Single Family                          400800                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 11.875                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360301 AFL2
GII                      G03                                                      549500                3205.42                    360                     357                   6.75                      0                      0                    0.25                      7 Gaylord                MI                                       49735 Single Family                          549500                20060401            69.73000336 No MI                                1.00E+17                    2.25               20110301                     12                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360301 AFL2
GII                      G02                                                      349600                1857.25                    360                     357                  6.125                      0                      0                    0.25                  6.375 Bellevue               WA                                       98008 Single Family                          349600                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 11.375                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360301 AFL2
GII                      G02                                                      213600                1157.00                    360                     357                   6.25                      0                      0                    0.25                    6.5 Clearwater             FL                                       33763 Single Family                          213600                20060401                     80 No MI                                1.00E+17                    2.25               20110301                   11.5                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360301 AFL2
GII                      G02                                                    89742.47                 554.15                    360                     357                      6                      0                      0                    0.25                   6.25 Fort Myers             FL                                       33916 Single Family                           90000                20060401            64.98000336 No MI                                1.00E+17                    2.25               20110301                  11.25                      2                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G03                                                      500000                3072.92                    360                     357                  7.125                      0                      0                    0.25                  7.375 Dublin                 CA                                       94568 Condominium                            500000                20060401            75.08000183 No MI                                1.00E+17                    2.25               20110301                 12.375                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360301 AFL2
GII                      G02                                                      264000                1457.50                    360                     357                  6.375                      0                      0                    0.25                  6.625 Arlington Heights      IL                                       60005 Single Family                          264000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 11.625                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360301 AFL2
GII                      G02                                                      307200                1664.00                    360                     358                   6.25                      0                      0                    0.25                    6.5 Vallejo                CA                                       94589 Single Family                          307200                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   11.5                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      410500                2138.02                    360                     356                      6                      0                      0                    0.25                   6.25 Ripon                  CA                                       95366 Single Family                          410500                20060301            78.19000244 No MI                                1.00E+17                    2.25               20130201                  11.25                      2                       2 First Lien                                    Y                                           84 No_PP                                     360                      84 N                                    20360201 AFL2
GII                      G02                                                      212800                1219.17                    360                     357                  6.625                      0                      0                    0.25                  6.875 Port Saint Lucie       FL                                       34953 Single Family                          212800                20060401            79.94999695 No MI                                1.00E+17                    2.25               20110301                 11.875                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G03                                                      417000                2519.38                    360                     357                      7                      0                      0                    0.25                   7.25 Snohomish              WA                                       98296 Single Family                          417000                20060401            77.94000244 No MI                                1.00E+17                    2.25               20110301                  12.25                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360301 AFL2
GII                      G02                                                      401600                2175.33                    360                     357                   6.25                      0                      0                    0.25                    6.5 Fairfax                VA                                       22033 PUD                                    401600                20060401                     80 No MI                                1.00E+17                    2.25               20110301                   11.5                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360301 AFL2
GII                      G02                                                      206400                1182.50                    360                     357                  6.625                      0                      0                    0.25                  6.875 Clearwater             FL                                       33755 Single Family                          206400                20060401            79.80999756 No MI                                1.00E+17                    2.25               20110301                 11.875                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G01                                                     1330000                9143.75                    360                     357                      8                      0                      0                    0.25                   8.25 Bonita                 CA                                       91902 Single Family                         1330000                20060401                     70 No MI                                1.00E+17                    2.25               20110301                  13.25                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360301 AFL2
GII                      G02                                                      357000                2045.31                    360                     357                  6.625                      0                      0                    0.25                  6.875 Oakland                CA                                       94601 Single Family                          357000                20060401                     75 No MI                                1.00E+17                    2.25               20110301                 11.875                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360301 AFL2
GI                       G02                                                   120792.75                 792.70                    360                     357                  7.625                      0                      0                    0.25                  7.875 Collinsville           VA                                       24078 Single Family                          120800                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 12.875                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360301 AFL2
GII                      G03                                                   303555.11                1550.16                    360                     357                  5.875                      0                      0                    0.25                  6.125 Sedona                 AZ                                       86336 PUD                                    304000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 11.125                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360301 AFL2
GI                       G03                                                      496000                3048.33                    360                     357                  7.125                      0                      0                    0.25                  7.375 La Crescenta           CA                                       91214 Single Family                          496000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 12.375                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360301 AFL2
GII                      G02                                                      280000                1604.17                    360                     357                  6.625                      0                      0                    0.25                  6.875 Woodbridge             VA                                       22192 PUD                                    280000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 11.875                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360301 AFL2
GII                      G03                                                      579800                3080.19                    360                     357                  6.125                      0                      0                    0.25                  6.375 Pleasant Hill          CA                                       94523 Single Family                          579800                20060401                     65 No MI                                1.00E+17                    2.25               20110301                 11.375                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360301 AFL2
GII                      G03                                                      351000                1760.00                    360                     357                   5.75                      0                      0                    0.25                      6 Duvall                 WA                                       98019 Single Family                          354000                20060401            76.95999908 No MI                                1.00E+17                    2.25               20110301                     11                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G02                                                      309500                1934.38                    360                     357                   7.25                      0                      0                    0.25                    7.5 Saratoga Springs       NY                                       12866 Condominium                            309500                20060401            79.98999786 No MI                                1.00E+17                    2.25               20110301                   12.5                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360301 AFL2
GII                      G02                                                      169000                 915.42                    360                     357                   6.25                      0                      0                    0.25                    6.5 Groveland              CA                                       95321 PUD                                    169000                20060401                     65 No MI                                1.00E+17                    2.25               20110301                   11.5                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360301 AFL2
GII                      G02                                                      228000                1282.50                    360                     357                    6.5                      0                      0                    0.25                   6.75 Hagerstown             MD                                       21740 Townhouse                              228000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                  11.75                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360301 AFL2
GII                      G03                                                      641350                3540.79                    360                     357                  6.375                      0                      0                    0.25                  6.625 Randallstown           MD                                       21133 Single Family                          641350                20060401                     80 No MI                                1.23E+17                    2.25               20110301                 11.625                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360301 AFL2
GII                      G02                                                      204650                1172.47                    360                     357                  6.625                      0                      0                    0.25                  6.875 Maricopa               AZ                                       85239 PUD                                    204650                20060401            79.98000336 No MI                                1.00E+17                    2.25               20110301                 11.875                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G03                                                   347180.63                2373.98                    360                     357                      7                      0                      0                    0.25                   7.25 Miami                  FL                                       33133 Single Family                          348000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                  12.25                      2                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360301 AFL2
GII                      G02                                                      305000                1715.63                    360                     357                    6.5                      0                      0                    0.25                   6.75 Lake Worth             FL                                       33467 PUD                                    305000                20060401            73.48999786 No MI                                1.00E+17                    2.25               20110301                  11.75                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360301 AFL2
GII                      G03                                                      640000                3666.67                    360                     357                  6.625                      0                      0                    0.25                  6.875 Issaquah               WA                                       98027 PUD                                    640000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 11.875                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G02                                                      351000                2193.75                    360                     357                   7.25                      0                      0                    0.25                    7.5 Upper Marlboro         MD                                       20772 PUD                                    351000                20060401                     78 No MI                                1.00E+17                    2.25               20110301                   12.5                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360301 AFL2
GII                      G02                                                    251927.4                1443.34                    360                     357                  6.625                      0                      0                    0.25                  6.875 Simi Valley            CA                                       93063 Condominium                            252000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 11.875                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360301 AFL2
GII                      G03                                                      200000                1187.50                    360                     357                  6.875                      0                      0                    0.25                  7.125 Berlin                 MD                                       21811 PUD                                    200000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 12.125                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360301 AFL2
GII                      G02                                                      206400                1204.00                    360                     357                   6.75                      0                      0                    0.25                      7 Renton                 WA                                       98057 2-4 Family                             206400                20060401                     80 No MI                                1.00E+17                    2.25               20110301                     12                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360301 AFL2
GII                      G03                                                      460000                2635.42                    360                     357                  6.625                      0                      0                    0.25                  6.875 Brentwood              CA                                       94513 Single Family                          460000                20060401            79.86000061 No MI                                1.00E+17                    2.25               20110301                 11.875                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360301 AFL2
GII                      G02                                                      271100                1524.94                    360                     357                    6.5                      0                      0                    0.25                   6.75 Sunny Isles Beach      FL                                       33160 Condominium                            271100                20060401            79.98999786 No MI                                1.00E+17                    2.25               20110301                  11.75                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360301 AFL2
GII                      G02                                                      264000                1485.00                    360                     357                    6.5                      0                      0                    0.25                   6.75 Cabazon                CA                                       92230 Single Family                          264000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                  11.75                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360301 AFL2
GII                      G02                                                   104740.28                 698.57                    360                     357                   6.75                      0                      0                    0.25                      7 Colonial Beach         VA                                       22443 Single Family                          105000                20060401                     70 No MI                                1.00E+17                    2.25               20110301                     12                      2                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G03                                                      179700                1104.41                    360                     357                  7.125                      0                      0                    0.25                  7.375 Orlando                FL                                       32829 Condominium                            179700                20060401            79.98000336 No MI                                1.00E+17                    2.25               20110301                 12.375                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360301 AFL2
GII                      G02                                                   100312.12                 619.42                    360                     357                      6                      0                      0                    0.25                   6.25 Fort Myers             FL                                       33905 Single Family                          100600                20060401            64.98999786 No MI                                1.00E+17                    2.25               20110301                  11.25                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360301 AFL2
GII                      G02                                                      336000                1925.00                    360                     358                  6.625                      0                      0                    0.25                  6.875 Los Banos              CA                                       93635 Single Family                          336000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.875                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G03                                                      444000                2590.00                    360                     357                   6.75                      0                      0                    0.25                      7 Bay Point              CA                                       94565 Single Family                          444000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                     12                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360301 AFL2
GI                       G03                                                     1000000                6041.67                    360                     357                      7                      0                      0                    0.25                   7.25 San Francisco          CA                                       94123 Condominium                           1000000                20060401            61.54000092 No MI                                1.00E+17                    2.25               20110301                  12.25                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360301 AFL2
GII                      G02                                                   150094.43                1001.82                    360                     354                  6.625                      0                      0                    0.25                  6.875 Philadelphia           PA                                       19127 Condominium                            152500                20060101            74.97000122 No MI                                                            2.25               20101201                 11.875                      2                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20351201 AFL2
GII                      G02                                                      429000                2279.06                    360                     358                  6.125                      0                      0                    0.25                  6.375 Bronx                  NY                                       10463 2-4 Family                             429000                20060501            79.88999939 No MI                                1.00E+17                    2.25               20110401                 11.375                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G03                                                   277506.08                1706.08                    360                     358                  7.125                      0                      0                    0.25                  7.375 Miami                  FL                                       33194 PUD                                    277600                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.375                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                    143623.9                 933.99                    360                     357                    6.5                      0                      0                    0.25                   6.75 Brooklyn               NY                                       11230 CO-OP                                  144000                20060401                     80 No MI                                                            2.25               20110301                  11.75                      2                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G02                                                      204000                1423.75                    360                     359                  8.125                      0                      0                    0.25                  8.375 Hyattsville            MD                                       20781 Single Family                          204000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.375                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G01                                                   109840.51                 849.93                    360                     219                      6                      0                      0                   0.375                  6.375 ANDOVER                MN                                       55304 Single Family                          135550                19941001            89.98000336 GE Capital MI                                                    2.75               20060901                  11.75                      2                       2 First Lien                                    N                                            0 No_PP                                     360                     144 N                                    20240901 CALA
GI                       G01                                                      325000                1963.54                    360                     310                   6.75                      0                      0                     0.5                   7.25 PARKLAND               FL                                       33076 PUD                                    500000                20020501            72.45999908 No MI                                                            2.25               20070401                  13.25                  2.375                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20320401 CALA
GI                       G01                                                   122431.42                 637.66                    360                     314                   5.75                      0                      0                     0.5                   6.25 VILLA RICA             GA                                       30180 PUD                                    122600                20020901            94.97000122 GE Capital MI                                                    2.75               20070801                  12.25                   1.75                       0 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20320801 CALA
GII                      G01                                                   399461.43                2935.06                    360                     358                  7.625                      0                      0                   0.375                      8 New York               NY                                       10069 Condominium                            400000                20060501            31.37000084 No MI                                1.00E+17                    2.25               20090401                     14                   2.25                       2 First Lien                                    N                                            0 No_PP                                     360                      36 N                                    20360401 AFL2
GII                      G01                                                   363708.91                2452.34                    360                     359                   6.75                      0                      0                   0.375                  7.125 New York               NY                                       10036 Condominium                            364000                20060601            69.97000122 No MI                                1.00E+17                    2.25               20090501                 13.125                  1.875                       2 First Lien                                    N                                            0 No_PP                                     360                      36 N                                    20360501 AFL2
GII                      G01                                                      400000                2500.00                    360                     358                  7.125                      0                      0                   0.375                    7.5 Pennington             NJ                                        8534 Single Family                          400000                20060501                     80 No MI                                1.00E+17                    2.25               20090401                   12.5                  1.875                       2 First Lien                                    Y                                           36 No_PP                                     360                      36 N                                    20360401 AFL2
GII                      G01                                                      444800                2872.67                    360                     358                  7.375                      0                      0                   0.375                   7.75 Baldwin Harbor         NY                                       11510 Single Family                          444800                20060501                     80 No MI                                1.00E+17                    2.25               20090401                  13.75                  1.875                       2 First Lien                                    Y                                           36 No_PP                                     360                      36 N                                    20360401 AFL2
GII                      G01                                                     1000000                6041.67                    360                     359                  6.875                      0                      0                   0.375                   7.25 Brooklyn               NY                                       11205 2-4 Family                            1000000                20060601            66.66999817 No MI                                1.00E+17                    2.25               20090501                  13.25                  1.875                       2 First Lien                                    Y                                           36 No_PP                                     360                      36 N                                    20360501 AFL2
GII                      G01                                                      204000                1083.75                    360                     358                      6                      0                      0                   0.375                  6.375 Modesto                CA                                       95354 PUD                                    204000                20060501                     80 No MI                                1.00E+17                    2.25               20090401                 12.375                  1.875                       2 First Lien                                    Y                                           36 Prepay                                    360                      36 N                                    20360401 AFL2
GII                      G01                                                   127901.43                 706.23                    360                     359                   6.25                      0                      0                   0.375                  6.625 Clearwater             FL                                       33764 PUD                                    127920                20060601                     80 No MI                                1.00E+17                    2.25               20090501                 12.625                  1.875                       2 First Lien                                    Y                                           36 Prepay                                    360                      36 N                                    20360501 AFL2
GII                      G01                                                   170811.68                1124.01                    360                     358                    6.5                      0                      0                   0.375                  6.875 Warwick                RI                                        2818 Single Family                          171100                20060501                     80 No MI                                1.00E+17                    2.25               20090401                 12.875                  1.875                       2 First Lien                                    N                                            0 No_PP                                     360                      36 N                                    20360401 AFL2
GII                      G01                                                      408000                2082.50                    360                     359                   5.75                      0                      0                   0.375                  6.125 Yuba City              CA                                       95993 Single Family                          408000                20060601            73.51000214 No MI                                1.00E+17                    2.25               20090501                 12.125                  1.875                       2 First Lien                                    Y                                           36 No_PP                                     360                      36 N                                    20360501 AFL2
GI                       G01                                                   199042.83                2482.11                    360                     107                   6.25                      0                      0                   0.375                  6.625 MINNEAPOLIS            MN                                       55403 Single Family                          400000                19850601            67.80000305 No MI                                                             2.5               20070501                 15.875                  1.875                     1.5 First Lien                                    N                                            0 No_PP                                     360                     264 N                                    20150501 CALA
GI                       G01                                                   313635.71                2575.98                    360                     208                   6.25                      0                      0                   0.375                  6.625 NORTH OAKS             MN                                       55127 Single Family                          430450                19931101            60.45999908 No MI                                                            2.75               20061001                 11.625                  2.125                       2 First Lien                                    N                                            0 No_PP                                     360                     156 N                                    20231001 CALA
GI                       G01                                                   115301.56                 636.56                    360                     309                   6.25                      0                      0                   0.375                  6.625 DULUTH                 GA                                       30096 PUD                                    115500                20020401                     75 No MI                                                            2.75               20070301                     13                  2.375                       0 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20320301 CALA
GI                       G01                                                      241250                1382.16                    360                     308                    6.5                      0                      0                   0.375                  6.875 ALPHARETTA             GA                                       30004 PUD                                    242000                20020301                     80 No MI                                                            2.75               20070201                     13                  2.375                       0 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20320201 CALA
GI                       G01                                                      109550                 616.22                    360                     307                  6.375                      0                      0                   0.375                   6.75 MARIETTA               GA                                       30008 Single Family                          109550                20020201            74.98000336 No MI                                                            2.75               20070101                     13                  2.375                       0 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20320101 CALA
GI                       G01                                                   104999.99                 700.00                    360                     306                  7.625                      0                      0                   0.375                      8 NORCROSS               GA                                       30093 Single Family                       104999.99                20020101                     75 No MI                                                            2.75               20061201                     13                  2.375                       0 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20311201 CALA
GI                       G01                                                   479899.48                2499.48                    360                     306                  5.875                      0                      0                   0.375                   6.25 MARIETTA               GA                                       30062 PUD                                    480000                20020101                     80 No MI                                                               2               20061201                     13                  2.375                       0 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20311201 CALA
GI                       G01                                                      311900                1754.44                    360                     307                  6.375                      0                      0                   0.375                   6.75 LITHONIA               GA                                       30038 PUD                                    311900                20020201            79.98999786 No MI                                                            2.75               20070101                     13                  1.625                       0 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20320101 CALA
GI                       G01                                                    314846.9                1672.62                    360                     307                      6                      0                      0                   0.375                  6.375 ATLANTA                GA                                       30306 2-4 Family                             315000                20020201                     75 No MI                                                            2.75               20120101                     13                  2.375                       0 First Lien                                    Y                                          120 No_PP                                     360                     120 N                                    20320101 CALA
GI                       G01                                                   146100.05                 776.16                    360                     307                      6                      0                      0                   0.375                  6.375 DOUGLASVILLE           GA                                       30135 Single Family                          146300                20020201                     95 Mortgage Guaranty In                                             2.75               20070101                     13                  2.375                       0 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20320101 CALA
GI                       G01                                                   137575.59                 759.53                    360                     307                   6.25                      0                      0                   0.375                  6.625 LAWRENCEVILLE          GA                                       30045 PUD                                 137586.63                20020201            79.98999786 No MI                                                            2.75               20070101                     13                  2.375                       0 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20320101 CALA
GI                       G01                                                       95000                 524.48                    360                     307                   6.25                      0                      0                   0.375                  6.625 SNELLVILLE             GA                                       30039 Single Family                           95000                20020201            79.16999817 No MI                                                            2.75               20070101                     13                  2.375                       0 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20320101 CALA
GI                       G01                                                    94242.32                 510.48                    360                     309                  6.125                      0                      0                   0.375                    6.5 MARIETTA               GA                                       30067 Single Family                           94400                20020401            79.51999664 No MI                                                            2.75               20070301                     13                  2.375                       0 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20320301 CALA
GI                       G01                                                   114290.57                 666.69                    360                     309                  6.625                      0                      0                   0.375                      7 CANTON                 GA                                       30114 PUD                                    114300                20020401            79.98999786 No MI                                                            2.75               20070301                     13                  2.375                       0 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20320301 CALA
GI                       G01                                                   127397.16                 729.88                    360                     309                    6.5                      0                      0                   0.375                  6.875 MARIETTA               GA                                       30064 PUD                                    127400                20020401            74.98999786 No MI                                                            2.75               20090301                     13                  2.375                       0 First Lien                                    Y                                           84 No_PP                                     360                      84 N                                    20320301 CALA
GI                       G01                                                      137600                 745.33                    360                     309                  6.125                      0                      0                   0.375                    6.5 DAWSONVILLE            GA                                       30534 Single Family                          137600                20020401                     80 No MI                                                            2.75               20070301                     13                  2.375                       0 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20320301 CALA
GI                       G01                                                    91847.14                 497.51                    360                     309                  6.125                      0                      0                   0.375                    6.5 ATLANTA                GA                                       30345 Condominium                             94400                20020401                     80 No MI                                                            2.75               20070301                     13                  2.375                       0 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20320301 CALA
GI                       G01                                                   491275.62                3459.58                    360                     303                  6.625                      0                      0                   0.375                      7 CHICAGO                IL                                       60640 2-4 Family                             520000                20011001                     80 No MI                                                            2.75               20060901                     13                  2.375                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20310901 CALA
GI                       G01                                                   465100.52                3259.99                    360                     308                  6.625                      0                      0                   0.375                      7 CHICAGO                IL                                       60614 2-4 Family                             490000                20020301            83.76000214 GE Capital MI                                                    2.75               20070201                     13                  2.375                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20320201 CALA
GI                       G01                                                   435602.61                3204.74                    360                     297                      7                      0                      0                   0.375                  7.375 SILVER CREE            MN                                       55358 Single Family                          464000                20010401                     80 No MI                                                            2.75               20110301                 12.375                  2.375                       2 First Lien                                    N                                            0 No_PP                                     360                     120 N                                    20310301 CALA
GI                       G01                                                   729012.76                5340.67                    360                     298                      7                      0                      0                   0.375                  7.375 DENVER                 CO                                       80220 Single Family                          784500                20010501            78.44999695 No MI                                                            2.75               20070401                  12.75                  2.375                       2 First Lien                                    N                                            0 No_PP                                     360                      72 N                                    20310401 CALA
GI                       G01                                                   535105.12                3573.03                    360                     277                  5.625                      0                      0                   0.375                      6 BEVERLY HIL            CA                                       90210 Single Family                          600000                19990801                     80 No MI                                                             2.5               20060701                  12.45                  2.375                       1 First Lien                                    N                                            0 No_PP                                     360                      84 N                                    20290701 CALA
GI                       G01                                                   374251.83                3058.65                    330                     219                   6.75                      0                      0                   0.375                  7.125 ST ALBANS              MO                                       63073 PUD                                 453709.19                19970401            78.91000366 No MI                                                            2.75               20070301                  11.75                  2.125                       2 First Lien                                    N                                            0 No_PP                                     330                     120 N                                    20240901 CALA
GI                       G01                                                   432932.22                2977.74                    360                     306                    6.5                      0                      0                    0.25                   6.75 SPRING                 TX                                       77389 PUD                                    459104                20020101                     80 No MI                                                            2.75               20061201                  11.75                  2.375                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20311201 CALA
GI                       G01                                                   315809.37                1877.49                    360                     305                      5                      0                      0                    0.25                   5.25 SPRINGFIELD            VA                                       22152 PUD                                    340000                20011201            77.26999664 No MI                                                            2.75               20061101                  10.25                    2.5                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20311101 CALA
GI                       G01                                                   337961.84                2205.50                    360                     308                      6                      0                      0                    0.25                   6.25 SAN RAMON              CA                                       94583 Single Family                          358200                20020301            73.09999847 No MI                                                            2.75               20070201                  11.25                    2.5                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20320201 CALA
GI                       G01                                                   338860.68                2188.40                    360                     307                    5.5                      0                      0                    0.25                   5.75 LIVERMORE              CA                                       94550 Single Family                          375000                20020201            64.66000366 No MI                                                            2.75               20070101                  10.75                    2.5                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20320101 CALA
GI                       G01                                                   351924.55                2278.54                    360                     305                  5.875                      0                      0                    0.25                  6.125 MILPITAS               CA                                       95035 Single Family                          375000                20011201                     75 No MI                                                            2.75               20061101                 11.125                    2.5                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20311101 CALA
GI                       G01                                                   385765.22                2578.84                    360                     308                   6.25                      0                      0                    0.25                    6.5 WEST PALM BEACH        FL                                       33412 PUD                                    408000                20020301            66.88999939 No MI                                                            2.75               20070201                   11.5                    2.5                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20320201 CALA
GI                       G01                                                    337687.5                2132.50                    360                     306                  5.625                      0                      0                    0.25                  5.875 WHITE LAKE             MI                                       48383 Condominium                            360500                20020101            84.94000244 Mortgage Guaranty In                                             2.75               20061201                 10.875                    2.5                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20311201 CALA
GI                       G01                                                   336920.87                2044.05                    360                     308                   5.25                      0                      0                    0.25                    5.5 EASTON                 PA                                       18045 Single Family                          360000                20020301                     80 No MI                                                            2.75               20070201                   10.5                    2.5                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20320201 CALA
GI                       G01                                                   281363.94                1726.08                    360                     307                   5.25                      0                      0                    0.25                    5.5 CARMEL                 IN                                       46032 PUD                                    304000                20020201                     80 No MI                                                            2.75               20070101                   10.5                    2.5                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20320101 CALA
GI                       G01                                                   552389.69                3827.27                    360                     307                  6.625                      0                      0                    0.25                  6.875 DALLAS                 TX                                       75230 Single Family                          582600                20020201            58.25999832 No MI                                                            2.75               20070101                 11.875                    2.5                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20320101 CALA
GI                       G01                                                   376655.16                2398.20                    360                     309                   5.75                      0                      0                    0.25                      6 WEST ORANGE            NJ                                        7052 Single Family                          400000                20020401            67.80000305 No MI                                                            2.75               20070301                     11                    2.5                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20320301 CALA
GI                       G01                                                   420646.79                2717.24                    360                     307                  5.875                      0                      0                    0.25                  6.125 GLENDALE               CA                                       91202 Single Family                          447200                20020201                     80 No MI                                                            2.75               20070101                 11.125                    2.5                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20320101 CALA
GI                       G01                                                   302673.12                2022.62                    360                     308                   6.25                      0                      0                    0.25                    6.5 DUXBURY                MA                                        2332 Single Family                          320000                20020301                     80 No MI                                                            2.75               20070201                   11.5                    2.5                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20320201 CALA
GI                       G01                                                   348645.15                2254.24                    360                     306                  5.875                      0                      0                    0.25                  6.125 GLENDALE               CA                                       91208 PUD                                    371000                20020101            65.08999634 No MI                                                            2.75               20061201                 11.125                    2.5                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20311201 CALA
GI                       G03                                                      196000                1204.58                    360                     358                  7.125                      0                      0                    0.25                  7.375 CHICAGO                IL                                       60651 Single Family                          196000                20060501                     80 No MI                                                            2.25               20110401                 12.375                    2.5                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ALT1
GI                       G02                                                      120000                 762.50                    360                     358                  7.375                      0                      0                    0.25                  7.625 SCHILLER PARK          IL                                       60176 Condominium                            120000                20060501                     80 No MI                                                            2.25               20110401                 12.625                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ALT1
GI                       G02                                                      101920                 658.23                    360                     357                    7.5                      0                      0                    0.25                   7.75 PALATINE               IL                                       60074 Condominium                            101920                20060401                     80 No MI                                                            2.25               20110301                  12.75                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360301 ALT1
GI                       G02                                                       96720                 614.58                    360                     357                  7.375                      0                      0                    0.25                  7.625 WHEELING               IL                                       60090 Condominium                             96720                20060401                     80 No MI                                                            2.25               20110301                 12.625                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360301 ALT1
GI                       G03                                                   182920.36                1265.31                    360                     358                  7.125                      0                      0                    0.25                  7.375 CHICAGO                IL                                       60623 2-4 Family                             183200                20060501                     80 No MI                                                            2.25               20110401                 12.375                      2                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 ALT1
GI                       G03                                                      153600                 928.00                    360                     357                      7                      0                      0                    0.25                   7.25 JOLIET                 IL                                       60432 2-4 Family                             153600                20060401                     80 No MI                                                            2.25               20110301                  12.25                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360301 ALT1
GI                       G02                                                       97360                 618.64                    360                     357                  7.375                      0                      0                    0.25                  7.625 WHEELING               IL                                       60090 Condominium                             97360                20060401                     80 No MI                                                            2.25               20110301                 12.625                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360301 ALT1
GII                      G02                                                      208000                1213.33                    360                     357                   6.75                      0                      0                    0.25                      7 CHICAGO                IL                                       60616 Condominium                            208000                20060401                     80 No MI                                                            2.25               20110301                     12                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360301 ALT1
GI                       G03                                                      288000                1770.00                    360                     358                  7.125                      0                      0                    0.25                  7.375 WOOD DALE              IL                                       60191 PUD                                    288000                20060501                     80 No MI                                                            2.25               20110401                 12.375                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ALT1
GII                      G03                                                   185870.36                1255.27                    360                     357                  6.875                      0                      0                    0.25                  7.125 CHICAGO                IL                                       60609 2-4 Family                             186320                20060401                     80 No MI                                                            2.25               20110301                 12.125                      2                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360301 ALT1
GI                       G03                                                   207911.03                1256.67                    360                     358                      7                      0                      0                    0.25                   7.25 STICKNEY               IL                                       60638 Single Family                          208000                20060501                     80 No MI                                                            2.25               20110401                  12.25                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ALT1
GI                       G03                                                      105600                 638.00                    360                     357                      7                      0                      0                    0.25                   7.25 DES PLAINES            IL                                       60016 Condominium                            105600                20060401                     80 No MI                                                            2.25               20110301                  12.25                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360301 ALT1
GII                      G02                                                      108000                 596.25                    360                     358                  6.375                      0                      0                    0.25                  6.625 CHICAGO                IL                                       60638 Condominium                            108000                20060501                     80 No MI                                                            2.25               20110401                 11.625                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ALT1
GII                      G02                                                      280000                1633.33                    360                     357                   6.75                      0                      0                    0.25                      7 DES PLAINES            IL                                       60018 Single Family                          280000                20060401                     80 No MI                                                            2.25               20110301                     12                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360301 ALT1
GII                      G02                                                   213248.82                1421.08                    360                     358                   6.75                      0                      0                    0.25                      7 DES PLAINES            IL                                       60016 Condominium                            213600                20060501                     80 No MI                                                            2.25               20110401                     12                      2                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 ALT1
GII                      G02                                                   143977.05                 961.83                    360                     357                   6.75                      0                      0                    0.25                      7 JOLIET                 IL                                       60431 Condominium                            144571                20060401                     80 No MI                                                            2.25               20110301                     12                      2                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360301 ALT1
GII                      G02                                                   130973.44                 850.96                    360                     358                    6.5                      0                      0                    0.25                   6.75 ORLAND PARK            IL                                       60462 Condominium                            131200                20060501                     80 No MI                                                            2.25               20110401                  11.75                      2                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 ALT1
GI                       G02                                                   111960.36                 711.67                    360                     358                  7.375                      0                      0                    0.25                  7.625 CHICAGO                IL                                       60647 Condominium                            112000                20060501                     80 No MI                                                            2.25               20110401                 12.625                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ALT1
GI                       G02                                                      100976                 641.62                    360                     358                  7.375                      0                      0                    0.25                  7.625 WHEELING               IL                                       60090 Condominium                            100976                20060501                     80 No MI                                                            2.25               20110401                 12.625                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ALT1
GII                      G02                                                      132000                 756.25                    360                     358                  6.625                      0                      0                    0.25                  6.875 HAINESVILLE            IL                                       60030 Condominium                            132000                20060501                     80 No MI                                                            2.25               20110401                 11.875                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ALT1
GI                       G02                                                      179920                1124.50                    360                     357                   7.25                      0                      0                    0.25                    7.5 CHICAGO                IL                                       60605 Condominium                            179920                20060401                     80 No MI                                                            2.25               20110301                   12.5                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360301 ALT1
GI                       G03                                                      113600                 686.33                    360                     358                      7                      0                      0                    0.25                   7.25 ARLINGTON HEIGHTS      IL                                       60004 Condominium                            113600                20060501                     80 No MI                                                            2.25               20110401                  12.25                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ALT1
GII                      G03                                                      122400                 726.75                    360                     357                  6.875                      0                      0                    0.25                  7.125 PROSPECT HEIGHTS       IL                                       60070 Condominium                            122400                20060401                     80 No MI                                                            2.25               20110301                 12.125                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360301 ALT1
GII                      G02                                                      284290                1569.52                    360                     358                  6.375                      0                      0                    0.25                  6.625 OSWEGO                 IL                                       60543 Single Family                          284290                20060501                     80 No MI                                                            2.25               20110401                 11.625                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ALT1
GI                       G02                                                    79801.01                 558.81                    360                     358                   7.25                      0                      0                    0.25                    7.5 WORTH                  IL                                       60482 Condominium                             79920                20060501                     80 No MI                                                            2.25               20110401                   12.5                      2                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 ALT1
GI                       G02                                                    79801.01                 558.81                    360                     358                   7.25                      0                      0                    0.25                    7.5 WORTH                  IL                                       60482 Condominium                             79920                20060501                     80 No MI                                                            2.25               20110401                   12.5                      2                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 ALT1
GI                       G02                                                      180000                1162.50                    360                     358                    7.5                      0                      0                    0.25                   7.75 BURBANK                IL                                       60459 Single Family                          180000                20060501                     80 No MI                                                            2.25               20110401                  12.75                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ALT1
GII                      G02                                                       91200                 513.00                    360                     357                    6.5                      0                      0                    0.25                   6.75 PROSPECT HEIGHTS       IL                                       60070 Condominium                             91200                20060401                     80 No MI                                                            2.25               20110301                  11.75                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360301 ALT1
GII                      G03                                                      492975                2824.34                    360                     357                  6.625                      0                      0                    0.25                  6.875 YORKVILLE              IL                                       60560 Single Family                          492975                20060401                     80 No MI                                                            2.25               20110301                 11.875                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360301 ALT1
GII                      G03                                                   154871.18                1045.07                    360                     358                  6.875                      0                      0                    0.25                  7.125 CREST HILL             IL                                       60435 Single Family                          155120                20060501                     80 No MI                                                            2.25               20110401                 12.125                      2                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 ALT1
GII                      G02                                                   187511.68                1219.36                    360                     357                    6.5                      0                      0                    0.25                   6.75 ELGIN                  IL                                       60123 Single Family                          188000                20060401                     80 No MI                                                            2.25               20110301                  11.75                      2                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360301 ALT1
GI                       G02                                                      190400                1229.67                    360                     358                    7.5                      0                      0                    0.25                   7.75 CHICAGO                IL                                       60638 Single Family                          190400                20060501                     80 No MI                                                            2.25               20110401                  12.75                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ALT1
GI                       G03                                                   149765.27                1023.26                    360                     358                      7                      0                      0                    0.25                   7.25 CHICAGO                IL                                       60629 Single Family                          150000                20060501                  70.75 No MI                                                            2.25               20110401                  12.25                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ALT1
GI                       G02                                                   174142.45                1107.66                    360                     358                  7.375                      0                      0                    0.25                  7.625 CHICAGO                IL                                       60657 Condominium                            174320                20060501                     80 No MI                                                            2.25               20110401                 12.625                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ALT1
GII                      G03                                                   423199.99                2292.33                    360                     356                   6.25                      0                      0                    0.25                    6.5 SAN JOSE               CA                                       95128 Condominium                            423200                20060301                     80 No MI                                1.00E+17                    2.25               20110201                   11.5                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360201 ADN1
GII                      G02                                                      124000                 710.42                    360                     356                  6.625                      0                      0                    0.25                  6.875 HUNTERSVILLE           NC                                       28078 PUD                                    124000                20060301                     80 No MI                                1.00E+17                    2.25               20110201                 11.875                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360201 ADN1
GII                      G02                                                   207909.77                1169.49                    360                     356                    6.5                      0                      0                    0.25                   6.75 KALISPELL              MT                                       59901 Single Family                          208000                20060301                     80 No MI                                1.00E+17                    2.25               20110201                  11.75                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360201 ADN1
GII                      G03                                                   592612.85                3567.33                    360                     356                   5.75                      0                      0                    0.25                      6 ORANGEVALE             CA                                       95662 Single Family                          595000                20060301            67.23000336 No MI                                1.00E+17                    2.25               20110201                     11                      2                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360201 ADN1
GII                      G03                                                      484000                2672.08                    360                     356                  6.375                      0                      0                    0.25                  6.625 MODESTO                CA                                       95351 Single Family                          484000                20060301                     80 No MI                                1.00E+17                    2.25               20110201                 11.625                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360201 ADN1
GII                      G02                                                      264400                1514.79                    360                     355                  6.625                      0                      0                    0.25                  6.875 Redmond                WA                                       98052 Condominium                            264400                20060201                     80 No MI                                1.00E+17                    2.25               20110101                 11.875                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360101 AFL2
GII                      G03                                                      900000                5062.50                    360                     357                    6.5                      0                      0                    0.25                   6.75 Alva                   FL                                       33920 Single Family                          900000                20060401            33.33000183 No MI                                1.00E+17                    2.25               20110301                  11.75                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360301 AFL2
GII                      G02                                                      408000                2125.00                    360                     357                      6                      0                      0                    0.25                   6.25 Edmonds                WA                                       98020 Single Family                          408000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                  11.25                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360301 AFL2
GII                      G02                                                   122178.12                 636.34                    360                     352                      6                      0                      0                    0.25                   6.25 Charleston             SC                                       29414 Single Family                          122400                20051101            89.73999786 United Guaranty                      1.00E+17                    2.25               20101001                  11.25                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20351001 AFL2
GII                      G02                                                      150000                 843.75                    360                     356                    6.5                      0                      0                    0.25                   6.75 Richmond               VA                                       23231 PUD                                    150000                20060301                     80 No MI                                1.00E+17                    2.25               20110201                  11.75                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360201 AFL2
GII                      G02                                                      533850                2891.69                    360                     357                   6.25                      0                      0                    0.25                    6.5 QUEENS                 NY                                       11356 2-4 Family                             533850                20060401            76.80999756 No MI                                1.00E+17                    2.25               20110301                   11.5                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360301 AFL2
GII                      G03                                                      675000                4007.81                    360                     356                  6.875                      0                      0                    0.25                  7.125 Brentwood              CA                                       94513 Single Family                          675000                20060301                     75 No MI                                1.00E+17                    2.25               20110201                 12.125                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360201 AFL2
GII                      G03                                                      483200                2768.33                    360                     357                  6.625                      0                      0                    0.25                  6.875 Oxnard                 CA                                       93030 PUD                                    483200                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 11.875                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360301 AFL2
GII                      G01                                                      211000                1011.04                    360                     357                  5.375                      0                      0                   0.375                   5.75 Madera                 CA                                       93638 Single Family                          211000                20060401            79.62000275 No MI                                1.00E+17                    2.25               20090301                  11.75                      2                       2 First Lien                                    Y                                           36 No_PP                                     360                      36 N                                    20360301 AFL2
GII                      G02                                                   242931.12                1366.49                    360                     357                    6.5                      0                      0                    0.25                   6.75 Des Plaines            IL                                       60016 Single Family                          243000                20060401            78.38999939 No MI                                1.00E+17                    2.25               20110301                  11.75                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360301 AFL2
GII                      G02                                                      324000                1822.50                    360                     357                    6.5                      0                      0                    0.25                   6.75 San Jose               CA                                       95124 Condominium                            324000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                  11.75                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360301 AFL2
GII                      G01                                                       76000                 380.00                    360                     356                  5.625                      0                      0                   0.375                      6 Mercer Island          WA                                       98040 Single Family                           76000                20060301            13.81999969 No MI                                1.00E+17                    2.25               20090201                     12                      2                       2 First Lien                                    Y                                           36 No_PP                                     360                      36 N                                    20360201 AFL2
GII                      G01                                                   155388.83                 947.88                    360                     356                   5.75                      0                      0                   0.375                  6.125 Greenfield             IN                                       46140 Single Family                          156000                20060301            78.79000092 No MI                                1.00E+17                    2.25               20090201                 12.125                  1.875                       2 First Lien                                    N                                            0 No_PP                                     360                      36 N                                    20360201 AFL2
GII                      G02                                                      360800                1916.75                    360                     357                  6.125                      0                      0                    0.25                  6.375 Fairfield              CA                                       94533 Single Family                          360800                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 11.375                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360301 AFL2
GII                      G02                                                      275200                1576.67                    360                     357                  6.625                      0                      0                    0.25                  6.875 Ceres                  CA                                       95307 Single Family                          275200                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 11.875                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360301 AFL2
GII                      G01                                                   149831.26                 926.04                    360                     357                  5.875                      0                      0                   0.375                   6.25 Abingdon               MD                                       21009 PUD                                    150400                20060401                     80 No MI                                1.00E+17                    2.25               20090301                  12.25                      2                       2 First Lien                                    N                                            0 No_PP                                     360                      36 N                                    20360301 AFL2
GII                      G02                                                      231750                1255.31                    360                     357                   6.25                      0                      0                    0.25                    6.5 Oakland                CA                                       94621 Single Family                          231750                20060401                     75 No MI                                1.00E+17                    2.25               20110301                   11.5                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360301 AFL2
GII                      G01                                                      392000                2245.83                    360                     356                    6.5                      0                      0                   0.375                  6.875 Hollywood              FL                                       33029 PUD                                    392000                20060301                     80 No MI                                1.00E+17                    2.25               20090201                 12.875                      2                       2 First Lien                                    Y                                           36 No_PP                                     360                      36 N                                    20360201 AFL2
GII                      G01                                                   598151.28                3241.71                    360                     357                  6.125                      0                      0                   0.375                    6.5 Easton                 MD                                       21601 PUD                                    599100                20060401            48.66999817 No MI                                1.00E+17                    2.25               20090301                   12.5                  1.875                       2 First Lien                                    Y                                           36 No_PP                                     360                      36 N                                    20360301 AFL2
GI                       G02                                                   206499.82                1333.64                    360                     356                  7.375                      0                      0                   0.375                   7.75 CHANDLER               AZ                                       85225 PUD                                    206500                20060301                     70 No MI                                                            2.25               20110201                  12.75                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360201 ALT1
GII                      G02                                                      336000                1855.00                    360                     356                   6.25                      0                      0                   0.375                  6.625 CENTREVILLE            VA                                       20121 PUD                                    336000                20060301                     80 No MI                                                            2.25               20110201                 11.625                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360201 ALT1
GI                       G01                                                      571700                3632.68                    360                     356                   7.25                      0                      0                   0.375                  7.625 PERRIS                 CA                                       92570 Single Family                          571700                20060301                     80 No MI                                                            2.25               20110201                 12.625                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360201 ALT1
GII                      G03                                                   834332.86                5172.03                    360                     353                      6                      0                      0                    0.25                   6.25 San Mateo              CA                                       94402 2-4 Family                             840000                20051201                     70 No MI                                1.00E+17                    2.25               20101101                  11.25                  1.875                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20351101 AFL2
GII                      G02                                                   416343.52                2211.82                    360                     356                  6.125                      0                      0                    0.25                  6.375 Corona                 CA                                       92880 Single Family                          417000                20060301            66.15000153 No MI                                1.00E+17                    2.25               20110201                 11.375                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360201 AFL2
GII                      G02                                                      310000                1776.04                    360                     355                  6.625                      0                      0                    0.25                  6.875 Reseda                 CA                                       91335 Condominium                            310000                20060201            79.90000153 No MI                                1.00E+17                    2.25               20110101                 11.875                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360101 AFL2
GI                       G01                                                   189480.83                1199.10                    360                     313                    5.5                      0                      0                     0.5                      6 WESTFIELD              NJ                                        7090 Single Family                          200000                20020801                     50 No MI                                1.00E+17                    2.75               20070701                     11                      2                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20320701 CALA
GI                       G01                                                   135207.71                 828.95                    360                     313                  5.125                      0                      0                     0.5                  5.625 BRANCHBURG             NJ                                        8876 Condominium                            144000                20020801                     80 No MI                                1.00E+17                    2.75               20070701                 10.625                   2.25                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20320701 CALA
GI                       G01                                                   146236.42                 933.72                    360                     313                   5.25                      0                      0                     0.5                   5.75 ROSEVILLE              MN                                       55113 Single Family                          160000                20020801                     80 No MI                                1.00E+17                    2.75               20070701                  10.75                   2.25                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20320701 CALA
GI                       G01                                                    189925.5                1259.77                    360                     314                      6                      0                      0                     0.5                    6.5 PLANO                  IL                                       60545 Single Family                          200000                20020901            79.37000275 No MI                                1.00E+17                    3.25               20060801                     12                   2.25                       2 First Lien                                    N                                            0 No_PP                                     360                      48 N                                    20320801 CALA
GII                      G02                                                      300000                1718.75                    360                     357                  6.625                      0                      0                    0.25                  6.875 GRAVELAND              MA                                       10903 Single Family                          300000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 11.875                   2.75                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360301 AFL2
GII                      G02                                                   198438.08                1226.50                    360                     356                      6                      0                      0                    0.25                   6.25 CHICAGO                IL                                       60629 Single Family                          199200                20060301                     80 No MI                                                            2.25               20110201                  11.25                      2                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360201 ALT1
GII                      G02                                                    119926.8                 637.11                    360                     356                  6.125                      0                      0                    0.25                  6.375 BROWN DEER             WI                                       53209 Single Family                          120000                20060301                     80 No MI                                                            2.25               20110201                 11.375                      2                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360201 ALT1
GII                      G02                                                   224757.51                1407.45                    360                     356                  6.125                      0                      0                    0.25                  6.375 ROLLING MEADOWS        IL                                       60008 Single Family                          225600                20060301                     80 No MI                                                            2.25               20110201                 11.375                      2                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360201 ALT1
GII                      G02                                                      247000                1337.92                    360                     356                   6.25                      0                      0                    0.25                    6.5 CARPENTERSVILLE        IL                                       60110 Single Family                          247000                20060301            74.84999847 No MI                                                            2.25               20110201                   11.5                      2                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360201 ALT1
GII                      G02                                                      244800                1428.00                    360                     356                   6.75                      0                      0                    0.25                      7 Glendale               CA                                       91202 Condominium                            244800                20060301                     80 No MI                                1.00E+17                    2.25               20110201                     12                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360201 AFL2
GII                      G02                                                      287922                1559.58                    360                     356                   6.25                      0                      0                    0.25                    6.5 Sanford                FL                                       32771 Single Family                          288000                20060301                     80 No MI                                1.00E+17                    2.25               20110201                   11.5                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360201 AFL2
GII                      G02                                                      172000                 949.58                    360                     356                  6.375                      0                      0                    0.25                  6.625 Cranston               RI                                        2920 Single Family                          172000                20060301                     80 No MI                                1.00E+17                    2.25               20110201                 11.625                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360201 AFL2
GII                      G02                                                      245600                1304.75                    360                     356                  6.125                      0                      0                    0.25                  6.375 Lee Vining             CA                                       93541 Single Family                          245600                20060301                     80 No MI                                1.00E+17                    2.25               20110201                 11.375                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360201 AFL2
GII                      G02                                                      308000                1700.42                    360                     356                  6.375                      0                      0                    0.25                  6.625 Brooklyn               NY                                       11236 Single Family                          308000                20060301                     80 No MI                                1.00E+17                    2.25               20110201                 11.625                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360201 AFL2
GI                       G02                                                      252450                1577.81                    360                     356                   7.25                      0                      0                    0.25                    7.5 Plainfield             IL                                       60544 PUD                                    252450                20060301            79.98999786 No MI                                1.00E+17                    2.25               20110201                   12.5                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360201 AFL2
GII                      G02                                                      226400                1179.17                    360                     356                      6                      0                      0                    0.25                   6.25 Miami                  FL                                       33179 Single Family                          226400                20060301                     80 No MI                                1.00E+17                    2.25               20110201                  11.25                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360201 AFL2
GII                      G02                                                      476000                2677.50                    360                     356                    6.5                      0                      0                    0.25                   6.75 Rockaway Park          NY                                       11694 2-4 Family                             476000                20060301                     80 No MI                                1.00E+17                    2.25               20110201                  11.75                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360201 AFL2
GII                      G02                                                      395200                2140.67                    360                     356                   6.25                      0                      0                    0.25                    6.5 Hayward                CA                                       94541 Single Family                          395200                20060301                     80 No MI                                1.00E+17                    2.25               20110201                   11.5                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360201 AFL2
GII                      G03                                                      423000                2423.44                    360                     356                  6.625                      0                      0                    0.25                  6.875 GREENFIELD             CA                                       93927 Single Family                          423000                20060301            79.94999695 No MI                                1.00E+17                    2.25               20110201                 11.875                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360201 ADN1
GI                       G03                                                      433600                2619.67                    360                     355                      7                      0                      0                    0.25                   7.25 LA HABRA               CA                                       90631 Single Family                          433600                20060201                     80 No MI                                1.00E+17                    2.25               20110101                  12.25                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360101 ADN1
GII                      G02                                                   351999.99                1943.33                    360                     356                  6.375                      0                      0                    0.25                  6.625 STOCKTON               CA                                       95212 Single Family                          352000                20060301                     80 No MI                                1.00E+17                    2.25               20110201                 11.625                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360201 ADN1
GII                      G02                                                   348746.74                1889.04                    360                     356                   6.25                      0                      0                    0.25                    6.5 SNOHOMISH              WA                                       98290 Single Family                          349000                20060301            74.26000214 No MI                                1.00E+17                    2.25               20110201                   11.5                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360201 ADN1
GII                      G02                                                   339999.98                1983.33                    360                     356                   6.75                      0                      0                    0.25                      7 AZUSA                  CA                                       91702 Single Family                          340000                20060301                     80 No MI                                1.00E+17                    2.25               20110201                     12                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360201 ADN1
GII                      G03                                                      424400                2431.46                    360                     356                  6.625                      0                      0                    0.25                  6.875 WEST SACRAMENTO        CA                                       95691 Single Family                          424400                20060301                     80 No MI                                1.00E+17                    2.25               20110201                 11.875                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360201 ADN1
GII                      G03                                                      516000                2741.25                    360                     356                  6.125                      0                      0                    0.25                  6.375 MILL CREEK             WA                                       98012 PUD                                    516000                20060301                     80 No MI                                1.00E+17                    2.25               20110201                 11.375                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360201 ADN1
GII                      G03                                                      988800                5459.00                    360                     356                  6.375                      0                      0                    0.25                  6.625 PRESCOTT               AZ                                       86305 PUD                                    988800                20060301                     75 No MI                                1.00E+17                    2.25               20110201                 11.625                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360201 ADN1
GII                      G02                                                      164500                 908.18                    360                     354                  6.375                      0                      0                    0.25                  6.625 THE DALLES             OR                                       97058 Single Family                          164500                20060101                     70 No MI                                1.00E+17                    2.25               20101201                 11.625                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20351201 ADN1
GII                      G03                                                   328408.32                2003.30                    360                     356                  5.875                      0                      0                    0.25                  6.125 WILDOMAR               CA                                       92595 Single Family                          329700                20060301                     70 No MI                                1.00E+17                    2.25               20110201                 11.125                      2                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360201 ADN1
GII                      G03                                                      483000                2565.94                    360                     356                  6.125                      0                      0                    0.25                  6.375 LOS ANGELES            CA                                       90068 Condominium                            483000                20060301            72.08999634 No MI                                1.00E+17                    2.25               20110201                 11.375                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360201 ADN1
GI                       G03                                                   279913.33                1720.30                    360                     354                  7.125                      0                      0                    0.25                  7.375 IGNACIO                CO                                       81137 Single Family                          280000                20060101                     80 No MI                                1.00E+17                    2.25               20101201                 12.375                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20351201 ADN1
GII                      G02                                                      345200                1941.75                    360                     356                    6.5                      0                      0                    0.25                   6.75 CRESCENT CITY          CA                                       95531 Single Family                          345200                20060301                     80 No MI                                1.00E+17                    2.25               20110201                  11.75                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360201 ADN1
GII                      G02                                                      228000                1282.50                    360                     356                    6.5                      0                      0                    0.25                   6.75 MIAMI                  FL                                       33168 Single Family                          228000                20060301                     80 No MI                                1.00E+17                    2.25               20110201                  11.75                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360201 ADN1
GII                      G02                                                      324800                1725.50                    360                     356                  6.125                      0                      0                    0.25                  6.375 BALDWIN PARK           CA                                       91706 PUD                                    324800                20060301                     80 No MI                                1.00E+17                    2.25               20110201                 11.375                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360201 ADN1
GII                      G02                                                      375000                2031.25                    360                     356                   6.25                      0                      0                    0.25                    6.5 BELLEVUE               WA                                       98007 Single Family                          375000                20060301                     75 No MI                                1.00E+17                    2.25               20110201                   11.5                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360201 ADN1
GII                      G02                                                      390000                2153.13                    360                     356                  6.375                      0                      0                    0.25                  6.625 LIVERMORE              CA                                       94551 Single Family                          390000                20060301                     75 No MI                                1.00E+17                    2.25               20110201                 11.625                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360201 ADN1
GII                      G02                                                      218124                1226.95                    360                     356                    6.5                      0                      0                    0.25                   6.75 STATEN ISLAND          NY                                       10314 Condominium                            218350                20060301                     80 No MI                                1.00E+17                    2.25               20110201                  11.75                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360201 ADN1
GII                      G03                                                   459931.07                2635.02                    360                     356                  6.625                      0                      0                    0.25                  6.875 INGLEWOOD              CA                                       90303 Single Family                          460000                20060301                     80 No MI                                1.00E+17                    2.25               20110201                 11.875                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360201 ADN1
GII                      G03                                                   959199.99                5295.58                    360                     356                  6.375                      0                      0                    0.25                  6.625 HENDERSON              NV                                       89052 PUD                                    959200                20060301                     80 No MI                                1.00E+17                    2.25               20110201                 11.625                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360201 ADN1
GII                      G03                                                 382399.9933                1951.83                    360                     356                  5.875                      0                      0                    0.25                  6.125 PHOENIX                AZ                                       85018 Condominium                            382400                20060301                     80 No MI                                1.00E+17                    2.25               20110201                 11.125                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360201 ADN1
GII                      G02                                                      329600                1785.33                    360                     356                   6.25                      0                      0                    0.25                    6.5 ACME                   WA                                       98220 Single Family                          329600                20060301                     80 No MI                                1.00E+17                    2.25               20110201                   11.5                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360201 ADN1
GII                      G02                                                      223300                1232.80                    360                     356                  6.375                      0                      0                    0.25                  6.625 HOLLYWOOD              FL                                       33024 Single Family                          224000                20060301                     80 No MI                                1.00E+17                    2.25               20110201                 11.625                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360201 ADN1
GII                      G02                                                       57000                 308.75                    360                     356                   6.25                      0                      0                    0.25                    6.5 GRESHAM                OR                                       97080 Condominium                             57000                20060301            79.94000244 No MI                                1.00E+17                    2.25               20110201                   11.5                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360201 ADN1
GII                      G02                                                      348000                1993.75                    360                     356                  6.625                      0                      0                    0.25                  6.875 IMPERIAL BEACH         CA                                       91932 Single Family                          348000                20060301                     80 No MI                                1.00E+17                    2.25               20110201                 11.875                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360201 ADN1
GII                      G02                                                      247900                1394.44                    360                     356                    6.5                      0                      0                    0.25                   6.75 AMESBURY               MA                                        1913 Condominium                            247900                20060301            79.98999786 No MI                                1.00E+17                    2.25               20110201                  11.75                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360201 ADN1
GII                      G02                                                   379916.02                1978.73                    360                     356                      6                      0                      0                    0.25                   6.25 GARDENA                CA                                       90247 Single Family                          380000                20060301                     80 No MI                                1.00E+17                    2.25               20110201                  11.25                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360201 ADN1
GII                      G02                                                      277600                1474.75                    360                     356                  6.125                      0                      0                    0.25                  6.375 RIVERTON               UT                                       84065 Single Family                          277600                20060301                     80 No MI                                1.00E+17                    2.25               20110201                 11.375                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360201 ADN1
GII                      G02                                                      296000                1572.50                    360                     356                  6.125                      0                      0                    0.25                  6.375 VICTORVILLE            CA                                       92395 PUD                                    296000                20060301                     80 No MI                                1.00E+17                    2.25               20110201                 11.375                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360201 ADN1
GII                      G02                                                   330846.92                2153.35                    360                     356                    6.5                      0                      0                    0.25                   6.75 FOLSOM                 CA                                       95630 Single Family                          332000                20060301                     80 No MI                                1.00E+17                    2.25               20110201                  11.75                      2                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360201 ADN1
GII                      G03                                                      504000                2677.50                    360                     356                  6.125                      0                      0                    0.25                  6.375 GARDEN GROVE           CA                                       92845 Single Family                          504000                20060301                     80 No MI                                1.00E+17                    2.25               20110201                 11.375                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360201 ADN1
GII                      G03                                                      520000                2762.50                    360                     356                  6.125                      0                      0                    0.25                  6.375 TRACY                  CA                                       95304 Single Family                          520000                20060301                     80 No MI                                1.00E+17                    2.25               20110201                 11.375                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360201 ADN1
GII                      G03                                                      756600                3783.00                    360                     356                   5.75                      0                      0                    0.25                      6 SAN RAMON              CA                                       94583 Single Family                          756600                20060301                     78 No MI                                1.00E+17                    2.25               20110201                     11                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360201 ADN1
GII                      G02                                                      100000                 562.50                    360                     356                    6.5                      0                      0                    0.25                   6.75 HOLLYWOOD              FL                                       33021 Condominium                            100000                20060301                     80 No MI                                1.00E+17                    2.25               20110201                  11.75                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360201 ADN1
GII                      G03                                                      530000                3036.46                    360                     356                  6.625                      0                      0                    0.25                  6.875 SAN JOSE               CA                                       95122 Single Family                          530000                20060301            71.23999786 No MI                                1.00E+17                    2.25               20110201                 11.875                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360201 ADN1
GII                      G02                                                      396000                2145.00                    360                     356                   6.25                      0                      0                    0.25                    6.5 YUCAIPA                CA                                       92399 Single Family                          396000                20060301                     80 No MI                                1.00E+17                    2.25               20110201                   11.5                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360201 ADN1
GII                      G03                                                   335932.13                1714.65                    360                     356                  5.875                      0                      0                    0.25                  6.125 SCOTTSDALE             AZ                                       85254 Single Family                          336000                20060301                     80 No MI                                1.00E+17                    2.25               20110201                 11.125                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360201 ADN1
GI                       G02                                                   191249.16                1195.31                    360                     356                   7.25                      0                      0                    0.25                    7.5 MILFORD                MI                                       48381 Condominium                            191250                20060301                     75 No MI                                1.00E+17                    2.25               20110201                   12.5                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360201 ADN1
GI                       G02                                                       64000                 446.67                    360                     358                      8                      0                      0                   0.375                  8.375 Phoenix                AZ                                       85017 PUD                                     64000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G03                                                      135200                 830.92                    360                     358                      7                      0                      0                   0.375                  7.375 MARIETTA               GA                                       30064 Single Family                          135200                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.375                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      218180                1409.08                    360                     358                  7.375                      0                      0                   0.375                   7.75 Surprise               AZ                                       85379 PUD                                    218180                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                      216000                1215.00                    360                     356                  6.375                      0                      0                   0.375                   6.75 SANTA ANA              CA                                       92701 Condominium                            216000                20060301                     80 No MI                                1.00E+17                    2.25               20110201                  12.75                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360201 AFL2
GI                       G02                                                      163400                1055.29                    360                     357                  7.375                      0                      0                   0.375                   7.75 Anoka                  MN                                       55303 Single Family                          163400                20060401                     80 No MI                                1.00E+17                    2.25               20110301                  12.75                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GI                       G02                                                      157600                1067.08                    360                     358                   7.75                      0                      0                   0.375                  8.125 GRAYSON                GA                                       30017 PUD                                    157600                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.125                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G03                                                      133217                 679.96                    360                     357                   5.75                      0                      0                   0.375                  6.125 College Park           GA                                       30349 PUD                                    133217                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 11.125                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G02                                                      166400                1161.33                    360                     358                      8                      0                      0                   0.375                  8.375 WOODSTOCK              GA                                       30189 Single Family                          166400                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G03                                                      526500                3016.41                    360                     357                    6.5                      0                      0                   0.375                  6.875 Cave Creek             AZ                                       85331 PUD                                    526500                20060401                     65 No MI                                1.00E+17                    2.25               20110301                 12.875                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GII                      G02                                                      115520                 625.73                    360                     356                  6.125                      0                      0                   0.375                    6.5 Jonesboro              GA                                       30236 PUD                                    115520                20060301                     80 No MI                                1.00E+17                    2.25               20110201                   11.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360201 AFL2
GI                       G03                                                      161600                1010.00                    360                     358                  7.125                      0                      0                   0.375                    7.5 ATLANTA                GA                                       30318 Single Family                          161600                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      415920                2686.15                    360                     358                  7.375                      0                      0                   0.375                   7.75 BALTIMORE              MD                                       21221 Single Family                          415920                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  13.75                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G03                                                      228000                1401.25                    360                     359                      7                      0                      0                   0.375                  7.375 Sacramento             CA                                       95815 Single Family                          228000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G03                                                     2000000               12291.67                    360                     357                      7                      0                      0                   0.375                  7.375 Kenilworth             IL                                       60043 Single Family                         2000000                20060401            54.04999924 No MI                                1.00E+17                    2.25               20110301                 13.375                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GI                       G02                                                       95900                 639.33                    360                     358                  7.625                      0                      0                   0.375                      8 LAS VEGAS              NV                                       89119 Condominium                             95900                20060501            79.98000336 No MI                                1.00E+17                    2.25               20110401                     13                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                       95900                 639.33                    360                     358                  7.625                      0                      0                   0.375                      8 LAS VEGAS              NV                                       89119 Condominium                             95900                20060501            79.98000336 No MI                                1.00E+17                    2.25               20110401                     13                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                      213900                1136.34                    360                     356                      6                      0                      0                   0.375                  6.375 Las Vegas              NV                                       89123 PUD                                    213900                20060301            79.83999634 No MI                                1.00E+17                    2.25               20110201                 11.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360201 AFL2
GII                      G02                                                      177250                1033.96                    360                     357                  6.625                      0                      0                   0.375                      7 CUMMING                GA                                       30040 PUD                                    177250                20060401            79.98999786 No MI                                1.00E+17                    2.25               20110301                     12                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G01                                                      880000                5866.67                    360                     358                  7.625                      0                      0                   0.375                      8 Miami                  FL                                       33175 Single Family                          880000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                     14                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                   263999.99                1760.00                    360                     358                  7.625                      0                      0                   0.375                      8 ONTARIO                CA                                       91762 Condominium                            264000                20060501                     80 No MI                                1.00E+17                    2.25               20160401                     13                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                     120 N                                    20360401 AFL2
GI                       G02                                                      211850                1390.27                    360                     358                    7.5                      0                      0                   0.375                  7.875 Cape Coral             FL                                       33993 Single Family                          211850                20060501            66.19999695 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      280000                1866.67                    360                     358                  7.625                      0                      0                   0.375                      8 Woodbridge             VA                                       22192 PUD                                    280000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                     13                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      101520                 676.80                    360                     357                  7.625                      0                      0                   0.375                      8 REX                    GA                                       30273 Single Family                          101520                20060401                     80 No MI                                1.00E+17                    2.25               20110301                     13                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GII                      G02                                                      382400                2071.33                    360                     356                  6.125                      0                      0                   0.375                    6.5 Orem                   UT                                       84057 Single Family                          382400                20060301                     80 No MI                                1.00E+17                    2.25               20110201                   11.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360201 AFL2
GI                       G03                                                      360000                2212.50                    360                     358                      7                      0                      0                   0.375                  7.375 ANTIOCH                CA                                       94531 Single Family                          360000                20060501                     75 No MI                                1.00E+17                    2.25               20110401                 12.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                      149100                 792.09                    360                     357                      6                      0                      0                   0.375                  6.375 CUMMING                GA                                       30040 PUD                                    149100                20060401            79.98999786 No MI                                1.00E+17                    2.25               20110301                 11.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GII                      G02                                                      338400                1938.75                    360                     357                    6.5                      0                      0                   0.375                  6.875 Acworth                GA                                       30101 PUD                                    338400                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 11.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G02                                                      135000                 942.19                    360                     357                      8                      0                      0                   0.375                  8.375 West Valley City       UT                                       84120 Single Family                          135000                20060401                     75 No MI                                1.00E+17                    2.25               20110301                 13.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GII                      G03                                                      213030                1065.15                    360                     358                  5.625                      0                      0                   0.375                      6 Las Vegas              NV                                       89118 Condominium                            213030                20060501                     80 No MI                                1.00E+17                    2.25               20110401                     11                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G03                                                      421600                2371.50                    360                     356                  6.375                      0                      0                   0.375                   6.75 Long Beach             CA                                       90802 Single Family                          421600                20060301                     80 No MI                                1.00E+17                    2.25               20110201                  11.75                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360201 AFL2
GII                      G02                                                      215912                1169.52                    360                     358                  6.125                      0                      0                   0.375                    6.5 OCEOLA TOWNSHIP        MI                                       48843 Single Family                          215912                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   11.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      238640                1615.80                    360                     358                   7.75                      0                      0                   0.375                  8.125 ORLANDO                FL                                       32835 PUD                                    238640                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.125                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      219920                1489.04                    360                     359                   7.75                      0                      0                   0.375                  8.125 FORT MYERS             FL                                       33913 Condominium                            219920                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.125                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      191138                1294.16                    360                     357                   7.75                      0                      0                   0.375                  8.125 FAIRBURN               GA                                       30213 PUD                                    191192                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 13.125                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GII                      G02                                                      229352                1337.89                    360                     359                  6.625                      0                      0                   0.375                      7 APACHE JUNCTION        AZ                                       85218 Single Family                          229352                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     12                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G02                                                      194320                1113.29                    360                     360                    6.5                      0                      0                   0.375                  6.875 HERNDON                VA                                       20170 PUD                                    194320                20060701                     80 No MI                                                            3.75               20110601                 11.875                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 ADN1
GI                       G03                                                      152000                1012.07                    360                     360                  7.615                      0                      0                   0.375                   7.99 DUNDALK                MD                                       21222 Single Family                          152000                20060701                     80 No MI                                                            5.25               20110601                  12.99                  3.375                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 ADN1
GII                      G03                                                      445200                2689.75                    360                     360                  6.875                      0                      0                   0.375                   7.25 EAST ELMHURST          NY                                       11369 Single Family                          445200                20060801                     80 No MI                                                               3               20110701                  12.25                  4.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360701 ADN1
GI                       G03                                                      148000                1047.53                    360                     360                   7.25                      0                      0                   0.375                  7.625 OSWEGO                 IL                                       60543 PUD                                    148000                20060701                     80 No MI                                                               3               20110601                 12.625                  2.625                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360601 ADN1
GII                      G03                                                      284974                1692.03                    360                     360                   6.75                      0                      0                   0.375                  7.125 LANCASTER              CA                                       93536 Single Family                          284974                20060701                     80 No MI                                                            3.25               20110601                 12.125                  2.625                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 ADN1
GI                       G03                                                      123200                 770.00                    360                     360                  7.125                      0                      0                   0.375                    7.5 ROUND LAKE PARK        IL                                       60073 Single Family                          123200                20060701                     80 No MI                                                             3.5               20110601                   12.5                  2.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 ADN1
GII                      G02                                                      428000                2407.50                    360                     360                  6.375                      0                      0                   0.375                   6.75 BROOKLYN               NY                                       11208 2-4 Family                             428000                20060701                     80 No MI                                                            3.25               20110601                  11.75                  3.125                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 ADN1
GI                       G03                                                      152649                1080.44                    360                     360                   7.25                      0                      0                   0.375                  7.625 OPA LOCKA              FL                                       33055 Single Family                          152649                20060701                     80 No MI                                                            5.25               20110601                 12.625                  2.875                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360601 ADN1
GII                      G02                                                    159185.5                 895.50                    360                     359                  6.375                      0                      0                   0.375                   6.75 FALLS CHURCH           VA                                       22046 Condominium                            159200                20060601                     80 No MI                                                               3               20110501                  11.75                  4.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G03                                                      143200                1049.79                    360                     360                  8.125                      0                      0                   0.375                    8.5 PALM HARBOR            FL                                       34683 Condominium                            143200                20060701                     80 No MI                                                           5.375               20110601                   13.5                  2.625                       2 First Lien                                    N                                            0 Prepay                                    480                      60 N                                    20360601 ADN1
GII                      G03                                                      304000                1805.00                    360                     360                   6.75                      0                      0                   0.375                  7.125 CORONA                 CA                                       92882 Condominium                            304000                20060701                     80 No MI                                                            4.25               20110601                 12.125                      5                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 ADN1
GII                      G02                                                      280000                1575.00                    360                     360                  6.375                      0                      0                   0.375                   6.75 COPIAGUE               NY                                       11726 Single Family                          280000                20060701                     80 No MI                                                               3               20110601                  11.75                  2.625                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 ADN1
GII                      G02                                                   285305.71                1805.19                    360                     359                  6.125                      0                      0                   0.375                    6.5 FREEPORT               NY                                       11520 Single Family                          285600                20060601                     80 No MI                                                            3.75               20110501                   11.5                  2.625                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360501 ADN1
GIII                     G01                                                      289250                1416.12                    360                     359                  5.625                      0                      0                    0.25                  5.875 COVINA                 CA                                       91723 Single Family                          289250                20060601                     65 No MI                                1.00E+17                    2.25               20110501                 10.875                  3.375                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G02                                                   178357.25                1202.59                    360                     359                  6.875                      0                      0                    0.25                  7.125 CHICAGO                IL                                       60619 Single Family                          178500                20060601                     70 No MI                                1.00E+17                    2.25               20110501                 12.125                      2                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G02                                                      400000                2166.67                    360                     359                   6.25                      0                      0                    0.25                    6.5 ACCOKEEK               MD                                       20607 PUD                                    400000                20060601            75.76000214 No MI                                1.00E+17                    2.25               20110501                   11.5                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GII                      G03                                                      207972                1256.50                    360                     357                  6.875                      0                      0                   0.375                   7.25 Plainfield             IL                                       60586 PUD                                    207972                20060401                     80 No MI                                1.00E+17                    2.25               20110301                  13.25                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GIII                     G02                                                      218640                1161.53                    360                     358                  6.125                      0                      0                    0.25                  6.375 ORLANDO                FL                                       32821 Condominium                            218640                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.375                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 ADN1
GIII                     G02                                                      140000                 802.08                    360                     359                  6.625                      0                      0                    0.25                  6.875 SCHAUMBURG             IL                                       60193 Condominium                            140000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.875                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G03                                                    84185.29                 582.34                    360                     358                      7                      0                      0                   0.375                  7.375 Katy                   TX                                       77449 PUD                                     84314                20060501                     65 No MI                                1.00E+17                    2.25               20110401                 12.375                      2                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                   192923.04                1468.19                    360                     358                      8                      0                      0                   0.375                  8.375 JOLIET                 IL                                       60431 Single Family                          193164                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GIII                     G02                                                      164000                 922.50                    360                     359                    6.5                      0                      0                    0.25                   6.75 GREENVILLE             SC                                       29607 Single Family                          164000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  11.75                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G02                                                      155600                 842.83                    360                     359                   6.25                      0                      0                    0.25                    6.5 LAS VEGAS              NV                                       89106 Condominium                            155600                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   11.5                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G02                                                      356000                2299.17                    360                     358                  7.375                      0                      0                   0.375                   7.75 Silver Spring          MD                                       20902 Single Family                          356000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                    71151.62                 516.61                    360                     358                    7.5                      0                      0                   0.375                  7.875 Fort Wayne             IN                                       46807 Single Family                           71250                20060501                     75 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                      408000                2337.50                    360                     359                  6.625                      0                      0                    0.25                  6.875 Palmdale               CA                                       93551 Single Family                          408000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.875                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                       44800                 294.00                    360                     358                    7.5                      0                      0                   0.375                  7.875 Moultrie               GA                                       31768 Single Family                           44800                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.875                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GIII                     G02                                                      324380                1790.85                    360                     360                  6.375                      0                      0                    0.25                  6.625 ERDA                   UT                                       84074 Single Family                          324380                20060701            75.44000244 No MI                                1.00E+17                    2.25               20110601                 11.625                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360601 ADN1
GI                       G03                                                      296000                1850.00                    360                     358                  7.125                      0                      0                   0.375                    7.5 New Brunswick          NJ                                        8901 Single Family                          296000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                      2                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 AFL2
GIII                     G01                                                      263960                1292.30                    360                     359                  5.625                      0                      0                    0.25                  5.875 AUBURN                 WA                                       98092 Single Family                          263960                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 10.875                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GII                      G03                                                       79900                 482.73                    360                     358                  6.875                      0                      0                   0.375                   7.25 Fort Myers             FL                                       33916 Condominium                             79900                20060501            79.98000336 No MI                                1.00E+17                    2.75               20110401                  13.25                      2                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G03                                                   335768.54                2028.60                    360                     357                  6.875                      0                      0                   0.375                   7.25 CRYSTAL                MN                                       55422 Single Family                          336000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                  12.25                  2.375                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GII                      G03                                                   639999.99                3733.33                    360                     357                  6.625                      0                      0                   0.375                      7 Melbourne              FL                                       32935 Single Family                          640000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                     12                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GIII                     G02                                                   299506.75                1995.91                    360                     358                   6.75                      0                      0                    0.25                      7 SEATTLE                WA                                       98144 Single Family                          300000                20060501            42.86000061 No MI                                1.00E+17                    2.25               20110401                     12                  1.875                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G02                                                      168000                 980.00                    360                     358                   6.75                      0                      0                    0.25                      7 CHICAGO                IL                                       60656 Condominium                            168000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                     12                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G01                                                      464000                3431.67                    360                     358                    8.5                      0                      0                   0.375                  8.875 Cape Coral             FL                                       33990 Single Family                          464000                20060501                     80 No MI                                1.00E+17                    2.75               20110401                 14.875                      2                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                   151020.99                 880.96                    360                     359                  6.625                      0                      0                   0.375                      7 Midland                MI                                       48642 Single Family                          151200                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     13                  2.375                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      212000                1501.67                    360                     360                  8.125                      0                      0                   0.375                    8.5 MINNEAPOLIS            MN                                       55407 2-4 Family                             212000                20060701                     80 No MI                                1.00E+17                    2.25               20110601                   13.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GIII                     G02                                                      206400                1139.50                    360                     360                  6.375                      0                      0                    0.25                  6.625 GYPSUM                 CO                                       81637 PUD                                    206400                20060701                     80 No MI                                1.00E+17                    2.25               20110601                 11.625                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360601 ADN1
GIII                     G01                                                      118750                 581.38                    360                     359                  5.625                      0                      0                    0.25                  5.875 APEX                   NC                                       27502 PUD                                    118750                20060601                     95 GE Capital MI                        1.00E+17                    2.25               20110501                 10.875                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G02                                                      172800                1188.00                    360                     360                  7.875                      0                      0                   0.375                   8.25 Hialeah                FL                                       33015 Condominium                            172800                20060701                     80 No MI                                1.00E+17                    2.25               20110601                  13.25                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GIII                     G02                                                       64000                 366.67                    360                     359                  6.625                      0                      0                    0.25                  6.875 MIAMI                  FL                                       33161 Condominium                             64000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.875                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GIII                     G01                                                   129727.91                 758.64                    360                     358                    5.5                      0                      0                    0.25                   5.75 OXFORD                 MS                                       38655 Condominium                            130000                20060501            74.29000092 No MI                                1.00E+17                    2.25               20110401                  11.75                      2                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G01                                                       91630                 591.78                    360                     358                    7.5                      0                      0                    0.25                   7.75 ORLANDO                FL                                       32812 Condominium                             91630                20060501                     70 No MI                                1.00E+17                    2.25               20110401                  12.75                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 ADN1
GI                       G01                                                       78000                 528.12                    360                     359                   7.75                      0                      0                   0.375                  8.125 AURORA                 CO                                       80010 Single Family                           78000                20060601                     75 No MI                                1.00E+17                    2.25               20110501                 13.125                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GIII                     G01                                                      387000                1975.31                    360                     357                  5.375                    0.5                      0                    0.25                  6.125 BEVERLY                MA                                        1915 2-4 Family                             387000                20060401                     90 GE Capital MI                        1.00E+17                   2.875               20110301                 11.125                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360301 ADN1
GIII                     G02                                                   284748.55                1824.89                    360                     359                  6.375                      0                      0                    0.25                  6.625 NAPLES                 FL                                       34119 Condominium                            285000                20060601            69.51000214 No MI                                1.00E+17                    2.25               20110501                 11.625                  2.125                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360501 ADN1
GIII                     G01                                                      375000                1835.94                    360                     359                  5.625                      0                      0                    0.25                  5.875 CENTREVILLE            VA                                       20121 PUD                                    375000                20060601            10.71000004 No MI                                1.00E+17                    2.25               20110501                 10.875                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G02                                                      203200                1121.83                    360                     358                  6.375                      0                      0                    0.25                  6.625 SALTON CITY            CA                                       92275 Single Family                          203200                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.625                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G02                                                      157154                 998.58                    360                     358                   7.25                      0                      0                   0.375                  7.625 QUEENCREEK             AZ                                       85243 Single Family                          157154                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.625                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      120000                 787.50                    360                     358                    7.5                      0                      0                   0.375                  7.875 Crestview              FL                                       32539 PUD                                    120000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GIII                     G02                                                      132720                 705.08                    360                     359                  6.125                      0                      0                    0.25                  6.375 COCONUT CREEK          FL                                       33063 Condominium                            132720                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.375                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GIII                     G02                                                      140000                 729.17                    360                     359                      6                      0                      0                    0.25                   6.25 CARY                   NC                                       27511 PUD                                    140000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  11.25                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G03                                                      151450                 741.47                    360                     358                  5.625                      0                      0                    0.25                  5.875 GLENDALE               AZ                                       85308 PUD                                    151450                20060501            61.93999863 No MI                                1.00E+17                    2.25               20110401                 11.875                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GII                      G02                                                      163280                 884.43                    360                     359                  6.125                      0                      0                   0.375                    6.5 Queen Creek            AZ                                       85243 PUD                                    163280                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   12.5                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G01                                                      448720                2991.47                    360                     358                  7.625                      0                      0                   0.375                      8 Cape Coral             FL                                       33904 Single Family                          448720                20060501                     80 No MI                                1.00E+17                    2.25               20110401                     13                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GIII                     G02                                                      236000                1278.33                    360                     357                   6.25                      0                      0                    0.25                    6.5 SAINT CLOUD            FL                                       34772 PUD                                    236000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                   11.5                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 ADN1
GIII                     G02                                                   145593.12                 759.36                    360                     358                      6                      0                      0                    0.25                   6.25 PANAMA CITY BEACH      FL                                       32407 Condominium                            146000                20060501            70.62000275 No MI                                1.00E+17                    2.25               20110401                  11.25                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G02                                                      144000                 915.00                    360                     359                   7.25                      0                      0                   0.375                  7.625 North Laudderdale      FL                                       33068 Single Family                          144000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.625                      2                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G01                                                      176000                1008.33                    360                     358                    6.5                      0                      0                   0.375                  6.875 MINNEAPOLIS            MN                                       55414 Single Family                          176000                20060501                     80 No MI                                1.00E+17                    2.25               20090401                 12.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      36 N                                    20360401 AFL2
GII                      G03                                                      220000                1329.17                    360                     358                  6.875                      0                      0                   0.375                   7.25 TORRANCE               CA                                       90502 Condominium                            220000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  13.25                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GIII                     G02                                                      496900                2795.06                    360                     359                    6.5                      0                      0                    0.25                   6.75 HONOLULU               HI                                       96825 Condominium                            496900                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  11.75                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G01                                                      131992                 811.20                    360                     358                  7.125                      0                      0                    0.25                  7.375 ORLANDO                FL                                       32822 Condominium                            131992                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.375                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 ADN1
GII                      G02                                                      140000                 743.75                    360                     359                      6                      0                      0                   0.375                  6.375 Broomfield             CO                                       80020 Single Family                          140000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.375                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G03                                                   229799.81                1570.10                    360                     358                  6.875                      0                      0                   0.375                   7.25 South Jordan           UT                                       84095 Single Family                          230160                20060501                     70 No MI                                1.00E+17                    2.25               20110401                  12.25                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                   127999.99                 733.33                    360                     358                    6.5                      0                      0                   0.375                  6.875 Saint Petersburg       FL                                       33713 Single Family                          128000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G01                                                      204032                1232.69                    360                     357                      7                      0                      0                    0.25                   7.25 ALEXANDRIA             VA                                       22314 Condominium                            204032                20060401                     80 No MI                                1.00E+17                    2.25               20110301                  12.25                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360301 ADN1
GIII                     G01                                                   184811.39                1094.34                    360                     359                  5.625                      0                      0                    0.25                  5.875 CLERMONT               FL                                       34711 PUD                                    185000                20060601            64.23999786 No MI                                1.00E+17                    2.25               20110501                 10.875                      2                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360501 ADN1
GII                      G02                                                      182389                1063.94                    360                     359                  6.625                      0                      0                   0.375                      7 Peoria                 AZ                                       85345 Townhouse                              182389                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     13                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GIII                     G01                                                   291997.37                1429.58                    360                     359                  5.625                      0                      0                    0.25                  5.875 ATLANTA                GA                                       30316 Single Family                          292000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 10.875                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G03                                                      146930                 918.31                    360                     359                  7.125                      0                      0                   0.375                    7.5 Tucson                 AZ                                       85746 PUD                                    146930                20060601                     70 No MI                                1.00E+17                    2.25               20110501                   12.5                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G01                                                      450320                3002.14                    360                     359                  7.625                      0                      0                   0.375                      8 MOUNTAIN HOUSE         CA                                       95391 PUD                                    450320                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     13                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      332800                2149.34                    360                     360                  7.375                      0                      0                   0.375                   7.75 MOUNTAIN HOUSE         CA                                       95391 Condominium                            332800                20060701                     80 No MI                                1.00E+17                    2.25               20110601                  12.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GII                      G02                                                      165700                 932.06                    360                     359                  6.375                      0                      0                   0.375                   6.75 NORTH LAS VEGAS        NV                                       89084 Condominium                            165700                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  11.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      239160                1594.40                    360                     359                  7.625                      0                      0                   0.375                      8 ORLANDO                FL                                       32835 Condominium                            239160                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     13                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G03                                                      231404                1398.07                    360                     360                  6.875                      0                      0                   0.375                   7.25 ORLANDO                FL                                       32819 PUD                                    231404                20060701                     80 No MI                                1.00E+17                    2.25               20110601                  12.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GI                       G03                                                      210080                1291.12                    360                     359                      7                      0                      0                   0.375                  7.375 Maricopa               AZ                                       85239 PUD                                    210080                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      199512                1350.86                    360                     359                   7.75                      0                      0                   0.375                  8.125 Tucson                 AZ                                       85743 Single Family                          199512                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.125                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G02                                                      202000                1115.21                    360                     358                   6.25                      0                      0                   0.375                  6.625 HINSDALE               IL                                       60527 Single Family                          202000                20060501            64.12999725 No MI                                1.00E+17                    2.25               20110401                 11.625                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                       73430                 474.24                    360                     360                  7.375                      0                      0                   0.375                   7.75 Denham Springs         LA                                       70726 Condominium                             73430                20060701                     70 No MI                                1.00E+17                    2.25               20110601                  12.75                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GI                       G01                                                     1170000                7800.00                    360                     358                  7.625                      0                      0                   0.375                      8 Miami                  FL                                       33131 Condominium                           1170000                20060501                     60 No MI                                1.00E+17                    2.25               20110401                     13                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      413163                2668.34                    360                     359                  7.375                      0                      0                   0.375                   7.75 ELK GROVE              CA                                       95757 Single Family                          413163                20060601                     75 No MI                                1.00E+17                   12.75               20110501                  12.75                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GIII                     G01                                                      380000                1939.58                    360                     359                  5.875                      0                      0                    0.25                  6.125 FOLSOM                 CA                                       95630 Single Family                          380000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.125                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G01                                                      191500                1057.24                    360                     359                  5.985                   0.39                      0                    0.25                  6.625 BELLWOOD               IL                                       60104 Single Family                          191500                20060601            86.65000153 Republic MIC                         1.00E+17                    2.75               20110501                 11.625                  2.375                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GIII                     G02                                                       91200                 522.50                    360                     358                  6.625                      0                      0                    0.25                  6.875 NASHVILLE              TN                                       37214 Single Family                           91200                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.875                   2.11                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G01                                                      337980                1725.11                    360                     359                  5.875                      0                      0                    0.25                  6.125 BAKERSFIELD            CA                                       93311 Single Family                          337980                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.125                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GII                      G02                                                      322000                1777.71                    360                     360                   6.25                      0                      0                   0.375                  6.625 Lahaina                HI                                       96761 Condominium                            322000                20060701            68.51000214 No MI                                1.00E+17                    2.25               20110601                 11.625                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GI                       G02                                                      172900                1116.65                    360                     358                  7.375                      0                      0                   0.375                   7.75 Plant City             FL                                       33567 PUD                                    172900                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.75                  2.375                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GIII                     G02                                                      312000                1722.50                    360                     359                  6.375                      0                      0                    0.25                  6.625 WHEELING               IL                                       60090 Single Family                          312000                20060601            79.80000305 No MI                                1.00E+17                    2.25               20110501                 11.625                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GII                      G02                                                   203888.66                1146.87                    360                     359                  6.375                      0                      0                   0.375                   6.75 Littleton              CO                                       80128 Single Family                          204000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.75                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GIII                     G02                                                      148000                 847.92                    360                     358                  6.625                      0                      0                    0.25                  6.875 LAS VEGAS              NV                                       89108 Condominium                            148000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.875                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 ADN1
GI                       G01                                                      269520                1712.58                    360                     359                  7.375                      0                      0                    0.25                  7.625 EUSTIS                 FL                                       32736 PUD                                    269520                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.625                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G03                                                      159250                 978.72                    360                     358                      7                      0                      0                   0.375                  7.375 BAKERSFIELD            CA                                       93308 2-4 Family                             159250                20060501                     65 No MI                                1.00E+17                    2.25               20110401                 12.375                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GIII                     G02                                                       88000                 504.17                    360                     358                  6.625                      0                      0                    0.25                  6.875 NAMPA                  ID                                       83686 Single Family                           88000                20060501            73.33000183 No MI                                1.00E+17                    2.25               20110401                 11.875                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G02                                                      414950                2420.54                    360                     359                   6.75                      0                      0                    0.25                      7 HONOLULU               HI                                       96825 Condominium                            414950                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     12                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GII                      G03                                                    95301.87                 643.10                    360                     358                   6.75                      0                      0                   0.375                  7.125 Jacksonville           FL                                       32277 Condominium                             95455                20060501                     65 No MI                                1.00E+17                    2.25               20110401                 12.125                      2                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G03                                                      334852                1744.02                    360                     358                  5.875                      0                      0                   0.375                   6.25 North Las Vegas        NV                                       89081 PUD                                    334852                20060501                     80 No MI                                                            2.75               20110401                  12.25                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G01                                                      244000                1626.67                    360                     358                  7.625                      0                      0                   0.375                      8 Lancaster              CA                                       93535 Single Family                          244000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                     13                  2.375                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                       59600                 403.54                    360                     359                   7.75                      0                      0                   0.375                  8.125 Petersburg             VA                                       23803 Single Family                           59600                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.125                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      170400                1171.50                    360                     358                  7.875                      0                      0                   0.375                   8.25 Phoenix                AZ                                       85042 Single Family                          170400                20060501                     80 No MI                                1.00E+17                   2.375               20080401                  13.25                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      24 N                                    20360401 AFL2
GI                       G02                                                      335250                2165.16                    360                     358                  7.375                      0                      0                   0.375                   7.75 Dumfries               VA                                       22026 PUD                                    335250                20060501            79.98999786 No MI                                1.00E+17                    2.75               20110401                  13.75                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      169600                1095.33                    360                     358                  7.375                      0                      0                   0.375                   7.75 VERO BEACH             FL                                       32967 Single Family                          169600                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.75                  2.375                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G01                                                      484000                3327.50                    360                     359                  7.875                      0                      0                   0.375                   8.25 WOODBRIDGE             VA                                       22193 Single Family                          484000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  13.25                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G02                                                   289965.36                1600.85                    360                     358                   6.25                      0                      0                   0.375                  6.625 Stuart                 FL                                       34997 PUD                                    292000                20060501                     80 No MI                                1.00E+17                    2.75               20110401                 12.625                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                       54400                 368.33                    360                     359                   7.75                      0                      0                   0.375                  8.125 Petersburg             VA                                       23803 Single Family                           54400                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.125                  2.375                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G03                                                      317300                1917.02                    360                     360                  6.875                      0                      0                   0.375                   7.25 SURPRISE               AZ                                       85379 Single Family                          317300                20060701                     80 No MI                                1.00E+17                    2.25               20110601                  12.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GI                       G02                                                      104400                 685.13                    360                     358                    7.5                      0                      0                   0.375                  7.875 Kansas City            MO                                       64138 2-4 Family                             104400                20060501            69.98999786 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GIII                     G01                                                   105277.56                 623.39                    360                     359                  5.625                      0                      0                    0.25                  5.875 SAINT PETERSBURG       FL                                       33716 Condominium                            105385                20060601            73.18000031 No MI                                1.00E+17                    2.25               20110501                 10.875                  1.875                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G03                                                      118708                 741.93                    360                     359                  7.125                      0                      0                   0.375                    7.5 Greensboro             NC                                       27406 PUD                                    118708                20060601                     80 No MI                                1.00E+17                    2.75               20110501                   13.5                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G01                                                      435000                3035.94                    360                     358                      8                      0                      0                   0.375                  8.375 SCOTTSDALE             AZ                                       85260 Single Family                          435000                20060501                     75 No MI                                1.00E+17                    2.25               20110401                 13.375                  2.375                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GIII                     G01                                                      260800                1222.50                    360                     358                  5.375                      0                      0                    0.25                  5.625 MADERA                 CA                                       93638 Single Family                          260800                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 10.625                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G02                                                      172000                 949.58                    360                     359                  6.375                      0                      0                    0.25                  6.625 VANCOUVER              WA                                       98664 Single Family                          172000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.625                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G02                                                      616000                3657.50                    360                     358                  6.875                      0                      0                    0.25                  7.125 SANTA CLARITA          CA                                       91321 2-4 Family                             616000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.125                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G02                                                    206217.9                1321.60                    360                     359                  6.375                      0                      0                    0.25                  6.625 SILVERTON              ID                                       83867 Single Family                          206400                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.625                      2                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G03                                                      101520                 634.50                    360                     359                  7.125                      0                      0                   0.375                    7.5 Chandler               AZ                                       85224 Condominium                            101520                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   12.5                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      188000                1272.92                    360                     359                   7.75                      0                      0                   0.375                  8.125 FREDERICKSBURG         VA                                       22408 Townhouse                              188000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.125                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GIII                     G02                                                      240000                1250.00                    360                     359                      6                      0                      0                    0.25                   6.25 PUYALLUP               WA                                       98374 PUD                                    240000                20060601            78.69000244 No MI                                1.00E+17                    2.25               20110501                  11.25                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G01                                                      392000                2000.83                    360                     359                  5.875                      0                      0                    0.25                  6.125 FOUNTAIN VALLEY        CA                                       92708 PUD                                    392000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.125                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G02                                                    70199.99                 453.37                    360                     358                  7.375                      0                      0                   0.375                   7.75 Saint Petersburg       FL                                       33711 Single Family                           70200                20060501                     90 Republic MIC                         1.00E+17                    2.25               20110401                  12.75                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GIII                     G01                                                   151199.55                 724.50                    360                     358                    5.5                      0                      0                    0.25                   5.75 PROVO                  UT                                       84601 Single Family                          151200                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  10.75                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G01                                                      142300                 681.85                    360                     357                    5.5                      0                      0                    0.25                   5.75 ELLENWOOD              GA                                       30294 Single Family                          142300                20060401            88.94000244 Radian Guaranty                      1.00E+17                    2.25               20110301                  10.75                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360301 ADN1
GIII                     G02                                                      220000                1237.50                    360                     359                    6.5                      0                      0                    0.25                   6.75 SANTA ANA              CA                                       92704 Condominium                            220000                20060601            76.91999817 No MI                                1.00E+17                    2.25               20110501                  11.75                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G01                                                      379000                2408.23                    360                     358                  6.845                   0.53                      0                    0.25                  7.625 VIRGINIA CITY HIGHLANDSNV                                       89521 PUD                                    379000                20060501            88.13999939 Republic MIC                         1.00E+17                   2.875               20110401                 12.625                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 ADN1
GII                      G02                                                      280000                1633.33                    360                     357                  6.625                      0                      0                   0.375                      7 Miami                  FL                                       33185 PUD                                    280000                20060401                     80 No MI                                1.00E+17                    2.75               20110301                     13                  2.095                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GIII                     G02                                                      355434                1962.29                    360                     359                  6.375                      0                      0                    0.25                  6.625 WOOD RIDGE             NJ                                        7075 Single Family                          355434                20060601            78.98999786 No MI                                1.00E+17                    2.25               20110501                 11.625                  2.375                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G01                                                      181300                 887.61                    360                     359                  5.625                      0                      0                    0.25                  5.875 NORTH LAS VEGAS        NV                                       89081 PUD                                    181300                20060601            54.93999863 No MI                                1.00E+17                    2.25               20110501                 10.875                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G02                                                      245525                1406.65                    360                     357                  6.625                      0                      0                    0.25                  6.875 EAST WENATCHEE         WA                                       98802 Single Family                          245625                20060401                     75 No MI                                1.00E+17                    2.25               20110301                 11.875                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360301 ADN1
GI                       G03                                                      346468                2165.43                    360                     359                  7.125                      0                      0                   0.375                    7.5 Fresno                 CA                                       93722 Single Family                          346468                20060601                     80 No MI                                1.00E+17                    2.75               20110501                   13.5                      2                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G02                                                      392000                2286.67                    360                     357                  6.625                      0                      0                   0.375                      7 Punta Gorda            FL                                       33955 Condominium                            392000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                     12                  2.375                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GIII                     G01                                                      165600                 897.00                    360                     358                    5.9                   0.35                      0                    0.25                    6.5 SUWANEE                GA                                       30024 PUD                                    165600                20060501            80.38999939 PMI                                  1.00E+17                    2.75               20110401                   11.5                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GII                      G02                                                      215200                1255.33                    360                     357                  6.625                      0                      0                   0.375                      7 ROCKVILLE              MD                                       20852 Condominium                            215200                20060401                     80 No MI                                1.00E+17                    2.25               20110301                     13                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G02                                                       40000                 297.00                    360                     360                   7.75                      0                      0                   0.375                  8.125 Huntsville             AL                                       35810 Single Family                           40000                20060701            71.43000031 No MI                                1.00E+17                    2.25               20110601                 13.125                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360601 AFL2
GI                       G03                                                   102247.53                 716.00                    360                     358                  7.125                      0                      0                   0.375                    7.5 Cody                   WY                                       82414 2-4 Family                             102400                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                       67200                 427.00                    360                     360                   7.25                      0                      0                   0.375                  7.625 Arlington              TX                                       76014 Single Family                           67200                20060701                     70 No MI                                1.00E+17                    2.25               20110601                 12.625                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GI                       G02                                                   165365.49                1186.38                    360                     358                  7.375                      0                      0                   0.375                   7.75 Las Vegas              NV                                       89108 Single Family                          165600                20060501                     80 No MI                                1.00E+17                   4.125               20110401                  13.75                  1.875                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                      196488                1043.84                    360                     358                      6                      0                      0                   0.375                  6.375 Melbourne              FL                                       32935 PUD                                    196488                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.375                   3.75                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GIII                     G01                                                    75771.88                 455.66                    360                     357                   5.75                      0                      0                    0.25                      6 CANTON                 IL                                       61520 Single Family                           76000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                     11                  1.875                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360301 ADN1
GII                      G03                                                       58700                 348.53                    360                     358                   6.75                      0                      0                   0.375                  7.125 Socorro                TX                                       79927 Single Family                           58700                20060501            63.04999924 No MI                                1.00E+17                    2.25               20110401                 12.125                      2                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GIII                     G01                                                      247500                1211.72                    360                     358                  5.625                      0                      0                    0.25                  5.875 ROSEMOUNT              MN                                       55068 Single Family                          247500                20060501                     90 Republic MIC                         1.00E+17                    2.25               20110401                 11.875                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G02                                                   217405.56                1377.91                    360                     357                   6.25                      0                      0                    0.25                    6.5 CHICAGO                IL                                       60626 Single Family                          218000                20060401            48.43999863 No MI                                1.00E+17                    2.25               20110301                   12.5                      2                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360301 ADN1
GII                      G02                                                   120087.25                 780.92                    360                     357                  6.375                      0                      0                   0.375                   6.75 Spring Hill            FL                                       34609 Single Family                          120400                20060401                     80 No MI                                1.00E+17                    2.25               20110301                  11.75                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360301 AFL2
GIII                     G01                                                   103749.56                 558.29                    360                     358                   4.75                      0                      0                    0.25                      5 GREAT FALLS            MT                                       59405 Single Family                          104000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                     10                  1.875                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G01                                                      146250                 929.30                    360                     360                   7.25                      0                      0                   0.375                  7.625 GLENDALE               AZ                                       85034 Single Family                          146250                20060701                     75 No MI                                1.00E+17                    2.25               20110601                 12.625                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GI                       G01                                                       93592                 614.20                    360                     359                    7.5                      0                      0                   0.375                  7.875 Lake Mary              FL                                       32746 Condominium                             93592                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.875                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G01                                                   334969.32                2430.43                    360                     359                    7.5                      0                      0                   0.375                  7.875 Ewa Beach              HI                                       96706 Condominium                            335200                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.875                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G02                                                      301500                1633.13                    360                     357                  6.125                      0                      0                   0.375                    6.5 COVINGTON              GA                                       30014 Single Family                          301500                20060401                     90 Radian Guaranty                                                  2.25               20110301                   11.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GII                      G03                                                      154400                 788.08                    360                     355                   5.75                      0                      0                   0.375                  6.125 Aurora                 CO                                       80017 Single Family                          154400                20060201                     80 No MI                                1.00E+17                    2.25               20110101                 11.125                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360101 AFL2
GII                      G01                                                      104550                 707.89                    360                     358                   7.75                      0                      0                   0.375                  8.125 Ennis                  TX                                       75119 Single Family                          104550                20060501            79.98999786 No MI                                                            2.25               20090401                 14.125                  1.875                       1 First Lien                                    Y                                           36 Prepay                                    360                      36 N                                    20360401 AFL2
GI                       G02                                                      319900                2066.02                    360                     356                  7.375                      0                      0                   0.375                   7.75 Santa Clarita          CA                                       91355 Condominium                            319900                20060301            79.98999786 No MI                                1.00E+17                    2.25               20110201                  12.75                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360201 AFL2
GI                       G03                                                      476000                2975.00                    360                     358                  7.125                      0                      0                   0.375                    7.5 Falls Church           VA                                       22041 Single Family                          476000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 WALN
GI                       G02                                                    440970.9                2526.40                    360                     351                    6.5                      0                      0                   0.375                  6.875 LYNDHURST              NJ                                        7071 2-4 Family                             441000                20051001            64.84999847 No MI                                1.00E+17                    3.25               20070901                 12.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      24 N                                    20350901 ALT1
GI                       G01                                                      189000                1200.94                    360                     357                   7.25                      0                      0                   0.375                  7.625 LAS VEGAS              NV                                       89110 Single Family                          189000                20060401                     70 No MI                                                            2.25               20110301                 12.625                  2.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360301 AFL2
GII                      G03                                                    87567.95                 534.70                    360                     355                   5.75                      0                      0                   0.375                  6.125 Birmingham             AL                                       35210 Single Family                           88000                20060201                     80 No MI                                1.00E+17                    2.25               20110101                 11.125                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360101 AFL2
GI                       G02                                                       74720                 505.92                    360                     359                   7.75                      0                      0                   0.375                  8.125 Ward                   AR                                       72176 Single Family                           74720                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.125                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                       86250                 647.97                    360                     360                  7.875                      0                      0                   0.375                   8.25 San Antonio            TX                                       78250 Single Family                           86250                20060701                     75 No MI                                1.00E+17                    2.25               20110601                  13.25                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360601 AFL2
GII                      G03                                                      461500                2547.86                    360                     359                   6.25                      0                      0                   0.375                  6.625 WINCHESTER             CA                                       92596 Single Family                          461500                20060601            79.98999786 No MI                                1.00E+17                    2.25               20110501                 12.625                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G01                                                      216000                1147.50                    360                     359                      6                      0                      0                   0.375                  6.375 LAS VEGAS              NV                                       89120 Single Family                          216000                20060601                     80 No MI                                1.00E+17                    2.25               20090501                 12.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      36 N                                    20360501 AFL2
GI                       G02                                                      314000                1995.21                    360                     359                   7.25                      0                      0                   0.375                  7.625 HERNDON                VA                                       20171 Condominium                            314000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.625                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G02                                                       86064                 484.11                    360                     358                  6.375                      0                      0                   0.375                   6.75 Yorkville              IL                                       60560 Condominium                             86064                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.75                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                   146516.99                1115.03                    360                     358                      8                      0                      0                   0.375                  8.375 Ocala                  FL                                       34472 Single Family                          146700                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G03                                                      174304                1089.40                    360                     359                  7.125                      0                      0                   0.375                    7.5 PARKER                 CO                                       80134 Condominium                            174304                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   12.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G02                                                      270575                1578.35                    360                     358                  6.625                      0                      0                   0.375                      7 Jupiter                FL                                       33458 Condominium                            270575                20060501            79.98999786 No MI                                1.00E+17                    2.75               20110401                     13                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                      292000                1703.33                    360                     358                  6.625                      0                      0                   0.375                      7 LAS VEGAS              NV                                       89117 PUD                                    292000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                     12                  2.375                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G03                                                    98595.04                 595.68                    360                     359                  6.875                      0                      0                   0.375                   7.25 Palatka                FL                                       32177 Single Family                           99000                20060601                     75 No MI                                1.00E+17                    2.25               20110501                  12.25                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G03                                                      264000                1622.50                    360                     359                      7                      0                      0                   0.375                  7.375 QUEEN CREEK            AZ                                       85242 PUD                                    264000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G02                                                      170400                 958.50                    360                     359                  6.375                      0                      0                   0.375                   6.75 PHOENIX                AZ                                       85037 PUD                                    170400                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  11.75                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                       98400                 686.75                    360                     359                      8                      0                      0                   0.375                  8.375 THE PLAINS             OH                                       45780 Single Family                           98400                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G01                                                      140184                 744.73                    360                     357                      6                      0                      0                   0.375                  6.375 College Park           GA                                       30349 Single Family                          140184                20060401                     80 No MI                                1.00E+17                    2.25               20090301                 12.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      36 N                                    20360301 AFL2
GII                      G02                                                   320299.97                1768.32                    360                     359                   6.25                      0                      0                   0.375                  6.625 GILBERT                AZ                                       85296 PUD                                    320300                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.625                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G01                                                   137834.54                 732.25                    360                     357                      6                      0                      0                   0.375                  6.375 College Park           GA                                       30349 Single Family                          137860                20060401                     80 No MI                                1.00E+17                    2.25               20090301                 12.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      36 N                                    20360301 AFL2
GI                       G02                                                       96899                 686.37                    360                     359                  8.125                      0                      0                   0.375                    8.5 Brooklyn               MD                                       21225 Townhouse                               96999                20060601            79.51000214 No MI                                1.00E+17                    2.25               20110501                   14.5                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G03                                                   130913.79                 893.76                    360                     359                  6.875                      0                      0                   0.375                   7.25 MILWAUKEE              WI                                       53221 Single Family                          131016                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.25                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                   131835.33                1003.30                    360                     358                      8                      0                      0                   0.375                  8.375 Pontiac                MI                                       48342 Single Family                          132000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                       97500                 629.69                    360                     359                  7.375                      0                      0                   0.375                   7.75 Waterbury              CT                                        6705 2-4 Family                              97500                20060601                     75 No MI                                1.00E+17                    2.25               20110501                  12.75                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      216000                1102.50                    360                     357                   5.75                      0                      0                   0.375                  6.125 Litchfield Park        AZ                                       85340 PUD                                    216000                20060401                     80 No MI                                1.00E+17                   2.375               20080301                 11.125                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      24 N                                    20360301 AFL2
GII                      G02                                                      300799                1691.99                    360                     358                  6.375                      0                      0                   0.375                   6.75 SANTA CLARITA          CA                                       91382 Condominium                            300799                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  11.75                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G03                                                      200000                1250.00                    360                     359                  7.125                      0                      0                   0.375                    7.5 GAITHERSBURG           MD                                       20886 PUD                                    200000                20060601            66.66999817 No MI                                1.00E+17                    2.25               20110501                   12.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                   198299.35                1301.34                    360                     358                    7.5                      0                      0                   0.375                  7.875 INDIO                  CA                                       92203 Single Family                          199620                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GIII                     G02                                                   383156.86                2115.58                    360                     358                  6.375                      0                      0                    0.25                  6.625 MINTURN                CO                                       81645 PUD                                    383200                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.625                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G02                                                   143810.96                1069.20                    360                     358                   7.75                      0                      0                   0.375                  8.125 Odessa                 MO                                       64076 Single Family                          144000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.125                      2                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 WALN
GI                       G01                                                   207593.46                1635.98                    360                     357                    7.6                    0.9                      0                    0.25                   8.75 ORLANDO                FL                                       32835 Condominium                            207955                20060401                     95 PMI                                  1.00E+17                   2.875               20110301                  14.75                  1.875                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360301 ADN1
GI                       G01                                                   194374.88                1463.09                    360                     357                   7.37                   0.63                      0                    0.25                   8.25 KISSIMMEE              FL                                       34741 Condominium                            194750                20060401                     95 PMI                                  1.00E+17                   2.875               20110301                  14.25                  1.725                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360301 ADN1
GI                       G01                                                    73646.63                 535.10                    360                     357                  7.625                      0                      0                    0.25                  7.875 ATLANTA                GA                                       30350 Condominium                             73800                20060401                     90 PMI                                  1.00E+17                   2.875               20110301                 13.875                  1.995                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360301 ADN1
GI                       G01                                                    92417.48                 647.65                    360                     357                   7.25                      0                      0                    0.25                    7.5 ATLANTA                GA                                       30315 Single Family                           92625                20060401                     95 PMI                                  1.00E+17                   2.875               20110301                   13.5                  2.625                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360301 ADN1
GI                       G01                                                   164293.77                1138.23                    360                     356                  6.165                   0.96                      0                    0.25                  7.375 WATERBURY              CT                                        6705 Single Family                          164800                20060301                    100 PMI                                  1.00E+17                   2.875               20110201                 13.375                  2.625                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360201 ADN1
GI                       G03                                                      236000                1475.00                    360                     358                  7.125                      0                      0                   0.375                    7.5 MESA                   AZ                                       85202 Single Family                          236000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.665                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 WALN
GI                       G01                                                    59858.72                 409.31                    360                     357                      7                      0                      0                    0.25                   7.25 TITUSVILLE             FL                                       32796 Single Family                           60000                20060401            43.47999954 No MI                                1.00E+17                   2.875               20110301                  13.25                  1.875                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360301 ADN1
GI                       G01                                                   210970.36                1551.91                    360                     357                    7.1                   0.65                      0                    0.25                      8 DAVENPORT              FL                                       33837 PUD                                    211500                20060401                     90 PMI                                  1.00E+17                   2.875               20110301                     14                  1.875                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360301 ADN1
GII                      G02                                                      172000                 985.42                    360                     359                    6.5                      0                      0                   0.375                  6.875 DENVER                 CO                                       80231 PUD                                    172000                20060601                     80 No MI                                                            2.25               20110501                 11.875                  1.975                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G01                                                   267176.74                1851.01                    360                     356                  6.425                    0.7                      0                    0.25                  7.375 LAWRENCE               MA                                        1843 Single Family                          268000                20060301                    100 PMI                                  1.00E+17                   2.875               20110201                 13.375                  1.875                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360201 ADN1
GI                       G02                                                      127920                 839.48                    360                     358                    7.5                      0                      0                   0.375                  7.875 Duluth                 MN                                       55804 Single Family                          127920                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.925                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 WALN
GI                       G01                                                   381206.13                2769.77                    360                     357                  7.625                      0                      0                    0.25                  7.875 MIAMI                  FL                                       33131 Condominium                            382000                20060401            61.61000061 No MI                                1.00E+17                   2.875               20110301                 13.875                  1.875                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360301 ADN1
GIII                     G03                                                      549175                2116.61                    360                     358                  4.375                      0                      0                    0.25                  4.625 LINCOLN                CA                                       95648 Single Family                          549175                20060501                     90 PMI                                  1.00E+17                    2.25               20110401                  9.625                  2.625                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G01                                                   118476.35                 892.13                    360                     357                      8                      0                      0                    0.25                   8.25 TAMPA                  FL                                       33624 Condominium                            118750                20060401            89.95999908 PMI                                  1.00E+17                   2.875               20110301                  14.25                      2                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360301 ADN1
GIII                     G02                                                   195503.17                1287.58                    360                     357                  6.625                      0                      0                    0.25                  6.875 MALDEN                 MA                                        2148 Condominium                            196000                20060401                    100 PMI                                  1.00E+17                   2.875               20110301                 12.875                  2.625                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360301 ADN1
GII                      G02                                                      160200                 901.13                    360                     358                  6.375                      0                      0                   0.375                   6.75 Clovis                 NM                                       88101 Single Family                          160200                20060501                     75 No MI                                1.00E+17                    2.25               20110401                  11.75                  2.625                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 AFL2
GIII                     G03                                                      750000                4296.88                    360                     358                  6.625                      0                      0                    0.25                  6.875 SANTA ROSA BEACH       FL                                       32459 Single Family                          750000                20060501            68.18000031 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 ADN1
GIII                     G02                                                      164000                 939.58                    360                     357                  6.625                      0                      0                    0.25                  6.875 ALBUQUERQUE            NM                                       87113 PUD                                    164000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 12.875                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 ADN1
GI                       G01                                                      436000                2770.42                    360                     358                   7.25                      0                      0                   0.375                  7.625 SAINT CLOUD            FL                                       34769 PUD                                    436000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.625                      2                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GIII                     G02                                                      335920                1924.54                    360                     357                  6.625                      0                      0                    0.25                  6.875 ESCONDIDO              CA                                       92025 Single Family                          335920                20060401                     80 No MI                                1.00E+17                    2.75               20110301                 12.875                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 ADN1
GIII                     G03                                                      939800                4800.00                    360                     358                   5.75                      0                      0                    0.25                      6 COTO DE CAZA           CA                                       92679 PUD                                    960000                20060501            66.20999908 No MI                                1.00E+17                    2.25               20110401                     11                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GII                      G02                                                      311920                1754.55                    360                     358                  6.375                      0                      0                   0.375                   6.75 SCOTTSDALE             AZ                                       85260 PUD                                    311920                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  11.75                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 WALN
GIII                     G03                                                      491999                2716.24                    360                     358                  6.375                      0                      0                    0.25                  6.625 LIVERMORE              CA                                       94551 PUD                                    491999                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.625                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G03                                                      339200                2120.00                    360                     358                  7.125                      0                      0                   0.375                    7.5 Las Vegas              NV                                       89131 PUD                                    339200                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G01                                                    82619.08                 586.05                    360                     357                  7.375                      0                      0                    0.25                  7.625 FORT MYERS             FL                                       33916 Single Family                           82800                20060401                     90 PMI                                  1.00E+17                   2.875               20110301                 13.625                  1.875                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360301 ADN1
GI                       G01                                                   121117.43                 828.84                    360                     356                      7                      0                      0                    0.25                   7.25 SPRINGFIELD            MA                                        1109 2-4 Family                             121500                20060301                     90 PMI                                  1.00E+17                   2.875               20110201                  13.25                  2.625                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360201 ADN1
GI                       G02                                                     87145.8                 662.78                    360                     359                      8                      0                      0                   0.375                  8.375 MILWAUKEE              WI                                       53212 2-4 Family                              87200                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.375                  2.625                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360501 AFL2
GIII                     G02                                                    134263.9                 839.98                    360                     357                  6.125                      0                      0                    0.25                  6.375 CLERMONT               FL                                       34711 PUD                                    134640                20060401                     80 No MI                                1.00E+17                   2.875               20110301                 12.375                  1.875                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360301 ADN1
GI                       G03                                                      152800                 955.00                    360                     358                  7.125                      0                      0                   0.375                    7.5 Denver                 CO                                       80204 Single Family                          152800                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                  2.625                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                      356000                2039.58                    360                     359                    6.5                      0                      0                   0.375                  6.875 Maple Valley           WA                                       98038 PUD                                    356000                20060601                     80 No MI                                1.00E+17                    2.75               20110501                 12.875                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G01                                                   195878.17                1489.75                    360                     359                      8                      0                      0                   0.375                  8.375 Paterson               NJ                                        7524 2-4 Family                             196000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.375                  2.375                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G02                                                   286157.24                1905.38                    360                     359                  6.625                      0                      0                   0.375                      7 Hesperia               CA                                       92345 Single Family                          286392                20060601                     80 No MI                                1.00E+17                    2.75               20110501                     13                  1.875                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G01                                                    157039.4                1073.81                    360                     357                      7                      0                      0                    0.25                   7.25 POMPANO BEACH          FL                                       33064 Condominium                            157410                20060401                     90 PMI                                  1.00E+17                   2.875               20110301                  13.25                  2.375                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360301 ADN1
GI                       G01                                                    52549.76                 377.55                    360                     356                    7.5                      0                      0                    0.25                   7.75 FORT MYERS             FL                                       33916 Condominium                             52700                20060301                     85 PMI                                  1.00E+17                   2.875               20110201                  13.75                  2.625                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360201 ADN1
GI                       G01                                                   349605.61                3041.39                    360                     356                  8.375                   1.25                      0                    0.25                  9.875 DAVENPORT              FL                                       33897 PUD                                    350250                20060301                     95 PMI                                  1.00E+17                   2.875               20110201                 15.875                  2.625                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360201 ADN1
GII                      G02                                                      300000                1750.00                    360                     358                  6.625                      0                      0                   0.375                      7 PALMDALE               CA                                       93551 Single Family                          300000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                     12                  1.375                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 WALN
GI                       G01                                                    254020.8                1825.04                    360                     356                    7.5                      0                      0                    0.25                   7.75 KISSIMMEE              FL                                       34746 PUD                                    254747                20060301                     90 PMI                                  1.00E+17                   2.875               20110201                  13.75                  1.875                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360201 ADN1
GIII                     G03                                                   459999.75                2443.75                    360                     358                  6.125                      0                      0                    0.25                  6.375 LONG BEACH             CA                                       90814 Single Family                          460000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.375                  2.625                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G01                                                      304000                1583.33                    360                     358                      6                      0                      0                    0.25                   6.25 WINNETKA               CA                                       91306 Condominium                            304000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.25                      2                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 ADN1
GI                       G02                                                      214425                1429.50                    360                     358                  7.625                      0                      0                   0.375                      8 Saratoga Spgs          UT                                       84043 Single Family                          214425                20060501                     75 No MI                                1.00E+17                    2.25               20110401                     13                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GIII                     G02                                                      236800                1332.00                    360                     358                    6.5                      0                      0                    0.25                   6.75 LONG BEACH             CA                                       90802 Condominium                            236800                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.75                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 ADN1
GIII                     G03                                                      650000                3385.42                    360                     358                      6                      0                      0                    0.25                   6.25 NORTH TOPSAIL BEACH    NC                                       28460 Single Family                          650000                20060501            78.20999908 No MI                                1.00E+17                    2.25               20110401                  11.25                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G02                                                       69600                 485.75                    360                     358                      8                      0                      0                   0.375                  8.375 Tucson                 AZ                                       85713 Single Family                           69600                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G01                                                   183867.41                1337.10                    360                     357                  7.625                      0                      0                    0.25                  7.875 POMPANO BEACH          FL                                       33064 Condominium                            184410                20060401                     90 PMI                                  1.00E+17                   2.875               20110301                 13.875                  1.875                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360301 ADN1
GI                       G01                                                    55085.01                 376.66                    360                     357                      7                      0                      0                    0.25                   7.25 STAFFORD               TX                                       77477 PUD                                     55215                20060401                     90 PMI                                  1.00E+17                   2.875               20110301                  13.25                  2.625                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360301 ADN1
GIII                     G03                                                      937500                5078.13                    360                     358                   6.25                      0                      0                    0.25                    6.5 LAS VEGAS              NV                                       89135 PUD                                    937500                20060501                     75 No MI                                1.00E+17                    2.25               20110401                   11.5                  2.625                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G01                                                    55085.01                 376.66                    360                     357                      7                      0                      0                    0.25                   7.25 STAFFORD               TX                                       77477 PUD                                     55215                20060401                     90 PMI                                  1.00E+17                   2.875               20110301                  13.25                      2                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360301 ADN1
GI                       G02                                                      115360                 805.12                    360                     358                      8                      0                      0                   0.375                  8.375 SAN ANTONIO            TX                                       78201 2-4 Family                             115360                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                  2.625                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GIII                     G01                                                   203219.69                1256.06                    360                     356                      6                      0                      0                    0.25                   6.25 PEMBROKE PINES         FL                                       33024 Condominium                            204000                20060301                     80 No MI                                1.00E+17                   2.875               20110201                  12.25                  1.875                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360201 ADN1
GII                      G02                                                   155472.45                1035.22                    360                     359                  6.625                      0                      0                   0.375                      7 Monroe                 MI                                       48162 Single Family                          155600                20060601                     80 No MI                                1.00E+17                    2.75               20110501                     13                  2.625                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G02                                                   265049.49                1766.29                    360                     358                  6.625                      0                      0                   0.375                      7 Jupiter                FL                                       33458 Condominium                            265486                20060501                     80 No MI                                1.00E+17                    2.25               20110401                     13                  2.375                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G01                                                      252000                1522.50                    360                     359                      7                      0                      0                    0.25                   7.25 WOODBRIDGE             VA                                       22193 PUD                                    252000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.25                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G01                                                     71778.8                 497.29                    360                     356                  7.125                      0                      0                    0.25                  7.375 ORLANDO                FL                                       32809 Condominium                             72000                20060301                     80 No MI                                1.00E+17                   2.875               20110201                 13.375                      2                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360201 ADN1
GIII                     G02                                                      166055                 951.36                    360                     360                  6.295                   0.33                      0                    0.25                  6.875 CORNELIUS              NC                                       28031 PUD                                    166055                20060701                     81 PMI                                  1.00E+17                    2.75               20110601                 11.875                  2.625                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 ADN1
GIII                     G01                                                      392000                2041.67                    360                     357                      6                      0                      0                    0.25                   6.25 OCEANSIDE              CA                                       92054 Single Family                          392000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                  12.25                   2.17                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 ADN1
GIII                     G02                                                      384000                2160.00                    360                     360                    6.5                      0                      0                    0.25                   6.75 NORWALK                CT                                        6850 Single Family                          384000                20060701                     80 No MI                                1.00E+17                    2.25               20110601                  11.75                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360601 ADN1
GII                      G02                                                   355982.46                1891.16                    360                     358                      6                      0                      0                   0.375                  6.375 Laguna Hills           CA                                       92656 Condominium                            356000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.375                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 WALN
GIII                     G01                                                   316049.74                1944.35                    360                     356                  5.875                      0                      0                    0.25                  6.125 ORLANDO                FL                                       32835 PUD                                    320000                20060301                     80 No MI                                1.00E+17                   2.875               20110201                 12.125                  1.875                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360201 ADN1
GIII                     G02                                                      161000                1017.63                    360                     360                   6.25                      0                      0                    0.25                    6.5 MARICOPA               AZ                                       85239 PUD                                    161000                20060701            61.08000183 No MI                                1.00E+17                    2.25               20110601                   11.5                  2.625                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360601 ADN1
GIII                     G03                                                      640000                3533.33                    360                     358                  6.375                      0                      0                    0.25                  6.625 CHULA VISTA            CA                                       91913 PUD                                    640000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.625                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G01                                                      555100                3642.84                    360                     358                    7.5                      0                      0                   0.375                  7.875 Pasadena               CA                                       91101 Condominium                            555100                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.965                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G01                                                      305600                1973.67                    360                     359                    7.5                      0                      0                    0.25                   7.75 BLUFFTON               SC                                       29910 PUD                                    305600                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.75                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G01                                                    165904.5                1205.43                    360                     357                  7.625                      0                      0                    0.25                  7.875 SPRINGFIELD            MA                                        1109 2-4 Family                             166250                20060401                     95 PMI                                  1.00E+17                   2.875               20110301                 13.875                      2                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360301 ADN1
GIII                     G01                                                      242392                1186.71                    360                     360                  5.625                      0                      0                    0.25                  5.875 LAS VEGAS              NV                                       89123 PUD                                    242392                20060701                     80 No MI                                1.00E+17                    2.25               20110601                 10.875                  2.625                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360601 ADN1
GIII                     G03                                                      735000                4057.81                    360                     358                  6.375                      0                      0                    0.25                  6.625 GLENDALE               CA                                       91206 Single Family                          735000                20060501                     75 No MI                                1.00E+17                    2.25               20110401                 11.625                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G01                                                    102158.9                 698.55                    360                     357                      7                      0                      0                    0.25                   7.25 FARMINGTON             CT                                        6032 Condominium                            102400                20060401                     80 No MI                                1.00E+17                   2.875               20110301                  13.25                      2                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360301 ADN1
GI                       G01                                                       69900                 422.31                    360                     360                      7                      0                      0                    0.25                   7.25 TUCSON                 AZ                                       85745 Condominium                             69900                20060701                  77.75 No MI                                1.00E+17                    2.25               20110601                  12.25                  2.625                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 ADN1
GI                       G01                                                   127596.93                 873.19                    360                     356                      7                      0                      0                    0.25                   7.25 ORLANDO                FL                                       32836 Condominium                            128000                20060301                     80 No MI                                1.00E+17                   2.875               20110201                  13.25                      2                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360201 ADN1
GI                       G03                                                      120000                 750.00                    360                     358                  7.125                      0                      0                   0.375                    7.5 Gainesville            GA                                       30501 Single Family                          120000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                  2.625                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GIII                     G01                                                      250000                1223.96                    360                     360                  5.625                      0                      0                    0.25                  5.875 ORANGEVALE             CA                                       95662 Single Family                          250000                20060701            52.08000183 No MI                                1.00E+17                    2.25               20110601                 10.875                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 ADN1
GI                       G01                                                   233168.39                1755.71                    360                     357                      7                      1                      0                    0.25                   8.25 BRANDON                FL                                       33510 Single Family                          233700                20060401                     95 PMI                                  1.00E+17                   2.875               20110301                  14.25                      2                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360301 ADN1
GI                       G03                                                       93200                 582.50                    360                     358                  7.125                      0                      0                   0.375                    7.5 MBORO                  TN                                       37129 Single Family                           93200                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.625                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                    54924.05                 398.79                    360                     358                    7.5                      0                      0                   0.375                  7.875 North Charleston       SC                                       29418 Condominium                             55000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GIII                     G01                                                      284449                1274.09                    360                     360                  5.125                      0                      0                    0.25                  5.375 BOISE                  ID                                       83716 PUD                                    284449                20060701                     95 Radian Guaranty                      1.00E+17                    2.25               20110601                 10.375                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360601 ADN1
GI                       G01                                                    93337.45                 735.56                    360                     357                   7.39                   1.11                      0                    0.25                   8.75 JONESBORO              GA                                       30238 Single Family                           93500                20060401                    100 PMI                                  1.00E+17                   2.875               20110301                  14.75                      2                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360301 ADN1
GI                       G01                                                      120000                 775.00                    360                     360                    7.5                      0                      0                    0.25                   7.75 LA GRANGE              KY                                       40031 Single Family                          120000                20060701                     75 No MI                                1.00E+17                    2.25               20110601                  12.75                  1.515                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360601 ADN1
GI                       G01                                                   184824.46                1343.19                    360                     357                  7.625                      0                      0                    0.25                  7.875 SPRINGFIELD            MA                                        1108 2-4 Family                             185250                20060401                     95 PMI                                  1.00E+17                   2.875               20110301                 13.875                      2                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360301 ADN1
GI                       G03                                                      227764                1423.53                    360                     360                  7.125                      0                      0                   0.375                    7.5 Coolidge               AZ                                       85228 Single Family                          227764                20060701                     80 No MI                                1.00E+17                    2.25               20110601                   12.5                  2.625                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GIII                     G02                                                      135600                 748.63                    360                     360                  6.375                      0                      0                    0.25                  6.625 LARAMIE                WY                                       82070 Single Family                          135600                20060701                     80 No MI                                1.00E+17                    2.25               20110601                 11.625                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360601 ADN1
GI                       G01                                                   187471.92                1330.65                    360                     357                  6.675                    0.7                      0                    0.25                  7.625 WEST BLOOMFIELD        MI                                       48322 Single Family                          188000                20060401                    100 PMI                                  1.00E+17                   2.875               20110301                 13.625                      2                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360301 ADN1
GIII                     G01                                                      417000                2128.44                    360                     360                  5.875                      0                      0                    0.25                  6.125 AUBURN                 WA                                       98092 PUD                                    417000                20060701            76.37999725 No MI                                1.00E+17                    2.25               20110601                 11.125                  1.925                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360601 ADN1
GI                       G01                                                     1400000                8750.00                    360                     358                   7.25                      0                      0                    0.25                    7.5 INDIAN WELLS           CA                                       92210 Single Family                         1400000                20060501            60.86999893 No MI                                1.00E+17                    2.25               20110401                   12.5                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G02                                                   161946.37                1013.16                    360                     357                  6.125                      0                      0                    0.25                  6.375 KISSIMMEE              FL                                       34758 PUD                                    162400                20060401                     80 No MI                                1.00E+17                   2.875               20110301                 12.375                      2                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360301 ADN1
GI                       G01                                                      200000                1291.67                    360                     360                    7.5                      0                      0                    0.25                   7.75 LAS VEGAS              NV                                       89103 Single Family                          200000                20060701            76.91999817 No MI                                1.00E+17                    2.25               20110601                  12.75                  2.625                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360601 ADN1
GIII                     G02                                                    92170.84                 592.29                    360                     356                  6.375                      0                      0                    0.25                  6.625 JACKSONVILLE           NC                                       28546 Single Family                           92500                20060301                    100 PMI                                  1.00E+17                   2.875               20110201                 12.625                  1.875                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360201 ADN1
GIII                     G01                                                      180000                 881.25                    360                     360                  5.625                      0                      0                    0.25                  5.875 WOODLYN                PA                                       19094 Single Family                          180000                20060701                     80 No MI                                1.00E+17                    2.25               20110601                 10.875                  2.625                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360601 ADN1
GIII                     G03                                                      423750                2427.73                    360                     359                  6.625                      0                      0                    0.25                  6.875 GREEN COVE SPRINGS     FL                                       32043 Single Family                          423750                20060601                     75 No MI                                1.00E+17                    2.25               20110501                 11.875                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GII                      G02                                                   238499.55                1291.87                    360                     357                  6.125                      0                      0                   0.375                    6.5 Brimfield              OH                                       44240 PUD                                    238500                20060401            79.98999786 No MI                                1.00E+17                    2.25               20110301                   11.5                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GII                      G03                                                      455000                2606.77                    360                     358                    6.5                      0                      0                   0.375                  6.875 Sausalito              CA                                       94965 Single Family                          455000                20060501                     65 No MI                                1.00E+17                    3.75               20110401                 11.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                      301500                1727.35                    360                     358                    6.5                      0                      0                   0.375                  6.875 Alpharetta             GA                                       30005 Single Family                          301500                20060501            79.98999786 No MI                                1.00E+17                    2.25               20110401                 11.875                  3.375                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                      416400                2385.63                    360                     360                    6.5                      0                      0                   0.375                  6.875 Henderson              NV                                       89074 PUD                                    416400                20060701            79.69000244 No MI                                1.00E+17                    2.25               20110601                 11.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GII                      G03                                                   634994.17                3704.13                    360                     358                  6.625                      0                      0                   0.375                      7 Oceanside              CA                                       92054 Condominium                            635000                20060501            64.47000122 No MI                                1.00E+17                    2.25               20110401                     12                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 WALN
GII                      G02                                                      128060                 733.68                    360                     358                    6.5                      0                      0                   0.375                  6.875 Phoenix                AZ                                       85048 Condominium                            128060                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 WALN
GI                       G03                                                      371000                2511.98                    360                     359                   7.75                      0                      0                   0.375                  8.125 Sarasota               FL                                       34233 PUD                                    371000                20060601                     70 No MI                                1.00E+17                    2.25               20110501                 13.125                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G01                                                      100100                 573.49                    360                     359                    6.5                      0                      0                   0.375                  6.875 Hauser                 ID                                       83854 Single Family                          100100                20060601            26.20000076 No MI                                1.00E+17                    2.25               20090501                 12.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      36 N                                    20360501 AFL2
GI                       G02                                                      108000                 708.75                    360                     358                    7.5                      0                      0                   0.375                  7.875 Norfolk                VA                                       23504 2-4 Family                             108000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      248000                1601.67                    360                     358                  7.375                      0                      0                   0.375                   7.75 Silver Spring          MD                                       20903 Townhouse                              248000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                    143714.1                 973.06                    360                     358                   7.75                      0                      0                   0.375                  8.125 Birmingham             AL                                       35244 Townhouse                              143840                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 14.125                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G03                                                      130400                 624.83                    360                     357                    5.5                      0                      0                    0.25                   5.75 Chicago                IL                                       60614 Condominium                            130400                20060401            56.45000076 No MI                                1.00E+17                    2.25               20110301                  10.75                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G02                                                      239200                1644.50                    360                     358                  7.875                      0                      0                   0.375                   8.25 GOODYEAR               AZ                                       85338 PUD                                    239200                20060501            79.87999725 No MI                                1.00E+17                    2.25               20110401                  13.25                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                       61500                 390.78                    360                     358                   7.25                      0                      0                   0.375                  7.625 AURORA                 CO                                       80011 Condominium                             61500                20060501                     75 No MI                                1.00E+17                    2.25               20110401                 12.625                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G01                                                      448000                2846.67                    360                     358                   7.25                      0                      0                   0.375                  7.625 Davie                  FL                                       33314 Single Family                          448000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.625                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 WALN
GI                       G02                                                      245758                1561.59                    360                     358                   7.25                      0                      0                   0.375                  7.625 QUEEN CREEK            AZ                                       85243 PUD                                    245758                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.625                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      320400                2035.87                    360                     358                   7.25                      0                      0                   0.375                  7.625 Alpharetta             GA                                       30004 Single Family                          320400                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.625                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G03                                                    499880.6                2759.76                    360                     355                   6.25                      0                      0                   0.375                  6.625 Panama City Beach      FL                                       32413 PUD                                    500000                20060201                  34.25 No MI                                1.00E+17                    2.25               20110101                 11.625                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360101 AFL2
GII                      G02                                                      199200                1162.00                    360                     358                  6.625                      0                      0                   0.375                      7 TUCSON                 AZ                                       85710 Single Family                          199200                20060501                     80 No MI                                1.00E+17                    2.25               20110401                     12                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G03                                                      975000                5789.06                    360                     358                   6.75                      0                      0                   0.375                  7.125 Scottsdale             AZ                                       85262 PUD                                    975000                20060501                     75 No MI                                1.00E+17                    2.25               20110401                 12.125                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 WALN
GI                       G02                                                      263200                1699.83                    360                     358                  7.375                      0                      0                   0.375                   7.75 Richmond               VA                                       23220 2-4 Family                             263200                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.75                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G03                                                   327886.08                2240.27                    360                     357                      7                      0                      0                    0.25                   7.25 Randolph               MA                                        2368 Single Family                          328400                20060401                     80 No MI                                1.00E+17                    2.25               20110301                  12.25                  1.875                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360301 AFL2
GII                      G03                                                     1000000                5833.33                    360                     356                  6.625                      0                      0                   0.375                      7 Fremont                CA                                       94539 Single Family                         1000000                20060301            76.91999817 No MI                                1.00E+17                    2.25               20110201                     13                      2                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360201 AFL2
GI                       G03                                                     1305000                8156.25                    360                     358                  7.125                      0                      0                   0.375                    7.5 La Jolla               CA                                       92037 Single Family                         1305000                20060501                     75 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 WALN
GI                       G02                                                   143820.38                1094.50                    360                     358                      8                      0                      0                   0.375                  8.375 HUMBLE                 TX                                       77346 PUD                                    144000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G03                                                      300000                1843.75                    360                     358                      7                      0                      0                   0.375                  7.375 ODENTON                MD                                       21113 Single Family                          300000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 WALN
GI                       G01                                                      438750                2330.86                    360                     358                      6                      0                      0                   0.375                  6.375 Broomfield             CO                                       80020 Single Family                          438750                20060501                     65 No MI                                1.00E+17                   2.375               20080401                 11.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      24 N                                    20360401 AFL2
GI                       G01                                                      498300                3270.09                    360                     358                    7.5                      0                      0                   0.375                  7.875 Pasadena               CA                                       91101 Condominium                            498300                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.875                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G03                                                     1000000                5833.33                    360                     356                  6.625                      0                      0                   0.375                      7 Palm Springs           CA                                       92262 Single Family                         1000000                20060301            69.69000244 No MI                                1.00E+17                    2.25               20110201                     13                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360201 AFL2
GI                       G02                                                      175381                1132.67                    360                     358                  7.375                      0                      0                   0.375                   7.75 Blaine                 MN                                       55434 Single Family                          175381                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.75                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 WALN
GII                      G02                                                      350000                1968.75                    360                     359                  6.375                      0                      0                   0.375                   6.75 Tucson                 AZ                                       85710 Single Family                          350000                20060601                     70 No MI                                1.00E+17                    2.25               20110501                  11.75                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G02                                                      203200                1164.17                    360                     358                    6.5                      0                      0                   0.375                  6.875 Austin                 TX                                       78702 2-4 Family                             203200                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 WALN
GI                       G01                                                      917600                5926.17                    360                     359                  7.375                      0                      0                   0.375                   7.75 Altadena               CA                                       91001 Single Family                          917600                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 WALN
GII                      G02                                                      197704                1315.33                    360                     360                  6.625                      0                      0                   0.375                      7 Columbus               OH                                       43219 Single Family                          197704                20060701                     80 No MI                                1.00E+17                    2.25               20110601                     12                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360601 AFL2
GII                      G02                                                   215589.13                1257.60                    360                     356                  6.625                      0                      0                   0.375                      7 GLEN BURNIE            MD                                       21061 Condominium                            215600                20060301                     80 No MI                                1.00E+17                    2.25               20110201                     12                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360201 AFL2
GII                      G02                                                      211200                1210.00                    360                     359                    6.5                      0                      0                   0.375                  6.875 LAS VEGAS              NV                                       89119 Single Family                          211200                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.875                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GIII                     G03                                                      536000                3070.83                    360                     359                  6.625                      0                      0                    0.25                  6.875 CAMAS                  WA                                       98607 Single Family                          536000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.875                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GII                      G02                                                      279147                1599.28                    360                     358                    6.5                      0                      0                   0.375                  6.875 SAINT AUGUSTINE        FL                                       32086 PUD                                    279147                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.875                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G03                                                      300000                1812.50                    360                     360                  6.875                      0                      0                   0.375                   7.25 FT WASHINGTON          MD                                       20744 Single Family                          300000                20060701                     80 No MI                                1.00E+17                    2.25               20110601                  12.25                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GIII                     G03                                                      440000                2475.00                    360                     360                    6.5                      0                      0                    0.25                   6.75 MURRIETA               CA                                       92563 Single Family                          440000                20060701                     80 No MI                                1.00E+17                    2.25               20110601                  11.75                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360601 ADN1
GII                      G03                                                      472000                2802.50                    360                     358                   6.75                      0                      0                   0.375                  7.125 Norco                  CA                                       92860 Single Family                          472000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.125                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GIII                     G03                                                      565600                2828.00                    360                     360                   5.75                      0                      0                    0.25                      6 WATSONVILLE            CA                                       95076 Single Family                          565600                20060701                     80 No MI                                1.00E+17                    2.25               20110601                     11                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360601 ADN1
GIII                     G03                                                      432000                2430.00                    360                     359                    6.5                      0                      0                    0.25                   6.75 INGLEWOOD              CA                                       90305 Single Family                          432000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  11.75                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G03                                                      975000                6093.75                    360                     358                  7.125                      0                      0                   0.375                    7.5 JAMESTOWN              RI                                        2835 Single Family                          975000                20060501                     65 No MI                                1.00E+17                    2.25               20110401                   13.5                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                       75000                 515.63                    360                     360                  7.875                      0                      0                   0.375                   8.25 Aurora                 IL                                       60505 Single Family                           75000                20060701                     75 No MI                                1.00E+17                    2.25               20110601                  13.25                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360601 AFL2
GIII                     G03                                                      540000                3150.00                    360                     359                   6.75                      0                      0                    0.25                      7 CARLSBAD               CA                                       92010 Single Family                          540000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     12                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G03                                                      259512                1594.92                    360                     358                      7                      0                      0                   0.375                  7.375 N LAS VEGAS            NV                                       89081 PUD                                    259512                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.375                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G01                                                      425080                2568.19                    360                     360                      7                      0                      0                    0.25                   7.25 SURPRISE               AZ                                       85379 PUD                                    425080                20060701                     80 No MI                                1.00E+17                    2.25               20110601                  12.25                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360601 ADN1
GI                       G03                                                      162584                1016.15                    360                     355                  7.125                      0                      0                   0.375                    7.5 PEYTON                 CO                                       80831 PUD                                    162584                20060201                     80 No MI                                1.00E+17                    2.25               20110101                   12.5                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360101 AFL2
GIII                     G03                                                      755000                4404.17                    360                     359                   6.75                      0                      0                    0.25                      7 LAKE TAPPS             WA                                       98391 PUD                                    755000                20060601            77.44000244 No MI                                1.00E+17                    2.25               20110501                     12                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G03                                                    68697.56                 481.06                    360                     358                  7.125                      0                      0                   0.375                    7.5 MARCELLUS              MI                                       49067 Single Family                           68800                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                      2                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 AFL2
GIII                     G03                                                      436800                2366.00                    360                     359                   6.25                      0                      0                    0.25                    6.5 VIRGINIA BEACH         VA                                       23452 Single Family                          436800                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   11.5                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G03                                                     1000000                5937.50                    360                     360                  6.875                      0                      0                    0.25                  7.125 GLENVIEW               IL                                       60025 Single Family                         1000000                20060701            71.43000031 No MI                                1.00E+17                    2.25               20110601                 12.125                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 ADN1
GI                       G02                                                   397499.19                2567.18                    360                     358                  7.375                      0                      0                   0.375                   7.75 SILVER SPRING          MD                                       20906 Single Family                          397500                20060501                     75 No MI                                1.00E+17                    2.25               20110401                  13.75                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GIII                     G03                                                      480000                2400.00                    360                     359                   5.75                      0                      0                    0.25                      6 CORONA                 CA                                       92883 PUD                                    480000                20060601            77.66999817 No MI                                1.00E+17                    2.25               20110501                     11                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G02                                                      204380                1085.77                    360                     358                      6                      0                      0                   0.375                  6.375 FLORENCE               AZ                                       85232 PUD                                    204380                20060501                     80 No MI                                1.00E+17                   2.375               20080401                 11.375                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      24 N                                    20360401 AFL2
GI                       G02                                                       97500                 670.32                    360                     358                  7.875                      0                      0                   0.375                   8.25 MESA                   AZ                                       85210 Single Family                           97500                20060501            79.91999817 No MI                                1.00E+17                    2.25               20110401                  13.25                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 WALN
GII                      G02                                                   172202.11                1118.84                    360                     358                  6.375                      0                      0                   0.375                   6.75 PHOENIX                AZ                                       85037 Single Family                          172500                20060501                     75 No MI                                1.00E+17                    2.25               20110401                  11.75                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 WALN
GI                       G01                                                      615200                4229.50                    360                     358                  7.875                      0                      0                   0.375                   8.25 Phoenix                AZ                                       85012 Single Family                          615200                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  13.25                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 WALN
GI                       G02                                                      298500                1896.72                    360                     359                   7.25                      0                      0                   0.375                  7.625 GILBERT                AZ                                       85297 PUD                                    298500                20060601            79.98999786 No MI                                1.00E+17                    2.25               20110501                 12.625                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G01                                                      506400                3534.25                    360                     358                      8                      0                      0                   0.375                  8.375 Vancouver              WA                                       98685 Single Family                          506400                20060501            79.12999725 No MI                                                           6.375               20110401                 13.375                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G03                                                   291772.21                1991.96                    360                     359                  6.875                      0                      0                   0.375                   7.25 NEW ORLEANS            LA                                       70118 2-4 Family                             292000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.25                      6                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G03                                                      196850                1189.30                    360                     360                  6.875                      0                      0                   0.375                   7.25 BUCKEYE                AZ                                       85326 PUD                                    196850                20060701            79.98999786 No MI                                1.00E+17                    2.25               20110601                  12.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GI                       G02                                                   111860.29                 851.28                    360                     358                      8                      0                      0                   0.375                  8.375 SALEM                  NH                                        3079 Condominium                            112000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G03                                                      132800                 830.00                    360                     357                  7.125                      0                      0                   0.375                    7.5 CHESAPEAKE             VA                                       23324 Townhouse                              132800                20060401                     80 No MI                                1.00E+17                    2.25               20110301                   12.5                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360301 AFL2
GIII                     G03                                                      678400                3674.67                    360                     360                   6.25                      0                      0                    0.25                    6.5 MARINA DEL REY         CA                                       90292 Condominium                            678400                20060701                     80 No MI                                1.00E+17                    2.25               20110601                   11.5                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360601 ADN1
GI                       G02                                                   127110.22                 820.92                    360                     359                  7.375                      0                      0                   0.375                   7.75 Orange Park            FL                                       32065 Single Family                          127200                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.75                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GIII                     G03                                                      639200                3728.67                    360                     360                   6.75                      0                      0                    0.25                      7 CAMPBELL               CA                                       95008 Single Family                          639200                20060701                     80 No MI                                1.00E+17                    2.25               20110601                     12                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 ADN1
GIII                     G03                                                      464000                2658.33                    360                     360                  6.625                      0                      0                    0.25                  6.875 OXNARD                 CA                                       93035 Single Family                          464000                20060701                     80 No MI                                1.00E+17                    2.25               20110601                 11.875                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360601 ADN1
GI                       G02                                                      118300                 800.99                    360                     358                   7.75                      0                      0                   0.375                  8.125 Conyers                GA                                       30094 Single Family                          118300                20060501            79.98999786 No MI                                1.00E+17                    2.25               20110401                 13.125                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                      184800                1078.00                    360                     358                  6.625                      0                      0                   0.375                      7 Atlanta                GA                                       30319 Single Family                          184800                20060501                     80 No MI                                1.00E+17                    2.25               20110401                     12                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GIII                     G03                                                      505908                2687.64                    360                     359                  6.125                      0                      0                    0.25                  6.375 LAS VEGAS              NV                                       89178 PUD                                    505908                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.375                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G02                                                      360796                1916.73                    360                     358                      6                      0                      0                   0.375                  6.375 SURPRISE               AZ                                       85379 PUD                                    360796                20060501                     80 No MI                                1.00E+17                   2.375               20080401                 11.375                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      24 N                                    20360401 AFL2
GIII                     G03                                                      450000                2531.25                    360                     360                    6.5                      0                      0                    0.25                   6.75 CASTLE ROCK            CO                                       80104 Single Family                          450000                20060701                     60 No MI                                1.00E+17                    2.25               20110601                  11.75                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360601 ADN1
GIII                     G03                                                   511525.79                3194.21                    360                     359                  6.125                      0                      0                    0.25                  6.375 HOLLISTER              CA                                       95023 Single Family                          512000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.375                  1.875                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360501 ADN1
GIII                     G03                                                      520000                2979.17                    360                     359                  6.625                      0                      0                    0.25                  6.875 WHITTIER               CA                                       90601 Single Family                          520000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.875                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G03                                                      423920                2428.71                    360                     360                  6.625                      0                      0                    0.25                  6.875 PICO RIVERA            CA                                       90660 Single Family                          423920                20060701                     80 No MI                                1.00E+17                    2.25               20110601                 11.875                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360601 ADN1
GIII                     G03                                                      564000                3055.00                    360                     360                   6.25                      0                      0                    0.25                    6.5 FOREST HILLS           NY                                       11375 Single Family                          564000                20060701            77.79000092 No MI                                1.00E+17                    2.25               20110601                   11.5                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 ADN1
GI                       G02                                                   164886.45                1196.36                    360                     359                    7.5                      0                      0                   0.375                  7.875 Opa Locka              FL                                       33056 Single Family                          165000                20060601                     75 No MI                                1.00E+17                    2.25               20110501                 12.875                      2                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G03                                                      240000                1300.00                    360                     359                  6.125                      0                      0                   0.375                    6.5 Essex Jct              VT                                        5452 Single Family                          240000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   12.5                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G03                                                      637500                3718.75                    360                     358                  6.625                      0                      0                   0.375                      7 Corona                 NY                                       11368 2-4 Family                             637500                20060501                     75 No MI                                1.00E+17                    2.25               20110401                     12                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 WALN
GI                       G03                                                      242250                1488.83                    360                     355                      7                      0                      0                   0.375                  7.375 West Palm Beach        FL                                       33401 Condominium                            242250                20060201                     90 GE Capital MI                        1.00E+17                    2.25               20110101                 12.375                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360101 AFL2
GI                       G03                                                      345000                2156.25                    360                     359                  7.125                      0                      0                   0.375                    7.5 HENDERSON              NV                                       89014 PUD                                    345000                20060601            76.66999817 No MI                                1.00E+17                    2.25               20110501                   12.5                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G02                                                      360000                1912.50                    360                     358                      6                      0                      0                   0.375                  6.375 Fredericksburg         VA                                       22408 PUD                                    360000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 WALN
GII                      G03                                                      231192                1372.70                    360                     359                   6.75                      0                      0                   0.375                  7.125 Escondido              CA                                       92026 Condominium                            231192                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.125                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 WALN
GI                       G02                                                      428000                2764.17                    360                     357                  7.375                      0                      0                   0.375                   7.75 WASHINGTON             DC                                       20002 2-4 Family                             428000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                  12.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G01                                                   862481.54                5749.88                    360                     357                  7.625                      0                      0                   0.375                      8 Los Angeles            CA                                       90026 2-4 Family                             862500                20060401                     75 No MI                                1.00E+17                    2.25               20110301                     13                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GI                       G02                                                   127827.65                 939.22                    360                     358                  7.625                      0                      0                   0.375                      8 CHANNELVIEW            TX                                       77530 PUD                                    128000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                     13                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                       79920                 457.87                    360                     358                    6.5                      0                      0                   0.375                  6.875 Fort Myers             FL                                       33916 Condominium                             79920                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G03                                                      437500                2643.23                    360                     358                  6.875                      0                      0                   0.375                   7.25 LONG BEACH             CA                                       90815 Single Family                          437500                20060501                     70 No MI                                1.00E+17                    2.25               20110401                  12.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GIII                     G03                                                      770000                3689.58                    360                     360                    5.5                      0                      0                    0.25                   5.75 DISCOVERY BAY          CA                                       94514 Single Family                          770000                20060701            64.16999817 No MI                                1.00E+17                    2.25               20110601                  10.75                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 ADN1
GI                       G02                                                      200000                1041.67                    360                     358                  5.875                      0                      0                   0.375                   6.25 Ocean Isle Beach       NC                                       28469 Condominium                            200000                20060501            51.95000076 No MI                                1.00E+17                   2.375               20080401                  11.25                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      24 N                                    20360401 AFL2
GI                       G02                                                      204272                1106.47                    360                     358                  6.125                      0                      0                   0.375                    6.5 MARICOPA               AZ                                       85239 PUD                                    204272                20060501                     80 No MI                                1.00E+17                   2.375               20080401                   11.5                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      24 N                                    20360401 AFL2
GIII                     G03                                                      506250                2742.19                    360                     359                   6.25                      0                      0                    0.25                    6.5 ALEXANDRIA             VA                                       22304 Single Family                          506250                20060601                     75 No MI                                1.00E+17                    2.25               20110501                   11.5                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GII                      G03                                                   154936.46                 936.07                    360                     359                  6.875                      0                      0                   0.375                   7.25 HEATH                  OH                                       43056 Single Family                          155000                20060601                   77.5 No MI                                1.00E+17                    2.25               20110501                  12.25                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      153675                1040.51                    360                     357                   7.75                      0                      0                   0.375                  8.125 Monroe                 NC                                       28112 Single Family                          153675                20060401                     75 No MI                                1.00E+17                    2.25               20110301                 13.125                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GII                      G02                                                      151936                 886.29                    360                     359                  6.625                      0                      0                   0.375                      7 LAWRENCEVILLE          GA                                       30044 PUD                                    151936                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     12                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      221070                1473.80                    360                     358                  7.625                      0                      0                   0.375                      8 Las Vegas              NV                                       89179 PUD                                    221070                20060501                     80 No MI                                1.00E+16                    2.25               20110401                     13                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      158120                1021.19                    360                     358                  7.375                      0                      0                   0.375                   7.75 Galloway               OH                                       43119 Single Family                          158120                20060501                     80 No MI                                                            2.25               20110401                  12.75                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GIII                     G03                                                      960000                5700.00                    360                     359                  6.875                      0                      0                    0.25                  7.125 DANVILLE               CA                                       94506 PUD                                    960000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.125                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G02                                                      255920                1626.16                    360                     358                   7.25                      0                      0                   0.375                  7.625 Snellville             GA                                       30078 2-4 Family                             255920                20060501                     80 No MI                                                            2.25               20110401                 12.625                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      204000                1317.50                    360                     360                  7.375                      0                      0                   0.375                   7.75 Castle Rock            CO                                       80104 PUD                                    204000                20060701                     80 No MI                                1.00E+17                    2.25               20110601                  12.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GIII                     G03                                                   602098.48                3586.25                    360                     360                  6.875                      0                      0                    0.25                  7.125 BLAINE COUNTY          ID                                       83313 Single Family                          604000                20060701            60.52000046 No MI                                1.00E+17                    2.25               20110601                 12.125                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 ADN1
GII                      G02                                                      400000                2291.67                    360                     359                    6.5                      0                      0                   0.375                  6.875 Murrieta               CA                                       92563 Single Family                          400000                20060601            79.88999939 No MI                                1.00E+17                    2.25               20110501                 11.875                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G01                                                      516000                3332.50                    360                     359                    7.5                      0                      0                    0.25                   7.75 LOS ANGELES            CA                                       91343 Condominium                            516000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.75                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G02                                                      263104                1507.37                    360                     358                    6.5                      0                      0                   0.375                  6.875 COMMERCE CITY          CO                                       80022 PUD                                    263124                20060501                     80 No MI                                1.00E+17                   2.375               20080401                 11.875                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      24 N                                    20360401 AFL2
GII                      G01                                                   331187.97                1793.93                    360                     357                  6.125                      0                      0                   0.375                    6.5 PALMDALE               CA                                       93550 Single Family                          331200                20060401                     80 No MI                                1.00E+17                    2.25               20090301                   12.5                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      36 N                                    20360301 AFL2
GII                      G02                                                      260250                1518.13                    360                     360                  6.625                      0                      0                   0.375                      7 Miami                  FL                                       33180 Single Family                          260250                20060701                     75 No MI                                1.00E+17                    2.25               20110601                     12                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360601 AFL2
GIII                     G03                                                      458400                2721.75                    360                     360                  6.875                      0                      0                    0.25                  7.125 FULLERTON              CA                                       92831 Single Family                          458400                20060701                     80 No MI                                1.00E+17                    2.25               20110601                 12.125                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360601 ADN1
GI                       G01                                                      288550                1803.44                    360                     359                  7.125                      0                      0                   0.375                    7.5 Dumfries               VA                                       22026 Townhouse                              288550                20060601            64.98999786 No MI                                1.00E+17                    2.25               20110501                   13.5                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GIII                     G03                                                     1188750                6067.58                    360                     360                  5.875                      0                      0                    0.25                  6.125 HONOLULU               HI                                       96825 Single Family                         1188750                20060701                     75 No MI                                1.00E+17                    2.25               20110601                 11.125                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360601 ADN1
GI                       G02                                                      116000                 809.58                    360                     358                      8                      0                      0                   0.375                  8.375 Monroe                 GA                                       30655 Single Family                          116000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G01                                                      620000                4004.17                    360                     360                    7.5                      0                      0                    0.25                   7.75 ST PETERSBURG          FL                                       33706 Single Family                          620000                20060701                     80 No MI                                1.00E+17                    2.25               20110601                  12.75                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360601 ADN1
GII                      G01                                                    120192.1                 780.91                    360                     358                  6.375                      0                      0                   0.375                   6.75 Tualatin               OR                                       97062 Condominium                            120400                20060501                     70 No MI                                1.00E+17                    2.25               20090401                  12.75                      2                       1 First Lien                                    N                                            0 No_PP                                     360                      36 N                                    20360401 AFL2
GII                      G02                                                      132000                 756.25                    360                     358                    6.5                      0                      0                   0.375                  6.875 Phoenix                AZ                                       85040 Single Family                          132000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G01                                                      452000                2872.08                    360                     360                  7.375                      0                      0                    0.25                  7.625 WHITTIER               CA                                       90602 Single Family                          452000                20060701                     80 No MI                                1.00E+17                    2.25               20110601                 12.625                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360601 ADN1
GI                       G02                                                      187009                1071.41                    360                     358                    6.5                      0                      0                   0.375                  6.875 ORANGE PARK            FL                                       32065 Single Family                          187009                20060501                     80 No MI                                1.00E+17                   2.375               20080401                 11.875                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      24 N                                    20360401 AFL2
GII                      G02                                                      391992                2204.96                    360                     358                  6.375                      0                      0                   0.375                   6.75 Murrieta               CA                                       92563 Single Family                          391992                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.75                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                      233000                1237.81                    360                     354                      6                      0                      0                   0.375                  6.375 Chandler               AZ                                       85249 PUD                                    233000                20060101            59.74000168 No MI                                1.00E+17                    2.75               20101201                 12.375                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20351201 AFL2
GI                       G02                                                   204637.02                1406.88                    360                     358                  7.875                      0                      0                   0.375                   8.25 SPOKANE                WA                                       99206 PUD                                    204640                20060501                     80 No MI                                                            2.25               20110401                  13.25                  2.375                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                       68000                 432.08                    360                     358                   7.25                      0                      0                   0.375                  7.625 Hoquiam                WA                                       98550 Single Family                           68000                20060501                     80 No MI                                1.00E+17                    2.75               20110401                 13.625                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G03                                                      700000                4375.00                    360                     357                  7.125                      0                      0                   0.375                    7.5 Chatsworth             CA                                       91311 Single Family                          700000                20060401            71.43000031 No MI                                1.00E+17                    2.25               20110301                   12.5                  2.375                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GII                      G02                                                      386000                2171.25                    360                     358                  6.375                      0                      0                   0.375                   6.75 SACRAMENTO             CA                                       95758 Single Family                          386000                20060501            79.98999786 No MI                                1.00E+17                    2.25               20110401                  12.75                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G03                                                      144000                 900.00                    360                     358                  7.125                      0                      0                   0.375                    7.5 ROANOKE                VA                                       24015 Single Family                          144000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G03                                                      280000                1750.00                    360                     357                  7.125                      0                      0                   0.375                    7.5 Compton                CA                                       90221 Single Family                          280000                20060401                     80 No MI                                                            2.25               20110301                   12.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GII                      G02                                                      151696                 884.89                    360                     356                  6.625                      0                      0                   0.375                      7 Inver Grove Heights    MN                                       55076 Condominium                            151696                20060301                     80 No MI                                1.00E+17                    2.25               20110201                     13                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360201 AFL2
GIII                     G03                                                      560000                3150.00                    360                     359                    6.5                      0                      0                    0.25                   6.75 LOS ANGELES            CA                                       90065 Single Family                          560000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  11.75                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G02                                                      339950                1983.04                    360                     358                  6.625                      0                      0                   0.375                      7 NORTH LAS VEGAS        NV                                       89115 PUD                                    339950                20060501                     80 No MI                                1.00E+17                   2.375               20080401                     12                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      24 N                                    20360401 AFL2
GII                      G03                                                      163900                 990.23                    360                     357                  6.875                      0                      0                   0.375                   7.25 Bel Air                MD                                       21015 PUD                                    163900                20060401            79.98999786 No MI                                1.00E+17                    2.25               20110301                  12.25                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G01                                                     1428000                8627.50                    360                     359                      7                      0                      0                    0.25                   7.25 MILL VALLEY            CA                                       94941 Single Family                         1428000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.25                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G03                                                      575000                3114.58                    360                     360                   6.25                      0                      0                    0.25                    6.5 SARASOTA               FL                                       34240 PUD                                    575000                20060701            76.66999817 No MI                                1.00E+17                    2.25               20110601                   11.5                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360601 ADN1
GI                       G02                                                   190951.75                1436.80                    360                     358                  7.875                      0                      0                   0.375                   8.25 Fort Lauderdale        FL                                       33311 Single Family                          191250                20060501                     75 No MI                                1.00E+17                    2.25               20110401                  13.25                      2                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G01                                                      472000                2900.83                    360                     360                  7.125                      0                      0                    0.25                  7.375 SURFSIDE               FL                                       33154 Condominium                            472000                20060701                     80 No MI                                1.00E+17                    2.25               20110601                 12.375                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360601 ADN1
GIII                     G03                                                      860000                4747.92                    360                     360                  6.375                      0                      0                    0.25                  6.625 WOODINVILLE            WA                                       98072 Single Family                          860000                20060701            64.61000061 No MI                                1.00E+17                    2.25               20110601                 11.625                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 ADN1
GI                       G01                                                      432000                2790.00                    360                     358                  7.375                      0                      0                   0.375                   7.75 FRESNO                 CA                                       93727 Single Family                          432000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  13.75                      2                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GIII                     G03                                                      583200                3462.75                    360                     360                  6.875                      0                      0                    0.25                  7.125 SAN MATEO              CA                                       94403 Single Family                          583200                20060701                     80 No MI                                1.00E+17                    2.25               20110601                 12.125                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360601 ADN1
GI                       G02                                                      266428                1554.16                    360                     358                  6.625                      0                      0                   0.375                      7 NORTH LAS VEGAS        NV                                       89115 PUD                                    266428                20060501                     80 No MI                                1.00E+17                   2.375               20080401                     12                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      24 N                                    20360401 AFL2
GI                       G02                                                      190900                1332.32                    360                     358                      8                      0                      0                   0.375                  8.375 Exeter                 NH                                        3833 Single Family                          190900                20060501            94.98000336 YES                                  1.00E+17                    2.25               20110401                 13.375                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G01                                                   545926.42                3727.41                    360                     359                      7                      0                      0                    0.25                   7.25 FALLS CHURCH           VA                                       22044 Single Family                          546400                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.25                  1.875                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360501 ADN1
GII                      G02                                                      158050                 856.10                    360                     356                  6.125                      0                      0                   0.375                    6.5 Mc Cordsville          IN                                       46055 PUD                                    158400                20060301            79.98999786 No MI                                1.00E+17                    2.25               20110201                   12.5                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360201 AFL2
GIII                     G03                                                      456000                2422.50                    360                     359                  6.125                      0                      0                    0.25                  6.375 SAN JOSE               CA                                       95122 Single Family                          456000                20060601            66.08999634 No MI                                1.00E+17                    2.25               20110501                 11.375                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GII                      G03                                                      208000                1040.00                    360                     358                  5.625                      0                      0                   0.375                      6 HIGHLAND               CA                                       92346 Single Family                          208000                20060501            69.09999847 No MI                                1.00E+17                    2.25               20110401                     12                      2                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G01                                                       96850                 635.58                    360                     360                    7.5                      0                      0                   0.375                  7.875 Richton Park           IL                                       60471 Townhouse                               96850                20060701            74.97000122 No MI                                1.00E+17                    2.25               20110601                 12.875                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360601 AFL2
GIII                     G03                                                      472000                2753.33                    360                     360                   6.75                      0                      0                    0.25                      7 SANTA CLARITA          CA                                       91351 Single Family                          472000                20060701                     80 No MI                                1.00E+17                    2.25               20110601                     12                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360601 ADN1
GI                       G02                                                      263989                1539.94                    360                     358                  6.625                      0                      0                   0.375                      7 N LAS VEGAS            NV                                       89081 PUD                                    263989                20060501                     80 No MI                                1.00E+17                   2.375               20080401                     12                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      24 N                                    20360401 AFL2
GIII                     G03                                                      864000                4770.00                    360                     359                  6.375                      0                      0                    0.25                  6.625 CHANTILLY              VA                                       20152 PUD                                    864000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.625                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GII                      G02                                                    340320.8                2266.03                    360                     359                  6.625                      0                      0                   0.375                      7 Buckeye                AZ                                       85396 PUD                                    340600                20060601            79.58000183 No MI                                1.00E+17                    2.25               20110501                     12                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 WALN
GII                      G03                                                       93592                 555.70                    360                     358                   6.75                      0                      0                   0.375                  7.125 Lake Mary              FL                                       32746 Condominium                             93592                20060501                     80 No MI                                1.00E+17                    2.75               20110401                 13.125                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G03                                                    85600.84                 584.86                    360                     358                  6.875                      0                      0                   0.375                   7.25 MILWAUKEE              WI                                       53218 2-4 Family                              85735                20060501            64.94999695 No MI                                1.00E+17                    2.25               20110401                  12.25                  2.375                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                      252000                1443.75                    360                     358                    6.5                      0                      0                   0.375                  6.875 WASHINGTON             DC                                       20019 Townhouse                              252000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G03                                                       90400                 452.00                    360                     358                  5.625                      0                      0                   0.375                      6 GRAND JUNCTION         CO                                       81503 Single Family                           90400                20060501            79.65000153 No MI                                1.00E+17                    2.25               20110401                     11                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 WALN
GIII                     G03                                                      420000                2362.50                    360                     359                    6.5                      0                      0                    0.25                   6.75 PAUMA VALLEY           CA                                       92061 PUD                                    420000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  11.75                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G02                                                      275960                1638.51                    360                     358                   6.75                      0                      0                   0.375                  7.125 LAS VEGAS              NV                                       89123 PUD                                    275960                20060501                     80 No MI                                1.00E+17                   2.375               20080401                 12.125                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      24 N                                    20360401 AFL2
GI                       G01                                                      560000                3558.33                    360                     359                  7.375                      0                      0                    0.25                  7.625 SALINE                 MI                                       48176 Single Family                          560000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.625                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G02                                                      297750                2078.05                    360                     359                      8                      0                      0                   0.375                  8.375 KENT                   WA                                       98031 Single Family                          297750                20060601                     75 No MI                                1.00E+17                    2.25               20110501                 13.375                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G01                                                      440000                2750.00                    360                     360                   7.25                      0                      0                    0.25                    7.5 LOS ANGELES            CA                                       90065 Single Family                          440000                20060701            73.33000183 No MI                                1.00E+17                    2.25               20110601                   12.5                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360601 ADN1
GII                      G02                                                      343000                2000.83                    360                     358                  6.625                      0                      0                   0.375                      7 EL CERRITO             CA                                       94530 2-4 Family                             343000                20060501            59.65000153 No MI                                1.00E+16                    2.25               20110401                     12                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G01                                                      920000                5941.67                    360                     360                    7.5                      0                      0                    0.25                   7.75 LOS ANGELES            CA                                       90027 Single Family                          920000                20060701                     80 No MI                                1.00E+17                    2.25               20110601                  12.75                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360601 ADN1
GI                       G02                                                   106969.77                 823.51                    360                     358                  8.125                      0                      0                   0.375                    8.5 INDIANAPOLIS           IN                                       46220 Single Family                          107100                20060501                     70 No MI                                1.00E+17                    2.25               20110401                   13.5                      2                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 AFL2
GIII                     G03                                                     1280000                7200.00                    360                     360                    6.5                      0                      0                    0.25                   6.75 KIRKLAND               WA                                       98034 Single Family                         1280000                20060701                     80 No MI                                1.00E+17                    2.25               20110601                  11.75                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360601 ADN1
GI                       G01                                                      520000                2979.17                    360                     360                    6.5                      0                      0                   0.375                  6.875 CONCORD                CA                                       94523 2-4 Family                             520000                20060701                     80 No MI                                1.00E+17                    2.25               20110601                 11.875                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GIII                     G03                                                      900000                4687.50                    360                     360                      6                      0                      0                    0.25                   6.25 SANTA ANA              CA                                       92704 PUD                                    900000                20060701            56.95999908 No MI                                1.00E+17                    2.25               20110601                  11.25                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360601 ADN1
GIII                     G03                                                   795762.29                4969.12                    360                     359                  6.125                      0                      0                    0.25                  6.375 BARRINGTON             IL                                       60010 Single Family                          796500                20060601            78.86000061 No MI                                1.00E+17                    2.25               20110501                 11.375                      2                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G02                                                      154320                 996.65                    360                     359                  7.375                      0                      0                   0.375                   7.75 Provo                  UT                                       84601 Single Family                          154320                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.75                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G02                                                      414716                2332.78                    360                     358                  6.375                      0                      0                   0.375                   6.75 GOODYEAR               AZ                                       85338 PUD                                    414716                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  11.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G03                                                      290000                1661.46                    360                     359                    6.5                      0                      0                   0.375                  6.875 Riverside              CA                                       92509 Single Family                          290000                20060601            60.41999817 No MI                                1.00E+17                    2.25               20110501                 11.875                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GIII                     G03                                                      454000                2317.29                    360                     359                  5.875                      0                      0                    0.25                  6.125 ORANGE                 CA                                       92869 Single Family                          454000                20060601            26.90999985 No MI                                1.00E+17                    2.25               20110501                 11.125                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G01                                                      253600                1479.33                    360                     359                  6.625                      0                      0                   0.375                      7 Upper Marlboro         MD                                       20772 Single Family                          253600                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     12                      2                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GIII                     G03                                                     1000000                5729.17                    360                     359                  6.625                      0                      0                    0.25                  6.875 HINSDALE               IL                                       60521 Single Family                         1000000                20060601            66.66999817 No MI                                1.00E+17                    2.25               20110501                 11.875                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G01                                                      480000                2950.00                    360                     359                  7.125                      0                      0                    0.25                  7.375 PETOSKEY               MI                                       49770 Single Family                          480000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.375                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G03                                                      449250                2573.83                    360                     358                  6.625                      0                      0                    0.25                  6.875 RESEDA                 CA                                       91335 Single Family                          449250                20060501                     75 No MI                                1.00E+17                    2.25               20110401                 11.875                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G01                                                      114800                 717.50                    360                     359                  7.125                      0                      0                   0.375                    7.5 Atlanta                GA                                       30349 PUD                                    114800                20060601            67.52999878 No MI                                1.00E+17                    2.25               20110501                   12.5                      2                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      169500                1182.97                    360                     358                      8                      0                      0                   0.375                  8.375 PHOENIX                AZ                                       85016 2-4 Family                             169500                20060501            79.58000183 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 WALN
GI                       G02                                                      202550                1287.04                    360                     359                   7.25                      0                      0                   0.375                  7.625 TAYLORS                SC                                       29687 PUD                                    202550                20060601            79.98999786 No MI                                1.00E+17                    2.25               20110501                 12.625                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                   298194.64                2163.61                    360                     359                    7.5                      0                      0                   0.375                  7.875 Irvington              NJ                                        7111 2-4 Family                             298400                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.875                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G02                                                   167599.21                 960.20                    360                     358                    6.5                      0                      0                   0.375                  6.875 TUCSON                 AZ                                       85706 PUD                                    167600                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 WALN
GI                       G02                                                      565500                4005.63                    360                     360                  8.125                      0                      0                   0.375                    8.5 Los Angeles            CA                                       90037 2-4 Family                             565500                20060701                     75 No MI                                1.00E+17                    2.25               20110601                   13.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GI                       G02                                                      190800                1232.25                    360                     359                  7.375                      0                      0                   0.375                   7.75 Holmen                 WI                                       54636 Single Family                          190800                20060601                     80 No MI                                                            2.25               20110501                  12.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 WALN
GI                       G01                                                      650000                3927.08                    360                     359                      7                      0                      0                    0.25                   7.25 SAN JOSE               CA                                       95125 PUD                                    650000                20060601            75.58999634 No MI                                1.00E+17                    2.25               20110501                  12.25                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G03                                                      493600                3325.47                    360                     360                  6.875                      0                      0                    0.25                  7.125 LA JOLLA               CA                                       92037 Condominium                            493600                20060701                     80 No MI                                1.00E+17                    2.25               20110601                 12.125                      2                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360601 ADN1
GIII                     G03                                                      539912                3037.01                    360                     359                    6.5                      0                      0                    0.25                   6.75 LOMPOC                 CA                                       93436 PUD                                    539912                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  11.75                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G03                                                   235648.61                1472.80                    360                     358                  7.125                      0                      0                   0.375                    7.5 Las Vegas              NV                                       89102 Single Family                          236000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      287950                1889.67                    360                     358                    7.5                      0                      0                   0.375                  7.875 Henderson              NV                                       89052 PUD                                    287950                20060501            79.98999786 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                      222500                1205.21                    360                     360                  6.125                      0                      0                   0.375                    6.5 SALISBURY              NC                                       28146 Single Family                          222500                20060701            71.76999664 No MI                                1.00E+17                    2.25               20110601                   12.5                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GIII                     G03                                                   413863.29                2489.00                    360                     359                  6.875                      0                      0                    0.25                  7.125 DAVIE                  FL                                       33325 PUD                                    419200                20060601            58.22000122 No MI                                1.00E+17                    2.25               20110501                 12.125                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 ADN1
GII                      G02                                                      208400                1150.54                    360                     358                   6.25                      0                      0                   0.375                  6.625 TOLLESON               AZ                                       85353 PUD                                    208400                20060501            79.98999786 No MI                                1.00E+17                    2.25               20110401                 11.625                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GIII                     G03                                                      599200                3308.08                    360                     359                  6.375                      0                      0                    0.25                  6.625 NORTH HILLS            CA                                       91343 Single Family                          599200                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.625                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GIII                     G03                                                      463400                2461.81                    360                     359                  6.125                      0                      0                    0.25                  6.375 PARK CITY              UT                                       84098 PUD                                    463400                20060601            79.98000336 No MI                                1.00E+17                    2.25               20110501                 11.375                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G03                                                      451799                2259.00                    360                     360                   5.75                      0                      0                    0.25                      6 BEAUMONT               CA                                       92223 PUD                                    451799                20060701                     80 No MI                                1.00E+17                    2.25               20110601                     11                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360601 ADN1
GI                       G01                                                    626694.9                4553.44                    360                     357                    7.5                      0                      0                   0.375                  7.875 Redmond                WA                                       98052 Single Family                          628000                20060401                     80 No MI                                1.00E+17                       5               20080301                 13.875                      2                       2 First Lien                                    N                                            0 Prepay                                    360                      24 N                                    20360301 AFL2
GI                       G01                                                      188000                1155.42                    360                     359                      7                      0                      0                   0.375                  7.375 Decatur                GA                                       30034 PUD                                    188000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.375                  4.625                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      135750                 961.56                    360                     360                  8.125                      0                      0                   0.375                    8.5 Elk River              MN                                       55330 Single Family                          135750                20060701                     75 No MI                                1.00E+17                    2.25               20110601                   13.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GI                       G01                                                      143920                 944.48                    360                     358                  7.625                      0                      0                    0.25                  7.875 CAPE CORAL             FL                                       33909 Single Family                          143920                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.875                  2.125                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G02                                                      263230                1535.51                    360                     358                   6.75                      0                      0                    0.25                      7 APOPKA                 FL                                       32712 PUD                                    263230                20060501                     80 No MI                                1.00E+17                    2.25               20110401                     12                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G02                                                      138000                 905.63                    360                     357                    7.5                      0                      0                   0.375                  7.875 Frankfort              IL                                       60423 Single Family                          138000                20060401                     75 No MI                                1.00E+17                    2.25               20110301                 12.875                      2                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360301 AFL2
GIII                     G01                                                   319330.18                1867.44                    360                     358                    5.5                      0                      0                    0.25                   5.75 WINCHESTER             CA                                       92596 PUD                                    320000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  10.75                  1.875                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 ADN1
GII                      G02                                                      195000                1117.19                    360                     359                    6.5                      0                      0                   0.375                  6.875 Las Vegas              NV                                       89119 Single Family                          195000                20060601            82.62999725 Republic MIC                                                     2.25               20110501                 11.875                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GIII                     G01                                                   117647.33                 678.70                    360                     358                  5.375                      0                      0                    0.25                  5.625 LAWRENCEVILLE          GA                                       30043 PUD                                    117900                20060501            44.00999832 No MI                                1.00E+17                    2.25               20110401                 10.625                  1.875                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G02                                                   251741.24                1389.82                    360                     358                  6.375                      0                      0                    0.25                  6.625 AVONDALE               AZ                                       85323 PUD                                    251788                20060501                     95 GE Capital MI                        1.00E+17                    2.25               20110401                 11.625                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G02                                                      188000                1253.33                    360                     358                  7.625                      0                      0                   0.375                      8 MONTGOMERY             NY                                       12549 PUD                                    188000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                     13                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 WALN
GII                      G01                                                   100800.49                 690.36                    360                     355                  6.875                      0                      0                   0.375                   7.25 DOUGLASVILLE           GA                                       30134 Single Family                          101200                20060201                     80 No MI                                1.00E+17                    2.75               20090101                  13.25                      2                       2 First Lien                                    N                                            0 No_PP                                     360                      36 N                                    20360101 ALT1
GII                      G03                                                   437637.89                2817.37                    360                     354                   6.25                      0                      0                   0.375                  6.625 CARSON                 CA                                       90746 Single Family                          440000                20060101            68.22000122 No MI                                1.00E+17                    2.75               20101201                 12.625                  2.375                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20351201 ALT1
GII                      G03                                                    390587.8                2668.68                    360                     358                  6.875                      0                      0                   0.375                   7.25 Bronx                  NY                                       10460 2-4 Family                             391200                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.25                  2.375                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G01                                                   187120.04                1172.88                    360                     355                      6                      0                      0                   0.375                  6.375 FERN PARK              FL                                       32730 Single Family                          188000                20060201            74.59999847 No MI                                1.00E+17                    2.75               20090101                 12.375                  1.875                       2 First Lien                                    N                                            0 No_PP                                     360                      36 N                                    20360101 ALT1
GII                      G03                                                      638200                3323.96                    360                     355                  5.875                      0                      0                   0.375                   6.25 PANAMA CITY BEACH      FL                                       32408 Condominium                            640000                20060201            67.72000122 No MI                                1.00E+17                    2.75               20110101                  12.25                  2.375                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360101 ALT1
GI                       G02                                                   138570.36                 973.31                    360                     354                  7.125                      0                      0                   0.375                    7.5 BRASELTON              GA                                       30517 Single Family                          139200                20060101                     80 No MI                                1.00E+17                    2.75               20071201                   13.5                  2.375                       2 First Lien                                    N                                            0 No_PP                                     360                      24 N                                    20351201 ALT1
GI                       G02                                                   242275.78                1461.40                    360                     354                  5.625                      0                      0                   0.375                      6 MERRIMACK              NH                                        3054 Single Family                          243750                20060101                     75 No MI                                1.00E+17                    2.75               20071201                     12                  2.375                       2 First Lien                                    N                                            0 No_PP                                     360                      24 N                                    20351201 ALT1
GII                      G02                                                      264000                1512.50                    360                     357                    6.5                      0                      0                   0.375                  6.875 Piscataway             NJ                                        8854 Single Family                          264000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 11.875                  2.375                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G02                                                      111280                 776.65                    360                     358                      8                      0                      0                   0.375                  8.375 Marietta               GA                                       30060 Single Family                          111280                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 WALN
GI                       G02                                                      185600                1295.33                    360                     358                      8                      0                      0                   0.375                  8.375 Pompano Beach          FL                                       33060 Single Family                          185600                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G01                                                   282670.76                1771.79                    360                     355                      6                      0                      0                   0.375                  6.375 PEABODY                MA                                        1960 PUD                                    284000                20060201                     80 No MI                                1.00E+17                    2.75               20090101                 12.375                  1.875                       2 First Lien                                    N                                            0 No_PP                                     360                      36 N                                    20360101 ALT1
GI                       G02                                                   271651.91                2043.45                    360                     358                  7.875                      0                      0                   0.375                   8.25 Woodbridge             VA                                       22193 Single Family                          272000                20060501                     80 No MI                                1.00E+17                   2.375               20080401                  13.25                  2.375                       1 First Lien                                    N                                            0 Prepay                                    360                      24 N                                    20360401 WALN
GII                      G03                                                      107250                 647.97                    360                     358                  6.875                      0                      0                   0.375                   7.25 Myrtle Beach           SC                                       29588 Single Family                          107250                20060501                     65 No MI                                1.00E+17                    2.25               20110401                  12.25                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G03                                                     1755000               10968.75                    360                     357                  7.125                      0                      0                   0.375                    7.5 Westfield              NJ                                        7090 Single Family                         1755000                20060401                     65 No MI                                1.00E+17                    2.25               20110301                   13.5                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G01                                                      220000                1420.83                    360                     360                  7.375                      0                      0                   0.375                   7.75 MINNEAPOLIS            MN                                       55414 Single Family                          220000                20060701                     80 No MI                                1.00E+17                    2.25               20110601                  12.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GIII                     G01                                                      300000                1531.25                    360                     359                  5.875                      0                      0                    0.25                  6.125 LIBERTYVILLE           IL                                       60048 Single Family                          300000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.125                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G01                                                      920000                5941.67                    360                     358                  7.375                      0                      0                   0.375                   7.75 Aspen                  CO                                       81611 Condominium                            920000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.75                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GIII                     G02                                                      328000                1776.67                    360                     359                   6.25                      0                      0                    0.25                    6.5 MIAMI LAKES            FL                                       33018 Single Family                          328000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   11.5                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GII                      G03                                                      592000                3391.67                    360                     354                    6.5                      0                      0                   0.375                  6.875 Pacifica               CA                                       94044 PUD                                    592000                20060101                     80 No MI                                                            2.25               20101201                 11.875                      2                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20351201 AFL2
GII                      G02                                                      107793                 606.34                    360                     359                  6.375                      0                      0                   0.375                   6.75 Charlotte              NC                                       28216 PUD                                    107793                20060601                     70 No MI                                1.00E+17                    2.25               20110501                  11.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GIII                     G02                                                      489600                2907.00                    360                     359                  6.875                      0                      0                    0.25                  7.125 OAKLAND                CA                                       94612 2-4 Family                             489600                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.125                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GII                      G03                                                      190400                1130.50                    360                     358                   6.75                      0                      0                   0.375                  7.125 NORTH PORT             FL                                       34287 Single Family                          190400                20060501            53.93999863 No MI                                                            2.25               20110401                 12.125                      2                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      108000                 731.25                    360                     357                   7.75                      0                      0                   0.375                  8.125 Hialeah                FL                                       33014 Condominium                            108000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 13.125                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GII                      G02                                                      186680                1050.08                    360                     357                  6.375                      0                      0                   0.375                   6.75 Savage                 MN                                       55378 Townhouse                              186680                20060401                     80 No MI                                1.00E+17                    2.25               20110301                  11.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G02                                                      172000                1128.75                    360                     357                    7.5                      0                      0                   0.375                  7.875 Tamarac                FL                                       33319 Condominium                            172000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 12.875                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360301 AFL2
GII                      G02                                                      360000                2100.00                    360                     358                  6.625                      0                      0                   0.375                      7 Seattle                WA                                       98122 Single Family                          360000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                     12                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 WALN
GII                      G02                                                      170912                 979.18                    360                     356                    6.5                      0                      0                   0.375                  6.875 Snellville             GA                                       30039 Single Family                          170912                20060301                     80 No MI                                                            2.25               20110201                 11.875                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360201 AFL2
GII                      G03                                                      390400                2358.67                    360                     359                  6.875                      0                      0                   0.375                   7.25 SANTA ANA              CA                                       92701 Single Family                          390400                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.25                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GIII                     G02                                                      178320                 947.33                    360                     359                  6.125                      0                      0                    0.25                  6.375 AURORA                 IL                                       60502 PUD                                    178320                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.375                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GII                      G02                                                      400000                2166.67                    360                     358                  6.125                      0                      0                   0.375                    6.5 Watsonville            CA                                       95076 Single Family                          400000                20060501                     50 No MI                                1.00E+17                    2.25               20110401                   11.5                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G01                                                      712500                4527.34                    360                     356                   7.25                      0                      0                   0.375                  7.625 San Clemente           CA                                       92673 PUD                                    712500                20060301                     75 No MI                                1.00E+17                    2.25               20110201                 13.625                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360201 AFL2
GI                       G02                                                    195736.1                1438.18                    360                     358                  7.625                      0                      0                   0.375                      8 WORCESTER              MA                                        1606 Single Family                          196000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                     14                  1.875                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      236000                1573.33                    360                     356                  7.625                      0                      0                   0.375                      8 Palm Desert            CA                                       92260 Single Family                          236000                20060301                     80 No MI                                1.00E+17                    2.25               20110201                     13                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360201 AFL2
GI                       G03                                                      463950                2851.36                    360                     357                      7                      0                      0                   0.375                  7.375 Brooklyn               NY                                       11208 2-4 Family                             464000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 12.375                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G02                                                       88830                 564.44                    360                     358                   7.25                      0                      0                   0.375                  7.625 Toney                  AL                                       35773 Single Family                           88830                20060501                     70 No MI                                1.00E+17                    2.25               20110401                 12.625                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GIII                     G02                                                   164563.71                1014.21                    360                     359                      6                      0                      0                    0.25                   6.25 NORTH PORT             FL                                       34288 Single Family                          164720                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  11.25                  1.875                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360501 ADN1
GIII                     G02                                                    88189.62                 563.17                    360                     349                   6.25                      0                      0                    0.25                    6.5 MIAMI                  FL                                       33162 Condominium                             89100                20050801                     90 Radian Guaranty                      1.00E+17                    2.25               20100701                   11.5                      2                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20350701 ADN1
GI                       G02                                                      172500                1132.03                    360                     358                    7.5                      0                      0                   0.375                  7.875 CAPE CORAL             FL                                       33993 Single Family                          172500                20060501                     75 No MI                                1.00E+17                    2.25               20110401                 12.875                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GIII                     G01                                                   168440.98                 957.55                    360                     347                  4.795                   0.33                      0                    0.25                  5.375 PARIS                  KY                                       40361 Single Family                          171000                20050601                     90 PMI                                  1.00E+17                    2.75               20100501                 11.375                  1.875                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20350501 ADN1
GIII                     G02                                                      417000                2171.88                    360                     359                      6                      0                      0                    0.25                   6.25 MIDWAY                 UT                                       84049 PUD                                    417000                20060601            79.43000031 No MI                                1.00E+17                    2.25               20110501                  11.25                   2.17                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G02                                                       99810                 562.05                    360                     359                    6.5                      0                      0                    0.25                   6.75 EMMETT                 ID                                       83617 Single Family                           99920                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  11.75                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G02                                                   195999.92                1367.92                    360                     358                      8                      0                      0                   0.375                  8.375 Tamarac                FL                                       33309 PUD                                    196000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G03                                                      254479                1325.41                    360                     356                  5.875                      0                      0                   0.375                   6.25 ATLANTA                GA                                       30328 Condominium                            254479                20060301            79.98000336 No MI                                1.00E+17                    2.25               20110201                  11.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360201 AFL2
GI                       G03                                                      216000                1350.00                    360                     357                  7.125                      0                      0                   0.375                    7.5 GLENDALE               AZ                                       85306 Single Family                          216000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                   12.5                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G02                                                      171191                 980.78                    360                     358                    6.5                      0                      0                   0.375                  6.875 LAS VEGAS              NV                                       89115 PUD                                    171191                20060501                     70 No MI                                1.00E+17                   2.375               20080401                 11.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      24 N                                    20360401 AFL2
GI                       G01                                                      608000                4180.00                    360                     355                  7.875                      0                      0                   0.375                   8.25 Lake Worth             FL                                       33463 Single Family                          608000                20060201                     80 No MI                                1.00E+17                    2.25               20110101                  14.25                      2                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360101 AFL2
GI                       G02                                                    84027.14                 595.17                    360                     359                   7.25                      0                      0                   0.375                  7.625 Dacula                 GA                                       30019 Single Family                           84088                20060601                     80 No MI                                                            2.25               20110501                 12.625                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G01                                                   239977.23                1474.86                    360                     358                  7.125                      0                      0                    0.25                  7.375 MILFORD                CT                                        6460 Single Family                          240000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.375                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G02                                                      149500                 825.36                    360                     358                  6.375                      0                      0                    0.25                  6.625 NEENAH                 WI                                       54956 2-4 Family                             149500                20060501            82.37000275 United Guaranty                      1.00E+17                    2.25               20110401                 11.625                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GII                      G03                                                      416000                2513.33                    360                     356                  6.875                      0                      0                   0.375                   7.25 Stone Mountain         GA                                       30087 Single Family                          416000                20060301            77.31999969 No MI                                1.00E+17                    2.25               20110201                  12.25                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360201 AFL2
GI                       G01                                                      268320                1732.90                    360                     359                    7.5                      0                      0                    0.25                   7.75 SAINT CLOUD            FL                                       34772 PUD                                    268320                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.75                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GII                      G02                                                      312000                1657.50                    360                     354                      6                      0                      0                   0.375                  6.375 Davie                  FL                                       33331 PUD                                    312000                20060101                     80 No MI                                1.00E+17                    2.25               20101201                 12.375                      2                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20351201 AFL2
GI                       G01                                                    471019.1                3422.33                    360                     357                    7.5                      0                      0                   0.375                  7.875 Paterson               NJ                                        7504 Single Family                          472000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 12.875                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360301 AFL2
GII                      G02                                                      196684                1147.32                    360                     358                  6.625                      0                      0                   0.375                      7 Florence               AZ                                       85232 PUD                                    196684                20060501                     80 No MI                                1.00E+17                    2.25               20110401                     12                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                      313416                1762.97                    360                     355                  6.375                      0                      0                   0.375                   6.75 ROMOLAND               CA                                       92585 PUD                                    313416                20060201                     80 No MI                                1.00E+17                    2.25               20110101                  11.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360101 AFL2
GI                       G02                                                       88830                 564.44                    360                     358                   7.25                      0                      0                   0.375                  7.625 Toney                  AL                                       35773 Single Family                           88830                20060501                     70 No MI                                1.00E+17                    2.25               20110401                 12.625                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      180000                1218.75                    360                     358                   7.75                      0                      0                   0.375                  8.125 LAS VEGAS              NV                                       89115 Single Family                          180000                20060501                     75 No MI                                1.00E+17                    2.25               20110401                 13.125                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                   134857.28                 888.17                    360                     357                    6.5                      0                      0                   0.375                  6.875 West Jordan            UT                                       84088 Single Family                          135200                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 11.875                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360301 AFL2
GII                      G02                                                      221012                1220.17                    360                     357                   6.25                      0                      0                   0.375                  6.625 HOLLY                  MI                                       48442 Condominium                            221012                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 11.625                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GII                      G02                                                      176000                1008.33                    360                     359                    6.5                      0                      0                   0.375                  6.875 Savannah               GA                                       31406 Single Family                          176000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G03                                                      192000                1200.00                    360                     356                  7.125                      0                      0                   0.375                    7.5 Port Saint Lucie       FL                                       34983 Single Family                          192000                20060301                     80 No MI                                1.00E+17                    2.25               20110201                   12.5                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360201 AFL2
GII                      G03                                                      845000                4841.15                    360                     357                    6.5                      0                      0                   0.375                  6.875 Hollister              CA                                       95023 Single Family                          845000                20060401                     65 No MI                                1.00E+17                    2.25               20110301                 11.875                      3                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GII                      G03                                                     1000000                5937.50                    360                     356                   6.75                      0                      0                   0.375                  7.125 North Miami Beach      FL                                       33160 Single Family                         1000000                20060301            75.47000122 No MI                                1.00E+17                    2.25               20110201                 13.125                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360201 AFL2
GI                       G03                                                      371250                2281.64                    360                     354                      7                      0                      0                   0.375                  7.375 NORCO                  CA                                       92860 Single Family                          371250                20060101                     75 No MI                                                            2.75               20101201                 12.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20351201 ALT1
GI                       G02                                                      210000                1334.37                    360                     354                   7.25                      0                      0                   0.375                  7.625 Sarasota               FL                                       34232 PUD                                    210000                20060101                     70 No MI                                1.00E+17                    2.62               20121201                 12.625                  2.375                       1 First Lien                                    Y                                           84 No_PP                                     360                      84 N                                    20351201 AFL2
GII                      G02                                                   347099.32                2314.99                    360                     357                  6.625                      0                      0                   0.375                      7 Elk Grove              CA                                       95758 Single Family                          347960                20060401                     80 No MI                                1.00E+17                    2.25               20110301                     12                  2.245                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360301 AFL2
GII                      G02                                                       59900                 343.18                    360                     354                    6.5                      0                      0                   0.375                  6.875 Lakewood               CO                                       80215 Condominium                             59900                20060101            79.97000122 No MI                                1.00E+17                    2.25               20101201                 11.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20351201 AFL2
GI                       G02                                                    90236.27                 646.92                    360                     359                  7.375                      0                      0                   0.375                   7.75 Memphis                TN                                       38134 2-4 Family                              90300                20060601                     70 No MI                                1.00E+17                    2.25               20110501                  12.75                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                    49977.58                 380.34                    360                     358                      8                      0                      0                   0.375                  8.375 Houston                TX                                       77051 Single Family                           50040                20060501            79.18000031 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      160000                1133.33                    360                     359                  8.125                      0                      0                   0.375                    8.5 Dublin                 OH                                       43017 Single Family                          160000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   13.5                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      198000                1299.38                    360                     360                    7.5                      0                      0                   0.375                  7.875 Marysville             WA                                       98271 Single Family                          198000                20060701                     80 No MI                                1.00E+17                    2.25               20110601                 12.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GI                       G01                                                      126700                 844.67                    360                     359                  7.625                      0                      0                   0.375                      8 PHOENIX                AZ                                       85009 Single Family                          126700                20060601                     70 No MI                                1.00E+17                    2.25               20110501                     13                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G01                                                      565611                4006.41                    360                     360                  8.125                      0                      0                   0.375                    8.5 Patterson              CA                                       95363 PUD                                    565611                20060701                     80 No MI                                1.00E+17                    2.25               20110601                   13.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GI                       G02                                                      192000                1240.00                    360                     358                  7.375                      0                      0                   0.375                   7.75 Bessemer               AL                                       35022 PUD                                    192000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.75                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G03                                                   167749.86                1174.68                    360                     358                  7.125                      0                      0                   0.375                    7.5 PHOENIX                AZ                                       85007 Single Family                          168000                20060501            74.66999817 No MI                                1.00E+17                    2.75               20110401                   12.5                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G01                                                      764000                4854.58                    360                     359                   7.25                      0                      0                   0.375                  7.625 Tracy                  CA                                       95304 Single Family                          764000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.625                  2.375                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      144750                 949.92                    360                     358                    7.5                      0                      0                   0.375                  7.875 MOUNT PLEASANT         SC                                       29464 Condominium                            144750                20060501                     75 No MI                                1.00E+17                    2.25               20110401                 12.875                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                      388000                2222.92                    360                     359                    6.5                      0                      0                   0.375                  6.875 SOUTHLAKE              TX                                       76092 Single Family                          388000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G03                                                      276000                1725.00                    360                     360                  7.125                      0                      0                   0.375                    7.5 KENT                   WA                                       98031 Single Family                          276000                20060701                     80 No MI                                1.00E+17                    2.25               20110601                   12.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GI                       G03                                                      168450                1052.81                    360                     360                  7.125                      0                      0                   0.375                    7.5 Denver                 CO                                       80211 Single Family                          168450                20060701            79.98000336 No MI                                1.00E+17                    2.25               20110601                   12.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GI                       G02                                                      137200                 957.54                    360                     359                      8                      0                      0                   0.375                  8.375 MADISON                AL                                       35758 Single Family                          137200                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      125200                 834.67                    360                     359                  7.625                      0                      0                   0.375                      8 The Woodlands          TX                                       77384 PUD                                    125200                20060601            79.97000122 No MI                                1.00E+17                    2.25               20110501                     13                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                       93333                 661.11                    360                     359                  8.125                      0                      0                   0.375                    8.5 COLORADO SPRINGS       CO                                       80904 Single Family                           93333                20060601                  71.25 No MI                                1.00E+17                    2.25               20110501                   13.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      268000                1758.75                    360                     360                    7.5                      0                      0                   0.375                  7.875 TUCSON                 AZ                                       85719 2-4 Family                             268000                20060701                     80 No MI                                1.00E+17                    2.25               20110601                 12.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GII                      G02                                                       91200                 513.00                    360                     359                  6.375                      0                      0                   0.375                   6.75 Birmingham             AL                                       35215 PUD                                     91200                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.75                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      165600                1086.75                    360                     358                    7.5                      0                      0                   0.375                  7.875 FRESNO                 CA                                       93702 Single Family                          165600                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                     90843.5                 690.91                    360                     359                      8                      0                      0                   0.375                  8.375 ATLANTA                GA                                       30318 Single Family                           90900                20060601            69.66000366 No MI                                1.00E+17                    2.25               20110501                 14.375                  1.875                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      280244                1955.87                    360                     359                      8                      0                      0                   0.375                  8.375 TOLLESON               AZ                                       85353 PUD                                    280244                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G02                                                      180000                1031.25                    360                     359                    6.5                      0                      0                   0.375                  6.875 AURORA                 CO                                       80012 Single Family                          180000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                   339755.62                2229.65                    360                     359                    7.5                      0                      0                   0.375                  7.875 FRESNO                 CA                                       93727 Single Family                          342000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G03                                                      150380                 908.55                    360                     360                  6.875                      0                      0                   0.375                   7.25 PENSACOLA              FL                                       32526 PUD                                    150380                20060701                     80 No MI                                1.00E+17                    2.25               20110601                  12.25                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360601 AFL2
GI                       G03                                                      129600                 796.50                    360                     359                      7                      0                      0                   0.375                  7.375 MAINEVILLE             OH                                       45039 PUD                                    129600                20060601            79.97000122 No MI                                1.00E+17                    2.25               20110501                 12.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G03                                                   283993.23                1479.13                    360                     356                  5.875                      0                      0                   0.375                   6.25 Las Vegas              NV                                       89109 PUD                                    284000                20060301                     80 No MI                                1.00E+17                    2.25               20110201                  11.25                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360201 AFL2
GIII                     G01                                                   275183.86                1347.26                    360                     356                  5.235                   0.39                      0                    0.25                  5.875 SUMMERVILLE            SC                                       29485 PUD                                    275185                20060301                     90 Republic MIC                         1.00E+17                    2.75               20110201                 11.875                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360201 ADN1
GI                       G01                                                     1365000                8815.62                    360                     358                  7.375                      0                      0                   0.375                   7.75 Miami                  FL                                       33131 Condominium                           1365000                20060501                     65 No MI                                                            2.25               20110401                  12.75                   2.11                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      112000                 746.67                    360                     358                  7.625                      0                      0                   0.375                      8 TAYLORSVILLE           UT                                       84118 Single Family                          112000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                     13                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G03                                                       86850                 542.81                    360                     358                  7.125                      0                      0                   0.375                    7.5 Fort Worth             TX                                       76179 PUD                                     86850                20060501            69.98000336 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GIII                     G02                                                      211700                1146.71                    360                     359                   6.25                      0                      0                    0.25                    6.5 HIGH POINT             NC                                       27265 PUD                                    211700                20060601            89.98999786 Radian Guaranty                      1.00E+17                    2.25               20110501                   11.5                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G01                                                   375337.28                2254.88                    360                     358                   5.75                      0                      0                    0.25                      6 HIGHLANDS RANCH        CO                                       80130 PUD                                    376095                20060501                     80 No MI                                1.00E+17                    2.25               20110401                     11                      2                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 ADN1
GII                      G03                                                      250900                1515.85                    360                     358                  6.875                      0                      0                   0.375                   7.25 PLYMOUTH               MA                                        2360 Single Family                          250900                20060501                     65 No MI                                1.00E+17                    2.25               20110401                  13.25                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G01                                                      560550                3620.22                    360                     359                  7.375                      0                      0                   0.375                   7.75 GLEN BURNIE            MD                                       21060 PUD                                    560550                20060601            79.98999786 No MI                                1.00E+17                    2.25               20110501                  12.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                   127832.34                 972.83                    360                     358                      8                      0                      0                   0.375                  8.375 Dallas                 TX                                       75227 Single Family                          127992                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G03                                                      405000                2531.25                    360                     358                  7.125                      0                      0                   0.375                    7.5 Westminister           MD                                       21158 Single Family                          405000                20060501            79.98999786 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G03                                                      195000                1178.12                    360                     358                  6.875                      0                      0                   0.375                   7.25 WAREHAM                MA                                        2538 Single Family                          195000                20060501                     65 No MI                                1.00E+17                    2.25               20110401                  13.25                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      128050                 813.65                    360                     359                   7.25                      0                      0                   0.375                  7.625 SAINT LOUIS            MO                                       63109 2-4 Family                             128050                20060601                     65 No MI                                1.00E+17                    2.25               20110501                 12.625                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      256000                1626.67                    360                     359                   7.25                      0                      0                   0.375                  7.625 Port Saint Lucie       FL                                       34952 Single Family                          256000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.625                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      400700                2796.55                    360                     358                      8                      0                      0                   0.375                  8.375 Boynton Beach          FL                                       33436 PUD                                    400700                20060501            79.98999786 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G01                                                      352500                2313.28                    360                     360                    7.5                      0                      0                   0.375                  7.875 La Plata               MD                                       20646 Single Family                          352500                20060701                     75 No MI                                1.00E+17                    2.25               20110601                 12.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GI                       G03                                                      144720                 904.50                    360                     357                  7.125                      0                      0                   0.375                    7.5 WARRIOR                AL                                       35180 Single Family                          144720                20060401                     80 No MI                                1.00E+17                    2.25               20110301                   12.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GIII                     G01                                                   288021.39                1661.58                    360                     358                  5.375                      0                      0                    0.25                  5.625 WEST SACRAMENTO        CA                                       95691 PUD                                    288640                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 10.625                  1.875                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G02                                                   374563.07                2402.62                    360                     358                  6.375                      0                      0                    0.25                  6.625 BEAUMONT               CA                                       92223 PUD                                    375227                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.625                  1.875                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G01                                                      345600                1764.00                    360                     355                  5.875                      0                      0                    0.25                  6.125 PERRIS                 CA                                       92570 Single Family                          345600                20060201                     80 No MI                                1.00E+17                    2.25               20110101                 11.125                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360101 ADN1
GI                       G03                                                      513600                3156.50                    360                     358                      7                      0                      0                   0.375                  7.375 Hayward                CA                                       94541 Single Family                          513600                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.375                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GIII                     G01                                                      391250                1997.01                    360                     358                  5.875                      0                      0                    0.25                  6.125 MURRIETA               CA                                       92563 Single Family                          391250                20060501            79.98999786 No MI                                1.00E+17                    2.25               20110401                 11.125                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GII                      G03                                                      318500                1891.09                    360                     358                   6.75                      0                      0                   0.375                  7.125 PLACERVILLE            CA                                       95667 Single Family                          318500                20060501                     70 No MI                                                            2.25               20110401                 12.125                  3.375                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                   110168.18                 770.88                    360                     359                  7.125                      0                      0                   0.375                    7.5 Grain Valley           MO                                       64029 PUD                                    110250                20060601                     70 No MI                                1.00E+17                    2.25               20110501                 12.625                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 AFL2
GIII                     G01                                                   216914.15                1150.77                    360                     358                  4.625                      0                      0                    0.25                  4.875 INDIANAPOLIS           IN                                       46239 PUD                                    217450                20060501            79.98000336 No MI                                1.00E+17                    2.25               20110401                  9.875                  1.875                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G02                                                      172000                1322.53                    360                     360                  8.125                      0                      0                   0.375                    8.5 ATLANTA                GA                                       30311 Single Family                          172000                20060701                     80 No MI                                1.00E+17                    2.25               20110601                   14.5                      2                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360601 AFL2
GI                       G03                                                      176377                1102.36                    360                     355                  7.125                      0                      0                   0.375                    7.5 PEYTON                 CO                                       80831 PUD                                    176377                20060201                     80 No MI                                1.00E+17                    2.25               20110101                   12.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360101 AFL2
GII                      G02                                                      237600                1361.25                    360                     358                    6.5                      0                      0                   0.375                  6.875 ARBUTUS                MD                                       21227 Single Family                          237600                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      147680                1046.07                    360                     360                  8.125                      0                      0                   0.375                    8.5 TAMPA                  FL                                       33647 Townhouse                              147680                20060701                     80 No MI                                1.00E+17                    2.25               20110601                   13.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GI                       G02                                                      295200                1875.75                    360                     359                   7.25                      0                      0                   0.375                  7.625 Baldwin Park           CA                                       91706 Single Family                          295200                20060601                     80 No MI                                                            2.25               20110501                 12.625                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 WALN
GII                      G02                                                      395200                2264.17                    360                     358                    6.5                      0                      0                   0.375                  6.875 Delray Beach           FL                                       33484 PUD                                    395200                20060501                     65 No MI                                1.00E+17                    2.25               20110401                 11.875                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      324500                2061.93                    360                     358                   7.25                      0                      0                   0.375                  7.625 TEMECULA               CA                                       92592 PUD                                    324500                20060501            79.98000336 No MI                                1.00E+17                    2.25               20110401                 12.625                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                   303899.46                2000.54                    360                     359                  7.125                      0                      0                   0.375                    7.5 Elizabeth              NJ                                        7206 2-4 Family                             304000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   12.5                  1.875                       1 First Lien                                    N                                            0 No_PP                                     480                      60 N                                    20360501 AFL2
GII                      G02                                                      175427                 968.50                    360                     356                   6.25                      0                      0                   0.375                  6.625 MESA                   AZ                                       85206 PUD                                    175427                20060301                     80 No MI                                1.00E+17                    2.25               20110201                 12.625                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360201 AFL2
GII                      G02                                                      103457                 560.39                    360                     358                  6.125                      0                      0                   0.375                    6.5 Charlotte              NC                                       28216 Single Family                          103457                20060501                     70 No MI                                1.00E+17                    2.25               20110401                   11.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                      149900                 811.96                    360                     356                  6.125                      0                      0                   0.375                    6.5 Bourne                 MA                                        2532 Condominium                            149900                20060301            68.13999939 No MI                                1.00E+17                    2.75               20110201                   12.5                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360201 AFL2
GI                       G02                                                      211992                1391.20                    360                     359                    7.5                      0                      0                   0.375                  7.875 DEBARY                 FL                                       32713 PUD                                    211992                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.875                  2.375                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      138750                 896.09                    360                     358                  7.375                      0                      0                   0.375                   7.75 N Las Vegas            NV                                       89030 Single Family                          138750                20060501                     75 No MI                                                            2.25               20110401                  12.75                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 WALN
GI                       G02                                                   250912.18                1865.47                    360                     358                   7.75                      0                      0                   0.375                  8.125 Woodbridge             VA                                       22191 PUD                                    251242                20060501                     75 No MI                                1.00E+17                    2.25               20110401                 13.125                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      130400                 828.58                    360                     358                   7.25                      0                      0                   0.375                  7.625 CASTLE ROCK            CO                                       80104 Condominium                            130400                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.625                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 WALN
GIII                     G01                                                      185450                 907.93                    360                     358                  5.625                      0                      0                    0.25                  5.875 MENIFEE                CA                                       92584 PUD                                    185450                20060501            41.47999954 No MI                                1.00E+17                    2.25               20110401                 11.875                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GII                      G02                                                   269545.04                1773.71                    360                     358                    6.5                      0                      0                   0.375                  6.875 COMPTON                CA                                       90221 Single Family                          270000                20060501            61.36000061 No MI                                1.00E+17                    2.25               20110401                 11.875                      2                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GIII                     G01                                                      116152                 580.76                    360                     358                   5.75                      0                      0                    0.25                      6 DALLAS                 GA                                       30132 PUD                                    116152                20060501                     80 No MI                                1.00E+17                    2.25               20110401                     11                    2.5                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G02                                                      104000                 725.83                    360                     358                      8                      0                      0                   0.375                  8.375 ST PETERSBURG          FL                                       33703 Single Family                          104000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G01                                                   408792.87                2656.01                    360                     358                  6.375                      0                      0                   0.375                   6.75 LOS ANGELES            CA                                       90042 2-4 Family                             409500                20060501                     65 No MI                                1.00E+17                    2.25               20090401                  12.75                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      36 N                                    20360401 AFL2
GI                       G01                                                      904000                6309.17                    360                     358                      8                      0                      0                   0.375                  8.375 San Diego              CA                                       92117 Single Family                          904000                20060501                     80 No MI                                                            2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GIII                     G03                                                      368600                1843.00                    360                     359                   5.75                      0                      0                    0.25                      6 STAFFORD               VA                                       22554 Condominium                            368600                20060601            79.98999786 No MI                                1.00E+17                    2.25               20110501                     11                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G01                                                      213786                1291.62                    360                     358                   6.26                   0.74                      0                    0.25                   7.25 GILBERTS               IL                                       60136 Condominium                            213786                20060501                     95 GE Capital MI                        1.00E+17                    2.25               20110401                  12.25                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G02                                                      228000                1520.00                    360                     356                  7.625                      0                      0                   0.375                      8 Miami Beach            FL                                       33139 Condominium                            228000                20060301                     80 No MI                                1.00E+17                    2.25               20110201                     13                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360201 AFL2
GI                       G03                                                   125907.49                 870.95                    360                     358                      7                      0                      0                   0.375                  7.375 Hialeah                FL                                       33012 Condominium                            126100                20060501                     65 No MI                                1.00E+17                    2.25               20110401                 12.375                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GIII                     G02                                                      294300                1686.09                    360                     358                  6.625                      0                      0                    0.25                  6.875 GOODYEAR               AZ                                       85338 PUD                                    294300                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.875                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G03                                                      373000                2292.40                    360                     358                      7                      0                      0                   0.375                  7.375 SAN RAMON              CA                                       94583 Single Family                          373000                20060501            51.95000076 No MI                                1.00E+17                    2.25               20110401                 12.375                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G03                                                      121600                 747.33                    360                     359                      7                      0                      0                   0.375                  7.375 LITTLETON              CO                                       80128 PUD                                    121600                20060601            79.48000336 No MI                                1.00E+17                    2.25               20110501                 12.375                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G03                                                    191706.9                1326.10                    360                     358                      7                      0                      0                   0.375                  7.375 Aurora                 CO                                       80015 PUD                                    192000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.375                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G01                                                      515000                2414.06                    360                     354                   5.25                      0                      0                   0.375                  5.625 KINGSLAND              GA                                       31548 PUD                                    515000                20060101            66.27999878 No MI                                1.00E+17                    2.75               20081201                 11.625                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      36 N                                    20351201 ALT1
GII                      G01                                                      460000                2443.75                    360                     355                      6                      0                      0                   0.375                  6.375 CENTENNIAL             CO                                       80016 Single Family                          460000                20060201            69.69999695 No MI                                1.00E+17                    2.75               20090101                 12.375                  2.375                       2 First Lien                                    Y                                          120 No_PP                                     360                      36 N                                    20360101 ALT1
GI                       G02                                                      196376                1370.54                    360                     357                      8                      0                      0                   0.375                  8.375 Edgewood               FL                                       32839 Condominium                            196376                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 13.375                  2.375                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360301 AFL2
GII                      G03                                                    412606.4                2555.23                    360                     354                  5.875                      0                      0                   0.375                   6.25 FORT WASHINGTON        MD                                       20744 Single Family                          415000                20060101            76.98999786 No MI                                1.00E+17                    2.75               20101201                  12.25                  1.875                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20351201 ALT1
GII                      G01                                                   159000.01                 828.13                    360                     355                  5.875                      0                      0                   0.375                   6.25 CONYERS                GA                                       30013 PUD                                    159000                20060201            79.90000153 No MI                                1.00E+17                    2.75               20090101                  12.25                  2.375                       2 First Lien                                    Y                                          120 No_PP                                     360                      36 N                                    20360101 ALT1
GI                       G02                                                   243832.08                1769.17                    360                     359                    7.5                      0                      0                   0.375                  7.875 SUNRISE                FL                                       33322 Single Family                          244000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.875                  2.375                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      280000                1516.67                    360                     355                  6.125                      0                      0                   0.375                    6.5 LAS VEGAS              NV                                       89110 Single Family                          280000                20060201                     80 No MI                                1.00E+17                    2.75               20080101                   12.5                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      24 N                                    20360101 ALT1
GI                       G02                                                   138859.84                 838.94                    360                     354                  6.875                      0                      0                   0.375                   7.25 PLAINVILLE             CT                                        6062 2-4 Family                             139000                20060101                    100 Mortgage Guaranty In                 1.00E+17                    2.75               20071201                  13.25                  2.375                       2 First Lien                                    Y                                          120 No_PP                                     360                      24 N                                    20351201 ALT1
GI                       G02                                                      149600                 888.25                    360                     354                   6.75                      0                      0                   0.375                  7.125 BRANDON                FL                                       33511 Single Family                          149600                20060101                     80 No MI                                1.00E+17                    2.75               20071201                 13.125                  2.375                       2 First Lien                                    Y                                          120 No_PP                                     360                      24 N                                    20351201 ALT1
GI                       G02                                                      359200                2544.33                    360                     359                  8.125                      0                      0                   0.375                    8.5 Chicago                IL                                       60613 Condominium                            359200                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   13.5                  2.375                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      217500                1495.31                    360                     360                  7.875                      0                      0                   0.375                   8.25 ROCHESTER HILLS        MI                                       48306 Single Family                          217500                20060701                     75 No MI                                1.00E+17                    2.25               20110601                  13.25                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GI                       G02                                                    281199.4                2021.12                    360                     358                   8.25                      0                      0                   0.375                  8.625 Empire                 NV                                       89405 Single Family                          281200                20060501                     80 No MI                                1.00E+17                    2.75               20110401                 14.625                  2.375                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                   102838.43                 748.27                    360                     355                    7.5                      0                      0                   0.375                  7.875 LAS VEGAS              NV                                       89101 PUD                                    103200                20060201                     80 No MI                                1.00E+17                    2.25               20110101                 12.875                  2.375                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360101 AFL2
GI                       G01                                                      673550                4350.01                    360                     358                  7.375                      0                      0                   0.375                   7.75 San Marcos             CA                                       92078 PUD                                    673550                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.75                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 WALN
GI                       G03                                                      289200                1777.37                    360                     359                      7                      0                      0                   0.375                  7.375 RICHMOND               VA                                       23223 PUD                                    289200                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G01                                                      629928                3937.05                    360                     359                   7.25                      0                      0                    0.25                    7.5 HENDERSON              NV                                       89044 PUD                                    629928                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   12.5                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G03                                                      464000                2706.67                    360                     358                   6.75                      0                      0                    0.25                      7 LAKE ELSINORE          CA                                       92532 PUD                                    464000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                     12                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G03                                                      464000                2561.67                    360                     359                  6.375                      0                      0                    0.25                  6.625 TEMECULA               CA                                       92591 PUD                                    464000                20060601            79.98999786 No MI                                1.00E+17                    2.25               20110501                 11.625                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GIII                     G03                                                      580000                3202.08                    360                     359                  6.375                      0                      0                    0.25                  6.625 CERRITOS               CA                                       90703 Single Family                          580000                20060601            72.95999908 No MI                                1.00E+17                    2.25               20110501                 11.625                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G03                                                      528000                3300.00                    360                     359                  7.125                      0                      0                   0.375                    7.5 LOUISVILLE             KY                                       40245 Single Family                          528000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   12.5                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      239998                1574.99                    360                     358                    7.5                      0                      0                   0.375                  7.875 Laurel                 MD                                       20724 Single Family                          240000                20060501                     75 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                      203000                1184.17                    360                     359                  6.625                      0                      0                   0.375                      7 Boca Raton             FL                                       33428 Condominium                            203000                20060601            59.91999817 No MI                                1.00E+17                    2.25               20110501                     13                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G01                                                      637500                4183.59                    360                     358                    7.5                      0                      0                   0.375                  7.875 LARKSPUR               CO                                       80118 PUD                                    637500                20060501                     75 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G03                                                   219981.05                1329.05                    360                     359                  6.875                      0                      0                   0.375                   7.25 Dallas                 TX                                       75204 Single Family                          220000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  13.25                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      171275                1271.71                    360                     360                   7.75                      0                      0                   0.375                  8.125 ORANGE PARK            FL                                       32065 PUD                                    171275                20060701                     65 No MI                                1.00E+17                    2.25               20110601                 13.125                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360601 AFL2
GII                      G02                                                      237876                1362.83                    360                     356                    6.5                      0                      0                   0.375                  6.875 Visalia                CA                                       93292 2-4 Family                             237876                20060301                     80 No MI                                1.00E+17                    2.25               20110201                 12.875                  2.375                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360201 AFL2
GI                       G01                                                      450000                3046.87                    360                     359                   7.75                      0                      0                   0.375                  8.125 Sandy                  UT                                       84093 Single Family                          450000                20060601                     75 No MI                                1.00E+17                    2.25               20110501                 13.125                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GIII                     G02                                                      297012                1577.88                    360                     358                  6.125                      0                      0                    0.25                  6.375 DOUGLASVILLE           GA                                       30135 PUD                                    297012                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.375                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G03                                                       85700                 535.63                    360                     358                  7.125                      0                      0                   0.375                    7.5 Fort Worth             TX                                       76179 PUD                                     85700                20060501            69.95999908 No MI                                1.00E+17                    2.25               20110401                   12.5                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      188000                1292.50                    360                     358                  7.875                      0                      0                   0.375                   8.25 FAYETTEVILLE           GA                                       30214 PUD                                    188000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  13.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GIII                     G02                                                      340500                1808.91                    360                     358                  6.125                      0                      0                    0.25                  6.375 BEAUMONT               CA                                       92223 Single Family                          340500                20060501            79.98000336 No MI                                1.00E+17                    2.25               20110401                 11.375                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G02                                                      319992                1666.63                    360                     358                      6                      0                      0                    0.25                   6.25 WINTON                 CA                                       95388 PUD                                    319992                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  11.25                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GII                      G01                                                       92800                 580.00                    360                     358                  7.125                      0                      0                   0.375                    7.5 Charlotte              NC                                       28217 PUD                                     92800                20060501                     80 No MI                                1.00E+17                    2.25               20090401                   13.5                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      36 N                                    20360401 AFL2
GII                      G03                                                   258727.01                1766.35                    360                     359                  6.875                      0                      0                   0.375                   7.25 RIO VISTA              CA                                       94571 PUD                                    258929                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.25                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G03                                                      167968                 997.31                    360                     358                   6.75                      0                      0                   0.375                  7.125 Gretna                 NE                                       68028 Single Family                          167968                20060501                     80 No MI                                                            2.25               20110401                 13.125                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                    256582.8                1683.82                    360                     358                    7.5                      0                      0                   0.375                  7.875 Joppa                  MD                                       21055 Single Family                          256800                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      320600                2103.94                    360                     358                    7.5                      0                      0                   0.375                  7.875 Fairfax                VA                                       22030 Condominium                            320600                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G03                                                      248000                1498.33                    360                     358                  6.875                      0                      0                   0.375                   7.25 FONTANA                CA                                       92335 Single Family                          248000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.25                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G03                                                   272456.09                1646.09                    360                     355                  6.875                      0                      0                   0.375                   7.25 NORTH LAS VEGAS        NV                                       89084 PUD                                    272459                20060201                     80 No MI                                1.00E+17                    2.25               20110101                  12.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360101 AFL2
GII                      G03                                                      161600                 959.50                    360                     360                   6.75                      0                      0                   0.375                  7.125 Las Vegas              NV                                       89108 Condominium                            161600                20060701                     80 No MI                                1.00E+17                    2.25               20110601                 12.125                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GI                       G02                                                   154927.79                1097.36                    360                     359                   7.25                      0                      0                   0.375                  7.625 Glendale               AZ                                       85302 Single Family                          155040                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.625                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                    80252.77                 610.74                    360                     358                      8                      0                      0                   0.375                  8.375 Dallas                 TX                                       75241 PUD                                     80353                20060501                     75 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                       94500                 659.53                    360                     358                      8                      0                      0                   0.375                  8.375 Phoenix                AZ                                       85032 Condominium                             94500                20060501                     70 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                     90078.3                 578.84                    360                     356                   6.25                      0                      0                   0.375                  6.625 Richmond               VA                                       23235 PUD                                     90400                20060301                     80 No MI                                1.00E+17                    2.25               20110201                 11.625                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360201 AFL2
GI                       G02                                                      175000                1166.67                    360                     359                  7.625                      0                      0                   0.375                      8 Cape Coral             FL                                       33904 Single Family                          175000                20060601                     70 No MI                                1.00E+17                    2.25               20110501                     13                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                   116504.49                 886.62                    360                     358                      8                      0                      0                   0.375                  8.375 Leland                 NC                                       28451 Single Family                          116650                20060501            89.98000336 GE Capital MI                        1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G03                                                      230480                1368.48                    360                     356                   6.75                      0                      0                   0.375                  7.125 Orlando                FL                                       32821 Condominium                            230480                20060301                     80 No MI                                1.00E+17                    2.25               20110201                 12.125                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360201 AFL2
GII                      G03                                                     1500000                8750.00                    360                     357                  6.625                      0                      0                   0.375                      7 Mesa                   AZ                                       85207 PUD                                   1500000                20060401                     75 No MI                                                            2.25               20110301                     12                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GII                      G02                                                      146774                 856.18                    360                     356                  6.625                      0                      0                   0.375                      7 Charlotte              NC                                       28262 Single Family                          146774                20060301                     80 No MI                                1.00E+17                    2.25               20110201                     13                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360201 AFL2
GI                       G02                                                      411250                2784.51                    360                     358                   7.75                      0                      0                   0.375                  8.125 SAINT CHARLES          MD                                       20603 Single Family                          411250                20060501            74.98999786 No MI                                1.00E+17                    2.25               20110401                 13.125                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G03                                                      400000                2416.67                    360                     357                  6.875                      0                      0                   0.375                   7.25 Miami                  FL                                       33155 Single Family                          400000                20060401                     80 No MI                                1.00E+17                    2.75               20110301                  13.25                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GI                       G02                                                   199750.52                1520.14                    360                     358                      8                      0                      0                   0.375                  8.375 LIVINGSTON             TX                                       77351 PUD                                    200000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                      407300                2291.06                    360                     358                  6.375                      0                      0                   0.375                   6.75 White Marsh            MD                                       21162 PUD                                    407300                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  11.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      188000                1214.17                    360                     358                  7.375                      0                      0                   0.375                   7.75 ELYRIA                 OH                                       44035 Single Family                          188000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.75                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G03                                                      448000                2800.00                    360                     358                  7.125                      0                      0                   0.375                    7.5 Greenwood              MN                                       55331 Single Family                          448000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      168000                1172.50                    360                     358                      8                      0                      0                   0.375                  8.375 Surprise               AZ                                       85374 Single Family                          168000                20060501                     70 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      168000                1172.50                    360                     358                      8                      0                      0                   0.375                  8.375 Surprise               AZ                                       85374 Single Family                          168000                20060501                     70 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G03                                                      199920                1249.50                    360                     358                  7.125                      0                      0                   0.375                    7.5 QUEEN CREEK            AZ                                       85243 Single Family                          199920                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                      212000                1126.25                    360                     358                      6                      0                      0                   0.375                  6.375 Bakersfield            CA                                       93312 Single Family                          212000                20060501            62.34999847 No MI                                1.00E+17                    2.25               20110401                 11.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      412000                2918.33                    360                     359                  8.125                      0                      0                   0.375                    8.5 Naples                 FL                                       34109 Condominium                            412000                20060601                     80 No MI                                                            2.25               20110501                   13.5                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      292000                1946.67                    360                     359                  7.625                      0                      0                   0.375                      8 ANNAPOLIS              MD                                       21403 Single Family                          292000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     13                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G01                                                      487500                3199.22                    360                     360                    7.5                      0                      0                   0.375                  7.875 Wilderville            OR                                       97543 Single Family                          487500                20060701            73.30999756 No MI                                1.00E+17                    2.25               20110601                 12.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GI                       G02                                                      256000                1786.67                    360                     358                      8                      0                      0                   0.375                  8.375 Denver                 CO                                       80223 2-4 Family                             256000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                      117600                 661.50                    360                     357                  6.375                      0                      0                   0.375                   6.75 Fairview               TN                                       37062 Single Family                          117600                20060401                     80 No MI                                1.00E+17                    2.75               20110301                  12.75                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GI                       G03                                                      166320                1039.50                    360                     358                  7.125                      0                      0                   0.375                    7.5 KISSIMMEE              FL                                       34759 PUD                                    166320                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                  2.375                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G01                                                      516000                3547.50                    360                     358                  7.875                      0                      0                   0.375                   8.25 FT WASHINGTON          MD                                       20744 Single Family                          516000                20060501            79.98999786 No MI                                1.00E+17                    2.25               20110401                  13.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                       82000                 546.67                    360                     359                  7.625                      0                      0                   0.375                      8 Houston                TX                                       77084 PUD                                     82000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     13                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      375200                2579.50                    360                     359                  7.875                      0                      0                   0.375                   8.25 Oxnard                 CA                                       93036 PUD                                    375200                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  13.25                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G03                                                      116000                 725.00                    360                     359                  7.125                      0                      0                   0.375                    7.5 BARSTOW                CA                                       92311 Single Family                          116000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   12.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      121939                 800.22                    360                     358                    7.5                      0                      0                   0.375                  7.875 Canal Winchester       OH                                       43110 PUD                                    121939                20060501                     80 No MI                                                            2.25               20110401                 12.875                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                      160000                 883.33                    360                     357                   6.25                      0                      0                   0.375                  6.625 Denver                 CO                                       80222 Single Family                          160000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 12.625                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G02                                                      266450                1748.58                    360                     358                    7.5                      0                      0                   0.375                  7.875 CHANDLER               AZ                                       85248 Single Family                          266450                20060501                     73 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      133000                 858.96                    360                     358                  7.375                      0                      0                   0.375                   7.75 Apache Junction        AZ                                       85219 Single Family                          133000                20060501                     70 No MI                                1.00E+17                    2.25               20110401                  12.75                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G03                                                      195000                1178.12                    360                     359                  6.875                      0                      0                   0.375                   7.25 HAVRE DE GRACE         MD                                       21078 Townhouse                              195000                20060601            79.98000336 No MI                                1.00E+17                    2.25               20110501                  12.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G02                                                      189800                1107.17                    360                     357                  6.625                      0                      0                   0.375                      7 Miami                  FL                                       33186 PUD                                    189800                20060401                     65 No MI                                1.00E+17                    2.75               20110301                     13                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G01                                                      623935                4029.58                    360                     360                  7.375                      0                      0                   0.375                   7.75 Novato                 CA                                       94949 Single Family                          623935                20060701                     65 No MI                                1.00E+17                    2.25               20110601                  12.75                  2.375                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GI                       G02                                                      110400                 770.50                    360                     358                      8                      0                      0                   0.375                  8.375 Warren                 MI                                       48088 Single Family                          110400                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      155900                1006.85                    360                     356                  7.375                      0                      0                   0.375                   7.75 Broken Arrow           OK                                       74011 Single Family                          155900                20060301            77.98999786 No MI                                1.00E+17                    2.25               20110201                  12.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360201 AFL2
GII                      G02                                                      216900                1242.66                    360                     357                    6.5                      0                      0                   0.375                  6.875 RICHMOND               VA                                       23233 Townhouse                              216900                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 11.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GII                      G03                                                   123801.09                 835.41                    360                     358                   6.75                      0                      0                   0.375                  7.125 MURFREESBORO           TN                                       37130 Single Family                          124000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.125                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      184096                1169.78                    360                     357                   7.25                      0                      0                   0.375                  7.625 Buckeye                AZ                                       85326 Single Family                          184096                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 12.625                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GII                      G02                                                      168000                 927.50                    360                     360                   6.25                      0                      0                   0.375                  6.625 Denver                 CO                                       80246 Single Family                          168000                20060701                     80 No MI                                1.00E+17                    2.25               20110601                 11.625                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GII                      G02                                                      321750                1876.87                    360                     358                  6.625                      0                      0                   0.375                      7 Vienna                 VA                                       22182 Townhouse                              321750                20060501                     65 No MI                                1.00E+17                    2.25               20110401                     13                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                       92250                 634.22                    360                     358                  7.875                      0                      0                   0.375                   8.25 Baltimore              MD                                       21218 Single Family                           92250                20060501                     75 No MI                                1.00E+17                    2.25               20110401                  13.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                   134818.24                 990.58                    360                     358                  7.625                      0                      0                   0.375                      8 Oklahoma City          OK                                       73112 Single Family                          135000                20060501            73.76999664 No MI                                1.00E+17                    2.25               20110401                     13                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      139200                 739.50                    360                     358                      6                      0                      0                   0.375                  6.375 Shepherd               MI                                       48883 Single Family                          139200                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.375                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                      185104                1041.21                    360                     359                  6.375                      0                      0                   0.375                   6.75 Las Vegas              NV                                       89156 PUD                                    185104                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  11.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G02                                                      165200                 946.46                    360                     359                    6.5                      0                      0                   0.375                  6.875 Vancouver              WA                                       98661 Single Family                          165200                20060601                     70 No MI                                1.00E+17                    2.25               20110501                 11.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G01                                                      610000                4066.67                    360                     360                  7.625                      0                      0                   0.375                      8 Brentwood              CA                                       94513 Single Family                          610000                20060701            67.77999878 No MI                                1.00E+17                    2.25               20110601                     13                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GII                      G02                                                      180960                 961.35                    360                     358                      6                      0                      0                   0.375                  6.375 Brighton               CO                                       80601 PUD                                    180960                20060501                     80 No MI                                1.00E+17                    2.75               20110401                 12.375                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G01                                                     1000000                6562.50                    360                     360                    7.5                      0                      0                   0.375                  7.875 DULUTH                 GA                                       30097 PUD                                   1000000                20060701                     80 No MI                                1.00E+17                    2.25               20110601                 13.875                  2.375                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GI                       G01                                                      984000                6457.50                    360                     354                    7.5                      0                      0                   0.375                  7.875 Isle Of Palms          SC                                       29451 Single Family                          984000                20060101                     80 No MI                                1.00E+17                    2.25               20101201                 12.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20351201 AFL2
GII                      G02                                                      344000                1970.83                    360                     359                    6.5                      0                      0                   0.375                  6.875 JESSUP                 MD                                       20794 PUD                                    344000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      166440                1074.93                    360                     358                  7.375                      0                      0                   0.375                   7.75 MARICOPA               AZ                                       85239 PUD                                    166440                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.75                  3.625                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      341600                2312.92                    360                     358                   7.75                      0                      0                   0.375                  8.125 ELK GROVE              CA                                       95758 Single Family                          341600                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.125                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G03                                                      113357                 708.48                    360                     358                  7.125                      0                      0                   0.375                    7.5 Union City             GA                                       30291 Single Family                          113357                20060501                     65 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      388000                2465.42                    360                     359                   7.25                      0                      0                   0.375                  7.625 Key West               FL                                       33040 Single Family                          388000                20060601                     80 No MI                                                            2.25               20110501                 12.625                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G03                                                       74320                 449.02                    360                     359                  6.875                      0                      0                   0.375                   7.25 Aurora                 CO                                       80010 Single Family                           74320                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.25                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      297500                1890.36                    360                     359                   7.25                      0                      0                   0.375                  7.625 PHOENIX                AZ                                       85006 2-4 Family                             297500                20060601                     70 No MI                                1.00E+17                    2.25               20110501                 12.625                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G03                                                      256550                1523.27                    360                     359                   6.75                      0                      0                   0.375                  7.125 CANTONVILLE            MD                                       21228 Townhouse                              256550                20060601            78.95999908 No MI                                1.00E+17                    2.25               20110501                 12.125                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G03                                                   135476.18                 939.32                    360                     355                      7                      0                      0                   0.375                  7.375 Marietta               GA                                       30066 Single Family                          136000                20060201                     80 No MI                                1.00E+17                    2.25               20110101                 12.375                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360101 AFL2
GI                       G03                                                      153500                 943.39                    360                     359                      7                      0                      0                   0.375                  7.375 Mesa                   AZ                                       85202 Single Family                          153500                20060601            74.87999725 No MI                                1.00E+17                    2.25               20110501                 12.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G01                                                      142500                 905.47                    360                     360                   7.25                      0                      0                   0.375                  7.625 Miami Beach            FL                                       33140 Condominium                            142500                20060701                     75 No MI                                1.00E+17                    2.25               20110601                 12.625                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360601 AFL2
GII                      G03                                                      214976                1074.88                    360                     357                  5.625                      0                      0                   0.375                      6 Stuart                 FL                                       34994 Condominium                            214976                20060401                     80 No MI                                1.00E+17                    2.75               20110301                     12                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GII                      G02                                                      129600                 688.50                    360                     358                      6                      0                      0                   0.375                  6.375 Aurora                 CO                                       80013 Single Family                          129600                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.375                  2.375                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G03                                                      111000                 659.06                    360                     357                   6.75                      0                      0                   0.375                  7.125 Port Saint Lucie       FL                                       34983 Single Family                          111000                20060401            59.68000031 No MI                                1.00E+17                    2.75               20110301                 13.125                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GI                       G02                                                      240800                1555.17                    360                     359                  7.375                      0                      0                   0.375                   7.75 Las Vegas              NV                                       89121 Single Family                          240800                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.75                  2.375                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G02                                                       72000                 390.00                    360                     359                  6.125                      0                      0                   0.375                    6.5 CHARLOTTESVILLE        VA                                       22901 Condominium                             72000                20060601                     80 No MI                                                            2.25               20110501                   11.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G02                                                      145600                 834.17                    360                     359                    6.5                      0                      0                   0.375                  6.875 MARICOPA               AZ                                       85239 PUD                                    145600                20060601            79.58000183 No MI                                1.00E+17                    2.25               20110501                 11.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      226750                1440.81                    360                     358                   7.25                      0                      0                   0.375                  7.625 CULPEPER               VA                                       22701 Single Family                          226750                20060501            79.98999786 No MI                                1.00E+17                    2.25               20110401                 12.625                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      132000                 921.25                    360                     358                      8                      0                      0                   0.375                  8.375 Providnce Vil          TX                                       76227 Single Family                          132000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G03                                                    64951.76                 454.49                    360                     359                  7.125                      0                      0                   0.375                    7.5 Arlington              TX                                       76016 2-4 Family                              65000                20060601                     65 No MI                                1.00E+17                    2.25               20110501                   12.5                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      120250                 801.67                    360                     359                  7.625                      0                      0                   0.375                      8 O Fallon               MO                                       63366 Single Family                          120250                20060601                     65 No MI                                1.00E+17                    2.25               20110501                     13                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G03                                                      513600                3210.00                    360                     357                  7.125                      0                      0                   0.375                    7.5 Arlington              VA                                       22204 Single Family                          513600                20060401                     80 No MI                                1.00E+17                    2.25               20110301                   12.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G01                                                      582250                3760.36                    360                     359                  7.375                      0                      0                   0.375                   7.75 Ponte Verda Beach      FL                                       32082 PUD                                    582250                20060601                     85 PMI                                  1.00E+17                    2.25               20110501                  12.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                   172167.87                1265.01                    360                     358                  7.625                      0                      0                   0.375                      8 Auburn                 GA                                       30011 Single Family                          172400                20060501            74.98999786 No MI                                1.00E+17                    2.75               20110401                     13                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G03                                                      108335                 677.09                    360                     358                  7.125                      0                      0                   0.375                    7.5 Union City             GA                                       30291 Single Family                          108335                20060501                     65 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                    55100.83                 409.97                    360                     358                   7.75                      0                      0                   0.375                  8.125 STAFFORD               TX                                       77477 Single Family                           55215                20060501                     90 Republic MIC                         1.00E+17                    2.25               20110401                 13.125                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                   215636.02                1418.97                    360                     358                    6.5                      0                      0                   0.375                  6.875 Fresno                 CA                                       93704 Single Family                          216000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.875                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      186792                1303.65                    360                     359                      8                      0                      0                   0.375                  8.375 TAMPA                  FL                                       33624 Condominium                            186792                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G03                                                      460000                2827.08                    360                     359                      7                      0                      0                   0.375                  7.375 Cranbury               NJ                                        8512 Single Family                          460000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.375                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      268000                1702.92                    360                     358                   7.25                      0                      0                   0.375                  7.625 PAWLEYS IS             SC                                       29585 PUD                                    268000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.625                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G03                                                      125600                 745.75                    360                     357                   6.75                      0                      0                   0.375                  7.125 San Antonio            TX                                       78253 Single Family                          125600                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 12.125                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GI                       G02                                                      344208                2294.72                    360                     359                  7.625                      0                      0                   0.375                      8 DUBLIN                 CA                                       94568 Condominium                            344208                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     13                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G02                                                       72000                 390.00                    360                     359                  6.125                      0                      0                   0.375                    6.5 CHARLOTTESVILLE        VA                                       22901 Condominium                             72000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   11.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G03                                                      111040                 670.87                    360                     357                  6.875                      0                      0                   0.375                   7.25 West Jordan            UT                                       84088 Condominium                            111040                20060401                     80 No MI                                1.00E+17                    2.75               20110301                  13.25                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GI                       G02                                                   131827.35                1003.23                    360                     358                      8                      0                      0                   0.375                  8.375 Rockwall               TX                                       75087 Single Family                          131992                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                  2.375                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                    250674.4                1618.94                    360                     358                  7.375                      0                      0                   0.375                   7.75 Puyallup               WA                                       98375 PUD                                  250674.4                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  13.75                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                      198702                1055.60                    360                     357                      6                      0                      0                   0.375                  6.375 Stuart                 FL                                       34997 PUD                                    198702                20060401                     64 No MI                                1.00E+17                    2.25               20110301                 12.375                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GI                       G02                                                      138232                 907.15                    360                     357                    7.5                      0                      0                   0.375                  7.875 Myrtle Beach           SC                                       29579 Condominium                            138232                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 13.875                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GII                      G02                                                      340000                1877.08                    360                     356                   6.25                      0                      0                   0.375                  6.625 Newburgh               NY                                       12550 PUD                                    340000                20060301                     80 No MI                                1.00E+17                    2.25               20110201                 11.625                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360201 AFL2
GI                       G02                                                      224000                1563.34                    360                     358                      8                      0                      0                   0.375                  8.375 Fort Pierce            FL                                       34952 Single Family                          224000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 WALN
GII                      G02                                                   359568.57                1910.21                    360                     358                      6                      0                      0                   0.375                  6.375 Richmond               CA                                       94803 Single Family                          360000                20060501            64.29000092 No MI                                1.00E+17                    2.25               20110401                 11.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 WALN
GI                       G02                                                      132000                 935.00                    360                     359                  8.125                      0                      0                   0.375                    8.5 FORT WORTH             TX                                       76105 2-4 Family                             132000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   13.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G03                                                      442089                2210.45                    360                     359                  5.625                      0                      0                   0.375                      6 WINCHESTER             CA                                       92596 Single Family                          442089                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     12                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G03                                                      572000                3277.08                    360                     360                    6.5                      0                      0                   0.375                  6.875 N HOLLYWOOD AREA       CA                                       91605 2-4 Family                             572000                20060701                     80 No MI                                1.00E+17                    2.25               20110601                 11.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GI                       G02                                                   125335.28                 905.69                    360                     358                  7.375                      0                      0                   0.375                   7.75 Cypress                TX                                       77433 PUD                                    126420                20060501                     80 No MI                                                            2.25               20110401                  12.75                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                    66104.85                 493.02                    360                     358                   7.75                      0                      0                   0.375                  8.125 Columbus               OH                                       43209 Single Family                           66400                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.125                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G01                                                      928000                6283.33                    360                     360                   7.75                      0                      0                   0.375                  8.125 Scottsdale             AZ                                       85262 Single Family                          928000                20060701                     80 No MI                                1.00E+17                    2.25               20110601                 13.125                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GI                       G02                                                      136800                 883.50                    360                     358                  7.375                      0                      0                   0.375                   7.75 Fresno                 CA                                       93701 Single Family                          136800                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      180000                1181.25                    360                     359                    7.5                      0                      0                   0.375                  7.875 FARIBAULT              MN                                       55021 2-4 Family                             180000                20060601            67.91999817 No MI                                1.00E+17                    2.25               20110501                 12.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G03                                                      105530                 516.66                    360                     358                    5.5                      0                      0                   0.375                  5.875 Nashville              TN                                       37207 PUD                                    105530                20060501                     80 No MI                                1.00E+17                    2.75               20110401                 11.875                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      381600                2544.00                    360                     359                  7.625                      0                      0                   0.375                      8 Oak Island             NC                                       28465 Single Family                          381600                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     13                  2.375                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G03                                                      631200                3945.00                    360                     360                  7.125                      0                      0                   0.375                    7.5 Largo                  FL                                       33770 Single Family                          631200                20060701                     80 No MI                                1.00E+17                    2.25               20110601                   12.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GII                      G02                                                      144000                 810.00                    360                     357                  6.375                      0                      0                   0.375                   6.75 Stanwood               WA                                       98292 Single Family                          144000                20060401                     80 No MI                                1.00E+17                    2.75               20110301                  12.75                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GI                       G03                                                     1117500                6867.97                    360                     358                      7                      0                      0                   0.375                  7.375 San Ramon              CA                                       94582 Single Family                         1117500                20060501            67.73000336 No MI                                1.00E+17                    2.25               20110401                 12.375                  2.375                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G01                                                      466200                3108.00                    360                     358                  7.625                      0                      0                   0.375                      8 STAFFORD               VA                                       22554 Single Family                          466200                20060501            79.98999786 No MI                                1.00E+17                    2.25               20110401                     13                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G03                                                      476400                2828.63                    360                     358                   6.75                      0                      0                   0.375                  7.125 DUARTE                 CA                                       91010 Single Family                          476400                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.125                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 WALN
GII                      G03                                                      114751                 693.29                    360                     358                  6.875                      0                      0                   0.375                   7.25 Phoenix                AZ                                       85018 Condominium                            114751                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.25                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                      153400                 894.83                    360                     359                  6.625                      0                      0                   0.375                      7 Buckeye                AZ                                       85326 PUD                                    153400                20060601            74.98000336 No MI                                1.00E+17                    2.25               20110501                     12                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 WALN
GI                       G02                                                      132000                 935.00                    360                     359                  8.125                      0                      0                   0.375                    8.5 FORT WORTH             TX                                       76105 2-4 Family                             132000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   13.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G02                                                      272000                1558.33                    360                     358                    6.5                      0                      0                   0.375                  6.875 SPRINGFIELD            VA                                       22153 Townhouse                              272000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      189600                1244.25                    360                     359                    7.5                      0                      0                   0.375                  7.875 Homestead              FL                                       33033 Single Family                          189600                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.875                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G03                                                      304000                1836.67                    360                     356                  6.875                      0                      0                   0.375                   7.25 North Las Vegas        NV                                       89031 PUD                                    304000                20060301                     80 No MI                                1.00E+17                    2.25               20110201                  13.25                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360201 AFL2
GI                       G01                                                      366400                2328.17                    360                     360                   7.25                      0                      0                   0.375                  7.625 Paterson               NJ                                        7513 2-4 Family                             366400                20060701                     80 No MI                                1.00E+17                    2.25               20110601                 12.625                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360601 AFL2
GI                       G03                                                   147834.96                 908.57                    360                     356                      7                      0                      0                   0.375                  7.375 Las Vegas              NV                                       89117 Condominium                            148000                20060301                     80 No MI                                1.00E+17                    2.25               20110201                 13.375                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360201 AFL2
GI                       G02                                                      174962                1148.19                    360                     359                    7.5                      0                      0                   0.375                  7.875 ANOKA                  MN                                       55303 PUD                                    174962                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G03                                                      380000                2335.42                    360                     355                      7                      0                      0                   0.375                  7.375 Pembroke Pines         FL                                       33029 PUD                                    380000                20060201                     80 No MI                                1.00E+17                    2.25               20110101                 13.375                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360101 AFL2
GI                       G03                                                      313092                1924.21                    360                     358                      7                      0                      0                   0.375                  7.375 Woodbury               MN                                       55129 Single Family                          313092                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      123750                 786.33                    360                     359                   7.25                      0                      0                   0.375                  7.625 PRIOR LAKE             MN                                       55372 Townhouse                              123750                20060601                     75 No MI                                1.00E+17                    2.25               20110501                  12.75                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G02                                                      381350                2221.36                    360                     353                  6.615                      0                      0                   0.375                   6.99 NEW BRAUNFELS          TX                                       78132 PUD                                    381350                20051205            58.66999817 No MI                                1.00E+17                    2.25               20101105                 11.875                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20351105 AFL2
GII                      G02                                                      256800                1471.25                    360                     359                    6.5                      0                      0                   0.375                  6.875 North Bethesda         MD                                       20852 Condominium                            256800                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G03                                                   227651.95                1574.74                    360                     358                      7                      0                      0                   0.375                  7.375 Maitland               FL                                       32751 Single Family                          228000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.375                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                   391996.27                2613.31                    360                     358                  7.625                      0                      0                   0.375                      8 Montrose               CO                                       81401 PUD                                    392000                20060501                     80 No MI                                                            2.25               20110401                     13                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                   231607.73                1701.75                    360                     358                  7.625                      0                      0                   0.375                      8 King George            VA                                       22485 PUD                                    231920                20060501                     80 No MI                                1.00E+17                    2.25               20110401                     13                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G03                                                      101600                 635.00                    360                     358                  7.125                      0                      0                   0.375                    7.5 NAMPA                  ID                                       83651 Single Family                          101600                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   13.5                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      300000                2125.00                    360                     360                  8.125                      0                      0                   0.375                    8.5 Seattle                WA                                       98116 Single Family                          300000                20060701                     75 No MI                                1.00E+17                    2.25               20110601                   13.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GI                       G02                                                      224000                1446.67                    360                     358                  7.375                      0                      0                   0.375                   7.75 LAS VEGAS              NV                                       89135 Single Family                          224000                20060501            66.87000275 No MI                                1.00E+17                    2.25               20110401                  12.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                    114257.3                 869.52                    360                     358                      8                      0                      0                   0.375                  8.375 Grand Rapids           MI                                       49505 2-4 Family                             114400                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      250292                1590.40                    360                     357                   7.25                      0                      0                   0.375                  7.625 YORK                   PA                                       17404 Single Family                          250292                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 12.625                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GII                      G02                                                      230000                1269.79                    360                     357                   6.25                      0                      0                   0.375                  6.625 Beckwourth             CA                                       96129 Single Family                          230000                20060401            63.88999939 No MI                                1.00E+17                    2.25               20110301                 12.625                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G01                                                      224185                1354.45                    360                     358                      7                      0                      0                    0.25                   7.25 QUEEN CREEK            AZ                                       85242 PUD                                    224185                20060501                     90 GE Capital MI                        1.00E+17                    2.25               20110401                  12.25                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GII                      G02                                                    261599.9                1498.75                    360                     355                    6.5                      0                      0                   0.375                  6.875 Las Vegas              NV                                       89149 PUD                                    261600                20060201                     80 No MI                                1.00E+17                    2.25               20110101                 12.875                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360101 AFL2
GII                      G02                                                   103829.02                 691.91                    360                     358                  6.625                      0                      0                   0.375                      7 ROCKWALL               TX                                       75087 Single Family                          104000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                     12                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      202400                1370.42                    360                     358                   7.75                      0                      0                   0.375                  8.125 Winter Springs         FL                                       32708 Townhouse                              202400                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.125                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GIII                     G02                                                      195657                1039.43                    360                     358                  6.125                      0                      0                    0.25                  6.375 ORLANDO                FL                                       32810 PUD                                    195657                20060501                     95 Radian Guaranty                      1.00E+17                    2.25               20110401                 11.375                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G01                                                      363673                1742.60                    360                     357                    5.5                      0                      0                    0.25                   5.75 WINTON                 CA                                       95388 Single Family                          363673                20060401                     90 GE Capital MI                        1.00E+17                    2.25               20110301                  11.75                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360301 ADN1
GII                      G03                                                      311900                1884.40                    360                     358                  6.875                      0                      0                   0.375                   7.25 SILVER SPRING          MD                                       20906 Condominium                            311900                20060501            79.98999786 No MI                                1.00E+17                    2.25               20110401                  12.25                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G03                                                      562250                3279.79                    360                     358                  6.625                      0                      0                   0.375                      7 hacienda heights       CA                                       91746 Single Family                          562250                20060501                     65 No MI                                                            2.25               20110401                     12                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G03                                                      322022                1945.55                    360                     357                  6.875                      0                      0                   0.375                   7.25 Port Saint Lucie       FL                                       34953 PUD                                    322022                20060401                     80 No MI                                1.00E+17                    2.75               20110301                  13.25                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GI                       G02                                                      404000                2567.08                    360                     356                   7.25                      0                      0                   0.375                  7.625 Scottsdale             AZ                                       85255 Townhouse                              404000                20060301                     80 No MI                                1.00E+17                    2.25               20110201                 13.625                  2.375                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360201 AFL2
GII                      G02                                                      300000                1718.75                    360                     359                    6.5                      0                      0                   0.375                  6.875 ROCKVILLE              MD                                       20850 Single Family                          300000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.875                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      168000                1172.50                    360                     360                      8                      0                      0                   0.375                  8.375 Greenbelt              MD                                       20770 Condominium                            168000                20060701                     80 No MI                                1.00E+17                    2.25               20110601                 13.375                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360601 AFL2
GIII                     G02                                                    212089.8                1342.99                    360                     358                   6.25                      0                      0                    0.25                    6.5 QUEEN CREEK            AZ                                       85242 PUD                                    212475                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   11.5                  1.875                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G02                                                      264050                1815.34                    360                     358                  7.875                      0                      0                   0.375                   8.25 Stuart                 FL                                       34997 PUD                                    264050                20060501            94.98999786 YES                                  1.00E+17                    2.25               20110401                  14.25                      2                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GIII                     G01                                                      303928                1424.66                    360                     358                  5.375                      0                      0                    0.25                  5.625 WINTON                 CA                                       95388 Single Family                          303928                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 10.625                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G03                                                   143893.13                1006.87                    360                     359                  7.125                      0                      0                   0.375                    7.5 Capitol Heights        MD                                       20743 Single Family                          144000                20060601                     80 No MI                                                            2.25               20110501                   12.5                      2                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G03                                                      470000                2839.58                    360                     358                  6.875                      0                      0                   0.375                   7.25 Naples                 FL                                       34120 Single Family                          470000                20060501            69.62999725 No MI                                1.00E+17                    2.25               20110401                  12.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G03                                                      309600                1902.75                    360                     358                      7                      0                      0                   0.375                  7.375 RESTON                 VA                                       20191 Townhouse                              309600                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      258400                1695.75                    360                     358                    7.5                      0                      0                   0.375                  7.875 Woodbridge             VA                                       22193 PUD                                    258400                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      292425                1919.04                    360                     360                    7.5                      0                      0                   0.375                  7.875 College Park           MD                                       20740 Single Family                          292425                20060701                     75 No MI                                1.00E+17                    2.25               20110601                 12.875                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360601 AFL2
GI                       G02                                                      119750                 773.39                    360                     358                  7.375                      0                      0                   0.375                   7.75 Albany                 OR                                       97322 Single Family                          119750                20060501            74.98999786 No MI                                1.00E+17                    2.25               20110401                  12.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                      187328                1014.69                    360                     356                  6.125                      0                      0                   0.375                    6.5 Jacksonville           FL                                       32258 PUD                                    187328                20060301                     80 No MI                                1.00E+17                    2.25               20110201                   12.5                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360201 AFL2
GI                       G02                                                      159200                1028.17                    360                     358                  7.375                      0                      0                   0.375                   7.75 PRESCOTT               AZ                                       86305 Townhouse                              159200                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.75                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G03                                                      215200                1188.08                    360                     360                   6.25                      0                      0                   0.375                  6.625 GAITHERSBURG           MD                                       20878 Condominium                            215200                20060701                     80 No MI                                1.00E+17                    2.25               20110601                 12.625                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GI                       G03                                                       99000                 618.75                    360                     357                  7.125                      0                      0                   0.375                    7.5 Ocala                  FL                                       34471 2-4 Family                              99000                20060401            79.19999695 No MI                                1.00E+17                    2.75               20110301                   13.5                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GI                       G02                                                      192166                1410.05                    360                     360                  7.625                      0                      0                   0.375                      8 LOWER TOWNSHIP         NJ                                        8204 Single Family                          192166                20060701                     80 No MI                                1.00E+17                    2.25               20110601                     13                  2.375                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360601 AFL2
GI                       G02                                                      265532                1853.19                    360                     358                      8                      0                      0                   0.375                  8.375 FRISCO                 TX                                       75034 PUD                                    265532                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      228000                1520.00                    360                     359                  7.625                      0                      0                   0.375                      8 Bealeton               VA                                       22712 Single Family                          228000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     13                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GIII                     G02                                                      262075                1446.87                    360                     358                  6.375                      0                      0                    0.25                  6.625 TUCKER                 GA                                       30084 PUD                                    262075                20060501                     90 GE Capital MI                        1.00E+17                    2.25               20110401                 11.625                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GII                      G02                                                      240788                1354.43                    360                     358                  6.375                      0                      0                   0.375                   6.75 Jupiter                FL                                       33458 Condominium                            240788                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.75                      2                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G03                                                      198400                1198.67                    360                     358                  6.875                      0                      0                   0.375                   7.25 APOPKA                 FL                                       32712 PUD                                    198400                20060501                     80 No MI                                                            2.25               20110401                  12.25                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GIII                     G03                                                      552700                2821.07                    360                     358                  5.875                      0                      0                    0.25                  6.125 BRISTOW                VA                                       20136 PUD                                    552700                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.125                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GII                      G02                                                      122000                 698.96                    360                     357                    6.5                      0                      0                   0.375                  6.875 EAGLE MOUNTAIN         UT                                       84043 Single Family                          122000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 11.875                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G01                                                      630000                4003.13                    360                     359                  7.375                      0                      0                    0.25                  7.625 MOUNT VERNON           NY                                       10553 Single Family                          630000                20060601                     70 No MI                                1.00E+17                    2.25               20110501                 12.625                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G02                                                      217100                1243.80                    360                     359                  6.625                      0                      0                    0.25                  6.875 BROOKSVILLE            FL                                       34604 PUD                                    217100                20060601            94.98999786 Radian Guaranty                      1.00E+17                    2.25               20110501                 11.875                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G03                                                   246504.92                1724.88                    360                     359                  7.125                      0                      0                   0.375                    7.5 North Myrtle Beach     SC                                       29582 Condominium                            246688                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   12.5                      2                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G01                                                   438017.55                2662.44                    360                     359                      7                      0                      0                    0.25                   7.25 INDIO                  CA                                       92203 PUD                                    440680                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.25                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G02                                                      213064                1176.29                    360                     359                  6.375                      0                      0                    0.25                  6.625 LITHONIA               GA                                       30038 PUD                                    213064                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.625                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G03                                                      455000                2796.35                    360                     360                      7                      0                      0                   0.375                  7.375 CULVER CITY            CA                                       90230 Townhouse                              455000                20060701                     65 No MI                                1.00E+17                    2.25               20110601                 12.375                      2                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360601 AFL2
GII                      G03                                                       78750                 475.78                    360                     359                  6.875                      0                      0                   0.375                   7.25 JACKSONVILLE           FL                                       32210 Single Family                           78750                20060601                     70 No MI                                1.00E+17                    2.25               20110501                  12.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GIII                     G03                                                      520000                3087.50                    360                     359                  6.875                      0                      0                    0.25                  7.125 CORONA                 CA                                       92880 Single Family                          520000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.125                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G01                                                      237600                1212.75                    360                     358                  5.875                      0                      0                    0.25                  6.125 NEW PORT RICHEY        FL                                       34655 PUD                                    237600                20060501            49.91999817 No MI                                1.00E+17                    2.25               20110401                 12.125                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G03                                                      300000                1843.75                    360                     358                      7                      0                      0                   0.375                  7.375 WALDORF                MD                                       20601 Single Family                          300000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 WALN
GIII                     G03                                                      450800                2535.75                    360                     359                    6.5                      0                      0                    0.25                   6.75 NORTH LAS VEGAS        NV                                       89084 PUD                                    450800                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  11.75                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G02                                                       74400                 519.25                    360                     358                      8                      0                      0                   0.375                  8.375 Charlotte              NC                                       28213 Single Family                           74400                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      348000                2428.75                    360                     360                      8                      0                      0                   0.375                  8.375 RICHMOND               TX                                       77469 PUD                                    348000                20060701                     80 No MI                                1.00E+17                    2.25               20110601                 13.375                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360601 AFL2
GII                      G02                                                      199200                1058.25                    360                     356                      6                      0                      0                   0.375                  6.375 STONE MOUNTAIN         GA                                       30087 Single Family                          199200                20060301                     80 No MI                                1.00E+17                    2.25               20110201                 11.375                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360201 AFL2
GI                       G01                                                      494358                3089.74                    360                     359                   7.25                      0                      0                    0.25                    7.5 EAST PALO ALTO         CA                                       94303 2-4 Family                             494358                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   12.5                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G02                                                      198750                1366.41                    360                     360                  7.875                      0                      0                   0.375                   8.25 ORO VALLEY             AZ                                       85737 PUD                                    198750                20060701                     75 No MI                                1.00E+17                    2.25               20110601                  13.25                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GI                       G02                                                      110000                 584.38                    360                     352                      6                      0                      0                   0.375                  6.375 WESTMINSTER            CO                                       80031 PUD                                    110000                20051101            63.95000076 No MI                                1.00E+17                    2.75               20071001                 12.375                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      24 N                                    20351001 ALT1
GI                       G03                                                   113513.56                 784.61                    360                     359                      7                      0                      0                   0.375                  7.375 Glendale               AZ                                       85301 Townhouse                              113600                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.375                  2.375                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360501 WALN
GI                       G01                                                      825000                5156.25                    360                     352                  7.125                      0                      0                   0.375                    7.5 SALT LAKE CITY         UT                                       84125 Single Family                          825000                20051101                     75 No MI                                1.00E+17                    2.75               20071001                   13.5                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      24 N                                    20351001 ALT1
GII                      G02                                                      356850                1895.77                    360                     356                      6                      0                      0                   0.375                  6.375 Bloomingdale           IL                                       60108 2-4 Family                             356850                20060301                     65 No MI                                1.00E+17                    2.25               20110201                 11.375                  2.375                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360201 AFL2
GII                      G01                                                   204496.47                1316.48                    360                     354                   6.25                      0                      0                   0.375                  6.625 MIRAMAR                FL                                       33025 Condominium                            205600                20060101            89.98000336 United Guaranty                      1.00E+17                    2.75               20081201                 12.625                  1.875                       2 First Lien                                    N                                            0 No_PP                                     360                      36 N                                    20351201 ALT1
GI                       G02                                                       95600                 597.50                    360                     352                  7.125                      0                      0                   0.375                    7.5 MACON                  GA                                       31216 Single Family                           95600                20051101                     80 No MI                                1.00E+17                    2.75               20071001                   13.5                  2.375                       2 First Lien                                    Y                                          120 No_PP                                     360                      24 N                                    20351001 ALT1
GII                      G02                                                      299200                1745.33                    360                     358                  6.625                      0                      0                   0.375                      7 Gainesville            GA                                       30507 Single Family                          299200                20060501                     80 No MI                                1.00E+17                    2.25               20110401                     12                  2.375                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 WALN
GII                      G02                                                      364872                1938.38                    360                     355                      6                      0                      0                   0.375                  6.375 CENTREVILLE            MD                                       21617 Single Family                          364872                20060201                     80 No MI                                1.00E+17                    2.25               20110101                 11.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360101 AFL2
GI                       G02                                                      159200                 796.00                    360                     351                  5.625                      0                      0                   0.375                      6 MCDONOUGH              GA                                       30253 PUD                                    159200                20051001                     80 No MI                                1.00E+17                    2.75               20070901                     12                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      24 N                                    20350901 ALT1
GII                      G02                                                   226019.98                1318.45                    360                     355                  6.625                      0                      0                   0.375                      7 LAS VEGAS              NV                                       89166 PUD                                    226020                20060201                     80 No MI                                1.00E+17                    2.25               20110101                     12                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360101 AFL2
GI                       G02                                                      193500                1209.38                    360                     352                  7.125                      0                      0                   0.375                    7.5 LAS VEGAS              NV                                       89108 Single Family                          193500                20051101                     90 Mortgage Guaranty In                 1.00E+17                    2.75               20071001                   13.5                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      24 N                                    20351001 ALT1
GI                       G02                                                      144000                 900.00                    360                     353                  7.125                      0                      0                   0.375                    7.5 BOLINGBROOK            IL                                       60440 Single Family                          144000                20051201                     80 No MI                                1.00E+17                    2.75               20071101                   13.5                  2.375                       2 First Lien                                    Y                                          120 No_PP                                     360                      24 N                                    20351101 ALT1
GI                       G02                                                    147184.1                 935.23                    360                     358                   7.25                      0                      0                   0.375                  7.625 Apex                   NC                                       27502 PUD                                  147184.1                20060501                     70 No MI                                1.00E+17                    2.25               20110401                 12.625                  2.375                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 WALN
GI                       G02                                                   135998.31                 892.49                    360                     358                    7.5                      0                      0                   0.375                  7.875 Chandler               AZ                                       85225 Condominium                            136000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GIII                     G02                                                      248000                1395.00                    360                     359                    6.5                      0                      0                    0.25                   6.75 SACRAMENTO             CA                                       95828 Single Family                          248000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  11.75                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G02                                                      191600                1037.83                    360                     359                   6.25                      0                      0                    0.25                    6.5 SEATTLE                WA                                       98101 Condominium                            191600                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   11.5                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G01                                                   272683.65                1335.01                    360                     351                  5.625                      0                      0                    0.25                  5.875 EFFORT                 PA                                       18330 Single Family                          272790                20051001            94.87999725 United Guaranty                                                 2.625               20100901                 10.875                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20350901 ADN1
GIII                     G02                                                      264700                1516.51                    360                     358                  6.625                      0                      0                    0.25                  6.875 LAS VEGAS              NV                                       89178 PUD                                    264700                20060501            79.98999786 No MI                                1.00E+17                    2.25               20110401                 11.875                  2.375                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G02                                                   181816.67                 965.90                    360                     358                  6.125                      0                      0                    0.25                  6.375 ABERDEEN               MD                                       21001 PUD                                    181850                20060501            79.98000336 No MI                                1.00E+17                    2.25               20110401                 11.375                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G02                                                      160550                1020.16                    360                     357                   7.25                      0                      0                   0.375                  7.625 Salt Lake City         UT                                       84121 Single Family                          160550                20060401                     65 No MI                                1.00E+17                    2.25               20110301                 12.625                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GII                      G02                                                      174123                 979.44                    360                     356                  6.375                      0                      0                   0.375                   6.75 Peoria                 AZ                                       85345 PUD                                    174123                20060301                     80 No MI                                1.00E+17                    2.25               20110201                  12.75                  1.845                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360201 AFL2
GIII                     G01                                                      296284                1388.83                    360                     358                  5.375                      0                      0                    0.25                  5.625 ELGIN                  IL                                       60123 PUD                                    296284                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.625                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GII                      G02                                                   276017.91                1814.77                    360                     359                    6.5                      0                      0                   0.375                  6.875 Los Angeles            CA                                       90047 Single Family                          276250                20060601                     65 No MI                                1.00E+17                    2.25               20110501                 11.875                      2                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360501 WALN
GI                       G02                                                      175200                 985.50                    360                     353                  6.375                      0                      0                   0.375                   6.75 COLORADO SPRINGS       CO                                       80917 Single Family                          175200                20051201                     80 No MI                                1.00E+17                    2.75               20071101                  12.75                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      24 N                                    20351101 ALT1
GII                      G01                                                    67640.02                 475.47                    360                     353                  7.125                      0                      0                   0.375                    7.5 LAGRANGE               GA                                       30241 Single Family                           68000                20051201                     80 No MI                                1.00E+17                    2.75               20081101                   13.5                  2.375                       2 First Lien                                    N                                            0 No_PP                                     360                      36 N                                    20351101 ALT1
GII                      G03                                                      190295                 991.12                    360                     356                  5.875                      0                      0                   0.375                   6.25 QUEEN CREEK            AZ                                       85242 PUD                                    190295                20060301                     80 No MI                                1.00E+17                    2.25               20110201                  11.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360201 AFL2
GII                      G03                                                   498406.46                2336.28                    360                     355                   5.25                      0                      0                   0.375                  5.625 LITTLETON              CO                                       80127 PUD                                    500000                20060201            70.40000153 No MI                                1.00E+17                    2.75               20110101                 11.625                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360101 ALT1
GI                       G03                                                      248047                1550.29                    360                     359                  7.125                      0                      0                   0.375                    7.5 North Las Vegas        NV                                       89081 PUD                                    248047                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   12.5                  2.375                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 WALN
GI                       G02                                                      104000                 725.83                    360                     358                      8                      0                      0                   0.375                  8.375 BALTIMORE              MD                                       21229 Townhouse                              104000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G01                                                    60478.17                 425.12                    360                     353                  7.125                      0                      0                   0.375                    7.5 LAGRANGE               GA                                       30241 Single Family                           60800                20051201                     80 No MI                                1.00E+17                    2.75               20081101                   13.5                  1.875                       2 First Lien                                    N                                            0 No_PP                                     360                      36 N                                    20351101 ALT1
GII                      G01                                                    60478.17                 425.12                    360                     353                  7.125                      0                      0                   0.375                    7.5 LAGRANGE               GA                                       30241 Single Family                           60800                20051201            78.95999908 No MI                                1.00E+17                    2.75               20081101                   13.5                  2.375                       2 First Lien                                    N                                            0 No_PP                                     360                      36 N                                    20351101 ALT1
GI                       G03                                                      208000                1300.00                    360                     358                  7.125                      0                      0                   0.375                    7.5 KISSIMMEE              FL                                       34743 Single Family                          208000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                  2.375                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 WALN
GII                      G01                                                   109034.03                 775.74                    360                     353                   7.25                      0                      0                   0.375                  7.625 LAS VEGAS              NV                                       89128 Condominium                            109600                20051201                     80 No MI                                1.00E+17                    2.75               20081101                 13.625                  1.875                       2 First Lien                                    N                                            0 No_PP                                     360                      36 N                                    20351101 ALT1
GI                       G02                                                   116020.22                 654.89                    360                     353                      5                      0                      0                   0.375                  5.375 BRUNSWICK              GA                                       31525 PUD                                    116950                20051201            79.98999786 No MI                                1.00E+17                    2.75               20071101                 11.375                  2.375                       2 First Lien                                    N                                            0 No_PP                                     360                      24 N                                    20351101 ALT1
GIII                     G02                                                      264300                1431.63                    360                     358                   6.25                      0                      0                    0.25                    6.5 LAS VEGAS              NV                                       89178 PUD                                    264300                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   11.5                  2.375                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G02                                                      279450                1484.58                    360                     358                  6.125                      0                      0                    0.25                  6.375 LAS VEGAS              NV                                       89178 PUD                                    279450                20060501            79.98999786 No MI                                1.00E+17                    2.25               20110401                 11.375                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GII                      G03                                                      544508                3233.02                    360                     358                   6.75                      0                      0                   0.375                  7.125 Spring Valley          CA                                       91977 PUD                                    544508                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.125                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                   106998.25                 767.64                    360                     358                  7.375                      0                      0                   0.375                   7.75 Linden                 MI                                       48451 Single Family                          107150                20060501            74.98000336 No MI                                1.00E+17                    2.25               20110401                  12.75                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 AFL2
GIII                     G02                                                   182499.84                 988.54                    360                     358                   6.25                      0                      0                    0.25                    6.5 ORLANDO                FL                                       32810 PUD                                    182500                20060501            94.98999786 GE Capital MI                        1.00E+17                    2.25               20110401                   11.5                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GII                      G02                                                   180273.18                 957.70                    360                     356                      6                      0                      0                   0.375                  6.375 Provo                  UT                                       84601 Single Family                          180320                20060301                     80 No MI                                1.00E+17                    2.25               20110201                 12.375                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360201 AFL2
GI                       G02                                                      116800                 778.67                    360                     358                  7.625                      0                      0                   0.375                      8 Tavares                FL                                       32778 Single Family                          116800                20060501                     80 No MI                                1.00E+17                    2.25               20110401                     13                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GIII                     G02                                                      244550                1401.07                    360                     358                  6.625                      0                      0                    0.25                  6.875 NEW PORT RICHEY        FL                                       34654 PUD                                    244550                20060501            79.98999786 No MI                                1.00E+17                    2.25               20110401                 11.875                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G01                                                    31181.24                 650.29                    360                      60                  9.375                      0                      0                   0.375                   9.75 SUNRISE                FL                                       33322 Single Family                           71900                19810701            88.76000214 No MI                                                            1.25               20070601                  19.75                      2                       0 First Lien                                    N                                            0 No_PP                                     360                     312 N                                    20110601 CALA
GI                       G02                                                      180800                 809.83                    360                     353                      5                      0                      0                   0.375                  5.375 SANTA FE               NM                                       87505 Single Family                          180800                20051201                     80 No MI                                1.00E+17                    2.75               20071101                 11.375                  0.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      24 N                                    20351101 ALT1
GII                      G02                                                      244000                1347.08                    360                     358                   6.25                      0                      0                   0.375                  6.625 Parker                 AZ                                       85344 PUD                                    244000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.625                  2.375                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 WALN
GII                      G01                                                   243119.61                1585.17                    360                     354                  6.375                      0                      0                   0.375                   6.75 VICTORVILLE            CA                                       92392 Single Family                          244400                20060101                     80 No MI                                1.00E+17                    2.75               20081201                  12.75                  2.375                       2 First Lien                                    N                                            0 No_PP                                     360                      36 N                                    20351201 ALT1
GII                      G03                                                     2000000               12083.33                    360                     359                  6.875                      0                      0                   0.375                   7.25 Pacific Palisades      CA                                       90272 Single Family                         2000000                20060601            63.49000168 No MI                                1.00E+17                    2.25               20110501                  12.25                  2.375                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 WALN
GII                      G01                                                   202605.11                1190.49                    360                     354                  5.375                      0                      0                   0.375                   5.75 LYONS                  IL                                       60534 Single Family                          204000                20060101                     80 No MI                                1.00E+17                    2.75               20081201                  11.75                  1.875                       2 First Lien                                    N                                            0 No_PP                                     360                      36 N                                    20351201 ALT1
GI                       G02                                                   145514.55                 877.74                    360                     354                  5.625                      0                      0                   0.375                      6 LAGRANGE               GA                                       30240 Single Family                          146400                20060101                     80 No MI                                1.00E+17                    2.75               20071201                     12                  2.375                       2 First Lien                                    N                                            0 No_PP                                     360                      24 N                                    20351201 ALT1
GII                      G01                                                   449470.95                2678.19                    360                     353                    5.5                      0                      0                   0.375                  5.875 ST LOUIS               MO                                       63122 Single Family                          452750                20051201            60.36999893 No MI                                1.00E+17                    2.75               20081101                 11.875                  2.375                       2 First Lien                                    N                                            0 No_PP                                     360                      36 N                                    20351101 ALT1
GII                      G01                                                      550000                2807.29                    360                     354                   5.75                      0                      0                   0.375                  6.125 FAIRFAX                VA                                       22030 Single Family                          550000                20060101            62.86000061 No MI                                1.00E+17                    2.75               20081201                 12.125                  2.375                       2 First Lien                                    Y                                          120 No_PP                                     360                      36 N                                    20351201 ALT1
GI                       G02                                                      336000                2310.00                    360                     358                  7.875                      0                      0                   0.375                   8.25 Dumont                 NJ                                        7628 2-4 Family                             336000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  13.25                  2.375                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      105750                 671.95                    360                     359                   7.25                      0                      0                   0.375                  7.625 Davidson               NC                                       28036 PUD                                    105750                20060601            74.98999786 No MI                                1.00E+17                    2.25               20110501                 12.625                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G01                                                    25574.29                 308.09                    360                     109                  5.875                      0                      0                   0.375                   6.25 SANFORD                FL                                       32773 Single Family                           46050                19850801            94.94000244 No MI                                                            2.88               20060701                     14                  1.875                       0 First Lien                                    N                                            0 No_PP                                     360                     252 N                                    20150701 CALA
GI                       G02                                                      139920                 918.23                    360                     358                    7.5                      0                      0                   0.375                  7.875 Pompano Beach          FL                                       33069 Condominium                            139920                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.875                  2.505                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G01                                                    97447.67                 903.83                    360                     158                  5.824                      0                      0                   0.375                  6.199 SIMI VALLEY            CA                                       93065 Single Family                          139500                19890901            79.69999695 No MI                                                            3.12               20060801                  15.25                  1.875                       0 First Lien                                    N                                            0 No_PP                                     360                     204 N                                    20190801 CALA
GI                       G01                                                   199129.27                1388.09                    360                     254                   5.75                      0                      0                    0.25                      6 UNIVERSITY PARK        TX                                       75225 Single Family                          232000                19970901            7.730000019 No MI                                                            2.75               20060801                 13.375                  2.745                       0 First Lien                                    N                                            0 No_PP                                     360                     108 N                                    20270801 CALA
GII                      G03                                                      312000                1885.00                    360                     358                  6.875                      0                      0                   0.375                   7.25 Menifee                CA                                       92584 PUD                                    312000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.25                    2.5                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 WALN
GII                      G01                                                     1000000                4895.83                    360                     354                    5.5                      0                      0                   0.375                  5.875 LEE'S SUMMIT           MO                                       64064 PUD                                   1000000                20060101                     80 No MI                                1.00E+17                    2.75               20081201                 11.875                  2.375                       2 First Lien                                    Y                                          120 No_PP                                     360                      36 N                                    20351201 ALT1
GI                       G01                                                      611200                3310.67                    360                     353                  6.125                      0                      0                   0.375                    6.5 SOUTH JORDAN           UT                                       84095 Single Family                          611200                20051201                     80 No MI                                1.00E+17                    2.75               20071101                   12.5                  2.375                       2 First Lien                                    Y                                          120 No_PP                                     360                      24 N                                    20351101 ALT1
GI                       G02                                                    98497.31                 461.71                    360                     353                   5.25                      0                      0                   0.375                  5.625 CLEVELAND              OH                                       44135 Single Family                           98500                20051201                    100 Mortgage Guaranty In                 1.00E+17                    2.75               20071101                 11.625                  2.375                       2 First Lien                                    Y                                          120 No_PP                                     360                      24 N                                    20351101 ALT1
GI                       G02                                                    50901.76                 383.15                    360                     357                  7.875                      0                      0                   0.375                   8.25 Lubbock                TX                                       79411 2-4 Family                              51000                20060401                     75 No MI                                1.00E+17                    2.25               20110301                  13.25                  2.375                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G01                                                      550600                2925.06                    360                     358                      6                      0                      0                   0.375                  6.375 Morgan Hill            CA                                       95037 PUD                                    550600                20060501                     80 No MI                                1.00E+17                   2.375               20080401                 11.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      24 N                                    20360401 AFL2
GI                       G02                                                   263127.35                1452.68                    360                     353                   6.25                      0                      0                   0.375                  6.625 LAS VEGAS              NV                                       89130 PUD                                    263200                20051201                     80 No MI                                1.00E+17                    2.75               20071101                 12.625                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      24 N                                    20351101 ALT1
GII                      G02                                                   254793.96                1433.22                    360                     356                  6.375                      0                      0                   0.375                   6.75 Palmdale               CA                                       93552 Single Family                          254794                20060301                     70 No MI                                1.00E+17                    2.25               20110201                  11.75                  2.375                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360201 AFL2
GI                       G01                                                   519871.52                2545.20                    360                     353                    5.5                      0                      0                   0.375                  5.875 SPRINGFIELD            VA                                       22152 Single Family                          520000                20051201                     80 No MI                                1.00E+17                    2.75               20071101                 11.875                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      24 N                                    20351101 ALT1
GI                       G02                                                      160400                1102.75                    360                     357                  7.875                      0                      0                   0.375                   8.25 Orlando                FL                                       32835 Condominium                            160400                20060401            74.98999786 No MI                                1.00E+17                    2.25               20110301                  13.25                  2.375                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GII                      G03                                                      645000                3426.56                    360                     353                      6                      0                      0                   0.375                  6.375 HEBER CITY             UT                                       84032 Single Family                          645000                20051201                     75 No MI                                1.00E+17                    2.75               20101101                 12.375                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20351101 ALT1
GI                       G02                                                       70000                 422.92                    360                     353                  6.875                      0                      0                   0.375                   7.25 AUSTELL                GA                                       30168 Single Family                           70000                20051201                    100 Mortgage Guaranty In                 1.00E+17                    2.75               20071101                  13.25                  2.375                       2 First Lien                                    Y                                          120 No_PP                                     360                      24 N                                    20351101 ALT1
GI                       G03                                                      808000                5050.00                    360                     356                  7.125                      0                      0                   0.375                    7.5 Los Angeles            CA                                       90049 Condominium                            808000                20060301                     80 No MI                                1.00E+17                    2.25               20110201                   12.5                  2.375                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360201 AFL2
GI                       G01                                                   425004.65                2744.82                    360                     354                  7.375                      0                      0                   0.375                   7.75 FORT MYERS             FL                                       33913 PUD                                    428000                20060101            79.84999847 No MI                                1.00E+17                    2.75               20101201                  13.75                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20351201 ALT1
GI                       G02                                                      294400                1502.67                    360                     354                   5.75                      0                      0                   0.375                  6.125 TAMPA                  FL                                       33609 Single Family                          294400                20060101                     80 No MI                                1.00E+17                    2.75               20071201                 12.125                  2.375                       2 First Lien                                    Y                                          120 No_PP                                     360                      24 N                                    20351201 ALT1
GI                       G02                                                      126950                 595.08                    360                     353                   5.25                      0                      0                   0.375                  5.625 SNELLVILLE             GA                                       30039 PUD                                    126950                20051201            74.98000336 No MI                                1.00E+17                    2.75               20071101                 11.625                  2.375                       2 First Lien                                    Y                                          120 No_PP                                     360                      24 N                                    20351101 ALT1
GII                      G01                                                   164355.23                1085.25                    360                     354                    6.5                      0                      0                   0.375                  6.875 TAMPA                  FL                                       33612 PUD                                    165200                20060101                     80 No MI                                1.00E+17                    2.75               20081201                 12.875                  2.375                       2 First Lien                                    N                                            0 No_PP                                     360                      36 N                                    20351201 ALT1
GII                      G01                                                   117902.82                 637.57                    360                     354                  4.625                      0                      0                   0.375                      5 FLOWERY BRANCH         GA                                       30542 PUD                                    118768                20060101                     80 No MI                                1.00E+17                    2.75               20081201                     11                  2.375                       2 First Lien                                    N                                            0 No_PP                                     360                      36 N                                    20351201 ALT1
GII                      G03                                                      215000                1052.60                    360                     354                    5.5                      0                      0                   0.375                  5.875 OCALA                  FL                                       34482 Single Family                          215000                20060101            55.13000107 No MI                                1.00E+17                    2.75               20101201                 11.875                  2.375                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20351201 ALT1
GI                       G01                                                    43973.61                 398.21                    360                     156                   5.25                      0                      0                   0.375                  5.625 SACRAMENTO             CA                                       91911 PUD                                     68000                19890701            89.47000122 No MI                                                           1.125               20061201                 15.625                  2.375                       0 First Lien                                    N                                            0 No_PP                                     360                     210 N                                    20190601 CALA
GI                       G01                                                    28155.34                 301.23                    360                     132                  6.375                      0                      0                   0.375                   6.75 FRITCH                 TX                                       79036 Single Family                           43000                19870701                  68.25 No MI                                                             3.5               20070601                   15.5                  2.245                       0 First Lien                                    N                                            0 No_PP                                     360                     240 N                                    20170601 CALA
GI                       G02                                                      255000                1593.75                    360                     354                  7.125                      0                      0                   0.375                    7.5 PALOS VERDES PENISULA  CA                                       90274 Condominium                            255000                20060101            69.86000061 No MI                                1.00E+17                    2.75               20071201                   13.5                  3.125                       2 First Lien                                    Y                                          120 No_PP                                     360                      24 N                                    20351201 ALT1
GII                      G03                                                   482774.86                2874.87                    360                     354                    5.5                      0                      0                   0.375                  5.875 STEVENSVILLE           MD                                       21666 PUD                                    486000                20060101                  60.75 No MI                                1.00E+17                    2.75               20101201                 11.875                  2.375                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20351201 ALT1
GI                       G02                                                      128000                 760.00                    360                     354                   6.75                      0                      0                   0.375                  7.125 OCALA                  FL                                       34472 Single Family                          128000                20060101            78.76999664 No MI                                1.00E+17                    2.75               20071201                 13.125                  2.375                       2 First Lien                                    Y                                          120 No_PP                                     360                      24 N                                    20351201 ALT1
GII                      G01                                                      649900                3249.50                    360                     354                  5.625                      0                      0                   0.375                      6 WINDER                 GA                                       30680 Single Family                          649900                20060101            75.12999725 No MI                                1.00E+17                    2.75               20081201                     12                  2.375                       2 First Lien                                    Y                                          120 No_PP                                     360                      36 N                                    20351201 ALT1
GII                      G01                                                      451500                2257.50                    360                     354                  5.625                      0                      0                   0.375                      6 LOS ANGELES (RESEDA ARECA                                       91335 Single Family                          451500                20060101                     70 No MI                                1.00E+17                    2.75               20081201                     12                  2.375                       2 First Lien                                    Y                                          120 No_PP                                     360                      36 N                                    20351201 ALT1
GI                       G02                                                    94857.82                 503.93                    360                     355                      6                      0                      0                   0.375                  6.375 BECKET                 MA                                        1223 Single Family                           95000                20060201            65.51999664 No MI                                1.00E+17                    2.75               20080101                 12.375                  2.375                       2 First Lien                                    Y                                          120 No_PP                                     360                      24 N                                    20360101 ALT1
GI                       G01                                                     6777.02                 115.63                    360                      76                  8.125                      0                      0                   0.375                    8.5 BALTIMORE              MD                                       21022 Single Family                           15000                19821101            22.04999924 No MI                                                           1.125               20061001                   18.5                  1.875                       0 First Lien                                    N                                            0 No_PP                                     360                     288 N                                    20121001 CALA
GI                       G02                                                   150171.38                 750.86                    360                     354                  5.625                      0                      0                   0.375                      6 SNELLVILLE             GA                                       30078 PUD                                    150200                20060101            79.98000336 No MI                                1.00E+17                    2.75               20071201                     12                   0.75                       2 First Lien                                    Y                                          120 No_PP                                     360                      24 N                                    20351201 ALT1
GII                      G01                                                   132168.96                 905.93                    360                     354                  6.875                      0                      0                   0.375                   7.25 TAMPA                  FL                                       33605 Single Family                          132800                20060101                     80 No MI                                1.00E+17                    2.75               20081201                  13.25                  2.375                       2 First Lien                                    N                                            0 No_PP                                     360                      36 N                                    20351201 ALT1
GII                      G01                                                      650000                3182.29                    360                     354                    5.5                      0                      0                   0.375                  5.875 LORTON                 VA                                       22079 PUD                                    650000                20060101            78.11000061 No MI                                1.00E+17                    2.75               20081201                 11.875                  2.375                       2 First Lien                                    Y                                          120 No_PP                                     360                      36 N                                    20351201 ALT1
GI                       G02                                                   285312.02                1906.09                    360                     355                  6.625                      0                      0                   0.375                      7 ANDOVER                MA                                        1810 Single Family                          286500                20060201            62.27999878 No MI                                1.00E+17                    2.75               20080101                     13                  2.375                       2 First Lien                                    N                                            0 No_PP                                     360                      24 N                                    20360101 ALT1
GI                       G02                                                   108676.52                 672.36                    360                     355                  5.875                      0                      0                   0.375                   6.25 GLENDALE               AZ                                       85301 PUD                                    109200                20060201                     80 No MI                                1.00E+17                    2.75               20080101                  12.25                  2.375                       2 First Lien                                    N                                            0 No_PP                                     360                      24 N                                    20360101 ALT1
GII                      G03                                                      719900                4349.40                    360                     357                  6.875                      0                      0                   0.375                   7.25 Escondido              CA                                       92027 PUD                                    719900                20060401                     80 No MI                                1.00E+17                    2.25               20110301                  12.25                  2.375                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G02                                                      212392                1371.70                    360                     355                  7.375                      0                      0                   0.375                   7.75 Deltona                FL                                       32738 Single Family                          212392                20060201                     80 No MI                                1.00E+17                    2.25               20110101                  12.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360101 AFL2
GII                      G03                                                   383996.71                1999.98                    360                     355                  5.875                      0                      0                   0.375                   6.25 Edgewater              MD                                       21037 PUD                                    384000                20060201                     80 No MI                                1.00E+17                    2.25               20110101                  11.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360101 AFL2
GII                      G02                                                      204140                1105.76                    360                     358                  6.125                      0                      0                   0.375                    6.5 Laveen                 AZ                                       85339 PUD                                    204140                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      296000                1911.67                    360                     358                  7.375                      0                      0                   0.375                   7.75 Dallas                 TX                                       75230 Single Family                          296000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.75                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                      400000                2291.67                    360                     358                    6.5                      0                      0                   0.375                  6.875 Cheltenham             MD                                       20623 PUD                                    400000                20060501            79.51999664 No MI                                1.00E+17                    2.25               20110401                 11.875                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G03                                                       99872                 603.39                    360                     358                  6.875                      0                      0                   0.375                   7.25 Nashville              TN                                       37207 PUD                                     99872                20060501                     80 No MI                                1.00E+17                    2.75               20110401                  12.25                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                      275000                1546.88                    360                     358                  6.375                      0                      0                   0.375                   6.75 Jacksonville           FL                                       32225 Condominium                            275000                20060501            47.74000168 No MI                                                            2.25               20110401                  12.75                  2.375                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G03                                                      472000                2802.50                    360                     359                   6.75                      0                      0                   0.375                  7.125 Santa Maria            CA                                       93455 Single Family                          472000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.125                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      121792                 850.01                    360                     358                      8                      0                      0                   0.375                  8.375 Villa Rica             GA                                       30180 PUD                                    121792                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      111800                 745.33                    360                     359                  7.625                      0                      0                   0.375                      8 CHARLESTON             SC                                       29492 Townhouse                              111800                20060601            79.94999695 No MI                                1.00E+17                    2.25               20110501                     13                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G03                                                      511900                2719.47                    360                     356                      6                      0                      0                   0.375                  6.375 SANTA CLARITA          CA                                       91350 Single Family                          511900                20060301                     80 No MI                                1.00E+17                    2.25               20110201                 11.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360201 AFL2
GI                       G02                                                    71746.47                 553.62                    360                     359                  8.125                      0                      0                   0.375                    8.5 PHOENIX                AZ                                       85012 Condominium                             72000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   13.5                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G03                                                      191192                1155.12                    360                     359                  6.875                      0                      0                   0.375                   7.25 Land O Lakes           FL                                       34638 PUD                                    191192                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.25                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G03                                                      214240                1272.05                    360                     359                   6.75                      0                      0                   0.375                  7.125 Kirkland               WA                                       98034 Condominium                            214240                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.125                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G02                                                      350300                1897.46                    360                     358                  6.125                      0                      0                   0.375                    6.5 Lincoln                CA                                       95648 PUD                                    350300                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      190100                1346.54                    360                     359                  8.125                      0                      0                   0.375                    8.5 Frederick              MD                                       21703 PUD                                    190100                20060601            74.98999786 No MI                                1.00E+17                    2.25               20110501                   13.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G02                                                      102417                 597.43                    360                     359                  6.625                      0                      0                   0.375                      7 Kannapolis             NC                                       28083 Single Family                          102417                20060601                     70 No MI                                1.00E+17                    2.25               20110501                     12                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G02                                                      113472                 650.10                    360                     358                    6.5                      0                      0                   0.375                  6.875 Katy                   TX                                       77449 PUD                                    113472                20060501                     80 No MI                                1.00E+17                    2.75               20110401                 12.875                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G01                                                      130800                 844.75                    360                     356                  7.375                      0                      0                   0.375                   7.75 Ellijay                GA                                       30540 PUD                                    130800                20060301                     80 No MI                                1.00E+17                    2.75               20110201                  13.75                  2.375                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360201 AFL2
GI                       G02                                                      195200                1504.67                    360                     359                  8.875                      0                      0                   0.375                   9.25 Beaverton              OR                                       97005 Single Family                          195200                20060601            79.73999786 No MI                                1.00E+17                    2.75               20110501                  15.25                  2.375                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G03                                                      161311                1008.19                    360                     358                  7.125                      0                      0                   0.375                    7.5 TUCSON                 AZ                                       85706 PUD                                    161311                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                  2.375                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      202968                1374.26                    360                     359                   7.75                      0                      0                   0.375                  8.125 CHICAGO                IL                                       60605 Condominium                            202968                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.125                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G02                                                      100475                 586.10                    360                     359                  6.625                      0                      0                   0.375                      7 Charlotte              NC                                       28216 Single Family                          100475                20060601                     70 No MI                                1.00E+17                    2.25               20110501                     12                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                   187886.11                1445.56                    360                     359                  8.125                      0                      0                   0.375                    8.5 Virginia Beach         VA                                       23452 Single Family                          188000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   13.5                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      296000                2096.67                    360                     359                  8.125                      0                      0                   0.375                    8.5 Cape Coral             FL                                       33991 Single Family                          296000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   13.5                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                       96000                 640.00                    360                     359                  7.625                      0                      0                   0.375                      8 CALDWELL               ID                                       83605 PUD                                     96000                20060601                     75 No MI                                1.00E+17                    2.25               20110501                     14                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G03                                                   159875.18                1091.48                    360                     359                  6.875                      0                      0                   0.375                   7.25 Kirkwood               MO                                       63122 Single Family                          160000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.25                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      177600                1147.00                    360                     359                  7.375                      0                      0                   0.375                   7.75 PHOENIX                AZ                                       85037 PUD                                    177600                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.75                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G03                                                      144000                 885.00                    360                     360                      7                      0                      0                   0.375                  7.375 Denver                 CO                                       80231 Condominium                            144000                20060701                     80 No MI                                1.00E+17                    2.25               20110601                 12.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GI                       G02                                                      170062                1116.03                    360                     360                    7.5                      0                      0                   0.375                  7.875 PALM COAST             FL                                       32164 Single Family                          170062                20060701                     75 No MI                                1.00E+17                    2.25               20110601                 12.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GI                       G02                                                      244000                1652.08                    360                     359                   7.75                      0                      0                   0.375                  8.125 CHANDLER               AZ                                       85226 PUD                                    244000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.125                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      604000                3963.75                    360                     360                    7.5                      0                      0                   0.375                  7.875 El Cajon               CA                                       92021 2-4 Family                             604000                20060701                     80 No MI                                1.00E+17                    2.25               20110601                 12.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GII                      G03                                                      288000                1680.00                    360                     359                  6.625                      0                      0                   0.375                      7 Herndon                VA                                       20170 Townhouse                              288000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     12                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G01                                                      540000                3487.50                    360                     360                  7.375                      0                      0                   0.375                   7.75 North Myrtle Beach     SC                                       29582 Condominium                            540000                20060701                     80 No MI                                1.00E+17                    2.25               20110601                  12.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GII                      G03                                                      320000                1866.67                    360                     359                  6.625                      0                      0                   0.375                      7 South Riding           VA                                       20152 Townhouse                              320000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     12                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      268000                1591.25                    360                     358                   6.75                      0                      0                   0.375                  7.125 FT WASHINGTON          MD                                       20744 Single Family                          268000                20060501                     80 No MI                                1.00E+17                   2.375               20080401                 12.125                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      24 N                                    20360401 AFL2
GI                       G02                                                      150000                1046.87                    360                     359                      8                      0                      0                   0.375                  8.375 Pikesville             MD                                       21208 Single Family                          150000                20060601                     75 No MI                                1.00E+17                    2.25               20110501                 13.375                      2                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      316800                2079.00                    360                     360                    7.5                      0                      0                   0.375                  7.875 Las Vegas              NV                                       89130 PUD                                    316800                20060701                     80 No MI                                1.00E+17                    2.25               20110601                 12.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GI                       G01                                                      131920                 783.28                    360                     359                   6.75                      0                      0                   0.375                  7.125 Dillsburg              PA                                       17019 Single Family                          131920                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.125                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G02                                                      145125                 846.56                    360                     359                  6.625                      0                      0                   0.375                      7 BAYFIELD               CO                                       81122 PUD                                    145125                20060601                     75 No MI                                1.00E+17                    2.25               20110501                     12                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                     65055.2                 472.02                    360                     359                    7.5                      0                      0                   0.375                  7.875 TOPEKA                 KS                                       66614 Single Family                           65100                20060601                     70 No MI                                1.00E+17                    2.25               20110501                 12.875                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      343550                2361.91                    360                     359                  7.875                      0                      0                   0.375                   8.25 SEVEN VALLEYS          PA                                       17360 PUD                                    343550                20060601            79.98999786 No MI                                1.00E+17                    2.25               20110501                  13.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      166500                1162.03                    360                     359                      8                      0                      0                   0.375                  8.375 Baltimore              MD                                       21229 Single Family                          166500                20060601                     75 No MI                                1.00E+17                    2.25               20110501                 13.375                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      192000                1320.00                    360                     359                  7.875                      0                      0                   0.375                   8.25 Beaufort               SC                                       29902 Single Family                          192000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  13.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G01                                                      143920                 929.48                    360                     360                  7.375                      0                      0                   0.375                   7.75 Pompano Beach          FL                                       33069 Condominium                            143920                20060701                     80 No MI                                1.00E+17                    2.25               20110601                  12.75                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360601 AFL2
GI                       G03                                                      184000                1130.83                    360                     359                      7                      0                      0                   0.375                  7.375 Beltsville             MD                                       20705 Single Family                          184000                20060601                     80 No MI                                                            2.25               20110501                 12.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G03                                                   189437.59                 966.92                    360                     358                   5.75                      0                      0                   0.375                  6.125 Stone Mountain         GA                                       30087 PUD                                    189600                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.125                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                   183888.53                1414.80                    360                     359                  8.125                      0                      0                   0.375                    8.5 LAS VEGAS              NV                                       89119 Single Family                          184000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   13.5                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G03                                                   140760.72                 879.75                    360                     358                  7.125                      0                      0                   0.375                    7.5 Charlotte              NC                                       28277 Single Family                          140800                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      296000                1880.83                    360                     358                   7.25                      0                      0                   0.375                  7.625 Landham                MD                                       20706 Single Family                          296000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.625                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 WALN
GI                       G02                                                      244000                1702.92                    360                     359                      8                      0                      0                   0.375                  8.375 SCOTTSDALE             AZ                                       85251 Single Family                          244000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G02                                                      307000                1662.92                    360                     360                  6.125                      0                      0                   0.375                    6.5 South Burlington       VT                                        5403 Condominium                            307000                20060701            79.73999786 No MI                                1.00E+17                    2.25               20110601                   11.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GI                       G02                                                      200000                1354.17                    360                     356                   7.75                      0                      0                   0.375                  8.125 Philadelphia           PA                                       19139 Single Family                          200000                20060301                     80 No MI                                1.00E+17                    2.25               20110201                 13.125                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360201 AFL2
GII                      G02                                                       92400                 529.38                    360                     356                    6.5                      0                      0                   0.375                  6.875 Quincy                 FL                                       32351 Single Family                           92400                20060301                     70 No MI                                1.00E+17                    2.25               20110201                 11.875                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360201 AFL2
GII                      G02                                                      139992                 802.04                    360                     358                    6.5                      0                      0                   0.375                  6.875 Shoreline              WA                                       98155 Condominium                            139992                20060501                     80 No MI                                1.00E+17                    2.75               20110401                 12.875                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                      339012                1906.94                    360                     358                  6.375                      0                      0                   0.375                   6.75 FRONT ROYAL            VA                                       22630 PUD                                    339012                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  11.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G03                                                   121505.83                 798.88                    360                     359                    6.5                      0                      0                   0.375                  6.875 Indianapolis           IN                                       46239 PUD                                    121608                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.875                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                   200199.88                1313.81                    360                     358                    7.5                      0                      0                   0.375                  7.875 JOHNSTON               RI                                        2919 Single Family                          200200                20060501            74.98000336 No MI                                1.00E+17                    2.25               20110401                 13.875                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G03                                                      159900                 882.78                    360                     358                   6.25                      0                      0                   0.375                  6.625 Sun City               AZ                                       85351 Single Family                          159900                20060501                     65 No MI                                1.00E+17                    2.25               20110401                 11.625                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                      239992                1299.96                    360                     358                  6.125                      0                      0                   0.375                    6.5 N LAS VEGAS            NV                                       89081 PUD                                    239992                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   11.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                      200000                1145.83                    360                     358                    6.5                      0                      0                   0.375                  6.875 Austin                 TX                                       78721 2-4 Family                             200000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 WALN
GII                      G02                                                      200000                1145.83                    360                     358                    6.5                      0                      0                   0.375                  6.875 Austin                 TX                                       78702 2-4 Family                             200000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 WALN
GII                      G02                                                   159862.24                1037.76                    360                     359                  6.375                      0                      0                   0.375                   6.75 Chicago                IL                                       60629 Single Family                          160000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  11.75                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G02                                                      205196                1196.98                    360                     358                  6.625                      0                      0                   0.375                      7 Thornton               CO                                       80229 Condominium                            205196                20060501                     80 No MI                                1.00E+17                    2.25               20110401                     12                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 WALN
GII                      G03                                                      325592                1967.12                    360                     358                  6.875                      0                      0                   0.375                   7.25 Chesapeake             VA                                       23322 PUD                                    325592                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  13.25                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                      412000                2360.42                    360                     358                    6.5                      0                      0                   0.375                  6.875 Chino                  CA                                       91710 PUD                                    412000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 WALN
GI                       G02                                                      113520                 733.15                    360                     359                  7.375                      0                      0                   0.375                   7.75 Chandler               AZ                                       85224 Condominium                            113520                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.75                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G01                                                      478400                2940.17                    360                     358                  7.125                      0                      0                    0.25                  7.375 FAIRFAX                VA                                       22031 PUD                                    478400                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.375                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GII                      G02                                                      152792                 891.29                    360                     357                  6.625                      0                      0                   0.375                      7 HAMPTON                GA                                       30228 PUD                                    152792                20060401                     80 No MI                                1.00E+17                    2.25               20110301                     12                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GIII                     G03                                                      480000                2750.00                    360                     359                  6.625                      0                      0                    0.25                  6.875 BUENA PARK             CA                                       90621 Single Family                          480000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.875                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G03                                                      186392                1164.95                    360                     358                  7.125                      0                      0                   0.375                    7.5 Spring Hill            FL                                       34609 PUD                                    186392                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GIII                     G03                                                      428000                2452.08                    360                     359                  6.625                      0                      0                    0.25                  6.875 GRANADA HILLS          CA                                       91344 Single Family                          428000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.875                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GII                      G03                                                   226209.79                1487.29                    360                     359                    6.5                      0                      0                   0.375                  6.875 Mentor                 OH                                       44060 Single Family                          226400                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.875                      2                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360501 AFL2
GIII                     G03                                                      500000                2812.50                    360                     359                    6.5                      0                      0                    0.25                   6.75 GAINESVILLE            VA                                       20155 PUD                                    500000                20060601            79.73999786 No MI                                1.00E+17                    2.25               20110501                  11.75                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G03                                                      620000                3358.33                    360                     359                   6.25                      0                      0                    0.25                    6.5 LAGUNA NIGUEL          CA                                       92677 Single Family                          620000                20060601            74.97000122 No MI                                1.00E+17                    2.25               20110501                   11.5                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G01                                                   161473.93                1102.40                    360                     359                  6.875                      0                      0                   0.375                   7.25 Kissimmee              FL                                       34743 PUD                                    161600                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.25                      2                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G01                                                      418400                2571.42                    360                     359                  7.125                      0                      0                    0.25                  7.375 FREDERICKSBURG         VA                                       22405 PUD                                    418400                20060601            79.98999786 No MI                                1.00E+17                    2.25               20110501                 12.375                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G03                                                      444000                2451.25                    360                     359                  6.375                      0                      0                    0.25                  6.625 INDIO                  CA                                       92203 PUD                                    444000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.625                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G03                                                      260000                1625.00                    360                     358                  7.125                      0                      0                   0.375                    7.5 ORANGE PARK            FL                                       32003 PUD                                    260000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GIII                     G03                                                      682500                3839.06                    360                     359                    6.5                      0                      0                    0.25                   6.75 LAKE FOREST            CA                                       92630 Single Family                          682500                20060601                     70 No MI                                1.00E+17                    2.25               20110501                  11.75                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G02                                                      255200                1621.58                    360                     358                   7.25                      0                      0                   0.375                  7.625 NASHVILLE              TN                                       37215 Single Family                          255200                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.625                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      115920                 809.02                    360                     358                      8                      0                      0                   0.375                  8.375 CINCINNATI             OH                                       45220 2-4 Family                             115920                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      159200                1028.17                    360                     358                  7.375                      0                      0                   0.375                   7.75 CO SPGS                CO                                       80925 Single Family                          159200                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G01                                                      648000                3982.50                    360                     359                  7.125                      0                      0                    0.25                  7.375 LOS ANGELES            CA                                       91604 Single Family                          648000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.375                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GIII                     G02                                                      297029                1701.73                    360                     359                  6.625                      0                      0                    0.25                  6.875 MIAMI                  FL                                       33129 Condominium                            297029                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.875                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GIII                     G03                                                      431200                2470.42                    360                     359                  6.625                      0                      0                    0.25                  6.875 MANASSAS PARK          VA                                       20111 PUD                                    431200                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.875                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G02                                                   128765.12                 697.67                    360                     359                   6.25                      0                      0                    0.25                    6.5 PENSACOLA              FL                                       32506 Single Family                          128800                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   11.5                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G03                                                      387600                2422.50                    360                     358                  7.125                      0                      0                   0.375                    7.5 Manassas               VA                                       20112 PUD                                    387600                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                      2                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 AFL2
GIII                     G03                                                     1000000                5312.50                    360                     359                  6.125                      0                      0                    0.25                  6.375 SAN DIEGO              CA                                       92130 Single Family                         1000000                20060601            72.73000336 No MI                                1.00E+17                    2.25               20110501                 11.375                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GIII                     G02                                                      153600                 880.00                    360                     359                  6.625                      0                      0                    0.25                  6.875 BOISE                  ID                                       83709 PUD                                    153600                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.875                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G01                                                      797600                4985.00                    360                     359                   7.25                      0                      0                    0.25                    7.5 CENTENNIAL             CO                                       80016 PUD                                    797600                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   12.5                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G02                                                      276000                1552.50                    360                     359                    6.5                      0                      0                    0.25                   6.75 BOTHELL                WA                                       98012 Single Family                          276000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  11.75                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G02                                                       90000                 628.12                    360                     358                      8                      0                      0                   0.375                  8.375 ORIENT                 OH                                       43146 PUD                                     90000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GIII                     G03                                                      478676                2742.41                    360                     358                  6.625                      0                      0                    0.25                  6.875 FONTANA                CA                                       92337 Single Family                          478676                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.875                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G01                                                      355200                2146.00                    360                     359                      7                      0                      0                    0.25                   7.25 DIXON                  CA                                       95620 Single Family                          355200                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.25                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G03                                                    70333.46                 498.19                    360                     358                  7.125                      0                      0                   0.375                    7.5 IRVING                 TX                                       75060 Single Family                           71250                20060501                     95 GE Capital MI                        1.00E+17                    2.25               20110401                   12.5                      2                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G03                                                      261310                1578.75                    360                     358                  6.875                      0                      0                   0.375                   7.25 RIO VISTA              CA                                       94571 Single Family                          261310                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.25                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 AFL2
GIII                     G03                                                      490600                2555.21                    360                     358                      6                      0                      0                    0.25                   6.25 FONTANA                CA                                       92337 PUD                                    490600                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  11.25                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G02                                                      109600                 639.33                    360                     359                   6.75                      0                      0                    0.25                      7 PRINEVILLE             OR                                       97754 Single Family                          109600                20060601            79.48000336 No MI                                1.00E+17                    2.25               20110501                     12                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G03                                                      637281                3584.71                    360                     359                    6.5                      0                      0                    0.25                   6.75 FALLBROOK              CA                                       92808 Single Family                          637281                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  11.75                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G01                                                      412000                2660.83                    360                     359                    7.5                      0                      0                    0.25                   7.75 SANTA ROSA BEACH       FL                                       32459 Condominium                            412000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.75                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G03                                                      451200                2585.00                    360                     359                  6.625                      0                      0                    0.25                  6.875 STREAMWOOD             IL                                       60107 PUD                                    451200                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.875                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GII                      G03                                                      220324                1331.12                    360                     359                  6.875                      0                      0                   0.375                   7.25 SARASOTA               FL                                       34232 PUD                                    220324                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.25                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      279947                1924.64                    360                     359                  7.875                      0                      0                   0.375                   8.25 NORTH LAS VEGAS        NV                                       89084 PUD                                    279947                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  13.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      399200                2619.75                    360                     357                    7.5                      0                      0                   0.375                  7.875 Bay Point              CA                                       94565 Single Family                          399200                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 12.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GII                      G03                                                      264180                1596.09                    360                     360                  6.875                      0                      0                   0.375                   7.25 Tucson                 AZ                                       85743 PUD                                    264180                20060701                     80 No MI                                1.00E+17                    2.25               20110601                  12.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GIII                     G02                                                      300000                1625.00                    360                     359                   6.25                      0                      0                    0.25                    6.5 WINTER SPRINGS         FL                                       32708 PUD                                    300000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   11.5                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G02                                                      290960                1879.12                    360                     359                  7.375                      0                      0                   0.375                   7.75 Canton                 GA                                       30115 Single Family                          290960                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.75                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GIII                     G02                                                      118800                 618.75                    360                     359                      6                      0                      0                    0.25                   6.25 SAINT CLOUD            MN                                       56301 PUD                                    118800                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  11.25                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G02                                                      183900                1035.00                    360                     359                    6.5                      0                      0                    0.25                   6.75 HOWELL                 MI                                       48855 Single Family                          184000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  11.75                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GIII                     G02                                                      210000                1181.25                    360                     359                    6.5                      0                      0                    0.25                   6.75 SURPRISE               AZ                                       85374 PUD                                    210000                20060601            66.87999725 No MI                                1.00E+17                    2.25               20110501                  11.75                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GIII                     G02                                                      367700                2031.67                    360                     359                  6.375                      0                      0                    0.25                  6.625 SANTA CLARA            CA                                       95054 Condominium                            368000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.625                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G02                                                      278200                1593.85                    360                     359                  6.625                      0                      0                    0.25                  6.875 PEORIA                 AZ                                       85383 PUD                                    278200                20060601            79.98999786 No MI                                1.00E+17                    2.25               20110501                 11.875                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G03                                                      132000                 825.00                    360                     356                  7.125                      0                      0                   0.375                    7.5 Tallahassee            FL                                       32303 PUD                                    132000                20060301                     80 No MI                                1.00E+17                    2.25               20110201                   13.5                      2                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360201 AFL2
GIII                     G02                                                      112500                 644.53                    360                     359                  6.625                      0                      0                    0.25                  6.875 PHILADELPHIA           PA                                       19145 Single Family                          112500                20060601                     90 Republic MIC                         1.00E+17                    2.25               20110501                 11.875                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GIII                     G02                                                      255000                1407.81                    360                     359                  6.375                      0                      0                    0.25                  6.625 TURLOCK                CA                                       95382 Single Family                          255000                20060601            72.86000061 No MI                                1.00E+17                    2.25               20110501                 11.625                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G01                                                      402400                2515.00                    360                     359                   7.25                      0                      0                    0.25                    7.5 FOREST LAKE            MN                                       55025 Single Family                          402400                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   12.5                  2.375                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G03                                                      152750                 954.69                    360                     358                  7.125                      0                      0                   0.375                    7.5 Buckley                WA                                       98321 PUD                                    152750                20060501                     65 No MI                                1.00E+17                    2.25               20110401                   12.5                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      364000                2388.75                    360                     358                    7.5                      0                      0                   0.375                  7.875 STAFFORD               VA                                       22554 Single Family                          364000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GIII                     G02                                                      368000                2031.67                    360                     359                  6.375                      0                      0                    0.25                  6.625 ALEXANDRIA             VA                                       22302 Single Family                          368000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.625                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GII                      G03                                                   341773.01                2059.46                    360                     355                  5.625                      0                      0                   0.375                      6 WHITTIER               CA                                       90604 Single Family                          343500                20060201            62.79999924 No MI                                1.00E+17                    2.75               20110101                     12                  2.375                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360101 ALT1
GII                      G03                                                      479900                2699.44                    360                     355                  6.375                      0                      0                   0.375                   6.75 FONTANA                CA                                       92336 Single Family                          479900                20060201                     80 No MI                                1.00E+17                    2.75               20110101                  12.75                  2.375                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360101 ALT1
GII                      G02                                                      120000                 700.00                    360                     358                  6.625                      0                      0                   0.375                      7 Stephenson             VA                                       22656 Single Family                          120000                20060501            32.88000107 No MI                                1.00E+17                    2.25               20110401                     12                  2.375                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 WALN
GII                      G01                                                      950000                6135.42                    360                     355                  7.375                      0                      0                   0.375                   7.75 SILVER SPRINGS         FL                                       34488 PUD                                    950000                20060201            65.51999664 No MI                                1.00E+17                    2.75               20090101                  13.75                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      36 N                                    20360101 ALT1
GI                       G02                                                      212150                1303.84                    360                     355                      7                      0                      0                   0.375                  7.375 NORTH LAS VEGAS        NV                                       89031 PUD                                    212150                20060201                     80 No MI                                1.00E+17                    2.75               20080101                 13.375                  2.375                       2 First Lien                                    Y                                          120 No_PP                                     360                      24 N                                    20360101 ALT1
GI                       G02                                                    91671.12                 659.10                    360                     355                  7.375                      0                      0                   0.375                   7.75 ATLANTA                GA                                       30317 Single Family                           92000                20060201                     80 No MI                                1.00E+17                    2.75               20080101                  13.75                  2.375                       2 First Lien                                    N                                            0 No_PP                                     360                      24 N                                    20360101 ALT1
GII                      G02                                                   139994.58                 802.05                    360                     358                    6.5                      0                      0                   0.375                  6.875 Columbia               MD                                       21045 Condominium                            140000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.875                  2.375                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 WALN
GI                       G03                                                       85960                 537.25                    360                     358                  7.125                      0                      0                   0.375                    7.5 Raleigh                NC                                       27614 PUD                                     85960                20060501                     70 No MI                                1.00E+17                    2.25               20110401                   12.5                  2.375                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 WALN
GI                       G02                                                       80750                 513.10                    360                     355                   7.25                      0                      0                   0.375                  7.625 KANKAKEE               IL                                       60901 Single Family                           80750                20060201                     95 Mortgage Guaranty In                 1.00E+17                    2.75               20080101                 13.625                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      24 N                                    20360101 ALT1
GI                       G02                                                      359200                2506.92                    360                     360                      8                      0                      0                   0.375                  8.375 Henderson              NV                                       89014 Single Family                          359200                20060701                     80 No MI                                1.00E+17                    2.25               20110601                 13.375                  2.375                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GI                       G02                                                      126000                 800.63                    360                     359                   7.25                      0                      0                   0.375                  7.625 Gilbert                AZ                                       85234 Townhouse                              126000                20060601                     70 No MI                                1.00E+17                    2.25               20110501                 12.625                  2.375                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GIII                     G02                                                      108000                 618.75                    360                     359                  6.625                      0                      0                    0.25                  6.875 NIXA                   MO                                       65714 Single Family                          108000                20060601            93.09999847 GE Capital MI                        1.00E+17                    2.25               20110501                 11.875                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G03                                                   243762.85                1482.57                    360                     359                  5.875                      0                      0                    0.25                  6.125 ATASCADERO             CA                                       93422 Condominium                            244000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.125                      2                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 ADN1
GII                      G02                                                      199900                1166.08                    360                     358                  6.625                      0                      0                   0.375                      7 CAMBRIDGE              MD                                       21613 PUD                                    199900                20060501            79.95999908 No MI                                1.00E+17                    2.25               20110401                     12                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GIII                     G02                                                      400000                2166.67                    360                     359                   6.25                      0                      0                    0.25                    6.5 OCEANSIDE              CA                                       92056 Single Family                          400000                20060601            66.88999939 No MI                                1.00E+17                    2.25               20110501                   11.5                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GIII                     G02                                                      416000                2296.67                    360                     359                  6.375                      0                      0                    0.25                  6.625 SAN LEANDRO            CA                                       94578 Single Family                          416000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.625                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GII                      G03                                                   280061.06                1913.50                    360                     358                  6.875                      0                      0                   0.375                   7.25 Savannah               GA                                       31401 2-4 Family                             280500                20060501            66.79000092 No MI                                1.00E+17                    2.25               20110401                  12.25                      2                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 AFL2
GIII                     G02                                                      206000                1094.38                    360                     359                  6.125                      0                      0                    0.25                  6.375 LAND O LAKES           FL                                       34639 PUD                                    206000                20060601            85.83000183 Republic MIC                         1.00E+17                    2.25               20110501                 11.375                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G02                                                      176000                 971.67                    360                     359                  6.375                      0                      0                    0.25                  6.625 ARVADA                 CO                                       80003 Single Family                          176000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.625                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GII                      G02                                                      187771                1095.33                    360                     358                  6.625                      0                      0                   0.375                      7 MARICOPA               AZ                                       85239 PUD                                    187771                20060501                     80 No MI                                1.00E+17                    2.25               20110401                     12                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G01                                                      180000                 825.00                    360                     356                  5.125                      0                      0                   0.375                    5.5 Bessemer               AL                                       35022 Single Family                          180000                20060301                     80 No MI                                1.00E+17                       2               20060801                 13.625                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                       6 N                                    20360201 AFL2
GIII                     G02                                                      287500                1587.24                    360                     359                  6.375                      0                      0                    0.25                  6.625 ONTARIO                CA                                       91761 Single Family                          287500                20060601            63.88999939 No MI                                1.00E+17                    2.25               20110501                 11.625                  1.625                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G02                                                      712500                4162.50                    360                     359                    6.5                      0                      0                    0.25                   6.75 SEATTLE                WA                                       98122 2-4 Family                             740000                20060601            71.15000153 No MI                                1.00E+17                    2.25               20110501                  11.75                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GIII                     G02                                                   274918.23                1518.23                    360                     359                  6.375                      0                      0                    0.25                  6.625 BELLEVIEW              FL                                       34420 Single Family                          275000                20060601            79.48000336 No MI                                1.00E+17                    2.25               20110501                 11.625                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G02                                                   295930.18                1942.04                    360                     358                    7.5                      0                      0                   0.375                  7.875 LAUREL                 MD                                       20724 Single Family                          296000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.875                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                      233700                1338.91                    360                     356                    6.5                      0                      0                   0.375                  6.875 CASA GRANDE            AZ                                       85222 Single Family                          233700                20060301            69.98999786 No MI                                1.00E+17                    2.25               20110201                 11.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360201 AFL2
GI                       G01                                                      321984                2079.48                    360                     359                    7.5                      0                      0                    0.25                   7.75 HOLLYWOOD              FL                                       33020 Single Family                          321984                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.75                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G01                                                    41130.07                 398.33                    360                     155                  6.375                      0                      0                   0.375                   6.75 BUSHKILL               PA                                       18324 Single Family                           59700                19890601            57.40000153 No MI                                                            2.75               20061101                   13.5                      2                       0 First Lien                                    N                                            0 No_PP                                     360                     210 N                                    20190501 CALA
GI                       G02                                                   199999.99                1062.50                    360                     349                      6                      0                      0                   0.375                  6.375 PRESCOTT               AZ                                       86303 Single Family                          200000                20050801                     80 No MI                                1.00E+17                    2.75               20070701                 12.375                  2.125                       2 First Lien                                    Y                                          120 No_PP                                     360                      24 N                                    20350701 ALT1
GI                       G02                                                   320299.48                1668.23                    360                     350                  5.875                      0                      0                   0.375                   6.25 CARVER                 MA                                        2330 Single Family                          320800                20050901                     80 No MI                                1.00E+17                    2.75               20070801                  12.25                  2.375                       2 First Lien                                    Y                                          120 No_PP                                     360                      24 N                                    20350801 ALT1
GII                      G01                                                   119184.08                 671.97                    360                     354                      5                      0                      0                   0.375                  5.375 FLOWERY BRANCH         GA                                       30542 PUD                                    120000                20060101            77.91999817 No MI                                1.00E+17                    2.75               20081201                 11.375                  2.375                       2 First Lien                                    N                                            0 No_PP                                     360                      36 N                                    20351201 ALT1
GI                       G02                                                      198600                 993.00                    360                     351                  5.625                      0                      0                   0.375                      6 SURPRISE               AZ                                       85374 PUD                                    198600                20051001            62.06000137 No MI                                1.00E+17                    2.75               20070901                     12                  2.375                       2 First Lien                                    Y                                          120 No_PP                                     360                      24 N                                    20350901 ALT1
GI                       G02                                                    89442.69                 532.38                    360                     354                    5.5                      0                      0                   0.375                  5.875 BEAUFORT               NC                                       28516 PUD                                     90000                20060101            36.00999832 No MI                                1.00E+17                    2.75               20071201                 11.875                  2.375                       2 First Lien                                    N                                            0 No_PP                                     360                      24 N                                    20351201 ALT1
GII                      G01                                                   309785.33                1845.12                    360                     354                    5.5                      0                      0                   0.375                  5.875 BRUNSWICK              GA                                       31523 Single Family                          311920                20060101                     80 No MI                                1.00E+17                    2.75               20081201                 11.875                  2.375                       2 First Lien                                    N                                            0 No_PP                                     360                      36 N                                    20351201 ALT1
GI                       G02                                                      351000                1901.25                    360                     351                  6.125                      0                      0                   0.375                    6.5 ALDIE                  VA                                       20105 PUD                                    351000                20051001            68.81999969 No MI                                1.00E+17                    2.75               20070901                   12.5                  2.375                       2 First Lien                                    Y                                          120 No_PP                                     360                      24 N                                    20350901 ALT1
GII                      G03                                                   774216.81                4551.87                    360                     353                  5.375                      0                      0                   0.375                   5.75 CENTERVILLE            MA                                        2632 Single Family                          780000                20051201                     60 No MI                                1.00E+17                    2.75               20101101                  11.75                  2.375                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20351101 ALT1
GII                      G01                                                   335843.01                2050.69                    360                     355                   5.75                      0                      0                   0.375                  6.125 FRAKFORT               IL                                       60423 Single Family                          337500                20060201                     75 No MI                                1.00E+17                    2.75               20090101                 12.125                  2.375                       2 First Lien                                    N                                            0 No_PP                                     360                      36 N                                    20360101 ALT1
GI                       G03                                                   321520.57                2251.47                    360                     358                  7.125                      0                      0                   0.375                    7.5 Savannah               GA                                       31401 2-4 Family                             322000                20060501            74.87999725 No MI                                1.00E+17                    2.25               20110401                   12.5                  2.375                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 AFL2
GIII                     G02                                                   149787.15                 832.27                    360                     359                  6.375                      0                      0                    0.25                  6.625 YUMA                   AZ                                       85364 Single Family                          150750                20060601                     75 No MI                                1.00E+17                    2.25               20110501                 11.625                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G03                                                      247500                1546.88                    360                     358                  7.125                      0                      0                   0.375                    7.5 Coachella              CA                                       92236 Single Family                          247500                20060501                     75 No MI                                1.00E+17                    2.25               20110401                   12.5                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                   150046.68                1141.17                    360                     359                      8                      0                      0                   0.375                  8.375 JOLIET                 IL                                       60431 Condominium                            150140                20060601            79.98999786 No MI                                1.00E+17                    2.25               20110501                 13.375                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 AFL2
GIII                     G02                                                      170364                 887.31                    360                     359                      6                      0                      0                    0.25                   6.25 AUSTIN                 TX                                       78734 Condominium                            170364                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  11.25                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GIII                     G01                                                      294000                1378.13                    360                     359                  5.375                      0                      0                    0.25                  5.625 CHICAGO                IL                                       60634 Single Family                          294000                20060601            73.87000275 No MI                                1.00E+17                    2.25               20110501                 10.625                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G01                                                      245500                1278.65                    360                     357                  5.875                      0                      0                   0.375                   6.25 Franklin               TN                                       37064 Condominium                            245600                20060401                     80 No MI                                1.00E+17                    2.25               20060901                  12.25                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                       6 N                                    20360301 AFL2
GIII                     G02                                                       80000                 458.33                    360                     359                  6.625                      0                      0                    0.25                  6.875 PORTLAND               MI                                       48875 Single Family                           80000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.875                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G01                                                      108000                 686.25                    360                     359                  7.375                      0                      0                    0.25                  7.625 WATERTOWN              WI                                       53094 2-4 Family                             108000                20060601                     72 No MI                                1.00E+17                    2.25               20110501                 12.625                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G02                                                       96000                 500.00                    360                     359                      6                      0                      0                    0.25                   6.25 STONE MOUNTAIN         GA                                       30088 Single Family                           96000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  11.25                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G01                                                      160500                 852.66                    360                     355                      6                      0                      0                   0.375                  6.375 Suwanee                GA                                       30024 Single Family                          160500                20060201            79.98999786 No MI                                1.00E+17                   2.875               20060701                     12                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                       6 N                                    20360101 AFL2
GIII                     G02                                                      382000                2029.38                    360                     359                  6.125                      0                      0                    0.25                  6.375 FAIRFAX                VA                                       22033 PUD                                    382000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.375                    2.5                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GII                      G02                                                      363200                2080.83                    360                     358                    6.5                      0                      0                   0.375                  6.875 Dixon                  CA                                       95620 Single Family                          363200                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.875                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G01                                                      156600                 946.13                    360                     359                   6.61                   0.39                      0                    0.25                   7.25 RICHMOND               VA                                       23228 Single Family                          156600                20060601                     90 Republic MIC                         1.00E+17                    2.75               20110501                  12.25                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G02                                                      108000                 675.00                    360                     350                  7.125                      0                      0                   0.375                    7.5 GRAYSON                GA                                       30017 PUD                                    108000                20050901                     80 No MI                                1.00E+17                    2.75               20070801                   13.5                   2.11                       2 First Lien                                    Y                                          120 No_PP                                     360                      24 N                                    20350801 ALT1
GI                       G02                                                   209559.88                1170.67                    360                     351                  4.875                      0                      0                   0.375                   5.25 SUWANEE                GA                                       30024 Single Family                          212000                20051001                     80 No MI                                1.00E+17                    2.75               20070901                  11.25                  2.375                       2 First Lien                                    N                                            0 No_PP                                     360                      24 N                                    20350901 ALT1
GI                       G02                                                      120000                 837.50                    360                     357                      8                      0                      0                   0.375                  8.375 Albany                 GA                                       31721 2-4 Family                             120000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 13.375                  2.375                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G02                                                      188000                 979.17                    360                     351                  5.875                      0                      0                   0.375                   6.25 MERRITT ISLAND         FL                                       32953 Single Family                          188000                20051001                     80 No MI                                1.00E+17                    2.75               20070901                  12.25                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      24 N                                    20350901 ALT1
GII                      G02                                                      200000                1166.67                    360                     359                  6.625                      0                      0                   0.375                      7 Seattle                WA                                       98106 Single Family                          200000                20060601            52.63000107 No MI                                1.00E+17                    2.25               20110501                     12                  2.375                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 WALN
GI                       G02                                                      120000                 837.50                    360                     357                      8                      0                      0                   0.375                  8.375 Albany                 GA                                       31707 2-4 Family                             120000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 13.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G02                                                    51577.87                 332.96                    360                     351                   6.25                      0                      0                   0.375                  6.625 BALTIMORE              MD                                       21218 Townhouse                               52000                20051001            58.75999832 No MI                                1.00E+17                    2.75               20070901                 12.625                  1.875                       2 First Lien                                    N                                            0 No_PP                                     360                      24 N                                    20350901 ALT1
GI                       G02                                                      280000                1545.83                    360                     352                   6.25                      0                      0                   0.375                  6.625 WELLINGTON             FL                                       33414 PUD                                    280000                20051101                     80 No MI                                1.00E+17                    2.75               20071001                 12.625                  2.375                       2 First Lien                                    Y                                          120 No_PP                                     360                      24 N                                    20351001 ALT1
GI                       G02                                                   299927.36                1937.03                    360                     358                  7.375                      0                      0                   0.375                   7.75 PEORIA                 AZ                                       85383 PUD                                    300000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.75                  2.375                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 WALN
GI                       G02                                                    85758.14                 518.12                    360                     351                  6.875                      0                      0                   0.375                   7.25 MACON                  GA                                       31206 PUD                                     86400                20051001                     80 No MI                                1.00E+17                    2.75               20070901                  13.25                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      24 N                                    20350901 ALT1
GI                       G02                                                      132250                 619.92                    360                     351                   5.25                      0                      0                   0.375                  5.625 AUBURN                 GA                                       30011 Single Family                          132300                20051001                     90 Mortgage Guaranty In                 1.00E+17                    2.75               20070901                 11.625                  2.375                       2 First Lien                                    Y                                          120 No_PP                                     360                      24 N                                    20350901 ALT1
GIII                     G01                                                      327960                1673.96                    360                     359                  5.875                      0                      0                    0.25                  6.125 RENTON                 WA                                       98055 PUD                                    327960                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.125                  2.375                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G01                                                      376000                1919.17                    360                     357                   5.75                      0                      0                   0.375                  6.125 Naples                 FL                                       34119 PUD                                    376000                20060401                     80 No MI                                1.00E+17                       2               20060901                 12.125                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                       6 N                                    20360301 AFL2
GIII                     G01                                                      233600                1168.00                    360                     359                   5.75                      0                      0                    0.25                      6 HIAWASSEE              FL                                       32818 Single Family                          233600                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     11                  1.625                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G01                                                      195086                1280.25                    360                     360                    7.5                      0                      0                   0.375                  7.875 QUEEN CREEK            AZ                                       85243 PUD                                    195086                20060701                     80 No MI                                1.00E+17                    2.25               20110601                 12.875                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GIII                     G02                                                      261600                1444.25                    360                     359                  6.375                      0                      0                    0.25                  6.625 IRVING                 TX                                       75038 PUD                                    261600                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.625                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G02                                                   239798.37                1576.63                    360                     359                  6.625                      0                      0                    0.25                  6.875 VENTURA                CA                                       93004 Single Family                          240000                20060601                   37.5 No MI                                1.00E+17                    2.25               20110501                 11.875                      2                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G02                                                      140000                 889.58                    360                     359                   7.25                      0                      0                   0.375                  7.625 DENVER                 CO                                       80211 Single Family                          140000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.625                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G01                                                      119992                 724.95                    360                     359                      7                      0                      0                    0.25                   7.25 TAMPA                  FL                                       33611 Condominium                            119992                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.25                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G01                                                      236000                1425.83                    360                     359                      7                      0                      0                    0.25                   7.25 BAKERSFIELD            CA                                       93313 PUD                                    236000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.25                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G01                                                      304000                2128.00                    360                     354                  8.025                      0                      0                   0.375                    8.4 Palm Coast             FL                                       32137 PUD                                    304000                20060101                     80 No MI                                1.00E+17                     7.4               20071201                   14.4                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      24 N                                    20351201 AFL2
GI                       G01                                                      204750                1322.34                    360                     360                  7.375                      0                      0                   0.375                   7.75 TUALATIN               OR                                       97062 Single Family                          204750                20060701                     75 No MI                                1.00E+17                    2.25               20110601                  12.75                  7.025                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GII                      G02                                                   141760.47                 932.84                    360                     358                    6.5                      0                      0                   0.375                  6.875 Savannah               GA                                       31401 2-4 Family                             142000                20060501            66.98000336 No MI                                1.00E+17                    2.25               20110401                 11.875                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 AFL2
GIII                     G02                                                      416000                2426.67                    360                     359                   6.75                      0                      0                    0.25                      7 BOCA RATON             FL                                       33486 Single Family                          416000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     12                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G02                                                      204000                1168.75                    360                     359                  6.625                      0                      0                    0.25                  6.875 OLD HICKORY            TN                                       37138 Single Family                          204000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.875                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G01                                                      205818                1329.24                    360                     360                  7.375                      0                      0                   0.375                   7.75 TUALATIN               OR                                       97062 Single Family                          205818                20060701                     75 No MI                                1.00E+17                    2.25               20110601                  12.75                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GII                      G03                                                      289300                1717.72                    360                     357                   6.75                      0                      0                   0.375                  7.125 Elkridge               MD                                       21075 Condominium                            289300                20060401            79.98999786 No MI                                1.00E+17                    2.25               20110301                 12.125                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GIII                     G02                                                      292000                1612.08                    360                     359                  6.375                      0                      0                    0.25                  6.625 NEWBERRY               FL                                       32669 Single Family                          292000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.625                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GII                      G02                                                      250800                1358.50                    360                     358                  6.125                      0                      0                   0.375                    6.5 Dallas                 TX                                       75252 PUD                                    250800                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                      2                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                       76000                 498.75                    360                     357                    7.5                      0                      0                   0.375                  7.875 Covington              GA                                       30016 Single Family                           76000                20060401            74.51000214 No MI                                1.00E+17                    2.25               20110301                 12.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G03                                                   130161.39                 799.95                    360                     357                      7                      0                      0                   0.375                  7.375 DULUTH                 GA                                       30096 PUD                                    130200                20060401            79.98000336 No MI                                1.00E+17                    2.25               20110301                 12.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G01                                                      639200                4061.58                    360                     358                   7.25                      0                      0                   0.375                  7.625 San Jose               CA                                       95124 Single Family                          639200                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.625                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                      135650                 734.77                    360                     357                  6.125                      0                      0                   0.375                    6.5 KENNESAW               GA                                       30152 PUD                                    135650                20060401            79.98999786 No MI                                1.00E+17                    2.25               20110301                   11.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GII                      G03                                                    60047.54                 375.59                    360                     358                  5.875                      0                      0                   0.375                   6.25 Tamarac                FL                                       33321 Townhouse                               61000                20060501            23.45999908 No MI                                1.00E+17                    2.75               20110401                  12.25                  1.875                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G03                                                      650000                4062.50                    360                     356                  7.125                      0                      0                   0.375                    7.5 San Diego              CA                                       92109 2-4 Family                             650000                20060301            67.36000061 No MI                                1.00E+17                    2.25               20110201                   13.5                  2.375                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360201 AFL2
GI                       G02                                                      287200                1914.67                    360                     358                  7.625                      0                      0                   0.375                      8 San Diego              CA                                       92116 2-4 Family                             287200                20060501                     80 No MI                                1.00E+17                    2.75               20110401                     14                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G03                                                      101250                 632.81                    360                     358                  7.125                      0                      0                   0.375                    7.5 Harrisville            UT                                       84404 Single Family                          101250                20060501                     75 No MI                                1.00E+17                    2.25               20110401                   12.5                  2.375                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      157500                1017.19                    360                     358                  7.375                      0                      0                   0.375                   7.75 AVONDALE               AZ                                       85323 PUD                                    157500                20060501                     70 No MI                                1.00E+17                    2.25               20110401                  12.75                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      240000                1675.00                    360                     358                      8                      0                      0                   0.375                  8.375 PHOENIX                AZ                                       85037 Single Family                          240000                20060501                     75 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      363750                2387.11                    360                     358                    7.5                      0                      0                   0.375                  7.875 HENDERSON              NV                                       89012 PUD                                    363750                20060501                     75 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      231000                1564.06                    360                     358                   7.75                      0                      0                   0.375                  8.125 Lehigh Acres           FL                                       33936 Single Family                          231000                20060501                     75 No MI                                1.00E+17                    2.25               20110401                 13.125                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                    108113.9                 694.74                    360                     356                   6.25                      0                      0                   0.375                  6.625 Streamwood             IL                                       60107 PUD                                    108500                20060301            64.38999939 No MI                                1.00E+17                    2.25               20110201                 11.625                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360201 AFL2
GII                      G03                                                      143032                 849.25                    360                     357                   6.75                      0                      0                   0.375                  7.125 COVINGTON              GA                                       30016 Single Family                          143032                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 12.125                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G02                                                      164000                1144.58                    360                     358                      8                      0                      0                   0.375                  8.375 TAMPA                  FL                                       33615 Single Family                          164000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                      116800                 681.33                    360                     358                  6.625                      0                      0                   0.375                      7 BIRMINGHAM             AL                                       35205 Single Family                          116800                20060501                     80 No MI                                1.00E+17                    2.25               20110401                     12                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G03                                                      152560                 921.72                    360                     357                  6.875                      0                      0                   0.375                   7.25 AUSTELL                GA                                       30106 Single Family                          152560                20060401                     80 No MI                                1.00E+17                    2.25               20110301                  12.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GII                      G02                                                      351850                1869.20                    360                     357                  6.125                      0                      0                    0.25                  6.375 Lancaster              CA                                       93536 Single Family                          351850                20060401            79.98999786 No MI                                1.00E+17                    2.25               20110301                 11.375                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360301 AFL2
GI                       G02                                                      400000                2583.33                    360                     358                  7.375                      0                      0                   0.375                   7.75 Tampa                  FL                                       33647 PUD                                    400000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.75                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GIII                     G02                                                      359200                1945.67                    360                     359                   6.25                      0                      0                    0.25                    6.5 AGOURA                 CA                                       91301 Condominium                            359200                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   11.5                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G02                                                      180662                1035.04                    360                     359                  6.625                      0                      0                    0.25                  6.875 MUKILTEO               WA                                       98275 Condominium                            180662                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.875                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G02                                                      272000                1615.00                    360                     359                  6.875                      0                      0                    0.25                  7.125 CHATSWORTH             CA                                       91311 Condominium                            272000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.125                  4.846                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GII                      G02                                                      403000                2350.83                    360                     360                  6.625                      0                      0                   0.375                      7 Lake Arrowhead         CA                                       92352 Single Family                          403000                20060701            72.87999725 No MI                                1.00E+17                    2.25               20110601                     12                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GIII                     G01                                                      385000                1764.58                    360                     359                   5.25                      0                      0                    0.25                    5.5 TOLUCA LAKE            CA                                       91602 Single Family                          385000                20060601            33.47999954 No MI                                1.00E+17                    2.25               20110501                   10.5                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G02                                                      246750                1567.89                    360                     359                   7.25                      0                      0                   0.375                  7.625 Lancaster              CA                                       93536 Single Family                          246750                20060601                     70 No MI                                1.00E+17                    2.25               20110501                 12.625                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G01                                                       97683                 539.29                    360                     359                   6.25                      0                      0                   0.375                  6.625 Jacksonville           FL                                       32210 Condominium                             97683                20060601            79.62000275 No MI                                1.00E+17                    2.25               20090501                 12.625                  1.875                       1 First Lien                                    Y                                           36 No_PP                                     360                      36 N                                    20360501 AFL2
GI                       G03                                                   164874.45                1139.61                    360                     359                      7                      0                      0                   0.375                  7.375 Indianapolis           IN                                       46202 2-4 Family                             165000                20060601            63.45999908 No MI                                1.00E+17                    2.25               20110501                 12.375                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G03                                                      434400                2624.50                    360                     359                  6.875                      0                      0                   0.375                   7.25 Bernardsville          NJ                                        7924 Single Family                          434400                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.25                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      350050                2260.74                    360                     360                  7.375                      0                      0                   0.375                   7.75 REMINGTON              VA                                       22734 PUD                                    350050                20060701            79.98999786 No MI                                1.00E+17                    2.25               20110601                  12.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GI                       G02                                                      279920                1953.61                    360                     359                      8                      0                      0                   0.375                  8.375 Orangevale             CA                                       95662 Single Family                          279920                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                   107026.29                 776.55                    360                     359                    7.5                      0                      0                   0.375                  7.875 West Jordan            UT                                       84084 Single Family                          107100                20060601                     70 No MI                                1.00E+17                    2.25               20110501                 12.875                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G03                                                      220000                1375.00                    360                     358                  7.125                      0                      0                   0.375                    7.5 Catonsville            MD                                       21228 Single Family                          220000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G03                                                      183920                1092.03                    360                     359                   6.75                      0                      0                   0.375                  7.125 WESLEY CHAPEL          FL                                       33544 PUD                                    183920                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.125                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      167050                1131.07                    360                     359                   7.75                      0                      0                   0.375                  8.125 PHOENIX                AZ                                       85040 PUD                                    167050                20060601                     65 No MI                                1.00E+17                    2.25               20110501                 13.125                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G02                                                      154640                 869.85                    360                     357                  6.375                      0                      0                   0.375                   6.75 Conyers                GA                                       30012 PUD                                    154640                20060401                     80 No MI                                1.00E+17                    2.25               20110301                  11.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G01                                                      452000                3154.58                    360                     357                      8                      0                      0                   0.375                  8.375 Hayward                CA                                       94544 Single Family                          452000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 13.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GI                       G02                                                      152992                1115.57                    360                     360                  8.375                      0                      0                   0.375                   8.75 WEST PALM BEACH        FL                                       33414 Condominium                            152992                20060701                     75 No MI                                1.00E+17                    2.25               20110601                  13.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GI                       G02                                                      136000                 864.17                    360                     358                   7.25                      0                      0                   0.375                  7.625 DENVER                 CO                                       80204 Single Family                          136000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.625                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      276000                1868.75                    360                     358                   7.75                      0                      0                   0.375                  8.125 Leesburg               VA                                       20176 PUD                                    276000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.125                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      134320                 867.48                    360                     358                  7.375                      0                      0                   0.375                   7.75 Baltimore              MD                                       21207 Single Family                          134320                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                    65904.16                 467.14                    360                     358                   7.25                      0                      0                   0.375                  7.625 Altamont               IL                                       62411 Single Family                           66000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.625                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                      230000                1293.75                    360                     352                  6.375                      0                      0                   0.375                   6.75 NAPLES                 FL                                       34105 Single Family                          230000                20051101            73.01999664 No MI                                1.00E+17                    2.25               20101001                  11.75                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20351001 AFL2
GI                       G02                                                      334000                2191.88                    360                     358                    7.5                      0                      0                   0.375                  7.875 Elizabeth              NJ                                        7206 2-4 Family                             334000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G01                                                      422900                2863.39                    360                     359                   7.75                      0                      0                   0.375                  8.125 WESTMINSTER            MD                                       21158 Single Family                          422900                20060601            74.98999786 No MI                                1.00E+17                    2.25               20110501                 13.125                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      108400                 700.08                    360                     358                  7.375                      0                      0                   0.375                   7.75 COLORADO SPRINGS       CO                                       80922 Single Family                          108400                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.75                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G03                                                      120453                 727.74                    360                     358                  6.875                      0                      0                   0.375                   7.25 Summerville            SC                                       29485 PUD                                    120453                20060501                     75 No MI                                1.00E+17                    2.25               20110401                  12.25                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G03                                                      158350                 973.19                    360                     359                      7                      0                      0                   0.375                  7.375 READING                PA                                       19606 PUD                                    158350                20060601            79.98999786 No MI                                1.00E+17                    2.25               20110501                 12.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G03                                                   998355.84                6653.02                    360                     358                  6.625                      0                      0                   0.375                      7 Wrightsville Beach     NC                                       28480 Single Family                         1000000                20060501            69.30000305 No MI                                1.00E+17                    2.25               20110401                     12                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G03                                                   140031.19                 980.58                    360                     358                  7.125                      0                      0                   0.375                    7.5 Kissimmee              FL                                       34759 Single Family                          140240                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G03                                                      240400                1252.08                    360                     358                  5.875                      0                      0                   0.375                   6.25 Corinth                TX                                       76208 PUD                                    240400                20060501                     80 No MI                                1.00E+17                    2.75               20110401                  12.25                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G03                                                      255900                1572.72                    360                     358                      7                      0                      0                   0.375                  7.375 Chantilly              VA                                       20151 Condominium                            255900                20060501            79.98000336 No MI                                1.00E+17                    2.25               20110401                 12.375                  2.375                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G03                                                      479950                2899.70                    360                     358                  6.875                      0                      0                   0.375                   7.25 Haymarket              VA                                       20169 Single Family                          479950                20060501            79.98999786 No MI                                1.00E+17                    2.25               20110401                  12.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G03                                                      490000                3384.31                    360                     360                      7                      0                      0                   0.375                  7.375 Seattle                WA                                       98105 Single Family                          490000                20060701                     70 No MI                                1.00E+17                    2.25               20110601                 12.375                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360601 AFL2
GII                      G02                                                      128200                 707.77                    360                     357                   6.25                      0                      0                   0.375                  6.625 KENNESAW               GA                                       30152 PUD                                    128200                20060401            79.97000122 No MI                                1.00E+17                    2.25               20110301                 11.625                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G02                                                       76000                 530.42                    360                     358                      8                      0                      0                   0.375                  8.375 CLEARFIELD             UT                                       84015 Single Family                           76000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G03                                                      372000                2325.00                    360                     357                  7.125                      0                      0                   0.375                    7.5 SCOTTSDALE             AZ                                       85250 Condominium                            372000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                   12.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GI                       G03                                                      181550                1115.78                    360                     358                      7                      0                      0                   0.375                  7.375 Buford                 GA                                       30519 PUD                                    181550                20060501            79.98000336 No MI                                1.00E+17                    2.25               20110401                 12.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      600000                4187.50                    360                     358                      8                      0                      0                   0.375                  8.375 Sonoma                 CA                                       95476 2-4 Family                             600000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      450000                3093.75                    360                     357                  7.875                      0                      0                   0.375                   8.25 NORTH HIGHLANDS        CA                                       95660 2-4 Family                             450000                20060401                     75 No MI                                1.00E+17                    2.25               20110301                  13.25                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GI                       G01                                                      584000                3771.67                    360                     358                  7.375                      0                      0                   0.375                   7.75 Fairview               NJ                                        7022 2-4 Family                             584000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.75                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                      400000                2166.67                    360                     356                  6.125                      0                      0                   0.375                    6.5 EL SEGUNDO             CA                                       90245 Condominium                            400000                20060301                     80 No MI                                1.00E+17                    2.25               20110201                   12.5                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360201 AFL2
GI                       G02                                                      244000                1728.33                    360                     358                  8.125                      0                      0                   0.375                    8.5 Atlanta                GA                                       30312 Single Family                          244000                20060501                     80 No MI                                1.00E+17                   2.375               20080401                   13.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      24 N                                    20360401 AFL2
GI                       G02                                                      104752                 720.17                    360                     358                  7.875                      0                      0                   0.375                   8.25 Humble                 TX                                       77396 PUD                                    104752                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  13.25                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G03                                                      245000                1505.73                    360                     360                      7                      0                      0                   0.375                  7.375 Salt Lake City         UT                                       84103 Single Family                          245000                20060701                     70 No MI                                1.00E+17                    2.25               20110601                 12.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GII                      G03                                                      500000                2968.75                    360                     359                   6.75                      0                      0                   0.375                  7.125 Mount Pleasant         SC                                       29466 PUD                                    500000                20060601            76.91999817 No MI                                1.00E+17                    2.25               20110501                 13.125                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G02                                                   353399.43                2024.68                    360                     357                    6.5                      0                      0                   0.375                  6.875 Fort Myers             FL                                       33912 PUD                                    353600                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 11.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GIII                     G03                                                      267618                1282.34                    360                     359                    5.5                      0                      0                    0.25                   5.75 PICO RIVERA            CA                                       90660 Single Family                          267618                20060601            56.34000015 No MI                                1.00E+17                    2.25               20110501                  10.75                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 ADN1
GII                      G02                                                    84849.59                 544.27                    360                     358                   6.25                      0                      0                   0.375                  6.625 Naples                 FL                                       34103 Single Family                           85000                20060501            22.81999969 No MI                                1.00E+17                    2.25               20110401                 11.625                      2                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GIII                     G02                                                      400000                2125.00                    360                     359                  6.125                      0                      0                    0.25                  6.375 CHANTILLY              VA                                       20151 Single Family                          400000                20060601            79.83999634 No MI                                1.00E+17                    2.25               20110501                 11.375                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 ADN1
GII                      G02                                                       99200                 568.33                    360                     357                    6.5                      0                      0                   0.375                  6.875 Oldsmar                FL                                       34677 Condominium                             99200                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 11.875                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G03                                                      678000                4166.88                    360                     358                      7                      0                      0                   0.375                  7.375 Ellicott City          MD                                       21043 PUD                                    678000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                       81750                 519.45                    360                     358                   7.25                      0                      0                   0.375                  7.625 BRIGHTON               CO                                       80601 Single Family                           81750                20060501                     75 No MI                                1.00E+17                    2.25               20110401                 12.625                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GIII                     G01                                                      351400                1720.40                    360                     359                  5.625                      0                      0                    0.25                  5.875 SIMI VALLEY            CA                                       93065 Single Family                          351400                20060601            62.18999863 No MI                                1.00E+17                    2.25               20110501                 10.875                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G03                                                      153300                 958.13                    360                     360                  7.125                      0                      0                   0.375                    7.5 Glendale               AZ                                       85302 PUD                                    153300                20060701                     70 No MI                                1.00E+17                    2.25               20110601                   12.5                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GIII                     G01                                                      247850                1342.52                    360                     359                   5.76                   0.49                      0                    0.25                    6.5 CHESAPEAKE             VA                                       23321 Condominium                            247850                20060601            89.80000305 United Guaranty                      1.00E+17                   2.875               20110501                   11.5                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GII                      G02                                                   203808.13                1308.49                    360                     357                   6.25                      0                      0                   0.375                  6.625 Bakersfield            CA                                       93312 Single Family                          204352                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 12.625                  2.135                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360301 AFL2
GIII                     G02                                                      270320                1520.55                    360                     358                    6.5                      0                      0                    0.25                   6.75 BOISE                  ID                                       83713 PUD                                    270320                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  11.75                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G02                                                   371774.64                2860.36                    360                     359                  8.125                      0                      0                   0.375                    8.5 HAZARD                 CA                                       90063 2-4 Family                             372000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   13.5                      2                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G02                                                      202000                1157.29                    360                     358                    6.5                      0                      0                   0.375                  6.875 Seattle                WA                                       98116 2-4 Family                             202000                20060501            45.70000076 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GIII                     G02                                                       78000                 414.38                    360                     359                  6.125                      0                      0                    0.25                  6.375 HAMPTON                VA                                       23661 Single Family                           78000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.375                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G01                                                      114750                 717.19                    360                     358                   6.76                   0.49                      0                    0.25                    7.5 LITCHFIELD             IL                                       62056 Single Family                          114750                20060501                     90 Republic MIC                         1.00E+17                   2.875               20110401                   12.5                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G03                                                      238000                1487.50                    360                     360                  7.125                      0                      0                   0.375                    7.5 Las Vegas              NV                                       89130 PUD                                    238000                20060701                     70 No MI                                1.00E+17                    2.25               20110601                   12.5                  2.135                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GIII                     G01                                                   104887.75                 604.44                    360                     359                  5.375                      0                      0                    0.25                  5.625 SAINT ALBANS           NY                                       11412 Single Family                          105000                20060601            26.57999992 No MI                                1.00E+17                    2.25               20110501                 10.625                  1.875                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G03                                                      164720                 840.76                    360                     359                  5.875                      0                      0                    0.25                  6.125 GERMANTOWN             MD                                       20874 Condominium                            164720                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.125                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G02                                                      130500                 856.41                    360                     358                  6.995                   0.63                      0                    0.25                  7.875 LIBERTY                MO                                       64068 Single Family                          130500                20060501                     90 United Guaranty                      1.00E+17                   3.125               20110401                 12.875                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G01                                                      126850                 766.39                    360                     356                  6.875                      0                      0                   0.375                   7.25 Austin                 TX                                       78723 2-4 Family                             126850                20060301            64.55000305 No MI                                1.00E+17                    2.25               20110201                  13.25                  2.245                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360201 AFL2
GII                      G02                                                   235602.31                1550.36                    360                     358                    6.5                      0                      0                   0.375                  6.875 NEW MILFORD            CT                                        6776 2-4 Family                             236000                20060501                     80 No MI                                1.00E+17                    2.75               20110401                 12.875                  1.875                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      394100                2709.44                    360                     359                  7.875                      0                      0                   0.375                   8.25 SURPRISE               AZ                                       85379 PUD                                    394100                20060601            74.98999786 No MI                                                            2.25               20110501                  13.25                  2.375                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G01                                                     1231100                7950.85                    360                     360                  7.375                      0                      0                   0.375                   7.75 YORBA LINDA            CA                                       92886 PUD                                   1231100                20060701            74.91999817 No MI                                1.00E+17                    2.25               20110601                  12.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GI                       G02                                                       92000                 613.33                    360                     358                  7.625                      0                      0                   0.375                      8 ROCKPORT               TX                                       78382 Single Family                           92000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                     13                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G01                                                      615500                4039.22                    360                     359                    7.5                      0                      0                   0.375                  7.875 STAFFORD               VA                                       22554 Single Family                          615500                20060601            79.98999786 No MI                                1.00E+17                    2.25               20110501                 12.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G03                                                     1121250                6423.83                    360                     359                    6.5                      0                      0                   0.375                  6.875 Miami                  FL                                       33137 PUD                                   1121250                20060601                     65 No MI                                1.00E+17                    2.25               20110501                 12.875                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G03                                                      184000                1111.67                    360                     359                  6.875                      0                      0                   0.375                   7.25 APACHE JUNCTION        AZ                                       85220 PUD                                    184000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.25                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G03                                                      400500                2461.41                    360                     359                      7                      0                      0                   0.375                  7.375 SAN BERNARDINO         CA                                       92407 2-4 Family                             400500                20060601                     75 No MI                                1.00E+17                    2.25               20110501                 12.375                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 AFL2
GIII                     G02                                                      146000                 897.29                    360                     358                  6.495                   0.63                      0                    0.25                  7.375 COLUMBUS               OH                                       43203 Single Family                          146000                20060501            88.48000336 PMI                                  1.00E+17                   3.125               20110401                 12.375                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G01                                                       80550                 503.44                    360                     359                   7.25                      0                      0                    0.25                    7.5 PENSACOLA              FL                                       32505 PUD                                     80550                20060601                     90 United Guaranty                      1.00E+17                    2.25               20110501                   12.5                  2.245                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GIII                     G01                                                       71600                 387.83                    360                     359                   5.76                   0.49                      0                    0.25                    6.5 ENGLEWOOD              TN                                       37329 Single Family                           71600                20060601                   89.5 Republic MIC                         1.00E+17                   2.875               20110501                   11.5                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 ADN1
GII                      G02                                                      206550                1183.36                    360                     360                    6.5                      0                      0                   0.375                  6.875 LAS VEGAS              NV                                       89178 PUD                                    206550                20060701            74.98000336 No MI                                1.00E+17                    2.25               20110601                 12.875                  2.135                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GII                      G02                                                      138000                 790.62                    360                     358                    6.5                      0                      0                   0.375                  6.875 BOWIE                  MD                                       20721 Condominium                            138000                20060501            57.66999817 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                      344000                1827.50                    360                     357                      6                      0                      0                   0.375                  6.375 Austin                 TX                                       78731 Single Family                          344000                20060401                     80 No MI                                1.00E+17                    2.75               20110301                 12.375                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GIII                     G02                                                       94924                 524.06                    360                     358                  6.375                      0                      0                    0.25                  6.625 TAMPA                  FL                                       33614 Condominium                             94924                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.625                  2.375                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 ADN1
GI                       G03                                                      198400                1240.00                    360                     357                  7.125                      0                      0                   0.375                    7.5 Las Vegas              NV                                       89107 Single Family                          198400                20060401                     80 No MI                                1.00E+17                    2.25               20110301                   12.5                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GIII                     G02                                                      108000                 663.75                    360                     358                  7.125                      0                      0                    0.25                  7.375 CLEVELAND              OH                                       44111 Single Family                          108000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.375                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G02                                                       80000                 441.67                    360                     359                  6.375                      0                      0                    0.25                  6.625 LEESBURG               FL                                       34748 Single Family                           80000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.625                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G02                                                      344000                2221.67                    360                     358                  7.375                      0                      0                   0.375                   7.75 Perris                 CA                                       92571 Single Family                          344000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.75                      2                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G03                                                      460000                2587.50                    360                     357                  6.375                      0                      0                   0.375                   6.75 Shreveport             LA                                       71106 PUD                                    460000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                  11.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G02                                                      307492                2017.92                    360                     357                    7.5                      0                      0                   0.375                  7.875 Oakland Park           FL                                       33308 PUD                                    307492                20060401                     75 No MI                                1.00E+17                    2.75               20110301                 13.875                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GIII                     G01                                                      188000                 940.00                    360                     359                   5.75                      0                      0                    0.25                      6 TEMPLE HILLS           MD                                       20748 Single Family                          188000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     11                  2.375                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G01                                                      203000                1268.75                    360                     358                   7.25                      0                      0                    0.25                    7.5 HILTON HEAD ISLAND     SC                                       29928 Condominium                            203000                20060501                     70 No MI                                1.00E+17                    2.25               20110401                   12.5                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G02                                                      136137                 765.77                    360                     359                    6.5                      0                      0                    0.25                   6.75 ORLANDO                FL                                       32835 Condominium                            136137                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  11.75                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GII                      G03                                                      439200                2562.00                    360                     360                  6.625                      0                      0                   0.375                      7 Henderson              NV                                       89015 Single Family                          439200                20060701                     80 No MI                                                            2.25               20110601                     12                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GII                      G03                                                      146160                 730.80                    360                     357                  5.625                      0                      0                   0.375                      6 Murfreesboro           TN                                       37129 Single Family                          146160                20060401                     80 No MI                                1.00E+17                    2.75               20110301                     12                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GII                      G03                                                     1540000                8822.92                    360                     357                    6.5                      0                      0                   0.375                  6.875 Port Charlotte         FL                                       33981 Single Family                         1540000                20060401                     70 No MI                                1.00E+17                    2.25               20110301                 11.875                  2.375                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GII                      G02                                                      172000                 967.50                    360                     358                  6.375                      0                      0                   0.375                   6.75 Federal Way            WA                                       98023 Single Family                          172000                20060501                     80 No MI                                1.00E+17                    2.75               20110401                  12.75                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GIII                     G01                                                      180000                 900.00                    360                     359                   5.75                      0                      0                    0.25                      6 SUFFOLK                VA                                       23434 Single Family                          180000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     11                  2.375                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 ADN1
GII                      G02                                                      185996                1046.23                    360                     358                  6.375                      0                      0                   0.375                   6.75 Tamarac                FL                                       33321 Townhouse                              185996                20060501                     80 No MI                                1.00E+17                    2.75               20110401                  12.75                      2                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                      178180                 946.58                    360                     358                      6                      0                      0                   0.375                  6.375 Brandon                FL                                       33511 PUD                                    178180                20060501                     80 No MI                                1.00E+17                    2.75               20110401                 12.375                  2.375                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G03                                                      164800                1012.83                    360                     360                      7                      0                      0                   0.375                  7.375 Deland                 FL                                       32724 Single Family                          164800                20060701                     80 No MI                                1.00E+17                    2.25               20110601                 12.375                  2.375                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360601 AFL2
GI                       G01                                                      840000                5337.50                    360                     358                   7.25                      0                      0                   0.375                  7.625 Murrieta               CA                                       92562 PUD                                    840000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.625                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                       99750                 696.17                    360                     360                      8                      0                      0                   0.375                  8.375 HOUSTON                TX                                       77066 PUD                                     99750                20060701                     75 No MI                                1.00E+17                    2.25               20110601                 13.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GI                       G02                                                      153000                1067.81                    360                     359                      8                      0                      0                   0.375                  8.375 PHOENIX                AZ                                       85015 Single Family                          153000                20060601                     75 No MI                                1.00E+17                    2.25               20110501                 13.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      637500                4449.22                    360                     358                      8                      0                      0                   0.375                  8.375 Oakland                CA                                       94609 2-4 Family                             637500                20060501                     75 No MI                                1.00E+17                    2.25               20110401                 14.375                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G03                                                       60900                 380.63                    360                     359                  7.125                      0                      0                   0.375                    7.5 Aurora                 CO                                       80012 Townhouse                               60900                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   12.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      169600                1095.33                    360                     358                  7.375                      0                      0                   0.375                   7.75 VERO BEACH             FL                                       32967 Single Family                          169600                20060501                     80 No MI                                                            2.25               20110401                  12.75                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                       64800                 481.14                    360                     360                   7.75                      0                      0                   0.375                  8.125 PORTSMOUTH             VA                                       23703 PUD                                     64800                20060701                     80 No MI                                                            2.25               20110601                 13.125                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360601 AFL2
GI                       G02                                                       82400                 575.08                    360                     359                      8                      0                      0                   0.375                  8.375 Solon                  OH                                       44139 Single Family                           82400                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      104400                 685.13                    360                     358                    7.5                      0                      0                   0.375                  7.875 Kansas City            MO                                       64138 2-4 Family                             104400                20060501            69.98999786 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                      168880                 949.95                    360                     358                  6.375                      0                      0                   0.375                   6.75 Lewisville             TX                                       75056 PUD                                    168880                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.75                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G03                                                      195920                1204.09                    360                     360                      7                      0                      0                   0.375                  7.375 CHANDLER               AZ                                       85225 Single Family                          195920                20060701                     80 No MI                                1.00E+17                    2.25               20110601                 12.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GIII                     G01                                                      148500                 819.84                    360                     359                  5.885                   0.49                      0                    0.25                  6.625 RATHDRUM               ID                                       83858 Single Family                          148500                20060601                     90 Republic MIC                         1.00E+17                   2.875               20110501                 11.625                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GII                      G03                                                      179900                1068.16                    360                     358                   6.75                      0                      0                   0.375                  7.125 Clayton                NC                                       27520 Single Family                          179900                20060501            79.98999786 No MI                                1.00E+17                    2.25               20110401                 13.125                  2.135                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GIII                     G02                                                      198392                1115.96                    360                     358                    6.5                      0                      0                    0.25                   6.75 COCONUT CREEK          FL                                       33073 Condominium                            198392                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  11.75                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 ADN1
GII                      G02                                                      299108                1713.64                    360                     359                    6.5                      0                      0                   0.375                  6.875 JACKSONVILLE           FL                                       32256 PUD                                    299108                20060601                     80 No MI                                                            2.25               20110501                 11.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      125300                 848.39                    360                     359                   7.75                      0                      0                   0.375                  8.125 Broomfield             CO                                       80020 Single Family                          125300                20060601                     70 No MI                                1.00E+17                    2.25               20110501                 13.125                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G02                                                   299747.96                1970.79                    360                     359                    6.5                      0                      0                   0.375                  6.875 Sylmar                 CA                                       91342 Single Family                          300000                20060601                     60 No MI                                1.00E+17                    2.25               20110501                 11.875                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      232000                1643.33                    360                     359                  8.125                      0                      0                   0.375                    8.5 Waldorf                MD                                       20601 Single Family                          232000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   13.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G02                                                      241845                1309.99                    360                     358                  6.125                      0                      0                   0.375                    6.5 Reno                   NV                                       89506 PUD                                    241845                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                      417000                2432.50                    360                     359                  6.625                      0                      0                   0.375                      7 SCOTTSDALE             AZ                                       85254 Townhouse                              417000                20060601                     75 No MI                                1.00E+17                    2.25               20110501                     12                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      316000                2205.42                    360                     359                      8                      0                      0                   0.375                  8.375 Moreno Valley          CA                                       92551 Single Family                          316000                20060601                     80 No MI                                1.00E+16                    2.25               20110501                 13.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      184000                1207.50                    360                     358                    7.5                      0                      0                   0.375                  7.875 Tolleson               AZ                                       85353 PUD                                    184000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G03                                                      352364                2165.57                    360                     358                      7                      0                      0                   0.375                  7.375 North Las Vegas        NV                                       89085 PUD                                    352364                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                   337273.54                2476.46                    360                     359                  7.625                      0                      0                   0.375                      8 GRANADA HILLS          CA                                       91344 Single Family                          337500                20060601                     75 No MI                                1.00E+17                    2.25               20110501                     13                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                       64800                 481.14                    360                     360                   7.75                      0                      0                   0.375                  8.125 PORTSMOUTH             VA                                       23703 PUD                                     64800                20060701                     80 No MI                                1.00E+17                    2.25               20110601                 13.125                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360601 AFL2
GII                      G02                                                      408000                2337.50                    360                     359                    6.5                      0                      0                   0.375                  6.875 WHITTIER               CA                                       90606 Single Family                          408000                20060601                     80 No MI                                                            3.75               20110501                 11.875                      2                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G03                                                   219667.07                1443.23                    360                     358                    7.5                      0                      0                   0.375                  7.875 HEMET                  CA                                       92543 Single Family                          219920                20060501                     80 No MI                                                             3.5               20110401                 12.875                  3.375                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 ADN1
GII                      G03                                                    251999.5                1522.50                    360                     359                  6.875                      0                      0                   0.375                   7.25 SAN DIEGO              CA                                       92113 Condominium                            252000                20060601                     80 No MI                                                             3.5               20110501                  12.25                  3.125                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G03                                                      112000                 783.12                    360                     360                  7.125                      0                      0                   0.375                    7.5 LAUDERHILL             FL                                       33319 Condominium                            112000                20060701                     80 No MI                                                               3               20110601                   12.5                  3.125                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360601 ADN1
GI                       G03                                                      264000                1622.50                    360                     360                      7                      0                      0                   0.375                  7.375 SACRAMENTO             CA                                       95838 Single Family                          264000                20060701                     80 No MI                                                            3.25               20110601                 12.375                  2.625                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 ADN1
GII                      G02                                                      239192                1345.46                    360                     359                  6.375                      0                      0                   0.375                   6.75 SAN JOSE               CA                                       95132 Condominium                            239192                20060601                     80 No MI                                                            3.75               20110501                  11.75                  2.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G03                                                      500000                3125.00                    360                     359                  7.125                      0                      0                   0.375                    7.5 CAMERON PARK           CA                                       95682 Single Family                          500000                20060601                     80 No MI                                                               3               20110501                   12.5                  3.375                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G03                                                   174270.57                1219.43                    360                     359                  7.125                      0                      0                   0.375                    7.5 FRAMINGHAM             MA                                        1702 Condominium                            174400                20060601                     80 No MI                                                            4.25               20110501                   12.5                  2.625                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G03                                                      317600                2018.08                    360                     359                   7.25                      0                      0                   0.375                  7.625 LOS ANGELES            CA                                       90710 Condominium                            317600                20060601                     80 No MI                                                            3.75               20110501                 12.625                  3.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 ADN1
GII                      G03                                                      359200                1833.42                    360                     359                   5.75                      0                      0                   0.375                  6.125 DIAMOND BAR            CA                                       91765 PUD                                    359200                20060601                     80 No MI                                                             3.5               20110501                 11.125                  3.375                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G03                                                      332480                2112.63                    360                     359                   7.25                      0                      0                   0.375                  7.625 LOS ANGELES            CA                                       90047 Single Family                          332480                20060601                     80 No MI                                                            3.75               20110501                 12.625                  3.125                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G03                                                      266400                1637.25                    360                     359                      7                      0                      0                   0.375                  7.375 WOODBRIDGE             VA                                       22191 Single Family                          266400                20060601                     80 No MI                                                            4.25               20110501                 12.375                  3.375                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G03                                                      240792                1555.12                    360                     359                  7.375                      0                      0                   0.375                   7.75 SAN JOSE               CA                                       95132 Condominium                            240792                20060601                     80 No MI                                                             3.5               20110501                  12.75                  3.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GII                      G02                                                      368000                2108.33                    360                     359                    6.5                      0                      0                   0.375                  6.875 PARAMOUNT              CA                                       90723 Single Family                          368000                20060601                     80 No MI                                                               3               20110501                 11.875                  3.125                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GII                      G03                                                      400000                2375.00                    360                     359                   6.75                      0                      0                   0.375                  7.125 SANTA ROSA             CA                                       95404 Single Family                          400000                20060601                     80 No MI                                                               3               20110501                 12.125                  2.625                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GII                      G02                                                      201600                1155.00                    360                     359                    6.5                      0                      0                   0.375                  6.875 RENO                   NV                                       89506 PUD                                    201600                20060601                     80 No MI                                                               3               20110501                 11.875                  2.625                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GII                      G02                                                      284000                1627.08                    360                     359                    6.5                      0                      0                   0.375                  6.875 CERES                  CA                                       95307 Single Family                          284000                20060601                     80 No MI                                                             3.5               20110501                 11.875                  2.625                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GII                      G02                                                   210335.42                1205.42                    360                     359                    6.5                      0                      0                   0.375                  6.875 LINCOLN                DE                                       19960 Single Family                          210400                20060601                     80 No MI                                                            4.25               20110501                 11.875                  3.125                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G03                                                   290907.14                1883.57                    360                     359                  7.375                      0                      0                   0.375                   7.75 LANCASTER              CA                                       93535 Single Family                          291650                20060601                     80 No MI                                                            4.25               20110501                  12.75                  3.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G03                                                      412000                2703.75                    360                     360                    7.5                      0                      0                   0.375                  7.875 WALNUT CREEK           CA                                       94597 Condominium                            412000                20060701                     80 No MI                                                             3.5               20110601                 13.875                  3.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 ADN1
GII                      G03                                                      328000                1947.50                    360                     360                   6.75                      0                      0                   0.375                  7.125 MONTCLAIR              CA                                       91763 Single Family                          328000                20060701                     80 No MI                                                            3.75               20110601                 12.125                  3.125                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 ADN1
GII                      G01                                                    89536.76                 641.91                    360                     359                  7.375                      0                      0                   0.375                   7.75 CROSBY                 TX                                       77532 PUD                                     89600                20060601                     80 No MI                                                             3.5               20090501                  13.75                  2.875                       2 First Lien                                    N                                            0 Prepay                                    360                      36 N                                    20360501 ADN1
GII                      G03                                                      441600                2668.00                    360                     359                  6.875                      0                      0                   0.375                   7.25 LA QUINTA              CA                                       92253 Single Family                          441600                20060601                     80 No MI                                                             3.5               20110501                  12.25                  3.125                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G03                                                      272000                1898.33                    360                     360                      8                      0                      0                   0.375                  8.375 BRIDGEPORT             CT                                        6608 Single Family                          272000                20060701                     80 No MI                                                            4.25               20110601                 13.375                  3.125                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 ADN1
GII                      G03                                                      180000                1068.75                    360                     359                   6.75                      0                      0                   0.375                  7.125 WEST PALM BEACH        FL                                       33415 PUD                                    180000                20060601                     80 No MI                                                             3.5               20110501                 12.125                  3.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GII                      G02                                                      238400                1546.26                    360                     360                  6.375                      0                      0                   0.375                   6.75 GWYNN OAK              MD                                       21207 Single Family                          238400                20060701                     80 No MI                                                            4.25               20110601                  11.75                  3.125                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360601 ADN1
GI                       G03                                                      144800                 980.42                    360                     359                   7.75                      0                      0                   0.375                  8.125 AURORA                 IL                                       60504 PUD                                    144800                20060601                     80 No MI                                                             3.5               20110501                 13.125                  3.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G03                                                      168000                1067.50                    360                     359                   7.25                      0                      0                   0.375                  7.625 SUNRISE                FL                                       33351 Condominium                            168000                20060601                     80 No MI                                                            5.25               20110501                 12.625                  3.125                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G03                                                      280000                1720.83                    360                     359                      7                      0                      0                   0.375                  7.375 FEDERAL WAY            WA                                       98023 PUD                                    280000                20060601                     80 No MI                                                             3.5               20110501                 12.375                  4.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 ADN1
GII                      G03                                                      334400                1741.67                    360                     359                  5.875                      0                      0                   0.375                   6.25 LOS ANGELES            CA                                       91335 Condominium                            334400                20060601                     80 No MI                                                               3               20110501                  11.25                  3.125                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GII                      G02                                                       96800                 554.58                    360                     359                    6.5                      0                      0                   0.375                  6.875 MARYVILLE              TN                                       37801 Single Family                           96800                20060601                     80 No MI                                                               3               20110501                 11.875                  2.625                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G03                                                      224800                1649.50                    360                     360                  7.625                      0                      0                   0.375                      8 HOLLYWOOD              FL                                       33024 Single Family                          224800                20060701                     80 No MI                                                            5.25               20110601                     13                  2.625                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360601 ADN1
GII                      G03                                                      252000                1286.25                    360                     360                   5.75                      0                      0                   0.375                  6.125 CITRUS HEIGHTS         CA                                       95621 Single Family                          252000                20060701                     80 No MI                                                            3.25               20110601                 11.125                  4.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 ADN1
GI                       G03                                                   287894.07                1815.93                    360                     359                   6.75                      0                      0                   0.375                  7.125 HERNDON                VA                                       20170 PUD                                    288000                20060601                     80 No MI                                                           3.375               20110501                 12.125                  2.875                       2 First Lien                                    N                                            0 Prepay                                    480                      60 N                                    20360501 ADN1
GII                      G02                                                      235200                1274.00                    360                     359                  6.125                      0                      0                   0.375                    6.5 METAMORA               IL                                       61548 Single Family                          235200                20060601                     80 No MI                                                            4.25               20110501                   11.5                      3                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G03                                                   121509.76                 850.24                    360                     359                  7.125                      0                      0                   0.375                    7.5 TEGA CAY               SC                                       29708 Single Family                          121600                20060601                     80 No MI                                                            3.25               20110501                   12.5                  3.875                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 ADN1
GII                      G03                                                      117520                 791.75                    360                     360                   6.75                      0                      0                   0.375                  7.125 ORANGE                 MA                                        1364 Single Family                          117520                20060701                     80 No MI                                                               3               20110601                 12.125                  2.875                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360601 ADN1
GII                      G02                                                      336000                1890.00                    360                     359                  6.375                      0                      0                   0.375                   6.75 LATHROP                CA                                       95330 PUD                                    336000                20060601                     80 No MI                                                             3.5               20110501                  11.75                  2.625                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G03                                                      104000                 736.67                    360                     359                  8.125                      0                      0                   0.375                    8.5 SOUTHFIELD             MI                                       48034 Condominium                            104000                20060601                     80 No MI                                                             3.5               20110501                   13.5                  3.125                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GII                      G03                                                      442400                2396.33                    360                     360                  6.125                      0                      0                   0.375                    6.5 DES PLAINES            IL                                       60016 PUD                                    442400                20060701                     80 No MI                                                            4.25               20110601                   11.5                  3.125                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 ADN1
GII                      G02                                                      244000                1372.50                    360                     360                  6.375                      0                      0                   0.375                   6.75 RIDGELAND              MS                                       39157 PUD                                    244000                20060701                     80 No MI                                                            3.75               20110601                  11.75                  3.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 ADN1
GI                       G03                                                      424000                2650.00                    360                     360                  7.125                      0                      0                   0.375                    7.5 TEMECULA               CA                                       92592 PUD                                    424000                20060701                     80 No MI                                                               3               20110601                   12.5                  3.375                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 ADN1
GII                      G02                                                      336000                1855.00                    360                     360                   6.25                      0                      0                   0.375                  6.625 LODI                   CA                                       95240 2-4 Family                             336000                20060701                     80 No MI                                                            4.25               20110601                 11.625                  2.625                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 ADN1
GI                       G03                                                      132000                 825.00                    360                     360                  7.125                      0                      0                   0.375                    7.5 FORT PIERCE            FL                                       34950 Single Family                          132000                20060701                     80 No MI                                                            5.25               20110601                   12.5                  3.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 ADN1
GI                       G03                                                      169600                1077.67                    360                     359                   7.25                      0                      0                   0.375                  7.625 STEPHENS CITY          VA                                       22655 PUD                                    169600                20060601                     80 No MI                                                             3.5               20110501                 12.625                  4.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GII                      G02                                                      396000                2186.25                    360                     360                   6.25                      0                      0                   0.375                  6.625 TRABUCO CANYON         CA                                       92679 Condominium                            396000                20060701                     80 No MI                                                            3.25               20110601                 11.625                  3.125                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 ADN1
GI                       G03                                                      388000                2425.00                    360                     360                  7.125                      0                      0                   0.375                    7.5 LOS ANGELES            CA                                       90001 2-4 Family                             388000                20060701                     80 No MI                                                               3               20110601                   12.5                  2.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 ADN1
GI                       G03                                                      359200                2542.40                    360                     360                   7.25                      0                      0                   0.375                  7.625 MENIFEE                CA                                       92584 Single Family                          359200                20060701                     80 No MI                                                             3.5               20110601                 12.625                  2.625                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360601 ADN1
GII                      G03                                                      456000                2470.00                    360                     360                  6.125                      0                      0                   0.375                    6.5 LOS ANGELES            CA                                       91306 Single Family                          456000                20060701                     80 No MI                                                            3.75               20110601                   11.5                  3.125                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 ADN1
GII                      G01                                                   134322.67                1057.33                    360                     359                  8.375                      0                      0                   0.375                   8.75 FORT WORTH             TX                                       76123 PUD                                    134400                20060601                     80 No MI                                                            4.25               20090501                  14.75                  3.375                       2 First Lien                                    N                                            0 No_PP                                     360                      36 N                                    20360501 ADN1
GI                       G03                                                      396000                2805.00                    360                     359                  8.125                      0                      0                   0.375                    8.5 HOLLYWOOD              FL                                       33027 PUD                                    396000                20060601                     80 No MI                                                            5.25               20110501                   13.5                  3.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GII                      G03                                                      316000                1514.17                    360                     360                  5.375                      0                      0                   0.375                   5.75 JUPITER                FL                                       33477 Single Family                          316000                20060701                     80 No MI                                                            3.75               20110601                  10.75                  4.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 ADN1
GI                       G03                                                       71120                 459.32                    360                     360                  7.375                      0                      0                   0.375                   7.75 WINDER                 GA                                       30680 Single Family                           71120                20060701                     80 No MI                                                            3.75               20110601                  12.75                  3.375                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 ADN1
GI                       G03                                                      292800                1830.00                    360                     360                  7.125                      0                      0                   0.375                    7.5 TACOMA                 WA                                       98407 Condominium                            292800                20060701                     80 No MI                                                            3.75               20110601                   12.5                  3.375                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 ADN1
GI                       G02                                                      108000                 753.75                    360                     359                      8                      0                      0                   0.375                  8.375 Chicago                IL                                       60636 Single Family                          108000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.375                  3.375                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                       87992                 568.28                    360                     358                  7.375                      0                      0                   0.375                   7.75 Mesa                   AZ                                       85201 Condominium                             87992                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.75                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G03                                                      284000                1686.25                    360                     358                   6.75                      0                      0                   0.375                  7.125 COLUMBIA               MD                                       21044 Townhouse                              284000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.125                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G03                                                   168266.04                1152.88                    360                     356                  6.875                      0                      0                   0.375                   7.25 Phoenix                AZ                                       85022 PUD                                    169000                20060301                     65 No MI                                1.00E+17                    2.25               20110201                  12.25                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360201 AFL2
GI                       G02                                                    56289.48                 433.34                    360                     358                  8.125                      0                      0                   0.375                    8.5 LYNCHBURG              VA                                       24502 Single Family                           56358                20060501                     95 Republic MIC                         1.00E+17                   2.375               20080401                   13.5                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      24 N                                    20360401 AFL2
GI                       G02                                                      187600                1192.04                    360                     357                   7.25                      0                      0                   0.375                  7.625 Las Vegas              NV                                       89123 PUD                                    187600                20060401                     70 No MI                                1.00E+17                    2.25               20110301                 12.625                      2                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360301 AFL2
GII                      G03                                                      188930                1121.77                    360                     357                   6.75                      0                      0                   0.375                  7.125 MESA                   AZ                                       85212 PUD                                    188930                20060401                     70 No MI                                1.00E+17                    2.25               20110301                 12.125                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GI                       G02                                                      188000                1292.50                    360                     358                  7.875                      0                      0                   0.375                   8.25 MAPLE GROVE            MN                                       55311 Condominium                            188000                20060501                     80 No MI                                                            2.25               20110401                  13.25                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G03                                                      335660                2097.88                    360                     358                  7.125                      0                      0                   0.375                    7.5 Selbyville             DE                                       19975 PUD                                    335660                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G03                                                      308000                1892.92                    360                     357                      7                      0                      0                   0.375                  7.375 Hagerstown             MD                                       21742 PUD                                    308000                20060401            79.98999786 No MI                                1.00E+17                    2.25               20110301                 12.375                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G02                                                       83884                 609.06                    360                     358                    7.5                      0                      0                   0.375                  7.875 WESTLAND               MI                                       48186 Single Family                           84000                20060501                     80 No MI                                1.00E+17                   5.041               20110401                 13.875                  1.875                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                    89193.97                 573.72                    360                     356                   6.25                      0                      0                   0.375                  6.625 atlanta                GA                                       30311 Condominium                             89600                20060301                     80 No MI                                1.00E+17                    2.25               20110201                 11.625                  4.666                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360201 AFL2
GI                       G03                                                      320000                1966.67                    360                     360                      7                      0                      0                   0.375                  7.375 DENVER                 CO                                       80209 Single Family                          320000                20060701                     80 No MI                                1.00E+17                    2.25               20110601                 12.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GII                      G03                                                      132000                 797.50                    360                     358                  6.875                      0                      0                   0.375                   7.25 AURORA                 CO                                       80011 PUD                                    132000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.25                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                      281400                1582.88                    360                     358                  6.375                      0                      0                   0.375                   6.75 Albuquerque            NM                                       87108 PUD                                    281400                20060501                     70 No MI                                1.00E+17                    2.25               20110401                  11.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                   101872.35                 775.27                    360                     358                      8                      0                      0                   0.375                  8.375 HALETHORPE             MD                                       21227 Single Family                          102000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 14.375                  1.875                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G03                                                      523500                3271.88                    360                     355                  7.125                      0                      0                   0.375                    7.5 Vallejo                CA                                       94592 Single Family                          523500                20060201                     75 No MI                                1.00E+17                    2.25               20110101                   12.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360101 AFL2
GI                       G02                                                       80500                 553.44                    360                     355                  7.875                      0                      0                   0.375                   8.25 Detroit                MI                                       48228 Single Family                           80500                20060201                     70 No MI                                1.00E+17                    2.25               20110101                  13.25                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360101 AFL2
GI                       G02                                                      273600                1881.00                    360                     359                  7.875                      0                      0                   0.375                   8.25 Higley                 AZ                                       85236 PUD                                    273600                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  13.25                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      206250                1460.94                    360                     359                  8.125                      0                      0                   0.375                    8.5 Lehigh Acres           FL                                       33971 Single Family                          206250                20060601                     75 No MI                                1.00E+17                    2.25               20110501                   13.5                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G01                                                   139999.93                 845.83                    360                     352                  6.875                      0                      0                   0.375                   7.25 Davenport              FL                                       33896 Condominium                            140000                20051101                     70 No MI                                1.00E+17                    2.25               20121001                  12.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      84 N                                    20351001 AFL2
GII                      G02                                                      164000                 888.33                    360                     358                  6.125                      0                      0                   0.375                    6.5 ELKTON                 MD                                       21921 Single Family                          164000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   11.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G03                                                   175605.68                1230.62                    360                     357                  7.125                      0                      0                   0.375                    7.5 CHICAGO                IL                                       60619 2-4 Family                             176000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                   12.5                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360301 AFL2
GII                      G03                                                      159920                 966.18                    360                     360                  6.875                      0                      0                   0.375                   7.25 Tampa                  FL                                       33624 PUD                                    159920                20060701                     80 No MI                                1.00E+17                    2.25               20110601                  12.25                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GI                       G03                                                      150000                 921.87                    360                     358                      7                      0                      0                   0.375                  7.375 OGDEN                  UT                                       84404 2-4 Family                             150000                20060501                     75 No MI                                1.00E+17                    2.25               20110401                 12.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      163920                1092.80                    360                     359                  7.625                      0                      0                   0.375                      8 FREDERICK              MD                                       21701 Condominium                            163920                20060601                     80 No MI                                                            2.25               20110501                     14                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                    251669.2                1871.09                    360                     358                   7.75                      0                      0                   0.375                  8.125 HONOLULU               HI                                       96819 Single Family                          252000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.125                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G01                                                   440399.12                2844.24                    360                     358                  7.375                      0                      0                   0.375                   7.75 Frederick              MD                                       21704 Single Family                          440400                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G03                                                   619499.94                3742.81                    360                     356                  6.875                      0                      0                   0.375                   7.25 scottsdale             AZ                                       85262 PUD                                    619500                20060301                     70 No MI                                1.00E+17                    2.25               20110201                  13.25                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360201 AFL2
GI                       G02                                                      265120                1739.85                    360                     357                    7.5                      0                      0                   0.375                  7.875 Alexandria             VA                                       22304 Condominium                            265120                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 13.875                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GII                      G03                                                   128799.17                 778.16                    360                     356                  6.875                      0                      0                   0.375                   7.25 raleigh                NC                                       27616 PUD                                    128800                20060301                     80 No MI                                1.00E+17                    2.25               20110201                  13.25                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360201 AFL2
GI                       G02                                                      128800                 979.42                    360                     356                   8.75                      0                      0                   0.375                  9.125 Mansfield              TX                                       76063 2-4 Family                             128800                20060301                     80 No MI                                1.00E+17                    2.25               20110201                 14.125                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360201 AFL2
GI                       G02                                                      146100                1019.66                    360                     358                      8                      0                      0                   0.375                  8.375 COLUMBUS               OH                                       43207 2-4 Family                             146100                20060501                     75 No MI                                                            2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      108200                 755.15                    360                     359                      8                      0                      0                   0.375                  8.375 AVON                   IN                                       46123 PUD                                    108200                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G03                                                      206500                1269.11                    360                     358                      7                      0                      0                   0.375                  7.375 Centreville            VA                                       20121 Condominium                            206500                20060501                     70 No MI                                1.00E+17                    2.25               20110401                 12.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G03                                                      388000                2425.00                    360                     358                  7.125                      0                      0                   0.375                    7.5 ALEXANDRIA             VA                                       22312 Single Family                          388000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G01                                                       76176                 476.10                    360                     359                  7.125                      0                      0                   0.375                    7.5 Savannah               GA                                       31410 Condominium                             76176                20060601                     80 No MI                                1.00E+17                    2.75               20110501                   13.5                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G02                                                      359850                2061.64                    360                     358                    6.5                      0                      0                   0.375                  6.875 GILBERT                AZ                                       85297 PUD                                    359850                20060501                     65 No MI                                1.00E+17                    2.25               20110401                 11.875                  2.375                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G01                                                      215725                1056.15                    360                     359                    5.5                      0                      0                   0.375                  5.875 Madera                 CA                                       93637 Single Family                          215725                20060601                     80 No MI                                1.00E+17                    2.25               20090501                 11.875                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      36 N                                    20360501 AFL2
GI                       G02                                                      154000                1010.63                    360                     358                    7.5                      0                      0                   0.375                  7.875 LIZELLA                GA                                       31052 PUD                                    154000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G03                                                      323093                1682.78                    360                     360                  5.875                      0                      0                   0.375                   6.25 Centennial             CO                                       80111 PUD                                    323093                20060701                     80 No MI                                1.00E+17                    2.25               20110601                  12.25                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GII                      G02                                                       66300                 372.94                    360                     357                  6.375                      0                      0                   0.375                   6.75 Columbia               SC                                       29212 Single Family                           66300                20060401                     60 No MI                                1.00E+17                    2.25               20110301                  12.75                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G02                                                      140000                 947.92                    360                     356                   7.75                      0                      0                   0.375                  8.125 Peoria                 AZ                                       85381 Condominium                            140000                20060301                     80 No MI                                1.00E+17                    2.75               20110201                 14.125                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360201 AFL2
GII                      G03                                                      244800                1224.00                    360                     357                  5.625                      0                      0                   0.375                      6 LAS VEGAS              NV                                       89131 PUD                                    244800                20060401                     80 No MI                                1.00E+17                    2.25               20110301                     11                  2.375                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G01                                                     1665000               10926.56                    360                     358                    7.5                      0                      0                   0.375                  7.875 BUFFALO                MN                                       55313 Single Family                         1665000                20060501            69.37999725 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                      264128                1513.23                    360                     356                    6.5                      0                      0                   0.375                  6.875 West Palm Beach        FL                                       33401 Condominium                            264128                20060301                     80 No MI                                1.00E+17                    2.25               20110201                 12.875                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360201 AFL2
GI                       G02                                                   122321.94                 919.56                    360                     359                  7.875                      0                      0                   0.375                   8.25 Baltimore              MD                                       21220 Single Family                          122400                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  13.25                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 WALN
GII                      G02                                                    99496.75                 648.60                    360                     356                  6.375                      0                      0                   0.375                   6.75 Clayton                WI                                       54004 Single Family                          100000                20060301                     80 No MI                                1.00E+17                    2.25               20110201                  11.75                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360201 AFL2
GI                       G02                                                      198000                1299.38                    360                     357                    7.5                      0                      0                   0.375                  7.875 North Port             FL                                       34288 Single Family                          198000                20060401            74.72000122 No MI                                1.00E+17                    2.25               20110301                 12.875                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360301 AFL2
GII                      G03                                                      233440                1337.42                    360                     359                    6.5                      0                      0                   0.375                  6.875 West Jordan            UT                                       84084 Single Family                          233440                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.875                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      158320                1038.98                    360                     358                    7.5                      0                      0                   0.375                  7.875 STONE MOUNTAIN         GA                                       30087 Single Family                          158320                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G03                                                      937500                5761.72                    360                     356                      7                      0                      0                   0.375                  7.375 Wyoming                MN                                       55092 Single Family                          937500                20060301                     75 No MI                                1.00E+17                    2.25               20110201                 12.375                  1.875                    2.25 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360201 AFL2
GII                      G03                                                      114400                 691.17                    360                     359                  6.875                      0                      0                   0.375                   7.25 Williamson             GA                                       30292 Single Family                          114400                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G03                                                      330450                2065.31                    360                     358                  7.125                      0                      0                   0.375                    7.5 NORTHVILLE             MI                                       48167 Single Family                          330450                20060501            79.98999786 No MI                                                            2.25               20110401                   13.5                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                      222400                1274.17                    360                     351                    6.5                      0                      0                   0.375                  6.875 Sarasota               FL                                       34231 Single Family                          222400                20051001                     80 No MI                                1.00E+17                    2.25               20100901                 11.875                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20350901 AFL2
GI                       G02                                                      392000                2613.33                    360                     359                  7.625                      0                      0                   0.375                      8 Elmont                 NY                                       11003 Single Family                          392000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     13                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G02                                                      133000                 720.42                    360                     359                  6.125                      0                      0                   0.375                    6.5 RANDALLSTOWN           MD                                       21133 Single Family                          133000                20060601            51.15000153 No MI                                1.00E+17                    2.25               20110501                   12.5                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                   105607.61                 775.96                    360                     358                  7.625                      0                      0                   0.375                      8 College Park           GA                                       30349 Single Family                          105750                20060501                     75 No MI                                1.00E+17                    2.25               20110401                     13                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G03                                                      403260                2478.37                    360                     356                      7                      0                      0                   0.375                  7.375 Gaithersburg           MD                                       20877 PUD                                    403260                20060301                     80 No MI                                1.00E+17                    2.25               20110201                 13.375                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360201 AFL2
GI                       G03                                                      176000                1100.00                    360                     360                  7.125                      0                      0                   0.375                    7.5 MESA                   AZ                                       85202 Single Family                          176000                20060701                     80 No MI                                1.00E+17                    2.25               20110601                   12.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GII                      G03                                                      113600                 674.50                    360                     358                   6.75                      0                      0                   0.375                  7.125 COLORADO SPRINGS       CO                                       80910 PUD                                    113600                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.125                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      359950                2512.15                    360                     358                      8                      0                      0                   0.375                  8.375 Antioch                CA                                       94531 PUD                                    359950                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G03                                                      139740                 844.26                    360                     358                  6.875                      0                      0                   0.375                   7.25 ELLENWOOD              GA                                       30294 PUD                                    139740                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                      164000                 939.58                    360                     354                    6.5                      0                      0                   0.375                  6.875 graham                 WA                                       98338 Single Family                          164000                20060101            78.09999847 No MI                                1.00E+17                    2.25               20101201                 12.875                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20351201 AFL2
GI                       G02                                                       79200                 511.50                    360                     358                  7.375                      0                      0                   0.375                   7.75 TUCSON                 AZ                                       85713 Single Family                           79200                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.75                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                   149792.88                1087.60                    360                     358                    7.5                      0                      0                   0.375                  7.875 Kenosha                WI                                       53143 Single Family                          150000                20060501                     75 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G01                                                      623000                3958.65                    360                     358                   7.25                      0                      0                   0.375                  7.625 Scottsdale             AZ                                       85260 Single Family                          623000                20060501                     70 No MI                                1.00E+17                    2.25               20110401                 12.625                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                       94500                 600.47                    360                     359                   7.25                      0                      0                   0.375                  7.625 AURORA                 CO                                       80012 Condominium                             94500                20060601                     70 No MI                                1.00E+17                    2.25               20110501                 12.625                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G01                                                      452000                2872.08                    360                     358                   7.25                      0                      0                   0.375                  7.625 Seven Valleys          PA                                       17360 PUD                                    452000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.625                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G01                                                      520000                3412.50                    360                     359                    7.5                      0                      0                   0.375                  7.875 LOS ANGELES            CA                                       90006 Single Family                          520000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G02                                                      277800                1562.63                    360                     358                  6.375                      0                      0                   0.375                   6.75 LAS VEGAS              NV                                       89122 PUD                                    277800                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  11.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      291069                2031.42                    360                     359                      8                      0                      0                   0.375                  8.375 Tolleson               AZ                                       85353 PUD                                    291069                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G03                                                      107529                 649.65                    360                     357                  6.875                      0                      0                   0.375                   7.25 LOUISVILLE             KY                                       40220 Single Family                          107600                20060401                     80 No MI                                1.00E+17                    2.25               20110301                  12.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G02                                                      175480                 950.52                    360                     357                  6.125                      0                      0                   0.375                    6.5 Queen Creek            AZ                                       85243 Single Family                          175480                20060401                     80 No MI                                1.00E+17                   2.375               20080301                   11.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      24 N                                    20360301 AFL2
GI                       G03                                                   151111.56                1024.06                    360                     354                   6.75                      0                      0                   0.375                  7.125 HAMILTON               NJ                                        8610 Single Family                          152000                20060101            79.95999908 No MI                                1.00E+17                    2.25               20101201                 12.125                      2                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20351201 WALN
GI                       G02                                                       54400                 362.67                    360                     358                  7.625                      0                      0                   0.375                      8 Warren                 MI                                       48089 Single Family                           54400                20060501                     68 No MI                                1.00E+17                    2.25               20110401                     13                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                       87500                 601.56                    360                     357                  7.875                      0                      0                   0.375                   8.25 Saint Louis            MO                                       63118 2-4 Family                              87500                20060401                     70 No MI                                1.00E+17                    2.25               20110301                  13.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GII                      G03                                                   460775.96                2783.85                    360                     358                  6.875                      0                      0                   0.375                   7.25 CORONA                 CA                                       92880 Single Family                          460792                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                      269250                1430.39                    360                     358                      6                      0                      0                   0.375                  6.375 Las Vegas              NV                                       89148 PUD                                    269250                20060501            79.98999786 No MI                                1.00E+17                    2.25               20110401                 11.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G03                                                      205496                1220.13                    360                     358                   6.75                      0                      0                   0.375                  7.125 NORTH LAS VEGAS        NV                                       89084 PUD                                    205496                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.125                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G03                                                      127584                 770.82                    360                     358                  6.875                      0                      0                   0.375                   7.25 TUCSON                 AZ                                       85747 PUD                                    127584                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                    83889.73                 623.70                    360                     358                   7.75                      0                      0                   0.375                  8.125 BALTIMORE              MD                                       21229 Townhouse                               84000                20060501            76.36000061 No MI                                1.00E+17                    2.25               20110401                 13.125                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G01                                                      181117                1169.71                    360                     359                  7.375                      0                      0                   0.375                   7.75 FORT MYERS             FL                                       33913 Condominium                            181117                20060601                     65 No MI                                1.00E+17                    2.25               20110501                  12.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G02                                                      178400                1003.50                    360                     357                  6.375                      0                      0                   0.375                   6.75 CAPE CORAL             FL                                       33909 2-4 Family                             178400                20060401            71.38999939 No MI                                1.00E+17                    2.25               20110301                  11.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G02                                                      221250                1451.95                    360                     359                    7.5                      0                      0                   0.375                  7.875 North Las Vegas        NV                                       89032 Single Family                          221250                20060601                     75 No MI                                1.00E+17                    2.25               20110501                 12.875                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      258090                1747.48                    360                     359                   7.75                      0                      0                   0.375                  8.125 LAS VEGAS              NV                                       89122 PUD                                    258090                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.125                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G03                                                      244000                1525.00                    360                     360                  7.125                      0                      0                   0.375                    7.5 RENO                   NV                                       89512 Single Family                          244000                20060701                     80 No MI                                1.00E+17                    2.25               20110601                   12.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GII                      G03                                                      436960                2594.45                    360                     359                   6.75                      0                      0                   0.375                  7.125 MOUNTAIN HOUSE         CA                                       95391 PUD                                    436960                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.125                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G03                                                      170000                1027.08                    360                     359                  6.875                      0                      0                   0.375                   7.25 LAS VEGAS              NV                                       89110 Single Family                          170000                20060601            59.65000153 No MI                                1.00E+17                    2.25               20110501                  12.25                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      133087                 928.84                    360                     355                      8                      0                      0                   0.375                  8.375 Mansfield              TX                                       76063 2-4 Family                             133087                20060201                     75 No MI                                1.00E+17                    2.25               20110101                 13.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360101 AFL2
GI                       G03                                                      143500                 896.88                    360                     359                  7.125                      0                      0                   0.375                    7.5 Milwaukee              WI                                       53218 2-4 Family                             143500                20060601                     70 No MI                                1.00E+17                    2.25               20110501                   12.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G03                                                      136500                 853.13                    360                     360                  7.125                      0                      0                   0.375                    7.5 Tucson                 AZ                                       85706 PUD                                    136500                20060701                     70 No MI                                1.00E+17                    2.25               20110601                   12.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GI                       G02                                                   151951.71                 965.53                    360                     358                   7.25                      0                      0                   0.375                  7.625 Westminister           CO                                       80020 Single Family                          152000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.625                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      256000                1680.00                    360                     358                    7.5                      0                      0                   0.375                  7.875 SCOTTSDALE             AZ                                       85250 Single Family                          256000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      165600                1104.00                    360                     359                  7.625                      0                      0                   0.375                      8 COLORADO SPRINGS       CO                                       80906 Single Family                          165600                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     13                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      148000                 955.83                    360                     357                  7.375                      0                      0                   0.375                   7.75 Denver                 CO                                       80221 Single Family                          148000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                  12.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G03                                                      244000                1499.58                    360                     358                      7                      0                      0                   0.375                  7.375 Vail                   AZ                                       85641 PUD                                    244000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.375                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      314250                2193.20                    360                     359                      8                      0                      0                   0.375                  8.375 Tacoma                 WA                                       98409 2-4 Family                             314250                20060601                     75 No MI                                1.00E+17                    2.25               20110501                 13.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G02                                                      240000                1325.00                    360                     358                   6.25                      0                      0                   0.375                  6.625 Las Vegas              NV                                       89104 Single Family                          240000                20060501                     80 No MI                                1.00E+17                       5               20110401                 12.625                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      170652                 888.81                    360                     357                  5.875                      0                      0                   0.375                   6.25 THORNTON               CO                                       80602 Single Family                          170652                20060401                     80 No MI                                1.00E+17                   2.375               20080301                  11.25                  4.625                       1 First Lien                                    Y                                          120 No_PP                                     360                      24 N                                    20360301 AFL2
GI                       G02                                                      172600                1114.71                    360                     358                  7.375                      0                      0                   0.375                   7.75 Charlotte              NC                                       28216 PUD                                    172600                20060501            79.44999695 No MI                                1.00E+17                    2.25               20110401                  13.75                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      360000                2362.50                    360                     359                    7.5                      0                      0                   0.375                  7.875 Mammoth Lakes          CA                                       93546 Condominium                            360000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.875                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G03                                                      975000                5890.62                    360                     358                  6.875                      0                      0                   0.375                   7.25 SAN FRANCISCO          CA                                       94115 2-4 Family                             975000                20060501                     65 No MI                                1.00E+17                    2.25               20110401                  12.25                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      174400                1162.67                    360                     357                  7.625                      0                      0                   0.375                      8 PHOENIX                AZ                                       85019 Single Family                          174400                20060401                     80 No MI                                1.00E+17                    2.25               20110301                     13                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GI                       G01                                                      551000                3673.33                    360                     360                  7.625                      0                      0                   0.375                      8 Alpharetta             GA                                       30004 PUD                                    551000                20060701                  69.75 No MI                                1.00E+17                    2.25               20110601                     14                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GII                      G03                                                      242222                1463.42                    360                     357                  6.875                      0                      0                   0.375                   7.25 LAS VEGAS              NV                                       89149 Single Family                          242222                20060401                     80 No MI                                1.00E+17                    2.25               20110301                  12.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G02                                                   103128.98                 748.27                    360                     359                    7.5                      0                      0                   0.375                  7.875 Imlayi City            MI                                       48444 Single Family                          103200                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.875                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      204000                1338.75                    360                     359                    7.5                      0                      0                   0.375                  7.875 Lancaster              CA                                       93536 Single Family                          204000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.875                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G02                                                   137037.58                 912.46                    360                     359                  6.625                      0                      0                   0.375                      7 AURORA                 IL                                       60504 Single Family                          137150                20060601                     65 No MI                                1.00E+17                    2.25               20110501                     12                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G03                                                      245470                1483.05                    360                     360                  6.875                      0                      0                   0.375                   7.25 TOLLESON               AZ                                       85353 PUD                                    245470                20060701                     80 No MI                                1.00E+17                    2.25               20110601                  12.25                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GII                      G03                                                      603200                3455.83                    360                     359                    6.5                      0                      0                   0.375                  6.875 MONUMENT               CO                                       80132 PUD                                    603200                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G03                                                      367840                2299.00                    360                     358                  7.125                      0                      0                   0.375                    7.5 LINCOLN                CA                                       95648 Single Family                          367840                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G03                                                      286071                1787.94                    360                     357                  7.125                      0                      0                   0.375                    7.5 DELANO                 MN                                       55328 Single Family                          286071                20060401                     80 No MI                                1.00E+17                    2.25               20110301                   12.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GII                      G02                                                      184800                1039.50                    360                     358                  6.375                      0                      0                   0.375                   6.75 CORTLAND               IL                                       60112 Single Family                          184800                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  11.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                    98856.23                 700.72                    360                     358                   7.25                      0                      0                   0.375                  7.625 HUMBLE                 TX                                       77339 PUD                                     99000                20060501                     75 No MI                                1.00E+17                    2.25               20110401                 12.625                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G01                                                      480000                3350.00                    360                     358                      8                      0                      0                   0.375                  8.375 PALMDALE               CA                                       93551 PUD                                    480000                20060501            76.80000305 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                   180398.18                1165.07                    360                     357                  7.375                      0                      0                   0.375                   7.75 COLORADO SPRINGS       CO                                       80920 Single Family                          180400                20060401                     80 No MI                                1.00E+17                    2.25               20110301                  12.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G02                                                   232314.07                1524.56                    360                     358                    7.5                      0                      0                   0.375                  7.875 MERIDIAN               ID                                       83642 PUD                                    232410                20060501            74.98000336 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      210800                1361.42                    360                     359                  7.375                      0                      0                   0.375                   7.75 Henderson              NV                                       89014 Single Family                          210800                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.75                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      240000                1525.00                    360                     358                   7.25                      0                      0                   0.375                  7.625 DEALE                  MD                                       20751 Single Family                          240000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.625                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G03                                                      183348                1145.93                    360                     358                  7.125                      0                      0                   0.375                    7.5 MARICOPA               AZ                                       85239 PUD                                    183348                20060501                     75 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                      239104                1369.87                    360                     357                    6.5                      0                      0                   0.375                  6.875 N LAS VEGAS            NV                                       89081 PUD                                    239104                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 11.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GII                      G02                                                      204800                1109.33                    360                     358                  6.125                      0                      0                   0.375                    6.5 Surprise               AZ                                       85374 PUD                                    204800                20060501                     80 No MI                                                            2.25               20110401                   11.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G03                                                      150000                 890.63                    360                     359                   6.75                      0                      0                   0.375                  7.125 SALT LAKE              UT                                       84106 Single Family                          150000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.125                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G02                                                   201591.23                1154.95                    360                     357                    6.5                      0                      0                   0.375                  6.875 LAS VEGAS              NV                                       89130 Single Family                          201592                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 11.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GII                      G02                                                      161248                 940.61                    360                     357                  6.625                      0                      0                   0.375                      7 BRIGHTON               CO                                       80601 Single Family                          161248                20060401                     80 No MI                                1.00E+17                    2.25               20110301                     12                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G02                                                   265668.18                2021.79                    360                     358                      8                      0                      0                   0.375                  8.375 Newark                 NJ                                        7106 2-4 Family                             266000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G03                                                      200224                1251.40                    360                     358                  7.125                      0                      0                   0.375                    7.5 Las Vegas              NV                                       89147 Condominium                            200224                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G01                                                      608000                4306.67                    360                     359                  8.125                      0                      0                   0.375                    8.5 Atlanta                GA                                       30312 Single Family                          608000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   13.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G03                                                      111920                 664.53                    360                     359                   6.75                      0                      0                   0.375                  7.125 West Haven             CT                                        6516 Condominium                            111920                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.125                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G02                                                      416750                2257.40                    360                     356                  6.125                      0                      0                   0.375                    6.5 Artesia                CA                                       90701 Single Family                          417000                20060301            79.43000031 No MI                                1.00E+17                    2.25               20110201                   12.5                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360201 AFL2
GII                      G02                                                      380000                2137.50                    360                     357                  6.375                      0                      0                   0.375                   6.75 Winnetka               CA                                       91306 Condominium                            380000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                  12.75                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GI                       G03                                                    71890.08                 497.29                    360                     358                      7                      0                      0                   0.375                  7.375 KIMBALL                MN                                       55353 Single Family                           72000                20060501            25.89999962 No MI                                1.00E+17                    2.25               20110401                 12.375                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G03                                                      332000                1971.25                    360                     358                   6.75                      0                      0                   0.375                  7.125 Scottsdale             AZ                                       85260 Condominium                            332000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.125                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 WALN
GI                       G02                                                      176000                1155.00                    360                     358                    7.5                      0                      0                   0.375                  7.875 Glendale               AZ                                       85303 Single Family                          176000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G03                                                      191900                1139.41                    360                     357                   6.75                      0                      0                   0.375                  7.125 ROCKVILLE              MD                                       20853 Condominium                            191900                20060401            79.98999786 No MI                                1.00E+17                    2.25               20110301                 13.125                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G02                                                      119192                 769.78                    360                     359                  7.375                      0                      0                   0.375                   7.75 Phoenix                AZ                                       85013 Condominium                            119192                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G03                                                      236680                1405.29                    360                     359                   6.75                      0                      0                   0.375                  7.125 Orlando                FL                                       32820 PUD                                    236680                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.125                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      124000                 865.42                    360                     358                      8                      0                      0                   0.375                  8.375 Savannah               GA                                       31401 Condominium                            124000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      227200                1467.34                    360                     359                  7.375                      0                      0                   0.375                   7.75 ROSEVILLE              CA                                       95747 Condominium                            227200                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  13.75                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G03                                                      212000                1302.92                    360                     358                      7                      0                      0                   0.375                  7.375 Winchester             VA                                       22602 Single Family                          212000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 WALN
GI                       G03                                                      113200                 707.50                    360                     358                  7.125                      0                      0                   0.375                    7.5 Denver                 CO                                       80219 Single Family                          113200                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      304800                2063.75                    360                     358                   7.75                      0                      0                   0.375                  8.125 Colorado Springs       CO                                       80909 PUD                                    304800                20060501                     80 No MI                                                            2.25               20110401                 13.125                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      180000                1237.50                    360                     358                  7.875                      0                      0                   0.375                   8.25 Goodyear               AZ                                       85338 PUD                                    180000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  13.25                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G03                                                      195480                1181.02                    360                     359                  6.875                      0                      0                   0.375                   7.25 SAHUARITA              AZ                                       85629 Single Family                          195480                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G01                                                      521750                3315.29                    360                     358                   7.25                      0                      0                   0.375                  7.625 Fredericksburg         VA                                       22405 Single Family                          521750                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.625                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G03                                                      318500                1924.27                    360                     360                  6.875                      0                      0                   0.375                   7.25 Fullerton              CA                                       92833 Condominium                            318500                20060701                     65 No MI                                                            2.25               20110601                  12.25                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360601 AFL2
GI                       G02                                                      253924                1772.18                    360                     358                      8                      0                      0                   0.375                  8.375 Indio                  CA                                       92203 PUD                                    253924                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      131400                 903.38                    360                     359                  7.875                      0                      0                   0.375                   8.25 Salem                  OR                                       97303 2-4 Family                             131400                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  13.25                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      406060                2580.17                    360                     358                   7.25                      0                      0                   0.375                  7.625 PHOENIX                AZ                                       85048 Single Family                          406060                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.625                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G01                                                      601350                4196.92                    360                     358                      8                      0                      0                   0.375                  8.375 GLENN DALE             MD                                       20769 PUD                                    601350                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 14.375                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      103920                 681.98                    360                     359                    7.5                      0                      0                   0.375                  7.875 Douglasville           GA                                       30134 Single Family                          103920                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G02                                                      225968                1294.61                    360                     357                    6.5                      0                      0                   0.375                  6.875 LAS VEGAS              NV                                       89166 PUD                                    225968                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 11.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G02                                                      199150                1389.90                    360                     359                      8                      0                      0                   0.375                  8.375 Orlando                FL                                       32806 2-4 Family                             199150                20060601                     70 No MI                                1.00E+17                    2.25               20110501                 13.375                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      192500                1082.81                    360                     358                  6.375                      0                      0                   0.375                   6.75 Glendale               AZ                                       85308 PUD                                    192500                20060501            53.91999817 No MI                                1.00E+17                   2.375               20080401                  11.75                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      24 N                                    20360401 AFL2
GI                       G03                                                      239543                1472.19                    360                     357                      7                      0                      0                   0.375                  7.375 LAS VEGAS              NV                                       89149 PUD                                    239543                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 12.375                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G02                                                   195729.33                1421.14                    360                     358                    7.5                      0                      0                   0.375                  7.875 EAST WEYMOUTH          MA                                        2189 Condominium                            196000                20060501                     80 No MI                                                            2.25               20110401                 12.875                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                      194350                1052.73                    360                     358                  6.125                      0                      0                   0.375                    6.5 Chandler               AZ                                       85226 PUD                                    194350                20060501            79.98000336 No MI                                1.00E+17                    2.25               20110401                   11.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      177708                1147.70                    360                     359                  7.375                      0                      0                   0.375                   7.75 NORTH LAS VEGAS        NV                                       89084 Condominium                            177708                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                   291299.14                1850.96                    360                     358                   7.25                      0                      0                   0.375                  7.625 Buckeye                AZ                                       85396 PUD                                    291300                20060501            79.98000336 No MI                                1.00E+17                    2.25               20110401                 12.625                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 WALN
GII                      G01                                                      289392                1748.41                    360                     358                  6.875                      0                      0                   0.375                   7.25 GLENDALE               AZ                                       85310 Single Family                          289392                20060501                     80 No MI                                1.00E+17                    2.25               20090401                  13.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      36 N                                    20360401 AFL2
GII                      G02                                                      214400                1161.33                    360                     359                  6.125                      0                      0                   0.375                    6.5 Kitty Hawk             NC                                       27949 Single Family                          214400                20060601            57.16999817 No MI                                1.00E+17                    2.25               20110501                   11.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G03                                                      153750                 960.94                    360                     359                  7.125                      0                      0                   0.375                    7.5 Phoenix                AZ                                       85014 Single Family                          153750                20060601                     75 No MI                                1.00E+17                    2.25               20110501                   12.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 WALN
GII                      G03                                                      468000                2681.25                    360                     359                    6.5                      0                      0                   0.375                  6.875 Anaheim                CA                                       92801 Single Family                          468000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 WALN
GII                      G03                                                      188000                1135.84                    360                     359                  6.875                      0                      0                   0.375                   7.25 Savage                 MN                                       55378 Single Family                          188000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.25                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 WALN
GII                      G02                                                      234000                1340.62                    360                     357                    6.5                      0                      0                   0.375                  6.875 LAS VEGAS              NV                                       89166 Single Family                          234000                20060401            79.05999756 No MI                                1.00E+17                    2.25               20110301                 11.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G02                                                      240000                1675.00                    360                     359                      8                      0                      0                   0.375                  8.375 Biscayne Park          FL                                       33161 2-4 Family                             240000                20060601                     75 No MI                                1.00E+17                    2.25               20110501                 13.375                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                   131091.36                 985.47                    360                     359                  7.875                      0                      0                   0.375                   8.25 FRANKLIN               NH                                        3235 2-4 Family                             131175                20060601                     75 No MI                                1.00E+17                    2.25               20110501                  13.25                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                    51606.09                 393.34                    360                     358                      8                      0                      0                   0.375                  8.375 Tulsa                  OK                                       74115 Single Family                           51750                20060501                     75 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                      292000                1672.92                    360                     357                    6.5                      0                      0                   0.375                  6.875 Ontario                CA                                       91764 Single Family                          292000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 11.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GII                      G02                                                      212600                1173.73                    360                     359                   6.25                      0                      0                   0.375                  6.625 Culpeper               VA                                       22701 PUD                                    212600                20060601            79.62999725 No MI                                1.00E+17                    2.25               20110501                 11.625                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 WALN
GI                       G02                                                    58315.19                 413.35                    360                     358                   7.25                      0                      0                   0.375                  7.625 New Bloomfield         MO                                       65063 2-4 Family                              58400                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.625                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                    82319.99                 540.22                    360                     354                    7.5                      0                      0                   0.375                  7.875 Cocoa                  FL                                       32922 Single Family                           82320                20060101                     80 No MI                                1.00E+17                    2.25               20101201                 12.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20351201 AFL2
GI                       G02                                                      199920                1270.32                    360                     355                   7.25                      0                      0                   0.375                  7.625 Kissimmee              FL                                       34746 PUD                                    199920                20060201                     80 No MI                                1.00E+17                    2.25               20110101                 12.625                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360101 AFL2
GI                       G02                                                      209789                1464.15                    360                     359                      8                      0                      0                   0.375                  8.375 N LAS VEGAS            NV                                       89081 PUD                                    209789                20060601                     70 No MI                                1.00E+17                    2.25               20110501                 13.375                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      208000                1191.67                    360                     358                    6.5                      0                      0                   0.375                  6.875 ARDMORE                PA                                       19003 Single Family                          208000                20060501                     80 No MI                                1.00E+17                   2.375               20080401                 11.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      24 N                                    20360401 AFL2
GI                       G03                                                      191200                1195.00                    360                     359                  7.125                      0                      0                   0.375                    7.5 Las Vegas              NV                                       89109 Single Family                          191200                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   12.5                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      279600                1864.00                    360                     359                  7.625                      0                      0                   0.375                      8 PHOENIX                AZ                                       85048 PUD                                    279600                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     13                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G03                                                      216000                1327.50                    360                     358                      7                      0                      0                   0.375                  7.375 Las Vegas              NV                                       89145 Single Family                          216000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.375                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                   339720.44                2262.03                    360                     359                  6.625                      0                      0                   0.375                      7 S Plainfield           NJ                                        7080 Single Family                          340000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     12                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 WALN
GI                       G02                                                      480000                3100.00                    360                     358                  7.375                      0                      0                   0.375                   7.75 Los Angeles            CA                                       90022 2-4 Family                             480000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.75                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G01                                                   492928.85                2953.57                    360                     308                      5                      0                      0                   0.375                  5.375 OXFORD                 MI                                       48371 Single Family                          527450                20020301                     80 No MI                                                            2.75               20070201                 10.375                  1.875                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20320201 CALA
GI                       G01                                                    285721.8                1896.07                    360                     306                      6                      0                      0                   0.375                  6.375 GAITHERSBURG           MD                                       20878 Single Family                          303920                20020101                     80 No MI                                                            2.75               20081201                 11.375                  2.375                       2 First Lien                                    N                                            0 No_PP                                     360                      84 N                                    20311201 CALA
GII                      G01                                                      207950                 996.43                    360                     357                  5.375                      0                      0                   0.375                   5.75 Murrieta               CA                                       92562 Condominium                            207950                20060401            74.26999664 No MI                                                            2.25               20090301                  11.75                  2.375                       1 First Lien                                    Y                                          120 Prepay                                    360                      36 N                                    20360301 AFL2
GI                       G01                                                    31288.66                2108.29                    360                     307                      7                      0                      0                   0.375                  7.375 PLYMOUTH               MN                                       55446 Single Family                          305250                20020201                     75 No MI                                                            2.75               20090101                 12.375                  1.875                       2 First Lien                                    N                                            0 No_PP                                     360                      84 N                                    20320101 CALA
GI                       G01                                                   304416.85                2145.60                    360                     307                  6.625                      0                      0                   0.375                      7 MOUNTAIN SPR           NV                                       89124 Single Family                          322500                20020201                     75 No MI                                                            2.75               20090101                     12                  2.375                       2 First Lien                                    N                                            0 No_PP                                     360                      84 N                                    20320101 CALA
GII                      G03                                                      241600                1459.67                    360                     358                  6.875                      0                      0                   0.375                   7.25 Miramar                FL                                       33025 Single Family                          241600                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.25                  2.375                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 WALN
GI                       G02                                                       62300                 395.86                    360                     357                   7.25                      0                      0                   0.375                  7.625 Toledo                 OH                                       43620 2-4 Family                              62300                20060401                     70 No MI                                1.00E+17                    2.25               20110301                 12.625                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360301 AFL2
GI                       G02                                                      152696                1065.69                    360                     359                      8                      0                      0                   0.375                  8.375 San Antonio            TX                                       78258 PUD                                    152696                20060601                     75 No MI                                1.00E+17                    2.25               20110501                 13.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      123000                 781.56                    360                     358                   7.25                      0                      0                   0.375                  7.625 CAPITOL HGTS           MD                                       20743 PUD                                    123000                20060501                     75 No MI                                1.00E+17                    2.25               20110401                 12.625                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                      220000                1168.75                    360                     359                      6                      0                      0                   0.375                  6.375 MANASSAS               VA                                       20111 Single Family                          220000                20060601            59.45999908 No MI                                1.00E+17                    2.25               20110501                 12.375                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      201029                1298.31                    360                     358                  7.375                      0                      0                   0.375                   7.75 FLORENCE               AZ                                       85232 PUD                                    201029                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                    66625.83                 507.35                    360                     358                      8                      0                      0                   0.375                  8.375 Tulsa                  OK                                       74133 Single Family                           66750                20060501                     75 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                       86250                 592.97                    360                     359                  7.875                      0                      0                   0.375                   8.25 Lithonia               GA                                       30038 Single Family                           86250                20060601                     75 No MI                                1.00E+17                    2.25               20110501                  13.25                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      368000                2415.00                    360                     359                    7.5                      0                      0                   0.375                  7.875 El Cajon               CA                                       92020 Single Family                          368000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 WALN
GI                       G02                                                      146250                1005.47                    360                     358                  7.875                      0                      0                   0.375                   8.25 Orlando                FL                                       32808 Single Family                          146250                20060501                     75 No MI                                1.00E+17                    2.25               20110401                  13.25                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                      148800                 852.50                    360                     359                    6.5                      0                      0                   0.375                  6.875 Las Vegas              NV                                       89118 Condominium                            148800                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G02                                                      251150                1465.04                    360                     360                  6.625                      0                      0                   0.375                      7 LAS VEGAS              NV                                       89113 PUD                                    251150                20060701                     80 No MI                                1.00E+17                    2.25               20110601                     12                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GI                       G02                                                      244000                1677.50                    360                     358                  7.875                      0                      0                   0.375                   8.25 Idaho Springs          CO                                       80452 Single Family                          244000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  13.25                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      144650                 979.40                    360                     359                   7.75                      0                      0                   0.375                  8.125 CLARKSBURG             MD                                       20871 PUD                                    144650                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.125                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      244000                1626.67                    360                     358                  7.625                      0                      0                   0.375                      8 BRENTWOOD              MD                                       20722 Single Family                          244000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                     13                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G03                                                   649999.58                3859.37                    360                     358                   6.75                      0                      0                   0.375                  7.125 BRENTWOOD              CA                                       94513 Single Family                          650000                20060501            73.87000275 No MI                                1.00E+17                    2.25               20110401                 12.125                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G01                                                     1000000                6562.50                    360                     358                    7.5                      0                      0                   0.375                  7.875 PANAMA CITY            FL                                       32408 Single Family                         1000000                20060501            71.43000031 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      192000                1260.00                    360                     358                    7.5                      0                      0                   0.375                  7.875 Forked River           NJ                                        8731 Single Family                          192000                20060501                     80 No MI                                                            2.25               20110401                 13.875                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G03                                                      213150                1309.98                    360                     359                      7                      0                      0                   0.375                  7.375 Avondale               AZ                                       85323 PUD                                    213200                20060601                     80 No MI                                                            2.25               20110501                 12.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 WALN
GI                       G02                                                      256982                1793.52                    360                     358                      8                      0                      0                   0.375                  8.375 Buckeye                AZ                                       85326 Single Family                          256982                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G03                                                      180000                1106.25                    360                     359                      7                      0                      0                   0.375                  7.375 Phoenix                AZ                                       85027 Single Family                          180000                20060601                     75 No MI                                1.00E+17                    2.25               20110501                 12.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 WALN
GI                       G02                                                      108720                 747.45                    360                     358                  7.875                      0                      0                   0.375                   8.25 HAMPTON                GA                                       30228 Single Family                          108720                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  13.25                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                   124090.99                 933.45                    360                     358                  7.875                      0                      0                   0.375                   8.25 SIMPSONVILLE           SC                                       29680 Single Family                          124250                20060501                     70 No MI                                1.00E+17                    2.25               20110401                  13.25                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                      209863                1136.76                    360                     358                  6.125                      0                      0                   0.375                    6.5 Sarasota               FL                                       34233 Condominium                            209863                20060501                     80 No MI                                1.00E+17                    2.75               20110401                   12.5                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                      338700                1869.91                    360                     358                   6.25                      0                      0                   0.375                  6.625 Truckee                CA                                       96161 PUD                                    338800                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.625                  2.375                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      177198                1144.40                    360                     358                  7.375                      0                      0                   0.375                   7.75 UNION CITY             GA                                       30291 PUD                                    177198                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.75                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G03                                                   166749.99                1024.82                    360                     357                      7                      0                      0                   0.375                  7.375 MORROW                 OH                                       45152 Single Family                          166750                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 12.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GII                      G02                                                      131840                 769.07                    360                     359                  6.625                      0                      0                   0.375                      7 Rockledge              FL                                       32955 Condominium                            131840                20060601                     80 No MI                                                            2.25               20110501                     12                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 WALN
GI                       G02                                                      228000                1496.25                    360                     359                    7.5                      0                      0                   0.375                  7.875 Tucson                 AZ                                       85711 2-4 Family                             228000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                   113458.29                 863.44                    360                     358                      8                      0                      0                   0.375                  8.375 BLUM                   TX                                       76627 Single Family                          113600                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                      2                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      151900                 981.02                    360                     359                  7.375                      0                      0                   0.375                   7.75 AURORA                 CO                                       80012 Single Family                          151900                20060601            79.98999786 No MI                                1.00E+17                    2.25               20110501                  12.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G03                                                      575236                3295.62                    360                     358                    6.5                      0                      0                   0.375                  6.875 FONTANA                CA                                       92337 Single Family                          575236                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.875                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G03                                                   173590.25                 849.87                    360                     356                    5.5                      0                      0                   0.375                  5.875 Canton                 GA                                       30114 PUD                                    173592                20060301                     80 No MI                                1.00E+17                    2.25               20110201                 10.875                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360201 AFL2
GI                       G01                                                      439200                3065.25                    360                     358                      8                      0                      0                   0.375                  8.375 Chandler               AZ                                       85249 Single Family                          439200                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      191200                1354.33                    360                     359                  8.125                      0                      0                   0.375                    8.5 MIAMI                  FL                                       33177 Single Family                          191200                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   13.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                    60402.57                 443.81                    360                     358                  7.625                      0                      0                   0.375                      8 Lees Summit            MO                                       64063 PUD                                     60484                20060501                     75 No MI                                1.00E+17                    2.25               20110401                     13                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G03                                                      184000                1150.00                    360                     358                  7.125                      0                      0                   0.375                    7.5 Northglenn             CO                                       80233 Single Family                          184000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G03                                                      156550                 962.13                    360                     357                      7                      0                      0                   0.375                  7.375 College Park           MD                                       20740 Single Family                          156550                20060401            79.98999786 No MI                                1.00E+17                    2.25               20110301                 12.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GII                      G02                                                      224000                1283.33                    360                     359                    6.5                      0                      0                   0.375                  6.875 SOUTHWICK              MA                                        1077 Single Family                          224000                20060601            74.66999817 No MI                                1.00E+17                    2.25               20110501                 11.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G02                                                      194400                1093.50                    360                     358                  6.375                      0                      0                   0.375                   6.75 SALT LAKE CITY         UT                                       84115 2-4 Family                             194400                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  11.75                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G03                                                      512000                3093.33                    360                     358                  6.875                      0                      0                   0.375                   7.25 LATHROP                CA                                       95330 Single Family                          512000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.25                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      130400                 855.75                    360                     359                    7.5                      0                      0                   0.375                  7.875 BALTIMORE              MD                                       21215 2-4 Family                             130400                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                   238231.74                1707.93                    360                     359                  7.375                      0                      0                   0.375                   7.75 Littleton              CO                                       80127 PUD                                    238400                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.75                      2                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                    98267.52                 722.02                    360                     358                  7.625                      0                      0                   0.375                      8 HOUSTON                TX                                       77095 PUD                                     98400                20060501                     80 No MI                                1.00E+17                    2.25               20110401                     13                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                   252642.86                1921.47                    360                     359                      8                      0                      0                   0.375                  8.375 Wyandanch              NY                                       11798 Single Family                          252800                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.375                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 WALN
GII                      G02                                                      391992                2204.96                    360                     358                  6.375                      0                      0                   0.375                   6.75 Murrieta               CA                                       92563 Single Family                          391992                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.75                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G01                                                      504800                3260.17                    360                     359                  7.375                      0                      0                   0.375                   7.75 Orlando                FL                                       32814 PUD                                    504800                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G01                                                      647200                4247.25                    360                     359                    7.5                      0                      0                   0.375                  7.875 Roswell                GA                                       30075 Single Family                          647200                20060601            79.94999695 No MI                                1.00E+17                    2.25               20110501                 12.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 WALN
GI                       G03                                                    267399.6                1873.89                    360                     357                  7.125                      0                      0                   0.375                    7.5 Miami                  FL                                       33169 Single Family                          268000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                   13.5                  1.875                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360301 AFL2
GII                      G02                                                      248700                1424.84                    360                     359                    6.5                      0                      0                   0.375                  6.875 Mesa                   AZ                                       85203 Single Family                          248700                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 WALN
GI                       G02                                                       72000                 502.50                    360                     359                      8                      0                      0                   0.375                  8.375 STONE MOUNTAIN         GA                                       30083 Single Family                           72000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G02                                                      154960                 903.94                    360                     358                  6.625                      0                      0                   0.375                      7 Lake Stevens           WA                                       98258 PUD                                    154960                20060501                     80 No MI                                1.00E+17                    2.25               20110401                     12                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 WALN
GI                       G03                                                      416000                2556.67                    360                     358                      7                      0                      0                   0.375                  7.375 El Cajon               CA                                       92021 Single Family                          416000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G03                                                      204000                1190.00                    360                     359                  6.625                      0                      0                   0.375                      7 Miami                  FL                                       33150 2-4 Family                             204000                20060601                     80 No MI                                1.00E+17                    2.75               20110501                     13                      2                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G02                                                      152000                 886.67                    360                     358                  6.625                      0                      0                   0.375                      7 Phoenix                AZ                                       85033 Single Family                          152000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                     12                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                    67424.85                 456.52                    360                     358                   7.75                      0                      0                   0.375                  8.125 Fort Worth             TX                                       76106 Single Family                           67425                20060501                     75 No MI                                1.00E+17                    2.25               20110401                 13.125                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                      280000                1633.33                    360                     357                  6.625                      0                      0                   0.375                      7 CHANTILLY              VA                                       20151 Condominium                            280000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                     12                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GII                      G02                                                      160000                 933.33                    360                     359                  6.625                      0                      0                   0.375                      7 Spring Hill            TN                                       37174 Single Family                          160000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     12                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      260000                1706.25                    360                     358                    7.5                      0                      0                   0.375                  7.875 DESERT HOT SPRINGS     CA                                       92240 Single Family                          260000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G01                                                      650000                4265.63                    360                     358                    7.5                      0                      0                   0.375                  7.875 CYPRESS                CA                                       90630 Single Family                          650000                20060501            77.37999725 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 WALN
GI                       G02                                                      260400                1681.75                    360                     354                  7.375                      0                      0                   0.375                   7.75 Phoenix                AZ                                       85013 Single Family                          260400                20060101            69.44000244 No MI                                1.00E+17                    2.25               20101201                  12.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20351201 AFL2
GI                       G03                                                      424000                2605.83                    360                     358                      7                      0                      0                   0.375                  7.375 CORONA AREA            CA                                       92880 Single Family                          424000                20060501            79.90000153 No MI                                1.00E+17                    2.25               20110401                 12.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G01                                                      112000                 676.67                    360                     360                  6.875                      0                      0                   0.375                   7.25 DENVER                 CO                                       80031 Single Family                          112000                20060701                     70 No MI                                1.00E+17                    2.25               20110601                  12.25                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GI                       G02                                                      272000                1785.00                    360                     359                    7.5                      0                      0                   0.375                  7.875 SILVER SPRING          MD                                       20901 Condominium                            272000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.875                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G03                                                      505999                3004.37                    360                     357                   6.75                      0                      0                   0.375                  7.125 MOUNTAIN HOUSE         CA                                       95391 PUD                                    505999                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 12.125                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G01                                                      528732                3690.11                    360                     360                      8                      0                      0                   0.375                  8.375 Phoenix                AZ                                       85085 PUD                                    528732                20060701                     80 No MI                                1.00E+17                    2.25               20110601                 13.375                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360601 AFL2
GII                      G02                                                   131418.03                 865.52                    360                     357                    6.5                      0                      0                   0.375                  6.875 NOVI                   MI                                       48377 Condominium                            131752                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 11.875                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360301 AFL2
GII                      G02                                                      145124                 846.56                    360                     358                  6.625                      0                      0                   0.375                      7 LAS VEGAS              NV                                       89131 Condominium                            145124                20060501                     80 No MI                                1.00E+17                    2.25               20110401                     12                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G03                                                      180000                 843.75                    360                     351                   5.25                      0                      0                   0.375                  5.625 Newnan                 GA                                       30265 PUD                                    180000                20051001            78.26000214 No MI                                1.00E+17                    2.25               20100901                 10.625                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20350901 AFL2
GII                      G03                                                    99445.41                 670.52                    360                     359                   6.75                      0                      0                   0.375                  7.125 Elgin                  SC                                       29045 Single Family                           99525                20060601                     75 No MI                                1.00E+17                    2.25               20110501                 12.125                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G02                                                   219999.99                1283.33                    360                     359                  6.625                      0                      0                   0.375                      7 North Las Vegas        NV                                       89086 PUD                                    220000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     12                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                    57996.49                 386.64                    360                     359                  7.625                      0                      0                   0.375                      8 BALTIMORE              MD                                       21226 Townhouse                               58000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     13                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      107200                 603.00                    360                     358                    6.5                      0                      0                    0.25                   6.75 Seattle                WA                                       98133 Condominium                            107200                20060501                     80 No MI                                1.00E+17                    2.25               20130401                  11.75                  1.875                       2 First Lien                                    Y                                           84 Prepay                                    360                      84 N                                    20360401 AFL2
GI                       G01                                                      216000                1327.50                    360                     359                      7                      0                      0                   0.375                  7.375 LANCASTER              CA                                       93535 Single Family                          216000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.375                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G03                                                      300613                1816.20                    360                     359                  6.875                      0                      0                   0.375                   7.25 N LAS VEGAS            NV                                       89081 PUD                                    300613                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.25                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      240000                1845.39                    360                     360                  8.125                      0                      0                   0.375                    8.5 Tulsa                  OK                                       74136 Single Family                          240000                20060701                     80 No MI                                1.00E+17                    2.25               20110601                   13.5                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360601 AFL2
GII                      G03                                                      293800                1622.02                    360                     359                   6.25                      0                      0                   0.375                  6.625 Manassas Park          VA                                       20111 Condominium                            293800                20060601                     80 No MI                                1.00E+17                    2.75               20110501                 12.625                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G03                                                      265660                1494.34                    360                     359                  6.375                      0                      0                   0.375                   6.75 Washington             DC                                       20032 Townhouse                              265660                20060601                     80 No MI                                1.00E+17                    2.75               20110501                  12.75                  2.375                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                   223791.93                1604.41                    360                     359                  7.375                      0                      0                   0.375                   7.75 Gresham                OR                                       97080 Single Family                          223950                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.75                  2.375                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G03                                                      480000                2750.00                    360                     359                  6.625                      0                      0                    0.25                  6.875 San Leandro            CA                                       94577 Single Family                          480000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.875                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G03                                                      520000                2925.00                    360                     352                  6.375                      0                      0                   0.375                   6.75 HARDWICK               NJ                                        7825 Single Family                          520000                20051101                     80 No MI                  M10035300508310025                           5               20101001                  11.75                  2.375                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20351001 ALT1
GII                      G03                                                      235242                1347.74                    360                     359                    6.5                      0                      0                   0.375                  6.875 North Las Vegas        NV                                       89081 PUD                                    235242                20060601                     80 No MI                                1.00E+17                    2.75               20110501                 12.875                  4.625                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G01                                                      139992                 904.12                    360                     359                  7.375                      0                      0                   0.375                   7.75 Lake Mary              FL                                       32746 Condominium                            139992                20060601                     80 No MI                                1.00E+17                    2.75               20110501                  12.75                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G02                                                      230539                1344.81                    360                     359                  6.625                      0                      0                   0.375                      7 Highlands Ranch        CO                                       80129 Condominium                            230539                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     12                  2.375                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G02                                                      257800                1450.13                    360                     359                  6.375                      0                      0                   0.375                   6.75 S JORDAN               UT                                       84095 Single Family                          257800                20060601            76.95999908 No MI                                1.00E+17                    2.25               20110501                  11.75                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      399150                2619.42                    360                     358                    7.5                      0                      0                   0.375                  7.875 GAINESVILLE            VA                                       20155 PUD                                    399150                20060501            79.98999786 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      230107                1486.11                    360                     358                  7.375                      0                      0                   0.375                   7.75 BOWIE                  MD                                       20721 Condominium                            230107                20060501                     80 No MI                                                            2.25               20110401                  12.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G01                                                      631290                4142.84                    360                     358                    7.5                      0                      0                   0.375                  7.875 GLENN DALE             MD                                       20769 PUD                                    631290                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G01                                                      480200                3301.38                    360                     360                  7.875                      0                      0                   0.375                   8.25 LOVETTSVILLE           VA                                       20180 Single Family                          480200                20060701            79.98999786 No MI                                1.00E+17                    2.25               20110601                  13.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GII                      G03                                                   181015.13                1220.51                    360                     359                   6.75                      0                      0                   0.375                  7.125 Sedalia                CO                                       80135 Single Family                          181160                20060601                     70 No MI                                1.00E+17                    2.25               20110501                 12.125                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G01                                                      113600                 721.83                    360                     360                   7.25                      0                      0                   0.375                  7.625 NORCROSS               GA                                       30093 Single Family                          113600                20060701                     80 No MI                                1.00E+17                    2.25               20110601                 12.625                  2.375                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GI                       G03                                                       98028                 612.68                    360                     358                  7.125                      0                      0                   0.375                    7.5 ROCKWALL               TX                                       75032 Single Family                           98028                20060501                     75 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G01                                                      137000                 756.35                    360                     359                   6.25                      0                      0                   0.375                  6.625 RIVERSIDE              CA                                       92509 Single Family                          137000                20060601            45.66999817 No MI                                1.00E+17                    2.25               20090501                 12.625                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      36 N                                    20360501 AFL2
GI                       G02                                                   100639.99                 639.48                    360                     359                   7.25                      0                      0                   0.375                  7.625 LILBURN                GA                                       30047 Single Family                          100640                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.625                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      113344                 743.82                    360                     358                    7.5                      0                      0                   0.375                  7.875 Canal Winchester       OH                                       43110 PUD                                    113344                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G01                                                      255920                1652.82                    360                     359                  7.375                      0                      0                   0.375                   7.75 HELENA                 AL                                       35080 Single Family                          255920                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.75                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G03                                                      308000                1925.00                    360                     358                  7.125                      0                      0                   0.375                    7.5 Passaic                NJ                                        7055 2-4 Family                             308000                20060501                     70 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      180000                1162.50                    360                     359                  7.375                      0                      0                   0.375                   7.75 Phoenix                AZ                                       85027 Single Family                          180000                20060601                     75 No MI                                1.00E+17                    2.25               20110501                  12.75                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G03                                                      146400                 869.25                    360                     358                   6.75                      0                      0                   0.375                  7.125 TAMPA                  FL                                       33647 Townhouse                              146400                20060501            79.87000275 No MI                                1.00E+17                    2.25               20110401                 12.125                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      185200                1196.08                    360                     359                  7.375                      0                      0                   0.375                   7.75 Surprise               AZ                                       85379 PUD                                    185200                20060601            64.98000336 No MI                                1.00E+17                    2.25               20110501                  12.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G02                                                      199814                1144.77                    360                     355                    6.5                      0                      0                   0.375                  6.875 Orlando                FL                                       32829 PUD                                    199920                20060201                     80 No MI                                1.00E+17                    2.25               20110101                 11.875                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360101 AFL2
GII                      G03                                                      262500                1585.94                    360                     358                  6.875                      0                      0                   0.375                   7.25 Bluffton               SC                                       29910 Single Family                          262500                20060501                     70 No MI                                1.00E+17                    2.25               20110401                  12.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                      189840                1087.63                    360                     355                    6.5                      0                      0                   0.375                  6.875 North Port             FL                                       34286 Single Family                          189840                20060201                     80 No MI                                1.00E+17                    2.25               20110101                 11.875                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360101 AFL2
GI                       G02                                                      191992                1339.94                    360                     359                      8                      0                      0                   0.375                  8.375 QUEEN CREEK            AZ                                       85242 PUD                                    191992                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G03                                                      216000                1350.00                    360                     359                  7.125                      0                      0                   0.375                    7.5 Paterson               NJ                                        7514 Single Family                          216000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   12.5                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G02                                                      252000                1470.00                    360                     359                  6.625                      0                      0                   0.375                      7 Las Vegas              NV                                       89121 Single Family                          252000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     12                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G01                                                      102240                 670.95                    360                     359                    7.5                      0                      0                   0.375                  7.875 LITHONIA               GA                                       30058 PUD                                    102240                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G03                                                      356000                2113.75                    360                     359                   6.75                      0                      0                   0.375                  7.125 Sylmar                 CA                                       91342 Single Family                          356000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.125                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G02                                                      335000                1954.17                    360                     359                  6.625                      0                      0                   0.375                      7 Glendora               CA                                       91740 Single Family                          335000                20060601            61.47000122 No MI                                1.00E+17                    2.25               20110501                     12                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      110250                 746.48                    360                     358                   7.75                      0                      0                   0.375                  8.125 Plano                  TX                                       75023 Single Family                          110250                20060501                     75 No MI                                1.00E+17                    2.25               20110401                 13.125                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G01                                                      572000                3694.17                    360                     359                  7.375                      0                      0                   0.375                   7.75 MANALAPAN              NJ                                        7726 Single Family                          572000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.75                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      337500                2390.62                    360                     359                  8.125                      0                      0                   0.375                    8.5 Las Vegas              NV                                       89147 PUD                                    337500                20060601                     75 No MI                                1.00E+17                    2.25               20110501                   13.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      211284                1452.58                    360                     358                  7.875                      0                      0                   0.375                   8.25 Hugo                   MN                                       55038 PUD                                    211284                20060501                     70 No MI                                                            2.25               20110401                  13.25                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                       85400                 498.17                    360                     359                  6.625                      0                      0                   0.375                      7 MCDONOUGH              GA                                       30253 PUD                                     85400                20060601            77.29000092 No MI                                1.00E+17                    2.25               20110501                     12                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      320000                2100.00                    360                     358                    7.5                      0                      0                   0.375                  7.875 Miami                  FL                                       33186 Single Family                          320000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      239200                1644.50                    360                     359                  7.875                      0                      0                   0.375                   8.25 MALABAR                FL                                       32950 Single Family                          239200                20060601                     80 No MI                                1.00E+17                    2.25               20130501                  13.25                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      84 N                                    20360501 AFL2
GI                       G02                                                   359876.63                2335.87                    360                     359                      7                      0                      0                   0.375                  7.375 Elizabeth              NJ                                        7208 Single Family                          360000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.375                  1.875                       1 First Lien                                    N                                            0 No_PP                                     480                      60 N                                    20360501 AFL2
GII                      G02                                                      232000                1329.17                    360                     360                    6.5                      0                      0                   0.375                  6.875 HENDERSON              NV                                       89074 PUD                                    232000                20060701                     80 No MI                                1.00E+17                    2.25               20110601                 11.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GII                      G02                                                      183200                1011.42                    360                     360                   6.25                      0                      0                   0.375                  6.625 Denver                 CO                                       80205 Condominium                            183200                20060701                     80 No MI                                1.00E+17                    2.25               20110601                 11.625                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GII                      G03                                                       95750                 568.52                    360                     359                   6.75                      0                      0                   0.375                  7.125 Woodinville            WA                                       98072 Condominium                             95750                20060601            74.98000336 No MI                                1.00E+17                    2.25               20110501                 12.125                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G03                                                   558257.71                3673.55                    360                     358                    6.5                      0                      0                   0.375                  6.875 FAIRFIELD              CA                                       94534 Single Family                          559200                20060501                     80 No MI                                                            2.25               20110401                 11.875                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      204000                1445.00                    360                     359                  8.125                      0                      0                   0.375                    8.5 Vail                   AZ                                       85641 PUD                                    204000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   13.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G03                                                   118794.54                 821.11                    360                     359                      7                      0                      0                   0.375                  7.375 Byron                  IL                                       61010 Single Family                          118885                20060601                     65 No MI                                1.00E+17                    2.25               20110501                 12.375                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      288000                1860.00                    360                     358                  7.375                      0                      0                   0.375                   7.75 Orlando                FL                                       32817 Single Family                          288000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      359900                2511.80                    360                     359                      8                      0                      0                   0.375                  8.375 Chicago                IL                                       60624 2-4 Family                             359900                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.375                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      150500                1034.69                    360                     359                  7.875                      0                      0                   0.375                   8.25 Queen Creek            AZ                                       85242 PUD                                    150500                20060601                     70 No MI                                1.00E+17                    2.25               20110501                  13.25                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                    243823.4                1727.02                    360                     359                   7.25                      0                      0                   0.375                  7.625 Frederick              MD                                       21702 PUD                                    244000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.625                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      267200                1697.83                    360                     359                   7.25                      0                      0                   0.375                  7.625 BLADENSBURG            MD                                       20710 Single Family                          267200                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.625                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      304000                2121.67                    360                     359                      8                      0                      0                   0.375                  8.375 Elizabeth              NJ                                        7206 2-4 Family                             304000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.375                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G03                                                      460000                2635.42                    360                     358                    6.5                      0                      0                   0.375                  6.875 Destin                 FL                                       32550 Single Family                          460000                20060501            38.33000183 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G03                                                      101800                 604.44                    360                     360                   6.75                      0                      0                   0.375                  7.125 ATLANTA                GA                                       30305 Condominium                            101800                20060701            79.97000122 No MI                                1.00E+17                    2.25               20110601                 12.125                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GI                       G02                                                   169488.15                1289.84                    360                     358                      8                      0                      0                   0.375                  8.375 LOCKPORT               IL                                       60441 Condominium                            169700                20060501            75.20999908 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G03                                                      560000                3500.00                    360                     360                  7.125                      0                      0                   0.375                    7.5 Jupiter                FL                                       33458 PUD                                    560000                20060701            74.97000122 No MI                                1.00E+17                    2.25               20110601                   12.5                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GI                       G03                                                      188000                1175.00                    360                     358                  7.125                      0                      0                   0.375                    7.5 Tampa                  FL                                       33604 Single Family                          188000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                    94196.19                 700.32                    360                     358                   7.75                      0                      0                   0.375                  8.125 Atlanta                GA                                       30331 Condominium                             94320                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.125                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G03                                                    76813.53                 517.92                    360                     359                   6.75                      0                      0                   0.375                  7.125 ROUND ROCK             TX                                       78681 Single Family                           76875                20060601                     75 No MI                                1.00E+17                    2.25               20110501                 12.125                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                   261639.98                1826.03                    360                     358                      8                      0                      0                   0.375                  8.375 Wesley Chapel          FL                                       33544 PUD                                    261640                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                   107868.68                 830.43                    360                     358                  8.125                      0                      0                   0.375                    8.5 ROANOKE                VA                                       24012 Single Family                          108000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   13.5                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                    79948.99                 601.01                    360                     359                  7.875                      0                      0                   0.375                   8.25 Fishers                IN                                       46038 Single Family                           80000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  13.25                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                       71151                 516.25                    360                     359                    7.5                      0                      0                   0.375                  7.875 Stone Mountain         GA                                       30088 Single Family                           71200                20060601            79.63999939 No MI                                1.00E+17                    2.25               20110501                 12.875                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                     67953.2                 493.05                    360                     359                    7.5                      0                      0                   0.375                  7.875 EL PASO                TX                                       79924 Single Family                           68000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.875                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                       91500                 638.59                    360                     358                      8                      0                      0                   0.375                  8.375 Ypsilanti              MI                                       48197 Single Family                           91500                20060501                     75 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G03                                                   159878.25                1105.08                    360                     359                      7                      0                      0                   0.375                  7.375 SPRING                 TX                                       77379 PUD                                    160000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.375                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                   117453.31                 893.84                    360                     358                      8                      0                      0                   0.375                  8.375 LOGANVILLE             GA                                       30052 PUD                                    117600                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G03                                                      343900                2041.91                    360                     358                   6.75                      0                      0                   0.375                  7.125 MANAHAWKIN             NJ                                        8050 Single Family                          343900                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.125                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 WALN
GI                       G02                                                      287356                1436.78                    360                     358                  5.625                      0                      0                   0.375                      6 Atlanta                GA                                       30325 Single Family                          287356                20060501                     80 No MI                                1.00E+17                   2.375               20080401                     11                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      24 N                                    20360401 AFL2
GI                       G02                                                       90000                 628.13                    360                     358                      8                      0                      0                   0.375                  8.375 Hallandale             FL                                       33009 Condominium                             90000                20060501                     75 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      171150                1087.52                    360                     358                   7.25                      0                      0                   0.375                  7.625 PORTLAND               OR                                       97217 Single Family                          171150                20060501                     70 No MI                                1.00E+17                    2.25               20110401                 12.625                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G03                                                      192500                1142.97                    360                     358                   6.75                      0                      0                   0.375                  7.125 Riverside              CA                                       92501 Single Family                          192500                20060501                     70 No MI                                1.00E+17                    2.25               20110401                 12.125                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                      308500                1767.45                    360                     359                    6.5                      0                      0                   0.375                  6.875 GILBERT                AZ                                       85296 Single Family                          308500                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.875                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      146720                 947.57                    360                     359                  7.375                      0                      0                   0.375                   7.75 San Antonio            TX                                       78254 Single Family                          146720                20060601                     70 No MI                                1.00E+17                    2.25               20110501                  12.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G01                                                      680000                4816.67                    360                     360                  8.125                      0                      0                   0.375                    8.5 Myrtle Beach           SC                                       29588 Single Family                          680000                20060701                     80 No MI                                1.00E+17                    2.25               20110601                   13.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GII                      G02                                                    77201.42                 426.22                    360                     359                   6.25                      0                      0                   0.375                  6.625 SHELBYVILLE            KY                                       40065 Single Family                           77630                20060601                     70 No MI                                1.00E+17                    2.25               20110501                 11.625                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G03                                                      164800                1030.00                    360                     359                  7.125                      0                      0                   0.375                    7.5 Charleston             SC                                       29403 Single Family                          164800                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   12.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G02                                                      226800                1299.38                    360                     359                    6.5                      0                      0                   0.375                  6.875 SEATTLE                WA                                       98108 Townhouse                              226800                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      209447                1461.77                    360                     358                      8                      0                      0                   0.375                  8.375 Stuart                 FL                                       34997 PUD                                    209447                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 14.375                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                      335106                1919.88                    360                     358                    6.5                      0                      0                   0.375                  6.875 Palm Beach Gardens     FL                                       33418 Condominium                            335106                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                   208661.63                1130.25                    360                     357                  6.125                      0                      0                   0.375                    6.5 TAMARAC                FL                                       33321 PUD                                    208800                20060401                     80 No MI                                1.00E+17                    2.25               20110301                   12.5                  4.625                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GII                      G02                                                      135000                 787.50                    360                     359                  6.625                      0                      0                   0.375                      7 Albuquerque            NM                                       87114 PUD                                    135000                20060601                     75 No MI                                1.00E+17                    2.25               20110501                     12                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G03                                                      192000                1160.00                    360                     358                  6.875                      0                      0                   0.375                   7.25 Hallandale             FL                                       33009 Single Family                          192000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.25                      2                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                      167000                 956.77                    360                     359                    6.5                      0                      0                   0.375                  6.875 TOLLESON               AZ                                       85353 Single Family                          167000                20060601            64.98000336 No MI                                1.00E+17                    2.25               20110501                 11.875                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      252000                1653.75                    360                     359                    7.5                      0                      0                   0.375                  7.875 Sacramento             CA                                       95827 Single Family                          252000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.875                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G03                                                      302400                1795.50                    360                     359                   6.75                      0                      0                   0.375                  7.125 WOODBRIDGE             VA                                       22191 Townhouse                              302400                20060601                     72 No MI                                1.00E+17                    2.25               20110501                 12.125                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G03                                                      276000                1638.75                    360                     359                   6.75                      0                      0                   0.375                  7.125 Hidden Valley Lake     CA                                       95467 PUD                                    276000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.125                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G02                                                      212000                1236.67                    360                     359                  6.625                      0                      0                   0.375                      7 Auburn                 WA                                       98092 Single Family                          212000                20060601            79.69999695 No MI                                1.00E+17                    2.25               20110501                     12                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G03                                                   269053.84                1818.54                    360                     356                   6.75                      0                      0                   0.375                  7.125 North Bay Village      FL                                       33141 Condominium                            269925                20060301                     75 No MI                                1.00E+17                    2.25               20110201                 12.125                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360201 AFL2
GI                       G01                                                   359742.11                2435.75                    360                     355                   7.75                      0                      0                   0.375                  8.125 Cape Coral             FL                                       33904 Single Family                          370000                20060201                  63.25 No MI                                1.00E+17                    2.25               20110101                 13.125                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360101 AFL2
GI                       G02                                                   115835.73                 831.04                    360                     358                  7.375                      0                      0                   0.375                   7.75 East Point             GA                                       30344 Single Family                          116000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.75                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      150400                 955.67                    360                     358                   7.25                      0                      0                   0.375                  7.625 Watervliet             MI                                       49098 Single Family                          150400                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.625                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      170650                1102.11                    360                     359                  7.375                      0                      0                   0.375                   7.75 Suwanee                GA                                       30024 Single Family                          170650                20060601                     80 No MI                                1.00E+16                    2.25               20110501                  12.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                   227430.28                1672.98                    360                     358                  7.625                      0                      0                   0.375                      8 Albemarle              NC                                       28001 Single Family                          228000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                     13                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      364000                2388.75                    360                     359                    7.5                      0                      0                   0.375                  7.875 Norwalk                CA                                       90650 Single Family                          364000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.875                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G01                                                     1015000                6766.67                    360                     360                  7.625                      0                      0                   0.375                      8 San Francisco          CA                                       94131 2-4 Family                            1015000                20060701            74.36000061 No MI                                1.00E+17                    2.25               20110601                     13                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GI                       G03                                                      121600                 760.00                    360                     359                  7.125                      0                      0                   0.375                    7.5 DENVER                 CO                                       80219 Single Family                          121600                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   12.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      127592                 877.20                    360                     358                  7.875                      0                      0                   0.375                   8.25 Atlanta                GA                                       30349 PUD                                    127592                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  13.25                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      252000                1627.50                    360                     359                  7.375                      0                      0                   0.375                   7.75 FREDERICKSBURG         VA                                       22407 Single Family                          252000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.75                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G03                                                      192000                1140.00                    360                     358                   6.75                      0                      0                   0.375                  7.125 North Miami Beach      FL                                       33179 Single Family                          192000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.125                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      287200                1854.83                    360                     359                  7.375                      0                      0                   0.375                   7.75 Frederick              MD                                       21701 Townhouse                              287200                20060601                     80 No MI                                1.00E+17                   5.289               20110501                  13.75                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G03                                                   111287.99                 660.77                    360                     358                   6.75                      0                      0                   0.375                  7.125 Port Saint Lucie       FL                                       34952 Single Family                          112500                20060501            39.20000076 No MI                                1.00E+17                    2.25               20110401                 12.125                  4.914                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                   254830.81                1678.08                    360                     358                  7.125                      0                      0                   0.375                    7.5 Hacienda Heights       CA                                       91745 Single Family                          255000                20060501            48.11000061 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       1 First Lien                                    N                                            0 Prepay                                    480                      60 N                                    20360401 AFL2
GI                       G02                                                       55600                 370.67                    360                     359                  7.625                      0                      0                   0.375                      8 Belen                  NM                                       87002 Single Family                           55600                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     13                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G02                                                      142392                 830.62                    360                     356                  6.625                      0                      0                   0.375                      7 Orlando                FL                                       32822 Condominium                            142392                20060301                     80 No MI                                1.00E+17                    2.25               20110201                     12                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360201 AFL2
GII                      G02                                                      400000                2250.00                    360                     354                  6.375                      0                      0                   0.375                   6.75 Denver                 CO                                       80237 PUD                                    400000                20060101                     64 No MI                                1.00E+17                    2.25               20101201                  11.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20351201 AFL2
GI                       G02                                                       56250                 357.42                    360                     358                   7.25                      0                      0                   0.375                  7.625 Houston                TX                                       77084 PUD                                     56250                20060501                     75 No MI                                1.00E+17                    2.25               20110401                 12.625                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      148800                 976.50                    360                     359                    7.5                      0                      0                   0.375                  7.875 Aurora                 CO                                       80011 Single Family                          148800                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G02                                                   178373.16                1021.93                    360                     358                    6.5                      0                      0                   0.375                  6.875 Lehigh Acres           FL                                       33972 Single Family                          178875                20060501                     75 No MI                                                            2.25               20110401                 11.875                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G01                                                      508556                3284.42                    360                     359                  7.375                      0                      0                   0.375                   7.75 North Las Vegas        NV                                       89084 PUD                                    508556                20060601            79.91999817 No MI                                1.00E+17                    2.25               20110501                  12.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      200400                1294.25                    360                     358                  7.375                      0                      0                   0.375                   7.75 Pleasant Grove         AL                                       35127 Single Family                          200400                20060501                     80 No MI                                                            2.75               20110401                  12.75                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      255000                1646.87                    360                     355                  7.375                      0                      0                   0.375                   7.75 Farmington             UT                                       84025 Single Family                          255000                20060201                     75 No MI                                1.00E+17                    2.25               20110101                  13.75                  2.375                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360101 AFL2
GII                      G02                                                      279016                1540.40                    360                     358                   6.25                      0                      0                   0.375                  6.625 Suitland               MD                                       20746 Townhouse                              279016                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.625                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G03                                                      189150                1162.48                    360                     360                      7                      0                      0                   0.375                  7.375 LAS VEGAS              NV                                       89149 PUD                                    189150                20060701            79.98999786 No MI                                1.00E+17                    2.25               20110601                 12.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GII                      G03                                                      337500                2039.06                    360                     358                  6.875                      0                      0                   0.375                   7.25 Hilton Head Island     SC                                       29926 Condominium                            337500                20060501                     75 No MI                                1.00E+17                    2.25               20110401                  13.25                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                      137600                 802.67                    360                     359                  6.625                      0                      0                   0.375                      7 MIDVALE                UT                                       84047 Single Family                          137600                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     12                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      217500                1427.34                    360                     360                    7.5                      0                      0                   0.375                  7.875 Auburn                 WA                                       98001 Single Family                          217500                20060701                     75 No MI                                1.00E+17                    2.25               20110601                 12.875                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360601 AFL2
GI                       G03                                                      291700                1823.13                    360                     359                  7.125                      0                      0                   0.375                    7.5 Macungie               PA                                       18062 Single Family                          291700                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   12.5                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G03                                                   259486.44                1594.76                    360                     356                      7                      0                      0                   0.375                  7.375 ORLANDO                FL                                       32835 Condominium                            259488                20060301                     80 No MI                                1.00E+17                    2.25               20110201                 12.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360201 AFL2
GI                       G01                                                      476400                3126.38                    360                     358                    7.5                      0                      0                   0.375                  7.875 MOUNTAIN HOUSE         CA                                       95391 PUD                                    476400                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      267210                1697.90                    360                     358                   7.25                      0                      0                   0.375                  7.625 SARASOTA               FL                                       34232 PUD                                    267210                20060501                     90 GE Capital MI                        1.00E+17                    2.25               20110401                 12.625                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G03                                                      561317                3274.35                    360                     358                  6.625                      0                      0                   0.375                      7 Oxnard                 CA                                       93035 Single Family                          561317                20060501                     80 No MI                                1.00E+17                    2.25               20110401                     12                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                      120000                 700.00                    360                     358                  6.625                      0                      0                   0.375                      7 BROOKLYN PARK          MN                                       55445 Condominium                            120000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                     12                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                      372000                2092.50                    360                     358                  6.375                      0                      0                   0.375                   6.75 Los Angeles            CA                                       90062 Single Family                          372000                20060501                     80 No MI                                                            2.25               20110401                  11.75                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 WALN
GII                      G03                                                      399200                2370.25                    360                     357                   6.75                      0                      0                   0.375                  7.125 WINCHESTER             VA                                       22601 PUD                                    399200                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 12.125                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G02                                                      352000                2383.33                    360                     358                   7.75                      0                      0                   0.375                  8.125 Henderson              NV                                       89052 Single Family                          352000                20060501                     80 No MI                                                            2.25               20110401                 13.125                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 WALN
GI                       G02                                                    63110.49                 452.78                    360                     358                  7.375                      0                      0                   0.375                   7.75 Saint Joseph           MO                                       64501 Single Family                           63200                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.75                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 WALN
GI                       G02                                                      152000                 981.67                    360                     360                  7.375                      0                      0                   0.375                   7.75 Littleton              CO                                       80124 Single Family                          152000                20060701                     80 No MI                                1.00E+17                    2.25               20110601                  12.75                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GI                       G02                                                      148000                 986.67                    360                     359                  7.625                      0                      0                   0.375                      8 DENVER                 CO                                       80203 Condominium                            148000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     13                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G02                                                      357586                2085.92                    360                     359                  6.625                      0                      0                   0.375                      7 La Puente              CA                                       91744 Single Family                          357600                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     12                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 WALN
GI                       G02                                                      283500                2055.57                    360                     360                    7.5                      0                      0                   0.375                  7.875 WEST PALM BEACH        FL                                       33417 2-4 Family                             283500                20060701                     70 No MI                                1.00E+17                    2.25               20110601                 12.875                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360601 AFL2
GI                       G03                                                      206300                1267.89                    360                     360                      7                      0                      0                   0.375                  7.375 ADELANTO               CA                                       92301 Single Family                          206300                20060701            79.98999786 No MI                                1.00E+17                    2.25               20110601                 12.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GI                       G01                                                      280000                1604.17                    360                     359                    6.5                      0                      0                   0.375                  6.875 Van Nuys               CA                                       91411 Condominium                            280000                20060601                     80 No MI                                1.00E+17                    2.75               20110501                 12.875                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      204400                1213.62                    360                     358                   6.75                      0                      0                   0.375                  7.125 N LAS VEGAS            NV                                       89031 PUD                                    204400                20060501                     80 No MI                                1.00E+17                    2.25               20130401                 13.125                  2.375                       2 First Lien                                    Y                                          120 Prepay                                    360                      84 N                                    20360401 AFL2
GI                       G03                                                      301600                1885.00                    360                     359                  7.125                      0                      0                   0.375                    7.5 SANTA FE               NM                                       87507 Single Family                          301600                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   12.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G01                                                      936000                5947.50                    360                     356                   7.25                      0                      0                   0.375                  7.625 Fort Lauderdale        FL                                       33304 Condominium                            936000                20060301                     65 No MI                                1.00E+17                    2.25               20110201                 12.625                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360201 AFL2
GI                       G03                                                      340000                2125.00                    360                     359                  7.125                      0                      0                   0.375                    7.5 LOCUST GROVE           GA                                       30248 Single Family                          340000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   12.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      395600                2760.96                    360                     359                      8                      0                      0                   0.375                  8.375 BIG LAKE               MN                                       55309 Single Family                          395600                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.375                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      162400                1065.75                    360                     359                    7.5                      0                      0                   0.375                  7.875 Mesa                   AZ                                       85208 Single Family                          162400                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G03                                                   191154.44                1321.26                    360                     359                      7                      0                      0                   0.375                  7.375 PHOENIX                AZ                                       85043 PUD                                    191300                20060601            79.95999908 No MI                                1.00E+17                    2.25               20110501                 12.375                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                       54800                 376.75                    360                     359                  7.875                      0                      0                   0.375                   8.25 CENTER LINE            MI                                       48015 Single Family                           54800                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  13.25                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      285000                2018.75                    360                     359                  8.125                      0                      0                   0.375                    8.5 Madera                 CA                                       93638 Single Family                          285000                20060601                     75 No MI                                1.00E+17                    2.25               20110501                   13.5                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G02                                                      127712                 718.38                    360                     356                  6.375                      0                      0                   0.375                   6.75 ATLANTA                GA                                       30331 PUD                                    127712                20060301                     80 No MI                                1.00E+17                    2.25               20110201                  11.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360201 AFL2
GII                      G02                                                   247599.99                1418.54                    360                     356                    6.5                      0                      0                   0.375                  6.875 SARASOTA               FL                                       34232 PUD                                    247600                20060301                     80 No MI                                1.00E+17                    2.25               20110201                 11.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360201 AFL2
GI                       G01                                                      112000                 735.00                    360                     360                    7.5                      0                      0                   0.375                  7.875 Phoenix                AZ                                       85032 Condominium                            112000                20060701                     80 No MI                                1.00E+17                    2.25               20110601                 12.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GII                      G02                                                       87720                 484.29                    360                     359                   6.25                      0                      0                   0.375                  6.625 Indianapolis           IN                                       46235 PUD                                     87720                20060601                     65 No MI                                1.00E+17                    2.25               20110501                 11.625                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G01                                                    58035.26                 380.86                    360                     359                    7.5                      0                      0                   0.375                  7.875 Saint Augustine        FL                                       32084 Condominium                             58500                20060601                     65 No MI                                1.00E+17                    2.25               20110501                 12.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      256000                1866.67                    360                     358                  8.375                      0                      0                   0.375                   8.75 Cape Coral             FL                                       33914 Single Family                          256000                20060501                     80 No MI                                1.00E+17                    2.75               20110401                  14.75                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G03                                                      241081                1506.76                    360                     359                  7.125                      0                      0                   0.375                    7.5 LAND O LAKES           FL                                       34638 PUD                                    241081                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   12.5                  2.375                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G01                                                      325089                1862.49                    360                     360                    6.5                      0                      0                   0.375                  6.875 Peoria                 AZ                                       85383 PUD                                    325089                20060701                     80 No MI                                1.00E+17                    2.25               20110601                 11.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GII                      G02                                                      172000                 985.42                    360                     359                    6.5                      0                      0                   0.375                  6.875 Winchester             VA                                       22601 Single Family                          172000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 WALN
GI                       G02                                                      184000                1207.50                    360                     359                    7.5                      0                      0                   0.375                  7.875 Fort Worth             TX                                       76248 PUD                                    184000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G03                                                      227900                1376.90                    360                     359                  6.875                      0                      0                   0.375                   7.25 CURTIS BAY             MD                                       21226 Condominium                            227900                20060601            79.98999786 No MI                                1.00E+17                    2.25               20110501                  12.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G03                                                      216000                1350.00                    360                     355                  7.125                      0                      0                   0.375                    7.5 Plano                  TX                                       75023 Single Family                          216000                20060201                     80 No MI                                1.00E+17                    2.25               20110101                   13.5                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360101 AFL2
GI                       G03                                                      362400                2227.25                    360                     359                      7                      0                      0                   0.375                  7.375 CULPEPER               VA                                       22701 PUD                                    362400                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      143500                1040.47                    360                     360                    7.5                      0                      0                   0.375                  7.875 Homestead              FL                                       33032 Condominium                            143500                20060701                     70 No MI                                1.00E+17                    2.25               20110601                 12.875                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360601 AFL2
GI                       G03                                                      125250                 782.81                    360                     359                  7.125                      0                      0                   0.375                    7.5 COLUMBUS               OH                                       43202 Single Family                          125250                20060601                     75 No MI                                1.00E+17                    2.25               20110501                   12.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G01                                                      144792                 935.11                    360                     359                  7.375                      0                      0                   0.375                   7.75 Lake Mary              FL                                       32746 Condominium                            144792                20060601                     80 No MI                                1.00E+17                    2.75               20110501                  12.75                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      114750                 729.14                    360                     358                   7.25                      0                      0                   0.375                  7.625 Bradfordwoods          PA                                       15015 Single Family                          114750                20060501                     75 No MI                                1.00E+17                    2.25               20110401                 12.625                  2.375                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      169400                1182.27                    360                     357                      8                      0                      0                   0.375                  8.375 Las Vegas              NV                                       89145 Single Family                          169400                20060401                     70 No MI                                1.00E+17                    2.25               20110301                 13.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GII                      G02                                                      320000                1833.33                    360                     359                  6.625                      0                      0                    0.25                  6.875 Oakland                CA                                       94603 Single Family                          320000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.875                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G01                                                   594590.53                4314.16                    360                     359                    7.5                      0                      0                   0.375                  7.875 Chicago                IL                                       60615 Single Family                          595000                20060601                     70 No MI                                1.00E+17                    2.25               20110501                 12.875                      2                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G01                                                      482400                3115.50                    360                     359                  7.375                      0                      0                   0.375                   7.75 SANTA ANA              CA                                       92703 Single Family                          482400                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  13.75                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G03                                                      360000                2175.00                    360                     359                  6.875                      0                      0                   0.375                   7.25 Philadelphia           PA                                       19128 Single Family                          360000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 WALN
GII                      G02                                                      218993                1254.65                    360                     356                    6.5                      0                      0                   0.375                  6.875 Vero Beach             FL                                       32966 PUD                                    218993                20060301                     75 No MI                                1.00E+17                    2.25               20110201                 11.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360201 AFL2
GI                       G03                                                      107175                 669.84                    360                     358                  7.125                      0                      0                   0.375                    7.5 Coconut Creek          FL                                       33063 Condominium                            107175                20060501                     75 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                      223192                1208.96                    360                     358                  6.125                      0                      0                   0.375                    6.5 Jonestown              TX                                       78645 Condominium                            223192                20060501                     80 No MI                                1.00E+17                    2.75               20110401                   12.5                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G03                                                      900000                4968.75                    360                     358                   6.25                      0                      0                   0.375                  6.625 Glendale               CA                                       91206 2-4 Family                             900000                20060501                     75 No MI                                1.00E+17                    2.25               20110401                 11.625                  2.375                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      120000                 825.00                    360                     359                  7.875                      0                      0                   0.375                   8.25 Bakersfield            CA                                       93305 2-4 Family                             120000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  13.25                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G03                                                      459000                2725.31                    360                     360                   6.75                      0                      0                   0.375                  7.125 ROYAL OAK              MI                                       48067 Single Family                          459000                20060701                   76.5 No MI                                                            2.25               20110601                 13.125                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GIII                     G02                                                      262500                1421.88                    360                     358                   6.25                      0                      0                    0.25                    6.5 JAMAICA                NY                                       11434 Single Family                          262500                20060501                     75 No MI                                1.00E+17                    2.25               20110401                   11.5                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G02                                                      287858                2038.99                    360                     359                  8.125                      0                      0                   0.375                    8.5 Fort Collins           CO                                       80528 PUD                                    287858                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   13.5                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GIII                     G01                                                   171832.83                1045.09                    360                     359                  5.875                      0                      0                    0.25                  6.125 CRYSTAL                MN                                       55428 Single Family                          172000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.125                  1.875                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G02                                                      202288                1327.52                    360                     358                  7.095                   0.53                      0                    0.25                  7.875 GREEN VALLEY           AZ                                       85614 PUD                                    202288                20060501            87.08000183 Republic MIC                         1.00E+17                   2.875               20110401                 12.875                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G02                                                      193500                1148.91                    360                     358                   6.75                      0                      0                   0.375                  7.125 Osprey                 FL                                       34229 Single Family                          193500                20060501            39.49000168 No MI                                1.00E+17                   2.375               20080401                 12.125                  2.095                       1 First Lien                                    Y                                          120 No_PP                                     360                      24 N                                    20360401 AFL2
GII                      G03                                                      577300                3427.72                    360                     359                   6.75                      0                      0                   0.375                  7.125 FONTANA                CA                                       92336 Single Family                          577300                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.125                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G01                                                      161200                1141.83                    360                     359                  8.125                      0                      0                   0.375                    8.5 Clearwater             FL                                       33760 2-4 Family                             161200                20060601            74.98000336 No MI                                                            2.25               20110501                   13.5                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G02                                                      182000                1042.71                    360                     359                    6.5                      0                      0                   0.375                  6.875 Sanford                FL                                       32771 Single Family                          182000                20060601            63.86000061 No MI                                1.00E+17                    2.25               20110501                 11.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G02                                                      102400                 586.67                    360                     358                    6.5                      0                      0                   0.375                  6.875 Mesa                   AZ                                       85202 Condominium                            102400                20060501                     80 No MI                                1.00E+17                    2.75               20110401                 12.875                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      398000                2570.42                    360                     355                  7.375                      0                      0                   0.375                   7.75 Stockton               CA                                       95219 PUD                                    398000                20060201                     80 No MI                                1.00E+17                    2.25               20110101                  13.75                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360101 AFL2
GIII                     G02                                                      149200                 963.58                    360                     358                    7.5                      0                      0                    0.25                   7.75 GROVELAND              FL                                       34736 PUD                                    149200                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.75                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G02                                                      127920                 746.20                    360                     358                   6.75                      0                      0                    0.25                      7 SUN PRAIRIE            WI                                       53590 Single Family                          127920                20060501                     80 No MI                                1.00E+17                    2.25               20110401                     12                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G02                                                    121599.8                 785.33                    360                     359                  7.375                      0                      0                   0.375                   7.75 Paonia                 CO                                       81428 Single Family                          121600                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.75                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G02                                                      180000                 975.00                    360                     358                  6.125                      0                      0                   0.375                    6.5 Buckeye                AZ                                       85326 PUD                                    180000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   11.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G03                                                      397500                2484.38                    360                     358                  7.125                      0                      0                   0.375                    7.5 Rohnert Park           CA                                       94928 Single Family                          397500                20060501                     75 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      190400                1249.50                    360                     360                    7.5                      0                      0                   0.375                  7.875 Manassas               VA                                       20110 Townhouse                              190400                20060701                     80 No MI                                1.00E+17                    2.25               20110601                 12.875                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360601 AFL2
GIII                     G02                                                      257600                1368.50                    360                     359                  6.125                      0                      0                    0.25                  6.375 LAS VEGAS              NV                                       89147 Single Family                          257600                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.375                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G03                                                    214999.5                1343.75                    360                     358                  7.125                      0                      0                   0.375                    7.5 PEYTON                 CO                                       80831 Single Family                          215000                20060501            79.62999725 No MI                                1.00E+17                    2.25               20110401                   12.5                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GIII                     G02                                                   115909.51                 791.32                    360                     359                      7                      0                      0                    0.25                   7.25 TITUSVILLE             FL                                       32780 Single Family                          116000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.25                  1.875                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360501 ADN1
GII                      G02                                                       84435                 466.15                    360                     359                   6.25                      0                      0                   0.375                  6.625 Indianapolis           IN                                       46235 PUD                                     84435                20060601                     65 No MI                                1.00E+17                    2.25               20110501                 11.625                  2.375                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G01                                                      108000                 708.75                    360                     360                    7.5                      0                      0                   0.375                  7.875 DALLAS                 TX                                       75209 Single Family                          108000                20060701                     80 No MI                                1.00E+17                    2.25               20110601                 12.875                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360601 AFL2
GII                      G03                                                   115907.24                 781.51                    360                     359                   6.75                      0                      0                   0.375                  7.125 Lancaster              TX                                       75134 PUD                                    116000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.125                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 AFL2
GIII                     G02                                                       89529                 475.62                    360                     358                  6.125                      0                      0                    0.25                  6.375 SAN ANTONIO            TX                                       78245 PUD                                     89529                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.375                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G03                                                      296256                1820.74                    360                     358                      7                      0                      0                   0.375                  7.375 ORLANDO                FL                                       32828 Single Family                          296256                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.375                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GIII                     G02                                                      188000                1057.50                    360                     359                    6.5                      0                      0                    0.25                   6.75 RESTON                 VA                                       20190 Condominium                            188000                20060601            73.73000336 No MI                                1.00E+17                    2.25               20110501                  11.75                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G03                                                      315920                1513.78                    360                     359                    5.5                      0                      0                    0.25                   5.75 ALEXANDRIA             VA                                       22304 Condominium                            315920                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  10.75                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 ADN1
GII                      G03                                                      180976                1093.40                    360                     358                  6.875                      0                      0                   0.375                   7.25 Rio Rancho             NM                                       87144 Single Family                          180976                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  13.25                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GIII                     G02                                                      136000                 750.83                    360                     358                  6.375                      0                      0                    0.25                  6.625 LEESVILLE              SC                                       29070 Single Family                          136000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.625                  2.375                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G02                                                      284800                2139.61                    360                     360                  7.875                      0                      0                   0.375                   8.25 Atlantic City          NJ                                        8401 2-4 Family                             284800                20060701                     80 No MI                                1.00E+17                    2.25               20110601                  13.25                      2                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360601 AFL2
GIII                     G02                                                      152000                 839.17                    360                     359                  6.375                      0                      0                    0.25                  6.625 SEDRO WOOLLEY          WA                                       98284 Single Family                          152000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.625                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GII                      G03                                                      178500                1078.44                    360                     358                  6.875                      0                      0                   0.375                   7.25 ORLANDO                FL                                       32825 PUD                                    178500                20060501                     75 No MI                                1.00E+17                    2.75               20110401                  12.25                      2                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G03                                                      403484                2395.69                    360                     359                   6.75                      0                      0                   0.375                  7.125 PEORIA                 AZ                                       85383 PUD                                    403484                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.125                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GIII                     G02                                                      348000                1957.50                    360                     358                    6.5                      0                      0                    0.25                   6.75 SAN DIEGO              CA                                       92111 Condominium                            348000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.75                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G02                                                      144000                 960.00                    360                     358                  7.625                      0                      0                   0.375                      8 Marietta               GA                                       30060 PUD                                    144000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                     13                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GIII                     G03                                                      188000                 861.67                    360                     359                   5.25                      0                      0                    0.25                    5.5 ARLINGTON              VA                                       22204 Condominium                            188000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   10.5                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GII                      G03                                                      644187                3891.96                    360                     359                  6.875                      0                      0                   0.375                   7.25 SAN MARCOS             CA                                       92078 PUD                                    644187                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.25                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GIII                     G02                                                      164790                1132.93                    360                     359                      8                      0                      0                    0.25                   8.25 WINNABOW               NC                                       28479 PUD                                    164790                20060601                     90 United Guaranty                      1.00E+17                    2.25               20110501                  13.25                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G02                                                      224000                1260.00                    360                     359                    6.5                      0                      0                    0.25                   6.75 CHICAGO                IL                                       60638 Single Family                          224000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  11.75                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G02                                                      152000                 870.83                    360                     359                  6.625                      0                      0                    0.25                  6.875 CHICAGO                IL                                       60629 Single Family                          152000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.875                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G01                                                      165600                 845.25                    360                     358                  5.875                      0                      0                    0.25                  6.125 SURPRISE               AZ                                       85388 PUD                                    165600                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.125                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G02                                                      116800                 754.33                    360                     358                  7.375                      0                      0                   0.375                   7.75 LAKEWOOD               CO                                       80235 Condominium                            116800                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.75                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GIII                     G02                                                      135120                 745.98                    360                     358                  6.375                      0                      0                    0.25                  6.625 SPARKS                 NV                                       89431 Condominium                            135120                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.625                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G02                                                      364000                2085.42                    360                     359                  6.625                      0                      0                    0.25                  6.875 LA MESA                CA                                       91941 Single Family                          364000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.875                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G03                                                      169400                1058.75                    360                     360                  7.125                      0                      0                   0.375                    7.5 Morongo  Valley Area   CA                                       92256 Single Family                          169400                20060701                     70 No MI                                1.00E+17                    2.25               20110601                   12.5                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GIII                     G02                                                      254000                1322.92                    360                     359                      6                      0                      0                    0.25                   6.25 SAN DIEGO              CA                                       92122 Condominium                            254000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  11.25                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G01                                                      960000                6200.00                    360                     358                  7.375                      0                      0                   0.375                   7.75 DENVER                 CO                                       80222 Single Family                          960000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.75                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      407200                2841.92                    360                     358                      8                      0                      0                   0.375                  8.375 Las Vegas              NV                                       89129 PUD                                    407200                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GIII                     G02                                                   107014.88                 695.30                    360                     358                    6.5                      0                      0                    0.25                   6.75 SENECA                 SC                                       29678 Condominium                            107200                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  11.75                  1.875                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G02                                                      204100                1105.54                    360                     359                   6.25                      0                      0                    0.25                    6.5 HIGLEY                 AZ                                       85236 PUD                                    204100                20060601            79.73000336 No MI                                1.00E+17                    2.25               20110501                   11.5                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G02                                                      176000                 916.67                    360                     359                      6                      0                      0                    0.25                   6.25 PARKER                 CO                                       80134 PUD                                    176000                20060601            49.15999985 No MI                                1.00E+17                    2.25               20110501                  11.25                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GIII                     G01                                                      250800                1280.13                    360                     359                  5.875                      0                      0                    0.25                  6.125 LANOKA HARBOR          NJ                                        8734 Single Family                          250800                20060601                     95 Radian Guaranty                      1.00E+17                    2.25               20110501                 11.125                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G02                                                      239000                1294.58                    360                     359                   6.25                      0                      0                    0.25                    6.5 LITTLETON              CO                                       80127 PUD                                    239000                20060601            72.20999908 No MI                                1.00E+17                    2.25               20110501                   11.5                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G01                                                      625600                4105.50                    360                     359                    7.5                      0                      0                   0.375                  7.875 WOODBRIDGE             VA                                       22191 PUD                                    625600                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.875                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G01                                                       94200                 490.62                    360                     358                  5.875                      0                      0                   0.375                   6.25 Jonesboro              GA                                       30238 PUD                                     94200                20060501                     80 No MI                                1.00E+17                    2.25               20090401                  12.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      36 N                                    20360401 AFL2
GI                       G03                                                      151920                 933.68                    360                     360                      7                      0                      0                   0.375                  7.375 Macungie               PA                                       18062 Townhouse                              151920                20060701                     80 No MI                                1.00E+17                    2.25               20110601                 12.375                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360601 AFL2
GIII                     G02                                                      317400                1719.25                    360                     359                   6.25                      0                      0                    0.25                    6.5 DENVER                 CO                                       80220 Single Family                          317400                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   11.5                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G03                                                      303920                1519.60                    360                     359                   5.75                      0                      0                    0.25                      6 CHULA VISTA            CA                                       91913 Condominium                            303920                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     11                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GIII                     G02                                                      161600                 875.33                    360                     359                   6.25                      0                      0                    0.25                    6.5 WESTMINSTER            CO                                       80031 Single Family                          161600                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   11.5                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G03                                                      265600                1660.00                    360                     358                  7.125                      0                      0                   0.375                    7.5 Cape Coral             FL                                       33990 Single Family                          265600                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GIII                     G02                                                      324000                1687.50                    360                     358                      6                      0                      0                    0.25                   6.25 HAYWARD                CA                                       94544 Condominium                            324000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  11.25                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 ADN1
GIII                     G02                                                      350000                1968.75                    360                     359                    6.5                      0                      0                    0.25                   6.75 CLINTON                SC                                       29325 Single Family                          350000                20060601            23.32999992 No MI                                1.00E+17                    2.25               20110501                  11.75                  2.125                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GII                      G02                                                   260385.43                1410.42                    360                     358                  6.125                      0                      0                   0.375                    6.5 LAS VEGAS              NV                                       89149 PUD                                    260386                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   11.5                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 WALN
GIII                     G02                                                      400000                2166.67                    360                     359                   6.25                      0                      0                    0.25                    6.5 SAN JOSE               CA                                       95112 Single Family                          400000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   11.5                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GIII                     G01                                                   174825.79                1049.21                    360                     359                   5.75                      0                      0                    0.25                      6 LOS ANGELES            CA                                       90013 Condominium                            175000                20060601            35.36000061 No MI                                1.00E+17                    2.25               20110501                     11                      2                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G03                                                      112771                 693.07                    360                     358                      7                      0                      0                   0.375                  7.375 Lakeland               FL                                       33810 Single Family                          112771                20060501                     65 No MI                                1.00E+17                    2.25               20110401                 12.375                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G03                                                      312000                1917.50                    360                     359                      7                      0                      0                   0.375                  7.375 NORTH PROVIDENCE       RI                                        2911 Single Family                          312000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.375                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GIII                     G02                                                      285600                1636.25                    360                     358                  6.625                      0                      0                    0.25                  6.875 LOS ANGELES            CA                                       90001 Single Family                          285600                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.875                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 ADN1
GII                      G03                                                      154000                 914.37                    360                     360                   6.75                      0                      0                   0.375                  7.125 Glendale               AZ                                       85301 Single Family                          154000                20060701                     70 No MI                                1.00E+17                    2.25               20110601                 12.125                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GI                       G02                                                      288292                1891.92                    360                     358                    7.5                      0                      0                   0.375                  7.875 LAVEEN                 AZ                                       85339 PUD                                    288292                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.875                  2.275                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                   275924.99                1580.82                    360                     358                    6.5                      0                      0                   0.375                  6.875 GILBERT                AZ                                       85296 PUD                                    275925                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      371250                2436.33                    360                     358                    7.5                      0                      0                   0.375                  7.875 HUNTINGTON BEACH       CA                                       92649 Single Family                          371250                20060501                     75 No MI                                                            2.25               20110401                 12.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                      165725                 914.94                    360                     358                   6.25                      0                      0                   0.375                  6.625 ADAMS CITY             CO                                       80022 Condominium                            165800                20060501            79.98999786 No MI                                1.00E+17                    2.25               20110401                 11.625                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G03                                                      366100                2288.13                    360                     358                  7.125                      0                      0                   0.375                    7.5 Hanover                PA                                       17331 Single Family                          366100                20060501            79.98999786 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GIII                     G02                                                      415200                2335.50                    360                     359                    6.5                      0                      0                    0.25                   6.75 WHITTIER               CA                                       90604 Single Family                          415200                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  11.75                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GIII                     G01                                                      203750                 998.75                    360                     358                  5.625                      0                      0                    0.25                  5.875 RENO                   NV                                       89512 Single Family                          204000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 10.875                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G02                                                      248000                1317.50                    360                     358                  6.125                      0                      0                    0.25                  6.375 RAMONA                 CA                                       92065 Condominium                            248000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.375                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 ADN1
GII                      G02                                                       76000                 435.42                    360                     358                    6.5                      0                      0                   0.375                  6.875 Lithonia               GA                                       30038 Condominium                             76000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.875                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                     63059.8                 457.86                    360                     358                    7.5                      0                      0                   0.375                  7.875 Saint Petersburg       FL                                       33705 Single Family                           63147                20060501                     70 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G03                                                      886320                5539.50                    360                     358                  7.125                      0                      0                   0.375                    7.5 Carlsbad               CA                                       92009 Single Family                          886320                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   13.5                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GIII                     G02                                                      261000                1440.94                    360                     359                  6.375                      0                      0                    0.25                  6.625 RENTON                 WA                                       98055 Single Family                          261000                20060601            61.84999847 No MI                                1.00E+17                    2.25               20110501                 11.625                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G02                                                      216000                1305.00                    360                     359                      7                      0                      0                    0.25                   7.25 LOS ANGELES            CA                                       90020 Condominium                            216000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.25                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G02                                                      198400                1136.67                    360                     359                  6.625                      0                      0                    0.25                  6.875 HILLSBORO              OR                                       97124 2-4 Family                             198400                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.875                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GII                      G02                                                       98400                 563.75                    360                     359                    6.5                      0                      0                   0.375                  6.875 LOGAN                  UT                                       84321 Single Family                           98400                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.875                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G01                                                     22813.1                 298.07                    360                      91                  4.285                      0                      0                   0.375                   4.66 THE COLONY             TX                                       75056 Single Family                           49350                19840201            93.11000061 No MI                                                            1.58               20070101                 12.875                  1.875                       0 First Lien                                    N                                            0 No_PP                                     360                     276 N                                    20140101 CALA
GIII                     G02                                                      260000                1435.42                    360                     359                  6.375                      0                      0                    0.25                  6.625 PASO ROBLES            CA                                       93446 PUD                                    260000                20060601            74.29000092 No MI                                1.00E+17                    2.25               20110501                 11.625                  1.205                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G02                                                      175400                1132.79                    360                     358                  7.375                      0                      0                   0.375                   7.75 Spanaway               WA                                       98387 Single Family                          175400                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.75                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G03                                                       92950                 580.94                    360                     358                  7.125                      0                      0                   0.375                    7.5 Dallas                 TX                                       75251 PUD                                     92950                20060501            69.98000336 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GIII                     G02                                                   239184.29                1345.42                    360                     359                    6.5                      0                      0                    0.25                   6.75 SAN BERNARDINO         CA                                       92405 Single Family                          239185                20060601            79.98999786 No MI                                1.00E+17                    2.25               20110501                  11.75                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GII                      G02                                                   367990.57                2108.28                    360                     359                    6.5                      0                      0                   0.375                  6.875 Phoenix                AZ                                       85040 PUD                                    368000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.875                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GIII                     G02                                                   292901.79                1891.66                    360                     358                   6.92                   0.58                      0                    0.25                   7.75 NOBLESVILLE            IN                                       46062 PUD                                    293000                20060501            94.51999664 YES                                  1.00E+17                   3.125               20110401                  12.75                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G01                                                    83301.18                 810.02                    360                     141                  5.375                      0                      0                   0.375                   5.75 PLYMOUTH               MA                                        2360 Single Family                          141500                19880401            89.83000183 No MI                                                            1.12               20070301                  13.75                  2.295                       0 First Lien                                    N                                            0 No_PP                                     360                     228 N                                    20180301 CALA
GIII                     G02                                                   485648.25                3439.88                    360                     359                  7.375                      0                      0                    0.25                  7.625 HONOLULU               HI                                       96819 2-4 Family                             486000                20060601            53.11000061 No MI                                1.00E+17                    2.25               20110501                 12.625                  0.745                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G03                                                      128000                 786.67                    360                     358                      7                      0                      0                   0.375                  7.375 PUEBLO                 CO                                       81005 Single Family                          128000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.375                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GIII                     G01                                                   127872.58                 767.42                    360                     359                   5.75                      0                      0                    0.25                      6 WYOMING                MI                                       49418 Single Family                          128000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     11                  1.875                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G03                                                      188000                1175.00                    360                     358                  7.125                      0                      0                   0.375                    7.5 WIND GAP               PA                                       18901 Single Family                          188000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                      2                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G01                                                      465000                3100.00                    360                     358                  7.625                      0                      0                   0.375                      8 Silver Spring          MD                                       20905 Single Family                          465000                20060501                     75 No MI                                1.00E+17                    2.25               20110401                     13                  2.375                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      327950                2254.66                    360                     359                  7.875                      0                      0                   0.375                   8.25 CULPEPER               VA                                       22701 PUD                                    327950                20060601            79.98999786 No MI                                1.00E+17                    2.25               20110501                  13.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G03                                                      183680                1148.00                    360                     360                  7.125                      0                      0                   0.375                    7.5 Avondale               AZ                                       85323 PUD                                    183680                20060701                     80 No MI                                1.00E+17                    2.25               20110601                   12.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GII                      G02                                                      356000                2039.58                    360                     358                    6.5                      0                      0                   0.375                  6.875 Los Angeles            CA                                       90042 Single Family                          356000                20060501                     80 No MI                                                            2.25               20110401                 11.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 WALN
GII                      G03                                                      149812                 764.67                    360                     359                   5.75                      0                      0                   0.375                  6.125 Fairburn               GA                                       30213 PUD                                    149812                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.125                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GIII                     G02                                                   307282.97                2202.97                    360                     359                    7.5                      0                      0                    0.25                   7.75 NEW BRUNSWICK          NJ                                        8901 2-4 Family                             307500                20060601                     75 No MI                                1.00E+17                    2.25               20110501                  12.75                  1.875                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G02                                                    63114.76                 463.74                    360                     358                  7.625                      0                      0                   0.375                      8 Houston                TX                                       77074 PUD                                     63200                20060501                     80 No MI                                1.00E+17                    2.25               20110401                     13                      2                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      245000                1582.29                    360                     358                  7.375                      0                      0                   0.375                   7.75 Stockton               CA                                       95205 2-4 Family                             245000                20060501                     70 No MI                                1.00E+17                    2.25               20110401                  12.75                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GIII                     G02                                                      508000                2910.42                    360                     359                  6.625                      0                      0                    0.25                  6.875 KOLOA                  HI                                       96756 Single Family                          508000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.875                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G02                                                      294000                1623.13                    360                     359                  6.375                      0                      0                    0.25                  6.625 NORTHPORT              NY                                       11768 Single Family                          294000                20060601            57.65000153 No MI                                1.00E+17                    2.25               20110501                 11.625                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GII                      G02                                                      304297                1648.28                    360                     359                  6.125                      0                      0                   0.375                    6.5 Visalia                CA                                       93292 Single Family                          304297                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   12.5                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GIII                     G02                                                   363559.04                2451.32                    360                     359                  6.875                      0                      0                    0.25                  7.125 WEST BABYLON           NY                                       11704 Single Family                          363850                20060601                     95 Radian Guaranty                      1.00E+17                    2.25               20110501                 12.125                  2.375                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 ADN1
GII                      G02                                                   239605.39                1596.73                    360                     358                  6.625                      0                      0                   0.375                      7 Long Beach             CA                                       90804 Condominium                            240000                20060501                     80 No MI                                                            2.25               20110401                     13                      2                     1.5 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                      171950                 985.13                    360                     358                    6.5                      0                      0                   0.375                  6.875 ISSAQUAH               WA                                       98027 Condominium                            171950                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GIII                     G02                                                   199889.15                1061.91                    360                     358                  6.125                      0                      0                    0.25                  6.375 SOUTH HOLLAND          IL                                       60473 Single Family                          200000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.375                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G02                                                      231000                1203.13                    360                     359                      6                      0                      0                    0.25                   6.25 SAN BERNARDINO         CA                                       92410 Single Family                          231000                20060601            65.06999969 No MI                                1.00E+17                    2.25               20110501                  11.25                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G02                                                      184000                1226.67                    360                     359                  7.625                      0                      0                   0.375                      8 Las Vegas              NV                                       89108 Single Family                          184000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     13                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GIII                     G02                                                      736500                4449.69                    360                     359                      7                      0                      0                    0.25                   7.25 SAN JOSE               CA                                       95126 2-4 Family                             736500                20060601            68.12999725 No MI                                1.00E+17                    2.25               20110501                  12.25                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G03                                                      179840                1124.00                    360                     358                  7.125                      0                      0                   0.375                    7.5 Monticello             MN                                       55362 Single Family                          179840                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G01                                                    62101.53                 576.92                    360                     128                  2.949                      0                      0                   0.375                  3.324 SAN DIEGO              CA                                       92124 Single Family                          116375                19870301            94.61000061 No MI                                                            1.25               20060801                  12.75                  1.875                       0 First Lien                                    N                                            0 No_PP                                     360                     234 N                                    20170201 CALA
GIII                     G02                                                      352000                2163.33                    360                     358                  7.125                      0                      0                    0.25                  7.375 HOWARD                 OH                                       43028 Single Family                          352000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.375                  0.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G02                                                      112000                 641.67                    360                     358                  6.625                      0                      0                    0.25                  6.875 CHICAGO                IL                                       60628 Single Family                          112000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.875                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 ADN1
GI                       G02                                                      164500                1148.07                    360                     358                      8                      0                      0                   0.375                  8.375 Surprise               AZ                                       85374 PUD                                    164500                20060501                     70 No MI                                1.00E+17                    2.25               20110401                 13.375                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G01                                                    47795.84                 711.74                    360                     100                  9.837                      0                      0                   0.375                 10.212 SAN LUIS OB            CA                                       93401 Single Family                           80500                19841101            88.94000244 No MI                                                               3               20061001                 17.212                  1.875                       0 First Lien                                    N                                            0 No_PP                                     360                     264 N                                    20141001 CALA
GIII                     G01                                                      101520                 486.45                    360                     359                    5.5                      0                      0                    0.25                   5.75 NORTH CHARLESTON       SC                                       29420 PUD                                    101520                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  10.75                  2.625                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G01                                                    33199.66                 394.07                    360                     112                      6                      0                      0                   0.375                  6.375 ROCKY RIVER            OH                                       44116 Single Family                           59900                19851101            89.94000244 No MI                                                            2.75               20061001                     15                      2                       0 First Lien                                    N                                            0 No_PP                                     360                     252 N                                    20151001 CALA
GI                       G03                                                   231999.24                1450.00                    360                     358                  7.125                      0                      0                   0.375                    7.5 Las Vegas              NV                                       89129 PUD                                    232000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                  2.375                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      367500                2411.72                    360                     358                    7.5                      0                      0                   0.375                  7.875 Sacramento             CA                                       95843 Single Family                          367500                20060501                     75 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GIII                     G02                                                   118526.12                 691.40                    360                     358                   6.75                      0                      0                    0.25                      7 DES PLAINES            IL                                       60016 Condominium                            119440                20060501                     80 No MI                                1.00E+17                    2.25               20110401                     12                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G02                                                      238500                1565.16                    360                     358                  6.505                   1.12                      0                    0.25                  7.875 MINNEAPOLIS            MN                                       55405 2-4 Family                             238500                20060501                     90 Mortgage Guaranty In                 1.00E+17                     3.5               20110401                 12.875                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G02                                                      367500                1952.34                    360                     359                  6.125                      0                      0                    0.25                  6.375 RICHMOND               VA                                       23220 Single Family                          367500                20060601                     70 No MI                                1.00E+17                    2.25               20110501                 11.375                   2.13                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G02                                                      207830                1125.75                    360                     359                   6.25                      0                      0                    0.25                    6.5 FAIRFAX                VA                                       22031 Condominium                            207830                20060601                     70 No MI                                1.00E+17                    2.25               20110501                   11.5                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G02                                                   119992.45                 779.61                    360                     358                    6.5                      0                      0                    0.25                   6.75 FISHERS                IN                                       46037 PUD                                    120200                20060501            79.94999695 No MI                                1.00E+17                    2.25               20110401                  11.75                      2                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 ADN1
GII                      G03                                                      580000                3322.92                    360                     358                    6.5                      0                      0                   0.375                  6.875 Glendale               CA                                       91205 2-4 Family                             580000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.875                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                      177125                 977.88                    360                     358                   6.25                      0                      0                   0.375                  6.625 VIRGINIA BEACH         VA                                       23464 Single Family                          177125                20060501                     65 No MI                                1.00E+17                    2.25               20110401                 11.625                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 WALN
GIII                     G02                                                      141500                 810.68                    360                     358                  6.625                      0                      0                    0.25                  6.875 MENTOR                 OH                                       44060 Single Family                          141500                20060501            74.47000122 No MI                                1.00E+17                    2.25               20110401                 11.875                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G02                                                      332000                1902.08                    360                     358                  6.625                      0                      0                    0.25                  6.875 FONTANA                CA                                       92337 Single Family                          332000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.875                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G02                                                      106960                 579.37                    360                     359                   6.25                      0                      0                    0.25                    6.5 GAINESVILLE            FL                                       32607 Condominium                            106960                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   11.5                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GIII                     G02                                                      164950                 979.39                    360                     359                  6.875                      0                      0                    0.25                  7.125 DAVENPORT              FL                                       33897 PUD                                    164950                20060601            74.98000336 No MI                                1.00E+17                    2.25               20110501                 12.125                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G02                                                      118000                 639.17                    360                     359                   6.25                      0                      0                    0.25                    6.5 LOUISVILLE             KY                                       40272 Single Family                          118000                20060601                  73.75 No MI                                1.00E+17                    2.25               20110501                   11.5                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G02                                                   135877.06                 859.61                    360                     359                   6.25                      0                      0                    0.25                    6.5 PORT SAINT LUCIE       FL                                       34983 Single Family                          136000                20060601            64.76000214 No MI                                1.00E+17                    2.25               20110501                   11.5                      2                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360501 ADN1
GIII                     G02                                                      110000                 607.29                    360                     358                  6.375                      0                      0                    0.25                  6.625 GAINESVILLE            FL                                       32609 Single Family                          110000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.625                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G02                                                      384000                2440.00                    360                     358                   7.25                      0                      0                   0.375                  7.625 Tracy                  CA                                       95376 Single Family                          384000                20060501                     80 No MI                                1.10E+17                    2.25               20110401                 12.625                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                      312000                1820.00                    360                     358                  6.625                      0                      0                   0.375                      7 PHOENIX                AZ                                       85032 Single Family                          312000                20060501                     65 No MI                                1.00E+17                    2.25               20110401                     12                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 WALN
GIII                     G02                                                       91200                 513.00                    360                     359                    6.5                      0                      0                    0.25                   6.75 LAKE CITY              GA                                       30260 Single Family                           91200                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  11.75                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G02                                                      111200                 706.58                    360                     358                   7.25                      0                      0                   0.375                  7.625 Chicago                IL                                       60619 Single Family                          111200                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.625                      2                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G01                                                     41717.6                 507.83                    360                     113                   6.75                      0                      0                   0.375                  7.125 EDINBURG               TX                                       78539 Single Family                           73850                19851201            59.08000183 No MI                                                               1               20061101                  16.75                  1.875                       0 First Lien                                    N                                            0 No_PP                                     360                     252 N                                    20151101 CALA
GI                       G03                                                      103200                 645.00                    360                     358                  7.125                      0                      0                   0.375                    7.5 COLORADO SPRINGS       CO                                       80910 Single Family                          103200                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                  0.625                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GIII                     G02                                                   208811.06                1321.02                    360                     359                   6.25                      0                      0                    0.25                    6.5 TALLAHASSEE            FL                                       32303 PUD                                    209000                20060601            77.41000366 No MI                                1.00E+17                    2.25               20110501                   11.5                  1.875                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360501 ADN1
GIII                     G02                                                      158000                 921.67                    360                     358                   6.75                      0                      0                    0.25                      7 TWENTYNINE PALMS       CA                                       92277 Single Family                          158000                20060501            79.98000336 No MI                                1.00E+17                    2.25               20110401                     12                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GII                      G02                                                    148787.2                 836.93                    360                     358                  6.375                      0                      0                   0.375                   6.75 Loveland               CO                                       80538 Single Family                          148800                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  11.75                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G01                                                   449193.08                3447.05                    360                     358                      8                      0                      0                   0.375                  8.375 Clearwater             FL                                       33764 Condominium                            453516                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 AFL2
GIII                     G02                                                      104000                 650.00                    360                     358                   7.25                      0                      0                    0.25                    7.5 FORT MYERS             FL                                       33901 Single Family                          104000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GII                      G03                                                      133200                 804.75                    360                     359                  6.875                      0                      0                   0.375                   7.25 Glendale               AZ                                       85318 Condominium                            133200                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.25                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G01                                                   105403.18                 978.85                    360                     154                  5.625                      0                      0                   0.375                      6 MARSHFIELD             MA                                        2041 2-4 Family                             170000                19890501            53.79000092 No MI                                                               1               20061001                 15.875                      2                       0 First Lien                                    N                                            0 No_PP                                     360                     210 N                                    20190401 CALA
GI                       G02                                                      158151                1070.81                    360                     356                   7.75                      0                      0                   0.375                  8.125 HAMPTON                GA                                       30228 PUD                                    158151                20060301                     80 No MI                                1.00E+17                    2.25               20110201                 13.125                  0.625                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360201 AFL2
GI                       G02                                                      148940                1008.45                    360                     359                   7.75                      0                      0                   0.375                  8.125 HAMPTON                GA                                       30228 PUD                                    148940                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.125                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      102016                 690.73                    360                     356                   7.75                      0                      0                   0.375                  8.125 UNION CITY             GA                                       30291 PUD                                    102016                20060301                     80 No MI                                1.00E+17                    2.25               20110201                 13.125                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360201 AFL2
GI                       G01                                                   279999.33                1808.33                    360                     359                  7.375                      0                      0                   0.375                   7.75 Hughson                CA                                       95326 Single Family                          280000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.75                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G01                                                      463840                2850.68                    360                     358                      7                      0                      0                   0.375                  7.375 Arlington              VA                                       22204 Single Family                          463840                20060501                     80 No MI                                                            2.25               20090401                 13.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      36 N                                    20360401 WALN
GIII                     G02                                                      107920                 640.78                    360                     358                  6.875                      0                      0                    0.25                  7.125 HIALEAH                FL                                       33016 Condominium                            107920                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.125                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 ADN1
GI                       G02                                                      160000                1100.00                    360                     360                  7.875                      0                      0                   0.375                   8.25 Phoenix                AZ                                       85053 Single Family                          160000                20060701                     80 No MI                                1.00E+17                    2.25               20110601                  13.25                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GI                       G02                                                      121420                 872.71                    360                     359                   8.25                      0                      0                   0.375                  8.625 Columbus               OH                                       43207 PUD                                    121420                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.625                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                   151779.26                1075.85                    360                     358                   7.25                      0                      0                   0.375                  7.625 NORTH PORT             FL                                       34286 Single Family                          152000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.625                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 WALN
GI                       G01                                                       50400                 309.75                    360                     358                  6.635                   0.49                      0                    0.25                  7.375 HUNTINGTON             WV                                       25701 Single Family                           50400                20060501                     90 Republic MIC                         1.00E+17                   2.875               20110401                 12.375                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G02                                                      240113                1675.79                    360                     359                      8                      0                      0                   0.375                  8.375 Tolleson               AZ                                       85353 PUD                                    240113                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.375                  2.135                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G03                                                      316000                1942.08                    360                     360                      7                      0                      0                   0.375                  7.375 Las Vegas              NV                                       89120 Single Family                          316000                20060701                     80 No MI                                1.00E+17                    2.25               20110601                 12.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GII                      G02                                                      640000                3733.33                    360                     359                  6.625                      0                      0                   0.375                      7 INGLEWOOD              CA                                       90303 2-4 Family                             640000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     12                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      115141                 803.59                    360                     358                      8                      0                      0                   0.375                  8.375 Mesa                   AZ                                       85202 Townhouse                              116000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 WALN
GI                       G01                                                      513250                3475.13                    360                     358                   7.75                      0                      0                   0.375                  8.125 SEVERNA PARK           MD                                       21146 Single Family                          513250                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.125                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      359200                2469.50                    360                     359                  7.875                      0                      0                   0.375                   8.25 CHICAGO                IL                                       60613 Condominium                            359200                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  13.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GIII                     G02                                                      152000                 918.33                    360                     359                      7                      0                      0                    0.25                   7.25 VISALIA                CA                                       93292 Single Family                          152000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.25                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G02                                                   160278.36                1163.74                    360                     358                    7.5                      0                      0                   0.375                  7.875 Fort Worth             TX                                       76131 PUD                                    160500                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.875                      2                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 AFL2
GIII                     G02                                                      216000                1282.50                    360                     358                  6.875                      0                      0                    0.25                  7.125 PALMDALE               CA                                       93550 Single Family                          216000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.125                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GII                      G03                                                      208000                1256.67                    360                     358                  6.875                      0                      0                   0.375                   7.25 Santa Clarita          CA                                       91351 Condominium                            208000                20060501            77.04000092 No MI                                                            2.25               20110401                  12.25                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 WALN
GIII                     G02                                                      380000                2018.75                    360                     358                  6.125                      0                      0                    0.25                  6.375 RANCHO CUCAMONGA       CA                                       91730 Single Family                          380000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.375                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 ADN1
GI                       G01                                                      503400                3408.44                    360                     358                   7.75                      0                      0                   0.375                  8.125 SEVERNA PARK           MD                                       21146 Single Family                          503400                20060501            79.90000153 No MI                                1.00E+17                    2.25               20110401                 13.125                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G03                                                      585000                3290.63                    360                     359                  6.375                      0                      0                   0.375                   6.75 San Marcos             CA                                       92078 PUD                                    585000                20060601                     65 No MI                                1.00E+17                    2.25               20110501                  11.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G03                                                      331200                1656.00                    360                     359                  5.625                      0                      0                   0.375                      6 Galt                   CA                                       95632 Single Family                          331200                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G03                                                      102320                 639.50                    360                     360                  7.125                      0                      0                   0.375                    7.5 PROSPECT HEIGHTS       IL                                       60070 Condominium                            102320                20060701                     80 No MI                                                            3.25               20110601                   12.5                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 ADN1
GI                       G03                                                      139200                 928.92                    360                     360                   7.25                      0                      0                   0.375                  7.625 MELBOURNE              FL                                       32935 Single Family                          139200                20060701                     80 No MI                                                           5.375               20110601                 13.625                  2.875                       2 First Lien                                    N                                            0 No_PP                                     480                      60 N                                    20360601 ADN1
GII                      G03                                                      264000                1595.00                    360                     360                  6.875                      0                      0                   0.375                   7.25 HACKENSACK             NJ                                        7601 Single Family                          264000                20060701                     80 No MI                                                               3               20110601                  12.25                      5                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 ADN1
GI                       G03                                                      180000                1125.00                    360                     360                  7.125                      0                      0                   0.375                    7.5 NORTH MIAMI BEACH      FL                                       33160 Condominium                            180000                20060801                     80 No MI                                                             3.5               20110701                   12.5                  2.625                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360701 ADN1
GI                       G03                                                      124000                 867.03                    360                     360                  7.125                      0                      0                   0.375                    7.5 JOLIET                 IL                                       60435 Single Family                          124000                20060701                     80 No MI                                                               3               20110601                   12.5                  3.125                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360601 ADN1
GI                       G03                                                      144000                1001.25                    360                     360                  7.625                      0                      0                   0.375                      8 WEST PALM BEACH        FL                                       33422 Condominium                            144000                20060701                     80 No MI                                                           3.875               20110601                     13                  2.625                       2 First Lien                                    N                                            0 No_PP                                     480                      60 N                                    20360601 ADN1
GII                      G02                                                      276250                1496.35                    360                     359                  6.125                      0                      0                   0.375                    6.5 LAS VEGAS              NV                                       89178 PUD                                    276250                20060601            79.98999786 No MI                                                               3               20110501                   11.5                    3.5                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GII                      G02                                                      435960                2361.45                    360                     359                  6.125                      0                      0                   0.375                    6.5 ELMONT                 NY                                       11003 2-4 Family                             435960                20060601                     80 No MI                                                            3.25               20110501                   11.5                  2.625                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GII                      G03                                                      232800                1188.25                    360                     358                   5.75                      0                      0                   0.375                  6.125 OWINGS MILLS           MD                                       21117 PUD                                    232800                20060501                     80 No MI                                                            3.25               20110401                 11.125                  2.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G03                                                      406400                2497.67                    360                     358                      7                      0                      0                   0.375                  7.375 NORWALK                CA                                       90650 Single Family                          406400                20060501                     80 No MI                                                            3.75               20110401                 12.375                  2.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 ADN1
GI                       G03                                                      159920                1049.48                    360                     359                    7.5                      0                      0                   0.375                  7.875 SOUTH HOLLAND          IL                                       60473 Single Family                          159920                20060601                     80 No MI                                                            4.25               20110501                 12.875                  3.375                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GII                      G02                                                      244000                1347.08                    360                     360                   6.25                      0                      0                   0.375                  6.625 LAWRENCE               MA                                        1841 Single Family                          244000                20060701                     80 No MI                                                            3.75               20110601                 11.625                  3.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 ADN1
GII                      G03                                                      302400                1449.00                    360                     358                  5.375                      0                      0                   0.375                   5.75 ASHBURN                VA                                       20147 Condominium                            302400                20060501                     80 No MI                                                            3.75               20110401                  10.75                  3.375                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 ADN1
GI                       G03                                                      268000                1647.08                    360                     360                      7                      0                      0                   0.375                  7.375 LAKE ARROWHEAD         CA                                       92352 Single Family                          268000                20060701                     80 No MI                                                             3.5               20110601                 12.375                  3.375                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 ADN1
GI                       G03                                                      224000                1400.00                    360                     358                  7.125                      0                      0                   0.375                    7.5 MIAMI                  FL                                       33177 Single Family                          224000                20060501                     80 No MI                                                             3.5               20110401                   12.5                  3.125                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 ADN1
GI                       G03                                                       86400                 576.57                    360                     360                   7.25                      0                      0                   0.375                  7.625 ASHEVILLE              NC                                       28805 Single Family                           86400                20060701                     80 No MI                                                           3.125               20090601                 13.625                  3.125                       2 First Lien                                    N                                            0 No_PP                                     480                      36 N                                    20360601 ADN1
GII                      G01                                                       54400                 374.00                    360                     360                  7.875                      0                      0                   0.375                   8.25 MAPLE HEIGHTS          OH                                       44137 Single Family                           54400                20060701                     80 No MI                                                            2.75               20090601                  14.25                   2.75                       2 First Lien                                    Y                                          120 No_PP                                     360                      36 N                                    20360601 ADN1
GI                       G03                                                      315960                2106.40                    360                     359                  7.625                      0                      0                   0.375                      8 RICHMOND               CA                                       94805 Single Family                          315960                20060601                     80 No MI                                                            5.25               20110501                     13                  2.375                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G03                                                      420000                3118.49                    360                     360                   7.75                      0                      0                   0.375                  8.125 BALDWIN                NY                                       11510 2-4 Family                             420000                20060701                     80 No MI                                                            3.75               20110601                 13.125                  4.875                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360601 ADN1
GI                       G03                                                      184000                1193.42                    360                     360                  6.375                      0                      0                   0.375                   6.75 PHOENIX                AZ                                       85015 Single Family                          184000                20060801                     80 No MI                                                               3               20110701                  11.75                  3.375                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360701 ADN1
GII                      G02                                                      154320                 900.20                    360                     360                  6.625                      0                      0                   0.375                      7 DULUTH                 GA                                       30096 PUD                                    154320                20060701                     80 No MI                                                            3.75               20110601                     12                  2.625                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 ADN1
GI                       G03                                                   259850.41                2045.42                    360                     359                  8.375                      0                      0                   0.375                   8.75 MORRISTOWN             NJ                                        7960 Condominium                            260000                20060601            76.47000122 No MI                                                            2.75               20110501                  13.75                  3.375                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G03                                                       71120                 466.73                    360                     360                    7.5                      0                      0                   0.375                  7.875 PHILADELPHIA           PA                                       19124 Townhouse                               71120                20060801                     80 No MI                                                            3.75               20110701                 12.875                  2.375                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360701 ADN1
GII                      G03                                                      262100                1556.22                    360                     360                   6.75                      0                      0                   0.375                  7.125 PERRIS                 CA                                       92571 Condominium                            262100                20060701                     80 No MI                                                            3.75               20110601                 12.125                  3.375                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 ADN1
GI                       G03                                                      279920                1603.71                    360                     360                    6.5                      0                      0                   0.375                  6.875 MORENO VALLEY          CA                                       92557 Single Family                          279920                20060701                     80 No MI                                                               3               20110601                 11.875                  3.375                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 ADN1
GI                       G03                                                       91499                 703.55                    360                     360                  8.125                      0                      0                   0.375                    8.5 PHILADELPHIA           PA                                       19145 Townhouse                               91499                20060701                     80 No MI                                                            3.75               20110601                   13.5                  2.625                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360601 ADN1
GI                       G03                                                      151468                 994.01                    360                     360                    7.5                      0                      0                   0.375                  7.875 GARNER                 NC                                       27529 PUD                                    151468                20060701                     80 No MI                                                            4.25               20110601                 12.875                  3.375                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 ADN1
GI                       G03                                                      167400                1168.31                    360                     358                      8                      0                      0                   0.375                  8.375 BUCKEYE                AZ                                       85326 Single Family                          167400                20060501            79.98999786 No MI                                                            2.75               20110401                 13.375                  3.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 ADN1
GII                      G02                                                      332000                1902.08                    360                     360                    6.5                      0                      0                   0.375                  6.875 MANASSAS               VA                                       20110 Single Family                          332000                20060701                     80 No MI                                                               3               20110601                 11.875                  2.375                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 ADN1
GI                       G03                                                      336800                2420.75                    360                     358                   8.25                      0                      0                   0.375                  8.625 MATTAPAN               MA                                        2126 2-4 Family                             336800                20060501                     80 No MI                                                            2.75               20110401                 13.625                  2.625                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G03                                                      296000                2035.00                    360                     360                  7.875                      0                      0                   0.375                   8.25 CLINTON                MD                                       20735 Single Family                          296000                20060701                     80 No MI                                                            3.25               20110601                  13.25                  2.375                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 ADN1
GII                      G02                                                      262400                1476.00                    360                     359                  6.375                      0                      0                   0.375                   6.75 CHICAGO                IL                                       60630 Single Family                          262400                20060601                     80 No MI                                                            3.25               20110501                  11.75                  2.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G03                                                      309600                1935.00                    360                     359                  7.125                      0                      0                   0.375                    7.5 CORAM                  NY                                       11727 Single Family                          309600                20060601                     80 No MI                                                            3.75               20110501                   12.5                  2.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 ADN1
GII                      G02                                                       81600                 529.26                    360                     360                  6.375                      0                      0                   0.375                   6.75 ATLANTA                GA                                       30318 Single Family                           81600                20060801                     80 No MI                                                            4.25               20110701                  11.75                  3.375                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360701 ADN1
GI                       G03                                                   149885.86                1036.01                    360                     359                      7                      0                      0                   0.375                  7.375 DES MOINES             IA                                       50312 Single Family                          150000                20060601                     80 No MI                                                            3.75               20110501                 12.375                  3.875                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360501 ADN1
GII                      G02                                                      190500                1111.25                    360                     358                  6.625                      0                      0                   0.375                      7 LAVEEN                 AZ                                       85339 PUD                                    190500                20060501                     80 No MI                                                             3.5               20110401                     12                  3.375                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 ADN1
GII                      G02                                                      280000                1604.17                    360                     360                    6.5                      0                      0                   0.375                  6.875 LOS ANGELES            CA                                       91343 Condominium                            280000                20060801                     80 No MI                                                            3.25               20110701                 12.875                  3.125                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360701 ADN1
GI                       G03                                                      225600                1675.07                    360                     360                   7.75                      0                      0                   0.375                  8.125 FARMINGTON HILLS       MI                                       48336 Single Family                          225600                20060701                     80 No MI                                                            3.25               20110601                 13.125                  2.875                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360601 ADN1
GI                       G03                                                   203938.75                1338.75                    360                     358                    7.5                      0                      0                   0.375                  7.875 LAS VEGAS              NV                                       89121 Single Family                          204000                20060501                     80 No MI                                                            2.75               20110401                 12.875                  2.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 ADN1
GI                       G03                                                      416000                3076.67                    360                     360                    8.5                      0                      0                   0.375                  8.875 CHICAGO                IL                                       60634 Single Family                          416000                20060701                     80 No MI                                                            4.25               20110601                 13.875                  2.375                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 ADN1
GI                       G03                                                      380000                2606.60                    360                     360                    7.5                      0                      0                   0.375                  7.875 VALLEJO                CA                                       94591 Single Family                          380000                20060701                     80 No MI                                                           3.125               20110601                 12.875                  3.875                       2 First Lien                                    N                                            0 Prepay                                    480                      60 N                                    20360601 ADN1
GII                      G02                                                      344000                1935.00                    360                     360                  6.375                      0                      0                   0.375                   6.75 LOS ANGELES            CA                                       90011 Single Family                          344000                20060801                     80 No MI                                                            3.25               20110701                  11.75                   2.75                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360701 ADN1
GII                      G03                                                      320000                1933.33                    360                     359                  6.875                      0                      0                   0.375                   7.25 SANTA MARIA            CA                                       93458 Single Family                          320000                20060601                     80 No MI                                                            4.25               20110501                  12.25                  2.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G03                                                      248000                1808.33                    360                     360                  8.375                      0                      0                   0.375                   8.75 HESPERIA               CA                                       92345 Single Family                          248000                20060701                     80 No MI                                                            4.25               20110601                  13.75                  3.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 ADN1
GII                      G03                                                      288000                1500.00                    360                     358                  5.875                      0                      0                   0.375                   6.25 FORT MILL              SC                                       29715 PUD                                    288000                20060501                     80 No MI                                                               3               20110401                  11.25                  3.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 ADN1
GII                      G01                                                      468000                2437.50                    360                     360                  5.875                      0                      0                   0.375                   6.25 ROWLAND HEIGHTS        CA                                       91748 Single Family                          468000                20060701                     80 No MI                                                               3               20090601                  12.25                  2.625                       2 First Lien                                    Y                                          120 Prepay                                    360                      36 N                                    20360601 ADN1
GI                       G03                                                      343920                2113.68                    360                     360                      7                      0                      0                   0.375                  7.375 WOODBRIDGE             VA                                       22193 Single Family                          343920                20060701                     80 No MI                                                               3               20110601                 12.375                  2.625                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 ADN1
GI                       G03                                                      276000                2097.80                    360                     360                      8                      0                      0                   0.375                  8.375 MARGATE                FL                                       33063 PUD                                    276000                20060701                     80 No MI                                                             3.5               20110601                 13.375                  2.625                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360601 ADN1
GII                      G01                                                      215200                1434.67                    360                     360                  7.625                      0                      0                   0.375                      8 POMPANO BEACH          FL                                       33066 PUD                                    215200                20060701                     80 No MI                                                            4.25               20090601                     14                  3.125                       2 First Lien                                    Y                                          120 Prepay                                    360                      36 N                                    20360601 ADN1
GII                      G03                                                      374400                1911.00                    360                     359                   5.75                      0                      0                   0.375                  6.125 SEATTLE                WA                                       98155 Single Family                          374400                20060601                     80 No MI                                                               3               20110501                 11.125                  3.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G03                                                      279752                1748.45                    360                     358                  7.125                      0                      0                   0.375                    7.5 HENDERSON              NV                                       89141 PUD                                    279752                20060501                     80 No MI                                                            4.25               20110401                   12.5                  2.625                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 ADN1
GII                      G03                                                      244000                1474.17                    360                     359                  6.875                      0                      0                   0.375                   7.25 FALLS CHURCH           VA                                       22044 Condominium                            244000                20060601                     80 No MI                                                            3.25               20110501                  12.25                  3.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GII                      G02                                                   360790.55                2109.33                    360                     359                  6.625                      0                      0                   0.375                      7 EL MONTE               CA                                       91732 PUD                                    361600                20060601                     80 No MI                                                             3.5               20110501                     12                  2.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GII                      G03                                                      383920                2319.52                    360                     360                  6.875                      0                      0                   0.375                   7.25 SILVER SPRING          MD                                       20904 Single Family                          383920                20060701                     80 No MI                                                            3.75               20110601                  12.25                  3.125                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 ADN1
GII                      G02                                                      282050                1615.91                    360                     358                    6.5                      0                      0                   0.375                  6.875 COACHELLA              CA                                       92236 Single Family                          282050                20060501            79.98999786 No MI                                                            3.75               20110401                 11.875                  3.375                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 ADN1
GI                       G03                                                      272000                1983.33                    360                     360                  8.375                      0                      0                   0.375                   8.75 SCHILLER PARK          IL                                       60176 Single Family                          272000                20060701                     80 No MI                                                            5.25               20110601                  13.75                  3.375                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 ADN1
GII                      G02                                                      365600                2094.58                    360                     359                    6.5                      0                      0                   0.375                  6.875 LOS ANGELES            CA                                       91345 Single Family                          365600                20060601                     80 No MI                                                            3.75               20110501                 11.875                  4.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G03                                                      342400                2104.33                    360                     360                      7                      0                      0                   0.375                  7.375 LA PALMA               CA                                       90623 PUD                                    342400                20060801                     80 No MI                                                             3.5               20110701                 12.375                  3.375                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360701 ADN1
GII                      G03                                                    60717.72                 367.33                    360                     358                  6.875                      0                      0                   0.375                   7.25 CENTENNIAL             CO                                       80122 Condominium                             60800                20060501                     80 No MI                                                             3.5               20110401                  12.25                  3.125                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 ADN1
GII                      G01                                                      283000                1562.40                    360                     360                   6.25                      0                      0                   0.375                  6.625 LA JOLLA               CA                                       92037 Condominium                            283000                20060701            79.98999786 No MI                                                               3               20090601                 12.625                  3.125                       2 First Lien                                    Y                                          120 No_PP                                     360                      36 N                                    20360601 ADN1
GII                      G02                                                      384000                2200.00                    360                     359                    6.5                      0                      0                   0.375                  6.875 BRONX                  NY                                       10453 2-4 Family                             384000                20060601                     80 No MI                                                            3.25               20110501                 11.875                  2.625                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 ADN1
GII                      G02                                                      144000                 840.00                    360                     360                  6.625                      0                      0                   0.375                      7 TALLAHASSEE            FL                                       32303 Single Family                          144000                20060701                     80 No MI                                                            3.25               20110601                     12                  2.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 ADN1
GI                       G03                                                      566000                3950.21                    360                     359                      8                      0                      0                   0.375                  8.375 MARINA DEL REY         CA                                       90292 Condominium                            566000                20060601                     80 No MI                                                            2.75               20110501                 13.375                  2.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 ADN1
GII                      G02                                                      152000                1011.26                    360                     360                  6.625                      0                      0                   0.375                      7 MEMPHIS                TN                                       38016 Single Family                          152000                20060701                     80 No MI                                                            5.25               20110601                     12                  2.375                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360601 ADN1
GII                      G03                                                      213200                1265.88                    360                     359                   6.75                      0                      0                   0.375                  7.125 GROVELAND              FL                                       34736 PUD                                    213200                20060601                     80 No MI                                                             3.5               20110501                 12.125                  4.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G03                                                      105680                 715.54                    360                     360                   7.75                      0                      0                   0.375                  8.125 UNION CITY             GA                                       30316 Single Family                          105680                20060701                     80 No MI                                                            3.75               20110601                 13.125                  3.125                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 ADN1
GII                      G03                                                      308700                1832.91                    360                     360                   6.75                      0                      0                   0.375                  7.125 SAN JACINTO            CA                                       92582 Single Family                          308700                20060801            79.98000336 No MI                                                               3               20110701                 12.125                  3.375                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360701 ADN1
GI                       G03                                                      364000                2514.06                    360                     360                      7                      0                      0                   0.375                  7.375 JERSEY CITY            NJ                                        7306 2-4 Family                             364000                20060801                     80 No MI                                                               3               20110701                 12.375                  2.625                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360701 ADN1
GII                      G03                                                      264000                1567.50                    360                     360                   6.75                      0                      0                   0.375                  7.125 FRAMINGHAM             MA                                        1701 Single Family                          264000                20060701                     80 No MI                                                               3               20110601                 12.125                  2.625                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 ADN1
GII                      G02                                                      280000                1516.67                    360                     358                  6.125                      0                      0                   0.375                    6.5 BOWIE                  MD                                       20721 Condominium                            280000                20060501                     80 No MI                                                            3.75               20110401                   11.5                  2.625                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 ADN1
GII                      G01                                                   231005.76                1518.82                    360                     359                    6.5                      0                      0                   0.375                  6.875 COLLEGE POINT          NY                                       11356 Condominium                            231200                20060601                     80 No MI                                                            3.75               20090501                 12.875                  3.375                       2 First Lien                                    N                                            0 Prepay                                    360                      36 N                                    20360501 ADN1
GII                      G03                                                      180000                 937.50                    360                     359                  5.875                      0                      0                   0.375                   6.25 WOODBRIDGE             VA                                       22192 Condominium                            180000                20060601                     80 No MI                                                            4.25               20110501                  11.25                  3.375                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G03                                                      277116                1703.11                    360                     358                      7                      0                      0                   0.375                  7.375 SAN JACINTO            CA                                       92582 PUD                                    277116                20060501                     80 No MI                                                             3.5               20110401                 12.375                  3.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 ADN1
GII                      G02                                                      286000                1519.38                    360                     359                      6                      0                      0                   0.375                  6.375 LEVITOWN               NY                                       11756 Single Family                          286000                20060601                     80 No MI                                                               3               20110501                 11.375                  3.125                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G03                                                      336720                2174.65                    360                     358                  7.375                      0                      0                   0.375                   7.75 ALISO VIEJO            CA                                       92656 Condominium                            336720                20060501                     80 No MI                                                            3.75               20110401                  12.75                  2.625                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 ADN1
GII                      G03                                                      392000                2327.50                    360                     358                   6.75                      0                      0                   0.375                  7.125 LOS ANGELES            CA                                       90001 2-4 Family                             392000                20060501                     80 No MI                                                               3               20110401                 12.125                  3.375                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 ADN1
GII                      G02                                                      313760                1764.90                    360                     359                  6.375                      0                      0                   0.375                   6.75 PORT JEFFERSON STATION NY                                       11776 Single Family                          313760                20060601                     80 No MI                                                            3.75               20110501                  11.75                  2.625                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G03                                                   475375.15                3534.29                    360                     358                   7.75                      0                      0                   0.375                  8.125 BROOKLYN               NY                                       11221 2-4 Family                             476000                20060501                     80 No MI                                                            2.75               20110401                 13.125                  3.375                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 ADN1
GII                      G02                                                      348000                1993.75                    360                     359                    6.5                      0                      0                   0.375                  6.875 SAN DIEGO              CA                                       92128 Condominium                            348000                20060601                     80 No MI                                                               3               20110501                 11.875                  2.375                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G03                                                      256000                1813.33                    360                     360                  8.125                      0                      0                   0.375                    8.5 MIAMI                  FL                                       33157 Single Family                          256000                20060701                     80 No MI                                                            5.25               20110601                   13.5                  2.625                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 ADN1
GI                       G03                                                      287120                1764.59                    360                     359                      7                      0                      0                   0.375                  7.375 SAN DIEGO              CA                                       92117 Condominium                            287120                20060601                     80 No MI                                                             3.5               20110501                 13.375                  4.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G03                                                      377600                2320.67                    360                     360                      7                      0                      0                   0.375                  7.375 STATEN ISLAND          NY                                       10302 2-4 Family                             377600                20060701                     80 No MI                                                               3               20110601                 12.375                    3.5                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 ADN1
GI                       G03                                                      133600                 821.08                    360                     359                      7                      0                      0                   0.375                  7.375 TUCSON                 AZ                                       85706 Single Family                          133600                20060601                     80 No MI                                                            3.75               20110501                 12.375                  2.625                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GII                      G03                                                      196000                1163.75                    360                     359                   6.75                      0                      0                   0.375                  7.125 CRYSTAL                MN                                       55428 Single Family                          196000                20060601                     80 No MI                                                            3.75               20110501                 12.125                  3.375                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G03                                                      207200                1295.00                    360                     360                  7.125                      0                      0                   0.375                    7.5 ALEXANDRIA             VA                                       22309 Condominium                            207200                20060701                     80 No MI                                                             3.5               20110601                   13.5                  4.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 ADN1
GI                       G03                                                      164000                1076.25                    360                     359                    7.5                      0                      0                   0.375                  7.875 PLAINFIELD             IL                                       60544 PUD                                    164000                20060601                     80 No MI                                                            4.25               20110501                 12.875                  3.125                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G03                                                      484000                3025.00                    360                     359                  7.125                      0                      0                   0.375                    7.5 HAYWARD                CA                                       94544 Single Family                          484000                20060601                     80 No MI                                                            3.75               20110501                   12.5                  3.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GII                      G03                                                      314000                1864.38                    360                     359                   6.75                      0                      0                   0.375                  7.125 CENTRAL ISLIP          NY                                       11722 Single Family                          314000                20060601                     80 No MI                                                             3.5               20110501                 12.125                  3.375                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G03                                                      215200                1345.00                    360                     360                  7.125                      0                      0                   0.375                    7.5 BERWYN                 IL                                       60402 Single Family                          215200                20060701                     80 No MI                                                            4.25               20110601                   12.5                  3.125                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 ADN1
GI                       G03                                                      248000                1575.83                    360                     359                   7.25                      0                      0                   0.375                  7.625 MANASSAS               VA                                       20110 PUD                                    248000                20060601                     80 No MI                                                            3.75               20110501                 12.625                  3.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GII                      G03                                                   439561.97                2638.03                    360                     359                  5.625                      0                      0                   0.375                      6 FLUSHING               NY                                       11355 Single Family                          440000                20060601                     80 No MI                                                            3.75               20110501                     11                  3.375                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 ADN1
GII                      G03                                                      299050                1806.76                    360                     359                  6.875                      0                      0                   0.375                   7.25 VICTORVILLE            CA                                       92392 Single Family                          299050                20060601                     80 No MI                                                             3.5               20110501                  12.25                  3.375                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G03                                                    55879.53                 395.80                    360                     359                   7.25                      0                      0                   0.375                  7.625 YORK                   PA                                       17403 Single Family                           55920                20060601                     80 No MI                                                            3.75               20110501                 12.625                  3.125                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360501 ADN1
GII                      G02                                                   178220.04                1171.96                    360                     359                    6.5                      0                      0                   0.375                  6.875 LINDEN                 NC                                       28356 Single Family                          178400                20060601                     80 No MI                                                            3.75               20110501                 11.875                  3.375                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G03                                                      216000                1552.50                    360                     359                   8.25                      0                      0                   0.375                  8.625 CENTENNIAL             CO                                       80015 PUD                                    216000                20060601                     80 No MI                                                            2.75               20110501                 13.625                  3.375                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 ADN1
GII                      G02                                                      243272                1368.41                    360                     359                  6.375                      0                      0                   0.375                   6.75 CHICAGO                IL                                       60610 Condominium                            243272                20060601                     80 No MI                                                             3.5               20110501                  11.75                  2.375                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G03                                                   247873.08                1539.35                    360                     359                  6.615                      0                      0                   0.375                   6.99 AHWAHNEE               CA                                       93601 Single Family                          248000                20060601                     80 No MI                                                           3.875               20110501                  11.99                  3.375                       2 First Lien                                    N                                            0 Prepay                                    480                      60 N                                    20360501 ADN1
GI                       G03                                                      387200                2500.67                    360                     359                  7.375                      0                      0                   0.375                   7.75 CHICAGO                IL                                       60641 2-4 Family                             387200                20060601                     80 No MI                                                               3               20110501                  12.75                    3.5                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 ADN1
GII                      G02                                                      440000                2520.83                    360                     359                    6.5                      0                      0                   0.375                  6.875 BROOKLYN               NY                                       11234 2-4 Family                             440000                20060601                     80 No MI                                                            3.25               20110501                 11.875                  2.625                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 ADN1
GII                      G03                                                      241600                1459.67                    360                     359                  6.875                      0                      0                   0.375                   7.25 CONCORD                CA                                       94520 Condominium                            241600                20060601                     80 No MI                                                            3.25               20110501                  12.25                  2.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GII                      G03                                                      463920                2609.55                    360                     359                  6.375                      0                      0                   0.375                   6.75 NORTH HOLLYWOOD        CA                                       91605 Single Family                          463920                20060601                     80 No MI                                                            3.75               20110501                  11.75                  2.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G03                                                      384000                2440.00                    360                     359                   7.25                      0                      0                   0.375                  7.625 HAMPTON BAYS           NY                                       11946 Single Family                          384000                20060601                     80 No MI                                                            3.75               20110501                 12.625                  3.375                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G03                                                      189600                1230.22                    360                     360                      7                      0                      0                   0.375                  7.375 FT. MYERS              FL                                       33905 Single Family                          189600                20060701                     80 No MI                                                           4.375               20110601                 12.375                      4                       2 First Lien                                    N                                            0 Prepay                                    480                      60 N                                    20360601 ADN1
GII                      G02                                                      180000                1031.25                    360                     359                    6.5                      0                      0                   0.375                  6.875 BOYNTON BEACH          FL                                       33437 Condominium                            180000                20060601                     80 No MI                                                            2.75               20110501                 11.875                      4                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G03                                                   451845.11                2932.81                    360                     359                      7                      0                      0                   0.375                  7.375 SCITUATE               MA                                        2066 Single Family                          452000                20060601                     80 No MI                                                           5.375               20110501                 12.375                  2.375                       2 First Lien                                    N                                            0 No_PP                                     480                      60 N                                    20360501 ADN1
GI                       G03                                                      245600                1759.51                    360                     360                  7.375                      0                      0                   0.375                   7.75 EAST ORANGE            NJ                                        7017 Single Family                          245600                20060701                     80 No MI                                                            5.25               20110601                  12.75                      5                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360601 ADN1
GII                      G02                                                      264000                1430.00                    360                     359                  6.125                      0                      0                   0.375                    6.5 MINNEAPOLIS            MN                                       55409 Single Family                          264000                20060601                     80 No MI                                                               3               20110501                   11.5                  4.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 ADN1
GII                      G02                                                      360000                2100.00                    360                     359                  6.625                      0                      0                   0.375                      7 PICO RIVERA            CA                                       90660 Single Family                          360000                20060601                     80 No MI                                                            3.75               20110501                     12                  2.625                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 ADN1
GII                      G03                                                      279999                1662.49                    360                     358                   6.75                      0                      0                   0.375                  7.125 LANCASTER              CA                                       93535 Single Family                          279999                20060501                     80 No MI                                                             3.5               20110401                 12.125                  3.375                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G03                                                      292000                1825.00                    360                     360                  7.125                      0                      0                   0.375                    7.5 BRENTWOOD              NY                                       11717 Single Family                          292000                20060701                     80 No MI                                                             3.5               20110601                   12.5                  3.125                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 ADN1
GI                       G03                                                      133600                 835.00                    360                     359                  7.125                      0                      0                   0.375                    7.5 POMPANO BEACH          FL                                       33065 Condominium                            133600                20060601                     80 No MI                                                             3.5               20110501                   12.5                  3.125                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G03                                                      424000                2605.83                    360                     359                      7                      0                      0                   0.375                  7.375 RANCHO SANTA MARGARITA CA                                       92688 Condominium                            424000                20060601                     80 No MI                                                            3.25               20110501                 12.375                  3.125                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GII                      G02                                                      341600                1885.92                    360                     360                   6.25                      0                      0                   0.375                  6.625 EVERETT                WA                                       98208 PUD                                    341600                20060701                     80 No MI                                                            3.25               20110601                 12.625                  2.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 ADN1
GI                       G03                                                   444062.98                2821.89                    360                     358                   7.25                      0                      0                   0.375                  7.625 PERRIS                 CA                                       92570 PUD                                    444100                20060501            79.98999786 No MI                                                               3               20110401                 12.625                  2.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 ADN1
GII                      G02                                                      287965                1590.00                    360                     359                   6.25                      0                      0                   0.375                  6.625 REVERE                 MA                                        2151 Single Family                          288000                20060601                     80 No MI                                                             3.5               20110501                 11.625                  2.625                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G03                                                      312000                1917.50                    360                     360                      7                      0                      0                   0.375                  7.375 SOUTH RIVER            NJ                                        8882 2-4 Family                             312000                20060701                     80 No MI                                                            3.25               20110601                 12.375                  3.125                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 ADN1
GII                      G02                                                      149520                 825.48                    360                     360                   6.25                      0                      0                   0.375                  6.625 MIAMI                  FL                                       33166 Condominium                            149520                20060701                     80 No MI                                                               3               20110601                 11.625                  2.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 ADN1
GI                       G03                                                   323884.96                2072.54                    360                     359                  6.875                      0                      0                   0.375                   7.25 HALEDON                NJ                                        7508 2-4 Family                             324000                20060601                     80 No MI                                                           3.875               20110501                  12.25                  2.625                       2 First Lien                                    N                                            0 No_PP                                     480                      60 N                                    20360501 ADN1
GII                      G02                                                      252000                1470.00                    360                     359                  6.625                      0                      0                   0.375                      7 MANASSAS               VA                                       20110 PUD                                    252000                20060601                     80 No MI                                                               3               20110501                     12                    3.5                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GII                      G03                                                      362150                2150.27                    360                     359                   6.75                      0                      0                   0.375                  7.125 MENIFEE                CA                                       92584 PUD                                    362150                20060601            79.98999786 No MI                                                            3.75               20110501                 12.125                  3.375                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GII                      G02                                                      355468                1925.45                    360                     360                  6.125                      0                      0                   0.375                    6.5 NORTH LAS VEGAS        NV                                       89081 PUD                                    355468                20060701                     80 No MI                                                            5.25               20110601                   11.5                  3.375                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 ADN1
GII                      G02                                                      153520                 863.55                    360                     359                  6.375                      0                      0                   0.375                   6.75 LYNN                   MA                                        1902 Condominium                            153520                20060601                     80 No MI                                                             3.5               20110501                  11.75                  4.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 ADN1
GII                      G02                                                      240300                1326.66                    360                     358                   6.25                      0                      0                   0.375                  6.625 LAS VEGAS              NV                                       89178 PUD                                    240300                20060501            79.98999786 No MI                                                             3.5               20110401                 11.625                  2.375                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 ADN1
GI                       G03                                                      184000                1207.50                    360                     358                    7.5                      0                      0                   0.375                  7.875 PHOENIX                AZ                                       85032 Condominium                            184000                20060501                     80 No MI                                                            3.75               20110401                 12.875                  3.125                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 ADN1
GII                      G02                                                      408000                2252.50                    360                     359                   6.25                      0                      0                   0.375                  6.625 LOS ANGELES            CA                                       91402 Townhouse                              408000                20060601                     80 No MI                                                               3               20110501                 11.625                  3.375                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GII                      G02                                                      376000                2154.17                    360                     360                    6.5                      0                      0                   0.375                  6.875 WEST BABYLON           NY                                       11704 Single Family                          376000                20060701                     80 No MI                                                            3.25               20110601                 11.875                  2.625                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 ADN1
GII                      G03                                                      477000                2732.81                    360                     360                    6.5                      0                      0                   0.375                  6.875 COVINA                 CA                                       91723 Single Family                          477000                20060701                     80 No MI                                                            3.25               20110601                 12.875                  2.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 ADN1
GII                      G02                                                      356000                2039.58                    360                     359                    6.5                      0                      0                   0.375                  6.875 CENTREVILLE            VA                                       20120 PUD                                    356000                20060601                     80 No MI                                                               3               20110501                 11.875                  2.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GII                      G02                                                   267757.73                1693.94                    360                     359                  6.125                      0                      0                   0.375                    6.5 ONTARIO                CA                                       91762 Condominium                            268000                20060601                     80 No MI                                                            3.25               20110501                   11.5                  2.625                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G03                                                      408000                2550.00                    360                     359                  7.125                      0                      0                   0.375                    7.5 CHICAGO                IL                                       60646 Single Family                          408000                20060601                     80 No MI                                                               3               20110501                   12.5                   2.75                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G03                                                      194045                1273.42                    360                     359                    7.5                      0                      0                   0.375                  7.875 EL MIRAGE              AZ                                       85335 Single Family                          194045                20060601                     80 No MI                                                            3.75               20110501                 12.875                  2.625                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 ADN1
GII                      G01                                                    95946.11                 763.82                    360                     359                    8.5                      0                      0                   0.375                  8.875 MANDAN                 ND                                       58554 Single Family                           96000                20060601                     80 No MI                                                             3.5               20090501                 14.875                  3.375                       2 First Lien                                    N                                            0 Prepay                                    360                      36 N                                    20360501 ADN1
GI                       G03                                                      249600                1534.00                    360                     359                      7                      0                      0                   0.375                  7.375 HEMET                  CA                                       92545 Single Family                          249600                20060601                     80 No MI                                                               3               20110501                 12.375                  3.125                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G03                                                    99929.42                 716.41                    360                     359                  7.375                      0                      0                   0.375                   7.75 HIALEAH                FL                                       33012 Condominium                            100000                20060601                     80 No MI                                                             3.5               20110501                  12.75                  2.625                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360501 ADN1
GII                      G03                                                      374800                1913.04                    360                     360                   5.75                      0                      0                   0.375                  6.125 MENIFEE                CA                                       92584 PUD                                    374800                20060701                     80 No MI                                                            3.75               20110601                 11.125                  3.125                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 ADN1
GI                       G03                                                      196000                1344.46                    360                     360                    7.5                      0                      0                   0.375                  7.875 PROVIDENCE             RI                                        2909 Single Family                          196000                20060701                     80 No MI                                                           5.375               20090601                 13.875                  3.375                       2 First Lien                                    N                                            0 Prepay                                    480                      36 N                                    20360601 ADN1
GI                       G03                                                      220000                1375.00                    360                     359                  7.125                      0                      0                   0.375                    7.5 BOCA RATON             FL                                       33428 PUD                                    220000                20060601                     80 No MI                                                            3.25               20110501                   12.5                      5                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GII                      G02                                                   119099.86                 783.06                    360                     359                    6.5                      0                      0                   0.375                  6.875 CHICAGO                IL                                       60656 Condominium                            119200                20060601                     80 No MI                                                               3               20110501                 11.875                  2.875                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G03                                                      205600                1306.42                    360                     359                   7.25                      0                      0                   0.375                  7.625 ALEXANDRIA             VA                                       22309 Condominium                            205600                20060601                     80 No MI                                                             3.5               20110501                 12.625                  2.625                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GII                      G02                                                   193837.02                1274.44                    360                     359                    6.5                      0                      0                   0.375                  6.875 ELGIN                  IL                                       60120 PUD                                    194000                20060601                     80 No MI                                                               3               20110501                 11.875                  3.125                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G03                                                      469633                3326.57                    360                     359                  8.125                      0                      0                   0.375                    8.5 WOODBRIDGE             VA                                       22191 PUD                                    469633                20060601                     80 No MI                                                            5.25               20110501                   13.5                  2.625                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 ADN1
GII                      G02                                                      258100                1478.70                    360                     359                    6.5                      0                      0                   0.375                  6.875 COACHELLA              CA                                       92236 Single Family                          258100                20060601            79.98999786 No MI                                                               3               20110501                 11.875                  4.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GII                      G02                                                      343150                1965.96                    360                     359                    6.5                      0                      0                   0.375                  6.875 QUAIL VALLEY           CA                                       92587 PUD                                    343150                20060601            79.98999786 No MI                                                            3.25               20110501                 11.875                  2.625                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GII                      G03                                                      441600                2576.00                    360                     359                  6.625                      0                      0                   0.375                      7 VAN NUYS               CA                                       91406 Single Family                          441600                20060601                     80 No MI                                                             3.5               20110501                     12                  2.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GII                      G02                                                      218000                1226.25                    360                     358                  6.375                      0                      0                   0.375                   6.75 MILLERSVILLE           MD                                       21108 Townhouse                              218000                20060501                     80 No MI                                                            3.25               20110401                  11.75                  3.125                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 ADN1
GII                      G03                                                      247920                1213.78                    360                     359                    5.5                      0                      0                   0.375                  5.875 CENTREVILLE            VA                                       20120 Condominium                            247920                20060601                     80 No MI                                                            3.25               20110501                 10.875                  3.375                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G03                                                   257508.54                1647.79                    360                     359                  6.875                      0                      0                   0.375                   7.25 WEST SACRAMENTO        CA                                       95691 Single Family                          257600                20060601                     80 No MI                                                            3.75               20110501                  13.25                  2.875                       2 First Lien                                    N                                            0 Prepay                                    480                      60 N                                    20360501 ADN1
GI                       G03                                                      273600                1909.50                    360                     359                      8                      0                      0                   0.375                  8.375 SHIRLEY                NY                                       11967 Single Family                          273600                20060601                     80 No MI                                                            5.25               20110501                 13.375                  3.375                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G03                                                    100799.5                 808.50                    360                     358                   9.25                      0                      0                   0.375                  9.625 DETROIT                MI                                       48224 Single Family                          100800                20060501                     80 No MI                                                            2.75               20110401                 14.625                  4.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 ADN1
GII                      G02                                                      301040                1599.28                    360                     360                      6                      0                      0                   0.375                  6.375 RONKONKOMA             NY                                       11779 Single Family                          301040                20060701                     80 No MI                                                               3               20110601                 11.375                  2.375                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 ADN1
GII                      G02                                                      308000                1700.42                    360                     360                   6.25                      0                      0                   0.375                  6.625 SAN JACINTO            CA                                       92582 Single Family                          308000                20060701            79.98999786 No MI                                                               3               20110601                 11.625                  2.625                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 ADN1
GII                      G01                                                      230400                1812.56                    360                     360                  8.375                      0                      0                   0.375                   8.75 HOMESTEAD              FL                                       33032 Single Family                          230400                20060701                     80 No MI                                                            5.25               20090601                  14.75                  2.625                       2 First Lien                                    N                                            0 Prepay                                    360                      36 N                                    20360601 ADN1
GI                       G03                                                      126400                 869.00                    360                     360                  7.875                      0                      0                   0.375                   8.25 BOCA RATON             FL                                       33432 Condominium                            126400                20060701                     80 No MI                                                            3.75               20110601                  13.25                  4.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 ADN1
GI                       G03                                                      217600                1360.00                    360                     359                  7.125                      0                      0                   0.375                    7.5 HIALEAH                FL                                       33016 PUD                                    217600                20060601                     80 No MI                                                            3.75               20110501                   12.5                  3.375                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G03                                                       96000                 679.48                    360                     360                   7.25                      0                      0                   0.375                  7.625 GARLAND                TX                                       75043 Single Family                           96000                20060701                     80 No MI                                                            4.25               20110601                 12.625                  3.875                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360601 ADN1
GI                       G03                                                      491840                3176.47                    360                     359                  7.375                      0                      0                   0.375                   7.75 BROOKLYN               NY                                       11209 Single Family                          491840                20060601                     80 No MI                                                             3.5               20110501                  12.75                  3.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 ADN1
GII                      G02                                                    377035.1                2447.55                    360                     359                  6.375                      0                      0                   0.375                   6.75 HUNTINGTON             NY                                       11743 Single Family                          377360                20060601                     80 No MI                                                               3               20110501                  12.75                  3.125                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360501 ADN1
GII                      G03                                                      184000                1111.67                    360                     360                  6.875                      0                      0                   0.375                   7.25 PORT CHARLOTTE         FL                                       33948 Single Family                          184000                20060701                     80 No MI                                                            3.75               20110601                  12.25                  2.625                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 ADN1
GII                      G03                                                      414400                2072.00                    360                     359                  5.625                      0                      0                   0.375                      6 SAN CLEMENTE           CA                                       92672 PUD                                    414400                20060601                     80 No MI                                                               3               20110501                     11                  3.375                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G03                                                      170910                1068.19                    360                     359                  7.125                      0                      0                   0.375                    7.5 BROOKLYN CENTER        MN                                       55430 Single Family                          170910                20060601                     80 No MI                                                            4.25               20110501                   12.5                  2.625                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GII                      G02                                                   318308.79                1824.17                    360                     358                    6.5                      0                      0                   0.375                  6.875 WOODBRIDGE             VA                                       22191 Single Family                          318400                20060501                     80 No MI                                                            3.25               20110401                 11.875                  3.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 ADN1
GII                      G03                                                      314400                1604.75                    360                     359                   5.75                      0                      0                   0.375                  6.125 OAKTON                 VA                                       22124 PUD                                    314400                20060601                     80 No MI                                                            3.75               20110501                 11.125                  2.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GII                      G02                                                      295200                1599.00                    360                     359                  6.125                      0                      0                   0.375                    6.5 ROHNERT PARK           CA                                       94928 Condominium                            295200                20060601                     80 No MI                                                            3.75               20110501                   11.5                  2.625                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G03                                                       65600                 471.50                    360                     358                   8.25                      0                      0                   0.375                  8.625 RICHMOND               VA                                       23224 Single Family                           65600                20060501                     80 No MI                                                            2.75               20110401                 13.625                  3.375                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G03                                                   215759.76                1509.74                    360                     359                  7.125                      0                      0                   0.375                    7.5 CHICAGO                IL                                       60652 Single Family                          215920                20060601                     80 No MI                                                             3.5               20110501                   12.5                  2.375                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G03                                                      112400                 807.88                    360                     358                   8.25                      0                      0                   0.375                  8.625 RICHMOND               VA                                       23223 Single Family                          112400                20060501                     80 No MI                                                            2.75               20110401                 13.625                  3.125                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 ADN1
GII                      G02                                                   374942.31                2115.00                    360                     359                  6.375                      0                      0                   0.375                   6.75 HEMPSTEAD              NY                                       11550 Single Family                          376000                20060601                     80 No MI                                                            3.75               20110501                  12.75                  2.375                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 ADN1
GII                      G03                                                      444000                2451.25                    360                     359                   6.25                      0                      0                   0.375                  6.625 CASTAIC                CA                                       91384 Single Family                          444000                20060601                     80 No MI                                                               3               20110501                 11.625                  3.375                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GII                      G03                                                      434400                2307.75                    360                     359                      6                      0                      0                   0.375                  6.375 CENTREVILLE            VA                                       20120 Single Family                          434400                20060601                     80 No MI                                                            3.75               20110501                 11.375                  2.625                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GII                      G02                                                      408000                2167.50                    360                     359                      6                      0                      0                   0.375                  6.375 SAN DIEGO              CA                                       92173 Single Family                          408000                20060601                     80 No MI                                                            3.25               20110501                 11.375                  3.375                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G03                                                   219832.59                1519.49                    360                     359                      7                      0                      0                   0.375                  7.375 CHICAGO                IL                                       60619 Townhouse                              220000                20060601                     80 No MI                                                               3               20110501                 12.375                  2.875                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 ADN1
GII                      G02                                                      230400                1344.00                    360                     359                  6.625                      0                      0                   0.375                      7 CALEXICO               CA                                       92231 Single Family                          230400                20060601                     80 No MI                                                             3.5               20110501                     13                  2.625                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GII                      G02                                                      244000                1372.50                    360                     360                  6.375                      0                      0                   0.375                   6.75 CHICAGO                IL                                       60629 2-4 Family                             244000                20060701                     80 No MI                                                            4.25               20110601                  11.75                  3.125                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 ADN1
GII                      G02                                                      271920                1557.88                    360                     359                    6.5                      0                      0                   0.375                  6.875 PALMDALE               CA                                       93550 Single Family                          271920                20060601                     80 No MI                                                               3               20110501                 11.875                  3.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G03                                                   219906.93                1307.65                    360                     359                   6.25                      0                      0                   0.375                  6.625 KEAAU                  HI                                       96749 Single Family                          220000                20060601                     80 No MI                                                           3.125               20110501                 11.625                  2.625                       2 First Lien                                    N                                            0 Prepay                                    480                      60 N                                    20360501 ADN1
GII                      G03                                                      493500                2981.56                    360                     359                  6.875                      0                      0                   0.375                   7.25 ARCADIA                CA                                       91006 2-4 Family                             493500                20060601                     70 No MI                                                            2.75               20110501                  12.25                   2.75                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 ADN1
GII                      G03                                                      428000                2496.67                    360                     359                  6.625                      0                      0                   0.375                      7 MODESTO                CA                                       95355 Single Family                          428000                20060601                     80 No MI                                                            5.25               20110501                     12                  2.375                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G03                                                   223940.33                1599.67                    360                     359                  7.875                      0                      0                   0.375                   8.25 MANASSAS               VA                                       20110 PUD                                    224000                20060601                     80 No MI                                                           5.375               20110501                  13.25                  2.875                       2 First Lien                                    N                                            0 Prepay                                    480                      60 N                                    20360501 ADN1
GII                      G02                                                      158400                 874.50                    360                     359                   6.25                      0                      0                   0.375                  6.625 WESTMINSTER            CO                                       80031 Single Family                          158400                20060601                     80 No MI                                                               3               20110501                 11.625                      5                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G03                                                      152800                 970.92                    360                     360                   7.25                      0                      0                   0.375                  7.625 SAINT LOUIS            MO                                       63146 Single Family                          152800                20060701                     80 No MI                                                               3               20110601                 12.625                  2.625                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 ADN1
GI                       G03                                                      116800                 778.67                    360                     360                  7.625                      0                      0                   0.375                      8 INDIANAPOLIS           IN                                       46254 PUD                                    116800                20060701                     80 No MI                                                            5.25               20110601                     13                  2.625                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 ADN1
GI                       G03                                                      248000                1782.50                    360                     359                   8.25                      0                      0                   0.375                  8.625 WINTER GARDEN          FL                                       34787 PUD                                    248000                20060601                     80 No MI                                                            5.25               20110501                 13.625                  4.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GII                      G02                                                      282400                1529.67                    360                     359                  6.125                      0                      0                   0.375                    6.5 HANOVER                MD                                       21076 PUD                                    282400                20060601                     80 No MI                                                               3               20110501                   11.5                  4.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G03                                                      135920                 976.92                    360                     358                   8.25                      0                      0                   0.375                  8.625 PORT SAINT LUCIE       FL                                       34952 Single Family                          135920                20060501                     80 No MI                                                            5.25               20110401                 13.625                  2.625                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 ADN1
GI                       G03                                                      375120                2461.73                    360                     358                    7.5                      0                      0                   0.375                  7.875 ANNANDALE              VA                                       22003 PUD                                    375120                20060501                     80 No MI                                                               3               20110401                 12.875                  4.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 ADN1
GII                      G02                                                    131889.1                 867.15                    360                     359                    6.5                      0                      0                   0.375                  6.875 DENVER                 CO                                       80219 Single Family                          132000                20060601                     80 No MI                                                               3               20110501                 11.875                  3.125                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360501 ADN1
GII                      G02                                                   207139.57                1208.67                    360                     359                  6.625                      0                      0                   0.375                      7 NORTH MIAMI            FL                                       33161 Condominium                            207200                20060601                     80 No MI                                                            3.25               20110501                     12                  2.625                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GII                      G02                                                      200000                1062.50                    360                     359                      6                      0                      0                   0.375                  6.375 LITTLETON              CO                                       80129 PUD                                    200000                20060601                     80 No MI                                                               3               20110501                 11.375                  2.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GII                      G02                                                      392400                2207.25                    360                     359                  6.375                      0                      0                   0.375                   6.75 GERMANTOWN             MD                                       20874 PUD                                    392400                20060601                     80 No MI                                                            3.75               20110501                  11.75                  2.625                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 ADN1
GII                      G02                                                      140000                 816.67                    360                     359                  6.625                      0                      0                   0.375                      7 SAINT PAUL             MN                                       55117 Single Family                          140000                20060601                     80 No MI                                                            3.75               20110501                     12                  3.375                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 ADN1
GII                      G02                                                      336000                1785.00                    360                     359                      6                      0                      0                   0.375                  6.375 FALLS CHURCH           VA                                       22043 Single Family                          336000                20060601                     80 No MI                                                               3               20110501                 11.375                  3.375                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GII                      G03                                                      256000                1146.67                    360                     358                      5                      0                      0                   0.375                  5.375 AURORA                 CO                                       80017 Single Family                          256000                20060501                     80 No MI                                                             3.5               20110401                 10.375                  2.625                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 ADN1
GI                       G03                                                      176800                1178.67                    360                     359                  7.625                      0                      0                   0.375                      8 COMMERCE CITY          CO                                       80022 Single Family                          176800                20060601                     80 No MI                                                            4.25               20110501                     13                  3.125                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GII                      G02                                                      272000                1473.33                    360                     359                  6.125                      0                      0                   0.375                    6.5 GERMANTOWN             MD                                       20874 PUD                                    272000                20060601                     80 No MI                                                               3               20110501                   11.5                  3.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 ADN1
GII                      G02                                                      181600                1059.33                    360                     359                  6.625                      0                      0                   0.375                      7 ANCHORAGE              AK                                       99504 Single Family                          181600                20060601                     80 No MI                                                            3.75               20110501                     12                  2.625                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 ADN1
GII                      G01                                                      144160                 870.97                    360                     360                  6.875                      0                      0                   0.375                   7.25 EASTON                 PA                                       18042 2-4 Family                             144160                20060701                     80 No MI                                                               3               20090601                  13.25                  3.375                       2 First Lien                                    Y                                          120 Prepay                                    360                      36 N                                    20360601 ADN1
GII                      G01                                                      352000                2273.33                    360                     359                  7.375                      0                      0                   0.375                   7.75 HUNTINGTON PARK        CA                                       90255 Single Family                          352000                20060601                     80 No MI                                                            3.75               20090501                  13.75                  2.625                       2 First Lien                                    Y                                          120 No_PP                                     360                      36 N                                    20360501 ADN1
GII                      G03                                                      207070                1251.05                    360                     360                  6.875                      0                      0                   0.375                   7.25 SARATOGA SPRINGS       UT                                       84043 Single Family                          207070                20060701                     80 No MI                                                            3.25               20110601                  12.25                  3.375                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 ADN1
GII                      G03                                                      207200                1230.25                    360                     359                   6.75                      0                      0                   0.375                  7.125 CHICAGO                IL                                       60647 Condominium                            207200                20060601                     80 No MI                                                            3.25               20110501                 12.125                  2.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 ADN1
GII                      G03                                                    144285.4                 871.99                    360                     359                  6.875                      0                      0                   0.375                   7.25 MAPLE GROVE            MN                                       55311 Condominium                            144329                20060601                     80 No MI                                                             3.5               20110501                  12.25                  2.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 ADN1
GII                      G02                                                      328000                1913.33                    360                     359                  6.625                      0                      0                   0.375                      7 CULVER CITY            CA                                       90230 Condominium                            328000                20060601                     80 No MI                                                            3.75               20110501                     12                  3.125                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G03                                                      300000                2000.00                    360                     360                  7.625                      0                      0                   0.375                      8 UXBRIDGE               MA                                        1569 2-4 Family                             300000                20060701                     80 No MI                                                             3.5               20110601                     13                  3.375                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 ADN1
GI                       G03                                                      160000                1050.00                    360                     359                    7.5                      0                      0                   0.375                  7.875 GLOUCESTER TOWNSHIP    NJ                                        8081 Single Family                          160000                20060601                     80 No MI                                                               3               20110501                 12.875                  3.125                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G03                                                      376000                2389.17                    360                     359                   7.25                      0                      0                   0.375                  7.625 LOS ANGELES            CA                                       90016 Single Family                          376000                20060601                     80 No MI                                                            3.25               20110501                 12.625                  2.625                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G01                                                     1200000                8375.00                    360                     359                      8                      0                      0                   0.375                  8.375 Fresno                 CA                                       93711 PUD                                   1200000                20060601                     75 No MI                                1.00E+17                    2.25               20110501                 13.375                  2.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GIII                     G03                                                     1500000                8593.75                    360                     359                  6.625                      0                      0                    0.25                  6.875 KENWOOD                CA                                       95452 Single Family                         1500000                20060601                     75 No MI                                1.00E+17                    2.25               20110501                 11.875                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GIII                     G01                                                      295000                1444.27                    360                     357                  5.295                   0.33                      0                    0.25                  5.875 UNIONDALE              NY                                       11553 Single Family                          295000                20060401            89.94000244 PMI                                  1.00E+17                    2.75               20110301                 10.875                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360301 ADN1
GIII                     G02                                                      109920                 709.90                    360                     359                    7.5                      0                      0                    0.25                   7.75 YUKON                  OK                                       73099 PUD                                    109920                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.75                   2.17                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GII                      G02                                                      316000                1777.50                    360                     356                  6.375                      0                      0                   0.375                   6.75 Chandler               AZ                                       85249 PUD                                    316000                20060301                     80 No MI                                1.00E+17                    2.25               20110201                  11.75                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360201 AFL2
GI                       G01                                                     1000000                5520.83                    360                     358                   6.25                      0                      0                   0.375                  6.625 NAPA                   CA                                       94558 Single Family                         1000000                20060501            38.45999908 No MI                                1.00E+17                   2.375               20080401                 11.625                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      24 N                                    20360401 AFL2
GI                       G03                                                      999500                6142.76                    360                     359                  7.125                      0                      0                    0.25                  7.375 Whitestone             NY                                       11357 PUD                                    999500                20060601            63.86999893 No MI                                1.00E+17                    2.25               20110501                 12.375                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 AFL2
GIII                     G02                                                      146993                 811.52                    360                     359                  6.375                      0                      0                    0.25                  6.625 ORLANDO                FL                                       32822 Condominium                            146993                20060601                     70 No MI                                1.00E+17                    2.25               20110501                 11.625                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G01                                                      164720                1029.50                    360                     358                   7.25                      0                      0                    0.25                    7.5 POMPANO BEACH          FL                                       33069 Condominium                            164720                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 ADN1
GI                       G01                                                      936000                6045.00                    360                     359                  7.375                      0                      0                   0.375                   7.75 Hercules               CA                                       94547 PUD                                    936000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.75                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G03                                                      195832                1162.75                    360                     359                   6.75                      0                      0                   0.375                  7.125 LOUISVILLE             KY                                       40219 Single Family                          195832                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.125                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G03                                                      800000                4583.33                    360                     358                    6.5                      0                      0                   0.375                  6.875 Nipomo                 CA                                       93444 Single Family                          800000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G01                                                     1256250                7982.42                    360                     357                   7.25                      0                      0                   0.375                  7.625 LOS ANGELES            CA                                       90210 Single Family                         1256250                20060401                     75 No MI                                1.00E+17                    2.25               20110301                 12.625                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G02                                                      342200                2210.04                    360                     358                  7.375                      0                      0                   0.375                   7.75 CULPEPER               VA                                       22701 PUD                                    342200                20060501            79.98999786 No MI                                1.00E+17                    2.25               20110401                  12.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G01                                                      174400                 962.83                    360                     359                   6.25                      0                      0                   0.375                  6.625 TEMPE                  AZ                                       85282 PUD                                    174400                20060601                     80 No MI                                1.00E+17                    2.25               20090501                 12.625                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      36 N                                    20360501 AFL2
GI                       G02                                                       93450                 613.27                    360                     359                    7.5                      0                      0                   0.375                  7.875 Greenville             TX                                       75402 PUD                                     93450                20060601                     70 No MI                                1.00E+17                    2.25               20110501                 12.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G03                                                      675000                4072.16                    360                     359                      7                      0                      0                    0.25                   7.25 Granada Hills          CA                                       91344 Single Family                          675000                20060601                     75 No MI                                1.00E+17                    2.25               20110501                  12.25                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      252213                1628.88                    360                     359                  7.375                      0                      0                   0.375                   7.75 RIO VISTA              CA                                       94571 PUD                                    252213                20060601                     90 Mortgage Guaranty In                 1.00E+17                    2.25               20130501                  12.75                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      84 N                                    20360501 AFL2
GI                       G01                                                   714495.36                5122.35                    360                     359                  7.375                      0                      0                   0.375                   7.75 FALMOUTH               MA                                        2540 Single Family                          715000                20060601                     65 No MI                                1.00E+17                    2.25               20110501                  13.75                  1.875                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G01                                                      943629                6684.04                    360                     359                  8.125                      0                      0                   0.375                    8.5 Irvine                 CA                                       92606 PUD                                    943629                20060601                     75 No MI                                1.00E+17                    2.25               20110501                   13.5                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GIII                     G01                                                      181000                 905.00                    360                     358                   5.75                      0                      0                    0.25                      6 LAS VEGAS              NV                                       89146 Single Family                          181000                20060501            60.33000183 No MI                                1.00E+17                    2.25               20110401                     12                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G03                                                      420000                2581.25                    360                     359                      7                      0                      0                   0.375                  7.375 Staten Island          NY                                       10309 2-4 Family                             420000                20060601                     75 No MI                                1.00E+17                    2.25               20110501                 12.375                      2                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G01                                                     1206500                8043.33                    360                     359                  7.625                      0                      0                   0.375                      8 Las Vegas              NV                                       89135 PUD                                   1206500                20060601                     70 No MI                                                            2.25               20110501                     13                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G01                                                     1155000                7700.00                    360                     358                  7.625                      0                      0                   0.375                      8 Danville               CA                                       94506 PUD                                   1155000                20060501                     75 No MI                                1.00E+17                    2.25               20110401                     13                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      136500                 867.34                    360                     358                   7.25                      0                      0                   0.375                  7.625 ATLANTA                GA                                       30311 Single Family                          136500                20060501                     70 No MI                                1.00E+17                    2.25               20110401                 12.625                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G01                                                     1483500                9426.41                    360                     358                   7.25                      0                      0                   0.375                  7.625 Saratoga               CA                                       95070 Single Family                         1483500                20060501                     75 No MI                                1.00E+17                    2.25               20110401                 12.625                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G03                                                      465500                2666.93                    360                     359                    6.5                      0                      0                   0.375                  6.875 Las Vegas              NV                                       89147 Single Family                          465500                20060601                     70 No MI                                                            2.25               20110501                 11.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 WALN
GII                      G02                                                      201292                1132.27                    360                     359                  6.375                      0                      0                   0.375                   6.75 ATLANTA                GA                                       30331 Single Family                          201292                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  11.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GIII                     G02                                                      165920                1071.57                    360                     359                    7.5                      0                      0                    0.25                   7.75 LAS VEGAS              NV                                       89103 Condominium                            165920                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.75                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G02                                                      160000                 916.67                    360                     359                  6.625                      0                      0                    0.25                  6.875 RAVENSDALE             WA                                       98051 Single Family                          160000                20060601            51.61000061 No MI                                1.00E+17                    2.25               20110501                 11.875                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GII                      G02                                                      409600                2218.67                    360                     359                  6.125                      0                      0                   0.375                    6.5 Chandler               AZ                                       85225 PUD                                    409600                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   11.5                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 WALN
GI                       G03                                                      687200                4295.00                    360                     359                  7.125                      0                      0                   0.375                    7.5 BAKERSFIELD            CA                                       93311 PUD                                    687200                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   12.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G03                                                      549352                3376.23                    360                     358                      7                      0                      0                   0.375                  7.375 Gainesville            VA                                       20155 PUD                                    549352                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GIII                     G01                                                      351810                1685.76                    360                     359                    5.5                      0                      0                    0.25                   5.75 MERIDIAN               ID                                       83642 PUD                                    351810                20060601                     90 United Guaranty                      1.00E+17                    2.25               20110501                  10.75                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G02                                                      134250                 950.94                    360                     359                  8.125                      0                      0                   0.375                    8.5 Fort Worth             TX                                       76179 PUD                                    134250                20060601                     75 No MI                                1.00E+17                    2.25               20110501                   13.5                      2                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G02                                                    76545.98                 510.95                    360                     356                  6.625                      0                      0                   0.375                      7 Fayetteville           NC                                       28311 Single Family                           76800                20060301                     80 No MI                                1.00E+17                    2.25               20110201                     12                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360201 AFL2
GI                       G01                                                     1323000                8406.56                    360                     358                   7.25                      0                      0                   0.375                  7.625 Richmond Hill          GA                                       31324 PUD                                   1323000                20060501            69.62999725 No MI                                1.00E+17                    2.25               20110401                 12.625                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      184000                1341.67                    360                     353                  8.375                      0                      0                   0.375                   8.75 KANSAS CITY            MO                                       64156 Single Family                          184000                20051201                     80 No MI                                                            2.75               20101101                  14.75                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20351101 AFL2
GI                       G01                                                      764000                5093.33                    360                     359                  7.625                      0                      0                   0.375                      8 Las Vegas              NV                                       89147 PUD                                    764000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     13                  2.375                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G01                                                      671300                4405.41                    360                     358                  7.625                      0                      0                    0.25                  7.875 Beverly Hills          CA                                       90212 Condominium                            671300                20060501                     70 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                      273600                1567.50                    360                     359                    6.5                      0                      0                   0.375                  6.875 Las Vegas              NV                                       89148 PUD                                    273600                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.875                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GIII                     G02                                                   244197.76                1373.76                    360                     359                    6.5                      0                      0                    0.25                   6.75 MIAMI                  FL                                       33173 PUD                                    244224                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  11.75                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G01                                                     1275000                8234.37                    360                     359                  7.375                      0                      0                   0.375                   7.75 DALLAS                 TX                                       75230 Single Family                         1275000                20060601                     75 No MI                                1.00E+17                    2.25               20110501                   10.5                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G01                                                      990000                6290.62                    360                     358                   7.25                      0                      0                   0.375                  7.625 Saint Petersburg       FL                                       33707 Single Family                          990000                20060501            67.12000275 No MI                                1.00E+17                    2.25               20110401                 12.625                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G01                                                     1335000                8621.87                    360                     359                  7.375                      0                      0                   0.375                   7.75 Yorba Linda            CA                                       92887 PUD                                   1335000                20060601                     75 No MI                                1.00E+17                    2.25               20110501                  12.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G01                                                     1284500                8161.93                    360                     359                   7.25                      0                      0                   0.375                  7.625 Hollywood              FL                                       33019 Single Family                         1284500                20060601                     70 No MI                                                            2.25               20110501                 12.625                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G01                                                     1396500                9164.53                    360                     358                    7.5                      0                      0                   0.375                  7.875 Westwood               CA                                       90024 2-4 Family                            1396500                20060501                     70 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                      800000                4333.33                    360                     358                  6.125                      0                      0                   0.375                    6.5 LONG BEACH             CA                                       90814 2-4 Family                             800000                20060501                     64 No MI                                1.00E+17                    2.25               20110401                   11.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G03                                                      174000                 870.00                    360                     356                  5.625                      0                      0                   0.375                      6 Sonora                 CA                                       95370 Single Family                          174000                20060301            51.18000031 No MI                                1.00E+17                    2.25               20110201                     11                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360201 AFL2
GII                      G02                                                      367000                1949.69                    360                     356                      6                      0                      0                   0.375                  6.375 JEFFERSON              NJ                                        7885 Single Family                          367000                20060301            79.77999878 No MI                                1.00E+17                    2.25               20110201                 11.375                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360201 AFL2
GI                       G02                                                      234000                1633.12                    360                     359                      8                      0                      0                   0.375                  8.375 BEND                   OR                                       97701 Single Family                          234000                20060601                     75 No MI                                1.00E+17                    2.25               20110501                 13.375                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G03                                                   679495.34                4754.66                    360                     359                  7.125                      0                      0                   0.375                    7.5 LAS VEGAS              NV                                       89149 Single Family                          680000                20060601            79.72000122 No MI                                1.00E+17                    2.25               20110501                   12.5                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G01                                                   857544.33                6147.89                    360                     359                  7.375                      0                      0                   0.375                   7.75 PARKER                 CO                                       80134 PUD                                    858150                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.75                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G03                                                     2000000               12500.00                    360                     358                  7.125                      0                      0                   0.375                    7.5 DULUTH                 GA                                       30097 Single Family                         2000000                20060501            61.06999969 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      238400                1440.33                    360                     354                  6.875                      0                      0                   0.375                   7.25 Phoenix                AZ                                       85086 PUD                                    238400                20060101                     80 No MI                                1.00E+17                    2.25               20121201                  12.25                  1.875                       1 First Lien                                    Y                                           84 No_PP                                     360                      84 N                                    20351201 AFL2
GIII                     G01                                                    274278.4                1616.09                    360                     351                    5.5                      0                      0                    0.25                   5.75 EL CENTRO              CA                                       92243 Single Family                          276931                20051001                     80 No MI                                1.00E+17                    2.25               20100901                  10.75                  1.875                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20350901 ADN1
GI                       G03                                                      175500                1096.88                    360                     358                  7.125                      0                      0                   0.375                    7.5 Suwanee                GA                                       30024 Single Family                          175500                20060501            79.98999786 No MI                                1.00E+17                    2.25               20110401                   12.5                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                      300000                1750.00                    360                     358                   6.75                      0                      0                    0.25                      7 Rowland Heights        CA                                       91748 Single Family                          300000                20060501                     75 No MI                                1.00E+17                    2.25               20110401                     12                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G01                                                     1543750                9970.05                    360                     359                  7.375                      0                      0                   0.375                   7.75 POTOMAC                MD                                       20854 Single Family                         1543750                20060601                     65 No MI                                1.00E+17                    2.25               20110501                  12.75                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GIII                     G02                                                      362560                1963.87                    360                     358                   6.25                      0                      0                    0.25                    6.5 CARMEL                 IN                                       46033 PUD                                    362560                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   11.5                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GII                      G02                                                      157600                 870.08                    360                     359                   6.25                      0                      0                   0.375                  6.625 Bowdon                 GA                                       30108 Single Family                          157600                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.625                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G03                                                      266456                1582.08                    360                     358                   6.75                      0                      0                   0.375                  7.125 NORTH LAS VEGAS        NV                                       89084 PUD                                    266456                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.125                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                      184520                1057.15                    360                     358                    6.5                      0                      0                   0.375                  6.875 LAS VEGAS              NV                                       89131 Condominium                            184520                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G03                                                      408750                2512.11                    360                     359                      7                      0                      0                   0.375                  7.375 GAITHERSBURG           MD                                       20879 Single Family                          408750                20060601                     75 No MI                                1.00E+17                    2.25               20110501                 12.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GIII                     G01                                                      211600                1102.08                    360                     358                      6                      0                      0                    0.25                   6.25 SURPRISE               AZ                                       85379 PUD                                    211600                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  11.25                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G01                                                     1000000                5416.67                    360                     359                  6.125                      0                      0                   0.375                    6.5 Port Saint Joe         FL                                       32456 Single Family                         1000000                20060601            52.63000107 No MI                                1.00E+17                   2.375               20080501                   11.5                      2                       1 First Lien                                    N                                            0 No_PP                                     360                      24 N                                    20360501 AFL2
GII                      G02                                                      245600                1407.08                    360                     359                    6.5                      0                      0                   0.375                  6.875 STONE PARK             IL                                       60165 Single Family                          245600                20060601                     80 No MI                                                            3.75               20110501                 11.875                      2                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G03                                                      276000                1897.50                    360                     359                  7.875                      0                      0                   0.375                   8.25 SACRAMENTO             CA                                       95823 Single Family                          276000                20060601                     80 No MI                                                            4.25               20110501                  13.25                  3.375                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GII                      G03                                                      472000                2655.00                    360                     359                  6.375                      0                      0                   0.375                   6.75 NEW HYDE PARK          NY                                       11040 Single Family                          472000                20060601                     80 No MI                                                            3.75               20110501                  11.75                  3.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G03                                                      200400                1294.25                    360                     360                  7.375                      0                      0                   0.375                   7.75 FARMINGTON             MN                                       55024 Single Family                          200400                20060701                     80 No MI                                                            4.25               20110601                  12.75                  3.375                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 ADN1
GI                       G03                                                      284000                2010.13                    360                     360                   7.25                      0                      0                   0.375                  7.625 ST LOUIS               MO                                       63128 Single Family                          284000                20060701                     80 No MI                                                            5.25               20110601                 12.625                  3.875                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360601 ADN1
GI                       G03                                                      316000                2073.75                    360                     360                    7.5                      0                      0                   0.375                  7.875 KAPAA                  HI                                       96746 Single Family                          316000                20060701                     80 No MI                                                            4.25               20110601                 12.875                  4.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 ADN1
GI                       G03                                                      265600                1909.00                    360                     359                   8.25                      0                      0                   0.375                  8.625 FREDERICKSBURG         VA                                       22405 Single Family                          265600                20060601                     80 No MI                                                            4.25               20110501                 13.625                  3.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G03                                                      318000                2020.63                    360                     359                   7.25                      0                      0                   0.375                  7.625 RICHMOND HILL          NY                                       11419 Single Family                          318000                20060601                     80 No MI                                                            3.25               20110501                 12.625                  3.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 ADN1
GII                      G02                                                      318400                1791.00                    360                     359                  6.375                      0                      0                   0.375                   6.75 PATTERSON              CA                                       95363 Single Family                          318400                20060601                     80 No MI                                                               3               20110501                  11.75                  2.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 ADN1
GII                      G03                                                   139064.71                 845.79                    360                     359                   5.75                      0                      0                   0.375                  6.125 EAGAN                  MN                                       55122 Townhouse                              139200                20060601                     80 No MI                                                               3               20110501                 11.125                  2.625                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360501 ADN1
GII                      G02                                                      162520                 931.10                    360                     360                    6.5                      0                      0                   0.375                  6.875 BROOKLYN CENTER        MN                                       55429 Single Family                          162520                20060701                     80 No MI                                                            3.25               20110601                 12.875                  2.625                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 ADN1
GII                      G02                                                      380000                2018.75                    360                     359                      6                      0                      0                   0.375                  6.375 OCEANSIDE              CA                                       92054 Single Family                          380000                20060601                     80 No MI                                                            3.75               20110501                 11.375                  2.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GII                      G02                                                      149200                 870.33                    360                     359                  6.625                      0                      0                   0.375                      7 MIAMI                  FL                                       33135 Condominium                            149200                20060601                     80 No MI                                                            3.25               20110501                     12                  3.375                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G03                                                      272000                1700.00                    360                     359                  7.125                      0                      0                   0.375                    7.5 BELLEVILLE             NJ                                        7109 2-4 Family                             272000                20060601                     80 No MI                                                             3.5               20110501                   12.5                  2.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G03                                                      240000                1625.00                    360                     359                   7.75                      0                      0                   0.375                  8.125 ATLANTA                GA                                       30315 Single Family                          240000                20060601                     80 No MI                                                            5.25               20110501                 13.125                  3.125                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 ADN1
GII                      G02                                                      360000                2062.50                    360                     359                    6.5                      0                      0                   0.375                  6.875 GERMANTOWN             MD                                       20874 PUD                                    360000                20060601                     80 No MI                                                            5.25               20110501                 11.875                  4.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 ADN1
GII                      G02                                                      260000                1381.25                    360                     360                      6                      0                      0                   0.375                  6.375 WARWICK                NY                                       10990 Single Family                          260000                20060701                     80 No MI                                                             3.5               20110601                 12.375                  4.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 ADN1
GII                      G02                                                      300000                1625.00                    360                     359                  6.125                      0                      0                   0.375                    6.5 LOS ANGELES            CA                                       90011 Single Family                          300000                20060601                     80 No MI                                                               3               20110501                   11.5                  3.125                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G03                                                   479796.95                2853.05                    360                     359                   6.25                      0                      0                   0.375                  6.625 CARMEL                 NY                                       10512 Single Family                          480000                20060601                     80 No MI                                                           3.375               20110501                 11.625                  2.625                       2 First Lien                                    N                                            0 No_PP                                     480                      60 N                                    20360501 ADN1
GII                      G02                                                      256000                1466.67                    360                     360                    6.5                      0                      0                   0.375                  6.875 SAN BERNARDINO         CA                                       92405 Single Family                          256000                20060701                     80 No MI                                                            3.75               20110601                 12.875                      3                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 ADN1
GII                      G02                                                      155920                 893.29                    360                     359                    6.5                      0                      0                   0.375                  6.875 SPRINGFIELD            OR                                       97478 Single Family                          155920                20060601                     80 No MI                                                               3               20110501                 11.875                  3.375                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G03                                                      268000                1842.50                    360                     359                  7.875                      0                      0                   0.375                   8.25 FAIRFAX                VA                                       22033 Condominium                            268000                20060601                     80 No MI                                                            5.25               20110501                  13.25                  2.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GII                      G03                                                      318400                1923.67                    360                     359                  6.875                      0                      0                   0.375                   7.25 CHICAGO                IL                                       60641 Single Family                          318400                20060601                     80 No MI                                                            3.75               20110501                  12.25                  4.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G03                                                      268000                1730.83                    360                     360                  7.375                      0                      0                   0.375                   7.75 EVERETT                MA                                        2149 Single Family                          268000                20060701                     80 No MI                                                               3               20110601                  12.75                  3.375                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 ADN1
GII                      G02                                                      151200                 943.29                    360                     360                      6                      0                      0                   0.375                  6.375 PHILADELPHIA           PA                                       19148 2-4 Family                             151200                20060701                     80 No MI                                                               3               20110601                 11.375                  2.625                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360601 ADN1
GI                       G03                                                      238400                1465.17                    360                     359                      7                      0                      0                   0.375                  7.375 SACRAMENTO             CA                                       95842 Single Family                          238400                20060601                     80 No MI                                                             3.5               20110501                 12.375                  2.625                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GII                      G02                                                      184000                1035.00                    360                     359                  6.375                      0                      0                   0.375                   6.75 PEORIA                 AZ                                       85345 Single Family                          184000                20060601                     80 No MI                                                            3.75               20110501                  11.75                  3.125                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G03                                                   103920.87                 718.30                    360                     359                      7                      0                      0                   0.375                  7.375 BELLEVILLE             IL                                       62221 Single Family                          104000                20060601            77.04000092 No MI                                                             3.5               20110501                 12.375                  3.375                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G03                                                      319200                1961.75                    360                     359                      7                      0                      0                   0.375                  7.375 COACHELLA              CA                                       92236 Single Family                          319200                20060601                     80 No MI                                                             3.5               20110501                 12.375                  3.125                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G03                                                      260800                1862.47                    360                     360                  7.875                      0                      0                   0.375                   8.25 EAST FALMOUTH          MA                                        2536 Single Family                          260800                20060701                     80 No MI                                                           4.375               20110601                  13.25                  3.125                       2 First Lien                                    N                                            0 No_PP                                     480                      60 N                                    20360601 ADN1
GI                       G03                                                      212000                1347.08                    360                     359                   7.25                      0                      0                   0.375                  7.625 DAVIE                  FL                                       33314 PUD                                    212000                20060601                     80 No MI                                                            3.75               20110501                 12.625                      4                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G03                                                      195200                1260.67                    360                     359                  7.375                      0                      0                   0.375                   7.75 PEMBROKE PINES         FL                                       33024 Condominium                            195200                20060601                     80 No MI                                                             3.5               20110501                  12.75                  3.375                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G03                                                      188000                1233.75                    360                     359                    7.5                      0                      0                   0.375                  7.875 HEMET                  CA                                       92543 Single Family                          188000                20060601                     80 No MI                                                            4.25               20110501                 12.875                  3.125                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GII                      G02                                                      223200                1209.00                    360                     359                  6.125                      0                      0                   0.375                    6.5 NOTTINGHAM             MD                                       21236 Single Family                          223200                20060601                     80 No MI                                                            3.25               20110501                   11.5                  3.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 ADN1
GII                      G02                                                      283920                1626.63                    360                     359                    6.5                      0                      0                   0.375                  6.875 RIALTO                 CA                                       92376 Single Family                          283920                20060601                     80 No MI                                                               3               20110501                 11.875                  2.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GII                      G02                                                      336000                1925.00                    360                     359                    6.5                      0                      0                   0.375                  6.875 ONTARIO                CA                                       91762 Single Family                          336000                20060601                     80 No MI                                                               3               20110501                 11.875                  2.625                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GII                      G02                                                      378400                2089.08                    360                     358                   6.25                      0                      0                   0.375                  6.625 MANASSAS               VA                                       20109 Single Family                          378400                20060501                     80 No MI                                                            3.75               20110401                 11.625                  2.625                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 ADN1
GI                       G03                                                      199200                1256.02                    360                     360                   6.75                      0                      0                   0.375                  7.125 SEATTLE                WA                                       98198 Single Family                          199200                20060701                     80 No MI                                                           4.375               20110601                 12.125                  4.875                       2 First Lien                                    N                                            0 Prepay                                    480                      60 N                                    20360601 ADN1
GI                       G03                                                      448000                2893.33                    360                     359                  7.375                      0                      0                   0.375                   7.75 SAN FRANCISCO          CA                                       94124 Single Family                          448000                20060601                     80 No MI                                                            3.75               20110501                  12.75                      4                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G03                                                    55885.25                 425.03                    360                     359                      8                      0                      0                   0.375                  8.375 MT VERNON              MO                                       65712 Single Family                           55920                20060601                     80 No MI                                                            5.25               20110501                 14.375                  3.375                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G03                                                      119200                 831.92                    360                     359                      8                      0                      0                   0.375                  8.375 LEHIGH ACRES           FL                                       33971 Single Family                          119200                20060601                     80 No MI                                                            4.25               20110501                 13.375                  4.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GII                      G02                                                      130399                 867.55                    360                     360                  6.625                      0                      0                   0.375                      7 LAKE PARK              FL                                       33403 Condominium                            130399                20060701                     80 No MI                                                            5.25               20110601                     12                  3.875                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360601 ADN1
GI                       G03                                                      280000                1933.89                    360                     360                      7                      0                      0                   0.375                  7.375 EVERETT                WA                                       98203 Single Family                          280000                20060701                     80 No MI                                                            4.25               20110601                 13.375                  4.875                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360601 ADN1
GII                      G03                                                      452000                2260.00                    360                     359                  5.625                      0                      0                   0.375                      6 CONCORD                CA                                       94520 Single Family                          452000                20060601                     80 No MI                                                            3.75               20110501                     11                  3.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GII                      G02                                                      220640                1264.66                    360                     359                    6.5                      0                      0                   0.375                  6.875 SUWANEE                GA                                       30024 PUD                                    220740                20060601                     80 No MI                                                            3.25               20110501                 11.875                  3.375                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 ADN1
GII                      G03                                                      293550                1528.91                    360                     359                  5.875                      0                      0                   0.375                   6.25 LAKE ELSINORE          CA                                       92530 PUD                                    293550                20060601            79.98999786 No MI                                                               3               20110501                  11.25                  2.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G03                                                      404000                2567.08                    360                     359                   7.25                      0                      0                   0.375                  7.625 QUEENS VILLAGE         NY                                       11428 2-4 Family                             404000                20060601                     80 No MI                                                            4.25               20110501                 12.625                  2.625                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GII                      G02                                                      326480                1836.45                    360                     360                  6.375                      0                      0                   0.375                   6.75 HAMPTON TWP            NJ                                        7860 Single Family                          326480                20060701                     80 No MI                                                            4.25               20110601                  11.75                  3.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 ADN1
GI                       G03                                                      286624                1979.64                    360                     360                      7                      0                      0                   0.375                  7.375 BRENTWOOD              NY                                       11717 Single Family                          286624                20060701                     80 No MI                                                            4.25               20110601                 12.375                  3.875                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360601 ADN1
GI                       G03                                                      290400                1784.75                    360                     360                      7                      0                      0                   0.375                  7.375 STERLING               VA                                       20164 PUD                                    290400                20060701                     80 No MI                                                            3.25               20110601                 12.375                  3.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 ADN1
GII                      G02                                                      488000                2745.00                    360                     359                  6.375                      0                      0                   0.375                   6.75 MIDDLE VILLAGE         NY                                       11379 2-4 Family                             488000                20060601                     80 No MI                                                            3.25               20110501                  11.75                  2.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 ADN1
GII                      G03                                                   231819.02                1582.65                    360                     359                  6.875                      0                      0                   0.375                   7.25 ORLANDO                FL                                       32824 PUD                                    232000                20060601                     80 No MI                                                            4.25               20110501                  12.25                  2.875                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G03                                                      284000                1775.00                    360                     359                  7.125                      0                      0                   0.375                    7.5 FREDERICK              MD                                       21702 Single Family                          284000                20060601                     80 No MI                                                            3.25               20110501                   12.5                  3.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G03                                                      144000                 915.00                    360                     360                   7.25                      0                      0                   0.375                  7.625 WILMINGTON             DE                                       19805 Townhouse                              144000                20060701                     80 No MI                                                            5.25               20110601                 12.625                  2.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 ADN1
GII                      G03                                                      124000                 632.92                    360                     360                   5.75                      0                      0                   0.375                  6.125 SWAINSBORO             GA                                       30401 Single Family                          124000                20060701                     80 No MI                                                            3.75               20110601                 11.125                  4.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 ADN1
GII                      G02                                                      195200                1098.00                    360                     359                  6.375                      0                      0                   0.375                   6.75 BLAINE                 MN                                       55434 Single Family                          195200                20060601                     80 No MI                                                               3               20110501                  11.75                  3.375                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 ADN1
GII                      G02                                                   135888.52                 904.81                    360                     359                  6.625                      0                      0                   0.375                      7 FIREBAUGH              CA                                       93622 Single Family                          136000                20060601                     80 No MI                                                               3               20110501                     12                  2.625                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360501 ADN1
GII                      G03                                                      180800                1073.50                    360                     360                   6.75                      0                      0                   0.375                  7.125 JOLIET                 IL                                       60436 PUD                                    180800                20060701                     80 No MI                                                               3               20110601                 12.125                  2.625                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 ADN1
GII                      G01                                                      499200                2444.00                    360                     359                    5.5                      0                      0                   0.375                  5.875 SAN DIEGO              CA                                       92127 Condominium                            499200                20060601                     80 No MI                                                            4.25               20090501                 11.875                  2.625                       2 First Lien                                    Y                                          120 Prepay                                    360                      36 N                                    20360501 ADN1
GII                      G03                                                    304825.4                1780.80                    360                     359                  5.375                      0                      0                   0.375                   5.75 LAMBERTVILLE           NJ                                        8530 Single Family                          305154                20060601                     80 No MI                                                             3.5               20110501                  10.75                      5                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360501 ADN1
GII                      G03                                                      368000                1916.67                    360                     359                  5.875                      0                      0                   0.375                   6.25 QUEENS VILLAGE         NY                                       11429 Single Family                          368000                20060601                     80 No MI                                                            3.55               20110501                  11.25                  3.125                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GII                      G02                                                      416000                2253.33                    360                     360                  6.125                      0                      0                   0.375                    6.5 SPRINGFIELD GARDENS    NY                                       11434 2-4 Family                             416000                20060701                     80 No MI                                                               3               20110601                   11.5                  3.175                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 ADN1
GII                      G03                                                      104000                 628.33                    360                     359                  6.875                      0                      0                   0.375                   7.25 LABELLE                FL                                       33935 PUD                                    104000                20060601                     80 No MI                                                            3.25               20110501                  12.25                  2.625                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G03                                                      377000                2434.79                    360                     360                  7.375                      0                      0                   0.375                   7.75 LODI                   CA                                       95240 Single Family                          377000                20060701            79.80000305 No MI                                                               3               20110601                  12.75                  2.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 ADN1
GII                      G03                                                    99817.71                 681.63                    360                     359                  6.875                      0                      0                   0.375                   7.25 DES PLAINES            IL                                       60016 Condominium                             99920                20060601                     80 No MI                                                               4               20110501                  13.25                  2.625                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 ADN1
GII                      G02                                                      159120                 911.63                    360                     359                    6.5                      0                      0                   0.375                  6.875 FLORIDA CITY           FL                                       33034 Single Family                          159120                20060601                     80 No MI                                                               3               20110501                 11.875                  3.625                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GII                      G02                                                   107902.37                 682.63                    360                     359                  6.125                      0                      0                   0.375                    6.5 LOCKPORT               IL                                       60441 Condominium                            108000                20060601                     80 No MI                                                               3               20110501                   11.5                  2.625                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 ADN1
GII                      G02                                                      271200                1781.59                    360                     360                    6.5                      0                      0                   0.375                  6.875 PORT SAINT LUCIE       FL                                       34983 Single Family                          271200                20060701                     80 No MI                                                             3.5               20110601                 11.875                  2.625                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360601 ADN1
GI                       G03                                                      222882                1369.80                    360                     359                      7                      0                      0                   0.375                  7.375 LAS VEGAS              NV                                       89107 Single Family                          222882                20060601                     80 No MI                                                             3.5               20110501                 12.375                  3.125                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G03                                                   217919.82                1397.92                    360                     359                   7.25                      0                      0                   0.375                  7.625 DES PLAINES            IL                                       60016 Single Family                          220000                20060601                     80 No MI                                                               3               20110501                 12.625                  3.125                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 ADN1
GII                      G03                                                   335731.31                2263.69                    360                     359                   6.75                      0                      0                   0.375                  7.125 WESTLAKE VILLAGE       CA                                       91361 Condominium                            336000                20060601                     80 No MI                                                            3.25               20110501                 12.125                  2.625                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 ADN1
GII                      G02                                                      152500                 873.70                    360                     360                    6.5                      0                      0                   0.375                  6.875 MANTECA                CA                                       95337 Condominium                            152500                20060701            79.97000122 No MI                                                            3.25               20110601                 11.875                  3.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 ADN1
GII                      G03                                                      480000                2850.00                    360                     360                   6.75                      0                      0                   0.375                  7.125 BRONX                  NY                                       10467 2-4 Family                             480000                20060701                     80 No MI                                                               3               20110601                 12.125                  2.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 ADN1
GII                      G02                                                      148000                 817.08                    360                     360                   6.25                      0                      0                   0.375                  6.625 BAY VILLAGE            OH                                       44140 Single Family                          148000                20060701                     80 No MI                                                            4.25               20110601                 11.625                  2.625                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 ADN1
GI                       G03                                                      122400                 752.25                    360                     359                      7                      0                      0                   0.375                  7.375 PORT ROYAL             SC                                       29935 Single Family                          122400                20060601                     80 No MI                                                            3.75               20110501                 12.375                  3.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G03                                                      189600                1212.82                    360                     360                  6.875                      0                      0                   0.375                   7.25 BENSENVILLE            IL                                       60106 Single Family                          189600                20060701                     80 No MI                                                           5.375               20110601                  12.25                  3.375                       2 First Lien                                    N                                            0 No_PP                                     480                      60 N                                    20360601 ADN1
GI                       G03                                                      134800                 874.65                    360                     360                      7                      0                      0                   0.375                  7.375 SARTELL                MN                                       56377 Single Family                          134800                20060701                     80 No MI                                                           3.875               20110601                 12.375                      5                       2 First Lien                                    N                                            0 No_PP                                     480                      60 N                                    20360601 ADN1
GII                      G01                                                      236000                1180.00                    360                     359                  5.625                      0                      0                   0.375                      6 WAIPAHU                HI                                       96797 Condominium                            236000                20060601                     80 No MI                                                               3               20090501                     12                    3.5                       2 First Lien                                    Y                                          120 Prepay                                    360                      36 N                                    20360501 ADN1
GI                       G03                                                      112000                 688.33                    360                     359                      7                      0                      0                   0.375                  7.375 FLOWERY BRANCH         GA                                       30542 Single Family                          112000                20060601                     80 No MI                                                            3.75               20110501                 12.375                  2.625                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G03                                                      362000                2413.33                    360                     360                  7.625                      0                      0                   0.375                      8 PALM SPRINGS           CA                                       92262 Single Family                          362000                20060701                     80 No MI                                                            3.75               20110601                     13                  3.375                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 ADN1
GI                       G03                                                      168000                1155.00                    360                     359                  7.875                      0                      0                   0.375                   8.25 BROOKLYN               MI                                       49230 Single Family                          168000                20060601                     80 No MI                                                            3.75               20110501                  13.25                  3.375                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GII                      G02                                                      198350                1157.33                    360                     359                  6.625                      0                      0                   0.375                      7 LEVITTOWN              PA                                       19057 Single Family                          198400                20060601                     80 No MI                                                             3.5               20110501                     12                  3.125                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G03                                                      190000                1345.83                    360                     359                  8.125                      0                      0                   0.375                    8.5 SPRING HILL            FL                                       34608 Single Family                          190000                20060601                     80 No MI                                                            3.75               20110501                   13.5                  3.125                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GII                      G01                                                      286800                1732.75                    360                     359                  6.875                      0                      0                   0.375                   7.25 MOUNT AIRY             MD                                       21771 Single Family                          286800                20060601                     80 No MI                                                            3.75               20090501                  13.25                  3.375                       2 First Lien                                    Y                                          120 No_PP                                     360                      36 N                                    20360501 ADN1
GI                       G03                                                      199920                1270.33                    360                     359                   7.25                      0                      0                   0.375                  7.625 PRIOR LAKE             MN                                       55372 Single Family                          199920                20060601                     80 No MI                                                             3.5               20110501                 12.625                  3.375                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G03                                                      212000                1302.92                    360                     359                      7                      0                      0                   0.375                  7.375 WEST PALM BEACH        FL                                       33415 Single Family                          212000                20060601                     80 No MI                                                            3.25               20110501                 12.375                  3.125                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G03                                                      484000                3206.50                    360                     359                  7.575                      0                      0                   0.375                   7.95 OXNARD                 CA                                       93036 Single Family                          484000                20060601                     80 No MI                                                             3.5               20110501                  12.95                  2.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G03                                                      181200                1189.13                    360                     359                    7.5                      0                      0                   0.375                  7.875 CHARLOTTESVILLE        VA                                       22901 Single Family                          181200                20060601                     80 No MI                                                            4.25               20110501                 12.875                  3.125                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G02                                                      202400                1370.42                    360                     359                   7.75                      0                      0                   0.375                  8.125 Kissimmee              FL                                       34759 Single Family                          202400                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.125                  2.625                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      375750                2426.72                    360                     357                  7.375                      0                      0                   0.375                   7.75 Dumfries               VA                                       22025 PUD                                    375750                20060401            79.98999786 No MI                                1.00E+17                    2.25               20110301                  12.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G02                                                      255680                1704.53                    360                     359                  7.625                      0                      0                   0.375                      8 Linden                 NJ                                        7036 Single Family                          255680                20060601            79.90000153 No MI                                1.00E+17                    2.25               20110501                     13                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      160120                1167.54                    360                     359                  8.375                      0                      0                   0.375                   8.75 Canal Winchester       OH                                       43110 Single Family                          160120                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  13.75                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G03                                                     1121250                7007.81                    360                     356                  7.125                      0                      0                   0.375                    7.5 Golden                 CO                                       80403 Single Family                         1121250                20060301                     75 No MI                                1.00E+17                    2.25               20110201                   12.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360201 AFL2
GI                       G02                                                      243750                1599.61                    360                     358                    7.5                      0                      0                   0.375                  7.875 West Palm Beach        FL                                       33411 Single Family                          243750                20060501                     75 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                       61750                 392.37                    360                     358                   7.25                      0                      0                   0.375                  7.625 Pineville              NC                                       28134 Single Family                           61750                20060501                     65 No MI                                1.00E+17                    2.25               20110401                 12.625                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      115992                 761.20                    360                     358                    7.5                      0                      0                   0.375                  7.875 Covington              GA                                       30016 Single Family                          115992                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                    268650.1                1679.15                    360                     358                      6                      0                      0                   0.375                  6.375 Hesperia               CA                                       92344 Single Family                          269150                20060501                     70 No MI                                1.00E+17                    2.25               20110401                 11.375                  1.875                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                      317600                1819.58                    360                     357                    6.5                      0                      0                   0.375                  6.875 WOBURN                 MA                                        1801 Single Family                          317600                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 12.875                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G02                                                      124000                 865.42                    360                     358                      8                      0                      0                   0.375                  8.375 Portsmouth             VA                                       23702 2-4 Family                             124000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G03                                                      189600                 948.00                    360                     357                  5.625                      0                      0                   0.375                      6 HENDERSON              CO                                       80640 PUD                                    189600                20060401                     80 No MI                                1.00E+17                    2.25               20110301                     11                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GII                      G02                                                      416000                2426.67                    360                     359                  6.625                      0                      0                   0.375                      7 SILVER SPRING          MD                                       20902 Single Family                          416000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     12                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G03                                                      201579                1028.89                    360                     358                   5.75                      0                      0                   0.375                  6.125 Henderson              NV                                       89015 PUD                                    201600                20060501            67.19999695 No MI                                                            2.25               20110401                 11.125                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                    53966.43                 410.44                    360                     359                      8                      0                      0                   0.375                  8.375 Bridgeton              NJ                                        8302 Single Family                           54000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.375                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      144400                 947.63                    360                     358                    7.5                      0                      0                   0.375                  7.875 CHARLOTTE              NC                                       28277 PUD                                    144400                20060501            79.95999908 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                      198100                1114.31                    360                     354                  6.375                      0                      0                   0.375                   6.75 Ocoee                  FL                                       34761 PUD                                    198100                20060101            64.97000122 No MI                                1.00E+17                    2.25               20101201                  11.75                      2                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20351201 AFL2
GII                      G02                                                       84750                 494.37                    360                     359                  6.625                      0                      0                   0.375                      7 Markham                IL                                       60428 Single Family                           84750                20060601                     75 No MI                                1.00E+17                    2.25               20110501                     12                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                       81000                 531.56                    360                     358                    7.5                      0                      0                   0.375                  7.875 Charlotte              NC                                       28210 Single Family                           81000                20060501                     75 No MI                                1.00E+17                    2.25               20110401                 12.875                      2                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G03                                                      289600                1779.83                    360                     358                      7                      0                      0                   0.375                  7.375 SAN BERNARDINO         CA                                       92407 Single Family                          289600                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                      320000                1833.33                    360                     358                    6.5                      0                      0                   0.375                  6.875 Compton                CA                                       90221 Single Family                          320000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G01                                                      144000                 990.00                    360                     357                  7.875                      0                      0                   0.375                   8.25 CONYERS                GA                                       30012 Single Family                          144000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                  13.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GII                      G02                                                      305600                1687.17                    360                     358                   6.25                      0                      0                   0.375                  6.625 Galveston              TX                                       77550 Condominium                            305600                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.625                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      399200                2661.33                    360                     358                  7.625                      0                      0                   0.375                      8 Arlington              VA                                       22204 Single Family                          399200                20060501                     80 No MI                                1.00E+17                    2.25               20110401                     13                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G03                                                      268000                1647.08                    360                     358                      7                      0                      0                   0.375                  7.375 Van Nuys               CA                                       91411 Condominium                            268000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                      272000                1558.33                    360                     359                    6.5                      0                      0                   0.375                  6.875 Panorama City          CA                                       91402 Condominium                            272000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  9.125                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      240000                1525.00                    360                     359                   7.25                      0                      0                   0.375                  7.625 DUNSTABLE              MA                                        1827 Single Family                          240000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.625                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      226500                1439.22                    360                     355                   7.25                      0                      0                   0.375                  7.625 Surprise               AZ                                       85388 PUD                                    226500                20060201                     75 No MI                                1.00E+17                    2.25               20110101                 12.625                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360101 AFL2
GIII                     G03                                                      532000                2660.00                    360                     358                   5.75                      0                      0                    0.25                      6 DENVER                 CO                                       80209 Single Family                          532000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                     11                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 ADN1
GII                      G01                                                      192250                1281.67                    360                     355                  7.625                      0                      0                   0.375                      8 Davenport              FL                                       33896 PUD                                    192250                20060201            73.84999847 No MI                                1.00E+17                    2.25               20090101                     14                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      36 N                                    20360101 AFL2
GIII                     G02                                                      147200                 858.67                    360                     358                   6.75                      0                      0                    0.25                      7 STEAMBOAT SPRINGS      CO                                       80487 Condominium                            147200                20060501                     80 No MI                                1.00E+17                    2.25               20110401                     13                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G01                                                      305600                1910.00                    360                     358                   7.25                      0                      0                    0.25                    7.5 WAIANAE                HI                                       96792 PUD                                    305600                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   13.5                      2                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 ADN1
GI                       G03                                                      140032                 875.20                    360                     356                  7.125                      0                      0                   0.375                    7.5 Delmar                 MD                                       21875 PUD                                    140032                20060301                     80 No MI                                1.00E+17                    2.75               20110201                   13.5                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360201 AFL2
GI                       G02                                                      242400                1590.75                    360                     358                    7.5                      0                      0                   0.375                  7.875 Fredericksburg         VA                                       22407 Single Family                          242400                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.875                  2.375                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G01                                                      632000                4015.83                    360                     358                   7.25                      0                      0                   0.375                  7.625 San Juan Bautista      CA                                       95045 Single Family                          632000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.625                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      123750                 837.89                    360                     359                   7.75                      0                      0                   0.375                  8.125 Yakima                 WA                                       98902 2-4 Family                             123750                20060601                     75 No MI                                1.00E+17                    2.25               20110501                 13.125                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      202575                1413.80                    360                     359                      8                      0                      0                   0.375                  8.375 MADERA                 CA                                       93638 Single Family                          202575                20060601                     75 No MI                                1.00E+17                    2.25               20110501                 13.375                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      232800                1624.75                    360                     358                      8                      0                      0                   0.375                  8.375 Westbrook              CT                                        6498 Single Family                          232800                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                      344000                2006.67                    360                     358                  6.625                      0                      0                   0.375                      7 Washington             DC                                       20002 Single Family                          344000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                     12                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      279592                1834.82                    360                     358                    7.5                      0                      0                   0.375                  7.875 RIDGELY                MD                                       21660 PUD                                    279592                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                       95200                 624.75                    360                     359                    7.5                      0                      0                   0.375                  7.875 Tampa                  FL                                       33619 2-4 Family                              95200                20060601                     70 No MI                                1.00E+17                    2.25               20110501                 12.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G03                                                      196000                1184.17                    360                     359                  6.875                      0                      0                   0.375                   7.25 DALLAS                 TX                                       75208 Single Family                          196000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G01                                                   150276.15                 970.53                    360                     358                  7.375                      0                      0                   0.375                   7.75 North Las Vegas        NV                                       89030 Single Family                          150400                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                      353592                1988.96                    360                     358                  6.375                      0                      0                   0.375                   6.75 Lake Elsinore          CA                                       92532 PUD                                    353592                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.75                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      175000                1130.21                    360                     358                  7.375                      0                      0                   0.375                   7.75 RANDALLSTOWN           MD                                       21133 Single Family                          175000                20060501                     70 No MI                                                            2.25               20110401                  13.75                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                       86250                 548.05                    360                     359                   7.25                      0                      0                   0.375                  7.625 Yakima                 WA                                       98902 2-4 Family                              86250                20060601                     75 No MI                                1.00E+17                    2.25               20110501                 12.625                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GIII                     G03                                                      527900                3025.00                    360                     358                  6.625                      0                      0                    0.25                  6.875 BOULDER CREEK          CA                                       95006 Single Family                          528000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.875                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G02                                                      103380                 667.66                    360                     358                  7.375                      0                      0                   0.375                   7.75 La Vergne              TN                                       37089 Single Family                          103380                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.75                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G01                                                      405600                2450.50                    360                     354                      7                      0                      0                    0.25                   7.25 HERNDON                VA                                       20170 Single Family                          405600                20060101                     80 No MI                                1.00E+17                    2.25               20101201                  12.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20351201 ADN1
GII                      G02                                                      398400                2282.50                    360                     360                    6.5                      0                      0                   0.375                  6.875 Las Vegas              NV                                       89130 PUD                                    398400                20060701            79.93000031 No MI                                1.00E+17                    2.25               20110601                 11.875                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GII                      G03                                                      104000                 617.50                    360                     359                   6.75                      0                      0                   0.375                  7.125 ATLANTA                GA                                       30318 Single Family                          104000                20060601                     65 No MI                                1.00E+17                    2.25               20110501                 12.125                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GIII                     G02                                                    108529.3                 576.56                    360                     354                  6.125                      0                      0                    0.25                  6.375 BALTIMORE              MD                                       21206 Single Family                          109600                20060101                     80 No MI                                1.00E+17                    2.25               20101201                 11.375                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20351201 ADN1
GIII                     G03                                                      506400                2690.25                    360                     358                  6.125                      0                      0                    0.25                  6.375 SANTA MONICA           CA                                       90403 Condominium                            506400                20060501            69.84999847 No MI                                1.00E+17                    2.25               20110401                 11.375                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G01                                                      448000                2940.00                    360                     360                    7.5                      0                      0                   0.375                  7.875 GEORGETOWN             TX                                       78628 PUD                                    448000                20060701                     80 No MI                                1.00E+17                    2.25               20110601                 12.875                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GIII                     G02                                                      212000                1148.33                    360                     354                   6.25                      0                      0                    0.25                    6.5 HAGERSTOWN             MD                                       21740 PUD                                    212000                20060101                     80 No MI                                1.00E+17                    2.25               20101201                   11.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20351201 ADN1
GIII                     G02                                                      242400                1439.25                    360                     356                  6.875                      0                      0                    0.25                  7.125 UPPER MARLBORO         MD                                       20772 Single Family                          242400                20060301                     80 No MI                                1.00E+17                    2.25               20110201                 12.125                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360201 ADN1
GIII                     G03                                                      880000                4400.00                    360                     357                   5.75                      0                      0                    0.25                      6 CASTLE ROCK            CO                                       80108 PUD                                    880000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                     12                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 ADN1
GII                      G02                                                      103000                 600.83                    360                     359                  6.625                      0                      0                   0.375                      7 Laurel                 MD                                       20707 Condominium                            103000                20060601                   51.5 No MI                                1.00E+17                    2.25               20110501                     12                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GIII                     G03                                                      650000                3250.00                    360                     357                   5.75                      0                      0                    0.25                      6 BURBANK                CA                                       91501 Single Family                          650000                20060401            73.94999695 No MI                                1.00E+17                    2.25               20110301                     12                      2                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 ADN1
GII                      G03                                                      163200                 986.00                    360                     359                  6.875                      0                      0                   0.375                   7.25 NEWARK                 DE                                       19713 Single Family                          163200                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.25                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GIII                     G03                                                      452000                2401.25                    360                     357                  6.125                      0                      0                    0.25                  6.375 BURBANK                CA                                       91506 Single Family                          452000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 12.375                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 ADN1
GI                       G01                                                      535992                3517.45                    360                     358                    7.5                      0                      0                   0.375                  7.875 SACRAMENTO             CA                                       95829 Single Family                          535992                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.875                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      280000                1808.33                    360                     358                  7.375                      0                      0                   0.375                   7.75 Richmond               VA                                       23220 2-4 Family                             280000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.75                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GIII                     G02                                                   131913.93                 769.50                    360                     357                   6.75                      0                      0                    0.25                      7 FRAZIER PARK           CA                                       93225 Single Family                          132000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                     13                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 ADN1
GIII                     G02                                                      308150                1669.15                    360                     357                   6.25                      0                      0                    0.25                    6.5 MORENO VALLEY          CA                                       92551 PUD                                    308150                20060401                     80 No MI                                1.00E+17                    2.25               20110301                   12.5                      2                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 ADN1
GI                       G03                                                      304000                1900.00                    360                     358                  7.125                      0                      0                   0.375                    7.5 Elizabeth              NJ                                        7208 Single Family                          304000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                      2                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 AFL2
GIII                     G01                                                   100399.65                 512.46                    360                     357                  5.875                      0                      0                    0.25                  6.125 NAMPA                  ID                                       83651 Single Family                          100400                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 12.125                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 ADN1
GI                       G02                                                      256800                1658.50                    360                     358                  7.375                      0                      0                   0.375                   7.75 Richmond               VA                                       23220 2-4 Family                             256800                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.75                      2                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 AFL2
GIII                     G03                                                      559000                3145.50                    360                     357                    6.5                      0                      0                    0.25                   6.75 SILVER SPRING          MD                                       20905 PUD                                    559200                20060401                     80 No MI                                1.00E+17                    2.25               20110301                  12.75                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 ADN1
GIII                     G03                                                      862500                5031.25                    360                     358                   6.75                      0                      0                    0.25                      7 PALM SPRINGS           CA                                       92264 Single Family                          862500                20060501                     75 No MI                                1.00E+17                    2.25               20110401                     12                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 ADN1
GII                      G02                                                      130000                 731.25                    360                     359                  6.375                      0                      0                   0.375                   6.75 CO SPGS                CO                                       80904 Single Family                          130000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  11.75                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G02                                                    99915.99                 656.93                    360                     359                    6.5                      0                      0                   0.375                  6.875 WILMINGTON             DE                                       19802 Townhouse                              100000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.875                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 AFL2
GIII                     G02                                                       36000                 206.25                    360                     357                  6.625                      0                      0                    0.25                  6.875 CASA GRANDE            AZ                                       85222 Single Family                           36000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 12.875                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 ADN1
GIII                     G03                                                      464498                2661.19                    360                     358                  6.625                      0                      0                    0.25                  6.875 CERES                  CA                                       95307 Single Family                          464498                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.875                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G02                                                   127649.08                 874.24                    360                     355                      7                      0                      0                    0.25                   7.25 OCALA                  FL                                       34473 Single Family                          128155                20060201                     95 PMI                                  1.00E+17                   2.875               20110101                  13.25                      2                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360101 ADN1
GII                      G02                                                      350675                1972.55                    360                     359                  6.375                      0                      0                   0.375                   6.75 HUNTINGTON STATION     NY                                       11746 Single Family                          350675                20060601                     65 No MI                                1.00E+17                    2.25               20110501                  11.75                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GIII                     G02                                                      155655                 875.56                    360                     358                    6.5                      0                      0                    0.25                   6.75 PITTSBURG              KS                                       66762 Single Family                          155655                20060501                     90 PMI                                  1.00E+17                    2.25               20110401                  12.75                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G03                                                      130000                 812.50                    360                     359                  7.125                      0                      0                   0.375                    7.5 SAINT LOUIS            MO                                       63116 2-4 Family                             130000                20060601                     65 No MI                                1.00E+17                    2.25               20110501                   12.5                      2                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GIII                     G03                                                   641767.57                3342.54                    360                     357                      6                      0                      0                    0.25                   6.25 HENDERSON              NV                                       89074 PUD                                    642400                20060401                     80 No MI                                1.00E+17                    2.25               20110301                  12.25                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 ADN1
GIII                     G03                                                      440000                2429.17                    360                     358                  6.375                      0                      0                    0.25                  6.625 PRESCOTT               AZ                                       86301 Single Family                          440000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.625                      2                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 ADN1
GI                       G02                                                   159869.48                1049.14                    360                     358                    7.5                      0                      0                   0.375                  7.875 Savannah               GA                                       31419 Single Family                          159920                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.875                      2                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 AFL2
GIII                     G03                                                      535000                2786.46                    360                     357                      6                      0                      0                    0.25                   6.25 LORTON                 VA                                       22079 PUD                                    535000                20060401            78.68000031 No MI                                1.00E+17                    2.25               20110301                  12.25                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 ADN1
GII                      G03                                                     1000000                6041.67                    360                     358                  6.875                      0                      0                   0.375                   7.25 Ladera Ranch           CA                                       92694 PUD                                   1000000                20060501            79.95999908 No MI                                1.00E+17                    2.25               20110401                  12.25                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 WALN
GIII                     G02                                                      164700                 892.13                    360                     358                   6.25                      0                      0                    0.25                    6.5 PHOENIX                AZ                                       85012 Condominium                            164700                20060501            79.98999786 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 ADN1
GIII                     G02                                                      183920                1092.03                    360                     357                  6.875                      0                      0                    0.25                  7.125 DORAL                  FL                                       33166 Condominium                            183920                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 13.125                      2                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 ADN1
GIII                     G02                                                      172000                1003.33                    360                     357                   6.75                      0                      0                    0.25                      7 PHOENIX                AZ                                       85018 Single Family                          172000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                     13                      2                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 ADN1
GIII                     G03                                                     1500000                7343.75                    360                     357                  5.625                      0                      0                    0.25                  5.875 BRECKENRIDGE           CO                                       80424 Single Family                         1500000                20060401            69.43000031 No MI                                1.00E+17                    2.25               20110301                 11.875                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 ADN1
GI                       G02                                                      278400                1885.00                    360                     356                   7.75                      0                      0                   0.375                  8.125 Cape Coral             FL                                       33909 Single Family                          278400                20060301            78.87000275 No MI                                1.00E+17                    2.25               20110201                 13.125                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360201 AFL2
GIII                     G02                                                      164000                 939.58                    360                     358                  6.625                      0                      0                    0.25                  6.875 CORTLAND               IL                                       60112 PUD                                    164000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G01                                                      276689                1441.09                    360                     357                      6                      0                      0                    0.25                   6.25 BRISTOW                VA                                       20136 PUD                                    276689                20060401                     70 No MI                                1.00E+17                    2.25               20110301                  12.25                      2                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 ADN1
GI                       G02                                                      206250                1310.55                    360                     359                   7.25                      0                      0                   0.375                  7.625 Seattle                WA                                       98178 Single Family                          206250                20060601                     75 No MI                                1.00E+17                    2.25               20110501                 12.625                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G01                                                      606960                4236.07                    360                     358                      8                      0                      0                   0.375                  8.375 ALEXANDRIA             VA                                       22303 PUD                                    606960                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 14.375                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GIII                     G02                                                      154800                 886.88                    360                     357                  6.625                      0                      0                    0.25                  6.875 JEWETT CITY            CT                                        6351 Single Family                          154800                20060401                     60 No MI                                1.00E+17                    2.25               20110301                 12.875                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 ADN1
GII                      G02                                                      167480                 924.63                    360                     359                   6.25                      0                      0                   0.375                  6.625 SEVERANCE              CO                                       80546 PUD                                    167480                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.625                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GIII                     G03                                                      512000                2773.33                    360                     357                   6.25                      0                      0                    0.25                    6.5 DOWNEY                 CA                                       90240 Single Family                          512000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                   12.5                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 ADN1
GII                      G03                                                      504000                2782.50                    360                     358                   6.25                      0                      0                   0.375                  6.625 Paris                  VA                                       20130 Single Family                          504000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.625                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      133600                 946.33                    360                     359                  8.125                      0                      0                   0.375                    8.5 CEDARBURG              WI                                       53012 Single Family                          133600                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   13.5                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GIII                     G02                                                      360000                2062.50                    360                     358                  6.625                      0                      0                    0.25                  6.875 LAS VEGAS              NV                                       89117 PUD                                    360000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 ADN1
GIII                     G03                                                      531050                2931.84                    360                     358                  6.375                      0                      0                    0.25                  6.625 LAKE ELSINORE          CA                                       92532 PUD                                    531050                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.625                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G02                                                    94441.26                 718.27                    360                     359                      8                      0                      0                   0.375                  8.375 CHICAGO                IL                                       60636 Single Family                           94500                20060601                     70 No MI                                1.00E+17                    2.25               20110501                 13.375                      2                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 AFL2
GIII                     G01                                                      260500                1193.96                    360                     357                   5.25                      0                      0                    0.25                    5.5 FREDERICKSBURG         VA                                       22408 Single Family                          260500                20060401            79.91000366 No MI                                1.00E+17                    2.25               20110301                   11.5                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 ADN1
GIII                     G02                                                      210000                1115.63                    360                     357                  6.125                      0                      0                    0.25                  6.375 PUYALLUP               WA                                       98371 Single Family                          210000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 12.375                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 ADN1
GIII                     G02                                                   132757.81                 843.57                    360                     357                  7.375                      0                      0                    0.25                  7.625 TEMPE                  AZ                                       85281 Condominium                            132800                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 13.625                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 ADN1
GII                      G02                                                   129526.08                 821.69                    360                     356                  6.125                      0                      0                   0.375                    6.5 Reno                   NV                                       89506 Single Family                          130000                20060301            60.47000122 No MI                                1.00E+17                    2.25               20110201                   12.5                      2                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360201 AFL2
GII                      G02                                                      113625                 639.14                    360                     356                  6.375                      0                      0                   0.375                   6.75 Jacksonville           FL                                       32207 Single Family                          113625                20060301                     75 No MI                                1.00E+17                    2.25               20110201                  11.75                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360201 AFL2
GII                      G03                                                      489320                2803.40                    360                     358                    6.5                      0                      0                   0.375                  6.875 Ashburn                VA                                       20148 PUD                                    489320                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GIII                     G02                                                      140250                 745.08                    360                     357                  6.125                      0                      0                    0.25                  6.375 LAKELAND               FL                                       33803 Single Family                          140250                20060401            77.05999756 No MI                                1.00E+17                    2.25               20110301                 12.375                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 ADN1
GI                       G02                                                   139912.98                1064.10                    360                     359                      8                      0                      0                   0.375                  8.375 Snellville             GA                                       30078 2-4 Family                             140000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.375                      2                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360501 AFL2
GIII                     G02                                                   219696.17                1393.71                    360                     356                   6.25                      0                      0                    0.25                    6.5 LAS CRUCES             NM                                       88007 Single Family                          220500                20060301            79.98000336 No MI                                1.00E+17                    2.25               20110201                   11.5                      2                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360201 ADN1
GIII                     G03                                                      900000                5718.75                    360                     356                  7.375                      0                      0                    0.25                  7.625 LAS VEGAS              NV                                       89135 PUD                                    900000                20060301                     75 No MI                                1.00E+17                   2.625               20110201                 12.625                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360201 ADN1
GIII                     G03                                                      650000                3791.67                    360                     356                   6.75                      0                      0                    0.25                      7 LAS VEGAS              NV                                       89148 PUD                                    650000                20060301            76.05999756 No MI                                1.00E+17                    2.25               20110201                     13                  2.375                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360201 ADN1
GIII                     G02                                                      217500                1223.44                    360                     357                    6.5                      0                      0                    0.25                   6.75 MIAMI                  FL                                       33131 Condominium                            217500                20060401                     75 No MI                                1.00E+17                    2.25               20110301                  12.75                      2                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 ADN1
GIII                     G02                                                      376000                2271.67                    360                     357                      7                      0                      0                    0.25                   7.25 SARASOTA               FL                                       34241 PUD                                    376000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                  13.25                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 ADN1
GIII                     G03                                                      650000                3723.96                    360                     358                  6.625                      0                      0                    0.25                  6.875 CORONA                 CA                                       92883 PUD                                    650000                20060501            75.37999725 No MI                                1.00E+17                    2.25               20110401                 11.875                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G01                                                   165799.99                 863.54                    360                     356                      6                      0                      0                    0.25                   6.25 LAS VEGAS              NV                                       89148 PUD                                    165800                20060301                     70 No MI                                1.00E+17                    3.75               20110201                  12.25                      2                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360201 ADN1
GI                       G02                                                      420000                2843.75                    360                     356                   7.75                      0                      0                   0.375                  8.125 WATERTOWN              MA                                        2472 2-4 Family                             420000                20060301                     70 No MI                                1.00E+17                    2.25               20110201                 13.125                    3.5                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360201 AFL2
GIII                     G01                                                      408750                1958.59                    360                     356                    5.5                      0                      0                    0.25                   5.75 ANTIOCH                CA                                       94509 Single Family                          408750                20060301                     75 No MI                                1.00E+17                    2.25               20110201                  11.75                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360201 ADN1
GII                      G02                                                   125998.75                 669.37                    360                     357                      6                      0                      0                   0.375                  6.375 SAN DIEGO              CA                                       92154 Single Family                          126000                20060401            27.10000038 No MI                                1.00E+17                    2.25               20110301                 11.375                    2.5                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GIII                     G02                                                      308000                1860.83                    360                     356                      7                      0                      0                    0.25                   7.25 SAN BERNARDINO         CA                                       92410 2-4 Family                             308000                20060301                     80 No MI                                1.00E+17                    3.75               20110201                  12.25                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360201 ADN1
GIII                     G02                                                   147198.66                 981.33                    360                     357                   7.75                      0                      0                    0.25                      8 ATLANTA                GA                                       30310 Single Family                          147200                20060401                     80 No MI                                1.00E+17                    2.25               20110301                     14                    3.5                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 ADN1
GIII                     G02                                                   215856.94                1268.75                    360                     357                   6.75                      0                      0                    0.25                      7 PROVO                  UT                                       84606 2-4 Family                             217500                20060401            73.73000336 No MI                                1.00E+17                    2.25               20110301                     13                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 ADN1
GIII                     G02                                                      179991                1274.94                    360                     357                   7.72                   0.53                      0                    0.25                    8.5 DAVIE                  FL                                       33314 Condominium                            179991                20060401                     90 Republic MIC                         1.00E+17                     3.5               20110301                   14.5                      2                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 ADN1
GIII                     G02                                                   302999.56                2051.56                    360                     357                  6.765                   1.11                      0                    0.25                  8.125 FARMINGTON HILLS       MI                                       48335 Single Family                          303000                20060401            85.58999634 YES                                  1.00E+17                       3               20110301                 14.125                   2.72                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 ADN1
GIII                     G03                                                      862000                4848.75                    360                     358                    6.5                      0                      0                    0.25                   6.75 JACKSON                WY                                       83001 Single Family                          862000                20060501            74.95999908 No MI                                1.00E+17                    2.25               20110401                  12.75                   1.64                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G03                                                      616000                3015.83                    360                     357                  5.625                      0                      0                    0.25                  5.875 CARLSBAD               CA                                       92010 PUD                                    616000                20060401            79.48000336 No MI                                1.00E+17                    2.25               20110301                 11.875                      2                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 ADN1
GIII                     G02                                                      123120                 769.50                    360                     357                   7.25                      0                      0                    0.25                    7.5 MIAMI                  FL                                       33015 Condominium                            123120                20060401                     80 No MI                                1.00E+17                    2.25               20110301                   13.5                      2                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 ADN1
GII                      G01                                                      141032                 881.45                    360                     356                  7.125                      0                      0                   0.375                    7.5 FULTON                 GA                                       30331 Single Family                          141032                20060301                     80 No MI                                                            2.25               20090201                   13.5                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      36 N                                    20360201 AFL2
GII                      G03                                                      151600                 900.13                    360                     359                   6.75                      0                      0                   0.375                  7.125 Suwanee                GA                                       30024 Townhouse                              151600                20060601            79.98999786 No MI                                1.00E+17                    2.25               20110501                 12.125                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GIII                     G02                                                      236000                1548.75                    360                     357                  7.625                      0                      0                    0.25                  7.875 RUNNING SPRINGS        CA                                       92382 Single Family                          236000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 13.875                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 ADN1
GIII                     G03                                                     1000000                5937.50                    360                     358                  6.875                      0                      0                    0.25                  7.125 NEWPORT BEACH          CA                                       92663 Single Family                         1000000                20060501            70.66999817 No MI                                1.00E+17                    2.25               20110401                 13.125                      2                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 ADN1
GIII                     G03                                                      671602                3707.80                    360                     358                  6.375                      0                      0                    0.25                  6.625 PALM BEACH GARDENS     FL                                       33410 PUD                                    671602                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.625                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 ADN1
GIII                     G03                                                      750000                4218.75                    360                     357                    6.5                      0                      0                    0.25                   6.75 SAN CLEMENTE           CA                                       92672 2-4 Family                             750000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                  12.75                      2                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 ADN1
GIII                     G02                                                      248000                1395.00                    360                     358                    6.5                      0                      0                    0.25                   6.75 EUGENE                 OR                                       97401 Single Family                          248000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.75                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G02                                                      268000                1702.92                    360                     359                   7.25                      0                      0                   0.375                  7.625 SPRINGFIELD            VA                                       22152 Condominium                            268000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.625                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GIII                     G03                                                      508800                2650.00                    360                     358                      6                      0                      0                    0.25                   6.25 LOS ANGELES            CA                                       91436 Single Family                          508800                20060501            75.94000244 No MI                                1.00E+17                    2.25               20110401                  12.25                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 ADN1
GII                      G02                                                       99050                 577.79                    360                     359                  6.625                      0                      0                   0.375                      7 Charlotte              NC                                       28208 Single Family                           99050                20060601                     70 No MI                                1.00E+17                    2.25               20110501                     12                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GIII                     G02                                                      193000                1166.04                    360                     358                      7                      0                      0                    0.25                   7.25 MESA                   AZ                                       85202 Single Family                          193000                20060501            73.37999725 No MI                                1.00E+17                    2.25               20110401                  13.25                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 ADN1
GI                       G02                                                      110800                 727.13                    360                     358                    7.5                      0                      0                   0.375                  7.875 HOUSTON                TX                                       77090 Single Family                          110800                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.875                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GIII                     G02                                                      167200                 957.92                    360                     357                  6.625                      0                      0                    0.25                  6.875 CHICAGO                IL                                       60657 Condominium                            167200                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 12.875                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 ADN1
GIII                     G01                                                      116720                 595.76                    360                     357                  5.875                      0                      0                    0.25                  6.125 MERIDIAN               ID                                       83642 Single Family                          116720                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 12.125                      2                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 ADN1
GII                      G03                                                      275200                1662.67                    360                     358                  6.875                      0                      0                   0.375                   7.25 Bay Point              CA                                       94565 Single Family                          275200                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.25                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GIII                     G02                                                      132800                 760.83                    360                     356                  6.625                      0                      0                    0.25                  6.875 CORCORAN               CA                                       93212 PUD                                    132800                20060301                     80 No MI                                1.00E+17                    2.25               20110201                 12.875                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360201 ADN1
GIII                     G01                                                      188000                 959.58                    360                     356                  5.875                      0                      0                    0.25                  6.125 PUYALLUP               WA                                       98371 Single Family                          188000                20060301                     80 No MI                                1.00E+17                    2.25               20110201                 12.125                      2                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360201 ADN1
GIII                     G02                                                   246014.42                1680.88                    360                     358                      7                      0                      0                    0.25                   7.25 RAINIER                WA                                       98576 Single Family                          246400                20060501            79.83000183 No MI                                1.00E+17                    2.25               20110401                  13.25                      2                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 ADN1
GIII                     G02                                                      220200                1238.63                    360                     358                    6.5                      0                      0                    0.25                   6.75 MODESTO                CA                                       95350 Single Family                          220200                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.75                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G02                                                      252000                1443.75                    360                     357                  6.625                      0                      0                    0.25                  6.875 FONTANA                CA                                       92335 Single Family                          252000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 12.875                      2                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 ADN1
GIII                     G02                                                      376000                2193.33                    360                     356                   6.75                      0                      0                    0.25                      7 TEMECULA               CA                                       92591 Single Family                          376000                20060301                     80 No MI                                1.00E+17                    2.75               20110201                     13                      2                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360201 ADN1
GIII                     G03                                                      518000                2859.79                    360                     356                  6.375                      0                      0                    0.25                  6.625 PORTLAND               OR                                       97236 Single Family                          518000                20060301                     70 No MI                                1.00E+17                    2.25               20110201                 12.625                    2.5                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360201 ADN1
GIII                     G03                                                      510300                2661.46                    360                     357                      6                      0                      0                    0.25                   6.25 PARK RIDGE             IL                                       60068 Single Family                          512000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                  12.25                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 ADN1
GIII                     G03                                                     1563600                8143.75                    360                     357                      6                      0                      0                    0.25                   6.25 SAN CLEMENTE           CA                                       92673 PUD                                   1563600                20060401            65.15000153 No MI                                1.00E+17                    2.25               20110301                  12.25                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 ADN1
GIII                     G02                                                      263920                1457.06                    360                     357                  6.375                      0                      0                    0.25                  6.625 REDLANDS               CA                                       92374 Single Family                          263920                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 12.625                      2                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 ADN1
GIII                     G02                                                    70821.09                 502.53                    360                     357                  7.375                      0                      0                    0.25                  7.625 DAYTON                 OH                                       45405 Single Family                           71000                20060401            79.77999878 No MI                                1.00E+17                    2.25               20110301                 13.625                      2                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360301 ADN1
GIII                     G02                                                      232000                1329.17                    360                     358                  6.625                      0                      0                    0.25                  6.875 CRESTLINE              CA                                       92325 Single Family                          232000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.875                      2                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 ADN1
GIII                     G02                                                      199400                1100.85                    360                     358                  6.375                      0                      0                    0.25                  6.625 GOLDEN VALLEY          MN                                       55427 Condominium                            199400                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.625                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G02                                                   250881.22                1799.89                    360                     358                  7.375                      0                      0                   0.375                   7.75 Las Vegas              NV                                       89103 Condominium                            251237                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.75                      2                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      153000                 988.12                    360                     356                  7.375                      0                      0                   0.375                   7.75 Tempe                  AZ                                       85283 Single Family                          153000                20060301                     75 No MI                                1.00E+17                    2.25               20110201                  12.75                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360201 AFL2
GI                       G03                                                      372000                2286.25                    360                     358                      7                      0                      0                   0.375                  7.375 Alexandria             VA                                       22303 Single Family                          372000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.375                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                    97315.11                 767.82                    360                     355                  8.375                      0                      0                   0.375                   8.75 Duluth                 MN                                       55811 Condominium                             97600                20060201                     80 No MI                                1.00E+17                    2.25               20110101                  13.75                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360101 AFL2
GI                       G02                                                      203736                1358.24                    360                     356                  7.625                      0                      0                   0.375                      8 Port Saint Lucie       FL                                       34953 Single Family                          203736                20060301                     80 No MI                                1.00E+17                    2.25               20110201                     13                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360201 AFL2
GI                       G02                                                   197225.38                1404.26                    360                     352                   7.25                      0                      0                   0.375                  7.625 Peoria                 AZ                                       85382 PUD                                    198400                20051101                     80 No MI                                1.00E+17                    2.25               20101001                   12.5                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20351001 AFL2
GI                       G01                                                     1121250                7825.39                    360                     357                      8                      0                      0                   0.375                  8.375 Malibu                 CA                                       90265 Condominium                           1121250                20060401                     65 No MI                                1.00E+17                    2.25               20110301                 13.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GII                      G02                                                   103723.22                 665.92                    360                     357                   6.25                      0                      0                   0.375                  6.625 SAN LUIS               AZ                                       85349 Single Family                          104000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 11.625                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360301 AFL2
GI                       G03                                                       76240                 476.50                    360                     358                  7.125                      0                      0                   0.375                    7.5 Ward                   AR                                       72176 2-4 Family                              76240                20060501                     80 No MI                                                            2.25               20110401                   12.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G03                                                   175975.01                1063.18                    360                     354                  6.875                      0                      0                   0.375                   7.25 QUEEN CREEK            AZ                                       85242 PUD                                    176000                20060101                     80 No MI                                1.00E+17                    2.25               20101201                  12.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20351201 WALN
GII                      G03                                                      175000                1057.30                    360                     356                  6.875                      0                      0                   0.375                   7.25 Orlando                FL                                       32809 Single Family                          175000                20060301            77.77999878 No MI                                1.00E+17                    2.25               20110201                  12.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360201 AFL2
GIII                     G02                                                      360000                1912.50                    360                     356                  6.125                      0                      0                    0.25                  6.375 WALDORF                MD                                       20603 PUD                                    360000                20060301                     80 No MI                                1.00E+17                    2.25               20110201                 12.375                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360201 ADN1
GIII                     G03                                                     1500000                7812.50                    360                     356                      6                      0                      0                    0.25                   6.25 ORANGE                 CA                                       92869 Single Family                         1500000                20060301            66.66999817 No MI                                1.00E+17                    2.25               20110201                  12.25                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360201 ADN1
GIII                     G02                                                      247833                1342.43                    360                     356                   6.25                      0                      0                    0.25                    6.5 MOUNTAIN GREEN         UT                                       84050 Single Family                          247833                20060301                     80 No MI                                1.00E+17                    2.25               20110201                   12.5                      2                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360201 ADN1
GIII                     G02                                                      298617                1959.67                    360                     355                  7.625                      0                      0                    0.25                  7.875 LAS VEGAS              NV                                       89103 Condominium                            298617                20060201                     80 No MI                                1.00E+17                    2.75               20110101                 13.875                      2                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360101 ADN1
GIII                     G02                                                      308000                1636.25                    360                     354                  6.125                      0                      0                    0.25                  6.375 BOULDER CITY           NV                                       89005 Single Family                          308000                20060101                     80 No MI                                1.00E+17                    2.25               20101201                 12.375                    2.5                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20351201 ADN1
GIII                     G02                                                      402000                2305.99                    360                     357                  6.625                      0                      0                    0.25                  6.875 AVON                   CT                                        6001 Single Family                          405000                20060401            65.05999756 No MI                                1.00E+17                   2.375               20110301                 12.875                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 ADN1
GIII                     G02                                                      396800                2149.33                    360                     356                   6.25                      0                      0                    0.25                    6.5 RICHMOND               CA                                       94804 Single Family                          396800                20060301                     80 No MI                                1.00E+17                    2.25               20110201                   12.5                  2.125                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360201 ADN1
GI                       G01                                                      185500                1082.08                    360                     360                  6.625                      0                      0                   0.375                      7 Phoenix                AZ                                       85037 PUD                                    185500                20060701                     70 No MI                                1.00E+17                    2.25               20110601                     12                      2                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360601 AFL2
GI                       G02                                                      216528                1511.19                    360                     358                      8                      0                      0                   0.375                  8.375 DAVENPORT              FL                                       33897 PUD                                    216528                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                       88000                 595.83                    360                     358                   7.75                      0                      0                   0.375                  8.125 Orlando                FL                                       32808 Single Family                           88000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.125                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                      399200                2162.33                    360                     357                  6.125                      0                      0                   0.375                    6.5 Litchfield Park        AZ                                       85340 PUD                                    399200                20060401                     80 No MI                                1.00E+17                    2.25               20110301                   11.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G02                                                      135100                 900.67                    360                     358                  7.625                      0                      0                   0.375                      8 WEST SACRAMENTO        CA                                       95605 Single Family                          135100                20060501                     70 No MI                                1.00E+17                    2.25               20110401                     13                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                      180000                1050.00                    360                     358                  6.625                      0                      0                   0.375                      7 Seabrook               NH                                        3874 2-4 Family                             180000                20060501            31.69000053 No MI                                1.00E+17                    2.25               20110401                     12                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G01                                                      224000                1166.67                    360                     357                  5.875                      0                      0                   0.375                   6.25 MACOMB                 MI                                       48042 Single Family                          224000                20060401                     80 No MI                                1.00E+17                    2.25               20090301                  11.25                  1.875                       2 First Lien                                    Y                                           36 No_PP                                     360                      36 N                                    20360301 AFL2
GI                       G02                                                       78750                 508.59                    360                     358                  7.375                      0                      0                   0.375                   7.75 Denver                 CO                                       80204 Single Family                           78750                20060501                     75 No MI                                1.00E+17                    2.25               20110401                  12.75                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                    237726.3                1361.97                    360                     358                    6.5                      0                      0                   0.375                  6.875 DENVER                 CO                                       80235 Single Family                          238000                20060501            46.20999908 No MI                                1.00E+17                    2.25               20110401                 11.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G03                                                      116250                 714.45                    360                     358                      7                      0                      0                   0.375                  7.375 Alpharetta             GA                                       30004 Condominium                            116250                20060501                     75 No MI                                1.00E+17                    2.25               20110401                 12.375                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      209600                1135.33                    360                     352                  6.125                      0                      0                   0.375                    6.5 Saint Cloud            MN                                       56301 2-4 Family                             209600                20051101                     80 No MI                                1.00E+17                    2.25               20121001                   11.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      84 N                                    20351001 AFL2
GI                       G03                                                      280000                1720.83                    360                     358                      7                      0                      0                   0.375                  7.375 REDLANDS               CA                                       92373 Single Family                          280000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G03                                                       76240                 476.50                    360                     358                  7.125                      0                      0                   0.375                    7.5 Ward                   AR                                       72176 2-4 Family                              76240                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G01                                                      219920                1511.95                    360                     357                  7.875                      0                      0                   0.375                   8.25 Woodbridge             VA                                       22193 Townhouse                              219920                20060401                     80 No MI                                1.00E+17                    2.25               20110301                  13.25                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GII                      G02                                                      304000                1741.67                    360                     358                    6.5                      0                      0                   0.375                  6.875 Woodbridge             VA                                       22192 Townhouse                              304000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G03                                                      161000                 989.48                    360                     358                      7                      0                      0                   0.375                  7.375 St Petersburg          FL                                       33703 Single Family                          161000                20060501                     70 No MI                                1.00E+17                    2.25               20110401                 12.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G03                                                      312000                1950.00                    360                     357                  7.125                      0                      0                   0.375                    7.5 Chicago                IL                                       60614 Condominium                            312000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                   13.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GII                      G02                                                      216920                1152.39                    360                     360                      6                      0                      0                   0.375                  6.375 ANTHEM                 AZ                                       85086 PUD                                    216920                20060701                     80 No MI                                1.00E+17                    2.25               20110601                 11.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GI                       G02                                                      174392                1108.12                    360                     359                   7.25                      0                      0                   0.375                  7.625 JACKSONVILLE           FL                                       32216 PUD                                    174392                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.625                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G03                                                      118400                 740.00                    360                     358                  7.125                      0                      0                   0.375                    7.5 ATLANTA                GA                                       30311 Single Family                          118400                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 WALN
GI                       G02                                                      235200                1666.00                    360                     359                  8.125                      0                      0                   0.375                    8.5 Las Vegas              NV                                       89131 Single Family                          235200                20060601                     70 No MI                                1.00E+17                    2.25               20110501                   13.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                       99750                 696.17                    360                     358                      8                      0                      0                   0.375                  8.375 Asheville              NC                                       28803 Single Family                           99750                20060501                     75 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      141067                 911.06                    360                     359                  7.375                      0                      0                   0.375                   7.75 NORTH LAS VEGAS        NV                                       89084 Condominium                            141067                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                   317196.07                2015.52                    360                     358                   7.25                      0                      0                   0.375                  7.625 Newark                 NJ                                        7104 2-4 Family                             317200                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.625                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      246820                1594.05                    360                     359                  7.375                      0                      0                   0.375                   7.75 TUCSON                 AZ                                       85743 PUD                                    246820                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      117600                 820.75                    360                     358                      8                      0                      0                   0.375                  8.375 Cedar Hill             TX                                       75104 Single Family                          117600                20060501                     70 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G03                                                      356250                2152.34                    360                     359                  6.875                      0                      0                   0.375                   7.25 SPRINGFIELD            VA                                       22153 Single Family                          356250                20060601                     75 No MI                                1.00E+17                    2.25               20110501                  12.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      104000                 595.83                    360                     358                    6.5                      0                      0                   0.375                  6.875 MCDONOUGH              GA                                       30253 Single Family                          104000                20060501                     80 No MI                                1.00E+17                    2.25               20130401                 11.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      84 N                                    20360401 AFL2
GI                       G02                                                      262500                1695.31                    360                     359                  7.375                      0                      0                   0.375                   7.75 Merced                 CA                                       95348 Single Family                          262500                20060601                     75 No MI                                1.00E+17                    2.25               20110501                  12.75                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G02                                                      207920                1191.21                    360                     357                    6.5                      0                      0                   0.375                  6.875 DANBURY                CT                                        6810 Condominium                            207920                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 11.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GII                      G02                                                       83250                 450.94                    360                     358                  6.125                      0                      0                   0.375                    6.5 TEMPLE                 GA                                       30179 Single Family                           83250                20060501                     75 No MI                                1.00E+17                    2.25               20110401                   11.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                       64000                 420.00                    360                     358                    7.5                      0                      0                   0.375                  7.875 CINCINNATI             OH                                       45205 2-4 Family                              64000                20060501                     80 No MI                                                            2.25               20110401                 12.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                      216300                1149.09                    360                     358                      6                      0                      0                   0.375                  6.375 Atlanta                GA                                       30312 Single Family                          216500                20060501            79.88999939 No MI                                1.00E+17                    2.25               20110401                 11.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G03                                                      141200                 882.50                    360                     358                  7.125                      0                      0                   0.375                    7.5 DECATUR                GA                                       30032 Single Family                          141200                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 WALN
GI                       G02                                                   267824.69                1989.89                    360                     359                   7.75                      0                      0                   0.375                  8.125 WASHINGTON             DC                                       20018 Single Family                          268000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.125                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G03                                                      230400                1440.00                    360                     358                  7.125                      0                      0                   0.375                    7.5 AVONDALE               AZ                                       85323 PUD                                    230400                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 WALN
GI                       G03                                                      144000                 900.00                    360                     358                  7.125                      0                      0                   0.375                    7.5 HAGERSTOWN             MD                                       21740 2-4 Family                             144000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   13.5                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G01                                                   691923.78                4684.90                    360                     358                   7.75                      0                      0                   0.375                  8.125 NAPLES                 FL                                       34109 PUD                                    692000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.125                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 WALN
GI                       G02                                                      240000                1575.00                    360                     358                    7.5                      0                      0                   0.375                  7.875 Newark                 NJ                                        7112 2-4 Family                             240000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 WALN
GI                       G03                                                      600000                3687.50                    360                     357                      7                      0                      0                   0.375                  7.375 Leesburg               VA                                       20176 PUD                                    600000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 12.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GI                       G03                                                   180765.05                1110.95                    360                     358                      7                      0                      0                   0.375                  7.375 BLAINE                 MN                                       55434 Single Family                          180800                20060501                     80 No MI                                                            2.25               20110401                 12.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                      158620                 892.24                    360                     357                  6.375                      0                      0                   0.375                   6.75 HAMPTON                GA                                       30228 PUD                                    158620                20060401                     80 No MI                                1.00E+17                    2.25               20110301                  11.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G02                                                      285000                1989.06                    360                     358                      8                      0                      0                   0.375                  8.375 Paso Robles            CA                                       93446 Single Family                          285000                20060501                     75 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                   131822.27                 968.57                    360                     358                  7.625                      0                      0                   0.375                      8 Mesa                   AZ                                       85202 Condominium                            132000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                     13                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G03                                                      107900                 663.14                    360                     358                      7                      0                      0                   0.375                  7.375 GRAND RAPIDS           MI                                       49503 2-4 Family                             107900                20060501                     65 No MI                                                            2.25               20110401                 12.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G01                                                      650000                4130.21                    360                     358                   7.25                      0                      0                   0.375                  7.625 IMPERIAL BEACH         CA                                       91932 Condominium                            650000                20060501            75.58000183 No MI                                1.00E+17                    2.25               20110401                 12.625                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      272800                1847.08                    360                     358                   7.75                      0                      0                   0.375                  8.125 Fairburn               GA                                       30213 Single Family                          272800                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.125                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G03                                                       97600                 589.67                    360                     358                  6.875                      0                      0                   0.375                   7.25 LAREDO                 TX                                       78046 Single Family                           97600                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.25                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 WALN
GI                       G02                                                      144000                 945.00                    360                     359                    7.5                      0                      0                   0.375                  7.875 Orlando                FL                                       32818 Single Family                          144000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      115125                 791.48                    360                     359                  7.875                      0                      0                   0.375                   8.25 Ogden                  UT                                       84401 2-4 Family                             115125                20060601                     75 No MI                                1.00E+17                    2.25               20110501                  13.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      164000                1059.17                    360                     358                  7.375                      0                      0                   0.375                   7.75 Boynton Beach          FL                                       33426 Condominium                            164000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  13.75                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G01                                                       78039                 447.10                    360                     358                    6.5                      0                      0                   0.375                  6.875 Greenwood              IN                                       46143 PUD                                     78039                20060501                     65 No MI                                1.00E+17                    2.25               20090401                 12.875                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      36 N                                    20360401 AFL2
GI                       G03                                                      206150                1266.96                    360                     358                      7                      0                      0                   0.375                  7.375 Bonita Springs         FL                                       34135 2-4 Family                             206150                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                   198924.92                1444.34                    360                     358                    7.5                      0                      0                   0.375                  7.875 KUNA                   ID                                       83634 PUD                                    199200                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G03                                                      216216                1351.35                    360                     358                  7.125                      0                      0                   0.375                    7.5 Passaic                NJ                                        7055 2-4 Family                             216216                20060501                     70 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G01                                                   344564.07                1974.06                    360                     358                    6.5                      0                      0                   0.375                  6.875 Beaumont               CA                                       92223 PUD                                    344565                20060501                     80 No MI                                1.00E+17                    2.25               20090401                 12.875                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      36 N                                    20360401 AFL2
GII                      G03                                                      295391                1784.65                    360                     358                  6.875                      0                      0                   0.375                   7.25 GOODYEAR               AZ                                       85338 PUD                                    295391                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.25                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G03                                                      443392                2725.01                    360                     358                      7                      0                      0                   0.375                  7.375 CORONA                 CA                                       92880 Single Family                          443392                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                   142499.31                 920.31                    360                     358                  7.375                      0                      0                   0.375                   7.75 Wheat Ridge            CO                                       80033 Single Family                          142500                20060501                     75 No MI                                1.00E+17                    2.25               20110401                  12.75                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G01                                                      550000                3437.50                    360                     358                  7.125                      0                      0                   0.375                    7.5 CONIFER                CO                                       80433 Single Family                          550000                20060501            72.95999908 No MI                                1.00E+17                    2.25               20160401                   12.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                     120 N                                    20360401 AFL2
GI                       G02                                                      218000                1430.63                    360                     357                    7.5                      0                      0                   0.375                  7.875 Garland                UT                                       84312 2-4 Family                             218000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 12.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GI                       G03                                                      168000                1050.00                    360                     358                  7.125                      0                      0                   0.375                    7.5 WASHINGTON             DC                                       20019 Single Family                          168000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 WALN
GI                       G02                                                      215200                1479.50                    360                     358                  7.875                      0                      0                   0.375                   8.25 MIAMI                  FL                                       33196 Townhouse                              215200                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  13.25                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      299000                1899.90                    360                     358                   7.25                      0                      0                   0.375                  7.625 Fuquay Varina          NC                                       27526 Single Family                          299000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.625                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G03                                                      312000                1950.00                    360                     358                  7.125                      0                      0                   0.375                    7.5 HIGHLAND               UT                                       84003 Single Family                          312000                20060501            79.90000153 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G03                                                      512950                2511.32                    360                     358                    5.5                      0                      0                   0.375                  5.875 Triangle               VA                                       22192 Single Family                          512950                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 10.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G01                                                       90285                 517.26                    360                     358                    6.5                      0                      0                   0.375                  6.875 Brownsburg             IN                                       46112 PUD                                     90285                20060501                     65 No MI                                1.00E+17                    2.25               20090401                 12.875                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      36 N                                    20360401 AFL2
GI                       G03                                                      152612                 953.83                    360                     358                  7.125                      0                      0                   0.375                    7.5 COLORADO SPRINGS       CO                                       80916 Condominium                            152612                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      188000                1194.58                    360                     358                   7.25                      0                      0                   0.375                  7.625 MIAMI                  FL                                       33189 Townhouse                              188000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.625                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                   107916.61                 753.17                    360                     357                      8                      0                      0                   0.375                  8.375 Fairburn               GA                                       30213 PUD                                    107920                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 13.375                  2.375                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G02                                                      300000                1968.75                    360                     359                    7.5                      0                      0                   0.375                  7.875 Nokomis                FL                                       34275 Single Family                          300000                20060601                     75 No MI                                1.00E+17                    2.25               20110501                 12.875                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      231899                1521.84                    360                     358                    7.5                      0                      0                   0.375                  7.875 MESA                   AZ                                       85206 PUD                                    231899                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G03                                                      220000                1375.00                    360                     358                  7.125                      0                      0                   0.375                    7.5 East Brunswick         NJ                                        8816 Single Family                          220000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      183200                1183.17                    360                     358                  7.375                      0                      0                   0.375                   7.75 Clackamas              OR                                       97015 Single Family                          183200                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.75                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G03                                                      280000                1750.00                    360                     358                  7.125                      0                      0                   0.375                    7.5 Paterson               NJ                                        7501 2-4 Family                             280000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G01                                                      504000                3517.50                    360                     358                      8                      0                      0                   0.375                  8.375 Myrtle Beach           SC                                       29577 Condominium                            504000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G03                                                      336000                2100.00                    360                     358                  7.125                      0                      0                   0.375                    7.5 MESA                   AZ                                       85207 PUD                                    336000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 WALN
GI                       G02                                                      143920                1004.44                    360                     357                      8                      0                      0                   0.375                  8.375 SAN ANTONIO            TX                                       78230 Single Family                          143920                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 13.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GI                       G01                                                   489288.45                3468.19                    360                     358                   7.25                      0                      0                   0.375                  7.625 Palm Desert            CA                                       92260 Single Family                          490000                20060501                     70 No MI                                1.00E+17                    2.25               20110401                 12.625                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 WALN
GI                       G02                                                    132719.8                 884.80                    360                     358                  7.625                      0                      0                   0.375                      8 Westminster            CO                                       80031 Single Family                          132720                20060501                     80 No MI                                1.00E+17                    2.25               20110401                     13                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      455000                2464.58                    360                     359                  6.125                      0                      0                   0.375                    6.5 REDLANDS               CA                                       92374 2-4 Family                             455000                20060601                     65 No MI                                1.00E+17                    2.25               20160501                   11.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                     120 N                                    20360501 AFL2
GI                       G01                                                      428000                2764.17                    360                     360                  7.375                      0                      0                   0.375                   7.75 Chandler               AZ                                       85249 Single Family                          428000                20060701                     80 No MI                                1.00E+17                    2.25               20110601                  12.75                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GII                      G02                                                      220000                1260.42                    360                     358                    6.5                      0                      0                   0.375                  6.875 FREDERICKSBURG         VA                                       22407 Single Family                          220000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      195200                1362.33                    360                     358                      8                      0                      0                   0.375                  8.375 Fresno                 CA                                       93720 Single Family                          195200                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G01                                                    69688.96                 392.00                    360                     357                  6.375                      0                      0                   0.375                   6.75 Baltimore              MD                                       21216 Townhouse                               69750                20060401                     75 No MI                                1.00E+17                    2.25               20090301                  12.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      36 N                                    20360301 AFL2
GII                      G02                                                   275719.61                1814.34                    360                     358                    6.5                      0                      0                   0.375                  6.875 WAIKOLOA               HI                                       96738 PUD                                    276185                20060501                     65 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                      352000                1906.67                    360                     358                  6.125                      0                      0                   0.375                    6.5 Herndon                VA                                       20170 Townhouse                              352000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   11.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                      292000                1703.33                    360                     360                  6.625                      0                      0                   0.375                      7 Los Angeles            CA                                       90036 Condominium                            292000                20060701                     80 No MI                                1.00E+17                    2.25               20110601                     12                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GII                      G02                                                   228082.22                1306.72                    360                     358                    6.5                      0                      0                   0.375                  6.875 North Las Vegas        NV                                       89081 PUD                                    228274                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                   498763.26                3326.52                    360                     357                  6.625                      0                      0                   0.375                      7 Paterson               NJ                                        7503 2-4 Family                             500000                20060401            79.37000275 No MI                                1.00E+17                    2.25               20110301                     12                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G01                                                     1890000               13190.62                    360                     358                      8                      0                      0                   0.375                  8.375 LA JOLLA               CA                                       92037 Single Family                         1890000                20060501                     70 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                    194671.4                1281.02                    360                     358                    6.5                      0                      0                   0.375                  6.875 SANTA ANA              CA                                       92703 Single Family                          195000                20060501            30.72999954 No MI                                1.00E+17                    2.25               20110401                 11.875                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 WALN
GI                       G01                                                     1040000                6825.00                    360                     358                    7.5                      0                      0                   0.375                  7.875 Marathon               FL                                       33050 2-4 Family                            1040000                20060501                     65 No MI                                                            2.25               20110401                 12.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G03                                                      140000                 831.25                    360                     358                   6.75                      0                      0                   0.375                  7.125 Fort Myers             FL                                       33907 2-4 Family                             140000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.125                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 WALN
GI                       G02                                                      396436                2684.20                    360                     358                   7.75                      0                      0                   0.375                  8.125 Temecula               CA                                       92592 PUD                                    396436                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.125                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G03                                                   210898.36                1475.73                    360                     359                  7.125                      0                      0                   0.375                    7.5 Chicago                IL                                       60608 2-4 Family                             211055                20060601                     65 No MI                                1.00E+17                    2.25               20110501                   12.5                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                   282794.27                2053.40                    360                     358                    7.5                      0                      0                   0.375                  7.875 Triangle               VA                                       22172 Single Family                          283200                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                   103057.49                 748.27                    360                     358                    7.5                      0                      0                   0.375                  7.875 WINTER HAVEN           FL                                       33880 Single Family                          103200                20060501                     80 No MI                                                            2.25               20110401                 12.875                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G03                                                    871695.1                5266.49                    360                     358                  6.875                      0                      0                   0.375                   7.25 LOS ANGELES            CA                                       90005 2-4 Family                             875000                20060501                     70 No MI                                1.00E+17                    2.25               20110401                  12.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                       42250                 294.87                    360                     358                      8                      0                      0                   0.375                  8.375 Indianapolis           IN                                       46226 Single Family                           42250                20060501                     65 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G03                                                   179725.22                1243.22                    360                     358                      7                      0                      0                   0.375                  7.375 Las Vegas              NV                                       89103 Single Family                          180000                20060501                     75 No MI                                1.00E+17                    2.25               20110401                 12.375                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G03                                                    99733.67                 681.43                    360                     358                  6.875                      0                      0                   0.375                   7.25 CHANDLER HEIGHTS       AZ                                       85242 PUD                                     99890                20060501            79.98000336 No MI                                1.00E+17                    2.25               20110401                  12.25                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      157520                1099.36                    360                     358                      8                      0                      0                   0.375                  8.375 NORCROSS               GA                                       30071 2-4 Family                             157520                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G03                                                      146900                 918.13                    360                     358                  7.125                      0                      0                   0.375                    7.5 Port Saint Lucie       FL                                       34983 Single Family                          146900                20060501                     65 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G03                                                      520000                3141.67                    360                     359                  6.875                      0                      0                   0.375                   7.25 OCEANSIDE              CA                                       92057 Single Family                          520000                20060601                     80 No MI                                                            5.75               20110501                  13.25                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G03                                                      139120                1043.40                    360                     359                  8.625                      0                      0                   0.375                      9 LEHIGH ACRES           FL                                       33936 Single Family                          139120                20060601                     80 No MI                                                            4.25               20110501                     14                  5.375                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GII                      G02                                                      174400                 962.83                    360                     360                   6.25                      0                      0                   0.375                  6.625 HENDERSON              NV                                       89014 Condominium                            174400                20060701                     80 No MI                                                            3.75               20110601                 12.625                  3.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 ADN1
GII                      G02                                                      223200                1185.75                    360                     359                      6                      0                      0                   0.375                  6.375 YUBA CITY              CA                                       95991 Single Family                          223200                20060601                     80 No MI                                                               3               20110501                 11.375                  3.375                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G03                                                      235200                1445.50                    360                     360                      7                      0                      0                   0.375                  7.375 PERRIS                 CA                                       92571 Condominium                            235200                20060701            79.98000336 No MI                                                            3.25               20110601                 12.375                  2.625                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 ADN1
GI                       G03                                                      148000                 971.25                    360                     360                    7.5                      0                      0                   0.375                  7.875 JOLIET                 IL                                       60436 Single Family                          148000                20060701                     80 No MI                                                            5.25               20110601                 12.875                  2.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 ADN1
GI                       G03                                                      360000                2212.50                    360                     359                      7                      0                      0                   0.375                  7.375 LEMON GROVE            CA                                       91945 Single Family                          360000                20060601                     80 No MI                                                            3.75               20110501                 12.375                  4.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G03                                                      220000                1558.33                    360                     360                  8.125                      0                      0                   0.375                    8.5 GREENSBORO             NC                                       27407 PUD                                    220000                20060701                     80 No MI                                                            5.25               20110601                   13.5                  3.375                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 ADN1
GII                      G02                                                      236000                1376.67                    360                     359                  6.625                      0                      0                   0.375                      7 WEST SACRAMENTO        CA                                       95691 Single Family                          236000                20060601                     80 No MI                                                             3.5               20110501                     12                  4.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GII                      G01                                                      101276                 796.74                    360                     360                  8.375                      0                      0                   0.375                   8.75 FORT WORTH             TX                                       76134 Single Family                          101276                20060701                     80 No MI                                                               5               20090601                  14.75                  3.125                       2 First Lien                                    N                                            0 Prepay                                    360                      36 N                                    20360601 ADN1
GII                      G03                                                   383635.64                2364.36                    360                     359                  5.875                      0                      0                   0.375                   6.25 FONTANA                CA                                       92337 Single Family                          384000                20060601                     80 No MI                                                            3.25               20110501                  11.25                  4.625                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G03                                                      116000                 891.94                    360                     360                  8.125                      0                      0                   0.375                    8.5 GARDEN CITY            MI                                       48135 Single Family                          116000                20060701                     80 No MI                                                            5.25               20110601                   13.5                  2.875                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360601 ADN1
GII                      G03                                                      361600                2184.67                    360                     360                  6.875                      0                      0                   0.375                   7.25 TEMECULA               CA                                       92592 PUD                                    361600                20060701                     80 No MI                                                            3.75               20110601                  12.25                  4.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 ADN1
GII                      G02                                                      200000                1166.67                    360                     360                  6.625                      0                      0                   0.375                      7 WORCESTER              MA                                        1602 Single Family                          200000                20060701                     80 No MI                                                             3.5               20110601                     12                  3.375                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 ADN1
GI                       G03                                                      383200                2474.83                    360                     359                  7.375                      0                      0                   0.375                   7.75 OCEANSIDE              CA                                       92057 Single Family                          383200                20060601                     80 No MI                                                            5.25               20110501                  12.75                  3.125                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G03                                                      175200                1131.50                    360                     359                  7.375                      0                      0                   0.375                   7.75 MARYSVILLE             CA                                       95901 Single Family                          175200                20060601                     80 No MI                                                            3.25               20110501                  13.75                  4.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G03                                                      211544                1410.29                    360                     359                  7.625                      0                      0                   0.375                      8 ELGIN                  IL                                       60123 Condominium                            211544                20060601                     80 No MI                                                            5.25               20110501                     13                  2.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 ADN1
GII                      G02                                                      376000                2075.83                    360                     359                   6.25                      0                      0                   0.375                  6.625 SPRING VALLEY          CA                                       91977 Single Family                          376000                20060601                     80 No MI                                                               3               20110501                 11.625                  4.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GII                      G02                                                      159200                1059.16                    360                     360                  6.625                      0                      0                   0.375                      7 MIRAMAR                FL                                       33023 Condominium                            159200                20060701                     80 No MI                                                            3.75               20110601                     12                  2.625                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360601 ADN1
GI                       G03                                                      168000                1032.50                    360                     360                      7                      0                      0                   0.375                  7.375 FRESNO                 CA                                       93705 Single Family                          168000                20060701                     80 No MI                                                             3.5               20110601                 12.375                  3.375                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 ADN1
GII                      G02                                                      272000                1530.00                    360                     359                  6.375                      0                      0                   0.375                   6.75 WOODBRIDGE             VA                                       22192 PUD                                    272000                20060601                     80 No MI                                                             3.5               20110501                  11.75                  3.125                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G03                                                      336000                2450.00                    360                     359                  8.375                      0                      0                   0.375                   8.75 BELLMORE               NY                                       11710 Single Family                          336000                20060601                     80 No MI                                                            2.75               20110501                  13.75                  3.125                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 ADN1
GII                      G03                                                      243200                1064.00                    360                     359                  4.875                      0                      0                   0.375                   5.25 MURRIETA               CA                                       92562 Condominium                            243200                20060601                     80 No MI                                                               3               20110501                  10.25                  2.375                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G03                                                      130500                 924.38                    360                     358                  8.125                      0                      0                   0.375                    8.5 WEST PALM BEACH        FL                                       33401 2-4 Family                             130500                20060501                     75 No MI                                                            2.75               20110401                   13.5                  2.625                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G03                                                      368000                2338.33                    360                     359                   7.25                      0                      0                   0.375                  7.625 BALDWIN PARK           CA                                       91706 Single Family                          368000                20060601                     80 No MI                                                               3               20110501                 12.625                  2.375                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 ADN1
GII                      G02                                                      316000                1810.42                    360                     357                    6.5                      0                      0                   0.375                  6.875 PIRU                   CA                                       93040 Single Family                          316000                20060401                     80 No MI                                                               3               20110301                 11.875                  2.625                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 ADN1
GII                      G02                                                      233600                1289.67                    360                     359                   6.25                      0                      0                   0.375                  6.625 PALMDALE               CA                                       93550 Single Family                          233600                20060601                     80 No MI                                                               3               20110501                 11.625                  2.625                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G03                                                      448000                2800.00                    360                     359                  7.125                      0                      0                   0.375                    7.5 DENVER                 CO                                       80209 Single Family                          448000                20060601                     80 No MI                                                             3.5               20110501                   12.5                  2.625                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G03                                                      399920                2707.79                    360                     360                   7.75                      0                      0                   0.375                  8.125 LADERA RANCH           CA                                       92694 Condominium                            399920                20060701                     80 No MI                                                            3.75               20110601                 13.125                  3.125                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 ADN1
GII                      G03                                                      244271                1475.80                    360                     360                  6.875                      0                      0                   0.375                   7.25 PERRIS                 CA                                       92571 Condominium                            244271                20060701                     80 No MI                                                            3.25               20110601                  12.25                  3.375                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 ADN1
GI                       G03                                                      171200                1182.44                    360                     360                      7                      0                      0                   0.375                  7.375 CHICAGO                IL                                       60629 Single Family                          171200                20060701                     80 No MI                                                            4.25               20110601                 13.375                  2.875                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360601 ADN1
GII                      G02                                                      280000                1487.50                    360                     359                      6                      0                      0                   0.375                  6.375 NATIONAL CITY          CA                                       91950 Condominium                            280000                20060601                     80 No MI                                                            3.25               20110501                 11.375                  3.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GII                      G02                                                      408000                2337.50                    360                     359                    6.5                      0                      0                   0.375                  6.875 MANNASSAS              VA                                       20112 PUD                                    408000                20060601                     80 No MI                                                               3               20110501                 11.875                  2.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G03                                                      272000                1700.00                    360                     360                  7.125                      0                      0                   0.375                    7.5 CENTRAL ISLIP          NY                                       11722 Single Family                          272000                20060701                     80 No MI                                                            3.75               20110601                   12.5                  2.625                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 ADN1
GII                      G03                                                      437700                1914.94                    360                     359                  4.875                      0                      0                   0.375                   5.25 LINCOLN                CA                                       95648 Single Family                          437700                20060601                     80 No MI                                                            3.75               20110501                  10.25                  3.375                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G03                                                      388000                2384.58                    360                     359                      7                      0                      0                   0.375                  7.375 LA JOLLA               CA                                       92037 Condominium                            388000                20060601                     80 No MI                                                            3.75               20110501                 12.375                  3.375                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G03                                                      264000                1732.50                    360                     360                    7.5                      0                      0                   0.375                  7.875 WOODSTOCK              GA                                       30188 PUD                                    264000                20060701                     80 No MI                                                            5.25               20110601                 12.875                  3.375                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 ADN1
GI                       G03                                                    79946.65                 594.00                    360                     359                   7.75                      0                      0                   0.375                  8.125 AURORA                 IL                                       60504 Condominium                             80000                20060601                     80 No MI                                                            2.75               20110501                 13.125                  4.875                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 ADN1
GII                      G02                                                   171942.52                 949.58                    360                     359                   6.25                      0                      0                   0.375                  6.625 ALEXANDRIA             VA                                       22309 Condominium                            172000                20060601                     80 No MI                                                               3               20110501                 11.625                  3.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GII                      G03                                                      483920                2923.68                    360                     359                  6.875                      0                      0                   0.375                   7.25 LAWRENCEVILLE          GA                                       30045 PUD                                    483920                20060601                     80 No MI                                                             3.5               20110501                  12.25                  2.625                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 ADN1
GII                      G02                                                      280900                1492.28                    360                     359                      6                      0                      0                   0.375                  6.375 LAKE ELSINORE          CA                                       92530 PUD                                    280900                20060601                     80 No MI                                                               3               20110501                 11.375                  3.125                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G03                                                      109044                 738.32                    360                     360                   7.75                      0                      0                   0.375                  8.125 FORT LAUDERDALE        FL                                       33321 Condominium                            109044                20060701                     80 No MI                                                            3.75               20110601                 13.125                  2.625                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 ADN1
GII                      G03                                                   351919.66                2126.18                    360                     359                  6.875                      0                      0                   0.375                   7.25 SANTA MARIA            CA                                       93458 Single Family                          351920                20060601                     80 No MI                                                            5.25               20110501                  12.25                  3.375                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GII                      G02                                                      286350                1610.72                    360                     359                  6.375                      0                      0                   0.375                   6.75 LAKE ELSINORE          CA                                       92530 Single Family                          286350                20060601            79.98999786 No MI                                                            4.25               20110501                  11.75                  4.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GII                      G03                                                      134400                 812.00                    360                     347                  6.875                      0                      0                   0.375                   7.25 Phoenix                AZ                                       85041 PUD                                    134400                20050601                     80 No MI                                1.00E+17                    2.25               20100501                  12.25                  3.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20350501 AFL2
GII                      G02                                                      165000                 876.56                    360                     358                      6                      0                      0                   0.375                  6.375 Peoria                 AZ                                       85381 Single Family                          165000                20060501            62.25999832 No MI                                1.00E+17                    2.25               20110401                 11.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      128838                 899.18                    360                     358                      8                      0                      0                   0.375                  8.375 LANCASTER              TX                                       75104 PUD                                    128838                20060501                     70 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                      187900                1056.94                    360                     357                  6.375                      0                      0                   0.375                   6.75 COMMERCE               CO                                       80022 PUD                                    187900                20060401            79.98999786 No MI                                1.00E+17                    2.25               20110301                  11.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G03                                                      107120                 669.50                    360                     358                  7.125                      0                      0                   0.375                    7.5 Grovetown              GA                                       30813 PUD                                    107120                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                   191760.49                1459.34                    360                     358                      8                      0                      0                   0.375                  8.375 Pleasantville          NJ                                        8232 Single Family                          192000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                      158000                 905.21                    360                     358                    6.5                      0                      0                   0.375                  6.875 BUFORD                 GA                                       30519 PUD                                    158000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      126000                 866.25                    360                     358                  7.875                      0                      0                   0.375                   8.25 Phoenix                AZ                                       85022 Condominium                            126000                20060501                     70 No MI                                1.00E+17                    2.25               20110401                  13.25                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G03                                                      133600                 835.00                    360                     358                  7.125                      0                      0                   0.375                    7.5 Lilburn                GA                                       30047 2-4 Family                             133600                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G03                                                      177100                1106.88                    360                     358                  7.125                      0                      0                   0.375                    7.5 HENDERSON              CO                                       80640 PUD                                    177100                20060501                     70 No MI                                                            2.25               20110401                   12.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      234149                1536.60                    360                     359                    7.5                      0                      0                   0.375                  7.875 NAPLES                 FL                                       34110 PUD                                    234149                20060601                     70 No MI                                1.00E+17                    2.25               20110501                 12.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G03                                                      960000                5900.00                    360                     360                      7                      0                      0                   0.375                  7.375 Newport Beach          CA                                       92660 Single Family                          960000                20060701                     80 No MI                                                            2.25               20110601                 12.375                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360601 AFL2
GI                       G03                                                    65999.35                 405.62                    360                     358                      7                      0                      0                   0.375                  7.375 Columbus               GA                                       31907 Single Family                           66000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.375                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      340000                2231.25                    360                     359                    7.5                      0                      0                   0.375                  7.875 Newark                 NJ                                        7107 2-4 Family                             340000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.875                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G02                                                   383190.81                2195.36                    360                     356                    6.5                      0                      0                   0.375                  6.875 Los Banos              CA                                       93635 Single Family                          383200                20060301                     80 No MI                                1.00E+17                    2.25               20110201                 11.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360201 AFL2
GI                       G02                                                       90750                 586.09                    360                     357                  7.375                      0                      0                   0.375                   7.75 Griffin                GA                                       30224 Single Family                           90750                20060401                     75 No MI                                1.00E+17                    2.25               20110301                  12.75                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360301 AFL2
GII                      G02                                                      110000                 618.75                    360                     359                  6.375                      0                      0                   0.375                   6.75 JACKSONVILLE           FL                                       32246 PUD                                    110000                20060601            47.83000183 No MI                                1.00E+17                    2.25               20110501                  11.75                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                   118226.47                 899.17                    360                     359                      8                      0                      0                   0.375                  8.375 Grand Prairie          TX                                       75054 Single Family                          118300                20060601                     70 No MI                                1.00E+17                    2.25               20110501                 13.375                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                    167992.5                1102.45                    360                     357                    7.5                      0                      0                   0.375                  7.875 Apple Valley           CA                                       92307 Single Family                          168000                20060401            74.69999695 No MI                                1.00E+17                    2.25               20110301                 12.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GI                       G02                                                      108000                 765.00                    360                     359                  8.125                      0                      0                   0.375                    8.5 Dallas                 TX                                       75217 Single Family                          108000                20060601                     75 No MI                                1.00E+17                    2.25               20110501                   13.5                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G02                                                      271600                1499.46                    360                     358                   6.25                      0                      0                   0.375                  6.625 Naples                 FL                                       34120 Condominium                            271600                20060501            79.98999786 No MI                                1.00E+17                    2.75               20110401                 12.625                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                       96000                 640.00                    360                     359                  7.625                      0                      0                   0.375                      8 Arlington              TX                                       76017 Single Family                           96000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     13                  2.375                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                   132099.84                1004.68                    360                     359                      8                      0                      0                   0.375                  8.375 Grand Prairie          TX                                       75054 Single Family                          132182                20060601            69.94000244 No MI                                1.00E+17                    2.25               20110501                 13.375                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G03                                                      492000                2870.00                    360                     357                  6.625                      0                      0                   0.375                      7 Englewood              FL                                       34223 Single Family                          492000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                     12                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GII                      G02                                                      105300                 614.25                    360                     359                  6.625                      0                      0                   0.375                      7 Tempe                  AZ                                       85281 PUD                                    105300                20060601                     65 No MI                                                            2.25               20110501                     12                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G02                                                      191600                1097.71                    360                     359                    6.5                      0                      0                   0.375                  6.875 Woodstock              GA                                       30188 PUD                                    191600                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G02                                                       90300                 489.13                    360                     358                  6.125                      0                      0                   0.375                    6.5 Austin                 TX                                       78725 PUD                                     90300                20060501                     80 No MI                                1.00E+17                    2.75               20110401                   12.5                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GIII                     G03                                                    555998.1                2837.92                    360                     358                  5.875                      0                      0                    0.25                  6.125 NEWCASTLE              CA                                       95658 Single Family                          556000                20060501            65.87999725 No MI                                1.00E+17                    2.25               20110401                 11.125                  2.375                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G02                                                      184120                1227.47                    360                     359                  7.625                      0                      0                   0.375                      8 SARATOGA SPRINGS       UT                                       84043 Single Family                          184120                20060601                     75 No MI                                1.00E+17                    2.25               20110501                     13                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G03                                                   879734.17                5315.06                    360                     358                  6.875                      0                      0                   0.375                   7.25 Albuquerque            NM                                       87122 Single Family                          880000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  13.25                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G03                                                   416991.44                2606.20                    360                     357                  7.125                      0                      0                   0.375                    7.5 Jersey City            NJ                                        7302 Condominium                            416999                20060401            78.05000305 No MI                                1.00E+17                    2.25               20110301                   13.5                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G02                                                      360000                2512.50                    360                     359                      8                      0                      0                   0.375                  8.375 Fresno                 CA                                       93706 2-4 Family                             360000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                   271642.95                2019.59                    360                     358                   7.75                      0                      0                   0.375                  8.125 Bay Shore              NY                                       11706 Single Family                          272000                20060501                     80 No MI                                1.00E+17                   7.125               20080401                 14.125                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      24 N                                    20360401 AFL2
GI                       G02                                                      360000                2512.50                    360                     359                      8                      0                      0                   0.375                  8.375 Fresno                 CA                                       93706 2-4 Family                             360000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.375                   6.75                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G02                                                      239920                1399.53                    360                     359                  6.625                      0                      0                   0.375                      7 Warrenton              VA                                       20186 Single Family                          239920                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     12                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 WALN
GI                       G02                                                      199196                1286.47                    360                     359                  7.375                      0                      0                   0.375                   7.75 COMMERCE CITY          CO                                       80022 Single Family                          199196                20060601                     80 No MI                                                            2.25               20110501                  12.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GIII                     G03                                                      548440                3142.10                    360                     358                  6.625                      0                      0                    0.25                  6.875 CORONA                 CA                                       92880 Single Family                          548440                20060501            66.59999847 No MI                                1.00E+17                    2.25               20110401                 11.875                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GII                      G02                                                      400000                2333.33                    360                     358                  6.625                      0                      0                   0.375                      7 Jupiter                FL                                       33458 PUD                                    400000                20060501            59.72999954 No MI                                1.00E+17                    2.25               20110401                     13                      2                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                   175085.39                1300.86                    360                     359                   7.75                      0                      0                   0.375                  8.125 Wilsonville            OR                                       97070 Condominium                            175200                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 14.125                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G03                                                      273600                1653.00                    360                     359                  6.875                      0                      0                   0.375                   7.25 Sumner                 WA                                       98390 PUD                                    273600                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.25                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 WALN
GI                       G02                                                      166250                1142.97                    360                     358                  7.875                      0                      0                   0.375                   8.25 Bluffton               SC                                       29910 PUD                                    166250                20060501                     95 YES                                  1.00E+17                    2.25               20110401                  13.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      243750                1650.39                    360                     359                   7.75                      0                      0                   0.375                  8.125 Littleton              CO                                       80120 Single Family                          243750                20060601                     75 No MI                                1.00E+17                    2.25               20110501                 13.125                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      212000                1457.50                    360                     357                  7.875                      0                      0                   0.375                   8.25 Essex                  MD                                       21221 Single Family                          212000                20060401                     80 No MI                                                           6.875               20110301                  14.25                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GI                       G03                                                      280000                1750.00                    360                     357                  7.125                      0                      0                   0.375                    7.5 Franklin               NC                                       28734 Single Family                          280000                20060401            72.73000336 No MI                                1.00E+17                    2.25               20110301                   13.5                    6.5                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G02                                                      352000                2346.67                    360                     358                  7.625                      0                      0                   0.375                      8 Guttenberg             NJ                                        7093 2-4 Family                             352000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                     13                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      282940                1915.74                    360                     358                   7.75                      0                      0                   0.375                  8.125 Glendale               AZ                                       85306 PUD                                    282940                20060501                     70 No MI                                1.00E+17                    2.25               20110401                 13.125                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      195300                1342.69                    360                     359                  7.875                      0                      0                   0.375                   8.25 Phoenix                AZ                                       85013 Single Family                          195300                20060601                     70 No MI                                1.00E+17                    2.25               20110501                  13.25                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G02                                                   120363.39                 762.16                    360                     358                  6.125                      0                      0                   0.375                    6.5 Fort Worth             TX                                       76137 PUD                                    120582                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   11.5                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                      134850                 716.39                    360                     358                      6                      0                      0                   0.375                  6.375 duluth                 GA                                       30096 PUD                                    134850                20060501            79.98000336 No MI                                1.00E+17                    2.25               20110401                 11.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      214207                1383.42                    360                     359                  7.375                      0                      0                   0.375                   7.75 Indio                  CA                                       92203 PUD                                    214207                20060601                     70 No MI                                1.00E+17                    2.25               20110501                  12.75                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      212000                1347.08                    360                     358                   7.25                      0                      0                   0.375                  7.625 STACY                  MN                                       55079 Single Family                          212000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.625                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 WALN
GI                       G02                                                      266250                1719.53                    360                     359                  7.375                      0                      0                   0.375                   7.75 HONOLULU               HI                                       96826 Condominium                            266250                20060601                     75 No MI                                1.00E+17                    2.25               20110501                  12.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                    94341.32                 717.51                    360                     359                      8                      0                      0                   0.375                  8.375 Richmond               VA                                       23224 Single Family                           94400                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.375                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      140000                 933.33                    360                     359                  7.625                      0                      0                   0.375                      8 Denver                 CO                                       80249 Single Family                          140000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     13                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G03                                                   251605.65                1719.08                    360                     358                  6.875                      0                      0                   0.375                   7.25 GLENN DALE             MD                                       20769 Single Family                          252000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.25                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 WALN
GI                       G02                                                      212000                1369.17                    360                     359                  7.375                      0                      0                   0.375                   7.75 ORLANDO                FL                                       32804 Single Family                          212000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                   359674.56                2275.44                    360                     359                  6.125                      0                      0                   0.375                    6.5 ORANGEVALE             CA                                       95662 Single Family                          360000                20060601                     80 No MI                                1.00E+17                    2.25               20130501                   12.5                  1.875                       2 First Lien                                    N                                            0 Prepay                                    360                      84 N                                    20360501 AFL2
GI                       G02                                                      324000                2193.75                    360                     358                   7.75                      0                      0                   0.375                  8.125 FONTANA                CA                                       92336 Single Family                          324000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.125                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                      318000                1821.87                    360                     359                    6.5                      0                      0                   0.375                  6.875 GAITHERSBURG           MD                                       20879 PUD                                    318000                20060601            57.40000153 No MI                                1.00E+17                    2.25               20110501                 12.875                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G02                                                      201000                1151.56                    360                     359                    6.5                      0                      0                   0.375                  6.875 WEST WARWICK           RI                                        2893 2-4 Family                             201000                20060601                     75 No MI                                1.00E+17                    2.25               20110501                 11.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G03                                                      166472                1023.11                    360                     358                      7                      0                      0                   0.375                  7.375 MOORESVILLE            NC                                       28115 PUD                                    166472                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                       94800                 523.37                    360                     357                   6.25                      0                      0                   0.375                  6.625 Edina                  MN                                       55435 Condominium                             94800                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 12.625                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GII                      G02                                                      189200                1064.25                    360                     358                  6.375                      0                      0                   0.375                   6.75 BUFORD                 GA                                       30519 PUD                                    189200                20060501            79.98999786 No MI                                1.00E+17                    2.25               20110401                  11.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                   134808.81                 967.16                    360                     358                  7.375                      0                      0                   0.375                   7.75 BURRILLVILLE           RI                                        2830 Single Family                          135000                20060501                     75 No MI                                1.00E+17                    2.25               20110401                  12.75                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 WALN
GI                       G03                                                      139200                 870.00                    360                     359                  7.125                      0                      0                   0.375                    7.5 Philadelphia           PA                                       19106 Condominium                            139200                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   12.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G03                                                       83812                 506.36                    360                     359                  6.875                      0                      0                   0.375                   7.25 HAMPTON                GA                                       30228 PUD                                     83812                20060601                     75 No MI                                1.00E+17                    2.25               20110501                  12.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G03                                                      367869                2260.86                    360                     358                      7                      0                      0                   0.375                  7.375 NORTH LAS VEGAS        NV                                       89084 PUD                                    367869                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 WALN
GII                      G02                                                      131200                 751.67                    360                     359                    6.5                      0                      0                   0.375                  6.875 Glendale               AZ                                       85301 PUD                                    131200                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G01                                                   199814.77                1061.52                    360                     358                      6                      0                      0                   0.375                  6.375 Wanaque                NJ                                        7420 2-4 Family                             200000                20060501            52.63000107 No MI                                1.00E+17                    2.25               20090401                 12.375                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      36 N                                    20360401 WALN
GI                       G01                                                   871976.67                6176.50                    360                     358                  8.125                      0                      0                   0.375                    8.5 Calabasas              CA                                       91302 Single Family                          872000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   13.5                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G03                                                      596000                3725.00                    360                     358                  7.125                      0                      0                   0.375                    7.5 DOWNEY                 CA                                       90241 Single Family                          596000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G01                                                      608000                4306.67                    360                     359                  8.125                      0                      0                   0.375                    8.5 MAMMOTH LAKES          CA                                       93546 Single Family                          608000                20060601                     80 No MI                                                            2.25               20110501                   13.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      257200                1634.29                    360                     358                   7.25                      0                      0                   0.375                  7.625 Littlerock             CA                                       93543 Single Family                          257200                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.625                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                      198100                1114.31                    360                     354                  6.375                      0                      0                   0.375                   6.75 Ocoee                  FL                                       34761 Single Family                          198100                20060101            65.05999756 No MI                                1.00E+17                    2.25               20101201                  11.75                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20351201 AFL2
GI                       G02                                                      308000                2053.33                    360                     360                  7.625                      0                      0                   0.375                      8 CHANDLER               AZ                                       85225 2-4 Family                             308000                20060701                     80 No MI                                                            2.25               20110601                     13                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360601 AFL2
GI                       G02                                                      136000                 864.17                    360                     359                   7.25                      0                      0                   0.375                  7.625 Monroe                 NC                                       28112 PUD                                    136000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.625                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G03                                                   155767.74                1090.77                    360                     358                  7.125                      0                      0                   0.375                    7.5 Raymond                ME                                        4071 Single Family                          156000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                   181477.65                1039.72                    360                     358                    6.5                      0                      0                   0.375                  6.875 Smyrna                 GA                                       30080 PUD                                    181520                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                      164000                 939.58                    360                     357                    6.5                      0                      0                   0.375                  6.875 Lake City              FL                                       32025 2-4 Family                             164000                20060401                     80 No MI                                1.00E+17                    2.75               20110301                 11.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GI                       G02                                                       98999                 659.99                    360                     358                  7.625                      0                      0                   0.375                      8 Hiram                  GA                                       30141 PUD                                     98999                20060501            79.83999634 No MI                                1.00E+17                    2.25               20110401                     13                  2.375                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                      338750                1905.75                    360                     359                  6.375                      0                      0                   0.375                   6.75 ESCONDIDO              CA                                       92025 Single Family                          338800                20060601                     80 No MI                                                            3.25               20110501                  12.75                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G03                                                      260800                1764.62                    360                     360                  7.375                      0                      0                   0.375                   7.75 MONTGOMERY VILLAGE     MD                                       20886 PUD                                    260800                20060701                     80 No MI                                                           5.375               20110601                  12.75                  2.875                       2 First Lien                                    N                                            0 No_PP                                     480                      60 N                                    20360601 ADN1
GII                      G02                                                      247144                1415.93                    360                     359                    6.5                      0                      0                   0.375                  6.875 LAS VEGAS              NV                                       89148 PUD                                    247144                20060601                     80 No MI                                                             3.5               20110501                 11.875                      5                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GII                      G02                                                      300000                1687.50                    360                     359                  6.375                      0                      0                   0.375                   6.75 PALMDALE               CA                                       93550 Single Family                          300000                20060601                     80 No MI                                                               3               20110501                  11.75                  3.125                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GII                      G02                                                      262400                1448.67                    360                     359                   6.25                      0                      0                   0.375                  6.625 PEMBROKE PINES         FL                                       33028 PUD                                    262400                20060601                     80 No MI                                                               3               20110501                 11.625                  2.625                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G03                                                    287491.3                2013.18                    360                     358                  7.125                      0                      0                   0.375                    7.5 BERTHOUD               CO                                       80513 Single Family                          287920                20060501                     80 No MI                                                            4.25               20110401                   12.5                  2.625                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 ADN1
GII                      G03                                                      320000                1933.33                    360                     359                  6.875                      0                      0                   0.375                   7.25 LOMPOC                 CA                                       93436 Single Family                          320000                20060601                     80 No MI                                                            4.25               20110501                  12.25                  3.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GII                      G03                                                      184000                1111.67                    360                     359                  6.875                      0                      0                   0.375                   7.25 CHICAGO                IL                                       60651 Single Family                          184000                20060601                     80 No MI                                                            3.25               20110501                  12.25                  3.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G03                                                      304000                2026.67                    360                     360                  7.625                      0                      0                   0.375                      8 HUNTINGTON             NY                                       11743 Single Family                          304000                20060701                     80 No MI                                                            5.25               20110601                     13                  2.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 ADN1
GII                      G02                                                      128000                 693.33                    360                     359                  6.125                      0                      0                   0.375                    6.5 SCAPPOOSE              OR                                       97056 Single Family                          128000                20060601                     80 No MI                                                            3.25               20110501                   11.5                  4.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GII                      G02                                                      248000                1395.00                    360                     360                  6.375                      0                      0                   0.375                   6.75 HEMET                  CA                                       92554 Single Family                          248000                20060701                     80 No MI                                                            3.25               20110601                  11.75                  2.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 ADN1
GII                      G02                                                      380000                2018.75                    360                     359                      6                      0                      0                   0.375                  6.375 SMITHTOWN              NY                                       11787 Single Family                          380000                20060601                     80 No MI                                                               3               20110501                 11.375                  2.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 ADN1
GII                      G02                                                      288000                1530.00                    360                     359                      6                      0                      0                   0.375                  6.375 STOCKTON               CA                                       95207 Single Family                          288000                20060601                     80 No MI                                                            3.75               20110501                 11.375                  2.625                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G03                                                       76000                 506.67                    360                     359                  7.625                      0                      0                   0.375                      8 JACKSONVILLE           FL                                       32206 Single Family                           76000                20060601                     80 No MI                                                            5.25               20110501                     13                  3.375                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G03                                                      374800                2303.46                    360                     359                      7                      0                      0                   0.375                  7.375 FONTANA                CA                                       92337 Single Family                          374800                20060601            79.98999786 No MI                                                            3.75               20110501                 12.375                  4.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G03                                                      116720                 729.50                    360                     360                  7.125                      0                      0                   0.375                    7.5 Tampa                  FL                                       33610 Single Family                          116720                20060701                     80 No MI                                1.00E+17                    2.25               20110601                   12.5                  3.375                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GI                       G02                                                   103999.99                 530.83                    360                     348                  5.875                      0                      0                    0.25                  6.125 NEW PORT RICHEY        FL                                       34652 Single Family                          110500                20050701                     85 PMI                                  1.00E+17                    2.25               20150601                 12.125                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                     120 N                                    20350601 ALT1
GII                      G03                                                      254650                1139.95                    360                     349                      5                      0                      0                   0.375                  5.375 MIAMI                  FL                                       33182 Single Family                          256000                20050801                     80 No MI                                1.00E+17                    2.25               20100701                 11.375                      2                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20350701 ALT1
GII                      G03                                                       93356                 379.26                    360                     349                    4.5                      0                      0                   0.375                  4.875 KINGMAN                AZ                                       86401 Single Family                           93375                20050801                     75 No MI                                1.00E+17                    2.25               20100701                 10.875                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20350701 ALT1
GII                      G02                                                   319484.89                1697.25                    360                     349                      6                      0                      0                   0.375                  6.375 RANCHO CORDOVA         CA                                       95670 Single Family                          320000                20050801                     80 No MI                                1.00E+17                    2.25               20100701                 12.375                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20350701 ALT1
GII                      G03                                                      350400                1715.50                    360                     349                    5.5                      0                      0                   0.375                  5.875 SANTA CLARITA (VALEN   CA                                       91355 PUD                                    350400                20050801                     80 No MI                                1.00E+17                    2.25               20100701                 11.875                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20350701 ALT1
GII                      G03                                                   359045.39                1645.16                    360                     349                  5.125                      0                      0                   0.375                    5.5 CARMICHAEL             CA                                       95608 Single Family                          359650                20050801            63.31999969 No MI                                1.00E+17                    2.25               20100701                   11.5                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20350701 ALT1
GII                      G03                                                      139400                 726.04                    360                     349                  5.875                      0                      0                   0.375                   6.25 CORAL SPRINGS          FL                                       33071 Condominium                            139400                20050801            89.98999786 GE Capital MI                        1.00E+17                    2.25               20100701                  12.25                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20350701 ALT1
GII                      G03                                                      292000                1216.67                    360                     349                  4.625                      0                      0                   0.375                      5 SNOHOMISH              WA                                       98290 Single Family                          292000                20050801                     80 No MI                                1.00E+17                    2.25               20100701                     11                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20350701 ALT1
GII                      G03                                                      256000                1093.33                    360                     349                   4.75                      0                      0                   0.375                  5.125 PHOENIX                AZ                                       85048 PUD                                    256000                20050801                     80 No MI                                1.00E+17                    2.25               20100701                 11.125                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20350701 ALT1
GII                      G03                                                      220000                 985.35                    360                     349                      5                      0                      0                   0.375                  5.375 SPRING                 TX                                       77389 PUD                                    220000                20050801                     80 No MI                                1.00E+17                    2.25               20100701                 11.375                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20350701 ALT1
GII                      G02                                                      359600                1985.29                    360                     349                   6.25                      0                      0                   0.375                  6.625 GOODYEAR               AZ                                       85338 PUD                                    359600                20050801            69.83000183 No MI                                1.00E+17                    2.25               20100701                 12.625                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20350701 ALT1
GII                      G03                                                      122800                 614.00                    360                     349                  5.625                      0                      0                   0.375                      6 ORLANDO                FL                                       32819 Condominium                            122800                20050801                     80 No MI                                1.00E+17                     3.5               20100701                     12                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20350701 ALT1
GII                      G03                                                      139080                 825.79                    360                     349                   6.75                      0                      0                   0.375                  7.125 MIAMI                  FL                                       33172 Condominium                            139080                20050801                     95 PMI                                  1.00E+17                     3.5               20100701                 13.125                  3.125                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20350701 ALT1
GII                      G01                                                   130499.88                 734.06                    360                     349                  6.375                      0                      0                   0.375                   6.75 BROOKLYN PARK          MN                                       55445 Condominium                            130500                20050801                     90 PMI                                  1.00E+17                     3.5               20080701                  12.75                  3.125                       2 First Lien                                    Y                                          120 Prepay                                    360                      36 N                                    20350701 ALT1
GII                      G01                                                      227920                1377.02                    360                     348                  6.875                      0                      0                   0.375                   7.25 PEORIA                 AZ                                       85382 Single Family                          227920                20050701                     80 No MI                                1.00E+17                     3.5               20080601                  13.25                  3.125                       2 First Lien                                    Y                                          120 Prepay                                    360                      36 N                                    20350601 ALT1
GII                      G01                                                      136000                 722.50                    360                     349                      6                      0                      0                   0.375                  6.375 TAMPA                  FL                                       33629 Single Family                          136000                20050801                     80 No MI                                1.00E+17                     3.5               20080701                 12.375                  3.125                       2 First Lien                                    Y                                          120 Prepay                                    360                      36 N                                    20350701 ALT1
GII                      G01                                                      112800                 622.75                    360                     349                   6.25                      0                      0                   0.375                  6.625 SPRING HILL            FL                                       34608 Single Family                          112800                20050801                     80 No MI                                1.00E+17                     3.5               20080701                 12.625                  3.125                       2 First Lien                                    Y                                          120 Prepay                                    360                      36 N                                    20350701 ALT1
GII                      G03                                                   227937.65                1353.38                    360                     348                   6.75                      0                      0                   0.375                  7.125 MINNEOLA               FL                                       34715 PUD                                    228000                20050701                     80 No MI                                1.00E+17                     3.5               20100601                 13.125                  3.125                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20350601 ALT1
GII                      G02                                                    274394.9                1457.72                    360                     350                      6                      0                      0                   0.375                  6.375 SUNRISE                FL                                       33323 Single Family                          274400                20050901                     80 No MI                                1.00E+17                     3.5               20100801                 12.375                  3.125                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20350801 ALT1
GII                      G02                                                   179551.12                1145.50                    360                     350                  6.125                      0                      0                   0.375                    6.5 MIAMI                  FL                                       33172 Condominium                            181230                20050901            93.70999908 PMI                                  1.00E+17                     3.5               20100801                   12.5                  3.125                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20350801 ALT1
GI                       G02                                                      375200                2423.17                    360                     356                  7.375                      0                      0                   0.375                   7.75 LAS VEGAS              NV                                       89123 PUD                                    375200                20060301                     80 No MI                                                            2.25               20110201                  12.75                  3.125                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360201 ALT1
GII                      G03                                                      280000                1691.67                    360                     356                  6.875                      0                      0                   0.375                   7.25 PORTLAND               OR                                       97229 Single Family                          280000                20060301                     80 No MI                                                            2.25               20110201                  12.25                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360201 ALT1
GI                       G03                                                      479200                2995.00                    360                     356                  7.125                      0                      0                   0.375                    7.5 BURBANK                CA                                       91505 Single Family                          479200                20060301                     80 No MI                                1.00E+17                    2.25               20110201                   12.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360201 ALT1
GI                       G02                                                   118884.91                 885.06                    360                     356                   7.75                      0                      0                   0.375                  8.125 BALTIMORE              MD                                       21224 Single Family                          119200                20060301                     80 No MI                                                            2.25               20110201                 13.125                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360201 ALT1
GI                       G02                                                      166400                1126.67                    360                     356                   7.75                      0                      0                   0.375                  8.125 IOWA CITY              IA                                       52246 Single Family                          166400                20060301                     80 No MI                                                            2.25               20110201                 13.125                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360201 ALT1
GII                      G03                                                      133000                 803.54                    360                     356                  6.875                      0                      0                   0.375                   7.25 CALDWELL               ID                                       83605 PUD                                    133000                20060301                     80 No MI                                1.00E+17                    2.25               20110201                  12.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360201 ALT1
GI                       G02                                                      417000                2736.56                    360                     356                    7.5                      0                      0                   0.375                  7.875 CLEARWATER             FL                                       33764 Condominium                            417000                20060301            79.79000092 No MI                                                            2.25               20110201                 12.875                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360201 ALT1
GI                       G02                                                      362400                2302.75                    360                     356                   7.25                      0                      0                   0.375                  7.625 MENIFEE                CA                                       92584 Single Family                          362500                20060301            79.98999786 No MI                                                            2.25               20110201                 12.625                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360201 ALT1
GII                      G03                                                      300000                1781.25                    360                     356                   6.75                      0                      0                   0.375                  7.125 MARSHFIELD             MA                                        2050 Single Family                          300000                20060301                     80 No MI                                                            2.25               20110201                 12.125                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360201 ALT1
GI                       G02                                                      292599                1981.14                    360                     356                   7.75                      0                      0                   0.375                  8.125 PARKER                 CO                                       80134 PUD                                    292599                20060301                     80 No MI                                                            2.25               20110201                 13.125                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360201 ALT1
GI                       G02                                                      100000                 677.08                    360                     356                   7.75                      0                      0                   0.375                  8.125 CALDWELL               ID                                       83605 Single Family                          100000                20060301                     80 No MI                                                            2.25               20110201                 13.125                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360201 ALT1
GI                       G02                                                      190400                1229.67                    360                     356                  7.375                      0                      0                   0.375                   7.75 LAS VEGAS              NV                                       89030 Single Family                          190400                20060301                     80 No MI                                                            2.25               20110201                  12.75                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360201 ALT1
GII                      G02                                                      400000                2250.00                    360                     358                    6.5                      0                      0                    0.25                   6.75 San Leandro            CA                                       94578 Single Family                          400000                20060501            76.91999817 No MI                                1.00E+17                    2.25               20110401                  11.75                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      378000                2047.50                    360                     357                   6.25                      0                      0                    0.25                    6.5 Madera                 CA                                       93638 Single Family                          378000                20060401            68.73000336 No MI                                1.00E+17                    2.25               20130301                   11.5                      2                       2 First Lien                                    Y                                           84 Prepay                                    360                      84 N                                    20360301 AFL2
GI                       G02                                                      201850                1135.41                    360                     358                    6.5                      0                      0                    0.25                   6.75 Yonkers                NY                                       10710 Condominium                            201850                20060501            79.98999786 No MI                                1.00E+17                    2.25               20130401                  11.75                      2                       2 First Lien                                    Y                                           84 Prepay                                    360                      84 N                                    20360401 AFL2
GI                       G01                                                      102900                 535.94                    360                     314                   5.75                      0                      0                     0.5                   6.25 AUSTELL                GA                                       30106 PUD                                    102900                20020901                     75 No MI                                                            2.75               20070801                     13                      2                       0 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20320801 CALA
GI                       G01                                                       95950                 499.74                    360                     315                   5.75                      0                      0                     0.5                   6.25 RIVERDALE              GA                                       30274 Single Family                           95950                20021001                     95 GE Capital MI                                                    2.75               20070901                     13                   2.25                       0 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20320901 CALA
GI                       G01                                                   220956.01                1760.86                    360                     252                   7.25                      0                      0                   0.375                  7.625 BALLWIN                MO                                       63021 PUD                                    256000                19970701                     80 No MI                                                            2.75               20070601                 13.875                  2.375                       2 First Lien                                    N                                            0 No_PP                                     360                     120 N                                    20270601 CALA
GI                       G01                                                    60354.14                 592.58                    360                     147                      6                      0                      0                   0.375                  6.375 BALLWIN                MO                                       63011 Single Family                           92000                19881001            79.30999756 No MI                                                            2.75               20060901                 12.625                  2.375                       2 First Lien                                    N                                            0 No_PP                                     360                     216 N                                    20180901 CALA
GI                       G01                                                     37418.5                 367.57                    360                     147                      6                      0                      0                   0.375                  6.375 SPRINGFIELD            MO                                       65802 Single Family                           57000                19881001                     95 No MI                                                            2.75               20060901                 12.625                  2.375                       2 First Lien                                    N                                            0 No_PP                                     360                     216 N                                    20180901 CALA
GI                       G01                                                    51040.38                 395.00                    360                     199                   5.25                      0                      0                   0.375                  5.625 FENTON                 MO                                       63026 Single Family                           68250                19930201                     75 No MI                                                             2.5               20080101                 11.875                  2.375                       2 First Lien                                    N                                            0 No_PP                                     360                     180 N                                    20230101 CALA
GI                       G01                                                    24023.37                 499.90                    306                      55                    5.5                      0                      0                   0.375                  5.875 KANSAS CITY            MO                                       64151 Single Family                        74833.74                19850801            78.11000061 No MI                                                            2.25               20060701                   14.5                  2.125                       2 First Lien                                    N                                            0 No_PP                                     306                     252 N                                    20110101 CALA
GI                       G01                                                    55294.52                 478.68                    264                     202                      7                      0                      0                   0.375                  7.375 NORTH LITTL            AR                                       72116 2-4 Family                           64669.01                20010501            88.58999634 GE Capital MI                                                    2.75               20070401                     12                  1.875                       2 First Lien                                    N                                            0 No_PP                                     264                      72 N                                    20230401 CALA
GI                       G01                                                    25309.36                 219.89                    240                     157                  4.625                      0                      0                   0.375                      5 LAKE OZARK             MO                                       65049 Single Family                           32000                19990801                     80 No MI                                                            2.75               20060701                  12.95                  2.375                       2 First Lien                                    N                                            0 No_PP                                     240                      84 N                                    20190701 CALA
GI                       G01                                                    49453.71                 353.36                    360                     242                  5.625                      0                      0                   0.375                      6 ST LOUIS               MO                                       63123 PUD                                     58700                19960901            67.86000061 No MI                                                            2.75               20060801                 13.875                  2.375                       2 First Lien                                    N                                            0 No_PP                                     360                     120 N                                    20260801 CALA
GI                       G01                                                    23942.87                 248.46                    240                     137                  6.125                      0                      0                   0.375                    6.5 POPLAR BLUF            MO                                       63901 2-4 Family                              32400                19971201                   89.5 No MI                                                             2.5               20061101                 12.625                  2.375                       2 First Lien                                    N                                            0 No_PP                                     240                     108 N                                    20171101 CALA
GI                       G01                                                    25242.36                 185.62                    357                     242                      6                      0                      0                   0.375                  6.375 MT VERNON              IL                                       62864 Single Family                        28994.61                19961201            40.27000046 No MI                                                            2.75               20081101                     14                  2.125                       2 First Lien                                    N                                            0 No_PP                                     357                     144 N                                    20260801 CALA
GI                       G01                                                    77837.77                 568.53                    360                     311                  7.125                      0                      0                   0.375                    7.5 ESTERO                 FL                                       33928 Condominium                             82500                20020601            50.68000031 No MI                                                            2.75               20070501                     13                  2.375                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20320501 CALA
GI                       G01                                                   130103.78                 939.32                    360                     311                      7                      0                      0                   0.375                  7.375 ST PETERS              MO                                       63376 PUD                                    136000                20020601            66.66999817 No MI                                                            2.75               20070501                 13.375                  2.375                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20320501 CALA
GI                       G01                                                   107729.16                 716.77                    360                     312                  6.125                      0                      0                   0.375                    6.5 ST CHARLES             MO                                       63301 Single Family                          113400                20020701                     90 Mortgage Guaranty In                                             2.75               20070601                   12.5                  2.375                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20320601 CALA
GI                       G01                                                    45239.09                 333.92                    360                     312                   7.25                      0                      0                   0.375                  7.625 LYNDON                 IL                                       61261 Single Family                           47680                20020701                     80 No MI                                                            2.75               20070601                   12.5                  2.375                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20320601 CALA
GI                       G01                                                   134139.87                1451.25                    180                     131                  6.375                      0                      0                   0.375                   6.75 MORRILTON              AR                                       72110 Single Family                          164000                20020601                     80 No MI                                                            2.75               20070501                  12.75                  2.375                       2 First Lien                                    N                                            0 No_PP                                     180                      60 N                                    20170501 CALA
GI                       G01                                                    45444.47                 297.20                    349                     290                  5.625                      0                      0                   0.375                      6 PEDRO                  OH                                       45659 Single Family                           50000                20010801            38.45999908 No MI                                                            2.75               20060701                 13.875                  2.375                       2 First Lien                                    N                                            0 No_PP                                     349                      60 N                                    20300801 CALA
GI                       G01                                                   189138.41                1290.72                    360                     310                  6.375                      0                      0                   0.375                   6.75 LA JOLLA               CA                                       92037 Condominium                            199000                20020501            51.02999878 No MI                                                            2.75               20070401                  12.75                  2.375                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20320401 CALA
GI                       G01                                                   136995.49                 881.04                    360                     310                   5.75                      0                      0                   0.375                  6.125 CAMANO ISLA            WA                                       98282 Single Family                          145000                20020501            65.91000366 No MI                                                            2.75               20070401                 12.125                  2.375                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20320401 CALA
GI                       G01                                                   762242.85                5122.49                    360                     313                   6.25                      0                      0                   0.375                  6.625 BELLEVUE               WA                                       98004 Single Family                          800000                20020801            42.11000061 No MI                                                            2.75               20070701                 12.625                  2.375                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20320701 CALA
GI                       G01                                                   536475.97                3695.23                    360                     312                    6.5                      0                      0                   0.375                  6.875 SANTA MONIC            CA                                       90402 Condominium                            562500                20020701                     75 No MI                                                            2.75               20070601                 12.875                  2.375                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20320601 CALA
GI                       G01                                                   376446.41                2662.58                    360                     309                   6.75                      0                      0                   0.375                  7.125 LAKE SHORE             MN                                       56468 Single Family                          400000                20020401            61.54000092 No MI                                                            2.75               20070301                     12                  2.375                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20320301 CALA
GI                       G01                                                   427761.68                2844.31                    360                     312                  6.125                      0                      0                   0.375                    6.5 GEARHART               OR                                       97138 Single Family                          450000                20020701                     45 No MI                                                            2.75               20070601                   12.5                  2.375                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20320601 CALA
GI                       G01                                                    103691.8                 749.43                    360                     310                      7                      0                      0                   0.375                  7.375 ST PAUL                MN                                       55105 Single Family                          110000                20020501            33.33000183 No MI                                                            2.75               20070401                 11.875                  2.375                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20320401 CALA
GI                       G01                                                   153765.16                1111.34                    360                     310                      7                      0                      0                   0.375                  7.375 GRAFTON                WI                                       53024 Condominium                            163900                20020501            79.98999786 No MI                                                            2.75               20070401                     12                  2.375                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20320401 CALA
GI                       G01                                                    47383.19                 314.97                    360                     303                      6                      0                      0                   0.375                  6.375 SHEBOYGAN              WI                                       53081 2-4 Family                              50300                20011001            89.98000336 Mortgage Guaranty In                                             2.75               20060901                 13.375                  2.375                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20310901 CALA
GI                       G01                                                   777341.11                5060.86                    349                     301                   5.75                      0                      0                   0.375                  6.125 CHICAGO                IL                                       60614 Single Family                          833300                20020701            69.44000244 No MI                                                            2.75               20070601                 13.375                  2.375                       2 First Lien                                    N                                            0 No_PP                                     349                      60 N                                    20310701 CALA
GI                       G01                                                   163737.27                1698.92                    180                     133                   5.75                      0                      0                   0.375                  6.125 PHOENIX                AZ                                       85016 PUD                                    200000                20020801            62.70000076 No MI                                                            2.75               20060701                     12                  2.375                       2 First Lien                                    N                                            0 No_PP                                     180                      48 N                                    20170701 CALA
GI                       G01                                                    97328.14                 621.85                    349                     301                    5.5                      0                      0                   0.375                  5.875 TIFFIN                 OH                                       44883 Single Family                          104000                20020701            77.61000061 No MI                                                            2.75               20070601                  13.25                  2.375                       2 First Lien                                    N                                            0 No_PP                                     349                      60 N                                    20310701 CALA
GI                       G01                                                    31894.79                 225.85                    360                     308                   6.75                      0                      0                   0.375                  7.125 LAGRANGE               KY                                       40031 Condominium                             40000                20020301            30.77000046 No MI                                                            2.75               20070201                 12.375                  2.375                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20320201 CALA
GI                       G01                                                    32343.03                 230.23                    360                     304                   6.25                      0                      0                   0.375                  6.625 DUBLIN                 OH                                       43017 Condominium                             42000                20011101                     70 No MI                                                            2.75               20061001                 12.625                  2.375                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20311001 CALA
GI                       G01                                                   111426.41                 649.99                    360                     310                  6.625                      0                      0                   0.375                      7 MIRAMA                 FL                                       33027 PUD                                    112250                20020501            86.34999847 GE Capital MI                                                       3               20090401                     13                  2.375                       0 First Lien                                    Y                                           84 No_PP                                     360                      84 N                                    20320401 CALA
GI                       G01                                                      159250                 812.84                    360                     315                   5.75                      0                      0                   0.375                  6.125 LAWRENCEVI             GA                                       30043 Single Family                          159250                20021001            93.68000031 GE Capital MI                                                    2.75               20070901                     13                  2.375                       0 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20320901 CALA
GI                       G01                                                      115500                 697.81                    360                     312                  6.875                      0                      0                   0.375                   7.25 BUFORD                 GA                                       30519 PUD                                    115500                20020701                     75 No MI                                                               3               20090601                     13                  2.375                       0 First Lien                                    Y                                           84 No_PP                                     360                      84 N                                    20320601 CALA
GI                       G01                                                      125350                 652.86                    360                     314                  5.875                      0                      0                   0.375                   6.25 STOCKBRIDG             GA                                       30281 PUD                                    125350                20020901            79.98000336 No MI                                                            2.75               20070801                     13                  2.625                       0 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20320801 CALA
GI                       G01                                                      115500                 649.69                    360                     314                  6.375                      0                      0                   0.375                   6.75 GAINESVILL             GA                                       30506 Single Family                          115500                20020901                     75 No MI                                                            2.75               20070801                     13                  2.375                       0 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20320801 CALA
GI                       G01                                                   115827.64                 639.47                    360                     315                   6.25                      0                      0                   0.375                  6.625 DACULA                 GA                                       30019 PUD                                    115900                20021001            79.98999786 No MI                                                            2.75               20090901                     13                  2.375                       0 First Lien                                    Y                                           84 No_PP                                     360                      84 N                                    20320901 CALA
GI                       G01                                                      125250                 665.39                    360                     315                      6                      0                      0                   0.375                  6.375 DULUTH                 GA                                       30096 PUD                                    125250                20021001                     75 No MI                                                            2.75               20070901                     13                  2.375                       0 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20320901 CALA
GI                       G01                                                      153000                 780.94                    360                     315                   5.75                      0                      0                   0.375                  6.125 CUMMING                GA                                       30041 Single Family                          153000                20021001            64.55999756 No MI                                                            2.75               20070901                     13                  2.375                       0 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20320901 CALA
GI                       G01                                                   103844.23                 551.67                    360                     316                      6                      0                      0                   0.375                  6.375 HOSCHTON               GA                                       30548 Single Family                          106500                20021101                     75 No MI                                                            2.75               20071001                     13                  2.375                       0 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20321001 CALA
GI                       G01                                                   334916.88                2085.77                    360                     316                    5.5                      0                      0                   0.375                  5.875 ALEXANDRIA             VA                                       22309 Condominium                            352600                20021101            43.79999924 No MI                                                            2.25               20091001                 11.875                  2.375                       2 First Lien                                    N                                            0 No_PP                                     360                      84 N                                    20321001 CALA
GI                       G01                                                   523998.61                2565.41                    360                     316                    5.5                      0                      0                   0.375                  5.875 FAIRFAX                VA                                       22030 Single Family                          524000                20021101                     80 No MI                                                            2.25               20091001                 11.875                  1.875                       2 First Lien                                    Y                                           84 No_PP                                     360                      84 N                                    20321001 CALA
GI                       G01                                                 664296.0535                4085.02                    360                     316                  5.375                      0                      0                   0.375                   5.75 ELLICOTT CITY          MD                                       21042 Single Family                          700000                20021101            73.72000122 No MI                                                            2.25               20091001                  11.75                  1.875                       2 First Lien                                    N                                            0 No_PP                                     360                      84 N                                    20321001 CALA
GI                       G01                                                   349049.26                1527.13                    360                     315                  4.875                      0                      0                   0.375                   5.25 RESTON                 VA                                       20191 Townhouse                              350000                20021001            75.58999634 No MI                                                            2.25               20090901                  11.25                  1.875                       2 First Lien                                    Y                                           84 No_PP                                     360                      84 N                                    20320901 CALA
GI                       G01                                                 231165.6245                1423.92                    360                     315                  5.375                      0                      0                   0.375                   5.75 STERLING               VA                                       20165 Single Family                          244000                20021001                     80 No MI                                                            2.25               20090901                  11.75                  1.875                       2 First Lien                                    N                                            0 No_PP                                     360                      84 N                                    20320901 CALA
GI                       G01                                                 119585.9742                 846.19                    360                     315                  5.375                      0                      0                   0.375                   5.75 WARRENTON              VA                                       20187 Single Family                          145000                20021001            46.02999878 No MI                                                            2.25               20090901                  11.75                  1.875                       2 First Lien                                    N                                            0 No_PP                                     360                      84 N                                    20320901 CALA
GI                       G01                                                 277709.1679                1750.69                    360                     316                  5.625                      0                      0                   0.375                      6 SPRINGFIELD            VA                                       22151 Single Family                          292000                20021101                     80 No MI                                                            2.25               20091001                     12                  1.875                       2 First Lien                                    N                                            0 No_PP                                     360                      84 N                                    20321001 CALA
GI                       G01                                                   260312.72                1222.09                    360                     316                   5.25                      0                      0                   0.375                  5.625 FALLS CHURCH           VA                                       22180 Single Family                          274000                20021101            66.41999817 No MI                                                            2.25               20071001                 11.625                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20321001 CALA
GI                       G01                                                 121219.9273                 746.51                    360                     315                  5.375                      0                      0                   0.375                   5.75 ANNAPOLIS              MD                                       21401 Condominium                            127920                20021001                     80 No MI                                                            2.25               20090901                  11.75                  1.875                       2 First Lien                                    N                                            0 No_PP                                     360                      84 N                                    20320901 CALA
GI                       G01                                                 187174.8787                1159.64                    360                     316                   5.15                    0.3                      0                   0.375                  5.825 SILVER SPRING          MD                                       20902 Townhouse                              197100                20021101            84.95999908 PMI                                                              2.25               20071001                 11.825                  1.875                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20321001 CALA
GI                       G01                                                 276786.0663                1723.75                    360                     316                    5.5                      0                      0                   0.375                  5.875 HERNDON                VA                                       20171 Single Family                          291400                20021101            71.06999969 No MI                                                            2.25               20091001                 11.875                  1.575                       2 First Lien                                    N                                            0 No_PP                                     360                      84 N                                    20321001 CALA
GI                       G01                                                 143417.4674                 991.29                    360                     316                   5.25                      0                      0                   0.375                  5.625 WASHINGTON             DC                                       20015 Single Family                          172200                20021101                  36.25 No MI                                                            2.25               20071001                 11.625                  1.875                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20321001 CALA
GI                       G01                                                 142015.8157                 851.69                    360                     316                  5.125                      0                      0                   0.375                    5.5 ANNAPOLIS              MD                                       21401 Single Family                          150000                20021101            15.78999996 No MI                                                            2.25               20071001                   11.5                  1.875                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20321001 CALA
GI                       G01                                                 411348.5311                2535.63                    360                     316                  5.375                      0                      0                   0.375                   5.75 UPPERCO                MD                                       21155 Single Family                          434500                20021101            45.25999832 No MI                                                            2.25               20071001                  11.75                  1.875                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20321001 CALA
GI                       G01                                                   779988.61                3737.45                    360                     316                  5.375                      0                      0                   0.375                   5.75 POTOMAC                MD                                       20854 Single Family                          780000                20021101            66.66999817 No MI                                                            2.25               20091001                  11.75                  1.875                       2 First Lien                                    Y                                           84 No_PP                                     360                      84 N                                    20321001 CALA
GI                       G01                                                   291029.44                1396.65                    360                     316                  5.375                      0                      0                   0.375                   5.75 OAKTON                 VA                                       22124 Single Family                          341500                20021101            53.36000061 No MI                                                            2.25               20091001                  11.75                  1.875                       2 First Lien                                    Y                                           84 No_PP                                     360                      84 N                                    20321001 CALA
GI                       G01                                                 437327.8104                2846.67                    360                     316                  5.625                      0                      0                   0.375                      6 FAIRFAX STATION        VA                                       22039 Single Family                          474800                20021101            59.34999847 No MI                                                            2.25               20091001                     12                  1.875                       2 First Lien                                    N                                            0 No_PP                                     360                      84 N                                    20321001 CALA
GI                       G01                                                     62425.3                3618.41                    360                     315                      6                      0                      0                   0.375                  6.375 CUPERTINO              CA                                       95014 Single Family                         1000000                20021001            43.47999954 No MI                                                            2.25               20060901                 11.375                  1.875                       2 First Lien                                    N                                            0 No_PP                                     360                      48 N                                    20320901 CALA
GI                       G01                                                   499915.67                3272.44                    360                     315                      6                      0                      0                   0.375                  6.375 SAN FRANC              CA                                       94117 Single Family                          530000                20021001            54.36000061 No MI                                                            2.25               20060901                     11                  1.875                       2 First Lien                                    N                                            0 No_PP                                     360                      48 N                                    20320901 CALA
GI                       G01                                                   712190.61                4661.99                    360                     315                      6                      0                      0                   0.375                  6.375 SAN FRANC              CA                                       94114 2-4 Family                             750000                20021001            69.76999664 No MI                                                            2.25               20060901                 11.875                  1.875                       2 First Lien                                    N                                            0 No_PP                                     360                      48 N                                    20320901 CALA
GI                       G01                                                   392068.46                2566.47                    360                     315                      6                      0                      0                   0.375                  6.375 SAN JUAN               CA                                       95045 Single Family                          414000                20021001                     80 No MI                                                            2.25               20060901                   11.5                  1.875                       2 First Lien                                    N                                            0 No_PP                                     360                      48 N                                    20320901 CALA
GI                       G01                                                   322641.81                2064.13                    360                     314                   5.75                      0                      0                   0.375                  6.125 BRENTWOOD              TN                                       37027 PUD                                    344132                20020901                     80 No MI                                                            2.25               20060801                   10.5                  1.875                       2 First Lien                                    N                                            0 No_PP                                     360                      48 N                                    20320801 CALA
GI                       G01                                                   367857.44                2407.99                    360                     315                      6                      0                      0                   0.375                  6.375 BRADENTON              FL                                       34202 PUD                                    389200                20021001                     70 No MI                                                            2.25               20060901                  11.25                  1.875                       2 First Lien                                    N                                            0 No_PP                                     360                      48 N                                    20320901 CALA
GI                       G01                                                   359373.14                2352.45                    360                     315                      6                      0                      0                   0.375                  6.375 NAPLES                 FL                                       34108 Condominium                            381000                20021001            38.09999847 No MI                                                            2.25               20060901                     11                  1.875                       2 First Lien                                    N                                            0 No_PP                                     360                      48 N                                    20320901 CALA
GI                       G01                                                   549701.83                3516.76                    360                     314                   5.75                      0                      0                   0.375                  6.125 LAFAYETTE              CA                                       94549 Single Family                          583200                20020901                     80 No MI                                                            2.25               20060801                 11.125                  1.875                       2 First Lien                                    N                                            0 No_PP                                     360                      48 N                                    20320801 CALA
GI                       G01                                                   346190.61                2266.16                    360                     315                      6                      0                      0                   0.375                  6.375 THOUSAND               CA                                       91360 Single Family                          367800                20021001                  68.75 No MI                                                            2.25               20060901                  10.75                  1.875                       2 First Lien                                    N                                            0 No_PP                                     360                      48 N                                    20320901 CALA
GI                       G01                                                   485295.58                3176.74                    360                     315                      6                      0                      0                   0.375                  6.375 NASHVILLE              TN                                       37215 PUD                                    514500                20021001                     70 No MI                                                            2.25               20060901                     11                  1.875                       2 First Lien                                    N                                            0 No_PP                                     360                      48 N                                    20320901 CALA
GI                       G01                                                   314538.62                2012.29                    360                     314                   5.75                      0                      0                   0.375                  6.125 NAPLES                 FL                                       34109 PUD                                    334400                20020901                     80 No MI                                                            2.25               20060801                 10.875                  1.875                       2 First Lien                                    N                                            0 No_PP                                     360                      48 N                                    20320801 CALA
GI                       G01                                                   378149.23                2419.24                    360                     314                   5.75                      0                      0                   0.375                  6.125 ALPHARETT              GA                                       30004 Single Family                          400000                20020901            75.90000153 No MI                                                            2.25               20060801                   11.5                  1.875                       2 First Lien                                    N                                            0 No_PP                                     360                      48 N                                    20320801 CALA
GI                       G01                                                   453733.38                2996.95                    360                     315                      6                      0                      0                   0.375                  6.375 YORBA LIN              CA                                       92886 Single Family                          500000                20021001                     80 No MI                                                            2.25               20060901                  10.75                  1.875                       2 First Lien                                    N                                            0 No_PP                                     360                      48 N                                    20320901 CALA
GI                       G01                                                    462644.6                3028.47                    360                     315                      6                      0                      0                   0.375                  6.375 DALLAS                 TX                                       75225 Single Family                          491000                20021001            68.66999817 No MI                                                            2.25               20060901                 10.875                  1.875                       2 First Lien                                    N                                            0 No_PP                                     360                      48 N                                    20320901 CALA
GII                      G03                                                      124000                 607.08                    360                     348                    5.5                      0                      0                   0.375                  5.875 LAS VEGAS              NV                                       89121 PUD                                    124000                20050701                     80 No MI                                1.00E+17                    2.25               20100601                 11.875                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20350601 ALT1
GII                      G03                                                      259950                1164.36                    360                     348                      5                      0                      0                   0.375                  5.375 SACRAMENTO             CA                                       95822 Single Family                          259950                20050701                     80 No MI                                1.00E+17                    2.25               20100601                 11.375                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20350601 ALT1
GII                      G03                                                      359650                1573.47                    360                     348                  4.875                      0                      0                   0.375                   5.25 SANTEE                 CA                                       92071 Single Family                          359650                20050701            78.18000031 No MI                                1.00E+17                    2.25               20100601                  11.25                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20350601 ALT1
GII                      G01                                                      260000                1272.92                    360                     348                    5.5                      0                      0                   0.375                  5.875 ELK GROVE              CA                                       95624 Single Family                          260000                20050701                     80 No MI                                1.00E+17                    2.25               20080601                 11.875                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      36 N                                    20350601 ALT1
GII                      G03                                                    406510.6                2032.55                    360                     348                  5.625                      0                      0                   0.375                      6 LINCOLN                CA                                       95648 PUD                                    406750                20050701                     80 No MI                                1.00E+17                    2.25               20100601                     12                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20350601 ALT1
GI                       G02                                                      148000                 801.67                    360                     349                   6.25                      0                      0                    0.25                    6.5 SPOKANE                WA                                       99207 2-4 Family                             148000                20050801                     80 No MI                                1.00E+17                    2.25               20150701                   12.5                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                     120 N                                    20350701 ALT1
GI                       G02                                                   169199.95                 846.00                    360                     348                   5.75                      0                      0                    0.25                      6 BELLINGHAM             WA                                       98225 Single Family                          169200                20050701                     90 PMI                                  1.00E+17                    2.25               20150601                     12                      2                       2 First Lien                                    Y                                          120 Prepay                                    360                     120 N                                    20350601 ALT1
GI                       G02                                                      451000                2348.96                    360                     348                      6                      0                      0                    0.25                   6.25 ELIZABETH              NJ                                        7202 2-4 Family                             451000                20050701            84.30000305 PMI                                  1.00E+17                    2.25               20150601                  12.25                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                     120 N                                    20350601 ALT1
GII                      G03                                                      672000                3990.00                    360                     354                   6.75                      0                      0                   0.375                  7.125 LAS VEGAS              NV                                       89117 PUD                                    672000                20060101                     80 No MI                                1.00E+17                    2.25               20101201                 12.125                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20351201 ALT1
GII                      G03                                                      291992                1490.38                    360                     355                   5.75                      0                      0                   0.375                  6.125 CENTREVILLE            VA                                       20120 PUD                                    291992                20060201                     80 No MI                                                            2.25               20110101                 11.125                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360101 ALT1
GI                       G02                                                      125200                 821.63                    360                     355                    7.5                      0                      0                   0.375                  7.875 BOISE                  ID                                       83709 Single Family                          125200                20060201                     80 No MI                                                            2.25               20110101                 12.875                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360101 ALT1
GI                       G02                                                      273700                1796.16                    360                     355                    7.5                      0                      0                   0.375                  7.875 SURPRISE               AZ                                       85379 PUD                                    273700                20060201            79.98999786 No MI                                                            2.25               20110101                 12.875                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360101 ALT1
GI                       G02                                                      262496                1777.32                    360                     355                   7.75                      0                      0                   0.375                  8.125 GILBERT                AZ                                       85297 PUD                                    262496                20060201                     80 No MI                                                            2.25               20110101                 13.125                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360101 ALT1
GI                       G02                                                      272800                1761.83                    360                     355                  7.375                      0                      0                   0.375                   7.75 CENTERVILLE            MA                                        2632 Single Family                          272800                20060201            79.87999725 No MI                                                            2.25               20110101                  12.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360101 ALT1
GI                       G02                                                      181888                1212.59                    360                     354                  7.625                      0                      0                   0.375                      8 CASTLE ROCK            CO                                       80109 PUD                                    181888                20060101                     80 No MI                                                            2.25               20101201                     13                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20351201 ALT1
GII                      G02                                                      159950                 883.06                    360                     355                   6.25                      0                      0                   0.375                  6.625 NEW BRAUNFELS          TX                                       78132 PUD                                    159950                20060201            79.98999786 No MI                                                            2.25               20110101                 11.625                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360101 ALT1
GI                       G02                                                      110829                 715.77                    360                     354                  7.375                      0                      0                   0.375                   7.75 FOUNTAIN               CO                                       80817 PUD                                    110829                20060101                     80 No MI                                                            2.25               20101201                  12.75                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20351201 ALT1
GII                      G02                                                      144000                 825.00                    360                     355                    6.5                      0                      0                   0.375                  6.875 OZARK                  MO                                       65721 Single Family                          144000                20060201                     80 No MI                                                            2.25               20110101                 11.875                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360101 ALT1
GI                       G02                                                      297675                1984.50                    360                     355                  7.625                      0                      0                   0.375                      8 SCOTTSDALE             AZ                                       85255 Condominium                            297675                20060201                     75 No MI                                                            2.25               20110101                     13                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360101 ALT1
GI                       G01                                                      960000                6400.00                    360                     355                  7.625                      0                      0                   0.375                      8 ROCHESTER              MA                                        2770 Single Family                          960000                20060201                     80 No MI                                1.00E+17                    2.25               20110101                     13                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360101 ALT1
GI                       G02                                                      204000                1381.25                    360                     355                   7.75                      0                      0                   0.375                  8.125 LAS VEGAS              NV                                       89121 PUD                                    204000                20060201                     80 No MI                                                            2.25               20110101                 13.125                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360101 ALT1
GI                       G02                                                      416652                2864.48                    360                     355                  7.875                      0                      0                   0.375                   8.25 LAS VEGAS              NV                                       89109 Condominium                            416652                20060201                     80 No MI                                                            2.25               20110101                  13.25                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360101 ALT1
GI                       G02                                                      105600                 693.00                    360                     355                    7.5                      0                      0                   0.375                  7.875 ARVADA                 CO                                       80002 Single Family                          105600                20060201                     80 No MI                                                            2.25               20110101                 12.875                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360101 ALT1
GII                      G02                                                      298400                1647.42                    360                     355                   6.25                      0                      0                   0.375                  6.625 GAINESVILLE            VA                                       20155 PUD                                    298400                20060201                     80 No MI                                                            2.25               20110101                 11.625                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360101 ALT1
GI                       G02                                                      168960                1073.60                    360                     355                   7.25                      0                      0                   0.375                  7.625 WINCHESTER             VA                                       22601 Single Family                          168960                20060201                     80 No MI                                                            2.25               20110101                 12.625                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360101 ALT1
GI                       G02                                                      232000                1595.00                    360                     355                  7.875                      0                      0                   0.375                   8.25 PEORIA                 AZ                                       85382 PUD                                    232000                20060201                     80 No MI                                                            2.25               20110101                  13.25                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360101 ALT1
GI                       G02                                                      247425                1701.05                    360                     355                  7.875                      0                      0                   0.375                   8.25 PEORIA                 AZ                                       85382 PUD                                    247425                20060201                     75 No MI                                                            2.25               20110101                  13.25                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360101 ALT1
GI                       G02                                                      325600                2204.58                    360                     356                   7.75                      0                      0                   0.375                  8.125 SCOTTSDALE             AZ                                       85262 Single Family                          325600                20060301                     80 No MI                                                            2.25               20110201                 13.125                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360201 ALT1
GII                      G02                                                   129070.14                 840.07                    360                     356                  6.375                      0                      0                   0.375                   6.75 CHUBBUCK               ID                                       83202 Single Family                          129520                20060301                     80 No MI                                                            2.25               20110201                  11.75                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360201 ALT1
GII                      G03                                                      292000                1764.17                    360                     355                  6.875                      0                      0                   0.375                   7.25 REVERE                 MA                                        2151 2-4 Family                             292000                20060201                     80 No MI                                                            2.25               20110101                  12.25                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360101 ALT1
GI                       G02                                                      337092                2247.28                    360                     355                  7.625                      0                      0                   0.375                      8 LAS VEGAS              NV                                       89109 Condominium                            337092                20060201                     80 No MI                                                            2.25               20110101                     13                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360101 ALT1
GI                       G02                                                      416000                2860.00                    360                     355                  7.875                      0                      0                   0.375                   8.25 DENVER                 CO                                       80203 Single Family                          416000                20060201                     80 No MI                                                            2.25               20110101                  13.25                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360101 ALT1
GI                       G02                                                   188996.48                1259.98                    360                     355                  7.625                      0                      0                   0.375                      8 ATLANTA                GA                                       30342 Single Family                          189000                20060201                     80 No MI                                                            2.25               20110101                     13                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360101 ALT1
GI                       G02                                                      107920                 719.47                    360                     355                  7.625                      0                      0                   0.375                      8 NASHVILLE              TN                                       37206 Single Family                          107920                20060201                     80 No MI                                                            2.25               20110101                     13                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360101 ALT1
GI                       G01                                                      460800                3120.00                    360                     355                   7.75                      0                      0                   0.375                  8.125 MURRIETA               CA                                       92562 Single Family                          460800                20060201                     80 No MI                                                            2.25               20110101                 13.125                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360101 ALT1
GI                       G02                                                      244000                1677.50                    360                     355                  7.875                      0                      0                   0.375                   8.25 CLARKSTON              MI                                       48346 Single Family                          244000                20060201                     80 No MI                                                            2.25               20110101                  13.25                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360101 ALT1
GI                       G02                                                      198750                1325.00                    360                     355                  7.625                      0                      0                   0.375                      8 CHANDLER               AZ                                       85225 PUD                                    198750                20060201                     75 No MI                                                            2.25               20110101                     13                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360101 ALT1
GI                       G02                                                      252320                1708.42                    360                     355                   7.75                      0                      0                   0.375                  8.125 ST CLOUD               FL                                       34772 PUD                                    252320                20060201                     80 No MI                                                            2.25               20110101                 13.125                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360101 ALT1
GII                      G02                                                      134400                 728.00                    360                     356                  6.125                      0                      0                   0.375                    6.5 SEDRO WOOLLEY          WA                                       98284 Single Family                          134400                20060301                     80 No MI                                                            2.25               20110201                   11.5                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360201 ALT1
GI                       G02                                                      344000                2365.00                    360                     355                  7.875                      0                      0                   0.375                   8.25 PHOENIX                AZ                                       85016 Condominium                            344000                20060201                     80 No MI                                                            2.25               20110101                  13.25                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360101 ALT1
GI                       G02                                                      102400                 704.00                    360                     355                  7.875                      0                      0                   0.375                   8.25 GRAND RAPIDS           MI                                       49506 Single Family                          102400                20060201                     80 No MI                                                            2.25               20110101                  13.25                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360101 ALT1
GI                       G02                                                      480000                3300.00                    360                     355                  7.875                      0                      0                   0.375                   8.25 BELL                   CA                                       90201 2-4 Family                             480000                20060201                     80 No MI                                                            2.25               20110101                  13.25                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360101 ALT1
GI                       G02                                                   194479.97                1337.05                    360                     355                  7.875                      0                      0                   0.375                   8.25 AURORA                 CO                                       80015 PUD                                    194480                20060201                     80 No MI                                                            2.25               20110101                  13.25                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360101 ALT1
GI                       G02                                                      228000                1496.25                    360                     355                    7.5                      0                      0                   0.375                  7.875 HENDERSON              NV                                       89015 Single Family                          228000                20060201                     80 No MI                                                            2.25               20110101                 12.875                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360101 ALT1
GI                       G02                                                      242800                1568.08                    360                     355                  7.375                      0                      0                   0.375                   7.75 SURPRISE               AZ                                       85379 PUD                                    242800                20060201            79.98999786 No MI                                                            2.25               20110101                  12.75                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360101 ALT1
GI                       G02                                                      295750                1879.24                    360                     355                   7.25                      0                      0                   0.375                  7.625 LAVEEN                 AZ                                       85339 PUD                                    295750                20060201                     80 No MI                                                            2.25               20110101                 12.625                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360101 ALT1
GI                       G03                                                      187900                1174.38                    360                     355                  7.125                      0                      0                   0.375                    7.5 TAUNTON                MA                                        2780 2-4 Family                             187900                20060201            79.95999908 No MI                                                            2.25               20110101                   12.5                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360101 ALT1
GII                      G02                                                      176380                1010.51                    360                     359                  6.625                      0                      0                    0.25                  6.875 Seattle                WA                                       98126 Condominium                            176380                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.875                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G03                                                      420000                2362.50                    360                     358                    6.5                      0                      0                    0.25                   6.75 San Leandro            CA                                       94577 Single Family                          420000                20060501                     75 No MI                                1.00E+17                    2.25               20110401                  11.75                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G03                                                      460300                2685.08                    360                     359                   6.75                      0                      0                    0.25                      7 Middle River           MD                                       21220 PUD                                    460300                20060601            79.98999786 No MI                                1.00E+17                    2.25               20110501                     12                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G03                                                      596000                3538.75                    360                     358                  6.875                      0                      0                    0.25                  7.125 Renton                 WA                                       98059 Single Family                          596000                20060501            77.40000153 No MI                                1.00E+17                    2.25               20110401                 12.125                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G01                                                   565453.98                3062.88                    360                     347                   6.25                      0                      0                    0.25                    6.5 WOODBURY               MN                                       55125 Single Family                          565600                20050601                     80 No MI                                1.00E+17                     2.5               20070501                   12.5                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      24 N                                    20350501 GNPT
GII                      G01                                                      256000                1200.00                    360                     347                  5.375                      0                      0                    0.25                  5.625 LAS VEGAS              NV                                       89144 PUD                                    256000                20050601                     80 No MI                                1.00E+17                    2.25               20080501                 11.625                   2.25                       1 First Lien                                    Y                                          120 No_PP                                     360                      36 N                                    20350501 GNPT
GII                      G01                                                      399200                1829.67                    360                     348                   5.25                      0                      0                    0.25                    5.5 LAKE ARROWHEAD AREA    CA                                       92352 Single Family                          399200                20050701                     80 No MI                                1.00E+17                    2.25               20080601                   11.5                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      36 N                                    20350601 GNPT
GI                       G02                                                   314899.92                2000.93                    360                     353                  7.375                      0                      0                    0.25                  7.625 Los Angeles            CA                                       90042 Single Family                          315000                20051201            79.34999847 No MI                                1.00E+17                    2.25               20101101                 12.625                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20351101 AFL2
GII                      G03                                                    523176.8                3368.04                    360                     354                  6.375                      0                      0                    0.25                  6.625 Rowland Heights        CA                                       91748 Single Family                          526000                20060101            58.43999863 No MI                                1.00E+17                    2.25               20101201                 11.625                      2                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20351201 AFL2
GII                      G02                                                      323950                1855.96                    360                     355                  6.625                      0                      0                    0.25                  6.875 Ceres                  CA                                       95307 Single Family                          323950                20060201            79.98000336 No MI                                1.00E+17                    2.25               20110101                 11.875                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360101 AFL2
GI                       G01                                                  1492329.74                9853.94                    360                     354                  6.625                      0                      0                    0.25                  6.875 Centerport             NY                                       11721 Single Family                         1500000                20060101            57.68999863 No MI                                1.00E+17                    2.25               20121201                 11.875                      2                       2 First Lien                                    N                                            0 No_PP                                     360                      84 N                                    20351201 AFL2
GII                      G02                                                      304000                1710.00                    360                     355                    6.5                      0                      0                    0.25                   6.75 Madera                 CA                                       93637 Single Family                          304000                20060201            79.98000336 No MI                                1.00E+17                    2.25               20110101                  11.75                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360101 AFL2
GII                      G03                                                      237600                1212.75                    360                     355                  5.875                      0                      0                    0.25                  6.125 CHICAGO                IL                                       60634 Condominium                            237600                20060201                     80 No MI                                                            2.25               20110101                 11.125                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360101 ALT1
GII                      G02                                                    175032.4                1112.43                    360                     354                   6.25                      0                      0                    0.25                    6.5 CLARENDON HILLS        IL                                       60514 Condominium                            176000                20060101                     80 No MI                                                            2.25               20101201                   11.5                      2                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20351201 ALT1
GII                      G02                                                   214754.24                1329.94                    360                     354                      6                      0                      0                    0.25                   6.25 CICERO                 IL                                       60804 Single Family                          216000                20060101                     80 No MI                                                            2.25               20101201                  11.25                      2                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20351201 ALT1
GII                      G03                                                      232000                1111.67                    360                     353                    5.5                      0                      0                    0.25                   5.75 CHICAGO                IL                                       60632 Single Family                          232000                20051201                     80 No MI                                                            2.25               20101101                  10.75                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20351101 ALT1
GII                      G03                                                   189081.34                1156.89                    360                     353                  5.875                      0                      0                    0.25                  6.125 GLENDALE HEIGHTS       IL                                       60139 Single Family                          190400                20051201                     80 No MI                                                            2.25               20101101                 11.125                      2                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20351101 ALT1
GII                      G03                                                   103264.33                 623.53                    360                     353                   5.75                      0                      0                    0.25                      6 BURBANK                IL                                       60459 Condominium                            104000                20051201                     80 No MI                                                            2.25               20101101                     11                      2                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20351101 ALT1
GII                      G02                                                   153401.56                 962.75                    360                     354                  6.125                      0                      0                    0.25                  6.375 PLAINFIELD             IL                                       60544 Townhouse                              154320                20060101                     80 No MI                                                            2.25               20101201                 11.375                      2                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20351201 ALT1
GII                      G03                                                    118376.5                 724.27                    360                     353                  5.875                      0                      0                    0.25                  6.125 WEST ALLIS             WI                                       53219 Single Family                          119200                20051201                     80 No MI                                                            2.25               20101101                 11.125                      2                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20351101 ALT1
GII                      G03                                                   313816.94                1920.04                    360                     353                  5.875                      0                      0                    0.25                  6.125 BERWYN                 IL                                       60402 2-4 Family                             316000                20051201                     80 No MI                                                            2.25               20101101                 11.125                      2                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20351101 ALT1
GII                      G03                                                   111090.22                 653.13                    360                     353                    5.5                      0                      0                    0.25                   5.75 MAYWOOD                IL                                       60153 Single Family                          111920                20051201                     80 No MI                                                            2.25               20101101                  10.75                      2                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20351101 ALT1
GII                      G02                                                      247200                1313.25                    360                     354                  6.125                      0                      0                    0.25                  6.375 CHICAGO                IL                                       60634 Condominium                            247200                20060101                     80 No MI                                                            2.25               20101201                 11.375                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20351201 ALT1
GII                      G03                                                   222377.73                1325.04                    360                     353                  5.625                      0                      0                    0.25                  5.875 BROOKFIELD             IL                                       60513 Single Family                          224000                20051201                     80 No MI                                                            2.25               20101101                 10.875                      2                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20351101 ALT1
GII                      G03                                                   223941.23                1334.50                    360                     353                  5.625                      0                      0                    0.25                  5.875 EVANSTON               IL                                       60201 Single Family                          225600                20051201                     80 No MI                                                            2.25               20101101                 10.875                      2                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20351101 ALT1
GII                      G03                                                   157226.03                 961.96                    360                     353                  5.875                      0                      0                    0.25                  6.125 CHICAGO                IL                                       60634 Condominium                            158320                20051201                     80 No MI                                                            2.25               20101101                 11.125                      2                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20351101 ALT1
GII                      G02                                                   254153.56                1660.41                    360                     353                    6.5                      0                      0                    0.25                   6.75 CICERO                 IL                                       60804 2-4 Family                             256000                20051201                     80 No MI                                                            2.25               20101101                  11.75                      2                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20351101 ALT1
GI                       G03                                                   211804.02                1327.59                    360                     355                  6.125                      0                      0                    0.25                  6.375 FORT MYERS             FL                                       33908 Condominium                            212800                20060201                     80 No MI                                                            2.25               20070101                 12.375                      2                       2 First Lien                                    N                                            0 No_PP                                     360                      12 N                                    20360101 ALT1
GII                      G02                                                   237120.11                1526.50                    360                     354                  6.375                      0                      0                    0.25                  6.625 BROOKFIELD             IL                                       60513 Single Family                          238400                20060101                     80 No MI                                                            2.25               20101201                 11.625                      2                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20351201 ALT1
GII                      G02                                                   163547.24                1012.83                    360                     354                      6                      0                      0                    0.25                   6.25 CHICAGO                IL                                       60620 2-4 Family                             164496                20060101                     80 No MI                                                            2.25               20101201                  11.25                      2                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20351201 ALT1
GII                      G02                                                      258750                1374.61                    360                     353                  6.125                      0                      0                    0.25                  6.375 CHICAGO                IL                                       60630 PUD                                    258750                20051201            79.62000275 No MI                                                            2.25               20101101                 11.375                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20351101 ALT1
GII                      G02                                                   138295.09                 857.07                    360                     354                      6                      0                      0                    0.25                   6.25 CICERO                 IL                                       60804 Single Family                          139200                20060101                     80 No MI                                                            2.25               20101201                  11.25                      2                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20351201 ALT1
GII                      G02                                                   166436.06                1056.81                    360                     355                   6.25                      0                      0                    0.25                    6.5 BROOKFIELD             IL                                       60513 Single Family                          167200                20060201                     80 No MI                                                            2.25               20110101                   11.5                      2                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360101 ALT1
GI                       G03                                                   139220.83                 990.91                    360                     353                  7.375                      0                      0                    0.25                  7.625 ORLAND PARK            IL                                       60462 Condominium                            140000                20051201                     80 No MI                                                            2.25               20061101                 13.625                      2                       2 First Lien                                    N                                            0 No_PP                                     360                      12 N                                    20351101 ALT1
GII                      G02                                                   154972.38                 973.23                    360                     353                  6.125                      0                      0                    0.25                  6.375 KNOX                   IN                                       46534 Single Family                          156000                20051201                     80 No MI                                                            2.25               20101101                 11.375                      2                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20351101 ALT1
GII                      G02                                                   210569.74                1305.32                    360                     353                      6                      0                      0                    0.25                   6.25 BARTLETT               IL                                       60103 Single Family                          212000                20051201            79.84999847 No MI                                                            2.25               20101101                  11.25                      2                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20351101 ALT1
GII                      G02                                                   144767.71                 932.29                    360                     354                  6.375                      0                      0                    0.25                  6.625 ROUND LAKE PARK        IL                                       60073 Single Family                          145600                20060101                     80 No MI                                                            2.25               20101201                 11.625                      2                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20351201 ALT1
GI                       G03                                                   151414.59                1049.82                    360                     355                  7.125                      0                      0                    0.25                  7.375 CICERO                 IL                                       60804 Single Family                          152000                20060201                     80 No MI                                                            2.25               20110101                 12.375                      2                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360101 ALT1
GII                      G02                                                   154326.03                 968.24                    360                     354                  6.125                      0                      0                    0.25                  6.375 OAK FOREST             IL                                       60452 Single Family                          155200                20060101                     80 No MI                                                            2.25               20101201                 11.375                      2                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20351201 ALT1
GII                      G02                                                   274408.19                1699.37                    360                     354                      6                      0                      0                    0.25                   6.25 CHICAGO                IL                                       60634 Single Family                          276000                20060101                     80 No MI                                                            2.25               20101201                  11.25                      2                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20351201 ALT1
GII                      G03                                                   267212.37                1633.25                    360                     354                  5.875                      0                      0                    0.25                  6.125 CHICAGO                IL                                       60618 Single Family                          268800                20060101                     80 No MI                                                            2.25               20101201                 11.125                      2                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20351201 ALT1
GII                      G02                                                   190813.08                1181.68                    360                     354                      6                      0                      0                    0.25                   6.25 DES PLAINES            IL                                       60018 Single Family                          191920                20060101                     80 No MI                                                            2.25               20101201                  11.25                      2                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20351201 ALT1
GII                      G02                                                   160689.96                1008.17                    360                     354                  6.125                      0                      0                    0.25                  6.375 CHICAGO                IL                                       60625 Condominium                            161600                20060101                     80 No MI                                                            2.25               20101201                 11.375                      2                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20351201 ALT1
GII                      G02                                                      200000                1062.50                    360                     354                  6.125                      0                      0                    0.25                  6.375 CHICAGO                IL                                       60616 Condominium                            200000                20060101            60.74000168 No MI                                                            2.25               20101201                 11.375                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20351201 ALT1
GII                      G03                                                   136812.09                 813.48                    360                     355                  5.625                      0                      0                    0.25                  5.875 MADISON                WI                                       53718 Condominium                            137520                20060201                     80 No MI                                                            2.25               20110101                 10.875                      2                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360101 ALT1
GII                      G02                                                   196460.35                1216.65                    360                     354                      6                      0                      0                    0.25                   6.25 CICERO                 IL                                       60804 Single Family                          197600                20060101                     80 No MI                                                            2.25               20101201                  11.25                      2                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20351201 ALT1
GII                      G02                                                   270650.93                1718.71                    360                     355                   6.25                      0                      0                    0.25                    6.5 DES PLAINES            IL                                       60016 Single Family                          271920                20060201                     80 No MI                                                            2.25               20110101                   11.5                      2                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360101 ALT1
GII                      G03                                                    42989.65                 291.04                    360                     354                  6.875                      0                      0                    0.25                  7.125 BELOIT                 WI                                       53511 2-4 Family                              43200                20060101                     80 No MI                                                            2.25               20101201                 12.125                      2                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20351201 ALT1
GI                       G02                                                   111589.55                 792.72                    360                     355                  7.375                      0                      0                    0.25                  7.625 LYONS                  IL                                       60534 Condominium                            112000                20060201                     80 No MI                                                            2.25               20110101                 12.625                      2                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360101 ALT1
GII                      G02                                                      171200                 909.50                    360                     354                  6.125                      0                      0                    0.25                  6.375 STREAMWOOD             IL                                       60107 Single Family                          171200                20060101                     80 No MI                                                            2.25               20101201                 11.375                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20351201 ALT1
GII                      G03                                                   135912.21                 787.49                    360                     354                  5.375                      0                      0                    0.25                  5.625 JOLIET                 IL                                       60435 Single Family                          136800                20060101                     80 No MI                                                            2.25               20101201                 10.625                      2                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20351201 ALT1
GII                      G02                                                   368097.64                1995.51                    360                     355                   6.25                      0                      0                    0.25                    6.5 SHOREWOOD              WI                                       53211 Single Family                          370000                20060201            61.36000061 No MI                                                            2.25               20110101                   11.5                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360101 ALT1
GII                      G02                                                   211007.76                1322.60                    360                     355                  6.125                      0                      0                    0.25                  6.375 EVANSTON               IL                                       60201 Condominium                            212000                20060201                     80 No MI                                                            2.25               20110101                 11.375                      2                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360101 ALT1
GII                      G02                                                    96734.07                 598.47                    360                     355                      6                      0                      0                    0.25                   6.25 PALATINE               IL                                       60074 Condominium                             97200                20060201                     80 No MI                                                            2.25               20110101                  11.25                      2                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360101 ALT1
GII                      G02                                                    78829.33                 494.10                    360                     355                  6.125                      0                      0                    0.25                  6.375 WORTH                  IL                                       60482 Condominium                             79200                20060201                     80 No MI                                                            2.25               20110101                 11.375                      2                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360101 ALT1
GI                       G03                                                      108000                 652.50                    360                     355                      7                      0                      0                    0.25                   7.25 MIDLOTHIAN             IL                                       60445 Single Family                          108000                20060201                     80 No MI                                                            2.25               20110101                  12.25                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360101 ALT1
GII                      G03                                                   230861.03                1409.65                    360                     355                  5.875                      0                      0                    0.25                  6.125 AURORA                 IL                                       60504 PUD                                    232000                20060201                     80 No MI                                                            2.25               20110101                 11.125                      2                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360101 ALT1
GII                      G02                                                    89976.94                 563.97                    360                     355                  6.125                      0                      0                    0.25                  6.375 SCHILLER PARK          IL                                       60176 Condominium                             90400                20060201                     80 No MI                                                            2.25               20110101                 11.375                      2                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360101 ALT1
GII                      G02                                                   266745.64                1671.97                    360                     355                  6.125                      0                      0                    0.25                  6.375 SCHILLER PARK          IL                                       60176 Single Family                          268000                20060201                     80 No MI                                                            2.25               20110101                 11.375                      2                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360101 ALT1
GII                      G02                                                   235037.41                1248.64                    360                     355                  6.125                      0                      0                    0.25                  6.375 CHICAGO                IL                                       60610 Condominium                            235040                20060201                     80 No MI                                                            2.25               20110101                 11.375                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360101 ALT1
GII                      G02                                                    83162.14                 517.20                    360                     354                      6                      0                      0                    0.25                   6.25 CHICAGO                IL                                       60626 Condominium                             84000                20060101                     80 No MI                                                            2.25               20101201                  11.25                      2                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20351201 ALT1
GII                      G02                                                   123433.44                 783.76                    360                     355                   6.25                      0                      0                    0.25                    6.5 CHICAGO                IL                                       60626 Condominium                            124000                20060201                     80 No MI                                                            2.25               20110101                   11.5                      2                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360101 ALT1
GII                      G02                                                   210877.56                1305.32                    360                     355                      6                      0                      0                    0.25                   6.25 HICKORY HILLS          IL                                       60457 Single Family                          212000                20060201                     80 No MI                                                            2.25               20110101                  11.25                      2                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360101 ALT1
GII                      G02                                                   175195.85                1112.43                    360                     355                   6.25                      0                      0                    0.25                    6.5 BOLINGBROOK            IL                                       60440 Single Family                          176000                20060201                     80 No MI                                                            2.25               20110101                   11.5                      2                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360101 ALT1
GII                      G02                                                      296000                1572.50                    360                     355                  6.125                      0                      0                    0.25                  6.375 CHICAGO                IL                                       60605 Condominium                            296000                20060201                     80 No MI                                                            2.25               20110101                 11.375                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360101 ALT1
GII                      G02                                                      348000                1848.75                    360                     355                  6.125                      0                      0                    0.25                  6.375 Mission Viejo          CA                                       92691 Condominium                            348000                20060201                     80 No MI                                1.00E+17                    2.25               20110101                 11.375                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360101 AFL2
GI                       G02                                                      157300                1015.90                    360                     355                    7.5                      0                      0                    0.25                   7.75 Kissimmee              FL                                       34759 PUD                                    157300                20060201                     90 GE Capital MI                        1.00E+17                    2.25               20110101                  12.75                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360101 AFL2
GII                      G02                                                      206400                1182.50                    360                     356                  6.625                      0                      0                    0.25                  6.875 San Bernardino         CA                                       92404 Single Family                          206400                20060301                     80 No MI                                1.00E+17                    2.25               20110201                 11.875                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360201 AFL2
GII                      G02                                                      360000                1912.50                    360                     356                  6.125                      0                      0                    0.25                  6.375 Falls Church           VA                                       22043 Townhouse                              360000                20060301                     80 No MI                                1.00E+17                    2.25               20110201                 11.375                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360201 AFL2
GII                      G02                                                   277602.74                1532.60                    360                     356                  6.375                      0                      0                    0.25                  6.625 Playa Del Rey          CA                                       90293 Condominium                            278000                20060301            79.88999939 No MI                                1.00E+17                    2.25               20110201                 11.625                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360201 AFL2
GII                      G01                                                      478400                2441.83                    360                     355                   5.75                      0                      0                   0.375                  6.125 San Jose               CA                                       95112 Condominium                            478400                20060201                     80 No MI                                1.00E+17                    2.25               20090101                 12.125                      2                       2 First Lien                                    Y                                           36 No_PP                                     360                      36 N                                    20360101 AFL2
GII                      G02                                                      307200                1696.00                    360                     356                  6.375                      0                      0                    0.25                  6.625 Poulsbo                WA                                       98370 PUD                                    307200                20060301                     80 No MI                                1.00E+17                    2.25               20110201                 11.625                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360201 AFL2
GII                      G03                                                      493000                2670.42                    360                     356                   6.25                      0                      0                    0.25                    6.5 Ferndale               WA                                       98248 Single Family                          493000                20060301            73.04000092 No MI                                1.00E+17                    2.25               20110201                   11.5                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360201 AFL2
GII                      G02                                                   227744.88                1209.89                    360                     356                  6.125                      0                      0                    0.25                  6.375 Philadelphia           PA                                       19131 Condominium                            228000                20060301                     80 No MI                                1.00E+17                    2.25               20110201                 11.375                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360201 AFL2
GII                      G02                                                      316000                1810.42                    360                     356                  6.625                      0                      0                    0.25                  6.875 Fresno                 CA                                       93720 Single Family                          316000                20060301                     80 No MI                                1.00E+17                    2.25               20110201                 11.875                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360201 AFL2
GII                      G02                                                   119166.47                 670.31                    360                     356                    6.5                      0                      0                    0.25                   6.75 Middletown             OH                                       45044 Single Family                          119200                20060301            79.47000122 No MI                                1.00E+17                    2.25               20110201                  11.75                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360201 AFL2
GI                       G02                                                   257596.19                1690.47                    360                     354                    7.5                      0                      0                   0.375                  7.875 ST AUGUSTINE           FL                                       32092 PUD                                    257659                20060101                     80 No MI                                                            2.25               20101201                 12.875                      2                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20351201 ALT1
GII                      G02                                                   317444.17                2101.65                    360                     351                    6.5                      0                      0                   0.375                  6.875 FALL RIVER             MA                                        2724 2-4 Family                             319920                20051001                     80 No MI                                                            2.25               20100901                 11.875                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20350901 ALT1
GI                       G02                                                   363353.38                2308.81                    360                     355                   7.25                      0                      0                   0.375                  7.625 GLENDALE               AZ                                       85305 PUD                                    363546                20060201                     80 No MI                                                            2.25               20110101                 12.625                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360101 ALT1
GI                       G02                                                      191000                1253.44                    360                     355                    7.5                      0                      0                   0.375                  7.875 MERIDIAN               ID                                       83642 PUD                                    191000                20060201                     80 No MI                                                            2.25               20110101                 12.875                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360101 ALT1
GII                      G02                                                   106585.36                 588.44                    360                     354                   6.25                      0                      0                   0.375                  6.625 COEUR D ALENE          ID                                       83814 Single Family                          106600                20060101                     65 No MI                                                            2.25               20101201                 11.625                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20351201 ALT1
GI                       G03                                                      179200                1120.00                    360                     354                  7.125                      0                      0                   0.375                    7.5 PHOENIX                AZ                                       85032 Single Family                          179200                20060101                     80 No MI                                                            2.25               20101201                   12.5                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20351201 ALT1
GI                       G02                                                      460000                3210.42                    360                     358                      8                      0                      0                   0.375                  8.375 Trumbull               CT                                        6611 2-4 Family                             460000                20060501                     80 No MI                                                            2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      231149                1492.84                    360                     358                  7.375                      0                      0                   0.375                   7.75 NORTH LAS VEGAS        NV                                       89084 Single Family                          231149                20060501                     80 No MI                                                            2.25               20110401                  12.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      492000                3382.50                    360                     358                  7.875                      0                      0                   0.375                   8.25 APPLE VALLEY           CA                                       92307 2-4 Family                             492000                20060501                     80 No MI                                                            2.25               20110401                  13.25                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G03                                                      468000                2778.75                    360                     360                  6.875                      0                      0                    0.25                  7.125 Tampa                  FL                                       33629 Townhouse                              468000                20060701                     80 No MI                                1.00E+17                    2.25               20110601                 12.125                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360601 AFL2
GII                      G03                                                      650000                3723.96                    360                     359                    6.5                      0                      0                   0.375                  6.875 Chandler               AZ                                       85225 Single Family                          650000                20060601            74.38999939 No MI                                1.00E+17                    2.25               20110501                 11.875                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 WALN
GI                       G03                                                      170140                1063.38                    360                     359                  7.125                      0                      0                   0.375                    7.5 San Antonio            TX                                       78258 PUD                                    170140                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   12.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G03                                                      609600                3429.00                    360                     359                    6.5                      0                      0                    0.25                   6.75 Corona                 CA                                       92883 Single Family                          609600                20060601            79.98999786 No MI                                1.00E+17                    2.25               20110501                  11.75                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G01                                                      496000                3553.40                    360                     360                  7.375                      0                      0                   0.375                   7.75 long beach             CA                                       90807 2-4 Family                             496000                20060701                     80 No MI                                1.00E+17                    2.25               20110601                  12.75                      2                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360601 AFL2
GII                      G03                                                      190600                 992.71                    360                     360                  5.875                      0                      0                   0.375                   6.25 ORLANDO                FL                                       32828 PUD                                    190600                20060701                     80 No MI                                1.00E+17                    2.25               20110601                  11.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GI                       G02                                                      239920                1374.54                    360                     358                    6.5                      0                      0                   0.375                  6.875 Palmdale               CA                                       93550 Single Family                          239920                20060501                     80 No MI                                1.00E+17                   2.375               20080401                 11.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      24 N                                    20360401 AFL2
GII                      G03                                                      500000                2864.58                    360                     359                    6.5                      0                      0                   0.375                  6.875 Simi Valley            CA                                       93063 Single Family                          500000                20060601            55.56000137 No MI                                1.00E+17                    2.25               20110501                 11.875                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      160000                1016.67                    360                     359                   7.25                      0                      0                   0.375                  7.625 TORRANCE               CA                                       90505 Condominium                            160000                20060601            37.74000168 No MI                                1.00E+17                    2.25               20110501                 12.625                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G03                                                      302900                2092.06                    360                     360                      7                      0                      0                   0.375                  7.375 HYDE PARK              MA                                        2136 2-4 Family                             302900                20060701            61.81999969 No MI                                1.00E+17                    2.25               20110601                 13.375                  1.875                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360601 AFL2
GI                       G01                                                      333600                2189.25                    360                     360                    7.5                      0                      0                   0.375                  7.875 HIGHLAND               CA                                       92346 PUD                                    333600                20060701                     80 No MI                                1.00E+17                    2.25               20110601                 12.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GII                      G03                                                      112000                 630.00                    360                     359                  6.375                      0                      0                   0.375                   6.75 ARIZONA CITY           AZ                                       85223 Single Family                          112000                20060601                     70 No MI                                1.00E+17                    2.25               20110501                  11.75                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                   232085.11                1728.44                    360                     356                   7.75                      0                      0                   0.375                  8.125 Rockwall               TX                                       75087 PUD                                    232788                20060301                     75 No MI                                1.00E+17                    2.25               20110201                 13.125                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360201 AFL2
GI                       G02                                                      330000                2096.87                    360                     356                   7.25                      0                      0                   0.375                  7.625 Apollo Beach           FL                                       33572 PUD                                    330000                20060301                     75 No MI                                1.00E+17                    2.25               20110201                 12.625                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360201 AFL2
GII                      G03                                                     1179750                6758.98                    360                     356                    6.5                      0                      0                   0.375                  6.875 CHATSWORTH             CA                                       91311 PUD                                   1179750                20060301                     65 No MI                                1.00E+17                    2.25               20110201                 11.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360201 AFL2
GII                      G02                                                      384000                2120.00                    360                     355                   6.25                      0                      0                   0.375                  6.625 Los Banos              CA                                       93635 Single Family                          384000                20060201                     80 No MI                                1.00E+17                    2.25               20110101                 12.625                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360101 AFL2
GI                       G03                                                      880000                5408.33                    360                     355                      7                      0                      0                   0.375                  7.375 Santa Cruz             CA                                       95062 Single Family                          880000                20060201                     80 No MI                                1.00E+17                    2.25               20110101                 12.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360101 AFL2
GI                       G03                                                      388000                2425.00                    360                     355                  7.125                      0                      0                   0.375                    7.5 LAKE WORTH             FL                                       33467 PUD                                    388000                20060201                     80 No MI                                1.00E+17                    2.25               20110101                   13.5                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360101 AFL2
GII                      G03                                                      376000                1958.33                    360                     356                  5.875                      0                      0                   0.375                   6.25 huntington beach       CA                                       92648 Condominium                            376000                20060301                     80 No MI                                1.00E+17                    2.25               20110201                  12.25                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360201 AFL2
GI                       G02                                                       59200                 394.67                    360                     355                  7.625                      0                      0                   0.375                      8 Detroit                MI                                       48224 Single Family                           59200                20060201                     80 No MI                                1.00E+17                    2.25               20110101                     13                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360101 AFL2
GI                       G02                                                   260728.89                1852.21                    360                     355                   7.25                      0                      0                   0.375                  7.625 Woodbury               MN                                       55129 Single Family                          261688                20060201                     80 No MI                                1.00E+17                    2.25               20110101                 12.625                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360101 AFL2
GII                      G03                                                       50000                 302.08                    360                     354                  6.875                      0                      0                   0.375                   7.25 Dallas                 TX                                       75224 Single Family                           50000                20060101            66.66999817 No MI                                1.00E+17                    2.25               20101201                  13.25                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20351201 AFL2
GII                      G02                                                   247256.23                1634.47                    360                     341                  6.375                      0                      0                   0.375                   6.75 Hollywood              FL                                       33021 Single Family                          252000                20041201                     90 Mortgage Guaranty In                 1.00E+17                    2.25               20091101                  11.75                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20341101 AFL2
GI                       G02                                                      176000                1228.33                    360                     360                      8                      0                      0                   0.375                  8.375 BERLIN                 MD                                       21811 PUD                                    176000                20060701                     80 No MI                                1.00E+17                    2.25               20110601                 13.375                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360601 AFL2
GI                       G03                                                      228000                1425.00                    360                     359                  7.125                      0                      0                   0.375                    7.5 Miami                  FL                                       33186 PUD                                    228000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   12.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G02                                                      268000                1479.58                    360                     360                   6.25                      0                      0                   0.375                  6.625 Palmdale               CA                                       93550 Single Family                          268000                20060701                     80 No MI                                1.00E+17                    2.25               20110601                 11.625                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GI                       G02                                                    49138.62                 373.96                    360                     358                      8                      0                      0                   0.375                  8.375 STEWART                MN                                       55385 Single Family                           49200                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      195900                1285.59                    360                     358                    7.5                      0                      0                   0.375                  7.875 MILWAUKIE              OR                                       97222 Single Family                          195900                20060501            79.98999786 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                      173875                 996.16                    360                     359                    6.5                      0                      0                   0.375                  6.875 ROCKLIN                CA                                       95677 Townhouse                              173875                20060601                     65 No MI                                1.00E+17                    2.25               20110501                 12.875                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GIII                     G03                                                      448000                2566.67                    360                     358                  6.625                      0                      0                    0.25                  6.875 SAN DIEGO              CA                                       92129 PUD                                    448000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.875                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GII                      G03                                                      141600                 722.75                    360                     358                   5.75                      0                      0                   0.375                  6.125 FORT WORTH             TX                                       76135 Single Family                          141600                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.125                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GIII                     G02                                                      296000                1603.33                    360                     360                   6.25                      0                      0                    0.25                    6.5 MEDFORD                OR                                       97504 Single Family                          296000                20060701                     80 No MI                                1.00E+17                    2.25               20110601                   11.5                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360601 ADN1
GI                       G01                                                      211646                1435.39                    360                     357                  7.875                      0                      0                    0.25                  8.125 BRADENTON              FL                                       34205 Condominium                            211996                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 13.125                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 ADN1
GIII                     G02                                                      179200                 952.00                    360                     360                  6.125                      0                      0                    0.25                  6.375 CRYSTAL                MN                                       55429 Single Family                          179200                20060701                     80 No MI                                1.00E+17                    2.25               20110601                 11.375                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360601 ADN1
GI                       G01                                                      200796                1359.56                    360                     357                  7.875                      0                      0                    0.25                  8.125 BRADENTON              FL                                       34205 Condominium                            200796                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 13.125                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 ADN1
GI                       G02                                                   140042.35                1066.84                    360                     357                      8                      0                      0                   0.375                  8.375 Fort Worth             TX                                       76179 PUD                                    140360                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 13.375                      2                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360301 AFL2
GIII                     G01                                                   286792.61                1410.00                    360                     359                  5.625                      0                      0                    0.25                  5.875 CAPE CORAL             FL                                       33914 Single Family                          288000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 10.875                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G01                                                      207040                1294.00                    360                     360                  7.125                      0                      0                   0.375                    7.5 Vancouver              WA                                       98685 Single Family                          207040                20060701                     80 No MI                                1.00E+17                    2.25               20110601                   12.5                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GIII                     G03                                                      448000                2800.00                    360                     358                   7.25                      0                      0                    0.25                    7.5 PARK RIDGE             IL                                       60068 Single Family                          448000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G03                                                      855000                4185.94                    360                     357                  5.625                      0                      0                    0.25                  5.875 SAN DIEGO              CA                                       92127 PUD                                    855000                20060401                  71.25 No MI                                1.00E+17                    2.25               20110301                 11.875                      2                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 ADN1
GI                       G01                                                      214400                1429.33                    360                     360                   7.75                      0                      0                    0.25                      8 ROSAMOND               CA                                       93560 Single Family                          214400                20060701                     80 No MI                                1.00E+17                    2.25               20110601                     13                      2                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 ADN1
GIII                     G02                                                      315000                1870.31                    360                     358                  6.875                      0                      0                    0.25                  7.125 PHOENIX                AZ                                       85048 PUD                                    315000                20060501                     90 PMI                                  1.00E+17                    2.25               20110401                 13.125                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G02                                                      352800                2462.25                    360                     357                      8                      0                      0                   0.375                  8.375 Tampa                  FL                                       33606 Single Family                          352800                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 13.375                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GIII                     G02                                                      275000                1460.94                    360                     359                  6.125                      0                      0                    0.25                  6.375 TEHACHAPI              CA                                       93561 Single Family                          275000                20060601            52.38000107 No MI                                1.00E+17                    2.25               20110501                 11.375                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G01                                                      272000                1813.33                    360                     357                   7.75                      0                      0                    0.25                      8 SANGER                 CA                                       93657 PUD                                    272000                20060401                     80 No MI                                1.00E+17                    2.75               20110301                     14                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 ADN1
GI                       G02                                                   287992.75                1829.95                    360                     358                   7.25                      0                      0                   0.375                  7.625 Rockville              MD                                       20850 Single Family                          288000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.625                    2.5                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GIII                     G01                                                      400000                2041.67                    360                     360                  5.875                      0                      0                    0.25                  6.125 NORWALK                CT                                        6854 2-4 Family                             400000                20060701            74.01999664 No MI                                1.00E+17                    2.25               20110601                 11.125                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360601 ADN1
GIII                     G02                                                      284000                1508.75                    360                     358                  6.125                      0                      0                    0.25                  6.375 HIGHLANDS RANCH        CO                                       80129 PUD                                    284000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.375                      2                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 ADN1
GIII                     G02                                                      422500                2244.53                    360                     360                  6.125                      0                      0                    0.25                  6.375 BROOKLYN               NY                                       11213 2-4 Family                             422500                20060701            62.31999969 No MI                                1.00E+17                    2.25               20110601                 11.375                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 ADN1
GIII                     G03                                                      618700                3480.19                    360                     358                    6.5                      0                      0                    0.25                   6.75 SAUGUS                 CA                                       91350 Single Family                          618700                20060501            79.98999786 No MI                                1.00E+17                    2.25               20110401                  11.75                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G02                                                      283628                1624.95                    360                     357                  6.625                      0                      0                    0.25                  6.875 DULUTH                 GA                                       30097 PUD                                    283628                20060401                     80 No MI                                1.00E+17                    3.25               20110301                 11.875                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 ADN1
GI                       G02                                                       56400                 417.12                    360                     355                    8.5                      0                      0                   0.375                  8.875 Ames                   IA                                       50010 Single Family                           56400                20060201                     80 No MI                                1.00E+17                    2.25               20110101                 13.875                      3                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360101 AFL2
GIII                     G01                                                      262500                1367.19                    360                     360                      6                      0                      0                    0.25                   6.25 HEMET                  CA                                       92544 Single Family                          262500                20060701            69.26000214 No MI                                1.00E+17                    2.25               20110601                  11.25                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360601 ADN1
GIII                     G03                                                   454917.19                2417.19                    360                     358                  6.125                      0                      0                    0.25                  6.375 SAN FRANCISCO          CA                                       94109 Condominium                            455000                20060501            66.72000122 No MI                                1.00E+17                    2.25               20110401                 11.375                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G01                                                      256000                1546.67                    360                     357                      7                      0                      0                    0.25                   7.25 RESTON                 VA                                       20191 PUD                                    256000                20060401                     80 No MI                                1.00E+17                    3.25               20110301                  12.25                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 ADN1
GI                       G02                                                      249050                1738.16                    360                     358                      8                      0                      0                   0.375                  8.375 STEPHENS CITY          VA                                       22655 PUD                                    249050                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 14.375                      3                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GIII                     G02                                                      103800                 583.88                    360                     360                    6.5                      0                      0                    0.25                   6.75 SOUTH DAYTONA          FL                                       32119 Condominium                            103800                20060701                     75 No MI                                1.00E+17                    2.25               20110601                  11.75                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 ADN1
GIII                     G03                                                      443200                2677.67                    360                     358                      7                      0                      0                    0.25                   7.25 SALINAS                CA                                       93901 Single Family                          443200                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.25                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G02                                                   166499.34                 884.53                    360                     358                  6.125                      0                      0                    0.25                  6.375 PORT SAINT LUCIE       FL                                       34983 Single Family                          166500                20060501            59.45999908 No MI                                1.00E+17                    2.25               20110401                 12.375                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G01                                                      237600                1237.50                    360                     360                      6                      0                      0                    0.25                   6.25 CHARLOTTESVILLE        VA                                       22903 Single Family                          237600                20060701                     80 No MI                                1.00E+17                    2.25               20110601                  11.25                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360601 ADN1
GI                       G03                                                      215992                1259.95                    360                     360                  6.625                      0                      0                   0.375                      7 Mount Vernon           WA                                       98273 Single Family                          215992                20060701                     80 No MI                                1.00E+17                    2.25               20110601                     12                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GIII                     G02                                                    63562.88                 428.92                    360                     358                  6.875                      0                      0                    0.25                  7.125 MERRILL                WI                                       54452 Single Family                           63665                20060501                     85 Mortgage Guaranty In                 1.00E+17                    2.25               20110401                 13.125                  1.875                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G02                                                    163848.1                1023.15                    360                     359                  6.125                      0                      0                    0.25                  6.375 GAINESVILLE            FL                                       32605 Single Family                          164000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.375                      2                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360501 ADN1
GIII                     G02                                                      187200                1053.00                    360                     357                    6.5                      0                      0                    0.25                   6.75 HOUSTON                TX                                       77070 PUD                                    187200                20060401            70.11000061 No MI                                1.00E+17                    2.25               20110301                  11.75                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 ADN1
GI                       G02                                                       52400                 343.88                    360                     357                    7.5                      0                      0                   0.375                  7.875 Baltimore              MD                                       21216 Single Family                           52400                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 12.875                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GII                      G03                                                      480000                2850.00                    360                     357                   6.75                      0                      0                   0.375                  7.125 UPPER MARLBORO         MD                                       20774 PUD                                    480000                20060401            79.87999725 No MI                                1.00E+17                    2.25               20110301                 12.125                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GII                      G03                                                       93499                 555.15                    360                     359                   6.75                      0                      0                   0.375                  7.125 JACKSON                GA                                       30233 Single Family                           93499                20060601            78.90000153 No MI                                1.00E+17                    2.25               20110501                 12.125                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                    44249.83                 308.83                    360                     358                      8                      0                      0                   0.375                  8.375 Fort Worth             TX                                       76106 Single Family                           44250                20060501                     75 No MI                                1.00E+17                    2.25               20110401                 13.375                      2                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      372272                2559.37                    360                     360                  7.875                      0                      0                   0.375                   8.25 PHILADELPHIA           PA                                       19147 PUD                                    372272                20060701                     80 No MI                                1.00E+17                    2.25               20110601                  13.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GIII                     G02                                                      164000                 854.17                    360                     352                      6                      0                      0                    0.25                   6.25 BUCKEYE                AZ                                       85326 PUD                                    164000                20051101                     80 No MI                                1.00E+17                    2.25               20101001                  11.25                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20351001 ADN1
GIII                     G02                                                      222864                1253.61                    360                     359                    6.5                      0                      0                    0.25                   6.75 CHESTERFIELD           MI                                       48051 Condominium                            222864                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  11.75                      2                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G01                                                      140000                 904.17                    360                     360                  7.375                      0                      0                   0.375                   7.75 DENVER                 CO                                       80219 Single Family                          140000                20060701                     70 No MI                                1.00E+17                    2.25               20110601                  12.75                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GIII                     G02                                                      185200                1157.50                    360                     358                   7.25                      0                      0                    0.25                    7.5 BUCKEYE                AZ                                       85326 PUD                                    185200                20060501            79.98999786 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G02                                                   253223.79                1643.82                    360                     359                    6.5                      0                      0                    0.25                   6.75 FRESNO                 CA                                       93722 Single Family                          253442                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  11.75                  1.875                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G02                                                      210400                1380.75                    360                     359                    7.5                      0                      0                   0.375                  7.875 West Jordan            UT                                       84088 Single Family                          210400                20060601            79.98999786 No MI                                1.00E+17                    2.25               20110501                 12.875                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G03                                                    129498.9                 884.10                    360                     359                  6.875                      0                      0                   0.375                   7.25 Lawrenceville          GA                                       30043 PUD                                    129600                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.25                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G01                                                       94410                 580.23                    360                     358                  7.125                      0                      0                    0.25                  7.375 ORLANDO                FL                                       32811 Condominium                             94410                20060501                     90 Republic MIC                         1.00E+17                    2.25               20110401                 12.375                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 ADN1
GIII                     G02                                                      156900                 996.97                    360                     359                  7.375                      0                      0                    0.25                  7.625 BUCKEYE                AZ                                       85326 PUD                                    156900                20060601            79.95999908 No MI                                1.00E+17                    2.25               20110501                 12.625                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G02                                                   259826.27                1732.18                    360                     357                  7.625                      0                      0                   0.375                      8 Queen Creek            AZ                                       85242 PUD                                    260000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                     14                      2                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GII                      G03                                                      650000                3723.96                    360                     358                    6.5                      0                      0                   0.375                  6.875 San Francisco          CA                                       94131 PUD                                    650000                20060501            76.47000122 No MI                                                            2.25               20110401                 11.875                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G03                                                      392000                2409.17                    360                     357                      7                      0                      0                   0.375                  7.375 PHOENIX                AZ                                       85007 Single Family                          392000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 12.375                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G02                                                      297700                1891.64                    360                     358                   7.25                      0                      0                   0.375                  7.625 Chula Vista            CA                                       91915 Condominium                            297700                20060501            79.98999786 No MI                                                            2.25               20110401                 12.625                      2                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      172720                1169.46                    360                     360                   7.75                      0                      0                   0.375                  8.125 HIGHLANDS RANCH        CO                                       80124 Condominium                            172720                20060701                     80 No MI                                1.00E+17                    2.25               20110601                 13.125                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GI                       G02                                                      175000                1166.67                    360                     360                  7.625                      0                      0                   0.375                      8 East Providence        RI                                        2914 Single Family                          175000                20060701                     70 No MI                                1.00E+17                    2.25               20110601                     13                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360601 AFL2
GIII                     G02                                                   265841.82                1646.33                    360                     354                      6                      0                      0                    0.25                   6.25 DAVENPORT              FL                                       33897 PUD                                    267384                20060101                     75 No MI                                1.00E+17                    2.25               20101201                  11.25                  1.875                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20351201 ADN1
GI                       G03                                                      384000                2400.00                    360                     358                  7.125                      0                      0                   0.375                    7.5 El Monte               CA                                       91733 Single Family                          384000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                      2                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GIII                     G02                                                      324330                2060.85                    360                     359                  7.375                      0                      0                    0.25                  7.625 SAINT CLOUD            FL                                       34772 PUD                                    324330                20060601                     95 Radian Guaranty                      1.00E+17                    2.25               20110501                 12.625                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GIII                     G02                                                   102448.43                 765.33                    360                     352                  7.145                   0.73                      0                    0.25                  8.125 SHELBYVILLE            MI                                       49344 Single Family                          103075                20051101                     95 Republic MIC                         1.00E+17                    3.25               20101001                 13.125                      2                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20351001 ADN1
GIII                     G02                                                      384000                2200.00                    360                     359                  6.625                      0                      0                    0.25                  6.875 HUNTINGTON BEACH       CA                                       92646 Condominium                            384000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.875                   2.27                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G02                                                      237600                1658.25                    360                     359                      8                      0                      0                   0.375                  8.375 Tacoma                 WA                                       98418 2-4 Family                             237600                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.375                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GIII                     G01                                                    84866.11                 498.95                    360                     353                    5.5                      0                      0                    0.25                   5.75 RICHMOND               IN                                       47374 Single Family                           85500                20051201            65.76999664 No MI                                1.00E+17                    2.75               20101101                  10.75                  1.875                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20351101 ADN1
GIII                     G02                                                      279447                1484.56                    360                     359                  6.125                      0                      0                    0.25                  6.375 ORLANDO                FL                                       32828 PUD                                    279447                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.375                    2.5                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GII                      G01                                                      347130                1988.77                    360                     358                    6.5                      0                      0                   0.375                  6.875 Beaumont               CA                                       92223 PUD                                    347130                20060501                     80 No MI                                1.00E+17                    2.25               20090401                 12.875                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      36 N                                    20360401 AFL2
GI                       G02                                                      207900                1450.97                    360                     359                      8                      0                      0                   0.375                  8.375 SILVER SPRING          MD                                       20906 Condominium                            207900                20060601            79.98999786 No MI                                1.00E+17                    2.25               20110501                 13.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GIII                     G02                                                      385000                2085.42                    360                     359                   6.25                      0                      0                    0.25                    6.5 VENTURA                CA                                       93001 Single Family                          385000                20060601            71.43000031 No MI                                1.00E+17                    2.25               20110501                   11.5                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G02                                                      311900                2209.29                    360                     359                  8.125                      0                      0                   0.375                    8.5 Henderson              NV                                       89074 Single Family                          311900                20060601            79.98999786 No MI                                1.00E+17                    2.25               20110501                   13.5                      2                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G02                                                      138000                 733.13                    360                     357                      6                      0                      0                   0.375                  6.375 SUGARHILL              GA                                       30518 Single Family                          138000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 11.375                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G03                                                      105685                 738.96                    360                     360                  7.125                      0                      0                   0.375                    7.5 WILLIS                 TX                                       77378 PUD                                    105685                20060701                     80 No MI                                1.00E+17                    2.25               20110601                   12.5                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360601 AFL2
GIII                     G02                                                      274697                1716.86                    360                     358                   7.25                      0                      0                    0.25                    7.5 LAS VEGAS              NV                                       89129 PUD                                    274697                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 ADN1
GIII                     G02                                                      112930                 646.99                    360                     358                  6.625                      0                      0                    0.25                  6.875 SUMMERVILLE            SC                                       29456 PUD                                    112930                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.875                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GII                      G02                                                      311900                1819.42                    360                     357                  6.625                      0                      0                   0.375                      7 PASADENA               MD                                       21122 Single Family                          311900                20060401            79.98999786 No MI                                1.00E+17                    2.25               20110301                     12                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GIII                     G02                                                      151920                 886.20                    360                     358                   6.75                      0                      0                    0.25                      7 TAMARAC                FL                                       33321 PUD                                    151920                20060501                     80 No MI                                1.00E+17                    2.25               20110401                     13                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G03                                                      555000                3006.25                    360                     356                   6.25                      0                      0                    0.25                    6.5 RESTON                 VA                                       20191 PUD                                    555000                20060301            73.51000214 No MI                                1.00E+17                    2.25               20110201                   12.5                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360201 ADN1
GI                       G02                                                      175715                1134.83                    360                     358                  7.375                      0                      0                   0.375                   7.75 Maricopa               AZ                                       85239 PUD                                    175715                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.75                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GIII                     G01                                                      297500                1363.54                    360                     355                   5.25                      0                      0                    0.25                    5.5 FOOTHILL RANCH         CA                                       92610 Condominium                            297500                20060201            79.98999786 No MI                                1.00E+17                    2.25               20110101                   11.5                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360101 ADN1
GII                      G01                                                      316400                1680.88                    360                     358                      6                      0                      0                   0.375                  6.375 Hesperia               CA                                       92344 Single Family                          316400                20060501            79.98999786 No MI                                1.00E+17                    2.25               20090401                 11.375                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      36 N                                    20360401 AFL2
GI                       G01                                                      504700                3312.09                    360                     358                    7.5                      0                      0                   0.375                  7.875 St Petersburg          FL                                       33705 PUD                                    504700                20060501                     70 No MI                                1.00E+17                    2.25               20110401                  12.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                      237550                1286.73                    360                     359                  6.125                      0                      0                   0.375                    6.5 Reno                   NV                                       89506 PUD                                    237550                20060601            79.98999786 No MI                                1.00E+17                    2.25               20110501                   12.5                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                       92000                 594.17                    360                     357                  7.375                      0                      0                   0.375                   7.75 Grand Prairie          TX                                       75050 PUD                                     92000                20060401                     80 No MI                                                            2.25               20110301                  12.75                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GII                      G03                                                      169600                1024.67                    360                     359                  6.875                      0                      0                   0.375                   7.25 Tucson                 AZ                                       85741 Single Family                          169600                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.25                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GIII                     G02                                                       99200                 547.67                    360                     359                  6.375                      0                      0                    0.25                  6.625 TUCSON                 AZ                                       85712 Condominium                             99200                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.625                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G02                                                      177304                 978.87                    360                     359                  6.375                      0                      0                    0.25                  6.625 LAS VEGAS              NV                                       89118 Condominium                            177304                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.625                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G02                                                      348000                2428.75                    360                     358                      8                      0                      0                   0.375                  8.375 FORT WASHINGTON        MD                                       20744 Single Family                          348000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GIII                     G02                                                      255000                1354.69                    360                     359                  6.125                      0                      0                    0.25                  6.375 TUCSON                 AZ                                       85737 PUD                                    255000                20060601                     75 No MI                                1.00E+17                    2.25               20110501                 11.375                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G02                                                      285250                1871.95                    360                     358                    7.5                      0                      0                   0.375                  7.875 Fort Myers             FL                                       33913 PUD                                    285250                20060501                     80 No MI                                                            2.25               20110401                 12.875                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G03                                                   284409.88                1752.83                    360                     359                  5.875                      0                      0                   0.375                   6.25 Rio Rancho             NM                                       87124 PUD                                    284680                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.25                  1.875                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G02                                                   145153.51                 956.49                    360                     358                    6.5                      0                      0                   0.375                  6.875 Chicago                IL                                       60632 Single Family                          145600                20060501            69.33000183 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GIII                     G02                                                      504000                2730.00                    360                     354                   6.25                      0                      0                    0.25                    6.5 SANTA ANA              CA                                       92701 2-4 Family                             504000                20060101                     80 No MI                                1.00E+17                    2.25               20101201                   11.5                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20351201 ADN1
GII                      G02                                                      217000                1243.23                    360                     360                    6.5                      0                      0                   0.375                  6.875 Apopka                 FL                                       32712 PUD                                    217000                20060701                     70 No MI                                1.00E+17                    2.25               20110601                 11.875                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GI                       G02                                                      240000                1550.00                    360                     358                  7.375                      0                      0                   0.375                   7.75 Lehigh Acres           FL                                       33972 Single Family                          240000                20060501                     75 No MI                                1.00E+17                    2.25               20110401                  12.75                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GIII                     G02                                                      252248                1418.90                    360                     359                    6.5                      0                      0                    0.25                   6.75 EL CENTRO              CA                                       92243 Single Family                          252248                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  11.75                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G01                                                      322905                1984.52                    360                     358                  6.505                   0.62                      0                    0.25                  7.375 ANCHORAGE              AK                                       99507 Single Family                          322905                20060501                     95 GE Capital MI                        1.00E+17                   3.125               20110401                 12.375                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 ADN1
GI                       G02                                                      413540                2929.24                    360                     358                  8.125                      0                      0                   0.375                    8.5 Woodsboro              MD                                       21798 PUD                                    413540                20060501                     80 No MI                                1.00E+17                    2.25               20160401                   13.5                  2.255                       1 First Lien                                    Y                                          120 No_PP                                     360                     120 N                                    20360401 AFL2
GIII                     G02                                                      304579                2030.53                    360                     358                   7.01                   0.74                      0                    0.25                      8 SAINT CLOUD            FL                                       34772 PUD                                    304579                20060501                     95 GE Capital MI                        1.00E+17                    3.25               20110401                     13                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 ADN1
GI                       G02                                                       92000                 594.17                    360                     357                  7.375                      0                      0                   0.375                   7.75 Grand Prairie          TX                                       75050 PUD                                     92000                20060401                     80 No MI                                                            2.25               20110301                  12.75                   2.26                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GIII                     G02                                                      359210                1945.72                    360                     354                   6.25                      0                      0                    0.25                    6.5 WEST SACRAMENTO        CA                                       95691 Single Family                          359210                20060101                     80 No MI                                1.00E+17                    2.25               20101201                   12.5                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20351201 ADN1
GIII                     G02                                                      299992                1749.95                    360                     359                   6.75                      0                      0                    0.25                      7 COACHELLA              CA                                       92236 Single Family                          299992                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     12                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G02                                                   193936.34                1272.71                    360                     355                    7.5                      0                      0                   0.375                  7.875 Marana                 AZ                                       85653 PUD                                    194000                20060201            79.98000336 No MI                                1.00E+17                    2.75               20110101                 13.875                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360101 AFL2
GIII                     G01                                                      311992                1592.46                    360                     359                  5.875                      0                      0                    0.25                  6.125 ISSAQUAH               WA                                       98027 Condominium                            311992                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.125                  2.375                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G02                                                      224808                1241.13                    360                     358                  6.375                      0                      0                    0.25                  6.625 SURPRISE               AZ                                       85387 PUD                                    224808                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.625                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G02                                                      300000                1593.75                    360                     359                  6.125                      0                      0                    0.25                  6.375 DORAL                  FL                                       33178 Condominium                            300000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.375                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GIII                     G02                                                      224000                1283.33                    360                     354                  6.625                      0                      0                    0.25                  6.875 PHOENIX                AZ                                       85037 PUD                                    224000                20060101                     80 No MI                                1.00E+17                    2.25               20101201                 11.875                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20351201 ADN1
GI                       G03                                                      433592                2664.78                    360                     357                      7                      0                      0                   0.375                  7.375 SACRAMENTO             CA                                       95829 Single Family                          433592                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 12.375                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GIII                     G01                                                      262500                1312.50                    360                     355                   5.75                      0                      0                    0.25                      6 LA QUINTA              CA                                       92253 Single Family                          262500                20060201                     70 No MI                                1.00E+17                    2.25               20110101                     12                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360101 ADN1
GII                      G02                                                      158000                 905.21                    360                     358                    6.5                      0                      0                   0.375                  6.875 Thornton               CO                                       80260 Single Family                          158000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.875                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      136500                 924.22                    360                     359                   7.75                      0                      0                   0.375                  8.125 PALM BAY               FL                                       32907 Single Family                          136500                20060601                     70 No MI                                1.00E+17                    2.25               20110501                 13.125                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G03                                                      196448                1227.80                    360                     358                  7.125                      0                      0                   0.375                    7.5 Buckeye                AZ                                       85326 PUD                                    196448                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G03                                                       95812                 598.83                    360                     358                  7.125                      0                      0                   0.375                    7.5 Riverdale              GA                                       30296 Single Family                           95812                20060501                     75 No MI                                1.33E+17                    2.25               20110401                   12.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GIII                     G02                                                      273054                1479.04                    360                     359                   6.25                      0                      0                    0.25                    6.5 QUEEN CREEK            AZ                                       85243 PUD                                    273054                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   11.5                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G03                                                      336000                2065.00                    360                     358                      7                      0                      0                   0.375                  7.375 YUBA CITY              CA                                       95991 Single Family                          336000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.375                      2                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GIII                     G02                                                      344916                1940.15                    360                     359                   6.11                   0.39                      0                    0.25                   6.75 FRESNO                 CA                                       93727 Single Family                          344916                20060601                     90 Republic MIC                         1.00E+17                    2.75               20110501                  11.75                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G02                                                      148000                1111.87                    360                     360                  7.875                      0                      0                   0.375                   8.25 Pompano Beach          FL                                       33064 Condominium                            148000                20060701                     80 No MI                                1.00E+17                    2.25               20110601                  13.25                   2.11                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360601 AFL2
GI                       G02                                                      156000                1007.50                    360                     358                  7.375                      0                      0                   0.375                   7.75 Jacksonville           FL                                       32229 Condominium                            156000                20060501                     80 No MI                                1.00E+17                    2.75               20110401                  13.75                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GIII                     G02                                                      133440                 736.70                    360                     359                  6.375                      0                      0                    0.25                  6.625 CHANDLER               AZ                                       85224 Condominium                            133440                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.625                  2.375                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G02                                                      258400                1453.50                    360                     355                    6.5                      0                      0                    0.25                   6.75 BUNKERVILLE            NV                                       89007 Single Family                          258400                20060201                     80 No MI                                1.00E+17                    2.25               20110101                  11.75                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360101 ADN1
GIII                     G01                                                   297749.98                1713.51                    360                     353                  4.635                   0.49                      0                    0.25                  5.375 WINTON                 CA                                       95388 Single Family                          306000                20051201                     90 Republic MIC                         1.00E+17                   2.875               20101101                 11.375                      2                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20351101 ADN1
GII                      G02                                                       96888                 555.09                    360                     359                    6.5                      0                      0                   0.375                  6.875 Austin                 TX                                       72724 PUD                                     96888                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.875                  2.135                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 WALN
GII                      G03                                                      172500                1024.22                    360                     359                   6.75                      0                      0                   0.375                  7.125 Las Vegas              NV                                       89101 Single Family                          172500                20060601                     75 No MI                                1.00E+17                    2.25               20110501                 12.125                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GIII                     G01                                                   242465.37                1485.00                    360                     352                  5.875                      0                      0                    0.25                  6.125 DAVENPORT              FL                                       33897 PUD                                    244400                20051101                     80 No MI                                1.00E+17                    2.75               20101001                 11.125                  1.875                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20351001 ADN1
GIII                     G02                                                   147966.03                 863.14                    360                     358                   6.75                      0                      0                    0.25                      7 MOUNT PLEASANT         SC                                       29464 Condominium                            148000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                     12                    2.5                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G02                                                       73200                 396.50                    360                     356                   6.25                      0                      0                    0.25                    6.5 NEW BRAUNFELS          TX                                       78130 Condominium                             73200                20060301                     80 No MI                                1.00E+17                    2.25               20110201                   11.5                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360201 ADN1
GIII                     G01                                                      155200                 759.83                    360                     357                  5.625                      0                      0                    0.25                  5.875 MINNEAPOLIS            MN                                       55406 Single Family                          155200                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 11.875                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 ADN1
GI                       G01                                                      184000                1169.17                    360                     360                   7.25                      0                      0                   0.375                  7.625 Barnegat               NJ                                        8005 Single Family                          184000                20060701                     80 No MI                                1.00E+17                    2.25               20110601                 12.625                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GIII                     G01                                                      359650                1798.25                    360                     352                   5.75                      0                      0                    0.25                      6 LAS VEGAS              NV                                       89178 PUD                                    359650                20051101            78.52999878 No MI                                1.00E+17                    2.25               20101001                     12                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20351001 ADN1
GII                      G03                                                      423800                2472.17                    360                     360                  6.625                      0                      0                   0.375                      7 Summit                 NJ                                        7901 2-4 Family                             423800                20060701                     65 No MI                                1.00E+17                    2.25               20110601                     12                      2                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360601 AFL2
GIII                     G02                                                   279981.48                1545.81                    360                     354                  6.375                      0                      0                    0.25                  6.625 SACRAMENTO             CA                                       95823 Single Family                          280000                20060101                     80 No MI                                1.00E+17                    2.25               20101201                 12.625                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20351201 ADN1
GIII                     G03                                                      697500                3996.09                    360                     355                  6.625                      0                      0                    0.25                  6.875 MORGANVILLE            NJ                                        7751 Single Family                          697500                20060201                     75 No MI                                1.00E+17                    2.25               20110101                 12.875                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360101 ADN1
GI                       G02                                                      600000                3875.00                    360                     359                  7.375                      0                      0                   0.375                   7.75 Pasadena               CA                                       91106 2-4 Family                             600000                20060601            68.97000122 No MI                                1.00E+17                    2.25               20110501                  12.75                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G02                                                      127920                 732.87                    360                     358                    6.5                      0                      0                   0.375                  6.875 Kearns                 UT                                       84118 Single Family                          127920                20060501                     80 No MI                                1.00E+17                    2.75               20110401                 12.875                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G01                                                      548000                3482.08                    360                     358                   7.25                      0                      0                   0.375                  7.625 Mission Viejo          CA                                       92692 PUD                                    548000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.625                  2.375                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                       81000                 472.50                    360                     359                  6.625                      0                      0                   0.375                      7 Plano                  TX                                       75075 Single Family                           81000                20060601                     75 No MI                                1.00E+17                    2.25               20110501                     12                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      161250                1075.00                    360                     359                  7.625                      0                      0                   0.375                      8 Denver                 CO                                       80204 Single Family                          161250                20060601                     75 No MI                                1.00E+17                    2.25               20110501                     13                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GIII                     G02                                                      187200                 975.00                    360                     359                      6                      0                      0                    0.25                   6.25 NORTH HIGHLANDS        CA                                       95660 Single Family                          187200                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  11.25                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GII                      G02                                                      247964                1368.97                    360                     358                   6.25                      0                      0                   0.375                  6.625 Port Saint Lucie       FL                                       34953 PUD                                    247964                20060501                     80 No MI                                1.00E+17                    2.75               20110401                 12.625                      2                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      294080                2083.07                    360                     360                  8.125                      0                      0                   0.375                    8.5 AURORA                 CO                                       80013 PUD                                    294080                20060701                     80 No MI                                1.00E+17                    2.25               20110601                   13.5                  2.375                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360601 AFL2
GI                       G02                                                      120000                 800.00                    360                     359                  7.625                      0                      0                   0.375                      8 Aurora                 CO                                       80112 Single Family                          120000                20060601                     75 No MI                                1.00E+17                    2.25               20110501                     13                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G03                                                      280000                1691.67                    360                     359                  6.875                      0                      0                   0.375                   7.25 Grass Valley           CA                                       95945 Single Family                          280000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.25                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      408000                2635.00                    360                     360                  7.375                      0                      0                   0.375                   7.75 Riverside              CA                                       92506 Single Family                          408000                20060701                     80 No MI                                1.00E+17                    2.25               20110601                  12.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GI                       G02                                                   169277.49                1258.54                    360                     358                   7.75                      0                      0                   0.375                  8.125 LEBANON                CT                                        6249 2-4 Family                             169500                20060501                     75 No MI                                1.00E+17                    2.25               20110401                 14.125                  1.875                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                   221581.98                1546.46                    360                     357                      8                      0                      0                   0.375                  8.375 BEDMINSTER TOWNSHIP    PA                                       18944 PUD                                    221592                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 13.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GIII                     G02                                                      152374                 920.59                    360                     359                      7                      0                      0                    0.25                   7.25 BLUFFTON               SC                                       29910 PUD                                    152374                20060601            69.19000244 No MI                                1.00E+17                    2.25               20110501                  12.25                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G03                                                      280000                1750.00                    360                     358                  7.125                      0                      0                   0.375                    7.5 Douglasville           GA                                       30135 PUD                                    280000                20060501            79.98999786 No MI                                1.00E+17                    2.25               20110401                   12.5                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                      220000                1260.42                    360                     359                    6.5                      0                      0                   0.375                  6.875 Glendale               CA                                       91206 Condominium                            220000                20060601            51.75999832 No MI                                1.00E+17                    2.25               20110501                 11.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G03                                                      417000                2085.00                    360                     359                  5.625                      0                      0                   0.375                      6 BELLFLOWER             CA                                       90706 Single Family                          417000                20060601            77.94000244 No MI                                1.00E+17                    2.25               20110501                     12                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GIII                     G02                                                      235000                1248.44                    360                     353                  6.125                      0                      0                    0.25                  6.375 CHICAGO                IL                                       60618 2-4 Family                             235000                20051201            66.76000214 No MI                                1.00E+17                    2.25               20101101                 11.375                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20351101 ADN1
GIII                     G02                                                      255112                1381.86                    360                     358                   6.25                      0                      0                    0.25                    6.5 FRESNO                 CA                                       93722 Single Family                          255112                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   11.5                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G01                                                      460000                3258.33                    360                     360                  8.125                      0                      0                   0.375                    8.5 BELLEVUE               WA                                       98004 Single Family                          460000                20060701                     80 No MI                                1.00E+17                    2.25               20110601                   13.5                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GIII                     G02                                                      198400                1095.33                    360                     356                  6.375                      0                      0                    0.25                  6.625 NAPERVILLE             IL                                       60563 Condominium                            198400                20060301                     80 No MI                                1.00E+17                    2.25               20110201                 12.625                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360201 ADN1
GIII                     G02                                                      146205                 929.01                    360                     357                  7.375                      0                      0                    0.25                  7.625 MIAMI                  FL                                       33015 Condominium                            146205                20060401                     95 Mortgage Guaranty In                 1.00E+17                    2.25               20110301                 13.625                      2                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 ADN1
GIII                     G02                                                      189000                1122.19                    360                     354                  6.875                      0                      0                    0.25                  7.125 STUART                 FL                                       34994 Condominium                            189000                20060101                     70 No MI                                1.00E+17                    2.75               20101201                 13.125                    2.5                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20351201 ADN1
GIII                     G02                                                      189000                1122.19                    360                     355                  6.875                      0                      0                    0.25                  7.125 STUART                 FL                                       34994 Condominium                            189000                20060201                     70 No MI                                1.00E+17                    2.75               20110101                 13.125                    2.5                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360101 ADN1
GII                      G03                                                      104585                 631.87                    360                     359                  6.875                      0                      0                   0.375                   7.25 Oldsmar                FL                                       34677 Townhouse                              104585                20060601                     65 No MI                                1.00E+17                    2.25               20110501                  13.25                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G01                                                      480000                3150.00                    360                     360                    7.5                      0                      0                   0.375                  7.875 Hackensack             NJ                                        7601 Single Family                          480000                20060701                     80 No MI                                1.00E+17                    2.25               20110601                 12.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GI                       G02                                                      183750                1282.42                    360                     358                      8                      0                      0                   0.375                  8.375 Phoenix                AZ                                       85008 Single Family                          183750                20060501                     75 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G03                                                      173440                 957.53                    360                     359                   6.25                      0                      0                   0.375                  6.625 Grand Junction         CO                                       81503 Single Family                          173440                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.625                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G03                                                      182000                1004.79                    360                     359                   6.25                      0                      0                   0.375                  6.625 Arvada                 CO                                       80004 Single Family                          182000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.625                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G03                                                      219250                1141.93                    360                     359                  5.875                      0                      0                   0.375                   6.25 Reno                   NV                                       89503 Single Family                          219250                20060601            79.98999786 No MI                                1.00E+17                    2.25               20110501                  12.25                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G03                                                      200368                1252.30                    360                     358                  7.125                      0                      0                   0.375                    7.5 Monticello             MN                                       55362 Single Family                          200368                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GIII                     G03                                                   230020.63                1292.42                    360                     357                  5.125                      0                      0                    0.25                  5.375 AUBURN                 AL                                       36830 PUD                                    230800                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 10.375                  1.875                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360301 ADN1
GI                       G03                                                      303200                1895.00                    360                     359                  7.125                      0                      0                   0.375                    7.5 CHICAGO                IL                                       60649 2-4 Family                             303200                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   12.5                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G01                                                      112248                 713.24                    360                     358                  7.375                      0                      0                    0.25                  7.625 LITTLETON              CO                                       80126 Condominium                            112248                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.625                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G03                                                      126112                 788.20                    360                     360                  7.125                      0                      0                   0.375                    7.5 Villa Rica             GA                                       30180 PUD                                    126112                20060701                     80 No MI                                1.00E+17                    2.25               20110601                   12.5                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GII                      G02                                                      468000                2632.50                    360                     358                  6.375                      0                      0                   0.375                   6.75 Inglewood              CA                                       90302 2-4 Family                             468000                20060501                     80 No MI                                                            2.25               20110401                  11.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                       87750                 603.28                    360                     358                  7.875                      0                      0                   0.375                   8.25 BUIES CREEK            NC                                       27506 PUD                                     87750                20060501                     75 No MI                                1.00E+17                    2.25               20110401                  13.25                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GIII                     G02                                                    59808.14                 394.16                    360                     357                  6.625                      0                      0                    0.25                  6.875 HAMMOND                IN                                       46327 Single Family                           60000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 11.875                  1.875                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360301 ADN1
GIII                     G03                                                      580000                2960.42                    360                     357                  5.875                      0                      0                    0.25                  6.125 NEW YORK               NY                                       10019 Condominium                            580000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 11.125                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360301 ADN1
GI                       G02                                                       42300                 299.62                    360                     359                  8.125                      0                      0                   0.375                    8.5 HOUSTON                TX                                       77080 Condominium                             42300                20060601                     90 PMI                                  1.00E+17                    2.25               20110501                   13.5                      2                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      230000                1509.38                    360                     360                    7.5                      0                      0                   0.375                  7.875 Denver                 CO                                       80211 Single Family                          230000                20060701            76.91999817 No MI                                1.00E+17                    2.25               20110601                 12.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GIII                     G02                                                   434604.89                2490.04                    360                     359                  6.625                      0                      0                    0.25                  6.875 BROOKFIELD             IL                                       60513 2-4 Family                             434625                20060601                     95 GE Capital MI                        1.00E+17                    2.25               20110501                 11.875                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G03                                                     5961500               37259.38                    360                     354                   7.25                      0                      0                    0.25                    7.5 NEWPORT BEACH          CA                                       92657 PUD                                   6000000                20060101            54.54999924 No MI                                1.00E+17                    2.25               20101201                   12.5                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20351201 ADN1
GI                       G02                                                      188000                1194.58                    360                     359                   7.25                      0                      0                   0.375                  7.625 North Las Vegas        NV                                       89030 Single Family                          188000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.625                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G03                                                      588000                3185.00                    360                     359                  6.125                      0                      0                   0.375                    6.5 CENTREVILLE            VA                                       20120 PUD                                    588000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   11.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                       45500                 317.55                    360                     359                      8                      0                      0                   0.375                  8.375 Saint Louis            MO                                       63115 Townhouse                               45500                20060601                     65 No MI                                1.00E+17                    2.25               20110501                 13.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GIII                     G02                                                   139284.05                 919.71                    360                     354                  6.625                      0                      0                    0.25                  6.875 HOLYOKE                MA                                        1040 Condominium                            140000                20060101                     80 No MI                                1.00E+17                    2.25               20101201                 11.875                  1.875                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20351201 ADN1
GIII                     G02                                                      114675                 645.05                    360                     359                    6.5                      0                      0                    0.25                   6.75 HIALEAH                FL                                       33033 Condominium                            114675                20060601            74.02999878 No MI                                1.00E+17                    2.25               20110501                  11.75                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GIII                     G03                                                      626428                3719.42                    360                     359                  6.875                      0                      0                    0.25                  7.125 BRENTWOOD              CA                                       94513 Single Family                          626428                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.125                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GII                      G03                                                      151470                 899.35                    360                     359                   6.75                      0                      0                   0.375                  7.125 HAMPTON                GA                                       30228 Single Family                          151470                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.125                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G02                                                      186240                1028.20                    360                     356                   6.25                      0                      0                   0.375                  6.625 Winston                GA                                       30187 Single Family                          186240                20060301            79.66000366 No MI                                1.00E+17                    2.25               20110201                 12.625                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360201 AFL2
GIII                     G03                                                  1721124.07               10898.43                    360                     358                   6.25                      0                      0                    0.25                    6.5 ALTA                   UT                                       84092 Single Family                         1724250                20060501            68.97000122 No MI                                1.00E+17                    2.25               20110401                   11.5                  1.875                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G02                                                      119369                 867.18                    360                     358                    7.5                      0                      0                   0.375                  7.875 Greensboro             NC                                       27407 Single Family                          119600                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GIII                     G02                                                      216000                1170.00                    360                     357                   6.25                      0                      0                    0.25                    6.5 BRIDGEPORT             CT                                        6606 Single Family                          216000                20060401            78.55000305 No MI                                1.00E+17                    2.25               20110301                   11.5                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360301 ADN1
GII                      G03                                                      318112                1921.93                    360                     359                  6.875                      0                      0                   0.375                   7.25 WESLEY CHAPEL          FL                                       33543 PUD                                    318112                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.25                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G03                                                      220350                1377.19                    360                     356                  7.125                      0                      0                   0.375                    7.5 Matteson               IL                                       60443 2-4 Family                             220350                20060301                     65 No MI                                                            2.25               20110201                   12.5                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360201 AFL2
GI                       G02                                                      159608                1030.80                    360                     359                  7.375                      0                      0                   0.375                   7.75 Lakeville              MN                                       55044 Condominium                            159608                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.75                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G03                                                      380000                2335.42                    360                     356                      7                      0                      0                   0.375                  7.375 Chicago                IL                                       60618 2-4 Family                             380000                20060301                     80 No MI                                1.00E+17                    2.25               20110201                 12.375                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360201 AFL2
GI                       G02                                                      211032                1340.93                    360                     358                   7.25                      0                      0                   0.375                  7.625 RIO VISTA              CA                                       94571 PUD                                    211032                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.625                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                   101433.16                 727.71                    360                     358                  7.375                      0                      0                   0.375                   7.75 Katy                   TX                                       77449 PUD                                    101577                20060501                     75 No MI                                1.00E+17                    2.25               20110401                  12.75                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                      181056                1037.30                    360                     358                    6.5                      0                      0                   0.375                  6.875 Loveland               OH                                       45140 Single Family                          181056                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.875                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                    109049.2                 791.78                    360                     358                    7.5                      0                      0                   0.375                  7.875 TOMBALL                TX                                       77375 Single Family                          109200                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                    123613.7                 886.84                    360                     358                  7.375                      0                      0                   0.375                   7.75 Katy                   TX                                       77449 PUD                                    123789                20060501                     75 No MI                                1.00E+17                    2.25               20110401                  12.75                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      183750                1186.72                    360                     357                  7.375                      0                      0                   0.375                   7.75 Lakeland               FL                                       33810 PUD                                    183750                20060401                     75 No MI                                1.00E+17                    2.25               20110301                  12.75                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360301 AFL2
GI                       G02                                                    49937.62                 380.04                    360                     358                      8                      0                      0                   0.375                  8.375 Mesquite               TX                                       75149 Single Family                           50000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G01                                                      135650                 861.94                    360                     357                  7.375                      0                      0                    0.25                  7.625 VALRICO                FL                                       33594 PUD                                    135650                20060401            79.98000336 No MI                                1.00E+17                    2.25               20110301                 12.625                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360301 ADN1
GI                       G02                                                    57599.27                 395.99                    360                     359                  7.875                      0                      0                   0.375                   8.25 MONROETON              PA                                       18832 Single Family                           57600                20060601                     80 No MI                                                            2.25               20110501                  13.25                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G03                                                      181600                1135.00                    360                     358                  7.125                      0                      0                   0.375                    7.5 FARMINGTON             MN                                       55024 Single Family                          181600                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G03                                                   154763.38                1070.55                    360                     358                      7                      0                      0                   0.375                  7.375 Clearwater             FL                                       33759 Single Family                          155000                20060501            58.93999863 No MI                                1.00E+17                    2.25               20110401                 12.375                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G01                                                      399600                2414.25                    360                     357                   6.61                   0.39                      0                    0.25                   7.25 WILMINGTON             NC                                       28411 PUD                                    399600                20060401                     90 Republic MIC                         1.00E+17                    2.75               20110301                  12.25                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360301 ADN1
GIII                     G01                                                      343000                1786.46                    360                     358                      6                      0                      0                    0.25                   6.25 APPLE VALLEY           CA                                       92308 Single Family                          343000                20060501            67.38999939 No MI                                1.00E+17                    2.25               20110401                  11.25                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G01                                                      500000                2916.67                    360                     357                  6.625                      0                      0                   0.375                      7 La Quinta              CA                                       92253 Condominium                            500000                20060401                     80 No MI                                1.00E+17                   2.375               20080301                     12                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      24 N                                    20360301 AFL2
GI                       G02                                                       84000                 586.25                    360                     360                      8                      0                      0                   0.375                  8.375 Jacksonville           FL                                       32277 Single Family                           84000                20060701                     80 No MI                                1.00E+17                    2.25               20110601                 13.375                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GI                       G02                                                      227392                1468.57                    360                     358                  7.375                      0                      0                   0.375                   7.75 Las Vegas              NV                                       89115 PUD                                    227392                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.75                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                   128587.33                 805.99                    360                     355                      6                      0                      0                   0.375                  6.375 KATY                   TX                                       77494 PUD                                    129192                20060201                     80 No MI                                1.00E+17                   2.375               20080101                 12.375                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      24 N                                    20360101 AFL2
GII                      G03                                                      133636                 793.46                    360                     355                   6.75                      0                      0                   0.375                  7.125 Kennesaw               GA                                       30144 Condominium                            133636                20060201                     80 No MI                                                            2.25               20110101                 12.125                      2                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360101 AFL2
GI                       G01                                                      443200                3136.95                    360                     360                   7.25                      0                      0                   0.375                  7.625 BRISTOL                RI                                        2809 Condominium                            443200                20060701            79.69000244 No MI                                1.00E+17                    2.25               20110601                 13.625                  1.875                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360601 AFL2
GI                       G03                                                      112000                 700.00                    360                     358                  7.125                      0                      0                   0.375                    7.5 DENVER                 CO                                       80219 Single Family                          112000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                      352000                1980.00                    360                     358                  6.375                      0                      0                   0.375                   6.75 HYATTSVILLE            MD                                       20784 Single Family                          352000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  11.75                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G03                                                      338600                2080.98                    360                     357                      7                      0                      0                   0.375                  7.375 GOODYEAR               AZ                                       85338 PUD                                    338600                20060401            79.98000336 No MI                                1.00E+17                    2.25               20110301                 12.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GIII                     G02                                                    156421.6                1056.39                    360                     357                  6.875                      0                      0                    0.25                  7.125 PHOENIX                AZ                                       85033 Single Family                          156800                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 12.125                  1.875                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360301 ADN1
GIII                     G02                                                   360376.63                2341.44                    360                     358                    6.5                      0                      0                    0.25                   6.75 MIDDLE ISLAND          NY                                       11953 Single Family                          361000                20060501            56.40999985 No MI                                1.00E+17                     3.5               20110401                  11.75                      2                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G02                                                      118400                 838.67                    360                     360                  8.125                      0                      0                   0.375                    8.5 SARTELL                MN                                       56377 Single Family                          118400                20060701                     80 No MI                                1.00E+17                    2.25               20110601                   13.5                   3.25                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GI                       G03                                                      114800                 717.50                    360                     358                  7.125                      0                      0                   0.375                    7.5 Dundee                 FL                                       33838 Single Family                          114800                20060501                     70 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G03                                                       73500                 459.38                    360                     358                  7.125                      0                      0                   0.375                    7.5 Tampa                  FL                                       33610 Single Family                           73500                20060501                     70 No MI                                                            2.25               20110401                   12.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                      171430                 964.29                    360                     356                  6.375                      0                      0                   0.375                   6.75 Palm Coast             FL                                       32164 Single Family                          171430                20060301            69.72000122 No MI                                1.00E+17                    2.25               20110201                  11.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360201 AFL2
GIII                     G02                                                      222927                1277.19                    360                     358                  6.625                      0                      0                    0.25                  6.875 TAMARAC                FL                                       33321 PUD                                    222927                20060501                     95 Republic MIC                         1.00E+17                    2.25               20110401                 11.875                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GII                      G03                                                      325000                1929.69                    360                     358                   6.75                      0                      0                   0.375                  7.125 Las Vegas              NV                                       89178 PUD                                    325000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.125                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      276500                1872.14                    360                     358                   7.75                      0                      0                   0.375                  8.125 Marysville             WA                                       98270 Single Family                          276500                20060501                     70 No MI                                1.00E+17                    2.25               20110401                 13.125                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G03                                                      272000                1643.33                    360                     359                  6.875                      0                      0                   0.375                   7.25 SILVER SPRING          MD                                       20903 Single Family                          272000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.25                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                   114743.53                 965.31                    360                     359                  9.125                      0                      0                   0.375                    9.5 SHALIMAR               FL                                       32579 PUD                                    114800                20060601                     80 No MI                                1.00E+17                    2.75               20110501                   15.5                  1.875                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 AFL2
GIII                     G01                                                   233484.15                1143.86                    360                     356                  5.625                      0                      0                    0.25                  5.875 TROY                   MI                                       48098 Single Family                          234300                20060301            76.81999969 No MI                                1.00E+17                    2.25               20110201                 10.875                  1.875                    2.25 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360201 ADN1
GI                       G02                                                       80000                 580.06                    360                     360                    7.5                      0                      0                   0.375                  7.875 SAN ANTONIO            TX                                       78201 2-4 Family                              80000                20060701                     80 No MI                                1.00E+17                    2.25               20110601                 12.875                      2                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360601 AFL2
GI                       G02                                                      192150                1220.95                    360                     358                   7.25                      0                      0                   0.375                  7.625 Scottsdale             AZ                                       85250 Single Family                          192150                20060501                     70 No MI                                1.00E+17                    2.25               20110401                 12.625                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                   196426.85                1426.21                    360                     358                    7.5                      0                      0                   0.375                  7.875 HERRIMAN               UT                                       84065 Single Family                          196700                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 AFL2
GIII                     G02                                                      205592                1092.21                    360                     359                  6.125                      0                      0                    0.25                  6.375 BAKERSFIELD            CA                                       93306 Single Family                          205592                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.375                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GII                      G02                                                      264850                1517.37                    360                     358                    6.5                      0                      0                   0.375                  6.875 Portland               OR                                       97236 Single Family                          264850                20060501            69.69999695 No MI                                1.00E+17                    2.25               20110401                 11.875                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                      310000                1808.33                    360                     360                  6.625                      0                      0                   0.375                      7 Atascadero             CA                                       93422 Single Family                          310000                20060701                     80 No MI                                1.00E+17                    2.25               20110601                     12                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GIII                     G02                                                      172000                 985.42                    360                     359                  6.625                      0                      0                    0.25                  6.875 NICEVILLE              FL                                       32578 Single Family                          172000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.875                  2.375                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G02                                                      255000                1381.25                    360                     359                   6.25                      0                      0                    0.25                    6.5 SAN DIEGO              CA                                       92109 Condominium                            255000                20060601            36.43000031 No MI                                1.00E+17                    2.25               20110501                   11.5                  2.375                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G02                                                      161600                1026.83                    360                     358                  7.375                      0                      0                    0.25                  7.625 PEMBROKE PINES         FL                                       33025 Condominium                            161600                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.625                      2                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 ADN1
GIII                     G03                                                      151776                 758.88                    360                     359                   5.75                      0                      0                    0.25                      6 ATLANTA                GA                                       30319 Condominium                            151776                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     11                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G02                                                       95900                 639.33                    360                     358                  7.625                      0                      0                   0.375                      8 LAS VEGAS              NV                                       89119 Condominium                             95900                20060501            79.98000336 No MI                                1.00E+17                    2.25               20110401                     13                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GIII                     G01                                                      253200                1292.38                    360                     359                  5.875                      0                      0                    0.25                  6.125 WHEATLAND              CA                                       95692 Single Family                          253200                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.125                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G01                                                      512000                3146.67                    360                     358                  7.125                      0                      0                    0.25                  7.375 ATLANTA                GA                                       30307 2-4 Family                             512000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.375                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 ADN1
GIII                     G01                                                      388000                1940.00                    360                     358                   5.75                      0                      0                    0.25                      6 WEST CHESTER           OH                                       45069 PUD                                    388000                20060501            79.18000031 No MI                                1.00E+17                    2.25               20110401                     11                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G02                                                   339485.43                1803.52                    360                     356                  6.125                      0                      0                    0.25                  6.375 HOSCHTON               GA                                       30548 Single Family                       344654.45                20060301            79.23000336 No MI                                1.00E+17                    2.25               20110201                 11.375                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360201 ADN1
GI                       G02                                                      182400                1178.00                    360                     357                  7.375                      0                      0                   0.375                   7.75 NAPLES                 FL                                       34105 Condominium                            182400                20060401                     80 No MI                                1.00E+17                    2.25               20110301                  12.75                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G02                                                      187366                1249.11                    360                     358                  7.625                      0                      0                   0.375                      8 QUEEN CREEK            AZ                                       85242 PUD                                    187366                20060501                     80 No MI                                1.00E+17                    2.25               20110401                     13                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                    72648.71                 527.85                    360                     357                    7.5                      0                      0                   0.375                  7.875 Granbury               TX                                       76048 Single Family                           72800                20060401                     65 No MI                                1.00E+17                    2.25               20110301                 12.875                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360301 AFL2
GIII                     G02                                                      310320                1680.90                    360                     351                   6.25                      0                      0                    0.25                    6.5 PANAMA CITY BEACH      FL                                       32407 Condominium                            310320                20051001                     80 No MI                                1.00E+17                    2.25               20100901                   11.5                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20350901 ADN1
GI                       G01                                                      203200                1227.67                    360                     359                      7                      0                      0                    0.25                   7.25 SARASOTA               FL                                       34235 Condominium                            203200                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.25                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GIII                     G02                                                      282060                1645.35                    360                     359                   6.75                      0                      0                    0.25                      7 ATLANTA                GA                                       30309 Condominium                            282060                20060601                     90 YES                                  1.00E+17                    2.25               20110501                     12                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GII                      G02                                                      159920                 916.21                    360                     358                    6.5                      0                      0                   0.375                  6.875 Glendale               AZ                                       85306 Single Family                          159920                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.875                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GIII                     G02                                                      141000                 807.81                    360                     359                  6.625                      0                      0                    0.25                  6.875 FORT COLLINS           CO                                       80528 Condominium                            141000                20060601            77.90000153 No MI                                1.00E+17                    2.25               20110501                 11.875                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G02                                                   245775.03                1612.90                    360                     357                    7.5                      0                      0                   0.375                  7.875 Phoenix                AZ                                       85037 PUD                                    245776                20060401            79.27999878 No MI                                1.00E+17                    2.25               20110301                 12.875                      2                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360301 AFL2
GIII                     G02                                                    155044.8                1007.36                    360                     358                    6.5                      0                      0                    0.25                   6.75 GROTON                 NY                                       13073 Single Family                          155313                20060501                  87.75 Radian Guaranty                      1.00E+17                    2.25               20110401                  11.75                  1.875                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G01                                                   300148.96                1438.21                    360                     357                   5.22                   0.28                      0                    0.25                   5.75 NORTH HIGHLANDS        CA                                       95660 Single Family                          300150                20060401            84.55000305 PMI                                  1.00E+17                    2.75               20110301                  10.75                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360301 ADN1
GII                      G03                                                      223200                1325.25                    360                     359                   6.75                      0                      0                   0.375                  7.125 TUCSON                 AZ                                       85719 Single Family                          223200                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.125                   2.22                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      269386                1739.78                    360                     359                  7.375                      0                      0                   0.375                   7.75 GOODYEAR               AZ                                       85338 PUD                                    269386                20060601                     80 No MI                                1.00E+17                    2.25               20160501                  12.75                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                     120 N                                    20360501 AFL2
GI                       G02                                                       89900                 627.43                    360                     359                      8                      0                      0                   0.375                  8.375 Houston                TX                                       77084 PUD                                     89900                20060601            74.98000336 No MI                                1.00E+17                    2.25               20110501                 13.375                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      255600                1624.13                    360                     359                   7.25                      0                      0                   0.375                  7.625 Chula Vista            CA                                       91915 Condominium                            255600                20060601            79.97000122 No MI                                1.00E+17                    2.25               20110501                 12.625                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      346758                2311.72                    360                     360                  7.625                      0                      0                   0.375                      8 Perris                 CA                                       92571 PUD                                    346758                20060701                     80 No MI                                1.00E+17                    2.25               20110601                     13                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GI                       G02                                                      314500                2031.15                    360                     358                  7.375                      0                      0                   0.375                   7.75 Doral                  FL                                       33178 Condominium                            314500                20060501                     74 No MI                                1.00E+17                    2.25               20130401                  12.75                  1.875                       1 First Lien                                    Y                                           84 Prepay                                    360                      84 N                                    20360401 AFL2
GII                      G02                                                      166350                 935.72                    360                     358                  6.375                      0                      0                   0.375                   6.75 SACRAMENTO             CA                                       95825 Condominium                            166350                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  11.75                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G03                                                   351475.89                2461.24                    360                     358                  7.125                      0                      0                   0.375                    7.5 Tucson                 AZ                                       85748 Single Family                          352000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                      134740                 715.81                    360                     356                      6                      0                      0                   0.375                  6.375 Orange Park            FL                                       32003 Condominium                            134740                20060301                     80 No MI                                1.00E+17                    2.25               20110201                 12.375                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360201 AFL2
GIII                     G02                                                   246751.73                1561.05                    360                     359                   6.25                      0                      0                    0.25                    6.5 INDIANAPOLIS           IN                                       46203 Single Family                          246975                20060601            94.98999786 YES                                  1.00E+17                    2.25               20110501                   11.5                  1.875                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G03                                                      317600                1985.00                    360                     357                  7.125                      0                      0                   0.375                    7.5 Herndon                VA                                       20170 PUD                                    317600                20060401                     80 No MI                                1.00E+17                    2.25               20110301                   12.5                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GI                       G01                                                      279279                1861.86                    360                     358                   7.75                      0                      0                    0.25                      8 KISSIMMEE              FL                                       34746 PUD                                    279279                20060501                     90 United Guaranty                      1.00E+17                    2.25               20110401                     13                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G02                                                       93750                 595.70                    360                     358                   7.25                      0                      0                   0.375                  7.625 INDIANAPOLIS           IN                                       46268 Single Family                           93750                20060501                     75 No MI                                1.00E+17                    2.25               20110401                 12.625                      2                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G03                                                      217217                1108.71                    360                     358                   5.75                      0                      0                   0.375                  6.125 Sacramento             CA                                       95833 PUD                                    217217                20060501                     70 No MI                                1.00E+17                    2.25               20110401                 11.125                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                       95900                 639.33                    360                     358                  7.625                      0                      0                   0.375                      8 LAS VEGAS              NV                                       89119 Condominium                             95900                20060501            79.98000336 No MI                                1.00E+17                    2.25               20110401                     13                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GIII                     G02                                                      360000                2062.50                    360                     359                  6.625                      0                      0                    0.25                  6.875 DORCHESTER             MA                                        2125 Single Family                          360000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.875                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GII                      G02                                                      109440                 627.00                    360                     359                    6.5                      0                      0                   0.375                  6.875 Pottstown              PA                                       19464 Townhouse                              109440                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.875                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G02                                                   266499.88                1415.78                    360                     358                      6                      0                      0                   0.375                  6.375 ARLINGTON              VA                                       22204 Townhouse                              266500                20060501                     65 No MI                                1.00E+17                    2.25               20110401                 12.375                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GIII                     G01                                                   171199.99                 873.83                    360                     357                  5.875                      0                      0                    0.25                  6.125 ATHENS                 GA                                       30605 Single Family                          171200                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 11.125                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360301 ADN1
GII                      G02                                                   114499.33                 745.89                    360                     355                  6.375                      0                      0                   0.375                   6.75 Cape Coral             FL                                       33990 Single Family                          115000                20060201            41.52000046 No MI                                1.00E+17                    2.25               20110101                  11.75                      2                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360101 AFL2
GI                       G02                                                      114030                 736.44                    360                     358                  7.375                      0                      0                   0.375                   7.75 Tallahassee            FL                                       32308 Single Family                          114030                20060501                     70 No MI                                1.00E+17                    2.25               20110401                  12.75                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 AFL2
GIII                     G02                                                      266500                1388.02                    360                     356                      6                      0                      0                    0.25                   6.25 TUCSON                 AZ                                       85750 Single Family                          266500                20060301                     65 No MI                                1.00E+17                    2.25               20110201                  11.25                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360201 ADN1
GIII                     G01                                                      107176                 547.04                    360                     358                  5.875                      0                      0                    0.25                  6.125 DALLAS                 GA                                       30132 PUD                                    107176                20060501            64.11000061 No MI                                1.00E+17                    2.25               20110401                 11.125                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G02                                                   212740.03                1564.18                    360                     357                  7.625                      0                      0                   0.375                      8 Kissimmee              FL                                       34746 PUD                                    213172                20060401                     80 No MI                                1.00E+17                    2.25               20110301                     13                      2                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G02                                                      106500                 732.19                    360                     358                  7.875                      0                      0                   0.375                   8.25 Vernal                 UT                                       84078 Single Family                          106500                20060501                     75 No MI                                1.00E+17                    2.25               20110401                  13.25                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                      103600                 604.33                    360                     356                  6.625                      0                      0                   0.375                      7 Fairburn               GA                                       30213 PUD                                    103600                20060301                     80 No MI                                1.00E+17                    2.25               20110201                     12                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360201 AFL2
GIII                     G02                                                      221429                1268.60                    360                     359                  6.625                      0                      0                    0.25                  6.875 SUFFOLK                VA                                       23435 PUD                                    221429                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.875                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G01                                                      307850                1571.32                    360                     356                  5.875                      0                      0                    0.25                  6.125 SACRAMENTO             CA                                       95835 PUD                                    307850                20060301                     80 No MI                                1.00E+17                    2.25               20110201                 11.125                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360201 ADN1
GI                       G02                                                      188000                1233.75                    360                     359                    7.5                      0                      0                   0.375                  7.875 LAS VEGAS              NV                                       89106 Single Family                          188000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.875                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GIII                     G02                                                      168000                 927.50                    360                     358                  6.375                      0                      0                    0.25                  6.625 TUCSON                 AZ                                       85706 PUD                                    168000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.625                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G02                                                      322400                1847.08                    360                     357                  6.625                      0                      0                    0.25                  6.875 ORO VALLEY             AZ                                       85755 PUD                                    322400                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 11.875                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360301 ADN1
GIII                     G02                                                      364000                1971.67                    360                     359                   6.25                      0                      0                    0.25                    6.5 EL MONTE               CA                                       91732 Single Family                          364000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   11.5                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G02                                                   135927.33                 877.86                    360                     358                  7.375                      0                      0                   0.375                   7.75 Moncks Corner          SC                                       29461 PUD                                    136120                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.75                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                      251250                1465.62                    360                     358                  6.625                      0                      0                   0.375                      7 WOODBRIDGE             VA                                       22191 Single Family                          251250                20060501                     75 No MI                                1.00E+17                    2.25               20110401                     12                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GIII                     G02                                                   218513.66                1184.70                    360                     357                   6.25                      0                      0                    0.25                    6.5 LANDER                 WY                                       82520 Single Family                          318800                20060401                     80 No MI                                1.00E+17                    2.25               20110301                   11.5                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360301 ADN1
GIII                     G02                                                      204000                1105.00                    360                     359                   6.25                      0                      0                    0.25                    6.5 AVONDALE               AZ                                       85323 Single Family                          204000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   11.5                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 ADN1
GII                      G02                                                   261899.19                1391.34                    360                     358                      6                      0                      0                   0.375                  6.375 ARLINGTON              VA                                       22204 Townhouse                              261900                20060501            64.98999786 No MI                                1.00E+17                    2.25               20110401                 12.375                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GIII                     G01                                                      280859                1375.04                    360                     356                  5.625                      0                      0                    0.25                  5.875 SPARKS                 NV                                       89436 Single Family                          280859                20060301            73.73999786 No MI                                1.00E+17                    2.25               20110201                 10.875                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360201 ADN1
GIII                     G01                                                      164000                 854.17                    360                     358                      6                      0                      0                    0.25                   6.25 BOYNTON BEACH          FL                                       33436 Condominium                            164000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.25                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G02                                                      299625                1903.87                    360                     359                   7.25                      0                      0                   0.375                  7.625 GILBERT                AZ                                       85296 PUD                                    299625                20060601                     75 No MI                                1.00E+17                    2.25               20110501                 12.625                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G02                                                      318750                1826.17                    360                     359                    6.5                      0                      0                   0.375                  6.875 HIGLEY                 AZ                                       85236 PUD                                    318750                20060601                     75 No MI                                1.00E+17                    2.25               20110501                 11.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G02                                                      264000                1485.00                    360                     357                  6.375                      0                      0                   0.375                   6.75 Clinton                MD                                       20735 Single Family                          264000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                  11.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G03                                                   194763.63                1365.91                    360                     356                  7.125                      0                      0                   0.375                    7.5 Grand Prairie          TX                                       75052 Single Family                          195349                20060301                     80 No MI                                1.00E+17                    2.25               20110201                   12.5                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360201 AFL2
GI                       G02                                                      518700                3512.03                    360                     358                   7.75                      0                      0                   0.375                  8.125 LONG BEACH             CA                                       90805 2-4 Family                             518700                20060501                     70 No MI                                1.00E+17                    2.25               20110401                 13.125                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G03                                                      233640                1435.91                    360                     357                      7                      0                      0                   0.375                  7.375 Henderson              NV                                       89015 PUD                                    233640                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 12.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GIII                     G01                                                      356000                1742.92                    360                     358                  5.625                      0                      0                    0.25                  5.875 NORTH LAS VEGAS        NV                                       89084 PUD                                    356000                20060501            79.98999786 No MI                                1.00E+17                    2.25               20110401                 10.875                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G01                                                      108675                 701.86                    360                     357                    7.5                      0                      0                    0.25                   7.75 MIAMI                  FL                                       33015 Condominium                            108675                20060401            73.98000336 No MI                                1.00E+17                    2.25               20110301                  12.75                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360301 ADN1
GI                       G02                                                      119120                 756.91                    360                     357                   7.25                      0                      0                   0.375                  7.625 Spring Hill            FL                                       34609 Single Family                          119120                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 12.625                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GIII                     G01                                                      226000                1106.46                    360                     358                  5.625                      0                      0                    0.25                  5.875 ELLIJAY                GA                                       30536 Single Family                          226000                20060501            61.91999817 No MI                                1.00E+17                    2.25               20110401                 10.875                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G02                                                      164000                 888.33                    360                     358                   6.25                      0                      0                    0.25                    6.5 PHOENIX                AZ                                       85037 Single Family                          164000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   11.5                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G01                                                      374600                1912.02                    360                     359                  5.875                      0                      0                    0.25                  6.125 NASHVILLE              TN                                       37204 Single Family                          374600                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.125                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GII                      G02                                                      217200                1244.38                    360                     359                    6.5                      0                      0                   0.375                  6.875 Ventnor City           NJ                                        8406 Single Family                          217200                20060601                     60 No MI                                1.00E+17                    2.75               20110501                 12.875                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GIII                     G02                                                      222100                1156.77                    360                     357                      6                      0                      0                    0.25                   6.25 MARICOPA               AZ                                       85239 PUD                                    222100                20060401                     80 No MI                                1.00E+17                    2.25               20110301                  11.25                  2.375                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360301 ADN1
GI                       G02                                                      220000                1535.42                    360                     359                      8                      0                      0                   0.375                  8.375 Scottsdale             AZ                                       85258 Townhouse                              220000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.375                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GIII                     G01                                                      543800                2719.00                    360                     358                   5.75                      0                      0                    0.25                      6 EWA BEACH              HI                                       96706 Single Family                          543900                20060501            79.98999786 No MI                                1.00E+17                    2.25               20110401                     11                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G03                                                   243990.05                1524.94                    360                     357                  7.125                      0                      0                   0.375                    7.5 Los Angeles            CA                                       90059 Single Family                          244000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                   12.5                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GIII                     G02                                                      196150                1021.61                    360                     358                      6                      0                      0                    0.25                   6.25 SUMMERVILLE            SC                                       29485 PUD                                    196150                20060501            89.98000336 Radian Guaranty                      1.00E+17                    2.25               20110401                  11.25                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G02                                                    93683.83                 671.64                    360                     359                  7.375                      0                      0                   0.375                   7.75 Charlotte              NC                                       28214 PUD                                     93750                20060601                     75 No MI                                1.00E+17                    2.25               20110501                  12.75                      2                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G02                                                      241600                1409.33                    360                     357                  6.625                      0                      0                   0.375                      7 Annandale              VA                                       22003 Condominium                            241600                20060401                     80 No MI                                1.00E+17                    2.25               20110301                     12                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GIII                     G01                                                      300000                1468.75                    360                     358                  5.625                      0                      0                    0.25                  5.875 REDWOOD CITY           CA                                       94063 Single Family                          300000                20060501            39.88999939 No MI                                1.00E+17                    2.25               20110401                 10.875                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G01                                                      127500                 610.94                    360                     358                    5.5                      0                      0                    0.25                   5.75 THOUSANDSTICKS         KY                                       41766 Single Family                          127500                20060501                     85 Mortgage Guaranty In                 1.00E+17                    2.25               20110401                  10.75                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G01                                                   289806.39                1717.83                    360                     358                  5.625                      0                      0                    0.25                  5.875 DOWNINGTOWN            PA                                       19335 Single Family                          290400                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.875                      2                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 ADN1
GII                      G02                                                       68000                 389.58                    360                     357                    6.5                      0                      0                   0.375                  6.875 Baltimore              MD                                       21216 Single Family                           68000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 11.875                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GII                      G02                                                       97600                 549.00                    360                     356                  6.375                      0                      0                   0.375                   6.75 Jesup                  GA                                       31545 Single Family                           97600                20060301                     80 No MI                                1.00E+17                    2.25               20110201                  11.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360201 AFL2
GIII                     G01                                                      232000                1135.83                    360                     359                  5.625                      0                      0                    0.25                  5.875 LANCASTER              CA                                       93535 Single Family                          232000                20060601            77.33000183 No MI                                1.00E+17                    2.25               20110501                 10.875                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G01                                                      576800                3004.17                    360                     359                      6                      0                      0                    0.25                   6.25 BELL                   CA                                       90201 2-4 Family                             576800                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  11.25                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GIII                     G02                                                      234711                1393.60                    360                     358                  6.875                      0                      0                    0.25                  7.125 HENDERSON              NV                                       89015 PUD                                    234711                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.125                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G02                                                      290300                1572.46                    360                     358                   6.25                      0                      0                    0.25                    6.5 BERLIN                 MD                                       21811 PUD                                    290300                20060501            89.98000336 GE Capital MI                        1.00E+17                    2.25               20110401                   11.5                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G02                                                      367200                1912.50                    360                     357                      6                      0                      0                    0.25                   6.25 TUSTIN                 CA                                       92780 Condominium                            367200                20060401                     80 No MI                                1.00E+17                    2.25               20110301                  11.25                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 ADN1
GIII                     G03                                                      229000                1049.58                    360                     358                   5.25                      0                      0                    0.25                    5.5 LAKE HAVASU CITY       AZ                                       86403 Single Family                          229000                20060501            54.52000046 No MI                                1.00E+17                    2.25               20110401                   11.5                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G02                                                      236000                1524.17                    360                     355                  7.375                      0                      0                   0.375                   7.75 Palm Beach Gardens     FL                                       33410 PUD                                    236000                20060201                     80 No MI                                1.00E+17                    2.25               20110101                  12.75                      2                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360101 AFL2
GI                       G01                                                      604816                4473.12                    360                     357                    8.5                      0                      0                   0.375                  8.875 Bradenton              FL                                       34210 Condominium                            604816                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 14.875                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GIII                     G02                                                      242392                1287.71                    360                     358                  6.125                      0                      0                    0.25                  6.375 GALVESTON              TX                                       77554 Single Family                          242392                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.375                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G02                                                      154150                 834.98                    360                     357                   6.25                      0                      0                    0.25                    6.5 ALBUQUERQUE            NM                                       87121 Single Family                          154150                20060401                     80 No MI                                1.00E+17                    2.25               20110301                   11.5                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360301 ADN1
GI                       G01                                                      305000                2033.33                    360                     359                   7.12                   0.63                      0                    0.25                      8 ENGLEWOOD              NJ                                        7631 Single Family                          305000                20060601            89.70999908 Republic MIC                         1.00E+17                       3               20110501                     13                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G02                                                      388400                2670.25                    360                     360                  7.875                      0                      0                   0.375                   8.25 LATHROP                CA                                       95330 Single Family                          388400                20060701                     80 No MI                                1.00E+17                    2.25               20110601                  13.25                   2.12                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GI                       G03                                                    61461.98                 430.72                    360                     357                  7.125                      0                      0                   0.375                    7.5 MONTEZUMA              GA                                       31063 Single Family                           61600                20060401                     80 No MI                                1.00E+17                    2.25               20110301                   12.5                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G03                                                      289600                1810.00                    360                     357                  7.125                      0                      0                   0.375                    7.5 Burtonsville           MD                                       20866 PUD                                    289600                20060401                     80 No MI                                1.00E+17                    2.25               20110301                   12.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G01                                                      458400                3008.25                    360                     358                    7.5                      0                      0                   0.375                  7.875 HENDERSON              NV                                       89052 PUD                                    458400                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      243200                1545.33                    360                     360                   7.25                      0                      0                   0.375                  7.625 Las Vegas              NV                                       89121 Single Family                          243200                20060701                     80 No MI                                1.00E+17                    2.25               20110601                 12.625                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GII                      G02                                                      362500                1925.78                    360                     356                      6                      0                      0                   0.375                  6.375 Ontario                CA                                       91764 Condominium                            362500                20060301            79.98999786 No MI                                1.00E+17                    2.25               20110201                 12.375                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360201 AFL2
GIII                     G02                                                      108800                 612.00                    360                     358                    6.5                      0                      0                    0.25                   6.75 LONGVIEW               WA                                       98632 Single Family                          108800                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  11.75                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G01                                                   339636.52                1957.23                    360                     359                  5.375                      0                      0                    0.25                  5.625 GARDEN GROVE           CA                                       92843 PUD                                    340000                20060601            73.91000366 No MI                                1.00E+17                    2.25               20110501                 10.625                      2                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G03                                                      112800                 693.25                    360                     358                      7                      0                      0                   0.375                  7.375 Oakdale                MN                                       55128 Condominium                            112800                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      181378                1171.40                    360                     358                  7.375                      0                      0                   0.375                   7.75 ORLANDO                FL                                       32828 PUD                                    181378                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G03                                                      134320                 811.52                    360                     358                  6.875                      0                      0                   0.375                   7.25 DALLAS                 GA                                       30132 Single Family                          134320                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G01                                                      210400                1358.83                    360                     358                    7.5                      0                      0                    0.25                   7.75 KENT                   WA                                       98030 Single Family                          210400                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.75                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 ADN1
GIII                     G02                                                      278950                1452.86                    360                     358                      6                      0                      0                    0.25                   6.25 PORT ST LUCIE          FL                                       34953 PUD                                    278950                20060501            79.98999786 No MI                                1.00E+17                    2.25               20110401                  11.25                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G02                                                      131200                 765.33                    360                     359                   6.75                      0                      0                    0.25                      7 BOISE                  ID                                       83713 PUD                                    131200                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     12                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GII                      G02                                                      200000                1083.33                    360                     356                  6.125                      0                      0                   0.375                    6.5 Tempe                  AZ                                       85283 Single Family                          200000                20060301                     80 No MI                                1.00E+17                    2.25               20110201                   12.5                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360201 AFL2
GI                       G02                                                      214350                1362.02                    360                     358                   7.25                      0                      0                   0.375                  7.625 Kissimmee              FL                                       34744 PUD                                    214350                20060501            79.98999786 No MI                                1.00E+17                    2.25               20110401                 12.625                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GIII                     G01                                                      215450                1099.69                    360                     355                  5.875                      0                      0                    0.25                  6.125 SURPRISE               AZ                                       85379 PUD                                    215450                20060201                     90 GE Capital MI                        1.00E+17                    2.25               20110101                 11.125                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360101 ADN1
GI                       G02                                                       93600                 633.75                    360                     359                   7.75                      0                      0                   0.375                  8.125 Fort Worth             TX                                       76179 PUD                                     93600                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.125                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GIII                     G02                                                      151000                 896.56                    360                     359                  6.875                      0                      0                    0.25                  7.125 HOMESTEAD              FL                                       33033 PUD                                    151000                20060601            79.98000336 No MI                                1.00E+17                    2.25               20110501                 12.125                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G02                                                      238920                1294.15                    360                     358                   6.25                      0                      0                    0.25                    6.5 STEPHENS CITY          VA                                       22655 PUD                                    238920                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   11.5                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G02                                                      130000                 880.21                    360                     359                   7.75                      0                      0                   0.375                  8.125 Fort Worth             TX                                       76179 PUD                                    130000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.125                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G03                                                      447400                2470.02                    360                     358                   6.25                      0                      0                   0.375                  6.625 LA CRESCENTA AREA      CA                                       91214 Single Family                          447400                20060501            63.90999985 No MI                                1.00E+17                    2.25               20110401                 11.625                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GIII                     G01                                                      199000                 995.00                    360                     358                   5.75                      0                      0                    0.25                      6 SEATTLE                WA                                       98115 Single Family                          199000                20060501            44.22000122 No MI                                1.00E+17                    2.25               20110401                     11                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G02                                                      228872                1239.72                    360                     358                   6.25                      0                      0                    0.25                    6.5 LAS VEGAS              NV                                       89178 PUD                                    228872                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   11.5                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G02                                                   237612.37                1724.04                    360                     359                    7.5                      0                      0                   0.375                  7.875 Pennsville             NJ                                        8070 Single Family                          237776                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.875                      2                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 AFL2
GIII                     G02                                                   197542.38                1217.46                    360                     359                      6                      0                      0                    0.25                   6.25 PHOENIX                AZ                                       85023 Single Family                          197730                20060601            65.91000366 No MI                                1.00E+17                    2.25               20110501                  11.25                  1.875                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G02                                                      308000                1796.67                    360                     359                   6.75                      0                      0                    0.25                      7 MURRIETA               CA                                       92562 Single Family                          308000                20060601            79.37999725 No MI                                1.00E+17                    2.25               20110501                     12                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G02                                                      303200                1958.17                    360                     358                  7.375                      0                      0                   0.375                   7.75 SURPRISE               AZ                                       85387 PUD                                    303200                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.75                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 WALN
GI                       G01                                                      120750                 779.84                    360                     359                    7.5                      0                      0                    0.25                   7.75 MANITOU SPRINGS        CO                                       80829 Single Family                          120750                20060601                     75 No MI                                1.00E+17                    2.25               20110501                  12.75                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G02                                                      133600                 862.83                    360                     358                  7.375                      0                      0                   0.375                   7.75 JEFFERSON              CO                                       80456 Single Family                          133600                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.75                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G01                                                   109836.21                 769.14                    360                     358                   7.25                      0                      0                    0.25                    7.5 LOS ANGELES            CA                                       90037 2-4 Family                             110000                20060501            22.45000076 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 ADN1
GIII                     G02                                                      142000                 798.75                    360                     358                    6.5                      0                      0                    0.25                   6.75 MOUNDS VIEW            MN                                       55112 Single Family                          142000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  11.75                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G02                                                      239200                1345.50                    360                     359                    6.5                      0                      0                    0.25                   6.75 SEATTLE                WA                                       98116 Single Family                          239200                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  11.75                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G02                                                      187644                1035.95                    360                     358                  6.375                      0                      0                    0.25                  6.625 CHARLESTON             SC                                       29412 Condominium                            187644                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.625                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G02                                                   263478.39                1960.20                    360                     357                   7.75                      0                      0                   0.375                  8.125 Chicago                IL                                       60640 Condominium                            264000                20060401                     80 No MI                                                            2.25               20110301                 13.125                      2                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360301 AFL2
GII                      G02                                                   128499.04                 709.42                    360                     356                   6.25                      0                      0                   0.375                  6.625 Plymouth               MA                                        2360 Single Family                          128500                20060301                  37.25 No MI                                1.00E+17                    2.25               20110201                 12.625                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360201 AFL2
GI                       G02                                                      367500                2411.72                    360                     358                    7.5                      0                      0                   0.375                  7.875 LOS ANGELES            CA                                       90011 2-4 Family                             367500                20060501                     75 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                       87750                 594.14                    360                     359                   7.75                      0                      0                   0.375                  8.125 Fort Worth             TX                                       76179 PUD                                     87750                20060601                     75 No MI                                1.00E+17                    2.25               20110501                 13.125                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      174400                 944.67                    360                     358                  6.125                      0                      0                   0.375                    6.5 VANCOUVER              WA                                       98682 Single Family                          174400                20060501                     80 No MI                                1.00E+17                   2.375               20080401                   11.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      24 N                                    20360401 AFL2
GIII                     G02                                                      363496                1931.07                    360                     359                  6.125                      0                      0                    0.25                  6.375 LINCOLN                CA                                       95648 Single Family                          363496                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.375                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G02                                                      126375                 855.66                    360                     359                   7.75                      0                      0                   0.375                  8.125 Fort Worth             TX                                       76179 PUD                                    126375                20060601                     75 No MI                                1.00E+17                    2.25               20110501                 13.125                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                   217314.36                1615.67                    360                     358                   7.75                      0                      0                   0.375                  8.125 Parker                 CO                                       80134 Single Family                          217600                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.125                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 AFL2
GIII                     G02                                                      388000                2061.25                    360                     359                  6.125                      0                      0                    0.25                  6.375 CHARLESTON             SC                                       29401 Single Family                          388000                20060601            65.98999786 No MI                                1.00E+17                    2.25               20110501                 11.375                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G01                                                       69600                 427.75                    360                     358                  7.125                      0                      0                    0.25                  7.375 COLORADO SPRINGS       CO                                       80917 Condominium                             69600                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.375                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G01                                                      701250                4967.19                    360                     359                  8.125                      0                      0                   0.375                    8.5 Dana Point             CA                                       92629 Condominium                            701250                20060601                     75 No MI                                1.00E+17                    2.25               20110501                   13.5                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 WALN
GIII                     G01                                                      168000                 787.50                    360                     359                  5.375                      0                      0                    0.25                  5.625 WOODSTOCK              VA                                       22664 Single Family                          168000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 10.625                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G01                                                      375000                1914.06                    360                     357                  5.875                      0                      0                    0.25                  6.125 COSTA MESA             CA                                       92627 Condominium                            375000                20060401            66.95999908 No MI                                1.00E+17                    2.25               20110301                 11.125                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360301 ADN1
GIII                     G02                                                      210852                1098.19                    360                     359                      6                      0                      0                    0.25                   6.25 PUYALLUP               WA                                       98372 Single Family                          210852                20060601                     95 Mortgage Guaranty In                 1.00E+17                    2.25               20110501                  11.25                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G02                                                      300792                1942.62                    360                     358                  7.375                      0                      0                   0.375                   7.75 Maricopa               AZ                                       85239 PUD                                    300792                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.75                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GIII                     G02                                                      416000                2340.00                    360                     359                    6.5                      0                      0                    0.25                   6.75 CROCKETT               CA                                       94525 Single Family                          416000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  11.75                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G02                                                       91200                 608.00                    360                     360                  7.625                      0                      0                   0.375                      8 Phoenix                AZ                                       85007 Single Family                           91200                20060701                     80 No MI                                1.00E+17                    2.25               20110601                     13                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GI                       G02                                                      270000                1800.00                    360                     358                  7.625                      0                      0                   0.375                      8 GOODYEAR               AZ                                       85338 PUD                                    270000                20060501                     75 No MI                                1.00E+17                    2.25               20110401                     13                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GIII                     G02                                                      147960                 832.28                    360                     358                    6.5                      0                      0                    0.25                   6.75 MARYSVILLE             WA                                       98270 Single Family                          147960                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  11.75                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G02                                                      321200                1706.38                    360                     359                  6.125                      0                      0                    0.25                  6.375 TEMECULA               CA                                       92591 PUD                                    321200                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.375                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G01                                                      147920                 909.09                    360                     358                  7.125                      0                      0                    0.25                  7.375 HOLLYWOOD              FL                                       33021 Condominium                            147920                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.375                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GII                      G02                                                   109573.56                 604.94                    360                     356                   6.25                      0                      0                   0.375                  6.625 Denver                 CO                                       80210 2-4 Family                             110000                20060301            30.98999977 No MI                                1.00E+17                    2.25               20110201                 12.625                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360201 AFL2
GIII                     G02                                                      143700                 808.31                    360                     358                    6.5                      0                      0                    0.25                   6.75 VALRICO                FL                                       33594 PUD                                    143700                20060501            79.98999786 No MI                                1.00E+17                    2.25               20110401                  11.75                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G01                                                      166720                1094.10                    360                     358                  7.625                      0                      0                    0.25                  7.875 POMPANO BEACH          FL                                       33069 Condominium                            166720                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.875                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 ADN1
GII                      G03                                                      376000                2232.50                    360                     359                  6.875                      0                      0                    0.25                  7.125 Monterey Park          CA                                       91754 Condominium                            376000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.125                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      368000                2415.00                    360                     358                    7.5                      0                      0                   0.375                  7.875 BRONX                  NY                                       10460 2-4 Family                             368000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.875                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 WALN
GIII                     G01                                                   342999.27                1679.27                    360                     359                  5.625                      0                      0                    0.25                  5.875 LOS ANGELES            CA                                       90018 Single Family                          343000                20060601                     70 No MI                                1.00E+17                    2.25               20110501                 10.875                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G01                                                       98000                 510.42                    360                     358                      6                      0                      0                    0.25                   6.25 MOBILE                 AL                                       36608 PUD                                     98000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  11.25                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G02                                                      378699                2209.08                    360                     358                   6.75                      0                      0                    0.25                      7 FERNANDINA BEACH       FL                                       32034 PUD                                    378699                20060501                     80 No MI                                1.00E+17                    2.25               20110401                     12                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G02                                                   255762.89                1597.11                    360                     359                  6.125                      0                      0                    0.25                  6.375 LAS VEGAS              NV                                       89119 Single Family                          256000                20060601            78.76999664 No MI                                1.00E+17                    2.25               20110501                 11.375                      2                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G01                                                      105520                 648.51                    360                     359                  7.125                      0                      0                    0.25                  7.375 TAMPA                  FL                                       33614 Condominium                            105520                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.375                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G02                                                      180000                 956.25                    360                     359                  6.125                      0                      0                    0.25                  6.375 NORTH LAS VEGAS        NV                                       89030 Single Family                          180000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.375                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GII                      G02                                                   331904.68                1866.96                    360                     357                  6.375                      0                      0                   0.375                   6.75 PORTLAND               OR                                       97211 Single Family                          332000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                  11.75                      2                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G02                                                      292500                2041.41                    360                     358                      8                      0                      0                   0.375                  8.375 North Las Vegas        NV                                       89031 PUD                                    292500                20060501                     75 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GIII                     G01                                                      301316                1506.58                    360                     359                   5.75                      0                      0                    0.25                      6 YPSILANTI              MI                                       48197 Single Family                          301316                20060601                     85 PMI                                  1.00E+17                    2.25               20110501                     11                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G02                                                      277221                1501.61                    360                     358                   6.25                      0                      0                    0.25                    6.5 ORLANDO                FL                                       32828 PUD                                    277221                20060501                     95 Republic MIC                         1.00E+17                    2.25               20110401                   11.5                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G02                                                   358926.68                1981.57                    360                     358                  6.375                      0                      0                    0.25                  6.625 JUPITER                FL                                       33458 PUD                                    359507                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.625                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G01                                                      155000                 775.00                    360                     359                   5.75                      0                      0                    0.25                      6 WALESKA                GA                                       30183 PUD                                    155000                20060601            64.58000183 No MI                                1.00E+17                    2.25               20110501                     11                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G02                                                      272000                1756.67                    360                     358                  7.375                      0                      0                   0.375                   7.75 boise                  ID                                       83709 2-4 Family                             272000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  13.75                      2                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G01                                                      184350                1171.39                    360                     359                  7.375                      0                      0                    0.25                  7.625 RUSKIN                 FL                                       33570 PUD                                    184350                20060601            79.98000336 No MI                                1.00E+17                    2.25               20110501                 12.625                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G02                                                    89372.87                 588.61                    360                     357                    6.5                      0                      0                   0.375                  6.875 Snellville             GA                                       30078 Single Family                           89600                20060401                     80 No MI                                1.00E+17                    2.25               20160301                 11.875                      2                       1 First Lien                                    N                                            0 Prepay                                    360                     120 N                                    20360301 AFL2
GIII                     G02                                                      296750                1545.57                    360                     359                      6                      0                      0                    0.25                   6.25 HEMET                  CA                                       92545 Single Family                          296750                20060601            79.98999786 No MI                                1.00E+17                    2.25               20110501                  11.25                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G02                                                      311150                1944.69                    360                     359                   7.25                      0                      0                    0.25                    7.5 San Jose               CA                                       95132 Condominium                            311150                20060601            79.98999786 No MI                                1.00E+17                    2.25               20110501                   12.5                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G01                                                      661000                4200.10                    360                     357                   7.25                      0                      0                   0.375                  7.625 SAN LUIS OBISPO        CA                                       93405 Single Family                          661000                20060401            76.86000061 No MI                                1.00E+17                    2.25               20110301                 12.625                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GIII                     G02                                                      360000                1875.00                    360                     359                      6                      0                      0                    0.25                   6.25 LANCASTER              CA                                       93536 Single Family                          360000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  11.25                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G02                                                      400800                2212.75                    360                     359                  6.375                      0                      0                    0.25                  6.625 MORRISTOWN             NJ                                        7960 Single Family                          400800                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.625                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G01                                                      283000                1709.79                    360                     359                      7                      0                      0                    0.25                   7.25 PHOENIX                AZ                                       85085 PUD                                    283000                20060601            79.98999786 No MI                                1.00E+17                    2.25               20110501                  12.25                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G01                                                      270350                1126.46                    360                     359                   4.75                      0                      0                    0.25                      5 RANCHO CORDOVA         CA                                       95742 PUD                                    270350                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     10                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G02                                                      247192                1596.45                    360                     357                  7.375                      0                      0                   0.375                   7.75 Las Vegas              NV                                       89149 PUD                                    247192                20060401                     80 No MI                                1.00E+17                    2.25               20110301                  12.75                      2                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G01                                                      150750                 942.19                    360                     359                   7.25                      0                      0                    0.25                    7.5 MESA                   AZ                                       85213 PUD                                    150750                20060601                     90 Republic MIC                         1.00E+17                    2.25               20110501                   12.5                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G02                                                   215730.54                1641.76                    360                     358                      8                      0                      0                   0.375                  8.375 MODESTO                CA                                       95350 Single Family                          216000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                      2                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GIII                     G02                                                      225600                1316.00                    360                     358                   6.75                      0                      0                    0.25                      7 LAVEEN                 AZ                                       85339 PUD                                    225600                20060501            79.98000336 No MI                                1.00E+17                    2.25               20110401                     12                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G02                                                      311200                1685.67                    360                     359                   6.25                      0                      0                    0.25                    6.5 SAN JACINTO            CA                                       92583 Single Family                          311200                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   11.5                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G02                                                      100770                 598.32                    360                     357                  6.875                      0                      0                    0.25                  7.125 HUMBLE                 TX                                       77338 PUD                                    100770                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 12.125                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360301 ADN1
GIII                     G01                                                      240000                1225.00                    360                     359                  5.875                      0                      0                    0.25                  6.125 BEND                   OR                                       97701 PUD                                    240000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.125                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G02                                                      202637                1393.13                    360                     354                  7.875                      0                      0                   0.375                   8.25 Orlando                FL                                       32835 PUD                                    202637                20060101                     80 No MI                                1.00E+17                    2.25               20101201                  13.25                      2                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20351201 AFL2
GII                      G02                                                      340000                1947.92                    360                     358                    6.5                      0                      0                   0.375                  6.875 PASO ROBLES            CA                                       93446 Single Family                          340000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GIII                     G01                                                      106125                 519.57                    360                     359                  5.625                      0                      0                    0.25                  5.875 CLEVELAND              OH                                       44120 Single Family                          106125                20060601            89.94000244 Mortgage Guaranty In                 1.00E+17                    2.25               20110501                 10.875                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GIII                     G02                                                      269500                1487.86                    360                     359                  6.375                      0                      0                    0.25                  6.625 CATONSVILLE            MD                                       21228 Condominium                            269500                20060601            79.98999786 No MI                                1.00E+17                    2.25               20110501                 11.625                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G02                                                   402222.14                2222.14                    360                     359                  6.375                      0                      0                    0.25                  6.625 SAN DIEGO              CA                                       92154 Single Family                          402500                20060601            71.87999725 No MI                                1.00E+17                    2.25               20110501                 11.625                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G02                                                      260000                1516.67                    360                     359                   6.75                      0                      0                    0.25                      7 JUPITER                FL                                       33458 Condominium                            260000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     12                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G01                                                      300000                1562.50                    360                     359                      6                      0                      0                    0.25                   6.25 LA MESA                CA                                       91941 PUD                                    300000                20060601            52.16999817 No MI                                1.00E+17                    2.25               20110501                  11.25                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GII                      G02                                                    115956.1                 664.33                    360                     358                    6.5                      0                      0                   0.375                  6.875 Adairsville            GA                                       30103 2-4 Family                             115960                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.875                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GIII                     G02                                                   159899.73                 849.73                    360                     358                  6.125                      0                      0                    0.25                  6.375 BAKERSFIELD            CA                                       93307 Single Family                          160000                20060501                   62.5 No MI                                1.00E+17                    3.25               20110401                 11.375                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 ADN1
GI                       G01                                                   139901.19                1002.98                    360                     359                    7.5                      0                      0                    0.25                   7.75 PROVIDENCE             RI                                        2909 2-4 Family                             140000                20060601            58.81999969 No MI                                1.00E+17                    2.25               20110501                  12.75                      3                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G01                                                      393600                1886.00                    360                     359                    5.5                      0                      0                    0.25                   5.75 CARLSBAD               CA                                       92011 PUD                                    393600                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  10.75                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GIII                     G02                                                      248800                1425.42                    360                     358                  6.625                      0                      0                    0.25                  6.875 ORLANDO                FL                                       32824 Condominium                            248800                20060501                     95 Republic MIC                         1.00E+17                    2.25               20110401                 11.875                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G02                                                   163784.71                1217.70                    360                     358                   7.75                      0                      0                   0.375                  8.125 Parker                 CO                                       80134 Single Family                          164000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.125                      2                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 AFL2
GIII                     G02                                                   314428.94                1991.01                    360                     358                   6.25                      0                      0                    0.25                    6.5 CHULA VISTA            CA                                       91910 Condominium                            315000                20060501                     75 No MI                                1.00E+17                    2.25               20110401                   11.5                  1.875                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 ADN1
GIII                     G02                                                      313105                1761.22                    360                     358                    6.5                      0                      0                    0.25                   6.75 PORT ST LUCIE          FL                                       34953 PUD                                    313105                20060501                     90 Republic MIC                         1.00E+17                    2.25               20110401                  11.75                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G02                                                    90943.43                 691.67                    360                     359                      8                      0                      0                   0.375                  8.375 Chicago                IL                                       60636 Single Family                           91000                20060601                     65 No MI                                1.00E+17                    2.25               20110501                 13.375                      2                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G02                                                      166000                 968.33                    360                     358                  6.625                      0                      0                   0.375                      7 Lawrenceville          GA                                       30043 PUD                                    166000                20060501            79.98999786 No MI                                1.00E+17                    2.25               20110401                     12                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GIII                     G01                                                      290160                1511.25                    360                     359                      6                      0                      0                    0.25                   6.25 NAPLES                 FL                                       34114 PUD                                    290160                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  11.25                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G01                                                      292020                1794.71                    360                     359                  7.125                      0                      0                    0.25                  7.375 PEORIA                 AZ                                       85383 PUD                                    292020                20060601                     95 Mortgage Guaranty In                 1.00E+17                    2.25               20110501                 12.375                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G02                                                      255000                1407.81                    360                     359                  6.375                      0                      0                    0.25                  6.625 TEMECULA               CA                                       92592 PUD                                    255000                20060601            49.50999832 No MI                                1.00E+17                    2.25               20110501                 11.625                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G01                                                      156280                 765.12                    360                     359                  5.625                      0                      0                    0.25                  5.875 RIVERVIEW              FL                                       33569 Single Family                          156280                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 10.875                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G01                                                      124000                 620.00                    360                     359                   5.75                      0                      0                    0.25                      6 ALBUQUERQUE            NM                                       87123 Single Family                          124000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     11                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G01                                                      173600                1048.83                    360                     359                      7                      0                      0                    0.25                   7.25 ELGIN                  IL                                       60123 Single Family                          173600                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.25                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GII                      G03                                                      451650                2728.72                    360                     356                  6.875                      0                      0                   0.375                   7.25 LOVETTSVILLE           VA                                       20180 PUD                                    451700                20060301                     80 No MI                  M10021250400023305                        2.25               20110201                  12.25                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360201 ALT1
GI                       G02                                                   205854.46                1532.51                    360                     356                   7.75                      0                      0                   0.375                  8.125 CHICAGO                IL                                       60629 2-4 Family                             206400                20060301                     80 No MI                  M10021250400023941                        2.25               20110201                 13.125                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360201 ALT1
GI                       G01                                                  1124999.98                7734.37                    360                     356                  7.875                      0                      0                   0.375                   8.25 ORCHARD LAKE           MI                                       48323 Single Family                         1125000                20060301                     75 No MI                  M10021250400023990                        2.25               20110201                  13.25                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360201 ALT1
GI                       G02                                                    147598.8                1085.97                    360                     356                  7.625                      0                      0                   0.375                      8 COLUMBIA               SC                                       29210 2-4 Family                             148000                20060301                     80 No MI                  M10021250400024141                        2.25               20110201                     13                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360201 ALT1
GI                       G02                                                      240800                1630.42                    360                     356                   7.75                      0                      0                   0.375                  8.125 ANNAPOLIS              MD                                       21403 Single Family                          240800                20060301                     80 No MI                  M10021250400024269                        2.25               20110201                 13.125                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360201 ALT1
GI                       G03                                                      100800                 630.00                    360                     356                  7.125                      0                      0                   0.375                    7.5 PETERSBURG             VA                                       23805 Single Family                          100800                20060301                     80 No MI                  M10021250400024388                        2.25               20110201                   12.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360201 ALT1
GI                       G02                                                    50879.11                 333.89                    360                     356                    7.5                      0                      0                   0.375                  7.875 PITTSBURGH             PA                                       15206 Single Family                           50880                20060301                     80 No MI                  M10021250400024438                        2.25               20110201                 12.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360201 ALT1
GI                       G02                                                      120000                 775.00                    360                     356                  7.375                      0                      0                   0.375                   7.75 VIRGINIA BEACH         VA                                       23464 PUD                                    120000                20060301                     80 No MI                  M10021250400024500                        2.25               20110201                  12.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360201 ALT1
GI                       G02                                                      176000                1228.33                    360                     358                      8                      0                      0                   0.375                  8.375 Hyattsville            MD                                       20784 Single Family                          176000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                       78400                 563.50                    360                     359                   8.25                      0                      0                   0.375                  8.625 Portsmouth             VA                                       23704 Single Family                           78400                20060601                     80 No MI                                1.00E+17                    2.25               20160501                 13.625                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                     120 N                                    20360501 AFL2
GII                      G02                                                   295436.81                1822.53                    360                     358                      6                      0                      0                    0.25                   6.25 Naples                 FL                                       34120 Single Family                          296000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  11.25                  1.875                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GIII                     G02                                                      127800                 692.25                    360                     358                   6.25                      0                      0                    0.25                    6.5 ORLANDO                FL                                       32819 Single Family                          127800                20060501                     90 Republic MIC                         1.00E+17                    2.25               20110401                   11.5                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GII                      G03                                                      208000                1083.33                    360                     360                  5.875                      0                      0                   0.375                   6.25 Henderson              NV                                       89015 PUD                                    208000                20060701                     80 No MI                                1.00E+17                    2.25               20110601                  11.25                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GIII                     G02                                                      315000                1739.06                    360                     359                  6.375                      0                      0                    0.25                  6.625 SACRAMENTO             CA                                       95834 Single Family                          315000                20060601            76.45999908 No MI                                1.00E+17                    2.25               20110501                 11.625                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G02                                                      191650                1117.96                    360                     358                   6.75                      0                      0                    0.25                      7 WESLEY CHAPEL          FL                                       33543 PUD                                    191650                20060501            89.98000336 GE Capital MI                        1.00E+17                    2.25               20110401                     12                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G02                                                      350000                2005.21                    360                     359                  6.625                      0                      0                    0.25                  6.875 SEATTLE                WA                                       98117 Single Family                          350000                20060601                     35 No MI                                1.00E+17                    2.25               20110501                 11.875                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G02                                                      278344                1942.61                    360                     357                      8                      0                      0                   0.375                  8.375 KISSIMMEE              FL                                       34744 PUD                                    278344                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 13.375                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GII                      G01                                                   241372.16                1548.27                    360                     358                   6.25                      0                      0                   0.375                  6.625 Madera                 CA                                       93637 Single Family                          241800                20060501                     80 No MI                                1.00E+17                    2.25               20090401                 12.625                  1.875                       2 First Lien                                    N                                            0 No_PP                                     360                      36 N                                    20360401 AFL2
GIII                     G01                                                      261668                1308.34                    360                     358                   5.75                      0                      0                    0.25                      6 MARYSVILLE             WA                                       98270 Single Family                          261668                20060501                     80 No MI                                1.00E+17                    2.25               20110401                     11                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GII                      G02                                                    78520.69                 523.26                    360                     358                  6.625                      0                      0                   0.375                      7 Davenport              IA                                       52803 2-4 Family                              78650                20060501                     65 No MI                                1.00E+17                    2.25               20110401                     12                      2                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                      116700                 668.59                    360                     357                    6.5                      0                      0                   0.375                  6.875 GLENDALE               AZ                                       85301 Townhouse                              116800                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 11.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GIII                     G01                                                      308446                1510.10                    360                     359                  5.625                      0                      0                    0.25                  5.875 MADISON                AL                                       35758 PUD                                    308446                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 10.875                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G02                                                   196081.25                1407.75                    360                     357                    7.5                      0                      0                    0.25                   7.75 Raleigh                NC                                       27601 Condominium                            196500                20060401                     75 No MI                                1.00E+17                    2.25               20110301                  12.75                      2                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G01                                                       48000                 310.00                    360                     354                    7.5                      0                      0                    0.25                   7.75 ORRVILLE               OH                                       44667 Single Family                           48000                20060101                     80 No MI                                1.00E+17                    2.25               20101201                  12.75                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20351201 ADN1
GI                       G02                                                      368000                2415.00                    360                     359                    7.5                      0                      0                   0.375                  7.875 Dauphin Island         AL                                       36528 Single Family                          368000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.875                      2                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 AFL2
GIII                     G02                                                      342501                1783.86                    360                     359                      6                      0                      0                    0.25                   6.25 LAS VEGAS              NV                                       89178 PUD                                    342501                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  11.25                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G02                                                      360876                2330.66                    360                     358                  7.375                      0                      0                   0.375                   7.75 KISSIMMEE              FL                                       34747 PUD                                    360876                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.75                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G03                                                   295320.14                2044.40                    360                     357                      7                      0                      0                   0.375                  7.375 CHARLESTON             SC                                       29412 Single Family                          296000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 12.375                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360301 AFL2
GIII                     G02                                                    80647.82                 517.37                    360                     358                  6.375                      0                      0                    0.25                  6.625 WILSON                 WI                                       54027 Single Family                           80800                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.625                  1.875                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G01                                                   379999.95                1939.58                    360                     357                  5.875                      0                      0                    0.25                  6.125 NORTH KINGSTOWN        RI                                        2852 Single Family                          380000                20060401            61.29000092 No MI                                1.00E+17                    2.25               20110301                 11.125                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360301 ADN1
GIII                     G02                                                      208000                1126.67                    360                     358                   6.25                      0                      0                    0.25                    6.5 SOUTH JORDAN           UT                                       84095 Single Family                          208000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   11.5                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G02                                                      380000                2137.50                    360                     359                    6.5                      0                      0                    0.25                   6.75 QUEEN CREEK            AZ                                       85242 Single Family                          380000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  11.75                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GIII                     G01                                                      227132                1182.98                    360                     358                      6                      0                      0                    0.25                   6.25 STILLWATER             MN                                       55082 Condominium                            227132                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  11.25                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G02                                                      238429                1241.82                    360                     360                      6                      0                      0                    0.25                   6.25 BAKERSFIELD            CA                                       93313 Single Family                          238429                20060701                     80 No MI                                1.00E+17                    2.25               20110601                  11.25                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360601 ADN1
GI                       G01                                                      113520                 685.85                    360                     358                      7                      0                      0                    0.25                   7.25 HOLLYWOOD              FL                                       33021 Condominium                            113520                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.25                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 ADN1
GII                      G02                                                      304000                1741.67                    360                     351                    6.5                      0                      0                   0.375                  6.875 Eureka                 CA                                       95501 Single Family                          304000                20051001                     80 No MI                                1.00E+17                    2.25               20100901                 11.875                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20350901 AFL2
GII                      G02                                                   227245.87                1516.89                    360                     356                  6.625                      0                      0                   0.375                      7 WOODBRIDGE             VA                                       22191 PUD                                    228000                20060301                     80 No MI                  M10021250400024542                        2.25               20110201                     12                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360201 ALT1
GII                      G01                                                      452000                2212.92                    360                     356                    5.5                      0                      0                   0.375                  5.875 HERNDON                VA                                       20170 Single Family                          452000                20060301                     80 No MI                  M10021250400002457                        2.25               20090201                 11.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      36 N                                    20360201 ALT1
GII                      G02                                                      200800                1171.33                    360                     356                  6.625                      0                      0                   0.375                      7 OWINGS MILLS           MD                                       21117 Condominium                            200800                20060301                     80 No MI                  M10021250400024588                        2.25               20110201                     12                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360201 ALT1
GI                       G02                                                      198750                1283.59                    360                     356                  7.375                      0                      0                   0.375                   7.75 KISSIMMEE              FL                                       34743 Single Family                          198750                20060301                     75 No MI                  M10021250400024589                        2.25               20110201                  12.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360201 ALT1
GII                      G03                                                      493900                2778.19                    360                     356                  6.375                      0                      0                   0.375                   6.75 GAINESVILLE            VA                                       20155 PUD                                    493900                20060301                     80 No MI                  M10021250400024616                        2.25               20110201                  11.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360201 ALT1
GII                      G02                                                      384000                2080.00                    360                     356                  6.125                      0                      0                   0.375                    6.5 ALEXANDRIA             VA                                       22301 Single Family                          384000                20060301                     80 No MI                  M10021250400024648                        2.25               20110201                   11.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360201 ALT1
GI                       G02                                                   194636.66                1317.85                    360                     356                   7.75                      0                      0                   0.375                  8.125 NORFOLK                VA                                       23504 Single Family                          195200                20060301                     80 No MI                  M10021250400024660                        2.25               20110201                 13.125                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360201 ALT1
GI                       G02                                                   387990.05                2505.77                    360                     358                  7.375                      0                      0                   0.375                   7.75 Longmont               CO                                       80503 PUD                                    388000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.75                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      180000                1200.00                    360                     358                  7.625                      0                      0                   0.375                      8 Crete                  IL                                       60417 Single Family                          180000                20060501                     75 No MI                                1.00E+17                    2.25               20110401                     13                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      140000                 889.58                    360                     360                   7.25                      0                      0                   0.375                  7.625 SAINT PAUL             MN                                       55117 2-4 Family                             140000                20060701                     80 No MI                                1.00E+17                    2.25               20110601                 12.625                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GII                      G03                                                      268050                1591.55                    360                     358                  6.875                      0                      0                    0.25                  7.125 Estero                 FL                                       33928 PUD                                    268050                20060501            79.98999786 No MI                                1.00E+17                    2.25               20110401                 12.125                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 AFL2
GIII                     G02                                                      233605                1314.03                    360                     358                    6.5                      0                      0                    0.25                   6.75 DELTONA                FL                                       32725 Single Family                          233605                20060501                     95 Mortgage Guaranty In                 1.00E+17                    2.25               20110401                  11.75                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G02                                                   143496.87                1105.39                    360                     357                  8.125                      0                      0                   0.375                    8.5 Phoenix                AZ                                       85008 Single Family                          143760                20060401                     80 No MI                                1.00E+17                   2.375               20080301                   13.5                      2                       1 First Lien                                    N                                            0 No_PP                                     360                      24 N                                    20360301 AFL2
GI                       G02                                                   169371.66                1244.46                    360                     358                  7.625                      0                      0                   0.375                      8 MESA                   AZ                                       85204 Single Family                          169600                20060501                     80 No MI                                1.00E+17                    2.25               20110401                     13                      2                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 AFL2
GIII                     G02                                                      302300                1605.97                    360                     358                  6.125                      0                      0                    0.25                  6.375 LAS VEGAS              NV                                       89139 PUD                                    302300                20060501            79.98999786 No MI                                1.00E+17                    2.25               20110401                 11.375                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G02                                                      158400                1039.50                    360                     358                    7.5                      0                      0                   0.375                  7.875 Elgin                  IL                                       60123 Condominium                            158400                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.875                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GIII                     G01                                                      288000                1410.00                    360                     359                  5.625                      0                      0                    0.25                  5.875 NAALEHU                HI                                       96772 Single Family                          288000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 10.875                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G02                                                    70983.01                 534.30                    360                     357                  7.875                      0                      0                   0.375                   8.25 Harvey                 IL                                       60426 Single Family                           71120                20060401                     80 No MI                                1.00E+17                    2.25               20110301                  13.25                      2                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G01                                                      148000                 925.00                    360                     358                   6.42                   0.83                      0                    0.25                    7.5 JACKSONVILLE           FL                                       32225 Condominium                            148000                20060501            89.43000031 Mortgage Guaranty In                 1.00E+17                    2.25               20110401                   12.5                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GII                      G02                                                      272800                1562.92                    360                     358                    6.5                      0                      0                   0.375                  6.875 LANCASTER              CA                                       93535 Single Family                          272800                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.875                   1.17                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G01                                                      192440                1222.80                    360                     359                  7.375                      0                      0                    0.25                  7.625 BRADENTON              FL                                       34202 Condominium                            192440                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.625                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G03                                                       99850                 613.66                    360                     358                      7                      0                      0                   0.375                  7.375 MIAMI                  FL                                       33179 Condominium                            100000                20060501            52.63000107 No MI                                1.00E+17                    2.25               20110401                 13.375                      2                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GIII                     G02                                                      346000                1874.17                    360                     359                   6.25                      0                      0                    0.25                    6.5 CAVE CREEK             AZ                                       85331 Single Family                          346000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   11.5                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GII                      G01                                                      399500                1914.27                    360                     356                  5.375                      0                      0                   0.375                   5.75 BOWIE                  MD                                       20721 PUD                                    399500                20060301                     85 Radian Guaranty        M10021250400024678                        2.25               20090201                  11.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      36 N                                    20360201 ALT1
GI                       G02                                                      138458                1006.72                    360                     356                    7.5                      0                      0                   0.375                  7.875 MOUNT JULIET           TN                                       37122 PUD                                    138844                20060301                     80 No MI                  M10021250400024720                        2.25               20110201                 12.875                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360201 ALT1
GI                       G03                                                      388000                2425.00                    360                     356                  7.125                      0                      0                   0.375                    7.5 SPRINGFIELD            VA                                       22150 Single Family                          388000                20060301                     80 No MI                  M10021250400024723                        2.25               20110201                   12.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360201 ALT1
GI                       G03                                                      194824                1197.36                    360                     356                      7                      0                      0                   0.375                  7.375 SAINT AUGUSTINE        FL                                       32092 PUD                                    194824                20060301                     75 No MI                  M10021250400024749                        2.25               20110201                 12.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360201 ALT1
GII                      G01                                                      171920                 859.60                    360                     356                  5.625                      0                      0                   0.375                      6 RICHMOND               VA                                       23231 Single Family                          171920                20060301                     80 No MI                  M10021250400024787                        2.25               20090201                     12                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      36 N                                    20360201 ALT1
GI                       G03                                                   126818.85                 889.40                    360                     356                  7.125                      0                      0                   0.375                    7.5 KNOXVILLE              TN                                       37919 Single Family                          127200                20060301                     80 No MI                  M10021250400024800                        2.25               20110201                   12.5                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360201 ALT1
GI                       G02                                                      168000                1172.50                    360                     358                      8                      0                      0                   0.375                  8.375 Fort Lauderdale        FL                                       33311 Single Family                          168000                20060501                     80 No MI                                                            2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GIII                     G02                                                      212210                1172.13                    360                     358                  6.375                      0                      0                    0.25                  6.625 LOS ANGELES            CA                                       90744 Single Family                          212410                20060501            49.40000153 No MI                                1.00E+17                    2.25               20110401                 11.625                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GII                      G03                                                      140200                 832.44                    360                     358                   6.75                      0                      0                   0.375                  7.125 Aurora                 CO                                       80013 Single Family                          140200                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.125                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G01                                                      330000                2062.50                    360                     358                   7.25                      0                      0                    0.25                    7.5 SOUTH JORDAN           UT                                       84095 Single Family                          330000                20060501            73.01000214 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GII                      G02                                                      241592                1358.96                    360                     356                  6.375                      0                      0                   0.375                   6.75 QUEEN CREEK            AZ                                       85242 PUD                                    241592                20060301                     80 No MI                                1.00E+17                    2.25               20110201                  11.75                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360201 AFL2
GIII                     G02                                                      165500                 879.22                    360                     358                  6.125                      0                      0                    0.25                  6.375 SANDY                  UT                                       84092 Single Family                          165500                20060501            76.98000336 No MI                                1.00E+17                    2.25               20110401                 11.375                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G01                                                      675000                4289.06                    360                     356                   7.25                      0                      0                   0.375                  7.625 PERRY HALL             MD                                       21128 PUD                                    675000                20060301                     75 No MI                                1.00E+17                    2.25               20110201                 12.625                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360201 AFL2
GI                       G02                                                      108000                 697.50                    360                     358                  7.375                      0                      0                   0.375                   7.75 FLOWER MOUND           TX                                       75028 Single Family                          108000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.75                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                      301360                1663.76                    360                     357                  6.375                      0                      0                    0.25                  6.625 Sanger                 CA                                       93657 Single Family                          301360                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 11.625                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360301 AFL2
GIII                     G02                                                      391346                2282.85                    360                     358                   6.75                      0                      0                    0.25                      7 PHOENIX                AZ                                       85310 PUD                                    391346                20060501                     80 No MI                                1.00E+17                    2.25               20110401                     12                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GII                      G01                                                      190032                1167.90                    360                     358                      7                      0                      0                   0.375                  7.375 NORTH RIDGEVILLE       OH                                       44039 PUD                                    190032                20060501                     80 No MI                                1.00E+17                    2.25               20090401                 13.375                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      36 N                                    20360401 AFL2
GIII                     G01                                                   151666.49                 863.04                    360                     358                   5.25                      0                      0                    0.25                    5.5 MESA                   AZ                                       85204 Single Family                          152000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   10.5                  1.875                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G02                                                   121261.97                 881.68                    360                     356                    7.5                      0                      0                   0.375                  7.875 LA VERGNE              TN                                       37086 Single Family                          121600                20060301                     80 No MI                  M10021250400024828                        2.25               20110201                 12.875                      2                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360201 ALT1
GI                       G02                                                   138404.34                 994.38                    360                     356                  7.375                      0                      0                   0.375                   7.75 ZION                   IL                                       60099 PUD                                    138800                20060301                     80 No MI                  M10021250400024849                        2.25               20110201                  12.75                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360201 ALT1
GI                       G02                                                       96000                 630.00                    360                     357                    7.5                      0                      0                   0.375                  7.875 JACKSONVILLE           FL                                       32246 Single Family                           96000                20060401                     75 No MI                  M10021250400024855                        2.25               20110301                 12.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 ALT1
GII                      G02                                                      192000                1120.00                    360                     356                  6.625                      0                      0                   0.375                      7 CAPITOL HEIGHTS        MD                                       20743 Townhouse                              192000                20060301                     80 No MI                  M10021250400024858                        2.25               20110201                     12                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360201 ALT1
GII                      G02                                                      207000                1164.38                    360                     356                  6.375                      0                      0                   0.375                   6.75 COMPTON                CA                                       90221 Single Family                          207000                20060301            54.75999832 No MI                  M10021250400024861                        2.25               20110201                  11.75                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360201 ALT1
GI                       G02                                                      116000                 785.42                    360                     357                   7.75                      0                      0                   0.375                  8.125 NORCROSS               GA                                       30093 Single Family                          116000                20060401                     80 No MI                  M10021250400024932                        2.25               20110301                 13.125                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 ALT1
GI                       G02                                                      191250                1235.16                    360                     356                  7.375                      0                      0                   0.375                   7.75 DAVIE                  FL                                       33325 PUD                                    191250                20060301                     75 No MI                  M10021250400024949                        2.25               20110201                  12.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360201 ALT1
GI                       G01                                                      460000                2970.83                    360                     360                  7.375                      0                      0                   0.375                   7.75 ANAHEIM                CA                                       92806 Single Family                          460000                20060701                     80 No MI                                1.00E+17                    2.25               20110601                  12.75                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GI                       G03                                                   103688.37                 727.18                    360                     356                  7.125                      0                      0                   0.375                    7.5 HAMPTON                VA                                       23605 Single Family                          104000                20060301                     80 No MI                  M10021250400024951                        2.25               20110201                   12.5                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360201 ALT1
GII                      G02                                                   188309.61                1224.55                    360                     357                  6.375                      0                      0                   0.375                   6.75 Sevierville            TN                                       37864 Single Family                          188800                20060401                     80 No MI                  M10021250400024961                        2.25               20110301                  11.75                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360301 ALT1
GI                       G02                                                   293812.83                1897.54                    360                     357                  7.375                      0                      0                   0.375                   7.75 MANASSAS               VA                                       20110 PUD                                    296000                20060401                     80 No MI                  M10021250400024988                        2.25               20110301                  12.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 ALT1
GII                      G02                                                      274168                1513.64                    360                     358                   6.25                      0                      0                   0.375                  6.625 ANTHEM                 AZ                                       85086 PUD                                    274168                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.625                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G03                                                      476000                2975.00                    360                     356                  7.125                      0                      0                   0.375                    7.5 Cary                   NC                                       27519 PUD                                    476000                20060301                     80 No MI                                1.00E+17                    2.25               20110201                   13.5                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360201 AFL2
GI                       G02                                                      364792                2355.95                    360                     357                  7.375                      0                      0                   0.375                   7.75 Las Vegas              NV                                       89135 PUD                                    364792                20060401                     80 No MI                                1.00E+17                    2.25               20110301                  12.75                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GI                       G02                                                      351760                2381.71                    360                     358                   7.75                      0                      0                   0.375                  8.125 LINCOLN                CA                                       95648 PUD                                    351760                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.125                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      216000                1395.00                    360                     357                  7.375                      0                      0                   0.375                   7.75 Calhoun                GA                                       30701 Single Family                          216000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                  12.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G02                                                      114532                 775.48                    360                     358                   7.75                      0                      0                   0.375                  8.125 OCALA                  FL                                       34474 PUD                                    114532                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.125                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      344904                2299.36                    360                     358                  7.625                      0                      0                   0.375                      8 GLENDALE               AZ                                       85310 PUD                                    344904                20060501                     80 No MI                                1.00E+17                    2.25               20110401                     13                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G03                                                   621421.94                3560.23                    360                     356                    6.5                      0                      0                   0.375                  6.875 ASHBURN                VA                                       20147 PUD                                    621600                20060301                     80 No MI                                1.00E+17                    2.25               20110201                 11.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360201 AFL2
GII                      G03                                                      164600                 857.29                    360                     358                  5.875                      0                      0                   0.375                   6.25 YPSILANTI              MI                                       48197 Single Family                          164600                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  11.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G03                                                      304000                1836.67                    360                     356                  6.875                      0                      0                   0.375                   7.25 STAFFORD               VA                                       22554 Single Family                          304000                20060301                     80 No MI                  M10021250400025047                        2.25               20110201                  12.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360201 ALT1
GII                      G03                                                   674999.98                4078.12                    360                     356                  6.875                      0                      0                   0.375                   7.25 SILVER SPRING          MD                                       20905 Single Family                          675000                20060301                     75 No MI                  M10021250400025090                        2.25               20110201                  12.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360201 ALT1
GI                       G02                                                   116237.93                 844.56                    360                     357                    7.5                      0                      0                   0.375                  7.875 CLARKSVILLE            TN                                       37040 Single Family                          116480                20060401                     80 No MI                  M10021250400025204                        2.25               20110301                 12.875                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360301 ALT1
GI                       G02                                                     62915.1                 462.28                    360                     358                   7.75                      0                      0                    0.25                      8 Sunrise                FL                                       33322 Condominium                             63000                20060501                     90 PMI                                  1.00E+17                    2.25               20110401                     13                  1.875                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                   123587.55                 918.84                    360                     358                   7.75                      0                      0                   0.375                  8.125 Collingdale            PA                                       19023 2-4 Family                             123750                20060501                     75 No MI                                1.00E+17                    2.25               20110401                 13.125                      2                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G03                                                      177520                1091.01                    360                     358                      7                      0                      0                   0.375                  7.375 Ridgecrest             CA                                       93555 Single Family                          177520                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G03                                                      114192                 713.70                    360                     358                  7.125                      0                      0                   0.375                    7.5 LITHIA SPRINGS         GA                                       30132 Single Family                          114192                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G03                                                      211140                1319.63                    360                     358                  7.125                      0                      0                   0.375                    7.5 Henderson              NV                                       89015 PUD                                    211140                20060501                     80 No MI                                                            2.25               20110401                   12.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                      291480                1639.58                    360                     357                  6.375                      0                      0                   0.375                   6.75 Jacksonville           FL                                       32224 PUD                                    291480                20060401                     80 No MI                                                            2.75               20110301                  12.75                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GII                      G02                                                      348000                1993.75                    360                     357                    6.5                      0                      0                   0.375                  6.875 Marietta               GA                                       30068 PUD                                    348000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 11.875                  2.375                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GII                      G02                                                      308254                1766.04                    360                     357                    6.5                      0                      0                   0.375                  6.875 Orange Park            FL                                       32003 PUD                                    308536                20060401                     80 No MI                                1.00E+17                    2.75               20110301                 12.875                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GI                       G01                                                      591120                4125.52                    360                     358                      8                      0                      0                   0.375                  8.375 Patterson              CA                                       95363 PUD                                    591120                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                  2.375                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                      224578                1263.25                    360                     357                  6.375                      0                      0                   0.375                   6.75 PEORIA                 AZ                                       85383 PUD                                    224578                20060401                     80 No MI                                1.00E+17                    2.25               20110301                  11.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GII                      G02                                                      339700                1946.20                    360                     356                    6.5                      0                      0                   0.375                  6.875 Paterson               NJ                                        7504 2-4 Family                             340000                20060301                     80 No MI                                1.00E+17                    2.25               20110201                 11.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360201 AFL2
GII                      G03                                                      461300                2594.81                    360                     360                  6.375                      0                      0                   0.375                   6.75 Atascadero             CA                                       93422 Single Family                          461300                20060701            74.40000153 No MI                                1.00E+17                    2.25               20110601                  11.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GI                       G01                                                      161550                 942.38                    360                     360                  6.625                      0                      0                   0.375                      7 Sunrise                FL                                       33325 Condominium                            161550                20060701                     75 No MI                                1.00E+17                    2.25               20110601                     12                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360601 AFL2
GII                      G02                                                      139200                 812.00                    360                     359                  6.625                      0                      0                   0.375                      7 RICHMOND               VA                                       23229 Single Family                          139200                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     13                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G03                                                      460350                2781.28                    360                     359                  6.875                      0                      0                   0.375                   7.25 DUMFRIES               VA                                       22026 PUD                                    460350                20060601            79.98999786 No MI                                1.00E+17                    2.25               20110501                  12.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G02                                                      256000                1386.67                    360                     359                  6.125                      0                      0                   0.375                    6.5 SILVER SPRING          MD                                       20906 Single Family                          256000                20060601            56.88999939 No MI                                1.00E+17                    2.25               20110501                   11.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G03                                                      440000                2704.17                    360                     359                      7                      0                      0                   0.375                  7.375 PLACENTIA              CA                                       92870 Single Family                          440000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G03                                                   1998439.8               13643.53                    360                     359                  6.875                      0                      0                   0.375                   7.25 Pacific Palisades      CA                                       90272 Single Family                         2000000                20060601            47.61999893 No MI                                1.00E+17                    2.25               20110501                  13.25                  1.875                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      206100                1331.06                    360                     358                  7.375                      0                      0                   0.375                   7.75 Tamarac                FL                                       33321 PUD                                    206100                20060501            79.98999786 No MI                                1.00E+17                    2.75               20110401                  13.75                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                      203000                1184.17                    360                     358                  6.625                      0                      0                   0.375                      7 NORTH HIGHLANDS        CA                                       95660 Single Family                          203000                20060501                     70 No MI                                1.00E+17                    2.25               20110401                     12                  2.375                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GIII                     G02                                                      201600                1302.00                    360                     358                    7.5                      0                      0                    0.25                   7.75 MIAMI                  FL                                       33125 Condominium                            201600                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.75                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 ADN1
GIII                     G02                                                      191120                1154.68                    360                     359                      7                      0                      0                    0.25                   7.25 PEMBROKE PINES         FL                                       33025 Condominium                            191120                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.25                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G01                                                      503500                3409.11                    360                     358                   7.75                      0                      0                   0.375                  8.125 SEVERNA PARK           MD                                       21146 Single Family                          503500                20060501            79.98999786 No MI                                1.00E+17                    2.25               20110401                 13.125                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GIII                     G02                                                      200000                1145.83                    360                     359                  6.625                      0                      0                    0.25                  6.875 MOUNT DORA             FL                                       32757 PUD                                    200000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.875                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GIII                     G03                                                   111947.75                 662.89                    360                     359                  5.625                      0                      0                    0.25                  5.875 FEDERAL WAY            WA                                       98023 Condominium                            112062                20060601                     76 No MI                                1.00E+17                    2.25               20110501                 10.875                      2                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360501 ADN1
GII                      G03                                                      226200                1178.12                    360                     358                  5.875                      0                      0                   0.375                   6.25 Colton                 CA                                       92324 Single Family                          226200                20060501                     65 No MI                                1.00E+17                    2.25               20110401                  12.25                      2                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                      174400                 926.50                    360                     357                      6                      0                      0                   0.375                  6.375 ATLANTA                GA                                       30349 PUD                                    174400                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 11.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G03                                                      112000                 700.00                    360                     357                  7.125                      0                      0                   0.375                    7.5 MCDONOUGH              GA                                       30252 Single Family                          112000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                   12.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G03                                                   125991.15                 774.32                    360                     357                      7                      0                      0                   0.375                  7.375 LAWRENCEVILLE          GA                                       30044 Condominium                            126293                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 12.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GII                      G02                                                   126506.34                 791.69                    360                     357                      6                      0                      0                   0.375                  6.375 NORCROSS               GA                                       30093 PUD                                    126900                20060401            79.98999786 No MI                                1.00E+17                    2.25               20110301                 11.375                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360301 AFL2
GII                      G02                                                      204000                1168.75                    360                     357                    6.5                      0                      0                   0.375                  6.875 Oxon Hill              MD                                       20745 Single Family                          204000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 11.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G02                                                      228750                1620.31                    360                     359                  8.125                      0                      0                   0.375                    8.5 Las Vegas              NV                                       89141 PUD                                    228750                20060601                     75 No MI                                1.00E+17                    2.25               20110501                   13.5                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      314250                1996.80                    360                     358                   7.25                      0                      0                   0.375                  7.625 Seattle                WA                                       98103 Single Family                          314250                20060501                     75 No MI                                1.00E+17                    2.25               20110401                 12.625                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                   416431.96                2255.67                    360                     356                  6.125                      0                      0                   0.375                    6.5 Marietta               GA                                       30064 PUD                                    416500                20060301                     80 No MI                                1.00E+17                    2.25               20110201                   11.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360201 AFL2
GI                       G01                                                   253889.94                1821.48                    360                     358                   7.11                   0.39                      0                    0.25                   7.75 FRENCHTOWN             MT                                       59834 Single Family                          254250                20060501                     90 Republic MIC                         1.00E+17                    2.75               20110401                  12.75                  1.875                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 ADN1
GII                      G02                                                      397000                2109.06                    360                     359                      6                      0                      0                   0.375                  6.375 Herndon                VA                                       20170 Single Family                          397000                20060601            63.22000122 No MI                                1.00E+17                    2.25               20110501                 11.375                   2.11                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G03                                                       90000                 553.13                    360                     360                      7                      0                      0                   0.375                  7.375 Las Vegas              NV                                       89108 Condominium                             90000                20060701                     75 No MI                                1.00E+17                    2.25               20110601                 12.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GII                      G03                                                      159500                 963.65                    360                     359                  6.875                      0                      0                   0.375                   7.25 LAS VEGAS              NV                                       89110 Single Family                          159500                20060601            61.34999847 No MI                                1.00E+17                    2.25               20110501                  12.25                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G02                                                    73439.75                 489.00                    360                     359                  6.625                      0                      0                   0.375                      7 The Colony             TX                                       75056 Single Family                           73500                20060601                     70 No MI                                                            2.25               20110501                     12                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 WALN
GI                       G02                                                      122500                 854.95                    360                     358                      8                      0                      0                   0.375                  8.375 AVON                   IN                                       46123 Single Family                          122500                20060501            89.98000336 Republic MIC                         1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                      176637                1011.99                    360                     360                    6.5                      0                      0                   0.375                  6.875 CUMMING                GA                                       30040 PUD                                    176637                20060701                     80 No MI                                1.00E+17                    2.25               20110601                 11.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GI                       G02                                                      266250                1913.67                    360                     359                   8.25                      0                      0                   0.375                  8.625 N Las Vegas            NV                                       89086 PUD                                    266250                20060601                     75 No MI                                1.00E+17                    2.25               20110501                 13.625                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GIII                     G02                                                      284000                1538.33                    360                     359                   6.25                      0                      0                    0.25                    6.5 ASHEVILLE              NC                                       28801 Single Family                          284000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   11.5                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GII                      G02                                                      286300                1670.09                    360                     360                  6.625                      0                      0                   0.375                      7 Peoria                 AZ                                       85383 Single Family                          286300                20060701                     80 No MI                                1.00E+17                    2.25               20110601                     12                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GII                      G02                                                      249000                1426.56                    360                     358                    6.5                      0                      0                   0.375                  6.875 PEMBROKE PNES          FL                                       33028 PUD                                    249000                20060501            79.94000244 No MI                                1.00E+17                    2.25               20110401                 11.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 WALN
GI                       G01                                                       68000                 425.00                    360                     358                   7.25                      0                      0                    0.25                    7.5 COLUMBUS               OH                                       43224 Single Family                           68000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G01                                                      256000                1280.00                    360                     358                   5.75                      0                      0                    0.25                      6 BATON ROUGE            LA                                       70809 PUD                                    256000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                     11                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 ADN1
GI                       G02                                                      136000                 949.17                    360                     358                      8                      0                      0                   0.375                  8.375 Sierra Vista           AZ                                       85635 Single Family                          136000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 WALN
GIII                     G03                                                       94320                 451.95                    360                     358                    5.5                      0                      0                    0.25                   5.75 LOUISVILLE             KY                                       40228 Condominium                             94320                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  10.75                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G01                                                   195397.57                1159.41                    360                     357                  5.625                      0                      0                    0.25                  5.875 MONTGOMERY             IL                                       60538 Single Family                          196000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 10.875                      2                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360301 ADN1
GII                      G03                                                      212700                1262.91                    360                     360                   6.75                      0                      0                   0.375                  7.125 BEND                   OR                                       97702 Single Family                          212700                20060701            79.98999786 No MI                                1.00E+17                    2.25               20110601                 12.125                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GIII                     G01                                                      371600                1858.00                    360                     359                   5.75                      0                      0                    0.25                      6 BUFFALO GROVE          IL                                       60089 Single Family                          371600                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     11                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G02                                                   244906.08                1658.22                    360                     356                   7.75                      0                      0                   0.375                  8.125 Bullhead City          AZ                                       86442 Single Family                          245000                20060301            81.94000244 PMI                                  1.00E+17                    2.25               20110201                 13.125                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360201 AFL2
GI                       G02                                                   149999.12                 953.12                    360                     357                   7.25                      0                      0                   0.375                  7.625 Linden                 VA                                       22642 Single Family                          150000                20060401            73.16999817 No MI                                1.00E+17                    2.25               20110301                 12.625                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G02                                                      143200                 999.42                    360                     358                      8                      0                      0                   0.375                  8.375 Sierra Vista           AZ                                       85635 Single Family                          143200                20060501            68.19000244 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 WALN
GI                       G02                                                      307500                2210.16                    360                     359                   8.25                      0                      0                   0.375                  8.625 N Las Vegas            NV                                       89084 PUD                                    307500                20060601                     75 No MI                                1.00E+17                    2.25               20110501                 13.625                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GIII                     G01                                                      126952                 661.21                    360                     358                      6                      0                      0                    0.25                   6.25 LAS VEGAS              NV                                       89117 Condominium                            126952                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  11.25                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G03                                                   263804.07                1845.93                    360                     359                  7.125                      0                      0                   0.375                    7.5 MANASSAS               VA                                       20110 Condominium                            264000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   12.5                      2                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G03                                                      270724                1607.42                    360                     358                   6.75                      0                      0                   0.375                  7.125 Maricopa               AZ                                       85239 PUD                                    270724                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.125                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                      122333                 662.64                    360                     357                  6.125                      0                      0                   0.375                    6.5 Summerville            SC                                       29485 PUD                                    122333                20060401                     80 No MI                                1.00E+17                    2.25               20110301                   12.5                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GIII                     G02                                                      109920                 629.75                    360                     357                  6.625                      0                      0                    0.25                  6.875 RENO                   NV                                       89502 Condominium                            109920                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 11.875                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360301 ADN1
GIII                     G02                                                      209600                1135.33                    360                     358                   6.25                      0                      0                    0.25                    6.5 FT LAUDERDALE          FL                                       33311 Single Family                          209600                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   11.5                      2                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 ADN1
GIII                     G01                                                      290000                1268.75                    360                     358                      5                      0                      0                    0.25                   5.25 BROOKINGS              OR                                       97415 Single Family                          290000                20060501            65.16999817 No MI                                1.00E+17                    2.25               20110401                  10.25                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G02                                                      237200                1581.33                    360                     359                  7.625                      0                      0                   0.375                      8 Bridgeport             CT                                        6604 2-4 Family                             237200                20060601            75.30000305 No MI                                1.00E+17                    2.25               20110501                     13                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      100400                 700.71                    360                     358                      8                      0                      0                   0.375                  8.375 FINDLAY                OH                                       45840 2-4 Family                             100400                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                   138558.41                1006.03                    360                     358                    7.5                      0                      0                   0.375                  7.875 Elgin                  IL                                       60120 Single Family                          138750                20060501                     75 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GIII                     G01                                                      108000                 540.00                    360                     358                   5.75                      0                      0                    0.25                      6 AMELIA                 OH                                       45102 PUD                                    108000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                     11                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G02                                                      401600                2677.33                    360                     359                  7.625                      0                      0                   0.375                      8 Newark                 NJ                                        7114 2-4 Family                             401600                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     13                      2                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 AFL2
GIII                     G01                                                    84759.19                 475.70                    360                     358                  5.125                      0                      0                    0.25                  5.375 CYNTHIANA              KY                                       41031 Single Family                           84950                20060501            76.52999878 No MI                                1.00E+17                    2.25               20110401                 11.375                  1.875                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 ADN1
GII                      G03                                                      282399                1706.16                    360                     355                  6.875                      0                      0                   0.375                   7.25 DENVER                 CO                                       80210 PUD                                    282399                20060201            72.41000366 No MI                                1.00E+17                    2.25               20110101                  13.25                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360101 AFL2
GI                       G02                                                   169483.28                1229.72                    360                     359                    7.5                      0                      0                   0.375                  7.875 Weare                  NH                                        3281 Condominium                            169600                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.875                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 WALN
GII                      G02                                                      211245                1210.26                    360                     358                    6.5                      0                      0                   0.375                  6.875 Las Vegas              NV                                       89130 PUD                                    211245                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                      263680                1510.67                    360                     357                    6.5                      0                      0                   0.375                  6.875 Waldorf                MD                                       20601 Single Family                          263680                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 11.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G01                                                      307619                1922.62                    360                     359                   7.25                      0                      0                    0.25                    7.5 SACRAMENTO             CA                                       95835 PUD                                    307619                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   12.5                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G02                                                      132000                 866.25                    360                     357                    7.5                      0                      0                   0.375                  7.875 Cudahy                 WI                                       53110 Single Family                          132000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 12.875                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GIII                     G02                                                      125650                 732.96                    360                     358                   6.75                      0                      0                    0.25                      7 SCOTTSDALE             AZ                                       85260 Condominium                            125650                20060501            89.98000336 United Guaranty                      1.00E+17                    2.25               20110401                     12                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G02                                                      121192                 798.17                    360                     357                  6.135                   0.49                      0                    0.25                  6.875 NASHVILLE              TN                                       37206 Single Family                          121500                20060401                     90 Republic MIC                         1.00E+17                   2.875               20110301                 12.875                      2                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360301 ADN1
GII                      G02                                                   168268.99                 928.98                    360                     356                   6.25                      0                      0                   0.375                  6.625 Rosemount              MN                                       55068 Condominium                            168272                20060301                     80 No MI                                1.00E+17                    2.25               20110201                 12.625                  2.135                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360201 AFL2
GIII                     G02                                                   140405.83                1006.60                    360                     359                    7.5                      0                      0                    0.25                   7.75 LAWRENCEVILLE          GA                                       30044 Single Family                          140505                20060601                     95 Radian Guaranty                      1.00E+17                    2.25               20110501                  12.75                  1.875                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 ADN1
GII                      G03                                                      272000                1615.00                    360                     359                   6.75                      0                      0                   0.375                  7.125 Passaic                NJ                                        7055 Single Family                          272000                20060601                     80 No MI                                                            2.25               20110501                 12.125                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GIII                     G02                                                      344000                1863.33                    360                     359                   6.25                      0                      0                    0.25                    6.5 CHICAGO                IL                                       60613 Condominium                            344000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   11.5                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G03                                                      124792                 766.95                    360                     359                      7                      0                      0                   0.375                  7.375 CHITTENANGO            NY                                       13037 Single Family                          124792                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.375                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G03                                                      260000                1354.17                    360                     358                  5.875                      0                      0                   0.375                   6.25 Phoenix                AZ                                       85006 Single Family                          260000                20060501            69.33000183 No MI                                1.00E+17                    2.25               20110401                  11.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 WALN
GII                      G01                                                      235904                1400.68                    360                     359                   6.75                      0                      0                   0.375                  7.125 Woodbridge             VA                                       22193 Townhouse                              235904                20060601                     80 No MI                                1.00E+17                    2.25               20090501                 13.125                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      36 N                                    20360501 WALN
GIII                     G01                                                      315000                1575.00                    360                     358                   5.26                   0.49                      0                    0.25                      6 FONTANA                CA                                       92337 Single Family                          315000                20060501            85.13999939 Republic MIC                         1.00E+17                   2.875               20110401                     11                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G02                                                      234000                1365.00                    360                     359                   6.26                   0.49                      0                    0.25                      7 WETUMPKA               AL                                       36093 Single Family                          234000                20060601                     90 Republic MIC                         1.00E+17                   2.875               20110501                     12                  2.135                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G02                                                      168000                1172.50                    360                     358                      8                      0                      0                   0.375                  8.375 ROCKFORD               IL                                       61107 Single Family                          168000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                  2.135                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GIII                     G02                                                      131920                 810.76                    360                     359                  7.125                      0                      0                    0.25                  7.375 CEDAR CITY             UT                                       84720 Single Family                          131920                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.375                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G02                                                      185317                1216.14                    360                     357                    7.5                      0                      0                   0.375                  7.875 Cottage Grove          MN                                       55016 Single Family                          185317                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 12.875                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G02                                                       77360                 539.91                    360                     358                      8                      0                      0                   0.375                  8.375 NEW ALBANY             IN                                       47150 Single Family                           77360                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G03                                                     1000000                5937.50                    360                     358                   6.75                      0                      0                   0.375                  7.125 Eastpoint              FL                                       32328 Single Family                         1000000                20060501                   62.5 No MI                                1.00E+17                    2.25               20110401                 12.125                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GIII                     G02                                                   238799.96                1370.42                    360                     359                  6.625                      0                      0                    0.25                  6.875 KAPAA                  HI                                       96746 Condominium                            239200                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.875                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G02                                                      125600                 836.29                    360                     359                  7.615                      0                      0                   0.375                   7.99 Colorado Springs       CO                                       80909 Single Family                          125600                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.99                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G02                                                   343118.05                2259.77                    360                     357                    6.5                      0                      0                   0.375                  6.875 Elk Grove              CA                                       95758 Single Family                          343990                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 11.875                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360301 AFL2
GIII                     G02                                                   130956.31                 818.52                    360                     358                  6.125                      0                      0                    0.25                  6.375 ELMORE                 AL                                       36025 Single Family                          131200                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.375                  1.875                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 ADN1
GIII                     G02                                                      108488                 598.94                    360                     358                  6.375                      0                      0                    0.25                  6.625 CANTON                 GA                                       30114 PUD                                    108488                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.625                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GII                      G02                                                      345200                1833.88                    360                     360                      6                      0                      0                   0.375                  6.375 Mount Pleasant         SC                                       29464 Single Family                          345200                20060701                     80 No MI                                1.00E+17                    2.25               20110601                 11.375                      2                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360601 AFL2
GI                       G02                                                      328000                2186.67                    360                     358                  7.625                      0                      0                   0.375                      8 Elk Grove              CA                                       95758 Single Family                          328000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                     13                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GIII                     G02                                                   335703.55                2151.45                    360                     359                  6.375                      0                      0                    0.25                  6.625 HACKENSACK             NJ                                        7601 Single Family                          336000                20060601                     80 No MI                                1.00E+17                    2.75               20110501                 11.625                  1.875                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G01                                                      276000                1380.00                    360                     358                   5.75                      0                      0                    0.25                      6 HAILEY                 ID                                       83333 Single Family                          276000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                     11                    2.5                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GII                      G02                                                      252000                1443.75                    360                     358                    6.5                      0                      0                   0.375                  6.875 Des Moines             IA                                       50312 Single Family                          252000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.875                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G03                                                      213600                1290.50                    360                     357                  6.875                      0                      0                   0.375                   7.25 North Las Vegas        NV                                       89031 PUD                                    213600                20060401                     80 No MI                                1.00E+17                    2.25               20110301                  12.25                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GI                       G02                                                      285000                1929.69                    360                     357                   7.75                      0                      0                   0.375                  8.125 GLENDALE               AZ                                       85305 Single Family                          285000                20060401                     75 No MI                                1.00E+17                    2.25               20110301                 13.125                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GIII                     G01                                                   143385.03                 752.74                    360                     355                    4.5                      0                      0                    0.25                   4.75 WESTERVILLE            OH                                       43081 PUD                                    144300                20060201                     80 No MI                                1.00E+17                    2.25               20110101                   9.75                  1.875                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360101 ADN1
GI                       G01                                                      904450                6123.88                    360                     358                   7.75                      0                      0                   0.375                  8.125 Riverside              CA                                       92506 Single Family                          904450                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.125                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                      168000                 980.00                    360                     358                  6.625                      0                      0                   0.375                      7 California City        CA                                       93505 Single Family                          168000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                     12                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      142200                1007.25                    360                     359                  8.125                      0                      0                   0.375                    8.5 Deland                 FL                                       32724 Single Family                          142200                20060601            74.98999786 No MI                                1.00E+17                    2.25               20110501                   13.5                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G02                                                      179250                 970.94                    360                     358                  6.125                      0                      0                   0.375                    6.5 Las Vegas              NV                                       89123 Condominium                            179250                20060501            79.98999786 No MI                                1.00E+17                    2.25               20110401                   11.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G03                                                      248000                1472.50                    360                     360                   6.75                      0                      0                   0.375                  7.125 WALDORF                MD                                       20603 PUD                                    248000                20060701                     80 No MI                                1.00E+17                    2.25               20110601                 12.125                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GI                       G03                                                      230500                1416.61                    360                     358                      7                      0                      0                   0.375                  7.375 Auburn                 GA                                       30011 PUD                                    230700                20060501            77.55999756 No MI                                1.00E+17                    2.25               20110401                 12.375                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      124125                 788.71                    360                     358                   7.25                      0                      0                   0.375                  7.625 Tacoma                 WA                                       98444 Single Family                          124125                20060501                     75 No MI                                1.00E+17                    2.25               20110401                 12.625                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      116240                 823.37                    360                     360                  8.125                      0                      0                   0.375                    8.5 MOUNT WASHINGTON       KY                                       40047 Single Family                          116240                20060701                     80 No MI                                1.00E+17                    2.25               20110601                   13.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GI                       G02                                                       80000                 580.06                    360                     360                    7.5                      0                      0                   0.375                  7.875 SAN ANTONIO            TX                                       78201 2-4 Family                              80000                20060701                     80 No MI                                1.00E+17                    2.25               20110601                 12.875                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360601 AFL2
GI                       G01                                                      624800                4165.33                    360                     360                  7.625                      0                      0                   0.375                      8 LAS VEGAS              NV                                       89128 Single Family                          624800                20060701                     80 No MI                                1.00E+17                    2.25               20110601                     13                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GI                       G02                                                      280750                1842.42                    360                     359                    7.5                      0                      0                   0.375                  7.875 CULPEPER               VA                                       22701 Single Family                          280750                20060601            79.98999786 No MI                                1.00E+17                    2.25               20110501                 12.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G01                                                   472229.33                3295.77                    360                     358                      8                      0                      0                   0.375                  8.375 Beltsville             MD                                       20705 PUD                                    472230                20060501                     75 No MI                                1.00E+17                    2.25               20110401                 14.375                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      124000                 878.33                    360                     360                  8.125                      0                      0                   0.375                    8.5 TAMPA                  FL                                       33612 Single Family                          124000                20060701                     80 No MI                                1.00E+17                    2.25               20110601                   13.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GII                      G03                                                      300000                1812.50                    360                     357                  6.875                      0                      0                   0.375                   7.25 Dumfries               VA                                       22026 PUD                                    300000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                  12.25                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GI                       G02                                                      299600                2090.96                    360                     358                      8                      0                      0                   0.375                  8.375 Washington             DC                                       20032 2-4 Family                             299600                20060501                     70 No MI                                1.00E+17                    2.25               20110401                 14.375                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G03                                                   358533.71                2485.88                    360                     355                      7                      0                      0                   0.375                  7.375 ROCKVILLE              MD                                       20852 Condominium                            359920                20060201                     80 No MI                                1.00E+17                    2.25               20110101                 12.375                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360101 AFL2
GI                       G02                                                      412500                2878.91                    360                     358                      8                      0                      0                   0.375                  8.375 Ashton                 MD                                       20861 Single Family                          412500                20060501                     75 No MI                                1.00E+17                    2.25               20110401                 14.375                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      101600                 698.50                    360                     358                  7.875                      0                      0                   0.375                   8.25 Plano                  TX                                       75023 Single Family                          101600                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  13.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      352000                2273.33                    360                     360                  7.375                      0                      0                   0.375                   7.75 AURORA                 CO                                       80013 PUD                                    352000                20060701                     80 No MI                                1.00E+17                    2.25               20110601                  12.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GII                      G03                                                      123900                 748.56                    360                     360                  6.875                      0                      0                   0.375                   7.25 LOUISVILLE             KY                                       40206 2-4 Family                             123900                20060701            77.91999817 No MI                                1.00E+17                    2.25               20110601                  12.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GII                      G03                                                      265000                1601.04                    360                     359                  6.875                      0                      0                   0.375                   7.25 FT WASHINGTON          MD                                       20744 PUD                                    265000                20060601            43.09000015 No MI                                1.00E+17                    2.25               20110501                  12.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G02                                                     77999.2                 438.75                    360                     359                  6.375                      0                      0                   0.375                   6.75 Littleton              CO                                       80123 Condominium                             78000                20060601                     75 No MI                                1.00E+17                    2.25               20110501                  11.75                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G03                                                      384000                2360.00                    360                     359                      7                      0                      0                   0.375                  7.375 SANTA ROSA             CA                                       95403 Single Family                          384000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      107520                 683.20                    360                     355                   7.25                      0                      0                   0.375                  7.625 Aurora                 CO                                       80014 Single Family                          107520                20060201                     80 No MI                                                            2.25               20110101                 12.625                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360101 AFL2
GI                       G02                                                   222513.91                1598.67                    360                     356                  7.375                      0                      0                   0.375                   7.75 San Jose               CA                                       95132 Condominium                            223150                20060301            79.98000336 No MI                                1.00E+17                    2.25               20110201                  12.75                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360201 AFL2
GI                       G03                                                      156000                 958.75                    360                     357                      7                      0                      0                   0.375                  7.375 Lake Worth             FL                                       33461 Single Family                          156000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 12.375                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360301 AFL2
GI                       G02                                                      236000                1647.08                    360                     358                      8                      0                      0                   0.375                  8.375 PEORIA                 AZ                                       85345 Single Family                          236000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G03                                                      132864                 802.72                    360                     360                  6.875                      0                      0                   0.375                   7.25 GRAND PRAIRIE          TX                                       75054 PUD                                    132864                20060701                     80 No MI                                1.00E+17                    2.25               20110601                  12.25                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GII                      G03                                                   203519.67                1391.64                    360                     357                  6.875                      0                      0                   0.375                   7.25 Casselberry            FL                                       32707 Single Family                          204000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                  12.25                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360301 AFL2
GII                      G02                                                   171293.22                1086.66                    360                     356                  6.125                      0                      0                   0.375                    6.5 Souderton              PA                                       18964 Single Family                          171920                20060301                     80 No MI                                1.00E+17                    2.25               20110201                   11.5                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360201 AFL2
GI                       G01                                                      540000                3543.75                    360                     358                    7.5                      0                      0                   0.375                  7.875 West New York          NJ                                        7093 2-4 Family                             540000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G01                                                     1057950                7493.82                    360                     359                  8.125                      0                      0                   0.375                    8.5 Myrtle Beach           SC                                       29572 Single Family                         1057950                20060601                     75 No MI                                1.00E+17                    2.25               20110501                   13.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 WALN
GII                      G01                                                   171851.02                1144.27                    360                     354                  6.625                      0                      0                   0.375                      7 Orlando                FL                                       32835 Condominium                            171992                20060101                     80 No MI                                1.00E+17                    2.25               20081201                     13                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      36 N                                    20351201 AFL2
GI                       G02                                                      159000                1026.87                    360                     359                  7.375                      0                      0                   0.375                   7.75 Commerce City          CO                                       80022 Single Family                          159000                20060601                     75 No MI                                1.00E+17                    2.25               20110501                  12.75                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G02                                                      353600                2025.83                    360                     356                    6.5                      0                      0                   0.375                  6.875 La Puente              CA                                       91744 Single Family                          353600                20060301                     80 No MI                                                            2.25               20110201                 11.875                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360201 AFL2
GII                      G02                                                      246320                1411.21                    360                     359                    6.5                      0                      0                   0.375                  6.875 Glendale               AZ                                       85306 Single Family                          246320                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 WALN
GII                      G02                                                      184000                1054.17                    360                     359                    6.5                      0                      0                   0.375                  6.875 Redlands               CA                                       92373 Condominium                            184000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 WALN
GII                      G02                                                      385243                2126.86                    360                     358                   6.25                      0                      0                   0.375                  6.625 Lake Elsinore          CA                                       92532 PUD                                    385243                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.625                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                      224000                1283.33                    360                     358                    6.5                      0                      0                   0.375                  6.875 Turlock                CA                                       95382 Single Family                          224000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G01                                                      120000                 725.00                    360                     359                  6.875                      0                      0                   0.375                   7.25 Leander                TX                                       78641 PUD                                    120000                20060601                     80 No MI                                1.00E+17                    2.75               20110501                  13.25                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G01                                                      127076                 767.75                    360                     359                  6.875                      0                      0                   0.375                   7.25 Round Rock             TX                                       78664 PUD                                    127076                20060601                     80 No MI                                1.00E+17                    2.75               20110501                  13.25                  2.375                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G02                                                      391992                2123.29                    360                     358                  6.125                      0                      0                   0.375                    6.5 Lake Elsinore          CA                                       92532 PUD                                    391992                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                  2.375                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                       94400                 658.83                    360                     359                      8                      0                      0                   0.375                  8.375 Hanahan                SC                                       29406 2-4 Family                              94400                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.375                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      153750                1073.05                    360                     359                      8                      0                      0                   0.375                  8.375 Phoenix                AZ                                       85004 2-4 Family                             153750                20060601                     75 No MI                                1.00E+17                    2.25               20110501                 13.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G02                                                      156000                 877.50                    360                     356                  6.375                      0                      0                   0.375                   6.75 Chico                  CA                                       95973 Condominium                            156000                20060301                     80 No MI                                1.00E+17                    2.25               20110201                  11.75                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360201 AFL2
GI                       G02                                                      111600                 709.13                    360                     359                   7.25                      0                      0                   0.375                  7.625 DEER PARK              TX                                       77536 Single Family                          111600                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.625                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G02                                                      416000                2383.33                    360                     357                    6.5                      0                      0                   0.375                  6.875 EDGEWATER              MD                                       21037 Single Family                          416000                20060401                     80 No MI                                                            2.25               20110301                 11.875                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360301 AFL2
GII                      G03                                                      183200                1087.75                    360                     358                   6.75                      0                      0                   0.375                  7.125 Las Vegas              NV                                       89108 Single Family                          183200                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.125                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      116000                 809.58                    360                     359                      8                      0                      0                   0.375                  8.375 DECATUR                GA                                       30035 Single Family                          116000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G02                                                      168720                 966.62                    360                     359                    6.5                      0                      0                   0.375                  6.875 Vancouver              WA                                       98682 Single Family                          168720                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G03                                                   335990.15                2029.94                    360                     359                  6.875                      0                      0                   0.375                   7.25 SACRAMENTO             CA                                       95829 Single Family                          335992                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                   111845.33                 812.08                    360                     358                    7.5                      0                      0                   0.375                  7.875 ATLANTA                GA                                       30315 Single Family                          112000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G03                                                    97999.99                 581.87                    360                     358                   6.75                      0                      0                   0.375                  7.125 CUMMING                GA                                       30041 PUD                                     98000                20060501                     70 No MI                                1.00E+17                    2.25               20110401                 12.125                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      231200                1589.50                    360                     360                  7.875                      0                      0                   0.375                   8.25 Litchfield Park        AZ                                       85340 PUD                                    231200                20060701                     80 No MI                                1.00E+17                    2.25               20110601                  13.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GII                      G02                                                      221480                1268.90                    360                     359                    6.5                      0                      0                   0.375                  6.875 ANTHEM                 AZ                                       85086 PUD                                    221480                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      290500                1906.41                    360                     359                    7.5                      0                      0                   0.375                  7.875 Coral Springs          FL                                       33065 2-4 Family                             290500                20060601                     70 No MI                                1.00E+17                    2.25               20110501                 12.875                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G03                                                      285600                1755.25                    360                     357                      7                      0                      0                   0.375                  7.375 WASHINGTON             DC                                       20019 Single Family                          285600                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 12.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G02                                                      153600                 976.00                    360                     359                   7.25                      0                      0                   0.375                  7.625 RUSH CITY              MN                                       55069 Single Family                          153600                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.625                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G03                                                      315000                1870.31                    360                     358                   6.75                      0                      0                   0.375                  7.125 CHICAGO                IL                                       60641 2-4 Family                             315000                20060501                     75 No MI                                1.00E+17                    2.25               20110401                 12.125                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G03                                                      358400                2165.33                    360                     358                  6.875                      0                      0                   0.375                   7.25 LOCUST GROVE           GA                                       30248 PUD                                    358400                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                      276000                1466.25                    360                     359                      6                      0                      0                   0.375                  6.375 Mahtomedi              MN                                       55115 Single Family                          276000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.375                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G03                                                      220000                1306.25                    360                     359                   6.75                      0                      0                   0.375                  7.125 Las Vegas              NV                                       89104 Single Family                          220000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.125                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                       71250                 497.27                    360                     359                      8                      0                      0                   0.375                  8.375 PORTSMOUTH             OH                                       45662 Single Family                           71250                20060601                     75 No MI                                1.00E+17                    2.25               20110501                 13.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G03                                                      280000                1750.00                    360                     359                  7.125                      0                      0                   0.375                    7.5 CONYERS                GA                                       30012 Single Family                          280000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   12.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G02                                                      118400                 678.33                    360                     357                    6.5                      0                      0                   0.375                  6.875 Bethlehem              GA                                       30620 PUD                                    118400                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 12.875                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GII                      G03                                                      592000                3515.00                    360                     359                   6.75                      0                      0                   0.375                  7.125 CORONA                 CA                                       92881 Single Family                          592000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.125                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G03                                                      193988                1212.43                    360                     360                  7.125                      0                      0                   0.375                    7.5 ATLANTA                GA                                       30331 PUD                                    193988                20060701                     80 No MI                                1.00E+17                    2.25               20110601                   12.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GI                       G02                                                       93600                 653.25                    360                     359                      8                      0                      0                   0.375                  8.375 TAMPA                  FL                                       33610 Single Family                           93600                20060601                     80 No MI                                                            2.25               20110501                 13.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G03                                                      209600                1310.00                    360                     358                  7.125                      0                      0                   0.375                    7.5 Jackson                GA                                       30233 Single Family                          209600                20060501            79.08999634 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G03                                                      456503                2330.07                    360                     358                   5.75                      0                      0                   0.375                  6.125 Maple Valley           WA                                       98038 PUD                                    456503                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.125                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                   115420.51                 837.46                    360                     359                    7.5                      0                      0                   0.375                  7.875 FOUNTAIN INN           SC                                       29644 PUD                                    115500                20060601                     70 No MI                                1.00E+17                    2.25               20110501                 12.875                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G02                                                      122720                 690.30                    360                     358                  6.375                      0                      0                   0.375                   6.75 HAMPTON                GA                                       30228 Single Family                          122720                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  11.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                    95068.53                 690.27                    360                     358                    7.5                      0                      0                   0.375                  7.875 DANVILLE               KY                                       40422 2-4 Family                              95200                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G03                                                      368000                2261.67                    360                     359                      7                      0                      0                   0.375                  7.375 AUSTIN                 TX                                       78730 PUD                                    368000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G02                                                      127920                 746.20                    360                     358                  6.625                      0                      0                   0.375                      7 PEACHTREE CITY         GA                                       30269 Single Family                          127920                20060501                     80 No MI                                1.00E+17                    2.25               20110401                     12                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G03                                                      119431                 721.56                    360                     358                  6.875                      0                      0                   0.375                   7.25 MOUNT HOLLY            NC                                       28120 PUD                                    119431                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G03                                                      171000                1033.12                    360                     358                  6.875                      0                      0                   0.375                   7.25 Riverdale              GA                                       30274 Single Family                          171000                20060501                     75 No MI                                1.00E+17                    2.25               20110401                  12.25                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      233600                1581.67                    360                     359                   7.75                      0                      0                   0.375                  8.125 Chandler               AZ                                       85225 PUD                                    233600                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.125                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      342400                2247.00                    360                     359                    7.5                      0                      0                   0.375                  7.875 Maple Grove            MN                                       55311 Single Family                          342400                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.875                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      139200                 913.50                    360                     358                    7.5                      0                      0                   0.375                  7.875 RALEIGH                NC                                       27613 PUD                                    139200                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                   343391.32                2202.67                    360                     358                   6.25                      0                      0                   0.375                  6.625 CURTIS BAY             MD                                       21226 Townhouse                              344000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.625                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                       94400                 658.83                    360                     359                      8                      0                      0                   0.375                  8.375 Hanahan                SC                                       29406 2-4 Family                              94400                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.375                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      140300                 891.49                    360                     359                   7.25                      0                      0                   0.375                  7.625 Glendale               AZ                                       85345 PUD                                    140300                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.625                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G03                                                      132800                 802.33                    360                     359                  6.875                      0                      0                   0.375                   7.25 CHARLOTTE              NC                                       28269 PUD                                    132800                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.25                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                   191869.58                1319.10                    360                     355                  7.875                      0                      0                   0.375                   8.25 PORT SAINT LUCIE       FL                                       34953 Single Family                          191992                20060201                     80 No MI                                1.00E+17                    2.25               20110101                  13.25                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360101 AFL2
GII                      G03                                                       99200                 599.33                    360                     360                  6.875                      0                      0                   0.375                   7.25 HIALEAH                FL                                       33012 Condominium                             99200                20060701                     80 No MI                                1.00E+17                    2.25               20110601                  12.25                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GI                       G02                                                       76800                 512.00                    360                     359                  7.625                      0                      0                   0.375                      8 RIVERDALE              GA                                       30274 Single Family                           76800                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     13                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G03                                                      262400                1558.00                    360                     359                   6.75                      0                      0                   0.375                  7.125 LAS VEGAS              NV                                       89123 PUD                                    262400                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.125                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                   279807.31                2030.19                    360                     359                    7.5                      0                      0                   0.375                  7.875 Denver                 CO                                       80223 2-4 Family                             280000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.875                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G02                                                      196000                1122.92                    360                     359                    6.5                      0                      0                   0.375                  6.875 MINNEAPOLIS            MN                                       55411 Single Family                          196000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G03                                                      174884                1056.59                    360                     358                  6.875                      0                      0                   0.375                   7.25 Apollo Beach           FL                                       33572 PUD                                    174884                20060501                     80 No MI                                1.00E+17                    2.75               20110401                  13.25                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      136875                 898.24                    360                     359                    7.5                      0                      0                   0.375                  7.875 BATON ROUGE            LA                                       70816 2-4 Family                             136875                20060601                     75 No MI                                1.00E+17                    2.25               20110501                 12.875                  2.375                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      167600                1082.42                    360                     359                  7.375                      0                      0                   0.375                   7.75 HENDERSON              NV                                       89074 Condominium                            167600                20060601            76.18000031 No MI                                1.00E+17                    2.25               20110501                  12.75                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G03                                                      308000                1892.92                    360                     359                      7                      0                      0                   0.375                  7.375 Old Orchard Beach      ME                                        4064 Single Family                          308000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 WALN
GII                      G02                                                      148000                 832.50                    360                     358                  6.375                      0                      0                   0.375                   6.75 Hudson                 FL                                       34667 PUD                                    148000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.75                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      218000                1430.63                    360                     358                    7.5                      0                      0                   0.375                  7.875 Modesto                CA                                       95355 Single Family                          218000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      255000                1779.69                    360                     358                      8                      0                      0                   0.375                  8.375 PHOENIX                AZ                                       85018 Single Family                          255000                20060501                     75 No MI                                1.00E+17                    2.25               20130401                 13.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      84 N                                    20360401 AFL2
GI                       G02                                                       69447                 441.28                    360                     360                   7.25                      0                      0                   0.375                  7.625 JACKSONVILLE           FL                                       32210 Single Family                           69447                20060701            74.70999908 No MI                                1.00E+17                    2.25               20110601                 12.625                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GI                       G02                                                       98880                 628.30                    360                     359                   7.25                      0                      0                   0.375                  7.625 Renton                 WA                                       98055 Condominium                             98880                20060601                     80 No MI                                1.00E+17                    2.25               20130501                 12.625                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      84 N                                    20360501 WALN
GI                       G03                                                      417000                2606.25                    360                     359                  7.125                      0                      0                   0.375                    7.5 WALDORF                MD                                       20603 Single Family                          417000                20060601            76.41999817 No MI                                1.00E+17                    2.25               20110501                   12.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GIII                     G03                                                      122392                 573.71                    360                     358                  5.375                      0                      0                    0.25                  5.625 ORLANDO                FL                                       32822 Condominium                            122392                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 10.625                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 ADN1
GIII                     G02                                                      208800                1218.00                    360                     359                   6.75                      0                      0                    0.25                      7 BRONX                  NY                                       10463 Condominium                            208800                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     12                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G01                                                      317045                1981.53                    360                     359                   7.25                      0                      0                    0.25                    7.5 SAINT GEORGE           UT                                       84770 Single Family                          317045                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   12.5                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G03                                                      382400                2350.17                    360                     359                      7                      0                      0                   0.375                  7.375 OCEANSIDE              CA                                       92056 Single Family                          382400                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.375                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G01                                                      441700                2852.65                    360                     360                  7.375                      0                      0                   0.375                   7.75 HANOVER                MD                                       21076 PUD                                    441700                20060701                     80 No MI                                1.00E+17                    2.25               20110601                  12.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GIII                     G01                                                      187000                 915.52                    360                     358                  5.625                      0                      0                    0.25                  5.875 NORFOLK                VA                                       23505 Single Family                          187000                20060501                     68 No MI                                1.00E+17                    2.25               20110401                 11.875                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G02                                                   109093.28                 782.67                    360                     358                  7.375                      0                      0                   0.375                   7.75 Yorkville              IL                                       60560 Condominium                            109248                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  13.75                      2                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                      167612                 942.82                    360                     358                  6.375                      0                      0                   0.375                   6.75 Inver Grove Heights    MN                                       55076 Condominium                            167612                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.75                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      127400                 875.88                    360                     359                  7.875                      0                      0                   0.375                   8.25 Clearwater             FL                                       33760 2-4 Family                             127400                20060601            74.98999786 No MI                                1.00E+17                    2.25               20110501                  13.25                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G03                                                   124604.69                 851.36                    360                     358                  6.875                      0                      0                   0.375                   7.25 Salem                  MA                                        1970 Condominium                            124800                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.25                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                    89536.76                 641.91                    360                     359                  7.375                      0                      0                   0.375                   7.75 Newport News           VA                                       23608 PUD                                     89600                20060601                     70 No MI                                1.00E+17                    2.25               20110501                  12.75                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G01                                                      617792                4376.03                    360                     359                  8.125                      0                      0                   0.375                    8.5 Miami                  FL                                       33132 Condominium                            617792                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   13.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 WALN
GI                       G02                                                      120000                 762.50                    360                     359                   7.25                      0                      0                   0.375                  7.625 Robbinsdale            MN                                       55422 Single Family                          120000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.625                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      260000                1679.17                    360                     359                  7.375                      0                      0                   0.375                   7.75 SUITLAND               MD                                       20746 PUD                                    260000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.75                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GIII                     G01                                                      190400                 952.00                    360                     359                   5.75                      0                      0                    0.25                      6 COLORADO SPRINGS       CO                                       80909 Single Family                          190400                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     11                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G01                                                      270400                1774.50                    360                     358                  7.625                      0                      0                    0.25                  7.875 HAMPTON                VA                                       23666 Single Family                          270400                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.875                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 ADN1
GIII                     G02                                                      326000                1799.79                    360                     358                  6.375                      0                      0                    0.25                  6.625 SOUTH GATE             CA                                       90280 Single Family                          326000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.625                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 ADN1
GI                       G02                                                      248000                1653.33                    360                     358                  7.625                      0                      0                   0.375                      8 LAS VEGAS              NV                                       89120 Single Family                          248000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                     13                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G03                                                      288750                1804.69                    360                     358                  7.125                      0                      0                   0.375                    7.5 Victorville            CA                                       92392 Single Family                          288750                20060501            74.04000092 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G03                                                      540300                3376.88                    360                     358                  7.125                      0                      0                   0.375                    7.5 Naples                 FL                                       34120 PUD                                    540300                20060501                     75 No MI                                1.00E+17                    2.75               20110401                   13.5                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      208743                1369.88                    360                     359                    7.5                      0                      0                   0.375                  7.875 TOLLESON               AZ                                       85353 PUD                                    208743                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.875                  2.375                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      112500                 773.44                    360                     359                  7.875                      0                      0                   0.375                   8.25 THORNTON               CO                                       80229 PUD                                    112500                20060601                     75 No MI                                1.00E+17                    2.25               20110501                  13.25                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G03                                                      196000                1225.00                    360                     358                  7.125                      0                      0                   0.375                    7.5 Orlando                FL                                       32824 PUD                                    196000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G03                                                      220140                1352.94                    360                     358                      7                      0                      0                   0.375                  7.375 Elizabeth              NJ                                        7208 Single Family                          220140                20060501                     60 No MI                                1.00E+17                    2.25               20110401                 12.375                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                      124000                 671.67                    360                     357                  6.125                      0                      0                   0.375                    6.5 WOODSTOCK              GA                                       30188 Single Family                          124000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                   11.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G02                                                      121200                 820.62                    360                     357                   7.75                      0                      0                   0.375                  8.125 Morrow                 GA                                       30260 Single Family                          121200                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 13.125                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GII                      G02                                                      234000                1267.50                    360                     358                  6.125                      0                      0                   0.375                    6.5 MARGATE                FL                                       33063 Single Family                          234000                20060501            63.93000031 No MI                                1.00E+17                    2.25               20110401                   11.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G03                                                      312600                1465.31                    360                     357                   5.25                      0                      0                   0.375                  5.625 Gainesville            VA                                       20155 Townhouse                              312600                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 11.625                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GIII                     G02                                                   141243.58                 794.50                    360                     358                    6.5                      0                      0                    0.25                   6.75 JACKSONVILLE           FL                                       32246 PUD                                    141600                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  11.75                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 ADN1
GI                       G02                                                   131068.77                 951.65                    360                     358                    7.5                      0                      0                   0.375                  7.875 Bolingbrook            IL                                       60440 Single Family                          131250                20060501                     75 No MI                                1.00E+17                    2.25               20110401                 12.875                      2                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      159400                 913.23                    360                     358                    6.5                      0                      0                   0.375                  6.875 Fort Worth             TX                                       76137 PUD                                    159400                20060501                     80 No MI                                1.00E+17                   2.375               20080401                 11.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      24 N                                    20360401 AFL2
GIII                     G01                                                      347920                1630.88                    360                     358                  5.375                      0                      0                    0.25                  5.625 ALEXANDRIA             VA                                       22315 PUD                                    347920                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 10.625                      2                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 ADN1
GI                       G02                                                      316000                2205.42                    360                     357                      8                      0                      0                   0.375                  8.375 Rockville              MD                                       20849 Condominium                            316000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 13.375                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GIII                     G02                                                      257600                1583.17                    360                     358                  7.125                      0                      0                    0.25                  7.375 JUPITER                FL                                       33458 Condominium                            257600                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.375                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G02                                                      119200                 794.67                    360                     360                  7.625                      0                      0                   0.375                      8 Yuma                   AZ                                       85365 Single Family                          119200                20060701                     80 No MI                                1.00E+17                    2.25               20110601                     13                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GII                      G02                                                      100000                 572.92                    360                     359                    6.5                      0                      0                   0.375                  6.875 ANTHEM                 AZ                                       85086 PUD                                    100000                20060601            13.81999969 No MI                                1.00E+17                    2.25               20110501                 11.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      393600                2501.00                    360                     359                   7.25                      0                      0                   0.375                  7.625 STERLING               VA                                       20164 PUD                                    393600                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.625                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GIII                     G02                                                       67200                 357.00                    360                     358                  6.125                      0                      0                    0.25                  6.375 ALPHARETTA             GA                                       30005 Condominium                             67200                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.375                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G02                                                      344000                2257.50                    360                     357                    7.5                      0                      0                   0.375                  7.875 Victorville            CA                                       92395 Single Family                          344000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 12.875                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GIII                     G02                                                      645000                3426.56                    360                     358                  6.125                      0                      0                    0.25                  6.375 BELLFLOWER             CA                                       90706 2-4 Family                             645000                20060501                     75 No MI                                1.00E+17                    2.25               20110401                 11.375                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G02                                                      416550                2429.87                    360                     358                  6.625                      0                      0                   0.375                      7 Parkland               FL                                       33076 PUD                                    416550                20060501                     80 No MI                                1.00E+17                    2.25               20130401                     12                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      84 N                                    20360401 AFL2
GIII                     G02                                                       85600                 481.50                    360                     358                    6.5                      0                      0                    0.25                   6.75 NORCROSS               GA                                       30093 Condominium                             85600                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  11.75                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G02                                                      303200                1610.75                    360                     359                  6.125                      0                      0                    0.25                  6.375 TEMPLE HILLS           MD                                       20748 Single Family                          303200                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.375                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G03                                                    85115.18                 510.82                    360                     359                   5.75                      0                      0                    0.25                      6 SNELLVILLE             GA                                       30039 Single Family                           85200                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     11                      2                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G02                                                      284800                1987.67                    360                     358                      8                      0                      0                   0.375                  8.375 LOS ANGELES            CA                                       90059 Single Family                          284800                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G01                                                       98400                 604.75                    360                     358                  7.125                      0                      0                    0.25                  7.375 SHREVEPORT             LA                                       71107 Single Family                           98400                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.375                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G02                                                      101995                 594.97                    360                     358                   6.75                      0                      0                    0.25                      7 CLAYTON                NC                                       27520 PUD                                    102000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                     12                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G02                                                      180640                1016.10                    360                     358                    6.5                      0                      0                    0.25                   6.75 BRADENTON              FL                                       34205 2-4 Family                             180640                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  11.75                      2                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 ADN1
GI                       G02                                                   115201.99                 780.01                    360                     358                   7.75                      0                      0                   0.375                  8.125 COLORADO SPRINGS       CO                                       80910 PUD                                    115202                20060501            79.83999634 No MI                                1.00E+17                    2.25               20110401                 13.125                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GIII                     G02                                                      108800                 623.33                    360                     358                  6.625                      0                      0                    0.25                  6.875 MIRAMAR                FL                                       33025 PUD                                    108800                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.875                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 ADN1
GIII                     G02                                                   101466.76                 675.61                    360                     359                   6.75                      0                      0                    0.25                      7 ORLANDO                FL                                       32835 Condominium                            101550                20060601                     75 No MI                                1.00E+17                    2.25               20110501                     12                      2                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360501 ADN1
GIII                     G02                                                      128040                 786.91                    360                     358                  7.125                      0                      0                    0.25                  7.375 TONEY                  AL                                       35773 Single Family                          128040                20060501                     75 No MI                                1.00E+17                    2.25               20110401                 12.375                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G02                                                      151328                1024.62                    360                     358                   7.75                      0                      0                   0.375                  8.125 COLORADO SPRINGS       CO                                       80922 PUD                                    151328                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.125                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      119200                 794.67                    360                     359                  7.625                      0                      0                   0.375                      8 Arlington              TX                                       76015 Townhouse                              119200                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     13                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      218000                1453.33                    360                     360                  7.625                      0                      0                   0.375                      8 CHICAGO                IL                                       60618 Condominium                            218000                20060701                     80 No MI                                1.00E+17                    2.25               20110601                     13                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GII                      G02                                                      157830                 904.23                    360                     357                    6.5                      0                      0                   0.375                  6.875 Conyers                GA                                       30012 PUD                                    157830                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 11.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GII                      G03                                                       96596                 583.60                    360                     357                  6.875                      0                      0                   0.375                   7.25 KANNAPOLIS             NC                                       28083 Single Family                           96596                20060401                     70 No MI                                1.00E+17                    2.25               20110301                  12.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GII                      G03                                                      166718                 989.89                    360                     357                   6.75                      0                      0                   0.375                  7.125 Fort Myers             FL                                       33905 Condominium                            166718                20060401                     65 No MI                                1.00E+17                    2.25               20110301                 12.125                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360301 AFL2
GI                       G01                                                      442500                3134.37                    360                     359                  8.125                      0                      0                   0.375                    8.5 St Petersburg          FL                                       33705 PUD                                    442500                20060601                     75 No MI                                1.00E+17                    2.25               20110501                   13.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GIII                     G02                                                       87200                 490.50                    360                     358                    6.5                      0                      0                    0.25                   6.75 SYRACUSE               UT                                       84075 Single Family                           87200                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  11.75                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GII                      G03                                                   222674.48                1522.62                    360                     357                  6.875                      0                      0                   0.375                   7.25 Brandywine             MD                                       20613 Single Family                          223200                20060401                     80 No MI                                1.00E+17                    2.25               20110301                  12.25                      2                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360301 AFL2
GIII                     G02                                                      189692                1086.78                    360                     359                  6.625                      0                      0                    0.25                  6.875 MIAMI                  FL                                       33142 Single Family                          189692                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.875                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G02                                                   143346.17                1015.34                    360                     359                  7.375                      0                      0                    0.25                  7.625 Miramar                FL                                       33025 Condominium                            143450                20060601            69.98000336 No MI                                1.00E+17                    2.25               20110501                 12.625                      2                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      171200                1211.74                    360                     360                   7.25                      0                      0                   0.375                  7.625 KANKAKEE               IL                                       60901 Single Family                          171200                20060701                     80 No MI                                1.00E+17                    2.25               20110601                 12.625                      2                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360601 AFL2
GI                       G02                                                    359996.5                2287.48                    360                     357                   7.25                      0                      0                   0.375                  7.625 Laurel                 MD                                       20708 Single Family                          360000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 12.625                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GII                      G02                                                      224000                1283.33                    360                     359                    6.5                      0                      0                   0.375                  6.875 North Las Vegas        NV                                       89081 PUD                                    224000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                   123824.38                 888.36                    360                     358                  7.375                      0                      0                   0.375                   7.75 Tallahassee            FL                                       32303 Single Family                          124000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.75                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GIII                     G01                                                   359942.05                1762.50                    360                     359                  5.625                      0                      0                    0.25                  5.875 GLENDALE               CA                                       91205 Condominium                            360000                20060601            74.23000336 No MI                                1.00E+17                    2.25               20110501                 10.875                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GII                      G03                                                      198950                1181.27                    360                     360                   6.75                      0                      0                   0.375                  7.125 Everett                WA                                       98205 Condominium                            198950                20060701            79.91999817 No MI                                1.00E+17                    2.25               20110601                 13.125                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GI                       G02                                                      284000                1804.58                    360                     358                   7.25                      0                      0                   0.375                  7.625 Phoenix                AZ                                       85022 Single Family                          284000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.625                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GIII                     G01                                                   280239.52                1683.54                    360                     358                   5.43                   0.32                      0                    0.25                      6 CLEVELAND              TN                                       37323 Single Family                          280800                20060501                     90 YES                                  1.00E+17                    2.75               20110401                     12                  1.875                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G01                                                   155800.04                 649.17                    360                     358                   4.75                      0                      0                    0.25                      5 TACOMA                 WA                                       98409 Single Family                          156000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                     10                   2.18                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G01                                                      212260                1017.08                    360                     358                    5.5                      0                      0                    0.25                   5.75 HENDERSON              NV                                       89015 PUD                                    212260                20060501            75.19999695 No MI                                1.00E+17                    2.25               20110401                  10.75                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G02                                                    180453.6                1033.85                    360                     358                  6.005                   0.62                      0                    0.25                  6.875 TOOELE                 UT                                       84074 Single Family                          180500                20060501                     95 GE Capital MI                        1.00E+17                   3.125               20110401                 11.875                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GII                      G02                                                      111120                 648.20                    360                     359                  6.625                      0                      0                   0.375                      7 Phoenix                AZ                                       85037 Condominium                            111120                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     12                  2.255                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GIII                     G01                                                      112000                 560.00                    360                     358                   5.75                      0                      0                    0.25                      6 NAMPA                  ID                                       83687 PUD                                    112000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                     11                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 ADN1
GIII                     G02                                                      138675                 765.60                    360                     358                  6.375                      0                      0                    0.25                  6.625 HOLLYWOOD              FL                                       33021 Condominium                            138675                20060501                     75 No MI                                1.00E+17                    2.25               20110401                 11.625                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 ADN1
GI                       G03                                                       67925                 424.53                    360                     359                  7.125                      0                      0                   0.375                    7.5 RACINE                 WI                                       53404 2-4 Family                              67925                20060601                     65 No MI                                1.00E+17                    2.25               20110501                   12.5                      2                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      161952                1096.55                    360                     356                   7.75                      0                      0                   0.375                  8.125 MCDOUNOUGH             GA                                       30253 PUD                                    161952                20060301                     80 No MI                                1.00E+17                    2.25               20110201                 13.125                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360201 AFL2
GI                       G02                                                    90319.99                 592.72                    360                     355                    7.5                      0                      0                   0.375                  7.875 Conyers                GA                                       30012 Single Family                           90320                20060201                     80 No MI                                1.00E+17                    2.25               20110101                 12.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360101 AFL2
GII                      G03                                                      140650                 835.11                    360                     357                   6.75                      0                      0                   0.375                  7.125 KENNESAW               GA                                       30152 PUD                                    140650                20060401            79.98999786 No MI                                1.00E+17                    2.25               20110301                 12.125                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GII                      G03                                                      303920                1582.92                    360                     357                  5.875                      0                      0                   0.375                   6.25 Dallas                 GA                                       30132 Single Family                          303920                20060401                     80 No MI                                1.00E+17                    2.25               20110301                  11.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G02                                                     74790.5                 467.90                    360                     357                      6                      0                      0                   0.375                  6.375 Conyers                GA                                       30013 Single Family                           75000                20060401            68.18000031 No MI                                1.00E+17                   2.375               20080301                 11.375                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      24 N                                    20360301 AFL2
GI                       G03                                                      129592                 809.95                    360                     357                  7.125                      0                      0                   0.375                    7.5 COVINGTON              GA                                       30016 PUD                                    129592                20060401                     80 No MI                                1.00E+17                    2.25               20110301                   12.5                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GII                      G02                                                    69074.54                 437.39                    360                     358                  6.125                      0                      0                   0.375                    6.5 FORT WORTH             TX                                       76112 Single Family                           69200                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   11.5                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                      267200                1447.33                    360                     357                  6.125                      0                      0                   0.375                    6.5 Crofton                MD                                       21114 Single Family                          267200                20060401                     80 No MI                                1.00E+17                    2.25               20110301                   11.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GII                      G02                                                      351200                1902.33                    360                     357                  6.125                      0                      0                   0.375                    6.5 Woodbridge             VA                                       22191 Condominium                            351200                20060401            79.98999786 No MI                                1.00E+17                    2.25               20110301                   12.5                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GIII                     G02                                                      161520                1009.50                    360                     358                   7.25                      0                      0                    0.25                    7.5 PEMBROKE PINES         FL                                       33026 Condominium                            161520                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 ADN1
GII                      G03                                                   245108.64                1673.38                    360                     359                  6.875                      0                      0                   0.375                   7.25 MANCHESTER             NH                                        3103 2-4 Family                             245300                20060601            64.98000336 No MI                                1.00E+17                    2.25               20110501                  13.25                      2                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      264000                1842.50                    360                     359                      8                      0                      0                   0.375                  8.375 LOS ANGELES            CA                                       90059 Single Family                          264000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      102800                 663.92                    360                     358                  7.375                      0                      0                   0.375                   7.75 AUSTIN                 TX                                       78724 2-4 Family                             102800                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.75                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G01                                                      335200                2199.75                    360                     357                    7.5                      0                      0                   0.375                  7.875 Woodbridge             VA                                       22193 Single Family                          335200                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 12.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G02                                                      187992                1214.11                    360                     358                  7.375                      0                      0                   0.375                   7.75 Albuquerque            NM                                       87114 PUD                                    187992                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                   191999.99                1320.00                    360                     357                  7.875                      0                      0                   0.375                   8.25 FREDERICKSBURG         VA                                       22408 PUD                                    192000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                  13.25                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GIII                     G02                                                      136000                 793.33                    360                     358                   6.75                      0                      0                    0.25                      7 CICERO                 IL                                       60804 Single Family                          136000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                     12                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GII                      G02                                                      368000                2070.00                    360                     358                  6.375                      0                      0                   0.375                   6.75 Beaumont               CA                                       92223 Single Family                          368000                20060501            79.97000122 No MI                                                            2.25               20110401                  11.75                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G01                                                      178071                1131.49                    360                     358                  7.375                      0                      0                    0.25                  7.625 PORT SAINT LUCIE       FL                                       34986 Condominium                            178071                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.625                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G03                                                      134668                 841.68                    360                     360                  7.125                      0                      0                   0.375                    7.5 Tucson                 AZ                                       85747 Single Family                          134668                20060701                     80 No MI                                1.00E+17                    2.25               20110601                   12.5                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GI                       G01                                                   522499.26                3428.90                    360                     358                    7.5                      0                      0                   0.375                  7.875 LANDENBERG             PA                                       19350 Single Family                          522500                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      102800                 663.92                    360                     358                  7.375                      0                      0                   0.375                   7.75 AUSTIN                 TX                                       78724 2-4 Family                             102800                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.75                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      265468                1852.75                    360                     357                      8                      0                      0                   0.375                  8.375 Melbourne              FL                                       32940 Condominium                            265468                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 13.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GIII                     G01                                                       65000                 318.23                    360                     359                  5.625                      0                      0                    0.25                  5.875 RICHMOND               VA                                       23228 Single Family                           65000                20060601            38.91999817 No MI                                1.00E+17                    2.25               20110501                 10.875                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G01                                                      231840                1159.20                    360                     359                   5.75                      0                      0                    0.25                      6 PANAMA CITY BEACH      FL                                       32413 Condominium                            231840                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     11                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GII                      G03                                                      139792                 830.02                    360                     360                   6.75                      0                      0                   0.375                  7.125 Tucson                 AZ                                       85747 PUD                                    139792                20060701                     80 No MI                                1.00E+17                    2.25               20110601                 12.125                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GI                       G02                                                    50435.27                 330.98                    360                     358                    7.5                      0                      0                   0.375                  7.875 New Hope               MN                                       55428 Condominium                             50470                20060501                     70 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      157500                1099.22                    360                     359                      8                      0                      0                   0.375                  8.375 Sacramento             CA                                       95824 Single Family                          157500                20060601                     75 No MI                                1.00E+17                    2.25               20110501                 13.375                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      200161                1313.56                    360                     358                    7.5                      0                      0                   0.375                  7.875 Henderson              NV                                       89015 PUD                                    200161                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 WALN
GII                      G03                                                      142632                 861.73                    360                     357                  6.875                      0                      0                   0.375                   7.25 COVINGTON              GA                                       30016 PUD                                    142632                20060401                     80 No MI                                1.00E+17                    2.25               20110301                  12.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G02                                                       85800                 545.19                    360                     358                   7.25                      0                      0                   0.375                  7.625 FORT WORTH             TX                                       76179 PUD                                     85800                20060501            64.98999786 No MI                                1.00E+17                    2.25               20110401                 12.625                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GIII                     G02                                                      336216                1751.13                    360                     359                      6                      0                      0                    0.25                   6.25 ARBUCKLE               CA                                       95912 Single Family                          336216                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  11.25                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G03                                                      238400                1465.17                    360                     358                      7                      0                      0                   0.375                  7.375 Frederick              MD                                       21703 PUD                                    238400                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.375                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GIII                     G02                                                       74000                 400.83                    360                     358                   6.25                      0                      0                    0.25                    6.5 COLUMBIA               SC                                       29229 PUD                                     74000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   11.5                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G03                                                      230000                1437.50                    360                     359                  7.125                      0                      0                   0.375                    7.5 Fort Collins           CO                                       80525 PUD                                    230000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   12.5                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      248000                1575.83                    360                     357                   7.25                      0                      0                   0.375                  7.625 Germantown             MD                                       20874 PUD                                    248000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 12.625                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G02                                                    91137.24                 661.26                    360                     359                    7.5                      0                      0                   0.375                  7.875 KIMBERLY               WI                                       54136 Single Family                           91200                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.875                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G01                                                      504070                3465.48                    360                     357                  7.875                      0                      0                   0.375                   8.25 Chicago                IL                                       60611 Condominium                            504070                20060401                     70 No MI                                1.00E+17                    2.25               20110301                  14.25                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GIII                     G01                                                    132867.6                 797.40                    360                     359                   5.75                      0                      0                    0.25                      6 DENVER                 CO                                       80249 PUD                                    133000                20060601            71.88999939 No MI                                1.00E+17                    2.25               20110501                     11                  1.875                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 ADN1
GII                      G02                                                      251278                1413.44                    360                     356                  6.375                      0                      0                   0.375                   6.75 Frisco                 TX                                       75035 PUD                                    251278                20060301                     80 No MI                                1.00E+17                    2.25               20110201                  12.75                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360201 AFL2
GIII                     G02                                                      163920                 973.28                    360                     358                  6.875                      0                      0                    0.25                  7.125 DAVIE                  FL                                       33024 Condominium                            163920                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.125                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 ADN1
GIII                     G01                                                      390000                1950.00                    360                     358                   5.75                      0                      0                    0.25                      6 CAPE CORAL             FL                                       33904 Single Family                          390000                20060501            58.65000153 No MI                                1.00E+17                    2.25               20110401                     12                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GII                      G02                                                      280752                1549.98                    360                     358                   6.25                      0                      0                   0.375                  6.625 Jupiter                FL                                       33458 Condominium                            280752                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.625                      2                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G01                                                      522550                3374.80                    360                     357                  7.375                      0                      0                   0.375                   7.75 Bristow                VA                                       20136 PUD                                    522550                20060401            69.98999786 No MI                                1.00E+17                    2.25               20110301                  12.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GIII                     G02                                                   271518.74                1558.11                    360                     358                  6.135                   0.49                      0                    0.25                  6.875 FARMINGTON HILLS       MI                                       48331 Single Family                          272400                20060501            87.87000275 Republic MIC                         1.00E+17                   2.875               20110401                 11.875                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G02                                                      288000                1530.00                    360                     358                      6                      0                      0                   0.375                  6.375 SANTA ANA              CA                                       92707 Condominium                            288000                20060501                     80 No MI                                1.00E+17                   2.375               20080401                 11.375                  2.135                       1 First Lien                                    Y                                          120 Prepay                                    360                      24 N                                    20360401 AFL2
GIII                     G02                                                      160000                 900.00                    360                     357                    6.5                      0                      0                    0.25                   6.75 SPRINGVILLE            UT                                       84663 Single Family                          160000                20060401            77.66999817 No MI                                1.00E+17                    2.25               20110301                  11.75                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360301 ADN1
GII                      G03                                                   247499.99                1495.31                    360                     358                  6.875                      0                      0                   0.375                   7.25 Phoenix                AZ                                       85042 Single Family                          247500                20060501                     75 No MI                                1.00E+17                    2.25               20110401                  13.25                      2                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G03                                                      115000                 694.79                    360                     357                  6.875                      0                      0                   0.375                   7.25 SNELLVILLE             GA                                       30039 Single Family                          115000                20060401            74.19000244 No MI                                1.00E+17                    2.25               20110301                  12.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G03                                                       67900                 417.30                    360                     357                      7                      0                      0                   0.375                  7.375 RIVERDALE              GA                                       30296 Single Family                           67900                20060401                     70 No MI                                1.00E+17                    2.25               20110301                 12.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G03                                                       85400                 524.85                    360                     357                      7                      0                      0                   0.375                  7.375 JONESBORO              GA                                       30238 Single Family                           85400                20060401                     70 No MI                                1.00E+17                    2.25               20110301                 12.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GII                      G02                                                      233600                1362.67                    360                     358                  6.625                      0                      0                   0.375                      7 HERNDON                VA                                       20170 Condominium                            233600                20060501                     80 No MI                                1.00E+17                    2.25               20110401                     12                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 WALN
GI                       G03                                                      147920                 909.09                    360                     354                      7                      0                      0                   0.375                  7.375 Jonesboro              GA                                       30238 PUD                                    147920                20060101                     80 No MI                                1.00E+17                    2.25               20101201                 12.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20351201 AFL2
GI                       G01                                                   491841.12                3176.47                    360                     356                  7.375                      0                      0                   0.375                   7.75 Ojai                   CA                                       93023 Single Family                          492000                20060301                     80 No MI                                1.00E+17                    2.25               20110201                  13.75                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360201 AFL2
GI                       G02                                                      411920                2703.23                    360                     357                    7.5                      0                      0                   0.375                  7.875 Cape Coral             FL                                       33990 Single Family                          411920                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 12.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G02                                                      216665                1399.29                    360                     357                  7.375                      0                      0                   0.375                   7.75 FLORENCE               AZ                                       85232 PUD                                    216665                20060401                     80 No MI                                1.00E+17                    2.25               20110301                  12.75                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GI                       G02                                                      119150                 757.10                    360                     355                   7.25                      0                      0                   0.375                  7.625 Orlando                FL                                       32829 Condominium                            119150                20060201            79.97000122 No MI                                1.00E+17                    2.25               20110101                 12.625                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360101 AFL2
GI                       G02                                                       68550                 449.86                    360                     357                    7.5                      0                      0                   0.375                  7.875 Westminster            CO                                       80031 PUD                                     68550                20060401            73.23999786 No MI                                1.00E+17                    2.25               20110301                 12.875                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360301 AFL2
GIII                     G02                                                      116660                 668.36                    360                     358                  6.625                      0                      0                    0.25                  6.875 SUMMERVILLE            SC                                       29456 PUD                                    116660                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.875                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G02                                                   215909.48                1259.47                    360                     358                   6.36                   0.39                      0                    0.25                      7 AIKEN                  SC                                       29803 Single Family                          215910                20060501                     90 Republic MIC                         1.00E+17                    2.75               20110401                     12                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G02                                                      152176                1103.38                    360                     360                    7.5                      0                      0                   0.375                  7.875 SUMMERVILLE            SC                                       29485 PUD                                    152176                20060701                     80 No MI                                1.00E+17                    2.25               20110601                 12.875                   2.11                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360601 AFL2
GI                       G01                                                   439995.81                2795.81                    360                     358                   7.25                      0                      0                   0.375                  7.625 ANAHEIM                CA                                       92804 Single Family                          440000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.625                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G03                                                      780000                4143.75                    360                     358                      6                      0                      0                   0.375                  6.375 Goleta                 CA                                       93117 Single Family                          780000                20060501                     65 No MI                                                            2.25               20110401                 11.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                   226312.85                1485.18                    360                     358                    7.5                      0                      0                   0.375                  7.875 WASHINGTON             DC                                       20010 Townhouse                              228000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.875                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                      136000                 779.17                    360                     359                    6.5                      0                      0                   0.375                  6.875 Jacksonville           FL                                       32225 PUD                                    136000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G02                                                      185600                1063.33                    360                     358                    6.5                      0                      0                   0.375                  6.875 Hemet                  CA                                       92543 Single Family                          185600                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 WALN
GII                      G02                                                      160872                 938.42                    360                     357                  6.625                      0                      0                   0.375                      7 DACULA                 GA                                       30019 PUD                                    160872                20060401                     80 No MI                                1.00E+17                    2.25               20110301                     12                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G01                                                   883551.47                5357.49                    360                     349                   5.75                      0                      0                    0.25                      6 MERCER ISLAND          WA                                       98040 Single Family                         1000000                20050801            71.43000031 No MI                                1.00E+17                    2.75               20150701                   10.5                  1.875                       2 First Lien                                    N                                            0 No_PP                                     360                     120 N                                    20350701 ADN1
GI                       G01                                                      511200                3354.75                    360                     357                    7.5                      0                      0                   0.375                  7.875 San Jose               CA                                       95121 Single Family                          511200                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 12.875                    2.5                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GI                       G03                                                      372000                2286.25                    360                     355                      7                      0                      0                   0.375                  7.375 Phoenix                AZ                                       85020 Single Family                          372000                20060201                     80 No MI                                1.00E+17                    2.25               20110101                 12.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360101 AFL2
GI                       G02                                                   303099.95                2254.97                    360                     357                   7.75                      0                      0                   0.375                  8.125 Winter Haven           FL                                       33884 PUD                                    303700                20060401                     90 Mortgage Guaranty In                 1.00E+17                    2.25               20110301                 13.125                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360301 AFL2
GI                       G02                                                    44113.39                 336.33                    360                     357                      8                      0                      0                   0.375                  8.375 Baltimore              MD                                       21215 Single Family                           44250                20060401                     75 No MI                                1.00E+17                    2.25               20110301                 13.375                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360301 AFL2
GII                      G02                                                      193235                1066.82                    360                     357                   6.25                      0                      0                   0.375                  6.625 PEORIA                 AZ                                       85383 PUD                                    193235                20060401                     65 No MI                                1.00E+17                    2.25               20110301                 11.625                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GIII                     G03                                                      155200                 808.33                    360                     359                      6                      0                      0                    0.25                   6.25 AKRON                  OH                                       44313 Condominium                            155200                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  11.25                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G02                                                      258572                1804.62                    360                     359                      8                      0                      0                   0.375                  8.375 Lake Saint Louis       MO                                       63367 PUD                                    258572                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.375                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                       80500                 545.05                    360                     357                   7.75                      0                      0                   0.375                  8.125 SALT LAKE CITY         UT                                       84116 Single Family                           80500                20060401                     70 No MI                                1.00E+17                    2.25               20110301                 13.125                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360301 AFL2
GIII                     G01                                                      292400                1522.92                    360                     359                      6                      0                      0                    0.25                   6.25 BULLHEAD CITY          AZ                                       86429 Condominium                            292400                20060601                     90 United Guaranty                      1.00E+17                    2.25               20110501                  11.25                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G03                                                      320000                2000.00                    360                     359                  7.125                      0                      0                   0.375                    7.5 Reston                 VA                                       20194 Condominium                            320000                20060601                     80 No MI                                1.00E+17                    2.75               20110501                   13.5                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                    46165.92                 355.71                    360                     359                      8                      0                      0                   0.375                  8.375 Memphis                TN                                       38133 Single Family                           46800                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.375                  2.375                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      147000                 949.37                    360                     357                  7.375                      0                      0                   0.375                   7.75 CHANDLER               AZ                                       85225 Single Family                          147000                20060401                     70 No MI                                1.00E+17                    2.25               20110301                  12.75                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GI                       G02                                                      146100                1019.66                    360                     358                      8                      0                      0                   0.375                  8.375 COLUMBUS               OH                                       43207 2-4 Family                             146100                20060501                     75 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G03                                                      415364                2033.55                    360                     356                    5.5                      0                      0                   0.375                  5.875 Gaithersburg           MD                                       20877 PUD                                    415364                20060301                     80 No MI                                1.00E+17                    2.25               20110201                 11.875                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360201 AFL2
GI                       G02                                                      168984                1161.77                    360                     357                  7.875                      0                      0                   0.375                   8.25 FAIRBURN               GA                                       30213 PUD                                    168984                20060401                     80 No MI                                1.00E+17                    2.25               20110301                  13.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G03                                                      208000                1278.33                    360                     358                      7                      0                      0                   0.375                  7.375 Prescott               AZ                                       86301 Single Family                          208000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 WALN
GI                       G02                                                      137375                 872.90                    360                     357                   7.25                      0                      0                   0.375                  7.625 COLLEGE PARK           GA                                       30349 PUD                                    137375                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 12.625                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GII                      G02                                                      146150                 791.65                    360                     357                  6.125                      0                      0                   0.375                    6.5 Lawrenceville          GA                                       30044 PUD                                    146150                20060401            79.98000336 No MI                                1.00E+17                    2.25               20110301                   11.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GII                      G02                                                      216000                1237.50                    360                     357                    6.5                      0                      0                   0.375                  6.875 LAS VEGAS              NV                                       89129 PUD                                    216000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 11.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GI                       G02                                                   158079.03                1162.28                    360                     357                  7.625                      0                      0                   0.375                      8 Desoto                 TX                                       75115 PUD                                    158400                20060401                     80 No MI                                1.00E+17                    2.25               20110301                     13                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360301 AFL2
GII                      G01                                                      283100                1474.48                    360                     359                  5.875                      0                      0                   0.375                   6.25 Madera                 CA                                       93637 Single Family                          283100                20060601                     80 No MI                                1.00E+17                    2.25               20090501                  12.25                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      36 N                                    20360501 AFL2
GII                      G02                                                   239313.94                1371.07                    360                     356                    6.5                      0                      0                   0.375                  6.875 Jupiter                FL                                       33469 Single Family                          240000                20060301                     80 No MI                                                            2.25               20110201                 12.875                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360201 AFL2
GIII                     G03                                                      259120                1295.60                    360                     359                   5.75                      0                      0                    0.25                      6 LONG BEACH             CA                                       90804 Condominium                            259120                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     11                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G02                                                   155056.25                 968.25                    360                     359                  6.125                      0                      0                    0.25                  6.375 KERNERSVILLE           NC                                       27284 Single Family                          155200                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.375                      2                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G02                                                      232000                1474.17                    360                     357                   7.25                      0                      0                   0.375                  7.625 Chicago                IL                                       60619 Single Family                          232000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 12.625                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GII                      G01                                                      176000                 953.33                    360                     358                  6.125                      0                      0                   0.375                    6.5 Chicago                IL                                       60651 Single Family                          176000                20060501                     80 No MI                                1.00E+17                    2.25               20090401                   12.5                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      36 N                                    20360401 AFL2
GI                       G03                                                      152000                 934.17                    360                     355                      7                      0                      0                   0.375                  7.375 West Palm Beach        FL                                       33415 PUD                                    152000                20060201                     80 No MI                                1.00E+17                    2.25               20110101                 12.375                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360101 AFL2
GIII                     G02                                                   197276.17                1300.96                    360                     357                  6.625                      0                      0                    0.25                  6.875 SAN ANTONIO            TX                                       78255 PUD                                    198037                20060401                     95 GE Capital MI                        1.00E+17                    2.25               20110301                 11.875                  1.875                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360301 ADN1
GI                       G03                                                      395673                2431.74                    360                     358                      7                      0                      0                   0.375                  7.375 Orlando                FL                                       32819 PUD                                    395673                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.375                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 WALN
GI                       G02                                                      329600                2197.33                    360                     359                  7.625                      0                      0                   0.375                      8 Phoenix                AZ                                       85086 Single Family                          329600                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     13                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 WALN
GI                       G02                                                    95819.73                 729.67                    360                     357                      8                      0                      0                   0.375                  8.375 Medina                 OH                                       44256 Single Family                           96000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 13.375                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360301 AFL2
GII                      G02                                                      221600                1269.58                    360                     358                    6.5                      0                      0                   0.375                  6.875 Portsmouth             NH                                        3801 Condominium                            221600                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      116000                 809.58                    360                     358                      8                      0                      0                   0.375                  8.375 Phoenix                AZ                                       85043 Single Family                          116000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      245600                1662.92                    360                     358                   7.75                      0                      0                   0.375                  8.125 Las Vegas              NV                                       89130 PUD                                    245600                20060501                     80 No MI                                                            2.25               20110401                 13.125                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      200000                1270.83                    360                     358                   7.25                      0                      0                   0.375                  7.625 Davenport              FL                                       33837 PUD                                    200000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.625                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G03                                                      224000                1330.00                    360                     358                   6.75                      0                      0                   0.375                  7.125 Sun Valley             CA                                       91352 Condominium                            224000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.125                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      276592                1959.19                    360                     358                  8.125                      0                      0                   0.375                    8.5 SURPRISE               AZ                                       85379 PUD                                    276592                20060501                     95 Radian Guaranty                      1.00E+17                    2.25               20110401                   13.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G03                                                      216050                1327.81                    360                     354                      7                      0                      0                   0.375                  7.375 Colorado Springs       CO                                       80925 PUD                                    216050                20060101            79.98999786 No MI                                1.00E+17                    2.25               20101201                 12.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20351201 AFL2
GI                       G03                                                      244000                1499.58                    360                     357                      7                      0                      0                   0.375                  7.375 Gatlinburg             TN                                       37738 Single Family                          244000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 12.375                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G03                                                      128966                 806.04                    360                     355                  7.125                      0                      0                   0.375                    7.5 Chandler               AZ                                       85225 Condominium                            129000                20060201                     75 No MI                                1.00E+17                    2.25               20110101                   12.5                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360101 AFL2
GII                      G02                                                      166400                 936.00                    360                     357                  6.375                      0                      0                   0.375                   6.75 MESQUITE               NV                                       89027 PUD                                    166400                20060401                     80 No MI                                1.00E+17                    2.25               20110301                  11.75                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GI                       G02                                                       82800                 560.62                    360                     357                   7.75                      0                      0                   0.375                  8.125 Rex                    GA                                       30273 Single Family                           82800                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 13.125                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GII                      G01                                                      204000                1126.25                    360                     357                   6.25                      0                      0                   0.375                  6.625 Gainesville            GA                                       30501 PUD                                    204000                20060401                     80 No MI                                1.00E+17                    2.25               20090301                 12.625                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      36 N                                    20360301 AFL2
GII                      G03                                                      710000                3771.88                    360                     358                      6                      0                      0                   0.375                  6.375 Goleta                 CA                                       93117 Single Family                          710000                20060501            60.43000031 No MI                  1001330-0100054702                        2.25               20110401                 11.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                   187211.28                1234.03                    360                     356                    6.5                      0                      0                   0.375                  6.875 Rio Rancho             NM                                       87124 Single Family                          187848                20060301                     80 No MI                                1.00E+17                    2.25               20110201                 12.875                  1.875                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360201 AFL2
GI                       G02                                                      348000                2283.75                    360                     356                    7.5                      0                      0                   0.375                  7.875 Orlando                FL                                       32832 PUD                                    348000                20060301                     80 No MI                                1.00E+17                    2.75               20110201                 13.875                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360201 AFL2
GI                       G02                                                      228000                1496.25                    360                     359                    7.5                      0                      0                   0.375                  7.875 Winter Springs         FL                                       32708 Single Family                          228000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.875                  2.375                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G03                                                      218000                1362.50                    360                     359                  7.125                      0                      0                   0.375                    7.5 GERMANTOWN             MD                                       20874 Condominium                            218000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   12.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      236000                1548.75                    360                     357                    7.5                      0                      0                   0.375                  7.875 Woodbridge             VA                                       22193 Townhouse                              236000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 12.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G02                                                      195500                1262.60                    360                     357                  7.375                      0                      0                   0.375                   7.75 Palm Beach Gardens     FL                                       33418 PUD                                    195500                20060401            79.80000305 No MI                                1.00E+17                    2.25               20110301                  13.75                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GII                      G02                                                      110640                 599.30                    360                     356                  6.125                      0                      0                   0.375                    6.5 Douglas                AZ                                       85607 PUD                                    110640                20060301                     80 No MI                                1.00E+17                    2.25               20110201                   12.5                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360201 AFL2
GII                      G02                                                      212800                1174.83                    360                     358                   6.25                      0                      0                   0.375                  6.625 Colorado Springs       CO                                       80918 Single Family                          212800                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.625                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G03                                                      213290                 933.14                    360                     356                  4.875                      0                      0                   0.375                   5.25 Loveland               CO                                       80537 PUD                                    213290                20060301                     80 No MI                                1.00E+17                    2.25               20110201                  11.25                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360201 AFL2
GI                       G01                                                      166800                1077.25                    360                     357                  7.375                      0                      0                   0.375                   7.75 Jacksonville           FL                                       32257 Single Family                          166800                20060401                     80 No MI                                1.00E+17                    2.25               20110301                  12.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GII                      G03                                                      264000                1320.00                    360                     356                  5.625                      0                      0                   0.375                      6 Denver                 CO                                       80224 Single Family                          264000                20060301                     80 No MI                                1.00E+17                    2.25               20110201                     12                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360201 AFL2
GII                      G03                                                      527449                3076.79                    360                     357                  6.625                      0                      0                   0.375                      7 SOUTH RIDING           VA                                       20152 PUD                                    527449                20060401                     65 No MI                                1.00E+17                    2.25               20110301                     12                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G02                                                      250600                1618.46                    360                     359                  7.375                      0                      0                   0.375                   7.75 Wittmann               AZ                                       85361 PUD                                    250600                20060601            79.97000122 No MI                                1.00E+17                    2.25               20110501                  12.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                   350931.84                2578.49                    360                     358                  7.625                      0                      0                   0.375                      8 Boothwyn               PA                                       19061 Single Family                          351405                20060501                     95 Mortgage Guaranty In                 1.00E+17                    2.25               20110401                     13                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                   134025.55                 849.45                    360                     357                  6.125                      0                      0                   0.375                    6.5 Rosemount              MN                                       55068 Condominium                            134392                20060401                     80 No MI                                1.00E+17                    2.25               20110301                   12.5                  1.875                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G02                                                      112000                 735.00                    360                     356                    7.5                      0                      0                   0.375                  7.875 Tucson                 AZ                                       85710 Single Family                          112000                20060301                     70 No MI                                                            2.25               20110201                 12.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360201 AFL2
GII                      G03                                                      232400                1404.08                    360                     359                  6.875                      0                      0                   0.375                   7.25 Pahrump                NV                                       89061 Single Family                          232400                20060601                     70 No MI                                1.00E+17                    2.25               20110501                  12.25                  4.125                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G01                                                      448800                2851.75                    360                     359                   7.25                      0                      0                   0.375                  7.625 Naples                 FL                                       34117 Single Family                          448800                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.625                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      204852                1493.71                    360                     354                  8.375                      0                      0                   0.375                   8.75 Orlando                FL                                       32835 PUD                                    204852                20060101                     80 No MI                                1.00E+17                    2.25               20101201                  13.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20351201 AFL2
GI                       G02                                                   319919.13                2166.12                    360                     356                   7.75                      0                      0                   0.375                  8.125 ATLANTA                GA                                       30305 2-4 Family                             319920                20060301                     80 No MI                                1.00E+17                    2.25               20110201                 13.125                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360201 AFL2
GII                      G03                                                       93596                 565.48                    360                     358                  6.875                      0                      0                   0.375                   7.25 CYPRESS                TX                                       77433 PUD                                     93596                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GIII                     G02                                                      166400                 918.67                    360                     359                  6.375                      0                      0                    0.25                  6.625 ARVADA                 CO                                       80004 Single Family                          166400                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.625                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GII                      G02                                                      162400                 930.42                    360                     359                    6.5                      0                      0                   0.375                  6.875 EL MIRAGE              AZ                                       85335 PUD                                    162400                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.875                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GIII                     G02                                                      232500                1307.81                    360                     359                    6.5                      0                      0                    0.25                   6.75 SACRAMENTO             CA                                       95820 Single Family                          232500                20060601            73.80999756 No MI                                1.00E+17                    2.25               20110501                  11.75                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GII                      G01                                                      133000                 720.42                    360                     358                  6.125                      0                      0                   0.375                    6.5 DALLAS                 GA                                       30132 Single Family                          133000                20060501                     80 No MI                                1.00E+17                    2.25               20090401                   12.5                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      36 N                                    20360401 AFL2
GIII                     G02                                                      392000                2245.83                    360                     359                  6.625                      0                      0                    0.25                  6.875 LOS ANGELES            CA                                       91402 Single Family                          392000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.875                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GII                      G02                                                      188000                1096.67                    360                     358                  6.625                      0                      0                   0.375                      7 CHANDLER               AZ                                       85225 Single Family                          188000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                     12                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GIII                     G02                                                   319993.33                1833.33                    360                     359                  6.625                      0                      0                    0.25                  6.875 LOMPOC                 CA                                       93436 Single Family                          320000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.875                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G02                                                   222777.85                1695.90                    360                     358                      8                      0                      0                   0.375                  8.375 FAIRBURN               GA                                       30213 PUD                                    223124                20060501                     80 No MI                                                            2.25               20110401                 13.375                      2                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G03                                                    411678.6                2810.57                    360                     359                  6.875                      0                      0                   0.375                   7.25 UNION CITY             CA                                       94587 Condominium                            412000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.25                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      276000                1753.75                    360                     359                   7.25                      0                      0                   0.375                  7.625 Woodbridge             VA                                       22192 PUD                                    276000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.625                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 WALN
GI                       G02                                                    235705.6                1793.77                    360                     358                      8                      0                      0                   0.375                  8.375 Melrose Park           IL                                       60160 2-4 Family                             236000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GIII                     G02                                                      159920                1016.16                    360                     358                  7.375                      0                      0                    0.25                  7.625 POMPANO BEACH          FL                                       33069 Condominium                            159920                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.625                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 ADN1
GII                      G03                                                      290844                1757.18                    360                     360                  6.875                      0                      0                   0.375                   7.25 Bakersfield            CA                                       93311 Single Family                          290844                20060701                     80 No MI                                                            2.25               20110601                  12.25                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GIII                     G03                                                      293492                1253.88                    360                     359                  4.875                      0                      0                    0.25                  5.125 SAN DIEGO              CA                                       92115 Condominium                            293592                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 10.125                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G01                                                      309200                1546.00                    360                     359                   5.75                      0                      0                    0.25                      6 WASHINGTON             DC                                       20005 Condominium                            309200                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     11                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G02                                                      270900                1721.34                    360                     359                   7.25                      0                      0                   0.375                  7.625 Denver                 CO                                       80237 Single Family                          270900                20060601                     70 No MI                                1.00E+17                    2.25               20110501                 12.625                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G03                                                      297200                1857.50                    360                     359                  7.125                      0                      0                   0.375                    7.5 Woodbridge             VA                                       22191 Single Family                          297200                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   12.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GIII                     G02                                                      374000                1947.92                    360                     359                      6                      0                      0                    0.25                   6.25 LAVEEN                 AZ                                       85339 PUD                                    374000                20060601            77.58999634 No MI                                1.00E+17                    2.25               20110501                  11.25                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G01                                                      280000                1312.50                    360                     359                  5.375                      0                      0                    0.25                  5.625 BOTHELL                WA                                       98011 Single Family                          280000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 10.625                      2                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G02                                                      181600                1153.92                    360                     358                   7.25                      0                      0                   0.375                  7.625 LAS VEGAS              NV                                       89110 Single Family                          181600                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.625                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                      189000                1043.44                    360                     357                   6.25                      0                      0                   0.375                  6.625 Ceres                  CA                                       95307 Single Family                          189000                20060401                     70 No MI                                1.00E+17                    2.25               20110301                 11.625                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GIII                     G02                                                      382500                2191.41                    360                     359                  6.625                      0                      0                    0.25                  6.875 GAITHERSBURG           MD                                       20879 PUD                                    382500                20060601                   76.5 No MI                                1.00E+17                    2.25               20110501                 11.875                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GIII                     G02                                                      246400                1309.00                    360                     358                  6.125                      0                      0                    0.25                  6.375 CHICAGO                IL                                       60613 Condominium                            246400                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.375                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G02                                                    88880.17                 653.05                    360                     358                  7.625                      0                      0                   0.375                      8 JACKSONVILLE           FL                                       32216 Single Family                           89000                20060501            77.38999939 No MI                                                            2.25               20110401                     13                      2                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GIII                     G02                                                       42400                 291.50                    360                     359                      8                      0                      0                    0.25                   8.25 BALTIMORE              MD                                       21215 Single Family                           42400                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  13.25                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G02                                                      300000                2031.25                    360                     359                   7.75                      0                      0                   0.375                  8.125 Fresno                 CA                                       93727 Single Family                          300000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.125                      2                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G02                                                      159000                 894.38                    360                     358                  6.375                      0                      0                   0.375                   6.75 PHOENIX                AZ                                       85050 Single Family                          159000                20060501            46.75999832 No MI                                1.00E+17                    2.25               20110401                  11.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 WALN
GI                       G01                                                      469600                3081.75                    360                     355                    7.5                      0                      0                   0.375                  7.875 QUARTZ HILL            CA                                       93536 Single Family                          469600                20060201                     80 No MI                                1.00E+17                    2.25               20110101                 12.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360101 AFL2
GIII                     G01                                                      197500                 987.50                    360                     359                   5.75                      0                      0                    0.25                      6 CHARLOTTESVILLE        VA                                       22911 PUD                                    197500                20060601            54.47999954 No MI                                1.00E+17                    2.25               20110501                     11                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G02                                                      195200                1098.00                    360                     359                    6.5                      0                      0                    0.25                   6.75 TROUTDALE              OR                                       97060 Single Family                          195200                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  11.75                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G02                                                      214000                1136.88                    360                     359                  6.125                      0                      0                    0.25                  6.375 HENDERSON              NV                                       89015 Single Family                          214000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.375                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GIII                     G02                                                      100000                 572.92                    360                     359                  6.625                      0                      0                    0.25                  6.875 MENTOR                 OH                                       44060 Single Family                          100000                20060601            76.91999817 No MI                                1.00E+17                    2.25               20110501                 11.875                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GII                      G03                                                      458550                2531.58                    360                     358                   6.25                      0                      0                   0.375                  6.625 Gilbert                AZ                                       85297 PUD                                    458550                20060501            79.98999786 No MI                                1.00E+17                    2.25               20110401                 11.625                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                      226392                1297.04                    360                     358                    6.5                      0                      0                   0.375                  6.875 Spring Hill            FL                                       34609 PUD                                    226392                20060501                     80 No MI                                                            2.25               20110401                 11.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G03                                                   231627.84                1563.03                    360                     358                   6.75                      0                      0                   0.375                  7.125 Gainesville            GA                                       30506 Single Family                          232000                20060501            73.65000153 No MI                                1.00E+17                    2.25               20110401                 12.125                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      178350                1133.27                    360                     358                   7.25                      0                      0                   0.375                  7.625 Orlando                FL                                       32829 Condominium                            178350                20060501            79.98000336 No MI                                1.00E+17                    2.25               20110401                 12.625                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GIII                     G02                                                      122400                 752.25                    360                     358                  7.125                      0                      0                    0.25                  7.375 COMMERCE CITY          CO                                       80022 Single Family                          122400                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.375                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 ADN1
GIII                     G01                                                      304000                1520.00                    360                     359                   5.75                      0                      0                    0.25                      6 MODESTO                CA                                       95358 Single Family                          304000                20060601                     95 GE Capital MI                        1.00E+17                    2.25               20110501                     11                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GIII                     G02                                                      159200                 862.33                    360                     358                   6.25                      0                      0                    0.25                    6.5 CLINTON TOWNSHIP       MI                                       48035 Single Family                          159200                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   11.5                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 ADN1
GI                       G02                                                    65839.85                 506.87                    360                     358                  8.125                      0                      0                   0.375                    8.5 Dallas                 TX                                       75220 Single Family                           65920                20060501                     80 No MI                                1.00E+17                    2.75               20110401                   14.5                      2                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 AFL2
GIII                     G02                                                       99480                 611.51                    360                     359                  7.125                      0                      0                    0.25                  7.375 LAS VEGAS              NV                                       89109 Condominium                             99500                20060601            55.90000153 No MI                                1.00E+17                    2.25               20110501                 12.375                  2.375                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GII                      G03                                                      496000                2996.67                    360                     359                  6.875                      0                      0                   0.375                   7.25 Manchester             MA                                        1944 Single Family                          496000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.25                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G03                                                      315896                1875.63                    360                     358                   6.75                      0                      0                   0.375                  7.125 PEORIA                 AZ                                       85383 PUD                                    315896                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.125                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GIII                     G02                                                      187200                1170.00                    360                     359                   7.25                      0                      0                    0.25                    7.5 CHICAGO                IL                                       60632 Single Family                          187200                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   12.5                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G02                                                    59493.76                 447.53                    360                     358                  7.875                      0                      0                   0.375                   8.25 Lubbock                TX                                       79401 2-4 Family                              59570                20060501                     70 No MI                                1.00E+17                    2.25               20110401                  13.25                      2                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 AFL2
GIII                     G03                                                      400000                1958.33                    360                     359                  5.625                      0                      0                    0.25                  5.875 OXNARD                 CA                                       93030 Condominium                            400000                20060601            74.76999664 No MI                                1.00E+17                    2.25               20110501                 10.875                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GIII                     G02                                                      334791                1987.82                    360                     359                  6.875                      0                      0                    0.25                  7.125 JUPITER                FL                                       33458 Condominium                            334791                20060601                     90 Republic MIC                         1.00E+17                    2.25               20110501                 12.125                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G03                                                      159600                 980.87                    360                     359                      7                      0                      0                   0.375                  7.375 Phoenix                AZ                                       85029 Single Family                          159600                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.375                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      163950                1127.16                    360                     358                  7.875                      0                      0                   0.375                   8.25 Orlando                FL                                       32829 Condominium                            163950                20060501            79.98000336 No MI                                1.00E+17                    2.25               20110401                  13.25                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                   123995.31                 800.80                    360                     358                  7.375                      0                      0                   0.375                   7.75 PHOENIX                AZ                                       85027 Single Family                          124000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 WALN
GIII                     G02                                                      305900                1593.23                    360                     359                      6                      0                      0                    0.25                   6.25 COVINGTON              LA                                       70433 Single Family                          305900                20060601                     95 Radian Guaranty                      1.00E+17                    2.25               20110501                  11.25                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G02                                                      216380                1374.91                    360                     355                   7.25                      0                      0                   0.375                  7.625 ANTHEM                 AZ                                       85086 PUD                                    216380                20060201                     80 No MI                                1.00E+17                    2.25               20110101                 12.625                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360101 AFL2
GII                      G03                                                      388000                2303.75                    360                     358                   6.75                      0                      0                   0.375                  7.125 West New York          NJ                                        7093 2-4 Family                             388000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.125                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      203250                1418.52                    360                     360                      8                      0                      0                   0.375                  8.375 Alva                   FL                                       33920 Single Family                          203250                20060701                     75 No MI                                1.00E+17                    2.25               20110601                 13.375                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360601 AFL2
GI                       G02                                                      240000                1550.00                    360                     360                  7.375                      0                      0                   0.375                   7.75 COVINGTON              WA                                       98042 Single Family                          240000                20060701                     75 No MI                                1.00E+17                    2.25               20110601                  12.75                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GIII                     G02                                                      111750                 616.95                    360                     359                  6.375                      0                      0                    0.25                  6.625 SEATAC                 WA                                       98188 Condominium                            111750                20060601                     75 No MI                                1.00E+17                    2.25               20110501                 11.625                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GIII                     G01                                                      384000                1800.00                    360                     359                  5.375                      0                      0                    0.25                  5.625 STERLING               VA                                       20165 Single Family                          384000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 10.625                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G02                                                      138350                 951.16                    360                     358                  7.875                      0                      0                   0.375                   8.25 Orlando                FL                                       32829 Condominium                            138350                20060501            79.98000336 No MI                                1.00E+17                    2.25               20110401                  13.25                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GIII                     G02                                                      300000                1625.00                    360                     359                   6.25                      0                      0                    0.25                    6.5 SANTA BARBARA          CA                                       93101 Condominium                            300000                20060601            47.61999893 No MI                                1.00E+17                    2.25               20110501                   11.5                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GII                      G03                                                      417000                2041.56                    360                     358                    5.5                      0                      0                   0.375                  5.875 Encinitas              CA                                       92024 Condominium                            417000                20060501            79.58000183 No MI                                1.00E+17                    2.25               20110401                 10.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                      221250                1290.62                    360                     359                  6.625                      0                      0                   0.375                      7 Lanham                 MD                                       20706 PUD                                    221250                20060601                     75 No MI                                1.00E+17                    2.25               20110501                     12                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G03                                                      145850                 896.37                    360                     359                      7                      0                      0                   0.375                  7.375 Douglasville           GA                                       30135 PUD                                    145850                20060601            74.97000122 No MI                                1.00E+17                    2.25               20110501                 12.375                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G03                                                      480000                2850.00                    360                     359                   6.75                      0                      0                   0.375                  7.125 BALTIMORE              MD                                       21286 Single Family                          480000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.125                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                    63920.16                 486.45                    360                     358                      8                      0                      0                   0.375                  8.375 Cleveland              OH                                       44120 2-4 Family                              64000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G01                                                      420000                2931.25                    360                     359                      8                      0                      0                   0.375                  8.375 OGDEN                  UT                                       84403 Single Family                          420000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G03                                                      300000                1875.00                    360                     358                  7.125                      0                      0                   0.375                    7.5 Riverdale              MD                                       20737 Single Family                          300000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G03                                                     1387500                8382.81                    360                     358                  6.875                      0                      0                   0.375                   7.25 Park City              UT                                       84060 Single Family                         1387500                20060501                     75 No MI                                1.00E+17                    2.25               20110401                  12.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                       92480                 597.27                    360                     358                  7.375                      0                      0                   0.375                   7.75 WASHINGTON             DC                                       20019 Single Family                           92480                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 WALN
GIII                     G02                                                      395000                2263.02                    360                     358                  6.625                      0                      0                    0.25                  6.875 MOORPARK               CA                                       93021 PUD                                    395000                20060501            65.29000092 No MI                                1.00E+17                    2.25               20110401                 11.875                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 ADN1
GI                       G02                                                      267200                1697.84                    360                     358                   7.25                      0                      0                   0.375                  7.625 SAN DIEGO              CA                                       92116 Condominium                            267200                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.625                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 WALN
GIII                     G02                                                      192000                1060.00                    360                     359                  6.375                      0                      0                    0.25                  6.625 MIAMI                  FL                                       33127 Single Family                          192000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.625                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GIII                     G02                                                      157600                 902.92                    360                     358                  6.625                      0                      0                    0.25                  6.875 TACOMA                 WA                                       98408 Single Family                          157600                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.875                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G02                                                      320000                2133.33                    360                     358                  7.625                      0                      0                   0.375                      8 PASSAIC                NJ                                        7055 2-4 Family                             320000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                     13                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 WALN
GII                      G03                                                      135200                 816.83                    360                     358                  6.875                      0                      0                   0.375                   7.25 North Las Vegas        NV                                       89032 PUD                                    135200                20060501            64.98000336 No MI                                1.00E+17                    2.25               20110401                  12.25                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                      205600                1177.92                    360                     359                    6.5                      0                      0                   0.375                  6.875 Washington             DC                                       20020 Single Family                          205600                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      211200                1408.00                    360                     358                  7.625                      0                      0                   0.375                      8 Sanford                FL                                       32771 PUD                                    211200                20060501                     80 No MI                                1.00E+17                    2.25               20110401                     13                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G01                                                      196800                1086.50                    360                     358                   6.25                      0                      0                   0.375                  6.625 HESPERIA               CA                                       92345 Single Family                          196800                20060501                     80 No MI                                1.00E+17                    2.25               20090401                 12.625                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      36 N                                    20360401 WALN
GIII                     G02                                                      352000                1833.33                    360                     359                      6                      0                      0                    0.25                   6.25 YORKTOWN               VA                                       23693 PUD                                    352000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  11.25                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G02                                                   125069.84                 822.31                    360                     359                  6.625                      0                      0                    0.25                  6.875 COCONUT CREEK          FL                                       33073 Condominium                            125175                20060601                     75 No MI                                1.00E+17                    2.25               20110501                 11.875                      2                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360501 ADN1
GIII                     G02                                                      281897                1732.49                    360                     358                  7.125                      0                      0                    0.25                  7.375 LAS VEGAS              NV                                       89123 PUD                                    281897                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.375                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G02                                                      136000                 949.17                    360                     357                      8                      0                      0                   0.375                  8.375 Jacksonville           FL                                       32205 Single Family                          136000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 13.375                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G03                                                      311000                1943.75                    360                     358                  7.125                      0                      0                   0.375                    7.5 OWINGS MILLS           MD                                       21117 Condominium                            311000                20060501            79.98999786 No MI                                1.00E+17                    2.25               20110401                   12.5                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G03                                                      128352                 802.20                    360                     359                  7.125                      0                      0                   0.375                    7.5 TUCSON                 AZ                                       85747 PUD                                    128352                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   12.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                       82800                 569.25                    360                     358                  7.875                      0                      0                   0.375                   8.25 Crestwood              KY                                       40014 Single Family                           82800                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  13.25                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      108750                 691.02                    360                     359                   7.25                      0                      0                   0.375                  7.625 Orlando                FL                                       32837 Condominium                            108750                20060601                     75 No MI                                1.00E+17                    2.25               20110501                 12.625                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GIII                     G02                                                      245164                1430.12                    360                     358                   6.75                      0                      0                    0.25                      7 PORT SAINT LUCIE       FL                                       34953 PUD                                    245164                20060501                     80 No MI                                1.00E+17                    2.25               20110401                     12                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 ADN1
GIII                     G02                                                      204000                1105.00                    360                     359                   6.25                      0                      0                    0.25                    6.5 CORAL GABLES           FL                                       33134 Condominium                            204000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   11.5                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GIII                     G02                                                      170022                1009.51                    360                     358                  6.875                      0                      0                    0.25                  7.125 POMPANO BEACH          FL                                       33069 Condominium                            170022                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.125                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 ADN1
GIII                     G02                                                   285839.95                1726.95                    360                     359                      7                      0                      0                    0.25                   7.25 PALM BEACH             FL                                       33480 Condominium                            285840                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.25                      2                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G02                                                      279100                1831.59                    360                     359                    7.5                      0                      0                   0.375                  7.875 ALEXANDRIA             VA                                       22304 Condominium                            279100                20060601            79.98999786 No MI                                1.00E+17                    2.25               20110501                 12.875                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GIII                     G02                                                   299456.13                1896.20                    360                     358                   6.25                      0                      0                    0.25                    6.5 RANCHO CUCAMONGA       CA                                       91701 Single Family                          300000                20060501            49.18000031 No MI                                1.00E+17                    2.25               20110401                   11.5                  1.875                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 ADN1
GIII                     G02                                                      236000                1352.08                    360                     359                  6.625                      0                      0                    0.25                  6.875 GENEVA                 IL                                       60134 PUD                                    236000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.875                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G01                                                      336300                1401.25                    360                     359                   4.75                      0                      0                    0.25                      5 OXNARD                 CA                                       93030 Single Family                          336300                20060601            50.56999969 No MI                                1.00E+17                    2.25               20110501                     10                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G02                                                      181960                1194.12                    360                     358                    7.5                      0                      0                   0.375                  7.875 Queen Creek            AZ                                       85243 PUD                                    181960                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.875                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 WALN
GIII                     G02                                                      282000                1556.88                    360                     358                  6.375                      0                      0                    0.25                  6.625 HAYWARD                CA                                       94544 Condominium                            282000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.625                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 ADN1
GIII                     G01                                                      332000                1660.00                    360                     359                   5.75                      0                      0                    0.25                      6 VENTURA                CA                                       93003 Condominium                            332000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     11                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GIII                     G02                                                      140750                 777.06                    360                     359                  6.375                      0                      0                    0.25                  6.625 MIRAMAR                FL                                       33025 Condominium                            140750                20060601            79.98000336 No MI                                1.00E+17                    2.25               20110501                 11.625                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G02                                                      188000                1233.75                    360                     357                    7.5                      0                      0                   0.375                  7.875 Haverhill              MA                                        1835 Condominium                            188000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 12.875                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G02                                                   397252.93                3021.29                    360                     359                      8                      0                      0                   0.375                  8.375 IPSWICH                MA                                        1938 Single Family                          397500                20060601                     75 No MI                                1.00E+17                    2.25               20110501                 14.375                  1.875                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G03                                                      748000                4285.42                    360                     358                    6.5                      0                      0                   0.375                  6.875 Saint Petersburg       FL                                       33705 Single Family                          748000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      106984                 746.66                    360                     357                      8                      0                      0                   0.375                  8.375 Arlington              TX                                       76002 PUD                                    106984                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 13.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GI                       G02                                                      144750                1025.31                    360                     359                  8.125                      0                      0                   0.375                    8.5 Brunswick              MD                                       21716 Single Family                          144750                20060601                     75 No MI                                1.00E+17                    2.25               20110501                   13.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      209748                1420.17                    360                     359                   7.75                      0                      0                   0.375                  8.125 OCALA                  FL                                       34474 PUD                                    209748                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.125                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G02                                                      195175                1097.86                    360                     358                  6.375                      0                      0                   0.375                   6.75 Las Vegas              NV                                       89102 Single Family                          195200                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  11.75                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      212000                1479.58                    360                     358                      8                      0                      0                   0.375                  8.375 WASHINGTON             DC                                       20019 Single Family                          212000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 14.375                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GIII                     G02                                                      400000                2291.67                    360                     359                  6.625                      0                      0                    0.25                  6.875 (ARLETA AREA)LOS ANGELECA                                       91331 Single Family                          400000                20060601            79.83999634 No MI                                1.00E+17                    2.25               20110501                 11.875                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GII                      G03                                                     1706250               10308.59                    360                     357                  6.875                      0                      0                   0.375                   7.25 Los Altos Hills        CA                                       94022 Single Family                         1706250                20060401                     65 No MI                                1.00E+17                    2.25               20110301                  12.25                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GIII                     G02                                                      300000                1625.00                    360                     359                   6.25                      0                      0                    0.25                    6.5 FAIR OAKS              CA                                       95628 Single Family                          300000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   11.5                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G02                                                      288000                1740.00                    360                     359                      7                      0                      0                    0.25                   7.25 DOWNEY                 CA                                       90242 Condominium                            288000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.25                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G02                                                      127200                 808.25                    360                     357                   7.25                      0                      0                   0.375                  7.625 Phoenix                AZ                                       85042 PUD                                    127200                20060401                     80 No MI                                1.00E+17                    2.75               20110301                 13.625                      2                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GI                       G02                                                       74259                 510.53                    360                     358                  7.875                      0                      0                   0.375                   8.25 Columbus               OH                                       43207 Single Family                           74259                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  13.25                  2.375                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GIII                     G02                                                      305600                1623.50                    360                     359                  6.125                      0                      0                    0.25                  6.375 SACRAMENTO             CA                                       95833 Single Family                          305600                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.375                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G02                                                   198489.09                1475.72                    360                     358                   7.75                      0                      0                   0.375                  8.125 Kissimmee              FL                                       34758 PUD                                    198750                20060501            79.98999786 No MI                                1.00E+17                    2.25               20110401                 13.125                      2                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GIII                     G02                                                   121433.44                 683.06                    360                     358                    6.5                      0                      0                    0.25                   6.75 WATERFORD              MI                                       48329 Single Family                          121500                20060501            79.93000031 No MI                                1.00E+17                    2.25               20110401                  11.75                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 ADN1
GIII                     G02                                                      163120                 883.57                    360                     359                   6.25                      0                      0                    0.25                    6.5 PHOENIX                AZ                                       85037 Condominium                            163120                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   11.5                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G01                                                      874500                5647.81                    360                     358                  7.375                      0                      0                   0.375                   7.75 Miami                  FL                                       33137 Single Family                          874500                20060501                     75 No MI                                1.00E+17                    2.25               20110401                  13.75                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G03                                                      194920                1177.64                    360                     358                  6.875                      0                      0                   0.375                   7.25 Tempe                  AZ                                       85282 Condominium                            194920                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.25                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GIII                     G02                                                       62000                 342.29                    360                     359                  6.375                      0                      0                    0.25                  6.625 CANON CITY             CO                                       81212 Single Family                           62000                20060601            76.54000092 No MI                                1.00E+17                    2.25               20110501                 11.625                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G01                                                      248400                1216.13                    360                     359                  5.135                   0.49                      0                    0.25                  5.875 CHICO                  CA                                       95926 Single Family                          248400                20060601            88.70999908 Republic MIC                         1.00E+17                   2.875               20110501                 10.875                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G03                                                      933550                5834.69                    360                     358                  7.125                      0                      0                   0.375                    7.5 PRINCE WILLIAM         VA                                       22192 PUD                                    933550                20060501                     75 No MI                                1.00E+17                    2.25               20110401                   12.5                  2.135                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GIII                     G01                                                      405000                1729.69                    360                     359                  4.875                      0                      0                    0.25                  5.125 LAHAINA                HI                                       96761 Single Family                          405000                20060601            70.55999756 No MI                                1.00E+17                    2.25               20110501                 10.125                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G02                                                      107500                 582.29                    360                     359                   6.25                      0                      0                    0.25                    6.5 MILLERSVILLE           PA                                       17551 PUD                                    107500                20060601            74.65000153 No MI                                1.00E+17                    2.25               20110501                   11.5                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G02                                                      222544                1553.18                    360                     360                      8                      0                      0                   0.375                  8.375 KISSIMMEE              FL                                       34746 PUD                                    222544                20060701                     80 No MI                                1.00E+17                    2.25               20110601                 13.375                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GIII                     G02                                                      400000                2166.67                    360                     359                   6.25                      0                      0                    0.25                    6.5 ALHAMBRA               CA                                       91803 Single Family                          400000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   11.5                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GIII                     G02                                                      240800                1304.33                    360                     359                   6.25                      0                      0                    0.25                    6.5 MORENO VALLEY          CA                                       92557 Single Family                          240800                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   11.5                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G03                                                      177200                1089.05                    360                     360                      7                      0                      0                   0.375                  7.375 HOLLY                  MI                                       48442 Single Family                          177200                20060701                     80 No MI                                1.00E+17                    2.25               20110601                 12.375                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GI                       G02                                                      180750                1223.82                    360                     359                   7.75                      0                      0                   0.375                  8.125 Pensacola              FL                                       32514 Single Family                          180750                20060601                     75 No MI                                1.00E+17                    2.25               20110501                 14.125                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      294680                1995.23                    360                     360                   7.75                      0                      0                   0.375                  8.125 ORLANDO                FL                                       32828 Single Family                          294680                20060701                     80 No MI                                1.00E+17                    2.25               20110601                 13.125                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GII                      G03                                                     1500000                8281.25                    360                     358                   6.25                      0                      0                   0.375                  6.625 Henderson              NV                                       89052 PUD                                   1500000                20060501            55.56000137 No MI                                1.00E+17                    2.25               20110401                 11.625                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GIII                     G01                                                    87820.12                 520.55                    360                     358                  5.625                      0                      0                    0.25                  5.875 LAS VEGAS              NV                                       89122 PUD                                     88000                20060501            50.29000092 No MI                                1.00E+17                    2.25               20110401                 10.875                  1.875                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 ADN1
GII                      G03                                                      255700                1544.85                    360                     358                  6.875                      0                      0                   0.375                   7.25 NEW PRAGUE             MN                                       56071 Single Family                          255700                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.25                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      229270                1600.11                    360                     358                      8                      0                      0                   0.375                  8.375 GOLD CANYON            AZ                                       85218 Single Family                          229270                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                      256000                1413.33                    360                     358                   6.25                      0                      0                   0.375                  6.625 PHOENIX                AZ                                       85024 Single Family                          256000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.625                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GIII                     G02                                                      350000                1895.83                    360                     358                   6.25                      0                      0                    0.25                    6.5 HUNTINGTON BEACH       CA                                       92646 Condominium                            350000                20060501                  63.75 No MI                                1.00E+17                    2.25               20110401                   11.5                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G03                                                   141399.02                 869.01                    360                     358                      7                      0                      0                   0.375                  7.375 Sanger                 CA                                       93657 Single Family                          141400                20060501                     70 No MI                                1.00E+17                    2.25               20110401                 12.375                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GIII                     G02                                                      287920                1709.53                    360                     359                  6.875                      0                      0                    0.25                  7.125 FREMONT                CA                                       94536 Condominium                            287920                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.125                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GII                      G02                                                      332000                1867.50                    360                     357                  6.375                      0                      0                   0.375                   6.75 Paterson               NJ                                        7502 2-4 Family                             332000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                  11.75                      2                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G02                                                      308800                1994.33                    360                     359                  7.375                      0                      0                   0.375                   7.75 Aurora                 CO                                       80016 PUD                                    308800                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                       95834                 695.34                    360                     359                    7.5                      0                      0                   0.375                  7.875 CARPENTERSVILLE        IL                                       60110 Single Family                           95900                20060601                     70 No MI                                1.00E+17                    2.25               20110501                 12.875                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G02                                                      122500                 701.82                    360                     358                    6.5                      0                      0                   0.375                  6.875 Aurora                 IL                                       60505 Single Family                          122500                20060501                     70 No MI                                1.00E+17                    2.25               20110401                 11.875                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      252400                1761.54                    360                     358                      8                      0                      0                   0.375                  8.375 DENVER                 CO                                       80220 Single Family                          252400                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                    127537.7                 823.68                    360                     358                  7.375                      0                      0                   0.375                   7.75 PHOENIX                AZ                                       85031 Single Family                          128500                20060501            73.84999847 No MI                                1.00E+17                    2.25               20110401                  12.75                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G03                                                      209900                1311.88                    360                     358                  7.125                      0                      0                   0.375                    7.5 FORT MYERS             FL                                       33912 Single Family                          209900                20060501            74.98999786 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G03                                                      212000                1325.00                    360                     358                  7.125                      0                      0                   0.375                    7.5 Surprise               AZ                                       85388 PUD                                    212000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                    159800.4                1216.12                    360                     358                      8                      0                      0                   0.375                  8.375 Midlothian             VA                                       23112 Single Family                          160000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GIII                     G02                                                      284000                1597.50                    360                     359                    6.5                      0                      0                    0.25                   6.75 QUINCY                 MA                                        2170 Single Family                          284000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  11.75                    3.7                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G01                                                      270400                1830.83                    360                     359                   7.75                      0                      0                   0.375                  8.125 Sterling               VA                                       20164 PUD                                    270400                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.125                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      193600                1331.00                    360                     357                  7.875                      0                      0                   0.375                   8.25 Las Vegas              NV                                       89121 PUD                                    193600                20060401                     80 No MI                                                            2.25               20110301                  13.25                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GIII                     G01                                                      200000                 833.33                    360                     358                   4.75                      0                      0                    0.25                      5 GEORGETOWN             MA                                        1883 Single Family                          200000                20060501            45.97999954 No MI                                1.00E+17                    2.25               20110401                     11                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G02                                                      408000                2592.50                    360                     358                   7.25                      0                      0                   0.375                  7.625 HENDERSON              NV                                       89074 PUD                                    408000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.625                      2                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G03                                                      212000                1302.92                    360                     358                      7                      0                      0                   0.375                  7.375 Las Vegas              NV                                       89107 Single Family                          212000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      293200                2046.29                    360                     358                      8                      0                      0                   0.375                  8.375 Aurora                 CO                                       80016 PUD                                    293200                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GIII                     G02                                                   192175.62                1264.59                    360                     358                  6.625                      0                      0                    0.25                  6.875 FORT MYERS             FL                                       33912 Single Family                          192500                20060501            67.06999969 No MI                                1.00E+17                    2.25               20110401                 11.875                  1.875                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 ADN1
GIII                     G02                                                      233600                1289.67                    360                     358                  6.375                      0                      0                    0.25                  6.625 PORT ST LUCIE          FL                                       34953 Single Family                          233600                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.625                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 ADN1
GIII                     G02                                                      320000                1800.00                    360                     359                    6.5                      0                      0                    0.25                   6.75 SPRING VALLEY          CA                                       91977 Single Family                          320000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  11.75                      2                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G02                                                      156000                1007.50                    360                     358                  7.375                      0                      0                   0.375                   7.75 CHESAPEAKE             VA                                       23323 Single Family                          156000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.75                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                   113513.18                 705.95                    360                     358                  6.625                      0                      0                   0.375                      7 DENVER                 CO                                       80239 Single Family                          113600                20060501                     80 No MI                                1.00E+17                    2.25               20110401                     12                  1.875                       1 First Lien                                    N                                            0 Prepay                                    480                      60 N                                    20360401 AFL2
GI                       G02                                                      132600                 884.00                    360                     360                  7.625                      0                      0                   0.375                      8 Denton                 TX                                       76210 PUD                                    132600                20060701                     80 No MI                                1.00E+17                    2.25               20110601                     13                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360601 AFL2
GIII                     G02                                                      173600                 994.58                    360                     359                  6.625                      0                      0                    0.25                  6.875 HIALEAH                FL                                       33015 Condominium                            173600                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.875                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G01                                                      225000                1148.44                    360                     359                  5.875                      0                      0                    0.25                  6.125 FILLMORE               CA                                       93015 Single Family                          225000                20060601            41.90000153 No MI                                1.00E+17                    2.25               20110501                 11.125                      2                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GII                      G02                                                      199900                1145.26                    360                     359                    6.5                      0                      0                   0.375                  6.875 AVONDALE               AZ                                       85323 PUD                                    199900                20060601            79.98999786 No MI                                1.00E+17                    2.25               20110501                 11.875                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GIII                     G02                                                      330000                1787.50                    360                     359                   6.25                      0                      0                    0.25                    6.5 MONTCLAIR              CA                                       91763 Single Family                          330000                20060601            77.65000153 No MI                                1.00E+17                    2.25               20110501                   11.5                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GII                      G02                                                      285000                1603.13                    360                     358                  6.375                      0                      0                   0.375                   6.75 Alexandria             VA                                       22307 Single Family                          285000                20060501            56.43999863 No MI                                                            2.25               20110401                  11.75                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G03                                                    127232.8                 795.21                    360                     357                  7.125                      0                      0                   0.375                    7.5 O Fallon               MO                                       63366 PUD                                  127232.8                20060401                     80 No MI                                1.00E+17                    2.75               20110301                   13.5                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GIII                     G02                                                      383000                2274.06                    360                     359                  6.875                      0                      0                    0.25                  7.125 BELLFLOWER             CA                                       90706 Single Family                          383000                20060601            67.19000244 No MI                                1.00E+17                    2.25               20110501                 12.125                  2.375                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G02                                                      244000                1702.92                    360                     359                      8                      0                      0                   0.375                  8.375 Saint Marys            GA                                       31558 Single Family                          244000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.375                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G01                                                      468388                3220.17                    360                     358                  7.875                      0                      0                   0.375                   8.25 Dallas                 TX                                       75220 Single Family                          468388                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  13.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G03                                                      100500                 512.97                    360                     356                   5.75                      0                      0                   0.375                  6.125 Fort Worth             TX                                       76103 Single Family                          100500                20060301                     75 No MI                                1.00E+17                    2.25               20110201                 11.125                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360201 AFL2
GI                       G03                                                      174320                1089.50                    360                     357                  7.125                      0                      0                   0.375                    7.5 PHOENIX                AZ                                       85008 2-4 Family                             174320                20060401                     80 No MI                                1.00E+17                    2.25               20110301                   12.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GII                      G02                                                      215920                1237.04                    360                     358                    6.5                      0                      0                   0.375                  6.875 Glendale               AZ                                       85310 PUD                                    215920                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      380000                2454.17                    360                     358                  7.375                      0                      0                   0.375                   7.75 N LAS VEGAS            NV                                       89031 PUD                                    380000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.75                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      165200                1084.13                    360                     358                    7.5                      0                      0                   0.375                  7.875 Littleton              CO                                       80130 PUD                                    165200                20060501                     70 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G03                                                      287400                1736.37                    360                     359                  6.875                      0                      0                   0.375                   7.25 LEBANON                PA                                       17091 PUD                                    287400                20060601            79.98999786 No MI                                1.00E+17                    2.25               20110501                  12.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                    64719.16                 492.53                    360                     358                      8                      0                      0                   0.375                  8.375 Houston                TX                                       77048 Single Family                           64800                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G03                                                   126437.18                 780.73                    360                     357                  5.875                      0                      0                   0.375                   6.25 Blythewood             SC                                       29016 PUD                                    126800                20060401                     80 No MI                                1.00E+17                    2.25               20110301                  11.25                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G02                                                      107625                 695.08                    360                     358                  7.375                      0                      0                   0.375                   7.75 ALBUQUERQUE            NM                                       87121 Single Family                          107625                20060501                     75 No MI                                1.00E+17                    2.25               20110401                  12.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G03                                                      266500                1665.63                    360                     359                  7.125                      0                      0                   0.375                    7.5 MASHPEE                MA                                        2649 Single Family                          266500                20060601                     65 No MI                                1.00E+17                    2.25               20110501                   13.5                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G03                                                      391200                2404.25                    360                     358                      7                      0                      0                   0.375                  7.375 LAKEWOOD               CA                                       90712 Single Family                          391200                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.375                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                       40500                 315.00                    360                     360                   8.25                      0                      0                   0.375                  8.625 GRAND PRAIRIE          TX                                       75051 Single Family                           40500                20060701                     75 No MI                                1.00E+17                    2.25               20110601                 13.625                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360601 AFL2
GI                       G03                                                      335200                2095.00                    360                     359                  7.125                      0                      0                   0.375                    7.5 STERLING               VA                                       20165 PUD                                    335200                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   13.5                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                       56000                 367.50                    360                     358                    7.5                      0                      0                   0.375                  7.875 Tampa                  FL                                       33604 Condominium                             56000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G03                                                      616000                3850.00                    360                     358                  7.125                      0                      0                   0.375                    7.5 San Rafael             CA                                       94903 Single Family                          616000                20060501                     70 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G03                                                   219832.59                1519.49                    360                     359                  7.125                      0                      0                    0.25                  7.375 Boynton Beach          FL                                       33436 Townhouse                              220000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.375                  1.875                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G02                                                      252000                1470.00                    360                     359                  6.625                      0                      0                   0.375                      7 MADERA                 CA                                       93638 Single Family                          252000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     12                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G02                                                      137250                 772.03                    360                     358                  6.375                      0                      0                   0.375                   6.75 Tacoma                 WA                                       98404 Single Family                          137250                20060501                     75 No MI                                1.00E+17                    2.25               20110401                  11.75                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G03                                                      600000                3312.50                    360                     355                   6.25                      0                      0                   0.375                  6.625 Garden Grove           CA                                       92840 Single Family                          600000                20060201                     80 No MI                                1.00E+17                    2.25               20110101                 11.625                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360101 AFL2
GI                       G03                                                   137599.67                 845.66                    360                     358                      7                      0                      0                   0.375                  7.375 MIAMI                  FL                                        3193 Condominium                            137600                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G03                                                      140400                 848.25                    360                     359                  6.875                      0                      0                   0.375                   7.25 SPRINGFIELD            MA                                        1108 2-4 Family                             140400                20060601                     65 No MI                                1.00E+17                    2.25               20110501                  13.25                  3.375                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      260800                1684.33                    360                     358                  7.375                      0                      0                   0.375                   7.75 Roanoke                VA                                       24018 Single Family                          260800                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      180000                1237.50                    360                     358                  7.875                      0                      0                   0.375                   8.25 MARICOPA               AZ                                       85239 PUD                                    180000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  13.25                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                   107606.29                 682.63                    360                     356                  6.125                      0                      0                   0.375                    6.5 Arlington              TX                                       76018 Single Family                          108000                20060301                     80 No MI                                1.00E+17                    2.25               20110201                   11.5                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360201 AFL2
GII                      G03                                                      399920                2416.18                    360                     358                  6.875                      0                      0                   0.375                   7.25 ATL                    GA                                       30305 Single Family                          399920                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      183200                1183.17                    360                     358                  7.375                      0                      0                   0.375                   7.75 FORT MOHAVE            AZ                                       86426 PUD                                    183200                20060501            73.27999878 No MI                                1.00E+17                    2.25               20110401                  12.75                   2.75                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G03                                                      222800                1322.88                    360                     358                   6.75                      0                      0                   0.375                  7.125 LOUISVILLE             KY                                       40205 Single Family                          222800                20060501            79.29000092 No MI                                1.00E+17                    2.25               20110401                 12.125                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G03                                                      608812                3805.08                    360                     358                  7.125                      0                      0                   0.375                    7.5 SAN MARCOS             CA                                       92078 Single Family                          608812                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                       68000                 453.33                    360                     357                  7.625                      0                      0                   0.375                      8 Jackson                MS                                       39206 Single Family                           68000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                     13                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GI                       G02                                                      139700                 916.79                    360                     359                    7.5                      0                      0                   0.375                  7.875 McDonough              GA                                       30253 Single Family                          139700                20060601            79.98999786 No MI                                1.00E+17                    2.25               20110501                 12.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 WALN
GII                      G03                                                      262500                1558.59                    360                     356                   6.75                      0                      0                   0.375                  7.125 Henderson              NV                                       89015 PUD                                    262500                20060301                     70 No MI                                1.00E+17                    2.25               20110201                 12.125                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360201 AFL2
GI                       G02                                                      312000                1982.50                    360                     358                   7.25                      0                      0                   0.375                  7.625 WOODBRIDGE             VA                                       22193 Single Family                          312000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.625                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                      225800                1270.13                    360                     358                  6.375                      0                      0                   0.375                   6.75 CHANTILLY              VA                                       20151 Condominium                            225800                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  11.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G03                                                      248000                1550.00                    360                     358                  7.125                      0                      0                   0.375                    7.5 GLENARDEN              MD                                       20706 Single Family                          248000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      308000                1989.17                    360                     358                  7.375                      0                      0                   0.375                   7.75 LEESBURG               VA                                       20176 PUD                                    308000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.75                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G03                                                      262350                1585.03                    360                     358                  6.875                      0                      0                   0.375                   7.25 CHANTILLY              VA                                       20151 Condominium                            262350                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                      103920                 595.38                    360                     359                    6.5                      0                      0                   0.375                  6.875 CORDOVA                TN                                       38018 Single Family                          103920                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G03                                                      238720                1467.13                    360                     358                      7                      0                      0                   0.375                  7.375 CENTREVILLE            VA                                       20121 Condominium                            238720                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.375                  2.375                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      156000                1072.50                    360                     358                  7.875                      0                      0                   0.375                   8.25 NORTH PORT             FL                                       34287 Single Family                          156000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  13.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G01                                                      252800                1632.67                    360                     359                  7.375                      0                      0                   0.375                   7.75 MANASSAS               VA                                       20109 PUD                                    252800                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G01                                                      240000                1525.00                    360                     358                   7.25                      0                      0                   0.375                  7.625 RICHMOND               VA                                       23227 Single Family                          240000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.625                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      132000                 866.25                    360                     360                    7.5                      0                      0                   0.375                  7.875 Vancouver              WA                                       98684 PUD                                    132000                20060701                     80 No MI                                1.00E+17                    2.25               20110601                 12.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GI                       G02                                                      317336                2049.46                    360                     358                  7.375                      0                      0                   0.375                   7.75 WINDERMERE             FL                                       34786 PUD                                    317336                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      375920                2388.66                    360                     359                   7.25                      0                      0                   0.375                  7.625 ANNANDALE              VA                                       22003 PUD                                    375920                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.625                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      211920                1412.80                    360                     358                  7.625                      0                      0                   0.375                      8 CAPE CORAL             FL                                       33914 Single Family                          211920                20060501                     80 No MI                                1.00E+17                    2.25               20110401                     13                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                      363200                2118.67                    360                     358                  6.625                      0                      0                   0.375                      7 LEMONT                 IL                                       60439 Single Family                          363200                20060501                     80 No MI                                1.00E+17                    2.25               20110401                     12                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G03                                                      320000                1933.33                    360                     358                  6.875                      0                      0                   0.375                   7.25 DUMFRIES               VA                                       22026 Single Family                          320000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.25                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                      136000                 750.83                    360                     359                   6.25                      0                      0                   0.375                  6.625 JACKSONVILLE           FL                                       32225 PUD                                    136000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.625                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      412500                2621.09                    360                     359                   7.25                      0                      0                   0.375                  7.625 CAPE CORAL             FL                                       33990 Single Family                          412500                20060601                     75 No MI                                1.00E+17                    2.25               20110501                 12.625                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G03                                                      486320                2583.58                    360                     359                      6                      0                      0                   0.375                  6.375 FALLS CHURCH           VA                                       22042 Single Family                          486320                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G01                                                      203920                1423.19                    360                     358                      8                      0                      0                   0.375                  8.375 FREDERICK              MD                                       21702 Townhouse                              203920                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      203281                1334.03                    360                     358                    7.5                      0                      0                   0.375                  7.875 Prescott Valley        AZ                                       86314 PUD                                    203281                20060501            79.94999695 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 WALN
GI                       G03                                                      154400                 948.92                    360                     358                      7                      0                      0                   0.375                  7.375 Denver                 CO                                       80239 Single Family                          154400                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G03                                                      212800                1263.50                    360                     358                   6.75                      0                      0                   0.375                  7.125 LINDEN                 VA                                       22642 Single Family                          212800                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.125                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G03                                                      332000                1971.25                    360                     359                   6.75                      0                      0                   0.375                  7.125 Chantilly              VA                                       20152 PUD                                    332000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.125                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      150000                 984.38                    360                     359                    7.5                      0                      0                   0.375                  7.875 BRUNSWICK              MD                                       21716 Townhouse                              150000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G02                                                      223800                1282.19                    360                     358                    6.5                      0                      0                   0.375                  6.875 CHANTILLY              VA                                       20151 Condominium                            223800                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      144000                 960.00                    360                     359                  7.625                      0                      0                   0.375                      8 KISSIMMEE              FL                                       34758 Single Family                          144000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     13                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      235200                1543.50                    360                     358                    7.5                      0                      0                   0.375                  7.875 WOODBRIDGE             VA                                       22191 PUD                                    235200                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                      408000                2380.00                    360                     358                  6.625                      0                      0                   0.375                      7 STERLING               VA                                       20164 PUD                                    408000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                     12                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G03                                                      392000                2327.50                    360                     358                   6.75                      0                      0                   0.375                  7.125 BRISTOW                VA                                       20136 Single Family                          392000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.125                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      176000                1155.00                    360                     358                    7.5                      0                      0                   0.375                  7.875 ALEXANDRIA             VA                                       22309 Condominium                            176000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      188000                1233.75                    360                     357                    7.5                      0                      0                   0.375                  7.875 SEFFNER                FL                                       33584 Single Family                          188000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 12.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GII                      G02                                                      256000                1440.00                    360                     358                  6.375                      0                      0                   0.375                   6.75 Woodbridge             VA                                       22193 Townhouse                              256000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  11.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G03                                                      312000                1885.00                    360                     359                  6.875                      0                      0                   0.375                   7.25 Medford                NY                                       11763 Single Family                          312000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  13.25                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G03                                                      229920                1365.15                    360                     359                   6.75                      0                      0                   0.375                  7.125 Abingdon               MD                                       21009 Townhouse                              229920                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.125                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G03                                                      168000                1015.00                    360                     358                  6.875                      0                      0                   0.375                   7.25 Duck Creek Village     UT                                       84762 Single Family                          168000                20060501                     70 No MI                                1.00E+17                    2.25               20110401                  12.25                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      219960                1512.23                    360                     359                  7.875                      0                      0                   0.375                   8.25 Coolidge               AZ                                       85228 PUD                                    219960                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  13.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G03                                                      229500                1410.47                    360                     358                      7                      0                      0                   0.375                  7.375 Lake Oswego            OR                                       97035 Single Family                          229500                20060501                     75 No MI                                1.00E+17                    2.25               20110401                 12.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                   382143.41                2805.92                    360                     359                  7.625                      0                      0                   0.375                      8 Cody                   WY                                       82414 Single Family                          382400                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     13                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      196720                1249.99                    360                     359                   7.25                      0                      0                   0.375                  7.625 VALRICO                FL                                       33594 Single Family                          196720                20060601                     80 No MI                                                            2.25               20110501                 12.625                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G03                                                      262275                1311.38                    360                     360                  5.625                      0                      0                   0.375                      6 ASHBURN                VA                                       20147 Single Family                          262275                20060701                     65 No MI                                1.00E+17                    2.25               20110601                     11                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GI                       G02                                                      300564                2066.38                    360                     359                  7.875                      0                      0                   0.375                   8.25 ORLANDO                FL                                       32819 Condominium                            300564                20060601                     90 GE Capital MI                        1.00E+17                    2.25               20110501                  13.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      235956                1622.20                    360                     359                  7.875                      0                      0                   0.375                   8.25 ORLANDO                FL                                       32819 Condominium                            235956                20060601                     70 No MI                                1.00E+17                    2.25               20110501                  13.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      258800                1779.25                    360                     358                  7.875                      0                      0                   0.375                   8.25 Danbury                CT                                        6811 Condominium                            258800                20060501                     80 No MI                                                            2.25               20110401                  13.25                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      146275                 975.17                    360                     359                  7.625                      0                      0                   0.375                      8 FOUNTAIN               CO                                       80817 PUD                                    146275                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     13                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G01                                                      440000                3025.00                    360                     358                  7.875                      0                      0                   0.375                   8.25 Williamsburg           VA                                       23188 Single Family                          440000                20060501            74.58000183 No MI                                1.00E+17                    2.25               20110401                  13.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      247600                1676.46                    360                     360                   7.75                      0                      0                   0.375                  8.125 Rancho Cucamonga       CA                                       91730 Condominium                            247600                20060701                     80 No MI                                1.00E+17                    2.25               20110601                 13.125                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GI                       G02                                                     86327.6                 634.30                    360                     358                  7.625                      0                      0                   0.375                      8 San Antonio            TX                                       78239 PUD                                     86444                20060501                     75 No MI                                1.00E+17                    2.25               20110401                     13                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G03                                                       84500                 501.72                    360                     358                   6.75                      0                      0                   0.375                  7.125 Jacksonville           FL                                       32209 Single Family                           84500                20060501                     65 No MI                                1.00E+17                    2.25               20110401                 12.125                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                      196800                1148.00                    360                     359                  6.625                      0                      0                   0.375                      7 Pacoima                CA                                       91331 Condominium                            196800                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     13                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G02                                                      368300                2071.69                    360                     359                  6.375                      0                      0                   0.375                   6.75 CHESAPEAK BCH          MD                                       20732 PUD                                    368300                20060601            59.99000168 No MI                                1.00E+17                    2.25               20110501                  11.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      130400                 910.08                    360                     359                      8                      0                      0                   0.375                  8.375 South Hadley           MA                                        1075 Single Family                          130400                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 14.375                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G03                                                      150000                 906.25                    360                     359                  6.875                      0                      0                   0.375                   7.25 Manahawkin             NJ                                        8050 Single Family                          150000                20060601            59.40999985 No MI                                1.00E+17                    2.25               20110501                  12.25                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G02                                                      120000                 687.50                    360                     359                    6.5                      0                      0                   0.375                  6.875 Littlerock             CA                                       93543 Single Family                          120000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.875                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G03                                                      245000                1480.21                    360                     359                  6.875                      0                      0                   0.375                   7.25 LOS ANGELES            CA                                       91402 Condominium                            245000                20060601            64.47000122 No MI                                1.00E+17                    2.25               20110501                  12.25                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G03                                                      329920                2062.00                    360                     358                  7.125                      0                      0                   0.375                    7.5 Hyattsville            MD                                       20783 Single Family                          329920                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                   122830.14                 891.84                    360                     358                    7.5                      0                      0                   0.375                  7.875 BEVERLY                MA                                        1915 Condominium                            123000                20060501            46.77000046 No MI                                                            2.25               20110401                 13.875                  1.875                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G03                                                   115999.98                 700.83                    360                     359                  6.875                      0                      0                   0.375                   7.25 Opa Locka              FL                                       33054 Single Family                          116000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  13.25                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                    287801.8                2088.20                    360                     359                    7.5                      0                      0                   0.375                  7.875 Marlborough            MA                                        1752 Single Family                          288000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.875                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                       93650                 614.58                    360                     359                    7.5                      0                      0                   0.375                  7.875 Forney                 TX                                       75126 PUD                                     93650                20060601                     70 No MI                                1.00E+17                    2.25               20110501                 12.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G03                                                       83000                 518.75                    360                     358                  7.125                      0                      0                   0.375                    7.5 Waukesha               WI                                       53186 Single Family                           83000                20060501            67.48000336 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      104000                 660.83                    360                     360                   7.25                      0                      0                   0.375                  7.625 BELMONT HEIGHTS        UT                                       84070 Condominium                            104000                20060701                     80 No MI                                1.00E+17                    2.25               20110601                 12.625                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GI                       G02                                                    71350.86                 517.70                    360                     359                    7.5                      0                      0                   0.375                  7.875 Philadelphia           PA                                       19140 Townhouse                               71400                20060601                     70 No MI                                1.00E+17                    2.25               20110501                 12.875                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G03                                                      244700                1529.38                    360                     358                  7.125                      0                      0                   0.375                    7.5 FOOTHILL RANCH  LAKE FOCA                                       92610 Condominium                            244700                20060501            79.98999786 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                      525000                3007.81                    360                     358                    6.5                      0                      0                   0.375                  6.875 Chicago                IL                                       60657 2-4 Family                             525000                20060501                  63.25 No MI                                1.00E+17                    2.25               20110401                 11.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G01                                                      691650                4899.19                    360                     360                  8.125                      0                      0                   0.375                    8.5 GLENN DALE             MD                                       20769 PUD                                    691650                20060701                     80 No MI                                1.00E+17                    2.25               20110601                   13.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GI                       G02                                                   195722.44                1404.17                    360                     358                  7.375                      0                      0                   0.375                   7.75 Plano                  TX                                       75023 PUD                                    196000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.75                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G03                                                      440000                2154.17                    360                     358                    5.5                      0                      0                   0.375                  5.875 Bealeton               VA                                       22712 PUD                                    440000                20060501            79.27999878 No MI                                1.00E+17                    2.25               20110401                 10.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      140000                 904.17                    360                     359                  7.375                      0                      0                   0.375                   7.75 BISHOP                 CA                                       93514 Single Family                          140000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                   145511.79                1119.54                    360                     359                  8.125                      0                      0                   0.375                    8.5 Ellenwood              GA                                       30294 Single Family                          145600                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   13.5                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G03                                                      500000                3020.83                    360                     359                      7                      0                      0                    0.25                   7.25 Costa Mesa             CA                                       92626 Single Family                          500000                20060601            72.66999817 No MI                                1.00E+17                    2.25               20110501                  12.25                  2.375                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G03                                                      206000                1287.50                    360                     360                  7.125                      0                      0                   0.375                    7.5 Port Saint Lucie       FL                                       34983 Single Family                          206000                20060701                     80 No MI                                1.00E+17                    2.25               20110601                   13.5                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GII                      G01                                                      139900                 961.81                    360                     359                  7.875                      0                      0                   0.375                   8.25 Kansas City            MO                                       64133 PUD                                    139900                20060601            79.98999786 No MI                                1.00E+17                    2.25               20090501                  14.25                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      36 N                                    20360501 AFL2
GI                       G02                                                      408000                2720.00                    360                     358                  7.625                      0                      0                   0.375                      8 Herndon                VA                                       20170 Single Family                          408000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                     13                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                      229000                1288.13                    360                     360                  6.375                      0                      0                   0.375                   6.75 Minden                 NV                                       89423 Single Family                          229000                20060701            57.38999939 No MI                                1.00E+17                    2.25               20110601                  11.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GII                      G02                                                      176000                 935.00                    360                     358                      6                      0                      0                   0.375                  6.375 DELAND                 FL                                       32720 Single Family                          176000                20060501            50.29000092 No MI                                1.00E+17                    2.25               20110401                 11.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                   343792.28                1824.77                    360                     356                  6.125                      0                      0                    0.25                  6.375 Selden                 NY                                       11784 Single Family                          344000                20060301                     80 No MI                                1.00E+17                    2.25               20130201                 11.375                  1.875                       2 First Lien                                    Y                                           84 Prepay                                    360                      84 N                                    20360201 AFL2
GI                       G02                                                       90150                 591.61                    360                     359                    7.5                      0                      0                   0.375                  7.875 Greenville             TX                                       75402 PUD                                     90150                20060601            69.98000336 No MI                                1.00E+17                    2.25               20110501                 12.875                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      417000                2736.56                    360                     358                    7.5                      0                      0                   0.375                  7.875 ALDIE                  VA                                       20105 Townhouse                              417000                20060501            78.36000061 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                    79142.67                 560.58                    360                     359                   7.25                      0                      0                   0.375                  7.625 HOFFMAN EST            IL                                       60194 Condominium                             79200                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.625                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      248000                1705.00                    360                     357                  7.875                      0                      0                   0.375                   8.25 Hyattsville            MD                                       20785 Single Family                          248000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                  13.25                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GI                       G02                                                      192500                1323.44                    360                     359                  7.875                      0                      0                   0.375                   8.25 Adelanto               CA                                       92301 Single Family                          192500                20060601                     70 No MI                                1.00E+17                    2.25               20110501                  13.25                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G03                                                      446000                2787.50                    360                     359                  7.125                      0                      0                   0.375                    7.5 Bealeton               VA                                       22712 Single Family                          446000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   12.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      105570                 736.79                    360                     359                      8                      0                      0                   0.375                  8.375 Houston                TX                                       77073 PUD                                    105570                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      107200                 748.17                    360                     358                      8                      0                      0                   0.375                  8.375 SPRING                 TX                                       77073 Single Family                          107200                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G03                                                      568400                2842.00                    360                     360                  5.625                      0                      0                   0.375                      6 Oakland                CA                                       94611 Single Family                          568400                20060701                     70 No MI                                1.00E+17                    2.25               20110601                     11                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GII                      G02                                                      322000                1844.79                    360                     359                  6.625                      0                      0                    0.25                  6.875 Naples                 FL                                       34114 Single Family                          322000                20060601                     80 No MI                                1.23E+17                    2.25               20110501                 11.875                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      141750                 959.77                    360                     359                   7.75                      0                      0                   0.375                  8.125 Aurora                 CO                                       80018 PUD                                    141750                20060601                     75 No MI                                1.00E+17                    2.25               20110501                 13.125                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G01                                                      604000                3963.75                    360                     360                    7.5                      0                      0                   0.375                  7.875 Naples                 FL                                       34119 PUD                                    604000                20060701                     80 No MI                                1.00E+17                    2.25               20110601                 12.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GI                       G03                                                      271875                1699.22                    360                     358                  7.125                      0                      0                   0.375                    7.5 JACKSONVILLE           FL                                       32259 Single Family                          271875                20060501                     75 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                      187985                1077.00                    360                     357                    6.5                      0                      0                   0.375                  6.875 Laveen                 AZ                                       85339 PUD                                    188085                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 12.875                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G02                                                      204580                1299.94                    360                     359                   7.25                      0                      0                   0.375                  7.625 WESLEY CHAPEL          FL                                       33544 PUD                                    204580                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.625                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G01                                                      312528                1790.52                    360                     358                    6.5                      0                      0                   0.375                  6.875 Beaumont               CA                                       92223 Single Family                          312528                20060501                     80 No MI                                1.00E+17                    2.25               20090401                 12.875                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      36 N                                    20360401 AFL2
GI                       G02                                                       97900                 642.47                    360                     359                    7.5                      0                      0                   0.375                  7.875 Princeton              TX                                       75407 Single Family                           97900                20060601            69.98999786 No MI                                1.00E+17                    2.25               20110501                 12.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      337500                2355.47                    360                     357                      8                      0                      0                   0.375                  8.375 Parker                 CO                                       80134 PUD                                    337500                20060401                     75 No MI                                1.00E+17                    2.25               20110301                 13.375                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360301 AFL2
GII                      G03                                                      144734                 874.43                    360                     360                  6.875                      0                      0                   0.375                   7.25 Orlando                FL                                       32832 Condominium                            144734                20060701                     80 No MI                                1.00E+17                    2.25               20110601                  12.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GII                      G01                                                      139900                 961.81                    360                     359                  7.875                      0                      0                   0.375                   8.25 Kansas City            MO                                       64133 PUD                                    139900                20060601            79.98999786 No MI                                1.00E+17                       5               20090501                  14.25                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      36 N                                    20360501 AFL2
GI                       G02                                                      410000                2178.13                    360                     358                      6                      0                      0                   0.375                  6.375 Scottsdale             AZ                                       85258 Single Family                          410000                20060501            63.08000183 No MI                                1.00E+17                   2.375               20080401                 11.375                  4.625                       1 First Lien                                    Y                                          120 No_PP                                     360                      24 N                                    20360401 AFL2
GI                       G02                                                      344000                2221.67                    360                     359                  7.375                      0                      0                   0.375                   7.75 Las Vegas              NV                                       89148 Single Family                          344000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.75                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G03                                                      287832                1798.95                    360                     359                  7.125                      0                      0                   0.375                    7.5 York                   PA                                       17404 Single Family                          287832                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   12.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G01                                                      563016                3753.44                    360                     359                  7.625                      0                      0                   0.375                      8 LAKE ELSINORE          CA                                       92532 PUD                                    563016                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     13                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                    74965.38                 531.00                    360                     359                  8.125                      0                      0                   0.375                    8.5 Jacksonville           FL                                       32216 Condominium                             75600                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   13.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G03                                                      359135                2207.19                    360                     360                      7                      0                      0                   0.375                  7.375 HENDERSON              NV                                       89044 PUD                                    359135                20060701                     80 No MI                                1.00E+17                    2.25               20110601                 12.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GII                      G03                                                      151120                 897.28                    360                     360                   6.75                      0                      0                   0.375                  7.125 BROOKSVILLE            FL                                       34604 PUD                                    151120                20060701                     80 No MI                                1.00E+17                    2.25               20110601                 12.125                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GII                      G01                                                      386372                2213.59                    360                     358                    6.5                      0                      0                   0.375                  6.875 Beaumont               CA                                       92223 Single Family                          386372                20060501                     80 No MI                                1.00E+17                    2.25               20090401                 12.875                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      36 N                                    20360401 AFL2
GI                       G02                                                    89545.72                 688.95                    360                     359                  8.125                      0                      0                   0.375                    8.5 Greenville             SC                                       29605 PUD                                     89600                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   13.5                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G02                                                      264850                1489.78                    360                     359                  6.375                      0                      0                   0.375                   6.75 CULPEPER               VA                                       22701 PUD                                    264850                20060601            79.98999786 No MI                                1.00E+17                    2.25               20110501                  11.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GIII                     G02                                                      198750                1180.08                    360                     359                  6.875                      0                      0                    0.25                  7.125 PHILADELPHIA           PA                                       19111 Single Family                          198750                20060601                     75 No MI                                1.00E+17                    2.25               20110501                 12.125                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G03                                                      274350                1714.69                    360                     357                  7.125                      0                      0                   0.375                    7.5 ESCONDIDO              CA                                       92026 Condominium                            274350                20060401            79.98999786 No MI                                1.00E+17                    2.25               20110301                   13.5                      2                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GI                       G01                                                      438718                3016.19                    360                     360                  7.875                      0                      0                   0.375                   8.25 HENDERSON              NV                                       89044 PUD                                    438718                20060701                     80 No MI                                1.00E+17                    2.25               20110601                  13.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GI                       G01                                                      227992                1472.45                    360                     360                  7.375                      0                      0                   0.375                   7.75 Medina                 OH                                       44256 PUD                                    227992                20060701                     80 No MI                                1.00E+17                    2.25               20110601                  12.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GIII                     G01                                                   259747.29                1579.79                    360                     359                  5.875                      0                      0                    0.25                  6.125 ONTARIO                CA                                       91762 Single Family                          260000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.125                  1.875                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G02                                                   133519.99                 862.32                    360                     357                  7.375                      0                      0                   0.375                   7.75 Zephyrhills            FL                                       33541 Condominium                            133520                20060401                     80 No MI                                1.00E+17                    2.25               20110301                  12.75                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GII                      G02                                                      114204                 642.40                    360                     360                  6.375                      0                      0                   0.375                   6.75 Gastonia               NC                                       28054 Townhouse                              114204                20060701                     80 No MI                                1.00E+17                    2.25               20110601                  11.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GIII                     G02                                                      250300                1381.86                    360                     359                  6.375                      0                      0                    0.25                  6.625 CORAL SPRINGS          FL                                       33065 Single Family                          250300                20060601            79.97000122 No MI                                1.00E+17                    2.25               20110501                 11.625                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G02                                                      262200                1775.31                    360                     358                   7.75                      0                      0                   0.375                  8.125 RICHMOND               VA                                       23223 PUD                                    262200                20060501            79.98999786 No MI                                1.00E+17                    2.25               20110401                 13.125                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GIII                     G02                                                      116000                 664.58                    360                     359                  6.625                      0                      0                    0.25                  6.875 FORT COLLINS           CO                                       80525 Single Family                          116000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.875                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GII                      G02                                                      156700                 897.17                    360                     359                  6.625                      0                      0                    0.25                  6.875 Le Claire              IA                                       52753 Townhouse                              156700                20060601            79.98999786 No MI                                1.00E+17                    2.25               20110501                 11.875                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G02                                                      214316                1138.55                    360                     358                      6                      0                      0                   0.375                  6.375 PEYTON                 CO                                       80831 Single Family                          214316                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.375                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GIII                     G01                                                      200000                 916.67                    360                     359                   5.25                      0                      0                    0.25                    5.5 FORT COLLINS           CO                                       80528 PUD                                    200000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   10.5                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G02                                                      649999                4536.45                    360                     358                      8                      0                      0                   0.375                  8.375 Denver                 CO                                       80211 2-4 Family                             649999                20060501            68.93000031 No MI                                1.00E+17                    2.25               20110401                 13.375                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                      182432                 969.17                    360                     360                      6                      0                      0                   0.375                  6.375 STREETSBORO            OH                                       44241 PUD                                    182432                20060701                     80 No MI                                1.00E+17                    2.25               20110601                 11.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GIII                     G01                                                      230000                1150.00                    360                     359                   5.75                      0                      0                    0.25                      6 CASA GRANDE            AZ                                       85222 PUD                                    230000                20060601            74.43000031 No MI                                1.00E+17                    2.25               20110501                     11                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GII                      G03                                                      500000                2864.58                    360                     359                  6.625                      0                      0                    0.25                  6.875 San Jose               CA                                       95127 Single Family                          500000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.875                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 AFL2
GIII                     G02                                                      245074                1301.96                    360                     359                  6.125                      0                      0                    0.25                  6.375 ZION                   IL                                       60099 PUD                                    245074                20060601                     90 Radian Guaranty                      1.00E+17                    2.25               20110501                 11.375                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G03                                                      613600                3771.08                    360                     357                      7                      0                      0                   0.375                  7.375 PHOENIX                AZ                                       85045 PUD                                    613600                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 12.375                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GI                       G03                                                      207616                1275.97                    360                     359                      7                      0                      0                   0.375                  7.375 Kissimmee              FL                                       34758 PUD                                    207616                20060601                     80 No MI                                1.00E+17                    2.75               20110501                 13.375                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                   108489.97                 787.72                    360                     358                    7.5                      0                      0                   0.375                  7.875 SOUTH Salt Lake City   UT                                       84106 Single Family                          108640                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.875                  2.375                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      100000                 645.83                    360                     360                  7.375                      0                      0                   0.375                   7.75 COLUMBUS               OH                                       43204 Single Family                          100000                20060701                     80 No MI                                1.00E+17                    2.25               20110601                  12.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GI                       G02                                                   184000.01                1169.17                    360                     359                   7.25                      0                      0                   0.375                  7.625 WESTFIELD              IN                                       46074 Single Family                       184000.01                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.625                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GIII                     G02                                                      260900                1358.85                    360                     359                      6                      0                      0                    0.25                   6.25 LA JOLLA               CA                                       92037 Condominium                            260900                20060601            72.29000092 No MI                                1.00E+17                    2.25               20110501                  11.25                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G02                                                      149520                 965.65                    360                     357                  7.375                      0                      0                   0.375                   7.75 Zephyrhills            FL                                       33541 Condominium                            149520                20060401                     80 No MI                                1.00E+17                    2.25               20110301                  12.75                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GIII                     G02                                                      340000                1806.25                    360                     359                  6.125                      0                      0                    0.25                  6.375 AUBURN                 WA                                       98092 PUD                                    340000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.375                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G02                                                      262000                1473.75                    360                     359                    6.5                      0                      0                    0.25                   6.75 EVERETT                WA                                       98203 Single Family                          262000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  11.75                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G01                                                      468750                3076.17                    360                     359                    7.5                      0                      0                   0.375                  7.875 Fredericksburg         VA                                       22407 Single Family                          468750                20060601            89.98999786 Mortgage Guaranty In                                             2.25               20110501                 12.875                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G03                                                      188800                1121.00                    360                     358                   6.75                      0                      0                   0.375                  7.125 Miami                  FL                                       33193 Condominium                            188800                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.125                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GIII                     G03                                                      372000                1782.50                    360                     359                    5.5                      0                      0                    0.25                   5.75 BOTHELL                WA                                       98021 Condominium                            372000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  10.75                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GII                      G03                                                   185599.51                1121.33                    360                     358                  6.875                      0                      0                   0.375                   7.25 Yuma                   AZ                                       85365 Single Family                          185600                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.25                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G03                                                      299960                1843.50                    360                     359                  7.125                      0                      0                    0.25                  7.375 Reno                   NV                                       89506 Single Family                          299960                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.375                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 AFL2
GIII                     G01                                                      272000                1190.00                    360                     359                      5                      0                      0                    0.25                   5.25 LOS ANGELES            CA                                       90037 Single Family                          272000                20060601            49.45000076 No MI                                1.00E+17                    2.25               20110501                  10.25                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G02                                                    79018.69                 513.64                    360                     358                    6.5                      0                      0                    0.25                   6.75 HUMBLE                 TX                                       77338 PUD                                     79192                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  11.75                      2                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 ADN1
GII                      G03                                                      461150                2642.01                    360                     359                  6.625                      0                      0                    0.25                  6.875 Bothell                WA                                       98011 Single Family                          461150                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.875                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G01                                                     1424250                9643.36                    360                     358                   7.75                      0                      0                   0.375                  8.125 Henderson              NV                                       89012 PUD                                   1424250                20060501                     75 No MI                                1.00E+17                    2.25               20110401                 13.125                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      155250                1051.17                    360                     357                   7.75                      0                      0                   0.375                  8.125 Casa Grande            AZ                                       85222 PUD                                    155250                20060401                     75 No MI                                1.00E+17                    2.25               20110301                 13.125                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360301 AFL2
GIII                     G02                                                      316000                1975.00                    360                     359                   7.25                      0                      0                    0.25                    7.5 LAS VEGAS              NV                                       89147 Single Family                          316000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   12.5                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G01                                                     1125000                7851.56                    360                     357                      8                      0                      0                   0.375                  8.375 BOWIE                  MD                                       20721 PUD                                   1125000                20060401                     75 No MI                                1.00E+17                    2.25               20110301                 13.375                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G03                                                      236392                1477.45                    360                     356                  7.125                      0                      0                   0.375                    7.5 RIVERVIEW              FL                                       33569 PUD                                    236392                20060301                     80 No MI                                1.00E+17                    2.25               20110201                   12.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360201 AFL2
GII                      G02                                                      334000                1878.75                    360                     358                  6.375                      0                      0                   0.375                   6.75 ROSEMOUNT              MN                                       55068 Single Family                          334000                20060501            74.22000122 No MI                                1.00E+17                    2.25               20110401                  11.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GIII                     G03                                                      650000                4062.50                    360                     356                   7.25                      0                      0                    0.25                    7.5 BURBANK                CA                                       91505 2-4 Family                             650000                20060301            78.79000092 No MI                                1.00E+17                    2.25               20110201                   13.5                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360201 ADN1
GIII                     G02                                                    206535.2                1161.76                    360                     355                    6.5                      0                      0                    0.25                   6.75 HILTON HEAD ISLAND     SC                                       29926 PUD                                  206535.2                20060201                     80 No MI                                1.00E+17                    2.25               20110101                  12.75                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360101 ADN1
GIII                     G02                                                      118800                 680.63                    360                     357                  6.625                      0                      0                    0.25                  6.875 MACEDONIA              OH                                       44056 Single Family                          118800                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 12.875                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 ADN1
GIII                     G02                                                      184000                1035.00                    360                     354                    6.5                      0                      0                    0.25                   6.75 WALDORF                MD                                       20603 PUD                                    184000                20060101                     80 No MI                                1.00E+17                   3.625               20101201                  12.75                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20351201 ADN1
GI                       G02                                                      188000                1194.58                    360                     358                   7.25                      0                      0                   0.375                  7.625 Southport              NC                                       28461 Single Family                          188000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.625                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                    96679.24                 735.75                    360                     358                      8                      0                      0                   0.375                  8.375 Grand Rapids           MI                                       49505 Single Family                           96800                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      236412                1678.21                    360                     356                   7.25                      0                      0                   0.375                  7.625 SUGAR LAND             TX                                       77478 PUD                                    237105                20060301                     80 No MI                                                            2.25               20110201                 12.625                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360201 AFL2
GIII                     G02                                                      389950                2234.09                    360                     359                  6.625                      0                      0                    0.25                  6.875 RENO                   NV                                       89506 PUD                                    389950                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.875                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GII                      G02                                                      376000                2154.17                    360                     358                    6.5                      0                      0                   0.375                  6.875 Clifton                NJ                                        7011 2-4 Family                             376000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.875                      2                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                       63000                 473.30                    360                     360                  7.875                      0                      0                   0.375                   8.25 PUEBLO                 CO                                       81004 Single Family                           63000                20060701                     75 No MI                                1.00E+17                    2.25               20110601                  13.25                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360601 AFL2
GI                       G01                                                      596000                4097.50                    360                     358                  7.875                      0                      0                   0.375                   8.25 Henderson              NV                                       89011 Condominium                            596000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  13.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G03                                                      100000                 604.17                    360                     358                  6.875                      0                      0                   0.375                   7.25 Sun City               CA                                       92585 Single Family                          100000                20060501                     25 No MI                                                            2.25               20110401                  12.25                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GIII                     G03                                                      428000                2764.17                    360                     359                    7.5                      0                      0                    0.25                   7.75 SALINAS                CA                                       93901 Single Family                          428000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.75                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G02                                                       67688                 472.41                    360                     359                      8                      0                      0                   0.375                  8.375 CHARLOTTE              NC                                       28213 Single Family                           67688                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.375                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G01                                                      315992                1942.03                    360                     359                  7.125                      0                      0                    0.25                  7.375 COACHELLA              CA                                       92236 Single Family                          315992                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.375                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G03                                                      428000                2362.92                    360                     359                  6.375                      0                      0                    0.25                  6.625 LA MIRADA              CA                                       90638 Single Family                          428000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.625                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G02                                                      167700                1100.53                    360                     358                    7.5                      0                      0                   0.375                  7.875 Suwanee                GA                                       30024 Single Family                          167700                20060501            79.98000336 No MI                                1.00E+17                    2.25               20110401                 12.875                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                      154700                 837.96                    360                     358                  6.125                      0                      0                   0.375                    6.5 Chicago                IL                                       60625 Condominium                            154700                20060501                     65 No MI                                1.00E+17                    2.25               20110401                   11.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GIII                     G03                                                      505800                3161.25                    360                     358                   7.25                      0                      0                    0.25                    7.5 EAST PALO ALTO         CA                                       94303 Single Family                          505800                20060501            68.97000122 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G02                                                    96279.74                 732.71                    360                     358                      8                      0                      0                   0.375                  8.375 HOSCHTON               GA                                       30548 Single Family                           96400                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                      2                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GIII                     G03                                                      464000                2610.00                    360                     359                    6.5                      0                      0                    0.25                   6.75 SOUTH GATE             CA                                       90280 Single Family                          464000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  11.75                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G01                                                      199992                1291.62                    360                     359                    7.5                      0                      0                    0.25                   7.75 MIAMI                  FL                                       33134 Condominium                            199992                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.75                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GIII                     G03                                                      456000                2185.00                    360                     359                    5.5                      0                      0                    0.25                   5.75 GREENWOOD              DE                                       19950 Single Family                          456000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  10.75                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G03                                                   567209.23                3320.53                    360                     357                    5.5                      0                      0                    0.25                   5.75 WANTAGH                NY                                       11793 Single Family                          569000                20060401            77.94999695 No MI                                                            2.25               20110301                  10.75                      2                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360301 ADN1
GII                      G03                                                      319200                1862.00                    360                     359                  6.625                      0                      0                   0.375                      7 Stanwood               WA                                       98292 Single Family                          319200                20060601                     80 No MI                                1.00E+17                    2.75               20110501                     13                      2                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G01                                                      458552                2961.48                    360                     358                  7.375                      0                      0                   0.375                   7.75 MASON NECK             VA                                       22079 Townhouse                              458552                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.75                  2.375                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                     84657.1                 557.08                    360                     358                    6.5                      0                      0                   0.375                  6.875 Keller                 TX                                       76248 Single Family                           84800                20060501                     80 No MI                                1.00E+17                   2.375               20080401                 11.875                      2                       1 First Lien                                    N                                            0 Prepay                                    360                      24 N                                    20360401 AFL2
GI                       G02                                                      245722                1740.53                    360                     359                  8.125                      0                      0                   0.375                    8.5 Denver                 CO                                       80210 Single Family                          245722                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   13.5                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G03                                                      135120                 844.50                    360                     359                  7.125                      0                      0                   0.375                    7.5 Watertown              MN                                       55388 Single Family                          135120                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   12.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 WALN
GIII                     G01                                                      351935                1503.06                    360                     357                  4.875                      0                      0                    0.25                  5.125 NORTH LAS VEGAS        NV                                       89081 PUD                                    351935                20060401                     90 GE Capital MI                        1.00E+17                    2.25               20110301                 11.125                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360301 ADN1
GIII                     G01                                                   279923.46                1429.17                    360                     358                  5.875                      0                      0                    0.25                  6.125 OREGON CITY            OR                                       97045 PUD                                    280000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.125                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G02                                                      271800                1783.69                    360                     358                    7.5                      0                      0                   0.375                  7.875 Saint Paul             MN                                       55103 2-4 Family                             271800                20060501            74.98000336 No MI                                1.00E+17                    2.25               20110401                 12.875                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G03                                                      124400                 764.54                    360                     359                      7                      0                      0                   0.375                  7.375 HIRAM                  GA                                       30141 PUD                                    124400                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GIII                     G02                                                   269498.53                1684.45                    360                     358                  6.125                      0                      0                    0.25                  6.375 FT LAUDERDALE          FL                                       33301 Condominium                            270000                20060501            69.41000366 No MI                                1.00E+17                    2.25               20110401                 11.375                  1.875                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 ADN1
GII                      G03                                                      378664                1893.32                    360                     357                  5.625                      0                      0                   0.375                      6 Gaithersburg           MD                                       20877 Townhouse                              378664                20060401                     80 No MI                                1.00E+17                    2.25               20110301                     12                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G01                                                      264005                1897.54                    360                     355                  7.605                   0.77                      0                    0.25                  8.625 SARASOTA               FL                                       34235 Single Family                          264005                20060201                     95 YES                                  1.00E+17                    3.25               20110101                 13.625                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360101 ADN1
GI                       G02                                                      118400                 838.67                    360                     359                  8.125                      0                      0                   0.375                    8.5 NEWPORT                TN                                       37821 Single Family                          118400                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   13.5                   2.23                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G01                                                      288000                1950.00                    360                     358                   7.75                      0                      0                   0.375                  8.125 MIAMI                  FL                                       33125 2-4 Family                             288000                20060501                     80 No MI                                1.00E+17                    2.25               20090401                 14.125                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      36 N                                    20360401 WALN
GII                      G02                                                      203344                1164.99                    360                     357                    6.5                      0                      0                   0.375                  6.875 Midlothian             VA                                       23112 Townhouse                              203344                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 12.875                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GII                      G02                                                      225840                1293.88                    360                     359                    6.5                      0                      0                   0.375                  6.875 LAWRENCEVILLE          GA                                       30045 PUD                                    225840                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                   123038.27                 914.76                    360                     358                   7.75                      0                      0                   0.375                  8.125 LAWRENCEVILLE          GA                                       30043 Single Family                          123200                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.125                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GIII                     G03                                                      268000                1200.42                    360                     357                  5.125                      0                      0                    0.25                  5.375 CONCORD                CA                                       94518 Condominium                            268000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 10.375                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360301 ADN1
GII                      G02                                                   195977.81                1041.13                    360                     358                      6                      0                      0                   0.375                  6.375 Orlando                FL                                       32824 Condominium                            196000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.375                      2                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GIII                     G01                                                      386000                1769.17                    360                     359                   5.25                      0                      0                    0.25                    5.5 MURRIETA               CA                                       92562 Single Family                          386000                20060601            69.80000305 No MI                                1.00E+17                    2.25               20110501                   10.5                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G02                                                      123920                 787.41                    360                     358                   7.25                      0                      0                   0.375                  7.625 Winslow                AZ                                       86047 Single Family                          123920                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.625                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 WALN
GIII                     G02                                                      102400                 586.67                    360                     358                  6.625                      0                      0                    0.25                  6.875 CONYERS                GA                                       30012 PUD                                    102400                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.875                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G01                                                      182400                1140.00                    360                     359                  7.125                      0                      0                   0.375                    7.5 Chandler               AZ                                       85249 PUD                                    182400                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   13.5                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G01                                                   573345.05                4110.42                    360                     359                  7.375                      0                      0                   0.375                   7.75 Fresno                 CA                                       93720 Single Family                          573750                20060601                     75 No MI                                1.00E+17                    2.25               20110501                  13.75                  1.875                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G03                                                      336000                1820.00                    360                     359                  6.125                      0                      0                   0.375                    6.5 Bowie                  MD                                       20716 Single Family                          336000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   12.5                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G03                                                      150000                 906.25                    360                     359                  6.875                      0                      0                   0.375                   7.25 Goodyear               AZ                                       85338 Condominium                            150000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.25                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G01                                                      484398                3077.95                    360                     357                   7.25                      0                      0                   0.375                  7.625 Bristow                VA                                       20136 PUD                                    484450                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 13.625                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GIII                     G02                                                      174000                 942.50                    360                     357                   6.25                      0                      0                    0.25                    6.5 EL DORADO              CA                                       95623 Single Family                          174000                20060401            38.24000168 No MI                                1.00E+17                    2.25               20110301                   12.5                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360301 ADN1
GI                       G02                                                   125027.11                 907.79                    360                     358                    7.5                      0                      0                   0.375                  7.875 Orlando                FL                                       32812 Condominium                            125200                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.875                      2                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GIII                     G02                                                      166400                 918.67                    360                     356                  6.375                      0                      0                    0.25                  6.625 TAMPA                  FL                                       33618 Single Family                          166400                20060301                     80 No MI                                1.00E+17                    2.25               20110201                 11.625                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360201 ADN1
GI                       G03                                                      384000                2360.00                    360                     359                      7                      0                      0                   0.375                  7.375 MAYWOOD                CA                                       90270 2-4 Family                             384000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.375                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GIII                     G02                                                      286200                1669.50                    360                     359                   6.75                      0                      0                    0.25                      7 ADELANTO               CA                                       92301 Single Family                          286200                20060601                     95 Radian Guaranty                      1.00E+17                    2.25               20110501                     12                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GII                      G03                                                      142400                 860.33                    360                     360                  6.875                      0                      0                   0.375                   7.25 Las Vegas              NV                                       89103 Townhouse                              142400                20060701                     80 No MI                                                            2.25               20110601                  12.25                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GI                       G01                                                      560000                3208.33                    360                     359                    6.5                      0                      0                   0.375                  6.875 Knoxville              MD                                       21758 Single Family                          560000                20060601                     70 No MI                                1.00E+17                   2.375               20080501                 11.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      24 N                                    20360501 AFL2
GII                      G02                                                      192000                1120.00                    360                     359                  6.625                      0                      0                   0.375                      7 PHOENIX                AZ                                       85053 Single Family                          192000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     12                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G03                                                      157500                 787.50                    360                     359                  5.625                      0                      0                   0.375                      6 Moneta                 VA                                       24121 Single Family                          157500                20060601                     70 No MI                                1.00E+17                    2.25               20110501                     11                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G02                                                       75000                 429.69                    360                     359                    6.5                      0                      0                   0.375                  6.875 Phoenix                AZ                                       85035 Single Family                           75000                20060601            41.66999817 No MI                                1.00E+17                    2.25               20110501                 11.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GIII                     G02                                                   428925.43                2457.39                    360                     356                  6.625                      0                      0                    0.25                  6.875 HUNTINGTON PARK        CA                                       90255 2-4 Family                             429000                20060301            69.98000336 No MI                                1.00E+17                    2.25               20110201                 11.875                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360201 ADN1
GI                       G01                                                      421400                2107.00                    360                     358                  5.625                      0                      0                   0.375                      6 Payson                 AZ                                       85541 Single Family                          421400                20060501                     70 No MI                                1.00E+17                   2.375               20061001                     12                      2                       0 First Lien                                    Y                                          120 No_PP                                     360                       6 N                                    20360401 AFL2
GII                      G03                                                     1755000               10420.31                    360                     358                   6.75                      0                      0                   0.375                  7.125 ALEXANDRIA             VA                                       22304 Single Family                         1755000                20060501                     65 No MI                                1.00E+17                    2.25               20110401                 12.125                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                      161200                 906.75                    360                     359                  6.375                      0                      0                   0.375                   6.75 COLORADO SPRINGS       CO                                       80922 Single Family                          161200                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  11.75                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G02                                                    71240.21                 451.52                    360                     357                  6.125                      0                      0                   0.375                    6.5 HOUSTON                TX                                       77045 PUD                                     71435                20060401                     65 No MI                                1.00E+17                    2.25               20110301                   11.5                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360301 AFL2
GII                      G01                                                     82567.5                 438.64                    360                     347                      6                      0                      0                   0.375                  6.375 Phoenix                AZ                                       85006 Single Family                           87200                20050601                     80 No MI                                1.00E+17                       5               20080501                 12.375                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      36 N                                    20350501 AFL2
GI                       G03                                                      388000                2384.58                    360                     359                      7                      0                      0                   0.375                  7.375 N LAS VEGAS            NV                                       89084 Single Family                          388000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.375                  4.625                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G01                                                      179550                1159.59                    360                     360                  7.375                      0                      0                   0.375                   7.75 CHINO VALLEY           AZ                                       86323 PUD                                    179550                20060701                     80 No MI                                1.00E+17                    2.25               20110601                  12.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GI                       G03                                                      316000                1975.00                    360                     358                  7.125                      0                      0                   0.375                    7.5 Mountlake Terrace      WA                                       98043 Single Family                          316000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                   164294.79                1250.32                    360                     358                      8                      0                      0                   0.375                  8.375 Dallas                 TX                                       75229 Single Family                          164500                20060501                     70 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                       60000                 461.35                    360                     360                  8.125                      0                      0                   0.375                    8.5 Grand Rapids           MI                                       49507 Single Family                           60000                20060701                     80 No MI                                1.00E+17                    2.25               20110601                   13.5                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360601 AFL2
GII                      G03                                                      436000                2634.17                    360                     359                  6.875                      0                      0                   0.375                   7.25 MORGAN HILL            CA                                       95037 Condominium                            436000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.25                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GIII                     G01                                                      264750                1268.59                    360                     358                    5.5                      0                      0                    0.25                   5.75 SACRAMENTO             CA                                       95833 PUD                                    264750                20060501            79.98999786 No MI                                1.00E+17                    2.25               20110401                  10.75                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G01                                                      295100                1844.38                    360                     360                  7.125                      0                      0                   0.375                    7.5 RESTON                 VA                                       20190 PUD                                    295100                20060701            79.98999786 No MI                                1.00E+17                    2.25               20110601                   13.5                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GI                       G02                                                    95999.99                 610.00                    360                     359                   7.25                      0                      0                   0.375                  7.625 PHOENIX                AZ                                       85015 Condominium                             96000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.625                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      100000                 656.25                    360                     360                    7.5                      0                      0                   0.375                  7.875 Tampa                  FL                                       33612 Single Family                          100000                20060701                     80 No MI                                1.00E+17                    2.25               20110601                 12.875                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360601 AFL2
GI                       G02                                                    71910.19                 547.25                    360                     358                      8                      0                      0                   0.375                  8.375 Clinton Township       MI                                       48035 Single Family                           72000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                      125450                 718.72                    360                     358                    6.5                      0                      0                   0.375                  6.875 Phoenix                AZ                                       85031 Single Family                          125450                20060501                     65 No MI                                1.00E+17                    2.25               20110401                 11.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                      252000                1443.75                    360                     358                    6.5                      0                      0                   0.375                  6.875 Highland               CA                                       92346 Single Family                          252000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G01                                                      460000                2922.92                    360                     358                   7.25                      0                      0                   0.375                  7.625 HIGHLAND               CA                                       92346 Single Family                          460000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.625                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G03                                                      360000                2175.00                    360                     359                  6.875                      0                      0                   0.375                   7.25 FAIRFAX                VA                                       22033 PUD                                    360000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.25                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G03                                                      338485                2045.01                    360                     359                  6.875                      0                      0                   0.375                   7.25 COLORADO SPRINGS       CO                                       80921 PUD                                    338485                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.25                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G03                                                      140000                 860.42                    360                     358                      7                      0                      0                   0.375                  7.375 SUN CITY               AZ                                       85351 PUD                                    140000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      100310                 658.28                    360                     359                    7.5                      0                      0                   0.375                  7.875 SALT LAKE CITY         UT                                       84104 2-4 Family                             100310                20060601                     70 No MI                                1.00E+17                    2.25               20110501                 12.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GIII                     G02                                                   199441.33                1247.74                    360                     357                  6.125                      0                      0                    0.25                  6.375 SAINT CHARLES          MO                                       63303 PUD                                    200000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 11.375                  1.875                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360301 ADN1
GI                       G02                                                      416000                2946.67                    360                     360                  8.125                      0                      0                   0.375                    8.5 LAS VEGAS              NV                                       89138 PUD                                    416000                20060701                     80 No MI                                1.00E+17                    2.25               20110601                   13.5                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GI                       G02                                                   207867.37                1562.63                    360                     359                  7.875                      0                      0                   0.375                   8.25 GLENDALE               AZ                                       85303 Single Family                          208000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  13.25                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 AFL2
GIII                     G01                                                      314100                1570.50                    360                     358                   5.75                      0                      0                    0.25                      6 COACHELLA              CA                                       92236 Single Family                          314100                20060501                     80 No MI                                1.00E+17                    2.25               20110401                     11                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G02                                                      200000                1125.00                    360                     357                    6.5                      0                      0                    0.25                   6.75 PLAINS                 MT                                       59859 Single Family                          200000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                  11.75                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360301 ADN1
GI                       G01                                                      209116                1241.63                    360                     360                   6.75                      0                      0                   0.375                  7.125 SARATOGA SPGS          UT                                       84043 PUD                                    209116                20060701                     80 No MI                                1.00E+17                    2.25               20110601                 12.125                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GII                      G03                                                      650000                3453.13                    360                     357                      6                      0                      0                   0.375                  6.375 Panama City            FL                                       32408 Single Family                          650000                20060401            36.93000031 No MI                                1.00E+17                    2.25               20110301                 11.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G02                                                       83650                 548.95                    360                     360                    7.5                      0                      0                   0.375                  7.875 CRESTVIEW              FL                                       32536 PUD                                     83650                20060701            64.98000336 No MI                                1.00E+17                    2.25               20110601                 12.875                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360601 AFL2
GII                      G01                                                      226800                1204.88                    360                     359                      6                      0                      0                   0.375                  6.375 GLENDALE               AZ                                       85302 PUD                                    226800                20060601                     80 No MI                                1.00E+17                    2.25               20090501                 12.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      36 N                                    20360501 AFL2
GIII                     G02                                                      338000                1936.46                    360                     358                  6.625                      0                      0                    0.25                  6.875 TRABUCO CANYON         CA                                       92679 Single Family                          338000                20060501            36.54000092 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G02                                                      103200                 720.25                    360                     358                      8                      0                      0                   0.375                  8.375 Irvine                 KY                                       40336 Single Family                          103200                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      272000                1926.67                    360                     360                  8.125                      0                      0                   0.375                    8.5 BAKERSFIELD            CA                                       93313 Single Family                          272000                20060701                     80 No MI                                1.00E+17                    2.25               20110601                   13.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GI                       G02                                                      152000                 997.50                    360                     359                    7.5                      0                      0                   0.375                  7.875 MESA                   AZ                                       85202 PUD                                    152000                20060601                     80 No MI                                                            2.25               20110501                 12.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                   103102.31                 708.83                    360                     358                  7.875                      0                      0                   0.375                   8.25 Winston Salem          NC                                       27104 Single Family                          103200                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  13.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                      348000                2030.00                    360                     360                  6.625                      0                      0                   0.375                      7 ESCONDIDO              CA                                       92027 Single Family                          348000                20060701                     80 No MI                                1.00E+17                    2.25               20110601                     12                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360601 AFL2
GI                       G02                                                       92936                 600.21                    360                     359                  7.375                      0                      0                   0.375                   7.75 HUMBLE                 TX                                       77396 PUD                                     92936                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.75                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      144000                1020.00                    360                     358                  8.125                      0                      0                   0.375                    8.5 Boise                  ID                                       83704 Single Family                          144000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   13.5                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                       81502                 526.37                    360                     359                  7.375                      0                      0                   0.375                   7.75 HUMBLE                 TX                                       77396 PUD                                     81502                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.75                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G02                                                      409600                2304.00                    360                     359                  6.375                      0                      0                   0.375                   6.75 Santa Maria            CA                                       93455 Single Family                          409600                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  11.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      374400                2652.00                    360                     358                  8.125                      0                      0                   0.375                    8.5 LAGUNA NIGUEL          CA                                       92677 Condominium                            374400                20060501            79.98999786 No MI                                1.00E+17                   2.375               20080401                   13.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      24 N                                    20360401 AFL2
GI                       G02                                                    53565.82                 402.68                    360                     359                  7.875                      0                      0                   0.375                   8.25 CARTER LAKE            IA                                       51510 Single Family                           53600                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  13.25                      2                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G01                                                      530400                3480.75                    360                     358                    7.5                      0                      0                   0.375                  7.875 North Myrtle Beach     SC                                       29582 PUD                                    530400                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G03                                                   283931.46                1715.42                    360                     357                  6.875                      0                      0                   0.375                   7.25 GERMANTOWN             MD                                       20874 PUD                                    284000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                  12.25                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360301 AFL2
GII                      G02                                                       86400                 495.00                    360                     360                    6.5                      0                      0                   0.375                  6.875 AURORA                 IL                                       60504 Condominium                             86400                20060701                     80 No MI                                1.00E+17                    2.25               20110601                 11.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GI                       G02                                                      133000                 872.81                    360                     359                    7.5                      0                      0                   0.375                  7.875 Albuquerque            NM                                       87123 2-4 Family                             133000                20060601                     70 No MI                                1.00E+17                    2.25               20110501                 12.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                    52112.26                 369.11                    360                     359                   7.25                      0                      0                   0.375                  7.625 WEYAUWEGA              WI                                       54983 Single Family                           52150                20060601                     70 No MI                                1.00E+17                    2.25               20110501                 12.625                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G01                                                      496000                3151.67                    360                     360                   7.25                      0                      0                   0.375                  7.625 Fairfax                VA                                       22030 Single Family                          496000                20060701                     80 No MI                                1.00E+17                    2.25               20110601                 12.625                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GI                       G02                                                      114992                 754.64                    360                     357                    7.5                      0                      0                   0.375                  7.875 Myrtle Beach           SC                                       29579 Condominium                            114992                20060401                     80 No MI                                1.00E+17                    2.75               20110301                 13.875                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GII                      G03                                                    92518.67                 558.97                    360                     357                  6.875                      0                      0                   0.375                   7.25 STONE MOUNTAIN         GA                                       30083 Single Family                           92600                20060401            56.11999893 No MI                                                            2.25               20110301                  12.25                  2.375                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360301 AFL2
GII                      G03                                                   189021.92                1123.92                    360                     355                    5.5                      0                      0                   0.375                  5.875 Northborough           MA                                        1532 Single Family                          190000                20060201            61.09000015 No MI                                1.00E+17                    2.75               20110101                 10.875                  1.875                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360101 AFL2
GII                      G02                                                      143920                 824.54                    360                     358                    6.5                      0                      0                   0.375                  6.875 Salt Lake Cty          UT                                       84117 Condominium                            143920                20060501                     80 No MI                                1.00E+17                    2.75               20110401                 12.875                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G01                                                      630000                4265.62                    360                     359                   7.75                      0                      0                   0.375                  8.125 LONG BEACH             CA                                       90803 Single Family                          630000                20060601                     70 No MI                                1.00E+17                    2.75               20110501                 14.125                  2.375                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G02                                                      311200                1815.33                    360                     358                  6.625                      0                      0                   0.375                      7 Austin                 TX                                       78737 PUD                                    311200                20060501                     80 No MI                                1.00E+17                    2.25               20110401                     13                  2.375                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                       91500                 638.59                    360                     360                      8                      0                      0                   0.375                  8.375 Independence           MO                                       64055 Single Family                           91500                20060701                     75 No MI                                1.00E+17                    2.25               20110601                 13.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GI                       G03                                                      158400                 990.00                    360                     360                  7.125                      0                      0                   0.375                    7.5 Newport News           VA                                       23608 Single Family                          158400                20060701                     80 No MI                                1.00E+17                    2.25               20110601                   12.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GI                       G02                                                      248000                1756.67                    360                     360                  8.125                      0                      0                   0.375                    8.5 PEYTON                 CO                                       80831 PUD                                    248000                20060701                     80 No MI                                1.00E+17                    2.25               20110601                   13.5                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360601 AFL2
GI                       G02                                                      167200                1184.33                    360                     359                  8.125                      0                      0                   0.375                    8.5 BROOKLYN CENTER        MN                                       55429 Single Family                          167200                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   13.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G02                                                      117596                 661.48                    360                     359                  6.375                      0                      0                   0.375                   6.75 NORTHPORT              AL                                       35475 PUD                                    117596                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  11.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      368800                2458.67                    360                     359                  7.625                      0                      0                   0.375                      8 Annandale              VA                                       22003 Single Family                          368800                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     13                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GIII                     G02                                                   131744.68                 782.23                    360                     353                  6.875                      0                      0                    0.25                  7.125 HIALEAH                FL                                       33015 Condominium                            134350                20051201            79.97000122 No MI                                1.00E+17                    2.25               20101101                 12.125                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20351101 ADN1
GI                       G02                                                       64000                 406.67                    360                     358                   7.25                      0                      0                   0.375                  7.625 Jacksonville           FL                                       32208 Single Family                           64000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.625                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GIII                     G02                                                      192800                1024.25                    360                     359                  6.125                      0                      0                    0.25                  6.375 ST AUGUSTINE           FL                                       32080 Condominium                            192800                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.375                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G02                                                      145520                1000.45                    360                     359                  7.875                      0                      0                   0.375                   8.25 Woodstock              VA                                       22664 Townhouse                              145520                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  13.25                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GIII                     G02                                                      126400                 658.33                    360                     358                      6                      0                      0                    0.25                   6.25 KETTERING              OH                                       45440 Single Family                          126400                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  11.25                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G01                                                      220000                1397.92                    360                     360                   7.25                      0                      0                   0.375                  7.625 Boca Raton             FL                                       33431 Single Family                          220000                20060701                     80 No MI                                1.00E+17                    2.25               20110601                 12.625                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GIII                     G01                                                      153520                 799.58                    360                     357                      6                      0                      0                    0.25                   6.25 LAS VEGAS              NV                                       89117 Condominium                            153520                20060401                     80 No MI                                1.00E+17                    2.25               20110301                  12.25                  3.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 ADN1
GI                       G03                                                      284000                1775.00                    360                     358                  7.125                      0                      0                   0.375                    7.5 Palmdale               CA                                       93550 Single Family                          284000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      142400                 934.50                    360                     357                    7.5                      0                      0                   0.375                  7.875 DELTONA                FL                                       32725 Single Family                          142400                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 12.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GI                       G03                                                      124000                 775.00                    360                     358                  7.125                      0                      0                   0.375                    7.5 DOUGLAS                AZ                                       85607 Single Family                          124000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                   189844.25                1264.08                    360                     359                  6.625                      0                      0                   0.375                      7 Chicago                IL                                       60605 Condominium                            190000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     12                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                   290399.54                2185.89                    360                     357                  7.875                      0                      0                   0.375                   8.25 WINDERMERE             FL                                       34786 PUD                                    290960                20060401                     80 No MI                                1.00E+17                    2.25               20110301                  13.25                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G03                                                      625600                3844.83                    360                     358                      7                      0                      0                   0.375                  7.375 Davie                  FL                                       33328 PUD                                    625600                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      100000                 687.50                    360                     357                  7.875                      0                      0                   0.375                   8.25 NEWPORT                PA                                       17074 Single Family                          100000                20060401                     80 No MI                                                            2.25               20110301                  13.25                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360301 AFL2
GI                       G03                                                      534400                3340.00                    360                     357                  7.125                      0                      0                   0.375                    7.5 North Myrtle Beach     SC                                       29582 PUD                                    534400                20060401                     80 No MI                                1.00E+17                    2.25               20110301                   12.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GII                      G03                                                   129686.29                 875.83                    360                     357                   6.75                      0                      0                   0.375                  7.125 PALMERTON              PA                                       18071 Single Family                          130000                20060401            39.38999939 No MI                                1.00E+17                    2.25               20110301                 12.125                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360301 AFL2
GI                       G03                                                      468000                3232.36                    360                     360                      7                      0                      0                   0.375                  7.375 GILBERT                AZ                                       85233 PUD                                    468000                20060701                     80 No MI                                1.00E+17                    2.25               20110601                 12.375                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360601 AFL2
GI                       G03                                                      154065                 962.91                    360                     357                  7.125                      0                      0                   0.375                    7.5 DOUGLASVILLE           GA                                       30135 PUD                                    154065                20060401                     75 No MI                                                            2.25               20110301                   12.5                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360301 AFL2
GI                       G03                                                    237466.8                1664.13                    360                     357                  7.125                      0                      0                   0.375                    7.5 HOLLYWOOD              FL                                       33021 2-4 Family                             238000                20060401                     70 No MI                                1.00E+17                    2.25               20110301                   12.5                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360301 AFL2
GII                      G02                                                      125232                 730.52                    360                     360                  6.625                      0                      0                   0.375                      7 FORT WORTH             TX                                       76131 PUD                                    125232                20060701                     80 No MI                                1.00E+17                    2.25               20110601                     12                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GI                       G02                                                      220000                1397.92                    360                     357                   7.25                      0                      0                   0.375                  7.625 VICTORVILLE            CA                                       92392 Single Family                          220000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 12.625                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GI                       G02                                                      168000                1085.00                    360                     358                  7.375                      0                      0                   0.375                   7.75 Las Vegas              NV                                       89115 Single Family                          168000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.75                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                      288750                1654.30                    360                     358                    6.5                      0                      0                   0.375                  6.875 RESTON                 VA                                       20191 Single Family                          288750                20060501            52.79000092 No MI                                1.00E+17                    2.25               20110401                 11.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      108000                 720.00                    360                     358                  7.625                      0                      0                   0.375                      8 Tampa                  FL                                       33605 Single Family                          108000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                     13                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G03                                                     1162500                7265.63                    360                     358                  7.125                      0                      0                   0.375                    7.5 San Diego              CA                                       92130 PUD                                   1162500                20060501                     75 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G03                                                   137363.66                 844.21                    360                     358                      7                      0                      0                   0.375                  7.375 TUCKER                 GA                                       30084 Single Family                          138400                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      102900                 675.28                    360                     357                    7.5                      0                      0                   0.375                  7.875 ATLANTA                GA                                       30315 Single Family                          102900                20060401                     70 No MI                                1.00E+17                    2.25               20110301                 12.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GI                       G02                                                       86320                 611.43                    360                     359                  8.125                      0                      0                   0.375                    8.5 HAMILTON               OH                                       45013 Single Family                           86320                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   13.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      120000                 837.50                    360                     357                      8                      0                      0                   0.375                  8.375 MONROE                 GA                                       30655 Single Family                          120000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 13.375                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360301 AFL2
GII                      G03                                                      196000                1163.75                    360                     357                   6.75                      0                      0                   0.375                  7.125 GLENDALE               AZ                                       85303 PUD                                    196000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 12.125                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GI                       G02                                                      352000                2420.00                    360                     358                  7.875                      0                      0                   0.375                   8.25 Las Vegas              NV                                       89148 PUD                                    352000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  13.25                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                   283199.89                1829.00                    360                     357                  7.375                      0                      0                   0.375                   7.75 OFALLON                MO                                       63368 PUD                                    283200                20060401                     80 No MI                                1.00E+17                    2.25               20110301                  12.75                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GI                       G02                                                      124000                 800.83                    360                     358                  7.375                      0                      0                   0.375                   7.75 CARTERSVILLE           GA                                       30120 Single Family                          124000                20060501                     80 No MI                                                            2.25               20110401                  12.75                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      161600                1077.33                    360                     357                  7.625                      0                      0                   0.375                      8 TUCKER                 GA                                       30084 Single Family                          161600                20060401                     80 No MI                                1.00E+17                    2.25               20110301                     13                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GI                       G02                                                       68175                 447.40                    360                     357                    7.5                      0                      0                   0.375                  7.875 LITHONIA               GA                                       30058 Single Family                           68175                20060401                     75 No MI                                                            2.25               20110301                 12.875                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360301 AFL2
GII                      G02                                                      134000                 767.71                    360                     357                    6.5                      0                      0                   0.375                  6.875 DENVER                 CO                                       80239 Single Family                          134000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 11.875                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360301 AFL2
GI                       G02                                                    87834.78                 668.86                    360                     357                      8                      0                      0                   0.375                  8.375 BENSON                 AZ                                       85602 Single Family                           88000                20060401                     80 No MI                                                            2.25               20110301                 13.375                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360301 AFL2
GII                      G03                                                     1750000                8567.71                    360                     359                    5.5                      0                      0                   0.375                  5.875 ANNAPOLIS              MD                                       21403 Single Family                         1750000                20060601                     70 No MI                                1.00E+17                    2.25               20110501                 10.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G03                                                      159805                 998.78                    360                     357                  7.125                      0                      0                   0.375                    7.5 ELLENWOOD              GA                                       30294 PUD                                    159855                20060401                     75 No MI                                                            2.25               20110301                   12.5                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360301 AFL2
GI                       G01                                                     1277600                8118.08                    360                     358                   7.25                      0                      0                   0.375                  7.625 Laguna Beach           CA                                       92651 Single Family                         1277600                20060501                     80 No MI                                1.00E+17                    2.25               20160401                 12.625                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                     120 N                                    20360401 AFL2
GI                       G02                                                      247500                1701.56                    360                     357                  7.875                      0                      0                   0.375                   8.25 BOYNTON BEACH          FL                                       33436 PUD                                    247500                20060401                     75 No MI                                1.00E+17                    2.25               20110301                  13.25                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GI                       G02                                                    74736.33                 530.14                    360                     357                   7.25                      0                      0                   0.375                  7.625 DALLAS                 TX                                       75232 PUD                                     74900                20060401                     70 No MI                                1.00E+17                    2.25               20110301                 12.625                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360301 AFL2
GI                       G02                                                      135000                 900.00                    360                     360                  7.625                      0                      0                   0.375                      8 Las Vegas              NV                                       89106 Single Family                          135000                20060701                     75 No MI                                1.00E+17                    2.25               20110601                     13                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GI                       G02                                                      287000                1853.54                    360                     358                  7.375                      0                      0                   0.375                   7.75 APPLE VALLEY           CA                                       92308 2-4 Family                             287000                20060501                     70 No MI                                1.00E+17                    2.25               20110401                  12.75                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      112000                 781.67                    360                     357                      8                      0                      0                   0.375                  8.375 LAKELAND               FL                                       33801 Single Family                          112000                20060401                     80 No MI                                                            2.25               20110301                 13.375                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360301 AFL2
GII                      G03                                                   159749.62                1091.48                    360                     358                  6.875                      0                      0                   0.375                   7.25 OCALA                  FL                                       34473 Single Family                          160000                20060501            69.56999969 No MI                                1.00E+17                    2.25               20110401                  12.25                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G01                                                   499807.08                2707.29                    360                     307                   6.25                      0                      0                    0.25                    6.5 FT. MYERS              FL                                       33908 Single Family                          500000                20020201            62.11000061 No MI                                                            2.75               20120101                   11.5                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                     120 N                                    20320101 CALA
GI                       G02                                                       91920                 641.52                    360                     358                      8                      0                      0                   0.375                  8.375 EAST POINT             GA                                       30344 Single Family                           91920                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                    2.5                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      104000                 725.83                    360                     358                      8                      0                      0                   0.375                  8.375 EAST POINT             GA                                       30344 Single Family                          104000                20060501                     80 No MI                                                            2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G03                                                      975000                5585.94                    360                     358                    6.5                      0                      0                   0.375                  6.875 ALPHARETTA             GA                                       30005 PUD                                    975000                20060501                     75 No MI                                1.00E+17                    2.25               20110401                 11.875                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                     57970.1                 419.69                    360                     358                      8                      0                      0                   0.375                  8.375 HARVEST                AL                                       35749 Single Family                           58000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    N                                            0 Prepay                                    480                      60 N                                    20360401 AFL2
GI                       G02                                                      288317                2042.25                    360                     360                  8.125                      0                      0                   0.375                    8.5 Saint Petersburg       FL                                       33704 Single Family                          288317                20060701                     80 No MI                                1.00E+17                    2.25               20110601                   13.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GII                      G02                                                      280000                1545.83                    360                     357                   6.25                      0                      0                   0.375                  6.625 VICTORVILLE            CA                                       92392 Single Family                          280000                20060401            61.54000092 No MI                                1.00E+17                    2.25               20110301                 11.625                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GII                      G02                                                      241600                1384.17                    360                     356                    6.5                      0                      0                   0.375                  6.875 LAS VEGAS              NV                                       89128 Single Family                          241600                20060301                     80 No MI                                1.00E+17                    2.25               20110201                 11.875                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360201 AFL2
GII                      G02                                                   341753.78                2162.96                    360                     347                      6                      0                      0                   0.375                  6.375 Kenner                 LA                                       70065 Single Family                          346700                20050601            70.04000092 No MI                                                            2.25               20100501                 11.375                      2                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20350501 AFL2
GI                       G02                                                      285350                1813.16                    360                     356                   7.25                      0                      0                   0.375                  7.625 Tallahassee            FL                                       32311 PUD                                    285350                20060301                     65 No MI                                1.00E+17                    2.25               20110201                 12.625                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360201 AFL2
GI                       G02                                                      271920                1812.80                    360                     359                  7.625                      0                      0                   0.375                      8 Tucson                 AZ                                       85742 PUD                                    271920                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     13                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G02                                                    64881.78                 432.01                    360                     359                  6.625                      0                      0                   0.375                      7 INDIANAPOLIS           IN                                       46219 Single Family                           64935                20060601                     65 No MI                                1.00E+17                    2.25               20110501                     12                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                       51000                 355.94                    360                     359                      8                      0                      0                   0.375                  8.375 Kansas City            MO                                       64127 Single Family                           51000                20060601            78.45999908 No MI                                1.00E+17                    2.25               20110501                 13.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G02                                                      286298                1580.60                    360                     358                   6.25                      0                      0                   0.375                  6.625 Marysville             WA                                       98270 PUD                                    286298                20060501                     80 No MI                                1.00E+17                    2.75               20110401                 12.625                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G03                                                   190584.38                 992.63                    360                     358                  5.875                      0                      0                   0.375                   6.25 Reno                   NV                                       89506 PUD                                    190600                20060501                     80 No MI                                1.00E+17                    2.75               20110401                  12.25                  2.375                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                      200000                1145.83                    360                     358                    6.5                      0                      0                   0.375                  6.875 Corcoran               CA                                       93212 Single Family                          200000                20060501                     80 No MI                                1.00E+17                    2.75               20110401                 12.875                  2.375                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G03                                                      649999                3994.79                    360                     359                      7                      0                      0                   0.375                  7.375 MANASSAS               VA                                       20112 Single Family                          649999                20060601            77.94000244 No MI                                1.00E+17                    2.25               20110501                 12.375                  2.375                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G02                                                      280000                1575.00                    360                     358                  6.375                      0                      0                   0.375                   6.75 Brentwood              TN                                       37027 PUD                                    280000                20060501                     80 No MI                                1.00E+17                    2.75               20110401                  12.75                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G03                                                      119052                 719.27                    360                     358                  6.875                      0                      0                   0.375                   7.25 Manor                  TX                                       78653 PUD                                    119052                20060501                     80 No MI                                1.00E+17                    2.75               20110401                  13.25                  2.375                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      183900                1206.84                    360                     358                    7.5                      0                      0                   0.375                  7.875 CENTENNIAL             CO                                       80122 Single Family                          183900                20060501            79.98999786 No MI                                1.00E+17                    2.25               20110401                 13.875                  2.375                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                   324558.17                2135.72                    360                     358                    6.5                      0                      0                   0.375                  6.875 Palm Beach Gardens     FL                                       33418 Condominium                            325106                20060501                     80 No MI                                1.00E+17                    2.75               20110401                 12.875                  1.875                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G03                                                      355550                2111.08                    360                     358                   6.75                      0                      0                   0.375                  7.125 Washington             DC                                       20002 Townhouse                              355550                20060501                     65 No MI                                1.00E+17                    2.25               20110401                 13.125                  2.375                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G03                                                      244000                1525.00                    360                     360                  7.125                      0                      0                   0.375                    7.5 SAN BERNARDINO         CA                                       92405 Single Family                          244000                20060701            69.70999908 No MI                                1.00E+17                    2.25               20110601                   12.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GI                       G02                                                   154930.57                1110.73                    360                     359                  7.375                      0                      0                   0.375                   7.75 Summerville            SC                                       29485 PUD                                    155040                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.75                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G02                                                      255920                1466.21                    360                     359                    6.5                      0                      0                   0.375                  6.875 HERRIMAN               UT                                       84065 Single Family                          255920                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.875                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                    83076.32                 595.59                    360                     359                  7.375                      0                      0                   0.375                   7.75 HOUSTON                TX                                       77067 Single Family                           83135                20060601                     65 No MI                                1.00E+17                    2.25               20110501                  12.75                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G02                                                      138512                 793.56                    360                     358                    6.5                      0                      0                   0.375                  6.875 Phoenix                AZ                                       85008 Condominium                            138512                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      138596                 880.67                    360                     360                   7.25                      0                      0                   0.375                  7.625 JACKSONVILLE           FL                                       32256 PUD                                    138596                20060701                     80 No MI                                                            2.25               20110601                 12.625                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GI                       G03                                                      259992                1597.87                    360                     358                      7                      0                      0                   0.375                  7.375 Jonestown              TX                                       78645 Condominium                            259992                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G03                                                       68250                 405.23                    360                     358                   6.75                      0                      0                   0.375                  7.125 Suffolk                VA                                       23439 Single Family                           68250                20060501                     65 No MI                                1.00E+17                    2.75               20110401                 13.125                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      193600                1351.17                    360                     359                      8                      0                      0                   0.375                  8.375 Las Vegas              NV                                       89129 PUD                                    193600                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      125600                 824.25                    360                     360                    7.5                      0                      0                   0.375                  7.875 Dacula                 GA                                       30019 Single Family                          125600                20060701                     80 No MI                                1.00E+17                    2.25               20110601                 12.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GI                       G02                                                      244000                1652.08                    360                     359                   7.75                      0                      0                   0.375                  8.125 GERMANTOWN             MD                                       20874 Condominium                            244000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 14.125                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G03                                                      374714                2302.93                    360                     359                      7                      0                      0                   0.375                  7.375 CANTON                 MI                                       48188 PUD                                    374714                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G03                                                      240000                1500.00                    360                     358                  7.125                      0                      0                   0.375                    7.5 Mesa                   AZ                                       85203 Single Family                          240000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   13.5                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                    37223.01                 273.31                    360                     359                  7.625                      0                      0                   0.375                      8 SHERMAN                TX                                       75090 Single Family                           37248                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     13                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      105600                 737.00                    360                     359                      8                      0                      0                   0.375                  8.375 Aurora                 CO                                       80011 Single Family                          105600                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      148000                 971.25                    360                     359                    7.5                      0                      0                   0.375                  7.875 Las Vegas              NV                                       89109 Condominium                            148000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G03                                                   183945.59                 975.87                    360                     358                    4.5                      0                      0                   0.375                  4.875 Dublin                 OH                                       43016 PUD                                    184400                20060501            75.44999695 No MI                                1.00E+17                    2.25               20110401                  9.875                  1.875                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G03                                                      168000                1015.00                    360                     359                  6.875                      0                      0                   0.375                   7.25 Denver                 CO                                       80246 Single Family                          168000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      228000                1448.75                    360                     358                   7.25                      0                      0                   0.375                  7.625 Philadelphia           PA                                       19145 2-4 Family                             228000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.625                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G03                                                      252000                1522.50                    360                     358                  6.875                      0                      0                   0.375                   7.25 Sanford                FL                                       32771 PUD                                    252000                20060501                     80 No MI                                1.00E+17                    2.75               20110401                  13.25                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                      210000                1159.38                    360                     358                   6.25                      0                      0                   0.375                  6.625 Phoenix                AZ                                       85048 PUD                                    210000                20060501                     60 No MI                                1.00E+17                    2.25               20110401                 12.625                  2.375                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                    86713.76                 621.67                    360                     359                  7.375                      0                      0                   0.375                   7.75 HOUSTON                TX                                       77067 PUD                                     86775                20060601                     65 No MI                                1.00E+17                    2.25               20110501                  12.75                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G03                                                       94400                 580.17                    360                     357                      7                      0                      0                   0.375                  7.375 Nampa                  ID                                       83687 PUD                                     94400                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 13.375                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GI                       G02                                                      331850                2316.04                    360                     359                      8                      0                      0                   0.375                  8.375 YORK                   PA                                       17402 Single Family                          331850                20060601            79.98999786 No MI                                1.00E+17                    2.25               20110501                 13.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                       92900                 599.98                    360                     359                  7.375                      0                      0                   0.375                   7.75 San Antonio            TX                                       78247 Single Family                           92900                20060601            74.98000336 No MI                                1.00E+17                    2.25               20110501                  12.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G02                                                      344500                1901.93                    360                     359                   6.25                      0                      0                   0.375                  6.625 SACRAMENTO             CA                                       95815 2-4 Family                             344500                20060601            50.65999985 No MI                                1.00E+17                    2.25               20110501                 11.625                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G03                                                      189559                 987.29                    360                     358                  5.875                      0                      0                   0.375                   6.25 Laveen                 AZ                                       85339 PUD                                    189559                20060501                     80 No MI                                1.00E+17                    2.75               20110401                  12.25                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G01                                                      640000                4133.33                    360                     358                  7.375                      0                      0                   0.375                   7.75 HENDERSON              NV                                       89044 Single Family                          640000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.75                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                   125919.65                 946.60                    360                     359                  7.875                      0                      0                   0.375                   8.25 Garland                TX                                       75043 Single Family                          126000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  13.25                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 AFL2
GIII                     G02                                                      248900                1425.99                    360                     359                  6.625                      0                      0                    0.25                  6.875 LAS VEGAS              NV                                       89148 PUD                                    248900                20060601            79.98999786 No MI                                1.00E+17                    2.25               20110501                 11.875                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GIII                     G02                                                      113257                 731.45                    360                     359                    7.5                      0                      0                    0.25                   7.75 RIVERSIDE              NJ                                        8075 Single Family                          113257                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.75                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G02                                                       72000                 487.50                    360                     358                   7.75                      0                      0                   0.375                  8.125 ANNA                   TX                                       75409 Single Family                           72000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.125                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G03                                                      243100                1266.15                    360                     358                  5.875                      0                      0                   0.375                   6.25 Laveen                 AZ                                       85339 PUD                                    243100                20060501                     80 No MI                                                            2.75               20110401                  12.25                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                       68050                 517.23                    360                     360                      8                      0                      0                   0.375                  8.375 Penns Grove            NJ                                        8069 Single Family                           68050                20060701            79.95999908 No MI                                1.00E+17                    2.25               20110601                 13.375                  2.375                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360601 AFL2
GII                      G02                                                      209600                1135.33                    360                     360                  6.125                      0                      0                   0.375                    6.5 Littleton              CO                                       80128 Single Family                          209600                20060701                     80 No MI                                1.00E+17                    2.25               20110601                   11.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GII                      G02                                                      100680                 576.81                    360                     358                    6.5                      0                      0                   0.375                  6.875 Austin                 TX                                       78725 PUD                                    100680                20060501                     80 No MI                                1.00E+17                    2.75               20110401                 12.875                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      292000                1855.42                    360                     360                   7.25                      0                      0                   0.375                  7.625 CHANDLER               AZ                                       85226 PUD                                    292000                20060701                     80 No MI                                1.00E+17                    2.25               20110601                 12.625                  2.375                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GII                      G02                                                      417000                2302.19                    360                     359                   6.25                      0                      0                   0.375                  6.625 VACAVILLE              CA                                       95688 2-4 Family                             417000                20060601            61.31999969 No MI                                1.00E+17                    2.25               20110501                 11.625                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      235352                1544.50                    360                     359                    7.5                      0                      0                   0.375                  7.875 Tolleson               AZ                                       85353 PUD                                    235352                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      149600                1044.08                    360                     359                      8                      0                      0                   0.375                  8.375 LAS VEGAS              NV                                       89147 Condominium                            149600                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.375                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G02                                                      188208                1039.07                    360                     358                   6.25                      0                      0                   0.375                  6.625 Stuart                 FL                                       34997 Townhouse                              188208                20060501                     80 No MI                                1.00E+17                    2.75               20110401                 12.625                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      180000                1275.00                    360                     360                  8.125                      0                      0                   0.375                    8.5 Orlando                FL                                       32819 Condominium                            180000                20060701                     80 No MI                                1.00E+17                    2.25               20110601                   13.5                  2.375                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360601 AFL2
GI                       G03                                                      310400                1940.00                    360                     359                  7.125                      0                      0                   0.375                    7.5 PARAMOUNT              CA                                       90723 Single Family                          310400                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   13.5                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GIII                     G03                                                      220000                1122.92                    360                     358                  5.875                      0                      0                    0.25                  6.125 FORT MYERS             FL                                       33913 Single Family                          220000                20060501            89.80000305 GE Capital MI                        1.00E+17                    2.25               20110401                 11.125                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 ADN1
GI                       G02                                                   167756.03                1189.10                    360                     358                   7.25                      0                      0                   0.375                  7.625 FRAMINGHAM             MA                                        1702 Condominium                            168000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.625                      2                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GIII                     G02                                                      180000                1012.50                    360                     359                    6.5                      0                      0                    0.25                   6.75 LOVELAND               CO                                       80538 Single Family                          180000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  11.75                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G02                                                      380000                2612.50                    360                     357                  7.875                      0                      0                   0.375                   8.25 LA HABRA               CA                                       90631 Single Family                          380000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                  14.25                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GIII                     G02                                                   217133.26                1334.88                    360                     359                  7.125                      0                      0                    0.25                  7.375 HENDERSON              NV                                       89074 PUD                                    217200                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.375                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G02                                                      174400                1017.33                    360                     359                   6.75                      0                      0                    0.25                      7 PLEASANVILLE           NJ                                        8232 Single Family                          174400                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     12                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G02                                                   416882.72                2345.63                    360                     359                    6.5                      0                      0                    0.25                   6.75 VENTURA                CA                                       93004 Single Family                          417000                20060601            73.80999756 No MI                                1.00E+17                    2.25               20110501                  11.75                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G02                                                      136800                 883.50                    360                     355                  7.375                      0                      0                   0.375                   7.75 Saint Paul             MN                                       55117 Single Family                          136800                20060201                     80 No MI                                1.00E+17                    2.25               20110101                  12.75                      2                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360101 AFL2
GI                       G03                                                   111749.16                 773.00                    360                     358                      7                      0                      0                   0.375                  7.375 Lilburn                GA                                       30047 Single Family                          111920                20060501                     80 No MI                                                            2.25               20110401                 12.375                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 AFL2
GIII                     G02                                                      163200                 935.00                    360                     359                  6.625                      0                      0                    0.25                  6.875 WESTCHESTER            IL                                       60154 Single Family                          163200                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.875                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G01                                                      185750                 928.75                    360                     359                   5.75                      0                      0                    0.25                      6 NORTH LAS VEGAS        NV                                       89032 PUD                                    185750                20060601            71.72000122 No MI                                1.00E+17                    2.25               20110501                     11                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G01                                                      170000                 796.88                    360                     359                  5.375                      0                      0                    0.25                  5.625 WHEELING               IL                                       60090 Single Family                          170000                20060601            65.37999725 No MI                                1.00E+17                    2.25               20110501                 10.625                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G02                                                   142142.48                1081.73                    360                     358                      8                      0                      0                   0.375                  8.375 ROMEOVILLE             IL                                       60446 Single Family                          142320                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                      2                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GIII                     G02                                                      221700                1154.69                    360                     359                      6                      0                      0                    0.25                   6.25 GRAND JUNCTION         CO                                       81506 PUD                                    221700                20060601            67.19999695 No MI                                1.00E+17                    2.25               20110501                  11.25                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G02                                                      158000                 905.21                    360                     358                  6.625                      0                      0                    0.25                  6.875 SEFFNER                FL                                       33584 Single Family                          158000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.875                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G02                                                      144000                 975.00                    360                     357                   7.75                      0                      0                   0.375                  8.125 CORDOVA                TN                                       38018 Single Family                          144000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 13.125                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GIII                     G02                                                      228000                1330.00                    360                     359                   6.75                      0                      0                    0.25                      7 NAVARRE                FL                                       32566 PUD                                    228000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     12                      2                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G01                                                      650000                4604.17                    360                     360                  8.125                      0                      0                   0.375                    8.5 GAINESVILLE            VA                                       20155 PUD                                    650000                20060701            74.05000305 No MI                                1.00E+17                    2.25               20110601                   13.5                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GII                      G02                                                      344000                1970.83                    360                     357                    6.5                      0                      0                   0.375                  6.875 Carson                 CA                                       90810 Single Family                          344000                20060401                     80 No MI                                                            2.25               20110301                 12.875                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GI                       G02                                                   229967.36                1751.21                    360                     357                      8                      0                      0                   0.375                  8.375 Port Saint Lucie       FL                                       34983 Single Family                          230400                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 13.375                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360301 AFL2
GIII                     G02                                                       91600                 505.71                    360                     359                  6.375                      0                      0                    0.25                  6.625 TAMPA                  FL                                       33615 Condominium                             91600                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.625                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G02                                                       74400                 496.00                    360                     359                  7.625                      0                      0                   0.375                      8 POTTSTOWN              PA                                       19464 Single Family                           74400                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     13                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GIII                     G02                                                      384000                2200.00                    360                     359                  6.625                      0                      0                    0.25                  6.875 COVINA                 CA                                       91722 Single Family                          384000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.875                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G02                                                      140000                 802.08                    360                     358                  6.625                      0                      0                    0.25                  6.875 WARNER ROBINS          GA                                       31088 Single Family                          140000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.875                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G02                                                      326500                2006.61                    360                     359                  7.125                      0                      0                    0.25                  7.375 HOLLYWOOD              FL                                       33019 Condominium                            326500                20060601            79.62999725 No MI                                1.00E+17                    2.25               20110501                 12.375                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G02                                                      362400                2378.25                    360                     358                    7.5                      0                      0                   0.375                  7.875 Oak Lawn               IL                                       60453 Single Family                          362400                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.875                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GIII                     G02                                                      448500                2616.25                    360                     359                   6.75                      0                      0                    0.25                      7 LOS ANGELES            CA                                       90061 2-4 Family                             448500                20060601                     65 No MI                                1.00E+17                    2.25               20110501                     12                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GIII                     G01                                                   164635.94                 988.06                    360                     359                   5.75                      0                      0                    0.25                      6 SOUTH JORDAN           UT                                       84095 PUD                                    164800                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     11                      2                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G01                                                      239998                1125.00                    360                     359                  5.375                      0                      0                    0.25                  5.625 SALT LAKE CITY         UT                                       84117 Single Family                          240000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 10.625                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GIII                     G02                                                      319760                1732.03                    360                     359                   6.25                      0                      0                    0.25                    6.5 TUCSON                 AZ                                       85713 PUD                                    319760                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   11.5                      2                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GIII                     G02                                                      363664                1931.97                    360                     359                  6.125                      0                      0                    0.25                  6.375 KILL DEVIL HILLS       NC                                       27948 Condominium                            363664                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.375                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GIII                     G01                                                      277800                1360.06                    360                     358                  5.625                      0                      0                    0.25                  5.875 HESPERIA               CA                                       92344 Single Family                          277800                20060501            79.98999786 No MI                                1.00E+17                    2.25               20110401                 10.875                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 ADN1
GIII                     G02                                                      380000                2335.42                    360                     359                  7.125                      0                      0                    0.25                  7.375 TAMPA                  FL                                       33626 PUD                                    380000                20060601                     95 Mortgage Guaranty In                 1.00E+17                    2.25               20110501                 12.375                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G02                                                      320000                1800.00                    360                     359                    6.5                      0                      0                    0.25                   6.75 SALT LAKE CITY         UT                                       84124 PUD                                    320000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  11.75                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GII                      G01                                                       50100                 276.59                    360                     358                   6.25                      0                      0                   0.375                  6.625 BALTIMORE              MD                                       21216 Townhouse                               50100                20060501            58.93999863 No MI                                1.00E+17                    2.25               20090401                 12.625                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      36 N                                    20360401 AFL2
GI                       G02                                                      272000                1728.33                    360                     359                   7.25                      0                      0                   0.375                  7.625 MONTGOMRY VILLAGE      MD                                       20886 PUD                                    272000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.625                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      145200                 937.75                    360                     358                  7.375                      0                      0                   0.375                   7.75 Portland               OR                                       97222 Single Family                          145200                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      173840                1104.61                    360                     357                   7.25                      0                      0                   0.375                  7.625 Acworth                GA                                       30101 PUD                                    173840                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 13.625                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GIII                     G01                                                      208125                1062.30                    360                     359                  5.875                      0                      0                    0.25                  6.125 SEATTLE                WA                                       98106 Single Family                          208125                20060601                     75 No MI                                1.00E+17                    2.25               20110501                 11.125                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G03                                                   179731.99                1258.59                    360                     358                  7.125                      0                      0                   0.375                    7.5 Chicago                IL                                       60629 Single Family                          180000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                      2                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GIII                     G02                                                      296000                1850.00                    360                     359                   7.25                      0                      0                    0.25                    7.5 WOODBRIDGE             VA                                       22193 Single Family                          296000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   12.5                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GII                      G03                                                      287992                1739.95                    360                     358                  6.875                      0                      0                   0.375                   7.25 Millville              DE                                       19967 Condominium                            287992                20060501                     80 No MI                                                            2.25               20110401                  13.25                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GIII                     G01                                                   161820.87                 945.33                    360                     359                    5.5                      0                      0                    0.25                   5.75 MISSOURI CITY          TX                                       77459 Single Family                          161990                20060601            78.26000214 No MI                                1.00E+17                    2.25               20110501                  10.75                  1.875                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 ADN1
GII                      G03                                                      284800                1720.67                    360                     359                  6.875                      0                      0                   0.375                   7.25 LAS VEGAS              NV                                       89123 PUD                                    284800                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.25                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G01                                                      524000                3384.17                    360                     358                  7.375                      0                      0                   0.375                   7.75 ARLINGTON              VA                                       22204 Single Family                          524000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GIII                     G02                                                      107920                 685.74                    360                     358                  7.375                      0                      0                    0.25                  7.625 LA VERGNE              TN                                       37086 Single Family                          107920                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.625                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 ADN1
GIII                     G02                                                       87750                 566.72                    360                     359                   6.78                   0.72                      0                    0.25                   7.75 INDIANAPOLIS           IN                                       46205 Single Family                           87750                20060601                     90 GE Capital MI                        1.00E+17                    3.25               20110501                  12.75                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G02                                                      217500                1472.66                    360                     359                   7.75                      0                      0                   0.375                  8.125 New Bedford            MA                                        2745 Single Family                          217500                20060601                     75 No MI                                1.00E+17                    2.25               20110501                 13.125                   2.28                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GIII                     G02                                                       86400                 495.00                    360                     358                  6.625                      0                      0                    0.25                  6.875 BOWLING GREEN          KY                                       42101 Single Family                           86400                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.875                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G01                                                   169676.56                1046.72                    360                     358                   5.68                   0.32                      0                    0.25                   6.25 STOCKBRIDGE            GA                                       30281 PUD                                    170000                20060501            89.94999695 YES                                  1.00E+17                    2.75               20110401                  11.25                      2                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G02                                                      407805                2718.70                    360                     358                  7.625                      0                      0                   0.375                      8 CAMAS                  WA                                       98607 PUD                                    407805                20060501                     80 No MI                                1.00E+17                    2.25               20110401                     13                   2.18                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GIII                     G02                                                      440000                2750.00                    360                     359                   7.25                      0                      0                    0.25                    7.5 SEATTLE                WA                                       98119 2-4 Family                             440000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   12.5                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GIII                     G03                                                      181600                 926.92                    360                     358                  5.875                      0                      0                    0.25                  6.125 ALEXANDRIA             VA                                       22304 Condominium                            181600                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.125                      2                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 ADN1
GI                       G01                                                      799500                4330.63                    360                     357                  6.125                      0                      0                   0.375                    6.5 Park City              UT                                       84060 Single Family                          799500                20060401                     65 No MI                                1.00E+17                    2.25               20130301                   11.5                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      84 N                                    20360301 AFL2
GIII                     G02                                                   119918.75                 699.53                    360                     358                   6.75                      0                      0                    0.25                      7 MARGATE                FL                                       33063 Condominium                            119920                20060501                     80 No MI                                1.00E+17                    2.25               20110401                     12                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G02                                                      126950                 833.11                    360                     358                    7.5                      0                      0                   0.375                  7.875 Charlotte              NC                                       28273 PUD                                    126950                20060501            74.98999786 No MI                                1.00E+17                    2.25               20110401                 12.875                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GIII                     G02                                                      220500                1492.97                    360                     358                  7.105                   0.77                      0                    0.25                  8.125 COLUMBUS               OH                                       43207 Single Family                          220500                20060501                     90 Republic MIC                         1.00E+17                   3.375               20110401                 13.125                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G02                                                      240000                1475.00                    360                     359                  7.125                      0                      0                    0.25                  7.375 PORT HUENEME           CA                                       93041 Condominium                            240000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.375                  2.355                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GII                      G03                                                      380000                2295.83                    360                     359                  6.875                      0                      0                   0.375                   7.25 Brentwood              CA                                       94513 Single Family                          380000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.25                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G02                                                      166500                 953.91                    360                     358                    6.5                      0                      0                   0.375                  6.875 CHARLESTOWN            MA                                        2129 Condominium                            166500                20060501            74.97000122 No MI                                1.00E+17                    2.25               20110401                 11.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GIII                     G01                                                      223687                1141.74                    360                     358                  5.875                      0                      0                    0.25                  6.125 HILLSBORO              OR                                       97123 PUD                                    223687                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.125                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G02                                                      240000                1575.00                    360                     359                    7.5                      0                      0                   0.375                  7.875 WASHINGTON             DC                                       20032 Single Family                          240000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.875                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GIII                     G02                                                      168750                1037.11                    360                     359                  7.125                      0                      0                    0.25                  7.375 BOSTON                 MA                                        2130 Condominium                            168750                20060601                     75 No MI                                1.00E+17                    2.25               20110501                 12.375                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GII                      G02                                                      283187                1563.43                    360                     358                   6.25                      0                      0                   0.375                  6.625 LANCASTER              CA                                       93535 Single Family                          283187                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.625                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GIII                     G02                                                      275500                1549.69                    360                     359                    6.5                      0                      0                    0.25                   6.75 DORCHESTER             MA                                        2124 Condominium                            275500                20060601            91.83000183 Radian Guaranty                      1.00E+17                    2.25               20110501                  11.75                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GII                      G02                                                   284695.91                1571.76                    360                     359                   6.25                      0                      0                   0.375                  6.625 Madera                 CA                                       93637 Single Family                          284724                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.625                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G01                                                   1460675.6               11116.06                    360                     358                      8                      0                      0                   0.375                  8.375 Miami                  FL                                       33180 Condominium                           1462500                20060501                     75 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                   282986.05                1791.91                    360                     358                  6.125                      0                      0                   0.375                    6.5 SAN JACINTO            CA                                       92583 Single Family                          283500                20060501                     80 No MI                                1.00E+17                   2.375               20080401                   11.5                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      24 N                                    20360401 AFL2
GIII                     G02                                                   142152.78                 920.31                    360                     359                    7.5                      0                      0                    0.25                   7.75 BRADENTON              FL                                       34205 Single Family                          142500                20060601            77.87000275 No MI                                1.00E+17                    2.25               20110501                  12.75                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GIII                     G02                                                      104000                 682.50                    360                     358                  7.625                      0                      0                    0.25                  7.875 CHARLESTON             WV                                       25304 Single Family                          104000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.875                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GII                      G02                                                      200680                1128.83                    360                     357                  6.375                      0                      0                   0.375                   6.75 Manhattan              IL                                       60442 PUD                                    200680                20060401                     80 No MI                                1.00E+17                    2.25               20110301                  12.75                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GIII                     G02                                                      260000                1354.17                    360                     359                      6                      0                      0                    0.25                   6.25 HAYWARD                CA                                       94544 Condominium                            260000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  11.25                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GIII                     G03                                                      294000                1500.63                    360                     359                  5.875                      0                      0                    0.25                  6.125 HAYWARD                CA                                       94544 Condominium                            294000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.125                      2                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GIII                     G02                                                   124897.54                 831.63                    360                     359                   6.75                      0                      0                    0.25                      7 HOMESTEAD              FL                                       33035 PUD                                    125000                20060601            35.70999908 No MI                                1.00E+17                    2.25               20110501                     12                      2                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 ADN1
GII                      G03                                                   250598.48                1200.78                    360                     358                  5.375                      0                      0                   0.375                   5.75 Lincoln                CA                                       95648 PUD                                    250600                20060501            79.98999786 No MI                                1.00E+17                    2.25               20110401                  10.75                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GIII                     G02                                                   171688.17                1087.16                    360                     358                   6.25                      0                      0                    0.25                    6.5 SEATTLE                WA                                       98122 Condominium                            172000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   11.5                  1.875                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 ADN1
GIII                     G02                                                   203148.83                1248.83                    360                     359                  7.125                      0                      0                    0.25                  7.375 PEMBROKE PINES         FL                                       33025 Condominium                            203200                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.375                      2                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GII                      G02                                                      167700                 960.78                    360                     358                    6.5                      0                      0                   0.375                  6.875 Orlando                FL                                       32824 Condominium                            167700                20060501                     80 No MI                                1.00E+17                    2.75               20110401                 12.875                      2                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                      134000                 725.83                    360                     358                  6.125                      0                      0                   0.375                    6.5 Berlin                 MD                                       21811 PUD                                    134000                20060501            36.97000122 No MI                                1.00E+17                    2.25               20110401                   12.5                  2.375                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G03                                                      129417                 795.38                    360                     359                      7                      0                      0                   0.375                  7.375 Camp Verde             AZ                                       86322 PUD                                    129417                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 WALN
GI                       G02                                                      360000                2287.50                    360                     359                   7.25                      0                      0                   0.375                  7.625 HERNDON                VA                                       20171 Townhouse                              360000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.625                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GIII                     G01                                                      401600                2049.83                    360                     359                  5.875                      0                      0                    0.25                  6.125 CLOVERDALE             CA                                       95425 PUD                                    401600                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.125                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G03                                                     87830.4                 539.79                    360                     355                      7                      0                      0                   0.375                  7.375 Dallas                 TX                                       75227 Single Family                           87900                20060201            79.91000366 No MI                                1.00E+17                    2.25               20110101                 12.375                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360101 AFL2
GII                      G03                                                       81250                 490.89                    360                     358                  6.875                      0                      0                   0.375                   7.25 Spring                 TX                                       77373 PUD                                     81250                20060501                     65 No MI                                1.00E+17                    2.25               20110401                  12.25                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G01                                                      626600                4373.15                    360                     359                      8                      0                      0                   0.375                  8.375 PERRY HALL             MD                                       21128 PUD                                    626600                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                    48689.17                 370.54                    360                     358                      8                      0                      0                   0.375                  8.375 Fort Wayne             IN                                       46806 Single Family                           48750                20060501                     75 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GIII                     G01                                                      415996                2123.31                    360                     359                  5.875                      0                      0                    0.25                  6.125 FOLSOM                 CA                                       95630 Single Family                          415996                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.125                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G02                                                    55905.63                 367.88                    360                     358                  6.625                      0                      0                    0.25                  6.875 PERU                   IN                                       46970 Single Family                           56000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.875                      2                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 ADN1
GII                      G02                                                      344000                2006.67                    360                     359                  6.625                      0                      0                   0.375                      7 CHANTILLY              VA                                       20151 PUD                                    344000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     13                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G02                                                      176000                 990.00                    360                     352                  6.375                      0                      0                   0.375                   6.75 Homestead              FL                                       33035 PUD                                    176000                20051101                     80 No MI                                1.00E+17                    2.25               20101001                  12.75                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20351001 AFL2
GI                       G02                                                       95900                 639.33                    360                     358                  7.625                      0                      0                   0.375                      8 LAS VEGAS              NV                                       89119 Condominium                             95900                20060501            79.98000336 No MI                                1.00E+17                    2.25               20110401                     13                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      253500                1769.22                    360                     358                      8                      0                      0                   0.375                  8.375 BOONSBORO              MD                                       21713 PUD                                    253500                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 14.375                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                   141924.46                 753.97                    360                     358                      6                      0                      0                   0.375                  6.375 STOUTSVILLE            OH                                       43154 Single Family                          142000                20060501            78.88999939 No MI                                1.00E+17                    2.25               20110401                 12.375                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                   149747.25                 985.39                    360                     358                    6.5                      0                      0                   0.375                  6.875 CHULA VISTA            CA                                       91910 Single Family                          150000                20060501            34.88000107 No MI                                1.00E+17                    2.25               20110401                 11.875                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GIII                     G01                                                      132400                 675.79                    360                     358                  5.875                      0                      0                    0.25                  6.125 WAYNESBORO             VA                                       22980 Single Family                          132400                20060501            78.80999756 No MI                                1.00E+17                    2.25               20110401                 11.125                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 ADN1
GII                      G02                                                      136220                 794.62                    360                     360                  6.625                      0                      0                   0.375                      7 MOUNT JULIET           TN                                       37122 Single Family                          136220                20060701                     80 No MI                                1.00E+17                    2.25               20110601                     12                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GII                      G03                                                      364000                2161.25                    360                     359                   6.75                      0                      0                   0.375                  7.125 Antioch                CA                                       94509 Single Family                          364000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.125                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G03                                                      244000                1525.00                    360                     358                  7.125                      0                      0                   0.375                    7.5 Palm Beach Gardens     FL                                       33418 Condominium                            244000                20060501                     80 No MI                                1.00E+17                    2.75               20110401                   13.5                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G03                                                   168225.06                1177.13                    360                     359                  7.125                      0                      0                   0.375                    7.5 New Orleans            LA                                       70117 2-4 Family                             168350                20060601                     70 No MI                                1.00E+17                    2.25               20110501                   12.5                  2.375                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      208000                1321.67                    360                     355                   7.25                      0                      0                   0.375                  7.625 Mesa                   AZ                                       85212 PUD                                    208000                20060201                     80 No MI                                1.00E+17                    2.25               20110101                 12.625                  2.375                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360101 AFL2
GI                       G03                                                      228000                1425.00                    360                     358                  7.125                      0                      0                   0.375                    7.5 BONITA SPRINGS         FL                                       34135 2-4 Family                             228000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GIII                     G01                                                    250334.1                1251.67                    360                     358                   5.75                      0                      0                    0.25                      6 HICKORY HILLS          IL                                       60457 Single Family                          250400                20060501                     80 No MI                                1.00E+17                    2.25               20110401                     12                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G02                                                       95900                 639.33                    360                     358                  7.625                      0                      0                   0.375                      8 LAS VEGAS              NV                                       89119 Condominium                             95900                20060501            79.98000336 No MI                                1.00E+17                    2.25               20110401                     13                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GIII                     G01                                                       68651                 401.47                    360                     358                    5.5                      0                      0                    0.25                   5.75 SAINT PETERSBURG       FL                                       33701 Single Family                           68795                20060501            79.98999786 No MI                                1.00E+17                    2.25               20110401                  11.75                  1.875                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G03                                                      172000                1057.08                    360                     360                      7                      0                      0                   0.375                  7.375 Palmdale               CA                                       93550 PUD                                    172000                20060701                     80 No MI                                1.00E+17                    2.25               20110601                 12.375                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GI                       G01                                                      111000                 682.19                    360                     358                  7.125                      0                      0                    0.25                  7.375 LAS VEGAS              NV                                       89115 Condominium                            111000                20060501                   74.5 No MI                                1.00E+17                    2.25               20110401                 12.375                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G02                                                      230504                1320.60                    360                     359                  6.625                      0                      0                    0.25                  6.875 PHOENIX                AZ                                       85042 PUD                                    230504                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.875                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G02                                                      186400                1203.83                    360                     357                  7.375                      0                      0                   0.375                   7.75 NAPLES                 FL                                       34105 Condominium                            186400                20060401                     80 No MI                                1.00E+17                    2.25               20110301                  12.75                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G01                                                      111000                 682.19                    360                     358                  7.125                      0                      0                    0.25                  7.375 LAS VEGAS              NV                                       89115 Condominium                            111000                20060501                   74.5 No MI                                1.00E+17                    2.25               20110401                 12.375                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G02                                                       95900                 639.33                    360                     358                  7.625                      0                      0                   0.375                      8 LAS VEGAS              NV                                       89119 Condominium                             95900                20060501            79.98000336 No MI                                1.00E+17                    2.25               20110401                     13                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G01                                                      111000                 682.19                    360                     358                  7.125                      0                      0                    0.25                  7.375 LAS VEGAS              NV                                       89115 Condominium                            111000                20060501                   74.5 No MI                                1.00E+17                    2.25               20110401                 12.375                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GII                      G02                                                   132797.16                 719.32                    360                     357                  6.125                      0                      0                   0.375                    6.5 MC KINNEY              TX                                       75070 PUD                                    132798                20060401                     80 No MI                                1.00E+17                    2.25               20110301                   11.5                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GI                       G01                                                      111000                 682.19                    360                     358                  7.125                      0                      0                    0.25                  7.375 LAS VEGAS              NV                                       89115 Condominium                            111000                20060501                   74.5 No MI                                1.00E+17                    2.25               20110401                 12.375                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G01                                                   105145.31                 668.31                    360                     357                  7.375                      0                      0                    0.25                  7.625 BLUFFTON               SC                                       29910 Condominium                            105177                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 12.625                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360301 ADN1
GIII                     G01                                                      175410                 877.05                    360                     358                   5.36                   0.39                      0                    0.25                      6 BEAVERTON              OR                                       97006 PUD                                    175410                20060501                     90 Republic MIC                         1.00E+17                    2.75               20110401                     11                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G02                                                      228000                1520.00                    360                     359                  7.625                      0                      0                   0.375                      8 COLUMBIA HEIGHTS       MN                                       55421 Single Family                          228000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     13                   2.11                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                   115782.19                 881.68                    360                     357                      8                      0                      0                   0.375                  8.375 DECATUR                GA                                       30032 Condominium                            116000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 13.375                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360301 AFL2
GII                      G02                                                      145600                 834.17                    360                     360                    6.5                      0                      0                   0.375                  6.875 EULESS                 TX                                       76040 Single Family                          145600                20060701                     80 No MI                                1.00E+17                    2.25               20110601                 11.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GI                       G02                                                      122430                 790.69                    360                     359                  7.375                      0                      0                   0.375                   7.75 Saint Louis            MO                                       63116 Single Family                          122430                20060601                     70 No MI                                1.00E+17                    2.25               20110501                  12.75                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G03                                                      150500                 924.95                    360                     359                      7                      0                      0                   0.375                  7.375 Las Vegas              NV                                       89128 Single Family                          150500                20060601                     70 No MI                                1.00E+17                    2.25               20110501                 12.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G03                                                      316000                1942.08                    360                     359                      7                      0                      0                   0.375                  7.375 Saddle Brook           NJ                                        7663 Single Family                          316000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                       68800                 465.83                    360                     359                   7.75                      0                      0                   0.375                  8.125 CAYCE                  SC                                       29033 Single Family                           68800                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.125                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G03                                                   121422.33                 746.24                    360                     358                      7                      0                      0                   0.375                  7.375 Yorkville              IL                                       60560 Townhouse                              121424                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G03                                                      326650                2007.54                    360                     358                      7                      0                      0                   0.375                  7.375 LOVELAND               CO                                       80538 PUD                                    326650                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G03                                                      347992                2138.70                    360                     356                      7                      0                      0                   0.375                  7.375 Miami                  FL                                       33194 Single Family                          347992                20060301                     80 No MI                                1.00E+17                    2.25               20110201                 12.375                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360201 AFL2
GI                       G03                                                   108606.06                 760.52                    360                     358                  7.125                      0                      0                   0.375                    7.5 PLANO                  TX                                       75023 PUD                                    108768                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G03                                                      199952                1228.88                    360                     360                      7                      0                      0                   0.375                  7.375 Albuquerque            NM                                       87114 Single Family                          199952                20060701                     80 No MI                                1.00E+17                    2.25               20110601                 12.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GI                       G01                                                       68110                 439.88                    360                     360                  7.375                      0                      0                   0.375                   7.75 Clearfield             UT                                       84015 Single Family                           68110                20060701                     70 No MI                                1.00E+17                    2.25               20110601                  12.75                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GIII                     G03                                                      262320                1147.65                    360                     358                      5                      0                      0                    0.25                   5.25 FOOTHILL RANCH         CA                                       92630 Condominium                            262320                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  10.25                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 ADN1
GIII                     G02                                                      195600                1141.00                    360                     359                   6.75                      0                      0                    0.25                      7 FORT LAUDERDALE        FL                                       33306 Condominium                            195600                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     12                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GIII                     G03                                                      260000                1191.67                    360                     358                   5.25                      0                      0                    0.25                    5.5 FOOTHILL RANCH         CA                                       92610 Condominium                            260000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   10.5                      2                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 ADN1
GI                       G03                                                   201446.59                1392.41                    360                     359                      7                      0                      0                   0.375                  7.375 MANCHESTER             MI                                       48158 Single Family                          201600                20060601            80.83999634 Mortgage Guaranty In                 1.00E+17                    2.25               20110501                 13.375                      2                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 AFL2
GIII                     G02                                                      215600                1257.67                    360                     359                   6.75                      0                      0                    0.25                      7 FORT LAUDERDALE        FL                                       33306 Condominium                            215600                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     12                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G03                                                   199702.21                1398.43                    360                     358                  7.125                      0                      0                   0.375                    7.5 OREGON CITY            OR                                       97045 Single Family                          200000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   13.5                      2                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GIII                     G03                                                      335120                1675.60                    360                     359                   5.75                      0                      0                    0.25                      6 FOOTHILL RANCH         CA                                       92610 Condominium                            335120                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     11                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GII                      G02                                                      200000                1125.00                    360                     357                  6.375                      0                      0                   0.375                   6.75 Fremont                CA                                       94555 Single Family                          200000                20060401            35.70999908 No MI                                1.00E+17                    2.25               20110301                  11.75                      2                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G02                                                       95900                 639.33                    360                     358                  7.625                      0                      0                   0.375                      8 LAS VEGAS              NV                                       89119 Condominium                             95900                20060501            79.98000336 No MI                                1.00E+17                    2.25               20110401                     13                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G01                                                      284040                1864.01                    360                     358                  7.005                   0.62                      0                    0.25                  7.875 HEBER                  CA                                       92249 Single Family                          284040                20060501                     95 GE Capital MI                        1.00E+17                    3.25               20110401                 12.875                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 ADN1
GI                       G01                                                      183700                1186.40                    360                     358                   6.88                   0.62                      0                    0.25                   7.75 STOCKTON               CA                                       95207 Condominium                            183700                20060501            94.98000336 GE Capital MI                        1.00E+17                   3.125               20110401                  12.75                   2.38                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 ADN1
GI                       G02                                                      187350                1229.48                    360                     358                    7.5                      0                      0                   0.375                  7.875 Port Saint Lucie       FL                                       34952 Single Family                          187350                20060501                     80 No MI                                1.00E+17                   2.375               20080401                 12.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      24 N                                    20360401 AFL2
GI                       G02                                                       84000                 568.75                    360                     359                   7.75                      0                      0                   0.375                  8.125 PHOENIX                AZ                                       85040 Single Family                           84000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.125                      2                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      142320                 652.30                    360                     357                  5.125                      0                      0                   0.375                    5.5 Lithopolis             OH                                       43136 Single Family                          142520                20060401                     80 No MI                                1.00E+17                    2.25               20130301                   10.5                  1.875                       2 First Lien                                    Y                                           84 No_PP                                     360                      84 N                                    20360301 AFL2
GI                       G02                                                       64800                 452.25                    360                     359                      8                      0                      0                   0.375                  8.375 Arlington              TX                                       76013 Single Family                           64800                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G03                                                      640000                4000.00                    360                     359                  7.125                      0                      0                   0.375                    7.5 COLUMBIA               MD                                       21045 Single Family                          640000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   12.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G03                                                      975000                5890.62                    360                     355                  6.875                      0                      0                   0.375                   7.25 Stratton Mountain      VT                                        5155 Single Family                          975000                20060201                     65 No MI                                1.00E+17                    2.25               20110101                  13.25                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360101 AFL2
GIII                     G02                                                      107200                 580.67                    360                     358                   6.25                      0                      0                    0.25                    6.5 WOODRIDGE              IL                                       60517 Condominium                            107200                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   11.5                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GII                      G03                                                      208000                1256.67                    360                     359                  6.875                      0                      0                   0.375                   7.25 TUCSON                 AZ                                       85711 Single Family                          208000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.25                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      292500                2102.34                    360                     359                   8.25                      0                      0                   0.375                  8.625 Bonita Springs         FL                                       34135 Condominium                            292500                20060601                     75 No MI                                1.00E+17                    2.25               20110501                 13.625                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      271920                1897.77                    360                     358                      8                      0                      0                   0.375                  8.375 Davenport              FL                                       33897 PUD                                    271920                20060501                     80 No MI                                                           2.375               20080401                 14.375                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      24 N                                    20360401 AFL2
GIII                     G02                                                      392882                2291.81                    360                     359                   6.36                   0.39                      0                    0.25                      7 MAGNOLIA               DE                                       19962 PUD                                    392882                20060601                     90 Republic MIC                         1.00E+17                    2.75               20110501                     12                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G02                                                   169581.11                 918.67                    360                     359                   6.25                      0                      0                    0.25                    6.5 SCOTTSDALE             AZ                                       85257 Condominium                            169600                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   11.5                   2.11                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G02                                                      143920                 959.47                    360                     358                  7.625                      0                      0                   0.375                      8 Tamarac                FL                                       33319 Condominium                            143920                20060501                     80 No MI                                1.00E+17                    2.25               20110401                     13                      2                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G03                                                      133592                 793.20                    360                     359                   6.75                      0                      0                   0.375                  7.125 Covington              GA                                       30016 PUD                                    133592                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.125                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G03                                                   499177.91                3326.52                    360                     358                  6.625                      0                      0                   0.375                      7 SUDBURY                MA                                        1776 Single Family                          500000                20060501            64.18000031 No MI                                1.00E+17                    2.25               20110401                     13                  1.875                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      148000                 971.25                    360                     354                    7.5                      0                      0                   0.375                  7.875 Durham                 NC                                       27703 2-4 Family                             148000                20060101                     80 No MI                                1.00E+17                   2.375               20071201                 12.875                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      24 N                                    20351201 AFL2
GI                       G02                                                      417000                2823.44                    360                     359                   7.75                      0                      0                   0.375                  8.125 OWINGS MILLS           MD                                       21117 PUD                                    417000                20060601            78.58999634 No MI                                1.00E+17                    2.25               20110501                 13.125                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                       65600                 457.83                    360                     359                      8                      0                      0                   0.375                  8.375 Arlington              TX                                       76013 Townhouse                               65600                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GIII                     G02                                                      198900                1118.81                    360                     358                   6.11                   0.39                      0                    0.25                   6.75 ATTLEBORO              MA                                        2703 Condominium                            198900                20060501                     90 Republic MIC                         1.00E+17                    2.75               20110401                  11.75                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G02                                                    74896.44                 543.80                    360                     358                    7.5                      0                      0                   0.375                  7.875 Fort Wayne             IN                                       46806 Single Family                           75000                20060501                     75 No MI                                1.00E+17                    2.25               20110401                 12.875                   2.11                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G03                                                      104000                 718.30                    360                     360                      7                      0                      0                   0.375                  7.375 Reedley                CA                                       93654 Single Family                          104000                20060701            63.02999878 No MI                                1.00E+17                    2.25               20110601                 12.375                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360601 AFL2
GI                       G03                                                      165100                1014.68                    360                     358                      7                      0                      0                   0.375                  7.375 COMMERCE CITY          CO                                       80022 Condominium                            165100                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GIII                     G02                                                      129500                 728.44                    360                     358                    6.5                      0                      0                    0.25                   6.75 OXON HILL              MD                                       20745 Condominium                            129500                20060501                     70 No MI                                1.00E+17                    2.25               20110401                  11.75                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G01                                                   230538.93                1384.96                    360                     358                   5.75                      0                      0                    0.25                      6 ATLANTA                GA                                       30316 Single Family                          231000                20060501                     70 No MI                                1.00E+17                    2.25               20110401                     11                  1.875                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G03                                                      161200                 990.71                    360                     357                      7                      0                      0                   0.375                  7.375 Saint Louis            MO                                       63109 2-4 Family                             161200                20060401                     65 No MI                                1.00E+17                    2.25               20110301                 12.375                      2                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360301 AFL2
GIII                     G01                                                      116450                 642.90                    360                     349                  5.615                   0.76                      0                    0.25                  6.625 CINCINNATI             OH                                       45230 Single Family                          117450                20050801                     90 PMI                                  1.00E+17                    3.25               20100701                 11.625                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20350701 ADN1
GI                       G01                                                      247497                1521.09                    360                     358                  6.635                   0.49                      0                    0.25                  7.375 ANDERSONVILLE          TN                                       37705 Single Family                          247500                20060501                     90 Republic MIC                         1.00E+17                   2.875               20110401                 12.375                   2.24                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 ADN1
GII                      G03                                                   251121.81                1517.19                    360                     354                  6.875                      0                      0                   0.375                   7.25 Chicago                IL                                       60641 2-4 Family                             251250                20060101                     75 No MI                                1.00E+17                    2.25               20101201                  12.25                  2.135                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20351201 AFL2
GI                       G01                                                      640000                4266.67                    360                     359                  7.625                      0                      0                   0.375                      8 Tampa                  FL                                       33629 Single Family                          640000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     13                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G03                                                      292000                1764.17                    360                     358                  6.875                      0                      0                   0.375                   7.25 MANASSAS               VA                                       20109 Townhouse                              292000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  13.25                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      183992                1245.78                    360                     359                   7.75                      0                      0                   0.375                  8.125 ALBUQUERQUE            NM                                       87120 Single Family                          183992                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.125                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G02                                                      143250                 775.94                    360                     359                  6.125                      0                      0                   0.375                    6.5 RIVERTON               UT                                       84065 Single Family                          143250                20060601                     75 No MI                                1.00E+17                    2.25               20110501                   11.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G03                                                      295750                1786.82                    360                     359                  6.875                      0                      0                   0.375                   7.25 CHANDLER               AZ                                       85249 PUD                                    295750                20060601                     65 No MI                                1.00E+17                    2.25               20110501                  12.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                    64419.54                 490.25                    360                     358                      8                      0                      0                   0.375                  8.375 GLENN HEIGHTS          TX                                       75154 PUD                                     64500                20060501                     75 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G03                                                      280000                1750.00                    360                     360                  7.125                      0                      0                   0.375                    7.5 DENVER                 CO                                       80218 Single Family                          280000                20060701                     80 No MI                                1.00E+17                    2.25               20110601                   12.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GII                      G02                                                      104704                 610.77                    360                     358                  6.625                      0                      0                   0.375                      7 San Antonio            TX                                       78261 PUD                                    104704                20060501                     80 No MI                                1.00E+17                    2.75               20110401                     13                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                      238724                1568.25                    360                     360                    6.5                      0                      0                   0.375                  6.875 RIO VISTA              CA                                       94571 Single Family                          238724                20060701                     80 No MI                                1.00E+17                    2.25               20110601                 11.875                  2.375                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360601 AFL2
GII                      G02                                                      230350                1319.71                    360                     358                    6.5                      0                      0                   0.375                  6.875 GLEN ALLEN             VA                                       23059 Townhouse                              230350                20060501            79.98000336 No MI                                1.00E+17                    2.25               20110401                 11.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GIII                     G02                                                   188611.63                1241.14                    360                     358                  6.625                      0                      0                    0.25                  6.875 ROTONDA WEST           FL                                       33947 PUD                                    188930                20060501            79.48000336 No MI                                1.00E+17                    2.25               20110401                 11.875                  1.875                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G01                                                   266985.64                1451.03                    360                     350                   4.75                      0                      0                    0.25                      5 PINEVILLE              LA                                       71360 Single Family                          270300                20050901            89.98000336 United Guaranty                      1.00E+17                    2.75               20100801                     10                      2                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20350801 ADN1
GI                       G02                                                      232500                1671.09                    360                     359                   8.25                      0                      0                   0.375                  8.625 Bonita Springs         FL                                       34135 Condominium                            232500                20060601            71.54000092 No MI                                1.00E+17                    2.25               20110501                 13.625                    2.5                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                       77600                 541.58                    360                     358                      8                      0                      0                   0.375                  8.375 Tampa                  FL                                       33604 Single Family                           77600                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GIII                     G02                                                      121600                 646.00                    360                     353                  6.125                      0                      0                    0.25                  6.375 YUMA                   AZ                                       85364 Single Family                          121600                20051201                     80 No MI                                1.00E+17                    2.25               20101101                 11.375                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20351101 ADN1
GIII                     G01                                                      234000                1194.38                    360                     359                  5.875                      0                      0                    0.25                  6.125 MT PLEASANT            SC                                       29466 PUD                                    234000                20060601            53.91999817 No MI                                1.00E+17                    2.25               20110501                 11.125                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G01                                                   247705.47                1161.12                    360                     352                  5.375                      0                      0                    0.25                  5.625 LAKE IN THE HILLS      IL                                       60156 Single Family                          248100                20051101            79.01000214 No MI                                1.00E+17                     2.5               20101001                 10.625                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20351001 ADN1
GI                       G03                                                   341002.62                2131.27                    360                     358                  7.125                      0                      0                   0.375                    7.5 ALEXANDRIA             VA                                       22306 Townhouse                              341600                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      325200                2134.13                    360                     358                    7.5                      0                      0                   0.375                  7.875 SARASOTA               FL                                       34232 Single Family                          325200                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G03                                                      169176                1004.48                    360                     358                   6.75                      0                      0                   0.375                  7.125 Stuart                 FL                                       34997 Condominium                            169176                20060501                     80 No MI                                1.00E+17                    2.75               20110401                 13.125                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G03                                                   226443.75                1391.69                    360                     358                      7                      0                      0                   0.375                  7.375 CHANTILLY              VA                                       20151 Condominium                            226450                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.375                  2.375                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                      344000                1970.83                    360                     359                    6.5                      0                      0                   0.375                  6.875 Naples                 FL                                       34114 Condominium                            344000                20060601            64.91000366 No MI                                                            2.25               20110501                 11.875                  1.875                    2.85 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G01                                                      201600                1134.00                    360                     359                  6.375                      0                      0                   0.375                   6.75 BUCKEYE                AZ                                       85326 PUD                                    201600                20060601            79.98999786 No MI                                1.00E+17                    2.25               20090501                  12.75                  1.875                       1 First Lien                                    Y                                           36 No_PP                                     360                      36 N                                    20360501 AFL2
GII                      G02                                                      262150                1501.90                    360                     358                    6.5                      0                      0                   0.375                  6.875 CHANTILLY              VA                                       20151 Condominium                            262150                20060501            79.98999786 No MI                                1.00E+17                    2.25               20110401                 11.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                       85592                 561.70                    360                     358                    7.5                      0                      0                   0.375                  7.875 Lake Mary              FL                                       32746 Condominium                             85592                20060501                     80 No MI                                1.00E+17                    2.75               20110401                 13.875                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                      303950                1741.38                    360                     359                    6.5                      0                      0                   0.375                  6.875 BELLEVILLE             MI                                       48111 Single Family                          303950                20060601            79.98999786 No MI                                1.00E+17                    2.25               20110501                 12.875                  2.375                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G03                                                   265594.77                1604.64                    360                     358                  6.875                      0                      0                   0.375                   7.25 MANASSAS               VA                                       20109 PUD                                    265600                20060501            76.98999786 No MI                                1.00E+17                    2.25               20110401                  12.25                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GIII                     G03                                                      611200                3565.33                    360                     360                   6.75                      0                      0                    0.25                      7 SANTA CRUZ             CA                                       95060 PUD                                    611200                20060701                     80 No MI                                1.00E+17                    2.25               20110601                     12                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 ADN1
GIII                     G03                                                      600000                3062.50                    360                     360                  5.875                      0                      0                    0.25                  6.125 GILROY                 CA                                       95020 Single Family                          600000                20060701                     80 No MI                                1.00E+17                    2.25               20110601                 11.125                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360601 ADN1
GIII                     G03                                                      584000                3285.00                    360                     359                    6.5                      0                      0                    0.25                   6.75 OXNARD                 CA                                       93035 Single Family                          584000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  11.75                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G03                                                      480000                2850.00                    360                     360                  6.875                      0                      0                    0.25                  7.125 MIAMI                  FL                                       33176 Single Family                          480000                20060701                     80 No MI                                1.00E+17                    2.25               20110601                 12.125                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360601 ADN1
GIII                     G03                                                      564000                3113.75                    360                     360                  6.375                      0                      0                    0.25                  6.625 FREEDOM                CA                                       95019 Single Family                          564000                20060701                     80 No MI                                1.00E+17                    2.25               20110601                 11.625                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360601 ADN1
GIII                     G03                                                      518000                2805.83                    360                     359                   6.25                      0                      0                    0.25                    6.5 TAMPA                  FL                                       33611 Single Family                          518000                20060601                     70 No MI                                1.00E+17                    2.25               20110501                   11.5                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GIII                     G03                                                      675000                3726.56                    360                     359                  6.375                      0                      0                    0.25                  6.625 HUNTINGTON BEACH       CA                                       92648 Single Family                          675000                20060601                     75 No MI                                1.00E+17                    2.25               20110501                 11.625                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G02                                                      400000                2666.67                    360                     359                  7.625                      0                      0                   0.375                      8 ASHBURN                VA                                       20147 PUD                                    400000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     13                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G01                                                      490500                3014.53                    360                     360                  7.125                      0                      0                    0.25                  7.375 TORRANCE               CA                                       90502 Condominium                            490500                20060701                     75 No MI                                1.00E+17                    2.25               20110601                 12.375                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360601 ADN1
GIII                     G03                                                      528000                3025.00                    360                     360                  6.625                      0                      0                    0.25                  6.875 SAN JOSE               CA                                       95148 Single Family                          528000                20060701                     80 No MI                                1.00E+17                    2.25               20110601                 11.875                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360601 ADN1
GI                       G02                                                      165648                1173.34                    360                     359                  8.125                      0                      0                   0.375                    8.5 PARKER                 CO                                       80134 Condominium                            165648                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   13.5                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G02                                                      229082                1264.72                    360                     355                   6.25                      0                      0                   0.375                  6.625 Jacksonville           FL                                       32219 PUD                                    229082                20060201                     80 No MI                                1.00E+17                    2.25               20110101                 11.625                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360101 AFL2
GI                       G03                                                   773071.95                5352.04                    360                     357                      7                      0                      0                   0.375                  7.375 glendale               CA                                       91201 Single Family                          774900                20060401                     70 No MI                                1.00E+17                    2.25               20110301                 12.375                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G01                                                      558400                3373.67                    360                     359                      7                      0                      0                    0.25                   7.25 HUNTINGTON BEACH       CA                                       92648 Condominium                            558400                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.25                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GII                      G03                                                      134392                 797.95                    360                     359                   6.75                      0                      0                   0.375                  7.125 Covington              GA                                       30016 PUD                                    134392                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.125                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GIII                     G03                                                      650000                3791.67                    360                     360                   6.75                      0                      0                    0.25                      7 GRASONVILLE            MD                                       21638 Single Family                          650000                20060701            78.79000092 No MI                                1.00E+17                    2.25               20110601                     12                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360601 ADN1
GIII                     G03                                                      920000                6043.75                    360                     360                  6.625                      0                      0                    0.25                  6.875 MARCO ISLAND           FL                                       34145 Single Family                          920000                20060701                     80 No MI                                1.00E+17                    2.25               20110601                 11.875                      2                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360601 ADN1
GIII                     G03                                                      650000                3588.54                    360                     360                  6.375                      0                      0                    0.25                  6.625 LONGMONT               CO                                       80503 Single Family                          650000                20060701            69.88999939 No MI                                1.00E+17                    2.25               20110601                 11.625                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360601 ADN1
GIII                     G03                                                      524000                2892.92                    360                     359                  6.375                      0                      0                    0.25                  6.625 STOCKTON               CA                                       95219 PUD                                    524000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.625                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G01                                                      577320                3487.98                    360                     360                      7                      0                      0                    0.25                   7.25 MOUNTAIN HOUSE         CA                                       95391 Single Family                          577320                20060701                     80 No MI                                1.00E+17                    2.25               20110601                  12.25                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360601 ADN1
GI                       G01                                                      560000                3616.67                    360                     360                    7.5                      0                      0                    0.25                   7.75 SAN DIEGO              CA                                       92109 Condominium                            560000                20060701                     80 No MI                                1.00E+17                    2.25               20110601                  12.75                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360601 ADN1
GI                       G01                                                     1000000                6145.83                    360                     360                  7.125                      0                      0                    0.25                  7.375 MYRTLE BEACH           SC                                       29579 PUD                                   1000000                20060701            64.68000031 No MI                                1.00E+17                    2.25               20110601                 12.375                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360601 ADN1
GIII                     G03                                                      540000                3206.25                    360                     359                  6.875                      0                      0                    0.25                  7.125 MILL CREEK             WA                                       98012 PUD                                    540000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.125                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GII                      G03                                                      540000                2812.50                    360                     358                  5.875                      0                      0                   0.375                   6.25 La Quinta              CA                                       92253 Condominium                            540000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.25                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G03                                                      492196                2717.33                    360                     358                   6.25                      0                      0                   0.375                  6.625 PEORIA                 AZ                                       85383 Single Family                          492196                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.625                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                   154934.46                1049.04                    360                     358                   7.75                      0                      0                   0.375                  8.125 NORTH LAS VEGAS        NV                                       89084 Condominium                            156356                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.125                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      158400                1039.50                    360                     359                    7.5                      0                      0                   0.375                  7.875 BLUE SPRINGS           MO                                       64015 Single Family                          158400                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G02                                                      186400                 990.25                    360                     358                      6                      0                      0                   0.375                  6.375 HOLLY                  MI                                       48442 Condominium                            186400                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                    77146.88                 559.75                    360                     359                    7.5                      0                      0                   0.375                  7.875 Greenville             TX                                       75402 PUD                                     77200                20060601            69.95999908 No MI                                1.00E+17                    2.25               20110501                 12.875                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G03                                                      101200                 632.50                    360                     358                  7.125                      0                      0                   0.375                    7.5 Cypress                TX                                       77433 Single Family                          101200                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                    50155.62                 364.17                    360                     358                    7.5                      0                      0                   0.375                  7.875 FORT WORTH             TX                                       76120 Single Family                           50225                20060501            76.68000031 No MI                                1.00E+17                    2.25               20130401                 12.875                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      84 N                                    20360401 AFL2
GIII                     G03                                                      650000                3723.96                    360                     360                  6.625                      0                      0                    0.25                  6.875 SIMI VALLEY            CA                                       93065 Single Family                          650000                20060701            74.70999908 No MI                                1.00E+17                    2.25               20110601                 11.875                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360601 ADN1
GI                       G01                                                      454400                2934.67                    360                     360                    7.5                      0                      0                    0.25                   7.75 WOODBRIDGE             VA                                       22193 Single Family                          454400                20060701                     80 No MI                                1.00E+17                    2.25               20110601                  12.75                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360601 ADN1
GIII                     G03                                                      480000                2650.00                    360                     360                  6.375                      0                      0                    0.25                  6.625 SARASOTA               FL                                       34243 Single Family                          480000                20060701                     80 No MI                                1.00E+17                    2.25               20110601                 11.625                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 ADN1
GI                       G02                                                      310400                2166.33                    360                     358                      8                      0                      0                   0.375                  8.375 EUGENE                 OR                                       97401 Single Family                          310400                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G01                                                      460000                2922.92                    360                     360                  7.375                      0                      0                    0.25                  7.625 WEST BLOOMFIELD        MI                                       48323 Single Family                          460000                20060701                     80 No MI                                1.00E+17                    2.25               20110601                 12.625                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360601 ADN1
GII                      G03                                                   497028.05                2899.33                    360                     358                  6.625                      0                      0                   0.375                      7 PALM BEACH GARDENS     FL                                       33477 Single Family                          497250                20060501                     65 No MI                                1.00E+17                    2.25               20110401                     12                      2                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GIII                     G03                                                      650000                3723.96                    360                     360                  6.625                      0                      0                    0.25                  6.875 DELRAY BEACH           FL                                       33446 PUD                                    650000                20060701            76.47000122 No MI                                1.00E+17                    2.25               20110601                 11.875                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360601 ADN1
GI                       G01                                                      975000                6296.88                    360                     359                    7.5                      0                      0                    0.25                   7.75 SUNSET BEACH           CA                                       90742 2-4 Family                             975000                20060601                     75 No MI                                1.00E+17                    2.25               20110501                  12.75                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GII                      G02                                                      170720                 995.87                    360                     357                  6.625                      0                      0                   0.375                      7 GREELEY                CO                                       80634 PUD                                    170720                20060401                     80 No MI                                1.00E+17                    2.25               20110301                     12                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GI                       G01                                                      720000                4650.00                    360                     359                    7.5                      0                      0                    0.25                   7.75 SUNSET BEACH           CA                                       90742 Single Family                          720000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.75                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G01                                                      580650                3689.55                    360                     360                   7.25                      0                      0                   0.375                  7.625 LONG BEACH             CA                                       90803 Condominium                            580650                20060701                     80 No MI                                1.00E+17                    2.25               20110601                 12.625                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GIII                     G03                                                      581250                3330.08                    360                     359                  6.625                      0                      0                    0.25                  6.875 FONTANA                CA                                       92337 Single Family                          581250                20060601            79.98999786 No MI                                1.00E+17                    2.25               20110501                 11.875                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G03                                                      464000                2803.33                    360                     353                      7                      0                      0                    0.25                   7.25 WELLINGTON             FL                                       33414 PUD                                    464000                20051201                     80 No MI                                1.00E+17                    2.25               20101101                  12.25                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20351101 ADN1
GI                       G03                                                      221600                1361.92                    360                     360                      7                      0                      0                   0.375                  7.375 WOODBRIDGE             VA                                       22192 Condominium                            221600                20060701                     80 No MI                                1.00E+17                    2.25               20110601                 12.375                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GIII                     G02                                                      270000                1490.63                    360                     359                  6.375                      0                      0                    0.25                  6.625 LOS ANGELES            CA                                       90011 Single Family                          270000                20060601            62.79000092 No MI                                1.00E+17                    2.25               20110501                 11.625                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G02                                                      264000                1540.00                    360                     359                   6.75                      0                      0                    0.25                      7 VALLEJO                CA                                       94590 Single Family                          264000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     12                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G02                                                      112500                 761.72                    360                     358                   7.75                      0                      0                   0.375                  8.125 BALTIMORE              MD                                       21215 Townhouse                              112500                20060501                     90 Republic MIC                         1.00E+17                    2.25               20110401                 13.125                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GIII                     G02                                                      218500                1206.30                    360                     359                  6.375                      0                      0                    0.25                  6.625 PALM COAST             FL                                       32164 Single Family                          218500                20060601                     95 GE Capital MI                        1.00E+17                    2.25               20110501                 11.625                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G03                                                   464214.53                3132.79                    360                     358                  6.875                      0                      0                    0.25                  7.125 ARLINGTON              WA                                       98223 Single Family                          465000                20060501            84.55000305 United Guaranty                      1.00E+17                    2.25               20110401                 13.125                      2                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G01                                                      575100                3654.28                    360                     357                   7.25                      0                      0                   0.375                  7.625 WOODBRIDGE             VA                                       22191 PUD                                    575100                20060401            79.98999786 No MI                                1.00E+17                    2.25               20110301                 12.625                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GII                      G02                                                      572000                3277.08                    360                     358                    6.5                      0                      0                   0.375                  6.875 Wailuku                HI                                       96793 2-4 Family                             572000                20060501            60.20999908 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                      205520                1198.87                    360                     358                  6.625                      0                      0                   0.375                      7 Mount Pleasant         SC                                       29466 PUD                                    205520                20060501                     80 No MI                                1.00E+17                    2.25               20110401                     12                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GIII                     G02                                                   199858.85                1432.82                    360                     359                    7.5                      0                      0                    0.25                   7.75 CALUMET CITY           IL                                       60409 2-4 Family                             200000                20060601            68.97000122 No MI                                1.00E+17                    2.25               20110501                  12.75                  1.875                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G02                                                      241353                1634.16                    360                     357                   7.75                      0                      0                   0.375                  8.125 New Port Richey        FL                                       34655 PUD                                    241353                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 13.125                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GIII                     G02                                                      118400                 641.33                    360                     359                   6.25                      0                      0                    0.25                    6.5 EUCLID                 OH                                       44117 Single Family                          118400                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   11.5                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G02                                                      277556                1850.37                    360                     357                  7.625                      0                      0                   0.375                      8 New Port Richey        FL                                       34655 PUD                                    277556                20060401                     80 No MI                                1.00E+17                    2.25               20110301                     13                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GIII                     G02                                                      266400                1443.00                    360                     359                   6.25                      0                      0                    0.25                    6.5 VIRGINIA BEACH         VA                                       23451 Condominium                            266400                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   11.5                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G02                                                      109320                 728.80                    360                     358                  7.625                      0                      0                   0.375                      8 Boise                  ID                                       83706 Single Family                          109320                20060501                     80 No MI                                1.00E+17                    2.25               20110401                     13                      2                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 AFL2
GIII                     G02                                                      120800                 755.00                    360                     359                   7.25                      0                      0                    0.25                    7.5 EAGLE MOUNTAIN         UT                                       84043 PUD                                    120800                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   12.5                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GIII                     G02                                                      279174                1454.03                    360                     359                      6                      0                      0                    0.25                   6.25 LANSING                KS                                       66043 PUD                                    279174                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  11.25                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G02                                                      245000                1556.77                    360                     358                   7.25                      0                      0                   0.375                  7.625 Palmdale               CA                                       93552 Single Family                          245000                20060501                     70 No MI                                1.00E+17                    2.25               20110401                 12.625                      2                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      192000                1400.00                    360                     359                  8.375                      0                      0                   0.375                   8.75 Coral Springs          FL                                       33065 Condominium                            192000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  14.75                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GIII                     G02                                                      387280                2259.13                    360                     359                   6.75                      0                      0                    0.25                      7 HACKENSACK             NJ                                        7601 Single Family                          387280                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     12                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G03                                                      133500                 820.47                    360                     359                      7                      0                      0                   0.375                  7.375 NAMPA                  ID                                       83651 PUD                                    133500                20060601                     75 No MI                                1.00E+17                    2.25               20110501                 12.375                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                   215482.63                1640.90                    360                     357                      8                      0                      0                   0.375                  8.375 QUINLAN                TX                                       75474 Single Family                          215888                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 13.375                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360301 AFL2
GIII                     G01                                                      252000                1233.75                    360                     359                  5.625                      0                      0                    0.25                  5.875 FEDERAL WAY            WA                                       98023 Single Family                          252000                20060601            79.62000275 No MI                                1.00E+17                    2.25               20110501                 10.875                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G02                                                      352000                2016.67                    360                     359                  6.625                      0                      0                    0.25                  6.875 SANTA ANA              CA                                       92707 Condominium                            352000                20060601            79.09999847 No MI                                1.00E+17                    2.25               20110501                 11.875                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G02                                                      211685                1389.19                    360                     358                    7.5                      0                      0                   0.375                  7.875 Phoenix                AZ                                       85024 PUD                                    211685                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.875                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 WALN
GIII                     G01                                                   259728.54                1517.29                    360                     359                    5.5                      0                      0                    0.25                   5.75 LOS ANGELES            CA                                       90008 Single Family                          260000                20060601            33.99000168 No MI                                1.00E+17                    2.25               20110501                  10.75                  1.875                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G03                                                      250400                1538.92                    360                     360                      7                      0                      0                   0.375                  7.375 North Hills Area       CA                                       91343 Condominium                            250400                20060701                     80 No MI                                1.00E+17                    2.25               20110601                 12.375                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GI                       G02                                                      256420                1629.34                    360                     358                   7.25                      0                      0                   0.375                  7.625 Surprise               AZ                                       85379 PUD                                    256420                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.625                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GIII                     G01                                                      182500                 874.48                    360                     359                    5.5                      0                      0                    0.25                   5.75 LAWRENCEVILLE          GA                                       30045 PUD                                    182500                20060601            88.58999634 Republic MIC                         1.00E+17                    2.25               20110501                  10.75                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G03                                                      133000                 609.58                    360                     359                   5.25                      0                      0                    0.25                    5.5 ALPHARETTA             GA                                       30004 Single Family                          133000                20060601            47.84000015 No MI                                1.00E+17                    2.25               20110501                   10.5                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G02                                                      182482                1045.47                    360                     358                    6.5                      0                      0                   0.375                  6.875 LAS VEGAS              NV                                       89129 PUD                                    182482                20060501                     75 No MI                                1.00E+17                    2.25               20130401                 11.875                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      84 N                                    20360401 AFL2
GIII                     G02                                                      220000                1283.33                    360                     359                   6.75                      0                      0                    0.25                      7 ORLANDO                FL                                       32818 PUD                                    220000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     12                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G03                                                      232000                1135.83                    360                     359                  5.625                      0                      0                    0.25                  5.875 SAN DIEGO              CA                                       92129 Condominium                            232000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 10.875                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G03                                                      336000                2065.00                    360                     358                      7                      0                      0                   0.375                  7.375 Reseda                 CA                                       91335 Condominium                            336000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.375                      2                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G03                                                   129901.08                 897.88                    360                     359                      7                      0                      0                   0.375                  7.375 Brunswick              ME                                        4011 Single Family                          130000                20060601            74.29000092 No MI                                1.00E+17                    2.25               20110501                 12.375                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 WALN
GI                       G02                                                       97000                 636.56                    360                     359                    7.5                      0                      0                   0.375                  7.875 Aubrey                 TX                                       76227 PUD                                     97000                20060601            69.94000244 No MI                                1.00E+17                    2.25               20110501                 12.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G01                                                   187856.95                1298.47                    360                     359                      7                      0                      0                   0.375                  7.375 Phoenix                AZ                                       85016 Single Family                          188000                20060601                     80 No MI                                1.00E+17                    2.25               20090501                 13.375                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      36 N                                    20360501 WALN
GI                       G02                                                      139050                 927.00                    360                     360                  7.625                      0                      0                   0.375                      8 SURPRISE               AZ                                       85374 PUD                                    139050                20060701                     75 No MI                                1.00E+17                    2.25               20110601                     13                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GI                       G03                                                      648000                4050.00                    360                     358                  7.125                      0                      0                   0.375                    7.5 Alexandria             VA                                       22306 Single Family                          648000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 WALN
GI                       G02                                                      237540                1534.11                    360                     358                  7.375                      0                      0                   0.375                   7.75 BOONSBORO              MD                                       21713 Townhouse                              237540                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GIII                     G02                                                       79200                 495.00                    360                     359                   7.25                      0                      0                    0.25                    7.5 OMAHA                  NE                                       68108 2-4 Family                              79200                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   12.5                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G02                                                      416998                2779.99                    360                     360                  7.625                      0                      0                   0.375                      8 PHOENIX                AZ                                       85085 PUD                                    416998                20060701            77.22000122 No MI                                1.00E+17                    2.25               20110601                     13                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GIII                     G01                                                      365600                1751.83                    360                     359                    5.5                      0                      0                    0.25                   5.75 GLENDALE               CA                                       91206 Condominium                            365600                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  10.75                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G02                                                      252000                1732.50                    360                     360                  7.875                      0                      0                   0.375                   8.25 HEMET                  CA                                       92544 Single Family                          252000                20060701                     80 No MI                                1.00E+17                    2.25               20110601                  13.25                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GIII                     G02                                                      272000                1586.67                    360                     359                   6.75                      0                      0                    0.25                      7 INDIO                  CA                                       92201 Single Family                          272000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     12                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G01                                                     1000000                6458.33                    360                     358                  7.375                      0                      0                   0.375                   7.75 Mission Viejo          CA                                       92692 PUD                                   1000000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  13.75                      2                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      269500                1740.52                    360                     359                  7.375                      0                      0                   0.375                   7.75 Las Vegas              NV                                       89129 Single Family                          269500                20060601                     70 No MI                                1.00E+17                    2.25               20110501                  12.75                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GIII                     G01                                                      240000                1200.00                    360                     359                   5.75                      0                      0                    0.25                      6 LINCOLN                CA                                       95648 Single Family                          240000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     11                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G02                                                      410000                2135.42                    360                     359                      6                      0                      0                    0.25                   6.25 SAN BRUNO              CA                                       94066 Single Family                          410000                20060601            48.81000137 No MI                                1.00E+17                    2.25               20110501                  11.25                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G01                                                      386000                1970.21                    360                     359                  5.875                      0                      0                    0.25                  6.125 ELK GROVE              CA                                       95757 Single Family                          386000                20060601            59.65999985 No MI                                1.00E+17                    2.25               20110501                 11.125                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G03                                                      123200                 757.17                    360                     355                      7                      0                      0                   0.375                  7.375 Marietta               GA                                       30066 Single Family                          123200                20060201                     80 No MI                                1.00E+17                    2.25               20110101                 12.375                      2                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360101 AFL2
GIII                     G02                                                      408000                2210.00                    360                     359                   6.25                      0                      0                    0.25                    6.5 FOLSOM                 CA                                       95630 Single Family                          408000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   11.5                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G02                                                      376400                1999.63                    360                     359                  6.125                      0                      0                    0.25                  6.375 VISTA                  CA                                       92084 Single Family                          376400                20060601            73.08999634 No MI                                1.00E+17                    2.25               20110501                 11.375                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GIII                     G01                                                      379700                1858.95                    360                     359                  5.625                      0                      0                    0.25                  5.875 OCEANSIDE              CA                                       92057 PUD                                    379700                20060601            60.27000046 No MI                                1.00E+17                    2.25               20110501                 10.875                      2                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GIII                     G02                                                      396000                2103.75                    360                     359                  6.125                      0                      0                    0.25                  6.375 LOS ANGELES            CA                                       91331 Single Family                          396000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.375                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G02                                                      138792                 910.82                    360                     359                    7.5                      0                      0                   0.375                  7.875 Covington              GA                                       30016 PUD                                    138792                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GIII                     G02                                                      123750                 696.09                    360                     359                    6.5                      0                      0                    0.25                   6.75 PAROWAN                UT                                       84761 Single Family                          123750                20060601                     75 No MI                                1.00E+17                    2.25               20110501                  11.75                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G02                                                      220000                1375.00                    360                     359                   7.25                      0                      0                    0.25                    7.5 BOONE                  IA                                       50036 Single Family                          220000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   12.5                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G02                                                      184000                1207.50                    360                     358                    7.5                      0                      0                   0.375                  7.875 LEESBURG               FL                                       34788 Single Family                          184000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.875                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 WALN
GIII                     G02                                                      205000                1195.83                    360                     359                   6.75                      0                      0                    0.25                      7 RICHMOND TOWNSHIP      MI                                       48062 Single Family                          205000                20060601            68.33000183 No MI                                1.00E+17                    2.25               20110501                     12                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G02                                                      200750                1359.24                    360                     357                   7.75                      0                      0                   0.375                  8.125 GLEN ALLEN             VA                                       23059 Townhouse                              200750                20060401            79.98000336 No MI                                1.00E+17                    2.25               20110301                 13.125                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GIII                     G02                                                       86800                 497.29                    360                     359                  6.625                      0                      0                    0.25                  6.875 WYOMING                MI                                       49509 Single Family                           86800                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.875                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GII                      G02                                                      131920                 728.31                    360                     357                   6.25                      0                      0                   0.375                  6.625 Doral                  FL                                       33166 Condominium                            131920                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 11.625                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GI                       G02                                                      208000                1365.00                    360                     358                    7.5                      0                      0                   0.375                  7.875 AVONDALE               AZ                                       85323 PUD                                    208000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      120000                 775.00                    360                     358                  7.375                      0                      0                   0.375                   7.75 ATLANTA                GA                                       30316 Single Family                          120000                20060501                     75 No MI                                1.00E+17                    2.25               20110401                  12.75                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                   260699.97                1900.94                    360                     355                  8.375                      0                      0                   0.375                   8.75 Columbia               MD                                       21046 PUD                                    260700                20060201            79.98999786 No MI                                1.00E+17                    2.25               20110101                  13.75                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360101 AFL2
GIII                     G02                                                   113201.46                 739.40                    360                     358                    6.5                      0                      0                    0.25                   6.75 SMYRNA                 TN                                       37167 Single Family                          114000                20060501            81.43000031 United Guaranty                      1.00E+17                    2.25               20110401                  11.75                  1.875                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 ADN1
GI                       G01                                                      440000                2933.33                    360                     359                  7.625                      0                      0                   0.375                      8 Riverside              CA                                       92508 Single Family                          440000                20060601                     80 No MI                                1.00E+17                    2.75               20110501                     14                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GIII                     G02                                                      283100                1562.95                    360                     359                  6.375                      0                      0                    0.25                  6.625 SANTA MARIA            CA                                       93455 Condominium                            283100                20060601            79.98999786 No MI                                1.00E+17                    2.25               20110501                 11.625                  2.375                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GIII                     G02                                                      315000                1706.25                    360                     359                   6.25                      0                      0                    0.25                    6.5 ARROYO GRANDE          CA                                       93420 PUD                                    315000                20060601            64.08999634 No MI                                1.00E+17                    2.25               20110501                   11.5                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G02                                                      140800                 924.00                    360                     358                    7.5                      0                      0                   0.375                  7.875 BIRMINGHAM             AL                                       35235 PUD                                    140800                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.875                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GIII                     G02                                                      202351                1180.38                    360                     359                   6.75                      0                      0                    0.25                      7 MORENO VALLEY          CA                                       92551 Condominium                            202351                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     12                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G01                                                      319500                1763.91                    360                     358                  5.885                   0.49                      0                    0.25                  6.625 PASADENA               CA                                       91101 Condominium                            319500                20060501                     90 Republic MIC                         1.00E+17                   2.875               20110401                 11.625                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G02                                                      395500                2101.09                    360                     359                  6.125                      0                      0                    0.25                  6.375 NEW YORK               NY                                       10011 Condominium                            395500                20060601                     70 No MI                                1.00E+17                    2.25               20110501                 11.375                  2.135                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G02                                                      176250                1211.72                    360                     360                  7.875                      0                      0                   0.375                   8.25 Denver                 CO                                       80236 Single Family                          176250                20060701                     75 No MI                                1.00E+17                    2.25               20110601                  13.25                      2                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360601 AFL2
GIII                     G02                                                      165000                 910.94                    360                     359                  6.375                      0                      0                    0.25                  6.625 PORTLAND               OR                                       97206 Single Family                          165000                20060601            69.91999817 No MI                                1.00E+17                    2.25               20110501                 11.625                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GII                      G02                                                      263920                1484.55                    360                     358                  6.375                      0                      0                   0.375                   6.75 MCDONOUGH              GA                                       30252 Single Family                          263920                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  11.75                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GIII                     G02                                                      520000                3087.50                    360                     358                  6.875                      0                      0                    0.25                  7.125 PEARL CITY             HI                                       96782 Single Family                          520000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.125                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G02                                                   159062.82                1113.85                    360                     358                   7.25                      0                      0                    0.25                    7.5 KISSIMMEE              FL                                       34746 Condominium                            159300                20060501                     90 Republic MIC                         1.00E+17                    2.75               20110401                   12.5                      2                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 ADN1
GI                       G02                                                      224000                1446.67                    360                     358                  7.375                      0                      0                   0.375                   7.75 MARICOPA               AZ                                       85239 PUD                                    224000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.75                    2.5                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 WALN
GI                       G02                                                   107918.23                 708.21                    360                     358                    7.5                      0                      0                   0.375                  7.875 POWDER SPRING          GA                                       30127 Single Family                          107920                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                      285600                1606.50                    360                     358                  6.375                      0                      0                   0.375                   6.75 San Diego              CA                                       92105 Single Family                          285600                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  11.75                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GIII                     G01                                                   319633.33                1944.35                    360                     359                  5.875                      0                      0                    0.25                  6.125 LANGHORNE              PA                                       19053 Single Family                          320000                20060601            57.65999985 No MI                                1.00E+17                    2.25               20110501                 11.125                  1.875                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G02                                                      142400                 934.50                    360                     359                    7.5                      0                      0                   0.375                  7.875 Castle Rock            CO                                       80104 Single Family                          142400                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.875                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      224625                1567.70                    360                     359                      8                      0                      0                   0.375                  8.375 Bend                   OR                                       97701 Single Family                          224625                20060601                     75 No MI                                1.00E+17                    2.25               20110501                 13.375                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      117200                 817.96                    360                     360                      8                      0                      0                   0.375                  8.375 LAKE WALES             FL                                       33853 Single Family                          117200                20060701                     80 No MI                                1.00E+17                    2.25               20110601                 13.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GIII                     G01                                                      101500                 507.50                    360                     360                   5.75                      0                      0                    0.25                      6 LONDONDERRY            NH                                        3053 Condominium                            101500                20060701            40.75999832 No MI                                1.00E+17                    2.25               20110601                     11                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 ADN1
GI                       G03                                                      380000                2335.42                    360                     360                      7                      0                      0                   0.375                  7.375 ANNAPOLIS              MD                                       21403 PUD                                    380000                20060701                     80 No MI                                1.00E+17                    2.25               20110601                 13.375                      2                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GIII                     G02                                                      191920                1099.54                    360                     359                  6.625                      0                      0                    0.25                  6.875 ORANGE PARK            FL                                       32065 PUD                                    191920                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.875                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G01                                                      255000                1848.93                    360                     360                  7.625                      0                      0                    0.25                  7.875 DAVIE                  FL                                       33324 PUD                                    255000                20060701            46.52999878 No MI                                1.00E+17                    2.25               20110601                 12.875                      2                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360601 ADN1
GI                       G03                                                      194962                1218.51                    360                     359                  7.125                      0                      0                   0.375                    7.5 Everett                WA                                       98205 PUD                                    194962                20060601                     75 No MI                                1.00E+17                    2.25               20110501                   12.5                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GIII                     G02                                                      344000                1970.83                    360                     359                  6.625                      0                      0                    0.25                  6.875 ATLANTA                GA                                       30331 PUD                                    344000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.875                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G01                                                   271167.19                1649.24                    360                     359                  5.875                      0                      0                    0.25                  6.125 RENO                   NV                                       89521 PUD                                    271431                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.125                      2                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G02                                                   130707.13                 894.47                    360                     356                  6.875                      0                      0                   0.375                   7.25 acworth                GA                                       30101 PUD                                    131120                20060301                     80 No MI                                1.00E+17                    2.25               20060801                  13.25                      2                       1 First Lien                                    N                                            0 No_PP                                     360                       6 N                                    20360201 AFL2
GIII                     G02                                                      300000                1718.75                    360                     359                  6.625                      0                      0                    0.25                  6.875 WASHINGTON             DC                                       20032 2-4 Family                             300000                20060601                     75 No MI                                1.00E+17                    2.25               20110501                 11.875                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G02                                                      363960                2009.36                    360                     359                  6.375                      0                      0                    0.25                  6.625 PROVIDENCE FORGE       VA                                       23140 PUD                                    363960                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.625                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G02                                                      328000                1810.83                    360                     359                  6.375                      0                      0                    0.25                  6.625 SUMMERVILLE            SC                                       29483 Single Family                          328000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.625                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GII                      G02                                                      356000                2039.58                    360                     357                    6.5                      0                      0                   0.375                  6.875 LAS VEGAS              NV                                       89148 Single Family                          356000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 11.875                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GII                      G03                                                      496000                2841.67                    360                     359                  6.625                      0                      0                    0.25                  6.875 Santa Ana              CA                                       92704 Single Family                          496000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.875                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 AFL2
GIII                     G02                                                      178320                 965.90                    360                     359                   6.25                      0                      0                    0.25                    6.5 NORCROSS               GA                                       30092 Single Family                          178320                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   11.5                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G02                                                   129217.03                 916.59                    360                     357                   7.25                      0                      0                   0.375                  7.625 TUCSON                 AZ                                       85706 Single Family                          129500                20060401            76.18000031 No MI                                1.00E+17                    2.25               20110301                 12.625                      2                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360301 AFL2
GI                       G03                                                      519900                3249.38                    360                     357                  7.125                      0                      0                   0.375                    7.5 Annandale              VA                                       22003 Single Family                          519900                20060401                     80 No MI                                1.00E+17                    2.25               20110301                   12.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GIII                     G02                                                      102320                 586.21                    360                     359                  6.625                      0                      0                    0.25                  6.875 PHOENIX                AZ                                       85027 Condominium                            102320                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.875                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G02                                                      150320                 876.87                    360                     358                   6.75                      0                      0                    0.25                      7 LAS VEGAS              NV                                       89123 Condominium                            150320                20060501                     80 No MI                                1.00E+17                    2.25               20110401                     12                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G02                                                       50900                 334.03                    360                     357                    7.5                      0                      0                   0.375                  7.875 Odessa                 TX                                       79763 2-4 Family                              50900                20060401            66.97000122 No MI                                1.00E+17                    2.25               20110301                 12.875                      2                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360301 AFL2
GIII                     G02                                                      199920                1062.08                    360                     359                  6.125                      0                      0                    0.25                  6.375 MINT HILL              NC                                       28227 PUD                                    199920                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.375                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G02                                                      149251                 932.82                    360                     358                   7.25                      0                      0                    0.25                    7.5 LAS VEGAS              NV                                       89123 Condominium                            149251                20060501            79.43000031 No MI                                1.00E+17                    2.25               20110401                   12.5                      2                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 ADN1
GII                      G02                                                      314000                1831.67                    360                     357                  6.625                      0                      0                   0.375                      7 Woodbridge             VA                                       22193 Townhouse                              314000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                     12                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GIII                     G02                                                      417000                2649.69                    360                     359                  7.375                      0                      0                    0.25                  7.625 WASHINGTON             DC                                       20001 Condominium                            417000                20060601                  79.75 No MI                                1.00E+17                    2.25               20110501                 12.625                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G02                                                      160444                 869.07                    360                     359                   6.25                      0                      0                    0.25                    6.5 WEST DEPTFORD TOWNSHIP NJ                                        8096 Single Family                          160444                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   11.5                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GII                      G02                                                      272000                1586.67                    360                     358                  6.625                      0                      0                   0.375                      7 GAITHERSBURG           MD                                       20877 Condominium                            272000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                     13                      2                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GIII                     G01                                                   111743.34                 547.08                    360                     358                  5.625                      0                      0                    0.25                  5.875 LAS VEGAS              NV                                       89102 PUD                                    112000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 10.875                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G01                                                      132000                 618.75                    360                     359                  5.375                      0                      0                    0.25                  5.625 MANCHESTER             NH                                        3102 Condominium                            132000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 10.625                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G02                                                      371950                2363.43                    360                     359                  7.375                      0                      0                    0.25                  7.625 NORTH LAS VEGAS        NV                                       89084 PUD                                    371950                20060601            79.98999786 No MI                                1.00E+17                    2.25               20110501                 12.625                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G02                                                   151667.86                1075.85                    360                     357                   7.25                      0                      0                   0.375                  7.625 TUCSON                 AZ                                       85716 Single Family                          152000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 12.625                      2                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360301 AFL2
GIII                     G02                                                   203828.62                1340.13                    360                     359                  6.625                      0                      0                    0.25                  6.875 BLOOMINGDALE           IL                                       60108 PUD                                    204000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.875                      2                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G02                                                   121571.51                 785.15                    360                     357                  7.375                      0                      0                   0.375                   7.75 Salt Lake City         UT                                       84119 2-4 Family                             122500                20060401                     70 No MI                                1.00E+17                    2.25               20110301                  12.75                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360301 AFL2
GIII                     G02                                                      192000                1040.00                    360                     358                   6.25                      0                      0                    0.25                    6.5 LAS VEGAS              NV                                       89122 Single Family                          192000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   11.5                      2                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 ADN1
GIII                     G02                                                      131120                 723.89                    360                     359                  6.375                      0                      0                    0.25                  6.625 MARIETTA               GA                                       30066 Single Family                          131120                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.625                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G03                                                      254400                1590.00                    360                     357                  7.125                      0                      0                   0.375                    7.5 ADELANTO               CA                                       92301 Single Family                          254400                20060401                     80 No MI                                1.00E+17                    2.25               20110301                   12.5                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GII                      G02                                                      258750                1509.37                    360                     358                  6.625                      0                      0                   0.375                      7 Riverside              CA                                       92501 Single Family                          258750                20060501                     75 No MI                                1.00E+17                    2.25               20110401                     12                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GIII                     G02                                                      184000                1092.50                    360                     359                  6.875                      0                      0                    0.25                  7.125 DELANO                 CA                                       93215 Single Family                          184000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.125                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G02                                                      109520                 707.32                    360                     358                    7.5                      0                      0                    0.25                   7.75 LAS VEGAS              NV                                       89103 Condominium                            109520                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.75                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G01                                                      252000                1233.75                    360                     359                  5.625                      0                      0                    0.25                  5.875 MESA                   AZ                                       85204 Single Family                          252000                20060601                     90 Radian Guaranty                      1.00E+17                    2.25               20110501                 10.875                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G02                                                      300000                1875.00                    360                     359                   7.25                      0                      0                    0.25                    7.5 YORBA LINDA AREA       CA                                       92886 Condominium                            300000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   12.5                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G03                                                      296000                1850.00                    360                     357                  7.125                      0                      0                   0.375                    7.5 NORTH HILLS            CA                                       91343 Condominium                            296000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                   12.5                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GIII                     G01                                                      378800                1854.54                    360                     359                  5.625                      0                      0                    0.25                  5.875 MARIETTA               GA                                       30062 PUD                                    378800                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 10.875                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G02                                                       87920                 604.45                    360                     357                  7.875                      0                      0                   0.375                   8.25 Lithonia               GA                                       30058 Single Family                           87920                20060401                     80 No MI                                1.00E+17                    2.25               20110301                  13.25                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GIII                     G02                                                      232000                1232.50                    360                     359                  6.125                      0                      0                    0.25                  6.375 DORCHESTER             MA                                        2125 Condominium                            232000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.375                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G03                                                      229600                1435.00                    360                     358                  7.125                      0                      0                   0.375                    7.5 HENDERSON              NV                                       89074 PUD                                    229600                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      166125                1090.20                    360                     360                    7.5                      0                      0                   0.375                  7.875 APACHE JUNCTION        AZ                                       85219 PUD                                    166125                20060701                     75 No MI                                1.00E+17                    2.25               20110601                 12.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GIII                     G01                                                      227250                1159.92                    360                     359                  5.875                      0                      0                    0.25                  6.125 CHANDLER               AZ                                       85249 PUD                                    227250                20060601            78.36000061 No MI                                1.00E+17                    2.25               20110501                 11.125                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G02                                                       54400                 345.67                    360                     358                   7.25                      0                      0                   0.375                  7.625 Saint Louis            MO                                       63116 Single Family                           54400                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.625                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G03                                                      304000                1900.00                    360                     358                  7.125                      0                      0                   0.375                    7.5 Hyattsville            MD                                       20782 Single Family                          304000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G01                                                      161000                1039.79                    360                     360                  7.375                      0                      0                   0.375                   7.75 WASHINGTON             DC                                       20020 Condominium                            161000                20060701                     70 No MI                                1.00E+17                    2.25               20110601                  12.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GI                       G02                                                      300000                2093.75                    360                     358                      8                      0                      0                   0.375                  8.375 WASHINGTON             DC                                       20001 Townhouse                              300000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      256000                1680.00                    360                     358                    7.5                      0                      0                   0.375                  7.875 Annandale              VA                                       22003 Condominium                            256000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G03                                                      108875                 646.45                    360                     358                   6.75                      0                      0                   0.375                  7.125 TALLAHASSEE            FL                                       32303 Single Family                          108875                20060501                     65 No MI                                1.00E+17                    2.25               20110401                 12.125                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                   113379.75                 732.24                    360                     358                  7.375                      0                      0                   0.375                   7.75 ALPHARETTA             GA                                       30004 Single Family                          113380                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      133200                 929.62                    360                     357                      8                      0                      0                   0.375                  8.375 Aurora                 CO                                       80017 Single Family                          133200                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 13.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GIII                     G03                                                      645000                3695.31                    360                     360                  6.625                      0                      0                    0.25                  6.875 LAGUNA NIGUEL          CA                                       92677 Single Family                          645000                20060701                     75 No MI                                1.00E+17                    2.25               20110601                 11.875                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360601 ADN1
GI                       G01                                                      650000                4197.92                    360                     360                    7.5                      0                      0                    0.25                   7.75 SAN DIEGO              CA                                       92109 Condominium                            650000                20060701            61.90000153 No MI                                1.00E+17                    2.25               20110601                  12.75                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360601 ADN1
GIII                     G03                                                      528000                3025.00                    360                     360                  6.625                      0                      0                    0.25                  6.875 BRENTWOOD              CA                                       94513 Single Family                          528000                20060701                     80 No MI                                1.00E+17                    2.25               20110601                 11.875                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360601 ADN1
GIII                     G03                                                      862500                4941.41                    360                     360                  6.625                      0                      0                    0.25                  6.875 MYRTLE BEACH           SC                                       29572 Condominium                            862500                20060701                     75 No MI                                1.00E+17                    2.25               20110601                 11.875                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360601 ADN1
GIII                     G03                                                      810000                5053.35                    360                     360                  6.125                      0                      0                    0.25                  6.375 CENTREVILLE            VA                                       20120 PUD                                    810000                20060701                     75 No MI                                1.00E+17                    2.25               20110601                 11.375                      2                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360601 ADN1
GIII                     G03                                                      547800                2910.19                    360                     360                  6.125                      0                      0                    0.25                  6.375 SUNNY ISLES BEACH      FL                                       33160 Condominium                            547800                20060701            68.05000305 No MI                                1.00E+17                    2.25               20110601                 11.375                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360601 ADN1
GIII                     G03                                                      456720                2569.05                    360                     360                    6.5                      0                      0                    0.25                   6.75 HACIENDA HEIGHTS       CA                                       91745 Single Family                          456720                20060701                     80 No MI                                1.00E+17                    2.25               20110601                  11.75                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360601 ADN1
GIII                     G03                                                      774750                4438.67                    360                     359                  6.625                      0                      0                    0.25                  6.875 VENICE                 CA                                       90291 Condominium                            774750                20060601                     75 No MI                                1.00E+17                    2.25               20110501                 11.875                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G01                                                     1787500               10985.68                    360                     359                  7.125                      0                      0                    0.25                  7.375 SAN FRANCISCO          CA                                       94127 Single Family                         1787500                20060601                     65 No MI                                1.00E+17                    2.25               20110501                 12.375                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G01                                                      496000                3100.00                    360                     359                   7.25                      0                      0                    0.25                    7.5 NEW BEDFORD            MA                                        2740 Single Family                          496000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   12.5                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GII                      G03                                                      247200                1467.75                    360                     358                  6.875                      0                      0                    0.25                  7.125 New Carrollton         MD                                       20784 Single Family                          247200                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.125                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G01                                                      631200                3419.00                    360                     355                  6.125                      0                      0                   0.375                    6.5 TRACY                  CA                                       95304 PUD                                    631200                20060201                     80 No MI                                                           2.375               20080101                   11.5                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      24 N                                    20360101 AFL2
GII                      G02                                                      176800                 976.08                    360                     357                   6.25                      0                      0                   0.375                  6.625 SPRINGVILLE            UT                                       84663 Single Family                          176800                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 11.625                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GII                      G03                                                      227200                1349.00                    360                     359                   6.75                      0                      0                   0.375                  7.125 Las Vegas              NV                                       89128 PUD                                    227200                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.125                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      180000                1143.75                    360                     359                   7.25                      0                      0                   0.375                  7.625 El Mirage              AZ                                       85335 Single Family                          180000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.625                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      230930                1611.70                    360                     358                      8                      0                      0                   0.375                  8.375 Chicago                IL                                       60647 Single Family                          230930                20060501                     70 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      100800                 682.50                    360                     359                   7.75                      0                      0                   0.375                  8.125 WEST VALLEY CITY       UT                                       84120 Single Family                          100800                20060601                     80 No MI                                                            2.25               20110501                 13.125                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      216000                1372.50                    360                     358                   7.25                      0                      0                   0.375                  7.625 Snowflake              AZ                                       85937 Single Family                          216000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.625                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                   227843.09                1653.16                    360                     359                    7.5                      0                      0                   0.375                  7.875 Lawrence               MA                                        1841 2-4 Family                             228000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.875                  1.875                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 AFL2
GIII                     G02                                                      125520                 732.20                    360                     358                   6.75                      0                      0                    0.25                      7 MIAMI                  FL                                       33015 Condominium                            125520                20060501                     80 No MI                                1.00E+17                    2.25               20110401                     12                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 ADN1
GIII                     G02                                                   157452.44                 869.44                    360                     359                  6.375                      0                      0                    0.25                  6.625 POMPANO BEACH          FL                                       33069 Condominium                            157483                20060601                     75 No MI                                1.00E+17                    2.25               20110501                 11.625                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GIII                     G02                                                      165000                 893.75                    360                     359                   6.25                      0                      0                    0.25                    6.5 CORAL SPRINGS          FL                                       33065 Condominium                            165000                20060601                     75 No MI                                1.00E+17                    2.25               20110501                   11.5                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GIII                     G02                                                      348675                1888.66                    360                     359                   6.25                      0                      0                    0.25                    6.5 SMYRNA                 GA                                       30080 Condominium                            348675                20060601                     75 No MI                                1.00E+17                    2.25               20110501                   11.5                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G02                                                      388000                2061.25                    360                     359                  6.125                      0                      0                    0.25                  6.375 SCOTTSDALE             AZ                                       85258 PUD                                    388000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.375                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G02                                                      131200                 710.67                    360                     359                   6.25                      0                      0                    0.25                    6.5 MONTESANO              WA                                       98563 Single Family                          131200                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   11.5                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G03                                                      180000                1125.00                    360                     358                  7.125                      0                      0                   0.375                    7.5 Coral Springs          FL                                       33071 Condominium                            180000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                      2                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      100162                 688.61                    360                     359                  7.875                      0                      0                   0.375                   8.25 Ogden                  UT                                       84404 2-4 Family                             100162                20060601            74.19000244 No MI                                1.00E+17                    2.25               20110501                  13.25                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G02                                                      344500                1901.93                    360                     359                   6.25                      0                      0                   0.375                  6.625 SACRAMENTO             CA                                       95815 2-4 Family                             344500                20060601            50.65999985 No MI                                1.00E+17                    2.25               20110501                 11.625                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      270400                1436.50                    360                     358                      6                      0                      0                   0.375                  6.375 ONTARIO                CA                                       91761 Condominium                            270400                20060501                     80 No MI                                1.00E+17                   2.375               20080401                 12.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      24 N                                    20360401 AFL2
GI                       G02                                                      314400                2063.25                    360                     359                    7.5                      0                      0                   0.375                  7.875 Bartlett               IL                                       60103 Single Family                          314400                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.875                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G03                                                      325484                2034.28                    360                     359                  7.125                      0                      0                   0.375                    7.5 Perris                 CA                                       92571 Single Family                          325484                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   12.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G02                                                   210723.49                1369.12                    360                     358                  6.375                      0                      0                   0.375                   6.75 Sarasota               FL                                       34243 Condominium                            211088                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.75                  1.875                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 AFL2
GIII                     G02                                                      209600                1113.50                    360                     359                  6.125                      0                      0                    0.25                  6.375 PARK CITY              UT                                       84098 Condominium                            209600                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.375                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GII                      G03                                                      582400                3336.67                    360                     358                    6.5                      0                      0                   0.375                  6.875 GAITHERSBURG           MD                                       20882 Single Family                          582400                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.875                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                       51500                 300.42                    360                     358                  6.625                      0                      0                   0.375                      7 Noblesville            IN                                       46062 PUD                                     51500                20060501            40.97999954 No MI                                1.00E+17                    2.25               20110401                     13                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GIII                     G02                                                      110800                 623.25                    360                     359                    6.5                      0                      0                    0.25                   6.75 ALBUQUERQUE            NM                                       87123 Single Family                          110800                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  11.75                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G02                                                   132079.25                 715.43                    360                     358                   6.25                      0                      0                    0.25                    6.5 INDIANAPOLIS           IN                                       46235 PUD                                    132080                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   11.5                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G02                                                       98175                 634.05                    360                     359                  7.375                      0                      0                   0.375                   7.75 Villa Rica             GA                                       30180 PUD                                     98175                20060601                     75 No MI                                1.00E+17                    2.25               20110501                  12.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                   201631.59                1445.53                    360                     359                  7.375                      0                      0                   0.375                   7.75 Wesley Chapel          FL                                       33544 PUD                                    201774                20060601                     80 No MI                                                            2.25               20110501                  12.75                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360501 AFL2
GIII                     G02                                                      270000                1631.25                    360                     359                   6.52                   0.48                      0                    0.25                   7.25 NORFOLK                VA                                       23502 Single Family                          270000                20060601                     90 Mortgage Guaranty In                 1.00E+17                   2.875               20110501                  12.25                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GII                      G02                                                      417000                2432.50                    360                     359                  6.625                      0                      0                   0.375                      7 SAN BERNARDINO         CA                                       92407 2-4 Family                             417000                20060601            78.08999634 No MI                                1.00E+17                    2.25               20110501                     13                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      122500                 803.91                    360                     358                    7.5                      0                      0                   0.375                  7.875 Austin                 TX                                       78757 Single Family                          122500                20060501                     70 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G03                                                      192500                1142.97                    360                     358                   6.75                      0                      0                   0.375                  7.125 Miami                  FL                                       33165 Single Family                          192500                20060501                     70 No MI                                1.00E+17                    2.25               20110401                 12.125                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 AFL2
GIII                     G02                                                      270000                1575.00                    360                     359                   6.75                      0                      0                    0.25                      7 EAGLE                  ID                                       83616 Single Family                          270000                20060601            69.58999634 No MI                                1.00E+17                    2.25               20110501                     12                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G03                                                      975000                6093.75                    360                     358                  7.125                      0                      0                   0.375                    7.5 Scottsdale             AZ                                       85258 PUD                                    975000                20060501                     75 No MI                                1.00E+17                    2.25               20110401                   12.5                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G03                                                      283000                1444.48                    360                     357                   5.75                      0                      0                   0.375                  6.125 Los Angeles            CA                                       90003 2-4 Family                             283000                20060401            55.93000031 No MI                                1.00E+17                    2.25               20110301                 11.125                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GIII                     G02                                                    37432.01                 237.03                    360                     358                   6.25                      0                      0                    0.25                    6.5 RICHLAND               MO                                       65556 Single Family                           37500                20060501            72.12000275 No MI                                1.00E+17                    2.25               20110401                   11.5                  1.875                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G01                                                      196650                1208.58                    360                     358                  6.595                   0.53                      0                    0.25                  7.375 GOODYEAR               AZ                                       85338 Condominium                            196650                20060501                     90 Republic MIC                         1.00E+17                   2.875               20110401                 12.375                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G02                                                   204122.41                1318.29                    360                     358                  7.375                      0                      0                   0.375                   7.75 SNOQUALMIE             WA                                       98065 PUD                                    301900                20060501            79.98999786 No MI                                1.00E+17                    2.25               20110401                  12.75                  2.375                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G03                                                      461104                2641.74                    360                     358                    6.5                      0                      0                   0.375                  6.875 Rancho Cordova         CA                                       95742 Single Family                          461104                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.875                  2.375                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                     54363.5                 399.17                    360                     359                  7.625                      0                      0                   0.375                      8 INDEPENDENCE           MO                                       64050 Single Family                           54400                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     13                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360501 AFL2
GIII                     G01                                                      112232                 561.16                    360                     358                   5.75                      0                      0                    0.25                      6 CANTON                 GA                                       30114 PUD                                    112232                20060501            79.94000244 No MI                                1.00E+17                    2.25               20110401                     11                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G02                                                   114158.11                 819.00                    360                     358                  7.375                      0                      0                   0.375                   7.75 Mc Donough             GA                                       30253 PUD                                    114320                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.75                      2                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G03                                                      140400                 833.63                    360                     358                   6.75                      0                      0                   0.375                  7.125 Farmington             UT                                       84025 Single Family                          140400                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.125                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GIII                     G02                                                      189400                1025.92                    360                     358                   6.25                      0                      0                    0.25                    6.5 OVIEDO                 FL                                       32765 PUD                                    189400                20060501            79.98999786 No MI                                1.00E+17                    2.25               20110401                   11.5                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G02                                                      224800                1194.25                    360                     358                  6.125                      0                      0                    0.25                  6.375 FT MYERS               FL                                       33908 Condominium                            224800                20060501            79.97000122 No MI                                1.00E+17                    2.25               20110401                 11.375                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G02                                                   166840.67                 905.67                    360                     358                   6.25                      0                      0                    0.25                    6.5 TOLLESON               AZ                                       85353 PUD                                    167200                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   11.5                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G03                                                       66500                 415.63                    360                     358                  7.125                      0                      0                   0.375                    7.5 Jacksonville           FL                                       32216 Single Family                           66500                20060501                     70 No MI                                1.00E+17                    2.25               20110401                   12.5                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      118720                 766.73                    360                     358                  7.375                      0                      0                   0.375                   7.75 Locust Grove           GA                                       30248 Single Family                          118720                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      187920                1194.07                    360                     357                   7.25                      0                      0                   0.375                  7.625 Hagerstown             MD                                       21740 Single Family                          187920                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 12.625                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GII                      G02                                                    94433.38                 614.12                    360                     357                  6.375                      0                      0                   0.375                   6.75 HOUSTON                TX                                       77047 PUD                                     94684                20060401                     80 No MI                                                            2.25               20110301                  11.75                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360301 AFL2
GII                      G02                                                   215212.55                1365.27                    360                     356                  6.125                      0                      0                   0.375                    6.5 Warminster             PA                                       18974 Single Family                          216000                20060301                     80 No MI                                1.00E+17                    2.25               20110201                   11.5                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360201 AFL2
GI                       G01                                                      430650                2422.41                    360                     359                  6.375                      0                      0                   0.375                   6.75 San Diego              CA                                       92127 Condominium                            430650                20060601                     80 No MI                                1.00E+17                    2.25               20160501                  11.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                     120 N                                    20360501 AFL2
GII                      G03                                                      273179                1622.00                    360                     358                   6.75                      0                      0                   0.375                  7.125 Live Oak               CA                                       95953 Single Family                          273179                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.125                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                   363783.09                2496.85                    360                     358                    7.5                      0                      0                   0.375                  7.875 Beltsville             MD                                       20705 Single Family                          364000                20060501                     80 No MI                                                            2.25               20110401                 12.875                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GIII                     G01                                                      322850                1681.51                    360                     358                      6                      0                      0                    0.25                   6.25 HEMET                  CA                                       92545 Single Family                          322850                20060501            79.98999786 No MI                                1.00E+17                    2.25               20110401                  11.25                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G02                                                   114110.13                 736.96                    360                     358                  7.375                      0                      0                   0.375                   7.75 Mc Donough             GA                                       30252 Single Family                          114950                20060501            69.98000336 No MI                                1.00E+17                    2.25               20110401                  12.75                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G01                                                   614805.36                4098.70                    360                     357                  7.625                      0                      0                   0.375                      8 Lake Forest            IL                                       60045 Single Family                          615600                20060401                     80 No MI                                1.00E+17                    2.25               20110301                     14                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G01                                                      327750                2048.44                    360                     358                   7.25                      0                      0                    0.25                    7.5 LAS VEGAS              NV                                       89178 PUD                                    327750                20060501            89.98999786 GE Capital MI                        1.00E+17                    2.25               20110401                   12.5                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G02                                                   201295.34                1321.00                    360                     358                    7.5                      0                      0                   0.375                  7.875 FLORENCE               AZ                                       85232 PUD                                    201296                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.875                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                   319351.54                2348.05                    360                     357                  7.625                      0                      0                   0.375                      8 Shelby Township        MI                                       48317 Single Family                          320000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                     13                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360301 AFL2
GII                      G02                                                   184460.92                1198.48                    360                     358                  6.375                      0                      0                   0.375                   6.75 Commerce City          CO                                       80022 Single Family                          184780                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  11.75                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                       89600                 513.33                    360                     358                    6.5                      0                      0                   0.375                  6.875 MESA                   AZ                                       85210 PUD                                     89600                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                      345600                1944.00                    360                     357                  6.375                      0                      0                   0.375                   6.75 North Bergen           NJ                                        7047 Single Family                          345600                20060401                     80 No MI                                1.00E+17                    2.25               20110301                  11.75                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360301 AFL2
GII                      G03                                                      344700                2046.66                    360                     359                   6.75                      0                      0                   0.375                  7.125 Chula Vista            CA                                       91914 Condominium                            344700                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.125                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GIII                     G03                                                   247440.98                1447.03                    360                     358                    5.5                      0                      0                    0.25                   5.75 DENVER                 CO                                       80218 Condominium                            247960                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  10.75                  1.875                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G02                                                      316000                2205.42                    360                     358                      8                      0                      0                   0.375                  8.375 Sacramento             CA                                       95817 2-4 Family                             316000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                    47540.63                 361.79                    360                     358                      8                      0                      0                   0.375                  8.375 Grand Prairie          TX                                       75050 2-4 Family                              47600                20060501                     80 No MI                                                            2.25               20110401                 13.375                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      118850                 804.71                    360                     358                   7.75                      0                      0                   0.375                  8.125 Spring                 TX                                       77379 PUD                                    118850                20060501            74.98000336 No MI                                1.00E+17                    2.25               20110401                 13.125                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G03                                                     1000000                5104.17                    360                     356                   5.75                      0                      0                   0.375                  6.125 Wayne                  NJ                                        7470 Single Family                         1000000                20060301            74.06999969 No MI                                1.00E+17                    2.25               20110201                 11.125                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360201 AFL2
GII                      G03                                                   186387.83                1106.68                    360                     358                   6.75                      0                      0                   0.375                  7.125 SAHUARITA              AZ                                       85629 PUD                                    186562                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.125                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      206000                1394.80                    360                     358                   7.75                      0                      0                   0.375                  8.125 BEAUMONT               CA                                       92223 PUD                                    206000                20060501            69.58999634 No MI                                1.00E+17                    2.25               20110401                 13.125                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GIII                     G01                                                      316924                1584.62                    360                     358                   5.75                      0                      0                    0.25                      6 IMPERIAL               CA                                       92251 Single Family                          316924                20060501                     95 United Guaranty                      1.00E+17                    2.25               20110401                     11                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 ADN1
GI                       G02                                                      132000                 921.25                    360                     358                      8                      0                      0                   0.375                  8.375 DENVER                 CO                                       80209 Condominium                            132000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GIII                     G01                                                      237550                1088.77                    360                     358                   5.25                      0                      0                    0.25                    5.5 NORTH LAS VEGAS        NV                                       89115 PUD                                    237550                20060501            89.98000336 GE Capital MI                        1.00E+17                    2.25               20110401                   11.5                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G02                                                      276000                1811.25                    360                     360                    7.5                      0                      0                   0.375                  7.875 Chantilly              VA                                       20151 Condominium                            276000                20060701                     80 No MI                                1.00E+17                    2.25               20110601                 12.875                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GII                      G03                                                      198995                 994.98                    360                     356                  5.625                      0                      0                   0.375                      6 Mid Venice             FL                                       34292 PUD                                    200000                20060301            64.54000092 No MI                                1.00E+17                    2.25               20110201                     12                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360201 AFL2
GI                       G01                                                      544000                3626.67                    360                     358                  7.625                      0                      0                   0.375                      8 North Bergen           NJ                                        7047 2-4 Family                             544000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                     13                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                      359595                1985.26                    360                     356                   6.25                      0                      0                   0.375                  6.625 Rochester Hills        MI                                       48307 Condominium                            359595                20060301                     80 No MI                                1.00E+17                    2.25               20110201                 12.625                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360201 AFL2
GI                       G02                                                      226609                1439.91                    360                     357                   7.25                      0                      0                   0.375                  7.625 CHANDLER HEIGHTS       AZ                                       85242 PUD                                    226609                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 12.625                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GII                      G03                                                      360000                1875.00                    360                     356                  5.875                      0                      0                   0.375                   6.25 Bluffton               SC                                       29910 PUD                                    360000                20060301                     80 No MI                                1.00E+17                    2.25               20110201                  12.25                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360201 AFL2
GI                       G02                                                   273560.67                1795.24                    360                     358                    7.5                      0                      0                   0.375                  7.875 Gresham                OR                                       97030 2-4 Family                             273568                20060501                     80 No MI                                                            2.25               20110401                 12.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G03                                                   179460.61                1258.59                    360                     356                  7.125                      0                      0                   0.375                    7.5 COLUMBIA               MD                                       21044 PUD                                    180000                20060301                     80 No MI                                1.00E+17                    2.25               20110201                   12.5                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360201 AFL2
GI                       G02                                                    50337.12                 383.08                    360                     358                      8                      0                      0                   0.375                  8.375 Grand Prairie          TX                                       75050 2-4 Family                              50400                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      149500                 981.09                    360                     358                    7.5                      0                      0                   0.375                  7.875 Lake Wylie             SC                                       29710 Single Family                          149500                20060501            79.98999786 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G03                                                      464000                2561.67                    360                     354                   6.25                      0                      0                   0.375                  6.625 Hawthorne              CA                                       90250 Single Family                          464000                20060101                     80 No MI                                1.00E+17                    2.25               20101201                 11.625                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20351201 AFL2
GI                       G02                                                      337500                2179.69                    360                     356                  7.375                      0                      0                   0.375                   7.75 Apple Valley           CA                                       92308 Single Family                          337500                20060301                     75 No MI                                1.00E+17                    2.25               20110201                  12.75                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360201 AFL2
GI                       G02                                                      258750                1644.14                    360                     358                   7.25                      0                      0                   0.375                  7.625 Sterling               VA                                       20164 Single Family                          258750                20060501                     75 No MI                                1.00E+17                    2.25               20110401                 12.625                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G01                                                      700000                4010.42                    360                     356                    6.5                      0                      0                   0.375                  6.875 Jewett                 NY                                       12444 Single Family                          700000                20060301                     50 No MI                                1.00E+17                    2.25               20090201                 12.875                  1.875                       2 First Lien                                    Y                                           36 No_PP                                     360                      36 N                                    20360201 AFL2
GI                       G01                                                      244419                1400.32                    360                     360                    6.5                      0                      0                   0.375                  6.875 Hawthorne              NJ                                        7506 Single Family                          244419                20060701                     70 No MI                                1.00E+17                    2.25               20110601                 11.875                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360601 AFL2
GI                       G03                                                      192000                1200.00                    360                     357                  7.125                      0                      0                   0.375                    7.5 Bridgeport             PA                                       19405 Single Family                          192000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                   12.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GII                      G03                                                      591650                3328.03                    360                     356                  6.375                      0                      0                   0.375                   6.75 Woodbridge             VA                                       22191 PUD                                    591650                20060301                     80 No MI                                1.00E+17                    2.25               20110201                  11.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360201 AFL2
GI                       G02                                                      208000                1430.00                    360                     358                  7.875                      0                      0                   0.375                   8.25 Savannah               GA                                       31401 Condominium                            208000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  13.25                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      396432                2518.99                    360                     359                   7.25                      0                      0                   0.375                  7.625 SEVERN                 MD                                       21144 PUD                                    396432                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.625                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      302732                2081.28                    360                     359                  7.875                      0                      0                   0.375                   8.25 Dublin                 OH                                       43016 Single Family                          302732                20060601                     80 No MI                                                            2.25               20110501                  13.25                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      400000                3040.29                    360                     360                      8                      0                      0                   0.375                  8.375 Lake Worth             FL                                       33460 2-4 Family                             400000                20060701                     80 No MI                                                            2.25               20110601                 13.375                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360601 AFL2
GI                       G03                                                      123600                 759.62                    360                     358                      7                      0                      0                   0.375                  7.375 Locust Grove           GA                                       30248 Single Family                          123600                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      234000                1486.87                    360                     356                   7.25                      0                      0                   0.375                  7.625 New Brunswick          NJ                                        8901 Single Family                          234000                20060301                     80 No MI                                1.00E+17                    2.25               20110201                 12.625                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360201 AFL2
GII                      G02                                                      304210                1647.81                    360                     358                  6.125                      0                      0                   0.375                    6.5 SAHUARITA              AZ                                       85629 PUD                                    304210                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   11.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                    40374.89                 307.07                    360                     359                      8                      0                      0                   0.375                  8.375 Columbia               SC                                       29206 Condominium                             40400                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.375                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G03                                                      364150                2200.07                    360                     358                  6.875                      0                      0                   0.375                   7.25 Gainesville            VA                                       20155 PUD                                    364150                20060501            79.98999786 No MI                                1.00E+17                    2.25               20110401                  12.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      213600                1424.00                    360                     359                  7.625                      0                      0                   0.375                      8 Miami Gardens          FL                                       33169 Condominium                            213600                20060601            79.98999786 No MI                                1.00E+17                    2.25               20110501                     13                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G03                                                      355856                2187.03                    360                     359                      7                      0                      0                   0.375                  7.375 Richmond               VA                                       23227 PUD                                    355856                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G03                                                      393850                2420.54                    360                     358                      7                      0                      0                   0.375                  7.375 Severn                 MD                                       21144 PUD                                    393850                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G03                                                    357929.1                2237.06                    360                     358                  7.125                      0                      0                   0.375                    7.5 Mount Holly            NC                                       28120 Single Family                          357930                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      413800                2672.46                    360                     358                  7.375                      0                      0                   0.375                   7.75 Woodbridge             VA                                       22192 Townhouse                              413800                20060501                     75 No MI                                1.00E+17                    2.25               20110401                  12.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      316000                2073.75                    360                     358                    7.5                      0                      0                   0.375                  7.875 PALM DESERT            CA                                       92211 Single Family                          316000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G03                                                      455816                2611.45                    360                     358                    6.5                      0                      0                   0.375                  6.875 Lake Elsinore          CA                                       92532 PUD                                    455816                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G01                                                      192000                1180.00                    360                     360                      7                      0                      0                   0.375                  7.375 GARDEN CITY            SC                                       29576 Condominium                            192000                20060701                     80 No MI                                1.00E+17                    2.25               20110601                 13.375                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GII                      G03                                                      144000                 750.00                    360                     356                  5.875                      0                      0                   0.375                   6.25 Castle Rock            CO                                       80104 PUD                                    144000                20060301                     80 No MI                                1.00E+17                    2.25               20110201                  12.25                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360201 AFL2
GI                       G02                                                       58000                 398.75                    360                     359                  7.875                      0                      0                   0.375                   8.25 Fort Worth             TX                                       76104 Single Family                           58000                20060601                     80 No MI                                                            2.25               20110501                  13.25                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      205600                1413.50                    360                     359                  7.875                      0                      0                   0.375                   8.25 SHERIDAN               WY                                       82801 Single Family                          205600                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  13.25                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G03                                                      156000                 747.50                    360                     356                  5.375                      0                      0                   0.375                   5.75 FORT MYERS             FL                                       33912 PUD                                    156000                20060301            58.86999893 No MI                                1.00E+17                    2.25               20110201                  10.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360201 AFL2
GI                       G01                                                      604000                4089.58                    360                     356                   7.75                      0                      0                   0.375                  8.125 POOLESVILLE            MD                                       20837 Single Family                          604000                20060301                     80 No MI                                1.00E+17                    2.25               20110201                 13.125                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360201 AFL2
GII                      G02                                                      105976                 618.19                    360                     358                  6.625                      0                      0                   0.375                      7 Yorkville              IL                                       60560 Condominium                            105976                20060501                     80 No MI                                1.00E+17                    2.25               20110401                     13                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                      406381                2201.23                    360                     358                  6.125                      0                      0                   0.375                    6.5 Murrieta               CA                                       92563 Single Family                          406381                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                      219600                1235.25                    360                     357                  6.375                      0                      0                   0.375                   6.75 Las Vegas              NV                                       89139 PUD                                    219600                20060401                     80 No MI                                1.00E+17                    2.75               20110301                  12.75                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GI                       G03                                                   169227.13                1169.70                    360                     359                      7                      0                      0                   0.375                  7.375 West Jordan            UT                                       84088 Single Family                          169356                20060601                     75 No MI                                1.00E+17                    2.25               20110501                 12.375                  2.375                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G02                                                      372000                2015.00                    360                     359                  6.125                      0                      0                   0.375                    6.5 Marshfield             MA                                        2050 Single Family                          372000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   12.5                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G02                                                    131891.8                 878.20                    360                     359                  6.625                      0                      0                   0.375                      7 BROOKFIELD             WI                                       53045 Condominium                            132000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     12                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G03                                                      300000                1781.25                    360                     359                   6.75                      0                      0                   0.375                  7.125 Graeagle               CA                                       96103 Single Family                          300000                20060601            45.45000076 No MI                                1.00E+17                    2.25               20110501                 13.125                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G01                                                      522240                3699.20                    360                     360                  8.125                      0                      0                   0.375                    8.5 RIVERSIDE              CA                                       92508 Single Family                          522240                20060701                     80 No MI                                1.00E+17                    2.25               20110601                   13.5                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360601 AFL2
GII                      G03                                                      510000                2868.75                    360                     358                  6.375                      0                      0                   0.375                   6.75 Sterling               VA                                       20166 PUD                                    510000                20060501            73.44999695 No MI                                1.00E+17                    2.25               20110401                  12.75                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                      246000                1358.12                    360                     358                   6.25                      0                      0                   0.375                  6.625 SILVERTHORNE           CO                                       80498 PUD                                    246000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.625                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                      147950                 832.22                    360                     358                  6.375                      0                      0                   0.375                   6.75 San Diego              CA                                       92101 Condominium                            147950                20060501            54.49000168 No MI                                1.00E+17                    2.25               20110401                  12.75                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G03                                                      330700                1722.40                    360                     356                  5.875                      0                      0                   0.375                   6.25 Sarasota               FL                                       34240 PUD                                    330700                20060301                     80 No MI                                1.00E+17                    2.25               20110201                  12.25                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360201 AFL2
GI                       G02                                                      370196                2390.85                    360                     358                  7.375                      0                      0                   0.375                   7.75 KISSIMMEE              FL                                       34747 Single Family                          370196                20060501                     80 No MI                                                            2.25               20110401                  12.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                       64800                 486.82                    360                     360                  7.875                      0                      0                   0.375                   8.25 PORTSMOUTH             VA                                       23703 PUD                                     64800                20060701                     80 No MI                                1.00E+17                    2.25               20110601                  13.25                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360601 AFL2
GI                       G02                                                      134392                 853.95                    360                     359                   7.25                      0                      0                   0.375                  7.625 JACKSONVILLE           FL                                       32256 PUD                                    134392                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.625                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G03                                                      257000                1525.94                    360                     359                   6.75                      0                      0                   0.375                  7.125 LAS VEGAS              NV                                       89147 Single Family                          257000                20060601            67.62999725 No MI                                1.00E+17                    2.25               20110501                 12.125                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      300000                1968.75                    360                     358                    7.5                      0                      0                   0.375                  7.875 Boca Raton             FL                                       33487 Single Family                          300000                20060501                     80 No MI                                1.00E+17                   2.375               20080401                 12.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      24 N                                    20360401 AFL2
GI                       G02                                                      127400                 875.88                    360                     359                  7.875                      0                      0                   0.375                   8.25 Clearwater             FL                                       33762 2-4 Family                             127400                20060601            74.98999786 No MI                                1.00E+17                    2.25               20110501                  13.25                      2                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      388020                2708.06                    360                     358                      8                      0                      0                   0.375                  8.375 BAKERSFIELD            CA                                       93311 Single Family                          388020                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      154500                1030.00                    360                     359                  7.625                      0                      0                   0.375                      8 EL MIRAGE              AZ                                       85335 PUD                                    154500                20060601                     75 No MI                                                            2.25               20110501                     13                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                   201549.01                1280.68                    360                     359                   7.25                      0                      0                   0.375                  7.625 PHOENIX                AZ                                       85008 Condominium                            202030                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.625                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      237229                1606.24                    360                     358                   7.75                      0                      0                   0.375                  8.125 LAS VEGAS              NV                                       89148 Single Family                          237229                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.125                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      387997                2667.48                    360                     356                  7.875                      0                      0                   0.375                   8.25 SANTA CLARITA          CA                                       91351 Single Family                          388000                20060301                     80 No MI                                1.00E+17                    2.25               20110201                  13.25                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360201 AFL2
GII                      G02                                                      162805                 864.90                    360                     358                      6                      0                      0                   0.375                  6.375 Stuart                 FL                                       34997 PUD                                    162805                20060501                     80 No MI                                1.00E+17                    2.75               20110401                 11.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G03                                                      126596                 778.04                    360                     358                      7                      0                      0                   0.375                  7.375 Albuquerque            NM                                       87121 PUD                                    126596                20060501            79.94999695 No MI                                1.00E+17                    2.25               20110401                 12.375                  2.375                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G03                                                    242819.4                1659.06                    360                     358                  6.875                      0                      0                   0.375                   7.25 Plainfield             IL                                       60586 Single Family                          243200                20060501                     80 No MI                                1.00E+17                    4.99               20110401                  12.25                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                      260803                1412.68                    360                     358                  6.125                      0                      0                   0.375                    6.5 PEORIA                 AZ                                       85383 Single Family                          260803                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   11.5                  4.615                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G03                                                      280000                1750.00                    360                     359                  7.125                      0                      0                   0.375                    7.5 WOODBRIDGE             VA                                       22192 Townhouse                              280000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   12.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G03                                                      292000                1825.00                    360                     358                  7.125                      0                      0                   0.375                    7.5 Chicago                IL                                       60632 2-4 Family                             292000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      417000                2258.75                    360                     359                  6.125                      0                      0                   0.375                    6.5 Salinas                CA                                       93906 Single Family                          417000                20060601            79.43000031 No MI                                1.00E+17                   2.375               20080501                   11.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      24 N                                    20360501 AFL2
GI                       G02                                                      243700                1599.28                    360                     359                    7.5                      0                      0                   0.375                  7.875 MAPLE VALLEY           WA                                       98038 Single Family                          243700                20060601                     75 No MI                                1.00E+17                    2.25               20110501                 12.875                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G01                                                      494200                3294.67                    360                     358                  7.625                      0                      0                   0.375                      8 REMINGTON              VA                                       22734 Single Family                          494200                20060501            79.98999786 No MI                                1.00E+17                    2.25               20110401                     13                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                      345000                1976.56                    360                     358                    6.5                      0                      0                   0.375                  6.875 Southbury              CT                                        6488 Single Family                          345000                20060501            79.30999756 No MI                                1.00E+17                    2.75               20110401                 12.875                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      114400                 726.92                    360                     359                   7.25                      0                      0                   0.375                  7.625 TAMPA                  FL                                       33610 Single Family                          114400                20060601                     80 No MI                                                            2.25               20110501                 12.625                  2.375                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G03                                                      280000                1750.00                    360                     358                  7.125                      0                      0                   0.375                    7.5 Kissimmee              FL                                       34744 PUD                                    280000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G01                                                      640000                4466.67                    360                     358                      8                      0                      0                   0.375                  8.375 Scottsdale             AZ                                       85260 Single Family                          640000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      124800                 819.00                    360                     358                    7.5                      0                      0                   0.375                  7.875 Lawrenceville          GA                                       30044 PUD                                    124800                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                      231950                1319.22                    360                     359                   6.45                      0                      0                   0.375                  6.825 Richmond               VA                                       23223 PUD                                    231950                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.825                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G03                                                      290000                1978.31                    360                     360                  6.875                      0                      0                   0.375                   7.25 LOS ANGELES            CA                                       90020 PUD                                    290000                20060701            64.44000244 No MI                                1.00E+17                    2.25               20110601                  12.25                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360601 AFL2
GII                      G03                                                      181440                 945.00                    360                     359                  5.875                      0                      0                   0.375                   6.25 HOUSTON                TX                                       77062 Single Family                          181440                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  11.25                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G02                                                      223350                1302.87                    360                     358                  6.625                      0                      0                   0.375                      7 Tamarac                FL                                       33321 Townhouse                              223350                20060501                     80 No MI                                1.00E+17                    2.75               20110401                     13                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G01                                                      391900                2081.97                    360                     358                      6                      0                      0                   0.375                  6.375 South Gate             CA                                       90280 Single Family                          391900                20060501                     80 No MI                                1.00E+17                    2.25               20090401                 12.375                  2.375                       1 First Lien                                    Y                                          120 No_PP                                     360                      36 N                                    20360401 AFL2
GI                       G02                                                   103061.76                 676.34                    360                     358                    7.5                      0                      0                   0.375                  7.875 Coloma                 MI                                       49038 Single Family                          103080                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      123200                 872.67                    360                     359                  8.125                      0                      0                   0.375                    8.5 COLLEGE PARK           GA                                       30349 PUD                                    123200                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   13.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G03                                                      266400                1609.50                    360                     360                  6.875                      0                      0                   0.375                   7.25 Fairfax                VA                                       22033 Condominium                            266400                20060701                     80 No MI                                1.00E+17                    2.25               20110601                  12.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GII                      G02                                                   335935.54                1819.65                    360                     358                  6.125                      0                      0                   0.375                    6.5 Plymouth               CT                                        6782 Single Family                          336000                20060501                     80 No MI                                1.00E+17                    2.75               20110401                   12.5                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      183920                1187.82                    360                     358                  7.375                      0                      0                   0.375                   7.75 Naugatuck              CT                                        6770 Single Family                          183920                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.75                  2.375                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      336000                2135.00                    360                     359                   7.25                      0                      0                   0.375                  7.625 Manassas               VA                                       20111 Single Family                          336000                20060601                     80 No MI                                                            2.25               20110501                 12.625                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G03                                                      304000                1836.67                    360                     357                  6.875                      0                      0                   0.375                   7.25 SANTA ANA              CA                                       92705 Condominium                            304000                20060401            77.94999695 No MI                                1.00E+17                    2.25               20110301                  13.25                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GI                       G02                                                   219013.78                1665.70                    360                     359                      8                      0                      0                   0.375                  8.375 WESLEY CHAPEL          FL                                       33544 PUD                                    219150                20060601            79.98999786 No MI                                1.00E+17                    2.25               20110501                 13.375                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      122000                 813.33                    360                     358                  7.625                      0                      0                   0.375                      8 Pickerington           OH                                       43147 Single Family                          122000                20060501            74.97000122 No MI                                1.00E+17                    2.25               20110401                     13                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                      221900                1178.84                    360                     359                      6                      0                      0                   0.375                  6.375 Wesley Chapel          FL                                       33543 PUD                                    221900                20060601                     80 No MI                                1.00E+17                    2.75               20110501                 12.375                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G03                                                      302400                1858.50                    360                     356                      7                      0                      0                   0.375                  7.375 Miami                  FL                                       33144 Single Family                          302400                20060301            79.58000183 No MI                                1.00E+16                    2.75               20110201                 13.375                  2.375                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360201 AFL2
GI                       G03                                                      165736                1018.59                    360                     359                      7                      0                      0                   0.375                  7.375 Apollo Beach           FL                                       33572 PUD                                    165736                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.375                  2.375                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      171501                1107.61                    360                     358                  7.375                      0                      0                   0.375                   7.75 Goodyear               AZ                                       85338 PUD                                    171501                20060501                     70 No MI                                1.00E+17                    2.25               20110401                  12.75                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                      167850                 944.16                    360                     358                  6.375                      0                      0                   0.375                   6.75 San Diego              CA                                       92101 Condominium                            167850                20060501            79.98000336 No MI                                1.00E+17                    2.25               20110401                  12.75                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G01                                                      345000                1904.69                    360                     359                   6.25                      0                      0                   0.375                  6.625 Napa                   CA                                       94558 Single Family                          345000                20060601            72.62999725 No MI                                1.00E+17                    2.25               20090501                 12.625                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      36 N                                    20360501 AFL2
GI                       G03                                                      105200                 646.54                    360                     358                      7                      0                      0                   0.375                  7.375 Vancouver              WA                                       98661 PUD                                    105200                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G03                                                      345168                2157.30                    360                     360                  7.125                      0                      0                   0.375                    7.5 Charleston             SC                                       29403 Condominium                            345168                20060701                     80 No MI                                1.00E+17                    2.25               20110601                   12.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GI                       G03                                                      139500                 857.34                    360                     358                      7                      0                      0                   0.375                  7.375 Coral Springs          FL                                       33065 Condominium                            139500                20060501                     75 No MI                                1.00E+17                    2.25               20110401                 12.375                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G03                                                      168000                 997.50                    360                     359                   6.75                      0                      0                   0.375                  7.125 YUBA CITY              CA                                       95991 Single Family                          168000                20060601                     80 No MI                                                            2.25               20110501                 12.125                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      347200                2278.50                    360                     358                    7.5                      0                      0                   0.375                  7.875 Rockville              MD                                       20851 Single Family                          347200                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G03                                                      164550                1011.30                    360                     359                      7                      0                      0                   0.375                  7.375 Gulf Breeze            FL                                       32563 PUD                                    164550                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.375                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G03                                                      275550                1636.08                    360                     358                   6.75                      0                      0                   0.375                  7.125 Stuart                 FL                                       34997 PUD                                    275550                20060501            79.98999786 No MI                                1.00E+17                    2.25               20110401                 13.125                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                       68000                 516.85                    360                     360                      8                      0                      0                   0.375                  8.375 Penns Grove            NJ                                        8069 Single Family                           68000                20060701                     80 No MI                                1.00E+17                    2.25               20110601                 13.375                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360601 AFL2
GI                       G03                                                      234400                1465.00                    360                     359                  7.125                      0                      0                   0.375                    7.5 Cranford               NJ                                        7016 Single Family                          234400                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   12.5                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G02                                                      127700                 744.92                    360                     358                  6.625                      0                      0                   0.375                      7 Mount Sidney           VA                                       24467 Single Family                          127700                20060501            78.83000183 No MI                                1.00E+17                    2.25               20110401                     12                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                       64800                 486.82                    360                     360                  7.875                      0                      0                   0.375                   8.25 PORTSMOUTH             VA                                       23703 PUD                                     64800                20060701                     80 No MI                                1.00E+17                    2.25               20110601                  13.25                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360601 AFL2
GII                      G02                                                      192750                1044.06                    360                     359                  6.125                      0                      0                   0.375                    6.5 Goodyear               AZ                                       85338 Single Family                          192750                20060601                  64.25 No MI                                                            2.25               20110501                   11.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G03                                                   131357.16                 889.31                    360                     354                   6.75                      0                      0                   0.375                  7.125 Hometown               IL                                       60456 Single Family                          132000                20060101                     80 No MI                                1.00E+17                    2.25               20101201                 12.125                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20351201 AFL2
GI                       G02                                                    93610.53                 679.21                    360                     359                    7.5                      0                      0                   0.375                  7.875 Lawrenceville          GA                                       30044 Single Family                           93675                20060601                     75 No MI                                1.00E+17                    2.25               20110501                 12.875                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G03                                                   147416.64                 875.29                    360                     355                   6.75                      0                      0                   0.375                  7.125 McDonough              GA                                       30252 PUD                                    147432                20060201                     80 No MI                                1.00E+17                    2.25               20110101                  12.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360101 AFL2
GIII                     G01                                                      214400                1094.33                    360                     359                  5.875                      0                      0                    0.25                  6.125 LOCKPORT               IL                                       60441 Single Family                          214400                20060601            79.41000366 No MI                                1.00E+17                    2.25               20110501                 11.125                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G02                                                      196000                1245.42                    360                     357                   7.25                      0                      0                   0.375                  7.625 Saint Paul             MN                                       55101 Condominium                            196000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 12.625                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GI                       G02                                                      349850                2259.45                    360                     359                  7.375                      0                      0                   0.375                   7.75 Orlando                FL                                       32824 PUD                                    349850                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  13.75                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G01                                                      442000                2808.54                    360                     359                   7.25                      0                      0                   0.375                  7.625 WHITETHORN             CA                                       95589 Single Family                          442000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.625                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G02                                                      284902                1513.54                    360                     359                      6                      0                      0                   0.375                  6.375 Visalia                CA                                       93292 Single Family                          284902                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.375                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GIII                     G01                                                   154622.44                 854.81                    360                     359                      5                      0                      0                    0.25                   5.25 KATY                   TX                                       77450 PUD                                    154800                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  10.25                  1.875                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 ADN1
GII                      G02                                                      250856                1358.80                    360                     359                  6.125                      0                      0                   0.375                    6.5 Suffolk                VA                                       23434 PUD                                    250856                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   12.5                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                       50400                 336.00                    360                     360                  7.625                      0                      0                   0.375                      8 Kansas City            MO                                       64126 Single Family                           50400                20060701                     70 No MI                                1.00E+17                    2.25               20110601                     13                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360601 AFL2
GII                      G02                                                   224998.35                1218.74                    360                     359                  6.125                      0                      0                   0.375                    6.5 Goodyear               AZ                                       85338 PUD                                    225000                20060601                     75 No MI                                                            2.25               20110501                   11.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G02                                                   262399.99                1503.33                    360                     359                    6.5                      0                      0                   0.375                  6.875 East Brunswick         NJ                                        8816 Single Family                          262400                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G02                                                      328000                1845.00                    360                     358                  6.375                      0                      0                   0.375                   6.75 Burke                  VA                                       22015 PUD                                    328000                20060501            79.04000092 No MI                                1.00E+17                    2.25               20110401                  12.75                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      344000                1755.83                    360                     358                   5.75                      0                      0                   0.375                  6.125 San Diego              CA                                       92115 Single Family                          344000                20060501                     80 No MI                                1.00E+17                   2.375               20080401                 11.125                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      24 N                                    20360401 AFL2
GI                       G03                                                      274960                1689.86                    360                     359                      7                      0                      0                   0.375                  7.375 OREM                   UT                                       84057 2-4 Family                             274960                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.375                      2                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G03                                                      120232                 726.40                    360                     358                  6.875                      0                      0                   0.375                   7.25 Hutto                  TX                                       78634 PUD                                    120232                20060501                     80 No MI                                                            2.25               20110401                  12.25                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      293600                2049.08                    360                     358                      8                      0                      0                   0.375                  8.375 NEW ORLEANS            LA                                       70115 Condominium                            293600                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                      180000                1031.25                    360                     358                    6.5                      0                      0                   0.375                  6.875 Charleston             SC                                       29414 Single Family                          180000                20060501                     75 No MI                                1.00E+17                    2.25               20110401                 11.875                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                      116368                 666.69                    360                     359                    6.5                      0                      0                   0.375                  6.875 Dallas                 TX                                       75219 Condominium                            116368                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.875                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GIII                     G02                                                      372000                2053.75                    360                     359                  6.375                      0                      0                    0.25                  6.625 RIVERSIDE              CA                                       92508 PUD                                    372000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.625                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G02                                                   207513.15                1297.65                    360                     358                  6.125                      0                      0                    0.25                  6.375 SEATTLE                WA                                       98115 Condominium                            208000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.375                      2                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 ADN1
GII                      G03                                                      230320                1151.60                    360                     360                  5.625                      0                      0                   0.375                      6 Mesa                   AZ                                       85212 PUD                                    230320                20060701                     80 No MI                                1.00E+17                    2.25               20110601                     11                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GII                      G02                                                      102600                 598.50                    360                     359                  6.625                      0                      0                   0.375                      7 Elizabeth              NJ                                        7208 Single Family                          102600                20060601                     36 No MI                                1.00E+17                    2.25               20110501                     12                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      182649                1274.74                    360                     359                      8                      0                      0                   0.375                  8.375 QUEEN CREEK            AZ                                       85242 PUD                                    182649                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GIII                     G02                                                      176000                 953.33                    360                     360                   6.25                      0                      0                    0.25                    6.5 FAIRPLAY               CO                                       80440 Single Family                          176000                20060701                     80 No MI                                1.00E+17                    2.25               20110601                   11.5                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360601 ADN1
GIII                     G02                                                      215000                1186.98                    360                     360                  6.375                      0                      0                    0.25                  6.625 PORTLAND               OR                                       97215 Single Family                          215000                20060701            61.43000031 No MI                                1.00E+17                    2.25               20110601                 11.625                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360601 ADN1
GI                       G03                                                      468000                2925.00                    360                     359                  7.125                      0                      0                   0.375                    7.5 Annandale              VA                                       22003 Single Family                          468000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   12.5                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 WALN
GI                       G02                                                   203859.61                1479.14                    360                     359                    7.5                      0                      0                   0.375                  7.875 GOODYEAR               AZ                                       85338 PUD                                    204000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.875                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      322400                2283.67                    360                     360                  8.125                      0                      0                   0.375                    8.5 Manteca                CA                                       95336 Single Family                          322400                20060701                     80 No MI                                1.00E+17                    2.25               20110601                   13.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GII                      G03                                                      129600                 769.50                    360                     359                   6.75                      0                      0                   0.375                  7.125 DENVER                 CO                                       80222 Condominium                            129600                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.125                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      397050                2647.00                    360                     360                  7.625                      0                      0                   0.375                      8 Miami                  FL                                       33169 PUD                                    397050                20060701                     75 No MI                                1.00E+17                    2.25               20110601                     13                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GI                       G02                                                      263900                1676.86                    360                     358                   7.25                      0                      0                   0.375                  7.625 Pinetop                AZ                                       85935 Single Family                          263900                20060501                     70 No MI                                1.00E+17                    2.25               20110401                 12.625                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      128250                 895.08                    360                     359                      8                      0                      0                   0.375                  8.375 HOUSTON                TX                                       77049 Single Family                          128250                20060601                     90 PMI                                  1.00E+17                    2.25               20110501                 13.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                   158599.81                1040.81                    360                     358                    7.5                      0                      0                   0.375                  7.875 LINCOLN                RI                                        2865 Condominium                            158600                20060501            74.98999786 No MI                                1.00E+17                    2.25               20110401                 13.875                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G03                                                      200000                1250.00                    360                     359                  7.125                      0                      0                   0.375                    7.5 BOWIE                  MD                                       20721 Townhouse                              200000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   12.5                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      241500                1610.00                    360                     359                  7.625                      0                      0                   0.375                      8 PATERSON               NJ                                        7504 2-4 Family                             241500                20060601                     70 No MI                                1.00E+17                    2.25               20110501                     13                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G02                                                      232000                1353.33                    360                     360                  6.625                      0                      0                   0.375                      7 Las Vegas              NV                                       89119 Single Family                          232000                20060701                     80 No MI                                1.00E+17                    2.25               20110601                     12                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GII                      G02                                                      304000                1615.00                    360                     358                      6                      0                      0                   0.375                  6.375 Dumfries               VA                                       22025 PUD                                    304000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.375                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G01                                                      140250                 847.34                    360                     360                      7                      0                      0                    0.25                   7.25 BATAVIA                OH                                       45103 Single Family                          140250                20060701                     75 No MI                                1.00E+17                    2.25               20110601                  12.25                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360601 ADN1
GIII                     G03                                                      398050                2031.71                    360                     360                  5.875                      0                      0                    0.25                  6.125 BEAUMONT               CA                                       92223 PUD                                    398050                20060701                     95 GE Capital MI                        1.00E+17                    2.25               20110601                 11.125                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360601 ADN1
GIII                     G01                                                      178100                 834.84                    360                     360                  5.375                      0                      0                    0.25                  5.625 THORNTON               CO                                       80602 PUD                                    178100                20060701            79.98999786 No MI                                1.00E+17                    2.25               20110601                 10.625                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360601 ADN1
GIII                     G01                                                      349900                1785.95                    360                     359                  5.875                      0                      0                    0.25                  6.125 HESPERIA               CA                                       92344 Single Family                          349900                20060601            79.98999786 No MI                                1.00E+17                    2.25               20110501                 11.125                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G01                                                      166400                 745.33                    360                     351                  5.125                      0                      0                    0.25                  5.375 ELYRIA                 OH                                       44035 Single Family                          166400                20051001                     80 No MI                                1.00E+17                    2.25               20100901                 11.375                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20350901 ADN1
GIII                     G02                                                      391544                2120.86                    360                     356                   6.25                      0                      0                    0.25                    6.5 WAVERLY                IA                                       50677 Single Family                          391544                20060301            90.48000336 PMI                                                              2.25               20110201                   11.5                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360201 ADN1
GIII                     G01                                                      142000                 710.00                    360                     359                   5.75                      0                      0                    0.25                      6 BAKERSFIELD            CA                                       93311 Single Family                          142000                20060601            33.81000137 No MI                                1.00E+17                    2.25               20110501                     12                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G02                                                      128250                 895.08                    360                     359                      8                      0                      0                   0.375                  8.375 Tampa                  FL                                       33607 Single Family                          128250                20060601                     75 No MI                                1.00E+17                    2.25               20110501                 13.375                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      219950                1466.33                    360                     359                  7.625                      0                      0                   0.375                      8 Mc Kinney              TX                                       75070 Single Family                          219950                20060601            79.98000336 No MI                                1.00E+17                    2.25               20110501                     13                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      232000                1522.50                    360                     359                    7.5                      0                      0                   0.375                  7.875 Las Vegas              NV                                       89147 Single Family                          232000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G03                                                      240000                1425.00                    360                     360                   6.75                      0                      0                   0.375                  7.125 FRISCO                 TX                                       75034 PUD                                    240000                20060701                     80 No MI                                1.00E+17                    2.25               20110601                 12.125                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GI                       G02                                                      116750                 814.82                    360                     359                      8                      0                      0                   0.375                  8.375 Orlando                FL                                       32822 Condominium                            116750                20060601            79.97000122 No MI                                1.00E+17                    2.25               20110501                 13.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                    47170.67                 358.75                    360                     359                      8                      0                      0                   0.375                  8.375 Detroit                MI                                       48227 Single Family                           47200                20060601                     80 No MI                                                            2.25               20110501                 13.375                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G03                                                      207920                1277.84                    360                     359                      7                      0                      0                   0.375                  7.375 Alexandria             VA                                       22304 Single Family                          207920                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G01                                                      424000                2782.50                    360                     359                    7.5                      0                      0                   0.375                  7.875 Plantation             FL                                       33324 Single Family                          424000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 WALN
GII                      G03                                                      242400                1464.50                    360                     359                  6.875                      0                      0                   0.375                   7.25 Scottsdale             AZ                                       85257 Single Family                          242400                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.25                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 WALN
GII                      G03                                                   107237.15                 644.88                    360                     357                  5.625                      0                      0                   0.375                      6 Cordova                TN                                       38016 PUD                                    107560                20060401                     80 No MI                                                            2.25               20110301                     11                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G02                                                      252800                1711.67                    360                     360                   7.75                      0                      0                   0.375                  8.125 Silver Spring          MD                                       20904 Condominium                            252800                20060701                     80 No MI                                1.00E+17                    2.25               20110601                 14.125                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GI                       G02                                                       58800                 416.50                    360                     359                  8.125                      0                      0                   0.375                    8.5 Richmond               VA                                       23234 Condominium                             58800                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   13.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G02                                                      115500                 637.66                    360                     357                   6.25                      0                      0                   0.375                  6.625 Hernando Beach         FL                                       34607 Single Family                          115500                20060401            33.97000122 No MI                                1.00E+17                    2.25               20110301                 11.625                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G02                                                      115192                 731.95                    360                     359                   7.25                      0                      0                   0.375                  7.625 Orlando                FL                                       32822 Condominium                            115192                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.625                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                       71600                 477.33                    360                     359                  7.625                      0                      0                   0.375                      8 Cincinnati             OH                                       45205 2-4 Family                              71600                20060601            79.91000366 No MI                                1.00E+17                    2.25               20110501                     13                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G02                                                      308780                1769.05                    360                     359                    6.5                      0                      0                   0.375                  6.875 Hesperia               CA                                       92344 Single Family                          308780                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.875                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                    91193.69                 645.96                    360                     358                  8.125                      0                      0                   0.375                    8.5 Glendale               AZ                                       85301 Single Family                           91200                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   14.5                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G03                                                      264000                1595.00                    360                     359                  6.875                      0                      0                   0.375                   7.25 LAWRENCE               MA                                        1841 2-4 Family                             264000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  13.25                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G02                                                      268000                1507.50                    360                     359                  6.375                      0                      0                   0.375                   6.75 Tempe                  AZ                                       85282 Single Family                          268000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  11.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 WALN
GII                      G03                                                      229360                1361.83                    360                     359                   6.75                      0                      0                   0.375                  7.125 Abingdon               MD                                       21009 Townhouse                              229360                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.125                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G02                                                      239200                1345.50                    360                     356                  6.375                      0                      0                   0.375                   6.75 PINE MOUNTAIN CLUB     CA                                       93222 PUD                                    239200                20060301                     80 No MI                                                            2.25               20110201                  11.75                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360201 AFL2
GI                       G02                                                      137416                 901.79                    360                     358                    7.5                      0                      0                   0.375                  7.875 CHARLOTTE              NC                                       28277 Townhouse                              137416                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      176250                1138.28                    360                     358                  7.375                      0                      0                   0.375                   7.75 Saint Louis            MO                                       63104 Single Family                          176250                20060501                     75 No MI                                                            2.25               20110401                  12.75                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G03                                                      360000                2250.00                    360                     360                  7.125                      0                      0                   0.375                    7.5 Hyattsville            MD                                       20782 Single Family                          360000                20060701                     80 No MI                                1.00E+17                    2.25               20110601                   12.5                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360601 AFL2
GI                       G02                                                     69578.5                 478.35                    360                     358                  7.875                      0                      0                   0.375                   8.25 Upper Darby            PA                                       19082 Townhouse                               69600                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  13.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G01                                                      443150                2954.33                    360                     358                  7.625                      0                      0                   0.375                      8 GAINESVILLE            VA                                       20155 PUD                                    443150                20060501                     80 No MI                                1.00E+17                    2.25               20110401                     13                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                   105422.05                 693.72                    360                     358                    6.5                      0                      0                   0.375                  6.875 Indianapolis           IN                                       46254 Single Family                          105600                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.875                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                   183946.33                1073.02                    360                     356                  6.625                      0                      0                   0.375                      7 Mesa                   AZ                                       85207 PUD                                    184000                20060301                     80 No MI                                1.00E+17                    2.25               20110201                     13                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360201 AFL2
GI                       G03                                                       59920                 368.26                    360                     357                      7                      0                      0                   0.375                  7.375 Madison                TN                                       37115 Condominium                             59920                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 12.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GII                      G03                                                      283200                1711.00                    360                     359                  6.875                      0                      0                   0.375                   7.25 Phoenix                AZ                                       85037 PUD                                    283200                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.25                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 WALN
GII                      G02                                                      144000                 840.00                    360                     356                  6.625                      0                      0                   0.375                      7 Hampton                VA                                       23661 Single Family                          144000                20060301                     80 No MI                                                            2.25               20110201                     12                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360201 AFL2
GII                      G03                                                      172000                 788.33                    360                     349                  5.125                      0                      0                   0.375                    5.5 GLENDALE               AZ                                       85303 Single Family                          172000                20050801                     80 No MI                                1.00E+17                    2.25               20100701                   11.5                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20350701 ALT1
GII                      G02                                                      250400                1382.42                    360                     358                   6.25                      0                      0                   0.375                  6.625 Broomfield             CO                                       80020 Single Family                          250400                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.625                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G01                                                      275432                1348.47                    360                     358                    5.5                      0                      0                   0.375                  5.875 Madera                 CA                                       93637 Single Family                          275432                20060501                     80 No MI                                1.00E+17                    2.25               20090401                 11.875                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      36 N                                    20360401 AFL2
GI                       G01                                                      364435                2201.79                    360                     359                      7                      0                      0                    0.25                   7.25 LOS ANGELES            CA                                       90015 Condominium                            364435                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.25                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GIII                     G01                                                    268995.1                1664.79                    360                     357                   5.61                   0.39                      0                    0.25                   6.25 PALM COAST             FL                                       32137 PUD                                    270382                20060401                     90 Republic MIC                         1.00E+17                    2.75               20110301                  11.25                      2                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360301 ADN1
GI                       G02                                                    79690.17                 573.13                    360                     358                  7.375                      0                      0                   0.375                   7.75 Cleveland              OH                                       44144 Single Family                           80000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.75                   2.11                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      182800                1161.54                    360                     360                   7.25                      0                      0                   0.375                  7.625 Edison                 NJ                                        8817 Condominium                            182800                20060701                     80 No MI                                1.00E+17                    2.25               20110601                 12.625                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360601 AFL2
GI                       G01                                                   359635.28                2285.18                    360                     354                  7.375                      0                      0                    0.25                  7.625 LAKE ELSINORE          CA                                       92532 Single Family                          359650                20060101            79.91999817 No MI                                1.00E+17                    2.25               20101201                 12.625                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20351201 ADN1
GII                      G03                                                      303984                1678.25                    360                     359                   6.25                      0                      0                   0.375                  6.625 Suitland               MD                                       20746 PUD                                    303984                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.625                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G03                                                    38499.92                 236.61                    360                     349                      7                      0                      0                   0.375                  7.375 PHILADELPHIA           PA                                       19143 Single Family                           38500                20050801            79.37999725 No MI                                1.00E+17                     3.5               20100701                 12.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20350701 ALT1
GII                      G03                                                      172000                1039.17                    360                     359                  6.875                      0                      0                   0.375                   7.25 Buford                 GA                                       30519 Single Family                          172000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.25                  3.125                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G02                                                      205666                1199.72                    360                     360                  6.625                      0                      0                   0.375                      7 SAN DIEGO              CA                                       92105 Condominium                            206175                20060701                     75 No MI                                                            2.25               20110601                     12                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GI                       G02                                                   289533.27                1357.19                    360                     349                   5.25                      0                      0                   0.375                  5.625 MILFORD                MA                                        1757 Single Family                          289600                20050801                     80 No MI                                1.00E+17                    2.25               20070701                 10.625                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      24 N                                    20350701 ALT1
GI                       G02                                                      206990                1336.81                    360                     359                  7.375                      0                      0                   0.375                   7.75 Forest                 VA                                       24551 Single Family                          206990                20060601                     70 No MI                                1.00E+17                    2.25               20110501                  12.75                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      162400                 930.42                    360                     348                    6.5                      0                      0                   0.375                  6.875 HARTFORD               CT                                        6112 2-4 Family                             162400                20050701                     80 No MI                                1.00E+17                       3               20070601                 11.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      24 N                                    20350601 ALT1
GI                       G01                                                      340389                1950.15                    360                     359                    6.5                      0                      0                   0.375                  6.875 North Las Vegas        NV                                       89081 PUD                                    340389                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.875                  2.625                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G02                                                      150850                 864.24                    360                     359                    6.5                      0                      0                   0.375                  6.875 Wellington             CO                                       80549 PUD                                    150850                20060601            79.98000336 No MI                                1.00E+17                    2.25               20110501                 11.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                   209828.13                1202.14                    360                     349                    6.5                      0                      0                   0.375                  6.875 EAST GREENWICH         RI                                        2818 2-4 Family                             240000                20050801                     80 No MI                                1.00E+17                       3               20070701                 11.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      24 N                                    20350701 ALT1
GI                       G02                                                      232500                1525.78                    360                     359                    7.5                      0                      0                   0.375                  7.875 Fresno                 CA                                       93728 Single Family                          232500                20060601                     75 No MI                                1.00E+17                    2.25               20110501                 12.875                  2.625                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      202800                1309.75                    360                     359                  7.375                      0                      0                   0.375                   7.75 COMMERCE CITY          CO                                       80022 PUD                                    202800                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.75                   3.25                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G02                                                      210000                1159.37                    360                     357                   6.25                      0                      0                   0.375                  6.625 Clearwater             FL                                       33767 Condominium                            210000                20060401            46.66999817 No MI                                                            2.25               20110301                 11.625                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GIII                     G03                                                      107920                 562.08                    360                     359                      6                      0                      0                    0.25                   6.25 NICEVILLE              FL                                       32578 Condominium                            107920                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  11.25                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G02                                                      389100                2553.47                    360                     358                    7.5                      0                      0                   0.375                  7.875 FREDERICKSBURG         VA                                       22407 Single Family                          389100                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.875                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G03                                                      248800                1529.08                    360                     360                      7                      0                      0                   0.375                  7.375 WOODBRIDGE             VA                                       22193 PUD                                    248800                20060701                     80 No MI                                1.00E+17                    2.25               20110601                 13.375                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GI                       G02                                                      224500                1473.28                    360                     357                    7.5                      0                      0                   0.375                  7.875 Lehigh Acres           FL                                       33972 Single Family                          224500                20060401            70.16000366 No MI                                1.00E+17                    2.25               20110301                 12.875                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360301 AFL2
GII                      G03                                                      151456                 915.05                    360                     358                  6.875                      0                      0                   0.375                   7.25 CHARLOTTE              NC                                       28277 Townhouse                              151456                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      328200                2256.38                    360                     357                  7.875                      0                      0                   0.375                   8.25 Stuart                 FL                                       34997 PUD                                    328200                20060401                     80 No MI                                1.00E+17                    2.25               20110301                  14.25                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GII                      G03                                                      192500                1142.97                    360                     358                   6.75                      0                      0                   0.375                  7.125 MARICOPA               AZ                                       85239 PUD                                    192500                20060501            79.98999786 No MI                                1.00E+17                    2.25               20110401                 12.125                  2.125                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      196000                1020.83                    360                     349                  5.875                      0                      0                   0.375                   6.25 JAMESBURG              NJ                                        8831 Single Family                          196000                20050801                     80 No MI                                1.00E+17                   2.375               20070701                  11.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      24 N                                    20350701 ALT1
GII                      G02                                                      252747                1342.72                    360                     358                      6                      0                      0                   0.375                  6.375 North Las Vegas        NV                                       89081 PUD                                    252747                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.375                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      161992                1130.57                    360                     359                      8                      0                      0                   0.375                  8.375 Tampa                  FL                                       33624 Condominium                            161992                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                   167986.89                1114.16                    360                     349                    6.5                      0                      0                   0.375                  6.875 SPRINGFIELD            MA                                        1108 2-4 Family                             169600                20050801                     80 No MI                                1.00E+17                       3               20070701                 11.875                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      24 N                                    20350701 ALT1
GI                       G01                                                      360000                2137.50                    360                     360                   6.75                      0                      0                   0.375                  7.125 Germantown             MD                                       20876 Single Family                          360000                20060701                     80 No MI                                1.00E+17                    2.25               20110601                 12.125                  2.625                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360601 AFL2
GI                       G02                                                      160000                1000.00                    360                     349                  7.125                      0                      0                   0.375                    7.5 PHILADELPHIA           PA                                       19120 2-4 Family                             160000                20050801                     80 No MI                                1.00E+17                   3.625               20070701                   12.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      24 N                                    20350701 ALT1
GII                      G02                                                   112577.97                 740.81                    360                     358                    6.5                      0                      0                   0.375                  6.875 West Jordan            UT                                       84088 Condominium                            112768                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.875                   3.25                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      232000                1401.67                    360                     349                  6.875                      0                      0                   0.375                   7.25 IRVINGTON              NJ                                        7111 2-4 Family                             232000                20050801                     80 No MI                                1.00E+17                   3.375               20070701                  12.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      24 N                                    20350701 ALT1
GI                       G02                                                      187550                1133.11                    360                     349                  6.875                      0                      0                   0.375                   7.25 NEWARK                 NJ                                        7106 2-4 Family                             187550                20050801            79.98000336 No MI                                1.00E+17                   3.375               20070701                  12.25                      3                       1 First Lien                                    Y                                          120 Prepay                                    360                      24 N                                    20350701 ALT1
GI                       G02                                                      308000                1989.17                    360                     358                  7.375                      0                      0                   0.375                   7.75 Burke                  VA                                       22015 PUD                                    308000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.75                      3                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G01                                                      362850                2003.23                    360                     358                   6.25                      0                      0                   0.375                  6.625 Beaumont               CA                                       92223 Single Family                          362850                20060501                     80 No MI                                1.00E+17                    2.25               20090401                 12.625                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      36 N                                    20360401 AFL2
GII                      G03                                                     1320000                6737.50                    360                     356                   5.75                      0                      0                   0.375                  6.125 Potomac                MD                                       20854 Single Family                         1320000                20060301                     80 No MI                                1.00E+17                    2.25               20110201                 11.125                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360201 AFL2
GI                       G03                                                      113600                 710.00                    360                     360                  7.125                      0                      0                   0.375                    7.5 St. Paul               MN                                       55106 Single Family                          113600                20060701                     80 No MI                                1.00E+17                    2.25               20110601                   12.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GIII                     G01                                                       83830                 462.81                    360                     355                  5.955                   0.42                      0                    0.25                  6.625 CHINA GROVE            NC                                       28023 Single Family                           83830                20060201            88.23999786 GE Capital MI                        1.00E+17                    2.75               20110101                 12.625                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360101 ADN1
GI                       G01                                                     1087500                7023.44                    360                     357                  7.375                      0                      0                   0.375                   7.75 Lovettsville           VA                                       20180 Single Family                         1087500                20060401                     75 No MI                                1.00E+17                    2.25               20110301                  12.75                   2.08                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G02                                                      367200                2601.00                    360                     357                  8.125                      0                      0                   0.375                    8.5 Elk Grove              CA                                       95624 Single Family                          367200                20060401                     80 No MI                                                            2.25               20110301                   13.5                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360301 AFL2
GIII                     G02                                                      192576                1063.18                    360                     359                  6.375                      0                      0                    0.25                  6.625 GRAYSON                GA                                       30017 PUD                                    192576                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.625                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GII                      G03                                                      305000                1842.71                    360                     360                  6.875                      0                      0                   0.375                   7.25 SPRINGFIELD            VA                                       22152 Condominium                            305000                20060701            79.22000122 No MI                                1.00E+17                    2.75               20110601                  13.25                      2                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GIII                     G02                                                      154118                 915.08                    360                     358                  6.875                      0                      0                    0.25                  7.125 ENGLEWOOD              CO                                       80112 Condominium                            154118                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.125                  2.375                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GII                      G03                                                   777387.85                5115.50                    360                     358                    6.5                      0                      0                   0.375                  6.875 KELLER                 TX                                       76248 Single Family                          778700                20060501            59.90000153 No MI                                1.00E+17                    2.25               20110401                 11.875                      2                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 WALN
GIII                     G03                                                   556529.66                2666.70                    360                     352                    5.5                      0                      0                    0.25                   5.75 ORANGE BEACH           AL                                       36561 Condominium                            562500                20051101                     90 GE Capital MI                        1.00E+17                    2.25               20101001                  10.75                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20351001 ADN1
GI                       G01                                                      610732                4262.40                    360                     358                      8                      0                      0                   0.375                  8.375 Ocean City             MD                                       21842 Condominium                            610732                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      172000                1128.75                    360                     358                    7.5                      0                      0                   0.375                  7.875 Lake Vista             IL                                       60046 Single Family                          172000                20060501            78.90000153 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GIII                     G02                                                      327200                1738.25                    360                     359                  6.125                      0                      0                    0.25                  6.375 WACONIA                MN                                       55387 Single Family                          327200                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.375                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G03                                                    657721.5                3768.20                    360                     359                  6.625                      0                      0                    0.25                  6.875 WEST GREENWICH         RI                                        2817 Single Family                        657721.5                20060601            69.98000336 No MI                                1.00E+17                    2.25               20110501                 11.875                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G03                                                     1368750                8554.69                    360                     358                  7.125                      0                      0                   0.375                    7.5 Burbank                CA                                       91504 Single Family                         1368750                20060501                     75 No MI                                                            2.25               20110401                   12.5                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 WALN
GIII                     G02                                                      154720                 886.42                    360                     358                  6.625                      0                      0                    0.25                  6.875 PARKER                 CO                                       80134 Condominium                            154720                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.875                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G03                                                      517000                2800.42                    360                     359                   6.25                      0                      0                    0.25                    6.5 RIVERSIDE              CA                                       92503 Single Family                          517000                20060601            76.81999969 No MI                                1.00E+17                    2.25               20110501                   11.5                      2                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G01                                                      333550                2188.92                    360                     360                    7.5                      0                      0                   0.375                  7.875 Alexandria             VA                                       22306 Condominium                            333550                20060701                     80 No MI                                                            2.25               20110601                 12.875                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GIII                     G02                                                      118240                 665.10                    360                     359                    6.5                      0                      0                    0.25                   6.75 DURHAM                 NC                                       27703 PUD                                    118240                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  11.75                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G03                                                      425000                2390.63                    360                     359                    6.5                      0                      0                    0.25                   6.75 VERO BEACH             FL                                       32963 Condominium                            425000                20060601            49.84000015 No MI                                1.00E+17                    2.25               20110501                  11.75                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GIII                     G03                                                      480900                2304.31                    360                     359                    5.5                      0                      0                    0.25                   5.75 LA QUINTA              CA                                       92253 PUD                                    480900                20060601            63.61999893 No MI                                1.00E+17                    2.25               20110501                  10.75                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GII                      G02                                                   147784.09                 846.68                    360                     358                    6.5                      0                      0                   0.375                  6.875 Hutto                  TX                                       78634 PUD                                    149104                20060501                     80 No MI                                1.00E+17                    2.75               20110401                 12.875                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                   219199.97                1529.83                    360                     349                      8                      0                      0                   0.375                  8.375 EXETER                 NH                                        3833 2-4 Family                             219200                20050801                     80 No MI                                1.00E+17                     4.5               20070701                 13.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      24 N                                    20350701 ALT1
GI                       G03                                                      135000                 843.75                    360                     358                  7.125                      0                      0                   0.375                    7.5 Tampa                  FL                                       33609 Condominium                            135000                20060501                     75 No MI                                1.00E+17                    2.25               20110401                   12.5                  4.125                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      248000                1550.00                    360                     349                  7.125                      0                      0                   0.375                    7.5 NEW BEDFORD            MA                                        2745 2-4 Family                             248000                20050801                     80 No MI                                1.00E+17                   3.625               20070701                   12.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      24 N                                    20350701 ALT1
GII                      G03                                                      320000                1900.00                    360                     357                   6.75                      0                      0                   0.375                  7.125 CATHEDRAL CITY         CA                                       92234 PUD                                    320000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 12.125                   3.25                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GII                      G02                                                   239641.99                1372.95                    360                     349                    6.5                      0                      0                   0.375                  6.875 REEDLEY                CA                                       93654 Single Family                          240000                20050801                     80 No MI                                1.00E+17                   3.875               20100701                 11.875                  2.375                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20350701 ALT1
GII                      G03                                                      240000                1250.00                    360                     349                  5.875                      0                      0                   0.375                   6.25 MESA                   AZ                                       85204 2-4 Family                             240000                20050801                     80 No MI                                1.00E+17                    2.25               20100701                  11.25                    3.5                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20350701 ALT1
GI                       G01                                                      154000                1010.63                    360                     358                    7.5                      0                      0                   0.375                  7.875 LAS VEGAS              NV                                       89110 Single Family                          154000                20060501                     70 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G03                                                      436500                2637.19                    360                     349                  6.875                      0                      0                   0.375                   7.25 FOUNTAIN HILLS         AZ                                       85268 Single Family                          436500                20050801                     90 Radian Guaranty                      1.00E+17                    2.25               20100701                  12.25                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20350701 ALT1
GII                      G01                                                      311636                1720.49                    360                     358                   6.25                      0                      0                   0.375                  6.625 Beaumont               CA                                       92223 Single Family                          311636                20060501                     80 No MI                                1.00E+17                    2.25               20090401                 12.625                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      36 N                                    20360401 AFL2
GII                      G02                                                   178916.87                1157.17                    360                     349                   6.25                      0                      0                   0.375                  6.625 MIAMI                  FL                                       33032 Single Family                          180720                20050801                     80 No MI                                1.00E+17                    2.25               20100701                 11.625                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20350701 ALT1
GII                      G02                                                      105000                 568.75                    360                     358                  6.125                      0                      0                   0.375                    6.5 Marysville             WA                                       98271 Single Family                          105000                20060501            44.86999893 No MI                                1.00E+17                    2.75               20110401                   12.5                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      220000                1466.67                    360                     358                  7.625                      0                      0                   0.375                      8 SAINT PAUL             MN                                       55107 2-4 Family                             220000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                     13                  2.375                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 WALN
GI                       G01                                                     1072500                7150.00                    360                     360                  7.625                      0                      0                   0.375                      8 Hollywood              FL                                       33019 Condominium                           1072500                20060701                     65 No MI                                1.00E+17                    2.25               20110601                     13                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GIII                     G01                                                      133600                 654.08                    360                     356                  5.625                      0                      0                    0.25                  5.875 LAS VEGAS              NV                                       89121 Condominium                            133600                20060301                     80 No MI                                1.00E+17                    2.25               20110201                 11.875                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360201 ADN1
GIII                     G02                                                       94500                 541.41                    360                     355                  6.625                      0                      0                    0.25                  6.875 TRENTON                NJ                                        8611 Single Family                           94500                20060201                     90 United Guaranty                      1.00E+17                    2.25               20110101                 11.875                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360101 ADN1
GI                       G02                                                   241857.32                1536.80                    360                     358                   7.25                      0                      0                   0.375                  7.625 DAGSBORO               DE                                       19939 PUD                                    241900                20060501            79.98999786 No MI                                1.00E+17                    2.25               20110401                 12.625                      2                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G01                                                   183298.56                1284.12                    360                     358                   7.25                      0                      0                    0.25                    7.5 CHARLOTTE              NC                                       28278 PUD                                    183652                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G03                                                      441924                2255.65                    360                     358                  5.875                      0                      0                    0.25                  6.125 SAN BERNARDINO         CA                                       92407 Single Family                          441924                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.125                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 ADN1
GIII                     G01                                                   254772.75                1576.24                    360                     355                   5.68                   0.32                      0                    0.25                   6.25 MINERAL                VA                                       23117 PUD                                    256000                20060201            88.73000336 YES                                  1.00E+17                    2.75               20110101                  11.25                      2                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360101 ADN1
GIII                     G02                                                      160000                 916.67                    360                     358                  6.625                      0                      0                    0.25                  6.875 ROUND ROCK             TX                                       78664 PUD                                    160000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.875                   2.18                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G03                                                      650000                4333.33                    360                     359                   7.75                      0                      0                    0.25                      8 BOYNTON BEACH          FL                                       33437 PUD                                    650000                20060601            76.47000122 No MI                                1.00E+17                    2.25               20110501                     13                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G01                                                      190606                1250.85                    360                     360                    7.5                      0                      0                   0.375                  7.875 El Mirage              AZ                                       85335 PUD                                    190606                20060701                     80 No MI                                1.00E+17                    2.25               20110601                 12.875                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GI                       G01                                                      520000                3358.33                    360                     359                  7.375                      0                      0                   0.375                   7.75 SACRAMENTO             CA                                       95829 Single Family                          520000                20060601                     80 No MI                                1.00E+17                    2.25               20130501                  12.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      84 N                                    20360501 AFL2
GIII                     G03                                                      576000                3780.00                    360                     359                  7.625                      0                      0                    0.25                  7.875 BOSTON                 MA                                        2118 Condominium                            576000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.875                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G01                                                   249476.71                1458.94                    360                     358                    5.5                      0                      0                    0.25                   5.75 IRVINE                 CA                                       92620 Condominium                            250000                20060501            34.59000015 No MI                                1.00E+17                    2.25               20110401                  11.75                      2                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G02                                                   245840.89                1562.47                    360                     354                   6.25                      0                      0                    0.25                    6.5 PRESCOTT               AZ                                       86305 Single Family                          247200                20060101                     80 No MI                                1.00E+17                    2.25               20101201                   12.5                      2                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20351201 ADN1
GIII                     G03                                                      532000                3325.00                    360                     359                   7.25                      0                      0                    0.25                    7.5 BOSTON                 MA                                        2118 Condominium                            532000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   12.5                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GII                      G03                                                      372000                2247.50                    360                     360                  6.875                      0                      0                   0.375                   7.25 Rockville              MD                                       20851 Single Family                          372000                20060701                     80 No MI                                1.00E+17                    2.25               20110601                  12.25                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360601 AFL2
GII                      G02                                                      201000                1151.56                    360                     358                    6.5                      0                      0                   0.375                  6.875 North Las Vegas        NV                                       89032 Single Family                          201000                20060501                     75 No MI                                1.00E+17                    2.25               20110401                 11.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GIII                     G03                                                      647500                3035.16                    360                     357                  5.375                      0                      0                    0.25                  5.625 LAS VEGAS              NV                                       89147 PUD                                    647500                20060401                     74 No MI                                1.00E+17                    2.25               20110301                 10.625                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360301 ADN1
GI                       G02                                                      154000                1042.71                    360                     358                   7.75                      0                      0                   0.375                  8.125 Burleson               TX                                       76028 Single Family                          154000                20060501                     70 No MI                                1.00E+17                    2.25               20110401                 13.125                      2                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GIII                     G03                                                     4500000               30937.50                    360                     359                      8                      0                      0                    0.25                   8.25 PURCHASE               NY                                       10577 Single Family                         4500000                20060601                     50 No MI                                1.00E+17                    2.25               20110501                  13.25                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GIII                     G02                                                      216971                1197.86                    360                     359                  6.375                      0                      0                    0.25                  6.625 HENDERSON              NV                                       89015 PUD                                    216971                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.625                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GIII                     G03                                                      611000                2673.13                    360                     359                      5                      0                      0                    0.25                   5.25 NORTH HOLLYWOOD        CA                                       91606 Single Family                          611000                20060601            84.86000061 PMI                                  1.00E+17                    2.25               20110501                  10.25                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GII                      G02                                                      176000                 990.00                    360                     358                  6.375                      0                      0                   0.375                   6.75 PHOENIX                AZ                                       85015 Single Family                          176000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  11.75                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 WALN
GI                       G02                                                      288152                2011.06                    360                     358                      8                      0                      0                   0.375                  8.375 Richmond               VA                                       23223 Townhouse                              288152                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GIII                     G02                                                       88900                 481.54                    360                     356                   6.25                      0                      0                    0.25                    6.5 MONROE CITY            IN                                       47557 Single Family                           88900                20060301                     70 No MI                                1.00E+17                    2.25               20110201                   11.5                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360201 ADN1
GIII                     G03                                                      417400                2043.52                    360                     357                  5.625                      0                      0                    0.25                  5.875 WOODBRIDGE             VA                                       22191 Condominium                            417400                20060401            79.98999786 No MI                                1.00E+17                    2.25               20110301                 10.875                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360301 ADN1
GIII                     G03                                                      437600                2370.33                    360                     357                   6.25                      0                      0                    0.25                    6.5 FREDERICK              MD                                       21701 PUD                                    437600                20060401                     80 No MI                                1.00E+17                    2.25               20110301                   11.5                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360301 ADN1
GIII                     G03                                                    622320.8                3889.51                    360                     354                   7.25                      0                      0                    0.25                    7.5 PALM COAST             FL                                       32137 Condominium                          622320.8                20060101                     80 No MI                                1.00E+17                    2.25               20101201                   12.5                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20351201 ADN1
GI                       G01                                                      148000                 971.25                    360                     360                    7.5                      0                      0                   0.375                  7.875 Iron Station           NC                                       28080 Single Family                          148000                20060701                     80 No MI                                1.00E+17                    2.25               20110601                 12.875                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GII                      G02                                                      416000                2383.33                    360                     358                    6.5                      0                      0                   0.375                  6.875 Lincoln                CA                                       95648 PUD                                    416000                20060501            79.98999786 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G01                                                      780000                5118.75                    360                     358                    7.5                      0                      0                   0.375                  7.875 MCLEAN                 VA                                       22101 PUD                                    780000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      584000                3710.83                    360                     359                   7.25                      0                      0                   0.375                  7.625 PASADENA               CA                                       91104 2-4 Family                             584000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.625                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G03                                                      189800                1166.48                    360                     358                      7                      0                      0                   0.375                  7.375 Sarasota               FL                                       34243 Condominium                            189800                20060501            79.97000122 No MI                                1.00E+17                    2.75               20110401                 13.375                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G01                                                      139920                 874.50                    360                     359                  7.125                      0                      0                   0.375                    7.5 Grand Junction         CO                                       81504 PUD                                    139920                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   13.5                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G02                                                      292000                1581.67                    360                     358                  6.125                      0                      0                   0.375                    6.5 Kent                   WA                                       98030 Single Family                          292000                20060501                     80 No MI                                1.00E+17                    2.75               20110401                   12.5                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      264000                1732.50                    360                     358                    7.5                      0                      0                   0.375                  7.875 NEWARK                 NJ                                        7103 2-4 Family                             264000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.875                  2.375                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 WALN
GI                       G02                                                       92000                 622.92                    360                     357                   7.75                      0                      0                   0.375                  8.125 JACKSONVILLE           FL                                       32257 Single Family                           92000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 13.125                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GIII                     G02                                                      135000                 731.25                    360                     358                   6.25                      0                      0                    0.25                    6.5 BAKERSFIELD            CA                                       93304 Single Family                          135000                20060501            58.61999893 No MI                                1.00E+17                    2.25               20110401                   11.5                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G02                                                      155588                1069.67                    360                     356                  7.875                      0                      0                   0.375                   8.25 New Market             VA                                       22844 Single Family                          155588                20060301                     80 No MI                                1.00E+17                    2.25               20110201                  13.25                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360201 AFL2
GII                      G03                                                      266400                1581.75                    360                     358                   6.75                      0                      0                   0.375                  7.125 Pacoima                CA                                       91331 Condominium                            266400                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.125                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GIII                     G01                                                      262852                1232.12                    360                     355                  4.985                   0.39                      0                    0.25                  5.625 MONTGOMERY             IL                                       60538 PUD                                    262852                20060201                     90 Republic MIC                         1.00E+17                    2.75               20110101                 11.625                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360101 ADN1
GIII                     G01                                                      249400                1143.08                    360                     351                   5.25                      0                      0                    0.25                    5.5 LAKE CHARLES           LA                                       70611 Single Family                          249400                20051001                     80 No MI                                1.00E+17                    2.25               20100901                   10.5                   2.11                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20350901 ADN1
GI                       G01                                                      260468                1573.66                    360                     359                      7                      0                      0                    0.25                   7.25 ADELANTO               CA                                       92301 Single Family                          260468                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.25                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GIII                     G03                                                      479990                2999.94                    360                     359                   7.25                      0                      0                    0.25                    7.5 MILTON                 DE                                       19968 PUD                                    479990                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   12.5                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G01                                                      181600                 889.08                    360                     358                  5.625                      0                      0                    0.25                  5.875 KENTWOOD               MI                                       49508 Single Family                          181600                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 10.875                      2                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 ADN1
GIII                     G03                                                      819880                4270.21                    360                     359                      6                      0                      0                    0.25                   6.25 LOS ANGELES            CA                                       90046 Single Family                          819880                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  11.25                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G02                                                      385000                2486.46                    360                     359                  7.375                      0                      0                   0.375                   7.75 Manasquan              NJ                                        8736 2-4 Family                             385000                20060601                     70 No MI                                1.00E+17                    2.25               20110501                  12.75                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 WALN
GI                       G03                                                      287850                1799.06                    360                     359                  7.125                      0                      0                   0.375                    7.5 MANASSAS               VA                                       20109 PUD                                    287850                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   12.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GIII                     G03                                                      480000                2650.00                    360                     359                  6.375                      0                      0                    0.25                  6.625 SAN CLEMENTE           CA                                       92672 Single Family                          480000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.625                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G02                                                      109850                 698.01                    360                     359                   7.25                      0                      0                   0.375                  7.625 DENVER                 CO                                       80239 Single Family                          109850                20060601            79.98000336 No MI                                1.00E+17                    2.25               20110501                 12.625                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      248000                1756.67                    360                     356                  8.125                      0                      0                   0.375                    8.5 SAINT CLOUD            FL                                       34771 PUD                                    248000                20060301                     80 No MI                                1.00E+17                    2.75               20110201                   13.5                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360201 AFL2
GIII                     G02                                                   319998.22                1833.32                    360                     356                  6.625                      0                      0                    0.25                  6.875 WASHINGTON             DC                                       20002 2-4 Family                             320000                20060301                     80 No MI                                1.00E+17                    2.25               20110201                 11.875                  2.375                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360201 ADN1
GIII                     G03                                                      742500                4640.63                    360                     358                   7.25                      0                      0                    0.25                    7.5 JACKSON                WY                                       83001 Condominium                            742500                20060501                     75 No MI                                1.00E+17                    2.25               20110401                   12.5                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G01                                                       84000                 507.50                    360                     358                      7                      0                      0                    0.25                   7.25 KISSIMMEE              FL                                       34741 Condominium                             84000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.25                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 ADN1
GIII                     G03                                                      485780                3036.13                    360                     358                   7.25                      0                      0                    0.25                    7.5 SANTA ROSA BEACH       FL                                       32459 Single Family                          780000                20060501            27.26000023 No MI                                1.00E+17                    2.25               20110401                   12.5                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G02                                                      128000                 866.67                    360                     357                   7.75                      0                      0                   0.375                  8.125 Atlanta                GA                                       30311 Single Family                          128000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 13.125                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GIII                     G03                                                    488319.9                2899.40                    360                     358                  6.875                      0                      0                    0.25                  7.125 LATHROP                CA                                       95330 Single Family                          488320                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.125                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G01                                                      198750                1283.59                    360                     359                  7.375                      0                      0                   0.375                   7.75 Atlanta                GA                                       30310 Single Family                          198750                20060601                     75 No MI                                1.00E+17                    2.25               20110501                  12.75                      2                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GIII                     G03                                                      439920                2153.78                    360                     359                  5.625                      0                      0                    0.25                  5.875 MOUNTAIN HOUSE         CA                                       95391 PUD                                    439920                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 10.875                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G03                                                      245600                1535.00                    360                     358                  7.125                      0                      0                   0.375                    7.5 Indio                  CA                                       92203 PUD                                    245600                20060501            79.98999786 No MI                                1.00E+17                    2.25               20110401                   12.5                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 WALN
GII                      G02                                                      237750                1386.87                    360                     358                  6.625                      0                      0                   0.375                      7 Modesto                CA                                       95350 Single Family                          237750                20060501                     75 No MI                                1.00E+17                    2.25               20110401                     12                      2                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 AFL2
GIII                     G02                                                      306000                1944.38                    360                     358                  6.265                   1.11                      0                    0.25                  7.625 GERMANTOWN             MD                                       20874 PUD                                    306000                20060501            88.69999695 YES                                  1.00E+17                       3               20110401                 12.625                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G03                                                      580000                3504.17                    360                     359                      7                      0                      0                    0.25                   7.25 SCOTTSDALE             AZ                                       85258 PUD                                    580000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.25                   1.64                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G02                                                   207666.35                1401.33                    360                     358                  6.875                      0                      0                    0.25                  7.125 WESTMONT               IL                                       60559 Single Family                          208000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.125                      2                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G03                                                     1470000                8421.88                    360                     359                  6.625                      0                      0                    0.25                  6.875 PARK CITY              UT                                       84098 Single Family                         1470000                20060601                     70 No MI                                1.00E+17                    2.25               20110501                 11.875                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G03                                                      591700                3266.68                    360                     358                  6.375                      0                      0                    0.25                  6.625 ELLICOTT CITY          MD                                       21043 PUD                                    591700                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.625                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GII                      G03                                                      427123                2358.07                    360                     360                   6.25                      0                      0                   0.375                  6.625 Naples                 FL                                       34110 PUD                                    427123                20060701                     80 No MI                                1.00E+17                    2.25               20110601                 12.625                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GI                       G01                                                      320000                1933.33                    360                     360                  6.875                      0                      0                   0.375                   7.25 BOWIE                  MD                                       20721 Townhouse                              320000                20060701                     80 No MI                                1.00E+17                    2.25               20110601                  13.25                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GII                      G03                                                      138696                 794.61                    360                     360                    6.5                      0                      0                   0.375                  6.875 Leander                TX                                       78641 PUD                                    138696                20060701                     80 No MI                                1.00E+17                    2.75               20110601                 12.875                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GII                      G03                                                      219950                1328.86                    360                     356                  6.875                      0                      0                   0.375                   7.25 LAS VEGAS              NV                                       89129 Condominium                            219950                20060301            79.98000336 No MI                                1.00E+17                    2.25               20110201                  12.25                  2.375                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360201 AFL2
GII                      G02                                                    141571.9                 895.64                    360                     359                  6.125                      0                      0                   0.375                    6.5 MIAMI                  FL                                       33127 2-4 Family                             141700                20060601                     65 No MI                                1.00E+17                    2.25               20110501                   11.5                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G01                                                   204031.42                1360.67                    360                     359                   7.75                      0                      0                    0.25                      8 SALT LAKE CITY         UT                                       84109 Single Family                          204100                20060601                   78.5 No MI                                1.00E+17                    2.25               20110501                     13                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G03                                                      450000                2390.63                    360                     358                  6.125                      0                      0                    0.25                  6.375 CHINO HILLS            CA                                       91709 Single Family                          450000                20060501                     75 No MI                                1.00E+17                    2.25               20110401                 11.375                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 ADN1
GI                       G02                                                      200000                1312.50                    360                     358                    7.5                      0                      0                   0.375                  7.875 Webster                MA                                        1570 Single Family                          200000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.875                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GIII                     G02                                                      275831                1436.62                    360                     356                      6                      0                      0                    0.25                   6.25 TOLLESON               AZ                                       85353 PUD                                    275831                20060301                     95 GE Capital MI                        1.00E+17                    2.25               20110201                  12.25                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360201 ADN1
GIII                     G03                                                      470000                2447.92                    360                     358                      6                      0                      0                    0.25                   6.25 BOULDER CITY           NV                                       89005 Single Family                          470000                20060501            75.80999756 No MI                                1.00E+17                    2.25               20110401                  11.25                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G02                                                      357200                2530.17                    360                     359                  8.125                      0                      0                   0.375                    8.5 Bakersfield            CA                                       93311 Single Family                          357200                20060601            79.98999786 No MI                                1.00E+17                    2.25               20110501                   13.5                      2                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      400000                2666.67                    360                     359                  7.625                      0                      0                   0.375                      8 Smyrna                 GA                                       30080 PUD                                    400000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     13                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      102320                 714.11                    360                     358                      8                      0                      0                   0.375                  8.375 MISSOURI CITY          TX                                       77489 PUD                                    102320                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GIII                     G01                                                      294291                1379.49                    360                     356                  4.845                   0.53                      0                    0.25                  5.625 LAS VEGAS              NV                                       89149 PUD                                    294291                20060301                     90 Republic MIC                         1.00E+17                    2.25               20110201                 10.625                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360201 ADN1
GIII                     G03                                                      630000                3871.88                    360                     359                  7.125                      0                      0                    0.25                  7.375 GRANITE BAY            CA                                       95746 Single Family                          630000                20060601            67.37999725 No MI                                1.00E+17                    2.25               20110501                 12.375                   1.47                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G02                                                   135919.32                 863.65                    360                     358                   7.25                      0                      0                   0.375                  7.625 Arizona City           AZ                                       85223 Single Family                          135920                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.625                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 WALN
GI                       G02                                                      260000                1652.08                    360                     359                   7.25                      0                      0                   0.375                  7.625 Las Vegas              NV                                       89119 Single Family                          260000                20060601                     80 No MI                                                            2.25               20110501                 12.625                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GIII                     G03                                                      468000                2145.00                    360                     358                   5.25                      0                      0                    0.25                    5.5 WOODBRIDGE             VA                                       22191 PUD                                    468000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   10.5                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G02                                                      324750                2232.66                    360                     358                  7.875                      0                      0                   0.375                   8.25 Bend                   OR                                       97702 PUD                                    324750                20060501                     75 No MI                                1.00E+17                    2.25               20110401                  13.25                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GIII                     G01                                                   312636.08                1855.07                    360                     357                  5.625                      0                      0                    0.25                  5.875 MENOMONEE FALLS        WI                                       53051 Single Family                          313600                20060401                     80 No MI                                1.00E+17                    2.75               20110301                 11.875                  1.875                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360301 ADN1
GIII                     G02                                                      118071                 664.15                    360                     359                    6.5                      0                      0                    0.25                   6.75 EAGLE MTN              UT                                       84043 Single Family                          118071                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  11.75                    2.5                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GII                      G02                                                      356000                2039.59                    360                     358                    6.5                      0                      0                   0.375                  6.875 Covina                 CA                                       91722 Single Family                          356000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.875                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 WALN
GI                       G01                                                      161992                1046.20                    360                     359                  7.375                      0                      0                   0.375                   7.75 McDonough              GA                                       30252 PUD                                    161992                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GIII                     G01                                                      376000                1840.83                    360                     359                  5.625                      0                      0                    0.25                  5.875 HERNDON                VA                                       20171 PUD                                    376000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 10.875                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GIII                     G03                                                      500000                2760.42                    360                     359                  6.375                      0                      0                    0.25                  6.625 SAN MATEO              CA                                       94404 Condominium                            500000                20060601            76.91999817 No MI                                1.00E+17                    2.25               20110501                 11.625                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G03                                                      532000                2992.50                    360                     358                    6.5                      0                      0                    0.25                   6.75 BERTHOUD               CO                                       80513 PUD                                    532000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  11.75                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G03                                                      422300                2287.46                    360                     358                   6.25                      0                      0                    0.25                    6.5 ELLENTON               FL                                       34222 PUD                                    422300                20060501            89.98999786 Radian Guaranty                      1.00E+17                    2.25               20110401                   11.5                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G02                                                      204058                1296.62                    360                     358                   7.25                      0                      0                   0.375                  7.625 Austin                 TX                                       78732 PUD                                    204058                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.625                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 WALN
GIII                     G01                                                      284400                1422.00                    360                     356                   5.26                   0.49                      0                    0.25                      6 ABSECON                NJ                                        8201 Single Family                          284400                20060301                     90 Republic MIC                         1.00E+17                   2.875               20110201                     11                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360201 ADN1
GIII                     G03                                                      853500                4800.94                    360                     359                    6.5                      0                      0                    0.25                   6.75 LAS VEGAS              NV                                       89117 PUD                                    853500                20060601                     75 No MI                                1.00E+17                    2.25               20110501                  11.75                  2.135                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G01                                                      314320                2062.73                    360                     360                    7.5                      0                      0                   0.375                  7.875 Sterling               VA                                       20164 Single Family                          314320                20060701                     80 No MI                                1.00E+17                    2.25               20110601                 12.875                      2                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360601 AFL2
GIII                     G03                                                      481203                2656.64                    360                     359                  6.375                      0                      0                    0.25                  6.625 MONTCLAIR              CA                                       91763 Single Family                          481203                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.625                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G03                                                      500000                3020.83                    360                     359                      7                      0                      0                    0.25                   7.25 Monrovia               CA                                       91016 Single Family                          500000                20060601            79.11000061 No MI                                1.00E+17                    2.25               20110501                  12.25                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G01                                                      550400                3841.33                    360                     357                      8                      0                      0                   0.375                  8.375 Bristow                VA                                       20136 PUD                                    550400                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 13.375                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G03                                                      608000                3736.67                    360                     359                  7.125                      0                      0                    0.25                  7.375 SANTA ANA              CA                                       92705 Single Family                          608000                20060601            72.80999756 No MI                                1.00E+17                    2.25               20110501                 12.375                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G01                                                      272000                1700.00                    360                     360                  7.125                      0                      0                   0.375                    7.5 Piscataway             NJ                                        8854 Single Family                          272000                20060701                     80 No MI                                1.00E+17                    2.25               20110601                   12.5                      2                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360601 AFL2
GI                       G01                                                      232000                1498.33                    360                     359                  7.375                      0                      0                   0.375                   7.75 Reno                   NV                                       89502 Single Family                          232000                20060601            78.63999939 No MI                                1.00E+17                    2.25               20110501                  13.75                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G03                                                   239847.39                1324.16                    360                     359                   6.25                      0                      0                   0.375                  6.625 Sandy                  UT                                       84093 Single Family                          241500                20060601                     70 No MI                                                            2.25               20110501                 12.625                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G02                                                      359250                1945.94                    360                     354                  6.125                      0                      0                   0.375                    6.5 Phoenix                AZ                                       85085 PUD                                    359250                20060101            77.65000153 No MI                                1.00E+17                    2.25               20101201                   12.5                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20351201 AFL2
GI                       G02                                                      232000                1619.17                    360                     360                      8                      0                      0                   0.375                  8.375 Phoenix                AZ                                       85020 Single Family                          232000                20060701                     80 No MI                                1.00E+17                    2.25               20110601                 13.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GI                       G01                                                      525000                3554.69                    360                     360                   7.75                      0                      0                   0.375                  8.125 Murrieta               CA                                       92563 Single Family                          525000                20060701                     75 No MI                                1.00E+17                    2.25               20110601                 13.125                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GIII                     G02                                                      167920                 944.55                    360                     358                    6.5                      0                      0                    0.25                   6.75 ORLANDO                FL                                       32839 Condominium                            167920                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  11.75                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 ADN1
GIII                     G03                                                      431388                2291.75                    360                     358                  6.125                      0                      0                    0.25                  6.375 TEMECULA               CA                                       92592 PUD                                    431388                20060501            79.98999786 No MI                                1.00E+17                    2.75               20110401                 11.375                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G02                                                      141600                 767.00                    360                     355                   6.25                      0                      0                    0.25                    6.5 DENVER                 CO                                       80221 Single Family                          141600                20060201                     80 No MI                                1.00E+17                    2.25               20110101                   11.5                    2.5                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360101 ADN1
GIII                     G03                                                   763999.99                3899.58                    360                     358                  5.875                      0                      0                    0.25                  6.125 SIMI VALLEY            CA                                       93065 PUD                                    764000                20060501                     80 No MI                                1.00E+17                    2.75               20110401                 11.125                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GII                      G02                                                      184740                1077.65                    360                     359                  6.625                      0                      0                   0.375                      7 Dundee                 FL                                       33838 PUD                                    184740                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     12                    2.5                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      180704                1148.22                    360                     358                   7.25                      0                      0                   0.375                  7.625 Homestead              FL                                       33033 PUD                                    180704                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.625                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G03                                                      158000                 987.50                    360                     358                  7.125                      0                      0                   0.375                    7.5 Sugarloaf              CA                                       92386 Single Family                          158000                20060501            74.87999725 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GIII                     G02                                                      262644                1395.30                    360                     359                  6.125                      0                      0                    0.25                  6.375 HENDERSON              CO                                       80640 PUD                                    262644                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.375                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GIII                     G03                                                      424084                2341.30                    360                     358                  6.375                      0                      0                    0.25                  6.625 ELK GROVE              CA                                       95757 Single Family                          424084                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.625                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G02                                                      143200                 954.67                    360                     359                  7.625                      0                      0                   0.375                      8 MAPLEWOOD              MN                                       55106 2-4 Family                             143200                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     13                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                   101113.67                 742.94                    360                     358                  7.625                      0                      0                   0.375                      8 Victorville            CA                                       92394 Single Family                          101250                20060501                     75 No MI                                1.00E+17                    2.25               20110401                     13                      2                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                      193450                1088.16                    360                     359                  6.375                      0                      0                   0.375                   6.75 CUMMING                GA                                       30040 PUD                                    193450                20060601                     80 No MI                                                            2.25               20110501                  11.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GIII                     G02                                                   128476.29                 834.01                    360                     359                    6.5                      0                      0                    0.25                   6.75 NAPERVILLE             IL                                       60563 Condominium                            128587                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  11.75                  1.875                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G03                                                   447691.69                3248.31                    360                     359                  7.625                      0                      0                    0.25                  7.875 LOS ANGELES            CA                                       91306 Single Family                          448000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.875                      2                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G02                                                      236250                1648.83                    360                     359                      8                      0                      0                   0.375                  8.375 Bend                   OR                                       97702 Single Family                          236250                20060601                     75 No MI                                1.00E+17                    2.25               20110501                 13.375                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G03                                                      135768                 806.12                    360                     359                   6.75                      0                      0                   0.375                  7.125 Lakewood               CO                                       80232 Condominium                            135768                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.125                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G03                                                      780000                4550.00                    360                     358                  6.625                      0                      0                   0.375                      7 QUEEN CREEK            AZ                                       85242 Single Family                          780000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                     12                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GIII                     G01                                                      188000                 842.08                    360                     357                  5.125                      0                      0                    0.25                  5.375 LEESBURG               VA                                       20175 Condominium                            188000                20060401            67.87999725 No MI                                1.00E+17                    2.25               20110301                 11.375                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360301 ADN1
GI                       G01                                                      107920                 663.26                    360                     358                  7.125                      0                      0                    0.25                  7.375 TAMPA                  FL                                       33614 Condominium                            107920                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.375                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 ADN1
GIII                     G03                                                      462592                2457.52                    360                     359                  6.125                      0                      0                    0.25                  6.375 RANCHO CORDOVA         CA                                       95742 Single Family                          462592                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.375                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G03                                                      595000                3098.96                    360                     359                      6                      0                      0                    0.25                   6.25 FRANKLIN               PA                                       16323 Single Family                          595000                20060601            79.33000183 No MI                                1.00E+17                    2.25               20110501                  11.25                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GII                      G03                                                      119920                 724.52                    360                     359                  6.875                      0                      0                   0.375                   7.25 NEWNAN                 GA                                       30263 PUD                                    119920                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.25                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G03                                                      140779                 987.29                    360                     360                  7.125                      0                      0                   0.375                    7.5 BURLESON               TX                                       76028 Single Family                          141200                20060701                     80 No MI                                1.00E+17                    2.25               20110601                   12.5                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360601 AFL2
GIII                     G01                                                   184735.17                1097.89                    360                     356                  5.115                   0.51                      0                    0.25                  5.875 STREAMWOOD             IL                                       60107 Single Family                          185600                20060301            89.23000336 YES                                  1.00E+17                   2.875               20110201                 10.875                  1.875                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360201 ADN1
GI                       G01                                                      512000                2773.33                    360                     355                  6.125                      0                      0                   0.375                    6.5 FONTANA                CA                                       92336 Single Family                          512000                20060201                     80 No MI                                1.00E+17                    2.25               20160101                   11.5                  2.115                       1 First Lien                                    Y                                          120 No_PP                                     360                     120 N                                    20360101 AFL2
GIII                     G03                                                   452999.99                2359.38                    360                     358                      6                      0                      0                    0.25                   6.25 RICHMOND               CA                                       94806 PUD                                    453000                20060501            74.98999786 No MI                                1.00E+17                    2.25               20110401                  11.25                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 ADN1
GIII                     G03                                                   477617.29                3220.38                    360                     359                  6.875                      0                      0                    0.25                  7.125 HERNDON                VA                                       20171 PUD                                    478000                20060601            69.98999786 No MI                                1.00E+17                    2.25               20110501                 12.125                      2                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360501 ADN1
GIII                     G03                                                      460000                2491.67                    360                     359                   6.25                      0                      0                    0.25                    6.5 SHAVER LAKE            CA                                       93664 Single Family                          460000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   11.5                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G03                                                   120709.98                 603.55                    360                     353                  5.625                      0                      0                   0.375                      6 Canton                 GA                                       30115 Single Family                          120800                20051201                     80 No MI                                1.00E+16                    2.25               20101101                     11                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20351101 ALT1
GI                       G02                                                      112400                 784.46                    360                     357                      8                      0                      0                   0.375                  8.375 Mc Kinney              TX                                       75070 PUD                                    112400                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 13.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GIII                     G01                                                   141125.72                 690.93                    360                     358                  5.135                   0.49                      0                    0.25                  5.875 ADA                    MI                                       49301 Single Family                          142200                20060501                     90 Republic MIC                         1.00E+17                   2.875               20110401                 10.875                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GII                      G02                                                      209512                1178.51                    360                     358                  6.375                      0                      0                   0.375                   6.75 Madera                 CA                                       93637 Single Family                          209512                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  11.75                  2.135                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                   267999.42                1535.41                    360                     358                    6.5                      0                      0                   0.375                  6.875 Marietta               GA                                       30068 Single Family                          268000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G03                                                      253500                1531.56                    360                     358                  6.875                      0                      0                   0.375                   7.25 Woodbridge             VA                                       22193 Townhouse                              253500                20060501            79.98999786 No MI                                1.00E+17                    2.25               20110401                  12.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G03                                                     1000000                5729.17                    360                     357                    6.5                      0                      0                   0.375                  6.875 Bowie                  MD                                       20720 Single Family                         1000000                20060401            77.72000122 No MI                                1.00E+17                    2.25               20110301                 11.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G01                                                      453750                3214.06                    360                     360                  8.125                      0                      0                   0.375                    8.5 Plantation             FL                                       33323 Single Family                          453750                20060701                     75 No MI                                1.00E+17                    2.25               20110601                   13.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GII                      G02                                                      242550                1288.55                    360                     360                      6                      0                      0                   0.375                  6.375 Oregon City            OR                                       97045 Single Family                          242550                20060701                     75 No MI                                1.00E+17                    2.25               20110601                 11.375                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360601 AFL2
GIII                     G03                                                      500000                2708.33                    360                     358                   6.25                      0                      0                    0.25                    6.5 FREDERICKSBURG         VA                                       22407 Single Family                          500000                20060501                   62.5 No MI                                1.00E+17                    2.25               20110401                   11.5                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G03                                                      332000                2075.00                    360                     360                  7.125                      0                      0                   0.375                    7.5 Concord                CA                                       94520 Single Family                          332000                20060701                     80 No MI                                1.00E+17                    2.25               20110601                   12.5                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GIII                     G03                                                      484750                3130.68                    360                     359                    7.5                      0                      0                    0.25                   7.75 IRVINE                 CA                                       92614 Condominium                            484750                20060601                     70 No MI                                1.00E+17                    2.25               20110501                  12.75                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GIII                     G03                                                   458398.94                2103.75                    360                     359                   5.25                      0                      0                    0.25                    5.5 GAINESVILLE            VA                                       20155 PUD                                    459000                20060601            71.72000122 No MI                                1.00E+17                    2.25               20110501                   10.5                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G02                                                       99000                 587.81                    360                     356                  6.245                   0.63                      0                    0.25                  7.125 LEITCHFIELD            KY                                       42754 Single Family                           99000                20060301            83.90000153 Republic MIC                         1.00E+17                       3               20110201                 12.125                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360201 ADN1
GIII                     G03                                                      527200                2745.83                    360                     359                      6                      0                      0                    0.25                   6.25 ORANGE                 CA                                       92865 Single Family                          527200                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  11.25                   2.12                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G03                                                      141192                 867.74                    360                     359                      7                      0                      0                   0.375                  7.375 COVINGTON              GA                                       30016 PUD                                    141192                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.375                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G01                                                      880000                6766.44                    360                     360                  8.125                      0                      0                   0.375                    8.5 Prior Lake             MN                                       55372 PUD                                    880000                20060701                     80 No MI                                                            2.25               20110601                   13.5                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360601 AFL2
GIII                     G03                                                   505915.31                3373.89                    360                     359                   7.75                      0                      0                    0.25                      8 IRVINE                 CA                                       92612 Condominium                            506084                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     13                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G02                                                      163920                 939.12                    360                     356                  6.625                      0                      0                    0.25                  6.875 JENSEN BEACH           FL                                       34957 Condominium                            163920                20060301                     80 No MI                                1.00E+17                    2.25               20110201                 11.875                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360201 ADN1
GIII                     G03                                                      650000                3791.67                    360                     358                   6.75                      0                      0                    0.25                      7 SANTA ANA              CA                                       92701 2-4 Family                             650000                20060501            69.15000153 No MI                                1.00E+17                    2.25               20110401                     12                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GII                      G03                                                     1121300                6774.52                    360                     360                  6.875                      0                      0                   0.375                   7.25 ANAHEIM                CA                                       92807 PUD                                   1121300                20060701                     65 No MI                                1.00E+17                    2.25               20110601                  12.25                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GIII                     G02                                                      101396                 570.35                    360                     358                    6.5                      0                      0                    0.25                   6.75 MEMPHIS                TN                                       38103 Condominium                            101396                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  11.75                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G03                                                     1500000                8906.25                    360                     359                  6.875                      0                      0                    0.25                  7.125 LAGUNA BEACH           CA                                       92651 Single Family                         1500000                20060601                   62.5 No MI                                1.00E+17                    2.25               20110501                 12.125                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GIII                     G02                                                      367500                2143.75                    360                     358                   6.75                      0                      0                    0.25                      7 EL CAJON               CA                                       92020 Single Family                          367500                20060501                     75 No MI                                1.00E+17                    2.25               20110401                     12                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 ADN1
GI                       G01                                                      153520                 959.50                    360                     358                   7.25                      0                      0                    0.25                    7.5 MIAMI                  FL                                       33015 Condominium                            153520                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 ADN1
GIII                     G02                                                      310719                1780.16                    360                     359                  6.625                      0                      0                    0.25                  6.875 LAS VEGAS              NV                                       89131 PUD                                    310719                20060601                     95 YES                                  1.00E+17                    2.25               20110501                 11.875                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G03                                                      542500                2825.52                    360                     359                      6                      0                      0                    0.25                   6.25 PALM COAST             FL                                       32137 Condominium                            542500                20060601            74.31999969 No MI                                1.00E+17                    2.25               20110501                  11.25                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GII                      G02                                                      175800                1007.19                    360                     360                    6.5                      0                      0                   0.375                  6.875 BUFORD                 GA                                       30519 PUD                                    175800                20060701                     80 No MI                                1.00E+17                    2.25               20110601                 11.875                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GI                       G01                                                      110200                 665.79                    360                     358                   6.42                   0.58                      0                    0.25                   7.25 JENKS                  OK                                       74037 Single Family                          110200                20060501                     95 YES                                  1.00E+17                   3.125               20110401                  12.25                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 ADN1
GIII                     G03                                                      456800                2284.00                    360                     359                   5.75                      0                      0                    0.25                      6 BOWIE                  MD                                       20721 PUD                                    456800                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     11                  2.295                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G01                                                      580000                3806.25                    360                     359                    7.5                      0                      0                   0.375                  7.875 Surfside Beach         SC                                       29575 Single Family                          580000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.875                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G03                                                       62300                 389.38                    360                     359                  7.125                      0                      0                   0.375                    7.5 Washington Terrace     UT                                       84405 Condominium                             62300                20060601                     70 No MI                                1.00E+17                    2.25               20110501                   12.5                  2.375                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      173800                1212.98                    360                     358                      8                      0                      0                   0.375                  8.375 Greenwood              IN                                       46143 Condominium                            173800                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G03                                                   430263.33                2240.95                    360                     358                  5.875                      0                      0                   0.375                   6.25 Tempe                  AZ                                       85284 Single Family                          435500                20060501                     65 No MI                                1.00E+17                    2.25               20110401                  11.25                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G03                                                      141050                 881.56                    360                     359                  7.125                      0                      0                   0.375                    7.5 Greenwood              MO                                       64034 Single Family                          141050                20060601                     70 No MI                                                            2.25               20110501                   12.5                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                   123671.09                 929.69                    360                     359                  7.875                      0                      0                   0.375                   8.25 San Antonio            TX                                       78249 Single Family                          123750                20060601                     75 No MI                                                            2.25               20110501                  13.25                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G02                                                      202000                1094.17                    360                     358                  6.125                      0                      0                   0.375                    6.5 DAHLONEGA              GA                                       30533 Single Family                          202000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   11.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      260000                1706.25                    360                     359                    7.5                      0                      0                   0.375                  7.875 HYATTSVILLE            MD                                       20784 Single Family                          260000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      108000                 686.25                    360                     359                   7.25                      0                      0                   0.375                  7.625 Eagar                  AZ                                       85925 Single Family                          108000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.625                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 WALN
GII                      G03                                                   507481.51                3350.34                    360                     358                    6.5                      0                      0                   0.375                  6.875 Woodland Hills         CA                                       91364 Single Family                          510000                20060501            47.43999863 No MI                                1.00E+17                    2.25               20110401                 11.875                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      124000                 904.17                    360                     358                  8.375                      0                      0                   0.375                   8.75 denver                 CO                                       80221 Single Family                          124000                20060501                     80 No MI                                1.00E+17                    2.75               20110401                  14.75                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                       92000                 498.34                    360                     359                  6.125                      0                      0                   0.375                    6.5 Roseville              MN                                       55113 Condominium                             92000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   11.5                  2.375                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 WALN
GI                       G03                                                      111500                 696.88                    360                     359                  7.125                      0                      0                   0.375                    7.5 ENGLEWOOD              NJ                                        7632 Single Family                          111500                20060601            3.480000019 No MI                                1.00E+17                    2.25               20110501                   12.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GIII                     G01                                                    220494.7                1148.41                    360                     356                   5.51                   0.49                      0                    0.25                   6.25 LAS VEGAS              NV                                       89108 Single Family                          220500                20060301                     90 Republic MIC                         1.00E+17                   2.875               20110201                  11.25                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360201 ADN1
GIII                     G03                                                      495200                3095.00                    360                     358                   7.25                      0                      0                    0.25                    7.5 FORT LAUDERDALE        FL                                       33304 PUD                                    495200                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                  2.135                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G01                                                      176785                 939.17                    360                     356                  5.805                   0.32                      0                    0.25                  6.375 ROMULUS                MI                                       48174 Single Family                          177385                20060301            86.52999878 YES                                  1.00E+17                    2.75               20110201                 11.375                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360201 ADN1
GIII                     G03                                                      459950                2491.40                    360                     359                   6.25                      0                      0                    0.25                    6.5 NORTH LAS VEGAS        NV                                       89084 PUD                                    459950                20060601            79.98999786 No MI                                1.00E+17                    2.25               20110501                   11.5                   2.18                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G02                                                      476000                2578.33                    360                     359                   6.25                      0                      0                    0.25                    6.5 SOUTH GATE             CA                                       90280 2-4 Family                             476000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   11.5                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GIII                     G03                                                      519267                2866.79                    360                     359                  6.375                      0                      0                    0.25                  6.625 BRADENTON              FL                                       34202 Condominium                            519267                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.625                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G03                                                       92700                 579.38                    360                     359                  7.125                      0                      0                   0.375                    7.5 CRAMERTON              NC                                       28032 Townhouse                               92700                20060601            79.91999817 No MI                                1.00E+17                    2.25               20110501                   12.5                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G02                                                      234000                1267.50                    360                     357                  6.125                      0                      0                   0.375                    6.5 Las Vegas              NV                                       89139 PUD                                    234000                20060401                     80 No MI                                1.00E+17                    2.75               20110301                   12.5                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GIII                     G03                                                      500000                2760.42                    360                     359                  6.375                      0                      0                    0.25                  6.625 BRADENTON              FL                                       34208 PUD                                    500000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.625                  2.375                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GII                      G02                                                      134700                 715.59                    360                     360                      6                      0                      0                   0.375                  6.375 Cumming                GA                                       30040 PUD                                    134700                20060701            79.98000336 No MI                                1.00E+17                    2.25               20110601                 11.375                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GI                       G03                                                   199847.82                1228.23                    360                     358                      7                      0                      0                   0.375                  7.375 CAMP VERDE             AZ                                       86322 Single Family                          200000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GIII                     G03                                                   787988.34                4771.67                    360                     359                   6.75                      0                      0                    0.25                      7 LA QUINTA              CA                                       92253 PUD                                    818000                20060601            74.36000061 No MI                                1.00E+17                    2.25               20110501                     12                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G02                                                   171177.98                1303.52                    360                     357                      8                      0                      0                   0.375                  8.375 Dallas                 TX                                       75229 Single Family                          171500                20060401                     70 No MI                                1.00E+17                    2.25               20110301                 13.375                      2                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360301 AFL2
GIII                     G01                                                    80642.22                 466.23                    360                     356                  5.055                   0.32                      0                    0.25                  5.625 GRANTSVILLE            UT                                       84029 Single Family                           80991                20060301            89.98999786 YES                                  1.00E+17                    2.75               20110201                 11.625                  1.875                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360201 ADN1
GIII                     G03                                                      832500                4942.97                    360                     359                  6.875                      0                      0                    0.25                  7.125 GRANITE BAY            CA                                       95746 Single Family                          832500                20060601                     75 No MI                                1.00E+17                    2.25               20110501                 12.125                   2.18                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G02                                                      272000                1785.00                    360                     358                    7.5                      0                      0                   0.375                  7.875 SEDRO WOOLLEY          WA                                       98284 Single Family                          272000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.875                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GIII                     G02                                                      265668                1439.04                    360                     358                   6.25                      0                      0                    0.25                    6.5 HEMET                  CA                                       92545 Single Family                          265668                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   11.5                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 ADN1
GIII                     G03                                                    501673.8                3343.15                    360                     358                   6.75                      0                      0                    0.25                      7 LAS VEGAS              NV                                       89148 PUD                                    502500                20060501            52.88999939 No MI                                1.00E+17                    2.25               20110401                     12                      2                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 ADN1
GIII                     G02                                                      123920                 735.78                    360                     358                  6.875                      0                      0                    0.25                  7.125 HIALEAH                FL                                       33012 Condominium                            123920                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.125                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 ADN1
GIII                     G02                                                      192210                1081.18                    360                     358                    6.5                      0                      0                    0.25                   6.75 POINCIANA              FL                                       34759 PUD                                    192210                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  11.75                      2                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 ADN1
GIII                     G03                                                   439162.84                2709.16                    360                     358                      6                      0                      0                    0.25                   6.25 MORENO VALLEY          CA                                       92555 Single Family                          440000                20060501            77.19000244 No MI                                1.00E+17                    2.25               20110401                  11.25                      2                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G01                                                      502600                3193.60                    360                     359                   7.25                      0                      0                   0.375                  7.625 GAINESVILLE            VA                                       20155 PUD                                    502600                20060601            79.98999786 No MI                                                            2.25               20110501                 12.625                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G01                                                      155992                 974.95                    360                     359                   7.25                      0                      0                    0.25                    7.5 MIAMI                  FL                                       33134 Condominium                            155992                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   12.5                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G01                                                      163600                1005.46                    360                     359                  7.125                      0                      0                    0.25                  7.375 SNELLVILLE             GA                                       30039 PUD                                    163600                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.375                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G03                                                      800000                4583.33                    360                     358                  6.625                      0                      0                    0.25                  6.875 NOBLESVILLE            IN                                       46060 PUD                                    800000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.875                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 ADN1
GI                       G02                                                      246366                1719.43                    360                     359                      8                      0                      0                   0.375                  8.375 EAST END               VA                                       23223 Single Family                          246366                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.375                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GIII                     G02                                                       72000                 412.50                    360                     358                  6.625                      0                      0                    0.25                  6.875 JOLIET                 IL                                       60432 Single Family                           72000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.875                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G03                                                   631455.86                4099.14                    360                     359                    6.5                      0                      0                    0.25                   6.75 MADERA                 CA                                       93638 Single Family                          632000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  11.75                      2                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 ADN1
GII                      G02                                                      417000                2345.63                    360                     360                  6.375                      0                      0                   0.375                   6.75 LA HABRA               CA                                       90631 Single Family                          417000                20060701            77.94000244 No MI                                1.00E+17                    2.25               20110601                  11.75                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GI                       G02                                                      173800                1212.98                    360                     358                      8                      0                      0                   0.375                  8.375 Greenwood              IN                                       46143 Condominium                            173800                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G03                                                      139500                 871.88                    360                     358                  7.125                      0                      0                   0.375                    7.5 CANTON                 GA                                       30114 PUD                                    139500                20060501            79.98999786 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      146300                1021.05                    360                     358                      8                      0                      0                   0.375                  8.375 Tucson                 AZ                                       85730 PUD                                    146300                20060501            79.98999786 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      252000                1627.50                    360                     359                  7.375                      0                      0                   0.375                   7.75 E FALMOUTH             MA                                        2536 Single Family                          252000                20060601                     80 No MI                                                            2.25               20110501                  13.75                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G03                                                      180000                1125.00                    360                     359                  7.125                      0                      0                   0.375                    7.5 Albuquerque            NM                                       87114 PUD                                    180000                20060601                     75 No MI                                1.00E+17                    2.25               20110501                   12.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 WALN
GII                      G02                                                      182850                1009.48                    360                     358                   6.25                      0                      0                   0.375                  6.625 CUMMING                GA                                       30040 PUD                                    182850                20060501            79.98000336 No MI                                1.00E+17                    2.25               20110401                 11.625                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G03                                                      178700                 930.73                    360                     358                  5.875                      0                      0                   0.375                   6.25 SUWANEE                GA                                       30024 PUD                                    178700                20060501            79.98999786 No MI                                1.00E+17                    2.25               20110401                  11.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G03                                                      170400                1047.25                    360                     358                      7                      0                      0                   0.375                  7.375 CUMMING                GA                                       30040 PUD                                    170400                20060501            79.98000336 No MI                                1.00E+17                    2.25               20110401                 12.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                    64355.69                 466.94                    360                     359                    7.5                      0                      0                   0.375                  7.875 Daphne                 AL                                       36526 Condominium                             64400                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.875                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      138400                 735.25                    360                     358                      6                      0                      0                   0.375                  6.375 CUMMING                GA                                       30040 PUD                                    138400                20060501                     80 No MI                                1.00E+17                   2.375               20080401                 11.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      24 N                                    20360401 AFL2
GII                      G02                                                      121500                 696.09                    360                     359                    6.5                      0                      0                   0.375                  6.875 Cooper City            FL                                       33026 PUD                                    121500                20060601                     50 No MI                                1.00E+17                    2.25               20110501                 11.875                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 WALN
GII                      G03                                                      452000                2542.50                    360                     356                  6.375                      0                      0                   0.375                   6.75 LINCOLN                CA                                       95648 Single Family                          452000                20060301                     80 No MI                                1.00E+17                    2.25               20110201                  11.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360201 AFL2
GI                       G01                                                      632000                4015.83                    360                     359                   7.25                      0                      0                   0.375                  7.625 SAN JUAN CAPISTRANO    CA                                       92675 Single Family                          632000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.625                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GIII                     G02                                                    141359.3                 809.87                    360                     358                  6.625                      0                      0                    0.25                  6.875 MONTGOMERY             IL                                       60538 Single Family                          144000                20060501            79.55999756 No MI                                1.00E+17                    2.25               20110401                 11.875                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G03                                                   999095.99                6320.68                    360                     359                   6.25                      0                      0                    0.25                    6.5 LOS ANGELES            CA                                       90024 Condominium                           1000000                20060601            64.51999664 No MI                                1.00E+17                    2.25               20110501                   11.5                      2                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G03                                                      153600                 960.00                    360                     359                  7.125                      0                      0                   0.375                    7.5 ACWORTH                GA                                       30101 Single Family                          153600                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   12.5                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      272800                1875.50                    360                     359                  7.875                      0                      0                   0.375                   8.25 SEATTLE                WA                                       98126 Single Family                          272800                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  13.25                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G03                                                      261250                1578.39                    360                     358                  6.875                      0                      0                   0.375                   7.25 EVERETT                WA                                       98204 Condominium                            261250                20060501            79.98999786 No MI                                1.00E+17                    2.25               20110401                  12.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G01                                                      126900                 779.91                    360                     359                  7.125                      0                      0                    0.25                  7.375 CHAMBERSBURG           PA                                       17201 Single Family                          126900                20060601            69.33999634 No MI                                1.00E+17                    2.25               20110501                 12.375                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G03                                                      870000                4621.88                    360                     358                  6.125                      0                      0                    0.25                  6.375 SAN FRANCISCO          CA                                       94110 2-4 Family                             870000                20060501                     75 No MI                                1.00E+17                    2.25               20110401                 11.375                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G01                                                       94400                 462.17                    360                     356                  5.625                      0                      0                    0.25                  5.875 SPOKANE VALLEY         WA                                       99212 Single Family                           94400                20060301                     80 No MI                                1.00E+17                    2.25               20110201                 10.875                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360201 ADN1
GI                       G01                                                   143893.13                1006.87                    360                     359                   7.25                      0                      0                    0.25                    7.5 BLOOMINGDALE           IL                                       60108 Condominium                            144000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   12.5                      2                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G03                                                   589338.88                3303.83                    360                     359                  5.125                      0                      0                    0.25                  5.375 PARKER                 CO                                       80134 Single Family                          590000                20060601            70.23999786 No MI                                1.00E+17                    2.25               20110501                 10.375                      2                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G03                                                      163545                1005.12                    360                     359                      7                      0                      0                   0.375                  7.375 FAIRBURN               GA                                       30213 PUD                                    163545                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.375                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G01                                                      124720                 779.50                    360                     358                   7.25                      0                      0                    0.25                    7.5 NORTH LAUDERDALE       FL                                       33068 Condominium                            124720                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G03                                                      884000                4972.50                    360                     358                    6.5                      0                      0                    0.25                   6.75 CARPINTERIA            CA                                       93013 Single Family                          884000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  11.75                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 ADN1
GII                      G02                                                      192000                1100.00                    360                     359                    6.5                      0                      0                   0.375                  6.875 Phoenix                AZ                                       85037 PUD                                    192000                20060601            38.40000153 No MI                                1.00E+17                    2.25               20110501                 11.875                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 WALN
GIII                     G02                                                      228000                1235.00                    360                     359                   6.25                      0                      0                    0.25                    6.5 SACRAMENTO             CA                                       95820 Single Family                          228000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   11.5                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G02                                                      271200                1553.75                    360                     358                  6.625                      0                      0                    0.25                  6.875 DELANO                 CA                                       93215 Single Family                          271200                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.875                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G03                                                      448000                2613.33                    360                     359                   6.75                      0                      0                    0.25                      7 ANTHEM                 AZ                                       85086 PUD                                    448000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     12                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GIII                     G03                                                     1000000                5312.50                    360                     359                  6.125                      0                      0                    0.25                  6.375 MORAGA                 CA                                       94556 Single Family                         1000000                20060601            78.30999756 No MI                                1.00E+17                    2.25               20110501                 11.375                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G02                                                   102336.35                 778.31                    360                     359                      8                      0                      0                   0.375                  8.375 Dover Foxcroft         ME                                        4426 Single Family                          102400                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 14.375                      2                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 AFL2
GIII                     G03                                                      623200                3116.00                    360                     359                   5.75                      0                      0                    0.25                      6 SANTA CRUZ             CA                                       95065 Single Family                          623200                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     11                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G01                                                      552500                3855.99                    360                     360                      8                      0                      0                   0.375                  8.375 Miami                  FL                                       33131 Condominium                            552500                20060701                     65 No MI                                1.00E+17                    2.25               20110601                 13.375                      2                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360601 AFL2
GIII                     G01                                                      127848                 639.24                    360                     359                   5.75                      0                      0                    0.25                      6 DELTA                  CO                                       81416 Single Family                          127848                20060601            69.26000214 No MI                                1.00E+17                    2.25               20110501                     11                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G03                                                  1026610.44                6327.11                    360                     359                      6                      0                      0                    0.25                   6.25 BILLINGS               MT                                       59106 Single Family                         1027600                20060601                     70 No MI                                1.00E+17                    2.25               20110501                  11.25                      2                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G01                                                      173925                1123.27                    360                     358                    7.5                      0                      0                    0.25                   7.75 MEDFORD                OR                                       97504 PUD                                    173925                20060501                     75 No MI                                1.00E+17                    2.25               20110401                  12.75                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G03                                                      880000                5225.00                    360                     359                  6.875                      0                      0                    0.25                  7.125 SEDONA                 AZ                                       86351 Single Family                          880000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.125                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G03                                                    105942.1                 852.90                    360                     359                  8.625                      0                      0                   0.375                      9 Kansas City            KS                                       66104 Single Family                          106000                20060601            79.69999695 No MI                                1.00E+17                    2.25               20110501                     14                      2                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G01                                                      173925                1123.27                    360                     358                    7.5                      0                      0                    0.25                   7.75 MEDFORD                OR                                       97504 PUD                                    173925                20060501                     75 No MI                                1.00E+17                    2.25               20110401                  12.75                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G03                                                   999998.99                6249.99                    360                     358                   7.25                      0                      0                    0.25                    7.5 IRVINE                 CA                                       92603 PUD                                    999999                20060501            58.02000046 No MI                                1.00E+17                    2.25               20110401                   12.5                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 ADN1
GI                       G02                                                      184500                1287.66                    360                     359                      8                      0                      0                   0.375                  8.375 San Antonio            TX                                       78217 2-4 Family                             184500                20060601                     75 No MI                                1.00E+17                    2.25               20110501                 13.375                      2                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G03                                                      153350                 942.46                    360                     358                      7                      0                      0                   0.375                  7.375 CUMMING                GA                                       30040 PUD                                    153350                20060501            79.98000336 No MI                                1.00E+17                    2.25               20110401                 12.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                      131950                 769.71                    360                     358                  6.625                      0                      0                   0.375                      7 Kennesaw               GA                                       30152 PUD                                    131950                20060501            79.98999786 No MI                                1.00E+17                    2.25               20110401                     12                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G03                                                      166400                 988.00                    360                     358                   6.75                      0                      0                   0.375                  7.125 SUWANEE                GA                                       30024 Townhouse                              166400                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.125                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G03                                                      349000                2072.19                    360                     359                   6.75                      0                      0                   0.375                  7.125 PROVIDENCE             RI                                        2906 2-4 Family                             349000                20060601            64.98999786 No MI                                1.00E+17                    2.25               20110501                 13.125                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      208000                1343.33                    360                     359                  7.375                      0                      0                   0.375                   7.75 WASHINGTON             DC                                       20019 Single Family                          208000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.75                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G02                                                   235969.37                1327.33                    360                     359                  6.375                      0                      0                   0.375                   6.75 Tempe                  AZ                                       85281 Single Family                          236000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  11.75                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 WALN
GI                       G03                                                      125592                 784.95                    360                     358                  7.125                      0                      0                   0.375                    7.5 UNION CITY             GA                                       30291 PUD                                    125592                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                       70800                 486.75                    360                     359                  7.875                      0                      0                   0.375                   8.25 SEBRING                FL                                       33875 Single Family                           70800                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  13.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G02                                                   383352.93                2522.61                    360                     358                    6.5                      0                      0                   0.375                  6.875 Morristown             NJ                                        7960 Condominium                            384000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.875                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                    95877.14                 721.22                    360                     358                  7.875                      0                      0                   0.375                   8.25 DANVILLE               KY                                       40422 2-4 Family                              96000                20060501                     80 No MI                                                            2.25               20110401                  13.25                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G01                                                      640000                3333.33                    360                     358                  5.875                      0                      0                   0.375                   6.25 Salinas                CA                                       93906 Single Family                          640000                20060501                     80 No MI                                1.00E+17                   2.375               20080401                  11.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      24 N                                    20360401 AFL2
GIII                     G01                                                      100000                 489.58                    360                     357                  5.625                      0                      0                    0.25                  5.875 LAS VEGAS              NV                                       89117 Condominium                            100000                20060401            55.56000137 No MI                                1.00E+17                    2.25               20110301                 11.875                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360301 ADN1
GII                      G03                                                      143720                 853.34                    360                     359                   6.75                      0                      0                   0.375                  7.125 Douglasville           GA                                       30135 PUD                                    143720                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.125                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G03                                                      169000                1038.65                    360                     358                      7                      0                      0                   0.375                  7.375 AVONDALE               AZ                                       85323 PUD                                    169000                20060501                     65 No MI                                1.00E+17                    2.25               20110401                 12.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GIII                     G03                                                      455000                2417.19                    360                     359                  6.125                      0                      0                    0.25                  6.375 TARZANA                CA                                       91356 Single Family                          455000                20060601            31.37999916 No MI                                1.00E+17                    2.25               20110501                 11.375                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GII                      G03                                                      336000                2030.00                    360                     357                  6.875                      0                      0                   0.375                   7.25 Fountain Hills         AZ                                       85268 Condominium                            336000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                  12.25                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GIII                     G02                                                      204000                1126.25                    360                     359                  6.375                      0                      0                    0.25                  6.625 VAIL                   CO                                       81657 Condominium                            204000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.625                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G03                                                      432000                2430.00                    360                     359                    6.5                      0                      0                    0.25                   6.75 WOODLAND               CA                                       95776 Single Family                          432000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  11.75                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G02                                                      123600                 849.75                    360                     359                  7.875                      0                      0                   0.375                   8.25 Philadelphia           PA                                       19121 Single Family                          123600                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  13.25                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GIII                     G02                                                       93750                 615.23                    360                     357                  7.625                      0                      0                    0.25                  7.875 CAPE CORAL             FL                                       33904 Condominium                             93750                20060401                     75 No MI                                1.00E+17                    2.25               20110301                 12.875                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360301 ADN1
GIII                     G01                                                      225000                1171.88                    360                     358                   5.61                   0.39                      0                    0.25                   6.25 WEST JORDAN            UT                                       84084 Single Family                          225000                20060501                     90 Republic MIC                         1.00E+17                    2.75               20110401                  11.25                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G03                                                     1500000                8281.25                    360                     358                  6.375                      0                      0                    0.25                  6.625 LA MESA                CA                                       91941 Single Family                         1500000                20060501            63.83000183 No MI                                1.00E+17                    2.25               20110401                 11.625                   2.11                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 ADN1
GI                       G01                                                      452000                3154.58                    360                     358                      8                      0                      0                   0.375                  8.375 Upland                 CA                                       91784 PUD                                    452000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GIII                     G01                                                      351000                1937.81                    360                     356                  5.745                   0.63                      0                    0.25                  6.625 BEN LOMOND             CA                                       95005 Single Family                          351000                20060301                     90 Republic MIC                         1.00E+17                       3               20110201                 11.625                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360201 ADN1
GIII                     G03                                                      552621                3050.93                    360                     359                  6.375                      0                      0                    0.25                  6.625 MANTECA                CA                                       95337 Single Family                          552621                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.625                   2.12                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GII                      G02                                                      268000                1563.33                    360                     360                  6.625                      0                      0                   0.375                      7 Roseville              CA                                       95661 Condominium                            268000                20060701                     80 No MI                                1.00E+17                    2.25               20110601                     12                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360601 AFL2
GIII                     G02                                                      499500                3121.88                    360                     358                   7.25                      0                      0                    0.25                    7.5 HONOLULU               HI                                       96814 Condominium                            499500                20060501                     90 PMI                                  1.00E+17                    2.25               20110401                   12.5                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G01                                                      400000                2083.33                    360                     359                      6                      0                      0                    0.25                   6.25 WHITTIER               CA                                       90605 Single Family                          400000                20060601            77.66999817 No MI                                1.00E+17                    2.25               20110501                  11.25                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G03                                                      680000                3754.17                    360                     359                  6.375                      0                      0                    0.25                  6.625 BEVERLY HILLS          CA                                       90211 Condominium                            680000                20060601            79.72000122 No MI                                1.00E+17                    2.25               20110501                 11.625                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G01                                                      136500                 881.56                    360                     360                  7.375                      0                      0                   0.375                   7.75 DENVER                 CO                                       80219 Single Family                          136500                20060701                     70 No MI                                1.00E+17                    2.25               20110601                  12.75                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GI                       G03                                                      128824                 791.74                    360                     359                      7                      0                      0                   0.375                  7.375 JACKSONVILLE           FL                                       32224 PUD                                    128824                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GIII                     G02                                                      159600                1097.25                    360                     357                   7.23                   0.77                      0                    0.25                   8.25 WILLIAMS               AZ                                       86046 Single Family                          159600                20060401                     95 YES                                  1.00E+17                    3.25               20110301                  13.25                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360301 ADN1
GIII                     G01                                                      114750                 561.80                    360                     358                  5.345                   0.28                      0                    0.25                  5.875 SMYRNA                 GA                                       30080 Single Family                          114750                20060501                     85 PMI                                  1.00E+17                    2.75               20110401                 10.875                   2.23                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G03                                                      430000                2239.58                    360                     358                      6                      0                      0                    0.25                   6.25 ARLETA                 CA                                       91331 Single Family                          430000                20060501            79.93000031 No MI                                1.00E+17                    2.25               20110401                  11.25                   2.22                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 ADN1
GIII                     G02                                                   173720.89                1172.27                    360                     358                  6.875                      0                      0                    0.25                  7.125 CHICAGO                IL                                       60653 Condominium                            174000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.125                      2                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G03                                                      656000                3826.67                    360                     359                   6.75                      0                      0                    0.25                      7 CORONA                 CA                                       92882 Single Family                          656000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     12                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GII                      G02                                                      179864                 993.00                    360                     359                   6.25                      0                      0                   0.375                  6.625 Snellville             GA                                       30039 PUD                                    179864                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.625                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      127992                 839.95                    360                     358                    7.5                      0                      0                   0.375                  7.875 Covington              GA                                       30016 PUD                                    127992                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GIII                     G02                                                   189695.21                1280.07                    360                     358                  6.875                      0                      0                    0.25                  7.125 CHICAGO                IL                                       60653 Condominium                            190000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.125                  1.875                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G03                                                     1000000                5520.83                    360                     358                  6.375                      0                      0                    0.25                  6.625 PARKER                 CO                                       80134 Single Family                         1000000                20060501                     60 No MI                                1.00E+17                    2.25               20110401                 11.625                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 ADN1
GIII                     G03                                                      439500                2151.72                    360                     359                  5.625                      0                      0                    0.25                  5.875 CORONA                 CA                                       92880 Single Family                          439500                20060601            67.62000275 No MI                                1.00E+17                    2.25               20110501                 10.875                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G02                                                      128792                 898.86                    360                     358                      8                      0                      0                   0.375                  8.375 Palmetto               GA                                       30268 PUD                                    128792                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      178920                1248.71                    360                     358                      8                      0                      0                   0.375                  8.375 Fairburn               GA                                       30213 Single Family                          178920                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G01                                                      594200                4023.23                    360                     359                   7.75                      0                      0                   0.375                  8.125 Peoria                 AZ                                       85353 PUD                                    594200                20060601            79.98999786 No MI                                1.00E+17                    2.25               20110501                 13.125                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 WALN
GII                      G02                                                       95920                 519.57                    360                     358                  6.125                      0                      0                   0.375                    6.5 MCDONOUGH              GA                                       30253 Townhouse                               95920                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   11.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                       92320                 519.30                    360                     358                  6.375                      0                      0                   0.375                   6.75 MCDONOUGH              GA                                       30253 PUD                                     92320                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  11.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                   196132.93                1292.84                    360                     356                    6.5                      0                      0                   0.375                  6.875 Glen Burnie            MD                                       21061 Single Family                          196800                20060301                     80 No MI                                1.00E+17                    2.25               20110201                 11.875                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360201 AFL2
GIII                     G02                                                       88800                 481.00                    360                     357                   6.25                      0                      0                    0.25                    6.5 MARIETTA               GA                                       30067 Condominium                             88800                20060401                     80 No MI                                1.00E+17                    2.25               20110301                   11.5                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360301 ADN1
GI                       G02                                                      119000                 852.53                    360                     360                  7.375                      0                      0                   0.375                   7.75 Orlando                FL                                       32818 Single Family                          119000                20060701                     70 No MI                                                            2.25               20110601                  12.75                      2                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360601 AFL2
GI                       G02                                                      283736                1832.47                    360                     359                  7.375                      0                      0                   0.375                   7.75 ORLANDO                FL                                       32835 Condominium                            283736                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                   195755.51                1489.74                    360                     358                      8                      0                      0                   0.375                  8.375 Port Saint Lucie       FL                                       34953 Single Family                          196000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 AFL2
GIII                     G02                                                    200635.6                1270.46                    360                     358                   6.25                      0                      0                    0.25                    6.5 RENO                   NV                                       89521 PUD                                    201000                20060501            49.13000107 No MI                                1.00E+17                    2.25               20110401                   11.5                  1.875                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G02                                                      260000                1543.75                    360                     358                  6.875                      0                      0                    0.25                  7.125 HILO                   HI                                       96720 2-4 Family                             260000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.125                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 ADN1
GIII                     G03                                                   447085.52                2791.82                    360                     359                  6.125                      0                      0                    0.25                  6.375 SAN JOSE               CA                                       95136 Single Family                          447500                20060601            61.72000122 No MI                                1.00E+17                    2.25               20110501                 11.375                      2                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 ADN1
GII                      G02                                                      220000                1260.42                    360                     358                    6.5                      0                      0                   0.375                  6.875 Manassas               VA                                       20110 PUD                                    220000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.875                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 WALN
GIII                     G02                                                      132000                 770.00                    360                     358                   6.75                      0                      0                    0.25                      7 JOHNSTON               IA                                       50131 PUD                                    132000                20060501            86.27999878 United Guaranty                      1.00E+17                    2.25               20110401                     12                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G01                                                      136578                 867.84                    360                     356                  7.375                      0                      0                    0.25                  7.625 ALBUQUERQUE            NM                                       87114 Single Family                          136578                20060301                     80 No MI                                1.00E+17                    2.25               20110201                 12.625                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360201 ADN1
GIII                     G03                                                      611200                3056.00                    360                     359                   5.75                      0                      0                    0.25                      6 LOS ANGELES            CA                                       90064 Condominium                            611200                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     11                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G02                                                      148000                 940.42                    360                     359                   7.25                      0                      0                   0.375                  7.625 Phoenix                AZ                                       85017 Single Family                          148000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.625                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 WALN
GII                      G02                                                      209930                1224.59                    360                     360                  6.625                      0                      0                   0.375                      7 Tucson                 AZ                                       85735 PUD                                    209930                20060701                     70 No MI                                1.00E+17                    2.25               20110601                     12                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GIII                     G02                                                      209625                1135.47                    360                     359                   6.25                      0                      0                    0.25                    6.5 CITRUS HEIGHTS         CA                                       95621 Single Family                          209625                20060601                     75 No MI                                1.00E+17                    2.25               20110501                   11.5                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GIII                     G03                                                      517500                2695.31                    360                     359                      6                      0                      0                    0.25                   6.25 ANTIOCH                CA                                       94531 Single Family                          517500                20060601                     75 No MI                                1.00E+17                    2.25               20110501                  11.25                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 ADN1
GII                      G03                                                      195200                1159.00                    360                     359                   6.75                      0                      0                   0.375                  7.125 Seattle                WA                                       98126 Single Family                          195200                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.125                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GIII                     G02                                                      145520                 864.03                    360                     358                  6.875                      0                      0                    0.25                  7.125 MIAMI LAKES            FL                                       33015 Condominium                            145520                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.125                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 ADN1
GIII                     G03                                                      479920                2599.57                    360                     359                   6.25                      0                      0                    0.25                    6.5 ISSAQUAH               WA                                       98027 Single Family                          479920                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   11.5                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G02                                                      265000                1849.48                    360                     359                      8                      0                      0                   0.375                  8.375 Ft Lauderdale          FL                                       33312 Single Family                          265000                20060601            77.94000244 No MI                                1.00E+17                    2.25               20110501                 13.375                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 WALN
GII                      G02                                                       93440                 535.33                    360                     359                    6.5                      0                      0                   0.375                  6.875 Villa Rica             GA                                       30180 PUD                                     93440                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      134950                 955.90                    360                     359                  8.125                      0                      0                   0.375                    8.5 HOMESTEAD              FL                                       33033 Condominium                            134950                20060601            74.98000336 No MI                                                            2.25               20110501                   13.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G03                                                      180800                1130.00                    360                     359                  7.125                      0                      0                   0.375                    7.5 North Las Vegas        NV                                       89031 Single Family                          180800                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   12.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GIII                     G01                                                   146285.13                 844.49                    360                     358                  5.375                      0                      0                    0.25                  5.625 DURHAM                 NC                                       27703 PUD                                    146700                20060501            76.80999756 No MI                                1.00E+17                    2.25               20110401                 10.625                  1.875                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G02                                                    183997.5                 977.49                    360                     357                  6.125                      0                      0                    0.25                  6.375 LAWRENCE               MA                                        1841 Condominium                            184000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 11.375                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360301 ADN1
GIII                     G03                                                     1450000                8307.29                    360                     359                  6.625                      0                      0                    0.25                  6.875 OXNARD                 CA                                       93035 Single Family                         1450000                20060601            78.37999725 No MI                                1.00E+17                    2.25               20110501                 11.875                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G03                                                      180000                1125.00                    360                     360                  7.125                      0                      0                   0.375                    7.5 Homestead              FL                                       33035 Condominium                            180000                20060701                     75 No MI                                1.00E+17                    2.25               20110601                   12.5                      2                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360601 AFL2
GIII                     G03                                                     2000000               11875.00                    360                     358                  6.875                      0                      0                    0.25                  7.125 BEVERLY HILLS          CA                                       90210 PUD                                   2000000                20060501            36.36000061 No MI                                1.00E+17                    2.25               20110401                 12.125                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G01                                                      532000                3280.67                    360                     357                  7.025                      0                      0                   0.375                    7.4 Ashburn                VA                                       20147 Single Family                          532000                20060401                     80 No MI                                1.00E+17                   2.375               20080301                   12.4                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      24 N                                    20360301 AFL2
GIII                     G03                                                      664000                4357.50                    360                     359                  7.625                      0                      0                    0.25                  7.875 VAN NUYS               CA                                       91401 2-4 Family                             664000                20060601            78.12000275 No MI                                1.00E+17                    2.25               20110501                 12.875                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G02                                                       85500                 454.22                    360                     358                  6.125                      0                      0                    0.25                  6.375 LAS VEGAS              NV                                       89115 Condominium                             85500                20060501                     90 GE Capital MI                        1.00E+17                    2.25               20110401                 11.375                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G03                                                      420000                2012.50                    360                     359                    5.5                      0                      0                    0.25                   5.75 PLANTATION             FL                                       33324 PUD                                    420000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  10.75                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G02                                                      300000                1687.50                    360                     357                    6.5                      0                      0                    0.25                   6.75 PATERSON               NJ                                        7524 2-4 Family                             300000                20060401                     75 No MI                                1.00E+17                    2.25               20110301                  11.75                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360301 ADN1
GIII                     G01                                                      116250                 557.03                    360                     359                    5.5                      0                      0                    0.25                   5.75 PALM BAY               FL                                       32905 Single Family                          116250                20060601                     75 No MI                                1.00E+17                    2.25               20110501                  10.75                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G03                                                    423587.9                2576.27                    360                     359                  5.875                      0                      0                    0.25                  6.125 CHINO HILLS            CA                                       91709 Single Family                          424000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.125                      2                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G01                                                      439461                3158.63                    360                     360                   8.25                      0                      0                   0.375                  8.625 Chandler               AZ                                       85249 PUD                                    439461                20060701                     75 No MI                                1.00E+17                    2.25               20110601                 13.625                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GII                      G03                                                      170400                1029.50                    360                     359                  6.875                      0                      0                   0.375                   7.25 Mora                   MN                                       55051 Single Family                          170400                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.25                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 WALN
GII                      G03                                                      580000                3504.17                    360                     359                  6.875                      0                      0                   0.375                   7.25 ASHLAND                MA                                        1721 Single Family                          580000                20060601                     80 No MI                                                            2.25               20110501                  13.25                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                       96000                 610.00                    360                     358                   7.25                      0                      0                   0.375                  7.625 WESTERVILLE            OH                                       43081 Single Family                           96000                20060501                     75 No MI                                1.00E+17                    2.25               20110401                 12.625                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                    115855.3                 881.68                    360                     358                      8                      0                      0                   0.375                  8.375 Memphis                TN                                       38128 Single Family                          116000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      413492                2885.83                    360                     359                      8                      0                      0                   0.375                  8.375 North Las Vegas        NV                                       89084 PUD                                    413492                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      383950                2719.65                    360                     358                  8.125                      0                      0                   0.375                    8.5 LAGUNA NIGUEL          CA                                       92677 Condominium                            383950                20060501                     80 No MI                                1.00E+17                   2.375               20080401                   13.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      24 N                                    20360401 AFL2
GIII                     G03                                                      592000                3268.33                    360                     359                  6.375                      0                      0                    0.25                  6.625 GILROY                 CA                                       95020 Single Family                          592000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.625                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G02                                                       76000                 506.67                    360                     358                  7.625                      0                      0                   0.375                      8 Tampa                  FL                                       33610 Single Family                           76000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                     13                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                       53200                 365.75                    360                     357                  7.875                      0                      0                   0.375                   8.25 Saint Louis            MO                                       63136 Single Family                           53200                20060401                     70 No MI                                1.00E+17                    2.25               20110301                  13.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GIII                     G03                                                      561750                3569.45                    360                     359                  7.375                      0                      0                    0.25                  7.625 HOPKINTON              MA                                        1748 Single Family                          561750                20060601                     75 No MI                                1.00E+17                    2.25               20110501                 12.625                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G03                                                      164800                1030.00                    360                     358                  7.125                      0                      0                   0.375                    7.5 Glendale               AZ                                       85301 Single Family                          164800                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                      232380                1355.55                    360                     360                  6.625                      0                      0                   0.375                      7 Anthem                 AZ                                       85086 PUD                                    232380                20060701                     80 No MI                                1.00E+17                    2.25               20110601                     12                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GI                       G02                                                      108000                 731.25                    360                     358                   7.75                      0                      0                   0.375                  8.125 PHOENIX                AZ                                       85009 Single Family                          108000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.125                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G01                                                      116010                 737.15                    360                     357                  7.375                      0                      0                    0.25                  7.625 TAMPA                  FL                                       33614 Condominium                            116010                20060401                     90 Republic MIC                         1.00E+17                    2.25               20110301                 12.625                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360301 ADN1
GIII                     G01                                                    89828.76                 554.15                    360                     358                      6                      0                      0                    0.25                   6.25 MILWAUKEE              WI                                       53215 2-4 Family                              90000                20060501                     90 YES                                  1.00E+17                    2.25               20110401                  11.25                  1.875                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G03                                                      424000                2517.50                    360                     359                  6.875                      0                      0                    0.25                  7.125 SAN FRANCISCO          CA                                       94112 Single Family                          424000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.125                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GII                      G03                                                      246792                1491.04                    360                     360                  6.875                      0                      0                   0.375                   7.25 Las Vegas              NV                                       89148 PUD                                    246792                20060701                     80 No MI                                1.00E+17                    2.25               20110601                  12.25                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GI                       G03                                                      167050                1026.66                    360                     358                      7                      0                      0                   0.375                  7.375 GOODYEAR               AZ                                       85338 PUD                                    167050                20060501                     65 No MI                                1.00E+17                    2.25               20110401                 12.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G03                                                    121257.5                 728.45                    360                     358                  5.625                      0                      0                   0.375                      6 Monroe                 OH                                       45050 Single Family                          121500                20060501                     75 No MI                                1.00E+17                    2.25               20110401                     11                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GIII                     G03                                                      805500                5286.09                    360                     359                  7.625                      0                      0                    0.25                  7.875 LOS ANGELES            CA                                       90046 Single Family                          805500                20060601            68.55000305 No MI                                1.00E+17                    2.25               20110501                 12.875                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G02                                                      171500                1143.33                    360                     359                  7.625                      0                      0                   0.375                      8 Queen Creek            AZ                                       85242 PUD                                    171500                20060601                     70 No MI                                1.00E+17                    2.25               20110501                     13                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      319600                2097.38                    360                     358                    7.5                      0                      0                   0.375                  7.875 Livermore              CA                                       94551 Condominium                            319600                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GIII                     G02                                                      286750                1643.98                    360                     356                  6.115                   0.51                      0                    0.25                  6.875 CHICAGO                IL                                       60639 2-4 Family                             287550                20060301                     90 YES                                  1.00E+17                   2.875               20110201                 11.875                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360201 ADN1
GIII                     G03                                                      663999                3596.66                    360                     359                   6.25                      0                      0                    0.25                    6.5 PLANTATION             FL                                       33325 Single Family                          663999                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   11.5                  2.115                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GIII                     G02                                                      276000                1466.25                    360                     359                  6.125                      0                      0                    0.25                  6.375 BUCKLEY                WA                                       98321 PUD                                    276000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.375                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G03                                                   155468.17                 793.54                    360                     356                  5.875                      0                      0                    0.25                  6.125 TOMBALL                TX                                       77375 PUD                                    156035                20060301            88.41000366 Radian Guaranty                      1.00E+17                    2.25               20110201                 11.125                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360201 ADN1
GIII                     G01                                                      294000                1347.50                    360                     358                   5.25                      0                      0                    0.25                    5.5 MORENO VALLEY          CA                                       92557 Single Family                          294000                20060501            76.76000214 No MI                                1.00E+17                    2.25               20110401                   10.5                      2                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 ADN1
GIII                     G03                                                      768000                4880.00                    360                     359                  7.375                      0                      0                    0.25                  7.625 BIG BEAR CITY          CA                                       92314 Single Family                          768000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.625                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G03                                                      448000                2053.33                    360                     359                   5.25                      0                      0                    0.25                    5.5 EAST PALO ALTO         CA                                       94303 Single Family                          448000                20060601            67.47000122 No MI                                1.00E+17                    2.25               20110501                   10.5                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G01                                                   303319.85                2176.10                    360                     358                    7.5                      0                      0                    0.25                   7.75 FRESNO                 CA                                       93706 2-4 Family                             303750                20060501                     75 No MI                                1.00E+17                    2.25               20110401                  12.75                      2                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 ADN1
GI                       G01                                                      596000                3725.00                    360                     358                   7.25                      0                      0                    0.25                    7.5 LOS ANGELES            CA                                       90037 2-4 Family                             596000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 ADN1
GIII                     G03                                                      660500                3508.91                    360                     359                  6.125                      0                      0                    0.25                  6.375 ENCINO                 CA                                       91436 Single Family                          660500                20060601            67.73999786 No MI                                1.00E+17                    2.25               20110501                 11.375                      2                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G02                                                   262399.67                1694.66                    360                     358                  7.375                      0                      0                   0.375                   7.75 Diamond Bar            CA                                       91765 Condominium                            262400                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.75                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      169600                1130.67                    360                     359                  7.625                      0                      0                   0.375                      8 Woodstock              GA                                       30189 Single Family                          169600                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     13                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 WALN
GII                      G02                                                    167150.4                 940.22                    360                     357                  6.375                      0                      0                   0.375                   6.75 Tampa                  FL                                       33647 Condominium                          167150.4                20060401                     80 No MI                                1.00E+17                    2.25               20110301                  12.75                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GII                      G02                                                    251644.9                1441.72                    360                     359                    6.5                      0                      0                   0.375                  6.875 Rosemount              MN                                       55068 Single Family                          252200                20060601                     65 No MI                                                            2.25               20110501                 11.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 WALN
GI                       G02                                                       91940                 641.66                    360                     358                      8                      0                      0                   0.375                  8.375 Virginia Beach         VA                                       23456 Condominium                             92000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      132000                 921.25                    360                     360                      8                      0                      0                   0.375                  8.375 PORTLAND               OR                                       97203 Single Family                          132000                20060701                     80 No MI                                1.00E+17                    2.25               20110601                 13.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GI                       G02                                                    95968.59                 669.78                    360                     358                      8                      0                      0                   0.375                  8.375 Virginia Beach         VA                                       23456 Condominium                             96000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GIII                     G02                                                   414247.64                2623.08                    360                     358                   6.25                      0                      0                    0.25                    6.5 NORWALK                CA                                       90650 Single Family                          415000                20060501            78.30000305 No MI                                1.00E+17                    2.25               20110401                   11.5                  1.875                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G03                                                      450000                2437.50                    360                     359                   6.25                      0                      0                    0.25                    6.5 MILTON                 WA                                       98354 Single Family                          450000                20060601            79.65000153 No MI                                1.00E+17                    2.25               20110501                   11.5                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GII                      G03                                                   143999.94                 870.00                    360                     356                  6.875                      0                      0                   0.375                   7.25 STATHAM                GA                                       30666 Single Family                          144000                20060301                     80 No MI                                1.00E+17                    2.25               20110201                  12.25                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360201 AFL2
GI                       G03                                                      240436                1665.77                    360                     356                      7                      0                      0                   0.375                  7.375 NEWNAN                 GA                                       30265 Single Family                          241180                20060301                     80 No MI                                1.00E+17                    2.25               20110201                 12.375                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360201 AFL2
GII                      G02                                                      252000                1443.75                    360                     358                    6.5                      0                      0                   0.375                  6.875 PORTLAND               OR                                       97213 Single Family                          252000                20060501                     80 No MI                                1.00E+17                    2.75               20110401                 12.875                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      215950                1462.16                    360                     357                   7.75                      0                      0                   0.375                  8.125 Barstow                CA                                       92311 2-4 Family                             215950                20060401            68.76999664 No MI                                1.00E+17                    2.25               20110301                 13.125                  2.375                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GI                       G02                                                   303785.44                2177.89                    360                     359                  7.375                      0                      0                   0.375                   7.75 Laurel                 MD                                       20708 Single Family                          304000                20060601                     80 No MI                                1.00E+17                    5.25               20110501                  12.75                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G02                                                      352800                2058.00                    360                     358                  6.625                      0                      0                   0.375                      7 Stafford               VA                                       22554 PUD                                    352800                20060501                     80 No MI                                1.00E+17                     2.5               20110401                     13                  4.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G03                                                      468000                2778.75                    360                     359                   6.75                      0                      0                   0.375                  7.125 ANAHEIM                CA                                       92804 Single Family                          468000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.125                  2.125                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      221600                1569.67                    360                     359                  8.125                      0                      0                   0.375                    8.5 Tucson                 AZ                                       85741 Single Family                          221600                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   13.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G03                                                      472000                2950.00                    360                     356                  7.125                      0                      0                   0.375                    7.5 Van Nuys               CA                                       91405 Single Family                          472000                20060301                     80 No MI                                                            2.25               20110201                   12.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360201 AFL2
GII                      G02                                                       88500                 497.81                    360                     357                  6.375                      0                      0                   0.375                   6.75 Nashville              TN                                       37211 Condominium                             88500                20060401            74.68000031 No MI                                1.00E+17                    2.25               20110301                  11.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G03                                                      208720                1174.05                    360                     359                  6.375                      0                      0                   0.375                   6.75 Mesa                   AZ                                       85204 Single Family                          208720                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  11.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 WALN
GII                      G02                                                      360000                2097.00                    360                     359                  6.615                      0                      0                   0.375                   6.99 Tracy                  CA                                       95376 Single Family                          360000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  11.99                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      352000                2236.67                    360                     357                   7.25                      0                      0                   0.375                  7.625 Panama City Beach      FL                                       32413 PUD                                    352000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 12.625                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G03                                                      625600                3844.83                    360                     359                      7                      0                      0                   0.375                  7.375 WOODBRIDGE             VA                                       22192 PUD                                    625600                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      169131                1180.39                    360                     359                      8                      0                      0                   0.375                  8.375 Palm Bay               FL                                       32907 Single Family                          169131                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G03                                                     1000000                6145.83                    360                     357                      7                      0                      0                   0.375                  7.375 Tampa                  FL                                       33606 Single Family                         1000000                20060401            73.26000214 No MI                                1.00E+17                    2.25               20110301                 12.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G03                                                      326400                2006.00                    360                     359                      7                      0                      0                   0.375                  7.375 Waldorf                MD                                       20603 Single Family                          326400                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.375                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G03                                                      448400                2615.67                    360                     359                  6.625                      0                      0                   0.375                      7 WOODBRIDGE             VA                                       22191 Townhouse                              448400                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     12                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G02                                                      330000                1925.00                    360                     360                  6.625                      0                      0                   0.375                      7 BRENTWOOD              CA                                       94513 PUD                                    330000                20060701                     75 No MI                                1.00E+17                    2.25               20110601                     12                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GIII                     G03                                                      492000                3023.75                    360                     359                  7.125                      0                      0                    0.25                  7.375 SALINAS                CA                                       93905 Single Family                          492000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.375                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GIII                     G02                                                      115120                 659.54                    360                     358                  6.625                      0                      0                    0.25                  6.875 HOLLYWOOD              FL                                       33021 Condominium                            115120                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.875                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 ADN1
GI                       G01                                                      496150                3307.67                    360                     358                  7.625                      0                      0                   0.375                      8 STOCKTON               CA                                       95212 Single Family                          496150                20060501            79.98999786 No MI                                1.00E+17                    2.25               20110401                     13                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GIII                     G03                                                   431020.02                2452.50                    360                     359                    6.5                      0                      0                    0.25                   6.75 HAWAIIAN GARDENS       CA                                       90716 Single Family                          436000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  11.75                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G03                                                      436000                2725.00                    360                     359                  7.125                      0                      0                   0.375                    7.5 Lathrop                CA                                       95330 Single Family                          436000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   12.5                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      292500                2102.34                    360                     359                   8.25                      0                      0                   0.375                  8.625 Las Vegas              NV                                       89129 PUD                                    292500                20060601                     75 No MI                                1.12E+16                    2.25               20110501                 13.625                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      310030                2002.28                    360                     360                  7.375                      0                      0                   0.375                   7.75 Paterson               NJ                                        7501 2-4 Family                             310030                20060701                     70 No MI                                1.00E+17                    2.25               20110601                  12.75                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360601 AFL2
GIII                     G03                                                      888000                5180.00                    360                     359                   6.75                      0                      0                    0.25                      7 SEASIDE                CA                                       93955 PUD                                    888000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     12                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G01                                                      159920                 999.50                    360                     358                   7.25                      0                      0                    0.25                    7.5 TAMPA                  FL                                       33626 Condominium                            159920                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 ADN1
GIII                     G02                                                      134100                 726.38                    360                     359                   6.25                      0                      0                    0.25                    6.5 COEUR D'ALENE          ID                                       83815 PUD                                    134100                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   11.5                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G01                                                   416954.68                2084.77                    360                     357                   5.41                   0.34                      0                    0.25                      6 SILVER SPRING          MD                                       20906 Single Family                          417000                20060401            89.09999847 Radian Guaranty                      1.00E+17                    2.75               20110301                     11                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360301 ADN1
GIII                     G03                                                      480000                2700.00                    360                     359                    6.5                      0                      0                    0.25                   6.75 SAN DIEGO              CA                                       92110 Single Family                          480000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  11.75                   2.16                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GII                      G03                                                     1610000                9391.67                    360                     358                  6.625                      0                      0                   0.375                      7 The Woodlands WAYS     TX                                       77382 PUD                                   1610000                20060501                     70 No MI                                                            2.25               20110401                     12                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GIII                     G02                                                      260000                1408.33                    360                     359                   6.25                      0                      0                    0.25                    6.5 HOWEY IN THE HILLS     FL                                       34737 Condominium                            260000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   11.5                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G01                                                     1610000               10397.92                    360                     359                    7.5                      0                      0                    0.25                   7.75 MISSION VIEJO          CA                                       92692 PUD                                   1610000                20060601            55.52000046 No MI                                1.00E+17                    2.25               20110501                  12.75                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G01                                                   554588.11                3880.64                    360                     359                   7.25                      0                      0                    0.25                    7.5 NORWALK                CT                                        6854 2-4 Family                             555000                20060601            78.72000122 No MI                                1.00E+17                    2.25               20110501                   12.5                      2                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G02                                                      211386                1167.03                    360                     359                  6.375                      0                      0                    0.25                  6.625 LAKE WORTH             FL                                       33463 Condominium                            211386                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.625                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GIII                     G01                                                      183677                 899.25                    360                     359                  5.625                      0                      0                    0.25                  5.875 LOVELAND               CO                                       80537 PUD                                    183677                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 10.875                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G02                                                      137480                 887.89                    360                     358                  7.375                      0                      0                   0.375                   7.75 Las Vegas              NV                                       89117 PUD                                    137480                20060501                     70 No MI                                                            2.25               20110401                  12.75                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GIII                     G03                                                      636025                3445.14                    360                     359                   6.25                      0                      0                    0.25                    6.5 WHITE PLAINS           NY                                       10605 Single Family                          636025                20060601                     95 Radian Guaranty                      1.00E+17                    2.25               20110501                   11.5                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G02                                                      312107                1690.58                    360                     358                   6.25                      0                      0                    0.25                    6.5 ESCONDIDO              CA                                       92025 Condominium                            312107                20060501            79.01000214 No MI                                1.00E+17                    2.25               20110401                   11.5                      2                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 ADN1
GI                       G03                                                      806000                4953.54                    360                     358                      7                      0                      0                   0.375                  7.375 Long Beach             CA                                       90803 2-4 Family                             806000                20060501                     65 No MI                                1.00E+17                    2.25               20110401                 12.375                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G03                                                   219359.48                1348.15                    360                     358                      7                      0                      0                   0.375                  7.375 LEXINGTON              KY                                       40509 Single Family                          219360                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      298496                2083.25                    360                     358                      8                      0                      0                   0.375                  8.375 Bay Shore              NY                                       11706 Single Family                          298496                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      180000                 937.50                    360                     358                  5.875                      0                      0                   0.375                   6.25 WESLEY CHAPEL          FL                                       33543 PUD                                    180000                20060501                     80 No MI                                1.00E+17                   2.375               20080401                  11.25                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      24 N                                    20360401 AFL2
GI                       G02                                                    97995.03                 703.04                    360                     358                  7.375                      0                      0                   0.375                   7.75 Katy                   TX                                       77449 PUD                                     98134                20060501                     75 No MI                                1.00E+17                    2.25               20110401                  12.75                      2                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 AFL2
GIII                     G02                                                      232000                1256.67                    360                     358                   6.25                      0                      0                    0.25                    6.5 WALKERSVILLE           MD                                       21793 Single Family                          232000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   11.5                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G02                                                      106900                 701.53                    360                     358                    7.5                      0                      0                   0.375                  7.875 BERTHOUD               CO                                       80513 Single Family                          106900                20060501            76.91000366 No MI                                1.00E+17                    2.25               20110401                 12.875                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                   205852.71                1549.49                    360                     357                  7.875                      0                      0                   0.375                   8.25 Kissimmee              FL                                       34741 Single Family                          206250                20060401                     75 No MI                                1.00E+17                    2.25               20110301                  13.25                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G02                                                      369214                2384.51                    360                     358                  7.375                      0                      0                   0.375                   7.75 NORTHVILLE             MI                                       48168 Single Family                          369214                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                    83895.22                 638.46                    360                     358                      8                      0                      0                   0.375                  8.375 NAUGATUCK              CT                                        6770 Condominium                             84000                20060501                     80 No MI                                                            2.25               20110401                 13.375                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GIII                     G03                                                      519910                3032.81                    360                     359                   6.75                      0                      0                    0.25                      7 MILPITAS               CA                                       95035 Single Family                          519910                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     12                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G01                                                   159342.68                 946.46                    360                     356                  5.135                   0.49                      0                    0.25                  5.875 SOUTHWICK              MA                                        1077 Single Family                          160000                20060301            86.48999786 Republic MIC                         1.00E+17                   2.875               20110201                 11.875                      2                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360201 ADN1
GI                       G03                                                       92800                 580.00                    360                     360                  7.125                      0                      0                   0.375                    7.5 CHARLOTTE              NC                                       28214 Townhouse                               92800                20060701                     80 No MI                                                            2.25               20110601                   12.5                  2.135                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GI                       G02                                                      116227                 762.74                    360                     358                    7.5                      0                      0                   0.375                  7.875 Fort Worth             TX                                       76131 PUD                                    116227                20060501            74.56999969 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G01                                                      268800                1400.00                    360                     358                  5.875                      0                      0                   0.375                   6.25 Pueblo                 CO                                       81007 Single Family                          268800                20060501                     80 No MI                                1.00E+17                    2.25               20090401                  12.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      36 N                                    20360401 WALN
GIII                     G03                                                      465000                2760.94                    360                     359                  6.875                      0                      0                    0.25                  7.125 HAYWARD                CA                                       94544 Single Family                          465000                20060601                     75 No MI                                1.00E+17                    2.25               20110501                 12.125                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G02                                                      167250                1132.42                    360                     358                   7.75                      0                      0                   0.375                  8.125 Redding                CA                                       96001 Single Family                          167250                20060501                     75 No MI                                1.00E+17                    2.25               20110401                 13.125                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G01                                                      229600                1100.17                    360                     358                  5.375                      0                      0                   0.375                   5.75 TOWSON                 MD                                       21286 Single Family                          229600                20060501                     80 No MI                                1.00E+17                    2.25               20090401                  11.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      36 N                                    20360401 AFL2
GIII                     G03                                                      452000                2542.50                    360                     359                    6.5                      0                      0                    0.25                   6.75 LOS BANOS              CA                                       93635 Single Family                          452000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  11.75                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G03                                                      184000                1150.00                    360                     357                  7.125                      0                      0                   0.375                    7.5 EAGAN                  MN                                       55122 Single Family                          184000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                   12.5                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GIII                     G03                                                      577500                3368.75                    360                     359                   6.75                      0                      0                    0.25                      7 SANTA CLARA            CA                                       95050 2-4 Family                             577500                20060601                     70 No MI                                1.00E+17                    2.25               20110501                     12                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GII                      G02                                                      125000                 690.10                    360                     359                   6.25                      0                      0                   0.375                  6.625 Fairfield              CA                                       94533 Single Family                          125000                20060601            29.40999985 No MI                                1.00E+17                    2.25               20110501                 11.625                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      137600                 888.67                    360                     360                  7.375                      0                      0                   0.375                   7.75 Springville            UT                                       84663 Single Family                          137600                20060701                     80 No MI                                1.00E+17                    2.25               20110601                  12.75                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360601 AFL2
GI                       G02                                                       95600                 657.25                    360                     359                  7.875                      0                      0                   0.375                   8.25 Spokane                WA                                       99208 2-4 Family                              95600                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  13.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G03                                                      260625                1547.46                    360                     358                   6.75                      0                      0                   0.375                  7.125 HAMPSTEAD              MD                                       21074 Single Family                          260625                20060501                     75 No MI                                1.00E+17                    2.25               20110401                 12.125                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GIII                     G03                                                      618400                3220.83                    360                     359                      6                      0                      0                    0.25                   6.25 HERCULES               CA                                       94547 Single Family                          618400                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  11.25                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G02                                                      283200                2035.50                    360                     360                   8.25                      0                      0                   0.375                  8.625 EVERGREEN              CO                                       80439 2-4 Family                             283200                20060701                     80 No MI                                1.00E+17                    2.25               20110601                 13.625                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GI                       G02                                                      357800                2534.42                    360                     358                  8.125                      0                      0                   0.375                    8.5 LAGUNA NIGUEL          CA                                       92677 Condominium                            357800                20060501                     80 No MI                                1.00E+17                   2.375               20080401                   13.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      24 N                                    20360401 AFL2
GIII                     G03                                                      632400                3425.50                    360                     359                   6.25                      0                      0                    0.25                    6.5 SEATTLE                WA                                       98112 Single Family                          632400                20060601            42.15999985 No MI                                1.00E+17                    2.25               20110501                   11.5                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G03                                                      169600                1060.00                    360                     360                  7.125                      0                      0                   0.375                    7.5 Goodyear               AZ                                       85338 PUD                                    169600                20060701                     80 No MI                                1.00E+17                    2.25               20110601                   12.5                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GIII                     G03                                                      623000                3374.58                    360                     359                   6.25                      0                      0                    0.25                    6.5 YUCCA VALLEY           CA                                       92284 Single Family                          623000                20060601            78.86000061 No MI                                1.00E+17                    2.25               20110501                   11.5                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GIII                     G02                                                   124420.03                 725.78                    360                     358                   6.75                      0                      0                    0.25                      7 HOMESTEAD              FL                                       33033 Condominium                         124420.03                20060501                     80 No MI                                1.00E+17                    2.25               20110401                     12                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 ADN1
GI                       G01                                                      132720                 829.50                    360                     358                   7.25                      0                      0                    0.25                    7.5 MIAMI BEACH            FL                                       33141 Condominium                            132720                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 ADN1
GIII                     G03                                                      544000                2833.33                    360                     359                      6                      0                      0                    0.25                   6.25 OCEANSIDE              CA                                       92056 PUD                                    544000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  11.25                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G01                                                      520000                3141.67                    360                     359                      7                      0                      0                    0.25                   7.25 LOUISVILLE             TN                                       37777 Single Family                          520000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.25                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G03                                                      504000                3097.50                    360                     358                      7                      0                      0                   0.375                  7.375 Elk Grove              CA                                       95758 Single Family                          504000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.375                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G03                                                      176000                1081.67                    360                     358                      7                      0                      0                   0.375                  7.375 Glendale               AZ                                       85306 Single Family                          176000                20060501            62.86000061 No MI                                1.00E+17                    2.25               20110401                 12.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G03                                                       97200                 597.38                    360                     360                      7                      0                      0                   0.375                  7.375 JEFFERSONVILLE         IN                                       47130 Single Family                           97200                20060701                     80 No MI                                1.00E+17                    2.25               20110601                 12.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GI                       G02                                                    95880.24                 729.67                    360                     358                      8                      0                      0                   0.375                  8.375 Saint Louis            MO                                       63107 2-4 Family                              96000                20060501                     80 No MI                                                            2.25               20110401                 13.375                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      148000                1094.58                    360                     359                    8.5                      0                      0                   0.375                  8.875 Miami                  FL                                       33174 Condominium                            148000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 14.875                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G03                                                   235999.99                1475.00                    360                     358                  7.125                      0                      0                   0.375                    7.5 Phoenix                AZ                                       85015 Single Family                          236000                20060501            79.73000336 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GIII                     G02                                                      179280                1064.47                    360                     358                  6.875                      0                      0                    0.25                  7.125 ORLANDO                FL                                       32821 Condominium                            179280                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.125                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 ADN1
GIII                     G01                                                      213736                1113.21                    360                     359                      6                      0                      0                    0.25                   6.25 MABLETON               GA                                       30126 PUD                                    213736                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  11.25                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G01                                                    64751.35                 400.22                    360                     356                      6                      0                      0                    0.25                   6.25 TRENTON                NJ                                        8611 Single Family                           65000                20060301            70.65000153 No MI                                1.00E+17                    2.25               20110201                  11.25                      2                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360201 ADN1
GII                      G03                                                      346750                2094.95                    360                     360                  6.875                      0                      0                   0.375                   7.25 Las Vegas              NV                                       89109 Single Family                          347200                20060701                     80 No MI                                1.00E+17                    2.25               20110601                  12.25                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GI                       G02                                                      170400                1207.00                    360                     360                  8.125                      0                      0                   0.375                    8.5 OAK GROVE              MO                                       64075 Single Family                          170400                20060701                     80 No MI                  SD1239                                    2.25               20110601                   13.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GII                      G02                                                   308434.22                2002.22                    360                     359                  6.375                      0                      0                   0.375                   6.75 ANTHEM                 AZ                                       85086 PUD                                    308700                20060601                     70 No MI                                1.00E+17                    2.25               20110501                  11.75                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                   159392.96                1143.53                    360                     358                  7.375                      0                      0                   0.375                   7.75 Houston                TX                                       77094 Single Family                          159619                20060501                     75 No MI                                1.00E+17                    2.25               20110401                  12.75                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G01                                                      277500                1734.38                    360                     358                   7.25                      0                      0                    0.25                    7.5 NASHVILLE              TN                                       37205 Condominium                            277500                20060501                     75 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G02                                                      320000                2133.33                    360                     357                  7.625                      0                      0                   0.375                      8 Denver                 CO                                       80206 Condominium                            320000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                     13                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GI                       G03                                                   347099.76                2169.37                    360                     358                  7.125                      0                      0                   0.375                    7.5 Alexandria             VA                                       22304 Single Family                          347500                20060501            79.88999939 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G01                                                      487000                3398.85                    360                     359                      8                      0                      0                   0.375                  8.375 Antioch                CA                                       94531 Single Family                          487000                20060601            79.98999786 No MI                                1.00E+17                    2.25               20110501                 13.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      190500                1349.37                    360                     359                  8.125                      0                      0                   0.375                    8.5 Kansas City            MO                                       64156 Single Family                          190500                20060601                     75 No MI                                1.00E+17                    2.25               20110501                   13.5                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G01                                                    282375.2                2052.31                    360                     358                  6.795                   0.83                      0                    0.25                  7.875 OCEAN ISLE BEACH       NC                                       28469 Condominium                            283050                20060501                     90 Republic MIC                         1.00E+17                    3.25               20110401                 12.875                  1.875                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 ADN1
GII                      G02                                                      260000                1516.67                    360                     359                  6.625                      0                      0                   0.375                      7 Riverside              CA                                       92507 Single Family                          260000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     12                   2.17                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 WALN
GIII                     G02                                                      138320                 749.23                    360                     359                   6.25                      0                      0                    0.25                    6.5 OPA LOCKA              FL                                       33056 Condominium                            138320                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   11.5                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G01                                                      492800                3182.67                    360                     357                  7.375                      0                      0                   0.375                   7.75 SILVER SPRING          MD                                       20902 PUD                                    492800                20060401                     80 No MI                                1.00E+17                    2.25               20110301                  13.75                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GIII                     G02                                                      125600                 732.67                    360                     357                   6.75                      0                      0                    0.25                      7 TALLAHASSEE            FL                                       32303 PUD                                    125600                20060401                     80 No MI                                1.00E+17                    2.25               20110301                     12                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360301 ADN1
GII                      G01                                                      123750                 592.97                    360                     358                  5.375                      0                      0                   0.375                   5.75 Monroe                 OH                                       45050 Single Family                          123750                20060501                     75 No MI                                1.00E+17                    2.25               20090401                  11.75                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      36 N                                    20360401 AFL2
GII                      G03                                                      448968                2572.21                    360                     358                    6.5                      0                      0                   0.375                  6.875 Las Vegas              NV                                       89131 PUD                                    448968                20060501                     70 No MI                                1.00E+17                    2.25               20110401                 11.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GIII                     G02                                                    327110.1                1737.77                    360                     356                  6.125                      0                      0                    0.25                  6.375 BROOKHAVEN TOWNSHIP    NY                                       11934 Single Family                          328000                20060301                  51.25 No MI                                1.00E+17                    2.25               20110201                 11.375                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360201 ADN1
GIII                     G01                                                       63200                 309.42                    360                     356                  5.625                      0                      0                    0.25                  5.875 COCHRAN                GA                                       31014 Single Family                           63200                20060301                     80 No MI                                1.00E+17                    2.25               20110201                 10.875                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360201 ADN1
GII                      G02                                                   255790.15                1703.18                    360                     359                  6.625                      0                      0                   0.375                      7 DEDHAM                 MA                                        2026 Single Family                          256000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     13                      2                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G01                                                      232000                1135.83                    360                     358                    5.5                      0                      0                   0.375                  5.875 LAS VEGAS              NV                                       89107 Single Family                          232000                20060501                     80 No MI                                1.00E+17                    2.25               20090401                 11.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      36 N                                    20360401 AFL2
GI                       G02                                                      247500                1495.31                    360                     357                  6.875                      0                      0                   0.375                   7.25 Saint Paul             MN                                       55104 2-4 Family                             247500                20060401                     75 No MI                                1.00E+17                    2.25               20160301                  12.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                     120 N                                    20360301 AFL2
GII                      G02                                                      276000                1581.25                    360                     357                    6.5                      0                      0                   0.375                  6.875 ALEXANDRIA             VA                                       22309 PUD                                    276000                20060401                     80 No MI                                                            2.25               20110301                 11.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GI                       G03                                                      226000                1412.50                    360                     359                  7.125                      0                      0                   0.375                    7.5 Middleboro             MA                                        2344 Single Family                          226000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   12.5                    2.5                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 WALN
GII                      G01                                                      188000                1057.50                    360                     358                  6.375                      0                      0                   0.375                   6.75 Annapolis              MD                                       21403 Condominium                            188000                20060501                     80 No MI                                1.00E+17                     2.5               20090401                  12.75                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      36 N                                    20360401 AFL2
GI                       G03                                                      220000                1375.00                    360                     360                  7.125                      0                      0                   0.375                    7.5 KANEOHE                HI                                       96744 Condominium                            220000                20060701                     80 No MI                                1.00E+17                    2.25               20110601                   12.5                  2.125                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GII                      G03                                                      113120                 683.43                    360                     360                  6.875                      0                      0                   0.375                   7.25 Henderson              NV                                       89015 Condominium                            113120                20060701                     80 No MI                                1.00E+17                    2.25               20110601                  12.25                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GI                       G02                                                      108000                 708.75                    360                     358                    7.5                      0                      0                   0.375                  7.875 ATLANTA                GA                                       30316 Single Family                          108000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      119200                 782.25                    360                     359                    7.5                      0                      0                   0.375                  7.875 DENVER                 CO                                       80239 Condominium                            119200                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G03                                                      281600                1760.00                    360                     359                  7.125                      0                      0                   0.375                    7.5 Richmond               CA                                       94804 Single Family                          281600                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   12.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G03                                                      220000                1375.00                    360                     358                  7.125                      0                      0                   0.375                    7.5 Fairfax                VA                                       22031 Condominium                            220000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G01                                                      397600                2029.42                    360                     358                   5.75                      0                      0                   0.375                  6.125 Marietta               GA                                       30064 Single Family                          397600                20060501                     80 No MI                                1.00E+17                    2.25               20090401                 12.125                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      36 N                                    20360401 AFL2
GI                       G02                                                    54566.92                 419.83                    360                     359                  8.125                      0                      0                   0.375                    8.5 SAINT LOUIS            MO                                       63114 Single Family                           54600                20060601                     70 No MI                                1.00E+17                    2.25               20110501                   13.5                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G03                                                   185823.52                1145.23                    360                     359                  5.875                      0                      0                   0.375                   6.25 WHEAT RIDGE            CO                                       80033 Single Family                          186000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  11.25                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      264000                1760.00                    360                     358                  7.625                      0                      0                   0.375                      8 Centreville            VA                                       20120 PUD                                    264000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                     13                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G03                                                   247961.85                1498.10                    360                     358                  6.875                      0                      0                   0.375                   7.25 Alexandria             VA                                       22312 Condominium                            248000                20060501                     80 No MI                                1.00E+17                     2.5               20110401                  13.25                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G03                                                      490000                3011.46                    360                     359                      7                      0                      0                   0.375                  7.375 San Jose               CA                                       95123 Single Family                          490000                20060601            64.05000305 No MI                                1.00E+17                    2.25               20110501                 12.375                  2.125                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GIII                     G02                                                      398000                2363.13                    360                     360                  6.875                      0                      0                    0.25                  7.125 CHICAGO                IL                                       60618 2-4 Family                             398000                20060701            79.59999847 No MI                                1.00E+17                    2.25               20110601                 12.125                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 ADN1
GI                       G01                                                      204000                1232.50                    360                     359                      7                      0                      0                    0.25                   7.25 AVONDALE               AZ                                       85323 PUD                                    204000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.25                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G02                                                      100000                 531.25                    360                     360                  6.125                      0                      0                    0.25                  6.375 PHILADELPHIA           PA                                       19154 Condominium                            100000                20060701            71.43000031 No MI                                1.00E+17                    2.25               20110601                 11.375                      2                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 ADN1
GIII                     G02                                                      300000                1995.91                    360                     360                   6.75                      0                      0                    0.25                      7 OKLAHOMA CITY          OK                                       73142 PUD                                    300000                20060701            62.56999969 No MI                                1.00E+17                    2.25               20110601                     12                      2                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360601 ADN1
GIII                     G02                                                      180000                1012.50                    360                     360                    6.5                      0                      0                    0.25                   6.75 LEHI                   UT                                       84043 Single Family                          180000                20060701                     80 No MI                                1.00E+17                    2.25               20110601                  11.75                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 ADN1
GIII                     G02                                                      400000                2375.00                    360                     360                  6.875                      0                      0                    0.25                  7.125 NORTH HOLLYWOOD/LOS ANGCA                                       91605 Single Family                          400000                20060701            66.12000275 No MI                                1.00E+17                    2.25               20110601                 12.125                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360601 ADN1
GIII                     G02                                                      465000                2712.50                    360                     360                   6.75                      0                      0                    0.25                      7 LONG BEACH             CA                                       90813 2-4 Family                             465000                20060701                     75 No MI                                1.00E+17                    2.25               20110601                     12                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360601 ADN1
GIII                     G02                                                      138400                 764.08                    360                     359                  6.375                      0                      0                    0.25                  6.625 LAS VEGAS              NV                                       89128 Condominium                            138400                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.625                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GII                      G01                                                      325314                1829.89                    360                     358                  6.375                      0                      0                   0.375                   6.75 Beaumont               CA                                       92223 Single Family                          325314                20060501                     80 No MI                                1.00E+17                    2.25               20090401                  12.75                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      36 N                                    20360401 AFL2
GI                       G01                                                   385549.24                2659.26                    360                     311                    6.5                      0                      0                    0.25                   6.75 CENTERVILLE            VA                                       20120 Single Family                          410000                20020601            72.56999969 No MI                                                           2.875               20090501                  12.75                    2.5                       2 First Lien                                    N                                            0 No_PP                                     360                      84 N                                    20320501 CALA
GI                       G02                                                      169600                1095.33                    360                     359                  7.375                      0                      0                   0.375                   7.75 San Antonio            TX                                       78209 Single Family                          169600                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  13.75                  2.625                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                   139998.75                 918.74                    360                     359                    7.5                      0                      0                   0.375                  7.875 WEST CHESTER           OH                                       45069 Single Family                          140000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                       54000                 376.88                    360                     357                      8                      0                      0                   0.375                  8.375 Baltimore              MD                                       21213 PUD                                     54000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 13.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GII                      G03                                                      544000                2946.67                    360                     357                  6.125                      0                      0                   0.375                    6.5 ENCINITAS              CA                                       92007 Single Family                          544000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                   11.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GII                      G02                                                      208000                1191.67                    360                     357                    6.5                      0                      0                   0.375                  6.875 Annapolis              MD                                       21403 Condominium                            208000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 11.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GIII                     G01                                                   129175.47                 605.51                    360                     357                  5.375                      0                      0                    0.25                  5.625 NAMPA                  ID                                       83686 PUD                                    129200                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 10.625                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360301 ADN1
GI                       G02                                                    53932.64                 410.44                    360                     358                      8                      0                      0                   0.375                  8.375 Houston                TX                                       77053 PUD                                     54000                20060501                     75 No MI                                1.00E+17                    2.25               20110401                 13.375                      2                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 AFL2
GIII                     G02                                                   201280.71                1090.27                    360                     358                   6.25                      0                      0                    0.25                    6.5 TAMARAC                FL                                       33321 PUD                                    201300                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   11.5                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G02                                                    172127.5                1165.45                    360                     358                   7.75                      0                      0                   0.375                  8.125 MONUMENT               CO                                       80132 PUD                                    172139                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.125                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                       70000                 501.49                    360                     360                  7.375                      0                      0                   0.375                   7.75 SAN ANGELO             TX                                       76901 Single Family                           70000                20060701                     80 No MI                                1.00E+17                    2.25               20110601                  12.75                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360601 AFL2
GI                       G03                                                       80000                 500.00                    360                     358                  7.125                      0                      0                   0.375                    7.5 Winston Salem          NC                                       27106 Single Family                           80000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                      219200                1233.00                    360                     357                  6.375                      0                      0                   0.375                   6.75 CHANDLER               AZ                                       85226 Single Family                          219200                20060401                     80 No MI                                1.00E+17                    2.25               20110301                  11.75                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G01                                                      475200                3069.00                    360                     360                  7.375                      0                      0                   0.375                   7.75 Oxnard                 CA                                       93033 Single Family                          475200                20060701                     80 No MI                                1.00E+17                    2.25               20110601                  12.75                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GI                       G02                                                      280780                1959.61                    360                     358                      8                      0                      0                   0.375                  8.375 MORENO VALLEY          CA                                       92557 Single Family                          280780                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G03                                                      164380                 976.01                    360                     358                   6.75                      0                      0                   0.375                  7.125 ROSWELL                GA                                       30076 Single Family                          164380                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.125                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                    104791.4                 751.80                    360                     358                  7.375                      0                      0                   0.375                   7.75 Katy                   TX                                       77449 PUD                                    104940                20060501                     75 No MI                                1.00E+17                    2.25               20110401                  12.75                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      109600                 696.42                    360                     360                   7.25                      0                      0                   0.375                  7.625 GREELEY                CO                                       80634 Single Family                          109600                20060701                     80 No MI                                1.00E+17                    2.25               20110601                 12.625                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GI                       G03                                                    205367.2                1422.79                    360                     356                      7                      0                      0                   0.375                  7.375 Chicago                IL                                       60651 2-4 Family                             206000                20060301                     80 No MI                                1.00E+17                    2.25               20110201                 12.375                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360201 AFL2
GI                       G02                                                   131822.27                 968.57                    360                     358                  7.625                      0                      0                   0.375                      8 Dallas                 TX                                       75214 Single Family                          132000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                     13                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      267200                1781.33                    360                     353                  7.625                      0                      0                   0.375                      8 GAITHERSBURG           MD                                       20879 PUD                                    267200                20051201                     80 No MI                                1.00E+17                    2.25               20101101                     13                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20351101 AFL2
GI                       G01                                                      474874                3215.29                    360                     358                   7.75                      0                      0                   0.375                  8.125 RENO                   NV                                       89523 Single Family                          474874                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.125                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GIII                     G01                                                   368789.75                2217.74                    360                     357                   5.26                   0.49                      0                    0.25                      6 ELK GROVE              CA                                       95758 Single Family                          369900                20060401                     90 Republic MIC                         1.00E+17                   2.875               20110301                     12                  1.875                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360301 ADN1
GII                      G03                                                      312000                1852.50                    360                     357                   6.75                      0                      0                   0.375                  7.125 Emeryville             CA                                       94608 Condominium                            312000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 12.125                  2.135                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360301 AFL2
GIII                     G01                                                      242400                1237.25                    360                     359                  5.875                      0                      0                    0.25                  6.125 PRESCOTT VALLEY        AZ                                       86314 PUD                                    242400                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.125                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G02                                                      170000                 903.13                    360                     359                  6.125                      0                      0                    0.25                  6.375 PRESCOTT               AZ                                       86301 PUD                                    170000                20060601            55.56999969 No MI                                1.00E+17                    2.25               20110501                 11.375                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G01                                                      600000                3625.00                    360                     359                      7                      0                      0                    0.25                   7.25 IRVINE                 CA                                       92603 Condominium                            600000                20060601            64.86000061 No MI                                1.00E+17                    2.25               20110501                  12.25                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G03                                                      288000                1470.00                    360                     359                  5.875                      0                      0                    0.25                  6.125 PARK CITY              UT                                       84098 Condominium                            288000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.125                      2                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GIII                     G03                                                      938600                4595.23                    360                     359                  5.625                      0                      0                    0.25                  5.875 SAN DIEGO              CA                                       92127 PUD                                    938600                20060601            63.41999817 No MI                                1.00E+17                    2.25               20110501                 10.875                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G01                                                   110278.01                 574.48                    360                     358                      6                      0                      0                    0.25                   6.25 OLATHE                 KS                                       66061 Single Family                          110400                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  11.25                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G03                                                      716000                4176.67                    360                     359                   6.75                      0                      0                    0.25                      7 SANTA YNEZ             CA                                       93460 Single Family                          716000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     12                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GII                      G03                                                      139223                 797.63                    360                     359                    6.5                      0                      0                   0.375                  6.875 Middleburg             FL                                       32068 PUD                                    139223                20060601                     70 No MI                                1.00E+17                    2.25               20110501                 12.875                      2                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GIII                     G03                                                      592000                3083.33                    360                     359                      6                      0                      0                    0.25                   6.25 SANTA CLARITA          CA                                       91350 Single Family                          592000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  11.25                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G03                                                      497121                3020.56                    360                     360                  5.875                      0                      0                    0.25                  6.125 HOBE SOUND             FL                                       33455 PUD                                    497121                20060701            31.06999969 No MI                                1.00E+17                    2.25               20110601                 11.125                      2                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360601 ADN1
GIII                     G01                                                      122800                 601.21                    360                     359                  5.625                      0                      0                    0.25                  5.875 GRIFFIN                GA                                       30224 PUD                                    122800                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 10.875                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G01                                                      612000                3697.50                    360                     359                      7                      0                      0                    0.25                   7.25 VENICE                 FL                                       34293 Single Family                          612000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.25                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GII                      G03                                                      151120                 865.79                    360                     359                    6.5                      0                      0                   0.375                  6.875 Arlington              WA                                       98223 Condominium                            151120                20060601                     80 No MI                                1.00E+17                    2.75               20110501                 12.875                      2                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GIII                     G03                                                      568800                3081.00                    360                     359                   6.25                      0                      0                    0.25                    6.5 LAS VEGAS              NV                                       89131 PUD                                    568800                20060601            79.98999786 No MI                                1.00E+17                    2.25               20110501                   11.5                  2.375                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GII                      G03                                                   155063.06                 993.77                    360                     359                   6.25                      0                      0                   0.375                  6.625 Thompsons Station      TN                                       37179 PUD                                    155200                20060601                     80 No MI                                1.00E+17                    2.75               20110501                 12.625                      2                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 AFL2
GIII                     G01                                                      164000                 854.17                    360                     359                      6                      0                      0                    0.25                   6.25 CATHEDRAL CITY         CA                                       92234 Single Family                          164000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  11.25                  2.375                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G03                                                      521850                2554.89                    360                     359                  5.625                      0                      0                    0.25                  5.875 NORTH LAS VEGAS        NV                                       89084 PUD                                    521850                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 10.875                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G03                                                      440000                2750.00                    360                     358                  7.125                      0                      0                   0.375                    7.5 SAN JOSE               CA                                       95133 Condominium                            440000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                  2.375                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G01                                                      280000                1925.00                    360                     358                  7.875                      0                      0                   0.375                   8.25 Edgewater              MD                                       21037 Single Family                          280000                20060501                     80 No MI                                1.00E+17                     2.5               20090401                  14.25                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      36 N                                    20360401 AFL2
GII                      G02                                                      215000                1164.58                    360                     358                  6.125                      0                      0                   0.375                    6.5 Modesto                CA                                       95351 Single Family                          215000                20060501            61.43000031 No MI                                1.00E+17                    2.25               20110401                   11.5                  2.125                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      220176                1444.91                    360                     358                    7.5                      0                      0                   0.375                  7.875 Fairburn               GA                                       30213 PUD                                    220176                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      205640                1413.78                    360                     360                  7.875                      0                      0                   0.375                   8.25 WESLEY CHAPEL          FL                                       33544 PUD                                    205640                20060701                     80 No MI                                1.00E+17                    2.25               20110601                  13.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GI                       G02                                                      159145                1044.39                    360                     358                    7.5                      0                      0                   0.375                  7.875 Atlanta                GA                                       30331 PUD                                    159145                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                     59158.5                 429.24                    360                     359                    7.5                      0                      0                   0.375                  7.875 WARREN                 OH                                       44483 Single Family                           59200                20060601                     80 No MI                                1.00E+17                    2.25               20130501                 12.875                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      84 N                                    20360501 AFL2
GI                       G03                                                       74274                 456.48                    360                     359                      7                      0                      0                   0.375                  7.375 WESTON                 ID                                       83286 Single Family                           74274                20060601                     80 No MI                                                            2.25               20110501                 12.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G02                                                      179568                1047.48                    360                     358                  6.625                      0                      0                   0.375                      7 Atlanta                GA                                       30331 PUD                                    179568                20060501                     80 No MI                                1.00E+17                    2.25               20110401                     12                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GIII                     G03                                                      400000                2812.50                    360                     359                    6.5                      0                      0                    0.25                   6.75 OLYMPIC VALLEY         CA                                       96146 Condominium                            500000                20060601            71.94000244 No MI                                1.00E+17                    2.25               20110501                  11.75                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G01                                                      164149                1043.03                    360                     359                   7.25                      0                      0                   0.375                  7.625 FAIRBURN               GA                                       30213 PUD                                    164149                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.625                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G01                                                      650000                4062.50                    360                     359                   7.25                      0                      0                    0.25                    7.5 LOS ANGELES            CA                                       90066 Single Family                          650000                20060601            77.94000244 No MI                                1.00E+17                    2.25               20110501                   12.5                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G01                                                     1890000               12206.25                    360                     358                    7.5                      0                      0                    0.25                   7.75 TRUCKEE                CA                                       96161 PUD                                   1890000                20060501                     70 No MI                                1.00E+17                    2.25               20110401                  12.75                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G03                                                   421187.95                2456.93                    360                     358                   6.75                      0                      0                    0.25                      7 REDLANDS               CA                                       92374 Single Family                          421191                20060501                     80 No MI                                1.00E+17                    2.25               20110401                     12                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G01                                                      528000                3795.00                    360                     359                   8.25                      0                      0                   0.375                  8.625 La Canada Flintridge   CA                                       91011 Single Family                          528000                20060601                     80 No MI                                                            2.25               20110501                 13.625                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 WALN
GI                       G02                                                      174962                1148.19                    360                     359                    7.5                      0                      0                   0.375                  7.875 ANOKA                  MN                                       55303 Single Family                          174962                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GIII                     G02                                                      231200                1228.25                    360                     358                  6.125                      0                      0                    0.25                  6.375 AUSTIN                 TX                                       78751 2-4 Family                             231200                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.375                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 ADN1
GIII                     G03                                                     1190000                6693.75                    360                     359                    6.5                      0                      0                    0.25                   6.75 BEVERLY HILLS          CA                                       90210 Single Family                         1190000                20060601                     70 No MI                                1.00E+17                    2.25               20110501                  11.75                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G02                                                       89600                 644.00                    360                     359                   8.25                      0                      0                   0.375                  8.625 Waldon                 AR                                       72958 Single Family                           89600                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.625                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G03                                                      173050                1081.56                    360                     358                  7.125                      0                      0                   0.375                    7.5 BEAVERTON              OR                                       97006 PUD                                    173050                20060501            69.98999786 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G01                                                   148490.14                1027.17                    360                     358                  7.125                      0                      0                    0.25                  7.375 HERNDON                VA                                       20171 Condominium                            148720                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.375                  1.875                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G03                                                      500000                3437.50                    360                     359                      8                      0                      0                    0.25                   8.25 RIVER EDGE             NJ                                        7661 Single Family                          500000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  13.25                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G02                                                      207780                1125.48                    360                     359                   6.25                      0                      0                    0.25                    6.5 HENDERSON              NV                                       89015 PUD                                    207780                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   11.5                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GIII                     G03                                                      511200                2502.75                    360                     359                  5.625                      0                      0                    0.25                  5.875 WATSONVILLE            CA                                       95076 Single Family                          511200                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 10.875                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G01                                                      149350                 948.99                    360                     359                   7.25                      0                      0                   0.375                  7.625 HAMPTON                GA                                       30228 PUD                                    149350                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.625                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G01                                                      141328                 868.58                    360                     358                  7.125                      0                      0                    0.25                  7.375 LAS VEGAS              NV                                       89123 Condominium                            141328                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.375                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G03                                                      860000                5912.50                    360                     359                      8                      0                      0                    0.25                   8.25 MIAMI                  FL                                       33156 Single Family                          860000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  13.25                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G01                                                      442500                2811.72                    360                     360                   7.25                      0                      0                   0.375                  7.625 WASHINGTON             DC                                       20010 Single Family                          442500                20060701                     75 No MI                                1.00E+17                    2.25               20110601                 12.625                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GI                       G02                                                      255500                1676.72                    360                     358                    7.5                      0                      0                   0.375                  7.875 Saint Paul             MN                                       55104 Single Family                          255500                20060501                     70 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      131168                 888.12                    360                     358                   7.75                      0                      0                   0.375                  8.125 Locust Grove           GA                                       30248 PUD                                    131168                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.125                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G01                                                      420000                2712.50                    360                     359                  7.375                      0                      0                   0.375                   7.75 Rockville              MD                                       20853 Single Family                          420000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 WALN
GII                      G02                                                      130780                 762.88                    360                     358                  6.625                      0                      0                   0.375                      7 College Park           GA                                       30349 PUD                                    130780                20060501                     80 No MI                                1.00E+17                    2.25               20110401                     12                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                      162400                 862.75                    360                     358                      6                      0                      0                   0.375                  6.375 Louisville             KY                                       40245 Single Family                          162400                20060501                     80 No MI                                1.00E+17                    2.75               20110401                 12.375                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G03                                                      221360                1360.44                    360                     358                      7                      0                      0                   0.375                  7.375 Conyers                GA                                       30094 PUD                                    221360                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.375                  2.375                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      183882                1283.34                    360                     359                      8                      0                      0                   0.375                  8.375 Castle Rock            CO                                       80109 PUD                                    183882                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G03                                                      139200                 710.50                    360                     356                   5.75                      0                      0                   0.375                  6.125 Birmingham             AL                                       35243 Single Family                          139200                20060301                     80 No MI                                1.00E+17                    2.25               20110201                 11.125                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360201 AFL2
GII                      G03                                                      252000                1496.25                    360                     358                   6.75                      0                      0                   0.375                  7.125 Miami                  FL                                       33157 Single Family                          252000                20060501                     80 No MI                                1.00E+17                    2.75               20110401                 13.125                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GIII                     G02                                                      318400                1691.50                    360                     358                  6.125                      0                      0                    0.25                  6.375 EVERETT                WA                                       98203 2-4 Family                             318400                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.375                  2.375                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G01                                                      228600                1214.44                    360                     358                  5.635                   0.49                      0                    0.25                  6.375 LEHIGH ACRES           FL                                       33971 Single Family                          228600                20060501            87.91999817 Republic MIC                         1.00E+17                   2.875               20110401                 11.375                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G03                                                      623975                3575.00                    360                     359                  6.625                      0                      0                    0.25                  6.875 DAVIE                  FL                                       33330 Single Family                          624000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.875                  2.135                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G01                                                      133600                 640.17                    360                     359                    5.5                      0                      0                    0.25                   5.75 CHESTER                VA                                       23831 Single Family                          133600                20060601            63.02000046 No MI                                1.00E+17                    2.25               20110501                  10.75                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G02                                                      159150                 911.80                    360                     358                  6.625                      0                      0                    0.25                  6.875 NEWARK                 NJ                                        7106 Single Family                          159200                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.875                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G03                                                      340000                2125.00                    360                     360                  7.125                      0                      0                   0.375                    7.5 Gilbert                AZ                                       85296 PUD                                    340000                20060701                     80 No MI                                1.00E+17                    2.25               20110601                   12.5                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GI                       G03                                                      232000                1450.00                    360                     357                  7.125                      0                      0                   0.375                    7.5 Leesburg               VA                                       20175 PUD                                    232000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                   12.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GIII                     G02                                                      118500                 703.59                    360                     357                  6.875                      0                      0                    0.25                  7.125 LEESBURG               VA                                       20176 PUD                                    118500                20060401            79.95999908 No MI                                1.00E+17                    2.25               20110301                 12.125                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360301 ADN1
GI                       G03                                                      216400                1352.50                    360                     358                  7.125                      0                      0                   0.375                    7.5 MIAMI                  FL                                       33156 PUD                                    216400                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   13.5                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G03                                                      296000                1788.33                    360                     359                  6.875                      0                      0                   0.375                   7.25 Maricopa               AZ                                       85239 PUD                                    296000                20060601                     80 No MI                                1.00E+17                    2.75               20110501                  12.25                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                   109848.01                 826.84                    360                     357                  7.875                      0                      0                   0.375                   8.25 Garden City            MI                                       48135 Single Family                          110060                20060401                     80 No MI                                1.00E+17                    2.25               20110301                  13.25                  2.375                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G01                                                   226089.85                1436.61                    360                     357                  7.375                      0                      0                    0.25                  7.625 NEW PORT RICHEY        FL                                       34655 PUD                                    226600                20060401            79.98999786 No MI                                1.00E+17                    2.25               20110301                 12.625                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360301 ADN1
GI                       G03                                                      157950                 970.73                    360                     357                      7                      0                      0                   0.375                  7.375 Saint Louis            MO                                       63109 2-4 Family                             157950                20060401                     65 No MI                                1.00E+17                    2.25               20110301                 12.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GI                       G03                                                       74900                 460.32                    360                     357                      7                      0                      0                   0.375                  7.375 Byron                  GA                                       31008 Single Family                           74900                20060401                     70 No MI                                1.00E+17                    2.25               20110301                 12.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GII                      G03                                                     1312500                7929.69                    360                     357                  6.875                      0                      0                   0.375                   7.25 Lahaina                HI                                       96761 Single Family                         1312500                20060401            73.94000244 No MI                                1.00E+17                    2.25               20110301                  12.25                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GI                       G02                                                   249974.34                1814.99                    360                     358                    7.5                      0                      0                   0.375                  7.875 AVONDALE               MD                                       20782 Single Family                          250320                20060501                     80 No MI                                                            2.25               20110401                 13.875                  1.875                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G03                                                   457319.98                2429.51                    360                     355                      6                      0                      0                   0.375                  6.375 TRACY                  CA                                       95391 PUD                                    457320                20060201            79.59999847 No MI                                1.00E+17                    2.25               20110101                 11.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360101 AFL2
GI                       G02                                                    95997.42                 731.02                    360                     357                      8                      0                      0                   0.375                  8.375 San Antonio            TX                                       78244 PUD                                     96178                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 13.375                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360301 AFL2
GIII                     G02                                                      440000                2520.83                    360                     358                  6.625                      0                      0                    0.25                  6.875 FREDERICK              MD                                       21701 2-4 Family                             440000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.875                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 ADN1
GI                       G01                                                      284905                1721.30                    360                     359                      7                      0                      0                    0.25                   7.25 KILL DEVIL HILLS       NC                                       27948 Single Family                          284905                20060601                     95 Radian Guaranty                      1.00E+17                    2.25               20110501                  12.25                      2                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G03                                                      275200                1691.33                    360                     359                      7                      0                      0                   0.375                  7.375 Diamond Springs        CA                                       95619 Single Family                          275200                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.375                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 WALN
GII                      G03                                                      740000                4393.75                    360                     358                   6.75                      0                      0                   0.375                  7.125 SEASIDE                CA                                       93955 Single Family                          740000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.125                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G01                                                   239999.02                1349.99                    360                     357                  6.375                      0                      0                   0.375                   6.75 Madera                 CA                                       93637 Single Family                          240000                20060401                     80 No MI                                                            2.25               20090301                  12.75                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      36 N                                    20360301 AFL2
GII                      G03                                                      318497                1559.31                    360                     358                    5.5                      0                      0                   0.375                  5.875 HESPERIA               CA                                       92344 PUD                                    318497                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 10.875                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G03                                                    84305.92                 583.62                    360                     357                      7                      0                      0                   0.375                  7.375 Pensacola              FL                                       32526 Single Family                           84500                20060401                     65 No MI                                1.00E+17                    2.25               20110301                 12.375                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360301 AFL2
GII                      G03                                                      103920                 627.85                    360                     358                  6.875                      0                      0                   0.375                   7.25 TOOELE                 UT                                       84074 Condominium                            103920                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.25                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                      236550                1305.95                    360                     358                   6.25                      0                      0                   0.375                  6.625 Boca Raton             FL                                       33428 Condominium                            236550                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.625                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      143250                 999.77                    360                     359                      8                      0                      0                   0.375                  8.375 Aurora                 CO                                       80011 Single Family                          143250                20060601                     75 No MI                                1.00E+17                    2.25               20110501                 13.375                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      248305                1603.64                    360                     358                  7.375                      0                      0                   0.375                   7.75 Las Vegas              NV                                       89129 PUD                                    248305                20060501                     80 No MI                                1.00E+17                   2.375               20080401                  12.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      24 N                                    20360401 AFL2
GIII                     G02                                                   243907.48                1547.31                    360                     356                   6.25                      0                      0                    0.25                    6.5 CHARLESTOWN            MA                                        2129 Condominium                            244800                20060301                     80 No MI                                1.00E+17                    2.25               20110201                   11.5                      2                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360201 ADN1
GIII                     G02                                                   350540.38                2341.87                    360                     355                   6.75                      0                      0                    0.25                      7 LANTANA                FL                                       33462 Condominium                            352000                20060201                     80 No MI                                1.00E+17                    2.25               20110101                     12                      2                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360101 ADN1
GII                      G03                                                    99044.76                 676.72                    360                     358                  6.875                      0                      0                   0.375                   7.25 Atlanta                GA                                       30316 Single Family                           99200                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.25                      2                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                   296510.25                2204.48                    360                     358                   7.75                      0                      0                   0.375                  8.125 BOLINGBROOK            IL                                       60490 PUD                                    296900                20060501                     80 No MI                                                            2.25               20110401                 13.125                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G03                                                      440000                2704.17                    360                     359                      7                      0                      0                   0.375                  7.375 Bloomington            CA                                       92316 Single Family                          440000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G01                                                      485128                2981.52                    360                     359                      7                      0                      0                   0.375                  7.375 ANTHEM                 AZ                                       85086 PUD                                    485128                20060601                     80 No MI                                1.00E+17                    2.25               20160501                 12.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                     120 N                                    20360501 AFL2
GI                       G02                                                      406250                2581.38                    360                     360                   7.25                      0                      0                   0.375                  7.625 Murrieta               CA                                       92562 Single Family                          406250                20060701                     65 No MI                                1.00E+17                    2.25               20110601                 12.625                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GII                      G02                                                   232045.45                1329.43                    360                     358                    6.5                      0                      0                   0.375                  6.875 PHOENIX                AZ                                       85339 PUD                                    232049                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                       95900                 619.35                    360                     359                  7.375                      0                      0                   0.375                   7.75 Fort Worth             TX                                       76140 Single Family                           95900                20060601            69.98999786 No MI                                1.00E+17                    2.25               20110501                  12.75                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G01                                                      528000                3685.00                    360                     358                      8                      0                      0                   0.375                  8.375 Granbury               TX                                       76049 PUD                                    528000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      338000                2323.75                    360                     358                  7.875                      0                      0                   0.375                   8.25 Selbyville             DE                                       19975 Townhouse                              338000                20060501            79.98000336 No MI                                1.00E+17                    2.25               20110401                  13.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G03                                                      400000                2416.67                    360                     358                  6.875                      0                      0                   0.375                   7.25 Miami                  FL                                       33194 Single Family                          400000                20060501                     80 No MI                                1.00E+17                    2.75               20110401                  13.25                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G01                                                      514960                3272.14                    360                     359                   7.25                      0                      0                   0.375                  7.625 Las Vegas              NV                                       89109 Condominium                            514960                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.625                  2.375                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G03                                                   125942.05                 787.14                    360                     355                  7.125                      0                      0                   0.375                    7.5 ATLANTA                GA                                       30331 PUD                                    125952                20060201                     80 No MI                                1.00E+17                    2.25               20110101                   12.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360101 AFL2
GI                       G03                                                      376468                2352.93                    360                     358                  7.125                      0                      0                   0.375                    7.5 HENDERSON              NV                                       89012 PUD                                    376468                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G03                                                      290500                1513.02                    360                     358                  5.875                      0                      0                   0.375                   6.25 Stuart                 FL                                       34997 PUD                                    290500                20060501                     80 No MI                                1.00E+17                    2.75               20110401                  12.25                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      273200                1878.25                    360                     358                  7.875                      0                      0                   0.375                   8.25 LANDOVER HILLS         MD                                       20784 Single Family                          273200                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  13.25                  2.375                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G03                                                   102804.03                 634.19                    360                     358                  5.875                      0                      0                   0.375                   6.25 Citrus Springs         FL                                       34434 Single Family                          103000                20060501            54.20999908 No MI                                1.00E+17                    2.25               20110401                  12.25                  1.875                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G03                                                    80873.23                 552.57                    360                     358                  6.875                      0                      0                   0.375                   7.25 Fort Myers             FL                                       33907 2-4 Family                              81000                20060501                     60 No MI                                1.00E+17                    2.25               20110401                  12.25                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G03                                                      617500                3859.38                    360                     358                  7.125                      0                      0                   0.375                    7.5 Buckeye                AZ                                       85396 PUD                                    617500                20060501                     65 No MI                                1.00E+17                    2.75               20110401                   13.5                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                      328000                1913.34                    360                     358                  6.625                      0                      0                   0.375                      7 Manassas               VA                                       20111 PUD                                    328000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                     12                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 WALN
GII                      G03                                                      588000                3552.50                    360                     357                  6.875                      0                      0                   0.375                   7.25 DANA POINT             CA                                       92629 Single Family                          588000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                  12.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G02                                                      348000                2392.50                    360                     358                  7.875                      0                      0                   0.375                   8.25 Jersey City            NJ                                        7306 2-4 Family                             348000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  13.25                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                   412499.63                2234.37                    360                     358                  6.125                      0                      0                   0.375                    6.5 King City              CA                                       93930 Single Family                          412500                20060501                     75 No MI                                1.00E+17                   2.375               20080401                   11.5                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      24 N                                    20360401 AFL2
GII                      G02                                                      185112                1060.54                    360                     358                    6.5                      0                      0                   0.375                  6.875 Stuart                 FL                                       34994 PUD                                    185112                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.875                      2                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G01                                                      712000                4969.17                    360                     360                      8                      0                      0                   0.375                  8.375 Oakland                CA                                       94605 Single Family                          712000                20060701                     80 No MI                                                            2.25               20110601                 13.375                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360601 AFL2
GI                       G01                                                      980000                6635.42                    360                     360                   7.75                      0                      0                   0.375                  8.125 San Marino             CA                                       91108 Single Family                          980000                20060701                     70 No MI                                1.00E+17                    2.25               20110601                 13.125                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GII                      G02                                                      201000                1130.63                    360                     356                  6.375                      0                      0                   0.375                   6.75 LAS VEGAS              NV                                       89122 PUD                                    201000                20060301                     75 No MI                                1.00E+17                    2.25               20110201                  12.75                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360201 AFL2
GI                       G02                                                   317799.99                2184.87                    360                     358                  7.875                      0                      0                   0.375                   8.25 Culpeper               VA                                       22701 PUD                                    317800                20060501            79.98000336 No MI                                1.00E+17                    2.25               20110401                  13.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                      200000                1062.50                    360                     358                      6                      0                      0                   0.375                  6.375 RESTON                 VA                                       20191 PUD                                    200000                20060501            33.43999863 No MI                                1.00E+17                    2.25               20110401                 12.375                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      320600                2170.73                    360                     358                   7.75                      0                      0                   0.375                  8.125 San Francisco          CA                                       94135 PUD                                    320600                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 14.125                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                      206200                1159.88                    360                     358                  6.375                      0                      0                   0.375                   6.75 Tamarac                FL                                       33321 Townhouse                              206200                20060501            79.98000336 No MI                                1.00E+17                    2.25               20110401                  12.75                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                   254534.24                1352.21                    360                     353                      6                      0                      0                   0.375                  6.375 PERRIS                 CA                                       92571 Single Family                          255108                20051201            79.84999847 No MI                                1.00E+17                    2.25               20101101                 11.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20351101 AFL2
GII                      G03                                                      156600                 929.81                    360                     358                   6.75                      0                      0                   0.375                  7.125 Jacksonville           FL                                       32225 Condominium                            156600                20060501            79.98999786 No MI                                1.00E+17                    2.25               20110401                 13.125                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G03                                                      460050                2875.31                    360                     359                  7.125                      0                      0                   0.375                    7.5 UPPER MARLBORO         MD                                       20772 Single Family                          460050                20060601            79.98999786 No MI                                                            2.25               20110501                   12.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G03                                                   415686.94                2844.68                    360                     356                  6.875                      0                      0                   0.375                   7.25 Gilbert                AZ                                       85296 PUD                                    417000                20060301            74.73000336 No MI                                1.00E+17                    2.25               20110201                  12.25                  4.375                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360201 AFL2
GI                       G02                                                   118232.32                 848.24                    360                     358                  7.375                      0                      0                   0.375                   7.75 Montgomry              VT                                        5471 Single Family                          118400                20060501                     80 No MI                                1.00E+17                    2.75               20110401                  13.75                  1.875                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                      280000                1575.00                    360                     357                  6.375                      0                      0                   0.375                   6.75 Fair Lawn              NJ                                        7410 Single Family                          280000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                  11.75                  2.375                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G02                                                      339900                2336.81                    360                     357                  7.875                      0                      0                   0.375                   8.25 HENDERSON              NV                                       89011 Condominium                            339900                20060401                     80 No MI                                1.00E+17                    2.25               20110301                  13.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GII                      G02                                                      271900                1501.11                    360                     356                   6.25                      0                      0                   0.375                  6.625 FREDERICK              MD                                       21701 PUD                                    271900                20060301            79.98999786 No MI                                1.00E+17                    2.25               20110201                 12.625                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360201 AFL2
GI                       G02                                                      133520                 848.41                    360                     359                   7.25                      0                      0                   0.375                  7.625 Zephyrhills            FL                                       33541 Condominium                            133520                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.625                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G03                                                      631800                3948.75                    360                     359                  7.125                      0                      0                   0.375                    7.5 ANNAPOLIS              MD                                       21401 Single Family                          631800                20060601            63.18000031 No MI                                1.00E+17                    2.25               20110501                   12.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      360000                2475.00                    360                     359                  7.875                      0                      0                   0.375                   8.25 RIVIERA BEACH          FL                                       33404 2-4 Family                             360000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  13.25                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G03                                                      183672                1147.95                    360                     359                  7.125                      0                      0                   0.375                    7.5 SAINT PAUL             MN                                       55102 Single Family                          183672                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   12.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G03                                                   327205.49                2209.80                    360                     357                   6.75                      0                      0                   0.375                  7.125 Hyattsville            MD                                       20783 Single Family                          328000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 12.125                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G01                                                      530400                3480.75                    360                     358                    7.5                      0                      0                   0.375                  7.875 North Myrtle Beach     SC                                       29582 PUD                                    530400                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      160000                1066.67                    360                     356                  7.625                      0                      0                   0.375                      8 Westminster            CO                                       80031 2-4 Family                             160000                20060301                     80 No MI                                1.00E+17                    2.25               20110201                     13                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360201 AFL2
GI                       G02                                                      204975                1323.80                    360                     359                  7.375                      0                      0                   0.375                   7.75 Summerville            SC                                       29485 PUD                                    204975                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.75                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G03                                                      463200                2653.75                    360                     356                    6.5                      0                      0                   0.375                  6.875 Westminster            CA                                       92683 Single Family                          463200                20060301                     80 No MI                                1.00E+17                    2.25               20110201                 11.875                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360201 AFL2
GI                       G02                                                      135800                 862.90                    360                     359                   7.25                      0                      0                   0.375                  7.625 Suffolk                VA                                       23435 Condominium                            135800                20060601                     70 No MI                                1.00E+17                    2.25               20110501                 12.625                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G03                                                      176000                1100.00                    360                     359                  7.125                      0                      0                   0.375                    7.5 Erie                   CO                                       80516 Single Family                          176000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   12.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G03                                                      170400                1047.25                    360                     359                      7                      0                      0                   0.375                  7.375 Modesto                CA                                       95358 Single Family                          170400                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.375                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      139840                 946.83                    360                     359                   7.75                      0                      0                   0.375                  8.125 Tucson                 AZ                                       85746 Single Family                          139840                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.125                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G02                                                      372000                2092.50                    360                     359                  6.375                      0                      0                   0.375                   6.75 Chantilly              VA                                       20151 Single Family                          372000                20060601                     80 No MI                                1.00E+17                     2.5               20110501                  12.75                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      152000                 997.50                    360                     360                    7.5                      0                      0                   0.375                  7.875 DENVER                 CO                                       80239 Single Family                          152000                20060701                     80 No MI                                1.00E+17                    2.25               20110601                 12.875                  2.125                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GII                      G03                                                   174054.99                1051.58                    360                     359                  6.875                      0                      0                   0.375                   7.25 Laveen                 AZ                                       85339 PUD                                    174055                20060601                     70 No MI                                1.00E+17                    2.25               20110501                  12.25                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      144000                 945.00                    360                     360                    7.5                      0                      0                   0.375                  7.875 Denver                 CO                                       80223 Single Family                          144000                20060701                     80 No MI                                                            2.25               20110601                 12.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GI                       G03                                                      328000                2050.00                    360                     359                  7.125                      0                      0                   0.375                    7.5 MORENO VALLEY          CA                                       92553 Single Family                          328000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   13.5                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                       90320                 592.73                    360                     359                    7.5                      0                      0                   0.375                  7.875 ORLANDO                FL                                       32822 Condominium                             90320                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G02                                                      203050                1163.31                    360                     358                    6.5                      0                      0                   0.375                  6.875 Buckeye                AZ                                       85326 PUD                                    203050                20060501            79.31999969 No MI                                1.00E+17                    2.25               20110401                 11.875                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G03                                                      240800                1429.75                    360                     359                   6.75                      0                      0                   0.375                  7.125 Phoenix                AZ                                       85022 Single Family                          240800                20060601                     80 No MI                                                            2.25               20110501                 12.125                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 WALN
GI                       G01                                                   175744.41                1245.72                    360                     358                  7.375                      0                      0                    0.25                  7.625 SURPRISE               AZ                                       85379 PUD                                    176000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.625                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G01                                                     1023750                6825.00                    360                     358                  7.625                      0                      0                   0.375                      8 Scottsdale             AZ                                       85262 Single Family                         1023750                20060501                     75 No MI                                1.00E+17                    2.25               20110401                     13                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GIII                     G02                                                      223920                1259.55                    360                     357                    6.5                      0                      0                    0.25                   6.75 RENO                   NV                                       89506 Single Family                          223920                20060401                     80 No MI                                1.00E+17                    2.25               20110301                  12.75                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 ADN1
GI                       G01                                                      472000                2900.83                    360                     357                  7.125                      0                      0                    0.25                  7.375 LAS VEGAS              NV                                       89131 PUD                                    472000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 12.375                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 ADN1
GIII                     G01                                                      417000                2171.88                    360                     359                      6                      0                      0                    0.25                   6.25 BOTHELL                WA                                       98012 PUD                                    417000                20060601            79.43000031 No MI                                1.00E+17                    2.25               20110501                  11.25                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G03                                                      384000                2400.00                    360                     359                  7.125                      0                      0                   0.375                    7.5 Newark                 NJ                                        7112 2-4 Family                             384000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   12.5                      2                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 AFL2
GIII                     G01                                                      122250                 585.78                    360                     358                    5.5                      0                      0                    0.25                   5.75 WEST JORDAN            UT                                       84084 Single Family                          122250                20060501                     75 No MI                                1.00E+17                    2.25               20110401                  10.75                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G02                                                   263555.71                1430.00                    360                     359                   6.25                      0                      0                    0.25                    6.5 KAYSVILLE              UT                                       84037 Single Family                          264000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   11.5                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G02                                                      120000                 650.00                    360                     359                   6.25                      0                      0                    0.25                    6.5 VANCOUVER              WA                                       98686 PUD                                    120000                20060601            66.66999817 No MI                                1.00E+17                    2.25               20110501                   11.5                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G01                                                      440000                3070.83                    360                     359                      8                      0                      0                   0.375                  8.375 San Leandro            CA                                       94578 Single Family                          440000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.375                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GIII                     G01                                                      124000                 581.25                    360                     359                  5.375                      0                      0                    0.25                  5.625 OWOSSO                 MI                                       48867 Single Family                          124000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 10.625                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G02                                                      360000                2025.00                    360                     359                    6.5                      0                      0                    0.25                   6.75 PALM SPRINGS           CA                                       92262 Condominium                            360000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  11.75                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G02                                                      509000                2704.06                    360                     360                  6.125                      0                      0                    0.25                  6.375 KULA                   HI                                       96790 Single Family                          509000                20060701            62.06999969 No MI                                1.00E+17                    2.25               20110601                 11.375                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360601 ADN1
GIII                     G02                                                      248400                1397.25                    360                     359                    6.5                      0                      0                    0.25                   6.75 KIRKLAND               WA                                       98034 Single Family                          248400                20060601                     72 No MI                                1.00E+17                    2.25               20110501                  11.75                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G02                                                      225000                1265.63                    360                     360                    6.5                      0                      0                    0.25                   6.75 ORLANDO                FL                                       32828 PUD                                    225000                20060701            55.56000137 No MI                                1.00E+17                    2.25               20110601                  11.75                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360601 ADN1
GIII                     G01                                                      336355                1541.63                    360                     359                   5.25                      0                      0                    0.25                    5.5 VAN NUYS               CA                                       91406 Single Family                          336355                20060601            65.94999695 No MI                                1.00E+17                    2.25               20110501                   10.5                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G01                                                      391500                2315.87                    360                     360                  5.625                      0                      0                    0.25                  5.875 POWAY                  CA                                       92064 Single Family                          391500                20060701            52.20000076 No MI                                1.00E+17                    2.25               20110601                 10.875                      2                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360601 ADN1
GII                      G03                                                   226273.06                1367.07                    360                     357                  6.875                      0                      0                   0.375                   7.25 PEORIA                 AZ                                       85383 PUD                                    226308                20060401                     80 No MI                                1.00E+17                    2.25               20110301                  12.25                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G01                                                      284007                1834.21                    360                     358                    7.5                      0                      0                    0.25                   7.75 LA QUINTA              CA                                       92253 PUD                                    284007                20060501            41.54999924 No MI                                1.00E+17                    2.25               20110401                  13.75                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G01                                                      344800                1724.00                    360                     359                   5.75                      0                      0                    0.25                      6 NEW MARKET             MD                                       21774 PUD                                    344800                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     11                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G03                                                      291700                1792.74                    360                     359                      7                      0                      0                   0.375                  7.375 STAFFORD               VA                                       22554 Single Family                          291700                20060601            79.98999786 No MI                                1.00E+17                    2.25               20110501                 12.375                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      190000                1266.67                    360                     358                  7.625                      0                      0                   0.375                      8 MADERA                 CA                                       93638 Single Family                          190000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                     13                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GIII                     G02                                                      394320                2135.90                    360                     359                   6.25                      0                      0                    0.25                    6.5 YORBA LINDA            CA                                       92887 Condominium                            394320                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   11.5                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GIII                     G02                                                      355920                2076.20                    360                     360                   6.75                      0                      0                    0.25                      7 DALLAS                 TX                                       75204 Condominium                            355920                20060701                     80 No MI                                1.00E+17                    2.25               20110601                     12                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360601 ADN1
GI                       G01                                                      154755                1015.58                    360                     360                  7.625                      0                      0                    0.25                  7.875 ZEPHYRHILLS            FL                                       33541 Condominium                            154755                20060701                     95 GE Capital MI                        1.00E+17                    2.25               20110601                 12.875                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360601 ADN1
GIII                     G01                                                      112000                 548.33                    360                     351                  5.625                      0                      0                    0.25                  5.875 HOULTON                WI                                       54082 Single Family                          112000                20051001                     80 No MI                                1.00E+17                    2.25               20100901                 11.875                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20350901 ADN1
GIII                     G01                                                      100000                 489.58                    360                     359                  5.625                      0                      0                    0.25                  5.875 HUDSON                 OH                                       44236 Condominium                            100000                20060601            52.63000107 No MI                                1.00E+17                    2.25               20110501                 10.875                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G01                                                      242000                1512.50                    360                     357                   7.25                      0                      0                    0.25                    7.5 SANTA FE               NM                                       87507 Single Family                          242000                20060401            79.98999786 No MI                                1.00E+17                    2.25               20110301                   12.5                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 ADN1
GIII                     G01                                                      175900                 916.15                    360                     352                      6                      0                      0                    0.25                   6.25 LAS VEGAS              NV                                       89122 Single Family                          175900                20051101            79.98999786 No MI                                1.00E+17                    2.25               20101001                  12.25                      2                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20351001 ADN1
GIII                     G02                                                      212000                1214.58                    360                     357                  6.625                      0                      0                    0.25                  6.875 RENO                   NV                                       89503 PUD                                    212000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 12.875                      2                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 ADN1
GII                      G03                                                      131175                 778.85                    360                     359                   6.75                      0                      0                   0.375                  7.125 Colton                 CA                                       92324 Condominium                            131175                20060601                     75 No MI                                1.00E+17                    2.25               20110501                 12.125                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GIII                     G02                                                      239836                1324.09                    360                     358                  6.375                      0                      0                    0.25                  6.625 RENO                   NV                                       89506 PUD                                    239836                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.625                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 ADN1
GI                       G03                                                      212000                1302.92                    360                     359                      7                      0                      0                   0.375                  7.375 EDEN PRAIRIE           MN                                       55347 Single Family                          212000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.375                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GIII                     G02                                                      292790                1738.44                    360                     357                  6.875                      0                      0                    0.25                  7.125 LAS VEGAS              NV                                       89148 PUD                                    292790                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 12.125                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 ADN1
GIII                     G01                                                      344000                1648.33                    360                     354                    5.5                      0                      0                    0.25                   5.75 ORANGE                 CA                                       92869 Condominium                            344000                20060101                     80 No MI                                1.00E+17                    2.25               20101201                  11.75                      2                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20351201 ADN1
GI                       G01                                                      384000                2520.00                    360                     357                  7.625                      0                      0                    0.25                  7.875 ANTHEM                 AZ                                       85086 PUD                                    384000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 12.875                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 ADN1
GI                       G02                                                      130400                 923.67                    360                     359                  8.125                      0                      0                   0.375                    8.5 Ann Arbor              MI                                       48108 Condominium                            130400                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   13.5                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G01                                                      248950                1555.94                    360                     357                   7.25                      0                      0                    0.25                    7.5 SANTA FE               NM                                       87507 Single Family                          248950                20060401            79.98999786 No MI                                1.00E+17                    2.25               20110301                   12.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 ADN1
GI                       G01                                                      680000                4391.67                    360                     357                  7.375                      0                      0                   0.375                   7.75 SAN GABRIEL            CA                                       91775 Single Family                          680000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                  12.75                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GIII                     G02                                                      189000                1043.44                    360                     358                  6.375                      0                      0                    0.25                  6.625 FERNLEY                NV                                       89408 Single Family                          189000                20060501            76.98999786 No MI                                1.00E+17                    2.25               20110401                 12.625                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G03                                                      463200                2557.25                    360                     357                  6.375                      0                      0                    0.25                  6.625 CARLSBAD               CA                                       92009 PUD                                    463200                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 12.625                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 ADN1
GIII                     G02                                                      225000                1289.06                    360                     358                  6.625                      0                      0                    0.25                  6.875 WHITETHORN             CA                                       95589 Single Family                          225000                20060501            60.65000153 No MI                                1.00E+17                    2.25               20110401                 12.875                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 ADN1
GII                      G03                                                      840000                4812.50                    360                     357                    6.5                      0                      0                   0.375                  6.875 SAN CLEMENTE           CA                                       92673 PUD                                    840000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 12.875                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G02                                                   260929.17                1821.07                    360                     357                      8                      0                      0                   0.375                  8.375 Hixson                 TN                                       37343 PUD                                    261250                20060401                     95 Republic MIC                         1.00E+17                    2.25               20110301                  13.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GIII                     G02                                                    214216.2                1358.95                    360                     356                   6.25                      0                      0                    0.25                    6.5 PORT ST LUCIE          FL                                       34953 Single Family                          215000                20060301            68.69000244 No MI                                1.00E+17                    2.25               20110201                   12.5                  1.875                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360201 ADN1
GI                       G03                                                      170720                1067.00                    360                     359                  7.125                      0                      0                   0.375                    7.5 CAPE CORAL             FL                                       33914 Single Family                          170720                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   12.5                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GIII                     G02                                                      296185                1573.48                    360                     359                  6.125                      0                      0                    0.25                  6.375 FRESNO                 CA                                       93722 Single Family                          296185                20060601                     90 United Guaranty                      1.00E+17                    2.25               20110501                 11.375                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G02                                                      240000                1275.00                    360                     359                  6.125                      0                      0                    0.25                  6.375 MUSKEGON               MI                                       49444 Single Family                          240000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.375                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G02                                                      280000                1925.00                    360                     357                  7.875                      0                      0                   0.375                   8.25 GRAYSLAKE              IL                                       60030 PUD                                    280000                20060401            76.91999817 No MI                                1.00E+17                    2.25               20110301                  13.25                      2                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360301 AFL2
GIII                     G01                                                      180500                 827.29                    360                     359                   5.25                      0                      0                    0.25                    5.5 DES MOINES             WA                                       98198 Condominium                            180500                20060601            58.90000153 No MI                                1.00E+17                    2.25               20110501                   11.5                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G02                                                      166340                 970.32                    360                     358                   6.03                   0.72                      0                    0.25                      7 ATLANTA                GA                                       30309 Condominium                            166340                20060501                     90 GE Capital MI                        1.00E+17                    3.25               20110401                     12                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G01                                                      404000                2062.08                    360                     360                  5.875                      0                      0                    0.25                  6.125 SANTA CLARITA          CA                                       91351 PUD                                    404000                20060701                     80 No MI                                1.00E+17                    2.25               20110601                 11.125                   2.28                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360601 ADN1
GIII                     G02                                                      240000                1325.00                    360                     360                  6.375                      0                      0                    0.25                  6.625 SANDWICH               IL                                       60548 PUD                                    240000                20060701            57.13999939 No MI                                1.00E+17                    2.25               20110601                 11.625                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360601 ADN1
GIII                     G02                                                      192500                1042.71                    360                     360                   6.25                      0                      0                    0.25                    6.5 BERLIN                 MD                                       21811 PUD                                    192500                20060701                     70 No MI                                1.00E+17                    2.25               20110601                   11.5                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360601 ADN1
GIII                     G02                                                       87200                 490.50                    360                     360                    6.5                      0                      0                    0.25                   6.75 CHARLOTTE              MI                                       48813 Single Family                           87200                20060701                     80 No MI                                1.00E+17                    2.25               20110601                  11.75                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360601 ADN1
GII                      G02                                                   100383.72                 628.61                    360                     356                      6                      0                      0                   0.375                  6.375 RIVERDALE              GA                                       30296 PUD                                    100760                20060301                     80 No MI                                1.00E+17                    2.25               20110201                 11.375                      2                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360201 AFL2
GIII                     G02                                                      245600                1304.75                    360                     360                  6.125                      0                      0                    0.25                  6.375 LOS ANGELES            CA                                       91607 Condominium                            245600                20060701                     80 No MI                                1.00E+17                    2.25               20110601                 11.375                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360601 ADN1
GIII                     G02                                                      290684                1513.98                    360                     358                      6                      0                      0                    0.25                   6.25 SUFFOLK                VA                                       23435 PUD                                    290684                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  11.25                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G01                                                      272000                1388.33                    360                     359                  5.875                      0                      0                    0.25                  6.125 FORT COLLINS           CO                                       80526 PUD                                    272000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.125                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GIII                     G01                                                      190000                 969.79                    360                     360                  5.875                      0                      0                    0.25                  6.125 TUCSON                 AZ                                       85747 PUD                                    190000                20060701            73.63999939 No MI                                1.00E+17                    2.25               20110601                 11.125                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360601 ADN1
GII                      G03                                                      204000                1232.50                    360                     360                  6.875                      0                      0                   0.375                   7.25 Lemoore                CA                                       93245 Single Family                          204000                20060701                     80 No MI                                1.00E+17                    2.25               20110601                  12.25                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GIII                     G02                                                      114800                 633.79                    360                     358                  6.375                      0                      0                    0.25                  6.625 LEXINGTON              KY                                       40517 Single Family                          114800                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.625                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G02                                                      373089                2098.63                    360                     359                    6.5                      0                      0                    0.25                   6.75 RIVERSIDE              CA                                       92509 PUD                                    373089                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  11.75                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G02                                                      144000                 810.00                    360                     360                    6.5                      0                      0                    0.25                   6.75 SAN ANTONIO            TX                                       78253 Single Family                          144000                20060701                     80 No MI                                1.00E+17                    2.25               20110601                  11.75                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360601 ADN1
GIII                     G02                                                      336000                1960.00                    360                     360                   6.75                      0                      0                    0.25                      7 MORENO VALLEY          CA                                       92551 Single Family                          336000                20060701                     80 No MI                                1.00E+17                    2.25               20110601                     12                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360601 ADN1
GIII                     G01                                                   224999.33                1171.87                    360                     356                      6                      0                      0                    0.25                   6.25 ATLANTA                GA                                       30317 Single Family                          225000                20060301                     75 No MI                                1.00E+17                    2.25               20110201                  12.25                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360201 ADN1
GIII                     G02                                                   179083.61                1164.56                    360                     357                    6.5                      0                      0                    0.25                   6.75 OKEECHOBEE             FL                                       34972 Single Family                          179550                20060401                     95 Radian Guaranty                      1.00E+17                    2.25               20110301                  12.75                      2                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360301 ADN1
GII                      G03                                                      915850                4960.85                    360                     358                  6.125                      0                      0                   0.375                    6.5 scottsdale             AZ                                       85253 Single Family                          915850                20060501                     65 No MI                                1.00E+17                    2.25               20110401                   11.5                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GIII                     G02                                                      248000                1420.83                    360                     358                  6.625                      0                      0                    0.25                  6.875 NORTH LAS VEGAS        NV                                       89115 PUD                                    248000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G02                                                   193996.02                1409.53                    360                     357                    7.5                      0                      0                   0.375                  7.875 VISALIA                CA                                       93292 PUD                                    194400                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 13.875                      2                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360301 AFL2
GIII                     G02                                                      186400                1048.50                    360                     358                    6.5                      0                      0                    0.25                   6.75 GLENDALE               AZ                                       85306 Single Family                          186400                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.75                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 ADN1
GI                       G03                                                      135992                 849.95                    360                     358                  7.125                      0                      0                   0.375                    7.5 COLLEGE PARK           GA                                       30349 PUD                                    135992                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GIII                     G03                                                   254187.68                1467.92                    360                     358                  5.375                      0                      0                    0.25                  5.625 AMERICAN CANYON        CA                                       94503 Single Family                          255000                20060501            49.04000092 No MI                                1.00E+17                    2.25               20110401                 11.625                  1.875                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G02                                                      191601                1392.13                    360                     357                    7.5                      0                      0                   0.375                  7.875 VISALIA                CA                                       93292 PUD                                    192000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 13.875                      2                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360301 AFL2
GII                      G02                                                      192800                1044.33                    360                     353                  6.125                      0                      0                   0.375                    6.5 Lexington              KY                                       40509 2-4 Family                             192800                20051201                     80 No MI                                1.00E+17                    2.25               20101101                   12.5                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20351101 AFL2
GIII                     G03                                                   430998.66                2289.69                    360                     355                  6.125                      0                      0                    0.25                  6.375 MANASSAS               VA                                       20110 Single Family                          432000                20060201                     80 No MI                                1.00E+17                    2.25               20110101                 12.375                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360101 ADN1
GIII                     G02                                                      416000                2340.00                    360                     358                    6.5                      0                      0                    0.25                   6.75 REDLANDS               CA                                       92374 Single Family                          416000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.75                      2                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 ADN1
GIII                     G02                                                      324000                1856.25                    360                     358                  6.625                      0                      0                    0.25                  6.875 SNOHOMISH              WA                                       98296 Single Family                          324000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.875                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G02                                                      186000                 988.13                    360                     358                  6.125                      0                      0                    0.25                  6.375 SEATTLE                WA                                       98168 Single Family                          186000                20060501            78.80999756 No MI                                1.00E+17                    2.75               20110401                 12.375                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G01                                                      269150                1401.82                    360                     358                      6                      0                      0                    0.25                   6.25 WELLINGTON             FL                                       33414 Condominium                            269150                20060501            74.98999786 No MI                                1.00E+17                    2.25               20110401                  11.25                    2.5                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G02                                                      177750                1185.00                    360                     358                  7.625                      0                      0                   0.375                      8 Atlanta                GA                                       30310 Single Family                          177750                20060501                     75 No MI                                1.00E+17                    2.25               20110401                     13                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GIII                     G02                                                      125600                 745.75                    360                     354                  6.875                      0                      0                    0.25                  7.125 SAN ANTONIO            TX                                       78247 PUD                                    125600                20060101                     80 No MI                                1.00E+17                    2.25               20101201                 12.125                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20351201 ADN1
GI                       G02                                                      103992                 682.45                    360                     358                    7.5                      0                      0                   0.375                  7.875 Pompano Beach          FL                                       33069 Condominium                            103992                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.875                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GIII                     G01                                                      393603                2050.02                    360                     359                      6                      0                      0                    0.25                   6.25 WOODLAND               CA                                       95776 Single Family                          393603                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  11.25                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G02                                                      304000                1615.00                    360                     360                  6.125                      0                      0                    0.25                  6.375 RIVERSIDE              CA                                       92504 Single Family                          304000                20060701                     80 No MI                                1.00E+17                    2.25               20110601                 11.375                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360601 ADN1
GIII                     G02                                                      240288                1351.62                    360                     359                    6.5                      0                      0                    0.25                   6.75 AVONDALE               AZ                                       85323 PUD                                    240288                20060601            75.01999664 No MI                                1.00E+17                    2.25               20110501                  11.75                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G03                                                       92000                 440.83                    360                     360                    5.5                      0                      0                    0.25                   5.75 SANFORD                FL                                       32771 Single Family                           92000                20060701            61.33000183 No MI                                1.00E+17                    2.25               20110601                  11.75                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360601 ADN1
GIII                     G02                                                      181355                 963.45                    360                     359                  6.125                      0                      0                    0.25                  6.375 YULEE                  FL                                       32097 PUD                                    181355                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.375                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GIII                     G02                                                      348800                1853.00                    360                     359                  6.125                      0                      0                    0.25                  6.375 SOUTHBOROUGH           MA                                        1772 Single Family                          348800                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.375                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GIII                     G02                                                      197200                1129.79                    360                     359                  6.625                      0                      0                    0.25                  6.875 HENDERSON              NV                                       89012 Condominium                            197200                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.875                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G01                                                   286336.08                1730.91                    360                     359                      7                      0                      0                    0.25                   7.25 ORLANDO                FL                                       32828 PUD                                    286496                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.25                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G03                                                      151920                 933.67                    360                     359                      7                      0                      0                   0.375                  7.375 AVONDALE               AZ                                       85323 Single Family                          151920                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.375                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GIII                     G01                                                   177808.56                 907.73                    360                     359                  5.875                      0                      0                    0.25                  6.125 MIDDLEBURG             FL                                       32068 PUD                                    177840                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.125                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G02                                                   391636.93                2445.57                    360                     359                  6.125                      0                      0                    0.25                  6.375 ARLINGTON HEIGHTS      IL                                       60005 2-4 Family                             392000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.375                      2                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G01                                                      204800                1066.67                    360                     360                      6                      0                      0                    0.25                   6.25 MEDFORD                OR                                       97501 Single Family                          204800                20060701                     80 No MI                                1.00E+17                    2.25               20110601                  11.25                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360601 ADN1
GIII                     G01                                                      172000                 806.25                    360                     360                  5.375                      0                      0                    0.25                  5.625 WINSTED                MN                                       55395 Single Family                          172000                20060701                     80 No MI                                1.00E+17                    2.25               20110601                 10.625                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 ADN1
GI                       G02                                                      328500                2258.44                    360                     360                  7.875                      0                      0                   0.375                   8.25 PARKER                 CO                                       80134 PUD                                    328500                20060701                     75 No MI                                1.00E+17                    2.25               20110601                  13.25                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GIII                     G02                                                   108418.25                 677.65                    360                     358                  6.125                      0                      0                    0.25                  6.375 EXCELSIOR SPRINGS      MO                                       64024 Single Family                          108620                20060501                     80 No MI                                1.00E+17                    2.75               20110401                 11.375                  1.875                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G01                                                      305600                1878.17                    360                     359                  7.125                      0                      0                    0.25                  7.375 MIAMI                  FL                                       33165 Single Family                          305600                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.375                    2.5                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G02                                                      252000                1312.50                    360                     360                      6                      0                      0                    0.25                   6.25 WAIPAHU                HI                                       96797 Condominium                            252000                20060701                     80 No MI                                1.00E+17                    2.25               20110601                  11.25                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360601 ADN1
GII                      G03                                                      224000                1353.33                    360                     358                  6.875                      0                      0                   0.375                   7.25 Denver                 CO                                       80203 Condominium                            224000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.25                      2                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 AFL2
GIII                     G01                                                   358898.45                1757.11                    360                     352                  5.625                      0                      0                    0.25                  5.875 COVINGTON              LA                                       70433 Single Family                          359650                20051101            74.93000031 No MI                                1.00E+17                    2.25               20101001                 10.875                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20351001 ADN1
GI                       G02                                                   140578.69                1058.16                    360                     357                  7.875                      0                      0                   0.375                   8.25 Orlando                FL                                       32812 Condominium                            140850                20060401                     90 PMI                                  1.00E+17                    2.25               20110301                  13.25                      2                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360301 AFL2
GI                       G01                                                      205500                1262.97                    360                     359                  7.125                      0                      0                    0.25                  7.375 MORROW                 OH                                       45152 Single Family                          205500                20060601            70.86000061 No MI                                1.00E+17                    2.25               20110501                 12.375                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G01                                                      292000                1490.42                    360                     360                  5.875                      0                      0                    0.25                  6.125 MARYSVILLE             WA                                       98270 Single Family                          292000                20060701                     80 No MI                                1.00E+17                    2.25               20110601                 11.125                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360601 ADN1
GI                       G02                                                      380000                2691.67                    360                     359                  8.125                      0                      0                   0.375                    8.5 Waltham                MA                                        2451 Single Family                          380000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   13.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GIII                     G02                                                      293520                1589.90                    360                     360                   6.25                      0                      0                    0.25                    6.5 STATE COLLEGE          PA                                       16801 PUD                                    293520                20060701                     80 No MI                                1.00E+17                    2.25               20110601                   11.5                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360601 ADN1
GIII                     G02                                                      200080                1146.29                    360                     359                  6.625                      0                      0                    0.25                  6.875 JACKSONVILLE           FL                                       32221 PUD                                    200080                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.875                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GIII                     G02                                                      344000                1791.67                    360                     359                      6                      0                      0                    0.25                   6.25 FILLMORE               CA                                       93015 Single Family                          344000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  11.25                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G02                                                      162000                 928.13                    360                     360                  6.625                      0                      0                    0.25                  6.875 NORTH LAS VEGAS        NV                                       89084 PUD                                    162000                20060701            47.79000092 No MI                                1.00E+17                    2.25               20110601                 11.875                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360601 ADN1
GIII                     G02                                                      210000                1181.25                    360                     360                    6.5                      0                      0                    0.25                   6.75 MIRA LOMA              CA                                       91752 Single Family                          210000                20060701            47.18999863 No MI                                1.00E+17                    2.25               20110601                  11.75                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360601 ADN1
GIII                     G02                                                      175200                 967.25                    360                     360                  6.375                      0                      0                    0.25                  6.625 MESQUITE               NV                                       89027 PUD                                    175200                20060701                     80 No MI                                1.00E+17                    2.25               20110601                 11.625                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 ADN1
GIII                     G02                                                      288000                1650.00                    360                     357                  6.625                      0                      0                    0.25                  6.875 BLOOMINGTON            CA                                       92316 Single Family                          288000                20060401            78.90000153 No MI                                1.00E+17                    2.25               20110301                 12.875                      2                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 ADN1
GI                       G01                                                      248000                1498.33                    360                     358                      7                      0                      0                    0.25                   7.25 HOLLISTER              CA                                       95023 PUD                                    248000                20060501                     80 No MI                                1.00E+17                    3.75               20110401                  12.25                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 ADN1
GI                       G02                                                      109200                 705.25                    360                     357                  7.375                      0                      0                   0.375                   7.75 Lilburn                GA                                       30047 Single Family                          109200                20060401            67.83000183 No MI                                1.00E+17                    2.25               20110301                  12.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G01                                                   321597.45                2043.48                    360                     356                   7.25                      0                      0                   0.375                  7.625 Manassas               VA                                       20111 Single Family                          321600                20060301                     80 No MI                                1.00E+17                    2.25               20110201                 12.625                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360201 AFL2
GI                       G03                                                      207200                1273.42                    360                     359                      7                      0                      0                   0.375                  7.375 West Jordan            UT                                       84088 Single Family                          207200                20060601            79.98999786 No MI                                1.00E+17                    2.25               20110501                 12.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GIII                     G02                                                      195352                1220.95                    360                     359                   7.25                      0                      0                    0.25                    7.5 KISSIMMEE              FL                                       34758 PUD                                    195352                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   12.5                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G01                                                      174392                1053.62                    360                     358                      7                      0                      0                    0.25                   7.25 LAS VEGAS              NV                                       89149 PUD                                    174392                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.25                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G02                                                      189208                1084.00                    360                     359                  6.625                      0                      0                    0.25                  6.875 JACKSONVILLE           FL                                       32218 PUD                                    189208                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.875                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G02                                                    73535.38                 444.41                    360                     351                      7                      0                      0                    0.25                   7.25 DENVER                 CO                                       80247 Condominium                             73600                20051001                     80 No MI                                1.00E+17                    2.25               20100901                  12.25                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20350901 ADN1
GIII                     G02                                                      155623                 875.38                    360                     360                    6.5                      0                      0                    0.25                   6.75 QUEEN CREEK            AZ                                       85242 PUD                                    155623                20060701                     80 No MI                                1.00E+17                    2.25               20110601                  11.75                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360601 ADN1
GIII                     G02                                                   232577.72                1346.35                    360                     360                  6.625                      0                      0                    0.25                  6.875 GILBERT                AZ                                       85296 PUD                                    235000                20060701            66.19999695 No MI                                1.00E+17                    2.25               20110601                 11.875                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360601 ADN1
GIII                     G02                                                      157500                 853.13                    360                     358                   6.25                      0                      0                    0.25                    6.5 CORAL SPRINGS          FL                                       33065 Condominium                            157500                20060501            79.98999786 No MI                                1.00E+17                    2.25               20110401                   11.5                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 ADN1
GI                       G01                                                      324800                2097.67                    360                     360                    7.5                      0                      0                    0.25                   7.75 OVERTON                NV                                       89040 Single Family                          324800                20060701                     70 No MI                                1.00E+17                    2.25               20110601                  12.75                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360601 ADN1
GIII                     G02                                                      367500                2105.47                    360                     359                  6.625                      0                      0                    0.25                  6.875 BRIDGEPORT             CT                                        6604 Single Family                          367500                20060601                     75 No MI                                1.00E+17                    2.25               20110501                 11.875                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GIII                     G02                                                      189000                1082.81                    360                     359                  6.625                      0                      0                    0.25                  6.875 AUSTIN                 TX                                       78717 PUD                                    189000                20060601            76.51999664 No MI                                1.00E+17                    2.25               20110501                 11.875                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GIII                     G02                                                      109600                 627.92                    360                     360                  6.625                      0                      0                    0.25                  6.875 GARDEN CITY            MI                                       48135 Single Family                          109600                20060701                     80 No MI                                1.00E+17                    2.25               20110601                 11.875                      2                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 ADN1
GIII                     G02                                                      286000                1638.54                    360                     358                  6.625                      0                      0                    0.25                  6.875 PERRIS                 CA                                       92571 Single Family                          286000                20060501                     65 No MI                                1.00E+17                    2.25               20110401                 12.875                      2                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 ADN1
GIII                     G02                                                   150133.87                 963.03                    360                     358                  6.375                      0                      0                    0.25                  6.625 PRIOR LAKE             MN                                       55372 PUD                                    150400                20060501            69.98999786 No MI                                1.00E+17                    2.25               20110401                 12.625                      2                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 ADN1
GII                      G02                                                      346536                1985.36                    360                     357                    6.5                      0                      0                   0.375                  6.875 LAS VEGAS              NV                                       89148 PUD                                    346536                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 11.875                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GI                       G01                                                    189342.1                1310.76                    360                     357                  7.125                      0                      0                    0.25                  7.375 NEW PORT RICHEY        FL                                       34654 PUD                                    189779                20060401                     80 No MI                                1.00E+17                    2.75               20110301                 13.375                  1.875                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360301 ADN1
GIII                     G02                                                      142400                 801.00                    360                     357                    6.5                      0                      0                    0.25                   6.75 SICKLERVILLE           NJ                                        8081 Single Family                          142400                20060401                     80 No MI                                1.00E+17                    2.75               20110301                  12.75                    2.5                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 ADN1
GI                       G01                                                   416821.61                2519.38                    360                     357                      7                      0                      0                    0.25                   7.25 JERSEY CITY            NJ                                        7305 2-4 Family                             417000                20060401            68.36000061 No MI                                1.00E+17                    2.75               20110301                  13.25                    2.5                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 ADN1
GI                       G01                                                   225000.01                1640.63                    360                     357                    8.5                      0                      0                    0.25                   8.75 LANOKA HARBOR          NJ                                        8734 Single Family                          225000                20060401                     75 No MI                                1.00E+17                    2.75               20110301                  14.75                    2.5                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 ADN1
GII                      G03                                                      100100                 594.34                    360                     358                   6.75                      0                      0                   0.375                  7.125 LOUISVILLE             KY                                       40241 Condominium                            100100                20060501                     70 No MI                                1.00E+17                    2.25               20110401                 12.125                    2.5                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G01                                                      319200                2094.75                    360                     357                  7.625                      0                      0                    0.25                  7.875 JERSEY CITY            NJ                                        7306 2-4 Family                             319200                20060401                     80 No MI                                1.00E+17                    2.75               20110301                 13.875                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 ADN1
GI                       G01                                                   395999.19                2640.00                    360                     355                   7.75                      0                      0                    0.25                      8 LYNN                   MA                                        1905 2-4 Family                             396000                20060201                     80 No MI                                1.00E+17                    2.75               20110101                     14                    2.5                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360101 ADN1
GI                       G01                                                      400000                2500.00                    360                     355                   7.25                      0                      0                    0.25                    7.5 ANDOVER                MA                                        1810 Single Family                          400000                20060201            67.80000305 No MI                                1.00E+17                    2.75               20110101                   13.5                    2.5                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360101 ADN1
GI                       G01                                                      184000                1130.83                    360                     357                  7.125                      0                      0                    0.25                  7.375 PLAINFIELD             NJ                                        7063 Single Family                          184000                20060401                     80 No MI                                1.00E+17                    2.75               20110301                 13.375                    2.5                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 ADN1
GII                      G03                                                      123750                 747.66                    360                     358                  6.875                      0                      0                   0.375                   7.25 RUTHER GLEN            VA                                       22546 Single Family                          123750                20060501                     75 No MI                                1.00E+17                    2.25               20110401                  12.25                    2.5                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G03                                                      108296                 654.29                    360                     358                  6.875                      0                      0                   0.375                   7.25 EL PASO                TX                                       79938 Single Family                          108296                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.25                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                      288000                1680.00                    360                     359                  6.625                      0                      0                   0.375                      7 MILLSBORO              DE                                       19966 Single Family                          288000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     12                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G01                                                      675000                4429.69                    360                     357                    7.5                      0                      0                   0.375                  7.875 Ivins                  UT                                       84738 PUD                                    675000                20060401                     75 No MI                                                            2.25               20110301                 12.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GIII                     G01                                                   154485.58                 772.43                    360                     356                   5.75                      0                      0                    0.25                      6 GRAND JUNCTION         CO                                       81504 Single Family                       154639.52                20060301            76.73999786 No MI                                1.00E+17                    2.25               20110201                     11                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360201 ADN1
GI                       G03                                                      151843                 933.20                    360                     359                      7                      0                      0                   0.375                  7.375 CHAMBERSBURG           PA                                       17201 Townhouse                              151843                20060601                     65 No MI                                1.00E+17                    2.25               20110501                 12.375                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                   139561.93                1063.50                    360                     358                      8                      0                      0                   0.375                  8.375 Naples                 FL                                       34104 Condominium                            139920                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GIII                     G02                                                   239874.99                1374.28                    360                     358                  6.625                      0                      0                    0.25                  6.875 BULLHEAD CITY          AZ                                       86442 PUD                                    239875                20060501            79.95999908 No MI                                1.00E+17                    2.25               20110401                 11.875                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G02                                                      144000                 975.00                    360                     359                   7.75                      0                      0                   0.375                  8.125 NASHVILLE              TN                                       37217 PUD                                    144000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.125                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G02                                                      380000                2137.50                    360                     359                  6.375                      0                      0                   0.375                   6.75 NORWALK                CA                                       90650 Single Family                          380000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  11.75                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G02                                                      306400                1723.50                    360                     358                  6.375                      0                      0                   0.375                   6.75 BAKERSFIELD            CA                                       93312 Single Family                          306400                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.75                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      133200                 929.63                    360                     358                      8                      0                      0                   0.375                  8.375 TUCSON                 AZ                                       85713 2-4 Family                             133200                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 WALN
GII                      G02                                                      405050                2194.02                    360                     358                   6.25                      0                      0                    0.25                    6.5 Stockton               CA                                       95205 Single Family                          405050                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   11.5                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                      319500                1797.19                    360                     358                  6.375                      0                      0                   0.375                   6.75 FOLSOM                 CA                                       95630 Single Family                          319500                20060501            74.30000305 No MI                                1.00E+17                    2.25               20110401                  12.75                      2                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                      308000                1732.50                    360                     358                  6.375                      0                      0                   0.375                   6.75 GLENDALE               CA                                       91203 Condominium                            308000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.75                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      171200                1212.67                    360                     359                  8.125                      0                      0                   0.375                    8.5 GREEN BAY              WI                                       54301 Single Family                          171200                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   13.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G02                                                      247200                1416.25                    360                     360                    6.5                      0                      0                   0.375                  6.875 Durango                CO                                       81301 Single Family                          247200                20060701                     80 No MI                                1.00E+17                    2.25               20110601                 11.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GII                      G02                                                      300499                1690.31                    360                     358                  6.375                      0                      0                   0.375                   6.75 LINCOLN                CA                                       95648 PUD                                    300499                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.75                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      188400                1236.38                    360                     358                    7.5                      0                      0                   0.375                  7.875 Marysville             WA                                       98270 Single Family                          188400                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 WALN
GII                      G02                                                      372000                2170.00                    360                     358                  6.625                      0                      0                   0.375                      7 CHINO HILLS            CA                                       91709 Condominium                            372000                20060501                     80 No MI                                1.00E+17                    2.75               20110401                     13                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      231000                1564.06                    360                     359                   7.75                      0                      0                   0.375                  8.125 Lehigh Acres           FL                                       33972 Single Family                          231000                20060601                     75 No MI                                1.00E+17                    2.25               20110501                 13.125                  2.375                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      115535                 758.20                    360                     360                    7.5                      0                      0                   0.375                  7.875 LEANDER                TX                                       78641 PUD                                    115535                20060701                     70 No MI                                1.00E+17                    2.25               20110601                 12.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GII                      G02                                                      272000                1473.33                    360                     358                  6.125                      0                      0                   0.375                    6.5 Savannah               GA                                       31411 PUD                                    272000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   11.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 WALN
GI                       G02                                                      200650                1274.96                    360                     358                   7.25                      0                      0                   0.375                  7.625 Saint Petersburg       FL                                       33703 PUD                                    200650                20060501                     65 No MI                                1.00E+17                    2.25               20110401                 12.625                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                      232000                1305.00                    360                     358                  6.375                      0                      0                   0.375                   6.75 Port Saint Lucie       FL                                       34953 PUD                                    232000                20060501                     80 No MI                                1.00E+17                    2.75               20110401                  12.75                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G03                                                      264000                1622.50                    360                     359                      7                      0                      0                   0.375                  7.375 Glendale               AZ                                       85308 PUD                                    264000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.375                  2.375                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 WALN
GII                      G01                                                      441000                2802.19                    360                     357                   7.25                      0                      0                   0.375                  7.625 Falls Church           VA                                       22043 Single Family                          441000                20060401                     75 No MI                                1.00E+17                     2.5               20090301                 13.625                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      36 N                                    20360301 AFL2
GI                       G02                                                      240000                1575.00                    360                     359                    7.5                      0                      0                   0.375                  7.875 Alva                   FL                                       33920 Single Family                          240000                20060601            72.94999695 No MI                                1.00E+17                    2.25               20110501                 12.875                  2.125                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G03                                                      226692                1369.60                    360                     359                  6.875                      0                      0                   0.375                   7.25 LAS VEGAS              NV                                       89131 Condominium                            226692                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G01                                                      440000                2979.17                    360                     359                   7.75                      0                      0                   0.375                  8.125 Lincoln City           OR                                       97367 Single Family                          440000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.125                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GIII                     G01                                                      153500                 703.54                    360                     350                   5.25                      0                      0                    0.25                    5.5 WEST HAVEN             CT                                        6516 Single Family                          153500                20050901                  76.75 No MI                                1.00E+17                    2.25               20100801                   11.5                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20350801 ADN1
GIII                     G03                                                   157504.56                 886.99                    360                     355                  5.125                      0                      0                    0.25                  5.375 CABOT                  AR                                       72023 Single Family                          158400                20060201                     80 No MI                                1.00E+17                    2.25               20110101                 11.375                      2                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360101 ADN1
GI                       G01                                                      364600                2582.58                    360                     355                   7.72                   0.53                      0                    0.25                    8.5 SURPRISE               AZ                                       85388 PUD                                    364600                20060201            89.98999786 Republic MIC                         1.00E+17                     3.5               20110101                   13.5                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360101 ADN1
GIII                     G03                                                   246813.92                1466.42                    360                     356                  5.625                      0                      0                    0.25                  5.875 HEBRON                 MD                                       21830 Single Family                          247900                20060301                     74 No MI                                1.00E+17                     2.5               20110201                 10.875                   2.72                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360201 ADN1
GIII                     G03                                                   112037.83                 665.48                    360                     356                  5.625                      0                      0                    0.25                  5.875 HURRICANE              UT                                       84737 PUD                                    112500                20060301            65.02999878 No MI                                1.00E+17                    2.25               20110201                 11.875                   2.25                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360201 ADN1
GIII                     G01                                                      312900                1401.53                    360                     359                  5.125                      0                      0                    0.25                  5.375 HENDERSON              NV                                       89015 PUD                                    312900                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 10.375                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G02                                                      304990                1588.54                    360                     359                      6                      0                      0                    0.25                   6.25 ANAHEIM                CA                                       92801 Single Family                          305000                20060601            53.50999832 No MI                                1.00E+17                    2.25               20110501                  12.25                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G01                                                      195000                 954.69                    360                     358                  5.625                      0                      0                    0.25                  5.875 LAS VEGAS              NV                                       89102 Single Family                          195000                20060501            54.16999817 No MI                                1.00E+17                    2.25               20110401                 10.875                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G02                                                       95175                 654.33                    360                     358                  7.875                      0                      0                   0.375                   8.25 Euless                 TX                                       76040 Single Family                           95175                20060501            74.94999695 No MI                                1.00E+17                    2.25               20110401                  13.25                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G03                                                       90405                 565.03                    360                     358                  7.125                      0                      0                   0.375                    7.5 Raleigh                NC                                       27614 PUD                                     90405                20060501                     70 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 WALN
GII                      G02                                                      263120                1507.46                    360                     355                    6.5                      0                      0                   0.375                  6.875 Arlington              VA                                       22206 Condominium                            263120                20060201                     80 No MI                                1.00E+17                     2.5               20110101                 12.875                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360101 AFL2
GII                      G03                                                      378350                2246.45                    360                     358                   6.75                      0                      0                   0.375                  7.125 ONTARIO                CA                                       91764 Single Family                          378350                20060501            79.98999786 No MI                                1.00E+17                    2.25               20110401                 12.125                  2.125                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 WALN
GII                      G02                                                      302000                1667.29                    360                     358                   6.25                      0                      0                   0.375                  6.625 North Las Vegas        NV                                       89081 PUD                                    302000                20060501                     80 No MI                                                            2.75               20110401                 12.625                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G03                                                      200000                1250.00                    360                     358                  7.125                      0                      0                   0.375                    7.5 MESA                   AZ                                       85206 Single Family                          200000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                  2.375                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      146720                1039.27                    360                     360                  8.125                      0                      0                   0.375                    8.5 NORFOLK                VA                                       23503 Single Family                          146720                20060701                     80 No MI                                1.00E+17                    2.25               20110601                   13.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GII                      G03                                                      188000                1116.25                    360                     359                   6.75                      0                      0                   0.375                  7.125 Highlands Ranch        CO                                       80126 PUD                                    188000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.125                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G02                                                      146152                 806.88                    360                     358                   6.25                      0                      0                   0.375                  6.625 Jacksonville           FL                                       32216 Condominium                            146152                20060501                     80 No MI                                1.00E+17                    2.75               20110401                 12.625                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                      200000                1083.34                    360                     358                  6.125                      0                      0                   0.375                    6.5 CHAMPLIN               MN                                       55316 Single Family                          200000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   11.5                  2.375                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 WALN
GII                      G02                                                      259120                1376.58                    360                     358                      6                      0                      0                   0.375                  6.375 Rio Rancho             NM                                       87124 PUD                                    259120                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.375                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                      141600                 811.25                    360                     356                    6.5                      0                      0                   0.375                  6.875 SMYRNA                 TN                                       37167 PUD                                    141600                20060301                     80 No MI                                1.00E+17                    2.25               20110201                 11.875                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360201 AFL2
GIII                     G02                                                   339177.87                2090.36                    360                     359                      6                      0                      0                    0.25                   6.25 WHITTIER               CA                                       90602 Single Family                          339500                20060601                     70 No MI                                1.00E+17                    2.25               20110501                  11.25                  1.875                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G01                                                   214706.34                1407.80                    360                     359                    7.5                      0                      0                    0.25                   7.75 PUNTA GORDA            FL                                       33983 Single Family                          217982                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.75                      2                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GIII                     G03                                                      173000                 846.98                    360                     359                  5.625                      0                      0                    0.25                  5.875 OVIEDO                 FL                                       32765 PUD                                    173000                20060601            57.66999817 No MI                                1.00E+17                    2.25               20110501                 11.875                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G02                                                      213600                1134.75                    360                     359                  6.125                      0                      0                    0.25                  6.375 SANTA CLARITA          CA                                       91350 Condominium                            213600                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.375                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G02                                                      212000                1148.33                    360                     358                   6.25                      0                      0                    0.25                    6.5 ROSAMOND               CA                                       93560 Single Family                          212000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G02                                                      284000                1479.17                    360                     360                      6                      0                      0                    0.25                   6.25 LIBERTY LAKE           WA                                       99019 Single Family                          284000                20060701                     80 No MI                                1.00E+17                    2.25               20110601                  11.25                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360601 ADN1
GIII                     G01                                                   156700.52                 523.33                    360                     359                   3.75                      0                      0                    0.25                      4 BREMERTON              WA                                       98312 PUD                                    157000                20060601            68.26000214 No MI                                1.00E+17                    2.25               20110501                     10                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G01                                                      176200                1064.54                    360                     360                      7                      0                      0                    0.25                   7.25 DAVENPORT              FL                                       33897 PUD                                    176200                20060701            74.98000336 No MI                                1.00E+17                    2.25               20110601                  12.25                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360601 ADN1
GIII                     G02                                                      266000                1468.54                    360                     360                  6.375                      0                      0                    0.25                  6.625 BASS LAKE              CA                                       93604 Single Family                          266000                20060701                     38 No MI                                1.00E+17                    2.25               20110601                 11.625                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360601 ADN1
GIII                     G01                                                      376800                1923.25                    360                     358                  5.875                      0                      0                    0.25                  6.125 PANAMA CITY BEACH      FL                                       32413 Condominium                            376800                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.125                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G02                                                      305589                1941.76                    360                     359                   7.25                      0                      0                   0.375                  7.625 Glendale               AZ                                       85310 PUD                                    305589                20060601                     70 No MI                                1.00E+17                    2.25               20110501                 12.625                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G03                                                      352000                2200.00                    360                     358                  7.125                      0                      0                   0.375                    7.5 Garden Grove           CA                                       92840 Condominium                            352000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 WALN
GI                       G02                                                      216000                1372.50                    360                     358                   7.25                      0                      0                   0.375                  7.625 Peoria                 AZ                                       85382 PUD                                    216000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.625                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 WALN
GII                      G02                                                      263001                1479.38                    360                     358                  6.375                      0                      0                   0.375                   6.75 SURPRISE               AZ                                       85379 PUD                                    263001                20060501                     75 No MI                                1.00E+17                    2.25               20110401                  11.75                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                      220000                1260.42                    360                     359                    6.5                      0                      0                   0.375                  6.875 San Bernardino         CA                                       92404 Single Family                          220000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G02                                                      399920                2207.89                    360                     358                   6.25                      0                      0                   0.375                  6.625 Fontana                CA                                       92336 Single Family                          399920                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.625                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 WALN
GI                       G03                                                      268000                1675.00                    360                     359                  7.125                      0                      0                   0.375                    7.5 LAS VEGAS              NV                                       89139 PUD                                    268000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   12.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      206500                1312.14                    360                     359                   7.25                      0                      0                   0.375                  7.625 Pembroke Pines         FL                                       33026 Single Family                          206500                20060601                     70 No MI                                1.00E+17                    2.25               20110501                 12.625                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G03                                                      203250                1249.14                    360                     358                      7                      0                      0                   0.375                  7.375 Laurel                 MD                                       20724 PUD                                    203250                20060501                     75 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GIII                     G02                                                      133199                 735.37                    360                     360                  6.375                      0                      0                    0.25                  6.625 OPA LOCKA              FL                                       33056 Single Family                          133199                20060701            55.04000092 No MI                                1.00E+17                    2.25               20110601                 11.625                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 ADN1
GIII                     G02                                                      199150                1120.22                    360                     360                    6.5                      0                      0                    0.25                   6.75 LAKE ALFRED            FL                                       33850 PUD                                    199150                20060701            79.98000336 No MI                                1.00E+17                    2.25               20110601                  11.75                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360601 ADN1
GI                       G01                                                      205300                1240.35                    360                     359                      7                      0                      0                    0.25                   7.25 DORAL                  FL                                       33178 Condominium                            205300                20060601            89.98999786 United Guaranty                      1.00E+17                    2.25               20110501                  13.25                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G01                                                      149520                 903.35                    360                     360                      7                      0                      0                    0.25                   7.25 ZEPHYRHILLS            FL                                       33541 Condominium                            149520                20060701                     80 No MI                                1.00E+17                    2.25               20110601                  12.25                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360601 ADN1
GIII                     G02                                                      290000                1570.83                    360                     359                   6.25                      0                      0                    0.25                    6.5 CERES                  CA                                       95307 Single Family                          290000                20060601            55.77000046 No MI                                1.00E+17                    2.25               20110501                   12.5                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G01                                                      360000                1875.00                    360                     359                      6                      0                      0                    0.25                   6.25 AVON                   NC                                       27915 PUD                                    360000                20060601                     90 United Guaranty                      1.00E+17                    2.25               20110501                  12.25                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G02                                                      299000                1650.73                    360                     360                  6.375                      0                      0                    0.25                  6.625 FRESNO                 CA                                       93722 Single Family                          299000                20060701            56.31000137 No MI                                1.00E+17                    2.25               20110601                 11.625                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360601 ADN1
GIII                     G02                                                       95680                 518.27                    360                     359                   6.25                      0                      0                    0.25                    6.5 CHICKAMAUGA            GA                                       30707 Single Family                           95680                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   12.5                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G02                                                   191381.49                1120.00                    360                     359                   6.75                      0                      0                    0.25                      7 MIAMI BEACH            FL                                       33139 Condominium                            192000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     13                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 ADN1
GII                      G03                                                    201553.8                 923.79                    360                     356                  5.125                      0                      0                   0.375                    5.5 Antioch                CA                                       94509 PUD                                    201600                20060301                     70 No MI                                1.00E+17                    2.25               20110201                   10.5                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360201 AFL2
GI                       G02                                                       95200                 624.75                    360                     359                    7.5                      0                      0                   0.375                  7.875 Tampa                  FL                                       33619 2-4 Family                              95200                20060601                     70 No MI                                1.00E+17                    2.25               20110501                 12.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G02                                                   162613.27                1069.15                    360                     359                    6.5                      0                      0                   0.375                  6.875 Gwynn Oak              MD                                       21207 Single Family                          162750                20060601                     75 No MI                                1.00E+17                    2.25               20110501                 11.875                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G03                                                      280000                1750.00                    360                     357                  7.125                      0                      0                   0.375                    7.5 Paterson               NJ                                        7504 Single Family                          280000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                   12.5                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G02                                                   135999.49                 920.83                    360                     358                   7.75                      0                      0                   0.375                  8.125 Portsmouth             VA                                       23702 2-4 Family                             136000                20060501            79.52999878 No MI                                1.00E+17                    2.25               20110401                 13.125                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GIII                     G01                                                      150000                 671.88                    360                     359                  5.125                      0                      0                    0.25                  5.375 MESA                   AZ                                       85204 Single Family                          150000                20060601            61.22000122 No MI                                1.00E+17                    2.25               20110501                 10.375                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G02                                                      397000                2150.42                    360                     360                   6.25                      0                      0                    0.25                    6.5 LAS VEGAS              NV                                       89178 PUD                                    397000                20060701                     90 United Guaranty                      1.00E+17                    2.25               20110601                   11.5                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360601 ADN1
GIII                     G02                                                      276220                1611.28                    360                     359                   6.75                      0                      0                    0.25                      7 PORT SAINT LUCIE       FL                                       34986 PUD                                    276220                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     12                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GIII                     G01                                                      250000                1250.00                    360                     359                   5.75                      0                      0                    0.25                      6 SAN DIEGO              CA                                       92126 Single Family                          250000                20060601            43.47999954 No MI                                1.00E+17                    2.25               20110501                     11                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G02                                                      412500                2277.34                    360                     359                  6.375                      0                      0                    0.25                  6.625 LOS ANGELES            CA                                       90037 2-4 Family                             412500                20060601                     75 No MI                                1.00E+17                    2.25               20110501                 11.625                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GIII                     G02                                                      389290                2108.65                    360                     360                   6.25                      0                      0                    0.25                    6.5 ORLANDO                FL                                       32814 PUD                                    389290                20060701            79.55999756 No MI                                1.00E+17                    2.25               20110601                   12.5                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360601 ADN1
GIII                     G02                                                      142260                 755.76                    360                     359                  6.125                      0                      0                    0.25                  6.375 KATY                   TX                                       77449 PUD                                    142260                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.375                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G02                                                      100000                 583.33                    360                     360                   6.75                      0                      0                    0.25                      7 PRINCETON BOROUGH      NJ                                        8542 Single Family                          100000                20060701            18.02000046 No MI                                1.00E+17                    2.25               20110601                     12                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360601 ADN1
GIII                     G01                                                      196800                1025.00                    360                     360                      6                      0                      0                    0.25                   6.25 EUGENE                 OR                                       97402 Single Family                          196800                20060701                     80 No MI                                1.00E+17                    2.25               20110601                  11.25                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360601 ADN1
GIII                     G02                                                      346400                1876.33                    360                     360                   6.25                      0                      0                    0.25                    6.5 SACRAMENTO             CA                                       95829 Single Family                          346400                20060701                     80 No MI                                1.00E+17                    2.25               20110601                   11.5                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360601 ADN1
GIII                     G02                                                      304000                1615.00                    360                     358                  6.125                      0                      0                    0.25                  6.375 STAFFORD               VA                                       22556 PUD                                    304000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.375                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G01                                                      175920                1099.50                    360                     358                   7.25                      0                      0                    0.25                    7.5 RENO                   NV                                       89506 Single Family                          175920                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 ADN1
GIII                     G02                                                   159723.71                1037.76                    360                     358                    6.5                      0                      0                    0.25                   6.75 BAKERSFIELD            CA                                       93307 Single Family                          160000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.75                      2                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G02                                                      344000                2329.17                    360                     357                   7.75                      0                      0                   0.375                  8.125 Jersey City            NJ                                        7307 2-4 Family                             344000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 13.125                      2                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G02                                                      312000                1982.50                    360                     357                   7.25                      0                      0                   0.375                  7.625 Rockville              MD                                       20850 Single Family                          312000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 12.625                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360301 AFL2
GIII                     G01                                                      379900                1939.07                    360                     358                  5.875                      0                      0                    0.25                  6.125 WASHINGTON             DC                                       20016 Condominium                            379900                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.125                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G02                                                      221636                1154.35                    360                     357                  5.875                      0                      0                   0.375                   6.25 MARICOPA               AZ                                       85239 PUD                                    221636                20060401                     80 No MI                                1.00E+17                   2.375               20080301                  11.25                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      24 N                                    20360301 AFL2
GIII                     G02                                                      320000                1733.33                    360                     358                   6.25                      0                      0                    0.25                    6.5 CHULA VISTA            CA                                       91910 Single Family                          320000                20060501            51.20000076 No MI                                1.00E+17                    2.25               20110401                   12.5                      2                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 ADN1
GII                      G03                                                     1677400                9260.65                    360                     358                   6.25                      0                      0                   0.375                  6.625 ANNAPOLIS              MD                                       21403 PUD                                   1677400                20060501            62.13000107 No MI                                1.00E+17                    2.25               20110401                 12.625                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G03                                                      141536                 869.86                    360                     358                      7                      0                      0                   0.375                  7.375 Charlotte              NC                                       28277 Townhouse                              141536                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      580000                3745.83                    360                     359                  7.375                      0                      0                   0.375                   7.75 LOS ANGELES            CA                                       90037 2-4 Family                             580000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.75                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GIII                     G02                                                      406800                2330.63                    360                     358                  6.625                      0                      0                    0.25                  6.875 CARLSBAD               CA                                       92010 Condominium                            406800                20060501            79.98999786 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 ADN1
GIII                     G02                                                   319433.78                2049.00                    360                     358                  6.375                      0                      0                    0.25                  6.625 JACKSON                WY                                       83001 Single Family                          320000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.625                      2                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G01                                                      250000                1302.08                    360                     358                      6                      0                      0                    0.25                   6.25 ORLANDO                FL                                       32825 PUD                                    250000                20060501            79.37000275 No MI                                1.00E+17                    2.25               20110401                  12.25                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G03                                                   275379.71                1929.84                    360                     357                  7.125                      0                      0                   0.375                    7.5 Manassas Park          VA                                       20111 Single Family                          276000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                   12.5                      2                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G01                                                      663000                4350.94                    360                     358                    7.5                      0                      0                   0.375                  7.875 Hollywood              FL                                       33019 Condominium                            663000                20060501                     65 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GIII                     G02                                                   307448.89                1827.86                    360                     358                  6.875                      0                      0                    0.25                  7.125 SAN JACINTO            CA                                       92583 Single Family                          307850                20060501            79.98999786 No MI                                1.00E+17                    2.25               20110401                 13.125                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 ADN1
GI                       G02                                                      173320                1209.63                    360                     358                      8                      0                      0                   0.375                  8.375 COVINGTON              GA                                       30016 PUD                                    173320                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      199120                1099.31                    360                     358                   6.25                      0                      0                   0.375                  6.625 CANTON                 GA                                       30115 PUD                                    199120                20060501                     80 No MI                                1.00E+17                   2.375               20080401                 11.625                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      24 N                                    20360401 AFL2
GII                      G03                                                    476359.5                2728.74                    360                     357                  6.625                      0                      0                    0.25                  6.875 Bloomfield             MI                                       48302 Single Family                          476500                20060401            78.11000061 No MI                                1.00E+17                    2.25               20110301                 11.875                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G03                                                      240000                1475.00                    360                     357                      7                      0                      0                   0.375                  7.375 LAS VEGAS              NV                                       89142 Single Family                          240000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 12.375                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GII                      G02                                                      417000                2203.54                    360                     359                  6.125                      0                      0                    0.25                  6.375 Long Beach             CA                                       90815 Single Family                          417000                20060601            76.51000214 No MI                                                            2.25               20110501                 11.375                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      120720                 842.52                    360                     359                      8                      0                      0                   0.375                  8.375 MADISON                AL                                       35757 Single Family                          120720                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.375                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      157036                1063.26                    360                     358                   7.75                      0                      0                   0.375                  8.125 HAMPTON                GA                                       30228 PUD                                    157036                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.125                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      142500                1083.10                    360                     360                      8                      0                      0                   0.375                  8.375 NEW ORLEANS            LA                                       70115 Single Family                          142500                20060701                     75 No MI                                1.00E+17                    2.25               20110601                 13.375                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360601 AFL2
GI                       G03                                                      107200                 670.00                    360                     357                  7.125                      0                      0                   0.375                    7.5 Doraville              GA                                       30360 Single Family                          107200                20060401                     80 No MI                                1.00E+17                    2.25               20110301                   12.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GII                      G02                                                      146632                 855.35                    360                     358                  6.625                      0                      0                   0.375                      7 SNELLVILLE             GA                                       30039 PUD                                    151632                20060501                     80 No MI                                1.00E+17                    2.25               20110401                     12                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      165776                1156.98                    360                     360                      8                      0                      0                   0.375                  8.375 CHAMPLIN               MN                                       55316 Single Family                          165776                20060701                     80 No MI                                1.00E+17                    2.25               20110601                 13.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GII                      G02                                                      176872                 939.63                    360                     358                      6                      0                      0                   0.375                  6.375 Snellville             GA                                       30039 PUD                                    176872                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G03                                                      113349                 673.01                    360                     359                   6.75                      0                      0                   0.375                  7.125 COOLIDGE               AZ                                       85228 Single Family                          113349                20060601                     80 No MI                                                            2.25               20110501                 12.125                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G01                                                      600000                3875.00                    360                     358                  7.375                      0                      0                   0.375                   7.75 BURBANK                CA                                       91501 Single Family                          600000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.75                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      168472                1052.95                    360                     358                  7.125                      0                      0                   0.375                    7.5 Snellville             GA                                       30039 PUD                                    168472                20060501                     80 No MI                                1.00E+17                    2.25               20160401                   12.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                     120 N                                    20360401 AFL2
GI                       G02                                                      198000                1361.25                    360                     359                  7.875                      0                      0                   0.375                   8.25 North Port             FL                                       34287 Single Family                          198000                20060601            72.52999878 No MI                                1.00E+17                    2.25               20110501                  13.25                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G03                                                   389695.76                2660.49                    360                     359                  6.875                      0                      0                   0.375                   7.25 SLINGER                WI                                       53086 Single Family                          390000                20060601                     65 No MI                                1.00E+17                    2.25               20110501                  12.25                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G03                                                      548300                3426.88                    360                     360                  7.125                      0                      0                   0.375                    7.5 STOCKTON               CA                                       95212 Single Family                          548300                20060701            79.98000336 No MI                                1.00E+17                    2.25               20110601                   12.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GII                      G03                                                      120000                 712.50                    360                     359                   6.75                      0                      0                   0.375                  7.125 Wayne                  NJ                                        7470 Single Family                          120000                20060601                     80 No MI                                                            2.25               20110501                 12.125                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 WALN
GI                       G02                                                      328000                2186.67                    360                     359                  7.625                      0                      0                   0.375                      8 WASHINGTON             DC                                       20011 Townhouse                              328000                20060601                     80 No MI                                1.00E+17                    5.16               20110501                     13                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      157500                1099.22                    360                     359                      8                      0                      0                   0.375                  8.375 WOODBRIDGE             VA                                       22193 Townhouse                              157500                20060601                     70 No MI                                1.00E+17                    2.25               20110501                 13.375                  4.785                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      171228                1088.01                    360                     358                   7.25                      0                      0                   0.375                  7.625 FAIRBURN               GA                                       30213 PUD                                    171228                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.625                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G03                                                      443600                2680.08                    360                     359                  6.875                      0                      0                   0.375                   7.25 RIVERSIDE              CA                                       92503 Single Family                          443600                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.25                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                       70000                 466.67                    360                     359                  7.625                      0                      0                   0.375                      8 Ft. Lauderdale         FL                                       33313 PUD                                     70000                20060601                     70 No MI                                1.00E+17                    2.25               20110501                     13                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 WALN
GII                      G02                                                      223477                1210.50                    360                     357                  6.125                      0                      0                   0.375                    6.5 LAS VEGAS              NV                                       89166 PUD                                    223477                20060401                     80 No MI                                1.00E+17                    2.25               20110301                   11.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G03                                                      190324                1189.53                    360                     359                  7.125                      0                      0                   0.375                    7.5 Florence               AZ                                       85232 PUD                                    190324                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   12.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G03                                                      182000                1080.63                    360                     359                   6.75                      0                      0                   0.375                  7.125 Jamaica                NY                                       11434 Single Family                          182000                20060601                     65 No MI                                1.00E+17                    2.25               20110501                 12.125                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G02                                                      177064                1032.87                    360                     358                  6.625                      0                      0                   0.375                      7 FAIRBURN               GA                                       30213 PUD                                    177064                20060501                     80 No MI                                1.00E+17                    2.25               20110401                     12                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      160800                1038.50                    360                     359                  7.375                      0                      0                   0.375                   7.75 Middleburg             FL                                       32068 Single Family                          160800                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G02                                                      326664                2145.95                    360                     360                    6.5                      0                      0                   0.375                  6.875 ASHEBORO               NC                                       27205 Single Family                          326664                20060701                     80 No MI                                1.00E+17                    2.25               20110601                 11.875                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360601 AFL2
GII                      G02                                                      380000                2058.33                    360                     358                  6.125                      0                      0                   0.375                    6.5 Annapolis              MD                                       21401 Single Family                          380000                20060501                     80 No MI                                1.00E+17                     2.5               20110401                   12.5                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      200900                1402.11                    360                     359                      8                      0                      0                   0.375                  8.375 Manassas               VA                                       20109 Townhouse                              200900                20060601                     70 No MI                                1.00E+17                    2.25               20110501                 13.375                  2.125                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                    194878.8                1482.14                    360                     359                      8                      0                      0                   0.375                  8.375 Hesperia               CA                                       92345 Single Family                          195000                20060601                     75 No MI                                1.00E+17                    2.25               20110501                 13.375                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      203250                1397.34                    360                     359                  7.875                      0                      0                   0.375                   8.25 New Richmond           WI                                       54017 Single Family                          203250                20060601                     75 No MI                                1.00E+17                    2.25               20110501                  13.25                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GIII                     G02                                                    79999.73                 458.33                    360                     358                  6.625                      0                      0                    0.25                  6.875 WASHINGTON             DC                                       20032 Condominium                             80000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.875                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G01                                                      261000                1658.44                    360                     359                  7.375                      0                      0                    0.25                  7.625 MODESTO                CA                                       95350 Single Family                          261000                20060601                     60 No MI                                1.00E+17                    2.25               20110501                 12.625                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GII                      G03                                                      173200                1137.80                    360                     360                    6.5                      0                      0                   0.375                  6.875 LAS VEGAS              NV                                       89121 Single Family                          173200                20060701                     80 No MI                                1.00E+17                    2.25               20110601                 11.875                      2                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360601 AFL2
GII                      G02                                                    113087.6                 647.90                    360                     357                    6.5                      0                      0                   0.375                  6.875 College Park           GA                                       30349 Single Family                          113120                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 11.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G02                                                      109440                 763.80                    360                     358                      8                      0                      0                   0.375                  8.375 Camp Hill              PA                                       17011 Single Family                          109440                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G03                                                      135360                 831.90                    360                     358                      7                      0                      0                   0.375                  7.375 LAWRENCEVILLE          GA                                       30044 PUD                                    135360                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G03                                                      199900                1207.73                    360                     359                  6.875                      0                      0                   0.375                   7.25 Phoenix                AZ                                       85086 PUD                                    200000                20060601            49.38000107 No MI                                1.00E+17                    2.25               20110501                  12.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 WALN
GI                       G02                                                      258400                1641.92                    360                     358                   7.25                      0                      0                   0.375                  7.625 Sanford                NC                                       27330 Single Family                          258400                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.625                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G03                                                      201600                1218.00                    360                     359                  6.875                      0                      0                   0.375                   7.25 Las Vegas              NV                                       89156 Single Family                          201600                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.25                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G03                                                      295920                1757.03                    360                     358                   6.75                      0                      0                   0.375                  7.125 Manassas Park          VA                                       20111 Condominium                            295920                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.125                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                   199774.45                1297.97                    360                     358                  6.375                      0                      0                   0.375                   6.75 PALM BEACH GARDENS     FL                                       33410 Condominium                            200120                20060501                     65 No MI                                1.00E+17                    3.75               20110401                  11.75                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      191600                1157.58                    360                     358                  6.875                      0                      0                   0.375                   7.25 Powder Springs         GA                                       30127 PUD                                    191600                20060501            79.97000122 No MI                                1.00E+17                    2.25               20160401                  12.25                  3.375                       1 First Lien                                    Y                                          120 No_PP                                     360                     120 N                                    20360401 AFL2
GII                      G02                                                       56499                 306.04                    360                     357                  6.125                      0                      0                   0.375                    6.5 Winston Salem          NC                                       27107 Single Family                           56499                20060401            69.31999969 No MI                                1.00E+17                    2.25               20110301                   11.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GII                      G03                                                      301450                1507.25                    360                     356                  5.625                      0                      0                   0.375                      6 TEMECULA               CA                                       92591 PUD                                    301450                20060301            79.98999786 No MI                                1.00E+17                    2.25               20110201                     11                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360201 AFL2
GI                       G01                                                    41191.59                 295.52                    360                     358                    7.5                      0                      0                    0.25                   7.75 HUNTSVILLE             AL                                       35816 Single Family                           41250                20060501                     75 No MI                                1.00E+17                    2.25               20110401                  12.75                  1.875                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G02                                                      144800                 769.25                    360                     359                  6.125                      0                      0                    0.25                  6.375 AUSTIN                 TX                                       78735 Condominium                            144800                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.375                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G01                                                      462400                3034.50                    360                     360                    7.5                      0                      0                   0.375                  7.875 Kissimmee              FL                                       34744 Single Family                          462400                20060701                     80 No MI                                1.00E+17                    2.25               20110601                 12.875                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GII                      G01                                                      624750                3318.98                    360                     358                      6                      0                      0                   0.375                  6.375 Lovettsville           VA                                       20180 PUD                                    624750                20060501            78.08999634 No MI                                1.00E+17                    2.25               20090401                 12.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      36 N                                    20360401 AFL2
GII                      G02                                                      280000                1633.33                    360                     360                  6.625                      0                      0                   0.375                      7 TEMPE                  AZ                                       85281 Single Family                          280000                20060701                     80 No MI                                                            2.25               20110601                     12                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GI                       G02                                                      225000                1631.41                    360                     360                    7.5                      0                      0                   0.375                  7.875 TUCSON                 AZ                                       85748 PUD                                    225000                20060701                     75 No MI                                1.00E+17                    2.25               20110601                 12.875                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360601 AFL2
GI                       G02                                                      303950                2026.33                    360                     359                  7.625                      0                      0                   0.375                      8 EMMITSBURG             MD                                       21727 PUD                                    303950                20060601            79.98999786 No MI                                1.00E+17                    2.25               20130501                     13                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      84 N                                    20360501 AFL2
GI                       G01                                                      615000                3907.81                    360                     359                   7.25                      0                      0                   0.375                  7.625 LA PALMA               CA                                       90623 PUD                                    615000                20060601                     75 No MI                                1.00E+17                    5.23               20110501                 12.625                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      155200                1050.83                    360                     359                   7.75                      0                      0                   0.375                  8.125 Phoenix                AZ                                       85037 Single Family                          155200                20060601                     80 No MI                                                            2.25               20110501                 13.125                  4.855                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 WALN
GII                      G02                                                      153600                 896.00                    360                     358                  6.625                      0                      0                   0.375                      7 BIG LAKE               MN                                       55309 Single Family                          153600                20060501                     80 No MI                                1.00E+17                    2.25               20110401                     12                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 WALN
GII                      G03                                                      110000                 561.46                    360                     348                   5.75                      0                      0                   0.375                  6.125 Belle Chasse           LA                                       70037 Single Family                          110000                20050701                     80 No MI                                                            2.25               20100601                 11.125                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20350601 AFL2
GI                       G02                                                       86700                 559.94                    360                     358                  7.375                      0                      0                   0.375                   7.75 Acworth                GA                                       30102 Single Family                           86700                20060501            69.98000336 No MI                                1.00E+17                    2.75               20110401                  12.75                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                      100000                 572.92                    360                     358                    6.5                      0                      0                   0.375                  6.875 MESA                   AZ                                       85202 Condominium                            100000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 WALN
GII                      G02                                                      400000                2291.67                    360                     360                    6.5                      0                      0                   0.375                  6.875 LOUISVILLE             KY                                       40205 Single Family                          400000                20060701            68.37999725 No MI                                1.00E+17                    2.25               20110601                 11.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GII                      G03                                                   104123.62                 618.23                    360                     358                   6.75                      0                      0                   0.375                  7.125 Baltimore              MD                                       21221 Single Family                          104900                20060501            74.98000336 No MI                                1.00E+17                    2.25               20110401                 12.125                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      262400                1694.67                    360                     359                  7.375                      0                      0                   0.375                   7.75 MORENO VALLEY          CA                                       92557 Single Family                          262400                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.75                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G02                                                      224250                1284.77                    360                     357                    6.5                      0                      0                   0.375                  6.875 SACRAMENTO             CA                                       95828 Single Family                          224250                20060401                     75 No MI                                1.00E+17                    2.25               20110301                 11.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GI                       G02                                                      168000                1155.00                    360                     358                  7.875                      0                      0                   0.375                   8.25 STUART                 FL                                       34997 Single Family                          168000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  13.25                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 WALN
GI                       G03                                                      328000                2050.00                    360                     359                  7.125                      0                      0                   0.375                    7.5 DENVER                 CO                                       80205 Townhouse                              328000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   12.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      141200                 926.63                    360                     359                    7.5                      0                      0                   0.375                  7.875 CIRCLE PINES           MN                                       55014 Single Family                          141200                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      191752                1358.24                    360                     359                  8.125                      0                      0                   0.375                    8.5 Port Saint Lucie       FL                                       34953 Single Family                          191752                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   13.5                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G02                                                      212000                1170.42                    360                     359                   6.25                      0                      0                   0.375                  6.625 Chandler               AZ                                       85224 PUD                                    212000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.625                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G01                                                      239920                1674.44                    360                     359                      8                      0                      0                   0.375                  8.375 Randallstown           MD                                       21133 Single Family                          239920                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.375                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                       85000                 575.52                    360                     358                   7.75                      0                      0                   0.375                  8.125 BEAVER                 UT                                       84713 Single Family                           85000                20060501            73.27999878 No MI                                1.00E+17                    2.25               20110401                 13.125                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G03                                                       77000                 457.19                    360                     358                   6.75                      0                      0                   0.375                  7.125 LEANDER                TX                                       78641 Single Family                           77000                20060501                     70 No MI                                1.00E+17                    2.25               20110401                 12.125                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                      164018                 922.60                    360                     353                  6.375                      0                      0                   0.375                   6.75 Tucson                 AZ                                       85743 PUD                                    164040                20051201                     80 No MI                                1.00E+17                    2.25               20101101                  11.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20351101 AFL2
GII                      G02                                                      333600                1876.50                    360                     359                  6.375                      0                      0                   0.375                   6.75 ELKRIDGE               MD                                       21075 Single Family                          333600                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  11.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G02                                                      180000                1012.50                    360                     359                  6.375                      0                      0                   0.375                   6.75 Clearlake              CA                                       95422 Single Family                          180000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  11.75                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      116830                 766.70                    360                     356                    7.5                      0                      0                   0.375                  7.875 Nampa                  ID                                       83687 PUD                                    116830                20060301                     70 No MI                                1.00E+17                    2.25               20110201                 12.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360201 AFL2
GII                      G03                                                   103664.35                 700.67                    360                     356                   6.75                      0                      0                   0.375                  7.125 Aberdeen               WA                                       98520 Single Family                          104000                20060301            79.08999634 No MI                                1.00E+17                    2.25               20110201                 12.125                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360201 AFL2
GI                       G03                                                      173400                1083.75                    360                     355                  7.125                      0                      0                   0.375                    7.5 Buckeye                AZ                                       85326 PUD                                    173400                20060201                     80 No MI                                1.00E+17                    2.25               20110101                   13.5                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360101 AFL2
GI                       G02                                                    46440.49                 349.34                    360                     358                  7.875                      0                      0                   0.375                   8.25 Warrensburg            MO                                       64093 2-4 Family                              46500                20060501                     75 No MI                                1.00E+17                    2.25               20110401                  13.25                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      126400                 829.50                    360                     358                    7.5                      0                      0                   0.375                  7.875 Atlanta                GA                                       30310 Single Family                          126400                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.875                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G01                                                       94500                 679.22                    360                     347                  8.375                      0                      0                    0.25                  8.625 FLORENCE               KY                                       41042 Single Family                           94500                20050601                     90 Radian Guaranty                      1.00E+17                    2.75               20080501                 14.625                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      36 N                                    20350501 GNPT
GI                       G01                                                      864000                5580.00                    360                     357                  7.375                      0                      0                   0.375                   7.75 Hayward                CA                                       94545 PUD                                    864000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                  12.75                    2.5                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GII                      G03                                                      132317                 661.59                    360                     356                  5.625                      0                      0                   0.375                      6 Summerville            SC                                       29485 PUD                                    132317                20060301                     80 No MI                                1.00E+17                    2.25               20110201                     12                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360201 AFL2
GI                       G02                                                      129600                 850.50                    360                     359                    7.5                      0                      0                   0.375                  7.875 DELTONA                FL                                       32725 Single Family                          129600                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G02                                                      275389                1520.38                    360                     356                   6.25                      0                      0                   0.375                  6.625 Jersey City            NJ                                        7304 Condominium                            275389                20060301            77.73999786 No MI                                1.00E+17                    2.25               20110201                 12.625                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360201 AFL2
GI                       G02                                                      212000                1369.17                    360                     359                  7.375                      0                      0                   0.375                   7.75 NORCROSS               GA                                       30092 Single Family                          212000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      294700                1903.27                    360                     359                  7.375                      0                      0                   0.375                   7.75 ASHBURN                VA                                       20147 Condominium                            294700                20060601            79.98999786 No MI                                1.00E+17                    2.25               20110501                  12.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G03                                                      575200                3595.00                    360                     359                  7.125                      0                      0                   0.375                    7.5 LONG BEACH             CA                                       90813 2-4 Family                             575200                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   12.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G03                                                      212000                1325.00                    360                     359                  7.125                      0                      0                   0.375                    7.5 Henderson              NV                                       89074 Condominium                            212000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   12.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G03                                                      233260                1433.58                    360                     360                      7                      0                      0                   0.375                  7.375 N LAS VEGAS            NV                                       89031 PUD                                    233260                20060701                     80 No MI                                1.00E+17                    2.25               20110601                 12.375                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360601 AFL2
GI                       G01                                                      584000                3771.67                    360                     360                  7.375                      0                      0                   0.375                   7.75 LAS VEGAS              NV                                       89146 Single Family                          584000                20060701                     80 No MI                                1.00E+17                    2.25               20110601                  12.75                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GII                      G01                                                   104600.61                 645.27                    360                     358                  5.875                      0                      0                   0.375                   6.25 Georgetown             KY                                       40324 PUD                                    104800                20060501                     80 No MI                                1.00E+17                    2.25               20090401                  12.25                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      36 N                                    20360401 AFL2
GI                       G02                                                      219000                1551.25                    360                     360                  8.125                      0                      0                   0.375                    8.5 Las Vegas              NV                                       89121 Single Family                          219000                20060701                     75 No MI                                1.00E+17                    2.25               20110601                   13.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GII                      G02                                                      392800                2209.50                    360                     356                  6.375                      0                      0                   0.375                   6.75 LEESBURG               VA                                       20176 PUD                                    392800                20060301                     80 No MI                                1.00E+17                    2.25               20110201                  12.75                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360201 AFL2
GII                      G03                                                      111520                 673.77                    360                     359                  6.875                      0                      0                   0.375                   7.25 College Park           GA                                       30349 PUD                                    111520                20060601                     80 No MI                                1.00E+16                    2.25               20110501                  12.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                   111930.39                 851.28                    360                     359                      8                      0                      0                   0.375                  8.375 Noblesville            IN                                       46062 Single Family                          112000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.375                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      147120                1042.10                    360                     360                  8.125                      0                      0                   0.375                    8.5 VERO BEACH             FL                                       32968 Single Family                          147120                20060701                     80 No MI                                1.00E+17                    2.25               20110601                   13.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GI                       G02                                                      238750                1566.80                    360                     359                    7.5                      0                      0                   0.375                  7.875 HAGERSTOWN             MD                                       21740 Single Family                          238750                20060601            79.33000183 No MI                                1.00E+17                    2.25               20110501                 12.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G02                                                      140000                 743.75                    360                     359                      6                      0                      0                   0.375                  6.375 BLOOMINGTON            UT                                       84790 Townhouse                              140000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G02                                                      282450                1618.20                    360                     359                    6.5                      0                      0                   0.375                  6.875 LEAGUE CITY            TX                                       77573 PUD                                    282450                20060601                     70 No MI                                1.00E+17                    2.25               20110501                 11.875                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      123750                 876.56                    360                     360                  8.125                      0                      0                   0.375                    8.5 Las Vegas              NV                                       89101 Single Family                          123750                20060701                     75 No MI                                1.00E+17                    2.25               20110601                   13.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GI                       G02                                                    70355.11                 528.89                    360                     359                  7.875                      0                      0                   0.375                   8.25 Arlington              TX                                       76017 Single Family                           70400                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  13.25                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      212000                1369.17                    360                     360                  7.375                      0                      0                   0.375                   7.75 GILBERT                AZ                                       85297 PUD                                    212000                20060701                     80 No MI                                1.00E+17                    2.25               20110601                  12.75                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GI                       G02                                                      241425                1710.09                    360                     359                  8.125                      0                      0                   0.375                    8.5 LAS VEGAS              NV                                       89141 PUD                                    241425                20060601            74.86000061 No MI                                1.00E+17                    2.25               20110501                   13.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      373310                2566.51                    360                     359                  7.875                      0                      0                   0.375                   8.25 CLOVIS                 CA                                       93611 Single Family                          373310                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  13.25                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      155200                1083.17                    360                     359                      8                      0                      0                   0.375                  8.375 DESERT HOT SPRINGS     CA                                       92240 Single Family                          155200                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.375                  2.375                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      169520                1165.45                    360                     358                  7.875                      0                      0                   0.375                   8.25 Albuquerque            NM                                       87114 Single Family                          169520                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  13.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 WALN
GII                      G03                                                   239812.77                1637.23                    360                     359                  6.875                      0                      0                   0.375                   7.25 Farmington             MI                                       48335 Single Family                          240000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.25                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360501 WALN
GI                       G02                                                      352000                1870.00                    360                     358                      6                      0                      0                   0.375                  6.375 HERCULES               CA                                       94547 Condominium                            352000                20060501                     80 No MI                                1.00E+17                   2.375               20080401                 11.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      24 N                                    20360401 AFL2
GI                       G03                                                      173600                1085.00                    360                     358                  7.125                      0                      0                   0.375                    7.5 Albuquerque            NM                                       87114 PUD                                    173600                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 WALN
GI                       G03                                                      200000                1229.17                    360                     359                      7                      0                      0                   0.375                  7.375 KANSAS CITY            MO                                       64151 2-4 Family                             200000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G03                                                      370100                2313.13                    360                     359                  7.125                      0                      0                   0.375                    7.5 Perris                 CA                                       92571 Single Family                          370100                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   12.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GIII                     G01                                                      247000                1260.73                    360                     359                  5.875                      0                      0                    0.25                  6.125 TORRANCE               CA                                       90503 Condominium                            247000                20060601            38.18000031 No MI                                1.00E+17                    2.25               20110501                 11.125                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G03                                                   286516.95                1372.89                    360                     351                    5.5                      0                      0                    0.25                   5.75 SANTA CLARITA          CA                                       91350 Condominium                            286517                20051001                     80 No MI                                1.00E+17                    2.75               20100901                  10.75                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20350901 ADN1
GIII                     G02                                                      195620                1079.99                    360                     358                  6.375                      0                      0                    0.25                  6.625 LAS VEGAS              NV                                       89123 PUD                                    195620                20060501                     80 No MI                                1.00E+17                    3.25               20110401                 11.625                    2.5                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 ADN1
GIII                     G02                                                   412910.99                2279.71                    360                     358                  6.375                      0                      0                    0.25                  6.625 WOODBRIDGE             VA                                       22191 PUD                                    412928                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.625                      3                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G01                                                      340608                1632.08                    360                     358                    5.5                      0                      0                    0.25                   5.75 BRENTWOOD              CA                                       94513 PUD                                    340608                20060501                     80 No MI                                1.00E+17                    2.75               20110401                  10.75                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 ADN1
GIII                     G02                                                      255992                1413.29                    360                     358                  6.375                      0                      0                    0.25                  6.625 OLIVEHURST             CA                                       95961 Single Family                          255992                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.625                    2.5                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G02                                                      292148                1582.47                    360                     358                   6.25                      0                      0                    0.25                    6.5 HEMET                  CA                                       92545 PUD                                    292148                20060501                     80 No MI                                1.00E+17                       3               20110401                   11.5                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G01                                                      432000                2790.00                    360                     359                  7.375                      0                      0                   0.375                   7.75 Orange Beach           AL                                       36561 PUD                                    432000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  13.75                   2.75                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GIII                     G01                                                      217020                1039.89                    360                     358                    5.5                      0                      0                    0.25                   5.75 LAS VEGAS              NV                                       89123 PUD                                    217020                20060501                     80 No MI                                1.00E+17                    3.25               20110401                  10.75                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G01                                                      604000                4026.67                    360                     360                  7.625                      0                      0                   0.375                      8 BETHESDA               MD                                       20814 Single Family                          604000                20060701                     80 No MI                                1.00E+17                    2.25               20110601                     14                      3                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GIII                     G03                                                      258660                1347.19                    360                     358                      6                      0                      0                    0.25                   6.25 LAKE ELSINORE          CA                                       92530 Condominium                            258660                20060501                     80 No MI                                1.00E+17                    3.25               20110401                  11.25                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GII                      G02                                                      153600                 880.00                    360                     358                    6.5                      0                      0                   0.375                  6.875 Silver Spring          MD                                       20906 Condominium                            153600                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.875                      3                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GIII                     G02                                                      151200                 850.50                    360                     358                    6.5                      0                      0                    0.25                   6.75 FRISCO                 TX                                       75034 PUD                                    151200                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  11.75                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G02                                                    99849.48                 715.84                    360                     359                  7.375                      0                      0                   0.375                   7.75 KENOSHA                WI                                       53142 Single Family                           99920                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.75                      2                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      188000                1331.67                    360                     360                  8.125                      0                      0                   0.375                    8.5 Colorado Springs       CO                                       80910 Condominium                            188000                20060701                     80 No MI                                1.00E+17                    2.25               20110601                   13.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GI                       G02                                                      417000                2823.44                    360                     358                   7.75                      0                      0                   0.375                  8.125 SCOTTSDALE             AZ                                       85254 Single Family                          417000                20060501            78.68000031 No MI                                1.00E+17                    2.25               20110401                 13.125                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 WALN
GI                       G02                                                      292500                2041.41                    360                     359                      8                      0                      0                   0.375                  8.375 CHICAGO                IL                                       60619 2-4 Family                             292500                20060601                     75 No MI                                1.00E+17                    2.25               20110501                 13.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G03                                                      133920                 823.05                    360                     359                      7                      0                      0                   0.375                  7.375 Coconut Creek          FL                                       33073 Condominium                            133920                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.375                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G03                                                      226800                1346.63                    360                     359                   6.75                      0                      0                   0.375                  7.125 Litchfield Park        AZ                                       85340 PUD                                    226800                20060601                     90 PMI                                  1.00E+17                    2.25               20110501                 12.125                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 AFL2
GIII                     G02                                                      230000                1461.46                    360                     359                  7.375                      0                      0                    0.25                  7.625 MIAMI                  FL                                       33129 Condominium                            230000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.625                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GII                      G02                                                      296502                1729.59                    360                     358                  6.625                      0                      0                   0.375                      7 Mesa                   AZ                                       85212 PUD                                    296502                20060501                     80 No MI                                1.00E+17                    2.25               20110401                     12                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 WALN
GII                      G02                                                      140000                 787.50                    360                     358                  6.375                      0                      0                   0.375                   6.75 ORLANDO                FL                                       32808 PUD                                    140000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  11.75                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 WALN
GII                      G03                                                      264000                1595.00                    360                     359                  6.875                      0                      0                   0.375                   7.25 Elkridge               MD                                       21075 Single Family                          264000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 WALN
GII                      G02                                                      300000                1718.75                    360                     360                    6.5                      0                      0                   0.375                  6.875 GOODYEAR               AZ                                       85338 Single Family                          300000                20060701                     80 No MI                                1.00E+17                    2.25               20110601                 11.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GIII                     G01                                                      248700                1217.59                    360                     359                  5.625                      0                      0                    0.25                  5.875 ADELANTO               CA                                       92301 Single Family                          248700                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 10.875                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GII                      G02                                                      126400                 697.83                    360                     359                   6.25                      0                      0                   0.375                  6.625 COLORADO SPRINGS       CO                                       80916 Single Family                          126400                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.625                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G03                                                      204000                1211.25                    360                     360                   6.75                      0                      0                   0.375                  7.125 Wheat Ridge            CO                                       80033 Single Family                          204000                20060701                     80 No MI                                1.00E+17                    2.25               20110601                 12.125                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GI                       G02                                                      335000                2163.54                    360                     359                  7.375                      0                      0                   0.375                   7.75 Phelan                 CA                                       92371 Single Family                          335000                20060601            78.81999969 No MI                                1.00E+17                    2.25               20110501                  12.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 WALN
GIII                     G02                                                      120000                 637.50                    360                     358                  6.125                      0                      0                    0.25                  6.375 CINCINNATI             OH                                       45214 Condominium                            120000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.375                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 ADN1
GIII                     G01                                                      110400                 517.50                    360                     349                  5.375                      0                      0                    0.25                  5.625 WATERFORD              MI                                       48328 Single Family                          110400                20050801                     80 No MI                                1.00E+17                    2.25               20100701                 11.625                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20350701 ADN1
GI                       G02                                                      173000                1117.29                    360                     360                  7.375                      0                      0                   0.375                   7.75 North Port             FL                                       34287 Single Family                          173000                20060701            66.54000092 No MI                                1.00E+17                    2.25               20110601                  12.75                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360601 AFL2
GI                       G02                                                      347200                2314.67                    360                     359                  7.625                      0                      0                   0.375                      8 MENOMONEE FALLS        WI                                       53051 Single Family                          347200                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     13                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GIII                     G02                                                   164886.17                1182.94                    360                     358                    7.5                      0                      0                    0.25                   7.75 KISSIMMEE              FL                                       34759 PUD                                    165120                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.75                  1.875                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 ADN1
GII                      G01                                                      252000                1338.75                    360                     358                      6                      0                      0                   0.375                  6.375 MANASSAS               VA                                       20109 PUD                                    252000                20060501                     80 No MI                                1.00E+17                    2.25               20090401                 12.375                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      36 N                                    20360401 WALN
GI                       G01                                                      524498                3605.92                    360                     359                  7.875                      0                      0                   0.375                   8.25 SAINT SIMONS ISLAND    GA                                       31522 Condominium                            524498                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  13.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G03                                                       92130                 566.22                    360                     360                      7                      0                      0                   0.375                  7.375 PHOENIX                AZ                                       85018 Condominium                             92130                20060701                     75 No MI                                1.00E+17                    2.25               20110601                 12.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GIII                     G02                                                      205545                1156.19                    360                     359                    6.5                      0                      0                    0.25                   6.75 CASTLE ROCK            CO                                       80104 PUD                                    205545                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  11.75                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GII                      G02                                                      363750                2008.20                    360                     358                   6.25                      0                      0                   0.375                  6.625 Corona                 CA                                       92882 Single Family                          363750                20060501                     75 No MI                                1.00E+17                    2.25               20110401                 11.625                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 WALN
GI                       G02                                                       76000                 538.33                    360                     360                  8.125                      0                      0                   0.375                    8.5 TITUSVILLE             FL                                       32796 Townhouse                               76000                20060701                     80 No MI                                1.00E+17                    2.25               20110601                   13.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GI                       G01                                                      174624                1109.59                    360                     360                   7.25                      0                      0                   0.375                  7.625 MC KINNEY              TX                                       75070 Single Family                          174624                20060701                     80 No MI                                1.00E+17                    2.25               20110601                 12.625                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GIII                     G02                                                      144000                 840.00                    360                     359                   6.75                      0                      0                    0.25                      7 DECATUR                GA                                       30033 Single Family                          144000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     12                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GII                      G03                                                      304000                1805.00                    360                     358                   6.75                      0                      0                   0.375                  7.125 Bronx                  NY                                       10469 Single Family                          304000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.125                      2                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GIII                     G02                                                      146610                 916.31                    360                     358                   7.25                      0                      0                    0.25                    7.5 DORAL                  FL                                       33166 Condominium                            146610                20060501                     90 Radian Guaranty                      1.00E+17                    2.25               20110401                   12.5                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 ADN1
GIII                     G01                                                      414400                1985.67                    360                     350                    5.5                      0                      0                    0.25                   5.75 TEMECULA               CA                                       92592 PUD                                    414400                20050901                     80 No MI                                1.00E+17                    2.25               20100801                  11.75                      2                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20350801 ADN1
GIII                     G02                                                      320000                1766.67                    360                     350                  6.375                      0                      0                    0.25                  6.625 PAGOSA SPRINGS         CO                                       81147 PUD                                    320000                20050901                     80 No MI                                1.00E+17                    2.75               20100801                 12.625                      2                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20350801 ADN1
GIII                     G03                                                   994871.72                4870.73                    360                     351                  5.625                      0                      0                    0.25                  5.875 AVENTURA               FL                                       33180 Condominium                            995000                20051001            58.52999878 No MI                                1.00E+17                   1.875               20100901                 10.875                    2.5                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20350901 ADN1
GIII                     G02                                                      126000                 682.50                    360                     351                   6.25                      0                      0                    0.25                    6.5 HENDERSON              NV                                       89015 Single Family                          126000                20051001                     70 No MI                                1.00E+17                    2.75               20100901                   12.5                  1.625                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20350901 ADN1
GIII                     G01                                                   250395.71                1173.73                    360                     352                  5.375                      0                      0                    0.25                  5.625 RILEY                  MI                                       48041 Single Family                          250400                20051101                     80 No MI                                1.00E+17                    2.25               20101001                 11.625                    2.5                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20351001 ADN1
GIII                     G02                                                      228750                1358.20                    360                     352                  6.875                      0                      0                    0.25                  7.125 DAVIE                  FL                                       33328 PUD                                    228750                20051101            79.98999786 No MI                                1.00E+17                   3.625               20101001                 12.125                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20351001 ADN1
GI                       G02                                                      195200                1240.33                    360                     357                   7.25                      0                      0                   0.375                  7.625 ROCKWELL               NC                                       28138 Single Family                          195200                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 12.625                  3.375                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GIII                     G02                                                   197033.64                1436.73                    360                     352                  7.625                      0                      0                    0.25                  7.875 BOYNTON BEACH          FL                                       33426 PUD                                    198150                20051101            79.98999786 No MI                                1.00E+17                   4.375               20101001                 12.875                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20351001 ADN1
GI                       G02                                                      130860                 831.51                    360                     359                   7.25                      0                      0                   0.375                  7.625 Henderson              NV                                       89015 Condominium                            130860                20060601                     90 Mortgage Guaranty In                 1.00E+17                    2.25               20110501                 12.625                  4.125                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      126000                 813.75                    360                     358                  7.375                      0                      0                   0.375                   7.75 Phoenix                AZ                                       85006 Single Family                          126000                20060501                     70 No MI                                1.00E+17                    2.25               20110401                  12.75                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      171500                1196.93                    360                     358                      8                      0                      0                   0.375                  8.375 Las Vegas              NV                                       89103 Single Family                          171500                20060501                     70 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G01                                                      840000                6017.86                    360                     360                  7.375                      0                      0                   0.375                   7.75 Carpinteria            CA                                       93013 Single Family                          840000                20060701                     70 No MI                                1.00E+17                    2.25               20110601                  12.75                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360601 AFL2
GI                       G02                                                      237600                1658.25                    360                     359                      8                      0                      0                   0.375                  8.375 Tacoma                 WA                                       98418 2-4 Family                             237600                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G03                                                      143000                 878.85                    360                     360                      7                      0                      0                   0.375                  7.375 CINCINNATI             OH                                       45223 2-4 Family                             143000                20060701                     65 No MI                                1.00E+17                    2.25               20110601                 12.375                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360601 AFL2
GI                       G02                                                       82750                 551.67                    360                     359                  7.625                      0                      0                   0.375                      8 Florissant             MO                                       63031 Single Family                           82750                20060601            69.66999817 No MI                                1.00E+17                    2.25               20110501                     13                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                    83149.59                 639.74                    360                     359                  8.125                      0                      0                   0.375                    8.5 Bridgeton              NJ                                        8302 Single Family                           83200                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   13.5                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 AFL2
GIII                     G01                                                    99785.68                 575.66                    360                     358                  5.375                      0                      0                    0.25                  5.625 MERIDIAN               MS                                       39305 Single Family                          100000                20060501            76.91999817 No MI                                1.00E+17                    2.25               20110401                 10.625                  1.875                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G03                                                      153300                 942.16                    360                     360                      7                      0                      0                   0.375                  7.375 MIAMI BEACH            FL                                       33141 Condominium                            153300                20060701            64.98999786 No MI                                1.00E+17                    2.25               20110601                 12.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GIII                     G02                                                      132800                 719.33                    360                     358                   6.25                      0                      0                    0.25                    6.5 GEORGETOWN             TX                                       78628 2-4 Family                             132800                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   11.5                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 ADN1
GIII                     G01                                                   246073.02                1105.24                    360                     351                  3.125                      0                      0                    0.25                  3.375 STAMFORD               CT                                        6902 Single Family                          250000                20051001            32.09000015 No MI                                1.00E+17                    2.25               20100901                  8.375                      2                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20350901 ADN1
GI                       G02                                                      290400                2026.75                    360                     355                      8                      0                      0                   0.375                  8.375 Phoenix                AZ                                       85086 PUD                                    290400                20060201                     80 No MI                                1.00E+17                    2.25               20110101                 13.375                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360101 AFL2
GIII                     G02                                                      280155                1809.33                    360                     358                   6.76                   0.74                      0                    0.25                   7.75 PALM COAST             FL                                       32164 Single Family                          280155                20060501                     95 GE Capital MI                        1.00E+17                    3.25               20110401                  12.75                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 ADN1
GII                      G03                                                      460000                2779.17                    360                     356                  6.875                      0                      0                   0.375                   7.25 RIO LINDA              CA                                       95673 Single Family                          460000                20060301                     80 No MI                                1.00E+17                    2.25               20110201                  12.25                   2.26                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360201 AFL2
GII                      G02                                                      248000                1446.67                    360                     358                  6.625                      0                      0                   0.375                      7 PHOENIX                AZ                                       85021 Single Family                          248000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                     12                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 WALN
GI                       G02                                                      155200                1018.50                    360                     359                    7.5                      0                      0                   0.375                  7.875 Phoenix                AZ                                       85053 Single Family                          155200                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      204650                1385.65                    360                     358                   7.75                      0                      0                   0.375                  8.125 Lakeland               FL                                       33810 PUD                                    204650                20060501            74.98999786 No MI                                1.00E+17                    2.25               20110401                 13.125                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                       83500                 565.36                    360                     358                   7.75                      0                      0                   0.375                  8.125 Kennesaw               GA                                       30152 PUD                                     83500                20060501            69.95999908 No MI                                1.00E+17                    2.25               20110401                 13.125                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G03                                                      185250                1157.81                    360                     360                  7.125                      0                      0                   0.375                    7.5 CHANDLER               AZ                                       85225 Single Family                          185250                20060701                     65 No MI                                1.00E+17                    2.25               20110601                   12.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GI                       G03                                                     1181250                7382.81                    360                     358                  7.125                      0                      0                   0.375                    7.5 Great Falls            VA                                       22066 PUD                                   1181250                20060501                     75 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 WALN
GI                       G02                                                   243028.36                1742.31                    360                     359                  7.375                      0                      0                   0.375                   7.75 Helotes                TX                                       78023 PUD                                    243200                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.75                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      178500                1245.78                    360                     360                      8                      0                      0                   0.375                  8.375 Miami                  FL                                       33189 Single Family                          178500                20060701                     70 No MI                                1.00E+17                    2.25               20110601                 13.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GI                       G02                                                      317948                2185.89                    360                     360                  7.875                      0                      0                   0.375                   8.25 LITCHFIELD PARK        AZ                                       85340 PUD                                    317948                20060701                     70 No MI                                1.00E+17                    2.25               20110601                  13.25                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GII                      G02                                                      111200                 637.08                    360                     360                    6.5                      0                      0                   0.375                  6.875 Wilmington             DE                                       19808 Condominium                            111200                20060701            79.48999786 No MI                                1.00E+17                    2.25               20110601                 11.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GII                      G03                                                      442000                2532.29                    360                     358                    6.5                      0                      0                   0.375                  6.875 QUEEN CREEK            AZ                                       85242 Single Family                          442000                20060501                     65 No MI                                1.00E+17                    2.25               20110401                 11.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 WALN
GI                       G03                                                      301600                1853.58                    360                     359                      7                      0                      0                   0.375                  7.375 Gaithersburg           MD                                       20879 PUD                                    301600                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.375                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      213600                1446.25                    360                     359                   7.75                      0                      0                   0.375                  8.125 QUEEN CREEK            AZ                                       85242 Single Family                          213600                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.125                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      337500                2250.00                    360                     358                  7.625                      0                      0                   0.375                      8 Elk Grove              CA                                       95624 Single Family                          337500                20060501                     75 No MI                                1.00E+17                    2.25               20110401                     13                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                   139906.06                1027.27                    360                     359                  7.625                      0                      0                   0.375                      8 Pompano Beach          FL                                       33064 PUD                                    140000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     13                      2                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 AFL2
GIII                     G03                                                      580000                2839.58                    360                     358                  5.625                      0                      0                    0.25                  5.875 MOUNTAIN VIEW          CA                                       94041 Single Family                          580000                20060501            65.91000366 No MI                                1.00E+17                    2.25               20110401                 11.875                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G03                                                    62769.05                 439.88                    360                     357                  7.125                      0                      0                   0.375                    7.5 BEDFORD                VA                                       24523 Single Family                           62910                20060401                     90 Mortgage Guaranty In                 1.00E+17                    2.25               20110301                   13.5                      2                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G01                                                      210000                1268.75                    360                     358                      7                      0                      0                    0.25                   7.25 LEESBURG               VA                                       20176 Condominium                            210000                20060501                     80 No MI                                1.00E+17                    3.25               20110401                  12.25                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 ADN1
GI                       G01                                                     1500000               10468.75                    360                     358                      8                      0                      0                   0.375                  8.375 Paradise Valley        AZ                                       85253 PUD                                   1500000                20060501            72.81999969 No MI                                1.00E+17                    2.25               20110401                 13.375                      3                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G01                                                      239900                1499.38                    360                     358                   7.25                      0                      0                    0.25                    7.5 FREDERICKSBURG         VA                                       22408 Single Family                          239900                20060501            79.98999786 No MI                                1.00E+17                    3.25               20110401                   12.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 ADN1
GIII                     G02                                                      209836                1202.19                    360                     358                  6.625                      0                      0                    0.25                  6.875 LAWRENCEVILLE          GA                                       30043 Condominium                            209836                20060501                     80 No MI                                1.00E+17                    3.25               20110401                 11.875                      3                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 ADN1
GI                       G01                                                      432000                2790.00                    360                     358                  7.375                      0                      0                   0.375                   7.75 Gaithersburg           MD                                       20879 PUD                                    432000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.75                      3                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GIII                     G02                                                      284000                1656.67                    360                     358                   6.75                      0                      0                    0.25                      7 DUMFRIES               VA                                       22026 PUD                                    284000                20060501                     80 No MI                                1.00E+17                    3.25               20110401                     12                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 ADN1
GI                       G02                                                       85600                 543.92                    360                     357                   7.25                      0                      0                   0.375                  7.625 Sunrise                FL                                       33322 Condominium                             85600                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 12.625                      3                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360301 AFL2
GII                      G03                                                   128243.29                 761.44                    360                     358                   6.75                      0                      0                   0.375                  7.125 Saint Louis            MO                                       63116 2-4 Family                             128250                20060501                     75 No MI                                1.00E+17                    2.25               20110401                 12.125                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G01                                                   164248.89                1136.16                    360                     358                  7.125                      0                      0                    0.25                  7.375 DULUTH                 GA                                       30097 Condominium                            164500                20060501            79.98000336 No MI                                1.00E+17                    3.25               20110401                 12.375                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 ADN1
GIII                     G02                                                      355000                1996.88                    360                     358                    6.5                      0                      0                    0.25                   6.75 LAGUNA HILLS           CA                                       92653 Condominium                            355000                20060501            78.88999939 No MI                                1.00E+17                    2.25               20110401                  12.75                      3                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 ADN1
GIII                     G03                                                   572110.07                3720.36                    360                     357                    6.5                      0                      0                    0.25                   6.75 MOUNT AIRY             MD                                       21771 PUD                                    573600                20060401            79.98999786 No MI                                1.00E+17                    3.25               20110301                  11.75                      2                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360301 ADN1
GI                       G02                                                   195999.54                1265.83                    360                     357                  7.375                      0                      0                   0.375                   7.75 BAKERSFIELD            CA                                       93304 Single Family                          196000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                  12.75                      3                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GIII                     G02                                                      269600                1488.42                    360                     358                  6.375                      0                      0                    0.25                  6.625 SACRAMENTO             CA                                       95823 Single Family                          269600                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.625                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G02                                                      147000                 964.69                    360                     360                    7.5                      0                      0                   0.375                  7.875 Forest Grove           OR                                       97116 Single Family                          147000                20060701                     70 No MI                                1.00E+17                    2.25               20110601                 12.875                      2                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360601 AFL2
GI                       G01                                                      472000                3343.33                    360                     359                  8.125                      0                      0                   0.375                    8.5 OAKLAND                CA                                       94606 Single Family                          472000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   13.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GIII                     G01                                                      366837                1872.40                    360                     353                  5.355                   0.52                      0                    0.25                  6.125 PEORIA                 AZ                                       85383 PUD                                    366837                20051201                     90 Mortgage Guaranty In                 1.00E+17                    2.25               20101101                 11.125                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20351101 ADN1
GI                       G01                                                      228456                1380.26                    360                     358                      7                      0                      0                    0.25                   7.25 CASA GRANDE            AZ                                       85222 PUD                                    228456                20060501                     90 Mortgage Guaranty In                 1.00E+17                    2.25               20110401                  12.25                   1.48                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G02                                                      190000                1207.29                    360                     359                   7.25                      0                      0                   0.375                  7.625 COTTAGE GROVE          MN                                       55016 Single Family                          190000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.625                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GIII                     G01                                                   195724.31                1171.24                    360                     349                  5.235                   0.39                      0                    0.25                  5.875 TUCSON                 AZ                                       85716 PUD                                    198000                20050801                     90 Republic MIC                         1.00E+17                    3.25               20100701                 11.875                  1.875                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20350701 ADN1
GI                       G02                                                      120000                 922.70                    360                     360                  8.125                      0                      0                   0.375                    8.5 Vineland               NJ                                        8360 Single Family                          120000                20060701                     80 No MI                                1.00E+17                    2.25               20110601                   13.5                   2.61                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360601 AFL2
GIII                     G02                                                   220499.69                1286.25                    360                     358                   6.75                      0                      0                    0.25                      7 TOLLESON               AZ                                       85353 PUD                                    220500                20060501                     80 No MI                                1.00E+17                    2.25               20110401                     12                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G02                                                    81543.84                 591.66                    360                     359                    7.5                      0                      0                   0.375                  7.875 GEORGETOWN             TX                                       78628 Single Family                           81600                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.875                      2                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360501 AFL2
GIII                     G01                                                   214290.17                1312.44                    360                     352                  5.505                   0.37                      0                    0.25                  6.125 LYNNWOOD               WA                                       98036 Single Family                          216000                20051101            86.05999756 YES                                  1.00E+17                   2.875               20101001                 11.125                  1.875                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20351001 ADN1
GI                       G01                                                      321424                2008.90                    360                     358                   7.25                      0                      0                    0.25                    7.5 LANCASTER              CA                                       93536 Single Family                          321424                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                  2.255                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GII                      G03                                                      348000                2102.50                    360                     360                  6.875                      0                      0                   0.375                   7.25 Glendale               CA                                       91203 Condominium                            348000                20060701                     80 No MI                                1.00E+17                    2.25               20110601                  12.25                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GIII                     G02                                                      282213                1528.65                    360                     358                   6.25                      0                      0                    0.25                    6.5 LAS VEGAS              NV                                       89148 PUD                                    282213                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   11.5                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G02                                                      196000                1265.83                    360                     358                  7.375                      0                      0                   0.375                   7.75 South Brunswick        NJ                                        8852 Condominium                            196000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.75                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GIII                     G02                                                      211500                1123.59                    360                     359                  6.125                      0                      0                    0.25                  6.375 NORTH LAS VEGAS        NV                                       89031 Single Family                          211500                20060601            71.44999695 No MI                                1.00E+17                    2.25               20110501                 11.375                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G01                                                      162000                 793.13                    360                     353                  5.295                   0.33                      0                    0.25                  5.875 HOLLY SPRINGS          NC                                       27540 PUD                                    162000                20051201                     90 PMI                                  1.00E+17                    2.75               20101101                 11.875                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20351101 ADN1
GIII                     G01                                                      348000                1776.25                    360                     358                  5.875                      0                      0                    0.25                  6.125 NORTH LAS VEGAS        NV                                       89081 PUD                                    348000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.125                   2.17                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 ADN1
GIII                     G01                                                      284750                1483.07                    360                     359                      6                      0                      0                    0.25                   6.25 HEMET                  CA                                       92545 Single Family                          284750                20060601            79.98999786 No MI                                1.00E+17                    2.25               20110501                  11.25                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GII                      G03                                                      180000                1068.75                    360                     359                   6.75                      0                      0                   0.375                  7.125 Lower                  NJ                                        8251 Single Family                          180000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.125                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G02                                                      303480                1643.85                    360                     358                  6.125                      0                      0                   0.375                    6.5 Newport News           VA                                       23601 PUD                                    303480                20060501                     80 No MI                                1.00E+17                    2.75               20110401                   12.5                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GIII                     G01                                                      198274                 888.10                    360                     359                  5.125                      0                      0                    0.25                  5.375 ATLANTA                GA                                       30309 Condominium                            198274                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 10.375                  2.375                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G02                                                      143920                1004.44                    360                     358                      8                      0                      0                   0.375                  8.375 Tampa                  FL                                       33607 Single Family                          143920                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 WALN
GIII                     G02                                                   232719.99                1333.29                    360                     358                  6.625                      0                      0                    0.25                  6.875 SARASOTA               FL                                       34232 PUD                                    232720                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.875                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GII                      G02                                                      396000                2268.75                    360                     358                    6.5                      0                      0                   0.375                  6.875 Nantucket              MA                                        2554 Condominium                            396000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.875                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 WALN
GI                       G02                                                      127500                 903.13                    360                     360                  8.125                      0                      0                   0.375                    8.5 Plano                  TX                                       75023 Single Family                          127500                20060701                     75 No MI                                1.00E+17                    2.25               20110601                   13.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GI                       G02                                                      106800                 700.88                    360                     358                    7.5                      0                      0                   0.375                  7.875 Fort Myers             FL                                       33907 Condominium                            106800                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GIII                     G01                                                      364793                1861.96                    360                     359                  5.875                      0                      0                    0.25                  6.125 BROOMFIELD             CO                                       80020 PUD                                    364793                20060601                     65 No MI                                1.00E+17                    2.25               20110501                 11.125                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G01                                                   241770.38                1490.04                    360                     359                      6                      0                      0                    0.25                   6.25 LAS VEGAS              NV                                       89128 Single Family                          242000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  11.25                      2                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 ADN1
GII                      G02                                                      148000                 801.67                    360                     359                  6.125                      0                      0                   0.375                    6.5 Las Vegas              NV                                       89119 PUD                                    148000                20060601                     80 No MI                                1.00E+17                    5.25               20110501                   11.5                      2                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GIII                     G02                                                      134900                 786.92                    360                     358                   6.75                      0                      0                    0.25                      7 FAIRVIEW               TN                                       37062 Single Family                          134900                20060501                     95 Radian Guaranty                      1.00E+17                    2.25               20110401                     12                  4.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G03                                                      127192                 794.95                    360                     358                  7.125                      0                      0                   0.375                    7.5 Rockwall               TX                                       75087 PUD                                    127192                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G03                                                     1461292                8828.64                    360                     358                  6.875                      0                      0                   0.375                   7.25 Calabasas              CA                                       91302 PUD                                   1461292                20060501                     75 No MI                                1.00E+17                    2.25               20110401                  12.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      204000                1317.50                    360                     358                  7.375                      0                      0                   0.375                   7.75 El Mirage              AZ                                       85335 Single Family                          204000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.75                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 WALN
GI                       G02                                                   115115.05                 755.44                    360                     358                    7.5                      0                      0                   0.375                  7.875 Lynchburg              VA                                       24502 PUD                                    116076                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GIII                     G01                                                      322450                1578.66                    360                     358                  5.625                      0                      0                    0.25                  5.875 MENIFEE                CA                                       92584 Single Family                          322450                20060501            79.98999786 No MI                                1.00E+17                    2.25               20110401                 10.875                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G01                                                      463600                3042.38                    360                     359                    7.5                      0                      0                   0.375                  7.875 GARDEN CITY            SC                                       29576 PUD                                    463600                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.875                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GIII                     G02                                                   274504.88                1515.50                    360                     356                  6.375                      0                      0                    0.25                  6.625 GRAND BLANC            MI                                       48439 Single Family                       274504.88                20060301            94.98000336 YES                                  1.00E+17                    2.25               20110201                 11.625                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360201 ADN1
GI                       G01                                                      536800                3355.00                    360                     358                   7.25                      0                      0                    0.25                    7.5 LOS ANGELES            CA                                       90027 Single Family                          536800                20060501                     80 No MI                                1.00E+17                    3.25               20110401                   12.5                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 ADN1
GI                       G02                                                   213954.44                1554.55                    360                     357                    7.5                      0                      0                   0.375                  7.875 Pleasantville          NJ                                        8232 Single Family                          214400                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 12.875                      3                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G02                                                      360000                2325.00                    360                     358                  7.375                      0                      0                   0.375                   7.75 Riverside              CA                                       92505 Single Family                          360000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.75                      2                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GIII                     G03                                                   499999.58                2864.58                    360                     358                  6.625                      0                      0                    0.25                  6.875 SANTA CRUZ             CA                                       95060 PUD                                    500000                20060501                     80 No MI                                1.00E+17                   3.375               20110401                 12.875                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G03                                                      523563                3043.21                    360                     357                  6.725                      0                      0                    0.25                  6.975 MURRIETA               CA                                       92562 Single Family                          523563                20060401                     80 No MI                                1.00E+17                    3.25               20110301                 12.975                  3.125                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 ADN1
GIII                     G02                                                   371829.54                2014.54                    360                     358                   6.25                      0                      0                    0.25                    6.5 BAY POINT              CA                                       94565 Single Family                          372000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                      3                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 ADN1
GI                       G02                                                      157500                1017.19                    360                     358                  7.375                      0                      0                   0.375                   7.75 Mesa                   AZ                                       85212 PUD                                    157500                20060501                     70 No MI                                1.00E+17                    2.25               20110401                  12.75                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GIII                     G02                                                      156587                 864.49                    360                     358                  6.375                      0                      0                    0.25                  6.625 LAYTON                 UT                                       84041 Single Family                          156587                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.625                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G03                                                      540000                2868.75                    360                     356                  6.125                      0                      0                    0.25                  6.375 BEL AIR                MD                                       21014 Single Family                          540000                20060301                     80 No MI                                1.00E+17                    2.25               20110201                 12.375                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360201 ADN1
GIII                     G01                                                      242950                1241.33                    360                     358                  5.875                      0                      0                    0.25                  6.125 MISSOULA               MT                                       59802 Single Family                          243200                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.125                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G03                                                    91713.24                 563.65                    360                     358                      7                      0                      0                   0.375                  7.375 Raleigh                NC                                       27610 PUD                                     91714                20060501                     70 No MI                                1.00E+17                    2.25               20110401                 12.375                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 WALN
GI                       G03                                                      378743                2367.14                    360                     359                  7.125                      0                      0                   0.375                    7.5 North Las Vegas        NV                                       89086 PUD                                    378743                20060601                     80 No MI                                1.00E+17                    2.75               20110501                   13.5                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GIII                     G02                                                      180025                 975.14                    360                     359                   6.25                      0                      0                    0.25                    6.5 PULLMAN                WA                                       99163 Single Family                          180025                20060601                     95 Radian Guaranty                      1.00E+17                    2.25               20110501                   11.5                  2.375                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G02                                                   192559.48                1364.91                    360                     358                  7.375                      0                      0                    0.25                  7.625 JACKSONVILLE           FL                                       32218 PUD                                    192840                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.625                  1.875                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G03                                                      190201                 990.63                    360                     359                      6                      0                      0                    0.25                   6.25 SUN CITY WEST          AZ                                       85375 PUD                                    190201                20060601            60.34000015 No MI                                1.00E+17                    2.25               20110501                  11.25                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G02                                                      207920                1429.45                    360                     358                  7.875                      0                      0                   0.375                   8.25 Kissimmee              FL                                       34746 PUD                                    207920                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  13.25                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G03                                                      168000                 997.50                    360                     359                   6.75                      0                      0                   0.375                  7.125 Kissimmee              FL                                       34743 Single Family                          168000                20060601                     80 No MI                                1.00E+17                    2.75               20110501                 13.125                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GIII                     G02                                                   146520.37                 793.65                    360                     351                   6.25                      0                      0                    0.25                    6.5 TUSCALOOSA             AL                                       35404 Condominium                            147250                20051001                     95 Mortgage Guaranty In                 1.00E+17                    2.25               20100901                   11.5                  2.375                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20350901 ADN1
GIII                     G02                                                      247990                1317.45                    360                     358                  6.125                      0                      0                    0.25                  6.375 LAS VEGAS              NV                                       89139 PUD                                    247990                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.375                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GII                      G02                                                      123200                 705.83                    360                     358                    6.5                      0                      0                   0.375                  6.875 FORT COLLINS           CO                                       80525 Condominium                            123200                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.875                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GIII                     G03                                                      700000                3937.50                    360                     359                    6.5                      0                      0                    0.25                   6.75 SAN FRANCISCO          CA                                       94116 Single Family                          700000                20060601            73.68000031 No MI                                1.00E+17                    2.25               20110501                  11.75                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GII                      G03                                                      225592                1362.95                    360                     359                  6.875                      0                      0                   0.375                   7.25 SARATOGA SPRINGS       UT                                       84043 Single Family                          225592                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.25                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G02                                                   367432.51                2105.08                    360                     358                    6.5                      0                      0                   0.375                  6.875 Las Vegas              NV                                       89123 Single Family                          367500                20060501                     70 No MI                                1.00E+17                    2.25               20110401                 11.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G03                                                      180000                1106.25                    360                     359                      7                      0                      0                   0.375                  7.375 COLORADO SPRINGS       CO                                       80916 Condominium                            180000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.375                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G01                                                      429000                2591.88                    360                     358                      7                      0                      0                    0.25                   7.25 VENTURA                CA                                       93001 Single Family                          429000                20060501            79.88999939 No MI                                1.00E+17                    2.25               20110401                  12.25                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G03                                                      680000                3966.67                    360                     359                   6.75                      0                      0                    0.25                      7 SAN JOSE               CA                                       95125 Single Family                          680000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     12                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G01                                                      777150                5019.09                    360                     358                    7.5                      0                      0                    0.25                   7.75 CORONA                 CA                                       92883 PUD                                    777150                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.75                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GII                      G03                                                      303700                1803.22                    360                     359                   6.75                      0                      0                   0.375                  7.125 Plainfield             IL                                       60585 PUD                                    303700                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.125                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GIII                     G03                                                   449530.17                2156.25                    360                     359                    5.5                      0                      0                    0.25                   5.75 HIGHLAND BEACH         FL                                       33487 Condominium                            450000                20060601            74.37999725 No MI                                1.00E+17                    2.25               20110501                  10.75                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G03                                                   489535.07                3017.01                    360                     359                      6                      0                      0                    0.25                   6.25 MANALAPAN              NJ                                        7726 Single Family                          490000                20060601            72.05999756 No MI                                1.00E+17                    2.25               20110501                  11.25                      2                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G02                                                       56900                 379.33                    360                     359                  7.625                      0                      0                   0.375                      8 LOUISVILLE             KY                                       40215 Single Family                           56900                20060601            79.02999878 No MI                                1.00E+17                    2.25               20110501                     13                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G01                                                      556000                3359.17                    360                     359                      7                      0                      0                    0.25                   7.25 WALNUT CREEK           CA                                       94597 Single Family                          556000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.25                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GII                      G03                                                      266000                1607.08                    360                     360                  6.875                      0                      0                   0.375                   7.25 DENVER                 CO                                       80210 Single Family                          266000                20060701                     70 No MI                                1.00E+17                    2.25               20110601                  12.25                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GI                       G02                                                       96000                 610.00                    360                     359                   7.25                      0                      0                   0.375                  7.625 JACKSONVILLE           FL                                       32211 Single Family                           96000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.625                      2                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G03                                                      321040                1605.20                    360                     358                  5.625                      0                      0                   0.375                      6 Manassas Park          VA                                       20111 Condominium                            321040                20060501                     80 No MI                                1.00E+17                    2.25               20110401                     12                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                      199500                1163.75                    360                     358                  6.625                      0                      0                   0.375                      7 ADELANTO               CA                                       92301 Single Family                          199500                20060501                     70 No MI                                1.00E+17                    2.25               20110401                     12                      2                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GIII                     G03                                                      468800                2490.50                    360                     359                  6.125                      0                      0                    0.25                  6.375 SAN MATEO              CA                                       94401 Condominium                            468800                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.375                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G02                                                      105520                 736.44                    360                     358                      8                      0                      0                   0.375                  8.375 BOWMONT                ID                                       83686 Single Family                          105520                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      163200                1054.00                    360                     358                  7.375                      0                      0                   0.375                   7.75 Chicago                IL                                       60628 Single Family                          163200                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.75                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G03                                                      161000                1006.25                    360                     359                  7.125                      0                      0                   0.375                    7.5 CHANDLER               AZ                                       85225 PUD                                    161000                20060601            67.65000153 No MI                                1.00E+17                    2.25               20110501                   12.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GIII                     G03                                                      600000                3437.50                    360                     359                  6.625                      0                      0                    0.25                  6.875 LOS ANGELES            CA                                       90291 Single Family                          600000                20060601                     75 No MI                                1.00E+17                    2.25               20110501                 11.875                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G03                                                      159530                 997.06                    360                     359                  7.125                      0                      0                   0.375                    7.5 Las Vegas              NV                                       89108 Single Family                          159530                20060601                     70 No MI                                1.00E+17                    2.25               20110501                   12.5                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G01                                                      464750                2662.63                    360                     359                    6.5                      0                      0                   0.375                  6.875 EL SEGUNDO             CA                                       90245 Single Family                          464750                20060601                     65 No MI                                1.00E+17                   2.375               20080501                 11.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      24 N                                    20360501 AFL2
GIII                     G03                                                      479900                2700.00                    360                     358                    6.5                      0                      0                    0.25                   6.75 SAN JOSE               CA                                       95111 Single Family                          480000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  11.75                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GII                      G02                                                      144700                 813.94                    360                     358                  6.375                      0                      0                   0.375                   6.75 San Diego              CA                                       92101 Condominium                            144700                20060501            53.90000153 No MI                                1.00E+17                    2.25               20110401                  12.75                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G01                                                      481800                3061.44                    360                     359                   7.25                      0                      0                   0.375                  7.625 Dumfries               VA                                       22025 PUD                                    481800                20060601            79.98999786 No MI                                1.00E+17                    2.25               20110501                 12.625                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G02                                                      320000                1866.67                    360                     360                  6.625                      0                      0                   0.375                      7 Gilbert                AZ                                       85296 Single Family                          320000                20060701                     80 No MI                                1.00E+17                    2.25               20110601                     12                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GI                       G01                                                      584000                3832.50                    360                     359                  7.625                      0                      0                    0.25                  7.875 CAMBRIDGE              MA                                        2140 Condominium                            584000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.875                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G01                                                      386000                1889.79                    360                     356                  5.625                      0                      0                    0.25                  5.875 EL CAJON               CA                                       92021 Single Family                          386000                20060301                     80 No MI                                1.00E+17                    2.25               20110201                 11.875                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360201 ADN1
GI                       G02                                                      244000                1575.83                    360                     360                  7.375                      0                      0                   0.375                   7.75 WASHINGTON             DC                                       20011 Townhouse                              244000                20060701                     80 No MI                                1.00E+17                    2.25               20110601                  12.75                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GIII                     G01                                                    64945.04                 331.49                    360                     357                  5.875                      0                      0                    0.25                  6.125 EL CAJON               CA                                       92021 2-4 Family                              65000                20060401                     10 No MI                                1.00E+17                    2.25               20110301                 12.125                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 ADN1
GIII                     G02                                                      311400                1784.06                    360                     357                  6.625                      0                      0                    0.25                  6.875 SALEM                  OR                                       97302 PUD                                    311400                20060401            68.88999939 No MI                                1.00E+17                    2.25               20110301                 12.875                      2                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 ADN1
GIII                     G03                                                      514350                2946.80                    360                     358                  6.625                      0                      0                    0.25                  6.875 REDLANDS               CA                                       92374 PUD                                    514350                20060501            79.98999786 No MI                                1.00E+17                    2.25               20110401                 11.875                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G02                                                       53817                 375.60                    360                     359                      8                      0                      0                   0.375                  8.375 SPRINGFIELD            KY                                       40069 Single Family                           53817                20060601                     95 Republic MIC                         1.00E+17                    2.25               20110501                 13.375                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GIII                     G02                                                      380000                2097.92                    360                     358                  6.375                      0                      0                    0.25                  6.625 SAN RAFAEL             CA                                       94903 Condominium                            380000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.625                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G02                                                   243997.92                1397.90                    360                     356                  6.625                      0                      0                    0.25                  6.875 PEORIA                 AZ                                       85381 PUD                                    244000                20060301                     80 No MI                                1.00E+17                    2.25               20110201                 12.875                      2                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360201 ADN1
GIII                     G02                                                      169000                 915.42                    360                     356                   6.25                      0                      0                    0.25                    6.5 EL CAJON               CA                                       92019 Single Family                          169000                20060301            40.33000183 No MI                                1.00E+17                    2.25               20110201                   12.5                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360201 ADN1
GI                       G02                                                      260000                1679.17                    360                     358                  7.375                      0                      0                   0.375                   7.75 Plymouth               MA                                        2360 Single Family                          260000                20060501            74.29000092 No MI                                1.00E+17                    2.25               20110401                  13.75                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GIII                     G01                                                      296000                1478.23                    360                     356                   5.75                      0                      0                    0.25                      6 EL CAJON               CA                                       92021 Single Family                          296000                20060301            58.04000092 No MI                                1.00E+17                    2.25               20110201                     12                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360201 ADN1
GI                       G02                                                      107120                 747.61                    360                     359                      8                      0                      0                   0.375                  8.375 PAWLEYS IS             SC                                       29585 Condominium                            107120                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.375                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GIII                     G01                                                      184435                 960.60                    360                     357                      6                      0                      0                    0.25                   6.25 SPANAWAY               WA                                       98387 PUD                                    184435                20060401                     80 No MI                                1.00E+17                    2.25               20110301                  12.25                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 ADN1
GIII                     G03                                                      464000                2755.00                    360                     356                  6.875                      0                      0                    0.25                  7.125 SAN DIEGO              CA                                       92115 Single Family                          464000                20060301                     80 No MI                                1.00E+17                    2.25               20110201                 13.125                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360201 ADN1
GI                       G03                                                   287560.35                1989.15                    360                     358                      7                      0                      0                   0.375                  7.375 Gaithersburg           MD                                       20879 PUD                                    288000                20060501            78.26000214 No MI                                1.00E+17                    2.25               20110401                 12.375                      2                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G01                                                      495200                2579.17                    360                     358                  5.875                      0                      0                   0.375                   6.25 Las Vegas              NV                                       89117 PUD                                    495200                20060501                     80 No MI                                1.00E+17                   2.375               20080401                  11.25                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      24 N                                    20360401 AFL2
GII                      G02                                                      417000                2389.06                    360                     358                    6.5                      0                      0                   0.375                  6.875 Fort Myers             FL                                       33908 PUD                                    417000                20060501            62.40000153 No MI                                1.00E+17                    2.25               20110401                 12.875                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GIII                     G02                                                   518530.82                3280.43                    360                     359                   6.25                      0                      0                    0.25                    6.5 CHICAGO                IL                                       60618 2-4 Family                             519000                20060601            75.76999664 No MI                                1.00E+17                    2.25               20110501                   11.5                  1.875                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G01                                                      374400                1950.00                    360                     359                      6                      0                      0                    0.25                   6.25 LAS VEGAS              NV                                       89123 PUD                                    374400                20060601            79.91000366 No MI                                1.00E+17                    2.25               20110501                  11.25                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G02                                                      133500                 778.75                    360                     359                   6.75                      0                      0                    0.25                      7 DEKALB                 IL                                       60115 Condominium                            133500                20060601            79.98999786 No MI                                1.00E+17                    2.25               20110501                     12                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G02                                                      210000                1137.50                    360                     359                   6.25                      0                      0                    0.25                    6.5 PHOENIX                AZ                                       85028 Single Family                          210000                20060601            44.20999908 No MI                                1.00E+17                    2.25               20110501                   11.5                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G02                                                      127200                 887.75                    360                     358                      8                      0                      0                   0.375                  8.375 VILLA RICA             GA                                       30180 PUD                                    127200                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GIII                     G01                                                      355000                1775.00                    360                     358                   5.75                      0                      0                    0.25                      6 FRENCH CAMP            CA                                       95231 Single Family                          355000                20060501            77.16999817 No MI                                1.00E+17                    2.25               20110401                     11                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G02                                                      319842                1699.16                    360                     357                  6.125                      0                      0                    0.25                  6.375 SUN CITY               CA                                       92586 Single Family                          319992                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 12.375                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 ADN1
GIII                     G02                                                      328000                1742.50                    360                     357                  6.125                      0                      0                    0.25                  6.375 SAN DIEGO              CA                                       92105 Single Family                          328000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 12.375                      2                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 ADN1
GIII                     G02                                                      315000                1706.25                    360                     357                   6.25                      0                      0                    0.25                    6.5 ALPINE                 CA                                       91901 Single Family                          315000                20060401                     60 No MI                                1.00E+17                    2.25               20110301                   12.5                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 ADN1
GIII                     G01                                                    274999.5                1432.29                    360                     357                      6                      0                      0                    0.25                   6.25 MORENO VALLEY          CA                                       92553 Single Family                          275000                20060401            73.33000183 No MI                                1.00E+17                    2.75               20110301                  12.25                      2                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 ADN1
GIII                     G02                                                      188016                1116.35                    360                     357                  6.875                      0                      0                    0.25                  7.125 PUYALLUP               WA                                       98374 PUD                                    188016                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 13.125                    2.5                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 ADN1
GIII                     G03                                                      504000                2835.00                    360                     357                    6.5                      0                      0                    0.25                   6.75 DALY CITY              CA                                       94014 Single Family                          504000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                  12.75                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 ADN1
GI                       G01                                                      204000                1296.25                    360                     357                  7.375                      0                      0                    0.25                  7.625 KINGSBURG              CA                                       93631 Single Family                          204000                20060401                     80 No MI                                1.00E+17                    2.75               20110301                 13.625                      2                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 ADN1
GIII                     G02                                                      128000                 720.00                    360                     356                    6.5                      0                      0                    0.25                   6.75 BOISE                  ID                                       83709 PUD                                    128000                20060301            76.65000153 No MI                                1.00E+17                    2.25               20110201                  12.75                    2.5                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360201 ADN1
GI                       G01                                                      239900                1474.39                    360                     357                  7.125                      0                      0                    0.25                  7.375 ONTARIO                CA                                       91762 Condominium                            239900                20060401            79.97000122 No MI                                1.00E+17                    2.25               20110301                 13.375                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 ADN1
GIII                     G02                                                       92000                 507.92                    360                     358                  6.375                      0                      0                    0.25                  6.625 LAS VEGAS              NV                                       89156 Condominium                             92000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.625                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G02                                                      240000                1300.00                    360                     358                   6.25                      0                      0                    0.25                    6.5 PINE BUSH              NY                                       12566 2-4 Family                             240000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   11.5                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G02                                                      174400                 962.83                    360                     358                  6.375                      0                      0                    0.25                  6.625 LEVITTOWN              PA                                       19054 Single Family                          174400                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.625                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G01                                                      284750                1483.07                    360                     359                      6                      0                      0                    0.25                   6.25 HEMET                  CA                                       92545 Single Family                          284750                20060601            79.98999786 No MI                                1.00E+17                    2.25               20110501                  11.25                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G02                                                      219740                1236.04                    360                     358                    6.5                      0                      0                    0.25                   6.75 APOPKA                 FL                                       32703 PUD                                    219740                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  11.75                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G02                                                      282000                1615.63                    360                     358                  6.625                      0                      0                    0.25                  6.875 HENDERSON              NV                                       89014 PUD                                    282000                20060501            78.98999786 No MI                                1.00E+17                    2.25               20110401                 11.875                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G01                                                      198000                1196.25                    360                     358                   6.61                   0.39                      0                    0.25                   7.25 LAS VEGAS              NV                                       89107 Single Family                          198000                20060501                     90 Republic MIC                         1.00E+17                    2.75               20110401                  12.25                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G01                                                      192000                 940.00                    360                     358                  5.625                      0                      0                    0.25                  5.875 SAINT SIMONS ISLAND    GA                                       31522 Condominium                            192000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 10.875                   2.11                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G01                                                       56700                 342.56                    360                     357                      7                      0                      0                    0.25                   7.25 NASHVILLE              TN                                       37217 Single Family                           56700                20060401                     90 Radian Guaranty                      1.00E+17                    2.25               20110301                  13.25                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 ADN1
GIII                     G01                                                      325000                1692.71                    360                     357                      6                      0                      0                    0.25                   6.25 SAN DIEGO              CA                                       92109 Condominium                            325000                20060401            69.88999939 No MI                                1.00E+17                    2.25               20110301                  12.25                      2                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 ADN1
GI                       G03                                                      134300                 839.38                    360                     359                  7.125                      0                      0                   0.375                    7.5 LAS VEGAS              NV                                       89104 Single Family                          134300                20060601            64.87999725 No MI                                1.00E+17                    2.25               20110501                   13.5                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GIII                     G01                                                      248400                1267.88                    360                     357                  5.875                      0                      0                    0.25                  6.125 EVERETT                WA                                       98208 Single Family                          248400                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 12.125                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 ADN1
GIII                     G02                                                      332080                1902.54                    360                     357                  6.625                      0                      0                    0.25                  6.875 GILBERT                AZ                                       85296 PUD                                    332080                20060401                     80 No MI                                1.00E+17                    2.75               20110301                 12.875                      2                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 ADN1
GII                      G01                                                      316800                1650.00                    360                     358                  5.875                      0                      0                   0.375                   6.25 HYATTSVILLE            MD                                       20783 Single Family                          316800                20060501                     80 No MI                                1.00E+17                    2.25               20090401                  12.25                    2.5                       1 First Lien                                    Y                                          120 No_PP                                     360                      36 N                                    20360401 WALN
GI                       G02                                                      140000                 933.33                    360                     359                  7.625                      0                      0                   0.375                      8 Pinellas Park          FL                                       33781 Single Family                          140000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     13                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GIII                     G02                                                   151624.04                1011.26                    360                     357                   6.75                      0                      0                    0.25                      7 PORT ORANGE            FL                                       32129 Single Family                          152000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                     13                      2                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360301 ADN1
GI                       G02                                                       74400                 519.25                    360                     359                      8                      0                      0                   0.375                  8.375 ORRVILLE               OH                                       44667 Single Family                           74400                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.375                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GIII                     G02                                                      287625                1587.93                    360                     356                  6.375                      0                      0                    0.25                  6.625 SAN DIEGO              CA                                       92108 Condominium                            288000                20060301                     80 No MI                                1.00E+17                    2.25               20110201                 12.625                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360201 ADN1
GII                      G03                                                      273000                1620.94                    360                     358                   6.75                      0                      0                   0.375                  7.125 Fontana                CA                                       92336 Single Family                          273000                20060501                     70 No MI                                1.00E+17                    2.25               20110401                 12.125                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GIII                     G02                                                      149600                 857.08                    360                     358                  6.625                      0                      0                    0.25                  6.875 CORNELIUS              NC                                       28031 Condominium                            149600                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.875                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G02                                                      244000                1397.92                    360                     358                  6.625                      0                      0                    0.25                  6.875 ORLANDO                FL                                       32818 PUD                                    244000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.875                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 ADN1
GIII                     G02                                                   195677.75                1303.99                    360                     358                   6.75                      0                      0                    0.25                      7 SALT LAKE CITY         UT                                       84109 Single Family                          196000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                     12                      2                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 ADN1
GI                       G03                                                      315000                1935.94                    360                     359                      7                      0                      0                   0.375                  7.375 Atlanta                GA                                       30318 Single Family                          315000                20060601                     70 No MI                                1.00E+17                    2.25               20110501                 12.375                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GIII                     G01                                                      309550                1547.75                    360                     358                   5.75                      0                      0                    0.25                      6 BEAUMONT               CA                                       92223 PUD                                    309550                20060501            79.98999786 No MI                                1.00E+17                    2.25               20110401                     11                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G01                                                      187936                1194.18                    360                     358                  7.375                      0                      0                    0.25                  7.625 ORLANDO                FL                                       32828 PUD                                    187936                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.625                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G01                                                      379070                2329.70                    360                     358                  7.125                      0                      0                    0.25                  7.375 PEORIA                 AZ                                       85383 PUD                                    379070                20060501                     95 Mortgage Guaranty In                 1.00E+17                    2.25               20110401                 12.375                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G02                                                      168800                 931.92                    360                     357                  6.375                      0                      0                    0.25                  6.625 CHANDLER               AZ                                       85226 PUD                                    168800                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 12.625                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 ADN1
GIII                     G02                                                   119695.83                 788.31                    360                     357                  6.625                      0                      0                    0.25                  6.875 MYRTLE CREEK           OR                                       97457 Single Family                          120000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 12.875                      2                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360301 ADN1
GIII                     G02                                                      327200                1806.42                    360                     357                  6.375                      0                      0                    0.25                  6.625 ESCONDIDO              CA                                       92026 PUD                                    327200                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 12.625                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 ADN1
GI                       G02                                                      275250                1806.33                    360                     358                    7.5                      0                      0                   0.375                  7.875 Chandler               AZ                                       85249 PUD                                    275250                20060501            75.41000366 No MI                                1.00E+17                    2.25               20110401                 12.875                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 WALN
GIII                     G02                                                   176750.27                 994.50                    360                     357                    6.5                      0                      0                    0.25                   6.75 MESA                   AZ                                       85207 PUD                                    176800                20060401                     80 No MI                                1.00E+17                    2.25               20110301                  12.75                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 ADN1
GIII                     G01                                                      333513                1702.31                    360                     357                  5.875                      0                      0                    0.25                  6.125 SNOHOMISH              WA                                       98296 PUD                                    333513                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 12.125                      2                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 ADN1
GI                       G01                                                      348750                2143.36                    360                     357                  7.125                      0                      0                    0.25                  7.375 EAGLE POINT            OR                                       97524 Single Family                          348750                20060401                     75 No MI                                1.00E+17                    2.75               20110301                 13.375                      2                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 ADN1
GI                       G02                                                      187500                1191.41                    360                     358                   7.25                      0                      0                   0.375                  7.625 Tamarac                FL                                       33321 PUD                                    187500                20060501                     75 No MI                                1.00E+17                    2.25               20110401                 12.625                    2.5                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GIII                     G02                                                      332000                1798.33                    360                     357                   6.25                      0                      0                    0.25                    6.5 CERRITOS AREA          CA                                       90703 Condominium                            332000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                   12.5                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 ADN1
GII                      G02                                                   169061.02                 986.19                    360                     358                  6.625                      0                      0                   0.375                      7 SUN CITY WEST          AZ                                       85375 PUD                                    170053                20060501                     80 No MI                                1.00E+17                    2.25               20110401                     12                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G01                                                   645671.99                4506.26                    360                     358                      8                      0                      0                   0.375                  8.375 RANCHO CUCAMONGA       CA                                       91739 Single Family                          645672                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GIII                     G02                                                      203920                1147.05                    360                     358                    6.5                      0                      0                    0.25                   6.75 LAS VEGAS              NV                                       89107 Single Family                          203920                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.75                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 ADN1
GI                       G02                                                      134400                 910.00                    360                     358                   7.75                      0                      0                   0.375                  8.125 EVANSTON               IL                                       60202 Condominium                            134400                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.125                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GIII                     G03                                                      509600                2760.33                    360                     358                   6.25                      0                      0                    0.25                    6.5 YORBA LINDA            CA                                       92886 Single Family                          509600                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 ADN1
GII                      G03                                                   127900.14                 873.19                    360                     359                  6.875                      0                      0                   0.375                   7.25 SACRAMENTO             CA                                       95817 Single Family                          128000                20060601            45.70999908 No MI                                1.00E+17                    2.25               20110501                  12.25                      2                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360501 AFL2
GIII                     G02                                                      144000                 765.00                    360                     359                  6.125                      0                      0                    0.25                  6.375 WEST JORDAN            UT                                       84088 Single Family                          144000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.375                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GIII                     G02                                                   186860.02                1183.23                    360                     358                   6.25                      0                      0                    0.25                    6.5 CHARLOTTE              NC                                       28270 PUD                                    187200                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   11.5                      2                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G02                                                       84000                 595.00                    360                     358                  8.125                      0                      0                   0.375                    8.5 INDIANAPOLIS           IN                                       46250 Condominium                             84000                20060501                     80 No MI                                1.00E+17                    2.25               20130401                   13.5                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      84 N                                    20360401 AFL2
GIII                     G02                                                      360000                2025.00                    360                     358                    6.5                      0                      0                    0.25                   6.75 ROCKVILLE              MD                                       20853 Single Family                          360000                20060501            79.81999969 No MI                                1.00E+17                    2.25               20110401                  11.75                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G02                                                   228331.33                1213.33                    360                     358                  6.125                      0                      0                    0.25                  6.375 GLEN BURNIE            MD                                       21061 Condominium                            228392                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.375                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G01                                                      490882                3016.88                    360                     358                  7.125                      0                      0                    0.25                  7.375 HONOLULU               HI                                       96825 Single Family                          490882                20060501            67.70999908 No MI                                1.00E+17                    2.25               20110401                 13.375                      2                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 ADN1
GI                       G01                                                      119000                 793.33                    360                     358                   7.33                   0.42                      0                    0.25                      8 CHANDLER               AZ                                       85225 Condominium                            119000                20060501            82.06999969 PMI                                  1.00E+17                   2.875               20110401                     14                      2                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 ADN1
GI                       G02                                                   125314.59                 899.63                    360                     358                  7.375                      0                      0                   0.375                   7.75 JACKSONVILLE           FL                                       32224 PUD                                    125573                20060501            78.95999908 No MI                                1.00E+17                    2.25               20110401                  12.75                  2.205                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                   185552.32                1343.01                    360                     359                      8                      0                      0                   0.375                  8.375 Pleasantville          NJ                                        8232 Single Family                          185600                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.375                  1.875                       1 First Lien                                    N                                            0 No_PP                                     480                      60 N                                    20360501 AFL2
GII                      G02                                                      178684                1023.71                    360                     358                    6.5                      0                      0                   0.375                  6.875 ATLANTA                GA                                       30331 Single Family                          178684                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.875                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                   226584.66                1704.44                    360                     358                  7.875                      0                      0                   0.375                   8.25 Sacramento             CA                                       95821 Single Family                          226875                20060501                     75 No MI                                1.00E+17                    2.25               20110401                  13.25                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 AFL2
GIII                     G03                                                   453999.68                2364.58                    360                     357                      6                      0                      0                    0.25                   6.25 RED FEATHER LAKES      CO                                       80543 Single Family                          454000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                  12.25                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 ADN1
GIII                     G02                                                      277670                1648.67                    360                     358                  6.875                      0                      0                    0.25                  7.125 LAS VEGAS              NV                                       89148 PUD                                    277670                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.125                      2                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 ADN1
GIII                     G02                                                      276000                1466.25                    360                     358                  6.125                      0                      0                    0.25                  6.375 RIVERSIDE              CA                                       92504 Single Family                          276000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.375                      2                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 ADN1
GI                       G02                                                      298400                1896.08                    360                     357                   7.25                      0                      0                   0.375                  7.625 Woodbridge             VA                                       22193 Single Family                          298400                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 12.625                      2                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360301 AFL2
GII                      G03                                                      606862                3603.24                    360                     358                   6.75                      0                      0                   0.375                  7.125 ROSEVILLE              CA                                       95747 Single Family                          606862                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.125                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GIII                     G02                                                      305150                1748.26                    360                     358                  6.625                      0                      0                    0.25                  6.875 ROMOLAND               CA                                       92585 PUD                                    305150                20060501            79.98999786 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G03                                                      239880                1474.26                    360                     359                      7                      0                      0                   0.375                  7.375 Brooklyn               NY                                       11208 Single Family                          239880                20060601                     75 No MI                                1.00E+17                    2.25               20110501                 12.375                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GIII                     G02                                                      390000                2275.00                    360                     358                   6.75                      0                      0                    0.25                      7 HAWTHORNE              CA                                       90250 Single Family                          390000                20060501            73.58000183 No MI                                1.00E+17                    2.25               20110401                     13                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G01                                                      486184                3139.94                    360                     356                  7.375                      0                      0                   0.375                   7.75 LAKE ELSINORE          CA                                       92532 Single Family                          486184                20060301                     80 No MI                                1.00E+17                    2.25               20110201                  12.75                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360201 AFL2
GIII                     G02                                                      400000                2291.67                    360                     358                  6.625                      0                      0                    0.25                  6.875 LADERA RANCH AREA      CA                                       92694 Condominium                            400000                20060501            65.33999634 No MI                                1.00E+17                    2.25               20110401                 11.875                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GII                      G03                                                      272000                1643.33                    360                     358                  6.875                      0                      0                   0.375                   7.25 SCOTTSDALE             AZ                                       85254 Condominium                            272000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.25                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G01                                                      468000                2973.75                    360                     358                   7.25                      0                      0                   0.375                  7.625 Cape Coral             FL                                       33990 Single Family                          468000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.625                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GIII                     G02                                                      207200                1230.25                    360                     358                  6.875                      0                      0                    0.25                  7.125 LAS VEGAS              NV                                       89131 PUD                                    207200                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.125                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G02                                                      341600                1992.67                    360                     360                   6.75                      0                      0                    0.25                      7 TEMECULA               CA                                       92591 Single Family                          341600                20060701                     80 No MI                                1.00E+17                    2.25               20110601                     12                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360601 ADN1
GIII                     G02                                                      175192                 985.46                    360                     360                    6.5                      0                      0                    0.25                   6.75 DORAL                  FL                                       33178 Condominium                            175192                20060701                     80 No MI                                1.00E+17                    2.25               20110601                  11.75                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360601 ADN1
GIII                     G02                                                      204000                1105.00                    360                     359                   6.25                      0                      0                    0.25                    6.5 LAKEWAY                TX                                       78734 Single Family                          204000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   12.5                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G01                                                     1000000                6250.00                    360                     358                   7.25                      0                      0                    0.25                    7.5 LOS ANGELES            CA                                       91311 Single Family                         1000000                20060501                     80 No MI                                1.00E+17                    3.25               20110401                   12.5                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 ADN1
GIII                     G03                                                      611350                2929.39                    360                     358                    5.5                      0                      0                    0.25                   5.75 WOODBRIDGE             VA                                       22192 PUD                                    611350                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  10.75                      3                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G02                                                       93432                 535.29                    360                     358                  6.625                      0                      0                    0.25                  6.875 LAS VEGAS              NV                                       89103 Condominium                             93432                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.875                      2                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 ADN1
GI                       G01                                                      187000                1246.67                    360                     358                   7.75                      0                      0                    0.25                      8 LAS VEGAS              NV                                       89106 Single Family                          187000                20060501            79.56999969 No MI                                1.00E+17                    2.25               20110401                     14                      2                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 ADN1
GIII                     G02                                                   295998.64                1603.33                    360                     358                   6.25                      0                      0                    0.25                    6.5 RIALTO                 CA                                       92376 Single Family                          296000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                      2                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 ADN1
GIII                     G02                                                      260000                1408.33                    360                     358                   6.25                      0                      0                    0.25                    6.5 KENT                   WA                                       98042 PUD                                    260000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                      2                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 ADN1
GI                       G03                                                      568000                3490.83                    360                     359                      7                      0                      0                   0.375                  7.375 CONCORD                CA                                       94521 PUD                                    568000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.375                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GIII                     G01                                                      344000                1791.67                    360                     357                      6                      0                      0                    0.25                   6.25 MURRIETA               CA                                       92562 Single Family                          344000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                  12.25                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 ADN1
GI                       G01                                                   192799.71                1205.00                    360                     358                   7.25                      0                      0                    0.25                    7.5 FERNLEY                NV                                       89408 Single Family                          192800                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 ADN1
GI                       G02                                                       81900                 528.94                    360                     358                  7.375                      0                      0                   0.375                   7.75 Chicago                IL                                       60620 Single Family                           81900                20060501                     65 No MI                                1.00E+17                    2.25               20110401                  12.75                      2                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G03                                                      960000                5900.00                    360                     357                      7                      0                      0                   0.375                  7.375 SAN CARLOS             CA                                       94070 Single Family                          960000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 12.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GIII                     G02                                                      336000                1785.00                    360                     358                  6.125                      0                      0                    0.25                  6.375 HENDERSON              NV                                       89015 PUD                                    336000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.375                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G01                                                     68902.2                 413.93                    360                     358                   5.75                      0                      0                    0.25                      6 SAINT LOUIS            MO                                       63147 Single Family                           69040                20060501                     80 No MI                                1.00E+17                    2.25               20110401                     11                      2                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G02                                                      270650                1550.60                    360                     358                  6.625                      0                      0                    0.25                  6.875 ORLANDO                FL                                       32835 Condominium                            270650                20060501                     95 PMI                                  1.00E+17                    2.25               20110401                 11.875                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 ADN1
GIII                     G02                                                      186800                1031.29                    360                     360                  6.375                      0                      0                    0.25                  6.625 DUBLIN                 OH                                       43017 Single Family                          186800                20060701            79.48999786 No MI                                1.00E+17                    2.25               20110601                 12.625                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 ADN1
GI                       G01                                                      236250                1451.95                    360                     359                  7.125                      0                      0                    0.25                  7.375 FRESNO                 CA                                       93703 2-4 Family                             236250                20060601                     75 No MI                                1.00E+17                    2.25               20110501                 12.375                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G02                                                      120000                 650.00                    360                     359                   6.25                      0                      0                    0.25                    6.5 VANCOUVER              WA                                       98686 PUD                                    120000                20060601            66.66999817 No MI                                1.00E+17                    2.25               20110501                   11.5                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GIII                     G02                                                      370750                2008.23                    360                     359                   6.25                      0                      0                    0.25                    6.5 MONROE                 NY                                       10950 Condominium                            370750                20060601            76.68000031 No MI                                1.00E+17                    2.25               20110501                   11.5                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G02                                                      363750                1932.42                    360                     360                  6.125                      0                      0                    0.25                  6.375 CARSON                 CA                                       90810 Single Family                          363750                20060701                     75 No MI                                1.00E+17                    2.25               20110601                 11.375                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360601 ADN1
GIII                     G01                                                   106862.59                 625.60                    360                     357                    5.5                      0                      0                    0.25                   5.75 CYPRESS                TX                                       77433 PUD                                    107200                20060401                     80 No MI                                1.00E+17                    2.25               20110301                  10.75                      2                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360301 ADN1
GIII                     G02                                                      115000                 658.85                    360                     360                  6.625                      0                      0                    0.25                  6.875 SAINT PETERS           MO                                       63304 Condominium                            115000                20060701                     92 GE Capital MI                        1.00E+17                    2.25               20110601                 11.875                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 ADN1
GIII                     G03                                                      233600                1216.67                    360                     359                      6                      0                      0                    0.25                   6.25 SEATTLE                WA                                       98116 Condominium                            233600                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  11.25                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G02                                                      320000                1800.00                    360                     359                    6.5                      0                      0                    0.25                   6.75 BAKERSFIELD            CA                                       93311 Single Family                          320000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  11.75                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GIII                     G02                                                      240000                1350.00                    360                     359                    6.5                      0                      0                    0.25                   6.75 EVERETT                WA                                       98205 Single Family                          240000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  11.75                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G02                                                      200000                1062.50                    360                     360                  6.125                      0                      0                    0.25                  6.375 LYONS                  IL                                       60534 Single Family                          200000                20060701                     80 No MI                                1.00E+17                    2.25               20110601                 11.375                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360601 ADN1
GIII                     G01                                                      152800                 779.92                    360                     359                  5.875                      0                      0                    0.25                  6.125 DESERT HOT SPRINGS     CA                                       92240 Single Family                          152800                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.125                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G01                                                      125000                 625.00                    360                     360                   5.75                      0                      0                    0.25                      6 MESA                   AZ                                       85206 PUD                                    125000                20060701            41.66999817 No MI                                1.00E+17                    2.25               20110601                     11                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360601 ADN1
GI                       G02                                                      224500                1566.82                    360                     357                      8                      0                      0                   0.375                  8.375 Lehigh Acres           FL                                       33972 Single Family                          224500                20060401            75.83999634 No MI                                1.00E+17                    2.25               20110301                 13.375                      2                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360301 AFL2
GIII                     G01                                                   415850.97                1472.81                    360                     353                      4                      0                      0                    0.25                   4.25 PROVO                  UT                                       84604 Single Family                          416000                20051201                     80 No MI                                1.00E+17                    2.25               20101101                   9.25                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20351101 ADN1
GI                       G01                                                      192000                1160.00                    360                     359                      7                      0                      0                    0.25                   7.25 BRENTWOOD              TN                                       37027 Single Family                          192000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.25                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G02                                                      120000                 650.00                    360                     359                   6.25                      0                      0                    0.25                    6.5 VANCOUVER              WA                                       98686 PUD                                    120000                20060601            67.80000305 No MI                                1.00E+17                    2.25               20110501                   11.5                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GIII                     G02                                                      120000                 650.00                    360                     359                   6.25                      0                      0                    0.25                    6.5 VANCOUVER              WA                                       98686 PUD                                    120000                20060601            67.80000305 No MI                                1.00E+17                    2.25               20110501                   11.5                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G01                                                      145120                 922.12                    360                     358                  7.375                      0                      0                    0.25                  7.625 SPARKS                 NV                                       89431 Condominium                            145120                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.625                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 ADN1
GII                      G03                                                      168800                1019.83                    360                     356                  6.875                      0                      0                   0.375                   7.25 Phoenix                AZ                                       85013 Single Family                          168800                20060301                     80 No MI                                1.00E+17                    2.75               20110201                  13.25                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360201 AFL2
GI                       G01                                                      600000                3750.00                    360                     358                   7.25                      0                      0                    0.25                    7.5 LAS VEGAS              NV                                       89131 PUD                                    600000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   13.5                  2.375                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 ADN1
GI                       G03                                                      140800                 880.00                    360                     359                  7.125                      0                      0                   0.375                    7.5 ELGIN                  IL                                       60123 Townhouse                              140800                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   12.5                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GIII                     G01                                                      249600                1248.00                    360                     357                   5.75                      0                      0                    0.25                      6 RENO                   NV                                       89523 Single Family                          249600                20060401                     80 No MI                                1.00E+17                    2.25               20110301                     11                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 ADN1
GII                      G02                                                      205550                1199.04                    360                     358                  6.625                      0                      0                   0.375                      7 Silver Spring          MD                                       20902 Single Family                          205550                20060501            48.93999863 No MI                                1.00E+17                    2.25               20110401                     12                      2                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G01                                                      312000                1885.00                    360                     358                      7                      0                      0                    0.25                   7.25 RENO                   NV                                       89509 Single Family                          312000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G01                                                      180000                1125.00                    360                     357                   7.25                      0                      0                    0.25                    7.5 HENDERSON              NV                                       89015 Single Family                          180000                20060401                     80 No MI                                1.00E+17                     3.5               20110301                   13.5                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 ADN1
GII                      G03                                                       96800                 584.83                    360                     359                  6.875                      0                      0                   0.375                   7.25 MT. HOLLY              NC                                       28120 Single Family                           96800                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.25                   3.25                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G01                                                      174623                1091.39                    360                     358                   7.25                      0                      0                    0.25                    7.5 COLUMBUS               OH                                       43081 Condominium                            174623                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   13.5                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G01                                                   255987.01                1653.33                    360                     357                    7.5                      0                      0                    0.25                   7.75 RENO                   NV                                       89523 Single Family                          256000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                  12.75                      2                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 ADN1
GI                       G01                                                      799920                5249.48                    360                     360                    7.5                      0                      0                   0.375                  7.875 Tampa                  FL                                       33647 PUD                                    799920                20060701                     80 No MI                                1.00E+17                    2.25               20110601                 12.875                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GI                       G01                                                   521036.84                3275.32                    360                     352                      6                      0                      0                   0.375                  6.375 SAN LUIS OBISPO        CA                                       93405 Single Family                          525000                20051101                     75 No MI                                1.00E+17                    2.25               20071001                 12.375                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      24 N                                    20351001 ALT1
GI                       G02                                                      292425                2010.42                    360                     358                  7.875                      0                      0                   0.375                   8.25 Peoria                 AZ                                       85383 Single Family                          292425                20060501                     75 No MI                                1.00E+17                    2.25               20110401                  13.25                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                       96675                 553.87                    360                     353                    6.5                      0                      0                   0.375                  6.875 MIAMI                  FL                                       33015 Condominium                             96675                20051201                     75 No MI                                1.00E+17                    3.25               20071101                 12.875                  1.875                       1 First Lien                                    Y                                           24 Prepay                                    360                      24 N                                    20351101 ALT1
GI                       G02                                                      224000                1446.67                    360                     359                  7.375                      0                      0                   0.375                   7.75 BRIDGEWATER            MA                                        2324 Condominium                            224000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  13.75                  2.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                   498672.61                2628.42                    360                     351                   5.95                      0                      0                   0.375                  6.325 OAKLAND                CA                                       94608 2-4 Family                             498680                20051001            72.80000305 No MI                                1.00E+17                   5.326               20070901                 12.325                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      24 N                                    20350901 ALT1
GII                      G02                                                      295920                1664.55                    360                     358                  6.375                      0                      0                   0.375                   6.75 Westminster            MD                                       21158 Single Family                          295920                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  11.75                  4.951                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      101250                 706.64                    360                     358                      8                      0                      0                   0.375                  8.375 Jacksonville           FL                                       32246 Single Family                          101250                20060501                     75 No MI                                                            2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G03                                                       85400                 533.75                    360                     359                  7.125                      0                      0                   0.375                    7.5 LITHONIA               GA                                       30038 PUD                                     85400                20060601                     70 No MI                                                            2.25               20110501                   12.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G03                                                      217500                1359.38                    360                     358                  7.125                      0                      0                   0.375                    7.5 CHANDLER               AZ                                       85249 PUD                                    217500                20060501                     75 No MI                                1.00E+17                    2.25               20110401                   12.5                      6                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                   151930.51                1107.85                    360                     352                    7.5                      0                      0                   0.375                  7.875 TAMARAC                FL                                       33321 Condominium                            152792                20051101                     80 No MI                                1.00E+17                    3.25               20071001                 13.875                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      24 N                                    20351001 ALT1
GI                       G02                                                      247200                1725.25                    360                     358                      8                      0                      0                   0.375                  8.375 Elizabeth              NJ                                        7201 2-4 Family                             247200                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                  2.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G03                                                      284800                1691.00                    360                     360                   6.75                      0                      0                   0.375                  7.125 CENTRAL POINT          OR                                       97502 Single Family                          284800                20060701                     80 No MI                                1.00E+17                    2.25               20110601                 12.125                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360601 AFL2
GI                       G02                                                   111047.31                 825.06                    360                     359                   7.75                      0                      0                   0.375                  8.125 MARIETTA               GA                                       30064 Single Family                          111120                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.125                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G02                                                      217850                1225.41                    360                     358                  6.375                      0                      0                   0.375                   6.75 Tamarac                FL                                       33321 Condominium                            217850                20060501            79.98000336 No MI                                1.00E+17                    2.75               20110401                  12.75                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      241600                1585.50                    360                     359                    7.5                      0                      0                   0.375                  7.875 El Cajon               CA                                       92020 Condominium                            241600                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.875                  2.375                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 WALN
GII                      G02                                                      270015                1546.96                    360                     358                    6.5                      0                      0                   0.375                  6.875 QUEEN CREEK            AZ                                       85242 PUD                                    270015                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                   144185.09                 926.53                    360                     356                   6.25                      0                      0                   0.375                  6.625 Winter Park            FL                                       32792 Condominium                            144700                20060301            79.98999786 No MI                                1.00E+17                    2.25               20110201                 11.625                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360201 AFL2
GII                      G03                                                      840000                5075.00                    360                     355                  6.875                      0                      0                   0.375                   7.25 Sanibel                FL                                       33957 Single Family                          840000                20060201                     80 No MI                                1.00E+17                    2.25               20110101                  12.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360101 AFL2
GI                       G02                                                   135058.18                 972.48                    360                     353                  7.375                      0                      0                   0.375                   7.75 TAMARAC                FL                                       33321 Condominium                            135742                20051201                     75 No MI                                1.00E+17                    3.25               20071101                  13.75                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      24 N                                    20351101 ALT1
GI                       G02                                                      243750                1294.92                    360                     352                      6                      0                      0                   0.375                  6.375 SAN BERNARDINO         CA                                       92404 2-4 Family                             243750                20051101                     65 No MI                                1.00E+17                    2.25               20071001                 12.375                  2.875                       1 First Lien                                    Y                                           24 Prepay                                    360                      24 N                                    20351001 ALT1
GI                       G02                                                      243750                1294.92                    360                     352                      6                      0                      0                   0.375                  6.375 SAN BERNARDINO         CA                                       92404 2-4 Family                             243750                20051101                     65 No MI                                1.00E+17                    2.25               20071001                 12.375                  1.875                       1 First Lien                                    Y                                           24 Prepay                                    360                      24 N                                    20351001 ALT1
GII                      G03                                                   155878.31                1064.19                    360                     359                  6.875                      0                      0                   0.375                   7.25 ATLANTA                GA                                       30316 Condominium                            156000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.25                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G03                                                      406250                2412.11                    360                     358                   6.75                      0                      0                   0.375                  7.125 Las Vegas              NV                                       89139 PUD                                    406250                20060501                     65 No MI                                1.00E+17                    2.25               20110401                 12.125                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                   191996.89                1098.67                    360                     353                  5.125                      0                      0                   0.375                    5.5 LIVINGSTON             CA                                       95334 Single Family                          193500                20051201            69.11000061 No MI                                1.00E+17                    2.25               20071101                   11.5                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      24 N                                    20351101 ALT1
GI                       G02                                                   116494.15                 838.83                    360                     353                  7.375                      0                      0                   0.375                   7.75 PHEONIX                AZ                                       85031 Single Family                          117087                20051201                     85 Radian Guaranty                      1.00E+17                    3.25               20071101                  13.75                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      24 N                                    20351101 ALT1
GII                      G02                                                      208720                1195.79                    360                     358                    6.5                      0                      0                   0.375                  6.875 Washington             DC                                       20020 Condominium                            208720                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.875                  2.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 WALN
GI                       G02                                                      185980                1220.49                    360                     359                    7.5                      0                      0                   0.375                  7.875 DOUGLASVILLE           GA                                       30135 PUD                                    185980                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G02                                                      140000                 816.67                    360                     359                  6.625                      0                      0                   0.375                      7 MONTICELLO             GA                                       31064 Single Family                          140000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     12                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      412000                2660.83                    360                     359                  7.375                      0                      0                   0.375                   7.75 Las Vegas              NV                                       89134 PUD                                    412000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.75                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      149920                 968.23                    360                     359                  7.375                      0                      0                   0.375                   7.75 CHELSEA                AL                                       35043 PUD                                    149920                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.75                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G03                                                     1534000                9108.13                    360                     358                   6.75                      0                      0                   0.375                  7.125 Englewd Clfs           NJ                                        7632 Single Family                         1534000                20060501                     65 No MI                                1.00E+17                    2.25               20110401                 12.125                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 WALN
GI                       G03                                                      413000                2581.25                    360                     358                  7.125                      0                      0                   0.375                    7.5 Oakland                CA                                       94607 2-4 Family                             413000                20060501                     70 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G01                                                      845000                5369.27                    360                     359                   7.25                      0                      0                   0.375                  7.625 ATLANTA                GA                                       30339 Single Family                          845000                20060601                     65 No MI                                1.00E+17                    2.25               20110501                 12.625                  3.625                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G03                                                      254833                1566.16                    360                     358                      7                      0                      0                   0.375                  7.375 Avondale               AZ                                       85323 Single Family                          254833                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G01                                                      289200                1747.25                    360                     358                  6.875                      0                      0                   0.375                   7.25 Oakland                CA                                       94621 Single Family                          289200                20060501                     80 No MI                                1.00E+17                    2.25               20090401                  13.25                  1.875                       1 First Lien                                    Y                                           36 Prepay                                    360                      36 N                                    20360401 AFL2
GI                       G01                                                      479900                3199.33                    360                     359                  7.625                      0                      0                   0.375                      8 PERRY HALL             MD                                       21128 Single Family                          479900                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     13                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      150500                1003.33                    360                     358                  7.625                      0                      0                   0.375                      8 Henderson              NV                                       89015 Single Family                          150500                20060501                     70 No MI                                1.00E+17                    2.25               20110401                     13                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                      175600                 987.75                    360                     358                  6.375                      0                      0                   0.375                   6.75 Denver                 CO                                       80211 Condominium                            175600                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  11.75                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                   371033.75                2412.78                    360                     357                  6.375                      0                      0                   0.375                   6.75 Norwalk                CT                                        6854 Single Family                          372000                20060401                     80 No MI                                                           2.375               20080301                  12.75                  1.875                       2 First Lien                                    N                                            0 Prepay                                    360                      24 N                                    20360301 AFL2
GI                       G03                                                      141600                 883.82                    360                     359                  7.115                      0                      0                   0.375                   7.49 Worthington            OH                                       43085 Single Family                          141600                20060601                     80 No MI                                1.00E+17                    2.75               20110501                  12.49                      2                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                       76800                 512.00                    360                     358                  7.625                      0                      0                   0.375                      8 COLUMBUS               OH                                       43207 Single Family                           76800                20060501                     80 No MI                                1.00E+17                    2.25               20110401                     13                  2.375                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                   363522.17                2702.69                    360                     358                   7.75                      0                      0                   0.375                  8.125 ACCOKEEK               MD                                       20607 Single Family                          364000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.125                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                   143291.62                1015.68                    360                     358                   7.25                      0                      0                   0.375                  7.625 Hampton                VA                                       23669 Single Family                          143500                20060501                     70 No MI                                                            2.25               20110401                 12.625                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G03                                                  1201899.68                7386.67                    360                     358                      7                      0                      0                   0.375                  7.375 YORBA LINDA            CA                                       92886 PUD                                   1201900                20060501                     75 No MI                                1.00E+17                    2.25               20110401                 12.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G03                                                   225699.99                1340.09                    360                     352                   6.75                      0                      0                   0.375                  7.125 DAVENPORT              FL                                       33896 Condominium                            225700                20051101            75.01000214 No MI                                1.00E+17                    2.25               20101001                 12.125                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20351001 AFL2
GI                       G02                                                      350500                2300.16                    360                     357                    7.5                      0                      0                   0.375                  7.875 Rocklin                CA                                       95677 Single Family                          350500                20060401            79.98999786 No MI                                1.00E+17                    2.25               20110301                 12.875                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G02                                                      154000                 994.58                    360                     358                  7.375                      0                      0                   0.375                   7.75 Hollywood              FL                                       33023 Single Family                          154000                20060501            68.44000244 No MI                                1.00E+17                    2.25               20110401                  12.75                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G03                                                     50889.4                 356.60                    360                     358                  7.125                      0                      0                   0.375                    7.5 ROGERS                 AR                                       72756 Single Family                           51000                20060501            45.13000107 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                      262872                1423.89                    360                     358                  6.125                      0                      0                   0.375                    6.5 YPSILANTI              MI                                       48198 Single Family                          262872                20060501                     80 No MI                                                            2.25               20110401                   11.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                      151498                 852.18                    360                     357                  6.375                      0                      0                   0.375                   6.75 MATTHEWS               NC                                       28105 PUD                                    151498                20060401                     80 No MI                                1.00E+17                    2.25               20110301                  11.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G02                                                   231529.89                1702.33                    360                     357                  7.625                      0                      0                   0.375                      8 Chicago                IL                                       60643 Single Family                          232000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                     13                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G02                                                      336992                2316.82                    360                     359                  7.875                      0                      0                   0.375                   8.25 Dublin                 OH                                       43016 PUD                                    336992                20060601                     80 No MI                                                            2.25               20110501                  13.25                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      116792                 815.11                    360                     358                      8                      0                      0                   0.375                  8.375 HOUSTON                TX                                       77075 PUD                                    116792                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G03                                                      136000                 835.83                    360                     355                      7                      0                      0                   0.375                  7.375 Minneapolis            MN                                       55434 Single Family                          136000                20060201            79.06999969 No MI                                1.00E+17                    2.25               20110101                 12.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360101 AFL2
GII                      G03                                                   223277.08                1509.13                    360                     356                   6.75                      0                      0                   0.375                  7.125 CAPITOL HEIGHTS        MD                                       20743 Townhouse                              224000                20060301                     80 No MI                                1.00E+17                    2.25               20110201                 12.125                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360201 AFL2
GI                       G02                                                      180000                1256.25                    360                     358                      8                      0                      0                   0.375                  8.375 Phoenix                AZ                                       85015 Single Family                          180000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      296700                1545.31                    360                     357                  5.875                      0                      0                   0.375                   6.25 LAS VEGAS              NV                                       89139 PUD                                    296700                20060401            79.98000336 No MI                                1.00E+17                   2.375               20080301                  11.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      24 N                                    20360301 AFL2
GI                       G02                                                   240779.98                1279.14                    360                     357                      6                      0                      0                   0.375                  6.375 Queen Creek            AZ                                       85243 PUD                                    240780                20060401                     80 No MI                                1.00E+17                   2.375               20080301                 11.375                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      24 N                                    20360301 AFL2
GI                       G02                                                      291750                1580.31                    360                     357                  6.125                      0                      0                   0.375                    6.5 LAS VEGAS              NV                                       89139 PUD                                    291750                20060401                     80 No MI                                1.00E+17                   2.375               20080301                   11.5                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      24 N                                    20360301 AFL2
GI                       G03                                                      200000                1229.17                    360                     358                      7                      0                      0                   0.375                  7.375 N LAS VEGAS            NV                                       89031 PUD                                    200000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.375                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                   168997.67                 968.22                    360                     357                    6.5                      0                      0                   0.375                  6.875 Queen Creek            AZ                                       85243 PUD                                    169000                20060401            79.98999786 No MI                                1.00E+17                   2.375               20080301                 11.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      24 N                                    20360301 AFL2
GII                      G02                                                   319796.63                1798.86                    360                     352                  6.375                      0                      0                   0.375                   6.75 Murrieta               CA                                       92563 PUD                                    319800                20051101            79.98999786 No MI                                1.00E+17                    2.25               20101001                  12.75                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20351001 AFL2
GI                       G02                                                      171100                1105.02                    360                     359                  7.375                      0                      0                   0.375                   7.75 YORK                   PA                                       17404 PUD                                    171100                20060601            79.98999786 No MI                                1.00E+17                    2.25               20110501                  12.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G03                                                      287250                1765.39                    360                     358                      7                      0                      0                   0.375                  7.375 SNOHOMISH              WA                                       98296 Single Family                          287250                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      164000                1076.25                    360                     358                    7.5                      0                      0                   0.375                  7.875 KANSAS CITY            MO                                       64158 2-4 Family                             164000                20060501                     80 No MI                                                            2.25               20110401                 12.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      164000                1110.42                    360                     358                   7.75                      0                      0                   0.375                  8.125 Austin                 TX                                       78752 Single Family                          164000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.125                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G03                                                      148000                 770.83                    360                     354                  5.875                      0                      0                   0.375                   6.25 Denver                 CO                                       80231 PUD                                    148000                20060101            94.98999786 YES                                  1.00E+17                    2.25               20101201                  12.25                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20351201 AFL2
GII                      G02                                                      132344                 758.22                    360                     358                    6.5                      0                      0                   0.375                  6.875 Hutto                  TX                                       78634 PUD                                    132344                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                   103702.02                 723.75                    360                     358                      8                      0                      0                   0.375                  8.375 Baltimore              MD                                       21229 Townhouse                              104000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GIII                     G03                                                      820103                4271.37                    360                     358                      6                      0                      0                    0.25                   6.25 SAN JOSE               CA                                       95136 PUD                                    820103                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  11.25                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G01                                                   593621.23                4462.52                    360                     359                      8                      0                      0                    0.25                   8.25 MISSION VIEJO          CA                                       92692 Condominium                            594000                20060601                     90 United Guaranty                      1.00E+17                    2.25               20110501                  13.25                      2                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G03                                                   451188.02                2585.02                    360                     358                  6.625                      0                      0                    0.25                  6.875 FONTANA                CA                                       92336 PUD                                    451203                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.875                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G03                                                      491200                2609.50                    360                     358                  6.125                      0                      0                    0.25                  6.375 FONTANA                CA                                       92336 PUD                                    491200                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.375                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G03                                                   605381.69                3406.23                    360                     358                    6.5                      0                      0                    0.25                   6.75 RIVERSIDE              CA                                       92503 PUD                                    605552                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  11.75                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G02                                                       96600                 644.00                    360                     359                  7.625                      0                      0                   0.375                      8 Westminster            CO                                       80030 Single Family                           96600                20060601                     70 No MI                                1.00E+17                    2.25               20110501                     13                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      135920                 693.76                    360                     350                   5.75                      0                      0                   0.375                  6.125 Inver Grove Heights    MN                                       55076 Condominium                            135920                20050901                     80 No MI                                1.00E+17                    2.25               20120801                 11.125                  1.875                       1 First Lien                                    Y                                           84 No_PP                                     360                      84 N                                    20350801 AFL2
GI                       G02                                                      152008                 981.72                    360                     360                  7.375                      0                      0                   0.375                   7.75 SAN ANTONIO            TX                                       78254 Single Family                          152008                20060701                     70 No MI                                1.00E+17                    2.25               20110601                  12.75                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GIII                     G03                                                      422232                2199.13                    360                     358                      6                      0                      0                    0.25                   6.25 LAS VEGAS              NV                                       89178 PUD                                    422232                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  11.25                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G03                                                      452000                2683.75                    360                     359                  6.875                      0                      0                    0.25                  7.125 TORRANCE               CA                                       90503 PUD                                    452000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.125                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GII                      G03                                                      133500                 792.66                    360                     358                   6.75                      0                      0                   0.375                  7.125 SALT LAKE CITY         UT                                       84108 Single Family                          133500                20060501                     75 No MI                                1.00E+17                    2.25               20110401                 12.125                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                      314588                1704.02                    360                     358                  6.125                      0                      0                   0.375                    6.5 North Las Vegas        NV                                       89081 PUD                                    314588                20060501                     80 No MI                                1.00E+17                    2.75               20110401                   12.5                      2                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G01                                                       85120                 514.27                    360                     360                      7                      0                      0                    0.25                   7.25 TAMPA                  FL                                       33614 Condominium                             85120                20060701                     80 No MI                                1.00E+17                    2.25               20110601                  12.25                  2.375                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360601 ADN1
GI                       G01                                                      391790                2489.50                    360                     357                  7.375                      0                      0                    0.25                  7.625 SANTA FE               NM                                       87505 Single Family                          391790                20060401                     75 No MI                                1.00E+17                    2.75               20110301                 13.625                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 ADN1
GIII                     G01                                                      305000                1270.83                    360                     359                   4.75                      0                      0                    0.25                      5 RUTHER GLEN            VA                                       22546 PUD                                    305000                20060601            71.76000214 No MI                                1.00E+17                    2.25               20110501                     10                    2.5                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 ADN1
GI                       G03                                                      248200                1525.40                    360                     358                      7                      0                      0                   0.375                  7.375 Tolleson               AZ                                       85353 Single Family                          248200                20060501                     80 No MI                  1001995-0013573167                        2.25               20110401                 12.375                    2.5                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GIII                     G01                                                       50000                 295.77                    360                     360                  5.625                      0                      0                    0.25                  5.875 ADELANTO               CA                                       92301 Single Family                           50000                20060701            21.73999977 No MI                                1.00E+17                    2.25               20110601                 10.875                  1.875                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360601 ADN1
GI                       G03                                                      137455                 859.09                    360                     358                  7.125                      0                      0                   0.375                    7.5 Raleigh                NC                                       27614 PUD                                    137455                20060501                     75 No MI                                1.00E+17                    2.25               20110401                   12.5                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 WALN
GI                       G03                                                      117750                 735.94                    360                     358                  7.125                      0                      0                   0.375                    7.5 Atlanta                GA                                       30315 Single Family                          117750                20060501                     75 No MI                                1.00E+17                    2.25               20110401                   12.5                    2.5                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 AFL2
GIII                     G02                                                      142840                 803.48                    360                     360                    6.5                      0                      0                    0.25                   6.75 FEDERAL WAY            WA                                       98023 Condominium                            142840                20060701                     80 No MI                                1.00E+17                    2.25               20110601                  11.75                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360601 ADN1
GIII                     G02                                                   271999.82                1501.67                    360                     357                  6.375                      0                      0                    0.25                  6.625 SEATTLE                WA                                       98125 Single Family                          272000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 12.625                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 ADN1
GIII                     G02                                                      278400                1653.00                    360                     360                  6.875                      0                      0                    0.25                  7.125 ELIZABETH              CO                                       80107 PUD                                    278400                20060701                     80 No MI                                1.00E+17                    2.25               20110601                 12.125                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360601 ADN1
GI                       G01                                                      438400                2740.00                    360                     358                   7.25                      0                      0                    0.25                    7.5 FORT LAUDERDALE        FL                                       33301 Condominium                            438400                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 ADN1
GIII                     G01                                                      328000                1640.00                    360                     359                   5.75                      0                      0                    0.25                      6 OAKLAND                CA                                       94603 Single Family                          328000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     12                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G02                                                   165554.29                 914.25                    360                     357                  6.375                      0                      0                    0.25                  6.625 MARYSVILLE             WA                                       98271 Single Family                          165600                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 12.625                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 ADN1
GIII                     G02                                                    167320.4                 892.50                    360                     360                  6.125                      0                      0                    0.25                  6.375 MCKINNEY               TX                                       75070 Single Family                          168000                20060701            84.84999847 United Guaranty                      1.00E+17                    2.25               20110601                 11.375                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360601 ADN1
GII                      G03                                                   131212.57                 792.74                    360                     358                  6.875                      0                      0                   0.375                   7.25 Homestead              FL                                       33035 Condominium                            132015                20060501                     75 No MI                                1.00E+17                    2.25               20110401                  12.25                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 WALN
GIII                     G03                                                   295823.91                1510.32                    360                     357                  5.875                      0                      0                    0.25                  6.125 WASHINGTON             DC                                       20016 Condominium                            295900                20060401            79.98999786 No MI                                1.00E+17                    2.25               20110301                 11.125                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 ADN1
GI                       G02                                                      201550                1427.65                    360                     359                  8.125                      0                      0                   0.375                    8.5 PEMBROKE PINES         FL                                       33028 Townhouse                              201550                20060601            79.98000336 No MI                                1.00E+17                    2.25               20110501                   13.5                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                       76000                 498.75                    360                     359                    7.5                      0                      0                   0.375                  7.875 MOORHEAD               MN                                       56560 Single Family                           76000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G02                                                      112000                 630.00                    360                     358                  6.375                      0                      0                   0.375                   6.75 WARTRACE               TN                                       37183 Single Family                          112000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  11.75                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G01                                                      480000                3100.00                    360                     358                  7.375                      0                      0                   0.375                   7.75 Rancho Cucamonga       CA                                       91737 Single Family                          480000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G03                                                      376000                2271.67                    360                     359                  6.875                      0                      0                   0.375                   7.25 Napa                   CA                                       94558 Single Family                          376000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G02                                                       50000                 291.67                    360                     359                  6.625                      0                      0                   0.375                      7 Baltimore              MD                                       21215 Townhouse                               50000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     12                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G03                                                      263600                1592.58                    360                     360                  6.875                      0                      0                   0.375                   7.25 RINCON                 AZ                                       85747 PUD                                    263600                20060701                     80 No MI                                1.00E+17                    2.25               20110601                  12.25                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GI                       G02                                                    83017.26                 595.59                    360                     358                  7.375                      0                      0                   0.375                   7.75 HOUSTON                TX                                       77067 Single Family                           83135                20060501                     65 No MI                                1.00E+17                    2.25               20110401                  12.75                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                   154901.16                1164.47                    360                     359                  7.875                      0                      0                   0.375                   8.25 Pleasantville          NJ                                        8232 Single Family                          155000                20060601            70.44999695 No MI                                1.00E+17                    2.25               20110501                  13.25                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      246400                1771.00                    360                     360                   8.25                      0                      0                   0.375                  8.625 Lehigh Acres           FL                                       33936 Single Family                          246400                20060701                     80 No MI                                1.00E+17                    2.25               20110601                 13.625                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360601 AFL2
GI                       G02                                                      248000                1705.00                    360                     358                  7.875                      0                      0                   0.375                   8.25 Crystal Lake           IL                                       60014 Single Family                          248000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  13.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G03                                                      194200                1193.52                    360                     358                      7                      0                      0                   0.375                  7.375 EVERETT                MA                                        2149 Condominium                            194200                20060501            79.95999908 No MI                                                            2.25               20110401                 13.375                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G01                                                      533400                3278.19                    360                     358                  7.125                      0                      0                    0.25                  7.375 KURE BEACH             NC                                       28449 PUD                                    533400                20060501                     75 No MI                                1.00E+17                    2.25               20110401                 12.375                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G03                                                   467900.19                2962.82                    360                     358                   6.25                      0                      0                    0.25                    6.5 SANTA ANA              CA                                       92704 Single Family                          468750                20060501                     75 No MI                                1.00E+17                    2.25               20110401                   12.5                      2                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G01                                                      172800                 864.50                    360                     357                   5.75                      0                      0                    0.25                      6 PUYALLUP               WA                                       98375 PUD                                    172900                20060401                     70 No MI                                1.00E+17                    2.25               20110301                     12                      2                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 ADN1
GIII                     G03                                                      500000                2760.42                    360                     358                  6.375                      0                      0                    0.25                  6.625 SAN JOSE               CA                                       95127 Single Family                          500000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.625                      2                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 ADN1
GIII                     G02                                                      207900                1104.47                    360                     357                  6.125                      0                      0                    0.25                  6.375 MARYSVILLE             WA                                       98270 Single Family                          207900                20060401            79.98000336 No MI                                1.00E+17                    2.25               20110301                 12.375                      2                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 ADN1
GI                       G01                                                      558750                3375.78                    360                     358                      7                      0                      0                    0.25                   7.25 WESTLAKE VILLAGE       CA                                       91362 Single Family                          558750                20060501                     75 No MI                                1.00E+17                    2.25               20110401                  12.25                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G01                                                      338000                1760.42                    360                     357                      6                      0                      0                    0.25                   6.25 MURRIETA               CA                                       92563 Single Family                          338000                20060401                  64.75 No MI                                1.00E+17                    2.25               20110301                  12.25                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 ADN1
GIII                     G02                                                      372000                2131.25                    360                     357                  6.625                      0                      0                    0.25                  6.875 SAN JOSE               CA                                       95111 Condominium                            372000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 12.875                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 ADN1
GIII                     G03                                                    775480.8                4362.08                    360                     358                    6.5                      0                      0                    0.25                   6.75 FRANKLIN               TN                                       37067 Single Family                          775600                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  11.75                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 ADN1
GI                       G01                                                      932000                5922.08                    360                     358                  7.375                      0                      0                    0.25                  7.625 SAN DIEGO              CA                                       92129 PUD                                    932000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.625                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G02                                                   235356.49                1491.68                    360                     357                   6.25                      0                      0                    0.25                    6.5 TUCSON                 AZ                                       85712 PUD                                    236000                20060401                     80 No MI                                1.00E+17                    2.75               20110301                   12.5                      2                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360301 ADN1
GIII                     G02                                                   273657.15                1567.85                    360                     357                  6.625                      0                      0                    0.25                  6.875 YUBA CITY              CA                                       95993 Single Family                          274346                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 12.875                    2.5                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 ADN1
GIII                     G02                                                      168000                 927.50                    360                     358                  6.375                      0                      0                    0.25                  6.625 REDDING                CA                                       96002 Single Family                          168000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.625                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G02                                                   262827.26                1885.60                    360                     358                  7.375                      0                      0                   0.375                   7.75 Missouri City          TX                                       77459 PUD                                    263200                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.75                      2                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      180000                1162.50                    360                     359                  7.375                      0                      0                   0.375                   7.75 BUCKEYE                AZ                                       85326 PUD                                    180000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.75                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                       65680                 458.39                    360                     358                      8                      0                      0                   0.375                  8.375 Lithonia               GA                                       30058 Single Family                           65680                20060501            79.98999786 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G03                                                      266250                1664.06                    360                     359                  7.125                      0                      0                   0.375                    7.5 BRUNSWICK              GA                                       31523 Single Family                          266250                20060601                     75 No MI                                1.00E+17                    2.25               20110501                   12.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GIII                     G03                                                      768000                4000.00                    360                     358                      6                      0                      0                    0.25                   6.25 BRENTWOOD              CA                                       94513 Single Family                          768000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  11.25                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G03                                                      648000                3712.50                    360                     358                  6.625                      0                      0                    0.25                  6.875 TRUCKEE                CA                                       96161 PUD                                    648000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.875                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G01                                                      716000                4325.83                    360                     358                      7                      0                      0                    0.25                   7.25 LOS ANGELES            CA                                       90013 Condominium                            716000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.25                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G03                                                      429560                2282.04                    360                     358                  6.125                      0                      0                    0.25                  6.375 BAKERSFIELD            CA                                       93312 Single Family                          429560                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.375                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G03                                                      975000                5484.38                    360                     358                    6.5                      0                      0                    0.25                   6.75 HUNTINGTON BEACH       CA                                       92648 Condominium                            975000                20060501                     75 No MI                                1.00E+17                    2.25               20110401                  11.75                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 ADN1
GI                       G02                                                      216800                1377.58                    360                     358                   7.25                      0                      0                   0.375                  7.625 Fredericksburg         VA                                       22405 Single Family                          216800                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.625                      2                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      116040                 737.34                    360                     359                   7.25                      0                      0                   0.375                  7.625 BIRMINGHAM             AL                                       35235 Single Family                          116040                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.625                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      278400                1856.00                    360                     358                  7.625                      0                      0                   0.375                      8 Cape Coral             FL                                       33909 Single Family                          278400                20060501            74.63999939 No MI                                1.00E+17                    2.25               20110401                     13                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                       99742                 654.56                    360                     359                    7.5                      0                      0                   0.375                  7.875 Grand Prairie          TX                                       75052 Single Family                           99742                20060601                     75 No MI                                1.00E+17                    2.25               20110501                 12.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                       85592                 588.45                    360                     358                  7.875                      0                      0                   0.375                   8.25 Lake Mary              FL                                       32746 Condominium                             85592                20060501                     80 No MI                                1.00E+17                    2.75               20110401                  14.25                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G03                                                      316000                1942.08                    360                     360                      7                      0                      0                   0.375                  7.375 Sykesville             MD                                       21784 Single Family                          316000                20060701                     80 No MI                                1.00E+17                    2.25               20110601                 12.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GI                       G02                                                      143964                 944.76                    360                     359                    7.5                      0                      0                   0.375                  7.875 ELLENWOOD              GA                                       30294 PUD                                    143964                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                       88050                 577.83                    360                     358                    7.5                      0                      0                   0.375                  7.875 Colorado Springs       CO                                       80910 Single Family                           88050                20060501                     75 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G01                                                      792000                4867.50                    360                     358                  7.125                      0                      0                    0.25                  7.375 INDIO                  CA                                       92201 Single Family                          792000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.375                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G03                                                      461300                2642.86                    360                     358                  6.625                      0                      0                    0.25                  6.875 REDLANDS               CA                                       92374 PUD                                    461300                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.875                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G02                                                      167998                1067.49                    360                     354                   7.25                      0                      0                   0.375                  7.625 Tampa                  FL                                       33604 Single Family                          168000                20060101                   78.5 No MI                                1.00E+17                    2.25               20101201                 12.625                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20351201 AFL2
GII                      G02                                                      176000                1008.33                    360                     354                    6.5                      0                      0                   0.375                  6.875 Minneapolis            MN                                       55443 Single Family                          176000                20060101                     80 No MI                                1.00E+17                    2.25               20101201                 11.875                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20351201 AFL2
GI                       G01                                                      575510                3836.73                    360                     355                  7.625                      0                      0                   0.375                      8 Deerfield Beach        FL                                       33442 PUD                                    575510                20060201                     80 No MI                                1.00E+17                    2.25               20110101                     13                      2                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360101 AFL2
GII                      G03                                                     1196000                6852.08                    360                     358                    6.5                      0                      0                   0.375                  6.875 Miami Beach            FL                                       33141 Single Family                         1196000                20060501                     65 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G03                                                      214320                1116.25                    360                     359                  5.875                      0                      0                   0.375                   6.25 Colleyville            TX                                       76034 Single Family                          214320                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      144624                 949.10                    360                     359                    7.5                      0                      0                   0.375                  7.875 ELLENWOOD              GA                                       30294 PUD                                    144624                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G03                                                      342400                2068.67                    360                     358                  6.875                      0                      0                   0.375                   7.25 Santa Rosa             CA                                       95403 Single Family                          342400                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.25                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      146684                 962.61                    360                     359                    7.5                      0                      0                   0.375                  7.875 ELLENWOOD              GA                                       30294 PUD                                    146684                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G01                                                      690000                4887.50                    360                     360                  8.125                      0                      0                   0.375                    8.5 INDIO                  CA                                       92201 PUD                                    690000                20060701                     75 No MI                                1.00E+17                    2.25               20110601                   13.5                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360601 AFL2
GI                       G02                                                      146800                1024.54                    360                     359                      8                      0                      0                   0.375                  8.375 MADISON                AL                                       35758 Single Family                          146800                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G01                                                    265828.8                1705.15                    360                     358                   6.25                      0                      0                   0.375                  6.625 Mendota Heights        MN                                       55118 Single Family                          266300                20060501            79.98999786 No MI                                1.00E+17                    2.25               20090401                 12.625                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      36 N                                    20360401 AFL2
GII                      G03                                                      382400                2310.33                    360                     358                  6.875                      0                      0                   0.375                   7.25 BRENTWOOD              CA                                       94513 PUD                                    382400                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.25                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      209300                1351.73                    360                     360                  7.375                      0                      0                   0.375                   7.75 FALL RIVER             MA                                        2721 2-4 Family                             209300                20060701                     70 No MI                                1.00E+17                    2.25               20110601                  12.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GII                      G02                                                      182000                 985.83                    360                     358                  6.125                      0                      0                   0.375                    6.5 Winchester             VA                                       22602 Single Family                          182000                20060501                     65 No MI                                                            2.25               20110401                   11.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 WALN
GII                      G02                                                      164000                 939.58                    360                     359                    6.5                      0                      0                   0.375                  6.875 STATHAM                GA                                       30666 Single Family                          164000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G03                                                      124000                 749.17                    360                     359                  6.875                      0                      0                   0.375                   7.25 Sugar Hill             GA                                       30518 Townhouse                              124000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GIII                     G03                                                   514589.53                2894.57                    360                     358                    6.5                      0                      0                    0.25                   6.75 ELLICOTT CITY          MD                                       21043 PUD                                 514589.53                20060501            89.76000214 PMI                                  1.00E+17                    2.25               20070401                     18                  1.875                       2 First Lien                                    N                                            0 No_PP                                     360                      12 N                                    20360401 ADN1
GIII                     G03                                                      470700                2647.69                    360                     358                    6.5                      0                      0                    0.25                   6.75 PALMDALE               CA                                       93551 PUD                                    470700                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  11.75                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G03                                                    648763.3                4002.16                    360                     358                      6                      0                      0                    0.25                   6.25 RANCHO MIRAGE          CA                                       92270 PUD                                    650000                20060501            70.65000153 No MI                                1.00E+17                    2.25               20110401                  11.25                      2                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 ADN1
GI                       G02                                                      184000                1341.67                    360                     353                  8.375                      0                      0                   0.375                   8.75 KANSAS CITY            MO                                       64156 Single Family                          184000                20051201                     80 No MI                                1.00E+17                    2.75               20101101                  14.75                      2                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20351101 AFL2
GII                      G02                                                      233600                1338.33                    360                     358                    6.5                      0                      0                   0.375                  6.875 HENDERSON              NV                                       89015 Single Family                          233600                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.875                  2.375                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      156392                1091.49                    360                     359                      8                      0                      0                   0.375                  8.375 Mooresville            NC                                       28115 PUD                                    156392                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G03                                                      211200                1254.00                    360                     358                   6.75                      0                      0                   0.375                  7.125 Orlando                FL                                       32833 Single Family                          211200                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.125                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 WALN
GI                       G03                                                      144400                 902.50                    360                     359                  7.125                      0                      0                   0.375                    7.5 DOUGLASVILLE           GA                                       30135 PUD                                    144400                20060601            78.30999756 No MI                                1.00E+17                    2.25               20110501                   12.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G03                                                      544250                3344.87                    360                     359                      7                      0                      0                   0.375                  7.375 FONTANA                CA                                       92336 PUD                                    544250                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      208000                1473.33                    360                     359                  8.125                      0                      0                   0.375                    8.5 North Port             FL                                       34286 Single Family                          208000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   13.5                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G03                                                      396800                2438.67                    360                     359                      7                      0                      0                   0.375                  7.375 Chula Vista            CA                                       91910 2-4 Family                             396800                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 WALN
GI                       G03                                                       88950                 546.67                    360                     359                      7                      0                      0                   0.375                  7.375 CONYERS                GA                                       30094 Single Family                           88950                20060601                     75 No MI                                1.00E+17                    2.25               20110501                 12.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G01                                                   143471.23                 985.02                    360                     357                    7.5                      0                      0                   0.375                  7.875 Phoenix                AZ                                       85037 Single Family                          143600                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 12.875                  1.875                       1 First Lien                                    N                                            0 Prepay                                    480                      60 N                                    20360301 AFL2
GII                      G03                                                      153000                 908.44                    360                     359                   6.75                      0                      0                   0.375                  7.125 Phoenix                AZ                                       85035 Single Family                          153000                20060601            74.62999725 No MI                                1.00E+17                    2.25               20110501                 12.125                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      202300                1306.52                    360                     360                  7.375                      0                      0                   0.375                   7.75 FALL RIVER             MA                                        2721 2-4 Family                             202300                20060701                     70 No MI                                1.00E+17                    2.25               20110601                  12.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GI                       G02                                                   235705.58                1793.78                    360                     358                      8                      0                      0                   0.375                  8.375 Buena Ventura Lakes    FL                                       34743 PUD                                    236000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 WALN
GI                       G02                                                      349300                1964.81                    360                     351                  6.375                      0                      0                   0.375                   6.75 NOOKSACK               WA                                       98276 2-4 Family                             349300                20051001                     70 No MI                                1.00E+17                    3.25               20070901                  12.75                  1.875                       1 First Lien                                    Y                                           24 Prepay                                    360                      24 N                                    20350901 ALT1
GI                       G02                                                   335752.09                2118.59                    360                     358                   6.75                      0                      0                   0.375                  7.125 Clifton                NJ                                        7011 Single Family                          336000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.125                  2.875                       1 First Lien                                    N                                            0 No_PP                                     480                      60 N                                    20360401 AFL2
GII                      G03                                                     1425000                8312.50                    360                     358                  6.625                      0                      0                   0.375                      7 Los Angeles            CA                                       90036 2-4 Family                            1425000                20060501                     75 No MI                                                            2.25               20110401                     12                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G03                                                   243526.46                1496.67                    360                     358                      7                      0                      0                   0.375                  7.375 Las Vegas              NV                                       89101 2-4 Family                             243750                20060501                     65 No MI                                1.00E+17                    2.25               20110401                 12.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      230720                1562.17                    360                     358                   7.75                      0                      0                   0.375                  8.125 SHOREWOOD              IL                                       60431 Single Family                          230720                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.125                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                   159629.07                1004.43                    360                     351                      6                      0                      0                   0.375                  6.375 DENVER                 CO                                       80220 Condominium                            161000                20051001                     70 No MI                                1.00E+17                    3.25               20070901                 12.375                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      24 N                                    20350901 ALT1
GI                       G02                                                   158820.72                1077.95                    360                     351                   6.75                      0                      0                   0.375                  7.125 INDIO                  CA                                       92201 2-4 Family                             160000                20051001                     80 No MI                                1.00E+17                    3.25               20070901                 13.125                  2.875                       1 First Lien                                    N                                            0 Prepay                                    360                      24 N                                    20350901 ALT1
GI                       G03                                                      108800                 668.67                    360                     359                      7                      0                      0                   0.375                  7.375 NORCROSS               GA                                       30071 Single Family                          108800                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.375                  2.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      183900                 957.81                    360                     351                  5.875                      0                      0                   0.375                   6.25 HOMESTEAD              FL                                       33033 Single Family                          183900                20051001            79.95999908 No MI                                1.00E+17                       4               20070901                  12.25                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      24 N                                    20350901 ALT1
GI                       G02                                                      182000                1270.21                    360                     358                      8                      0                      0                   0.375                  8.375 Hollywood              FL                                       33024 Single Family                          182000                20060501                     70 No MI                                1.00E+17                    2.25               20110401                 13.375                  3.625                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      229050                1503.14                    360                     358                    7.5                      0                      0                   0.375                  7.875 Miami                  FL                                       33160 Condominium                            229050                20060501                     75 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      350320                2298.98                    360                     358                    7.5                      0                      0                   0.375                  7.875 Delaware               OH                                       43015 Single Family                          350350                20060501            79.98999786 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GIII                     G02                                                      279000                1598.44                    360                     360                  6.625                      0                      0                    0.25                  6.875 LEHI                   UT                                       84043 Single Family                          279000                20060701            79.98999786 No MI                                1.00E+17                    2.25               20110601                 11.875                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360601 ADN1
GIII                     G02                                                      211500                1212.29                    360                     357                  6.625                      0                      0                    0.25                  6.875 VANCOUVER              WA                                       98682 Single Family                          211600                20060401                     80 No MI                                1.00E+17                    2.75               20110301                 12.875                      2                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 ADN1
GIII                     G01                                                      200000                1020.83                    360                     360                  5.875                      0                      0                    0.25                  6.125 FIREBAUGH              CA                                       93622 Single Family                          200000                20060701                     80 No MI                                1.00E+17                    2.25               20110601                 11.125                    2.5                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 ADN1
GI                       G03                                                      545000                3349.48                    360                     360                      7                      0                      0                   0.375                  7.375 Tracy                  CA                                       95377 Single Family                          545000                20060701            77.86000061 No MI                                1.00E+17                    2.25               20110601                 12.375                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GIII                     G01                                                      347960                1812.29                    360                     357                      6                      0                      0                    0.25                   6.25 LYNNWOOD               WA                                       98036 PUD                                    347960                20060401                     80 No MI                                1.00E+17                    2.25               20110301                  12.25                      2                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 ADN1
GI                       G01                                                      310059                1873.27                    360                     360                      7                      0                      0                    0.25                   7.25 MOUNT PLEASANT         SC                                       29464 PUD                                    310059                20060701                     80 No MI                                1.00E+17                    2.25               20110601                  12.25                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360601 ADN1
GIII                     G03                                                      506000                2793.54                    360                     358                  6.375                      0                      0                    0.25                  6.625 GILBERT                AZ                                       85296 PUD                                    506000                20060501            74.95999908 No MI                                1.00E+17                    2.25               20110401                 11.625                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 ADN1
GI                       G01                                                      140500                 848.85                    360                     357                      7                      0                      0                    0.25                   7.25 ALBUQUERQUE            NM                                       87121 PUD                                    140500                20060401            79.98999786 No MI                                1.00E+17                    2.25               20110301                  13.25                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 ADN1
GIII                     G01                                                      250110                1224.50                    360                     359                  5.625                      0                      0                    0.25                  5.875 WINCHESTER             CA                                       92596 Condominium                            250110                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 10.875                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G03                                                   559468.65                2916.67                    360                     357                      6                      0                      0                    0.25                   6.25 LONG BEACH             CA                                       90815 Single Family                          560000                20060401            73.19999695 No MI                                1.00E+17                    2.25               20110301                  12.25                      2                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 ADN1
GIII                     G02                                                      335000                1849.48                    360                     360                  6.375                      0                      0                    0.25                  6.625 MIAMI                  FL                                       33173 Single Family                          335000                20060701            74.44000244 No MI                                1.00E+17                    2.25               20110601                 11.625                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360601 ADN1
GIII                     G03                                                      960000                5300.00                    360                     357                  6.375                      0                      0                    0.25                  6.625 ALBUQUERQUE            NM                                       87120 Single Family                          960000                20060401            52.91999817 No MI                                1.00E+17                    2.25               20110301                 12.625                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 ADN1
GI                       G02                                                      160930                1089.63                    360                     358                   7.75                      0                      0                   0.375                  8.125 Parker                 CO                                       80134 PUD                                    160930                20060501                     70 No MI                                1.00E+17                    2.25               20110401                 13.125                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G03                                                       60900                 374.28                    360                     360                      7                      0                      0                   0.375                  7.375 Phoenix                AZ                                       85007 Single Family                           60900                20060701                     70 No MI                                1.00E+17                    2.25               20110601                 12.375                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360601 AFL2
GI                       G02                                                      399000                2576.87                    360                     358                  7.375                      0                      0                   0.375                   7.75 Oxnard                 CA                                       93033 Single Family                          399000                20060501                     70 No MI                                1.00E+17                    2.25               20110401                  12.75                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      279554                1834.57                    360                     359                    7.5                      0                      0                   0.375                  7.875 LAYTON                 UT                                       84041 Single Family                          279554                20060601                     75 No MI                                1.00E+17                    2.25               20110501                 12.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G02                                                      173875                 996.16                    360                     359                    6.5                      0                      0                   0.375                  6.875 ROCKLIN                CA                                       95677 Single Family                          173875                20060601                     65 No MI                                1.00E+17                    2.25               20110501                 12.875                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G03                                                      372861                2252.70                    360                     359                  6.875                      0                      0                   0.375                   7.25 N Las Vegas            NV                                       89085 PUD                                    372861                20060601                     80 No MI                                1.00E+17                    2.75               20110501                  13.25                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G02                                                       97156                 556.62                    360                     358                    6.5                      0                      0                   0.375                  6.875 Buckeye                AZ                                       85326 PUD                                     97156                20060501            33.50999832 No MI                                1.00E+17                    2.25               20110401                 12.875                  2.375                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G03                                                      158544                 990.90                    360                     357                  7.125                      0                      0                   0.375                    7.5 YUMA                   AZ                                       85365 Single Family                          158544                20060401                     80 No MI                                1.00E+17                    2.25               20110301                   12.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GI                       G02                                                       97170                 688.29                    360                     360                  8.125                      0                      0                   0.375                    8.5 GWYNN OAK              MD                                       21207 2-4 Family                              97170                20060701                     79 No MI                                1.00E+17                    2.25               20110601                   13.5                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360601 AFL2
GII                      G02                                                      296000                1634.17                    360                     359                   6.25                      0                      0                   0.375                  6.625 SAN JOSE               CA                                       95111 Condominium                            296000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.625                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G03                                                      144792                 889.87                    360                     359                      7                      0                      0                   0.375                  7.375 MOORESVILLE            NC                                       28115 PUD                                    144792                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G02                                                      375000                1992.19                    360                     359                      6                      0                      0                   0.375                  6.375 MILPITAS               CA                                       95035 Single Family                          375000                20060601            57.08000183 No MI                                1.00E+17                    2.25               20110501                 12.375                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      364000                2426.67                    360                     357                  7.625                      0                      0                   0.375                      8 LOS ANGELES            CA                                       90044 2-4 Family                             364000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                     13                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GI                       G02                                                      189487                1204.03                    360                     358                   7.25                      0                      0                   0.375                  7.625 Queen Creek            AZ                                       85243 PUD                                    189487                20060501                     75 No MI                                1.00E+15                    2.25               20110401                 12.625                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GIII                     G03                                                      750500                3908.85                    360                     358                      6                      0                      0                    0.25                   6.25 SALINAS                CA                                       93906 Single Family                          750500                20060501            78.58999634 No MI                                1.00E+17                    2.25               20110401                  11.25                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 ADN1
GIII                     G01                                                      233000                1092.19                    360                     359                  5.375                      0                      0                    0.25                  5.625 ROMOLAND               CA                                       92548 Single Family                          233000                20060601            44.81000137 No MI                                1.00E+17                    2.25               20110501                 11.625                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G03                                                      560000                2800.00                    360                     358                   5.75                      0                      0                    0.25                      6 GRANADA HILLS          CA                                       91344 Single Family                          560000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                     11                      2                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 ADN1
GI                       G01                                                      102591                 641.19                    360                     355                   7.25                      0                      0                    0.25                    7.5 LAS CRUCES             NM                                       88012 Single Family                          102591                20060201                     80 No MI                                1.00E+17                    2.75               20110101                   13.5                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360101 ADN1
GIII                     G02                                                       89600                 522.67                    360                     359                   6.75                      0                      0                    0.25                      7 AUSTIN                 TX                                       78759 Single Family                           89600                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     12                    2.5                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 ADN1
GI                       G02                                                      374920                2460.41                    360                     359                    7.5                      0                      0                   0.375                  7.875 BAKERSFIELD            CA                                       93311 Single Family                          374920                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.875                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GIII                     G03                                                   496033.79                2584.18                    360                     358                      6                      0                      0                    0.25                   6.25 POMPANO BEACH          FL                                       33069 Single Family                          496163                20060501                  75.75 No MI                                1.00E+17                    2.25               20110401                  11.25                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G02                                                      417000                2302.19                    360                     357                  6.375                      0                      0                    0.25                  6.625 SAN LUIS OBISPO        CA                                       93405 Single Family                          417000                20060401            77.65000153 No MI                                1.00E+17                    2.25               20110301                 12.625                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 ADN1
GIII                     G01                                                      122000                 635.42                    360                     360                      6                      0                      0                    0.25                   6.25 EASTAMPTON             NJ                                        8060 Single Family                          122000                20060701            55.45000076 No MI                                1.00E+17                    2.25               20110601                  12.25                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360601 ADN1
GI                       G02                                                   322623.32                2285.17                    360                     359                   7.25                      0                      0                   0.375                  7.625 CAPE CORAL             FL                                       33991 PUD                                    322857                20060601                     80 No MI                                1.00E+17                   5.221               20110501                 12.625                      2                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 AFL2
GIII                     G02                                                   299735.05                1750.00                    360                     357                   6.75                      0                      0                    0.25                      7 HESPERIA               CA                                       92345 2-4 Family                             300000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                     13                  4.846                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 ADN1
GI                       G01                                                       65000                 443.41                    360                     360                      7                      0                      0                    0.25                   7.25 ORLANDO                FL                                       32818 Single Family                           65000                20060701            25.19000053 No MI                                1.00E+17                    2.25               20110601                  12.25                      2                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360601 ADN1
GIII                     G01                                                      256000                1306.67                    360                     357                  5.875                      0                      0                    0.25                  6.125 SANTA MARIA            CA                                       93458 PUD                                    256000                20060401            58.58000183 No MI                                1.00E+17                    2.75               20110301                 12.125                      2                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 ADN1
GI                       G01                                                      527100                3459.09                    360                     358                    7.5                      0                      0                   0.375                  7.875 Pasadena               CA                                       91101 Condominium                            527100                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.875                    2.5                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GIII                     G01                                                       87000                 514.64                    360                     360                  5.625                      0                      0                    0.25                  5.875 ANDERSON               CA                                       96007 Single Family                           87000                20060701                   43.5 No MI                                1.00E+17                    2.25               20110601                 10.875                  1.875                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360601 ADN1
GIII                     G03                                                      428000                2407.50                    360                     358                    6.5                      0                      0                    0.25                   6.75 SALINAS                CA                                       93905 Single Family                          428000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  11.75                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 ADN1
GIII                     G03                                                      104000                 541.67                    360                     357                      6                      0                      0                    0.25                   6.25 STANWOOD               WA                                       98292 Condominium                            104000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                  12.25                      2                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 ADN1
GIII                     G02                                                      220800                1265.00                    360                     359                  6.625                      0                      0                    0.25                  6.875 LACEY                  WA                                       98516 PUD                                    220800                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.875                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G03                                                      538550                3141.54                    360                     358                   6.75                      0                      0                    0.25                      7 DISCOVERY BAY          CA                                       94514 PUD                                    538550                20060501                     75 No MI                                1.00E+17                    2.25               20110401                     12                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G02                                                      184000                1054.17                    360                     357                  6.625                      0                      0                    0.25                  6.875 WATSONVILLE            CA                                       95076 Single Family                          184000                20060401            78.30000305 No MI                                1.00E+17                    2.25               20110301                 12.875                      2                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 ADN1
GI                       G01                                                      144800                 935.17                    360                     360                    7.5                      0                      0                    0.25                   7.75 LAKE IN THE HILLS      IL                                       60156 Condominium                            144800                20060701                     80 No MI                                1.00E+17                    2.25               20110601                  12.75                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360601 ADN1
GIII                     G01                                                   415748.37                2500.13                    360                     357                   5.75                      0                      0                    0.25                      6 MALDEN                 MA                                        2148 2-4 Family                             417000                20060401                   69.5 No MI                                1.00E+17                    2.25               20110301                     12                      2                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360301 ADN1
GIII                     G02                                                      346668                2022.23                    360                     359                   6.75                      0                      0                    0.25                      7 NORTH LAS VEGAS        NV                                       89084 PUD                                    346668                20060601                     90 United Guaranty                      1.00E+17                    2.25               20110501                     13                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G02                                                      248200                1396.13                    360                     357                    6.5                      0                      0                    0.25                   6.75 SAN DIEGO              CA                                       92122 Condominium                            248200                20060401            71.94000244 No MI                                1.00E+17                    2.75               20110301                  12.75                      2                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 ADN1
GIII                     G03                                                      138000                 675.63                    360                     359                  5.625                      0                      0                    0.25                  5.875 SACRAMENTO             CA                                       95838 Single Family                          138000                20060601            50.18000031 No MI                                1.00E+17                    2.25               20110501                 11.875                    2.5                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G02                                                      260000                1435.42                    360                     356                  6.375                      0                      0                    0.25                  6.625 HAWAIIAN GARDENS       CA                                       90716 Condominium                            260000                20060301                     80 No MI                                1.00E+17                    2.25               20110201                 12.625                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360201 ADN1
GIII                     G02                                                      142000                 769.17                    360                     359                   6.25                      0                      0                    0.25                    6.5 SAINT LOUIS            MO                                       63144 Condominium                            142000                20060601            94.66999817 Radian Guaranty                      1.00E+17                    2.25               20110501                   11.5                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 ADN1
GIII                     G01                                                      276120                1438.13                    360                     357                      6                      0                      0                    0.25                   6.25 LYNNWOOD               WA                                       98036 Single Family                          276120                20060401                     78 No MI                                1.00E+17                    2.25               20110301                  12.25                      2                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 ADN1
GII                      G03                                                      111930                 676.24                    360                     359                  6.875                      0                      0                   0.375                   7.25 BROWN DEER             WI                                       53223 2-4 Family                             111930                20060601                     65 No MI                                1.00E+17                    2.25               20110501                  12.25                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      136068                 998.42                    360                     360                  7.625                      0                      0                   0.375                      8 ARLINGTON              TX                                       76002 PUD                                    136068                20060701                     80 No MI                                                            2.25               20110601                     13                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360601 AFL2
GI                       G01                                                      286400                1760.17                    360                     360                  7.125                      0                      0                    0.25                  7.375 APOPKA                 FL                                       32712 PUD                                    286400                20060701                     80 No MI                                1.00E+17                    2.25               20110601                 12.375                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 ADN1
GII                      G02                                                      264000                1402.50                    360                     359                      6                      0                      0                   0.375                  6.375 LAS VEGAS              NV                                       89131 PUD                                    264000                20060601                     80 No MI                                1.00E+17                    5.11               20110501                 11.375                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GIII                     G02                                                      192000                1100.00                    360                     357                  6.625                      0                      0                    0.25                  6.875 WATSONVILLE            CA                                       95076 Single Family                          192000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 12.875                      2                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 ADN1
GIII                     G01                                                      340000                1664.58                    360                     360                  5.625                      0                      0                    0.25                  5.875 TALLAHASSEE            FL                                       32311 PUD                                    340000                20060701                     80 No MI                                1.00E+17                    2.25               20110601                 10.875                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360601 ADN1
GIII                     G02                                                   454999.99                2464.58                    360                     357                   6.25                      0                      0                    0.25                    6.5 DOWNEY                 CA                                       90241 2-4 Family                             455000                20060401                     65 No MI                                1.00E+17                    2.25               20110301                   12.5                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 ADN1
GIII                     G01                                                      285200                1426.00                    360                     360                   5.75                      0                      0                    0.25                      6 ORLANDO                FL                                       32836 PUD                                    285200                20060701                     80 No MI                                1.00E+17                    2.25               20110601                     11                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360601 ADN1
GI                       G01                                                      448000                2706.67                    360                     358                      7                      0                      0                    0.25                   7.25 VACAVILLE              CA                                       95688 Single Family                          448000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.25                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GIII                     G01                                                      356000                1854.17                    360                     357                      6                      0                      0                    0.25                   6.25 VISTA                  CA                                       92084 Single Family                          356000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                  12.25                      2                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 ADN1
GI                       G02                                                       41600                 277.33                    360                     359                  7.625                      0                      0                   0.375                      8 North Little Rock      AR                                       72114 Single Family                           41600                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     13                      2                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G03                                                      296800                1793.17                    360                     358                  6.875                      0                      0                   0.375                   7.25 Philadelphia           PA                                       19146 Single Family                          296800                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.25                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 WALN
GI                       G03                                                      166200                1021.44                    360                     357                      7                      0                      0                   0.375                  7.375 York                   PA                                       17404 PUD                                    166200                20060401            79.98000336 No MI                                1.00E+17                    2.25               20110301                 12.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GI                       G01                                                      460000                3018.75                    360                     360                    7.5                      0                      0                   0.375                  7.875 Las Vegas              NV                                       89123 Single Family                          460000                20060701                     80 No MI                                1.00E+17                    2.25               20110601                 12.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GI                       G02                                                       42750                 285.00                    360                     359                  7.625                      0                      0                   0.375                      8 Little Rock            AR                                       72206 Single Family                           42750                20060601                     75 No MI                                1.00E+17                    2.25               20110501                     13                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G02                                                   331341.34                1760.25                    360                     357                      6                      0                      0                   0.375                  6.375 LAS VEGAS              NV                                       89131 PUD                                    331350                20060401            79.98999786 No MI                                1.00E+17                    2.25               20110301                 12.375                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 ALT1
GI                       G02                                                      140250                 949.61                    360                     358                   7.75                      0                      0                   0.375                  8.125 Vancouver              WA                                       98660 Single Family                          140250                20060501                     75 No MI                                1.00E+17                    2.25               20110401                 13.125                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G01                                                      134850                 941.14                    360                     357                      8                      0                      0                   0.375                  8.375 LAS VEGAS              NV                                       89103 Condominium                            134850                20060401            79.98000336 No MI                  M10016311000027900                        2.75               20090301                 14.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      36 N                                    20360301 ALT1
GI                       G02                                                      228000                1472.50                    360                     357                  7.375                      0                      0                   0.375                   7.75 HENDERSON              NV                                       89015 PUD                                    228000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                  12.75                  2.375                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 ALT1
GI                       G02                                                      164000                1059.17                    360                     359                  7.375                      0                      0                   0.375                   7.75 PHOENIX                AZ                                       85051 Condominium                            164000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.75                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      134400                 924.00                    360                     357                  7.875                      0                      0                   0.375                   8.25 LAS VEGAS              NV                                       89103 Condominium                            134400                20060401                     80 No MI                  M10016311000027929                        2.25               20110301                  13.25                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 ALT1
GI                       G03                                                      192000                1200.00                    360                     357                  7.125                      0                      0                   0.375                    7.5 NORTH LAS VE           NV                                       89031 PUD                                    192000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                   12.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GII                      G03                                                   204491.26                1235.47                    360                     355                  6.875                      0                      0                   0.375                   7.25 LAS VEGAS              NV                                       89156 PUD                                    204600                20060201                     80 No MI                                1.00E+17                       5               20110101                  13.25                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360101 ALT1
GII                      G03                                                      202400                1054.17                    360                     357                  5.875                      0                      0                   0.375                   6.25 LAS VEGAS              NV                                       89104 Single Family                          202400                20060401                     80 No MI                                1.00E+17                    2.25               20110301                  12.25                  4.625                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 ALT1
GI                       G01                                                      568000                3668.33                    360                     357                  7.375                      0                      0                   0.375                   7.75 LAS VEGAS              NV                                       89129 PUD                                    568000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                  13.75                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 ALT1
GI                       G01                                                     1275000                8500.00                    360                     358                  7.625                      0                      0                   0.375                      8 San Clemente           CA                                       92673 PUD                                   1275000                20060501                     75 No MI                                1.00E+17                    2.25               20110401                     13                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 WALN
GI                       G02                                                      210000                1378.13                    360                     358                    7.5                      0                      0                   0.375                  7.875 GROTEN                 CT                                        6340 2-4 Family                             210000                20060501                     75 No MI                                                            2.25               20110401                 12.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                      154400                 884.59                    360                     358                    6.5                      0                      0                   0.375                  6.875 Alexandria             VA                                       22311 Condominium                            154400                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 WALN
GII                      G02                                                      320100                1700.53                    360                     359                      6                      0                      0                   0.375                  6.375 Gainesville            VA                                       20155 PUD                                    320100                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.375                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G02                                                      105273                 603.13                    360                     359                    6.5                      0                      0                   0.375                  6.875 Orange Park            FL                                       32003 Condominium                            105273                20060601                     70 No MI                                1.00E+17                    2.75               20110501                 12.875                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G03                                                      180000                1068.75                    360                     359                   6.75                      0                      0                   0.375                  7.125 Crystal                MN                                       55429 Single Family                          180000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.125                  2.375                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 WALN
GII                      G02                                                      202444                1180.92                    360                     358                  6.625                      0                      0                   0.375                      7 QUEEN CREEK            AZ                                       85242 PUD                                    202444                20060501                     80 No MI                                1.00E+17                    2.25               20110401                     12                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                      252000                1391.25                    360                     359                   6.25                      0                      0                   0.375                  6.625 Northridge             CA                                       91343 Condominium                            252000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.625                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 WALN
GI                       G03                                                      100850                 630.31                    360                     358                  7.125                      0                      0                   0.375                    7.5 Jackson                MI                                       49201 Single Family                          100850                20060501            74.98000336 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G03                                                      316000                1909.17                    360                     358                  6.875                      0                      0                   0.375                   7.25 Staten Island          NY                                       10305 Single Family                          316000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 WALN
GI                       G03                                                      205560                1284.75                    360                     358                  7.125                      0                      0                   0.375                    7.5 Las Vegas              NV                                       89107 Single Family                          205560                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                   103137.48                 793.52                    360                     359                  8.125                      0                      0                   0.375                    8.5 Denton                 TX                                       76210 PUD                                    103200                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   13.5                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                       93650                 643.84                    360                     358                  7.875                      0                      0                   0.375                   8.25 Douglasville           GA                                       30134 Single Family                           93650                20060501            74.98000336 No MI                                1.00E+17                    2.25               20110401                  13.25                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                   206321.92                1332.50                    360                     358                  7.375                      0                      0                   0.375                   7.75 Seabrook               SC                                       29940 Single Family                          206400                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      292500                1889.06                    360                     358                  7.375                      0                      0                   0.375                   7.75 MODESTO                CA                                       95358 Single Family                          292500                20060501                     75 No MI                                1.00E+17                    2.25               20110401                  12.75                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      287200                1944.58                    360                     360                   7.75                      0                      0                   0.375                  8.125 POMONA                 CA                                       91768 Single Family                          287200                20060701                     80 No MI                                                            2.25               20110601                 13.125                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GI                       G02                                                   228450.66                1738.56                    360                     358                      8                      0                      0                   0.375                  8.375 AUSTIN                 TX                                       78749 PUD                                    228736                20060501                     75 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                      126444                 684.90                    360                     359                  6.125                      0                      0                   0.375                    6.5 Grand Prairie          TX                                       75054 PUD                                    126444                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   11.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      101500                 697.81                    360                     359                  7.875                      0                      0                   0.375                   8.25 Waterbury              CT                                        6704 2-4 Family                             101500                20060601                     70 No MI                                1.00E+17                    2.25               20110501                  13.25                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      333599                2154.49                    360                     358                  7.375                      0                      0                   0.375                   7.75 GERMANTOWN             MD                                       20876 Single Family                          333599                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  13.75                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                   126406.29                 829.54                    360                     358                    7.5                      0                      0                   0.375                  7.875 ALLEN                  TX                                       75013 PUD                                    126800                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                      196800                1127.50                    360                     357                    6.5                      0                      0                   0.375                  6.875 FREDERICK              MD                                       21702 Condominium                            196800                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 12.875                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G02                                                      239300                1670.11                    360                     358                      8                      0                      0                   0.375                  8.375 PHOENIX                AZ                                       85041 PUD                                    239300                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                       92800                 657.33                    360                     360                  8.125                      0                      0                   0.375                    8.5 Lake Luzerne           NY                                       12846 Single Family                           92800                20060701                     80 No MI                                1.00E+17                    2.25               20110601                   13.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GI                       G02                                                      735000                5129.69                    360                     358                      8                      0                      0                   0.375                  8.375 Anaheim                CA                                       92806 2-4 Family                             735000                20060501                     75 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      197250                1397.19                    360                     359                  8.125                      0                      0                   0.375                    8.5 Margate                FL                                       33063 Single Family                          197250                20060601                     75 No MI                                1.00E+17                    2.25               20110501                   13.5                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      196000                1367.92                    360                     358                      8                      0                      0                   0.375                  8.375 FORT LAUDERDALE        FL                                       33311 2-4 Family                             196000                20060501                     70 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                      235200                1347.50                    360                     360                    6.5                      0                      0                   0.375                  6.875 Las Vegas              NV                                       89145 Single Family                          235200                20060701                     80 No MI                                1.00E+17                    2.25               20110601                 11.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GI                       G02                                                      200000                1395.83                    360                     358                      8                      0                      0                   0.375                  8.375 RIALTO                 CA                                       92377 Single Family                          200000                20060501                     80 No MI                                                            2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G01                                                      199016                 974.35                    360                     358                    5.5                      0                      0                   0.375                  5.875 DACONO                 CO                                       80514 Single Family                          199016                20060501                     80 No MI                                1.00E+17                    2.25               20090401                 10.875                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      36 N                                    20360401 AFL2
GI                       G02                                                    63529.33                 478.93                    360                     355                  7.875                      0                      0                   0.375                   8.25 BIRMINGHAM             AL                                       35204 2-4 Family                              63750                20060201                     75 No MI                                1.00E+17                    2.25               20110101                  13.25                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360101 AFL2
GI                       G03                                                      296000                1850.00                    360                     358                  7.125                      0                      0                   0.375                    7.5 Alpine                 UT                                       84004 Single Family                          296000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G03                                                    60310.06                 422.33                    360                     358                  7.125                      0                      0                   0.375                    7.5 THE COLONY             TX                                       75056 Single Family                           60400                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      224500                1496.67                    360                     357                  7.625                      0                      0                   0.375                      8 Lehigh Acres           FL                                       33971 Single Family                          224500                20060401            70.59999847 No MI                                1.00E+17                    2.25               20110301                     13                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360301 AFL2
GI                       G02                                                       48000                 335.00                    360                     358                      8                      0                      0                   0.375                  8.375 COLUMBIA               SC                                       29212 Single Family                           48000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      132930                 858.51                    360                     358                  7.375                      0                      0                   0.375                   7.75 Tucson                 AZ                                       85730 Single Family                          132930                20060501                     70 No MI                                1.00E+17                    2.25               20110401                  12.75                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G03                                                      164000                 973.75                    360                     359                   6.75                      0                      0                   0.375                  7.125 CAPITOL HEIGHTS        MD                                       20743 Single Family                          164000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.125                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      114800                 801.21                    360                     358                      8                      0                      0                   0.375                  8.375 Taylorsville           KY                                       40071 Single Family                          114800                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G03                                                   364999.99                1672.92                    360                     355                  5.125                      0                      0                   0.375                    5.5 COLLEGEVILLE           PA                                       19426 Single Family                          365000                20060201            66.36000061 No MI                                1.00E+17                    2.25               20110101                   11.5                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360101 ALT1
GII                      G02                                                      146900                 795.71                    360                     358                  6.125                      0                      0                   0.375                    6.5 LAS VEGAS              NV                                       89107 Single Family                          146900                20060501                     65 No MI                                1.00E+17                    2.25               20110401                   11.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      367500                2564.84                    360                     358                      8                      0                      0                   0.375                  8.375 San Diego              CA                                       92114 Single Family                          367500                20060501            66.81999969 No MI                                1.00E+17                    2.25               20110401                 13.375                  4.625                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G03                                                      263100                1644.38                    360                     358                  7.125                      0                      0                   0.375                    7.5 Woodbridge             VA                                       22193 Single Family                          263100                20060501            79.98999786 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                      343200                1930.50                    360                     357                  6.375                      0                      0                   0.375                   6.75 TUJUNGA                CA                                       91042 Condominium                            343200                20060401                     80 No MI                                1.00E+17                    2.25               20110301                  11.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G02                                                    48433.07                 332.98                    360                     357                  7.875                      0                      0                   0.375                   8.25 Indianapolis           IN                                       46201 Single Family                           48800                20060401                     80 No MI                                1.00E+17                    2.25               20110301                  13.25                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GII                      G03                                                    827999.5                5002.50                    360                     358                  6.875                      0                      0                   0.375                   7.25 IRVINE                 CA                                       92614 PUD                                    828000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G03                                                      272000                1615.00                    360                     354                   6.75                      0                      0                   0.375                  7.125 Albertville            MN                                       55301 PUD                                    272000                20060101            79.66999817 No MI                                1.00E+17                    2.25               20101201                 12.125                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20351201 AFL2
GI                       G02                                                      240000                1575.00                    360                     355                    7.5                      0                      0                   0.375                  7.875 Orlando                FL                                       32801 Condominium                            240000                20060201                     80 No MI                                1.00E+17                    2.25               20110101                 12.875                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360101 AFL2
GII                      G03                                                      356000                2150.83                    360                     358                  6.875                      0                      0                   0.375                   7.25 CORONA                 CA                                       92879 Single Family                          356000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  13.25                  4.625                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G03                                                      455000                2748.96                    360                     358                  6.875                      0                      0                   0.375                   7.25 HONOLULU               HI                                       96819 Single Family                          455000                20060501                     70 No MI                                                            2.25               20110401                  12.25                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      227500                1492.97                    360                     357                    7.5                      0                      0                   0.375                  7.875 ellington              CT                                       76029 Single Family                          227500                20060401                     70 No MI                                1.00E+17                    2.25               20110301                 12.875                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360301 AFL2
GII                      G03                                                      352000                2090.00                    360                     356                   6.75                      0                      0                   0.375                  7.125 LOS ANGELES            CA                                       90002 2-4 Family                             352000                20060301                     80 No MI                                1.00E+17                    2.25               20110201                 13.125                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360201 AFL2
GII                      G03                                                      400000                2416.67                    360                     358                  6.875                      0                      0                   0.375                   7.25 LOS ANGELES            CA                                       91604 Condominium                            400000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G03                                                   139998.33                 714.57                    360                     357                   5.75                      0                      0                   0.375                  6.125 ALABASTER              AL                                       35007 Single Family                          140000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 11.125                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G02                                                      248000                1730.83                    360                     358                      8                      0                      0                   0.375                  8.375 WOODBRIDGE             VA                                       22191 PUD                                    248000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 14.375                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      207920                1342.82                    360                     356                  7.375                      0                      0                   0.375                   7.75 KISSIMMEE              FL                                       34746 PUD                                    207920                20060301                     80 No MI                                1.00E+17                    2.75               20110201                  13.75                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360201 ALT1
GII                      G02                                                      250000                1354.17                    360                     358                  6.125                      0                      0                   0.375                    6.5 TEMECULA               CA                                       92592 PUD                                    250000                20060501            49.02000046 No MI                                1.00E+17                    2.25               20110401                   11.5                  2.375                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 WALN
GII                      G02                                                      217064                1266.21                    360                     357                  6.625                      0                      0                   0.375                      7 Las Vegas              NV                                       89179 PUD                                    217064                20060401                     75 No MI                                1.00E+17                    2.25               20110301                     13                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G01                                                   519334.54                3906.59                    360                     358                  7.875                      0                      0                   0.375                   8.25 Fredericksburg         VA                                       22405 Single Family                          520000                20060501            77.61000061 No MI                                1.00E+17                    2.25               20110401                  13.25                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                      259000                1456.88                    360                     355                  6.375                      0                      0                   0.375                   6.75 PLAINFIELD             IL                                       60586 PUD                                    259000                20060201            79.98000336 No MI                  M10001690004839734                        2.25               20110101                  12.75                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360101 ALT1
GII                      G02                                                      167864                 891.78                    360                     356                      6                      0                      0                   0.375                  6.375 Las Vegas              NV                                       89118 Condominium                            167864                20060301                     80 No MI                                1.00E+17                    2.25               20110201                 11.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360201 AFL2
GII                      G02                                                   124079.97                 827.27                    360                     355                    6.5                      0                      0                   0.375                  6.875 Harker Heights         TX                                       76548 Single Family                          125930                20060201                     70 No MI                                                            2.25               20110101                 11.875                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360101 AFL2
GII                      G02                                                   387665.93                2516.57                    360                     359                    6.5                      0                      0                    0.25                   6.75 Los Angeles            CA                                       90024 Condominium                            388000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  11.75                  1.875                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G02                                                      228600                1333.50                    360                     359                  6.625                      0                      0                   0.375                      7 HIGLEY                 AZ                                       85236 PUD                                    228600                20060601            79.97000122 No MI                                1.00E+17                    2.25               20110501                     12                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G03                                                      196125                1225.78                    360                     359                  7.125                      0                      0                   0.375                    7.5 Cape Coral             FL                                       33993 Single Family                          196125                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   12.5                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                       72450                 467.91                    360                     360                  7.375                      0                      0                   0.375                   7.75 BEAVERTON              OR                                       97005 Condominium                             72450                20060701            74.30999756 No MI                                1.00E+17                    2.25               20110601                  12.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GII                      G02                                                      302900                1766.92                    360                     358                  6.625                      0                      0                   0.375                      7 North Las Vegas        NV                                       89086 PUD                                    302900                20060501                     80 No MI                                1.00E+17                    2.75               20110401                     13                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      179052                1156.38                    360                     358                  7.375                      0                      0                   0.375                   7.75 Stuart                 FL                                       34994 Condominium                            179052                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  13.75                  2.375                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      190352                1308.67                    360                     359                  7.875                      0                      0                   0.375                   8.25 JACKSONVILLE           FL                                       32258 PUD                                    190352                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  13.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G03                                                      300712                1879.45                    360                     360                  7.125                      0                      0                   0.375                    7.5 ORLANDO                FL                                       32828 PUD                                    300712                20060701                     80 No MI                                1.00E+17                    2.25               20110601                   12.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GI                       G02                                                      365136                2358.17                    360                     360                  7.375                      0                      0                   0.375                   7.75 LAKE ELSINORE          CA                                       92532 Single Family                          365136                20060701                     80 No MI                                1.00E+17                    2.25               20110601                  12.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GII                      G03                                                      572800                3401.00                    360                     359                   6.75                      0                      0                   0.375                  7.125 BRENTWOOD              CA                                       94513 PUD                                    572800                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.125                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G03                                                      134820                 842.63                    360                     360                  7.125                      0                      0                   0.375                    7.5 JACKSONVILLE           FL                                       32224 PUD                                    134820                20060701                     80 No MI                                1.00E+17                    2.25               20110601                   12.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GI                       G02                                                      312000                2047.50                    360                     360                    7.5                      0                      0                   0.375                  7.875 Stockton               CA                                       95205 Single Family                          312000                20060701                     80 No MI                                1.00E+17                    2.25               20110601                 12.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GII                      G02                                                      194000                1071.04                    360                     358                   6.25                      0                      0                   0.375                  6.625 Littleton              CO                                       80127 PUD                                    194000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.625                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                      108200                 597.35                    360                     358                   6.25                      0                      0                   0.375                  6.625 Nashville              TN                                       37217 Condominium                            108200                20060501            79.84999847 No MI                                                            2.25               20110401                 11.625                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                      284858                1661.67                    360                     359                  6.625                      0                      0                   0.375                      7 HEMET                  CA                                       92544 Single Family                          284858                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     12                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      202936                1374.05                    360                     360                   7.75                      0                      0                   0.375                  8.125 QUEEN CREEK            AZ                                       85243 PUD                                    202936                20060701                     80 No MI                                1.00E+17                    2.25               20110601                 13.125                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GII                      G03                                                      397500                2360.16                    360                     360                   6.75                      0                      0                   0.375                  7.125 Gardena                CA                                       90247 Single Family                          397500                20060701                     75 No MI                                1.00E+17                    2.25               20110601                 12.125                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GII                      G03                                                      210400                1249.25                    360                     359                   6.75                      0                      0                   0.375                  7.125 MESA                   AZ                                       85203 Single Family                          210400                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.125                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G03                                                      336000                2030.00                    360                     358                  6.875                      0                      0                   0.375                   7.25 Linden                 NJ                                        7036 2-4 Family                             336000                20060501                     70 No MI                                1.00E+17                    2.25               20110401                  12.25                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G03                                                     2000000               12291.67                    360                     359                      7                      0                      0                   0.375                  7.375 Greenwich              CT                                        6831 Single Family                         2000000                20060601            57.13999939 No MI                                1.00E+17                    2.25               20110501                 12.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 WALN
GI                       G02                                                      216000                1507.50                    360                     359                      8                      0                      0                   0.375                  8.375 Phoenix                AZ                                       85006 Single Family                          216000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G02                                                      180000                1031.25                    360                     358                    6.5                      0                      0                   0.375                  6.875 Pompano Beach          FL                                       33064 PUD                                    180000                20060501                     75 No MI                                1.00E+17                    2.25               20110401                 11.875                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G01                                                     1530000                9881.25                    360                     360                  7.375                      0                      0                   0.375                   7.75 Fairfield              CA                                       94534 Single Family                         1530000                20060701            69.55000305 No MI                                1.00E+17                    2.25               20110601                  12.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GI                       G02                                                   188532.62                1352.59                    360                     358                  7.375                      0                      0                   0.375                   7.75 Carol City             FL                                       33055 Single Family                          188800                20060501                     80 No MI                                                            2.25               20110401                  12.75                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                   230023.79                1650.26                    360                     358                  7.375                      0                      0                   0.375                   7.75 Jupiter                FL                                       33458 Condominium                            230350                20060501            79.98999786 No MI                                1.00E+17                    2.75               20110401                  13.75                  1.875                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      396000                2805.00                    360                     360                  8.125                      0                      0                   0.375                    8.5 Salinas                CA                                       93906 Single Family                          396000                20060701                     80 No MI                                1.00E+17                    2.25               20110601                   13.5                  2.375                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360601 AFL2
GI                       G02                                                      123750                 786.33                    360                     358                   7.25                      0                      0                   0.375                  7.625 Lithonia               GA                                       30058 Single Family                          123750                20060501                     75 No MI                                1.00E+17                     2.5               20110401                 12.625                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      102400                 714.67                    360                     358                      8                      0                      0                   0.375                  8.375 Atlanta                GA                                       30305 Condominium                            102400                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                  2.125                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      200000                1395.83                    360                     359                      8                      0                      0                   0.375                  8.375 Phoenix                AZ                                       85006 2-4 Family                             200000                20060601            78.43000031 No MI                                1.00E+17                    2.25               20110501                 13.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G03                                                      796000                4892.08                    360                     360                      7                      0                      0                   0.375                  7.375 Los Angeles            CA                                       90019 Single Family                          796000                20060701                     80 No MI                                1.00E+17                    2.25               20110601                 12.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GII                      G02                                                      131250                 738.28                    360                     358                  6.375                      0                      0                   0.375                   6.75 Allentown              PA                                       18102 Single Family                          131250                20060501                     75 No MI                                1.00E+17                    2.25               20110401                  11.75                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GIII                     G03                                                      468300                2634.19                    360                     358                    6.5                      0                      0                    0.25                   6.75 MURRIETA               CA                                       92562 Single Family                          468300                20060501            79.98999786 No MI                                1.00E+17                    2.25               20110401                  11.75                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G02                                                      384000                2560.00                    360                     359                  7.625                      0                      0                   0.375                      8 Kissimmee              FL                                       34743 2-4 Family                             384000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     13                      2                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      119925                 774.52                    360                     359                  7.375                      0                      0                   0.375                   7.75 Northport              AL                                       35475 PUD                                    119925                20060601                     75 No MI                                1.00E+17                    2.25               20110501                  12.75                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      135920                 920.29                    360                     358                   7.75                      0                      0                   0.375                  8.125 Mill Creek             WA                                       98012 Condominium                            135920                20060501                     80 No MI                                1.00E+17                    2.75               20110401                 14.125                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G01                                                   888261.57                6834.10                    360                     359                  8.125                      0                      0                   0.375                    8.5 Austin                 TX                                       78735 Single Family                          888800                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   13.5                  2.375                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G03                                                   361331.64                2528.36                    360                     359                  7.125                      0                      0                   0.375                    7.5 Paterson               NJ                                        7524 2-4 Family                             361600                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   12.5                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      246005                1588.78                    360                     358                  7.375                      0                      0                   0.375                   7.75 Winter Garden          FL                                       34787 PUD                                    246005                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.75                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      118400                 826.33                    360                     358                      8                      0                      0                   0.375                  8.375 CINCINNATI             OH                                       45233 2-4 Family                             118400                20060501                     80 No MI                                                            2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                      237600                1386.00                    360                     359                  6.625                      0                      0                   0.375                      7 Gilbert                AZ                                       85296 PUD                                    237600                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     12                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G03                                                     1000000                5729.17                    360                     358                    6.5                      0                      0                   0.375                  6.875 Saratoga               CA                                       95070 Single Family                         1000000                20060501            64.51999664 No MI                                1.00E+17                    2.25               20110401                 11.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GIII                     G03                                                      511350                2716.55                    360                     358                  6.125                      0                      0                    0.25                  6.375 LAS VEGAS              NV                                       89178 PUD                                    511350                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.375                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GII                      G03                                                      233220                1409.04                    360                     358                  6.875                      0                      0                   0.375                   7.25 Orange Park            FL                                       32003 PUD                                    233220                20060501                     80 No MI                                1.00E+17                    2.75               20110401                  13.25                      2                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                      384000                2240.00                    360                     358                  6.625                      0                      0                   0.375                      7 Paterson               NJ                                        7513 2-4 Family                             384000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                     12                  2.375                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                      180460                 996.29                    360                     358                   6.25                      0                      0                   0.375                  6.625 Tamarac                FL                                       33321 Condominium                            180460                20060501                     80 No MI                                1.00E+17                    2.75               20110401                 12.625                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      253600                1794.97                    360                     360                   7.25                      0                      0                   0.375                  7.625 MILFORD                MA                                        1757 Single Family                          253600                20060701                     80 No MI                                1.00E+17                    2.25               20110601                 13.625                  1.875                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360601 AFL2
GI                       G03                                                      303200                1863.42                    360                     360                      7                      0                      0                   0.375                  7.375 West Richland          WA                                       99353 Single Family                          303200                20060701                     80 No MI                                1.00E+17                    2.25               20110601                 12.375                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360601 AFL2
GII                      G03                                                     94909.7                 648.48                    360                     358                  6.875                      0                      0                   0.375                   7.25 Plano                  TX                                       75023 Single Family                           95060                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  13.25                  1.875                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                      175550                 950.90                    360                     359                  6.125                      0                      0                   0.375                    6.5 Bakersfield            CA                                       93304 Single Family                          175550                20060601            62.70000076 No MI                                1.00E+17                    2.25               20110501                   11.5                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G03                                                      174772                1037.71                    360                     358                   6.75                      0                      0                   0.375                  7.125 Stuart                 FL                                       34997 PUD                                    174772                20060501                     80 No MI                                1.00E+17                    2.75               20110401                 13.125                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G03                                                      127500                 796.88                    360                     360                  7.125                      0                      0                   0.375                    7.5 REDMOND                OR                                       97756 Single Family                          127500                20060701                     75 No MI                                1.00E+17                    2.25               20110601                   12.5                  2.375                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GI                       G02                                                      157420                1155.09                    360                     360                  7.625                      0                      0                   0.375                      8 RIO RICO               AZ                                       85648 PUD                                    157420                20060701                     75 No MI                                1.00E+17                    2.25               20110601                     13                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360601 AFL2
GI                       G02                                                      232905                1674.00                    360                     358                   8.25                      0                      0                   0.375                  8.625 Washington             DC                                       20032 Townhouse                              232905                20060501                     80 No MI                                1.00E+17                    2.75               20110401                 14.625                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                   124045.71                 826.64                    360                     358                  6.625                      0                      0                   0.375                      7 Charlotte              NC                                       28215 PUD                                    124250                20060501            79.97000122 No MI                                1.00E+17                    2.25               20110401                     13                  2.375                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GIII                     G03                                                      440000                2566.67                    360                     357                   6.75                      0                      0                    0.25                      7 RENO                   NV                                       89523 PUD                                    440000                20060401            83.95999908 GE Capital MI                        1.00E+17                    2.25               20110301                     12                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360301 ADN1
GI                       G02                                                      207200                1316.58                    360                     359                   7.25                      0                      0                   0.375                  7.625 North Bend             WA                                       98045 PUD                                    207200                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.625                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GIII                     G03                                                   697067.66                3778.13                    360                     358                   6.25                      0                      0                    0.25                    6.5 TUALATIN               OR                                       97062 Single Family                          697500                20060501            63.40999985 No MI                                1.00E+17                    2.25               20110401                   11.5                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G01                                                      526000                2903.96                    360                     358                   6.25                      0                      0                   0.375                  6.625 Nipomo                 CA                                       93444 Single Family                          526000                20060501                     80 No MI                                1.00E+17                   2.375               20080401                 11.625                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      24 N                                    20360401 AFL2
GI                       G01                                                      464000                2948.33                    360                     359                   7.25                      0                      0                   0.375                  7.625 Las Vegas              NV                                       89123 PUD                                    464000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.625                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G02                                                   280159.08                1605.08                    360                     358                    6.5                      0                      0                   0.375                  6.875 Silver Spring          MD                                       20906 PUD                                    280160                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G03                                                      385000                2326.04                    360                     358                  6.875                      0                      0                   0.375                   7.25 Spring Valley          CA                                       91977 Single Family                          385000                20060501                     70 No MI                                1.00E+17                    2.25               20110401                  12.25                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G03                                                       55250                 328.05                    360                     358                   6.75                      0                      0                   0.375                  7.125 Needles                CA                                       92363 Single Family                           55250                20060501                     65 No MI                                1.00E+17                    2.25               20110401                 12.125                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                      175996                 989.98                    360                     358                  6.375                      0                      0                   0.375                   6.75 Sarasota               FL                                       34243 Condominium                            175996                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.75                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G03                                                    57555.07                 392.93                    360                     359                  6.875                      0                      0                   0.375                   7.25 CINCINNATI             OH                                       45215 Single Family                           57600                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.25                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G03                                                      384000                2320.00                    360                     357                  6.875                      0                      0                   0.375                   7.25 EVANS                  CO                                       80634 PUD                                    384000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                  13.25                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GI                       G02                                                   147720.58                 800.15                    360                     358                  6.125                      0                      0                   0.375                    6.5 BUCKEYE                AZ                                       85326 PUD                                    147850                20060501            79.98000336 No MI                                1.00E+17                   2.375               20080401                   11.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      24 N                                    20360401 AFL2
GI                       G02                                                      391200                2485.75                    360                     359                   7.25                      0                      0                   0.375                  7.625 IRVINE                 CA                                       92604 Condominium                            391200                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.625                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      102800                 717.46                    360                     358                      8                      0                      0                   0.375                  8.375 CINCINNATI             OH                                       45233 2-4 Family                             102800                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G03                                                      312000                1852.50                    360                     357                   6.75                      0                      0                   0.375                  7.125 Los Angeles            CA                                       90059 Single Family                          312000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 12.125                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GI                       G02                                                      117750                 760.47                    360                     359                  7.375                      0                      0                   0.375                   7.75 Las Vegas              NV                                       89115 Single Family                          117750                20060601                     75 No MI                                1.00E+17                    2.25               20110501                  12.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G03                                                      326400                1972.00                    360                     359                  6.875                      0                      0                   0.375                   7.25 Apopka                 FL                                       32712 PUD                                    326400                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G02                                                      220000                1260.42                    360                     358                    6.5                      0                      0                   0.375                  6.875 North Las Vegas        NV                                       89031 Single Family                          220000                20060501                     80 No MI                  1001949-2410601940                        2.25               20110401                 11.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                   149706.89                1138.59                    360                     359                      8                      0                      0                   0.375                  8.375 Colorado Springs       CO                                       80909 2-4 Family                             149800                20060601                     70 No MI                                1.00E+17                    2.25               20110501                 13.375                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                   224135.07                1587.62                    360                     359                  8.125                      0                      0                   0.375                    8.5 WASHINGTON             DC                                       20020 Single Family                          226600                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   13.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G02                                                      243600                1395.63                    360                     358                    6.5                      0                      0                   0.375                  6.875 North Las Vegas        NV                                       89081 PUD                                    243600                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G03                                                      172000                1075.00                    360                     360                  7.125                      0                      0                   0.375                    7.5 BUCKEYE                AZ                                       85326 PUD                                    172000                20060701                     80 No MI                                1.00E+17                    2.25               20110601                   12.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GII                      G03                                                      237312                1409.04                    360                     358                   6.75                      0                      0                   0.375                  7.125 Wesley Chapel          FL                                       33543 PUD                                    237312                20060501                     80 No MI                                1.00E+17                    2.75               20110401                 13.125                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G03                                                      180000                1125.00                    360                     360                  7.125                      0                      0                   0.375                    7.5 CHANDLER               AZ                                       85224 Single Family                          180000                20060701                     80 No MI                                1.00E+17                    2.25               20110601                   12.5                  2.375                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GI                       G01                                                      810000                5737.50                    360                     359                  8.125                      0                      0                   0.375                    8.5 La Habra               CA                                       90631 Single Family                          810000                20060601                     75 No MI                                1.00E+17                    2.25               20110501                   13.5                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      239850                1698.94                    360                     360                  8.125                      0                      0                   0.375                    8.5 QUEEN CREEK            AZ                                       85242 Single Family                          239850                20060701                     75 No MI                                1.00E+17                    2.25               20110601                   13.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GI                       G02                                                      237600                1509.75                    360                     359                   7.25                      0                      0                   0.375                  7.625 Visalia                CA                                       93292 Single Family                          237600                20060601                     80 No MI                                1.00E+17                    2.75               20110501                 13.625                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      343200                2180.75                    360                     358                   7.25                      0                      0                   0.375                  7.625 Hilo                   HI                                       96720 Single Family                          343200                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.625                  2.375                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G03                                                      112550                 703.44                    360                     359                  7.125                      0                      0                   0.375                    7.5 Aurora                 CO                                       80010 Single Family                          112550                20060601            79.98999786 No MI                                1.00E+17                    2.75               20110501                   13.5                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GIII                     G03                                                      489500                2804.43                    360                     358                  6.625                      0                      0                    0.25                  6.875 PHOENIX                AZ                                       85085 PUD                                    489500                20060501            79.98999786 No MI                                1.00E+17                    2.25               20110401                 11.875                  2.375                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GII                      G02                                                      272000                1558.33                    360                     359                    6.5                      0                      0                   0.375                  6.875 Howell                 NJ                                        7728 Single Family                          272000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.875                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                       74800                 498.67                    360                     359                  7.625                      0                      0                   0.375                      8 Yakima                 WA                                       98902 2-4 Family                              74800                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     13                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G01                                                   491999.99                3177.50                    360                     357                  7.375                      0                      0                   0.375                   7.75 Springfield            VA                                       22153 PUD                                    492000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                  12.75                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GIII                     G03                                                      428000                2675.00                    360                     358                   7.25                      0                      0                    0.25                    7.5 WANTAGH                NY                                       11793 Single Family                          428000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GI                       G01                                                    71874.14                 540.31                    360                     359                  7.875                      0                      0                   0.375                   8.25 Houston                TX                                       77067 PUD                                     71920                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  13.25                      2                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      245428                1661.76                    360                     359                   7.75                      0                      0                   0.375                  8.125 LAS VEGAS              NV                                       89124 Single Family                          245428                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.125                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      243440                1546.86                    360                     358                   7.25                      0                      0                   0.375                  7.625 BEAUMONT               CA                                       92223 Single Family                          243440                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.625                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G01                                                      584000                4075.83                    360                     358                      8                      0                      0                   0.375                  8.375 Pacific Palisades      CA                                       90272 Condominium                            584000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                   149792.88                1087.60                    360                     358                    7.5                      0                      0                   0.375                  7.875 Denver                 CO                                       80221 Single Family                          150000                20060501                     75 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                      237000                1308.44                    360                     359                   6.25                      0                      0                   0.375                  6.625 RIVERSIDE              CA                                       92507 Single Family                          237000                20060601            60.31000137 No MI                                1.00E+17                    2.25               20110501                 11.625                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GIII                     G03                                                      708000                3687.50                    360                     358                      6                      0                      0                    0.25                   6.25 HOLLYWOOD              FL                                       33019 Condominium                            708000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  11.25                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 ADN1
GI                       G02                                                       74400                 496.00                    360                     359                  7.625                      0                      0                   0.375                      8 CLEVELAND              OH                                       44108 Single Family                           74400                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     13                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G03                                                      180000                1087.50                    360                     357                  6.875                      0                      0                   0.375                   7.25 WATERBURY              CT                                        6708 2-4 Family                             180000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                  12.25                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GI                       G03                                                      102900                 632.41                    360                     359                      7                      0                      0                   0.375                  7.375 TUCSON                 AZ                                       85714 Single Family                          102900                20060601                     70 No MI                                1.00E+17                    2.25               20110501                 12.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      212450                1416.33                    360                     359                  7.625                      0                      0                   0.375                      8 Phoenix                AZ                                       85054 Condominium                            212450                20060601            79.98999786 No MI                                1.00E+17                    2.25               20110501                     13                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      184100                1227.33                    360                     358                  7.625                      0                      0                   0.375                      8 PHOENIX                AZ                                       85041 Single Family                          184100                20060501            79.98999786 No MI                                1.00E+17                    2.25               20110401                     13                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G03                                                      204000                1275.00                    360                     358                  7.125                      0                      0                   0.375                    7.5 Riverview              FL                                       33569 Single Family                          204000                20060501            79.83999634 No MI                                                            2.25               20110401                   12.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GIII                     G03                                                      513750                2943.36                    360                     358                  6.625                      0                      0                    0.25                  6.875 MIAMI LAKES            FL                                       33016 Single Family                          513750                20060501                     75 No MI                                1.00E+17                    2.25               20110401                 11.875                      2                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 ADN1
GI                       G01                                                   498819.34                3377.42                    360                     358                   7.75                      0                      0                   0.375                  8.125 FREDERICK              MD                                       21702 PUD                                    498820                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 14.125                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                       99960                 572.69                    360                     359                    6.5                      0                      0                   0.375                  6.875 SALEM                  OR                                       97306 Condominium                             99960                20060601                     70 No MI                                1.00E+17                    2.25               20130501                 11.875                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      84 N                                    20360501 AFL2
GI                       G03                                                      212000                1302.92                    360                     359                      7                      0                      0                   0.375                  7.375 Avondale               AZ                                       85323 PUD                                    212000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G02                                                      104000                 563.33                    360                     358                  6.125                      0                      0                   0.375                    6.5 Phoenix                AZ                                       85034 2-4 Family                             104000                20060501                     65 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                      220000                1260.42                    360                     358                    6.5                      0                      0                   0.375                  6.875 Phoenix                AZ                                       85032 Single Family                          220000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      175500                1133.44                    360                     359                  7.375                      0                      0                   0.375                   7.75 Las Vegas              NV                                       89122 Single Family                          175500                20060601                     65 No MI                                1.00E+17                    2.25               20110501                  12.75                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G02                                                      259800                1488.44                    360                     358                    6.5                      0                      0                   0.375                  6.875 CANAL WINCHESTER       OH                                       43110 Single Family                          259800                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.875                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GIII                     G03                                                   955147.79                6205.79                    360                     358                    6.5                      0                      0                    0.25                   6.75 PENSACOLA              FL                                       32507 Condominium                            956800                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  11.75                  1.875                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 ADN1
GII                      G03                                                   416674.69                2844.68                    360                     359                  6.875                      0                      0                   0.375                   7.25 ROSLINDALE             MA                                        2131 2-4 Family                             417000                20060601            79.43000031 No MI                                1.00E+17                    2.25               20110501                  12.25                      2                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G01                                                      650000                4468.75                    360                     358                  7.875                      0                      0                   0.375                   8.25 SCOTTSDALE             AZ                                       85255 PUD                                    650000                20060501            76.77999878 No MI                                1.00E+17                    2.25               20110401                  13.25                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      171500                1196.93                    360                     359                      8                      0                      0                   0.375                  8.375 Riviera Beach          FL                                       33404 PUD                                    171500                20060601            72.36000061 No MI                                1.00E+17                    2.25               20110501                 13.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G03                                                      189000                1181.25                    360                     359                  7.125                      0                      0                   0.375                    7.5 LITTLETON              CO                                       80126 PUD                                    189000                20060601                     75 No MI                                1.00E+17                    2.25               20110501                   12.5                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G01                                                     1190000                8429.17                    360                     360                  8.125                      0                      0                   0.375                    8.5 Longwood               FL                                       32779 Single Family                         1190000                20060701                     70 No MI                                1.00E+17                    2.25               20110601                   13.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GI                       G02                                                      115360                 757.05                    360                     358                    7.5                      0                      0                   0.375                  7.875 Austin                 TX                                       78741 2-4 Family                             115360                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                   185703.98                1238.03                    360                     358                  7.625                      0                      0                   0.375                      8 MARICOPA               AZ                                       85239 PUD                                    185704                20060501                     80 No MI                                1.00E+17                    2.25               20110401                     13                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G03                                                      198750                1200.78                    360                     359                  6.875                      0                      0                   0.375                   7.25 Dotsero                CO                                       81637 Single Family                          198750                20060601            72.26999664 No MI                                1.00E+17                    2.25               20110501                  12.25                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                   189257.41                 985.72                    360                     358                  5.875                      0                      0                   0.375                   6.25 Leesburg               FL                                       34748 PUD                                    189300                20060501                     80 No MI                                1.00E+17                   2.375               20080401                  11.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      24 N                                    20360401 AFL2
GII                      G02                                                      223800                1212.25                    360                     359                  6.125                      0                      0                   0.375                    6.5 Denver                 CO                                       80211 Single Family                          223800                20060601            79.93000031 No MI                                1.00E+17                    2.25               20110501                   11.5                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      341250                2346.09                    360                     358                  7.875                      0                      0                   0.375                   8.25 OCEANSIDE              CA                                       92054 Single Family                          341250                20060501                     75 No MI                                1.00E+17                    2.25               20110401                  13.25                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                   127219.58                 912.71                    360                     358                  7.375                      0                      0                   0.375                   7.75 Las Cruces             NM                                       88011 Single Family                          127400                20060501                     70 No MI                                1.00E+17                    2.25               20110401                  12.75                      2                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G01                                                      398400                2282.50                    360                     358                    6.5                      0                      0                   0.375                  6.875 GAINESVILLE            VA                                       20155 Single Family                          398400                20060501                     80 No MI                                1.00E+17                    2.25               20090401                 12.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      36 N                                    20360401 WALN
GI                       G03                                                      271120                1694.50                    360                     359                  7.125                      0                      0                   0.375                    7.5 Allentown              PA                                       18106 Single Family                          271120                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   12.5                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G01                                                      480000                3250.00                    360                     359                   7.75                      0                      0                   0.375                  8.125 Union City             CA                                       94587 PUD                                    480000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.125                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      198000                1320.00                    360                     359                  7.625                      0                      0                   0.375                      8 North Port             FL                                       34286 Single Family                          198000                20060601            74.72000122 No MI                                1.00E+17                    2.25               20110501                     13                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      359245                2282.70                    360                     360                   7.25                      0                      0                   0.375                  7.625 PRESCOTT               WI                                       54021 PUD                                    359245                20060701            74.22000122 No MI                                1.00E+17                    2.25               20110601                 12.625                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GI                       G03                                                   175999.92                1100.00                    360                     358                  7.125                      0                      0                   0.375                    7.5 KERMAN                 CA                                       93630 Single Family                          176000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      152000                 981.67                    360                     359                  7.375                      0                      0                   0.375                   7.75 Tampa                  FL                                       33617 2-4 Family                             152000                20060601                     80 No MI                                                            2.25               20110501                  12.75                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G01                                                      476000                3371.67                    360                     359                  8.125                      0                      0                   0.375                    8.5 ESTES PARK             CO                                       80517 PUD                                    476000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   13.5                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G02                                                       85592                 499.29                    360                     358                  6.625                      0                      0                   0.375                      7 Lake Mary              FL                                       32746 Condominium                             85592                20060501                     80 No MI                                1.00E+17                    2.75               20110401                     13                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      199920                1395.28                    360                     358                      8                      0                      0                   0.375                  8.375 Manassas               VA                                       20110 PUD                                    199920                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                  2.375                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      103500                 711.56                    360                     359                  7.875                      0                      0                   0.375                   8.25 Port Richey            FL                                       34668 Single Family                          103500                20060601                     75 No MI                                                            2.25               20110501                  13.25                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      108264                 710.48                    360                     359                    7.5                      0                      0                   0.375                  7.875 Phoenix                AZ                                       85020 Condominium                            108264                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                   131238.67                 888.60                    360                     359                   7.75                      0                      0                   0.375                  8.125 Riverton               UT                                       84065 Single Family                          131250                20060601                     75 No MI                                1.00E+17                    2.25               20110501                 13.125                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G01                                                      840000                5862.50                    360                     358                      8                      0                      0                   0.375                  8.375 LOS ANGELES            CA                                       90068 Single Family                          840000                20060501                     70 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G01                                                      274868                1202.55                    360                     358                  4.875                      0                      0                   0.375                   5.25 Lincoln                CA                                       95648 PUD                                    274868                20060501                     80 No MI                                1.00E+17                    2.25               20090401                  11.25                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      36 N                                    20360401 AFL2
GII                      G02                                                      167200                 940.50                    360                     358                  6.375                      0                      0                   0.375                   6.75 MANASSAS               VA                                       20110 Single Family                          167200                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  11.75                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                    95994.98                 689.19                    360                     357                  7.375                      0                      0                   0.375                   7.75 The Woodlands          TX                                       77384 PUD                                     96200                20060401            69.97000122 No MI                                1.00E+17                    2.25               20110301                  12.75                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360301 AFL2
GII                      G02                                                   227606.28                1478.81                    360                     358                  6.375                      0                      0                   0.375                   6.75 Fort Pierce            FL                                       34951 Single Family                          228000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  11.75                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                      257600                1368.50                    360                     357                      6                      0                      0                   0.375                  6.375 Las Vegas              NV                                       89139 PUD                                    257600                20060401                     80 No MI                                1.00E+17                    2.75               20110301                 12.375                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GI                       G03                                                      188000                1155.42                    360                     359                      7                      0                      0                   0.375                  7.375 NEWPORT NEWS           VA                                       23602 Single Family                          188000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.375                  2.375                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G02                                                      116792                 656.96                    360                     359                  6.375                      0                      0                   0.375                   6.75 Phoenix                AZ                                       85018 Condominium                            116792                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  11.75                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G03                                                   320961.62                2245.88                    360                     359                  7.125                      0                      0                   0.375                    7.5 GILBERT                AZ                                       85297 PUD                                    321200                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   12.5                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G03                                                      232687                1381.58                    360                     359                   6.75                      0                      0                   0.375                  7.125 SIERRA VISTA           AZ                                       85635 Single Family                          232687                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.125                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                   237451.74                1786.18                    360                     358                  7.875                      0                      0                   0.375                   8.25 Las Vegas              NV                                       89148 PUD                                    237756                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  13.25                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G03                                                      430500                2690.63                    360                     359                  7.125                      0                      0                   0.375                    7.5 ANAHEIM                CA                                       92806 Single Family                          430500                20060601                     70 No MI                                1.00E+17                    2.25               20110501                   12.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                       74165                 502.16                    360                     358                   7.75                      0                      0                   0.375                  8.125 Phoenix                AZ                                       85043 Condominium                             74165                20060501            69.97000122 No MI                                1.00E+17                    2.25               20110401                 13.125                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      240000                1550.00                    360                     358                  7.375                      0                      0                   0.375                   7.75 FREDERICK              MD                                       21702 Single Family                          240000                20060501                     80 No MI                                1.00E+17                    2.75               20110401                  12.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      222750                1577.81                    360                     359                  8.125                      0                      0                   0.375                    8.5 Sacramento             CA                                       95821 Single Family                          222750                20060601                     75 No MI                                1.00E+17                    2.25               20110501                   13.5                  2.375                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      109600                 742.08                    360                     357                   7.75                      0                      0                   0.375                  8.125 Jonesboro              GA                                       30238 Single Family                          109600                20060401                     80 No MI                                1.00E+17                   2.375               20080301                 13.125                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      24 N                                    20360301 AFL2
GI                       G01                                                     1162500                7628.91                    360                     358                    7.5                      0                      0                   0.375                  7.875 Kansas City            MO                                       64157 PUD                                   1162500                20060501            72.66000366 No MI                                1.00E+17                    2.25               20110401                 12.875                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                      228800                1310.83                    360                     359                    6.5                      0                      0                   0.375                  6.875 Winchester             VA                                       22601 PUD                                    228800                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 WALN
GII                      G03                                                      182400                1102.00                    360                     358                  6.875                      0                      0                   0.375                   7.25 Denver                 CO                                       80219 Single Family                          182400                20060501                     76 No MI                                1.00E+17                    2.25               20110401                  12.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      166800                1129.37                    360                     358                   7.75                      0                      0                   0.375                  8.125 Vancouver              WA                                       98682 Single Family                          166800                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.125                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G03                                                      103950                 649.69                    360                     359                  7.125                      0                      0                   0.375                    7.5 Pleasant Valley        MO                                       64068 PUD                                    103950                20060601                     70 No MI                                1.00E+17                    2.25               20110501                   12.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 WALN
GI                       G02                                                      180000                1218.75                    360                     359                   7.75                      0                      0                   0.375                  8.125 Spokane                WA                                       99206 Single Family                          180000                20060601                     75 No MI                                1.00E+17                    2.25               20110501                 13.125                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G02                                                   115020.88                 746.67                    360                     359                  6.375                      0                      0                   0.375                   6.75 Locust Grove           GA                                       30248 PUD                                    115120                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  11.75                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G03                                                      201815                1240.32                    360                     358                      7                      0                      0                   0.375                  7.375 North Myrtle Beach     SC                                       29582 Condominium                            201815                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                      265000                1545.83                    360                     359                  6.625                      0                      0                   0.375                      7 Gilbert                AZ                                       85297 Single Family                          265000                20060601                     73 No MI                                1.00E+17                    2.25               20110501                     12                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G03                                                   139775.42                 943.21                    360                     358                   6.75                      0                      0                   0.375                  7.125 PHOENIX                AZ                                       85041 Single Family                          140000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.125                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      136792                 883.45                    360                     359                  7.375                      0                      0                   0.375                   7.75 Covington              GA                                       30016 PUD                                    136792                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                     63518.6                 477.81                    360                     358                  7.875                      0                      0                   0.375                   8.25 Detroit                MI                                       48224 Single Family                           63600                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  13.25                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                      224424                1285.76                    360                     357                    6.5                      0                      0                   0.375                  6.875 Nashville              TN                                       37212 Condominium                            224424                20060401                     80 No MI                                1.00E+17                    2.75               20110301                 12.875                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GI                       G03                                                      242640                1516.50                    360                     358                  7.125                      0                      0                   0.375                    7.5 BOONSBORO              MD                                       21713 PUD                                    242640                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   13.5                  2.375                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      133600                 890.67                    360                     359                  7.625                      0                      0                   0.375                      8 ARVADA                 CO                                       80002 Single Family                          133600                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     13                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G02                                                      129600                 729.00                    360                     357                  6.375                      0                      0                   0.375                   6.75 Riverton               UT                                       84065 Condominium                            129600                20060401                     80 No MI                                1.00E+17                    2.75               20110301                  12.75                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GI                       G02                                                       96792                 675.53                    360                     358                      8                      0                      0                   0.375                  8.375 Orlando                FL                                       32822 Condominium                             96792                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                  2.375                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                    122038.9                 792.91                    360                     358                  6.375                      0                      0                   0.375                   6.75 CINCINNATI             OH                                       45227 2-4 Family                             122250                20060501                     75 No MI                                1.00E+17                    2.25               20110401                  11.75                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                   416964.17                2345.42                    360                     358                  6.375                      0                      0                   0.375                   6.75 LAKEWOOD               CA                                       90713 Single Family                          417000                20060501            74.48000336 No MI                                1.00E+17                    2.25               20110401                  11.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G03                                                   137261.48                 948.75                    360                     359                      7                      0                      0                   0.375                  7.375 FREELAND               MI                                       48623 2-4 Family                             137366                20060601                     65 No MI                                                            2.25               20110501                 12.375                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                       73825                 484.48                    360                     359                    7.5                      0                      0                   0.375                  7.875 Denver                 CO                                       80216 Single Family                           73825                20060601            78.95999908 No MI                                1.00E+17                    2.25               20110501                 12.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G02                                                      314895                1804.09                    360                     359                    6.5                      0                      0                   0.375                  6.875 Hesperia               CA                                       92344 Single Family                          314895                20060601            79.98999786 No MI                                1.00E+17                    2.25               20110501                 11.875                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G03                                                      596170                3601.86                    360                     358                  6.875                      0                      0                   0.375                   7.25 Las Vegas              NV                                       89135 PUD                                    596170                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.25                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                      258400                1426.58                    360                     357                   6.25                      0                      0                   0.375                  6.625 Las Vegas              NV                                       89139 PUD                                    258400                20060401                     80 No MI                                1.00E+17                    2.75               20110301                 12.625                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GI                       G03                                                      268000                1647.08                    360                     358                      7                      0                      0                   0.375                  7.375 Lake Havasu City       AZ                                       86406 Single Family                          268000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.375                  2.375                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 WALN
GII                      G02                                                     73067.3                 462.67                    360                     358                  6.125                      0                      0                   0.375                    6.5 Fort Worth             TX                                       76133 Single Family                           73200                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   11.5                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G03                                                      201500                1259.38                    360                     358                  7.125                      0                      0                   0.375                    7.5 LAS VEGAS              NV                                       89109 Condominium                            201500                20060501            79.98999786 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      145200                 937.75                    360                     357                  7.375                      0                      0                   0.375                   7.75 Phoenix                AZ                                       85040 Single Family                          145200                20060401                     80 No MI                                1.00E+17                    2.75               20110301                  13.75                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G01                                                   569432.56                2847.16                    360                     358                  5.625                      0                      0                   0.375                      6 Tempe                  AZ                                       85284 PUD                                    570000                20060501                     38 No MI                                1.00E+17                    2.25               20130401                     11                  2.375                       1 First Lien                                    Y                                           84 No_PP                                     360                      84 N                                    20360401 AFL2
GII                      G02                                                      150400                 846.00                    360                     359                  6.375                      0                      0                   0.375                   6.75 Jacksonville           FL                                       32257 Single Family                          150400                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  11.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G03                                                      127544                 783.86                    360                     359                      7                      0                      0                   0.375                  7.375 Grand Prairie          TX                                       75054 PUD                                    127544                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G01                                                      500950                3287.48                    360                     359                    7.5                      0                      0                   0.375                  7.875 GAINESVILLE            VA                                       20155 PUD                                    500950                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G03                                                   416690.52                2915.73                    360                     359                  7.125                      0                      0                   0.375                    7.5 Buckeye                AZ                                       85396 PUD                                    417000                20060601            76.90000153 No MI                                1.00E+17                    2.25               20110501                   12.5                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 WALN
GI                       G02                                                      124200                 879.75                    360                     359                  8.125                      0                      0                   0.375                    8.5 ARIZONA CITY           AZ                                       85223 Single Family                          124200                20060601            79.97000122 No MI                                1.00E+17                    2.25               20110501                   13.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G03                                                      328250                1983.18                    360                     357                  6.875                      0                      0                   0.375                   7.25 Dumfries               VA                                       22025 Single Family                          328250                20060401            79.98999786 No MI                                1.00E+17                    2.25               20110301                  12.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GII                      G02                                                      151500                 883.75                    360                     359                  6.625                      0                      0                   0.375                      7 DUNDALK                MD                                       21222 Single Family                          151500                20060601                  75.75 No MI                                1.00E+17                    2.25               20110501                     12                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                   167884.38                1218.12                    360                     359                    7.5                      0                      0                   0.375                  7.875 DECATUR                GA                                       30034 Single Family                          168000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.875                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G03                                                      216000                1327.50                    360                     359                      7                      0                      0                   0.375                  7.375 GRANVILLE              OH                                       43023 Single Family                          216000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      105869                 814.04                    360                     360                  8.125                      0                      0                   0.375                    8.5 HOUSTON                TX                                       77064 PUD                                    105869                20060701                     75 No MI                                1.00E+17                    2.25               20110601                   13.5                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360601 AFL2
GI                       G02                                                      170400                1100.50                    360                     359                  7.375                      0                      0                   0.375                   7.75 Denver                 CO                                       80222 Single Family                          170400                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.75                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G03                                                   134783.42                 909.53                    360                     358                   6.75                      0                      0                   0.375                  7.125 Phoenix                AZ                                       85020 2-4 Family                             135000                20060501            71.05000305 No MI                                1.00E+17                    2.25               20110401                 12.125                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 WALN
GI                       G03                                                      209600                1310.00                    360                     358                  7.125                      0                      0                   0.375                    7.5 Catonsville            MD                                       21228 Single Family                          209600                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 WALN
GII                      G02                                                      155728                 843.53                    360                     357                  6.125                      0                      0                   0.375                    6.5 Buckeye                AZ                                       85326 PUD                                    155728                20060401                     80 No MI                                1.00E+17                    2.75               20110301                   12.5                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GII                      G03                                                      527200                2910.58                    360                     359                   6.25                      0                      0                   0.375                  6.625 Atlanta                GA                                       30319 Single Family                          527200                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.625                  2.375                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G02                                                      168000                 962.50                    360                     359                    6.5                      0                      0                   0.375                  6.875 KISSIMMEE              FL                                       34741 Condominium                            168000                20060601            73.04000092 No MI                                1.00E+17                    2.25               20110501                 11.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                       43500                 290.00                    360                     359                  7.625                      0                      0                   0.375                      8 North Little Rock      AR                                       72114 Single Family                           43500                20060601                     75 No MI                                1.00E+17                    2.25               20110501                     13                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G03                                                   287853.64                2017.24                    360                     357                  7.125                      0                      0                   0.375                    7.5 PLYMOUTH               MA                                        2360 Single Family                          288500                20060401            74.94000244 No MI                                1.00E+17                    2.25               20110301                   12.5                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360301 AFL2
GII                      G03                                                      536000                3070.83                    360                     358                    6.5                      0                      0                   0.375                  6.875 HAWTHORNE              CA                                       90250 Single Family                          536000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G01                                                      546200                3641.33                    360                     357                  7.625                      0                      0                   0.375                      8 Spotsylvania           VA                                       22553 Single Family                          546200                20060401            79.98999786 No MI                                1.00E+17                    2.25               20110301                     13                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G02                                                       40000                 266.67                    360                     359                  7.625                      0                      0                   0.375                      8 North Little Rock      AR                                       72114 Single Family                           40000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     13                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G02                                                      409515                2388.84                    360                     358                  6.625                      0                      0                   0.375                      7 BOYDS                  MD                                       20841 PUD                                    409515                20060501            88.34999847 GE Capital MI                        1.00E+17                    2.25               20110401                     12                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G03                                                      259840                1569.87                    360                     358                  6.875                      0                      0                   0.375                   7.25 Laveen                 AZ                                       85339 Single Family                          259840                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.25                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      261112                1767.95                    360                     358                   7.75                      0                      0                   0.375                  8.125 NAPLES                 FL                                       34110 PUD                                    261112                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.125                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      135200                 943.58                    360                     358                      8                      0                      0                   0.375                  8.375 North Augusta          SC                                       29841 2-4 Family                             135200                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                      175200                1003.75                    360                     355                    6.5                      0                      0                   0.375                  6.875 LAS VEGAS              NV                                       89147 Single Family                          175200                20060201                     80 No MI                  M10016311000027615                        2.25               20110101                 12.875                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360101 ALT1
GI                       G01                                                      150000                 953.12                    360                     359                   7.25                      0                      0                   0.375                  7.625 KISSIMMEE              FL                                       34747 PUD                                    154000                20060601            33.90000153 No MI                                1.00E+17                    2.25               20110501                 12.625                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G03                                                      242400                1262.50                    360                     355                  5.875                      0                      0                   0.375                   6.25 NORTH LAS VEGAS        NV                                       89031 Single Family                          242400                20060201                     80 No MI                                1.00E+17                       5               20110101                  12.25                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360101 ALT1
GII                      G03                                                      118300                 714.73                    360                     360                  6.875                      0                      0                   0.375                   7.25 Phoenix                AZ                                       85018 Condominium                            118300                20060701                     80 No MI                                1.00E+17                    2.25               20110601                  12.25                  4.625                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GII                      G03                                                      325550                1932.95                    360                     356                   6.75                      0                      0                   0.375                  7.125 NORTH LAS VEGAS        NV                                       89032 PUD                                    325550                20060301            79.98999786 No MI                                1.00E+17                    2.25               20110201                 13.125                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360201 ALT1
GI                       G02                                                      151200                 976.50                    360                     358                  7.375                      0                      0                   0.375                   7.75 Brooklyn               MD                                       21225 Single Family                          151200                20060501                     70 No MI                                                            2.25               20110401                  12.75                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G01                                                      275900                1465.72                    360                     357                      6                      0                      0                   0.375                  6.375 PAHRUMP                NV                                       89060 Single Family                          275900                20060401            79.98999786 No MI                                1.00E+17                       5               20090301                 12.375                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      36 N                                    20360301 ALT1
GII                      G01                                                      136000                 835.83                    360                     357                      7                      0                      0                   0.375                  7.375 NORTH LAS VEGAS        NV                                       89030 Single Family                          136000                20060401                     80 No MI                                1.00E+17                       5               20090301                 13.375                  4.625                       2 First Lien                                    Y                                          120 Prepay                                    360                      36 N                                    20360301 ALT1
GII                      G02                                                      130400                 747.08                    360                     357                    6.5                      0                      0                   0.375                  6.875 SAINT GEORGE           UT                                       84790 PUD                                    130400                20060401                     80 No MI                  M10016311000027858                        2.75               20110301                 12.875                  4.625                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 ALT1
GI                       G01                                                      488000                3304.17                    360                     360                   7.75                      0                      0                   0.375                  8.125 Gainesville            VA                                       20155 Single Family                          488000                20060701                     80 No MI                                1.00E+17                    2.25               20110601                 13.125                  2.375                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GI                       G02                                                       41600                 277.33                    360                     359                  7.625                      0                      0                   0.375                      8 Little Rock            AR                                       72206 Single Family                           41600                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     13                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      206000                1351.88                    360                     359                    7.5                      0                      0                   0.375                  7.875 Temple Hills           MD                                       20748 Single Family                          206000                20060601            77.73999786 No MI                                1.00E+17                    2.25               20110501                 12.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G02                                                      399992                2249.96                    360                     358                  6.375                      0                      0                   0.375                   6.75 Murrieta               CA                                       92563 Single Family                          399992                20060501                     80 No MI                                                            2.25               20110401                  12.75                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                      117000                 645.94                    360                     357                   6.25                      0                      0                   0.375                  6.625 NORTH LAS VEGAS        NV                                       89030 Single Family                          117000                20060401            55.70999908 No MI                                1.00E+17                    2.25               20110301                 12.625                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GII                      G03                                                      265600                1604.67                    360                     358                  6.875                      0                      0                   0.375                   7.25 GILBERT                AZ                                       85296 PUD                                    265600                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.25                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 WALN
GII                      G02                                                      271920                1586.20                    360                     358                  6.625                      0                      0                   0.375                      7 Springfield            VA                                       22152 PUD                                    271920                20060501                     80 No MI                                1.00E+17                    2.25               20110401                     12                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 WALN
GII                      G02                                                   399069.32                2203.20                    360                     357                   6.25                      0                      0                   0.375                  6.625 Raleigh                NC                                       27609 Single Family                          400000                20060401                     80 No MI                                1.00E+17                    2.75               20110301                 11.625                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G03                                                      313800                1928.56                    360                     357                      7                      0                      0                   0.375                  7.375 FREDERICK              MD                                       21702 PUD                                    313800                20060401                     80 No MI                                                            2.25               20110301                 13.375                  2.375                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GII                      G03                                                      160320                 835.00                    360                     356                  5.875                      0                      0                   0.375                   6.25 Cape Coral             FL                                       33909 Single Family                          160320                20060301                     80 No MI                                1.00E+17                    2.25               20110201                  12.25                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360201 AFL2
GI                       G02                                                       77600                 509.25                    360                     358                    7.5                      0                      0                   0.375                  7.875 Pearland               TX                                       77581 Single Family                           77600                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      284000                1863.75                    360                     359                    7.5                      0                      0                   0.375                  7.875 Modesto                CA                                       95355 Single Family                          284000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G02                                                      332000                1867.50                    360                     358                  6.375                      0                      0                   0.375                   6.75 LAS VEGAS              NV                                       89129 PUD                                    332000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  11.75                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      168000                1067.50                    360                     359                   7.25                      0                      0                   0.375                  7.625 Milledgeville          GA                                       31061 Single Family                          168000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.625                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      209600                1462.83                    360                     359                      8                      0                      0                   0.375                  8.375 Indianapolis           IN                                       46208 Single Family                          209600                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G03                                                      272000                1700.00                    360                     359                  7.125                      0                      0                   0.375                    7.5 YUCAIPA                CA                                       92399 Single Family                          272000                20060601                     80 No MI                                                            2.25               20110501                   12.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G02                                                      211400                1233.17                    360                     360                  6.625                      0                      0                   0.375                      7 DENVER                 CO                                       80220 Single Family                          211400                20060701                     70 No MI                                1.00E+17                    2.25               20110601                     12                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GI                       G02                                                      129600                 850.50                    360                     358                    7.5                      0                      0                   0.375                  7.875 Riverdale              GA                                       30296 PUD                                    129600                20060501            74.98000336 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G03                                                   986398.43                5137.49                    360                     357                  5.875                      0                      0                   0.375                   6.25 Reno                   NV                                       89511 Single Family                          987000                20060401            63.68000031 No MI                                1.00E+17                    2.25               20110301                  12.25                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GII                      G02                                                      196000                1102.50                    360                     358                  6.375                      0                      0                   0.375                   6.75 TAMPA                  FL                                       33629 Single Family                          196000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  11.75                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G03                                                      292000                1764.17                    360                     358                  6.875                      0                      0                   0.375                   7.25 WOODBRIDGE             VA                                       22193 Single Family                          292000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                      201680                1176.47                    360                     358                  6.625                      0                      0                   0.375                      7 Gainesville            GA                                       30507 PUD                                    201680                20060501                     80 No MI                                1.00E+17                    2.25               20110401                     12                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                       55400                 317.40                    360                     357                    6.5                      0                      0                   0.375                  6.875 DALLAS                 TX                                       75227 Single Family                           55400                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 11.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GII                      G02                                                      149120                 854.33                    360                     357                    6.5                      0                      0                   0.375                  6.875 COLLEGE PARK           GA                                       30349 Single Family                          149120                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 11.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G03                                                      169648                1060.30                    360                     357                  7.125                      0                      0                   0.375                    7.5 SPOKANE                WA                                       99208 Single Family                          169648                20060401                     80 No MI                                1.00E+17                    2.25               20110301                   12.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GII                      G02                                                       86840                 506.57                    360                     358                  6.625                      0                      0                   0.375                      7 ELOY                   AZ                                       85231 Single Family                           86840                20060501                     65 No MI                                1.00E+17                    2.25               20110401                     12                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G03                                                      415900                2512.73                    360                     358                  6.875                      0                      0                   0.375                   7.25 NAPLES                 FL                                       34119 Single Family                          415900                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G03                                                      198400                1240.00                    360                     358                  7.125                      0                      0                   0.375                    7.5 Orlando                FL                                       32825 Single Family                          198400                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                   183843.36                1168.17                    360                     358                   7.25                      0                      0                   0.375                  7.625 YUMA                   AZ                                       85364 Single Family                          183920                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.625                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G03                                                      157500                 935.16                    360                     358                   6.75                      0                      0                   0.375                  7.125 Northbridge            MA                                        1534 2-4 Family                             157500                20060501                     70 No MI                                1.00E+17                    2.25               20110401                 12.125                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G03                                                      300000                1875.00                    360                     358                  7.125                      0                      0                   0.375                    7.5 CLEARWATER             FL                                       33767 PUD                                    300000                20060501            56.06999969 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      397500                2608.59                    360                     358                    7.5                      0                      0                   0.375                  7.875 LOS ANGELES            CA                                       90011 2-4 Family                             397500                20060501                     75 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G01                                                   818722.73                5543.44                    360                     357                   7.75                      0                      0                   0.375                  8.125 Miami                  FL                                       33134 Condominium                            819000                20060401                     70 No MI                                1.00E+17                    2.25               20110301                 13.125                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GII                      G02                                                   148123.58                 975.54                    360                     357                    6.5                      0                      0                   0.375                  6.875 SAVANNAH               GA                                       31401 Single Family                          148500                20060401                     66 No MI                                1.00E+17                    2.25               20110301                 11.875                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360301 AFL2
GII                      G03                                                       86450                 513.30                    360                     359                   6.75                      0                      0                   0.375                  7.125 Aurora                 IL                                       60505 Single Family                           86450                20060601                     65 No MI                                1.00E+17                    2.25               20110501                 12.125                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G02                                                      355200                1961.00                    360                     358                   6.25                      0                      0                   0.375                  6.625 PHOENIX                AZ                                       85040 Single Family                          355200                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.625                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G03                                                      214720                1342.00                    360                     357                  7.125                      0                      0                   0.375                    7.5 Lehigh Acres           FL                                       33972 Single Family                          214720                20060401                     80 No MI                                1.00E+17                    2.25               20110301                   12.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GI                       G02                                                      119520                 834.15                    360                     357                      8                      0                      0                   0.375                  8.375 LAWRENCEVILLE          GA                                       30045 PUD                                    119520                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 13.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G02                                                    90527.74                 697.79                    360                     356                  8.125                      0                      0                   0.375                    8.5 Cedar Hill             TX                                       75104 Single Family                           90750                20060301                     75 No MI                                1.00E+17                    2.75               20110201                   14.5                  1.875                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360201 AFL2
GI                       G03                                                       90400                 565.00                    360                     357                  7.125                      0                      0                   0.375                    7.5 SNELLVILLE             GA                                       30039 Single Family                           90400                20060401                     80 No MI                                1.00E+17                    2.25               20110301                   12.5                  2.375                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G02                                                    55926.49                 415.80                    360                     358                   7.75                      0                      0                   0.375                  8.125 Warren                 OH                                       44485 Single Family                           56000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.125                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      215450                1369.01                    360                     357                   7.25                      0                      0                   0.375                  7.625 Oviedo                 FL                                       32765 PUD                                    215450                20060401            79.98999786 No MI                                1.00E+17                    2.25               20110301                 13.625                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GI                       G02                                                      382700                2431.74                    360                     358                   7.25                      0                      0                   0.375                  7.625 Mooresville            NC                                       28117 Single Family                          382700                20060501            66.55999756 No MI                                1.00E+17                    2.25               20130401                 12.625                  1.875                       1 First Lien                                    Y                                           84 Prepay                                    360                      84 N                                    20360401 AFL2
GI                       G02                                                      172320                1130.85                    360                     358                    7.5                      0                      0                   0.375                  7.875 Kissimmee              FL                                       34759 Single Family                          172320                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G03                                                      182000                1118.54                    360                     358                      7                      0                      0                   0.375                  7.375 Denver                 CO                                       80211 Single Family                          182000                20060501                     70 No MI                                1.00E+17                    2.25               20110401                 12.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G03                                                       92800                 580.00                    360                     358                  7.125                      0                      0                   0.375                    7.5 FAIRFIELD              OH                                       45014 Single Family                           92800                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G03                                                      204000                1275.00                    360                     358                  7.125                      0                      0                   0.375                    7.5 Las Vegas              NV                                       89142 Single Family                          204000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                   393039.99                2579.32                    360                     358                    7.5                      0                      0                   0.375                  7.875 Chesapeake             VA                                       23322 Single Family                          393040                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G03                                                      155200                 970.00                    360                     358                  7.125                      0                      0                   0.375                    7.5 Las Vegas              NV                                       89106 Single Family                          155200                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      202800                1309.75                    360                     355                  7.375                      0                      0                   0.375                   7.75 ROCKLEDGE              FL                                       32955 Single Family                          202800                20060201                     80 No MI                  M10001690006319600                        2.25               20110101                  12.75                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360101 ALT1
GII                      G02                                                      277600                1503.67                    360                     357                  6.125                      0                      0                   0.375                    6.5 Clermont               FL                                       34711 PUD                                    277600                20060401                     80 No MI                                1.00E+17                    2.25               20110301                   11.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GII                      G02                                                      128000                 720.00                    360                     355                  6.375                      0                      0                   0.375                   6.75 Miami                  FL                                       33125 Condominium                            128000                20060201                     80 No MI                                                            2.25               20110101                  11.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360101 AFL2
GI                       G02                                                      210000                1421.87                    360                     358                   7.75                      0                      0                   0.375                  8.125 BAKERSFIELD            CA                                       93313 Single Family                          210000                20060501                     75 No MI                                1.00E+17                    2.25               20110401                 13.125                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                   262164.09                1972.07                    360                     358                  7.875                      0                      0                   0.375                   8.25 Libertyville           IL                                       60048 Single Family                          262500                20060501                     70 No MI                                                            2.25               20110401                  13.25                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                   366359.75                2098.94                    360                     357                    6.5                      0                      0                   0.375                  6.875 ALEXANDRIA             VA                                       22312 Single Family                          366400                20060401                     80 No MI                                1.00E+17                    2.25               20130301                 11.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      84 N                                    20360301 AFL2
GII                      G02                                                      416250                2428.12                    360                     358                  6.625                      0                      0                   0.375                      7 SAN DIEGO              CA                                       92128 Condominium                            416250                20060501                     75 No MI                                1.00E+17                    2.25               20110401                     12                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      159436                1062.91                    360                     358                  7.625                      0                      0                   0.375                      8 Queen Creek            AZ                                       85243 PUD                                    159436                20060501                     80 No MI                                1.00E+17                    2.25               20110401                     13                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                    68714.18                 522.93                    360                     358                      8                      0                      0                   0.375                  8.375 Hilliard               OH                                       43026 Single Family                           68800                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      159980                1116.53                    360                     358                      8                      0                      0                   0.375                  8.375 MIDWAY                 UT                                       84049 Condominium                            159980                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                   119181.31                 875.69                    360                     358                  7.625                      0                      0                   0.375                      8 Palm Bay               FL                                       32909 Single Family                          119342                20060501                     80 No MI                                1.00E+17                    2.25               20110401                     13                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                   109549.99                 730.33                    360                     357                  7.625                      0                      0                   0.375                      8 LAS VEGAS              NV                                       89115 Condominium                            109550                20060401            79.97000122 No MI                  M10016317700058270                        2.25               20110301                     13                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 ALT1
GII                      G02                                                   166256.32                1067.40                    360                     357                   6.25                      0                      0                   0.375                  6.625 LAS VEGAS              NV                                       89123 Condominium                            166700                20060401            79.98999786 No MI                  M10016317700058483                       4.125               20110301                 12.625                  1.875                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360301 ALT1
GI                       G03                                                   274191.21                1895.21                    360                     359                      7                      0                      0                   0.375                  7.375 RIALTO                 CA                                       92376 Single Family                          274400                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.375                   3.75                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G02                                                      218800                1162.38                    360                     357                      6                      0                      0                   0.375                  6.375 HENDERSON              NV                                       89074 Condominium                            218800                20060401                     80 No MI                  M10016317700058762                       3.875               20110301                 12.375                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 ALT1
GII                      G02                                                      138250                 806.46                    360                     358                  6.625                      0                      0                   0.375                      7 Punta Gorda            FL                                       33951 Single Family                          138250                20060501                     70 No MI                                                            2.25               20110401                     12                    3.5                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                   199999.98                1083.33                    360                     357                  6.125                      0                      0                   0.375                    6.5 LAS VEGAS              NV                                       89113 Single Family                          200000                20060401            58.81999969 No MI                                1.00E+17                       3               20110301                   12.5                  1.875                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360301 ALT1
GII                      G02                                                      264000                1457.50                    360                     357                   6.25                      0                      0                   0.375                  6.625 LAS VEGAS              NV                                       89178 PUD                                    264000                20060401                     80 No MI                                1.00E+17                   4.125               20110301                 12.625                  2.625                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360301 ALT1
GII                      G03                                                   291999.08                1490.41                    360                     357                   5.75                      0                      0                   0.375                  6.125 LAS VEGAS              NV                                       89139 PUD                                    292000                20060401                     80 No MI                                1.00E+17                   2.625               20110301                 12.125                   3.75                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 ALT1
GII                      G03                                                   544599.98                2666.27                    360                     357                    5.5                      0                      0                   0.375                  5.875 LAS VEGAS              NV                                       89138 PUD                                    544600                20060401            79.84999847 No MI                                1.00E+17                   2.375               20110301                 11.875                   2.25                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360301 ALT1
GI                       G02                                                   119506.76                 877.49                    360                     359                  7.625                      0                      0                   0.375                      8 American Fork          UT                                       84003 Single Family                          119587                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     13                      2                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G02                                                      260000                1516.67                    360                     357                  6.625                      0                      0                   0.375                      7 LAS VEGAS              NV                                       89134 PUD                                    260000                20060401                     80 No MI                                1.00E+17                     4.5               20110301                     13                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 ALT1
GII                      G02                                                   157599.98                 919.33                    360                     357                  6.625                      0                      0                   0.375                      7 GLENDALE               AZ                                       85303 Single Family                          157600                20060401                     80 No MI                                1.00E+17                       5               20110301                     13                  4.125                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 ALT1
GI                       G02                                                      133450                 944.55                    360                     360                   7.25                      0                      0                   0.375                  7.625 Melissa                TX                                       75454 PUD                                    133450                20060701            79.98999786 No MI                                1.00E+17                    2.25               20110601                 12.625                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360601 AFL2
GII                      G02                                                      388000                2222.92                    360                     357                    6.5                      0                      0                   0.375                  6.875 MANASSAS               VA                                       20110 Single Family                          388000                20060401                     80 No MI                                                            2.25               20110301                 11.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G02                                                      256792                1631.70                    360                     358                   7.25                      0                      0                   0.375                  7.625 MARICOPA               AZ                                       85239 PUD                                    256792                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.625                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      194067                1293.78                    360                     358                  7.625                      0                      0                   0.375                      8 MARICOPA               AZ                                       85239 PUD                                    194067                20060501                     80 No MI                                1.00E+17                    2.25               20110401                     13                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G03                                                       67992                 410.79                    360                     360                  6.875                      0                      0                   0.375                   7.25 Phoenix                AZ                                       85035 Condominium                             67992                20060701                     80 No MI                                1.00E+17                    2.25               20110601                  12.25                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GI                       G02                                                   134305.14                 962.86                    360                     359                  7.375                      0                      0                   0.375                   7.75 Baltimore              MD                                       21212 Single Family                          134400                20060601                     70 No MI                                1.00E+17                    2.25               20110501                  12.75                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      165000                1134.38                    360                     358                  7.875                      0                      0                   0.375                   8.25 QUEEN CREEK            AZ                                       85242 Single Family                          165000                20060501                     75 No MI                                1.00E+17                    2.25               20110401                  13.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G03                                                   372451.67                2209.99                    360                     357                    5.5                      0                      0                   0.375                  5.875 LAS VEGAS              NV                                       89145 PUD                                    373600                20060401                     70 No MI                                1.00E+17                   3.375               20110301                 11.875                  1.875                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360301 ALT1
GII                      G03                                                      516000                2956.25                    360                     357                    6.5                      0                      0                   0.375                  6.875 HENDESON               NV                                       89012 PUD                                    516000                20060401                     80 No MI                                1.00E+17                    4.37               20110301                 12.875                    3.5                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 ALT1
GII                      G02                                                      380000                2058.33                    360                     357                  6.125                      0                      0                   0.375                    6.5 LAS VEGAS              NV                                       89131 PUD                                    380000                20060401                     80 No MI                                1.00E+17                       4               20110301                   12.5                  3.995                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 ALT1
GI                       G01                                                      825000                5242.19                    360                     357                   7.25                      0                      0                   0.375                  7.625 LAS VEGAS              NV                                       89135 Single Family                          825000                20060401                     75 No MI                                1.00E+17                       5               20110301                 13.625                  3.625                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 ALT1
GII                      G03                                                      267200                1614.33                    360                     355                  6.875                      0                      0                   0.375                   7.25 LAS VEGAS              NV                                       89141 Single Family                          267200                20060201                     80 No MI                                1.00E+17                     3.5               20110101                  13.25                  4.625                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360101 ALT1
GII                      G01                                                      327900                1502.87                    360                     357                  5.125                      0                      0                   0.375                    5.5 HENDERSON              NV                                       89044 PUD                                    327900                20060401                     80 No MI                                                            3.25               20090301                   11.5                  3.125                       2 First Lien                                    Y                                          120 Prepay                                    360                      36 N                                    20360301 ALT1
GII                      G02                                                      296250                1604.69                    360                     357                  6.125                      0                      0                   0.375                    6.5 PEORIA                 AZ                                       85383 PUD                                    296250                20060401                     75 No MI                  M10016319990021202                           4               20110301                   12.5                  2.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 ALT1
GII                      G01                                                   193312.59                1256.00                    360                     358                  6.375                      0                      0                   0.375                   6.75 Casa Grande            AZ                                       85222 PUD                                    193647                20060501                     80 No MI                                1.00E+17                    2.25               20090401                  12.75                  3.625                       2 First Lien                                    N                                            0 No_PP                                     360                      36 N                                    20360401 AFL2
GII                      G03                                                      221600                1338.83                    360                     359                  6.875                      0                      0                   0.375                   7.25 Louisville             KY                                       40223 Single Family                          221600                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G01                                                      462456                2938.52                    360                     358                   7.25                      0                      0                   0.375                  7.625 CORONA                 CA                                       92883 PUD                                    462456                20060501                     80 No MI                                1.00E+17                   2.375               20080401                 12.625                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      24 N                                    20360401 AFL2
GI                       G02                                                      478400                3139.50                    360                     360                    7.5                      0                      0                   0.375                  7.875 HANCOCK                CA                                       90044 2-4 Family                             478400                20060701                     80 No MI                                1.00E+17                    2.25               20110601                 12.875                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GII                      G02                                                   159153.16                 878.66                    360                     357                   6.25                      0                      0                   0.375                  6.625 Phoenix                AZ                                       85008 Condominium                            160180                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 12.625                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GII                      G02                                                      137600                 759.67                    360                     359                   6.25                      0                      0                   0.375                  6.625 Helena                 AL                                       35080 Single Family                          137600                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.625                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G03                                                      565600                3122.58                    360                     356                   6.25                      0                      0                   0.375                  6.625 Santa Cruz             CA                                       95065 Single Family                          565600                20060301                     80 No MI                                1.00E+17                    2.25               20110201                 12.625                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360201 AFL2
GII                      G02                                                      234000                1291.87                    360                     358                   6.25                      0                      0                   0.375                  6.625 VACAVILLE              CA                                       95688 Condominium                            234000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.625                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                      175500                 987.19                    360                     357                  6.375                      0                      0                   0.375                   6.75 YUBA CITY              CA                                       95991 Single Family                          175500                20060401                     65 No MI                                1.00E+17                    2.25               20110301                  12.75                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G03                                                      113175                 707.34                    360                     358                  7.125                      0                      0                   0.375                    7.5 Topeka                 KS                                       66606 Single Family                          113175                20060501                     75 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                      179250                1026.95                    360                     357                    6.5                      0                      0                   0.375                  6.875 Orlando                FL                                       32824 Condominium                            179250                20060401            79.98999786 No MI                                1.00E+17                    2.75               20110301                 12.875                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GI                       G03                                                   238515.93                1465.88                    360                     357                      7                      0                      0                   0.375                  7.375 GAINESVILLE            GA                                       30506 Single Family                          240000                20060401            66.66999817 No MI                                1.00E+17                    2.25               20110301                 12.375                  2.375                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G03                                                    71036.47                 491.76                    360                     357                      7                      0                      0                   0.375                  7.375 PENSACOLA              FL                                       32514 PUD                                     71200                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 12.375                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360301 AFL2
GII                      G01                                                   335405.46                2151.45                    360                     358                   6.25                      0                      0                   0.375                  6.625 Frederick              MD                                       21702 PUD                                    336000                20060501                     80 No MI                                1.00E+17                    2.25               20090401                 12.625                  1.875                       2 First Lien                                    N                                            0 No_PP                                     360                      36 N                                    20360401 AFL2
GI                       G03                                                      248000                1550.00                    360                     358                  7.125                      0                      0                   0.375                    7.5 Lexington Park         MD                                       20653 Single Family                          248000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      364650                2165.11                    360                     358                   6.75                      0                      0                   0.375                  7.125 CHANDLER               AZ                                       85248 PUD                                    364650                20060501            79.98999786 No MI                                1.00E+17                   2.375               20080401                 12.125                  1.875                       1 First Lien                                    Y                                           24 No_PP                                     360                      24 N                                    20360401 AFL2
GII                      G03                                                      208250                1236.48                    360                     359                   6.75                      0                      0                   0.375                  7.125 Bakersfield            CA                                       93312 Single Family                          208250                20060601                     70 No MI                                1.00E+17                    2.25               20110501                 12.125                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G03                                                      249600                1534.00                    360                     359                      7                      0                      0                   0.375                  7.375 SURPRISE               AZ                                       85374 PUD                                    249600                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      141120                 970.20                    360                     359                  7.875                      0                      0                   0.375                   8.25 Shallotte              NC                                       28468 Condominium                            141120                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  13.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      121000                 794.06                    360                     358                    7.5                      0                      0                   0.375                  7.875 HAMPTON                GA                                       30228 PUD                                    121000                20060501            79.97000122 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G03                                                      121225                 757.66                    360                     358                  7.125                      0                      0                   0.375                    7.5 Fort Walton Beach      FL                                       32547 Townhouse                              121225                20060501                     65 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      244720                1605.98                    360                     357                    7.5                      0                      0                   0.375                  7.875 PORT ST LUCIE          FL                                       34952 Single Family                          244720                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 12.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GI                       G02                                                    58664.82                 427.33                    360                     357                    7.5                      0                      0                   0.375                  7.875 ASHLAND CITY           TN                                       37015 Single Family                           58937                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 12.875                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360301 AFL2
GII                      G02                                                      364000                2047.50                    360                     357                  6.375                      0                      0                   0.375                   6.75 CONYERS                GA                                       30094 PUD                                    364000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                  11.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G02                                                      142100                 902.93                    360                     359                   7.25                      0                      0                   0.375                  7.625 POMPANO BEACH          FL                                       33060 PUD                                    142100                20060601                     70 No MI                                1.00E+17                    2.25               20110501                 12.625                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G02                                                      136800                 769.50                    360                     358                  6.375                      0                      0                   0.375                   6.75 CHESTERFIELD           VA                                       23832 Single Family                          136800                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  11.75                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 WALN
GI                       G02                                                      296000                1880.83                    360                     359                   7.25                      0                      0                   0.375                  7.625 Brentwood              MD                                       20722 Single Family                          296000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.625                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 WALN
GI                       G03                                                       90375                 555.43                    360                     359                      7                      0                      0                   0.375                  7.375 Lexington              SC                                       29073 Single Family                           90375                20060601                     75 No MI                                1.00E+17                    2.25               20110501                 12.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                   126569.62                 908.05                    360                     358                  7.375                      0                      0                   0.375                   7.75 Lawrenceville          GA                                       30045 Single Family                          126750                20060501                     75 No MI                                1.00E+17                    2.25               20110401                  12.75                      2                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      221200                1497.71                    360                     359                   7.75                      0                      0                   0.375                  8.125 Riverdale              GA                                       30296 Single Family                          221200                20060601            79.98000336 No MI                                1.00E+17                    2.25               20110501                 13.125                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G02                                                      315950                1810.13                    360                     358                    6.5                      0                      0                   0.375                  6.875 Hanford                CA                                       93230 Single Family                          315950                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      128080                 853.87                    360                     358                  7.625                      0                      0                   0.375                      8 VANCOUVER              WA                                       98661 Single Family                          128080                20060501                     80 No MI                                1.00E+17                    2.25               20110401                     13                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G03                                                      360000                2212.50                    360                     359                      7                      0                      0                   0.375                  7.375 SILVER SPRING          MD                                       20903 Single Family                          360000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.375                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G02                                                      401900                2176.96                    360                     357                  6.125                      0                      0                   0.375                    6.5 RENO                   NV                                       89521 PUD                                    401900                20060401            79.98999786 No MI                                1.00E+17                    2.25               20110301                   12.5                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GIII                     G03                                                   751989.05                3290.00                    360                     354                      5                      0                      0                    0.25                   5.25 NESCONSET              NY                                       11767 Single Family                          752000                20060101                     80 No MI                                1.00E+17                    2.25               20101201                  10.25                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20351201 ADN1
GII                      G02                                                   273380.73                1509.29                    360                     358                   6.25                      0                      0                   0.375                  6.625 DANVILLE               CA                                       94526 PUD                                    275000                20060501            21.14999962 No MI                                1.00E+17                    2.25               20110401                 11.625                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G03                                                    343794.2                2376.31                    360                     359                      7                      0                      0                   0.375                  7.375 N Las Vegas            NV                                       89084 PUD                                    344056                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.375                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 WALN
GI                       G02                                                      288000                1890.00                    360                     359                    7.5                      0                      0                   0.375                  7.875 GAITHERSBURG           MD                                       20879 Townhouse                              288000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G03                                                      306300                1595.31                    360                     358                  5.875                      0                      0                   0.375                   6.25 Sparks                 NV                                       89436 PUD                                    306300                20060501            79.98999786 No MI                                1.00E+17                    2.25               20110401                  12.25                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                      150000                 875.00                    360                     358                  6.625                      0                      0                   0.375                      7 MYRTLE BEACH           SC                                       29588 PUD                                    150000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                     12                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                      211920                1192.05                    360                     358                  6.375                      0                      0                   0.375                   6.75 Sedro Woolley          WA                                       98284 PUD                                    211920                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.75                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                   114506.59                 880.99                    360                     359                  8.125                      0                      0                   0.375                    8.5 Katy                   TX                                       77449 Single Family                          114576                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   13.5                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G03                                                  1397754.23                9432.06                    360                     358                   6.75                      0                      0                   0.375                  7.125 SAINT GEORGE ISLAND    FL                                       32328 Single Family                         1400000                20060501            58.33000183 No MI                                1.00E+17                    2.25               20110401                 12.125                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                    231891.8                1328.55                    360                     358                    6.5                      0                      0                   0.375                  6.875 Heber                  CA                                       92249 Single Family                          231912                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G03                                                      179600                1066.38                    360                     359                   6.75                      0                      0                   0.375                  7.125 LAKEVILLE              MN                                       55044 Townhouse                              179600                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.125                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G03                                                      432000                2610.00                    360                     353                  6.875                      0                      0                   0.375                   7.25 CORAL SPRINGS          FL                                       33067 PUD                                    432000                20051201                     80 No MI                                1.00E+17                    2.75               20101101                  13.25                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20351101 ADN1
GI                       G02                                                      151920                 981.15                    360                     358                  7.375                      0                      0                   0.375                   7.75 Spring Hill            FL                                       34609 Single Family                          151920                20060501                     80 No MI                                                            2.25               20110401                  12.75                  2.375                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      228800                1453.83                    360                     359                   7.25                      0                      0                   0.375                  7.625 Kissimmee              FL                                       34759 PUD                                    228800                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.625                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G03                                                   137007.52                 699.31                    360                     356                   5.75                      0                      0                   0.375                  6.125 Summerville            SC                                       29485 PUD                                    137200                20060301            79.98999786 No MI                                1.00E+17                    2.25               20110201                 12.125                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360201 AFL2
GII                      G03                                                    95977.66                 469.89                    360                     356                    5.5                      0                      0                   0.375                  5.875 Edmonds                WA                                       98020 Condominium                             96000                20060301                     80 No MI                                1.00E+17                    2.25               20110201                 11.875                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360201 AFL2
GII                      G03                                                      260800                1575.67                    360                     359                  6.875                      0                      0                   0.375                   7.25 East Freetown          MA                                        2717 Single Family                          260800                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G02                                                      401650                2301.12                    360                     358                    6.5                      0                      0                   0.375                  6.875 Elk Grove              CA                                       95758 Single Family                          401650                20060501            79.98999786 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G03                                                      484000                2772.92                    360                     359                    6.5                      0                      0                   0.375                  6.875 Bristow                VA                                       20136 PUD                                    484000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 WALN
GI                       G02                                                      100000                 666.67                    360                     358                  7.625                      0                      0                   0.375                      8 Lakewood               CO                                       80226 Condominium                            100000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                     14                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G01                                                      137190                 743.11                    360                     358                  6.125                      0                      0                   0.375                    6.5 EDMONDS                WA                                       98026 Condominium                            137190                20060501                     80 No MI                                1.00E+17                    2.25               20090401                   12.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      36 N                                    20360401 AFL2
GII                      G02                                                      152688                 827.06                    360                     358                  6.125                      0                      0                   0.375                    6.5 Jacksonville           FL                                       32216 Condominium                            152688                20060501                     80 No MI                                1.00E+17                    2.75               20110401                   11.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                      116424                 679.14                    360                     358                  6.625                      0                      0                   0.375                      7 San Antonio            TX                                       78261 PUD                                    116424                20060501                     80 No MI                                1.00E+17                    2.75               20110401                     12                  2.375                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G03                                                      216000                1350.00                    360                     359                  7.125                      0                      0                   0.375                    7.5 Kernville              CA                                       93238 2-4 Family                             216000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   12.5                  2.375                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G03                                                      226735                1133.68                    360                     359                  5.625                      0                      0                   0.375                      6 North Las Vegas        NV                                       89081 PUD                                    226735                20060601            53.13000107 No MI                                1.00E+17                    2.25               20110501                     11                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 WALN
GII                      G02                                                      340000                1947.92                    360                     358                    6.5                      0                      0                   0.375                  6.875 Miami                  FL                                       33196 Single Family                          340000                20060501                     80 No MI                                1.00E+17                    2.75               20110401                 12.875                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      158400                1056.00                    360                     359                  7.625                      0                      0                   0.375                      8 TUCSON                 AZ                                       85746 PUD                                    158400                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     13                  2.375                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G03                                                      108000                 663.75                    360                     359                      7                      0                      0                   0.375                  7.375 Selma                  CA                                       93662 Single Family                          108000                20060601                     40 No MI                                1.00E+17                    2.25               20110501                 12.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G03                                                      650000                3791.67                    360                     358                  6.625                      0                      0                   0.375                      7 SAN FRANCISCO          CA                                       94110 Single Family                          650000                20060501            54.16999817 No MI                                1.00E+17                    2.25               20110401                     12                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      208000                1321.67                    360                     359                   7.25                      0                      0                   0.375                  7.625 DES MOINES             WA                                       98198 Single Family                          208000                20060601                     80 No MI                                                            2.25               20110501                 12.625                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G03                                                      192794                1204.96                    360                     359                  7.125                      0                      0                   0.375                    7.5 HENDERSON              NV                                       89044 PUD                                    192794                20060601                     80 No MI                                                            2.25               20110501                   12.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      276000                1782.50                    360                     359                  7.375                      0                      0                   0.375                   7.75 STERLING               VA                                       20164 Condominium                            276000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      124500                 830.00                    360                     359                  7.625                      0                      0                   0.375                      8 Waterbury              CT                                        6704 2-4 Family                             124500                20060601                     75 No MI                                1.00E+17                    2.25               20110501                     13                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G03                                                      268720                1623.52                    360                     359                  6.875                      0                      0                   0.375                   7.25 Manassas Park          VA                                       20111 Condominium                            268720                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.25                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G02                                                      208800                1131.00                    360                     358                  6.125                      0                      0                   0.375                    6.5 PHOENIX                AZ                                       85043 Single Family                          208800                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   11.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                      123200                 718.67                    360                     358                  6.625                      0                      0                   0.375                      7 Greeley                CO                                       80634 Single Family                          123200                20060501                     80 No MI                                1.00E+17                    2.25               20110401                     12                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      193600                1230.17                    360                     359                   7.25                      0                      0                   0.375                  7.625 Escondido              CA                                       92027 Condominium                            193600                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.625                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 WALN
GI                       G02                                                      307500                1985.94                    360                     358                  7.375                      0                      0                   0.375                   7.75 Kent                   WA                                       98031 Single Family                          307500                20060501                     75 No MI                                1.00E+17                    2.25               20110401                  12.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      219416                1394.21                    360                     359                   7.25                      0                      0                   0.375                  7.625 LAS VEGAS              NV                                       89131 PUD                                    219416                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.625                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                       70000                 444.79                    360                     358                   7.25                      0                      0                   0.375                  7.625 Upper Darby            PA                                       19082 Single Family                           70000                20060501            73.68000031 No MI                                1.00E+17                    2.25               20110401                 12.625                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      292663                1951.09                    360                     359                  7.625                      0                      0                   0.375                      8 EL CENTRO              CA                                       92243 Single Family                          292663                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     13                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G03                                                      568000                3195.00                    360                     358                  6.375                      0                      0                   0.375                   6.75 Boca Raton             FL                                       33486 Single Family                          568000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.75                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                    42097.42                 320.37                    360                     358                      8                      0                      0                   0.375                  8.375 ROME                   NY                                       13440 2-4 Family                              42150                20060501            69.94999695 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      288768                1955.20                    360                     358                   7.75                      0                      0                   0.375                  8.125 ORLANDO                FL                                       32819 Condominium                            288768                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.125                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                       80000                 558.33                    360                     358                      8                      0                      0                   0.375                  8.375 Sterling Heights       MI                                       48310 Condominium                             80000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      120000                 775.00                    360                     358                  7.375                      0                      0                   0.375                   7.75 Austell                GA                                       30106 Single Family                          120000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  13.75                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                      319920                1832.88                    360                     358                    6.5                      0                      0                   0.375                  6.875 YUCAIPA                CA                                       92399 Single Family                          319920                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      264000                1732.50                    360                     358                    7.5                      0                      0                   0.375                  7.875 FREDERICK              MD                                       21703 Single Family                          264000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G01                                                   580524.92                4417.92                    360                     358                      8                      0                      0                   0.375                  8.375 Fairfield              NJ                                        7004 Single Family                          581250                20060501                     75 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G03                                                      498400                3063.08                    360                     358                      7                      0                      0                   0.375                  7.375 CHULA VISTA            CA                                       91914 PUD                                    498400                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                      164500                 925.31                    360                     360                  6.375                      0                      0                   0.375                   6.75 Las Vegas              NV                                       89142 Single Family                          164500                20060701                     70 No MI                                1.00E+17                    2.25               20110601                  11.75                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GII                      G02                                                      172467                 988.10                    360                     359                    6.5                      0                      0                   0.375                  6.875 Gold Canyon            AZ                                       85218 PUD                                    172467                20060601                     70 No MI                                1.00E+17                    2.25               20110501                 11.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G03                                                      223200                1395.00                    360                     357                  7.125                      0                      0                   0.375                    7.5 Bethesda               MD                                       20816 Condominium                            223200                20060401                     80 No MI                                1.00E+17                    2.25               20110301                   12.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G02                                                      287200                1884.75                    360                     359                    7.5                      0                      0                   0.375                  7.875 Stafford               VA                                       22534 Single Family                          287200                20060601                     80 No MI                                1.00E+17                    2.25               20080501                 12.875                  1.875                       1 First Lien                                    Y                                           24 No_PP                                     360                      24 N                                    20360501 AFL2
GII                      G03                                                      190960                1153.72                    360                     359                  6.875                      0                      0                   0.375                   7.25 Las Vegas              NV                                       89115 Single Family                          190960                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GIII                     G03                                                      620800                3880.00                    360                     358                   7.25                      0                      0                    0.25                    7.5 FORT LAUDERDALE        FL                                       33301 Condominium                            620800                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 ADN1
GIII                     G03                                                      504000                2992.50                    360                     358                  6.875                      0                      0                    0.25                  7.125 ARLINGTON              VA                                       22213 Single Family                          504000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.125                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 ADN1
GII                      G03                                                       88000                 531.67                    360                     358                  6.875                      0                      0                   0.375                   7.25 HOUSTON                TX                                       77067 PUD                                     88000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.25                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      180000                1181.25                    360                     358                    7.5                      0                      0                   0.375                  7.875 KISSIMMEE              FL                                       34744 Single Family                          180000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                      171273                 981.25                    360                     359                    6.5                      0                      0                   0.375                  6.875 Castle Rock            CO                                       80109 PUD                                    171273                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G01                                                   211999.99                1148.33                    360                     357                  6.125                      0                      0                   0.375                    6.5 NORTH LAS VEGAS        NV                                       89032 Single Family                          212000                20060401                     80 No MI                                1.00E+17                       5               20090301                   12.5                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      36 N                                    20360301 ALT1
GI                       G02                                                   125899.98                 813.10                    360                     357                  7.375                      0                      0                   0.375                   7.75 NORTH LAS VEGAS        NV                                       89130 Condominium                            125900                20060401            79.98999786 No MI                  M10016317700055273                           5               20110301                  13.75                  4.625                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360301 ALT1
GII                      G02                                                      340000                1806.25                    360                     357                      6                      0                      0                   0.375                  6.375 LANCASTER              CA                                       93536 Single Family                          340000                20060401                     80 No MI                                1.00E+17                   2.875               20110301                 12.375                  4.625                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 ALT1
GII                      G02                                                      236000                1278.33                    360                     357                  6.125                      0                      0                   0.375                    6.5 LAS VEGAS              NV                                       89178 PUD                                    236000                20060401                     80 No MI                  M10016317700055515                        2.25               20110301                   12.5                    2.5                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 ALT1
GI                       G03                                                      107120                 669.50                    360                     357                  7.125                      0                      0                   0.375                    7.5 ROYSE CITY             TX                                       75189 PUD                                    107120                20060401                     80 No MI                                1.00E+17                    2.25               20110301                   12.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GI                       G01                                                      480000                3400.00                    360                     359                  8.125                      0                      0                   0.375                    8.5 SCOTTSDALE             AZ                                       85254 Single Family                          480000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   13.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      358400                2426.67                    360                     359                   7.75                      0                      0                   0.375                  8.125 ANTHEM                 AZ                                       85086 Single Family                          358400                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.125                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G03                                                   478099.99                2689.32                    360                     357                  6.375                      0                      0                   0.375                   6.75 SAN JOSE               CA                                       95125 PUD                                    478100                20060401                     70 No MI                                1.00E+17                    4.25               20110301                  12.75                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 ALT1
GII                      G02                                                      230400                1224.00                    360                     357                      6                      0                      0                   0.375                  6.375 NORTH LAS VEGAS        NV                                       89032 Single Family                          230400                20060401                     80 No MI                                1.00E+17                       5               20110301                 12.375                  3.875                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360301 ALT1
GII                      G02                                                      136000                 779.17                    360                     357                    6.5                      0                      0                   0.375                  6.875 SUN CITY WEST          AZ                                       85375 PUD                                    136000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 11.875                  4.625                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 ALT1
GII                      G03                                                      229600                1363.25                    360                     358                   6.75                      0                      0                   0.375                  7.125 CAPE CORAL             FL                                       33991 Single Family                          229600                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.125                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G03                                                      204800                1280.00                    360                     358                  7.125                      0                      0                   0.375                    7.5 Midvale                UT                                       84047 2-4 Family                             204800                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      236115                1647.89                    360                     360                      8                      0                      0                   0.375                  8.375 Aurora                 CO                                       80018 PUD                                    236115                20060701                     75 No MI                                1.00E+17                    2.25               20110601                 13.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GII                      G03                                                      192000                1160.00                    360                     358                  6.875                      0                      0                   0.375                   7.25 ORANGE PARK            FL                                       32073 Single Family                          192000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G03                                                      352800                2205.00                    360                     360                  7.125                      0                      0                   0.375                    7.5 RIVERSIDE              CA                                       92503 Single Family                          352800                20060701                     75 No MI                                1.00E+17                    2.25               20110601                   12.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GI                       G02                                                      300000                2093.75                    360                     358                      8                      0                      0                   0.375                  8.375 Mount Vernon           WA                                       98273 Single Family                          300000                20060501                     75 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      247500                1753.12                    360                     360                  8.125                      0                      0                   0.375                    8.5 PHOENIX                AZ                                       85028 Single Family                          247500                20060701                     75 No MI                                1.00E+17                    2.25               20110601                   13.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GI                       G02                                                      270000                1771.88                    360                     359                    7.5                      0                      0                   0.375                  7.875 Los Angeles            CA                                       90043 Single Family                          270000                20060601                     75 No MI                                1.00E+17                    2.25               20110501                 12.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G03                                                   508951.18                2703.80                    360                     358                      6                      0                      0                   0.375                  6.375 Corona                 CA                                       92882 PUD                                    509900                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 WALN
GI                       G02                                                      200000                1354.17                    360                     359                   7.75                      0                      0                   0.375                  8.125 Dover                  NJ                                        7801 Single Family                          200000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.125                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 WALN
GI                       G02                                                      113600                 769.17                    360                     358                   7.75                      0                      0                   0.375                  8.125 Apache Junction        AZ                                       85220 Condominium                            113600                20060501            78.88999939 No MI                                1.00E+17                    2.25               20110401                 13.125                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      132750                 940.31                    360                     359                  8.125                      0                      0                   0.375                    8.5 Denton                 TX                                       76201 PUD                                    132750                20060601                     75 No MI                                1.00E+17                    2.25               20110501                   13.5                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GIII                     G03                                                   451305.39                2711.22                    360                     358                   5.75                      0                      0                    0.25                      6 INDIO                  CA                                       92203 PUD                                    452208                20060501                     80 No MI                                1.00E+17                    2.25               20110401                     11                  1.875                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 ADN1
GII                      G03                                                      300000                1781.25                    360                     358                   6.75                      0                      0                   0.375                  7.125 LONG BRANCH            NJ                                        7740 Single Family                          300000                20060501            54.54999924 No MI                                1.00E+17                    2.25               20110401                 12.125                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 WALN
GI                       G03                                                    111217.4                 778.23                    360                     359                  7.125                      0                      0                   0.375                    7.5 Midway                 FL                                       32343 Single Family                          111300                20060601                     70 No MI                                1.00E+17                    2.25               20110501                   12.5                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      260000                1706.25                    360                     359                    7.5                      0                      0                   0.375                  7.875 HYATTSVILLE            MD                                       20781 Single Family                          260000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G02                                                      400000                2125.00                    360                     358                      6                      0                      0                   0.375                  6.375 SCOTTSDALE             AZ                                       85259 PUD                                    400000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 WALN
GII                      G02                                                    89925.51                 598.77                    360                     359                  6.625                      0                      0                   0.375                      7 Las Vegas              NV                                       89102 Condominium                             90000                20060601                     50 No MI                                1.00E+17                    2.25               20110501                     12                      2                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                       85500                 552.19                    360                     359                  7.375                      0                      0                   0.375                   7.75 Lithonia               GA                                       30058 Single Family                           85500                20060601                     75 No MI                                1.00E+17                    2.25               20110501                  12.75                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      256000                1626.67                    360                     358                   7.25                      0                      0                   0.375                  7.625 BOYNTON BEACH          FL                                       33436 Single Family                          256000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.625                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 WALN
GI                       G02                                                   161065.94                 855.66                    360                     358                      6                      0                      0                   0.375                  6.375 FLORENCE               AZ                                       85232 PUD                                    161203                20060501                     80 No MI                                1.00E+17                   2.375               20080401                 11.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      24 N                                    20360401 AFL2
GI                       G02                                                      416000                2730.00                    360                     358                    7.5                      0                      0                   0.375                  7.875 Alexandria             VA                                       22309 Single Family                          416000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.875                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      223930                1422.89                    360                     358                   7.25                      0                      0                   0.375                  7.625 Albertville            MN                                       55301 Single Family                          223930                20060501                     70 No MI                                1.00E+17                    2.25               20110401                 12.625                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G03                                                      460800                2208.00                    360                     352                  5.375                      0                      0                   0.375                   5.75 VAIL                   CO                                       81657 Single Family                          460800                20051101            46.31000137 No MI                                1.00E+17                    2.75               20101001                  11.75                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20351001 ALT1
GI                       G03                                                      184000                1150.00                    360                     358                  7.125                      0                      0                   0.375                    7.5 Blacksburg             VA                                       24060 Condominium                            184000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 WALN
GII                      G03                                                      138392                 836.12                    360                     357                  6.875                      0                      0                   0.375                   7.25 Covington              GA                                       30016 PUD                                    138392                20060401                     80 No MI                                1.00E+17                    2.25               20110301                  12.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GII                      G03                                                      543200                3281.83                    360                     358                  6.875                      0                      0                   0.375                   7.25 PHOENIX                AZ                                       85050 PUD                                    543200                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      153589                1071.92                    360                     357                      8                      0                      0                   0.375                  8.375 JONESBORO              GA                                       30238 Single Family                          153589                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 13.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G02                                                      133217                 846.48                    360                     357                   7.25                      0                      0                   0.375                  7.625 College Park           GA                                       30349 PUD                                    133217                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 12.625                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G02                                                   139999.21                 962.49                    360                     357                  7.875                      0                      0                   0.375                   8.25 STOCKBRIDGE            GA                                       30281 Single Family                          140000                20060401                     80 No MI                                                            2.25               20110301                  13.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GII                      G03                                                      112000                 560.00                    360                     358                  5.625                      0                      0                   0.375                      6 Ellijay                GA                                       30540 PUD                                    112000                20060501            64.04000092 No MI                                1.00E+17                    2.25               20110401                     11                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G03                                                      116432                 703.44                    360                     357                  6.875                      0                      0                   0.375                   7.25 UNION CITY             GA                                       30291 PUD                                    116432                20060401                     80 No MI                                1.00E+17                    2.25               20110301                  12.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GII                      G02                                                      195252                1138.97                    360                     359                  6.625                      0                      0                   0.375                      7 ORLANDO                FL                                       32828 PUD                                    195252                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     12                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G03                                                   342483.08                1783.77                    360                     357                  5.875                      0                      0                   0.375                   6.25 LINCOLN                CA                                       95648 Single Family                          342928                20060401                     80 No MI                                1.00E+17                    2.25               20110301                  11.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G01                                                      264000                1650.00                    360                     360                  7.125                      0                      0                   0.375                    7.5 Waldorf                MD                                       20602 Single Family                          264000                20060701                     80 No MI                                1.00E+17                    2.25               20110601                   12.5                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360601 AFL2
GI                       G02                                                      187405                1229.85                    360                     358                    7.5                      0                      0                   0.375                  7.875 Tolleson               AZ                                       85353 PUD                                    187405                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G03                                                   239919.69                1424.52                    360                     352                   6.75                      0                      0                   0.375                  7.125 Tarpon Springs         FL                                       34689 Single Family                          239920                20051101                     80 No MI                                1.00E+17                    2.25               20101001                 12.125                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20351001 AFL2
GII                      G03                                                    99677.27                 673.72                    360                     356                   6.75                      0                      0                   0.375                  7.125 JONESBORO              GA                                       30236 Single Family                          100000                20060301                     80 No MI                                1.00E+17                    2.25               20110201                 12.125                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360201 AFL2
GII                      G03                                                      488000                2694.17                    360                     359                   6.25                      0                      0                   0.375                  6.625 Hillsboro              OR                                       97123 Single Family                          488000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.625                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G03                                                      228000                1377.50                    360                     359                  6.875                      0                      0                   0.375                   7.25 Tempe                  AZ                                       85283 Single Family                          228000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.25                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      272000                1926.67                    360                     359                  8.125                      0                      0                   0.375                    8.5 Stockton               CA                                       95210 Single Family                          272000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   13.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G02                                                      167980                 979.88                    360                     359                  6.625                      0                      0                   0.375                      7 Frisco                 TX                                       75034 PUD                                    168000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     12                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G02                                                      284350                1658.71                    360                     355                  6.625                      0                      0                   0.375                      7 SAINT CLOUD            FL                                       34769 PUD                                    284350                20060201            79.98999786 No MI                                1.00E+17                    2.75               20110101                     13                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360101 ALT1
GI                       G02                                                      155440                1020.08                    360                     359                    7.5                      0                      0                   0.375                  7.875 MESA                   AZ                                       85202 PUD                                    155440                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.875                    2.5                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G03                                                   230300.01                1367.41                    360                     359                   6.75                      0                      0                   0.375                  7.125 Las Vegas              NV                                       89148 PUD                                    230400                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.125                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      212000                1369.17                    360                     359                  7.375                      0                      0                   0.375                   7.75 Pembroke Pines         FL                                       33026 PUD                                    212000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.75                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G03                                                      203500                1271.88                    360                     359                  7.125                      0                      0                   0.375                    7.5 Hatboro                PA                                       19040 Single Family                          203500                20060601            79.98999786 No MI                                1.00E+17                    2.25               20110501                   12.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G02                                                      285550                1546.73                    360                     356                  6.125                      0                      0                   0.375                    6.5 GILBERT                AZ                                       85296 PUD                                    285550                20060301            79.98999786 No MI                                1.00E+17                    2.25               20110201                   11.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360201 AFL2
GI                       G02                                                      258400                1641.92                    360                     357                   7.25                      0                      0                   0.375                  7.625 Temple Hills           MD                                       20748 Single Family                          258400                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 12.625                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GI                       G01                                                      447012                2980.08                    360                     360                  7.625                      0                      0                   0.375                      8 MOUNTAIN HOUSE         CA                                       95391 Single Family                          447012                20060701                     80 No MI                                1.00E+17                    2.25               20110601                     13                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GII                      G03                                                   256499.15                1561.56                    360                     358                   5.75                      0                      0                   0.375                  6.125 Silver Spring          MD                                       20906 2-4 Family                             257000                20060501            59.77000046 No MI                                1.00E+17                    2.25               20110401                 11.125                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G03                                                      602550                3640.41                    360                     359                  6.875                      0                      0                   0.375                   7.25 Kew Gardens            NY                                       11415 2-4 Family                             602550                20060601                     65 No MI                                1.00E+17                    2.25               20110501                  12.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 WALN
GI                       G02                                                      220000                1397.92                    360                     358                   7.25                      0                      0                   0.375                  7.625 Henderson              NV                                       89015 PUD                                    220000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.625                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 WALN
GII                      G03                                                      224000                1330.00                    360                     357                   6.75                      0                      0                   0.375                  7.125 Strasburg              VA                                       22657 Townhouse                              224000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 12.125                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G02                                                      154400                 981.08                    360                     358                   7.25                      0                      0                   0.375                  7.625 North Las Vegas        NV                                       89030 Single Family                          154400                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.625                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G01                                                      800000                5583.33                    360                     358                      8                      0                      0                   0.375                  8.375 LAS VEGAS              NV                                       89109 Condominium                            800000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 WALN
GI                       G03                                                    82277.32                 576.15                    360                     358                  7.125                      0                      0                   0.375                    7.5 Baltimore              MD                                       21213 Townhouse                               82400                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G01                                                      910000                6066.67                    360                     360                  7.625                      0                      0                   0.375                      8 PALM BEACH GARDENS     FL                                       33418 PUD                                    910000                20060701                     70 No MI                                1.00E+17                    2.25               20110601                     13                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GII                      G02                                                   235940.75                1302.59                    360                     355                   6.25                      0                      0                   0.375                  6.625 Canutillo              TX                                       79835 Single Family                          236000                20060201                     80 No MI                                1.00E+17                    2.25               20110101                 11.625                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360101 AFL2
GI                       G03                                                      491050                3069.06                    360                     358                  7.125                      0                      0                   0.375                    7.5 Lorton                 VA                                       22079 Single Family                          491050                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G03                                                      128800                 778.17                    360                     360                  6.875                      0                      0                   0.375                   7.25 Little Rock            AR                                       72211 Single Family                          128800                20060701                     80 No MI                                1.00E+17                    2.25               20110601                  12.25                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GI                       G03                                                      160070                 983.76                    360                     359                      7                      0                      0                   0.375                  7.375 Maricopa               AZ                                       85239 PUD                                    160070                20060601                     70 No MI                                1.00E+17                    2.25               20110501                 12.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 WALN
GII                      G02                                                      340000                1983.33                    360                     359                  6.625                      0                      0                   0.375                      7 Plantation             FL                                       33317 Single Family                          340000                20060601                     80 No MI                                                            2.25               20110501                     12                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 WALN
GI                       G03                                                      629500                3803.23                    360                     359                      7                      0                      0                    0.25                   7.25 New York               NY                                       10003 CO-OP                                  629500                20060601            69.94000244 No MI                                                            2.25               20110501                  12.25                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G03                                                      504000                2835.00                    360                     355                  6.375                      0                      0                   0.375                   6.75 Santa Ana              CA                                       92701 Single Family                          504000                20060201                     80 No MI                                1.00E+17                    2.75               20110101                  11.75                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360101 AFL2
GI                       G02                                                      336000                2170.00                    360                     359                  7.375                      0                      0                   0.375                   7.75 Aventura               FL                                       33180 Condominium                            336000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 WALN
GII                      G02                                                      192651                1083.66                    360                     358                  6.375                      0                      0                   0.375                   6.75 Homestead              FL                                       33033 PUD                                    192651                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  11.75                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G03                                                      215200                1345.00                    360                     359                  7.125                      0                      0                   0.375                    7.5 Fairfax                VA                                       22030 Condominium                            215200                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   12.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      145992                1018.90                    360                     359                      8                      0                      0                   0.375                  8.375 Tampa                  FL                                       33624 Condominium                            145992                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G03                                                   115992.74                 700.79                    360                     358                  6.875                      0                      0                   0.375                   7.25 Glendale               AZ                                       85303 Single Family                          116000                20060501            62.70000076 No MI                                1.00E+17                    2.25               20110401                  12.25                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 WALN
GI                       G02                                                      140000                 918.75                    360                     358                    7.5                      0                      0                   0.375                  7.875 FORT MYERS             FL                                       33907 2-4 Family                             140000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 WALN
GII                      G03                                                      248000                1498.34                    360                     358                  6.875                      0                      0                   0.375                   7.25 LAS VEGAS              NV                                       89147 Single Family                          248000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.25                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 WALN
GI                       G03                                                      156675                 979.22                    360                     358                  7.125                      0                      0                   0.375                    7.5 Tamarac                FL                                       33321 Townhouse                              156675                20060501                     75 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                      114450                 643.78                    360                     359                  6.375                      0                      0                   0.375                   6.75 Pleasant View          TN                                       37146 Condominium                            114450                20060601            79.98000336 No MI                                1.00E+17                    2.25               20110501                  11.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G02                                                   174511.17                1091.77                    360                     357                  6.125                      0                      0                    0.25                  6.375 Loganville             GA                                       30052 Single Family                          175000                20060401            46.66999817 No MI                                1.00E+17                    2.25               20110301                 11.375                  1.875                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G02                                                      263150                1370.57                    360                     357                  5.875                      0                      0                   0.375                   6.25 ALEXANDRIA             VA                                       22304 Condominium                            263150                20060401            74.98999786 No MI                                1.00E+17                   2.375               20080301                  11.25                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      24 N                                    20360301 AFL2
GII                      G02                                                      121443                 695.77                    360                     358                    6.5                      0                      0                   0.375                  6.875 CLERMONT               FL                                       34711 PUD                                    121443                20060501                     70 No MI                                1.00E+17                    2.25               20110401                 11.875                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 WALN
GII                      G02                                                      280000                1633.33                    360                     359                  6.625                      0                      0                   0.375                      7 San Diego              CA                                       92114 Single Family                          280000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     12                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 WALN
GII                      G02                                                      395200                2181.83                    360                     358                   6.25                      0                      0                   0.375                  6.625 MANASSAS               VA                                       20110 Single Family                          395200                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.625                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 WALN
GI                       G03                                                      231200                1420.92                    360                     358                      7                      0                      0                   0.375                  7.375 Miami                  FL                                       33193 PUD                                    231200                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.375                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                      154000                 866.25                    360                     359                  6.375                      0                      0                   0.375                   6.75 WOLCOTT                CT                                        6716 Single Family                          154000                20060601            66.08999634 No MI                                1.00E+17                    2.25               20110501                  11.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      172000                1128.75                    360                     358                    7.5                      0                      0                   0.375                  7.875 Mesa                   AZ                                       85204 Single Family                          172000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 WALN
GI                       G02                                                      174400                1126.33                    360                     358                  7.375                      0                      0                   0.375                   7.75 Oakland Park           FL                                       33309 Condominium                            174400                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.75                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 WALN
GI                       G02                                                      272000                1785.00                    360                     359                    7.5                      0                      0                   0.375                  7.875 Debary                 FL                                       32713 PUD                                    272000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 WALN
GII                      G03                                                      282400                1706.17                    360                     358                  6.875                      0                      0                   0.375                   7.25 San Bernardino         CA                                       92404 Single Family                          282400                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 WALN
GI                       G02                                                      166400                1092.00                    360                     358                    7.5                      0                      0                   0.375                  7.875 Mesa                   AZ                                       85213 Single Family                          166400                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.875                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 WALN
GI                       G01                                                   823432.92                5974.58                    360                     359                    7.5                      0                      0                   0.375                  7.875 Fairfax Station        VA                                       22039 PUD                                    824000                20060601            79.91999817 No MI                                1.00E+17                    2.25               20110501                 12.875                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 WALN
GI                       G02                                                      168350                1192.48                    360                     359                  8.125                      0                      0                   0.375                    8.5 VISALIA                CA                                       93277 Single Family                          168350                20060601                     70 No MI                                1.00E+17                    2.25               20110501                   13.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G02                                                      417000                2345.63                    360                     359                    6.5                      0                      0                    0.25                   6.75 Bakersfield            CA                                       93301 Single Family                          417000                20060601            78.68000031 No MI                                1.00E+17                    2.25               20110501                  11.75                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                       96400                 622.58                    360                     359                  7.375                      0                      0                   0.375                   7.75 Hixson                 TN                                       37343 2-4 Family                              96400                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  13.75                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      218365                1387.53                    360                     360                   7.25                      0                      0                   0.375                  7.625 ANTHEM                 AZ                                       85086 PUD                                    218365                20060701                     80 No MI                                1.00E+17                    2.25               20110601                 12.625                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GII                      G03                                                      456000                2755.00                    360                     358                  6.875                      0                      0                   0.375                   7.25 Glendale               CA                                       91202 Condominium                            456000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.25                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 WALN
GII                      G03                                                      127992                 773.29                    360                     359                  6.875                      0                      0                   0.375                   7.25 NOVI                   MI                                       48375 Condominium                            127992                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      255000                1407.81                    360                     358                   6.25                      0                      0                   0.375                  6.625 Bakersfield            CA                                       93311 PUD                                    255000                20060501            53.68000031 No MI                                1.00E+17                    2.25               20160401                 11.625                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                     120 N                                    20360401 WALN
GI                       G02                                                      252800                1738.00                    360                     358                  7.875                      0                      0                   0.375                   8.25 Placerville            CA                                       95667 Single Family                          252800                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  13.25                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                   331793.64                2523.44                    360                     359                      8                      0                      0                   0.375                  8.375 Paterson               NJ                                        7502 Single Family                          332000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.375                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      201750                1429.06                    360                     359                  8.125                      0                      0                   0.375                    8.5 APPLE VALLEY           MN                                       55124 PUD                                    201750                20060601                     75 No MI                                1.00E+17                    2.25               20110501                   13.5                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      362400                2491.50                    360                     360                  7.875                      0                      0                   0.375                   8.25 GLEN ELLYN             IL                                       60137 Single Family                          362400                20060701                     80 No MI                                1.00E+17                    2.25               20110601                  13.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GI                       G02                                                      123750                 850.78                    360                     358                  7.875                      0                      0                   0.375                   8.25 Vernal                 UT                                       84078 Single Family                          123750                20060501                     75 No MI                                1.00E+17                    2.25               20110401                  13.25                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G03                                                      199500                1205.31                    360                     358                  6.875                      0                      0                   0.375                   7.25 SURPRISE               AZ                                       85374 PUD                                    199500                20060501                     70 No MI                                1.00E+17                    2.25               20110401                  12.25                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 WALN
GI                       G02                                                    49901.19                 380.04                    360                     357                      8                      0                      0                   0.375                  8.375 Columbus               GA                                       31907 Single Family                           50000                20060401                     80 No MI                                1.00E+17                   2.375               20080301                 13.375                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      24 N                                    20360301 AFL2
GII                      G03                                                      422500                2420.57                    360                     358                    6.5                      0                      0                   0.375                  6.875 DIAMOND BAR            CA                                       91765 Single Family                          422500                20060501                     65 No MI                                1.00E+17                    2.25               20110401                 11.875                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      165000                1100.00                    360                     358                  7.625                      0                      0                   0.375                      8 Brooklyn Center        MN                                       55430 Single Family                          165000                20060501                     75 No MI                                1.00E+17                    2.25               20110401                     13                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G03                                                      452000                2825.00                    360                     358                  7.125                      0                      0                   0.375                    7.5 Las Vegas              NV                                       89120 Single Family                          452000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G01                                                      210000                1093.75                    360                     357                  5.875                      0                      0                   0.375                   6.25 GLEN BURNIE            MD                                       21061 Single Family                          210000                20060401            50.59999847 No MI                                1.00E+17                    2.25               20090301                  12.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      36 N                                    20360301 AFL2
GI                       G02                                                       93200                 621.33                    360                     360                  7.625                      0                      0                   0.375                      8 CINCINNATI             OH                                       45237 Single Family                           93200                20060701                     80 No MI                                                            2.25               20110601                     13                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GI                       G02                                                       71950                 457.18                    360                     358                   7.25                      0                      0                   0.375                  7.625 Baltimore              MD                                       21218 Single Family                           71950                20060501            74.18000031 No MI                                1.00E+17                    2.25               20110401                 12.625                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G03                                                       82320                 554.61                    360                     360                   6.75                      0                      0                   0.375                  7.125 Port Richey            FL                                       34668 Single Family                           82320                20060701                     80 No MI                                1.00E+17                    2.25               20110601                 12.125                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360601 AFL2
GI                       G02                                                      226400                1509.33                    360                     357                  7.625                      0                      0                   0.375                      8 Las Vegas              NV                                       89145 Single Family                          226400                20060401                     80 No MI                                1.00E+17                    2.25               20110301                     13                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360301 AFL2
GI                       G01                                                      604000                3963.75                    360                     356                    7.5                      0                      0                   0.375                  7.875 Stevenson Ranch        CA                                       91381 PUD                                    604000                20060301                     80 No MI                                1.00E+17                    2.25               20110201                 13.875                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360201 AFL2
GII                      G02                                                      404000                2314.58                    360                     358                    6.5                      0                      0                   0.375                  6.875 CORONA                 CA                                       92882 Single Family                          404000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      204000                1402.50                    360                     358                  7.875                      0                      0                   0.375                   8.25 Macomb                 MI                                       48044 Single Family                          204000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  13.25                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                      244000                1347.08                    360                     358                   6.25                      0                      0                   0.375                  6.625 Manassas               VA                                       20109 Single Family                          244000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.625                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 WALN
GI                       G02                                                      220000                1535.42                    360                     358                      8                      0                      0                   0.375                  8.375 NORFOLK                VA                                       23523 Single Family                          220000                20060501                     80 No MI                                                            2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                   222233.74                1481.56                    360                     358                  7.625                      0                      0                   0.375                      8 Denver                 CO                                       80210 Single Family                          224000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                     13                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G03                                                      540000                3093.75                    360                     358                    6.5                      0                      0                   0.375                  6.875 VIENNA                 VA                                       22182 PUD                                    540000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                    235657.3                1670.39                    360                     358                   7.25                      0                      0                   0.375                  7.625 CHICAGO                IL                                       60639 Single Family                          236000                20060501            79.73000336 No MI                                1.00E+17                    2.25               20110401                 12.625                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                      380000                2216.67                    360                     359                  6.625                      0                      0                   0.375                      7 Gaithersburg           MD                                       20877 Single Family                          380000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     12                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      220000                1489.58                    360                     360                   7.75                      0                      0                   0.375                  8.125 LOCUST GROVE           VA                                       22508 PUD                                    220000                20060701                     80 No MI                                1.00E+17                    2.25               20110601                 14.125                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GII                      G03                                                    433236.7                2527.21                    360                     356                  6.625                      0                      0                   0.375                      7 FALLS CHURCH           VA                                       22042 Single Family                          433600                20060301                     80 No MI                                1.00E+17                    2.25               20110201                     12                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360201 AFL2
GII                      G03                                                      205208                1068.79                    360                     358                  5.875                      0                      0                   0.375                   6.25 Queen Creek            AZ                                       85243 PUD                                    205208                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.25                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G03                                                      488871                3004.52                    360                     358                      7                      0                      0                   0.375                  7.375 ELK GROVE              CA                                       95757 Single Family                          488871                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G03                                                      480000                3000.00                    360                     357                  7.125                      0                      0                   0.375                    7.5 PHOENIX                AZ                                       85086 Single Family                          480000                20060401                     80 No MI                                1.00E+17                    2.75               20110301                   13.5                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GI                       G03                                                   117724.47                 824.37                    360                     358                  7.125                      0                      0                   0.375                    7.5 Lawrenceville          GA                                       30045 PUD                                    117900                20060501            79.98999786 No MI                                1.00E+17                    2.25               20110401                   12.5                  2.375                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G03                                                   599061.05                4093.06                    360                     358                  6.875                      0                      0                   0.375                   7.25 PALM CITY              FL                                       34990 PUD                                    600000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.25                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                       92968                 648.84                    360                     358                      8                      0                      0                   0.375                  8.375 Mesa                   AZ                                       85201 Condominium                             92968                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G01                                                      550000                2493.33                    360                     316                  5.065                      0                      0                   0.375                   5.44 FORT MYERS             FL                                       33908 Condominium                            550000                20021101                    100 No MI                                                               2               20091001                  10.44                  1.875                       1 First Lien                                    Y                                           84 No_PP                                     360                      84 N                                    20321001 CALA
GI                       G01                                                   529285.92                2480.94                    360                     315                   5.25                      0                      0                   0.375                  5.625 WELLESLEY              MA                                        2481 Single Family                          552200                20021001            61.02000046 No MI                                                               2               20090901                 10.625                  1.625                       1 First Lien                                    Y                                           84 No_PP                                     360                      84 N                                    20320901 CALA
GI                       G01                                                   250491.05                1159.04                    360                     315                  5.185                      0                      0                   0.375                   5.56 LANSING                MI                                       48917 Single Family                          265724                20021001            91.30999756 No MI                                                               2               20090901                  10.56                  1.625                       1 First Lien                                    Y                                           84 No_PP                                     360                      84 N                                    20320901 CALA
GI                       G02                                                      244400                1705.71                    360                     358                      8                      0                      0                   0.375                  8.375 GILBERT                AZ                                       85296 PUD                                    244400                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.625                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      124000                 865.42                    360                     358                      8                      0                      0                   0.375                  8.375 Barstow                CA                                       92311 Single Family                          124000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      277500                1878.91                    360                     359                   7.75                      0                      0                   0.375                  8.125 MORENO VALLEY          CA                                       92551 Single Family                          277500                20060601                     75 No MI                                1.00E+17                    2.25               20110501                 13.125                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      175200                1149.75                    360                     358                    7.5                      0                      0                   0.375                  7.875 Homestead              FL                                       33033 Single Family                          175200                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      101600                 698.50                    360                     358                  7.875                      0                      0                   0.375                   8.25 Spring                 TX                                       77382 PUD                                    101600                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  13.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      149600                1012.92                    360                     358                   7.75                      0                      0                   0.375                  8.125 Tampa                  FL                                       33615 Single Family                          149600                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.125                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                   343412.34                2259.79                    360                     358                    6.5                      0                      0                   0.375                  6.875 Lake Elsinore          CA                                       92532 PUD                                    343992                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                       73600                 506.00                    360                     358                  7.875                      0                      0                   0.375                   8.25 Lithonia               GA                                       30058 Single Family                           73600                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  13.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                      350000                1895.83                    360                     359                  6.125                      0                      0                   0.375                    6.5 SAN JOSE               CA                                       95122 Single Family                          350000                20060601            58.81999969 No MI                                1.00E+17                    2.25               20110501                   11.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                    97498.22                 639.83                    360                     357                    7.5                      0                      0                   0.375                  7.875 Denver                 CO                                       80216 Single Family                           97500                20060401                     75 No MI                                                             2.5               20110301                 12.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GII                      G02                                                      188370                1039.96                    360                     358                   6.25                      0                      0                   0.375                  6.625 Queen Creek            AZ                                       85243 PUD                                    188370                20060501                     80 No MI                                1.00E+17                    2.75               20110401                 12.625                  2.125                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G03                                                      568000                3550.00                    360                     358                  7.125                      0                      0                   0.375                    7.5 Granada Hills          CA                                       91344 Single Family                          568000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                  2.375                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                       96000                 670.00                    360                     359                      8                      0                      0                   0.375                  8.375 BALTIMORE              MD                                       21213 Single Family                           96000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 14.375                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G03                                                   258714.21                1811.67                    360                     358                  7.125                      0                      0                   0.375                    7.5 MAITLAND               FL                                       32751 PUD                                    259100                20060501            74.98999786 No MI                                1.00E+17                    2.25               20110401                   13.5                  1.875                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G01                                                   303480.36                1384.15                    360                     316                  5.185                      0                      0                   0.375                   5.56 MIDDLETON              MA                                        1949 Single Family                          466435                20021101            51.83000183 No MI                                                               2               20091001                  10.56                  1.875                       1 First Lien                                    Y                                           84 No_PP                                     360                      84 N                                    20321001 CALA
GII                      G01                                                   104699.56                 646.50                    360                     357                  5.875                      0                      0                   0.375                   6.25 Lawrence               MA                                        1841 Single Family                          105000                20060401                   52.5 No MI                                1.00E+17                    2.25               20090301                  12.25                  1.625                       1 First Lien                                    N                                            0 No_PP                                     360                      36 N                                    20360301 AFL2
GI                       G01                                                      370000                1748.25                    360                     316                  5.295                      0                      0                   0.375                   5.67 SPRINGFIELD            IL                                       62704 Single Family                          370000                20021101            87.05999756 No MI                                                               2               20091001                  10.67                  1.875                       1 First Lien                                    Y                                           84 No_PP                                     360                      84 N                                    20321001 CALA
GI                       G01                                                      600000                2780.00                    360                     316                  5.185                      0                      0                   0.375                   5.56 LLOYD HARBOR           NY                                       11743 Single Family                          600000                20021101            36.91999817 No MI                                                               2               20091001                  10.56                  1.625                       1 First Lien                                    Y                                           84 No_PP                                     360                      84 N                                    20321001 CALA
GI                       G01                                                      540110                2502.51                    360                     315                  5.185                      0                      0                   0.375                   5.56 TOPSFIELD              MA                                        1983 Single Family                          540110                20021001            62.08000183 No MI                                                               2               20090901                  10.56                  1.625                       1 First Lien                                    Y                                           84 No_PP                                     360                      84 N                                    20320901 CALA
GI                       G02                                                      123200                 847.00                    360                     358                  7.875                      0                      0                   0.375                   8.25 Oak Point              TX                                       76227 PUD                                    123200                20060501                     80 No MI                                1.00E+17                    2.75               20110401                  13.25                  1.625                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G01                                                      599851                2709.33                    360                     316                  5.045                      0                      0                   0.375                   5.42 RANDOLPH               NJ                                        7869 Single Family                          599851                20021101            79.98000336 No MI                                                               2               20091001                  10.42                  2.375                       1 First Lien                                    Y                                           84 No_PP                                     360                      84 N                                    20321001 CALA
GI                       G01                                                      409337                1705.57                    360                     315                  4.625                      0                      0                   0.375                      5 PANAMA CITY BEACH      FL                                       32413 Single Family                          409337                20021001            67.66000366 No MI                                                               2               20090901                     10                  1.625                       1 First Lien                                    Y                                           84 No_PP                                     360                      84 N                                    20320901 CALA
GI                       G01                                                   500213.46                2255.95                    360                     316                  5.045                      0                      0                   0.375                   5.42 WASHINGTON TWP         NJ                                        7853 Single Family                          520000                20021101            78.79000092 No MI                                                               2               20091001                  10.42                  1.625                       1 First Lien                                    Y                                           84 No_PP                                     360                      84 N                                    20321001 CALA
GI                       G01                                                    96418.52                 460.21                    360                     316                  5.375                      0                      0                   0.375                   5.75 FAIRFIELD              CA                                       94533 Single Family                          112551                20021101            44.65999985 No MI                                                               2               20091001                  10.75                  1.625                       1 First Lien                                    Y                                           84 No_PP                                     360                      84 N                                    20321001 CALA
GI                       G03                                                      440000                2750.00                    360                     358                  7.125                      0                      0                   0.375                    7.5 West New York          NJ                                        7093 2-4 Family                             440000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.625                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      367950                2338.02                    360                     358                   7.25                      0                      0                   0.375                  7.625 HAYMARKET              VA                                       20169 Townhouse                              367950                20060501            79.98999786 No MI                                1.00E+17                    2.25               20110401                 12.625                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                       53520                 362.37                    360                     358                   7.75                      0                      0                   0.375                  8.125 Columbus               OH                                       43204 2-4 Family                              53520                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.125                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                      119200                 695.33                    360                     359                  6.625                      0                      0                   0.375                      7 Denver                 CO                                       80205 Condominium                            119200                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     12                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 WALN
GI                       G03                                                    521612.6                3649.90                    360                     359                  7.125                      0                      0                   0.375                    7.5 Fort Lauderdale        FL                                       33308 Single Family                          522000                20060601                     60 No MI                                1.00E+17                    2.25               20110501                   12.5                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360501 WALN
GII                      G03                                                      257012                1418.92                    360                     359                   6.25                      0                      0                   0.375                  6.625 Jupiter                FL                                       33458 Townhouse                              257012                20060601                     80 No MI                                1.00E+17                    2.75               20110501                 12.625                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G02                                                      417000                2302.19                    360                     359                   6.25                      0                      0                   0.375                  6.625 INGLEWOOD              CA                                       90303 Single Family                          417000                20060601            78.83000183 No MI                                1.00E+17                    2.25               20110501                 11.625                  2.375                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G02                                                      176000                 971.67                    360                     358                   6.25                      0                      0                   0.375                  6.625 Highland Village       TX                                       75077 Single Family                          176000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.625                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G03                                                      975000                5890.62                    360                     358                  6.875                      0                      0                   0.375                   7.25 PARADISE VALLEY        AZ                                       85253 Single Family                          975000                20060501                     65 No MI                                1.00E+17                    2.25               20110401                  12.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G01                                                      357600                2272.25                    360                     360                   7.25                      0                      0                   0.375                  7.625 Charlotte              NC                                       28277 Single Family                          357600                20060701                     80 No MI                                1.00E+17                    2.25               20110601                 12.625                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GI                       G03                                                      197700                1235.63                    360                     359                  7.125                      0                      0                   0.375                    7.5 LAS VEGAS              NV                                       89115 PUD                                    197700                20060601            79.98000336 No MI                                1.00E+17                    2.25               20110501                   13.5                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      217000                1424.06                    360                     360                    7.5                      0                      0                   0.375                  7.875 Las Vegas              NV                                       89102 Single Family                          217000                20060701                     70 No MI                                1.00E+17                    2.25               20110601                 12.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GI                       G02                                                   122233.66                 876.32                    360                     359                  7.375                      0                      0                   0.375                   7.75 Grayson                GA                                       30017 Single Family                          122320                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.75                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360501 WALN
GII                      G02                                                   137623.68                   3.00                    360                     357                   6.25                      0                      0                    0.25                    6.5 Newburgh               NY                                       12553 Single Family                          138000                20060401            68.83000183 No MI                                                            2.25               20110301                   11.5                  1.875                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G03                                                    80343.82                 555.34                    360                     359                      7                      0                      0                   0.375                  7.375 MILWAUKEE              WI                                       53218 Single Family                           80405                20060601                     65 No MI                                1.00E+17                    2.25               20110501                 12.375                      2                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      126800                 884.96                    360                     359                      8                      0                      0                   0.375                  8.375 Carpentersville        IL                                       60110 Single Family                          126800                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.375                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G03                                                      324000                1991.25                    360                     359                      7                      0                      0                   0.375                  7.375 Laguna Hills           CA                                       92653 Condominium                            324000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 WALN
GII                      G02                                                      259200                1512.00                    360                     359                  6.625                      0                      0                   0.375                      7 Troy                   VA                                       22974 Single Family                          259200                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     12                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 WALN
GI                       G03                                                      272000                1700.00                    360                     358                  7.125                      0                      0                   0.375                    7.5 COLUMBIA               MD                                       21045 PUD                                    272000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                      157500                 902.35                    360                     358                    6.5                      0                      0                   0.375                  6.875 Phoenix                AZ                                       85019 Single Family                          157500                20060501                     70 No MI                                1.00E+17                    2.25               20110401                 11.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 WALN
GI                       G03                                                   108677.85                 751.76                    360                     358                      7                      0                      0                   0.375                  7.375 Yorkville              IL                                       60560 Condominium                            108844                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                       80000                 525.00                    360                     358                    7.5                      0                      0                   0.375                  7.875 FORT WORTH             TX                                       76134 Single Family                           80000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                      156000                 845.00                    360                     358                  6.125                      0                      0                   0.375                    6.5 South Boston           MA                                        2127 Condominium                            156000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      384400                2522.63                    360                     359                    7.5                      0                      0                   0.375                  7.875 Falls Church           VA                                       22042 Single Family                          384400                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                       88000                 605.00                    360                     359                  7.875                      0                      0                   0.375                   8.25 CHICAGO                IL                                       60619 Single Family                           88000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  13.25                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G01                                                   326389.92                2151.45                    360                     356                    6.5                      0                      0                   0.375                  6.875 Westmont               IL                                       60559 Townhouse                              327500                20060301                     70 No MI                                                            2.25               20090201                 12.875                  1.875                       2 First Lien                                    N                                            0 No_PP                                     360                      36 N                                    20360201 AFL2
GI                       G03                                                      192750                1184.61                    360                     359                      7                      0                      0                   0.375                  7.375 MARICOPA               AZ                                       85239 PUD                                    192750                20060601            79.98999786 No MI                                1.00E+17                    2.25               20110501                 12.375                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      298500                1990.00                    360                     359                  7.625                      0                      0                   0.375                      8 ELKRIDGE               MD                                       21075 Condominium                            298500                20060601            79.98999786 No MI                                1.00E+17                    2.25               20110501                     13                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G03                                                       83120                 510.84                    360                     359                      7                      0                      0                   0.375                  7.375 Lithonia               GA                                       30038 Single Family                           83120                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G02                                                      197550                1131.80                    360                     359                    6.5                      0                      0                   0.375                  6.875 Yuma                   AZ                                       85365 Single Family                          197550                20060601            79.98999786 No MI                                1.00E+17                    2.25               20110501                 11.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 WALN
GI                       G02                                                      140000                 889.58                    360                     358                   7.25                      0                      0                   0.375                  7.625 SAINT PETER            MN                                       56082 PUD                                    140000                20060501                     70 No MI                                1.00E+17                    2.25               20110401                 12.625                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                      128000                 746.67                    360                     358                  6.625                      0                      0                   0.375                      7 Casa Grande            AZ                                       85222 Single Family                          128000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                     12                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 WALN
GII                      G02                                                      191564                1097.50                    360                     360                    6.5                      0                      0                   0.375                  6.875 EDGEWOOD               MD                                       21040 PUD                                    191564                20060701                     80 No MI                                1.00E+17                    2.25               20110601                 11.875                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GII                      G02                                                      202320                1180.20                    360                     359                  6.625                      0                      0                   0.375                      7 Rifle                  CO                                       81650 PUD                                    202320                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     12                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G03                                                      444000                2543.75                    360                     359                    6.5                      0                      0                   0.375                  6.875 JACKSONVILLE           FL                                       32223 Single Family                          444000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G01                                                     1059000                7390.94                    360                     358                      8                      0                      0                   0.375                  8.375 Myrtle Beach           SC                                       29577 Single Family                         1059000                20060501                     75 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                   182399.97                1178.00                    360                     355                  7.375                      0                      0                   0.375                   7.75 Sanford                FL                                       32773 PUD                                    182400                20060201                     80 No MI                                1.00E+17                    2.25               20110101                  12.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360101 AFL2
GII                      G01                                                   310785.55                1967.94                    360                     358                  6.125                      0                      0                   0.375                    6.5 Beaumont               CA                                       92223 Single Family                          311350                20060501            79.98999786 No MI                                1.00E+17                    2.25               20090401                   12.5                  1.875                       2 First Lien                                    N                                            0 No_PP                                     360                      36 N                                    20360401 AFL2
GI                       G02                                                      184000                1265.00                    360                     358                  7.875                      0                      0                   0.375                   8.25 SHADY SIDE             MD                                       20764 Single Family                          184000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  13.25                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G03                                                      204000                1275.00                    360                     358                  7.125                      0                      0                   0.375                    7.5 HOLLYWOOD              FL                                       33023 Single Family                          204000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                      195502                1140.43                    360                     359                  6.625                      0                      0                   0.375                      7 FLORENCE               AZ                                       85232 PUD                                    195502                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     12                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G03                                                      482000                2761.46                    360                     358                    6.5                      0                      0                   0.375                  6.875 South Jordan           UT                                       84095 Single Family                          482000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                       98392                 563.70                    360                     358                    6.5                      0                      0                   0.375                  6.875 CROSBY                 TX                                       77532 PUD                                     98392                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.875                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      188000                1312.08                    360                     359                      8                      0                      0                   0.375                  8.375 CLARKSVILLE            TN                                       37040 2-4 Family                             188000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                       84367                 544.87                    360                     359                  7.375                      0                      0                   0.375                   7.75 HUMBLE                 TX                                       77338 PUD                                     84367                20060601                     75 No MI                                1.00E+17                    2.25               20110501                  12.75                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G03                                                      232125                1426.60                    360                     359                      7                      0                      0                   0.375                  7.375 Sacramento             CA                                       95824 2-4 Family                             232125                20060601                     75 No MI                                1.00E+17                    2.25               20110501                 12.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                   251843.36                1915.39                    360                     359                      8                      0                      0                   0.375                  8.375 Toms River             NJ                                        8753 Single Family                          252000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.375                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 WALN
GI                       G03                                                   183719.12                1270.84                    360                     358                      7                      0                      0                   0.375                  7.375 FRESNO                 CA                                       93701 Single Family                          184000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.375                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G03                                                      111600                 697.50                    360                     360                  7.125                      0                      0                   0.375                    7.5 PHOENIX                AZ                                       85032 Condominium                            111600                20060701                     80 No MI                                1.00E+17                    2.25               20110601                   12.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GII                      G02                                                      286800                1523.63                    360                     358                      6                      0                      0                   0.375                  6.375 SAN DIEGO              CA                                       92128 PUD                                    286800                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                       85600                 570.67                    360                     359                  7.625                      0                      0                   0.375                      8 Opelika                AL                                       36804 Single Family                           85600                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     13                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      220112                1421.56                    360                     358                  7.375                      0                      0                   0.375                   7.75 LAS VEGAS              NV                                       89149 Single Family                          220112                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G03                                                      226850                1394.18                    360                     358                      7                      0                      0                   0.375                  7.375 Orlando                FL                                       32821 Condominium                            226850                20060501                     65 No MI                                1.00E+17                    2.25               20110401                 12.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                    60813.74                 436.30                    360                     358                  7.375                      0                      0                   0.375                   7.75 DUNCANVILLE            TX                                       75116 Condominium                             60900                20060501                     70 No MI                                1.00E+17                    2.25               20110401                  12.75                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      192000                1260.00                    360                     358                    7.5                      0                      0                   0.375                  7.875 Fredericksburg         VA                                       22406 Single Family                          192000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      101348                 696.77                    360                     358                  7.875                      0                      0                   0.375                   8.25 Waxahachie             TX                                       75165 Single Family                          101348                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  13.25                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                   342605.34                2519.02                    360                     357                  7.625                      0                      0                   0.375                      8 NEW PORT RICHEY        FL                                       34655 PUD                                    343301                20060401                     80 No MI                                1.00E+17                   2.375               20080301                     13                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      24 N                                    20360301 AFL2
GII                      G02                                                      120000                 700.00                    360                     358                  6.625                      0                      0                   0.375                      7 Palm Coast             FL                                       32164 PUD                                    120000                20060501            40.68000031 No MI                                1.00E+17                    2.25               20110401                     13                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G01                                                      423000                2731.88                    360                     360                  7.375                      0                      0                   0.375                   7.75 Concord                CA                                       94520 Single Family                          423000                20060701            79.06999969 No MI                                1.00E+17                    2.25               20110601                  12.75                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GI                       G02                                                      131400                 862.31                    360                     359                    7.5                      0                      0                   0.375                  7.875 North Port             FL                                       34286 Single Family                          131400                20060601            74.98999786 No MI                                1.00E+17                    2.25               20110501                 12.875                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G03                                                   198112.55                1196.93                    360                     358                  6.875                      0                      0                   0.375                   7.25 SHOW LOW               AZ                                       85901 Single Family                          198250                20060501                     65 No MI                                1.00E+17                    2.25               20110401                  12.25                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      200508                1315.83                    360                     358                    7.5                      0                      0                   0.375                  7.875 DALLAS                 TX                                       75209 Single Family                          200508                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G01                                                      520000                3520.83                    360                     359                   7.75                      0                      0                   0.375                  8.125 GERMANTOWN             MD                                       20876 PUD                                    520000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 14.125                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G02                                                       96600                 563.50                    360                     356                  6.625                      0                      0                   0.375                      7 Boulder                CO                                       80302 Condominium                             96600                20060301                     70 No MI                                1.00E+17                    2.25               20110201                     12                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360201 AFL2
GI                       G02                                                      175200                1222.75                    360                     358                      8                      0                      0                   0.375                  8.375 Denver                 CO                                       80224 Single Family                          175200                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      124000                 787.92                    360                     358                   7.25                      0                      0                   0.375                  7.625 LAS VEGAS              NV                                       89121 Condominium                            124000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.625                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      225000                1476.56                    360                     357                    7.5                      0                      0                   0.375                  7.875 LAS VEGAS              NV                                       89115 Single Family                          225000                20060401                     75 No MI                                1.00E+17                    2.25               20110301                 12.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 ALT1
GII                      G03                                                      206296                1074.46                    360                     358                  5.875                      0                      0                   0.375                   6.25 NORTH LAS VEGAS        NV                                       89084 PUD                                    206296                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  11.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G01                                                      474400                2520.25                    360                     358                      6                      0                      0                   0.375                  6.375 Warrenton              VA                                       20186 Single Family                          474400                20060501                     80 No MI                                1.00E+17                   2.375               20080401                 11.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      24 N                                    20360401 AFL2
GI                       G01                                                     1390200                8833.56                    360                     358                   7.25                      0                      0                   0.375                  7.625 Los Angeles            CA                                       90049 Single Family                         1390200                20060501                     70 No MI                                1.00E+17                    2.25               20160401                 13.625                      2                       2 First Lien                                    Y                                          120 No_PP                                     360                     120 N                                    20360401 AFL2
GII                      G03                                                      803600                4352.84                    360                     359                  6.125                      0                      0                   0.375                    6.5 DUBLIN                 CA                                       94568 PUD                                    803600                20060601                     80 No MI                                                            2.25               20110501                   11.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      160000                1050.00                    360                     358                    7.5                      0                      0                   0.375                  7.875 Mount Pleasant         SC                                       29464 Condominium                            160000                20060501            67.51000214 No MI                                1.00E+17                    2.25               20110401                 13.875                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                      139492                 813.71                    360                     359                  6.625                      0                      0                   0.375                      7 JACKSONVILLE           FL                                       32224 PUD                                    139492                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     12                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G01                                                      560250                3910.08                    360                     359                      8                      0                      0                   0.375                  8.375 HENDERSON              NV                                       89011 Condominium                            560250                20060601                     75 No MI                                1.00E+17                    2.25               20110501                 13.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      263200                1727.25                    360                     355                    7.5                      0                      0                   0.375                  7.875 Las Vegas              NV                                       89131 PUD                                    263200                20060201                     80 No MI                                1.00E+17                    2.25               20110101                 12.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360101 ALT1
GI                       G03                                                      479200                2995.00                    360                     358                  7.125                      0                      0                   0.375                    7.5 Union City             NJ                                        7087 2-4 Family                             479200                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                   259599.99                1514.33                    360                     357                  6.625                      0                      0                   0.375                      7 NORTH LAS VEGAS        NV                                       89032 Single Family                          259600                20060401                     80 No MI                                1.00E+17                     4.5               20110301                     13                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 ALT1
GII                      G03                                                   724999.99                3020.83                    360                     357                  4.625                      0                      0                   0.375                      5 REDWOOD CITY           CA                                       94061 Single Family                          725000                20060401            79.31999969 No MI                                1.00E+17                    3.25               20110301                     11                  4.125                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 ALT1
GI                       G03                                                   199400.69                1398.43                    360                     356                  7.125                      0                      0                   0.375                    7.5 Jamaica                NY                                       11434 Single Family                          200000                20060301                     80 No MI                                1.00E+17                    2.25               20110201                   12.5                  2.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360201 AFL2
GI                       G02                                                   229896.71                1101.59                    360                     356                  5.375                      0                      0                   0.375                   5.75 THOUSAND OAKS          CA                                       91362 PUD                                    230000                20060301            25.84000015 No MI                                1.00E+17                    2.25               20130201                  10.75                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      84 N                                    20360201 ALT1
GII                      G03                                                   374999.99                1953.12                    360                     357                  5.875                      0                      0                   0.375                   6.25 HENDERSON              NV                                       89012 Single Family                          375000                20060401            76.52999878 No MI                                1.00E+17                    2.75               20110301                  12.25                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 ALT1
GI                       G03                                                   331505.66                2321.40                    360                     358                  7.125                      0                      0                   0.375                    7.5 Union                  NJ                                        7083 Single Family                          332000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                  2.375                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G03                                                   128803.47                 891.67                    360                     357                      7                      0                      0                   0.375                  7.375 NORTH LAS VEGAS        NV                                       89130 Condominium                            129100                20060401            79.98999786 No MI                  M10016317700048772                       4.875               20110301                 13.375                  1.875                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360301 ALT1
GI                       G03                                                      335800                2063.77                    360                     358                      7                      0                      0                   0.375                  7.375 CHICAGO                IL                                       60641 Condominium                            335900                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.375                    4.5                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      264000                1210.00                    360                     357                  5.125                      0                      0                   0.375                    5.5 NORTH LAS VEGAS        NV                                       89084 PUD                                    264000                20060401                     80 No MI                                1.00E+17                       5               20080301                   11.5                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      24 N                                    20360301 ALT1
GII                      G02                                                   291149.99                1607.39                    360                     357                   6.25                      0                      0                   0.375                  6.625 North LAS VEGAS        NV                                       89031 PUD                                    291150                20060401            79.98999786 No MI                                1.00E+17                       5               20110301                 12.625                  4.625                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360301 ALT1
GII                      G03                                                   191448.17                1309.10                    360                     357                  6.875                      0                      0                   0.375                   7.25 LAS VEGAS              NV                                       89118 Condominium                            191900                20060401            79.98999786 No MI                  M10016317700054085                        2.75               20110301                  13.25                  4.625                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360301 ALT1
GII                      G03                                                      404000                2398.75                    360                     360                   6.75                      0                      0                   0.375                  7.125 FRIPP ISLAND           SC                                       29920 PUD                                    404000                20060701                     80 No MI                                1.00E+17                    2.25               20110601                 12.125                  2.375                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360601 AFL2
GII                      G03                                                      164000                 990.83                    360                     358                  6.875                      0                      0                   0.375                   7.25 DENVER                 CO                                       80221 Single Family                          164000                20060501                     80 No MI                                                            2.25               20110401                  12.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                      279632                1602.06                    360                     358                    6.5                      0                      0                   0.375                  6.875 TUCSON                 AZ                                       85746 PUD                                    279632                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                      276650                1613.79                    360                     358                  6.625                      0                      0                   0.375                      7 OWINGS MILLS           MD                                       21117 Condominium                            276650                20060501                     80 No MI                                1.00E+17                    2.25               20110401                     12                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                   132914.38                 913.79                    360                     357                  7.875                      0                      0                   0.375                   8.25 HUMBLE                 TX                                       77338 2-4 Family                             133000                20060401                     70 No MI                                1.00E+17                    2.25               20110301                  13.25                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 ALT1
GI                       G02                                                   132914.38                 913.79                    360                     357                  7.875                      0                      0                   0.375                   8.25 HUMBLE                 TX                                       77338 2-4 Family                             133000                20060401                     70 No MI                                1.00E+17                    2.25               20110301                  13.25                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 ALT1
GI                       G02                                                   132914.38                 913.79                    360                     357                  7.875                      0                      0                   0.375                   8.25 HUMBLE                 TX                                       77338 2-4 Family                             133000                20060401                     70 No MI                                1.00E+17                    2.25               20110301                  13.25                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 ALT1
GI                       G03                                                      148304                 911.45                    360                     358                      7                      0                      0                   0.375                  7.375 QUEEN CREEK            AZ                                       85243 Single Family                          148304                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                   132914.38                 913.79                    360                     357                  7.875                      0                      0                   0.375                   8.25 HUMBLE                 TX                                       77338 2-4 Family                             133000                20060401                     70 No MI                                1.00E+17                    2.25               20110301                  13.25                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 ALT1
GI                       G02                                                      360000                2325.00                    360                     357                  7.375                      0                      0                   0.375                   7.75 HENDERSEN              NV                                       89044 PUD                                    360000                20060401                     80 No MI                  M10016311000097938                        2.25               20110301                  12.75                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 ALT1
GI                       G02                                                      350000                2552.08                    360                     356                  8.375                      0                      0                   0.375                   8.75 LAS VEGAS              NV                                       89145 PUD                                    350000                20060301            66.61000061 No MI                                1.00E+17                    2.75               20110201                  13.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360201 ALT1
GI                       G02                                                      124000                 865.42                    360                     359                      8                      0                      0                   0.375                  8.375 LOUISVILLE             KY                                       40216 2-4 Family                             124000                20060601            79.73999786 No MI                                1.00E+17                    2.25               20110501                 13.375                  2.375                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G03                                                      300000                1875.00                    360                     360                  7.125                      0                      0                   0.375                    7.5 UPPER MARLBORO         MD                                       20774 Single Family                          300000                20060701                     80 No MI                                1.00E+17                    2.25               20110601                   12.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GI                       G02                                                      192550                1343.84                    360                     358                      8                      0                      0                   0.375                  8.375 Baltimore              MD                                       21244 PUD                                    192550                20060501            79.98000336 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G03                                                      233600                1460.00                    360                     358                  7.125                      0                      0                   0.375                    7.5 Las Vegas              NV                                       89103 Condominium                            233600                20060501                     75 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                    319600.8                2432.24                    360                     358                      8                      0                      0                   0.375                  8.375 Islip Terrace          NY                                       11752 Single Family                          320000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G03                                                      247155                1107.05                    360                     359                      5                      0                      0                   0.375                  5.375 Madera                 CA                                       93637 Single Family                          247155                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 10.375                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                       85592                 597.36                    360                     358                      8                      0                      0                   0.375                  8.375 Dallas                 TX                                       75241 Single Family                           85592                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G03                                                   329993.75                1993.71                    360                     358                  6.875                      0                      0                   0.375                   7.25 Plant City             FL                                       33566 Single Family                          330000                20060501            72.52999878 No MI                                1.00E+17                    2.25               20110401                  12.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G01                                                    481859.4                3212.40                    360                     358                  7.625                      0                      0                   0.375                      8 Las Vegas              NV                                       89149 Single Family                          481860                20060501                     80 No MI                                1.00E+17                    2.25               20110401                     13                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                    60758.16                 440.84                    360                     359                    7.5                      0                      0                   0.375                  7.875 Golden                 CO                                       80403 Condominium                             60800                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.875                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      352000                1943.33                    360                     358                   6.25                      0                      0                   0.375                  6.625 Palmdale               CA                                       93552 Single Family                          352000                20060501                     80 No MI                                1.00E+17                   2.375               20080401                 11.625                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      24 N                                    20360401 AFL2
GII                      G02                                                   149999.99                 859.37                    360                     355                    6.5                      0                      0                   0.375                  6.875 NORTH LAS VEGAS        NV                                       89030 2-4 Family                             150000                20060201                     75 No MI                                1.00E+17                       5               20110101                 12.875                      2                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360101 ALT1
GII                      G01                                                       90800                 624.25                    360                     359                  7.875                      0                      0                   0.375                   8.25 Littleton              CO                                       80128 Condominium                             90800                20060601                     80 No MI                                1.00E+17                    2.25               20090501                  14.25                  4.625                       1 First Lien                                    Y                                          120 No_PP                                     360                      36 N                                    20360501 AFL2
GII                      G03                                                      360000                1875.00                    360                     357                  5.875                      0                      0                   0.375                   6.25 LAS VEGAS              NV                                       89148 PUD                                    360000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                  12.25                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 ALT1
GI                       G03                                                      244000                1525.00                    360                     358                  7.125                      0                      0                   0.375                    7.5 Columbia               MD                                       21045 PUD                                    244000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      408000                2677.50                    360                     359                    7.5                      0                      0                   0.375                  7.875 Panorama City          CA                                       91402 Single Family                          408000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      114750                 788.91                    360                     359                  7.875                      0                      0                   0.375                   8.25 Yakima                 WA                                       98901 2-4 Family                             114750                20060601                     75 No MI                                1.00E+17                    2.25               20110501                  13.25                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                    60763.17                 467.50                    360                     359                  8.125                      0                      0                   0.375                    8.5 DETROIT                MI                                       48239 Single Family                           60800                20060601            79.94999695 No MI                                1.00E+17                    2.25               20110501                   13.5                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G01                                                      990000                6496.88                    360                     358                    7.5                      0                      0                   0.375                  7.875 COSTA MESA             CA                                       92626 2-4 Family                             990000                20060501                     75 No MI                                1.00E+17                    2.25               20110401                 12.875                  2.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G01                                                      440000                2933.33                    360                     359                  7.625                      0                      0                   0.375                      8 Fairfax                VA                                       22030 PUD                                    440000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     13                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                   416999.99                1998.12                    360                     357                  5.375                      0                      0                   0.375                   5.75 HENDERSON              NV                                       89012 Single Family                          417000                20060401            78.68000031 No MI                                1.00E+17                    2.25               20130301                  10.75                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      84 N                                    20360301 ALT1
GI                       G03                                                      317400                1950.69                    360                     358                      7                      0                      0                   0.375                  7.375 SURPRISE               AZ                                       85379 PUD                                    317400                20060501            79.98999786 No MI                                1.00E+17                    2.25               20110401                 12.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G03                                                      248000                1214.17                    360                     357                    5.5                      0                      0                   0.375                  5.875 PHOENIX                AZ                                       85032 PUD                                    248000                20060401                     80 No MI                  M10016311011596169                        2.25               20110301                 11.875                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 ALT1
GII                      G03                                                   450935.77                3083.44                    360                     357                  6.875                      0                      0                   0.375                   7.25 WILMINGTON             CA                                       90744 2-4 Family                             452000                20060401                     80 No MI                  M10016312200000853                       4.125               20110301                  13.25                  1.875                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360301 ALT1
GII                      G03                                                      592000                3330.00                    360                     357                  6.375                      0                      0                   0.375                   6.75 SIMI VALLEY            CA                                       93063 Single Family                          592000                20060401            77.88999939 No MI                                1.00E+17                   2.625               20110301                  12.75                   3.75                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 ALT1
GII                      G03                                                      151900                 901.91                    360                     359                   6.75                      0                      0                   0.375                  7.125 Edinburg               TX                                       78539 2-4 Family                             151900                20060601                     70 No MI                                1.00E+17                    2.25               20110501                 12.125                   2.25                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                       72000                 495.00                    360                     360                  7.875                      0                      0                   0.375                   8.25 Milledgeville          GA                                       31061 Single Family                           72000                20060701                     80 No MI                                1.00E+17                    2.25               20110601                  13.25                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GI                       G01                                                      582328                4064.16                    360                     358                      8                      0                      0                   0.375                  8.375 CLARKSBURG             MD                                       20871 PUD                                    582328                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 14.375                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      325296                2168.64                    360                     358                  7.625                      0                      0                   0.375                      8 ALPHARETTA             GA                                       30004 PUD                                    325296                20060501                     80 No MI                                1.00E+17                    2.25               20110401                     13                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                    66699.99                 437.72                    360                     358                    7.5                      0                      0                   0.375                  7.875 MIDDLETON              ID                                       83644 Single Family                           66700                20060501            74.94000244 No MI                                1.00E+17                    2.25               20110401                 13.875                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      311960                1982.25                    360                     358                   7.25                      0                      0                   0.375                  7.625 North Hills            CA                                       91343 Condominium                            311960                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.625                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G03                                                   400817.33                2440.17                    360                     358                   5.75                      0                      0                   0.375                  6.125 HERNDON                VA                                       20171 PUD                                    401600                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.125                      2                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      488000                3405.83                    360                     358                      8                      0                      0                   0.375                  8.375 Jersey City            NJ                                        7305 2-4 Family                             488000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G01                                                   255990.43                1359.95                    360                     357                      6                      0                      0                   0.375                  6.375 RENO                   NV                                       89503 Single Family                          256000                20060401                     80 No MI                                1.00E+17                       5               20090301                 12.375                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      36 N                                    20360301 ALT1
GII                      G03                                                      106700                 555.73                    360                     357                  5.875                      0                      0                   0.375                   6.25 LAS VEGAS              NV                                       89103 Condominium                            106700                20060401            79.98999786 No MI                  M10016317700025189                        3.75               20110301                  12.25                  4.625                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 ALT1
GII                      G03                                                      338300                2008.66                    360                     360                   6.75                      0                      0                   0.375                  7.125 Las Vegas              NV                                       89178 PUD                                    338300                20060701            79.98999786 No MI                                1.00E+17                    2.25               20110601                 12.125                  3.375                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GI                       G02                                                   162298.33                1031.27                    360                     355                   7.25                      0                      0                   0.375                  7.625 PAHRUMP                NV                                       89060 Single Family                          162300                20060201            79.98999786 No MI                                1.00E+17                   5.125               20110101                 13.625                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360101 ALT1
GII                      G02                                                   199149.79                1120.22                    360                     357                  6.375                      0                      0                   0.375                   6.75 NORTH LAS VEGAS        NV                                       89081 PUD                                    199150                20060401            79.98999786 No MI                                1.00E+17                    2.25               20110301                  12.75                  3.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 ALT1
GII                      G03                                                   318736.65                2182.97                    360                     356                  6.875                      0                      0                   0.375                   7.25 LAS VEGAS              NV                                       89101 2-4 Family                             320000                20060301                     80 No MI                  M10016317700037988                        3.75               20110201                  13.25                  1.875                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360201 ALT1
GI                       G02                                                      316000                2007.92                    360                     358                   7.25                      0                      0                   0.375                  7.625 Jersey City            NJ                                        7305 2-4 Family                             316000                20060501                     80 No MI                                                            2.25               20110401                 12.625                  3.375                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                      115100                 623.46                    360                     357                  6.125                      0                      0                   0.375                    6.5 LAS VEGAS              NV                                       89123 Condominium                            115100                20060401            79.98999786 No MI                  M10016317700038130                        2.25               20110301                   11.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 ALT1
GI                       G02                                                      228800                1716.00                    360                     355                  8.625                      0                      0                   0.375                      9 LAS VEGAS              NV                                       89123 Single Family                          228800                20060201                     80 No MI                                1.00E+17                    2.75               20110101                     14                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360101 ALT1
GII                      G02                                                      172000                 967.50                    360                     358                  6.375                      0                      0                   0.375                   6.75 San Bernardino         CA                                       92405 Condominium                            172000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  11.75                  2.375                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G01                                                      448000                2380.00                    360                     355                      6                      0                      0                   0.375                  6.375 INGLEWOOD              CA                                       90305 Single Family                          448000                20060201                     80 No MI                                1.00E+17                    2.75               20080101                 12.375                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      24 N                                    20360101 ALT1
GI                       G02                                                    139080.2                 912.71                    360                     358                    7.5                      0                      0                   0.375                  7.875 BALTIMORE              MD                                       21244 PUD                                    222350                20060501            79.98000336 No MI                                1.00E+17                    2.25               20110401                 12.875                  2.375                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      201750                1429.06                    360                     359                  8.125                      0                      0                   0.375                    8.5 APPLE VALLEY           MN                                       55124 PUD                                    201750                20060601                     75 No MI                                1.00E+17                    2.25               20110501                   13.5                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G03                                                      114000                 688.75                    360                     358                  6.875                      0                      0                   0.375                   7.25 SALT LAKE CITY         UT                                       84115 Single Family                          114000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G03                                                      134138                 796.44                    360                     359                   6.75                      0                      0                   0.375                  7.125 DULUTH                 GA                                       30097 Single Family                          134138                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.125                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      199226                1390.43                    360                     359                      8                      0                      0                   0.375                  8.375 GILBERT                AZ                                       85296 Single Family                          199226                20060601                     75 No MI                                1.00E+17                    2.25               20110501                 13.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G03                                                      157500                 935.16                    360                     359                   6.75                      0                      0                   0.375                  7.125 Edinburg               TX                                       78541 2-4 Family                             157500                20060601                     70 No MI                                1.00E+17                    2.25               20110501                 12.125                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      115500                 770.00                    360                     358                  7.625                      0                      0                   0.375                      8 Grand Junction         CO                                       81504 Single Family                          115500                20060501                     70 No MI                                1.00E+17                    2.25               20110401                     13                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G03                                                      203000                1247.60                    360                     358                      7                      0                      0                   0.375                  7.375 Riverside              CA                                       92509 Single Family                          203000                20060501                     70 No MI                                1.00E+17                    2.25               20110401                 12.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      162400                1082.67                    360                     359                  7.625                      0                      0                   0.375                      8 Atlanta                GA                                       30312 Single Family                          162400                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     13                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                       70000                 459.38                    360                     358                    7.5                      0                      0                   0.375                  7.875 Florissant             MO                                       63031 Single Family                           70000                20060501                     70 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      243000                1695.94                    360                     357                      8                      0                      0                   0.375                  8.375 Pembroke Pines         FL                                       33025 Single Family                          243000                20060401                     75 No MI                                1.00E+17                    2.25               20110301                 13.375                  2.375                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GII                      G03                                                      244600                1477.79                    360                     359                  6.875                      0                      0                   0.375                   7.25 Chicago                IL                                       60618 Single Family                          244600                20060601            77.65000153 No MI                                1.00E+17                    2.25               20110501                  12.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      120000                 837.50                    360                     358                      8                      0                      0                   0.375                  8.375 Tucson                 AZ                                       85713 Single Family                          120000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G03                                                      147550                 876.08                    360                     358                   6.75                      0                      0                   0.375                  7.125 Glendale               AZ                                       85302 Single Family                          147550                20060501                     65 No MI                                1.00E+17                    2.25               20110401                 12.125                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G03                                                   207602.61                1436.05                    360                     358                      7                      0                      0                   0.375                  7.375 Peyton                 CO                                       80831 Single Family                          207920                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.375                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G01                                                     1113750                7076.95                    360                     358                   7.25                      0                      0                   0.375                  7.625 San Clemente           CA                                       92672 Single Family                         1113750                20060501                     75 No MI                                                            2.25               20110401                 12.625                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 WALN
GI                       G02                                                      224500                1473.28                    360                     359                    7.5                      0                      0                   0.375                  7.875 Lehigh Acres           FL                                       33972 Single Family                          224500                20060601            70.16000366 No MI                                1.00E+17                    2.25               20110501                 12.875                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G02                                                      368000                2070.00                    360                     357                    6.5                      0                      0                    0.25                   6.75 Bronx                  NY                                       10467 2-4 Family                             368000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                  11.75                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G02                                                      280000                1837.50                    360                     359                    7.5                      0                      0                   0.375                  7.875 Chandler               AZ                                       85249 PUD                                    280000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.875                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 WALN
GII                      G02                                                      186432                1048.68                    360                     356                  6.375                      0                      0                   0.375                   6.75 Maple Grove            MN                                       55311 Condominium                            186432                20060301            79.31999969 No MI                                1.00E+17                    2.25               20110201                  11.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360201 AFL2
GI                       G03                                                      148800                1040.43                    360                     360                  7.125                      0                      0                   0.375                    7.5 MIDLOTHIAN             VA                                       23112 PUD                                    148800                20060701                     80 No MI                                1.00E+17                    2.25               20110601                   12.5                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360601 AFL2
GII                      G03                                                      124000                 736.25                    360                     359                   6.75                      0                      0                   0.375                  7.125 Seven Hills            OH                                       44131 Single Family                          124000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.125                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G01                                                      524000                3329.58                    360                     359                   7.25                      0                      0                   0.375                  7.625 Chantilly              VA                                       20151 Single Family                          524000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.625                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 WALN
GII                      G02                                                      235000                1370.84                    360                     359                  6.625                      0                      0                   0.375                      7 Baldwin Park           CA                                       91706 Single Family                          235000                20060601            50.79000092 No MI                                1.00E+17                    2.25               20110501                     12                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 WALN
GII                      G02                                                      124000                 671.67                    360                     359                  6.125                      0                      0                   0.375                    6.5 BIRMINGHAM             AL                                       35210 Single Family                          124000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   11.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G02                                                      113600                 662.67                    360                     358                  6.625                      0                      0                   0.375                      7 Jacksonville           FL                                       32244 PUD                                    113600                20060501                     80 No MI                                1.00E+17                    2.25               20110401                     13                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G03                                                   104956.25                 655.98                    360                     359                  7.125                      0                      0                   0.375                    7.5 Ft. Worth              TX                                       76248 PUD                                    105000                20060601            79.93000031 No MI                                1.00E+16                    2.25               20110501                   12.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G03                                                      212000                1258.75                    360                     360                   6.75                      0                      0                   0.375                  7.125 LAS VEGAS              NV                                       89122 Single Family                          212000                20060701                     80 No MI                                1.00E+17                    2.25               20110601                 12.125                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GII                      G03                                                      251356                1309.15                    360                     359                  5.875                      0                      0                   0.375                   6.25 Manassas Park          VA                                       20111 Condominium                            251356                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.25                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      151424                1056.81                    360                     359                      8                      0                      0                   0.375                  8.375 Rio Rancho             NM                                       87124 Single Family                          151424                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G03                                                      263192                1480.46                    360                     359                  6.375                      0                      0                   0.375                   6.75 Hesperia               CA                                       92345 Single Family                          263192                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.75                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G03                                                      107752                 606.11                    360                     359                  6.375                      0                      0                   0.375                   6.75 Troy                   MO                                       63379 PUD                                    107752                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.75                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      185400                1216.69                    360                     359                    7.5                      0                      0                   0.375                  7.875 Vero Beach             FL                                       32967 Single Family                          185400                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                    75905.21                 577.65                    360                     358                      8                      0                      0                   0.375                  8.375 Pontiac                MI                                       48342 Single Family                           76000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G01                                                      480000                3350.00                    360                     357                      8                      0                      0                   0.375                  8.375 Glendale               CA                                       91205 Single Family                          480000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 13.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GI                       G02                                                      142500                 950.00                    360                     359                  7.625                      0                      0                   0.375                      8 Fort Worth             TX                                       76248 PUD                                    142500                20060601                     75 No MI                                1.00E+17                    2.25               20110501                     13                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G03                                                     1181250                7382.81                    360                     357                  7.125                      0                      0                   0.375                    7.5 Scottsdale             AZ                                       85262 PUD                                   1181250                20060401                     75 No MI                                1.00E+17                    2.25               20110301                   12.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GII                      G02                                                   308512.59                2028.42                    360                     359                    6.5                      0                      0                   0.375                  6.875 Wittmann               AZ                                       85361 PUD                                    308772                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.875                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 WALN
GI                       G02                                                     96341.6                 741.23                    360                     359                  8.125                      0                      0                   0.375                    8.5 Naperville             IL                                       60565 Condominium                             96400                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   13.5                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                       96000                 670.00                    360                     358                      8                      0                      0                   0.375                  8.375 Tucson                 AZ                                       85711 Single Family                           96000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G03                                                      590301                3443.42                    360                     359                  6.625                      0                      0                   0.375                      7 Fontana                CA                                       92336 Single Family                          590301                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     13                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G03                                                      308000                1828.75                    360                     358                   6.75                      0                      0                   0.375                  7.125 Teaneck                NJ                                        7666 Single Family                          308000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.125                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 WALN
GII                      G03                                                      262500                1585.94                    360                     356                  6.875                      0                      0                   0.375                   7.25 Lanham                 MD                                       20706 Single Family                          262500                20060301                     75 No MI                                1.00E+17                    2.25               20110201                  12.25                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360201 AFL2
GI                       G02                                                      400000                2708.33                    360                     356                   7.75                      0                      0                   0.375                  8.125 WASHINGTON             DC                                       20002 Single Family                          400000                20060301                     80 No MI                                1.00E+17                    2.25               20110201                 14.125                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360201 AFL2
GII                      G03                                                      370000                1888.54                    360                     358                   5.75                      0                      0                   0.375                  6.125 Sarasota               FL                                       34240 PUD                                    370000                20060501            74.48999786 No MI                                1.00E+17                    2.25               20110401                 12.125                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G03                                                      460000                2587.50                    360                     357                  6.375                      0                      0                   0.375                   6.75 Concord                CA                                       94520 Single Family                          460000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                  11.75                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GI                       G03                                                      137035                 842.19                    360                     360                      7                      0                      0                   0.375                  7.375 GRAND PRAIRIE          TX                                       75054 PUD                                    137035                20060701                     80 No MI                                1.00E+17                    2.25               20110601                 12.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GI                       G02                                                    39576.63                 308.00                    360                     359                   8.25                      0                      0                   0.375                  8.625 Memphis                TN                                       38122 Single Family                           39600                20060601                     90 PMI                                  1.00E+17                    2.25               20110501                 13.625                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G02                                                       60050                 337.78                    360                     358                  6.375                      0                      0                   0.375                   6.75 Stuart                 FL                                       34997 Condominium                             60050                20060501            22.80999947 No MI                                1.00E+17                    2.25               20110401                  12.75                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G03                                                   326239.98                1665.18                    360                     358                   5.75                      0                      0                   0.375                  6.125 Parker                 CO                                       80138 PUD                                    326250                20060501                     75 No MI                                1.00E+17                    2.25               20110401                 11.125                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                      226400                1297.08                    360                     359                    6.5                      0                      0                   0.375                  6.875 SACRAMENTO             CA                                       95822 Single Family                          226400                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G02                                                      116000                 616.25                    360                     358                      6                      0                      0                   0.375                  6.375 Fairview               TN                                       37062 Single Family                          116000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.375                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      149500                 965.52                    360                     360                  7.375                      0                      0                   0.375                   7.75 Ashby                  MA                                        1431 Single Family                          149500                20060701                     65 No MI                                1.00E+17                    2.25               20110601                  12.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GI                       G03                                                      417000                2606.25                    360                     359                  7.125                      0                      0                   0.375                    7.5 Seaside                CA                                       93955 Single Family                          417000                20060601            63.65999985 No MI                                1.00E+17                    2.25               20110501                   12.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G03                                                       80800                 496.58                    360                     358                      7                      0                      0                   0.375                  7.375 Arlington              TX                                       76016 Single Family                           80800                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                       73500                 467.03                    360                     360                   7.25                      0                      0                   0.375                  7.625 Arlington              TX                                       76018 Single Family                           73500                20060701                     70 No MI                                1.00E+17                    2.25               20110601                 12.625                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GI                       G02                                                    166299.2                1279.47                    360                     359                  8.125                      0                      0                   0.375                    8.5 Anchorage              AK                                       99508 Single Family                          166400                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   13.5                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                   186780.82                1404.12                    360                     359                  7.875                      0                      0                   0.375                   8.25 Cudahy                 WI                                       53110 2-4 Family                             186900                20060601                     70 No MI                                1.00E+17                    2.25               20110501                  13.25                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G02                                                      252000                1338.75                    360                     356                      6                      0                      0                   0.375                  6.375 Manhattan              IL                                       60442 Single Family                          252000                20060301                     80 No MI                                1.00E+17                    2.25               20110201                 11.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360201 AFL2
GI                       G02                                                      316000                2271.25                    360                     359                   8.25                      0                      0                   0.375                  8.625 Cherry Hill            NJ                                        8003 Single Family                          316000                20060601            79.01999664 No MI                                1.00E+17                    2.25               20110501                 13.625                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 WALN
GII                      G02                                                      172500                1006.25                    360                     359                  6.625                      0                      0                   0.375                      7 Peoria                 AZ                                       85381 Single Family                          172500                20060601            73.40000153 No MI                                1.00E+17                    2.25               20110501                     12                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 WALN
GII                      G02                                                      275619                1550.36                    360                     359                  6.375                      0                      0                   0.375                   6.75 Lantana                TX                                       76226 PUD                                    275619                20060601                     80 No MI                                1.00E+17                    2.75               20110501                  12.75                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G03                                                      493600                3033.58                    360                     359                      7                      0                      0                   0.375                  7.375 Seattle                WA                                       98103 Single Family                          493600                20060601                     80 No MI                                1.00E+17                    2.75               20110501                 13.375                  2.375                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      230625                1633.59                    360                     359                  8.125                      0                      0                   0.375                    8.5 Maricopa               AZ                                       85239 Single Family                          230625                20060601                     75 No MI                                1.00E+17                    2.25               20110501                   13.5                  2.375                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G02                                                      127920                 732.87                    360                     359                    6.5                      0                      0                   0.375                  6.875 SAINT PETERSBURG       FL                                       33703 Single Family                          127920                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      354350                1845.57                    360                     358                  5.875                      0                      0                   0.375                   6.25 Stephens City          VA                                       22655 PUD                                    354350                20060501            79.98999786 No MI                                1.00E+17                    2.25               20130401                  12.25                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      84 N                                    20360401 AFL2
GI                       G02                                                    94554.88                 712.20                    360                     356                  7.875                      0                      0                   0.375                   8.25 DOUGLASVILLE           GA                                       30135 Single Family                           94800                20060301                     80 No MI                                1.00E+17                    2.25               20110201                  13.25                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360201 AFL2
GI                       G03                                                   152430.32                1056.04                    360                     356                      7                      0                      0                   0.375                  7.375 Oswego                 IL                                       60543 Condominium                            152900                20060301            79.98999786 No MI                                1.00E+17                    2.25               20110201                 12.375                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360201 AFL2
GII                      G03                                                      649650                3721.95                    360                     358                    6.5                      0                      0                   0.375                  6.875 Brambleton             VA                                       20148 Single Family                          649650                20060501            79.98999786 No MI                                1.00E+17                    2.25               20110401                 11.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      333600                2189.25                    360                     359                    7.5                      0                      0                   0.375                  7.875 Imperial Beach         CA                                       91932 Single Family                          333600                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 WALN
GI                       G03                                                      167050                1026.66                    360                     358                      7                      0                      0                   0.375                  7.375 Apopka                 FL                                       32703 PUD                                    167050                20060501                     65 No MI                                1.00E+17                    2.25               20110401                 12.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                       67200                 441.00                    360                     358                    7.5                      0                      0                   0.375                  7.875 Independence           MO                                       64052 Single Family                           67200                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 WALN
GI                       G02                                                   151810.38                1155.31                    360                     358                      8                      0                      0                   0.375                  8.375 NORFOLK                VA                                       23502 Single Family                          152000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G03                                                      126000                 748.13                    360                     357                   6.75                      0                      0                   0.375                  7.125 El Centro              CA                                       92243 Single Family                          126000                20060401                     70 No MI                                1.00E+17                    2.25               20110301                 12.125                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360301 AFL2
GII                      G03                                                   999174.98                5828.52                    360                     357                  6.625                      0                      0                   0.375                      7 PARKLAND               FL                                       33067 Single Family                         1000000                20060401            71.43000031 No MI                                1.00E+17                    2.25               20110301                     12                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GI                       G01                                                      547800                3766.13                    360                     359                  7.875                      0                      0                   0.375                   8.25 North Hills            CA                                       91343 Single Family                          552800                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  13.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 WALN
GI                       G02                                                      107190                 736.93                    360                     358                  7.875                      0                      0                   0.375                   8.25 SALT LAKE CITY         UT                                       84104 Single Family                          107200                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  13.25                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      179700                1179.28                    360                     358                    7.5                      0                      0                   0.375                  7.875 Glendale               AZ                                       85304 Single Family                          179700                20060501                     75 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      244000                1677.50                    360                     358                  7.875                      0                      0                   0.375                   8.25 SAN BERNARDINO         CA                                       92410 Single Family                          244000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  13.25                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G03                                                      591200                3571.83                    360                     357                  6.875                      0                      0                   0.375                   7.25 CHINO HILLS            CA                                       91709 Single Family                          591200                20060401            79.90000153 No MI                                1.00E+17                    2.25               20110301                  12.25                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GI                       G02                                                      140000                 904.17                    360                     358                  7.375                      0                      0                   0.375                   7.75 Portland               OR                                       97236 Single Family                          140000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.75                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                      222320                1273.71                    360                     357                    6.5                      0                      0                   0.375                  6.875 Miami                  FL                                       33131 Condominium                            222320                20060401                     80 No MI                                1.00E+17                    2.75               20110301                 12.875                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GI                       G03                                                   139176.33                 869.85                    360                     357                  7.125                      0                      0                   0.375                    7.5 Villa Rica             GA                                       30180 PUD                                    139360                20060401                     80 No MI                                1.00E+17                    2.25               20110301                   12.5                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G02                                                      162500                1066.41                    360                     357                    7.5                      0                      0                   0.375                  7.875 Tallahassee            FL                                       32303 PUD                                    162500                20060401                     65 No MI                                1.00E+17                    2.25               20110301                 12.875                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G02                                                       70000                 459.38                    360                     358                    7.5                      0                      0                   0.375                  7.875 Tulsa                  OK                                       74108 Single Family                           70000                20060501                     70 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      280000                1779.17                    360                     357                   7.25                      0                      0                   0.375                  7.625 Hollywood              FL                                       33020 2-4 Family                             280000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 12.625                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360301 AFL2
GI                       G02                                                      124000                 826.67                    360                     358                  7.625                      0                      0                   0.375                      8 Lawrenceville          GA                                       30044 Single Family                          124000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                     13                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G03                                                   266860.79                1870.12                    360                     357                  7.125                      0                      0                   0.375                    7.5 ANTHEM                 AZ                                       85086 PUD                                    267460                20060401                     80 No MI                                1.00E+17                    2.25               20110301                   12.5                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G02                                                      188560                1198.14                    360                     359                   7.25                      0                      0                   0.375                  7.625 Orlando                FL                                       32828 Townhouse                              188560                20060601                     80 No MI                                                            2.25               20110501                 12.625                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                   174893.98                1345.60                    360                     359                  8.125                      0                      0                   0.375                    8.5 SAINT PETERS           MO                                       63376 PUD                                    175000                20060601                     70 No MI                                1.00E+17                    2.25               20110501                   13.5                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G01                                                   378128.07                2239.89                    360                     316                  5.125                      0                      0                    0.25                  5.375 PINE                   CO                                       80470 Single Family                          400000                20021101            66.66999817 No MI                                                            2.75               20071001                 10.375                  1.875                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20321001 CALA
GI                       G02                                                   199608.67                1309.93                    360                     358                    7.5                      0                      0                   0.375                  7.875 Stillwater             MN                                       55082 Single Family                          200000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.875                    2.5                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G03                                                      264000                1650.00                    360                     358                  7.125                      0                      0                   0.375                    7.5 ALEXANDRIA             VA                                       22304 Condominium                            264000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                      182300                1044.43                    360                     358                    6.5                      0                      0                   0.375                  6.875 SUWANEE                GA                                       30024 Single Family                          182400                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G01                                                   398784.92                2497.69                    360                     316                    5.5                      0                      0                    0.25                   5.75 ALPHARETTA             GA                                       30004 PUD                                    428000                20021101            71.93000031 No MI                                                            2.25               20071001                  10.75                  1.875                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20321001 CALA
GII                      G03                                                      225000                1359.38                    360                     359                  6.875                      0                      0                   0.375                   7.25 Winter Park            FL                                       32792 Single Family                          225000                20060601                     75 No MI                                1.00E+17                    2.25               20110501                  12.25                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 WALN
GII                      G03                                                       96000                 570.00                    360                     358                   6.75                      0                      0                   0.375                  7.125 Locust Grove           GA                                       30248 Single Family                           96000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.125                    2.5                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G01                                                   298018.39                1835.34                    360                     315                    5.5                      0                      0                    0.25                   5.75 LOVELAND               OH                                       45140 Single Family                          314500                20021001            73.48000336 No MI                                                            2.75               20090901                  10.75                  1.875                       2 First Lien                                    N                                            0 No_PP                                     360                      84 N                                    20320901 CALA
GII                      G02                                                      333600                1876.50                    360                     357                  6.375                      0                      0                   0.375                   6.75 Bothell                WA                                       98012 PUD                                    333600                20060401                     80 No MI                                1.00E+17                    2.25               20110301                  11.75                    2.5                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360301 AFL2
GI                       G01                                                      212074                1315.35                    360                     316                      5                      0                      0                    0.25                   5.25 MOUNTAIN LAKES         NJ                                       70460 Single Family                          650000                20021101            61.90000153 No MI                                                            2.75               20071001                  10.25                  1.875                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20321001 CALA
GI                       G03                                                      170188                1063.68                    360                     358                  7.125                      0                      0                   0.375                    7.5 Atlanta                GA                                       30331 PUD                                    170188                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                    2.5                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G01                                                   383999.31                2337.17                    360                     316                  5.375                      0                      0                    0.25                  5.625 WELLESLEY              MA                                       24810 Single Family                          406000                20021101                     80 No MI                                                            2.75               20091001                 10.625                  1.875                       2 First Lien                                    N                                            0 No_PP                                     360                      84 N                                    20321001 CALA
GII                      G03                                                      102550                 608.89                    360                     356                   6.75                      0                      0                   0.375                  7.125 WOODSTOCK              GA                                       30188 PUD                                    102550                20060301                     70 No MI                                1.00E+17                    2.25               20110201                 12.125                    2.5                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360201 AFL2
GI                       G01                                                   317261.88                1954.97                    360                     315                    5.5                      0                      0                    0.25                   5.75 CLIFTON                VA                                       20124 PUD                                    335000                20021001            69.79000092 No MI                                                            2.75               20090901                  10.75                    2.5                       2 First Lien                                    N                                            0 No_PP                                     360                      84 N                                    20320901 CALA
GII                      G03                                                   197795.85                1195.02                    360                     358                  6.875                      0                      0                   0.375                   7.25 FAIRBURN               GA                                       30213 PUD                                    198596                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.25                    2.5                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G01                                                   455198.55                2733.90                    360                     315                   5.25                      0                      0                    0.25                    5.5 WINTER PARK            FL                                       32789 Single Family                          481500                20021001            60.18999863 No MI                                                            2.75               20090901                   10.5                  1.875                       2 First Lien                                    N                                            0 No_PP                                     360                      84 N                                    20320901 CALA
GI                       G03                                                      112640                 692.27                    360                     358                      7                      0                      0                   0.375                  7.375 Glendale               AZ                                       85302 PUD                                    112640                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.375                    2.5                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 WALN
GI                       G02                                                      228000                1591.25                    360                     358                      8                      0                      0                   0.375                  8.375 FAIRFAX                VA                                       22031 Condominium                            228000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 WALN
GII                      G02                                                      288000                1590.00                    360                     356                   6.25                      0                      0                   0.375                  6.625 Maplewood              MN                                       55119 Single Family                          288000                20060301                     80 No MI                                1.00E+17                    2.25               20110201                 11.625                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360201 AFL2
GII                      G02                                                   139998.52                 743.74                    360                     357                      6                      0                      0                   0.375                  6.375 CUMMING                GA                                       30040 PUD                                    140000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 11.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G03                                                      539061                3312.98                    360                     356                      7                      0                      0                   0.375                  7.375 SACRAMENTO             CA                                       95814 2-4 Family                             539061                20060301                     80 No MI                                1.00E+17                    2.25               20110201                 12.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360201 AFL2
GI                       G02                                                      240000                1625.00                    360                     357                   7.75                      0                      0                   0.375                  8.125 Ellenwood              GA                                       30294 Single Family                          240000                20060401                     80 No MI                                                           3.125               20110301                 13.125                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360301 AFL2
GI                       G02                                                   104669.26                 796.56                    360                     358                      8                      0                      0                   0.375                  8.375 RICHMOND               VA                                       23222 Single Family                          104800                20060501                     80 No MI                                                            2.25               20110401                 13.375                   2.75                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                   350408.53                2305.83                    360                     358                    6.5                      0                      0                   0.375                  6.875 Long Beach             CA                                       90806 Single Family                          351000                20060501                     65 No MI                                1.00E+17                    2.25               20110401                 11.875                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 WALN
GI                       G01                                                      494500                3245.16                    360                     358                    7.5                      0                      0                   0.375                  7.875 Corona                 CA                                       92880 Single Family                          494500                20060501            79.93000031 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 WALN
GII                      G03                                                      323200                1952.67                    360                     358                  6.875                      0                      0                   0.375                   7.25 Alexandria             VA                                       22305 Single Family                          323200                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.25                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G01                                                      731950                4727.18                    360                     357                  7.375                      0                      0                   0.375                   7.75 BENICIA                CA                                       94510 Single Family                          751950                20060401                     80 No MI                                1.00E+17                    2.25               20110301                  12.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GII                      G02                                                   143112.62                 943.35                    360                     356                  6.625                      0                      0                    0.25                  6.875 Yonkers                NY                                       10708 CO-OP                                  143600                20060301                     80 No MI                                                            2.25               20110201                 11.875                  1.875                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360201 AFL2
GI                       G01                                                      178500                 836.72                    360                     314                   5.25                      0                      0                   0.375                  5.625 GLENMOORE              PA                                       19343 Single Family                          178500                20020901            57.58000183 No MI                                                               2               20090801                 10.625                      2                       1 First Lien                                    Y                                           84 No_PP                                     360                      84 N                                    20320801 CALA
GII                      G02                                                   287619.92                1677.78                    360                     358                  6.625                      0                      0                   0.375                      7 Las Vegas              NV                                       89103 Single Family                          287620                20060501                     80 No MI                                1.00E+17                    2.25               20110401                     12                  1.625                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G01                                                     1500000                9843.75                    360                     357                  7.625                      0                      0                    0.25                  7.875 Novato                 CA                                       94945 PUD                                   1500000                20060401                   62.5 No MI                                1.00E+17                    2.25               20110301                 12.875                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360301 AFL2
GII                      G03                                                      330000                1993.75                    360                     358                  6.875                      0                      0                   0.375                   7.25 Fontana                CA                                       92336 Single Family                          330000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.25                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 WALN
GII                      G02                                                      271150                1525.22                    360                     357                  6.375                      0                      0                   0.375                   6.75 Jupiter                FL                                       33458 Single Family                          271150                20060401            79.98999786 No MI                                1.00E+17                    2.75               20110301                  11.75                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GI                       G02                                                    43068.37                 320.21                    360                     358                   7.75                      0                      0                   0.375                  8.125 Camden                 SC                                       29020 Single Family                           43125                20060501                     75 No MI                                1.00E+17                    2.25               20110401                 14.125                  2.375                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                   203335.46                1101.40                    360                     357                  6.125                      0                      0                   0.375                    6.5 FAIRBURN               GA                                       30213 PUD                                    203536                20060401                     80 No MI                                1.00E+17                    2.25               20110301                   11.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G01                                                   438260.57                2602.75                    360                     314                  5.125                      0                      0                    0.25                  5.375 EDMOND                 OK                                       73013 PUD                                    464800                20020901                     80 No MI                                                            2.75               20090801                 10.375                  1.875                       2 First Lien                                    N                                            0 No_PP                                     360                      84 N                                    20320801 CALA
GII                      G02                                                      148800                 868.00                    360                     358                  6.625                      0                      0                   0.375                      7 Winter Haven           FL                                       33880 PUD                                    148800                20060501                     80 No MI                                1.00E+17                    2.25               20110401                     12                    2.5                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G01                                                    366983.9                2532.89                    360                     315                  5.375                      0                      0                    0.25                  5.625 WASHINGTON             DC                                       20001 Single Family                          440000                20021001            56.99000168 No MI                                                            2.75               20070901                 10.625                  1.875                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20320901 CALA
GI                       G01                                                   308829.53                1682.20                    360                     315                   4.25                      0                      0                    0.25                    4.5 DOYLESTOWN             PA                                       18901 Single Family                          332000                20021001                     80 No MI                                                            2.75               20070901                    9.5                    2.5                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20320901 CALA
GII                      G02                                                      311920                1819.53                    360                     358                  6.625                      0                      0                   0.375                      7 SILVER SPRING          MD                                       20906 PUD                                    311920                20060501                     80 No MI                                1.00E+17                    2.25               20110401                     13                    2.5                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G01                                                    515886.3                3137.33                    360                     315                  5.375                      0                      0                    0.25                  5.625 ROCHESTER HILLS        MI                                       48306 Single Family                          545000                20021001            76.54000092 No MI                                                            2.75               20070901                 10.625                  1.875                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20320901 CALA
GI                       G02                                                      179120                1250.11                    360                     358                      8                      0                      0                   0.375                  8.375 Beaverton              OR                                       97006 Single Family                          179120                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                    2.5                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      380000                2652.08                    360                     358                      8                      0                      0                   0.375                  8.375 PEORIA                 AZ                                       85383 PUD                                    380000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 WALN
GI                       G01                                                    55630.18                3355.55                    360                     315                    5.5                      0                      0                    0.25                   5.75 REDLANDS               CA                                       92374 Single Family                          575000                20021001                  64.25 No MI                                                            2.75               20090901                  10.75                  1.875                       2 First Lien                                    N                                            0 No_PP                                     360                      84 N                                    20320901 CALA
GI                       G02                                                       73500                 490.00                    360                     358                  7.625                      0                      0                   0.375                      8 Jacksonville           FL                                       32206 Single Family                           73500                20060501                     75 No MI                                1.00E+17                    2.25               20110401                     13                    2.5                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                    49937.62                 380.04                    360                     358                      8                      0                      0                   0.375                  8.375 Hopewell               VA                                       23860 Townhouse                               50000                20060501                     80 No MI                                1.00E+17                   2.375               20080401                 13.375                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      24 N                                    20360401 WALN
GI                       G03                                                   266198.75                1663.74                    360                     357                  7.125                      0                      0                   0.375                    7.5 ADELANTO               CA                                       92301 Single Family                          266200                20060401                     80 No MI                                1.00E+17                    2.25               20110301                   12.5                      2                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360301 AFL2
GI                       G01                                                     1462500                9445.31                    360                     359                  7.375                      0                      0                   0.375                   7.75 Weston                 FL                                       33331 PUD                                   1462500                20060601                     75 No MI                                1.00E+17                    2.25               20110501                  12.75                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G01                                                   285478.22                1726.08                    360                     314                   5.25                      0                      0                    0.25                    5.5 LIVERMORE              CO                                       80536 Single Family                          304000                20020901                     80 No MI                                                            2.75               20090801                   10.5                  1.875                       2 First Lien                                    N                                            0 No_PP                                     360                      84 N                                    20320801 CALA
GII                      G02                                                      145918                 835.99                    360                     358                    6.5                      0                      0                   0.375                  6.875 JACKSONVILLE           FL                                       32244 PUD                                    145918                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.875                    2.5                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                      162330                 930.02                    360                     357                    6.5                      0                      0                   0.375                  6.875 Rosedale               MD                                       21237 Single Family                          162330                20060401                     70 No MI                                                            2.25               20110301                 11.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G01                                                   318274.26                1841.12                    360                     316                  4.625                      0                      0                    0.25                  4.875 ESCONDIDO              CA                                       92025 Single Family                          347900                20021101                     80 No MI                                                            2.75               20071001                  9.875                  1.875                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20321001 CALA
GII                      G02                                                      150000                 828.12                    360                     359                   6.25                      0                      0                   0.375                  6.625 PALM COAST             FL                                       32164 Single Family                          150000                20060601                     75 No MI                                1.00E+17                    2.25               20110501                 11.625                    2.5                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                   219814.84                1672.16                    360                     359                      8                      0                      0                   0.375                  8.375 N MIAMI BEACH          FL                                       33160 Condominium                            220000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.375                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G02                                                      192000                1100.00                    360                     359                    6.5                      0                      0                   0.375                  6.875 Mesa                   AZ                                       85204 PUD                                    192000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      368000                2338.33                    360                     359                   7.25                      0                      0                   0.375                  7.625 HOMESTEAD              FL                                       33032 Single Family                          368000                20060601                     80 No MI                                1.00E+17                    5.95               20110501                 12.625                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      244000                1728.33                    360                     359                  8.125                      0                      0                   0.375                    8.5 Goodyear               AZ                                       85338 PUD                                    244000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   13.5                  5.575                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      215005                1522.95                    360                     360                  8.125                      0                      0                   0.375                    8.5 Meridian               ID                                       83642 PUD                                    215005                20060701                     70 No MI                                1.00E+17                    2.25               20110601                   13.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GI                       G03                                                   199976.09                1229.02                    360                     357                      7                      0                      0                   0.375                  7.375 Lancaster              CA                                       93535 Single Family                          200000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 12.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GI                       G02                                                      217000                1424.06                    360                     358                    7.5                      0                      0                   0.375                  7.875 Pinetop                AZ                                       85935 PUD                                    217000                20060501                     70 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      224000                1470.00                    360                     360                    7.5                      0                      0                   0.375                  7.875 Queen Creek            AZ                                       85243 PUD                                    224000                20060701                     80 No MI                                1.00E+17                    2.25               20110601                 12.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GI                       G01                                                      465600                3055.50                    360                     360                    7.5                      0                      0                   0.375                  7.875 MOUNTAIN HOUSE         CA                                       95391 Single Family                          465600                20060701                     80 No MI                                1.00E+17                    2.25               20110601                 12.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GI                       G01                                                   535917.46                3740.26                    360                     359                      8                      0                      0                   0.375                  8.375 TRACY                  CA                                       95304 Single Family                          535920                20060601                     80 No MI                                1.00E+17                    2.25               20160501                 13.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                     120 N                                    20360501 AFL2
GI                       G02                                                      272064                1785.42                    360                     359                    7.5                      0                      0                   0.375                  7.875 ORLANDO                FL                                       32819 Condominium                            272064                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G02                                                      156952                 866.51                    360                     359                   6.25                      0                      0                   0.375                  6.625 NOVI                   MI                                       48377 Condominium                            156952                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.625                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G03                                                      548380                3256.01                    360                     360                   6.75                      0                      0                   0.375                  7.125 MOUNTAIN HOUSE         CA                                       95391 Single Family                          548380                20060701                     80 No MI                                1.00E+17                    2.25               20110601                 12.125                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GI                       G01                                                      579920                3805.73                    360                     360                    7.5                      0                      0                   0.375                  7.875 Anthem                 AZ                                       85086 PUD                                    579920                20060701                     80 No MI                                1.00E+17                    2.25               20110601                 12.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GI                       G03                                                      175332                1114.09                    360                     360                   7.25                      0                      0                   0.375                  7.625 HOLLY                  MI                                       48442 Condominium                            175332                20060701            75.54000092 No MI                                1.00E+17                    2.25               20110601                 12.625                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GI                       G03                                                   195925.99                1224.54                    360                     354                  7.125                      0                      0                   0.375                    7.5 Buckeye                AZ                                       85326 PUD                                    195924                20060101                     80 No MI                                1.00E+17                    2.25               20101201                   12.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20351201 AFL2
GI                       G02                                                      104925                 710.43                    360                     359                   7.75                      0                      0                   0.375                  8.125 MILLIKEN               CO                                       80543 Single Family                          104925                20060601                     75 No MI                                1.00E+17                    2.25               20110501                 13.125                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G03                                                      290000                1812.50                    360                     359                  7.125                      0                      0                   0.375                    7.5 Peoria                 AZ                                       85383 PUD                                    290000                20060601            74.63999939 No MI                                1.00E+17                    2.25               20110501                   12.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                   149399.69                1096.98                    360                     359                  7.625                      0                      0                   0.375                      8 Crystal Lake           IL                                       60014 Single Family                          149500                20060601                     65 No MI                                1.00E+17                    2.25               20110501                     13                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                    40346.96                 299.97                    360                     358                   7.75                      0                      0                   0.375                  8.125 CAMDEN                 SC                                       29020 Single Family                           40400                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.125                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      168350                1122.33                    360                     359                  7.625                      0                      0                   0.375                      8 Dowagiac               MI                                       49047 Single Family                          168350                20060601                     70 No MI                                1.00E+17                    2.25               20110501                     13                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G03                                                      689000                4306.25                    360                     358                  7.125                      0                      0                   0.375                    7.5 LIVERMORE              CA                                       94550 Single Family                          689000                20060501                     65 No MI                                1.00E+17                    2.25               20110401                   13.5                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      118500                 765.31                    360                     359                  7.375                      0                      0                   0.375                   7.75 Georgetown             TX                                       78628 2-4 Family                             118500                20060601                     75 No MI                                1.00E+17                    2.25               20110501                  12.75                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G03                                                      139550                 828.58                    360                     359                   6.75                      0                      0                   0.375                  7.125 MARICOPA               AZ                                       85239 PUD                                    139550                20060601            79.98000336 No MI                                                            2.25               20110501                 12.125                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G03                                                  1469713.38                8114.04                    360                     357                   6.25                      0                      0                   0.375                  6.625 Colorado Springs       CO                                       80904 Single Family                         1470000                20060401                     70 No MI                                1.00E+17                    2.25               20110301                 11.625                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GI                       G02                                                      388000                2546.25                    360                     356                    7.5                      0                      0                   0.375                  7.875 Santa Ana              CA                                       92704 Condominium                            388000                20060301                     80 No MI                                1.00E+17                    2.25               20110201                 12.875                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360201 AFL2
GI                       G03                                                      185092                1156.83                    360                     358                  7.125                      0                      0                   0.375                    7.5 GOLD CANYON            AZ                                       85218 Single Family                          185092                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      126572                 857.00                    360                     358                   7.75                      0                      0                   0.375                  8.125 JACKSONVILLE           FL                                       32224 Condominium                            126572                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.125                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      219044                1551.56                    360                     359                  8.125                      0                      0                   0.375                    8.5 Phoenix                AZ                                       85041 PUD                                    219044                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   13.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G01                                                      580000                4047.92                    360                     358                      8                      0                      0                   0.375                  8.375 Punta Gorda            FL                                       33950 Single Family                          580000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G01                                                   235170.09                1322.83                    360                     358                  6.375                      0                      0                   0.375                   6.75 Madera                 CA                                       93638 Single Family                          235175                20060501                     80 No MI                                1.00E+17                    2.25               20090401                  12.75                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      36 N                                    20360401 AFL2
GI                       G02                                                      240000                1575.00                    360                     356                    7.5                      0                      0                   0.375                  7.875 LOS ANGELES            CA                                       90011 2-4 Family                             240000                20060301                     80 No MI                                1.00E+17                    2.25               20110201                 12.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360201 AFL2
GII                      G03                                                      225600                1339.50                    360                     356                   6.75                      0                      0                   0.375                  7.125 Henderson              NV                                       89015 PUD                                    225600                20060301                     80 No MI                                                            2.25               20110201                 12.125                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360201 AFL2
GI                       G02                                                      245628                1586.35                    360                     358                  7.375                      0                      0                   0.375                   7.75 WESLEY CHAPEL          FL                                       33544 Single Family                          245628                20060501                     80 No MI                                                            2.25               20110401                  12.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      109193                 705.20                    360                     360                  7.375                      0                      0                   0.375                   7.75 Las Vegas              NV                                       89128 Condominium                            109193                20060701                     70 No MI                                1.00E+17                    2.25               20110601                  12.75                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GI                       G03                                                      545956                3355.35                    360                     358                      7                      0                      0                   0.375                  7.375 ANTHEM                 AZ                                       85086 PUD                                    545956                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                   135911.03                1009.80                    360                     359                   7.75                      0                      0                   0.375                  8.125 STROUDSBURG            PA                                       18360 Single Family                          136000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.125                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G02                                                      192500                1062.76                    360                     359                   6.25                      0                      0                   0.375                  6.625 Maricopa               AZ                                       85239 Single Family                          192500                20060601            72.09999847 No MI                                                            2.25               20110501                 11.625                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 WALN
GI                       G02                                                      203528                1293.25                    360                     358                   7.25                      0                      0                   0.375                  7.625 APPLE VALLEY           MN                                       55124 Single Family                          203528                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.625                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G03                                                   189858.99                1328.51                    360                     359                  7.125                      0                      0                   0.375                    7.5 Washington             DC                                       20011 Townhouse                              190000                20060601            36.88999939 No MI                                1.00E+17                    2.25               20110501                   12.5                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 WALN
GII                      G03                                                   289599.99                1749.67                    360                     358                  6.875                      0                      0                   0.375                   7.25 SACRAMENTO             CA                                       95842 PUD                                    289600                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.25                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      119750                 835.76                    360                     359                      8                      0                      0                   0.375                  8.375 Denver                 CO                                       80204 2-4 Family                             119750                20060601                     70 No MI                                1.00E+17                    2.25               20110501                 13.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G03                                                      419000                2487.81                    360                     359                   6.75                      0                      0                   0.375                  7.125 Boxborough             MA                                        1719 Single Family                          419000                20060601            63.47999954 No MI                                1.00E+17                    2.25               20110501                 12.125                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 WALN
GI                       G03                                                      280000                1750.00                    360                     358                  7.125                      0                      0                   0.375                    7.5 DUMFRIES               VA                                       22026 PUD                                    280000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G03                                                   498669.25                3201.56                    360                     357                  6.375                      0                      0                    0.25                  6.625 Quartz Hill            CA                                       93536 Single Family                          500000                20060401            79.80000305 No MI                                1.00E+17                    2.25               20110301                 11.625                  1.875                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360301 AFL2
GI                       G02                                                      232000                1570.83                    360                     356                   7.75                      0                      0                   0.375                  8.125 Birmingham             MI                                       48009 Single Family                          232000                20060301                     80 No MI                                1.00E+17                    2.25               20110201                 13.125                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360201 AFL2
GI                       G03                                                      260000                1597.92                    360                     356                      7                      0                      0                   0.375                  7.375 WINCHESTER             VA                                       22602 PUD                                    260000                20060301                     80 No MI                                1.00E+17                    2.25               20110201                 12.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360201 AFL2
GI                       G01                                                       58800                 379.75                    360                     360                  7.375                      0                      0                   0.375                   7.75 COLLEGE PARK           GA                                       30349 Single Family                           58800                20060701                     70 No MI                                1.00E+17                    2.25               20110601                  12.75                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360601 AFL2
GI                       G02                                                      252000                1601.25                    360                     358                   7.25                      0                      0                   0.375                  7.625 CALEXICO               CA                                       92231 Single Family                          252000                20060501                     80 No MI                                                            2.25               20110401                 12.625                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G03                                                      102893                 643.08                    360                     359                  7.125                      0                      0                   0.375                    7.5 Charlotte              NC                                       28216 PUD                                    102893                20060601                     70 No MI                                1.00E+17                    2.25               20110501                   12.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      313500                1992.03                    360                     358                   7.25                      0                      0                   0.375                  7.625 FONTANA                CA                                       92335 2-4 Family                             313500                20060501                     75 No MI                                1.00E+17                    2.25               20110401                 12.625                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                     62362.2                 479.80                    360                     359                  8.125                      0                      0                   0.375                    8.5 Pontiac                MI                                       48342 Single Family                           62400                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   13.5                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G03                                                      110250                 677.58                    360                     358                      7                      0                      0                   0.375                  7.375 LAS VEGAS              NV                                       89106 2-4 Family                             110250                20060501                     70 No MI                                1.00E+17                    2.25               20110401                 12.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      271200                1921.00                    360                     359                  8.125                      0                      0                   0.375                    8.5 Edison                 NJ                                        8817 2-4 Family                             271200                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   13.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 WALN
GI                       G02                                                      157520                1000.91                    360                     358                   7.25                      0                      0                   0.375                  7.625 BOZERMAN               MT                                       59718 Condominium                            157520                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.625                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      122500                 842.19                    360                     360                  7.875                      0                      0                   0.375                   8.25 NEW ULM                MN                                       56073 Single Family                          122500                20060701                     70 No MI                                1.00E+17                    2.25               20110601                  13.25                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GII                      G02                                                      357600                2086.00                    360                     355                  6.625                      0                      0                   0.375                      7 FREDERICKSBRG          VA                                       22407 PUD                                    357600                20060201                     80 No MI                                1.00E+17                    2.25               20110101                     13                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360101 AFL2
GII                      G03                                                      245400                1457.06                    360                     358                   6.75                      0                      0                   0.375                  7.125 Queen Creek            AZ                                       85242 PUD                                    245400                20060501            77.16999817 No MI                                1.00E+17                    2.25               20110401                 13.125                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G03                                                      295600                1847.50                    360                     359                  7.125                      0                      0                   0.375                    7.5 North Las Vegas        NV                                       89081 PUD                                    295600                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   12.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 WALN
GI                       G02                                                      150000                 953.12                    360                     355                   7.25                      0                      0                   0.375                  7.625 Waleska                GA                                       30183 Single Family                          150000                20060201            78.94999695 No MI                                1.00E+17                    2.25               20110101                 12.625                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360101 AFL2
GII                      G02                                                    102495.7                 597.89                    360                     358                  6.625                      0                      0                   0.375                      7 Yorkville              IL                                       60560 Condominium                            102596                20060501                     80 No MI                                1.00E+17                    2.25               20110401                     13                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                    239826.3                1698.70                    360                     359                   7.25                      0                      0                   0.375                  7.625 MERRITT ISLAND         FL                                       32953 PUD                                    240000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.625                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      200900                1276.55                    360                     359                   7.25                      0                      0                   0.375                  7.625 Chandler               AZ                                       85248 Single Family                          200900                20060601                     70 No MI                                1.00E+17                    2.25               20110501                 12.625                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 WALN
GI                       G02                                                       64000                 464.04                    360                     360                    7.5                      0                      0                   0.375                  7.875 Austin                 TX                                       78721 Single Family                           64000                20060701                     80 No MI                                1.00E+17                    2.25               20110601                 12.875                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360601 AFL2
GII                      G02                                                      348000                1957.50                    360                     355                  6.375                      0                      0                   0.375                   6.75 Oviedo                 FL                                       32765 PUD                                    348000                20060201                     80 No MI                                1.00E+17                    2.25               20110101                  11.75                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360101 AFL2
GII                      G03                                                      142935                 863.57                    360                     358                  6.875                      0                      0                   0.375                   7.25 ORLANDO                FL                                       32828 PUD                                    142935                20060501                     65 No MI                                1.00E+17                    2.25               20110401                  12.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      167900                1101.84                    360                     358                    7.5                      0                      0                   0.375                  7.875 YORK                   PA                                       17404 Single Family                          167900                20060501            79.98999786 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G01                                                      433600                3026.17                    360                     358                      8                      0                      0                   0.375                  8.375 SEDALIA                CO                                       80135 Single Family                          433600                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G03                                                       81900                 503.34                    360                     358                      7                      0                      0                   0.375                  7.375 Phoenix                AZ                                       85032 Condominium                             81900                20060501                     70 No MI                                1.00E+17                    2.25               20110401                 12.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G03                                                   103899.41                 638.55                    360                     358                      7                      0                      0                   0.375                  7.375 Carrollton             GA                                       30116 Single Family                          103920                20060501                     80 No MI                                1.00E+17                    2.75               20110401                 13.375                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      182250                1215.00                    360                     358                  7.625                      0                      0                   0.375                      8 Decatur                GA                                       30034 PUD                                    182250                20060501                     75 No MI                                1.00E+17                    2.25               20110401                     13                  2.375                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G01                                                      550000                3036.46                    360                     358                   6.25                      0                      0                   0.375                  6.625 Atlanta                GA                                       30327 Single Family                          550000                20060501            56.11999893 No MI                                1.00E+17                   2.375               20080401                 11.625                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      24 N                                    20360401 AFL2
GI                       G03                                                      180000                1125.00                    360                     358                  7.125                      0                      0                   0.375                    7.5 ALEXANDRIA             VA                                       22303 Condominium                            180000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                      195000                1096.88                    360                     357                  6.375                      0                      0                   0.375                   6.75 Mount Pleasant         SC                                       29464 Single Family                          195000                20060401            26.35000038 No MI                                1.00E+17                    2.25               20110301                  12.75                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GII                      G02                                                      278868                1539.58                    360                     358                   6.25                      0                      0                   0.375                  6.625 LANCASTER              CA                                       93535 Single Family                          278868                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.625                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                      157600                1048.52                    360                     360                  6.625                      0                      0                   0.375                      7 ALTON                  TX                                       78574 PUD                                    157600                20060701                     80 No MI                                1.00E+17                    2.25               20110601                     12                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360601 AFL2
GII                      G02                                                      211212                1210.07                    360                     357                    6.5                      0                      0                   0.375                  6.875 LAS VEGAS              NV                                       89130 Single Family                          211212                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 11.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G02                                                      133592                 876.70                    360                     358                    7.5                      0                      0                   0.375                  7.875 Covington              GA                                       30016 PUD                                    133592                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                       95250                 674.69                    360                     360                  8.125                      0                      0                   0.375                    8.5 Chicago                IL                                       60620 Single Family                           95250                20060701                     75 No MI                                1.00E+17                    2.25               20110601                   13.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GII                      G02                                                      348231                1995.07                    360                     358                    6.5                      0                      0                   0.375                  6.875 GOODYEAR               AZ                                       85338 PUD                                    348231                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G03                                                      116000                 712.92                    360                     359                      7                      0                      0                   0.375                  7.375 JUSTIN                 TX                                       76247 PUD                                    116000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.375                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G03                                                      348202                2067.45                    360                     357                   6.75                      0                      0                   0.375                  7.125 SURPRISE               AZ                                       85379 PUD                                    348202                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 12.125                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GII                      G02                                                      307129                1759.60                    360                     360                    6.5                      0                      0                   0.375                  6.875 TUCSON                 AZ                                       85743 Single Family                          307129                20060701                     80 No MI                                                            2.25               20110601                 11.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GI                       G02                                                       97425                 669.80                    360                     358                  7.875                      0                      0                   0.375                   8.25 Lancaster              TX                                       75146 Single Family                           97425                20060501            74.94999695 No MI                                1.00E+17                    2.25               20110401                  13.25                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      262300                1857.96                    360                     359                  8.125                      0                      0                   0.375                    8.5 STOCKBRIDGE            GA                                       30281 PUD                                    262300                20060601            79.98999786 No MI                                1.00E+17                    2.25               20110501                   13.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G03                                                      772000                4503.33                    360                     358                  6.625                      0                      0                   0.375                      7 CALISTOGA              CA                                       94515 Single Family                          772000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                     12                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      216000                1417.50                    360                     358                    7.5                      0                      0                   0.375                  7.875 Madison                WI                                       53713 2-4 Family                             216000                20060501                     80 No MI                                1.00E+17                   4.375               20110401                 12.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                      304000                1741.67                    360                     358                    6.5                      0                      0                   0.375                  6.875 JACKSONVILLE           FL                                       32226 Single Family                          304000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.875                      4                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      406500                2837.03                    360                     358                      8                      0                      0                   0.375                  8.375 Plymouth               MI                                       48170 Single Family                          406500                20060501                     75 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      412500                2878.91                    360                     358                      8                      0                      0                   0.375                  8.375 West Bloomfield        MI                                       48323 Single Family                          412500                20060501                     75 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G03                                                      199364                1246.03                    360                     358                  7.125                      0                      0                   0.375                    7.5 North Myrtle Beach     SC                                       29582 Condominium                            199364                20060501                     80 No MI                                                            2.25               20110401                   13.5                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      116763                 802.75                    360                     358                  7.875                      0                      0                   0.375                   8.25 Lancaster              TX                                       75134 Single Family                          116763                20060501                     75 No MI                                1.00E+17                    2.25               20110401                  13.25                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G03                                                      131038                 791.69                    360                     359                  6.875                      0                      0                   0.375                   7.25 NOVI                   MI                                       48377 Condominium                            131038                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      163384                1106.25                    360                     358                   7.75                      0                      0                   0.375                  8.125 WOODSTOCK              GA                                       30188 PUD                                    163384                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.125                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G03                                                      324000                1991.25                    360                     359                      7                      0                      0                   0.375                  7.375 FALLS CHURCH           VA                                       22042 Townhouse                              324000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G01                                                   483886.56                2268.22                    360                     357                   5.25                      0                      0                   0.375                  5.625 Riverside              CA                                       92503 Single Family                          484000                20060401                     80 No MI                                1.00E+17                    2.25               20090301                 11.625                  1.875                       2 First Lien                                    Y                                           36 Prepay                                    360                      36 N                                    20360301 AFL2
GI                       G02                                                      410532                2694.12                    360                     355                    7.5                      0                      0                   0.375                  7.875 BEALETON               VA                                       22712 PUD                                    410532                20060201                     80 No MI                                1.00E+17                   2.375               20080101                 12.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      24 N                                    20360101 AFL2
GI                       G02                                                   123845.32                 942.49                    360                     358                      8                      0                      0                   0.375                  8.375 Austin                 TX                                       78751 Single Family                          124000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G03                                                      234937                1394.94                    360                     358                   6.75                      0                      0                   0.375                  7.125 BUCKEYE                AZ                                       85326 PUD                                    234937                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.125                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      100000                 572.92                    360                     358                    6.5                      0                      0                   0.375                  6.875 Mabelvale              AR                                       72103 Single Family                          100000                20060501                     80 No MI                                1.00E+17                   2.375               20080401                 11.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      24 N                                    20360401 AFL2
GI                       G03                                                      850300                5314.38                    360                     360                  7.125                      0                      0                   0.375                    7.5 Scotts Valley          CA                                       95066 Single Family                          850300                20060701                     80 No MI                                1.00E+17                    2.25               20110601                   12.5                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GI                       G02                                                      243543                1674.36                    360                     359                  7.875                      0                      0                   0.375                   8.25 Gilbert                AZ                                       85297 PUD                                    243543                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  13.25                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                   116727.41                 887.76                    360                     359                      8                      0                      0                   0.375                  8.375 Salt Lake City         UT                                       84120 Single Family                          116800                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.375                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                       58800                 416.50                    360                     359                  8.125                      0                      0                   0.375                    8.5 Grandville             MI                                       49418 Single Family                           58800                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   13.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      148720                1006.96                    360                     359                   7.75                      0                      0                   0.375                  8.125 Tucson                 AZ                                       85746 PUD                                    148720                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.125                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                       76000                 530.42                    360                     359                      8                      0                      0                   0.375                  8.375 MOUNT STERLING         OH                                       43143 Single Family                           76000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G01                                                   326520.82                1721.79                    360                     315                      4                      0                      0                    0.25                   4.25 LAKE OSWEGO            OR                                       97035 Single Family                          350000                20021001            70.70999908 No MI                                                            2.25               20070901                   9.25                  1.875                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20320901 CALA
GI                       G01                                                   721925.77                4556.58                    360                     315                   5.75                      0                      0                    0.25                      6 DENVER                 CO                                       80230 PUD                                    760000                20021001            69.08999634 No MI                                                            2.25               20070901                     11                      2                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20320901 CALA
GI                       G01                                                   425536.25                2519.87                    360                     316                  5.125                      0                      0                    0.25                  5.375 NEW ALBANY             OH                                       43054 Single Family                          450000                20021101                     75 No MI                                                            2.25               20071001                 10.375                      2                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20321001 CALA
GI                       G01                                                      524650                3606.97                    360                     358                  7.875                      0                      0                   0.375                   8.25 ALDIE                  VA                                       20108 PUD                                    524650                20060501            79.98999786 No MI                                1.00E+17                    2.25               20110401                  13.25                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G01                                                   288660.78                1968.57                    360                     317                    6.5                      0                      0                    0.25                   6.75 MACOMB                 MI                                       48044 Single Family                          317000                20021201            85.43000031 Mortgage Guaranty In                                             2.25               20061101                 11.375                  1.875                       2 First Lien                                    N                                            0 No_PP                                     360                      48 N                                    20321101 CALA
GI                       G01                                                   455952.62                2877.85                    360                     315                   5.75                      0                      0                    0.25                      6 BRANT BEACH            NJ                                        8008 Single Family                          480000                20021001                     80 No MI                                                            2.25               20070901                     11                      2                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20320901 CALA
GI                       G01                                                   382431.78                2295.88                    360                     317                  5.125                      0                      0                    0.25                  5.375 LONG BEACH             CA                                       90815 Single Family                          410000                20021201            56.54999924 No MI                                                            2.25               20071101                 10.375                      2                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20321101 CALA
GI                       G01                                                   359774.16                2157.60                    360                     316                   5.25                      0                      0                    0.25                    5.5 MARYSVILLE             WA                                       98270 Single Family                          380000                20021101            79.16999817 No MI                                                            2.25               20071001                   10.5                      2                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20321001 CALA
GI                       G02                                                      176250                1119.92                    360                     360                   7.25                      0                      0                   0.375                  7.625 Hollywood              FL                                       33024 Single Family                          176250                20060701                     75 No MI                                1.00E+17                    2.25               20110601                 12.625                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GI                       G01                                                   491241.06                3034.58                    360                     316                    5.5                      0                      0                    0.25                   5.75 LEESBURG               VA                                       20176 PUD                                    520000                20021101            79.15000153 No MI                                                            2.25               20071001                  10.75                  1.875                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20321001 CALA
GI                       G01                                                      440000                2200.00                    360                     317                   5.75                      0                      0                    0.25                      6 PITTSFIELD TOWNSHIP    MI                                       48108 Single Family                          440000                20021201                     80 No MI                                                            2.25               20071101                     11                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20321101 CALA
GI                       G02                                                      265180                1740.24                    360                     359                    7.5                      0                      0                   0.375                  7.875 Indio                  CA                                       92203 PUD                                    265180                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.875                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                    43939.24                 319.03                    360                     358                    7.5                      0                      0                   0.375                  7.875 Jacksonville           FL                                       32254 Single Family                           44000                20060501            78.56999969 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                   129438.34                 985.05                    360                     358                      8                      0                      0                   0.375                  8.375 Des Plaines            IL                                       60016 Condominium                            129600                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G03                                                      232000                1450.00                    360                     357                  7.125                      0                      0                   0.375                    7.5 Elkridge               MD                                       21075 PUD                                    232000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                   12.5                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360301 AFL2
GII                      G02                                                   168658.18                1108.90                    360                     359                    6.5                      0                      0                   0.375                  6.875 CLEARWATER             FL                                       33765 Single Family                          168800                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.875                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      284000                1863.75                    360                     358                    7.5                      0                      0                   0.375                  7.875 Compton                CA                                       90222 Single Family                          284000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                      100800                 546.00                    360                     358                  6.125                      0                      0                   0.375                    6.5 Akron                  OH                                       44303 Single Family                          100800                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   11.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      181520                1229.04                    360                     358                   7.75                      0                      0                   0.375                  8.125 Tucson                 AZ                                       85747 PUD                                    181520                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.125                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G01                                                   616130.88                3741.77                    360                     316                  5.375                      0                      0                    0.25                  5.625 WESTPORT               CT                                        6880 Single Family                          650000                20021101            54.16999817 No MI                                                            2.25               20071001                 10.625                  1.875                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20321001 CALA
GI                       G01                                                   343797.63                2129.21                    360                     316                   5.25                      0                      0                    0.25                    5.5 OJAI                   CA                                       93023 Single Family                          375000                20021101            47.77000046 No MI                                                            2.25               20071001                   10.5                      2                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20321001 CALA
GI                       G01                                                    571134.2                3779.19                    360                     316                   6.25                      0                      0                    0.25                    6.5 COCKEYSVILLE           MD                                       21030 Single Family                          600000                20021101            43.56999969 No MI                                                            2.25               20061001                     12                  1.875                       2 First Lien                                    N                                            0 No_PP                                     360                      48 N                                    20321001 CALA
GI                       G02                                                   144534.81                1087.23                    360                     358                  7.875                      0                      0                   0.375                   8.25 SPRING                 TX                                       77386 PUD                                    144720                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  13.25                      2                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G03                                                      259469                1567.63                    360                     360                  6.875                      0                      0                   0.375                   7.25 MARICOPA               AZ                                       85239 PUD                                    259469                20060701            79.94000244 No MI                                1.00E+17                    2.25               20110601                  12.25                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GI                       G01                                                   316586.74                1898.30                    360                     317                  5.125                      0                      0                    0.25                  5.375 HIGHLAND TWP.          MI                                       48357 Condominium                            339000                20021201            66.33999634 No MI                                                            2.25               20071101                 10.375                      2                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20321101 CALA
GI                       G02                                                   127840.33                 972.89                    360                     358                      8                      0                      0                   0.375                  8.375 SALT LAKE CITY         UT                                       84120 Single Family                          128000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                    2.5                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G01                                                   440655.21                2609.41                    360                     316                  5.125                      0                      0                    0.25                  5.375 SAN JOSE               CA                                       95121 Single Family                          465990                20021101            75.65000153 No MI                                                            2.25               20071001                 10.375                  1.875                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20321001 CALA
GI                       G01                                                      454500                3172.03                    360                     358                      8                      0                      0                   0.375                  8.375 Rosedale               MD                                       21237 Single Family                          454500                20060501            81.06999969 No MI                                1.00E+17                    2.25               20110401                 13.375                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      397000                2770.73                    360                     359                      8                      0                      0                   0.375                  8.375 Riverside              CA                                       92505 2-4 Family                             397000                20060601            79.40000153 No MI                                1.00E+17                    2.25               20110501                 13.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G02                                                      207992                1169.96                    360                     358                  6.375                      0                      0                   0.375                   6.75 N LAS VEGAS            NV                                       89081 Single Family                          207992                20060501                     80 No MI                                                            2.25               20110401                  11.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G01                                                       23800                 112.85                    360                     314                  5.315                      0                      0                   0.375                   5.69 SMYRNA                 GA                                       30080 Single Family                          100000                20020901            46.50999832 No MI                                                               2               20090801                  10.69                  1.875                       1 First Lien                                    Y                                           84 No_PP                                     360                      84 N                                    20320801 CALA
GI                       G02                                                      240191                1376.09                    360                     358                    6.5                      0                      0                   0.375                  6.875 QUEEN CREEK            AZ                                       85242 Single Family                          240191                20060501                     80 No MI                                1.00E+17                   2.375               20080401                 11.875                  1.625                       1 First Lien                                    Y                                          120 No_PP                                     360                      24 N                                    20360401 AFL2
GI                       G01                                                      150000                 708.75                    360                     314                  5.295                      0                      0                   0.375                   5.67 TYLER                  TX                                       75703 Single Family                          404350                20020901            67.95999908 No MI                                                               2               20090801                  10.67                      2                       1 First Lien                                    Y                                           84 No_PP                                     360                      84 N                                    20320801 CALA
GI                       G02                                                   375343.52                2313.25                    360                     359                  5.875                      0                      0                   0.375                   6.25 La Grange Park         IL                                       60526 Single Family                          375700                20060601                     65 No MI                                1.00E+17                   2.375               20080501                  11.25                  1.625                       1 First Lien                                    N                                            0 No_PP                                     360                      24 N                                    20360501 AFL2
GI                       G01                                                      339000                1601.78                    360                     315                  5.295                      0                      0                   0.375                   5.67 NORTHVILLE             MI                                       48167 Single Family                          339000                20021001            79.01999664 No MI                                                               2               20090901                  10.67                      2                       1 First Lien                                    Y                                           84 No_PP                                     360                      84 N                                    20320901 CALA
GI                       G01                                                    412613.8                2050.89                    360                     316                  5.625                      0                      0                   0.375                      6 GLEN ELLYN             IL                                       60137 Single Family                          450000                20021101            70.41999817 No MI                                                               2               20091001                     11                  1.625                       1 First Lien                                    Y                                           84 No_PP                                     360                      84 N                                    20321001 CALA
GI                       G01                                                      375000                1778.13                    360                     315                  5.315                      0                      0                   0.375                   5.69 SOUTH GLASTONBURY      CT                                        6073 Single Family                          375000                20021001            63.02999878 No MI                                                               2               20090901                  10.69                  1.625                       1 First Lien                                    Y                                           84 No_PP                                     360                      84 N                                    20320901 CALA
GI                       G02                                                      232000                1498.33                    360                     358                  7.375                      0                      0                   0.375                   7.75 MESA                   AZ                                       85212 PUD                                    232000                20060501            74.83999634 No MI                                1.00E+17                    2.25               20110401                  12.75                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 WALN
GII                      G02                                                      273909                1569.27                    360                     358                    6.5                      0                      0                   0.375                  6.875 LAS VEGAS              NV                                       89123 PUD                                    273909                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G03                                                      200000                1250.00                    360                     360                  7.125                      0                      0                   0.375                    7.5 FOREST                 VA                                       24551 Single Family                          200000                20060701                     80 No MI                                1.00E+17                    2.25               20110601                   12.5                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360601 AFL2
GII                      G02                                                   145598.46                 818.99                    360                     358                  6.375                      0                      0                   0.375                   6.75 Fernley                NV                                       89408 Single Family                          145600                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.75                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      232000                1619.17                    360                     359                      8                      0                      0                   0.375                  8.375 CHICAGO                IL                                       60647 Condominium                            232000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                       74160                 486.68                    360                     358                    7.5                      0                      0                   0.375                  7.875 Jacksonville           FL                                       32254 Single Family                           74160                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                      186479                1029.52                    360                     358                   6.25                      0                      0                   0.375                  6.625 Lakewood               CO                                       80228 Single Family                          186480                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.625                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                      344990                1904.63                    360                     358                   6.25                      0                      0                   0.375                  6.625 Maitland               FL                                       32751 PUD                                    344990                20060501                     90 Republic MIC                         1.00E+17                    2.25               20110401                 12.625                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      114400                 750.75                    360                     358                    7.5                      0                      0                   0.375                  7.875 Monroe                 NC                                       28110 PUD                                    114400                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      143500                 941.72                    360                     359                    7.5                      0                      0                   0.375                  7.875 BAKERSFIELD            CA                                       93307 Single Family                          143500                20060601                     70 No MI                                                            2.25               20110501                 12.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G02                                                      356350                2041.59                    360                     358                    6.5                      0                      0                   0.375                  6.875 Manassas Park          VA                                       20111 PUD                                    356350                20060501            79.98999786 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                    91882.26                 691.17                    360                     358                  7.875                      0                      0                   0.375                   8.25 Kansas City            KS                                       66109 2-4 Family                              92000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  13.25                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                      372792                2096.96                    360                     358                  6.375                      0                      0                   0.375                   6.75 Murrieta               CA                                       92563 PUD                                    372792                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.75                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G01                                                   361548.58                1714.34                    360                     315                  5.315                      0                      0                   0.375                   5.69 SALT LAKE CITY         UT                                       84103 Single Family                          362000                20021001            53.63000107 No MI                                                               2               20090901                  10.69                  1.875                       1 First Lien                                    Y                                           84 No_PP                                     360                      84 N                                    20320901 CALA
GI                       G01                                                   244967.99                1148.29                    360                     314                   5.25                      0                      0                   0.375                  5.625 MONMOUTH BEACH         NJ                                        7750 Single Family                          245000                20020901            43.36000061 No MI                                                               2               20090801                 10.625                  1.625                       1 First Lien                                    Y                                           84 No_PP                                     360                      84 N                                    20320801 CALA
GII                      G02                                                      214240                1227.42                    360                     358                    6.5                      0                      0                   0.375                  6.875 Highland Park          NJ                                        8904 Single Family                          214240                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.875                  1.625                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G01                                                   283670.32                1329.70                    360                     315                   5.25                      0                      0                   0.375                  5.625 THOUSAND OAKS          CA                                       91362 Single Family                          285000                20021001            52.29000092 No MI                                                               2               20090901                 10.625                  1.875                       1 First Lien                                    Y                                           84 No_PP                                     360                      84 N                                    20320901 CALA
GI                       G02                                                      300472                1627.56                    360                     358                  6.125                      0                      0                   0.375                    6.5 AURORA                 CO                                       80018 Single Family                          300472                20060501                     80 No MI                                1.00E+17                   2.375               20080401                   11.5                  1.625                       1 First Lien                                    Y                                          120 Prepay                                    360                      24 N                                    20360401 AFL2
GI                       G01                                                    78149.04                 358.18                    360                     315                  5.125                      0                      0                   0.375                    5.5 BRANFORD               CT                                        6405 Condominium                             83120                20021001                     80 No MI                                                               2               20090901                   10.5                      2                       1 First Lien                                    Y                                           84 No_PP                                     360                      84 N                                    20320901 CALA
GI                       G01                                                   343963.04                1622.36                    360                     316                  5.285                      0                      0                   0.375                   5.66 FAIRFIELD              CT                                        6430 Single Family                          344068                20021101            58.31999969 No MI                                                               2               20091001                  10.66                  1.625                       1 First Lien                                    Y                                           84 No_PP                                     360                      84 N                                    20321001 CALA
GI                       G01                                                      403650                1829.88                    360                     315                  5.065                      0                      0                   0.375                   5.44 SIOUX FALLS            SD                                       57103 Single Family                          403650                20021001            99.37000275 No MI                                                               2               20090901                  10.44                  1.625                       1 First Lien                                    Y                                           84 No_PP                                     360                      84 N                                    20320901 CALA
GI                       G02                                                   246038.24                1691.51                    360                     358                  7.875                      0                      0                   0.375                   8.25 MARICOPA               AZ                                       85236 Single Family                          247425                20060501                     75 No MI                                1.00E+17                    2.25               20110401                  13.25                  1.625                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                   118168.48                 888.90                    360                     358                  7.875                      0                      0                   0.375                   8.25 Coconut Creek          FL                                       33063 Condominium                            118320                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  13.25                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                      344000                2006.67                    360                     360                  6.625                      0                      0                   0.375                      7 San Diego              CA                                       92154 Condominium                            344000                20060701                     80 No MI                                1.00E+17                    2.25               20110601                     12                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GI                       G02                                                      175200                1222.75                    360                     358                      8                      0                      0                   0.375                  8.375 Bascom                 FL                                       32445 Single Family                          175200                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      164775                1081.34                    360                     358                    7.5                      0                      0                   0.375                  7.875 RIO RANCHO             NM                                       87144 Single Family                          164775                20060501                     75 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 WALN
GII                      G03                                                      129600                 783.00                    360                     360                  6.875                      0                      0                   0.375                   7.25 Kirkland               WA                                       98034 Condominium                            129600                20060701                     80 No MI                                1.00E+17                    2.25               20110601                  12.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GI                       G02                                                   251393.65                1911.96                    360                     359                      8                      0                      0                   0.375                  8.375 Snohomish              WA                                       98296 Condominium                            251550                20060601                     75 No MI                                1.00E+17                    2.25               20110501                 13.375                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G03                                                      285000                1484.37                    360                     360                  5.875                      0                      0                   0.375                   6.25 San Jose               CA                                       95122 Single Family                          285000                20060701                  45.75 No MI                                1.00E+17                    2.25               20110601                  11.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GI                       G02                                                      122400                 854.25                    360                     359                      8                      0                      0                   0.375                  8.375 Plant City             FL                                       33565 PUD                                    122400                20060601            74.62999725 No MI                                1.00E+17                    2.25               20110501                 13.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G02                                                      172000                1003.33                    360                     358                  6.625                      0                      0                   0.375                      7 OXON HILL              MD                                       20745 PUD                                    172000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                     13                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G03                                                      732000                4270.00                    360                     356                  6.625                      0                      0                   0.375                      7 Denver                 NC                                       28037 Single Family                          732000                20060301                     80 No MI                                1.00E+17                    2.25               20110201                     13                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360201 AFL2
GII                      G02                                                   261946.89                1701.92                    360                     358                  6.375                      0                      0                   0.375                   6.75 Metuchen               NJ                                        8840 Single Family                          262400                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  11.75                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      133087                 928.84                    360                     355                      8                      0                      0                   0.375                  8.375 Mansfield              TX                                       76063 2-4 Family                             133087                20060201                     75 No MI                                1.00E+17                    2.25               20110101                 13.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360101 AFL2
GI                       G03                                                      344000                2114.17                    360                     358                      7                      0                      0                   0.375                  7.375 Hyattsville            MD                                       20783 Single Family                          344000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G03                                                      375200                2266.83                    360                     358                  6.875                      0                      0                   0.375                   7.25 Herndon                VA                                       20171 Condominium                            375200                20060501            79.98999786 No MI                                1.00E+17                    2.25               20110401                  12.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                      316000                1777.50                    360                     358                  6.375                      0                      0                   0.375                   6.75 Mesa                   AZ                                       85212 PUD                                    316000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  11.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 WALN
GI                       G03                                                      164000                1007.92                    360                     358                      7                      0                      0                   0.375                  7.375 Redding                CA                                       96001 Single Family                          164000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                      214800                1230.62                    360                     357                    6.5                      0                      0                   0.375                  6.875 Tempe                  AZ                                       85283 Single Family                          214800                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 11.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GI                       G02                                                      280000                1983.33                    360                     359                  8.125                      0                      0                   0.375                    8.5 ATLANTA                GA                                       30312 Single Family                          280000                20060601                     70 No MI                                1.00E+17                    2.25               20110501                   13.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      144000                 945.00                    360                     359                    7.5                      0                      0                   0.375                  7.875 SNELLVILLE             GA                                       30078 Single Family                          144000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      121600                 798.00                    360                     359                    7.5                      0                      0                   0.375                  7.875 POWDER SPRINGS         GA                                       30127 PUD                                    121600                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G02                                                       87750                 493.59                    360                     359                  6.375                      0                      0                   0.375                   6.75 WILMINGTON             NC                                       28405 Single Family                           87750                20060601                     65 No MI                                1.00E+17                    2.25               20110501                  11.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      176400                1231.12                    360                     358                      8                      0                      0                   0.375                  8.375 Olathe                 KS                                       66062 PUD                                    176400                20060501                     70 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G01                                                      390000                2275.00                    300                     239                  6.625                      0                      0                   0.375                      7 COLD SPRING            KY                                       41076 Single Family                          391500                20010601            79.90000153 No MI                                                               2               20070501                     12                      2                       0 First Lien                                    Y                                           60 No_PP                                     300                      72 N                                    20260501 CALA
GII                      G02                                                      408750                2341.80                    360                     358                    6.5                      0                      0                   0.375                  6.875 Van Nuys               CA                                       91406 Single Family                          408750                20060501                     75 No MI                                1.00E+17                    2.25               20110401                 11.875                  1.625                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G03                                                      368000                2223.33                    360                     358                  6.875                      0                      0                   0.375                   7.25 Stockton               CA                                       95219 PUD                                    368000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G03                                                      130400                 787.83                    360                     357                  6.875                      0                      0                   0.375                   7.25 Las Vegas              NV                                       89123 Condominium                            130400                20060401                     80 No MI                                1.00E+17                    2.25               20110301                  12.25                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GI                       G02                                                      165920                1157.98                    360                     359                      8                      0                      0                   0.375                  8.375 Mentone                CA                                       92359 Single Family                          165920                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.375                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G03                                                      415200                2508.50                    360                     359                  6.875                      0                      0                   0.375                   7.25 San Gabriel            CA                                       91775 Single Family                          415200                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.25                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 WALN
GII                      G03                                                      115960                 688.51                    360                     358                   6.75                      0                      0                   0.375                  7.125 Adairsville            GA                                       30103 2-4 Family                             115960                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.125                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G01                                                   456842.27                2664.91                    300                     241                  6.625                      0                      0                   0.375                      7 CHANHASSEN             MN                                       55317 Single Family                          520000                20010801            72.73000336 No MI                                                               2               20060701                     12                  1.875                       0 First Lien                                    Y                                           60 No_PP                                     300                      60 N                                    20260701 CALA
GI                       G01                                                      479200                3094.83                    360                     359                  7.375                      0                      0                   0.375                   7.75 MIRAMAR BEACH          FL                                       32550 Condominium                            479200                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.75                  1.625                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                   226208.42                1437.37                    360                     358                   7.25                      0                      0                   0.375                  7.625 Las Vegas              NV                                       89113 Single Family                          226360                20060501            79.16000366 No MI                                1.00E+17                    2.25               20110401                 12.625                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      273450                1424.22                    360                     358                  5.875                      0                      0                   0.375                   6.25 Queen Creek            AZ                                       85242 PUD                                    273450                20060501            79.98999786 No MI                                1.00E+17                   2.375               20080401                  11.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      24 N                                    20360401 AFL2
GI                       G03                                                      109600                 685.00                    360                     357                  7.125                      0                      0                   0.375                    7.5 Bluffton               SC                                       29910 Condominium                            109600                20060401                     80 No MI                                1.00E+17                    2.25               20110301                   12.5                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G03                                                      539480                3371.75                    360                     357                  7.125                      0                      0                   0.375                    7.5 Bronx                  NY                                       10465 2-4 Family                             540000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                   13.5                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GII                      G02                                                   175706.46                 988.35                    360                     357                  6.375                      0                      0                   0.375                   6.75 Eagle Mountain         UT                                       84043 Single Family                          176000                20060401            79.98999786 No MI                                1.00E+17                    2.25               20110301                  11.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G02                                                      187120                1208.48                    360                     359                  7.375                      0                      0                   0.375                   7.75 ARGO                   AL                                       35120 Single Family                          187120                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.75                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G03                                                    190189.3                1168.87                    360                     358                      7                      0                      0                   0.375                  7.375 Beaverton              OR                                       97006 PUD                                    190250                20060501            79.98999786 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                   179539.74                1366.34                    360                     358                      8                      0                      0                   0.375                  8.375 Tampa                  FL                                       33626 PUD                                    179764                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      267150                1864.48                    360                     359                      8                      0                      0                   0.375                  8.375 POTTSTOWN              PA                                       19464 Townhouse                              267150                20060601            79.98999786 No MI                                1.00E+17                    2.25               20110501                 13.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                       96400                 672.79                    360                     358                      8                      0                      0                   0.375                  8.375 Mount Airy             GA                                       30563 Single Family                           96400                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      188720                1218.82                    360                     354                  7.375                      0                      0                   0.375                   7.75 Deltona                FL                                       32738 Single Family                          188720                20060101                     80 No MI                                1.00E+17                    2.25               20101201                  12.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20351201 AFL2
GI                       G02                                                       47600                 337.17                    360                     359                  8.125                      0                      0                   0.375                    8.5 OLD HICKORY            TN                                       37138 Single Family                           47600                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   13.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G02                                                      181700                1059.92                    360                     359                  6.625                      0                      0                   0.375                      7 Lawrenceville          GA                                       30043 PUD                                    181700                20060601            79.98999786 No MI                                1.00E+17                    2.25               20110501                     12                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G03                                                      879200                5495.00                    360                     357                  7.125                      0                      0                   0.375                    7.5 granite bay            CA                                       95748 Single Family                          879200                20060401                     80 No MI                                                            2.25               20110301                   12.5                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G02                                                      417000                2693.13                    360                     358                  7.375                      0                      0                   0.375                   7.75 NORTH SHORE            FL                                       33138 Single Family                          417000                20060501            78.68000031 No MI                                1.00E+17                    2.25               20110401                  12.75                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      196000                1265.83                    360                     357                  7.375                      0                      0                   0.375                   7.75 Fresno                 CA                                       93702 Single Family                          196000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                  12.75                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360301 AFL2
GI                       G02                                                      195200                1281.00                    360                     358                    7.5                      0                      0                   0.375                  7.875 Dacula                 GA                                       30019 PUD                                    195200                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                   215847.55                1547.45                    360                     359                  7.375                      0                      0                   0.375                   7.75 BEACHWOOD              NJ                                        8722 Single Family                          216000                20060601                     80 No MI                                                            2.25               20110501                  12.75                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G03                                                      136800                 698.25                    360                     356                   5.75                      0                      0                   0.375                  6.125 CUMMING                GA                                       30040 PUD                                    136800                20060301            79.97000122 No MI                                1.00E+17                    2.25               20110201                 12.125                  2.375                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360201 AFL2
GII                      G03                                                   463999.99                2658.33                    360                     357                    6.5                      0                      0                   0.375                  6.875 SAINT GEORGE           UT                                       84790 Single Family                          464000                20060401                     80 No MI                                1.00E+17                    2.75               20110301                 12.875                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 ALT1
GI                       G02                                                      396000                2598.75                    360                     359                    7.5                      0                      0                   0.375                  7.875 Manassas               VA                                       20111 Single Family                          396000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.875                  2.375                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G03                                                      203688                1039.66                    360                     358                   5.75                      0                      0                   0.375                  6.125 LENEXA                 KS                                       66227 PUD                                    203688                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.125                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      136100                 921.51                    360                     358                   7.75                      0                      0                   0.375                  8.125 Sebring                FL                                       33872 Single Family                          136100                20060501            74.98999786 No MI                                1.00E+17                    2.25               20110401                 13.125                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                   148450.37                 940.02                    360                     358                  6.125                      0                      0                   0.375                    6.5 PHILADELPHIA           PA                                       19154 Single Family                          148720                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   11.5                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                      356000                2039.58                    360                     358                    6.5                      0                      0                   0.375                  6.875 STERLING               VA                                       20164 Single Family                          356000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G03                                                    92603.21                 624.89                    360                     358                   6.75                      0                      0                   0.375                  7.125 Yorkville              IL                                       60560 Condominium                             92752                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.125                  1.875                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                    150002.5                 843.76                    360                     358                  6.375                      0                      0                   0.375                   6.75 Hollywood              FL                                       33019 Condominium                            300000                20060501            46.15000153 No MI                                1.00E+17                    2.25               20110401                  12.75                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                      373545                2062.28                    360                     358                   6.25                      0                      0                   0.375                  6.625 Fresno                 CA                                       93722 Single Family                          373545                20060501                     80 No MI                                1.00E+17                    2.75               20110401                 12.625                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                       98925                 638.89                    360                     358                  7.375                      0                      0                   0.375                   7.75 Rex                    GA                                       30273 Single Family                           98925                20060501                     75 No MI                                1.00E+17                    2.25               20110401                  12.75                  2.375                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                   159997.91                 883.32                    360                     358                   6.25                      0                      0                   0.375                  6.625 Queen Creek            AZ                                       85243 PUD                                    160000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.625                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                   375480.76                2726.27                    360                     358                    7.5                      0                      0                   0.375                  7.875 Paterson               NJ                                        7513 2-4 Family                             376000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G03                                                   179645.34                1242.67                    360                     358                      7                      0                      0                   0.375                  7.375 DENVER                 CO                                       80228 Single Family                          179920                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.375                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 WALN
GI                       G01                                                      547200                3648.00                    360                     358                  7.625                      0                      0                   0.375                      8 LAS VEGAS              NV                                       89149 PUD                                    547200                20060501                     80 No MI                                1.00E+17                    2.25               20110401                     13                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 WALN
GI                       G02                                                      325800                1730.81                    360                     358                      6                      0                      0                   0.375                  6.375 SACRAMENTO             CA                                       95828 Single Family                          325800                20060501            79.98999786 No MI                                1.00E+17                   2.375               20080401                 11.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      24 N                                    20360401 AFL2
GI                       G02                                                      212723                1130.09                    360                     357                      6                      0                      0                   0.375                  6.375 ORANGE PARK            FL                                       32065 PUD                                    212723                20060401                     70 No MI                                1.00E+17                   2.375               20080301                 11.375                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      24 N                                    20360301 AFL2
GI                       G02                                                   127457.24                 914.42                    360                     358                  7.375                      0                      0                   0.375                   7.75 Lauderdale Lakes       FL                                       33311 Condominium                            127638                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.75                      2                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G03                                                      212000                1280.83                    360                     358                  6.875                      0                      0                   0.375                   7.25 MINNEAPOLIS            MN                                       55419 Single Family                          212000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.25                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 WALN
GII                      G02                                                      160000                 933.33                    360                     358                  6.625                      0                      0                   0.375                      7 SAN DIEGO              CA                                       92110 Condominium                            160000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                     12                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 WALN
GI                       G01                                                   479002.46                3480.34                    360                     357                    7.5                      0                      0                   0.375                  7.875 FOREST LAKE            MN                                       55025 Single Family                          480000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 12.875                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360301 AFL2
GI                       G02                                                    87937.89                 630.44                    360                     359                  7.375                      0                      0                   0.375                   7.75 DESOTO                 TX                                       75115 Single Family                           88000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.75                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      119000                 756.15                    360                     358                   7.25                      0                      0                   0.375                  7.625 SAINT PETER            MN                                       56082 PUD                                    119000                20060501                     70 No MI                                1.00E+17                    2.25               20110401                 12.625                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                      172463                 934.17                    360                     358                  6.125                      0                      0                   0.375                    6.5 Algonquin              IL                                       60102 Condominium                            172463                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                      164000                 939.58                    360                     358                    6.5                      0                      0                   0.375                  6.875 Charleston             SC                                       29412 Single Family                          164000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                      296720                1607.23                    360                     357                  6.125                      0                      0                   0.375                    6.5 N Las Vegas            NV                                       89086 PUD                                    296720                20060401                     80 No MI                                1.00E+17                    2.75               20110301                   12.5                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GI                       G02                                                      192000                1320.00                    360                     358                  7.875                      0                      0                   0.375                   8.25 Brewyn                 IL                                       60402 Single Family                          192000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  13.25                  2.375                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G03                                                      450000                2343.75                    360                     358                  5.875                      0                      0                   0.375                   6.25 Sterling               VA                                       20166 PUD                                    450000                20060501            55.13999939 No MI                                1.00E+17                    2.25               20110401                  12.25                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      236790                1652.60                    360                     359                      8                      0                      0                   0.375                  8.375 MURRIETA               CA                                       92562 Condominium                            236790                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G02                                                      190050                1088.83                    360                     358                    6.5                      0                      0                   0.375                  6.875 Peoria                 AZ                                       85381 PUD                                    190050                20060501            79.98999786 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                      146876                 780.28                    360                     358                      6                      0                      0                   0.375                  6.375 Jacksonville           FL                                       32216 Condominium                            146876                20060501                     80 No MI                                1.00E+17                    2.75               20110401                 12.375                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G03                                                   319976.57                1933.19                    360                     357                  6.875                      0                      0                   0.375                   7.25 MANASSAS               VA                                       20109 Single Family                          320000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                  12.25                  2.375                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G03                                                      187350                1151.42                    360                     359                      7                      0                      0                   0.375                  7.375 YPSILANTI              MI                                       48198 Single Family                          187350                20060601            79.93000031 No MI                                1.00E+17                    2.25               20110501                 13.375                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G02                                                      207900                1212.75                    360                     357                  6.625                      0                      0                   0.375                      7 Orlando                FL                                       32824 Condominium                            207900                20060401            79.98000336 No MI                                1.00E+17                    2.75               20110301                     13                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GI                       G02                                                    53613.03                 408.01                    360                     358                      8                      0                      0                   0.375                  8.375 NEW BRAUNFELS          TX                                       78130 Single Family                           53680                20060501                     80 No MI                                1.00E+17                   2.375               20080401                 13.375                  2.375                       1 First Lien                                    N                                            0 No_PP                                     360                      24 N                                    20360401 AFL2
GII                      G02                                                      335200                1780.75                    360                     358                      6                      0                      0                   0.375                  6.375 West Linn              OR                                       97068 Single Family                          335200                20060501                     80 No MI                                1.00E+17                    2.75               20110401                 12.375                      2                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G01                                                      590920                4001.02                    360                     358                   7.75                      0                      0                   0.375                  8.125 Sterling               VA                                       20166 PUD                                    590920                20060501                     80 No MI                                1.00E+17                    2.75               20110401                 14.125                  2.375                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      205731                1114.38                    360                     358                  6.125                      0                      0                   0.375                    6.5 FOUNTAIN               CO                                       80817 Single Family                          205731                20060501                     80 No MI                                1.00E+17                   2.375               20080401                   11.5                  2.375                       1 First Lien                                    Y                                          120 No_PP                                     360                      24 N                                    20360401 AFL2
GII                      G02                                                      219696                1235.79                    360                     358                  6.375                      0                      0                   0.375                   6.75 LAS VEGAS              NV                                       89156 PUD                                    219696                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  11.75                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      248708                1398.98                    360                     358                  6.375                      0                      0                   0.375                   6.75 LAS VEGAS              NV                                       89123 Single Family                          248708                20060501                     80 No MI                                1.00E+17                   2.375               20080401                  11.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      24 N                                    20360401 AFL2
GII                      G03                                                    50099.99                 297.47                    360                     355                   6.75                      0                      0                   0.375                  7.125 Ormond Beach           FL                                       32176 PUD                                     50100                20060201            31.90999985 No MI                                1.00E+17                    2.25               20110101                 12.125                      2                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360101 AFL2
GII                      G02                                                      166513                 901.95                    360                     356                  6.125                      0                      0                   0.375                    6.5 Palm Coast             FL                                       32164 Single Family                          166513                20060301                     70 No MI                                1.00E+17                    2.25               20110201                   11.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360201 AFL2
GII                      G03                                                      209600                1266.33                    360                     356                  6.875                      0                      0                   0.375                   7.25 FtWorth                TX                                       76248 Single Family                          209600                20060301                     80 No MI                                1.00E+17                    2.25               20110201                  12.25                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360201 AFL2
GII                      G03                                                      127732                 638.66                    360                     357                  5.625                      0                      0                   0.375                      6 San Antonio            TX                                       78254 PUD                                    127732                20060401                     80 No MI                                1.00E+17                    2.25               20110301                     12                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GII                      G03                                                   111892.91                 676.02                    360                     358                  6.875                      0                      0                   0.375                   7.25 Hutto                  TX                                       78634 PUD                                    112000                20060501                     80 No MI                                1.00E+17                    2.75               20110401                  13.25                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G03                                                   319199.99                1961.75                    360                     358                      7                      0                      0                   0.375                  7.375 Springfield            VA                                       22152 Condominium                            319200                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.375                  2.375                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G03                                                      134400                 826.00                    360                     358                      7                      0                      0                   0.375                  7.375 Castle Rock            CO                                       80104 Condominium                            134400                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G03                                                      292944                1525.75                    360                     358                  5.875                      0                      0                   0.375                   6.25 Stuart                 FL                                       34997 PUD                                    292944                20060501                     80 No MI                                1.00E+17                    2.75               20110401                  12.25                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                      186779                1031.18                    360                     357                   6.25                      0                      0                   0.375                  6.625 Phoenix                AZ                                       85008 Condominium                            186779                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 12.625                  2.375                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G03                                                      492000                3023.75                    360                     358                      7                      0                      0                   0.375                  7.375 Miami                  FL                                       33186 Single Family                          492000                20060501                     80 No MI                                1.00E+17                    2.75               20110401                 13.375                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G01                                                      499350                3224.97                    360                     357                  7.375                      0                      0                   0.375                   7.75 DUMFRIES               VA                                       22026 Single Family                          499350                20060401            79.98999786 No MI                                1.00E+17                    2.25               20110301                  12.75                  2.375                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G03                                                       65040                 406.50                    360                     358                  7.125                      0                      0                   0.375                    7.5 San Antonio            TX                                       78223 Single Family                           65040                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G03                                                      399200                2453.42                    360                     355                      7                      0                      0                   0.375                  7.375 Sylmar                 CA                                       91342 Single Family                          399200                20060201                     80 No MI                                1.00E+17                    2.25               20110101                 12.375                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360101 AFL2
GII                      G03                                                   162830.31                 928.22                    360                     357                  5.125                      0                      0                   0.375                    5.5 Wylie                  TX                                       75098 PUD                                    163480                20060401                     80 No MI                                1.00E+17                    2.25               20110301                   11.5                  1.875                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360301 AFL2
GII                      G02                                                      399192                2120.71                    360                     358                      6                      0                      0                   0.375                  6.375 Murrieta               CA                                       92563 Single Family                          399192                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.375                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      189200                1241.63                    360                     358                    7.5                      0                      0                   0.375                  7.875 North Port             FL                                       34288 Single Family                          189200                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                   213972.84                1181.31                    360                     358                   6.25                      0                      0                   0.375                  6.625 Denver                 CO                                       80220 Condominium                            214000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.625                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      233734                1655.62                    360                     359                  8.125                      0                      0                   0.375                    8.5 Broomfield             CO                                       80020 PUD                                    233734                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   13.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G01                                                   323923.71                1571.59                    360                     313                  5.455                      0                      0                   0.375                   5.83 MADISON                AL                                       35758 PUD                                    342000                20020801            69.80000305 No MI                                                               2               20090701                  10.83                  1.875                       1 First Lien                                    Y                                           84 No_PP                                     360                      84 N                                    20320701 CALA
GI                       G01                                                   350575.84                1385.27                    360                     315                  4.375                      0                      0                   0.375                   4.75 WESTFIELD              NJ                                        7090 Single Family                          367920                20021001                     80 No MI                                                               2               20090901                   9.75                  1.625                       1 First Lien                                    Y                                           84 No_PP                                     360                      84 N                                    20320901 CALA
GI                       G02                                                      118500                 827.03                    360                     358                      8                      0                      0                   0.375                  8.375 North Las Vegas        NV                                       89030 Single Family                          118500                20060501                     75 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.625                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      372500                2211.72                    360                     358                   6.75                      0                      0                   0.375                  7.125 SCOTTSDALE             AZ                                       85254 PUD                                    373000                20060501            57.38000107 No MI                                1.00E+17                    2.25               20160401                 12.125                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                     120 N                                    20360401 WALN
GI                       G01                                                   587788.38                2816.49                    360                     314                  5.375                      0                      0                   0.375                   5.75 HUDSON                 OH                                       44236 PUD                                    593000                20020901            78.65000153 No MI                                                               2               20090801                  10.75                  1.875                       1 First Lien                                    Y                                           84 No_PP                                     360                      84 N                                    20320801 CALA
GII                      G02                                                    95965.07                 539.80                    360                     358                  6.375                      0                      0                   0.375                   6.75 Pleasant Grove         UT                                       84062 Condominium                             96000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  11.75                  1.625                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      201600                1302.00                    360                     359                  7.375                      0                      0                   0.375                   7.75 ATL                    GA                                       30311 Single Family                          201600                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  13.75                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G01                                                   113075.74                 442.31                    360                     315                  5.295                      0                      0                   0.375                   5.67 JACKSONVILLE           FL                                       32210 Single Family                          600000                20021001            70.58999634 No MI                                                               2               20090901                  10.67                  1.875                       1 First Lien                                    Y                                           84 No_PP                                     360                      84 N                                    20320901 CALA
GI                       G03                                                      164500                1028.13                    360                     360                  7.125                      0                      0                   0.375                    7.5 Las Vegas              NV                                       89101 Single Family                          164500                20060701                     70 No MI                                1.00E+17                    2.25               20110601                   12.5                  2.375                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GI                       G03                                                      344000                2114.17                    360                     359                      7                      0                      0                   0.375                  7.375 Riverside              CA                                       92507 2-4 Family                             344000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      273600                1396.50                    360                     358                   5.75                      0                      0                   0.375                  6.125 Ridgefield             WA                                       98642 Single Family                          273600                20060501                     80 No MI                                1.00E+17                   2.375               20080401                 11.125                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      24 N                                    20360401 AFL2
GI                       G02                                                    58914.32                 417.60                    360                     358                   7.25                      0                      0                   0.375                  7.625 MILWAUKEE              WI                                       53206 Single Family                           59000                20060501            62.11000061 No MI                                1.00E+17                    2.25               20110401                 12.625                      2                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                   371804.19                2419.92                    360                     356                  6.375                      0                      0                   0.375                   6.75 HAMBURG                NJ                                        7419 PUD                                    373100                20060301                     80 No MI                                1.00E+17                    2.25               20110201                  11.75                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360201 AFL2
GI                       G02                                                      342900                2250.28                    360                     358                    7.5                      0                      0                   0.375                  7.875 BOTHELL                WA                                       98021 Condominium                            342900                20060501            79.98999786 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G01                                                   544654.11                3225.43                    360                     316                  5.125                      0                      0                    0.25                  5.375 MARIETTA               GA                                       30068 Single Family                          576000                20021101            52.36000061 No MI                                                            2.25               20071001                 10.375                  1.875                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20321001 CALA
GI                       G01                                                   293832.81                1379.39                    360                     316                  5.625                      0                      0                    0.25                  5.875 GLASTONBURY            CT                                        6033 Single Family                          310000                20021101                     80 No MI                                                            2.25               20071001                 10.875                      2                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20321001 CALA
GI                       G01                                                   603447.34                3833.96                    360                     316                   5.75                      0                      0                    0.25                      6 SAN DIEGO              CA                                       92101 Condominium                            639473                20021101                     75 No MI                                                            2.25               20071001                     11                      2                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20321001 CALA
GI                       G01                                                   429799.12                1880.37                    360                     317                      5                      0                      0                    0.25                   5.25 PARKLAND               FL                                       33067 PUD                                    530000                20021201            71.80999756 No MI                                                            2.25               20071101                  10.25                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20321101 CALA
GI                       G01                                                      390000                1787.50                    360                     316                   5.25                      0                      0                    0.25                    5.5 LOS ANGELES            CA                                       90066 Single Family                          390000                20021101                     65 No MI                                                            2.25               20071001                   10.5                      2                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20321001 CALA
GI                       G02                                                      257600                1771.00                    360                     357                  7.875                      0                      0                   0.375                   8.25 Dallas                 TX                                       75230 Single Family                          257600                20060401                     70 No MI                                1.00E+17                    2.25               20110301                  13.25                      2                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G01                                                   546663.95                3315.32                    360                     317                  5.375                      0                      0                    0.25                  5.625 ARGYLE                 TX                                       76226 Single Family                          575920                20021201                     80 No MI                                                            2.25               20071101                 10.625                  1.875                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20321101 CALA
GII                      G03                                                      283704                1714.05                    360                     360                  6.875                      0                      0                   0.375                   7.25 LAS VEGAS              NV                                       89115 PUD                                    283704                20060701                     80 No MI                                1.00E+17                    2.25               20110601                  12.25                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GII                      G02                                                      148000                 832.50                    360                     359                  6.375                      0                      0                   0.375                   6.75 MINNEAPOLIS            MN                                       55412 Single Family                          148000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  11.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G02                                                      158400                 874.50                    360                     356                   6.25                      0                      0                   0.375                  6.625 Reno                   NV                                       89506 Single Family                          158400                20060301                     80 No MI                                1.00E+17                    2.25               20110201                 12.625                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360201 AFL2
GI                       G02                                                      224950                1148.18                    360                     358                   5.75                      0                      0                   0.375                  6.125 Murrieta               CA                                       92563 PUD                                    224950                20060501            74.98999786 No MI                                1.00E+17                   2.375               20080401                 11.125                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      24 N                                    20360401 AFL2
GII                      G03                                                    935999.4                5655.00                    360                     355                  6.875                      0                      0                   0.375                   7.25 LONG BEACH             CA                                       90802 Condominium                            936000                20060201                     80 No MI                                1.00E+17                    2.25               20110101                  12.25                      2                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360101 AFL2
GII                      G03                                                      564000                3172.50                    360                     357                  6.375                      0                      0                   0.375                   6.75 San Jose               CA                                       95124 Single Family                          564000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                  11.75                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G03                                                      340000                2089.58                    360                     358                      7                      0                      0                   0.375                  7.375 NAPA                   CA                                       94558 Single Family                          340000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.375                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G03                                                      135920                 679.60                    360                     357                  5.625                      0                      0                   0.375                      6 VILLA RICA             GA                                       30180 PUD                                    135920                20060401                     80 No MI                                1.00E+17                    2.25               20110301                     11                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G02                                                   186801.05                1341.13                    360                     357                  7.375                      0                      0                   0.375                   7.75 NORTH ATTLEBORO        MA                                        2760 Condominium                            187200                20060401                     80 No MI                                1.00E+17                    2.25               20110301                  13.75                  1.875                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G01                                                   549128.98                3202.78                    360                     317                      5                      0                      0                    0.25                   5.25 BIRMINGHAM             AL                                       35216 Single Family                          580000                20021201            69.87999725 No MI                                                            2.25               20071101                  10.25                  1.875                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20321101 CALA
GI                       G03                                                      340000                2089.58                    360                     358                      7                      0                      0                   0.375                  7.375 LATHROP                CA                                       95330 Single Family                          340000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.375                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G03                                                   172122.98                1021.98                    360                     357                   6.75                      0                      0                   0.375                  7.125 BRASELTON              GA                                       30517 Single Family                          172123                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 12.125                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G02                                                       93742                 615.18                    360                     358                    7.5                      0                      0                   0.375                  7.875 HUMBLE                 TX                                       77338 PUD                                     93742                20060501                     75 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      168000                1120.00                    360                     355                  7.625                      0                      0                   0.375                      8 Colorado Springs       CO                                       80903 2-4 Family                             168000                20060201                     80 No MI                                1.00E+17                    2.25               20110101                     13                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360101 AFL2
GI                       G02                                                    171893.1                1307.32                    360                     359                      8                      0                      0                   0.375                  8.375 RIVIERA BEACH          FL                                       33404 Single Family                          172000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 14.375                  1.875                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G03                                                      185500                1159.38                    360                     355                  7.125                      0                      0                   0.375                    7.5 Phoenix                AZ                                       85042 Single Family                          185500                20060201            70.52999878 YES                                  1.00E+17                    2.25               20110101                   12.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360101 AFL2
GI                       G01                                                   613911.37                3589.32                    360                     316                      5                      0                      0                    0.25                   5.25 GRANITE BAY            CA                                       95746 PUD                                    650000                20021101            59.63000107 No MI                                                            2.25               20071001                  10.25                  1.875                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20321001 CALA
GII                      G02                                                      186650                1088.79                    360                     358                  6.625                      0                      0                   0.375                      7 Alexandria             VA                                       22304 Condominium                            186650                20060501            74.98999786 No MI                                1.00E+17                    2.25               20110401                     12                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G01                                                      452000                1977.50                    360                     316                      5                      0                      0                    0.25                   5.25 MONTEREY               CA                                       93940 Single Family                          452000                20021101                     80 No MI                                                            2.25               20071001                  10.25                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20321001 CALA
GI                       G02                                                      126000                 826.88                    360                     358                    7.5                      0                      0                   0.375                  7.875 Las Vegas              NV                                       89101 Single Family                          126000                20060501                     70 No MI                                1.00E+17                    2.25               20110401                 12.875                      2                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G03                                                      128000                 884.06                    360                     360                      7                      0                      0                   0.375                  7.375 TAMPA                  FL                                       33615 Single Family                          128000                20060701                     80 No MI                                1.00E+17                    2.25               20110601                 12.375                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360601 AFL2
GII                      G02                                                      324000                1856.25                    360                     357                    6.5                      0                      0                   0.375                  6.875 Madera                 CA                                       93638 Single Family                          324000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 11.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G02                                                      120000                 825.00                    360                     358                  7.875                      0                      0                   0.375                   8.25 Baltimore              MD                                       21222 Single Family                          120000                20060501                     75 No MI                                1.00E+17                    2.25               20110401                  13.25                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      392000                2572.50                    360                     358                    7.5                      0                      0                   0.375                  7.875 Indio                  CA                                       92201 Single Family                          392000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G01                                                   386886.64                2153.59                    360                     317                      5                      0                      0                    0.25                   5.25 BULLHEAD CITY          AZ                                       86442 Single Family                          390000                20021201            56.52000046 No MI                                                            2.25               20071101                  10.25                  1.875                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20321101 CALA
GII                      G02                                                      337500                1933.59                    360                     357                    6.5                      0                      0                   0.375                  6.875 Jupiter                FL                                       33458 Condominium                            337500                20060401            79.98999786 No MI                                1.00E+17                    2.75               20110301                 12.875                      2                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GI                       G01                                                   399390.64                1746.98                    360                     316                      5                      0                      0                    0.25                   5.25 THE SEA RANCH          CA                                       95497 PUD                                    500000                20021101                  50.25 No MI                                                            2.25               20071001                  10.25                  2.375                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20321001 CALA
GII                      G02                                                      251250                1439.45                    360                     359                    6.5                      0                      0                   0.375                  6.875 MANASSAS               VA                                       20111 Single Family                          251250                20060601                     75 No MI                                1.00E+17                    2.25               20110501                 11.875                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G01                                                      536000                3740.83                    360                     358                      8                      0                      0                   0.375                  8.375 Saratoga Springs       UT                                       84043 PUD                                    536000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      224900                1452.48                    360                     357                  7.375                      0                      0                   0.375                   7.75 Dallas                 TX                                       75230 Single Family                          224900                20060401                     65 No MI                                1.00E+17                    2.25               20110301                  12.75                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G02                                                   177534.21                1146.58                    360                     358                  7.375                      0                      0                   0.375                   7.75 HAMPTON                GA                                       30228 PUD                                    179050                20060501            94.98999786 Radian Guaranty                      1.00E+17                    2.25               20110401                  12.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                   246512.75                1792.38                    360                     356                    7.5                      0                      0                   0.375                  7.875 Wheeling               IL                                       60090 Single Family                          247200                20060301                     80 No MI                                1.00E+17                    2.25               20110201                 12.875                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360201 AFL2
GI                       G03                                                      216000                1350.00                    360                     358                  7.125                      0                      0                   0.375                    7.5 Baltimore              MD                                       21224 Townhouse                              216000                20060501                     80 No MI                                1.00E+17                   6.125               20110401                   13.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G03                                                      392000                2409.17                    360                     358                      7                      0                      0                   0.375                  7.375 Chula Vista            CA                                       91914 Condominium                            392000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.375                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G03                                                      163000                1018.75                    360                     355                  7.125                      0                      0                   0.375                    7.5 Phoenix                AZ                                       85042 Single Family                          163000                20060201            72.44000244 No MI                                1.00E+17                    2.25               20110101                   12.5                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360101 AFL2
GII                      G03                                                      106240                 641.87                    360                     357                  6.875                      0                      0                   0.375                   7.25 LOCUST GROVE           GA                                       30248 PUD                                    106240                20060401                     80 No MI                                1.00E+17                    2.25               20110301                  12.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GII                      G03                                                   191447.14                1182.18                    360                     357                  5.875                      0                      0                   0.375                   6.25 PONTIAC                MI                                       48340 Single Family                          192000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                  12.25                  1.875                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360301 AFL2
GII                      G03                                                   414524.06                2461.24                    360                     358                   6.75                      0                      0                   0.375                  7.125 SAN LEANDRO            CA                                       94579 Single Family                          417000                20060501                   69.5 No MI                                1.00E+17                    2.25               20110401                 12.125                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G03                                                      124950                 767.92                    360                     356                      7                      0                      0                   0.375                  7.375 Mobile                 AL                                       36618 Single Family                          124950                20060301            79.98999786 No MI                                1.00E+17                    2.25               20110201                 13.375                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360201 AFL2
GI                       G02                                                   123914.66                 899.09                    360                     359                    7.5                      0                      0                   0.375                  7.875 BRANFORD               CT                                        6405 Condominium                            124000                20060601            79.48999786 No MI                                1.00E+17                    2.25               20110501                 13.875                  1.875                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G02                                                      228000                1330.00                    360                     358                  6.625                      0                      0                   0.375                      7 Atlanta                GA                                       30342 Condominium                            228000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                     12                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                    89538.33                 649.67                    360                     359                    7.5                      0                      0                   0.375                  7.875 Orlando                FL                                       32809 Condominium                             89600                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.875                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360501 WALN
GII                      G02                                                      323920                1855.79                    360                     358                    6.5                      0                      0                   0.375                  6.875 Silver Spring          MD                                       20906 Condominium                            323920                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G03                                                      460000                2827.09                    360                     356                      7                      0                      0                   0.375                  7.375 ANAHEIM                CA                                       92806 Single Family                          460000                20060301                     80 No MI                                1.00E+17                    2.25               20110201                 13.375                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360201 AFL2
GII                      G03                                                      128000                 773.33                    360                     358                  6.875                      0                      0                   0.375                   7.25 COVINGTON              GA                                       30016 PUD                                    128000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G03                                                      379920                2255.78                    360                     358                   6.75                      0                      0                   0.375                  7.125 Manassas               VA                                       20111 Single Family                          379920                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.125                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 WALN
GII                      G02                                                      172800                 990.00                    360                     357                    6.5                      0                      0                   0.375                  6.875 Douglasville           GA                                       30135 Single Family                          172800                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 11.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G02                                                       74077                 486.13                    360                     357                    7.5                      0                      0                   0.375                  7.875 Jonesboro              GA                                       30236 Single Family                           74077                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 12.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G02                                                   224381.79                1609.78                    360                     358                  7.375                      0                      0                   0.375                   7.75 CASPER                 WY                                       82601 2-4 Family                             224700                20060501            74.90000153 No MI                                1.00E+17                    2.25               20110401                  12.75                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      105600                 682.00                    360                     358                  7.375                      0                      0                   0.375                   7.75 College Park           GA                                       30349 Single Family                          105600                20060501            79.94999695 No MI                                1.00E+17                    2.25               20110401                  12.75                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                   287592.15                2063.27                    360                     358                  7.375                      0                      0                   0.375                   7.75 CASPER                 WY                                       82601 2-4 Family                             288000                20060501            74.80999756 No MI                                1.00E+17                    2.25               20110401                  12.75                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      216000                1417.50                    360                     358                    7.5                      0                      0                   0.375                  7.875 Chowchilla             CA                                       93610 Single Family                          216000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                   223720.57                1702.56                    360                     358                      8                      0                      0                   0.375                  8.375 Port Saint Lucie       FL                                       34983 Single Family                          224000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G01                                                      940000                6168.75                    360                     360                    7.5                      0                      0                   0.375                  7.875 POTOMAC                MD                                       20854 Single Family                          940000                20060701                     80 No MI                                1.00E+17                    2.25               20110601                 12.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GII                      G03                                                      285600                1695.75                    360                     359                   6.75                      0                      0                   0.375                  7.125 NAPLES                 FL                                       34120 Single Family                          285600                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.125                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      107200                 681.17                    360                     359                   7.25                      0                      0                   0.375                  7.625 LAWRENCEVILLE          GA                                       30044 Townhouse                              107200                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.625                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G03                                                      188392                1118.58                    360                     357                   6.75                      0                      0                   0.375                  7.125 Scottsdale             AZ                                       85258 Condominium                            188392                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 12.125                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GII                      G03                                                      162500                 981.77                    360                     358                  6.875                      0                      0                   0.375                   7.25 BELLINGHAM             WA                                       98225 Condominium                            162500                20060501                   62.5 No MI                                1.00E+17                    2.25               20110401                  12.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 WALN
GI                       G03                                                      224000                1400.00                    360                     358                  7.125                      0                      0                   0.375                    7.5 Las Vegas              NV                                       89115 PUD                                    224000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      188613                1218.13                    360                     358                  7.375                      0                      0                   0.375                   7.75 PALM BEACH GARDENS     FL                                       33410 Condominium                            188613                20060501                     80 No MI                                1.00E+17                       5               20110401                  12.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G01                                                      640500                4136.56                    360                     358                  7.375                      0                      0                   0.375                   7.75 PHOENIX                AZ                                       85018 Single Family                          640500                20060501                     70 No MI                                                            2.25               20110401                  12.75                  4.625                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                      126000                 735.00                    360                     358                  6.625                      0                      0                   0.375                      7 BRYAN                  TX                                       77802 2-4 Family                             126000                20060501                     70 No MI                                1.00E+17                    2.25               20110401                     12                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 WALN
GI                       G02                                                      213600                1490.75                    360                     358                      8                      0                      0                   0.375                  8.375 Phoenix                AZ                                       85024 Single Family                          213600                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      141600                 973.50                    360                     359                  7.875                      0                      0                   0.375                   8.25 Tucson                 AZ                                       85746 PUD                                    141600                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  13.25                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      200000                1291.67                    360                     359                  7.375                      0                      0                   0.375                   7.75 ATLANTA                GA                                       30328 Single Family                          200000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G03                                                      413000                2538.23                    360                     359                      7                      0                      0                   0.375                  7.375 Henderson              NV                                       89052 PUD                                    413000                20060601                     70 No MI                                1.00E+17                    2.25               20110501                 12.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G01                                                      639950                4266.33                    360                     358                  7.625                      0                      0                   0.375                      8 Triangle               VA                                       22177 PUD                                    639950                20060501            79.98999786 No MI                                1.00E+17                    2.25               20110401                     13                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G03                                                      272935                1364.68                    360                     359                  5.625                      0                      0                   0.375                      6 VENICE                 FL                                       34292 PUD                                    272935                20060601                     65 No MI                                1.00E+17                    2.25               20110501                     11                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G01                                                      432000                2835.00                    360                     358                    7.5                      0                      0                   0.375                  7.875 SCOTTSDALE             AZ                                       85255 PUD                                    432000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      126320                 855.29                    360                     359                   7.75                      0                      0                   0.375                  8.125 ATHENS                 GA                                       30605 Condominium                            126320                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.125                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      186750                1303.36                    360                     359                      8                      0                      0                   0.375                  8.375 Surprise               AZ                                       85374 Single Family                          186750                20060601                     75 No MI                                1.00E+17                    2.25               20110501                 13.375                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                   103856.39                 754.07                    360                     358                    7.5                      0                      0                   0.375                  7.875 Detroit                MI                                       48235 Single Family                          104000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G03                                                   579466.28                2776.61                    360                     347                  5.375                      0                      0                   0.375                   5.75 ATHENS                 GA                                       30606 Single Family                          580000                20050601                     80 No MI                                1.00E+17                   2.375               20100501                  10.75                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20350501 ALT1
GII                      G01                                                      125120                 703.80                    360                     357                  6.375                      0                      0                   0.375                   6.75 DENVER                 CO                                       80207 Single Family                          125120                20060401                     80 No MI                                1.00E+17                    2.25               20090301                  12.75                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      36 N                                    20360301 AFL2
GII                      G03                                                      152000                 918.33                    360                     358                  6.875                      0                      0                   0.375                   7.25 Shakopee               MN                                       55379 Townhouse                              152000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      280000                1837.50                    360                     358                    7.5                      0                      0                   0.375                  7.875 RENO                   NV                                       89502 2-4 Family                             280000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                    149721.4                 935.81                    360                     358                      6                      0                      0                   0.375                  6.375 NORTH LAS VEGAS        NV                                       89031 Single Family                          150000                20060501                     53 No MI                                1.00E+17                    2.25               20110401                 11.375                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 WALN
GII                      G02                                                      392800                2168.59                    360                     358                   6.25                      0                      0                   0.375                  6.625 Laveen                 AZ                                       85339 Single Family                          392800                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.625                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 WALN
GI                       G03                                                      237500                1484.38                    360                     356                  7.125                      0                      0                   0.375                    7.5 Dundalk                MD                                       21222 Single Family                          237500                20060301                     95 Mortgage Guaranty In                 1.00E+17                    2.25               20110201                   12.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360201 AFL2
GI                       G03                                                      320000                2000.00                    360                     358                  7.125                      0                      0                   0.375                    7.5 Ashburn                VA                                       20147 PUD                                    320000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                       78750                 605.52                    360                     360                  8.125                      0                      0                   0.375                    8.5 PINEVILLE              LA                                       71360 2-4 Family                              78750                20060701                     75 No MI                                1.00E+17                    2.25               20110601                   13.5                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360601 AFL2
GI                       G02                                                      170320                1099.98                    360                     358                  7.375                      0                      0                   0.375                   7.75 EL MIRAGE              AZ                                       85335 PUD                                    170320                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  13.75                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      156000                1040.00                    360                     358                  7.625                      0                      0                   0.375                      8 VON ORMY               TX                                       78073 PUD                                    156000                20060501                     75 No MI                                1.00E+17                    2.25               20110401                     13                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                   160402.54                1042.17                    360                     358                  6.375                      0                      0                   0.375                   6.75 Port Saint Lucie       FL                                       34953 Single Family                          160680                20060501                     65 No MI                                1.00E+17                    2.25               20110401                  11.75                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 WALN
GII                      G03                                                      232697                1405.88                    360                     357                  6.875                      0                      0                   0.375                   7.25 Las Vegas              NV                                       89103 Condominium                            232697                20060401                     80 No MI                                1.00E+17                    2.25               20110301                  13.25                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GII                      G02                                                      139192                 739.46                    360                     358                      6                      0                      0                   0.375                  6.375 Elk River              MN                                       55330 Condominium                            139192                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.375                  -0.25                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                      348000                1921.25                    360                     358                   6.25                      0                      0                   0.375                  6.625 Mc Gaheysville         VA                                       22840 PUD                                    348000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.625                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      198000                1402.50                    360                     359                  8.125                      0                      0                   0.375                    8.5 North Port             FL                                       34288 Single Family                          198000                20060601            77.65000153 No MI                                1.00E+17                    2.25               20110501                   13.5                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G02                                                      250000                1354.17                    360                     358                  6.125                      0                      0                   0.375                    6.5 NATIONAL CITY          CA                                       91950 2-4 Family                             250000                20060501            48.54000092 No MI                                1.00E+17                    2.25               20110401                   11.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      220320                1445.85                    360                     358                    7.5                      0                      0                   0.375                  7.875 DALLAS                 TX                                       75219 Condominium                            220320                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G03                                                   476125.99                2430.23                    360                     358                   5.75                      0                      0                   0.375                  6.125 NORTH LAS VEGAS        NV                                       89084 PUD                                    476126                20060501                     70 No MI                                1.00E+17                    2.25               20110401                 11.125                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      102900                 653.84                    360                     358                   7.25                      0                      0                   0.375                  7.625 BALDWIN                WI                                       54002 Townhouse                              102900                20060501            79.98999786 No MI                                1.00E+17                    2.25               20110401                 12.625                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      324528                2163.52                    360                     359                  7.625                      0                      0                   0.375                      8 JACKSONVILLE           FL                                       32216 Single Family                          324528                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     13                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                   107932.87                 820.88                    360                     359                      8                      0                      0                   0.375                  8.375 Westerville            OH                                       43081 Single Family                          108000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.375                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G03                                                      178314                1077.31                    360                     359                  6.875                      0                      0                   0.375                   7.25 Maricopa               AZ                                       85239 PUD                                    178314                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G01                                                      632300                4347.06                    360                     358                  7.875                      0                      0                   0.375                   8.25 Ellicott City          MD                                       21043 PUD                                    632300                20060501            79.98999786 No MI                                1.00E+17                    2.25               20110401                  13.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      293904                1867.52                    360                     358                   7.25                      0                      0                   0.375                  7.625 BROOMFIELD             CO                                       80020 Single Family                          293904                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.625                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                   364548.95                2392.35                    360                     358                    7.5                      0                      0                   0.375                  7.875 Oakland                CA                                       94603 Single Family                          364800                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                      204000                1168.75                    360                     359                    6.5                      0                      0                   0.375                  6.875 PHOENIX                AZ                                       85018 Condominium                            204000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                   250936.59                1909.68                    360                     358                      8                      0                      0                   0.375                  8.375 Lauderhill             FL                                       33351 Single Family                          251250                20060501                     75 No MI                                                            2.25               20110401                 13.375                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                      168750                 984.38                    360                     358                  6.625                      0                      0                   0.375                      7 CHICAGO                IL                                       60652 Single Family                          168750                20060501                     75 No MI                                                            2.25               20110401                     12                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G03                                                      493600                3085.00                    360                     357                  7.125                      0                      0                   0.375                    7.5 LAS VEGAS              NV                                       89130 PUD                                    493600                20060401                     80 No MI                                1.00E+17                    2.25               20110301                   12.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 ALT1
GI                       G03                                                      156700                 963.05                    360                     357                      7                      0                      0                   0.375                  7.375 LAS VEGAS              NV                                       89117 Condominium                            156700                20060401            69.98999786 No MI                  M10016311000097731                        2.25               20110301                 12.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 ALT1
GI                       G02                                                      297500                1983.33                    360                     359                  7.625                      0                      0                   0.375                      8 Everett                WA                                       98021 2-4 Family                             297500                20060601                     70 No MI                                1.00E+17                    2.25               20110501                     13                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G01                                                      342400                1961.67                    360                     357                    6.5                      0                      0                   0.375                  6.875 HENDERSON              NV                                       89074 PUD                                    342400                20060401                     80 No MI                                1.00E+17                       5               20090301                 12.875                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      36 N                                    20360301 ALT1
GI                       G02                                                      123992                 645.79                    360                     358                  5.875                      0                      0                   0.375                   6.25 College Park           GA                                       30349 Single Family                          123992                20060501                     80 No MI                                1.00E+17                   2.375               20080401                  11.25                  4.625                       1 First Lien                                    Y                                          120 No_PP                                     360                      24 N                                    20360401 AFL2
GI                       G02                                                    119927.3                 922.70                    360                     359                  8.125                      0                      0                   0.375                    8.5 Holiday                FL                                       34690 2-4 Family                             120000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   13.5                      2                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      138400                 994.75                    360                     354                   8.25                      0                      0                   0.375                  8.625 Denver                 CO                                       80220 Single Family                          138400                20060101                     80 No MI                                1.00E+17                    2.25               20101201                 13.625                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20351201 AFL2
GI                       G02                                                       83920                 585.69                    360                     358                      8                      0                      0                   0.375                  8.375 MILWAUKEE              WI                                       53214 Single Family                           83920                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G03                                                      237400                1434.29                    360                     359                  6.875                      0                      0                   0.375                   7.25 PORT ST LUCIE          FL                                       34953 Single Family                          237400                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  13.25                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G03                                                      304000                1868.33                    360                     359                      7                      0                      0                   0.375                  7.375 Centreville            VA                                       20120 Townhouse                              304000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G02                                                      320000                1700.00                    360                     356                      6                      0                      0                   0.375                  6.375 KANEOHE                HI                                       96744 Single Family                          320000                20060301                     80 No MI                                1.00E+17                    2.25               20110201                 11.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360201 AFL2
GI                       G02                                                      332000                2144.17                    360                     359                  7.375                      0                      0                   0.375                   7.75 ROCKVILLE              MD                                       20851 Single Family                          332000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.75                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G01                                                      606400                3916.33                    360                     357                  7.375                      0                      0                   0.375                   7.75 Pueblo West            CO                                       81007 Single Family                          606400                20060401                     80 No MI                                1.00E+17                    2.25               20110301                  12.75                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GI                       G02                                                      199920                1395.27                    360                     359                      8                      0                      0                   0.375                  8.375 RANDALLSTOWN           MD                                       21133 2-4 Family                             199920                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      176250                1175.00                    360                     359                  7.625                      0                      0                   0.375                      8 HARTFORD               CT                                        6112 2-4 Family                             176250                20060601                     75 No MI                                                            2.25               20110501                     13                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                    54360.63                 385.04                    360                     359                   7.25                      0                      0                   0.375                  7.625 WARRENVILLE HTS        OH                                       44122 Single Family                           54400                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.625                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      319203                2061.52                    360                     358                  7.375                      0                      0                   0.375                   7.75 DAYTON                 NV                                       89403 Single Family                          319203                20060501            79.95999908 No MI                                1.00E+17                    2.25               20110401                  12.75                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                   175848.47                1141.53                    360                     359                  6.375                      0                      0                   0.375                   6.75 Davenport              FL                                       33837 Single Family                          176000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  11.75                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      248000                1601.67                    360                     358                  7.375                      0                      0                   0.375                   7.75 Midvale                UT                                       84047 2-4 Family                             248000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.75                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                       84000                 490.00                    360                     359                  6.625                      0                      0                   0.375                      7 Mc Cordsville          IN                                       46055 PUD                                     84000                20060601                     75 No MI                                1.00E+17                    2.25               20110501                     12                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G03                                                      239200                1470.08                    360                     359                      7                      0                      0                   0.375                  7.375 Litchfield Park        AZ                                       85340 Single Family                          239200                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 WALN
GI                       G01                                                      528000                3355.00                    360                     359                   7.25                      0                      0                   0.375                  7.625 San Jose               CA                                       95122 Single Family                          528000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.625                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G03                                                      348000                2102.50                    360                     360                  6.875                      0                      0                   0.375                   7.25 FALLBROOK              CA                                       92028 Single Family                          348000                20060701                     80 No MI                                1.00E+17                    2.25               20110601                  12.25                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GI                       G02                                                      347920                2246.98                    360                     359                  7.375                      0                      0                   0.375                   7.75 GLENDALE               AZ                                       85302 PUD                                    347920                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.75                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G03                                                      313900                1961.88                    360                     359                  7.125                      0                      0                   0.375                    7.5 ELK GROVE              CA                                       95758 PUD                                    313900                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   12.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G02                                                       93184                 533.87                    360                     357                    6.5                      0                      0                   0.375                  6.875 Spring                 TX                                       77388 Single Family                           93184                20060401                     65 No MI                                1.00E+17                    2.25               20110301                 11.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G02                                                      263200                1699.83                    360                     358                  7.375                      0                      0                   0.375                   7.75 Antioch                CA                                       94509 Single Family                          263200                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      318400                2122.67                    360                     359                  7.625                      0                      0                   0.375                      8 LAS VEGAS              NV                                       89123 Single Family                          318400                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     13                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G03                                                      325800                1934.44                    360                     358                   6.75                      0                      0                   0.375                  7.125 Stockbridge            GA                                       30281 Single Family                          325800                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.125                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G03                                                       98000                 612.50                    360                     358                  7.125                      0                      0                   0.375                    7.5 Dallas                 TX                                       75217 Single Family                           98000                20060501                     70 No MI                                1.00E+17                    2.25               20110401                   13.5                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G01                                                      634695                4429.64                    360                     358                      8                      0                      0                   0.375                  8.375 PHOENIX                AZ                                       85050 Single Family                          634695                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      319900                2099.34                    360                     359                    7.5                      0                      0                   0.375                  7.875 Hyattsville            MD                                       20782 Single Family                          319900                20060601            79.98999786 No MI                                1.00E+17                    2.25               20110501                 12.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      116550                 777.00                    360                     358                  7.625                      0                      0                   0.375                      8 Bremen                 GA                                       30110 Single Family                          116550                20060501            79.98999786 No MI                                1.00E+17                    2.25               20110401                     13                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                      138000                 790.62                    360                     357                    6.5                      0                      0                   0.375                  6.875 PHOENIX                AZ                                       85029 Single Family                          138000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 12.875                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GI                       G02                                                      100100                 656.91                    360                     357                    7.5                      0                      0                   0.375                  7.875 Hutto                  TX                                       78634 Single Family                          100100                20060401            74.98000336 No MI                                1.00E+17                    2.25               20110301                 12.875                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360301 AFL2
GI                       G02                                                   139816.22                1039.50                    360                     358                   7.75                      0                      0                   0.375                  8.125 Middletown             NY                                       10940 Single Family                          140000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.125                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                       95200                 515.67                    360                     358                  6.125                      0                      0                   0.375                    6.5 Tucson                 AZ                                       85705 PUD                                     95200                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   11.5                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      243200                1697.33                    360                     358                      8                      0                      0                   0.375                  8.375 GLEN ALLEN             VA                                       23059 Single Family                          243200                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                   235801.72                1550.36                    360                     359                    6.5                      0                      0                   0.375                  6.875 Apple Valley           MN                                       55124 Single Family                          236000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.875                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 WALN
GI                       G03                                                      363750                2273.44                    360                     360                  7.125                      0                      0                   0.375                    7.5 LAS VEGAS              NV                                       89121 2-4 Family                             363750                20060701                     75 No MI                                1.00E+17                    2.25               20110601                   12.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GI                       G02                                                       93750                 595.70                    360                     357                   7.25                      0                      0                   0.375                  7.625 Toledo                 OH                                       43607 2-4 Family                              93750                20060401                     75 No MI                                1.00E+17                    2.25               20110301                 12.625                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360301 AFL2
GII                      G02                                                      141520                 825.53                    360                     359                  6.625                      0                      0                   0.375                      7 Coconut Creek          FL                                       33073 Condominium                            141520                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     12                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 WALN
GI                       G02                                                   182289.75                1451.19                    360                     359                    8.5                      0                      0                   0.375                  8.875 Winter Haven           FL                                       33884 PUD                                    182392                20060601            75.05999756 No MI                                1.00E+17                   2.375               20080501                 13.875                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      24 N                                    20360501 AFL2
GI                       G02                                                      177600                1184.00                    360                     359                  7.625                      0                      0                   0.375                      8 BALTIMORE              MD                                       21220 Single Family                          177600                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     13                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G02                                                      120000                 675.00                    360                     356                  6.375                      0                      0                   0.375                   6.75 HAGERSTOWN             MD                                       21740 Single Family                          120000                20060301                     75 No MI                                1.00E+17                    2.25               20110201                  12.75                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360201 AFL2
GI                       G03                                                      205450                1284.06                    360                     359                  7.125                      0                      0                   0.375                    7.5 POTTSTOWN              PA                                       19465 Townhouse                              205450                20060601            79.98999786 No MI                                1.00E+17                    2.25               20110501                   12.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      129600                 877.50                    360                     359                   7.75                      0                      0                   0.375                  8.125 COLORADO SPRINGS       CO                                       80916 Single Family                          129600                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.125                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                       70080                 445.30                    360                     358                   7.25                      0                      0                   0.375                  7.625 Greensboro             NC                                       27401 Single Family                           70080                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.625                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                      151200                 866.25                    360                     358                    6.5                      0                      0                   0.375                  6.875 Woodstock              GA                                       30188 PUD                                    151200                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      213750                1380.47                    360                     357                  7.375                      0                      0                   0.375                   7.75 Cape Coral             FL                                       33993 Single Family                          213750                20060401                     75 No MI                                1.00E+17                    2.25               20110301                  12.75                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360301 AFL2
GI                       G03                                                      173250                1082.81                    360                     359                  7.125                      0                      0                   0.375                    7.5 BANNING                CA                                       92220 Single Family                          173250                20060601                     70 No MI                                1.00E+17                    2.25               20110501                   12.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      380000                2493.75                    360                     359                    7.5                      0                      0                   0.375                  7.875 Paterson               NJ                                        7514 2-4 Family                             380000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.875                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G02                                                      187970                1096.49                    360                     359                  6.625                      0                      0                   0.375                      7 Surprise               AZ                                       85379 PUD                                    187970                20060601                     80 No MI                                                            2.25               20110501                     12                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      120000                 837.50                    360                     358                      8                      0                      0                   0.375                  8.375 WILM                   NC                                       28401 Single Family                          120000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G03                                                      170400                1065.00                    360                     359                  7.125                      0                      0                   0.375                    7.5 DULUTH                 GA                                       30097 Single Family                          170400                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   12.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G03                                                      291200                1820.00                    360                     358                  7.125                      0                      0                   0.375                    7.5 CLIFTON                NJ                                        7015 Single Family                          291200                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 WALN
GII                      G03                                                      100000                 520.83                    360                     360                  5.875                      0                      0                   0.375                   6.25 Henderson              NV                                       89044 PUD                                    100000                20060701            31.42000008 No MI                                1.00E+17                    2.25               20110601                  11.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GII                      G02                                                      186380                1087.22                    360                     359                  6.625                      0                      0                   0.375                      7 NORTH LAS VEGAS        NV                                       89084 Condominium                            186380                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     12                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G01                                                     76479.2                 574.93                    360                     359                  7.875                      0                      0                   0.375                   8.25 WASHINGTON TERRACE     UT                                       84405 Single Family                           76528                20060601                     80 No MI                                1.00E+17                    2.25               20090501                  14.25                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      36 N                                    20360501 AFL2
GI                       G02                                                      320000                2066.67                    360                     359                  7.375                      0                      0                   0.375                   7.75 Ft Washington          MD                                       20744 Single Family                          320000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      415920                2772.80                    360                     358                  7.625                      0                      0                   0.375                      8 Vienna                 VA                                       22180 Single Family                          415920                20060501                     80 No MI                                1.00E+17                    2.25               20110401                     13                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                      417000                2432.50                    360                     358                  6.625                      0                      0                   0.375                      7 Manassas               VA                                       20111 PUD                                    417000                20060501            76.94000244 No MI                                1.00E+17                    2.25               20110401                     12                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      136500                 867.34                    360                     359                   7.25                      0                      0                   0.375                  7.625 ATLANTA                GA                                       30310 Single Family                          136500                20060601                     70 No MI                                1.00E+17                    2.25               20110501                 12.625                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      101200                 685.21                    360                     359                   7.75                      0                      0                   0.375                  8.125 Las Vegas              NV                                       89102 Townhouse                              101200                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.125                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      341250                2168.36                    360                     358                   7.25                      0                      0                   0.375                  7.625 JERSEY CITY            NJ                                        7302 2-4 Family                             341250                20060501            61.49000168 No MI                                1.00E+17                    2.25               20110401                 12.625                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      431000                3052.92                    360                     360                  8.125                      0                      0                   0.375                    8.5 HESPERIA               CA                                       92345 2-4 Family                             431000                20060701            74.95999908 No MI                                1.00E+17                    2.25               20110601                   13.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GI                       G02                                                      195200                1382.67                    360                     359                  8.125                      0                      0                   0.375                    8.5 NEW HAVEN              CT                                        6513 2-4 Family                             195200                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   13.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G03                                                      176800                1086.58                    360                     358                      7                      0                      0                   0.375                  7.375 Denver                 CO                                       80207 Single Family                          176800                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.375                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G03                                                      199480                1205.19                    360                     359                  6.875                      0                      0                   0.375                   7.25 Surprise               AZ                                       85379 PUD                                    199480                20060601                   79.5 No MI                                1.00E+17                    2.25               20110501                  12.25                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G02                                                      220000                1214.58                    360                     358                   6.25                      0                      0                   0.375                  6.625 INCLINE VILLAGE        NV                                       89451 Condominium                            220000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.625                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                      401008                2255.67                    360                     358                  6.375                      0                      0                   0.375                   6.75 Murrieta               CA                                       92563 Single Family                          401008                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.75                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                      128000                 706.67                    360                     358                   6.25                      0                      0                   0.375                  6.625 Phoenix                AZ                                       85029 Single Family                          128000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.625                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                      237818                1288.18                    360                     358                  6.125                      0                      0                   0.375                    6.5 Fresno                 CA                                       93722 Single Family                          237818                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                      263850                1429.19                    360                     358                  6.125                      0                      0                   0.375                    6.5 N Las Vegas            NV                                       89081 PUD                                    263850                20060501            79.98999786 No MI                                1.00E+17                    2.75               20110401                   12.5                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G03                                                      298904                1556.79                    360                     359                  5.875                      0                      0                   0.375                   6.25 BOLINGBROOK            IL                                       60490 PUD                                    298904                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  11.25                  2.375                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G01                                                      302000                2060.18                    360                     360                  6.875                      0                      0                   0.375                   7.25 West Creek             NJ                                        8092 Single Family                          302000                20060701            79.88999939 No MI                                1.00E+17                    2.25               20110601                  13.25                  1.875                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360601 AFL2
GI                       G01                                                      173600                1012.67                    360                     360                  6.625                      0                      0                   0.375                      7 Essex Junction         VT                                        5452 Single Family                          173600                20060701                     80 No MI                                1.00E+17                    2.25               20110601                     13                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GII                      G02                                                      371280                2127.13                    360                     360                    6.5                      0                      0                   0.375                  6.875 PALMDALE               CA                                       93552 Single Family                          371280                20060701                     80 No MI                                1.00E+17                    2.25               20110601                 11.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GI                       G02                                                      296000                1942.50                    360                     359                    7.5                      0                      0                   0.375                  7.875 Newark                 NJ                                        7104 2-4 Family                             296000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.875                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G03                                                      214200                1316.44                    360                     359                      7                      0                      0                   0.375                  7.375 Las Vegas              NV                                       89121 Single Family                          214200                20060601                     70 No MI                                1.00E+17                    2.25               20110501                 12.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      276000                1840.00                    360                     359                  7.625                      0                      0                   0.375                      8 PALATINE               IL                                       60074 Single Family                          276000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     13                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      134250                 922.97                    360                     359                  7.875                      0                      0                   0.375                   8.25 GOLDEN VALLEY          AZ                                       86413 Single Family                          134250                20060601                     75 No MI                                1.00E+17                   5.257               20110501                  13.25                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G03                                                      499302                2808.57                    360                     360                  6.375                      0                      0                   0.375                   6.75 Maple Valley           WA                                       98038 PUD                                    499302                20060701                     80 No MI                                1.00E+17                    2.25               20110601                  12.75                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GI                       G02                                                      243000                1594.69                    360                     360                    7.5                      0                      0                   0.375                  7.875 SPRINGDALE             OR                                       97060 Single Family                          243000                20060701            79.97000122 No MI                                1.00E+17                    2.25               20110601                 12.875                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360601 AFL2
GI                       G01                                                      132296                 826.85                    360                     360                  7.125                      0                      0                   0.375                    7.5 Leander                TX                                       78641 PUD                                    132296                20060701                     80 No MI                                1.00E+17                    2.75               20110601                   13.5                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GI                       G01                                                      312936                1988.45                    360                     359                   7.25                      0                      0                   0.375                  7.625 Berlin                 MD                                       21811 Condominium                            312936                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.625                  2.375                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G02                                                      308000                1732.50                    360                     358                  6.375                      0                      0                   0.375                   6.75 Yuma                   AZ                                       85364 Single Family                          308000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.75                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      157196                1097.10                    360                     359                      8                      0                      0                   0.375                  8.375 Raleigh                NC                                       27610 PUD                                    157196                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.375                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G03                                                      289000                1505.21                    360                     358                  5.875                      0                      0                   0.375                   6.25 Newport News           VA                                       23601 PUD                                    289000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.25                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G03                                                       88904                 555.65                    360                     358                  7.125                      0                      0                   0.375                    7.5 Austin                 TX                                       78725 PUD                                     88904                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   13.5                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      129750                 892.03                    360                     359                  7.875                      0                      0                   0.375                   8.25 KINGMAN                AZ                                       86401 Single Family                          129750                20060601                     75 No MI                                1.00E+17                    2.25               20110501                  13.25                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                    47936.99                 356.40                    360                     358                   7.75                      0                      0                   0.375                  8.125 CAMDEN                 SC                                       29020 Single Family                           48000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 14.125                  1.875                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                      172000                 967.50                    360                     358                  6.375                      0                      0                   0.375                   6.75 Porterville            CA                                       93257 Single Family                          172000                20060501                     80 No MI                                1.00E+17                    2.75               20110401                  11.75                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G01                                                      183330                1203.10                    360                     360                    7.5                      0                      0                   0.375                  7.875 Sunrise                FL                                       33325 Condominium                            183330                20060701                     70 No MI                                                            2.25               20110601                 12.875                  2.375                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360601 AFL2
GII                      G03                                                    314335.2                1637.16                    360                     358                  5.875                      0                      0                   0.375                   6.25 Bakersfield            CA                                       93312 Single Family                        314335.2                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.25                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      138750                 896.09                    360                     360                  7.375                      0                      0                   0.375                   7.75 FARMINGTON             NM                                       87401 2-4 Family                             138750                20060701                     75 No MI                                1.00E+17                    2.25               20110601                  12.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GII                      G02                                                      240560                1378.21                    360                     358                    6.5                      0                      0                   0.375                  6.875 Maricopa               AZ                                       85239 PUD                                    240560                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      153000                 988.12                    360                     359                  7.375                      0                      0                   0.375                   7.75 CAPITOL HGTS           MD                                       20743 Single Family                          153000                20060601                     75 No MI                                1.00E+17                    2.25               20110501                  12.75                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G03                                                      152600                 953.75                    360                     359                  7.125                      0                      0                   0.375                    7.5 Tempe                  AZ                                       85281 Townhouse                              152600                20060601                     70 No MI                                1.00E+17                    2.25               20110501                   12.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G02                                                      302151                1731.07                    360                     358                    6.5                      0                      0                   0.375                  6.875 Rochester Hills        MI                                       48307 Condominium                            302151                20060501                     80 No MI                                                            2.25               20110401                 12.875                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                   107934.57                 830.43                    360                     359                  8.125                      0                      0                   0.375                    8.5 Irving                 TX                                       75063 Single Family                          108000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   13.5                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G03                                                      202650                1245.45                    360                     360                      7                      0                      0                   0.375                  7.375 Litchfield Park        AZ                                       85340 Single Family                          202650                20060701                     70 No MI                                1.00E+17                    2.25               20110601                 12.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GII                      G03                                                      282750                1649.38                    360                     360                  6.625                      0                      0                   0.375                      7 Miami                  FL                                       33126 Condominium                            282750                20060701                     65 No MI                                1.00E+17                    2.25               20110601                     12                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360601 AFL2
GI                       G02                                                      140000                 889.58                    360                     359                   7.25                      0                      0                   0.375                  7.625 LITHONIA               GA                                       30058 Single Family                          140000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.625                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G03                                                      198500                1178.59                    360                     360                   6.75                      0                      0                   0.375                  7.125 Apopka                 FL                                       32703 PUD                                    198500                20060701            74.91000366 No MI                                1.00E+17                    2.25               20110601                 12.125                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360601 AFL2
GI                       G03                                                      585000                3595.31                    360                     360                      7                      0                      0                   0.375                  7.375 Surf City              NC                                       28445 PUD                                    585000                20060701                     65 No MI                                1.00E+17                    2.25               20110601                 12.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GI                       G02                                                       98000                 694.17                    360                     359                  8.125                      0                      0                   0.375                    8.5 Princeton              MN                                       55371 Single Family                           98000                20060601                     70 No MI                                1.00E+17                    2.25               20110501                   13.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G02                                                      212550                1217.73                    360                     358                    6.5                      0                      0                   0.375                  6.875 Stuart                 FL                                       34997 PUD                                    212550                20060501            79.98999786 No MI                                1.00E+17                    2.75               20110401                 12.875                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                       65250                 441.80                    360                     359                   7.75                      0                      0                   0.375                  8.125 DUNCANVILLE            TX                                       75116 Condominium                             65250                20060601                     75 No MI                                1.00E+17                    2.25               20110501                 13.125                  2.375                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G03                                                   158407.78                1109.27                    360                     358                  7.125                      0                      0                   0.375                    7.5 Algonquin              IL                                       60102 Condominium                            158644                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   13.5                  1.875                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      176250                1156.64                    360                     360                    7.5                      0                      0                   0.375                  7.875 LITTLETON              CO                                       80128 Single Family                          176250                20060701                     75 No MI                                1.00E+17                    2.25               20110601                 12.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GI                       G02                                                    83435.39                 619.91                    360                     359                   7.75                      0                      0                   0.375                  8.125 Broken Arrow           OK                                       74011 Single Family                           83490                20060601                     69 No MI                                1.00E+17                    2.25               20110501                 13.125                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G02                                                      286400                1312.67                    360                     358                  5.125                      0                      0                   0.375                    5.5 Brentwood              TN                                       37027 Single Family                          286400                20060501            77.41000366 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      256000                1813.33                    360                     359                  8.125                      0                      0                   0.375                    8.5 Lehigh Acres           FL                                       33971 Single Family                          256000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   13.5                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      164500                1045.26                    360                     359                   7.25                      0                      0                   0.375                  7.625 Portland               OR                                       97211 Single Family                          164500                20060601                     70 No MI                                1.00E+17                    2.25               20110501                 12.625                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G03                                                   124881.39                 769.65                    360                     359                  5.875                      0                      0                   0.375                   6.25 Peoria                 AZ                                       85345 Single Family                          125000                20060601            59.52000046 No MI                                1.00E+17                    2.25               20110501                  11.25                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360501 WALN
GII                      G02                                                      112000                 595.00                    360                     359                      6                      0                      0                   0.375                  6.375 Las Vegas              NV                                       89128 Condominium                            112000                20060601                     70 No MI                                1.00E+16                    2.25               20110501                 11.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      236250                1550.40                    360                     359                    7.5                      0                      0                   0.375                  7.875 Peoria                 AZ                                       85345 PUD                                    236250                20060601            73.83000183 No MI                                1.00E+17                    2.25               20110501                 12.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 WALN
GI                       G02                                                       80000                 550.00                    360                     358                  7.875                      0                      0                   0.375                   8.25 Port Richey            FL                                       34668 Single Family                           80000                20060501                     80 No MI                                                            2.25               20110401                  13.25                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                      256000                1466.67                    360                     359                    6.5                      0                      0                   0.375                  6.875 CITRUS HEIGHTS         CA                                       95621 Single Family                          256000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G03                                                      188000                 979.17                    360                     359                  5.875                      0                      0                   0.375                   6.25 Hillside               IL                                       60162 Single Family                          188000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  11.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G02                                                      298400                1709.58                    360                     359                    6.5                      0                      0                   0.375                  6.875 Las Vegas              NV                                       89139 PUD                                    298400                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 WALN
GII                      G03                                                      171843                1020.32                    360                     358                   6.75                      0                      0                   0.375                  7.125 EAGLE MOUNTAIN         UT                                       84043 PUD                                    171843                20060501                     70 No MI                                1.00E+17                    2.25               20110401                 12.125                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G03                                                      136956                 841.71                    360                     359                      7                      0                      0                   0.375                  7.375 HUGO                   MN                                       55038 Condominium                            136956                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G03                                                      176000                1100.00                    360                     359                  7.125                      0                      0                   0.375                    7.5 Rockland               ME                                        4841 Single Family                          176000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   12.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 WALN
GI                       G02                                                      100800                 651.00                    360                     359                  7.375                      0                      0                   0.375                   7.75 Glendale               AZ                                       85301 Condominium                            100800                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 WALN
GII                      G02                                                      229600                1339.33                    360                     359                  6.625                      0                      0                   0.375                      7 IVINS                  UT                                       84738 Single Family                          229600                20060601                     80 No MI                                                            2.25               20110501                     12                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      165192                1187.32                    360                     359                   8.25                      0                      0                   0.375                  8.625 Tampa                  FL                                       33624 Condominium                            165192                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.625                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      214920                1455.19                    360                     359                   7.75                      0                      0                   0.375                  8.125 SANFORD                FL                                       32771 Condominium                            214920                20060601                     90 GE Capital MI                        1.00E+17                    2.25               20110501                 13.125                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      127500                 863.28                    360                     358                   7.75                      0                      0                   0.375                  8.125 Waterbury              CT                                        6706 2-4 Family                             127500                20060501                     75 No MI                                1.00E+17                    2.25               20110401                 13.125                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                       78400                 555.33                    360                     359                  8.125                      0                      0                   0.375                    8.5 Portsmouth             VA                                       23701 Single Family                           78400                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   13.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G01                                                      228800                1167.83                    360                     358                   5.75                      0                      0                   0.375                  6.125 MARICOPA               AZ                                       85239 Single Family                          228800                20060501                     80 No MI                                1.00E+17                    2.25               20090401                 12.125                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      36 N                                    20360401 AFL2
GI                       G02                                                      168650                1177.04                    360                     358                      8                      0                      0                   0.375                  8.375 Homestead              FL                                       33033 PUD                                    168650                20060501            74.95999908 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                      117350                 647.87                    360                     358                   6.25                      0                      0                   0.375                  6.625 Denver                 CO                                       80205 Single Family                          117350                20060501            74.26999664 No MI                                1.00E+17                    2.25               20110401                 11.625                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                    81054.75                 581.10                    360                     359                  7.375                      0                      0                   0.375                   7.75 New Braunfels          TX                                       78130 2-4 Family                              81112                20060601                     75 No MI                                1.00E+17                    2.25               20110501                  12.75                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      190100                1346.54                    360                     359                  8.125                      0                      0                   0.375                    8.5 Erlanger               KY                                       41018 Single Family                          190100                20060601            77.58999634 No MI                                1.00E+17                    2.25               20110501                   13.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G03                                                      161618                 959.61                    360                     358                   6.75                      0                      0                   0.375                  7.125 West Palm Beach        FL                                       33414 Condominium                            161618                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.125                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      344000                2365.00                    360                     360                  7.875                      0                      0                   0.375                   8.25 SEATTLE                WA                                       98133 Single Family                          344000                20060701                     80 No MI                                1.00E+17                    2.25               20110601                  13.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GI                       G02                                                      228750                1548.83                    360                     358                   7.75                      0                      0                   0.375                  8.125 WEST VALLEY CITY       UT                                       84120 2-4 Family                             228750                20060501                     75 No MI                                1.00E+17                    2.25               20110401                 13.125                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G01                                                   686483.15                4616.64                    360                     313                  6.125                      0                      0                     0.5                  6.625 FREMONT                CA                                       94539 PUD                                    721000                20020801            72.18000031 No MI                                1.00E+17                   3.375               20070701                 11.625                  1.875                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20320701 CALA
GI                       G01                                                   195751.24                1986.01                    360                     314                  5.125                      0                      0                     0.5                  5.625 NASHUA                 NH                                        3062 Condominium                            345000                20020901            36.43000031 No MI                                1.00E+17                       3               20070801                 10.625                  2.875                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20320801 CALA
GI                       G01                                                   605328.58                4487.41                    360                     309                  7.125                      0                      0                     0.5                  7.625 HAMMONTON              NJ                                        8037 Single Family                          634000                20020401            74.58999634 No MI                                1.00E+17                    3.75               20070301                 13.625                    2.5                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20320301 CALA
GI                       G01                                                   133458.26                 923.58                    360                     312                   5.75                      0                      0                     0.5                   6.25 RIVER FOREST           IL                                       60305 Condominium                            150000                20020701            64.37999725 No MI                                1.00E+17                    2.75               20070601                  11.25                  3.125                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20320601 CALA
GI                       G01                                                   323657.27                1971.05                    360                     314                  5.125                      0                      0                     0.5                  5.625 FRANKLIN               MA                                        2038 Single Family                          342400                20020901                     80 No MI                                1.00E+17                       3               20070801                 10.625                   2.25                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20320801 CALA
GI                       G01                                                   477423.36                3242.67                    360                     314                   6.25                      0                      0                     0.5                   6.75 LAVALETTE              NJ                                        8735 Single Family                          499950                20020901            50.75999832 No MI                                1.00E+17                    3.75               20070801                  11.75                    2.5                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20320801 CALA
GI                       G01                                                   135693.41                 912.44                    360                     314                  6.125                      0                      0                     0.5                  6.625 ELIZABETH              NJ                                        7201 2-4 Family                             142500                20020901                     95 Mortgage Guaranty In                 1.00E+17                   3.375               20070801                 11.625                   3.25                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20320801 CALA
GI                       G01                                                   217549.51                1342.22                    360                     314                   5.25                      0                      0                     0.5                   5.75 ROSLINDALE             MA                                        2131 Single Family                          230000                20020901                  64.25 No MI                                1.00E+17                   2.875               20070801                  10.75                  2.875                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20320801 CALA
GI                       G01                                                   520849.81                3454.78                    360                     314                      6                      0                      0                     0.5                    6.5 SOUTHPORT              CT                                        6490 Single Family                          550000                20020901            59.45999908 No MI                                1.00E+17                    3.25               20060801                 11.625                  2.375                       2 First Lien                                    N                                            0 No_PP                                     360                      48 N                                    20320801 CALA
GI                       G01                                                   220306.16                1727.02                    360                     314                  7.125                      0                      0                     0.5                  7.625 CAMBRIDGE              MA                                        2139 Condominium                            244000                20020901            37.88999939 No MI                                1.00E+17                    3.75               20070801                 12.625                   2.75                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20320801 CALA
GI                       G01                                                    137064.4                 898.38                    360                     314                  5.875                      0                      0                     0.5                  6.375 CHARLEVOIX             MI                                       49720 2-4 Family                             144000                20020901                     90 United Guaranty                      1.00E+17                    3.75               20070801                 11.375                   3.25                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20320801 CALA
GI                       G01                                                    310676.2                2135.02                    360                     314                  6.375                      0                      0                     0.5                  6.875 HARRISON               NJ                                        7029 2-4 Family                             325000                20020901            89.04000092 PMI                                  1.00E+17                    3.25               20070801                 11.875                   3.25                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20320801 CALA
GI                       G01                                                    75190.69                 447.98                    360                     314                  4.875                      0                      0                     0.5                  5.375 STAMFORD               CT                                        6902 Single Family                           80000                20020901            61.59000015 No MI                                1.00E+17                    2.75               20070801                 10.375                   2.75                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20320801 CALA
GI                       G01                                                   303048.08                2128.97                    360                     305                    6.5                      0                      0                     0.5                      7 CAMBRIDGE              MA                                        2139 Single Family                          320000                20011201                     80 No MI                                1.00E+17                    2.75               20061101                     12                   2.25                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20311101 CALA
GI                       G01                                                    88523.39                 628.05                    360                     305                    6.5                      0                      0                     0.5                      7 LOWELL                 MA                                        1854 Condominium                             94400                20011201            94.97000122 YES                                  1.00E+17                    3.25               20061101                     12                   2.25                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20311101 CALA
GI                       G01                                                   102822.32                 708.59                    360                     305                   6.25                      0                      0                     0.5                   6.75 BELLEVILLE             NJ                                        7109 Condominium                            109250                20011201                     95 YES                                  1.00E+17                       3               20061101                  11.75                   2.75                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20311101 CALA
GI                       G01                                                    71655.17                 430.95                    360                     314                      5                      0                      0                     0.5                    5.5 PALATINE               IL                                       60067 Condominium                             75900                20020901            94.98999786 YES                                  1.00E+17                    2.75               20070801                   10.5                    2.5                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20320801 CALA
GI                       G01                                                   386676.94                2842.31                    360                     305                      7                      0                      0                     0.5                    7.5 MESA                   AZ                                       85213 PUD                                    406500                20011201            79.98000336 No MI                                1.00E+17                   3.625               20061101                   12.5                   2.25                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20311101 CALA
GI                       G01                                                   102001.67                 809.32                    359                     313                  7.625                      0                      0                     0.5                  8.125 MAYWOOD                IL                                       60153 2-4 Family                             109000                20020901                   54.5 No MI                                1.00E+17                   5.375               20070801                 13.125                  3.125                       2 First Lien                                    N                                            0 No_PP                                     359                      60 N                                    20320701 CALA
GI                       G01                                                    85298.48                 531.79                    360                     315                  5.375                      0                      0                     0.5                  5.875 ATLANTIC CITY          NJ                                        8401 2-4 Family                              89900                20021001            89.90000153 Mortgage Guaranty In                 1.00E+17                    3.25               20070901                 10.875                  4.875                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20320901 CALA
GI                       G01                                                   190513.37                1432.82                    360                     304                   7.25                      0                      0                     0.5                   7.75 SARASOTA               FL                                       34242 Single Family                          200000                20011101                   62.5 No MI                                1.00E+17                    3.75               20061001                  12.75                   2.75                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20311001 CALA
GI                       G01                                                    35987.31                 252.81                    360                     305                    6.5                      0                      0                     0.5                      7 TEMPE                  AZ                                       85281 Condominium                             38000                20011201                     80 No MI                                1.00E+17                    3.25               20061101                     12                   3.25                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20311101 CALA
GI                       G01                                                   134803.84                1018.06                    360                     302                      7                      0                      0                     0.5                    7.5 JUNCTION CITY          OH                                       43748 Single Family                          145600                20010901                     80 No MI                                                           3.625               20060801                   13.5                   2.75                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20310801 CALA
GI                       G01                                                    41681.22                 307.65                    360                     304                      7                      0                      0                     0.5                    7.5 PHILADELPHIA           PA                                       19124 Single Family                           44000                20011101            74.58000183 No MI                                1.00E+17                   3.375               20061001                   12.5                  3.125                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20311001 CALA
GI                       G01                                                       67471                1061.69                    360                     305                  7.125                      0                      0                     0.5                  7.625 NEW YORK               NY                                       10021 Condominium                            150000                20011201                     75 No MI                                1.00E+17                    3.75               20061101                 12.625                  2.875                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20311101 CALA
GI                       G01                                                   362698.22                3742.24                    180                     136                   5.25                      0                      0                    0.25                    5.5 OAK BROOK              IL                                       60521 Single Family                          458000                20021101            77.62999725 No MI                                1.00E+17                       3               20071001                   10.5                   3.25                       2 First Lien                                    N                                            0 No_PP                                     180                      60 N                                    20171001 CALA
GI                       G01                                                   174823.59                1050.41                    360                     315                   5.25                      0                      0                    0.25                    5.5 ROSELLE                IL                                       60172 Single Family                          185000                20021001            79.73999786 No MI                                1.00E+17                    2.75               20070901                   10.5                   2.75                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20320901 CALA
GI                       G01                                                    94870.45                 628.91                    360                     315                   6.25                      0                      0                    0.25                    6.5 WICHITA                KS                                       67206 Single Family                           99500                20021001            72.36000061 No MI                                1.00E+17                    3.75               20070901                   11.5                    2.5                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20320901 CALA
GI                       G01                                                    42244.03                 303.71                    360                     315                      7                      0                      0                   0.375                  7.375 BLOOMINGTON            IN                                       47403 Single Family                           44250                20021001                     75 No MI                                1.00E+17                    3.75               20060901                 12.375                    2.5                       2 First Lien                                    N                                            0 No_PP                                     360                      48 N                                    20320901 CALA
GI                       G01                                                   378647.96                2842.27                    360                     317                  7.625                      0                      0                    0.25                  7.875 BROOKLYN               NY                                       11231 2-4 Family                             392000                20021201                     80 No MI                                1.00E+17                    3.75               20071101                 12.875                  3.375                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20321101 CALA
GI                       G01                                                   352179.71                2172.92                    360                     316                      5                      0                      0                    0.25                   5.25 WINHALL                VT                                        5340 Single Family                          393500                20021101            34.52000046 No MI                                1.00E+17                    2.75               20071001                  10.25                  2.625                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20321001 CALA
GI                       G01                                                      189843                1140.13                    360                     315                   5.25                      0                      0                    0.25                    5.5 COLUMBUS               OH                                       43230 Single Family                          200800                20021001                     80 No MI                                1.00E+17                    2.75               20070901                   10.5                  2.625                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20320901 CALA
GI                       G01                                                   217284.49                1303.08                    360                     316                   5.25                      0                      0                    0.25                    5.5 CHICAGO                IL                                       60605 Condominium                            229500                20021101            79.97000122 No MI                                1.00E+17                    2.75               20071001                   10.5                    2.5                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20321001 CALA
GI                       G01                                                   119334.85                 697.71                    360                     316                      5                      0                      0                    0.25                   5.25 GREEN BAY              WI                                       54311 Single Family                          126350                20021101            94.56999969 PMI                                  1.00E+17                    2.75               20071001                  10.25                    2.5                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20321001 CALA
GI                       G01                                                   113102.74                1125.94                    180                     135                   5.25                      0                      0                    0.25                    5.5 EAST TROY              WI                                       53120 Single Family                          137800                20021001            74.48999786 No MI                                1.00E+17                    2.75               20070901                   10.5                    2.5                       2 First Lien                                    N                                            0 No_PP                                     180                      60 N                                    20170901 CALA
GI                       G01                                                   303823.68                3616.49                    360                     316                   5.75                      0                      0                    0.25                      6 SAN JOSE               CA                                       95124 Single Family                          603200                20021101                     80 No MI                                1.00E+17                    3.25               20071001                     11                    2.5                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20321001 CALA
GI                       G01                                                   164540.11                 962.21                    360                     316                      5                      0                      0                    0.25                   5.25 HARTLAND               MI                                       48353 Single Family                          174250                20021101                     85 PMI                                  1.00E+17                    2.75               20071001                  10.25                      3                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20321001 CALA
GI                       G01                                                    326505.1                2083.50                    360                     316                  5.875                      0                      0                    0.25                  6.125 BUFFALO GROVE          IL                                       60089 Single Family                          342900                20021101                     90 Mortgage Guaranty In                 1.00E+17                    3.75               20071001                 11.125                    2.5                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20321001 CALA
GI                       G01                                                   182756.37                1068.51                    360                     316                      5                      0                      0                    0.25                   5.25 WESTERVILLE            OH                                       43082 Single Family                          193500                20021101            76.79000092 No MI                                1.00E+17                    2.75               20071001                  10.25                    3.5                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20321001 CALA
GI                       G01                                                   207104.59                1211.81                    360                     316                      5                      0                      0                    0.25                   5.25 CHICAGO                IL                                       60613 Condominium                            219450                20021101                     95 YES                                  1.00E+17                    2.75               20071001                  10.25                    2.5                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20321001 CALA
GI                       G01                                                   186890.94                1135.58                    360                     316                   5.25                      0                      0                    0.25                    5.5 WHEATON                IL                                       60187 Single Family                          200000                20021101            75.76000214 No MI                                1.00E+17                    2.75               20071001                   10.5                    2.5                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20321001 CALA
GI                       G01                                                   276913.68                1750.72                    360                     316                  5.375                      0                      0                   0.375                   5.75 CAMANO ISLAND          WA                                       98282 Single Family                          300000                20021101            61.72999954 No MI                                1.00E+17                    2.25               20071001                  11.75                    2.5                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20321001 CALA
GI                       G01                                                    45269.31                 325.40                    360                     317                  6.875                      0                      0                   0.375                   7.25 PHILADELPHIA           PA                                       19120 Single Family                           47700                20021201            88.33000183 YES                                  1.00E+17                    4.75               20071101                  12.25                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20321101 CALA
GI                       G01                                                    69312.79                 497.29                    360                     317                      7                      0                      0                   0.375                  7.375 SARASOTA               FL                                       34234 Single Family                           72000                20021201                     90 Mortgage Guaranty In                 1.00E+17                    4.75               20071101                 12.375                  4.375                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20321101 CALA
GI                       G01                                                       77328                 594.00                    360                     316                   7.75                      0                      0                   0.375                  8.125 SCHENECTADY            NY                                       12303 Single Family                           80000                20021101                     80 No MI                                1.00E+17                    3.75               20071001                 13.125                  4.375                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20321001 CALA
GI                       G01                                                   170876.03                 972.18                    360                     317                  4.625                      0                      0                   0.375                      5 CHICAGO                IL                                       60656 Condominium                            181100                20021201            71.58000183 No MI                                1.00E+17                    2.75               20071101                     10                  3.375                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20321101 CALA
GI                       G01                                                   170950.59                 999.49                    360                     316                  4.875                      0                      0                   0.375                   5.25 CHICAGO                IL                                       60660 Condominium                            181000                20021101            77.68000031 No MI                                1.00E+17                    2.75               20071001                  10.25                  2.375                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20321001 CALA
GI                       G01                                                    198193.4                1327.19                    360                     316                   6.25                      0                      0                   0.375                  6.625 ATLANTIC HIGHLANDS     NJ                                        7716 Single Family                          210000                20021101            65.62999725 No MI                                1.00E+17                    2.75               20061001                 10.875                  2.375                       2 First Lien                                    N                                            0 No_PP                                     360                      48 N                                    20321001 CALA
GI                       G01                                                   333979.55                2183.54                    360                     316                      6                      0                      0                   0.375                  6.375 MANALAPAN              NJ                                        7726 Single Family                          350000                20021101            54.68999863 No MI                                1.00E+17                    3.75               20071001                 11.375                  2.375                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20321001 CALA
GI                       G01                                                   214184.29                1218.59                    360                     317                  4.625                      0                      0                   0.375                      5 ST CHARLES             IL                                       60175 Single Family                          227000                20021201            79.65000153 No MI                                1.00E+17                    2.75               20071101                     10                  3.375                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20321101 CALA
GI                       G01                                                   141463.11                 828.31                    360                     315                  4.875                      0                      0                   0.375                   5.25 POMPTON LAKES          NJ                                        7442 Condominium                            150000                20021001            51.84000015 No MI                                1.00E+17                    2.75               20070901                  10.25                  2.375                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20320901 CALA
GI                       G01                                                   425120.81                2450.19                    360                     317                   4.75                      0                      0                   0.375                  5.125 SHERBORN               MA                                        1770 Single Family                          450000                20021201            59.59999847 No MI                                1.00E+17                    2.75               20071101                 10.125                  2.375                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20321101 CALA
GI                       G01                                                   473401.24                2872.53                    360                     317                   5.25                      0                      0                   0.375                  5.625 WESTPORT               CT                                        6880 Single Family                          499000                20021201            58.02000046 No MI                                1.00E+17                    2.75               20091101                 10.625                  2.375                       2 First Lien                                    N                                            0 No_PP                                     360                      84 N                                    20321101 CALA
GI                       G01                                                   161754.15                1160.51                    360                     317                      7                      0                      0                   0.375                  7.375 NILES                  IL                                       60714 Condominium                            170000                20021201            68.37999725 No MI                                1.00E+17                   3.625               20061101                 11.625                  2.375                       2 First Lien                                    N                                            0 No_PP                                     360                      48 N                                    20321101 CALA
GI                       G01                                                   473504.39                3242.99                    360                     307                  6.375                      0                      0                   0.375                   6.75 RANDOLPH               NJ                                        7869 Single Family                          500000                20020201            62.88999939 No MI                                1.00E+17                    2.75               20120101                  12.75                   3.25                       2 First Lien                                    N                                            0 No_PP                                     360                     120 N                                    20320101 CALA
GI                       G01                                                   259686.15                1516.08                    360                     317                  4.875                      0                      0                   0.375                   5.25 STATEN ISLAND          NY                                       10303 2-4 Family                             274550                20021201                     95 Mortgage Guaranty In                 1.00E+17                    3.75               20071101                  10.25                  2.375                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20321101 CALA
GI                       G01                                                    66982.71                 465.71                    360                     315                  6.625                      0                      0                   0.375                      7 SOMERDALE              NJ                                        8083 Single Family                           70000                20021001                     35 No MI                                1.00E+17                    3.75               20070901                     12                  3.375                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20320901 CALA
GI                       G01                                                   381358.59                2430.44                    360                     317                   5.75                      0                      0                   0.375                  6.125 WEEHAWKIN              NJ                                        7086 Single Family                          400000                20021201            89.08999634 Mortgage Guaranty In                 1.00E+17                    3.75               20071101                 11.125                  2.625                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20321101 CALA
GI                       G01                                                   515503.54                3553.73                    360                     309                   6.25                      0                      0                   0.375                  6.625 MONTVILLE              NJ                                        7045 Single Family                          555000                20020401            69.80999756 No MI                                1.00E+17                    2.75               20120301                 12.625                  3.375                       2 First Lien                                    N                                            0 No_PP                                     360                     120 N                                    20320301 CALA
GI                       G01                                                   430049.46                2583.44                    360                     316                  5.125                      0                      0                   0.375                    5.5 BRINKLOW               MD                                       20862 Single Family                          455000                20021101            72.80000305 No MI                                1.00E+17                    2.75               20071001                   10.5                  2.375                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20321001 CALA
GI                       G01                                                    71978.85                 490.34                    360                     316                  6.375                      0                      0                   0.375                   6.75 FRAMINGHAM             MA                                        1701 Condominium                             75600                20021101                     70 No MI                                1.00E+17                    3.75               20071001                  11.75                  2.375                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20321001 CALA
GI                       G01                                                    63259.27                 421.15                    360                     315                  5.875                      0                      0                   0.375                   6.25 LAWRENCE               MA                                        1841 Condominium                             68400                20021001                     95 YES                                  1.00E+17                    3.75               20070901                  11.25                    2.5                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20320901 CALA
GI                       G01                                                   476881.33                3343.38                    360                     317                   6.75                      0                      0                   0.375                  7.125 STATEN ISLAND          NY                                       10306 Single Family                          500000                20021201                     80 No MI                                1.00E+17                   3.375               20061101                     12                  3.375                       2 First Lien                                    N                                            0 No_PP                                     360                      48 N                                    20321101 CALA
GII                      G02                                                      110449                 644.29                    360                     359                  6.625                      0                      0                   0.375                      7 Orlando                FL                                       32825 Condominium                            110449                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     12                      3                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 WALN
GI                       G01                                                      650000                4468.75                    360                     358                  7.875                      0                      0                   0.375                   8.25 WYCKOFF                NJ                                        7481 Single Family                          650000                20060501            79.26999664 No MI                                1.00E+17                    2.25               20110401                  13.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 WALN
GII                      G02                                                      146250                 822.66                    360                     351                  6.375                      0                      0                   0.375                   6.75 DAVENPORT              FL                                       33896 Condominium                            146250                20051001                     75 No MI                                1.00E+17                    2.25               20100901                  11.75                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20350901 AFL2
GI                       G03                                                   104188.21                 725.21                    360                     351                      7                      0                      0                   0.375                  7.375 Orlando                FL                                       32825 Single Family                          105000                20051001                     70 No MI                                1.00E+17                    2.25               20100901                 12.375                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20350901 AFL2
GI                       G03                                                     1425000                8906.25                    360                     357                  7.125                      0                      0                   0.375                    7.5 Linden                 VA                                       22642 Single Family                         1425000                20060401                  71.25 No MI                                1.00E+17                    2.25               20110301                   12.5                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360301 AFL2
GII                      G03                                                   263299.81                1371.35                    360                     356                  5.875                      0                      0                   0.375                   6.25 Las Vegas              NV                                       89139 PUD                                    263300                20060301            79.98999786 No MI                                1.00E+17                    2.25               20110201                  12.25                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360201 AFL2
GII                      G03                                                     1000000                5312.50                    360                     352                      6                      0                      0                   0.375                  6.375 Westerville            OH                                       43082 Single Family                         1000000                20051101            67.80000305 No MI                                1.00E+17                    2.25               20101001                 12.375                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20351001 AFL2
GI                       G02                                                    552076.8                3738.02                    360                     356                   7.75                      0                      0                   0.375                  8.125 Los Angeles            CA                                       90026 2-4 Family                             552800                20060301                     80 No MI                                1.00E+17                    2.25               20110201                 13.125                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360201 AFL2
GII                      G02                                                      145240                 816.98                    360                     356                  6.375                      0                      0                   0.375                   6.75 Groveport              OH                                       43125 Single Family                          145240                20060301                     80 No MI                                1.00E+17                    2.25               20110201                  12.75                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360201 AFL2
GII                      G02                                                   290218.35                1632.48                    360                     356                  6.375                      0                      0                   0.375                   6.75 LAS VEGAS              NV                                       89179 PUD                                    290300                20060301            79.98999786 No MI                                1.00E+17                    2.25               20110201                  12.75                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360201 AFL2
GII                      G03                                                      362131                2187.87                    360                     355                  6.875                      0                      0                   0.375                   7.25 Ceres                  CA                                       95307 Single Family                          362131                20060201                     80 No MI                                1.00E+17                    2.25               20110101                  12.25                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360101 AFL2
GII                      G03                                                      980000                5716.67                    360                     356                  6.625                      0                      0                   0.375                      7 Jacksonville           FL                                       32226 Single Family                          980000                20060301                     70 No MI                                1.00E+17                    2.25               20110201                     12                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360201 AFL2
GI                       G02                                                      316000                2205.42                    360                     358                      8                      0                      0                   0.375                  8.375 AURORA                 CO                                       80016 PUD                                    316000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      288000                1980.00                    360                     357                  7.875                      0                      0                   0.375                   8.25 Manteca                CA                                       95336 Single Family                          288000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                  13.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G02                                                      215672                1370.42                    360                     356                   7.25                      0                      0                   0.375                  7.625 Atlanta                GA                                       30312 PUD                                    215672                20060301                     80 No MI                                1.00E+17                    2.25               20110201                 12.625                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360201 AFL2
GII                      G03                                                      176720                1049.28                    360                     356                   6.75                      0                      0                   0.375                  7.125 MIAMI                  FL                                       33032 Single Family                          176720                20060301                     80 No MI                                1.00E+17                    2.25               20110201                 12.125                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360201 AFL2
GI                       G02                                                   102272.27                 778.31                    360                     358                      8                      0                      0                   0.375                  8.375 Reynoldsburg           OH                                       43068 Single Family                          102400                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                      213392                1200.33                    360                     356                  6.375                      0                      0                   0.375                   6.75 Glen Allen             VA                                       23059 PUD                                    213392                20060301                     80 No MI                                1.00E+17                    2.25               20110201                  12.75                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360201 AFL2
GII                      G03                                                      150000                 765.62                    360                     356                   5.75                      0                      0                   0.375                  6.125 Las Vegas              NV                                       89139 PUD                                    150000                20060301            47.02999878 No MI                                1.00E+17                    2.25               20110201                 11.125                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360201 AFL2
GII                      G02                                                   169714.28                 919.29                    360                     356                  6.125                      0                      0                   0.375                    6.5 MOORESVILLE            NC                                       28115 PUD                                    169793                20060301                     80 No MI                                1.00E+17                    2.25               20110201                   11.5                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360201 AFL2
GII                      G02                                                      112000                 595.00                    360                     356                      6                      0                      0                   0.375                  6.375 HIRAM                  GA                                       30141 PUD                                    112000                20060301                     80 No MI                                1.00E+17                    2.25               20110201                 11.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360201 AFL2
GI                       G02                                                   220384.06                1469.23                    360                     356                  7.625                      0                      0                   0.375                      8 Palmdale               CA                                       93550 Single Family                          220400                20060301                     80 No MI                                1.00E+17                    2.25               20110201                     13                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360201 AFL2
GI                       G02                                                      186750                1225.55                    360                     357                    7.5                      0                      0                   0.375                  7.875 Sun City               AZ                                       85373 Single Family                          186750                20060401                     75 No MI                                1.00E+17                    2.25               20110301                 12.875                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360301 AFL2
GI                       G02                                                   335570.01                2524.26                    360                     358                  7.875                      0                      0                   0.375                   8.25 New Castle             CO                                       81647 Single Family                          336000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  13.25                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      121800                 773.94                    360                     357                   7.25                      0                      0                   0.375                  7.625 Grand Rapids           MI                                       49503 Single Family                          121800                20060401                     70 No MI                                1.00E+17                    2.25               20110301                 12.625                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GII                      G03                                                      564650                3117.34                    360                     357                   6.25                      0                      0                   0.375                  6.625 YUCAIPA                CA                                       92399 PUD                                    564650                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 11.625                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GII                      G03                                                      996000                5706.25                    360                     358                    6.5                      0                      0                   0.375                  6.875 NORTH FORT MYERS       FL                                       33903 PUD                                    996000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      316000                2139.58                    360                     357                   7.75                      0                      0                   0.375                  8.125 WOBURN                 MA                                        1801 Single Family                          316000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 14.125                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360301 AFL2
GII                      G02                                                      400050                2333.62                    360                     357                  6.625                      0                      0                   0.375                      7 Remington              VA                                       22734 Single Family                          400050                20060401                     80 No MI                                1.00E+17                    2.25               20110301                     12                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G03                                                      304000                1900.00                    360                     358                  7.125                      0                      0                   0.375                    7.5 Bristol                IL                                       60512 Single Family                          304000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                       56400                 381.87                    360                     357                   7.75                      0                      0                   0.375                  8.125 Oak Grove              KY                                       42262 Single Family                           56400                20060401            78.87999725 No MI                                1.00E+17                    2.25               20110301                 13.125                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G02                                                      220760                1425.74                    360                     358                  7.375                      0                      0                   0.375                   7.75 Tolleson               AZ                                       85353 PUD                                    220760                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.75                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G03                                                      468000                2340.00                    360                     357                  5.625                      0                      0                   0.375                      6 Las Vegas              NV                                       89135 PUD                                    468000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                     11                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GII                      G02                                                      344574                1938.23                    360                     356                  6.375                      0                      0                   0.375                   6.75 LANCASTER              CA                                       93536 Single Family                          344574                20060301                     80 No MI                                1.00E+17                    2.25               20110201                  11.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360201 AFL2
GII                      G03                                                      592000                3083.33                    360                     355                  5.875                      0                      0                   0.375                   6.25 HAYMARKET              VA                                       20169 PUD                                    592000                20060201                     80 No MI                                1.00E+17                    2.25               20110101                  11.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360101 AFL2
GI                       G03                                                   186128.18                1143.91                    360                     356                      7                      0                      0                   0.375                  7.375 COVINGTON              GA                                       30016 PUD                                    186240                20060301                     80 No MI                                1.00E+17                    2.25               20110201                 12.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360201 AFL2
GII                      G02                                                      220000                1214.58                    360                     356                   6.25                      0                      0                   0.375                  6.625 Shorewood              IL                                       60431 PUD                                    220000                20060301                     80 No MI                                1.00E+17                    2.25               20110201                 11.625                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360201 AFL2
GI                       G01                                                   417048.55                2992.03                    360                     358                  7.375                      0                      0                   0.375                   7.75 Naples                 FL                                       34120 Single Family                          417640                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.75                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G03                                                      350400                2117.00                    360                     358                  6.875                      0                      0                   0.375                   7.25 Ellicott City          MD                                       21043 Single Family                          350400                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  13.25                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G01                                                   521707.12                3478.05                    360                     357                  7.625                      0                      0                   0.375                      8 BRENTWOOD              CA                                       94513 PUD                                    521708                20060401                     80 No MI                                1.00E+17                    2.25               20110301                     13                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G03                                                      280000                1720.83                    360                     357                      7                      0                      0                   0.375                  7.375 ANNAPOLIS              MD                                       21401 Single Family                          280000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 12.375                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G02                                                       74000                 485.63                    360                     357                    7.5                      0                      0                   0.375                  7.875 GARLAND                TX                                       75043 Single Family                           74000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 12.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GII                      G03                                                     2030000               12053.13                    360                     358                   6.75                      0                      0                   0.375                  7.125 Haleiwa                HI                                       96712 Single Family                         2030000                20060501                     70 No MI                                1.00E+17                    2.25               20110401                 12.125                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G03                                                   460885.95                2544.47                    360                     354                   6.25                      0                      0                   0.375                  6.625 NORTH LAS VEGAS        NV                                       89084 PUD                                    460886                20060101                     80 No MI                                1.00E+17                    2.25               20101201                 11.625                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20351201 AFL2
GI                       G01                                                   113031.99                 718.22                    360                     354                   7.25                      0                      0                   0.375                  7.625 KISSIMMEE              FL                                       34747 Condominium                            113032                20060101                     80 No MI                                1.00E+17                    2.25               20101201                 12.625                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20351201 AFL2
GII                      G03                                                      338120                2042.81                    360                     356                  6.875                      0                      0                   0.375                   7.25 RENTON                 WA                                       98059 PUD                                    338120                20060301                     80 No MI                                1.00E+17                    2.25               20110201                  12.25                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360201 AFL2
GI                       G03                                                      149456                 934.10                    360                     354                  7.125                      0                      0                   0.375                    7.5 Hampton                GA                                       30228 PUD                                    149456                20060101                     80 No MI                                1.00E+17                    2.25               20101201                   12.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20351201 AFL2
GI                       G01                                                   213594.02                1401.71                    360                     354                    7.5                      0                      0                   0.375                  7.875 KISSIMMEE              FL                                       34747 PUD                                    214905                20060101                     75 No MI                                1.00E+17                    2.25               20101201                 12.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20351201 AFL2
GI                       G02                                                      350200                2225.23                    360                     357                   7.25                      0                      0                   0.375                  7.625 East Rockaway          NY                                       11518 2-4 Family                             350200                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 12.625                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360301 AFL2
GI                       G03                                                      715000                4394.27                    360                     355                      7                      0                      0                   0.375                  7.375 Windermere             FL                                       34786 Single Family                          715000                20060201            59.58000183 No MI                                1.00E+17                    2.25               20110101                 12.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360101 AFL2
GII                      G02                                                   139284.11                 919.70                    360                     354                    6.5                      0                      0                   0.375                  6.875 Cresco                 PA                                       18326 Single Family                          140000                20060101            50.72000122 No MI                                1.00E+17                    2.25               20101201                 11.875                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20351201 AFL2
GI                       G02                                                      128800                 912.33                    360                     354                  8.125                      0                      0                   0.375                    8.5 Buford                 GA                                       30519 PUD                                    128800                20060101                     80 No MI                                1.00E+17                    2.25               20101201                   13.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20351201 AFL2
GII                      G03                                                      256000                1546.67                    360                     354                  6.875                      0                      0                   0.375                   7.25 Orlando                FL                                       32809 PUD                                    256000                20060101                     80 No MI                                1.00E+17                    2.25               20101201                  12.25                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20351201 AFL2
GI                       G02                                                      292000                1885.83                    360                     355                  7.375                      0                      0                   0.375                   7.75 Pembroke Pines         FL                                       33024 Single Family                          292000                20060201                     80 No MI                                1.00E+17                    2.25               20110101                  12.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360101 AFL2
GI                       G02                                                   220999.99                1519.37                    360                     354                  7.875                      0                      0                   0.375                   8.25 Orlando                FL                                       32805 PUD                                    221000                20060101                     85 Republic MIC                         1.00E+17                    2.25               20101201                  13.25                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20351201 AFL2
GII                      G02                                                       55200                 310.50                    360                     354                  6.375                      0                      0                   0.375                   6.75 Birmingham             AL                                       35206 Single Family                           55200                20060101                     80 No MI                                1.00E+17                    2.25               20101201                  11.75                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20351201 AFL2
GI                       G02                                                   130087.28                 969.11                    360                     355                   7.75                      0                      0                   0.375                  8.125 Spring                 TX                                       77388 PUD                                    130520                20060201                     80 No MI                                1.00E+17                    2.25               20110101                 13.125                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360101 AFL2
GI                       G02                                                   123492.39                 909.87                    360                     354                  7.625                      0                      0                   0.375                      8 Orlando                FL                                       32810 Single Family                          124000                20060101                     80 No MI                                1.00E+17                    2.25               20101201                     13                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20351201 AFL2
GI                       G02                                                      140000                 947.92                    360                     354                   7.75                      0                      0                   0.375                  8.125 REYNOLDSBURG           OH                                       43068 Single Family                          140000                20060101                     80 No MI                                1.00E+17                    2.25               20101201                 13.125                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20351201 AFL2
GI                       G01                                                     1170000                7921.87                    360                     355                   7.75                      0                      0                   0.375                  8.125 Miami Beach            FL                                       33139 Condominium                           1170000                20060201                     60 No MI                                1.00E+17                    2.25               20110101                 13.125                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360101 AFL2
GII                      G03                                                   449759.19                2717.30                    360                     355                  6.875                      0                      0                   0.375                   7.25 LANCASTER              CA                                       93536 Single Family                          449760                20060201                     80 No MI                                1.00E+17                    2.25               20110101                  12.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360101 AFL2
GI                       G02                                                       96000                 630.00                    360                     355                    7.5                      0                      0                   0.375                  7.875 Phoenix                AZ                                       85017 Single Family                           96000                20060201                     80 No MI                                1.00E+17                    2.25               20110101                 12.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360101 AFL2
GI                       G02                                                   197924.97                1340.12                    360                     354                   7.75                      0                      0                   0.375                  8.125 Estero                 FL                                       33928 Condominium                            197992                20060101                     80 No MI                                1.00E+17                    2.25               20101201                 13.125                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20351201 AFL2
GI                       G02                                                   195999.97                1245.42                    360                     355                   7.25                      0                      0                   0.375                  7.625 Lake Mary              FL                                       32746 Single Family                          196000                20060201                     80 No MI                                1.00E+17                    2.25               20110101                 12.625                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360101 AFL2
GI                       G03                                                      192000                1200.00                    360                     355                  7.125                      0                      0                   0.375                    7.5 Littleton              CO                                       80120 Single Family                          192000                20060201                     80 No MI                                1.00E+17                    2.25               20110101                   12.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360101 AFL2
GI                       G02                                                   134529.35                 978.84                    360                     355                    7.5                      0                      0                   0.375                  7.875 Tampa                  FL                                       33604 2-4 Family                             135000                20060201                     75 No MI                                1.00E+17                    2.25               20110101                 12.875                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360101 AFL2
GII                      G03                                                  1296880.52                7430.05                    360                     355                    6.5                      0                      0                   0.375                  6.875 Marco Island           FL                                       34145 Condominium                           1312000                20060201            69.97000122 No MI                                1.00E+17                    2.25               20110101                 11.875                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360101 AFL2
GI                       G02                                                      596000                3849.17                    360                     356                  7.375                      0                      0                   0.375                   7.75 HONOLULU               HI                                       96819 Condominium                            596000                20060301                     80 No MI                                1.00E+17                    2.25               20110201                  12.75                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360201 AFL2
GI                       G01                                                   948570.92                6422.62                    360                     355                   7.75                      0                      0                   0.375                  8.125 Big Bear Lake          CA                                       92315 Single Family                          948750                20060201                     75 No MI                                1.00E+17                    2.25               20110101                 13.125                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360101 AFL2
GI                       G03                                                   187409.53                1298.38                    360                     356                      7                      0                      0                   0.375                  7.375 Phoenix                AZ                                       85041 PUD                                    187987                20060301                     80 No MI                                1.00E+17                    2.25               20110201                 12.375                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360201 AFL2
GII                      G02                                                      235000                1370.83                    360                     358                  6.625                      0                      0                   0.375                      7 SILVER SPRING          MD                                       20902 Single Family                          235000                20060501            59.49000168 No MI                                1.00E+17                    2.25               20110401                     12                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      160000                1150.00                    360                     355                   8.25                      0                      0                   0.375                  8.625 McDonough              GA                                       30253 PUD                                    160000                20060201                     80 No MI                                1.00E+17                   2.375               20080101                 13.625                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      24 N                                    20360101 AFL2
GI                       G02                                                      147920                1063.18                    360                     355                   8.25                      0                      0                   0.375                  8.625 Jonesboro              GA                                       30238 PUD                                    147920                20060201                     80 No MI                                1.00E+17                   2.375               20080101                 13.625                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      24 N                                    20360101 AFL2
GI                       G03                                                      280768                1754.80                    360                     355                  7.125                      0                      0                   0.375                    7.5 ORLANDO                FL                                       32819 Condominium                            280768                20060201                     80 No MI                                1.00E+17                    2.25               20110101                   12.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360101 AFL2
GI                       G02                                                      372000                2441.25                    360                     358                    7.5                      0                      0                   0.375                  7.875 WASHINGTON             DC                                       20002 Single Family                          372000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G03                                                      752000                4543.33                    360                     355                  6.875                      0                      0                   0.375                   7.25 Credit River           MN                                       55372 Single Family                          752000                20060201                     80 No MI                                1.00E+17                    2.25               20110101                  12.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360101 AFL2
GI                       G02                                                      193600                1331.00                    360                     356                  7.875                      0                      0                   0.375                   8.25 Pensacola              FL                                       32514 Single Family                          193600                20060301                     80 No MI                                1.00E+17                    2.25               20110201                  13.25                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360201 AFL2
GII                      G03                                                   201363.93                1378.00                    360                     356                  6.875                      0                      0                   0.375                   7.25 Cincinnati             OH                                       45248 PUD                                    202000                20060301                     80 No MI                                1.00E+17                    2.25               20110201                  12.25                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360201 AFL2
GII                      G03                                                      348000                2066.25                    360                     356                   6.75                      0                      0                   0.375                  7.125 WINNETKA AREA          CA                                       91306 Condominium                            348000                20060301                     80 No MI                                1.00E+17                    2.25               20110201                 12.125                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360201 AFL2
GI                       G01                                                      480000                3200.00                    360                     356                  7.625                      0                      0                   0.375                      8 MIAMI                  FL                                       33131 Condominium                            480000                20060301                     80 No MI                                1.00E+17                    2.25               20110201                     13                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360201 AFL2
GI                       G02                                                   335777.76                2505.93                    360                     356                   7.75                      0                      0                   0.375                  8.125 Holliston              MA                                        1746 Single Family                          337500                20060301                     90 GE Capital MI                        1.00E+17                    2.25               20110201                 13.125                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360201 AFL2
GII                      G02                                                      152000                 855.00                    360                     356                  6.375                      0                      0                   0.375                   6.75 Phoenix                AZ                                       85033 Single Family                          152000                20060301                     80 No MI                                1.00E+17                    2.25               20110201                  11.75                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360201 AFL2
GI                       G02                                                      126400                 829.50                    360                     355                    7.5                      0                      0                   0.375                  7.875 Chicago                IL                                       60617 2-4 Family                             126400                20060201                     80 No MI                                1.00E+17                    2.25               20110101                 13.875                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360101 AFL2
GI                       G03                                                      792000                4950.00                    360                     356                  7.125                      0                      0                   0.375                    7.5 LOS ANGELES            CA                                       91304 Single Family                          792000                20060301                     80 No MI                                1.00E+17                    2.25               20110201                   12.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360201 AFL2
GII                      G02                                                      155400                 874.13                    360                     356                  6.375                      0                      0                   0.375                   6.75 ALBUQUERQUE            NM                                       87114 PUD                                    155400                20060301                     80 No MI                                1.00E+17                    2.25               20110201                  11.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360201 AFL2
GII                      G02                                                      268000                1507.50                    360                     356                  6.375                      0                      0                   0.375                   6.75 Eagle                  CO                                       81631 PUD                                    268000                20060301                     80 No MI                                1.00E+17                    2.25               20110201                  11.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360201 AFL2
GI                       G02                                                      229600                1554.58                    360                     356                   7.75                      0                      0                   0.375                  8.125 Minneapolis            MN                                       55414 Single Family                          229600                20060301                     80 No MI                                1.00E+17                    2.25               20110201                 13.125                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360201 AFL2
GII                      G03                                                      442494                2581.21                    360                     356                  6.625                      0                      0                   0.375                      7 HENDERSON              NV                                       89044 Single Family                          442494                20060301                     80 No MI                                                            2.25               20110201                     12                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360201 AFL2
GII                      G03                                                      494750                2989.11                    360                     356                  6.875                      0                      0                   0.375                   7.25 SURPRISE               AZ                                       85379 PUD                                    494750                20060301                     80 No MI                                1.00E+17                    2.25               20110201                  12.25                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360201 AFL2
GI                       G01                                                      600000                4062.50                    360                     357                   7.75                      0                      0                   0.375                  8.125 Johns Island           SC                                       29455 PUD                                    600000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 13.125                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G02                                                    75999.75                 498.75                    360                     358                    7.5                      0                      0                   0.375                  7.875 Philadelphia           PA                                       19124 Single Family                           76000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                      107200                 614.17                    360                     356                    6.5                      0                      0                   0.375                  6.875 Parker                 CO                                       80134 Single Family                          107200                20060301                     80 No MI                                1.00E+17                    2.25               20110201                 11.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360201 AFL2
GII                      G03                                                      140700                 835.41                    360                     358                   6.75                      0                      0                   0.375                  7.125 Edinburg               TX                                       78541 2-4 Family                             140700                20060501                     70 No MI                                1.00E+17                    2.25               20110401                 12.125                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      172000                1146.67                    360                     358                  7.625                      0                      0                   0.375                      8 Lake Worth             FL                                       33462 Single Family                          172000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                     13                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      194524                1337.36                    360                     359                  7.875                      0                      0                   0.375                   8.25 WESLEY CHAPEL          FL                                       33544 PUD                                    194524                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  13.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G03                                                      227192                1419.95                    360                     359                  7.125                      0                      0                   0.375                    7.5 JACKSONVILLE           FL                                       32256 PUD                                    227192                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   12.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      127920                 879.45                    360                     359                  7.875                      0                      0                   0.375                   8.25 RINCON                 AZ                                       85730 Single Family                          127920                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  13.25                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      124800                 806.00                    360                     358                  7.375                      0                      0                   0.375                   7.75 JEFFERSONTOWN          KY                                       40299 Condominium                            124800                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                   243897.37                1321.11                    360                     356                  6.125                      0                      0                   0.375                    6.5 EL CAJON               CA                                       92021 Condominium                            243900                20060301            79.98999786 No MI                                1.00E+17                    2.25               20110201                   12.5                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360201 AFL2
GI                       G03                                                       94400                 590.00                    360                     357                  7.125                      0                      0                   0.375                    7.5 JONESBORO              GA                                       30238 Single Family                           94400                20060401                     80 No MI                                1.00E+17                    2.25               20110301                   12.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G02                                                      194400                1235.25                    360                     358                   7.25                      0                      0                   0.375                  7.625 CUMMING                GA                                       30041 PUD                                    194400                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.625                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                      223200                1185.75                    360                     358                      6                      0                      0                   0.375                  6.375 VICTORVILLE            CA                                       92395 PUD                                    223200                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.375                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      115097                 803.28                    360                     358                      8                      0                      0                   0.375                  8.375 VILLA RICA             GA                                       30180 PUD                                    115097                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      174592                1163.95                    360                     357                  7.625                      0                      0                   0.375                      8 FAIRBURN               GA                                       30213 PUD                                    174592                20060401                     80 No MI                                1.00E+17                    2.25               20110301                     13                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GII                      G02                                                      134000                 711.88                    360                     357                      6                      0                      0                   0.375                  6.375 DENVER                 CO                                       80239 Single Family                          134000                20060401            68.72000122 No MI                                1.00E+17                    2.25               20110301                 11.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GI                       G02                                                   357142.37                2686.53                    360                     358                  7.875                      0                      0                   0.375                   8.25 WASHINGTON             DC                                       20002 Single Family                          357600                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  13.25                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      116000                 785.42                    360                     358                   7.75                      0                      0                   0.375                  8.125 Ogden                  UT                                       84403 Single Family                          116000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.125                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                   159452.74                 880.31                    360                     357                   6.25                      0                      0                   0.375                  6.625 Antioch                TN                                       37013 PUD                                    159456                20060401                     80 No MI                                1.00E+17                    2.75               20110301                 12.625                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GII                      G02                                                      187125                1091.56                    360                     359                  6.625                      0                      0                   0.375                      7 Columbus               OH                                       43206 2-4 Family                             187125                20060601                     75 No MI                                1.00E+17                    2.25               20110501                     12                  2.375                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      112000                 781.67                    360                     358                      8                      0                      0                   0.375                  8.375 ATLANTA                GA                                       30311 Single Family                          112000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      200000                1395.83                    360                     359                      8                      0                      0                   0.375                  8.375 Cottonwood             AZ                                       86326 Single Family                          200000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G01                                                      920000                5941.67                    360                     358                  7.375                      0                      0                   0.375                   7.75 RANCHO CUCAMONGA       CA                                       91739 Single Family                          920000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.75                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                       90320                 620.95                    360                     359                  7.875                      0                      0                   0.375                   8.25 Ward                   AR                                       72176 Single Family                           90320                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  13.25                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      269250                1823.05                    360                     359                   7.75                      0                      0                   0.375                  8.125 Orlando                FL                                       32821 Condominium                            269250                20060601                     75 No MI                                1.00E+17                    2.25               20110501                 13.125                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G02                                                       97472                 538.13                    360                     359                   6.25                      0                      0                   0.375                  6.625 Mesa                   AZ                                       85201 Condominium                             97472                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.625                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      102533                 662.19                    360                     359                  7.375                      0                      0                   0.375                   7.75 AURORA                 CO                                       80011 Single Family                          102533                20060601                     70 No MI                                1.00E+17                    2.25               20110501                  12.75                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      266160                1802.12                    360                     358                   7.75                      0                      0                   0.375                  8.125 Lancaster              CA                                       93535 Single Family                          266160                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.125                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G01                                                      877500                6124.22                    360                     358                      8                      0                      0                   0.375                  8.375 Miami Beach            FL                                       33139 Condominium                            877500                20060501                     75 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      248500                1604.90                    360                     358                  7.375                      0                      0                   0.375                   7.75 SEATTLE                WA                                       98103 Single Family                          248500                20060501                     70 No MI                                1.00E+17                    2.25               20110401                  12.75                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      102300                 660.69                    360                     358                  7.375                      0                      0                   0.375                   7.75 Crowley                TX                                       76036 Single Family                          102300                20060501                     70 No MI                                1.00E+17                    2.25               20110401                  12.75                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      135878                 863.39                    360                     358                   7.25                      0                      0                   0.375                  7.625 Monroe                 NC                                       28112 Single Family                          135878                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.625                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      133600                 848.92                    360                     359                   7.25                      0                      0                   0.375                  7.625 Lynchburg              VA                                       24503 Single Family                          133600                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.625                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      280800                1784.25                    360                     357                   7.25                      0                      0                   0.375                  7.625 Chandler               AZ                                       85248 PUD                                    280800                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 12.625                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G03                                                      144480                 903.00                    360                     358                  7.125                      0                      0                   0.375                    7.5 Oakdale                MN                                       55128 Townhouse                              144480                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      175000                1020.83                    360                     358                  6.625                      0                      0                   0.375                      7 Minneapolis            MN                                       55445 Single Family                          175000                20060501                     70 No MI                                1.00E+17                   2.375               20080401                     12                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      24 N                                    20360401 AFL2
GI                       G01                                                      254250                1721.48                    360                     358                   7.75                      0                      0                   0.375                  8.125 Orlando                FL                                       32821 Condominium                            254250                20060501                     75 No MI                                1.00E+17                    2.25               20110401                 13.125                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G01                                                      900000                6281.25                    360                     358                      8                      0                      0                   0.375                  8.375 Morgan Hill            CA                                       95037 Single Family                          900000                20060501                     75 No MI                                                            2.28               20110401                 13.375                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                    74652.65                 556.87                    360                     358                   7.75                      0                      0                   0.375                  8.125 Waynesboro             PA                                       17268 2-4 Family                              75000                20060501                     75 No MI                                1.00E+17                    2.75               20110401                 13.125                  1.905                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G03                                                      165342                1016.16                    360                     358                      7                      0                      0                   0.375                  7.375 Laveen                 AZ                                       85339 Single Family                          165342                20060501                     70 No MI                                1.00E+17                    2.25               20110401                 12.375                  2.375                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                    50055.09                 349.34                    360                     358                      8                      0                      0                   0.375                  8.375 Dallas                 TX                                       75232 Single Family                           50264                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G03                                                      156800                 963.67                    360                     359                      7                      0                      0                   0.375                  7.375 MIDLOTHIAN             VA                                       23112 Single Family                          156800                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.375                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      348750                2288.67                    360                     358                    7.5                      0                      0                   0.375                  7.875 LITTLETON              CO                                       80130 PUD                                    348750                20060501                     75 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      212800                1396.50                    360                     358                    7.5                      0                      0                   0.375                  7.875 Laveen                 AZ                                       85339 PUD                                    212800                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                       98000                 632.92                    360                     358                  7.375                      0                      0                   0.375                   7.75 Aurora                 CO                                       80017 Condominium                             98000                20060501                     70 No MI                  1001130-0603000001                        2.25               20110401                  12.75                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      401250                2591.41                    360                     359                  7.375                      0                      0                   0.375                   7.75 Honolulu               HI                                       96818 Condominium                            401250                20060601                     75 No MI                                1.00E+17                    2.25               20110501                  12.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G03                                                      198328                1177.57                    360                     359                   6.75                      0                      0                   0.375                  7.125 RIO VISTA              CA                                       94571 PUD                                    198328                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.125                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      193185                1267.78                    360                     358                    7.5                      0                      0                   0.375                  7.875 Westminster            CO                                       80031 PUD                                    193185                20060501                     75 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                      260012                1435.48                    360                     358                   6.25                      0                      0                   0.375                  6.625 CAMBRIDGE              MD                                       21613 Single Family                          260012                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.625                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      106932                 679.46                    360                     358                   7.25                      0                      0                   0.375                  7.625 Humble                 TX                                       77396 Single Family                          106932                20060501                     75 No MI                                1.00E+17                    2.25               20110401                 12.625                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                       97500                 619.53                    360                     358                   7.25                      0                      0                   0.375                  7.625 Humble                 TX                                       77338 PUD                                     97500                20060501                     75 No MI                                1.00E+17                    2.25               20110401                 12.625                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                      233356                1336.94                    360                     356                    6.5                      0                      0                   0.375                  6.875 Hanford                CA                                       93230 Single Family                          233356                20060301                     80 No MI                                1.00E+17                    2.75               20110201                 12.875                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360201 AFL2
GI                       G02                                                      203000                1395.63                    360                     358                  7.875                      0                      0                   0.375                   8.25 Missouri City          TX                                       77489 PUD                                    203000                20060501                     70 No MI                                1.00E+17                    2.25               20110401                  13.25                  2.375                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                       92610                 607.75                    360                     359                    7.5                      0                      0                   0.375                  7.875 Denver                 CO                                       80239 Single Family                           92610                20060601                     75 No MI                                1.00E+17                    2.25               20110501                 12.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      108005                 708.78                    360                     359                    7.5                      0                      0                   0.375                  7.875 Denver                 CO                                       80239 Single Family                          108005                20060601                     75 No MI                                1.00E+17                    2.25               20110501                 12.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      153300                 990.06                    360                     358                  7.375                      0                      0                   0.375                   7.75 Plainfield             IL                                       60586 PUD                                    153300                20060501                     70 No MI                                1.00E+17                    2.25               20110401                  12.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      402500                2641.41                    360                     358                    7.5                      0                      0                   0.375                  7.875 CHICAGO                IL                                       60637 Condominium                            402500                20060501            69.94999695 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G03                                                       89650                 541.64                    360                     358                  6.875                      0                      0                   0.375                   7.25 Humble                 TX                                       77396 PUD                                     89650                20060501            64.97000122 No MI                                1.00E+17                    2.25               20110401                  12.25                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                      140000                 802.08                    360                     358                    6.5                      0                      0                   0.375                  6.875 LAKEWOOD               CO                                       80226 Single Family                          140000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      245000                1709.90                    360                     358                      8                      0                      0                   0.375                  8.375 Atlanta                GA                                       30318 2-4 Family                             245000                20060501                     70 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                   267266.18                2033.95                    360                     358                      8                      0                      0                   0.375                  8.375 Plainfield             IL                                       60585 Townhouse                              267600                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      178551                1246.14                    360                     358                      8                      0                      0                   0.375                  8.375 Canton                 GA                                       30115 PUD                                    178551                20060501                     80 No MI                                1.00E+17                   2.375               20080401                 13.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      24 N                                    20360401 AFL2
GII                      G03                                                     1072500                6479.69                    360                     358                  6.875                      0                      0                   0.375                   7.25 Miami                  FL                                       33131 Condominium                           1072500                20060501                     75 No MI                                1.00E+17                    2.25               20110401                  12.25                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G03                                                      244000                1474.17                    360                     359                  6.875                      0                      0                   0.375                   7.25 Las Vegas              NV                                       89110 Single Family                          244000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.25                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      165600                1155.75                    360                     358                      8                      0                      0                   0.375                  8.375 Denver                 CO                                       80221 PUD                                    165600                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      214900                1432.67                    360                     359                  7.625                      0                      0                   0.375                      8 Casa Grande            AZ                                       85222 PUD                                    214900                20060601                     70 No MI                                1.00E+17                    2.25               20110501                     13                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      231000                1540.00                    360                     358                  7.625                      0                      0                   0.375                      8 Phoenix                AZ                                       85041 PUD                                    231000                20060501                     70 No MI                                1.00E+17                    2.25               20110401                     13                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      207200                1381.33                    360                     358                  7.625                      0                      0                   0.375                      8 Laveen                 AZ                                       85339 PUD                                    207200                20060501                     70 No MI                                1.00E+17                    2.25               20110401                     13                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      193200                1288.00                    360                     359                  7.625                      0                      0                   0.375                      8 Casa Grande            AZ                                       85222 PUD                                    193200                20060601                     69 No MI                                1.00E+17                    2.25               20110501                     13                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      112000                 746.67                    360                     358                  7.625                      0                      0                   0.375                      8 Atlanta                GA                                       30314 Single Family                          112000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                     13                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G03                                                      344036                2150.23                    360                     358                  7.125                      0                      0                   0.375                    7.5 Reisterstown           MD                                       21136 Condominium                            344036                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      176109                1192.40                    360                     359                   7.75                      0                      0                   0.375                  8.125 LAVEEN                 AZ                                       85339 Single Family                          176109                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.125                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      143625                 927.58                    360                     358                  7.375                      0                      0                   0.375                   7.75 SAN ANTONIO            TX                                       78254 Single Family                          143625                20060501                     70 No MI                                1.00E+17                    2.25               20110401                  12.75                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G03                                                      201500                1238.39                    360                     359                      7                      0                      0                   0.375                  7.375 DESERT HOT SPRINGS     CA                                       92240 Single Family                          201500                20060601                     65 No MI                                1.00E+17                    2.25               20110501                 12.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G03                                                      177600                 888.00                    360                     355                  5.625                      0                      0                   0.375                      6 Woodstock              GA                                       30189 Single Family                          177600                20060201                     80 No MI                                                            2.25               20110101                     12                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360101 AFL2
GI                       G02                                                    56174.25                 412.75                    360                     358                  7.625                      0                      0                   0.375                      8 NORWICH                CT                                        6360 Condominium                             56250                20060501                     75 No MI                                                            2.25               20110401                     13                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                       92250                 557.34                    360                     358                  6.875                      0                      0                   0.375                   7.25 CHESAPEAKE             VA                                       23325 Single Family                           92250                20060501                     75 No MI                                1.00E+17                   2.375               20080401                  12.25                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      24 N                                    20360401 AFL2
GI                       G02                                                      161000                1056.56                    360                     359                    7.5                      0                      0                   0.375                  7.875 Surprise               AZ                                       85374 PUD                                    161000                20060601                     70 No MI                                1.00E+17                    2.25               20110501                 12.875                      2                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G03                                                     1000000                6041.67                    360                     358                  6.875                      0                      0                   0.375                   7.25 Camarillo              CA                                       93012 Single Family                         1000000                20060501            79.37000275 No MI                                1.00E+16                    2.25               20110401                  12.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G03                                                    99643.51                 682.18                    360                     358                  6.875                      0                      0                   0.375                   7.25 GLOUCESTER             MA                                        1930 Single Family                          100000                20060501            32.79000092 No MI                                                            2.25               20110401                  13.25                  1.875                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G01                                                      519600                3626.37                    360                     358                      8                      0                      0                   0.375                  8.375 MIRAMAR                FL                                       33029 PUD                                    519600                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G03                                                      484000                2823.33                    360                     358                  6.625                      0                      0                   0.375                      7 SANTA ANA              CA                                       92704 Single Family                          484000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                     13                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G01                                                   158732.07                1044.52                    360                     358                    6.5                      0                      0                   0.375                  6.875 BETHEL ISLAND          CA                                       94511 Single Family                          159000                20060501            42.40000153 No MI                                1.00E+17                    2.25               20090401                 12.875                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      36 N                                    20360401 AFL2
GI                       G03                                                      132000                 811.25                    360                     358                      7                      0                      0                   0.375                  7.375 EAGLE MOUNTAIN         UT                                       84043 Single Family                          132000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G03                                                      244630                1528.94                    360                     358                  7.125                      0                      0                   0.375                    7.5 QUEEN CREEK            AZ                                       85242 PUD                                    244630                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                      245600                1432.67                    360                     358                  6.625                      0                      0                   0.375                      7 Las Vegas              NV                                       89122 PUD                                    245600                20060501                     80 No MI                                1.00E+17                    2.25               20110401                     12                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                      369600                2117.50                    360                     358                    6.5                      0                      0                   0.375                  6.875 Las Vegas              NV                                       89149 Single Family                          369600                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                       80800                 606.00                    360                     358                  8.625                      0                      0                   0.375                      9 Raleigh                NC                                       27610 Single Family                           80800                20060501                     80 No MI                                1.00E+17                    2.25               20110401                     14                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G03                                                      600000                3625.00                    360                     359                  6.875                      0                      0                   0.375                   7.25 BOSTON                 MA                                        2116 Condominium                            600000                20060601                     60 No MI                                1.00E+17                    2.25               20110501                  13.25                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      153750                1041.02                    360                     359                   7.75                      0                      0                   0.375                  8.125 Deltona                FL                                       32738 Single Family                          153750                20060601                     75 No MI                                1.00E+17                    2.25               20110501                 13.125                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                   150212.38                1143.15                    360                     358                      8                      0                      0                   0.375                  8.375 Englewood              CO                                       80110 2-4 Family                             150400                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                   118191.65                 868.42                    360                     358                  7.625                      0                      0                   0.375                      8 Little Elm             TX                                       75068 PUD                                    118351                20060501                     80 No MI                                1.00E+17                    2.25               20110401                     13                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                   236081.67                1755.21                    360                     358                   7.75                      0                      0                   0.375                  8.125 Woodbridge             VA                                       22191 Townhouse                              236392                20060501                     75 No MI                                1.00E+17                    2.25               20110401                 13.125                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      156192                1025.01                    360                     358                    7.5                      0                      0                   0.375                  7.875 MARICOPA               AZ                                       85239 PUD                                    156192                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      193500                1290.00                    360                     358                  7.625                      0                      0                   0.375                      8 Union City             GA                                       30291 PUD                                    193500                20060501            74.76000214 No MI                                1.00E+17                    2.25               20110401                     13                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G03                                                    85810.31                 536.31                    360                     358                  7.125                      0                      0                   0.375                    7.5 Ferris                 TX                                       75125 PUD                                     86350                20060501            69.98000336 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                   194872.44                1319.45                    360                     358                   7.75                      0                      0                   0.375                  8.125 Las Vegas              NV                                       89148 PUD                                    195000                20060501                     75 No MI                                1.00E+17                    2.25               20110401                 13.125                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      138000                 905.63                    360                     359                    7.5                      0                      0                   0.375                  7.875 New Castle             DE                                       19720 Single Family                          138000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                   239700.62                1824.17                    360                     358                      8                      0                      0                   0.375                  8.375 Silver Spring          MD                                       20901 Condominium                            240000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G03                                                   123764.07                 763.49                    360                     358                  5.875                      0                      0                   0.375                   6.25 Lewisville             TX                                       75057 PUD                                    124000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  11.25                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                   258222.17                1694.58                    360                     358                    7.5                      0                      0                   0.375                  7.875 Salt Lake City         UT                                       84108 Single Family                          258400                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                   217328.05                1653.92                    360                     358                      8                      0                      0                   0.375                  8.375 New Brunswick          NJ                                        8901 Single Family                          217600                20060501                     80 No MI                                                            2.25               20110401                 13.375                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G03                                                      584000                3345.83                    360                     358                    6.5                      0                      0                   0.375                  6.875 San Leandro            CA                                       94577 PUD                                    584000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G03                                                      164800                1012.83                    360                     358                      7                      0                      0                   0.375                  7.375 Orlando                FL                                       32810 Single Family                          164800                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      283500                1978.59                    360                     358                      8                      0                      0                   0.375                  8.375 Houston                TX                                       77004 Single Family                          283500                20060501                     75 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      229000                1598.23                    360                     358                      8                      0                      0                   0.375                  8.375 St Petersburg          FL                                       33709 Condominium                            229000                20060501            69.59999847 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      204792                1429.28                    360                     359                      8                      0                      0                   0.375                  8.375 Rosamond               CA                                       93560 PUD                                    204792                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                   117514.88                 832.37                    360                     359                   7.25                      0                      0                   0.375                  7.625 Duluth                 GA                                       30097 Single Family                          117600                20060601                     70 No MI                                                            2.25               20110501                 12.625                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      121600                 848.67                    360                     358                      8                      0                      0                   0.375                  8.375 CHICAGO                IL                                       60605 Condominium                            121600                20060501            79.98999786 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G03                                                      246952                1466.28                    360                     359                   6.75                      0                      0                   0.375                  7.125 Las Vegas              NV                                       89148 PUD                                    246952                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.125                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G02                                                       93050                 542.02                    360                     356                  6.615                      0                      0                   0.375                   6.99 OCALA                  FL                                       34473 Single Family                           93050                20060301            69.98000336 No MI                                1.00E+17                    2.25               20110201                  11.99                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360201 AFL2
GI                       G03                                                      216000                1327.50                    360                     358                      7                      0                      0                   0.375                  7.375 LOS ANGELES            CA                                       90020 Condominium                            216000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G03                                                      650000                3994.79                    360                     358                      7                      0                      0                   0.375                  7.375 Lompoc                 CA                                       93436 PUD                                    650000                20060501            72.62999725 No MI                                                            2.25               20110401                 12.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      267100                1864.14                    360                     358                      8                      0                      0                   0.375                  8.375 Germantown             MD                                       20874 Condominium                            267100                20060501            79.98999786 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                      256000                1413.33                    360                     358                   6.25                      0                      0                   0.375                  6.625 Las Vegas              NV                                       89123 Single Family                          256000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.625                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G01                                                  1348315.94               10260.98                    360                     358                      8                      0                      0                   0.375                  8.375 Bellaire               TX                                       77401 Single Family                         1350000                20060501                     75 No MI                                                            2.25               20110401                 14.375                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      148000                 801.67                    360                     358                  6.125                      0                      0                   0.375                    6.5 LOS ANGELES            CA                                       90002 Single Family                          148000                20060501                     80 No MI                                1.00E+17                   2.375               20080401                   11.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      24 N                                    20360401 AFL2
GII                      G02                                                      340000                1983.33                    360                     358                  6.625                      0                      0                   0.375                      7 POMONA                 CA                                       91767 Single Family                          340000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                     12                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                   321997.82                2450.47                    360                     358                      8                      0                      0                   0.375                  8.375 Pinckney               MI                                       48169 Single Family                          322400                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G03                                                      202000                1220.42                    360                     358                  6.875                      0                      0                   0.375                   7.25 N LAS VEGAS            NV                                       89031 PUD                                    202000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.25                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                      383500                2197.14                    360                     358                    6.5                      0                      0                   0.375                  6.875 POMONA                 CA                                       91766 Single Family                          383500                20060501                     65 No MI                                1.00E+17                    2.25               20110401                 11.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G01                                                   151106.02                1149.23                    360                     359                      8                      0                      0                   0.375                  8.375 Chicago                IL                                       60640 Condominium                            151200                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.375                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                    139811.5                1027.27                    360                     358                  7.625                      0                      0                   0.375                      8 Kissimmee              FL                                       34745 Condominium                            140000                20060501                     70 No MI                                1.00E+17                    2.25               20110401                     13                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G03                                                      189000                1181.25                    360                     358                  7.125                      0                      0                   0.375                    7.5 Titusville             FL                                       32780 PUD                                    189000                20060501                     70 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                   243571.84                1810.89                    360                     358                   7.75                      0                      0                   0.375                  8.125 Woodbridge             VA                                       22191 PUD                                    243892                20060501                     75 No MI                                1.00E+17                    2.25               20110401                 13.125                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G01                                                      468000                2973.75                    360                     358                   7.25                      0                      0                   0.375                  7.625 Lemon Grove            CA                                       91945 Single Family                          468000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.625                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      138600                 967.31                    360                     358                      8                      0                      0                   0.375                  8.375 Holly Ridge            NC                                       28445 PUD                                    138600                20060501            89.97000122 GE Capital MI                        1.00E+17                    2.25               20110401                 13.375                  2.375                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G03                                                      600000                3687.50                    360                     359                      7                      0                      0                   0.375                  7.375 Queen Creek            AZ                                       85242 Single Family                          600000                20060601                     75 No MI                                1.00E+17                    2.25               20110501                 12.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                       42400                 282.67                    360                     359                  7.625                      0                      0                   0.375                      8 North Little Rock      AR                                       72114 Single Family                           42400                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     13                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G03                                                      179760                1104.78                    360                     358                      7                      0                      0                   0.375                  7.375 BUCKEYE                AZ                                       85326 PUD                                    179760                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G01                                                      162400                 896.58                    360                     358                   6.25                      0                      0                   0.375                  6.625 COLORADO SPRINGS       CO                                       80918 Single Family                          162400                20060501                     80 No MI                                1.00E+17                    2.25               20090401                 12.625                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      36 N                                    20360401 AFL2
GI                       G02                                                      375992                2545.78                    360                     358                   7.75                      0                      0                   0.375                  8.125 BRUNSWICK              MD                                       21758 Single Family                          375992                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.125                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      223500                1466.72                    360                     358                    7.5                      0                      0                   0.375                  7.875 SPARKS                 NV                                       89434 Single Family                          223500                20060501                     75 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      318500                2222.86                    360                     358                      8                      0                      0                   0.375                  8.375 RANCHO SANTA MARGARITA CA                                       92688 Condominium                            318500                20060501            79.62999725 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                       95920                 529.56                    360                     358                   6.25                      0                      0                   0.375                  6.625 COLORADO SPRINGS       CO                                       80906 Single Family                           95920                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.625                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                    50337.12                 383.08                    360                     358                      8                      0                      0                   0.375                  8.375 Shullsburg             WI                                       53586 Single Family                           50400                20060501                     80 No MI                                1.00E+17                   2.375               20080401                 13.375                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      24 N                                    20360401 AFL2
GII                      G03                                                      450000                2671.88                    360                     359                   6.75                      0                      0                   0.375                  7.125 LEXINGTON              MA                                        2421 Single Family                          450000                20060601            55.20999908 No MI                                1.00E+17                    2.25               20110501                 12.125                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G01                                                      873750                5733.98                    360                     358                    7.5                      0                      0                   0.375                  7.875 Las Vegas              NV                                       89146 PUD                                    873750                20060501                     75 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      252700                1658.34                    360                     359                    7.5                      0                      0                   0.375                  7.875 Tucson                 AZ                                       85743 PUD                                    252700                20060601                     70 No MI                                1.00E+17                    2.25               20110501                 12.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G03                                                      608000                3800.00                    360                     359                  7.125                      0                      0                   0.375                    7.5 EL CAJON               CA                                       92020 2-4 Family                             608000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   12.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G03                                                      178125                1094.73                    360                     358                      7                      0                      0                   0.375                  7.375 LAS VEGAS              NV                                       89115 Single Family                          178125                20060501                     75 No MI                                1.00E+17                    2.25               20110401                 12.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G03                                                      176700                1104.38                    360                     358                  7.125                      0                      0                   0.375                    7.5 Redding                CA                                       96001 Single Family                          176700                20060501            79.98999786 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                      115000                 610.94                    360                     359                      6                      0                      0                   0.375                  6.375 Wasco                  CA                                       93280 2-4 Family                             115000                20060601            60.52999878 No MI                                1.00E+17                    2.25               20110501                 11.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G03                                                      234400                1465.00                    360                     359                  7.125                      0                      0                   0.375                    7.5 CENTENNIAL             CO                                       80112 PUD                                    234400                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   12.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      417000                2736.56                    360                     357                    7.5                      0                      0                   0.375                  7.875 Palmdale               CA                                       93551 PUD                                    417000                20060401            76.12999725 No MI                                1.00E+17                    2.25               20110301                 12.875                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360301 AFL2
GII                      G02                                                      253435                1425.57                    360                     359                  6.375                      0                      0                   0.375                   6.75 Tampa                  FL                                       33609 PUD                                    253435                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  11.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G02                                                   369689.15                2430.64                    360                     359                    6.5                      0                      0                   0.375                  6.875 WELLESLEY              MA                                        2481 2-4 Family                             370000                20060601            51.38999939 No MI                                1.00E+17                    2.25               20110501                 12.875                  1.875                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G01                                                      552000                3622.50                    360                     358                    7.5                      0                      0                   0.375                  7.875 CHANHASSEN             MN                                       55317 Single Family                          552000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G03                                                      401500                2509.38                    360                     359                  7.125                      0                      0                   0.375                    7.5 PORTLAND               OR                                       97214 Single Family                          401500                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   12.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                   187400.74                1307.90                    360                     358                      8                      0                      0                   0.375                  8.375 COVINA                 CA                                       91723 Single Family                          187500                20060501                     75 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                    66151.86                 441.10                    360                     358                  6.625                      0                      0                   0.375                      7 Saint Louis            MO                                       63117 Single Family                           66300                20060501            64.97000122 No MI                                1.00E+17                    2.25               20110401                     12                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G01                                                      466000                3058.13                    360                     358                    7.5                      0                      0                   0.375                  7.875 SNELLVILLE             GA                                       30078 PUD                                    466000                20060501            79.66000366 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      184000                1035.00                    360                     357                  6.375                      0                      0                   0.375                   6.75 San Diego              CA                                       92116 Condominium                            184000                20060401                     80 No MI                                1.00E+17                   2.375               20080301                  11.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      24 N                                    20360301 AFL2
GI                       G02                                                      140000                 962.50                    360                     358                  7.875                      0                      0                   0.375                   8.25 Atlantic City          NJ                                        8401 Townhouse                              140000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  13.25                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G03                                                   215370.73                1489.79                    360                     358                      7                      0                      0                   0.375                  7.375 SEATTLE                WA                                       98107 Single Family                          215700                20060501            64.97000122 No MI                                1.00E+17                    2.25               20110401                 12.375                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      212000                1347.08                    360                     358                   7.25                      0                      0                   0.375                  7.625 West Haven             UT                                       84401 Single Family                          212000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.625                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G03                                                      400000                2416.67                    360                     358                  6.875                      0                      0                   0.375                   7.25 OAKLAND                CA                                       94605 Single Family                          400000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                       65000                 419.79                    360                     358                  7.375                      0                      0                   0.375                   7.75 Lansing                MI                                       48906 2-4 Family                              65000                20060501                     65 No MI                                1.00E+17                    2.25               20110401                  12.75                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G01                                                     2000000               13333.33                    360                     358                  7.625                      0                      0                   0.375                      8 Southwest Ranches      FL                                       33330 Single Family                         2000000                20060501                   62.5 No MI                                1.00E+17                    2.25               20110401                     14                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G01                                                      646750                4109.56                    360                     358                   7.25                      0                      0                   0.375                  7.625 Alpharetta             GA                                       30005 PUD                                    646750                20060501                     65 No MI                                1.00E+17                    2.25               20110401                 12.625                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                       55875                 372.50                    360                     358                  7.625                      0                      0                   0.375                      8 Westminster            CO                                       80031 Townhouse                               55875                20060501                     75 No MI                                1.00E+17                    2.25               20110401                     13                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      180000                1162.50                    360                     358                  7.375                      0                      0                   0.375                   7.75 Laveen                 AZ                                       85339 Single Family                          180000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.75                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                      101352                 580.66                    360                     359                    6.5                      0                      0                   0.375                  6.875 ATL                    GA                                       30318 Single Family                          101352                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G03                                                      200000                1229.17                    360                     357                      7                      0                      0                   0.375                  7.375 Mesa                   AZ                                       85207 PUD                                    200000                20060401                     80 No MI                                1.00E+17                    2.75               20110301                 13.375                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GI                       G02                                                    59915.03                 429.85                    360                     358                  7.375                      0                      0                   0.375                   7.75 Detroit                MI                                       48235 Single Family                           60000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.75                  2.375                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      191450                1216.51                    360                     359                   7.25                      0                      0                   0.375                  7.625 Shoreline              WA                                       98133 Single Family                          191450                20060601                     70 No MI                                1.00E+17                    2.25               20110501                 12.625                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      320000                2100.00                    360                     358                    7.5                      0                      0                   0.375                  7.875 West Hollywood         CA                                       90069 Condominium                            320000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      264000                1732.50                    360                     358                    7.5                      0                      0                   0.375                  7.875 Lancaster              CA                                       93536 Single Family                          264000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      417000                2693.12                    360                     358                  7.375                      0                      0                   0.375                   7.75 PACOIMA                CA                                       91331 Single Family                          417000                20060501            76.80000305 No MI                                1.00E+17                    2.25               20110401                  12.75                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G03                                                      832000                4766.67                    360                     358                    6.5                      0                      0                   0.375                  6.875 Davie                  FL                                       33326 Single Family                          832000                20060501            78.48999786 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      126000                 813.75                    360                     358                  7.375                      0                      0                   0.375                   7.75 MESA                   AZ                                       85201 PUD                                    126000                20060501                     75 No MI                                1.00E+17                    2.25               20110401                  12.75                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G01                                                   999285.44                6661.90                    360                     357                  7.625                      0                      0                   0.375                      8 Glendale               AZ                                       85308 PUD                                   1000000                20060401            76.91999817 No MI                                1.00E+17                    2.25               20110301                     14                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GI                       G02                                                      300000                1937.50                    360                     358                  7.375                      0                      0                   0.375                   7.75 Los Angeles            CA                                       90061 Single Family                          300000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.75                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      214900                1499.82                    360                     359                      8                      0                      0                   0.375                  8.375 Las Vegas              NV                                       89122 PUD                                    214900                20060601                     70 No MI                                1.00E+17                    2.25               20110501                 13.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G01                                                     1815000               12289.06                    360                     359                   7.75                      0                      0                   0.375                  8.125 Scottsdale             AZ                                       85259 PUD                                   1815000                20060601            69.80999756 No MI                                1.00E+17                    2.25               20110501                 13.125                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G03                                                      212000                1302.92                    360                     357                      7                      0                      0                   0.375                  7.375 QUAIL VALLEY           CA                                       92587 Single Family                          212000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 12.375                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360301 AFL2
GI                       G02                                                      210800                1383.38                    360                     357                    7.5                      0                      0                   0.375                  7.875 ATLANTA                GA                                       30331 PUD                                    210800                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 12.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GI                       G02                                                      133700                 849.55                    360                     357                   7.25                      0                      0                   0.375                  7.625 ATLANTA                GA                                       30310 Single Family                          133700                20060401                     70 No MI                                                            2.25               20110301                 12.625                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GI                       G02                                                      164000                1144.58                    360                     357                      8                      0                      0                   0.375                  8.375 SNELLVILLE             GA                                       30078 Condominium                            164000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 13.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G02                                                    87637.77                 556.86                    360                     358                   7.25                      0                      0                   0.375                  7.625 MORRISTOWN             TN                                       37814 Single Family                           87780                20060501            93.18000031 YES                                                              2.25               20110401                 12.625                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G03                                                      153520                 943.51                    360                     358                      7                      0                      0                   0.375                  7.375 EDEN PRAIRIE           MN                                       55347 PUD                                    153520                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.375                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                   170193.76                1099.17                    360                     357                  7.375                      0                      0                   0.375                   7.75 JACKSONVILLE           FL                                       32246 PUD                                    170400                20060401                     80 No MI                                1.00E+17                    2.25               20110301                  12.75                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GI                       G02                                                   164265.84                1082.07                    360                     357                  7.125                      0                      0                   0.375                    7.5 KISSIMMEE              FL                                       34746 PUD                                    164430                20060401                     70 No MI                                1.00E+17                    2.25               20110301                   12.5                  1.875                       1 First Lien                                    N                                            0 Prepay                                    480                      60 N                                    20360301 AFL2
GI                       G02                                                      332000                1798.33                    360                     359                  6.125                      0                      0                   0.375                    6.5 Santa Maria            CA                                       93455 Single Family                          332000                20060601                     80 No MI                                1.00E+17                   2.375               20080501                   11.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      24 N                                    20360501 AFL2
GI                       G02                                                    329295.9                2417.88                    360                     359                  7.625                      0                      0                   0.375                      8 North Wildwood         NJ                                        8260 Condominium                            329517                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     13                      2                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                       79944                 516.30                    360                     358                  7.375                      0                      0                   0.375                   7.75 Chicago                IL                                       60411 Single Family                           79944                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                    50018.89                 380.42                    360                     359                      8                      0                      0                   0.375                  8.375 Pasadena               TX                                       77502 Single Family                           50050                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.375                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G02                                                      320000                1833.33                    360                     358                    6.5                      0                      0                   0.375                  6.875 Ridgefield Park        NJ                                        7660 Single Family                          320000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G03                                                   251435.42                1762.02                    360                     357                  7.125                      0                      0                   0.375                    7.5 Area of Phelan         CA                                       92371 Single Family                          252000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                   12.5                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360301 AFL2
GI                       G01                                                      341224                2381.46                    360                     358                      8                      0                      0                   0.375                  8.375 BEAUMONT               CA                                       92223 PUD                                    341224                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G01                                                     1400000                9625.00                    360                     358                  7.875                      0                      0                   0.375                   8.25 Chadds Ford            PA                                       19317 Single Family                         1400000                20060501                     70 No MI                                1.00E+17                    2.25               20110401                  13.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G03                                                      313184                1924.78                    360                     358                      7                      0                      0                   0.375                  7.375 HENDERSON              NV                                       89015 Single Family                          313184                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                      287640                1677.90                    360                     358                  6.625                      0                      0                   0.375                      7 ORLANDO                FL                                       32828 PUD                                    287640                20060501                     80 No MI                                1.00E+17                    2.25               20110401                     12                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                   409861.26                3047.21                    360                     358                   7.75                      0                      0                   0.375                  8.125 Bronx                  NY                                       10468 2-4 Family                             410400                20060501                     80 No MI                                                            2.25               20110401                 13.125                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G01                                                    559264.9                4157.98                    360                     358                   7.75                      0                      0                   0.375                  8.125 SANTA ROSA             CA                                       95403 Single Family                          560000                20060501                     80 No MI                                1.00E+17                   2.375               20080401                 13.125                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      24 N                                    20360401 AFL2
GII                      G02                                                      240000                1325.00                    360                     359                   6.25                      0                      0                   0.375                  6.625 MOHAVE VALLEY          AZ                                       86440 Single Family                          240000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.625                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      198000                1299.38                    360                     358                    7.5                      0                      0                   0.375                  7.875 North Port             FL                                       34286 Single Family                          198000                20060501            74.72000122 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                   399644.99                3004.32                    360                     359                  7.875                      0                      0                   0.375                   8.25 PEABODY                MA                                        1860 Single Family                          399900                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  14.25                  1.875                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G03                                                      100000                 625.00                    360                     358                  7.125                      0                      0                   0.375                    7.5 COLUMBUS               OH                                       43206 Single Family                          100000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G01                                                      630000                4331.25                    360                     359                  7.875                      0                      0                   0.375                   8.25 Las Vegas              NV                                       89141 PUD                                    630000                20060601                     70 No MI                                1.00E+17                    2.25               20110501                  13.25                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      130900                 859.03                    360                     358                    7.5                      0                      0                   0.375                  7.875 Springfield            MA                                        1107 2-4 Family                             130900                20060501                     70 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                    49105.24                 369.62                    360                     357                  7.875                      0                      0                   0.375                   8.25 San Antonio            TX                                       78220 2-4 Family                              49200                20060401                     80 No MI                                1.00E+17                    2.25               20110301                  13.25                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G02                                                       66500                 429.48                    360                     358                  7.375                      0                      0                   0.375                   7.75 Saint Louis            MO                                       63130 Single Family                           66500                20060501                     70 No MI                                1.00E+17                    2.25               20110401                  12.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                   123914.66                 899.09                    360                     359                    7.5                      0                      0                   0.375                  7.875 Merritt Island         FL                                       32953 PUD                                    124000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.875                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G01                                                      616000                4299.17                    360                     358                      8                      0                      0                   0.375                  8.375 JERSEY CITY            NJ                                        7302 2-4 Family                             616000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G01                                                      616000                4299.17                    360                     358                      8                      0                      0                   0.375                  8.375 FAIRFAX                VA                                       22030 PUD                                    616000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G03                                                     1125000                6328.13                    360                     358                  6.375                      0                      0                   0.375                   6.75 YORBA LINDA            CA                                       92886 Single Family                         1125000                20060501                     75 No MI                                1.00E+17                    2.25               20110401                  12.75                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G01                                                      680000                4745.83                    360                     359                      8                      0                      0                   0.375                  8.375 San Jose               CA                                       95130 Single Family                          680000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                   259838.39                1976.19                    360                     359                      8                      0                      0                   0.375                  8.375 Arlington              TX                                       76002 PUD                                    260000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.375                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G03                                                    59629.17                 354.05                    360                     358                   6.75                      0                      0                   0.375                  7.125 Saint Louis            MO                                       63117 Single Family                           59650                20060501            64.94999695 No MI                                1.00E+17                    2.25               20110401                 12.125                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                   239700.62                1824.17                    360                     358                      8                      0                      0                   0.375                  8.375 Rowlett                TX                                       75089 PUD                                    240000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      280150                1838.48                    360                     358                    7.5                      0                      0                   0.375                  7.875 Denver                 CO                                       80238 PUD                                    280150                20060501            79.98999786 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      184000                1284.17                    360                     359                      8                      0                      0                   0.375                  8.375 PLANTATION             FL                                       33324 Condominium                            184000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G02                                                      160400                 935.67                    360                     356                  6.625                      0                      0                   0.375                      7 Sheridan               CA                                       95681 Single Family                          160400                20060301                     80 No MI                                1.00E+17                    2.25               20110201                     13                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360201 AFL2
GI                       G01                                                     1087500                7703.12                    360                     359                  8.125                      0                      0                   0.375                    8.5 Miami                  FL                                       33131 Condominium                           1087500                20060601                     75 No MI                                1.00E+17                    2.25               20110501                   13.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      231000                1588.13                    360                     358                  7.875                      0                      0                   0.375                   8.25 Lehigh Acres           FL                                       33936 Single Family                          231000                20060501                     75 No MI                                1.00E+17                    2.25               20110401                  13.25                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G01                                                   487391.25                3709.15                    360                     358                      8                      0                      0                   0.375                  8.375 FREMONT                CA                                       94538 Single Family                          488000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G03                                                      192807                1184.96                    360                     358                      7                      0                      0                   0.375                  7.375 PEORIA                 AZ                                       85382 PUD                                    192807                20060501                     75 No MI                                1.00E+17                    2.25               20110401                 12.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G03                                                       68390                 427.44                    360                     359                  7.125                      0                      0                   0.375                    7.5 Dearborn Heights       MI                                       48125 Single Family                           68390                20060601                     70 No MI                                1.00E+17                    2.25               20110501                   12.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      216000                1440.00                    360                     358                  7.625                      0                      0                   0.375                      8 Denver                 CO                                       80211 Single Family                          216000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                     13                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G01                                                   611236.57                4651.64                    360                     358                      8                      0                      0                   0.375                  8.375 Minnetrista            MN                                       55331 Single Family                          612000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                   399501.02                3040.29                    360                     358                      8                      0                      0                   0.375                  8.375 WASHINGTON             DC                                       20011 Single Family                          400000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      158400                1105.50                    360                     358                      8                      0                      0                   0.375                  8.375 POWDER SPRINGS         GA                                       30127 PUD                                    158400                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      324000                2261.25                    360                     359                      8                      0                      0                   0.375                  8.375 STOCKTON               CA                                       95807 PUD                                    324000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G02                                                   267923.23                1534.98                    360                     358                    6.5                      0                      0                   0.375                  6.875 East Orange            NJ                                        7017 2-4 Family                             268000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                   285918.07                1638.07                    360                     358                    6.5                      0                      0                   0.375                  6.875 East Orange            NJ                                        7018 2-4 Family                             286000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      194000                1111.46                    360                     358                    6.5                      0                      0                   0.375                  6.875 LAS VEGAS              NV                                       89115 PUD                                    194000                20060501            79.98000336 No MI                                1.00E+17                   2.375               20080401                 11.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      24 N                                    20360401 AFL2
GI                       G02                                                      472000                2802.50                    360                     356                   6.75                      0                      0                   0.375                  7.125 Brooklyn               NY                                       11226 2-4 Family                             472000                20060301                     80 No MI                                1.00E+17                    2.25               20160201                 13.125                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                     120 N                                    20360201 AFL2
GII                      G03                                                      181600                1078.25                    360                     358                   6.75                      0                      0                   0.375                  7.125 LAS VEGAS              NV                                       89108 PUD                                    181600                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.125                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      159100                1060.67                    360                     358                  7.625                      0                      0                   0.375                      8 N LAS VEGAS            NV                                       89031 Condominium                            159100                20060501            79.97000122 No MI                                1.00E+17                    2.25               20110401                     13                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                      300000                1625.00                    360                     359                  6.125                      0                      0                   0.375                    6.5 Los Angeles            CA                                       90003 Single Family                          300000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   11.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      233099                1481.15                    360                     358                   7.25                      0                      0                   0.375                  7.625 MESA                   AZ                                       85206 PUD                                    233099                20060501                     80 No MI                                                           2.375               20080401                 12.625                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      24 N                                    20360401 AFL2
GII                      G02                                                      166902                 956.21                    360                     359                    6.5                      0                      0                   0.375                  6.875 ATLANTA                GA                                       30331 Single Family                          166902                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.875                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G03                                                      346830                2095.43                    360                     358                  6.875                      0                      0                   0.375                   7.25 HENDERSON              NV                                       89015 PUD                                    346830                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                      164700                 943.59                    360                     359                    6.5                      0                      0                   0.375                  6.875 MARICOPA               AZ                                       85239 PUD                                    164700                20060601            79.98000336 No MI                                1.00E+17                    2.25               20110501                 11.875                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                   288486.07                2094.62                    360                     358                    7.5                      0                      0                   0.375                  7.875 RIO VISTA              CA                                       94571 PUD                                    288885                20060501                     90 Mortgage Guaranty In                 1.00E+17                    2.25               20130401                 12.875                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      84 N                                    20360401 AFL2
GI                       G01                                                      860000                5643.75                    360                     358                    7.5                      0                      0                   0.375                  7.875 DAVIE                  FL                                       33331 Single Family                          860000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                   264017.71                1787.62                    360                     358                   7.75                      0                      0                   0.375                  8.125 Las Vegas              NV                                       89123 PUD                                    361200                20060501            79.98999786 No MI                                1.00E+17                    2.25               20110401                 13.125                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G01                                                      573450                3703.53                    360                     359                  7.375                      0                      0                   0.375                   7.75 FORT MYERS             FL                                       33908 PUD                                    573450                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G02                                                      173200                 974.25                    360                     359                  6.375                      0                      0                   0.375                   6.75 INDIAN TRAIL           NC                                       28079 Single Family                          173200                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  11.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      217100                1515.18                    360                     358                      8                      0                      0                   0.375                  8.375 Glen Allen             VA                                       28059 Single Family                          217100                20060501            79.98999786 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      212000                1347.08                    360                     358                   7.25                      0                      0                   0.375                  7.625 Atlanta                GA                                       30310 Single Family                          212000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.625                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                   174958.07                1270.32                    360                     358                    7.5                      0                      0                   0.375                  7.875 Palmyra                VA                                       22963 PUD                                    175200                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      164476                1147.91                    360                     359                      8                      0                      0                   0.375                  8.375 KISSIMMEE              FL                                       34759 PUD                                    164476                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      142400                 964.17                    360                     358                   7.75                      0                      0                   0.375                  8.125 Ocala                  FL                                       34472 Single Family                          142400                20060501            74.98999786 No MI                                1.00E+17                    2.25               20110401                 13.125                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                      136000                 779.17                    360                     359                    6.5                      0                      0                   0.375                  6.875 Jacksonville           FL                                       32225 PUD                                    136000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                    119450.8                 909.05                    360                     358                      8                      0                      0                   0.375                  8.375 West Jordan            UT                                       84084 Single Family                          119600                20060501                     80 No MI                                1.00E+17                   2.375               20110401                 13.375                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      255000                1753.13                    360                     358                  7.875                      0                      0                   0.375                   8.25 Shoreline              WA                                       98177 Single Family                          255000                20060501                     75 No MI                                1.00E+17                    2.25               20110401                  13.25                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                   330849.34                1861.03                    360                     359                  6.375                      0                      0                   0.375                   6.75 GILBERT                AZ                                       85297 PUD                                    330850                20060601            79.98999786 No MI                                1.00E+17                    2.25               20110501                  11.75                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G03                                                      260000                1570.83                    360                     358                  6.875                      0                      0                   0.375                   7.25 CENTENNIAL             CO                                       80111 PUD                                    260000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G03                                                      332000                2005.83                    360                     358                  6.875                      0                      0                   0.375                   7.25 PHOENIX                AZ                                       85022 Single Family                          332000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      123750                 837.89                    360                     358                   7.75                      0                      0                   0.375                  8.125 Fort Myers             FL                                       33905 Single Family                          123750                20060501                     75 No MI                                1.00E+17                    2.25               20110401                 13.125                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G01                                                   447714.33                3365.67                    360                     359                  7.875                      0                      0                   0.375                   8.25 NAPLES                 FL                                       34108 Single Family                          448000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  13.25                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G02                                                      102123                 585.08                    360                     359                    6.5                      0                      0                   0.375                  6.875 Phoenix                AZ                                       85018 Condominium                            102123                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G01                                                     1083000                6881.56                    360                     359                   7.25                      0                      0                   0.375                  7.625 Key West               FL                                       33040 Single Family                         1083000                20060601                     75 No MI                                                            2.25               20110501                 12.625                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G01                                                      520000                3629.17                    360                     358                      8                      0                      0                   0.375                  8.375 Lincoln City           OR                                       97367 Condominium                            520000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                      182000                1061.67                    360                     358                  6.625                      0                      0                   0.375                      7 BAKERSFIELD            CA                                       93307 Single Family                          182000                20060501                     70 No MI                                                            2.25               20110401                     12                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G03                                                      335010                2093.81                    360                     358                  7.125                      0                      0                   0.375                    7.5 Shrewsbury             PA                                       17361 PUD                                    335010                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G03                                                      108000                 675.00                    360                     358                  7.125                      0                      0                   0.375                    7.5 San Antonio            TX                                       78250 2-4 Family                             108000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      226808                1441.18                    360                     358                   7.25                      0                      0                   0.375                  7.625 Winston Salem          NC                                       27104 Single Family                          226808                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.625                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                      161384                 941.41                    360                     358                  6.625                      0                      0                   0.375                      7 Tolleson               AZ                                       85353 PUD                                    161384                20060501                     80 No MI                                1.00E+17                    2.75               20110401                     13                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                      349108                1927.37                    360                     357                   6.25                      0                      0                   0.375                  6.625 North Las Vegas        NV                                       89081 PUD                                    349108                20060401                     80 No MI                                1.00E+17                    2.75               20110301                 11.625                  2.375                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GI                       G03                                                      326500                2006.61                    360                     358                      7                      0                      0                   0.375                  7.375 Jupiter                FL                                       33458 Condominium                            326500                20060501                     80 No MI                                1.00E+17                    2.75               20110401                 13.375                  2.375                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      139256                 928.37                    360                     358                  7.625                      0                      0                   0.375                      8 St Petersburg          FL                                       33702 Condominium                            139256                20060501                     80 No MI                                1.00E+17                    2.25               20110401                     13                  2.375                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      136080                 949.72                    360                     359                      8                      0                      0                   0.375                  8.375 MINNEAPOLIS            MN                                       55412 Single Family                          136080                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      133200                 929.62                    360                     359                      8                      0                      0                   0.375                  8.375 MINNEAPOLIS            MN                                       55412 Single Family                          133200                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G02                                                      190424                1090.97                    360                     359                    6.5                      0                      0                   0.375                  6.875 SANFORD                FL                                       32771 Condominium                            190424                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                   315067.99                2001.99                    360                     358                   7.25                      0                      0                   0.375                  7.625 Phoenix                AZ                                       85310 PUD                                    315068                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.625                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G03                                                   191989.36                1179.93                    360                     359                      7                      0                      0                   0.375                  7.375 Prescott Valley        AZ                                       86314 Single Family                          192000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G03                                                       96600                 603.75                    360                     358                  7.125                      0                      0                   0.375                    7.5 DALLAS                 TX                                       75253 Single Family                           96600                20060501                     70 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      346400                2417.58                    360                     358                      8                      0                      0                   0.375                  8.375 Palm City              FL                                       34990 Single Family                          346400                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G03                                                      172000                1039.17                    360                     357                  6.875                      0                      0                   0.375                   7.25 COLORADO SPRINGS       CO                                       80916 2-4 Family                             172000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                  12.25                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GII                      G03                                                      128850                 778.47                    360                     357                  6.875                      0                      0                   0.375                   7.25 Lawrenceville          GA                                       30043 Single Family                          128850                20060401            79.98000336 No MI                                1.00E+17                    2.25               20110301                  12.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G01                                                      232755                1532.20                    360                     359                  7.125                      0                      0                   0.375                    7.5 YUMA                   AZ                                       85365 Single Family                          232832                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.375                  1.875                       0 First Lien                                    N                                            0 Prepay                                    480                      60 N                                    20360501 AFL2
GII                      G03                                                      366440                2175.74                    360                     359                   6.75                      0                      0                   0.375                  7.125 PEORIA                 AZ                                       85383 PUD                                    366440                20060601                     80 No MI                                2.00E+17                    2.25               20110501                 12.125                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G03                                                      164000                1007.92                    360                     359                      7                      0                      0                   0.375                  7.375 Clearwater             MN                                       55320 Single Family                          164000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      240000                1675.00                    360                     358                      8                      0                      0                   0.375                  8.375 Lehigh Acres           FL                                       33972 Single Family                          240000                20060501            77.41999817 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      212000                1479.58                    360                     359                      8                      0                      0                   0.375                  8.375 Monmouth               OR                                       97361 2-4 Family                             212000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G03                                                      276000                1696.25                    360                     358                      7                      0                      0                   0.375                  7.375 Chicago                IL                                       60637 Single Family                          276000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      308000                2021.25                    360                     359                    7.5                      0                      0                   0.375                  7.875 Moreno Valley          CA                                       92557 Single Family                          308000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G03                                                      636769                3714.49                    360                     359                  6.625                      0                      0                   0.375                      7 SAN MARCOS             CA                                       92078 PUD                                    636769                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     12                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                   361344.78                2590.55                    360                     359                  7.375                      0                      0                   0.375                   7.75 Wilmington             NC                                       28411 PUD                                    361600                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.75                  1.875                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      225220                1454.55                    360                     358                  7.375                      0                      0                   0.375                   7.75 Sanford                FL                                       32771 PUD                                    225220                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      164000                1076.25                    360                     357                    7.5                      0                      0                   0.375                  7.875 Atlanta                GA                                       30315 Single Family                          164000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 12.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G02                                                    52462.59                 385.23                    360                     359                  7.625                      0                      0                   0.375                      8 Grandview              MO                                       64030 2-4 Family                              52500                20060601                     70 No MI                                1.00E+17                    2.25               20110501                     13                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      288750                2015.23                    360                     359                      8                      0                      0                   0.375                  8.375 Baltimore              MD                                       21224 Single Family                          288750                20060601                     77 No MI                                1.00E+17                    2.25               20110501                 13.375                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                    86891.48                 661.26                    360                     358                      8                      0                      0                   0.375                  8.375 Memphis                TN                                       38116 Single Family                           87000                20060501                     75 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                      144000                 780.00                    360                     357                  6.125                      0                      0                   0.375                    6.5 PROVO                  UT                                       84601 2-4 Family                             144000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                   11.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GI                       G02                                                      156000                1023.75                    360                     357                    7.5                      0                      0                   0.375                  7.875 AURORA                 CO                                       80014 Condominium                            156000                20060401                     80 No MI                                                            2.25               20110301                 12.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GI                       G02                                                      210400                1468.42                    360                     358                      8                      0                      0                   0.375                  8.375 Duncanville            TX                                       75137 Single Family                          210400                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                       74400                 488.25                    360                     358                    7.5                      0                      0                   0.375                  7.875 TAYLORSVILLE           GA                                       30178 Single Family                           74400                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                      100240                 553.41                    360                     358                   6.25                      0                      0                   0.375                  6.625 Austell                GA                                       30168 PUD                                    100240                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.625                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      360000                2325.00                    360                     359                  7.375                      0                      0                   0.375                   7.75 KENT                   WA                                       98032 Single Family                          360000                20060601            75.79000092 No MI                                1.00E+17                    2.25               20110501                  12.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      197272                1253.50                    360                     358                   7.25                      0                      0                   0.375                  7.625 FAIRBURN               GA                                       30213 PUD                                    197272                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.625                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                   203441.95                1313.90                    360                     357                  7.375                      0                      0                   0.375                   7.75 Dundee                 FL                                       33838 PUD                                    203450                20060401            79.98999786 No MI                                1.00E+17                    2.25               20110301                  12.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G02                                                       96000                 670.00                    360                     358                      8                      0                      0                   0.375                  8.375 Orlando                FL                                       32818 Single Family                           96000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                   207658.01                1383.83                    360                     358                  6.625                      0                      0                   0.375                      7 WAXHAW                 NC                                       28173 PUD                                    208000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                     12                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      111300                 765.19                    360                     359                  7.875                      0                      0                   0.375                   8.25 EAST POINT             GA                                       30344 Single Family                          111300                20060601                     70 No MI                                1.00E+17                    2.25               20110501                  13.25                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      108700                 690.70                    360                     359                   7.25                      0                      0                   0.375                  7.625 SNEADS FERRY           NC                                       28460 Single Family                          108700                20060601            79.98999786 No MI                                1.00E+17                    2.25               20110501                 12.625                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      165000                1048.44                    360                     358                   7.25                      0                      0                   0.375                  7.625 Mc Donough             GA                                       30252 Single Family                          165000                20060501            65.48000336 No MI                                1.00E+17                    2.75               20110401                 13.625                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      115992                 737.03                    360                     358                   7.25                      0                      0                   0.375                  7.625 KANNAPOLIS             NC                                       28033 Single Family                          115992                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.625                  2.375                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      360000                2325.00                    360                     358                  7.375                      0                      0                   0.375                   7.75 POMONA                 CA                                       91767 Single Family                          360000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.75                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      199920                1291.15                    360                     359                  7.375                      0                      0                   0.375                   7.75 KNOXVILLE              TN                                       37932 Single Family                          199920                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.75                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G03                                                      492000                2767.50                    360                     359                  6.375                      0                      0                   0.375                   6.75 Alexandria             VA                                       22310 Single Family                          492000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  11.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                       99200                 630.33                    360                     358                   7.25                      0                      0                   0.375                  7.625 Rowlett                TX                                       75088 Single Family                           99200                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.625                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      228000                1520.00                    360                     358                  7.625                      0                      0                   0.375                      8 HINGHAM                MA                                        2043 Single Family                          228000                20060501                     80 No MI                                                            2.25               20110401                     13                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                      153600                 864.00                    360                     358                  6.375                      0                      0                   0.375                   6.75 Phoenix                AZ                                       85043 Single Family                          153600                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.75                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      121600                 848.67                    360                     357                      8                      0                      0                   0.375                  8.375 MURRAY                 UT                                       84123 Single Family                          121600                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 13.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GII                      G02                                                      150000                 875.00                    360                     359                  6.625                      0                      0                   0.375                      7 San Diego              CA                                       92130 PUD                                    150000                20060601            10.10000038 No MI                                1.00E+17                    2.25               20110501                     12                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      160000                1066.67                    360                     358                  7.625                      0                      0                   0.375                      8 Keller                 TX                                       76248 Single Family                          160000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                     13                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                   230964.16                1758.05                    360                     358                      8                      0                      0                   0.375                  8.375 N N                    VA                                       23601 Single Family                          231300                20060501                     90 PMI                                  1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                       89900                 580.60                    360                     359                  7.375                      0                      0                   0.375                   7.75 Eloy                   AZ                                       85231 Single Family                           89900                20060601            74.98000336 No MI                                1.00E+17                    2.25               20110501                  12.75                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      437500                2962.24                    360                     359                   7.75                      0                      0                   0.375                  8.125 Richmond               CA                                       94804 2-4 Family                             437500                20060601                     70 No MI                                1.00E+17                    2.25               20110501                 13.125                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G02                                                      313600                1666.00                    360                     358                      6                      0                      0                   0.375                  6.375 RANCHO PALOS VERDES    CA                                       90275 Condominium                            313600                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.375                  1.875                       2 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      256000                1786.67                    360                     358                      8                      0                      0                   0.375                  8.375 Lehigh Acres           FL                                       33972 Single Family                          256000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                      192000                1120.00                    360                     359                  6.625                      0                      0                   0.375                      7 Las Vegas              NV                                       89106 PUD                                    192000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     12                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                   331718.92                2552.18                    360                     359                  8.125                      0                      0                   0.375                    8.5 Grayson                GA                                       30017 Single Family                          331920                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   13.5                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G01                                                      500500                3545.21                    360                     358                  8.125                      0                      0                   0.375                    8.5 Murrieta               CA                                       92563 Single Family                          500500                20060501                     70 No MI                                1.00E+17                    2.25               20110401                   13.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      264000                1732.50                    360                     358                    7.5                      0                      0                   0.375                  7.875 Washington             MI                                       48094 Single Family                          264000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                      377500                2162.76                    360                     358                    6.5                      0                      0                   0.375                  6.875 West Palm Beach        FL                                       33401 Condominium                            377500                20060501            79.98000336 No MI                                                            2.25               20110401                 11.875                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      240000                1675.00                    360                     358                      8                      0                      0                   0.375                  8.375 ATLANTA                GA                                       30310 Single Family                          240000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G03                                                      228000                1425.00                    360                     358                  7.125                      0                      0                   0.375                    7.5 LAWRENCEVILLE          GA                                       30044 PUD                                    228000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      119200                 757.42                    360                     359                   7.25                      0                      0                   0.375                  7.625 Kelso                  WA                                       98626 Single Family                          119200                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.625                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                       74825                 428.68                    360                     359                    6.5                      0                      0                   0.375                  6.875 Asheville              NC                                       28804 Single Family                           74825                20060601                     70 No MI                                1.00E+17                    2.25               20130501                 11.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      84 N                                    20360501 AFL2
GI                       G02                                                      216825                1242.23                    360                     359                    6.5                      0                      0                   0.375                  6.875 Asheville              NC                                       28804 Single Family                          216825                20060601            65.48999786 No MI                                1.00E+17                    2.25               20130501                 11.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      84 N                                    20360501 AFL2
GI                       G02                                                      151850                 964.88                    360                     358                   7.25                      0                      0                   0.375                  7.625 Brighton               CO                                       80602 Single Family                          151850                20060501            60.25999832 No MI                                1.00E+17                    2.25               20110401                 12.625                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      220000                1443.75                    360                     359                    7.5                      0                      0                   0.375                  7.875 Harlingen              TX                                       78550 2-4 Family                             220000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.875                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      178100                1261.54                    360                     359                  8.125                      0                      0                   0.375                    8.5 Marco Island           FL                                       34145 Condominium                            178100                20060601            74.98999786 No MI                                1.00E+17                    2.25               20110501                   13.5                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                       96815                 625.26                    360                     359                  7.375                      0                      0                   0.375                   7.75 HUMBLE                 TX                                       77396 Single Family                           96815                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.75                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      330000                2303.12                    360                     359                      8                      0                      0                   0.375                  8.375 PHOENIX                AZ                                       85014 Single Family                          330000                20060601                     75 No MI                                1.00E+17                    2.25               20110501                 13.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G03                                                   167749.86                1174.68                    360                     358                  7.125                      0                      0                   0.375                    7.5 Shafter                CA                                       93263 Single Family                          168000                20060501                     80 No MI                                                            2.25               20110401                   12.5                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G01                                                    580197.7                4212.65                    360                     358                    7.5                      0                      0                   0.375                  7.875 Santa Cruz             CA                                       95060 Single Family                          581000                20060501                     70 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                      320000                1833.33                    360                     359                    6.5                      0                      0                   0.375                  6.875 Baldwin Park           CA                                       91706 Single Family                          320000                20060601            73.55999756 No MI                                                            2.25               20110501                 11.875                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                   173950.13                1292.43                    360                     359                   7.75                      0                      0                   0.375                  8.125 Palm Bay               FL                                       32907 Single Family                          174064                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.125                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G01                                                     1387500                9539.06                    360                     359                  7.875                      0                      0                   0.375                   8.25 Kentfield              CA                                       94904 Single Family                         1387500                20060601                     75 No MI                                1.00E+17                    2.25               20110501                  13.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                   124420.61                 935.33                    360                     359                  7.875                      0                      0                   0.375                   8.25 Manor                  TX                                       78653 PUD                                    124500                20060601            79.97000122 No MI                                1.00E+17                    2.25               20130501                  13.25                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      84 N                                    20360501 AFL2
GI                       G02                                                      194600                1378.42                    360                     358                  8.125                      0                      0                   0.375                    8.5 San Antonio            TX                                       78249 PUD                                    194600                20060501            79.98999786 No MI                                1.00E+17                    2.25               20110401                   13.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      304000                1963.33                    360                     359                  7.375                      0                      0                   0.375                   7.75 Las Vegas              NV                                       89148 2-4 Family                             304000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.75                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      360000                2325.00                    360                     359                  7.375                      0                      0                   0.375                   7.75 La Puente              CA                                       91744 Single Family                          360000                20060601                     80 No MI                                1.00E+17                    2.75               20110501                  13.75                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G03                                                      381300                2383.13                    360                     359                  7.125                      0                      0                   0.375                    7.5 Las Vegas              NV                                       89139 PUD                                    381300                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   12.5                  2.375                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      136125                 879.14                    360                     358                  7.375                      0                      0                   0.375                   7.75 Shepherd               MT                                       59079 Single Family                          136125                20060501                     75 No MI                                1.00E+17                    2.25               20110401                  12.75                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G01                                                    50015.92                 376.23                    360                     358                  7.875                      0                      0                   0.375                   8.25 HOUSTON                TX                                       77028 Single Family                           50080                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  13.25                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      359920                2361.98                    360                     358                    7.5                      0                      0                   0.375                  7.875 Pomona                 CA                                       91767 Condominium                            359920                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                   287999.99                2010.00                    360                     358                      8                      0                      0                   0.375                  8.375 WOODBRIDGE             VA                                       22191 Single Family                          288000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 14.375                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      161000                1023.02                    360                     358                   7.25                      0                      0                   0.375                  7.625 THORNTON               CO                                       80241 PUD                                    161000                20060501                     70 No MI                                1.00E+17                    2.25               20110401                 12.625                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      262200                1748.00                    360                     358                  7.625                      0                      0                   0.375                      8 FREDERICK              MD                                       21703 Single Family                          262200                20060501            74.98999786 No MI                                1.00E+17                    2.25               20110401                     13                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                       92000                 632.50                    360                     359                  7.875                      0                      0                   0.375                   8.25 WILMINGTON             DE                                       19804 Townhouse                               92000                20060601            78.62999725 No MI                                1.00E+17                    2.25               20110501                  13.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                       81250                 550.13                    360                     359                   7.75                      0                      0                   0.375                  8.125 Chicago                IL                                       60653 Single Family                           81250                20060601                     65 No MI                                1.00E+17                    2.25               20110501                 13.125                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      315915                2007.38                    360                     359                   7.25                      0                      0                   0.375                  7.625 Glendale               AZ                                       85310 PUD                                    315915                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.625                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G01                                                      564000                3877.50                    360                     359                  7.875                      0                      0                   0.375                   8.25 RIVERDALE              GA                                       30296 PUD                                    564000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  13.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      417000                2736.56                    360                     358                    7.5                      0                      0                   0.375                  7.875 LONG BEACH             CA                                       90815 Single Family                          417000                20060501            73.16000366 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      243750                1548.83                    360                     358                   7.25                      0                      0                   0.375                  7.625 DEL SUR                CA                                       93536 Single Family                          243750                20060501                     75 No MI                                1.00E+17                    2.25               20110401                 12.625                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G03                                                      562500                3515.63                    360                     359                  7.125                      0                      0                   0.375                    7.5 Oviedo                 FL                                       32766 Single Family                          562500                20060601                     75 No MI                                1.00E+17                    2.25               20110501                   12.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                       58400                 389.33                    360                     358                  7.625                      0                      0                   0.375                      8 MIDDLETOWN             OH                                       45042 Single Family                           58400                20060501                     80 No MI                                1.00E+17                    2.25               20110401                     13                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G03                                                   335571.62                2349.86                    360                     358                  7.125                      0                      0                   0.375                    7.5 North Las Vegas        NV                                       89031 PUD                                    336072                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      144000                 960.00                    360                     359                  7.625                      0                      0                   0.375                      8 ATLANTA                GA                                       30331 PUD                                    144000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     13                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G02                                                      212000                1236.67                    360                     359                  6.625                      0                      0                   0.375                      7 ARLINGTON TOWNSHIP     PA                                       19038 Single Family                          212000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     12                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G01                                                      650000                4265.63                    360                     359                    7.5                      0                      0                   0.375                  7.875 Brentwood              CA                                       94513 PUD                                    650000                20060601            78.16999817 No MI                                1.00E+17                    2.25               20110501                 12.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G02                                                      228000                1330.00                    360                     359                  6.625                      0                      0                   0.375                      7 Las Vegas              NV                                       89148 PUD                                    228000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     12                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                   144902.16                1114.85                    360                     359                  8.125                      0                      0                   0.375                    8.5 JOLIET                 IL                                       60431 Condominium                            144990                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   13.5                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G02                                                      362648                1964.34                    360                     358                  6.125                      0                      0                   0.375                    6.5 North Las Vegas        NV                                       89085 PUD                                    362648                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                      132850                 719.60                    360                     359                  6.125                      0                      0                   0.375                    6.5 Canal Winchester       OH                                       43110 Single Family                          132850                20060601            79.98999786 No MI                                1.00E+17                    2.25               20110501                   11.5                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G03                                                      612000                3761.25                    360                     359                      7                      0                      0                   0.375                  7.375 NEWPORT BEACH          CA                                       92625 Condominium                            612000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G02                                                    35969.05                 209.82                    360                     358                  6.625                      0                      0                   0.375                      7 Soddy Daisy            TN                                       37379 Single Family                           36000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                     12                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                   133135.57                 943.01                    360                     359                   7.25                      0                      0                   0.375                  7.625 Amelia                 OH                                       45102 PUD                                    133232                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.625                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                       75200                 501.33                    360                     359                  7.625                      0                      0                   0.375                      8 TWENTYNINE PALMS       CA                                       92277 Single Family                           75200                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     13                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      352000                2456.67                    360                     359                      8                      0                      0                   0.375                  8.375 Moreno Valley          CA                                       92557 Single Family                          352000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                   104545.73                 804.84                    360                     358                  8.125                      0                      0                   0.375                    8.5 Fort Worth             TX                                       76248 PUD                                    104673                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   13.5                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G01                                                      683960                4559.73                    360                     359                  7.625                      0                      0                   0.375                      8 San Francisco          CA                                       94110 Single Family                          683960                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     13                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                   199878.84                1537.83                    360                     359                  8.125                      0                      0                   0.375                    8.5 CHICAGO                IL                                       60613 Condominium                            200000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   13.5                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      128000                 893.33                    360                     359                      8                      0                      0                   0.375                  8.375 MONROE                 GA                                       30656 Single Family                          128000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G03                                                       74100                 439.97                    360                     359                   6.75                      0                      0                   0.375                  7.125 BEDFORD HEIGHTS        OH                                       44128 Single Family                           74100                20060601                     65 No MI                                1.00E+17                    2.25               20110501                 12.125                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      252000                1653.75                    360                     359                    7.5                      0                      0                   0.375                  7.875 MIAMI                  FL                                       33127 Single Family                          252000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                       93450                 603.53                    360                     359                  7.375                      0                      0                   0.375                   7.75 Hutto                  TX                                       78634 Single Family                           93450                20060601            74.98000336 No MI                                1.00E+17                    2.25               20110501                  12.75                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G02                                                      152000                 823.33                    360                     359                  6.125                      0                      0                   0.375                    6.5 Denver                 CO                                       80207 Single Family                          152000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   11.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G03                                                      150500                 893.59                    360                     359                   6.75                      0                      0                   0.375                  7.125 Edinburg               TX                                       78539 2-4 Family                             150500                20060601                     70 No MI                                1.00E+17                    2.25               20110501                 12.125                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G03                                                      150500                 893.59                    360                     359                   6.75                      0                      0                   0.375                  7.125 Edinburg               TX                                       78541 2-4 Family                             150500                20060601                     70 No MI                                1.00E+17                    2.25               20110501                 12.125                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G02                                                   131599.67                 767.66                    360                     359                  6.625                      0                      0                   0.375                      7 Indio                  CA                                       92201 Condominium                            131600                20060601                     70 No MI                                1.00E+17                    2.25               20110501                     12                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      221250                1428.91                    360                     358                  7.375                      0                      0                   0.375                   7.75 AVONDALE               AZ                                       85323 PUD                                    221250                20060501                     75 No MI                                1.00E+17                    2.25               20110401                  12.75                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                      282000                1586.25                    360                     359                  6.375                      0                      0                   0.375                   6.75 Riverton               UT                                       84065 Single Family                          282000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  11.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G03                                                   199016.61                1244.50                    360                     358                  7.125                      0                      0                   0.375                    7.5 Coatesville            PA                                       19320 Single Family                          199120                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                    51936.76                 399.84                    360                     358                  8.125                      0                      0                   0.375                    8.5 Vidor                  TX                                       77662 Single Family                           52000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   13.5                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                   251817.61                1783.64                    360                     359                   7.25                      0                      0                   0.375                  7.625 Chandler               AZ                                       85248 PUD                                    252000                20060601                     70 No MI                                1.00E+17                    2.25               20110501                 12.625                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                   239747.58                1965.73                    360                     358                  8.825                      0                      0                   0.375                    9.2 Selden                 NY                                       11784 Single Family                          240000                20060501                     80 No MI                                1.00E+17                     7.2               20080401                   15.2                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      24 N                                    20360401 AFL2
GI                       G02                                                      270800                1861.75                    360                     358                  7.875                      0                      0                   0.375                   8.25 RICHMOND               VA                                       23223 Single Family                          270800                20060501            79.97000122 No MI                                1.00E+17                    2.25               20110401                  13.25                  6.825                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                   102275.48                 787.37                    360                     358                  8.125                      0                      0                   0.375                    8.5 Lithonia               GA                                       30058 Single Family                          102400                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   13.5                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G03                                                      349150                2109.45                    360                     358                  6.875                      0                      0                   0.375                   7.25 HERNDON                VA                                       20171 Townhouse                              349150                20060501            79.98999786 No MI                                1.00E+17                    2.25               20110401                  12.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G03                                                      236000                1475.00                    360                     358                  7.125                      0                      0                   0.375                    7.5 MESA                   AZ                                       85213 Single Family                          236000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G01                                                      845000                5369.27                    360                     359                   7.25                      0                      0                   0.375                  7.625 NEWBURYPORT            MA                                        1950 2-4 Family                             845000                20060601                     65 No MI                                1.00E+17                    2.25               20110501                 13.625                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G03                                                      960000                6000.00                    360                     359                  7.125                      0                      0                   0.375                    7.5 Nashville              TN                                       37215 PUD                                    960000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   12.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G03                                                     1722500               10586.20                    360                     359                      7                      0                      0                   0.375                  7.375 Watsonville            CA                                       95076 Single Family                         1722500                20060601                     65 No MI                                                            2.25               20110501                 12.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G03                                                     1413750                8688.67                    360                     359                      7                      0                      0                   0.375                  7.375 Mammoth Lakes          CA                                       93546 Single Family                         1413750                20060601                     75 No MI                                1.00E+17                    2.25               20110501                 12.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      307910                2181.03                    360                     359                  8.125                      0                      0                   0.375                    8.5 Kissimmee              FL                                       34747 PUD                                    307910                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   13.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G03                                                      255100                1541.23                    360                     359                  6.875                      0                      0                   0.375                   7.25 Orlando                FL                                       32835 Condominium                            255100                20060601            79.98999786 No MI                                1.00E+17                    2.25               20110501                  12.25                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G03                                                      172000                1039.17                    360                     358                  6.875                      0                      0                   0.375                   7.25 Springfield            VA                                       22152 Condominium                            172000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G03                                                      300000                1812.50                    360                     359                  6.875                      0                      0                   0.375                   7.25 Lawrenceville          NJ                                        8648 Single Family                          300000                20060601            58.81999969 No MI                                1.00E+17                    2.25               20110501                  12.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G03                                                      131192                 806.28                    360                     359                      7                      0                      0                   0.375                  7.375 Covington              GA                                       30016 Single Family                          131192                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      122100                 801.28                    360                     359                    7.5                      0                      0                   0.375                  7.875 LAWRENCEVILLE          GA                                       30045 PUD                                    122100                20060601            74.98000336 No MI                                1.00E+17                    2.25               20110501                 12.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      384000                2640.00                    360                     358                  7.875                      0                      0                   0.375                   8.25 DENVER                 CO                                       80203 Single Family                          384000                20060501                     80 No MI                                1.00E+17                    2.75               20110401                  14.25                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                       49500                 340.31                    360                     358                  7.875                      0                      0                   0.375                   8.25 Minot                  ND                                       58703 Single Family                           49500                20060501                     75 No MI                                1.00E+17                    2.25               20110401                  13.25                  2.375                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                       51750                 339.61                    360                     358                    7.5                      0                      0                   0.375                  7.875 Minot                  ND                                       58701 Single Family                           51750                20060501                     75 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G01                                                    99865.36                 733.76                    360                     358                  7.625                      0                      0                   0.375                      8 Knoxville              TN                                       37912 Single Family                          100000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                     13                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      262500                1722.66                    360                     359                    7.5                      0                      0                   0.375                  7.875 Chandler               AZ                                       85249 PUD                                    262500                20060601                     70 No MI                                1.00E+17                    2.25               20110501                 12.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G02                                                      233568                1265.16                    360                     357                  6.125                      0                      0                   0.375                    6.5 Yulee                  FL                                       32097 PUD                                    233568                20060401                     80 No MI                                1.00E+17                    2.75               20110301                   12.5                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GI                       G02                                                       66800                 445.33                    360                     359                  7.625                      0                      0                   0.375                      8 Greenbrier             AR                                       72058 Single Family                           66800                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     13                  2.375                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      142332                 904.40                    360                     357                   7.25                      0                      0                   0.375                  7.625 Salisbury              MD                                       21804 Townhouse                              142332                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 12.625                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G02                                                       82240                 556.83                    360                     359                   7.75                      0                      0                   0.375                  8.125 CLYDE                  NC                                       28721 Single Family                           82240                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.125                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      255864                1812.37                    360                     359                  8.125                      0                      0                   0.375                    8.5 UPPER MACUNGIE TOWNSHIPPA                                       18031 Single Family                          255864                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   13.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G01                                                      893750                5772.14                    360                     359                  7.375                      0                      0                   0.375                   7.75 Carmel                 CA                                       93923 Single Family                          893750                20060601                     65 No MI                                                            2.25               20110501                  12.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                   125113.84                 907.79                    360                     359                    7.5                      0                      0                   0.375                  7.875 MARLBORO               MA                                        1752 Condominium                            125200                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.875                  1.875                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G03                                                      228000                1353.75                    360                     359                   6.75                      0                      0                   0.375                  7.125 LITTLETON              CO                                       80128 Single Family                          228000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.125                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      224775                1428.26                    360                     358                   7.25                      0                      0                   0.375                  7.625 Atlanta                GA                                       30363 Condominium                            224775                20060501                     75 No MI                                1.00E+17                    2.25               20110401                 12.625                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      272000                1926.67                    360                     359                  8.125                      0                      0                   0.375                    8.5 Phoenix                AZ                                       85050 Condominium                            272000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   13.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      172500                1132.03                    360                     359                    7.5                      0                      0                   0.375                  7.875 Fox Lake               IL                                       60020 Single Family                          172500                20060601                     75 No MI                                1.00E+17                    2.25               20110501                 12.875                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                   199744.06                1502.53                    360                     358                  7.875                      0                      0                   0.375                   8.25 Las Vegas              NV                                       89110 Single Family                          200000                20060501                     80 No MI                                1.00E+17                   2.375               20080401                  13.25                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      24 N                                    20360401 AFL2
GII                      G03                                                      588000                3430.00                    360                     360                  6.625                      0                      0                   0.375                      7 MANASQUAN              NJ                                        7360 Single Family                          588000                20060701                     70 No MI                                1.00E+17                    2.25               20110601                     12                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GI                       G03                                                   171726.22                1186.98                    360                     359                      7                      0                      0                   0.375                  7.375 BROOKSVILLE            FL                                       34604 Single Family                          171857                20060601            77.98000336 No MI                                1.00E+17                    2.25               20110501                 12.375                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      191900                1299.32                    360                     359                   7.75                      0                      0                   0.375                  8.125 PORTLAND               OR                                       97220 Single Family                          191900                20060601            79.98999786 No MI                                1.00E+17                    2.25               20110501                 13.125                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G01                                                     1000000                7083.33                    360                     359                  8.125                      0                      0                   0.375                    8.5 WOODLAND HILLS         CA                                       91364 Single Family                         1000000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   13.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G03                                                      173700                1031.34                    360                     358                   6.75                      0                      0                   0.375                  7.125 Lawrenceville          GA                                       30043 PUD                                    173700                20060501            79.98999786 No MI                                1.00E+17                    2.25               20110401                 12.125                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      221200                1405.54                    360                     358                   7.25                      0                      0                   0.375                  7.625 Manassas               VA                                       20110 PUD                                    221200                20060501            79.87999725 No MI                                1.00E+17                    2.25               20110401                 12.625                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G03                                                      341600                2135.00                    360                     358                  7.125                      0                      0                   0.375                    7.5 Fort Washington        MD                                       20744 Single Family                          341600                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      228000                1543.75                    360                     359                   7.75                      0                      0                   0.375                  8.125 Miami                  FL                                       33174 Condominium                            228000                20060601                     80 No MI                                                            2.25               20110501                 13.125                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      211100                1495.29                    360                     359                  8.125                      0                      0                   0.375                    8.5 Tolleson               AZ                                       85353 PUD                                    211100                20060601            79.98999786 No MI                                1.00E+17                    2.25               20110501                   13.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G03                                                      224000                1400.00                    360                     358                  7.125                      0                      0                   0.375                    7.5 Annandale              VA                                       22003 Condominium                            224000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      194300                1234.61                    360                     358                   7.25                      0                      0                   0.375                  7.625 Jacksonville           FL                                       32218 PUD                                    194300                20060501            79.98000336 No MI                                1.00E+17                    2.25               20110401                 12.625                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G03                                                      304000                1868.33                    360                     358                      7                      0                      0                   0.375                  7.375 Leesburg               VA                                       20176 PUD                                    304000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G03                                                      156000                 975.00                    360                     358                  7.125                      0                      0                   0.375                    7.5 CALEXICO               CA                                       92231 Single Family                          156000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      164000                1161.67                    360                     359                  8.125                      0                      0                   0.375                    8.5 Portland               OR                                       97220 Single Family                          164000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   13.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G02                                                      226400                1297.08                    360                     358                    6.5                      0                      0                   0.375                  6.875 Crofton                MD                                       21114 Condominium                            226400                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      293600                1896.17                    360                     358                  7.375                      0                      0                   0.375                   7.75 Woodbridge             VA                                       22191 Single Family                          293600                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.75                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                      154000                 818.13                    360                     359                      6                      0                      0                   0.375                  6.375 Idaho Falls            ID                                       83402 2-4 Family                             154000                20060601                     70 No MI                                1.00E+17                    2.25               20110501                 11.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G02                                                      248250                1448.12                    360                     358                  6.625                      0                      0                   0.375                      7 Cape Coral             FL                                       33991 Single Family                          248250                20060501                     75 No MI                                1.00E+17                    2.25               20110401                     12                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G03                                                      600000                3312.50                    360                     357                   6.25                      0                      0                   0.375                  6.625 San Rafael             CA                                       94901 Single Family                          600000                20060401                     50 No MI                                1.00E+17                    2.25               20110301                 11.625                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G03                                                   579114.62                4005.92                    360                     358                      7                      0                      0                   0.375                  7.375 Norfolk                VA                                       23505 Single Family                          580000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.375                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G03                                                      560000                3500.00                    360                     359                  7.125                      0                      0                   0.375                    7.5 Scottsdale             AZ                                       85250 PUD                                    560000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   12.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      296250                2067.58                    360                     359                      8                      0                      0                   0.375                  8.375 Hampton                NH                                        3842 Single Family                          296250                20060601                     79 No MI                                1.00E+17                    2.25               20110501                 13.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G03                                                      255352                1595.95                    360                     359                  7.125                      0                      0                   0.375                    7.5 RIO RANCHO             GA                                       87124 PUD                                    255352                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   12.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G02                                                      300000                1750.00                    360                     359                  6.625                      0                      0                   0.375                      7 Santa Cruz             CA                                       95060 Single Family                          300000                20060601            40.31999969 No MI                                1.00E+17                    2.25               20110501                     12                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      228000                1496.25                    360                     359                    7.5                      0                      0                   0.375                  7.875 Culpeper               VA                                       22701 Single Family                          228000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G03                                                      524124                2839.01                    360                     357                  6.125                      0                      0                   0.375                    6.5 Thousand Oaks          CA                                       91320 Single Family                          524124                20060401                     70 No MI                                                            2.25               20110301                   12.5                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GII                      G02                                                      240000                1325.00                    360                     358                   6.25                      0                      0                   0.375                  6.625 Las Vegas              NV                                       89128 PUD                                    240000                20060501                     80 No MI                                1.00E+17                    2.75               20110401                 11.625                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      384950                2646.53                    360                     358                  7.875                      0                      0                   0.375                   8.25 Saint Petersburg       FL                                       33705 PUD                                    384950                20060501            69.98999786 No MI                                1.00E+17                    2.25               20110401                  13.25                  2.375                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      154250                 980.13                    360                     358                   7.25                      0                      0                   0.375                  7.625 Banning                CA                                       92222 Single Family                          154250                20060501            75.98999786 No MI                                1.00E+17                    2.25               20110401                 12.625                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                   115826.96                 880.92                    360                     359                      8                      0                      0                   0.375                  8.375 San Antonio            TX                                       78245 PUD                                    115899                20060601                     70 No MI                                1.00E+17                    2.25               20110501                 13.375                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G01                                                      908050                6053.67                    360                     359                  7.625                      0                      0                   0.375                      8 CASTLE ROCK            CO                                       80108 PUD                                    908050                20060601                     75 No MI                                1.00E+17                    2.25               20110501                     13                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G03                                                      144000                 885.00                    360                     358                      7                      0                      0                   0.375                  7.375 ARIZONA CITY           AZ                                       85223 2-4 Family                             144000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                      263000                1479.38                    360                     358                  6.375                      0                      0                   0.375                   6.75 Reno                   NV                                       89523 Single Family                          263000                20060501            79.98999786 No MI                                1.00E+17                    2.75               20110401                  11.75                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G03                                                      168750                1054.69                    360                     358                  7.125                      0                      0                   0.375                    7.5 BUCKEYE                AZ                                       85326 PUD                                    168750                20060501            79.98999786 No MI                                1.00E+17                    2.25               20110401                   12.5                  2.375                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G01                                                      552000                3622.50                    360                     359                    7.5                      0                      0                   0.375                  7.875 Woodbridge             VA                                       22192 PUD                                    552000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G03                                                      178500                1059.84                    360                     358                   6.75                      0                      0                   0.375                  7.125 PHOENIX                AZ                                       85041 PUD                                    178500                20060501            69.98999786 No MI                                1.00E+17                    2.25               20110401                 12.125                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      260000                1733.33                    360                     358                  7.625                      0                      0                   0.375                      8 STOCKTON               CA                                       95205 2-4 Family                             260000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                     13                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G01                                                     1050000                7328.12                    360                     359                      8                      0                      0                   0.375                  8.375 CORAL SPRINGS          FL                                       33067 Single Family                         1050000                20060601                     75 No MI                                1.00E+17                    2.25               20110501                 13.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      279750                1835.86                    360                     359                    7.5                      0                      0                   0.375                  7.875 Cape Coral             FL                                       33909 Single Family                          279750                20060601                     75 No MI                                1.00E+17                    2.25               20110501                 12.875                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G03                                                      300000                1781.25                    360                     358                   6.75                      0                      0                   0.375                  7.125 Antelope               CA                                       95843 Single Family                          300000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.125                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G03                                                      223600                1327.63                    360                     359                   6.75                      0                      0                   0.375                  7.125 WEYMOUTH               MA                                        2190 Condominium                            223600                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.125                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      148073                 987.15                    360                     359                  7.625                      0                      0                   0.375                      8 Charlotte              NC                                       28216 Single Family                          148073                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     13                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G03                                                      461504                2451.74                    360                     359                      6                      0                      0                   0.375                  6.375 Rancho Cordova         CA                                       95742 PUD                                    461504                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                   110889.24                 833.61                    360                     359                  7.875                      0                      0                   0.375                   8.25 OCALA                  FL                                       34474 PUD                                    110960                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  13.25                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G03                                                      222640                1136.39                    360                     357                   5.75                      0                      0                   0.375                  6.125 Spring Hill            TN                                       37174 PUD                                    222640                20060401                     80 No MI                                1.00E+17                    2.75               20110301                 12.125                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GI                       G02                                                      175200                1095.00                    360                     359                  7.125                      0                      0                   0.375                    7.5 LARGO                  FL                                       33773 Single Family                          175200                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   12.5                  2.375                       1 First Lien                                    Y                                          120 No_PP                                     480                      60 N                                    20360501 AFL2
GI                       G03                                                      650000                4062.50                    360                     359                  7.125                      0                      0                   0.375                    7.5 Las Vegas              NV                                       89141 PUD                                    650000                20060601            72.73000336 No MI                                1.00E+17                    2.25               20110501                   12.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      314400                2128.75                    360                     359                   7.75                      0                      0                   0.375                  8.125 Miami                  FL                                       33165 Single Family                          314400                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.125                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G03                                                      352000                2163.33                    360                     358                      7                      0                      0                   0.375                  7.375 Pittsburg              CA                                       94565 Single Family                          352000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                       63750                 365.23                    360                     358                    6.5                      0                      0                   0.375                  6.875 Nahunta                GA                                       31553 Single Family                           63750                20060501                     75 No MI                                1.00E+17                    2.25               20110401                 11.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G03                                                       80500                 503.13                    360                     359                  7.125                      0                      0                   0.375                    7.5 Jacksonville           FL                                       32216 Single Family                           80500                20060601                     70 No MI                                1.00E+17                    2.25               20110501                   12.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                    78896.29                 586.58                    360                     358                   7.75                      0                      0                   0.375                  8.125 Tomah                  WI                                       54660 Single Family                           79000                20060501            69.91000366 No MI                                1.00E+17                    2.25               20110401                 13.125                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      211920                1434.87                    360                     358                   7.75                      0                      0                   0.375                  8.125 Portland               OR                                       97216 Single Family                          211920                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.125                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G03                                                      370900                2240.85                    360                     358                  6.875                      0                      0                   0.375                   7.25 Bel Air                MD                                       21014 PUD                                    370900                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                      352656                2020.42                    360                     358                    6.5                      0                      0                   0.375                  6.875 Ridgely                MD                                       21660 PUD                                    352656                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      143152                 999.08                    360                     358                      8                      0                      0                   0.375                  8.375 SALISBURY              MD                                       21804 Townhouse                              143152                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      336000                2030.00                    360                     358                  6.875                      0                      0                   0.375                   7.25 Camano Island          WA                                       98282 Single Family                          336000                20060501                     80 No MI                                1.00E+17                   2.375               20080401                  12.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      24 N                                    20360401 AFL2
GI                       G01                                                      628000                4186.67                    360                     358                  7.625                      0                      0                   0.375                      8 Lake Forest            CA                                       92630 Single Family                          628000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                     13                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      398400                2573.00                    360                     359                  7.375                      0                      0                   0.375                   7.75 Fort Worth             TX                                       76108 PUD                                    398400                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.75                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G01                                                      587300                4098.86                    360                     358                      8                      0                      0                   0.375                  8.375 GAINESVILLE            VA                                       20155 Single Family                          587300                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                      410850                2311.03                    360                     358                  6.375                      0                      0                   0.375                   6.75 WOODBRIDGE             VA                                       22191 Townhouse                              410850                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  11.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      257600                1636.83                    360                     359                   7.25                      0                      0                   0.375                  7.625 Phoenix                AZ                                       85016 Single Family                          257600                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.625                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G03                                                   119906.39                 818.61                    360                     359                  6.875                      0                      0                   0.375                   7.25 GROVE CITY             OH                                       43123 Single Family                          120000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.25                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      135000                 956.25                    360                     359                  8.125                      0                      0                   0.375                    8.5 GOLDEN VALLEY          AZ                                       86413 Single Family                          135000                20060601                     75 No MI                                1.00E+17                    2.25               20110501                   13.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                       79600                 547.25                    360                     359                  7.875                      0                      0                   0.375                   8.25 WARREN                 MI                                       48091 Single Family                           79600                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  13.25                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G03                                                      581000                3510.21                    360                     359                  6.875                      0                      0                   0.375                   7.25 Miami                  FL                                       33129 Single Family                          581000                20060601                     70 No MI                                1.00E+17                    2.25               20110501                  12.25                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      356000                2262.08                    360                     359                   7.25                      0                      0                   0.375                  7.625 MURRIETA               CA                                       92562 Single Family                          356000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.625                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G03                                                      725000                4455.73                    360                     359                      7                      0                      0                   0.375                  7.375 Gladwyne               PA                                       19035 Single Family                          725000                20060601            54.31000137 No MI                                1.00E+17                    2.25               20110501                 12.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      102392                 661.28                    360                     359                  7.375                      0                      0                   0.375                   7.75 Indianapolis           IN                                       46221 Single Family                          102392                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.75                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      252000                1601.25                    360                     359                   7.25                      0                      0                   0.375                  7.625 Lancaster              CA                                       93535 Single Family                          252000                20060601            69.93000031 No MI                                1.00E+17                    2.25               20110501                 12.625                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      109830                 720.76                    360                     359                    7.5                      0                      0                   0.375                  7.875 Ponte Vedra Beach      FL                                       32082 Condominium                            109830                20060601                     70 No MI                                1.00E+17                    2.25               20110501                 12.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      242630                1592.26                    360                     359                    7.5                      0                      0                   0.375                  7.875 Las Vegas              NV                                       89131 PUD                                    242630                20060601                     80 No MI                                1.00E+17                   2.375               20080501                 12.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      24 N                                    20360501 AFL2
GI                       G02                                                      164000                1127.50                    360                     359                  7.875                      0                      0                   0.375                   8.25 FREDERICKSBURG         VA                                       22408 PUD                                    164000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  13.25                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G03                                                      168000                 997.50                    360                     359                   6.75                      0                      0                   0.375                  7.125 Allen                  TX                                       75002 Single Family                          168000                20060601                     80 No MI                                                            2.25               20110501                 12.125                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      308250                2151.33                    360                     359                      8                      0                      0                   0.375                  8.375 ORLANDO                FL                                       32828 Single Family                          308250                20060601                     75 No MI                                1.00E+17                    2.25               20110501                 13.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      232800                1649.00                    360                     359                  8.125                      0                      0                   0.375                    8.5 Ceres                  CA                                       95307 Single Family                          232800                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   13.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      124792                 818.95                    360                     359                    7.5                      0                      0                   0.375                  7.875 Covington              GA                                       30016 PUD                                    124792                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G03                                                     1500000                9218.75                    360                     358                      7                      0                      0                   0.375                  7.375 Windermere             FL                                       34786 PUD                                   1500000                20060501            68.97000122 No MI                                1.00E+17                    2.25               20110401                 12.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                       75750                 489.22                    360                     359                  7.375                      0                      0                   0.375                   7.75 Denver                 CO                                       80219 Single Family                           75750                20060601                     75 No MI                                1.00E+17                    2.25               20110501                  12.75                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G01                                                     1000000                7083.33                    360                     359                  8.125                      0                      0                   0.375                    8.5 Saint George Island    FL                                       32328 Single Family                         1000000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   13.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G02                                                   300461.08                1950.47                    360                     359                  6.375                      0                      0                   0.375                   6.75 Doraville              GA                                       30360 Single Family                          300720                20060601                     80 No MI                                                            2.25               20110501                  11.75                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G02                                                      231900                1328.59                    360                     359                    6.5                      0                      0                   0.375                  6.875 Capitol Heights        MD                                       20743 Single Family                          231900                20060601            79.98999786 No MI                                1.00E+17                    2.25               20110501                 11.875                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      245600                1637.33                    360                     359                  7.625                      0                      0                   0.375                      8 ROCKVILLE              MD                                       20851 Single Family                          245600                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     14                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G01                                                      400000                2541.67                    360                     359                   7.25                      0                      0                   0.375                  7.625 BEAUMONT               CA                                       92223 Single Family                          400000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.625                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G03                                                      164500                1028.13                    360                     359                  7.125                      0                      0                   0.375                    7.5 DESOTO                 TX                                       75115 PUD                                    164500                20060601                     70 No MI                                1.00E+17                    2.25               20110501                   12.5                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      224000                1236.67                    360                     358                   6.25                      0                      0                   0.375                  6.625 Vancouver              WA                                       98662 Single Family                          224000                20060501                     80 No MI                                1.00E+17                   2.375               20080401                 11.625                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      24 N                                    20360401 AFL2
GI                       G01                                                      154000                 978.54                    360                     359                   7.25                      0                      0                   0.375                  7.625 Glendale               AZ                                       85303 Single Family                          154000                20060601                     70 No MI                                1.00E+17                    2.25               20110501                 12.625                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G03                                                      241600                1434.50                    360                     359                   6.75                      0                      0                   0.375                  7.125 JACKSONVILLE           FL                                       32224 PUD                                    241600                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.125                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G03                                                      600000                3562.50                    360                     359                   6.75                      0                      0                   0.375                  7.125 SANTA FE               NM                                       87501 Condominium                            600000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.125                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G03                                                      348000                2175.00                    360                     359                  7.125                      0                      0                   0.375                    7.5 NEWTOWN                CT                                        6470 Single Family                          348000                20060601            78.19999695 No MI                                1.00E+17                    2.25               20110501                   12.5                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G03                                                      388000                2344.17                    360                     356                  6.875                      0                      0                   0.375                   7.25 Ontario                CA                                       91761 Single Family                          388000                20060301                     80 No MI                                                            2.25               20110201                  13.25                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360201 AFL2
GI                       G02                                                      292500                2041.41                    360                     359                      8                      0                      0                   0.375                  8.375 Tacoma                 WA                                       98405 2-4 Family                             292500                20060601                     75 No MI                                1.00E+17                    2.25               20110501                 13.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G03                                                       72981                 456.13                    360                     358                  7.125                      0                      0                   0.375                    7.5 Allen                  TX                                       75002 Single Family                           73440                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                       61500                 435.62                    360                     359                  8.125                      0                      0                   0.375                    8.5 Tomah                  WI                                       54660 Single Family                           61500                20060601                     75 No MI                                1.00E+17                    2.25               20110501                   13.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G01                                                      432000                3060.00                    360                     359                  8.125                      0                      0                   0.375                    8.5 Oakland                CA                                       94608 Single Family                          432000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   13.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                    67954.37                 498.96                    360                     359                  7.625                      0                      0                   0.375                      8 Pilot Point            TX                                       76258 Single Family                           68000                20060601                     80 No MI                                1.00E+17                    2.25               20160501                     13                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                     120 N                                    20360501 AFL2
GII                      G02                                                      191250                1095.70                    360                     359                    6.5                      0                      0                   0.375                  6.875 Las Vegas              NV                                       89128 Single Family                          191250                20060601                     75 No MI                                1.00E+17                    2.25               20110501                 11.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      240000                1600.00                    360                     359                  7.625                      0                      0                   0.375                      8 COMPTON                CA                                       90220 Single Family                          240000                20060601                     75 No MI                                                            2.25               20110501                     13                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      160000                1133.33                    360                     359                  8.125                      0                      0                   0.375                    8.5 Tacoma                 WA                                       98402 Single Family                          160000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   13.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G02                                                   130180.27                 856.64                    360                     358                    6.5                      0                      0                   0.375                  6.875 Dallas                 TX                                       75253 PUD                                    130400                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.875                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G03                                                      182000                1118.54                    360                     359                      7                      0                      0                   0.375                  7.375 MADERA                 CA                                       93638 Single Family                          182000                20060601                     70 No MI                                1.00E+17                    2.25               20110501                 12.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G02                                                      392048                2082.76                    360                     358                      6                      0                      0                   0.375                  6.375 HIGHLANDS RANCH        CO                                       80130 PUD                                    392048                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      172000                1182.50                    360                     359                  7.875                      0                      0                   0.375                   8.25 Glendale               AZ                                       85302 Single Family                          172000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  13.25                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G03                                                      163200                 986.00                    360                     359                  6.875                      0                      0                   0.375                   7.25 Portland               OR                                       97217 Single Family                          163200                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.25                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      108430                 768.05                    360                     359                  8.125                      0                      0                   0.375                    8.5 Glendale               AZ                                       85302 Condominium                            108430                20060601                     70 No MI                                1.00E+17                    2.25               20110501                   13.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G03                                                      138320                 864.50                    360                     359                  7.125                      0                      0                   0.375                    7.5 Las Vegas              NV                                       89119 Condominium                            138320                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   12.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G03                                                    99526.08                 696.42                    360                     359                  7.125                      0                      0                   0.375                    7.5 Norcross               GA                                       30093 Single Family                           99600                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   12.5                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                       64000                 453.33                    360                     359                  8.125                      0                      0                   0.375                    8.5 PHOENIX                AZ                                       85033 Townhouse                               64000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   13.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                       98000                 653.33                    360                     359                  7.625                      0                      0                   0.375                      8 PHOENIX                AZ                                       85009 Single Family                           98000                20060601                     70 No MI                                1.00E+17                    2.25               20110501                     13                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      177800                1203.85                    360                     359                   7.75                      0                      0                   0.375                  8.125 FRESNO                 CA                                       93722 Single Family                          177800                20060601                     70 No MI                                1.00E+17                    2.25               20110501                 13.125                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G03                                                      942500                5694.27                    360                     359                  6.875                      0                      0                   0.375                   7.25 LOS ANGELES            CA                                       90077 2-4 Family                             942500                20060601                     65 No MI                                                            2.25               20110501                  12.25                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G03                                                      189160                1162.55                    360                     359                      7                      0                      0                   0.375                  7.375 ANTHEM                 AZ                                       85086 PUD                                    189160                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G03                                                      152550                 953.44                    360                     359                  7.125                      0                      0                   0.375                    7.5 CHINO VALLEY           AZ                                       86323 PUD                                    152550                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   12.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                   347748.13                2463.12                    360                     359                   7.25                      0                      0                   0.375                  7.625 Los Angeles            CA                                       90014 Condominium                            348000                20060601                     80 No MI                                                            2.25               20110501                 12.625                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      105600                 671.00                    360                     358                   7.25                      0                      0                   0.375                  7.625 Arlington              TX                                       76016 Single Family                          105600                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.625                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G01                                                      760000                4987.50                    360                     359                    7.5                      0                      0                   0.375                  7.875 Los Alamitos           CA                                       90720 Single Family                          760000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      315000                2001.56                    360                     359                   7.25                      0                      0                   0.375                  7.625 DENVER                 CO                                       80220 Single Family                          315000                20060601                     70 No MI                                1.00E+17                    2.25               20110501                 12.625                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G03                                                      280000                1662.50                    360                     359                   6.75                      0                      0                   0.375                  7.125 COLTON                 CA                                       92324 Single Family                          280000                20060601                     70 No MI                                1.00E+17                    2.25               20110501                 12.125                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G01                                                      307500                2178.12                    360                     359                  8.125                      0                      0                   0.375                    8.5 TUCSON                 AZ                                       85737 PUD                                    307500                20060601                     75 No MI                                1.00E+17                    2.25               20110501                   13.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      299250                1995.00                    360                     359                  7.625                      0                      0                   0.375                      8 GLENDALE               AZ                                       85310 PUD                                    299250                20060601                     75 No MI                                1.00E+17                    2.25               20110501                     13                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      280000                1837.50                    360                     359                    7.5                      0                      0                   0.375                  7.875 SCOTTSDALE             AZ                                       85258 PUD                                    280000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G02                                                      210000                1203.12                    360                     359                    6.5                      0                      0                   0.375                  6.875 COOLIDGE               AZ                                       85228 Single Family                          210000                20060601                     70 No MI                                1.00E+17                    2.25               20110501                 11.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      415255                2768.37                    360                     359                  7.625                      0                      0                   0.375                      8 Las Vegas              NV                                       89131 PUD                                    415255                20060601                     95 GE Capital MI                        1.00E+17                    2.25               20110501                     13                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      180000                1200.00                    360                     359                  7.625                      0                      0                   0.375                      8 Denver                 CO                                       80205 Single Family                          180000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     13                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      186650                1224.89                    360                     359                    7.5                      0                      0                   0.375                  7.875 Poughkeepsie           NY                                       12603 2-4 Family                             186650                20060601            69.98999786 No MI                                1.00E+17                    2.25               20110501                 12.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                    90934.14                 644.09                    360                     359                   7.25                      0                      0                   0.375                  7.625 Hampton                VA                                       23666 Single Family                           91000                20060601                     70 No MI                                1.00E+17                    2.25               20110501                 12.625                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G01                                                   692043.03                5024.73                    360                     358                    7.5                      0                      0                   0.375                  7.875 Morganville            NJ                                        7751 Single Family                          693000                20060501            61.33000183 No MI                                1.00E+17                       5               20110401                 12.875                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      256064                2107.19                    360                     358                    9.5                      0                      0                   0.375                  9.875 Palm Beach Gardens     FL                                       33418 PUD                                    256064                20060501                     80 No MI                                1.00E+17                   4.125               20110401                 15.875                  4.625                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                   203999.13                1359.99                    360                     359                  7.625                      0                      0                   0.375                      8 Capitol Heights        MD                                       20743 Single Family                          204000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     13                   3.75                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      245600                1586.17                    360                     359                  7.375                      0                      0                   0.375                   7.75 Las Vegas              NV                                       89106 Single Family                          245600                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.75                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      147120                 980.80                    360                     359                  7.625                      0                      0                   0.375                      8 Vero Beach             FL                                       32962 Single Family                          147120                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     13                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      134400                 952.00                    360                     359                  8.125                      0                      0                   0.375                    8.5 CAPITOL HGTS           MD                                       20743 Single Family                          134400                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   14.5                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                   111933.88                 871.12                    360                     359                   8.25                      0                      0                   0.375                  8.625 LOUISVILLE             KY                                       40212 2-4 Family                             112000                20060601                     80 No MI                                1.00E+17                    2.25               20130501                 13.625                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      84 N                                    20360501 AFL2
GI                       G02                                                    51869.36                 403.67                    360                     359                   8.25                      0                      0                   0.375                  8.625 LOUISVILLE             KY                                       40211 Single Family                           51900                20060601            78.63999939 No MI                                1.00E+17                    2.25               20130501                 13.625                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      84 N                                    20360501 AFL2
GI                       G02                                                      360000                2287.50                    360                     359                   7.25                      0                      0                   0.375                  7.625 Campbell               CA                                       95008 Single Family                          360000                20060601                     75 No MI                                1.00E+17                    2.25               20110501                 12.625                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      176600                1158.94                    360                     359                    7.5                      0                      0                   0.375                  7.875 Poughkeepsie           NY                                       12601 2-4 Family                             176600                20060601            69.98000336 No MI                                1.00E+17                    2.25               20110501                 12.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G01                                                      440000                2887.50                    360                     359                    7.5                      0                      0                   0.375                  7.875 STERLING               VA                                       20164 Single Family                          440000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                    293673.5                1927.23                    360                     356                    7.5                      0                      0                   0.375                  7.875 Miami Beach            FL                                       33139 Condominium                            294000                20060301            70.16999817 No MI                                1.00E+17                    2.25               20110201                 12.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360201 AFL2
GI                       G02                                                       52875                 369.02                    360                     359                      8                      0                      0                   0.375                  8.375 Taylor                 TX                                       76574 Single Family                           52875                20060601                     75 No MI                                1.00E+17                    2.25               20110501                 13.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      131760                 864.68                    360                     358                    7.5                      0                      0                   0.375                  7.875 Lauderdale Lakes       FL                                       33311 Condominium                            131760                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      143600                1017.17                    360                     359                  8.125                      0                      0                   0.375                    8.5 THORNTON               CO                                       80229 Single Family                          143600                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   13.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G03                                                      383950                2319.70                    360                     359                  6.875                      0                      0                   0.375                   7.25 ZIMMERMAN              MN                                       55398 Single Family                          384000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      264000                1760.00                    360                     359                  7.625                      0                      0                   0.375                      8 NAPLES                 FL                                       34116 Single Family                          264000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     13                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      380000                2572.92                    360                     358                   7.75                      0                      0                   0.375                  8.125 LAS VEGAS              NV                                       89122 PUD                                    380000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.125                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      189000                1299.38                    360                     359                  7.875                      0                      0                   0.375                   8.25 Atlanta                GA                                       30316 Single Family                          189000                20060601                     70 No MI                                1.00E+17                    2.25               20110501                  13.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G03                                                      276800                1701.17                    360                     359                      7                      0                      0                   0.375                  7.375 PRINCE WILLIAM         VA                                       22193 Townhouse                              276800                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      157160                1096.85                    360                     358                      8                      0                      0                   0.375                  8.375 Tucker                 GA                                       30084 Condominium                            157160                20060501                     80 No MI                                1.00E+17                    2.75               20110401                 14.375                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G01                                                      496000                3513.33                    360                     357                  8.125                      0                      0                   0.375                    8.5 Miami                  FL                                       33130 Condominium                            496000                20060401                     80 No MI                                1.00E+17                    2.75               20110301                   14.5                  2.375                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GI                       G02                                                      132000                 866.25                    360                     359                    7.5                      0                      0                   0.375                  7.875 S MILWAUKEE            WI                                       53172 2-4 Family                             132000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.875                  2.375                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G02                                                      121600                 709.33                    360                     358                  6.625                      0                      0                   0.375                      7 Highlands Ranch        CO                                       80126 Condominium                            121600                20060501                     80 No MI                                1.00E+17                    2.25               20110401                     13                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G03                                                      480000                2750.00                    360                     358                    6.5                      0                      0                   0.375                  6.875 Santa Maria            CA                                       93454 Single Family                          480000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G03                                                      564600                3528.75                    360                     359                  7.125                      0                      0                   0.375                    7.5 Park City              UT                                       84098 Single Family                          564600                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   12.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                   135821.63                 962.03                    360                     359                   7.25                      0                      0                   0.375                  7.625 KINGMAN                AZ                                       86401 Single Family                          135920                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.625                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                    70656.06                 537.37                    360                     359                      8                      0                      0                   0.375                  8.375 La Porte               TX                                       77571 Single Family                           70700                20060601                     70 No MI                                1.00E+17                    2.25               20110501                 13.375                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      111432                 719.66                    360                     358                  7.375                      0                      0                   0.375                   7.75 Lancaster              TX                                       75146 Single Family                          111432                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.75                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      192000                1220.00                    360                     358                   7.25                      0                      0                   0.375                  7.625 Seattle                WA                                       96144 Single Family                          192000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.625                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G03                                                      276000                1638.75                    360                     359                   6.75                      0                      0                   0.375                  7.125 LAS VEGAS              NV                                       89102 Single Family                          276000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.125                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G03                                                      163850                 989.93                    360                     359                  6.875                      0                      0                   0.375                   7.25 MARICOPA               AZ                                       85239 PUD                                    163850                20060601            79.88999939 No MI                                1.00E+17                    2.25               20110501                  12.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                   110844.38                 750.51                    360                     359                   7.75                      0                      0                   0.375                  8.125 Crawfordville          FL                                       32327 Single Family                          111600                20060601                     80 No MI                                                            2.25               20110501                 13.125                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                   184672.82                1339.93                    360                     359                    7.5                      0                      0                   0.375                  7.875 MIAMI                  FL                                       33142 2-4 Family                             184800                20060601                     70 No MI                                1.00E+17                    2.25               20110501                 12.875                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                   220015.99                1634.68                    360                     359                   7.75                      0                      0                   0.375                  8.125 Centereach             NY                                       11720 Single Family                          220160                20060601                     75 No MI                                                            2.25               20110501                 13.125                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                       88000                 605.00                    360                     359                  7.875                      0                      0                   0.375                   8.25 CINCINNATI             OH                                       45219 2-4 Family                              88000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  13.25                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G03                                                      175900                1081.05                    360                     359                      7                      0                      0                   0.375                  7.375 HENDERSON              NV                                       89074 Condominium                            175900                20060601            79.98999786 No MI                                1.00E+17                    2.25               20110501                 12.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      372000                2441.25                    360                     358                    7.5                      0                      0                   0.375                  7.875 North Plainfield       NJ                                        7060 2-4 Family                             372000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      192000                1300.00                    360                     359                   7.75                      0                      0                   0.375                  8.125 HILLIARD               OH                                       43026 Single Family                          192000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.125                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G03                                                      116000                 725.00                    360                     358                  7.125                      0                      0                   0.375                    7.5 Hialeah                FL                                       33012 Condominium                            116000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                       47894                 334.26                    360                     359                      8                      0                      0                   0.375                  8.375 SOUTH OGDEN            UT                                       84403 Condominium                             47894                20060601                     90 GE Capital MI                        1.00E+17                    2.25               20110501                 13.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G03                                                      111675                 697.97                    360                     358                  7.125                      0                      0                   0.375                    7.5 Coconut Creek          FL                                       33063 Condominium                            111675                20060501                     75 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                       62300                 402.35                    360                     359                  7.375                      0                      0                   0.375                   7.75 GRAND RAPIDS           MI                                       49505 Single Family                           62300                20060601                     70 No MI                                1.00E+17                    2.25               20110501                  12.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      175600                1225.54                    360                     359                      8                      0                      0                   0.375                  8.375 Columbia               SC                                       29201 Single Family                          175600                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G03                                                      177776                1111.10                    360                     359                  7.125                      0                      0                   0.375                    7.5 Flowery Branch         GA                                       30542 Single Family                          177776                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   12.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                   222479.99                1413.67                    360                     358                   7.25                      0                      0                   0.375                  7.625 Teaneck                NJ                                        7666 Condominium                            222480                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.625                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      134850                 884.95                    360                     359                    7.5                      0                      0                   0.375                  7.875 North Port             FL                                       34286 Single Family                          134850                20060601            74.98999786 No MI                                1.00E+17                    2.25               20110501                 12.875                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      240000                1625.00                    360                     359                   7.75                      0                      0                   0.375                  8.125 Stephens City          VA                                       22655 Single Family                          240000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.125                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      408000                2677.50                    360                     358                    7.5                      0                      0                   0.375                  7.875 Clifton                NJ                                        7011 2-4 Family                             408000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G01                                                      986250                6780.47                    360                     359                  7.875                      0                      0                   0.375                   8.25 LAGUNA BEACH           CA                                       92677 Single Family                          986250                20060601                     75 No MI                                                            2.25               20110501                  13.25                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G01                                                      975000                6703.13                    360                     359                  7.875                      0                      0                   0.375                   8.25 ENCINO                 CA                                       91436 Single Family                          975000                20060601                     75 No MI                                1.00E+17                    2.25               20110501                  13.25                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                   109024.19                 829.18                    360                     359                      8                      0                      0                   0.375                  8.375 Andover                KS                                       67002 PUD                                    109092                20060601                     70 No MI                                1.00E+17                    2.25               20110501                 13.375                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                   176245.22                1156.61                    360                     359                    7.5                      0                      0                   0.375                  7.875 Avondale               AZ                                       85323 PUD                                    176250                20060601                     75 No MI                                                            2.25               20110501                 12.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G03                                                      184000                1092.50                    360                     358                   6.75                      0                      0                   0.375                  7.125 DECATUR                GA                                       30030 Single Family                          184000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.125                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G03                                                    96448.84                 658.98                    360                     358                  6.875                      0                      0                   0.375                   7.25 ATLANTA                GA                                       30318 Single Family                           96600                20060501                     70 No MI                                1.00E+17                    2.25               20110401                  12.25                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      108750                 702.34                    360                     358                  7.375                      0                      0                   0.375                   7.75 ATLANTA                GA                                       30314 Single Family                          108750                20060501                     75 No MI                                1.00E+17                    2.25               20110401                  12.75                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G03                                                    87363.08                 596.90                    360                     358                  6.875                      0                      0                   0.375                   7.25 COLLEGE PARK           GA                                       30349 Single Family                           87500                20060501                     70 No MI                                1.00E+17                    2.25               20110401                  12.25                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                       94880                 642.42                    360                     359                   7.75                      0                      0                   0.375                  8.125 LITHONIA               GA                                       30038 PUD                                     94880                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.125                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                       83200                 580.67                    360                     358                      8                      0                      0                   0.375                  8.375 LANSING                MI                                       48915 Single Family                           83200                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      215600                1392.42                    360                     359                  7.375                      0                      0                   0.375                   7.75 Seattle                WA                                       98126 Single Family                          215600                20060601                     70 No MI                                1.00E+17                    2.25               20110501                  12.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G01                                                      455920                3181.94                    360                     359                      8                      0                      0                   0.375                  8.375 SAVAGE                 MN                                       55378 Single Family                          455920                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      105000                 710.94                    360                     359                   7.75                      0                      0                   0.375                  8.125 Dallas                 TX                                       75217 Single Family                          105000                20060601                     75 No MI                                1.00E+17                    2.25               20110501                 13.125                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      332000                2109.58                    360                     359                   7.25                      0                      0                   0.375                  7.625 Avondale               AZ                                       85323 PUD                                    332000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.625                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                       89438                 586.94                    360                     359                    7.5                      0                      0                   0.375                  7.875 HUMBLE                 TX                                       77396 Single Family                           89438                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G02                                                      112420                 655.78                    360                     359                  6.625                      0                      0                   0.375                      7 ROUND ROCK             TX                                       78681 PUD                                    112420                20060601                     70 No MI                                1.00E+17                    2.25               20110501                     12                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      136000                 892.50                    360                     359                    7.5                      0                      0                   0.375                  7.875 DENVER                 CO                                       80216 Single Family                          136000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G01                                                      479920                3349.44                    360                     359                      8                      0                      0                   0.375                  8.375 WOODBURY               MN                                       55129 PUD                                    479920                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G02                                                   156132.83                 894.51                    360                     357                    6.5                      0                      0                   0.375                  6.875 MADISON                WI                                       53719 2-4 Family                             157250                20060401            64.18000031 No MI                                1.00E+17                    2.25               20110301                 11.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360301 AFL2
GI                       G02                                                      344000                2293.33                    360                     359                  7.625                      0                      0                   0.375                      8 Denver                 CO                                       80206 Single Family                          344000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     13                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                   103054.24                 774.71                    360                     359                  7.875                      0                      0                   0.375                   8.25 Midvale                UT                                       84047 Single Family                          103120                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  13.25                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      245461                1585.27                    360                     359                  7.375                      0                      0                   0.375                   7.75 NORTH LAS VEGAS        NV                                       89084 PUD                                    245461                20060601                     75 No MI                                1.00E+17                    2.25               20110501                  12.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G03                                                      127120                 781.26                    360                     359                      7                      0                      0                   0.375                  7.375 LOUISVILLE             KY                                       40214 Single Family                          127120                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      406000                2875.83                    360                     359                  8.125                      0                      0                   0.375                    8.5 SANTA ANA              CA                                       92707 Single Family                          406000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   14.5                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                       66400                 470.33                    360                     359                  8.125                      0                      0                   0.375                    8.5 Cleveland              OH                                       44105 Single Family                           66400                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   13.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G03                                                      249600                1560.00                    360                     358                  7.125                      0                      0                   0.375                    7.5 San Bernardino         CA                                       92407 Single Family                          249600                20060501                     80 No MI                                1.00E+17                    3.75               20110401                   12.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                    197480.3                1519.37                    360                     359                  8.125                      0                      0                   0.375                    8.5 MIAMI                  FL                                       33181 Condominium                            197600                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   13.5                  3.375                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      415500                2380.47                    360                     359                    6.5                      0                      0                   0.375                  6.875 SAN DIEGO              CA                                       92123 Single Family                          415500                20060601            64.91999817 No MI                                1.00E+17                    2.25               20160501                 11.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                     120 N                                    20360501 AFL2
GI                       G02                                                       59500                 384.27                    360                     359                  7.375                      0                      0                   0.375                   7.75 Indianapolis           IN                                       46222 Single Family                           59500                20060601                     70 No MI                                1.00E+17                    2.25               20110501                  12.75                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G01                                                      216240                1283.93                    360                     358                   6.75                      0                      0                   0.375                  7.125 ELIZABETH              NJ                                        7202 Single Family                          216240                20060501                     80 No MI                                1.00E+17                   5.125               20090401                 13.125                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      36 N                                    20360401 AFL2
GII                      G02                                                      364000                2009.58                    360                     358                   6.25                      0                      0                   0.375                  6.625 San Bernardino         CA                                       92407 Single Family                          364000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.625                   4.75                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                       58875                 386.37                    360                     359                    7.5                      0                      0                   0.375                  7.875 North Charleston       SC                                       29420 Single Family                           58875                20060601            73.59999847 No MI                                1.00E+17                    2.25               20110501                 12.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G01                                                      152000                1076.67                    360                     359                  8.125                      0                      0                   0.375                    8.5 LAS VEGAS              NV                                       89142 Condominium                            152000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   13.5                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      310500                2199.37                    360                     359                  8.125                      0                      0                   0.375                    8.5 Snellville             GA                                       30039 Single Family                          310500                20060601                     75 No MI                                1.00E+17                    2.25               20110501                   13.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      105600                 726.00                    360                     359                  7.875                      0                      0                   0.375                   8.25 RANDOLPH               WI                                       53956 Condominium                            105600                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  13.25                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G01                                                     1159150                7848.41                    360                     359                   7.75                      0                      0                   0.375                  8.125 San Juan Capistrano    CA                                       92675 PUD                                   1159150                20060601                     75 No MI                                1.00E+17                    2.25               20110501                 13.125                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      320011                2033.40                    360                     359                   7.25                      0                      0                   0.375                  7.625 Riverside              CA                                       92503 PUD                                    320011                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.625                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      292500                2041.41                    360                     359                      8                      0                      0                   0.375                  8.375 ATLANTA                GA                                       30188 Single Family                          292500                20060601                     75 No MI                                1.00E+17                    2.25               20110501                 13.375                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      172720                1115.48                    360                     359                  7.375                      0                      0                   0.375                   7.75 PORTLAND               TN                                       37148 2-4 Family                             172720                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.75                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G02                                                      297199                1671.74                    360                     358                  6.375                      0                      0                   0.375                   6.75 North Las Vegas        NV                                       89085 PUD                                    299200                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.75                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      507500                3489.06                    360                     359                  7.875                      0                      0                   0.375                   8.25 San Diego              CA                                       92104 2-4 Family                             507500                20060601                     70 No MI                                1.00E+17                    2.25               20110501                  13.25                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      123750                 786.33                    360                     359                   7.25                      0                      0                   0.375                  7.625 Phoenix                AZ                                       85032 Single Family                          123750                20060601                     75 No MI                                1.00E+17                    2.25               20110501                 12.625                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G03                                                      285600                1725.50                    360                     359                  6.875                      0                      0                   0.375                   7.25 Fresno                 CA                                       93710 Single Family                          285600                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      136500                 910.00                    360                     359                  7.625                      0                      0                   0.375                      8 Duluth                 GA                                       30096 Single Family                          136500                20060601                     75 No MI                                1.00E+17                    2.25               20110501                     13                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      289500                2050.62                    360                     359                  8.125                      0                      0                   0.375                    8.5 PHOENIX                AZ                                       85048 PUD                                    289500                20060601                     75 No MI                                1.00E+17                    2.25               20110501                   13.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G01                                                      687200                4581.33                    360                     359                  7.625                      0                      0                   0.375                      8 KENSINGTON             MD                                       20895 PUD                                    687200                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     14                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      116000                 809.58                    360                     359                      8                      0                      0                   0.375                  8.375 Tampa                  FL                                       33610 2-4 Family                             116000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      101250                 696.09                    360                     359                  7.875                      0                      0                   0.375                   8.25 DENVER                 CO                                       80219 Single Family                          101250                20060601                     75 No MI                                1.00E+17                    2.25               20110501                  13.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G02                                                      311500                1752.19                    360                     359                  6.375                      0                      0                   0.375                   6.75 Plantation             FL                                       33324 Single Family                          311500                20060601                     70 No MI                                1.00E+17                    2.25               20110501                  11.75                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G02                                                      172000                 949.58                    360                     359                   6.25                      0                      0                   0.375                  6.625 LAKEWOOD               CO                                       80232 Condominium                            172000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.625                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G02                                                      148948                 853.35                    360                     359                    6.5                      0                      0                   0.375                  6.875 Saint Augustine        FL                                       32084 PUD                                    148948                20060601                     70 No MI                                1.00E+17                    2.25               20110501                 11.875                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      308000                2053.33                    360                     359                  7.625                      0                      0                   0.375                      8 CHANDLER               AZ                                       85225 2-4 Family                             308000                20060601            75.48999786 No MI                                1.00E+17                    2.25               20110501                     13                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G01                                                      324000                1822.50                    360                     359                  6.375                      0                      0                   0.375                   6.75 Issaquah               WA                                       98029 PUD                                    324000                20060601                     80 No MI                                1.00E+17                    2.25               20090501                  12.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      36 N                                    20360501 AFL2
GI                       G02                                                      180000                1237.50                    360                     359                  7.875                      0                      0                   0.375                   8.25 Cottage Grove          OR                                       97424 Single Family                          180000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  13.25                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      364800                2432.00                    360                     359                  7.625                      0                      0                   0.375                      8 CHASKA                 MN                                       55318 Single Family                          364800                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     13                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G01                                                      484000                3377.92                    360                     359                      8                      0                      0                   0.375                  8.375 SAVAGE                 MN                                       55378 Single Family                          484000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      335926                2169.52                    360                     359                  7.375                      0                      0                   0.375                   7.75 GOODYEAR               AZ                                       85338 Single Family                          335926                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.75                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G03                                                       97300                 608.13                    360                     359                  7.125                      0                      0                   0.375                    7.5 ALBUQUERQUE            NM                                       87108 2-4 Family                              97300                20060601                     70 No MI                                1.00E+17                    2.25               20110501                   12.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G03                                                      192650                1204.06                    360                     359                  7.125                      0                      0                   0.375                    7.5 North Port             FL                                       34287 Single Family                          192650                20060601            73.52999878 No MI                                1.00E+17                    2.25               20110501                   12.5                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      120000                 812.50                    360                     359                   7.75                      0                      0                   0.375                  8.125 Land O Lakes           FL                                       34639 Single Family                          120000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.125                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      272300                1815.33                    360                     359                  7.625                      0                      0                   0.375                      8 Phoenix                AZ                                       85048 Single Family                          272300                20060601                     70 No MI                                1.00E+17                    2.25               20110501                     13                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      217000                1514.48                    360                     359                      8                      0                      0                   0.375                  8.375 Alva                   FL                                       33920 Single Family                          217000                20060601            74.56999969 No MI                                1.00E+17                    2.25               20110501                 13.375                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      198800                1283.92                    360                     359                  7.375                      0                      0                   0.375                   7.75 Lacey                  WA                                       98513 PUD                                    198800                20060601                     75 No MI                                1.00E+17                    2.25               20110501                  12.75                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      219600                1555.50                    360                     359                  8.125                      0                      0                   0.375                    8.5 Phoenix                AZ                                       85041 PUD                                    219600                20060601            79.98999786 No MI                                1.00E+17                    2.25               20110501                   13.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G03                                                      255920                1599.50                    360                     359                  7.125                      0                      0                   0.375                    7.5 Milliken               CO                                       80543 Single Family                          255920                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   12.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      108000                 742.50                    360                     359                  7.875                      0                      0                   0.375                   8.25 Saint Clair Shores     MI                                       48081 Single Family                          108000                20060601                     75 No MI                                1.00E+17                    2.25               20110501                  13.25                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G01                                                      169500                 953.44                    360                     359                  6.375                      0                      0                   0.375                   6.75 Aloha                  OR                                       97006 Single Family                          169500                20060601                     75 No MI                                1.00E+17                    2.25               20090501                  12.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      36 N                                    20360501 AFL2
GI                       G02                                                      360000                2100.00                    360                     359                  6.625                      0                      0                   0.375                      7 Oviedo                 FL                                       32765 Single Family                          360000                20060601                     80 No MI                                                           2.375               20080501                     12                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      24 N                                    20360501 AFL2
GI                       G02                                                       75000                 531.25                    360                     359                  8.125                      0                      0                   0.375                    8.5 SCOTTDALE              GA                                       30079 Single Family                           75000                20060601                     75 No MI                                1.00E+17                    2.25               20110501                   13.5                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G03                                                      147450                 890.84                    360                     359                  6.875                      0                      0                   0.375                   7.25 FORT MYERS             FL                                       33916 Condominium                            147450                20060601            79.98999786 No MI                                1.00E+17                    2.25               20110501                  13.25                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      190400                1289.17                    360                     358                   7.75                      0                      0                   0.375                  8.125 SAINT PAUL             MN                                       55104 2-4 Family                             190400                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.125                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G03                                                   111753.36                 782.56                    360                     358                  7.125                      0                      0                   0.375                    7.5 JOLIET                 IL                                       60432 Single Family                          111920                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                      395000                2304.17                    360                     359                  6.625                      0                      0                   0.375                      7 Santa Clara            CA                                       95051 Single Family                          395000                20060601            56.83000183 No MI                                1.00E+17                    2.25               20110501                     12                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G01                                                     1120000                7233.33                    360                     359                  7.375                      0                      0                   0.375                   7.75 ATL                    GA                                       30327 Single Family                         1120000                20060601                     70 No MI                                1.00E+17                    2.25               20110501                  12.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G03                                                      559993                3383.29                    360                     359                  6.875                      0                      0                   0.375                   7.25 Las Vegas              NV                                       89148 Single Family                          559993                20060601                     70 No MI                                1.00E+17                    2.25               20110501                  12.25                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                   227773.93                1752.45                    360                     359                  8.125                      0                      0                   0.375                    8.5 Hollywood              FL                                       33027 Single Family                          227912                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   13.5                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G02                                                      209680                1135.77                    360                     359                  6.125                      0                      0                   0.375                    6.5 Meridian               ID                                       83642 PUD                                    209680                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   11.5                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      160792                1088.70                    360                     359                   7.75                      0                      0                   0.375                  8.125 Orlando                FL                                       32822 Condominium                            160792                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.125                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G03                                                      417000                2519.37                    360                     359                  6.875                      0                      0                   0.375                   7.25 Fullerton              CA                                       92831 2-4 Family                             417000                20060601            60.88000107 No MI                                1.00E+17                    2.25               20110501                  12.25                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      311236                2042.49                    360                     359                    7.5                      0                      0                   0.375                  7.875 GLEN BURNIE            MD                                       21061 PUD                                    311236                20060601            79.93000031 No MI                                1.00E+17                    2.25               20110501                 12.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G03                                                      472000                2950.00                    360                     359                  7.125                      0                      0                   0.375                    7.5 PHOENIX                AZ                                       85086 Single Family                          472000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   12.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      363950                2312.60                    360                     359                   7.25                      0                      0                   0.375                  7.625 WOODBRIDGE             VA                                       22191 PUD                                    363950                20060601            79.98999786 No MI                                1.00E+17                    2.25               20110501                 12.625                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G01                                                      240000                1700.00                    360                     359                  8.125                      0                      0                   0.375                    8.5 LEESBURG               VA                                       20175 Condominium                            240000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   13.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G03                                                       98000                 612.50                    360                     359                  7.125                      0                      0                   0.375                    7.5 Saint Augustine        FL                                       32092 PUD                                     98000                20060601                     70 No MI                                1.00E+17                    2.25               20110501                   12.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G02                                                      179900                 993.20                    360                     358                   6.25                      0                      0                   0.375                  6.625 TUCKER                 GA                                       30084 Townhouse                              179900                20060501            79.98999786 No MI                                1.00E+17                    2.25               20110401                 11.625                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      106400                 698.25                    360                     358                    7.5                      0                      0                   0.375                  7.875 ST PETERSBURG          FL                                       33711 Single Family                          106400                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                      212752                1241.05                    360                     358                  6.625                      0                      0                   0.375                      7 SPRING HILL            FL                                       34609 PUD                                    212752                20060501                     80 No MI                                1.00E+17                    2.25               20110401                     12                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G03                                                      222650                1368.37                    360                     358                      7                      0                      0                   0.375                  7.375 BONITA SPRINGS         FL                                       34135 2-4 Family                             222650                20060501            79.98999786 No MI                                1.00E+17                    2.25               20110401                 12.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G03                                                      123650                 747.05                    360                     358                  6.875                      0                      0                   0.375                   7.25 BONITA SPRINGS         FL                                       34135 Single Family                          123650                20060501            79.98000336 No MI                                1.00E+17                    2.25               20110401                  12.25                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G03                                                      302242                1889.01                    360                     358                  7.125                      0                      0                   0.375                    7.5 LAND O LAKES           FL                                       34638 PUD                                    302242                20060501                     75 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G03                                                      193520                1209.50                    360                     358                  7.125                      0                      0                   0.375                    7.5 AUBURNDALE             FL                                       33823 PUD                                    193520                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      291900                1915.59                    360                     358                    7.5                      0                      0                   0.375                  7.875 ATLANTA                GA                                       30326 Condominium                            291900                20060501            79.98999786 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G03                                                      212000                1302.92                    360                     358                      7                      0                      0                   0.375                  7.375 HAINES CITY            FL                                       33844 Single Family                          212000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G03                                                      154240                 964.00                    360                     358                  7.125                      0                      0                   0.375                    7.5 DOUGLASVILLE           GA                                       30135 PUD                                    154240                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                      360000                2062.50                    360                     358                    6.5                      0                      0                   0.375                  6.875 SILVER SPRING          MD                                       20906 Single Family                          360000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                       96000                 650.00                    360                     358                   7.75                      0                      0                   0.375                  8.125 LITHONIA               GA                                       30058 Single Family                           96000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.125                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                       87750                 575.86                    360                     358                    7.5                      0                      0                   0.375                  7.875 GRIFFIN                GA                                       30223 Townhouse                               87750                20060501                     75 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      172274                1130.55                    360                     358                    7.5                      0                      0                   0.375                  7.875 GIBSONTON              FL                                       33534 PUD                                    172274                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      255900                1652.69                    360                     358                  7.375                      0                      0                   0.375                   7.75 Atlanta                GA                                       30326 Condominium                            255900                20060501            79.98999786 No MI                                1.00E+17                    2.25               20110401                  12.75                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      123750                 863.67                    360                     359                      8                      0                      0                   0.375                  8.375 Springville            UT                                       84663 2-4 Family                             123750                20060601                     75 No MI                                1.00E+17                    2.25               20110501                 13.375                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                       99288                 682.61                    360                     358                  7.875                      0                      0                   0.375                   8.25 Brandon                FL                                       33511 Condominium                             99288                20060501                     80 No MI                                1.00E+17                    2.75               20110401                  14.25                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G03                                                      144000                 750.00                    360                     358                  5.875                      0                      0                   0.375                   6.25 Mesa                   AZ                                       85202 PUD                                    144000                20060501                     80 No MI                                1.00E+17                    2.75               20110401                  11.25                  2.375                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                      101592                 582.04                    360                     358                    6.5                      0                      0                   0.375                  6.875 Lake Mary              FL                                       32746 Condominium                            101592                20060501                     80 No MI                                                            2.75               20110401                 12.875                  2.375                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                      248000                1446.67                    360                     359                  6.625                      0                      0                   0.375                      7 MANASSAS               VA                                       20110 Townhouse                              248000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     12                  2.375                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G03                                                      161777                1011.11                    360                     358                  7.125                      0                      0                   0.375                    7.5 COLLEGE PARK           GA                                       30349 PUD                                    161777                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G03                                                      164488                 976.65                    360                     358                   6.75                      0                      0                   0.375                  7.125 FAIRBURN               GA                                       30213 PUD                                    164488                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.125                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G03                                                      149200                 916.96                    360                     358                      7                      0                      0                   0.375                  7.375 JONESBORO              GA                                       30236 PUD                                    149200                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      169040                1091.72                    360                     358                  7.375                      0                      0                   0.375                   7.75 AUBURN                 GA                                       30011 PUD                                    169040                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      185000                1021.35                    360                     358                   6.25                      0                      0                   0.375                  6.625 Kennesaw               GA                                       30144 Single Family                          185000                20060501            64.91000366 No MI                                1.00E+17                    2.25               20160401                 11.625                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                     120 N                                    20360401 AFL2
GI                       G02                                                      113600                 757.33                    360                     358                  7.625                      0                      0                   0.375                      8 Marietta               GA                                       30064 Single Family                          113600                20060501                     80 No MI                                1.00E+17                    2.25               20110401                     13                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G03                                                   135370.72                 817.86                    360                     358                  6.875                      0                      0                   0.375                   7.25 Covington              GA                                       30016 PUD                                    135512                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G03                                                      149432                 933.95                    360                     358                  7.125                      0                      0                   0.375                    7.5 COVINGTON              GA                                       30016 PUD                                    149432                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      196700                1372.80                    360                     358                      8                      0                      0                   0.375                  8.375 DOUGLASVILLE           GA                                       30135 PUD                                    196700                20060501            79.98999786 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      117999                 774.37                    360                     358                    7.5                      0                      0                   0.375                  7.875 CONYERS                GA                                       30013 Single Family                          117999                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                      170150                 992.54                    360                     358                  6.625                      0                      0                   0.375                      7 LAWRENCEVILLE          GA                                       30043 PUD                                    170150                20060501            79.98999786 No MI                                1.00E+17                    2.25               20110401                     12                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      138392                 937.03                    360                     358                   7.75                      0                      0                   0.375                  8.125 Palmetto               GA                                       30268 PUD                                    138392                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.125                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G03                                                   159663.46                1077.42                    360                     358                   6.75                      0                      0                   0.375                  7.125 Conway                 SC                                       29526 Single Family                          159920                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.125                  1.875                       2 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G03                                                      102000                 605.63                    360                     358                   6.75                      0                      0                   0.375                  7.125 PALMETTO               GA                                       30268 PUD                                    102000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.125                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G03                                                       98400                 615.00                    360                     358                  7.125                      0                      0                   0.375                    7.5 SNELLVILLE             GA                                       30039 Single Family                           98400                20060501                     80 No MI                                1.00E+17                    2.25               20110401                   12.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      112000                 770.00                    360                     359                  7.875                      0                      0                   0.375                   8.25 HIAWASSEE              FL                                       32818 Single Family                          112000                20060601                     80 No MI                                                            2.25               20110501                  13.25                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      193500                1350.47                    360                     359                      8                      0                      0                   0.375                  8.375 Asheville              NC                                       28806 Single Family                          193500                20060601                     90 Mortgage Guaranty In                 1.00E+17                    2.25               20110501                 13.375                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G03                                                      146400                 915.00                    360                     359                  7.125                      0                      0                   0.375                    7.5 Wilmington             DE                                       19805 Townhouse                              146400                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   12.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      415971                2729.81                    360                     359                    7.5                      0                      0                   0.375                  7.875 Eagan                  MN                                       55123 Single Family                          415971                20060601                   78.5 No MI                                1.00E+17                    2.25               20110501                 12.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      415723                2728.18                    360                     359                    7.5                      0                      0                   0.375                  7.875 Chaska                 MN                                       55318 Single Family                          415723                20060601                     77 No MI                                1.00E+17                    2.25               20110501                 12.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      211200                1496.00                    360                     359                  8.125                      0                      0                   0.375                    8.5 North Port             FL                                       34288 Single Family                          211200                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   13.5                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      240000                1675.00                    360                     359                      8                      0                      0                   0.375                  8.375 Lehigh Acres           FL                                       33972 Single Family                          240000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.375                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G01                                                   134189.69                 916.84                    360                     358                  6.875                      0                      0                   0.375                   7.25 Harrison Township      MI                                       48045 Single Family                          134400                20060501                     80 No MI                                1.00E+17                       5               20090401                  13.25                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      36 N                                    20360401 AFL2
GII                      G02                                                      280000                1575.00                    360                     355                  6.375                      0                      0                   0.375                   6.75 Surprise               AZ                                       85388 PUD                                    280000                20060201                     80 No MI                                1.00E+17                    2.25               20110101                  12.75                  4.625                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360101 AFL2
GI                       G02                                                      367960                2376.41                    360                     358                  7.375                      0                      0                   0.375                   7.75 Hemet                  CA                                       92545 Single Family                          367960                20060501            79.98999786 No MI                                1.00E+17                    2.25               20110401                  13.75                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                     63918.1                 480.81                    360                     358                  7.875                      0                      0                   0.375                   8.25 Knoxville              TN                                       37917 Single Family                           64000                20060501                     80 No MI                                1.00E+17                   2.375               20080401                  13.25                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      24 N                                    20360401 AFL2
GI                       G01                                                      440000                3070.83                    360                     359                      8                      0                      0                   0.375                  8.375 Commerce Township      MI                                       48382 Single Family                          440000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.375                      2                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                       65600                 457.83                    360                     359                      8                      0                      0                   0.375                  8.375 Arlington              TX                                       76013 Single Family                           65600                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G03                                                   339728.11                2290.64                    360                     359                   6.75                      0                      0                   0.375                  7.125 Superior               CO                                       80027 PUD                                    340000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.125                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G03                                                      112000                 676.67                    360                     359                  6.875                      0                      0                   0.375                   7.25 Colorado Springs       CO                                       80910 Single Family                          112000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.25                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G03                                                      952000                5751.67                    360                     359                  6.875                      0                      0                   0.375                   7.25 Woodland Hills         CA                                       91364 Single Family                          952000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  13.25                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G01                                                      997500                7065.62                    360                     359                  8.125                      0                      0                   0.375                    8.5 LOS ANGELES            CA                                       90019 2-4 Family                             997500                20060601                     75 No MI                                1.00E+17                    2.25               20110501                   13.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      112000                 735.00                    360                     359                    7.5                      0                      0                   0.375                  7.875 Denver                 CO                                       80239 PUD                                    112000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      309600                2031.75                    360                     359                    7.5                      0                      0                   0.375                  7.875 Sacramento             CA                                       95829 Single Family                          309600                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G03                                                      367200                2295.00                    360                     359                  7.125                      0                      0                   0.375                    7.5 Elk Grove              CA                                       95624 Single Family                          367200                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   12.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G03                                                      119920                 587.11                    360                     358                    5.5                      0                      0                   0.375                  5.875 STOCKBRIDGE            GA                                       30281 PUD                                    119920                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 10.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      400000                2666.67                    360                     359                  7.625                      0                      0                   0.375                      8 Brooklyn Park          MN                                       55443 PUD                                    400000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     13                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                   111930.39                 851.28                    360                     359                      8                      0                      0                   0.375                  8.375 Kansas City            KS                                       66109 Single Family                          112000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.375                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      143500                 926.77                    360                     359                  7.375                      0                      0                   0.375                   7.75 Orlando                FL                                       32826 Single Family                          143500                20060601                     70 No MI                                1.00E+17                    2.25               20110501                  12.75                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      292000                1946.67                    360                     359                  7.625                      0                      0                   0.375                      8 CORONA                 CA                                       92882 Single Family                          292000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     13                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      116000                 737.08                    360                     359                   7.25                      0                      0                   0.375                  7.625 HYATTSVILLE            MD                                       20784 Condominium                            116000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.625                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G03                                                      373800                2297.31                    360                     359                      7                      0                      0                   0.375                  7.375 PERKASIE               PA                                       18944 Single Family                          373800                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                       94999                 663.01                    360                     359                      8                      0                      0                   0.375                  8.375 BUIES CREEK            NC                                       27506 PUD                                     94999                20060601            79.16999817 No MI                                1.00E+17                    2.25               20110501                 13.375                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                       94999                 663.01                    360                     359                      8                      0                      0                   0.375                  8.375 BUIES CREEK            NC                                       27506 PUD                                     94999                20060601            79.16999817 No MI                                1.00E+17                    2.25               20110501                 13.375                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G03                                                      101600                 635.00                    360                     357                  7.125                      0                      0                   0.375                    7.5 NEWPORT NEWS           VA                                       23602 PUD                                    101600                20060401                     80 No MI                                1.00E+17                    2.25               20110301                   12.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GII                      G03                                                      417000                2519.37                    360                     359                  6.875                      0                      0                   0.375                   7.25 Fullerton              CA                                       92832 2-4 Family                             417000                20060601            62.24000168 No MI                                1.00E+17                    2.25               20110501                  12.25                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G03                                                      197644                1173.51                    360                     359                   6.75                      0                      0                   0.375                  7.125 FLORENCE               AZ                                       85232 PUD                                    197644                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.125                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G03                                                      346450                2057.05                    360                     358                   6.75                      0                      0                   0.375                  7.125 Pittsburg              CA                                       94565 Single Family                          346450                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.125                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                   220702.94                1469.55                    360                     359                  6.625                      0                      0                   0.375                      7 Mays Landing           NJ                                        8330 PUD                                    220884                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     12                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G02                                                      329667                1785.70                    360                     358                  6.125                      0                      0                   0.375                    6.5 North Las Vegas        NV                                       89081 PUD                                    329667                20060501                     80 No MI                                                            2.25               20110401                   12.5                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                      256200                1627.94                    360                     358                   7.25                      0                      0                   0.375                  7.625 Killingworth           CT                                        6419 Single Family                          256200                20060501                     84 GE Capital MI                        1.00E+17                    2.25               20110401                 13.625                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                      218156                1158.95                    360                     358                      6                      0                      0                   0.375                  6.375 Stephens City          VA                                       22655 Townhouse                              218156                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.375                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                      261504                1498.20                    360                     358                    6.5                      0                      0                   0.375                  6.875 Wesley Chapel          FL                                       33543 PUD                                    261504                20060501                     80 No MI                                1.00E+17                    2.75               20110401                 12.875                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                   132882.66                 851.61                    360                     359                   6.25                      0                      0                   0.375                  6.625 SIMPSONVILLE           SC                                       29681 Single Family                          133000                20060601            56.59999847 No MI                                1.00E+17                    2.25               20110501                 11.625                  2.375                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      200000                1395.83                    360                     359                      8                      0                      0                   0.375                  8.375 Colorado Springs       CO                                       80904 2-4 Family                             200000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      228200                1473.79                    360                     359                  7.375                      0                      0                   0.375                   7.75 Surprise               AZ                                       85388 PUD                                    228200                20060601                     70 No MI                                1.00E+17                    2.25               20110501                  12.75                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G03                                                      174000                1087.50                    360                     359                  7.125                      0                      0                   0.375                    7.5 DIAMOND VALLEY         UT                                       84765 Single Family                          174000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   12.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G01                                                      351750                2454.92                    360                     359                      8                      0                      0                   0.375                  8.375 Scottsdale             AZ                                       85260 PUD                                    351750                20060601                     75 No MI                                1.00E+17                    2.25               20110501                 13.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      268000                1702.92                    360                     359                   7.25                      0                      0                   0.375                  7.625 Sterling               VA                                       20164 PUD                                    268000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.625                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G03                                                   155284.67                1086.58                    360                     359                  7.125                      0                      0                   0.375                    7.5 BLAINE                 MN                                       55434 Single Family                          155400                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   12.5                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      671250                4544.92                    360                     358                   7.75                      0                      0                   0.375                  8.125 Oakland                CA                                       94602 2-4 Family                             671250                20060501                     75 No MI                                1.00E+17                   2.375               20080401                 13.125                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      24 N                                    20360401 AFL2
GI                       G02                                                      172000                1200.42                    360                     359                      8                      0                      0                   0.375                  8.375 Riverview              FL                                       33569 PUD                                    172000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.375                      2                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      254400                1658.90                    360                     359                   7.45                      0                      0                   0.375                  7.825 Glendale               CA                                       91206 Condominium                            254400                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.825                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G01                                                      608000                4053.33                    360                     359                  7.625                      0                      0                   0.375                      8 San Diego              CA                                       92127 Single Family                          608000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     13                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G03                                                   107913.63                 727.62                    360                     359                   6.75                      0                      0                   0.375                  7.125 Atlanta                GA                                       30349 Single Family                          108000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.125                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      236480                1551.90                    360                     359                    7.5                      0                      0                   0.375                  7.875 BLUE RIVER             CO                                       80424 Townhouse                              236480                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G02                                                      195000                1056.25                    360                     359                  6.125                      0                      0                   0.375                    6.5 Santa Cruz             CA                                       95060 Single Family                          195000                20060601            27.86000061 No MI                                1.00E+17                    2.25               20110501                   11.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G03                                                      225000                1406.25                    360                     359                  7.125                      0                      0                   0.375                    7.5 PEORIA                 AZ                                       85382 PUD                                    225000                20060601            69.23000336 No MI                                1.00E+17                    2.25               20110501                   12.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G03                                                      182400                1140.00                    360                     359                  7.125                      0                      0                   0.375                    7.5 VENICE                 FL                                       34293 Single Family                          182400                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   12.5                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G02                                                      249600                1430.00                    360                     358                    6.5                      0                      0                   0.375                  6.875 Emeryville             CA                                       94608 Condominium                            249600                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                       69930                 488.05                    360                     359                      8                      0                      0                   0.375                  8.375 Saint Louis            MO                                       63137 Single Family                           69930                20060601                     70 No MI                                1.00E+17                    2.25               20110501                 13.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                       78000                 544.37                    360                     359                      8                      0                      0                   0.375                  8.375 WENATCHEE              WA                                       98802 Single Family                           78000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G03                                                      327844                2049.03                    360                     359                  7.125                      0                      0                   0.375                    7.5 SAHUARITA              AZ                                       85629 Single Family                          327844                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   12.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      213200                1443.54                    360                     359                   7.75                      0                      0                   0.375                  8.125 PARKER                 CO                                       80134 PUD                                    213200                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.125                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G02                                                      200000                1145.83                    360                     359                    6.5                      0                      0                   0.375                  6.875 VICTORVILLE            CA                                       92392 Single Family                          200000                20060601            57.49000168 No MI                                1.00E+17                    2.25               20110501                 11.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G01                                                      560000                3908.33                    360                     359                      8                      0                      0                   0.375                  8.375 Tustin                 CA                                       92780 Single Family                          560000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G03                                                      181280                1095.23                    360                     359                  6.875                      0                      0                   0.375                   7.25 Bakersfield            CA                                       93301 Single Family                          181280                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.25                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G03                                                     1500000                7500.00                    360                     360                  5.625                      0                      0                   0.375                      6 Great Falls            VA                                       22066 Single Family                         1500000                20060701            70.58999634 No MI                                1.00E+17                    2.25               20110601                     11                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GI                       G02                                                   250794.02                1907.40                    360                     359                      8                      0                      0                   0.375                  8.375 ROCHESTER              NH                                        3867 2-4 Family                             250950                20060601                     70 No MI                                                            2.25               20110501                 13.375                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G03                                                   135899.06                 950.94                    360                     359                  7.125                      0                      0                   0.375                    7.5 MILLTOWN               WI                                       54858 Single Family                          136000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   12.5                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      195849                1264.86                    360                     359                  7.375                      0                      0                   0.375                   7.75 PHOENIX                AZ                                       85041 PUD                                    195849                20060601                     75 No MI                                1.00E+17                    2.25               20110501                  12.75                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      202000                1409.79                    360                     359                      8                      0                      0                   0.375                  8.375 GLEN ALLEN             VA                                       23059 Townhouse                              202000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G03                                                     1000000                5937.50                    360                     359                   6.75                      0                      0                   0.375                  7.125 MIAMI BEACH            FL                                       33139 Single Family                         1000000                20060601            74.56999969 No MI                                1.00E+17                    2.25               20110501                 12.125                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                       62965                 406.65                    360                     359                  7.375                      0                      0                   0.375                   7.75 RICHMOND               VA                                       22334 Single Family                           62965                20060601                     70 No MI                                1.00E+17                    2.25               20110501                  13.75                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G02                                                   389206.31                2494.33                    360                     359                   6.25                      0                      0                   0.375                  6.625 PEORIA                 AZ                                       85383 PUD                                    389550                20060601            79.98999786 No MI                                1.00E+17                    2.25               20110501                 11.625                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G03                                                      208000                1300.00                    360                     359                  7.125                      0                      0                   0.375                    7.5 BALTIMORE              MD                                       21224 Townhouse                              208000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   12.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G01                                                   559651.93                4256.40                    360                     359                      8                      0                      0                   0.375                  8.375 BALDWIN                MD                                       21013 Single Family                          560000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.375                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G03                                                      176400                1065.75                    360                     359                  6.875                      0                      0                   0.375                   7.25 SPRINGHILL             FL                                       34608 Single Family                          176400                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.25                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      117650                 772.08                    360                     359                    7.5                      0                      0                   0.375                  7.875 MERIDIAN               ID                                       83642 Single Family                          117650                20060601            74.23000336 No MI                                1.00E+17                    2.25               20110501                 12.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      152000                1060.83                    360                     359                      8                      0                      0                   0.375                  8.375 Homestead              FL                                       33035 Condominium                            152000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G02                                                      168160                 963.42                    360                     359                    6.5                      0                      0                   0.375                  6.875 FOUNTAIN               CO                                       80817 Single Family                          168160                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      111200                 776.08                    360                     359                      8                      0                      0                   0.375                  8.375 PHOENIX                AZ                                       85013 Single Family                          111200                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      199920                1270.32                    360                     359                   7.25                      0                      0                   0.375                  7.625 BROOKLYN PARK          MN                                       55445 Single Family                          199920                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.625                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G03                                                      138400                 850.58                    360                     359                      7                      0                      0                   0.375                  7.375 FOUNTAIN               CO                                       80817 Single Family                          138400                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      140620                 908.17                    360                     359                  7.375                      0                      0                   0.375                   7.75 FAIRBURN               GA                                       30213 Single Family                          140620                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.75                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G03                                                      154800                 967.50                    360                     359                  7.125                      0                      0                   0.375                    7.5 Columbia Heights       MN                                       55421 Single Family                          154800                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   12.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G03                                                      371300                1933.85                    360                     358                  5.875                      0                      0                   0.375                   6.25 Stephens City          VA                                       22655 PUD                                    371300                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.25                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                      410000                2348.96                    360                     358                    6.5                      0                      0                   0.375                  6.875 Washington             DC                                       20012 Single Family                          410000                20060501                     80 No MI                                1.00E+17                     2.5               20110401                 12.875                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                      368000                2108.33                    360                     358                    6.5                      0                      0                   0.375                  6.875 Falls Church           VA                                       22042 Single Family                          368000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.875                  2.125                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      160296                1035.24                    360                     359                  7.375                      0                      0                   0.375                   7.75 Rio Rancho             NM                                       87144 Single Family                          160296                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      110400                 770.50                    360                     359                      8                      0                      0                   0.375                  8.375 ATLANTA                GA                                       30317 Single Family                          110400                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      130400                 842.17                    360                     358                  7.375                      0                      0                   0.375                   7.75 Gaithersburg           MD                                       20878 Condominium                            130400                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  13.75                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                      355900                1964.86                    360                     357                   6.25                      0                      0                   0.375                  6.625 Woodbridge             VA                                       22193 Single Family                          355900                20060401                     80 No MI                                1.00E+17                     2.5               20110301                 12.625                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GII                      G02                                                      272000                1558.33                    360                     357                    6.5                      0                      0                   0.375                  6.875 Gaithersburg           MD                                       20879 PUD                                    272000                20060401                     80 No MI                                1.00E+17                     2.5               20110301                 12.875                  2.125                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GII                      G01                                                      336000                1925.00                    360                     357                    6.5                      0                      0                   0.375                  6.875 Woodbridge             VA                                       22193 Single Family                          336000                20060401                     80 No MI                                1.00E+17                     2.5               20090301                 12.875                  2.125                       2 First Lien                                    Y                                           60 No_PP                                     360                      36 N                                    20360301 AFL2
GI                       G02                                                    112420.6                 805.96                    360                     359                  7.375                      0                      0                   0.375                   7.75 WEST GREENWICH         RI                                        2817 Single Family                          112500                20060601                     75 No MI                                1.00E+17                    2.25               20110501                  12.75                  2.125                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G03                                                      383900                1999.48                    360                     358                  5.875                      0                      0                   0.375                   6.25 HENDERSON              NV                                       89011 Condominium                            383900                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.25                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                      262400                1476.00                    360                     358                  6.375                      0                      0                   0.375                   6.75 Stafford               VA                                       22556 Single Family                          262400                20060501                     80 No MI                                1.00E+17                     2.5               20110401                  12.75                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GII                      G02                                                      134400                 770.00                    360                     358                    6.5                      0                      0                   0.375                  6.875 Philadelphia           PA                                       19125 Single Family                          134400                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.875                  2.125                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      104000                 704.17                    360                     360                   7.75                      0                      0                   0.375                  8.125 Albuquerque            NM                                       87121 PUD                                    104000                20060701            84.97000122 PMI                                  1.00E+17                    2.25               20110601                 13.125                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360601 AFL2
GI                       G02                                                      181360                1246.85                    360                     359                  7.875                      0                      0                   0.375                   8.25 MILLINGTON             MD                                       21651 Single Family                          181360                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  13.25                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      112500                 832.03                    360                     358                    8.5                      0                      0                   0.375                  8.875 Detroit                MI                                       48224 Single Family                          112500                20060501                     90 GE Capital MI                        1.00E+17                    2.75               20110401                 14.875                  1.875                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                       38000                 281.04                    360                     357                    8.5                      0                      0                   0.375                  8.875 Akron                  OH                                       44306 Single Family                           38000                20060401                     80 No MI                                1.00E+17                    2.25               20110301                 14.875                  2.375                       2 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G03                                                      117600                 735.00                    360                     359                  7.125                      0                      0                   0.375                    7.5 Snellville             GA                                       30039 Single Family                          117600                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   12.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      210400                1446.50                    360                     359                  7.875                      0                      0                   0.375                   8.25 AM FORK                UT                                       84003 Single Family                          210400                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  13.25                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                   185372.34                1345.00                    360                     359                    7.5                      0                      0                   0.375                  7.875 Charleston             SC                                       29412 Condominium                            185500                20060601                     70 No MI                                1.00E+17                    2.25               20110501                 12.875                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      260000                1814.58                    360                     359                      8                      0                      0                   0.375                  8.375 Minneapolis            MN                                       55404 Single Family                          260000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G01                                                  1086732.46                7790.98                    360                     359                  7.375                      0                      0                   0.375                   7.75 Atlanta                GA                                       30342 Single Family                         1087500                20060601                     75 No MI                                                            2.25               20110501                  12.75                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G02                                                      203920                1147.05                    360                     359                  6.375                      0                      0                   0.375                   6.75 ERIE                   CO                                       80516 Condominium                            203920                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  11.75                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      360000                2475.00                    360                     359                  7.875                      0                      0                   0.375                   8.25 GRANTS PASS            OR                                       97526 Single Family                          360000                20060601                     75 No MI                                1.00E+17                    2.25               20110501                  13.25                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      358350                2351.67                    360                     359                    7.5                      0                      0                   0.375                  7.875 Henderson              NV                                       89015 Single Family                          358350                20060601                     75 No MI                                1.00E+17                    2.25               20110501                 12.875                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G02                                                      360000                2100.00                    360                     357                  6.625                      0                      0                   0.375                      7 Lanham                 MD                                       20706 Single Family                          360000                20060401                     80 No MI                                1.00E+17                     2.5               20110301                     13                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360301 AFL2
GI                       G01                                                      451480                3056.90                    360                     359                   7.75                      0                      0                   0.375                  8.125 Oak Hill               VA                                       20171 PUD                                    451480                20060601                     70 No MI                                1.00E+17                    2.25               20110501                 14.125                  2.125                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      276750                1816.17                    360                     359                    7.5                      0                      0                   0.375                  7.875 Cape Coral             FL                                       33993 Single Family                          276750                20060601                     75 No MI                                                            2.25               20110501                 12.875                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                   236960.63                1802.19                    360                     359                      8                      0                      0                   0.375                  8.375 LAS VEGAS              NV                                       89123 Single Family                          237108                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.375                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G01                                                      500000                3437.50                    360                     359                  7.875                      0                      0                   0.375                   8.25 ATLANTA                GA                                       30328 Single Family                          500000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  14.25                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G01                                                   189789.71                1028.03                    360                     357                  6.125                      0                      0                   0.375                    6.5 Gilbert                AZ                                       85296 PUD                                    189790                20060401            71.62000275 No MI                                1.00E+17                     2.5               20090301                   12.5                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      36 N                                    20360301 AFL2
GII                      G02                                                      127992                 719.96                    360                     358                  6.375                      0                      0                   0.375                   6.75 Lake Mary              FL                                       32746 Condominium                            127992                20060501                     80 No MI                                1.00E+17                    2.75               20110401                  12.75                  2.125                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G03                                                      500000                2916.67                    360                     356                  6.625                      0                      0                   0.375                      7 Arlington              VA                                       22206 Single Family                          500000                20060301            62.88999939 No MI                                1.00E+17                     2.5               20110201                     13                  2.375                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360201 AFL2
GII                      G01                                                      650000                4671.88                    360                     359                   8.25                      0                      0                   0.375                  8.625 Arlington              VA                                       22207 Single Family                          650000                20060601            68.27999878 No MI                                1.00E+17                     2.5               20090501                 14.625                  2.125                       2 First Lien                                    Y                                           60 No_PP                                     360                      36 N                                    20360501 AFL2
GI                       G02                                                      160000                1050.00                    360                     359                    7.5                      0                      0                   0.375                  7.875 PHOENIX                AZ                                       85008 Single Family                          160000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.875                  2.125                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G02                                                      400000                2291.67                    360                     359                    6.5                      0                      0                   0.375                  6.875 Fontana                CA                                       92336 Single Family                          400000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G02                                                      252800                1448.33                    360                     359                    6.5                      0                      0                   0.375                  6.875 WINTER PARK            FL                                       32792 PUD                                    252800                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.875                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      212000                1413.33                    360                     359                  7.625                      0                      0                   0.375                      8 Phoenix                AZ                                       85040 PUD                                    212000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     13                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G03                                                      186750                1167.19                    360                     359                  7.125                      0                      0                   0.375                    7.5 WINLOCK                WA                                       98596 Single Family                          186750                20060601                     75 No MI                                1.00E+17                    2.25               20110501                   12.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      116800                 778.67                    360                     359                  7.625                      0                      0                   0.375                      8 Okemos                 MI                                       48864 Condominium                            116800                20060601                     80 No MI                                1.00E+17                    2.75               20110501                     14                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      145000                 951.56                    360                     359                    7.5                      0                      0                   0.375                  7.875 Crested Butte          CO                                       81224 Condominium                            145000                20060601            52.15999985 No MI                                1.00E+17                    2.25               20110501                 12.875                  2.375                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      124500                 868.91                    360                     359                      8                      0                      0                   0.375                  8.375 Colorado Springs       CO                                       80904 Single Family                          124500                20060601                     75 No MI                                1.00E+17                    2.25               20110501                 13.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                    60860.16                 452.18                    360                     359                   7.75                      0                      0                   0.375                  8.125 Detroit                MI                                       48238 Single Family                           60900                20060601                     70 No MI                                1.00E+17                    2.25               20110501                 13.125                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G02                                                      136500                 782.03                    360                     359                    6.5                      0                      0                   0.375                  6.875 Westminster            CO                                       80031 Single Family                          136500                20060601            65.62999725 No MI                                1.00E+17                    2.25               20110501                 11.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G03                                                      302250                1889.06                    360                     359                  7.125                      0                      0                   0.375                    7.5 Scottsdale             AZ                                       85250 Single Family                          302250                20060601                     65 No MI                                1.00E+17                    2.25               20110501                   12.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G03                                                      192000                1180.00                    360                     359                      7                      0                      0                   0.375                  7.375 Atlanta                GA                                       30318 Single Family                          192000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      137600                 960.33                    360                     359                      8                      0                      0                   0.375                  8.375 Boise                  ID                                       83713 Single Family                          137600                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      151900                 775.32                    360                     359                   5.75                      0                      0                   0.375                  6.125 UNION TOWNSHIP         NJ                                        8809 Condominium                            151900                20060601            79.98999786 No MI                                1.00E+17                   2.375               20080501                 11.125                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      24 N                                    20360501 AFL2
GII                      G03                                                      110400                 655.50                    360                     359                   6.75                      0                      0                   0.375                  7.125 Colorado Springs       CO                                       80908 Single Family                          110400                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.125                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G03                                                      105600                 638.00                    360                     359                  6.875                      0                      0                   0.375                   7.25 TITUSVILLE             FL                                       32796 Single Family                          105600                20060601                     80 No MI                                                            2.25               20110501                  12.25                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G03                                                      120400                 727.42                    360                     359                  6.875                      0                      0                   0.375                   7.25 SHAWNEE                KS                                       66216 Single Family                          120400                20060601            69.80000305 No MI                                1.00E+17                    2.25               20110501                  12.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G01                                                     1000000                6770.83                    360                     359                   7.75                      0                      0                   0.375                  8.125 MIAMI                  FL                                       33131 Condominium                           1000000                20060601            66.66999817 No MI                                1.00E+17                    2.25               20110501                 14.125                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                   151818.06                1114.74                    360                     359                  7.625                      0                      0                   0.375                      8 Green Cove Springs     FL                                       32043 PUD                                    151920                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     13                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G03                                                   167865.65                1131.85                    360                     359                   6.75                      0                      0                   0.375                  7.125 AURORA                 IL                                       60506 Single Family                          168000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.125                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G03                                                   224083.57                1567.99                    360                     359                  7.125                      0                      0                   0.375                    7.5 LEWES                  DE                                       19958 Single Family                          224250                20060601                     65 No MI                                1.00E+17                    2.25               20110501                   12.5                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G03                                                      456550                2853.44                    360                     358                  7.125                      0                      0                   0.375                    7.5 Oviedo                 FL                                       32765 PUD                                    456550                20060501                     80 No MI                                1.00E+17                    2.75               20110401                   13.5                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GII                      G02                                                      232500                1259.38                    360                     360                  6.125                      0                      0                   0.375                    6.5 SAN FRANCISCO          CA                                       94112 Single Family                          232500                20060701            29.80999947 No MI                                1.00E+17                    2.25               20110601                   11.5                  2.375                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360601 AFL2
GI                       G03                                                      642900                4018.13                    360                     359                  7.125                      0                      0                   0.375                    7.5 TRIANGLE               VA                                       22172 PUD                                    642900                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   12.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      343000                2250.94                    360                     358                    7.5                      0                      0                   0.375                  7.875 Belleville             NJ                                        7109 Condominium                            343000                20060501            79.84999847 No MI                                1.00E+17                    2.25               20110401                 13.875                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      104480                 631.23                    360                     359                  6.875                      0                      0                   0.375                   7.25 COVINGTON              GA                                       30016 PUD                                    104480                20060601                     80 No MI                                1.00E+17                    2.25               20130501                  12.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      84 N                                    20360501 AFL2
GI                       G02                                                   111528.84                 838.41                    360                     359                  7.875                      0                      0                   0.375                   8.25 AUSTIN                 TX                                       78757 Single Family                          111600                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  13.25                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G03                                                      603992                3712.03                    360                     359                      7                      0                      0                   0.375                  7.375 LORTON                 VA                                       22079 Single Family                          603992                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.375                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G01                                                      480000                2600.00                    360                     359                  6.125                      0                      0                   0.375                    6.5 HOLLYWOOD              FL                                       33027 PUD                                    480000                20060601            73.84999847 No MI                                1.00E+17                    2.25               20090501                   12.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      36 N                                    20360501 AFL2
GI                       G03                                                      119192                 732.53                    360                     359                      7                      0                      0                   0.375                  7.375 Phoenix                AZ                                       85013 Condominium                            119192                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G02                                                      229600                1339.33                    360                     359                  6.625                      0                      0                   0.375                      7 Las Vegas              NV                                       89145 Single Family                          229600                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     12                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      162750                1085.00                    360                     359                  7.625                      0                      0                   0.375                      8 MARICOPA               AZ                                       85239 PUD                                    162750                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     13                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G02                                                      247540                1392.41                    360                     358                  6.375                      0                      0                   0.375                   6.75 Green Cove Springs     FL                                       32043 PUD                                    247540                20060501                     80 No MI                                1.00E+17                    2.75               20110401                  12.75                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                   111928.58                 841.42                    360                     359                  7.875                      0                      0                   0.375                   8.25 MIDWAY                 FL                                       32343 Single Family                          112000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  13.25                  2.375                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                       92800                 657.33                    360                     359                  8.125                      0                      0                   0.375                    8.5 RIVERDALE              GA                                       30274 Single Family                           92800                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   13.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                    85687.94                 606.93                    360                     359                   7.25                      0                      0                   0.375                  7.625 Jacksonville           FL                                       32211 Single Family                           85750                20060601                     70 No MI                                1.00E+17                    2.25               20110501                 12.625                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                   149497.05                1084.70                    360                     359                    7.5                      0                      0                   0.375                  7.875 Savannah               GA                                       31404 Single Family                          149600                20060601            74.80000305 No MI                                1.00E+17                    2.25               20110501                 12.875                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G01                                                      494000                3241.88                    360                     359                    7.5                      0                      0                   0.375                  7.875 Fresno                 CA                                       93722 Single Family                          494000                20060601                     76 No MI                                1.00E+17                    2.25               20110501                 12.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      170100                1116.28                    360                     359                    7.5                      0                      0                   0.375                  7.875 Conway                 SC                                       29526 Single Family                          170100                20060601                     70 No MI                                1.00E+17                    2.25               20110501                 12.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G01                                                      496000                3513.33                    360                     359                  8.125                      0                      0                   0.375                    8.5 North Las Vegas        NV                                       89084 PUD                                    496000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   13.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G01                                                     1230200                8073.19                    360                     359                    7.5                      0                      0                   0.375                  7.875 MIAMI                  FL                                       33131 Condominium                           1230200                20060601            58.58000183 No MI                                1.00E+17                    2.25               20110501                 12.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G02                                                      320000                1800.00                    360                     358                  6.375                      0                      0                   0.375                   6.75 Miami                  FL                                       33176 Single Family                          320000                20060501                     80 No MI                                1.00E+17                    2.75               20110401                  12.75                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G01                                                      459000                3107.81                    360                     358                   7.75                      0                      0                   0.375                  8.125 Cordova                MD                                       21625 PUD                                    459000                20060501            66.97000122 No MI                                1.00E+17                    2.25               20110401                 13.125                  2.375                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 AFL2
GI                       G02                                                      127520                 876.70                    360                     359                  7.875                      0                      0                   0.375                   8.25 LIBERTY                MO                                       64068 PUD                                    127520                20060601            79.94999695 No MI                                1.00E+17                    2.25               20110501                  13.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G03                                                      274368                1657.64                    360                     359                  6.875                      0                      0                   0.375                   7.25 PEORIA                 AZ                                       85383 PUD                                    274368                20060601                     80 No MI                                1.00E+17                    2.25               20110501                  12.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                   284049.38                2036.40                    360                     359                  7.375                      0                      0                   0.375                   7.75 DENVER                 CO                                       80209 2-4 Family                             284250                20060601                     75 No MI                                1.00E+17                    2.25               20110501                  12.75                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                   178274.09                1278.08                    360                     359                  7.375                      0                      0                   0.375                   7.75 WINSTON SALEM          NC                                       27103 Single Family                          178400                20060601            79.98999786 No MI                                1.00E+17                    2.25               20110501                  12.75                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G02                                                      279200                1599.58                    360                     358                    6.5                      0                      0                   0.375                  6.875 Hendersonville         TN                                       37075 PUD                                    279200                20060501                     80 No MI                                1.00E+17                    2.75               20110401                 12.875                  1.875                       2 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G02                                                    75519.96                 548.15                    360                     359                    7.5                      0                      0                   0.375                  7.875 Jacksonville           AR                                       72076 Single Family                           75600                20060601                     90 GE Capital MI                        1.00E+17                    2.25               20130501                 12.875                  2.375                       1 First Lien                                    N                                            0 Prepay                                    360                      84 N                                    20360501 AFL2
GII                      G02                                                      238700                1342.69                    360                     359                  6.375                      0                      0                   0.375                   6.75 Victorville            CA                                       92395 Single Family                          238700                20060601            72.76999664 No MI                                1.00E+17                    2.25               20110501                  11.75                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G03                                                    97402.34                 665.50                    360                     358                  6.875                      0                      0                   0.375                   7.25 EL PASO                TX                                       79928 Single Family                           97555                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  13.25                  1.875                       2 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G01                                                     1500000               10625.00                    360                     359                  8.125                      0                      0                   0.375                    8.5 Tarzana                CA                                       91356 Single Family                         1500000                20060601            71.43000031 No MI                                1.00E+17                    2.25               20110501                   13.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      252800                1606.33                    360                     359                   7.25                      0                      0                   0.375                  7.625 COVINGTON              WA                                       98042 Single Family                          252800                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.625                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      216000                1507.50                    360                     359                      8                      0                      0                   0.375                  8.375 Saint Paul             MN                                       55117 Single Family                          216000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                    83862.25                 608.48                    360                     359                    7.5                      0                      0                   0.375                  7.875 LE CLAIRE              IA                                       52753 Single Family                           83920                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.875                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                       88000                 623.33                    360                     359                  8.125                      0                      0                   0.375                    8.5 Kansas City            MO                                       64134 Single Family                           88000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   13.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G03                                                      752392                4624.08                    360                     359                      7                      0                      0                   0.375                  7.375 DUMFRIES               VA                                       22026 PUD                                    752392                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G01                                                      644000                4226.25                    360                     359                    7.5                      0                      0                   0.375                  7.875 LAS VEGAS              NV                                       89123 PUD                                    644000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G03                                                       86400                 540.00                    360                     359                  7.125                      0                      0                   0.375                    7.5 COVINGTON              GA                                       30014 Single Family                           86400                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   12.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                   131509.44                 954.19                    360                     359                    7.5                      0                      0                   0.375                  7.875 JACKSONVILLE           FL                                       32210 Single Family                          131600                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.875                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G02                                                   133887.43                 880.28                    360                     359                    6.5                      0                      0                   0.375                  6.875 LAS VEGAS              NV                                       89108 Townhouse                              134000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 11.875                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G03                                                      203200                1248.83                    360                     359                      7                      0                      0                   0.375                  7.375 Portland               OR                                       97211 Single Family                          203200                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      224000                1563.33                    360                     358                      8                      0                      0                   0.375                  8.375 EAGAN                  MN                                       55122 Single Family                          224000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 AFL2
GI                       G01                                                      586950                4157.56                    360                     359                  8.125                      0                      0                   0.375                    8.5 UPPER MARLBORO         MD                                       20774 PUD                                    586950                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   13.5                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G02                                                      102000                 637.50                    360                     359                  7.125                      0                      0                   0.375                    7.5 CLEVELAND HEIGHTS      OH                                       44118 Single Family                          102000                20060601                     75 No MI                                1.00E+17                    2.25               20130501                   12.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      84 N                                    20360501 AFL2
GI                       G02                                                       81000                 565.31                    360                     359                      8                      0                      0                   0.375                  8.375 Magna                  UT                                       84044 Single Family                           81000                20060601                     75 No MI                                1.00E+17                    2.25               20110501                 13.375                  1.875                       1 First Lien                                    Y                                           60 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G01                                                      634850                4430.72                    360                     359                      8                      0                      0                   0.375                  8.375 FT WASHINGTON          MD                                       20744 Single Family                          634850                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GI                       G03                                                      172000                1075.00                    360                     359                  7.125                      0                      0                   0.375                    7.5 TUCSON                 AZ                                       85746 PUD                                    172000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                   12.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      270889                1805.93                    360                     359                  7.625                      0                      0                   0.375                      8 Boynton Beach          FL                                       33426 PUD                                    270889                20060601                     70 No MI                                1.00E+17                    2.25               20110501                     13                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GII                      G03                                                      288000                1710.00                    360                     359                   6.75                      0                      0                   0.375                  7.125 BALDWIN PARK           CA                                       91706 Townhouse                              288000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 12.125                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G01                                                      575200                4014.42                    360                     359                      8                      0                      0                   0.375                  8.375 CORNELIUS              NC                                       28031 Single Family                          575200                20060601            70.58000183 No MI                                1.00E+17                    2.25               20110501                 13.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      180000                1181.25                    360                     359                    7.5                      0                      0                   0.375                  7.875 Bakersfield            CA                                       93305 Single Family                          180000                20060601                     90 PMI                                                              2.25               20110501                 12.875                  1.875                       1 First Lien                                    Y                                           60 Prepay                                    360                      60 N                                    20360501 AFL2
GI                       G02                                                      119920                 811.96                    360                     359                   7.75                      0                      0                   0.375                  8.125 DENVER                 CO                                       80219 Single Family                          119920                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.125                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 AFL2
GII                      G03                                                      332000                2005.83                    360                     355                  6.875                      0                      0                   0.375                   7.25 FORT WASHINGTON        MD                                       20744 Single Family                          332000                20060201                     80 No MI                                1.00E+17                    2.25               20110101                  12.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360101 WALN
GI                       G02                                                      229500                1267.03                    360                     358                   6.25                      0                      0                   0.375                  6.625 RYDAL                  GA                                       30171 Single Family                          229500                20060501                  63.75 No MI                                1.00E+17                    2.25               20160401                 11.625                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                     120 N                                    20360401 WALN
GI                       G03                                                      722700                4441.59                    360                     358                      7                      0                      0                   0.375                  7.375 Corona                 CA                                       92882 PUD                                    722700                20060501            79.98999786 No MI                                1.00E+17                    2.25               20110401                 12.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 WALN
GI                       G02                                                      277500                1821.09                    360                     359                    7.5                      0                      0                   0.375                  7.875 SeaSide Park           NJ                                        8753 Condominium                            277500                20060601                     75 No MI                                1.00E+17                    2.25               20110501                 12.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 WALN
GII                      G03                                                      176000                1045.00                    360                     358                   6.75                      0                      0                   0.375                  7.125 Buckeye                AZ                                       85326 PUD                                    176000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.125                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 WALN
GI                       G01                                                    69653.67                 505.74                    360                     358                    7.5                      0                      0                   0.375                  7.875 SOUTH PADRE ISLAND     TX                                       78597 Condominium                             69750                20060501                     75 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 WALN
GI                       G02                                                      452800                3113.00                    360                     358                  7.875                      0                      0                   0.375                   8.25 Washington             DC                                       20011 2-4 Family                             452800                20060501                     80 No MI                                                            2.25               20110401                  13.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 WALN
GII                      G01                                                      412046                1931.47                    360                     358                   5.25                      0                      0                   0.375                  5.625 PASO ROBLES            CA                                       93446 Single Family                          412046                20060501                     80 No MI                                1.00E+17                    2.25               20090401                 11.625                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      36 N                                    20360401 WALN
GI                       G02                                                   159349.64                1157.00                    360                     358                    7.5                      0                      0                   0.375                  7.875 QUEEN CREEK            AZ                                       85242 PUD                                    159570                20060501                     80 No MI                                1.00E+17                   2.375               20080401                 12.875                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      24 N                                    20360401 WALN
GII                      G02                                                   139764.07                 919.71                    360                     358                    6.5                      0                      0                   0.375                  6.875 MCALLEN                TX                                       78503 Single Family                          140000                20060501            60.86999893 No MI                                1.00E+17                    2.25               20110401                 11.875                      2                       1 First Lien                                    N                                            0 Prepay                                    360                      60 N                                    20360401 WALN
GI                       G03                                                      157000                 964.90                    360                     358                      7                      0                      0                   0.375                  7.375 PHOENIX                AZ                                       85043 Single Family                          157000                20060501            66.80999756 No MI                                1.00E+17                    2.25               20110401                 12.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 WALN
GII                      G03                                                      115000                 682.81                    360                     358                   6.75                      0                      0                   0.375                  7.125 Orlando                FL                                       32837 PUD                                    115000                20060501            39.65999985 No MI                                1.00E+17                    2.25               20110401                 12.125                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 WALN
GI                       G03                                                      207600                1275.87                    360                     358                      7                      0                      0                   0.375                  7.375 LAVEEN                 AZ                                       85339 PUD                                    207600                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 WALN
GI                       G02                                                      112600                 750.67                    360                     358                  7.625                      0                      0                   0.375                      8 ARIZONA CITY           AZ                                       85223 Single Family                          112600                20060501            79.98000336 No MI                                1.00E+17                    2.25               20110401                     13                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 WALN
GII                      G02                                                      169618                 954.10                    360                     358                  6.375                      0                      0                   0.375                   6.75 COTTONWOOD             AZ                                       86326 PUD                                    169618                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  11.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 WALN
GI                       G02                                                      239250                1570.08                    360                     358                    7.5                      0                      0                   0.375                  7.875 BRIDGEPORT             CT                                        6604 2-4 Family                             239250                20060501                     75 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 WALN
GI                       G01                                                      625728                4497.42                    360                     358                   8.25                      0                      0                   0.375                  8.625 Palm Beach Gardens     FL                                       33410 PUD                                    625728                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.625                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 WALN
GII                      G01                                                      164000                 888.33                    360                     358                  6.125                      0                      0                   0.375                    6.5 Apopka                 FL                                       32703 Single Family                          164000                20060501                     80 No MI                                                            2.25               20090401                   12.5                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      36 N                                    20360401 WALN
GII                      G03                                                      580000                3504.17                    360                     358                  6.875                      0                      0                   0.375                   7.25 RED BANK               NJ                                        7701 Single Family                          580000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 WALN
GI                       G02                                                   100581.75                 691.50                    360                     358                  7.875                      0                      0                   0.375                   8.25 NORWICH                NY                                       13815 2-4 Family                             101600                20060501            78.15000153 No MI                                1.00E+17                    2.25               20110401                  13.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 WALN
GII                      G03                                                      302000                1793.13                    360                     358                   6.75                      0                      0                   0.375                  7.125 KENNESAW               GA                                       30152 Single Family                          302000                20060501            64.94999695 No MI                                1.00E+17                    2.25               20110401                 12.125                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 WALN
GII                      G02                                                      319227                1828.91                    360                     358                    6.5                      0                      0                   0.375                  6.875 SURPRISE               AZ                                       85379 PUD                                    319227                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 WALN
GI                       G02                                                      280000                1866.67                    360                     358                  7.625                      0                      0                   0.375                      8 WASHINGTON             DC                                       20018 Single Family                          280000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                     13                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 WALN
GII                      G03                                                      725000                4304.69                    360                     358                   6.75                      0                      0                   0.375                  7.125 ROSLYN                 NY                                       11576 Single Family                          725000                20060501            53.70000076 No MI                                1.00E+17                    2.25               20110401                 12.125                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 WALN
GI                       G02                                                      136000                 920.83                    360                     358                   7.75                      0                      0                   0.375                  8.125 FORT LAUDERDALE        FL                                       33311 Single Family                          136000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.125                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 WALN
GI                       G02                                                      190400                1249.50                    360                     358                    7.5                      0                      0                   0.375                  7.875 Baltimore              MD                                       21234 Townhouse                              190400                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 WALN
GI                       G02                                                      177520                1164.98                    360                     358                    7.5                      0                      0                   0.375                  7.875 Orlando                FL                                       32822 Condominium                            177520                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 WALN
GII                      G02                                                      396000                2268.75                    360                     358                    6.5                      0                      0                   0.375                  6.875 Manassas               VA                                       20111 Single Family                          396000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 11.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 WALN
GII                      G02                                                      295500                1723.75                    360                     358                  6.625                      0                      0                   0.375                      7 BELLINGHAM             WA                                       98225 Single Family                          295500                20060501                     75 No MI                                1.00E+17                    2.25               20110401                     12                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 WALN
GII                      G03                                                       86000                 510.63                    360                     358                   6.75                      0                      0                   0.375                  7.125 Leander                TX                                       78641 PUD                                     86000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.125                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 WALN
GI                       G01                                                      448000                3080.00                    360                     359                  7.875                      0                      0                   0.375                   8.25 Lithonia               GA                                       30038 Single Family                          448000                20060601                     80 No MI                                                            2.25               20110501                  13.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 WALN
GI                       G02                                                   119995.01                 787.47                    360                     358                    7.5                      0                      0                   0.375                  7.875 BACKUS                 MN                                       56435 Single Family                          120000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 WALN
GII                      G02                                                      285000                1662.50                    360                     358                  6.625                      0                      0                   0.375                      7 Rosemead               CA                                       91770 Condominium                            285000                20060501                     75 No MI                                1.00E+17                    2.25               20110401                     12                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 WALN
GI                       G02                                                      144000                1005.00                    360                     358                      8                      0                      0                   0.375                  8.375 Mankato                MN                                       56001 Single Family                          144000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 13.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 WALN
GI                       G01                                                      648000                4252.50                    360                     358                    7.5                      0                      0                   0.375                  7.875 Minnetonka             MN                                       55345 Single Family                          648000                20060501                     80 No MI                                1.00E+17                    2.25               20110401                 12.875                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 WALN
GII                      G03                                                      459603                2681.02                    360                     359                  6.625                      0                      0                   0.375                      7 Flagstaff              AZ                                       86001 PUD                                    459603                20060601                     80 No MI                                1.00E+17                    2.25               20110501                     12                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 WALN
GII                      G03                                                      185926                1123.30                    360                     358                  6.875                      0                      0                   0.375                   7.25 Buckeye                AZ                                       85326 PUD                                    185926                20060501                     80 No MI                                1.00E+17                    2.25               20110401                  12.25                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 WALN
GI                       G03                                                      238000                1462.71                    360                     358                      7                      0                      0                   0.375                  7.375 Jamaica                NY                                       11436 Single Family                          238000                20060501                     70 No MI                                1.00E+17                    2.25               20110401                 12.375                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 WALN
GI                       G03                                                      239000                1468.85                    360                     358                      7                      0                      0                   0.375                  7.375 Surprise               AZ                                       85374 PUD                                    239000                20060501                     70 No MI                                                            2.25               20110401                 12.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 WALN
GII                      G03                                                     1293750                7546.87                    360                     358                  6.625                      0                      0                   0.375                      7 SCOTTSDALE             AZ                                       85262 PUD                                   1293750                20060501                     75 No MI                                1.00E+17                    2.25               20110401                     12                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360401 WALN
GI                       G01                                                      547500                3535.94                    360                     358                  7.375                      0                      0                   0.375                   7.75 Phoenix                AZ                                       85012 Single Family                          547500                20060501                     75 No MI                                1.00E+17                    2.25               20110401                  12.75                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 WALN
GI                       G02                                                   105340.42                 801.67                    360                     358                      8                      0                      0                   0.375                  8.375 Edinburg               TX                                       78539 Single Family                          105472                20060501                     80 No MI                                1.00E+17                   2.375               20080401                 13.375                  1.875                       1 First Lien                                    N                                            0 Prepay                                    360                      24 N                                    20360401 WALN
GI                       G02                                                    291877.6                1915.45                    360                     358                    7.5                      0                      0                   0.375                  7.875 Rockford               MN                                       55373 Single Family                        291877.6                20060501                     80 No MI                                                            2.25               20110401                 12.875                      2                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 WALN
GI                       G02                                                      197912                1340.03                    360                     359                   7.75                      0                      0                   0.375                  8.125 Saint Paul             MN                                       55124 Condominium                            197912                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.125                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 WALN
GII                      G02                                                       60000                 331.25                    360                     359                   6.25                      0                      0                   0.375                  6.625 Eatontown              NJ                                        7724 Condominium                             60000                20060601            24.48999977 No MI                                                            2.25               20110501                 11.625                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20360501 WALN
GI                       G02                                                      102000                 711.87                    360                     359                      8                      0                      0                   0.375                  8.375 Independence           MO                                       64052 Single Family                          102000                20060601                     80 No MI                                1.00E+17                    2.25               20110501                 13.375                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360501 WALN
GI                       G02                                                       95120                 634.13                    360                     358                  7.625                      0                      0                   0.375                      8 Atlanta                GA                                       30308 Condominium                             95120                20060501                     80 No MI                                1.00E+17                    2.25               20110401                     13                  1.875                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20360401 WALN
GI                       G03                                                      151900                 696.21                    360                     351                  5.125                      0                      0                   0.375                    5.5 AUBURN                 GA                                       30011 PUD                                    151900                20051001            79.98999786 No MI                                1.00E+17                    2.75               20100901                   11.5                  1.875                       2 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20350901 ALT1
GI                       G01                                                   227160.12                1301.44                    360                     351                    6.5                      0                      0                   0.375                  6.875 CONCORD                CA                                       94519 Condominium                            227500                20051001                     70 No MI                                1.00E+17                   5.875               20070901                 12.875                  2.375                       1 First Lien                                    Y                                           60 Prepay                                    360                      24 N                                    20350901 ALT1
GI                       G01                                                   119285.45                 944.05                    360                     350                  8.375                      0                      0                   0.375                   8.75 CANONSBURG             PA                                       15317 Single Family                          120000                20050901                     80 No MI                                                            7.75               20070801                  14.75                    5.5                       1 First Lien                                    N                                            0 Prepay                                    360                      24 N                                    20350801 ALT1
GI                       G01                                                      116900                 633.21                    360                     350                  6.125                      0                      0                   0.375                    6.5 CHESAPEAKE             VA                                       23325 Single Family                          116900                20050901                     70 No MI                                                             5.5               20070801                   12.5                  7.375                       1 First Lien                                    Y                                           60 Prepay                                    360                      24 N                                    20350801 ALT1
GI                       G01                                                   213557.95                1334.73                    360                     349                  7.125                      0                      0                   0.375                    7.5 NEWBURGH               NY                                       12550 2-4 Family                             213600                20050801                     80 No MI                                                           3.625               20060701                     12                  5.125                       1 First Lien                                    Y                                          120 No_PP                                     360                      12 N                                    20350701 ALT1
GI                       G01                                                   186132.19                1281.18                    360                     349                  6.875                      0                      0                   0.375                   7.25 BRICK                  NJ                                        8723 Single Family                          188000                20050801                     80 No MI                                                           3.375               20060701                     12                   3.25                       1 First Lien                                    N                                            0 No_PP                                     360                      12 N                                    20350701 ALT1
GI                       G01                                                   290155.52                1843.54                    360                     349                   7.25                      0                      0                   0.375                  7.625 LITTLE SILVER          NJ                                        7739 Single Family                          292000                20050801                     80 No MI                                                           4.625               20060701                     12                      3                       1 First Lien                                    Y                                          120 No_PP                                     360                      12 N                                    20350701 ALT1
GI                       G01                                                      280000                1429.17                    360                     348                   5.75                      0                      0                   0.375                  6.125 Las Vegas              NV                                       89149 PUD                                    280000                20050701                     80 No MI                                1.00E+17                    2.25               20100601                 11.125                   4.25                       1 First Lien                                    Y                                          120 Prepay                                    360                      60 N                                    20350601 ALT1
GI                       G01                                                    18266.76                  87.53                    360                     348                  5.375                      0                      0                   0.375                   5.75 Vacaville              CA                                       95687 Single Family                          392000                20050701                     80 No MI                                1.00E+17                    2.25               20100601                  10.75                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      60 N                                    20350601 ALT1
GI                       G01                                                   264708.88                1606.80                    360                     348                  5.625                      0                      0                   0.375                      6 Yuba City              CA                                       95991 Single Family                          268000                20050701                     80 No MI                                1.00E+17                    2.25               20100601                     11                  1.875                       1 First Lien                                    N                                            0 No_PP                                     360                      60 N                                    20350601 ALT1
GI                       G01                                                      566146                2771.76                    360                     348                    5.5                      0                      0                   0.375                  5.875 Daly City              CA                                       94014 Single Family                          568000                20050701                     80 No MI                                1.00E+17                    2.25               20120601                 10.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      84 N                                    20350601 ALT1
GI                       G01                                                   711967.16                4078.95                    360                     351                    6.5                      0                      0                   0.375                  6.875 FORT MYERS BEAC        FL                                       33931 PUD                                    712000                20051001                     80 No MI                                1.00E+17                    2.75               20060901                 11.875                  1.875                       1 First Lien                                    Y                                          120 No_PP                                     360                      12 N                                    20350901 ALT1
GI                       G01                                                   119583.86                 759.86                    360                     320                   7.25                      0                      0                   0.375                  7.625 LAWRENCEVILLE          GA                                       30045 PUD                                    119900                20030301            79.98999786 No MI                                1.00E+17                   2.875               20060801                     12                  2.375                       6 First Lien                                    Y                                          120 No_PP                                     360                      42 N                                    20330201 ALT1
GI                       G01                                                      787500                5414.06                    360                     342                  7.875                      0                      0                   0.375                   8.25 HARTWELL               GA                                       30643 Single Family                          787500                20050101                     75 No MI                                1.00E+17                       3               20061201                     12                    2.5                       6 First Lien                                    Y                                          120 No_PP                                     360                      24 N                                    20341201 ALT1
GI                       G01                                                   454663.14                2415.40                    360                     351                      6                      0                      0                   0.375                  6.375 DRAPER                 UT                                       84020 Single Family                          455000                20051001            77.12000275 No MI                                1.00E+17                   1.625               20060901                     12                  2.625                       6 First Lien                                    Y                                          120 No_PP                                     360                      12 N                                    20350901 ALT1
                                                                        5,187,044,366.96                3049.90                    360                     357                  6.890                  0.005                  0.000                   0.338                  7.232



                                                                                                         EXHIBIT C
                                                    [RESERVED]



                                                                                                         EXHIBIT D

                                         REQUEST FOR RELEASE OF DOCUMENTS

To:      Wells Fargo Bank, National Association
         1015 10th Avenue
         Minneapolis, Minnesota 55414
         Attention: BSALTA 2006-4
         Telecopier: (612) 667-1068

RE:      Custodial  Agreement,  dated as of June 30, 2006 among Structured  Asset Mortgage  Investments II
         Inc., as depositor,  Wells Fargo Bank,  National  Association  as master  servicer and securities
         administrator,  Wells Fargo Bank,  National  Association  as custodian  and  Citibank,  N.A.,  as
         trustee,  issuing Bear Stearns Alt-A Trust 2006-4,  Mortgage Pass-Through  Certificates,  Series
         2006-4

         In  connection  with  the  administration  of the  Mortgage  Loans  held by you  pursuant  to the
above-captioned  Custodial  Agreement,  we request the release,  and hereby  acknowledge  receipt,  of the
Mortgage File for the Mortgage Loan described below, for the reason indicated.

Mortgage Loan Number:

Mortgagor Name, Address & Zip Code:

Reason for Requesting Documents (check one):

_____             1.       Mortgage  Paid in Full and  proceeds  have been  deposited  into the  Custodial
                           Account

_____             2.       Foreclosure

_____             3.       Substitution

_____             4.       Other Liquidation

_____             5.       Nonliquidation                     Reason:

_____             6.       California Mortgage Loan paid in full


                                                              By:__________________________________________
                                                                  (authorized signer)

                                                              Issuer:
                                                              Address:

                                                              Date:



                                                                                                 EXHIBIT E

                                        FORM OF TRANSFER AFFIDAVIT

                                                                  Affidavit     pursuant     to    Section
                                                                  860E(e)(4)   of  the  Internal   Revenue
                                                                  Code  of  1986,  as  amended,   and  for
                                                                  other purposes

STATE OF                   )
                           )ss:
COUNTY OF                  )

         [NAME OF OFFICER], being first duly sworn, deposes and says:

         1.       That he is [Title of Officer] of [Name of Investor]  (record or beneficial  owner of the
Bear  Stearns  ALT-A  Trust  2006-4,  Mortgage  Pass-Through  Certificates,   Series  2006-4,  Class  R-__
Certificates)  (the "Class R Certificates")  (the "Owner"),  a [savings  institution]  [corporation]  duly
organized and existing under the laws of [the State of _____] [the United  States],  on behalf of which he
makes this affidavit.

         2.       That the Owner  (i) is not and will not be as of  [Closing  Date][date  of  purchase]  a
"disqualified  organization"  within the meaning of Section  860E(e)(5)  of the  Internal  Revenue Code of
1986,  as amended  (the "Code") or an "electing  large  partnership"  within the meaning of Section 775 of
the Code,  (ii) will  endeavor to remain  other than a  disqualified  organization  and an electing  large
partnership  for so long as it retains its  ownership in the Class R  Certificates  and (iii) is acquiring
the Class R  Certificates  for its own  account  or for the  account  of  another  Owner from which it has
received an affidavit and agreement in substantially  the same form as this affidavit and agreement.  (For
this purpose, a "disqualified  organization"  means an electing large partnership under Section 775 of the
Code, the United States,  any state or political  subdivision  thereof,  any agency or  instrumentality of
any of the  foregoing  (other than an  instrumentality  all of the  activities of which are subject to tax
and,  except for the Federal  Home Loan  Mortgage  Corporation,  a majority of whose board of directors is
not selected by any such governmental  entity) or any foreign  government,  international  organization or
any  agency  or  instrumentality  of such  foreign  government  or  organization,  any rural  electric  or
telephone  cooperative,  or any organization (other than certain farmers'  cooperatives) that is generally
exempt  from  federal  income tax unless such  organization  is subject to the tax on  unrelated  business
taxable income).

         3.       That the Owner is aware (i) of the tax that  would be imposed  on  transfers  of Class R
Certificates to disqualified  organizations  or electing large  partnerships  under the Code, that applies
to all  transfers  of Class R  Certificates  after  March  31,  1988;  (ii)  that such tax would be on the
transferor (or, with respect to transfers to electing large partnerships,  on each such partnership),  or,
if such  transfer  is through  an agent  (which  person  includes a broker,  nominee or  middleman)  for a
disqualified  organization,  on the agent;  (iii) that the person (other than with respect to transfers to
electing large  partnerships)  otherwise  liable for the tax shall be relieved of liability for the tax if
the  transferee  furnishes  to  such  person  an  affidavit  that  the  transferee  is not a  disqualified
organization  and, at the time of transfer,  such person does not have actual knowledge that the affidavit
is false;  and (iv) that the Class R  Certificates  may be  "noneconomic  residual  interests"  within the
meaning  of  Treasury  regulations  promulgated  pursuant  to  the  Code  and  that  the  transferor  of a
noneconomic  residual  interest  will remain  liable for any taxes due with  respect to the income on such
residual  interest,  unless no  significant  purpose  of the  transfer  was to impede  the  assessment  or
collection of tax.

                  4.       That the Owner is aware of the tax imposed on a  "pass-through  entity" holding
Class R Certificates  if either the  pass-through  entity is an electing large  partnership  under Section
775 of the Code or if at any time  during  the  taxable  year of the  pass-through  entity a  disqualified
organization  is the record  holder of an interest in such  entity.  (For this  purpose,  a "pass  through
entity" includes a regulated  investment  company,  a real estate investment trust or common trust fund, a
partnership, trust or estate, and certain cooperatives.)

                  5.       That the Owner is aware that the  Securities  Administrator  will not  register
the transfer of any Class R Certificates  unless the transferee,  or the transferee's  agent,  delivers to
it an affidavit and agreement,  among other things,  in substantially  the same form as this affidavit and
agreement.  The Owner  expressly  agrees  that it will not  consummate  any such  transfer  if it knows or
believes that any of the representations contained in such affidavit and agreement are false.

                  6.       That the  Owner  has  reviewed  the  restrictions  set forth on the face of the
Class R  Certificates  and the  provisions  of Section 5.05 of the Pooling and Servicing  Agreement  under
which the Class R Certificates  were issued.  The Owner expressly agrees to be bound by and to comply with
such restrictions and provisions.

                  7.       That the Owner consents to any additional  restrictions  or  arrangements  that
shall be deemed  necessary  upon advice of counsel to constitute a reasonable  arrangement  to ensure that
the  Class R  Certificates  will  only  be  owned,  directly  or  indirectly,  by an  Owner  that is not a
disqualified organization.

                  8.       The Owner's Taxpayer Identification Number is # _______________.

                  9.       This affidavit and agreement  relates only to the Class R Certificates  held by
the Owner  and not to any  other  holder of the  Class R  Certificates.  The  Owner  understands  that the
liabilities described herein relate only to the Class R Certificates.

                  10.      That no purpose of the Owner  relating  to the  transfer  of any of the Class R
Certificates  by the Owner is or will be to impede the  assessment  or  collection  of any tax;  in making
this  representation,  the Owner warrants that the Owner is familiar with (i) Treasury  Regulation Section
1.860E-1  (c) and recent  amendments  thereto,  effective  as of August 19,  2002,  and (ii) the  preamble
describing the adoption of the amendments to such regulation, which is attached hereto as Exhibit 1.

                  11.      That the Owner has no present  knowledge or expectation  that it will be unable
to pay any United States taxes owed by it so long as any of the Certificates remain  outstanding.  In this
regard,  the Owner hereby  represents to and for the benefit of the person from whom it acquired the Class
R Certificates  that the Owner intends to pay taxes  associated  with holding such Class R Certificates as
they  become  due,  fully  understanding  that it may incur tax  liabilities  in excess of any cash  flows
generated by the Class R Certificates.

                  12.      That the Owner has no present  knowledge  or  expectation  that it will  become
insolvent  or subject to a bankruptcy  proceeding  for so long as any of the Class R  Certificates  remain
outstanding.



                  13.      The Owner is a  citizen  or  resident  of the  United  States,  a  corporation,
partnership  or other  entity  created or  organized  in, or under the laws of,  the United  States or any
political  subdivision  thereof, or an estate or trust whose income from sources without the United States
is includable in gross income for United States federal  income tax purposes  regardless of its connection
with the conduct of a trade or business within the United States.

                  14.      The  Owner  hereby  agrees  that it will not  cause  income  from  the  Class R
Certificates  to be attributable to a foreign  permanent  establishment  or fixed base (within the meaning
of an applicable income tax treaty) of the Owner or another United States taxpayer.

                  15.      (a)      The  Purchaser  hereby  certifies,  represents  and  warrants  to, and
covenants with the Company,  the Trustee,  the Securities  Administrator  and the Master Servicer that the
following statements in (1) or (2) are accurate:

                                    (1)     The  Certificates  (i) are not being acquired by, and will not
be  transferred  to, any  employee  benefit  plan  within the  meaning  of  section  3(3) of the  Employee
Retirement Income Security Act of 1974, as amended ("ERISA"), or other retirement  arrangement,  including
individual  retirement  accounts  and  annuities,  Keogh plans and bank  collective  investment  funds and
insurance  company  general or  separate  accounts  in which such  plans,  accounts  or  arrangements  are
invested,  that is subject to Section 406 of ERISA or  Section 4975  of the Internal  Revenue Code of 1986
(the "Code") (any of the  foregoing,  a "Plan"),  (ii) are not being acquired with "plan assets" of a Plan
within the meaning of the  Department of Labor  ("DOL")  regulation,  29 C.F.R.  ? 2510.3-101 or otherwise
under ERISA,  and (iii) will not be  transferred  to any entity that is deemed to be investing plan assets
within the meaning of the DOL regulation, 29 C.F.R. ? 2510.3-101 or otherwise under ERISA;

                           (2)      The purchase of  Certificates  is permissible  under  applicable  law,
will not  constitute  or result in any  prohibited  transaction  under ERISA or Section  4975 of the Code,
will not subject the Company,  the Trustee or the Master  Servicer to any  obligation in addition to those
undertaken in the Pooling and  Servicing  Agreement  and, with respect to each source of funds  ("Source")
being used by the Purchaser to acquire the  Certificates,  each of the  following  statements is accurate:
(a) the  Purchaser  is an  insurance  company;  (b) the  Source  is  assets  of the  Purchaser's  "general
account;" (c) the conditions set forth in Prohibited  Transaction Class Exemption ("PTCE") 95-60 issued by
the DOL have been  satisfied and the  purchase,  holding and transfer of  Certificates  by or on behalf of
the  Purchaser  are exempt  under PTCE 95-60;  and (d) the amount of  reserves  and  liabilities  for such
general  account  contracts held by or on behalf of any Plan does not exceed 10% of the total reserves and
liabilities of such general  account plus surplus as of the date hereof (for purposes of this clause,  all
Plans maintained by the same employer (or affiliate  thereof) or employee  organization are deemed to be a
single Plan) in connection with its purchase and holding of such Certificates; or

                  (b)      The Owner will provide the Securities  Administrator with an opinion of counsel
acceptable to and in form and substance  satisfactory to the Securities  Administrator  to the effect that
the purchase of  Certificates  is permissible  under  applicable law, will not constitute or result in any
non-exempt  prohibited  transaction  under  ERISA or  Section  4975 of the Code and will not  subject  the
Trustee, the Company,  the Securities  Administrator or the Master Servicer to any obligation or liability
(including  obligations  or  liabilities  under  ERISA or Section  4975 of the Code) in  addition to those
undertaken in the Pooling and Servicing Agreement.




                  In  addition,  the Owner hereby  certifies,  represents  and warrants to, and  covenants
with, the Company, the Trustee,  the Securities  Administrator and the Master Servicer that the Owner will
not  transfer  such  Certificates  to any Plan or person  unless  either  such  Plan or  person  meets the
requirements set forth in either (a) or (b) above.

                  Capitalized  terms used but not defined  herein shall have the meanings  assigned in the
Pooling and Servicing Agreement.

         IN WITNESS  WHEREOF,  the  Investor  has caused  this  instrument  to be  executed on its behalf,
pursuant to authority of its Board of  Directors,  by its [Title of Officer]  this ____ day of  _________,
20__.

                                                     [NAME OF INVESTOR]

                                                     By:__________________________________________________
                                                           [Name of Officer]
                                                           [Title of Officer]
                                                           [Address   of    Investor    for   receipt   of
                                                           distributions]


                                                           Address  of   Investor   for   receipt  of  tax
                                                           information:


         Personally  appeared  before me the  above-named  [Name of Officer],  known or proved to me to be
the same person who executed the  foregoing  instrument  and to be the [Title of Officer] of the Investor,
and  acknowledged  to me that he  executed  the same as his free act and deed and the free act and deed of
the Investor.

         Subscribed and sworn before me this ___ day of _________, 20___.

NOTARY PUBLIC

COUNTY OF

STATE OF


My commission expires the ___ day of ___________________, 20___.



                                                                                               EXHIBIT F-1

                                     FORM OF INVESTMENT LETTER (NON-RULE 144A)


                                          ______________,200___


Structured Asset Mortgage Investments II Inc.
383 Madison Avenue
New York, New York 10179

Wells Fargo Bank, National Association
Sixth Street and Marquette Avenue
Minneapolis, Minnesota 55479
Attention: Bear Stearns Alt-A Trust 2006-4

                  Re:      Bear Stearns Alt-A Trust 2006-4
                           Mortgage Pass-Through Certificates, Series 2006-4, Class___

Ladies and Gentlemen:

         ______________  (the  "Purchaser")   intends  to  purchase  from  ______________  (the  "Seller")
$_________ initial Certificate  Principal Balance of Mortgage  Pass-Through  Certificates,  Series 2006-4,
Class _____ (the  "Certificates"),  issued  pursuant to the Pooling and Servicing  Agreement (the "Pooling
and Servicing  Agreement"),  dated as of June 1, 2006 among Structured Asset Mortgage Investments II Inc.,
as depositor  (the  "Seller"),  EMC  Mortgage  Corporation,  Wells Fargo Bank,  National  Association,  as
master servicer and securities  administrator,  and Citibank, N.A., as trustee (the "Trustee").  All terms
used herein and not  otherwise  defined  shall have the  meanings  set forth in the Pooling and  Servicing
Agreement.  The Purchaser  hereby  certifies,  represents and warrants to, and covenants  with, the Seller
and the Trustee that:

                           1.       The Purchaser  understands that (a) the Certificates have not been and
                  will not be registered or qualified  under the  Securities  Act of 1933, as amended (the
                  "Act") or any state  securities  law,  (b) the Seller is not  required to so register or
                  qualify the  Certificates,  (c) the  Certificates  may be resold only if registered  and
                  qualified  pursuant to the provisions of the Act or any state  securities  law, or if an
                  exemption from such  registration and  qualification  is available,  (d) the Pooling and
                  Servicing  Agreement  contains  restrictions  regarding the transfer of the Certificates
                  and (e) the Certificates will bear a legend to the foregoing effect.

                           2.       The  Purchaser is acquiring the  Certificates  for its own account for
                  investment only and not with a view to or for sale in connection  with any  distribution
                  thereof in any manner that would  violate  the Act or any  applicable  state  securities
                  laws.



                           3.       The  Purchaser  is  (a)  a  substantial,  sophisticated  institutional
                  investor  having such knowledge and experience in financial and business  matters,  and,
                  in particular,  in such matters related to securities similar to the Certificates,  such
                  that  it  is  capable  of  evaluating   the  merits  and  risks  of  investment  in  the
                  Certificates,  (b) able to bear the  economic  risks  of such an  investment  and (c) an
                  "accredited  investor"  within the meaning of Rule 501 (a)  promulgated  pursuant to the
                  Act.

                           4.       The Purchaser has been  furnished  with, and has had an opportunity to
                  review  (a)  a  copy  of  the  Pooling  and  Servicing  Agreement  and  (b)  such  other
                  information  concerning the Certificates,  the Mortgage Loans and the Seller as has been
                  requested  by the  Purchaser  from the  Seller  or the  Seller  and is  relevant  to the
                  Purchaser's   decision  to  purchase  the  Certificates.   The  Purchaser  has  had  any
                  questions  arising  from  such  review  answered  by the  Seller  or the  Seller  to the
                  satisfaction of the Purchaser.

                           5.       The  Purchaser  has not and will not nor has it  authorized or will it
                  authorize any person to (a) offer,  pledge,  sell,  dispose of or otherwise transfer any
                  Certificate,  any  interest  in any  Certificate  or any other  similar  security to any
                  person in any manner,  (b)  solicit any offer to buy or to accept a pledge,  disposition
                  of other  transfer of any  Certificate,  any  interest in any  Certificate  or any other
                  similar  security  from any person in any manner,  (c)  otherwise  approach or negotiate
                  with respect to any  Certificate,  any interest in any  Certificate or any other similar
                  security with any person in any manner,  (d) make any general  solicitation  by means of
                  general  advertising  or in any other manner or (e) take any other  action,  that (as to
                  any of (a) through (e) above) would  constitute a distribution of any Certificate  under
                  the Act, that would render the  disposition of any  Certificate a violation of Section 5
                  of  the  Act or any  state  securities  law,  or  that  would  require  registration  or
                  qualification  pursuant thereto.  The Purchaser will not sell or otherwise  transfer any
                  of the  Certificates,  except in  compliance  with the  provisions  of the  Pooling  and
                  Servicing Agreement.

                           6.       The Purchaser (if the  Certificate is not rated at least "BBB-" or its
                  equivalent by Fitch, S&P or Moody's):

                                    (a)     is not an employee benefit or other plan subject to the
                  prohibited transaction provisions of the Employee Retirement Income Security Act of
                  1974, as amended ("ERISA"), or Section 4975 of the Internal Revenue Code of 1986, as
                  amended (a "Plan"), or any other person (including an investment manager, a named
                  fiduciary or a trustee of any Plan) acting, directly or indirectly, on behalf of or
                  purchasing any Certificate with "plan assets" of any Plan within the meaning of the
                  Department of Labor ("DOL") regulation at 29 C.F.R. §2510.3-101; or

                                    (b)    is an insurance company, the source of funds to be used by it
                  to purchase the Certificates is an "insurance company general account" (within the
                  meaning of DOL Prohibited Transaction Class Exemption ("PTCE") 95-60), and the
                  purchase is being made in reliance upon the availability of the exemptive relief
                  afforded under Sections I and III of PTCE 95-60.

         In addition, the Purchaser hereby certifies, represents and warrants to, and covenants with,
the Company, the Trustee, the Securities Administrator and the Master Servicer that the Purchaser will
not transfer such Certificates to any Plan or person unless such Plan or person meets the requirements
set forth in either 6(a) or (b) above.



                                                            Very truly yours,



                                                            [PURCHASER]




                                                            By:________________________________________

                                                            Name:

                                                            Title:




                                                                                               EXHIBIT F-2


                              [FORM OF RULE 144A INVESTMENT REPRESENTATION]

                         Description of Rule 144A Securities, including numbers:

                         _______________________________________________________

                         _______________________________________________________

                         _______________________________________________________

                         _______________________________________________________

                  The undersigned  seller,  as registered  holder (the "Seller"),  intends to transfer the
Rule 144A Securities described above to the undersigned buyer (the "Buyer").

In connection with such transfer and in accordance with the agreements pursuant to which the Rule 144A
Securities were issued, the Seller hereby certifies the following facts:  Neither the Seller nor anyone
acting on its behalf has offered, transferred, pledged, sold or otherwise disposed of the Rule 144A
Securities, any interest in the Rule 144A Securities or any other similar security to, or solicited any
offer to buy or accept a transfer, pledge or other disposition of the Rule 144A Securities, any interest
in the Rule 144A Securities or any other similar security from, or otherwise approached or negotiated
with respect to the Rule 144A Securities, any interest in the Rule 144A Securities or any other similar
security with, any person in any manner, or made any general solicitation by means of general
advertising or in any other manner, or taken any other action, that would constitute a distribution of
the Rule 144A Securities under the Securities Act of 1933, as amended (the "1933 Act"), or that would
render the disposition of the Rule 144A Securities a violation of Section 5 of the 1933 Act or require
registration pursuant thereto, and that the Seller has not offered the Rule 144A Securities to any
person other than the Buyer or another "qualified institutional buyer" as defined in Rule 144A under the
1933 Act.

The Buyer warrants and represents to, and covenants with, the Seller, the Trustee and the Master
Servicer (as defined to the Pooling and Servicing Agreement, dated as of June 1, 2006 (the "Agreement"),
among the Company, EMC, Wells Fargo Bank, N.A., as master servicer (the "Master Servicer"), and
Citibank, N.A., as trustee (the "Trustee")) as follows:

The Buyer understands that the Rule 144A Securities have not been registered under the 1933 Act or the
securities laws of any state.

The Buyer considers itself a substantial, sophisticated institutional investor having such knowledge and
experience in financial and business matters that it is capable of evaluating the merits and risks of
investment in the Rule 144A Securities.

The Buyer has been furnished with all information regarding the Rule 144A Securities that it has
requested from the Seller, the Securities Administrator or the Master Servicer.

Neither the Buyer nor anyone acting on its behalf has offered, transferred, pledged, sold or otherwise
disposed of the Rule 144A Securities, any interest in the Rule 144A Securities or any other similar
security to, or solicited any offer to buy or accept a transfer, pledge or other disposition of the Rule
144A Securities, any interest in the Rule 144A Securities or any other similar security from, or
otherwise approached or negotiated with respect to the Rule 144A Securities, any interest in the Rule
144A Securities or any other similar security with, any person in any manner, or made any general
solicitation by means of general advertising or in any other manner, or taken any other action, that
would constitute a distribution of the Rule 144A Securities under the 1933 Act or that would render the
disposition of the Rule 144A Securities a violation of Section 5 of the 1933 Act or require registration
pursuant thereto, nor will it act, nor has it authorized or will it authorize any person to act, in such
manner with respect to the Rule 144A Securities.

The Buyer is a "qualified institutional buyer" as that term is defined in Rule 144A under the 1933 Act
and has completed either of the forms of certification to that effect attached hereto as Annex 1 or
Annex 2.  The Buyer is aware that the sale to it is being made in reliance on Rule 144A.  The Buyer is
acquiring the Rule 144A Securities for its own account or the accounts of other qualified institutional
buyers, understands that such Rule 144A Securities may be resold, pledged or transferred only (i) to a
person reasonably believed to be a qualified institutional buyer that purchases for its own account or
for the account of a qualified institutional buyer to whom notice is given that the resale, pledge or
transfer is being made in reliance on Rule 144A, or (ii) pursuant to another exemption from registration
under the 1933 Act.

                  [3.      The  Buyer (if the Rule 144A  Securities  are not rated at least  "BBB-" or its
         equivalent by Fitch, S&P or Moody's):

is not an employee benefit or other plan subject to the prohibited transaction provisions of the
Employee Retirement Income Security Act of 1974, as amended ("ERISA"), or Section 4975 of the Internal
Revenue Code of 1986, as amended (a "Plan"), or any other person (including an investment manager, a
named fiduciary or a trustee of any Plan) acting, directly or indirectly, on behalf of or purchasing any
Certificate with "plan assets" of any Plan within the meaning of the Department of Labor ("DOL")
regulation at 29 C.F.R. § 2510.3-101; or

is an insurance company, the source of funds to be used by it to purchase the Certificates is an
"insurance company general account" (within the meaning of DOL Prohibited Transaction Class Exemption
("PTCE") 95-60), and the purchase is being made in reliance upon the availability of the exemptive relief
afforded under Sections I and III of PTCE 95-60.]

                  4.       This document may be executed in one or more  counterparts and by the different
         parties hereto on separate counterparts,  each of which, when so executed,  shall be deemed to be
         an original; such counterparts, together, shall constitute one and the same document.

                  IN WITNESS WHEREOF, each of the parties has executed this document as of the date set
forth below.

_________________________________                            _________________________________
Print Name of Seller                                         Print Name of Buyer
By:______________________________                            By:______________________________
    Name:                                                        Name:
    Title:                                                       Title:
Taxpayer Identification                                      Taxpayer Identification:
No.______________________________                            No:_______________________________
Date:____________________________                            Date:_____________________________




                                                                                      ANNEX 1 TO EXHIBIT F


                         QUALIFIED INSTITUTIONAL BUYER STATUS UNDER SEC RULE 144A

                         [For Buyers Other Than Registered Investment Companies]

                  The  undersigned   hereby  certifies  as  follows  in  connection  with  the  Rule  144A
Investment Representation to which this Certification is attached:

                                            1.       As indicated below, the undersigned is the
                           President, Chief Financial Officer, Senior Vice President or other executive
                           officer of the Buyer.

                                            2.       In connection with purchases by the Buyer, the
                           Buyer is a "qualified institutional buyer" as that term is defined in Rule
                           144A under the Securities Act of 1933 ("Rule 144A") because (i) the Buyer
                           owned and/or invested on a discretionary basis
                           $                                             in securities (except for the
                           excluded securities referred to below) as of the end of the Buyer's most
                           recent fiscal year (such amount being calculated in accordance with Rule 144A)
                           and (ii) the Buyer satisfies the criteria in the category marked below.

         Corporation, etc.  The Buyer is a corporation (other than a bank, savings and loan association
or similar institution), Massachusetts or similar business trust, partnership, or charitable
organization described in Section 501(c)(3) of the Internal Revenue Code.

         Bank.  The Buyer (a) is a national bank or banking institution organized under the laws of any
State, territory or the District of Columbia, the business of which is substantially confined to banking
and is supervised by the State or territorial banking commission or similar official or is a foreign
bank or equivalent institution, and (b) has an audited net worth of at least $25,000,000 as demonstrated
in its latest annual financial statements, a copy of which is attached hereto.

         Savings and Loan.  The Buyer (a) is a savings and loan association, building and loan
association, cooperative bank, homestead association or similar institution, which is supervised and
examined by a State or Federal authority having supervision over any such institutions or is a foreign
savings and loan association or equivalent institution and (b) has an audited net worth of at least
$25,000,000 as demonstrated in its latest annual financial statements.

         Broker-Dealer.  The Buyer is a dealer registered pursuant to Section 15 of the Securities
Exchange Act of 1934.

         Insurance Company.  The Buyer is an insurance company whose primary and predominant business
activity is the writing of insurance or the reinsuring of risks underwritten by insurance companies and
which is subject to supervision by the insurance commissioner or a similar official or agency of a State
or territory or the District of Columbia.

         State or Local Plan.  The Buyer is a plan established and maintained by a State, its political
subdivisions, or any agency or instrumentality of the State or its political subdivisions, for the
benefit of its employees.

         ERISA Plan.  The Buyer is an employee benefit plan within the meaning of Title I of the
Employee Retirement Income Security Act of 1974.

         Investment Adviser.   The Buyer is an investment adviser registered under the Investment
Advisers Act of 1940.

         SBIC.  The Buyer is a Small Business Investment Company licensed by the U.S. Small Business
Administration under Section 301(c) or (d) of the Small Business Investment Act of 1958.

         Business Development Company.  The Buyer is a business development company as defined in
Section 202(a)(22) of the Investment Advisers Act of 1940.

         Trust Fund.  The Buyer is a trust fund whose trustee is a bank or trust company and whose
participants are exclusively (a) plans established and maintained by a State, its political
subdivisions, or any agency or instrumentality of the State or its political subdivisions, for the
benefit of its employees, or (b) employee benefit plans within the meaning of Title I of the Employee
Retirement Income Security Act of 1974, but is not a trust fund that includes as participants individual
retirement accounts or H.R. 10 plans.

                                            3.       The term "securities" as used herein does not
                           include (i) securities of issuers that are affiliated with the Buyer, (ii)
                           securities that are part of an unsold allotment to or subscription by the
                           Buyer, if the Buyer is a dealer, (iii) bank deposit notes and certificates of
                           deposit, (iv) loan participations, (v) repurchase agreements, (vi) securities
                           owned but subject to a repurchase agreement and (vii) currency, interest rate
                           and commodity swaps.

                                            4.       For purposes of determining the aggregate amount of
                           securities owned and/or invested on a discretionary basis by the Buyer, the
                           Buyer used the cost of such securities to the Buyer and did not include any of
                           the securities referred to in the preceding paragraph.  Further, in
                           determining such aggregate amount, the Buyer may have included securities
                           owned by subsidiaries of the  Buyer,  but only if such subsidiaries are
                           consolidated with the Buyer in its financial statements prepared in accordance
                           with generally accepted accounting principles and if the investments of such
                           subsidiaries are managed under the Buyer's direction.  However, such
                           securities were not included if the Buyer is a majority-owned, consolidated
                           subsidiary of another enterprise and the Buyer is not itself a reporting
                           company under the Securities Exchange Act of 1934.

                                            5.       The Buyer acknowledges that it is familiar with
                           Rule 144A and understands that the seller to it and other parties related to
                           the Certificates are relying and will continue to rely on the statements made
                           herein because one or more sales to the Buyer may be in reliance on Rule 144A.

______           ______         Will the Buyer be purchasing the Rule 144A
Yes              No             Securities only for the Buyer's own account?

                                            6.       If the answer to the foregoing question is "no",
                           the Buyer agrees that, in connection with any purchase of securities sold to
                           the Buyer for the account of a third party (including any separate account) in
                           reliance on Rule 144A, the Buyer will only purchase for the account of a third
                           party that at the time is a "qualified institutional buyer" within the meaning
                           of Rule 144A.  In addition, the Buyer agrees that the Buyer will not purchase
                           securities for a third party unless the Buyer has obtained a current
                           representation letter from such third party or taken other appropriate steps
                           contemplated by Rule 144A to conclude that such third party independently
                           meets the definition of "qualified institutional buyer" set forth in Rule 144A.

                                            7.       The Buyer will notify each of the parties to which
                           this certification is made of any changes in the information and conclusions
                           herein.  Until such notice is given, the Buyer's purchase of Rule 144A
                           Securities will constitute a reaffirmation of this certification as of the
                           date of such purchase.



                                                     ________________________________________________
                                                     Print Name of Buyer


                                                     By:_____________________________________________
                                                            Name:
                                                            Title:


                                                     Date:____________________________________________



                                                                                               EXHIBIT F-3


                                 FORM OF TRANSFEROR REPRESENTATION LETTER



                                                                                                ____, 20__

Structured Asset Mortgage Investments II Inc.
383 Madison Avenue
New York, New York 10179

MORTGAGE PASS-THROUGH CERTIFICATE SERIES 2006-4

Wells Fargo Bank, National Association
Sixth Street and Marquette Avenue
Minneapolis, Minnesota 55479
Attention: Bear Stearns Alt-A Trust 2006-4


                  Re:      Mortgage Pass-Through Certificates, Series 2006-4

Ladies and Gentlemen:

                  In connection with the sale by               (the "Seller") to                      (the
"Purchaser") of $           Initial Certificate Principal Balance of Mortgage  Pass-Through  Certificates,
Series 2006-4 (the "Certificates")  pursuant to the Pooling and Servicing  Agreement,  dated as of June 1,
2006 (the "Pooling and Servicing  Agreement"),  among Structured  Asset Mortgage  Investments II Inc. (the
"Company"),  EMC Mortgage  Corporation  ("EMC"),  Wells Fargo Bank,  N.A., as master servicer (the "Master
Servicer"),  and Citibank, N.A., as trustee (the "Trustee").  The Seller hereby certifies,  represents and
warrants to, and covenants with, the Company and the Trustee that:

                  Neither  the Seller nor anyone  acting on its  behalf has (a)  offered,  pledged,  sold,
disposed of or  otherwise  transferred  any  Certificate,  any  interest in any  Certificate  or any other
similar  security to any person in any manner,  (b) has  solicited any offer to buy or to accept a pledge,
disposition or other  transfer of any  Certificate,  any interest in any  Certificate or any other similar
security  from any person in any manner,  (c) has otherwise  approached or negotiated  with respect to any
Certificate,  any  interest  in any  Certificate  or any other  similar  security  with any  person in any
manner, (d) has made any general  solicitation by means of general  advertising or in any other manner, or
(e)  has  taken  any  other  action,  that  (as to any  of (a)  through  (e)  above)  would  constitute  a
distribution  of the  Certificates  under the  Securities  Act of 1933 (the "Act"),  that would render the
disposition of any  Certificate a violation of Section 5 of the Act or any state  securities  law, or that
would require  registration  or  qualification  pursuant  thereto.  The Seller will not act, in any manner
set forth in the  foregoing  sentence  with  respect to any  Certificate.  The Seller has not and will not
sell or otherwise  transfer any of the  Certificates,  except in  compliance  with the  provisions  of the
Pooling and Servicing Agreement.


                                                     Very truly yours,

                                                     _____________________________________________________
                                                     (Seller)



                                                     By:__________________________________________________
                                                     Name:________________________________________________
                                                     Title:_______________________________________________



                                                                                                 EXHIBIT G


                             FORM OF AMENDED AND RESTATED CUSTODIAL AGREEMENT


                  THIS AMENDED AND RESTATED  CUSTODIAL  AGREEMENT (as amended and  supplemented  from time
to time,  the  Agreement,  dated as of  September  [_],  2006,  by and among  CITIBANK,  N.A.,  as trustee
(including  its  successors  under the Pooling and Servicing  Agreement  defined  below,  the  "Trustee"),
STRUCTURED ASSET MORTGAGE  INVESTMENTS II INC., as company  (together with any successor in interest,  the
"Company"),  WELLS FARGO BANK,  NATIONAL  ASSOCIATION,  as master  servicer and  securities  administrator
(together with any successor in interest or successor under the Pooling and Servicing  Agreement  referred
to below, the "Master  Servicer" or the "Securities  Administrator,"  as applicable) and WELLS FARGO BANK,
NATIONAL  ASSOCIATION,  as custodian  (together with any successor in interest or any successor  appointed
hereunder, the "Custodian").


                                             WITNESSETH THAT:

                  WHEREAS,  the parties  hereto entered into a Custodial  Agreement,  dated as of June 30,
2006  (the  "Original  Custodial  Agreement")  in  connection  with the  Original  Pooling  and  Servicing
Agreement (as defined herein);

                  WHEREAS,  the Company,  EMC, the Master Servicer,  the Securities  Administrator and the
Trustee have entered into a Pooling and  Servicing  Agreement,  dated as of June 1, 2006,  relating to the
issuance of Bear Stearns ALT-A Trust, Mortgage Pass-Through  Certificates,  Series 2006-4 (as in effect on
the  date  of this  agreement,  the  "Original  Pooling  and  Servicing  Agreement,"  and as  amended  and
supplemented from time to time, the "Pooling and Servicing Agreement");

                  WHEREAS,  the  Custodian  has agreed to act as agent for the  Trustee,  on behalf of the
Certificateholders,  for the purposes of receiving and holding  certain  documents  and other  instruments
relating  to the  mortgage  loans  (herein  referred  to as the  "Mortgage  Loans")  listed on  Schedule I
attached hereto (the "Mortgage Loan  Schedule")  delivered by the Company or the Master Servicer under the
Pooling and Servicing Agreement and the Servicers under their respective  Servicing  Agreements,  all upon
the terms and conditions and subject to the limitations hereinafter set forth;

                  WHEREAS,  the  parties  hereto  wish to amend  and  restate  the  Original  Pooling  and
Servicing Agreement in certain respects in connection with Regulation AB;

                  WHEREAS,  in connection  with the Amended and Restated  Pooling and Servicing  Agreement
(the  "Amended  and  Restated  Pooling and  Servicing  Agreement")  the  parties  hereto wish to amend and
restate the  Original  Custodial  Agreement  in certain  respects as set forth  herein and to restate such
modified agreement in connection with Regulation AB; and

                  NOW,  THEREFORE,  in  consideration  of  the  premises  and  the  mutual  covenants  and
agreements  hereinafter set forth, the Trustee,  the Company, the Master Servicer and the Custodian hereby
agree to modify and restate the Original Custodial Agreement to read in its entirety as follows:

                                                ARTICLE I
                                               DEFINITIONS

                  Capitalized  terms  used in this  Agreement  and  not  defined  herein  shall  have  the
meanings  assigned in the Original  Pooling and  Servicing  Agreement,  unless  otherwise  required by the
context herein.

                                                ARTICLE II
                                      CUSTODY OF MORTGAGE DOCUMENTS


                  Section 2.1.      Custodian  to  Act  as  Agent:   Acceptance  of  Mortgage  Files.  The
Custodian,  as the duly appointed  agent of the Trustee for these purposes,  acknowledges  (subject to any
exceptions  noted in the Initial  Certification  referred  to in Section  2.3(a)  receipt of the  Mortgage
Files  relating to the Mortgage  Loans  identified  on the schedule  attached  hereto and declares that it
holds and will hold such  Mortgage  Files as agent for the Trustee,  in trust,  for the use and benefit of
all present and future Certificateholders.

                  Section 2.2.      Recordation  of  Assignments.  If any  Mortgage  File  relating to the
Mortgage  Loans  includes  one or  more  assignments  of  Mortgage  to the  Trustee  in a state  which  is
specifically  excluded from the Opinion of Counsel  delivered by the Seller to the Trustee (with a copy to
the  Custodian)  pursuant to the provisions of Section 2.01 of the Pooling and Servicing  Agreement,  each
such  assignment  shall be  delivered  by the  Custodian to the Company for the purpose of recording it in
the  appropriate  public  office  for  real  property  records,  and the  Company,  at no  expense  to the
Custodian,  shall  promptly  cause to be  recorded  in the  appropriate  public  office for real  property
records each such assignment of Mortgage and, upon receipt  thereof from such public office,  shall return
each such assignment of Mortgage to the Custodian.

                  Section 2.3.      Review of Mortgage Files.

                  (1)      On or prior  to the  Closing  Date,  in  accordance  with  Section  2.02 of the
Pooling and Servicing  Agreement,  the Custodian shall deliver to the Company, the Master Servicer and the
Trustee an Initial  Certification  in the form annexed hereto as Exhibit One evidencing  receipt  (subject
to any exceptions noted therein) of a Mortgage File for each of the Mortgage Loans.

                  (2)      Within  90 days  of the  Closing  Date  (or,  with  respect  to any  Substitute
Mortgage  Loans,  within 5 Business Days after the receipt by the Trustee or the Custodian  thereof),  the
Custodian agrees, for the benefit of  Certificateholders,  to review, in accordance with the provisions of
Section 2.02 of the Pooling and Servicing  Agreement,  each such document  relating to the Mortgage Loans,
and shall  deliver to the Company,  the Master  Servicer and the Trustee an Interim  Certification  in the
form annexed  hereto as Exhibit Two to the effect that all such  documents have been executed and received
and that such  documents  relate to the Mortgage  Loans,  except for any  exceptions  listed on Schedule A
attached to such Interim  Certification.  The  Custodian  shall be under no duty or obligation to inspect,
review or examine said  documents,  instruments,  certificates  or other papers to determine that the same
are genuine,  enforceable,  or  appropriate  for the  represented  purpose or that they have actually been
recorded or that they are other than what they purport to be on their face.

                  (3)      Not  later  than 180 days  after the  Closing  Date (or,  with  respect  to any
Substitute  Mortgage  Loans,  within 5 Business  Days after the  receipt by the  Trustee or the  Custodian
thereof),  the  Custodian  shall review the Mortgage  Files  related to the Mortgage  Loans as provided in
Section 2.02 of the Pooling and Servicing  Agreement and deliver to the Company,  the Master  Servicer and
the  Trustee  a  Final  Certification  in  the  form  annexed  hereto  as  Exhibit  Three  evidencing  the
completeness of such Mortgage Files.

                  (4)      In reviewing  the  Mortgage  Files  relating to the Mortgage  Loans as provided
herein and in the Pooling and Servicing  Agreement,  the Custodian shall make no  representation as to and
shall  not be  responsible  to verify  (i) the  validity,  legality,  enforceability,  due  authorization,
recordability,  sufficiency or  genuineness of any of the documents  included in any Mortgage File or (ii)
the  collectibility,  insurability,  effectiveness  or suitability of any of the documents in any Mortgage
File.

         Upon receipt of written request from EMC, the Company,  the Master  Servicer or the Trustee,  the
Custodian  shall as soon as practicable  supply the  requesting  party with a list of all of the documents
relating to the Mortgage Loans missing from  the Mortgage Files.

                  Section 2.4.      Notification  of  Breaches of  Representations  and  Warranties.  Upon
discovery  by the  Custodian  of a breach of any  representation  or  warranty  made by the Company as set
forth in the  Pooling and  Servicing  Agreement  with  respect to a Mortgage  Loan  relating to a Mortgage
File,  the Custodian  shall give prompt written notice to the Company,  the Master  Servicer,  the related
Servicer and the Trustee.

                  Section 2.5.      Custodian to  Cooperate:  Release of Mortgage  Files.  Upon receipt of
written  notice  from the Master  Servicer  or the  Trustee  that EMC (the  "Mortgage  Loan  Seller")  has
repurchased a Mortgage Loan  pursuant to Article II of the Pooling and Servicing  Agreement,  and that the
purchase  price  therefore  has  been  deposited  in  the  Master  Servicer   Collection  Account  or  the
Distribution  Account,  then the  Custodian  agrees to promptly  release to the  Mortgage  Loan Seller the
related Mortgage File.

                  Upon the  Custodian's  receipt  of a request  for  release  (a  "Request  for  Release")
substantially  in the form of Exhibit D to the  Pooling  and  Servicing  Agreement  signed by a  Servicing
Officer of the related  Servicer  stating that it has received  payment in full of a Mortgage Loan or that
payment in full will be escrowed in a manner  customary for such purposes,  the Custodian  agrees promptly
to release to the related  Servicer the related  Mortgage File. The Company shall deliver to the Custodian
and the Custodian  agrees to accept the Mortgage Note and other documents  constituting  the Mortgage File
with respect to any Substitute Mortgage Loan.

                  From time to time as is  appropriate  for the servicing or  foreclosure  of any Mortgage
Loan,  including,  for this purpose,  collection under any Primary Mortgage  Insurance Policy, the related
Servicer  shall deliver to the Custodian a Request for Release  signed by a Servicing  Officer  requesting
that  possession of all of the Mortgage File be released to the related  Servicer and certifying as to the
reason for such release and that such release  will not  invalidate  any  insurance  coverage  provided in
respect of the Mortgage  Loan under any of the  Insurance  Policies.  Upon receipt of the  foregoing,  the
Custodian shall deliver the Mortgage File to the related  Servicer.  All Mortgage Files so released to the
related  Servicer  shall be held by it in trust for the Trustee for the use and benefit of all present and
future  Certificateholders.  The related  Servicer shall cause each Mortgage File or any document  therein
so released to be returned to the  Custodian  when the need  therefore  by the related  Servicer no longer
exists,  unless (i) the Mortgage Loan has been  liquidated and the  Liquidation  Proceeds  relating to the
Mortgage Loan have been deposited in the Master Servicer  Collection  Account or the Distribution  Account
or (ii) the Mortgage File or such document has been  delivered to an attorney,  or to a public  trustee or
other public  official as required by law, for purposes of  initiating  or pursuing  legal action or other
proceedings for the foreclosure of the Mortgaged  Property either  judicially or  non-judicially,  and the
related  Servicer has  delivered to the Custodian a certificate  of a Servicing  Officer  certifying as to
the name and address of the Person to which such  Mortgage  File or such  document was  delivered  and the
purpose or purposes of such delivery.

                  At any time that a  Servicer  is  required  to deliver to the  Custodian  a Request  for
Release,  EMC or the related  Servicer shall deliver two copies of the Request for Release if delivered in
hard copy or EMC or the related  Servicer  may furnish  such  Request  for Release  electronically  to the
Custodian,  in which event the Servicing Officer  transmitting the same shall be deemed to have signed the
Request  for  Release.  In  connection  with any  Request  for  Release  of a Mortgage  File  because of a
repurchase  of a Mortgage  Loan,  such  Request for  Release  shall be  accompanied  by an  assignment  of
mortgage,  without  recourse,  representation or warranty from the Trustee to the Mortgage Loan Seller and
the related Mortgage Note shall be endorsed without  recourse,  representation  or warranty by the Trustee
(unless  such  Mortgage  Note was a MERS Loan and not  endorsed  to the  Trustee)  and be  returned to the
Mortgage  Loan  Seller.  In  connection  with any Request for  Release of a Mortgage  File  because of the
payment in full of a Mortgage  Loan,  such Request for Release shall be  accompanied  by a certificate  of
satisfaction  or other  similar  instrument  to be executed by or on behalf of the Trustee and returned to
EMC or the related Servicer.

                  Section 2.6.      Assumption  Agreements.  In the event that any  assumption  agreement,
substitution  of liability  agreement  or sale of servicing  agreement is entered into with respect to any
Mortgage  Loan subject to this  Agreement in accordance  with the terms and  provisions of the Pooling and
Servicing  Agreement,  the Master  Servicer,  to the extent provided in the related  Servicing  Agreement,
shall cause the related  Servicer to notify the Custodian that such assumption or  substitution  agreement
has been  completed by  forwarding  to the  Custodian  the  original of such  assumption  or  substitution
agreement,  which shall be added to the related  Mortgage File and, for all purposes,  shall be considered
a part of such  Mortgage  File to the same  extent as all other  documents  and  instruments  constituting
parts thereof.


                                               ARTICLE III
                                         CONCERNING THE CUSTODIAN

                  Section 3.1.      Custodian  as Bailee and Agent of the  Trustee.  With  respect to each
Mortgage  Note,  Mortgage and other  documents  constituting  each  Mortgage File relating to the Mortgage
Loans which are  delivered to the  Custodian,  the  Custodian is  exclusively  the bailee and agent of the
Trustee  and has no  instructions  to hold any  Mortgage  Note or  Mortgage  for the benefit of any person
other than the Trustee,  holds such  documents  for the benefit of  Certificateholders  and  undertakes to
perform  such duties and only such duties as are  specifically  set forth in this  Agreement.  Except upon
compliance  with the  provisions of Section 2.5 of this  Agreement  with respect to any Mortgage  Loan, no
Mortgage  Note,  Mortgage or  Mortgage  File shall be  delivered  by the  Custodian  to the  Company,  the
Servicers or the Master Servicer or otherwise released from the possession of the Custodian.

                  Section 3.2.      Reserved.

                  Section 3.3.      Custodian May Own  Certificates.  The  Custodian in its  individual or
any other capacity may become the owner or pledgee of  Certificates  with the same rights it would have if
it were not Custodian.

                  Section 3.4.      Master  Servicer  to Pay  Custodian's  Fees and  Expenses.  The Master
Servicer  covenants  and agrees to pay to the  Custodian  from time to time,  and the  Custodian  shall be
entitled to,  reasonable  compensation for all services  rendered by it in the exercise and performance of
any of the powers and duties  hereunder of the  Custodian,  and the Master  Servicer will pay or reimburse
the Custodian upon its request for all reasonable  expenses,  disbursements  and advances incurred or made
by the Custodian in accordance  with any of the  provisions of this  Agreement  (including  the reasonable
compensation  and the expenses and  disbursements  of its counsel and of all persons not  regularly in its
employ),  except any such expense,  disbursement  or advance as may arise from its negligence or bad faith
or to the extent  that such cost or expense is  indemnified  by the  Company  pursuant  to the Pooling and
Servicing Agreement.

                  Section 3.5.      Custodian May Resign Trustee May Remove  Custodian.  The Custodian may
resign from the  obligations  and duties hereby imposed upon it as such  obligations  and duties relate to
its acting as Custodian of the Mortgage  Loans.  Upon  receiving such notice of  resignation,  the Trustee
shall either take  custody of the Mortgage  Files  itself and give prompt  written  notice  thereof to the
Company,  the Master  Servicer and the  Custodian,  or promptly  appoint a successor  Custodian by written
instrument,  in duplicate,  one copy of which instrument shall be delivered to the resigning Custodian and
one copy to the successor  Custodian.  If the Trustee  shall not have taken custody of the Mortgage  Files
and no successor  Custodian  shall have been so appointed  and have  accepted  appointment  within 30 days
after the  giving of such  notice of  resignation,  the  resigning  Custodian  may  petition  any court of
competent jurisdiction for the appointment of a successor Custodian.

                  The  Trustee  may  remove  the  Custodian  at any time with the  consent  of the  Master
Servicer.  In such event,  the Trustee shall  appoint,  or petition a court of competent  jurisdiction  to
appoint,  a successor  Custodian  hereunder.  Any successor  Custodian  shall be a depository  institution
subject to supervision or  examination by federal or state  authority,  shall be able to satisfy the other
requirements contained in Section 3.7 and shall be unaffiliated with the Servicer or the Company.

                  Any  resignation or removal of the Custodian and  appointment  of a successor  Custodian
pursuant  to any of the  provisions  of this  Section  3.5  shall  become  effective  upon  acceptance  of
appointment  by the  successor  Custodian.  The Trustee  shall give  prompt  notice to the Company and the
Master Servicer of the appointment of any successor  Custodian.  No successor Custodian shall be appointed
by the Trustee without the prior approval of the Company and the Master Servicer.

                  Section 3.6.      Merger or  Consolidation  of  Custodian.  Any  Person  into  which the
Custodian may be merged or converted or with which it may be  consolidated,  or any Person  resulting from
any  merger,  conversion  or  consolidation  to  which  the  Custodian  shall be a  party,  or any  Person
succeeding to the business of the Custodian,  shall be the successor of the Custodian  hereunder,  without
the  execution  or  filing  of any  paper or any  further  act on the part of any of the  parties  hereto,
anything  herein  to  the  contrary  notwithstanding;   provided  that  such  successor  is  a  depository
institution  subject to supervision  or  examination by federal or state  authority and is able to satisfy
the other  requirements  contained  in Section  3.7 and is  unaffiliated  with the Master  Servicer or the
Company.

                  Section 3.7.      Representations  of the  Custodian.  The Custodian  hereby  represents
that it is a  depository  institution  subject  to  supervision  or  examination  by a  federal  or  state
authority,  has a combined capital and surplus of at least  $15,000,000 and is qualified to do business in
the jurisdictions in which it will hold any Mortgage File.

                  Section 3.8.      Limitation  on  Liability.  Neither  the  Custodian  nor  any  of  its
directors,  officers, agents or employees,  shall be liable for any action taken or omitted to be taken by
it or them  hereunder or in connection  herewith in good faith and reasonably  believed  (which belief may
be based upon the  written  opinion or advice of counsel  selected  by it in the  exercise  of  reasonable
care) by it or them to be within the purview of this  Agreement,  except for its or their own  negligence,
lack of good faith or willful misconduct.  The  Custodian and any director,  officer, employee or agent of
the  Custodian  may rely in good faith on any  document  of any kind prima  facie  properly  executed  and
submitted  by any person with  authority  with respect to any related  matters  arising  hereunder.  In no
event  shall the  Custodian  or its  directors,  officers,  agents and  employees  be held  liable for any
special,  indirect or consequential  damages  resulting from any action taken or omitted to be taken by it
or them hereunder or in connection herewith even if advised of the possibility of such damages.

                  Notwithstanding  anything herein to the contrary,  the Custodian agrees to indemnify the
Trust Fund, the Trustee and each of their respective  employees,  representatives,  affiliates,  officers,
directors  and  agents for any and all  liabilities,  obligations,  losses,  damages,  payments,  costs or
expenses of any kind  whatsoever  that may be imposed on,  incurred by or asserted  against the Trustee or
Trust Fund or any such other respective Person,  due to any willful  misfeasance or negligent or bad faith
performance or non-performance by the Custodian of its duties and  responsibilities  under this Agreement;
provided,  however,  that the Custodian shall not be liable to any of the foregoing Persons for any amount
and any portion of any such amount directly and solely resulting from the willful  misfeasance,  bad faith
or negligence of such person,  and the Custodian's  reliance on written  instructions  from the Trustee or
the Master  Servicer.  The provisions of this Section 3.8 shall survive the  termination of this Custodial
Agreement.

                  The Custodian  and its  directors,  officers,  employees and agents shall be entitled to
indemnification  and defense from the Trust Fund for any loss,  liability or expense  incurred (other than
as a result of any willful  misfeasance or negligent or bad-faith  performance or non-performance on their
part),  arising  out of,  or in  connection  with,  the  acceptance  or  administration  of the  custodial
arrangement  created  hereunder,  including  the costs and  expenses of defending  themselves  against any
claim or  liability  in  connection  with the  exercise or  performance  of any of their  powers or duties
hereunder.


                                                ARTICLE IV
                                      COMPLIANCE WITH REGULATION AB

                  Section 4.1.      Intent   of  the   parties;   Reasonableness.   The   parties   hereto
acknowledge  and agree that the purpose of this  Article IV is to  facilitate  compliance  by the Company,
Master  Servicer and the Securities  Administrator  with the provisions of Regulation AB and related rules
and regulations of the Commission.  The Company,  Master Servicer and the Securities  Administrator  shall
not exercise its right to request  delivery of information  or other  performance  under these  provisions
other than in good faith,  or for purposes other than  compliance  with the  Securities  Act, the Exchange
Act and the rules and  regulations of the  Commission  under the Securities Act and the Exchange Act. Each
of the parties hereto  acknowledges  that  interpretations  of the  requirements  of the  requirements  of
Regulation AB may change over time,  whether due to  interpretive  guidance  provided by the Commission or
its staff, consensus among participants in the mortgage-backed  securities markets,  advice of counsel, or
otherwise,  and agrees to comply with requests  made by the Company,  Master  Servicer and the  Securities
Administrator  in good faith for delivery of information  under these  provisions on the basis of evolving
interpretations  of Regulation AB to the extent  reasonably  practicable.  The Custodian  shall  cooperate
reasonably  with the Company to deliver to the  Company,  Master  Servicer  and  Securities  Administrator
(including any of their respective assignees or designees), any and all disclosure,  statements,  reports,
certifications,  records and any other information  necessary in the reasonable,  good faith determination
of the Company,  Master Servicer and Securities  Administrator to permit the Company,  Master Servicer and
Securities Administrator to comply with the provisions of Regulation AB.

                  Section 4.2.      Additional Representations and Warranties of the Custodian.

                  (1)      The Custodian hereby  represents and warrants that the information with respect
to  the  Custodian  set  forth  in  the  Prospectus  Supplement  under  the  caption  "Description  of the
Certificates – The Custodian"  (the  "Custodian  Disclosure")  does not contain any untrue  statement of a
material  fact or omit to state a material  fact  required to be stated  therein or  necessary in order to
make the  statements  therein,  in the  light  of the  circumstances  under  which  they  were  made,  not
misleading.

                  (2)      The  Custodian  shall be  deemed to  represent  to the  Company  as of the date
hereof and on each date on which  information  is provided to the Company under  Section 4.3 that,  except
as  disclosed  in writing to the  Company  prior to such date:  (i) there are no aspects of its  financial
condition  that  could  have  a  material  adverse  effect  on  the  performance  by it of  its  Custodian
obligations  under  this  Agreement  or  any  other  securitization  transaction  as to  which  it is  the
custodian;  (ii)  there  are no  material  legal  or  governmental  proceedings  pending  (or  known to be
contemplated)  against it; and (iii) there are no affiliations,  relationships or transactions relating to
the Custodian with respect to the Company or any sponsor, issuing entity, servicer,  trustee,  originator,
significant  obligor,  enhancement or support provider or other material  transaction party (as such terms
are used in  Regulation  AB)  relating to the  securitization  transaction  contemplated  by the  Original
Pooling and  Servicing  Agreement,  as  identified  by the Company to the  Custodian  in writing as of the
Closing Date (each, a "Transaction Party").

                  (3)      If so  requested by the Company on any date  following  the Closing  Date,  the
Custodian  shall,  within five Business Days  following  such request,  confirm in writing the accuracy of
the  representations  and  warranties  set  forth  in  paragraph  (1) of  this  section  or,  if any  such
representation  and  warranty is not  accurate  as of the date of such  confirmation,  provide  reasonably
adequate  disclosure of the pertinent  facts, in writing,  to the requesting  party. Any such request from
the Company  shall not be given more than once each  calendar  quarter,  unless the  Company  shall have a
reasonable basis for a determination that any of the representations and warranties may not be accurate.

                  Section 4.3.      Additional  Information to Be Provided by the  Custodian.  For so long
as the  Certificates are  outstanding,  for the purpose of satisfying the Company 's reporting  obligation
under the Exchange  Act with  respect to any class of  Certificates,  the  Custodian  shall (a) notify the
Company  and  the  Securities  Administrator  in  writing  of  any  material  litigation  or  governmental
proceedings  pending against the Custodian that would be material to  Certificateholders,  and (b) provide
to the Company and the Securities  Administrator a written  description of such  proceedings.  Any notices
and  descriptions  required  under this Section 4.3 shall be given no later than five  Business Days prior
to the  Determination  Date  following the month in which the Custodian has knowledge of the occurrence of
the relevant event. As of the date the Company or the Securities  Administrator  files each Report on Form
10-D or Form 10-K with respect to the  Certificates,  the Custodian  will be deemed to represent  that any
information  previously  provided under this Section 4.3, if any, is materially  correct and does not have
any material omissions unless the Custodian has provided an update to such information.

                  Section 4.4.      Report on  Assessment  of  Compliance  and  Attestation.  On or before
March 15 of each calendar year, the Custodian shall:

                  (1)      deliver to the Company, the Master Servicer and the Securities  Administrator a
report  (in  form  and  substance  reasonably   satisfactory  to  the  Master  Servicer,   the  Securities
Administrator  and the Company)  regarding the  Custodian's  assessment  of compliance  with the Servicing
Criteria  during the  immediately  preceding  calendar  year, as required under Rules 13a-18 and 15d-18 of
the Exchange  Act and Item 1122 of  Regulation  AB. Such report  shall be  addressed  to the Company,  the
Master  Servicer and the Securities  Administrator  and signed by an authorized  officer of the Custodian,
and shall address each of the Servicing  Criteria  specified on a certification  substantially in the form
of Exhibit Five hereto; and

                  (2)               deliver  to the  Master  Servicer,  the  Company  and  the  Securities
Administrator,  a report of a  registered  public  accounting  firm  reasonably  acceptable  to the Master
Servicer,  the Company and the Securities  Administrator,  that attests to, and reports on, the assessment
of compliance made by the Custodian and delivered  pursuant to the preceding  paragraph.  Such attestation
shall be in accordance  with Rules  1-02(a)(3)  and 2-02(g) of Regulation S-X under the Securities Act and
the Exchange Act.

                  Section 4.5.      Indemnification; Remedies.

                  (1)      The Custodian shall indemnify the Company,  each affiliate of the Company,  the
Master Servicer, the Securities  Administrator,  the Trustee and each broker dealer acting as underwriter,
placement agent or initial  purchaser of the  Certificates or each Person who controls any of such parties
(within  the meaning of Section 15 of the  Securities  Act and Section 20 of the  Exchange  Act);  and the
respective  present and former  directors,  officers,  employees and agents of each of the foregoing,  and
shall hold each of them  harmless from and against any losses,  damages,  penalties,  fines,  forfeitures,
legal fees and expenses and related costs,  judgments,  and any other costs, fees and expenses that any of
them may sustain arising out of or based upon:

                  (i)      (A) any  untrue  statement  of a  material  fact  contained  or  alleged  to be
contained  in  the  Custodian  Disclosure  and  any  information,   report,  certification,   accountants'
attestation  or  other  material  provided  under  this  Article  IV by  or on  behalf  of  the  Custodian
(collectively,  the  "Custodian  Information"),  or (B) the  omission or alleged  omission to state in the
Custodian  Information a material fact required to be stated in the Custodian  Information or necessary in
order to make the statements  therein,  in the light of the circumstances  under which they were made, not
misleading; or

                  (ii)     any   failure  by  the   Custodian   to  deliver   any   information,   report,
certification, accountants' attestation or other material when and as required under this Article IV.

                  (2)      In the case of any failure of  performance  described in clause (ii) of Section
4.5(1),  the Custodian shall promptly reimburse the Company,  the Securities  Administrator and the Master
Servicer  for all costs  reasonably  incurred by the Company in order to obtain the  information,  report,
certification, accountants' letter or other material not delivered as required by the Custodian.


                                                ARTICLE V
                                         MISCELLANEOUS PROVISIONS

                  Section 5.1.      Notices.  All  notices,  requests,  consents  and  demands  and  other
communications  required  under this Agreement or pursuant to any other  instrument or document  delivered
hereunder shall be in writing and, unless otherwise  specifically  provided,  may be delivered personally,
by telegram or telex, or by registered or certified mail, postage prepaid,  return receipt  requested,  at
the  addresses  specified on the  signature  page hereof  (unless  changed by the  particular  party whose
address  is  stated  herein by  similar  notice  in  writing),  in which  case the  notice  will be deemed
delivered when received.

                  Section 5.2.      Amendments.  No  modification  or amendment of or  supplement  to this
Agreement  shall be valid or  effective  unless the same is in writing and signed by all  parties  hereto,
and  neither the  Company,  the Master  Servicer  nor the Trustee  shall enter into any  amendment  hereof
except as permitted by the Pooling and  Servicing  Agreement.  The Trustee shall give prompt notice to the
Custodian  of any  amendment  or  supplement  to the  Pooling  and  Servicing  Agreement  and  furnish the
Custodian with written copies thereof.

                  Section 5.3.      GOVERNING  LAW. THIS  AGREEMENT  SHALL BE DEEMED A CONTRACT MADE UNDER
THE LAWS OF THE STATE OF NEW YORK  WITHOUT  REFERENCE  TO ITS  CONFLICTS  OF LAW RULES (OTHER THAN SECTION
5-1401 OF THE NEW YORK GENERAL  OBLIGATIONS  LAW) AND SHALL BE CONSTRUED AND ENFORCED IN  ACCORDANCE  WITH
AND GOVERNED BY THE LAWS OF THE STATE OF NEW YORK.

                  Section 5.4.      Recordation of Agreement.  To the extent  permitted by applicable law,
this Agreement is subject to recordation in all  appropriate  public offices for real property  records in
all the counties or other comparable  jurisdictions  in which any or all of the properties  subject to the
Mortgages  are  situated,  and in any  other  appropriate  public  recording  office  or  elsewhere,  such
recordation  to be  effected  by  the  Company  and  at the  Trust's  expense,  but  only  upon  direction
accompanied  by an  Opinion of  Counsel  reasonably  satisfactory  to the  Company to the effect  that the
failure to effect such  recordation  is likely to  materially  and  adversely  affect the interests of the
Certificateholders.

                  For the purpose of  facilitating  the  recordation of this Agreement as herein  provided
and for other  purposes,  this  Agreement may be executed  simultaneously  in any number of  counterparts,
each of which counterparts  shall be deemed to be an original,  and such counterparts shall constitute but
one and the same instrument.

                  Section 5.5.      Severability  of  Provisions.  If any one or  more  of the  covenants,
agreements,  provisions or terms of this Agreement shall be for any reason  whatsoever held invalid,  then
such covenants,  agreements,  provisions or terms shall be deemed severable from the remaining  covenants,
agreements,  provisions  or  terms  of  this  Agreement  and  shall  in no  way  affect  the  validity  or
enforceability  of the other  provisions  of this  Agreement or of the  Certificates  or the rights of the
holders thereof.



IN WITNESS WHEREOF, this Agreement is executed as of the date first above written.


Address:                                                    CITIBANK, N.A., as Trustee

388 Greenwich Street, 14th Floor
New York, New York 10013                                    By:__________________________________________
                                                            Name:
Attention :Structured Finance Agency &                  Title:
           Trust BSALTA 2006-4
Telecopy:  (212) 816-5527

Address:                                                    STRUCTURED ASSET MORTGAGE INVESTMENTS II INC.

383 Madison Avenue                                          By:__________________________________________
New York, New York 10179                                    Name:    Baron Silverstein
                                                            Title:   Vice President

Address:                                                    WELLS FARGO BANK, NATIONAL ASSOCIATION, as Master
                                                            Servicer
9062 Old Annapolis                                          By:___________________________________________
Columbia, Maryland 21045                                    Name:
Attention: BSALTA 2006-4                                    Title:

Address:                                                    WELLS FARGO BANK, NATIONAL ASSOCIATION, as Custodian
                                                            By:___________________________________________
1015 10th Avenue                                            Name:  Leigh Taylor
Minneapolis, Minnesota 55414                                Title:  Vice President
Attention: BSALTA 2006-4
Telecopier: (612) 667-1068



STATE OF NEW YORK          )
                           )ss.:
COUNTY OF NEW YORK         )

                  On the   [_] day of September,  2006,  before me, a notary public in and for said State,
personally appeared  _______________,  known to me to be a _________________of  CITIBANK, N.A., a national
banking  association  that  executed  the  within  instrument,  and also  known to me to be the person who
executed it on behalf of said  association  and  acknowledged  to me that such  association  executed  the
within instrument.

                  IN WITNESS  WHEREOF,  I have  hereunto set my hand and affixed my official  seal the day
and year in this certificate first above written.

                                                                  ___________________________________
                                                                             Notary Public

[SEAL]



STATE OF MINNESOTA                  )
                                    ) ss.:
COUNTY OF HENNEPIN                  )

                  On the [_] day of  September,  2006,  before me, a notary  public in and for said State,
personally  appeared  Leigh  Taylor,  known to me to be a Vice  President  of Wells Fargo  Bank,  National
Association,  a national banking association that executed the within instrument,  and also known to me to
be the person who executed it on behalf of said  national  banking  association,  and  acknowledged  to me
that such national banking association executed the within instrument.

                  IN WITNESS  WHEREOF,  I have  hereunto set my hand and affixed my official  seal the day
and year in this certificate first above written.

                                                                  ___________________________________

                                                                             Notary Public

[SEAL]



STATE OF NEW YORK                   )
                                    )ss.:
COUNTY OF NEW YORK                  )

                  On the [_] day of  September,  2006,  before me, a notary  public in and for said State,
personally  appeared Baron  Silverstein,  known to me to be a Vice President of Structured  Asset Mortgage
Investments  II Inc., one of the companies  that executed the within  instrument,  and also known to me to
be the  person  who  executed  it on behalf of said  company,  and  acknowledged  to me that such  company
executed the within instrument.

                  IN WITNESS  WHEREOF,  I have  hereunto set my hand and affixed my official  seal the day
and year in this certificate first above written.

                                                                  ____________________________________
                                                                             Notary Public

[Notarial Seal]



STATE OF MARYLAND                   )
                                    )ss.:
COUNTY OF HOWARD                    )


                  On the [_] day of  September,  2006,  before me, a notary  public in and for said State,
personally  appeared  __________________,  known to me to be a/an  _____________________  of  Wells  Fargo
Bank, National Association,  a national banking association that executed the within instrument,  and also
known to me to be the  person  who  executed  it on  behalf  of said  national  banking  association,  and
acknowledged to me that such national banking association executed the within instrument.

                  IN WITNESS  WHEREOF,  I have  hereunto set my hand and affixed my official  seal the day
and year in this certificate first above written.

                                                                  ____________________________________
                                                                             Notary Public

[Notarial Seal]



                                               EXHIBIT ONE


                                 FORM OF CUSTODIAN INITIAL CERTIFICATION


                                                                       __, 20__



CITIBANK, N.A.                                                Structured Asset Mortgage
388 Greenwich Street, 14th Floor                              Investments II Inc.
New York, New York 10013                                      383 Madison Avenue
Attn: Structured Finance Agency & Trust—             New York, New York 10179
BSALTA 2006-4

Wells Fargo Bank, National Association
9062 Old Annapolis
Columbia, Maryland 21045
Attention: BSALTA 2006-4

Attention: Structured Asset Mortgage Investments II Inc.
Bear Stearns ALT-A Trust, Mortgage Pass-Through Certificates, Series 2006-4

                  Re:      Amended  and  Restated  Custodial  Agreement,  dated  as  of
                           September [_], 2006, by and among CITIBANK, N.A., Structured
                           Asset  Mortgage  Investments  II Inc.  and Wells Fargo Bank,
                           National  Association  relating to Bear Stearns ALT-A Trust,
                           Mortgage Pass-Through Certificates, Series 2006-4

Ladies and Gentlemen:

                  In accordance with Section 2.3 of the above-captioned  Custodial Agreement,  and subject
to Section 2.02 of the Pooling and Servicing Agreement,  the undersigned,  as Custodian,  hereby certifies
that it has received a Mortgage File (which  contains an original  Mortgage  Note or lost note  affidavit)
to the extent  required in Section  2.01 of the  Pooling  and  Servicing  Agreement  with  respect to each
Mortgage  Loan listed in the Mortgage Loan  Schedule,  with any  exceptions  listed on Schedule A attached
hereto.

                  Capitalized  words and phrases used herein shall have the respective  meanings  assigned
to them in the above-captioned Custodial Agreement.

                                                              WELLS FARGO BANK, NATIONAL ASSOCIATION


                                                              By: _______________________________
                                                              Name:
                                                              Title:



                                               EXHIBIT TWO

                                 FORM OF CUSTODIAN INTERIM CERTIFICATION

                                                                       _________, 20__



Citibank, N.A.                                                   Structured Asset Mortgage Investments II Inc.
388 Greenwich Street, 14th Floor                                 383 Madison Avenue
New York, New York 10013                                         New York, New York 10179
Attn: Structured Finance Agency & Trust—BSALTA 2006-4

Wells Fargo Bank, National Association
9062 Old Annapolis
Columbia, Maryland 21045
Attention: BSALTA 2006-4

Attention:  Structured Asset Mortgage Investments II Inc.
Bear Stearns ALT-A Trust, Mortgage Pass-Through Certificates, Series 2006-4

                  Re:   Amended and Restated Custodial Agreement, dated as of September
                        [_], 2006, by and among Citibank, N.A., Structured Asset
                        Mortgage Investments II Inc. and Wells Fargo Bank, National
                        Association relating to Bear Stearns ALT-A Trust, Mortgage
                        Pass-Through Certificates, Series 2006-4

Ladies and Gentlemen:

                  In  accordance  with  Section  2.3  of  the  above-captioned  Custodial  Agreement,  the
undersigned,  as Custodian,  hereby  certifies that it has received a Mortgage File to the extent required
pursuant  to Section  2.01 of the Pooling and  Servicing  Agreement  with  respect to each  Mortgage  Loan
listed in the  Mortgage  Loan  Schedule,  and it has reviewed  the  Mortgage  File and the  Mortgage  Loan
Schedule and has  determined  that:  all required  documents have been executed and received and that such
documents  related to the Mortgage  Loans  identified on the Mortgage Loan  Schedule,  with any exceptions
listed on Schedule A attached hereto.

                  Capitalized  words and phrases used herein shall have the respective  meanings  assigned
to them in the above-captioned Custodial Agreement.

                                                     WELLS FARGO BANK, NATIONAL ASSOCIATION


                                                     By:____________________________________
                                                     Name:__________________________________
                                                     Title:_________________________________



                                              EXHIBIT THREE

                                  FORM OF CUSTODIAN FINAL CERTIFICATION



                                                                       __________, 20__



----------------------------------------------------------- --------------------------------------------------------
Citibank, N.A.                                                   Structured Asset Mortgage Investments II Inc.
388 Greenwich Street, 14th Floor                                 383 Madison Avenue
New York, New York 10013                                         New York, New York 10179
Attn: Structured Finance Agency & Trust—BSALTA 2006-4

Wells Fargo Bank, National Association
9062 Old Annapolis
Columbia, Maryland 21045
Attention: BSALTA 2006-4
----------------------------------------------------------- --------------------------------------------------------
Attention: Structured Asset Mortgage Investments II Inc.
Bear Stearns ALT-A Trust, Mortgage Pass-Through Certificates, Series 2006-4

                  Re:   Amended and Restated Custodial Agreement, dated as of September
                        [_],  2006,  by and  among  CITIBANK,  N.A.,  Structured  Asset
                        Mortgage  Investments  II Inc.  and Wells Fargo Bank,  National
                        Association  relating to Bear  Stearns  ALT-A  Trust,  Mortgage
                        Pass-Through Certificates, Series 2006-4

Ladies and Gentlemen:

                  In accordance with Section 2.3 of the  above-captioned  Custodial  Agreement and subject
to Section  2.02(b) of the  Pooling  and  Servicing  Agreement,  the  undersigned,  as  Custodian,  hereby
certifies  that,  subject  to any  exceptions  listed on  Schedule A attached  hereto,  it has  received a
Mortgage File with respect to each Mortgage  Loan listed in the Mortgage  Loan  Schedule  containing  with
respect to each such Mortgage Loan:

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

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

                  (iii) unless the Mortgage Loan is a MOM Loan, a certified copy of the assignment  (which
         may be in the form of a  blanket  assignment  if  permitted  in the  jurisdiction  in  which  the
         Mortgaged  Property is located) to CITIBANK,  N.A., as Trustee,  with evidence of recording  with
         respect to each Mortgage Loan in the name of the Trustee thereon;

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

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

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

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

                  Capitalized  words and phrases used herein shall have the respective  meanings  assigned
to them  in the  above-captioned  Custodial  Agreement  or in the  Pooling  and  Servicing  Agreement,  as
applicable.

                                                                       WELLS    FARGO    BANK,    NATIONAL
                                                                       ASSOCIATION



                                                                       By:_________________________________
                                                                       Name:_______________________________
                                                                       Title:______________________________




                                               EXHIBIT FOUR

                      SERVICING CRITERIA TO BE ADDRESSED IN ASSESSMENT OF COMPLIANCE

         The assessment of compliance to be delivered by the Custodian shall address,  at a minimum,  the
criteria identified as below as "Applicable Servicing Criteria";

-------------------------------------------------------------------------------------- ----------------------
                                                                                            Applicable
                                 Servicing Criteria                                     Servicing Criteria
-------------------------------------------------------------------------------------- ----------------------
----------------------- -------------------------------------------------------------- ----------------------
      Reference                                   Criteria
----------------------- -------------------------------------------------------------- ----------------------
----------------------- -------------------------------------------------------------- ----------------------
                                      General Servicing Considerations
----------------------- -------------------------------------------------------------- ----------------------
----------------------- -------------------------------------------------------------- ----------------------
                        Policies and procedures are instituted to monitor any
                        performance or other triggers and events of default in
1122(d)(1)(i)           accordance with the transaction agreements
----------------------- -------------------------------------------------------------- ----------------------
----------------------- -------------------------------------------------------------- ----------------------
                        If any material servicing activities are outsourced to third
                        parties, policies and procedures are instituted to monitor
1122(d)(1)(ii)          the third party's performance and compliance with such
                        servicing activities
----------------------- -------------------------------------------------------------- ----------------------
----------------------- -------------------------------------------------------------- ----------------------
                        Any requirements in the transaction agreements to maintain a
1122(d)(1)(iii)         back-up servicer for the pool assets are maintained.
----------------------- -------------------------------------------------------------- ----------------------
----------------------- -------------------------------------------------------------- ----------------------
                        A fidelity bond and errors and omissions policy is in effect
                        on the party participating in the servicing function
                        throughout the reporting period in the amount of coverage
1122(d)(1)(iv)          required by and otherwise in accordance with the terms of
                        the transaction agreements.
----------------------- -------------------------------------------------------------- ----------------------
----------------------- -------------------------------------------------------------- ----------------------

                                     Cash Collection and Administration
----------------------- -------------------------------------------------------------- ----------------------
----------------------- -------------------------------------------------------------- ----------------------
                        Payments on pool assets are deposited into the appropriate
                        custodial bank accounts and related bank clearing accounts
                        no more than two business days following receipt and
1122(d)(2)(i)           identification, or such other number of days specified in
                        the transaction agreements.
----------------------- -------------------------------------------------------------- ----------------------
----------------------- -------------------------------------------------------------- ----------------------
                        Disbursements made via wire transfer on behalf of an obligor
1122(d)(2)(ii)          or to an investor are made only by authorized personnel.
----------------------- -------------------------------------------------------------- ----------------------
----------------------- -------------------------------------------------------------- ----------------------
                        Advances of funds or guarantees regarding collections, cash
                        flows or distributions, and any interest or other fees
                        charged for such advances are made, reviewed and approved as
1122(d)(2)(iii)         specified in the transaction agreements.
----------------------- -------------------------------------------------------------- ----------------------
----------------------- -------------------------------------------------------------- ----------------------
                        The related accounts for the transaction, such as cash
                        reserve accounts or accounts established as a form of
                        overcollateralization, are separately maintained (e.g., with
1122(d)(2)(iv)          respect to commingling of cash) as set forth in the
                        transaction agreements.
----------------------- -------------------------------------------------------------- ----------------------
----------------------- -------------------------------------------------------------- ----------------------
                        Each custodial account is maintained at a federally insured
                        depository institution as set forth in the transaction
                        agreements.  For purposes of this criterion, "federally
                        insured depository institutions" with respect to a foreign
                        financial institution means a foreign financial institution
1122(d)(2)(v)           that meets the requirements of Rule 13k-1(b)(1) of the
                        Securities Exchange Act.
----------------------- -------------------------------------------------------------- ----------------------
----------------------- -------------------------------------------------------------- ----------------------
1122(d)(2)(vi)          Unissued checks are safeguarded so as to prevent
                        unauthorized access.
----------------------- -------------------------------------------------------------- ----------------------
----------------------- -------------------------------------------------------------- ----------------------
                        Reconciliations are prepared on a monthly basis for all
                        asset-backed securities related bank accounts, including
                        custodial accounts and related bank clearing accounts. These
                        reconciliations are (A) mathematically accurate; (B)
                        prepared within 30 calendar days after the bank statement
                        cutoff date, or such other number of days specified in the
                        transaction agreements; (C) reviewed and approved by someone
                        other than ther person who prepared the reconciliations; and
                        (D) contain explanations for reconciling items, These
1122(d)(2)(vii)         reconciling items are resolved within 90 calendar days of
                        their original identification, or such other number of days
                        specified in the transaction agreements.
----------------------- -------------------------------------------------------------- ----------------------
----------------------- -------------------------------------------------------------- ----------------------

                                     Investor Remittances and Reporting
----------------------- -------------------------------------------------------------- ----------------------
----------------------- -------------------------------------------------------------- ----------------------
                        Reports to investors, including those to be filed with the
                        Commission, are maintained in accordance with the
                        transaction agreements and applicable Commission
                        requirements. Specifically, such reports (A) are prepared in
                        accordance with timeframes and other terms set forth in the
                        transaction agreements, (B) provide information calculated
                        in accordance with the terms specified in the transaction
                        agreements; (C) are filed with the Commission as required by
                        its rules and regulations; and (D) agree with investors; or
1122(d)(3)(i)           the trustee's records as to the total unpaid principal
                        balance and number of pool assets serviced by the servicer.
----------------------- -------------------------------------------------------------- ----------------------
----------------------- -------------------------------------------------------------- ----------------------
                        Amounts due to investors are allocated and remitted in
                        accordance with timeframes, distribution priority and other
1122(d)(3)(ii)          terms set forth in the transaction agreements.
----------------------- -------------------------------------------------------------- ----------------------
----------------------- -------------------------------------------------------------- ----------------------
                        Disbursements made to an investor are posted within two
                        business days to the servicer's investor records, or such
1122(d)(3)(iii)         other number of days specified in the transaction agreements.
----------------------- -------------------------------------------------------------- ----------------------
----------------------- -------------------------------------------------------------- ----------------------
                        Amounts remitted to investors per the investor reports agree
                        with cancelled checks, or other form of payment, or
1122(d)(3)(iv)          custodial bank statements.
----------------------- -------------------------------------------------------------- ----------------------
----------------------- -------------------------------------------------------------- ----------------------

                                          Pool Asset Administration
----------------------- -------------------------------------------------------------- ----------------------
----------------------- -------------------------------------------------------------- ----------------------
                        Collateral or security on pool assets is maintained as                   X
1122(d)(4)(i)           required by the transaction agreements or related asset pool
                        documents.
----------------------- -------------------------------------------------------------- ----------------------
----------------------- -------------------------------------------------------------- ----------------------
                        Pool assets and related documents are safeguarded as                     X*
1122(d)(4)(ii)          required by the transaction agreements.
----------------------- -------------------------------------------------------------- ----------------------
----------------------- -------------------------------------------------------------- ----------------------
                        Any additions, removals or substitutions to the asset pool
                        are made, reviewed and approved in accordance with any
1122(d)(4)(iii)         conditions or requirements in the transaction agreements
----------------------- -------------------------------------------------------------- ----------------------




_______________________
*Only with respect to the logistics of adding, removing or substituting loan files.


----------------------- -------------------------------------------------------------- ----------------------
                        Payments on pool assets, including any payoffs, made in
                        accordance with the related pool asset documents are posted
                        to the servicer's obligor records maintained no more than
                        two business days after receipt, or such other number of
                        days specified in the transaction agreements, and allocated
1122(d)(4)(iv)          to principal, interest or other items (e.g., escrow) in
                        accordance with the related pool asset documents.
----------------------- -------------------------------------------------------------- ----------------------
----------------------- -------------------------------------------------------------- ----------------------
                        The servicer's records regarding the pool assets agree with
1122(d)(4)(v)           the servicer's records with respect to an obligor's unpaid
                        principal balance.
----------------------- -------------------------------------------------------------- ----------------------
----------------------- -------------------------------------------------------------- ----------------------
                        Changes with respect to the terms or status of an obligor's
                        pool asset (e.g., loan modifications or re-agings) are made,
                        reviewed and approved by authorized personnel in accordance
1122(d)(4)(vi)          with the transaction agreements and related pool asset
                        documents.
----------------------- -------------------------------------------------------------- ----------------------
----------------------- -------------------------------------------------------------- ----------------------
                        Loss mitigation of recovery actions (e.g., forbearance
                        plans, modifications and deed in lieu of foreclosure,
                        foreclosures and repossessions, as applicable) are
                        initiated, conducted and concluded in accordance with the
1122(d)(4)(vii)         timeframes or other requirements established by the
                        transaction documents.
----------------------- -------------------------------------------------------------- ----------------------
----------------------- -------------------------------------------------------------- ----------------------
                        Records documenting collection efforts are maintained during
                        the period a pool asset is delinquent in accordance with the
                        transaction agreements., Such records are maintained in at
                        least a monthly basis, or such other period specified in the
                        transaction agreements, and describe the entity's activities
                        in monitoring delinquent pool assets including, for example,
                        phone calls, letters and payment rescheduling plans in cases
1122(d)(4)(viii)        where delinquency is deemed temporary (e.g., illness or
                        unemployment).
----------------------- -------------------------------------------------------------- ----------------------
----------------------- -------------------------------------------------------------- ----------------------
                        Adjustments to interest rates or rates of return for pool
1122(d)(4)(ix)          assets with  variable rates are computed based on the
                        related pool asset documents.
----------------------- -------------------------------------------------------------- ----------------------
----------------------- -------------------------------------------------------------- ----------------------
                        Regarding any funds held in trust for an obligor (such as
                        escrow accounts); (A) such funds are analyzed, in accordance
                        with the obligor's pool asset documents, on at least an
                        annual basis, or such other period specified in the
                        transaction agreements; (B) interest on such funds is paid,
                        or credited, to obligors in accordance with applicable pool
                        asset documents and state laws; and (C) such funds are
                        returned to the obligor within 3- calendar days of full
1122(d)(4)(x)           repayment of the related pool asset, or such other number of
                        days specified in the transaction agreements.
----------------------- -------------------------------------------------------------- ----------------------
----------------------- -------------------------------------------------------------- ----------------------
                        Payments made on behalf of an obligor (such as tax ore
                        insurance payments) are made on or before the related
                        penalty or expiration dates, as indicated on the appropriate
                        bills or notices for such payments, provided that such
                        support has been received by the service at least 30
1122(d)(4)(xi)          calendar days prior to these dates, or such other number of
                        days specified in the transaction agreements.
----------------------- -------------------------------------------------------------- ----------------------
----------------------- -------------------------------------------------------------- ----------------------
                        Any late payment penalties in connection with any payment to
                        be made on behalf of an obligor are paid from the servicer's
                        funds and not charged to the obligor, unless the late
1122(d)(4)(xii)         payment was due to the obligor's error or omission.
----------------------- -------------------------------------------------------------- ----------------------
----------------------- -------------------------------------------------------------- ----------------------
1122(d)(4)(xiii)        Disbursements made on behalf of an obligor are posted within
                        two business days to the obligor's records maintained by the
                        servicer, or such other number of days specified in the
                        transaction agreements.
----------------------- -------------------------------------------------------------- ----------------------
----------------------- -------------------------------------------------------------- ----------------------
1122(d)(4)(xiv)         Delinquencies, charge-offs and uncollectible funds are
                        recognized and recorded in accordance with the transaction
                        agreements.
----------------------- -------------------------------------------------------------- ----------------------
----------------------- -------------------------------------------------------------- ----------------------
1122(d)(4)(xv)          Any external enhancement or other support, identified in
                        item 1114(a)(1) through (3) or item 1115 of Regulation AB,
                        is maintained as set forth in the transaction agreements.
----------------------- -------------------------------------------------------------- ----------------------









                                                                                       EXHIBIT H-1






                                  MORTGAGE LOAN SALE AND SERVICING AGREEMENT



                                                    between



                                            BANK OF AMERICA, N.A.,
                                          as Seller and as Servicer,





                                                      and





                                           EMC MORTGAGE CORPORATION,
                                                 as Purchaser






                                               September 1, 2001



                                        Adjustable-Rate Mortgage Loans

                                          Loan Package BOA/EMC 2001-7













                                               TABLE OF CONTENTS

                                                                                          Page

SECTION 1.  Definitions......................................................................1
SECTION 2.  Purchase and Conveyance.........................................................10
SECTION 3.  Mortgage Loan Schedule..........................................................11
SECTION 4.  Purchase Price..................................................................11
SECTION 5.  Examination of Mortgage Files...................................................11
SECTION 6.  Delivery of Mortgage Loan Documents.............................................12
               Subsection 6.01  Possession of Mortgage Files................................12
               Subsection 6.02  Books and Records...........................................12
               Subsection 6.03  Delivery of Mortgage Loan Documents.........................12
SECTION 7.  Representations, Warranties and Covenants; Remedies for Breach..................13
               Subsection 7.01  Representations and Warranties Regarding
                                Individual Mortgage Loans...................................13
               Subsection 7.02   Seller and Servicer Representations........................23
               Subsection 7.03  Remedies for Breach of Representations and Warranties.......24
               Subsection 7.04  Repurchase of Certain Prepaid or Converted Mortgage Loans...26
SECTION 8.  Closing.........................................................................26
SECTION 9.  Closing Documents...............................................................27
SECTION 10.  Costs..........................................................................27
SECTION 11.  Administration and Servicing of Mortgage Loans.................................27
               Subsection 11.01  Servicer to Act as Servicer; Subservicing..................27
               Subsection 11.02  Liquidation of Mortgage Loans..............................29
               Subsection 11.03  Collection of Mortgage Loan Payments.......................30
               Subsection 11.04  Establishment of Custodial Account;
                                 Deposits in Custodial Account..............................30
               Subsection 11.05  Withdrawals From the Custodial Account.....................32
               Subsection 11.06  Establishment of Escrow Account;
                                 Deposits in Escrow Account.................................33
               Subsection 11.07  Withdrawals From Escrow Account............................33
               Subsection 11.08  Payment of Taxes, Insurance and Other Charges;
                                 Collections Thereunder.....................................34
               Subsection 11.09  Transfer of Accounts.......................................34
               Subsection 11.10  Maintenance of Hazard Insurance............................34
               Subsection 11.11  Maintenance of Primary Mortgage Insurance Policy; Claims...35
               Subsection 11.12  Fidelity Bond; Errors and Omissions Insurance..............36
               Subsection 11.13  Title, Management and Disposition of REO Property..........36
               Subsection 11.14  Servicing Compensation.....................................37
               Subsection 11.15  Distributions..............................................38
               Subsection 11.16  Statements to the Purchaser................................38
               Subsection 11.17  Advances by the Servicer...................................39
               Subsection 11.18  Assumption Agreements......................................40
               Subsection 11.19  Satisfaction of Mortgages and Release of Mortgage Files....40
               Subsection 11.20  Annual Statement as to Compliance..........................41
               Subsection 11.21  Annual Independent Public Accountants' Servicing Report....41
               Subsection 11.22  Servicer Shall Provide Access and
                                 Information as Reasonably Required.........................41
               Subsection 11.23  Inspections................................................42
               Subsection 11.24  Restoration of Mortgaged Property..........................42
SECTION 12.   The Servicer..................................................................42
               Subsection 12.01  Indemnification; Third Party Claims........................42
               Subsection 12.02  Merger or Consolidation of the Servicer....................43
               Subsection 12.03  Limitation on Liability of the Servicer and Others.........43
               Subsection 12.04  Seller and Servicer Not to Resign..........................44
SECTION 13.  Default........................................................................44
               Subsection 13.01  Events of Default..........................................44
               Subsection 13.02  Waiver of Default..........................................45
SECTION 14.  Termination....................................................................46
               Subsection 14.01  Termination................................................46
               Subsection 14.02  Successors to the Servicer.................................46
SECTION 15.  Notices........................................................................47
SECTION 16.  Severability Clause............................................................47
SECTION 17.  No Partnership.................................................................47
SECTION 18.  Counterparts...................................................................47
SECTION 19.  Governing Law..................................................................47
SECTION 20.  Intention of the Parties.......................................................48
SECTION 21.  Waivers........................................................................49
SECTION 22.  Exhibits.......................................................................49
SECTION 23.  General Interpretive Principles................................................49
SECTION 24.  Reproduction of Documents......................................................50
SECTION 25.  Amendment......................................................................50
SECTION 26.  Confidentiality................................................................50
SECTION 27.  Entire Agreement...............................................................51
SECTION 28.  Further Agreements; Securitization.............................................51
SECTION 29.  Successors and Assigns.........................................................51
SECTION 30.  Non-Solicitation...............................................................52





                                                   EXHIBITS



EXHIBIT 1      FORM OF SELLER'S AND SERVICER'S OFFICER'S CERTIFICATE

EXHIBIT 2      MORTGAGE LOAN DOCUMENTS

EXHIBIT 3      CONTENTS OF EACH MORTGAGE FILE

    EXHIBIT 4  MORTGAGE LOAN SCHEDULE (3/1 YEAR ADJUSTABLE RATE MORTGAGE LOANS)

EXHIBIT 4

EXHIBIT 5      UNDERWRITING GUIDELINES

EXHIBIT 6      FORM OF LOST NOTE AFFIDAVIT

EXHIBIT 7      FORM OF OPINION OF COUNSEL

EXHIBIT 8      FORM OF MONTHLY REMITTANCE REPORT














                                  MORTGAGE LOAN SALE AND SERVICING AGREEMENT


               THIS MORTGAGE LOAN SALE AND SERVICING AGREEMENT (the "Agreement"),  dated September 20, 2001, is
hereby executed by and between EMC Mortgage Corporation,  a Texas corporation,  as purchaser (the "Purchaser"),
and Bank of America,  N.A., a national  banking  association,  as seller (the  "Seller")  and as servicer  (the
"Servicer").


                                                  WITNESSETH:


               WHEREAS,  the Seller  desires to sell to the  Purchaser,  and the Purchaser  desires to purchase
from the Seller, certain conventional, adjustable-rate,  residential, first-lien mortgage loans (the "Mortgage
Loans") as  described  herein on a  servicing-retained  basis,  and which shall be  delivered as whole loans as
provided herein;


               WHEREAS,  each  Mortgage  Loan is  secured  by a  mortgage,  deed of  trust  or  other  security
instrument  creating a first  lien on a  residential  dwelling  located in the  jurisdiction  indicated  on the
Mortgage Loan Schedules which are annexed hereto as Exhibit 4 and


               WHEREAS,  the  Purchaser,  the  Seller  and the  Servicer  wish to  prescribe  the manner of the
conveyance, servicing and control of the Mortgage Loans;


               NOW,  THEREFORE,  in consideration of the premises and mutual  agreements set forth herein,  and
for other good and valuable  consideration,  the receipt and sufficiency of which are hereby acknowledged,  the
Purchaser, the Seller and the Servicer agree as follows:

                                           SECTION 1.  Definitions.


               For  purposes of this  Agreement,  the  following  capitalized  terms shall have the  respective
meanings set forth below.



        Adjustment  Date: As to each Mortgage  Loan,  the date on which the Mortgage  Interest Rate is adjusted
in accordance with the terms of the related Mortgage Note and Mortgage.


               Agreement:  This Mortgage Loan Sale and Servicing Agreement  including all exhibits,  schedules,
amendments and supplements hereto.


               ALTA:  The American Land Title Association.


               Appraised  Value:  With respect to any Mortgaged  Property,  the lesser of (i) the value thereof
as determined by a Qualified  Appraiser at the time of  origination of the Mortgage Loan, and (ii) the purchase
price paid for the related  Mortgaged  Property  by the  Mortgagor  with the  proceeds  of the  Mortgage  Loan;
provided,  however,  that in the case of a Refinanced  Mortgage Loan,  such value of the Mortgaged  Property is
based solely upon the value  determined by an appraisal  made for the  originator of such  Refinanced  Mortgage
Loan at the time of origination of such Refinanced Mortgage Loan by a Qualified Appraiser.


               Assignment  of  Mortgage:  An  individual  assignment  of the  Mortgage,  notice of  transfer or
equivalent  instrument in recordable  form,  sufficient under the laws of the jurisdiction in which the related
Mortgaged Property is located to give record notice of the sale of the Mortgage to the Purchaser.


               Business  Day:  Any day other than a Saturday or Sunday,  or a day on which  banking and savings
and loan  institutions in the States of New York,  California or Virginia are authorized or obligated by law or
executive order to be closed.


               Closing Date:  September 20, 2001.


               Closing  Documents:  The  documents  required to be delivered  on the Closing  Date  pursuant to
Section 9.


               CLTA:  The California Land Title Association.


               Code:  The Internal Revenue Code of 1986, as amended, or any successor statute thereto.


        Condemnation  Proceeds:  All  awards,  compensation  and  settlements  in respect of a taking  (whether
permanent or  temporary)  of all or part of a Mortgaged  Property by exercise of the power of  condemnation  or
the right of eminent  domain,  to the extent not required to be released to a Mortgagor in accordance  with the
terms of the related Mortgage Loan Documents.


               Customary Servicing Procedures:  Procedures (including collection  procedures) that the Servicer
customarily  employs and exercises in servicing and administering  mortgage loans for its own account and which
are in accordance with accepted  mortgage  servicing  practices of prudent lending  institutions and the Fannie
Mae Guides.


               Convertible  Mortgage Loan: A Mortgage Loan that by its terms and subject to certain  conditions
allows the Mortgagor to convert the  adjustable  Mortgage  Interest Rate thereon to a fixed  Mortgage  Interest
Rate.


        Custodial Account:  As defined in Subsection 11.04.


               Cut-off Date:  September 1, 2001.


               Cut-off Date Principal  Balance:  The aggregate Stated  Principal  Balance of the Mortgage Loans
as of the Cut-off Date which is determined  after the application,  to the reduction of principal,  of payments
of  principal  due on or before the  Cut-off  Date,  whether or not  collected,  and of  Principal  Prepayments
received before the Cut-off Date.


               Deleted  Mortgage  Loan: A Mortgage Loan  replaced or to be replaced with a Substitute  Mortgage
Loan in accordance with this Agreement.


        Determination  Date: With respect to each Remittance  Date, the 15th day (or, if such 15th day is not a
Business Day, the following Business Day) of the month in which such Remittance Date occurs.


               Due Date:  With  respect  to each  Remittance  Date,  the  first day of the month in which  such
Remittance Date occurs,  which is the day on which the Monthly Payment is due on a Mortgage Loan,  exclusive of
any days of grace.


               Due Period:  With respect to each  Remittance  Date,  the period  beginning on the second day of
the  month  preceding  the  month of the  Remittance  Date,  and  ending  on the  first day of the month of the
Remittance Date.


               Eligible Investments:  Any one or more of the following obligations or securities:



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



               (ii)   (a)  demand  or time  deposits,  federal  funds or  bankers'  acceptances  issued  by any
        depository  institution or trust company incorporated under the laws of the United States of America or
        any state  thereof  and  subject to  supervision  and  examination  by  federal  and/or  state  banking
        authorities,  provided  that the  commercial  paper and/or the  short-term  deposit  rating  and/or the
        long-term  unsecured debt  obligations or deposits of such  depository  institution or trust company at
        the time of such  investment or contractual  commitment  providing for such investment are rated in one
        of the two highest rating  categories by each Rating Agency and (b) any other demand or time deposit or
        certificate of deposit that is fully insured by the FDIC;



               (iii)  repurchase  obligations  with a term not to exceed  thirty (30) days and with  respect to
        (a) any security described in clause (i) above and entered into with a depository  institution or trust
        company (acting as principal) described in clause (ii)(a) above;



               (iv)   securities   bearing   interest  or  sold  at  a  discount   issued  by  any  corporation
        incorporated  under the laws of the United States of America or any state thereof that are rated in one
        of the two  highest  rating  categories  by each  Rating  Agency  at the  time  of such  investment  or
        contractual commitment providing for such investment;  provided, however, that securities issued by any
        particular  corporation will not be Eligible  Investments to the extent that  investments  therein will
        cause the then  outstanding  principal  amount of  securities  issued by such  corporation  and held as
        Eligible  Investments  to exceed 10% of the  aggregate  outstanding  principal  balances  of all of the
        Mortgage Loans and Eligible Investments;



               (v)    commercial  paper   (including  both   non-interest-bearing   discount   obligations  and
        interest-bearing  obligations payable on demand or on a specified date not more than one year after the
        date of issuance  thereof) which are rated in one of the two highest  rating  categories by each Rating
        Agency at the time of such investment;



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



               (vii)  any money market funds the collateral of which consists of obligations  fully  guaranteed
        by the United  States of America or any agency or  instrumentality  of the United States of America the
        obligations  of which are backed by the full faith and  credit of the United  States of America  (which
        may include repurchase  obligations secured by collateral described in clause (i)) and other securities
        and which money  market  funds are rated in one of the two  highest  rating  categories  by each Rating
        Agency.



provided,  however,  that no  instrument  or security  shall be an Eligible  Investment  if such  instrument or
security  evidences a right to receive only interest  payments with respect to the obligations  underlying such
instrument  or if such  security  provides for payment of both  principal and interest with a yield to maturity
in excess of 120% of the yield to maturity at par or if such  investment  or security is  purchased  at a price
greater than par.


        Escrow Account:  As defined in Subsection 11.06.


        Escrow  Payments:  The  amounts  constituting  ground  rents,  taxes,  assessments,   Primary  Mortgage
Insurance Policy premiums,  fire and hazard insurance premiums,  flood insurance premiums,  condominium charges
and other  payments  as may be required to be escrowed  by the  Mortgagor  with the  Mortgagee  pursuant to the
terms of any Mortgage Note or Mortgage.


        Event of Default:  Any one of the conditions or circumstances enumerated in Subsection 13.01.


               Fannie Mae:  Fannie Mae or any successor thereto.


               Fannie Mae Guides:  The Fannie Mae Sellers'  Guide and the Fannie Mae  Servicers'  Guide and all
amendments or additions thereto.


        FDIC:  The Federal Deposit Insurance Corporation or any successor thereto.


               Fidelity  Bond:  The  fidelity  bond  required  to be  obtained  by  the  Servicer  pursuant  to
Subsection 11.12.


               FIRREA: The Financial  Institutions  Reform,  Recovery,  and Enforcement Act of 1989, as amended
and in effect from time to time.


               Freddie Mac:  The Federal Home Loan Mortgage Corporation or any successor thereto.


        Gross  Margin:  With  respect to each  Mortgage  Loan,  the fixed  percentage  amount set forth in each
related  Mortgage  Note and  Mortgage  which is added to the Index in order to determine  the related  Mortgage
Interest Rate.


               HUD:  The United States Department of Housing and Urban Development or any successor thereto.


        Index:  On each  Adjustment  Date, the  applicable  index shall be a rate per annum equal to the weekly
average  yield on United  States  Treasury  securities  adjusted  to a  constant  maturity  of one year as made
available by the Federal Reserve Board in Statistical Release No. H.15 or a comparable  publication  determined
by the  Servicer,  or, if not so  published,  as reported by any Federal  Reserve Bank or by any United  States
Government  department or agency,  for the week for which such figures were most recently published or reported
as of the date  forty-five  (45) days prior to the  Adjustment  Date. If the Index ceases to be available,  the
Servicer  shall choose a new Index based on  comparable  information  that will be  comparable to other indices
established for similar loans serviced by the Servicer.


        Initial Rate Cap: As to each Mortgage Loan, the maximum  increase or decrease in the Mortgage  Interest
Rate on the first Adjustment Date as provided in the related Mortgage Note.


        Insurance  Proceeds:  With respect to each Mortgage Loan,  proceeds of insurance  policies insuring the
Mortgage Loan or the related Mortgaged Property.


        Lifetime  Rate Cap: As to each  Mortgage  Loan,  the maximum  Mortgage  Interest Rate which shall be as
permitted in accordance with the provisions of the related Mortgage Note.


        Liquidating  Loan:  A Mortgage  Loan as to which,  prior to the close of business on the  Business  Day
next  preceding  the Due Date,  (a) the  related  Mortgaged  Property  has  become an REO  Property  or (b) the
Servicer  has  accepted a deed to the related  Mortgaged  Property in lieu of  foreclosure  in whole or partial
satisfaction of the Mortgage Loan.


        Liquidation  Proceeds:  The  proceeds  received  in  connection  with the  liquidation  of a  defaulted
Mortgage Loan through  trustee's sale,  foreclosure sale or otherwise,  other than amounts  received  following
the acquisition of REO Property, Insurance Proceeds and Condemnation Proceeds.


               Loan-to-Value  Ratio:  With respect to any Mortgage  Loan as of any date of  determination,  the
ratio,  expressed as a percentage,  on such date of the outstanding  principal balance of the Mortgage Loan, to
the Appraised Value of the related Mortgaged Property.


               LTV:  Loan-to-Value Ratio.


               Monthly  Payment:  With respect to any Mortgage  Loan,  the  scheduled  payment of principal and
interest  payable by a  Mortgagor  under the related  Mortgage  Note on each Due Date,  which such  payment may
change on any Adjustment Date as provided in the related Mortgage Note and Mortgage.


               Mortgage:  The  mortgage,  deed of  trust  or  other  instrument  creating  a first  lien on the
Mortgaged Property securing the Mortgage Note.


               Mortgage  File:  With respect to any Mortgage Loan, the items listed in Exhibit 3 hereto and any
additional documents required to be added to the Mortgage File pursuant to this Agreement.


               Mortgage  Interest  Rate:  With respect to each Mortgage Loan, the annual rate at which interest
accrues on such  Mortgage  Loan from time to time in accordance  with the  provisions  of the related  Mortgage
Note,  including,  but not limited to, the  limitations  on such interest rate imposed by the Initial Rate Cap,
the Periodic Rate Cap and the Lifetime Rate Cap.


               Mortgage  Loan:  Each mortgage loan sold,  assigned and  transferred  pursuant to this Agreement
and  identified  on the Mortgage  Loan  Schedule  annexed to this  Agreement as Exhibit 4,  including,  without
limitation,   the  Mortgage  File,  the  Monthly  Payments,   Principal   Prepayments,   Liquidation  Proceeds,
Condemnation Proceeds,  Insurance Proceeds, REO Disposition Proceeds, and all other rights, benefits,  proceeds
and obligations arising from or in connection with such mortgage loan.


               Mortgage Loan  Documents:  With respect to any Mortgage Loan, the documents  listed in Exhibit 2
hereto.


               Mortgage Loan  Remittance  Rate:  With respect to any Mortgage Loan, the annual rate of interest
payable to the  Purchaser,  which  shall be equal to the  related  Mortgage  Interest  Rate  minus the  related
Servicing Fee Rate.


               Mortgage  Loan  Schedule:  The schedule of Mortgage  Loans to be annexed  hereto as Exhibit 4 on
the Closing  Date,  setting  forth the  following  information  with  respect to each  Mortgage  Loan:  (1) the
Servicer's  Mortgage  Loan  identifying  number;  (2) a code  indicating  whether  the  Mortgaged  Property  is
owner-occupied;  (3) the property type for each  Mortgaged  Property;  (4) the original  months to maturity and
the remaining  months to maturity from the Cut-off Date; (5) the  Loan-to-Value  Ratio at origination;  (6) the
Mortgage  Interest Rate as of the Cut-off Date; (7) the date on which the first Monthly  Payment was due on the
Mortgage  Loan,  and,  if such date is not the Due Date  currently  in  effect,  such Due Date;  (8) the stated
maturity date; (9) the amount of the Monthly Payment as of the Cut-off Date; (10) the  paid-through  date; (11)
the original  principal amount of the Mortgage Loan; (12) the Stated Principal  Balance of the Mortgage Loan as
of the close of business on the Cut-off Date;  (13) the Mortgage Loan  Remittance  Rate as of the Cut-off Date;
(14) a code indicating the purpose of the Mortgage Loan; (15) a code indicating the  documentation  style; (16)
the  Appraised  Value;  (17) the identity of the Seller;  (18) the street  address of the  Mortgaged  Property,
including  the city,  state  and zip code;  (19) the  number of times  during  the  twelve  (12)  month  period
preceding  the Closing  Date that any Monthly  Payment has been  received  more than thirty (30) days after its
Due Date; (20) a code indicating  whether or not the Mortgage Loan is subject to a Primary  Mortgage  Insurance
Policy;  (21) the date on which the Mortgage Loan was originated;  (22) a code indicating  whether the Mortgage
contains  a  prepayment  penalty  provision  together  with the type and term of such  penalty;  (23) the Gross
Margin;  (24) the  Lifetime  Rate  Cap;  (25) the  Periodic  Rate Cap;  (26) the  Initial  Rate  Cap;  (27) the
Adjustment  Date;  and (28) a code  indicating  whether  the  Mortgage  Loan  contains  a  provision  whereby a
Convertible  Mortgage Loan may be converted to a fixed-rate  Mortgage Loan.  With respect to the Mortgage Loans
on each  Mortgage  Loan Schedule in the  aggregate,  such Mortgage Loan Schedule  shall set forth the following
information,  as of the  Cut-off  Date:  (1) the number of  Mortgage  Loans;  (2) the  Cut-off  Date  Principal
Balance;  (3) the weighted  average  Mortgage  Interest Rate of the Mortgage  Loans;  (4) the weighted  average
months to maturity of the Mortgage  Loans;  (5) the weighted  average  Lifetime  Rate Cap; and (6) the weighted
average Gross Margin.


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


               Mortgaged  Property:  The Mortgagor's  real property  securing  repayment of a related  Mortgage
Note,  consisting  of a fee simple  interest in a single  parcel of real  property  improved  by a  Residential
Dwelling.


               Mortgagee:  The mortgagee or  beneficiary  named in the Mortgage and the  successors and assigns
of such mortgagee or beneficiary.


               Mortgagor:  The obligor on a Mortgage  Note,  who is an owner of the Mortgaged  Property and the
grantor or mortgagor  named in the  Mortgage  and such  grantor's  or  mortgagor's  successors  in title to the
Mortgaged Property.


               NAIC:  The National Association of Insurance Commissioners or any successor organization.


               Officer's  Certificate:  A certificate signed by the Chairman of the Board, the Vice Chairman of
the  Board,  a  President  or a Vice  President  of the  Person on behalf  of whom  such  certificate  is being
delivered.


               Opinion of Counsel:  A written  opinion of counsel,  who may be an employee of the Seller or the
Servicer, reasonably acceptable to the Purchaser.


               OTS:  The Office of Thrift Supervision or any successor.


               P&I Advance:  As defined in Subsection 11.17.


               Periodic Rate Cap: As to each Mortgage  Loan,  the maximum  increase or decrease in the Mortgage
Interest Rate, on any Adjustment Date as provided in the related Mortgage Note.


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


               Primary Mortgage  Insurance  Policy: A policy of primary mortgage  guaranty  insurance issued by
an insurer acceptable to Fannie Mae or Freddie Mac.


               Principal  Prepayment:  Any payment or other  recovery of principal on a Mortgage  Loan which is
received in advance of its scheduled  Due Date that is not  accompanied  by an amount of interest  representing
scheduled interest due on any date or dates in any month or months subsequent to the month of prepayment.


               Purchase  Price:  The price paid on the Closing Date by the Purchaser to the Seller  pursuant to
this Agreement in exchange for the Mortgage Loans as set forth in Section 4 hereto.


               Purchaser:  The Person listed as such in the initial paragraph of this Agreement,  together with
its successors and assigns as permitted under the terms of this Agreement.


               Qualified  Appraiser:  An appraiser of a Mortgaged  Property duly appointed by the originator of
the related Mortgage Loan, who had no interest,  direct or indirect,  in such Mortgaged Property or in any loan
made on the  security  thereof,  whose  compensation  is not  affected by the  approval or  disapproval  of the
related  Mortgage  Loan  and who met  the  qualifications  of  Fannie  Mae or  Freddie  Mac and  satisfied  the
requirements of Title XI of FIRREA.


               Record Date:  The close of business of the last  Business Day of the month  preceding  the month
of the related Remittance Date.


               Refinanced  Mortgage  Loan: A Mortgage  Loan the proceeds of which were not used to purchase the
related Mortgaged Property.


               Remittance  Date: The 18th day of any month,  beginning in October 2001 (or, if such 18th day is
not a Business Day, the following Business Day).


               REO Disposition:  The final sale by the Servicer or the Purchaser of an REO Property.


               REO Disposition  Proceeds:  All amounts received with respect to an REO Disposition  pursuant to
Subsection 11.13.


               REO Property:  A Mortgaged  Property  acquired by the Servicer  through  foreclosure  or deed in
lieu of foreclosure, as described in Subsection 11.13.


               Repurchase  Price:  With  respect  to any  Mortgage  Loan,  an  amount  equal to (A) the  Stated
Principal  Balance  of such  Mortgage  Loan as of the date of  repurchase  plus  (B)  interest  on such  Stated
Principal  Balance at the Mortgage  Loan  Remittance  Rate from and  including  the last Due Date through which
interest  has been paid on behalf of the  Mortgagor  or advanced by the  Servicer to the day prior to such date
of  repurchase,  less  amounts  received  in respect of such  repurchased  Mortgage  Loan for  distribution  in
connection with such Mortgage Loan;  provided,  however,  that if at the time of repurchase the Servicer is not
the Seller or an  affiliate of the Seller,  the amount  described in clause (B) shall be computed at the sum of
(i) the Mortgage Loan Remittance Rate and (ii) the Servicing Fee Rate.


               Residential  Dwelling:  Any one of the following:  (i) a detached  one-family  dwelling,  (ii) a
detached two- to  four-family  dwelling,  (iii) a one-family  dwelling unit in a condominium  project or (iv) a
one-family  dwelling in a planned unit  development,  none of which is a  co-operative,  mobile or manufactured
home.


               Securities:  The  securities  issued in connection with a Securitization  evidencing  beneficial
ownership interests in a trust the assets of which include the Mortgage Loans.


               Securitization:  The  transfer  of the  Mortgage  Loans to a trust  formed as part of a publicly
issued and/or privately placed, rated securitization, including the issuance of the related Securities.


               Seller: Bank of America,  N.A., a national banking association,  or its successor in interest or
any successor to the Seller under this Agreement appointed as herein provided.


               Servicer:  Bank of America,  N.A., a national banking association,  or its successor in interest
or any successor to the Servicer under this Agreement appointed as herein provided.


               Servicing  Advances:  All customary,  reasonable and necessary  out-of-pocket costs and expenses
incurred in the performance by the Servicer of its servicing  obligations,  including,  but not limited to, the
cost of (a) the  preservation,  restoration  and protection of the Mortgaged  Property,  (b) any enforcement or
judicial proceedings,  including foreclosures,  (c) the management and liquidation of the Mortgaged Property if
the  Mortgaged  Property is acquired in  satisfaction  of the  Mortgage,  and (d) payments made by the Servicer
with respect to a Mortgaged Property pursuant to Subsection 11.08.


               Servicing  Fee: With respect to each Mortgage  Loan,  the amount of the annual fee the Purchaser
shall pay to the  Servicer,  which  shall,  for each  month,  be equal to  one-twelfth  of the  product  of the
Servicing  Fee Rate and the  Stated  Principal  Balance  of such  Mortgage  Loan.  Such  fee  shall be  payable
monthly,  computed on the basis of the same principal  amount and period  respecting which any related interest
payment on a Mortgage  Loan is computed.  The  obligation  of the Purchaser to pay the Servicing Fee is limited
to, and payable  solely  from,  the  interest  portion  (including  recoveries  with  respect to interest  from
Liquidation  Proceeds and other  proceeds,  to the extent  permitted by  Subsection  11.05) of related  Monthly
Payments collected by the Servicer, or as otherwise provided under Subsection 11.05.


               Servicing Fee Rate:  With respect to each Mortgage Loan, 0..375% per annum.


               Servicing  Officer:   Any  officer  of  the  Servicer  involved  in,  or  responsible  for,  the
administration  and  servicing  of the  Mortgage  Loans  whose  name  appears on a list of  servicing  officers
furnished to the Purchaser by the Servicer, as such list may be amended from time to time.


               Stated  Principal  Balance:  As to each Mortgage Loan as to any date of  determination,  (i) the
principal  balance of the Mortgage  Loan at the Cut-off Date after giving  effect to the  principal  portion of
any  Monthly  Payments  due on or  before  such  date,  whether  or not  received,  as  well  as any  Principal
Prepayments  received  before such date,  minus (ii) all amounts  previously  distributed to the Purchaser with
respect to the Mortgage Loan representing payments or recoveries of principal, or advances in lieu thereof.


               Substitute  Mortgage  Loan: A mortgage  loan  substituted  by the Seller for a Deleted  Mortgage
Loan  which  must,  on the  date of such  substitution,  be  approved  by the  Purchaser  and (i) have a Stated
Principal  Balance,  after  deduction  of the  principal  portion of the  Monthly  Payment  due in the month of
substitution,  not in excess of, and not materially  greater or less than, the Stated Principal  Balance of the
Deleted  Mortgage Loan;  (ii) have a Mortgage  Interest Rate equal to that of the Deleted  Mortgage Loan; (iii)
have a  Loan-to-Value  Ratio not higher than that of the Deleted  Mortgage Loan;  (iv) have a remaining term to
maturity  not  greater  than (and not more than one year less  than) that of the  Deleted  Mortgage  Loan;  (v)
comply with each  representation  and warranty set forth in Subsection  7.01; (vi) be current in the payment of
principal  and  interest;  (vii) be secured by a Mortgaged  Property of the same type and  occupancy  status as
secured the Deleted  Mortgage  Loan;  and (viii) have payment  terms that do not vary in any  material  respect
from those of the Deleted Mortgage Loan.


               Underwriting  Guidelines:  The underwriting guidelines of Bank of America Mortgage substantially
in the form attached hereto as Exhibit 5.


        SECTION 2.  Purchase and Conveyance.

        The Seller,  in exchange  for the payment of the  applicable  Purchase  Price by the  Purchaser  on the
Closing  Date,  receipt  of which is hereby  acknowledged,  hereby  sells,  transfers,  assigns,  sets over and
conveys to the Purchaser,  without  recourse,  but subject to the terms of this  Agreement,  all of its rights,
title and interest in and to the Mortgage  Loans  identified  on Exhibit 4 as being sold by it, which  Mortgage
Loans identified on Exhibit 4 collectively  have a Cut-off Date Principal  Balance of  $37,020,101.38  together
with the related Mortgage Files and all rights and obligations arising under the documents contained therein.

               With  respect to each  Mortgage  Loan  purchased,  the  Purchaser  shall own and be  entitled to
receive:  (a) all scheduled  principal due after the Cut-off Date, (b) all other payments and/or  recoveries of
principal collected on or after the Cut-off Date (provided,  however,  that all scheduled payments of principal
due on or before the Cut-off  Date and  collected  by the  Servicer  after the Cut-off Date shall belong to the
Seller) and (c) all payments of interest on the  Mortgage  Loans net of the  Servicing  Fee (minus that portion
of any such interest payment that is allocable to the period prior to the Cut-off Date).

                                     SECTION 3.  Mortgage Loan Schedules.


               The Seller shall deliver the Mortgage Loan  Schedules to the Purchaser at least two (2) Business
Days prior to the Closing Date.

                                          SECTION 4.  Purchase Price.


               The  Purchase  Price for the Mortgage  Loans shall be the purchase  price set forth in the Trade
Terms/Confirmation  Bid Sheet by and among the Seller and the  Purchaser  dated August 29,  2001,  plus accrued
interest at the Mortgage Loan Remittance  Rate from the Cut-off Date through the day  immediately  prior to the
Closing Date.  Subject to the  conditions set forth herein,  the Purchaser  shall pay the Purchase Price to the
Seller  by 4:00  p.m.  Eastern  Time on the  Closing  Date.  Such  payment  shall be made by wire  transfer  of
immediately available funds to the account designated by the Seller.

                                  SECTION 5.  Examination of Mortgage Files.


               In addition to any rights  granted to the Purchaser  hereunder to underwrite  the Mortgage Loans
and review the Mortgage  Loan  Documents  prior to the Closing  Date,  the Seller  shall,  prior to the Closing
Date,  make the Mortgage  Files  available to the  Purchaser  for  examination  at the Seller's  offices.  Such
examination  may be made by the Purchaser or its designee,  at its expense,  at any reasonable  time before the
Closing Date.  Such  underwriting  by the Purchaser or its designee  shall not impair or diminish the rights of
the Purchaser or any of its successors  under this  Agreement  with respect to a breach of the  representations
and warranties  contained in this  Agreement.  The fact that the Purchaser or its designee has conducted or has
failed to conduct any partial or complete  examination of the Mortgage  Files shall not affect the  Purchaser's
or any of its  successors'  rights  to  demand  repurchase  or other  relief  or  remedy  provided  for in this
Agreement.

                               SECTION 6.  Delivery of Mortgage Loan Documents.

Subsection 6.01  Possession of Mortgage Files.

        The  contents of each  Mortgage  File  required to be retained by the  Servicer to service the Mortgage
Loans  pursuant to this  Agreement  and thus not  delivered  to the  Purchaser or its designee are and shall be
held in  trust  by the  Servicer  for the  benefit  of the  Purchaser  as the  owner  thereof.  The  Servicer's
possession  of any portion of each such  Mortgage  File is at the will of the Purchaser for the sole purpose of
facilitating  servicing of the Mortgage Loans pursuant to this Agreement,  and such retention and possession by
the Servicer  shall be in a custodial  capacity  only.  The ownership of each Mortgage  Note,  Mortgage and the
contents of each Mortgage  File is vested in the Purchaser and the ownership of all records and documents  with
respect to the related  Mortgage  Loan  prepared by or which come into the  possession  of the  Servicer  shall
immediately  vest in the Purchaser and shall be retained and maintained,  in trust, by the Servicer at the will
of the Purchaser in such  custodial  capacity  only. The Mortgage File retained by the Servicer with respect to
each Mortgage Loan pursuant to this Agreement  shall be  appropriately  identified in the  Servicer's  computer
system to reflect  clearly the ownership of such related  Mortgage Loan by the  Purchaser.  The Servicer  shall
release  from its custody the  contents  of any  Mortgage  File  retained  by it only in  accordance  with this
Agreement,  except when such release is required in  connection  with a repurchase  of any such  Mortgage  Loan
pursuant to  Subsection  7.03 of this  Agreement  or if  required  under  applicable  law or court  order.  The
Servicer  shall deliver to the Purchaser  copies of any  documents in a Mortgage File  reasonably  requested by
the Purchaser within 30 days of the date of such request, at the expense of the Purchaser.
Subsection 6.02  Books and Records.

        All rights arising out of the Mortgage Loans  including,  but not limited to, all funds received by the
Servicer  after the Cut-off  Date on or in  connection  with a Mortgage  Loan as provided in Section 2 shall be
vested in the Purchaser;  provided,  however,  that all such funds received on or in connection with a Mortgage
Loan as  provided  in Section 2 shall be  received  and held by the  Servicer  in trust for the  benefit of the
Purchaser as the owner of the Mortgage Loans pursuant to the terms of this Agreement.

        As more  fully  set  forth  in  Section  20,  it is the  express  intention  of the  parties  that  the
transactions  contemplated  by this  Agreement  be, and be construed  as, a sale of the  Mortgage  Loans by the
Seller  and not a pledge  of the  Mortgage  Loans by the  Seller  to the  Purchaser  to  secure a debt or other
obligation  of the Seller.  Consequently,  the sale of each  Mortgage  Loan shall be reflected as a purchase on
the  Purchaser's  business  records,  tax  returns  and  financial  statements,  and as a sale of assets on the
Seller's business records, tax returns and financial statements.
Subsection 6.03  Delivery of Mortgage Loan Documents.

        The Seller  shall,  at least two (2) Business Days prior to the Closing Date (or such later date as the
Purchaser may reasonably  request),  deliver and release to the Purchaser,  or its designee,  the Mortgage Loan
Documents  with respect to each Mortgage  Loan. To the extent that any such Mortgage Loan  Documents  have been
delivered for recording and have not yet been returned to the Seller by the applicable  recording  office,  the
Seller shall,  promptly  following receipt by it of such Mortgage Loan Documents from the applicable  recording
office,  deliver  such  documents  to the  Purchaser  or its  designee;  provided,  however,  that the original
recorded  document or a  clerk-certified  copy thereof  shall be  delivered to the  Purchaser no later than one
year following the Closing Date, subject to the following paragraph.


        In the event that such original or copy of any document  submitted for  recordation to the  appropriate
public  recording  office is not so delivered to the  Purchaser or its designee  within one year  following the
Closing  Date,  and in the event  that the  Seller  does not cure such  failure  within  sixty  (60) days after
receipt of written  notification of such failure from the Purchaser,  the related Mortgage Loan shall, upon the
request of the  Purchaser,  be  repurchased  by the Seller at a price and in the  manner  specified  in Section
7.03.  The foregoing  repurchase  obligation  shall not apply in the event the Seller cannot cause the Servicer
to deliver such original or  clerk-certified  copy of any document submitted for recordation to the appropriate
public  recording  office  within the  specified  period due to a delay caused by the  recording  office in the
applicable  jurisdiction;  provided  that the Seller  shall cause the  Servicer  instead to deliver a recording
receipt of such recording office or, if such recording  receipt is not available,  an officer's  certificate of
a servicing  officer of the  Servicer,  confirming  that such document has been accepted for recording and that
the Servicer shall immediately  deliver such document upon receipt;  and, provided further,  that if the Seller
cannot cause the Servicer to deliver  such  original or  clerk-certified  copy of any  document  submitted  for
recordation to the appropriate  public  recording office within the specified time for any reason within twelve
(12) months  after  receipt of written  notification  of such  failure  from the  Purchaser,  the Seller  shall
repurchase the related Mortgage Loan at the price and in the manner specified in Section 7.03.


               To the extent  received by it, the Servicer  shall  promptly  forward to the  Purchaser,  or its
designee,  original  documents  evidencing  an  assumption,  modification,  consolidation  or  extension of any
Mortgage Loan entered into in accordance with this Agreement.

                  SECTION 7.  Representations, Warranties and Covenants; Remedies for Breach.

Subsection 7.01  Representations and Warranties Regarding Individual Mortgage Loans.

        The Seller and, solely if specified below, the Servicer,  hereby represent and warrant to the Purchaser
that, as to each Mortgage Loan, as of the Closing Date or such other date specified herein:

               (a)    The  information  set forth in the Mortgage Loan  Schedules and the tape delivered by the
        Seller to the Purchaser on August 29, 2001 is true, correct and complete in all material respects.


               (b)    There are no defaults by the Seller,  the Servicer or any prior  originator  in complying
        with the terms of the  Mortgage,  and all taxes,  ground  rents,  governmental  assessments,  insurance
        premiums,  leasehold payments, water, sewer and municipal charges which previously became due and owing
        have been paid,  or escrow funds have been  established  in an amount  sufficient to pay for every such
        escrowed item which remains unpaid and which has been assessed but is not yet due and payable.


               (c)    The terms of the Mortgage Note and the Mortgage have not been impaired,  waived,  altered
        or modified in any respect,  except by written  instruments  which have been recorded in the applicable
        public  recording office required by law or if necessary to maintain the lien priority of the Mortgage,
        and which have been  delivered  to the  Purchaser;  the  substance of any such  waiver,  alteration  or
        modification has been approved by the insurer under the Primary Mortgage  Insurance Policy, if any, and
        by the title insurer,  to the extent required by the related  policy,  and is reflected on the Mortgage
        Loan Schedules.  No other instrument of waiver,  alteration or modification  has been executed,  and no
        Mortgagor has been released,  in whole or in part,  except in connection  with an assumption  agreement
        approved by the insurer under the Primary Mortgage  Insurance Policy, if any, and by the title insurer,
        to the extent  required by the policy,  and which  assumption  agreement is a part of the Mortgage File
        and is reflected on the Mortgage Loan Schedules.


               (d)    The Mortgage Note and the Mortgage are not subject to any right of  rescission,  set-off,
        counterclaim or defense,  including,  without limitation,  the defense of usury, nor will the operation
        of any of the terms of the Mortgage  Note and the  Mortgage,  or the exercise of any right  thereunder,
        render either the Mortgage Note or the Mortgage  unenforceable,  in whole or in part, or subject to any
        right of rescission,  set-off,  counterclaim or defense, including,  without limitation, the defense of
        usury,  and no such right of  rescission,  set-off,  counterclaim  or defense  has been  asserted  with
        respect  thereto;  and the Mortgagor was not a debtor in any state or federal  bankruptcy or insolvency
        proceeding at the time the Mortgage Loan was originated.


               (e)    All buildings or other customarily  insured  improvements upon the Mortgaged Property are
        insured by an insurer generally  acceptable to Fannie Mae and to prudent mortgage lending  institutions
        against loss by fire,  hazards of extended  coverage and such other  hazards as are provided for in the
        Fannie Mae Guides as well as all  additional  requirements  set forth herein,  pursuant to an insurance
        policy conforming to the requirements of Customary  Servicing  Procedures and providing  coverage in an
        amount  equal to the  lesser of (i) the full  insurable  value of the  Mortgaged  Property  or (ii) the
        outstanding  principal  balance owing on the Mortgage  Loan.  All such  insurance  policies are in full
        force and effect and contain a standard  mortgagee  clause naming the  originator of the Mortgage Loan,
        its  successors  and assigns as mortgagee  and all premiums  thereon have been paid.  If the  Mortgaged
        Property  is in an area  identified  on a flood  hazard map or flood  insurance  rate map issued by the
        Federal Emergency  Management Agency as having special flood hazards (and such flood insurance has been
        made available),  a flood insurance  policy meeting the  requirements of the current  guidelines of the
        Federal  Insurance  Administration is in effect which policy conforms to the requirements of Fannie Mae
        or Freddie Mac. The Mortgage  obligates the Mortgagor  thereunder to maintain all such insurance at the
        Mortgagor's  cost and expense,  and on the Mortgagor's  failure to do so,  authorizes the holder of the
        Mortgage to maintain  such  insurance  at the  Mortgagor's  cost and expense and to seek  reimbursement
        therefor from the Mortgagor.


               (f)    Any  and  all  requirements  of any  federal,  state  or  local  law  including,  without
        limitation,  usury, truth in lending,  real estate settlement  procedures,  consumer credit protection,
        equal credit  opportunity,  fair housing or disclosure laws applicable to the origination and servicing
        of the Mortgage Loan have been complied with; the Servicer maintains,  and shall maintain,  evidence of
        such compliance as required by applicable law or regulation and shall make such evidence  available for
        inspection at the Servicer's office during normal business hours upon reasonable advance notice.


               (g)    The Mortgage has not been satisfied,  canceled,  subordinated  or rescinded,  in whole or
        in part (other than as to Principal  Prepayments  in full which may have been  received on or after the
        Cut-off Date and prior to the Closing Date), and the Mortgaged  Property has not been released from the
        lien of the Mortgage,  in whole or in part, nor has any instrument  been executed that would effect any
        such  satisfaction,  cancellation,  subordination,  rescission  or release.  Neither the Seller nor the
        Servicer has waived the  performance  by the  Mortgagor of any action,  if the  Mortgagor's  failure to
        perform  such action  would cause the  Mortgage  Loan to be in default,  and neither the Seller nor the
        Servicer has waived any default.


               (h)    The  Mortgage  is a  valid,  existing,  perfected  and  enforceable  first  lien  on  the
        Mortgaged  Property,  including  all  improvements  on the  Mortgaged  Property,  free and clear of all
        adverse claims,  liens and encumbrances having priority over the lien of the Mortgage,  subject only to
        (i) the lien of current real property taxes and  assessments  not yet due and payable,  (ii) covenants,
        conditions and restrictions,  rights of way, easements and other matters of the public record as of the
        date of  recording  being  acceptable  to  mortgage  lending  institutions  generally  and  either  (A)
        specifically  referred to in the lender's  title  insurance  policy  delivered to the originator of the
        Mortgage Loan or (B) which do not adversely  affect the Appraised  Value of the Mortgaged  Property and
        (iii) other matters to which like properties are commonly  subject which do not  individually or in the
        aggregate  materially  interfere  with the  benefits  of the  security  intended  to be provided by the
        Mortgage or the use, enjoyment,  value or marketability of the related Mortgaged Property. Any security
        agreement,  chattel  mortgage or equivalent  document  related to and delivered in connection  with the
        Mortgage Loan establishes and creates a valid,  existing and enforceable  first lien and first priority
        security  interest  on the  property  described  therein  and the Seller has the full right to sell and
        assign the same to the Purchaser.


               (i)    The  Mortgage  Note and the related  Mortgage  are  original  and genuine and each is the
        legal,  valid and binding  obligation of the maker  thereof,  enforceable in all respects in accordance
        with its terms except as  enforceability  may be limited by (i)  bankruptcy,  insolvency,  liquidation,
        receivership,  moratorium, reorganization or other similar laws affecting the enforcement of the rights
        of creditors and (ii) general  principles of equity,  whether  enforcement is sought in a proceeding in
        equity  or at law  and  the  Seller  has  taken  all  action  necessary  to  transfer  such  rights  of
        enforceability to the Purchaser.


               (j)    All parties to the Mortgage  Note and the  Mortgage had the legal  capacity to enter into
        the Mortgage Loan and to execute and deliver the Mortgage Note and the Mortgage,  and the Mortgage Note
        and the  Mortgage  have been duly and  properly  executed by such  parties.  Either the  Mortgagor is a
        natural person or the related co-borrower or guarantor is a natural person.


               (k)    The  proceeds of the  Mortgage  Loan have been fully  disbursed  to or for the account of
        the Mortgagor and there is no obligation for the Mortgagee to advance  additional  funds thereunder and
        any  and  all  requirements  as to  completion  of  any  on-site  or  off-site  improvement  and  as to
        disbursements  of any escrow funds  therefor  have been  complied  with.  All costs,  fees and expenses
        incurred in making or closing the Mortgage Loan and the  recording of the Mortgage have been paid,  and
        the  Mortgagor is not entitled to any refund of any amounts  paid or due to the  Mortgagee  pursuant to
        the Mortgage Note or Mortgage.


               (l)    The Seller  and all other  parties  which have had any  interest  in the  Mortgage  Loan,
        whether as mortgagee,  assignee,  pledgee or otherwise,  are (or,  during the period in which they held
        and disposed of such interest,  were) in compliance  with any and all applicable  "doing  business" and
        licensing requirements of the laws of the state wherein the Mortgaged Property is located.


               (m)    The  Mortgage  Loan  is  covered  by an ALTA or CLTA  lender's  title  insurance  policy,
        acceptable to Fannie Mae or Freddie Mac, issued by a title insurer  acceptable to Fannie Mae or Freddie
        Mac and qualified to do business in the jurisdiction where the Mortgaged Property is located,  insuring
        (subject to the exceptions  contained in (h)(i),  (ii) and (iii) above) the Seller,  its successors and
        assigns as to the first priority lien of the Mortgage in the original  principal amount of the Mortgage
        Loan and against any loss by reason of the  invalidity or  unenforceability  of the lien resulting from
        the  provisions  of the Mortgage  providing  for  adjustment  in the Mortgage  Interest Rate or Monthly
        Payment.  The Seller and its  successors  and assigns  are the sole  insureds  of such  lender's  title
        insurance  policy,  and such lender's title insurance policy is in full force and effect and will be in
        full force and effect upon the  consummation  of the  transactions  contemplated  by this Agreement and
        will inure to the  benefit of the  Purchaser  and its assigns  without any further  act. No claims have
        been made under such lender's title insurance policy,  and the Seller has not done, by act or omission,
        anything which would impair the coverage of such lender's title insurance policy.


               (n)    There is no  default,  breach,  violation  or event of  acceleration  existing  under the
        Mortgage  or the  Mortgage  Note and no event  which,  with the  passage of time or with notice and the
        expiration  of any grace or cure  period,  would  constitute  a  default,  breach,  violation  or event
        permitting  acceleration,  and  neither the Seller nor the  Servicer  has waived any  default,  breach,
        violation or event permitting acceleration.


               (o)    There are no  mechanics'  or similar  liens or claims  filed for work,  labor or material
        (and no rights are  outstanding  that under law could give rise to such  lien)  affecting  the  related
        Mortgaged  Property  which are or may be liens prior to, or equal or coordinate  with,  the lien of the
        related Mortgage.


               (p)    All  improvements  which  were  considered  in  determining  the  Appraised  Value of the
        related  Mortgaged  Property lay wholly within the  boundaries  and building  restriction  lines of the
        Mortgaged Property, and no improvements on adjoining properties encroach upon the Mortgaged Property.


               (q)    The Mortgage Loan was  originated  by a commercial  bank or similar  banking  institution
        which is supervised  and examined by a federal or state  authority,  or by a mortgagee  approved by the
        Secretary of HUD.

               (r)    Principal  payments on the  Mortgage  Loan  commenced  no more than sixty (60) days after
        the proceeds of the Mortgage  Loan were  disbursed.  The Mortgage  Loans  identified on Exhibit 4is 3/1
        year  adjustable-rate  mortgage  loans  having an original  term to maturity of not more than 30 years,
        with  interest  payable in arrears on the first day of the month.  As to each  Mortgage  Loan,  on each
        applicable  Adjustment Date, the Mortgage  Interest Rate will be adjusted to equal the sum of the Index
        plus the  applicable  Gross  Margin,  rounded up or down to the nearest  multiple of 0.125%;  provided,
        however,  that the Mortgage  Interest  Rate will not increase or decrease by more than the Initial Rate
        Cap on the first  Adjustment Date or the Periodic Rate Cap on any subsequent  Adjustment Date, and will
        in no event exceed the Lifetime  Rate Cap.  Each  Mortgage  Note  requires a monthly  payment  which is
        sufficient  (i) during the period prior to the first  adjustment  to the  Mortgage  Interest  Rate,  to
        amortize the original  principal  balance  fully over the original  term thereof and to pay interest at
        the related  Mortgage  Interest Rate, and (ii) during the period  following  each  Adjustment  Date, to
        amortize  the  outstanding  principal  balance  fully as of the first day of such  period over the then
        remaining  term of such Mortgage Note and to pay interest at the related  Mortgage  Interest  Rate. The
        Mortgage  Note does not permit  negative  amortization.  Interest on the Mortgage Note is calculated on
        the basis of a 360-day  year  consisting  of twelve  30-day  months.  Unless  otherwise  indicated on a
        Mortgage Loan Schedule, no Mortgage Loan is a Convertible Mortgage Loan.


               (s)    There is no proceeding  pending or, to the Seller's  knowledge,  threatened for the total
        or partial  condemnation of the Mortgaged Property and such property is in good repair and is undamaged
        by waste, fire,  earthquake or earth movement,  windstorm,  flood, tornado or other casualty,  so as to
        affect  adversely the value of the Mortgaged  Property as security for the Mortgage Loan or the use for
        which the premises were intended.


               (t)    The Mortgage and related  Mortgage  Note contain  customary  and  enforceable  provisions
        such as to render the rights and remedies of the holder thereof  adequate for the  realization  against
        the Mortgaged  Property of the benefits of the security provided thereby,  including (i) in the case of
        a  Mortgage  designated  as a deed of  trust,  by  trustee's  sale,  and  (ii)  otherwise  by  judicial
        foreclosure.  To the best of the Seller's knowledge,  following the date of origination of the Mortgage
        Loan,  the  Mortgaged  Property  has not been  subject  to any  bankruptcy  proceeding  or  foreclosure
        proceeding and the Mortgagor has not filed for protection  under  applicable  bankruptcy laws. There is
        no homestead or other  exemption  or right  available to the  Mortgagor or any other person which would
        interfere  with the right to sell the Mortgaged  Property at a trustee's sale or the right to foreclose
        the Mortgage.


               (u)    The Mortgage Note and Mortgage are on forms acceptable to Fannie Mae or Freddie Mac.


               (v)    The Mortgage  Note is not and has not been secured by any  collateral  except the lien of
        the  corresponding  Mortgage on the  Mortgaged  Property  and the security  interest of any  applicable
        security agreement or chattel mortgage referred to in (h) above.


               (w)    The Mortgage  File  contains an appraisal of the related  Mortgaged  Property,  in a form
        acceptable to Fannie Mae or Freddie Mac and such appraisal  complies with the  requirements  of FIRREA,
        and was made and  signed,  prior to the  approval  of the  Mortgage  Loan  application,  by a Qualified
        Appraiser.


               (x)    In the event the Mortgage  constitutes a deed of trust, a trustee,  duly qualified  under
        applicable law to serve as such,  has been properly  designated and currently so serves and is named in
        the Mortgage,  and no fees or expenses are or will become payable by the Purchaser to the trustee under
        the deed of trust, except in connection with a trustee's sale after default by the Mortgagor.


               (y)    The Mortgage  Loan is not a graduated  payment  mortgage  loan and the Mortgage Loan does
        not have a shared  appreciation,  balloon payment or other  contingent  interest  feature,  nor does it
        contain any "buydown" provision which is currently in effect.


               (z)    The Mortgage  contains an enforceable  provision for the  acceleration  of the payment of
        the unpaid principal  balance of the Mortgage Loan in the event that the Mortgaged  Property is sold or
        transferred without the prior written consent of the mortgagee thereunder.


               (aa)   The  Mortgagor has received all  disclosure  materials  required by  applicable  law with
        respect to the making of mortgage loans of the same type as the Mortgage Loan and rescission  materials
        required by  applicable  law if the Mortgage Loan is a Refinanced  Mortgage  Loan and has  acknowledged
        receipt of such  materials to the extent  required by applicable  law and such documents will remain in
        the Mortgage File.


               (bb)   No Mortgage  Loan has an LTV at  origination  in excess of 95%.  Each  Mortgage Loan with
        an LTV at origination in excess of 80% will be subject to a Primary Mortgage  Insurance Policy,  issued
        by an insurer  acceptable to Fannie Mae or Freddie Mac at the time of  origination,  which insures that
        portion of the Mortgage Loan in excess of the portion of the Appraised Value of the Mortgaged  Property
        as required by Fannie Mae. All provisions of such Primary  Mortgage  Insurance Policy have been and are
        being complied  with,  such policy is in full force and effect,  and all premiums due  thereunder  have
        been paid. Any Mortgage subject to any such Primary  Mortgage  Insurance Policy obligates the Mortgagor
        thereunder  to maintain such  insurance and to pay all premiums and charges in connection  therewith at
        least until the LTV of such Mortgage  Loan is reduced to less than 80%. The Mortgage  Interest Rate for
        the Mortgage Loan does not include any such  insurance  premium.  No Mortgage Loan requires  payment of
        such premiums, in whole or in part, by the Purchaser.


               (cc)   The  Mortgaged  Property is lawfully  occupied  under  applicable  law, all  inspections,
        licenses and  certificates  required to be made or issued with respect to all occupied  portions of the
        Mortgaged  Property and,  with respect to the use and occupancy of the same,  including but not limited
        to  certificates  of occupancy,  have been made or obtained  from the  appropriate  authorities  and no
        improvement  located  on or part  of the  Mortgaged  Property  is in  violation  of any  zoning  law or
        regulation.


               (dd)   The Assignment of Mortgage is in recordable  form and is acceptable  for recording  under
        the laws of the jurisdiction in which the Mortgaged Property is located.


               (ee)   All payments  required to be made prior to the Cut-off Date for such  Mortgage Loan under
        the terms of the Mortgage Note have been made, the Mortgage Loan has not been dishonored,  there are no
        material  defaults  under the terms of the Mortgage Loan and no Mortgage Loan has been more than thirty
        (30) days delinquent more than once in the twelve month period immediately prior to the Cut-off Date.


               (ff)   None of the  Seller,  the  Servicer or any prior  originator  or  servicer  has  advanced
        funds,  or  induced,  solicited  or  knowingly  received  any  advance  from any party  other  than the
        Mortgagor, directly or indirectly, for the payment of any amount due under the Mortgage Loan.


               (gg)   With respect to each Mortgage  Loan,  the Seller is in possession of a complete  Mortgage
        File except for the documents  which have been  delivered to the Purchaser or which have been submitted
        for recording and not yet returned.


               (hh)   Immediately  prior to the payment of the  Purchase  Price,  the Seller was the sole owner
        and holder of the Mortgage  Loans and the  indebtedness  evidenced by the Mortgage  Note.  The Mortgage
        Loans,  including the Mortgage  Note and the  Mortgage,  were not assigned or pledged by the Seller and
        the Seller had good and marketable  title  thereto,  and the Seller had full right to transfer and sell
        the Mortgage Loans to the Purchaser free and clear of any encumbrance,  participation  interest,  lien,
        equity,  pledge,  claim or security interest and had full right and authority subject to no interest or
        participation  in, or agreement with any other party to sell or otherwise  transfer the Mortgage Loans.
        Following the sale of the Mortgage  Loan,  the Purchaser  will own such Mortgage Loan free and clear of
        any encumbrance,  equity,  participation  interest,  lien, pledge,  charge, claim or security interest.
        The Seller  intends to relinquish  all rights to monitor,  possess and control the Mortgage Loan except
        in connection  with the servicing of the Mortgage Loan by the Servicer as set forth in this  Agreement.
        After the Closing Date,  neither the Seller nor the Servicer will have any right to modify or alter the
        terms of the  sale of the  Mortgage  Loan  and  neither  the  Seller  nor the  Servicer  will  have any
        obligation  or right to  repurchase  the  Mortgage  Loan,  except as provided in this  Agreement  or as
        otherwise agreed to by the Seller, the Servicer and the Purchaser.


               (ii)   Any  future  advances  made prior to the  Cut-off  Date have been  consolidated  with the
        outstanding  principal  amount  secured  by  the  Mortgage,   and  the  secured  principal  amount,  as
        consolidated,  bears a single  interest  rate  and  single  repayment  term.  The lien of the  Mortgage
        securing the  consolidated  principal  amount is expressly  insured as having first lien  priority by a
        title insurance policy, an endorsement to the policy insuring the mortgagee's  consolidated interest or
        by other title evidence  acceptable to Fannie Mae and Freddie Mac. The  consolidated  principal  amount
        does not exceed the original principal amount of the Mortgage Loan.


               (jj)   The Mortgage Loan was  underwritten  in accordance  with the  Underwriting  Guidelines in
        effect at the time of origination with exceptions thereto exercised in a reasonable manner.


               (kk)   The Mortgaged  Property is located in the state  identified in the related  Mortgage Loan
        Schedule and consists of a parcel of real property  with a detached  single  family  residence  erected
        thereon, or a two- to four-family  dwelling,  or an individual  condominium unit, or an individual unit
        in a planned  unit  development;  provided,  however,  that any  condominium  project or  planned  unit
        development  generally  conforms with the  Underwriting  Guidelines  regarding such  dwellings,  and no
        residence or dwelling is a mobile home, manufactured dwelling or cooperative.


               (ll)   If the Mortgaged  Property is a  condominium  unit or a planned unit  development  (other
        than a de minimis planned unit development) such condominium or planned unit development  project meets
        Fannie Mae or Freddie Mac eligibility  requirements  for sale to Fannie Mae or Freddie Mac, as the case
        may be, or is located in a condominium or planned unit  development  project which has received  Fannie
        Mae or  Freddie  Mac  project  approval  or as to which  Fannie  Mae's and  Freddie  Mac's  eligibility
        requirements have been waived.


               (mm)   The Seller used no adverse  selection  procedures  in selecting  the  Mortgage  Loan from
        among the  outstanding  first-lien,  residential  mortgage  loans owned by it which were  available for
        inclusion in the Mortgage Loans.


               (nn)   Each Mortgage Loan is a "qualified mortgage" within Section 860G(a)(3) of the Code.


               (oo)   With  respect to each  Mortgage  where a lost note  affidavit  has been  delivered to the
        Trustee in place of the related  Mortgage  Note,  the related  Mortgage Note is no longer in existence.
        Each such lost note affidavit is substantially in the form attached hereto as Exhibit 6.


               (pp)   No fraud,  error,  omission,  misrepresentation,  negligence or similar  occurrence  with
        respect to the Mortgage Loan has taken place on the part of the Seller,  the Servicer or any originator
        or  servicer or the  Mortgagor  or on the part of any other party  involved in the  origination  of the
        Mortgage Loan.


               (qq)   The origination  practices used by the Seller and the collection and servicing  practices
        used by the  Servicer  with respect to each  Mortgage  Loan have been in all  respects  legal,  proper,
        prudent and  customary in the mortgage  origination  and  servicing  industry  and the  collection  and
        servicing practices used by the Servicer have been acceptable to Fannie Mae and Freddie Mac.


               (rr)   The  Mortgagor is not in  bankruptcy  and is not insolvent and neither the Seller nor the
        Servicer  have any  knowledge of any  circumstances  or condition  with  respect to the  Mortgage,  the
        Mortgaged Property,  the Mortgagor or the Mortgagor's credit standing that could reasonably be expected
        to cause investors to regard the Mortgage Loan as an unacceptable  investment,  cause the Mortgage Loan
        to become  delinquent or materially  adversely  affect the value or the  marketability  of the Mortgage
        Loan.


               (ss)   The  Mortgagor  has not notified the Seller or the  Servicer,  and neither the Seller nor
        the Servicer has knowledge of any relief  requested or allowed to the Mortgagor under the Soldiers' and
        Sailors' Civil Relief Act of 1940.


               (tt)   No Mortgage Loan was made in connection with (i) the  construction or  rehabilitation  of
        a Mortgaged Property or (ii) facilitating the trade-in or exchange of a Mortgaged Property.


               (uu)   There is no pending  action or proceeding  directly  involving any Mortgaged  Property of
        which the Seller or the  Servicer is aware in which  compliance  with any  environmental  law,  rule or
        regulation is an issue and nothing  further  remains to be done to satisfy in full all  requirements of
        each such law, rule or regulation constituting a prerequisite to use and enjoyment of said property.


               (vv)   No  action,  inaction,  or event  has  occurred  and no state of  affairs  exists  or has
        existed  that has  resulted or will  result in the  exclusion  from,  denial of, or defense to coverage
        under any applicable  special hazard insurance policy,  Primary Mortgage Insurance Policy or bankruptcy
        bond,  irrespective  of the cause of such failure of coverage.  In connection with the placement of any
        such insurance,  no commission,  fee, or other  compensation has been or will be received by the Seller
        or the Servicer or any designee of the Seller or the Servicer or any  corporation  in which the Seller,
        the  Servicer or any  officer,  director,  or employee  of the Seller or the  Servicer  had a financial
        interest at the time of placement of such insurance.


               (ww)   With  respect to any ground lease to which a Mortgaged  Property may be subject:  (A) the
        Mortgagor is the owner of a valid and subsisting  leasehold  interest under such ground lease; (B) such
        ground lease is in full force and effect,  unmodified and not supplemented by any writing or otherwise;
        (C) all rent,  additional  rent and other charges  reserved  therein have been fully paid to the extent
        payable as of the Closing  Date;  (D) the  Mortgagor  enjoys the quiet and peaceful  possession  of the
        leasehold estate;  (E) the Mortgagor is not in default under any of the terms of such ground lease, and
        there are no  circumstances  which,  with the passage of time or the giving of notice,  or both,  would
        result in a default under such ground  lease;  (F) the lessor under such ground lease is not in default
        under any of the terms or  provisions  of such ground lease on the part of the lessor to be observed or
        performed;  (G) the lessor under such ground lease has satisfied any repair or construction obligations
        due as of the Closing Date pursuant to the terms of such ground lease; (H) the execution,  delivery and
        performance  of the  Mortgage do not require the  consent  (other than those  consents  which have been
        obtained and are in full force and effect)  under,  and will not contravene any provision of or cause a
        default under,  such ground lease;  and (I) the term of such lease does not terminate  earlier than the
        maturity date of the Mortgage Note.


               (xx)   With respect to escrow  deposits  and payments  that the Servicer is entitled to collect,
        all such payments are in the  possession  of, or under the control of the Servicer,  and there exist no
        deficiencies in connection  therewith for which customary  arrangements for repayment  thereof have not
        been made. All escrow  payments have been collected in full  compliance  with state and federal law and
        the provisions of the related  Mortgage Note and Mortgage.  As to any Mortgage Loan that is the subject
        of an escrow,  escrow of funds is not  prohibited  by  applicable  law and has been  established  in an
        amount  sufficient to pay for every  escrowed item that remains unpaid and has been assessed but is not
        yet due and payable.  No escrow  deposits or other charges or payments due under the Mortgage Note have
        been capitalized under any Mortgage or the related Mortgage Note.


               (yy)   With respect to each  Mortgage  Loan that is a Convertible  Mortgage  Loan,  the Mortgage
        Interest Rate may be converted by the Mortgagor in  accordance  with the terms of the related  Mortgage
        Note to a fixed rate of interest.  The  conversion  term on such Mortgage Loan is equal to Fannie Mae's
        posted yield as in effect for sixty (60) day mandatory  delivery  commitments  for  conventional  first
        mortgages plus a margin ranging from 0.625% to 1.25%.  Such  conversion  option may be exercised on the
        first, second or third Adjustment Date.

        Subsection 7.02   Seller and Servicer Representations.

        The Seller and the Servicer hereby represent and warrant to the Purchaser that, as to itself as of the
Closing Date:

               (a)    It is a national  banking  association,  duly organized,  validly  existing,  and in good
        standing  under the laws of the United  States and has all licenses  necessary to carry on its business
        as now being  conducted  and is  licensed,  qualified  and in good  standing  in the  states  where the
        Mortgaged  Property is located if the laws of such state require licensing or qualification in order to
        conduct  business of the type  conducted by it. It is an approved  seller/servicer  in good standing of
        conventional  residential mortgage loans for Fannie Mae or Freddie Mac and is a HUD-approved  mortgagee
        under  Section 203 of the National  Housing Act. It has  corporate  power and  authority to execute and
        deliver this Agreement and to perform in accordance herewith;  the execution,  delivery and performance
        of this Agreement  (including all  instruments of transfer to be delivered  pursuant to this Agreement)
        by it and the  consummation  of the  transactions  contemplated  hereby  have  been  duly  and  validly
        authorized.  This  Agreement,  assuming due  authorization,  execution  and delivery by the  Purchaser,
        evidences the legal, valid, binding and enforceable  obligation of it, subject to applicable law except
        as enforceability may be limited by (i) bankruptcy, insolvency, liquidation,  receivership, moratorium,
        reorganization  or other  similar laws  affecting the  enforcement  of the rights of creditors and (ii)
        general  principles of equity,  whether  enforcement is sought in a proceeding in equity or at law. All
        requisite  corporate  action has been taken by it to make this  Agreement  valid and binding upon it in
        accordance with the terms of this Agreement.


               (b)    No  consent,   approval,   authorization  or  order  is  required  for  the  transactions
        contemplated  by this  Agreement  from any  court,  governmental  agency or body,  or  federal or state
        regulatory   authority  having  jurisdiction  over  it  or,  if  required,   such  consent,   approval,
        authorization or order has been or will, prior to the Closing Date, be obtained.


               (c)    The consummation of the  transactions  contemplated by this Agreement are in its ordinary
        course of  business  and will not  result in the  breach of any term or  provision  of its  charter  or
        by-laws or result in the breach of any term or provision  of, or conflict  with or constitute a default
        under or result in the  acceleration  of any  obligation  under,  any  agreement,  indenture or loan or
        credit  agreement  or other  instrument  to which it or its  property  is  subject,  or  result  in the
        violation  of any law,  rule,  regulation,  order,  judgment  or decree to which it or its  property is
        subject.


               (d)    Its  transfer,  assignment  and  conveyance  of the  Mortgage  Notes  and  the  Mortgages
        pursuant to this Agreement are not subject to the bulk transfer or any similar statutory  provisions in
        effect in any applicable jurisdiction.


               (e)    There  is  no  action,  suit,  proceeding  or  investigation  pending  or,  to  its  best
        knowledge,  threatened against it which, either  individually or in the aggregate,  would result in any
        material adverse change in its business, operations,  financial condition,  properties or assets, or in
        any  material  impairment  of its  right  or  ability  to carry on its  business  substantially  as now
        conducted or which would draw into question the validity of this  Agreement or the Mortgage Loans or of
        any action taken or to be taken in connection with its obligations  contemplated herein, or which would
        materially impair its ability to perform under the terms of this Agreement.


               (f)    It does not  believe,  nor does it have any  reason or cause to  believe,  that it cannot
        perform each and every covenant contained in this Agreement.


               (g)    It acknowledges  and agrees that the Servicing Fee shall be treated by the Servicer,  for
        accounting  and tax purposes,  as  compensation  for the servicing and  administration  of the Mortgage
        Loans pursuant to this Agreement.


               (h)    It has determined  that the  disposition of the Mortgage Loans pursuant to this Agreement
        will be afforded sale treatment for accounting and tax purposes.


               (i)    It is  solvent  and  the  sale  of  the  Mortgage  Loans  will  not  cause  it to  become
        insolvent.  The sale of the  Mortgage  Loans is not  undertaken  with the  intent to  hinder,  delay or
        defraud any of its creditors.


               (j)    It has not dealt with any broker,  investment  banker,  agent or other person that may be
        entitled to any commission or compensation in connection with the sale of the Mortgage Loans.

Subsection 7.03  Remedies for Breach of Representations and Warranties.

        It is understood and agreed that the  representations  and warranties set forth in Subsections 7.01 and
7.02 shall  survive  the sale of the  Mortgage  Loans to the  Purchaser  and shall  inure to the benefit of the
Purchaser,  notwithstanding  any  restrictive  or qualified  endorsement  on any Mortgage Note or Assignment of
Mortgage or the  examination or lack of examination  of any Mortgage  File.  Upon discovery by the Seller,  the
Servicer or the Purchaser of a breach of any of the foregoing  representations  and warranties which materially
and  adversely  affects the value of the  Mortgage  Loans or the  interest of the  Purchaser  therein (or which
materially  and adversely  affects the interest of the  Purchaser in or the value of the related  Mortgage Loan
in the case of a representation  and warranty  relating to a particular  Mortgage Loan), the party  discovering
such breach shall give prompt written notice to the others.

               Within  sixty (60) days of the earlier of either  discovery by or notice to either the Seller or
the Servicer of any breach of a  representation  or warranty which  materially and adversely  affects the value
of a  Mortgage  Loan or the  Mortgage  Loans or the  interest  of the  Purchaser  therein,  the  Seller  or the
Servicer,  as the case may be,  shall  use its best  efforts  promptly  to cure  such  breach  in all  material
respects  and, if such breach  cannot be cured,  the Seller shall  repurchase  such  Mortgage  Loan or Mortgage
Loans at the Repurchase  Price.  However,  the Seller may, at its option,  with the Purchaser's prior approval,
such approval not to be withheld  unreasonably,  and assuming that the Seller has a Substitute  Mortgage  Loan,
rather than  repurchase  the Mortgage Loan as provided  above,  remove such Mortgage Loan and substitute in its
place a Substitute  Mortgage Loan or Loans;  provided,  however,  that any such substitution  shall be effected
within two (2) years of the Closing Date. If the Seller has no Substitute  Mortgage  Loan, it shall  repurchase
the deficient  Mortgage Loan.  Any  repurchase of a Mortgage Loan pursuant to the foregoing  provisions of this
Subsection  7.03 shall occur on a date  designated  by the Purchaser  and shall be  accomplished  by the Seller
remitting by wire transfer to the Purchaser the amount of the Repurchase Price.


               At the time of  repurchase of any  deficient  Mortgage Loan (or removal of any Deleted  Mortgage
Loan),  the  Purchaser and the Seller shall arrange for the  assignment  of the  repurchased  Mortgage Loan (or
Deleted  Mortgage  Loan) to the Seller or its designee and the delivery to the Seller of any documents  held by
the Purchaser  relating to the repurchased  Mortgage Loan in the manner required by this Agreement with respect
to the purchase and sale of such  Mortgage  Loan on the Closing  Date.  In the event a deficient  Mortgage Loan
is  repurchased,  the Seller shall,  simultaneously  with its  remittance  to the Purchaser of such  Repurchase
Price,  give written notice to the Purchaser that such repurchase has taken place.  Upon such  repurchase,  the
related  Mortgage Loan Schedule shall  simultaneously  be amended to reflect the withdrawal of the  repurchased
Mortgage Loan from this Agreement.


               As to any  Deleted  Mortgage  Loan for  which  the  Seller  substitutes  one or more  Substitute
Mortgage  Loans,  the Seller shall effect such  substitution by delivering to the Purchaser for each Substitute
Mortgage  Loan the Mortgage  Note,  the  Mortgage,  the  Assignment  of Mortgage and such other  documents  and
agreements  as are required by Subsection  6.03.  The Seller shall remit to the Servicer for  distribution  the
Monthly  Payment due on each  Substitute  Mortgage Loan in the month  following the date of such  substitution.
Monthly  Payments due with respect to Substitute  Mortgage Loans in the month of substitution  will be retained
by the  Seller.  For the month of  substitution,  distributions  to the  Purchaser  will  include  the  Monthly
Payment due on such Deleted  Mortgage  Loan in the month of  substitution,  and the Seller shall  thereafter be
entitled to retain all  amounts  subsequently  received by it in respect of such  Deleted  Mortgage  Loan.  The
Seller shall give written  notice to the Purchaser that such  substitution  has taken place and shall amend the
related  Mortgage  Loan  Schedule to reflect the removal of such Deleted  Mortgage  Loan from the terms of this
Agreement and the  substitution  of the  Substitute  Mortgage Loan.  Upon such  substitution,  each  Substitute
Mortgage Loan shall be subject to the terms of this  Agreement in all respects,  and the Seller shall be deemed
to have made with respect to such  Substitute  Mortgage  Loan, as of the date of  substitution,  the covenants,
representations and warranties set forth in Subsections 7.01 and 7.02.


               For any month in which the Seller  substitutes one or more Substitute  Mortgage Loans for one or
more Deleted  Mortgage  Loans,  the Seller will determine the amount (if any) by which the aggregate  principal
balance  of all such  Substitute  Mortgage  Loans as of the date of  substitution  is less  than the  aggregate
Stated  Principal  Balance of all such  Deleted  Mortgage  Loans  (after  application  of  scheduled  principal
payments  due in the  month of  substitution).  The  amount  of such  shortfall,  plus an  amount  equal to the
aggregate of any Monthly  Advances made with respect to such Deleted  Mortgage Loans,  shall be remitted to the
Servicer by the Seller for distribution by the Servicer in the month of substitution.


        In addition to such cure,  repurchase and  substitution  obligations,  the Seller or the Servicer shall
indemnify the Purchaser and hold it harmless against any out-of-pocket losses,  penalties,  fines, forfeitures,
reasonable and necessary legal fees and related costs,  judgments,  and other costs and expenses resulting from
any claim,  demand,  defense or  assertion by any third party that is based on or grounded  upon,  or resulting
from, a breach of the Seller or the Servicer,  as applicable,  representations and warranties contained in this
Agreement;  provided, however,  indemnification shall not be available for any economic losses of the Purchaser
due to reinvestment  losses, loss of investment income or any other special,  indirect or consequential  losses
or damages.


               No action may be brought  against  the Seller or the  Servicer,  as  applicable,  relating to or
arising out of the breach of any  representations  and warranties made in Subsections 7.01 or 7.02 with respect
to any Mortgage Loan unless and until (i)  discovery of such breach by the  Purchaser or notice  thereof by the
Seller or the Servicer to Purchaser,  (ii) failure by the Seller or the Servicer,  as applicable,  to cure such
breach,  repurchase  such  Mortgage  Loan as specified  above,  substitute a Substitute  Mortgage Loan for such
Mortgage  Loan as  specified  above  and/or  indemnify  the  Purchaser  and (iii) demand upon the Seller or the
Servicer, as applicable, by the Purchaser for compliance with the terms of this Agreement.


               It is understood and agreed that the  obligations of the Seller or the Servicer,  as applicable,
set forth in this  Subsection  7.03 to cure,  repurchase or substitute for a defective  Mortgage Loan and/or to
indemnify  the  Purchaser   constitute  the  sole  remedies  of  the  Purchaser  respecting  a  breach  of  the
representations and warranties set forth in Subsections 7.01 and 7.02.

Subsection 7.04  Repurchase of Certain Prepaid or Converted Mortgage Loans.

        If the principal  balance due on a Mortgage Loan is paid in full prior to the Closing Date,  the Seller
shall  remit  to the  Purchaser  an  amount  equal to the  product  of (i) the  excess  of the  purchase  price
percentage as calculated in Section 4 over 100%,  times (ii) the amount of such  Principal  Prepayment in full.
If any Mortgagor converts the adjustable Mortgage Interest Rate on any related  Convertible  Mortgage Loan to a
fixed Mortgage  Interest Rate, the Seller shall  repurchase  that  Convertible  Mortgage Loan prior to the next
scheduled Due Date for such Mortgage Loan pursuant to Section 7.03.

                                             SECTION 8.  Closing.


               The  closing for the  purchase  and sale of the  Mortgage  Loans shall take place on the Closing
Date.  The closing shall be by telephone,  confirmed by letter or wire as the parties shall agree.  The closing
shall be subject to each of the following conditions:


               (a)    all of the  representations  and  warranties  of the  Seller  and  the  Servicer  in this
        Agreement  shall be true and correct as of the Closing  Date and no event  shall have  occurred  which,
        with notice or the passage of time, would constitute an Event of Default under this Agreement;


               (b)    the Seller's  attorneys shall have received in escrow all Closing  Documents as specified
        in Section 9, in such forms as are agreed upon and  acceptable to the  Purchaser,  duly executed by all
        signatories as required pursuant to the terms hereof; and


               (c)    all other  terms  and  conditions  of this  Agreement  required  to be  complied  with or
        performed shall have been complied with or performed.

                                        SECTION 9.  Closing Documents.


               On the Closing Date,  the Seller and the Servicer shall deliver to the Purchaser in escrow fully
executed originals of:


               (a)    this Agreement, executed by the Seller and the Servicer;


               (b)    an  Officer's  Certificate,  in the form of  Exhibit 1  hereto,  for the  Seller  and the
        Servicer including all attachments thereto;


               (c)    each Mortgage Loan Schedule, one copy to be attached hereto; and


               (d)    an opinion of in-house  counsel  for the Seller and the  Servicer,  substantially  in the
        form attached hereto as Exhibit 7.

                                              SECTION 10.  Costs.


               The Seller and the Servicer shall pay any  commissions due their salesmen and the legal fees and
expenses  of their  attorneys.  The  Purchaser  shall  pay the cost of  delivering  the  Mortgage  Files to the
Purchaser or its designee,  the cost of recording the  Assignments  of Mortgage and any custodial fees incurred
in connection  with the release of any Mortgage Loan  Documents as may be required by its servicing  activities
hereunder.  All other costs and expenses  incurred in  connection  with the sale of the  Mortgage  Loans by the
Seller to the Purchaser,  including  without  limitation the Purchaser's  attorneys' fees, shall be paid by the
Purchaser.

                         SECTION 11.  Administration and Servicing of Mortgage Loans.

Subsection 11.01  Servicer to Act as Servicer; Subservicing.

               The Servicer, as an independent contractor, shall service and administer the Mortgage Loans in
accordance with this Agreement and Customary Servicing Procedures and the terms of the Mortgage Notes and
Mortgages, and shall have full power and authority, acting alone or through subservicers or agents, to do or
cause to be done any and all things in connection with such servicing and administration which the Servicer
may deem necessary or desirable and consistent with the terms of this Agreement.  The Servicer may perform
its servicing responsibilities through agents or independent contractors, but shall not thereby be released
from any of its responsibilities hereunder.  Notwithstanding anything to the contrary, the Servicer may
delegate any of its duties under this Agreement to one or more of its affiliates without regard to any of the
requirements of this section;  provided, however, that the Servicer shall not be released from any of its
responsibilities hereunder by virtue of such delegation.  The Mortgage Loans may be subserviced by one or
more unaffiliated subservicers on behalf of the Servicer provided each subservicer is a Fannie Mae approved
seller/servicer or a Freddie Mac approved seller/servicer in good standing, and no event has occurred,
including but not limited to a change in insurance coverage, that would make it unable to comply with the
eligibility for seller/servicers imposed by Fannie Mae or Freddie Mac, or which would require notification to
Fannie Mae or Freddie Mac.  The Servicer shall pay all fees and expenses of the subservicer from its own
funds (provided that any such expenditures that would constitute Servicing Advances if made by the Servicer
hereunder shall be reimbursable to the Servicer as Servicing Advances), and the subservicer's fee shall not
exceed the Servicing Fee.

        At the cost and expense of the Servicer, without any right of reimbursement from the Custodial
Account, the Servicer shall be entitled to terminate the rights and responsibilities of a subservicer and
arrange for any servicing responsibilities to be performed by a successor subservicer meeting the
requirements in the preceding paragraph; provided, however, that nothing contained herein shall be deemed to
prevent or prohibit the Servicer, at the Servicer's option, from electing to service the related Mortgage
Loans itself.  If the Servicer's responsibilities and duties under this Agreement are terminated and if
requested to do so by the Purchaser, the Servicer shall at its own cost and expense terminate the rights and
responsibilities of the subservicer as soon as is reasonably possible.  The Servicer shall pay all fees,
expenses or penalties necessary in order to terminate the rights and responsibilities of the subservicer from
the Servicer's own funds without reimbursement from the Purchaser.

        The Servicer shall be entitled to enter into an agreement with the subservicer for indemnification of
the Servicer by the subservicer and nothing contained in this Agreement shall be deemed to limit or modify
such indemnification.

        Any subservicing agreement and any other transactions or services relating to the Mortgage Loans
involving the subservicer shall be deemed to be between the subservicer and Servicer alone, and the Purchaser
shall have no obligations, duties or liabilities with respect to the subservicer including no obligation,
duty or liability of Purchaser to pay the subservicer's fees and expenses.  For purposes of distributions and
advances by the Servicer pursuant to this Agreement, the Servicer shall be deemed to have received a payment
on a Mortgage Loan when the subservicer has received such payment.


        Consistent  with the terms of this  Agreement,  the Servicer may waive,  modify or vary any term of any
Mortgage Loan or consent to the  postponement  of strict  compliance  with any such term or in any manner grant
indulgence to any Mortgagor;  provided,  however,  that (unless the Mortgagor is in default with respect to the
Mortgage  Loan,  or such  default is, in the  judgment of the  Servicer,  imminent,  and the  Servicer  has the
consent of the Purchaser)  the Servicer  shall not enter into any payment plan or agreement to modify  payments
with a Mortgagor  lasting  more than six (6) months or permit any  modification  with  respect to any  Mortgage
Loan that would change the Mortgage  Interest  Rate,  the Lifetime Rate Cap, the Initial Rate Cap, the Periodic
Rate Cap or the  Gross  Margin,  defer or  forgive  the  payment  of any  principal  or  interest,  change  the
outstanding  principal  amount (except for actual  payments of principal),  make any future  advances or extend
the final  maturity  date,  as the case may be,  with  respect to such  Mortgage  Loan.  Without  limiting  the
generality of the foregoing,  the Servicer in its own name or acting through  subservicers  or agents is hereby
authorized  and empowered by the Purchaser  when the Servicer  believes it  appropriate  and  reasonable in its
best judgment,  to execute and deliver, on behalf of itself and the Purchaser,  all instruments of satisfaction
or cancellation,  or of partial or full release,  discharge and all other comparable instruments,  with respect
to the Mortgage  Loans and the  Mortgaged  Properties  and to  institute  foreclosure  proceedings  or obtain a
deed-in-lieu  of  foreclosure  so as to convert the  ownership of such  properties,  and to hold or cause to be
held title to such properties, on behalf of the Purchaser pursuant to the provisions of Subsection 11.13.


        The Servicer  shall notify the Purchaser of its intention to institute  any  foreclosure  proceeding no
less than ten (10) days prior to initiating  such  proceeding.  The Servicer  shall notify the Purchaser of its
intention  to accept a  deed-in-lieu  of  foreclosure  or a partial  release of any of the  Mortgaged  Property
subject  to the lien of the  Mortgage  no less than ten (10)  days  prior to  accepting  such  deed-in-lieu  or
partial  release and shall only accept such  deed-in-lieu  or grant such partial  release if the  Purchaser has
not  objected  before  the end of the  tenth  day  after  delivery  of such  notice.  In  connection  with  any
foreclosure  sale,  the Servicer  shall consult with the  Purchaser  with regard to a bid price for the related
Mortgaged  Property  and  shall  set such bid  price in  accordance  with  the  Purchaser's  instructions.  The
Servicer  shall make all required  Servicing  Advances and shall service and  administer  the Mortgage Loans in
accordance  with all applicable  laws,  rules and  regulations  and shall provide to the Mortgagors any reports
required to be provided to them  thereby.  The  Purchaser  shall furnish to the Servicer any powers of attorney
and other documents  reasonably  necessary or appropriate to enable the Servicer to carry out its servicing and
administrative duties under this Agreement.


        Notwithstanding  anything to the  contrary  contained  herein,  in  connection  with a  foreclosure  or
acceptance of a deed-in-lieu of foreclosure,  if the Servicer has reasonable  cause to believe that a Mortgaged
Property is contaminated by hazardous or toxic  substances or wastes,  or if the Purchaser  otherwise  requests
an  environmental  inspection  or review of such  Mortgaged  Property,  such an  inspection  or review is to be
conducted  by a qualified  inspector  at the  Purchaser's  expense.  Upon  completion  of the  inspection,  the
Servicer shall promptly  provide the Purchaser with a written  report of the  environmental  inspection.  After
reviewing the  inspection,  the Purchaser  shall  determine how the Servicer  shall proceed with respect to the
Mortgaged Property.

Subsection 11.02  Liquidation of Mortgage Loans.


        In the event that any payment  due under any  Mortgage  Loan is not paid when the same  becomes due and
payable,  or in the event the Mortgagor  fails to perform any other  covenant or obligation  under the Mortgage
Loan and such failure  continues beyond any applicable grace period,  the Servicer shall take such action as it
shall deem to be in the best  interest of the  Purchaser.  In the event that any payment due under any Mortgage
Loan remains  delinquent  for a period of ninety (90) days or more,  the Servicer  shall  commence  foreclosure
proceedings  in accordance  with Customary  Servicing  Procedures and the guidelines set forth by Fannie Mae or
Freddie  Mac.  In such  connection,  the  Servicer  shall  from its own funds  make all  necessary  and  proper
Servicing  Advances.  If the portion of any  Liquidation  Proceeds  allocable  as a recovery of interest on any
Mortgage  Loan is less than the full amount of accrued  and unpaid  interest  on such  Mortgage  Loan as of the
date such proceeds are received,  then the  applicable  Servicing Fees with respect to such Mortgage Loan shall
be paid first and any amounts remaining thereafter shall be distributed to the Purchaser.

Subsection 11.03  Collection of Mortgage Loan Payments.


        Continuously  from the date hereof until the principal  and interest on all Mortgage  Loans are paid in
full, the Servicer will proceed  diligently,  in accordance  with this  Agreement,  to collect all payments due
under each of the  Mortgage  Loans when the same shall become due and payable.  Further,  the Servicer  will in
accordance  with Customary  Servicing  Procedures  ascertain and estimate taxes,  assessments,  fire and hazard
insurance premiums,  premiums for Primary Mortgage Insurance Policies,  and all other charges that, as provided
in any Mortgage,  will become due and payable to the end that the  installments  payable by the Mortgagors will
be sufficient to pay such charges as and when they become due and payable.

Subsection 11.04  Establishment of Custodial Account; Deposits in Custodial Account.


        The Servicer shall segregate and hold all funds  collected and received  pursuant to each Mortgage Loan
separate and apart from any of its own funds and general  assets and shall  establish  and maintain one or more
Custodial Accounts (collectively,  the "Custodial Account"),  titled "Bank of America, N.A., in trust for [NAME
OF  PURCHASER]  as  Purchaser  of Mortgage  Loans and various  Mortgagors."  Such  Custodial  Account  shall be
established  with a  commercial  bank,  a  savings  bank or a  savings  and loan  association  (which  may be a
depository  affiliate of the Servicer)  which meets the guidelines set forth by Fannie Mae or Freddie Mac as an
eligible depository  institution for custodial  accounts.  The Custodial Account shall initially be established
and maintained at Bank of America,  N.A., or any successor  thereto,  and shall not be transferred to any other
depository  institution  without the Purchaser's  approval,  which shall not  unreasonably be withheld.  In any
case,  the Custodial  Account shall be insured by the FDIC in a manner which shall  provide  maximum  available
insurance thereunder and which may be drawn on by the Servicer.


        The Servicer shall deposit in the Custodial  Account on a daily basis, and retain therein the following
payments  and  collections  received or made by it  subsequent  to the  Cut-off  Date (other than in respect of
principal and interest on the Mortgage Loans due on or before the Cut-off Date):


               (a)    all payments on account of principal,  including Principal  Prepayments,  on the Mortgage
        Loans;


               (b)    all payments on account of interest on the Mortgage  Loans  adjusted to the Mortgage Loan
        Remittance Rate;


               (c)    all Liquidation Proceeds;


               (d)    all  proceeds  received  by  the  Servicer  under  any  title  insurance  policy,  hazard
        insurance  policy,  Primary Mortgage  Insurance Policy or other insurance policy other than proceeds to
        be held in the Escrow  Account and applied to the  restoration  or repair of the Mortgaged  Property or
        released to the Mortgagor in accordance with Customary Servicing Procedures;


               (e)    all awards or  settlements  in  respect of  condemnation  proceedings  or eminent  domain
        affecting any Mortgaged  Property which are not released to the Mortgagor in accordance  with Customary
        Servicing Procedures;


               (f)    any amount  required to be deposited in the  Custodial  Account  pursuant to  Subsections
        11.15, 11.17 and 11.19;


               (g)    any amount  required to be deposited by the Servicer in connection  with any REO Property
        pursuant to Subsection 11.13;


               (h)    all amounts  required to be deposited by the Servicer in  connection  with  shortfalls in
        principal amount of Qualified Substitute Mortgage Loans pursuant to Subsection 7.03;


               (i)    with  respect  to  each  Principal  Prepayment  in  full,  an  amount  (to be paid by the
        Servicer  out of its own funds)  which,  when added to all amounts  allocable  to interest  received in
        connection  with the  Principal  Prepayment  in full,  equals  one  month's  interest  on the amount of
        principal so prepaid for the month of  prepayment at the  applicable  Mortgage  Loan  Remittance  Rate;
        provided,  however,  that the Servicer's aggregate obligations under this paragraph for any month shall
        be limited to the total amount of Servicing  Fees actually  received with respect to the Mortgage Loans
        by the Servicer during such month; and


               (j)    amounts  required to be  deposited  by the  Servicer in  connection  with the  deductible
        clause of any hazard insurance policy.


The foregoing  requirements  for deposit in the Custodial  Account shall be exclusive,  it being understood and
agreed  that,  without  limiting  the  generality  of the  foregoing,  payments  in the nature of late  payment
charges,  assumption  fees and other  ancillary  fees need not be deposited  by the  Servicer in the  Custodial
Account.


        The Servicer may invest the funds in the Custodial  Account in Eligible  Investments  designated in the
name of the  Servicer  for the benefit of the  Purchaser,  which shall  mature not later than the  Business Day
next preceding the Remittance Date next following the date of such  investment  (except that (A) any investment
in the  institution  with which the Custodial  Account is maintained may mature on such Remittance Date and (B)
any  other  investment  may  mature  on such  Remittance  Date if the  Servicer  shall  advance  funds  on such
Remittance Date,  pending receipt thereof to the extent  necessary to make  distributions to the Purchaser) and
shall not be sold or  disposed  of prior to  maturity.  Notwithstanding  anything  to the  contrary  herein and
above,  all income and gain  realized  from any such  investment  shall be for the benefit of the  Servicer and
shall be subject to  withdrawal  by the  Servicer.  The  amount of any losses  incurred  in respect of any such
investments  shall be deposited in the Custodial  Account by the Servicer out of its own funds  immediately  as
realized.

Subsection 11.05  Withdrawals From the Custodial Account.


        The Servicer  shall,  from time to time,  withdraw  funds from the Custodial  Account for the following
purposes:


               (a)    to make  payments  to the  Purchaser  in the amounts  and in the manner  provided  for in
        Subsection 11.15;


               (b)    to reimburse  itself for P&I Advances,  the Servicer's right to reimburse itself pursuant
        to this subclause (b) with respect to any Mortgage Loan being limited to related Liquidation  Proceeds,
        Condemnation  Proceeds,  Insurance  Proceeds and such other amounts as may be collected by the Servicer
        from the Mortgagor or otherwise  relating to the Mortgage Loan, it being  understood  that, in the case
        of any such  reimbursement,  the Servicer's right thereto shall be prior to the rights of the Purchaser
        with respect to such Mortgage Loan,  except that, where the Seller is required to repurchase a Mortgage
        Loan,  pursuant to Subsection 7.03, the Servicer's right to such  reimbursement  shall be subsequent to
        the payment to the  Purchaser  of the  Repurchase  Price  pursuant to  Subsection  7.03,  and all other
        amounts required to be paid to the Purchaser with respect to such Mortgage Loan;


               (c)    to  reimburse  itself  for any  unpaid  Servicing  Fees  and for  unreimbursed  Servicing
        Advances,  the Servicer's  right to reimburse itself pursuant to this subclause (c) with respect to any
        Mortgage Loan being limited to related Liquidation Proceeds,  Condemnation Proceeds, Insurance Proceeds
        and such other amounts as may be collected by the Servicer from the Mortgagor or otherwise  relating to
        the Mortgage  Loan, it being  understood  that, in the case of any such  reimbursement,  the Servicer's
        right  thereto  shall be prior to the  rights  of the  Purchaser  unless  the  Seller  is  required  to
        repurchase a Mortgage  Loan pursuant to Subsection  7.03,  in which case the  Servicer's  right to such
        reimbursement  shall be subsequent to the payment to the Purchaser of the Repurchase  Price pursuant to
        Subsection  7.03 and all other  amounts  required  to be paid to the  Purchaser  with  respect  to such
        Mortgage Loan;


               (d)    to  reimburse  itself  for  unreimbursed  Servicing  Advances  and for  unreimbursed  P&I
        Advances,  to the extent that such  amounts are  nonrecoverable  (as  certified  by the Servicer to the
        Purchaser  in an  Officer's  Certificate)  by the  Servicer  pursuant  to  subclause  (b) or (c) above,
        provided that the Mortgage Loan for which such advances were made is not required to be  repurchased by
        a Seller pursuant to Subsection 7.03;


               (e)    to  reimburse  itself  for  expenses  incurred  by and  reimbursable  to it  pursuant  to
        Subsection 12.01;


               (f)    to withdraw amounts to make P&I Advances in accordance with Subsection 11.17;


               (g)    to pay to itself any interest  earned or any  investment  earnings on funds  deposited in
        the Custodial Account, net of any losses on such investments;


               (h)    to withdraw any amounts inadvertently deposited in the Custodial Account; and


               (i)    to clear and terminate the Custodial Account upon the termination of this Agreement.


        Upon request, the Servicer will provide the Purchaser with copies of reasonably  acceptable invoices or
other documentation relating to Servicing Advances that have been reimbursed from the Custodial Account.

Subsection 11.06  Establishment of Escrow Account; Deposits in Escrow Account.



        The Servicer shall segregate and hold all funds  collected and received  pursuant to each Mortgage Loan
which  constitute  Escrow  Payments  separate and apart from any of its own funds and general  assets and shall
establish  and maintain  one or more Escrow  Accounts  (collectively,  the "Escrow  Account"),  titled "Bank of
America,  N.A., in trust for [NAME OF PURCHASER] as Purchaser of Mortgage  Loans and various  Mortgagors."  The
Escrow Account shall be established  with a commercial  bank, a savings bank or a savings and loan  association
(which may be a  depository  affiliate  of  Servicer),  which meets the  guidelines  set forth by Fannie Mae or
Freddie  Mac  as  an  eligible  institution  for  escrow  accounts.  The  Escrow  Account  shall  initially  be
established  and maintained at Bank of America,  N.A., or any successor  thereto,  and shall not be transferred
to any other  depository  institution  without  the  Purchaser's  approval,  which  shall not  unreasonably  be
withheld.  In any case,  the  Escrow  Account  shall be  insured by the FDIC in a manner  which  shall  provide
maximum available insurance thereunder and which may be drawn on by the Servicer.


        The Servicer shall deposit in the Escrow Account on a daily basis,  and retain therein:  (a) all Escrow
Payments  collected on account of the Mortgage Loans,  for the purpose of effecting  timely payment of any such
items as required  under the terms of this  Agreement and (b) all amounts  representing  proceeds of any hazard
insurance  policy  which  are to be  applied  to the  restoration  or  repair of any  Mortgaged  Property.  The
Servicer shall make  withdrawals  therefrom only in accordance  with  Subsection  11.07 hereof.  As part of its
servicing  duties,  the Servicer shall pay to the Mortgagors  interest on funds in the Escrow  Account,  to the
extent required by law.

Subsection 11.07  Withdrawals From Escrow Account.


        Withdrawals  from the Escrow  Account shall be made by the Servicer only (a) to effect timely  payments
of ground  rents,  taxes,  assessments,  premiums  for Primary  Mortgage  Insurance  Policies,  fire and hazard
insurance premiums or other items constituting  Escrow Payments for the related Mortgage,  (b) to reimburse the
Servicer for any  Servicing  Advance  made by Servicer  pursuant to  Subsection  11.08 hereof with respect to a
related  Mortgage Loan, (c) to refund to any Mortgagor any funds found to be in excess of the amounts  required
under the terms of the related  Mortgage  Loan,  (d) for  transfer to the  Custodial  Account upon default of a
Mortgagor or in accordance  with the terms of the related  Mortgage  Loan and if permitted by  applicable  law,
(e) for  application  to restore  or repair of the  Mortgaged  Property,  (f) to pay to the  Mortgagor,  to the
extent required by law, any interest paid on the funds  deposited in the Escrow  Account,  (g) to pay to itself
any interest  earned on funds  deposited in the Escrow Account (and not required to be paid to the  Mortgagor),
(h) to the extent  permitted under the terms of the related  Mortgage Note and applicable law, to pay late fees
with respect to any Monthly  Payment  which is received  after the  applicable  grace  period,  (i) to withdraw
suspense  payments  that are  deposited  into the Escrow  Account,  (j) to withdraw  any amounts  inadvertently
deposited in the Escrow Account or (k) to clear and terminate the Escrow  Account upon the  termination of this
Agreement.

Subsection 11.08  Payment of Taxes, Insurance and Other Charges; Collections Thereunder.


        With respect to each Mortgage Loan, the Servicer shall maintain accurate records  reflecting the status
of ground  rents,  taxes,  assessments  and other  charges  which are or may  become a lien upon the  Mortgaged
Property  and the status of premiums for Primary  Mortgage  Insurance  Policies  and fire and hazard  insurance
coverage and shall  obtain,  from time to time,  all bills for the payment of such charges  (including  renewal
premiums) and shall effect payment  thereof prior to the applicable  penalty or termination  date and at a time
appropriate for securing maximum discounts  allowable,  employing for such purpose deposits of the Mortgagor in
the Escrow  Account which shall have been estimated and  accumulated by the Servicer in amounts  sufficient for
such  purposes,  as allowed  under the terms of the  Mortgage.  To the extent that a Mortgage  does not provide
for Escrow  Payments,  the Servicer  shall  determine  that any such  payments are made by the  Mortgagor.  The
Servicer  assumes  full  responsibility  for the  timely  payment  of all such  bills and shall  effect  timely
payments of all such bills  irrespective  of each  Mortgagor's  faithful  performance in the payment of same or
the making of the Escrow  Payments and shall make Servicing  Advances to effect such  payments,  subject to its
ability to recover such Servicing Advances pursuant to Subsections  11.05(c),  11.05(d) and 11.07(b).  No costs
incurred by the Servicer or  subservicers  in effecting the payment of taxes and  assessments  on the Mortgaged
Properties  shall,  for the purpose of calculating  remittances to the Purchaser,  be added to the amount owing
under the related Mortgage Loans, notwithstanding that the terms of such Mortgage Loans so permit.

Subsection 11.09  Transfer of Accounts.


        The  Servicer  may  transfer  the  Custodial  Account or the Escrow  Account to a different  depository
institution.  Such  transfer  shall be made only upon  obtaining the prior  written  consent of the  Purchaser;
such consent shall not be unreasonably withheld.

Subsection 11.10  Maintenance of Hazard Insurance.


        The  Servicer  shall cause to be  maintained  for each  Mortgage  Loan fire and hazard  insurance  with
extended  coverage  customary in the area where the Mortgaged  Property is located by an insurer  acceptable to
Fannie Mae or Freddie Mac in an amount  which is at least equal to the lesser of (a) the full  insurable  value
of the Mortgaged  Property or (b) the greater of (i) the  outstanding  principal  balance owing on the Mortgage
Loan and (ii) an amount such that the proceeds of such insurance  shall be sufficient to avoid the  application
to the Mortgagor or loss payee of any  coinsurance  clause under the policy.  If the  Mortgaged  Property is in
an area  identified  in the Federal  Register by the Federal  Emergency  Management  Agency as a special  flood
hazard area (and such flood  insurance  has been made  available)  the Servicer  will cause to be  maintained a
flood  insurance  policy  meeting the  requirements  of the  National  Flood  Insurance  Program,  in an amount
representing  coverage  not less than the  lesser of (A) the  minimum  amount  required  under the terms of the
coverage to compensate  for any damage or loss to the Mortgaged  Property on a  replacement-cost  basis (or the
outstanding  principal  balance of the Mortgage  Loan if  replacement-cost  basis is not  available) or (B) the
maximum amount of insurance  available  under the National  Flood  Insurance  Program.  The Servicer shall also
maintain on REO  Property  fire and hazard  insurance  with  extended  coverage in an amount  which is at least
equal  to the  maximum  insurable  value  of the  improvements  which  are a part of such  property,  liability
insurance  and, to the extent  required  and  available  under the  National  Flood  Insurance  Program,  flood
insurance in an amount  required  above.  Any amounts  collected by the Servicer under any such policies (other
than  amounts to be deposited in the Escrow  Account and applied to the  restoration  or repair of the property
subject to the related  Mortgage or property  acquired in  liquidation  of the Mortgage Loan, or to be released
to the  Mortgagor in  accordance  with  Customary  Servicing  Procedures)  shall be deposited in the  Custodial
Account,  subject to withdrawal  pursuant to Subsection  11.05.  It is understood and agreed that no earthquake
or other  additional  insurance need be required by the Servicer of any Mortgagor or maintained on REO Property
other than  pursuant  to such  applicable  laws and  regulations  as shall at any time be in force and as shall
require such additional  insurance.  All policies required  hereunder shall be endorsed with standard mortgagee
clauses with loss payable to Servicer,  and shall  provide for at least thirty (30) days prior  written  notice
of any  cancellation,  reduction in amount or material  change in coverage to the Servicer.  The Servicer shall
not  interfere  with the  Mortgagor's  freedom of choice in selecting  either his  insurance  carrier or agent;
provided,  however,  that the Servicer  shall not accept any such insurance  policies from insurance  companies
unless such  companies  acceptable  to Fannie Mae and Freddie Mac and are  licensed to do business in the state
wherein the property subject to the policy is located.


        The hazard insurance policies for each Mortgage Loan secured by a unit in a condominium  development or
planned unit  development  shall be maintained  with respect to such Mortgage Loan and the related  development
in a manner which is consistent with Fannie Mae or Freddie Mac requirements.

Subsection 11.11  Maintenance of Primary Mortgage Insurance Policy; Claims.


        With respect to each  Mortgage Loan with a LTV in excess of 80%, the Servicer  shall,  without any cost
to the  Purchaser,  maintain or cause the  Mortgagor  to  maintain in full force and effect a Primary  Mortgage
Insurance  Policy  insuring  that portion of the Mortgage Loan in excess of a percentage  in  conformance  with
Fannie Mae  requirements.  The Servicer shall pay or shall cause the Mortgagor to pay the premium  thereon on a
timely  basis,  at least until the LTV of such  Mortgage Loan is reduced to 80%. In the event that such Primary
Mortgage  Insurance  Policy shall be terminated,  the Servicer  shall obtain from another  insurer a comparable
replacement  policy,  with a total coverage equal to the remaining coverage of such terminated Primary Mortgage
Insurance  Policy.  If the insurer  shall cease to be a  qualified  insurer,  the  Servicer  shall  obtain from
another  qualified insurer a replacement  insurance policy.  The Servicer shall not take any action which would
result in noncoverage  under any applicable  Primary  Mortgage  Insurance Policy of any loss which, but for the
actions  of  the  Servicer  would  have  been  covered  thereunder.   In  connection  with  any  assumption  or
substitution  agreement  entered into or to be entered into pursuant to Subsection  11.18,  the Servicer  shall
promptly notify the insurer under the related Primary  Mortgage  Insurance  Policy,  if any, of such assumption
or substitution of liability in accordance with the terms of such Primary  Mortgage  Insurance Policy and shall
take all actions  which may be required by such insurer as a condition to the  continuation  of coverage  under
such Primary Mortgage  Insurance  Policy.  If such Primary Mortgage  Insurance Policy is terminated as a result
of such  assumption or  substitution  of liability,  the Servicer shall obtain a replacement  Primary  Mortgage
Insurance Policy as provided above.


        In connection with its activities as servicer,  the Servicer agrees to prepare and present or to assist
the Purchaser in preparing and presenting,  on behalf of itself and the Purchaser,  claims to the insurer under
any  Primary  Mortgage  Insurance  Policy in a timely  fashion  in  accordance  with the terms of such  Primary
Mortgage  Insurance  Policy and, in this regard,  to take such action as shall be necessary to permit  recovery
under any Primary  Mortgage  Insurance  Policy  respecting a defaulted  Mortgage  Loan.  Pursuant to Subsection
11.06,  any amounts  collected by the Servicer under any Primary  Mortgage  Insurance Policy shall be deposited
in the Escrow Account, subject to withdrawal pursuant to Subsection 11.07.

Subsection 11.12  Fidelity Bond; Errors and Omissions Insurance.


        The Servicer shall maintain,  at its own expense,  a blanket  Fidelity Bond and an errors and omissions
insurance  policy,  with broad  coverage on all  officers,  employees or other  persons  acting in any capacity
requiring  such persons to handle  funds,  money,  documents or papers  relating to the Mortgage  Loans.  These
policies must insure the Servicer against losses resulting from fraud, theft,  errors,  omissions,  negligence,
dishonest or  fraudulent  acts  committed by the  Servicer's  personnel,  any  employees of outside  firms that
provide data processing  services for the Servicer,  and temporary contract  employees or student interns.  The
Fidelity  Bond shall also  protect and insure the Servicer  against  losses in  connection  with the release or
satisfaction of a Mortgage Loan without having obtained  payment in full of the  indebtedness  secured thereby.
No provision of this  Subsection  11.12  requiring such Fidelity Bond and errors and omissions  insurance shall
diminish or relieve the Servicer from its duties and  obligations as set forth in this  Agreement.  The minimum
coverage  under any such  Fidelity  Bond and  insurance  policy  shall be at least  equal to the  corresponding
amounts  required  by Fannie  Mae in the Fannie  Mae  Servicing  Guide or by  Freddie  Mac in the  Freddie  Mac
Sellers' & Servicers'  Guide,  as amended or restated from time to time, or in an amount as may be permitted to
the  Servicer by express  waiver of Fannie Mae or Freddie  Mac.  Upon  request of the  Purchaser,  the Servicer
shall cause to be delivered  to the  Purchaser a certified  true copy of such  Fidelity  Bond or a  certificate
evidencing  the same with a  statement  that the  Servicer  shall  endeavor  to provide  written  notice to the
Purchaser 30 days prior to modification or any material change.

Subsection 11.13  Title, Management and Disposition of REO Property.


        (a)    In the event that title to the Mortgaged  Property is acquired in foreclosure or by deed in lieu
of foreclosure, the deed or certificate of sale shall be taken in the name of the Purchaser or its nominee.


        (b)    The  Purchaser,  by giving  notice to the  Servicer,  may elect to manage and dispose of all REO
Property  acquired  pursuant to this  Agreement by itself.  If the  Purchaser so elects,  the  Purchaser  shall
assume  control of REO  Property at the time of its  acquisition  and the  Servicer  shall  forward the related
Mortgage  File to the  Purchaser as soon as is  practicable.  Promptly  upon  assumption  of control of any REO
Property,  the Purchaser  shall  reimburse any related  Servicing  Advances or other  expenses  incurred by the
Servicer with respect to that REO Property.


        (c)    If the Purchaser has not informed the Servicer that it will manage REO Property,  the provisions
of this  Section  11.13(c)  shall  apply.  The  Servicer  shall cause to be  deposited  on a daily basis in the
Custodial  Account all revenues  received with respect to the  conservation  of the related REO  Property.  The
Servicer shall make  distributions  as required on each  Remittance  Date to the Purchaser of the net cash flow
from the REO  Property  (which shall equal the  revenues  from such REO Property net of the expenses  described
above and of any  reserves  reasonably  required  from time to time to be  maintained  to  satisfy  anticipated
liabilities for such expenses).


        The  disposition  of REO  Property  shall be  carried  out by the  Purchaser.  Upon the  request of the
Purchaser,  and at the  Purchaser's  expense,  the Servicer  shall cause an appraisal of the REO Property to be
performed for the Purchaser.


        The Servicer  shall  either  itself or through an agent  selected by the  Servicer,  manage,  conserve,
protect and operate the REO  Property in the same  manner that it manages,  conserves,  protects  and  operates
other  foreclosed  property  for its own  account,  and in the same  manner that  similar  property in the same
locality as the REO  Property  is managed.  Any  disbursement  in excess of $5,000  shall be made only with the
written  approval of the  Purchaser.  The Servicer shall bill the Purchaser for such costs upon the sale of the
REO Property and shall not withdraw funds to cover such costs from the Custodial Account.

Subsection 11.14  Servicing Compensation.


        As compensation for its services hereunder,  the Servicer shall be entitled to retain the Servicing Fee
from interest  payments  actually  collected on the Mortgage Loans.  Additional  servicing  compensation in the
form of  assumption  fees,  late payment  charges,  prepayment  penalties and other  ancillary  income shall be
retained by the  Servicer to the extent not required to be deposited  in the  Custodial  Account.  The Servicer
shall be required to pay all expenses  incurred by it in  connection  with its servicing  activities  hereunder
and shall not be entitled to reimbursement therefore except as specifically provided for herein.

Subsection 11.15  Distributions.


        On each  Remittance  Date the Servicer shall remit by wire transfer of immediately  available  funds to
the account  designated  in writing by the  Purchaser  of record on the  preceding  Record Date (a) all amounts
credited to the Custodial  Account at the close of business on the related  Determination  Date, net of charges
against or  withdrawals  from the  Custodial  Account  pursuant to Section  11.05(b)  through (h), plus (b) all
amounts,  if any,  which the Servicer is obligated to distribute  pursuant to Subsection  11.17,  minus (c) any
amounts  attributable  to Principal  Prepayments  received  after the end of the calendar  month  preceding the
month in which the Remittance Date occurs,  minus (d) any amounts  attributable to Monthly  Payments  collected
but due on a Due Date or Dates subsequent to the related Due Date.


        With respect to any remittance  received by the Purchaser  after the Business Day on which such payment
was due, the Servicer  shall pay to the Purchaser  interest on any such late payment at an annual rate equal to
the rate of interest as is publicly  announced  from time to time at its  principal  office by Bank of America,
N.A., or its  successor,  as its prime lending rate,  adjusted as of the date of each change,  plus two percent
(2%),  but in no event  greater than the maximum  amount  permitted by applicable  law. Such interest  shall be
paid by the  Servicer  to the  Purchaser  on the date such late  payment  is made and  shall  cover the  period
commencing  with the Business  Day on which such  payment was due and ending with the Business Day  immediately
preceding the Business Day on which such payment is made,  both  inclusive.  The payment by the Servicer of any
such  interest  shall not be deemed an extension of time for payment or a waiver of any Event of Default by the
Servicer.

Subsection 11.16  Statements to the Purchaser.


        Not  later  than five (5) days  prior to each  Remittance  Date,  the  Servicer  shall  forward  to the
Purchaser a statement,  substantially  in the form of Exhibit 8 and certified by a Servicing  Officer,  setting
forth on a  loan-by-loan  basis:  (a) the  amount of the  distribution  made on such  Remittance  Date which is
allocable to principal  and  allocable to interest;  (b) the amount of servicing  compensation  received by the
Servicer  during the prior  calendar  month;  and (c) the aggregate  Stated  Principal  Balance of the Mortgage
Loans as of the last day of the  preceding  month.  Such  statement  shall also include  information  regarding
delinquencies on Mortgage Loans,  indicating the number and aggregate  principal amount of Mortgage Loans which
are either one (1),  two (2) or three (3) or more  months  delinquent  and the book value of any REO  Property.
The  Servicer  shall  submit to the  Purchaser  monthly a  liquidation  report with  respect to each  Mortgaged
Property  sold  in a  foreclosure  sale  as of the  related  Record  Date  and not  previously  reported.  Such
liquidation  report shall be  incorporated  into the  remittance  report  delivered to Purchaser in the form of
Exhibit 8 hereto.  The  Servicer  shall also provide such  information  as set forth above to the  Purchaser in
electronic form in the Servicer's standard format, a copy of which has been provided by the Servicer.


        In addition,  within a reasonable period of time after the end of each calendar year, the Servicer will
furnish a report to each Person  that was a  Purchaser  at any time  during  such  calendar  year.  Such report
shall state the aggregate of amounts  distributed to the Purchaser for such calendar year.  Such  obligation of
the Servicer shall be deemed to have been  satisfied to the extent that  substantially  comparable  information
shall be provided by the Servicer pursuant to any requirements of the Code.


        The Servicer  shall prepare and file any and all tax returns,  information  statements or other filings
required to be delivered to any governmental  taxing authority,  the Mortgagor or to the Purchaser  pursuant to
any applicable law with respect to the Mortgage Loans and the transactions  contemplated  hereby.  In addition,
the Servicer  shall provide the Purchaser with such  information  concerning the Mortgage Loans as is necessary
for such Purchaser to prepare  federal income tax returns as the Purchaser may reasonably  request from time to
time.

Subsection 11.17  Advances by the Servicer.


        On the Business Day immediately  preceding each Remittance  Date, the Servicer shall either (a) deposit
in the  Custodial  Account from its own funds an amount equal to the aggregate  amount of all Monthly  Payments
(with interest  adjusted to the Mortgage Loan Remittance  Rate) which were due on the Mortgage Loans during the
applicable  Due  Period  and which  were  delinquent  at the close of  business  on the  immediately  preceding
Determination  Date (each such advance,  a "P&I  Advance"),  (b) cause to be made an  appropriate  entry in the
records of the  Custodial  Account that amounts held for future  distribution  have been,  as permitted by this
Subsection  11.17,  used by the  Servicer in  discharge of any such P&I Advance or (c) make P&I Advances in the
form of any  combination  of (a) or (b)  aggregating  the total amount of advances to be made. Any amounts held
for future  distribution  and so used shall be replaced by the Servicer by deposit in the Custodial  Account on
or before any future  Remittance  Date if funds in the Custodial  Account on such Remittance Date shall be less
than  payments to the Purchaser  required to be made on such  Remittance  Date.  The  Servicer's  obligation to
make P&I  Advances as to any Mortgage  Loan will  continue  through the last  Monthly  Payment due prior to the
payment in full of a Mortgage Loan, or through the last  Remittance  Date prior to the Remittance  Date for the
distribution  of all  other  payments  or  recoveries  (including  proceeds  under any  title,  hazard or other
insurance  policy,  or  condemnation  awards) with respect to a Mortgage  Loan;  provided,  however,  that such
obligation  shall cease if the Servicer,  in its good faith  judgment,  determines that such P&I Advances would
not be recoverable  pursuant to Subsection  11.05(d).  The determination by the Servicer that a P&I Advance, if
made, would be  nonrecoverable,  shall be evidenced by an Officer's  Certificate of the Servicer,  delivered to
the Purchaser, which details the reasons for such determination.

Subsection 11.18  Assumption Agreements.


        The  Servicer  will use its best  efforts to  enforce  any  "due-on-sale"  provision  contained  in any
Mortgage or Mortgage  Note;  provided  that,  subject to the  Purchaser's  prior  approval,  the Servicer shall
permit such  assumption  if so required in  accordance  with the terms of the  Mortgage or the  Mortgage  Note.
When the  Mortgaged  Property  has been  conveyed by the  Mortgagor,  the Servicer  will,  to the extent it has
knowledge of such  conveyance,  exercise its rights to accelerate  the maturity of such Mortgage Loan under the
"due-on-sale"  clause  applicable  thereto;  provided,  however,  the Servicer will not exercise such rights if
prohibited  by law from doing so or if the  exercise  of such  rights  would  impair or  threaten to impair any
recovery  under  the  related  Primary  Mortgage  Insurance  Policy,  if  any.  In  connection  with  any  such
assumption,  the outstanding  principal amount,  the Monthly Payment,  the Mortgage Interest Rate, the Lifetime
Rate Cap, the Gross Margin,  the Initial Rate Cap or the Periodic  Rate Cap of the related  Mortgage Note shall
not be changed,  and the term of the Mortgage  Loan will not be increased or  decreased.  If an  assumption  is
allowed  pursuant to this  Subsection  11.18,  the Servicer with the prior consent of the issuer of the Primary
Mortgage  Insurance Policy, if any, is authorized to enter into a substitution of liability  agreement with the
purchaser of the Mortgaged  Property  pursuant to which the original  Mortgagor is released from  liability and
the  purchaser of the Mortgaged  Property is  substituted  as Mortgagor  and becomes  liable under the Mortgage
Note.

Subsection 11.19  Satisfaction of Mortgages and Release of Mortgage Files.


        Upon the payment in full of any Mortgage  Loan, or the receipt by the Servicer of a  notification  that
payment in full will be  escrowed  in a manner  customary  for such  purposes,  the  Servicer  will  obtain the
portion of the Mortgage File that is in the  possession  of the Purchaser or its designee,  prepare and process
any  required  satisfaction  or  release  of the  Mortgage  and notify the  Purchaser  in  accordance  with the
provisions  of this  Agreement.  The  Purchaser  agrees to deliver to the Servicer (or cause to be delivered to
the  Servicer)  the  original  Mortgage  Note for any  Mortgage  Loan not  later  than five (5)  Business  Days
following  its receipt of a notice from the  Servicer  that such a payment in full has been  received or that a
notification  has been received that such a payment in full shall be made.  Such Mortgage Note shall be held by
the Servicer,  in trust,  for the purpose of canceling such Mortgage Note and delivering the canceled  Mortgage
Note to the Mortgagor in a timely manner as and to the extent  provided under any  applicable  federal or state
law.


        In the event the  Servicer  grants a  satisfaction  or release of a Mortgage  without  having  obtained
payment in full of the  indebtedness  secured by the Mortgage or should the Servicer  otherwise  prejudice  any
right the  Purchaser  may have under the mortgage  instruments,  the Servicer  shall remit to the Purchaser the
Stated  Principal  Balance of the  related  Mortgage  Loan by deposit  thereof in the  Custodial  Account.  The
Fidelity  Bond shall insure the Servicer  against any loss it may sustain with respect to any Mortgage Loan not
satisfied in accordance with the procedures set forth herein.

Subsection 11.20  Annual Statement as to Compliance.


        Within ninety (90) days after the Servicer's fiscal year end,  beginning with the fiscal year end 2001,
the  Servicer  will  deliver  to the  Purchaser  an  Officer's  Certificate  stating  that (a) a review  of the
activities of the Servicer  during the  preceding  calendar year and if  performance  under this  Agreement has
been made under such  officer's  supervision,  and (b) to the best of such officer's  knowledge,  based on such
review,  the Servicer has fulfilled all its  obligations  under this  Agreement  throughout  such year,  or, if
there has been a default in the  fulfillment  of any such  obligation,  specifying  each such default  known to
such  officer  and the nature and  status  thereof  and the action  being  taken by the  Servicer  to cure such
default.

Subsection 11.21  Annual Independent Public Accountants' Servicing Report.


        Within ninety (90) days after the Servicer's fiscal year end,  beginning with the fiscal year end 2001,
the  Servicer at its expense  shall cause a firm of  independent  public  accountants  which is a member of the
American  Institute of Certified Public  Accountants to furnish a statement to the Purchaser to the effect that
such firm has,  with respect to the  Servicer's  overall  servicing  operations,  examined  such  operations in
accordance with the requirements of the Uniform Single Attestation  Program for Mortgage Bankers,  stating such
firm's conclusions relating thereto.

Subsection 11.22  Servicer Shall Provide Access and Information as Reasonably Required.


        The  Servicer  shall  provide to the  Purchaser,  and for any  Purchaser  insured by FDIC or NAIC,  the
supervisory  agents and examiners of FDIC and OTS or NAIC, access to any  documentation  regarding the Mortgage
Loans which may be required by  applicable  regulations.  Such access  shall be afforded  without  charge,  but
only upon reasonable request, during normal business hours and at the offices of the Servicer.


        In  addition,  the  Servicer  shall  furnish  upon  request by the  Purchaser,  during the term of this
Agreement,  such  periodic,  special or other reports or  information,  whether or not provided for herein,  as
shall be necessary,  reasonable and  appropriate  with respect to the purposes of this Agreement and applicable
regulations.  All such  reports or  information  shall be provided  by and in  accordance  with all  reasonable
instructions  and  directions  the Purchaser may require.  The Servicer  agrees to execute and deliver all such
instruments  and take all such action as the Purchaser,  from time to time, may reasonably  request in order to
effectuate the purposes and to carry out the terms of this Agreement.

Subsection 11.23  Inspections.


        The Servicer shall inspect the Mortgaged  Property as often deemed  necessary by the Servicer to assure
itself that the value of the  Mortgaged  Property is being  preserved.  In addition,  if any  Mortgage  Loan is
more than 60 days delinquent,  the Servicer  immediately shall inspect the Mortgaged Property and shall conduct
subsequent  inspections in accordance with Customary Servicing  Procedures or as may be required by the primary
mortgage  guaranty  insurer.  The Servicer shall keep written report of each such  inspection and shall provide
a copy of such inspection to the Purchaser upon the request of the Purchaser.

Subsection 11.24  Restoration of Mortgaged Property.


        The Servicer  need not obtain the approval of the Purchaser  prior to releasing any Insurance  Proceeds
or  Condemnation  Proceeds  to the  Mortgagor  to be  applied  to the  restoration  or repair of the  Mortgaged
Property if such release is in  accordance  with  Customary  Servicing  Practices.  At a minimum,  the Servicer
shall comply with the  following  conditions  in  connection  with any such  release of  Insurance  Proceeds or
Condemnation Proceeds:


               (a)    the Servicer  shall  receive  satisfactory  independent  verification  of  completion  of
        repairs and issuance of any required approvals with respect thereto;


               (b)    the Servicer  shall take all steps  necessary to preserve the priority of the lien of the
        Mortgage,  including, but not limited to requiring waivers with respect to mechanics' and materialmen's
        liens;


               (c)    the Servicer shall verify that the Mortgage Loan is not in default; and


               (d)    pending  repairs or  restoration,  the  Servicer  shall place the  Insurance  Proceeds or
        Condemnation Proceeds in the Escrow Account.


        If the Purchaser is named as an additional loss payee,  the Servicer is hereby empowered to endorse any
loss draft issued in respect of such a claim in the name of the Purchaser.

                                          SECTION 12.   The Servicer.

Subsection 12.01  Indemnification; Third Party Claims.


        (a)    The Servicer  agrees to indemnify and hold  harmless the  Purchaser  against any and all claims,
losses, penalties,  fines, forfeitures,  legal fees and related costs, judgments, and any other costs, fees and
expenses  that the  Purchaser  may  sustain in any way  related to the  failure of the  Servicer to service the
Mortgage Loans in compliance with the terms of this Agreement.


        (b)    The Servicer  shall  immediately  notify the  Purchaser if a claim is made by a third party with
respect to this Agreement or the Mortgage  Loans,  and the Servicer  shall assume (with the written  consent of
the Purchaser) the defense of any such claim and pay all expenses in connection  therewith,  including  counsel
fees.  If the  Servicer has assumed the defense of the  Purchaser,  the Servicer  shall  provide the  Purchaser
with a written report of all expenses and advances  incurred by the Servicer  pursuant to this Subsection 12.01
and the  Purchaser  shall  promptly  reimburse  the  Servicer  for all  amounts  advanced by it pursuant to the
preceding  sentence  except  when the claim in any way  relates to the  failure of the  Servicer to service the
Mortgage Loans in accordance with the terms of this Agreement.

Subsection 12.02  Merger or Consolidation of the Servicer.


        The  Servicer  will keep in full effect its  existence,  rights and  franchises  as a national  banking
association,  and will obtain and preserve its  qualification to do business in each jurisdiction in which such
qualification is or shall be necessary to protect the validity and  enforceability  of this Agreement or any of
the Mortgage Loans and to perform its duties under this Agreement.


        Any Person into which the  Servicer may be merged or  consolidated,  or any entity  resulting  from any
merger,  conversion  or  consolidation  to which the Servicer  shall be a party,  or any Person  succeeding  to
substantially  all of the business of the  Servicer  (whether or not related to loan  servicing),  shall be the
successor of the  Servicer  hereunder,  without the  execution or filing of any paper or any further act on the
part of any of the parties hereto, anything herein to the contrary notwithstanding.

Subsection 12.03  Limitation on Liability of the Servicer and Others.


        The duties and  obligations  of the Servicer  shall be determined  solely by the express  provisions of
this  Agreement,  the Servicer shall not be liable except for the performance of such duties and obligations as
are  specifically set forth in this Agreement and no implied  covenants or obligations  shall be read into this
Agreement against the Servicer.  Neither the Servicer nor any of the directors,  officers,  employees or agents
of the Servicer shall be under any liability to the Purchaser for any action taken or for  refraining  from the
taking of any action in accordance  with  Customary  Servicing  Procedures and otherwise in good faith pursuant
to this  Agreement or for errors in judgment;  provided,  however,  that this  provision  shall not protect the
Servicer  against any liability  resulting from any breach of any  representation  or warranty made herein,  or
from any liability  specifically  imposed on the Servicer herein;  and, provided  further,  that this provision
shall not protect the Servicer  against any liability that would  otherwise be imposed by reason of the willful
misfeasance,  bad faith or gross negligence in the performance of duties or by reason of reckless  disregard of
the  obligations  or duties  hereunder.  The  Servicer  and any  director,  officer,  employee  or agent of the
Servicer may rely on any document of any kind which it in good faith  reasonably  believes to be genuine and to
have been adopted or signed by the proper  authorities  respecting any matters  arising  hereunder.  Subject to
the terms of Subsection  12.01,  the Servicer shall have no obligation to appear with respect to,  prosecute or
defend any legal  action  which is not  incidental  to the  Servicer's  duty to service the  Mortgage  Loans in
accordance with this Agreement.

Subsection 12.04  Seller and Servicer Not to Resign.


        Neither the Seller nor the Servicer  shall assign this  Agreement  or resign from the  obligations  and
duties  hereby  imposed on it except by mutual  consent of the Servicer or the Seller,  as the case may be, and
the Purchaser or upon the determination  that the Servicer's  duties hereunder are no longer  permissible under
applicable  law and such  incapacity  cannot be cured by the Servicer.  Any such  determination  permitting the
unilateral  resignation  of the Servicer  shall be evidenced by an Opinion of Counsel to such effect  delivered
to the  Purchaser,  which  Opinion of Counsel shall be in form and substance  acceptable to the  Purchaser.  No
such  resignation  or  assignment  shall  become  effective  until  a  successor  has  assumed  the  Servicer's
responsibilities and obligations hereunder in accordance with Subsection 14.02.

                                             SECTION 13.  Default.

Subsection 13.01  Events of Default.


        In case one or more of the following Events of Default by the Servicer shall occur and be continuing:


               (a)    any failure by the  Servicer to remit to the  Purchaser  any payment  required to be made
        under the terms of this  Agreement  which  continues  unremedied  for a period of two (2) Business Days
        after the date upon which  written  notice of such failure,  requiring  the same to be remedied,  shall
        have been given to the Servicer by the Purchaser;


               (b)    failure by the Servicer to duly observe or perform,  in any material  respect,  any other
        covenants,  obligations  or  agreements  of the Servicer as set forth in this  Agreement  which failure
        continues  unremedied  for a period of thirty (30) days after the date on which written  notice of such
        failure, requiring the same to be remedied, shall have been given to the Servicer by the Purchaser;


               (c)    a decree or order of a court or agency or supervisory  authority having  jurisdiction for
        the appointment of a conservator or receiver or liquidator in any insolvency, bankruptcy,  readjustment
        of debt,  marshalling  of assets and  liabilities  or similar  proceedings,  or for the  winding-up  or
        liquidation  of its  affairs,  shall have been  entered  against the  Servicer and such decree or order
        shall have remained in force, undischarged or unstayed for a period of sixty (60) days;


               (d)    the  Servicer  shall  consent  to  the  appointment  of  a  conservator  or  receiver  or
        liquidator in any insolvency,  bankruptcy,  readjustment of debt, marshalling of assets and liabilities
        or similar  proceedings of or relating to the Servicer or relating to all or  substantially  all of the
        Servicer's property;


               (e)    the  Servicer  shall admit in writing its  inability to pay its debts as they become due,
        file a petition to take  advantage of any  applicable  insolvency or  reorganization  statute,  make an
        assignment for the benefit of its creditors, or voluntarily suspend payment of its obligations;


               (f)    the Servicer  shall cease to be  qualified to do business  under the laws of any state in
        which a Mortgaged  Property  is located,  but only to the extent such  qualification  is  necessary  to
        ensure the  enforceability  of each Mortgage Loan and to perform the Servicer's  obligations under this
        Agreement; or


               (g)    the Servicer  shall fail to meet the servicer  eligibility  qualifications  of Fannie Mae
        or the Servicer shall fail to meet the servicer eligibility qualifications of Freddie Mac;


then,  and in each and every  such  case,  so long as an Event of  Default  shall not have been  remedied,  the
Purchaser,  by notice in writing to the  Servicer,  may, in addition to whatever  rights the Purchaser may have
at law or equity to damages,  including  injunctive relief and specific  performance,  commence  termination of
all the rights and  obligations  of the Servicer  under this Agreement and in and to the Mortgage Loans and the
proceeds  thereof.  Upon receipt by the Servicer of such written  notice from the  Purchaser  stating that they
intend to  terminate  the  Servicer  as a result  of such  Event of  Default,  all  authority  and power of the
Servicer under this  Agreement,  whether with respect to the Mortgage Loans or otherwise,  shall pass to and be
vested in the successor  appointed  pursuant to Subsection 14.02. Upon written request from the Purchaser,  the
Servicer shall prepare,  execute and deliver to a successor any and all documents and other instruments,  place
in such  successor's  possession  all  Mortgage  Files  and do or  cause to be done all  other  acts or  things
necessary or appropriate to effect the purposes of such notice of termination,  including,  but not limited to,
the transfer and  endorsement  or  assignment of the Mortgage  Loans and related  documents to the successor at
the  Servicer's  sole  expense.  The Servicer  agrees to cooperate  with the  Purchaser  and such  successor in
effecting  the  termination  of the  Servicer's  responsibilities  and  rights  hereunder,  including,  without
limitation,  the transfer to such successor for  administration by it of all amounts which shall at the time be
credited by the Servicer to the  Custodial  Account or Escrow  Account or  thereafter  received with respect to
the Mortgage Loans.

Subsection 13.02  Waiver of Default.


        The Purchaser may waive any default by the Servicer in the  performance  of its  obligations  hereunder
and its  consequences.  Upon any waiver of a past default,  such default shall cease to exist, and any Event of
Default arising  therefrom  shall be deemed to have been remedied for every purpose of this Agreement.  No such
waiver shall extend to any  subsequent or other default or impair any right  consequent  thereto  except to the
extent expressly so waived.

                                           SECTION 14.  Termination.

Subsection 14.01  Termination.


        The respective obligations and responsibilities of the Servicer, as servicer,  shall terminate upon (a)
the  distribution  to the Purchaser of the final payment or liquidation  with respect to the last Mortgage Loan
(or advances of same by the  Servicer) or (b) the  disposition  of all property  acquired upon  foreclosure  or
deed in lieu of  foreclosure  with  respect  to the last  Mortgage  Loan and the  remittance  of all  funds due
hereunder.  Upon written  request from the  Purchaser in  connection  with any such  termination,  the Servicer
shall  prepare,  execute and deliver,  any and all documents and other  instruments,  place in the  Purchaser's
possession  all Mortgage  Files,  and do or accomplish  all other acts or things  necessary or  appropriate  to
effect the  purposes of such notice of  termination,  whether to  complete  the  transfer  and  endorsement  or
assignment of the Mortgage Loans and related  documents,  or otherwise,  at the Purchaser's  sole expense.  The
Servicer  agrees to  cooperate  with the  Purchaser  and such  successor in effecting  the  termination  of the
Servicer's  responsibilities and rights hereunder as servicer,  including,  without limitation, the transfer to
such  successor  for  administration  by it of all cash  amounts  which  shall at the time be  credited  by the
Servicer to the Custodial Account or Escrow Account or thereafter received with respect to the Mortgage Loans.

Subsection 14.02  Successors to the Servicer.


        Prior to the termination of the Servicer's  responsibilities  and duties under this Agreement  pursuant
to Subsections  12.04,  13.01 or 14.01,  the Purchaser  shall,  (a) succeed to and assume all of the Servicer's
responsibilities,  rights,  duties and obligations  under this Agreement or (b) appoint a successor which shall
succeed to all rights and assume all of the  responsibilities,  duties and  liabilities  of the Servicer  under
this Agreement upon such  termination.  In connection with such  appointment and assumption,  the Purchaser may
make such  arrangements  for the  compensation  of such  successor out of payments on Mortgage  Loans as it and
such successor shall agree. In the event that the Servicer's  duties,  responsibilities  and liabilities  under
this Agreement shall be terminated  pursuant to the  aforementioned  Subsections,  the Servicer shall discharge
such duties and  responsibilities  during the period from the date it acquires  knowledge  of such  termination
until the  effective  date  thereof with the same degree of  diligence  and  prudence  which it is obligated to
exercise under this  Agreement,  and shall take no action  whatsoever that might impair or prejudice the rights
or  financial  condition  of its  successor.  The  resignation  or  removal  of the  Servicer  pursuant  to the
aforementioned  Subsections  shall not become  effective until a successor shall be appointed  pursuant to this
Subsection  and shall in no event relieve the Seller of the  representations  and  warranties  made pursuant to
Subsections  7.01 and 7.02  and the  remedies  available  to the  Purchaser  under  Subsection  7.03,  it being
understood and agreed that the provisions of such  Subsections  7.01 and 7.02 shall be applicable to the Seller
notwithstanding any such resignation or termination of the Servicer, or the termination of this Agreement.


        Any successor  appointed as provided herein shall execute,  acknowledge and deliver to the Servicer and
to the Purchaser an instrument  accepting such appointment,  whereupon such successor shall become fully vested
with all the rights, powers, duties,  responsibilities,  obligations and liabilities of the Servicer, with like
effect as if originally  named as a party to this  Agreement.  Any  termination  or resignation of the Servicer
or this  Agreement  pursuant  to  Subsections  12.04,  13.01 or 14.01  shall not  affect  any  claims  that the
Purchaser may have against the Servicer arising prior to any such termination or resignation.


        The Servicer  shall  promptly  deliver to the successor  the funds in the Custodial  Account and Escrow
Account and all Mortgage  Files and related  documents  and  statements  held by it hereunder  and the Servicer
shall  account for all funds and shall  execute and deliver  such  instruments  and do such other things as may
reasonably be required to more fully and definitively  vest in the successor all such rights,  powers,  duties,
responsibilities, obligations and liabilities of the Servicer.


        Upon a successor's  acceptance of  appointment as such, the Servicer shall notify by mail the Purchaser
of such appointment.

                                             SECTION 15.  Notices.


               All demands,  notices and  communications  hereunder  shall be in writing and shall be deemed to
have been duly given if mailed,  by registered or certified  mail,  return receipt  requested,  or, if by other
means, when received by the other party at the address as follows:


        (a)    if to the Purchaser:

               EMC Mortgage Corporation
               Mac Arthur Ridge II
               909 Hidden Ridge Drive, Suite 200
               Irving, Texas 75038
               Attention: Mr. Edward Raice

        (b)    if to the Seller:

               Bank of America, N.A.
               201 North Tryon Street
               Charlotte, North Carolina 28255
               Attn:  Secondary Marketing Manager

        (c)    if to the Servicer:

               Bank of America, N.A.
               101 East Main Street, Suite 400
               Louisville, Kentucky 40232
               Attn: Servicing Manager

or such other  address as may  hereafter  be  furnished  to the other party by like  notice.  Any such  demand,
notice or  communication  hereunder  shall be deemed to have been received on the date delivered to or received
at the premises of the  addressee  (as  evidenced,  in the case of  registered  or certified  mail, by the date
noted on the return receipt).

                                       SECTION 16.  Severability Clause.


        Any part, provision,  representation or warranty of this Agreement which is prohibited or which is held
to be void or  unenforceable  shall be  ineffective  to the  extent  of such  prohibition  or  unenforceability
without  invalidating the remaining  provisions  hereof.  Any part,  provision,  representation  or warranty of
this  Agreement  which  is  prohibited  or  unenforceable  or is  held  to be  void  or  unenforceable  in  any
jurisdiction  shall  be  ineffective,  as  to  such  jurisdiction,   to  the  extent  of  such  prohibition  or
unenforceability   without   invalidating  the  remaining  provisions  hereof,  and  any  such  prohibition  or
unenforceability  in any  jurisdiction  as to any Mortgage Loan shall not  invalidate  or render  unenforceable
such  provision in any other  jurisdiction.  To the extent  permitted  by  applicable  law, the parties  hereto
waive any  provision of law which  prohibits or renders void or  unenforceable  any  provision  hereof.  If the
invalidity of any part,  provision,  representation  or warranty of this  Agreement  shall deprive any party of
the economic  benefit intended to be conferred by this Agreement,  the parties shall negotiate,  in good-faith,
to develop a structure  the economic  effect of which is nearly as possible the same as the economic  effect of
this Agreement without regard to such invalidity.

                                         SECTION 17.  No Partnership.


        Nothing  herein  contained  shall be deemed or construed to create a  co-partnership  or joint  venture
between the parties  hereto and the services of the  Servicer  shall be rendered as an  independent  contractor
and not as agent for the Purchaser.

                                          SECTION 18.  Counterparts.


               This Agreement may be executed  simultaneously  in any number of counterparts.  Each counterpart
shall be deemed to be an original, and all such counterparts shall constitute one and the same instrument.

                                              SECTION 19.  Governing Law.


               EXCEPT TO THE EXTENT  PREEMPTED BY FEDERAL LAW, THE  AGREEMENT  SHALL BE CONSTRUED IN ACCORDANCE
WITH THE LAWS OF THE STATE OF NEW YORK AND THE  OBLIGATIONS,  RIGHTS  AND  REMEDIES  OF THE  PARTIES  HEREUNDER
SHALL BE DETERMINED IN ACCORDANCE  WITH THE LAWS OF THE STATE OF NEW YORK,  WITHOUT  REGARD TO THE CONFLICTS OF
LAWS PROVISIONS OF NEW YORK OR ANY OTHER JURISDICTION.

                                    SECTION 20.  Intention of the Parties.


               It is the intention of the parties that the Purchaser is purchasing,  and the Seller is selling,
the  Mortgage  Loans and not a debt  instrument  of the Seller or another  security.  Accordingly,  the parties
hereto each intend to treat the  transaction  for federal  income tax  purposes as a sale by the Seller,  and a
purchase by the Purchaser,  of the Mortgage  Loans.  The Purchaser  shall have the right to review the Mortgage
Loans and the related  Mortgage  Files to  determine  the  characteristics  of the  Mortgage  Loans which shall
affect the federal income tax  consequences  of owning the Mortgage  Loans and the Seller shall  cooperate with
all reasonable requests made by the Purchaser in the course of such review.


               It is not the  intention  of the  parties  that such  conveyances  be  deemed a pledge  thereof.
However,  in the  event  that,  notwithstanding  the  intent of the  parties,  such  assets  are held to be the
property  of the  Seller or if for any  other  reason  this  Agreement  is held or deemed to create a  security
interest in either such assets,  then (a) this Agreement shall be deemed to be a security  agreement within the
meaning of the Uniform  Commercial Code of the State of New York and (b) the  conveyances  provided for in this
Agreement  shall be  deemed  to be an  assignment  and a grant by the  Seller to the  Purchaser  of a  security
interest in all of the assets transferred, whether now owned or hereafter acquired.

                                             SECTION 21.  Waivers.


               No term or  provision  of this  Agreement  may be  waived  or  modified  unless  such  waiver or
modification  is in writing and signed by the party  against whom such waiver or  modification  is sought to be
enforced.

                                            SECTION 22.  Exhibits.


               The  exhibits  to this  Agreement  are  hereby  incorporated  and made a part  hereof and are an
integral part of this Agreement.

                                 SECTION 23.  General Interpretive Principles.


               For purposes of this  Agreement,  except as otherwise  expressly  provided or unless the context
otherwise requires:


               (a)    the  terms  defined  in  this  Agreement  have  the  meanings  assigned  to  them in this
        Agreement  and include the plural as well as the  singular,  and the use of any gender  herein shall be
        deemed to include the other gender;


               (b)    accounting  terms not  otherwise  defined  herein have the  meanings  assigned to them in
        accordance with generally accepted accounting principles;


               (c)    references  herein  to  "Articles,"  "Sections,"  "Subsections,"  "Paragraphs"  and other
        subdivisions  without  reference  to a document  are to  designated  Articles,  Sections,  Subsections,
        Paragraphs and other subdivisions of this Agreement;


               (d)    reference to a Subsection  without further  reference to a Section is a reference to such
        Subsection  as contained in the same Section in which the reference  appears,  and this rule shall also
        apply to Paragraphs and other subdivisions;


               (e)    the words  "herein,"  "hereof,"  "hereunder"  and other words of similar  import refer to
        this Agreement as a whole and not to any particular provision; and


               (f)    the  term  "include"  or  "including"   shall  mean  without   limitation  by  reason  of
        enumeration.

                                    SECTION 24.  Reproduction of Documents.


               This Agreement and all documents relating thereto,  including,  without limitation (a) consents,
waivers and modifications which may hereafter be executed,  (b) documents  received by any party at the closing
and (c) financial  statements,  certificates and other information  previously or hereafter  furnished,  may be
reproduced by any photographic,  photostatic,  microfilm,  micro-card,  miniature photographic or other similar
process.  The parties hereto agree that any such  reproduction  shall be admissible in evidence as the original
itself in any judicial or  administrative  proceeding,  whether or not the original is in existence and whether
or not  such  reproduction  was  made by a party  hereto  in the  regular  course  of  business,  and  that any
enlargement, facsimile or further reproduction of such reproduction shall likewise be admissible in evidence.

                                            SECTION 25.  Amendment.


               This  Agreement may be amended from time to time by the  Purchaser,  the Seller and the Servicer
by written agreement signed by the parties hereto.

                                         SECTION 26.  Confidentiality.


               Each of the Purchaser,  the Seller and the Servicer shall employ proper procedures and standards
designed to  maintain  the  confidential  nature of the terms of this  Agreement,  except to the extent (a) the
disclosure  of which is  reasonably  believed  by such  party to be  required  in  connection  with  regulatory
requirements  or other legal  requirements  relating to its affairs;  (b)  disclosed to any one or more of such
party's  employees,  officers,  directors,  agents,  attorneys  or  accountants  who would  have  access to the
contents of this  Agreement  and such data and  information  in the normal  course of the  performance  of such
person's  duties for such  party,  to the extent such party has  procedures  in effect to inform such person of
the  confidential  nature  thereof;  (c) that is disclosed in a  prospectus,  prospectus  supplement or private
placement  memorandum  relating to a  securitization  of the Mortgage  Loans by the  Purchaser (or an affiliate
assignee  thereof) or to any person in  connection  with the resale or  proposed  resale of all or a portion of
the Mortgage  Loans by such party in accordance  with the terms of this  Agreement;  and (d) that is reasonably
believed by such party to be necessary for the enforcement of such party's rights under this Agreement.

                                        SECTION 27.  Entire Agreement.


               This  Agreement  constitutes  the entire  agreement  and  understanding  relating to the subject
matter  hereof  between  the  parties  hereto and any prior oral or written  agreements  between  them shall be
deemed to have merged herewith.

                               SECTION 28.  Further Agreements; Securitization.


               The Seller,  the Servicer and the Purchaser  each agree to execute and deliver to the other such
reasonable and appropriate  additional documents,  instruments or agreements as may be necessary or appropriate
to effectuate the purposes of this Agreement.


               The  Seller and the  Servicer  each agree to enter into  additional  documents,  instruments  or
agreements as may be necessary to effect one or more  Securitizations  of the Mortgage Loans.  The parties also
agree that the  provisions of this Agreement may be altered in a manner  reasonably  acceptable to the Servicer
if necessary to effect a  Securitization  (including,  but not limited to, any changes  required (i) to satisfy
rating agency requirements or (ii) to qualify for treatment as one or more real estate investment conduits).

                                     SECTION 29.  Successors and Assigns.


               This  Agreement  shall  bind and  inure to the  benefit  of and be  enforceable  by the  initial
Purchaser,  the Seller and the Servicer,  and the respective  successors and assigns of the initial  Purchaser,
the Seller and the Servicer.  The initial  Purchaser and any  subsequent  Purchasers  may assign this Agreement
to any Person to whom any  Mortgage  Loan is  transferred  pursuant to a sale or financing  upon prior  written
notice to the Servicer in accordance with the following paragraph;  provided,  however, that the Servicer shall
not be required to service the  Mortgage  Loans for more than three (3) Persons for  assignees  of EMC Mortgage
Corporation or its  respective  affiliates at any time and shall not recognize any assignment of this Agreement
to the extent that following such  assignment  more than such number of Persons would be Purchasers  hereunder.
As used herein,  the trust formed in connection  with a  Securitization  shall be deemed to constitute a single
"Person."  Upon any such  assignment  and  written  notice  thereof  to the  Servicer,  the Person to whom such
assignment is made shall succeed to all rights and  obligations  of the Purchaser  under this  Agreement to the
extent of the  related  Mortgage  Loan or  Mortgage  Loans and this  Agreement,  to the  extent of the  related
Mortgage Loan or Loans,  shall be deemed to be a separate and distinct  Agreement between the Servicer and such
Purchaser,  and a separate and distinct  Agreement  between the Servicer and each other Purchaser to the extent
of the other related Mortgage Loan or Loans.


               At least five (5) Business Days prior to the end of the month  preceding the date upon which the
first  remittance is to be made to an assignee of the  Purchaser,  the Purchaser  shall provide to the Servicer
written  notice of any assignment  setting  forth:  (a) the  Servicer's  applicable  Mortgage Loan  identifying
number for each of the  Mortgage  Loans  affected by such  assignment;  (b) the  aggregate  scheduled  transfer
balance of such Mortgage  Loans;  and (c) the full name,  address and wiring  instructions  of the assignee and
the  name and  telephone  number  of an  individual  representative  for such  assignee,  to whom the  Servicer
should:  (i) send  remittances;  (ii) send any  notices  required  by or provided  for in this  Agreement;  and
(iii) deliver any legal documents  relating to the Mortgage Loans  (including,  but not limited to, contents of
any Mortgage File obtained after the effective date of any assignment).


               If the  Purchaser  has not  provided the notice of  assignment  required by this Section 29, the
Servicer  shall not be required to treat any other Person as a "Purchaser"  hereunder and may continue to treat
the Purchaser which purports to assign the Agreement as the "Purchaser" for all purposes of this Agreement.


        SECTION 30.  Non-Solicitation.



        From and after the Closing  Date,  the Seller,  the  Servicer  and any of their  respective  affiliates
hereby  agrees  that it will not take any action or permit or cause any action to be taken by any of its agents
or affiliates,  or by any independent  contractors on its behalf, to personally,  by telephone or mail, solicit
a Mortgagor  under any  Mortgage  Loan for the purpose of  refinancing  a Mortgage  Loan,  in whole or in part,
without the prior  written  consent of  Purchaser.  It is  understood  and agreed that all rights and  benefits
relating to the  solicitation  of any  Mortgagors  and the attendant  rights,  title and interest in and to the
list of such  Mortgagors  and data relating to their  Mortgages  (including  insurance  renewal dates) shall be
transferred  to Purchaser  pursuant  hereto on the Closing Date and none of the Seller,  the Servicer or any of
their respective affiliates shall take any action to undermine these rights and benefits.



        Notwithstanding  the  foregoing,  it is understood  and agreed that the Seller,  the Servicer or any of
their respective affiliates:


               (a)    may advertise its availability  for handling  refinancings of mortgages in its portfolio,
        including  the  promotion  of terms it has  available  for such  refinancings,  through  the sending of
        letters or promotional  material,  so long as it does not specifically target Mortgagors and so long as
        such  promotional  material  either is sent to the mortgagors for all of the mortgages in the A-quality
        servicing  portfolio of the Seller,  the Servicer and any of their affiliates (those it owns as well as
        those serviced for others) or sent to all of the mortgagors who have specific types of mortgages  (such
        as  FHA,  VA,  conventional  fixed-rate  or  conventional   adjustable-rate  (including  7/1  and  10/1
        adjustable-rate  mortgages)) or sent to those mortgagors whose mortgages fall within specific  interest
        rate ranges;


               (b)    may provide pay-off  information and otherwise  cooperate with individual  mortgagors who
        contact it about  prepaying  their  mortgages by advising  them of  refinancing  terms and  streamlined
        origination arrangements that are available; and


               (c)    may offer to  refinance a Mortgage  Loan made within 30 days  following  receipt by it of
        a pay-off request from the related Mortgagor.



        Promotions  undertaken  by the Seller or the Servicer or by any affiliate of the Seller or the Servicer
which are  directed to the general  public at large  (including,  without  limitation,  mass  mailing  based on
commercially  acquired mailing lists,  newspaper,  radio and television  advertisements),  shall not constitute
solicitation under this Section 30.








               IN WITNESS  WHEREOF,  the  Purchaser,  the Seller and the Servicer have caused their names to be
signed hereto by their respective officers thereunto duly authorized on the date first above written.





                             EMC MORTGAGE CORPORATION,

                                as Purchaser





                             By: ______________________________________________________

                             Name: ____________________________________________________

                             Title: ___________________________________________________





                             BANK OF AMERICA, N.A.,

                                as Seller and as Servicer





                             By: ______________________________________________________

                             Name: Judy V Ford

                             Title: Vice President

EXHIBIT 1

(I) FORM OF SELLER'S AND SERVICER'S OFFICER'S CERTIFICATE

I, Judy V. Ford, hereby certify that I am a duly elected Vice President of Bank of America,
N.A., a national banking association (the "Bank"), and further certify, on behalf of the Bank as follows:

1. Attached hereto as Attachment I are a true and correct copy of the Certificate of
Incorporation and by-laws of the Bank as are in full force and effect on the date hereof. No event has
occurred which has affected the good standing of the Bank under the laws of the United States.

2. No proceedings looking toward liquidation, dissolution or bankruptcy of the Bank or a
merger pursuant to which the Bank would not be the surviving entity are pending or contemplated.

3. Each person who, as an officer or attorney-in-fact of the Bank, signed (a) the Mortgage
Loan Sale and Servicing Agreement (the "Sale Agreement"), dated September 20, 2001, by and between the
Bank, as seller and as servicer, and EMC Mortgage Corporation, as purchaser, and (b) any other
document delivered prior hereto or on the date hereof in connection with the sale and servicing of the
Mortgage Loans in accordance with the Sale Agreement was, at the respective times of such signing and
delivery, and is, as of the date hereof, duly elected or appointed, qualified and acting as such
officer or attorney-in-fact, and the signatures of such persons appearing on such documents are their
genuine signatures.

4. All of the representations and warranties of the Bank contained in Subsections 7.01 and
7.02 of the Sale Agreement were true and correct in all material respects as of the Closing Date.

5. The Bank has performed all of its duties and has satisfied all the material conditions
on its part to be performed or satisfied prior to the Closing Date pursuant to the Sale Agreement.

All capitalized terms used herein and not otherwise defined shall have the meaning assigned to
them in the Sale Agreement.

IN WITNESS WHEREOF, I have hereunto signed my name on this 20th day of September, 2001.

BANK OF AMERICA, N.A.

By: _______________________________________________

Name: Judy V. Ford

Title: Vice President

I, Teresa G. Bowlin, an Assistant Vice President of Bank of America, N.A. , hereby certify that
Judy V. Ford is a duly elected, qualified and acting Vice President of the Seller and the Servicer and that
the signature appearing above is such person's genuine signature.

IN WITNESS WHEREOF, I have hereunto signed my name on this 20th day of September, 2001.

BANK OF AMERICA, N.A., as Seller and as Servicer

By: _______________________________________________

Name: Teresa G. Bowlin

Title: Assistant Vice President




                                              (II)     EXHIBIT 2



                                            MORTGAGE LOAN DOCUMENTS



With respect to each Mortgage Loan, the Mortgage Loan Documents shall consist of the following:


               (a)    the original  Mortgage Note bearing all intervening  endorsements,  endorsed in blank and
        signed in the name of the Seller by an officer thereof or, if the original  Mortgage Note has been lost
        or destroyed, a lost note affidavit substantially in the form of Exhibit 6 hereto;


               (b)    the original Assignment of Mortgage with assignee's name left blank;


               (c)    the original of any guarantee executed in connection with the Mortgage Note;


               (d)    the original  Mortgage  with evidence of recording  thereon,  or if any such mortgage has
        not been returned from the applicable  recording  office or has been lost, or if such public  recording
        office retains the original recorded mortgage,  a photocopy of such mortgage certified by the Seller to
        be a true and complete copy of the original recorded mortgage;


               (e)    the originals of all assumption,  modification,  consolidation  or extension  agreements,
        if any, with evidence of recording thereon;


               (f)    the  originals of all  intervening  assignments  of mortgage  with  evidence of recording
        thereon,  or if any such  intervening  assignment of mortgage has not been returned from the applicable
        recording  office or has been lost or if such public  recording  office  retains the original  recorded
        assignments  of mortgage,  a photocopy of such  intervening  assignment  of mortgage,  certified by the
        Seller to be a true and complete copy of the original recorded intervening assignment of mortgage;


               (g)    the original  mortgagee  title insurance  policy  including an  Environmental  Protection
        Agency Endorsement and an adjustable-rate endorsement;


               (h)    the  original  of  any  security  agreement,  chattel  mortgage  or  equivalent  document
        executed in connection with the Mortgage; and


               (i)    a copy of any applicable power of attorney.



                                               (III)  EXHIBIT 3

                                 (IV)     CONTENTS OF EACH MORTGAGE FILE


               With respect to each  Mortgage  Loan,  the  Mortgage  File shall  include each of the  following
items,  unless  otherwise  disclosed to the Purchaser on the data tape, which shall be available for inspection
by the Purchaser and which shall be retained by the Servicer or delivered to the Purchaser:


               (a)    Copies of the Mortgage Loan Documents.


               (b)    Residential loan application.


               (c)    Mortgage Loan closing statement.


               (d)    Verification of employment and income, if required.


               (e)    Verification of acceptable evidence of source and amount of down payment.


               (f)    Credit report on Mortgagor, in a form acceptable to either Fannie Mae or Freddie Mac.


               (g)    Residential appraisal report.


               (h)    Photograph of the Mortgaged Property.


               (i)    Survey of the Mortgaged Property, unless a survey is not required by the title insurer.


               (j)    Copy of each instrument  necessary to complete  identification of any exception set forth
        in the exception schedule in the title policy, i.e., map or plat, restrictions,  easements,  home owner
        association declarations, etc.


               (k)    Copies of all required disclosure statements.


               (l)    If  applicable,  termite  report,  structural  engineer's  report,  water  potability and
        septic certification.


               (m)    Sales Contract, if applicable.


               (n)    The  Primary  Mortgage  Insurance  policy  or  certificate  of  insurance  or  electronic
        notation of the existence of such policy, where required pursuant to the Agreement.


               (o)    Evidence of  electronic  notation  of the hazard  insurance  policy,  and, if required by
        law, evidence of the flood insurance policy.


                                      (V)            EXHIBIT 4A

                          (VI)                MORTGAGE LOAN SCHEDULE

                         (VII)           (3/1 YEAR ADJUSTABLE RATE LOANS)


                             (VIII)               EXHIBIT 4EXHIBIT 5

                             (IX)              UNDERWRITING GUIDELINES



                              (IX)                   EXHIBIT 6

                              (XI)           FORM OF LOST NOTE AFFIDAVIT




                                                   EXHIBIT 7



                                          FORM OF OPINION OF COUNSEL



                                                   EXHIBIT 8



                                       FORM OF MONTHLY REMITTANCE REPORT



                                                                                                    EXHIBIT H-2

                                           EMC MORTGAGE CORPORATION
                                                  Purchaser,

                                           CHEVY CHASE BANK, F.S.B.

                                                   Company,

                                 PURCHASE, WARRANTIES AND SERVICING AGREEMENT
                                           Dated as of March 1, 2001



                                           WHOLE LOAN SERIES 2001-1







                                               TABLE OF CONTENTS

                                                   ARTICLE I


Section 1.01     Defined Terms.........................................................2

                                                  ARTICLE II

Section 2.01     Agreement to Purchase.................................................15
Section 2.02     Purchase Price........................................................15
Section 2.03     Servicing of Mortgage Loans...........................................16
Section 2.04     Record Title and Possession of Mortgage Files;
                         Maintenance of Servicing Files................................16
Section 2.05     Books and Records.....................................................17
Section 2.06     Transfer of Mortgage Loans............................................18
Section 2.07     Delivery of Mortgage Loan Documents...................................19
Section 2.08     Quality Control Procedures............................................21

                                                  ARTICLE III

Section 3.01     Representations and Warranties of the Company.........................21
Section 3.02     Representations and Warranties as to
                         Individual Mortgage Loans.....................................26
Section 3.03     Repurchase;Substitution...............................................40

                                                  ARTICLE IV

Section 4.01     Company to Act as Servicer............................................43
Section 4.02     Collection of Mortgage Loan Payments..................................47
Section 4.03     Realization Upon Defaulted Mortgage Loans.............................47
Section 4.04     Establishment of Custodial Accounts;
                         Deposits in Custodial Accounts................................48
Section 4.05     Permitted Withdrawals from the
                         Custodial Account.............................................50
Section 4.06     Establishment of Escrow Accounts;
                         Deposits in Escrow Accounts...................................52
Section 4.07     Permitted Withdrawals From Escrow Account.............................52
Section 4.08     Payment of Taxes, Insurance and Other
                         Charges; Maintenance of Primary Mortgage
                         Insurance Policies; Collections Thereunder....................52
Section 4.09     Transfer of Accounts..................................................55
Section 4.10     Maintenance of Hazard Insurance.......................................55
Section 4.11     Maintenance of Mortgage Impairment
                         Insurance Policy..............................................56
Section 4.12     Fidelity Bond, Errors and Omissions
                        Insurance......................................................57
Section 4.13    Title, Management and Disposition of REO  Property.....................58
Section 4.14     Notification of Maturity Date.........................................60

                                                   ARTICLE V

Section 5.01     Distributions.........................................................60
Section 5.02     Statements to the Purchaser...........................................61
Section 5.03     Monthly Advances by the Company.......................................62
Section 5.04     Liquidation Reports...................................................63

                                                  ARTICLE VI

Section 6.01     Assumption Agreements.................................................63
Section 6.02     Satisfaction of Mortgages and Release
                         of Mortgage Files.............................................65
Section 6.03     Servicing Compensation................................................66
Section 6.04     Annual Statement as to Compliance.....................................67
Section 6.05     Annual Independent Certified Public
                         Accountants' Servicing Report.................................67
Section 6.06     Purchaser's Right to Examine Company Records..........................68

                                                  ARTICLE VII

Section 7.01      Company Shall Provide Information as Reasonably
                          Required.....................................................68

                                                 ARTICLE VIII

Section 8.01     Indemnification; Third Party Claims...................................69
Section 8.02     Merger or Consolidation of the Company................................70
Section 8.03     Limitation on Liability of the Company and Others.....................71
Section 8.04     Company Not to Assign or Resign.......................................71
Section 8.05     No Transfer of Servicing..............................................72
Section 8.06     Joint and Several Liability...........................................72


                                                  ARTICLE IX

Section 9.01     Events of Default.....................................................73
Section 9.02     Waiver of Defaults....................................................75

                                                   ARTICLE X

Section 10.01     Termination..........................................................75
Section 10.02     Termination Without Cause............................................75

                                                  ARTICLE XI

Section 11.01     Successor to the Company.............................................76
Section 11.02     Amendment............................................................77
Section 11.03     Recordation of Agreement.............................................77
Section 11.04     Governing Law........................................................78
Section 11.05     Notices..............................................................78
Section 11.06     Severability of Provisions...........................................79
Section 11.07      Exhibits............................................................79
Section 11.08     General Interpretive Principles......................................79
Section 11.09     Reproduction of Documents............................................80
Section 11.10     Confidentiality of Information.......................................80
Section 11.11     Recordation of Assignment of Mortgage................................81
Section 11.12     Assignment by Purchaser..............................................81
Section 11.13      No Partnership......................................................82
Section 11.14     Execution: Successors and Assigns....................................82
Section 11.15     Entire Agreement.....................................................82
Section 11.16     No Solicitation......................................................82
Section 11.17     Closing..............................................................83
Section 11.18     Cooperation of Company with Reconstitution...........................84


EXHIBITS

   A                     Contents of Mortgage File
   B                     Custodial Account Letter Agreement
   C                     Escrow Account Letter Agreement
   D                     Form of Assignment and Assumption
   E                      Form of Trial Balance
   F                      Mortgage Loan Schedule
   G                      Request for Release of Documents and Receipt




        This is a  Purchase,  Warranties  and  Servicing  Agreement,  dated as of March 1, 2001 and is executed
between EMC Mortgage  Corporation as Purchaser (the "Purchaser"),  and Chevy Chase Bank, F.S.B., as the Company
(the "Company").

                                             W I T N E S S E T H :

        WHEREAS,  the  Purchaser  has  heretofore  agreed to  purchase  from the  Company  and the  Company has
heretofore  agreed to sell to the Purchaser certain Mortgage Loans on a servicing  retained basis,  pursuant to
the terms of a letter  agreement  dated as of March 14, 2001, by and between the Company and the Purchaser (the
"Purchase Price and Terms Letter").

        WHEREAS,  each of the  Mortgage  Loans is  secured  by a  mortgage,  deed of  trust  or other  security
instrument  creating a first  lien on a  residential  dwelling  located in the  jurisdiction  indicated  on the
Mortgage Loan Schedule, which is annexed hereto as Exhibit F; and

        WHEREAS,  the  Purchaser and the Company wish to prescribe the  representations  and  warranties of the
Company  with  respect  to itself and the  Mortgage  Loans and the  management,  servicing  and  control of the
Mortgage Loans;

        NOW,  THEREFORE,  in consideration of the mutual  agreements  hereinafter set forth, and for other good
and valuable  consideration,  the receipt and adequacy of which is hereby  acknowledged,  the Purchaser and the
Company agree as follows:





                                                   ARTICLE I

                                                  DEFINITIONS

        Section 1.01  Defined Terms.

        Whenever  used in this  Agreement,  the  following  words and  phrases,  unless the  context  otherwise
requires, shall have the following meaning specified in this Article:

        Accepted Servicing  Practices:  With respect to any Mortgage Loan, those mortgage  servicing  practices
(including  collection  procedures) of prudent  mortgage banking  institutions  which service mortgage loans of
the same type as such Mortgage Loan in the jurisdiction  where the related Mortgaged  Property is located,  and
which are in accordance with FNMA or Freddie Mac servicing  practices and  procedures,  for MBS pool mortgages,
as defined in the FNMA or Freddie Mac Guides including future updates.

        Adjustment  Date: As to each Mortgage  Loan,  the date on which the Mortgage  Interest Rate is adjusted
in accordance with the terms of the related Mortgage Note.

        Agency Guide: The FNMA Guides or the Freddie Mac Guides.

        Agreement:   This  Purchase,   Warranties  and  Servicing  Agreement  including  all  exhibits  hereto,
amendments hereof and supplements hereto.

        Appraised  Value:  The value set forth in an appraisal made in connection  with the  origination of the
related Mortgage Loan as of the Origination Date as the value of the Mortgaged Property.

        Assignment:  An assignment of the Mortgage,  notice of transfer or equivalent instrument, in recordable
form,  sufficient  under the laws of the  jurisdiction  wherein  the related  Mortgaged  Property is located to
reflect of record the sale or transfer of the Mortgage Loan.

        BIF:  The Bank Insurance Fund, or any successor thereto.

        Business  Day: Any day other than:  (i) a Saturday or Sunday,  or (ii) a legal  holiday in the State of
New York or  Maryland,  or (iii) a day on which banks in the State of New York are  authorized  or obligated by
law or executive order to be closed.

        Closing Date: The date this  agreement  becomes  effective  which shall be March 30, 2001 or such other
date as shall be mutually agreed upon by the parties hereto.

        Company:  Chevy Chase Bank,  F.S.B.,  its  successor  in interest  and  assigns,  as  permitted by this
Agreement.

        Company's  Officer's  Certificate:  A certificate signed by the Chairman of the Board,  President,  any
Assistant Vice  President,  Vice President or Treasurer of Company stating the date by which Company expects to
receive any missing documents sent for recording from the applicable recording office.

        Condemnation  Proceeds:  All  awards  or  settlements  in  respect  of a  Mortgaged  Property,  whether
permanent or temporary,  partial or entire, by exercise of the power of eminent domain or condemnation,  to the
extent not required to be released to a Mortgagor in  accordance  with the terms of the related  Mortgage  Loan
Documents.

        Conversion Feature:  A provision whereby the Mortgagor may elect to convert to a fixed Mortgage
Interest Rate pursuant to the terms set forth in the Mortgage Note.

        Custodial  Account:  Each  separate  demand  account or  accounts  created and  maintained  pursuant to
Section 4.04 which shall be entitled  "Chevy Chase Bank,  F.S.B.,  in trust for the  Purchaser,  Owner of Whole
Loan Series  2001-1" and shall be  established  in an Eligible  Account,  in the name of the Person that is the
"Purchaser" with respect to the related Mortgage Loans.

        Cut-off Date: March 1, 2001

        Determination  Date:  The 15th  day (or if such  15th  day is not a  Business  Day,  the  Business  Day
immediately preceding such 15th day) of the month of the related Remittance Date.

        Due Date:  The day of the month on which the Monthly  Payment is due on a Mortgage  Loan,  exclusive of
any days of grace.

        Due Period:  With respect to any Remittance Date, the period  commencing on the second day of the month
preceding the month of such Remittance Date and ending on the first day of the month of the Remittance Date.

        Eligible  Account:  An account  established and maintained:  (a) within FDIC insured accounts (or other
accounts  with  comparable  insurance  coverage  acceptable to the Rating  Agencies)  created,  maintained  and
monitored by the Company so that all funds  deposited  therein are fully insured,  (b) with the corporate trust
department  of a  financial  institution  assigned a long-term  debt rating of not less than Baa3,  and a short
term debt rating of P3, from Moody's  Investors  Services and, if ownership of the Mortgage  Loans is evidenced
by mortgaged backed  securities,  the equivalent  required  ratings of the Rating Agencies,  and held such that
the rights of the Purchaser  and the owner of the Mortgage  Loans shall be fully  protected  against the claims
of any creditors of the Company and of any creditors or  depositors  of the  institution  in which such account
is  maintained  or (c) in a  separate  non-trust  account  without  FDIC  or  other  insurance  in an  Eligible
Institution.  In the event  that a  Custodial  Account  is  established  pursuant  to clause  (b) or (c) of the
preceding  sentence,  the Company shall provide the Purchaser with written notice on the Business Day following
the date on which the applicable institution fails to meet the applicable ratings requirements.

        Eligible  Institution:  Chevy Chase Bank,  F.S.B., or an institution  having (i) the highest short-term
debt rating,  and one of the two highest  long-term debt ratings of the Rating  Agencies;  or (ii) with respect
to any  Custodial  Account,  an unsecured  long-term  debt rating of at least one of the two highest  unsecured
long-term debt ratings of the Rating Agencies.

        Equity  Take-Out  Refinanced  Mortgage  Loan: A Refinanced  Mortgage Loan the proceeds of which were in
excess of the outstanding principal balance of the existing mortgage loan.

        Escrow  Account:  Each separate trust account or accounts  created and  maintained  pursuant to Section
4.06 which shall be  entitled  "Chevy  Chase  Bank,  F.S.B.,  in trust for the  Purchaser,  Owner of Whole Loan
Series 2001-1,  and various  Mortgagors"  and shall be established in an Eligible  Account,  in the name of the
Person that is the "Purchaser" with respect to the related Mortgage Loans.

        Escrow  Payments:  With respect to any Mortgage Loan,  the amounts  constituting  ground rents,  taxes,
assessments,  water  rates,  sewer rents,  municipal  charges,  mortgage  insurance  premiums,  fire and hazard
insurance premiums,  condominium  charges, and any other payments required to be escrowed by the Mortgagor with
the mortgagee pursuant to the Mortgage or any other document.

        Event of Default:  Any one of the conditions or circumstances enumerated in Section 9.01.

        FDIC:  The Federal Deposit Insurance Corporation, or any successor thereto.

        FHLMC:  The Federal Home Loan Mortgage Corporation, or any successor thereto.

        Fidelity Bond:  A fidelity bond to be maintained by the Company pursuant to Section 4.12.

        FIRREA:  The Financial Institutions Reform, Recovery, and Enforcement Act of 1989.

        First  Remittance  Date:  April 18, 2001, or if such day is not a Business Day, the first  Business Day
immediately preceding such date.

        FNMA:  The Federal National Mortgage Association, or any successor thereto.

        FNMA Guides:  The FNMA Seller's  Guide and the FNMA  Servicer's  Guide and all  amendments or additions
thereto.

        Freddie Mac Guides:  The  Freddie Mac  Seller's  Guide and the  Freddie  Mac  Servicer's  Guide and all
amendments or additions thereto.

        GAAP:  Generally accepted accounting principles,
consistently applied.

        HUD:  The United States Department of Housing and Urban Development or any successor.

        Index:  On each  Adjustment  Date, the  applicable  index shall be a rate per annum equal to the weekly
average yield on U.S.  Treasury  securities  adjusted to a constant  maturity of one year as made  available by
the Federal  Reserve  Board,  or, if not so published,  as reported by any Federal  Reserve Bank or by any U.S.
Government  department or agency,  for the week for which such figures were most recently published or reported
as of the date 45 days prior to the Adjustment Date.

        Insurance  Proceeds:  With respect to each Mortgage Loan,  proceeds of insurance  policies insuring the
Mortgage Loan or the related Mortgaged Property.

        Lender Paid  Mortgage  Insurance  Rate:  The Lender Paid  Mortgage  Insurance  Rate shall be a rate per
annum equal to the percentage shown on the Mortgage Loan Schedule.

        Lifetime Rate Cap: As to each Mortgage Loan, the maximum  Mortgage  Interest Rate over the term of such
Mortgage Loan which is 600 basis points (6%) above the initial Mortgage Interest Rate.

        Liquidation  Proceeds:  Cash received in connection with the liquidation of a defaulted  Mortgage Loan,
whether through the sale or assignment of such Mortgage Loan, trustee's sale, foreclosure sale or otherwise.

        Loan-to-Value  Ratio or LTV: With respect to any Mortgage Loan,  the ratio of the original  outstanding
principal  amount  of the  Mortgage  Loan,  to (i) the  Appraised  Value of the  Mortgaged  Property  as of the
Origination  Date with respect to a Refinanced  Mortgage  Loan,  and (ii) the lesser of the Appraised  Value of
the  Mortgaged  Property as of the  Origination  Date or the  purchase  price of the  Mortgaged  Property  with
respect to all other Mortgage Loans.

        Margin:  With respect to each  Mortgage  Loan,  the fixed  percentage  amount set forth in each related
Mortgage  Note which is added to the Index in order to determine  the related  Mortgage  Interest  Rate, as set
forth in the Mortgage Loan Schedule.

        Monthly  Advance:  The aggregate of the advances made by the Company on any Remittance Date pursuant to
Section 5.03.

        Monthly  Payment:  The scheduled  monthly payment of principal and interest on a Mortgage Loan which is
payable by a Mortgagor under the related Mortgage Note.

        Mortgage:  The  mortgage,  deed of trust or other  instrument  securing a Mortgage Note which creates a
first lien on an unsubordinated estate in fee simple in real property securing the Mortgage Note.

        Mortgage File: The mortgage documents  pertaining to a particular  Mortgage Loan which are specified in
Exhibit A hereto and any  additional  documents  required  to be added to the  Mortgage  File  pursuant to this
Agreement.

        Mortgage  Impairment  Insurance  Policy:  A mortgage  impairment or blanket hazard  insurance policy as
required by Section 4.11.

        Mortgage  Interest Rate: The annual rate at which interest  accrues on any Mortgage Loan,  which may be
adjusted from time to time, in accordance with the provisions of the related Mortgage Note.

        Mortgage Loan: An individual  Mortgage Loan which is the subject of this Agreement,  each Mortgage Loan
originally  sold and subject to this Agreement being  identified on the Mortgage Loan Schedule,  which Mortgage
Loan includes without limitation the Mortgage File, the Monthly Payments,  Principal  Prepayments,  Liquidation
Proceeds,  Condemnation  Proceeds,  Insurance  Proceeds,  REO  Disposition  Proceeds,  and  all  other  rights,
benefits,  proceeds and obligations  arising from or in connection with such Mortgage Loan,  excluding replaced
or repurchased mortgage loans.

        Mortgage Loan Documents:  The documents listed in Exhibit A.

        Mortgage  Loan  Remittance  Rate:  With  respect to each  Mortgage  Loan,  the annual  rate of interest
remitted to the  Purchaser,  which shall be equal to the Mortgage  Interest  Rate minus the  Servicing Fee Rate
minus the Lender Paid Mortgage Insurance Premium.

        Mortgage  Loan  Schedule:  The schedule of Mortgage  Loans  annexed  hereto as Exhibit F, such schedule
setting  forth the  following  information  with respect to each  Mortgage  Loan in the related  Mortgage  Loan
Package:

        (1)    the Company's Mortgage Loan identifying number;

        (2)    the Mortgagor's name;

        (3)    the street address of the Mortgaged Property including the city, state and zip code;

        (4)    a code indicating whether the Mortgaged Property is owner-occupied;

        (5)    the type of residential property constituting the Mortgaged Property;

        (6)    the original  months to maturity or the  remaining  months to maturity from the Cut-off Date, in
any case based on the original  amortization  schedule  and, if different,  the maturity  expressed in the same
manner but based on the actual amortization schedule;

        (7)    the Sales Price, if applicable, appraised value and Loan-to-Value Ratio, at origination;

        (8)    the Mortgage  Interest Rate as of origination  and as of the Cut-off Date; the Adjustment  Date,
the Index, the Margin, the Periodic Rate Cap and the Lifetime Rate Cap;

        (9)    the stated maturity date;

        (10)   the amount of the Monthly Payment as of the Cut-off Date;

        (11)   the original principal amount of the Mortgage Loan;

        (12)   the  principal  balance of the  Mortgage  Loan as of the close of business on the Cut-off  Date,
after deduction of payments of principal due on or before the Cut-off Date whether or not collected;

        (13) a code  indicating  the purpose of the Mortgage  Loan (i.e.,  purchase,  rate and term  refinance,
equity take-out refinance);

        (14) a code indicating the documentation style (i.e. full, alternative or reduced);

        (15)   the number of times  during the twelve (12) month  period  preceding  the Closing  Date that any
Monthly Payment has been received thirty (30) or more days after its Due Date;

        (16)   the date on which the first payment is or was due;

        (17)   a code  indicating  whether  or not  the  Mortgage  Loan  is the  subject  of  Primary  Mortgage
Insurance; and

        (18) a code  indicating  whether or not the Mortgage Loan is currently  convertible  and the conversion
spread;

        (19) actual next due date as of the Cutoff Date;

        (20) product type; and

        (21) Lender Paid Mortgage Insurance Rate.

        With respect to the Mortgage  Loans in the  aggregate,  the Mortgage Loan Schedule  shall set forth the
following information, as of the Cut-off Date:

        (1)    the number of Mortgage Loans;

        (2)    the current aggregate outstanding principal balance of the Mortgage Loans;

        (3)    the weighted average Mortgage Interest Rate of the Mortgage Loans;

        (4)    the weighted average maturity of the Mortgage Loans; and

        (5)  the weighted average months to next Adjustment Date.

        Mortgage Note:  The note or other evidence of the indebtedness of a Mortgagor secured by a Mortgage.

        Mortgaged Property:  The underlying real property securing repayment of a Mortgage Note,  consisting of
a single  parcel of real estate  considered  to be real  estate  under the laws of the State in which such real
property  is  located,  which may  include  condominium  units and  planned  unit  developments,  improved by a
residential  dwelling;  except that with respect to real property  located in jurisdictions in which the use of
leasehold  estates  for  residential  properties  is a  widely-accepted  practice,  a  leasehold  estate of the
Mortgage, the term of which is equal to or longer than the term of the Mortgage.

        Mortgagor:  The obligor on a Mortgage Note.

        OCC:  Office of the Comptroller of the Currency, its successors and assigns.

        Officers'  Certificate:  A  certificate  signed by the Chairman of the Board,  the Vice Chairman of the
Board,  the  President,  a Senior Vice  President,  Assistant  Vice  President or a Vice  President  and by the
Treasurer or the Secretary or one of the  Assistant  Treasurers or Assistant  Secretaries  of the Company,  and
delivered to the Purchaser as required by this Agreement.

        Opinion of  Counsel:  A written  opinion of  counsel,  who may be an employee of the party on behalf of
whom the opinion is being given, reasonably acceptable to the Purchaser.

        Origination  Date:  The date on which a Mortgage  Loan  closed  and  funded,  which date shall not,  in
connection  with a  Refinanced  Mortgage  Loan,  be the date of the  closing  and  funding  of the  debt  being
refinanced,  but rather  the  closing  and  funding of the debt  currently  outstanding  under the terms of the
Mortgage Loan Documents.

        OTS:  Office of Thrift Supervision, its successors and assigns.

        Periodic  Rate Cap:  As to each  Mortgage  Loan,  the maximum  increase  or  decrease  in the  Mortgage
Interest Rate on any  Adjustment  Date,  starting with the second  Adjustment  Date,  which is 200 basis points
(2%) above or below,  respectively,  the Mortgage  Interest Rate in effect during the immediately  preceding 12
month  period.  As to the first  Adjustment  Date,  the maximum  increase or decrease in the Mortgage  Interest
Rate is 300 basis points (3%) above or below,  respectively,  the Mortgage  Interest  Rate in effect during the
immediately preceding fixed-rate period

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

        Primary  Mortgage  Insurance  Policy:  Each primary policy of mortgage  insurance  represented to be in
effect pursuant to Section  3.02(hh),  or any replacement  policy therefor  obtained by the Company pursuant to
Section 4.08.

        Prime Rate:  The prime rate  announced  to be in effect from time to time as  published  as the average
rate in the Wall Street Journal (Northeast Edition).

        Principal  Prepayment:  Any payment or other  recovery of principal on a Mortgage  Loan full or partial
which is received in advance of its scheduled Due Date,  including any  prepayment  penalty or premium  thereon
and which is not  accompanied  by an amount of  interest  representing  scheduled  interest  due on any date or
dates in any month or months subsequent to the month of prepayment.

        Purchase Price:  As defined in Section 2.02.

        Purchase Price and Terms Letter: As defined in the Recitals to this Agreement.

        Purchaser: EMC Mortgage Corporation, its successors in interest and assigns.

        Qualified  Appraiser:  An  appraiser,  duly  appointed by the Company,  who had no interest,  direct or
indirect in the Mortgaged  Property or in any loan made on the security thereof,  and whose compensation is not
affected by the approval or  disapproval  of the Mortgage  Loan,  and such  appraiser and the appraisal made by
such  appraiser  both  satisfy  the  requirements  of  Title  XI of  FIRREA  and  the  regulations  promulgated
thereunder, all as in effect on the date the Mortgage Loan was originated.

        Qualified  Insurer:  An insurance  company duly qualified as such under the laws of the states in which
the Mortgaged  Properties are located,  duly  authorized and licensed in such states to transact the applicable
insurance business and to write the insurance provided, approved as an insurer by FNMA or FHLMC.
        Rating  Agencies:  Standard & Poor's Ratings  Services,  Moody's Investor Service or, in the event that
some or all of ownership of the Mortgage  Loans is evidenced  by  mortgage-backed  securities,  the  nationally
recognized rating agencies issuing ratings with respect to such securities, if any.

        Refinanced  Mortgage  Loan:  A Mortgage  Loan  which was made to a  Mortgagor  who owned the  Mortgaged
Property  prior to the  origination  of such Mortgage Loan and the proceeds of which were used in whole or part
to satisfy an existing mortgage.

        REMIC: A "real estate  mortgage  investment  conduit," as such term is defined in the Internal  Revenue
Code, as amended.

        Remittance  Date: The 18th day of any month,  beginning with the First Remittance Date, or if such 18th
day is not a Business Day, the first Business Day immediately preceding such 18th day.

        REO Disposition:  The final sale by the Company of any REO Property.

        REO Disposition Proceeds: Amounts received by the Company in connection with a related REO Disposition.

        REO Property:  A Mortgaged  Property acquired by the Company on behalf of the Purchaser as described in
Section 4.13.

        Repurchase  Price:  With respect to any Mortgage Loan, a price equal to (i) the  outstanding  principal
balance of the Mortgage Loan,  plus (ii) interest on such  outstanding  principal  balance at the Mortgage Loan
Remittance  Rate from the last date through which  interest has been paid and  distributed  to the Purchaser to
the date of  repurchase,  plus,  (iii) third party  expenses  incurred in  connection  with the transfer of the
Mortgage Loan being  repurchased;  less amounts  received or advanced in respect of such  repurchased  Mortgage
Loan which are being held in the Custodial Account for distribution in the month of repurchase.

        SAIF:  The Savings Association Insurance Fund, or any successor thereto.

        Servicing  Advances:  All  customary,  reasonable  and  necessary  "out of pocket"  costs and  expenses
(including  reasonable  attorneys'  fees and  disbursements)  incurred in the performance by the Company of its
servicing  obligations,  including,  but not  limited  to, the cost of (a) the  preservation,  restoration  and
protection of the Mortgaged  Property,  (b) any enforcement,  administrative  or judicial  proceedings,  or any
legal work or advice  specifically  related to servicing  the  Mortgage  Loans,  including  but not limited to,
foreclosures,  bankruptcies,  condemnations,  drug seizures, elections, foreclosures by subordinate or superior
lienholders,  and other legal actions  incidental to the servicing of the Mortgage  Loans  (provided  that such
expenses are  reasonable  and that the Company  specifies the Mortgage  Loan(s) to which such expenses  relate,
and provided further that any such enforcement,  administrative or judicial  proceeding does not arise out of a
breach  of any  representation,  warranty  or  covenant  of the  Company  hereunder),  (c) the  management  and
liquidation  of the Mortgaged  Property if the Mortgaged  Property is acquired in full or partial  satisfaction
of the Mortgage, (d) taxes,  assessments,  water rates, sewer rates and other charges which are or may become a
lien  upon the  Mortgaged  Property,  and  Primary  Mortgage  Insurance  Policy  premiums  and fire and  hazard
insurance  coverage,  (e) any expenses  reasonably  sustained by the Company,  as Company,  with respect to the
liquidation of the Mortgaged  Property in accordance  with the terms of this Agreement and (f) compliance  with
the obligations under Section 4.08.

        Servicing  Fee: With respect to each Mortgage  Loan,  the amount of the annual fee the Purchaser  shall
pay to the Company,  which shall,  for a period of one full month,  be equal to  one-twelfth  of the product of
(a) the Servicing Fee Rate and (b) the  outstanding  principal  balance of such Mortgage  Loan.  Such fee shall
be  payable  monthly,  computed  on the basis of the same  principal  amount and  period  respecting  which any
related  interest  payment  on a  Mortgage  Loan  is  computed.  The  obligation  of the  Purchaser  to pay the
Servicing Fee is limited to, and the  Servicing Fee is payable  solely from,  the interest  portion  (including
recoveries  with respect to interest from  Liquidation  Proceeds,  to the extent  permitted by Section 4.05) of
such Monthly Payment collected by the Company, or as otherwise provided under Section 4.05.

        Servicing  Fee Rate:  The Servicing Fee Rate shall be a rate per annum equal to 25.0 basis points prior
to the related initial Adjustment Date and 37.5 basis points on and after the related initial Adjustment Date.

        Servicing  File:  With respect to each Mortgage  Loan,  the file retained by the Company  consisting of
originals  or  microfilmed  copies  of all  documents  in the  Mortgage  File  which are not  delivered  to the
Purchaser and copies of the Mortgage Loan  Documents  listed in Exhibit A, the originals of which are delivered
to the Purchaser or its designee pursuant to Section 2.04.

        Servicing  Officer:  Any officer of the Company involved in, or responsible for, the administration and
servicing of the Mortgage  Loans whose name  appears on a list of servicing  officers  furnished by the Company
to the Purchaser upon request, as such list may from time to time be amended.

        Stated Principal Balance:  As to each Mortgage Loan as of any date of determination,  (i) the principal
balance of such  Mortgage  Loan at the Cut-off  Date after  giving  effect to payments of  principal  due on or
before such date,  whether or not  received,  minus (ii) all amounts  previously  distributed  to the Purchaser
with  respect to the  Mortgage  Loan  representing  payments or  recoveries  of  principal  or advances in lieu
thereof.

        Subservicer:  Any  subservicer  which is  subservicing  the Mortgage  Loans  pursuant to a Subservicing
Agreement.  Any subservicer shall meet the qualifications set forth in Section 4.01.

        Subservicing  Agreement:  An agreement  between the Company and a Subservicer  for the servicing of the
Mortgage Loans.


                                                  ARTICLE II

                                         SERVICING OF MORTGAGE LOANS;
                                RECORD TITLE AND POSSESSION OF MORTGAGE FILES;
                                    BOOKS AND RECORDS; CUSTODIAL AGREEMENT;
                                      DELIVERY OF MORTGAGE LOAN DOCUMENTS

        Section 2.01  Agreement to Purchase.

The Company  agrees to sell and the  Purchaser  agrees to  purchase  the  Mortgage  Loans  having an  aggregate
principal  balance on the Cut-off Date in an amount as set forth in the Purchase Price and Terms Letter,  or in
such other amount as agreed by the  Purchaser  and the Company as evidenced by the actual  aggregate  principal
balance of the  Mortgage  Loans  accepted by the  Purchaser on the Closing  Date,  with  servicing  retained by
Company.  The Company shall  deliver the Mortgage  Loan Schedule for the Mortgage  Loans to be purchased on the
Closing Date to the Purchaser at least one (1) Business Day prior to the Closing Date.

        Section 2.02  Purchase Price.

        The Purchase  Price for each  Mortgage  Loan shall be the  percentage  of par as stated in the Purchase
Price and Terms Letter  (subject to adjustment  as provided  therein),  multiplied  by the aggregate  principal
balance,  as of the Cut-off Date, of the Mortgage  Loans listed on the related  Mortgage Loan  Schedule,  after
application  of  scheduled  payments of principal  due on or before the Cut-off Date whether or not  collected.
The initial  principal  amount of the Mortgage Loans shall be the aggregate  principal  balance of the Mortgage
Loans, so computed as of the Cut-off Date.

        In addition to the Purchase  Price as  described  above,  the  Purchaser  shall pay to the Company,  at
closing,  accrued interest on the current  principal amount of each Mortgage Loan as of the Cut-off Date at the
Mortgage  Loan  Remittance  Rate of each  Mortgage  Loan from the  Cut-off  Date  through  the day prior to the
Closing Date, inclusive.

        The Purchase Price plus accrued  interest as set forth in the preceding  paragraph shall be paid on the
Closing Date by wire transfer of immediately available funds.

        Purchaser  shall be entitled to (1) all scheduled  principal due after the Cut-off Date, (2) all other
recoveries  of  principal  collected  on or after the  Cut-off  Date  (provided,  however,  that all  scheduled
payments of principal due on or before the Cut-off Date and  collected by the Company or any successor  Company
after the Cut-off Date shall  belong to the  Company),  and (3) all payments of interest on the Mortgage  Loans
net of  applicable  Servicing  Fees (minus that  portion of any such  payment  which is allocable to the period
prior to the Cut-off  Date).  The  outstanding  principal  balance of each Mortgage Loan as of the Cut-off Date
is  determined  after  application  of payments of  principal  due on or before the Cut-off Date whether or not
collected,  together with any unscheduled  principal prepayments collected prior to the Cut-off Date; provided,
however,  that  payments of scheduled  principal  and  interest  prepaid for a Due Date beyond the Cut-off Date
shall not be applied to the  principal  balance as of the  Cut-off  Date.  Such  prepaid  amounts  shall be the
property of the  Purchaser.  The Company  shall deposit any such prepaid  amounts into the  Custodial  Account,
which account is established  for the benefit of the Purchaser for subsequent  remittance by the Company to the
Purchaser.

        Section 2.03  Servicing of Mortgage Loans.

        Simultaneously  with the  execution  and delivery of this  Agreement,  the Company does hereby agree to
directly  service  the  Mortgage  Loans  listed on the  Mortgage  Loan  Schedule  subject  to the terms of this
Agreement.  The rights of the Purchaser to receive  payments with respect to the related  Mortgage  Loans shall
be as set forth in this Agreement.

        Section 2.04  Record Title and Possession of Mortgage Files;
Maintenance of Servicing Files.

        As of the  Closing  Date,  the  Company  sold,  transferred,  assigned,  set over and  conveyed  to the
Purchaser,  without  recourse,  and the Company hereby  acknowledges that the Purchaser has, but subject to the
terms of this  Agreement,  all the right,  title and  interest  of the  Company in and to the  Mortgage  Loans.
Company  will deliver the  Mortgage  Files to a custodian  designated  by  Purchaser,  on or before the Closing
Date, at the expense of the Company.  The Company shall maintain a Servicing  File  consisting of a copy of the
contents of each Mortgage File and the originals or  microfilmed  copies of the documents in each Mortgage File
not  delivered to the  Purchaser.  The  Servicing  File shall  contain all  documents  necessary to service the
Mortgage  Loans.  The possession of each  Servicing  File by the Company is at the will of the  Purchaser,  for
the sole purpose of servicing the related  Mortgage  Loan,  and such retention and possession by the Company is
in a custodial  capacity  only.  From the Closing  Date,  the ownership of each  Mortgage  Loan,  including the
Mortgage Note, the Mortgage, the contents of the related Mortgage File and all rights,  benefits,  proceeds and
obligations  arising  therefrom  or in  connection  therewith,  has been  vested in the  Purchaser.  All rights
arising out of the Mortgage Loans  including,  but not limited to, all funds received on or in connection  with
the Mortgage  Loans and all records or documents  with respect to the Mortgage  Loans prepared by or which come
into the  possession  of the Company  shall be received and held by the Company in trust for the benefit of the
Purchaser  as the owner of the  Mortgage  Loans.  Any  portion of the  Mortgage  Files  retained by the Company
shall be  appropriately  identified in the Company's  computer  system to clearly  reflect the ownership of the
Mortgage  Loans by the  Purchaser.  The Company shall release its custody of the contents of the Mortgage Files
only in  accordance  with  written  instructions  of the  Purchaser,  except  when such  release is required as
incidental  to the  Company's  servicing of the Mortgage  Loans or is in  connection  with a repurchase  of any
Mortgage Loan or Loans with respect thereto  pursuant to this Agreement,  such written  instructions  shall not
be required.

        Section 2.05   Books and Records.

        The sale of each Mortgage Loan has been  reflected on the Company's  balance sheet and other  financial
statements as a sale of assets by the Company.  The Company shall be  responsible  for  maintaining,  and shall
maintain,  a complete set of books and records for the Mortgage Loans which shall be  appropriately  identified
in the Company's  computer  system to clearly  reflect the ownership of the Mortgage Loan by the Purchaser.  In
particular,  the Company shall maintain in its  possession,  available for inspection by the Purchaser,  or its
designee and shall deliver to the Purchaser  upon demand,  evidence of compliance  with all federal,  state and
local laws,  rules and  regulations,  and  requirements  of FNMA or FHLMC,  as  applicable,  including  but not
limited to  documentation  as to the method used in  determining  the  applicability  of the  provisions of the
Flood  Disaster  Protection  Act of 1973,  as amended,  to the  Mortgaged  Property,  documentation  evidencing
insurance  coverage of any condominium  project as required by FNMA or FHLMC, and periodic  inspection  reports
as  required  by Section  4.13.  To the extent  that  original  documents  are not  required  for  purposes  of
realization of Liquidation  Proceeds or Insurance Proceeds,  documents  maintained by the Company may be in the
form of microfilm or microfiche.

        The Company shall  maintain with respect to each Mortgage Loan and shall make  available for inspection
by any Purchaser or its designee the related  Servicing  File during the time the Purchaser  retains  ownership
of a Mortgage Loan and thereafter in accordance with applicable laws and regulations.

        In addition to the  foregoing,  Company  shall  provide to any  supervisory  agents or  examiners  that
regulate  Purchaser,  including  but not  limited to, the OTS,  the FDIC and other  similar  entities,  access,
during normal business hours,  upon reasonable  advance notice to Company and without charge to Company or such
supervisory  agents or examiners,  to any  documentation  regarding the Mortgage  Loans that may be required by
any applicable regulator.

        Section 2.06. Transfer of Mortgage Loans.

        The Company shall keep at its servicing  office books and records in which,  subject to such reasonable
regulations  as it may  prescribe,  the  Company  shall note  transfers  of  Mortgage  Loans.  No transfer of a
Mortgage  Loan may be made unless such transfer is in  compliance  with the terms  hereof.  For the purposes of
this  Agreement,  the  Company  shall be under no  obligation  to deal with any  person  with  respect  to this
Agreement or any  Mortgage  Loan unless a notice of the transfer of such  Mortgage  Loan has been  delivered to
the Company in  accordance  with this Section 2.06 and the books and records of the Company show such person as
the owner of the Mortgage Loan. The Purchaser may,  subject to the terms of this  Agreement,  sell and transfer
one or more of the  Mortgage  Loans,  provided,  however,  that (i) the  transferee  will not be deemed to be a
Purchaser  hereunder  binding upon the Company unless such transferee shall agree in writing to be bound by the
terms of this  Agreement  and an original  counterpart  of the  instrument  of transfer  in an  Assignment  and
Assumption of this Agreement  substantially  in the form of Exhibit D hereto  executed by the transferee  shall
have been  delivered  to the Company and the  Company,  and (ii) in no event shall there be more than three (3)
Persons at any given time having the status of  "Purchaser"  hereunder.  The  Purchaser  also shall  advise the
Company  of the  transfer.  Upon  receipt  of notice of the  transfer,  the  Company  shall  mark its books and
records to reflect the ownership of the Mortgage Loans of such assignee,  and the previous  Purchaser  shall be
released from its obligations hereunder with respect to the Mortgage Loans sold or transferred.

        Section 2.07  Delivery of Mortgage Loan Documents.

        The Company shall  deliver and release to the Purchaser or its designee the Mortgage Loan  Documents in
accordance  with the terms of this Agreement.  The documents  enumerated as items (1), (2), (3), (4), (5), (6),
(7) and (8) in Exhibit A hereto  shall be  delivered  by the Company to the  Purchaser or its designee no later
than one (1)  Business  Days  prior to the  Closing  Date  pursuant  to a bailee  letter  agreement.  All other
documents in Exhibit A hereto,  together  with all other  documents  executed in  connection  with the Mortgage
Loan that  Company may have in its  possession,  shall be  retained by the Company in trust for the  Purchaser.
If the Company cannot  deliver the original  recorded  Mortgage Loan Documents or the original  policy of title
insurance,  including riders and endorsements  thereto,  on the Closing Date, the Company shall,  promptly upon
receipt  thereof  and in any case  not  later  than 120 days  from the  Closing  Date,  deliver  such  original
documents,  including  original  recorded  documents,  to the Purchaser or its designee  (unless the Company is
delayed in making such delivery by reason of the fact that such  documents  shall not have been returned by the
appropriate  recording  office).  If delivery is not  completed  within 120 days solely due to delays in making
such  delivery  by reason  of the fact that such  documents  shall not have been  returned  by the  appropriate
recording office,  Company shall deliver such document to Purchaser,  or its designee,  within such time period
as specified in a Company's  Officer's  Certificate.  In the event that documents have not been received by the
date specified in the Company's Officer's  Certificate,  a subsequent Company's Officer's  Certificate shall be
delivered  by such date  specified in the prior  Company's  Officer's  Certificate,  stating a revised date for
receipt  of  documentation.  The  procedure  shall be  repeated  until the  documents  have been  received  and
delivered.  The  Company  shall  continue  to use its best  efforts to effect  delivery  within 210 days of the
Closing Date.

        The Seller shall pay all initial  recording fees, for the assignments of mortgage and any other fees in
connection  with the  transfer of all original  documents  to the  Purchaser  or its  designee.  Company  shall
prepare,  in recordable form, all assignments of mortgage  necessary to assign the Mortgage Loans to Purchaser,
or its designee.

        Company shall provide an original or duplicate  original of the title insurance  policy to Purchaser or
its designee  within ninety (90) days of the receipt of the recorded  documents  (required for issuance of such
policy) from the applicable recording office.

        Any review by the  Purchaser,  or its designee,  of the Mortgage  Files shall in no way alter or reduce
the Company's obligations hereunder.

        If the Purchaser or its designee  discovers any defect with respect to a Mortgage  File,  the Purchaser
shall,  or shall cause its designee to, give written  specification  of such defect to the Company which may be
given in the exception  report or the  certification  delivered  pursuant to this Section 2.07, or otherwise in
writing and the Company shall cure or repurchase such Mortgage Loan in accordance with Section 3.03.

        The  Company  shall  forward to the  Purchaser,  or its  designee,  original  documents  evidencing  an
assumption,  modification,  consolidation  or extension of any Mortgage  Loan entered into in  accordance  with
Section 4.01 or 6.01 within one week of their  execution;  provided,  however,  that the Company  shall provide
the  Purchaser,  or its designee,  with a certified  true copy of any such document  submitted for  recordation
within one week of its execution,  and shall provide the original of any document  submitted for recordation or
a copy of such document  certified by the appropriate  public  recording  office to be a true and complete copy
of the original within sixty (60) days of its submission for recordation.

        From  time to time  the  Company  may have a need for  Mortgage  Loan  Documents  to be  released  from
Purchaser,  or its designee.  Purchaser  shall,  or shall cause its designee,  upon the written  request of the
Company,  within ten (10)  Business  Days,  deliver to the  Company,  any  requested  documentation  previously
delivered to Purchaser as part of the Mortgage File,  provided that such  documentation is promptly returned to
Purchaser,  or its designee,  when the Company no longer requires possession of the document, and provided that
during  the time  that any such  documentation  is held by the  Company,  such  possession  is in trust for the
benefit of  Purchaser.  Company  shall  indemnify  Purchaser,  and its  designee,  from and against any and all
losses,  claims,  damages,  penalties,  fines,  forfeitures,  costs and  expenses  (including  court  costs and
reasonable  attorney's  fees)  resulting  from  or  related  to  the  loss,  damage,  or  misplacement  of  any
documentation delivered to Company pursuant to this paragraph.

        Section 2.08  Quality Control Procedures.

        The Company must have an internal  quality  control  program that  verifies,  on a regular  basis,  the
existence  and  accuracy of the legal  documents,  credit  documents,  property  appraisals,  and  underwriting
decisions.  The  program  must be  capable  of  evaluating  and  monitoring  the  overall  quality  of its loan
production  and  servicing  activities.  The program is to ensure that the Mortgage  Loans are  originated  and
serviced in accordance  with prudent  mortgage  banking  practices  and  accounting  principles;  guard against
dishonest,  fraudulent,  or negligent acts; and guard against errors and omissions by officers,  employees,  or
other authorized persons.

Section 2.09   No Commission.

        The  Company  and the  Purchaser  agree  that no  broker,  Investment  Banker,  agent or  other  person
(including but not limited to Purchaser) is entitled to any commission or  compensation  in connection with the
sale of the Mortgage Loans.
                                                  ARTICLE III

                                       REPRESENTATIONS AND WARRANTIES OF
                       THE COMPANY AND THE COMPANY; REPURCHASE; REVIEW OF MORTGAGE LOANS

        Section 3.01  Representations and Warranties of the Company.


        The Company  represents,  warrants and covenants to the Purchaser that, as of the Closing Date or as of
such date specifically provided herein:

        (a)    Chevy Chase Bank, F.S.B. is a federally chartered savings bank duly organized,  validly existing
and in good standing and has all licenses and  qualifications  necessary to carry out its business as now being
conducted,  and in any event the Company is in compliance  with the applicable  laws of any state to the extent
necessary to ensure the  enforceability  of each Mortgage Loan in accordance  with the terms of this Agreement;
the Company is licensed and qualified to transact  business in and is in good  standing  under the laws of each
state in which any  Mortgaged  Property  is located  or is  otherwise  exempt  under  applicable  law from such
licensing or  qualification  or is otherwise  not required  under  applicable  law to effect such  licensing or
qualification  and no unresolved  demand for such licensing or qualification has been made upon such Company by
any such state,  and in any event such Company is in  compliance  with the laws of any such state to the extent
necessary to ensure the  enforceability  of each  Mortgage  Loan and the  servicing  of the  Mortgage  Loans in
accordance with the terms of this Agreement;

        (b) The Company has the full power and  authority  and legal  right to hold,  transfer  and convey each
Mortgage  Loan,  to sell  each  Mortgage  Loan and to  execute,  deliver  and  perform,  and to enter  into and
consummate  all  transactions  contemplated  by  this  Agreement  and to  conduct  its  business  as  presently
conducted,  has duly  authorized the execution,  delivery and  performance of this Agreement and any agreements
contemplated  hereby, has duly executed and delivered this Agreement,  and any agreements  contemplated hereby,
and this  Agreement and each  Assignment of Mortgage to the Purchaser and any agreements  contemplated  hereby,
constitutes a legal,  valid and binding  obligation of the Company,  enforceable  against it in accordance with
its terms,  and all  requisite  corporate  action has been taken by the Company to make this  Agreement and all
agreements  contemplated  hereby  valid and  binding  upon the  Company in  accordance  with their  terms;  the
Company has the full power and  authority  and legal right to execute,  deliver and perform,  and to enter into
and  consummate  all  transactions  contemplated  by this  Agreement  and to conduct its  business as presently
conducted,  has duly  authorized the execution,  delivery and  performance of this Agreement and any agreements
contemplated  hereby, has duly executed and delivered this Agreement,  and any agreements  contemplated hereby,
and this Agreement and any agreements  contemplated  hereby,  constitutes a legal, valid and binding obligation
of the Company,  enforceable  against it in accordance with its terms,  and all requisite  corporate action has
been taken by the Company to make this  Agreement  and all  agreements  contemplated  hereby  valid and binding
upon the Company in accordance with their terms;

        (c) Neither the execution and delivery of this  Agreement,  nor the  origination  of the Mortgage Loans
by the  Company,  the sale of the  Mortgage  Loans  to the  Purchaser,  the  consummation  of the  transactions
contemplated  hereby,  or the fulfillment of or compliance with the terms and conditions of this Agreement will
conflict with any of the terms,  conditions or provisions of the Company's or the Company's  charter or by-laws
or  materially  conflict with or result in a material  breach of any of the terms,  conditions or provisions of
any legal  restriction  or any agreement or instrument to which the Company is now a party or by which they are
bound,  or  constitute  a default or result in an  acceleration  under any of the  foregoing,  or result in the
material  violation  of any law,  rule,  regulation,  order,  judgment  or decree to which the  Company  or its
properties are subject, or impair the ability of the Purchaser to realize on the Mortgage Loans.

        (d) There is no litigation,  suit,  proceeding or investigation  pending or to the Company's knowledge,
threatened,  or any order or decree outstanding,  with respect to the Company which, either in any one instance
or in the  aggregate,  is  reasonably  likely to have a  material  adverse  effect on the sale of the  Mortgage
Loans,  the  execution,  delivery,  performance or  enforceability  of this  Agreement,  or which is reasonably
likely to have a material adverse effect on the financial condition of the Company.

        (e) No  consent,  approval,  authorization  or order of any  court or  governmental  agency  or body is
required for the execution,  delivery and  performance by the Company of or compliance by the Company with this
Agreement,  or the sale of the  Mortgage  Loans and  delivery of the  Mortgage  Files to the  Purchaser  or the
consummation  of  the   transactions   contemplated  by  this  Agreement,   except  for  consents,   approvals,
authorizations and orders which have been obtained;

        (f) The  consummation of the  transactions  contemplated by this Agreement is in the ordinary course of
business of the Company,  and the transfer,  assignment  and conveyance of the Mortgage Notes and the Mortgages
by the  Company  pursuant  to this  Agreement  are  not  subject  to bulk  transfer  or any  similar  statutory
provisions in effect in any applicable jurisdiction;

        (g) The origination and servicing  practices used by the Company,  and any prior  originator or Company
with respect to each  Mortgage Note and Mortgage have been legal and in  accordance  with  applicable  laws and
regulations  and the Mortgage Loan Documents,  and in all material  respects proper and prudent in the mortgage
origination and servicing  business.  With respect to escrow deposits and payments that the Company,  on behalf
of the investor,  is entitled to collect,  all such payments are in the possession of, or under the control of,
the Company,  and there exist no deficiencies  in connection  therewith for which  customary  arrangements  for
repayment  thereof have not been made. All escrow  payments have been collected in full  compliance  with state
and federal law and the  provisions of the related  Mortgage  Note and  Mortgage.  As to any Mortgage Loan that
is the subject of an escrow,  escrow of funds is not prohibited by applicable  law and has been  established in
an amount  sufficient to pay for every  escrowed item that remains  unpaid and has been assessed but is not yet
due and  payable.  No escrow  deposits  or other  charges or  payments  due under the  Mortgage  Note have been
capitalized under any Mortgage or the related Mortgage Note;

        (h) The  Company  used no  selection  procedures  that  identified  the  Mortgage  Loans as being  less
desirable or valuable than other comparable mortgage loans in the Company's portfolio at the Cut-off Date;

        (i)    The Company will treat the sale of the Mortgage  Loans to the  Purchaser as a sale for reporting
and accounting purposes and, to the extent appropriate, for federal income tax purposes;

        (j)    Company is an approved  Seller/Servicer  of residential  mortgage loans for FNMA, FHLMC and HUD,
with such  facilities,  procedures and personnel  necessary for the sound servicing of such mortgage loans. The
Company is duly qualified,  licensed,  registered and otherwise authorized under all applicable federal,  state
and local laws, and regulations,  if applicable,  meets the minimum capital  requirements set forth by the OCC,
and is in good standing to sell mortgage  loans to and service  mortgage  loans for FNMA and FHLMC and no event
has occurred which would make Company  unable to comply with  eligibility  requirements  or which would require
notification to either FNMA or FHLMC;

        (k)    The Company  does not believe,  nor does it have any cause or reason to believe,  that it cannot
perform  each and every  covenant  contained  in this  Agreement.  The  Company is solvent  and the sale of the
Mortgage  Loans  will not  cause  the  Company  to  become  insolvent.  The sale of the  Mortgage  Loans is not
undertaken with the intent to hinder, delay or defraud any of the Company's creditors;

        (l)    No statement,  tape,  diskette,  form,  report or other  document  prepared by, or on behalf of,
Company or Company  pursuant to this  Agreement or in connection  with the  transactions  contemplated  hereby,
contains or will contain any statement that is or will be inaccurate or misleading in any material respect;

        (m)    The Company  acknowledges and agrees that the Servicing Fee represents  reasonable  compensation
for  performing  such  services  and that the  entire  Servicing  Fee  shall be  treated  by the  Company,  for
accounting  and tax  purposes,  as  compensation  for the servicing and  administration  of the Mortgage  Loans
pursuant to this Agreement.  In the opinion of Company, the consideration  received by Company upon the sale of
the Mortgage Loans to Purchaser  under this Agreement  constitutes  fair  consideration  for the Mortgage Loans
under current market conditions.

        (n)    The Company has delivered to the Purchaser financial  statements of its parent, for its last two
complete  fiscal years.  All such financial  information  fairly  presents the pertinent  results of operations
and financial  position for the period  identified and has been prepared in accordance with generally  accepted
accounting  principles  consistently applied throughout the periods involved,  except as set forth in the notes
thereto.  There has been no change in the business,  operations,  financial condition,  properties or assets of
the Company since the date of the Company's  financial  information  that would have a material  adverse effect
on its ability to perform its obligations under this Agreement; and

        (o)    Neither the Company nor the Purchaser have dealt with any broker,  investment  banker,  agent or
other  person  that may be  entitled to any  commission  or  compensation  in  connection  with the sale of the
Mortgage Loans.

        Section 3.02  Representations and Warranties as to
                             Individual Mortgage Loans.

        References in this Section to  percentages  of Mortgage  Loans refer in each case to the  percentage of
the  aggregate  principal  balance of the  Mortgage  Loans as of the  Cut-off  Date,  based on the  outstanding
balances of the Mortgage Loans as of the Cut-off Date, and giving effect to scheduled  Monthly  Payments due on
or prior to the Cut-off  Date,  whether or not  received.  References to  percentages  of Mortgaged  Properties
refer,  in each case, to the  percentages  of expected  aggregate  principal  balances of the related  Mortgage
Loans  (determined as described in the preceding  sentence).  The Company hereby  represents and warrant to the
Purchaser, as to each Mortgage Loan, as of the Closing Date as follows:

        (a)    As of the  Closing  Date,  or  such  date  as  specified  in the  Mortgage  Loan  Schedule,  the
information set forth in the Mortgage Loan Schedule is complete, true and correct in all material respects;

        (b)    The  Mortgage  creates  a valid,  subsisting  and  enforceable  first  lien or a first  priority
ownership  interest in an estate in fee simple in real property  securing the related  Mortgage Note subject to
principles of equity,  bankruptcy,  insolvency  and other laws of general  application  affecting the rights of
creditors.

        (c) All  payments  due  prior to the  Cut-off  Date for such  Mortgage  Loan  have  been made as of the
Closing Date,  the Mortgage Loan has not been  dishonored;  there are no material  defaults  under the terms of
the Mortgage  Loan;  the Company has not advanced its own funds,  or induced,  solicited or knowingly  received
any  advance of funds from a party  other than the owner of the  Mortgaged  Property  subject to the  Mortgage,
directly or  indirectly,  for the payment of any amount  required by the Mortgage  Loan;  and there has been no
more than one delinquency  during the preceding  twelve-month  period,  and such  delinquency did not last more
than 30 days;

        (d) There are no defaults by the Company in complying  with the terms of the  Mortgage,  and all taxes,
governmental  assessments,  insurance  premiums,  water,  sewer and municipal  charges,  leasehold  payments or
ground rents which  previously  became due and owing have been paid, or escrow funds have been  established  in
an amount  sufficient to pay for every such escrowed item which remains  unpaid and which has been assessed but
is not yet due and payable;

        (e) The  terms of the  Mortgage  Note and the  Mortgage  have not been  impaired,  waived,  altered  or
modified  in any  respect,  except by  written  instruments  which  have been  recorded  to the extent any such
recordation  is required by law, or,  necessary  to protect the interest of the  Purchaser.  No  instrument  of
waiver,  alteration or  modification  has been  executed,  and no Mortgagor has been  released,  in whole or in
part, from the terms thereof except in connection with an assumption  agreement and which assumption  agreement
is part of the  Mortgage  File and the  terms  of which  are  reflected  in the  Mortgage  Loan  Schedule;  the
substance  of any such  waiver,  alteration  or  modification  has been  approved  by the issuer of any related
Primary Mortgage Insurance Policy and title insurance policy, to the extent required by the related policies;

        (f)  The  Mortgage  Note  and the  Mortgage  are not  subject  to any  right  of  rescission,  set-off,
counterclaim or defense,  including,  without  limitation,  the defense of usury, nor will the operation of any
of the terms of the  Mortgage  Note or the  Mortgage,  or the  exercise  of any right  thereunder,  render  the
Mortgage Note or Mortgage unenforceable,  in whole or in part, or subject to any right of rescission,  set-off,
counterclaim  or  defense,  including  the  defense  of  usury,  and no  such  right  of  rescission,  set-off,
counterclaim  or defense has been asserted with respect  thereto;  and as of the Closing Date the Mortgagor was
not a debtor in any state or federal bankruptcy or insolvency proceeding;

        (g) All buildings or other customarily  insured  improvements  upon the Mortgaged  Property are insured
by an insurer  acceptable under the FNMA or FHLMC Guides,  against loss by fire,  hazards of extended  coverage
and such other hazards as are provided for in the FNMA or FHLMC Guide,  as well as all additional  requirements
set forth in Section 4.10 of this  Agreement.  All such standard  hazard  policies are in full force and effect
and on the date of origination  contained a standard  mortgagee clause naming the Company and its successors in
interest  and assigns as loss payee and such clause is still in effect and all  premiums  due thereon have been
paid. If required by the Flood  Disaster  Protection  Act of 1973, as amended,  the Mortgage Loan is covered by
a flood  insurance  policy  meeting  the  requirements  of the  current  guidelines  of the  Federal  Insurance
Administration  which policy  conforms to FNMA or FHLMC  requirements,  as well as all additional  requirements
set forth in Section  4.10 of this  Agreement.  Such policy was issued by an insurer  acceptable  under FNMA or
FHLMC  guidelines.  The Mortgage  obligates  the  Mortgagor  thereunder  to maintain all such  insurance at the
Mortgagor's cost and expense,  and on the Mortgagor's  failure to do so,  authorizes the holder of the Mortgage
to maintain such  insurance at the  Mortgagor's  cost and expense and to seek  reimbursement  therefor from the
Mortgagor;

        (h) Any and all requirements of any federal, state or local law including,  without limitation,  usury,
truth-in-lending,  real estate settlement procedures,  consumer credit protection,  equal credit opportunity or
disclosure laws applicable to the Mortgage Loan have been complied with in all material  respects;  the Company
maintains,  and shall  maintain,  evidence of such  compliance as required by applicable  law or regulation and
shall make such evidence  available for  inspection at the Company's  office during normal  business hours upon
reasonable advance notice;

        (i) The Mortgage has not been satisfied,  canceled or subordinated,  in whole or in part, or rescinded,
and the Mortgaged  Property has not been  released  from the lien of the Mortgage,  in whole or in part nor has
any instrument  been executed that would effect any such release,  cancellation,  subordination  or rescission.
The Company has not waived the  performance  by the  Mortgagor  of any action,  if the  Mortgagor's  failure to
perform  such action  would cause the Mortgage  Loan to be in default,  nor has the Company  waived any default
resulting from any action or inaction by the Mortgagor;

        (j)    The Mortgage is a valid,  subsisting,  enforceable  and  perfected  first lien on the  Mortgaged
Property,  including all buildings on the Mortgaged Property and all installations and mechanical,  electrical,
plumbing,  heating and air conditioning systems affixed to such buildings,  and all additions,  alterations and
replacements  made at any time with respect to the foregoing  securing the Mortgage Note's  original  principal
balance  subject  to  principles  of equity,  bankruptcy,  insolvency  and other  laws of  general  application
affecting  the rights of  creditors.  The  Mortgage  and the  Mortgage  Note do not contain any evidence of any
security  interest or other  interest  or right  thereto.  Such lien is free and clear of all  adverse  claims,
liens and  encumbrances  having  priority  over the first lien of the Mortgage  subject only to (1) the lien of
non-delinquent  current real property taxes and assessments not yet due and payable, (2) covenants,  conditions
and restrictions,  rights of way,  easements and other matters of the public record as of the date of recording
which are  acceptable to mortgage  lending  institutions  generally and either (A) which are referred to in the
lender's title insurance policy  delivered to the originator or otherwise  considered in the appraisal made for
the  originator of the Mortgage  Loan, or (B) which do not adversely  affect the  residential  use or Appraised
Value  of the  Mortgaged  Property  as set  forth in such  appraisal,  and (3)  other  matters  to  which  like
properties are commonly  subject which do not  individually or in the aggregate  materially  interfere with the
benefits  of  the  security  intended  to be  provided  by  the  Mortgage  or  the  use,  enjoyment,  value  or
marketability  of the related  Mortgaged  Property.  Any security  agreement,  chattel  mortgage or  equivalent
document  related to and  delivered in  connection  with the  Mortgage  Loan  establishes  and creates a valid,
subsisting,  enforceable  and  perfected  first  lien and first  priority  security  interest  on the  property
described therein, and the Company has the full right to sell and assign the same to the Purchaser;

        (k) The Mortgage  Note and the related  Mortgage are original and genuine and each is the legal,  valid
and binding  obligation of the maker thereof,  enforceable in all respects in accordance with its terms subject
to principles of equity,  bankruptcy,  insolvency and other laws of general application affecting the rights of
creditors,  and the Company has taken all action  necessary to transfer  such rights of  enforceability  to the
Purchaser.  All  parties  to the  Mortgage  Note and the  Mortgage  had the legal  capacity  to enter  into the
Mortgage  Loan and to execute  and  deliver the  Mortgage  Note and the  Mortgage.  The  Mortgage  Note and the
Mortgage have been duly and properly executed by such parties.  No fraud, error,  omission,  misrepresentation,
negligence or similar  occurrence  with respect to a Mortgage Loan has taken place on the part of Company,  the
Mortgagor,  or, to the best of Company's knowledge,  on the part of any other party involved in the origination
of the Mortgage  Loan.  Either the borrower or a guarantor  is a natural  person.  The proceeds of the Mortgage
Loan have been fully  disbursed and there is no requirement  for future  advances  thereunder,  and any and all
requirements as to completion of any on-site or off-site  improvements  and as to  disbursements  of any escrow
funds  therefor  have been  complied  with.  All costs,  fees and  expenses  incurred  in making or closing the
Mortgage  Loan and the  recording  of the  Mortgage  were paid or are in the  process  of being  paid,  and the
Mortgagor is not entitled to any refund of any amounts paid or due under the Mortgage Note or Mortgage;

        (l) The Company is the sole owner and holder of the  Mortgage  Loan and the  indebtedness  evidenced by
the Mortgage Note.  Upon the sale of the Mortgage Loan to the  Purchaser,  the Company will retain the Mortgage
File or any part thereof with respect  thereto not  delivered to the Purchaser or the  Purchaser's  designee in
trust only for the purpose of  servicing  and  supervising  the  servicing of the  Mortgage  Loan.  Immediately
prior to the transfer and assignment to the Purchaser,  the Mortgage Loan,  including the Mortgage Note and the
Mortgage,  were not  subject to an  assignment,  sale or pledge to any person  other  than  Purchaser,  and the
Company had good and  marketable  title to and was the sole owner  thereof  and had full right to transfer  and
sell the Mortgage  Loan to the Purchaser  free and clear of any  encumbrance,  equity,  lien,  pledge,  charge,
claim or security  interest and has the full right and authority  subject to no interest or  participation  of,
or  agreement  with,  any other party,  to sell and assign the Mortgage  Loan  pursuant to this  Agreement  and
following  the sale of the Mortgage  Loan,  the  Purchaser  will own such  Mortgage  Loan free and clear of any
encumbrance,  equity,  participation  interest,  lien, pledge,  charge, claim or security interest. The Company
intends to relinquish  all rights to possess,  control and monitor the Mortgage  Loan,  except for the purposes
of servicing the Mortgage  Loan as set forth in this  Agreement.  After the Closing Date,  the Company will not
have any right to modify or alter the  terms of the sale of the  Mortgage  Loan and the  Company  will not have
any  obligation  or right to  repurchase  the Mortgage  Loan or substitute  another  Mortgage  Loan,  except as
provided in this Agreement, or as otherwise agreed to by the Company and the Purchaser;

        (m) Each  Mortgage  Loan is covered  by an ALTA  lender's  title  insurance  policy or other  generally
acceptable form of policy or insurance  acceptable to FNMA or FHLMC (including  adjustable rate  endorsements),
issued by a title insurer  acceptable to FNMA or FHLMC and qualified to do business in the  jurisdiction  where
the  Mortgaged  Property is located,  insuring  (subject to the  exceptions  contained  in (j)(1),  (2) and (3)
above) the Company,  its successors and assigns,  as to the first priority lien of the Mortgage in the original
principal amount of the Mortgage Loan and against any loss by reason of the invalidity or  unenforceability  of
the lien resulting from the provisions of the Mortgage  providing for adjustment in the Mortgage  Interest Rate
and Monthly  Payment.  Where required by state law or regulation,  the Mortgagor has been given the opportunity
to choose the carrier of the required mortgage title insurance.  The Company,  its successors and assigns,  are
the sole  insureds of such lender's  title  insurance  policy,  such title  insurance  policy has been duly and
validly  endorsed to the Purchaser or the  assignment to the Purchaser of the Company's  interest  therein does
not require the consent of or notification  to the insurer and such lender's title insurance  policy is in full
force and effect and will be in full force and effect upon the  consummation of the  transactions  contemplated
by this  Agreement.  No claims have been made under such lender's title insurance  policy,  and no prior holder
of the related Mortgage,  including the Company, has done, by act or omission,  anything which would impair the
coverage of such lender's title insurance policy;

        (n) There is no default,  breach,  violation or event of  acceleration  existing  under the Mortgage or
the related  Mortgage  Note and no event which,  with the passage of time or with notice and the  expiration of
any grace or cure period, would constitute a default, breach,  violation or event permitting acceleration;  and
neither the Company,  nor any prior  mortgagee has waived any default,  breach,  violation or event  permitting
acceleration;

        (o) There are no  mechanics'  or  similar  liens or claims  which  have been  filed for work,  labor or
material  (and no rights are  outstanding  that under law could give rise to such liens)  affecting the related
Mortgaged Property which are or may be liens prior to or equal to the lien of the related Mortgage;

        (p) All  improvements  subject to the Mortgage which were considered in determining the appraised value
of the Mortgaged  Property lie wholly within the  boundaries  and building  restriction  lines of the Mortgaged
Property (and wholly within the project with respect to a condominium  unit) and no  improvements  on adjoining
properties  encroach upon the Mortgaged  Property except those which are insured against by the title insurance
policy referred to in clause (m) above and all  improvements on the property comply with all applicable  zoning
and subdivision laws and ordinances;

        (q) The Mortgage  Loan was  originated  by or for the Company  pursuant to the  Company's  underwriting
guidelines.  The Mortgage Notes and Mortgages are on forms generally  acceptable in the industry.  The Mortgage
Loan bears  interest at an adjustable  rate as set forth in the Mortgage Loan  Schedule,  and Monthly  Payments
under the Mortgage  Note are due and payable on the first day of each month.  The  Mortgage  contains the usual
and  enforceable  provisions of the Company at the time of origination  for the  acceleration of the payment of
the unpaid  principal amount of the Mortgage Loan if the related  Mortgaged  Property is sold without the prior
consent of the mortgagee thereunder;

        (r) The Mortgaged  Property is not subject to any material  damage by waste,  fire,  earthquake,  earth
movement,  windstorm,  tornado,  flood or other  casualty.  At  origination of the Mortgage Loan there was not,
since  origination  of the Mortgage Loan there has been and there  currently is, no proceeding  pending for the
total or partial  condemnation of the Mortgaged  Property.  The Company has not received  notification that any
such proceedings are scheduled to commence at a future date;

        (s) The related  Mortgage  contains  customary and enforceable  provisions such as to render the rights
and  remedies  of the holder  thereof  adequate  for the  realization  against  the  Mortgaged  Property of the
benefits of the security provided  thereby,  including,  (1) in the case of a Mortgage  designated as a deed of
trust,  by  trustee's  sale,  and (2)  otherwise  by  judicial  foreclosure.  There  is no  homestead  or other
exemption  available to the Mortgagor which would interfere with the right to sell the Mortgaged  Property at a
trustee's sale or the right to foreclose the Mortgage;

        (t) If the Mortgage  constitutes a deed of trust, a trustee,  authorized and duly qualified if required
under  applicable law to act as such, has been properly  designated and currently so serves and is named in the
Mortgage,  and no fees or expenses,  except as may be required by local law, are or will become  payable by the
Purchaser  to the trustee  under the deed of trust,  except in  connection  with a trustee's  sale or attempted
sale after default by the Mortgagor;

        (u) The  Mortgage  File  contains an appraisal of the related  Mortgaged  Property  signed prior to the
final approval of the mortgage loan application by a Qualified  Appraiser,  approved by the Company, who had no
interest,  direct or  indirect,  in the  Mortgaged  Property or in any loan made on the security  thereof,  and
whose  compensation  is not affected by the approval or disapproval of the Mortgage Loan, and the appraisal and
appraiser  both  satisfy the  requirements  of FNMA or FHLMC and Title XI of the Federal  Institutions  Reform,
Recovery,  and  Enforcement  Act of 1989 and the regulations  promulgated  thereunder,  all as in effect on the
date the Mortgage  Loan was  originated.  The  appraisal is in a form  acceptable to FNMA or FHLMC and was made
by a Qualified Appraiser;

        (v) All parties which have had any interest in the Mortgage,  whether as mortgagee,  assignee,  pledgee
or  otherwise,  are (or,  during the  period in which they held and  disposed  of such  interest,  were) (A) in
compliance  with any and all applicable  licensing  requirements of the laws of the state wherein the Mortgaged
Property is located,  and (B) (1)  organized  under the laws of such state,  or (2) qualified to do business in
such state,  or (3) federal  savings and loan  associations  or national  banks or a Federal  Home Loan Bank or
savings bank having principal offices in such state, or (4) not doing business in such state;

        (w) The related  Mortgage  Note is not and has not been  secured by any  collateral  except the lien of
the corresponding  Mortgage and the security interest of any applicable  security agreement or chattel mortgage
referred to above and such collateral does not serve as security for any other obligation;

        (x) The Mortgagor has received and has executed,  where applicable,  all disclosure  materials required
by applicable law with respect to the making of such mortgage loans;

        (y) The Mortgage Loan does not contain  "balloon" or  "graduated  payment"  features;  No Mortgage Loan
is subject to a buydown agreement or contains any buydown provision;

        (z) The Mortgagor is not in bankruptcy  and, to the best of the Company's  knowledge,  the Mortgagor is
not  insolvent  and the  Company  has no  knowledge  of any  circumstances  or  condition  with  respect to the
Mortgage,  the Mortgaged  Property,  the Mortgagor or the Mortgagor's  credit standing that could reasonably be
expected to cause  investors  to regard the Mortgage  Loan as an  unacceptable  investment,  cause the Mortgage
Loan to become delinquent, or materially adversely affect the value or marketability of the Mortgage Loan;

        (aa) The  Mortgage  Loans  accrue  interest  at a fixed rate for the first  seven (7) years or ten (10)
years and  thereafter  are one year  adjustable  rate mortgage  loans.  Each Mortgage Loan bears interest based
upon a thirty  (30) day month  and a three  hundred  and sixty  (360) day  year.  The  Mortgage  Loans  have an
original  term to  maturity  of not more than 30 years,  with  interest  payable in arrears on the first day of
each month. As to each Mortgage Loan, on each applicable  Adjustment  Date, the Mortgage  Interest Rate will be
adjusted to equal the sum of the Index,  plus the  applicable  Margin;  provided,  that the  Mortgage  Interest
Rate, on each applicable  Adjustment Date starting with the second  Adjustment  Date, will not increase by more
than the Periodic  Rate Cap. Over the term of each Mortgage  Loan,  the Mortgage  Interest Rate will not exceed
such Mortgage  Loan's  Lifetime  Rate Cap.  Each  Mortgage Note requires a monthly  payment which is sufficient
(a) during the period  prior to the first  adjustment  to the Mortgage  Interest  Rate,  to fully  amortize the
original  principal  balance  over the  original  term  thereof and to pay  interest  at the  related  Mortgage
Interest Rate,  and (b) during the period  following each  Adjustment  Date, to fully amortize the  outstanding
principal  balance as of the first day of such period over the then  remaining  term of such  Mortgage Note and
to pay  interest at the related  Mortgage  Interest  Rate.  The Mortgage  Notes  provide that when the Mortgage
Interest Rate changes on an Adjustment  Date, the then outstanding  principal  balance will be reamortized over
the remaining life of the Mortgage  Loan. No Mortgage Loan contains  terms or provisions  which would result in
negative  amortization.  None of the Mortgage  Loans contain a Conversion  Feature.  None of the Mortgage Loans
are considered  agricultural  loans,  approximately  36% of the Mortgage Loans are 7/1 Adjustable Rate Mortgage
Loans and  approximately  64% of the  Mortgage  Loans  are 10/1  Adjustable  Rate  Mortgage  Loans.  As to each
Mortgage  Loan the maximum  increase or decrease in the Mortgage  Interest  Rate on the first  Adjustment  Date
will be 330 basis points  (3.30%)  above or below the Mortgage  Interest  Rate in effect  during the fixed rate
period.

        (bb) The Mortgage  Rates borne by the Mortgage  Loans as of the Cut-off Date ranged from  approximately
6.875% per annum to  approximately  8.250% per annum and the weighted  average  Mortgage Rate as of the Cut-off
Date was approximately 7.597% per annum;

        (cc) The original  principal  balances of the  Mortgage  Loans  ranged from  approximately  $295,910 to
approximately  $530,000 the maximum  outstanding  principal balance of any Mortgage Loan as of the Cut-off Date
was $529,662 and the average outstanding principal balance was approximately $398,638.

        (dd) As of the  Cut-off  Date,  approximately  71% of the  Mortgage  Loans  were made to  purchase  the
related Mortgaged Properties.   All of the Mortgage Loans are secured by a single family residence.

        (ee) None of the Mortgage Loans had a Loan-to-Value  Ratio greater than 95%.  Approximately  24% of the
Mortgage Loans are insured under Primary Insurance Policies;

        (ff)   All of the Mortgage  Loans,  measured by aggregate  unpaid  Principal  Balance as of the Cut-off
Date, based on  representations  made by the Mortgagor at the time of origination,  the Mortgaged  Property was
to be  occupied as  Mortgagor's  primary  residence.  To the best of the  Company's  knowledge,  the  Mortgaged
Property is lawfully occupied under applicable law; and

        (gg)   In the event the  Mortgage  Loan has an LTV greater  than  80.00%,  the excess of the  principal
balance of the Mortgage  Loan over 75.0% of the  Appraised  Value of the  Mortgaged  Property with respect to a
Refinanced  Mortgage  Loan,  or the  lesser  of the  Appraised  Value or the  purchase  price of the  Mortgaged
Property  with respect to a purchase  money  Mortgage  Loan is and will be insured as to payment  defaults by a
Primary  Mortgage  Insurance  Policy issued by a Qualified  Insurer.  No Mortgage Loan has an LTV over 95%. All
provisions of such Primary  Mortgage  Insurance Policy have been and are being complied with, such policy is in
full force and effect,  and all premiums due  thereunder  have been paid. No Mortgage Loan requires  payment of
such  premiums,  in whole or in part,  by the  Purchaser.  No action,  inaction,  or event has  occurred and no
state of facts exists that has, or will result in the exclusion  from,  denial of, or defense to coverage.  The
Mortgage  Loan  Remittance  Rate for the Mortgage Loan as set forth on the Mortgage Loan Schedule is net of any
such insurance premium;

        (hh)   The assignment of Mortgage is in recordable  form and is acceptable for recording under the laws
of the jurisdiction in which the Mortgaged Property is located;

        (ii)   The  Mortgaged  Property is located in the state  identified  in the Mortgage  Loan Schedule and
consists of a single parcel of real property with a detached  single family  residence  erected  thereon,  or a
townhouse,  or a two-to four-family  dwelling,  or an individual  condominium unit in a condominium project, or
an individual unit in a planned unit development or a de minimis planned unit development,  provided,  however,
that no residence or dwelling is a single  parcel of real property  with a  manufactured  home not affixed to a
permanent  foundation,  or a mobile home. As of the date of origination,  no portion of any Mortgaged  Property
is used for commercial  purposes,  and since the Origination Date, to the best of the Company's  knowledge,  no
portion of any Mortgaged Property is used for commercial purposes;

        (jj)   Principal  payments on the Mortgage Loan  commenced no more than sixty (60) days after the funds
were  disbursed in  connection  with the Mortgage  Loan.  The Mortgage Note is payable on the first day of each
month in monthly  installments of principal and interest,  which  installments are subject to change due to the
adjustments to the Mortgage  Interest Rate on each  Adjustment  Date,  with interest  calculated and payable in
arrears,  sufficient to amortize the Mortgage Loan fully by the stated  maturity date, over an original term of
not more than thirty years from commencement of amortization;

        (kk)   As of the date of origination and to the best of Company's knowledge,  as of the Closing Date of
the Mortgage  Loan, the Mortgage  Property was lawfully  occupied under  applicable  law, and all  inspections,
licenses  and  certificates  required  to be made or  issued  with  respect  to all  occupied  portions  of the
Mortgaged  Property  and,  with  respect to the use and  occupancy  of the same,  including  but not limited to
certificates of occupancy and fire underwriting  certificates,  have been made or obtained from the appropriate
authorities;

        (ll)   If the Mortgaged  Property is a condominium unit or a planned unit development  (other than a de
minimis  planned unit  development),  such  condominium  or planned unit  development  project meets  Company's
eligibility requirements as set forth in Exhibit H;

        (mm)   To the best of Company's knowledge,  there is no pending action or proceeding directly involving
the Mortgaged  Property in which  compliance  with any  environmental  law, rule or regulation is an issue;  to
the best of Company's  knowledge,  there is no violation of any  environmental  law,  rule or  regulation  with
respect to the Mortgaged Property;  and the Company has not received any notice of any environmental  hazard on
the  Mortgaged  Property and nothing  further  remains to be done to satisfy in full all  requirements  of each
such law, rule or regulation constituting a prerequisite to use and enjoyment of said property;

        (nn)   The Mortgagor  has not notified the Company,  and the Company does not have any knowledge of any
relief requested or allowed to the Mortgagor under the Soldiers' and Sailors' Civil Relief Act of 1940;

        (oo) No Mortgage Loan is currently a construction  or  rehabilitation  Mortgage Loan or facilitates the
trade-in or exchange of a Mortgaged Property;

        (pp)   No action  has been  taken or failed to be taken by  Company,  on or prior to the  Closing  Date
which has resulted or will result in an  exclusion  from,  denial of, or defense to coverage  under any Primary
Mortgage  Insurance Policy  (including,  without  limitation,  any exclusions,  denials or defenses which would
limit or  reduce  the  availability  of the  timely  payment  of the full  amount  of the  loss  otherwise  due
thereunder to the insured) whether arising out of actions,  representations,  errors, omissions, negligence, or
fraud of the Company or for any other reason under such coverage;

        (qq)   Each  Mortgage  Loan has been  serviced in all material  respects in  compliance  with  Accepted
Servicing Practices;

        (rr) The Mortgage  Loan was  originated  by a mortgagee  approved by the Secretary of Housing and Urban
Development  pursuant to sections 203 and 211 of the National  Housing Act, a savings and loan  association,  a
savings bank, a commercial bank,  credit union,  insurance  company or similar  institution which is supervised
and examined by a federal or state authority. No Mortgaged Property is a timeshare; and

        (ss) Each Mortgage Note, each Mortgage,  each  Assignment of Mortgage and any other documents  required
pursuant to this  Agreement  to be  delivered  to the  Purchaser  or its  designee,  or its  assignee  for each
Mortgage  Loan,  have been, on or before the Closing Date,  delivered to the Purchaser or its designee,  or its
assignee.


        Section 3.03  Repurchase; Substitution.

        It is understood  and agreed that the  representations  and  warranties  set forth in Sections 3.01 and
3.02  shall  survive  the sale of the  Mortgage  Loans and  delivery  of the  Mortgage  Loan  Documents  to the
Purchaser,  or its designee,  and shall inure to the benefit of the Purchaser,  notwithstanding any restrictive
or qualified  endorsement on any Mortgage Note or Assignment or the  examination,  or lack of  examination,  of
any Mortgage  File.  Upon  discovery by either the Company,  the Company or the Purchaser of a breach of any of
the foregoing  representations  and warranties which materially and adversely affects the value of the Mortgage
Loans or the interest of the  Purchaser  in any Mortgage  Loan,  the party  discovering  such breach shall give
prompt  written  notice to the other.  The  Company  shall have a period of sixty days from the  earlier of its
discovery  or its  receipt  of notice of any such  breach  within  which to correct  or cure such  breach.  The
Company  hereby  covenants  and agrees that if any such breach is not  corrected or cured within such sixty day
period,  the Company shall,  at the  Purchaser's  option and not later than ninety days of its discovery or its
receipt  of  notice of such  breach,  repurchase  such  Mortgage  Loan at the  Repurchase  Price  or,  with the
Purchaser's  prior consent,  at Purchaser's  sole option,  substitute a Mortgage Loan as provided below. In the
event that any such breach shall involve any  representation  or warranty set forth in Section  3.01,  and such
breach is not cured  within  sixty days of the earlier of either  discovery by or notice to the Company of such
breach,  all affected  Mortgage Loans shall,  at the option of the Purchaser,  be repurchased by the Company at
the Repurchase  Price.  Any such repurchase  shall be  accomplished  by wire transfer of immediately  available
funds to Purchaser in the amount of the Repurchase Price.

        If the Company is required to repurchase  any Mortgage Loan pursuant to this Section 3.03,  the Company
may, with the  Purchaser's  prior  consent,  at Purchaser's  sole option,  within one hundred twenty (120) days
from the Closing Date,  remove such  defective  Mortgage Loan from the terms of this  Agreement and  substitute
another  mortgage loan for such  defective  Mortgage  Loan, in lieu of  repurchasing  such  defective  Mortgage
Loan. Any substitute  Mortgage Loan shall be acceptable to Purchaser.  Any  substituted  Loans will comply with
the representations and warranties set forth in this Agreement as of the substituted date

        The Company shall amend the Mortgage Loan  Schedule to reflect the  withdrawal of the removed  Mortgage
Loan  from  this  Agreement  and  the  substitution  of such  substitute  Mortgage  Loan  therefor.  Upon  such
amendment,  the Purchaser  shall review the Mortgage File delivered to it relating to the  substitute  Mortgage
Loan. In the event of such a substitution,  accrued  interest on the substitute  Mortgage Loan for the month in
which the  substitution  occurs and any  Principal  Prepayments  made  thereon  during  such month shall be the
property of the Purchaser and accrued  interest for such month on the Mortgage Loan for which the  substitution
is made and any  Principal  Prepayments  made  thereon  during such month shall be the property of the Company.
The principal payment on a substitute  Mortgage Loan due on the Due Date in the month of substitution  shall be
the property of the Company and the principal  payment on the Mortgage Loan for which the  substitution is made
due on such date shall be the property of the Purchaser.

        It is understood  and agreed that the obligation of the Company set forth in this Section 3.03 to cure,
repurchase or substitute for a defective  Mortgage Loan, and to indemnify  Purchaser  pursuant to Section 8.01,
constitute  the sole  remedies  of the  Purchaser  respecting  a breach of the  foregoing  representations  and
warranties.  If the Company  fails to  repurchase  or  substitute  for a defective  Mortgage Loan in accordance
with this Section 3.03, or fails to cure a defective  Mortgage Loan to Purchaser's  reasonable  satisfaction in
accordance  with this Section 3.03, or to indemnify  Purchaser  pursuant to Section 8.01, that failure shall be
an Event of Default and the Purchaser  shall be entitled to pursue all remedies  available in this Agreement as
a result  thereof.  No provision of this  paragraph  shall affect the rights of the Purchaser to terminate this
Agreement for cause, as set forth in Sections 10.01 and 11.01.

        Any  cause  of  action  against  the  Company  relating  to  or  arising  out  of  the  breach  of  any
representations  and  warranties  made in Sections  3.01 and 3.02 shall accrue as to any Mortgage Loan upon (i)
the earlier of  discovery  of such breach by the Company or notice  thereof by the  Purchaser  to the  Company,
(ii)  failure by the Company to cure such breach or  repurchase  such  Mortgage  Loan as specified  above,  and
(iii) demand upon the Company by the Purchaser for compliance with this Agreement.

        In the event that any Mortgage Loan is held by a REMIC,  notwithstanding any contrary provision of this
Agreement,  with respect to any Mortgage Loan that is not in default or as to which no default is imminent,  no
substitution  pursuant  to  Subsection  3.03  shall be made  after the  applicable  REMIC's  "start up day" (as
defined in Section  860G(a)  (9) of the Code),  unless the  Company  has  obtained an Opinion of Counsel to the
effect that such  substitution  will not (i) result in the imposition of taxes on "prohibited  transactions" of
such REMIC (as defined in Section  860F of the Code) or  otherwise  subject the REMIC to tax, or (ii) cause the
REMIC to fail to qualify as a REMIC at any time.


        Section 3.04         Representations and Warranties of the Purchaser.

Purchaser  represents,  warrants  and  covenants  to Company  that,  as of the Closing  Date or as of such date
specifically provided herein:

       (a)     Purchaser is duly organized,  validly  existing and in good standing under the laws of the jurisdiction
               in which it is organized and is qualified to transact  business in and is in good standing under
               the  laws of  each  state  in  which  the  business  transacted  by it or the  character  of the
               properties owned or leased by it requires such qualification.

       (b)     Purchaser  has the  full  power  an  authority  to  perform,  and to enter  into  and  consummate,  all
               transactions  contemplated  by this  Agreement.  Purchaser  has the full power and  authority to
               purchase and hold each Mortgage Loan.

       (c)     Neither  the  acquisition  of  the  Mortgage  Loans  by  Purchaser  pursuant  to  this  Agreement,  the
               consummation of the transactions  contemplated  hereby, nor the fulfillment of or the compliance
               with the terms and  conditions  of this  Agreement,  will conflict with or result in a breach of
               any of the terms,  conditions or provisions of the Purchaser's charter or by-laws or result in a
               material  breach of any legal  restriction or any material  agreement or instrument to which the
               Purchaser is now a party or by which it is bound, or constitute a material  default or result in
               an  acceleration  under any of the  foregoing,  or result in the  violation of any material law,
               rule, regulation, order, judgment or decree to which Purchaser or its property is subject;

       (d)     There is no action,  suit,  proceeding,  investigation  or  litigation  pending or, to the  Purchaser's
               knowledge,  threatened,  which either in any one  instance or in the  aggregate,  if  determined
               adversely to Purchaser  would  adversely  affect the purchase of the Mortgage Loans by Purchaser
               hereunder, or Purchaser's ability to perform its obligations under this Agreement; and

       (e)     No consent,  approval,  authorization or order of any court or governmental  agency or body is required
               for the  execution,  delivery and  performance  by Purchaser of or compliance by Purchaser  with
               this  Agreement  or  the  consummation  of  the  transactions  contemplated  by  this  Agreement
               (including,  but not limited to, any approval from HUD), or if required, such consent, approval,
               authorization or order has been obtained prior to the related Closing Date.

                                                  ARTICLE IV

                                ADMINISTRATION AND SERVICING OF MORTGAGE LOANS

        Section 4.01  Company to Act as Servicer.

        The Company,  as  independent  contract  Company,  shall service and  administer  the Mortgage Loans in
accordance  with  this  Agreement  and with  Accepted  Servicing  Practices,  and  shall  have  full  power and
authority,  acting alone,  to do or cause to be done any and all things in connection  with such  servicing and
administration  which the  Company  may deem  necessary  or  desirable  and  consistent  with the terms of this
Agreement and with Accepted  Servicing  Practices  and exercise the same care that it  customarily  employs for
its own  account.  Except as set forth in this  Agreement,  the Company  shall  service the  Mortgage  Loans in
strict compliance with the servicing  provisions of the FNMA Guides (special servicing option),  which include,
but are not limited to,  provisions  regarding the  liquidation of Mortgage  Loans,  the collection of Mortgage
Loan payments,  the payment of taxes,  insurance and other charges,  the maintenance of hazard insurance with a
Qualified  Insurer,  the  maintenance of mortgage  impairment  insurance,  the maintenance of fidelity bond and
errors and omissions  insurance,  inspections,  the  restoration  of Mortgaged  Property,  the  maintenance  of
Primary  Mortgage  Insurance  Policies,  insurance  claims,  the title,  management of REO Property,  permitted
withdrawals  with respect to REO Property,  liquidation  reports,  and reports of foreclosures and abandonments
of Mortgaged Property,  the transfer of Mortgaged  Property,  the release of Mortgage Files, annual statements,
and  examination  of  records  and  facilities.  In the event of any  conflict,  inconsistency  or  discrepancy
between any of the  servicing  provisions of this  Agreement and any of the servicing  provisions of the Agency
Guides, the provisions of this Agreement shall control and be binding upon the Purchaser and the Company.

        Consistent  with the terms of this  Agreement,  the Company  may waive,  modify or vary any term of any
Mortgage  Loan or  consent  to the  postponement  of any such term or in any  manner  grant  indulgence  to any
Mortgagor if in the Company's reasonable and prudent determination such waiver,  modification,  postponement or
indulgence  is not  materially  adverse to the  Purchaser,  provided,  however,  that  unless the  Company  has
obtained  the prior  written  consent of the  Purchaser,  the Company  shall not permit any  modification  with
respect to any Mortgage  Loan that would change the Mortgage  Interest  Rate,  forgive the payment of principal
or interest,  reduce or increase the  outstanding  principal  balance (except for actual payments of principal)
or change the final  maturity  date on such  Mortgage  Loan.  In the event of any such  modification  which has
been agreed to in writing by the  Purchaser  and which  permits the deferral of interest or principal  payments
on any Mortgage Loan, the Company shall, on the Business Day  immediately  preceding the Remittance Date in any
month in which any such  principal or interest  payment has been  deferred,  deposit in the  Custodial  Account
from its own funds,  in accordance  with Section 4.04,  the difference  between (a) such month's  principal and
one month's  interest at the Mortgage Loan  Remittance  Rate on the unpaid  principal  balance of such Mortgage
Loan and (b) the amount  paid by the  Mortgagor.  The  Company  shall be  entitled  to  reimbursement  for such
advances  to the same  extent  as for all other  advances  pursuant  to  Section  4.05.  Without  limiting  the
generality of the foregoing,  the Company shall continue,  and is hereby authorized and empowered,  to prepare,
execute  and  deliver,  all  instruments  of  satisfaction  or  cancellation,  or of partial  or full  release,
discharge  and all other  comparable  instruments,  with respect to the Mortgage  Loans and with respect to the
Mortgaged  Properties.  Notwithstanding  anything  herein to the  contrary,  the  Company  may not enter into a
forbearance  agreement or similar  arrangement  with respect to any Mortgage Loan which runs more than 180 days
after the first  delinquent Due Date. Any such  agreement  shall be approved by Purchaser and, if required,  by
the Primary  Mortgage  Insurance  Policy  issuer,  if  required.  In no event  shall  Company be  obligated  to
repurchase a Mortgage Loan due to the exercise of any Conversion Feature.

        In servicing  and  administering  the Mortgage  Loans,  the Company  shall  employ  Accepted  Servicing
Practices,  giving due  consideration  to the  Purchaser's  reliance on the  Company.  Unless a different  time
period is stated in this  Agreement,  Purchaser  shall be deemed to have  given  consent in  connection  with a
particular  matter if Purchaser  does not  affirmatively  grant or deny consent within 5 Business Days from the
date Purchaser receives a second written request for consent for such matter from Company as Company.

        Section 4.02  Collection of Mortgage Loan Payments.

        Continuously  from the date  hereof  until the date each  Mortgage  Loan  ceases to be  subject to this
Agreement,  the Company will proceed  diligently  to collect all payments due under each Mortgage Loan when the
same shall  become due and  payable and shall,  to the extent such  procedures  shall be  consistent  with this
Agreement,  Accepted  Servicing  Practices,  and the terms  and  provisions  of any  related  Primary  Mortgage
Insurance  Policy,  follow such collection  procedures as it follows with respect to mortgage loans  comparable
to the  Mortgage  Loans  and  held  for its own  account.  Further,  the  Company  will  take  special  care in
ascertaining and estimating  annual escrow  payments,  and all other charges that, as provided in the Mortgage,
will become due and payable,  so that the  installments  payable by the  Mortgagors  will be  sufficient to pay
such charges as and when they become due and payable.

        Section 4.03  Realization Upon Defaulted Mortgage

        The Company shall use its best efforts,  consistent  with the procedures  that the Company would use in
servicing  loans for its own account,  consistent  with  Accepted  Servicing  Practices,  any Primary  Mortgage
Insurance  Policies and the best interest of Purchaser,  to foreclose upon or otherwise  comparably convert the
ownership of  properties  securing  such of the  Mortgage  Loans as come into and continue in default and as to
which no  satisfactory  arrangements  can be made for  collection  of delinquent  payments  pursuant to Section
4.01.  Foreclosure  or  comparable  proceedings  shall be  initiated  within  ninety  (90) days of default  for
Mortgaged  Properties  for  which  no  satisfactory  arrangements  can be made  for  collection  of  delinquent
payments.  The Company shall use its best efforts to realize upon  defaulted  Mortgage  Loans in such manner as
will  maximize  the receipt of  principal  and  interest by the  Purchaser,  taking into  account,  among other
things,  the timing of foreclosure  proceedings.  The foregoing is subject to the provisions  that, in any case
in which a Mortgaged  Property shall have suffered damage,  the Company shall not be required to expend its own
funds  toward the  restoration  of such  property  unless it shall  determine in its  discretion  (i) that such
restoration  will increase the proceeds of  liquidation  of the related  Mortgage  Loan to the Purchaser  after
reimbursement  to itself for such  expenses,  and (ii) that such  expenses will be  recoverable  by the Company
through  Insurance  Proceeds or Liquidation  Proceeds from the related Mortgaged  Property,  as contemplated in
Section 4.05.  Company shall obtain prior  approval of Purchaser as to  restoration  expenses in excess of five
thousand  dollars  ($5,000).  The  Company  shall  notify  the  Purchaser  in writing  of the  commencement  of
foreclosure  proceedings  and prior to the acceptance or rejection of any offer of  reinstatement.  The Company
shall be  responsible  for all  costs  and  expenses  incurred  by it in any  such  proceedings  or  functions;
provided,  however,  that it  shall  be  entitled  to  reimbursement  thereof  from the  related  property,  as
contemplated in Section 4.05.

        Notwithstanding  anything to the contrary  contained herein, the Purchaser may, at the Purchaser's sole
option,  terminate  the Company as  servicer  of any  Mortgage  Loan which  becomes  ninety (90 days or greater
delinquent in payment of a scheduled  Monthly  Payment,  without  payment of any  termination  fee with respect
thereto,  provided  that the Company  shall on the date said  termination  takes effect be  reimbursed  for any
unreimbursed  advances of the  Company's  funds made  pursuant to Section 5.03 and any  unreimbursed  Servicing
Advances and Servicing  Fees in each case relating to the Mortgage Loan  underlying  such  delinquent  Mortgage
Loan  notwithstanding  anything  to the  contrary  set  forth  in  Section  4.05.  In  the  event  of any  such
termination,  the  provisions  of Section  11.01  hereof  shall apply to said  termination  and the transfer of
servicing responsibilities with respect to such delinquent Mortgage Loan to the Purchaser or its designee.

        Notwithstanding  anything to the  contrary  contained  herein,  in  connection  with a  foreclosure  or
acceptance of a deed in lieu of  foreclosure,  in the event the Company has reasonable  cause to believe that a
Mortgaged  Property is contaminated by hazardous or toxic substances or wastes,  or if the Purchaser  otherwise
requests an environmental  inspection or review of such Mortgaged Property,  such an inspection or review is to
be conducted by a qualified  inspector at the  Purchaser's  expense.  Upon  completion of the  inspection,  the
Company shall  promptly  provide the Purchaser  with a written report of the  environmental  inspection.  After
reviewing the  environmental  inspection  report,  the Purchaser  shall determine how the Company shall proceed
with respect to the Mortgaged Property.

        In the event that a Mortgage  Loan becomes part of a REMIC,  and becomes REO  Property,  such  property
shall be disposed of by Company,  with the consent of Purchaser as required pursuant to this Agreement,  within
two years after becoming an REO Property,  unless  Company  provides to the trustee under such REMIC an opinion
of counsel to the effect that the holding of such REO Property  subsequent  to two years after its becoming REO
Property,  will not result in the imposition of taxes on "prohibited  transactions"  as defined in Section 860F
of the  Code,  or cause  the  transaction  to fail to  qualify  as a REMIC at any time  that  certificates  are
outstanding.   Company  shall  manage,   conserve,   protect  and  operate  each  such  REO  Property  for  the
certificateholders  solely for the purpose of its prompt  disposition and sale in a manner which does not cause
such property to fail to qualify as "foreclosure  property" within the meaning of Section  860F(a)(2)(E) of the
Code, or any "net income from  foreclosure  property"  which is subject to taxation under the REMIC  provisions
of the Code.  Pursuant to its efforts to sell such  property,  the Company  shall  either  itself or through an
agent  selected by Company,  protect and conserve  such property in the same manner and to such an extent as is
customary  in the  locality  where such  property  is  located.  Additionally,  Company  shall  perform the tax
withholding and reporting related to Sections 1445 and 6050J of the Code.

        Section 4.04  Establishment of Custodial Accounts; Deposits
        in Custodial Accounts.

        The Company shall  segregate and hold all funds  collected and received  pursuant to each Mortgage Loan
separate and apart from any of its own funds and general  assets and shall  establish  and maintain one or more
Custodial  Accounts.  The Custodial  Account  shall be an Eligible  Account.  Funds  deposited in the Custodial
Account  may be drawn on by the  Company in  accordance  with  Section  4.05.  The  creation  of any  Custodial
Account  shall be evidenced by a letter  agreement in the form shown in Exhibit B hereto.  The original of such
letter  agreement  shall be  furnished  to the  Purchaser  on the  Closing  Date,  and upon the  request of any
subsequent Purchaser.

        The Company shall deposit in the Custodial  Account on a daily basis,  and retain therein the following
payments and  collections  received or made by it  subsequent  to the Cut-off  Date, or received by it prior to
the  Cut-off  Date but  allocable  to a period  subsequent  thereto,  other than in respect  of  principal  and
interest on the Mortgage Loans due on or before the Cut-off Date:

        (i)    all payments on account of principal, including Principal Prepayments, on the Mortgage Loans;

        (ii) all  payments  on  account of  interest  on the  Mortgage  Loans  adjusted  to the  Mortgage  Loan
Remittance Rate;

        (iii) all Liquidation Proceeds;

        (iv) any amounts  required to be deposited by the Company in connection with any REO Property  pursuant
to Section 4.13;

        (v) all Insurance  Proceeds  including amounts required to be deposited pursuant to Sections 4.08, 4.10
and 4.11,  other than  proceeds to be held in the Escrow  Account and applied to the  restoration  or repair of
the Mortgaged  Property or released to the  Mortgagor in accordance  with  Accepted  Servicing  Practices,  the
Mortgage Loan Documents or applicable law;

        (vi) all  Condemnation  Proceeds  affecting  any  Mortgaged  Property  which  are not  released  to the
Mortgagor in accordance with the Company's normal servicing procedures, the loan documents or applicable law;

        (vii) any Monthly Advances;

        (viii) Intentionally Omitted;

        (ix) any amounts  required to be deposited by the Company  pursuant to Section 4.10 in connection  with
the deductible  clause in any blanket hazard  insurance  policy,  such deposit shall be made from the Company's
own funds, without reimbursement therefor;

        (x) any amounts  required to be deposited in the Custodial  Account  pursuant to Section 4.01,  4.13 or
6.02.

        The  foregoing  requirements  for  deposit  in the  Custodial  Account  shall  be  exclusive,  it being
understood and agreed that,  without  limiting the generality of the foregoing,  payments in the nature of late
payment  charges and  assumption  fees, to the extent  permitted by Section 6.01,  need not be deposited by the
Company in the  Custodial  Account.  Any  interest  paid on funds  deposited  in the  Custodial  Account by the
depository  institution  shall accrue to the benefit of the Company and the Company shall be entitled to retain
and withdraw such interest from the Custodial Account pursuant to Section 4.05 (iv).

        Section 4.05  Permitted Withdrawals From the Custodial
        Account.

        The Company may, from time to time, withdraw from the Custodial Account for the following purposes:

        (i)    to make payments to the Purchaser in the amounts and in the manner provided for in Section 5.01;

        (ii) to reimburse  itself for Monthly  Advances,  the Company's  right to reimburse  itself pursuant to
this  subclause  (ii) being  limited to amounts  received on the related  Mortgage  Loan which  represent  late
collections  (net of the  related  Servicing  Fees) of  principal  and/or  interest  respecting  which any such
advance was made, it being  understood  that, in the case of such  reimbursement,  the Company's  right thereto
shall be prior to the rights of the  Purchaser,  except  that,  where the Company is required to  repurchase  a
Mortgage Loan,  pursuant to Section 3.03 or Section 3.04, the Company's  right to such  reimbursement  shall be
subsequent  to the payment to the  Purchaser  of the  Repurchase  Price  pursuant to such Section and all other
amounts required to be paid to the Purchaser with respect to such Mortgage Loan;

        (iii) to reimburse  itself for  unreimbursed  Servicing  Advances and any unpaid  Servicing  Fees,  the
Company's  right to reimburse  itself  pursuant to this subclause (iii) with respect to any Mortgage Loan being
limited to related  proceeds  from  Liquidation  Proceeds,  Condemnation  Proceeds  and  Insurance  Proceeds in
accordance  with the relevant  provisions  of the FNMA Guides or as otherwise set forth in this  Agreement,  it
being  understood  that for those Mortgage Loans in foreclosure,  Company shall recover for Servicing  Advances
and Servicing  Fees through the completion of foreclosure  and  disposition of the REO Property;  such recovery
shall be made upon liquidation of the REO Property;

        (iv)   to pay to itself as part of its servicing  compensation  (a) any interest earned on funds in the
Custodial  Account (all such interest to be withdrawn  monthly not later than each  Remittance  Date),  and (b)
the  Servicing  Fee from that  portion of any payment or recovery as to interest  with  respect to a particular
Mortgage Loan;

        (v)    to pay to itself  with  respect to each  Mortgage  Loan that has been  repurchased  pursuant  to
Section  3.03 or Section  3.04 all amounts  received  thereon and not  distributed  as of the date on which the
related repurchase price is determined,

        (vi)   to transfer funds to another Eligible Account in accordance with Section 4.09 hereof;

        (vii)to remove funds inadvertently placed in the Custodial Account by the Company; and

        (vi)   to clear and terminate the Custodial Account upon the termination of this Agreement.


        Section 4.06  Establishment of Escrow Accounts;
                             Deposits in Escrow Accounts.

        The Company shall  segregate and hold all funds  collected and received  pursuant to each Mortgage Loan
which  constitute  Escrow  Payments  separate and apart from any of its own funds and general  assets and shall
establish and maintain one or more Escrow  Accounts.  The Escrow  Account shall be an Eligible  Account.  Funds
deposited in the Escrow  Account may be drawn on by the Company in accordance  with Section 4.07.  The creation
of any Escrow  Account  shall be evidenced  by a letter  agreement in the form shown in Exhibit C. The original
of such letter  agreement  shall be furnished to the  Purchaser  on the Closing  Date,  and upon request to any
subsequent purchaser.

        The Company shall deposit in the Escrow Account or Accounts on a daily basis, and retain therein:

        (i)    all Escrow  Payments  collected on account of the Mortgage  Loans,  for the purpose of effecting
timely payment of any such items as required under the terms of this Agreement;

        (ii)   all Insurance  Proceeds  which are to be applied to the  restoration  or repair of any Mortgaged
Property; and

        (iii)all  Servicing  Advances for Mortgagors  whose Escrow  Payments are  insufficient  to cover escrow
disbursements.

        The  Company  shall make  withdrawals  from the Escrow  Account  only to effect  such  payments  as are
required  under this  Agreement,  and for such other  purposes as shall be as set forth or in  accordance  with
Section  4.07.  The Company  shall be entitled to retain any  interest  paid on funds  deposited  in the Escrow
Account by the depository  institution  other than interest on escrowed funds required by law to be paid to the
Mortgagor  and,  to the extent  required  by law,  the Company  shall pay  interest  on  escrowed  funds to the
Mortgagor  notwithstanding  that the Escrow  Account is  non-interest  bearing or that interest paid thereon is
insufficient for such purposes.

        Section 4.07  Permitted Withdrawals From Escrow Account.

        Withdrawals from the Escrow Account may be made by Company only:

        (i)    to effect timely payments of ground rents,  taxes,  assessments,  water rates,  Primary Mortgage
Insurance  Policy premiums,  if applicable,  fire and hazard insurance  premiums,  condominium  assessments and
comparable items;

        (ii)   to  reimburse  Company  for any  Servicing  Advance  made by Company  with  respect to a related
Mortgage  Loan but only from amounts  received on the related  Mortgage Loan which  represent  late payments or
collections of Escrow Payments thereunder;

        (iii)to refund to the Mortgagor any funds as may be determined to be overages;

        (iv)   for transfer to the Custodial Account in accordance with the terms of this Agreement;

        (v)    for application to restoration or repair of the Mortgaged Property;

        (vi)   to pay to the Company,  or to the Mortgagor to the extent  required by law, any interest paid on
the funds deposited in the Escrow Account;

        (vii) to clear and terminate the Escrow Account on the  termination of this  Agreement.  As part of its
servicing duties,  the Company shall pay to the Mortgagors  interest on funds in Escrow Account,  to the extent
required by law, and to the extent that interest earned on funds in the Escrow Account is  insufficient,  shall
pay such interest from its own funds, without any reimbursement therefor; and

        (viii) to pay to the  Mortgagors  or other parties  Insurance  Proceeds  deposited in  accordance  with
Section 4.06.

        Section 4.08  Payment of Taxes, Insurance and Other
                             Charges; Maintenance of Primary Mortgage
Insurance Policies; Collections Thereunder.

        With respect to each Mortgage Loan, the Company shall maintain  accurate records  reflecting the status
of ground  rents,  taxes,  assessments,  water rates and other  charges which are or may become a lien upon the
Mortgaged  Property  and the status of  primary  mortgage  insurance  premiums  and fire and  hazard  insurance
coverage and shall  obtain,  from time to time,  all bills for the payment of such charges,  including  renewal
premiums and shall effect  payment  thereof prior to the applicable  penalty or termination  date and at a time
appropriate for securing maximum discounts  allowable,  employing for such purpose deposits of the Mortgagor in
the Escrow  Account which shall have been estimated and  accumulated  by the Company in amounts  sufficient for
such  purposes,  as allowed under the terms of the Mortgage or applicable  law. To the extent that the Mortgage
does not provide for Escrow  Payments,  the Company  shall  determine  that any such  payments  are made by the
Mortgagor at the time they first become due. The Company  assumes full  responsibility  for the timely  payment
of all such bills and shall effect timely payments of all such bills  irrespective of the Mortgagor's  faithful
performance  in the payment of same or the making of the Escrow  Payments and shall make  advances from its own
funds to effect such payments.

        The Company will maintain in full force and effect  Primary  Mortgage  Insurance  Policies  issued by a
Qualified  Insurer  with  respect  to each  Mortgage  Loan for which such  coverage  is herein  required.  Such
coverage  will be  terminated  only with the  approval  of  Purchaser,  or as  required  by  applicable  law or
regulation.  The Company will not cancel or refuse to renew any Primary Mortgage  Insurance Policy in effect on
the  Closing  Date that is  required  to be kept in force under this  Agreement  unless a  replacement  Primary
Mortgage  Insurance  Policy for such  canceled or  nonrenewed  policy is obtained  from and  maintained  with a
Qualified  Insurer.  The  Company  shall not take any  action  which  would  result in  non-coverage  under any
applicable  Primary Mortgage  Insurance Policy of any loss which, but for the actions of the Company would have
been covered  thereunder.  In connection  with any assumption or substitution  agreement  entered into or to be
entered  into  pursuant  to Section  6.01,  the Company  shall  promptly  notify the insurer  under the related
Primary Mortgage  Insurance  Policy, if any, of such assumption or substitution of liability in accordance with
the terms of such policy and shall take all actions  which may be  required by such  insurer as a condition  to
the continuation of coverage under the Primary Mortgage  Insurance Policy.  If such Primary Mortgage  Insurance
Policy is terminated as a result of such assumption or  substitution  of liability,  the Company shall obtain a
replacement Primary Mortgage Insurance Policy as provided above.

        In connection with its activities as Company,  the Company agrees to prepare and present,  on behalf of
itself and the  Purchaser,  claims to the  insurer  under any  Private  Mortgage  Insurance  Policy in a timely
fashion in accordance with the terms of such Primary  Mortgage  Insurance  Policy and, in this regard,  to take
such action as shall be necessary to permit recovery under any Primary Mortgage  Insurance Policy  respecting a
defaulted  Mortgage  Loan.  Pursuant to Section  4.04,  any amounts  collected by the Company under any Primary
Mortgage  Insurance  Policy shall be deposited in the  Custodial  Account,  subject to  withdrawal  pursuant to
Section 4.05.

        Section 4.09  Transfer of Accounts.

        The Company may transfer the Custodial  Account or the Escrow Account to a different  Eligible  Account
from  time to time.  Such  transfer  shall be made  only  upon  obtaining  the  prior  written  consent  of the
Purchaser, which consent will not be unreasonably withheld.

        Section 4.10  Maintenance of Hazard Insurance.

        The  Company  shall  cause to be  maintained  for each  Mortgage  Loan fire and hazard  insurance  with
extended  coverage as is acceptable to FNMA or FHLMC and customary in the area where the Mortgaged  Property is
located  in an amount  which is equal to the  lesser of (i) the  maximum  insurable  value of the  improvements
securing  such  Mortgage  Loan or (ii) the greater of (a) the  outstanding  principal  balance of the  Mortgage
Loan,  and (b) an amount such that the proceeds  thereof shall be  sufficient  to prevent the Mortgagor  and/or
the  mortgagee  from  becoming a  co-insurer.  If required by the Flood  Disaster  Protection  Act of 1973,  as
amended,  each Mortgage  Loan shall be covered by a flood  insurance  policy  meeting the  requirements  of the
current  guidelines of the Federal Insurance  Administration in effect with an insurance carrier  acceptable to
FNMA or FHLMC,  in an amount  representing  coverage not less than the least of (i) the  outstanding  principal
balance of the Mortgage  Loan,  (ii) the maximum  insurable  value of the  improvements  securing such Mortgage
Loan or (iii) the maximum amount of insurance  which is available  under the Flood  Disaster  Protection Act of
1973, as amended.  If at any time during the term of the Mortgage  Loan,  the Company  determines in accordance
with  applicable  law and pursuant to the FNMA Guides that a Mortgaged  Property is located in a special  flood
hazard area and is not covered by flood  insurance or is covered in an amount less than the amount  required by
the Flood  Disaster  Protection  Act of 1973, as amended,  the Company shall notify the related  Mortgagor that
the Mortgagor must obtain such flood  insurance  coverage,  and if said Mortgagor  fails to obtain the required
flood insurance  coverage within  forty-five (45) days after such  notification,  the Company shall immediately
force place the required flood  insurance on the  Mortgagor's  behalf.  The Company shall also maintain on each
REO Property,  fire and hazard  insurance  with  extended  coverage in an amount which is at least equal to the
maximum  insurable  value of the  improvements  which are a part of such property,  and, to the extent required
and available  under the Flood  Disaster  Protection Act of 1973, as amended,  flood  insurance in an amount as
provided  above.  Any  amounts  collected  by the  Company  under any such  policies  other than  amounts to be
deposited  in the Escrow  Account and applied to the  restoration  or repair of the  Mortgaged  Property or REO
Property,  or released to the Mortgagor in accordance with Accepted Servicing Practices,  shall be deposited in
the  Custodial  Account,  subject to withdrawal  pursuant to Section 4.05. It is understood  and agreed that no
other  additional  insurance  need be  required  by the  Company of the  Mortgagor  or  maintained  on property
acquired  in respect of the  Mortgage  Loan,  other than  pursuant to this  Agreement,  the FNMA Guides or such
applicable  state or federal laws and  regulations  as shall at any time be in force and as shall  require such
additional  insurance.  All such policies shall be endorsed with standard  mortgagee  clauses with loss payable
to the Company and its  successors  and/or  assigns and shall  provide for at least  thirty days prior  written
notice of any  cancellation,  reduction  in the amount or  material  change in  coverage  to the  Company.  The
Company shall not interfere with the Mortgagor's  freedom of choice in selecting  either his insurance  carrier
or agent,  provided,  however,  that the Company shall not accept any such  insurance  policies from  insurance
companies unless such companies are Qualified Insurers.

        Section 4.11  Maintenance of Mortgage Impairment
                             Insurance Policy.

        In the event  that the  Company  shall  obtain  and  maintain  a blanket  policy  issued by an  insurer
acceptable to FNMA or FHLMC insuring  against hazard losses on all of the Mortgage  Loans,  then, to the extent
such  policy  provides  coverage  in an amount  equal to the  amount  required  pursuant  to  Section  4.10 and
otherwise  complies  with all other  requirements  of Section  4.10,  it shall  conclusively  be deemed to have
satisfied its  obligations  as set forth in Section 4.10, it being  understood  and agreed that such policy may
contain a  deductible  clause,  in which case the  Company  shall,  in the event that there shall not have been
maintained on the related  Mortgaged  Property or REO Property a policy  complying with Section 4.10, and there
shall have been a loss which  would have been  covered by such  policy,  deposit in the  Custodial  Account the
amount not otherwise  payable under the blanket policy because of such  deductible  clause.  In connection with
its activities as Company of the Mortgage  Loans,  the Company agrees to prepare and present,  on behalf of the
Purchaser,  claims  under any such  blanket  policy in a timely  fashion in  accordance  with the terms of such
policy.  Upon request of the  Purchaser,  the Company  shall cause to be delivered to the Purchaser a certified
true copy of such  policy and shall use its best  efforts to obtain a  statement  from the  insurer  thereunder
that such policy shall in no event be  terminated  or materially  modified  without  thirty days' prior written
notice to the Purchaser.

        Section 4.12  Fidelity Bond, Errors and Omissions
                             Insurance.

        The Company shall  maintain,  at its own expense,  a blanket  fidelity bond and an errors and omissions
insurance policy,  with broad coverage with responsible  companies on all officers,  employees or other persons
acting in any capacity with regard to the Mortgage Loan to handle funds,  money,  documents and papers relating
to the Mortgage  Loan. The Fidelity Bond shall be in the form of the Mortgage  Banker's  Blanket Bond and shall
protect and insure the  Company  against  losses,  including  forgery,  theft,  embezzlement  and fraud of such
persons.  The errors and omissions  insurance  shall protect and insure the Company  against losses arising out
of errors and omissions and negligent  acts of such  persons.  Such errors and omissions  insurance  shall also
protect  and insure the Company  against  losses in  connection  with the  failure to  maintain  any  insurance
policies  required  pursuant to this  Agreement  and the release or  satisfaction  of a Mortgage  Loan  without
having  obtained  payment in full of the  indebtedness  secured  thereby.  No  provision  of this  Section 4.12
requiring the Fidelity Bond or errors and omissions  insurance  shall  diminish or relieve the Company from its
duties  and  obligations  as set  forth in this  Agreement.  The  minimum  coverage  under  any  such  bond and
insurance  policy  shall be at least  equal to the  corresponding  amounts  required by FNMA in the FNMA Guide.
The Company shall  deliver to the  Purchaser a certificate  from the surety and the insurer as to the existence
of the Fidelity Bond and errors and  omissions  insurance  policy and shall obtain a statement  from the surety
and the insurer that such  Fidelity  Bond or insurance  policy shall in no event be  terminated  or  materially
modified  without thirty days' prior written  notice to the  Purchaser.  The Company shall notify the Purchaser
within five  business  days of receipt of notice that such  Fidelity  Bond or insurance  policy will be, or has
been,  materially  modified  or  terminated.  The  Purchaser  (or any party  having  the  status  of  Purchaser
hereunder) and any  subsidiary  thereof and their  successors or assigns as their  interests may appear must be
named as loss payees on the Fidelity Bond and as additional  insured on the errors and omissions  policy.  Upon
request by Purchaser,  Company shall provide Purchaser with an insurance certificate  certifying coverage under
this Section 4.12,  and will provide an update to such  certificate  upon request,  or upon renewal or material
modification of coverage.

        Section 4.13  Title, Management and Disposition of REO
        Property.

        In the event that title to the  Mortgaged  Property is acquired  in  foreclosure  or by deed in lieu of
foreclosure,  the deed or certificate  of sale shall be taken in the name of the Purchaser or its designee,  or
in the event the  Purchaser or its designee is not  authorized  or permitted to hold title to real  property in
the state where the REO Property is located,  or would be adversely  affected under the "doing business" or tax
laws of such  state by so holding  title,  the deed or  certificate  of sale shall be taken in the name of such
Person or Persons as shall be  consistent  with an opinion of counsel  obtained by the Company from an attorney
duly  licensed to practice  law in the state where the REO Property is located.  Any Person or Persons  holding
such title other than the Purchaser  shall  acknowledge in writing that such title is being held as nominee for
the benefit of the Purchaser.

        The Company shall notify the Purchaser in accordance  with the FNMA Guides of each  acquisition  of REO
Property  upon such  acquisition,  together  with a copy of the drive by appraisal or brokers  price opinion of
the Mortgaged  Property obtained in connection with such acquisition,  and thereafter assume the responsibility
for  marketing  such REO property in accordance  with Accepted  Servicing  Practices.  Thereafter,  the Company
shall continue to provide  certain  administrative  services to the Purchaser  relating to such REO Property as
set  forth in this  Section  4.13.  The fee for such  administrative  services  shall be $1,500 to be paid upon
liquidation  of the REO  Property.  No Servicing  Fee shall be assessed on any REO Property  from and after the
date on which it becomes an REO Property.

        The Company shall,  either itself or through an agent selected by the Company,  and in accordance  with
the FNMA Guides  manage,  conserve,  protect and operate  each REO Property in the same manner that it manages,
conserves,  protects and operates other  foreclosed  property for its own account,  and in the same manner that
similar  property in the same  locality  as the REO  Property  is  managed.  The  Company  shall cause each REO
Property to be inspected  promptly upon the  acquisition  of title thereto and shall cause each REO Property to
be inspected at least monthly  thereafter  or more  frequently  as required by the  circumstances.  The Company
shall make or cause the Company to be made a written  report of each such  inspection.  Such  reports  shall be
retained  in the  Mortgage  File and copies  thereof  shall be  forwarded  by the Company to the  Purchaser  at
Purchaser's request.

        The Company  shall use its best  efforts to dispose of the REO  Property as soon as possible  and shall
sell such REO  Property in any event  within one year after title has been taken to such REO  Property,  unless
the Company  determines,  and gives an appropriate notice to the Purchaser to such effect, that a longer period
is  necessary  for the  orderly  liquidation  of such REO  Property.  If a longer  period  than one (1) year is
permitted  under the  foregoing  sentence and is necessary to sell any REO  Property,  the Company shall report
monthly to the  Purchaser as to the progress  being made in selling such REO  Property.  No REO Property  shall
be marketed for less than the Appraised  Value,  without the prior consent of Purchaser.  No REO Property shall
be sold for less  than  ninety  five  percent  (95%) of its  Appraised  Value,  without  the prior  consent  of
Purchaser.  All  requests  for  reimbursement  of  Servicing  Advances  shall  be in  accordance  with the FNMA
Guides.  The  disposition  of REO  Property  shall be carried out by the  Company at such price,  and upon such
terms and conditions,  as the Company deems to be in the best interests of the Purchaser  (subject to the above
conditions).  Company  shall provide  monthly  reports to Purchaser in reference to the status of the marketing
of the REO Properties.

        Notwithstanding  anything to the contrary  contained herein, the Purchaser may, at the Purchaser's sole
option,  terminate  the Company as servicer of any such REO Property  without  payment of any  termination  fee
with respect thereto,  provided that the Company shall on the date said termination  takes effect be reimbursed
for any  unreimbursed  advances  of the  Company's  funds made  pursuant to Section  5.03 and any  unreimbursed
Servicing  Advances and Servicing Fees in each case relating to the Mortgage Loan  underlying such REO Property
notwithstanding  anything to the  contrary  set forth in Section  4.05.  In the event of any such  termination,
the  provisions  of Section  11.01  hereof  shall  apply to said  termination  and the  transfer  of  servicing
responsibilities with respect to such REO Property to the Purchaser or its designee.

        Section 4.14  Notification of Maturity Date.

         With respect to each  Mortgage  Loan,  the Company  shall execute and deliver to the Mortgagor any and
all necessary  notices  required under  applicable law and the terms of the related  Mortgage Note and Mortgage
regarding the maturity date if required under applicable law.




                                                   ARTICLE V

                                           PAYMENTS TO THE PURCHASER

        Section 5.01  Distributions.

        On each Remittance Date, the Company shall  distribute by wire transfer of immediately  available funds
to the  Purchaser  (i) all  amounts  credited  to the  Custodial  Account  as of the close of  business  on the
preceding  Determination  Date, net of charges against or withdrawals  from the Custodial  Account  pursuant to
Section 4.05,  plus (ii) all Monthly  Advances,  if any, which the Company is obligated to distribute  pursuant
to Section 5.03,  plus,  (iii) interest at the Mortgage Loan Remittance  Rate on any Principal  Prepayment from
the date of such  Principal  Prepayment  through the end of the month for which  disbursement  is made provided
that the  Company's  obligation  as to payment of such  interest  shall be limited to the  Servicing Fee earned
during the month of the  distribution,  minus (iv) any amounts  attributable to Monthly Payments  collected but
due on a Due Date or Dates subsequent to the preceding  Determination  Date, which amounts shall be remitted on
the Remittance  Date next  succeeding the Due Period for such amounts.  It is understood  that, by operation of
Section 4.04, the remittance on the first Remittance Date is to include  principal  collected after the Cut-off
Date through the preceding  Determination  Date plus interest,  adjusted to the Mortgage Loan  Remittance  Rate
collected  through such  Determination  Date exclusive of any portion thereof  allocable to the period prior to
the Cut-off Date, with the adjustments specified in clauses (ii), (iii) and (iv) above.

        With respect to any remittance  received by the Purchaser after the Remittance  Date, the Company shall
pay to the Purchaser  interest on any such late payment at an annual rate equal to the Prime Rate,  adjusted as
of the date of each change,  plus three  percentage  points,  but in no event  greater than the maximum  amount
permitted by  applicable  law.  Such  interest  shall cover the period  commencing  with the day  following the
Business  Day such  payment  was due and ending  with the  Business  Day on which  such  payment is made to the
Purchaser,  both  inclusive.  The payment by the Company of any such interest  shall not be deemed an extension
of time for payment or a waiver of any Event of Default by the Company.

        Section 5.02  Statements to the Purchaser.

        The Company shall furnish to Purchaser an individual  loan accounting  report,  as of the last Business
Day of each month, in the Company's  assigned loan number order to document  Mortgage Loan payment  activity on
an individual  Mortgage Loan basis.  With respect to each month, the  corresponding  individual loan accounting
report shall be received by the  Purchaser no later than the fifth  Business  Day of the  following  month on a
disk  or tape  or  other  computer-readable  format  in such  format  as may be  mutually  agreed  upon by both
Purchaser  and Company,  and no later than the fifth  Business Day of the following  month in hard copy,  which
report, in hard copy, shall be substantially in the form of Exhibit E, and shall contain the following:

        (i) With  respect  to each  Monthly  Payment,  the amount of such  remittance  allocable  to  principal
(including a separate  breakdown of any Principal  Prepayment,  including the date of such prepayment,  and any
prepayment  penalties or premiums,  along with a detailed  report of interest on principal  prepayment  amounts
remitted in accordance with Section 4.04);

        (ii)  with respect to each Monthly Payment, the amount of such remittance allocable to interest;

        (iii) the amount of  servicing  compensation  received  by the  Company  during the prior  distribution
period;

        (iv)  the aggregate Stated Principal Balance of the Mortgage Loans;

        (v) the  aggregate of any  expenses  reimbursed  to the Company  during the prior  distribution  period
pursuant to Section 4.05;

        (vi) The number and aggregate  outstanding  principal  balances of Mortgage Loans (a) delinquent (1) 30
to 59 days, (2) 60 to 89 days, (3) 90 days or more; (b) as to which  foreclosure  has commenced;  and (c) as to
which REO Property has been acquired; and

        The Company shall also provide a trial balance,  sorted in Purchaser's  assigned loan number order,  in
the form of Exhibit E hereto, with each such Report.

        The Company shall prepare and file any and all information  statements or other filings  required to be
delivered to any governmental  taxing authority or to Purchaser  pursuant to any applicable law with respect to
the  Mortgage  Loans  and the  transactions  contemplated  hereby.  In  addition,  the  Company  shall  provide
Purchaser  with such  information  concerning  the Mortgage  Loans as is necessary for Purchaser to prepare its
federal income tax return as Purchaser may reasonably request from time to time.

        In addition,  not more than 60 days after the end of each calendar  year,  the Company shall furnish to
each Person who was a Purchaser at any time during such  calendar year an annual  statement in accordance  with
the  requirements  of applicable  federal income tax law as to the aggregate of remittances  for the applicable
portion of such year.

        Section 5.03  Monthly Advances by the Company.

        Not later than the close of business on the Business Day preceding  each  Remittance  Date, the Company
shall  deposit  in the  Custodial  Account an amount  equal to all  payments  not  previously  advanced  by the
Company,  whether or not  deferred  pursuant to Section  4.01,  of principal  (due after the Cut-off  Date) and
interest not  allocable  to the period prior to the Cut-off  Date,  adjusted to the  Mortgage  Loan  Remittance
Rate,  which were due on a Mortgage Loan and  delinquent at the close of business on the related  Determination
Date.

        The Company's  obligation to make such Monthly  Advances as to any Mortgage Loan will continue  through
the last  Monthly  Payment due prior to the payment in full of the  Mortgage  Loan,  or through the  Remittance
Date prior to the date on which the Mortgaged  Property  liquidates  (including  Insurance  Proceeds,  proceeds
from the sale of REO Property or  condemnation  awards)  with  respect to the Mortgage  Loan unless the Company
deems such  advance to be  nonrecoverable.  In such  event,  the  Company  shall  deliver to the  Purchaser  an
Officer's  Certificate  of the Company to the effect that an officer of the  Company has  reviewed  the related
Mortgage File and has made the reasonable determination that any additional advances are nonrecoverable.

        Section 5.04  Liquidation Reports.

        Upon the  foreclosure  sale of any  Mortgaged  Property  or the  acquisition  thereof by the  Purchaser
pursuant to a  deed-in-lieu  of  foreclosure,  the Company shall submit to the  Purchaser a liquidation  report
with respect to such Mortgaged  Property in a form mutually  acceptable to Company and  Purchaser.  The Company
shall also  provide  reports  on the status of REO  Property  containing  such  information  as  Purchaser  may
reasonably require.


                                                  ARTICLE VI

                                         GENERAL SERVICING PROCEDURES

        Section 6.01  Assumption Agreements.

        The Company  will, to the extent it has knowledge of any  conveyance or  prospective  conveyance by any
Mortgagor of the Mortgaged  Property  (whether by absolute  conveyance  or by contract of sale,  and whether or
not the Mortgagor  remains or is to remain liable under the Mortgage  Note and/or the  Mortgage),  exercise its
rights to  accelerate  the  maturity  of such  Mortgage  Loan  under  any  "due-on-sale"  clause to the  extent
permitted by law; provided,  however,  that the Company shall not exercise any such rights if prohibited by law
or the terms of the  Mortgage  Note from doing so or if the exercise of such rights would impair or threaten to
impair any recovery under the related Primary  Mortgage  Insurance  Policy,  if any. If the Company  reasonably
believes it is unable  under  applicable  law to enforce  such  "due-on-sale"  clause,  the  Company,  with the
approval of the  Purchaser  (such  approval not to be  unreasonably  withheld),  will enter into an  assumption
agreement  with the person to whom the  Mortgaged  Property  has been  conveyed or is proposed to be  conveyed,
pursuant  to which  such  person  becomes  liable  under the  Mortgage  Note and,  to the extent  permitted  by
applicable  state law, the Mortgagor  remains liable thereon.  Where an assumption is allowed  pursuant to this
Section 6.01, the Company,  with the prior consent of the Purchaser and the primary mortgage  insurer,  if any,
is  authorized  to enter into a  substitution  of  liability  agreement  with the person to whom the  Mortgaged
Property has been conveyed or is proposed to be conveyed  pursuant to which the original  mortgagor is released
from  liability  and such Person is  substituted  as mortgagor  and becomes  liable under the related  Mortgage
Note. Any such  substitution  of liability  agreement  shall be in lieu of an assumption  agreement.  Purchaser
shall be deemed to have consented to any assumption for which  Purchaser was given  notification  and requested
to consent,  but for which neither a consent nor an objection was given by Purchaser  within five Business Days
of such notification.

        In connection  with any such  assumption  or  substitution  of liability,  the Company shall follow the
underwriting  practices and  procedures of the FNMA Guides.  With respect to an assumption or  substitution  of
liability,  the Mortgage  Interest Rate borne by the related  Mortgage Note, the amount of the Monthly  Payment
and the maturity date may not be changed  (except  pursuant to the terms of the Mortgage  Note).  If the credit
of the proposed  transferee does not meet such  underwriting  criteria,  the Company  diligently  shall, to the
extent  permitted by the Mortgage or the Mortgage Note and by applicable  law,  accelerate  the maturity of the
Mortgage  Loan. The Company shall notify the Purchaser  that any such  substitution  of liability or assumption
agreement  has been  completed  by  forwarding  to the  Purchaser  the  original  of any such  substitution  of
liability or assumption  agreement,  which document shall be added to the related  Mortgage File and shall, for
all  purposes,  be  considered  a part of such  Mortgage  File to the same  extent as all other  documents  and
instruments  constituting  a part  thereof.  All fees  collected by the Company for entering into an assumption
or substitution of liability agreement shall belong to the Company.

        Notwithstanding the foregoing paragraphs of this Section or any other provision of this Agreement,  the
Company shall not be deemed to be in default,  breach or any other  violation of its  obligations  hereunder by
reason of any  assumption  of a Mortgage  Loan by operation of law or any  assumption  which the Company may be
restricted by law from  preventing,  for any reason  whatsoever.  For purposes of this Section  6.01,  the term
"assumption"  is deemed to also include a sale of the  Mortgaged  Property  subject to the Mortgage that is not
accompanied by an assumption or substitution of liability agreement.





        Section 6.02  Satisfaction of Mortgages and Release of
        Mortgage Files.

        Upon the payment in full of any Mortgage  Loan,  or the receipt by the Company of a  notification  that
payment in full will be escrowed in a manner customary for such purposes,  the Company will immediately  notify
the  Purchaser  by a  certification,  which  certification  shall  include a  statement  to the effect that all
amounts  received or to be received in  connection  with such payment which are required to be deposited in the
Custodial  Account  pursuant to Section  4.04 have been or will be so  deposited,  of a  Servicing  Officer and
shall request  delivery to it of the portion of the Mortgage File held by the  Purchaser.  The Purchaser  shall
no later than five  Business  Days after  receipt of such  certification  and  request,  release or cause to be
released to the Company,  the related  Mortgage Loan  Documents  and, upon its receipt of such  documents,  the
Company shall promptly  prepare and deliver to the Purchaser the requisite  satisfaction  or release.  No later
than three Business Days following its receipt of such  satisfaction  or release,  the Purchaser shall deliver,
or cause to be delivered,  to the Company the release or satisfaction  properly executed by the owner of record
of the  applicable  mortgage or its duly  appointed  attorney in fact. No expense  incurred in connection  with
any instrument of satisfaction or deed of reconveyance shall be chargeable to the Custodial Account.

        In the event the Company  satisfies or releases a Mortgage  without having obtained  payment in full of
the  indebtedness  secured by the Mortgage or should it otherwise  prejudice  any right the  Purchaser may have
under the mortgage  instruments,  the Company, upon written demand, shall remit within two Business Days to the
Purchaser  the then  outstanding  principal  balance of the  related  Mortgage  Loan by deposit  thereof in the
Custodial  Account.  The Company shall maintain the Fidelity Bond and errors and omissions  insurance  insuring
the Company  against any loss it may sustain  with  respect to any Mortgage  Loan not  satisfied in  accordance
with the procedures set forth herein.

        From time to time and as appropriate  for the servicing or foreclosure of the Mortgage Loan,  including
for the purpose of collection under any Primary Mortgage  Insurance  Policy,  the Purchaser shall, upon request
of the Company and delivery to the  Purchaser of a servicing  receipt  signed by a Servicing  Officer,  release
the portion of the Mortgage File held by the Purchaser to the Company.  Such  servicing  receipt shall obligate
the Company to return the related  Mortgage  documents to the  Purchaser  when the need therefor by the Company
no longer exists,  unless the Mortgage Loan has been  liquidated and the Liquidation  Proceeds  relating to the
Mortgage  Loan have been  deposited in the  Custodial  Account or the Mortgage  File or such  document has been
delivered to an attorney,  or to a public trustee or other public  official as required by law, for purposes of
initiating or pursuing legal action or other  proceedings for the foreclosure of the Mortgaged  Property either
judicially or  non-judicially,  and the Company has  delivered to the  Purchaser a  certificate  of a Servicing
Officer  certifying  as to the name and address of the Person to which such  Mortgage File or such document was
delivered and the purpose or purposes of such delivery.  Upon receipt of a certificate  of a Servicing  Officer
stating that such Mortgage  Loan was  liquidated,  the servicing  receipt shall be released by the Purchaser to
the Company.

        Section 6.03  Servicing Compensation.

        As  compensation  for its  services  hereunder,  the Company  shall be  entitled  to withdraw  from the
Custodial  Account (to the extent of  interest  payments  collected  on the  Mortgage  Loans) or to retain from
interest  payments  collected on the Mortgage Loans, the amounts  provided for as the Company's  Servicing Fee,
subject to payment of  compensating  interest on Principal  Prepayments as capped by the Servicing Fee pursuant
to Section  5.01 (iii).  Additional  servicing  compensation  in the form of  assumption  fees,  as provided in
Section  6.01,  and late  payment  charges  and other  ancillary  fees shall be  retained by the Company to the
extent  not  required  to be  deposited  in the  Custodial  Account.  No  Servicing  Fee  shall be  payable  in
connection  with partial  Monthly  Payments.  The Company shall be required to pay all expenses  incurred by it
in connection  with its servicing  activities  hereunder  and shall not be entitled to  reimbursement  therefor
except as specifically provided for.

        Section 6.04  Annual Statement as to Compliance.

        The Company will deliver to the Purchaser as of September  30th of each year,  beginning  with 2001, an
Officers'  Certificate  stating,  as to each  signatory  thereof,  that (i) a review of the  activities  of the
Company  during the  preceding  fiscal year and of  performance  under this  Agreement has been made under such
officers'  supervision,  and (ii) to the best of such officers'  knowledge,  based on such review,  the Company
has  fulfilled  all of its  obligations  under this  Agreement  throughout  such year,  or, if there has been a
default in the  fulfillment  of any such  obligation,  specifying  each such default known to such officers and
the nature and status of cure  provisions  thereof.  Copies of such statement  shall be provided by the Company
to the Purchaser upon request.

        Section 6.05  Annual Independent Certified Public
                             Accountants' Servicing Report.

        Within one hundred  twenty  (120) days of  Company's  fiscal year end the Company at its expense  shall
cause a firm of  independent  public  accountants  which is a member of the  American  Institute  of  Certified
Public  Accountants  to furnish a statement to the Purchaser to the effect that such firm has examined  certain
documents and records  relating to the Company's  servicing of mortgage  loans of the same type as the Mortgage
Loans pursuant to servicing agreements  substantially  similar to this Agreement,  which agreements may include
this Agreement,  and that, on the basis of such an examination,  conducted  substantially in the uniform single
audit  program  for  mortgage  bankers,  such firm is of the  opinion  that the  Company's  servicing  has been
conducted  in  compliance  with the  agreements  examined  pursuant to this Section  6.05,  except for (i) such
exceptions as such firm shall believe to be  immaterial,  and (ii) such other  exceptions as shall be set forth
in such  statement.  Copies of such statement  shall be provided by the Company to the Purchaser.  In addition,
on an annual basis,  Company shall provided  Purchaser  with copies of its audited  financial  statements  upon
execution by Purchaser of an agreement to keep confidential the contents of such financial statements.

        Section 6.06  Purchaser's Right to Examine Company
        Records.

        The Purchaser shall have the right to examine and audit upon reasonable  notice to the Company,  during
business hours or at such other times as might be reasonable  under  applicable  circumstances,  any and all of
the books,  records,  documentation or other information of the Company,  or held by another for the Company or
on its behalf or  otherwise,  which  relates to the  performance  or  observance  by the  Company of the terms,
covenants or conditions of this Agreement.

        The Company  shall  provide to the Purchaser and any  supervisory  agents or examiners  representing  a
state or federal  governmental  agency having  jurisdiction  over the  Purchaser,  including but not limited to
OTS,  FDIC and other  similar  entities,  access  to any  documentation  regarding  the  Mortgage  Loans in the
possession of the Company which may be required by any  applicable  regulations.  Such access shall be afforded
without charge,  upon reasonable request,  during normal business hours and at the offices of the Company,  and
in accordance with the federal government, FDIC, OTS, or any other similar regulations.

                                                  ARTICLE VII

                                       REPORTS TO BE PREPARED BY COMPANY

        Section 7.01  Company Shall Provide Information as
        Reasonably Required.

        The Company shall furnish to the Purchaser  during the term of this Agreement,  such periodic,  special
or other reports,  information  or  documentation,  whether or not provided for herein,  as shall be necessary,
reasonable or appropriate  in respect to the  Purchaser,  or otherwise in respect to the Mortgage Loans and the
performance  of the  Company  under  this  Agreement,  including  any  reports,  information  or  documentation
reasonably  required to comply with any  regulations  regarding  any  supervisory  agents or  examiners  of the
Purchaser  all such  reports  or  information  to be as  provided  by and in  accordance  with such  applicable
instructions  and  directions  as the  Purchaser may  reasonably  request in relation to this  Agreement or the
performance  of the  Company  under  this  Agreement.  The  Company  agrees to  execute  and  deliver  all such
instruments  and take all such action as the Purchaser,  from time to time, may reasonably  request in order to
effectuate the purpose and to carry out the terms of this Agreement.

        In connection  with  marketing the Mortgage  Loans,  the Purchaser may make  available to a prospective
purchaser  audited  financial  statements of the Company for the most  recently  completed two (2) fiscal years
for which such  statements  are available,  as well as a Consolidated  Statement of Condition at the end of the
last two (2) fiscal  years  covered by any  Consolidated  Statement of  Operations.  If it has not already done
so, the Company shall furnish  promptly to the Purchaser or a prospective  purchaser  copies of the  statements
specified  above;  provided,  however,  that  prior  to  furnishing  such  statements  or  information  to  any
prospective  purchaser,  the  Company may  require  such  prospective  purchaser  to execute a  confidentiality
agreement in a form satisfactory to the Company.

        The  Company  shall  make  reasonably  available  to the  Purchaser  or  any  prospective  Purchaser  a
knowledgeable  financial  or  accounting  officer  for the  purpose of  answering  questions  and to permit any
prospective  purchaser  to inspect  the  Company's  servicing  facilities  for the purpose of  satisfying  such
prospective  purchaser  that the  Company has the  ability to service  the  Mortgage  Loans as provided in this
Agreement.





                                                 ARTICLE VIII

                                                  THE COMPANY

        Section 8.01  Indemnification; Third Party Claims.

        The Company agrees to indemnify the Purchaser and hold it harmless against any and all claims,  losses,
damages,  penalties,  fines,  forfeitures,  legal fees and related costs, judgments,  and any other costs, fees
and  expenses  that the  Purchaser  may sustain in any way related to the failure of the Company to observe and
perform its duties,  obligations,  covenants, and agreements to service the Mortgage Loans in strict compliance
with the terms of this  Agreement.  Each of Company  agrees to  indemnify  the  Purchaser  and hold it harmless
against any and all claims,  losses,  damages,  penalties,  fines,  forfeitures,  legal fees and related costs,
judgments,  and any other costs,  fees and expenses  that the  Purchaser  may sustain in any way related to the
breach of a  representation  or warranty  set forth in  Sections  3.01 or 3.02 of this  Agreement.  The Company
shall  immediately  notify the  Purchaser if a claim is made by a third party  against  Company with respect to
this  Agreement  or the Mortgage  Loans,  assume  (with the consent of the  Purchaser)  the defense of any such
claim and pay all  expenses in  connection  therewith,  including  counsel  fees,  whether or not such claim is
settled  prior to  judgment,  and  promptly  pay,  discharge  and satisfy any  judgment or decree  which may be
entered  against  it or the  Purchaser  in  respect  of such  claim.  The  Company  shall  follow  any  written
instructions  received  from the  Purchaser  in  connection  with such  claim.  The  Purchaser  shall  promptly
reimburse  the Company for all amounts  advanced by them pursuant to the two  preceding  sentences  except when
the claim relates to the failure of the Company to service and  administer  the Mortgages in strict  compliance
with the terms of this  Agreement,  the breach of  representation  or warranty  set forth in  Sections  3.01 or
3.02,  or the gross  negligence,  bad faith or willful  misconduct of Company.  The  provisions of this Section
8.01 shall survive termination of this Agreement.

        Section 8.02  Merger or Consolidation of the Company.

        The Company will keep in full effect its  existence,  rights and  franchises as a federal  savings bank
under federal law except as permitted  herein,  and will obtain and preserve its  qualification  to do business
as a foreign  corporation in each jurisdiction in which such  qualification is or shall be necessary to protect
the validity  and  enforceability  of this  Agreement,  or any of the Mortgage  Loans and to perform its duties
under this Agreement.

        Any Person into which the Company may be merged or consolidated,  or any corporation resulting from any
merger,  conversion or  consolidation  to which the Company shall be a party,  or any Person  succeeding to the
business  of the  Company  whether or not  related to loan  servicing,  shall be the  successor  of the Company
hereunder,  without the  execution  or filing of any paper or any further act on the part of any of the parties
hereto,  anything herein to the contrary  notwithstanding;  provided,  however, that the successor or surviving
Person shall be an institution (i) having a GAAP net worth of not less than  $25,000,000,  (ii) the deposits of
which are insured by the FDIC,  SAIF and/or BIF, or which is a HUD-approved  mortgagee  whose primary  business
is in  origination  and  servicing  of first lien  mortgage  loans,  and (iii) who is a FNMA or FHLMC  approved
Seller/Servicer in good standing.

        Section 8.03  Limitation on Liability of the Company and
        Others.

        Neither the  Company nor any of the  officers,  employees  or agents of the Company  shall be under any
liability to the Purchaser for any action taken or for  refraining  from the taking of any action in good faith
pursuant  to this  Agreement,  or for errors in  judgment  made in good  faith;  provided,  however,  that this
provision   shall  not  protect  the  Company  or  any  such  person   against  any  breach  of  warranties  or
representations  made herein,  or failure to perform its obligations in strict  compliance with any standard of
care set forth in this  Agreement,  or any liability  which would otherwise be imposed by reason of negligence,
bad faith or willful  misconduct,  or any breach of the terms and  conditions  of this  Agreement.  The Company
and any  officer,  employee or agent of the  Company  may rely in good faith on any  document of any kind prima
facie properly executed and submitted by the Purchaser  respecting any matters arising  hereunder.  The Company
shall not be under any  obligation to appear in,  prosecute or defend any legal action which is not  incidental
to its duties to service the Mortgage  Loans in  accordance  with this  Agreement  and which in its  reasonable
opinion may  involve it in any  expenses or  liability;  provided,  however,  that the  Company  may,  with the
consent of the  Purchaser,  undertake  any such action  which it may deem  necessary or desirable in respect to
this Agreement and the rights and duties of the parties hereto.  In such event,  the reasonable  legal expenses
and costs of such action and any liability  resulting  therefrom  shall be expenses,  costs and liabilities for
which the  Purchaser  will be liable,  and the Company  shall be entitled to be  reimbursed  therefor  from the
Purchaser upon written demand.

        Section 8.04  Company Not to Assign or Resign.

        The Company shall not assign this  Agreement or resign from the  obligations  and duties hereby imposed
on it except by mutual  consent of the  Company and the  Purchaser  or upon the  determination  that its duties
hereunder are no longer  permissible  under applicable law and such incapacity  cannot be cured by the Company.
Any such  determination  permitting the  resignation of the Company shall be evidenced by an Opinion of Counsel
to such effect  delivered to the Purchaser  which Opinion of Counsel shall be in form and substance  acceptable
to the  Purchaser.  No such  resignation  shall  become  effective  until a  successor  shall have  assumed the
Company's responsibilities and obligations hereunder in the manner provided in Section 11.01.

        Section 8.05  No Transfer of Servicing.

With  respect  to the  retention  of  the  Company  to  service  the  Mortgage  Loans  hereunder,  the  Company
acknowledges that the Purchaser has acted in reliance upon the Company's  independent  status,  the adequacy of
its servicing facilities,  plan,  personnel,  records and procedures,  its integrity,  reputation and financial
standing  and the  continuance  thereof.  Without in any way  limiting  the  generality  of this  Section,  the
Company  shall not either  assign this  Agreement or the  servicing  hereunder or delegate its rights or duties
hereunder or any portion thereof,  or sell or otherwise  dispose of all or substantially all of its property or
assets,  without the prior  written  approval of the  Purchaser,  which consent shall be granted or withheld in
the Purchaser's sole discretion.

        Without in any way limiting the  generality of this Section 8.05, in the event that the Company  either
shall assign this  Agreement or the servicing  responsibilities  hereunder or delegate its duties  hereunder or
any  portion  thereof  without (i)  satisfying  the  requirements  set forth  herein or (ii) the prior  written
consent of the Purchaser,  then the Purchaser  shall have the right to terminate this Agreement as set forth in
Section  10.02,  without any payment of any penalty or damages  and  without any  liability  whatsoever  to the
Company  (other  than with  respect to accrued  but unpaid  Servicing  Fees and  Servicing  Advances  remaining
unpaid) or any third party.

                                                  ARTICLE IX

                                                    DEFAULT

        Section 9.01  Events of Default.

        In case one or more of the following  Events of Default by the Company  shall occur and be  continuing,
that is to say:

        (i) any failure by the  Company to remit to the  Purchaser  any  payment  required to be made under the
terms of this Agreement which  continues  unremedied for a period of two Business Days after the earlier of the
date upon which  written  notice of such failure,  requiring the same to be remedied,  shall have been given to
the Company by the Purchaser or the date upon which such non-payment is discovered by Company; or

        (ii) failure on the part of the Company  duly to observe or perform in any  material  respect any other
of the  covenants  or  agreements  on the part of the  Company  set  forth in this  Agreement  which  continues
unremedied  for a period of thirty  days  (except  that such  number of days  shall be fifteen in the case of a
failure to pay any premium for any insurance  policy required to be maintained  under this Agreement) after the
date on which written notice of such failure,  requiring the same to be remedied,  shall have been given to the
Company by the Purchaser; or

        (iii) a decree or order of a court or agency  or  supervisory  authority  having  jurisdiction  for the
appointment of a conservator or receiver or liquidator in any  insolvency,  bankruptcy,  readjustment  of debt,
marshalling  of assets and  liabilities  or similar  proceedings,  or for the  winding-up or liquidation of its
affairs,  shall have been  entered  against the  Company and such decree or order shall have  remained in force
undischarged or unstayed for a period of sixty days; or

        (iv) the Company shall  consent to the  appointment  of a conservator  or receiver or liquidator in any
insolvency,  bankruptcy,  readjustment of debt, marshalling of assets and liabilities or similar proceedings of
or relating to the Company or of or relating to all or substantially all of its property; or

        (v) the Company  shall admit in writing its  inability  to pay its debts  generally as they become due,
file a petition to take advantage of any applicable  insolvency or reorganization  statute,  make an assignment
for the benefit of its creditors, or voluntarily suspend payment of its obligations; or

        (vi)  Company  ceases to be approved by both FNMA and FHLMC as a mortgage  loan Company and Company for
more than thirty days; or

        (vii) the  Company  attempts to assign its right to  servicing  compensation  hereunder  or the Company
attempts,  without the consent of the Purchaser,  to sell or otherwise  dispose of all or substantially  all of
its property or assets or to assign this Agreement or the servicing  responsibilities  hereunder or to delegate
its duties hereunder or any portion thereof; or

        (viii) the Company  ceases to be (a) licensed to service first lien  residential  mortgage loans in any
jurisdiction  in which a Mortgaged  Property is located and such  licensing is required,  and (b)  qualified to
transact  business  in any  jurisdiction  where it is  currently  so  qualified,  but only to the  extent  such
non-qualification   materially  and  adversely  affects  the  Company's  ability  to  perform  its  obligations
hereunder; or

        (ix) the  Company  fails to meet the  eligibility  criteria  set forth in the last  sentence of Section
8.02.

        Then,  and in each and every such case,  so long as an Event of Default  shall not have been  remedied,
the Purchaser,  by notice in writing to the Company may, in addition to whatever  rights the Purchaser may have
under  Sections  3.03 and 8.01 and at law or equity or to damages,  including  injunctive  relief and  specific
performance,  terminate all the rights and  obligations  of the Company under this  Agreement and in and to the
Mortgage  Loans and the  proceeds  thereof  without  compensating  the  Company  for the same.  On or after the
receipt by the Company of such written  notice,  all authority  and power of the Company under this  Agreement,
whether  with  respect  to the  Mortgage  Loans or  otherwise,  shall  pass to and be vested  in the  successor
appointed  pursuant to Section  11.01.  Upon written  request from the  Purchaser,  the Company shall  prepare,
execute and deliver,  any and all documents and other  instruments,  place in such  successor's  possession all
Mortgage Files,  and do or accomplish all other acts or things  necessary or appropriate to effect the purposes
of such notice of  termination,  whether to complete the transfer and endorsement or assignment of the Mortgage
Loans and related  documents,  or otherwise,  at the Company's  sole expense.  The Company  agrees to cooperate
with the  Purchaser and such  successor in effecting the  termination  of the  Company's  responsibilities  and
rights hereunder,  including,  without  limitation,  the transfer to such successor for administration by it of
all cash  amounts  which  shall at the time be  credited  by the  Company  to the  Custodial  Account or Escrow
Account or thereafter received with respect to the Mortgage Loans or any REO Property.

        Section 9.02  Waiver of Defaults.

        The Purchaser  may waive only by written  notice any default by the Company in the  performance  of its
obligations  hereunder and its consequences.  Upon any such waiver of a past default,  such default shall cease
to exist,  and any Event of Default  arising  therefrom shall be deemed to have been remedied for every purpose
of this  Agreement.  No such  waiver  shall  extend to any  subsequent  or other  default  or impair  any right
consequent thereon except to the extent expressly so waived in writing.







                                                   ARTICLE X

                                                  TERMINATION

        Section 10.01 Termination.

        The respective  obligations and  responsibilities of the Company shall terminate upon: (i) the later of
the final payment or other  liquidation (or any advance with respect  thereto) of the last Mortgage Loan or the
disposition  of all REO Property and the  remittance of all funds due  hereunder;  or (ii) by mutual consent of
the Company and the Purchaser in writing;  or (iii)  termination  with or without cause under the terms of this
Agreement.

        Section 10.02 Termination Without Cause.

        The Purchaser  may, at its sole option,  terminate any rights the Company may have  hereunder,  without
cause,  upon no less than 90 days  written  notice.  Any such  notice of  termination  shall be in writing  and
delivered  to the Company as provided in Section  11.05 of this  Agreement.  In the event of such  termination,
the  Purchaser  agrees to pay, as  liquidated  damages,  a sum equal to three  percent  (3.0%) of the aggregate
unpaid principal balance of the Mortgage Loans.

                                                  ARTICLE XI

                                           MISCELLANEOUS PROVISIONS

        Section 11.01 Successor to the Company.

        Prior to  termination  of  Company's  responsibilities  and duties  under this  Agreement  pursuant  to
Sections 4.13,  8.04,  9.01, 10.01 (ii) or (iii) or 10.02, the Purchaser shall (i) succeed to and assume all of
the  Company's  responsibilities,  rights,  duties and  obligations  under this  Agreement,  or (ii)  appoint a
successor  having the  characteristics  set forth in Section 8.02 hereof and which shall  succeed to all rights
and assume all of the  responsibilities,  duties and  liabilities of the Company under this Agreement  prior to
the  termination of Company's  responsibilities,  duties and liabilities  under this  Agreement.  In connection
with such  appointment and assumption,  the Purchaser may make such  arrangements  for the compensation of such
successor  out of payments on Mortgage  Loans as the  Purchaser and such  successor  shall agree.  In the event
that the  Company's  duties,  responsibilities  and  liabilities  under  this  Agreement  should be  terminated
pursuant to the aforementioned  Sections,  the Company shall discharge such duties and responsibilities  during
the period from the date it acquires  knowledge of such  termination  until the effective date thereof with the
same degree of diligence and prudence  which it is obligated to exercise under this  Agreement,  and shall take
no action  whatsoever  that might impair or prejudice the rights or financial  condition of its successor.  The
resignation or removal of Company  pursuant to the  aforementioned  Sections shall not become effective until a
successor  shall be  appointed  pursuant  to this  Section  and shall in no event  relieve  the  Company of the
representations  and  warranties  made pursuant to Sections 3.01,  3.02 and 3.03 and the remedies  available to
the Purchaser  thereunder  and under Section 8.01, it being  understood  and agreed that the provisions of such
Sections 3.01, 3.02, 3.03 and 8.01 shall be applicable to the Company  notwithstanding  any such resignation or
termination of the Company, or the termination of this Agreement.

        Any successor  appointed as provided  herein shall execute,  acknowledge and deliver to the Company and
to the Purchaser an instrument  accepting such appointment,  whereupon such successor shall become fully vested
with all the rights,  powers, duties,  responsibilities,  obligations and liabilities of the Company, with like
effect as if originally  named as a party to this  Agreement.  Any termination or resignation of the Company or
this  Agreement  pursuant to Section 4.13,  8.04,  9.01,  10.01,  or 10.02 shall not affect any claims that the
Purchaser may have against the Company arising prior to any such termination or resignation.

        The Company shall promptly  deliver to the successor the funds in the Custodial  Account and the Escrow
Account and the Mortgage  Files and related  documents  and  statements  held by it  hereunder  and the Company
shall account for all funds.  The Company shall execute and deliver such  instruments  and do such other things
all as may  reasonably  be required to more fully and  definitely  vest and confirm in the  successor  all such
rights,  powers,  duties,  responsibilities,  obligations and  liabilities of the Company.  The successor shall
make  arrangements  as it may deem  appropriate  to reimburse the Company for  unrecovered  Servicing  Advances
which the successor  retains  hereunder and which would  otherwise have been recovered by the Company  pursuant
to this Agreement but for the appointment of the successor Company.

        Upon a successor's  acceptance of  appointment  as such, the Company shall notify by mail the Purchaser
of such appointment.

        Section 11.02 Amendment.

        This  Agreement may be amended from time to time by the Company and the Purchaser by written  agreement
signed by the Company and the Purchaser.

        Section 11.03 Recordation of Agreement.

        To the extent  permitted by applicable law, this Agreement is subject to recordation in all appropriate
public offices for real property  records in all the counties or other  comparable  jurisdictions  in which any
of the properties  subject to the Mortgages are situated,  and in any other appropriate public recording office
or  elsewhere,  such  recordation  to be effected by the Company at the  Company's  expense on direction of the
Purchaser  accompanied  by  an  opinion  of  counsel  to  the  effect  that  such  recordation  materially  and
beneficially  affects the interest of the Purchaser or is necessary for the  administration or servicing of the
Mortgage Loans.

        Section 11.04 Governing Law.

        This Agreement  shall be governed by and construed in accordance with the laws of the State of New York
except to the extent  preempted by Federal law. The obligations,  rights and remedies of the parties  hereunder
shall be determined in accordance with such laws.

        Section 11.05 Notices.

        Any demands,  notices or other  communications  permitted or required hereunder shall be in writing and
shall be deemed  conclusively  to have been given if  personally  delivered  at or mailed by  registered  mail,
postage prepaid,  and return receipt requested or certified mail, return receipt  requested,  or transmitted by
telex, telegraph or telecopier and confirmed by a similar mailed writing, as follows:

        (i)    if to the Company:
               Chevy Chase Bank, F.S.B.
               7700 Old Georgetown Road
               Bethesda, MD 20814
               Attention: Michael Drayne
               With copy to:
               Kim Sheftall Humphries Esq.
               Associate General Counsel
               8401 Connecticut Avenue
               Chevy Chase, MD 20815

        (ii) if to the Purchaser:
               EMC Mortgage Corporation
               Mac Arthur Ridge II
               909 Hidden Ridge Drive, Suite 200
               Irvine, Texas 75038
               Attention:  Edward Raice
               with copy to:  General Counsel

or such other  address as may  hereafter  be  furnished  to the other party by like  notice.  Any such  demand,
notice or  communication  hereunder  shall be deemed to have been received on the date delivered to or received
at the premises of the  addressee  (as  evidenced,  in the case of  registered  or certified  mail, by the date
noted on the return receipt).

        Section 11.06 Severability of Provisions.

        Any part, provision,  representation or warranty of this Agreement which is prohibited or which is held
to be void or  unenforceable  shall be  ineffective  to the  extent  of such  prohibition  or  unenforceability
without  invalidating the remaining  provisions  hereof.  Any part,  provision,  representation  or warranty of
this  Agreement  which  is  prohibited  or  unenforceable  or is  held  to be  void  or  unenforceable  in  any
jurisdiction  shall  be  ineffective,  as  to  such  jurisdiction,   to  the  extent  of  such  prohibition  or
unenforceability   without   invalidating  the  remaining  provisions  hereof,  and  any  such  prohibition  or
unenforceability  in any  jurisdiction  as to any Mortgage Loan shall not  invalidate  or render  unenforceable
such  provision in any other  jurisdiction.  To the extent  permitted  by  applicable  law, the parties  hereto
waive any  provision of law which  prohibits or renders void or  unenforceable  any  provision  hereof.  If the
invalidity of any part,  provision,  representation  or warranty of this  Agreement  shall deprive any party of
the economic  benefit intended to be conferred by this Agreement,  the parties shall negotiate,  in good faith,
to develop a structure  the economic  effect of which is nearly as possible the same as the economic  effect of
this Agreement without regard to such invalidity.

        Section 11.07 Exhibits.

        The exhibits to this Agreement are hereby  incorporated and made a part hereof and are an integral part
of this Agreement.

        Section 11.08 General Interpretive Principles.

        For purposes of this Agreement,  except as otherwise expressly provided or unless the context otherwise
requires:

        (i)           the  terms  defined  in  this  Agreement  have  the  meanings  assigned  to  them in this
Agreement and include the plural as well as the  singular,  and the use of any gender herein shall be deemed to
include the other gender;

        (ii)   accounting terms not otherwise  defined herein have the meanings  assigned to them in accordance
with generally accepted accounting principles;

        (iii)  references herein to "Articles", "Sections", Subsections",  "Paragraphs", and other subdivisions
without  reference  to a document are to  designated  Articles,  Sections,  Subsections,  Paragraphs  and other
subdivisions of this Agreement;

        (iv)   a reference  to a  Subsection  without  further  reference  to a Section is a reference  to such
Subsection as contained in the same Section in which the reference  appears,  and this rule shall also apply to
Paragraphs and other subdivisions;

        (v)           the words  "herein",  "hereof ",  "hereunder"  and other words of similar import refer to
this Agreement as a whole and not to any particular provision;

        (vi)   the term "include" or "including" shall mean without limitation by reason of enumeration; and

        (viii) headings of the Articles and Sections in this  Agreement  are for  reference  purposes  only and
shall not be deemed to have any substantive effect.

        Section 11.09 Reproduction of Documents.

        This  Agreement  and all documents  relating  thereto,  including,  without  limitation,  (i) consents,
waivers  and  modifications  which may  hereafter  be  executed,  (ii)  documents  received by any party at the
closing,  and  (iii)  financial  statements,   certificates  and  other  information  previously  or  hereafter
furnished, may be reproduced by any photographic,  photostatic,  microfilm,  micro-card, miniature photographic
or other  similar  process.  The parties  agree that any such  reproduction  shall be admissible in evidence as
the original itself in any judicial or administrative  proceeding,  whether or not the original is in existence
and  whether or not such  reproduction  was made by a party in the  regular  course of  business,  and that any
enlargement, facsimile or further reproduction of such reproduction shall likewise be admissible in evidence.

        Section 11.10 Confidentiality of Information.

        Each party  recognizes  that,  in  connection  with this  Agreement,  it may become privy to non-public
information  regarding  the  financial  condition,  operations  and  prospects of the other  party.  Each party
agrees to keep all  non-public  information  regarding the other party  strictly  confidential,  and to use all
such  information  solely in order to  effectuate  the purpose of the  Agreement,  provided that each party may
provide  confidential  information  to its  employees,  agents  and  affiliates  who  have a need to know  such
information in order to effectuate the  transaction,  provided  further that such  information is identified as
confidential  non-public  information.  In addition,  confidential  information may be provided to a regulatory
authority with  supervisory  power over  Purchaser,  provided such  information  is identified as  confidential
non-public information.




        Section 11.11 Recordation of Assignments of Mortgage.

        To the  extent  permitted  by  applicable  law,  each of the  Assignments  of  Mortgage  is  subject to
recordation  in all  appropriate  public  offices  for  real  property  records  in all the  counties  or other
comparable  jurisdictions  in which  any or all of the  Mortgaged  Properties  are  situated,  and in any other
appropriate  public  recording  office or  elsewhere,  such  recordation  to be effected  at the  [Purchaser's]
expense in the event  recordation  is either  necessary  under  applicable law or requested by the Purchaser at
its sole option.

        Section 11.12 Assignment by Purchaser.

The Purchaser  shall have the right,  without the consent of the Company or the Company hereof,  to assign,  in
whole or in part,  its interest under this  Agreement  with respect to some or all of the Mortgage  Loans,  and
designate  any person to exercise  any rights of the  Purchaser  hereunder,  by  executing  an  Assignment  and
Assumption  Agreement  substantially  in the form of Exhibit D hereto and the assignee or designee shall accede
to the rights and  obligations  hereunder of the  Purchaser  with respect to such Mortgage  Loans.  In no event
shall  Purchaser  sell a partial  interest in any Mortgage Loan without the written  consent of Company,  which
consent shall not be  unreasonably  denied.  All references to the Purchaser in this Agreement  shall be deemed
to include its  assignee or  designee.  However,  in no event shall there be more than three (3) Persons at any
given time having the status of "Purchaser" hereunder.

        Section 11.13 No Partnership.

        Nothing  herein  contained  shall be deemed or construed to create a  co-partnership  or joint  venture
between the parties hereto and the services of the Company shall be rendered as an  independent  contractor and
not as agent for Purchaser.

        Section 11.14 Execution: Successors and Assigns.

        This  Agreement  may be executed in one or more  counterparts  and by the different  parties  hereto on
separate counterparts,  each of which, when so executed,  shall be deemed to be an original; such counterparts,
together,  shall  constitute one and the same  agreement.  Subject to Section 8.04,  this Agreement shall inure
to the  benefit of and be binding  upon the Company  and the  Purchaser  and their  respective  successors  and
assigns.

        Section 11.15 Entire Agreement.

        The Company  acknowledges that no  representations,  agreements or promises were made to the Company by
the Purchaser or any of its employees  other than those  representations,  agreements or promises  specifically
contained herein.  This Agreement sets forth the entire  understanding  between the parties hereto and shall be
binding upon all  successors  of both parties.  In the event of any  inconsistency  between the Purchase  Price
and Terms Letter and this Agreement, this Agreement shall control.

        Section 11.16.  No Solicitation.

        From and after the  Closing  Date,  the  Company  agrees  that it will not take any action or permit or
cause any action to be taken by any of its  agents or  affiliates,  or by any  independent  contractors  on the
Company's  behalf,  to  personally,  by telephone or mail,  solicit the borrower or obligor  under any Mortgage
Loan to refinance the Mortgage Loan, in whole or in part,  without the prior written  consent of the Purchaser.
Notwithstanding  the foregoing,  it is understood and agreed that  promotions  undertaken by the Company or any
affiliate  of the Company  which are directed to the general  public at large,  or segments  thereof,  provided
that no segment shall consist  primarily of the Mortgage Loans,  including,  without  limitation,  mass mailing
based on  commercially  acquired  mailing  lists,  newspaper,  radio and  television  advertisements  shall not
constitute  solicitation  under this  Section  11.16.  This  Section  11.16 shall not be deemed to preclude the
Company or any of its affiliates from soliciting any Mortgagor for any other financial products or services.

        Section 11.17.  Closing.

        The closing for the purchase and sale of the Mortgage  Loans shall take place on the Closing Date.  The
closing  shall be either:  by telephone,  confirmed by letter or wire as the parties shall agree,  or conducted
in person, at such place as the parties shall agree.

        The closing for the Mortgage  Loans to be purchased on the Closing Date shall be subject to each of the
following conditions:

        (a)    at least one (1)  Business  Day prior to the  Closing  Date,  the Company  shall  deliver to the
Purchaser a magnetic  diskette,  or  transmit  by modem,  a listing on a  loan-level  basis of the  information
contained in the Mortgage Loan Schedule;

        (b)    all of the  representations and warranties of the Company and Company under this Agreement shall
be materially  true and correct as of the Closing Date and no event shall have occurred  which,  with notice or
the passage of time, would constitute a material default under this Agreement;

        (c)    the Purchaser shall have received,  or the Purchaser's  attorneys shall have received in escrow,
all documents required pursuant to this Agreement,  an opinion of counsel and an officer's certificate,  all in
such forms as are agreed upon and  acceptable to the  Purchaser,  duly executed by all  signatories  other than
the Purchaser as required pursuant to the terms hereof;

        (d)    the Company shall have  delivered and released to the Purchaser (or its designee) on or prior to
the Closing Date all documents required pursuant to the terms of this Agreement; and

        (e)    all other terms and  conditions of this  Agreement and the Purchase Price and Terms Letter shall
have been materially complied with.

        Subject to the foregoing  conditions,  the  Purchaser  shall pay to the Company on the Closing Date the
Purchase  Price,  plus  accrued  interest  pursuant  to Section  2.02 of this  Agreement,  by wire  transfer of
immediately available funds to the account designated by the Company.

        Section 11.18.Cooperation of Company with a
Reconstitution.

        The Company and the  Purchaser  agree that with  respect to some or all of the  Mortgage  Loans,  on or
after the Closing Date, on one or more dates (each a  "Reconstitution  Date") at the  Purchaser's  sole option,
the Purchaser may effect a sale (each,  a  "Reconstitution")  of some or all of the Mortgage Loans then subject
to this Agreement, without recourse, to:

        (a)     one or more third party  purchasers in one or more in whole loan transfers (each, a "Whole Loan
Transfer"); or

        (b)    one or more trusts or other entities to be formed as part of one or more pass-through  transfers
(each, a "Pass-Through Transfer");

however,  in no event  shall  there be more than  three (3)  persons  at any given  time  having  the status of
"Purchaser" hereunder.

        The Company agrees to execute in connection  with any agreements  between the Purchaser and the Company
in connection  with a Whole Loan Transfer,  a Company's  warranties and servicing  agreement or a participation
and servicing agreement or similar agreement in form and substance  reasonably  acceptable to the parties,  and
in  connection  with a  Pass-Through  Transfer,  a  pooling  and  servicing  agreement  in form  and  substance
reasonably  acceptable to the parties,  (collectively  the agreements  referred to herein are  designated,  the
"Reconstitution  Agreements").  It is understood that any such  Reconstitution  Agreements will not contain any
greater obligations on the part of Company than are contained in this Agreement.

        With respect to each Whole Loan Transfer and each Pass-Through  Transfer entered into by the Purchaser,
the Company  agrees (1) to cooperate  fully with the Purchaser and any  prospective  purchaser  with respect to
all reasonable requests and due diligence  procedures;  (2) to execute,  deliver and perform all Reconstitution
Agreements  required by the  Purchaser;  (3) to restate the  representations  and  warranties set forth in this
Agreement  (provided that with respect to those  representations  and warranties set forth in Section 3.02, the
Company shall only restate those  representations  and  warranties  that relate in any way to the Mortgage Loan
(or any set of facts with respect  thereto) as of  origination  and any  representations  and  warranties  that
relate to the  servicing of such Mortgage  Loan as of the  settlement  or closing date in connection  with such
Reconstitution  (each,  a  "Reconstitution  Date").  In that  connection,  the  Company  shall  provide to such
Company  or issuer,  as the case may be, and any other  participants  in such  Reconstitution:  (i) any and all
information  and  appropriate  verification  of information  which may be reasonably  available to the Company,
whether  through  letters  of its  auditors  and  counsel  or  otherwise,  as the  Purchaser  or any such other
participant  shall  request upon  reasonable  demand;  and (ii) such  additional  representations,  warranties,
covenants,  opinions of counsel,  letters from auditors,  and  certificates of public  officials or officers of
the Company as are  reasonably  agreed upon by the Company  and the  Purchaser  or any such other  participant.
The Purchaser shall be responsible for the costs relating to the delivery of such information.

        All Mortgage Loans not sold or transferred  pursuant to a  Reconstitution  shall remain subject to, and
serviced in  accordance  with the terms of, this  Agreement,  and with  respect  thereto this  Agreement  shall
remain in full force and effect.





        IN WITNESS  WHEREOF,  the Company,  and the  Purchaser  have caused their names to be signed  hereto by
their respective officers thereunto duly authorized as of the day and year first above written.
                                            EMC MORTGAGE CORPORATION
                                                    Purchaser

                                            By:________________________
                                            Name:  Edward Raice
                                            Title: President

                                            CHEVY CHASE BANK, F.S.B.
                                                     Company

                                            By: _______________________
                                            Name:
                                            Title:



                                                   EXHIBIT A
                                           CONTENTS OF MORTGAGE FILE

        With respect to each Mortgage Loan, the Mortgage File shall include each of the following items,  which
shall be  available  for  inspection  by the  Purchaser,  and which  shall be  retained  by the  Company in the
Servicing  File or  delivered  to the  Purchaser  or its  designee  pursuant to  Sections  2.04 and 2.05 of the
Purchase, Warranties and Servicing Agreement.

        1.     The     original      Mortgage      Note      endorsed      "Pay     to     the     order     of
____________________________________________________,  without  recourse,"  and  signed  in  the  name  of  the
Company by an authorized  officer,  with all  intervening  endorsements  showing a complete chain of title from
the originator to the Company,  together with any applicable  riders.  If the Mortgage Loan was acquired by the
Company  in  a  merger,  the  endorsement  must  be  by  "[Company],  successor  by  merger  to  the  [name  of
predecessor]".  If the Mortgage  Loan was acquired or  originated  by the Company  while doing  business  under
another name,  the  endorsement  must be by "[Company]  formerly known as [previous  name]".  In the event that
the original Mortgage Note is lost, a lost note affidavit may be provided.

        2. The original  Mortgage  (together with a standard  adjustable  rate mortgage rider) with evidence of
recording  thereon,  or a copy thereof certified by the public recording office in which such mortgage has been
recorded or, if the original  Mortgage has not been returned from the applicable  public  recording  office,  a
true certified copy, certified by the Company.

        3. The  original or  certified  copy,  certified  by the  Company,  of the Primary  Mortgage  Insurance
Policy, if required.

        4.     The  original  Assignment,  from the  Company  to  _____________________________________,  or in
accordance with Purchaser's  instructions,  which assignment  shall, but for any blanks requested by Purchaser,
be in form and  substance  acceptable  for  recording.  If the Mortgage  Loan was acquired or originated by the
Company while doing  business  under another  name,  the  Assignment  must be by "[Company]  formerly  known as
[previous name]".

        5.     The original policy of title insurance,  including riders and  endorsements  thereto,  or if the
policy has not yet been issued,  a written  commitment or interim binder or preliminary  report of title issued
by the title insurance or escrow company.

        6.     Originals of all recorded intervening  Assignments,  or copies thereof,  certified by the public
recording  office in which such  Assignments  have been  recorded  showing a  complete  chain of title from the
originator  to the Company,  with  evidence of  recording  thereon,  or a copy thereof  certified by the public
recording  office in which such  Assignment  has been  recorded  or, if the  original  Assignment  has not been
returned from the applicable public recording office, a true certified copy, certified by the Company.

        7.     Originals,  or copies thereof  certified by the public  recording office in which such documents
have  been  recorded,  of  each  assumption,  extension,   modification,   written  assurance  or  substitution
agreements,  if  applicable,  or if the original of such  document has not been  returned  from the  applicable
public recording office, a true certified copy, certified by the Company.

        8.     If the Mortgage Note or Mortgage or any other  material  document or instrument  relating to the
Mortgage  Loan has been  signed  by a person  on  behalf of the  Mortgagor,  the  original  or copy of power of
attorney or other  instrument  that  authorized  and empowered  such person to sign bearing  evidence that such
instrument has been recorded,  if so required in the appropriate  jurisdiction  where the Mortgaged Property is
located,  or a copy  thereof  certified  by the  public  recording  office in which  such  instrument  has been
recorded or, if the original  instrument has not been returned from the applicable  public recording  office, a
true certified copy, certified by the Company.

        9.     Mortgage  Loan  closing  statement  (Form HUD-1) and any other  truth-in-lending  or real estate
settlement procedure forms required by law.

        10.  Residential loan application.

        11.    Uniform underwriter and transmittal summary (FNMA Form 1008) or reasonable equivalent.

        12.    Credit report on the mortgagor.

        13.    Business credit report, if applicable.

        14.    Residential appraisal report and attachments thereto.

        15.    The original of any guarantee executed in connection with the Mortgage Note.

        16.    Verification  of employment  and income  except for Mortgage  Loans  originated  under a Limited
Documentation Program, all in accordance with Company's underwriting guidelines.

        17.    Verification  of acceptable  evidence of source and amount of down payment,  in accordance  with
Company's underwriting guidelines.

        18.    Photograph of the Mortgaged Property (may be part of appraisal).

        19.    Survey of the Mortgaged Property, if any.

        20.    Sales contract, if applicable.

        21.    If available,  termite  report,  structural  engineer's  report,  water  portability  and septic
certification.

        22.    Any original security agreement,  chattel mortgage or equivalent executed in connection with the
Mortgage.

        23.    Name affidavit, if applicable.

        Notwithstanding  anything to the contrary  herein,  Company may provide one  certificate for all of the
Mortgage Loans indicating that the documents were delivered for recording.


                                                   EXHIBIT B

                                      CUSTODIAL ACCOUNT LETTER AGREEMENT

                                               ________________

To:     Chevy Chase Bank, F.S.B.
        _____________________
        _____________________

        (the "Depository")

        As   "Company"   under   the   Purchase,    Warranties   and   Servicing   Agreement,   dated   as   of
________________,2001  Whole Loan Series 2001 _____ (the  "Agreement"),  we hereby authorize and request you to
establish an account,  as a Custodial Account pursuant to Section 4.04 of the Agreement,  to be designated as "
Chevy  Chase  Bank,  F.S.B.,  in trust for the  [Purchaser],  Owner of Whole  Loan  Series  2001  ______".  All
deposits in the account  shall be subject to withdrawal  therefrom by order signed by the Company.  This letter
is submitted to you in duplicate.  Please execute and return one original to us.

                                            CHEVY CHASE BANK, F.S.B.


By:____________________________

Name:__________________________

Title:_________________________


        The  undersigned,  as  "Depository",  hereby  certifies  that  the  above  described  account  has been
established under Account Number  _____________ at the office of the depository  indicated above, and agrees to
honor withdrawals on such account as provided above.

                                            CHEVY CHASE BANK, F.S.B.
By:____________________________

Name:__________________________

Title:_________________________


                                                   EXHIBIT C

                                        ESCROW ACCOUNT LETTER AGREEMENT
                                                ______________

To:     Chevy Chase Bank, F.S.B.
        _____________________
        _____________________

        (the "Depository")

        As "Company" under the Purchase Warranties and Servicing Agreement, dated as of ________________,  2001
Whole Loan Series 2001 _____ (the  "Agreement"),  we hereby  authorize and request you to establish an account,
as an Escrow  Account  pursuant  to Section  4.06 of the  Agreement,  to be  designated  as " Chevy Chase Bank,
F.S.B.,  in trust for the  [Purchaser],  Owner of Whole Loan Series 2001 ______,  and various  Mortgagors." All
deposits in the account  shall be subject to withdrawal  therefrom by order signed by the Company.  This letter
is submitted to you in duplicate.  Please execute and return one original to us.

                                    CHEVY CHASE BANK, F.S.B.

                                    By:____________________________
                                    Name:__________________________
                                    Title:_________________________






        The  undersigned,  as  "Depository",  hereby  certifies  that  the  above  described  account  has been
established  under Account Number  __________________  , at the office of the depository  indicated  above, and
agrees to honor withdrawals on such account as provided above.
                                    CHEVY CHASE BANK, F.S.B.


                                    By:______________________________
                                    Name:____________________________
                                    Title:___________________________


                                                   EXHIBIT D

                                       FORM OF ASSIGNMENT AND ASSUMPTION

        THIS  ASSIGNMENT  AND  ASSUMPTION  AGREEMENT,   dated   ___________________,between__________________,a
_____________________corporation("Assignor"),and_____________________,    a   __________________    corporation
("Assignee"):

        For and in  consideration  of the sum of TEN DOLLARS  ($10.00)  and other  valuable  consideration  the
receipt and sufficiency of which hereby are  acknowledged,  and of the mutual covenants herein  contained,  the
parties hereto hereby agree as follows:

        1.     The  Assignor  hereby  grants,  transfers  and assigns to Assignee  all of the right,  title and
interest of Assignor,  as  Purchaser,  in, to and under (a) those  certain  Mortgage  Loans listed on Exhibit A
attached  hereto (the "Mortgage  Loans") and (b) that certain  Purchase,  Warranties  and Servicing  Agreement,
Whole  Loan  Series  2001  ______  (the  "Purchase,   Warranties  and  Servicing   Agreement"),   dated  as  of
___________________,  2001 by and among  _______________________________("Purchaser"),  and Chevy  Chase  Bank,
F.S.B. (the "Company") with respect to the Mortgage Loans.

        The Assignor  specifically  reserves and does not assign to the Assignee  hereunder  any and all right,
title and interest in, to and under and all  obligations  of the  Assignor  with respect to any mortgage  loans
subject to the Purchase,  Warranties  and  Servicing  Agreement  which are not the Mortgage  Loans set forth on
Exhibit A attached hereto and are not the subject of this Assignment and Assumption Agreement.

        2.     The assignor warrants and represents to, and covenants with, the Assignee that:

               a.     The Assignor is the lawful  owner of the  Mortgage  Loans with the full right to transfer
the Mortgage Loans free from any and all claims and encumbrances whatsoever;

               b.     The  Assignor  has  not  received  notice  or,  and has no  knowledge  of,  any  offsets,
counterclaims  or other  defenses  available  to the  Company  with  respect to the  Purchase,  Warranties  and
Servicing Agreement or the Mortgage Loans;

               c.     The Assignor  has not waived or agreed to any waiver  under,  or agreed to any  amendment
or other  modification of, the Purchase,  Warranties and Servicing  Agreement or the Mortgage Loans,  including
without  limitation  the transfer of the servicing  obligations  under the Purchase,  Warranties  and Servicing
Agreement.  The Assignor has no knowledge  of, and has not received  notice of, any waivers under or amendments
or other  modifications  of, or  assignments of rights or obligations  under or defaults  under,  the Purchase,
Warranties and Servicing Agreement, or the Mortgage Loans; and

               d.     Neither the Assignor nor anyone acting on its behalf has offered,  transferred,  pledged,
sold or otherwise  disposed of the Mortgage  Loans,  any  interest in the Mortgage  Loans or any other  similar
security to, or solicited any offer to buy or accept a transfer,  pledge or other  disposition  of the Mortgage
Loans,  any interest in the Mortgage  Loans or any other  similar  security  from,  or otherwise  approached or
negotiated  with  respect to the  Mortgage  Loans,  any  interest in the  Mortgage  Loans or any other  similar
security with, any person in any manner,  or made by general  solicitation  by means of general  advertising or
in any other manner,  or taken any other action which would  constitute a  distribution  of the Mortgage  Loans
under the  Securities  Act of 1933 (the "1933  Act") or which  would  render the  disposition  of the  Mortgage
Loans a violation of Section 5 of the 1933 Act or require registration pursuant thereto.

        3.     The Assignee warrants and represents to, and covenants with, the Assignor and the Company that:

               a.     The Assignee is a  corporation  duly  organized,  validly  existing and in good  standing
under the laws of the jurisdiction of its  incorporation,  and has all requisite  corporate power and authority
to acquire, own and purchase the Mortgage Loans;

               b.     The  Assignee has full  corporate  power and  authority  to execute,  deliver and perform
under this  Assignment  and Assumption  Agreement,  and to consummate the  transactions  set forth herein.  The
execution,  delivery and  performance  of the Assignee of this  Assignment and  Assumption  Agreement,  and the
consummation  by it of the  transactions  contemplated  hereby,  have been  duly  authorized  by all  necessary
corporate  action of the  Assignee.  This  Assignment  and  Assumption  Agreement  has been duly  executed  and
delivered  by the  Assignee  and  constitutes  the  valid  and  legally  binding  obligation  of  the  Assignee
enforceable against the Assignee in accordance with its respective terms;

               c.     To  the  best  of  Assignee's  knowledge,  no  material  consent,   approval,   order  or
authorization  of, or  declaration,  filing or  registration  with, any  governmental  entity is required to be
obtained or made by the Assignee in connection  with the execution,  delivery or performance by the Assignee of
this Assignment and Assumption Agreement, or the consummation by it of the transactions contemplated hereby;

               d.     The  Assignee  agrees to be bound,  as  Purchaser,  by all of the  terms,  covenants  and
conditions of the Purchase,  Warranties and Servicing  Agreement and the Mortgage Loans, and from and after the
date  hereof,  the  Assignee  assumes  for the  benefit  of each of the  Company  and the  Assignor  all of the
Assignor's obligations as Purchaser thereunder, with respect to the Mortgage Loans;

               e.     The Assignee  understands  that the  Mortgage  Loans have not been  registered  under the
1933 Act or the securities laws of any state;

               f. The  purchase  price  being  paid by the  Assignee  for the  Mortgage  Loans is in  excess of
$250,000 and will be paid by cash remittance of the full purchase price within sixty (60) days of the sale;

               g.     The Assignee is  acquiring  the Mortgage  Loans for  investment  for its own account only
and not for any other person;

               h.     The  Assignee  considers  itself  a  substantial,  sophisticated  institutional  investor
having such  knowledge and financial and business  matters that it is capable of evaluating  the merits and the
risks of investment in the Mortgage Loans;

               i.     The Assignee has been  furnished with all  information  regarding the Mortgage Loans that
it has requested from the Assignor or the Company;

               j.     Neither the Assignee nor anyone acting on its behalf has offered,  transferred,  pledged,
sold or  otherwise  disposed of the Mortgage  Loans,  an interest in the  Mortgage  Loans or any other  similar
security to, or solicited any offer to buy or accept a transfer,  pledge or other  disposition  of the Mortgage
Loans,  any interest in the Mortgage  Loans or any other  similar  security  from,  or otherwise  approached or
negotiated  with  respect to the  Mortgage  Loans,  any  interest in the  Mortgage  Loans or any other  similar
security with, any person in any manner,  or made any general  solicitation by means of general  advertising or
in any other manner,  or taken any other action which would  constitute a  distribution  of the Mortgage  Loans
under the 1933 Act or which would  render the  disposition  of the  Mortgage  Loans a violation of Section 5 of
the 1933 Act or require  registration  pursuant  thereto,  nor will it act,  nor has it  authorized  or will it
authorize any person to act, in such manner with respect to the Mortgage Loans; and

               k. Either:  (1) the  Assignee is not an employee  benefit  plan  ("Plan")  within the meaning of
section 3(3) of the Employee  Retirement  Income  Security  Act of 1974,  as amended  ("ERISA") or a plan (also
"Plan")  within the meaning of section  4975(e)(1)  of the  Internal  Revenue  Code of 1986  ("Code"),  and the
Assignee is not directly or indirectly  purchasing the Mortgage Loans on behalf of,  investment  manager of, as
named  fiduciary of, as Trustee of, or with assets of, a Plan; or (2) the  Assignee's  purchase of the Mortgage
Loans will not result in a prohibited transaction under section 406 of ERISA or section 4975 of the Code.

        Distributions    shall   be   made   by   wire   transfer   of   immediately    available    funds   to
_____________________________
for the account of _________________________________________
account  number  ___________________________________________________.  Applicable  statements  should be mailed
to ____________________
_____________________________________________________________.





The Assignor's address for purposes for all notices and  correspondence  related to the Mortgage Loans and this
Agreement is:

                             ________________________________________
                             ________________________________________

                             Attention: ______________________________


        IN WITNESS  WHEREOF,  the parties have caused this  Assignment  and  Assumption to be executed by their
duly authorized officers as of the date first above written.

_____________________________               _________________________
Assignor                                           Assignee

By:______________________                   By:___________________________
Its:_____________________                   Its:__________________________

Taxpayer Identification                     Taxpayer Identification
Number:__________________                   Number:_______________________



Acknowledged:

Chevy Chase Bank, F.S.B.

By:___________________________
Its:__________________________


                                                   EXHIBIT E

                                             FORM OF TRIAL BALANCE


                                                   EXHIBIT F

                                            MORTGAGE LOAN SCHEDULE


                                                   EXHIBIT G

                                 REQUEST FOR RELEASE OF DOCUMENTS AND RECEIPT

RE:     Mortgage Loan #___________________________________
BORROWER:__________________________________________________
PROPERTY: __________________________________________________


Pursuant to a Purchase,  Warranties and Servicing Agreement (the "Agreement")  between the Company, the Company
and the Purchaser,  the  undersigned  hereby  certifies that he or she is an officer of the Company  requesting
release of the documents for the reason specified below.  The undersigned further certifies that:

(Check one of the items below)

_____          On _________________, the above captioned mortgage loan          was  paid in  full or that  the
Company has been notified           that payment in full has been or will be escrowed.  The          Company
hereby certifies that all amounts with respect            to this loan which are required under the Agreement
have been or will be deposited in the Custodial Account          as required.

_____          The above captioned loan is being repurchased pursuant                  to  the   terms  of  the
Agreement.  The Company hereby                     certifies that the repurchase price has been credited
to the Custodial Account as required under the                          Agreement.

_____          The above captioned loan is being placed in foreclosure          and the original  documents are
required to proceed with            the foreclosure action.  The Company hereby certifies
that the documents will be returned to the Purchaser in          the event of reinstatement.

_____          Other (explain)

_______________________________________________________
_______________________________________________________

All capitalized terms used herein and not defined shall have the meanings assigned to them in the Agreement.

        Based on this  certification and the indemnities  provided for in the Agreement,  please release to the
Company all original mortgage documents in your possession relating to this loan.

Dated:_________________

By:________________________________
     Signature
    ___________________________________
        Title

Send documents to:    _____________________________________________
_____________________________________________
_____________________________________________

Acknowledgement:

        Purchaser hereby  acknowledges that all original documents  previously  released on the above captioned
mortgage loan have  been returned and received by the Purchaser.


Dated:________________

By:________________________________
     Signature

    _______________________________
     Title




                                             AMENDMENT NUMBER TWO
                                                    to the

                                 PURCHASE, WARRANTIES AND SERVICING AGREEMENT

                                         Dated as of January 31, 2006

                                                    between

                                           EMC MORTGAGE CORPORATION,
                                                 as Purchaser

                                                      and

                                           CHEVY CHASE BANK, F.S.B,
                                                  as Company

        This AMENDMENT NUMBER TWO (this  "Amendment") is made and entered into this 31st day of January,  2006,
by and between EMC Mortgage  Corporation,  a Delaware  corporation,  as purchaser (the  "Purchaser")  and Chevy
Chase Bank,  F.S.B.,  as company (the  "Company") in connection  with the  Purchase,  Warranties  and Servicing
Agreement,  dated as of July 1, 2001, between the above mentioned parties (the "Agreement").  This Amendment is
made pursuant to Section 11.02 of the Agreement.

                                                   RECITALS

        WHEREAS,      the parties hereto have entered into the Agreement;

        WHEREAS, the Agreement provides that the parties thereto may enter into an amendment to the Agreement;

        WHEREAS, the parties hereto desire to amend the Agreement as set forth in this Amendment; and

        NOW,  THEREFORE,  in consideration of the premises and for other good and valuable  consideration,  the
receipt and sufficiency of which is hereby acknowledged, the parties hereto agree as follows:

        1.     Capitalized  terms used herein and not defined  herein shall have the meanings  assigned to such
terms in the Agreement or Regulation AB as applicable.

        2.     Article I of the  Agreement  is hereby  amended  effective  as of the date  hereof by adding the
following definitions to Section 1.01:

        Commission or SEC:  The Securities and Exchange Commission.

        Depositor:  The depositor, as such term is defined in Regulation AB, with respect to any Securitization
Transaction and as identified in writing to the Company as the depositor for such Securitization Transaction.

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

        Master  Servicer:  With  respect to any  Securitization  Transaction,  the "master  servicer,"  if any,
identified  in the related  transaction  documents and as identified in writing to the Company as the depositor
for such Securitization Transaction.

        Nonrecoverable  Advance:  Any portion of a Monthly  Advance or  Servicing  Advance  previously  made or
proposed  to be made by the  Company  pursuant  to this  Agreement,  that,  in the good faith  judgment  of the
Company,  will not or, in the case of a proposed advance,  would not, be ultimately  recoverable by it from the
related Mortgagor or the related Liquidation Proceeds,  Insurance Proceeds,  Condemnation Proceeds or otherwise
with respect to the related Mortgage Loan.

        Originator:  A bank,  savings  and loan,  or  mortgage  banker  that  creates a  mortgage  secured by a
borrower's residential real property and sells such mortgage in the secondary market.

        Pass-Through  Transfer: Any transaction involving either (1) a sale or other transfer of some or all of
the Mortgage  Loans  directly or  indirectly to an issuing  entity in  connection  with an issuance of publicly
offered or  privately  placed,  rated or unrated  mortgage-backed  securities  or (2) an  issuance  of publicly
offered or privately placed,  rated or unrated  securities,  the payments on which are determined  primarily by
reference to one or more portfolios of residential  mortgage loans consisting,  in whole or in part, of some or
all of the Mortgage Loans.

        Prepayment Charge: Any prepayment premium,  penalty or charge payable by a Mortgagor in connection with
any Principal Prepayment on a Mortgage Loan pursuant to the terms of the related Mortgage Note.

        Qualified Correspondent:  Any Person from which the Company purchased Mortgage Loans, provided that the
following  conditions are satisfied:  (i) such Mortgage Loans were originated  pursuant to an agreement between
the Company and such Person that  contemplated  that such Person would  underwrite  mortgage loans from time to
time,  for  sale  to the  Company,  in  accordance  with  underwriting  guidelines  designated  by the  Company
("Designated Guidelines") or guidelines that do not vary materially from such Designated Guidelines;  (ii) such
Mortgage  Loans were in fact  underwritten  as described  in clause (i) above and were  acquired by the Company
within 180 days after origination;  (iii) either (x) the Designated  Guidelines were, at the time such Mortgage
Loans were  originated,  used by the Company in  origination of mortgage loans of the same type as the Mortgage
Loans for the  Company's own account or (y) the  Designated  Guidelines  were, at the time such Mortgage  Loans
were underwritten,  designated by the Company on a consistent basis for use by lenders in originating  mortgage
loans to be purchased by the  Company;  and (iv) the Company  employed,  at the time such  Mortgage  Loans were
acquired by the Company,  pre-purchase or post-purchase quality assurance procedures (which may involve,  among
other  things,  review of a sample of  mortgage  loans  purchased  during a  particular  time period or through
particular  channels)  designed to ensure that Persons from which it purchased  mortgage loans properly applied
the underwriting  criteria designated by the Company.  For the avoidance of doubt, a "Qualified  Correspondent"
includes a "table broker" or mortgage lender that originates  loans  underwritten  and funded by the Company or
an Affiliate of the Company.

        Reconstitution Agreement:  Any servicing agreement relating to a Reconstitution.

        Regulation   AB:   Subpart   229.1100  -  Asset   Backed   Securities   (Regulation   AB),   17  C.F.R.
§§229.1100-229.1123,  as amended from time to time, and subject to such  clarification  and  interpretation  as
have been provided by the Commission in the adopting release (Asset-Backed  Securities,  Securities Act Release
No.  33-8518,  70 Fed.  Reg.  1,506,  1,531  (Jan.  7, 2005)) or by the staff of the  Commission,  or as may be
provided by the Commission or its staff from time to time.

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

        Securitization  Transaction:  Any transaction  involving either (1) a sale or other transfer of some or
all of the  Mortgage  Loans  directly or  indirectly  to an issuing  entity in  connection  with an issuance of
publicly  offered or  privately  placed,  rated or unrated  mortgage-backed  securities  or (2) an  issuance of
publicly  offered or  privately  placed,  rated or unrated  securities,  the  payments on which are  determined
primarily by reference to one or more  portfolios of  residential  mortgage  loans  consisting,  in whole or in
part, of some or all of the Mortgage Loans.

        Servicing  Criteria:  As of any date of  determination,  the  "servicing  criteria"  set  forth in Item
1122(d) of Regulation  AB, or any amendments  thereto,  a summary of the  requirements  of which as of the date
hereof is  attached  hereto as Exhibit M for  convenience  of  reference  only.  In the event of a conflict  or
inconsistency  between the terms of Exhibit M and the text of Item 1122(d) of  Regulation  AB, the text of Item
1122(d) of  Regulation  AB shall  control (or those  Servicing  Criteria  otherwise  mutually  agreed to by the
Purchaser,  the Company and any Person that will be  responsible  for signing any Sarbanes  Certification  with
respect  to a  Securitization  Transaction  in  response  to  evolving  interpretations  of  Regulation  AB and
incorporated into a revised Exhibit M).

        Static Pool  Information:  Static pool information as described in Item  1105(a)(1)-(3)  and 1105(c) of
Regulation AB.

        Subcontractor:  Any  vendor,  subcontractor  or other  Person that is not  responsible  for the overall
servicing (as "servicing" is commonly understood by participants in the  mortgage-backed  securities market) of
Mortgage  Loans but performs one or more  discrete  functions  identified in Item 1122(d) of Regulation AB with
respect to Mortgage Loans under the direction or authority of the Company or a Subservicer.

        Third-Party  Originator:  Each Person, other than a Qualified  Correspondent,  that originated Mortgage
Loans acquired by the Company, and shall not include a mortgage broker that does not fund loans.

        3.     Article I of the Agreement is hereby amended  effective as of the date hereof by deleting in its
entirety the definition of Subservicer in Section 1.01 and replacing it with the following:

        Subservicer:  Any Person that services  Mortgage Loans on behalf of the Company or any  Subservicer and
is  responsible  for the  performance  (whether  directly  or  through  Subservicers  or  Subcontractors)  of a
substantial  portion of the material  servicing  functions  required to be performed by the Company  under this
Agreement or any  Reconstitution  Agreement  that are  identified in Item 1122(d) of Regulation  AB;  provided,
however,  that the term  "Subservicer"  shall not include any master servicer,  or any special servicer engaged
at the request of a  Depositor,  Purchaser  or  investor  in a  Securitization  Transaction,  nor any  "back-up
servicer" or trustee performing servicing functions on behalf of a Securitization Transaction.

        4.     Article I of the Agreement is hereby amended  effective as of the date hereof by deleting in its
entirety the definition of Principal Prepayment in Section 1.01 and replacing it with the following:

        Principal  Prepayment:  Any payment or other  recovery of principal on a Mortgage  Loan full or partial
which is received in advance of its  scheduled  Due Date,  including any  Prepayment  Charge,  and which is not
accompanied by an amount of interest  representing  scheduled interest due on any date or dates in any month or
months subsequent to the month of prepayment.

        5.     Article  III of the  Agreement  is hereby  amended  effective  as of the date hereof by revising
Section 3.01(n) as follows (new text underlined):

(n)     If  requested  by the  Purchaser,  the Company  shall have  delivered to the  Purchaser  the  Company's
financial  statements,  for its last two complete  fiscal years. If so, all such financial  information  fairly
presents the pertinent  results of operations  and financial  position for the period  identified  and has been
prepared in accordance  with generally  accepted  accounting  principles  consistently  applied  throughout the
periods  involved,  except as set  forth in the notes  thereto.  There  has been no  change in the  servicing
policies and procedures,  business, operations,  financial condition, properties or assets of the Company since
the date of the Company's  financial  information  last  provided to the  Purchaser  that would have a material
adverse effect on its ability to perform its obligations under this Agreement and the related Term Sheet;

        6.     Article III of the  Agreement  is hereby  amended  effective as of the date hereof by adding the
following new Section 3.01(p):

        (p)    As of the date of each Pass-Through  Transfer,  and with respect to the representations  (1)-(5)
only if the Company is a "servicer"  within the meaning of Item  1108(a)(3) of Regulation  AB, and with respect
to  representation  (6) only if the Company meets the requirements for disclosure under Item 1117 of Regulation
AB, and with respect to  representation  (7) only if the Company meets the  requirements  for disclosure  under
Item 1119 of Regulation AB and except as has been  otherwise  disclosed to the Purchaser,  any Master  Servicer
and any  Depositor:  (1) no default or  servicing  related  performance  trigger  has  occurred as to any other
securitization due to any act or failure to act of the Company;  (2) no material  noncompliance with applicable
servicing  criteria as to any other  securitization  has been  disclosed  or reported by the  Company;  (3) the
Company has not been  terminated as Servicer in a residential  mortgage  loan  securitization,  either due to a
servicing  default or to application of a servicing  performance  test or trigger;  (4) no material  changes to
the Company's  servicing  policies and procedures for similar loans has occurred in the preceding  three years;
(5) there are no aspects of the Company's  financial  condition  that could have a material  adverse  impact on
the performance by the Company of its obligations  hereunder;  (6) there are no legal proceedings  pending,  or
known to be contemplated by governmental  authorities,  against the Company that could be material to investors
in the securities issued in such  Pass-Through  Transfer;  and (7) there are no affiliations,  relationships or
transactions relating to the Company of a type that are described under Item 1119 of Regulation AB.

        7.     Article III of the  Agreement  is hereby  amended  effective as of the date hereof by adding the
following new Section 3.01(q):

        (q)    If so requested by the Purchaser or any Depositor on any date,  the Company  shall,  within five
Business Days following such request,  confirm in writing the accuracy of the  representations  and warranties,
if any,  set forth in Section  3.01(p) of this  Section  or, if any such  representation  and  warranty  is not
accurate as of the date of such request,  provide  reasonably  adequate  disclosure of the pertinent  facts, in
writing, to the requesting party.

        8.     Article III of the  Agreement  is hereby  amended  effective as of the date hereof by adding the
following new Section 3.01(r):

        (r)    Notwithstanding  anything to the contrary in the  Agreement,  the Company  shall (or shall cause
each  Subservicer  and  Third-Party  Originator  to),  provided  that the  Company  (and each  Subservicer  and
Third-Party  Originator,  as the case may be)  meets  the  disclosure  requirements  of Items  1117 and 1119 of
Regulation  AB, as the case may be, for such  disclosure  period (i)  immediately  notify  the  Purchaser,  any
Master  Servicer  and  any  Depositor  in  writing  of (A)  any  legal  proceedings  pending,  or  known  to be
contemplated by governmental  authorities  against the Company,  any Subservicer or any Third-Party  Originator
that  could  reasonably  be  expected  to be  material  to  investors  in  securities  in  such  Securitization
Transaction,  (B) any known  affiliations  or  relationships  that  develop  following  the  closing  date of a
Pass-Through  Transfer between the Company,  any Subservicer or any Third-Party  Originator  9provided that the
requesting  party identify,  in writing,  such parties by name) and any of the parties  specified in clause (7)
of paragraph  (p) of this Section (and any other  transaction  party  identified  in writing by the  requesting
party) with respect to such Pass-Through  Transfer,  (C) any Event of Default under the terms of this Agreement
or any Reconstitution  Agreement,  (D) any merger,  consolidation or sale of substantially all of the assets of
the Company,  and (E) the  Company's  entry into an agreement  with a  Subservicer  to perform or assist in the
performance of any of the Company's  obligations under this Agreement or any Reconstitution  Agreement and (ii)
provide to the Purchaser and any Depositor a description of such proceedings, affiliations or relationships.

        All notification pursuant to this Section 3.01(r),  other than those pursuant to Section 3.01(r)(i)(A),
should be sent to:

        EMC Mortgage Corporation
        2780 Lake Vista Drive
        Lewisville, TX 75067-3884
        Attention:  Conduit Seller Approval Dept.
        Facsimile:  (214) 626-3751
        Email:  sellerapproval@bear.com

        With a copy to:

        Bear, Stearns & Co. Inc.
        383 Madison Avenue, 3rd Floor
        New, York, NY 10179
        Attention:  Global Credit Administration
        Facsimile:  (212) 272-6564

        Notifications pursuant to Section 3.01(r)(i)(A) should be sent to:

        EMC Mortgage Corporation
        Two Mac Arthur Ridge
        909 Hidden Ridge Drive, Suite 200
        Irving, TX 75038
        Attention:  Associate General Counsel for Loan Administration
        Facsimile:  (972) 831-2555

        With copies to:

        Bear, Stearns & Co. Inc.
        383 Madison Avenue, 3rd Floor
        New, York, NY 10179
        Attention:  Global Credit Administration
        Facsimile:  (212) 272-6564

        EMC Mortgage Corporation
        2780 Lake Vista Drive
        Lewisville, TX 75067-3884
        Attention:  Conduit Seller Approval Dept.
        Facsimile:  (214) 626-3751
        Email:  sellerapproval@bear.com


        9.     Article III of the  Agreement  is hereby  amended  effective as of the date hereof by adding the
following new Section 3.01(s):

        (s)    As a condition to the  succession to the Company or any  Subservicer  as Servicer or Subservicer
under  this  Agreement  or any  Reconstitution  Agreement  by any  Person  (i) into  which the  Company or such
Subservicer  may be merged or  consolidated,  or (ii) which may be  appointed  as a successor to the Company or
any Subservicer,  the Company shall provide to the Purchaser,  any Master Servicer and any Depositor,  at least
15 calendar  days prior to the effective  date of such  succession or  appointment,  (x) written  notice to the
Purchaser,  any Master  Servicer and any Depositor of such  succession or appointment and (y) in writing and in
form and  substance  reasonably  satisfactory  to the  Purchaser,  any Master  Servicer and such  Depositor and
agreed to by the Company,  all information  reasonably  requested by the Purchaser,  any Master Servicer or any
Depositor  in order to comply with its  reporting  obligation  under Item 6.02 of Form 8-K with  respect to any
class of asset-backed securities.

        10.    Article III of the  Agreement  is hereby  amended  effective as of the date hereof by adding the
following new Section 3.02(tt):

        With respect to each Mortgage  Loan,  information  regarding the borrower  credit files related to such
Mortgage Loan has been  furnished to credit  reporting  agencies in compliance  with the provisions of the Fair
Credit Reporting Act and the applicable implementing regulations.

        11.    Article IV of the  Agreement  is hereby  amended  effective  as of the date hereof by adding the
following after the second sentence of the first paragraph of Section 4.01:

        In addition,  the Company shall furnish information regarding the borrower credit files related to such
Mortgage Loan to credit  reporting  agencies in compliance with the provisions of the Fair Credit Reporting Act
and the applicable implementing regulations.

        12.    Article IV of the  Agreement  is hereby  amended  effective as of the date hereof by adding this
paragraph to the end of Section 4.02:

        The Company shall not waive any Prepayment  Charge unless:  (i) the  enforceability  thereof shall have
been  limited  by  bankruptcy,  insolvency,  moratorium,  receivership  and  other  similar  laws  relating  to
creditors' rights generally,  (ii) the enforcement  thereof is illegal,  or any local,  state or federal agency
has  threatened  legal  action  if the  prepayment  penalty  is  enforced,  (iii)  the  mortgage  debt has been
accelerated in connection with a foreclosure or other  involuntary  payment or (iv) such waiver is standard and
customary in servicing  similar  Mortgage  Loans and relates to a default or a reasonably  foreseeable  default
and would, in the reasonable  judgment of the Company,  maximize recovery of total proceeds taking into account
the value of such Prepayment Charge and the related Mortgage Loan.

        13.    Article IV of the  Agreement is hereby  amended  effective as of the date hereof by revising the
first paragraph of Section 4.03 by adding the following after the first sentence:

        In  determining  the  delinquency  status  of any  Mortgage  Loan,  the  Company  will use  delinquency
recognition  policies as  described  to and  approved by the  Purchaser,  and shall  revise  these  policies as
requested by the Purchaser from time to time.

        14.    Article V of the  Agreement  is  hereby  amended  effective  as of the date  hereof by  deleting
Section 5.02 in its entirety and replacing it with the following:

        Section 5.02  Statements to the Purchaser.

        The Company shall furnish to Purchaser an individual  loan accounting  report,  as of the last Business
Day of each month, in the Company's  assigned loan number order to document  Mortgage Loan payment  activity on
an individual  Mortgage Loan basis.  With respect to each month, the  corresponding  individual loan accounting
report shall be received by the  Purchaser no later than the fifth  Business  Day of the  following  month on a
disk  or tape  or  other  computer-readable  format  in such  format  as may be  mutually  agreed  upon by both
Purchaser  and Company,  and no later than the fifth  Business  Day of the  following  month in hard copy,  and
shall contain the following:

        (i)    with respect to each  Mortgage  Loan and each  Monthly  Payment,  the amount of such  remittance
allocable to principal  (including a separate  breakdown of any  Principal  Prepayment,  including  the date of
such  prepayment,  and any  prepayment  penalties  or  premiums,  along with a detailed  report of  interest on
principal prepayment amounts remitted in accordance with Section 4.04);

        (ii)   with respect to each  Mortgage  Loan and each  Monthly  Payment,  the amount of such  remittance
allocable to interest;

        (iii)  with  respect to each  Mortgage  Loan,  the amount of  servicing  compensation  received  by the
Company during the prior distribution period;

        (iv)   the Stated Principal  Balance of each Mortgage Loan and the aggregate  Stated Principal  Balance
of all  Mortgage  Loans as of the first day of the  distribution  period  and the last day of the  distribution
period;

        (v)    with respect to each Mortgage Loan, the current Mortgage Interest Rate;

        (vi)   with  respect  to  each  Mortgage  Loan,  the  aggregate  amount  of  any  Insurance   Proceeds,
Condemnation   Proceeds,   Liquidation  Proceeds  and  REO  Disposition  Proceeds  received  during  the  prior
distribution period;

        (vii)  with respect to each Mortgage  Loan, the amount of any Prepayment  Interest  Shortfalls  paid by
the Company in accordance with Section 4.04(viii) during the prior distribution period;

        (viii) the beginning and ending balances of the Custodial Account and Escrow Account;

        (ix)   the number of Mortgage Loans as of the first day of the distribution  period and the last day of
the distribution period;

        (x)    with respect to each  Mortgage  Loan,  the Stated  Principal  Balance of each  Mortgage Loan (a)
delinquent as grouped in the following  intervals  through final  liquidation  of such Mortgage  Loan: 30 to 59
days,  60 to 89 days,  90 days or more;  (b) as to which  foreclosure  has  commenced;  and (c) as to which REO
Property has been acquired;

        (xi)   with respect to each  Mortgage  Loan,  the amount and severity of any  realized  loss  following
liquidation of such Mortgage Loan;

        (xii)  with respect to each Mortgage Loan, and in the aggregate for all Mortgage  Loans,  the amount of
any Monthly Advances made by the Company during the prior distribution period;

        (xiii) with respect to each Mortgage Loan, a description of any Servicing  Advances made by the Company
with  respect to such  Mortgage  Loan  including  the  amount,  terms and  general  purpose  of such  Servicing
Advances,  and the aggregate amount of Servicing  Advances for all Mortgage Loans during the prior distribution
period;

        (xiv)  with respect to each Mortgage  Loan, a description  of any  Nonrecoverable  Advances made by the
Company  with  respect  to such  Mortgage  Loan  including  the  amount,  terms  and  general  purpose  of such
Nonrecoverable  Advances,  and the aggregate  amount of  Nonrecoverable  Advances for all Mortgage Loans during
the prior distribution period;

        (xv)   with respect to each Mortgage Loan, a description of any Monthly  Advances,  Servicing  Advances
and  Nonrecoverable  Advances  reimbursed  to the Company with respect to such  Mortgage  Loan during the prior
distribution  period  pursuant  to  Section  4.05,  and the  source  of funds for such  reimbursement,  and the
aggregate amount of any Monthly Advances,  Servicing  Advances and  Nonrecoverable  Advances  reimbursed to the
Company for all Mortgage Loans during the prior distribution period pursuant to Section 4.05;

        (xvi)  with respect to any Mortgage  Loan, a description of any material  modifications,  extensions or
waivers to the terms, fees,  penalties or payments of such Mortgage Loan during the prior  distribution  period
or that have cumulatively become material over time;

        (xvii) a description of any material breach of a  representation  or warranty set forth in Section 3.01
or Section  3.02 herein or of any other breach of a covenant or  condition  contained  herein and the status of
any resolution of such breach;

        (xviii)with respect to each Mortgage Loan,  the Stated  Principal  Balance of any  substitute  Mortgage
Loan  provided by the Company and the Stated  Principal  Balance of any Mortgage Loan that has been replaced by
a substitute Mortgage Loan in accordance with Section 3.03 herein;

        (xix)  with respect to each Mortgage Loan, the Stated  Principal  Balance of any Mortgage Loan that has
been repurchased by the Company in accordance with Section 3.03 herein.

        In addition,  the Company shall provide to the Purchaser  such other  information  reasonably  known or
available to the Company that is related to  Company's  performance  of such  servicing  functions  and that is
reasonably  required  to  facilitate  preparation  of  distribution  reports  in  accordance  with Item 1121 of
Regulation  AB, as amended from time to time. The Company shall also provide a monthly  report,  in the form of
Exhibit E hereto,  or such other form as is mutually  acceptable  to the Company,  the Purchaser and any Master
Servicer,  Exhibit F with respect to defaulted  mortgage  loans and Exhibit N, with respect to realized  losses
and gains, with each such report.

        The Company  shall  prepare  and file any and all  information  statements  or other  filings  that any
governmental  taxing  authority  requires the Company to deliver to such taxing  authority or to the  Purchaser
pursuant to any  applicable law with respect to the Mortgage Loans and the  transactions  contemplated  hereby.
In addition,  the Company shall provide  Purchaser  with such  information  concerning the Mortgage Loans as is
necessary  for  Purchaser to prepare its federal  income tax return as Purchaser  may  reasonably  request from
time to time.


        15.    Article V of the  Agreement  is hereby  amended  effective as of the date hereof by deleting the
last paragraph of Section 5.03 in its entirety and replacing it with the following:

               The  Company's  obligation  to make such Monthly  Advances as to any Mortgage Loan will continue
through  the last  Monthly  Payment  due prior to the  payment in full of the  Mortgage  Loans,  or through the
Remittance Date prior to the date on which the Mortgaged Property  liquidates  (including  Insurance  Proceeds,
proceeds from the sale of REO Property or  Condemnation  Proceeds) with respect to the Mortgage Loan unless the
Company  deems such advance to be a  Nonrecoverable  Advance.  In such event,  the Company shall deliver to the
purchaser  an  Officer's  Certificate  of the Company to the effect that an officer of the Company has reviewed
the  related  Mortgage  File  and has made the  reasonable  determination  that  any  additional  advances  are
Nonrecoverable Advances.

        16.    Article VI of the  Agreement  is hereby  amended  effective  as of the date  hereof by  deleting
Section 6.04 in its entirety and replacing it with the following:

        Section 6.04  Annual Statement as to Compliance; Annual Certification.

        (a)    The Company will deliver to the  Purchaser  and any Master  Servicer,  not later than March 1 of
each  calendar  year  beginning in 2007, an Officer's  Certificate  reasonably  acceptable to the Purchaser (an
"Annual  Statement of Compliance")  stating,  as to the signatory  thereof,  that (i) a review of the servicing
activities  of the  Company  during  the  preceding  calendar  year and of  servicing  performance  under  this
Agreement or other applicable  servicing  agreement has been made under such officers'  supervision and (ii) to
the  best  of  such  officers'  knowledge,  based  on  such  review,  the  Company  has  fulfilled  all  of its
servicing-related  obligations  under this Agreement or other  applicable  servicing  agreement in all material
respects  throughout  such year, or, if there has been a failure to fulfill any such obligation in any material
respect,  specifying  each such  failure  known to such  officer  and the nature and status of cure  provisions
thereof.  Such Annual  Statement  of  Compliance  shall  contain no  restrictions  or  limitations  on its use.
Copies of such  statement  shall be provided by the Company to the Purchaser  upon request and by the Purchaser
to any Person  identified as a prospective  purchaser of the Mortgage  Loans. In the event that the Company has
delegated any  servicing  responsibilities  with respect to the Mortgage  Loans to a  Subservicer,  the Company
shall deliver an officer's  certificate  (an "Annual  Certification")  of the Subservicer as described above as
to each Subservicer as and when required with respect to the Company.

        (b)    With respect to any Mortgage Loans that are the subject of a Pass-Through  Transfer,  by March 1
of each  calendar  year  beginning  in 2007,  an officer of the  Company  shall  execute  and deliver an Annual
Certification  to the  Purchaser,  any Master  Servicer and any related  Depositor for the benefit of each such
entity and such entity's  affiliates  that are  transaction  parties and the officers,  directors and agents of
any such entities that may rely on such Annual  Certification  in the  fulfillment  of their  obligations  with
respect  to  Regulation  AB, in the form  attached  hereto as  Exhibit  K. In the event  that the  Company  has
delegated any  servicing  responsibilities  with respect to the Mortgage  Loans to a  Subservicer,  the Company
shall deliver an Annual  Certification  of the  Subservicer  as described  above as to each  Subservicer as and
when required with respect to the Company.

        (c)    If  the  Company  cannot   deliver  the  related  Annual   Statement  of  Compliance  or  Annual
Certification  by March 1st of such year, the Purchaser,  at its sole option,  may permit a cure period for the
Company to deliver such Annual  Statement of  Compliance  or Annual  Certification,  but in no event later than
March 10th of such year.

        Failure of the  Company to timely  comply with this  Section  6.04 shall be deemed an Event of Default,
automatically,  without notice and without any cure period,  unless otherwise agreed to by the Purchaser as set
forth in 6.04(c),  and Purchaser  may, in addition to whatever  rights the  Purchaser  may have under  Sections
3.03 and 8.01 and at law or equity  or to  damages,  including  injunctive  relief  and  specific  performance,
terminate all the rights and  obligations  of the Company under this Agreement and in and to the Mortgage Loans
and the proceeds  thereof without  compensating the Company except for compensation and rights arising prior to
such  termination.  Such  termination  shall  be  considered  with  cause  pursuant  to  Section  10.01 of this
Agreement.  This paragraph  shall supersede any other provision in this Agreement or any other agreement to the
contrary.

        17.    Article VI of the  Agreement  is hereby  amended  effective  as of the date  hereof by  deleting
Section 6.05 in its entirety and replacing it with the following:

        Section 6.05  [Reserved]

        18.    Article VI of the  Agreement  is hereby  amended  effective  as of the date hereof by adding the
following new Section 6.07:

        Section 6.07  Assessment of Compliance with Servicing Criteria.

        On and after  January  1,  2006,  the  Company  shall  service  and  administer,  and shall  cause each
Subservicer to Servicer or administer,  the Mortgage Loans in accordance  with all applicable  requirements  of
the Servicing Criteria.

        With respect to any Mortgage Loans that are the subject of a Pass-Through  Transfer,  the Company shall
deliver to the  Purchaser or its designee,  any Master  Servicer and any Depositor on or before March 1 of each
calendar year  beginning in 2007, a report (an  "Assessment  of  Compliance")  reasonably  satisfactory  to the
Purchaser,  any Master  Servicer and any Depositor  regarding the Company's  assessment of compliance  with the
Servicing  Criteria  during the preceding  calendar year as required by Rules 13a-18 and 15d-18 of the Exchange
Act and Item 1122 of  Regulation  AB or as  otherwise  required  by the Master  Servicer,  which as of the date
hereof, require a report by an authorized officer of the Company that contains the following:

        (a)    A statement by such officer of its  responsibility  for assessing  compliance with the Servicing
Criteria applicable to the Company;

        (b)    A statement by such officer that such officer used the Servicing  Criteria to assess  compliance
with the Servicing Criteria applicable to the Company;

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

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

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

        Such report at a minimum  shall  address each of the Servicing  Criteria  specified on a  certification
substantially  in the form of Exhibit M hereto  delivered to the Purchaser  concurrently  with the execution of
this Agreement.

        With respect to any Mortgage Loans that are the subject of a Pass-Through  Transfer, on or before March
1 of each calendar  year  beginning in 2007,  the Company  shall furnish to the Purchaser or its designee,  any
Master Servicer and any Depositor a report (an  "Attestation  Report") by a registered  public  accounting firm
that  attests  to, and reports on, the  Assessment  of  Compliance  made by the  Company,  as required by Rules
13a-18 and 15d-18 of the  Exchange  Act and Item  1122(b) of  Regulation  AB or as  otherwise  required  by the
Master Servicer,  which  Attestation  Report must be made in accordance with standards for attestation  reports
issued or adopted by the Public Company Accounting Oversight Board.

        The Company shall cause each Subservicer,  and each Subcontractor determined by the Company pursuant to
Section 11.19 to be  "participating  in the servicing  function"  within the meaning of Item 1122 of Regulation
AB, to deliver to the  Purchaser,  any Master  Servicer  and any  Depositor an  assessment  of  compliance  and
accountants' attestation as and when provided in Sections 6.07.

        If the Company cannot deliver the related  Assessment of Compliance or Attestation  Report by March 1st
of such year,  the  Purchaser,  at its sole  option,  may permit a cure period for the Company to deliver  such
Assessment of Compliance or Attestation Report, but in no event later than March 10th of such year.

        Failure of the  Company to timely  comply with this  Section  6.07 shall be deemed an Event of Default,
automatically,  without  notice and without any cure period,  unless  otherwise  agreed to by the  Purchaser as
described  herein,  and Purchaser  may, in addition to whatever  rights the  Purchaser may have under  Sections
3.03 and 8.01 and at law or equity  or to  damages,  including  injunctive  relief  and  specific  performance,
terminate all the rights and  obligations  of the Company under this Agreement and in and to the Mortgage Loans
and the proceeds  thereof without  compensating the Company except for compensation and rights arising prior to
such  termination.  Such  termination  shall  be  considered  with  cause  pursuant  to  Section  10.01 of this
Agreement.  This paragraph  shall  supersede any other  provision in this  Agreement or any other  agreement to
the contrary.

        Notwithstanding  anything in this  Agreement  to the  contrary,  the  Company  will only be required to
deliver an Assessment of  Compliance  and  Attestation  Report when it is not  "participating  in the servicing
function"  within the meaning of Item 1122 of Regulation AB including  Instruction 2 thereof upon prior written
notice by the Purchaser that any Master Servicer has requested such information.

        19.    Article VI of the  Agreement  is hereby  amended  effective  as of the date hereof by adding the
following new Section 6.08:

        Section 6.08  Intent of the Parties; Reasonableness.

        The Purchaser and the Company  acknowledge and agree that a purpose of Sections  3.01(p),  5.02,  6.04,
6.07,  11.18,  11.19 and Exhibit J of this  Agreement is to  facilitate  compliance  by the  Purchaser  and any
Depositor with the provisions of Regulation AB and related rules and  regulations  of the  Commission.  None of
the Purchaser,  any Master  Servicer or any Depositor  shall exercise its right to request or require  delivery
of information or other  performance  under these provisions other than in good faith and as is reasonable,  or
for purposes other than  compliance  with the provisions of the Securities  Act, the Exchange Act and the rules
and  regulations  of the  Commission  thereunder  that are applicable to any  Securitization  Transaction.  The
Company,  the  Purchaser,  the Master  Servicer  and any  Depositor  acknowledge  that  interpretations  of the
requirements  of  Regulation  AB may change over time,  whether due to  interpretive  guidance  provided by the
Commission or its staff or consensus among participants in the asset-backed  securities markets,  and agrees to
negotiate  in good faith with the  Purchaser,  Master  Servicer or any  Depositor,  upon a request made in good
faith  regarding  the  Company's  delivery  of  information  under  these  provisions  on the basis of evolving
interpretations  of Regulation AB. In connection with any  Pass-Through  Transfer,  the Company shall cooperate
with the Purchaser to deliver to the Purchaser  (including  any of its assignees or designees  that are parties
to the relevant transaction) and any Depositor, any and all statements,  reports,  certifications,  records and
any other  information  necessary  in the good faith and  reasonable  determination  of the  Purchaser,  Master
Servicer  or any  Depositor  to permit  the  Purchaser  or such  Depositor  to comply  with the  provisions  of
Regulation  AB,  together with such  disclosures  relating to the Company,  any  Subservicer,  any  Third-Party
Originator  and the  Mortgage  Loans,  or the  servicing  of the  Mortgage  Loans,  reasonably  believed by the
Purchaser or any Depositor to be necessary in order to effect such compliance.

        20.    Article IX of the  Agreement is hereby  amended  effective as of the date hereof by deleting the
first  sentence  of the  last  paragraph  of  Section  9.01  and  replacing  it with the  following  (new  text
underlined):

               Then,  and in each and  every  such  case,  so long as an Event of  Default  shall not have been
remedied,  the Purchaser,  by notice in writing to the Company (except in the case of an Event of Default under
clauses (iii),  (iv) or (v) above,  or as otherwise  stated herein,  in which case,  automatically  and without
notice) may, in addition to whatever  rights the Purchaser or Master  Servicer may have under Sections 3.03 and
8.01 and at law or equity or to damages,  including injunctive relief and specific  performance,  terminate all
the rights and  obligations  of the Company  (and if the Company is servicing  any of the Mortgage  Loans in a
Securitization  Transaction,  appoint a successor  Servicer  reasonably  acceptable to any Master Servicer for
such  Securitization  Transaction)  under this  Agreement  and in and to the  Mortgage  Loans and the  proceeds
thereof  without  compensating  the Company for the same except for  compensation  and rights  arising prior to
such termination.

        21.    Article IX of the  Agreement  is hereby  amended  effective  as of the date hereof by adding the
following at the end of the last paragraph of Section 9.01:

        The Company shall promptly reimburse the Purchaser (or any designee of the Purchaser,  such as a master
servicer) and any Depositor,  as applicable,  for all  reasonable  expenses  incurred by the Purchaser (or such
designee) or such  Depositor,  as such are  incurred,  in  connection  with the  termination  of the Company as
Servicer for cause and the transfer of  servicing  of the  Mortgage  Loans to a successor  Servicer due to such
termination  for cause.  The provisions of this paragraph  shall not limit whatever rights the Purchaser or any
Depositor may have under other provisions of this Agreement and/or any applicable  Reconstitution  Agreement or
otherwise,  whether in equity or at law,  such as an action for damages,  specific  performance  or  injunctive
relief.

        22.    Article XI of the  Agreement  is hereby  amended  effective  as of the date hereof by  restating
Section 11.18 in its entirety as follows:

        Section 11.18.Cooperation of Company with a Reconstitution.

        The Company and the  Purchaser  agree that with  respect to some or all of the  Mortgage  Loans,  on or
after the related Closing Date, on one or more dates (each a  "Reconstitution  Date") at the  Purchaser's  sole
option,  the Purchaser may effect a sale (each, a  "Reconstitution")  of some or all of the Mortgage Loans then
subject to this Agreement, without recourse, to:

        (a)    one or more third party  purchasers in one or more in whole loan transfers  (each, a "Whole Loan
Transfer"); or

        (b)    one or more trusts or other entities to be formed as part of one or more Pass-Through Transfers.

        The Company agrees to execute in connection with any agreements among the Purchaser,  the Company,  and
any Servicer in connection  with a Whole Loan Transfer,  an Assignment,  Assumption and  Recognition  Agreement
substantially  in the form of  Exhibit  D  hereto,  or, at  Purchaser's  request,  a  seller's  warranties  and
servicing  agreement or a  participation  and  servicing  agreement or similar  agreement in form and substance
reasonably acceptable to the parties (including the Company),  and in connection with a Pass-Through  Transfer,
a pooling and servicing agreement in form and substance  reasonably  acceptable to the parties and the Company,
(collectively  the  agreements  referred to herein are  designated,  the  "Reconstitution  Agreements").  It is
understood  that any such  Reconstitution  Agreements  will not contain any greater  obligations on the part of
Company than are contained in this Agreement.  Notwithstanding  anything to the contrary in this Section 11.18,
the Company agrees that it is required to perform the obligations described in Exhibit J hereto.

        With respect to each Whole Loan Transfer and each Pass-Through  Transfer entered into by the Purchaser,
the Company  agrees (1) to cooperate  fully with the Purchaser and any  prospective  purchaser  with respect to
all reasonable requests and, at the Purchaser's expense due diligence procedures;  (2) to execute,  deliver and
perform all  Reconstitution  Agreements  required by the Purchaser  subject to the  limitations of this Section
11.18; and (3) to restate the  representations  and warranties set forth in this Agreement as of the settlement
or closing date in connection with such Reconstitution (each, a "Reconstitution Date").

        In addition,  the Company shall  provide to such Servicer or issuer,  as the case may be, and any other
participants  in such  Reconstitution  upon the  Purchaser's  request  and subject to the  limitations  of this
Section 11.18:

        (i)    any and all  information and  appropriate  verification  of information  which may be reasonably
available to the Company,  whether through  letters of its auditors and counsel or otherwise,  as the Purchaser
or any such other participant shall request upon reasonable demand;

        (ii)   such  additional  representations,  warranties,  covenants,  opinions of counsel,  letters  from
auditors,  and  certificates  of public  officials or officers of the Company as are reasonably  agreed upon by
the Company and the Purchaser or any such other participant;

        (iii)  within 5 Business  Days after  request by the  Purchaser,  the  information  with respect to the
Company (as  Originator) and each  Third-Party  Originator of the Mortgage Loans as required under Item 1110(a)
and (b) of Regulation AB, a summary of the  requirements  of which has of the date hereof is attached hereto as
Exhibit L for  convenience  of reference  only. If requested by the  Purchaser,  this will include  information
about the applicable credit-granting or underwriting criteria;

        (iv)   within 5 Business  Days after  request by the  Purchaser,  the  Company  shall  provide  (or, as
applicable,  cause each  Third-Party  Originator  to  provide)  Static  Pool  Information  with  respect to the
mortgage  loans (of a similar  type as the  Mortgage  Loans,  as  reasonably  identified  by the  Purchaser  as
provided  below)  originated by (i) the Company,  if the Company is an originator of Mortgage Loans  (including
as an acquirer of Mortgage  Loans from a Qualified  Correspondent),  and/or (ii) each  Third-Party  Originator.
Such Static Pool Information  shall be prepared by the Company (or Third-Party  Originator) on the basis of its
reasonable,  good faith  interpretation of the requirements of Item  1105(a)(1)-(3) and (c) provided,  however,
that  Seller  shall not be  required  to  provide  Static  Pool  Information  with  respect to  mortgage  loans
originated  prior to January 1, 2006  pursuant to Item 1105(f) of Regulation  AB;  provided,  further,  however
that Seller shall provide such  information if it becomes  reasonably  available to Seller.  To the extent that
there is reasonably  available to the Company (or Third-Party  Originator) Static Pool Information with respect
to more than one mortgage loan type, the Purchaser or any Depositor  shall be entitled to specify  whether some
or all of such information shall be provided  pursuant to this paragraph.  The content and presentation of such
Static Pool  Information  may be in the form  customarily  provided by the Company,  and need not be customized
for the Purchaser or any Depositor.  Such Static Pool  Information for each vintage  origination  year or prior
securitized  pool, as applicable,  shall be presented in increments no less  frequently than quarterly over the
life of the  mortgage  loans  included in the vintage  origination  year or prior  securitized  pool.  The most
recent  periodic  increment  must be as of a date no later than 135 days prior to the date of the prospectus or
other offering  document in which the Static Pool  Information is to be included or  incorporated by reference.
The Static Pool Information  shall be provided in an electronic  format that provides a permanent record of the
information  provided,  such as a portable  document  format  (pdf) file,  or other such  electronic  format as
customarily  provided  by Seller or if Seller does not  customarily  provide  such  information  as  reasonably
required by the Purchaser or the Depositor, as applicable and agreed to by the Company;

        (v)    within 5 Business Days after request by the Purchaser,  information  with respect to the Company
(as  Servicer) as required by Item  1108(b) and (c) of  Regulation  AB, and provided the Company (as  Servicer)
meets the criteria in Item  1108(a)(3).  A summary of the requirements of Item 1108(b) and (c) of Regulation AB
is  attached  hereto as  Exhibit L for  convenience  of  reference  only.  In the event  that the  Company  has
delegated any  servicing  responsibilities  with respect to the Mortgage  Loans to a  Subservicer,  the Company
shall provide the information required pursuant to this clause with respect to the Subservicer;

        (vi)   within 5 Business Days after request by the Purchaser,
               (a) if the Company  (or  Third-Party  Originator  of  Subservicer  as the case may be) meets the
        disclosure criteria of Item 1117 of Regulation AB, information  regarding any legal proceedings pending
        (or known to be  contemplated by  governmental  authorities)  against the Company (as Originator and as
        Servicer) and each  Third-Party  Originator of the Mortgage  Loans and each  Subservicer  that could be
        material to investors in the Securities issued in the related Securitization  Transaction, a summary of
        the  requirements  of Item 1117 of Regulation AB as of the date hereof is attached  hereto as Exhibit L
        for convenience of reference only;
               (b) if the Company  (or  Third-Party  Originator  of  Subservicer  as the case may be) meets the
        disclosure criteria of Item 1119 of Regulation AB, information  regarding  affiliations with respect to
        the Company (as Originator and as Servicer) and each  Third-Party  Originator of the Mortgage Loans and
        each  Subservicer as required by Item 1119(a) of Regulation AB, a summary of the  requirements  of Item
        1119(a) of  Regulation  AB as of the date hereof is  attached  hereto as Exhibit L for  convenience  of
        reference only; and
               (c) if the Company  (or  Third-Party  Originator  of  Subservicer  as the case may be) meets the
        disclosure criteria of Item 1119 of Regulation  AB,information regarding relationships and transactions
        with respect to the Company (as  Originator  and as Servicer)  and each  Third-Party  Originator of the
        Mortgage Loans and each  Subservicer as required by Item 1119(b) and (c) of Regulation AB, a summary of
        the  requirements  of Item 1119(b) and (c) of Regulation AB as of the date hereof is attached hereto as
        Exhibit L for convenience of reference only; and

        (vii)  if so requested by the  Purchaser,  the Company  shall  provide (or, as  applicable,  cause each
Third-Party  Originator to provide),  at the expense of the  requesting  party (to the extent of any additional
incremental  expense  associated  with delivery  pursuant to this  Agreement),  such statements and agreed-upon
procedures  letters of certified public  accountants  reasonably  acceptable to the Purchaser or Depositor,  as
applicable,  pertaining to Static Pool  Information  relating to prior  securitized  pools for  securitizations
closed on or after  January 1, 2006 or, in the case of Static Pool  Information  with respect to the  Company's
or Third-Party  Originator's  originations or purchases,  to calendar months commencing  January 1, 2006, or to
any  financial  information  included  in any other  disclosure  provided  under  this  Section  11.18,  as the
Purchaser or such Depositor  shall  reasonably  request.  Such statements and letters shall be addressed to and
be for the benefit of such parties as the Purchaser or such Depositor shall  designate,  which may include,  by
way of example,  any Sponsor,  any Depositor and any broker dealer acting as  underwriter,  placement  agent or
initial  purchaser with respect to a Pass-Through  Transfer.  Any such statement or letter may take the form of
a  standard,  generally  applicable  document  accompanied  by a reliance  letter  authorizing  reliance by the
addressees designated by the Purchaser or such Depositor;

        (viii) Following the date of any Pass-Through  Transfer after January 1, 2006 containing Mortgage Loans
and for the period  while  such  Mortgage  Loans are in any  Pass-Through  Transfer,  the  Purchaser  agrees to
furnish to the Company,  within  forty-five  (45) days of the close of each related month,  on a monthly basis,
loan level performance  information regarding the related Mortgage Loans,  including  delinquency,  foreclosure
and loss data,  but  excluding any personal  borrower  information,  which  Purchaser  deems  necessary for the
Company's  compliance  with  Regulation  AB, and to be used by the  Company  solely on an  aggregate  basis for
Regulation  AB  disclosure  purposes.  The  preceding  sentence  shall only apply to  Mortgage  Loans for which
Purchaser  is the  Servicer;  provided,  however,  that if  Purchaser  is no longer the Servicer of the related
Mortgage  Loans,  the  Purchaser  shall use its best  efforts  to require  the new  Servicer  to  provide  such
information.  The Company agrees that the Purchaser may thereafter provide updated  performance  information on
the Mortgage Loans for any previous period.

        (ix)   If so  requested,  in writing,  by the  Purchaser or any Depositor for the purpose of satisfying
its  reporting  obligation  under the Exchange Act with respect to any class of  asset-backed  securities,  the
Company shall (or shall cause each Subservicer and Third-Party  Originator to),  provided that the Company (and
each  Subservicer and Third-Party  Originator,  as the case may be) meets the disclosure  requirements of items
1117 and 1119 of Regulation  AB, as the case may be, for such  disclosure  period (i) provide  prompt notice to
the  Purchaser,  any Master  Servicer and any  Depositor in writing of (A) any legal  proceedings  pending,  or
known to be contemplated by governmental  authorities  against the Company,  any Subservicer or any Third-Party
Originator  that could be material to investors in the  securities  issued in such  Securitization  Transaction
that develop  following the closing date of such  Securitization  Transaction,  (B) any known  affiliations  or
relationships  that develop  following the closing date of a  Securitization  Transaction  between the Company,
any  Subservicer  or any  Third-Party  Originator and any of the parties  (provided  that the requesting  party
identify,  in writing,  such parties by name) specified in clause (D) of paragraph (a) of this Section (and any
other parties identified in writing by the requesting party) with respect to such  Securitization  Transaction,
(C) any Event of Default under the terms of this  Agreement or any  Reconstitution  Agreement,  (D) any merger,
consolidation  or sale of substantially  all of the assets of the Company,  and (E) the Company's entry into an
agreement  with a  Subservicer  to perform or assist in the  performance  of any of the  Company's  obligations
under this  Agreement or any  Reconstitution  Agreement  and (ii) provide to the  Purchaser and any Depositor a
description of such  proceedings,  affiliations  or  relationships.  The  obligations of the Company under this
paragraph  (ix) with respect to a  Securitization  Transaction  shall  terminate  upon the  termination  of the
Purchaser's and Depositor's reporting obligations under the Exchange Act with respect to such securitization;

        (x) As a condition  to the  succession  to the Company or any  Subservicer  as Servicer or  Subservicer
under  this  Agreement  or any  Reconstitution  Agreement  by any  Person  (i) into  which the  Company or such
Subservicer  may be merged or  consolidated,  or (ii) which may be  appointed  as a successor to the Company or
any Subservicer,  the Company shall provide to the Purchaser,  any Master Servicer, and any Depositor, at least
15 calendar  days prior to the effective  date of such  succession or  appointment,  (x) written  notice to the
Purchaser and any  Depositor of such  succession  or  appointment  and (y) in writing and in form and substance
reasonably  satisfactory  to the Purchaser and such  Depositor,  all  information  reasonably  requested by the
Purchaser or any  Depositor in order to comply with its reporting  obligation  under Item 6.02 of Form 8-K with
respect to any class of asset-backed securities;

        (x) In addition to such  information as the Company,  as Servicer,  is obligated to provide pursuant to
other  provisions  of this  Agreement,  not later  than ten days  prior to the  deadline  for the filing of any
distribution  report on Form  10-D in  respect  of any  Securitization  Transaction  that  includes  any of the
Mortgage  Loans serviced by the Company or any  Subservicer,  the Company or such  Subservicer,  as applicable,
shall,  to the extent the Company or such  Subservicer  has  knowledge,  provide to the party  responsible  for
filing such report  (including,  if  applicable,  the Master  Servicer)  notice of the occurrence of any of the
following  events with  respect to such  Mortgage  Loans  serviced by the Company  along with all  information,
data, and materials  related  thereto as may be required to be included in the related  distribution  report on
Form 10-D (as specified in the provisions of Regulation AB referenced below):

                      (A)    any  material  modifications,  extensions  or waivers of pool asset  terms,  fees,
penalties or payments  during the  distribution  period or that have  cumulatively  become  material  over time
(Item 1121(a)(11) of Regulation AB);

                      (B)    material  breaches of pool asset  representations  or  warranties  or  transaction
covenants (Item 1121(a)(12) of Regulation AB); and

                      (C)    information  regarding new  asset-backed  securities  issuances backed by the same
pool assets,  any pool asset changes  (such as,  additions,  substitutions  or  repurchases),  and any material
changes in  origination,  underwriting  or other  criteria  for  acquisition  or selection of pool assets (Item
1121(a)(14) of Regulation AB); and

        (xi) The Company shall provide to the Purchaser,  any Master  Servicer and any  Depositor,  evidence of
the  authorization of the person signing any  certification or statement,  copies or other evidence of Fidelity
Bond Insurance and Errors and Omission  Insurance  policy,  financial  information and reports,  and such other
information  related to the  Company  or any  Subservicer  or the  Company  or such  Subservicer's  performance
hereunder.

        In the  event of a  conflict  or  inconsistency  between  the  terms of  Exhibit  L and the text of the
applicable  Item of Regulation AB as cited above,  the text of  Regulation  AB, its adopting  release and other
public statements of the SEC shall control.

        The Company shall indemnify the Purchaser,  the Depositor,  and the Master Servicer,  and each of their
respective  affiliates  including as applicable each of the following  parties  participating in a Pass-Through
Transfer:  each sponsor and issuing entity;  each Person  (including,  but not limited to, any Master Servicer,
if applicable)  responsible  for the  preparation,  execution or filing of any report required to be filed with
the Commission with respect to such  Pass-Through  Transfer,  or for execution of a  certification  pursuant to
Rule  13a-14(d) or Rule  15d-14(d)  under the Exchange Act with  respect to such  Pass-Through  Transfer;  each
broker dealer acting as  underwriter,  placement agent or initial  purchaser with respect to such  Pass-Through
Transfer,  each Person who controls any of such parties or the  Depositor  (within the meaning of Section 15 of
the  Securities  Act and Section 20 of the Exchange  Act);  and the  respective  present and former  directors,
officers,  employees,  agents  and  affiliates  of  each  of  the  foregoing  and of the  Depositor  (each,  an
"Indemnified  Party"),  and shall hold each of them  harmless  from and against any  claims,  losses,  damages,
penalties,  fines,  forfeitures,  legal fees and expenses and related  costs,  judgments,  and any other costs,
fees and expenses that any of them may sustain (each, a "Regulation AB Loss") arising out of or based upon:

        (i)(A)  any  untrue  statement  of a  material  fact  contained  or  alleged  to be  contained  in  any
information,  report,  certification,  data,  accountants' letter or other material provided under this Section
11.18 by the  Company or by another  third-party  on the  direction  of the  Company,  or  provided  under this
Section  11.18  by  or  at  the  direction  of  any  Subservicer,   Subcontractor  or  Third-Party   Originator
(collectively,  the "Company  Information"),  or (B) the  omission or alleged  omission to state in the Company
Information  a material  fact  required to be stated in the Company  Information  or necessary in order to make
the  statements  therein,  in the light of the  circumstances  under  which  they were  made,  not  misleading;
provided,  by way of  clarification,  that clause (B) of this paragraph shall be construed  solely by reference
to the  Company  Information  and  not to any  other  information  communicated  in  connection  with a sale or
purchase of securities,  without regard to whether the Company  Information or any portion thereof is presented
together with or separately from such other information;

        (ii) any breach by the Company of its obligations under this Section 11.18,  including particularly any
failure by the Company,  any  Subservicer,  any  Subcontractor  or any  Third-Party  Originator  to deliver any
information,  report,  certification,  accountants'  letter or other  material when and as required  under this
Section  11.18,  including any failure by the Company to identify  pursuant to Section 11.19 any  Subcontractor
"participating in the servicing function" within the meaning of Item 1122 of Regulation AB;

        (iii) any breach by the  Company of a  representation  or  warranty  set forth in Section  3.01 or in a
writing  furnished  pursuant to Section  3.01(q) and made as of a date prior to the closing date of the related
Pass-Through  Transfer,  to the extent that such breach is not cured by such closing date, or any breach by the
Company of a representation or warranty in a writing  furnished  pursuant to Section 3.01(q) to the extent made
as of a date subsequent to such closing date; or

        (iv) the negligence bad faith or willful  misconduct of the Company in connection  with its performance
under this Section 11.18.

        In the case of any claim involving  Regulation AB Losses instituted involving any untrue statement of a
material fact alleged to be contained in any Company  Information,  the Purchaser  shall notify the Company and
the Company  may,  but only with the written  approval of the  Purchaser in the  Purchaser's  sole  discretion,
retain  counsel  satisfactory  to the Purchaser to represent the  Purchaser  with respect to the  Regulation AB
Losses  (provided  that the counsel so  designated  would have no actual or  potential  conflict of interest in
connection  with such  representation),  and the Company shall pay the fees and  disbursements  of such counsel
related to such claim.  If the Company assumes the defense of such  proceeding,  it shall be entitled to settle
such  proceeding  with the written  consent of the Purchaser (in its sole  discretion)  or, if such  settlement
provides for release of the  Purchaser in connection  with all matters  relating to the  proceeding  which have
been asserted  against the Purchaser in such  proceeding by the other parties to such  settlement,  without the
consent of the Purchaser.

        For purposes of clarification  with respect to the  indemnification  given above in this Section 11.18,
the Seller shall only be required to indemnify  the  Indemnified  Parties with respect to  Regulation AB Losses
that any  Indemnified  Party  incurs  when such  Regulation  AB Losses  arise out of or are based upon  Company
Information and only with respect to those Mortgage Loans sold pursuant to this Agreement;  provided,  that the
indemnification  provided in this Section  11.18 shall be the only  indemnification  with respect to Regulation
AB  Losses;  provided,  further,  that if any loan  performance  information  is not  provided  to the  Company
pursuant to this  Agreement,  the Company  shall have no  obligation  to indemnify  any  Indemnified  Party for
Regulation AB Losses arising from the Company's failure to provide Static Pool Information.

        If the  indemnification  provided  for  herein is  unavailable  or  insufficient  to hold  harmless  an
Indemnified  Party,  then the  Company  agrees that it shall  contribute  to the amount paid or payable by such
Indemnified  Party as a result of any claims,  losses,  damages or  liabilities  incurred  by such  Indemnified
Party in such proportion as is appropriate to reflect the relative fault of such  Indemnified  Party on the one
hand and the Company on the other.

        In the case of any failure of performance  described  above,  the Company shall promptly  reimburse the
Purchaser, any Depositor, as applicable,  and each Person responsible for the preparation,  execution or filing
of any report  required to be filed with the Commission  with respect to such  Securitization  Transaction,  or
for  execution of a  certification  pursuant to Rule  13a-14(d) or Rule  15d-14(d)  under the Exchange Act with
respect to such  Securitization  Transaction,  for all costs reasonably incurred by each such party in order to
obtain  the  information,  report,  certification,  accountants'  letter or other  material  not  delivered  as
required by the Company, any Subservicer, any Subcontractor or any Third-Party Originator.

        This  indemnification  shall survive the  termination of this Agreement or the termination of any party
to this Agreement.

        All Mortgage Loans not sold or transferred  pursuant to a  Reconstitution  shall remain subject to, and
serviced in accordance  with the terms of, this Agreement and the related Term Sheet,  and with respect thereto
this Agreement and the related Term Sheet shall remain in full force and effect.

        23.    Article XI of the  Agreement  is hereby  amended  effective  as of the date hereof by adding the
following new Section 11.19:

        Section 11.19. Use of Subservicers and Subcontractors.

        (a)    The Company shall not hire or otherwise  utilize the services of any  Subservicer to fulfill any
of the obligations of the Company as Servicer under this Agreement or any  Reconstitution  Agreement unless the
Company  complies  with the  provisions  of  paragraph  (b) of this  Section.  The  Company  shall  not hire or
otherwise  utilize  the  services  of any  Subcontractor,  and  shall not  permit  any  Subservicer  to hire or
otherwise  utilize the  services of any  Subcontractor,  to fulfill  any of the  obligations  of the Company as
Servicer under this Agreement or any  Reconstitution  Agreement unless the Company complies with the provisions
of paragraph (d) of this Section.

        (b)    The Company  shall cause any  Subservicer  used by the Company (or by any  Subservicer)  for the
benefit of the  Purchaser  and any  Depositor to comply with the  provisions  of this Section and with Sections
3.01(p),  3.01(s),  6.04, 6.07 and 11.18 of this Agreement to the same extent as if such  Subservicer  were the
Company,  and to provide the  information  required with respect to such  Subservicer  under Section 3.01(r) of
this  Agreement.  The Company shall be responsible  for obtaining from each  Subservicer  and delivering to the
Purchaser,  any Master Servicer and any Depositor any Annual  Statement of Compliance  required to be delivered
by such Subservicer under Section 6.04(a),  any Assessment of Compliance and Attestation  Report required to be
delivered by such Subservicer  under Section 6.07 and any Annual  Certification  required under Section 6.04(b)
as and when required to be delivered under this Agreement.

        (c)    The Company shall promptly upon request  provide to the Purchaser,  any Master  Servicer and any
Depositor (or any designee of the  Depositor,  such as an  administrator)  a written  description  (in form and
substance  satisfactory  to the Purchaser,  any Master Servicer and such Depositor) of the role and function of
each  Subcontractor  utilized  by the  Company or any  Subservicer,  specifying  (i) the  identity of each such
Subcontractor,  (ii)  which (if any) of such  Subcontractors  are  "participating  in the  servicing  function"
within the meaning of Item 1122 of Regulation  AB, and (iii) which  elements of the Servicing  Criteria will be
addressed in assessments of compliance  provided by each  Subcontractor  identified  pursuant to clause (ii) of
this paragraph.

        (d)    As a condition to the utilization of any  Subcontractor  determined to be  "participating in the
servicing  function"  within  the  meaning of Item 1122 of  Regulation  AB, the  Company  shall  cause any such
Subcontractor  used by the Company (or by any  Subservicer)  for the benefit of the Purchaser and any Depositor
to comply  with the  provisions  of  Sections  6.07 and 11.18 of this  Agreement  to the same extent as if such
Subcontractor  were the Company.  The Company shall be responsible  for obtaining from each  Subcontractor  and
delivering  to the Purchaser and any Depositor  any  Assessment of Compliance  and  Attestation  Report and the
other certificates  required to be delivered by such Subservicer and such Subcontractor  under Section 6.07, in
each case as and when required to be delivered.

        24.    Article XI of the  Agreement  is hereby  amended  effective  as of the date hereof by adding the
following new Section 11.20:

        Section 11.20. Third Party Beneficiary Rights, Benefits and Obligations.

        For purposes of this  Agreement, each  Master Servicer shall be considered a third party beneficiary to
this  Agreement,  entitled to all the rights and  benefits hereof  and as limited herein as if it were a direct
party to this Agreement.

        25.    The  Agreement is hereby  amended  effective as of the date hereof by adding the  following  new
Exhibit E:
                                                       EXHIBIT E

                                           REPORTING DATA FOR MONTHLY REPORT

                                  Standard File Layout - Master Servicing
------------------------------------------------------------------------------------------------------------
      Column Name                      Description                Decimal       Format Comment       Max
                                                                                                      Size
------------------------- -------------------------------------- ---------- ------------------------ -------
SER_INVESTOR_NBR          A value assigned by the Servicer to               Text up to 10 digits       20
                          define a group of loans.
------------------------- -------------------------------------- ---------- ------------------------ -------
LOAN_NBR                  A unique identifier assigned to each              Text up to 10 digits       10
                          loan by the investor.
------------------------- -------------------------------------- ---------- ------------------------ -------
SERVICER_LOAN_NBR         A unique number assigned to a loan                Text up to 10 digits       10
                          by the Servicer.  This may be
                          different than the LOAN_NBR.
------------------------- -------------------------------------- ---------- ------------------------ -------
                          The borrower name as received in the
BORROWER_NAME             file.  It is not separated by first               Maximum length of 30       30
                          and last name.                                    (Last, First)
------------------------- -------------------------------------- ---------- ------------------------ -------
SCHED_PAY_AMT             Scheduled monthly principal and            2      No commas(,) or dollar     11
                          scheduled interest payment that a
                          borrower is expected to pay, P&I
                          constant.                                         signs ($)
------------------------- -------------------------------------- ---------- ------------------------ -------
NOTE_INT_RATE             The loan interest rate as reported         4      Max length of 6            6
                          by the Servicer.
------------------------- -------------------------------------- ---------- ------------------------ -------
NET_INT_RATE              The loan gross interest rate less          4      Max length of 6            6
                          the service fee rate as reported by
                          the Servicer.
------------------------- -------------------------------------- ---------- ------------------------ -------
SERV_FEE_RATE             The Servicer's fee rate for a loan         4      Max length of 6            6
                          as reported by the Servicer.
------------------------- -------------------------------------- ---------- ------------------------ -------
SERV_FEE_AMT              The Servicer's fee amount for a loan       2      No commas(,) or dollar     11
                          as reported by the Servicer.                      signs ($)
------------------------- -------------------------------------- ---------- ------------------------ -------
NEW_PAY_AMT               The new loan payment amount as             2      No commas(,) or dollar     11
                          reported by the Servicer.                         signs ($)
------------------------- -------------------------------------- ---------- ------------------------ -------
NEW_LOAN_RATE             The new loan rate as reported by the       4      Max length of 6            6
                          Servicer.
------------------------- -------------------------------------- ---------- ------------------------ -------
ARM_INDEX_RATE            The index the Servicer is using to         4      Max length of 6            6
                          calculate a forecasted rate.
------------------------- -------------------------------------- ---------- ------------------------ -------
                          The borrower's actual principal
ACTL_BEG_PRIN_BAL         balance at the beginning of the            2      No commas(,) or dollar     11
                          processing cycle.                                 signs ($)
------------------------- -------------------------------------- ---------- ------------------------ -------
                          The borrower's actual principal
ACTL_END_PRIN_BAL         balance at the end of the processing       2      No commas(,) or dollar     11
                          cycle.                                            signs ($)
------------------------- -------------------------------------- ---------- ------------------------ -------
BORR_NEXT_PAY_DUE_DATE    The date at the end of processing                 MM/DD/YYYY                 10
                          cycle that the borrower's next
                          payment is due to the Servicer, as
                          reported by Servicer.
------------------------- -------------------------------------- ---------- ------------------------ -------
SERV_CURT_AMT_1           The first curtailment amount to be         2      No commas(,) or dollar     11
                          applied.                                          signs ($)
------------------------- -------------------------------------- ---------- ------------------------ -------
SERV_CURT_DATE_1          The curtailment date associated with              MM/DD/YYYY                 10
                          the first curtailment amount.
------------------------- -------------------------------------- ---------- ------------------------ -------
                          The curtailment interest on the
CURT_ADJ_ AMT_1           first curtailment amount, if               2      No commas(,) or dollar     11
                          applicable.                                       signs ($)
------------------------- -------------------------------------- ---------- ------------------------ -------
SERV_CURT_AMT_2           The second curtailment amount to be        2      No commas(,) or dollar     11
                          applied.                                          signs ($)
------------------------- -------------------------------------- ---------- ------------------------ -------
SERV_CURT_DATE_2          The curtailment date associated with              MM/DD/YYYY                 10
                          the second curtailment amount.
------------------------- -------------------------------------- ---------- ------------------------ -------
                          The curtailment interest on the
CURT_ADJ_ AMT_2           second curtailment amount, if              2      No commas(,) or dollar     11
                          applicable.                                       signs ($)
------------------------- -------------------------------------- ---------- ------------------------ -------
SERV_CURT_AMT_3           The third curtailment amount to be         2      No commas(,) or dollar     11
                          applied.                                          signs ($)
------------------------- -------------------------------------- ---------- ------------------------ -------
SERV_CURT_DATE_3          The curtailment date associated with              MM/DD/YYYY                 10
                          the third curtailment amount.
------------------------- -------------------------------------- ---------- ------------------------ -------
                          The curtailment interest on the
CURT_ADJ_AMT_3            third curtailment amount, if               2      No commas(,) or dollar     11
                          applicable.                                       signs ($)
------------------------- -------------------------------------- ---------- ------------------------ -------
PIF_AMT                   The loan "paid in full" amount as          2      No commas(,) or dollar     11
                          reported by the Servicer.                         signs ($)
------------------------- -------------------------------------- ---------- ------------------------ -------
PIF_DATE                  The paid in full date as reported by              MM/DD/YYYY                 10
                          the Servicer.
------------------------- -------------------------------------- ---------- ------------------------ -------
                                                                            Action Code Key:           2
                                                                            15=Bankruptcy,
                                                                            30=Foreclosure, ,
ACTION_CODE               The standard FNMA numeric code used               60=PIF,
                          to indicate the default/delinquent                63=Substitution,
                          status of a particular loan.                      65=Repurchase,70=REO
------------------------- -------------------------------------- ---------- ------------------------ -------
INT_ADJ_AMT               The amount of the interest                 2      No commas(,) or dollar     11
                          adjustment as reported by the                     signs ($)
                          Servicer.
------------------------- -------------------------------------- ---------- ------------------------ -------
SOLDIER_SAILOR_ADJ_AMT    The Soldier and Sailor Adjustment          2      No commas(,) or dollar     11
                          amount, if applicable.                            signs ($)
------------------------- -------------------------------------- ---------- ------------------------ -------
NON_ADV_LOAN_AMT          The Non Recoverable Loan Amount, if        2      No commas(,) or dollar     11
                          applicable.                                       signs ($)
------------------------- -------------------------------------- ---------- ------------------------ -------
LOAN_LOSS_AMT             The amount the Servicer is passing         2      No commas(,) or dollar     11
                          as a loss, if applicable.                         signs ($)
------------------------- -------------------------------------- ---------- ------------------------ -------
SCHED_BEG_PRIN_BAL        The scheduled outstanding principal        2      No commas(,) or dollar     11
                          amount due at the beginning of the
                          cycle date to be passed through to
                          investors.                                        signs ($)
------------------------- -------------------------------------- ---------- ------------------------ -------
SCHED_END_PRIN_BAL        The scheduled principal balance due        2      No commas(,) or dollar     11
                          to investors at the end of a                      signs ($)
                          processing cycle.
------------------------- -------------------------------------- ---------- ------------------------ -------
SCHED_PRIN_AMT            The scheduled principal amount as          2      No commas(,) or dollar     11
                          reported by the Servicer for the
                          current cycle -- only applicable for
                          Scheduled/Scheduled Loans.                        signs ($)
------------------------- -------------------------------------- ---------- ------------------------ -------
SCHED_NET_INT             The scheduled gross interest amount        2      No commas(,) or dollar     11
                          less the service fee amount for the
                          current cycle as reported by the
                          Servicer -- only applicable for
                          Scheduled/Scheduled Loans.                        signs ($)
------------------------- -------------------------------------- ---------- ------------------------ -------
ACTL_PRIN_AMT             The actual principal amount                2      No commas(,) or dollar     11
                          collected by the Servicer for the
                          current reporting cycle -- only
                          applicable for Actual/Actual Loans.               signs ($)
------------------------- -------------------------------------- ---------- ------------------------ -------
                          The actual gross interest amount
                          less the service fee amount for the
ACTL_NET_INT              current reporting cycle as reported        2      No commas(,) or dollar     11
                          by the Servicer -- only applicable                signs ($)
                          for Actual/Actual Loans.
------------------------- -------------------------------------- ---------- ------------------------ -------
PREPAY_PENALTY_ AMT       The penalty amount received when a         2      No commas(,) or dollar     11
                          borrower prepays on his loan as                   signs ($)
                          reported by the Servicer.
------------------------- -------------------------------------- ---------- ------------------------ -------
PREPAY_PENALTY_ WAIVED    The prepayment penalty amount for          2      No commas(,) or dollar     11
                          the loan waived by the Servicer.                  signs ($)
------------------------- -------------------------------------- ---------- ------------------------ -------
MOD_DATE                  The Effective Payment Date of the                 MM/DD/YYYY                 10
                          Modification for the loan.
------------------------- -------------------------------------- ---------- ------------------------ -------
MOD_TYPE                  The Modification Type.                            Varchar - value can be     30
                                                                            alpha or numeric
------------------------- -------------------------------------- ---------- ------------------------ -------
DELINQ_P&I_ADVANCE_AMT    The current outstanding principal          2      No commas(,) or dollar     11
                          and interest advances made by                     signs ($)
                          Servicer.
------------------------- -------------------------------------- ---------- ------------------------ -------


        26.    The  Agreement is hereby  amended  effective as of the date hereof by adding the  following  new
Exhibit F:

                                                       EXHIBIT F

                                          REPORTING DATA FOR DEFAULTED LOANS

                                   Standard File Layout - Delinquency Reporting

------------------------------- ------------------------------------------- ----------- ------------
      Column/Header Name                       Description                   Decimal      Format
                                                                                          Comment
------------------------------- ------------------------------------------- ----------- ------------
------------------------------- ------------------------------------------- ----------- ------------
SERVICER_LOAN_NBR               A unique number assigned to a loan by the
                                Servicer.  This may be different than the
                                LOAN_NBR
------------------------------- ------------------------------------------- ----------- ------------
------------------------------- ------------------------------------------- ----------- ------------
LOAN_NBR                        A unique identifier assigned to each loan
                                by the Originator.
------------------------------- ------------------------------------------- ----------- ------------
------------------------------- ------------------------------------------- ----------- ------------
CLIENT_NBR                      Servicer Client Number
------------------------------- ------------------------------------------- ----------- ------------
------------------------------- ------------------------------------------- ----------- ------------
SERV_INVESTOR_NBR               Contains a unique number as assigned by
                                an external Servicer to identify a group
                                of loans in their system.
------------------------------- ------------------------------------------- ----------- ------------
------------------------------- ------------------------------------------- ----------- ------------
BORROWER_FIRST_NAME             First Name of the Borrower.
------------------------------- ------------------------------------------- ----------- ------------
------------------------------- ------------------------------------------- ----------- ------------
BORROWER_LAST_NAME              Last name of the borrower.
------------------------------- ------------------------------------------- ----------- ------------
------------------------------- ------------------------------------------- ----------- ------------
PROP_ADDRESS                    Street Name and Number of Property
------------------------------- ------------------------------------------- ----------- ------------
------------------------------- ------------------------------------------- ----------- ------------
PROP_STATE                      The state where the  property located.
------------------------------- ------------------------------------------- ----------- ------------
------------------------------- ------------------------------------------- ----------- ------------
PROP_ZIP                        Zip code where the property is located.
------------------------------- ------------------------------------------- ----------- ------------
------------------------------- ------------------------------------------- ----------- ------------
BORR_NEXT_PAY_DUE_DATE          The date that the borrower's next payment               MM/DD/YYYY
                                is due to the Servicer at the end of
                                processing cycle, as reported by Servicer.
------------------------------- ------------------------------------------- ----------- ------------
------------------------------- ------------------------------------------- ----------- ------------
LOAN_TYPE                       Loan Type (i.e. FHA, VA, Conv)
------------------------------- ------------------------------------------- ----------- ------------
------------------------------- ------------------------------------------- ----------- ------------
BANKRUPTCY_FILED_DATE           The date a particular bankruptcy claim                  MM/DD/YYYY
                                was filed.
------------------------------- ------------------------------------------- ----------- ------------
------------------------------- ------------------------------------------- ----------- ------------
BANKRUPTCY_CHAPTER_CODE         The chapter under which the bankruptcy
                                was filed.
------------------------------- ------------------------------------------- ----------- ------------
------------------------------- ------------------------------------------- ----------- ------------
BANKRUPTCY_CASE_NBR             The case number assigned by the court to
                                the bankruptcy filing.
------------------------------- ------------------------------------------- ----------- ------------
------------------------------- ------------------------------------------- ----------- ------------
POST_PETITION_DUE_DATE          The payment due date once the bankruptcy                MM/DD/YYYY
                                has been approved by the courts
------------------------------- ------------------------------------------- ----------- ------------
------------------------------- ------------------------------------------- ----------- ------------
BANKRUPTCY_DCHRG_DISM_DATE      The Date The Loan Is Removed From                       MM/DD/YYYY
                                Bankruptcy. Either by Dismissal,
                                Discharged and/or a Motion For Relief Was
                                Granted.
------------------------------- ------------------------------------------- ----------- ------------
------------------------------- ------------------------------------------- ----------- ------------
LOSS_MIT_APPR_DATE              The Date The Loss Mitigation Was Approved               MM/DD/YYYY
                                By The Servicer
------------------------------- ------------------------------------------- ----------- ------------
------------------------------- ------------------------------------------- ----------- ------------
LOSS_MIT_TYPE                   The Type Of Loss Mitigation Approved For
                                A Loan Such As;
------------------------------- ------------------------------------------- ----------- ------------
------------------------------- ------------------------------------------- ----------- ------------
LOSS_MIT_EST_COMP_DATE          The Date The Loss Mitigation /Plan Is                   MM/DD/YYYY
                                Scheduled To End/Close
------------------------------- ------------------------------------------- ----------- ------------
------------------------------- ------------------------------------------- ----------- ------------
LOSS_MIT_ACT_COMP_DATE          The Date The Loss Mitigation Is Actually                MM/DD/YYYY
                                Completed
------------------------------- ------------------------------------------- ----------- ------------
------------------------------- ------------------------------------------- ----------- ------------
FRCLSR_APPROVED_DATE            The date DA Admin sends a letter to the                 MM/DD/YYYY
                                Servicer with instructions to begin
                                foreclosure proceedings.
------------------------------- ------------------------------------------- ----------- ------------
------------------------------- ------------------------------------------- ----------- ------------
ATTORNEY_REFERRAL_DATE          Date File Was Referred To Attorney to                   MM/DD/YYYY
                                Pursue Foreclosure
------------------------------- ------------------------------------------- ----------- ------------
------------------------------- ------------------------------------------- ----------- ------------
FIRST_LEGAL_DATE                Notice of 1st legal filed by an Attorney                MM/DD/YYYY
                                in a Foreclosure Action
------------------------------- ------------------------------------------- ----------- ------------
------------------------------- ------------------------------------------- ----------- ------------
FRCLSR_SALE_EXPECTED_DATE       The date by which a foreclosure sale is                 MM/DD/YYYY
                                expected to occur.
------------------------------- ------------------------------------------- ----------- ------------
------------------------------- ------------------------------------------- ----------- ------------
FRCLSR_SALE_DATE                The actual date of the foreclosure sale.                MM/DD/YYYY
------------------------------- ------------------------------------------- ----------- ------------
------------------------------- ------------------------------------------- ----------- ------------
FRCLSR_SALE_AMT                 The amount a property sold for at the           2       No
                                foreclosure sale.                                       commas(,)
                                                                                        or dollar
                                                                                        signs ($)
------------------------------- ------------------------------------------- ----------- ------------
------------------------------- ------------------------------------------- ----------- ------------
EVICTION_START_DATE             The date the Servicer initiates eviction                MM/DD/YYYY
                                of the borrower.
------------------------------- ------------------------------------------- ----------- ------------
------------------------------- ------------------------------------------- ----------- ------------
EVICTION_COMPLETED_DATE         The date the court revokes legal                        MM/DD/YYYY
                                possession of the property from the
                                borrower.
------------------------------- ------------------------------------------- ----------- ------------
------------------------------- ------------------------------------------- ----------- ------------
LIST_PRICE                      The price at which an REO property is           2       No
                                marketed.                                               commas(,)
                                                                                        or dollar
                                                                                        signs ($)
------------------------------- ------------------------------------------- ----------- ------------
------------------------------- ------------------------------------------- ----------- ------------
LIST_DATE                       The date an REO property is listed at a                 MM/DD/YYYY
                                particular price.
------------------------------- ------------------------------------------- ----------- ------------
------------------------------- ------------------------------------------- ----------- ------------
OFFER_AMT                       The dollar value of an offer for an REO         2       No
                                property.                                               commas(,)
                                                                                        or dollar
                                                                                        signs ($)
------------------------------- ------------------------------------------- ----------- ------------
------------------------------- ------------------------------------------- ----------- ------------
OFFER_DATE_TIME                 The date an offer is received by DA Admin               MM/DD/YYYY
                                or by the Servicer.
------------------------------- ------------------------------------------- ----------- ------------
------------------------------- ------------------------------------------- ----------- ------------
REO_CLOSING_DATE                The date the REO sale of the property is                MM/DD/YYYY
                                scheduled to close.
------------------------------- ------------------------------------------- ----------- ------------
------------------------------- ------------------------------------------- ----------- ------------
REO_ACTUAL_CLOSING_DATE         Actual Date Of REO Sale                                 MM/DD/YYYY
------------------------------- ------------------------------------------- ----------- ------------
------------------------------- ------------------------------------------- ----------- ------------
OCCUPANT_CODE                   Classification of how the property is
                                occupied.
------------------------------- ------------------------------------------- ----------- ------------
------------------------------- ------------------------------------------- ----------- ------------
PROP_CONDITION_CODE             A code that indicates the condition of
                                the property.
------------------------------- ------------------------------------------- ----------- ------------
------------------------------- ------------------------------------------- ----------- ------------
PROP_INSPECTION_DATE            The date a  property inspection is                      MM/DD/YYYY
                                performed.
------------------------------- ------------------------------------------- ----------- ------------
------------------------------- ------------------------------------------- ----------- ------------
APPRAISAL_DATE                  The date the appraisal was done.                        MM/DD/YYYY
------------------------------- ------------------------------------------- ----------- ------------
------------------------------- ------------------------------------------- ----------- ------------
CURR_PROP_VAL                    The current "as is" value of the               2
                                property based on brokers price opinion
                                or appraisal.
------------------------------- ------------------------------------------- ----------- ------------
------------------------------- ------------------------------------------- ----------- ------------
REPAIRED_PROP_VAL               The amount the property would be worth if       2
                                repairs are completed pursuant to a
                                broker's price opinion or appraisal.
------------------------------- ------------------------------------------- ----------- ------------
------------------------------- ------------------------------------------- ----------- ------------
If applicable:
------------------------------- ------------------------------------------- ----------- ------------
------------------------------- ------------------------------------------- ----------- ------------
DELINQ_STATUS_CODE              FNMA Code Describing Status of Loan
------------------------------- ------------------------------------------- ----------- ------------
------------------------------- ------------------------------------------- ----------- ------------
DELINQ_REASON_CODE              The circumstances which caused a borrower
                                to stop paying on a loan.   Code
                                indicates the reason why the loan is in
                                default for this cycle.
------------------------------- ------------------------------------------- ----------- ------------
------------------------------- ------------------------------------------- ----------- ------------
MI_CLAIM_FILED_DATE             Date Mortgage Insurance Claim Was Filed                 MM/DD/YYYY
                                With Mortgage Insurance Company.
------------------------------- ------------------------------------------- ----------- ------------
------------------------------- ------------------------------------------- ----------- ------------
MI_CLAIM_AMT                    Amount of Mortgage Insurance Claim Filed                No
                                                                                        commas(,)
                                                                                        or dollar
                                                                                        signs ($)
------------------------------- ------------------------------------------- ----------- ------------
------------------------------- ------------------------------------------- ----------- ------------
MI_CLAIM_PAID_DATE              Date Mortgage Insurance Company Disbursed               MM/DD/YYYY
                                Claim Payment
------------------------------- ------------------------------------------- ----------- ------------
------------------------------- ------------------------------------------- ----------- ------------
MI_CLAIM_AMT_PAID               Amount Mortgage Insurance Company Paid On       2       No
                                Claim                                                   commas(,)
                                                                                        or dollar
                                                                                        signs ($)
------------------------------- ------------------------------------------- ----------- ------------
------------------------------- ------------------------------------------- ----------- ------------
POOL_CLAIM_FILED_DATE           Date Claim Was Filed With Pool Insurance                MM/DD/YYYY
                                Company
------------------------------- ------------------------------------------- ----------- ------------
------------------------------- ------------------------------------------- ----------- ------------
POOL_CLAIM_AMT                  Amount of Claim Filed With Pool Insurance       2       No
                                Company                                                 commas(,)
                                                                                        or dollar
                                                                                        signs ($)
------------------------------- ------------------------------------------- ----------- ------------
------------------------------- ------------------------------------------- ----------- ------------
POOL_CLAIM_PAID_DATE            Date Claim Was Settled and The Check Was                MM/DD/YYYY
                                Issued By The Pool Insurer
------------------------------- ------------------------------------------- ----------- ------------
------------------------------- ------------------------------------------- ----------- ------------
POOL_CLAIM_AMT_PAID             Amount Paid On Claim By Pool Insurance          2       No
                                Company                                                 commas(,)
                                                                                        or dollar
                                                                                        signs ($)
------------------------------- ------------------------------------------- ----------- ------------
------------------------------- ------------------------------------------- ----------- ------------
FHA_PART_A_CLAIM_FILED_DATE      Date FHA Part A Claim Was Filed With HUD               MM/DD/YYYY
------------------------------- ------------------------------------------- ----------- ------------
------------------------------- ------------------------------------------- ----------- ------------
FHA_PART_A_CLAIM_AMT             Amount of FHA Part A Claim Filed               2       No
                                                                                        commas(,)
                                                                                        or dollar
                                                                                        signs ($)
------------------------------- ------------------------------------------- ----------- ------------
------------------------------- ------------------------------------------- ----------- ------------
FHA_PART_A_CLAIM_PAID_DATE       Date HUD Disbursed Part A Claim Payment                MM/DD/YYYY
------------------------------- ------------------------------------------- ----------- ------------
------------------------------- ------------------------------------------- ----------- ------------
FHA_PART_A_CLAIM_PAID_AMT        Amount HUD Paid on Part A Claim                2       No
                                                                                        commas(,)
                                                                                        or dollar
                                                                                        signs ($)
------------------------------- ------------------------------------------- ----------- ------------
------------------------------- ------------------------------------------- ----------- ------------
FHA_PART_B_CLAIM_FILED_DATE       Date FHA Part B Claim Was Filed With HUD              MM/DD/YYYY
------------------------------- ------------------------------------------- ----------- ------------
------------------------------- ------------------------------------------- ----------- ------------
FHA_PART_B_CLAIM_AMT              Amount of FHA Part B Claim Filed              2       No
                                                                                        commas(,)
                                                                                        or dollar
                                                                                        signs ($)
------------------------------- ------------------------------------------- ----------- ------------
------------------------------- ------------------------------------------- ----------- ------------
FHA_PART_B_CLAIM_PAID_DATE         Date HUD Disbursed Part B Claim Payment              MM/DD/YYYY
------------------------------- ------------------------------------------- ----------- ------------
------------------------------- ------------------------------------------- ----------- ------------
FHA_PART_B_CLAIM_PAID_AMT        Amount HUD Paid on Part B Claim                2       No
                                                                                        commas(,)
                                                                                        or dollar
                                                                                        signs ($)
------------------------------- ------------------------------------------- ----------- ------------
------------------------------- ------------------------------------------- ----------- ------------
VA_CLAIM_FILED_DATE              Date VA Claim Was Filed With the                       MM/DD/YYYY
                                Veterans Admin
------------------------------- ------------------------------------------- ----------- ------------
------------------------------- ------------------------------------------- ----------- ------------
VA_CLAIM_PAID_DATE               Date Veterans Admin. Disbursed VA Claim                MM/DD/YYYY
                                Payment
------------------------------- ------------------------------------------- ----------- ------------
------------------------------- ------------------------------------------- ----------- ------------
VA_CLAIM_PAID_AMT                Amount Veterans Admin. Paid on VA Claim        2       No
                                                                                        commas(,)
                                                                                        or dollar
                                                                                        signs ($)
------------------------------- ------------------------------------------- ----------- ------------


Exhibit 2: Standard File Codes - Delinquency Reporting

The Loss Mit Type field should show the approved Loss Mitigation Code as follows:
o       ASUM-     Approved Assumption
o       BAP-       Borrower Assistance Program
o       CO-   Charge Off
o       DIL-         Deed-in-Lieu
o       FFA-         Formal Forbearance Agreement
o       MOD-         Loan Modification
o       PRE-         Pre-Sale
o       SS-   Short Sale
o       MISC-      Anything else approved by the PMI or Pool Insurer

NOTE: Wells Fargo Bank will accept alternative Loss Mitigation Types to those above, provided that they are
consistent with industry standards.  If Loss Mitigation Types other than those above are used, the Servicer
must supply Wells Fargo Bank with a description of each of the Loss Mitigation Types prior to sending the
file.

The Occupant Code field should show the current status of the property code as follows:
o       Mortgagor
o       Tenant
o       Unknown
o       Vacant

The Property Condition field should show the last reported condition of the property as follows:
o       Damaged
o       Excellent
o       Fair
o       Gone
o       Good
o       Poor
o       Special Hazard
o       Unknown

Exhibit 2: Standard File Codes - Delinquency Reporting, Continued

The FNMA Delinquent Reason Code field should show the Reason for Delinquency as follows:

                  -------------------- ----------------------------------------------
                  Delinquency Code     Delinquency Description
                  -------------------- ----------------------------------------------
                  -------------------- ----------------------------------------------
                  001                  FNMA-Death of principal mortgagor
                  -------------------- ----------------------------------------------
                  -------------------- ----------------------------------------------
                  002                  FNMA-Illness of principal mortgagor
                  -------------------- ----------------------------------------------
                  -------------------- ----------------------------------------------
                  003                  FNMA-Illness of mortgagor's family member
                  -------------------- ----------------------------------------------
                  -------------------- ----------------------------------------------
                  004                  FNMA-Death of mortgagor's family member
                  -------------------- ----------------------------------------------
                  -------------------- ----------------------------------------------
                  005                  FNMA-Marital difficulties
                  -------------------- ----------------------------------------------
                  -------------------- ----------------------------------------------
                  006                  FNMA-Curtailment of income
                  -------------------- ----------------------------------------------
                  -------------------- ----------------------------------------------
                  007                  FNMA-Excessive Obligation
                  -------------------- ----------------------------------------------
                  -------------------- ----------------------------------------------
                  008                  FNMA-Abandonment of property
                  -------------------- ----------------------------------------------
                  -------------------- ----------------------------------------------
                  009                  FNMA-Distant employee transfer
                  -------------------- ----------------------------------------------
                  -------------------- ----------------------------------------------
                  011                  FNMA-Property problem
                  -------------------- ----------------------------------------------
                  -------------------- ----------------------------------------------
                  012                  FNMA-Inability to sell property
                  -------------------- ----------------------------------------------
                  -------------------- ----------------------------------------------
                  013                  FNMA-Inability to rent property
                  -------------------- ----------------------------------------------
                  -------------------- ----------------------------------------------
                  014                  FNMA-Military Service
                  -------------------- ----------------------------------------------
                  -------------------- ----------------------------------------------
                  015                  FNMA-Other
                  -------------------- ----------------------------------------------
                  -------------------- ----------------------------------------------
                  016                  FNMA-Unemployment
                  -------------------- ----------------------------------------------
                  -------------------- ----------------------------------------------
                  017                  FNMA-Business failure
                  -------------------- ----------------------------------------------
                  -------------------- ----------------------------------------------
                  019                  FNMA-Casualty loss
                  -------------------- ----------------------------------------------
                  -------------------- ----------------------------------------------
                  022                  FNMA-Energy environment costs
                  -------------------- ----------------------------------------------
                  -------------------- ----------------------------------------------
                  023                  FNMA-Servicing problems
                  -------------------- ----------------------------------------------
                  -------------------- ----------------------------------------------
                  026                  FNMA-Payment adjustment
                  -------------------- ----------------------------------------------
                  -------------------- ----------------------------------------------
                  027                  FNMA-Payment dispute
                  -------------------- ----------------------------------------------
                  -------------------- ----------------------------------------------
                  029                  FNMA-Transfer of ownership pending
                  -------------------- ----------------------------------------------
                  -------------------- ----------------------------------------------
                  030                  FNMA-Fraud
                  -------------------- ----------------------------------------------
                  -------------------- ----------------------------------------------
                  031                  FNMA-Unable to contact borrower
                  -------------------- ----------------------------------------------
                  -------------------- ----------------------------------------------
                  INC                  FNMA-Incarceration
                  -------------------- ----------------------------------------------


Exhibit 2: Standard File Codes - Delinquency Reporting, Continued

The FNMA Delinquent Status Code field should show the Status of Default as follows:

                  -------------------- ---------------------------------------------
                      Status Code      Status Description
                  -------------------- ---------------------------------------------
                  -------------------- ---------------------------------------------
                          09           Forbearance
                  -------------------- ---------------------------------------------
                  -------------------- ---------------------------------------------
                          17           Pre-foreclosure Sale Closing Plan Accepted
                  -------------------- ---------------------------------------------
                  -------------------- ---------------------------------------------
                          24           Government Seizure
                  -------------------- ---------------------------------------------
                  -------------------- ---------------------------------------------
                          26           Refinance
                  -------------------- ---------------------------------------------
                  -------------------- ---------------------------------------------
                          27           Assumption
                  -------------------- ---------------------------------------------
                  -------------------- ---------------------------------------------
                          28           Modification
                  -------------------- ---------------------------------------------
                  -------------------- ---------------------------------------------
                          29           Charge-Off
                  -------------------- ---------------------------------------------
                  -------------------- ---------------------------------------------
                          30           Third Party Sale
                  -------------------- ---------------------------------------------
                  -------------------- ---------------------------------------------
                          31           Probate
                  -------------------- ---------------------------------------------
                  -------------------- ---------------------------------------------
                          32           Military Indulgence
                  -------------------- ---------------------------------------------
                  -------------------- ---------------------------------------------
                          43           Foreclosure Started
                  -------------------- ---------------------------------------------
                  -------------------- ---------------------------------------------
                          44           Deed-in-Lieu Started
                  -------------------- ---------------------------------------------
                  -------------------- ---------------------------------------------
                          49           Assignment Completed
                  -------------------- ---------------------------------------------
                  -------------------- ---------------------------------------------
                          61           Second Lien Considerations
                  -------------------- ---------------------------------------------
                  -------------------- ---------------------------------------------
                          62           Veteran's Affairs-No Bid
                  -------------------- ---------------------------------------------
                  -------------------- ---------------------------------------------
                          63           Veteran's Affairs-Refund
                  -------------------- ---------------------------------------------
                  -------------------- ---------------------------------------------
                          64           Veteran's Affairs-Buydown
                  -------------------- ---------------------------------------------
                  -------------------- ---------------------------------------------
                          65           Chapter 7 Bankruptcy
                  -------------------- ---------------------------------------------
                  -------------------- ---------------------------------------------
                          66           Chapter 11 Bankruptcy
                  -------------------- ---------------------------------------------
                  -------------------- ---------------------------------------------
                          67           Chapter 13 Bankruptcy
                  -------------------- ---------------------------------------------



        27.    The  Agreement is hereby  amended  effective as of the date hereof by adding the  following  new
Exhibit J:
                                                   EXHIBIT J

                                          COMPANY'S OBLIGATIONS IN CONNECTION
                                             WITH A RECONSTITUTION

        •      The  Company  shall (i)  possess  the  ability to service to a  securitization  documents;  (ii)
service on a  "Scheduled/Scheduled"  reporting  basis  (advancing  through the liquidation of an REO Property),
(iii) make  compensating  interest  payments on payoffs and  curtailments and (iv) remit and report to a Master
Servicer in format reasonably acceptable to such Master Servicer by the 10th calendar day of each month.

        •      The Company shall provide an acceptable  annual  certification  (officer's  certificate)  to the
Master  Servicer (as  required by the  Sarbanes-Oxley  Act of 2002) as well as any other annual  certifications
customarily  required under the  securitization  documents (i.e. the annual  statement as to  compliance/annual
independent  certified public  accountants'  servicing  report due by March 1 of each year),  provided that the
Company has notice that such other annual certifications will be required.

        •      The Company shall maintain its servicing system in accordance with the requirements of the
    Master Servicer.


        28.    The  Agreement is hereby  amended  effective as of the date hereof by adding the  following  new
Exhibit K:

                                                       EXHIBIT K

                                             FORM OF COMPANY CERTIFICATION

Re:     The [  ] agreement dated as of [    l, 200[ ] (the "Agreement"), among [IDENTIFY PARTIES]

        I,  ____________________________,  the  _______________________  of [NAME OF COMPANY] (the  "Company"),
certify to [the Purchaser],  [the Depositor],  and the [Master Servicer] [Securities  Administrator] [Trustee],
and their officers, with the knowledge and intent that they will rely upon this certification, that:

               I have reviewed the servicer  compliance  statement of the Company  provided in accordance  with
        Item 1123 of  Regulation  AB (the  "Compliance  Statement"),  the report on assessment of the Company's
        compliance  with the  servicing  criteria set forth in Item 1122(d) of  Regulation  AB (the  "Servicing
        Criteria"),  provided in accordance with Rules 13a-18 and 15d-18 under Securities Exchange Act of 1934,
        as amended (the  "Exchange  Act") and Item 1122 of  Regulation  AB (the  "Servicing  Assessment"),  the
        registered  public accounting  firm's  attestation  report provided in accordance with Rules 13a-18 and
        15d-18 under the Exchange Act and Section 1122(b) of Regulation AB (the "Attestation  Report"), and all
        servicing  reports,  officer's  certificates  and other  information  relating to the  servicing of the
        Mortgage  Loans by the Company  during  200[ ] that were  delivered  by the Company to the  [Depositor]
        [Master Servicer] [Securities  Administrator]  [Trustee] pursuant to the Agreement  (collectively,  the
        "Company Servicing Information");

               Based on my knowledge,  the Company  Servicing  Information,  taken as a whole, does not contain
        any  untrue  statement  of a  material  fact or omit to state a  material  fact  necessary  to make the
        statements  made,  in the light of the  circumstances  under  which  such  statements  were  made,  not
        misleading with respect to the period of time covered by the Company Servicing Information;

               Based on my knowledge,  all of the Company Servicing  Information required to be provided by the
        Company  under the  Agreement  has been  provided  to the  [Depositor]  [Master  Servicer]  [Securities
        Administrator] [Trustee];

               I am  responsible  for reviewing the  activities  performed by the Company as Servicer under the
        Agreement,  and based on my knowledge and the compliance  review  conducted in preparing the Compliance
        Statement  and except as  disclosed  in the  Compliance  Statement,  the  Servicing  Assessment  or the
        Attestation  Report,  the Company has  fulfilled  its  obligations  under the Agreement in all material
        respects; and

The  Compliance  Statement  required  to be  delivered  by the  Company  pursuant  to this  Agreement,  and the
Servicing  Assessment and Attestation  Report required to be provided by the Company and by any Subservicer and
Subcontractor  pursuant  to the  Agreement,  have been  provided  to the  [Depositor]  [Master  Servicer].  Any
material  instances of noncompliance  described in such reports have been disclosed to the [Depositor]  [Master
Servicer].  Any material  instance of  noncompliance  with the  Servicing  Criteria has been  disclosed in such
reports.


        29.    The  Agreement is hereby  amended  effective as of the date hereof by adding the  following  new
Exhibit L:

                                                   EXHIBIT L

                               SUMMARY OF APPLICABLE REGULATION AB REQUIREMENTS

NOTE:  This  Exhibit  L is  provided  for  convenience  of  reference  only.  In the  event  of a  conflict  or
inconsistency  between the terms of this Exhibit L and the text of Regulation  AB, the text of  Regulation  AB,
its adopting release and other public statements of the SEC shall control.

Item 1105(a)(1)-(3) and (c)

        -Provide  static pool  information  with respect to mortgage loans that were originated or purchased by
the Company and which are of the same type as the Mortgage Loans.

        -Provide static pool information regarding  delinquencies,  cumulative losses and prepayments for prior
securitized pools of the Company.

        -If the Company has less than 3 years experience  securitizing  assets of the same type as the Mortgage
Loans,  the Company  may provide the static pool  information  by vintage  origination  years  regarding  loans
originated  or purchased by the  Company,  instead of by prior  securitized  pool. A vintage  origination  year
represents mortgage loans originated during the same year.

        -Such  static pool  information  shall be for the prior five  years,  or for so long as the Company has
been originating or purchasing (in the case of data by vintage  origination  year) or securitizing (in the case
of data by prior securitized pools) such mortgage loans if for less than five years.

        -The  static  pool  information  for each  vintage  origination  year or  prior  securitized  pool,  as
applicable,  shall be  presented  in  monthly  or  quarterly  increments  over the life of the  mortgage  loans
included in the vintage origination year or prior securitized pool.

        -Provide  summary  information  for the  original  characteristics  of the prior  securitized  pools or
vintage  origination  years,  as  applicable  and  material,  including:  number of pool assets,  original pool
balance,  weighted average initial loan balance,  weighted average mortgage rate,  weighted average and minimum
and maximum FICO,  product type, loan purpose,  weighted  average and minimum and maximum LTV,  distribution of
loans by mortgage rate, and geographic concentrations of 5% or more.


Item 1108(b) and (c)

        Provide the following  information with respect to each servicer that will service,  including  interim
service,  20% or more of the mortgage loans in any loan group in the securitization  issued in the Pass-Through
Transfer:

        -a description of the Company's form of organization;

        -a  description  of how long the Company  has been  servicing  residential  mortgage  loans;  a general
discussion of the Company's  experience in servicing  assets of any type as well as a more detailed  discussion
of the  Company's  experience  in,  and  procedures  for the  servicing  function  it will  perform  under this
Agreement and any  Reconstitution  Agreements;  information  regarding the size,  composition and growth of the
Company's  portfolio of mortgage  loans of the type similar to the Mortgage  Loans and  information  on factors
related to the Company  that may be material to any  analysis of the  servicing  of the  Mortgage  Loans or the
related  asset-backed  securities,   as  applicable,   including  whether  any  default  or  servicing  related
performance  trigger  has  occurred  as to any other  securitization  due to any act or  failure  to act of the
Company,  whether any material  noncompliance with applicable servicing criteria as to any other securitization
has been disclosed or reported by the Company, and the extent of outsourcing the Company uses;

        -a  description  of any material  changes to the  Company's  policies or  procedures  in the  servicing
function it will perform  under this  Agreement and any  Reconstitution  Agreements  for mortgage  loans of the
type similar to the Mortgage Loans during the past three years;

        -information  regarding the Company's  financial  condition to the extent that there is a material risk
that the effect on one or more  aspects of  servicing  resulting  from such  financial  condition  could have a
material impact on the performance of the securities  issued in the Pass-Through  Transfer,  or on servicing of
mortgage loans of the same asset type as the Mortgage Loans;

        -any special or unique factors  involved in servicing loans of the same type as the Mortgage Loans, and
the Company's processes and procedures designed to address such factors;

        -statistical  information regarding principal and interest advances made by the Company on the Mortgage
Loans and the Company's overall servicing portfolio for the past three years; and

        -the  Company's  process for handling  delinquencies,  losses,  bankruptcies  and  recoveries,  such as
through liquidation of REO Properties, foreclosure, sale of the Mortgage Loans or workouts.

Item 1110(a)

        -Identify  any  originator  or group of  affiliated  originators  that  originated,  or is  expected to
originate,  10% or  more  of the  mortgage  loans  in any  loan  group  in  the  securitization  issued  in the
Pass-Through Transfer.


Item 1110(b)

        Provide the following  information  with respect to any  originator or group of affiliated  originators
that  originated,  or is  expected to  originate,  20% or more of the  mortgage  loans in any loan group in the
securitization issued in the Pass-Through Transfer:

        -the Company's form of organization; and

        -a  description  of the  Company's  origination  program and how long the  Company has been  engaged in
originating  residential  mortgage  loans,  which  description  must  include  a  discussion  of the  Company's
experience in originating  mortgage loans of the same type as the Mortgage Loans and information  regarding the
size and composition of the Company's  origination  portfolio as well as information that may be material to an
analysis of the  performance  of the Mortgage  Loans,  such as the Company's  credit-granting  or  underwriting
criteria for mortgage loans of the same type as the Mortgage Loans.


Item 1117

        -describe any legal proceedings  pending against the Company or against any of its property,  including
any proceedings  known to be contemplated by governmental  authorities,  that may be material to the holders of
the securities issued in the Pass-Through Transfer.


Item 1119(a)

        -describe  any  affiliations  of the Company,  each other  originator  of the  Mortgage  Loans and each
Subservicer with the sponsor,  depositor,  issuing entity,  trustee,  any originator,  any other servicer,  any
significant  obligor,   enhancement  or  support  provider  or  any  other  material  parties  related  to  the
Pass-Through Transfer.


Item 1119(b)

        -describe any business relationship,  agreement, arrangement, transaction or understanding entered into
outside  of the  ordinary  course  of  business  or on terms  other  than  those  obtained  in an arm's  length
transaction with an unrelated third party,  apart from the  Pass-Through  Transfer,  between the Company,  each
other originator of the Mortgage Loans and each Subservicer,  or their respective affiliates,  and the sponsor,
depositor or issuing entity or their  respective  affiliates,  that exists  currently or has existed during the
past two years,  that may be material to the  understanding  of an  investor  in the  securities  issued in the
Pass-Through Transfer.

Item 1119(c)

        -describe any business relationship,  agreement, arrangement, transaction or understanding involving or
relating to the Mortgage  Loans or the  Pass-Through  Transfer,  including the material  terms and  approximate
dollar  amount  involved,  between  the  Company,  each  other  originator  of  the  Mortgage  Loans  and  each
Subservicer,  or their respective  affiliates and the sponsor,  depositor or issuing entity or their respective
affiliates, that exists currently or has existed during the past two years.

        30.    The  Agreement is hereby  amended  effective as of the date hereof by adding the  following  new
Exhibit M:

                                                   EXHIBIT M

                        SERVICING CRITERIA TO BE ADDRESSED IN ASSESSMENT OF COMPLIANCE

        The assessment of compliance to be delivered by [the Company] [Name of Subservicer]  shall address,  at
a minimum, the criteria identified as below as "Applicable Servicing Criteria":

----------------------------------------------------------------------------- ------------------
                             Servicing Criteria                                  Applicable
                                                                                  Servicing
                                                                                  Criteria
----------------------------------------------------------------------------- ------------------
    Reference                               Criteria
------------------- --------------------------------------------------------- ------------------
                                General Servicing Considerations
-------------------                                                           ------------------
1122(d)(1)(i)       Policies and procedures are instituted to monitor any
                    performance or other triggers and events of default in
                    accordance with the transaction agreements.
-------------------                                                           ------------------
1122(d)(1)(ii)      If any material servicing activities are outsourced to
                    third parties, policies and procedures are instituted
                    to monitor the third party's performance and compliance
                    with such servicing activities.
-------------------                                                           ------------------
1122(d)(1)(iii)     Any requirements in the transaction agreements to
                    maintain a back-up Servicer for the mortgage loans are
                    maintained.
-------------------                                                           ------------------
1122(d)(1)(iv)      A fidelity bond and errors and omissions policy is in
                    effect on the party participating in the servicing
                    function throughout the reporting period in the amount
                    of coverage required by and otherwise in accordance
                    with the terms of the transaction agreements.
-------------------                                                           ------------------
                               Cash Collection and Administration
-------------------                                                           ------------------
1122(d)(2)(i)       Payments on mortgage loans are deposited into the
                    appropriate custodial bank accounts and related bank
                    clearing accounts no more than two business days
                    following receipt, or such other number of days
                    specified in the transaction agreements.
-------------------                                                           ------------------
1122(d)(2)(ii)      Disbursements made via wire transfer on behalf of an
                    obligor or to an investor are made only by authorized
                    personnel.
-------------------                                                           ------------------
1122(d)(2)(iii)     Advances of funds or guarantees regarding collections,
                    cash flows or distributions, and any interest or other
                    fees charged for such advances, are made, reviewed and
                    approved as specified in the transaction agreements.
-------------------                                                           ------------------
                    The related accounts for the transaction, such as cash
                    reserve accounts or accounts established as a form of
                    overcollateralization, are separately maintained (e.g.,
                    with respect to commingling of cash) as set forth in
1122(d)(2)(iv)      the transaction agreements.
-------------------                                                           ------------------
1122(d)(2)(v)       Each custodial account is maintained at a federally
                    insured depository institution as set forth in the
                    transaction agreements. For purposes of this criterion,
                    "federally insured depository institution" with respect
                    to a foreign financial institution means a foreign
                    financial institution that meets the requirements of
                    Rule 13k-1(b)(1) of the Securities Exchange Act.
-------------------                                                           ------------------
1122(d)(2)(vi)      Unissued checks are safeguarded so as to prevent
                    unauthorized access.
-------------------                                                           ------------------
1122(d)(2)(vii)      Reconciliations are prepared on a monthly basis for
                    all asset-backed securities related bank accounts,
                    including custodial accounts and related bank clearing
                    accounts. These reconciliations are (A) mathematically
                    accurate; (B) prepared within 30 calendar days after
                    the bank statement cutoff date, or such other number of
                    days specified in the transaction agreements; (C)
                    reviewed and approved by someone other than the person
                    who prepared the reconciliation; and (D) contain
                    explanations for reconciling items. These reconciling
                    items are resolved within 90 calendar days of their
                    original identification, or such other number of days
                    specified in the transaction agreements.
-------------------                                                           ------------------
                               Investor Remittances and Reporting
-------------------                                                           ------------------
1122(d)(3)(i)       Reports to investors, including those to be filed with
                    the Commission, are maintained in accordance with the
                    transaction agreements and applicable Commission
                    requirements. Specifically, such reports (A) are
                    prepared in accordance with timeframes and other terms
                    set forth in the transaction agreements; (B) provide
                    information calculated in accordance with the terms
                    specified in the transaction agreements; (C) are filed
                    with the Commission as required by its rules and
                    regulations; and (D) agree with investors' or the
                    trustee's records as to the total unpaid principal
                    balance and number of mortgage loans serviced by the
                    Servicer.
-------------------                                                           ------------------
1122(d)(3)(ii)      Amounts due to investors are allocated and remitted in
                    accordance with timeframes, distribution priority and
                    other terms set forth in the transaction agreements.
-------------------                                                           ------------------
                    Disbursements made to an investor are posted within two
                    business days to the Servicer's investor records, or
                    such other number of days specified in the transaction
1122(d)(3)(iii)     agreements.
-------------------                                                           ------------------
                    Amounts remitted to investors per the investor reports
                    agree with cancelled checks, or other form of payment,
1122(d)(3)(iv)      or custodial bank statements.
-------------------                                                           ------------------
                                   Pool Asset Administration
-------------------                                                           ------------------
1122(d)(4)(i)        Collateral or security on mortgage loans is maintained
                    as required by the transaction agreements or related
                    mortgage loan documents.
-------------------                                                           ------------------
                    Mortgage loan and related documents are safeguarded as
1122(d)(4)(ii)      required by the transaction agreements
-------------------                                                           ------------------
1122(d)(4)(iii)     Any additions, removals or substitutions to the asset
                    pool are made, reviewed and approved in accordance with
                    any conditions or requirements in the transaction
                    agreements.
-------------------                                                           ------------------
1122(d)(4)(iv)      Payments on mortgage loans, including any payoffs, made
                    in accordance with the related mortgage loan documents
                    are posted to the Servicer's obligor records maintained
                    no more than two business days after receipt, or such
                    other number of days specified in the transaction
                    agreements, and allocated to principal, interest or
                    other items (e.g., escrow) in accordance with the
                    related mortgage loan documents.
-------------------                                                           ------------------
1122(d)(4)(v)       The Servicer's records regarding the mortgage loans
                    agree with the Servicer's records with respect to an
                    obligor's unpaid principal balance.
-------------------                                                           ------------------
1122(d)(4)(vi)      Changes with respect to the terms or status of an
                    obligor's mortgage loans (e.g., loan modifications or
                    re-agings) are made, reviewed and approved by
                    authorized personnel in accordance with the transaction
                    agreements and related pool asset documents.
-------------------                                                           ------------------
1122(d)(4)(vii)     Loss mitigation or recovery actions (e.g., forbearance
                    plans, modifications and deeds in lieu of foreclosure,
                    foreclosures and repossessions, as applicable) are
                    initiated, conducted and concluded in accordance with
                    the timeframes or other requirements established by the
                    transaction agreements.
-------------------                                                           ------------------
1122(d)(4)(viii)    Records documenting collection efforts are maintained
                    during the period a mortgage loan is delinquent in
                    accordance with the transaction agreements. Such
                    records are maintained on at least a monthly basis, or
                    such other period specified in the transaction
                    agreements, and describe the entity's activities in
                    monitoring delinquent mortgage loans including, for
                    example, phone calls, letters and payment rescheduling
                    plans in cases where delinquency is deemed temporary
                    (e.g., illness or unemployment).
-------------------                                                           ------------------
1122(d)(4)(ix)      Adjustments to interest rates or rates of return for
                    mortgage loans with variable rates are computed based
                    on the related mortgage loan documents.
-------------------                                                           ------------------
1122(d)(4)(x)       Regarding any funds held in trust for an obligor (such
                    as escrow accounts): (A) such funds are analyzed, in
                    accordance with the obligor's mortgage loan documents,
                    on at least an annual basis, or such other period
                    specified in the transaction agreements; (B) interest
                    on such funds is paid, or credited, to obligors in
                    accordance with applicable mortgage loan documents and
                    state laws; and (C) such funds are returned to the
                    obligor within 30 calendar days of full repayment of
                    the related mortgage loans, or such other number of
                    days specified in the transaction agreements.
-------------------                                                           ------------------
1122(d)(4)(xi)      Payments made on behalf of an obligor (such as tax or
                    insurance payments) are made on or before the related
                    penalty or expiration dates, as indicated on the
                    appropriate bills or notices for such payments,
                    provided that such support has been received by the
                    Servicer at least 30 calendar days prior to these
                    dates, or such other number of days specified in the
                    transaction agreements.
-------------------                                                           ------------------
1122(d)(4)(xii)     Any late payment penalties in connection with any
                    payment to be made on behalf of an obligor are paid
                    from the Servicer's funds and not charged to the
                    obligor, unless the late payment was due to the
                    obligor's error or omission.
-------------------                                                           ------------------
                    Disbursements made on behalf of an obligor are posted
                    within two business days to the obligor's records
                    maintained by the Servicer, or such other number of
1122(d)(4)(xiii)    days specified in the transaction agreements.
-------------------                                                           ------------------
1122(d)(4)(xiv)      Delinquencies, charge-offs and uncollectible accounts
                    are recognized and recorded in accordance with the
                    transaction agreements.
-------------------                                                           ------------------
                    Any external enhancement or other support, identified
                    in Item 1114(a)(1) through (3) or Item 1115 of
                    Regulation AB, is maintained as set forth in the
1122(d)(4)(xv)      transaction agreements.
-------------------                                                           ------------------
                    ---------------------------------------------------------

------------------- --------------------------------------------------------- ------------------



                                            [NAME OF COMPANY] [NAME OF SUBSERVICER]


                                            Date:  _________________________



                                            By:    _________________________
                                            Name:
                                            Title:



        31.    The Agreement is hereby amended as of the date hereof by adding the following new Exhibit N:



                                                       EXHIBIT N

                                     REPORTING DATA FOR REALIZED LOSSES AND GAINS

                         Calculation of Realized Loss/Gain Form 332- Instruction Sheet

        NOTE:  Do not net or combine items.  Show all expenses individually and all credits as separate line
        items.  Claim packages are due on the remittance report date.  Late submissions may result in claims
        not being passed until the following month.  The Servicer is responsible to remit all funds pending
        loss approval and /or resolution of any disputed items.


                      The numbers on the 332 form correspond with the numbers listed below.

        Liquidation and Acquisition Expenses:
        1.    The Actual Unpaid Principal Balance of the Mortgage Loan.  For documentation, an Amortization
              Schedule from date of default through liquidation breaking out the net interest and servicing
              fees advanced is required.

        2.    The Total Interest Due less the aggregate amount of servicing fee that would have been earned
              if all delinquent payments had been made as agreed. For documentation, an Amortization Schedule
              from date of default through liquidation breaking out the net interest and servicing fees
              advanced is required.

        3.    Accrued Servicing Fees based upon the Scheduled Principal Balance of the Mortgage Loan as
              calculated on a monthly basis. For documentation, an Amortization Schedule from date of default
              through liquidation breaking out the net interest and servicing fees advanced is required.

        4-12. Complete as applicable.  Required documentation:

               *  For taxes and insurance advances - see page 2 of 332 form - breakdown required showing period

                 of coverage, base tax, interest, penalty.  Advances prior to default require evidence of
                 Servicer efforts to recover advances.

                *  For escrow advances - complete payment history

                   (to calculate advances from last positive escrow balance forward)

               *  Other expenses -  copies of corporate advance history showing all payments

               *  REO repairs > $1500 require explanation

               *  REO repairs >$3000 require evidence of at least 2 bids.

               *  Short Sale or Charge Off require P&L supporting the decision and WFB's approved Officer
               Certificate

               *  Unusual or extraordinary items may require further documentation.

        13.    The total of lines 1 through 12.

        Credits:

        14-21.Complete as applicable.  Required documentation:

              * Copy of the HUD 1 from the REO sale.  If a 3rd Party Sale, bid instructions and Escrow Agent
              / Attorney

                 Letter of Proceeds Breakdown.

              *  Copy of EOB for any MI or gov't guarantee

              *  All other credits need to be clearly defined on the 332 form _______________

        22.    The total of lines 14 through 21.

        Please Note:  For HUD/VA loans, use line (18a) for Part A/Initial proceeds and line (18b) for Part
                      B/Supplemental proceeds.

        Total Realized Loss (or Amount of Any Gain)
        23.   The total derived from  subtracting  line 22 from 13. If the amount  represents a realized  gain,
              show the amount in parenthesis (   ).

                                  Calculation of Realized Loss/Gain Form 332

        Prepared by:  __________________                  Date:  _______________
        Phone:  ______________________   Email Address:_____________________


----------------------------    -------------------------------   ------------------------------------
Servicer Loan No.               Servicer Name                     Servicer Address


----------------------------    -------------------------------   ------------------------------------

        WELLS FARGO BANK, N.A. Loan No._____________________________

        Borrower's Name: _________________________________________________________
        Property Address: _________________________________________________________

        Liquidation Type:  REO Sale          3rd Party Sale             Short Sale     Charge Off

        Was this loan granted a Bankruptcy deficiency or cramdown       Yes         No
        If "Yes", provide deficiency or cramdown amount _______________________________

        Liquidation and Acquisition Expenses:
       (1) Actual Unpaid Principal Balance of Mortgage Loan             $ ______________      (1)
        (2)Interest accrued at Net Rate                                  ________________     (2)
        (3)Accrued Servicing Fees                                 ________________     (3)
        (4)Attorney's Fees                                        ________________     (4)
        (5)Taxes (see page 2)                                            ________________     (5)
        (6)Property Maintenance                                         ________________      (6)
        (7)MI/Hazard Insurance Premiums (see page 2)                     ________________     (7)
        (8)Utility Expenses                                       ________________     (8)
        (9)Appraisal/BPO                                          ________________     (9)
        (10)   Property Inspections                                      ________________     (10)
        (11)   FC Costs/Other Legal Expenses                             ________________     (11)
        (12)   Other (itemize)                                           ________________     (12)
               Cash for Keys__________________________            ________________     (12)
               HOA/Condo Fees_______________________              ________________     (12)
               ______________________________________             ________________     (12)

               Total Expenses                                    $ _______________     (13)
        Credits:
        (14)   Escrow Balance                                    $ _______________     (14)
        (15)   HIP Refund                                               ________________      (15)
        (16)   Rental Receipts                                          ________________      (16)
        (17)   Hazard Loss Proceeds                                     ________________      (17)
        (18)   Primary Mortgage Insurance / Gov't Insurance                     ________________     (18a)
        HUD Part A
                                                                 ________________           (18b) HUD Part B
        (19)   Pool Insurance Proceeds                                  ________________      (19)
        (20)   Proceeds from Sale of Acquired Property                  ________________      (20)
        (21)   Other (itemize)                                          ________________      (21)
           _________________________________________             ________________      (21)

           Total Credits                                         $________________     (22)
        Total Realized Loss (or Amount of Gain)                  $________________     (23)


Escrow Disbursement Detail


--------------- ------------ ------------- ------------- ------------ ------------- -------------
     Type        Date Paid    Period of     Total Paid   Base Amount   Penalties      Interest
 (Tax /Ins.)                   Coverage
--------------- ------------ ------------- ------------- ------------ ------------- -------------
--------------- ------------ ------------- ------------- ------------ ------------- -------------

--------------- ------------ ------------- ------------- ------------ ------------- -------------
--------------- ------------ ------------- ------------- ------------ ------------- -------------

--------------- ------------ ------------- ------------- ------------ ------------- -------------
--------------- ------------ ------------- ------------- ------------ ------------- -------------

--------------- ------------ ------------- ------------- ------------ ------------- -------------
--------------- ------------ ------------- ------------- ------------ ------------- -------------

--------------- ------------ ------------- ------------- ------------ ------------- -------------
--------------- ------------ ------------- ------------- ------------ ------------- -------------

--------------- ------------ ------------- ------------- ------------ ------------- -------------
--------------- ------------ ------------- ------------- ------------ ------------- -------------

--------------- ------------ ------------- ------------- ------------ ------------- -------------
--------------- ------------ ------------- ------------- ------------ ------------- -------------

--------------- ------------ ------------- ------------- ------------ ------------- -------------
--------------- ------------ ------------- ------------- ------------ ------------- -------------

--------------- ------------ ------------- ------------- ------------ ------------- -------------



        32.    Except as  amended  above,  the  Agreement  shall  continue  to be in full  force and  effect in
accordance with its terms.

        33.    This  Amendment  may be executed by one or more of the parties  hereto on any number of separate
counterparts  and of said  counterparts  taken  together  shall  be  deemed  to  constitute  one  and the  same
instrument.

                                           [SIGNATURE PAGES FOLLOW]





        IN WITNESS  WHEREOF,  the  following  parties  have  caused  their  names to be signed  hereto by their
respective officers thereunto duly authorized as of the day and year first above written.
                                                   EMC MORTGAGE CORPORATION,
                                                          as Purchaser

                                                   By:    _________________________
                                                   Name:
                                                   Title:


                                                   CHEVY CHASE BANK, F.S.B.,
                                                          as Company

                                                   By:    _________________________
                                                   Name:
                                                   Title:



                                                                                                    EXHIBIT H-3





                                           EMC Mortgage Corporation,


                                                   Purchaser


                                                      and

                                         Countrywide Home Loans, Inc.,


                                                    Company






-----------------------------------------------------------------------------------------------

                                  SELLER'S WARRANTIES AND SERVICING AGREEMENT

                                         Dated as of September 1, 2002

-----------------------------------------------------------------------------------------------

                                  Residential Adjustable Rate Mortgage Loans














                                               TABLE OF CONTENTS

                                                                                          Page
ARTICLE I

                 DEFINITIONS
ARTICLE II

                 CONVEYANCE OF MORTGAGE LOANS; POSSESSION OF MORTGAGE FILES;
                 BOOKS AND RECORDS; DELIVERY OF DOCUMENTS
   Section 2.01   Conveyance of Mortgage Loans; Possession of Mortgage Files;
                  Maintenance of Servicing Files.............................................13
   Section 2.02   Books and Records; Transfers of Mortgage Loans.............................14
   Section 2.03   Delivery of Documents......................................................15

ARTICLE III

                 REPRESENTATIONS AND WARRANTIES;
                 REMEDIES AND BREACH
   Section 3.01   Company Representations and Warranties.....................................16
   Section 3.02   Representations and Warranties Regarding Individual Mortgage Loans.........18
   Section 3.03   Remedies for Breach of Representations and Warranties......................27
   Section 3.04   Indemnification............................................................29
   Section 3.05   Repurchase Upon Conversion.................................................29
   Section 3.06   Restrictions and Requirements Applicable in the Event
   that a Mortgage Loan is Acquired by a REMIC...............................................30
   Section 3.07   Review of Mortgage Loans...................................................31

ARTICLE IV

                 ADMINISTRATION AND SERVICING OF MORTGAGE LOANS
   Section 4.01   Company to Act as Servicer.................................................32
   Section 4.02   Liquidation of Mortgage Loans..............................................34
   Section 4.03   Collection of Mortgage Loan Payments.......................................35
   Section 4.04   Establishment of and Deposits to Custodial Account.........................35
   Section 4.05   Permitted Withdrawals From Custodial Account...............................37
   Section 4.06   Establishment of and Deposits to Escrow Account............................38
   Section 4.07   Permitted Withdrawals From Escrow Account..................................39
   Section 4.08   Payment of Taxes, Insurance and Other Charges..............................39
   Section 4.09   Protection of Accounts.....................................................40
   Section 4.10   Maintenance of Hazard Insurance............................................40
   Section 4.11   Maintenance of Mortgage Impairment Insurance...............................42
   Section 4.12   Maintenance of Fidelity Bond and Errors and Omissions Insurance............42
   Section 4.13   Inspections................................................................43
   Section 4.14   Restoration of Mortgaged Property..........................................43
   Section 4.15   Maintenance of PMI and LPMI Policy; Claims.................................43
   Section 4.16   Title, Management and Disposition of REO Property..........................45
   Section 4.17   Real Estate Owned Reports..................................................46
   Section 4.18   Liquidation Reports........................................................46
   Section 4.19   Reports of Foreclosures and Abandonments of Mortgaged Property.............47
   Section 4.20   Notification of Adjustments................................................47

ARTICLE V

                 PAYMENTS TO PURCHASER
   Section 5.01   Remittances................................................................47
   Section 5.02   Statements to Purchaser....................................................48
   Section 5.03   Monthly Advances by Company................................................48

ARTICLE VI

                 GENERAL SERVICING PROCEDURES
   Section 6.01   Transfers of Mortgaged Property............................................49
   Section 6.02   Satisfaction of Mortgages and Release of Mortgage Files....................50
   Section 6.03   Servicing Compensation.....................................................50
   Section 6.04   Annual Statement as to Compliance..........................................51
   Section 6.05   Annual Independent Public Accountants' Servicing Report....................51
   Section 6.06   Right to Examine Company Records...........................................51

ARTICLE VII

                 AGENCY TRANSFER; PASS-THROUGH TRANSFER
   Section 7.01   Removal of Mortgage Loans from Inclusion Under this Agreement Upon an
   Agency Transfer, or a Pass-Through Transfer on One or More Reconstitution Dates...........52
   Section 7.02   Purchaser's Repurchase and Indemnification Obligations.....................52

ARTICLE VIII

                 COMPANY TO COOPERATE
   Section 8.01   Provision of Information...................................................53
   Section 8.02   Financial Statements; Servicing Facility...................................54

ARTICLE IX

                 THE COMPANY
   Section 9.01   Indemnification; Third Party Claims........................................54
   Section 9.02   Merger or Consolidation of the Company.....................................55
   Section 9.03   Limitation on Liability of Company and Others..............................55
   Section 9.04   Limitation on Resignation and Assignment by Company........................56

ARTICLE X

                 DEFAULT
   Section 10.01  Events of Default..........................................................56
   Section 10.02  Waiver of Defaults.........................................................58

ARTICLE XI

                 TERMINATION
   Section 11.01  Termination................................................................58
   Section 11.02  Termination Without Cause..................................................58

ARTICLE XII

                 MISCELLANEOUS PROVISIONS
   Section 12.01  Successor to Company.......................................................59
   Section 12.02  Amendment..................................................................60
   Section 12.03  Governing Law..............................................................60
   Section 12.04  Duration of Agreement......................................................60
   Section 12.05  Notices....................................................................60
   Section 12.06  Severability of Provisions.................................................61
   Section 12.07  Relationship of Parties....................................................61
   Section 12.08  Execution; Successors and Assigns..........................................61
   Section 12.09  Recordation of Assignments of Mortgage.....................................61
   Section 12.10  Assignment by Purchaser....................................................61
   Section 12.11  No Personal Solicitation...................................................61







                                                   EXHIBITS

EXHIBIT A             MORTGAGE LOAN SCHEDULE
EXHIBIT B             CONTENTS OF EACH MORTGAGE FILE
EXHIBIT C             MORTGAGE LOAN DOCUMENTS
EXHIBIT D-1           FORM OF CUSTODIAL ACCOUNT
                      CERTIFICATION
EXHIBIT D-2           FORM OF CUSTODIAL ACCOUNT
                      LETTER AGREEMENT
EXHIBIT E-1           FORM OF ESCROW ACCOUNT CERTIFICATION
EXHIBIT E-2           FORM OF ESCROW ACCOUNT
                      LETTER AGREEMENT
EXHIBIT F             FORM OF MONTHLY REMITTANCE ADVICE
EXHIBIT G             FORM OF ASSIGNMENT AND ASSUMPTION
EXHIBIT H             UNDERWRITING GUIDELINES













               This is a Seller's  Warranties and Servicing  Agreement for  residential  adjustable  rate first
lien  mortgage  loans,  dated and  effective  as of  September  1, 2002,  and is executed  between EMC Mortgage
Corporation,  as purchaser (the  "Purchaser"),  and Countrywide  Home Loans,  Inc., as seller and servicer (the
"Company").


                                             W I T N E S S E T H:


               WHEREAS,  from time to time the  Purchaser has agreed to purchase from the Company and from time
to time the  Company  has  agreed to sell to the  Purchaser  certain  Mortgage  Loans  (excluding  the right to
service the Mortgage Loans which the Company expressly retains);

               WHEREAS,  each of the Mortgage  Loans is secured by a mortgage,  deed of trust or other security
instrument  creating a first  lien on a  residential  dwelling  located in the  jurisdiction  indicated  on the
related Mortgage Loan Schedule, which is annexed hereto as Exhibit A;
        WHEREAS,  the Company has agreed to service,  from time to time, certain of the Mortgage Loans acquired
by the Purchaser in accordance with the terms and provisions of this Agreement; and

        WHEREAS,  the Purchaser and the Company wish to prescribe the manner of purchase of the Mortgage  Loans
and the  management,  servicing  and control of the Mortgage  Loans which from time to time are subject to this
Agreement.



               NOW, THEREFORE,  in consideration of the mutual agreements  hereinafter set forth, and for other
good and valuable  consideration,  the receipt and adequacy of which is hereby acknowledged,  the Purchaser and
the Company agree as follows:



                                                  DEFINITIONS


               Whenever used herein,  the following words and phrases,  unless the context otherwise  requires,
shall have the following meanings:

               Accepted  Servicing  Practices:  With respect to any Mortgage  Loan,  those  mortgage  servicing
practices of prudent  mortgage  lending  institutions  which  service  mortgage  loans of the same type as such
Mortgage Loan in the jurisdiction where the related Mortgaged Property is located.

               Agency  Transfer:  The sale or transfer by  Purchaser  of some or all of the  Mortgage  Loans to
Fannie Mae under its Cash Purchase  Program or its MBS Swap Program  (Special  Servicing  Option) or to Freddie
Mac under its Freddie Mac Cash Program or Gold PC Program, retaining the Company as "servicer thereunder".

               Agreement:  This Seller's  Warranties  and Servicing  Agreement  and all  amendments  hereof and
supplements hereto.

               ALTA:  The American Land Title Association or any successor thereto.

               Appraised  Value: The value set forth in an appraisal made in connection with the origination of
the related Mortgage Loan as the value of the Mortgaged Property.

               Approved Flood Certification Provider:  Any provider acceptable to Fannie Mae and Freddie Mac.

               Assignment  and  Conveyance:  An  Assignment  and  Conveyance  in the form of  Exhibit  6 to the
Mortgage Loan Purchase Agreement dated as of the date hereof, by and between the Seller and the Purchaser.

               Assignment  of  Mortgage:  An  assignment  of the  Mortgage,  notice of transfer  or  equivalent
instrument in recordable  form,  sufficient under the laws of the  jurisdiction  wherein the related  Mortgaged
Property is located to reflect the sale of the Mortgage to the Purchaser.

               BIF:  The Bank Insurance Fund, or any successor thereto.

               Business  Day: Any day other than (i) a Saturday or Sunday,  or (ii) a day on which  banking and
savings and loan  institutions  in the State of New York or  California  are  authorized or obligated by law or
executive order to be closed.

               Closing Date:  The date set forth on the related  Confirmation  on which the Purchaser from time
to time shall  purchase and the Company from time to time shall sell,  the Mortgage Loans listed on the related
Mortgage Loan Schedule.

               Code:  The  Internal  Revenue  Code  of  1986,  as it may be  amended  from  time to time or any
successor statute thereto, and applicable U.S. Department of the Treasury regulations issued pursuant thereto.

               Company:  Countrywide  Home Loans,  Inc.,  or its  successor  in  interest  or  assigns,  or any
successor to the Company under this Agreement appointed as herein provided.

               Condemnation  Proceeds:  All awards or settlements in respect of a Mortgaged  Property,  whether
permanent or temporary,  partial or entire, by exercise of the power of eminent domain or condemnation,  to the
extent not required to be released to a Mortgagor in  accordance  with the terms of the related  Mortgage  Loan
Documents.

               Confirmation:  The trade  confirmation  letter  between the parties  hereto which relates to the
Mortgage Loans on the related Closing Date.

               Convertible  Mortgage Loan: Any  individual  Mortgage Loan purchased  pursuant to this Agreement
which  contains a provision  whereby the  Mortgagor is  permitted to convert the Mortgage  Loan to a fixed-rate
mortgage loan at any time between the first  anniversary  and the fifth  anniversary of the  origination of the
mortgage loan.

               Custodial Account:  The separate account or accounts created and maintained  pursuant to Section
4.04.

               Custodial  Agreement:  That certain  Custodial  Agreement,  dated as of November  23,1999 by and
between the Purchaser and Wells Fargo Bank Minnesota, N.A.

               Custodian:  The  Custodian  under the  Custodial  Agreement,  or its  successor  in  interest or
assigns or any successor to the Custodian under the Custodial Agreement as provided therein.

               Cut-off Date: The date set forth on the related Confirmation.

               Deleted  Mortgage Loan: A Mortgage Loan which is  repurchased by the Company in accordance  with
the terms of this Agreement and which is, in the case of a substitution  pursuant to Section 3.03,  replaced or
to be replaced with a Qualified Substitute Mortgage Loan.

               Determination  Date:  The 15th day (or if such 15th day is not a Business  Day, the Business Day
immediately preceding such 15th day) of the month of the related Remittance Date.

               Disqualified Organization:  An organization defined as such in Section 860E(e) of the Code.

               Due  Date:  The day of the  month  on which  the  Monthly  Payment  is due on a  Mortgage  Loan,
exclusive  of any days of grace.  With respect to the Mortgage  Loans for which  payment from the  Mortgagor is
due on a day other  than the first day of the month,  such  Mortgage  Loans  will be treated as if the  Monthly
Payment is due on the first day of the month of such Due Date.

               Due Period:  With respect to each Remittance Date, the prior calendar month.

               Eligible  Investments:  Any one or more of the  obligations  and  securities  listed below which
investment provides for a date of maturity not later than the Determination Date in each month:

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

                 federal  funds,  demand  and time  deposits  in,  certificates  of  deposits  of, or  bankers'
        acceptances issued by, any depository  institution or trust company incorporated or organized under the
        laws of the United States of America or any state thereof and subject to  supervision  and  examination
        by federal and/or state banking  authorities,  so long as at the time of such investment or contractual
        commitment  providing for such investment the commercial  paper or other short-term debt obligations of
        such  depository  institution  or trust company (or, in the case of a depository  institution  or trust
        company  which  is the  principal  subsidiary  of a  holding  company,  the  commercial  paper or other
        short-term  debt  obligations of such holding  company) are rated "P-1" by Moody's  Investors  Service,
        Inc. and the long-term debt obligations of such holding  company) are rated "P-1" by Moody's  Investors
        Service,  Inc. and the long-term debt obligations of such depository  institution or trust company (or,
        in the case of a  depository  institution  or trust  company  which is the  principal  subsidiary  of a
        holding  company,  the long-term debt  obligations of such holding  company) are rated at least "Aa" by
        Moody's Investors Service, Inc.;

                 investments and securities otherwise acceptable to Fannie Mae and Freddie Mac.

provided, however, that no such instrument shall be an Eligible Investment if such instrument evidences
either (i) a right to receive only interest payments with respect to the obligations underlying such
instrument, or (ii) both principal and interest payments derived from obligations underlying such instrument
and the principal and interest payments with respect to such instrument provide a yield to maturity of
greater than 120% of the yield to maturity at par of such underlying obligations.

               Errors  and  Omissions  Insurance  Policy:  An  errors  and  omissions  insurance  policy  to be
maintained by the Company pursuant to Section 4.12.

               Escrow  Account:  The separate  account or accounts  created and maintained  pursuant to Section
4.06.

               Escrow  Payments:  With respect to any Mortgage  Loan,  the amounts  constituting  ground rents,
taxes,  assessments,  water rates, sewer rents, municipal charges, mortgage insurance premiums, fire and hazard
insurance premiums,  condominium  charges, and any other payments required to be escrowed by the Mortgagor with
the mortgagee pursuant to the Mortgage or any other related document.

               Event of Default:  Any one of the conditions or circumstances enumerated in Section 10.01.

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

               Fannie Mae Guides:  The Fannie Mae Sellers'  Guide and the Fannie Mae  Servicers'  Guide and all
amendments or additions thereto.

               FDIC:  The Federal Deposit Insurance Corporation, or any successor thereto.

               Fidelity Bond:  A fidelity bond to be maintained by the Company pursuant to Section 4.12.

               First Remittance Date:  As stated in the related Mortgage Loan Purchase Agreement.

               5/1 ARM Mortgage Loan: Any individual  Mortgage Loan purchased  pursuant to this Agreement which
contains a provision  whereby the interest  rate on such Mortgage Loan is fixed for the first five (5) years of
the term of the related  Mortgage Loan and which  thereafter is converted to a Treasury Rate Mortgage Loan or a
LIBOR  Mortgage Loan except that the Periodic Rate Cap does not apply to the initial  Interest Rate  Adjustment
Date for the related Mortgage Loan.

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

               GEMICO:  General Electric Mortgage Insurance Corporation or any successor thereto.

               Gross Margin:  With respect to each Mortgage Loan, the fixed percentage  amount set forth on the
related  Mortgage  Note,  which  amount  is added to the  Index in  accordance  with the  terms of the  related
Mortgage  Note to determine  on each  Interest  Rate  Adjustment  Date,  the  Mortgage  Interest  Rate for such
Mortgage Loan.

               Index:  With respect to any  individual  Treasury  Rate Mortgage  Loan,  and with respect to any
individual  10/1 ARM Mortgage  Loan, 5/1 ARM Mortgage Loan or 3/1 ARM Mortgage Loan  commencing  from and after
the  120th  Monthly  Payment,   sixtieth  Monthly  Payment,  or  the  thirty-sixth   Monthly  Payment  thereof,
respectively,  Index shall mean a rate per annum equal to the weekly average yield on U.S. Treasury  securities
adjusted to a constant  maturity of one year as published by the Federal  Reserve Board in statistical  release
No. H 15 (519) or any similar  publication  as available 45 days prior to the Interest  Rate  Adjustment  Date.
With respect to any individual  LIBOR Mortgage Loan,  Index shall mean a rate per annum equal to the average of
interbank  offered rates for twelve month U.S. dollar  denominated  deposits in the London market as determined
as set forth in the related  Mortgage Note.  With respect to any individual CD Mortgage Loan,  Index shall mean
a rate per annum equal to the weekly average yield on certificates of deposit  adjusted to a constant  maturity
of six months as  published  by the  Federal  Reserve  Board in  statistical  release No. H 15 (519) or similar
publication as available 45 days prior to the Interest Rate Adjustment Date.

               Initial Rate Cap: With respect to each Mortgage  Loan and the initial  Interest Rate  Adjustment
Date  therefor,  a number of  percentage  points  per  annum  that is set forth in the  related  Mortgage  Loan
Schedule and in the related  Mortgage  Note,  which is the maximum  amount by which the Mortgage  Interest Rate
for such  Mortgage Loan may increase or decrease from the Mortgage  Interest Rate in effect  immediately  prior
to such Interest Rate Adjustment Date.

               Insurance  Proceeds:  With  respect  to each  Mortgage  Loan,  proceeds  of  insurance  policies
insuring the Mortgage Loan or the related Mortgaged Property.

               Interest Rate Adjustment Date: The date on which an adjustment to the Mortgage  Interest Rate on
a Mortgage Note becomes effective.

               LIBOR Mortgage Loan: Any  individual  Mortgage Loan purchased  pursuant to this Agreement  which
contains a provision  whereby the interest rate on such Mortgage Loan is adjusted  annually based upon the rate
per annum equal to the average of interbank  offered rates for twelve month U.S.  dollar  denominated  deposits
in the London market as published in The Wall Street Journal.

               Lifetime  Mortgage  Interest Rate Cap: With respect to each Mortgage Loan, the absolute  maximum
Mortgage  Interest  Rate  payable,  above which the Mortgage  Interest  Rate cannot be  adjusted.  The Mortgage
Interest  Rate during the term of a Mortgage  Loan shall not at any time exceed the Mortgage  Interest  Rate at
the time of origination of such Mortgage Loan by more than 5% per

               Liquidation  Proceeds:  Cash received in connection with the liquidation of a defaulted Mortgage
Loan,  whether  through the sale or assignment of such  Mortgage  Loan,  trustee's  sale,  foreclosure  sale or
otherwise,  or  the  sale  of the  related  Mortgaged  Property  if  the  Mortgaged  Property  is  acquired  in
satisfaction of the Mortgage Loan.

               Loan-to-Value  Ratio or LTV:  With  respect  to any  Mortgage  Loan,  the  ratio  of the  Stated
Principal  Balance of the Mortgage  Loan as of the related  Cut-off Date (unless  otherwise  indicated)  to the
lesser of (a) the Appraised  Value of the  Mortgaged  Property and (b) if the Mortgage Loan was made to finance
the acquisition of the related Mortgaged Property,  the purchase price of the Mortgaged Property,  expressed as
a percentage.

               LPMI Loan:....A Mortgage Loan with a LPMI Policy.

               LPMI Policy:..A policy of  primary  mortgage  guaranty  insurance  issued by  another  Qualified
Insurer  pursuant to which the related premium is to be paid by the Servicer of the related  Mortgage Loan from
payments  of  interest  made by the  Mortgagor  in an amount as is set forth in the  related  Confirmation  and
related Mortgage Loan Schedule.

               LPMI Fee:  With  respect to each LPMI Loan,  the portion of the  Mortgage  Interest  Rate as set
forth on the related  Mortgage  Loan  Schedule  (which  shall be payable  solely from the  interest  portion of
Monthly Payments,  Insurance  Proceeds,  Condemnation  Proceeds or Liquidation  Proceeds),  which,  during such
period  prior to the  required  cancellation  of the LPMI  Policy,  shall be used to pay the premium due on the
related LPMI Policy.

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

               MERS Mortgage Loan:  Any Mortgage Loan registered with MERS on the MERS System.

               MERS System:  The system of recording transfers of mortgages electronically maintained by MERS.

               MIN:  The Mortgage Identification Number for any MERS Mortgage Loan.

               Monthly  Advance:  The portion of Monthly Payment  delinquent with respect to each Mortgage Loan
at the close of business on the  Determination  Date required to be advanced by the Company pursuant to Section
5.03 on the Business Day immediately preceding the Remittance Date of the related month.

               Monthly Payment:  The scheduled monthly payment of principal and interest on a Mortgage Loan.

               Mortgage:  The  mortgage,  deed of trust or other  instrument  securing a Mortgage  Note,  which
creates a first lien on an unsubordinated estate in fee simple in real property securing the Mortgage Note.

               Mortgage  File:  The items  pertaining  to a particular  Mortgage  Loan referred to in Exhibit B
annexed  hereto,  and any  additional  documents  required to be added to the  Mortgage  File  pursuant to this
Agreement.

               Mortgage  Impairment  Insurance Policy: A mortgage impairment or blanket hazard insurance policy
as described in Section 4.11.

               Mortgage  Interest  Rate:  The annual rate at which  Interest  accrues on any  Mortgage  Loan as
adjusted from time to time in  accordance  with the  provisions of the related  Mortgage Note and in compliance
with the related Initial Rate Cap,  Lifetime  Mortgage  Interest Rate Cap and Periodic Rate Cap, if any, of the
related Mortgage Note.

               Mortgage Loan: An individual  Convertible or Non-Convertible,  Treasury Rate, LIBOR, 5/1 ARM, or
3/1 ARM Mortgage Loan which is the subject of this  Agreement,  each Mortgage Loan  originally sold and subject
to this  Agreement  being  identified  on the Mortgage Loan  Schedule,  which  Mortgage  Loan includes  without
limitation the Mortgage File, the Monthly Payments, Principal Prepayments,  Liquidation Proceeds,  condemnation
proceeds,  Insurance  Proceeds,  REO  disposition  proceeds,  and all  other  rights,  benefits,  proceeds  and
obligations arising from or in connection with such Mortgage Loan.

               Mortgage Loan Documents:  The documents listed in Exhibit C hereto.

               Mortgage  Loan  Package:  A pool of  Mortgage  Loans sold to the  Purchaser  by the Company on a
Closing Date.

               Mortgage Loan  Remittance  Rate: With respect to each Mortgage Loan, the annual rate of interest
remitted to the  Purchaser,  which shall be equal to the Mortgage  Interest  Rate minus (i) the  Servicing  Fee
Rate and (ii) with respect to LPMI Loans, the LPMI Fee.

               Mortgage Loan  Schedule:  With respect to each  Mortgage  Loan  Package,  a schedule of Mortgage
Loans annexed  hereto as Annex A, such schedule  setting forth the following  information  with respect to each
Mortgage Loan: (1) the Company's  Mortgage Loan identifying  number;  (2) the Mortgagor's  name; (3) the street
address of the Mortgaged  Property  including the city,  state and zip code; (4) a code indicating  whether the
Mortgaged  Property is  owner-occupied  a second home,  or an investment  property;  (5) the number and type of
residential  units  constituting  the  Mortgaged  Property;  (6)  the  original  months  to  maturity;  (7) the
Loan-to-Value  Ratio at  origination;  (8) the Mortgage  Interest Rate as of the Cut-off Date;  (9) the date on
which the initial  Monthly  Payment was due on the  Mortgage  Loan;  (10) the stated  maturity  date;  (11) the
amount of the  Monthly  Payment as of the  Cut-off  Date;  (12) the last  payment  date on which a payment  was
actually  applied to the outstanding  principal  balance;  (13) the original  principal  amount of the Mortgage
Loan;  (14) the principal  balance of the Mortgage Loan as of the close of business on the Cut-off Date,  after
deduction of payments of principal  due on or before the Cut-off  Date  whether or not  collected;  (15) a code
indicating the purpose of the loan (i.e., purchase, rate and term refinance,  equity take-out refinance);  (16)
a code  indicating  the  documentation  style (i.e.  full,  alternative  or reduced);  (17) the  Interest  Rate
Adjustment Date; (18) the Gross Margin;  (19) the lifetime  maximum  Mortgage  Interest Rate under the terms of
the Mortgage  Note;  (20) the date the Mortgage  Loan was  originated;  (21) the Periodic Rate Cap; (22) a code
indicating the company  providing  private mortgage  insurance;  (23) a code indicating if the Mortgage Loan is
convertible;  (24) the  Servicing  Fee Rate;  (25) the LPMI Fee, if any;  and (26) the Initial  Rate Cap.  With
respect to the Mortgage  Loans in the  aggregate,  the Mortgage  Loan  Schedule  shall set forth the  following
information,  as of the Cut-off Date: (1) the number of Mortgage Loans; (2) the current  aggregate  outstanding
principal  balance of the Mortgage  Loans;  (3) the weighted  average  Mortgage  Interest  Rate of the Mortgage
Loans;  and (4) the weighted  average  maturity of the Mortgage  Loans.  The Mortgage Loan Schedule may consist
of multiple reports that collectively set forth all of the required information.

               Mortgage  Note:  The note or other  evidence of the  indebtedness  of a  Mortgagor  secured by a
Mortgage.

               Mortgaged  Property:  The real property  securing  repayment of the debt evidenced by a Mortgage
Note.

               Mortgagor:  The obligor on a Mortgage Note.

               Non-Convertible  Mortgage  Loan:  Any  individual  Mortgage  Loan  purchased  pursuant  to  this
Agreement  which does not  contain a provision  whereby  the  Mortgagor  may  convert  the  Mortgage  Loan to a
fixed-rate mortgage loan.

               Officer's  Certificate:  A certificate  signed by the Chairman of the Board or the Vice Chairman
of the Board or the President or a Vice  President or an assistant  Vice  President and by the Treasurer or the
Secretary or one of the Assistant  Treasurers  or Assistant  Secretaries  of the Company,  and delivered to the
Purchaser as required by this Agreement.

               Opinion of  Counsel:  A written  opinion of  counsel,  who may be an  employee  of the  Company,
reasonably  acceptable to the Purchaser,  provided that any Opinion of Counsel  relating to compliance with the
REMIC  Provisions,  must be an opinion of counsel who (i) is in fact  independent of the Company and any master
servicer of the Mortgage Loans,  (ii) does not have any material direct or indirect  financial  interest in the
Company or any master  servicer of the Mortgage  Loans or in an affiliate of either and (iii) is not  connected
with the Company or any master  servicer of the  Mortgage  Loans as an  officer,  employee,  director or person
performing similar functions.

               Pass-Through  Transfer:  The sale or transfer of some or all of the Mortgage Loans to a trust to
be formed as part of a  publicly-issued  and/or  privately  placed,  rated or  unrated,  mortgage  pass-through
transaction, retaining the Company as "servicer" (with or without a master servicer) thereunder.

               Periodic  Rate Cap:  With respect to each  Mortgage  Loan,  the  provision of each Mortgage Note
which  provides  for an absolute  maximum  amount by which the Mortgage  Interest  Rate therein may increase or
decrease on an Interest Rate  Adjustment Date above the Mortgage  Interest Rate previously in effect,  equal to
the rate set forth on the Mortgage Loan Schedule per adjustment.

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

               PMI:  PMI Mortgage Insurance Co., or any successor thereto.

               PMI Policy: A policy of primary mortgage guaranty  insurance issued by a Qualified  Insurer,  as
required by this Agreement with respect to certain Mortgage Loans.

               Pool Insurer:  Any of GEMICO, PMI or UGI.

               Prepayment  Interest  Shortfall Amount:  With respect to any Mortgage Loan that was subject to a
Principal  Prepayment in full or in part during any Due Period,  which Principal Prepayment was applied to such
Mortgage  Loan prior to such  Mortgage  Loan's Due Date in such Due  Period,  the amount of  interest  (net the
related  Servicing  Fee) that would have accrued on the amount of such Principal  Prepayment  during the period
commencing on the date as of which such  Principal  Prepayment  was applied to such Mortgage Loan and ending on
the day immediately preceding such Due Date, inclusive.

               Prime Rate:  The prime rate  announced  to be in effect from time to time,  as  published as the
average rate in the "Money Rates" section of The Wall Street Journal.

               Principal  Prepayment:  Any payment or other  recovery of principal on a Mortgage  Loan which is
received in advance of its scheduled Due Date,  including any prepayment  penalty or premium  thereon and which
is not  accompanied by an amount of interest  representing  scheduled  interest due on any date or dates in any
month or months subsequent to the month of prepayment.

               Principal  Prepayment  Period:  The month  preceding  the month in which the related  Remittance
Date occurs.

               Purchaser:  EMC  Mortgage  Corporation  or its  successor  in interest or any  successor  to the
Purchaser under this Agreement as herein provided.

               Qualified  Depository:  A  depository  the accounts of which are insured by the FDIC through the
BIF or the SAIF or the debt  obligations  of which are rated AA (or the equivalent  rating  category) or better
by national recognized statistical rating organization.

               Qualified  Insurer:  A mortgage  guaranty  insurance  company duly authorized and licensed where
required by law to transact  mortgage guaranty  insurance  business and approved as an insurer by Fannie Mae or
Freddie Mac.

               Qualified  Substitute  Mortgage  Loan: A mortgage loan eligible to be substituted by the Company
for a Deleted  Mortgage Loan which must, on the date of such  substitution,  (i) have an outstanding  principal
balance,  after  deduction  of all  scheduled  payments due in the month of  substitution  (or in the case of a
substitution of more than one mortgage loan for a Deleted Mortgage Loan, an aggregate principal  balance),  not
in excess of the Stated  Principal  Balance of the Deleted  Mortgage Loan; (ii) have a Mortgage Loan Remittance
Rate not less  than and not  more  than 2%  greater  than the  Mortgage  Loan  Remittance  Rate of the  Deleted
Mortgage  Loan;  (iii) have a remaining  term to maturity not greater than and not more than one year less than
that of the Deleted  Mortgage Loan;  (iv) have a Gross Margin not less than that of the Deleted  Mortgage Loan;
(v) comply with each  representation  and warranty set forth in Sections 3.01 and 3.02;  (v) use the same Index
for  determining  the Mortgage  Interest Rate as the Deleted  Mortgage Loan;  (vi) have the same provision with
respect to convertibility as the Deleted Mortgage Loan; and (viii) be a REMIC Eligible Mortgage Loan.

               Rating  Agency:  Any of Fitch,  Moody's  or  Standard  & Poor's or their  respective  successors
designed by the Purchaser.

               Reconstitution  Agreements:  The  agreement or  agreements  entered into by the  Purchaser,  the
Company,  Fannie Mae or Freddie Mac or certain third parties on the Reconstitution  Date(s) with respect to any
or all of the Mortgage  Loans  serviced  hereunder,  in connection  with a  Pass-Through  Transfer or an Agency
Transfer as set forth in Section  7.01,  including,  but not limited to, (i) a Fannie Mae Mortgage  Selling and
Servicing Contract,  a Pool Purchase Contract,  and any and all servicing  agreements and tri-party  agreements
reasonably  required by Fannie Mae with  respect to a Fannie Mae  Transfer,  (ii) a Purchase  Contract  and all
purchase  documents  associated  therewith as set forth in the Freddie Mac Sellers' & Servicers' Guide, and any
and all servicing  agreements  and tri-party  agreements  reasonably  required by Freddie Mac with respect to a
Freddie Mac  Transfer,  and (iii) a Pooling and  Servicing  Agreement  and/or a  subservicing/master  servicing
agreement  and  related  custodial/trust  agreement  and  related  documents  with  respect  to a  Pass-Through
Transfer.  Such agreement or agreements  shall prescribe the rights and obligations of the Company in servicing
the related  Mortgage  Loans and shall  provide for  servicing  compensation  to the Company  (calculated  on a
weighted  average  basis  for all  the  related  Mortgage  Loans  as of the  Reconstitution  Date),  net of any
guarantee  fees due Fannie Mae or Freddie  Mac,  if  applicable,  at least equal to the  Servicing  Fee due the
Company in  accordance  with this  Agreement  or the  servicing  fee  required  pursuant to the  Reconstitution
Agreement.  The form of relevant  Reconstitution  Agreement to be entered into by the  Purchaser  and/or master
servicer or trustee and the Company with respect to  Pass-Through  Transfers  shall be reasonably  satisfactory
in form and substance to the Purchaser and the Company,  shall not material increase the Company's  obligations
or diminish the Company's  rights  hereunder and the  representations  and warranties and servicing  provisions
contained  therein  shall be  substantially  similar to those  contained in this  Agreement,  unless  otherwise
mutually agreed by the parties.

               Reconstitution  Date:  The  date or dates on which  any or all of the  Mortgage  Loans  serviced
under this Agreement  shall be removed from this Agreement and  reconstituted  as part of an Agency Transfer or
a  Pass-Through  Transfer  pursuant  to  Section  7.01  hereof.  On such  date or  dates,  the  Mortgage  Loans
transferred  shall cease to be covered by this  Agreement and the Company's  servicing  responsibilities  shall
cease under this Agreement with respect to the related transferred Mortgage Loans.

               Record Date:  The close of business of the last  Business Day of the month  preceding  the month
of the related Remittance Date.

               REMIC: A "real estate  mortgage  investment  conduit"  within the meaning of Section 860D of the
Code.

               REMIC  Documents:  The document or documents  creating and  governing  the  administration  of a
REMIC.

               REMIC Eligible  Mortgage Loan: A Mortgage Loan held by a REMIC which  satisfies  and/or complies
with all applicable REMIC Provisions.

               REMIC  Provisions:  Provisions of the federal  income tax law relating to a REMIC,  which appear
at Section 860A through 86OG of  Subchapter  M of Chapter 1,  Subtitle A of the Code,  and related  provisions,
and  regulations,  rulings or  pronouncements  promulgated  thereunder,  as the foregoing may be in effect from
time to time.

               Remittance  Date:  The 18th day (or if such 18th day is not a Business  Day, the first  Business
Day immediately following) of any month, beginning with the First Remittance Date.

               REO Disposition:  The final sale by the Company of any REO Property.

               REO Disposition  Proceeds:  All amounts received with respect to an REO Disposition  pursuant to
Section 4.16.

               REO Property:  A Mortgaged  Property acquired by the Company on behalf of the Purchasers through
foreclosure or by deed in lieu of foreclosure, as described in Section 4.16.

               Repurchase  Price:  With respect to any Mortgage Loan, a price equal to (i) the Stated Principal
Balance  of the  Mortgage  Loan plus (ii)  interest  on such  Stated  Principal  Balance at the  Mortgage  Loan
Remittance  Rate from the date on which  interest has last been paid and  distributed  to the  Purchaser to the
date of repurchase,  less amounts received or advanced in respect of such  repurchased  Mortgage Loan which are
being held in the Custodial Account for distribution in the month of repurchase.

               SAIF:  The Savings Association Insurance Fund, or any successor thereto.

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

               Servicing Advances:  All customary,  reasonable and necessary "out of pocket" costs and expenses
other  than  Monthly  Advances  (including  reasonable  attorneys'  fees  and  disbursements)  incurred  in the
performance  by the Company of its servicing  obligations,  including,  but not limited to, the cost of (a) the
preservation,  restoration  and  protection  of  the  Mortgaged  Property,  (b)  any  enforcement  or  judicial
proceedings,  including  without  limitation,  foreclosures,  (c) the  management  and  liquidation  of any REO
Property and (d) compliance with the obligations under Section 4.08.

               Servicing  Fee: With respect to each Mortgage  Loan,  the amount of the annual fee the Purchaser
shall pay to the Company,  which shall,  for a period of one full month, be equal to one-twelfth of the product
of (a) the Servicing Fee Rate and (b) the outstanding  principal  balance of such Mortgage Loan. Such fee shall
be  payable  monthly,  computed  on the basis of the same  principal  amount and  period  respecting  which any
related interest  payment on a Mortgage Loan is computed.  The obligation of the Purchaser to pay the Servicing
Fee is limited to, and the Servicing Fee is payable solely from,  the interest  portion  (including  recoveries
with respect to interest from  Liquidation  Proceeds,  to the extent permitted by Section 4.05) of such Monthly
Payment collected by the Company, or as otherwise provided under Section 4.05.

               Servicing  Fee Rate:  0.25% per annum with respect to the period  prior to the initial  Interest
Adjustment Date and, for the 5/1 7/1 and 10/1 ARM Loans 0.375% thereafter.

               Servicing  File:  With  respect  to  each  Mortgage  Loan,  the  file  retained  by the  Company
consisting  of originals of all  documents in the Mortgage  File which are not  delivered to the  Custodian and
copies  of the  Mortgage  Loan  Documents  listed in  Exhibit B the  originals  of which are  delivered  to the
Custodian pursuant to Section 2.01.

               Servicing   Officer:   Any  officer  of  the  Company   involved  in  or  responsible  for,  the
administration  and  servicing  of the  Mortgage  Loans  whose  name  appears on a list of  servicing  officers
furnished by the Company to the Purchaser upon request, as such list may from time to time be amended.

               7/1 ARM Mortgage Loan: Any individual  Mortgage Loan purchased  pursuant to this Agreement which
contains a provision  whereby the interest  rate on such  Mortgage  Loan is fixed for the first seven (7) years
of the term of the related  Mortgage  Loan and which  thereafter  is converted to a Treasury Rate Mortgage Loan
or a LIBOR  Mortgage  Loan  except  that the  Periodic  Rate Cap does not apply to the  initial  Interest  Rate
Adjustment Date for the related Mortgage Loan.

               Stated Principal  Balance:  As to each Mortgage Loan, (i) the principal  balance of the Mortgage
Loan at the related  Cut-off  Date after  giving  effect to payments of  principal  due on or before such date,
whether or not received,  minus (ii) all amounts  previously  distributed  to the Purchaser with respect to the
related Mortgage Loan representing payments or recoveries of principal or advances in lieu thereof.

               Subservicer:   Any  Subservicer   which  is  subservicing  the  Mortgage  Loans  pursuant  to  a
Subservicing Agreement. Any subservicer shall meet the qualifications set forth in Section 4.01.

               Subservicing  Agreement:  An agreement  between the Company and a Subservicer  for the servicing
of the Mortgage Loans.

               10/1 ARM Mortgage Loan: Any individual  Mortgage Loan purchased pursuant to this Agreement which
contains a provision  whereby the interest  rate on such Mortgage Loan is fixed for the first ten (10) years of
the term of the related  Mortgage Loan and which  thereafter is converted to a Treasury Rate Mortgage Loan or a
LIBOR  Mortgage Loan except that the Periodic Rate Cap does not apply to the initial  Interest Rate  Adjustment
Date for the related Mortgage Loan.

               3/1 ARM Mortgage Loan: Any individual  Mortgage Loan purchased  pursuant to this Agreement which
contains a provision  whereby the interest  rate on such  Mortgage  Loan is fixed for the first three (3) years
of the term of the related  Mortgage  Loan and which  thereafter  is converted to a Treasury Rate Mortgage Loan
or a LIBOR Mortgage Loan.

               Treasury Rate Mortgage Loan: Any individual  Mortgage Loan purchased  pursuant to this Agreement
which  contains a provision  whereby the interest rate on such Mortgage Loan is adjusted  based upon the weekly
average yield on U.S. Treasury securities.

               Underwriting  Guidelines:  The  underwriting  guidelines of the Company with respect to mortgage
loans similar to the Mortgage Loans, attached hereto as  Exhibit H.

               UGI:  United Guaranty Residential Insurance Company or any successor thereto.




                          CONVEYANCE OF MORTGAGE LOANS; POSSESSION OF MORTGAGE FILES;
                                   BOOKS AND RECORDS; DELIVERY OF DOCUMENTS


               Conveyance of Mortgage Loans; Possession of Mortgage Files; Maintenance of Servicing Files.

               The Company,  on each Closing Date, does hereby sell,  transfer,  assign, set over and convey to
the  Purchaser,  without  recourse,  but  subject  to the terms of this  Agreement,  all the  right,  title and
interest of the Company in and to the  Mortgage  Loans in the related  Mortgage  Loan  Package,  excluding  the
right to service the  Mortgage  Loans which the  Company  expressly  retains.  Pursuant  to Section  2.03,  the
Company has delivered  the Mortgage  Loan  Documents for each Mortgage Loan in the Mortgage Loan Package to the
Custodian.

               The  contents of each  Mortgage  File not  delivered to the  Custodian  are and shall be held in
trust by the  Company for the benefit of the  Purchaser  as the owner  thereof.  The Company  shall  maintain a
Servicing  File  consisting  of a copy of the contents of each Mortgage File and the originals of the documents
in each Mortgage File not delivered to the  Custodian.  The possession of each Servicing File by the Company is
at the will of the Purchaser for the sole purpose of servicing the related  Mortgage  Loan,  and such retention
and  possession  by the  Company is in a  custodial  capacity  only.  Upon the sale of the  Mortgage  Loans the
ownership of each Mortgage  Note, the related  Mortgage and the related  Mortgage File and Servicing File shall
vest  immediately in the Purchaser,  and the ownership of all records and documents with respect to the related
Mortgage  Loan  prepared by or which come into the  possession  of the Company  shall vest  immediately  in the
Purchaser  and shall be retained and  maintained  by the Company,  in trust,  at the will of the  Purchaser and
only in such custodial  capacity.  Each Servicing File shall be segregated  from the other books and records of
the Company and shall be marked  appropriately  to reflect clearly the sale of the related Mortgage Loan to the
Purchaser.  The Company  shall  release its custody of the contents of any  Servicing  File only in  accordance
with written  instructions  from the Purchaser,  unless such release is required as incidental to the Company's
servicing  of the  Mortgage  Loans or is in  connection  with a repurchase  of any  Mortgage  Loan  pursuant to
Section 3.03, 3.05, 3.07, or 6.02.

               Books and Records; Transfers of Mortgage Loans.

               From and after the sale of the Mortgage  Loans to the  Purchaser  all rights  arising out of the
Mortgage  Loans in a Mortgage Loan Package  including but not limited to all funds received on or in connection
with the Mortgage  Loan,  shall be received  and held by the Company in trust for the benefit of the  Purchaser
as owner of the Mortgage  Loans,  and the Company  shall retain  record title to the related  Mortgages for the
sole purpose of facilitating the servicing and the supervision of the servicing of the Mortgage Loans.

               The sale of each  Mortgage  Loan in a Mortgage  Loan Package shall be reflected on the Company's
balance  sheet  and  other  financial  statements  as a sale of assets by the  Company.  The  Company  shall be
responsible for  maintaining,  and shall  maintain,  a complete set of books and records for each Mortgage Loan
which shall be marked clearly to reflect the ownership of each Mortgage Loan by the  Purchaser.  In particular,
the Company shall maintain in its  possession,  available for inspection by the Purchaser,  or its designee and
shall deliver to the Purchaser  upon demand,  evidence of  compliance  with all federal,  state and local laws,
rules  and  regulations,  and  requirements  of  Fannie  Mae or  Freddie  Mac,  including  but not  limited  to
documentation  as to the method used in determining the  applicability  of the provisions of the Flood Disaster
Protection Act of 1973, as amended,  to the Mortgaged  Property,  documentation  evidencing  insurance coverage
and  eligibility  of any  condominium  project for  approval by Fannie Mae and periodic  inspection  reports as
required by Section 4.13. To the extent that  original  documents are not required for purposes of  realization
of  Liquidation  Proceeds or  Insurance  Proceeds,  documents  maintained  by the Company may be in the form of
microfilm or  microfiche  or such other  reliable  means of recreating  original  documents,  including but not
limited to, optical  imagery  techniques so long as the Company  complies with the  requirements  of the Fannie
Mae Selling and Servicing Guide, as amended from time to time.

               The Company  shall  maintain  with respect to each  Mortgage  Loan and shall make  available for
inspection by any Purchaser or its designee the related  Servicing  File during the time the Purchaser  retains
ownership of a Mortgage Loan and thereafter in accordance with applicable laws and regulations.

               The Company  shall keep at its  servicing  office  books and  records in which,  subject to such
reasonable  regulations as it may prescribe,  the Company shall note transfers of Mortgage  Loans.  No transfer
of a Mortgage Loan may be made unless such transfer is in  compliance  with the terms hereof.  For the purposes
of this  Agreement,  the Company  shall be under no  obligation  to deal with any person  with  respect to this
agreement  or the  Mortgage  Loans  unless the books and records  show such person as the owner of the Mortgage
Loan.  The  Purchaser  may,  subject  to the  terms of this  Agreement,  sell and  transfer  one or more of the
Mortgage  Loans,  provided,  however,  that (i) the transferee  will not be deemed to be a Purchaser  hereunder
binding  upon the  Company  unless  such  transferee  shall  agree in  writing to be bound by the terms of this
Agreement and an original  counterpart  of the  instrument of transfer and an assignment and assumption of this
Agreement  in the form of  Exhibit  G hereto  executed  by the  transferee  shall  have been  delivered  to the
Company,  and (ii) with  respect to each  Mortgage  Loan  Package,  in no event  shall  there be more than five
Persons at any given time having the status of  "Purchaser"  hereunder.  The  Purchaser  also shall  advise the
Company of the transfer.  Upon receipt of notice of the transfer,  the Company shall mark its books and records
to reflect the  ownership of the Mortgage  Loans of such  assignee,  and shall  release the previous  Purchaser
from its  obligations  hereunder with respect to the Mortgage Loans sold or  transferred.  Purchaser  shall not
to transfer to any assignee any pool of Mortgage Loans with a aggregate  outstanding  principal balance of less
than  $10,000,000  without the consent of the Company;  provided,  however,  if the Company fails to consent to
the transfer of a pool of Mortgage Loans as  contemplated  in this sentence,  Purchaser shall have the right to
purchase  the  servicing  rights  associated  with  such  Mortgage  Loans at a price to  mutually  agreed to by
Purchaser and Company, exercising good faith.

                Delivery of Documents.

               On or before the date  which is agreed  upon by the  Purchaser  and the  Company in the  related
Confirmation,  the  Company  shall  deliver and release to the  Custodian  those  Mortgage  Loan  Documents  as
required by this  Agreement  with respect to each Mortgage Loan in the related  Mortgage Loan Package a list of
which is attached to the related Assignment and Conveyance.

               On or prior to the related  Closing Date,  the  Custodian  shall certify its receipt of all such
Mortgage  Loan  Documents  required to be delivered  pursuant to the Custodial  Agreement,  as evidenced by the
Initial  Certification  of the Custodian in the form annexed to the Custodial  Agreement.  The Company shall be
responsible for maintaining the Custodial  Agreement for the benefit of the Purchaser.  Purchaser shall pay all
fees and expenses of the Custodian.

               The  Company  shall  forward to the  Custodian  original  documents  evidencing  an  assumption,
modification,  consolidation  or extension of any Mortgage Loan entered into in accordance with Section 4.01 or
6.01 within one week of their execution,  provided,  however, that the Company shall provide the Custodian with
a certified true copy of any such document  submitted for  recordation  within one week of its  execution,  and
shall provide the original of any document  submitted for  recordation or a copy of such document  certified by
the appropriate  public  recording office to be a true and complete copy of the original within 180 days of its
submission for recordation.

               In the event an Officer's  Certificate of the Company is delivered to the Custodian because of a
delay caused by the public  recording office in returning any recorded  document,  the Company shall deliver to
the Custodian,  within 180 days of the related Closing Date, an Officer's  Certificate which shall (i) identify
the recorded  document,  (ii) state that the  recorded  document has not been  delivered to the  Custodian  due
solely to a delay caused by the public recording office,  (iii) state the amount of time generally  required by
the applicable  recording office to record and return a document  submitted for  recordation,  and (iv) specify
the date the applicable  recorded  document will be delivered to the  Custodian.  The Company shall be required
to  deliver to the  Custodian  the  applicable  recorded  document  by the date  specified  in (iv)  above.  An
extension of the date specified in (iv) above may be requested  from the Purchaser,  which consent shall not be
unreasonably withheld.

               On or prior to the date which is three  Business  Days prior to the related  Closing  Date,  the
Company shall deliver to the Purchaser the related Mortgage Loan Schedule.




                                        REPRESENTATIONS AND WARRANTIES;
                                              REMEDIES AND BREACH


               Company Representations and Warranties.

               The Company represents and warrants to the Purchaser that as of each Closing Date:

               Due Organization and Authority.  The Company is a corporation duly organized,  validly existing
and in good  standing  under the laws of the State of New York and has all licenses  necessary to carry on its
business  as now being  conducted  and is  licensed,  qualified  and in good  standing  in each state  where a
Mortgaged  Property  is located if the laws of such  state  require  licensing  or  qualification  in order to
conduct business of the type conducted by the Company,  and in any event the Company is in compliance with the
laws of any such state to the extent necessary to ensure the  enforceability  of the related Mortgage Loan and
the servicing of such Mortgage Loan in accordance with the terms of this  Agreement;  the Company has the full
corporate  power and authority to execute and deliver this  Agreement and to perform in accordance  herewith;
the  execution,  delivery and  performance  of this  Agreement  (including  all  instruments of transfer to be
delivered  pursuant to this Agreement) by the Company and the  consummation of the  transactions  contemplated
hereby have been duly and validly  authorized;  this Agreement  evidences the valid,  binding and  enforceable
obligation  of the  Company;  and all  requisite  corporate  action has been taken by the Company to make this
Agreement valid and binding upon the Company in accordance with its terms;

               Ordinary  Course  of  Business.  The  consummation  of the  transactions  contemplated  by this
Agreement are in the ordinary course of business of the Company,  and the transfer,  assignment and conveyance
of the Mortgage Notes and the Mortgages by the Company  pursuant to this Agreement are not subject to the bulk
transfer or any similar statutory provisions in effect in any applicable jurisdiction;

               No Conflicts.  Neither the execution and delivery of this  Agreement,  the  acquisition  of the
Mortgage  Loans  by the  Company,  the  sale of the  Mortgage  Loans  to the  Purchaser  or the  transactions
contemplated  hereby,  nor the fulfillment of or compliance  with the terms and conditions of this Agreement,
will  conflict  with or result in a breach of any of the terms,  conditions  or  provisions  of the  Company's
charter or by-laws or any legal  restriction  or any  agreement  or  instrument  to which the Company is now a
party or by which it is  bound,  or  constitute  a  default  or  result  in an  acceleration  under any of the
foregoing,  or result in the violation of any law, rule,  regulation,  order,  judgment or decree to which the
Company or its property is subject,  or impair the ability of the Purchaser to realize on the Mortgage  Loans,
or impair the value of the Mortgage Loans;

               Ability to Service.  The Company is an approved  seller/servicer  of  conventional  residential
mortgage  loans for Fannie Mae or Freddie Mac, with the  facilities,  procedures,  and  experienced  personnel
necessary for the sound servicing of mortgage loans of the same type as the Mortgage Loans.  The Company is in
good  standing to sell  mortgage  loans to and service  mortgage  loans for Fannie Mae or Freddie  Mac, and no
event has occurred,  including but not limited to a change in insurance coverage, which would make the Company
unable to comply with Fannie Mae or Freddie Mac eligibility  requirements or which would require  notification
to either Fannie Mae or Freddie Mac;

               Reasonable  Servicing  Fee.  The Company  acknowledges  and agrees that the  Servicing  Fee, as
calculated at the Servicing Fee Rate,  represents  reasonable  compensation  for performing  such services and
that the  entire  Servicing  Fee  shall be  treated  by the  Company,  for  accounting  and tax  purposes,  as
compensation for the servicing and administration of the Mortgage Loans pursuant to this Agreement.

               Ability to  Perform.  The  Company  does not  believe,  nor does it have any reason or cause to
believe,  that it cannot perform each and every covenant  contained in this Agreement.  The Company is solvent
and the sale of the  Mortgage  Loans is not  undertaken  to  hinder,  delay or  defraud  any of the  Company's
creditors;

               No Litigation Pending.  There is no action, suit, proceeding or investigation pending or to the
best of the Company's  knowledge  threatened  against the Company which,  either in any one instance or in the
aggregate,  may result in any material  adverse  change in the  business,  operations,  financial  condition,
properties or assets of the Company,  or in any material  impairment of the right or ability of the Company to
carry  on its  business  substantially  as now  conducted,  or in any  material  liability  on the part of the
Company,  or which would draw into  question  the validity of this  Agreement or the Mortgage  Loans or of any
action taken or to be taken in connection with the obligations of the Company  contemplated  herein,  or which
would be likely to impair materially the ability of the Company to perform under the terms of this Agreement;

               No Consent Required. No consent, approval,  authorization or order of any court or governmental
agency or body is required for the execution,  delivery and performance by the Company of or compliance by the
Company  with this  Agreement  or the sale of the  Mortgage  Loans as  evidenced  by the  consummation  of the
transactions  contemplated  by this  Agreement,  or if required,  such approval has been obtained prior to the
related Closing Date;

               Selection  Process.  The Mortgage  Loans were selected from among the  adjustable  rate one- to
four-family  mortgage  loans  in  the  Company's  portfolio  at the  related  Closing  Date  as to  which  the
representations  and  warranties  set forth in Section 3.02 could be made and such selection was not made in a
manner so as to affect adversely the interests of the Purchaser;

               Pool  Characteristics.  With  respect  to  each  Mortgage  Loan  Package,  the  Mortgage  Loan
characteristics set forth on Exhibit 2 to the related Assignment and Conveyance are true and complete.

               No Untrue  Information.  Neither this  Agreement nor any  statement,  report or other  document
furnished or to be furnished  pursuant to this Agreement or in connection with the  transactions  contemplated
hereby  contains  any untrue  statement  of fact or omits to state a fact  necessary  to make the  statements
contained therein not misleading;

               Sale Treatment.  The Company has determined that the disposition of the Mortgage Loans pursuant
to this Agreement will be afforded sale treatment for accounting and tax purposes;

               Financial  Statements.  There  has  been no  change  in the  business,  operations,  financial
condition,  properties  or assets of the  Company  since  the date of the  Company's  most  recent  financial
statements  that would have a material  adverse  effect on its ability to perform its  obligations  under this
Agreement;

               No Brokers' Fees. The Company has not dealt with any broker,  investment banker, agent or other
person that may be entitled to any  commission or  compensation  in  connection  with the sale of the Mortgage
Loans;

               Origination.  The  Company's  decision to originate  any mortgage  loan or to deny any mortgage
loan application is an independent  decision based upon Company's  Underwriting  Guidelines,  and is in no way
made as a result of Purchaser's  decision to purchase,  or not to purchase,  or the price  Purchaser may offer
to pay for, any such mortgage loan, if originated; and

               MERS.  The  Company  is a member of MERS in good  standing,  and will  comply  in all  material
respects with the rules and  procedures of MERS in  connection  with the servicing of the MERS Mortgage  Loans
for as long as such Mortgage Loans are registered with MERS;

               Representations and Warranties Regarding Individual Mortgage Loans.

               As to each Mortgage Loan,  the Company  hereby  represents and warrants to the Purchaser that as
of the related Closing Date:

               Mortgage  Loans as  Described.  The  information  set forth in each  Mortgage  Loan Schedule is
complete, true and correct in all material respects;

               Payments  Current.  All  payments  required to be made up to the related  Closing  Date for the
Mortgage Loan under the terms of the Mortgage Note have been made and credited.  No payment required under the
Mortgage  Loan has been more than 30 days  delinquent  at any time in the twelve  months  prior to the related
Closing  Date.  The first  Monthly  Payment shall be made with respect to the Mortgage Loan on its Due Date or
within the grace period, all in accordance with the terms of the related Mortgage Note;

               No Outstanding  Charges.  There are no defaults in complying  with the terms of the Mortgages,
and all taxes,  governmental assessments,  insurance premiums,  water, sewer and municipal charges,  leasehold
payments or ground rents which previously  became due and owing have been paid, or an escrow of funds has been
established  in an amount  sufficient  to pay for every  such item  which  remains  unpaid  and which has been
assessed  but is not yet due and  payable.  The Company has not  advanced  funds,  or  induced,  solicited  or
knowingly received any advance of funds by a party other than the Mortgagor,  directly or indirectly,  for the
payment of any amount  required  under the Mortgage  Loan,  except for interest  accruing from the date of the
Mortgage Note or date of  disbursement of the Mortgage Loan proceeds,  whichever is greater,  to the day which
precedes by one month the Due Date of the first installment of principal and interest; 

               Original Terms Unmodified.  The terms of the Mortgage Note and Mortgage have not been impaired,
waived,  altered or  modified in any  respect,  except by a written  instrument  which has been  recorded,  if
necessary to protect the  interests  of the  Purchaser  and which has been  delivered  to the  Custodian.  The
substance of any such waiver,  alteration or  modification  has been approved by the issuer of any related PMI
Policy and the title  insurer,  to the extent  required  by the  policy,  and its terms are  reflected  on the
related  Mortgage Loan  Schedule.  No Mortgagor has been released,  in whole or in part,  except in connection
with an assumption  agreement  approved by the issuer of any related PMI Policy and the title insurer,  to the
extent required by the policy,  and which assumption  agreement is part of the Mortgage Loan File delivered to
the Custodian and the terms of which are reflected in the related Mortgage Loan Schedule;

               No  Defenses.  The  Mortgage  Loan  is not  subject  to  any  right  of  rescission,  set-off,
counterclaim or defense,  including without  limitation the defense of usury, nor will the operation of any of
the terms of the Mortgage Note or the  Mortgage,  or the exercise of any right  thereunder,  render either the
Mortgage  Note or the Mortgage  unenforceable,  in whole or in part,  or subject to any right of  rescission,
set-off,  counterclaim or defense,  including  without  limitation the defense of usury,  and no such right of
rescission,  set-off,  counterclaim or defense has been asserted with respect thereto,  and no Mortgagor was a
debtor  in any  state or  federal  bankruptcy  or  insolvency  proceeding  at the time the  Mortgage  Loan was
originated;

               Hazard Insurance.  Pursuant to the terms of the Mortgage,  all buildings or other  improvements
upon the Mortgaged  Property are insured by a generally  acceptable  insurer against loss by fire,  hazards of
extended coverage and such other hazards as are customary in the area where the Mortgaged  Property is located
pursuant to insurance  policies  conforming to the  requirements  of Section 4.10. If upon  origination of the
Mortgage  Loan,  the  Mortgaged  Property  was in an area  identified  in the Federal  Register by the Federal
Emergency  Management  Agency  as  having  special  flood  hazards  (and such  flood  insurance  has been made
available) a flood insurance  policy meeting the  requirements of the current  guidelines of the Federal Flood
Insurance  Administration  is in effect  which  policy  conforms  to the  requirements  of Section  4.10.  All
individual  insurance  policies contain a standard  mortgagee clause naming the Company and its successors and
assigns as  mortgagee,  and all  premiums  thereon  have been  paid.  The  Mortgage  obligates  the  Mortgagor
thereunder  to  maintain  the  hazard  insurance  policy  at the  Mortgagor's  cost  and  expense,  and on the
Mortgagor's  failure to do so,  authorizes the holder of the Mortgage to obtain and maintain such insurance at
such Mortgagor's cost and expense,  and to seek reimbursement  therefor from the Mortgagor.  Where required by
state law or  regulation,  the Mortgagor has been given an  opportunity  to choose the carrier of the required
hazard  insurance,  provided the policy is not a "master" or "blanket"  hazard  insurance  policy covering the
common  facilities  of a planned  unit  development.  The  hazard  insurance  policy is the valid and  binding
obligation of the insurer,  is in full force and effect, and will be in full force and effect and inure to the
benefit of the Purchaser  upon the  consummation  of the  transactions  contemplated  by this  Agreement.  The
Company has not engaged in, and has no knowledge of the  Mortgagor's or any  Subservicer's  having engaged in,
any act or omission  which would  impair the  coverage of any such  policy,  the  benefits of the  endorsement
provided for herein, or the validity and binding effect of either,  including without limitation,  no unlawful
fee, unlawful  commission,  unlawful kickback or other unlawful  compensation or value of any kind has been or
will be received,  retained or realized by any attorney,  firm or other person or entity, and no such unlawful
items have been received, retained or realized by the Company;

               Compliance with Applicable  Laws. Any and all  requirements of any federal,  state or local law
including, without limitation,  usury,  truth-in-lending,  real estate settlement procedures,  consumer credit
protection,  equal credit  opportunity or disclosure  laws  applicable to the Mortgage Loan have been complied
with, and the Company shall maintain in its possession,  available for the Purchaser's  inspection,  and shall
deliver to the Purchaser upon demand, evidence of compliance with all such requirements;

               No Satisfaction of Mortgage.  The Mortgage has not been  satisfied,  canceled,  subordinated or
rescinded,  in  whole or in part,  and the  Mortgaged  Property  has not  been  released  from the lien of the
Mortgage,  in whole or in part,  nor has any  instrument  been executed  that would effect any such  release,
cancellation,  subordination or rescission. The Company has not waived the performance by the Mortgagor of any
action, if the Mortgagor's failure to perform such action would cause the Mortgage Loan to be in default,  nor
has the Company waived any default resulting from any action or inaction by the Mortgagor;

               Location  and Type of  Mortgaged  Property.  The  Mortgaged  Property is a fee simple  property
located in the state  identified  in the  related  Mortgage  Loan  Schedule  and  consists of a parcel of real
property with a detached single family  residence  erected  thereon,  or an individual  condominium  unit in a
low-rise condominium  project, or an individual unit in a planned unit development,  provided,  however,  that
any condominium project or planned unit development shall conform with the Company's  Underwriting  Guidelines
regarding  such  dwellings,  and no  residence  or dwelling is a mobile home or a  manufactured  dwelling.  No
portion of the Mortgaged Property is used for commercial purposes; 

               Valid First Lien. The Mortgage is a valid, subsisting,  enforceable and perfected first lien on
the  Mortgaged  Property,  including  all  buildings  and  improvements  on the  Mortgaged  Property,  and all
additions,  alterations  and  replacements  made at any time with  respect to the  foregoing.  The lien of the
Mortgage is subject only to:

               the lien of current real property taxes and assessments not yet due and payable;

               covenants,  conditions  and  restrictions,  rights of way,  easements  and other  matters of the
        public record as of the date of recording  acceptable to mortgage  lending  institutions  generally and
        specifically  referred to in the lender's  title  insurance  policy  delivered to the originator of the
        Mortgage Loan and (i) referred to or to otherwise  considered in the appraisal  made for the originator
        of the  Mortgage  Loan or (ii) which do not  adversely  affect  the  Appraised  Value of the  Mortgaged
        Property set forth in such appraisal; and

               other matters to which like  properties are commonly  subject which do not materially  interfere
        with the benefits of the security intended to be provided by the mortgage or the use, enjoyment,  value
        or marketability of the related Mortgaged Property.

Any security agreement, chattel mortgage or equivalent document related to and delivered in connection with
the Mortgage Loan establishes and creates a valid, subsisting and enforceable first lien and first priority
security interest on the property described therein and the Company has full right to sell and assign the
same to the Purchaser. The Mortgaged Property was not, as of the date of origination of the Mortgage Loan,
subject to a mortgage, deed of trust, deed to secured debt or other security instrument creating a lien
subordinate to the lien of the Mortgage;

               Validity of Mortgage  Documents.  The Mortgage  Note and the Mortgage are genuine,  and each is
the legal,  valid and binding  obligation of the maker thereof  enforceable in accordance with its terms.  All
parties to the Mortgage  Note and the Mortgage and any other  related  agreement  had legal  capacity to enter
into the  Mortgage  Loan and to execute and deliver the Mortgage  Note and the Mortgage and any other  related
agreement,  and the Mortgage  Note and the Mortgage have been duly and properly  executed by such parties.  No
fraud was  committed  by the  Company,  or to the  Company's  knowledge  by any  other  person  including  the
Mortgagor,  in connection  with the  origination  or servicing of the Mortgage  Loan. The Company has reviewed
all of the documents  constituting  the Servicing  File and has made such  inquiries as it deems  necessary to
make and confirm the accuracy of the representations set forth herein;

               Full  Disbursement  of  Proceeds.  The  Mortgage  Loan has been closed and the  proceeds of the
Mortgage Loan have been fully disbursed and there is no requirement for future  advances  thereunder,  and any
and all  requirements as to completion of any on-site or off-site  improvement and as to  disbursements of any
escrow funds therefor have been complied with. All costs,  fees and expenses incurred in making or closing the
Mortgage Loan and the recording of the Mortgage were paid,  and the Mortgagor is not entitled to any refund of
any amounts paid or due under the Mortgage Note or Mortgage;

               Ownership.  The  Company  is the sole  owner of record and  holder of the  Mortgage  Loan.  The
Mortgage Loan is not assigned or pledged,  and the Company has good and marketable title thereto, and has full
right to transfer  and sell the Mortgage  Loan therein to the  Purchaser  free and clear of any  encumbrance,
equity,  participation  interest,  lien, pledge,  charge,  claim or security interest,  and has full right and
authority  subject to no interest or participation  of, or agreement with, any other party, to sell and assign
each Mortgage Loan pursuant to this Agreement;

               Doing  Business.  All parties  which have had any  interest in the  Mortgage  Loan,  whether as
mortgagee,  assignee, pledgee or otherwise, are (or, during the period in which they held and disposed of such
interest,  were) (1) in compliance with any and all applicable licensing requirements of the laws of the state
wherein the Mortgaged  Property is located,  and (2) organized  under the laws of such state, or (3) qualified
to do business in such state, or (4) federal savings and loan  associations or national banks having principal
offices in such state, or (5) not doing business in such state;

               LTV,  PMI  Policy.  Any  Mortgage  Loan with an LTV over 80% has a PMI Policy  insuring,  as to
payment defaults,  the excess LTV over 71% (or such other percentage as stated in the related Confirmation) of
the Appraised  Value until the LTV of such Mortgage Loan is reduced to 80%. All  provisions of such PMI Policy
have been and are  being  complied  with,  such  policy is in full  force and  effect,  and all  premiums  due
thereunder have been paid. No action,  inaction,  or event has occurred and no state of facts exists that has,
or will result in the exclusion  from,  denial of, or defense to coverage.  Any Mortgage Loan subject to a PMI
Policy  obligates the  Mortgagor  thereunder to maintain the PMI Policy and to pay all premiums and charges in
connection  therewith;  provided,  that,  with respect to LPMI Loans,  the Company is obligated  thereunder to
maintain the LPMI Policy and to pay all premiums and charges in connection  therewith.  The Mortgage  Interest
Rate for the  Mortgage  Loan as set  forth on the  Mortgage  Loan  Schedule  is net of any  insurance  premium
excluded any premium for the LPMI Policy;

               Title Insurance.  The Mortgage Loan is covered by either (i) an attorney's opinion of title and
abstract of title the form and  substance  of which is  acceptable  to mortgage  lending  institutions  making
mortgage loans in the area where the Mortgaged  Property is located or (ii) an ALTA lender's  title  insurance
policy or other  generally  acceptable  form of policy of insurance  acceptable  to Fannie Mae or Freddie Mac,
issued by a title  insurer  acceptable  to Fannie Mae or  Freddie  Mac and  qualified  to do  business  in the
jurisdiction where the Mortgaged Property is located,  insuring the Company, its successors and assigns, as to
the first  priority  lien of the Mortgage in the  original  principal  amount of the Mortgage  Loan (or to the
extent that a Mortgage Note provides for negative  amortization,  the maximum amount of negative  amortization
in accordance with the Mortgage),  and against any loss by reason of the invalidity or unenforceability of the
lien resulting from the provisions of the Mortgage  providing for adjustment in the Mortgage Interest Rate and
Monthly  Payment,  subject only to the  exceptions  contained in clauses (1), (2) and (3) of paragraph  (j) of
this Section 3.02. Where required by state law or regulation,  the Mortgagor has been given the opportunity to
choose the carrier of the required  mortgage title  insurance.  Additionally,  such lender's  title  insurance
policy affirmatively  insures ingress and egress, and against  encroachments by or upon the Mortgaged Property
or any interest  therein.  The Company is the sole insured of such lender's title insurance  policy,  and such
lender's  title  insurance  policy  is in full  force and  effect  and will be in force  and  effect  upon the
consummation of the transactions  contemplated by this Agreement. No claims have been made under such lender's
title  insurance  policy,  and no prior holder of the  Mortgage,  including  the Company,  has done, by act or
omission,  anything which would impair the coverage of such lender's title insurance policy including  without
limitation,  no unlawful fee,  commission,  kickback or other unlawful  compensation  or value of any kind has
been or will be received,  retained or realized by any attorney,  firm or other person or entity,  and no such
unlawful items have been received, retained or realized by the Company;

               No Defaults.  There is no default,  breach,  violation or event of acceleration  existing under
the  Mortgage  or the  Mortgage  Note and no event  which,  with the  passage  of time or with  notice and the
expiration  of any  grace  or cure  period,  would  constitute  a  default,  breach,  violation  or  event  of
acceleration,  and neither the Company nor its  predecessors  have waived any  default,  breach,  violation or
event of acceleration;

               No Mechanics'  Liens.  There are no mechanics' or similar liens or claims which have been filed
for work,  labor or material (and no rights are outstanding  that under the law could give rise to such liens)
affecting the related Mortgaged  Property which are or may be liens prior to, or equal or coordinate with, the
lien of the related Mortgage;

               Location  of  Improvements;  No  Encroachments.  All  improvements  which  were  considered  in
determining  the Appraised  Value of the  Mortgaged  Property lay wholly  within the  boundaries  and building
restriction  lines of the Mortgaged  Property and no  improvements on adjoining  properties  encroach upon the
Mortgaged  Property.  No improvement located on or being part of the Mortgaged Property is in violation of any
applicable zoning law or regulation;

               Origination;  Payment Terms.  The Mortgage Loan was originated by either i) the Company,  which
is  a  FNMA-approved,  FHLMC-approved  and  HUD-approved  mortgage  banker,  or  ii)  an  entity  that  is  a
FNMA-approved,  FHLMC-approved and HUD-approved mortgage banker, or a savings and loan association,  a savings
bank, a commercial bank or similar banking  institution which is supervised and examined by a Federal or state
authority.  The interest rate on the related  Mortgage Note is adjusted  annually in the case of Treasury Rate
Mortgage  Loans and LIBOR  Mortgage  Loans on each Interest Rate  Adjustment  Date to equal the Index plus the
Gross Margin,  subject to the Initial Rate Cap,  Periodic Rate Cap and the Lifetime Mortgage Interest Rate Cap
as set forth in the Mortgage  Note.  The  Mortgage  Interest  Rate for a 5/1 ARM  Mortgage  Loan and a 3/1 ARM
Mortgage  Loan  is  adjusted  annually  commencing  from  and  after  the  sixtieth  Monthly  Payment  and the
thirty-sixth  Monthly  Payment,  respectively,  in the same manner as a Treasury  Rate Mortgage Loan and LIBOR
Mortgage  Loan,  provided,  however,  that the Periodic  Rate Cap does not apply to the initial  Interest Rate
Adjustment  Date for such 5/1 ARM  Mortgage  Loan (the Initial  Rate Cap does  apply).  The  Mortgage  Note is
payable each month in monthly  installments of principal and interest,  with interest in arrears, and requires
Monthly Payments  sufficient to amortize the original principal balance of the Mortgage Loan over a term of no
more than 30 years. Each Convertible  Mortgage Loan contains a provision whereby the Mortgagor is permitted to
convert the Mortgage Loan to a fixed-rate  mortgage  loan at any time between the first and fifth  anniversary
of the origination of the Mortgage Loan. No Mortgage Loan has a provision for negative amortization;

               Customary  Provisions.  The Mortgage contains  customary and enforceable  provisions such as to
render the rights and  remedies of the holder  thereof  adequate  for the  realization  against the  Mortgaged
Property  of the  benefits  of the  security  provided  thereby,  including,  (i) in the  case of a  Mortgage
designated as a deed of trust, by trustee's sale, and (ii) otherwise by judicial foreclosure.  Upon default by
a Mortgagor on a Mortgage Loan and  foreclosure on, or trustee's sale of, the Mortgaged  Property  pursuant to
the proper procedures,  the holder of the Mortgage Loan will be able to deliver good and merchantable title to
the  Mortgaged  Property.  There is no  homestead  or other  exemption  available  to a Mortgagor  which would
interfere  with the right to sell the  Mortgaged  Property at a trustee's  sale or the right to foreclose  the
Mortgage;

               Conformance  with  Underwriting  Guidelines.  The Mortgage Loan was  underwritten in accordance
with the Company's Underwriting Guidelines in effect at the time the Mortgage Loan was originated.;

               Occupancy of the Mortgaged  Property.  As of the related Closing Date the Mortgaged Property is
lawfully  occupied under  applicable law. All inspections,  licenses and  certificates  required to be made or
issued with  respect to all  occupied  portions of the  Mortgaged  Property  and,  with respect to the use and
occupancy  of the same,  including  but not  limited  to  certificates  of  occupancy  and fire  underwriting
certificates,  have been made or obtained from the appropriate  authorities.  The Mortgagor represented at the
time of  origination  of the  Mortgage  Loan that the  Mortgagor  would occupy the  Mortgaged  Property as the
Mortgagor's primary residence;

               No Additional  Collateral.  The Mortgage Note is not and has not been secured by any collateral
except the lien of the corresponding  Mortgage and the security interest of any applicable  security agreement
or chattel mortgage referred to in (j) above;

               Deeds of  Trust.  In the event the  Mortgage  constitutes  a deed of  trust,  a  trustee,  duly
qualified under  applicable law to serve as such, has been properly  designated and currently so serves and is
named in the  Mortgage,  and no fees or expenses are or will become  payable by the  Purchasers to the trustee
under the deed of trust, except in connection with a trustee's sale after default by the Mortgagor;

               Acceptable  Investment.  The Company has no knowledge of any  circumstances  or conditions with
respect to the Mortgage,  the Mortgaged  Property,  the Mortgagor or the Mortgagor's  credit standing that can
reasonably  be  expected  to  cause  private  institutional  investors  to  regard  the  Mortgage  Loan  as an
unacceptable  investment,  cause the Mortgage  Loan to become  delinquent,  or  adversely  affect the value or
marketability of the Mortgage Loan;

               Delivery of Mortgage  Documents.  The Mortgage Note,  the Mortgage,  the Assignment of Mortgage
and any other documents  required to be delivered for the Mortgage Loan by the Company under this Agreement as
set forth in Exhibit C attached  hereto have been delivered to the Custodian.  The Company is in possession of
a complete,  true and accurate  Mortgage  File in  compliance  with Exhibit B, except for such  documents  the
originals of which have been delivered to the Custodian;

               Condominiums/Planned  Unit  Developments.  If the Mortgaged Property is a condominium unit or a
planned unit development  (other than a de minimus planned unit  development) such condominium or planned unit
development project meets Company's  Underwriting  Guidelines with respect to such condominium or planned unit
development;

               Transfer of Mortgage Loans.  The Assignment of Mortgage is in recordable form and is acceptable
for recording under the laws of the jurisdiction in which the Mortgaged Property is located;

               Due on Sale.  The  Mortgage  contains an  enforceable  provision  for the  acceleration  of the
payment of the unpaid principal balance of the Mortgage Loan in the event that the Mortgaged  Property is sold
or transferred without the prior written consent of the Mortgagor thereunder;

               No Buydown Provisions;  No Graduated Payments or Contingent  Interests.  The Mortgage Loan does
not contain  provisions  pursuant to which Monthly Payments are paid or partially paid with funds deposited in
any separate account established by the Company,  the Mortgagor or anyone on behalf of the Mortgagor,  or paid
by any source other than the Mortgagor nor does it contain any other  similar  provisions  currently in effect
which may constitute a "buydown"  provision.  The Mortgage Loan is not a graduated  payment  mortgage loan and
the Mortgage Loan does not have a shared appreciation or other contingent interest feature;

               Consolidation  of Future  Advances.  Any future advances made prior to the related Cut-off Date
have been  consolidated  with the  outstanding  principal  amount  secured by the  Mortgage,  and the  secured
principal  amount,  as  consolidated,  bears a single interest rate and single repayment term. The lien of the
Mortgage  securing the consolidated  principal amount is expressly  insured as having first lien priority by a
title insurance  policy,  an endorsement to the policy insuring the  mortgagee's  consolidated  interest or by
other title  evidence  acceptable to Fannie Mae and Freddie Mac. The  consolidated  principal  amount does not
exceed the original principal amount of the Mortgage Loan;

               Mortgaged Property  Undamaged.  There is no proceeding pending or, to the best of the Company's
knowledge,  threatened for the total or partial condemnation of the Mortgaged Property. The Mortgaged Property
is undamaged by waste, fire, earthquake or earth movement,  windstorm,  flood, tornado or other casualty so as
to affect  adversely  the value of the  Mortgaged  Property as security for the  Mortgage  Loan or the use for
which the premises were intended; and

               Collection  Practices;  Escrow Deposits.  The origination,  servicing and collection  practices
used with respect to the Mortgage Loan have been in accordance  with Accepted  Servicing  Practices,  and have
been in all respects in compliance with all applicable laws and  regulations.  With respect to escrow deposits
and Escrow  Payments,  all such payments are in the possession of the Company and there exist no  deficiencies
in connection therewith for which customary  arrangements for repayment thereof have not been made. All Escrow
Payments  have been  collected  in full  compliance  with  state and  federal  law.  An escrow of funds is not
prohibited  by applicable  law and has been  established  in an amount  sufficient to pay for every item which
remains  unpaid and which has been  assessed  but is not yet due and  payable.  No escrow  deposits  or Escrow
Payments  or other  charges or  payments  due the  Company  have been  capitalized  under the  Mortgage or the
Mortgage Note.  All Mortgage  Interest Rate  adjustments  have been made in strict  compliance  with state and
federal law and the terms of the related  Mortgage  Note.  Any interest  required to be paid pursuant to state
and local law has been properly paid and credited;

               Appraisal.  The Mortgage File  contains an appraisal of the related  Mortgage  Property  signed
prior to the  approval of the  Mortgage  Loan  application  by a qualified  appraiser,  duly  appointed by the
Company,  who had no  interest,  direct  or  indirect  in the  Mortgaged  Property  or in any loan made on the
security thereof;  and whose compensation is not affected by the approval or disapproval of the Mortgage Loan,
and the appraisal and appraiser both satisfy the  requirements  of Fannie Mae,  Freddie Mac or Title XI of the
Federal  Institutions  Reform,  Recovery,  and  Enforcement  Act of  1989  and  the  regulations  promulgated
thereunder, all as in effect on the date the Mortgage Loan was originated;

               Soldiers' and Sailors' Relief Act. The Mortgagor has not notified the Company,  and the Company
has no knowledge of any relief  requested or allowed to the Mortgagor  under the Soldiers' and Sailors'  Civil
Relief Act of 1940;

               Environmental  Matters.  The  Mortgaged  Property  is free from any and all toxic or  hazardous
substances  and  there  exists  no  violation  of any  local,  state or  federal  environmental  law,  rule or
regulation.  To the best of the  Company's  knowledge,  there is no  pending  action  or  proceeding  directly
involving any Mortgaged  Property of which the Company is aware in which  compliance  with any  environmental
law, rule or regulation is an issue;  and to the best of the Company's  knowledge,  nothing further remains to
be done to satisfy in full all requirements of each such law, rule or regulation  consisting a prerequisite to
use and enjoyment of said property; 

               No Construction  Loans.  No Mortgage Loan was made in connection  with (i) the  construction or
rehabilitation of a Mortgaged Property or (ii) facilitating the trade-in or exchange of a Mortgaged Property;

               Insurance.  The Company has caused or will cause to be performed  any and all acts  required to
preserve the rights and remedies of the Purchaser in any insurance  policies  applicable to the Mortgage Loans
including,  without limitation, any necessary notifications of insurers,  assignments of policies or interests
therein,  and  establishments of coinsured,  joint loss payee and mortgagee rights in favor of the Purchaser;
No action,  inaction,  or event has  occurred  and no state of fact exists or has existed that has resulted or
will result in the exclusion  from,  denial of, or defense to coverage  under any  applicable  pool  insurance
policy,  special hazard insurance  policy,  PMI Policy or bankruptcy  bond,  irrespective of the cause of such
failure of coverage.  In connection  with the placement of any such  insurance,  no commission,  fee, or other
compensation  has been or will be received by the Company or any designee of the Company or any corporation in
which the Company or any officer,  director,  or employee had a financial interest at the time of placement of
such insurance;

               Regarding the Mortgagor.  The Mortgagor is one or more natural  persons and/or  trustees for an
Illinois land trust or a trustee under a "living trust" and such "living  trust" is in compliance  with Fannie
Mae guidelines for such trusts.

               Predatory  Lending  Regulations;  High Cost Loans. None of the Mortgage Loans are classified as
(a)  "high  cost"  loans  under the Home  Ownership  and  Equity  Protection  Act of 1994 or (b) "high  cost,"
"threshold," or "predatory" loans under any other applicable state, federal or local law.

               Simple Interest Mortgage Loans.  None of the Mortgage Loans are simple interest Mortgage Loans.

                Single Premium Credit Life  Insurance.  None of the proceeds of the Mortgage Loan were used to
finance single-premium credit life insurance policies.

                  Tax Service Contract The Company has obtained a life of loan,  transferable  real estate Tax
Service  Contract on each Mortgage Loan and such contract is assignable  without  penalty,  premium or cost to
the Purchaser;

                  Flood Certification  Contract.  The Company has obtained a life of loan,  transferable flood
certification  contract with a Approved Flood Certification  Provider for each Mortgage Loan and such contract
is assignable without penalty, premium or cost to the Purchaser;

                  FICO Scores. Each Mortgage Loan has a non-zero FICO score; 

               Prepayment  Fee.  With respect to each Mortgage  Loan that has a prepayment  fee feature,  each
such  prepayment  fee is  enforceable  and will be enforced by the  Company,  and each  prepayment  penalty in
permitted  pursuant to federal,  state and local law. No Mortgage Loan will impose a prepayment  penalty for a
term in excess of five years from the date such  Mortgage Loan was  originated.  Except as otherwise set forth
in the related  Mortgage Loan  Schedule,  with respect to each  Mortgage Loan that contains a prepayment  fee,
such prepayment fee is at least equal to the lesser of (A) the maximum amount  permitted under  applicable law
and (B) six months  interest at the related  Mortgage  Interest Rate on the amount prepaid in excess of 20% of
the original principal balance of such Mortgage Loan; and

               Recordation.  Each original  Mortgage was recorded and, except for those Mortgage Loans subject
to the MERS  identification  system,  all  subsequent  assignments  of the original  Mortgage  (other than the
assignment to the Purchaser) have been recorded in the appropriate  jurisdictions  wherein such recordation is
necessary  to perfect the lien  thereof as against  creditors  of the  Company,  or is in the process of being
recorded;

               Leaseholds.   If the  Mortgaged  Property  is  subject  to a ground  lease or any other type of
leasehold  interest,  the ground lease or other leasehold  interest  exceeds the remaining term of the related
Mortgage Loan.

               Remedies for Breach of Representations and Warranties.

               It is understood and agreed that the  representations  and warranties set forth in Sections 3.01
and 3.02 shall  survive the sale of the Mortgage  Loans to the  Purchaser and the delivery of the Mortgage Loan
Documents to the Custodian and shall inure to the benefit of the  Purchaser,  notwithstanding  any  restrictive
or qualified  endorsement  on any Mortgage  Note or  Assignment  of Mortgage or the  examination  or failure to
examine any Mortgage  File.  Upon  discovery  by either the Company or the  Purchaser of a breach of any of the
foregoing  representations  and warranties  which  materially  and adversely  affects the value of the Mortgage
Loans or the interest of the Purchaser,  or which  materially and adversely  affects the interests of Purchaser
in the related Mortgage Loan in the case of a  representation  and warranty  relating to a particular  Mortgage
Loan (in the case of any of the foregoing,  a "Breach"),  the party  discovering  such Breach shall give prompt
written notice to the other.

               With  respect  to  those  representations  and  warranties  which  are  made to the  best of the
Company's  knowledge,  if it is  discovered  by the  Company  or the  Purchaser  that  the  substance  of  such
representation  and warranty is inaccurate and such  inaccuracy  materially and adversely  affects the value of
the related  Mortgage  Loan or the interest of the  Purchaser (or which  materially  and adversely  affects the
value of a Mortgage  Loan or the  interests  of the  Purchaser  in the related  Mortgage  Loan in the case of a
representation  and warranty  relating to a particular  Mortgage Loan),  notwithstanding  the Company's lack of
knowledge with respect to the substance of such  representation  and warranty,  such inaccuracy shall be deemed
a breach of the applicable representation and warranty.

               Within 60 days of the earlier of either  discovery  by or notice to the Company of any Breach of
a  representation  or  warranty,  the Company  shall use its best  efforts  promptly to cure such Breach in all
material  respects  and, if such Breach  cannot be cured,  the Company  shall,  at the  Purchaser's  option and
subject to Section 3.06,  repurchase  such Mortgage Loan at the  Repurchase  Price.  In the event that a Breach
shall  involve  any  representation  or warranty  set forth in Section  3.01,  and such Breach  cannot be cured
within 60 days of the  earlier  of either  discovery  by or notice to the  Company of such  Breach,  all of the
Mortgage Loans shall, at the  Purchaser's  option and subject to Section 3.06, be repurchased by the Company at
the Repurchase  Price.  However,  if the Breach shall involve a representation or warranty set forth in Section
3.02 and the Company  discovers or receives  notice of any such Breach  within 120 days of the related  Closing
Date, the Company shall,  at the  Purchaser's  option and provided that the Company has a Qualified  Substitute
Mortgage  Loan,  rather than  repurchase  the Mortgage  Loan as provided  above,  remove such  Mortgage Loan (a
"Deleted Mortgage Loan") and substitute in its place a Qualified  Substitute  Mortgage Loan or Loans,  provided
that any such  substitution  shall be effected not later than 120 days after the related  Closing  Date. If the
Company has no Qualified  Substitute  Mortgage  Loan, it shall  repurchase  the deficient  Mortgage  Loan.  Any
repurchase  of a Mortgage  Loan or Loans  pursuant to the  foregoing  provisions  of this Section 3.03 shall be
accomplished  by deposit in the Custodial  Account of the amount of the Repurchase  Price for  distribution  to
Purchaser on the next scheduled  Remittance Date,  after deducting  therefrom any amount received in respect of
such repurchased Mortgage Loan or Loans and being held in the Custodial Account for future distribution.

               At the time of repurchase or  substitution,  the Purchaser and the Company shall arrange for the
reassignment  of the Deleted  Mortgage  Loan to the Company  and the  delivery to the Company of any  documents
held by the Custodian  relating to the Deleted  Mortgage  Loan.  In the event of a repurchase or  substitution,
the Company  shall,  simultaneously  with such  reassignment,  give written  notice to the Purchaser  that such
repurchase  or  substitution  has taken  place,  amend the  related  Mortgage  Loan  Schedule  to  reflect  the
withdrawal  of the Deleted  Mortgage Loan from this  Agreement,  and, in the case of  substitution,  identify a
Qualified  Substitute  Mortgage  Loan and amend the related  Mortgage  Loan Schedule to reflect the addition of
such Qualified  Substitute  Mortgage Loan to this  Agreement.  In connection  with any such  substitution,  the
Company shall be deemed to have made as to such  Qualified  Substitute  Mortgage Loan the  representations  and
warranties set forth in this Agreement  except that all such  representations  and warranties set forth in this
Agreement  shall  be  deemed  made  as of the  date  of  such  substitution.  The  Company  shall  effect  such
substitution  by  delivering  to the  Custodian  for such  Qualified  Substitute  Mortgage  Loan the  documents
required by Section 2.03,  with the Mortgage Note  endorsed as required by Section 2.03. No  substitution  will
be made in any calendar  month after the  Determination  Date for such month.  The Company shall deposit in the
Custodial  Account the Monthly  Payment less the Servicing Fee due on such Qualified  Substitute  Mortgage Loan
or Loans in the month following the date of such  substitution.  Monthly Payments due with respect to Qualified
Substitute  Mortgage  Loans in the month of  substitution  shall be retained by the  Company.  For the month of
substitution,  distributions  to Purchaser shall include the Monthly  Payment due on any Deleted  Mortgage Loan
in the month of substitution,  and the Company shall thereafter be entitled to retain all amounts  subsequently
received by the Company in respect of such Deleted Mortgage Loan.

               For any month in which the  Company  substitutes  a  Qualified  Substitute  Mortgage  Loan for a
Deleted  Mortgage  Loan,  the Company  shall  determine  the amount (if any) by which the  aggregate  principal
balance of all Qualified  Substitute  Mortgage Loans as of the date of  substitution is less than the aggregate
Stated Principal Balance of all Deleted Mortgage Loans (after  application of scheduled  principal payments due
in the month of  substitution).  The amount of such shortfall  shall be distributed by the Company in the month
of substitution  pursuant to Section 5.01.  Accordingly,  on the date of such  substitution,  the Company shall
deposit from its own funds into the Custodial Account an amount equal to the amount of such shortfall.

               Any  cause of action  against  the  Company  relating  to or  arising  out of the  Breach of any
representations  and  warranties  made in Sections  3.01 and 3.02 shall accrue as to any Mortgage Loan upon (i)
discovery of such Breach by the Purchaser or notice  thereof by the Company to the  Purchaser,  (ii) failure by
the Company to cure such Breach or  repurchase  such Mortgage  Loan as specified  above,  and (iii) demand upon
the Company by the Purchaser for compliance with this Agreement.

               Indemnification.

               The Company  agrees to indemnify the Purchaser and hold it harmless from and against any and all
claims, losses,  damages,  penalties,  fines,  forfeitures,  legal fees and related costs,  judgments,  and any
other costs,  fees and  expenses  that the  Purchaser  may sustain in any way related any  assertion  based on,
grounded  upon  resulting  from a Breach  of any of the  Company's  representations  and  warranties  contained
herein.  In addition to the  obligations  of the Company set forth in this  Section  3.04,  the  Purchaser  may
pursue any and all remedies otherwise available at law or in equity,  including,  but not limited to, the right
to seek damages.  The provisions of this Section 3.04 shall survive termination of this Agreement.

               It is understood  and agreed that the  obligations of the Company set forth in Sections 3.03 and
3.04 to  cure,  substitute  for or  repurchase  a  defective  Mortgage  Loan  and to  indemnify  the  Purchaser
constitute  the sole  remedies  of the  Purchaser  respecting  a Breach of the  foregoing  representations  and
warranties.



               Repurchase Upon Conversion.

    In the event the Mortgagor under any Convertible Mortgage Loan elects to convert said Mortgage Loan to a
    fixed rate mortgage loan, as provided in the related Mortgage Note, then the Company shall repurchase the
    related Mortgage Loan in the month the conversion takes place and in the manner prescribed in Section
    3.04 at the Repurchase Price.


               Restrictions and Requirements Applicable in the Event
                             that a Mortgage Loan is Acquired by a REMIC

               In the event that any Mortgage Loan is held by a REMIC,  notwithstanding  any contrary provision
of this Agreement, the following provisions shall be applicable to such Mortgage Loan:

               Repurchase of Mortgage Loans.

               With respect to any Mortgage  Loan that is not in default or as to which no default is imminent,
no repurchase or substitution  pursuant to Subsection  3.03,  3.05, 3.07 or 7.02 shall be made,  unless,  if so
required by the  applicable  REMIC  Documents the Company has obtained an Opinion of Counsel to the effect that
such repurchase will not (i) result in the imposition of taxes on "prohibited  transactions"  of such REMIC (as
defined in Section  860F of the Code) or  otherwise  subject  the REMIC to tax, or (ii) cause the REMIC to fail
to qualify as a REMIC at any time.

               General Servicing Obligations.

               The Company  shall sell any REO  Property  within two years after its  acquisition  by the REMIC
unless (i) the Company  applies for an extension of such  two-year  period from the  Internal  Revenue  Service
pursuant to the REMIC  Provisions  and Code Section  856(e)(3),  in which event such REO Property shall be sold
within the applicable  extension  period,  or (ii) the Company obtains for the Purchaser an Opinion of Counsel,
addressed to the  Purchaser  and the Company,  to the effect that the holding by the REMIC of such REO Property
subsequent to such two year period will not result in the imposition of taxes on "prohibited  transactions"  as
defined  in  Section  860F of the Code or cause  the  REMIC  to fail to  qualify  as a REMIC  under  the  REMIC
Provisions or comparable  provisions of relevant  state laws at any time.  The Company shall manage,  conserve,
protect and operate each REO Property for the Purchaser  solely for the purpose of its prompt  disposition  and
sale in a manner which does not cause such REO  Property to fail to qualify as  "foreclosure  property"  within
the  meaning of Section  860G(a)(8)  or result in the receipt by the REMIC of any  "income  from  non-permitted
assets" within the meaning of Section  860F(a)(2)(B) of the Code or any "net income from foreclosure  property"
which is subject to taxation  under Section  860G(a)(1)  of the Code.  Pursuant to its efforts to sell such REO
Property,  the Company  shall either  itself or through an agent  selected by the Company  protect and conserve
such REO  Property  in the same  manner  and to such  extent as is  customary  in the  locality  where such REO
Property is located and may,  incident to its  conservation  and  protection of the interests of the Purchaser,
rent the same,  or any part  thereof,  as the Company  deems to be in the best  interest of the Company and the
Purchaser for the period prior to the sale of such REO Property;  provided,  however, that any rent received or
accrued  with  respect to such REO  Property  qualifies  as "rents  from real  property"  as defined in Section
856(d) of the Code.

               Additional Covenants.

               In addition to the provision  set forth in this Section  3.06, if a REMIC  election is made with
respect to the  arrangement  under which any of the  Mortgage  Loans or REO  Properties  are held,  then,  with
respect to such Mortgage Loans and/or REO Properties,  and  notwithstanding  the terms of this  Agreement,  the
Company  shall not take any action,  cause the REMIC to take any action or fail to take (or fail to cause to be
taken) any action  that,  under the REMIC  Provisions,  if taken or not  taken,  as the case may be,  could (i)
endanger  the  status  of the  REMIC as a REMIC  or (ii)  result  in the  imposition  of a tax  upon the  REMIC
(including  but not limited to the tax on  "prohibited  transactions"  as defined in Section  860F(a)(2) of the
Code and the tax on  "contributions"  to a REMIC set forth in Section  860G(d) of the Code)  unless the Company
has  received  an Opinion of Counsel (at the  expense of the party  seeking to take such  action) to the effect
that the contemplated action will not endanger such REMIC status or result in the imposition of any such tax.

               If a REMIC  election is made with respect to the  arrangement  under which any Mortgage Loans or
REO  Properties  are held,  the Company  shall amend this  Agreement  such that it will meet all Rating  Agency
requirements.

               Review of Mortgage Loans

               From the  related  Closing  Date  until the date 15 days after the  related  Closing  Date,  the
Purchaser  shall have the right to review the Mortgage Files and obtain BPOs and other property  evaluations on
the  Mortgaged  Properties  relating to the Mortgage  Loans  purchased on the related  Closing  Date,  with the
results of such BPO or  property  evaluation  reviews to be  communicated  to the Company for a period up to 15
days after the related  Closing  Date. In addition,  the Purchaser  shall have the right to reject any Mortgage
Loan which in the Purchaser's  sole  determination  (i) fails to conform to the Underwriting  Guidelines,  (ii)
the value of the  Mortgaged  Property  pursuant to any BPO or property  evaluation  varies by more than plus or
minus 15% from the lesser of (A) the  original  appraised  value of the  Mortgage  Property or (B) the purchase
price of the Mortgaged  Property as of the date of  origination (a "Value  Issue"),  (iii) the Mortgage Loan is
underwritten  without  verification  of the  Borrower's  income and  assets  and there is no credit  report and
credit score or (iv) the Purchaser  deems the Mortgage Loan not to be an  acceptable  credit risk.  The Company
shall  repurchase  the rejected  Mortgage Loan in the manner  prescribed in Section 3.03 upon receipt of notice
from the  Purchaser of the  rejection of such Mortgage  Loan;  provided,  that, in the event that the Purchaser
rejects a Mortgage Loan due to a Value Issue,  the Company may submit to the  Purchaser an additional  property
evaluation  for  purposes  of  demonstrating  that  the  Mortgage  Loan  does not  have a Value  Issue.  If the
Purchaser  and the Company fail to resolve such Value Issue within two weeks of the Purchaser  presenting  such
Value Issue to the Company,  then Company  shall have the right to promptly (a)  substitute  such Mortgage Loan
with a Qualified  Substitute  Mortgage Loan meeting all the terms hereof,  or (b) repurchase such Mortgage Loan
in the manner  prescribed in Section 3.03.  Any rejected  Mortgage Loan shall be removed from the terms of this
Agreement.  The Company shall make  available all files  required by Purchaser in order to complete its review,
including  capturing all CRA/HMDA  required  data fields.  Any review  performed by the Purchaser  prior to the
related Closing Date does not limit the  Purchaser's  rights or the Company's  obligations  under this section.
To  the  extent  that  the  Purchaser's  review  discloses  that  the  Mortgage  Loans  do not  conform  to the
Underwriting  Guidelines or the terms set forth in the Purchaser  Price and Terms Letter,  the Purchaser may in
its sole  discretion  increase  its due  diligence  review  and  obtain  additional  BPO's  or  other  property
evaluations.  The  additional  review  may be for any  reason  including  but not  limited  to credit  quality,
property valuations, and data integrity.




                                ADMINISTRATION AND SERVICING OF MORTGAGE LOANS


               Company to Act as Servicer.

               The  Company  shall  service and  administer  the  Mortgage  Loans and shall have full power and
authority,  acting alone, to do any and all things in connection with such servicing and  administration  which
the Company may deem  necessary or  desirable,  consistent  with the terms of this  Agreement and with Accepted
Servicing Practices.


                  Consistent with the terms of this Agreement, the Company may waive, modify or vary any term

    of any Mortgage Loan or consent to the postponement of strict compliance with any such term or in any

    manner grant indulgence to any Mortgagor if in the Company's reasonable and prudent determination such

    waiver, modification, postponement or indulgence is not materially adverse to the Purchasers, provided,

    however, that the Company shall not make any future advances with respect to a Mortgage Loan and (unless

    the Mortgagor is in default with respect to the Mortgage Loan or such default is, in the judgment of the

    Company, imminent and the Company has obtained the prior written consent of the Purchaser) the Company

    shall not permit any modification of any material term of any Mortgage Loan including any modifications

    that would change the Mortgage Interest Rate change the Index, Lifetime Mortgage Interest Rate Cap,

    Initial Rate Cap or Gross Margin of any Mortgage Loan, defer or forgive the payment of principal or

    interest, reduce or increase the outstanding principal balance (except for actual payments of principal)

    or change the final maturity date on such Mortgage Loan. In the event of any such modification which

    permits the deferral of interest or principal payments on any Mortgage Loan, the Company shall, on the

    Business Day immediately preceding the Remittance Date in any month in which any such principal or

    interest payment has been deferred, deposit in the Custodial Account from its own funds, in accordance

    with Section 5.03, the difference between (a) such month's principal and one month's interest at the

    Mortgage Loan Remittance Rate on the unpaid principal balance of such Mortgage Loan and (b) the amount

    paid by the Mortgagor. The Company shall be entitled to reimbursement for such advances to the same

    extent as for all other advances made pursuant to Section 5.03. Without limiting the generality of the

    foregoing, the Company shall continue, and is hereby authorized and empowered, to execute and deliver on

    behalf of itself and the Purchasers, all instruments of satisfaction or cancellation, or of partial or

    full release, discharge and all other comparable instruments, with respect to the Mortgage Loans and with

    respect to the Mortgaged Properties. If reasonably required by the Company, the Purchaser shall furnish

    the Company with any powers of attorney and other documents necessary or appropriate to enable the

    Company to carry out its servicing and administrative duties under this Agreement.


               In  servicing  and  administering  the  Mortgage  Loans,  the Company  shall  employ  procedures
(including  collection  procedures)  and exercise the same care that it  customarily  employs and  exercises in
servicing  and  administering  mortgage  loans  for its own  account,  giving  due  consideration  to  Accepted
Servicing  Practices  where such practices do not conflict with the  requirements  of this  Agreement,  and the
Purchaser's reliance on the Company.

               The Mortgage Loans may be subserviced by the Subservicer on behalf of the Company  provided that
the  Subservicer is a Fannie  Mae-approved  lender or a Freddie Mac  seller/servicer  in good standing,  and no
event has  occurred,  including but not limited to a change in insurance  coverage,  which would make it unable
to comply with the eligibility  requirements for lenders imposed by Fannie Mae or for seller/servicers  imposed
by Freddie Mac, or which would require  notification  to Fannie Mae or Freddie Mac. The Company may perform any
of its  servicing  responsibilities  hereunder  or may cause the  Subservicer  to  perform  any such  servicing
responsibilities  on its behalf,  but the use by the Company of the  Subservicer  shall not release the Company
from any of its  obligations  hereunder  and the Company  shall remain  responsible  hereunder for all acts and
omissions of the  Subservicer  as fully as if such acts and  omissions  were those of the Company.  The Company
shall pay all fees and expenses of the  Subservicer  from its own funds,  and the  Subservicer's  fee shall not
exceed the Servicing Fee.

               At the cost and expense of the Company,  without any right of  reimbursement  from the Custodial
Account,  the Company shall be entitled to terminate the rights and  responsibilities  of the  Subservicer  and
arrange  for  any  servicing   responsibilities  to  be  performed  by  a  successor  Subservicer  meeting  the
requirements in the preceding paragraph,  provided,  however,  that nothing contained herein shall be deemed to
prevent or prohibit the Company,  at the Company's option,  from electing to service the related Mortgage Loans
itself.  In the event that the  Company's  responsibilities  and duties  under this  Agreement  are  terminated
pursuant to Section  9.04,  10.01 or 11.02,  and if requested to do so by the  Purchaser,  the Company shall at
its  own  cost  and  expense  terminate  the  rights  and  responsibilities  of the  Subservicer  as soon as is
reasonably  possible.  The Company  shall pay all fees,  expenses or penalties  necessary in order to terminate
the rights and  responsibilities  of the Subservicer  from the Company's own funds without  reimbursement  from
the Purchaser.

               Notwithstanding  any of the provisions of this Agreement  relating to agreements or arrangements
between the Company and the  Subservicer  or any reference  herein to actions taken through the  Subservicer or
otherwise,  the Company  shall not be relieved of its  obligations  to the  Purchaser and shall be obligated to
the same extent and under the same terms and  conditions as if it alone were  servicing and  administering  the
Mortgage  Loans.  The  Company  shall  be  entitled  to  enter  into an  agreement  with  the  Subservicer  for
indemnification  of the Company by the Subservicer  and nothing  contained in this Agreement shall be deemed to
limit or modify such indemnification.

               Any  Subservicing  Agreement  and any other  transactions  or services  relating to the Mortgage
Loans  involving the  Subservicer  shall be deemed to be between the  Subservicer  and Company  alone,  and the
Purchaser  shall have no  obligations,  duties or  liabilities  with  respect to the  Subservicer  including no
obligation,  duty or  liability  of  Purchaser  to pay the  Subservicer's  fees and  expenses.  For purposes of
distributions  and  advances by the Company  pursuant to this  Agreement,  the Company  shall be deemed to have
received a payment on a Mortgage Loan when the Subservicer has received such payment.

               Liquidation of Mortgage Loans.

               In the event that any payment due under any Mortgage Loan and not postponed  pursuant to Section
4.01 is not paid when the same  becomes due and  payable,  or in the event the  Mortgagor  fails to perform any
other covenant or obligation  under the Mortgage Loan and such failure  continues  beyond any applicable  grace
period,  the Company  shall take such action as (1) the Company  would take under  similar  circumstances  with
respect to a similar  mortgage  loan held for its own  account for  investment,  (2) shall be  consistent  with
Accepted  Servicing  Practices,  (3) the  Company  shall  determine  prudently  to be in the best  interest  of
Purchaser,  and (4) is  consistent  with any related  PMI  Policy.  In the event that any payment due under any
Mortgage Loan is not postponed  pursuant to Section 4.01 and remains  delinquent for a period of 90 days or any
other  default  continues  for a period of 90 days  beyond  the  expiration  of any grace or cure  period,  the
Company shall commence foreclosure  proceedings,  provided that, prior to commencing  foreclosure  proceedings,
the Company shall notify the  Purchaser in writing of the  Company's  intention to do so, and the Company shall
not  commence  foreclosure  proceedings  if the  Purchaser  objects to such action  within 10 Business  Days of
receiving such notice.  In the event the Purchaser  objects to such foreclosure  action,  the Company shall not
be required to make Monthly  Advances with respect to such  Mortgage  Loan,  pursuant to Section 5.03,  and the
Company's  obligation  to make such Monthly  Advances  shall  terminate  on the 90th day referred to above.  In
such  connection,  the  Company  shall from its own funds make all  necessary  and proper  Servicing  Advances,
provided,  however,  that the  Company  shall not be required  to expend its own funds in  connection  with any
foreclosure or towards the  restoration or preservation  of any Mortgaged  Property,  unless it shall determine
(a) that such  preservation,  restoration  and/or  foreclosure will increase the proceeds of liquidation of the
Mortgage Loan to Purchaser after  reimbursement  to itself for such expenses and (b) that such expenses will be
recoverable by it either through  Liquidation  Proceeds  (respecting  which it shall have priority for purposes
of withdrawals from the Custodial Account pursuant to Section 4.05) or through Insurance  Proceeds  (respecting
which it shall have similar priority).

               Notwithstanding  anything to the contrary  contained herein, in connection with a foreclosure or
acceptance of a deed in lieu of  foreclosure,  in the event the Company has reasonable  cause to believe that a
Mortgaged  Property is contaminated by hazardous or toxic substances or wastes,  or if the Purchaser  otherwise
requests an  environmental  inspection  or review of such  Mortgaged  Property to be  conducted  by a qualified
inspector.  Upon completion of the inspection,  the Company shall promptly provide the Purchaser with a written
report of the environmental inspection.

               After  reviewing the  environmental  inspection  report,  the Purchaser  shall determine how the
Company shall proceed with respect to the Mortgaged  Property.  In the event (a) the  environmental  inspection
report  indicates that the Mortgaged  Property is contaminated  by hazardous or toxic  substances or wastes and
(b) the  Purchaser  directs  the  Company  to  proceed  with  foreclosure  or  acceptance  of a deed in lieu of
foreclosure,  the Company shall be reimbursed for all costs  associated with such  foreclosure or acceptance of
a deed in lieu of foreclosure and any related  environmental  clean up costs,  as applicable,  from the related
Liquidation  Proceeds,  or if the Liquidation  Proceeds are  insufficient  to fully reimburse the Company,  the
Company  shall be entitled to be  reimbursed  from amounts in the  Custodial  Account  pursuant to Section 4.05
hereof.  In the event the  Purchaser  directs the Company not to proceed with  foreclosure  or  acceptance of a
deed in lieu of  foreclosure,  the Company shall be reimbursed for all Servicing  Advances made with respect to
the related Mortgaged Property from the Custodial Account pursuant to Section 4.05 hereof.

               Collection of Mortgage Loan Payments.

               Continuously  from the date hereof until the  principal  and interest on all Mortgage  Loans are
paid in full,  the Company  shall  proceed  diligently  to collect all  payments due under each of the Mortgage
Loans when the same shall  become due and payable and shall take special care in  ascertaining  and  estimating
Escrow  Payments and all other  charges that will become due and payable with respect to the Mortgage  Loan and
the Mortgaged  Property,  to the end that the installments  payable by the Mortgagors will be sufficient to pay
such charges as and when they become due and payable.

               Establishment of and Deposits to Custodial Account.

               The Company  shall  segregate and hold all funds  collected and received  pursuant to a Mortgage
Loan  separate and apart from any of its own funds and general  assets and shall  establish and maintain one or
more Custodial Accounts,  in the form of time deposit or demand accounts,  titled "Countrywide Home Loans, Inc.
in trust for EMC Mortgage Corporation,  as purchaser of Residential  Adjustable Rate Mortgage Loans and various
Mortgagors".  The  Custodial  Account  shall be  established  with a  Qualified  Depository  acceptable  to the
Purchaser.  Any funds  deposited  in the  Custodial  Account  shall at all times be fully  insured  to the full
extent  permitted  under  applicable  law.  Funds  deposited  in the  Custodial  Account may be drawn on by the
Company in  accordance  with  Section  4.05.  The  creation of any  Custodial  Account  shall be evidenced by a
certification in the form of Exhibit D-1 hereto,  in the case of an account  established  with the Company,  or
by a letter  agreement in the form of Exhibit D-2 hereto,  in the case of an account held by a depository other
than the Company.  A copy of such  certification  or letter  agreement shall be furnished to the Purchaser and,
upon request, to any subsequent Purchaser.

               The Company  shall  deposit in the Custodial  Account  within two Business Days of receipt,  and
retain therein,  the following  collections  received by the Company and payments made by the Company after the
related  Cut-off  Date,  (other than  payments of principal  and interest due on or before the related  Cut-off
Date,  or received by the  Company  prior to the related  Cut-off  Date but  allocable  to a period  subsequent
thereto or with respect to each LPMI Loan, in the amount of the LPMI Fee):

                 all  payments  on  account  of  principal  on the  Mortgage  Loans,  including  all  Principal
        Prepayments;

                 all  payments on account of interest  on the  Mortgage  Loans  adjusted to the  Mortgage  Loan
        Remittance Rate;

                 all Liquidation Proceeds;

                 all Insurance  Proceeds  including amounts required to be deposited  pursuant to Section 4.10,
        Section 4.11, Section 4.14 and Section 4.15;

                 all  Condemnation  Proceeds  which  are  not  applied  to the  restoration  or  repair  of the
        Mortgaged Property or released to the Mortgagor in accordance with Section 4.14;

                 any amount required to be deposited in the Custodial  Account  pursuant to Section 4.01, 4.09,
        5.03, 6.01 or 6.02;

                 any amounts  payable in  connection  with the  repurchase  of any  Mortgage  Loan  pursuant to
        Section 3.03,  3.05 or 3.07 and all amounts  required to be deposited by the Company in connection with
        a shortfall in principal amount of any Qualified Substitute Mortgage Loan pursuant to Section 3.03;

                 with  respect  to each  Principal  Prepayment  in full or in  part,  the  Prepayment  Interest
        Shortfall Amount, if any, for the month of distribution.  Such deposit shall be made from the Company's
        own  funds,  without  reimbursement  therefor  up to a maximum  amount per month of the  Servicing  Fee
        actually received for such month for the Mortgage Loans;

                 any amounts  required to be  deposited by the Company  pursuant to Section 4.11 in  connection
        with the deductible clause in any blanket hazard insurance policy; and

                 any amounts  received  with respect to or related to any REO Property and all REO  Disposition
        Proceeds pursuant to Section 4.16.

               The foregoing  requirements for deposit into the Custodial Account shall be exclusive,  it being
understood and agreed that,  without  limiting the generality of the foregoing,  payments in the nature of late
payment  charges and  assumption  fees, to the extent  permitted by Section 6.01,  need not be deposited by the
Company into the  Custodial  Account.  Any interest  paid on funds  deposited in the  Custodial  Account by the
depository  institution  shall accrue to the benefit of the Company and the Company shall be entitled to retain
and withdraw such interest from the Custodial Account pursuant to Section 4.05.

               Permitted Withdrawals From Custodial Account.

               The  Company  shall,  from time to time,  withdraw  funds  from the  Custodial  Account  for the
following purposes:

                 to make  payments to the  Purchaser  in the amounts and in the manner  provided for in Section
        5.01;

                 to  reimburse  itself for Monthly  Advances of the  Company's  funds made  pursuant to Section
        5.03, the Company's right to reimburse  itself pursuant to this subclause (ii) being limited to amounts
        received on the related  Mortgage  Loan which  represent  late  payments of principal  and/or  interest
        respecting  which  any such  advance  was  made,  it  being  understood  that,  in the case of any such
        reimbursement,  the Company's  right  thereto  shall be prior to the rights of Purchaser,  except that,
        where the Company is required to repurchase a Mortgage Loan  pursuant to Section  3.03,  3.05,  3.07 or
        6.02, the Company's right to such reimbursement  shall be subsequent to the payment to the Purchaser of
        the  Repurchase  Price  pursuant  to such  sections  and all other  amounts  required to be paid to the
        Purchaser with respect to such Mortgage Loan;

                 to reimburse itself for unreimbursed  Servicing  Advances,  and for any unpaid Servicing Fees,
        the Company's  right to reimburse  itself pursuant to this subclause (iii) with respect to any Mortgage
        Loan being limited to related Liquidation Proceeds,  Condemnation Proceeds, Insurance Proceeds and such
        other  amounts as may be  collected by the Company  from the  Mortgagor  or  otherwise  relating to the
        Mortgage Loan, it being  understood  that, in the case of any such  reimbursement,  the Company's right
        thereto shall be prior to the rights of Purchaser  except where the Company is required to repurchase a
        Mortgage Loan pursuant to Section 3.03,  3.05,  3.07 or 6.02, in which case the Company's right to such
        reimbursement  shall be subsequent to the payment to the Purchasers of the Repurchase Price pursuant to
        such  sections  and all other  amounts  required  to be paid to the  Purchasers  with  respect  to such
        Mortgage Loan;

                 to pay itself interest on funds deposited in the Custodial Account;

                 to reimburse itself for expenses incurred and reimbursable to it pursuant to Section 9.01;

                 to pay any amount  required to be paid  pursuant to Section 4.16 related to any REO  Property,
        it being understood that in the case of any such expenditure or withdrawal  related to a particular REO
        Property,  the amount of such expenditure or withdrawal from the Custodial  Account shall be limited to
        amounts on deposit in the Custodial Account with respect to the related REO Property;

                 to clear and terminate the Custodial Account upon the termination of this Agreement; and

                 to withdraw funds deposited in error.

               In the event that the  Custodial  Account is interest  bearing,  on each  Remittance  Date,  the
Company  shall  withdraw all funds from the  Custodial  Account  except for those  amounts  which,  pursuant to
Section  5.01,  the  Company is not  obligated  to remit on such  Remittance  Date.  The  Company  may use such
withdrawn funds only for the purposes described in this Section 4.05.

               Establishment of and Deposits to Escrow Account.

               The Company  shall  segregate and hold all funds  collected and received  pursuant to a Mortgage
Loan  constituting  Escrow  Payments  separate and apart from any of its own funds and general assets and shall
establish and maintain one or more Escrow  Accounts,  in the form of time deposit or demand  accounts,  titled,
"Countrywide  Home  Loans,  Inc.,  in trust for the EMC  Mortgage  Corporation,  as  purchaser  of  Residential
Adjustable  Rate Mortgage  Loans and various  Mortgagors".  The Escrow  Accounts  shall be  established  with a
Qualified Depository,  in a manner which shall provide maximum available insurance thereunder.  Funds deposited
in the Escrow  Account may be drawn on by the Company in  accordance  with  Section  4.07.  The creation of any
Escrow  Account  shall be evidenced  by a  certification  in the form of Exhibit E-1 hereto,  in the case of an
account  established with the Company,  or by a letter agreement in the form of Exhibit E-2 hereto, in the case
of an account held by a depository other than the Company. A copy of such  certification  shall be furnished to
the Purchaser and, upon request, to any subsequent Purchaser.

               The  Company  shall  deposit  in the Escrow  Account or  Accounts  within two  Business  Days of
receipt, and retain therein:

                 all Escrow Payments  collected on account of the Mortgage Loans,  for the purpose of effecting
        timely payment of any such items as required under the terms of this Agreement; and

                 all amounts representing  Insurance Proceeds or Condemnation  Proceeds which are to be applied
        to the restoration or repair of any Mortgaged Property.

               The Company shall make  withdrawals  from the Escrow Account only to effect such payments as are
required  under this  Agreement,  as set forth in Section  4.07.  The  Company  shall be entitled to retain any
interest paid on funds  deposited in the Escrow Account by the depository  institution,  other than interest on
escrowed funds required by law to be paid to the  Mortgagor.  To the extent  required by law, the Company shall
pay interest on escrowed funds to the Mortgagor  notwithstanding  that the Escrow  Account may be  non-interest
bearing or that interest paid thereon is insufficient for such purposes.

               Permitted Withdrawals From Escrow Account.

               Withdrawals from the Escrow Account or Accounts may be made by the Company only:

                 to  effect  timely  payments  of ground  rents,  taxes,  assessments,  water  rates,  mortgage
        insurance  premiums,   condominium  charges,   fire  and  hazard  insurance  premiums  or  other  items
        constituting Escrow Payments for the related Mortgage;

                 to reimburse  the Company for any Servicing  Advances made by the Company  pursuant to Section
        4.08 with respect to a related  Mortgage Loan, but only from amounts  received on the related  Mortgage
        Loan which represent late collections of Escrow Payments thereunder;

                 to refund to any Mortgagor any funds found to be in excess of the amounts  required  under the
        terms of the related Mortgage Loan;

                 for transfer to the Custodial  Account and application to reduce the principal  balance of the
        Mortgage Loan in accordance with the terms of the related Mortgage and Mortgage Note;

                 for  application  to restoration  or repair of the Mortgaged  Property in accordance  with the
        procedures outlined in Section 4.14;

                 to pay to the Company,  or any  Mortgagor to the extent  required by law, any interest paid on
        the funds deposited in the Escrow Account;

                 to clear and terminate the Escrow Account on the termination of this Agreement; and

                 to withdraw funds deposited in error.

               Payment of Taxes, Insurance and Other Charges.

               With respect to each Mortgage Loan, the Company shall maintain  accurate records  reflecting the
status of ground  rents,  taxes,  assessments,  water rates,  sewer rents,  and other  charges which are or may
become a lien upon the Mortgaged  Property and the status of PMI Policy premiums and fire and hazard  insurance
coverage and shall  obtain,  from time to time,  all bills for the payment of such charges  (including  renewal
premiums) and shall effect payment thereof prior to the applicable  penalty or termination date,  employing for
such purpose  deposits of the Mortgagor in the Escrow Account which shall have been  estimated and  accumulated
by the Company in amounts  sufficient  for such  purposes,  as allowed under the terms of the Mortgage.  To the
extent  that a Mortgage  does not provide  for Escrow  Payments,  the  Company  shall  determine  that any such
payments are made by the Mortgagor at the time they first become due. The Company  assumes full  responsibility
for the timely  payment of all such bills and shall effect timely payment of all such charges  irrespective  of
each  Mortgagor's  faithful  performance in the payment of same or the making of the Escrow  Payments,  and the
Company shall make advances from its own funds to effect such payments.

               Protection of Accounts.

               The Company may transfer the Custodial  Account or the Escrow  Account to a different  Qualified
Depository  from time to time.  Upon any such  transfer,  the Company shall  promptly  notify the Purchaser and
deliver to the Purchaser a Custodial Account  Certification or Escrow Account  Certification (as applicable) in
the form of Exhibit D-1 or E-1 to this agreement.

               The Company shall bear any expenses,  losses or damages  sustained by the Purchaser  because the
Custodial Account and/or the Escrow Account are not demand deposit accounts.

               Amounts on deposit in the  Custodial  Account  and the Escrow  Account  may at the option of the
Company  be  invested  in  Eligible  Investments;  provided  that in the event  that  amounts on deposit in the
Custodial  Account or the Escrow  Account  exceed the amount fully insured by the FDIC (the  "Insured  Amount")
the Company shall be obligated to invest the excess amount over the Insured  Amount in Eligible  Investments on
the same Business Day as such excess amount  becomes  present in the Custodial  Account or the Escrow  Account.
Any such  Eligible  Investment  shall mature no later than the  Determination  Date next  following the date of
such Eligible Investment,  provided,  however, that if such Eligible Investment is an obligation of a Qualified
Depository  (other than the Company)  that  maintains the Custodial  Account or the Escrow  Account,  then such
Eligible  Investment  may mature on such  Remittance  Date. Any such Eligible  Investment  shall be made in the
name of the Company in trust for the benefit of the  Purchaser.  All income on or gain  realized  from any such
Eligible  Investment  shall be for the benefit of the Company and may be  withdrawn at any time by the Company.
Any losses  incurred in respect of any such  investment  shall be  deposited  in the  Custodial  Account or the
Escrow Account, by the Company out of its own funds immediately as realized.

               Maintenance of Hazard Insurance.

               The Company shall cause to be maintained  for each Mortgage Loan hazard  insurance such that all
buildings  upon the Mortgaged  Property are insured by a generally  acceptable  insurer rated A:VI or better in
the current  Best's Key Rating Guide  ("Best's")  against loss by fire,  hazards of extended  coverage and such
other hazards as are customary in the area where the  Mortgaged  Property is located,  in an amount which is at
least equal to the lesser of (i) the  replacement  value of the  improvements  securing  such Mortgage Loan and
(ii) the greater of (a) the  outstanding  principal  balance of the  Mortgage  Loan and (b) an amount such that
the  proceeds  thereof  shall be  sufficient  to  prevent  the  Mortgagor  or the loss  payee  from  becoming a
co-insurer.

               If a Mortgaged  Property is located in an area  identified in the Federal  Register by the Flood
Emergency  Management  Agency  as  having  special  flood  hazards  (and  such  flood  insurance  has been made
available)  a flood  insurance  policy  meeting  the  requirements  of the  current  guidelines  of the Federal
Insurance  Administration  is in effect with a generally  acceptable  insurance carrier rated A:VI or better in
Best's in an amount  representing  coverage equal to the lesser of (i) the minimum amount  required,  under the
terms of coverage,  to compensate for any damage or loss on a replacement  cost basis (or the unpaid balance of
the mortgage if  replacement  cost  coverage is not  available  for the type of building  insured) and (ii) the
maximum amount of insurance  which is available  under the Flood  Disaster  Protection Act of 1973, as amended.
If at any time during the term of the Mortgage Loan, the Company  determines in accordance  with applicable law
and pursuant to the Fannie Mae Guides that a Mortgaged  Property is located in a special  flood hazard area and
is not  covered  by flood  insurance  or is covered in an amount  less than the  amount  required  by the Flood
Disaster  Protection  Act of 1973,  as  amended,  the  Company  shall  notify the  related  Mortgagor  that the
Mortgagor must obtain such flood insurance  coverage,  and if said Mortgagor fails to obtain the required flood
insurance  coverage within  forty-five (45) days after such  notification,  the Company shall immediately force
place the required flood insurance on the Mortgagor's behalf.

               If a Mortgage is secured by a unit in a condominium  project,  the Company shall verify that the
coverage required of the owner's association,  including hazard,  flood,  liability,  and fidelity coverage, is
being  maintained  in  accordance  with then  current  Fannie Mae  requirements,  and secure  from the  owner's
association  its  agreement to notify the Company  promptly of any change in the  insurance  coverage or of any
condemnation  or  casualty  loss that may have a  material  effect on the value of the  Mortgaged  Property  as
security.

               The Company shall cause to be maintained on each Mortgaged Property  earthquake or such other or
additional  insurance as may be required  pursuant to such applicable laws and regulations as shall at any time
be in force and as shall require such  additional  insurance,  or pursuant to the  requirements  of any private
mortgage guaranty insurer, or as may be required to conform with Accepted Servicing Practices.

               In the event that any  Purchaser or the Company  shall  determine  that the  Mortgaged  Property
should be insured  against  loss or damage by hazards  and risks not  covered by the  insurance  required to be
maintained by the Mortgagor  pursuant to the terms of the Mortgage,  the Company shall  communicate and consult
with the  Mortgagor  with respect to the need for such  insurance  and bring to the  Mortgagor's  attention the
desirability of protection of the Mortgaged Property.

               All policies required  hereunder shall name the Company as loss payee and shall be endorsed with
standard or union  mortgagee  clauses,  without  contribution,  which shall  provide for at least 30 days prior
written notice of any cancellation, reduction in amount or material change in coverage.

               The Company shall not interfere with the Mortgagor's  freedom of choice in selecting  either his
insurance carrier or agent,  provided,  however,  that the Company shall not accept any such insurance policies
from  insurance  companies  unless  such  companies  are rated A:VI or better in Best's and are  licensed to do
business in the  jurisdiction  in which the Mortgaged  Property is located.  The Company shall  determine  that
such policies  provide  sufficient  risk coverage and amounts,  that they insure the property  owner,  and that
they  properly  describe the property  address.  The Company  shall furnish to the Mortgagor a formal notice of
expiration of any such  insurance in sufficient  time for the Mortgagor to arrange for renewal  coverage by the
expiration date.

               Pursuant to Section 4.04,  any amounts  collected by the Company under any such policies  (other
than  amounts to be  deposited in the Escrow  Account and applied to the  restoration  or repair of the related
Mortgaged  Property,  or property  acquired  in  liquidation  of the  Mortgage  Loan,  or to be released to the
Mortgagor,  in accordance with the Company's  normal  servicing  procedures as specified in Section 4.14) shall
be deposited in the Custodial Account subject to withdrawal pursuant to Section 4.05.

               Maintenance of Mortgage Impairment Insurance.

               In the event that the  Company  shall  obtain and  maintain a blanket  policy  insuring  against
losses arising from fire and hazards  covered under extended  coverage on all of the Mortgage  Loans,  then, to
the extent such policy  provides  coverage in an amount equal to the amount  required  pursuant to Section 4.10
and otherwise  complies with all other  requirements  of Section 4.10, it shall  conclusively be deemed to have
satisfied its  obligations  as set forth in Section 4.10.  Any amounts  collected by the Company under any such
policy relating to a Mortgage Loan shall be deposited in the Custodial  Account subject to withdrawal  pursuant
to Section  4.05.  Such policy may contain a deductible  clause,  in which case,  in the event that there shall
not have been  maintained on the related  Mortgaged  Property a policy  complying  with Section 4.10, and there
shall have been a loss  which  would  have been  covered  by such  policy,  the  Company  shall  deposit in the
Custodial  Account at the time of such loss the amount not otherwise  payable under the blanket  policy because
of such deductible clause, such amount to deposited from the Company's funds, without  reimbursement  therefor.
Upon request of any  Purchaser,  the Company  shall cause to be delivered  to such  Purchaser a certified  true
copy of such  policy  and a  statement  from the  insurer  thereunder  that  such  policy  shall in no event be
terminated or materially modified without 30 days' prior written notice to such Purchaser.

               Maintenance of Fidelity Bond and Errors and Omissions Insurance.

               The Company shall maintain with responsible  companies,  at its own expense,  a blanket Fidelity
Bond and an Errors and Omissions  Insurance  Policy,  with broad  coverage on all officers,  employees or other
persons acting in any capacity requiring such persons to handle funds,  money,  documents or papers relating to
the Mortgage Loans  ("Company  Employees").  Any such Fidelity Bond and Errors and Omissions  Insurance  Policy
shall be in the form of the Mortgage  Banker's  Blanket Bond and shall  protect and insure the Company  against
losses,  including  forgery,  theft,  embezzlement,  fraud,  errors and omissions  and  negligent  acts of such
Company Employees.  Such Fidelity Bond and Errors and Omissions  Insurance Policy also shall protect and insure
the Company  against losses in connection  with the release or  satisfaction  of a Mortgage Loan without having
obtained  payment in full of the  indebtedness  secured  thereby.  No provision of this Section 4.12  requiring
such  Fidelity Bond and Errors and Omissions  Insurance  Policy shall  diminish or relieve the Company from its
duties and obligations as set forth in this Agreement.  The minimum  coverage under any such bond and insurance
policy  shall be  acceptable  to Fannie Mae or Freddie  Mac.  Upon the  request of any  Purchaser,  the Company
shall cause to be  delivered  to such  Purchaser  a certified  true copy of such  fidelity  bond and  insurance
policy and a statement  from the surety and the insurer that such fidelity  bond and insurance  policy shall in
no event be terminated or materially modified without 30 days' prior written notice to the Purchaser.

               Inspections.

               The Company shall inspect the Mortgaged  Property as often as deemed necessary by the Company to
assure itself that the value of the Mortgaged  Property is being preserved.  In addition,  if any Mortgage Loan
is more than 60 days  delinquent,  the Company  immediately  shall  inspect the  Mortgaged  Property  and shall
conduct  subsequent  inspections in accordance with Accepted  Servicing  Practices or as may be required by the
primary mortgage guaranty insurer. The Company shall keep a written report of each such inspection.

               Restoration of Mortgaged Property.

               The Company  need not obtain the approval of the  Purchaser  prior to  releasing  any  Insurance
Proceeds  or  Condemnation  Proceeds  to the  Mortgagor  to be  applied  to the  restoration  or  repair of the
Mortgaged  Property if such release is in  accordance  with Accepted  Servicing  Practices.  At a minimum,  the
Company shall comply with the following  conditions in connection  with any such release of Insurance  Proceeds
or Condemnation Proceeds:

                 the Company shall receive satisfactory  independent  verification of completion of repairs and
        issuance of any required approvals with respect thereto;

                 the  Company  shall take all steps  necessary  to  preserve  the  priority  of the lien of the
        Mortgage,  including, but not limited to requiring waivers with respect to mechanics' and materialmen's
        liens;

                 the Company shall verify that the Mortgage Loan is not in default; and

                 pending  repairs  or  restoration,   the  Company  shall  place  the  Insurance   Proceeds  or
        Condemnation Proceeds in the Custodial Account.

               If the  Purchaser  is named as an  additional  loss payee,  the Company is hereby  empowered  to
endorse any loss draft issued in respect of such a claim in the name of the Purchaser.

               Maintenance of PMI and LPMI Policy; Claims.

               (a) With respect to each Mortgage Loan with a LTV in excess of 95%, the Company shall:

               (i) with  respect to  Mortgage  Loans  which are not LPMI Loans,  in  accordance  with state and
federal laws and without any cost to the  Purchaser,  maintain or cause the Mortgagor to maintain in full force
and effect a PMI Policy with a minimum of 35% coverage  insuring  that  portion of the Mortgage  Loan in excess
of 68% (or such other  percentage as stated in the related  Acknowledgment  Agreement) of value,  and shall pay
or shall cause the  Mortgagor  to pay the premium  thereon on a timely  basis,  until the LTV of such  Mortgage
Loan is reduced to 80%. In the event that such PMI Policy shall be  terminated,  the Company  shall obtain from
another  Qualified  Insurer a comparable  replacement  policy,  with a total  coverage  equal to the  remaining
coverage of such terminated PMI Policy,  at substantially  the same fee level. If the insurer shall cease to be
a Qualified  Insurer,  the Company shall determine whether  recoveries under the PMI Policy are jeopardized for
reasons related to the financial  condition of such insurer,  it being  understood that the Company shall in no
event have any  responsibility  or liability  for any failure to recover  under the PMI Policy for such reason.
If the  Company  determines  that  recoveries  are so  jeopardized,  it  shall  notify  the  Purchaser  and the
Mortgagor,  if required,  and obtain from another Qualified Insurer a replacement insurance policy. The Company
shall not take any  action  which  would  result in  noncoverage  under any  applicable  PMI Policy of any loss
which,  but for the  actions  of the  Company  would  have been  covered  thereunder.  In  connection  with any
assumption or substitution  agreement  entered into or to be entered into pursuant to Section 4.01, the Company
shall promptly  notify the insurer under the related PMI Policy,  if any, of such assumption or substitution of
liability in  accordance  with the terms of such PMI Policy and shall take all actions which may be required by
such  insurer as a  condition  to the  continuation  of coverage  under such PMI Policy.  If such PMI Policy is
terminated  as a  result  of such  assumption  or  substitution  of  liability,  the  Company  shall  obtain  a
replacement PMI Policy as provided above.

                (ii) with  respect to LPMI Loans,  maintain  in full force and effect an LPMI  Policy  insuring
that portion of the Mortgage  Loan with a minimum of 35% coverage  insuring  that portion of the Mortgage  Loan
in excess of 68% (or such other  percentage as stated in the related  Acknowledgment  Agreement) of value,  and
from time to time,  withdraw  the LPMI Fee with respect to such LPMI Loan from the  Custodial  Account in order
to pay the premium  thereon on a timely  basis,  until the LTV of such  Mortgage Loan is reduced to 80%. In the
event that the  interest  payments  made with  respect to any LPMI Loan are less than the LPMI Fee, the Company
shall  advance  from its own funds the amount of any such  shortfall in the LPMI Fee, in payment of the premium
on the related LPMI Policy.  Any such advance shall be a Servicing  Advance subject to  reimbursement  pursuant
to the  provisions on Section 2.05. In the event that such LPMI Policy shall be  terminated,  the Company shall
obtain from another  Qualified  Insurer a comparable  replacement  policy,  with a total  coverage equal to the
remaining  coverage of such terminated LPMI Policy,  at substantially  the same fee level. If the insurer shall
cease to be a Qualified  Insurer,  the Company shall  determine  whether  recoveries  under the LPMI Policy are
jeopardized  for reasons  related to the financial  condition of such  insurer,  it being  understood  that the
Company  shall in no event have any  responsibility  or  liability  for any  failure to recover  under the LPMI
Policy for such reason.  If the Company  determines  that  recoveries are so  jeopardized,  it shall notify the
Purchaser and the Mortgagor,  if required,  and obtain from another Qualified  Insurer a replacement  insurance
policy.  The Company  shall not take any action which would result in  noncoverage  under any  applicable  LPMI
Policy  of any loss  which,  but for the  actions  of the  Company  would  have  been  covered  thereunder.  In
connection  with any  assumption  or  substitution  agreement  entered into or to be entered  into  pursuant to
Section 6.01,  the Company  shall  promptly  notify the insurer under the related LPMI Policy,  if any, of such
assumption or  substitution  of liability in  accordance  with the terms of such LPMI Policy and shall take all
actions  which may be required by such insurer as a condition to the  continuation  of coverage  under such PMI
Policy.  If such LPMI Policy is terminated as a result of such  assumption or  substitution  of liability,  the
Company shall obtain a replacement LPMI Policy as provided above.

               (b)    In  connection  with its  activities  as  servicer,  the  Company  agrees to prepare  and
present,  on behalf of itself and the  Purchaser,  claims to the insurer under any PMI Policy or LPMI Policy in
a timely  fashion in accordance  with the terms of such PMI Policy or LPMI Policy and, in this regard,  to take
such  action as shall be  necessary  to permit  recovery  under any PMI  Policy  or LPMI  Policy  respecting  a
defaulted  Mortgage Loan.  Pursuant to Section 4.04, any amounts  collected by the Company under any PMI Policy
or LPMI Policy shall be deposited in the Custodial Account, subject to withdrawal pursuant to Section 4.05.

               (c)    Purchaser,  in its sole discretion,  at any time, may (i) either obtain an additional PMI
Policy on any  Mortgage  Loan  which  already  has a PMI Policy in place,  or (ii)  obtain a PMI Policy for any
Mortgage  Loan  which  does not  already  have a PMI  Policy in place.  In any  event,  the  Company  agrees to
administer such PMI Policies in accordance with the Agreement or any Reconstitution Agreement.

               Title, Management and Disposition of REO Property.

               In the event that title to any Mortgaged  Property is acquired in foreclosure or by deed in lieu
of  foreclosure,  the deed or certificate of sale shall be taken in the name of the Purchaser,  or in the event
the  Purchaser  is not  authorized  or  permitted  to hold title to real  property  in the state  where the REO
Property is located,  or would be adversely  affected  under the "doing  business" or tax laws of such state by
so holding  title,  the deed or  certificate  of sale  shall be taken in the name of such  Person or Persons as
shall be  consistent  with an Opinion of Counsel  obtained by the Company  from any attorney  duly  licensed to
practice  law in the state where the REO  Property is located.  The Person or Persons  holding such title other
than the Purchaser shall acknowledge in writing that such title is being held as nominee for the Purchaser.

               The Company  shall  manage,  conserve,  protect and operate each REO Property for the  Purchaser
solely for the purpose of its prompt  disposition  and sale.  The  Company,  either  itself or through an agent
selected by the Company, shall manage,  conserve,  protect and operate the REO Property in the same manner that
it manages,  conserves,  protects and operates other foreclosed  property for its own account,  and in the same
manner that similar  property in the same  locality as the REO Property is managed.  The Company  shall attempt
to sell the same  (and may  temporarily  rent the same for a  period  not  greater  than one  year,  except  as
otherwise  provided  below) on such terms and conditions as the Company deems to be in the best interest of the
Purchaser.

               The Company  shall use its best  efforts to dispose of the REO  Property as soon as possible and
shall sell such REO  Property  in any event  within one year after  title has been taken to such REO  Property,
unless (i) (A) a REMIC  election  has not been made with  respect to the  arrangement  under which the Mortgage
Loans and the REO Property are held, and (ii) the Company  determines,  and gives an appropriate  notice to the
Purchaser to such effect,  that a longer period is necessary for the orderly  liquidation of such REO Property.
If a period  longer than one year is permitted  under the  foregoing  sentence and is necessary to sell any REO
Property the Company shall report  monthly to the  Purchaser as to the progress  being made in selling such REO
Property.

               The Company  shall also maintain on each REO Property  fire and hazard  insurance  with extended
coverage in amount  which is at least  equal to the maximum  insurable  value of the  improvements  which are a
part of such property,  liability  insurance and, to the extent required and available under the Flood Disaster
Protection Act of 1973, as amended, flood insurance in the amount required above.

               The  disposition  of REO  Property  shall be carried out by the Company at such price,  and upon
such terms and conditions,  as the Company deems to be in the best interests of the Purchaser.  The proceeds of
sale  of the REO  Property  shall  be  promptly  deposited  in the  Custodial  Account.  As  soon as  practical
thereafter  the  expenses of such sale shall be paid and the  Company  shall  reimburse  itself for any related
unreimbursed  Servicing  Advances,  unpaid  Servicing Fees and  unreimbursed  advances made pursuant to Section
5.03, and on the  Remittance  Date  immediately  following the Principal  Prepayment  Period in which such sale
proceeds  are  received  the net cash  proceeds  of such  sale  remaining  in the  Custodial  Account  shall be
distributed to the Purchaser.

               The Company shall  withdraw the  Custodial  Account  funds  necessary for the proper  operation,
management  and  maintenance  of the REO  Property,  including  the cost of  maintaining  any hazard  insurance
pursuant to Section  4.10 and the fees of any  managing  agent of the Company,  a  Subservicer,  or the Company
itself.  The REO  management  fee shall be an amount that is  reasonable  and  customary  in the area where the
Mortgaged  Property is located.  The Company shall make monthly  distributions  on each  Remittance Date to the
Purchasers  of the net cash flow from the REO Property  (which shall equal the revenues  from such REO Property
net of the expenses  described in this Section 4.16 and of any reserves  reasonably  required from time to time
to be maintained to satisfy anticipated liabilities for such expenses).

               Real Estate Owned Reports.

               Together with the  statement  furnished  pursuant to Section 5.02,  the Company shall furnish to
the  Purchaser  on or before  the  Remittance  Date each month a  statement  with  respect to any REO  Property
covering the  operation of such REO Property for the previous  month and the  Company's  efforts in  connection
with the sale of such REO Property and any rental of such REO Property  incidental  to the sale thereof for the
previous  month.  That  statement  shall be  accompanied  by such  other  information  as the  Purchaser  shall
reasonably request.

               Liquidation Reports.

               Upon the foreclosure sale of any Mortgaged Property or the acquisition  thereof by the Purchaser
pursuant to a deed in lieu of  foreclosure,  the Company  shall submit to the  Purchaser a  liquidation  report
with respect to such Mortgaged Property.

               Reports of Foreclosures and Abandonments of Mortgaged Property.

               Following the  foreclosure  sale or  abandonment  of any Mortgaged  Property,  the Company shall
report such foreclosure or abandonment as required pursuant to Section 6050J of the Code.

               Notification of Adjustments.

               With respect to each Mortgage Loan,  the Company shall adjust the Mortgage  Interest Rate on the
related  Interest Rate Adjustment  Date and shall adjust the Monthly Payment on the related Payment  Adjustment
Date in compliance  with the  requirements  of applicable  law and the related  Mortgage and Mortgage Note. If,
pursuant to the terms of the Mortgage Note,  another index is selected for  determining  the Mortgage  Interest
Rate,  the same  index  will be used with  respect  to each  Mortgage  Note  which  requires  a new index to be
selected,  provided that such  selection  does not conflict with the terms of the related  Mortgage  Note.  The
Company shall execute and deliver any and all necessary  notices  required  under  applicable law and the terms
of the related  Mortgage  Note and  Mortgage  regarding  the  Mortgage  Interest  Rate and the Monthly  Payment
adjustments.  The  Company  shall  promptly  upon  written  request  thereof,  deliver  to the  Purchaser  such
notifications  and any additional  applicable data regarding such adjustments and the methods used to calculate
and  implement  such  adjustments.  Upon the discovery by the Company,  or the  Purchaser  that the Company has
failed to adjust a Mortgage  Interest Rate or a Monthly Payment  pursuant to the terms of the related  Mortgage
Note and  Mortgage,  the Company  shall  immediately  deposit in the  Custodial  Account from its own funds the
amount of any interest loss caused the Purchaser thereby.




                                             PAYMENTS TO PURCHASER


               Remittances.

               On each Remittance Date the Company shall remit by wire transfer of immediately  available funds
to the  Purchaser  (a) all  amounts  deposited  in the  Custodial  Account as of the close of  business  on the
Determination  Date (net of charges  against or  withdrawals  from the  Custodial  Account  pursuant to Section
4.05),  plus (b) all amounts,  if any,  which the Company is obligated to distribute  pursuant to Section 5.03,
minus  (c)  any  amounts  attributable  to  Principal  Prepayments  received  after  the  applicable  Principal
Prepayment  Period  which  amounts  shall be remitted  on the  following  Remittance  Date,  together  with any
additional  interest  required to be deposited  in the  Custodial  Account in  connection  with such  Principal
Prepayment in accordance with Section  4.04(viii),  and minus (d) any amounts  attributable to Monthly Payments
collected  but due on a Due Date or Dates  subsequent  to the first day of the  month of the  Remittance  Date,
which amounts shall be remitted on the Remittance Date next succeeding the Due Period for such amounts.

               With  respect  to any  remittance  received  by the  Purchaser  after the  second  Business  Day
following the Business Day on which such payment was due, the Company  shall pay to the  Purchaser  interest on
any such late payment at an annual rate equal to the Prime Rate,  adjusted as of the date of each change,  plus
three  percentage  points,  but in no event greater than the maximum amount  permitted by applicable  law. Such
interest  shall be deposited in the Custodial  Account by the Company on the date such late payment is made and
shall  cover the period  commencing  with the day  following  such  second  Business  Day and  ending  with the
Business Day on which such payment is made,  both  inclusive.  Such interest  shall be remitted  along with the
distribution  payable on the next succeeding  Remittance  Date. The payment by the Company of any such interest
shall not be deemed an extension of time for payment or a waiver of any Event of Default by the Company.

               Statements to Purchaser.

               Not later than the 10th day of each calendar  month,  the Company shall furnish to the Purchaser
a Monthly  Remittance  Advice,  with a trial balance report attached thereto,  in the form of Exhibit F annexed
hereto  electronic  medium  mutually  acceptable to the parties as to the preceding  calendar month and the Due
Period in the month of remittance

               In  addition,  not more than 60 days after the end of each  calendar  year,  the  Company  shall
furnish to each  Person who was a  Purchaser  at any time  during such  calendar  year an annual  statement  in
accordance with the  requirements  of applicable  federal income tax law as to the aggregate of remittances for
the  applicable  portion of such year.  Nothing in this  Section 5.02 shall be deemed to require the Company to
prepare  any  federal  income tax return on Internal  Revenue  Service  Form 1066,  U.S.  Real Estate  Mortgage
Investment  Conduit Income Tax Return,  including  Schedule Q thereto,  Quarterly  Notice to Residual  Interest
Holders of REMIC Taxable Income or Net Loss  Allocation,  or any successor  forms, to be filed on behalf of any
REMIC under the REMIC Provisions.

               Monthly Advances by Company.

               On the Business Day  immediately  preceding each Remittance  Date,  either (a) the Company shall
deposit in the  Custodial  Account from its own funds or (b) if funds are on deposit in the  Custodial  Account
which are not  required  to be remitted on the related  Remittance  Date,  the Company may make an  appropriate
entry in its records that such funds shall be applied toward the related  Monthly Advance  (provided,  that any
funds so applied  shall be replaced by the Company no later than the Business  Day  immediately  preceding  the
next  Remittance  Date),  in each case, in an aggregate  amount equal to all Monthly  Payments  (with  interest
adjusted to the Mortgage Loan  Remittance  Rate) which were due on the Mortgage Loans during the applicable Due
Period and which were delinquent at the close of business on the immediately  preceding  Determination  Date or
which were deferred  pursuant to Section 4.01.  The  Company's  obligation to make such Monthly  Advances as to
any  Mortgage  Loan will  continue  through  the last  Monthly  Payment due prior to the payment in full of the
Mortgage Loan, or through the last  Remittance  Date prior to the Remittance  Date for the  distribution of all
Liquidation  Proceeds  and  other  payments  or  recoveries  (including  Insurance  Proceeds  and  Condemnation
Proceeds) with respect to the Mortgage Loan.

                In no event shall the Company be  obligated  to make an advance  under this  section 5.03 if at
the time of such advance it deems such advance to be  non-recoverable.  The Company shall  promptly  deliver an
officer's  certificate  to the Purchaser upon  determining  that any advance is  non-recoverable.  In the event
that upon  liquidation  of the Mortgage  Loan,  the  Liquidation  Proceeds are  insufficient  to reimburse  the
Company  for any Monthly  Advances,  the  Company  shall  notify the related  Purchaser  of such  shortfall  by
registered  mail with  sufficient  supporting  documentation  and shall have the right to deduct such shortfall
from the next remittance to be paid to the related Purchaser.




                                         GENERAL SERVICING PROCEDURES


               Transfers of Mortgaged Property.

               The Company shall use its best efforts to enforce any "due-on-sale"  provision  contained in any
Mortgage or Mortgage Note and to deny  assumption  by the person to whom the Mortgaged  Property has been or is
about to be sold  whether by  absolute  conveyance  or by contract  of sale,  and whether or not the  Mortgagor
remains  liable on the Mortgage and the Mortgage  Note.  When the  Mortgaged  Property has been conveyed by the
Mortgagor,  the Company  shall,  to the extent it has  knowledge  of such  conveyance,  exercise  its rights to
accelerate the maturity of such Mortgage Loan under the  "due-on-sale"  clause  applicable  thereto,  provided,
however,  that the  Company  shall not  exercise  such  rights  if  prohibited  by law from  doing so or if the
exercise of such rights would  impair or threaten to impair any recovery  under the related PMI or LPMI Policy,
if any.

               If  the  Company  reasonably  believes  it is  unable  under  applicable  law  to  enforce  such
"due-on-sale"  clause,  the Company  shall enter into (i) an assumption  and  modification  agreement  with the
person to whom such  property  has been  conveyed,  pursuant  to which such  person  becomes  liable  under the
Mortgage  Note and the original  Mortgagor  remains  liable  thereon or (ii) in the event the Company is unable
under  applicable  law to require that the original  Mortgagor  remain  liable under the Mortgage  Note and the
Company has the prior consent of the primary mortgage guaranty insurer,  a substitution of liability  agreement
with the  purchaser  of the  Mortgaged  Property  pursuant to which the  original  Mortgagor  is released  from
liability and the  purchaser of the Mortgaged  Property is  substituted  as Mortgagor and becomes  liable under
the  Mortgage  Note.  If an  assumption  fee is  collected  by the  Company  for  entering  into an  assumption
agreement,  a portion of such fee, up to an amount  equal to one percent  (1.0%) of the  outstanding  principal
balance of the related  Mortgage Loan,  will be retained by the Company as additional  servicing  compensation,
and any portion  thereof in excess one percent  (1.0%)  shall be  deposited  in the  Custodial  Account for the
benefit of the Purchaser.  In connection with any such  assumption or  substitution  of liability,  neither the
Mortgage  Interest Rate borne by the related  Mortgage  Note,  the term of the Mortgage  Loan,  the Index,  the
Lifetime  Mortgage  Interest Rate Cap, the Initial Rate Cap or the Gross Margin of any Mortgage  Loan,  nor the
outstanding principal amount of the Mortgage Loan shall be changed.

               To the extent that any Mortgage Loan is assumable,  the Company  shall inquire  diligently  into
the  creditworthiness  of the proposed  transferee,  and shall use the underwriting  criteria for approving the
credit of the proposed  transferee which are used by Fannie Mae with respect to underwriting  mortgage loans of
the same type as the Mortgage Loans. If the credit of the proposed  transferee does not meet such  underwriting
criteria,  the Company  diligently  shall, to the extent  permitted by the Mortgage or the Mortgage Note and by
applicable law, accelerate the maturity of the Mortgage Loan.

               Satisfaction of Mortgages and Release of Mortgage Files.

               Upon the payment in full of any Mortgage  Loan, or the receipt by the Company of a  notification
that payment in full will be escrowed in a manner  customary  for such  purposes,  the Company shall notify the
Purchaser  in the Monthly  Remittance  Advice as provided in Section  5.02,  and may request the release of any
Mortgage Loan  Documents.  In connection  with any such  prepayment in full,  the Company shall comply with all
applicable laws regarding satisfaction, release or reconveyance with respect to the Mortgage.

               If the Company  satisfies or releases a Mortgage  without first having obtained  payment in full
of the  indebtedness  secured  by the  Mortgage  or should  the  Company  otherwise  prejudice  any  rights the
Purchaser may have under the mortgage  instruments,  upon written  demand of the  Purchaser,  the Company shall
repurchase  the related  Mortgage Loan at the  Repurchase  Price by deposit  thereof in the  Custodial  Account
within 2 Business  Days of receipt of such demand by the  Purchaser.  The Company  shall  maintain the Fidelity
Bond and Errors and Omissions  Insurance  Policy as provided for in Section 4.12  insuring the Company  against
any loss it may sustain with respect to any Mortgage Loan not satisfied in accordance  with the  procedures set
forth herein.

               Servicing Compensation.

               As compensation for its services  hereunder,  the Company shall be entitled to withdraw from the
Custodial  Account or to retain from interest  payments on the Mortgage  Loans the amount of its Servicing Fee.
The  Servicing  Fee shall be payable  monthly and shall be  computed on the basis of the same unpaid  principal
balance and for the period  respecting which any related  interest payment on a Mortgage Loan is computed.  The
Servicing Fee shall be payable only at the time of and with respect to those  Mortgage  Loans for which payment
is in fact made of the entire  amount of the  Monthly  Payment.  The  obligation  of the  Purchaser  to pay the
Servicing Fee is limited to, and payable solely from, the interest portion of such Monthly  Payments  collected
by the Company.

               Additional  servicing  compensation  in the form of assumption  fees, to the extent  provided in
Section  6.01,  and late  payment  charges and  Prepayment  Penalties,  shall be retained by the Company to the
extent not  required  to be  deposited  in the  Custodial  Account.  The  Company  shall be required to pay all
expenses  incurred by it in  connection  with its servicing  activities  hereunder and shall not be entitled to
reimbursement  thereof except as specifically provided for herein.  Notwithstanding  anything in this Agreement
to the contrary,  in the event of a Principal  Prepayment in full,  the Company shall not waive,  and shall not
permit the waiver of, any Prepayment  Penalty or portion thereof  required by the terms of the related Mortgage
Note unless (i) the Company  determines that such waiver would maximize  recovery of Liquidations  Proceeds for
such Mortgage Loan, taking into account the value of such Prepayment  Penalty,  or (ii) (A) the enforeceability
therefore is limited (1) by bankruptcy,  insolvency,  moratorium,  receivership,  or other similar law relating
to  creditors'  rights  generally  or (2)  due to  acceleration  in  connection  with a  foreclosure  or  other
involuntary payment or (B) the enforceability is otherwise limited or prohibited by applicable law.

               Annual Statement as to Compliance.

               The Company  shall  deliver to the  Purchaser,  on or before May 31 each year  beginning May 31,
2003,  an  Officer's  Certificate,  stating  that (i) a review of the  activities  of the  Company  during  the
preceding  calendar  year  and of  performance  under  this  Agreement  has  been  made  under  such  officer's
supervision,  and (ii) the Company has  complied  fully with the  provisions  of Article II and Article IV, and
(iii) to the best of such  officer's  knowledge,  based on such  review,  the  Company  has  fulfilled  all its
obligations  under this Agreement  throughout  such year, or, if there has been a default in the fulfillment of
any such  obligation,  specifying each such default known to such officer and the nature and status thereof and
the action being taken by the Company to cure such default.

               Annual Independent Public Accountants' Servicing Report.

               On or before May 31st of each year  beginning May 31, 2003, the Company,  at its expense,  shall
cause a firm of  independent  public  accountants  which is a member of the  American  Institute  of  Certified
Public  Accountants to furnish a statement to each Purchaser to the effect that such firm has examined  certain
documents  and records  relating to the servicing of the Mortgage  Loans and this  Agreement and that such firm
is of the opinion that the  provisions of Article II and Article IV have been complied  with,  and that, on the
basis of such  examination  conducted  substantially  in  compliance  with the Single  Attestation  Program for
Mortgage  Bankers,  nothing has come to their  attention  which would indicate that such servicing has not been
conducted  in  compliance  therewith,  except  for  (i)  such  exceptions  as such  firm  shall  believe  to be
immaterial, and (ii) such other exceptions as shall be set forth in such statement.

               Right to Examine Company Records.

               The Purchaser  shall have the right to examine and audit any and all of the books,  records,  or
other information of the Company,  whether held by the Company or by another on its behalf,  with respect to or
concerning  this  Agreement  or the  Mortgage  Loans,  during  business  hours or at such other times as may be
reasonable under applicable circumstances, upon reasonable advance notice.




                                    AGENCY TRANSFER; PASS-THROUGH TRANSFER


               Removal of Mortgage Loans from Inclusion Under this Agreement Upon an Agency Transfer, or a
                             Pass-Through Transfer on One or More Reconstitution Dates.

               The Purchaser and the Company agree that with respect to any Pass-Through  Transfer,  Whole Loan
Transfer or Agency Transfers,  as applicable,  the Company shall cooperate with the Purchaser in effecting such
transfers and shall  negotiate in good faith and execute any  Reconstitution  Agreement  required to effectuate
the foregoing;  provided  that,  such  Reconstitution  Agreement  shall not  materially  increase the Company's
obligations  or  liabilities  hereunder,  nor diminish any of the Company's  rights,  and provide to any master
servicer or the trustee,  as applicable,  and/or the Purchaser any and all publicly  available  information and
appropriate  verification  of information  which may be reasonably  available to the Company,  whether  through
letters of its  auditors  and  counsel or  otherwise,  as the  Purchaser,  trustee or a master  servicer  shall
reasonable  request as to the related Mortgage Loans.  Purchaser shall reimburse  Company for any and all costs
or expenses  incurred by Company (i) in obtaining  "accountant  comfort  letters"  with respect to  information
supplied in response to Purchaser  requests,  (ii) in connection with any due diligence performed in connection
with a  Pass-Through  or Whole Loan  Transfer or (iii) making the Mortgage  Loan  Documents or Servicing  Files
available to parties  participating  in a Pass-Through or Whole Loan Transfer,  including  without  limitation,
shipping costs.  Such  information may be included in any disclosure  document  prepared in connection with the
Pass-Through Transfer, Whole Loan Transfer or Agency Transfer, as applicable;  provided,  however, that Company
shall indemnify the Purchaser  against any liability  arising from any material  omissions or  misstatements in
any information  supplied by the Company and included in a disclosure  document;  and provided,  further,  that
the Purchaser  shall indemnify the Company  against any liability  arising from any  information  included in a
disclosure  document  that was not  supplied by the  Company.  The  Company  shall  execute any  Reconstitution
Agreements  required within a reasonable  period of time after receipt of such  agreements  which time shall be
sufficient  for the Company and the  Company's  counsel to review such  agreements.  Company shall use its Best
Efforts to complete such review within ten (10) Business Days after mutual  agreement as to the terms  thereof,
but such time shall not exceed fifteen (15) Business Days after mutual agreement as to the terms thereof.

               The Company shall not be required to restate any  representations  and warranties as of the date
of any  Pass-Through  Transfer,  Whole Loan Transfer or Agency  Transfers  other than the  representations  and
warranties  set forth in Section  3.01  (provided,  that the  Company  shall not be  required  to  restate  the
representation and warranty set forth in Section 3.01(j)).

               In the event of any Agency  Transfer,  Pass-Through  or Whole Loan  Transfer,  the Company shall
have no obligation to pay any custodial fees charged by the Agency.

               Purchaser's Repurchase and Indemnification Obligations.

               Upon  receipt by the Company of notice  from Fannie Mae,  Freddie Mac or the trustee of a breach
of any Purchaser  representation or warranty contained in any  Reconstitution  Agreement or a request by Fannie
Mae,  Freddie Mac or the trustee,  as the case may be, for the  repurchase of any Mortgage Loan  transferred to
Fannie Mae or Freddie Mac pursuant to an Agency Transfer or to a trustee  pursuant to a Pass-Through  Transfer,
the Company shall promptly notify the Purchaser of same and shall,  at the direction of the Purchaser,  use its
best  efforts to cure and  correct  any such  breach and to satisfy  the  requests  or  concerns of Fannie Mae,
Freddie Mac, or the trustee related to such  deficiencies of the related  Mortgage Loans  transferred to Fannie
Mae, Freddie Mac, or the trustee.

               The Purchaser shall  repurchase from the Company any Mortgage Loan  transferred to Fannie Mae or
Freddie Mac pursuant to an Agency  Transfer or to a trustee  pursuant to a  Pass-Through  Transfer with respect
to which the  Company  has been  required by Fannie Mae,  Freddie  Mac, or the trustee to  repurchase  due to a
breach of a  representation  or warranty  made by the  Purchaser  with  respect to the Mortgage  Loans,  or the
servicing  thereof prior to the transfer date to Fannie Mae, Freddie Mac, or the trustee in any  Reconstitution
Agreement and not due to a breach of the Company's  representations  or  obligations  thereunder or pursuant to
this  Agreement.  The repurchase  price to be paid by the Purchaser to the Company shall equal that  repurchase
price paid by the Company to Fannie Mae,  Freddie Mac, or the third party  purchaser plus all reasonable  costs
and expenses borne by the Company in connection  with the cure of said breach of a  representation  or warranty
made by the  Purchaser  and in connection  with the  repurchase of such Mortgage Loan from Fannie Mae,  Freddie
Mac, or the trustee, including, but not limited to, reasonable and necessary attorneys' fees.

               At the time of repurchase,  the Custodian and the Company shall arrange for the  reassignment of
the repurchased  Mortgage Loan to the Purchaser  according to the Purchaser's  instructions and the delivery to
the  Custodian  of any  documents  held by  Fannie  Mae,  Freddie  Mac,  or the  trustee  with  respect  to the
repurchased Mortgage Loan pursuant to the related Reconstitution  Agreement. In the event of a repurchase,  the
Company  shall,  simultaneously  with  such  reassignment,  give  written  notice  to the  Purchaser  that such
repurchase  has taken  place,  and amend the related  Mortgage  Loan  Schedule  to reflect the  addition of the
repurchased  Mortgage  Loan to this  Agreement.  In  connection  with any such  addition,  the  Company and the
Purchaser  shall  be  deemed  to  have  made as to such  repurchased  Mortgage  Loan  the  representations  and
warranties set forth in this Agreement.




                                             COMPANY TO COOPERATE


               Provision of Information.

               During the term of this  Agreement  and provided  such request will cause the Company to violate
any applicable law or statute,  the Company shall furnish to the Purchaser  such  periodic,  special,  or other
reports or  information  and copies or originals of any  documents  contained  in the  Servicing  File for each
Mortgage Loan,  whether or not provided for herein,  as shall be necessary,  reasonable,  or  appropriate  with
respect to the  Purchaser,  any  regulatory  requirement  pertaining  to the  Purchaser or the purposes of this
Agreement.  All such  reports,  documents  or  information  shall be  provided  by and in  accordance  with all
reasonable  instructions  and directions  which the Purchaser may give.  Purchaser  shall pay any costs related
to any special reports.

               The Company  shall  execute and  deliver  all such  instruments  and take all such action as the
Purchaser may  reasonably  request from time to time, in order to effectuate  the purposes and to carry out the
terms of this Agreement.

               Financial Statements; Servicing Facility.

               In  connection  with  marketing  the  Mortgage  Loans,  the  Purchaser  may make  available to a
prospective  Purchaser a  Consolidated  Statement of Operations of the Company for the most recently  completed
five fiscal years for which such a statement is  available,  as well as a  Consolidated  Statement of Condition
at the end of the last two fiscal  years  covered by such  Consolidated  Statement of  Operations.  The Company
also shall make  available  any  comparable  interim  statements  to the extent any such  statements  have been
prepared by or on behalf of the Company  (and are  available  upon  request to members or  stockholders  of the
Company or to the public at large).  If it has not already done so, the Company shall  furnish  promptly to the
Purchaser  copies of the statement  specified above.  Unless requested the Purchaser,  the Company shall not be
required to deliver any documents which are publicly available on EDGAR.

               The Company also shall make  available to Purchaser  or  prospective  Purchaser a  knowledgeable
financial  or  accounting  officer  for the  purpose of  answering  questions  respecting  recent  developments
affecting the Company or the financial  statements of the Company,  and to permit any prospective  Purchaser to
inspect the Company's  servicing  facilities  or those of any  Subservicer  for the purpose of satisfying  such
prospective  Purchaser that the Company and any  Subservicer  have the ability to service the Mortgage Loans as
provided in this Agreement.




                                                  THE COMPANY


               Indemnification; Third Party Claims.

               The Company  shall  indemnify  the  Purchaser  and hold it harmless  against any and all claims,
losses,  damages,  penalties,  fines, and forfeitures,  including,  but not limited to reasonable and necessary
legal fees and related  costs,  judgments,  and any other  costs,  fees and  expenses  that the  Purchaser  may
sustain in any way related to the  failure of the  Company to (a)  perform its duties and service the  Mortgage
Loans in strict  compliance  with the terms of this  Agreement  or any  Reconstitution  Agreement  entered into
pursuant to Section  7.01,  and/or (b) comply with  applicable  law. The Company  immediately  shall notify the
Purchaser if a claim is made by a third party with respect to this  Agreement or any  Reconstitution  Agreement
or the  Mortgage  Loans,  shall  promptly  notify  Fannie Mae,  Freddie Mac, or the trustee with respect to any
claim made by a third  party with  respect to any  Reconstitution  Agreement,  assume  (with the prior  written
consent  of the  Purchaser)  the  defense  of any such  claim and pay all  expenses  in  connection  therewith,
including  counsel  fees,  and  promptly  pay,  discharge  and satisfy any  judgment or decree in the amount of
$5,000 or less,  which may be entered  against it or the Purchaser in respect of such claim.  The Company shall
follow any written  instructions  received  from the  Purchaser in  connection  with such claim.  The Purchaser
promptly shall reimburse the Company for all amounts  advanced by it pursuant to the preceding  sentence except
when the claim is in any way  related  to the  Company's  indemnification  pursuant  to  Section  3.03,  or the
failure of the Company to (a) service and  administer the Mortgage  Loans in strict  compliance  with the terms
of this Agreement or any Reconstitution Agreement, and/or (b) comply with applicable law.

               Merger or Consolidation of the Company.

               The Company shall keep in full effect its  existence,  rights and  franchises as a  corporation,
and shall obtain and preserve its  qualification to do business as a foreign  corporation in each  jurisdiction
in which such  qualification  is or shall be  necessary  to protect the  validity  and  enforceability  of this
Agreement or any of the Mortgage Loans and to perform its duties under this Agreement.

               Any person into which the Company may be merged or  consolidated,  or any corporation  resulting
from any merger,  conversion or consolidation  to which the Company shall be a party, or any Person  succeeding
to the  business of the Company,  shall be the  successor of the Company  hereunder,  without the  execution or
filing  of any  paper or any  further  act on the part of any of the  parties  hereto,  anything  herein to the
contrary  notwithstanding,  provided,  however,  that the successor or surviving Person shall be an institution
(i) having a net worth of not less than  $25,000,000,  (ii) whose  deposits are insured by the FDIC through the
BIF or the SAIF, and (iii) which is a Fannie Mae-approved company in good standing.

               Limitation on Liability of Company and Others.

               Neither the  Company  nor any of the  directors,  officers,  employees  or agents of the Company
shall be under any  liability to the Purchaser  for any action taken or for  refraining  from the taking of any
action in good faith  pursuant to this  Agreement,  or for errors in  judgment,  provided,  however,  that this
provision   shall  not  protect  the  Company  or  any  such  person   against  any  Breach  of  warranties  or
representations  made herein,  or failure to perform its obligations in strict  compliance with any standard of
care set forth in this  Agreement,  or any liability  which would  otherwise be imposed by reason of any breach
of the terms and  conditions of this  Agreement.  The Company and any director,  officer,  employee or agent of
the Company may rely in good faith on any document of any kind prima facie  properly  executed and submitted by
any Person  respecting any matters arising  hereunder.  The Company shall not be under any obligation to appear
in,  prosecute or defend any legal action which is not  incidental to its duties to service the Mortgage  Loans
in  accordance  with this  Agreement  and which in its  opinion  may  involve it in any  expense or  liability,
provided,  however,  that the Company may, with the consent of the  Purchaser,  undertake any such action which
it may deem  necessary  or  desirable  in respect to this  Agreement  and the rights and duties of the  parties
hereto.  In such event,  the Company shall be entitled to  reimbursement  from the Purchaser of the  reasonable
legal expenses and costs of such action.

               Limitation on Resignation and Assignment by Company.

               The Purchaser has entered into this Agreement with the Company and  subsequent  Purchasers  will
purchase the Mortgage Loans in reliance upon the  independent  status of the Company,  and the  representations
as to the adequacy of its servicing  facilities,  plant,  personnel,  records and  procedures,  its  integrity,
reputation and financial standing,  and the continuance  thereof.  Therefore,  the Company shall neither assign
this  Agreement or the  servicing  hereunder or delegate its rights or duties  hereunder or any portion  hereof
(to other than a  Subservicer)  or sell or  otherwise  dispose of all or  substantially  all of its property or
assets without the prior written  consent of the  Purchaser,  which consent shall be granted or withheld in the
sole  discretion of the Purchaser;  provided,  however,  that the Company may assign its right and  obligations
hereunder  to any entity that is  directly or  indirectly  owned or  controlled  by the Company and the Company
guarantees the performance by such entity of all obligations hereunder.

               The Company  shall not resign from the  obligations  and duties  hereby  imposed on it except by
mutual  consent of the Company and the  Purchaser or upon the  determination  that its duties  hereunder are no
longer  permissible  under  applicable  law and  such  incapacity  cannot  be cured  by the  Company.  Any such
determination  permitting  the  resignation  of the Company shall be evidenced by an Opinion of Counsel to such
effect  delivered to the Purchaser  which  Opinion of Counsel shall be in form and substance  acceptable to the
Purchaser.  No such  resignation  shall become  effective  until a successor  shall have assumed the  Company's
responsibilities and obligations hereunder in the manner provided in Section 12.01.

               Without in any way limiting the  generality  of this Section 9.04, in the event that the Company
either  shall  assign this  Agreement  or the  servicing  responsibilities  hereunder  or  delegate  its duties
hereunder  or any  portion  thereof  (to other  than a  Subservicer)  or sell or  otherwise  dispose  of all or
substantially  all of its property or assets,  without the prior  written  consent of the  Purchaser,  then the
Purchaser  shall have the right to terminate  this  Agreement  upon notice given as set forth in Section 10.01,
without  any payment of any penalty or damages  and  without  any  liability  whatsoever  to the Company or any
third party.




                                                    DEFAULT


               Events of Default.

               Each of the following shall constitute an Event of Default on the part of the Company:

                 any failure by the  Company to remit to the  Purchaser  any payment  required to be made under
        the terms of this Agreement which  continues  unremedied for a period of three days after the date upon
        which written notice of such failure,  requiring the same to be remedied,  shall have been given to the
        Company by the Purchaser; or

                 failure by the  Company  duly to observe or perform in any  material  respect any other of the
        covenants  or  agreements  on the part of the  Company  set  forth in this  Agreement  which  continues
        unremedied  for a period of 30 days after the date on which written  notice of such failure,  requiring
        the same to be remedied, shall have been given to the Company by the Purchaser; or

                 failure by the Company to maintain  its license to do business in any  jurisdiction  where the
        Mortgage  Property  is located if such  license is  necessary  for the  Company to legally  service the
        related Mortgage Loan; or

                 a decree or order of a court or agency or supervisory  authority  having  jurisdiction for the
        appointment  of a  conservator  or receiver or  liquidator  in any  insolvency,  readjustment  of debt,
        including  bankruptcy,  marshaling  of  assets  and  liabilities  or  similar  proceedings,  or for the
        winding-up or liquidation of its affairs,  shall have been entered  against the Company and such decree
        or order shall have remained in force undischarged or unstayed for a period of 60 days; or

                 the Company shall  consent to the  appointment  of a conservator  or receiver or liquidator in
        any insolvency,  readjustment of debt,  marshaling of assets and liabilities or similar  proceedings of
        or relating to the Company or of or relating to all or substantially all of its property; or

                 the Company  shall admit in writing its  inability  to pay its debts  generally as they become
        due, file a petition to take  advantage of any  applicable  insolvency,  bankruptcy  or  reorganization
        statute,  make an  assignment  for the benefit of its  creditors,  voluntarily  suspend  payment of its
        obligations or cease its normal business operations for three Business Days; or

                 the Company ceases to meet the qualifications of a Fannie Mae lender or servicer; or

                 the Company fails to maintain a minimum net worth of $25,000,000; or

                 the Company  attempts to assign its right to servicing  compensation  hereunder or the Company
        attempts,  without the consent of the Purchaser,  to sell or otherwise  dispose of all or substantially
        all of its property or assets or to assign this Agreement or the servicing  responsibilities  hereunder
        or to delegate its duties  hereunder or any portion  thereof (to other than a Subservicer) in violation
        of Section 9.04.

               In each and every such case,  so long as an Event of Default  shall not have been  remedied,  in
addition to whatsoever rights the Purchaser may have at law or equity to damages,  including  injunctive relief
and specific  performance,  the  Purchaser,  by notice in writing to the Company,  may terminate all the rights
and  obligations  of the  Company  under  this  Agreement  and in and to the  Mortgage  Loans and the  proceeds
thereof.

               Upon  receipt by the Company of such  written  notice,  all  authority  and power of the Company
under this Agreement,  whether with respect to the Mortgage Loans or otherwise,  shall pass to and be vested in
the successor  appointed pursuant to Section 12.01. Upon written request from any Purchaser,  the Company shall
prepare,  execute and deliver to the  successor  entity  designated  by the Purchaser any and all documents and
other  instruments,  place in such  successor's  possession all Mortgage Files,  and do or cause to be done all
other acts or things  necessary or appropriate to effect the purposes of such notice of termination,  including
but not limited to the transfer and endorsement or assignment of the Mortgage Loans and related  documents,  at
the Company's  sole expense.  The Company shall  cooperate  with the Purchaser and such  successor in effecting
the termination of the Company's  responsibilities  and rights  hereunder,  including without  limitation,  the
transfer to such  successor  for  administration  by it of all cash amounts which shall at the time be credited
by the Company to the Custodial  Account or Escrow Account or thereafter  received with respect to the Mortgage
Loans.

               Waiver of Defaults.

               By a written  notice,  the Purchaser may waive any default by the Company in the  performance of
its obligations  hereunder and its  consequences.  Upon any waiver of a past default,  such default shall cease
to exist,  and any Event of Default  arising  therefrom shall be deemed to have been remedied for every purpose
of this  Agreement.  No such  waiver  shall  extend to any  subsequent  or other  default  or impair  any right
consequent thereon except to the extent expressly so waived.




                                                  TERMINATION


               Termination.


               This  Agreement  shall  terminate  upon  either:  (i) the  later of the final  payment  or other
liquidation  (or any advance with respect  thereto) of the last  Mortgage  Loan or the  disposition  of any REO
Property with respect to the last Mortgage Loan and the remittance of all funds due  hereunder;  or (ii) mutual
consent of the Company and the Purchaser in writing.

               Termination Without Cause.

               The  Purchaser may  terminate,  at its sole option,  any rights the Company may have  hereunder,
without  cause,  as provided in this  Section  11.02.  Any such notice of  termination  shall be in writing and
delivered to the Company by registered mail as provided in Section 12.05.

               In the event the Purchaser  terminates the Company  without cause with respect to some or all of
the  Mortgage  Loans,  the  Purchaser  shall be required to pay to the Company a  Termination  Fee in an amount
equal to 2.0% of the  outstanding  principal  balance of the  terminated  Mortgage Loans as of the date of such
termination.




                                           MISCELLANEOUS PROVISIONS


               Successor to Company.

               Prior to termination of the Company's  responsibilities and duties under this Agreement pursuant
to Sections  9.04,  10.01,  11.01 (ii) or pursuant to Section  11.02 after the 90 day period has  expired,  the
Purchaser  shall,  (i)  succeed  to and  assume  all of the  Company's  responsibilities,  rights,  duties  and
obligations under this Agreement,  or (ii) appoint a successor having the  characteristics set forth in clauses
(i)  through   (iii)  of  Section  9.02  and  which  shall  succeed  to  all  rights  and  assume  all  of  the
responsibilities,  duties and  liabilities  of the Company under this  Agreement  prior to the  termination  of
Company's  responsibilities,  duties and liabilities under this Agreement.  In connection with such appointment
and  assumption,  the  Purchaser  may make such  arrangements  for the  compensation  of such  successor out of
payments on Mortgage  Loans as it and such  successor  shall  agree.  In the event that the  Company's  duties,
responsibilities  and  liabilities  under this Agreement  should be terminated  pursuant to the  aforementioned
sections,  the Company  shall  discharge  such duties and  responsibilities  during the period from the date it
acquires  knowledge of such termination  until the effective date thereof with the same degree of diligence and
prudence  which it is obligated to exercise  under this  Agreement,  and shall take no action  whatsoever  that
might impair or prejudice the rights or financial  condition of its  successor.  The  resignation or removal of
the Company  pursuant to the  aforementioned  sections shall not become  effective  until a successor  shall be
appointed pursuant to this Section 12.01 and shall in no event relieve the Company of the  representations  and
warranties  made pursuant to Sections 3.01 and 3.02 and the remedies  available to the Purchaser under Sections
3.03,  3.04,  3.05 and 3.07, it being  understood and agreed that the  provisions of such Sections 3.01,  3.02,
3.03,  3.04,  3.05 and 3.07 shall be  applicable  to the  Company  notwithstanding  any such sale,  assignment,
resignation or termination of the Company, or the termination of this Agreement.

               Any  successor  appointed  as provided  herein  shall  execute,  acknowledge  and deliver to the
Company and to the Purchaser an instrument  accepting such  appointment,  wherein the successor  shall make the
representations  and  warranties  set forth in Section  3.01,  except for  subsections  (f),  (h),  (i) and (k)
thereof,   whereupon  such  successor  shall  become  fully  vested  with  all  the  rights,   powers,  duties,
responsibilities,  obligations  and  liabilities of the Company,  with like effect as if originally  named as a
party to this  Agreement.  Any  termination  or  resignation  of the Company or  termination  of this Agreement
pursuant  to Section  9.04,  10.01,  11.01 or 11.02  shall not affect any claims  that any  Purchaser  may have
against the Company  arising out of the Company's  actions or failure to act prior to any such  termination  or
resignation.

               The Company shall deliver promptly to the successor  servicer the Funds in the Custodial Account
and Escrow  Account and all Mortgage Files and related  documents and  statements  held by it hereunder and the
Company  shall account for all funds and shall  execute and deliver such  instruments  and do such other things
as may  reasonably be required to more fully and  definitively  vest in the successor all such rights,  powers,
duties, responsibilities, obligations and liabilities of the Company.

               Upon a  successor's  acceptance  of  appointment  as such,  the Company shall notify by mail the
Purchaser of such appointment in accordance with the procedures set forth in Section 12.05.

               Amendment.

               This  Agreement  may be amended  from time to time by the Company and the  Purchaser  by written
agreement signed by the Company and the Purchaser.

               Governing Law.

               This Agreement  shall be construed in accordance  with the laws of the State of New York and the
obligations, rights and remedies of the parties hereunder shall be determined in accordance with such laws.

               Duration of Agreement.

               This Agreement shall continue in existence and effect until terminated as herein provided.  This
Agreement shall continue notwithstanding transfers of the Mortgage Loans by the Purchaser.

               Notices.

               All demands,  notices and  communications  hereunder  shall be in writing and shall be deemed to
have been duly given if personally  delivered at or mailed by registered mail,  postage  prepaid,  addressed as
follows:

                 if to the Company:

                      Countrywide Home Loans, Inc.,
                      4500 Park Grenada
                      Calabasas, CA 91302
                      Attention: David Spector

        or such other address as may hereafter be furnished to the Purchaser in writing by the Company;

                 if to Purchaser:

        EMC Mortgage Corporation
                      Mac Arthur Ridge II
                      909 Hidden Ridge Drive, Suite 200
                      Irving, Texas 75014-1358
                      Attention:  Ralene Ruyle

               Severability of Provisions.

               If any one or more of the covenants, agreements,  provisions or terms of this Agreement shall be
held invalid for any reason whatsoever,  then such covenants,  agreements,  provisions or terms shall be deemed
severable from the remaining covenants,  agreements,  provisions or terms of this Agreement and shall in no way
affect the validity or enforceability of the other provisions of this Agreement.

               Relationship of Parties.

               Nothing herein  contained  shall be deemed or construed to create a partnership or joint venture
between the parties hereto and the services of the Company shall be rendered as an  independent  contractor and
not as agent for the Purchaser.

               Execution; Successors and Assigns.

               This Agreement may be executed in one or more  counterparts and by the different  parties hereto
on  separate  counterparts,  each of  which,  when  so  executed,  shall  be  deemed  to be an  original;  such
counterparts,  together,  shall constitute one and the same agreement.  Subject to Section 8.04, this Agreement
shall  inure to the  benefit  of and be  binding  upon the  Company  and the  Purchaser  and  their  respective
successors and assigns.

               Recordation of Assignments of Mortgage.

               To the extent  permitted by applicable  law, each of the  Assignments  of Mortgage is subject to
recordation  in all  appropriate  public  offices  for  real  property  records  in all the  counties  or other
comparable  jurisdictions  in which  any or all of the  Mortgaged  Properties  are  situated,  and in any other
appropriate  public recording office or elsewhere,  such recordation to be effected at the Company's expense in
the event  recordation  is either  necessary  under  applicable  law or requested by the  Purchaser at its sole
option accordance with Section 14 of the Purchase Agreement.

               Assignment by Purchaser.

               The Purchaser shall have the right,  without the consent of the Company but subject to the limit
set forth in Section 2.02  hereof,  to assign,  in whole or in part,  its interest  under this  Agreement  with
respect  to some or all of the  Mortgage  Loans,  and  designate  any  person  to  exercise  any  rights of the
Purchaser hereunder,  by executing an Assignment and Assumption Agreement substantially in the form of Exhibit
G hereto.  Upon such assignment of rights and assumption of obligations,  the assignee or designee shall accede
to the  rights  and  obligations  hereunder  of the  Purchaser  with  respect  to such  Mortgage  Loans and the
Purchaser as assignor  shall be released from all  obligations  hereunder  with respect to such Mortgage  Loans
from and after the date of such  assignment and  assumption.  All references to the Purchaser in this Agreement
shall be deemed to include its assignee or designee.

               No Personal Solicitation.

               From and after the related  Closing  Date,  the Company  hereby agrees that it will not take any
action or permit or cause any  action to be taken by any of its  agents or  affiliates,  or by any  independent
contractors or independent  mortgage brokerage  companies on the Company's behalf, to personally,  by telephone
or mail,  solicit the Mortgagor  under any Mortgage  Loan for the purpose of  refinancing  such Mortgage  Loan;
provided,  that the  Company  may  solicit  any  Mortgagor  for whom the  Company  has  received a request  for
verification  of  mortgage,  a  request  for  demand  for  payoff,  a  mortgagor  initiated  written  or verbal
communication  indicating a desire to prepay the related  Mortgage  Loan,  or the  mortgagor  initiates a title
search,  provided further, it is understood and agreed that promotions  undertaken by the Company or any of its
affiliates which (i) concern optional  insurance  products or other additional  projects,  (ii) are directed to
the general  public at large,  including,  without  limitation,  mass mailings based on  commercially  acquired
mailing  lists,  newspaper,  radio and television  advertisements,  (iii) are directed to mortgagors who have a
specific type of mortgage  (i.e.,  balloon  Mortgage  Loans,  LIBOR Mortgage  Loans,  etc.) or (iv) directed to
those  mortgagors whose mortgages fall within specific  interest rate ranges shall not constitute  solicitation
under this Section 12.11 nor is the Company  prohibited  from  responding to unsolicited  requests or inquiries
made by a Mortgagor or an agent of a Mortgagor.  Notwithstanding  the foregoing,  the following  solicitations,
if  undertaken  by the Company or any  affiliate of the  Company,  shall not be  prohibited  under this Section
12.11:  (i)  solicitations  that are directed to the general public at large,  including,  without  limitation,
mass mailings based on  commercially  acquired  mailing lists and newspaper,  radio,  television and other mass
media  advertisements;  (ii) borrower  messages  included on, and statement  inserts provided with, the monthly
statements sent to Mortgagors;  provided,  however, that similar messages and inserts are sent to the borrowers
of other mortgage loans serviced by the Company.





               IN WITNESS  WHEREOF,  the Company and the Purchaser  have caused their names to be signed hereto
by their respective officers thereunto duly authorized as of the day and year first above written.


                                               EMC MORTGAGE CORPORATION


                                               By: ___________________________________________

                                               Name: Ralene Ruyle

                                               Title:   President



                                               COUNTRYWIDE HOME LOANS, INC.

                                               By: ___________________________________________

                                               Name: _________________________________________

                                               Title: ________________________________________















STATE OF NEW YORK            )
                             ) ss.:
COUNTY OF __________         )


               On the __ day of  ________,  200_ before me, a Notary  Public in and for said State,  personally
appeared  ________,  known  to me to be  Vice  President  of EMC  Mortgage  Corporation,  the  federal  savings
association  that  executed  the within  instrument  and also known to me to be the person who  executed  it on
behalf of said corporation, and acknowledged to me that such corporation executed the within instrument.

               IN WITNESS WHEREOF,  I have hereunto set my hand affixed my office seal the day and year in this
certificate first above written.



                                               _______________________________________________
                                               Notary Public


                                               My Commission expires _________________________














STATE OF                     )
                             ) ss.:
COUNTY OF __________         )


               On the __ day of  _______,  200_ before me, a Notary  Public in and for said  State,  personally
appeared  __________,  known to me to be  ______________  of Countrywide Home Loans,  Inc. the corporation that
executed  the  within  instrument  and also  known to me to be the  person  who  executed  it on behalf of said
corporation, and acknowledged to me that such corporation executed the within instrument.

               IN WITNESS WHEREOF,  I have hereunto set my hand affixed my office seal the day and year in this
certificate first above written.



                                               _______________________________________________
                                               Notary Public


                                               My Commission expires _________________________




                                                   EXHIBIT A

                                            MORTGAGE LOAN SCHEDULE




                                                   EXHIBIT B

                                        CONTENTS OF EACH MORTGAGE FILE

               With respect to each  Mortgage  Loan,  the  Mortgage  File shall  include each of the  following
items,  which shall be available  for  inspection by the Purchaser  and any  prospective  Purchaser,  and which
shall be retained by the Company in the Servicing  File or delivered to the Custodian  pursuant to Section 2.01
and  2.03 of the  Seller's  Warranties  and  Servicing  Agreement  to  which  this  Exhibit  is  attached  (the
"Agreement"):
1.      The  original  Mortgage  Note  bearing  all  intervening  endorsements,  endorsed  "Pay to the order of
               _________ without  recourse" and signed in the name of the Company by an authorized  officer (in
               the event that the Mortgage Loan was acquired by the Company in a merger,  the signature must be
               in the  following  form:  "Countrywide  Home  Loans,  Inc.,  successor  by  merger  to  [name of
               predecessor]";  and in the event  that the  Mortgage  Loan was  acquired  or  originated  by the
               Company while doing business  under another name,  the signature must be in the following  form:
               "Countrywide Home Loans, Inc., formerly known as [previous name]").
2.      The original of any guarantee executed in connection with the Mortgage Note (if any).
3.      The original  Mortgage,  with evidence of recording  thereon.  If in connection with any Mortgage Loan,
               the Company  cannot  deliver or cause to be delivered  the original  Mortgage  with  evidence of
               recording  thereon on or prior to the  related  Closing  Date  because of a delay  caused by the
               public  recording  office where such Mortgage has been delivered for recordation or because such
               Mortgage has been lost or because such public  recording  office  retains the original  recorded
               Mortgage,  the Company shall deliver or cause to be delivered to the  Custodian,  a photocopy of
               such Mortgage,  together with (i) in the case of a delay caused by the public recording  office,
               an Officer's  Certificate of the Company  stating that such Mortgage has been  dispatched to the
               appropriate  public recording office for recordation and that the original  recorded Mortgage or
               a copy of such  Mortgage  certified  by such public  recording  office to be a true and complete
               copy of the original recorded Mortgage will be promptly  delivered to the Custodian upon receipt
               thereof  by the  Company;  or (ii) in the case of a  Mortgage  where a public  recording  office
               retains  the  original  recorded  Mortgage  or in the  case  where  a  Mortgage  is  lost  after
               recordation  in a public  recording  office,  a copy of such  Mortgage  certified by such public
               recording  office or by the title  insurance  company  that issued the title policy to be a true
               and complete copy of the original recorded Mortgage.
4.      The originals of all assumption, modification,  consolidation or extension agreements, with evidence of
               recording thereon.
5.      The original  Assignment of Mortgage for each  Mortgage  Loan,  in form and  substance  acceptable  for
               recording,  delivered in blank.  If the  Mortgage  Loan was acquired by the Company in a merger,
               the Assignment of Mortgage must be made by "Countrywide  Home Loans,  Inc.,  successor by merger
               to [name of  predecessor]."  If the  Mortgage  Loan was  acquired or  originated  by the Company
               while doing  business  under another name,  the  Assignment of Mortgage must be by  "Countrywide
               Home Loans, Inc., formerly known as [previous name]."
6.      Originals of all intervening  assignments of the Mortgage with evidence of recording thereon, or if any
               such  intervening  assignment has not been returned from the applicable  recording office or has
               been lost or if such public  recording  office  retains the  original  recorded  assignments  of
               mortgage,  the Company shall deliver or cause to be delivered to the  Custodian,  a photocopy of
               such  intervening  assignment,  together  with (i) in the case of a delay  caused by the  public
               recording  office,  an  Officer's  Certificate  of the  Company  stating  that such  intervening
               assignment  of mortgage has been  dispatched  to the  appropriate  public  recording  office for
               recordation  and that such  original  recorded  intervening  assignment of mortgage or a copy of
               such intervening  assignment of mortgage certified by the appropriate public recording office or
               by the title  insurance  company that issued the title policy to be a true and complete  copy of
               the original  recorded  intervening  assignment  of mortgage  will be promptly  delivered to the
               Custodian upon receipt thereof by the Company; or (ii) in the case of an intervening  assignment
               where a public recording office retains the original recorded  intervening  assignment or in the
               case where an intervening  assignment is lost after  recordation in a public recording office, a
               copy of such intervening  assignment  certified by such public recording office to be a true and
               complete copy of the original recorded intervening assignment.
7.      The original mortgagee policy of title insurance or attorney's opinion of title and abstract of title.
8.      Any security agreement, chattel mortgage or equivalent executed in connection with the Mortgage.
9.      The original hazard  insurance  policy and, if required by law, flood insurance  policy,  in accordance
               with Section 4.10 of the Agreement.
10.     Residential loan application.
11.     Mortgage Loan closing statement.
12.     Verification of employment and income.
13.     Verification of acceptable evidence of source and amount of downpayment.
14.     Credit report on the Mortgagor.
15.     Residential appraisal report.
16.     Photograph of the Mortgaged Property.
17.     Survey of the Mortgaged Property.
18.     Copy of each  instrument  necessary  to  complete  identification  of any  exception  set  forth in the
               exception  schedule in the title  policy,  i.e.,  map or plat,  restrictions,  easements,  sewer
               agreements, home association declarations, etc.
19.     All required disclosure statements.
20.     If available, termite report, structural engineer's report, water potability and septic certification.
21.     Sales contract.
22.     Tax receipts,  insurance  premium  receipts,  ledger sheets,  payment history from date of origination,
               insurance claim files,  correspondence,  current and historical computerized data files, and all
               other  processing,  underwriting and closing papers and records which are customarily  contained
               in a mortgage  loan file and which are required to document the Mortgage  Loan or to service the
               Mortgage Loan.

               In the event an Officer's  Certificate of the Company is delivered to the Custodian because of a
delay caused by the public  recording office in returning any recorded  document,  the Company shall deliver to
the Custodian,  within 180 days of the related Closing Date, an Officer's  Certificate which shall (i) identify
the recorded  document,  (ii) state that the  recorded  document has not been  delivered to the  Custodian  due
solely to a delay caused by the public recording office,  (iii) state the amount of time generally  required by
the applicable  recording office to record and return a document  submitted for  recordation,  and (iv) specify
the date the applicable  recorded  document will be delivered to the  Custodian.  The Company shall be required
to  deliver to the  Custodian  the  applicable  recorded  document  by the date  specified  in (iv)  above.  An
extension of the date specified in (iv) above may be requested  from the Purchaser,  which consent shall not be
unreasonably withheld.



                                                   EXHIBIT C

                                            MORTGAGE LOAN DOCUMENTS

               The Mortgage Loan  Documents  for each Mortgage Loan shall include each of the following  items,
which shall be delivered to the  Custodian  pursuant to Section 2.01 of the Seller's  Warranties  and Servicing
Agreement to which this Exhibit is annexed (the "Agreement"):
23.     the  original  Mortgage  Note  bearing  all  intervening  endorsements,  endorsed  "Pay to the order of
___________,  without recourse" and signed in the name of the Company by an authorized  officer.  To the extent
that there is no room on the face of the Mortgage Note for  endorsements,  the  endorsement may be contained on
an  allonge,  if state law so allows.  If the  Mortgage  Loan was  acquired  by the  Company  in a merger,  the
endorsement must be by "Countrywide  Home Loans,  Inc.,  successor by merger to [name of  predecessor]." If the
Mortgage  Loan was  acquired or  originated  by the Company  while  doing  business  under  another  name,  the
endorsement must be by "Countrywide Home Loans, Inc., formerly known as [previous name]";
24.     the original of any guarantee executed in connection with the Mortgage Note;
25.     the original Mortgage with evidence of recording thereon,  and the original recorded power of attorney,
if the Mortgage was executed pursuant to a power of attorney, with evidence of recording thereon;
26.     the originals of all assumption, modification,  consolidation or extension agreements, with evidence of
recording thereon;
27.     the original  Assignment of Mortgage for each  Mortgage  Loan,  in form and  substance  acceptable  for
recording,  delivered in blank,  or the original  Assignment of Mortgage in  recordable  form into MERS. If the
Mortgage  Loan  was  acquired  by the  Company  in a  merger,  the  Assignment  of  Mortgage  must  be  made by
"Countrywide  Home  Loans,  Inc.,  successor  by merger to [name of  predecessor]."  If the  Mortgage  Loan was
acquired or originated  by the Company while doing  business  under  another name,  the  Assignment of Mortgage
must be by "Countrywide Home Loans, Inc., formerly known as [previous name];"
28.     the originals of all intervening assignments of mortgage with evidence of recording thereon,  including
warehousing assignments, if any;
29.     the original mortgagee title insurance policy;
30.     such other documents as the Purchaser may require.




                                                  EXHIBIT D-1

                                        CUSTODIAL ACCOUNT CERTIFICATION

                                                                                    _____________________, 200_

               Countrywide  Home Loans,  Inc. hereby  certifies that it has  established the account  described
below as a Custodial  Account  pursuant to Section 4.04 of the Seller's  Warranties  and  Servicing  Agreement,
dated as of September 1, 2002, Residential Adjustable Rate Mortgage Loans.

Title of Account:     Countrywide Home Loans, Inc. in trust for the Purchaser

Account Number:       _______________

Address of office or branch
of the Company at
which Account is maintained:                                                                  

                                                                                              

                                                                                              

                                                                                              


                                               Countrywide Home Loans, Inc.

                                               Company


                                               By: ___________________________________________

                                               Name: _________________________________________

                                               Title: ________________________________________




                                                  EXHIBIT D-2

                                      CUSTODIAL ACCOUNT LETTER AGREEMENT

                                                                                        _________________, 200_


To:     _______________________________________

_______________________________________________

_______________________________________________
        (the "Depository")

               As Company  under the Seller's  Warranties  and  Servicing  Agreement,  dated as of September 1,
2002,  Residential  Adjustable Rate Mortgage Loans (the  "Agreement"),  we hereby  authorize and request you to
establish an account,  as a Custodial  Account  pursuant to Section 4.04 of the Agreement,  to be designated as
"[Servicer]  in trust for the Purchaser -  Residential  Adjustable  Rate  Mortgage  Loans." All deposits in the
account  shall be subject to  withdrawal  therefrom by order signed by the Company.  You may refuse any deposit
which would result in violation of the requirement that the account be fully insured as described  below.  This
letter is submitted to you in duplicate. Please execute and return one original to us.


                                               [COUNTRYWIDE HOME LOANS, INC.]




                                               By: ___________________________________________

                                               Name: _________________________________________

                                               Title: ________________________________________

                                               Date:__________________________________________










               The  undersigned,  as Depository,  hereby  certifies that the above  described  account has been
established  under Account Number  __________,  at the office of the Depository  indicated above, and agrees to
honor  withdrawals  on such  account as provided  above.  The full amount  deposited at any time in the account
will be insured by the Federal  Deposit  Insurance  Corporation  through the Bank Insurance Fund ("BIF") or the
Savings Association Insurance Fund ("SAIF").



______________________________________________________________________________________________
                                               Depository


                                               By: ___________________________________________

                                               Name: _________________________________________

                                               Title: ________________________________________

                                               Date:__________________________________________




                                                  EXHIBIT E-1

                                         ESCROW ACCOUNT CERTIFICATION

                                                                                       __________________, 200_

               Countrywide  Home Loans,  Inc. hereby  certifies that it has  established the account  described
below as an Escrow Account pursuant to Section 4.06 of the Seller's Warranties and Servicing  Agreement,  dated
as of September 1, 2002, Residential Adjustable Rate Mortgage Loans.

Title of Account:_____"Countrywide Home Loans, Inc. in trust for the Purchaser and various Mortgagors."

Account Number:______________________

Address of office or branch
of the Company at
which Account is maintained:                                                                  

                                                                                              

                                                                                              

                                                                                              


                                               [COUNTRYWIDE HOME LOANS, INC.]




                                               By: ___________________________________________

                                               Name: _________________________________________

                                               Title: ________________________________________


                                                  EXHIBIT E-2

                                        ESCROW ACCOUNT LETTER AGREEMENT

                                                                                      ___________________, 200_


To:     _______________________________________

_______________________________________________

_______________________________________________
        (the "Depository")

               As Company under the Seller's Warranties and Servicing Agreement,  dated as of September 1, 2002
Residential  Adjustable  Rate  Mortgage  Loans  (the  "Agreement"),  we hereby  authorize  and  request  you to
establish an account,  as an Escrow  Account  pursuant to Section 4.07 of the  Agreement,  to be  designated as
"[Servicer],  in trust for the Purchaser -  Residential  Adjustable  Rate Mortgage  Loans." All deposits in the
account  shall be subject to  withdrawal  therefrom by order signed by the Company.  You may refuse any deposit
which would result in violation of the requirement that the account be fully insured as described  below.  This
letter is submitted to you in duplicate. Please execute and return one original to us.


                                               [COUNTRYWIDE HOME LOANS, INC.]




                                               By: ___________________________________________

                                               Name: _________________________________________

                                               Title: ________________________________________

                                               Date:__________________________________________







               The  undersigned,  as Depository,  hereby  certifies that the above  described  account has been
established under Account Number ______,  at the office of the Depository  indicated above, and agrees to honor
withdrawals  on such account as provided  above.  The full amount  deposited at any time in the account will be
insured by the Federal  Deposit  Insurance  Corporation  through the Bank Insurance Fund ("BIF") or the Savings
Association Insurance Fund ("SAIF").



______________________________________________________________________________________________
                                               Depository


                                               By: ___________________________________________

                                               Name: _________________________________________

                                               Title: ________________________________________

                                               Date:__________________________________________




                                                   EXHIBIT F

                                           MONTHLY REMITTANCE ADVICE




                                                   EXHIBIT G

                                           ASSIGNMENT AND ASSUMPTION

                                                                                        _________________, 200_

               ASSIGNMENT AND  ASSUMPTION,  dated  __________,  between  __________________________________,  a
___________________    corporation    having    an    office    at    __________________    ("Assignor")    and
_________________________________,  a  __________________  corporation  having an office at  __________________
("Assignee"):

               For and in  consideration  of the sum of TEN DOLLARS  ($10.00) and other valuable  consideration
the receipt and sufficiency of which hereby are  acknowledged,  and of the mutual covenants  herein  contained,
the parties hereto hereby agree as follows:
(vii)   The Assignor hereby grants,  transfers and assigns to Assignee all of the right,  title and interest of
Assignor,  as  purchaser,  in,  to  and  under  that  certain  Seller's  Warranties  and  Servicing  Agreement,
Residential  Adjustable Rate Mortgage Loans (the "Seller's  Warranties and Servicing  Agreement"),  dated as of
September 1, 2002, by and between EMC Mortgage  Corporation  (the  "Purchaser"),  and  Countrywide  Home Loans,
Inc. (the "Company"), and the Mortgage Loans delivered thereunder by the Company to the Assignor.
(viii)  The Assignor warrants and represents to, and covenants with, the Assignee that:
a.      The  Assignor is the lawful  owner of the  Mortgage  Loans with the full right to transfer the Mortgage
Loans free from any and all claims and encumbrances whatsoever;
b.      The Assignor has not received notice of, and has no knowledge of, any offsets,  counterclaims  or other
defenses  available  to the Company  with respect to the Seller's  Warranties  and  Servicing  Agreement or the
Mortgage Loans;
c.      The  Assignor  has not  waived or agreed  to any  waiver  under,  or agreed to any  amendment  or other
modification  of, the Seller's  Warranties  and Servicing  Agreement,  the Custodial  Agreement or the Mortgage
Loans,  including without  limitation the transfer of the servicing  obligations under the Seller's  Warranties
and Servicing  Agreement.  The Assignor has no knowledge of, and has not received  notice of, any waivers under
or  amendments  or other  modifications  of, or  assignments  of  rights or  obligations  under,  the  Seller's
Warranties and Servicing Agreement or the Mortgage Loans; and
d.      Neither  the  Assignor  nor anyone  acting on its behalf has  offered,  transferred,  pledged,  sold or
otherwise  disposed of the Mortgage  Loans,  any interest in the Mortgage  Loans or any other similar  security
to, or solicited  any offer to buy or accept a transfer,  pledge or other  disposition  of the Mortgage  Loans,
any interest in the Mortgage Loans or any other similar  security  from, or otherwise  approached or negotiated
with respect to the Mortgage  Loans,  any interest in the Mortgage  Loans or any other similar  security  with,
any person in any manner,  or made any general  solicitation  by means of general  advertising  or in any other
manner,  or taken any other  action  which would  constitute a  distribution  of the  Mortgage  Loans under the
Securities  Act of 1933 (the "33 Act") or which would render the  disposition of the Mortgage Loans a violation
of Section 5 of the 33 Act or require registration pursuant thereto.
(ix)    The Assignee warrants and represents to, and covenants with, the Assignor and the Company that:
e.      The Assignee  agrees to be bound,  as Purchaser,  by all of the terms,  covenants and conditions of the
Seller's  Warranties  and Servicing  Agreement,  the Mortgage Loans and the Custodial  Agreement,  and from and
after the date  hereof,  the  Assignee  assumes for the benefit of each of the Company and the  Assignor all of
the Assignor's obligations as Purchaser thereunder;
f.      The Assignee  understands  that the  Mortgage  Loans have not been  registered  under the 33 Act or the
securities laws of any state;
g.      The purchase  price being paid by the  Assignee  for the  Mortgage  Loans are in excess of $250,000 and
will be paid by cash remittance of the full purchase price within 60 days of the sale;
h.      The Assignee is acquiring the Mortgage  Loans for  investment  for its own account only and not for any
other person.  In this connection,  neither the Assignee nor any Person  authorized to act therefor has offered
the  Mortgage  Loans by means of any general  advertising  or general  solicitation  within the meaning of Rule
502(c) of U.S. Securities and Exchange Commission Regulation D, promulgated under the 1933 Act;
i.      The  Assignee  considers  itself  a  substantial,  sophisticated  institutional  investor  having  such
knowledge  and  experience in financial  and business  matters that it is capable of evaluating  the merits and
risks of investment in the Mortgage Loans;
j.      The  Assignee  has been  furnished  with all  information  regarding  the  Mortgage  Loans  that it has
requested from the Assignor or the Company;
k.      Neither  the  Assignee  nor anyone  acting on its behalf has  offered,  transferred,  pledged,  sold or
otherwise  disposed of the Mortgage  Loans,  any interest in the Mortgage  Loans or any other similar  security
to, or solicited  any offer to buy or accept a transfer,  pledge or other  disposition  of the Mortgage  Loans,
any interest in the Mortgage Loans or any other similar  security  from, or otherwise  approached or negotiated
with respect to the Mortgage  Loans,  any interest in the Mortgage  Loans or any other similar  security  with,
any person in any manner  which would  constitute  a  distribution  of the  Mortgage  Loans under the 33 Act or
which would  render the  disposition  of the  Mortgage  Loans a violation of Section 5 of the 33 Act or require
registration  pursuant thereto,  nor will it act, nor has it authorized or will it authorize any person to act,
in such manner with respect to the Mortgage Loans; and
l.      Either:  (1) the Assignee is not an employee  benefit plan ("Plan")  within the meaning of section 3(3)
of the Employee  Retirement  Income  Security Act of 1974, as amended  ("ERISA") or a plan (also "Plan") within
the meaning of section  4975(e)(1)  of the  Internal  Revenue  Code of 1986  ("Code"),  and the Assignee is not
directly or indirectly  purchasing the Mortgage Loans on behalf of,  investment  manager of, as named fiduciary
of, as Trustee of, or with assets of, a Plan;  or (2) the  Assignee's  purchase of the Mortgage  Loans will not
result in a prohibited transaction under section 406 of ERISA or section 4975 of the Code.
m.      The  Assignee's  address for purposes of all notices and  correspondence  related to the Mortgage Loans
and the Seller's Warranties and Servicing Agreement is:

                                            
                                            
                                            

               Attention:                   

               The Assignee's wire transfer  instructions  for purposes of all remittances and payments related
to the Mortgage Loans and the Seller's Warranties and Servicing Agreement are:

                                            
                                            
                                            




               IN WITNESS  WHEREOF,  the parties have caused this  Assignment  and Assumption to be executed by
their duly authorized officers as of the date first above written.



____________________________________________      ____________________________________________
Assignor                                          Assignee
By:_________________________________________      By: ________________________________________

Its:________________________________________      Its: _______________________________________




                                                   EXHIBIT H

                                            UNDERWRITING GUIDELINES






                                                   EXHIBIT I

                                           ACKNOWLEDGMENT AGREEMENT


               On this ____ day of  ____________,  200_, EMC Mortgage  Corporation,  (the  "Purchaser")  as the
Purchaser under that certain  Seller's  Warranties and Servicing  Agreement dated as of September 1, 2002, (the
"Agreement"),  does hereby  contract  with  Countrywide  Home Loans Inc.  (the  "Company") as Company under the
Agreement,  for the servicing  responsibilities  related to the Mortgage  Loans listed on the related  Mortgage
Loan Schedule attached hereto.  The Company hereby accepts the servicing  responsibilities  transferred  hereby
and on the date hereof assumes all servicing  responsibilities  related to the Mortgage Loans identified on the
related  Mortgage Loan Schedule all in  accordance  with the  Agreement.  The contents of each  Servicing  File
required to be  delivered  to service  the  Mortgage  Loans  pursuant  to the  Agreement  have been or shall be
delivered to the Company by the Purchaser in accordance with the terms of the Agreement.

               With respect to the Mortgage  Loans made subject to the Agreement  hereby,  the related  Closing
Date shall be ___________________.

               All other terms and conditions of this transaction shall be governed by the Agreement.

               Capitalized  terms used herein and not  otherwise  defined  shall have the meanings set forth in
the Agreement.

               This  Acknowledgment  Agreement may be executed  simultaneously  in any number of  counterparts.
Each  counterpart  shall be deemed to be an original,  and all such  counterparts  shall constitute one and the
same instrument.

               IN WITNESS  WHEREOF,  the  Purchaser and the Company have caused their names to be signed hereto
by their respective officers thereunto duly authorized as of the day and year first above written.

                                                   PURCHASER:
                                    EMC MORTGAGE CORPORATION

                                                   By:                                 
                                    Name:                                       
                                    Title:                                      

                                     SELLER:
                                    COUNTRYWIDE HOME LOANS, INC.

                                                   By:                                 
                                    Name:                                       
                                    Title:                                       




                                               AMENDMENT REG AB
                          TO THE MASTER MORTGAGE LOAN PURCHASEAND SERVICING AGREEMENT


               This is Amendment Reg AB ("Amendment  Reg AB"),  dated as of January 1, 2006, by and between EMC
Mortgage  Corporation  (the  "Purchaser"),  and  Countrywide  Home Loans,  Inc. (the "Company") to that certain
Seller's  Warranties and Servicing  Agreement] dated as of September 1, 2002 by and between the Company and the
Purchaser (as amended, modified or supplemented, the "Existing Agreement").

W I T N E S S E T H

               WHEREAS, the Company and the Purchaser have agreed,  subject to the terms and conditions of this
Amendment Reg AB that the Existing  Agreement be amended to reflect  agreed upon  revisions to the terms of the
Existing Agreement.

               Accordingly,  the  Company  and the  Purchaser  hereby  agree,  in  consideration  of the mutual
premises and mutual obligations set forth herein, that the Existing Agreement is hereby amended as follows:

1.      Capitalized  terms used  herein but not  otherwise  defined  shall have the  meanings  set forth in the
Existing  Agreement.  The Existing  Agreement is hereby  amended by adding the following  definitions  in their
proper alphabetical order:

        Commission:  The United States Securities and Exchange Commission.

        Company Information:  As defined in Section 2(g)(i)(A)(1).

        Depositor:   The  depositor,   as  such  term  is  defined  in  Regulation  AB,  with  respect  to  any
Securitization Transaction.

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

        Master  Servicer:  With  respect to any  Securitization  Transaction,  the "master  servicer,"  if any,
identified in the related transaction documents.

        Qualified  Correspondent:  Any Person from which the Company  purchased  Mortgage Loans,  provided that
the following  conditions  are satisfied:  (i) such Mortgage  Loans were either (x)  originated  pursuant to an
agreement  between the Company and such Person that  contemplated  that such Person would  underwrite  mortgage
loans from time to time, for sale to the Company,  in accordance  with  underwriting  guidelines  designated by
the  Company  ("Designated  Guidelines")  or  guidelines  that do not  vary  materially  from  such  Designated
Guidelines or (y)  individually  re-underwritten  by the Company to the Designated  Guidelines at the time such
Mortgage Loans were acquired by the Company;  (ii) either (x) the Designated  Guidelines were, at the time such
Mortgage  Loans were  originated,  used by the Company in origination of mortgage loans of the same type as the
Mortgage Loans for the Company's own account or (y) the Designated  Guidelines  were, at the time such Mortgage
Loans were  underwritten,  designated  by the Company on a consistent  basis for use by lenders in  originating
mortgage  loans to be purchased  by the  Company;  and (iii) the Company  employed,  at the time such  Mortgage
Loans were acquired by the Company,  pre-purchase or  post-purchase  quality  assurance  procedures  (which may
involve,  among other things,  review of a sample of mortgage loans  purchased  during a particular time period
or through  particular  channels) designed to ensure that either Persons from which it purchased mortgage loans
properly  applied the  underwriting  criteria  designated by the Company or the Mortgage Loans purchased by the
Company substantially comply with the Designated Guidelines.

        Reconstitution:  Any Securitization Transaction or Whole Loan Transfer.

        Reconstitution  Agreement:  An agreement or  agreements  entered into by the Company and the  Purchaser
and/or  certain third parties in connection  with a  Reconstitution  with respect to any or all of the Mortgage
Loans serviced under the Agreement.

        Regulation   AB:   Subpart   229.1100  -  Asset   Backed   Securities   (Regulation   AB),   17  C.F.R.
§§229.1100-229.1123,  as such  may be  amended  from  time to  time,  and  subject  to such  clarification  and
interpretation  as have been  provided by the  Commission  in the adopting  release  (Asset-Backed  Securities,
Securities  Act  Release  No.  33-8518,  70 Fed.  Reg.  1,506,  1,531  (Jan.  7,  2005)) or by the staff of the
Commission, or as may be provided by the Commission or its staff from time to time.

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

        Securitization  Transaction:  Any transaction  subject to Regulation AB involving  either (1) a sale or
other  transfer of some or all of the Mortgage  Loans directly or indirectly to an issuing entity in connection
with an  issuance  of  publicly  offered,  rated or unrated  mortgage-backed  securities  or (2) an issuance of
publicly offered,  rated or unrated securities,  the payments on which are determined primarily by reference to
one or more  portfolios of residential  mortgage loans  consisting,  in whole or in part, of some or all of the
Mortgage Loans.

        Servicer:  As defined in Section 2(c)(iii).

        Servicing  Criteria:  The "servicing  criteria" set forth in Item 1122(d) of Regulation AB, as such may
be amended from time to time.

        Static Pool Information:  Static pool information as described in Item 1105 of Regulation AB.

        Subcontractor:  Any  vendor,  subcontractor  or other  Person that is not  responsible  for the overall
servicing (as "servicing" is commonly understood by participants in the  mortgage-backed  securities market) of
Mortgage  Loans but performs one or more  discrete  functions  identified in Item 1122(d) of Regulation AB with
respect to Mortgage Loans under the direction or authority of the Company or a Subservicer.

        Subservicer:  Any Person that services  Mortgage Loans on behalf of the Company or any  Subservicer and
is  responsible  for the  performance  (whether  directly  or  through  Subservicers  or  Subcontractors)  of a
substantial  portion of the material  servicing  functions  required to be performed by the Company  under this
Agreement or any  Reconstitution  Agreement  that are  identified in Item 1122(d) of Regulation  AB;  provided,
however,  that the term  "Subservicer"  shall not include any master  servicer  other than the Company,  or any
special  servicer  engaged  at  the  request  of  a  Depositor,  Purchaser  or  investor  in  a  Securitization
Transaction,   nor  any  "back-up  servicer"  or  trustee  performing   servicing  functions  on  behalf  of  a
Securitization  Transaction engaged at the request of a Depositor,  Purchaser,  or investor in a Securitization
Transaction.

        Third-Party  Originator:  Each Person, other than a Qualified  Correspondent,  that originated Mortgage
Loans acquired by the Company.

        Whole  Loan  Transfer:  Any  sale or  transfer  of  some or all of the  Mortgage  Loans,  other  than a
Securitization Transaction.

2.      The  Purchaser  and the  Company  agree that the  Existing  Agreement  is hereby  amended by adding the
following provisions:

        (a)    Intent of the Parties; Reasonableness.

        The Purchaser and the Company  acknowledge and agree that the purpose of Article 2 of this Agreement is
to facilitate  compliance by the Purchaser and any Depositor  with the  provisions of Regulation AB and related
rules and  regulations of the  Commission.  Neither the Purchaser nor any Depositor shall exercise its right to
request  delivery of information or other  performance  under these provisions other than in good faith, or for
purposes other than  compliance  with the Securities Act, the Exchange Act and the rules and regulations of the
Commission  thereunder.  Although  Regulation AB is  applicable by its terms only to offerings of  asset-backed
securities that are registered under the Securities Act, the parties  acknowledges  that investors in privately
offered  securities  may  require  that  the  Purchaser  or any  Depositor  provide  comparable  disclosure  in
unregistered  offerings.  The parties  agree over time to negotiate in good faith with respect to the provision
of  comparable  disclosure  in  private  offerings.  The  Company  acknowledges  that  interpretations  of  the
requirements  of  Regulation  AB may change over time,  whether due to  interpretive  guidance  provided by the
Commission  or its staff.  The Company  agrees to negotiate in good faith with the  Purchaser or any  Depositor
with regard to any  reasonable  requests for delivery of  information  under these  provisions  on the basis of
evolving  interpretations  of Regulation AB. In connection  with any  Securitization  Transaction,  the Company
shall  cooperate  fully with the  Purchaser  to deliver to the  Purchaser  (including  any of its  assignees or
designees)  and  any  Depositor,  any  and all  statements,  reports,  certifications,  records  and any  other
information  necessary to permit the  Purchaser or such  Depositor to comply with the  provisions of Regulation
AB, together with such disclosures  relating to the Company,  and any parties or items identified in writing by
the  Purchaser,  including,  any  Subservicer,  any  Third-Party  Originator  and the  Mortgage  Loans,  or the
servicing  of the  Mortgage  Loans  necessary  in  order to  effect  such  compliance,  in the  Purchaser's  or
Depositor's reasonable determination.

        The Purchaser  agrees that it will cooperate with the Company and provide  sufficient and timely notice
of any  information  requirements  pertaining to a  Securitization  Transaction.  The  Purchaser  will make all
reasonable  efforts to limit requests for  information,  reports or any other  materials to items the Purchaser
reasonably  believes is required for compliance with Regulation AB, and shall not request  information which is
not required for such compliance.

        (b)    Additional Representations and Warranties of the Company.

               (i)    The Company  shall be deemed to represent to the Purchaser  and to any  Depositor,  as of
        the date on which  information is first  provided to the Purchaser or any Depositor  under Section 2(c)
        that,  except as disclosed in writing to the Purchaser or such  Depositor  prior to such date:  (i) the
        Company  is not aware  and has not  received  notice  that any  default,  early  amortization  or other
        performance  triggering event has occurred as to any other  securitization due to any act or failure to
        act of the Company;  (ii) the Company has not been  terminated  as servicer in a  residential  mortgage
        loan  securitization,  either due to a servicing  default or to application of a servicing  performance
        test or trigger;  (iii) no material  noncompliance with the applicable  servicing criteria with respect
        to other  securitizations  of  residential  mortgage  loans  involving the Company as servicer has been
        disclosed or reported by the Company;  (iv) no material changes to the Company's policies or procedures
        with respect to the  servicing  function it will perform under this  Agreement  and any  Reconstitution
        Agreement  for  mortgage  loans of a type  similar  to the  Mortgage  Loans  have  occurred  during the
        three-year  period  immediately  preceding  the related  Securitization  Transaction;  (v) there are no
        aspects  of the  Company's  financial  condition  that  could  have a  material  adverse  effect on the
        performance  by the Company of its servicing  obligations  under this  Agreement or any  Reconstitution
        Agreement;  (vi)  there are no  material  legal or  governmental  proceedings  pending  (or known to be
        contemplated) against the Company, any Subservicer or any Third-Party  Originator;  and (vii) there are
        no  affiliations,  relationships  or  transactions  relating to the  Company,  any  Subservicer  or any
        Third-Party Originator with respect to any Securitization  Transaction and any party thereto identified
        by the related Depositor of a type described in Item 1119 of Regulation AB.

               (ii)   If so requested  by the  Purchaser or any  Depositor  on any date  following  the date on
        which  information is first provided to the Purchaser or any Depositor  under Section 2(c), the Company
        shall,  within five  Business  Days  following  such  request,  confirm in writing the  accuracy of the
        representations  and  warranties  set  forth  in  paragraph  (i)  of  this  Section  or,  if  any  such
        representation  and  warranty  is not  accurate  as of the  date of such  request,  provide  reasonably
        adequate disclosure of the pertinent facts, in writing, to the requesting party.

        (c)    Information to Be Provided by the Company.

        In  connection  with any  Securitization  Transaction  the Company  shall (1) within five Business Days
following  request by the  Purchaser or any  Depositor,  provide to the Purchaser  and such  Depositor  (or, as
applicable,  cause each  Third-Party  Originator  and each  Subservicer  to  provide),  in  writing  reasonably
required for compliance with  Regulation AB, the  information and materials  specified in paragraphs (i), (ii),
(iii) and (vi) of this Section 2(c),  and (2) as promptly as  practicable  following  notice to or discovery by
the Company,  provide to the  Purchaser  and any  Depositor  (as  required by  Regulation  AB) the  information
specified in paragraph (iv) of this Section.

               (i)    If so  requested  by the  Purchaser  or any  Depositor,  the Company  shall  provide such
        information  regarding (x) the Company,  as originator of the Mortgage Loans  (including as an acquirer
        of  Mortgage  Loans  from a  Qualified  Correspondent,  if  applicable),  or (y)  as  applicable,  each
        Third-Party  Originator,  and (z) as applicable,  each Subservicer,  as is requested for the purpose of
        compliance  with Items  1103(a)(1),  1105  (subject to  paragraph  (b) below),  1110,  1117 and 1119 of
        Regulation AB.  Such information shall include, at a minimum:

                      (A)    the originator's form of organization;

                      (B)    to the extent  material,  a description of the  originator's  origination  program
               and how long the originator has been engaged in originating  residential  mortgage loans,  which
               description  shall include a discussion of the originator's  experience in originating  mortgage
               loans of a similar type as the Mortgage Loans; if material,  information  regarding the size and
               composition of the originator's  origination portfolio;  and information that may be material to
               an  analysis  of  the   performance   of  the  Mortgage   Loans,   including  the   originators'
               credit-granting  or underwriting  criteria for mortgage loans of similar type(s) as the Mortgage
               Loans and such other  information as the Purchaser or any Depositor may  reasonably  request for
               the purpose of compliance with Item 1110(b)(2) of Regulation AB;

                      (C)    a brief  description of any material  legal or  governmental  proceedings  pending
               (or known to be contemplated by a governmental  authority) against the Company, each Third-Party
               Originator, if applicable, and each Subservicer; and

                      (D)    a  description  of any  affiliation  or  relationship  between the  Company,  each
               Third-Party  Originator,  if applicable,  each Subservicer and any of the following parties to a
               Securitization  Transaction,  as such parties are  identified to the Company by the Purchaser or
               any Depositor in writing or in the related  Reconstitution  Agreement  within five Business Days
               in advance of such Securitization Transaction:

                             (1)    the sponsor;
                             (2)    the depositor;
                             (3)    the issuing entity;
                             (4)    any servicer;
                             (5)    any trustee;
                             (6)    any originator;
                             (7)    any significant obligor;
                             (8)    any enhancement or support provider; and
                             (9)    any other material transaction party.

               (ii)   If so requested by the  Purchaser or any  Depositor,  and required by Regulation AB or as
        otherwise  agreed upon by the Company,  the Purchaser  and/or the Depositor,  the Company shall provide
        (or, as applicable,  cause each Third-Party Originator to provide) Static Pool Information with respect
        to the  mortgage  loans (of a similar type as the  Mortgage  Loans,  as  reasonably  identified  by the
        Purchaser  as  provided  below)  originated  by (a) the  Company,  if the Company is an  originator  of
        Mortgage  Loans  (including  as an  acquirer  of  Mortgage  Loans from a  Qualified  Correspondent,  if
        applicable),  and/or (b) as  applicable,  each  Third-Party  Originator.  Such Static Pool  Information
        shall be prepared by the Company (or, if applicable,  the  Third-Party  Originator) on the basis of its
        reasonable,  good faith  interpretation of the requirements of Item 1105(a)(1)-(3) of Regulation AB. To
        the  extent  that  there  is  reasonably  available  to the  Company  (or  Third-Party  Originator,  as
        applicable)  Static Pool Information with respect to more than one mortgage loan type, the Purchaser or
        any Depositor  shall be entitled to specify whether some or all of such  information  shall be provided
        pursuant  to  this  paragraph.  The  content  of  such  Static  Pool  Information  may be in  the  form
        customarily  provided by the Company,  and need not be customized  for the Purchaser or any  Depositor.
        Such  Static  Pool  Information  for each  vintage  origination  year or  prior  securitized  pool,  as
        applicable,  shall be presented in increments no less  frequently  than  quarterly over the life of the
        mortgage  loans included in the vintage  origination  year or prior  securitized  pool. The most recent
        periodic  increment  must be as of a date no later than 135 days prior to the date of the prospectus or
        other  offering  document in which the Static Pool  Information  is to be included or  incorporated  by
        reference.  The Static  Pool  Information  shall be provided in an  electronic  format that  provides a
        permanent record of the information  provided,  such as a portable document format (pdf) file, or other
        such electronic format.

               Promptly  following  notice or discovery of a material  error (as  determined in Company's  sole
        discretion),  in Static Pool  Information  provided  pursuant to the  immediately  preceding  paragraph
        (including  an  omission  to include  therein  information  required  to be  provided  pursuant to such
        paragraph),  the Company  shall  provide  corrected  Static Pool  Information  to the  Purchaser or any
        Depositor,  as applicable,  in the same format in which Static Pool Information was previously provided
        to such party by the Company.

               If so  requested  by the  Purchaser  or  any  Depositor,  the  Company  shall  provide  (or,  as
        applicable,  cause each Third-Party  Originator to provide), at the expense of the requesting party (to
        the extent of any additional  incremental expense associated with delivery pursuant to this Agreement),
        agreed-upon  procedures letters of certified public  accountants  pertaining to Static Pool Information
        relating to prior securitized pools for  securitizations  closed on or after January 1, 2006 or, in the
        case of  Static  Pool  Information  with  respect  to the  Company's  or,  if  applicable,  Third-Party
        Originator's  originations  or  purchases,  to  calendar  months  commencing  January 1,  2006,  as the
        Purchaser or such Depositor shall  reasonably  request.  Such statements and letters shall be addressed
        to and be for the benefit of such parties as the Purchaser or such  Depositor  shall  designate,  which
        shall be limited to any Sponsor,  any  Depositor,  any broker dealer acting as  underwriter,  placement
        agent or initial  purchaser  with respect to a  Securitization  Transaction  or any other party that is
        reasonably  and  customarily  entitled  to receive  such  statements  and  letters in a  Securitization
        Transaction.  Any such  statement  or  letter  may take the form of a  standard,  generally  applicable
        document  accompanied by a reliance  letter  authorizing  reliance by the addressees  designated by the
        Purchaser or such Depositor.

               (iii)  If  reasonably  requested by the  Purchaser or any  Depositor,  the Company shall provide
        such information  regarding the Company,  as servicer of the Mortgage Loans, and each Subservicer (each
        of the Company and each Subservicer,  for purposes of this paragraph,  a "Servicer"),  as is reasonably
        requested  for the  purpose of  compliance  with Item 1108 of  Regulation  AB. Such  information  shall
        include, at a minimum:

                      (A)    the Servicer's form of organization;

                      (B)    a description of how long the Servicer has been servicing residential mortgage
               loans; a general discussion of the Servicer's experience in servicing assets of any type as
               well as a more detailed discussion of the Servicer's experience in, and procedures for, the
               servicing function it will perform under this Agreement and any Reconstitution Agreements;
               information regarding the size, composition and growth of the Servicer's portfolio of
               residential mortgage loans of a type similar to the Mortgage Loans and information on factors
               related to the Servicer that may be material, in the reasonable determination of the Purchaser
               or any Depositor, to any analysis of the servicing of the Mortgage Loans or the related
               asset-backed securities, as applicable, including, without limitation:

                             (1)    whether any prior securitizations of mortgage loans of a type similar to
                      the Mortgage Loans involving the Servicer have defaulted or experienced an early
                      amortization or other performance triggering event because of servicing during the
                      three-year period immediately preceding the related Securitization Transaction;
                             (2)    the extent of outsourcing the Servicer utilizes;
                             (3)    whether there has been previous  disclosure of material  noncompliance with
                      the applicable  servicing  criteria with respect to other  securitizations of residential
                      mortgage  loans  involving  the  Servicer  as a  servicer  during the  three-year  period
                      immediately preceding the related Securitization Transaction;
                             (4)    whether the  Servicer  has been  terminated  as  servicer in a  residential
                      mortgage loan  securitization,  either due to a servicing  default or to application of a
                      servicing performance test or trigger; and
                             (5)    such other  information  as the Purchaser or any  Depositor may  reasonably
                      request for the purpose of compliance with Item 1108(b)(2) of Regulation AB;

                      (C)    a description of any material changes during the three-year period immediately
               preceding the related Securitization Transaction to the Servicer's policies or procedures with
               respect to the servicing function it will perform under this Agreement and any Reconstitution
               Agreements for mortgage loans of a type similar to the Mortgage Loans;

                      (D)    information regarding the Servicer's financial condition, to the extent that
               there is a material risk that an adverse financial event or circumstance involving the Servicer
               could have a material adverse effect on the performance by the Company of its servicing
               obligations under this Agreement or any Reconstitution Agreement;

                      (E)    information regarding advances made by the Servicer on the Mortgage Loans and
               the Servicer's overall servicing portfolio of residential mortgage loans for the three-year
               period immediately preceding the related Securitization Transaction, which may be limited to a
               statement by an authorized officer of the Servicer to the effect that the Servicer has made all
               advances required to be made on residential mortgage loans serviced by it during such period,
               or, if such statement would not be accurate, information regarding the percentage and type of
               advances not made as required, and the reasons for such failure to advance;

                      (F)    a description of the Servicer's processes and procedures designed to address any
               special or unique factors involved in servicing loans of a similar type as the Mortgage Loans;

                      (G)    a description  of the  Servicer's  processes for handling  delinquencies,  losses,
               bankruptcies  and  recoveries,  such as through  liquidation  of mortgaged  properties,  sale of
               defaulted mortgage loans or workouts; and

                      (H)    information  as to how  the  Servicer  defines  or  determines  delinquencies  and
               charge-offs,  including  the  effect  of any  grace  period,  re-aging,  restructuring,  partial
               payments considered current or other practices with respect to delinquency and loss experience.

               (iv)   For the purpose of  satisfying  its  reporting  obligation  under the  Exchange  Act with
        respect to any class of  asset-backed  securities,  the Company shall (or shall cause each  Subservicer
        and, if applicable,  any Third-Party  Originator to) (a) provide notice within two (2) Business Days to
        the Purchaser,  any Master  Servicer and any Depositor in writing of (1) any merger,  consolidation  or
        sale of substantially all of the assets of the Company,  (2) the Company's entry into an agreement with
        a Subservicer  to perform or assist in the  performance of any of the Company's  obligations  under the
        Agreement  or any  Reconstitution  Agreement  that  qualifies  as an "entry into a material  definitive
        agreement" under Item 1.01 of the form 8-K, and (b) provide prompt notice to the Purchaser,  the Master
        Servicer  and the  Depositor  of (1) any  Event of  Default  under the  terms of the  Agreement  or any
        Reconstitution  Agreement to the extent not known by such Purchaser,  Master Servicer or Depositor, and
        (2) any material litigation or governmental  proceedings  involving the Company, any Subservicer or any
        Third Party Originator.

               (v)    To the extent the  Purchaser  or any  Depositor  does not itself have an  affiliation  or
        relationship  required to be disclosed  under Item 1119 of Regulation  AB that  develops  following the
        closing date of a  Securitization  Transaction,  the Company  shall  provide to the  Purchaser  and any
        Depositor a description of any such affiliation or relationship  involving the Company, any Subservicer
        or any  Third-Party  Originator  no later  than 15  calendar  days prior to the date the  Depositor  is
        required  to file its Form 10-K  disclosing  such  affiliation  or  relationship.  For  purposes of the
        foregoing,  the  Company  (1)  shall be  entitled  to assume  that the  parties  to the  Securitization
        Transaction  with whom  affiliations or relations must be disclosed are the same as on the closing date
        if it provides a written  request  (which may be by e-mail) to the  Depositor  or Master  Servicer,  as
        applicable,  requesting such  confirmation and either obtains such confirmation or receives no response
        within  three  (3)  Business  Days,  (2)  shall  not be  obligated  to  disclose  any  affiliations  or
        relationships  that may develop  after the closing  date for the  Securitization  Transaction  with any
        parties not  identified  to the Company  pursuant to clause (D) of paragraph  (i) of this Section 2(c),
        and (3)  shall  be  entitled  to rely  upon any  written  identification  of  parties  provided  by the
        Depositor, the Purchaser or any master servicer.


               (v)    As a  condition  to the  succession  to the  Company or any  Subservicer  as  servicer or
        subservicer  under this Agreement or any applicable  Reconstitution  Agreement  related  thereto by any
        Person (i) into which the Company or such Subservicer may be merged or consolidated,  or (ii) which may
        be  appointed  as a successor  to the Company or any  Subservicer,  the  Company  shall  provide to the
        Purchaser,  any Master  Servicer,  and any Depositor,  at least 15 calendar days prior to the effective
        date of such succession or  appointment,  (x) written notice to the Purchaser and any Depositor of such
        succession or appointment and (y) in writing, all information  reasonably requested by the Purchaser or
        any  Depositor  in order to  comply  with its  reporting  obligation  under  Item 6.02 of Form 8-K with
        respect to any class of asset-backed securities.

               (vi)   Not later than ten days prior to the deadline for the filing of any distribution report
        on Form 10-D in respect of any Securitization Transaction that includes any of the Mortgage Loans
        serviced by the Company, the Company shall, to the extent the Company has knowledge, provide to the
        party responsible for filing such report (including, if applicable, the Master Servicer) notice of the
        occurrence of any of the following events along with all information, data, and materials related
        thereto as may be required to be included in the related distribution report on Form 10-D (as
        specified in the provisions of Regulation AB referenced below):

                      (a)    any material modifications, extensions or waivers of Mortgage Loan terms, fees,
               penalties or payments during the distribution period or that have cumulatively become material
               over time (Item 1121(a)(11) of Regulation AB);

                      (b)    material breaches of Mortgage Loan representations or warranties or transaction
               covenants under the Existing Agreement, as amended herein (Item 1121(a)(12) of Regulation AB):
               and

                      (c)    information regarding any Mortgage Loan changes (such as, additions,
               substitutions or repurchases) and any material changes in origination, underwriting, or other
               criteria for acquisition or selection of pool assets (Item 1121(a)(14) of Regulation AB).

               (vii)  In addition to such  information  as the Company,  as  servicer,  is obligated to provide
        pursuant to other  provisions  of this  Agreement,  if  reasonably  requested  by the  Purchaser or any
        Depositor, the Company shall provide such information which is available to the Company,  regarding the
        servicing of the Mortgage Loans as is reasonably  required to facilitate  preparation  of  distribution
        reports in accordance with Item 1121 of Regulation AB.

        (d)    Servicer Compliance Statement.

        On or before March 5 of each  calendar  year,  commencing  in 2007,  the Company  shall  deliver to the
Purchaser  and any  Depositor a statement of  compliance  addressed to the  Purchaser  and such  Depositor  and
signed by an  authorized  officer of the Company,  to the effect that (i) a review of the  Company's  servicing
activities  during  the  immediately  preceding  calendar  year  (or  applicable  portion  thereof)  and of its
performance  under the servicing  provisions  of this  Agreement and any  applicable  Reconstitution  Agreement
during  such  period has been made under such  officer's  supervision,  and (ii) to the best of such  officers'
knowledge,  based on such  review,  the Company  has  fulfilled  all of its  servicing  obligations  under this
Agreement and any applicable  Reconstitution  Agreement in all material respects  throughout such calendar year
(or  applicable  portion  thereof)  or, if there has been a  failure  to  fulfill  any such  obligation  in any
material  respect,  specifically  identifying  each such  failure  known to such officer and the nature and the
status thereof.

        (e)    Report on Assessment of Compliance and Attestation.

               (i)    On or before March 5 of each calendar year, commencing in 2007, the Company shall:

                      (A)    deliver to the  Purchaser  and any  Depositor  a report  regarding  the  Company's
               assessment of compliance with the Servicing  Criteria during the immediately  preceding calendar
               year, as required  under Rules 13a-18 and 15d-18 of the Exchange Act and Item 1122 of Regulation
               AB.  Such  report  shall be  addressed  to the  Purchaser  and such  Depositor  and signed by an
               authorized officer of the Company,  and shall address each of the applicable  Servicing Criteria
               specified on a certification  substantially in the form of Exhibit A hereto (wherein  "investor"
               shall mean the Master Servicer)  delivered to the Purchaser  concurrently  with the execution of
               this Agreement;

                      (B)    deliver  to the  Purchaser  and any  Depositor  a report  of a  registered  public
               accounting  firm that  attests to, and  reports on, the  assessment  of  compliance  made by the
               Company  and  delivered  pursuant  to the  preceding  paragraph.  Such  attestation  shall be in
               accordance with Rules  1-02(a)(3) and 2-02(g) of Regulation S-X under the Securities Act and the
               Exchange Act;

                      (C)    if  required by  Regulation  AB,  cause each  Subservicer  and each  Subcontractor
               determined by the Company  pursuant to Section  2(f)(ii) to be  "participating  in the servicing
               function" within the meaning of Item 1122 of Regulation AB (each, a "Participating  Entity"), to
               deliver to the  Purchaser  and any  Depositor  an  assessment  of  compliance  and  accountants'
               attestation as and when provided in paragraphs (A) and (B) of this Section 2(e)(i); and

                      (D)    deliver  or,  if  required  by   Regulation   AB,  cause  each   Subservicer   and
               Subcontractor  described in Section  2(e)(i)(C) above to deliver to the Purchaser,  Depositor or
               any  other  Person  that  will  be  responsible  for  signing  the  certification  (a  "Sarbanes
               Certification")  required by Rules  13a-14(d) and 15d-14(d)  under the Exchange Act (pursuant to
               Section 302 of the Sarbanes-Oxley Act of 2002) on behalf of an asset-backed  issuer with respect
               to a  Securitization  Transaction  a  certification,  signed by the  appropriate  officer of the
               Company,  in the form attached hereto as Exhibit B; provided that such  certification  delivered
               by the  Company  may not be  filed as an  exhibit  to,  or  included  in,  any  filing  with the
               Commission.

        The  Company  acknowledges  that  the  party  identified  in  clause  (i)(D)  above  may  rely  on  the
certification  provided by the Company pursuant to such clause in signing a Sarbanes  Certification  and filing
such with the  Commission.  Neither the  Purchaser nor any Depositor  will request  deliver of a  certification
under clause (D) above unless the  Purchaser,  Depositor or any other Person is required under the Exchange Act
to file an annual  report on Form 10-K with  respect to an issuing  entity whose asset pool  includes  Mortgage
Loans.

               (ii)   Each assessment of compliance  provided by a Subservicer  pursuant to Section  2(e)(i)(A)
        shall address each of the applicable  Servicing Criteria specified on a certification  substantially in
        the form of  Exhibit A hereto  delivered  to the  Purchaser  concurrently  with the  execution  of this
        Agreement or, in the case of a Subservicer  subsequently  appointed as such, on or prior to the date of
        such appointment.  An assessment of compliance  provided by a Participating  Entity pursuant to Section
        2(e)(i)(C)  need not address any elements of the Servicing  Criteria other than those  specified by the
        Company pursuant to Section 2(f).

               (iii)  If reasonably  requested by the Purchaser or any Depositor,  the Company shall provide to
        the  Purchaser,  any Master  Servicer or any  Depositor,  evidence of the  authorization  of the person
        signing any certification or statement pursuant to Section 2(d) or 2(e) of this Agreement.

        (f)    Use of Subservicers and Subcontractors.

        The Company shall not hire or otherwise  utilize the services of any  Subservicer to fulfill any of the
obligations  of the Company as servicer  under this Agreement or any related  Reconstitution  Agreement  unless
the Company  complies with the provisions of paragraph (i) of this  Subsection  (f). The Company shall not hire
or  otherwise  utilize  the  services of any  Subcontractor,  and shall not permit any  Subservicer  to hire or
otherwise  utilize the  services of any  Subcontractor,  to fulfill  any of the  obligations  of the Company as
servicer  under this Agreement or any related  Reconstitution  Agreement  unless the Company  complies with the
provisions of paragraph (ii) of this Subsection (f).

               (i)    It shall not be  necessary  for the Company to seek the consent of the  Purchaser  or any
        Depositor to the  utilization  of any  Subservicer.  If required by  Regulation  AB, the Company  shall
        cause any Subservicer  used by the Company (or by any Subservicer) for the benefit of the Purchaser and
        any  Depositor  to comply with the  provisions  of this  Section  and with  Sections  2(b),  2(c)(iii),
        2(c)(v),  2(d),  and 2(e) of this Agreement , and to provide the  information  required with respect to
        such  Subservicer  under  Section  2(c)(iv) of this  Agreement.  The Company shall be  responsible  for
        obtaining  from each  Subservicer  and  delivering  to the  Purchaser  and any  Depositor  any servicer
        compliance  statement  required to be delivered by such Subservicer  under Section 2(d), any assessment
        of compliance and attestation  required to be delivered by such Subservicer  under Section 2(e) and any
        certification  required to be delivered to the Person that will be responsible for signing the Sarbanes
        Certification under Section 2(e) as and when required to be delivered.

               (ii)   It shall not be  necessary  for the Company to seek the consent of the  Purchaser  or any
        Depositor to the  utilization  of any  Subcontractor.  If required by Regulation  AB, the Company shall
        promptly upon request  provide to the  Purchaser  and any Depositor (or any designee of the  Depositor,
        such as a master  servicer or  administrator)  a written  description  of the role and function of each
        Subcontractor  utilized by the Company or any  Subservicer,  specifying  (A) the  identity of each such
        Subcontractor,  (B) which (if any) of such  Subcontractors  are Participating  Entities,  and (C) which
        elements of the Servicing  Criteria  will be addressed in  assessments  of compliance  provided by each
        Participating Entity identified pursuant to clause (B) of this paragraph.

        The Company shall cause any such  Participating  Entity used by the Company (or by any Subservicer) for
the  benefit  of the  Purchaser  and any  Depositor  to comply  with the  provisions  of  Section  2(e) of this
Agreement.  The Company shall be  responsible  for obtaining from each  Participating  Entity and delivering to
the Purchaser and any Depositor any assessment of compliance and  attestation  and  certificate  required to be
delivered by such Participating Entity under Section 2(e), in each case as and when required to be delivered.

        (g)    Indemnification; Remedies.

               (i)    The  Company  shall   indemnify   the  Purchaser  and  each  of  the  following   parties
        participating  in  a  Securitization  Transaction:   each  sponsor  and  issuing  entity;  each  Person
        responsible  for the execution or filing of any report  required to be filed with the  Commission  with
        respect to such  Securitization  Transaction,  or for  execution  of a  certification  pursuant to Rule
        13a-14(d) or Rule  15d-14(d)  under the Exchange Act with respect to such  Securitization  Transaction;
        each Person who controls any of such parties  (within the meaning of Section 15 of the  Securities  Act
        and Section 20 of the Exchange  Act);  and the respective  present and former  directors,  officers and
        employees of each of the foregoing and of the Depositor,  and shall hold each of them harmless from and
        against any losses, damages, penalties, fines, forfeitures,  legal fees and expenses and related costs,
        judgments,  and any other costs, fees and expenses that any of them may sustain arising out of or based
        upon:

                      (A)(1) any untrue  statement of a material  fact  contained or alleged to be contained in
               any written  information,  written report,  certification or other material  provided under this
               Amendment Reg AB by or on behalf of the Company,  or provided  under this Amendment Reg AB by or
               on behalf of any Subservicer,  Participating  Entity or, if applicable,  Third-Party  Originator
               (collectively,  the "Company Information"),  or (2) the omission or alleged omission to state in
               the Company  Information  a material fact  required to be stated in the Company  Information  or
               necessary  in order to make the  statements  therein,  in the light of the  circumstances  under
               which they were made, not  misleading;  provided,  by way of  clarification,  that clause (2) of
               this paragraph shall be construed solely by reference to the Company  Information and not to any
               other  information  communicated  in connection  with a sale or purchase of securities,  without
               regard to whether the Company  Information or any portion thereof is presented  together with or
               separately from such other information;

                      (B)    any failure by the  Company,  any  Subservicer,  any  Participating  Entity or any
               Third-Party Originator to deliver any information,  report,  certification,  accountants' letter
               or other  material when and as required  under this  Amendment Reg AB,  including any failure by
               the Company to identify pursuant to Section 2(f)(ii) any Participating Entity; or

                      (C)    any breach by the Company of a  representation  or  warranty  set forth in Section
               2(b)(i) or in a writing  furnished  pursuant to Section  2(b)(ii) and made as of a date prior to
               the closing date of the related  Securitization  Transaction,  to the extent that such breach is
               not cured by such closing date, or any breach by the Company of a representation  or warranty in
               a writing  furnished  pursuant to Section 2(b)(ii) to the extent made as of a date subsequent to
               such closing date.

        In the case of any failure of  performance  described  in clause  (i)(B) of this  Section,  the Company
shall promptly  reimburse the Purchaser,  any Depositor,  as applicable,  and each Person  responsible  for the
execution  or  filing  of  any  report  required  to  be  filed  with  the  Commission  with  respect  to  such
Securitization  Transaction,  or for execution of a certification  pursuant to Rule 13a-14(d) or Rule 15d-14(d)
under the Exchange Act with respect to such  Securitization  Transaction,  for all costs reasonably incurred by
each  such  party in order to obtain  the  information,  report,  certification,  accountants'  letter or other
material  not  delivered  as  required  by the  Company,  any  Subservicer,  any  Participating  Entity  or any
Third-Party Originator.

               (ii)   (A)    Any failure by the  Company,  any  Subservicer,  any  Participating  Entity or any
        Third-Party Originator to deliver any information, report, certification,  accountants' letter or other
        material  when and as required  under this  Amendment  Reg AB , which  continues  unremedied  for three
        Business  Days  after  receipt  by the  Company  and  the  applicable  Subservicer,  Subcontractor,  or
        Third-Party  Originator of written notice of such failure from the Purchaser or Depositor shall, except
        as  provided  in clause  (B) of this  paragraph,  constitute  an Event of Default  with  respect to the
        Company  under this  Agreement  and any  applicable  Reconstitution  Agreement,  and shall  entitle the
        Purchaser or Depositor,  as applicable,  in its sole discretion to terminate the rights and obligations
        of the Company as servicer under this Agreement and/or any applicable  Reconstitution Agreement related
        thereto without payment  (notwithstanding  anything in this Agreement or any applicable  Reconstitution
        Agreement  related  thereto to the contrary) of any  compensation to the Company (and if the Company is
        servicing  any of the Mortgage  Loans in a  Securitization  Transaction,  appoint a successor  servicer
        reasonably acceptable to any Master Servicer for such Securitization  Transaction);  provided,  however
        it is  understood  that the  Company  shall  retain any rights  pursuant to which it may be entitled to
        receive  reimbursement  for unreimbursed  Monthly  Advances and Servicing  Advances made by the Company
        under this Agreement and/or any applicable  Reconstitution  Agreement.  Notwithstanding anything to the
        contrary set forth herein,  to the extent that any provision of this  Agreement  and/or any  applicable
        Reconstitution  Agreement  expressly  provides  for the  survival  of  certain  rights  or  obligations
        following termination of the Company as servicer, such provision shall be given effect.

                      (B)    Any  failure  by the  Company,  any  Subservicer  or any  Participating  Entity to
               deliver any information,  report, certification or accountants' letter required under Regulation
               AB when and as required  under  Section  2(d) or 2(e),  including  any failure by the Company to
               identify a  Participating  Entity,  which  continues  unremedied for ten calendar days after the
               date on which such information,  report, certification or accountants' letter was required to be
               delivered shall  constitute an Event of Default with respect to the Company under this Agreement
               and any applicable  Reconstitution  Agreement,  and shall entitle the Purchaser or Depositor, as
               applicable,  in its sole  discretion to terminate the rights and  obligations  of the Company as
               servicer under this Agreement  and/or any applicable  Reconstitution  Agreement  without payment
               (notwithstanding  anything  in  this  Agreement  to the  contrary)  of any  compensation  to the
               Company;  provided,  however it is understood  that the Company shall retain any rights pursuant
               to which it may be entitled to receive  reimbursement  for  unreimbursed  Monthly  Advances  and
               Servicing   Advances  made  by  the  Company  under  this   Agreement   and/or  any   applicable
               Reconstitution  Agreement.  Notwithstanding  anything to the contrary set forth  herein,  to the
               extent that any  provision of this  Agreement  and/or any  applicable  Reconstitution  Agreement
               expressly  provides for the survival of certain rights or obligations  following  termination of
               the Company as servicer, such provision shall be given effect.

                      (C)    The Company shall  promptly  reimburse the Purchaser (or any affected  designee of
               the Purchaser,  such as a master servicer) and any Depositor, as applicable,  for all reasonable
               expenses  incurred by the Purchaser (or such  designee) or such  Depositor as such are incurred,
               in connection  with the  termination of the Company as servicer and the transfer of servicing of
               the Mortgage Loans to a successor  servicer.  The  provisions of this paragraph  shall not limit
               whatever rights the Company,  the Purchaser or any Depositor may have under other  provisions of
               this Agreement and/or any applicable  Reconstitution  Agreement or otherwise,  whether in equity
               or at law, such as an action for damages, specific performance or injunctive relief.

               (iii)  The Purchaser  agrees to indemnify and hold harmless the Company,  any  Subservicer,  any
        Participating Entity, and, if applicable,  any Third-Party Originator,  each Person who controls any of
        such  parties  (within the meaning of Section 15 of the  Securities  Act and Section 20 of the Exchange
        Act), and the respective present and former directors,  officers and employees of each of the foregoing
        from and against any losses,  damages,  penalties,  fines,  forfeitures,  legal fees and  expenses  and
        related costs,  judgments,  and any other costs, fees and expenses that any of them may sustain arising
        out of or based upon any untrue  statement or alleged  untrue  statement of any material fact contained
        in any filing with the  Commission  with  respect to a  Securitization  Transaction  or the omission or
        alleged  omission  to  state in any  filing  with  the  Commission  with  respect  to a  Securitization
        Transaction  a  material  fact  required  to be stated or  necessary  to be stated in order to make the
        statements therein,  in the light of the circumstances  under which they were made, not misleading,  in
        each case to the extent, but only to the extent, that such untrue statement,  alleged untrue statement,
        omission,  or  alleged  omission  relates  to  any  filing  with  the  Commission  with  respect  to  a
        Securitization Transaction other than the Company Information.

               (iv)   If the  indemnification  provided  for  herein is  unavailable  or  insufficient  to hold
        harmless the indemnified  party,  then the  indemnifying  party agrees that it shall  contribute to the
        amount  paid or  payable  by such  indemnified  party as a result of any  claims,  losses,  damages  or
        liabilities  uncured by such  indemnified  party in such  proportion as is  appropriate  to reflect the
        relative fault of such indemnified party on the one hand and the indemnifying party on the other.

               (v)    This  indemnification  shall  survive the  termination  of this  Amendment  Reg AB or the
        termination of any party to this Amendment Reg AB.

3.      Notwithstanding  any other  provision of this  Amendment Reg AB, the Company shall seek the consent of
the Purchaser for the utilization of all  Subservicers  and  Participating  Entities,  when required by and in
accordance with the terms of the Existing Agreement.

4.      The Existing  Agreement  is hereby  amended by adding the  Exhibits  attached  hereto as Exhibit A and
Exhibit B to the end thereto.  References  in this  Amendment  Reg AB to "this  Agreement" or words of similar
import  (including  indirect  references  to the  Agreement)  shall be deemed to be references to the Existing
Agreement as amended by this  Amendment  Reg AB.  Except as expressly  amended and modified by this  Amendment
Reg AB, the Agreement shall continue to be, and shall remain,  in full force and effect in accordance with its
terms.  In the event of a  conflict  between  this  Amendment  Reg AB and any other  document  or  agreement,
including without limitation the Existing Agreement, this Amendment Reg AB shall control.

5.      All notification pursuant to Section 2(c)(iv) should be sent to:

               EMC Mortgage Corporation
               2780 Lake Vista Drive
               Lewisville, TX  75067-3884
               Attention:  Conduit Seller Approval Dept.
               Facsimile:  (214) 626-3751
               Email:  sellerapproval@bear.com

               With a copy to:

               Bear, Stearns & Co. Inc.
               383 Madison Avenue, 3rd Floor
               New, York, NY  10179
               Attention:  Global Credit Administration
               Facsimile:  (212) 272-6564

               All notification pursuant to Section 2(c)(iv)(4) should be sent to:

               EMC Mortgage Corporation
               Two Mac Arthur Ridge
               909 Hidden Ridge Drive, Suite 200
               Irving, TX  75038
               Attention:  Associate General Counsel for Loan Administration
               Facsimile:  (972) 831-2555

               With copies to:

               Bear, Stearns & Co. Inc.
               383 Madison Avenue, 3rd Floor
               New, York, NY  10179
               Attention:  Global Credit Administration
               Facsimile:  (212) 272-6564

               EMC Mortgage Corporation
               2780 Lake Vista Drive
               Lewisville, TX  75067-3884
               Attention:  Conduit Seller Approval Dept.
               Facsimile:  (214) 626-3751
               Email:  sellerapproval@bear.com

        All notifications to any Master Servicer,  to the extent such "Master Servicer" is Wells Fargo,  should
be sent to:

               UPS/FedEx Delivery:

               9062 Old Annapolis Road
               Columbia, MD  21045
               Attention: Corporate Trust Group, [Insert Deal Name]

               USPS Delivery:

               P.O. Box 98
               Columbia, MD  21046
               Attention: Corporate Trust Group, [Insert Deal Name]

6.      This  Amendment Reg AB shall be governed by and  construed in accordance  with the laws of the State of
New York  without  reference  to its  conflict of laws  provisions  (other than  Section  5-1401 of the General
Obligation  Law),  and the  obligations,  rights and  remedies of the  parties  hereunder  shall be  determined
accordance with such laws.


7.                               This  Amendment  Reg AB may be  executed  in one or more  counterparts  and by
different parties hereto on separate  counterparts,  each of which, when so executed,  shall constitute one and
the same  agreement.  This Amendment Reg AB will become  effective as of the date first mentioned  above.  This
Amendment  Reg AB shall bind and inure to the benefit of and be  enforceable  by the Company and the  Purchaser
and the  respective  permitted  successors  and assigns of the Company  and the  successors  and assigns of the
Purchaser.



                                           [Signature Page Follows]




                                                                             Signature page to Amendment Reg AB


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

                                            EMC MORTGAGE CORPORATION

                                            Purchaser

                                            By:                                          
                                            Name:                                        
                                            Title:                                       



                                            COUNTRYWIDE HOME LOANS, INC.
Company
By:                                                                                      
Name:                                                                                    
Title:                                                                                   














                                                   EXHIBIT A

                        SERVICING CRITERIA TO BE ADDRESSED IN ASSESSMENT OF COMPLIANCE

        The assessment of compliance to be delivered by [the Company] [Name of Subservicer]  shall address,  at
a minimum, the applicable criteria identified below as "Applicable Servicing Criteria":

-------------------------------------------------------------------------- ------------------
                                                                              Applicable
                                                                               Servicing
                           Servicing Criteria                                  Criteria
-------------------------------------------------------------------------- ------------------
----------------- -------------------------------------------------------- ------------------
   Reference                             Criteria
----------------- -------------------------------------------------------- ------------------
----------------- -------------------------------------------------------- ------------------
                             General Servicing Considerations
----------------- -------------------------------------------------------- ------------------
----------------- -------------------------------------------------------- ------------------
1122(d)(1)(i)     Policies and  procedures  are instituted to monitor any          X
                  performance  or other triggers and events of default in
                  accordance with the transaction agreements.
----------------- -------------------------------------------------------- ------------------
----------------- -------------------------------------------------------- ------------------
1122(d)(1)(ii)    If any material servicing  activities are outsourced to          X
                  third  parties,  policies and procedures are instituted
                  to   monitor   the  third   party's   performance   and
                  compliance with such servicing activities.
----------------- -------------------------------------------------------- ------------------
----------------- -------------------------------------------------------- ------------------
1122(d)(1)(iii)   Any  requirements  in  the  transaction  agreements  to
                  maintain a back-up  servicer for the mortgage loans are
                  maintained.
----------------- -------------------------------------------------------- ------------------
----------------- -------------------------------------------------------- ------------------
1122(d)(1)(iv)    A fidelity bond and errors and  omissions  policy is in          X
                  effect  on the  party  participating  in the  servicing
                  function  throughout the reporting period in the amount
                  of coverage  required by and  otherwise  in  accordance
                  with the terms of the transaction agreements.
----------------- -------------------------------------------------------- ------------------
----------------- -------------------------------------------------------- ------------------
                            Cash Collection and Administration
----------------- -------------------------------------------------------- ------------------
----------------- -------------------------------------------------------- ------------------
1122(d)(2)(i)     Payments  on  mortgage  loans  are  deposited  into the          X
                  appropriate  custodial  bank  accounts and related bank
                  clearing  accounts  no  more  than  two  business  days
                  following  receipt,   or  such  other  number  of  days
                  specified in the transaction agreements.
----------------- -------------------------------------------------------- ------------------
----------------- -------------------------------------------------------- ------------------
1122(d)(2)(ii)    Disbursements  made via wire  transfer  on behalf of an          X
                  obligor or to an investor  are made only by  authorized
                  personnel.
----------------- -------------------------------------------------------- ------------------
----------------- -------------------------------------------------------- ------------------
1122(d)(2)(iii)   Advances of funds or guarantees regarding  collections,          X
                  cash flows or distributions,  and any interest or other
                  fees charged for such advances,  are made, reviewed and
                  approved as specified in the transaction agreements.
----------------- -------------------------------------------------------- ------------------
----------------- -------------------------------------------------------- ------------------
                  The related accounts for the transaction,  such as cash
                  reserve  accounts or accounts  established as a form of
                  overcollateralization,    are   separately   maintained          X
                  (e.g.,  with  respect  to  commingling  of cash) as set
1122(d)(2)(iv)    forth in the transaction agreements.
----------------- -------------------------------------------------------- ------------------
----------------- -------------------------------------------------------- ------------------
1122(d)(2)(v)     Each  custodial  account is  maintained  at a federally          X
                  insured  depository  institution  as set  forth  in the
                  transaction   agreements.    For   purposes   of   this
                  criterion,  "federally insured depository  institution"
                  with respect to a foreign  financial  institution means
                  a  foreign   financial   institution   that  meets  the
                  requirements  of  Rule  13k-1(b)(1)  of the  Securities
                  Exchange Act.
----------------- -------------------------------------------------------- ------------------
----------------- -------------------------------------------------------- ------------------
1122(d)(2)(vi)    Unissued  checks  are  safeguarded  so  as  to  prevent          X
                  unauthorized access.
----------------- -------------------------------------------------------- ------------------
----------------- -------------------------------------------------------- ------------------
1122(d)(2)(vii)   Reconciliations  are  prepared  on a monthly  basis for          X
                  all  asset-backed  securities  related  bank  accounts,
                  including  custodial accounts and related bank clearing
                  accounts.  These reconciliations are (A) mathematically
                  accurate;  (B) prepared  within 30 calendar  days after
                  the bank  statement  cutoff date,  or such other number
                  of days specified in the  transaction  agreements;  (C)
                  reviewed and approved by someone  other than the person
                  who  prepared  the  reconciliation;   and  (D)  contain
                  explanations for reconciling  items.  These reconciling
                  items are  resolved  within 90  calendar  days of their
                  original  identification,  or such other number of days
                  specified in the transaction agreements.
----------------- -------------------------------------------------------- ------------------
----------------- -------------------------------------------------------- ------------------
                            Investor Remittances and Reporting
----------------- -------------------------------------------------------- ------------------
----------------- -------------------------------------------------------- ------------------
1122(d)(3)(i)     Reports to investors,  including those to be filed with          X
                  the  Commission,  are maintained in accordance with the
                  transaction   agreements  and   applicable   Commission
                  requirements.   Specifically,   such  reports  (A)  are
                  prepared in accordance  with timeframes and other terms
                  set forth in the  transaction  agreements;  (B) provide
                  information  calculated  in  accordance  with the terms
                  specified in the transaction agreements;  (C) are filed
                  with  the  Commission  as  required  by its  rules  and
                  regulations;  and  (D)  agree  with  investors'  or the
                  trustee's  records  as to the  total  unpaid  principal
                  balance  and number of mortgage  loans  serviced by the
                  Servicer.
----------------- -------------------------------------------------------- ------------------
----------------- -------------------------------------------------------- ------------------
1122(d)(3)(ii)    Amounts due to investors  are allocated and remitted in          X
                  accordance with timeframes,  distribution  priority and
                  other terms set forth in the transaction agreements.
----------------- -------------------------------------------------------- ------------------
----------------- -------------------------------------------------------- ------------------
                  Disbursements  made to an  investor  are posted  within
                  two business days to the Servicer's  investor  records,
                  or  such  other   number  of  days   specified  in  the          X
1122(d)(3)(iii)   transaction agreements.
----------------- -------------------------------------------------------- ------------------
----------------- -------------------------------------------------------- ------------------
                  Amounts  remitted to investors per the investor reports
                  agree with cancelled  checks, or other form of payment,          X
1122(d)(3)(iv)    or custodial bank statements.
----------------- -------------------------------------------------------- ------------------
----------------- -------------------------------------------------------- ------------------
                                 Pool Asset Administration
----------------- -------------------------------------------------------- ------------------
----------------- -------------------------------------------------------- ------------------
1122(d)(4)(i)     Collateral or security on mortgage  loans is maintained          X
                  as required by the  transaction  agreements  or related
                  mortgage loan documents.
----------------- -------------------------------------------------------- ------------------
----------------- -------------------------------------------------------- ------------------
                  Mortgage loan and related  documents are safeguarded as          X
1122(d)(4)(ii)    required by the transaction agreements
----------------- -------------------------------------------------------- ------------------
----------------- -------------------------------------------------------- ------------------
1122(d)(4)(iii)   Any additions,  removals or  substitutions to the asset          X
                  pool are made,  reviewed  and  approved  in  accordance
                  with any conditions or  requirements in the transaction
                  agreements.
----------------- -------------------------------------------------------- ------------------
----------------- -------------------------------------------------------- ------------------
1122(d)(4)(iv)    Payments  on mortgage  loans,  including  any  payoffs,          X
                  made in  accordance  with  the  related  mortgage  loan
                  documents are posted to the Servicer's  obligor records
                  maintained   no  more  than  two  business  days  after
                  receipt,  or such other number of days specified in the
                  transaction  agreements,  and  allocated to  principal,
                  interest or other items  (e.g.,  escrow) in  accordance
                  with the related mortgage loan documents.
----------------- -------------------------------------------------------- ------------------
----------------- -------------------------------------------------------- ------------------
1122(d)(4)(v)     The  Servicer's  records  regarding the mortgage  loans          X
                  agree with the  Servicer's  records  with respect to an
                  obligor's unpaid principal balance.
----------------- -------------------------------------------------------- ------------------
----------------- -------------------------------------------------------- ------------------
1122(d)(4)(vi)    Changes  with  respect  to the  terms or  status  of an          X
                  obligor's  mortgage loans (e.g., loan  modifications or
                  re-agings)   are  made,   reviewed   and   approved  by
                  authorized    personnel   in   accordance    with   the
                  transaction   agreements   and   related   pool   asset
                  documents.
----------------- -------------------------------------------------------- ------------------
----------------- -------------------------------------------------------- ------------------
1122(d)(4)(vii)   Loss mitigation or recovery actions (e.g.,  forbearance          X
                  plans,  modifications and deeds in lieu of foreclosure,
                  foreclosures  and  repossessions,  as  applicable)  are
                  initiated,  conducted and concluded in accordance  with
                  the  timeframes or other  requirements  established  by
                  the transaction agreements.
----------------- -------------------------------------------------------- ------------------
----------------- -------------------------------------------------------- ------------------
1122(d)(4)(viii)  Records  documenting  collection efforts are maintained          X
                  during  the  period a mortgage  loan is  delinquent  in
                  accordance  with  the  transaction   agreements.   Such
                  records are maintained on at least a monthly basis,  or
                  such  other  period   specified   in  the   transaction
                  agreements,  and describe the  entity's  activities  in
                  monitoring  delinquent  mortgage loans  including,  for
                  example,  phone calls, letters and payment rescheduling
                  plans in cases where  delinquency  is deemed  temporary
                  (e.g., illness or unemployment).
----------------- -------------------------------------------------------- ------------------
----------------- -------------------------------------------------------- ------------------
1122(d)(4)(ix)    Adjustments  to  interest  rates or rates of return for          X
                  mortgage  loans with variable  rates are computed based
                  on the related mortgage loan documents.
----------------- -------------------------------------------------------- ------------------
----------------- -------------------------------------------------------- ------------------
1122(d)(4)(x)     Regarding  any funds held in trust for an obligor (such          X
                  as escrow  accounts):  (A) such funds are analyzed,  in
                  accordance with the obligor's  mortgage loan documents,
                  on at least  an  annual  basis,  or such  other  period
                  specified in the transaction  agreements;  (B) interest
                  on such funds is paid,  or  credited,  to  obligors  in
                  accordance with applicable  mortgage loan documents and
                  state  laws;  and (C) such  funds are  returned  to the
                  obligor  within 30 calendar  days of full  repayment of
                  the related  mortgage  loans,  or such other  number of
                  days specified in the transaction agreements.
----------------- -------------------------------------------------------- ------------------
----------------- -------------------------------------------------------- ------------------
1122(d)(4)(xi)    Payments  made on behalf of an obligor  (such as tax or          X
                  insurance  payments)  are made on or before the related
                  penalty  or  expiration  dates,  as  indicated  on  the
                  appropriate   bills  or  notices  for  such   payments,
                  provided  that such  support  has been  received by the
                  servicer  at  least  30  calendar  days  prior to these
                  dates,  or such other  number of days  specified in the
                  transaction agreements.
----------------- -------------------------------------------------------- ------------------
----------------- -------------------------------------------------------- ------------------
1122(d)(4)(xii)   Any  late  payment  penalties  in  connection  with any          X
                  payment  to be made on  behalf of an  obligor  are paid
                  from  the  servicer's  funds  and  not  charged  to the
                  obligor,  unless  the  late  payment  was  due  to  the
                  obligor's error or omission.
----------------- -------------------------------------------------------- ------------------
----------------- -------------------------------------------------------- ------------------
                  Disbursements  made on behalf of an obligor  are posted
                  within  two  business  days  to the  obligor's  records
                  maintained  by the  servicer,  or such other  number of          X
1122(d)(4)(xiii)  days specified in the transaction agreements.
----------------- -------------------------------------------------------- ------------------





----------------- -------------------------------------------------------- ------------------
1122(d)(4)(xiv)   Delinquencies,  charge-offs and uncollectible  accounts          X
                  are  recognized  and  recorded in  accordance  with the
                  transaction agreements.
----------------- -------------------------------------------------------- ------------------
----------------- -------------------------------------------------------- ------------------
                  Any external  enhancement or other support,  identified
                  in  Item  1114(a)(1)   through  (3)  or  Item  1115  of
                  Regulation  AB,  is  maintained  as  set  forth  in the
1122(d)(4)(xv)    transaction agreements.
----------------- -------------------------------------------------------- ------------------




                                            [NAME OF COMPANY] [NAME OF SUBSERVICER]


                                            Date:                                         



                                            By:                                           
                                            Name:                                         
                                            Title:









                                                   EXHIBIT B


                                         FORM OF ANNUAL CERTIFICATION
I.      The   [  ]   agreement   dated   as   of   [   ],   200[   ]   (the   "Agreement"),   among   [IDENTIFY
               PARTIES]

        I, ________________________________, the _______________________ of Countrywide Home Loans, Inc.,
certify to [the Purchaser], [the Depositor], [Master Servicer], [Securities Administrator] or [Trustee], and
its officers, with the knowledge and intent that they will rely upon this certification, that:

               (1)    I have reviewed the servicer  compliance  statement of the Company provided in accordance
        with  Item 1123 of  Regulation  AB (the  "Compliance  Statement"),  the  report  on  assessment  of the
        Company's  compliance  with the  servicing  criteria  set forth in Item 1122(d) of  Regulation  AB (the
        "Servicing  Criteria"),  provided in accordance with Rules 13a-18 and 15d-18 under Securities  Exchange
        Act of  1934,  as  amended  (the  "Exchange  Act")  and  Item  1122 of  Regulation  AB (the  "Servicing
        Assessment"),  the registered public accounting firm's  attestation  report provided in accordance with
        Rules 13a-18 and 15d-18 under the Exchange Act and Section  1122(b) of Regulation AB (the  "Attestation
        Report"),  and all servicing  reports,  officer's  certificates and other  information  relating to the
        servicing of the Mortgage  Loans by the Company during 200[ ] that were delivered by the Company to the
        [Depositor]  [Master  Servicer]  [Securities  Administrator]  or  [Trustee]  pursuant to the  Agreement
        (collectively, the "Company Servicing Information");

               (2)    Based on my knowledge,  the Company  Servicing  Information,  taken as a whole,  does not
        contain any untrue  statement of a material fact or omit to state a material fact necessary to make the
        statements  made,  in the light of the  circumstances  under  which  such  statements  were  made,  not
        misleading with respect to the period of time covered by the Company Servicing Information;

               (3)    Based on my knowledge,  all of the Company Servicing  Information required to be provided
        by the Company under the Agreement has been provided to the [Depositor]  [Master Servicer]  [Securities
        Administrator] or [Trustee];

               (4)    I am  responsible  for  reviewing  the  activities  performed  by the Company as servicer
        under the  Agreement,  and based on my knowledge and the compliance  review  conducted in preparing the
        Compliance Statement and except as disclosed in the Compliance  Statement,  the Servicing Assessment or
        the Attestation Report, the Company has fulfilled its obligations under the Agreement; and


                                                  [Intentionally Left Blank]






               (5)    The  Compliance  Statement  required  to be  delivered  by the  Company  pursuant to this
        Agreement,  and the Servicing  Assessment and Attestation Report required to be provided by the Company
        and by each Subservicer and Participating  Entity pursuant to the Agreement,  have been provided to the
        [Depositor] [Master Servicer].  Any material instances of noncompliance  described in such reports have
        been disclosed to the [Depositor]  [Master  Servicer].  Any material instance of noncompliance with the
        Servicing Criteria has been disclosed in such reports.




                                            Date:                                         



                                            By:                                           
                                            Name:                                         
                                            Title:


                                                                                                    EXHIBIT H-4

                                            EMC SERVICING AGREEMENT


                ______________________________________________________________________________






                                 STRUCTURED ASSET MORTGAGE INVESTMENTS II INC.
                                                     Owner

                                                      and

                                           EMC MORTGAGE CORPORATION
                                                   Servicer




                                              SERVICING AGREEMENT

                                           Dated as of June 1, 2006





                       _________________________________________________________________








EXHIBITS


Exhibit A      Mortgage Loan Schedule

Exhibit B      Custodial Account Letter Agreement

Exhibit C      Escrow Account Letter Agreement

Exhibit D      Form of Request for Release

Exhibit E      Reporting Data for Monthly Report

Exhibit F      Reporting Data for Defaulted Loans

Exhibit G      Form of Owner Certification

Exhibit H      Summary of Regulation AB Servicing Criteria

Exhibit I      Summary of Applicable Regulation AB Requirements

Exhibit J      Servicing Criteria to be Addressed in Assessment of Compliance

Exhibit K      Reporting Data for Realized Losses and Gains








        THIS IS A SERVICING  AGREEMENT,  dated as of June 1, 2006,  and is executed  between  Structured  Asset
Mortgage Investments II Inc. (the "Owner") and EMC Mortgage Corporation (the "Servicer").

                                             W I T N E S S E T H :

        WHEREAS, the Owner is the owner of the Mortgage Loans;

        WHEREAS, the Owner and the Servicer wish to prescribe the permanent  management,  servicing and control
of the Mortgage Loans;

        NOW,  THEREFORE,  in consideration of the mutual  agreements  hereinafter set forth, and for other good
and  valuable  consideration,  the receipt  and  adequacy  of which is hereby  acknowledged,  the Owner and the
Servicer agree as follows:

                                                   ARTICLE I
                                                  DEFINITIONS

        Section 1.01.  Defined Terms.

        Whenever  used in this  Agreement,  the  following  words and  phrases,  unless the  context  otherwise
requires, shall have the following meaning specified in this Article:

        Accepted Servicing  Practices:  The procedures,  including prudent  collection and loan  administration
procedures,  and the standard of care (i) employed by prudent  mortgage  servicers which service mortgage loans
of the same type as the  Mortgage  Loans in the  jurisdictions  in which the related  Mortgage  Properties  are
located  or (ii) in  accordance  with the  Fannie Mae Guide or  Freddie  Mac  Guide,  subject to any  variances
negotiated  with  Fannie Mae or Freddie  Mac and  subject to the express  provisions  of this  Agreement.  Such
standard of care shall not be lower than that the Servicer  customarily  employs and exercises in servicing and
administering  similar  mortgage  loans for its own account and shall be in full  compliance  with all federal,
state, and local laws, ordinances, rules and regulations.

        Adjustment  Date:  As to each ARM Loan,  the date on which the  Mortgage  Interest  Rate is adjusted in
accordance with the terms of the related Mortgage Note.

        Agreement:  This Servicing Agreement  including all exhibits hereto,  amendments hereof and supplements
hereto.

        ARM Loans: First lien,  conventional,  1-4 family residential  Mortgage Loans with interest rates which
adjust  from time to time in  accordance  with the  related  Index and are  subject to  Periodic  Rate Caps and
Lifetime Rate Caps and which may permit conversion to fixed interest rates.

        Business  Day:  Any day other than (i) a Saturday or Sunday,  or (ii) a legal  holiday in the States of
Maryland,  Minnesota, New York or the jurisdiction in which the Servicer conducts its servicing activities,  or
(iii) a day on which banks in the States of  Maryland,  Minnesota,  New York or the  jurisdiction  in which the
Servicer conducts its servicing activities are authorized or obligated by law or executive order to be closed.

        Code:  The Internal  Revenue Code of 1986,  as it may be amended  from time to time,  or any  successor
statute thereto, and applicable U.S. Department of the Treasury regulations issued pursuant thereto.

        Commission or SEC:  The Securities and Exchange Commission.

        Condemnation  Proceeds:  All  awards  or  settlements  in  respect  of a  Mortgaged  Property,  whether
permanent or temporary,  partial or entire, by exercise of the power of eminent domain or condemnation,  to the
extent not required to be released to a Mortgagor in  accordance  with the terms of the related  Mortgage  Loan
Documents.

        Custodial  Account:  One or more demand account or accounts created and maintained  pursuant to Section
4.04 which shall be entitled  "EMC  Custodial  Account in trust for SAMI II, Owner of Whole Loan  Mortgages and
various  Mortgagors"  established  at a  Qualified  Depository,  each of which  accounts  shall be held by such
Qualified Depository in  a fiduciary capacity, separate and apart from its funds and general assets.

        Custodian:  Wells Fargo Bank, National Association, or such other custodian as Owner shall designate.

        Cut-off Date:  The open of business on June 1, 2006.

        Delinquent:  As defined in the related pooling and servicing agreement.

        Depositor:  The depositor,  as such term is defined in Regulation AB, with respect to any  Pass-Through
Transfer.

        Determination  Date:  The 15th  day (or if such  15th  day is not a  Business  Day,  the  Business  Day
immediately preceding such 15th day) of the month of the Remittance Date.

        Due Date:  Each day on which  payments of principal  and interest are required to be paid in accordance
with the terms of the related Mortgage Note, exclusive of any days of grace.

        Due Period:  With  respect to each  Remittance  Date,  the period  commencing  on the second day of the
month  preceding the month of such  Remittance  Date and ending on the first day of the month of the Remittance
Date.

        Escrow  Account:  The separate  trust account or accounts  created and  maintained  pursuant to Section
4.06 which shall be entitled  "EMC Escrow  Account,  in trust for SAMI II,  Owner of Whole Loan  Mortgages  and
various  Mortgagors"  and shall be  established at a Qualified  Depository,  each of which accounts shall in no
event contain funds in excess of the FDIC insurance limits.

        Escrow  Payments:  With respect to any Mortgage Loan,  the amounts  constituting  ground rents,  taxes,
assessments,  water  rates,  sewer rents,  municipal  charges,  mortgage  insurance  premiums,  fire and hazard
insurance premiums,  condominium  charges, and any other payments required to be escrowed by the Mortgagor with
the mortgagee pursuant to the Mortgage or any other document.

        Event of Default:   Any one of the conditions or circumstances enumerated in Section 9.01.

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

        Fannie Mae:  Fannie Mae, or any successor thereto.

        Fannie Mae Guide:  The Fannie Mae Selling Guide and the Fannie Mae Servicing  Guide and all  amendments
or additions thereto.

        Fidelity Bond:  A fidelity bond to be maintained by the Servicer pursuant to Section 4.12.

        FIRREA:  The Financial  Institutions  Reform,  Recovery,  and  Enforcement Act of 1989, as amended from
time to time.

        Freddie Mac:  Freddie Mac, or any successor thereto.

        Freddie  Mac  Guide:  The  Freddie  Mac  Selling  Guide and the  Freddie  Mac  Servicing  Guide and all
amendments or additions thereto.

        Full Principal  Prepayment:  A Principal Prepayment made by a Mortgagor of the entire principal balance
of a Mortgage Loan.

        GAAP:  Generally accepted accounting procedures, consistently applied.

        HUD:   The United States Department of Housing and Urban Development or any successor.

        Index:  With respect to each ARM Loan, on the related  Adjustment Date, the index used to determine the
Mortgage Interest Rate on each such ARM Loan.

        Insurance  Proceeds:  With respect to each Mortgage Loan,  proceeds of insurance  policies insuring the
Mortgage Loan or the related Mortgaged Property.

        Lifetime  Rate Cap:  With respect to each ARM Loan,  the maximum  Mortgage  Interest Rate over the term
of such Mortgage Loan, as specified in the related Mortgage Note.

        Liquidation Proceeds:  Amounts,  other than Insurance Proceeds and Condemnation  Proceeds,  received in
connection  with the liquidation of a defaulted  Mortgage Loan,  whether through the sale or assignment of such
Mortgage  Loan,  trustee's  sale,  foreclosure  sale or otherwise,  other than amounts  received  following the
acquisition of an REO Property pursuant to Section 4.13.

        Margin:  With respect to each ARM Loan, the fixed percentage  amount set forth in each related Mortgage
Note which is added to the Index in order to determine the related Mortgage Interest Rate.

        Master Servicer:  Wells Fargo Bank,  National  Association,  its successors in interest and assigns, or
any successor thereto designated by the Owner.

        Monthly  Advance:  The aggregate of the advances made by the Servicer on any  Remittance  Date pursuant
to Section 5.03.

        Monthly  Payment:  With respect to each Mortgage Loan, the scheduled  monthly  payment of principal and
interest thereon which is payable by the related Mortgagor under the related Mortgage Note.

        Mortgage:  The  mortgage,  deed of trust or other  instrument  securing a Mortgage Note which creates a
first lien on an unsubordinated estate in fee simple in real property securing the Mortgage Note.

        Mortgage  Interest Rate:  The annual rate at which interest  accrues on any Mortgage Loan in accordance
with the  provisions  of the related  Mortgage  Note,  and in the case of an ARM Loan, as adjusted from time to
time on each  Adjustment  Date for such Mortgage Loan to equal the Index for such Mortgage Loan plus the Margin
for such Mortgage Loan,  and subject to the  limitations on such interest rate imposed by the Periodic Rate Cap
and the Lifetime Rate Cap.

        Mortgage  Loan:  An  individual  Mortgage  Loan  described  herein  and as  further  identified  on the
Mortgage Loan  Schedule,  which Mortgage Loan includes  without  limitation  the Mortgage Loan  Documents,  the
Monthly Payments, Principal Prepayments,  Liquidation Proceeds,  Condemnation Proceeds, Insurance Proceeds, REO
Disposition Proceeds,  and all other rights,  benefits,  proceeds and obligations arising from or in connection
with such Mortgage Loan.

        Mortgage Loan Documents:  The original mortgage loan legal documents held by the Custodian.

        Mortgage  Loan  Remittance  Rate:  With  respect to each  Mortgage  Loan,  the annual  rate of interest
remitted to the Owner,  which shall be equal to the related  Mortgage  Interest  Rate minus the  Servicing  Fee
Rate.

        Mortgage Loan  Schedule:  The schedule of Mortgage  Loans  attached  hereto as Exhibit A, such schedule
being acceptable to the Owner and the Servicer.

        Mortgage Note:  The note or other evidence of the indebtedness of a Mortgagor secured by a Mortgage.

        Mortgaged Property:  The underlying real property securing repayment of a Mortgage Note.

        Mortgagor:  The obligor on a Mortgage Note.

        Net Liquidation Proceeds: As to any Mortgage Loan,  Liquidation Proceeds net of unreimbursed  Servicing
Advances,  Servicing  Fees and Monthly  Advances and expenses  incurred by the Servicer in connection  with the
liquidation of the Mortgage Loan and the related Mortgaged Property.

        Nonrecoverable  Advance:  Any advance  previously made by the Servicer  pursuant to Section 5.03 or any
Servicing  Advance  proposed to be made by the Servicer in respect of a Mortgage Loan or REO Property which, in
the good faith judgment of the Servicer,  may not be ultimately  recoverable  by the Servicer from  Liquidation
Proceeds or Insurance  Proceeds on such Mortgage  Loan or REO Property as provided  herein.  The  determination
by the  Servicer  that it has made a  Nonrecoverable  Advance,  or that a proposed  advance  may  constitute  a
Nonrecoverable  Advance,  shall be evidenced by an Officer's Certificate of the Servicer delivered to the Owner
and detailing the reasons for such determination.

        Officer's  Certificate:  A  certificate  signed by the Chairman of the Board,  the Vice Chairman of the
Board,  the President,  a Senior Vice President or a Vice President or by the Treasurer or the Secretary or one
of the Assistant  Treasurers or Assistant  Secretaries of the Servicer,  and delivered to the Owner as required
by this Agreement.

        Opinion of  Counsel:  A written  opinion of  counsel,  who may be an employee of the party on behalf of
whom the opinion is being given, reasonably acceptable to the Owner.

        Owner:  Structured  Asset  Mortgage  Investments  II Inc.  ("SAMI II"),  its successors in interest and
assigns (including the Trustee in connection with a Pass-Through Transfer).

        Partial Principal  Prepayment:  A Principal Prepayment by a Mortgagor of a partial principal balance of
a Mortgage Loan.

        Pass-Through  Transfer: Any transaction involving either (1) a sale or other transfer of some or all of
the Mortgage  Loans  directly or  indirectly to an issuing  entity in  connection  with an issuance of publicly
offered or  privately  placed,  rated or unrated  mortgage-backed  securities  or (2) an  issuance  of publicly
offered or privately placed,  rated or unrated  securities,  the payments on which are determined  primarily by
reference to one or more portfolios of residential  mortgage loans consisting,  in whole or in part, of some or
all of the Mortgage Loans.

        Periodic  Rate Cap:  With  respect to each ARM Loan,  the maximum  increase or decrease in the Mortgage
Interest Rate on any Adjustment Date.

        Permitted Investments:  Any one or more of the following obligations or securities:

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

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

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

               (iv)   securities  bearing  interest or sold at a discount issued by any corporation  (including
               any Trustee or the Master Servicer)  incorporated under the laws of the United States of America
               or any state thereof that are rated in one of the two highest  rating  categories by each Rating
               Agency at the time of such investment or contractual  commitment  providing for such investment;
               provided,  however,  that securities issued by any particular  corporation will not be Permitted
               Investments to the extent that  investments  therein will cause the then  outstanding  principal
               amount of securities issued by such corporation and held as Permitted  Investments to exceed 10%
               of the aggregate outstanding principal balances and amounts of all the Permitted Investments;

               (v)    commercial  paper   (including  both   non-interest-bearing   discount   obligations  and
               interest-bearing  obligations  payable on demand or on a  specified  date not more than one year
               after the date of issuance  thereof) which are rated in one of the two highest rating categories
               by each Rating Agency at the time of such investment;

               (vi)   any other  demand,  money market or time deposit,  obligation,  security or investment as
               may be acceptable to each Rating Agency; and

               (vii)  any money market funds the collateral of which consists of obligations  fully  guaranteed
               by the  United  States of  America or any  agency or  instrumentality  of the  United  States of
               America the  obligations  of which are backed by the full faith and credit of the United  States
               of America (which may include repurchase  obligations secured by collateral  described in clause
               (i)) and other  securities  (including  money market or common trust funds for which any Trustee
               or the Master  Servicer or any  affiliate  thereof  acts as a manager or an  advisor)  and which
               money market funds are rated in one of the two highest rating categories by each Rating Agency;


provided, however, that no instrument or security shall be a Permitted Investment if such instrument or
security evidences a right to receive only interest payments with respect to the obligations underlying such
instrument or if such security provides for payment of both principal and interest with a yield to maturity
in excess of 120% of the yield to maturity at par.
        Person: Any individual,  corporation,  partnership,  joint venture,  association,  joint-stock company,
limited  liability  company,  trust,  unincorporated  organization  or  government  or any agency or  political
subdivision thereof.

        Prepayment Charge: Any prepayment premium,  penalty or charge payable by a Mortgagor in connection with
any Principal Prepayment on a Mortgage Loan pursuant to the terms of the related Mortgage Note.

        Prepayment  Interest  Excess:  With respect to any Remittance Date, for each Mortgage Loan that was the
subject of a  Principal  Prepayment  in full or in part during the  portion of the  related  Prepayment  Period
occurring  between  the  first  day of the  calendar  month  in  which  such  Remittance  Date  occurs  and the
Determination  Date of the calendar  month in which such  Remittance  Date occurs,  an amount equal to interest
(to the extent  received) at the  applicable  Mortgage  Loan  Remittance  Rate on the amount of such  Principal
Prepayment for the number of days  commencing on the first day of the calendar  month in which such  Remittance
Date occurs and ending on the last date through which interest is collected from the related Mortgagor.

        Prepayment  Interest  Shortfall:  With respect to any Remittance Date, for each such Mortgage Loan that
was the  subject of a  Principal  Prepayment  during the portion of the  related  Prepayment  Period  occurring
between the first day of the related  Prepayment  Period and the last day of the calendar  month  preceding the
month in which such  Remittance  Date  occurs,  an amount  equal to interest (to be paid by the Servicer out of
its own funds without  reimbursement  therefor) at the applicable  Mortgage Loan  Remittance Rate on the amount
of such Principal  Prepayment for the number of days  commencing on the date on which the prepayment is applied
and ending on the last day of the calendar month preceding such Remittance Date.

        Prepayment  Period:  As to any  Remittance  Date, (a) in the case of Full  Principal  Prepayments,  the
period  commencing on the 16th day of the month prior to the month in which the related  Remittance Date occurs
and ending on the 15th day of the month in which such  Remittance  Date occurs,  and (b) in the case of Partial
Principal Prepayments or other recoveries, the preceding calendar month.

        Primary  Mortgage  Insurance  Policy:  Each primary policy of mortgage  insurance,  or any  replacement
policy therefor obtained by the Servicer pursuant to Section 4.08.

        Prime  Rate:  The prime rate of U.S.  money  center  banks as  published  from time to time in The Wall
Street Journal.

        Principal  Prepayment:  Any payment or other  recovery of principal on a Mortgage  Loan full or partial
which is  received in advance of its  scheduled  Due Date,  including  any  Prepayment  Charge and which is not
accompanied by an amount of interest  representing  scheduled interest due on any date or dates in any month or
months subsequent to the month of prepayment.

        Qualified  Appraiser:  An appraiser,  duly  appointed by the Servicer,  who had no interest,  direct or
indirect in the Mortgaged  Property or in any loan made on the security thereof,  and whose compensation is not
affected by the approval or disapproval of the Mortgage  Loan,  which  appraiser and the appraisal made by such
appraiser both satisfy the requirements of Title XI of FIRREA and the regulations promulgated  thereunder,  all
as in effect on the date the Mortgage Loan was originated.

        Qualified  Depository:  (a) The Custodian,  (b) a depository,  the accounts of which are insured by the
FDIC and the short term debt  ratings  and the long term  deposit  ratings of which are rated in one of the two
highest rating categories by either of Moody's  Investors  Service,  Inc. or Fitch,  Inc., or (c) a depository,
the  short-term  debt  obligations,  or other  short-term  deposits  of which are rated at least  'A-2' and the
long-term  unsecured debt  obligations of which are rated at least 'AA-' by Standard & Poor's Ratings  Service,
a division of The McGraw Hill Companies Inc.

        Qualified  Insurer:  An insurance  company duly qualified as such under the laws of the states in which
the Mortgaged  Properties are located,  duly  authorized and licensed in such states to transact the applicable
insurance  business  and to write the  insurance  provided,  approved  as an insurer by Fannie Mae and  Freddie
Mac.

        Rating Agency:  Standard & Poor's Ratings  Service,  a division of The McGraw Hill Companies  Inc., and
Moody's Investors Service, Inc.

        Reconstitution Agreement:  Any agreement involving any Pass-Through Transfer or Whole Loan Transfer.

        Regulation   AB:   Subpart   229.1100  -  Asset   Backed   Securities   (Regulation   AB),   17  C.F.R.
§§229.1100-229.1123,  as amended from time to time, and subject to such  clarification  and  interpretation  as
have been provided by the Commission in the adopting release (Asset-Backed  Securities,  Securities Act Release
No.  33-8518,  70 Fed.  Reg.  1,506,  1,531  (Jan.  7, 2005)) or by the staff of the  Commission,  or as may be
provided by the Commission or its staff from time to time.

        REMIC:  A "real estate mortgage investment conduit" within the meaning of Section 860D of the Code.

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

        Remittance  Date: The Remittance  Date shall be the 20th day of any month, or if such 20th day is not a
Business Day, the first Business Day immediately preceding such 20th day.

        REO Disposition:   The final sale by the Servicer of any REO Property.

        REO  Disposition  Proceeds:  Amounts  received  by  the  Servicer  in  connection  with a  related  REO
Disposition.

        REO  Property:  A Mortgaged  Property  acquired by the  Servicer on behalf of the Owner as described in
Section 4.13.

        Sarbanes  Certification:  A certification  required pursuant to The  Sarbanes-Oxley Act of 2002 and the
rules and regulations of the Commission  promulgated  thereunder  (including any  interpretations or amendments
thereof by the Commission's staff).

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

        Securities Administrator: The securities administrator with respect to any Pass-Through Transfer.

        Servicer:  EMC Mortgage  Corporation,  or any of its successors in interest or any successor under this
Agreement appointed as herein provided.

        Servicing  Advances:  All  customary,  reasonable  and  necessary  "out of pocket"  costs and  expenses
(including  reasonable  attorneys' fees and  disbursements)  incurred in the performance by the Servicer of its
servicing  obligations  relating  to each  Mortgage  Loan,  including,  but not limited to, the cost of (a) the
preservation,  restoration and protection of the Mortgaged  Property,  (b) any enforcement,  administrative  or
judicial  proceedings,  or any legal work or advice  specifically  related to  servicing  the  Mortgage  Loans,
including  but  not  limited  to,  foreclosures,   bankruptcies,   condemnations,   drug  seizures,  elections,
foreclosures  by subordinate or superior  lienholders,  and other legal actions  incidental to the servicing of
the Mortgage Loans  (provided  that such expenses are  reasonable and that the Servicer  specifies the Mortgage
Loan(s) to which such expenses  relate),  (c) the management and  liquidation of the Mortgaged  Property if the
Mortgaged Property is acquired in full or partial satisfaction of the Mortgage, (d) taxes,  assessments,  water
rates,  sewer rates and other charges which are or may become a lien upon the Mortgaged  Property,  and Primary
Mortgage  Insurance  Policy  premiums  and fire and  hazard  insurance  coverage  and (e)  compliance  with the
obligations under Section 4.08.

        Servicing  Criteria:  As of any date of  determination,  the  "servicing  criteria"  set  forth in Item
1122(d) of Regulation  AB, or any amendments  thereto,  a summary of the  requirements  of which as of the date
hereof is  attached  hereto as Exhibit H for  convenience  of  reference  only.  In the event of a conflict  or
inconsistency  between the terms of Exhibit H and the text of Item 1122(d) of  Regulation  AB, the text of Item
1122(d) of  Regulation  AB shall  control (or those  Servicing  Criteria  otherwise  mutually  agreed to by the
Owner,  the  Servicer  and any Person that will be  responsible  for signing any  Sarbanes  Certification  with
respect to a Pass-Through  Transfer in response to evolving  interpretations  of Regulation AB and incorporated
into a revised Exhibit H).

        Servicing  Fee: With respect to each Mortgage  Loan,  the amount of the annual  servicing fee the Owner
shall  pay to the  Servicer,  which  shall,  for a period of one full  month,  be equal to  one-twelfth  of the
product of (a) the  applicable  Servicing Fee Rate and (b) the  outstanding  principal  balance of the Mortgage
Loan.  Such fee shall be  payable  monthly,  computed  on the basis of the same  principal  amount  and  period
respecting which any related  interest  payment on a Mortgage Loan is computed.  The obligation of the Owner to
pay the  Servicing  Fee is limited  to, and the  Servicing  Fee is payable  from the  interest  portion of such
Monthly Payment collected by the Servicer or as otherwise provided under Section 4.05.

        Servicing Fee Rate:  The Servicing Fee Rate shall be a rate per annum equal to 0.375%.

        Servicing  File: The documents,  records and other items  pertaining to a particular  Mortgage Loan and
any additional  documents  relating to such Mortgage Loan as are in, or as may from time to time come into, the
Servicer's possession.

        Servicing  Officer:  Any officer of the Servicer  involved in, or responsible  for, the  administration
and  servicing  of the  Mortgage  Loans whose name  appears on a list of  servicing  officers  furnished by the
Servicer to the Owner upon request, as such list may from time to time be amended.

        Stated Principal Balance:  As to each Mortgage Loan as of any date of determination,  (i) the principal
balance of such  Mortgage  Loan after giving  effect to payments of  principal  due and received or for which a
Monthly Advance has been made, minus (ii) all amounts  previously  distributed to the Owner with respect to the
Mortgage Loan representing Principal Prepayments.

        Subcontractor:  Any  vendor,  subcontractor  or other  Person that is not  responsible  for the overall
servicing (as "servicing" is commonly understood by participants in the  mortgage-backed  securities market) of
Mortgage  Loans but performs one or more  discrete  functions  identified in Item 1122(d) of Regulation AB with
respect to Mortgage Loans under the direction or authority of the Servicer or a Subservicer.

        Subservicer:  Any Person that services  Mortgage Loans on behalf of the Servicer or any Subservicer and
is  responsible  for the  performance  (whether  directly  or  through  Subservicers  or  Subcontractors)  of a
substantial  portion of the material  servicing  functions  required to be performed by the Servicer under this
Agreement or any Reconstitution Agreement that are identified in Item 1122(d) of Regulation AB.

        Trustee:  The Person appointed as trustee in connection with any Pass-Through Transfer.

        Whole Loan  Transfer:  The sale or transfer of some or all of the  ownership  interest in the  Mortgage
Loans by the Owner to one or more third parties in whole loan or  participation  format,  which third party may
be Fannie Mae or Freddie Mac.

                                                  ARTICLE II
                       SERVICING OF MORTGAGE LOANS; POSSESSION OF SERVICING FILES; BOOKS
                              AND RECORDS; DELIVERY OF MORTGAGE LOAN DOCUMENTS

        Section 2.01.  Servicing of Mortgage Loans.

        The  Servicer  does hereby  agree to service the Mortgage  Loans in  accordance  with the terms of this
Agreement.  The rights of the Owner to receive  payments  with  respect to the  Mortgage  Loans shall be as set
forth in this Agreement.

        Section 2.02.  Maintenance of Servicing Files.

        The Servicer  shall  maintain a Servicing  File  consisting of all  documents  necessary to service the
Mortgage  Loans.  The  possession of each  Servicing  File by the Servicer is for the sole purpose of servicing
the Mortgage  Loan,  and such  retention and  possession by the Servicer is in a custodial  capacity  only. The
Servicer  acknowledges  that the ownership of each Mortgage Loan,  including the Note, the Mortgage,  all other
Mortgage Loan Documents and all rights,  benefits,  proceeds and obligations arising therefrom or in connection
therewith,  has been vested in the Owner.  All rights  arising out of the  Mortgage  Loans  including,  but not
limited to, all funds  received on or in connection  with the Mortgage  Loans and all records or documents with
respect to the Mortgage  Loans  prepared by or which come into the possession of the Servicer shall be received
and held by the Servicer in trust for the exclusive  benefit of the Owner as the owner of the related  Mortgage
Loans. Any portion of the related  Servicing Files retained by the Servicer shall be  appropriately  identified
in the  Servicer's  computer  system to clearly  reflect the  ownership  of the related  Mortgage  Loans by the
Owner.  The  Servicer  shall  release  its  custody of the  contents  of the  related  Servicing  Files only in
accordance with written  instructions  of the Owner,  except when such release is required as incidental to the
Servicer's servicing of the Mortgage Loans, such written instructions shall not be required.

        Section 2.03.  Books and Records.

        The Servicer shall be responsible  for  maintaining,  and shall  maintain,  a complete set of books and
records for the Mortgage Loans which shall be  appropriately  identified in the Servicer's  computer  system to
clearly  reflect the ownership of the Mortgage Loan by the Owner.  In  particular,  the Servicer shall maintain
in its  possession,  available for inspection by the Owner, or its designee and shall deliver to the Owner upon
demand,  evidence  of  compliance  with  all  federal,  state  and  local  laws,  rules  and  regulations,  and
requirements  of Fannie Mae or Freddie Mac, as  applicable,  including but not limited to  documentation  as to
the method used in determining  the  applicability  of the  provisions of the Flood Disaster  Protection Act of
1973, as amended, to the Mortgaged  Property,  documentation  evidencing  insurance coverage and eligibility of
any  condominium  project for  approval by Fannie Mae and  periodic  inspection  reports as required by Section
4.13.  To the extent that  original  documents  are not  required for purposes of  realization  of  Liquidation
Proceeds or  Insurance  Proceeds,  documents  maintained  by the  Servicer  may be in the form of  microfilm or
microfiche  or such other  reliable  means of  recreating  original  documents,  including  but not limited to,
optical imagery techniques so long as the Servicer complies with the requirements of the Fannie Mae Guide.

        The Servicer  shall maintain with respect to each Mortgage Loan and shall make available for inspection
by any Owner or its designee the related  Servicing File (or copies  thereof) during the time the Owner retains
ownership of a Mortgage Loan and thereafter in accordance with applicable laws and regulations.

        Section 2.04.  Transfer of Mortgage Loans.

        No  transfer  of a Mortgage  Loan may be made unless  such  transfer  is in  compliance  with the terms
hereof.  For the purposes of this Agreement,  the Servicer shall be under no obligation to deal with any person
with respect to this  Agreement or any Mortgage  Loan unless a notice of the transfer of such Mortgage Loan has
been  delivered to the Servicer in accordance  with this Section 2.04.  The Owner may,  subject to the terms of
this  Agreement,  sell and transfer one or more of the Mortgage  Loans in accordance  with  Sections  10.02 and
11.12,  provided,  however,  that the transferee will not be deemed to be an Owner  hereunder  binding upon the
Servicer  unless  such  transferee  shall  agree in writing to be bound by the terms of this  Agreement  and an
assignment  and  assumption of this  Agreement  reasonably  acceptable to the Servicer.  The Owner shall advise
the  Servicer in writing of the  transfer.  Upon  receipt of notice of the  permitted  transfer,  the  Servicer
shall mark its books and records to reflect the  ownership of the Mortgage  Loans of such  assignee,  and shall
release  the  previous  Owner  from its  obligations  hereunder  with  respect  to the  Mortgage  Loans sold or
transferred.

        Section 2.05.  Delivery of Mortgage Loan Documents.

        The Servicer  shall forward to the Custodian on behalf of the Owner  original  documents  evidencing an
assumption,  modification,  consolidation  or extension of any Mortgage  Loan entered into in  accordance  with
Section 4.01 or 6.01 within 4 week(s) of their execution;  provided,  however,  that the Servicer shall provide
the  Custodian  on  behalf  of the  Owner  with a  certified  true  copy of any  such  document  submitted  for
recordation  within 4 week(s) after its  execution,  and shall  provide the original of any document  submitted
for recordation or a copy of such document  certified by the appropriate  public  recording office to be a true
and complete copy of the original  within 180 days of its  execution.  If delivery is not completed  within 180
days solely due to delays in making  such  delivery  by reason of the fact that such  documents  shall not have
been returned by the  appropriate  recording  office,  the Servicer  shall  continue to use its best efforts to
effect delivery as soon as possible thereafter.

        From time to time the  Servicer  may have a need for  Mortgage  Loan  Documents  to be  released by the
Custodian.  If the Servicer  shall require any of the Mortgage Loan  Documents,  the Servicer  shall notify the
Custodian  in writing of such  request in the form of the  request for  release  attached  hereto as Exhibit D.
The  Custodian  shall  deliver to the Servicer  within five (5) Business  Days,  any  requested  Mortgage  Loan
Document  previously  delivered to the Custodian,  provided that such documentation is promptly returned to the
Custodian when the Servicer no longer  requires  possession of the document,  and provided that during the time
that any such documentation is held by the Servicer, such possession is in trust for the benefit of the Owner.

                                                  ARTICLE III
                                REPRESENTATIONS AND WARRANTIES OF THE SERVICER

        The Servicer  represents,  warrants and covenants to the Owner that as of the date hereof or as of such
date specifically provided herein:

(a) The  Servicer  is a  validly  existing  corporation  in good  standing  under the laws of the State of its
organization  and is qualified to transact  business in, is in good standing  under the laws of, and possesses
all  licenses  necessary  for the conduct of its business  in, each state in which any  Mortgaged  Property is
located or is otherwise  exempt or not required under  applicable law to effect such  qualification or license
and no demand for such  qualification or license has been made upon the Servicer by any such state, and in any
event the  Servicer is in  compliance  with the laws of each such State to the extent  necessary to ensure the
enforceability  of each Mortgage Loan and the servicing of the Mortgage Loans in accordance  with the terms of
this Agreement;

(b) The  Servicer  has full  power and  authority  to  execute,  deliver  and  perform,  and to enter into and
consummate  all  transactions  contemplated  by this  Agreement  and to  conduct  its  business  as  presently
conducted,  has duly authorized the execution,  delivery and performance of this Agreement,  has duly executed
and delivered this  Agreement,  and this Agreement  constitutes a legal,  valid and binding  obligation of the
Servicer,  enforceable  against it in accordance  with its terms subject to bankruptcy  laws and other similar
laws of general  application  affecting  rights of creditors  and subject to the  application  of the rules of
equity, including those respecting the availability of specific performance;

(c) None of the execution and delivery of this Agreement,  the consummation of the  transactions  contemplated
thereby and hereby,  or the  fulfillment of or compliance with the terms and conditions of this Agreement will
conflict  with any of the terms,  conditions  or provisions of the  Servicer's  articles of  incorporation  or
by-laws or  materially  conflict  with or result in a breach of any of the terms,  conditions or provisions of
any legal  restriction  or any  agreement or instrument to which the Servicer is now a party or by which it is
bound,  or  constitute a default or result in an  acceleration  under any of the  foregoing,  or result in the
material  violation  of any law,  rule,  regulation,  order,  judgment or decree to which the  Servicer or its
property is subject;

(d) There is no litigation  pending or, to the Servicer's  knowledge,  threatened with respect to the Servicer
which is reasonably  likely to have a material adverse effect on the execution,  delivery or enforceability of
this Agreement,  or which is reasonably likely to have a material adverse effect on the financial condition of
the Servicer;

(e) No consent,  approval,  authorization or order of any court or governmental agency or body is required for
the execution,  delivery and  performance by the Servicer of or compliance by the Servicer with this Agreement
or the  consummation  of the  transactions  contemplated  by this Agreement  except for consents,  approvals,
authorizations and orders which have been obtained;

(f) The  Servicer is an approved  seller/servicer  of  residential  mortgage  loans for Fannie Mae and Freddie
Mac. The Servicer is in good  standing to service  mortgage  loans for Fannie Mae and Freddie Mac and no event
has  occurred  which would make the Servicer  unable to comply with  eligibility  requirements  or which would
require notification to either Fannie Mae or Freddie Mac;

(g) As of the date of each  Pass-Through  Transfer,  and except as has been otherwise  disclosed to the Owner,
the Master Servicer and any Depositor,  or disclosed in any public filing: (1) no default or servicing related
performance  trigger has  occurred as to any other  Pass-Through  Transfer due to any act or failure to act of
the Servicer;  (2) no material  noncompliance with applicable  servicing criteria as to any other Pass-Through
Transfer has occurred,  been disclosed or reported by the Servicer;  (3) the Servicer has not been  terminated
as servicer in a residential  mortgage loan  Pass-Through  Transfer,  either due to a servicing  default or to
application of a servicing  performance test or trigger;  (4) no material changes to the Servicer's  servicing
policies and  procedures  for similar  loans have  occurred in the  preceding  three  years;  (5) there are no
aspects of the Servicer's  financial condition that could have a material adverse impact on the performance by
the  Servicer  of its  obligations  hereunder;  (6) there  are no legal  proceedings  pending,  or known to be
contemplated  by  governmental  authorities,  against the Servicer  that could be material to investors in the
securities  issued  in such  Pass-Through  Transfer;  and (7)  there  are no  affiliations,  relationships  or
transactions relating to the Servicer of a type that are described under Item 1119 of Regulation AB;

(h) If so requested  by the Owner,  the Master  Servicer or any  Depositor on any date,  the Servicer  shall,
within five Business Days following such request,  confirm in writing the accuracy of the  representations and
warranties  set  forth in clause  (g) of this  Article  or, if any such  representation  and  warranty  is not
accurate as of the date of such request,  provide  reasonably  adequate  disclosure of the pertinent facts, in
writing, to the requesting party;

(i)  Notwithstanding  anything  to the  contrary in the  Agreement,  the  Servicer  shall (or shall cause each
Subservicer)  (i)  immediately  notify the Owner,  the Master Servicer and any Depositor in writing of (A) any
material  litigation or  governmental  proceedings  pending against the Servicer or any  Subservicer,  (B) any
affiliations or relationships  that develop following the closing date of a Pass-Through  Transfer between the
Servicer or any  Subservicer  and any of the parties  specified in clause (7) of paragraph (g) of this Article
(and any other  parties  identified  in writing by the  requesting  party) with respect to such  Pass-Through
Transfer, (C) any Event of Default under the terms of this Agreement or any Reconstitution  Agreement, (D) any
merger,  consolidation or sale of substantially all of the assets of the Company,  and (E) the Company's entry
into an  agreement  with a  Subservicer  to  perform  or assist in the  performance  of any of the  Company's
obligations  under  this  Agreement  or any  Reconstitution  Agreement  and (ii)  provide to the Owner and any
Depositor a description of such proceedings, affiliations or relationships; 

(j) As a condition to the  succession  to the Servicer or any  Subservicer  as servicer or  subservicer  under
this Agreement or any  Reconstitution  Agreement by any Person (i) into which the Servicer or such Subservicer
may be  merged  or  consolidated,  or (ii)  which may be  appointed  as a  successor  to the  Servicer  or any
Subservicer,  the Servicer  shall provide to the Owner,  the Master  Servicer and any  Depositor,  at least 15
calendar days prior to the effective date of such succession or appointment,  (x) written notice to the Owner,
the Master  Servicer and any Depositor of such  succession or  appointment  and (y) in writing and in form and
substance  reasonably  satisfactory  to the Owner,  the Master  Servicer and such  Depositor,  all information
reasonably  requested by the Owner, the Master Servicer or any Depositor in order to comply with its reporting
obligation under Item 6.02 of Form 8-K with respect to any class of asset-backed securities; and

(k)     Servicer has delivered to the Owner and the Master Servicer  financial  statements of its parent,  for
its last two complete fiscal years. All such financial  information  fairly presents the pertinent  results of
operations  and financial  position for the period  identified  and has been prepared in accordance  with GAAP
consistently  applied  throughout the periods  involved,  except as set forth in the notes thereto.  There has
been no  change  in the  servicing  policies  and  procedures,  business,  operations,  financial  condition,
properties or assets of the Servicer since the date of the Servicer's financial  information that would have a
material adverse effect on its ability to perform its obligations under this Agreement.

                                                  ARTICLE IV
                                ADMINISTRATION AND SERVICING OF MORTGAGE LOANS

        Section 4.01.  Servicer to Act as Servicer.

        The Servicer,  as  independent  contract  servicer,  shall service and administer the Mortgage Loans in
accordance with this Agreement and with Accepted  Servicing  Practices (giving due consideration to the Owner's
reliance on the  Servicer),  and shall have full power and authority,  acting alone,  to do or cause to be done
any and all things in connection with such servicing and  administration  which the Servicer may deem necessary
or desirable and consistent  with the terms of this Agreement and with Accepted  Servicing  Practices and shall
exercise the same care that it  customarily  employs for its own  account.  In  addition,  the  Servicer  shall
furnish  information  regarding the borrower  credit files  related to such  Mortgage Loan to credit  reporting
agencies in compliance  with the provisions of the Fair Credit  Reporting Act and the  applicable  implementing
regulations.  Except  as set  forth in this  Agreement,  the  Servicer  shall  service  the  Mortgage  Loans in
accordance  with Accepted  Servicing  Practices in compliance  with the servicing  provisions of the Fannie Mae
Guide,  which include,  but are not limited to,  provisions  regarding the liquidation of Mortgage  Loans,  the
collection of Mortgage Loan payments,  the payment of taxes,  insurance and other charges,  the  maintenance of
hazard  insurance  with a  Qualified  Insurer,  the  maintenance  of  fidelity  bond and errors  and  omissions
insurance,  inspections,  the restoration of Mortgaged Property,  the maintenance of Primary Mortgage Insurance
Policies,  insurance  claims,  and title  insurance,  management of REO Property,  permitted  withdrawals  with
respect to REO  Property,  liquidation  reports,  and reports of  foreclosures  and  abandonments  of Mortgaged
Property,  the transfer of Mortgaged Property, the release of Mortgage Loan Documents,  annual statements,  and
examination of records and  facilities.  In the event of any conflict,  inconsistency  or  discrepancy  between
any of the  servicing  provisions  of this  Agreement  and any of the  servicing  provisions  of the Fannie Mae
Guide,  the  provisions of this  Agreement  shall  control and be binding upon the Owner and the Servicer.  The
Owner may, at its option,  deliver  powers-of-attorney  to the  Servicer  sufficient  to allow the  Servicer as
servicer to execute all documentation  requiring  execution on behalf of Owner with respect to the servicing of
the Mortgage Loans,  including  satisfactions,  partial releases,  modifications and foreclosure  documentation
or, in the  alternative,  shall as promptly as reasonably  possible,  execute and return such  documentation to
the Servicer.

        Consistent  with the terms of this  Agreement,  the Servicer may waive,  modify or vary any term of any
Mortgage  Loan or  consent  to the  postponement  of any such term or in any  manner  grant  indulgence  to any
Mortgagor if in the Servicer's  reasonable and prudent  determination such waiver,  modification,  postponement
or indulgence is not  materially  adverse to the Owner,  provided,  however,  that with respect to any Mortgage
Loan that is not in default or if default is not reasonably  forseeable,  unless the Servicer has provided   to
the  Owner   a  certification  addressed  to  the  Owner,  based on the advice of counsel or  certified  public
accountants  that have a national  reputation  with respect to taxation of REMICs that a  modification  of such
Mortgage  Loan  will  not  result  in  the  imposition  of  taxes  on  or  disqualify  from  REMIC  status  any
of  the REMICs and  has  obtained the prior  written  consent of the Owner,  the Servicer  shall not permit any
modification  with respect to any  Mortgage  Loan that would change the  Mortgage  Interest  Rate,  forgive the
payment of principal  or interest,  reduce or increase the  outstanding  principal  balance  (except for actual
payments of principal),  change the final maturity date on such Mortgage Loan or waive a prepayment  penalty or
charge.  In the event of any such  modification  which has been  agreed  to in  writing  by the Owner and which
permits the  deferral of interest or principal  payments on any  Mortgage  Loan,  the  Servicer  shall,  on the
Business Day  immediately  preceding the related  Remittance  Date in any month in which any such  principal or
interest  payment has been deferred,  deposit in the Custodial  Account from its own funds,  in accordance with
Section 4.04 and Section 5.03, the difference  between (a) such month's  principal and one month's  interest at
the related  Mortgage Loan  Remittance Rate on the unpaid  principal  balance of such Mortgage Loan and (b) the
amount paid by the  Mortgagor.  The Servicer shall be entitled to  reimbursement  for such advances to the same
extent as for all other advances  pursuant to Section 4.05.  Without  limiting the generality of the foregoing,
the Servicer shall  continue,  and is hereby  authorized and empowered,  to prepare,  execute and deliver,  all
instruments  of  satisfaction  or  cancellation,  or of  partial  or full  release,  discharge  and  all  other
comparable instruments, with respect to the Mortgage Loans and with respect to the Mortgaged Properties.

        The Servicer shall perform all of its servicing  responsibilities  hereunder or may cause a subservicer
to perform any such  servicing  responsibilities  on its behalf,  but the use by the Servicer of a  subservicer
shall  not  release  the  Servicer  from  any of its  obligations  hereunder  and  the  Servicer  shall  remain
responsible  hereunder  for all acts and omissions of each  subservicer  as fully as if such acts and omissions
were those of the Servicer.  Any such  subservicer must be a Fannie Mae approved  seller/servicer  or a Freddie
Mac  seller/servicer in good standing and no event shall have occurred,  including but not limited to, a change
in  insurance  coverage,  which would make it unable to comply with the  eligibility  requirements  for lenders
imposed by Fannie Mae or for  seller/servicers  by Freddie Mac, or which would require  notification  to Fannie
Mae or Freddie Mac. The Servicer shall pay all fees and expenses of each  subservicer  from its own funds,  and
a subservicer's fee shall not exceed the Servicing Fee.

        At the cost and  expense  of the  Servicer,  without  any  right of  reimbursement  from the  Custodial
Account,  the Servicer  shall be entitled to terminate the rights and  responsibilities  of a  subservicer  and
arrange  for  any  servicing   responsibilities  to  be  performed  by  a  successor  subservicer  meeting  the
requirements in the preceding paragraph,  provided,  however,  that nothing contained herein shall be deemed to
prevent or prohibit the Servicer,  at the  Servicer's  option,  from  electing to service the related  Mortgage
Loans  itself.  In the  event  that the  Servicer's  responsibilities  and  duties  under  this  Agreement  are
terminated  pursuant to Section  8.04,  9.01 or 10.01,  and if  requested  to do so by the Owner,  the Servicer
shall at its own cost and expense terminate the rights and  responsibilities  of each subservicer  effective as
of the date of termination of the Servicer.  The Servicer shall pay all fees,  expenses or penalties  necessary
in order to  terminate  the rights and  responsibilities  of each  subservicer  from the  Servicer's  own funds
without reimbursement from the Owner.

        Notwithstanding any of the provisions of this Agreement relating to agreements or arrangements  between
the Servicer and a  subservicer  or any reference  herein to actions taken through a subservicer  or otherwise,
the Servicer  shall not be relieved of its  obligations  to the Owner and shall be obligated to the same extent
and under the same terms and conditions as if it alone were  servicing and  administering  the Mortgage  Loans.
The  Servicer  shall be entitled to enter into an  agreement  with a  subservicer  for  indemnification  of the
Servicer by the  subservicer  and nothing  contained in this Agreement  shall be deemed to limit or modify such
indemnification.

        Any  subservicing  agreement  and any other  transactions  or services  relating to the Mortgage  Loans
involving a  subservicer  shall be deemed to be between  such  subservicer  and Servicer  alone,  and the Owner
shall have no  obligations,  duties or liabilities  with respect to such  Subservicer  including no obligation,
duty or liability of Owner to pay such  subservicer's  fees and  expenses.  For purposes of  distributions  and
advances by the Servicer  pursuant to this  Agreement,  the Servicer shall be deemed to have received a payment
on a Mortgage Loan when a subservicer has received such payment.

        Section 4.02.  Collection of Mortgage Loan Payments.

        Continuously  from the date  hereof  until the date each  Mortgage  Loan  ceases to be  subject to this
Agreement,  the Servicer will proceed with  diligence to collect all payments due under each Mortgage Loan when
the same shall become due and payable and shall,  to the extent such  procedures  shall be consistent with this
Agreement and the terms and provisions of related Primary  Mortgage  Insurance  Policy,  follow such collection
procedures as it follows with respect to mortgage  loans  comparable to the Mortgage Loans and held for its own
account.  Further,  the Servicer will take reasonable care in ascertaining and estimating  annual ground rents,
taxes,  assessments,  water rates, fire and hazard insurance  premiums,  mortgage insurance  premiums,  and all
other charges that, as provided in the Mortgage,  will become due and payable to the end that the  installments
payable by the Mortgagors will be sufficient to pay such charges as and when they become due and payable.

        The Servicer shall not waive any Prepayment Charge unless:  (i) the  enforceability  thereof shall have
been  limited  by  bankruptcy,  insolvency,  moratorium,  receivership  and  other  similar  laws  relating  to
creditors' rights generally,  (ii) the enforcement  thereof is illegal,  or any local,  state or federal agency
has  threatened  legal  action  if the  prepayment  penalty  is  enforced,  (iii)  the  mortgage  debt has been
accelerated in connection with a foreclosure or other  involuntary  payment or (iv) such waiver is standard and
customary in servicing  similar  Mortgage  Loans and relates to a default or a reasonably  foreseeable  default
and would,  in the  reasonable  judgment  of the  Servicer,  maximize  recovery of total  proceeds  taking into
account the value of such Prepayment  Charge and the related  Mortgage Loan. If a Prepayment  Charge is waived,
but does not meet the  standards  described  above,  then the  Servicer  is  required to pay the amount of such
waived Prepayment Charge by remitting such amount to the Owner by the Remittance Date.

        With respect to Mortgage Loans affected by Hurricane  Katrina,  if the Mortgaged Property is located in
public and  individual  assistance  counties as designated by FEMA (as set forth on its website  www.fema.gov),
the Servicer  may cease  charging of late fees and credit  reporting  activity  for all  Mortgagors  in certain
counties  until May 1, 2006,  and if  reasonably  prudent,  may extend  such  period as long as  necessary.  In
addition,  the Servicer may suspend all foreclosure and bankruptcy  activity  relating to such certain Mortgage
Loans until May 1, 2006, and if reasonably prudent, may extend such period as long as necessary.

        Section 4.03.  Realization Upon Defaulted Mortgage Loans.

        The Servicer shall use its reasonable  efforts,  consistent with the procedures that the Servicer would
use in servicing  loans for its own account and the  requirements of the Fannie Mae Guide, to foreclose upon or
otherwise  comparably convert the ownership of properties  securing such of the Mortgage Loans as come into and
continue in default and as to which no  satisfactory  arrangements  can be made for  collection  of  delinquent
payments  pursuant to Section 4.01. In determining  the  delinquency  status of any Mortgage Loan, the Servicer
will apply the  definition  of  Delinquent  as such term is defined  under the related  pooling  and  servicing
agreement.  The Servicer  shall use its  reasonable  efforts to realize upon  defaulted  Mortgage Loans in such
manner as will  maximize the receipt of principal and interest by the Owner,  taking into account,  among other
things,  the timing of foreclosure  proceedings.  The foregoing is subject to the provisions  that, in any case
in which Mortgaged  Property shall have suffered  damage,  the Servicer shall not be required to expend its own
funds  toward the  restoration  of such  property  unless it shall  determine in its  discretion  (i) that such
restoration  will  increase  the  proceeds  of  liquidation  of the  related  Mortgage  Loan to the Owner after
reimbursement  to itself for such  expenses,  and (ii) that such expenses will be  recoverable  by the Servicer
through  Insurance  Proceeds or Liquidation  Proceeds from the related Mortgaged  Property,  as contemplated in
Section  4.05.  The  Servicer  shall be  responsible  for all costs  and  expenses  incurred  by it in any such
proceedings or functions as Servicing Advances;  provided,  however, that it shall be entitled to reimbursement
therefor  as  provided  in  Section  4.05.  Notwithstanding  anything  to the  contrary  contained  herein,  in
connection  with a foreclosure  or acceptance of a deed in lieu of  foreclosure,  in the event the Servicer has
reasonable  cause to believe that a Mortgaged  Property is  contaminated  by hazardous or toxic  substances  or
wastes, or if the Owner otherwise  requests an environmental  inspection or review of such Mortgaged  Property,
such an inspection or review is to be conducted by a qualified  inspector.  Upon  completion of the inspection,
the Servicer shall  promptly  provide the Owner with a written report of the  environmental  inspection.  After
reviewing the environmental  inspection  report,  the Owner shall determine how the Servicer shall proceed with
respect to the Mortgaged Property.

        Section 4.04.   Establishment of Custodial Accounts; Deposits in Custodial Accounts.

        The Servicer shall segregate and hold all funds  collected and received  pursuant to each Mortgage Loan
separate and apart from any of its own funds and general  assets and shall  establish  and maintain one or more
Custodial  Accounts.  Each Custodial  Account shall be established with a Qualified  Depository.  To the extent
such funds are not deposited in a Custodial  Account,  such funds may be invested in Permitted  Investments for
the  benefit  of the Owner  (with any  income  earned  thereon  for the  benefit  of the  Servicer).  Custodial
Accounts will be reconciled  within 45 days.  Funds  deposited in the Custodial  Account may be drawn on by the
Servicer in  accordance  with Section  4.05.  The  creation of any  Custodial  Account  shall be evidenced by a
letter  agreement  in the form  shown in Exhibit B hereto.  The  original  of such  letter  agreement  shall be
furnished to the Owner upon  request.  The Servicer  acknowledges  and agrees that the Servicer  shall bear any
losses  incurred  with respect to  Permitted  Investments.  The amount of any such losses shall be  immediately
deposited  by the  Servicer  in the  Custodial  Account,  out of the  Servicer's  own  funds,  with no right to
reimbursement therefor.

        The  Servicer  shall  deposit in a mortgage  clearing  account on a daily basis,  and in the  Custodial
Account or Accounts no later than 48 hours after  receipt and  identification  of funds and retain  therein the
following payments and collections:


               (i)    all payments on account of principal,  including Principal Prepayments and penalties,  on
                      the Mortgage Loans received after the Cut-off Date;

               (ii)   all  payments  on account of  interest  on the  Mortgage  Loans  adjusted  to the related
                      Mortgage Loan Remittance Rate received after the Cut-off Date;

               (iii)  all Net Liquidation Proceeds received after the Cut-off Date;

               (iv)   any net amounts  received by the Servicer  after the Cut-off Date in connection  with any
                      REO Property pursuant to Section 4.13;

               (v)    all Insurance  Proceeds  received after the Cut-off Date including amounts required to be
                      deposited  pursuant  to  Sections  4.08 and 4.10,  other than  proceeds to be held in the
                      Escrow  Account and applied to the  restoration  or repair of the  Mortgaged  Property or
                      released  to  the  Mortgagor  in  accordance   with  the  Servicer's   normal   servicing
                      procedures, the loan documents or applicable law;

               (vi)   all Condemnation  Proceeds  affecting any Mortgaged  Property  received after the Cut-off
                      Date  other  than  proceeds  to be  held  in  the  Escrow  Account  and  applied  to  the
                      restoration  or  repair  of the  Mortgaged  Property  or  released  to the  Mortgagor  in
                      accordance  with the  Servicer's  normal  servicing  procedures,  the loan  documents  or
                      applicable law;

               (vii)  any Monthly Advances as provided in Section 5.03;

               (viii) any  amounts  received  after  the  Cut-off  Date and  required  to be  deposited  in the
                      Custodial Account pursuant to Section 6.02; and

               (ix)   with  respect to each full or partial  Principal  Prepayment  received  after the Cut-off
                      Date,  any Prepayment  Interest  Shortfalls,  to the extent of the  Servicer's  aggregate
                      Servicing Fee received with respect to the related Due Period.
        The  foregoing  requirements  for  deposit  in the  Custodial  Account  shall  be  exclusive,  it being
understood and agreed that,  without  limiting the generality of the foregoing,  payments in the nature of late
payment  charges and assumption  fees, to the extent  permitted by Section 6.01,  and all  Prepayment  Interest
Excess need not be deposited by the Servicer in the Custodial Account.

        Section 4.05.  Permitted Withdrawals From the Custodial Account.

        The Servicer  may, from time to time,  make  withdrawals  from the Custodial  Account for the following
purposes:

        (i)    to make payments to the Owner in the amounts and in the manner provided for in Section 5.01;

        (ii)   to reimburse itself for Monthly  Advances,  the Servicer's right to reimburse itself pursuant to
this  subclause  (ii) being  limited to amounts  received on the related  Mortgage  Loan which  represent  late
collections  (net of the  related  Servicing  Fees) of  principal  and/or  interest  respecting  which any such
advance was made;

        (iii)  to reimburse itself for unreimbursed  Servicing  Advances and Monthly  Advances,  the Servicer's
right to reimburse  itself  pursuant to this subclause (iii) with respect to any Mortgage Loan being limited to
Liquidation  Proceeds,  Condemnation Proceeds and Insurance Proceeds received after the Cut-off Date related to
such Mortgage Loan;

        (iv)   to pay to itself as servicing  compensation  (a) any interest  earned on funds in the  Custodial
Account (all such interest to be withdrawn  monthly not later than each Remittance  Date) and (b) the Servicing
Fee from that portion of any payment recovery attributable to interest on a particular Mortgage Loan;

        (v)    to reimburse itself for any Nonrecoverable Advances;

        (vi)   to transfer funds to another Qualified Depository in accordance with Section 4.09 hereof;

        (vii)  to reimburse itself as provided in Section 8.03 hereof;

        (viii) to remove funds inadvertently placed in the Custodial Account in error by the Servicer; and

        (ix)   to clear and terminate the Custodial Account upon the termination of this Agreement.

        Section 4.06.  Establishment of Escrow Accounts; Deposits in Escrow Accounts.

        The Servicer shall segregate and hold all funds  collected and received  pursuant to each Mortgage Loan
which  constitute  Escrow  Payments  separate and apart from any of its own funds and general  assets and shall
establish  and  maintain  one or more  Escrow  Accounts.  Each  Escrow  Account  shall  be  established  with a
Qualified  Depository.  To the extent  such funds are not  deposited  in an Escrow  Account,  such funds may be
invested in Permitted  Investments.  Funds  deposited  in an Escrow  Account may be drawn on by the Servicer in
accordance  with Section 4.07. The creation of any Escrow  Account shall be evidenced by a letter  agreement in
the form shown in  Exhibit C. The  original  of such  letter  agreement  shall be  furnished  to the Owner upon
request.  The Servicer  acknowledges  and agrees that the Servicer shall bear any losses  incurred with respect
to  Permitted  Investments.  The amount of any such losses  shall be  immediately  deposited by the Servicer in
the Escrow Account, as appropriate, out of the Servicer's own funds, with no right to reimbursement therefor.

        The Servicer shall deposit in a mortgage  clearing  account on a daily basis, and in the Escrow Account
or Accounts no later than 48 hours after receipt of funds and retain therein:

        (i)    all Escrow  Payments  collected on account of the Mortgage  Loans,  for the purpose of effecting
timely payment of any items as are required under the terms of this Agreement;

        (ii)   all Insurance  Proceeds  which are to be applied to the  restoration  or repair of any Mortgaged
Property; and

        (iii)  all Servicing  Advances for Mortgagors  whose Escrow  Payments are  insufficient to cover escrow
disbursements.

        The  Servicer  shall make  withdrawals  from an Escrow  Account  only to effect  such  payments  as are
required under this  Agreement,  and for such other purposes as shall be as set forth in and in accordance with
Section 4.07.  Except as provided in Section 4.07,  the Servicer  shall be entitled to retain any interest paid
on funds deposited in an Escrow Account by the Qualified Depository.

        Section 4.07.  Permitted Withdrawals From Escrow Account.

        Withdrawals from the Escrow Account may be made by the Servicer only:

        (i)    to effect timely  payments of ground rents,  taxes,  assessments,  water rates,  fire and hazard
insurance premiums, Primary Mortgage Insurance Policy premiums, if applicable, and comparable items;

        (ii)   to reimburse  Servicer  for any  Servicing  Advance  made by Servicer  with respect to a related
Mortgage  Loan but only from amounts  received on the related  Mortgage Loan which  represent  late payments or
collections of Escrow Payments thereunder;

        (iii)  to refund to the Mortgagor any funds as may be determined to be overages;

        (iv)   for transfer to the Custodial Account in connection with an acquisition of REO Property;

        (v)    for application to restoration or repair of the Mortgaged Property;

        (vi)   to pay to the Servicer,  or to the Mortgagor to the extent required by law, any interest paid on
the funds deposited in the Escrow Account;

        (vii)  to pay to the  Mortgagors  or other parties  Insurance  Proceeds  deposited in  accordance  with
Section 4.06;

        (viii) to remove funds inadvertently placed in an Escrow Account in error by the Servicer; and

        (ix)   to clear and terminate the Escrow Account on the termination of this Agreement.

        As part of its  servicing  duties,  the Servicer  shall pay to the  Mortgagors  interest on funds in an
Escrow  Account,  to the extent  required by law, and to the extent that interest earned on funds in the Escrow
Account is insufficient, shall pay such interest from its own funds, without any reimbursement therefor.

        Section  4.08.  Payment  of Taxes,  Insurance  and Other  Charges,  Maintenance  of  Primary  Mortgage
Insurance Policies, Collections Thereunder.

        With respect to each Mortgage Loan, the Servicer shall maintain accurate records  reflecting the status
of ground  rents,  taxes,  assessments,  water rates and other  charges which are or may become a lien upon the
Mortgaged  Property and the status of Primary Mortgage  Insurance Policy premiums and fire and hazard insurance
coverage and shall  obtain,  from time to time,  all bills for the payment of such charges,  including  renewal
premiums and shall effect  payment  thereof prior to the applicable  penalty or termination  date and at a time
appropriate for securing maximum discounts  allowable,  employing for such purpose deposits of the Mortgagor in
the Escrow  Account which shall have been estimated and  accumulated by the Servicer in amounts  sufficient for
such  purposes,  as allowed under the terms of the Mortgage or applicable  law. To the extent that the Mortgage
does not provide for Escrow  Payments,  the Servicer  shall  determine  that any such  payments are made by the
Mortgagor  when due. The  Servicer  assumes full  responsibility  for the timely  payment of all such bills and
shall effect timely  payments of all such bills  irrespective of the  Mortgagor's  faithful  performance in the
payment of same or the  making of the Escrow  Payments  and shall  make  advances  from its own funds to effect
such payments.

        The Servicer will maintain in full force and effect Primary  Mortgage  Insurance  Policies  issued by a
Qualified  Insurer  with  respect  to each  Mortgage  Loan for which such  coverage  is herein  required.  Such
coverage  will be  maintained  until the ratio of the  current  outstanding  principal  balance of the  related
Mortgage Loan to the appraised value of the related Mortgaged  Property,  based on the most recent appraisal of
the  Mortgaged  Property  performed by a Qualified  Appraiser,  such  appraisal to be included in the Servicing
File, is reduced to an amount for which Fannie Mae no longer  requires  such  insurance to be  maintained.  The
Servicer will not cancel or refuse to renew any Primary  Mortgage  Insurance Policy that is required to be kept
in force under this  Agreement  unless a replacement  Primary  Mortgage  Insurance  Policy for such canceled or
nonrenewed  policy is obtained from and maintained  with a Qualified  Insurer.  The Servicer shall not take any
action which would result in noncoverage  under any applicable  Primary  Mortgage  Insurance Policy of any loss
which,  but for the  actions of the  Servicer  would  have been  covered  thereunder.  In  connection  with any
assumption  or  substitution  agreement  entered  into or to be entered  into  pursuant  to Section  6.01,  the
Servicer shall promptly  notify the insurer under the related Primary  Mortgage  Insurance  Policy,  if any, of
such  assumption or  substitution  of liability in accordance  with the terms of such policy and shall take all
actions  which may be  required by such  insurer as a  condition  to the  continuation  of  coverage  under the
Primary  Mortgage  Insurance  Policy.  If such Primary  Mortgage  Insurance Policy is terminated as a result of
such  assumption  or  substitution  of liability,  the Servicer  shall obtain a  replacement  Primary  Mortgage
Insurance Policy as provided above.

        In connection with its activities as servicer,  the Servicer  agrees to prepare and present,  on behalf
of itself  and the  Owner,  claims to the  insurer  under any  Private  Mortgage  Insurance  Policy in a timely
fashion in accordance with the terms of such Primary  Mortgage  Insurance  Policy and, in this regard,  to take
such action as shall be necessary to permit recovery under any Primary Mortgage  Insurance Policy  respecting a
defaulted  Mortgage  Loan.  Pursuant to Section 4.04,  any amounts  collected by the Servicer under any Primary
Mortgage  Insurance  Policy shall be deposited in the  Custodial  Account,  subject to  withdrawal  pursuant to
Section 4.05.

        Section 4.09.  Transfer of Accounts.

        The  Servicer  may  transfer  the  Custodial  Account or the Escrow  Account to a  different  Qualified
Depository  from time to time.  The  Servicer  shall notify the Owner of any such  transfer  within 15 Business
Days of transfer.  If any one of the  investment  ratings of a Qualified  Depository  holding funds or Eligible
Investments  in the  Custodial  Account or Escrow  Account is  downgraded  by the issuing  rating  agency,  the
Servicer  shall,  within three (3)  Business  Days of receipt of notice of the  downgrading,  transfer all such
accounts,  funds and  Permitted  Investments  to a  different  Qualified  Depository  in  accordance  with this
Agreement.

        Section 4.10.  Maintenance of Hazard Insurance.

        The  Servicer  shall cause to be  maintained  for each  Mortgage  Loan fire and hazard  insurance  with
extended  coverage as is  customary in the area where the  Mortgaged  Property is located in an amount which is
equal to the lesser of (i) the maximum  insurable  value of the  improvements  securing  such  Mortgage Loan or
(ii) the greater of (a) the  outstanding  principal  balance of the Mortgage Loan, and (b) the percentage  such
that the proceeds  thereof shall be sufficient  to prevent the Mortgagor  and/or the Mortgagee  from becoming a
co-insurer.  If the  Mortgaged  Property  is in an area  identified  in the  Federal  Register  by the  Federal
Emergency  Management Agency as being a special flood hazard area that has  federally-mandated  flood insurance
requirements,  the Servicer will cause to be maintained a flood  insurance  policy meeting the  requirements of
the current guidelines of the Federal Insurance  Administration with a generally  acceptable insurance carrier,
in an amount  representing  coverage not less than the least of (i) the  outstanding  principal  balance of the
Mortgage Loan, (ii) the maximum  insurable value of the  improvements  securing such Mortgage Loan or (iii) the
maximum amount of insurance  which is available  under the Flood  Disaster  Protection Act of 1973, as amended.
The Servicer shall also maintain on the REO Property,  fire and hazard  insurance with extended  coverage in an
amount  which is at least equal to the maximum  insurable  value of the  improvements  which are a part of such
property,  liability  insurance and, to the extent required and available  under the Flood Disaster  Protection
Act of 1973,  as  amended,  flood  insurance  in an amount as provided  above.  Any  amounts  collected  by the
Servicer  under any such policies  other than amounts to be deposited in the Escrow  Account and applied to the
restoration  or repair of the Mortgaged  Property or REO  Property,  or released to the Mortgagor in accordance
with the  Servicer's  normal  servicing  procedures,  shall be deposited in the Custodial  Account,  subject to
withdrawal  pursuant to Section 4.05. It is understood  and agreed that no other  additional  insurance need be
required by the  Servicer or the  Mortgagor  or  maintained  on  property  acquired in respect of the  Mortgage
Loans,  other than pursuant to the Fannie Mae Guide or such  applicable  state or federal laws and  regulations
as shall at any time be in force and as shall require such  additional  insurance.  All such policies  shall be
endorsed with standard  mortgagee  clauses with loss payable to the Servicer and its successors  and/or assigns
and shall provide for at least thirty days prior written  notice of any  cancellation,  reduction in the amount
or material  change in  coverage  to the  Servicer.  The  Servicer  shall not  interfere  with the  Mortgagor's
freedom of choice in selecting  either his insurance  carrier or agent,  provided,  however,  that the Servicer
shall not accept any such insurance policies from insurance  companies unless such companies  currently reflect
a General  Policy Rating in Best's Key Rating Guide  currently  acceptable to Fannie Mae and are licensed to do
business in the state wherein the property subject to the policy is located.

        Section 4.11  Maintenance of Mortgage Impairment Insurance Policy.

        In the event that the  Servicer  shall  obtain and  maintain a mortgage  impairment  or blanket  policy
issued  by an issuer  that has a Best  rating  of A:VI  insuring  against  hazard  losses  on all of  Mortgaged
Properties  securing the Mortgage Loans,  then, to the extent such policy provides  coverage in an amount equal
to the amount required pursuant to Section 4.10 and otherwise  complies with all other  requirements of Section
4.10,  the Servicer  shall  conclusively  be deemed to have  satisfied its  obligations as set forth in Section
4.10,  it being  understood  and agreed  that such policy may contain a  deductible  clause,  in which case the
Servicer  shall, in the event that there shall not have been  maintained on the related  Mortgaged  Property or
REO Property a policy  complying  with Section  4.10,  and there shall have been one or more losses which would
have been covered by such policy,  deposit in the Custodial  Account the amount not otherwise payable under the
blanket  policy  because of such  deductible  clause.  In  connection  with its  activities  as Servicer of the
Mortgage  Loans,  the  Servicer  agrees to prepare and present,  on behalf of the Owner,  claims under any such
blanket  policy in a timely  fashion in  accordance  with the terms of such policy.  Upon request of the Owner,
the  Servicer  shall cause to be  delivered  to the Owner a certified  true copy of such policy and a statement
from the insurer  thereunder  that such policy shall in no event be terminated or materially  modified  without
thirty (30) days prior written notice to the Owner.

        Section 4.12.  Fidelity Bond, Errors and Omissions Insurance.

        The Servicer shall maintain,  at its own expense,  a blanket  fidelity bond and an errors and omissions
insurance  policy,  with broad coverage with  responsible  companies that would meet the requirements of Fannie
Mae or Freddie Mac on all  officers,  employees  or other  persons  acting in any  capacity  with regard to the
Mortgage  Loans and who handle  funds,  money,  documents  and  papers  relating  to the  Mortgage  Loans.  The
Fidelity Bond and errors and omissions  insurance  shall be in the form of the Mortgage  Banker's  Blanket Bond
and shall protect and insure the Servicer  against  losses,  including  forgery,  theft,  embezzlement,  fraud,
errors and  omissions  and  negligent  acts of such  persons.  Such  Fidelity  Bond and  errors  and  omissions
insurance  shall  also  protect  and insure the  Servicer  against  losses in  connection  with the  failure to
maintain any  insurance  policies  required  pursuant to this  Agreement and the release or  satisfaction  of a
Mortgage Loan without having obtained  payment in full of the  indebtedness  secured  thereby.  No provision of
this Section 4.12  requiring  the Fidelity Bond and errors and omissions  insurance  shall  diminish or relieve
the Servicer from its duties and  obligations as set forth in this  Agreement.  The minimum  coverage under any
such  Fidelity  Bond and  insurance  policy shall be at least equal to the  corresponding  amounts  required by
Fannie Mae in the Fannie Mae Guide or by Freddie  Mac in the  Freddie  Mac  Guide.  The  Servicer  shall,  upon
request of Owner,  deliver to the Owner a  certificate  from the surety and the insurer as to the  existence of
the Fidelity Bond and errors and omissions  insurance  policy and shall obtain a statement  from the surety and
the  insurer  that such  Fidelity  Bond or  insurance  policy  shall in no event be  terminated  or  materially
modified  without  thirty days prior written  notice to the Owner.  The Servicer  shall notify the Owner within
five  Business  Days of receipt of notice that such  Fidelity  Bond or  insurance  policy will be, or has been,
materially  modified or  terminated.  The Owner and its  successors  or assigns as their  interests  may appear
must be named as loss  payees on the  Fidelity  Bond and as  additional  insured on the  errors  and  omissions
policy.

        Section 4.13.  Title, Management and Disposition of REO Property.

        In the event that title to any  Mortgaged  Property is acquired  in  foreclosure  or by deed in lieu of
foreclosure,  the deed or  certificate  of sale  shall be taken in the name of the Owner or its  designee.  Any
such Person or Persons  holding  such title other than the Owner shall  acknowledge  in writing that such title
is being held as nominee for the benefit of the Owner.

        The Servicer  shall assume the  responsibility  for  marketing  each REO  Property in  accordance  with
Accepted  Servicing  Practices.  Thereafter,  the Servicer  shall  continue to provide  certain  administrative
services to the Owner  relating to such REO Property as set forth in this Section  4.13.  The REO Property must
be sold within three years  following the end of the calendar year of the date of  acquisition,  unless a REMIC
election has been made with  respect to the  arrangement  under which the  Mortgage  Loans and REO Property are
held and (i) the Owner shall have been supplied with an Opinion of Counsel (at the  Servicer's  expense) to the
effect that the holding by the related trust of such Mortgaged  Property  subsequent to such three-year  period
(and  specifying the period beyond such  three-year  period for which the Mortgaged  Property may be held) will
not result in the imposition of taxes on "prohibited  transactions"  of the related trust as defined in Section
860F of the Code,  or cause the related  REMIC to fail to qualify as a REMIC,  in which case the related  trust
may  continue  to hold such  Mortgaged  Property  (subject  to any  conditions  contained  in such  Opinion  of
Counsel),  or (ii) the Owner (at the  Servicer's  expense) or the Servicer shall have applied for, prior to the
expiration of such  three-year  period,  an extension of such three-year  period in the manner  contemplated by
Section  856(e)(3)  of the Code,  in which case the  three-year  period  shall be  extended  by the  applicable
period.  If a period  longer than three years is  permitted  under the  foregoing  sentence and is necessary to
sell any REO  Property,  the Servicer  shall report  monthly to the Owner as to progress  being made in selling
such REO Property.

        Notwithstanding any other provision of this Agreement,  if a REMIC election has been made, no Mortgaged
Property  held by a REMIC  shall be rented (or  allowed to  continue  to be rented) or  otherwise  used for the
production  of income by or on behalf of the  related  trust or sold or managed in such a manner or pursuant to
any terms  that  would  (i) cause  such  Mortgaged  Property  to fail to  qualify  at any time as  "foreclosure
property"  within a  meaning  of  Section  860G(a)(8)  of the  Code,  (ii)  subject  the  related  trust to the
imposition  of any federal or state  income  taxes on "net income from  foreclosure  property"  with respect to
such  Mortgaged  Property  within the meaning of Section  860G(c) of the Code,  or (iii) cause the sale of such
Mortgaged  Property to result in the receipt by the related  trust or any income from  non-permitted  assets as
described  in  Section  860F(a)  (2)(B) of the Code,  unless the  Servicer  has  agreed to  indemnify  and hold
harmless the related trust with respect to the imposition of any such taxes.

        The Servicer  shall deposit or cause to be deposited,  on a daily basis in each  Custodial  Account all
revenues  received with respect to the related REO Property and shall withdraw  therefrom  funds  necessary for
the proper  operation,  management and  maintenance of the REO Property,  including the cost of maintaining any
hazard  insurance  pursuant to Section 4.10 hereof.  The Servicer shall maintain  separate records with respect
to each REO  Property  identifying  all  deposits  and  withdrawals  from the  Custodial  Account  for each REO
Property.

        The Servicer shall furnish to the Owner on each  Remittance  Date, an operating  statement for each REO
Property  covering the operation of each REO Property for the previous  month.  Such operating  statement shall
be accompanied by such other information as the Owner shall reasonably request.

        The Servicer shall, either itself or through an agent selected by the Servicer,  and in accordance with
the Fannie Mae Guide,  manage,  conserve,  protect  and  operate  each REO  Property in the same manner that it
manages,  conserves,  protects  and operates  other  foreclosed  property for its own account,  and in the same
manner that similar  property in the same locality as the REO Property is managed.  Each REO Disposition  shall
be carried out by the Servicer at such price and upon such terms and  conditions  as the  Servicer  deems to be
in the best interest of the Owner.  The REO  Disposition  Proceeds  from the sale of the REO Property  shall be
promptly  deposited  in the  Custodial  Account.  As soon as  practical  thereafter,  the expenses of such sale
shall be paid and the Servicer shall reimburse itself for any related Servicing  Advances,  or Monthly Advances
made pursuant to Section 5.03.

        The Servicer  shall cause each REO  Property to be inspected  promptly  upon the  acquisition  of title
thereto and shall cause each REO Property to be inspected at least  monthly  thereafter  or more  frequently as
may be required by the  circumstances.  The Servicer shall make or cause the inspector to make a written report
of each such  inspection.  Such reports  shall be retained in the  Servicing  File and copies  thereof shall be
forwarded by the Servicer to the Owner.

        Section 4.14.  Notification of Adjustments.

        With respect to each  Mortgage  Loan,  the Servicer  shall  adjust the  Mortgage  Interest  Rate on the
related  Interest  Rate  Adjustment  Date in compliance  with  requirements  of applicable  law and the related
Mortgage and Mortgage  Note.  The Servicer  shall  execute and deliver any and all necessary  notices  required
under  applicable law and the terms of the related Mortgage Note and Mortgage  regarding the Mortgage  Interest
Rate  adjustments.  The Servicer  shall  promptly,  upon written  request  therefor,  deliver to the Owner such
notifications  and any additional  applicable data regarding such adjustments and the methods used to calculate
and  implement  such  adjustments.  Upon the  discovery by the Servicer or the receipt of notice from the Owner
that the Servicer has failed to adjust a Mortgage  Interest  Rate in  accordance  with the terms of the related
Mortgage Note and  Mortgage,  the Servicer  shall  immediately  deposit in the  Custodial  Account from its own
funds the amount of any interest loss or deferral caused to the Owner thereby.

                                                   ARTICLE V
                                             PAYMENTS TO THE OWNER

        Section 5.01.  Remittances.

        On each  Remittance  Date,  the  Servicer  shall  remit to the Owner (i) all  amounts  credited  to the
Custodial  Account  as of  the  close  of  business  on  the  last  day of the  calendar  month  preceding  the
Determination  Date,  net of charges  against or  withdrawals  from the Custodial  Account  pursuant to Section
4.05,  except  (a) Full  Principal  Prepayments  received  on or  before  the 15th day of the  month in which a
Remittance  Date  occurs  shall be  remitted to the Owner on the  Remittance  Date of such month,  and (b) Full
Principal  Prepayments  received  after the 15th day of the month in which a  Remittance  Date occurs  shall be
remitted to the Owner on the next following  Remittance Date, plus, to the extent not already  deposited in the
Custodial  Account,  the sum of (ii)  all  Monthly  Advances,  if any,  which  the  Servicer  is  obligated  to
distribute  pursuant to Section 5.03 and (iii) all Prepayment  Interest  Shortfalls the Servicer is required to
make up pursuant to Section 4.04, minus (iv) any amounts  attributable to Monthly Payments  collected after the
Cut-off  Date but due on a Due Date or Dates  subsequent  to the last  day of the  related  Due  Period,  which
amounts shall be remitted on the related Remittance Date next succeeding the Due Period for such amounts.

        With respect to any  remittance  received by the Owner after the Business Day on which such payment was
due,  the  Servicer  shall pay to the Owner  interest  on any such late  payment at an annual rate equal to the
Prime Rate,  adjusted as of the date of each change,  plus two percentage  points, but in no event greater than
the maximum  amount  permitted by applicable  law. Such interest shall be remitted to the Owner by the Servicer
on the date such late  payment  is made and shall  cover the  period  commencing  with the day  following  such
Business Day and ending with the Business Day on which such  payment is made,  both  inclusive.  The payment by
the  Servicer  of any such  interest  shall not be deemed an  extension  of time for payment or a waiver of any
Event of Default by the Servicer.

        Section 5.02  Statements to the Owner and the Master Servicer.

        The Servicer shall furnish to the Owner and the Master Serivcer an individual  Mortgage Loan accounting
report (a "Report"),  as of the last Business Day of each month and the end of the related  Prepayment  Period,
as applicable,  in the Servicer's  assigned loan number order to document  Mortgage Loan payment activity on an
individual  Mortgage  Loan basis.  With  respect to each month,  such Report shall be received by the Owner and
the Master  Servicer  no later than the tenth  Business  Day of the month of the related  Remittance  Date (or,
with respect to  information as to Full Principal  Prepayments  and prepayment  penalties no later than one (1)
Business  Day after  the end of each  Prepayment  Period),  a report  in an Excel  (or  compatible)  electronic
format,  in such format as may be  mutually  agreed  upon by both the Owner and the  Servicer,  and which shall
provide the information required to be contained in the monthly statements to  certificateholders  as specified
in the related pooling and servicing Agreement, to the extent applicable to the Servicer.

        In addition,  the Servicer  shall provide to the Master  Servicer and the Owner such other  information
known  or  available  to the  Servicer  that is  necessary  in  order  to  provide  the  distribution  and pool
performance  information  as required  under  Regulation AB, as amended from time to time, as determined by the
Owner in its sole  discretion.  The  Servicer  shall also  provide a monthly  report,  in the form of Exhibit E
hereto,  or such other form as is  mutually  acceptable  to the  Servicer,  the Owner and the Master  Servicer,
Exhibit F with respect to defaulted  mortgage  loans and Exhibit K, with respect to realized  losses and gains,
with each such report.

        The Servicer shall prepare and file any and all information  statements or other filings required to be
delivered to any governmental  taxing  authority or to Owner or the Master Servicer  pursuant to any applicable
law with respect to the Mortgage Loans and the  transactions  contemplated  hereby.  In addition,  the Servicer
shall  provide the Owner and the Master  Servicer with such  information  concerning  the Mortgage  Loans as is
necessary  for the Owner and the Master  Servicer  to prepare  its  federal  income tax return as Owner and the
Master Servicer may reasonably request from time to time.

        In addition,  not more than 60 days after the end of each calendar  year, the Servicer shall furnish to
each  Person  who was an Owner  and the  Master  Servicer  at any time  during  such  calendar  year an  annual
statement in  accordance  with the  requirements  of applicable  federal  income tax law as to the aggregate of
remittances of principal and interest for the applicable portion of such year.

        Section 5.03.  Monthly Advances by the Servicer.

        Not later than the close of business on the Business Day preceding each  Remittance  Date, the Servicer
shall  deposit  in the  Custodial  Account an amount  equal to all  payments  not  previously  advanced  by the
Servicer,  whether or not  deferred  pursuant to Section  4.01,  of Monthly  Payments,  adjusted to the related
Mortgage Loan  Remittance  Rate,  which are  delinquent  at the close of business on the related  Determination
Date;  provided,  however,  that the amount of any such  deposit  may be reduced by the Amount  Held for Future
Distribution  (as defined below) then on deposit in the Custodial  Account.  Any portion of the Amount Held for
Future  Distribution  used to pay  Monthly  Advances  shall be replaced  by the  Servicer  by deposit  into the
Custodial  Account  on any  future  Remittance  Date to the extent  that the funds  that are  available  in the
Custodial  Account for  remittance  to the Owner on such  Remittance  Date are less than the amount of payments
required to be made to the Owner on such Remittance Date.

        The "Amount Held for Future  Distribution"  as to any Remittance Date shall be the total of the amounts
held in the  Custodial  Account  at the close of  business  on the  preceding  Determination  Date  which  were
received  after the Cut-off Date on account of (i)  Liquidation  Proceeds,  Insurance  Proceeds,  and Principal
Prepayments  received or made in the month of such  Remittance  Date, and (ii) payments which  represent  early
receipt of scheduled  payments of principal  and interest due on a date or dates  subsequent to the related Due
Date.

        The Servicer's  obligation to make such Monthly  Advances as to any Mortgage Loan will continue through
the final  disposition or liquidation of the Mortgaged  Property,  unless the Servicer deems such advance to be
nonrecoverable from Liquidation  Proceeds,  REO Disposition  Proceeds or Insurance Proceeds with respect to the
applicable  Mortgage  Loan.  In such  latter  event,  the  Servicer  shall  deliver  to the Owner an  Officer's
Certificate  of the Servicer to the effect that an officer of the  Servicer has reviewed the related  Servicing
File  and has  obtained  a recent  appraisal  and has made the  reasonable  determination  that any  additional
advances are  nonrecoverable  from  Liquidation or Insurance  Proceeds with respect to the applicable  Mortgage
Loan.

        Section 5.04.  Liquidation Reports.

        Upon the foreclosure  sale of any Mortgaged  Property or the acquisition  thereof by the Owner pursuant
to a deed-in-lieu of foreclosure,  the Servicer shall submit to the Owner a liquidation  report with respect to
such  Mortgaged  Property in such form as the  Servicer  and the Owner shall  agree.  The  Servicer  shall also
provide reports on the status of REO Property containing such information as Owner may reasonably require.

                                                  ARTICLE VI
                                         GENERAL SERVICING PROCEDURES

        Section 6.01.  Assumption Agreements.

        The Servicer will, to the extent it has knowledge of any  conveyance or  prospective  conveyance by any
Mortgagor of a Mortgaged  Property (whether by absolute  conveyance or by contract of, sale, and whether or not
the  Mortgagor  remains or is to remain  liable  under the  Mortgage  Note and/or the  Mortgage),  exercise its
rights to  accelerate  the  maturity  of such  Mortgage  Loan  under  any  "due-on-sale"  clause to the  extent
permitted by law;  provided,  however,  that the Servicer  shall not exercise any such rights if  prohibited by
law or the  terms of the  Mortgage  Note  from  doing so or if the  exercise  of such  rights  would  impair or
threaten to impair any recovery under the related Primary Mortgage  Insurance  Policy,  if any. If the Servicer
reasonably  believes it is unable under  applicable  law to enforce such  "due-on-sale"  clause,  the Servicer,
will enter into an assumption  agreement  with the person to whom the  Mortgaged  Property has been conveyed or
is proposed to be conveyed,  pursuant to which such person  becomes  liable under the Mortgage Note and, to the
extent  permitted by  applicable  state law, the  Mortgagor  remains  liable  thereon.  Where an  assumption is
allowed pursuant to this Section 6.01, the Servicer,  with the prior consent of the primary  mortgage  insurer,
if any,  is  authorized  to enter  into a  substitution  of  liability  agreement  with the  person to whom the
Mortgaged  Property has been  conveyed or is proposed to be conveyed  pursuant to which the original  mortgagor
is released from  liability and such Person is  substituted  as mortgagor and becomes  liable under the related
Mortgage Note.  Any such substitution of liability agreement shall be in lieu of an assumption agreement.

        In connection  with any such  assumption or  substitution  of liability,  the Servicer shall follow the
underwriting  practices and procedures of the Fannie Mae Guide.  With respect to an assumption or  substitution
of  liability,  the Mortgage  Interest  Rate borne by the related  Mortgage  Note and the amount of the Monthly
Payment may not be changed.  The  Servicer  shall notify the Owner that any such  substitution  of liability or
assumption  agreement has been  completed by forwarding to the Owner the original of any such  substitution  of
liability or assumption  agreement,  which document  shall be added to the related  Mortgage Loan Documents and
shall,  for all purposes,  be  considered a part of such related  mortgage file to the same extent as all other
documents and  instruments  constituting  a part thereof.  All fees collected by the Servicer for entering into
an assumption or substitution of liability agreement shall belong to the Servicer.

        Notwithstanding the foregoing paragraphs of this section or any other provision of this Agreement,  the
Servicer shall not be deemed to be in default,  breach or any other violation of its  obligations  hereunder by
reason of any  assumption  of a Mortgage Loan by operation of law or any  assumption  which the Servicer may be
restricted by law from  preventing,  for any reason  whatsoever.  For purposes of this Section  6.01,  the term
"assumption"  is deemed to also include a sale of the  Mortgaged  Property  subject to the Mortgage that is not
accompanied by an assumption or substitution of liability agreement.

        Section 6.02.  Satisfaction of Mortgages and Release of Mortgage Loan Documents.

        Upon the payment in full of any Mortgage Loan, the Servicer will immediately  notify the Custodian with
a certification and request for release by a Servicing Officer,  which  certification shall include a statement
to the effect that all amounts  received in connection  with such payment which are required to be deposited in
the  Custodial  Account  pursuant to Section  4.04 have been so  deposited,  and a request for  delivery to the
Servicer  of the  portion  of the  Mortgage  Loan  Documents  held  by the  Custodian.  Upon  receipt  of  such
certification  and request,  the Owner shall  promptly  release or cause the Custodian to promptly  release the
related  Mortgage  Loan  Documents to the Servicer and the Servicer  shall prepare and deliver for execution by
the Owner or at the  Owner's  option  execute  under the  authority  of a power of  attorney  delivered  to the
Servicer by the Owner any  satisfaction  or release.  No expense  incurred in connection with any instrument of
satisfaction or deed of reconveyance shall be chargeable to the Custodial Account.

        In the event the Servicer  satisfies or releases a Mortgage  without having obtained payment in full of
the  indebtedness  secured by the Mortgage or should it otherwise  prejudice any right the Owner may have under
the mortgage instruments,  the Servicer,  upon written demand, shall remit within one Business Day to the Owner
the then  outstanding  principal  balance of the  related  Mortgage  Loan by deposit  thereof in the  Custodial
Account.  The Servicer shall  maintain the Fidelity Bond insuring the Servicer  against any loss it may sustain
with respect to any Mortgage Loan not satisfied in accordance with the procedures set forth herein.

        From time to time and as appropriate for the servicing or foreclosure of the Mortgage Loans,  including
for the purpose of collection under any Primary  Mortgage  Insurance  Policy,  upon request of the Servicer and
delivery to the Custodian of a servicing  receipt signed by a Servicing  Officer,  the Custodian  shall release
the portion of the Mortgage  Loan  Documents  held by the  Custodian to the Servicer.  Such  servicing  receipt
shall obligate the Servicer to promptly return the related  Mortgage Loan Documents to the Custodian,  when the
need  therefor  by the  Servicer  no longer  exists,  unless  the  Mortgage  Loan has been  liquidated  and the
Liquidation  Proceeds  relating to the  Mortgage  Loan have been  deposited  in the  Custodial  Account or such
documents  have been delivered to an attorney,  or to a public trustee or other public  official as required by
law, for purposes of  initiating  or pursuing  legal action or other  proceedings  for the  foreclosure  of the
Mortgaged  Property either judicially or  non-judicially,  and the Servicer has promptly delivered to the Owner
or the Custodian a certificate  of a Servicing  Officer  certifying as to the name and address of the Person to
which  such  documents  were  delivered  and the  purpose  or  purposes  of such  delivery.  Upon  receipt of a
certificate  of a Servicing  Officer  stating that such Mortgage  Loan was  liquidated,  the servicing  receipt
shall be released by the Owner or the Custodian, as applicable, to the Servicer.

        Section 6.03.  Servicing Compensation.

        As  compensation  for its  services  hereunder,  the  Servicer  shall be entitled to withdraw  from the
Custodial  Account or to retain from interest  payments on the Mortgage  Loans the amounts  provided for as the
Servicer's  Servicing Fee.  Additional  servicing  compensation in the form of assumption  fees, as provided in
Section 6.01,  late payment  charges and other  ancillary  fees shall be retained by the Servicer to the extent
not required to be  deposited  in the  Custodial  Account.  The Servicer  shall be required to pay all expenses
incurred  by  it in  connection  with  its  servicing  activities  hereunder  and  shall  not  be  entitled  to
reimbursement therefor except as specifically provided for.

        Section 6.04. Annual Statement as to Compliance; Annual Certification.

        (a)    The  Servicer  will deliver to the Owner and the Master  Servicer,  not later than March 15th of
each calendar year beginning in 2007, an Officer's  Certificate (an "Annual Statement of Compliance")  stating,
as to each  signatory  thereof,  that (i) a review of the  activities  of the  Servicer  during  the  preceding
calendar year and of performance  under this Agreement or other  applicable  servicing  agreement has been made
under such officer's  supervision and (ii) to the best of such officer's  knowledge,  based on such review, the
Servicer has fulfilled all of its obligations under this Agreement or other applicable  servicing  agreement in
all material  respects  throughout such year, or, if there has been a failure to fulfill any such obligation in
any material  respect,  specifying  each such  failure  known to such officer and the nature and status of cure
provisions  thereof.  Such Annual  Statement of Compliance  shall contain no restrictions or limitations on its
use.  Copies of such  statement  shall be provided by the  Servicer to the Owner upon  request and by the Owner
to any Person  identified  as a  prospective  purchaser of the Mortgage  Loans.  In the event that the Servicer
has  delegated  any  servicing  responsibilities  with  respect to the  Mortgage  Loans to a  Subservicer,  the
Servicer  shall  deliver an Annual  Statement of Compliance of the  Subservicer  as described  above as to each
Subservicer as and when required with respect to the Servicer.

        (b)    With respect to the Mortgage  Loans,  by March 15th of each calendar year  beginning in 2007, an
officer of the Servicer shall execute and deliver an Officer's  Certificate (an "Annual  Certification") to the
Owner, the Master Servicer,  the Securities  Administrator,  and any related  Depositor for the benefit of each
such entity and such entity's  affiliates  and the  officers,  directors and agents of any such entity and such
entity's  affiliates,  in the form  attached  hereto as Exhibit G. In the event that the Servicer has delegated
any servicing  responsibilities with respect to the Mortgage Loans to a Subservicer or a Subcontractor,  to the
extent such  Subcontractor is  "participating  in the servicing  function"  pursuant to Item 1122 of Regulation
AB, the Servicer shall deliver an Annual  Certification as to each such Subservicer and  Subcontractor,  as and
when required with respect to the Servicer.

        The Servicer shall indemnify and hold harmless the Master Servicer and its officers,  directors, agents
and affiliates from and against any losses, damages, penalties,  fines, forfeitures,  reasonable legal fees and
related  costs,  judgments  and other costs and expenses  arising out of or based upon a breach by the Servicer
or any of its officers,  directors,  agents or affiliates of its obligations under this Section 6.04 or Section
6.09 or the  negligence,  bad faith or willful  misconduct  of the  Servicer in  connection  therewith.  If the
indemnification  provided for herein is unavailable or insufficient to hold harmless the Master Servicer,  then
the Servicer  agrees that it shall  contribute to the amount paid or payable by the Master Servicer as a result
of the losses,  claims,  damages or liabilities of the Master  Servicer in such proportion as is appropriate to
reflect the relative  fault of the Master  Servicer on the one hand and the Servicer on the other in connection
with a breach  of the  Servicer's  obligations  under  this  Section  6.04 or  Section  6.09 or the  Servicer's
negligence, bad faith or willful misconduct in connection therewith.

        Upon request by the Owner or the Master Servicer,  the Servicer will deliver to such requesting party a
copy of the audited (if such financial  statements are available,  otherwise unaudited) financial statements of
the Servicer for the most recent fiscal year of the Servicer.

        Section 6.05. [Reserved]

        Section 6.06.  Owner's Right to Examine Servicer Records.

        The Owner shall have the right to examine and audit,  at its  expense,  upon  reasonable  notice to the
Servicer,  during business hours or at such other times as might be reasonable under applicable  circumstances,
any and all of the books,  records,  documentation or other information of the Servicer, or held by another for
the Servicer or on its behalf or otherwise,  which relate to the  performance  or observance by the Servicer of
the terms, covenants or conditions of this Agreement.

        The Servicer shall provide to the Owner and any  supervisory  agents or examiners  representing a state
or federal  governmental  agency having  jurisdiction over the Owner access to any documentation  regarding the
Mortgage  Loans in the possession of the Servicer  which may be required by any  applicable  regulations.  Such
access shall be afforded  without  charge,  upon  reasonable  request,  during normal business hours and at the
offices of the Servicer, and in accordance with the applicable federal or state government regulations.

        Section 6.07.  Compliance with REMIC Provisions.

        If a REMIC  election has been made with respect to the  arrangement  under which the Mortgage Loans and
REO Property are held,  the Servicer  shall not take any action,  cause the REMIC to take any action or fail to
take (or fail to cause to be taken) any action  that,  under the REMIC  Provisions,  if taken or not taken,  as
the case may be could (i)  endanger  the status of the REMIC as a REMIC or (ii) result in the  imposition  of a
tax upon the REMIC  (including  but not limited to the tax on "prohibited  transactions"  as defined in Section
860F(a)(2)  of the Code and the tax on  "contribution"  to a REMIC set  forth in  Section  860G(d)  of the Code
unless the  Servicer  has  received  an Opinion of Counsel  (at the  expense of the party  seeking to take such
actions)  to the effect  that the  contemplated  action will not  endanger  such REMIC  status or result in the
imposition of any such tax.

        Section 6.08.  Non-solicitation.

        The Servicer shall not knowingly  conduct any solicitation  exclusively  targeted to the Mortgagors for
the purpose of inducing or encouraging  the early  prepayment or refinancing of the related  Mortgage Loans. It
is understood and agreed that  promotions  undertaken by the Servicer or any agent or affiliate of the Servicer
which are directed to the general  public at large,  including,  without  limitation,  mass  mailings  based on
commercially  acquired  mailing  lists,  newspaper,  radio and television  advertisements  shall not constitute
solicitation  under this section.  Nothing  contained  herein shall prohibit the Servicer from (i) distributing
to  Mortgagors  any general  advertising  including  information  brochures,  coupon  books,  or other  similar
documentation  which indicates services the Servicer offers,  including  refinances or (ii) providing financing
of home equity loans to Mortgagors at the Mortgagor's request.

        Section 6.09. Assessment of Compliance with Servicing Criteria.

        On and after  January  1, 2006,  the  Servicer  shall  service  and  administer,  and shall  cause each
subservicer to service or  administer,  the Mortgage Loans in accordance  with all applicable  requirements  of
the Servicing Criteria.

        With respect to the  Mortgage  Loans,  the Servicer  shall  deliver to the Owner or its  designee,  the
Master  Servicer,  the  Securities  Administrator,  and any  Depositor on or before March 15th of each calendar
year  beginning in 2007, a report (an  "Assessment  of  Compliance")  regarding  the  Servicer's  assessment of
compliance  with the  Servicing  Criteria  during the  preceding  calendar year as required by Rules 13a-18 and
15d-18 of the Exchange Act and Item 1122 of  Regulation  AB, or as otherwise  required by the Master  Servicer,
which as of the date  hereof,  require a report by an  authorized  officer of the  Servicer  that  contains the
following:

        (a)    A statement by such officer of its  responsibility  for assessing  compliance with the Servicing
Criteria applicable to the Servicer;

        (b)    A statement by such officer that such officer used the Servicing  Criteria to assess  compliance
with the Servicing Criteria applicable to the Servicer;

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

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

        (e)    A statement as to which of the Servicing  Criteria,  if any, are not applicable to the Servicer,
which  statement  shall be based  on the  activities  it  performs  with  respect  to  asset-backed  securities
transactions  taken as a whole  involving the Servicer,  that are backed by the same asset type as the Mortgage
Loans.
        Such report at a minimum shall address each of the Servicing Criteria specified on Exhibit J hereto.

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

        The Servicer shall cause each Subservicer,  and each Subcontractor  determined by the Servicer pursuant
to  Section  11.15  to be  "participating  in the  servicing  function"  within  the  meaning  of Item  1122 of
Regulation AB, to deliver to the Owner, the Master  Servicer,  the Securities  Administrator  and any Depositor
an assessment of compliance and accountants' attestation as and when provided in Section 6.09.

        Section 6.10. Intent of the Parties; Reasonableness.

        The Owner and the Servicer  acknowledge and agree that a purpose of clause (g) of Article III, Sections
5.02,  6.04,  6.09 and 10.02 of this Agreement is to facilitate  compliance by the Owner and any Depositor with
the provisions of Regulation AB and related rules and  regulations of the  Commission.  None of the Owner,  the
Master  Servicer  or any  Depositor  shall  exercise  its right to request  delivery  of  information  or other
performance  under these  provisions  other than in good faith,  or for purposes other than compliance with the
Securities  Act, the Exchange Act and the rules and  regulations  of the  Commission  thereunder.  The Servicer
acknowledges  that  interpretations  of the requirements of Regulation AB may change over time,  whether due to
interpretive  guidance  provided  by  the  Commission  or  its  staff,  consensus  among  participants  in  the
asset-backed  securities markets,  advice of counsel, or otherwise,  and agrees to comply with requests made by
the Owner or any  Depositor in good faith for delivery of  information  under these  provisions on the basis of
evolving  interpretations  of Regulation AB. In connection with any Pass-Through  Transfer,  the Servicer shall
cooperate  fully with the Owner to deliver to the Owner  (including  any of its assignees or designees) and any
Depositor,  any and all statements,  reports,  certifications,  records and any other information  necessary in
the good faith  determination  of the Owner or any  Depositor  to permit the Owner or such  Depositor to comply
with  the  provisions  of  Regulation  AB,  together  with  such  disclosures  relating  to the  Servicer,  any
Subservicer and the Mortgage Loans,  or the servicing of the Mortgage Loans,  reasonably  believed by the Owner
or any Depositor to be necessary in order to effect such compliance.

                                                  ARTICLE VII
                                      REPORTS TO BE PREPARED BY SERVICER

        Section 7.01.  Servicer Shall Provide Information as Reasonably Required.

        The  Servicer  shall  furnish  to the Owner  upon  request,  during  the term of this  Agreement,  such
periodic,  special or other reports or information,  whether or not provided for herein, as shall be necessary,
reasonable or  appropriate  with respect to the purposes of this  Agreement.  The Servicer may  negotiate  with
the Owner for a reasonable  fee for providing such report or  information,  unless (i) the Servicer is required
to supply such report or  information  pursuant to any other section of this  Agreement,  or (ii) the report or
information  has been  requested  in  connection  with  Internal  Revenue  Service or other  regulatory  agency
requirements.  All such  reports or  information  shall be provided by and in  accordance  with all  reasonable
instructions  and  directions  given by the  Owner.  The  Servicer  agrees  to  execute  and  deliver  all such
instruments  and take all such  action as the  Owner,  from time to time,  may  reasonably  request in order to
effectuate the purpose and to carry out the terms of this Agreement.

                                                 ARTICLE VIII
                                                 THE SERVICER

        Section 8.01.  Indemnification; Third Party Claims.

        The Servicer  agrees to indemnify the Owner,  its successors and assigns,  any agent of the Owner,  and
the Master  Servicer,  and hold each of such  Persons  harmless  from and against  any and all claims,  losses,
damages,  penalties,  fines,  forfeitures,  legal fees and related costs, judgments,  and any other costs, fees
and  expenses  that such Person may sustain in any way related to the failure of the Servicer to perform in any
way its duties and service the Mortgage  Loans in strict  compliance  with the terms of this  Agreement and for
breach of any  representation  or warranty of the Servicer  contained  herein.  The Servicer shall  immediately
notify  the  Owner  or other  indemnified  Person  if a claim is made by a third  party  with  respect  to this
Agreement or the Mortgage Loans,  assume (with the consent of the Owner and such other  Indemnified  Person and
with counsel  reasonably  satisfactory  to the Owner and such Person) the defense of any such claim and pay all
expenses in  connection  therewith,  including  counsel  fees,  and  promptly  pay,  discharge  and satisfy any
judgment or decree which may be entered  against it or such other  indemnified  Person in respect of such claim
but  failure  to so  notify  the Owner  and such  other  indemnified  Person  shall  not limit its  obligations
hereunder.  The  Servicer  agrees  that it will not enter into any  settlement  of any such claim  without  the
consent of the Owner and such other  indemnified  Person  unless  such  settlement  includes  an  unconditional
release of the Owner and such other  indemnified  Person from all liability  that is the subject matter of such
claim.  The provisions of this Section 8.01 shall survive termination of this Agreement.

        Section 8.02.  Merger or Consolidation of the Servicer.

        The Servicer will keep in full effect its existence,  rights and franchises as a corporation  under the
laws of the  state  of its  incorporation  except  as  permitted  herein,  and will  obtain  and  preserve  its
qualification to do business as a foreign  corporation in each  jurisdiction in which such  qualification is or
shall be necessary to protect the validity and  enforceability  of this  Agreement or any of the Mortgage Loans
and to perform its duties under this Agreement.

        Any Person into which the Servicer may be merged or  consolidated,  or any  corporation  resulting from
any merger,  conversion or  consolidation  to which the Servicer shall be a party, or any Person  succeeding to
the business of the Servicer  whether or not related to loan servicing,  shall be the successor of the Servicer
hereunder,  without the  execution  or filing of any paper or any further act on the part of any of the parties
hereto,  anything herein to the contrary  notwithstanding;  provided,  however, that the successor or surviving
Person shall be an institution (i) having a GAAP net worth of not less than  $25,000,000,  (ii) the deposits of
which are insured by the FDIC, or which is a HUD-approved  mortgagee  whose primary  business is in origination
and  servicing  of first  lien  mortgage  loans,  and  (iii)  which is a Fannie  Mae or  Freddie  Mac  approved
seller/servicer in good standing.

        Section 8.03.  Limitation on Liability of the Servicer and Others.

        Neither the Servicer nor any of the  officers,  employees or agents of the Servicer  shall be under any
liability  to the Owner for any  action  taken or for  refraining  from the  taking of any action in good faith
pursuant  to this  Agreement,  or for errors in  judgment  made in good  faith;  provided,  however,  that this
provision   shall  not  protect  the  Servicer  or  any  such  person  against  any  breach  of  warranties  or
representations  made herein,  or failure to perform in any way its obligations in compliance with any standard
of care set forth in this  Agreement,  or any  liability  which would  otherwise  be imposed by reason of gross
negligence  or any  breach of the  terms and  conditions  of this  Agreement.  The  Servicer  and any  officer,
employee or agent of the  Servicer  may rely in good faith on any  document  of any kind prima  facie  properly
executed  and  submitted by the Owner  respecting  any matters  arising  hereunder.  The Servicer  shall not be
under any  obligation to appear in,  prosecute or defend any legal action which is not incidental to its duties
to service the Mortgage  Loans in  accordance  with this  Agreement  and which in its opinion may involve it in
any expenses or liability;  provided,  however,  that the Servicer  may,  with the consent of the Owner,  which
consent  shall  not be  unreasonably  withheld,  undertake  any such  action  which it may  deem  necessary  or
desirable with respect to this Agreement and the rights and duties of the parties  hereto.  In such event,  the
reasonable  legal expenses and costs of such action and any liability  resulting  therefrom  shall be expenses,
costs and liabilities  for which the Owner will be liable,  and the Servicer shall be entitled to be reimbursed
therefor from the Custodial Account pursuant to Section 4.05.

        Section 8.04.  Servicer Not to Resign.

        The Servicer  shall not resign from the  obligations  and duties hereby  imposed on it except by mutual
consent  of the  Servicer  and the Owner or upon the  determination  that its  duties  hereunder  are no longer
permissible  under applicable law and such incapacity cannot be cured by the Servicer.  Any such  determination
permitting  the  resignation  of the  Servicer  shall be  evidenced  by an Opinion  of  Counsel to such  effect
delivered to the Owner which  Opinion of Counsel shall be in form and  substance  acceptable  to the Owner.  No
such resignation  shall become  effective until a successor shall have assumed the Servicer's  responsibilities
and obligations hereunder in the manner provided in Section 11.01.

        Section 8.05.  No Transfer of Servicing.

        With respect to the  retention of the Servicer to service the Mortgage  Loans  hereunder,  the Servicer
acknowledges that the Owner has acted in reliance upon the Servicer's  independent  status, the adequacy of its
servicing  facilities,  plan,  personnel,  records and  procedures,  its  integrity,  reputation  and financial
standing  and the  continuance  thereof.  Without in any way  limiting  the  generality  of this  section,  the
Servicer  shall not either assign this  Agreement or the  servicing  hereunder or delegate its rights or duties
hereunder or any portion thereof,  or sell or otherwise  dispose of all or substantially all of its property or
assets,  without the prior written  approval of the Owner,  which approval shall not be unreasonably  withheld;
provided that the Servicer may assign the Agreement  and the servicing  hereunder  without the consent of Owner
to an  affiliate  of the  Servicer  to which all  servicing  of the  Servicer  is  assigned so long as (i) such
affiliate is a Fannie Mae and Freddie Mac approved  servicer and (ii) if it is intended that such  affiliate be
spun off to the  shareholders  of the Servicer,  such affiliate  have a GAAP net worth of at least  $25,000,000
and (iii) such affiliate  shall deliver to the Owner a  certification  pursuant to which such  affiliate  shall
agree to be bound by the terms and  conditions of this  Agreement  and shall  certify that such  affiliate is a
Fannie Mae and Freddie Mac approved servicer in good standing.

                                                  ARTICLE IX
                                                    DEFAULT

        Section 9.01.  Events of Default.

        In case one or more of the following  Events of Default by the Servicer  shall occur and be continuing,
that is to say:

        (i)    any  failure by the  Servicer  to remit to the Owner any  payment  required to be made under the
terms of this Agreement  which  continues  unremedied for one (1) Business Day after written notice thereof (it
being understood that this  subparagraph  shall not affect  Servicer's  obligation  pursuant to Section 5.01 to
pay default  interest on any remittance  received by the Owner after the Business Day on which such payment was
due); or

        (ii)   any failure on the part of the Servicer  duly to observe or perform in any material  respect any
other of the  covenants  or  agreements  on the part of the Servicer  set forth in this  Agreement  (other than
those  described in clause (ix) hereof),  the breach of which has a material  adverse effect and which continue
unremedied  for a period of thirty  days  (except  that such  number of days  shall be fifteen in the case of a
failure to pay any premium for any insurance  policy  required to be maintained  under this  Agreement and such
failure  shall be deemed to have a material  adverse  effect)  after the date on which  written  notice of such
failure, requiring the same to be remedied, shall have been given to the Servicer by the Owner; or

        (iii)  a decree or order of a court or agency or  supervisory  authority  having  jurisdiction  for the
appointment of a conservator or receiver or liquidator in any  insolvency,  bankruptcy,  readjustment  of debt,
marshaling of assets and  liabilities  or similar  proceedings,  or for the  winding-up or  liquidation  of its
affairs,  shall have been entered  against the  Servicer and such decree or order shall have  remained in force
undischarged or unstayed for a period of sixty days; or

        (iv)   the Servicer shall consent to the  appointment of a conservator or receiver or liquidator in any
insolvency,  bankruptcy,  readjustment of debt,  marshaling of assets and liabilities or similar proceedings of
or relating to the Servicer or of or relating to all or substantially all of its property; or

        (v)    the  Servicer  shall admit in writing its  inability  to pay its debts  generally as they become
due,  file a petition to take  advantage  of any  applicable  insolvency  or  reorganization  statute,  make an
assignment for the benefit of its creditors, or voluntarily suspend payment of its obligations; or

        (vi)   the  Servicer  ceases to be  approved  by either  Fannie Mae or Freddie  Mac (to the extent such
entities  are then  operating  in a capacity  similar to that in which  they  operate on the date  hereof) as a
mortgage loan servicer for more than thirty days to the extent such entities perform similar functions; or

        (vii)  the Servicer  attempts to assign its right to servicing  compensation  hereunder or the Servicer
attempts,  without the consent of the Owner, to sell or otherwise  dispose of all or  substantially  all of its
property or assets or to assign this Agreement or the servicing  responsibilities  hereunder or to delegate its
duties hereunder or any portion thereof except as otherwise permitted herein; or

        (viii) the  Servicer  ceases to be  qualified  to  transact  business in any  jurisdiction  where it is
currently so qualified,  but only to the extent such  non-qualification  materially  and adversely  affects the
Servicer's ability to perform its obligations hereunder; or

        (ix)   failure by the Servicer to duly perform,  within the required time period, its obligations under
Section 6.04, 6.09 or any of clauses (v) through (viii) of Section 10.02;

then,  and in each and every  such  case,  so long as an Event of  Default  shall not have been  remedied,  the
Owner,  by notice in writing to the  Servicer  may, in  addition  to  whatever  rights the Owner may have under
Section 8.01 and at law or equity to damages,  including injunctive relief and specific performance,  terminate
all the rights and  obligations  of the Servicer (and if the Servicer is servicing any of the Mortgage Loans in
a Pass-Through  Transfer,  appoint a successor servicer  reasonably  acceptable to the Master Servicer for such
Pass-Through  Transfer) under this Agreement and in and to the Mortgage Loans and the proceeds  thereof without
compensating  the Servicer for the same.  On or after the receipt by the Servicer of such written  notice,  all
authority  and power of the Servicer  under this  Agreement,  whether  with  respect to the  Mortgage  Loans or
otherwise,  shall pass to and be vested in the  successor  appointed  pursuant to Section  11.01.  Upon written
request from the Owner,  the Servicer  shall  prepare,  execute and deliver,  any and all  documents  and other
instruments,  place in such successor's  possession all Servicing Files, and do or accomplish all other acts or
things  necessary or appropriate to effect the purposes of such notice of termination,  whether to complete the
transfer and  endorsement  or  assignment of the Mortgage  Loans and related  documents,  or otherwise,  at the
Servicer's  sole expense.  The Servicer  agrees to cooperate with the Owner and such successor in effecting the
termination of the  Servicer's  responsibilities  and rights  hereunder,  including,  without  limitation,  the
transfer to such  successor  for  administration  by it of all cash amounts which shall at the time be credited
by the  Servicer  to the  Custodial  Account  or Escrow  Account or  thereafter  received  with  respect to the
Mortgage Loans or any REO Property.

        The  Servicer  shall  promptly  reimburse  the Owner (or any  designee  of the Owner,  such as a master
servicer)  and any  Depositor,  as  applicable,  for all  reasonable  expenses  incurred  by the Owner (or such
designee) or such  Depositor,  as such are incurred,  in  connection  with the  termination  of the Servicer as
servicer  and the  transfer of servicing of the  Mortgage  Loans to a successor  servicer,  if the  termination
and/or  transfer of servicing is for cause related to a servicer  default.  The  provisions  of this  paragraph
shall not limit  whatever  rights the Owner or any Depositor may have under other  provisions of this Agreement
and/or any  applicable  Reconstitution  Agreement or otherwise,  whether in equity or at law, such as an action
for damages, specific performance or injunctive relief.

        Section 9.02.  Waiver of Defaults.

        The Owner may waive  only by written  notice any  default by the  Servicer  in the  performance  of its
obligations  hereunder and its consequences.  Upon any such waiver of a past default,  such default shall cease
to exist,  and any Event of Default  arising  therefrom shall be deemed to have been remedied for every purpose
of this  Agreement.  No such  waiver  shall  extend to any  subsequent  or other  default  or impair  any right
consequent thereon except to the extent expressly so waived in writing.

                                                   ARTICLE X
                                                  TERMINATION

        Section 10.01.  Termination.

        The respective  obligations and responsibilities of the Servicer shall terminate upon: (i) the later of
the final payment or other  liquidation (or any advance with respect  thereto) of the last Mortgage Loan or the
disposition  of all REO Property and the  remittance of all funds due  hereunder;  or (ii) by mutual consent of
the  Servicer  and the  Owner in  writing;  or  (iii)  termination  by the  Owner  pursuant  to  Section  9.01.
Simultaneously  with any such  termination  and the transfer of  servicing  hereunder,  the  Servicer  shall be
entitled to be reimbursed for any outstanding Servicing Advances and Monthly Advances.

        Section 10.02.Cooperation of Servicer with a Reconstitution.

        The Servicer and the Owner agree that with  respect to some or all of the Mortgage  Loans,  on or after
the related closing date, on one or more dates (each a "Reconstitution  Date") at the Owner's sole option,  the
Owner may effect a sale (each,  a  "Reconstitution")  of some or all of the Mortgage Loans then subject to this
Agreement, without recourse, to:

        (a)    one or more third party  purchasers in one or more in whole loan transfers  (each, a "Whole Loan
Transfer"); or

        (b)    one or more trusts or other entities to be formed as part of one or more Pass-Through Transfers.

        The Servicer agrees to execute in connection  with any agreements  among the Owner,  the Servicer,  and
any servicer in connection with a Whole Loan Transfer,  an assignment,  assumption and  recognition  agreement,
or, at Owner's  request,  a seller's  warranties  and  servicing  agreement or a  participation  and  servicing
agreement or similar agreement in form and substance  reasonably  acceptable to the parties,  and in connection
with a Pass-Through  Transfer,  a pooling and servicing agreement in form and substance  reasonably  acceptable
to the  parties.  It is  understood  that any such  Reconstitution  Agreements  will not  contain  any  greater
obligations on the part of Servicer than are contained in this Agreement.

        With respect to each Whole Loan Transfer and each Pass-Through  Transfer entered into by the Owner, the
Servicer  agrees  (1) to  cooperate  fully with the Owner and any  prospective  purchaser  with  respect to all
reasonable  requests  and due  diligence  procedures;  (2) to execute,  deliver and perform all  Reconstitution
Agreements  required  by the  Owner;  (3) to  restate  the  representations  and  warranties  set forth in this
Agreement  as  of  the  settlement  or  closing  date  in  connection   with  such   Reconstitution   (each,  a
"Reconstitution Date").

        In addition,  the Servicer shall provide to such servicer or issuer,  as the case may be, and any other
participants in such Reconstitution:

        (i)    any and all  information and  appropriate  verification  of information  which may be reasonably
available to the Servicer,  whether through  letters of its auditors and counsel or otherwise,  as the Owner or
any such other participant shall request upon reasonable demand;

        (ii)   such  additional  representations,  warranties,  covenants,  opinions of counsel,  letters  from
auditors,  and  certificates of public  officials or officers of the Servicer as are reasonably  agreed upon by
the Servicer and the Owner or any such other participant;

        (iii)  within 5 Business Days after request by the Owner,  the information with respect to the Servicer
(as servicer) as required by Item 1108(b) and (c) of Regulation AB, a summary of the  requirements  of which as
of the date hereof is attached  hereto as Exhibit I for  convenience of reference  only, as determined by Owner
in its sole  discretion.  In the event that the Servicer has  delegated  any  servicing  responsibilities  with
respect to the Mortgage Loans to a Subservicer,  the Servicer shall provide the information  required  pursuant
to this clause with respect to the Subservicer;

        (iv)   within 5 Business Days after request by the Owner,

               (a) information  regarding any legal proceedings  pending (or known to be contemplated)  against
the Servicer (as servicer)  and each  Subservicer  as required by Item 1117 of Regulation  AB, a summary of the
requirements  of which as of the date  hereof is  attached  hereto as Exhibit I for  convenience  of  reference
only, as determined by Owner in its sole discretion,

               (b)  information  regarding  affiliations  with respect to the Servicer (as  servicer)  and each
Subservicer  as required by Item 1119(a) of  Regulation  AB, a summary of the  requirements  of which as of the
date hereof is attached  hereto as Exhibit I for  convenience of reference  only, as determined by Owner in its
sole discretion, and


               (c)  information  regarding  relationships  and  transactions  with  respect to the Servicer (as
servicer)  and each  Subservicer  as  required  by Item  1119(b)  and (c) of  Regulation  AB, a summary  of the
requirements  of which as of the date  hereof is  attached  hereto as Exhibit I for  convenience  of  reference
only, as determined by Owner in its sole discretion;

        (v)    for the purpose of satisfying  the reporting  obligation  under the Exchange Act with respect to
any class of  asset-backed  securities,  the Servicer  shall (or shall cause each  Subservicer  to) (i) provide
prompt notice to the Owner,  the Master  Servicer and any  Depositor in writing of (A) any material  litigation
or governmental  proceedings  involving the Servicer or any Subservicer,  (B) any affiliations or relationships
that develop  following the closing date of a  Pass-Through  Transfer  between the Servicer or any  Subservicer
and any of the  parties  specified  in clause  (D) of  paragraph  (a) of this  Section  (and any other  parties
identified in writing by the requesting  party) with respect to such  Pass-Through  Transfer,  (C) any Event of
Default under the terms of this Agreement or any  Reconstitution  Agreement,  (D) any merger,  consolidation or
sale of  substantially  all of the assets of the Servicer,  and (E) the Servicer's entry into an agreement with
a  Subservicer  to  perform  or assist in the  performance  of any of the  Servicer's  obligations  under  this
Agreement or any  Reconstitution  Agreement and (ii) provide to the Owner and any  Depositor a  description  of
such proceedings, affiliations or relationships;

        (vi)   as a condition to the  succession to the Servicer or any  Subservicer as servicer or subservicer
under this  Agreement  or any  Reconstitution  Agreement  by any Person  (i) into  which the  Servicer  or such
Subservicer  may be merged or  consolidated,  or (ii) which may be  appointed as a successor to the Servicer or
any Subservicer,  the Servicer shall provide to the Owner, the Master Servicer, and any Depositor,  at least 15
calendar days prior to the effective date of such  succession or  appointment,  (x) written notice to the Owner
and any Depositor of such  succession or  appointment  and (y) in writing and in form and substance  reasonably
satisfactory  to the  Owner  and such  Depositor,  all  information  reasonably  requested  by the Owner or any
Depositor  in order to comply with its  reporting  obligation  under Item 6.02 of Form 8-K with  respect to any
class of asset-backed securities;

        (vii)  in addition to such information as the Servicer,  as servicer,  is obligated to provide pursuant
to other  provisions  of this  Agreement,  not later than ten days prior to the  deadline for the filing of any
distribution  report on Form 10-D in respect of any  Pass-Through  Transfer  that  includes any of the Mortgage
Loans serviced by the Servicer or any Subservicer,  the Servicer or such Subservicer, as applicable,  shall, to
the extent the Servicer or such  Subservicer  has knowledge,  provide to the party  responsible for filing such
report  (including,  if  applicable,  the Master  Servicer)  notice of the  occurrence  of any of the following
events along with all  information,  data, and materials  related  thereto as may be required to be included in
the related  distribution  report on Form 10-D (as  specified in the  provisions  of  Regulation  AB referenced
below):

               (A)    any material  modifications,  extensions or waivers of pool asset terms, fees,  penalties
or  payments  during  the  distribution  period or that  have  cumulatively  become  material  over time  (Item
1121(a)(11) of Regulation AB);

               (B)    material breaches of pool asset  representations  or warranties or transaction  covenants
(Item 1121(a)(12) of Regulation AB); and

               (C)    information  regarding  new  asset-backed  securities  issuances  backed by the same pool
assets,  any pool asset changes (such as,  additions,  substitutions or repurchases),  and any material changes
in origination,  underwriting  or other criteria for acquisition or selection of pool assets (Item  1121(a)(14)
of Regulation AB); and

        (viii) the Servicer shall provide to the Owner, the Master Servicer and any Depositor,  evidence of the
authorization of the person signing any  certification or statement,  copies or other evidence of Fidelity Bond
Insurance  and  Errors and  Omission  Insurance  policy,  financial  information  and  reports,  and such other
information  related to the  Servicer or any  Subservicer  or the  Servicer or such  Subservicer's  performance
hereunder.

        In the  event of a  conflict  or  inconsistency  between  the  terms of  Exhibit  I and the text of the
applicable  Item of Regulation AB as cited above,  the text of  Regulation  AB, its adopting  release and other
public statements of the SEC shall control.

        The Servicer shall indemnify the Owner,  each affiliate of the Owner, and each of the following parties
participating in a Pass-Through  Transfer:  each issuing entity;  each Person  (including,  but not limited to,
the  Master  Servicer,  if  applicable)  responsible  for the  preparation,  execution  or filing of any report
required to be filed with the  Commission  with respect to such  Pass-Through  Transfer,  or for execution of a
certification  pursuant  to Rule  13a-14(d)  or Rule  15d-14(d)  under the  Exchange  Act with  respect to such
Pass-Through  Transfer;  each broker dealer acting as underwriter,  placement agent or initial purchaser,  each
Person who controls any of such parties or the  Depositor  (within the meaning of Section 15 of the  Securities
Act  and  Section  20 of the  Exchange  Act);  and the  respective  present  and  former  directors,  officers,
employees,  agents  and  affiliates  of each of the  foregoing  and of the  Depositor  (each,  an  "Indemnified
Party"), and shall hold each of them harmless from and against any claims, losses, damages,  penalties,  fines,
forfeitures,  legal fees and  expenses and related  costs,  judgments,  and any other costs,  fees and expenses
that any of them may sustain arising out of or based upon:

        (i)(A)  any  untrue  statement  of a  material  fact  contained  or  alleged  to be  contained  in  any
information,  report,  certification,  data,  accountants' letter or other material provided under this Section
10.02 by or on behalf of the Servicer,  or provided under this Section 10.02,  Sections 6.04 and 6.09 and by or
on behalf of any Subservicer or Subcontractor (collectively,  the "Servicer Information"),  or (B) the omission
or  alleged  omission  to state in the  Servicer  Information  a  material  fact  required  to be stated in the
Servicer  Information or necessary in order to make the statements  therein,  in the light of the circumstances
under  which they were  made,  not  misleading;  provided,  by way of  clarification,  that  clause (B) of this
paragraph shall be construed solely by reference to the Servicer  Information and not to any other  information
communicated  in  connection  with a sale or purchase of  securities,  without  regard to whether the  Servicer
Information or any portion thereof is presented together with or separately from such other information;

        (ii) any breach by the Servicer of its  obligations  under this Section 10.02,  including  particularly
any  failure by the  Servicer,  any  Subservicer  or any  Subcontractor  to deliver  any  information,  report,
certification,  accountants' letter or other material when and as required under this Section 10.02,  including
any failure by the  Servicer to identify  pursuant to Section  11.15 any  Subcontractor  "participating  in the
servicing function" within the meaning of Item 1122 of Regulation AB;

        (iii) any breach by the Servicer of a  representation  or warranty set forth in Section  Article III or
in a writing  furnished  pursuant to clause (h) of Article III and made as of a date prior to the closing  date
of the related  Pass-Through  Transfer,  to the extent that such breach is not cured by such closing  date,  or
any breach by the Servicer of a  representation  or warranty in a writing  furnished  pursuant to clause (h) of
Article III to the extent made as of a date subsequent to such closing date; or

        (iv) the negligence bad faith or willful  misconduct of the Servicer in connection with its performance
under this Section 10.02.

        If the  indemnification  provided  for  herein is  unavailable  or  insufficient  to hold  harmless  an
Indemnified  Party,  then the Servicer  agrees that it shall  contribute  to the amount paid or payable by such
Indemnified  Party as a result of any claims,  losses,  damages or  liabilities  incurred  by such  Indemnified
Party in such proportion as is appropriate to reflect the relative fault of such  Indemnified  Party on the one
hand and the Servicer on the other.
        In the case of any failure of performance  described above,  the Servicer shall promptly  reimburse the
Owner, any Depositor,  as applicable,  and each Person responsible for the preparation,  execution or filing of
any report  required  to be filed  with the  Commission  with  respect to such  Pass-Through  Transfer,  or for
execution of a  certification  pursuant to Rule 13a-14(d) or Rule 15d-14(d) under the Exchange Act with respect
to such  Pass-Through  Transfer,  for all costs  reasonably  incurred by each such party in order to obtain the
information,  report,  certification,  accountants'  letter or other  material not  delivered  pursuant to this
Section or Section 6.04 or Section 6.09 as required by the Servicer, any Subservicer or any Subcontractor.

        This  indemnification  shall survive the  termination of this Agreement or the termination of any party
to this Agreement.

        All Mortgage Loans not sold or transferred  pursuant to a Whole Loan Transfer or Pass Through  Transfer
shall be subject to this  Agreement  and shall  continue to be serviced  in  accordance  with the terms of this
Agreement and with respect thereto this Agreement shall remain in full force and effect.

        Section 10.03.  Master Servicer.

        The Servicer,  including any successor servicer  hereunder,  shall be subject to the supervision of the
Master  Servicer,  which Master  Servicer shall be obligated to ensure that the Servicer  services the Mortgage
Loans in  accordance  with the  provisions  of this  Agreement.  The Master  Servicer,  acting on behalf of the
Owner,  shall  have the same  rights as the  Owner to  enforce  the  obligations  of the  Servicer  under  this
Agreement.  The Master  Servicer  shall be entitled to  terminate  the rights and  obligations  of the Servicer
under this  Agreement upon the failure of the Servicer to perform any of its  obligations  under this Agreement
if such failure  constitutes an Event of Default as provided in Article IX of this  Agreement.  Notwithstanding
anything to the contrary,  in no event shall the Master  Servicer  assume any of the  obligations  of the Owner
under this Agreement.

                                                  ARTICLE XI
                                           MISCELLANEOUS PROVISIONS

        Section 11.01.  Successor to the Servicer.

        Prior to  termination of the Servicer's  responsibilities  and duties under this Agreement  pursuant to
Sections  8.04,  9.01  or  10.01(ii),  the  Owner  shall  (i)  succeed  to and  assume  all  of the  Servicer's
responsibilities,  rights, duties and obligations under this Agreement,  or (ii) appoint a successor having the
characteristics  set forth in Section  8.02 hereof and which shall  succeed to all rights and assume all of the
responsibilities,  duties and  liabilities of the Servicer under this Agreement prior to the termination of the
Servicer's   responsibilities,   duties  and  liabilities  under  this  Agreement.   In  connection  with  such
appointment and assumption,  the Owner may make such  arrangements  for the  compensation of such successor out
of payments on Mortgage  Loans as the Owner and such  successor  shall agree.  In the event that the Servicer's
duties,   responsibilities  and  liabilities  under  this  Agreement  should  be  terminated  pursuant  to  the
aforementioned  sections, the Servicer shall discharge such duties and responsibilities  during the period from
the date it acquires  knowledge of such  termination  until the effective  date thereof with the same degree of
diligence  and  prudence  which it is  obligated  to exercise  under this  Agreement,  and shall take no action
whatsoever  that  might  impair  or  prejudice  the  rights  or  financial  condition  of  its  successor.  The
resignation  or removal of the Servicer  pursuant to the  aforementioned  sections  shall not become  effective
until a successor  shall be appointed  pursuant to this  section and shall in no event  relieve the Servicer of
the  representations  and warranties made pursuant to Article III and the remedies available to the Owner under
Section 8.01,  it being  understood  and agreed that the  provisions of such Article III and Section 8.01 shall
be applicable to the Servicer  notwithstanding  any such  resignation or  termination  of the Servicer,  or the
termination of this Agreement.

        Any successor  appointed as provided herein shall execute,  acknowledge and deliver to the Servicer and
to the Owner an instrument  accepting such  appointment,  whereupon  such  successor  shall become fully vested
with all the rights, powers, duties,  responsibilities,  obligations and liabilities of the Servicer, with like
effect as if originally  named as a party to this  Agreement.  Any  termination  or resignation of the Servicer
or this Agreement  pursuant to Section 8.04,  9.01 or 10.01 shall not affect any claims that the Owner may have
against the Servicer arising prior to any such termination or resignation.

        The Servicer shall promptly deliver to the successor the funds in the Custodial  Account and the Escrow
Account and the  Servicing  Files and related  documents and  statements  held by it hereunder and the Servicer
shall  account  for all funds.  The  Servicer  shall  execute and deliver  such  instruments  and do such other
things all as may  reasonably  be required to more fully and  definitely  vest and confirm in the successor all
such rights,  powers,  duties,  responsibilities,  obligations and  liabilities of the Servicer.  The successor
shall make such  arrangements  as it may deem  appropriate  to reimburse the Servicer for  unrecovered  Monthly
Advances and Servicing  Advances  which the successor  retains  hereunder and which would  otherwise  have been
recovered by the Servicer pursuant to this Agreement but for the appointment of the successor servicer.

        Upon a  successor's  acceptance of  appointment  as such,  the Servicer  shall notify the Owner of such
appointment.

        All  reasonable  costs and  expenses  incurred in  connection  with  replacing  the  Servicer  upon its
resignation  or the  termination  of the Servicer in accordance  with the terms of this  Agreement,  including,
without  limitation,  (i) all legal costs and expenses and all due diligence costs and expenses associated with
an  evaluation  of the  potential  termination  of the Servicer as a result of an Event of Default and (ii) all
costs and expenses  associated with the complete  transfer of servicing,  including all servicing files and all
servicing  data and the  completion,  correction or  manipulation  of such servicing data as may be required by
the successor  servicer to correct any errors or  insufficiencies  in the servicing data or otherwise to enable
the successor  service to service the Mortgage  Loans in accordance  with this  Agreement,  shall be payable on
demand by the resigning or terminated Servicer without any right of reimbursement therefor.

        Section 11.02.  Amendment.

        This  Agreement  may be amended from time to time by the  Servicer  and the Owner by written  agreement
signed by the Servicer and the Owner.

        Section 11.03.  Recordation of Agreement.

        To the extent  permitted by applicable law, this Agreement is subject to recordation in all appropriate
public offices for real property  records in all the counties or other  comparable  jurisdictions  in which any
of all the properties  subject to the Mortgages are situated,  and in any other  appropriate  public  recording
office or elsewhere,  such  recordation  to be effected by the Servicer at the Owner's  expense on direction of
the  Owner  accompanied  by an  opinion  of  counsel  to  the  effect  that  such  recordation  materially  and
beneficially  affects  the  interest of the Owner or is  necessary  for the  administration  or  servicing  the
Mortgage Loans.

        Section 11.04.  Governing Law.

        THIS AGREEMENT  SHALL BE GOVERNED BY AND CONSTRUED IN ACCORDANCE WITH THE INTERNAL LAWS OF THE STATE OF
NEW YORK WITHOUT  GIVING  EFFECT TO PRINCIPLES OF CONFLICTS OF LAWS.  THE  OBLIGATIONS,  RIGHTS AND REMEDIES OF
THE PARTIES HEREUNDER SHALL BE DETERMINED IN ACCORDANCE WITH SUCH LAWS.


        Section 11.05.  Notices.

        Any demands,  notices or other  communications  permitted or required hereunder shall be in writing and
shall be deemed  conclusively  to have been given if  personally  delivered  at or mailed by  registered  mail,
postage  prepaid,  and return receipt  requested or transmitted by telecopier and confirmed by a similar mailed
writing, as follows:

               (i)    if to the Servicer:

                      EMC Mortgage Corporation
                      2780 Lake Vista Drive
                      Lewisville, TX 75067
                      Attention: President or General Counsel
                      Facsimile: (469) 759-4714


               (ii)   if to the Owner:

                      Bear, Stearns & Co. Inc.
                      383 Madison Ave.
                      New York, New York 10179
                      Attention:  Global Credit Administration
                      Telecopier No.:  (212) 272-5591


               (iii)  if to the Master Servicer:

                      Wells Fargo Bank, National Association
                      P.O. Box 98
                      Columbia, Maryland 21046
                      Attention:  Master Servicing - Bear Stearns ALT-A Trust 2006-4

                      And for overnight delivery to:

                      Wells Fargo Bank, National Association
                      9062 Old Annapolis Road
                      Columbia, Maryland 21045
                      Attention:  Master Servicing - Bear Stearns ALT-A Trust 2006-4
                      Telecopier No.:  (410) 715-2380

or such other  address as may  hereafter  be  furnished  to the other party by like  notice.  Any such  demand,
notice,  or communication  hereunder shall be deemed to have been received on the date delivered to or received
at the premises of the address (as  evidenced,  in the case of registered or certified  mail, by the date noted
on the return receipt).


        Section 11.06.  Severability of Provisions.

        Any part, provision,  representation or warranty of this Agreement which is prohibited or which is held
to be void or  unenforceable  shall be  ineffective  to the  extent  of such  prohibition  or  unenforceability
without  invalidating the remaining  provisions  hereof.  Any part,  provision,  representation  or warranty of
this  Agreement  which  is  prohibited  or  unenforceable  or is  held  to be  void  or  unenforceable  in  any
jurisdiction  shall  be  ineffective,  as  to  such  jurisdiction,   to  the  extent  of  such  prohibition  or
unenforceability   without   invalidating  the  remaining  provisions  hereof,  and  any  such  prohibition  or
unenforceability  in any  jurisdiction  as to any Mortgage Loan shall not  invalidate  or render  unenforceable
such  provision in any other  jurisdiction.  To the extent  permitted  by  applicable  law, the parties  hereto
waive any  provision of law which  prohibits or renders void or  unenforceable  any  provision  hereof.  If the
invalidity of any part,  provision,  representation  or warranty of this  Agreement  shall deprive any party of
the economic  benefit intended to be conferred by this Agreement,  the parties shall negotiate,  in good faith,
to develop a structure  the economic  effect of which is nearly as possible the same as the economic  effect of
this Agreement without regard to such invalidity.

        Section 11.07.  Exhibits

        The exhibits to this Agreement are hereby  incorporated and made a part hereof and are an integral part
of this Agreement.

        Section 11.08.  General Interpretive Principles.

        For purposes of this Agreement,  except as otherwise expressly provided or unless the context otherwise
requires:

        (i)    the terms defined in this  Agreement  have the meanings  assigned to them in this  Agreement and
include the plural as well as the  singular,  and the use of any gender  herein  shall be deemed to include the
other gender;

        (ii)   accounting terms not otherwise  defined herein have the meanings  assigned to them in accordance
with generally accepted accounting principles;

        (iii)  references   herein  to  "Articles,"   "Sections,"   "Subsections,"   "Paragraphs,"   and  other
subdivisions  without reference to a document are to designated  Articles,  Sections,  Subsections,  Paragraphs
and other subdivisions of this Agreement;

        (iv)   a reference  to a  Subsection  without  further  reference  to a Section is a reference  to such
Subsection as contained in the same Section in which the reference  appears,  and this rule shall also apply to
Paragraphs and other subdivisions;

        (v)    the words  "herein,"  "hereof,"  "hereunder"  and other  words of similar  import  refer to this
Agreement as a whole and not to any particular provision; and

        (vi)   the term "include" or "including" shall mean without limitation by reason of enumeration.

        Section 11.09.  Reproduction of Documents.

        This Agreement and all documents relating hereto, including,  without limitation, (i) consents, waivers
and modifications  which may hereafter be executed,  (ii) documents  received by any party at the closing,  and
(iii) financial  statements,  certificates  and other  information  previously or hereafter  furnished,  may be
reproduced by any photographic,  photostatic,  microfilm,  micro-card,  miniature photographic or other similar
process.  The parties agree that any such  reproduction  shall be admissible in evidence as the original itself
in any judicial or  administrative  proceeding,  whether or not the original is in existence and whether or not
such  reproduction was made by a party in the regular course of business,  and that any enlargement,  facsimile
or further reproduction of such reproduction shall likewise be admissible in evidence.

        Section 11.10.  Confidentiality of Information.

        Each party  recognizes  that,  in  connection  with this  Agreement,  it may become privy to non-public
information  regarding  the  financial  condition,  operations  and  prospects  of the other  party.  Except as
required to be  disclosed by law,  each party agrees to keep all  non-public  information  regarding  the other
party  strictly  confidential,  and to use all such  information  solely in order to effectuate  the purpose of
this Agreement.

        Section 11.11.  Assignment by the Owner.

        The Owner shall have the right,  without the consent of the Servicer hereof,  to assign, in whole or in
part, its interest under this  Agreement with respect to some or all of the Mortgage  Loans,  and designate any
person to exercise any rights of the Owner  hereunder,  by executing an  assignment  and  assumption  agreement
reasonably  acceptable to the Servicer and the assignee or designee shall accede to the rights and  obligations
hereunder of the Owner with respect to such  Mortgage  Loans.  In no event shall Owner sell a partial  interest
in any Mortgage Loan.  All  references to the Owner in this Agreement  shall be deemed to include its assignees
or  designees.  It is  understood  and agreed  between the Owners and the  Servicer  that no more than five (5)
Persons shall have the right of owner under this Agreement at any one time.

        Section 11.12.  No Partnership.

        Nothing  herein  contained  shall be deemed or construed to create a  co-partnership  or joint  venture
between the parties  hereto and the services of the  Servicer  shall be rendered as an  independent  contractor
and not as agent for Owner.

        Section 11.13.  Execution, Successors and Assigns.

        This  Agreement  may be executed in one or more  counterparts  and by the different  parties  hereto on
separate counterparts,  each of which, when so executed,  shall be deemed to be an original; such counterparts,
together,  shall  constitute one and the same  agreement.  Subject to Section 8.05,  this Agreement shall inure
to the benefit of and be binding upon the Servicer and the Owner and their respective successors and assigns.

        Section 11.14.  Entire Agreement.

        Each of the Servicer and the Owner  acknowledge  that no  representations,  agreements or promises were
made to it by the  other  party  or any of its  employees  other  than  those  representations,  agreements  or
promises  specifically  contained  herein.  This  Agreement  sets forth the entire  understanding  between  the
parties hereto and shall be binding upon all successors of both parties.

        Section 11.15. Use of Subservicers and Subcontractors.

        (a)    The Servicer shall not hire or otherwise  utilize the services of any Subservicer to fulfill any
of the  obligations  of the Servicer as servicer under this Agreement or any  Reconstitution  Agreement  unless
the Servicer  complies with the  provisions of paragraph  (b) of this Section.  The Servicer  shall not hire or
otherwise  utilize  the  services  of any  Subcontractor,  and  shall not  permit  any  Subservicer  to hire or
otherwise  utilize the servicers of any  Subcontractor,  to fulfill any of the  obligations  of the Servicer as
servicer  under  this  Agreement  or any  Reconstitution  Agreement  unless  the  Servicer  complies  with  the
provisions of paragraph (d) of this Section.  The Servicer must notify the Owner,  the Master  Servicer and any
Depositor in writing of any affiliations or relationships  that develop  following the closing date between the
Servicer or any Subservicer.

        (b)    The Servicer shall cause any Subservicer  used by the Servicer (or by any  Subservicer)  for the
benefit of the Owner and any  Depositor to comply with the  provisions of this Section and with clauses (g) and
(j) of Article III,  Sections 6.04, 6.09 and 10.02 of this Agreement to the same extent as if such  Subservicer
were the Owner,  and to provide  the  information  required  with  respect to such  Subservicer  under  Section
3.01(i)  of this  Agreement.  The  Servicer  shall be  responsible  for  obtaining  from each  Subservicer  and
delivering to the Owner, the Master Servicer and any Depositor any Annual  Statement of Compliance  required to
be delivered by such  Subservicer  under Section 6.04(a),  any Assessment of Compliance and Attestation  Report
required to be delivered by such  Subservicer  under  Section 6.09,  any Annual  Certification  required  under
Section  6.04(b),  any Additional  Form 10-D  Disclosure and any Form 8-K Disclosure  Information,  as and when
required to be delivered.

        (c)    The Servicer  shall  promptly  upon request  provide to the Owner,  the Master  Servicer and any
Depositor (or any designee of the  Depositor,  such as an  administrator)  a written  description  (in form and
substance  satisfactory to the Owner,  the Master Servicer and such Depositor) of the role and function of each
Subcontractor  utilized  by the  Servicer  or any  Subservicer,  specifying  (i)  the  identity  of  each  such
Subcontractor,  (ii)  which (if any) of such  Subcontractors  are  "participating  in the  servicing  function"
within the meaning of Item 1122 of Regulation  AB, and (iii) which  elements of the Servicing  Criteria will be
addressed in assessments of compliance  provided by each  Subcontractor  identified  pursuant to clause (ii) of
this paragraph.

        (d)    As a condition to the utilization of any  Subcontractor  determined to be  "participating in the
servicing  function"  within the  meaning of Item 1122 of  Regulation  AB, the  Servicer  shall  cause any such
Subcontractor  used by the Servicer (or by any  Subservicer)  for the benefit of the Owner and any Depositor to
comply  with the  provisions  of  Sections  6.07 and  10.02 of this  Agreement  to the same  extent  as if such
Subcontractor  were the Servicer.  The Servicer shall be responsible for obtaining from each  Subcontractor and
delivering to the Owner and any  Depositor  any  Assessment  of  Compliance  and  Attestation  Report and other
certificates  required to be delivered by such Subservicer and such  Subcontractor  under Section 6.09 (and any
Annual Certification required under Section 6.09(b)), in each case as and when required to be delivered.

        11.16. Third Party Beneficiary

        For purposes of this Agreement,  each Master Servicer shall be considered a third party  beneficiary to
this Agreement, entitled to all the rights and benefits hereof as if it were a direct party to this Agreement.

















        IN WITNESS  WHEREOF,  the Servicer  and the Owner have caused their names to be signed  hereto by their
respective officers thereunto duly authorized as of the date and year first above written.





                               EMC MORTGAGE CORPORATION
                               Servicer

                               By:

                               Name:
                               Title:



                               STRUCTURED ASSET MORTGAGE INVESTMENTS II INC.
                               Owner


                                    By:                                         

                                    Name:

                                    Title:



                                                   EXHIBIT A

                                            MORTGAGE LOAN SCHEDULE



                                                   EXHIBIT B

                                      CUSTODIAL ACCOUNT LETTER AGREEMENT
                                                    (date)


To:______________________
_________________________
_________________________
            (the "Depository")

        As "Servicer" under the Servicing  Agreement,  dated as of June 1, 2006, (the  "Agreement"),  we hereby
authorize  and request you to  establish  an account,  as a Custodial  Account  pursuant to Section 4.04 of the
Agreement,  to be designated as "BSALTA  2006-4  Custodial  Account,  in trust for SAMI II, Owner of Whole Loan
Mortgages,  and various  Mortgagors."  All deposits in the account shall be subject to withdrawal  therefrom by
order signed by the  Servicer.  You may refuse any deposit  which would result in violation of the  requirement
that the account be fully  insured as described  below.  This letter is submitted to you in  duplicate.  Please
execute and return one original to us.


                         By:____________________

                         Name:__________________

                         Title:_________________

        The  undersigned,  as  "Depository",  hereby  certifies  that  the  above  described  account  has been
established  under Account Number  __________,  at the office of the depository  indicated above, and agrees to
honor  withdrawals  on such  account as provided  above.  The full amount  deposited at any time in the account
will be  insured  up to  applicable  limits by the  Federal  Deposit  Insurance  Corporation  through  the Bank
Insurance  Fund or the Savings  Association  Insurance  Fund or will be invested in  Permitted  Investments  as
defined in the Agreement.

                         [                  ]

                         (name of Depository)

                         By:____________________

                         Name:__________________

                         Title:_________________


                                                   EXHIBIT C

                                        ESCROW ACCOUNT LETTER AGREEMENT

                                                    (date)

To:___________________________
______________________________
______________________________
               (the "Depository")


        As "Servicer" under the Servicing Agreement, dated as of [______] 1, 2006 (the "Agreement"),  we hereby
authorize  and request  you to  establish  an account,  as an Escrow  Account  pursuant to Section  4.06 of the
Agreement,  to be  designated  as "BSALTA  2006-4  Escrow  Account,  in trust for SAMI II,  Owner of Whole Loan
Mortgages,  and various  Mortgagors."  All deposits in the account shall be subject to withdrawal  therefrom by
order signed by the  Servicer.  You may refuse any deposit  which would result in violation of the  requirement
that the account be fully  insured as described  below.  This letter is submitted to you in  duplicate.  Please
execute and return one original to us.


                         By:____________________

                         Name:__________________

                         Title:_________________

        The  undersigned,  as  "Depository",  hereby  certifies  that  the  above  described  account  has been
established  under Account Number  __________,  at the office of the depository  indicated above, and agrees to
honor  withdrawals  on such  account as provided  above.  The full amount  deposited at any time in the account
will be  insured  up to  applicable  limits by the  Federal  Deposit  Insurance  Corporation  through  the Bank
Insurance  Fund or the Savings  Association  Insurance  Fund or will be invested in  Permitted  Investments  as
defined in the Agreement.

                         [                  ]

                         (name of Depository)

                         By:____________________

                         Name:__________________

                         Title:_________________



                                                   EXHIBIT D

                                       REQUEST FOR RELEASE OF DOCUMENTS

        To:    Wells Fargo Bank, National Association

               1015 10th Avenue S.E.

               Mpls., MN  55414

               Attn:  ________________


        Re:    Custodial  Agreement dated as of November 30, 1999,  between EMC Mortgage  Corporation and Wells
               Fargo Bank, National Association, as Custodian

        In  connection  with the  administration  of the Mortgage  Loans held by you as Custodian for the Owner
pursuant to the above-captioned  Custody Agreement,  we request the release, and hereby acknowledge receipt, of
the Custodian's Mortgage File for the Mortgage Loan described below, for the reason indicated.

Mortgage Loan Number:

Mortgagor Name, Address & Zip Code:

        Reason for Requesting Documents (check one):

        _______       1.     Mortgage Paid in Full

        _______       2.     Foreclosure

        _______       3.     Substitution

        _______       4.     Other Liquidation (Repurchases, etc.)

        _______       5.     Nonliquidation  [Reason:_______________________________]

        Address to which Custodian should

        Deliver the Custodian's Mortgage File:     __________________________________________

                                                   __________________________________________

                                                   __________________________________________



                                                   By:_______________________________________

                                                (authorized signer)

                                                   Issuer:_____________________________________

                                            Address:___________________________________
                                                    ___________________________________

                                                   Date:______________________________________



Custodian

        Wells Fargo Bank, National Association


        Please acknowledge the execution of the above request by your signature and date below:


        ____________________________________              _________________

        Signature                                         Date


        Documents returned to Custodian:


        ____________________________________              _________________

        Custodian                                         Date



                                                    EXHIBIT E

                                           REPORTING DATA FOR MONTHLY REPORT

                                       Standard File Layout - Master Servicing
------------------------------------------------------------------------------------------------------------
      Column Name                      Description                Decimal       Format Comment       Max
                                                                                                      Size
------------------------- -------------------------------------- ---------- ------------------------ -------
SER_INVESTOR_NBR          A value assigned by the Servicer to               Text up to 10 digits       20
                          define a group of loans.
------------------------- -------------------------------------- ---------- ------------------------ -------
LOAN_NBR                  A unique identifier assigned to each              Text up to 10 digits       10
                          loan by the investor.
------------------------- -------------------------------------- ---------- ------------------------ -------
SERVICER_LOAN_NBR         A unique number assigned to a loan                Text up to 10 digits       10
                          by the Servicer.  This may be
                          different than the LOAN_NBR.
------------------------- -------------------------------------- ---------- ------------------------ -------
                          The borrower name as received in the
BORROWER_NAME             file.  It is not separated by first               Maximum length of 30       30
                          and last name.                                    (Last, First)
------------------------- -------------------------------------- ---------- ------------------------ -------
SCHED_PAY_AMT             Scheduled monthly principal and            2      No commas(,) or dollar     11
                          scheduled interest payment that a
                          borrower is expected to pay, P&I
                          constant.                                         signs ($)
------------------------- -------------------------------------- ---------- ------------------------ -------
NOTE_INT_RATE             The loan interest rate as reported         4      Max length of 6            6
                          by the Servicer.
------------------------- -------------------------------------- ---------- ------------------------ -------
NET_INT_RATE              The loan gross interest rate less          4      Max length of 6            6
                          the service fee rate as reported by
                          the Servicer.
------------------------- -------------------------------------- ---------- ------------------------ -------
SERV_FEE_RATE             The servicer's fee rate for a loan         4      Max length of 6            6
                          as reported by the Servicer.
------------------------- -------------------------------------- ---------- ------------------------ -------
SERV_FEE_AMT              The servicer's fee amount for a loan       2      No commas(,) or dollar     11
                          as reported by the Servicer.                      signs ($)
------------------------- -------------------------------------- ---------- ------------------------ -------
NEW_PAY_AMT               The new loan payment amount as             2      No commas(,) or dollar     11
                          reported by the Servicer.                         signs ($)
------------------------- -------------------------------------- ---------- ------------------------ -------
NEW_LOAN_RATE             The new loan rate as reported by the       4      Max length of 6            6
                          Servicer.
------------------------- -------------------------------------- ---------- ------------------------ -------
ARM_INDEX_RATE            The index the Servicer is using to         4      Max length of 6            6
                          calculate a forecasted rate.
------------------------- -------------------------------------- ---------- ------------------------ -------
                          The borrower's actual principal
ACTL_BEG_PRIN_BAL         balance at the beginning of the            2      No commas(,) or dollar     11
                          processing cycle.                                 signs ($)
------------------------- -------------------------------------- ---------- ------------------------ -------
                          The borrower's actual principal
ACTL_END_PRIN_BAL         balance at the end of the processing       2      No commas(,) or dollar     11
                          cycle.                                            signs ($)
------------------------- -------------------------------------- ---------- ------------------------ -------
BORR_NEXT_PAY_DUE_DATE    The date at the end of processing                 MM/DD/YYYY                 10
                          cycle that the borrower's next
                          payment is due to the Servicer, as
                          reported by Servicer.
------------------------- -------------------------------------- ---------- ------------------------ -------
SERV_CURT_AMT_1           The first curtailment amount to be         2      No commas(,) or dollar     11
                          applied.                                          signs ($)
------------------------- -------------------------------------- ---------- ------------------------ -------
SERV_CURT_DATE_1          The curtailment date associated with              MM/DD/YYYY                 10
                          the first curtailment amount.
------------------------- -------------------------------------- ---------- ------------------------ -------
                          The curtailment interest on the
CURT_ADJ_ AMT_1           first curtailment amount, if               2      No commas(,) or dollar     11
                          applicable.                                       signs ($)
------------------------- -------------------------------------- ---------- ------------------------ -------
SERV_CURT_AMT_2           The second curtailment amount to be        2      No commas(,) or dollar     11
                          applied.                                          signs ($)
------------------------- -------------------------------------- ---------- ------------------------ -------
SERV_CURT_DATE_2          The curtailment date associated with              MM/DD/YYYY                 10
                          the second curtailment amount.
------------------------- -------------------------------------- ---------- ------------------------ -------
                          The curtailment interest on the
CURT_ADJ_ AMT_2           second curtailment amount, if              2      No commas(,) or dollar     11
                          applicable.                                       signs ($)
------------------------- -------------------------------------- ---------- ------------------------ -------
SERV_CURT_AMT_3           The third curtailment amount to be         2      No commas(,) or dollar     11
                          applied.                                          signs ($)
------------------------- -------------------------------------- ---------- ------------------------ -------
SERV_CURT_DATE_3          The curtailment date associated with              MM/DD/YYYY                 10
                          the third curtailment amount.
------------------------- -------------------------------------- ---------- ------------------------ -------
                          The curtailment interest on the
CURT_ADJ_AMT_3            third curtailment amount, if               2      No commas(,) or dollar     11
                          applicable.                                       signs ($)
------------------------- -------------------------------------- ---------- ------------------------ -------
PIF_AMT                   The loan "paid in full" amount as          2      No commas(,) or dollar     11
                          reported by the Servicer.                         signs ($)
------------------------- -------------------------------------- ---------- ------------------------ -------
PIF_DATE                  The paid in full date as reported by              MM/DD/YYYY                 10
                          the Servicer.
------------------------- -------------------------------------- ---------- ------------------------ -------
                                                                            Action Code Key:           2
                                                                            15=Bankruptcy,
                                                                            30=Foreclosure, ,
ACTION_CODE               The standard FNMA numeric code used               60=PIF,
                          to indicate the default/delinquent                63=Substitution,
                          status of a particular loan.                      65=Repurchase,70=REO
------------------------- -------------------------------------- ---------- ------------------------ -------
INT_ADJ_AMT               The amount of the interest                 2      No commas(,) or dollar     11
                          adjustment as reported by the                     signs ($)
                          Servicer.
------------------------- -------------------------------------- ---------- ------------------------ -------
SOLDIER_SAILOR_ADJ_AMT    The Soldier and Sailor Adjustment          2      No commas(,) or dollar     11
                          amount, if applicable.                            signs ($)
------------------------- -------------------------------------- ---------- ------------------------ -------
NON_ADV_LOAN_AMT          The Non Recoverable Loan Amount, if        2      No commas(,) or dollar     11
                          applicable.                                       signs ($)
------------------------- -------------------------------------- ---------- ------------------------ -------
LOAN_LOSS_AMT             The amount the Servicer is passing         2      No commas(,) or dollar     11
                          as a loss, if applicable.                         signs ($)
------------------------- -------------------------------------- ---------- ------------------------ -------
SCHED_BEG_PRIN_BAL        The scheduled outstanding principal        2      No commas(,) or dollar     11
                          amount due at the beginning of the
                          cycle date to be passed through to
                          investors.                                        signs ($)
------------------------- -------------------------------------- ---------- ------------------------ -------
SCHED_END_PRIN_BAL        The scheduled principal balance due        2      No commas(,) or dollar     11
                          to investors at the end of a                      signs ($)
                          processing cycle.
------------------------- -------------------------------------- ---------- ------------------------ -------
SCHED_PRIN_AMT            The scheduled principal amount as          2      No commas(,) or dollar     11
                          reported by the Servicer for the
                          current cycle -- only applicable for
                          Scheduled/Scheduled Loans.                        signs ($)
------------------------- -------------------------------------- ---------- ------------------------ -------
SCHED_NET_INT             The scheduled gross interest amount        2      No commas(,) or dollar     11
                          less the service fee amount for the
                          current cycle as reported by the
                          Servicer -- only applicable for
                          Scheduled/Scheduled Loans.                        signs ($)
------------------------- -------------------------------------- ---------- ------------------------ -------
ACTL_PRIN_AMT             The actual principal amount                2      No commas(,) or dollar     11
                          collected by the Servicer for the
                          current reporting cycle -- only
                          applicable for Actual/Actual Loans.               signs ($)
------------------------- -------------------------------------- ---------- ------------------------ -------
                          The actual gross interest amount
                          less the service fee amount for the
ACTL_NET_INT              current reporting cycle as reported        2      No commas(,) or dollar     11
                          by the Servicer -- only applicable                signs ($)
                          for Actual/Actual Loans.
------------------------- -------------------------------------- ---------- ------------------------ -------
PREPAY_PENALTY_ AMT       The penalty amount received when a         2      No commas(,) or dollar     11
                          borrower prepays on his loan as                   signs ($)
                          reported by the Servicer.
------------------------- -------------------------------------- ---------- ------------------------ -------
PREPAY_PENALTY_ WAIVED    The prepayment penalty amount for          2      No commas(,) or dollar     11
                          the loan waived by the servicer.                  signs ($)
------------------------- -------------------------------------- ---------- ------------------------ -------
MOD_DATE                  The Effective Payment Date of the                 MM/DD/YYYY                 10
                          Modification for the loan.
------------------------- -------------------------------------- ---------- ------------------------ -------
MOD_TYPE                  The Modification Type.                            Varchar - value can be     30
                                                                            alpha or numeric
------------------------- -------------------------------------- ---------- ------------------------ -------
DELINQ_P&I_ADVANCE_AMT    The current outstanding principal          2      No commas(,) or dollar     11
                          and interest advances made by                     signs ($)
                          Servicer.
------------------------- -------------------------------------- ---------- ------------------------ -------




                                                   EXHIBIT F

                                      REPORTING DATA FOR DEFAULTED LOANS

                                   Standard File Layout - Delinquency Reporting

(a)                 Column/Header Name               (b)         Description       (c)         Decimal       (d)  Format Comment
(e)     SERVICER_LOAN_NBR                            (f)     A   unique    number  (g)                       (h)
                                                                    assigned   to
                                                                    a   loan   by
                                                                    the
                                                                    Servicer.
                                                                    This  may  be
                                                                    different
                                                                    than      the
                                                                    LOAN_NBR
(i)     LOAN_NBR                                     (j)     A unique  identifier  (k)                       (l)
                                                                    assigned   to
                                                                    each  loan by
                                                                    the
                                                                    originator.
(m)     CLIENT_NBR                                   (n)     Servicer      Client  (o)                       (p)
                                                                    Number
(q)     SERV_INVESTOR_NBR                            (r)     Contains   a  unique  (s)                       (t)
                                                                    number     as
                                                                    assigned   by
                                                                    an   external
                                                                    servicer   to
                                                                    identify    a
                                                                    group      of
                                                                    loans      in
                                                                    their system.
(u)     BORROWER_FIRST_NAME                          (v)     First  Name  of  the  (w)                       (x)
                                                                    Borrower.
(y)     BORROWER_LAST_NAME                           (z)     Last   name  of  the  (aa)                      (bb)
                                                                    borrower.
(cc)    PROP_ADDRESS                                 (dd)    Street    Name   and  (ee)                      (ff)
                                                                    Number     of
                                                                    Property
(gg)    PROP_STATE                                   (hh)    The   state    where  (ii)                      (jj)
                                                                    the
                                                                    property
                                                                    located.
(kk)    PROP_ZIP                                     (ll)    Zip code  where  the  (mm)                      (nn)
                                                                    property   is
                                                                    located.
(oo)    BORR_NEXT_PAY_DUE_DATE                       (pp)    The  date  that  the  (qq)                      (rr)    MM/DD/YYYY
                                                                    borrower's
                                                                    next  payment
                                                                    is   due   to
                                                                    the  servicer
                                                                    at  the   end
                                                                    of
                                                                    processing
                                                                    cycle,     as
                                                                    reported   by
                                                                    Servicer.
(ss)    LOAN_TYPE                                    (tt)    Loan   Type    (i.e.  (uu)                      (vv)
                                                                    FHA,      VA,
                                                                    Conv)
(ww)    BANKRUPTCY_FILED_DATE                        (xx)    The      date      a  (yy)                      (zz)    MM/DD/YYYY
                                                                    particular
                                                                    bankruptcy
                                                                    claim     was
                                                                    filed.
(aaa)   BANKRUPTCY_CHAPTER_CODE                      (bbb)   The  chapter   under  (ccc)                     (ddd)
                                                                    which     the
                                                                    bankruptcy
                                                                    was filed.
(eee)   BANKRUPTCY_CASE_NBR                          (fff)   The   case    number  (ggg)                     (hhh)
                                                                    assigned   by
                                                                    the  court to
                                                                    the
                                                                    bankruptcy
                                                                    filing.
(iii)   POST_PETITION_DUE_DATE                       (jjj)   The    payment   due  (kkk)                     (lll)   MM/DD/YYYY
                                                                    date     once
                                                                    the
                                                                    bankruptcy
                                                                    has      been
                                                                    approved   by
                                                                    the courts
(mmm)   BANKRUPTCY_DCHRG_DISM_DATE                   (nnn)   The  Date  The  Loan  (ooo)                     (ppp)   MM/DD/YYYY
                                                                    Is    Removed
                                                                    From
                                                                    Bankruptcy.
                                                                    Either     by
                                                                    Dismissal,
                                                                    Discharged
                                                                    and/or      a
                                                                    Motion    For
                                                                    Relief    Was
                                                                    Granted.
(qqq)   LOSS_MIT_APPR_DATE                           (rrr)   The  Date  The  Loss  (sss)                     (ttt)   MM/DD/YYYY
                                                                    Mitigation
                                                                    Was  Approved
                                                                    By        The
                                                                    Servicer
(uuu)   LOSS_MIT_TYPE                                (vvv)   The   Type  Of  Loss  (www)                     (xxx)
                                                                    Mitigation
                                                                    Approved  For
                                                                    A  Loan  Such
                                                                    As;
(yyy)   LOSS_MIT_EST_COMP_DATE                       (zzz)   The  Date  The  Loss  (aaaa)                    (bbbb)  MM/DD/YYYY
                                                                    Mitigation
                                                                    /Plan      Is
                                                                    Scheduled  To
                                                                    End/Close
(cccc)  LOSS_MIT_ACT_COMP_DATE                       (dddd)  The  Date  The  Loss  (eeee)                    (ffff)  MM/DD/YYYY
                                                                    Mitigation
                                                                    Is   Actually
                                                                    Completed
(gggg)  FRCLSR_APPROVED_DATE                         (hhhh)  The  date  DA  Admin  (iiii)                    (jjjj)  MM/DD/YYYY
                                                                    sends       a
                                                                    letter     to
                                                                    the  servicer
                                                                    with
                                                                    instructions
                                                                    to      begin
                                                                    foreclosure
                                                                    proceedings.
(kkkk)  ATTORNEY_REFERRAL_DATE                       (llll)  Date     File    Was  (mmmm)                    (nnnn)  MM/DD/YYYY
                                                                    Referred   To
                                                                    Attorney   to
                                                                    Pursue
                                                                    Foreclosure
(oooo)  FIRST_LEGAL_DATE                             (pppp)  Notice  of 1st legal  (qqqq)                    (rrrr)  MM/DD/YYYY
                                                                    filed  by  an
                                                                    Attorney   in
                                                                    a
                                                                    Foreclosure
                                                                    Action
(ssss)  FRCLSR_SALE_EXPECTED_DATE                    (tttt)  The  date by which a  (uuuu)                    (vvvv)  MM/DD/YYYY
                                                                    foreclosure
                                                                    sale       is
                                                                    expected   to
                                                                    occur.
(wwww)  FRCLSR_SALE_DATE                             (xxxx)  The  actual  date of  (yyyy)                    (zzzz)  MM/DD/YYYY
                                                                    the
                                                                    foreclosure
                                                                    sale.
(aaaaa) FRCLSR_SALE_AMT                              (bbbbb) The     amount     a  (ccccc)        2          (ddddd) No  commas(,)
                                                                    property                                   or dollar signs ($)
                                                                    sold  for  at
                                                                    the
                                                                    foreclosure
                                                                    sale.
(eeeee) EVICTION_START_DATE                          (fffff) The     date     the  (ggggg)                   (hhhhh) MM/DD/YYYY
                                                                    servicer
                                                                    initiates
                                                                    eviction   of
                                                                    the borrower.
(iiiii) EVICTION_COMPLETED_DATE                      (jjjjj) The date  the  court  (kkkkk)                   (lllll) MM/DD/YYYY
                                                                    revokes
                                                                    legal
                                                                    possession
                                                                    of        the
                                                                    property
                                                                    from      the
                                                                    borrower.
(mmmmm) LIST_PRICE                                   (nnnnn) The  price  at which  (ooooo)        2          (ppppp) No  commas(,)
                                                                    an        REO                              or dollar signs ($)
                                                                    property   is
                                                                    marketed.
(qqqqq) LIST_DATE                                    (rrrrr) The   date   an  REO  (sssss)                   (ttttt) MM/DD/YYYY
                                                                    property   is
                                                                    listed  at  a
                                                                    particular
                                                                    price.
(uuuuu) OFFER_AMT                                    (vvvvv) The dollar  value of  (wwwww)        2          (xxxxx) No  commas(,)
                                                                    an offer  for                              or dollar signs ($)
                                                                    an        REO
                                                                    property.
(yyyyy) OFFER_DATE_TIME                              (zzzzz) The  date  an  offer  (aaaaaa)                  (bbbbbb)    MM/DD/YYYY
                                                                    is   received
                                                                    by  DA  Admin
                                                                    or   by   the
                                                                    Servicer.
(cccccc)       REO_CLOSING_DATE                      (dddddd)       The  date the  (eeeeee)                  (ffffff)    MM/DD/YYYY
                                                                    REO  sale  of
                                                                    the  property
                                                                    is  scheduled
                                                                    to close.
(gggggg)       REO_ACTUAL_CLOSING_DATE               (hhhhhh)       Actual   Date  (iiiiii)                  (jjjjjj)    MM/DD/YYYY
                                                                    Of REO Sale
(kkkkkk)       OCCUPANT_CODE                         (llllll)                      (mmmmmm)                  (nnnnnn)
                                                                    Classification
                                                                    of  how   the
                                                                    property   is
                                                                    occupied.
(oooooo)       PROP_CONDITION_CODE                   (pppppp)       A  code  that  (qqqqqq)                  (rrrrrr)
                                                                    indicates
                                                                    the
                                                                    condition  of
                                                                    the property.
(ssssss)       PROP_INSPECTION_DATE                  (tttttt)       The   date  a  (uuuuuu)                  (vvvvvv)    MM/DD/YYYY
                                                                    property
                                                                    inspection
                                                                    is performed.
(wwwwww)       APPRAISAL_DATE                        (xxxxxx)       The  date the  (yyyyyy)                  (zzzzzz)    MM/DD/YYYY
                                                                    appraisal
                                                                    was done.
(aaaaaaa)      CURR_PROP_VAL                         (bbbbbbb)       The  current  (ccccccc)          2      (ddddddd)
                                                                    "as       is"
                                                                    value  of the
                                                                    property
                                                                    based      on
                                                                    brokers
                                                                    price
                                                                    opinion    or
                                                                    appraisal.
(eeeeeee)      REPAIRED_PROP_VAL                     (fffffff)      The    amount  (ggggggg)          2      (hhhhhhh)
                                                                    the  property
                                                                    would      be
                                                                    worth      if
                                                                    repairs   are
                                                                    completed
                                                                    pursuant   to
                                                                    a    broker's
                                                                    price
                                                                    opinion    or
                                                                    appraisal.
(iiiiiii)      If applicable:                        (jjjjjjj)                     (kkkkkkk)                 (lllllll)
(mmmmmmm)      DELINQ_STATUS_CODE                    (nnnnnnn)      FNMA     Code  (ooooooo)                 (ppppppp)
                                                                    Describing
                                                                    Status     of
                                                                    Loan
(qqqqqqq)      DELINQ_REASON_CODE                    (rrrrrrr)      The            (sssssss)                 (ttttttt)
                                                                    circumstances
                                                                    which  caused
                                                                    a    borrower
                                                                    to       stop
                                                                    paying  on  a
                                                                    loan.    Code
                                                                    indicates
                                                                    the    reason
                                                                    why the  loan
                                                                    is         in
                                                                    default   for
                                                                    this cycle.
(uuuuuuu)      MI_CLAIM_FILED_DATE                   (vvvvvvv)      Date           (wwwwwww)                 (xxxxxxx)   MM/DD/YYYY
                                                                    Mortgage
                                                                    Insurance
                                                                    Claim     Was
                                                                    Filed    With
                                                                    Mortgage
                                                                    Insurance
                                                                    Company.
(yyyyyyy)      MI_CLAIM_AMT                          (zzzzzzz)      Amount     of  (aaaaaaaa)                (bbbbbbbb)     No  commas(,)  or
                                                                    Mortgage                                                dollar signs ($)
                                                                    Insurance
                                                                    Claim Filed
(cccccccc)     MI_CLAIM_PAID_DATE                    (dddddddd)     Date           (eeeeeeee)                (ffffffff)  MM/DD/YYYY
                                                                    Mortgage
                                                                    Insurance
                                                                    Company
                                                                    Disbursed
                                                                    Claim Payment
(gggggggg)     MI_CLAIM_AMT_PAID                     (hhhhhhhh)     Amount         (iiiiiiii)         2      (jjjjjjjj)     No  commas(,)  or
                                                                    Mortgage                                                dollar signs ($)
                                                                    Insurance
                                                                    Company  Paid
                                                                    On Claim
(kkkkkkkk)     POOL_CLAIM_FILED_DATE                 (llllllll)     Date    Claim  (mmmmmmmm)                (nnnnnnnn)  MM/DD/YYYY
                                                                    Was     Filed
                                                                    With     Pool
                                                                    Insurance
                                                                    Company
(oooooooo)     POOL_CLAIM_AMT                        (pppppppp)     Amount     of  (qqqqqqqq)         2      (rrrrrrrr)     No  commas(,)  or
                                                                    Claim   Filed                                           dollar signs ($)
                                                                    With     Pool
                                                                    Insurance
                                                                    Company
(ssssssss)     POOL_CLAIM_PAID_DATE                  (tttttttt)     Date    Claim  (uuuuuuuu)                (vvvvvvvv)  MM/DD/YYYY
                                                                    Was   Settled
                                                                    and       The
                                                                    Check     Was
                                                                    Issued     By
                                                                    The      Pool
                                                                    Insurer
(wwwwwwww)     POOL_CLAIM_AMT_PAID                   (xxxxxxxx)     Amount   Paid  (yyyyyyyy)         2      (zzzzzzzz)     No  commas(,)  or
                                                                    On  Claim  By                                           dollar signs ($)
                                                                    Pool
                                                                    Insurance
                                                                    Company
(aaaaaaaaa)    FHA_PART_A_CLAIM_FILED_DATE           (bbbbbbbbb)     Date     FHA  (ccccccccc)               (ddddddddd) MM/DD/YYYY
                                                                    Part A  Claim
                                                                    Was     Filed
                                                                    With HUD
(eeeeeeeee)    FHA_PART_A_CLAIM_AMT                  (fffffffff)     Amount    of  (ggggggggg)        2      (hhhhhhhhh)    No  commas(,)  or
                                                                    FHA   Part  A                                           dollar signs ($)
                                                                    Claim Filed
(iiiiiiiii)    FHA_PART_A_CLAIM_PAID_DATE            (jjjjjjjjj)     Date     HUD  (kkkkkkkkk)               (lllllllll) MM/DD/YYYY
                                                                    Disbursed
                                                                    Part A  Claim
                                                                    Payment
(mmmmmmmmm)    FHA_PART_A_CLAIM_PAID_AMT             (nnnnnnnnn)     Amount   HUD  (ooooooooo)        2      (ppppppppp)    No  commas(,)  or
                                                                    Paid  on Part                                           dollar signs ($)
                                                                    A Claim
(qqqqqqqqq)    FHA_PART_B_CLAIM_FILED_DATE           (rrrrrrrrr)      Date    FHA  (sssssssss)               (ttttttttt) MM/DD/YYYY
                                                                    Part B  Claim
                                                                    Was     Filed
                                                                    With HUD
(uuuuuuuuu)    FHA_PART_B_CLAIM_AMT                  (vvvvvvvvv)      Amount   of  (wwwwwwwww)        2      (xxxxxxxxx)    No  commas(,)  or
                                                                    FHA   Part  B                                           dollar signs ($)
                                                                    Claim Filed
(yyyyyyyyy)    FHA_PART_B_CLAIM_PAID_DATE            (zzzzzzzzz)       Date   HUD  (aaaaaaaaaa)              (bbbbbbbbbb) MM/DD/YYYY
                                                                    Disbursed
                                                                    Part B  Claim
                                                                    Payment
(cccccccccc)   FHA_PART_B_CLAIM_PAID_AMT             (dddddddddd)    Amount   HUD  (eeeeeeeeee)       2      (ffffffffff)   No  commas(,)  or
                                                                    Paid  on Part                                           dollar signs ($)
                                                                    B Claim
(gggggggggg)   VA_CLAIM_FILED_DATE                   (hhhhhhhhhh)    Date      VA  (iiiiiiiiii)              (jjjjjjjjjj) MM/DD/YYYY
                                                                    Claim     Was
                                                                    Filed    With
                                                                    the  Veterans
                                                                    Admin
(kkkkkkkkkk)   VA_CLAIM_PAID_DATE                    (llllllllll)    Date          (mmmmmmmmmm)              (nnnnnnnnnn) MM/DD/YYYY
                                                                    Veterans
                                                                    Admin.
                                                                    Disbursed  VA
                                                                    Claim Payment
(oooooooooo)   VA_CLAIM_PAID_AMT                     (pppppppppp)    Amount        (qqqqqqqqqq)       2      (rrrrrrrrrr)   No  commas(,)  or
                                                                    Veterans                                                dollar signs ($)
                                                                    Admin.   Paid
                                                                    on VA Claim


Exhibit 2: Standard File Codes - Delinquency Reporting

The Loss Mit Type field should show the approved Loss Mitigation Code as follows:
o       ASUM- Approved Assumption
o       BAP-  Borrower Assistance Program
o       CO-   Charge Off
o       DIL-  Deed-in-Lieu
o       FFA-  Formal Forbearance Agreement
o       MOD-  Loan Modification
o       PRE-  Pre-Sale
o       SS-   Short Sale
o       MISC- Anything else approved by the PMI or Pool Insurer

NOTE: Wells Fargo Bank will accept alternative Loss Mitigation Types to those above, provided that they are
consistent with industry standards.  If Loss Mitigation Types other than those above are used, the Servicer
must supply Wells Fargo Bank with a description of each of the Loss Mitigation Types prior to sending the
file.

The Occupant Code field should show the current status of the property code as follows:
o       Mortgagor
o       Tenant
o       Unknown
o       Vacant

The Property Condition field should show the last reported condition of the property as follows:
o       Damaged
o       Excellent
o       Fair
o       Gone
o       Good
o       Poor
o       Special Hazard
o       Unknown

Exhibit 2: Standard File Codes - Delinquency Reporting, Continued

The FNMA Delinquent Reason Code field should show the Reason for Delinquency as follows:

                  -------------------- ----------------------------------------------
                  Delinquency Code     Delinquency Description
                  -------------------- ----------------------------------------------
                  -------------------- ----------------------------------------------
                  001                  FNMA-Death of principal mortgagor
                  -------------------- ----------------------------------------------
                  -------------------- ----------------------------------------------
                  002                  FNMA-Illness of principal mortgagor
                  -------------------- ----------------------------------------------
                  -------------------- ----------------------------------------------
                  003                  FNMA-Illness of mortgagor's family member
                  -------------------- ----------------------------------------------
                  -------------------- ----------------------------------------------
                  004                  FNMA-Death of mortgagor's family member
                  -------------------- ----------------------------------------------
                  -------------------- ----------------------------------------------
                  005                  FNMA-Marital difficulties
                  -------------------- ----------------------------------------------
                  -------------------- ----------------------------------------------
                  006                  FNMA-Curtailment of income
                  -------------------- ----------------------------------------------
                  -------------------- ----------------------------------------------
                  007                  FNMA-Excessive Obligation
                  -------------------- ----------------------------------------------
                  -------------------- ----------------------------------------------
                  008                  FNMA-Abandonment of property
                  -------------------- ----------------------------------------------
                  -------------------- ----------------------------------------------
                  009                  FNMA-Distant employee transfer
                  -------------------- ----------------------------------------------
                  -------------------- ----------------------------------------------
                  011                  FNMA-Property problem
                  -------------------- ----------------------------------------------
                  -------------------- ----------------------------------------------
                  012                  FNMA-Inability to sell property
                  -------------------- ----------------------------------------------
                  -------------------- ----------------------------------------------
                  013                  FNMA-Inability to rent property
                  -------------------- ----------------------------------------------
                  -------------------- ----------------------------------------------
                  014                  FNMA-Military Service
                  -------------------- ----------------------------------------------
                  -------------------- ----------------------------------------------
                  015                  FNMA-Other
                  -------------------- ----------------------------------------------
                  -------------------- ----------------------------------------------
                  016                  FNMA-Unemployment
                  -------------------- ----------------------------------------------
                  -------------------- ----------------------------------------------
                  017                  FNMA-Business failure
                  -------------------- ----------------------------------------------
                  -------------------- ----------------------------------------------
                  019                  FNMA-Casualty loss
                  -------------------- ----------------------------------------------
                  -------------------- ----------------------------------------------
                  022                  FNMA-Energy environment costs
                  -------------------- ----------------------------------------------
                  -------------------- ----------------------------------------------
                  023                  FNMA-Servicing problems
                  -------------------- ----------------------------------------------
                  -------------------- ----------------------------------------------
                  026                  FNMA-Payment adjustment
                  -------------------- ----------------------------------------------
                  -------------------- ----------------------------------------------
                  027                  FNMA-Payment dispute
                  -------------------- ----------------------------------------------
                  -------------------- ----------------------------------------------
                  029                  FNMA-Transfer of ownership pending
                  -------------------- ----------------------------------------------
                  -------------------- ----------------------------------------------
                  030                  FNMA-Fraud
                  -------------------- ----------------------------------------------
                  -------------------- ----------------------------------------------
                  031                  FNMA-Unable to contact borrower
                  -------------------- ----------------------------------------------
                  -------------------- ----------------------------------------------
                  INC                  FNMA-Incarceration
                  -------------------- ----------------------------------------------


Exhibit 2: Standard File Codes - Delinquency Reporting, Continued

The FNMA Delinquent Status Code field should show the Status of Default as follows:

                  -------------------- ---------------------------------------------
                      Status Code      Status Description
                  -------------------- ---------------------------------------------
                  -------------------- ---------------------------------------------
                          09           Forbearance
                  -------------------- ---------------------------------------------
                  -------------------- ---------------------------------------------
                          17           Pre-foreclosure Sale Closing Plan Accepted
                  -------------------- ---------------------------------------------
                  -------------------- ---------------------------------------------
                          24           Government Seizure
                  -------------------- ---------------------------------------------
                  -------------------- ---------------------------------------------
                          26           Refinance
                  -------------------- ---------------------------------------------
                  -------------------- ---------------------------------------------
                          27           Assumption
                  -------------------- ---------------------------------------------
                  -------------------- ---------------------------------------------
                          28           Modification
                  -------------------- ---------------------------------------------
                  -------------------- ---------------------------------------------
                          29           Charge-Off
                  -------------------- ---------------------------------------------
                  -------------------- ---------------------------------------------
                          30           Third Party Sale
                  -------------------- ---------------------------------------------
                  -------------------- ---------------------------------------------
                          31           Probate
                  -------------------- ---------------------------------------------
                  -------------------- ---------------------------------------------
                          32           Military Indulgence
                  -------------------- ---------------------------------------------
                  -------------------- ---------------------------------------------
                          43           Foreclosure Started
                  -------------------- ---------------------------------------------
                  -------------------- ---------------------------------------------
                          44           Deed-in-Lieu Started
                  -------------------- ---------------------------------------------
                  -------------------- ---------------------------------------------
                          49           Assignment Completed
                  -------------------- ---------------------------------------------
                  -------------------- ---------------------------------------------
                          61           Second Lien Considerations
                  -------------------- ---------------------------------------------
                  -------------------- ---------------------------------------------
                          62           Veteran's Affairs-No Bid
                  -------------------- ---------------------------------------------
                  -------------------- ---------------------------------------------
                          63           Veteran's Affairs-Refund
                  -------------------- ---------------------------------------------
                  -------------------- ---------------------------------------------
                          64           Veteran's Affairs-Buydown
                  -------------------- ---------------------------------------------
                  -------------------- ---------------------------------------------
                          65           Chapter 7 Bankruptcy
                  -------------------- ---------------------------------------------
                  -------------------- ---------------------------------------------
                          66           Chapter 11 Bankruptcy
                  -------------------- ---------------------------------------------
                  -------------------- ---------------------------------------------
                          67           Chapter 13 Bankruptcy
                  -------------------- ---------------------------------------------



                                                       EXHIBIT G

                                            FORM OF SERVICER CERTIFICATION

Re:     The [  ] agreement dated as of [    l, 200[ ] (the "Agreement"), among [IDENTIFY PARTIES]

        I,  ____________________________,  the  _______________________  of [NAME OF COMPANY] (the  "Company"),
certify to [the Purchaser],  [the Depositor],  and the [Master Servicer] [Securities  Administrator] [Trustee],
and their officers, with the knowledge and intent that they will rely upon this certification, that:

        I have reviewed the servicer compliance  statement of the Company provided in accordance with Item 1123
of Regulation AB (the "Compliance  Statement"),  the report on assessment of the Company's  compliance with the
servicing  criteria  set forth in Item  1122(d)  of  Regulation  AB (the  "Servicing  Criteria"),  provided  in
accordance  with Rules  13a-18 and 15d-18 under  Securities  Exchange  Act of 1934,  as amended (the  "Exchange
Act") and Item 1122 of Regulation AB (the "Servicing  Assessment"),  the registered  public  accounting  firm's
attestation  report  provided in  accordance  with Rules  13a-18 and 15d-18  under the Exchange Act and Section
1122(b) of Regulation AB (the "Attestation  Report"),  and all servicing  reports,  Officer's  Certificates and
other  information  relating to the  servicing  of the  Mortgage  Loans by the Company  during 200[ ] that were
delivered by the Company to the [Depositor]  [Master Servicer]  [Securities  Administrator]  [Trustee] pursuant
to the Agreement (collectively, the "Company Servicing Information");

        Based on my  knowledge,  the  Company  Servicing  Information,  taken as a whole,  does not contain any
untrue  statement of a material fact or omit to state a material fact  necessary to make the  statements  made,
in the light of the  circumstances  under which such  statements  were made, not misleading with respect to the
period of time covered by the Company Servicing Information;

        Based on my knowledge,  all of the Company Servicing Information required to be provided by the Company
under  the  Agreement  has been  provided  to the  [Depositor]  [Master  Servicer]  [Securities  Administrator]
[Trustee];

        I am  responsible  for  reviewing  the  activities  performed  by the  Company  as  servicer  under the
Agreement,  and  based on my  knowledge  and the  compliance  review  conducted  in  preparing  the  Compliance
Statement and except as disclosed in the  Compliance  Statement,  the Servicing  Assessment or the  Attestation
Report, the Company has fulfilled its obligations under the Agreement in all material respects; and

        The Compliance  Statement  required to be delivered by the Company pursuant to this Agreement,  and the
Servicing  Assessment and Attestation  Report required to be provided by the Company and by any Subservicer and
Subcontractor  pursuant  to the  Agreement,  have been  provided  to the  [Depositor]  [Master  Servicer].  Any
material  instances of noncompliance  described in such reports have been disclosed to the [Depositor]  [Master
Servicer].  Any material  instance of  noncompliance  with the  Servicing  Criteria has been  disclosed in such
reports.



                                                   EXHIBIT H

                                           SUMMARY OF REGULATION AB
                                              SERVICING CRITERIA

        NOTE:  This Exhibit H is provided for  convenience  of  reference  only.  In the event of a conflict or
inconsistency  between the terms of this Exhibit H and the text of Regulation  AB, the text of  Regulation  AB,
its adopting release and other public statements of the SEC shall control.

Item 1122(d)
(ii)    General servicing considerations.
(A)     Policies and  procedures  are  instituted to monitor any  performance  or other  triggers and events of
default in accordance with the transaction agreements.
(B)     If any material  servicing  activities  are  outsourced to third  parties,  policies and procedures are
instituted to monitor the third party's performance and compliance with such servicing activities.
(C)     Any  requirements in the transaction  agreements to maintain a back-up  servicer for the mortgage loans
are maintained.
(D)     A  fidelity  bond and  errors  and  omissions  policy is in effect  on the party  participating  in the
servicing  function  throughout  the  reporting  period in the amount of coverage  required by and otherwise in
accordance with the terms of the transaction agreements.
(iii)   Cash collection and administration.
(A)     Payments on mortgage loans are deposited into the appropriate  custodial bank accounts and related bank
clearing accounts no more than two business days following  receipt,  or such other number of days specified in
the transaction agreements.
(B)     Disbursements  made via wire  transfer  on  behalf of an  obligor  or to an  investor  are made only by
authorized personnel.
(C)     Advances of funds or guarantees regarding  collections,  cash flows or distributions,  and any interest
or other fees charged for such  advances,  are made,  reviewed  and  approved as  specified in the  transaction
agreements.
(D)     The related  accounts for the transaction,  such as cash reserve accounts or accounts  established as a
form of  overcollateralization,  are separately  maintained  (e.g., with respect to commingling of cash) as set
forth in the transaction agreements.
(E)     Each custodial account is maintained at a federally insured depository  institution as set forth in the
transaction  agreements.  For purposes of this  criterion,  "federally  insured  depository  institution"  with
respect to a foreign financial  institution  means a foreign financial  institution that meets the requirements
of Rule 13k-1(b)(1) of the Securities Exchange Act.
(F)     Unissued checks are safeguarded so as to prevent unauthorized access.
(G)     Reconciliations are prepared on a monthly basis for all asset-backed  securities related bank accounts,
including   custodial   accounts  and  related  bank  clearing   accounts.   These   reconciliations   are  (A)
mathematically  accurate;  (B) prepared  within 30 calendar days after the bank statement  cutoff date, or such
other number of days specified in the transaction  agreements;  (C) reviewed and approved by someone other than
the person who  prepared  the  reconciliation;  and (D)  contain  explanations  for  reconciling  items.  These
reconciling items are resolved within 90 calendar days of their original  identification,  or such other number
of days specified in the transaction agreements.
(iv)    Investor remittances and reporting.
(A)     Reports to investors,  including  those to be filed with the  Commission,  are maintained in accordance
with the transaction  agreements and applicable  Commission  requirements.  Specifically,  such reports (A) are
prepared in accordance  with timeframes and other terms set forth in the  transaction  agreements;  (B) provide
information  calculated in accordance  with the terms specified in the  transaction  agreements;  (C) are filed
with the Commission as required by its rules and  regulations;  and (D) agree with  investors' or the trustee's
records as to the total unpaid principal balance and number of mortgage loans serviced by the Servicer.
(B)     Amounts due to  investors  are  allocated  and remitted in  accordance  with  timeframes,  distribution
priority and other terms set forth in the transaction agreements.
(C)     Disbursements  made to an investor  are posted  within two  business  days to the  Servicer's  investor
records, or such other number of days specified in the transaction agreements.
(D)     Amounts  remitted to investors per the investor reports agree with cancelled  checks,  or other form of
payment, or custodial bank statements.
(v)     Mortgage Loan administration.
(A)     Collateral or security on mortgage  loans is maintained  as required by the  transaction  agreements or
related mortgage loan documents.
(B)     Mortgage loan and related documents are safeguarded as required by the transaction agreements.
(C)     Any  additions,  removals  or  substitutions  to the asset  pool are made,  reviewed  and  approved  in
accordance with any conditions or requirements in the transaction agreements.
(D)     Payments on mortgage loans,  including any payoffs,  made in accordance with the related  mortgage loan
documents  are  posted to the  Servicer's  obligor  records  maintained  no more than two  business  days after
receipt,  or such other number of days  specified in the  transaction  agreements,  and allocated to principal,
interest or other items (e.g., escrow) in accordance with the related mortgage loan documents.
(E)     The Servicer's  records regarding the mortgage loans agree with the Servicer's  records with respect to
an obligor's unpaid principal balance.
(F)     Changes with respect to the terms or status of an obligor's  mortgage loans (e.g.,  loan  modifications
or re-agings)  are made,  reviewed and approved by  authorized  personnel in  accordance  with the  transaction
agreements and related mortgage loan documents.
(G)     Loss  mitigation or recovery  actions  (e.g.,  forbearance  plans,  modifications  and deeds in lieu of
foreclosure,  foreclosures  and  repossessions,  as  applicable)  are  initiated,  conducted  and  concluded in
accordance with the timeframes or other requirements established by the transaction agreements.
(H)     Records  documenting  collection efforts are maintained during the period a mortgage loan is delinquent
in accordance  with the  transaction  agreements.  Such records are maintained on at least a monthly basis,  or
such other period specified in the transaction  agreements,  and describe the entity's activities in monitoring
delinquent  mortgage loans  including,  for example,  phone calls,  letters and payment  rescheduling  plans in
cases where delinquency is deemed temporary (e.g., illness or unemployment).
(I)     Adjustments  to interest  rates or rates of return for mortgage  loans with variable rates are computed
based on the related mortgage loan documents.
(J)     Regarding  any  funds  held in trust  for an  obligor  (such as escrow  accounts):  (A) such  funds are
analyzed,  in accordance  with the  obligor's  mortgage loan  documents,  on at least an annual basis,  or such
other period  specified in the  transaction  agreements;  (B) interest on such funds is paid,  or credited,  to
obligors  in  accordance  with  applicable  mortgage  loan  documents  and state  laws;  and (C) such funds are
returned to the obligor  within 30 calendar  days of full  repayment  of the related  mortgage  loans,  or such
other number of days specified in the transaction agreements.
(K)     Payments  made on behalf of an obligor  (such as tax or insurance  payments)  are made on or before the
related  penalty or  expiration  dates,  as indicated on the  appropriate  bills or notices for such  payments,
provided  that such support has been  received by the Servicer at least 30 calendar  days prior to these dates,
or such other number of days specified in the transaction agreements.
(L)     Any late payment  penalties in connection  with any payment to be made on behalf of an obligor are paid
from the  Servicer's  funds and not charged to the obligor,  unless the late  payment was due to the  obligor's
error or omission.
(M)     Disbursements  made on behalf of an  obligor  are  posted  within two  business  days to the  obligor's
records maintained by the Servicer, or such other number of days specified in the transaction agreements.
(N)     Delinquencies,  charge-offs and  uncollectable  accounts are recognized and recorded in accordance with
the transaction agreements.
(O)     Any external  enhancement or other support,  identified in Item 1114(a)(1)  through (3) or Item 1115 of
Regulation AB, is maintained as set forth in the transaction agreements.



                                                   EXHIBIT I

                               SUMMARY OF APPLICABLE REGULATION AB REQUIREMENTS

        NOTE:  This Exhibit I is provided for  convenience  of  reference  only.  In the event of a conflict or
inconsistency  between the terms of this Exhibit I and the text of Regulation  AB, the text of  Regulation  AB,
its adopting release and other public statements of the SEC shall control.

        Item 1108(b) and (c)

        Provide the following  information with respect to each servicer that will service,  including  interim
service,  20% or more of the mortgage loans in any loan group in the securitization  issued in the Pass-Through
Transfer:

        -a description of the Owner's form of organization;

        -a  description  of how long the Servicer has been  servicing  residential  mortgage  loans;  a general
discussion of the Servicer's  experience in servicing assets of any type as well as a more detailed  discussion
of the  Servicer's  experience  in, and  procedures  for the  servicing  function  it will  perform  under this
Agreement and any  Reconstitution  Agreements;  information  regarding the size,  composition and growth of the
Servicer's  portfolio of mortgage  loans of the type similar to the Mortgage  Loans and  information on factors
related to the  Servicer  that may be material to any analysis of the  servicing  of the Mortgage  Loans or the
related  asset-backed  securities,   as  applicable,   including  whether  any  default  or  servicing  related
performance  trigger  has  occurred  as to any other  securitization  due to any act or  failure  to act of the
Servicer,   whether  any  material   noncompliance   with  applicable   servicing  criteria  as  to  any  other
securitization  has been  disclosed or reported by the  Servicer,  and the extent of  outsourcing  the Servicer
uses;

        -a  description  of any material  changes to the  Servicer's  policies or  procedures  in the servicing
function it will perform  under this  Agreement and any  Reconstitution  Agreements  for mortgage  loans of the
type similar to the Mortgage Loans during the past three years;

        -information  regarding the Servicer's  financial condition to the extent that there is a material risk
that the effect on one or more  aspects of  servicing  resulting  from such  financial  condition  could have a
material impact on the performance of the securities  issued in the Pass-Through  Transfer,  or on servicing of
mortgage loans of the same asset type as the Mortgage Loans;

        -any special or unique factors  involved in servicing loans of the same type as the Mortgage Loans, and
the Servicer's processes and procedures designed to address such factors;

        -statistical  information  regarding  principal  and  interest  advances  made by the  Servicer  on the
Mortgage Loans and the Servicer's overall servicing portfolio for the past three years; and

        -the Owner's process for handling delinquencies,  losses,  bankruptcies and recoveries, such as through
liquidation of REO Properties, foreclosure, sale of the Mortgage Loans or workouts.

Item 1117

        -describe any legal proceedings pending against the Servicer or against any of its property,  including
any proceedings  known to be contemplated by governmental  authorities,  that may be material to the holders of
the securities issued in the Pass-Through Transfer.

        Item 1119(a)


        -describe any  affiliations  of the  Servicer,  each other  originator  of the Mortgage  Loans and each
Subservicer with the sponsor,  depositor,  issuing entity,  trustee,  any originator,  any other servicer,  any
significant  obligor,   enhancement  or  support  provider  or  any  other  material  parties  related  to  the
Pass-Through Transfer.

        Item 1119(b)


        -describe any business relationship,  agreement, arrangement, transaction or understanding entered into
outside  of the  ordinary  course  of  business  or on terms  other  than  those  obtained  in an arm's  length
transaction with an unrelated third party,  apart from the Pass-Through  Transfer,  between the Servicer,  each
other originator of the Mortgage Loans and each Subservicer,  or their respective affiliates,  and the sponsor,
depositor or issuing entity or their  respective  affiliates,  that exists  currently or has existed during the
past two years,  that may be material to the  understanding  of an  investor  in the  securities  issued in the
Pass-Through Transfer.

        Item 1119(c)


        -describe any business relationship,  agreement, arrangement, transaction or understanding involving or
relating to the Mortgage  Loans or the  Pass-Through  Transfer,  including the material  terms and  approximate
dollar  amount  involved,  between  the  Servicer,  each  other  originator  of the  Mortgage  Loans  and  each
Subservicer,  or their respective  affiliates and the sponsor,  depositor or issuing entity or their respective
affiliates, that exists currently or has existed during the past two years.




                                                   EXHIBIT J

                        SERVICING CRITERIA TO BE ADDRESSED IN ASSESSMENT OF COMPLIANCE

                                          SERVICING CRITERIA TO BE ADDRESSED
                                              IN ASSESSMENT OF COMPLIANCE
                                             (RMBS unless otherwise noted)

        Key:
        X - obligation


        Where there are multiple  checks for criteria the  attesting  party will  identify in their  management
assertion that they are attesting only to the portion of the  distribution  chain they are  responsible  for in
the related transaction agreements.



------------------ ---------------------------------------------------------------------------- ------------
RegAB Reference            Servicing Criteria                                                   Servicers
------------------ ---------------------------------------------------------------------------- ------------

------------------ ---------------------------------------------------------------------------- ------------
                           General Servicing Considerations
------------------ ---------------------------------------------------------------------------- ------------

------------------ ---------------------------------------------------------------------------- ------------
1122(d)(1)(i)      Policies and procedures are instituted to monitor any  performance or other          X
                   triggers  and  events  of  default  in  accordance   with  the  transaction
                   agreements.
------------------ ---------------------------------------------------------------------------- ------------
------------------ ---------------------------------------------------------------------------- ------------
1122(d)(1)(ii)     If any material  servicing  activities  are  outsourced  to third  parties,          X
                   policies  and  procedures  are  instituted  to  monitor  the third  party's
                   performance and compliance with such servicing activities.
------------------ ---------------------------------------------------------------------------- ------------
------------------ ---------------------------------------------------------------------------- ------------
                   Any  requirements  in the  transaction  agreements  to  maintain  a back-up
1122(d)(1)(iii)    servicer for the Pool Assets are maintained.
------------------ ---------------------------------------------------------------------------- ------------
------------------ ---------------------------------------------------------------------------- ------------
1122(d)(1)(iv)     A fidelity bond and errors and  omissions  policy is in effect on the party          X
                   participating in the servicing function  throughout the reporting period in
                   the amount of coverage  required by and  otherwise in  accordance  with the
                   terms of the transaction agreements.
------------------ ---------------------------------------------------------------------------- ------------
------------------ ---------------------------------------------------------------------------- ------------
                   Cash Collection and Administration
------------------ ---------------------------------------------------------------------------- ------------
------------------ ---------------------------------------------------------------------------- ------------
1122(d)(2)(i)      Payments on pool assets are deposited into the  appropriate  custodial bank          X
                   accounts and related bank clearing  accounts no more than two business days
                   following  receipt,   or  such  other  number  of  days  specified  in  the
                   transaction agreements.
------------------ ---------------------------------------------------------------------------- ------------
------------------ ---------------------------------------------------------------------------- ------------
                   Disbursements  made via wire  transfer  on  behalf of an  obligor  or to an          X
1122(d)(2)(ii)     investor are made only by authorized personnel.
------------------ ---------------------------------------------------------------------------- ------------
------------------ ---------------------------------------------------------------------------- ------------
                   Advances  of funds  or  guarantees  regarding  collections,  cash  flows or          X
                   distributions,  and any interest or other fees  charged for such  advances,
1122(d)(2)(iii)    are made, reviewed and approved as specified in the transaction agreements.
------------------ ---------------------------------------------------------------------------- ------------
------------------ ---------------------------------------------------------------------------- ------------
                   The related accounts for the transaction,  such as cash reserve accounts or          X
                   accounts  established as a form of over  collateralization,  are separately
                   maintained  (e.g., with respect to commingling of cash) as set forth in the
1122(d)(2)(iv)     transaction agreements.
------------------ ---------------------------------------------------------------------------- ------------
------------------ ---------------------------------------------------------------------------- ------------
                   Each  custodial  account is  maintained at a federally  insured  depository          X
                   institution  as set forth in the  transaction  agreements.  For purposes of
                   this criterion,  "federally insured depository institution" with respect to
                   a foreign financial  institution means a foreign financial institution that
1122(d)(2)(v)      meets the requirements of Rule 13k-1(b)(1) of the Securities Exchange Act.
------------------ ---------------------------------------------------------------------------- ------------
------------------ ---------------------------------------------------------------------------- ------------
1122(d)(2)(vi)     Unissued checks are safeguarded so as to prevent unauthorized access.                X
------------------ ---------------------------------------------------------------------------- ------------
------------------ ---------------------------------------------------------------------------- ------------
1122(d)(2)(vii)    Reconciliations  are  prepared  on a  monthly  basis  for all  asset-backed          X
                   securities related bank accounts,  including custodial accounts and related
                   bank  clearing  accounts.  These  reconciliations  are  (A)  mathematically
                   accurate;  (B) prepared  within 30 calendar  days after the bank  statement
                   cutoff  date,  or such other number of days  specified  in the  transaction
                   agreements;  (C) reviewed and approved by someone other than the person who
                   prepared the reconciliation;  and (D) contain  explanations for reconciling
                   items.  These  reconciling  items are resolved  within 90 calendar  days of
                   their  original  identification,  or such other number of days specified in
                   the transaction agreements.
------------------ ---------------------------------------------------------------------------- ------------
------------------ ---------------------------------------------------------------------------- ------------
                   Investor Remittances and Reporting
------------------ ---------------------------------------------------------------------------- ------------
------------------ ---------------------------------------------------------------------------- ------------
1122(d)(3)(i)      Reports to investors,  including those to be filed with the Commission, are          X
                   maintained in accordance  with the  transaction  agreements  and applicable
                   Commission  requirements.  Specifically,  such  reports (A) are prepared in
                   accordance  with  timeframes  and other terms set forth in the  transaction
                   agreements;  (B) provide  information  calculated  in  accordance  with the
                   terms  specified  in the  transaction  agreements;  (C) are filed  with the
                   Commission  as  required by its rules and  regulations;  and (D) agree with
                   investors'  or the  trustee's  records  as to the  total  unpaid  principal
                   balance and number of Pool Assets serviced by the Servicer.
------------------ ---------------------------------------------------------------------------- ------------
------------------ ---------------------------------------------------------------------------- ------------
                   Amounts due to investors  are  allocated  and remitted in  accordance  with          X
                   timeframes,  distribution  priority  and  other  terms  set  forth  in  the
1122(d)(3)(ii)     transaction agreements.
------------------ ---------------------------------------------------------------------------- ------------
------------------ ---------------------------------------------------------------------------- ------------
                   Disbursements  made to an investor are posted  within two business  days to          X
                   the Servicer's  investor records, or such other number of days specified in
1122(d)(3)(iii)    the transaction agreements.
------------------ ---------------------------------------------------------------------------- ------------
------------------ ---------------------------------------------------------------------------- ------------
                   Amounts   remitted  to  investors  per  the  investor  reports  agree  with          X
1122(d)(3)(iv)     cancelled checks, or other form of payment, or custodial bank statements.
------------------ ---------------------------------------------------------------------------- ------------
------------------ ---------------------------------------------------------------------------- ------------
                   Pool Asset Administration
------------------ ---------------------------------------------------------------------------- ------------
------------------ ---------------------------------------------------------------------------- ------------
1122(d)(4)(i)      Collateral  or  security on pool  assets is  maintained  as required by the          X
                   transaction agreements or related pool asset documents.
------------------ ---------------------------------------------------------------------------- ------------
------------------ ---------------------------------------------------------------------------- ------------
1122(d)(4)(ii)     Pool  assets and  related  documents  are  safeguarded  as  required by the          X
                   transaction agreements
------------------ ---------------------------------------------------------------------------- ------------
------------------ ---------------------------------------------------------------------------- ------------
1122(d)(4)(iii)    Any  additions,  removals  or  substitutions  to the  asset  pool are made,          X
                   reviewed and approved in accordance  with any conditions or requirements in
                   the transaction agreements.
------------------ ---------------------------------------------------------------------------- ------------
------------------ ---------------------------------------------------------------------------- ------------
1122(d)(4)(iv)     Payments on pool assets,  including any payoffs,  made in  accordance  with          X
                   the  related  pool asset  documents  are posted to the  Servicer's  obligor
                   records  maintained no more than two business days after  receipt,  or such
                   other  number  of  days  specified  in  the  transaction  agreements,   and
                   allocated  to  principal,   interest  or  other  items  (e.g.,  escrow)  in
                   accordance with the related pool asset documents.
------------------ ---------------------------------------------------------------------------- ------------
------------------ ---------------------------------------------------------------------------- ------------
                   The Servicer's  records regarding the pool assets agree with the Servicer's          X
1122(d)(4)(v)      records with respect to an obligor's unpaid principal balance.
------------------ ---------------------------------------------------------------------------- ------------
------------------ ---------------------------------------------------------------------------- ------------
                   Changes  with  respect to the terms or status of an  obligor's  pool assets          X
                   (e.g., loan modifications or re-agings) are made,  reviewed and approved by
                   authorized  personnel in accordance  with the  transaction  agreements  and
1122(d)(4)(vi)     related pool asset documents.
------------------ ---------------------------------------------------------------------------- ------------
------------------ ---------------------------------------------------------------------------- ------------
                   Loss   mitigation   or   recovery   actions   (e.g.,   forbearance   plans,          X
                   modifications   and  deeds  in  lieu  of  foreclosure,   foreclosures   and
                   repossessions,  as applicable)  are  initiated,  conducted and concluded in
                   accordance  with the  timeframes or other  requirements  established by the
1122(d)(4)(vii)    transaction agreements.
------------------ ---------------------------------------------------------------------------- ------------
------------------ ---------------------------------------------------------------------------- ------------
1122(d)(4)(viii)   Records  documenting  collection efforts are maintained during the period a          X
                   pool asset is  delinquent in accordance  with the  transaction  agreements.
                   Such  records are  maintained  on at least a monthly  basis,  or such other
                   period specified in the transaction  agreements,  and describe the entity's
                   activities in monitoring  delinquent  pool assets  including,  for example,
                   phone  calls,  letters  and  payment  rescheduling  plans  in  cases  where
                   delinquency is deemed temporary (e.g., illness or unemployment).
------------------ ---------------------------------------------------------------------------- ------------
------------------ ---------------------------------------------------------------------------- ------------
1122(d)(4)(ix)     Adjustments  to  interest  rates or rates of return  for pool  assets  with          X
                   variable rates are computed based on the related pool asset documents.
------------------ ---------------------------------------------------------------------------- ------------
------------------ ---------------------------------------------------------------------------- ------------
1122(d)(4)(x)      Regarding  any  funds  held  in  trust  for  an  obligor  (such  as  escrow          X
                   accounts):  (A) such funds are analyzed,  in accordance  with the obligor's
                   pool asset  documents,  on at least an annual  basis,  or such other period
                   specified  in the  transaction  agreements;  (B)  interest on such funds is
                   paid, or credited,  to obligors in accordance  with  applicable  pool asset
                   documents  and state laws;  and (C) such funds are  returned to the obligor
                   within 30 calendar  days of full  repayment of the related pool assets,  or
                   such other number of days specified in the transaction agreements.
------------------ ---------------------------------------------------------------------------- ------------
------------------ ---------------------------------------------------------------------------- ------------
                   Payments made on behalf of an obligor  (such as tax or insurance  payments)          X
                   are  made  on or  before  the  related  penalty  or  expiration  dates,  as
                   indicated on the appropriate  bills or notices for such payments,  provided
                   that such  support has been  received by the  servicer at least 30 calendar
                   days prior to these dates,  or such other  number of days  specified in the
1122(d)(4)(xi)     transaction agreements.
------------------ ---------------------------------------------------------------------------- ------------
------------------ ---------------------------------------------------------------------------- ------------
                   Any late  payment  penalties in  connection  with any payment to be made on          X
                   behalf of an obligor are paid from the Servicer's  funds and not charged to
                   the  obligor,  unless the late  payment was due to the  obligor's  error or
1122(d)(4)(xii)    omission.
------------------ ---------------------------------------------------------------------------- ------------
------------------ ---------------------------------------------------------------------------- ------------
                   Disbursements  made on behalf of an obligor are posted  within two business          X
                   days to the obligor's  records  maintained  by the servicer,  or such other
1122(d)(4)(xiii)   number of days specified in the transaction agreements.
------------------ ---------------------------------------------------------------------------- ------------
------------------ ---------------------------------------------------------------------------- ------------
                   Delinquencies,  charge-offs and  uncollectible  accounts are recognized and          X
1122(d)(4)(xiv)    recorded in accordance with the transaction agreements.
------------------ ---------------------------------------------------------------------------- ------------
------------------ ---------------------------------------------------------------------------- ------------
                   Any external  enhancement or other support,  identified in Item  1114(a)(1)
                   through (3) or Item 1115 of  Regulation  AB, is  maintained as set forth in
1122(d)(4)(xv)     the transaction agreements.
------------------ ---------------------------------------------------------------------------- ------------




                                             [NAME OF OWNER] [NAME OF SUBSERVICER]


                                            Date:  _________________________



                                            By:    _________________________
                                            Name:
                                            Title:





                                                   EXHIBIT K

                                     REPORTING DATA FOR REALIZED LOSSES AND GAINS

                         Calculation of Realized Loss/Gain Form 332- Instruction Sheet

        NOTE:  Do not net or combine items.  Show all expenses individually and all credits as separate line
        items.  Claim packages are due on the remittance report date.  Late submissions may result in claims
        not being passed until the following month.  The Servicer is responsible to remit all funds pending
        loss approval and /or resolution of any disputed items.


        The numbers on the 332 form correspond with the numbers listed below.

        Liquidation and Acquisition Expenses:
        1.    The Actual Unpaid Principal Balance of the Mortgage Loan.  For documentation, an Amortization
              Schedule from date of default through liquidation breaking out the net interest and servicing
              fees advanced is required.

        2.    The Total Interest Due less the aggregate amount of servicing fee that would have been earned
              if all delinquent payments had been made as agreed. For documentation, an Amortization Schedule
              from date of default through liquidation breaking out the net interest and servicing fees
              advanced is required.

        3.    Accrued Servicing Fees based upon the Scheduled Principal Balance of the Mortgage Loan as
              calculated on a monthly basis. For documentation, an Amortization Schedule from date of default
              through liquidation breaking out the net interest and servicing fees advanced is required.

        4-12. Complete as applicable.  Required documentation:

               *  For taxes and insurance advances - see page 2 of 332 form - breakdown required showing period

                 of coverage, base tax, interest, penalty.  Advances prior to default require evidence of
                 servicer efforts to recover advances.

                *  For escrow advances - complete payment history

                   (to calculate advances from last positive escrow balance forward)

               *  Other expenses -  copies of corporate advance history showing all payments

               *  REO repairs > $1500 require explanation

               *  REO repairs >$3000 require evidence of at least 2 bids.

               *  Short Sale or Charge Off require P&L supporting the decision and WFB's approved Officer
               Certificate

               *  Unusual or extraordinary items may require further documentation.

        13.    The total of lines 1 through 12.

Credits:

        14-21.Complete as applicable.  Required documentation:

              * Copy of the HUD 1 from the REO sale.  If a 3rd Party Sale, bid instructions and Escrow Agent
              / Attorney

                 Letter of Proceeds Breakdown.

              *  Copy of EOB for any MI or gov't guarantee

              *  All other credits need to be clearly defined on the 332 form

        22.    The total of lines 14 through 21.

        Please Note:  For HUD/VA loans, use line (18a) for Part A/Initial proceeds and line (18b) for Part
                      B/Supplemental proceeds.

        Total Realized Loss (or Amount of Any Gain)
        23.   The total derived from  subtracting  line 22 from 13. If the amount  represents a realized  gain,
              show the amount in parenthesis (   ).

                                  Calculation of Realized Loss/Gain Form 332

        Prepared by:  __________________                  Date:  _______________
        Phone:  ______________________   Email Address:_____________________


----------------------------    -------------------------------   ------------------------------------
Servicer Loan No.               Servicer Name                     Servicer Address


----------------------------    -------------------------------   ------------------------------------

        WELLS FARGO BANK, N.A. Loan No._____________________________

        Borrower's Name: _________________________________________________________
        Property Address: _________________________________________________________

        Liquidation Type:  REO Sale          3rd Party Sale             Short Sale     Charge Off

        Was this loan granted a Bankruptcy deficiency or cramdown       Yes         No
        If "Yes", provide deficiency or cramdown amount _______________________________

        Liquidation and Acquisition Expenses:
       (1) Actual Unpaid Principal Balance of Mortgage Loan     $ ________________     (1)
        (2)Interest accrued at Net Rate                           ________________     (2)
        (3)Accrued Servicing Fees                                 ________________     (3)
        (4)Attorney's Fees                                        ________________     (4)
        (5)Taxes (see page 2)                                     ________________     (5)
        (6)Property Maintenance                                   ________________     (6)
        (7)MI/Hazard Insurance Premiums (see page 2)              ________________     (7)
        (8)Utility Expenses                                       ________________     (8)
        (9)Appraisal/BPO                                          ________________     (9)
        (10)   Property Inspections                               ________________     (10)
        (11)   FC Costs/Other Legal Expenses                      ________________     (11)
        (12)   Other (itemize)                                    ________________     (12)
               Cash for Keys__________________________            ________________     (12)
               HOA/Condo Fees_______________________              ________________     (12)
               ______________________________________             ________________     (12)

               Total Expenses                                    $ _______________     (13)
        Credits:
        (14)   Escrow Balance                                    $ _______________     (14)
        (15)   HIP Refund                                          _______________     (15)
        (16)   Rental Receipts                                     _______________     (16)
        (17)   Hazard Loss Proceeds                                _______________     (17)
        (18)   Primary Mortgage Insurance / Gov't Insurance        _______________     (18a)
        HUD Part A
                                                                   _______________     (18b)
        HUD Part B
        (19)   Pool Insurance Proceeds                             _______________     (19)
        (20)   Proceeds from Sale of Acquired Property             _______________     (20)
        (21)   Other (itemize)                                     _______________     (21)
           _________________________________________               _______________     (21)

           Total Credits                                          $_______________     (22)
        Total Realized Loss (or Amount of Gain)                   $_______________     (23)


Escrow Disbursement Detail


--------------- ------------- -------------- ------------ ------------- ---------------- ---------------
         Type
                 Date Paid      Period of    Total Paid   Base Amount      Penalties        Interest
        (Tax                    Coverage
    /Ins.)
--------------- ------------- -------------- ------------ ------------- ---------------- ---------------
--------------- ------------- -------------- ------------ ------------- ---------------- ---------------





                                                                                                    EXHIBIT H-5

                                           EMC MORTGAGE CORPORATION
                                                     Owner

                                                      and

                                           ALLIANCE MORTGAGE COMPANY
                                                   Servicer




                                            SUBSERVICING AGREEMENT

                                          Dated as of August 1, 2002















EXHIBITS


        Schedule A    Mortgage Loan Schedule

        Exhibit A     Acknowledgement Agreement

        Exhibit B     Custodial Account Letter Agreement

        Exhibit C     Escrow Account Letter Agreement

        Exhibit D     Form of Request for Release

        Exhibit E     Loan Level Format for Tape Input

        Exhibit F     Reporting Data for Defaulted Loans













        THIS IS A  SUBSERVICING  AGREEMENT,  dated as of August 1, 2002,  and is executed  between EMC Mortgage
Corporation (the "Owner") and Alliance Mortgage Company (the "Servicer").

                                             W I T N E S S E T H :

        WHEREAS,  the Servicer has agreed to service,  from time to time,  certain of the other  mortgage loans
acquired  by the  Owner,  which  loans are  currently  being  serviced  by other  servicers  pursuant  to other
servicing agreements.

        WHEREAS,  the Owner and the Servicer  desire that,  from and after the date hereof,  the Mortgage Loans
which from time to time are subject to this  Agreement be serviced in accordance  with the terms and provisions
of this Agreement instead of the existing servicing agreements.

        WHEREAS,  the Owner has  approached  Wells Fargo Bank  Minnesota,  National  Association  (the  "Master
Servicer") to supervise the servicing of the Mortgage Loans on behalf of the Owner.

        WHEREAS,  the Owner and the  Servicer  intend  that the Master  Servicer  is an  intended  third  party
beneficiary of this Agreement.

        NOW,  THEREFORE,  in consideration of the mutual  agreements  hereinafter set forth, and for other good
and  valuable  consideration,  the receipt  and  adequacy  of which is hereby  acknowledged,  the Owner and the
Servicer agree as follows:

                                                   ARTICLE I
                                                  DEFINITIONS

        Section 1.01.00  Defined Terms.

              Whenever used in this Agreement,  the following words and phrases,  unless the context  otherwise
requires, shall have the following meaning specified in this Article:

               Accepted  Servicing  Practices:  With respect to any Mortgage  Loan,  those  mortgage  servicing
practices (including collection procedures) that are in accordance with the Fannie Mae Guide.

               Acknowledgement  Agreement: An acknowledgement agreement attached hereto in the form of Exhibit
A.

               Adjustment  Date: As to each ARM Loan, the date on which the Mortgage  Interest Rate is adjusted
in accordance with the terms of the related Mortgage Note.

               Agreement:  This  Subservicing  Agreement  including all exhibits hereto,  amendments hereof and
supplements hereto.

               ARM Loans: First lien,  conventional,  1-4 family residential Mortgage Loans with interest rates
which adjust from time to time in  accordance  with the related Index and are subject to Periodic Rate Caps and
Lifetime Rate Caps and which may permit conversion to fixed interest rates.

               Business  Day:  Any day other than (i) a  Saturday  or  Sunday,  or (ii) a legal  holiday in the
State of New York or the jurisdiction in which the Servicer conducts its servicing  activities,  or (iii) a day
on which  banks in the State of New York or the  jurisdiction  in which the  Servicer  conducts  its  servicing
activities are authorized or obligated by law or executive order to be closed.

               Code:  The  Internal  Revenue  Code of 1986,  as it may be  amended  from  time to time,  or any
successor statute thereto, and applicable U.S. Department of the Treasury regulations issued pursuant thereto.

               Condemnation  Proceeds:  All awards or settlements in respect of a Mortgaged  Property,  whether
permanent or temporary,  partial or entire, by exercise of the power of eminent domain or condemnation,  to the
extent not required to be released to a Mortgagor in  accordance  with the terms of the related  Mortgage  Loan
Documents.

               Custodial  Account:  The separate demand account or accounts created and maintained  pursuant to
Section 4.04 which shall be entitled  "[Servicer]  Custodial Account in trust for [Owner],  Owner of Whole Loan
Mortgages and various  Mortgagors" and shall be established at a Qualified  Depository,  each of which accounts
shall in no event contain funds in excess of the FDIC insurance limits.

               Custodian:  Wells Fargo Bank Minnesota,  National Association,  or such other custodian as Owner
shall designate.

               Determination  Date:  The 15th day (or if such 15th day is not a Business  Day, the Business Day
immediately preceding such 15th day) of the month of the Remittance Date.

               Due Date:  Each day on which  payments of  principal  and  interest  are  required to be paid in
accordance with the terms of the related Mortgage Note, exclusive of any days of grace.

               Due Period:  With respect to any  Remittance  Date,  the period  commencing on the second day of
the  month  preceding  the  month of such  Remittance  Date and  ending  on the  first  day of the month of the
Remittance Date.

               Escrow  Account:  The separate  trust  account or accounts  created and  maintained  pursuant to
Section 4.06 which shall be entitled  "[Servicer]  Escrow  Account,  in trust for [Owner],  Owner of Whole Loan
Mortgages and various  Mortgagors" and shall be established at a Qualified  Depository,  each of which accounts
shall in no event contain funds in excess of the FDIC insurance limits.

               Escrow  Payments:  With respect to any Mortgage  Loan,  the amounts  constituting  ground rents,
taxes,  assessments,  water rates, sewer rents, municipal charges, mortgage insurance premiums, fire and hazard
insurance premiums,  condominium  charges, and any other payments required to be escrowed by the Mortgagor with
the mortgagee pursuant to the Mortgage or any other document.

               Event of Default:   Any one of the conditions or circumstances enumerated in Section 9.01.

               Fannie Mae:  Fannie Mae, or any successor thereto.

               Fannie  Mae  Guide:  The Fannie Mae  Selling  Guide and the Fannie Mae  Servicing  Guide and all
amendments or additions thereto.

               Fidelity Bond:  A fidelity bond to be maintained by the Servicer pursuant to Section 4.12.

               FIRREA: The Financial  Institutions  Reform,  Recovery,  and Enforcement Act of 1989, as amended
from time to time.

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

               Freddie Mac Guide:  The Freddie Mac Selling  Guide and the Freddie Mac  Servicing  Guide and all
amendments or additions thereto.

               Full Principal  Prepayment:  A Principal  Prepayment made by a Mortgagor of the entire principal
balance of a Mortgage Loan.

               GAAP:  Generally accepted accounting procedures, consistently applied.

               HUD:   The United States Department of Housing and Urban Development or any successor.

               Index:  With  respect  to each ARM Loan,  on the  related  Adjustment  Date,  the index  used to
determine the Mortgage Interest Rate on each such ARM Loan.

               Insurance  Proceeds:  With  respect  to each  Mortgage  Loan,  proceeds  of  insurance  policies
insuring the Mortgage Loan or the related Mortgaged Property.

               Lifetime Rate Cap: With respect to each ARM Loan,  the maximum  Mortgage  Interest Rate over the
term of such Mortgage Loan, as specified in the related Mortgage Note.

               Liquidation  Proceeds:  Cash  received  in  connection  with  the  liquidation  of  a  defaulted
Mortgage Loan, whether through the sale or assignment of such Mortgage Loan,  trustee's sale,  foreclosure sale
or otherwise,  other than amounts  received  following the  acquisition of an REO Property  pursuant to Section
4.13.

               Margin:  With respect to each ARM Loan,  the fixed  percentage  amount set forth in each related
Mortgage Note which is added to the Index in order to determine the related Mortgage Interest Rate.

               Master Servicer:  Wells Fargo Bank Minnesota,  National Association,  its successors in interest
and assigns, or any successor thereto designated by the Owner.

               Monthly  Advance:  The  aggregate of the advances  made by the Servicer on any  Remittance  Date
pursuant to Section 5.03.

               Monthly  Payment:  With  respect  to each  Mortgage  Loan,  the  scheduled  monthly  payment  of
principal and interest thereon which is payable by the related Mortgagor under the related Mortgage Note.

               Mortgage:  The  mortgage,  deed of trust or other  instrument  securing  a  Mortgage  Note which
creates a first lien on an unsubordinated estate in fee simple in real property securing the Mortgage Note.

               Mortgage  Interest  Rate:  The annual rate at which  interest  accrues on any  Mortgage  Loan in
accordance  with the provisions of the related  Mortgage Note, and in the case of an ARM Loan, as adjusted from
time to time on each  Adjustment  Date for such  Mortgage  Loan to equal the Index for such  Mortgage Loan plus
the Margin for such  Mortgage  Loan,  and  subject to the  limitations  on such  interest  rate  imposed by the
Periodic Rate Cap and the Lifetime Rate Cap.

               Mortgage  Loan: An individual  Mortgage Loan described  herein and as further  identified on the
Mortgage Loan  Schedule,  which Mortgage Loan includes  without  limitation  the Mortgage Loan  Documents,  the
Monthly Payments, Principal Prepayments,  Liquidation Proceeds,  Condemnation Proceeds, Insurance Proceeds, REO
Disposition Proceeds,  and all other rights,  benefits,  proceeds and obligations arising from or in connection
with such Mortgage Loan.

               Mortgage Loan Documents:  The original mortgage loan legal documents held by the Custodian.

               Mortgage Loan  Remittance  Rate: With respect to each Mortgage Loan, the annual rate of interest
remitted to the Owner,  which shall be equal to the related  Mortgage  Interest  Rate minus the  Servicing  Fee
Rate.

                Mortgage Loan Schedule:  The initial group of Mortgage Loans being  specifically  identified on
Schedule  A  attached  hereto;  it being  agreed  that  Schedule  A may be  supplemented  from  time to time by
agreement of the parties to add additional Mortgage Loans pursuant to an Acknowledgement Agreement.

               Mortgage  Note:  The note or other  evidence of the  indebtedness  of a  Mortgagor  secured by a
Mortgage.

               Mortgaged Property:  The underlying real property securing repayment of a Mortgage Note.

               Mortgagor:  The obligor on a Mortgage Note.

               Nonrecoverable  Advance:  Any advance  previously made by the Servicer  pursuant to Section 5.03
or any Servicing Advance which, in the good faith judgment of the Servicer,  may not be ultimately  recoverable
by  the  Servicer  from  Liquidation  Proceeds.   The  determination  by  the  Servicer  that  is  has  made  a
Nonrecoverable  Advance,  shall be evidenced by an Officer's Certificate of the Servicer delivered to the Owner
and detailing the reasons for such determination.

               Officers'  Certificate:  A certificate signed by the Chairman of the Board, the Vice Chairman of
the Board,  the President,  a Senior Vice President or a Vice President or by the Treasurer or the Secretary or
one of the  Assistant  Treasurers  or Assistant  Secretaries  of the  Servicer,  and  delivered to the Owner as
required by this Agreement.

               Opinion  of  Counsel:  A written  opinion of  counsel,  who may be an  employee  of the party on
behalf of whom the opinion is being given, reasonably acceptable to the Owner.

               Owner: EMC Mortgage  Corporation,  its successors in interest and assigns (including the Trustee
in connection with a Pass-Through Transfer).

               Partial  Principal  Prepayment:  A Principal  Prepayment  by a Mortgagor of a partial  principal
balance of a Mortgage Loan.

               Pass-Through  Transfer:  The sale or transfer of same or all of the Mortgage Loans to a trust as
part of a publicly issued or privately placed, rated or unrated Mortgage pass-through transaction.

               Periodic  Rate Cap:  With  respect to each ARM Loan,  the  maximum  increase  or decrease in the
Mortgage Interest Rate on any Adjustment Date.

               Permitted Investments:  Any one or more of the following obligations or securities:

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

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

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

               (iv)   securities  bearing  interest or sold at a discount issued by any corporation  (including
               any Trustee or the Master Servicer)  incorporated under the laws of the United States of America
               or any state thereof that are rated in one of the two highest  rating  categories by each Rating
               Agency at the time of such investment or contractual  commitment  providing for such investment;
               provided,  however,  that securities issued by any particular  corporation will not be Permitted
               Investments to the extent that  investments  therein will cause the then  outstanding  principal
               amount of securities issued by such corporation and held as Permitted  Investments to exceed 10%
               of the aggregate outstanding principal balances and amounts of all the Permitted Investments;

               (v)    commercial  paper   (including  both   non-interest-bearing   discount   obligations  and
               interest-bearing  obligations  payable on demand or on a  specified  date not more than one year
               after the date of issuance  thereof) which are rated in one of the two highest rating categories
               by each Rating Agency at the time of such investment;

               (vi)   any other  demand,  money market or time deposit,  obligation,  security or investment as
               may be acceptable to each Rating Agency; and

               (vii)  any money market funds the collateral of which consists of obligations  fully  guaranteed
               by the  United  States of  America or any  agency or  instrumentality  of the  United  States of
               America the  obligations  of which are backed by the full faith and credit of the United  States
               of America (which may include repurchase  obligations secured by collateral  described in clause
               (i)) and other  securities  (including  money market or common trust funds for which any Trustee
               or the Master  Servicer or any  affiliate  thereof  acts as a manager or an  advisor)  and which
               money market funds are rated in one of the two highest rating categories by each Rating Agency;

provided,  however,  that no  instrument  or security  shall be a Permitted  Investment  if such  instrument or
security  evidences a right to receive only interest  payments with respect to the obligations  underlying such
instrument  or if such  security  provides for payment of both  principal and interest with a yield to maturity
in excess of 120% of the yield to maturity at par.

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

               Prepayment Interest Shortfall:  The sum of the differences between interest actually received in
a Due Period as a result of a full or partial prepayment or other unscheduled  receipt of principal  (including
as a result of a  liquidation)  on each  Mortgage  Loan as to which such a payment is received and the interest
portion of the Monthly  Payment of such  Mortgage  Loan  scheduled to be due at the  applicable  Mortgage  Loan
Remittance Rate.

               Primary  Mortgage  Insurance  Policy:  Each  primary  policy  of  mortgage  insurance,   or  any
replacement policy therefor obtained by the Servicer pursuant to Section 4.08.

               Prime Rate:  The prime rate of U.S.  money center  banks as  published  from time to time in The
Wall Street Journal.

               Principal  Prepayment:  Any payment or other recovery of principal on a Mortgage  Loan,  full or
partial,  which is received in advance of its scheduled Due Date,  including any prepayment  penalty or premium
thereon and which is not accompanied by an amount of interest  representing  scheduled interest due on any date
or dates in any month or months subsequent to the month of prepayment.

               Qualified Appraiser: An appraiser,  duly appointed by the Servicer, who had no interest,  direct
or indirect in the Mortgaged  Property or in any loan made on the security thereof,  and whose  compensation is
not affected by the approval or  disapproval of the Mortgage  Loan,  which  appraiser and the appraisal made by
such  appraiser  both  satisfy  the  requirements  of  Title  XI of  FIRREA  and  the  regulations  promulgated
thereunder, all as in effect on the date the Mortgage Loan was originated.

               Qualified  Depository:  (a) The  Custodian  or (b) a  depository,  the  accounts  of  which  are
insured by the FDIC and the short term debt  ratings  and the long term  deposit  ratings of which are rated in
one of the two highest rating categories by each of the Rating Agencies.

               Qualified  Insurer:  An insurance company duly qualified as such under the laws of the states in
which the  Mortgaged  Properties  are  located,  duly  authorized  and  licensed in such states to transact the
applicable  insurance  business and to write the insurance  provided,  approved as an insurer by Fannie Mae and
Freddie Mac.

               Rating  Agency:  Standard & Poor's  Ratings  Service,  a division of The McGraw  Hill  Companies
Inc., Moody's Investors Service, Inc. and Fitch, Inc.

               REMIC: A "real estate  mortgage  investment  conduit"  within the meaning of Section 860D of the
Code.

               REMIC  Provisions:  The  provisions  of the Federal  income tax law  relating to a REMIC,  which
appear at  Section  860A  through  860G of  Subchapter  M of Chapter 1,  Subtitle  A of the Code,  and  related
provisions,  and regulations,  rulings or  pronouncements  promulgated  thereunder,  as the foregoing may be in
effect from time to time.

               Remittance  Date:  The 18th day of any  month,  or if such 18th day is not a Business  Day,  the
first Business Day  immediately  preceding such 18th day. The first  Remittance  Date shall occur on August 18,
2002.

               REO Disposition:  The final sale by the Servicer of any REO Property.

               REO  Disposition  Proceeds:  Amounts  received by the Servicer in connection  with a related REO
Disposition.

               REO  Property:  A  Mortgaged  Property  acquired  by the  Servicer  on  behalf  of the  Owner as
described in Section 4.13.

               Servicer:  Alliance  Mortgage  Company,  or any of its  successors  in interest or any successor
under this Agreement appointed as herein provided.

               Servicing Advances:  All customary,  reasonable and necessary "out of pocket" costs and expenses
(including  reasonable  attorneys' fees and  disbursements)  incurred in the performance by the Servicer of its
servicing  obligations  relating  to each  Mortgage  Loan,  including,  but not limited to, the cost of (a) the
preservation,  restoration and protection of the Mortgaged  Property,  (b) any enforcement,  administrative  or
judicial  proceedings,  or any legal work or advice  specifically  related to  servicing  the  Mortgage  Loans,
including  but  not  limited  to,  foreclosures,   bankruptcies,   condemnations,   drug  seizures,  elections,
foreclosures  by subordinate or superior  lienholders,  and other legal actions  incidental to the servicing of
the Mortgage Loans  (provided  that such expenses are  reasonable and that the Servicer  specifies the Mortgage
Loan(s) to which such expenses  relate),  (c) the management and  liquidation of the Mortgaged  Property if the
Mortgaged Property is acquired in full or partial satisfaction of the Mortgage, (d) taxes,  assessments,  water
rates,  sewer rates and other charges which are or may become a lien upon the Mortgaged  Property,  and Primary
Mortgage  Insurance  Policy  premiums  and fire and  hazard  insurance  coverage  and (e)  compliance  with the
obligations under Section 4.08.

               Servicing  Fee:  With  respect  to each  Mortgage  Loan,  the amount of the annual fee the Owner
shall  pay to the  Servicer,  which  shall,  for a period of one full  month,  be equal to  one-twelfth  of the
product of (a) the applicable  Servicing Fee Rate and (b) the  outstanding  principal  balance of such Mortgage
Loan.  Such fee shall be  payable  monthly,  computed  on the basis of the same  principal  amount  and  period
respecting which any related  interest  payment on a Mortgage Loan is computed.  The obligation of the Owner to
pay the  Servicing  Fee is limited  to, and the  Servicing  Fee is payable  from the  interest  portion of such
Monthly Payment collected by the Servicer or as otherwise provided under Section 4.05.

               Servicing  Fee Rate:  A rate per annum  equal to (i) 0.05% with  respect to each  Mortgage  Loan
which is less than ninety days  delinquent  and (ii) 0.375% with respect to each  Mortgage Loan which is ninety
or more days delinquent.

               Servicing  File:  The  documents,  records and other items  pertaining to a particular  Mortgage
Loan, and any additional  documents  relating to such Mortgage Loan as are in, or as may from time to time come
into, the Servicer's possession.

               Servicing  Officer:   Any  officer  of  the  Servicer  involved  in,  or  responsible  for,  the
administration  and  servicing  of the  Mortgage  Loans  whose  name  appears on a list of  servicing  officers
furnished by the Servicer to the Owner upon request, as such list may from time to time be amended.

               Servicing  Transfer  Date:  With  respect  to each  Mortgage  Loan,  the date on which the Owner
transfers the servicing of the related Mortgage Loan to the Servicer.

               Stated  Principal  Balance:  As to each Mortgage Loan as of any date of  determination,  (i) the
principal  balance of such  Mortgage  Loan after  giving  effect to payments of principal  due,  whether or not
received,  minus (ii) all  amounts  previously  distributed  to the Owner with  respect  to the  Mortgage  Loan
representing Principal Prepayments.

               Trustee:  The Person appointed as trustee in connection with any Pass-Through Transfer.

               Whole Loan  Transfer:  The sale or  transfer  of some or all of the  ownership  interest  in the
Mortgage  Loans by the Owner to one or more third parties in whole loan or  participation  format,  which third
party may be Fannie Mae or Freddie Mac.

                                                  ARTICLE II
   SERVICING OF MORTGAGE LOANS; POSSESSION OF SERVICING FILES; BOOKS AND RECORDS; DELIVERY OF MORTGAGE LOAN
                                                   DOCUMENTS

        Section 2.01  Servicing of Mortgage Loans.

                                            The Servicer does hereby agree to service the Mortgage  Loans,  but
subject to the terms of this Agreement.  The Servicer shall deliver an  Acknowledgement  Agreement to the Owner
on each  Servicing  Transfer Date with respect to the Mortgage  Loans  transferred  on such date. The rights of
the Owner to receive payments with respect to the Mortgage Loans shall be as set forth in this Agreement.

        Section 2.02  Maintenance of Servicing Files.

               The Servicer shall maintain a Servicing  File  consisting of all documents  necessary to service
the  Mortgage  Loans.  The  possession  of each  Servicing  File by the  Servicer  is for the sole  purpose  of
servicing  the Mortgage  Loan,  and such  retention and  possession by the Servicer is in a custodial  capacity
only. The Servicer  acknowledges  that the ownership of each Mortgage  Loan,  including the Note, the Mortgage,
all other Mortgage Loan Documents and all rights,  benefits,  proceeds and obligations  arising therefrom or in
connection  therewith,  has been vested in the Owner.  All rights arising out of the Mortgage Loans  including,
but not  limited  to,  all funds  received  on or in  connection  with the  Mortgage  Loans and all  records or
documents  with respect to the Mortgage  Loans  prepared by or which come into the  possession  of the Servicer
shall be  received  and held by the  Servicer in trust for the  exclusive  benefit of the Owner as the owner of
the related  Mortgage  Loans.  Any portion of the related  Servicing  Files  retained by the Servicer  shall be
appropriately  identified in the  Servicer's  computer  system to clearly  reflect the ownership of the related
Mortgage Loans by the Owner.  The Servicer  shall release its custody of the contents of the related  Servicing
Files only in  accordance  with  written  instructions  of the Owner,  except when such  release is required as
incidental to the Servicer's servicing of the Mortgage Loans, such written instructions shall not be required.

        Section 2.03  Books and Records.

               The Servicer shall be responsible for maintaining,  and shall maintain,  a complete set of books
and records for the Mortgage Loans which shall be  appropriately  identified in the Servicer's  computer system
to clearly  reflect the  ownership  of the  Mortgage  Loan by the Owner.  In  particular,  the  Servicer  shall
maintain in its  possession,  available for  inspection by the Owner,  or its designee and shall deliver to the
Owner upon demand,  evidence of compliance with all federal,  state and local laws, rules and regulations,  and
requirements  of Fannie Mae or Freddie Mac, as  applicable,  including but not limited to  documentation  as to
the method used in determining  the  applicability  of the  provisions of the Flood Disaster  Protection Act of
1973, as amended, to the Mortgaged  Property,  documentation  evidencing  insurance coverage and eligibility of
any  condominium  project for  approval by Fannie Mae and  periodic  inspection  reports as required by Section
4.13.  To the extent that  original  documents  are not  required for purposes of  realization  of  Liquidation
Proceeds or  Insurance  Proceeds,  documents  maintained  by the  Servicer  may be in the form of  microfilm or
microfiche  or such other  reliable  means of  recreating  original  documents,  including  but not limited to,
optical imagery techniques so long as the Servicer complies with the requirements of the Fannie Mae Guide.

               The Servicer  shall  maintain with respect to each  Mortgage  Loan and shall make  available for
inspection  by any Owner or its designee the related  Servicing  File (or copies  thereof)  during the time the
Owner retains ownership of a Mortgage Loan and thereafter in accordance with applicable laws and regulations.

        Section 2.04  Transfer of Mortgage Loans.

               No transfer of a Mortgage Loan may be made unless such transfer is in compliance  with the terms
hereof.  For the purposes of this Agreement,  the Servicer shall be under no obligation to deal with any person
with respect to this  Agreement or any Mortgage  Loan unless a notice of the transfer of such Mortgage Loan has
been  delivered to the Servicer in accordance  with this Section 2.04.  The Owner may,  subject to the terms of
this  Agreement,  sell and transfer one or more of the Mortgage  Loans in accordance  with  Sections  10.02 and
11.12,  provided,  however,  that the transferee will not be deemed to be an Owner  hereunder  binding upon the
Servicer  unless  such  transferee  shall  agree in writing to be bound by the terms of this  Agreement  and an
assignment  and  assumption of this  Agreement  reasonably  acceptable  to the Servicer  (except as provided in
Section 10.02 with respect to a Pass-Through  transfer by the initial  Owner).  The Owner also shall advise the
Servicer in writing of the  transfer.  Upon receipt of notice of the  permitted  transfer,  the Servicer  shall
mark its books and records to reflect the ownership of the Mortgage Loans of such  assignee,  and shall release
the previous Owner from its obligations hereunder with respect to the Mortgage Loans sold or transferred.

        Section 2.05  Delivery of Mortgage Loan Documents.

               The  Servicer  shall  forward  to the  Custodian  on  behalf  of the  Owner  original  documents
evidencing  an  assumption,  modification,  consolidation  or extension  of any  Mortgage  Loan entered into in
accordance  with Section 4.01 or 6.01 promptly  after their  execution;  provided,  however,  that the Servicer
shall  provide the Custodian on behalf of the Owner with a certified  true copy of any such document  submitted
for  recordation  promptly  after its execution,  and shall provide the original of any document  submitted for
recordation or a copy of such document  certified by the appropriate  public  recording office to be a true and
complete copy of the original  within 180 days of its execution.  If delivery is not completed  within 180 days
solely due to delays in making  such  delivery  by reason of the fact that such  documents  shall not have been
returned by the  appropriate  recording  office,  the Servicer shall continue to use its best efforts to effect
delivery as soon as possible thereafter.

               From time to time the Servicer may have a need for Mortgage Loan Documents to be released by
the Custodian.  If the Servicer shall require any of the Mortgage Loan Documents, the Servicer shall notify
the Custodian in writing of such request in the form of the request for release attached hereto as Exhibit
D.  The Custodian shall deliver to the Servicer within five (5) Business Days, any requested Mortgage Loan
Document previously delivered to the Custodian, provided that such documentation is promptly returned to the
Custodian when the Servicer no longer requires possession of the document, and provided that during the time
that any such documentation is held by the Servicer, such possession is in trust for the benefit of the Owner.

                                                  ARTICLE III
                                REPRESENTATIONS AND WARRANTIES OF THE SERVICER

               The Servicer  represents,  warrants and  covenants to the Owner that as of the date hereof or as
of such date specifically provided herein:

        (a) The Servicer is a validly  existing  corporation  in good standing  under the laws of the state of
its  organization  and is  qualified  to  transact  business  in, is in good  standing  under the laws of, and
possesses  all  authority  necessary  for the conduct of its  business  in, each state in which any  Mortgaged
Property is located or is otherwise exempt or not required under  applicable law to effect such  qualification
or license and no demand for such  qualification or license has been made upon the Servicer by any such state,
and in any event the  Servicer is in  compliance  with the laws of each such State to the extent  necessary to
ensure the  enforceability  of each Mortgage Loan and the servicing of the Mortgage  Loans in accordance  with
the terms of this Agreement;

        (b) The Servicer has full power and authority to execute,  deliver and perform,  and to enter into and
consummate  all  transactions  contemplated  by this  Agreement  and to  conduct  its  business  as  presently
conducted,  has duly authorized the execution,  delivery and performance of this Agreement,  has duly executed
and delivered this  Agreement,  and this Agreement  constitutes a legal,  valid and binding  obligation of the
Servicer,  enforceable  against it in accordance  with its terms subject to bankruptcy  laws and other similar
laws of general  application  affecting  rights of creditors  and subject to the  application  of the rules of
equity, including those respecting the availability of specific performance;

        (c) None of the  execution  and delivery of this  Agreement,  the  consummation  of the  transactions
contemplated  thereby and hereby,  or the  fulfillment of or compliance  with the terms and conditions of this
Agreement  will  conflict  with any of the terms,  conditions  or  provisions  of the  Servicer's  articles of
incorporation  or by-laws or  materially  conflict  with or result in a material  breach of any of the terms,
conditions or provisions of any legal  restriction or any agreement or instrument to which the Servicer is now
a party or by which it is bound,  or  constitute  a default  or  result  in an  acceleration  under any of the
foregoing,  or result in the material  violation of any law, rule,  regulation,  order,  judgment or decree to
which the Servicer or its property is subject;

        (d) There is no litigation  pending or, to the Servicer's  knowledge,  threatened  with respect to the
Servicer  which is  reasonably  likely  to have a  material  adverse  effect  on the  execution,  delivery  or
enforceability  of this  Agreement,  or which is reasonably  likely to have a material  adverse  effect on the
financial condition of the Servicer;

        (e) No  consent,  approval,  authorization  or order of any  court or  governmental  agency or body is
required for the  execution,  delivery and  performance  by the Servicer of or compliance by the Servicer with
this Agreement or the  consummation of the transactions  contemplated by this Agreement  except for consents,
approvals, authorizations and orders which have been obtained;

        (f) The  Servicer is an approved  seller/servicer  of  residential  mortgage  loans for Fannie Mae and
Freddie  Mac. The Servicer is in good  standing to service  mortgage  loans for Fannie Mae and Freddie Mac and
no event has occurred which would make the Servicer  unable to comply with  eligibility  requirements or which
would require notification to either Fannie Mae or Freddie Mac;

        (g) No written  statement,  report or other  document  furnished  or to be  furnished  pursuant to the
Agreement  contains or will contain any statement  that is or will be inaccurate or misleading in any material
respect or omits to state a material fact required to be stated  therein or necessary to make the  information
and statements therein not misleading; and

        (h) No fraud or  misrepresentation of a material fact with respect to the servicing of a Mortgage Loan
has taken place on the part of the Servicer.

                                                  ARTICLE IV
                                ADMINISTRATION AND SERVICING OF MORTGAGE LOANS

        Section 4.01  Servicer to Act as Servicer.

               The Servicer, as independent contract servicer,  shall service and administer the Mortgage Loans
in accordance  with this  Agreement and with Accepted  Servicing  Practices  (giving due  consideration  to the
Owner's reliance on the Servicer), and shall have full power and authority,  acting alone, to do or cause to be
done any and all things in  connection  with such  servicing  and  administration  which the  Servicer may deem
necessary or desirable and consistent  with the terms of this Agreement and with Accepted  Servicing  Practices
and shall  exercise  the same care that it  customarily  employs  for its own  account.  Except as set forth in
this Agreement,  the Servicer shall service the Mortgage Loans in accordance with Accepted Servicing  Practices
in compliance  with the servicing  provisions of the Fannie Mae Guide,  which include,  but are not limited to,
provisions  regarding the liquidation of Mortgage Loans, the collection of Mortgage Loan payments,  the payment
of taxes,  insurance and other charges,  the  maintenance of hazard  insurance  with a Qualified  Insurer,  the
maintenance  of fidelity bond and errors and omissions  insurance,  inspections,  the  restoration of Mortgaged
Property,  the maintenance of Primary  Mortgage  Insurance  Policies,  insurance  claims,  and title insurance,
management of REO  Property,  permitted  withdrawals  with respect to REO Property,  liquidation  reports,  and
reports of  foreclosures  and  abandonments  of Mortgaged  Property,  the transfer of Mortgaged  Property,  the
release of Mortgage Loan  Documents,  annual  statements,  and  examination of records and  facilities.  In the
event of any conflict,  inconsistency or discrepancy between any of the servicing  provisions of this Agreement
and any of the servicing  provisions of the Fannie Mae Guide,  the provisions of this  Agreement  shall control
and be binding upon the Owner and the Servicer.  The Owner may, at its option,  deliver  powers-of-attorney  to
the Servicer  sufficient to allow the Servicer as servicer to execute all documentation  requiring execution on
behalf of Owner  with  respect  to the  servicing  of the  Mortgage  Loans,  including  satisfactions,  partial
releases,  modifications and foreclosure documentation or, in the alternative,  shall as promptly as reasonably
possible, execute and return such documentation to the Servicer.

               Consistent with the terms of this Agreement,  the Servicer may waive, modify or vary any term of
any Mortgage  Loan or consent to the  postponement  of any such term or in any manner grant  indulgence  to any
Mortgagor if in the Servicer's  reasonable and prudent  determination such waiver,  modification,  postponement
or  indulgence  is not  materially  adverse to the Owner,  provided,  however,  that  unless the  Servicer  has
obtained the prior written consent of the Owner,  the Servicer shall not permit any  modification  with respect
to any  Mortgage  Loan that would  change the  Mortgage  Interest  Rate,  forgive the payment of  principal  or
interest,  reduce or increase the  outstanding  principal  balance (except for actual payments of principal) or
change the final  maturity date on such Mortgage  Loan.  In the event of any such  modification  which has been
agreed to in writing by the Owner and which  permits the  deferral of  interest  or  principal  payments on any
Mortgage Loan, the Servicer  shall, on the Business Day  immediately  preceding the related  Remittance Date in
any month in which any such principal or interest payment has been deferred,  deposit in the Custodial  Account
from its own funds, in accordance  with Section 4.04 and Section 5.03, the difference  between (a) such month's
principal  and one month's  interest at the  related  Mortgage  Loan  Remittance  Rate on the unpaid  principal
balance of such  Mortgage  Loan and (b) the amount paid by the  Mortgagor.  The  Servicer  shall be entitled to
reimbursement  for such  advances  to the same  extent as for all other  advances  pursuant  to  Section  4.05.
Without  limiting the generality of the foregoing,  the Servicer shall continue,  and is hereby  authorized and
empowered, to prepare,  execute and deliver, all instruments of satisfaction or cancellation,  or of partial or
full  release,  discharge and all other  comparable  instruments,  with respect to the Mortgage  Loans and with
respect to the Mortgaged Properties.

               Notwithstanding  anything  in this  Agreement  to the  contrary,  in the  event  of a  Principal
Prepayment in full or in part, the Servicer may not waive any prepayment  penalty or portion  thereof  required
by the terms of the related Mortgage Note unless (i) the  enforceability  thereof is limited (A) by bankruptcy,
insolvency,  moratorium,  receivership, or other similar law relating to creditors' rights generally or (B) due
to acceleration in connection with a foreclosure or other involuntary  payment,  or (ii) the  enforceability is
otherwise  limited or  prohibited  by  applicable  law.  If the  Servicer  waives or does not  collect all or a
portion of a  prepayment  penalty  relating to a Principal  Prepayment  in full or in part due to any action or
omission  of the  Servicer,  other than as  provided  above,  the  Servicer  shall  deposit  the amount of such
prepayment  penalty (or such portion  thereof as had been waived for deposit)  into the  Custodial  Account for
distribution in accordance with the terms of this Agreement.

               Notwithstanding anything in this Agreement to the contrary, if a REMIC election is made, the
Servicer shall not (unless the related mortgagor is in default with respect to the Mortgage Loan or such
default is, in the judgment of the Servicer, reasonably foreseeable) make or permit any modification, waiver
or amendment of any term of any Mortgage Loan that would both (i) effect an exchange or reissuance of such
Mortgage Loan under Section 1001 of the Code (or Treasury regulations promulgated thereunder) and (ii) cause
the related REMIC to fail to qualify as a REMIC under the Code or the imposition of any tax on "prohibited
transactions" or "contributions" after the "startup date" of such REMIC under the REMIC Provisions.



               The Servicer shall perform all of its servicing responsibilities hereunder or may cause a
subservicer to perform any such servicing responsibilities on its behalf, but the use by the Servicer of a
subservicer shall not release the Servicer from any of its obligations hereunder and the Servicer shall
remain responsible hereunder for all acts and omissions of each subservicer as fully as if such acts and
omissions were those of the Servicer.  Any such subservicer must be a Fannie Mae approved seller/servicer or
a Freddie Mac seller/servicer in good standing  and no event shall have occurred, including but not limited
to, a change in insurance coverage, which would make it unable to comply with the eligibility requirements
for lenders imposed by Fannie Mae or for seller/servicers by Freddie Mac, or which would require notification
to Fannie Mae or Freddie Mac.  The Servicer shall pay all fees and expenses of each subservicer from its own
funds, and a subservicer's fee shall not exceed the Servicing Fee.

               At the cost and expense of the Servicer, without any right of reimbursement from the Custodial
Account, the Servicer shall be entitled to terminate the rights and responsibilities of a subservicer and
arrange for any servicing responsibilities to be performed by a successor subservicer meeting the
requirements in the preceding paragraph, provided, however, that nothing contained herein shall be deemed to
prevent or prohibit the Servicer, at the Servicer's option, from electing to service the related Mortgage
Loans itself.  In the event that the Servicer's responsibilities and duties under this Agreement are
terminated pursuant to Section 8.04, 9.01 or 10.01, and if requested to do so by the Owner, the Servicer
shall at its own cost and expense terminate the rights and responsibilities of each subservicer effective as
of the date of termination of the Servicer.  The Servicer shall pay all fees, expenses or penalties necessary
in order to terminate the rights and responsibilities of each subservicer from the Servicer's own funds
without reimbursement from the Owner.

               Notwithstanding  any of the provisions of this Agreement  relating to agreements or arrangements
between the Servicer and a  subservicer  or any reference  herein to actions  taken  through a  subservicer  or
otherwise,  the Servicer  shall not be relieved of its  obligations  to the Owner and shall be obligated to the
same  extent and under the same  terms and  conditions  as if it alone were  servicing  and  administering  the
Mortgage  Loans.  The  Servicer  shall  be  entitled  to  enter  into  an  agreement  with  a  subservicer  for
indemnification  of the Servicer by the subservicer and nothing  contained in this Agreement shall be deemed to
limit or modify such indemnification.

               Any  subservicing  agreement  and any other  transactions  or services  relating to the Mortgage
Loans  involving a  subservicer  shall be deemed to be between such  subservicer  and Servicer  alone,  and the
Owner  shall  have no  obligations,  duties or  liabilities  with  respect  to such  subservicer  including  no
obligation,  duty or  liability  of  Owner  to pay  such  subservicer's  fees and  expenses.  For  purposes  of
distributions  and advances by the Servicer  pursuant to this  Agreement,  the Servicer shall be deemed to have
received a payment on a Mortgage Loan when a subservicer has received such payment.

        Section 4.02  Collection of Mortgage Loan Payments.

               Continuously from the date hereof until the date each Mortgage Loan ceases to be subject to
this Agreement, the Servicer will proceed with reasonable diligence to collect all payments due under each
Mortgage Loan when the same shall become due and payable and shall, to the extent such procedures shall be
consistent with this Agreement and the terms and provisions of related Primary Mortgage Insurance Policy,
follow such collection procedures as it follows with respect to mortgage loans comparable to the Mortgage
Loans and held for its own account.  Further, the Servicer will take reasonable care in ascertaining and
estimating annual ground rents, taxes, assessments, water rates, fire and hazard insurance premiums, mortgage
insurance premiums, and all other charges that, as provided in the Mortgage, will become due and payable to
the end that the installments payable by the Mortgagors will be sufficient to pay such charges as and when
they become due and payable.

        Section 4.03  Realization Upon Defaulted Mortgage Loans.

               The Servicer shall use its reasonable efforts,  consistent with the procedures that the Servicer
would use in servicing  loans for its own account and the  requirements  of the Fannie Mae Guide,  to foreclose
upon or otherwise  comparably  convert the ownership of properties  securing such of the Mortgage Loans as come
into and  continue  in default  and as to which no  satisfactory  arrangements  can be made for  collection  of
delinquent  payments  pursuant to Section 4.01. The Servicer  shall use its reasonable  efforts to realize upon
defaulted  Mortgage  Loans in such manner as will  maximize the receipt of principal and interest by the Owner,
taking into account,  among other things,  the timing of foreclosure  proceedings.  The foregoing is subject to
the provisions  that, in any case in which Mortgaged  Property shall have suffered  damage,  the Servicer shall
not be required to expend its own funds toward the  restoration of such property  unless it shall  determine in
its discretion  (i) that such  restoration  will increase the proceeds of  liquidation of the related  Mortgage
Loan to the Owner  after  reimbursement  to itself  for such  expenses,  and (ii)  that such  expenses  will be
recoverable  by the Servicer  through  Insurance  Proceeds or Liquidation  Proceeds from the related  Mortgaged
Property,  as  contemplated  in Section  4.05.  The Servicer  shall be  responsible  for all costs and expenses
incurred by it in any such proceedings or functions as Servicing  Advances;  provided,  however,  that it shall
be entitled to  reimbursement  therefor as provided in Section 4.05.  Notwithstanding  anything to the contrary
contained  herein,  in connection  with a foreclosure  or acceptance of a deed in lieu of  foreclosure,  in the
event the Servicer has reasonable  cause to believe that a Mortgaged  Property is  contaminated by hazardous or
toxic substances or wastes,  or if the Owner otherwise  requests an environmental  inspection or review of such
Mortgaged  Property,  such  an  inspection  or  review  is to  be  conducted  by a  qualified  inspector.  Upon
completion  of the  inspection,  the Servicer  shall  promptly  provide the Owner with a written  report of the
environmental  inspection.  After reviewing the environmental  inspection report, the Owner shall determine how
the Servicer shall proceed with respect to the Mortgaged Property.

        Section 4.04    Establishment of Custodial Accounts; Deposits in Custodial Accounts.

               The  Servicer  shall  segregate  and hold all funds  collected  and  received  pursuant  to each
Mortgage  Loan  separate  and apart  from any of its own funds  and  general  assets  and shall  establish  and
maintain  one or more  Custodial  Accounts.  Each  Custodial  Account  shall be  established  with a  Qualified
Depository.  To the extent such funds are not deposited in a Custodial  Account,  such funds may be invested in
Permitted  Investments  for the  benefit of the Owner  (with any income  earned  thereon for the benefit of the
Servicer).  Funds  deposited  in the  Custodial  Account  may be drawn on by the  Servicer in  accordance  with
Section  4.05.  The creation of any  Custodial  Account  shall be  evidenced by a letter  agreement in the form
shown in  Exhibit B hereto.  The  original  of such  letter  agreement  shall be  furnished  to the Owner  upon
request.  The Servicer  acknowledges  and agrees that the Servicer shall bear any losses  incurred with respect
to  Permitted  Investments.  The amount of any such losses  shall be  immediately  deposited by the Servicer in
the  Custodial  Account,  as  appropriate,  out of the  Servicer's  own funds,  with no right to  reimbursement
therefor.

               The  Servicer  shall  deposit  in a  mortgage  clearing  account  on a daily  basis,  and in the
Custodial  Account or Accounts no later than the second  Business Day after receipt of funds and retain therein
the following payments and collections:


                                    (i)     all  payments  on  account  of   principal,   including   Principal
                      Prepayments, on the Mortgage Loans received after the related Servicing Transfer Date;

                                    (ii)    all payments on account of interest on the Mortgage  Loans adjusted
                      to the related  Mortgage  Loan  Remittance  Rate  received  after the  related  Servicing
                      Transfer Date;

                                    (iii)   all  Liquidation  Proceeds and REO  Disposition  Proceeds  received
                      after the related Servicing Transfer Date;

                                    (iv)    any  net  amounts  received  by  the  Servicer  after  the  related
                      Servicing Transfer Date in connection with any REO Property pursuant to Section 4.13;

                                    (v)     all  Insurance   Proceeds  received  after  the  related  Servicing
                      Transfer Date including  amounts  required to be deposited  pursuant to Sections 4.08 and
                      4.10,  other  than  proceeds  to be  held  in  the  Escrow  Account  and  applied  to the
                      restoration  or  repair  of the  Mortgaged  Property  or  released  to the  Mortgagor  in
                      accordance  with the  Servicer's  normal  servicing  procedures,  the loan  documents  or
                      applicable law;

                                    (vi)    all  Condemnation   Proceeds   affecting  any  Mortgaged   Property
                      received  after the related  Servicing  Transfer  Date other than  proceeds to be held in
                      the Escrow  Account and applied to the  restoration  or repair of the Mortgaged  Property
                      or  released  to the  Mortgagor  in  accordance  with  the  Servicer's  normal  servicing
                      procedures, the loan documents or applicable law;

                                    (vii)   any Monthly Advances as provided in Section 5.03;

                                    (viii)  any amounts received after the related Servicing  Transfer Date and
                      required to be deposited in the Custodial Account pursuant to Section 6.02; and

                                    (ix)    with respect to each full or partial Principal  Prepayment received
                      after the related Servicing  Transfer Date, any Prepayment  Interest  Shortfalls,  to the
                      extent of the  Servicer's  aggregate  Servicing  Fee received with respect to the related
                      Due Period.
               The foregoing  requirements  for deposit in the Custodial  Account shall be exclusive,  it being
understood and agreed that,  without  limiting the generality of the foregoing,  payments in the nature of late
payment  charges and  assumption  fees, to the extent  permitted by Section 6.01,  need not be deposited by the
Servicer in the Custodial Account.

        Section 4.05  Permitted Withdrawals From the Custodial Account.

               The  Servicer  may,  from time to time,  make  withdrawals  from the  Custodial  Account for the
following purposes:

               (i)    to make  payments to the Owner in the amounts and in the manner  provided  for in Section
5.01;

               (ii)   to reimburse  itself for Monthly  Advances,  the  Servicer's  right to  reimburse  itself
pursuant  to this  subclause  (ii)  being  limited to  amounts  received  on the  related  Mortgage  Loan which
represent late  collections (net of the related  Servicing Fees) of principal and/or interest  respecting which
any such advance was made;

               (iii)  to reimburse itself for unreimbursed Servicing Advances and Monthly Advances, the
Servicer's right to reimburse itself pursuant to this subclause (iii) with respect to any Mortgage Loan being
limited to Liquidation Proceeds, Condemnation Proceeds and Insurance Proceeds received after the related
Servicing Transfer Date related to such Mortgage Loan;

               (iv)   to pay to  itself  as  servicing  compensation  (a) any  interest  earned on funds in the
Custodial  Account (all such interest to be withdrawn  monthly not later than each Remittance Date) and (b) any
payable Servicing Fee;

               (v)    to reimburse itself for any Nonrecoverable Advances;

               (vi)   to transfer  funds to another  Qualified  Depository  in  accordance  with  Section  4.09
hereof;

               (vii)  to reimburse itself as provided in Section 8.03 hereof;

               (viii) to remove funds  inadvertently  placed in the Custodial Account in error by the Servicer;
and

               (ix)   to clear and terminate the Custodial Account upon the termination of this Agreement.

        Section 4.06  Establishment of Escrow Accounts; Deposits in Escrow Accounts.

               The  Servicer  shall  segregate  and hold all funds  collected  and  received  pursuant  to each
Mortgage  Loan which  constitute  Escrow  Payments  separate  and apart  from any of its own funds and  general
assets  and  shall  establish  and  maintain  one or  more  Escrow  Accounts.  Each  Escrow  Account  shall  be
established  with a Qualified  Depository.  To the extent such funds are not  deposited  in an Escrow  Account,
such funds may be invested in Permitted  Investments.  Funds  deposited in an Escrow Account may be drawn on by
the Servicer in  accordance  with Section  4.07.  The  creation of any Escrow  Account  shall be evidenced by a
letter  agreement in the form shown in Exhibit C. The original of such letter  agreement  shall be furnished to
the Owner  upon  request.  The  Servicer  acknowledges  and  agrees  that the  Servicer  shall  bear any losses
incurred with respect to Permitted  Investments.  The amount of any such losses shall be immediately  deposited
by the Servicer in the Escrow  Account,  as  appropriate,  out of the  Servicer's  own funds,  with no right to
reimbursement therefor.

               The Servicer shall deposit in a mortgage  clearing  account on a daily basis,  and in the Escrow
Account or Accounts no later than the second Business Day after receipt of funds and retain therein:

               (i)    all Escrow  Payments  collected  on account of the  Mortgage  Loans,  for the  purpose of
effecting timely payment of any items as are required under the terms of this Agreement;

               (ii)   all  Insurance  Proceeds  which are to be  applied  to the  restoration  or repair of any
Mortgaged Property; and

               (iii)  all Servicing  Advances for Mortgagors  whose Escrow  Payments are  insufficient to cover
escrow disbursements.

               The Servicer shall make  withdrawals  from an Escrow Account only to effect such payments as are
required under this  Agreement,  and for such other purposes as shall be as set forth in and in accordance with
Section 4.07.  Except as provided in Section 4.07,  the Servicer  shall be entitled to retain any interest paid
on funds deposited in an Escrow Account by the Qualified Depository.

        Section 4.07  Permitted Withdrawals From Escrow Account.

               Withdrawals from the Escrow Account may be made by the Servicer only:

               (i)    to effect timely  payments of ground rents,  taxes,  assessments,  water rates,  fire and
hazard insurance premiums, Primary Mortgage Insurance Policy premiums, if applicable, and comparable items;

               (ii)   to  reimburse  Servicer  for any  Servicing  Advance  made by Servicer  with respect to a
related  Mortgage  Loan but only from  amounts  received  on the related  Mortgage  Loan which  represent  late
payments or collections of Escrow Payments thereunder;

               (iii)  to refund to the Mortgagor any funds as may be determined to be overages;

               (iv)   for transfer to the Custodial Account in connection with an acquisition of REO Property;

               (v)    for application to restoration or repair of the Mortgaged Property;

               (vi)   to pay to the Servicer,  or to the Mortgagor to the extent  required by law, any interest
paid on the funds deposited in the Escrow Account;

               (vii)  to pay to the  Mortgagors or other  parties  Insurance  Proceeds  deposited in accordance
with Section 4.06;

               (viii) to remove funds inadvertently placed in an Escrow Account in error by the Servicer; and

               (ix)   to clear and terminate the Escrow Account on the termination of this Agreement.
               As part of its servicing duties,  the Servicer shall pay to the Mortgagors  interest on funds in
an Escrow  Account,  to the extent  required  by law,  and to the extent that  interest  earned on funds in the
Escrow  Account  is  insufficient,  shall pay such  interest  from its own  funds,  without  any  reimbursement
therefor.

        Section 4.08 Payment of Taxes, Insurance and Other Charges,  Maintenance of Primary Mortgage Insurance
Policies, Collections Thereunder.

               With respect to each Mortgage Loan, the Servicer shall maintain accurate records reflecting the
status of ground rents, taxes, assessments, water rates and other charges which are or may become a lien upon
the Mortgaged Property and the status of Primary Mortgage Insurance Policy premiums and fire and hazard
insurance coverage and shall obtain, from time to time, all bills for the payment of such charges, including
renewal premiums and shall effect payment thereof prior to the applicable penalty or termination date and at
a time appropriate for securing maximum discounts allowable, employing for such purpose deposits of the
Mortgagor in the Escrow Account which shall have been estimated and accumulated by the Servicer in amounts
sufficient for such purposes, as allowed under the terms of the Mortgage or applicable law.  To the extent
that the Mortgage does not provide for Escrow Payments, the Servicer shall determine that any such payments
are made by the Mortgagor when due.  The Servicer assumes full responsibility for the timely payment of all
such bills and shall effect timely payments of all such bills irrespective of the Mortgagor's faithful
performance in the payment of same or the making of the Escrow Payments and shall make advances from its own
funds to effect such payments.

               The Servicer will maintain in full force and effect Primary Mortgage  Insurance  Policies issued
by a Qualified  Insurer with respect to each  Mortgage Loan for which such  coverage is herein  required.  Such
coverage  will be  maintained  until the ratio of the  current  outstanding  principal  balance of the  related
Mortgage Loan to the appraised value of the related Mortgaged  Property,  based on the most recent appraisal of
the  Mortgaged  Property  performed by a Qualified  Appraiser,  such  appraisal to be included in the Servicing
File,  is reduced to 80.00% or less.  The  Servicer  will not  cancel or refuse to renew any  Primary  Mortgage
Insurance  Policy  that is  required  to be kept in force under this  Agreement  unless a  replacement  Primary
Mortgage  Insurance  Policy for such  canceled or  nonrenewed  policy is obtained  from and  maintained  with a
Qualified  Insurer.  The  Servicer  shall not take any  action  which  would  result in  noncoverage  under any
applicable  Primary  Mortgage  Insurance  Policy of any loss which,  but for the actions of the Servicer  would
have been covered  thereunder.  In connection with any assumption or substitution  agreement entered into or to
be entered into  pursuant to Section 6.01,  the Servicer  shall  promptly  notify the insurer under the related
Primary Mortgage  Insurance  Policy, if any, of such assumption or substitution of liability in accordance with
the terms of such policy and shall take all actions  which may be  required by such  insurer as a condition  to
the continuation of coverage under the Primary Mortgage  Insurance Policy.  If such Primary Mortgage  Insurance
Policy is terminated as a result of such assumption or  substitution of liability,  the Servicer shall obtain a
replacement Primary Mortgage Insurance Policy as provided above.

               In connection with its activities as servicer,  the Servicer  agrees to prepare and present,  on
behalf of itself and the Owner,  claims to the insurer under any Private Mortgage  Insurance Policy in a timely
fashion in accordance with the terms of such Primary  Mortgage  Insurance  Policy and, in this regard,  to take
such action as shall be necessary to permit recovery under any Primary Mortgage  Insurance Policy  respecting a
defaulted  Mortgage  Loan.  Pursuant to Section 4.04,  any amounts  collected by the Servicer under any Primary
Mortgage  Insurance  Policy shall be deposited in the  Custodial  Account,  subject to  withdrawal  pursuant to
Section 4.05.

        Section 4.09  Transfer of Accounts.

               The Servicer may transfer the Custodial  Account or the Escrow Account to a different  Qualified
Depository  from time to time.  The  Servicer  shall notify the Owner of any such  transfer  within 15 Business
Days of transfer.

        Section 4.10  Maintenance of Hazard Insurance.

               The Servicer shall cause to be maintained for each Mortgage Loan fire and hazard insurance with
extended coverage as is customary in the area where the Mortgaged Property is located in an amount which is
equal to the lesser of (i) the maximum insurable value of the improvements securing such Mortgage Loan or
(ii) the greater of (a) the outstanding principal balance of the Mortgage Loan, and (b) the percentage such
that the proceeds thereof shall be sufficient to prevent the Mortgagor and/or the Mortgagee from becoming a
co-insurer.  If the Mortgaged Property is in an area identified in the Federal Register by the Federal
Emergency Management Agency as being a special flood hazard area that has federally-mandated flood insurance
requirements, the Servicer will cause to be maintained a flood insurance policy meeting the requirements of
the current guidelines of the Federal Insurance Administration with a generally acceptable insurance carrier,
in an amount representing coverage not less than the least of (i) the outstanding principal balance of the
Mortgage Loan, (ii) the maximum insurable value of the improvements securing such Mortgage Loan or (iii) the
maximum amount of insurance which is available under the Flood Disaster Protection Act of 1973, as amended.
The Servicer shall also maintain on the REO Property, fire and hazard insurance with extended coverage in an
amount which is at least equal to the maximum insurable value of the improvements which are a part of such
property, liability insurance and, to the extent required and available under the Flood Disaster Protection
Act of 1973, as amended, flood insurance in an amount as provided above.  Any amounts collected by the
Servicer under any such policies other than amounts to be deposited in the Escrow Account and applied to the
restoration or repair of the Mortgaged Property or REO Property, or released to the Mortgagor in accordance
with the Servicer's normal servicing procedures, shall be deposited in the Custodial Account, subject to
withdrawal pursuant to Section 4.05.  It is understood and agreed that no other additional insurance need be
required by the Servicer or the Mortgagor or maintained on property acquired in respect of the Mortgage
Loans, other than pursuant to the Fannie Mae Guide or such applicable state or federal laws and regulations
as shall at any time be in force and as shall require such additional insurance.  All such policies shall be
endorsed with standard mortgagee clauses with loss payable to the Servicer and its successors and/or assigns
and shall provide for at least thirty days prior written notice of any cancellation, reduction in the amount
or material change in coverage to the Servicer.  The Servicer shall not interfere with the Mortgagor's
freedom of choice in selecting either his insurance carrier or agent, provided, however, that the Servicer
shall not accept any such insurance policies from insurance companies unless such companies currently reflect
a General Policy Rating in Best's Key Rating Guide currently acceptable to Fannie Mae and are licensed to do
business in the state wherein the property subject to the policy is located.

        Section 4.11  [RESERVED].

        Section 4.12  Fidelity Bond, Errors and Omissions Insurance.

               The Servicer  shall  maintain,  at its own expense,  a blanket  fidelity  bond and an errors and
omissions  insurance  policy,  with broad  coverage with  responsible  companies on all officers,  employees or
other persons acting in any capacity with regard to the Mortgage Loans and who handle funds,  money,  documents
and papers  relating to the Mortgage  Loans.  The Fidelity Bond and errors and omissions  insurance shall be in
the form of the Mortgage  Banker's  Blanket  Bond and shall  protect and insure the  Servicer  against  losses,
including forgery,  theft,  embezzlement,  fraud, errors and omissions and negligent acts of such persons. Such
Fidelity Bond and errors and omissions  insurance shall also protect and insure the Servicer  against losses in
connection  with the failure to maintain any insurance  policies  required  pursuant to this  Agreement and the
release  or  satisfaction  of a Mortgage  Loan  without  having  obtained  payment in full of the  indebtedness
secured  thereby.  No  provision  of this Section 4.12  requiring  the Fidelity  Bond and errors and  omissions
insurance  shall  diminish  or  relieve  the  Servicer  from its duties  and  obligations  as set forth in this
Agreement.  The minimum  coverage under any such Fidelity Bond and insurance  policy shall be at least equal to
the  corresponding  amounts required by Fannie Mae in the Fannie Mae Guide or by Freddie Mac in the Freddie Mac
Guide.  The Servicer shall,  upon request of Owner,  deliver to the Owner a certificate from the surety and the
insurer as to the existence of the Fidelity Bond and errors and omissions  insurance  policy and shall obtain a
statement  from the surety and the insurer that such  Fidelity  Bond or  insurance  policy shall in no event be
terminated or materially  modified  without thirty days prior written  notice to the Owner.  The Servicer shall
notify the Owner within five Business  Days of receipt of notice that such  Fidelity  Bond or insurance  policy
will be, or has been,  materially  modified or  terminated.  The Owner and its  successors  or assigns as their
interests  may  appear  must be named as loss  payees on the  Fidelity  Bond and as  additional  insured on the
errors and omissions policy.

        Section 4.13  Title, Management and Disposition of REO Property.

               In the event that title to any Mortgaged  Property is acquired in foreclosure or by deed in lieu
of  foreclosure,  the deed or certificate of sale shall be taken in the name of the Owner or its designee.  Any
such Person or Persons  holding  such title other than the Owner shall  acknowledge  in writing that such title
is being held as nominee for the benefit of the Owner.

                    The Servicer shall assume the responsibility for marketing each REO Property in
    accordance with Accepted Servicing Practices. Thereafter, the Servicer shall continue to provide certain
    administrative services to the Owner relating to such REO Property as set forth in this Section 4.13. The
    REO Property must be sold within three years following the end of the calendar year of the date of
    acquisition if a REMIC election has been made with respect to the arrangement under which the Mortgage
    Loans and REO Property are held, unless (i) the Owner shall have been supplied with an Opinion of Counsel
    (at the Servicer's expense) to the effect that the holding by the related trust of such Mortgaged
    Property subsequent to such three-year period (and specifying the period beyond such three-year period
    for which the Mortgaged Property may be held) will not result in the imposition of taxes on "prohibited
    transactions" of the related trust as defined in Section 860F of the Code, or cause the related REMIC to
    fail to qualify as a REMIC, in which case the related trust may continue to hold such Mortgaged Property
    (subject to any conditions contained in such Opinion of Counsel), or (ii) the Owner (at the Servicer's
    expense) or the Servicer shall have applied for, prior to the expiration of such three-year period, an
    extension of such three-year period in the manner contemplated by Section 856(e)(3) of the Code, in which
    case the three-year period shall be extended by the applicable period.  If a period longer than three
    years is permitted under the foregoing sentence and is necessary to sell any REO Property, the Servicer
    shall report monthly to the Owner as to progress being made in selling such REO Property.

                 Notwithstanding  any other provision of this Agreement,  if a REMIC election has been made, no
Mortgaged  Property  held by a REMIC shall be rented (or allowed to  continue to be rented) or  otherwise  used
for the  production  of income by or on behalf of the related trust or sold in such a manner or pursuant to any
terms that would (i) cause such  Mortgaged  Property to fail to qualify at any time as  "foreclosure  property"
within a meaning of Section  860G(a)(8) of the Code,  (ii) subject the related  trust to the  imposition of any
federal or state  income  taxes on "net  income  from  foreclosure  property"  with  respect to such  Mortgaged
Property  within  the  meaning  of  Section  860G(c)  of the Code,  or (iii)  cause the sale of such  Mortgaged
Property to result in the receipt by the related  trust or any income from  non-permitted  assets as  described
in Section  860F(a)  (2)(B) of the Code,  unless the  Servicer has agreed to  indemnify  and hold  harmless the
related trust with respect to the imposition of any such taxes.

               The  Servicer  shall,  either  itself or  through  an agent  selected  by the  Servicer,  and in
accordance  with the Fannie Mae Guide,  manage,  conserve,  protect and operate  each REO  Property in the same
manner that it manages,  conserves,  protects and operates other foreclosed  property for its own account,  and
in the same  manner  that  similar  property in the same  locality  as the REO  Property  is managed.  Each REO
Disposition  shall be carried  out by the  Servicer  at such price and upon such  terms and  conditions  as the
Servicer  deems to be in the best  interest of the Owner.  The REO  Disposition  Proceeds  from the sale of the
REO Property  shall be promptly  deposited in the  Custodial  Account.  As soon as  practical  thereafter,  the
expenses  of such  sale  shall be paid and the  Servicer  shall  reimburse  itself  for any  related  Servicing
Advances, or Monthly Advances made pursuant to Section 5.03.

               The Servicer  shall cause each REO Property to be inspected  promptly  upon the  acquisition  of
title  thereto  and  shall  cause  each REO  Property  to be  inspected  at least  monthly  thereafter  or more
frequently as may be required by the  circumstances.  The Servicer  shall make or cause the inspector to make a
written  report of each such  inspection.  Such  reports  shall be  retained in the  Servicing  File and copies
thereof shall be forwarded by the Servicer to the Owner.

               Notwithstanding  anything to the  contrary set forth in this Section  4.13,  the parties  hereto
hereby agree that the Owner,  at its option,  shall be entitled to manage,  conserve,  protect and operate each
REO Property for its own benefit  (such option,  an "REO  Option").  In connection  with the exercise of an REO
Option,  the prior two  paragraphs  and the related  provisions  of Section  4.03 and Section  4.04(iii)  (such
provisions,  the "REO  Marketing  Provisions")  shall be revised as follows.  Following the  acquisition of any
Mortgaged  Property,  the  Servicer  shall  submit a detailed  invoice to the Owner for all  related  Servicing
Advances  and,  upon  exercising  the REO Option,  the Owner shall  promptly  reimburse  the  Servicer for such
amounts.  In the event the REO Option is exercised  with respect to an REO  Property,  Section 4.04 (iii) shall
not be  applicable  thereto.  References  made in Section 4.03 with respect to the  reimbursement  of Servicing
Advances  shall,  for  purposes  of such REO  Property,  be deemed to be covered by this  paragraph.  The Owner
acknowledges  that, in the event it exercises an REO Option,  with respect to the related REO  Property,  there
shall be no breach by the Servicer based upon or arising out of the  Servicer's  failure to comply with the REO
Marketing Provisions.

        Section 4.14  Notification of Adjustments.

        With respect to each Mortgage Loan, the Servicer shall adjust the Mortgage Interest Rate on the
related Interest Rate Adjustment Date in compliance with requirements of applicable law and the related
electronic data received on the Mortgage and Mortgage Note.  The Servicer shall execute and deliver any and
all necessary notices required under applicable law and the terms of the related electronic data received on
the Mortgage Note and Mortgage regarding the Mortgage Interest Rate adjustments.  The Servicer shall
promptly, upon written request by the Owner, deliver to the Owner such notifications and any additional
applicable data regarding such adjustments and the methods used to calculate and implement such adjustments.
Upon the discovery by the Servicer of the receipt of notice from the Owner that the Servicer has failed to
adjust a Mortgage Interest Rate in accordance with the terms of the related Mortgage Note and Mortgage, the
Servicer shall immediately deposit in the Custodial Account from its own funds the amount of any interest
loss or deferral caused to the Owner thereby.






                                                   ARTICLE V
                                             PAYMENTS TO THE OWNER

        Section 5.01  Remittances.

               On each Remittance  Date, the Servicer shall remit to the Owner (i) all amounts  credited to the
Custodial  Account as of the close of business  on the related  preceding  Determination  Date,  net of charges
against or withdrawals from the Custodial  Account  pursuant to Section 4.05, other than Principal  Prepayments
received  after the end of the  preceding  calendar  month,  plus,  to the extent not already  deposited in the
Custodial  Account,  the sum of (ii)  all  Monthly  Advances,  if any,  which  the  Servicer  is  obligated  to
distribute  pursuant to Section 5.03 and (iii) all Prepayment  Interest  Shortfalls the Servicer is required to
make up pursuant to Section 4.04, minus (iv) any amounts  attributable to Monthly Payments  collected after the
related  Servicing  Transfer Date but due on a Due Date or Dates  subsequent to the last day of the related Due
Period,  which  amounts shall be remitted on the related  Remittance  Date next  succeeding  the Due Period for
such amounts.

               With  respect to any  remittance  received  by the Owner  after the  Business  Day on which such
payment  was due,  the  Servicer  shall pay to the Owner  interest  on any such late  payment at an annual rate
equal to the Prime Rate,  adjusted as of the date of each change,  plus two percentage  points, but in no event
greater  than the maximum  amount  permitted  by  applicable  law.  Such  interest  shall be  deposited  in the
Custodial  Account by the Servicer on the date such late payment is made and shall cover the period  commencing
with the day following  such Business Day and ending with the Business Day on which such payment is made,  both
inclusive.  Such  interest  shall be  remitted  along  with the  distribution  payable  on the next  succeeding
related  Remittance  Date.  The payment by the Servicer of any such  interest  shall not be deemed an extension
of time for payment or a waiver of any Event of Default by the Servicer.

        Section 5.02  Statements to the Owner.

               The  Servicer  shall  furnish to the Owner an  individual  Mortgage  Loan  accounting  report (a
"Report"),  as of the last Business Day of each month (or August 31, 2002, in the case of the initial  Report),
in the  Servicer's  assigned  loan number order to document  Mortgage  Loan payment  activity on an  individual
Mortgage  Loan  basis.  With  respect to each month,  such Report  shall be received by the Owner no later than
the fifth  Business Day of the month of the related  Remittance  Date (or September 5, 2002, in the case of the
initial Report) on a disk or tape or other  computer-readable  format, in such format as may be mutually agreed
upon by both the Owner and the Servicer, and in hard copy, which Report shall contain the following:

               (i)    with  respect  to each  Monthly  Payment,  the  amount of such  remittance  allocable  to
interest;

               (ii)   the  amount  of  servicing  compensation  received  by  the  Servicer  during  the  prior
distribution period;

               (iii)  the aggregate Stated Principal Balance of the Mortgage Loans;

               (iv)   the  number  and  aggregate   outstanding   principal  balances  of  Mortgage  Loans  (a)
delinquent  (1) 30 to 59  days,  (2) 60 to 89  days,  (3) 90 days or  more;  (b) as to  which  foreclosure  has
commenced; and (c) as to which REO Property has been acquired; and

               (v)    such other reports as may reasonably be required by the Owner.

               The Servicer  shall also provide  with each such Report a trial  balance,  sorted in the Owner's
assigned  loan number  order,  and such other loan level  information  as  described  on  Exhibits E  and F, in
electronic tape form.

               The  Servicer  shall  prepare  and  file any and all  information  statements  or other  filings
required to be delivered to any  governmental  taxing authority or to Owner pursuant to any applicable law with
respect to the  Mortgage  Loans and the  transactions  contemplated  hereby.  In addition,  the Servicer  shall
provide  the Owner  with such  information  concerning  the  Mortgage  Loans as is  necessary  for the Owner to
prepare its federal income tax return as the Owner may reasonably request from time to time.

               In addition,  not more than 60 days after the end of each  calendar  year,  the  Servicer  shall
furnish  to each  Person  who was an Owner  at any time  during  such  calendar  year an  annual  statement  in
accordance  with the  requirements  of applicable  federal income tax law as to the aggregate of remittances of
principal and interest for the applicable portion of such year.

        Section 5.03  Monthly Advances by the Servicer.

               Not later than the close of business on the Business Day preceding  each  Remittance  Date,  the
Servicer  shall deposit in the  Custodial  Account an amount equal to all payments not  previously  advanced by
the Servicer,  whether or not deferred pursuant to Section 4.01, of Monthly  Payments,  adjusted to the related
Mortgage Loan  Remittance  Rate,  which are  delinquent  at the close of business on the related  Determination
Date;  provided,  however,  that the amount of any such  deposit  may be reduced by the Amount  Held for Future
Distribution  (as defined below) then on deposit in the Custodial  Account.  Any portion of the Amount Held for
Future  Distribution  used to pay  Monthly  Advances  shall be replaced  by the  Servicer  by deposit  into the
Custodial  Account  on any  future  Remittance  Date to the extent  that the funds  that are  available  in the
Custodial  Account for  remittance  to the Owner on such  Remittance  Date are less than the amount of payments
required to be made to the Owner on such Remittance Date.

               The "Amount Held for Future  Distribution"  as to any Remittance  Date shall be the total of the
amounts held in the Custodial Account at the close of business on the preceding  Determination  Date which were
received  after  the  related  Servicing  Transfer  Date on  account  of (i)  Liquidation  Proceeds,  Insurance
Proceeds,  and Principal  Prepayments  received or made in the month of such Remittance Date, and (ii) payments
which  represent  early  receipt  of  scheduled  payments  of  principal  and  interest  due on a date or dates
subsequent to the related Due Date.

               The  Servicer's  obligation to make such Monthly  Advances as to any Mortgage Loan will continue
through the final  disposition  or  liquidation  of the  Mortgaged  Property,  unless the  Servicer  deems such
advance to be nonrecoverable  from Liquidation  Proceeds,  REO Disposition  Proceeds or Insurance Proceeds with
respect to the  applicable  Mortgage  Loan.  In such latter event,  the Servicer  shall deliver to the Owner an
Officer's  Certificate  of the  Servicer to the effect that an officer of the Servicer has reviewed the related
Servicing  File  and has  obtained  a recent  appraisal  and has made  the  reasonable  determination  that any
additional  advances are  nonrecoverable  from Liquidation or Insurance Proceeds with respect to the applicable
Mortgage Loan.

        Section 5.04  Liquidation Reports.

               Upon the foreclosure sale of any Mortgaged Property or the acquisition thereof by the Owner
pursuant to a deed-in-lieu of foreclosure, the Servicer shall submit to the Owner a liquidation report with
respect to such Mortgaged Property in such form as the Servicer and the Owner shall agree.  The Servicer
shall also provide reports on the status of REO Property containing such information as Owner may reasonably
require.





                                                  ARTICLE VI
                                         GENERAL SERVICING PROCEDURES

        Section 6.01  Assumption Agreements.

               The Servicer will, to the extent it has knowledge of any  conveyance or  prospective  conveyance
by any Mortgagor of a Mortgaged  Property (whether by absolute  conveyance or by contract of, sale, and whether
or not the  Mortgagor  remains or is to remain liable under the Mortgage  Note and/or the  Mortgage),  exercise
its rights to  accelerate  the  maturity of such  Mortgage  Loan under any  "due-on-sale"  clause to the extent
permitted by law;  provided,  however,  that the Servicer  shall not exercise any such rights if  prohibited by
law or the  terms of the  Mortgage  Note  from  doing so or if the  exercise  of such  rights  would  impair or
threaten to impair any recovery under the related Primary Mortgage  Insurance  Policy,  if any. If the Servicer
reasonably  believes it is unable under  applicable  law to enforce such  "due-on-sale"  clause,  the Servicer,
will enter into an assumption  agreement  with the person to whom the  Mortgaged  Property has been conveyed or
is proposed to be conveyed,  pursuant to which such person  becomes  liable under the Mortgage Note and, to the
extent  permitted by  applicable  state law, the  Mortgagor  remains  liable  thereon.  Where an  assumption is
allowed pursuant to this Section 6.01, the Servicer,  with the prior consent of the primary  mortgage  insurer,
if any,  is  authorized  to enter  into a  substitution  of  liability  agreement  with the  person to whom the
Mortgaged  Property has been  conveyed or is proposed to be conveyed  pursuant to which the original  mortgagor
is released from  liability and such Person is  substituted  as mortgagor and becomes  liable under the related
Mortgage Note.  Any such substitution of liability agreement shall be in lieu of an assumption agreement.

               In connection with any such  assumption or substitution of liability,  the Servicer shall follow
the  underwriting  practices  and  procedures  of the Fannie  Mae  Guide.  With  respect  to an  assumption  or
substitution  of liability,  the Mortgage  Interest  Rate borne by the related  Mortgage Note and the amount of
the Monthly  Payment may not be changed.  The  Servicer  shall notify the Owner that any such  substitution  of
liability  or  assumption  agreement  has been  completed by  forwarding  to the Owner the original of any such
substitution of liability or assumption  agreement,  which document shall be added to the related Mortgage Loan
Documents and shall,  for all purposes,  be considered a part of such related  mortgage file to the same extent
as all other  documents and  instruments  constituting  a part thereof.  All fees collected by the Servicer for
entering into an assumption or substitution of liability agreement shall belong to the Servicer.

               Notwithstanding  the  foregoing  paragraphs  of this  section  or any  other  provision  of this
Agreement,  the  Servicer  shall  not be  deemed  to be in  default,  breach  or  any  other  violation  of its
obligations  hereunder by reason of any  assumption  of a Mortgage  Loan by operation of law or any  assumption
which the Servicer may be restricted by law from preventing,  for any reason  whatsoever.  For purposes of this
Section 6.01, the term  "assumption" is deemed to also include a sale of the Mortgaged  Property subject to the
Mortgage that is not accompanied by an assumption or substitution of liability agreement.

        Section 6.02  Satisfaction of Mortgages and Release of Mortgage Loan Documents.

               Upon the  payment  in full of any  Mortgage  Loan,  the  Servicer  will  immediately  notify the
Custodian  with a  certification  and request for release by a Servicing  Officer,  which  certification  shall
include a  statement  to the effect  that all  amounts  received  in  connection  with such  payment  which are
required to be deposited  in the  Custodial  Account  pursuant to Section  4.04 have been so  deposited,  and a
request for delivery to the  Servicer of the portion of the  Mortgage  Loan  Documents  held by the  Custodian.
Upon receipt of such  certification  and request,  the Owner shall  promptly  release or cause the Custodian to
promptly  release the related  Mortgage  Loan  Documents to the Servicer  and the  Servicer  shall  prepare and
deliver  for  execution  by the  Owner or at the  Owner's  option  execute  under the  authority  of a power of
attorney  delivered  to the  Servicer  by the Owner  any  satisfaction  or  release.  No  expense  incurred  in
connection with any instrument of  satisfaction  or deed of  reconveyance  shall be chargeable to the Custodial
Account.

               In the event the Servicer  satisfies or releases a Mortgage  without having obtained  payment in
full of the  indebtedness  secured by the  Mortgage or should it  otherwise  prejudice  any right the Owner may
have under the mortgage  instruments,  the Servicer,  upon written demand, shall remit within two Business Days
to the Owner the then  outstanding  principal  balance of the related  Mortgage Loan by deposit  thereof in the
Custodial  Account.  The Servicer  shall  maintain the Fidelity Bond insuring the Servicer  against any loss it
may sustain  with respect to any  Mortgage  Loan not  satisfied in  accordance  with the  procedures  set forth
herein.

               From time to time and as appropriate  for the servicing or  foreclosure  of the Mortgage  Loans,
including  for the purpose of  collection  under any Primary  Mortgage  Insurance  Policy,  upon request of the
Servicer and delivery to the  Custodian of a servicing  receipt  signed by a Servicing  Officer,  the Custodian
shall  release  the  portion of the  Mortgage  Loan  Documents  held by the  Custodian  to the  Servicer.  Such
servicing  receipt shall  obligate the Servicer to promptly  return the related  Mortgage Loan Documents to the
Custodian,  when the need  therefor  by the  Servicer  no longer  exists,  unless  the  Mortgage  Loan has been
liquidated  and the  Liquidation  Proceeds  relating to the Mortgage Loan have been  deposited in the Custodial
Account or such documents have been delivered to an attorney,  or to a public trustee or other public  official
as  required  by law,  for  purposes  of  initiating  or pursuing  legal  action or other  proceedings  for the
foreclosure  of the  Mortgaged  Property  either  judicially or  non-judicially,  and the Servicer has promptly
delivered to the Owner or the  Custodian a  certificate  of a Servicing  Officer  certifying as to the name and
address of the Person to which such  documents  were  delivered  and the purpose or purposes of such  delivery.
Upon receipt of a  certificate  of a Servicing  Officer  stating that such Mortgage  Loan was  liquidated,  the
servicing receipt shall be released by the Owner or the Custodian, as applicable, to the Servicer.

        Section 6.03  Servicing Compensation.

               As compensation for its services hereunder,  the Servicer shall be entitled to withdraw from the
Custodial  Account the Servicing Fee;  provided,  however,  that in connection  with any Mortgage Loans sold by
the Owner to Fannie Mae,  the  Servicer may deduct its  Servicing  Fee from  amounts due the Owner  pursuant to
Section 5.01.  Additional  servicing  compensation in the form of assumption fees, as provided in Section 6.01,
late payment  charges and other ancillary fees  (excluding any prepayment  penalties)  shall be retained by the
Servicer to the extent not required to be deposited in the Custodial  Account.  The Servicer  shall be required
to pay all expenses  incurred by it in  connection  with its  servicing  activities  hereunder and shall not be
entitled to reimbursement therefor except as specifically provided for.

               The Servicer shall pay on behalf of the Owner any and all guarantee fees due in connection with
Mortgage Loans sold by the Owner to Fannie Mae.  The amount of such guarantee fees shall be deducted by the
Servicer from the amounts due the Owner pursuant to Section 5.01; provided that if the guarantee fees exceed
such amount, the Servicer shall provide the Owner with an original invoice for the amount of any such excess,
and the Owner shall pay such invoice by wire transfer to the account designated by the Servicer within 45
days of receipt of such invoice.

        Section 6.04  Annual Statement as to Compliance; Financial Statements.

               The Servicer  will deliver to the Owner not later than 90 days  following the end of each fiscal
year of the Servicer,  an Officers'  Certificate  stating,  as to each signatory thereof,  that (i) a review of
the activities of the Servicer during the preceding  calendar year and of performance  under this Agreement has
been made under such officers'  supervision,  and (ii) to the best of such officers'  knowledge,  based on such
review,  the Servicer has fulfilled all of its  obligations  under this Agreement  throughout such year, or, if
there has been a default in the  fulfillment  of any such  obligation,  specifying  each such default  known to
such officers and the nature and status  thereof  except for such defaults as such Officers in their good faith
judgment believe to be immaterial.

               Upon request by the Owner or the Master  Servicer,  the Servicer will deliver to such requesting
party a copy of the audited  (if such  financial  statements  are  available,  otherwise  unaudited)  financial
statements of the Servicer for the most recent fiscal year of the Servicer.

        Section 6.05  Annual Independent Certified Public Accountants' Servicing Report.

               Not later than 90 days  following the end of each fiscal year of the  Servicer,  the Servicer at
its expense shall cause a firm of independent  public  accountants which is a member of the American  Institute
of Certified  Public  Accountants to furnish a statement to the Owner to the effect that such firm has examined
certain  documents and records  relating to the Servicer's  servicing of mortgage loans of the same type as the
Mortgage Loans pursuant to servicing agreements  substantially similar to this Agreement,  which agreements may
include this Agreement,  and that, on the basis of such an examination,  conducted  substantially in accordance
with the  Uniform  Single  Attestation  Program for  Mortgage  Bankers,  such firm is of the  opinion  that the
Servicer's  servicing has been conducted in compliance  with the agreements  examined  pursuant to this Section
6.05,  except  for (i) such  exceptions  as such firm  shall  believe  to be  immaterial,  and (ii) such  other
exceptions as shall be set forth in such statement.

        Section 6.06  Owner's Right to Examine Servicer Records.

               The Owner shall have the right to examine and audit, at its expense,  upon reasonable  notice to
the  Servicer,  during  business  hours  or at such  other  times  as  might  be  reasonable  under  applicable
circumstances,  any and all of the books, records,  documentation or other information of the Servicer, or held
by another for the Servicer or on its behalf or  otherwise,  which relate to the  performance  or observance by
the Servicer of the terms, covenants or conditions of this Agreement.

               The Servicer shall provide to the Owner and any supervisory  agents or examiners  representing a
state or federal  governmental agency having jurisdiction over the Owner access to any documentation  regarding
the Mortgage  Loans in the  possession  of the Servicer  which may be required by any  applicable  regulations.
Such access shall be afforded  without  charge,  upon reasonable  request,  during normal business hours and at
the offices of the Servicer, and in accordance with the applicable federal or state government regulations.

        Section 6.07  Compliance with REMIC Provisions.

               If a REMIC  election  has been made with  respect to the  arrangement  under which the  Mortgage
Loans and REO Property are held,  the  Servicer  shall not take any action,  cause the REMIC to take any action
or fail to take (or fail to cause to be taken) any action  that,  under the REMIC  Provisions,  if taken or not
taken,  as the case may be  could  (i)  endanger  the  status  of the  REMIC as a REMIC or (ii)  result  in the
imposition  of a tax upon the REMIC  (including  but not  limited to the tax on  "prohibited  transactions"  as
defined  in  Section  860F(a)(2)  of the Code and the tax on  "contribution"  to a REMIC set  forth in  Section
860G(d) of the Code  unless the  Servicer  has  received  an  Opinion of Counsel  (at the  expense of the party
seeking to take such  actions) to the effect that the  contemplated  action will not endanger such REMIC status
or result in the imposition of any such tax.

        Section 6.08  Non-solicitation.

               The  Servicer  shall  not  knowingly  conduct  any  solicitation  exclusively  targeted  to  the
Mortgagors  for the purpose of inducing or  encouraging  the early  prepayment  or  refinancing  of the related
Mortgage  Loans.  It is  understood  and agreed  that  promotions  undertaken  by the  Servicer or any agent or
affiliate of the Servicer which are directed to the general  public at large,  including,  without  limitation,
mass mailings based on commercially  acquired  mailing lists,  newspaper,  radio and television  advertisements
shall not constitute  solicitation  under this section.  Nothing  contained  herein shall prohibit the Servicer
from (i) distributing to Mortgagors any general advertising including information  brochures,  coupon books, or
other  similar  documentation  which  indicates  services the Servicer  offers,  including  refinances  or (ii)
providing financing of home equity loans to Mortgagors at the Mortgagor's request.







                                                  ARTICLE VII
                                      REPORTS TO BE PREPARED BY SERVICER

        Section 7.01  Servicer Shall Provide Information as Reasonably Required.

               The Servicer shall furnish to the Owner upon request, during the term of this Agreement, such
periodic, special or other reports or information, whether or not provided for herein, as shall be necessary,
reasonable or appropriate with respect to the purposes of this Agreement.  The Servicer may negotiate with
the Owner for a reasonable fee for providing such report or information, unless (i) the Servicer is required
to supply such report or information pursuant to any other section of this Agreement, or (ii) the report or
information has been requested in connection with Internal Revenue Service or other regulatory agency
requirements.  All such reports or information shall be provided by and in accordance with all reasonable
instructions and directions given by the Owner. The Servicer agrees to execute and deliver all such
instruments and take all such action as the Owner, from time to time, may reasonably request in order to
effectuate the purpose and to carry out the terms of this Agreement.

                                                 ARTICLE VIII
                                                 THE SERVICER

        Section 8.01  Indemnification; Third Party Claims.

               The Servicer agrees to indemnify the Owner, its successors and assigns,  any agent of the Owner,
and the Master Servicer,  and hold each of such Persons  harmless from and against any and all claims,  losses,
damages,  penalties,  fines,  forfeitures,  legal fees and related costs, judgments,  and any other costs, fees
and  expenses  that such Person may sustain in any way related to the failure of the Servicer to perform in any
way its duties and service the Mortgage  Loans in strict  compliance  with the terms of this  Agreement and for
breach of any  representation  or warranty of the Servicer  contained  herein.  The Servicer shall  immediately
notify  the  Owner  or other  indemnified  Person  if a claim is made by a third  party  with  respect  to this
Agreement or the Mortgage Loans,  assume (with the consent of the Owner and such other  Indemnified  Person and
with counsel  reasonably  satisfactory  to the Owner and such Person) the defense of any such claim and pay all
expenses in  connection  therewith,  including  counsel  fees,  and  promptly  pay,  discharge  and satisfy any
judgment or decree which may be entered  against it or such other  indemnified  Person in respect of such claim
but  failure  to so  notify  the Owner  and such  other  indemnified  Person  shall  not limit its  obligations
hereunder.  The  Servicer  agrees  that it will not enter into any  settlement  of any such claim  without  the
consent of the Owner and such other  indemnified  Person  unless  such  settlement  includes  an  unconditional
release of the Owner and such other  indemnified  Person from all liability  that is the subject matter of such
claim.  The provisions of this Section 8.01 shall survive termination of this Agreement.

        Section 8.02  Merger or Consolidation of the Servicer.

               The Servicer will keep in full effect its existence,  rights and franchises as a federal savings
bank  under  the laws the  United  States  except  as  permitted  herein,  and will  obtain  and  preserve  its
qualification to do business as a foreign  corporation in each  jurisdiction in which such  qualification is or
shall be necessary to protect the validity and  enforceability  of this  Agreement or any of the Mortgage Loans
and to perform its duties under this Agreement.

               Any Person into which the Servicer may be merged or consolidated,  or any corporation  resulting
from any merger,  conversion or consolidation to which the Servicer shall be a party, or any Person  succeeding
to the  business  of the  Servicer  whether or not related to loan  servicing,  shall be the  successor  of the
Servicer  hereunder,  without the execution or filing of any paper or any further act on the part of any of the
parties  hereto,  anything herein to the contrary  notwithstanding;  provided,  however,  that the successor or
surviving  Person shall be an institution  (i) having a GAAP net worth of not less than  $25,000,000,  (ii) the
deposits of which are insured by the FDIC, or which is a HUD-approved  mortgagee  whose primary  business is in
origination  and  servicing  of first lien  mortgage  loans,  and (iii)  which is a Fannie  Mae or Freddie  Mac
approved seller/servicer in good standing.

        Section 8.03  Limitation on Liability of the Servicer and Others.

               Neither the Servicer  nor any of the  officers,  employees  or agents of the  Servicer  shall be
under any liability to the Owner for any action taken or for  refraining  from the taking of any action in good
faith pursuant to this Agreement,  or for errors in judgment made in good faith;  provided,  however, that this
provision   shall  not  protect  the  Servicer  or  any  such  person  against  any  breach  of  warranties  or
representations  made herein,  or failure to perform in any way its obligations in compliance with any standard
of care set  forth in this  Agreement,  or any  liability  which  would  otherwise  be  imposed  by  reason  of
negligence  or any  breach of the  terms and  conditions  of this  Agreement.  The  Servicer  and any  officer,
employee or agent of the  Servicer  may rely in good faith on any  document  of any kind prima  facie  properly
executed  and  submitted by the Owner  respecting  any matters  arising  hereunder.  The Servicer  shall not be
under any  obligation to appear in,  prosecute or defend any legal action which is not incidental to its duties
to service the Mortgage  Loans in  accordance  with this  Agreement  and which in its opinion may involve it in
any expenses or liability;  provided,  however,  that the Servicer  may,  with the consent of the Owner,  which
consent  shall  not be  unreasonably  withheld,  undertake  any such  action  which it may  deem  necessary  or
desirable with respect to this Agreement and the rights and duties of the parties  hereto.  In such event,  the
reasonable  legal expenses and costs of such action and any liability  resulting  therefrom  shall be expenses,
costs and liabilities  for which the Owner will be liable,  and the Servicer shall be entitled to be reimbursed
therefor from the Custodial Account pursuant to Section 4.05.

        Section 8.04  Reserved.

        Section 8.05  No Transfer of Servicing.

               With  respect to the  retention of the Servicer to service the  Mortgage  Loans  hereunder,  the
Servicer  acknowledges  that the  Owner has acted in  reliance  upon the  Servicer's  independent  status,  the
adequacy of its servicing facilities,  plan, personnel,  records and procedures, its integrity,  reputation and
financial  standing and the  continuance  thereof.  Without in any way limiting the generality of this section,
the  Servicer  shall not either  assign this  Agreement  or the  servicing  hereunder or delegate its rights or
duties  hereunder or any portion  thereof,  or sell or  otherwise  dispose of all or  substantially  all of its
property or assets,  without the prior written approval of the Owner,  which approval shall not be unreasonably
withheld;  provided that the Servicer may assign the Agreement and the servicing  hereunder without the consent
of Owner to an  affiliate  of the  Servicer to which all  servicing  of the Servicer is assigned so long as (i)
such  affiliate  is a Fannie  Mae and  Freddie  Mac  approved  servicer  and (ii) if it is  intended  that such
affiliate be spun off to the  shareholders  of the Servicer,  such  affiliate have a GAAP net worth of at least
$25,000,000  and (iii)  such  affiliate  shall  deliver  to the Owner a  certification  pursuant  to which such
affiliate  shall agree to be bound by the terms and  conditions  of this  Agreement and shall certify that such
affiliate is a Fannie Mae and Freddie Mac approved servicer in good standing.

                                                  ARTICLE IX
                                                    DEFAULT

        Section 9.01  Events of Default.

               In case one or more of the  following  Events of  Default  by the  Servicer  shall  occur and be
continuing, that is to say:

               (i)    any failure by the  Servicer to remit to the Owner any payment  required to be made under
the terms of this  Agreement  which  continues  unremedied  for a period of two (2) Business Days after written
notice thereof (it being understood that this subparagraph shall not affect Servicer's  obligation  pursuant to
Section 5.01 to pay default  interest on any  remittance  received by the Owner after the Business Day on which
such payment was due); or

               (ii)   any  failure on the part of the  Servicer  duly to  observe  or  perform in any  material
respect any other of the covenants or agreements on the part of the Servicer set forth in this  Agreement,  the
breach of which  has a  material  adverse  effect  and which  continue  unremedied  for a period of sixty  days
(except  that  such  number  of days  shall be  fifteen  in the case of a failure  to pay any  premium  for any
insurance  policy  required to be  maintained  under this  Agreement and such failure shall be deemed to have a
material  adverse  effect)  after the date on which written  notice of such  failure,  requiring the same to be
remedied, shall have been given to the Servicer by the Owner; or

               (iii)  a decree or order of a court or agency or supervisory  authority having  jurisdiction for
the  appointment  of a conservator or receiver or liquidator in any  insolvency,  bankruptcy,  readjustment  of
debt,  marshaling of assets and  liabilities  or similar  proceedings,  or for the winding-up or liquidation of
its  affairs,  shall have been entered  against the  Servicer  and such decree or order shall have  remained in
force undischarged or unstayed for a period of sixty days; or

               (iv)   the  Servicer  shall  consent  to  the  appointment  of  a  conservator  or  receiver  or
liquidator  in any  insolvency,  bankruptcy,  readjustment  of debt,  marshaling of assets and  liabilities  or
similar  proceedings  of or relating to the  Servicer  or of or  relating  to all or  substantially  all of its
property; or

               (v)    the  Servicer  shall admit in writing its  inability  to pay its debts  generally as they
become due, file a petition to take advantage of any applicable  insolvency or reorganization  statute, make an
assignment for the benefit of its creditors, or voluntarily suspend payment of its obligations; or

               (vi)   the  Servicer  ceases to be approved  by either  Fannie Mae or Freddie Mac (to the extent
such entities are then  operating in a capacity  similar to that in which they operate on the date hereof) as a
mortgage loan servicer for more than thirty days to the extent such entities perform similar functions; or

               (vii)  the  Servicer  attempts to assign its right to  servicing  compensation  hereunder or the
Servicer  attempts,  without the consent of the Owner, to sell or otherwise dispose of all or substantially all
of its  property  or assets or to assign this  Agreement  or the  servicing  responsibilities  hereunder  or to
delegate its duties hereunder or any portion thereof except as otherwise permitted herein; or

               (viii) the Servicer  ceases to be qualified to transact  business in any  jurisdiction  where it
is currently so qualified,  but only to the extent such non-qualification  materially and adversely affects the
Servicer's ability to perform its obligations hereunder;

               then,  and in each and  every  such  case,  so long as an Event of  Default  shall not have been
remedied,  the Owner,  by notice in writing to the Servicer  may, in addition to whatever  rights the Owner may
have  under  Section  8.01  and  at law  or  equity  to  damages,  including  injunctive  relief  and  specific
performance,  terminate all the rights and  obligations  of the Servicer under this Agreement and in and to the
Mortgage  Loans and the proceeds  thereof  without  compensating  the  Servicer  for the same.  On or after the
receipt by the Servicer of such written  notice,  all authority and power of the Servicer under this Agreement,
whether  with  respect  to the  Mortgage  Loans or  otherwise,  shall  pass to and be vested  in the  successor
appointed  pursuant to Section  11.01.  Upon  written  request  from the Owner,  the  Servicer  shall  prepare,
execute and deliver,  any and all documents and other  instruments,  place in such  successor's  possession all
Servicing  Files,  and do or  accomplish  all other  acts or things  necessary  or  appropriate  to effect  the
purposes of such notice of  termination,  whether to complete the transfer and endorsement or assignment of the
Mortgage Loans and related  documents,  or otherwise,  at the Servicer's  sole expense.  The Servicer agrees to
cooperate  with the Owner and such successor in effecting the  termination  of the Servicer's  responsibilities
and rights hereunder,  including,  without limitation,  the transfer to such successor for administration by it
of all cash  amounts  which shall at the time be credited by the  Servicer to the  Custodial  Account or Escrow
Account or thereafter received with respect to the Mortgage Loans or any REO Property.

        Section 9.02  Waiver of Defaults.

               The Owner may waive only by written  notice any default by the  Servicer in the  performance  of
its  obligations  hereunder and its  consequences.  Upon any such waiver of a past default,  such default shall
cease to exist,  and any Event of Default  arising  therefrom  shall be deemed to have been  remedied for every
purpose of this  Agreement.  No such  waiver  shall  extend to any  subsequent  or other  default or impair any
right consequent thereon except to the extent expressly so waived in writing.

                                                   ARTICLE X
                                                  TERMINATION

        Section 10.01  Termination.

               The respective  obligations and  responsibilities  of the Servicer shall terminate upon: (i) the
later of the final  payment or other  liquidation  (or any advance with respect  thereto) of the last  Mortgage
Loan or the  disposition  of all REO Property and the  remittance  of all funds due  hereunder;  (ii) by mutual
consent of the Servicer and the Owner in writing;  (iii)  termination  by the Owner  pursuant to Section  9.01,
(iv) sixty (60) days prior  written  notice by the Owner to the  Servicer or (v) one hundred  twenty (120) days
prior written notice by the Servicer to the Owner.

               If the Owner at its option  elects to terminate  all of the rights of the Servicer  hereunder in
accordance with subsection  (iv) of the preceding  paragraph,  the Owner shall pay the Servicer an amount equal
to (i) if such  termination  occurs  within the six month period  following  the  Servicing  Transfer  Date, an
amount equal to $50.00 per Mortgage  Loan,  (ii) if such  termination  occurs  during the period which is seven
months to twelve months  following the Servicing  Transfer  Date, an amount equal to $25.00 per Mortgage  Loan,
(iii) if such  termination  occurs during the period which is thirteen  months to fifteen months  following the
Servicing  Transfer  Date,  an amount equal to $15.00 per  Mortgage  Loan and (iv) if such  termination  occurs
during the period which is sixteen (16) months or more  following the Servicing  Transfer Date, an amount equal
to $10.00.

               Simultaneously with any such termination and the transfer of servicing  hereunder,  the Servicer
shall be entitled to be reimbursed for any outstanding Servicing Advances and Monthly Advances.

        Section  10.02  Removal of  Mortgage  Loans from  Inclusion  under  this  Agreement  upon a Whole Loan
Transfer or a Pass-Through Transfer.

               The Servicer acknowledges and the Owner agrees that with respect to some or all of the Mortgage
Loans, the Owner may effect either (1) one or more Whole Loan Transfers, or  (2) one or more Pass-Through
Transfers.


                                    The Servicer shall  cooperate  with the Owner in connection  with any Whole
                      Loan  Transfer  or  Pass-Through  Transfer  contemplated  by the Owner  pursuant  to this
                      Section. In connection  therewith,  and without  limitation,  the Owner shall deliver any
                      reconstitution  agreement  or other  document  related  to the  Whole  Loan  Transfer  or
                      Pass-Through  Transfer to the  Servicer at least 15 days prior to such  transfer  and the
                      Servicer shall (i) execute any such  reconstitution  agreement which contains  provisions
                      substantially  similar to those herein or otherwise  reasonably  acceptable  to the Owner
                      and the  Servicer and which  restates the  representations  and  warranties  contained in
                      Article III as of the date of transfer (except to the extent any such  representation  or
                      warranty is not accurate on such date);  provided,  however,  that  Servicer  agrees that
                      any such  reconstitution  agreement in  connection  with a Whole Loan  Transfer to Fannie
                      Mae will be  reasonably  acceptable  to the  Servicer  if it  obligates  the  Servicer to
                      service  the  Mortgage  Loans  identified  therein  and  to  remit  and  report,  all  in
                      accordance  with the Fannie  Mae  Guide;  and  provided,  further,  that only a notice of
                      transfer  identifying  the Mortgage Loans to be transferred  need be given in the case of
                      a Pass-Through  Transfer by the initial Owner to Structured  Asset Mortgage  Investments,
                      Inc. ("SAMI") and by SAMI to the Trustee in connection with such  Pass-Through  Transfer;
                      and (ii)  deliver  to the  Owner  for  inclusion  in any  prospectus  or  other  offering
                      material  such publicly  available  information  regarding  the  Servicer,  its financial
                      condition and its mortgage loan  delinquency,  foreclosure  and loss  experience  and any
                      additional  information  reasonably  requested by the Owner,  and to deliver to the Owner
                      any similar non-public,  unaudited financial  information,  in which case the Owner shall
                      bear the cost of having such information  audited by certified public  accountants if the
                      Owner  desires such an audit,  or as is otherwise  reasonably  requested by the Owner and
                      which the Servicer is capable of providing without  unreasonable  effort or expense,  and
                      to  indemnify  the Owner and its  affiliates  for  material  misstatements  or  omissions
                      contained (i) in such information and (ii) on the Mortgage Loan Schedule.
               With respect to each Whole Loan Transfer or Pass-Through Transfer, as the case may be, effected
by the Owner, Owner (i) shall reimburse Servicer for all reasonable out-of-pocket third party costs and
expenses related thereto and (ii) shall pay Servicer a reasonable amount representing time and effort
expended by Servicer related thereto (which amount shall be reasonably agreed upon by Servicer and Owner
prior to the expenditure of such time and effort); provided, however, that for each Whole Loan Transfer
and/or Pass-Through Transfer, the sum of such amounts described in subsections (i) and (ii) above shall in no
event exceed $5,000.  For purposes of this paragraph, all Whole Loan Transfers and/or Pass-Through Transfers
made to the same entity within the same accounting cycle shall be considered one Whole Loan Transfer or
Pass-Through Transfer.

               All Mortgage Loans not sold or transferred pursuant to a Whole Loan Transfer or Pass-Through
Transfer shall be subject to this Agreement and shall continue to be serviced in accordance with the terms of
this Agreement and with respect thereto this Agreement shall remain in full force and effect.

        Section 10.03  Master Servicer.

               The Servicer, including any successor servicer hereunder, shall be subject to the supervision
of the Master Servicer, which Master Servicer shall be obligated to ensure that the Servicer services the
Mortgage Loans in accordance with the provisions of this Agreement.  The Master Servicer, acting on behalf of
the Owner, shall have the same rights as the Owner to enforce the obligations of the Servicer under this
Agreement.  The Master Servicer shall be entitled to terminate the rights and obligations of the Servicer
under this Agreement upon the failure of the Servicer to perform any of its obligations under this Agreement
if such failure constitutes an Event of Default as provided in Article X of this Agreement.  Notwithstanding
anything to the contrary, in no event shall the Master Servicer assume any of the obligations of the Owner
under this Agreement.

        Section 10.04  Transfer of Servicing for Defaulted Loans.

               The Owner shall have the option, exercisable in its sole discretion and upon reasonable written
notice to the Servicer, to transfer to a third-party servicer any Mortgage Loan that is more than sixty (60)
days delinquent with respect to Monthly Payments.  Upon such transfer, the Owner will reimburse the Servicer
for all unreimbursed Monthly Advances and Servicing Advances with respect to such Mortgage Loan and the
reasonable costs and expenses incurred by the Servicer in connection with the transfer of servicing with
respect to such Mortgage Loan.


                                                  ARTICLE XI
                                           MISCELLANEOUS PROVISIONS

        Section 11.01  Successor to the Servicer.

               Prior to  termination  of the  Servicer's  responsibilities  and  duties  under  this  Agreement
pursuant to Sections 8.04,  9.01 or 10.01(ii),  the Owner shall (i) succeed to and assume all of the Servicer's
responsibilities,  rights, duties and obligations under this Agreement,  or (ii) appoint a successor having the
characteristics  set forth in Section  8.02 hereof and which shall  succeed to all rights and assume all of the
responsibilities,  duties and  liabilities of the Servicer under this Agreement prior to the termination of the
Servicer's   responsibilities,   duties  and  liabilities  under  this  Agreement.   In  connection  with  such
appointment and assumption,  the Owner may make such  arrangements  for the  compensation of such successor out
of payments on Mortgage  Loans as the Owner and such  successor  shall agree.  In the event that the Servicer's
duties,   responsibilities  and  liabilities  under  this  Agreement  should  be  terminated  pursuant  to  the
aforementioned  sections, the Servicer shall discharge such duties and responsibilities  during the period from
the date it acquires  knowledge of such  termination  until the effective  date thereof with the same degree of
diligence  and  prudence  which it is  obligated  to exercise  under this  Agreement,  and shall take no action
whatsoever  that  might  impair  or  prejudice  the  rights  or  financial  condition  of  its  successor.  The
resignation  or removal of the Servicer  pursuant to the  aforementioned  sections  shall not become  effective
until a successor  shall be appointed  pursuant to this  section and shall in no event  relieve the Servicer of
the  representations  and warranties made pursuant to Article III and the remedies available to the Owner under
Section 8.01,  it being  understood  and agreed that the  provisions of such Article III and Section 8.01 shall
be applicable to the Servicer  notwithstanding  any such  resignation or  termination  of the Servicer,  or the
termination of this Agreement.

               Any  successor  appointed  as provided  herein  shall  execute,  acknowledge  and deliver to the
Servicer and to the Owner an instrument  accepting such  appointment,  whereupon  such  successor  shall become
fully  vested with all the  rights,  powers,  duties,  responsibilities,  obligations  and  liabilities  of the
Servicer,  with  like  effect  as if  originally  named  as a  party  to this  Agreement.  Any  termination  or
resignation  of the Servicer or this  Agreement  pursuant to Section  8.04,  9.01 or 10.01 shall not affect any
claims that the Owner may have against the Servicer arising prior to any such termination or resignation.

               The Servicer shall promptly deliver to the successor the funds in the Custodial  Account and the
Escrow  Account and the  Servicing  Files and related  documents  and  statements  held by it hereunder and the
Servicer  shall  account for all funds.  The Servicer  shall execute and deliver such  instruments  and do such
other things all as may reasonably be required to more fully and  definitely  vest and confirm in the successor
all  such  rights,  powers,  duties,  responsibilities,  obligations  and  liabilities  of  the  Servicer.  The
successor  shall make such  arrangements  as it may deem  appropriate to reimburse the Servicer for unrecovered
Monthly Advances and Servicing  Advances which the successor  retains  hereunder and which would otherwise have
been recovered by the Servicer pursuant to this Agreement but for the appointment of the successor servicer.

               Upon a successor's  acceptance of  appointment  as such,  the Servicer shall notify the Owner of
such appointment.

               All reasonable  costs and expenses  incurred in connection  with replacing the Servicer upon its
resignation  or the  termination  of the Servicer in accordance  with the terms of this  Agreement,  including,
without  limitation,  (i) all legal costs and expenses and all due diligence costs and expenses associated with
an  evaluation  of the  potential  termination  of the Servicer as a result of an Event of Default and (ii) all
costs and expenses  associated with the complete  transfer of servicing,  including all servicing files and all
servicing  data and the  completion,  correction or  manipulation  of such servicing data as may be required by
the successor  servicer to correct any errors or  insufficiencies  in the servicing data or otherwise to enable
the successor  service to service the Mortgage  Loans in accordance  with this  Agreement,  shall be payable on
demand by the resigning or terminated Servicer without any right of reimbursement therefor.

        Section 11.02  Amendment.

               This  Agreement  may be  amended  from time to time by the  Servicer  and the  Owner by  written
agreement signed by the Servicer and the Owner.

        Section 11.03  Recordation of Agreement.

               To the extent  permitted by applicable  law,  this  Agreement is subject to  recordation  in all
appropriate  public offices for real property records in all the counties or other comparable  jurisdictions in
which any of all the  properties  subject to the Mortgages are situated,  and in any other  appropriate  public
recording  office or  elsewhere,  such  recordation  to be  effected  by the Owner at the  Owner's  expense  on
direction  of the Owner  accompanied  by an opinion of counsel to the effect that such  recordation  materially
and  beneficially  affects the interest of the Owner or is necessary  for the  administration  or servicing the
Mortgage Loans.

        Section 11.04  Governing Law.

               THIS  AGREEMENT  SHALL BE GOVERNED BY AND CONSTRUED IN ACCORDANCE  WITH THE INTERNAL LAWS OF THE
STATE OF NEW YORK  WITHOUT  GIVING  EFFECT TO  PRINCIPLES  OF CONFLICTS OF LAWS.  THE  OBLIGATIONS,  RIGHTS AND
REMEDIES OF THE PARTIES HEREUNDER SHALL BE DETERMINED IN ACCORDANCE WITH SUCH LAWS.

        Section 11.05  Notices.

               Any  demands,  notices or other  communications  permitted  or  required  hereunder  shall be in
writing  and  shall be  deemed  conclusively  to have  been  given if  personally  delivered  at or  mailed  by
registered mail,  postage prepaid,  and return receipt  requested or transmitted by telecopier and confirmed by
a similar mailed writing, as follows:

               (i)    if to the Servicer:

                      Alliance Mortgage Company
                      8100 Nations Way
                      Jacksonville, Florida 32256
                      Attention:  Carolyn Cragg
                      Telecopier No.:  (904) 281-6206

               and,

                      Alliance Mortgage Company
                      8100 Nations Way
                      Jacksonville, Florida 32256
                      Attention:  Michael C. Koster
                      Telecopier No.:  (904) 281-6145

               (ii)   if to the Owner:

                      Mac Arthur Ridge II
                      909 Hidden Ridge Drive, Suite 200
                      Irving, Texas 75038
                      Attention:  Ms. Ralene Ruyle
                      Telecopier No.:  (972) 444-2880

               (iii)  if to the Master Servicer:

                      11000 Broken Land Parkway
                      Columbia, Maryland 21044
                      Attention:  Master Servicing - Bear Stearns
                      Telecopier No.:  (410) 884-2360

or such other  address as may  hereafter  be  furnished  to the other party by like  notice.  Any such  demand,
notice,  or communication  hereunder shall be deemed to have been received on the date delivered to or received
at the premises of the address (as  evidenced,  in the case of registered or certified  mail, by the date noted
on the return receipt).

        Section 11.06  Severability of Provisions.

               Any part,  provision,  representation or warranty of this Agreement which is prohibited or which
is  held  to  be  void  or   unenforceable   shall  be  ineffective  to  the  extent  of  such  prohibition  or
unenforceability  without  invalidating the remaining  provisions hereof. Any part,  provision,  representation
or warranty of this Agreement which is prohibited or  unenforceable  or is held to be void or  unenforceable in
any  jurisdiction  shall  be  ineffective,  as to such  jurisdiction,  to the  extent  of such  prohibition  or
unenforceability   without   invalidating  the  remaining  provisions  hereof,  and  any  such  prohibition  or
unenforceability  in any  jurisdiction  as to any Mortgage Loan shall not  invalidate  or render  unenforceable
such  provision in any other  jurisdiction.  To the extent  permitted  by  applicable  law, the parties  hereto
waive any  provision of law which  prohibits or renders void or  unenforceable  any  provision  hereof.  If the
invalidity of any part,  provision,  representation  or warranty of this  Agreement  shall deprive any party of
the economic  benefit intended to be conferred by this Agreement,  the parties shall negotiate,  in good faith,
to develop a structure  the economic  effect of which is nearly as possible the same as the economic  effect of
this Agreement without regard to such invalidity.

        Section 11.07  Exhibits

               The  exhibits  to this  Agreement  are  hereby  incorporated  and made a part  hereof and are an
integral part of this Agreement.

        Section 11.08  General Interpretive Principles.

               For purposes of this  Agreement,  except as otherwise  expressly  provided or unless the context
otherwise requires:

               (i)    the  terms  defined  in  this  Agreement  have  the  meanings  assigned  to  them in this
Agreement and include the plural as well as the  singular,  and the use of any gender herein shall be deemed to
include the other gender;

               (ii)   accounting  terms not  otherwise  defined  herein have the  meanings  assigned to them in
accordance with generally accepted accounting principles;

               (iii)  references  herein to  "Articles,"  "Sections,"  "Subsections,"  "Paragraphs,"  and other
subdivisions  without reference to a document are to designated  Articles,  Sections,  Subsections,  Paragraphs
and other subdivisions of this Agreement;

               (iv)   a reference  to a  Subsection  without  further  reference to a Section is a reference to
such  Subsection  as  contained in the same Section in which the  reference  appears,  and this rule shall also
apply to Paragraphs and other subdivisions;

               (v)    the words  "herein,"  "hereof,"  "hereunder"  and other words of similar  import refer to
this Agreement as a whole and not to any particular provision; and

               (vi)   the  term  "include"  or  "including"   shall  mean  without   limitation  by  reason  of
enumeration.

        Section 11.09  Reproduction of Documents.

               This Agreement and all documents relating hereto, including,  without limitation,  (i) consents,
waivers  and  modifications  which may  hereafter  be  executed,  (ii)  documents  received by any party at the
closing,  and  (iii)  financial  statements,   certificates  and  other  information  previously  or  hereafter
furnished, may be reproduced by any photographic,  photostatic,  microfilm,  micro-card, miniature photographic
or other  similar  process.  The parties  agree that any such  reproduction  shall be admissible in evidence as
the original itself in any judicial or administrative  proceeding,  whether or not the original is in existence
and  whether or not such  reproduction  was made by a party in the  regular  course of  business,  and that any
enlargement, facsimile or further reproduction of such reproduction shall likewise be admissible in evidence.

        Section 11.10  Confidentiality of Information.

               Each  party  recognizes  that,  in  connection  with  this  Agreement,  it may  become  privy to
non-public  information  regarding  the  financial  condition,  operations  and  prospects  of the other party.
Except as required to be disclosed by law, each party agrees to keep all non-public  information  regarding the
other party strictly  confidential,  and to use all such information  solely in order to effectuate the purpose
of this Agreement.

        Section 11.11  Assignment by the Owner.

               The Owner shall have the right,  without the consent of the Servicer hereof, to assign, in whole
or in part,  its  interest  under  this  Agreement  with  respect  to some or all of the  Mortgage  Loans,  and
designate any person to exercise any rights of the Owner  hereunder,  by executing an assignment and assumption
agreement  reasonably  acceptable  to the Servicer and the assignee or designee  shall accede to the rights and
obligations  hereunder  of the Owner with  respect  to such  Mortgage  Loans.  In no event  shall  Owner sell a
partial  interest in any  Mortgage  Loan.  All  references  to the Owner in this  Agreement  shall be deemed to
include its assignees or designees.  It is  understood  and agreed  between the Owners and the Servicer that no
more than five (5) Persons shall have the right of owner under this Agreement at any one time.

        Section 11.12  No Partnership.

               Nothing  herein  contained  shall be deemed or  construed  to create a  co-partnership  or joint
venture  between  the  parties  hereto and the  services of the  Servicer  shall be rendered as an  independent
contractor and not as agent for Owner.

        Section 11.13  Execution, Successors and Assigns.

               This Agreement may be executed in one or more  counterparts and by the different  parties hereto
on  separate  counterparts,  each of  which,  when  so  executed,  shall  be  deemed  to be an  original;  such
counterparts,  together,  shall constitute one and the same agreement.  Subject to Section 8.05, this Agreement
shall inure to the benefit of and be binding upon the Servicer  and the Owner and their  respective  successors
and assigns.

        Section 11.14  Entire Agreement.

               Each of the Servicer and the Owner acknowledge that no  representations,  agreements or promises
were made to it by the other party or any of its  employees  other than those  representations,  agreements  or
promises  specifically  contained  herein.  This  Agreement  sets forth the entire  understanding  between  the
parties hereto and shall be binding upon all successors of both parties.






               IN WITNESS  WHEREOF,  the Servicer and the Owner have caused their names to be signed  hereto by
their respective officers thereunto duly authorized as of the date and year first above written.


                                    EMC MORTGAGE CORPORATION

                                    By:                                                       
                                        Name:  Ralene Ruyle
                                        Title:    President



                                    ALLIANCE MORTGAGE COMPANY


                                    By:                                                       
                                         Name: Carolyn S. Cragg
                                         Title: Senior Vice President




                                                   EXHIBIT A

                                                    FORM OF
                                           ACKNOWLEDGEMENT AGREEMENT


        On this ____ day of __________ 200__, EMC Mortgage Corporation (the "Owner") hereby delivers the
mortgage loans identified on Schedule A attached hereto (the "Mortgage Loans") to Alliance Mortgage
Corporation (the "Servicer") and the Servicer hereby agrees to service the mortgage loans identified on
Schedule A attached hereto (the "Mortgage Loans") pursuant to the Subservicing Agreement dated as of August
1, 2002 by and between the Owner and the Servicer.



                             ALLIANCE MORTGAGE CORPORATION.



                             By:                                        

                             Name:                                      

                             Title:




                                                   EXHIBIT B

                                      CUSTODIAL ACCOUNT LETTER AGREEMENT
                                                    (date)


To:______________________
_________________________
_________________________
    (the "Depository")

               As "Servicer" under the Subservicing  Agreement,  dated as of August 1, 2002, (the "Agreement"),
we hereby  authorize and request you to establish an account,  as a Custodial  Account pursuant to Section 4.04
of the Agreement,  to be designated as "Alliance Mortgage Company Custodial Account,  in trust for EMC Mortgage
Corporation,  Owner of Whole Loan  Mortgages,  and various  Mortgagors."  All deposits in the account  shall be
subject to  withdrawal  therefrom  by order  signed by the  Servicer.  You may refuse any  deposit  which would
result in violation of the  requirement  that the account be fully insured as described  below.  This letter is
submitted to you in duplicate.  Please execute and return one original to us.


                           By:____________________
                           Name:__________________
                           Title:_________________

               The  undersigned,  as "Depository",  hereby certifies that the above described  account has been
established  under Account Number  __________,  at the office of the depository  indicated above, and agrees to
honor  withdrawals  on such  account as provided  above.  The full amount  deposited at any time in the account
will be  insured  up to  applicable  limits by the  Federal  Deposit  Insurance  Corporation  through  the Bank
Insurance  Fund or the Savings  Association  Insurance  Fund or will be invested in  Permitted  Investments  as
defined in the Agreement.

                           [                  ]
                           (name of Depository)
                           By:____________________
                           Name:__________________
                           Title:_________________




                                                   EXHIBIT C

                                        ESCROW ACCOUNT LETTER AGREEMENT

                                                    (date)

To:___________________________
______________________________
______________________________
       (the "Depository")

               As "Servicer" under the Subservicing  Agreement,  dated as of August 1, 2002 (the  "Agreement"),
we hereby  authorize and request you to establish an account,  as an Escrow Account pursuant to Section 4.06 of
the  Agreement,  to be designated  as "Alliance  Mortgage  Company  Escrow  Account,  in trust for EMC Mortgage
Corporation,  Owner of Whole Loan  Mortgages,  and various  Mortgagors."  All deposits in the account  shall be
subject to  withdrawal  therefrom  by order  signed by the  Servicer.  You may refuse any  deposit  which would
result in violation of the  requirement  that the account be fully insured as described  below.  This letter is
submitted to you in duplicate.  Please execute and return one original to us.


                           By:____________________
                           Name:__________________
                           Title:_________________

               The  undersigned,  as "Depository",  hereby certifies that the above described  account has been
established  under Account Number  __________,  at the office of the depository  indicated above, and agrees to
honor  withdrawals  on such  account as provided  above.  The full amount  deposited at any time in the account
will be  insured  up to  applicable  limits by the  Federal  Deposit  Insurance  Corporation  through  the Bank
Insurance  Fund or the Savings  Association  Insurance  Fund or will be invested in  Permitted  Investments  as
defined in the Agreement.

                           [                  ]
                           (name of Depository)
                           By:____________________
                           Name:__________________
                           Title:_________________




                                                   EXHIBIT D

                                       REQUEST FOR RELEASE OF DOCUMENTS

To:     Wells Fargo Bank Minnesota, National Association
        1015 10th Avenue S.E.
        Mpls., MN  55414
        Attn:  ________________

        Re:    Custodial Agreement dated as of ________, among _____________________.   and  Wells  Fargo  Bank
               Minnesota, National Association, as Custodian

               In connection with the administration of the Mortgage Loans held by you as Custodian for the
Owner pursuant to the above-captioned Custody Agreement, we request the release, and hereby acknowledge
receipt, of the Custodian's Mortgage File for the Mortgage Loan described below, for the reason indicated.


Mortgage Loan Number:

Mortgagor Name, Address & Zip Code:



Reason for Requesting Documents (check one):

_______        1.     Mortgage Paid in Full

_______        2.     Foreclosure

_______        3.     Substitution

_______        4.     Other Liquidation (Repurchases, etc.)

_______        5.     Nonliquidation  [Reason:_______________________________]

Address to which Custodian should
Deliver the Custodian's Mortgage File:      __________________________________________
                                            __________________________________________
                                            __________________________________________


                                            By:_______________________________________
                                                           (authorized signer)
        Issuer:_____________________________________
                                            Address:___________________________________
                 ___________________________________

        Date:______________________________________


Custodian

Wells Fargo Bank Minnesota, National Association

Please acknowledge the execution of the above request by your signature and date below:

____________________________________                      _________________
Signature                                          Date

Documents returned to Custodian:

____________________________________               _________________
Custodian                                          Date




                                                   EXHIBIT E

                                       LOAN LEVEL FORMAT FOR TAPE INPUT,
                                           SERVICER PERIOD REPORTING

The format for the tape should be:

1.  Record length of 240
2.  Blocking factor of 07 records per block
3.  ASCII
4.  Unlabeled tape
5.  6250 or 1600 BPI (please indicate)

                                                                 COBOL
Field Name                   Position              Length        "picture"

Master Servicer No.          001-002               2             "01"
Unit Code                    003-004               2             "  "
Loan Number                  005-014               10            X(10)
Borrower Name                015-034               20            X(20)
Old Payment Amount           035-045               11            S9(9)V9(02)
Old Loan Rate                046-051               6             9(2)V9(04)
Servicer Fee Rate            052-057               6             9(2)V9(04)
Servicer Ending Balance      058-068               11            S9(9)V9(02)
Servicer Next Due Date       069-076               8             CCYYMMDD
Curtail Amt 1 - Before       077-087               11            S9(9)V9(02)
Curtail Date 1               088-095               8             CCYYMMDD
Curtail Amt 1 - After        096-106               11            S9(9)V9(02)
Curtail Amt 2 - Before       107-117               11            S9(9)V9(02)
Curtail Date 2               118-125               8             CCYYMMDD
Curtail Amt 2 - After        126-136               11            S9(9)V9(02)
Curtail Amt 3 - Before       137-147               11            S9(9)V9(02)
Curtail Date 3               148-155               8             CCYYMMDD
Curtail Amt 3 - After        156-166               11            S9(9)V9(02)
New Payment Amount           167-177               11            S9(9)V9(02)
New Loan Rate                178-183               6             9(2)V9(04)
Index Rate                   184-189               6             9(2)V9(04)
Remaining Term               190-192               3             9(3)
Liquidation Amount           193-203               11            S9(9)V9(02)
Action Code                  204-205               2             X(02)
Scheduled Principal          206-216               11            S9(9)V9(02)
Scheduled Interest           217-227               11            S9(9)V9(02)
Scheduled Ending Balance     228-238               11            S9(9)V9(02)
FILLER                       239-240               2             X(02)

Trailer Record:

Number of Records            001-006               6             9(06)
FILLER                       007-240               234           X(234)




Field Names and Descriptions:


Field Name                          Description

Master Servicer No.                 Hard code as "01" used internally

Unit Code                           Hard code as "  " used internally

Loan Number                         Investor's loan number

Borrower Name                Last name of borrower

Old Payment Amount                  P&I amount used for the applied payment

Old Loan Rate                       Gross interest rate used for the applied payment

Servicer Fee Rate                   Servicer's fee rate

Servicer Ending Balance             Ending actual balance after a payment has been applied

Servicer Next Due Date              Borrower's next due date for a payment

Curtailment Amount 1 - Before       Amount of curtailment applied before the payment

Curtailment Date 1                  Date of curtailment should coincide with the payment date
                                    applicable to the curtailment

Curtailment Amount 1 - After Amount of curtailment applied after the payment

Curtailment Amount 2 - Before       Amount of curtailment applied before the payment

Curtailment Date 2                  Date of curtailment should coincide with the payment date
                                    applicable to the curtailment

Curtailment Amount 2 - After Amount of curtailment applied after the payment

Curtailment Amount 3 - Before       Amount of curtailment applied before the payment

Curtailment Date 3                  Date of curtailment should coincide with the payment date
                                    applicable to the curtailment

Curtailment Amount 3 - After Amount of curtailment applied after the payment

New Payment Amount           For ARM, Equal, or Buydown loans, when a payment change
                                    occurs, this is the scheduled payment

New Loan Rate                For ARM loans, when the gross interest rate change occurs,
                                    this is the scheduled rate

Index Rate                          For ARM loans, the index rate used in calculating the new
gross interest rate

Remaining Term               For ARM loans, the number of months left on the loan used
to determine the new P&I amount

Liquidation Amount                  The payoff amount of the loan

Action Code                         For delinquent loans:
                                    12 -- Relief Provisions
                                    15 -- Bankruptcy/Litigation
                                    20 -- Referred for Deed-in-lieu, short sale
                                    30 -- Referred to attorney to begin foreclosure
                                    60 -- Loan Paid in full
                                    70 -- Real Estate Owned

Scheduled Principal                 Amount of principal from borrower payment due to
bondholder

Scheduled Interest                  Amount of interest from borrower payment due to bondholder

Scheduled Ending Balance            Ending scheduled balance of loan

FILLER                       Should be filled with spaces













                                                   EXHIBIT F

                                      REPORTING DATA FOR DEFAULTED LOANS

Data must be  submitted  to Wells  Fargo Bank in an Excel  spreadsheet  format  with fixed field names and data
type.  The Excel spreadsheet should be used as a template consistently every month when submitting data.

Table: Delinquency

        Name                                       Type                          Size
        Servicer Loan #                            Number (Double)                  8
        Investor Loan #                            Number (Double)                  8
        Borrower Name                              Text                            20
        Address                                    Text                            30
        State                                      Text                             2
        Due Date                                   Date/Time                        8
        Action Code                                Text                             2
        FC Received                                Date/Time                        8
        File Referred to Atty                      Date/Time                        8
        NOD                                        Date/Time                        8
        Complaint Filed                            Date/Time                        8
        Sale Published                             Date/Time                        8
        Target Sale Date                           Date/Time                        8
        Actual Sale Date                           Date/Time                        8
        Loss Mit Approval Date                     Date/Time                        8
        Loss Mit Type                              Text                             5
        Loss Mit Estimated Completion Date         Date/Time                        8
        Loss Mit Actual Completion Date            Date/Time                        8
        Loss Mit Broken Plan Date                  Date/Time                        8
        BK Chapter                                 Text                             6
        BK Filed Date                              Date/Time                        8
        Post Petition Due                          Date/Time                        8
        Motion for Relief                          Date/Time                        8
        Lift of Stay                               Date/Time                        8
        RFD                                        Text                            10
        Occupant Code                              Text                            10
        Eviction Start Date                        Date/Time                        8
        Eviction Completed Date                    Date/Time                        8
        List Price                                 Currency                         8
        List Date                                  Date/Time                        8
        Accepted Offer Price                       Currency                         8
        Accepted Offer Date                        Date/Time                        8
        Estimated REO Closing Date                 Date/Time                        8
        Actual REO Sale Date                       Date/Time                        8

?   Items in bold are MANDATORY FIELDS.  We must receive  information in those fields every month in order for
    your file to be accepted.





The Action Code Field  should show the  applicable  numeric  code to  indicate  that a special  action is being
taken.  The Action Codes are the following:

           12-Relief Provisions
           15-Bankruptcy/Litigation
           20-Referred for Deed-in-Lieu
           30-Referred fore Foreclosure
           60-Payoff
           65-Repurchase
           70-REO-Held for Sale
           71-Third Party Sale/Condemnation
           72-REO-Pending Conveyance-Pool Insurance claim filed

Wells Fargo Bank will accept  alternative  Action Codes to those above,  provided that the Codes are consistent
with  industry  standards.  If Action  Codes other than those above are used,  the  Servicer  must supply Wells
Fargo Bank with a description of each of the Action Codes prior to sending the file.

Description of Action Codes:
Action  Code 12 - To report a  Mortgage  Loan for which the  Borrower  has been  granted  relief  for  curing a
delinquency.  The Action Date is the date the relief is expected to end.  For military  indulgence,  it will be
three months after the Borrower's discharge from military service.

Action Code 15 - To report the Borrower's  filing for  bankruptcy or instituting  some other type of litigation
that will  prevent or delay  liquidation  of the  Mortgage  Loan.  The Action Date will be either the date that
any repayment plan (or  forbearance)  instituted by the bankruptcy  court will expire or an additional  date by
which the litigation should be resolved.

Action Code 20 - To report that the Borrower has agreed to a  deed-in-lieu  or an  assignment  of the property.
The Action Date is the date the Servicer decided to pursue a deed-in-lieu or the assignment.

Action Code 30 - To report that the  decision has been made to foreclose  the  Mortgage  Loan.  The Action Date
is the date the Servicer referred the case to the foreclosure attorney.

Action Code 60 - To report that a Mortgage  Loan has been paid in full  either at, or prior to,  maturity.  The
Action Date is the date the pay-off funds were remitted to the Master Servicer.

Action Code 65 - To report that the Servicer is  repurchasing  the Mortgage  Loan.  The Action Date is the date
the repurchase proceeds were remitted to the Master Servicer.

Action Code 70 - To report that a Mortgage Loan has been  foreclosed or a deed-in-lieu  of foreclosure has been
accepted,  and the  Servicer,  on behalf of the owner of the Mortgage  Loan,  has acquired the property and may
dispose of it. The Action Date is the date of the  foreclosure  sale or, for  deeds-in-lieu,  the date the deed
is recorded on behalf of the owner of the Mortgage Loan.

Action Code 71 - To report that a Mortgage Loan has been  foreclosed  and a third party  acquired the property,
or a total  condemnation of the property has occurred.  The Action Date is the date of the foreclosure  sale or
the date the condemnation award was received.

Action Code 72 - To report that a Mortgage Loan has been foreclosed,  or a deed-in-lieu has been accepted,  and
the property may be conveyed to the mortgage  insurer and the pool insurance  claim has been filed.  The Action
Date is the date of the  foreclosure  sale,  or,  for  deeds-in-lieu,  the  date of the  deed for  conventional
mortgages.

The Loss Mit Type field should show the approved Loss Mitigation arrangement.  The following are acceptable:

        ASUM-     Approved Assumption
        BAP-      Borrower Assistance Program
        CO-       Charge Off
        DIL-      Deed-in-Lieu
        FFA-      Formal Forbearance Agreement
        MOD-      Loan Modification
        PRE-      Pre-Sale
        SS-       Short Sale
        MISC-     Anything else approved by the PMI or Pool Insurer

Wells  Fargo  Bank will  accept  alternative  Loss  Mitigation  Types to those  above,  provided  that they are
consistent  with industry  standards.  If Loss  Mitigation  Types other than those above are used, the Servicer
must  supply  Wells Fargo Bank with a  description  of each of the Loss  Mitigation  Types prior to sending the
file.


The Occupant Code field should show the current status of the property.  The acceptable codes are:
        Mortgagor
        Tenant
        Unknown
        Vacant




                                             AMENDMENT NUMBER ONE
                                                    to the

                                            SUBSERVICING AGREEMENT

                                          Dated as of January 1, 2006

                                                    between

                                           EMC MORTGAGE CORPORATION,
                                                   as Owner

                                                      and

                         EVERHOME MORTGAGE COMPANY (F/K/A ALLIANCE MORTGAGE COMPANY),
                                                  as Servicer

        This AMENDMENT  NUMBER ONE (this  "Amendment") is made and entered into this 1st day of January,  2006,
by and between EMC Mortgage Corporation,  a Delaware corporation,  as owner (the "Owner") and Everhome Mortgage
Company (f/k/a Alliance  Mortgage  Company),  as servicer (the  "Servicer") in connection with the Subservicing
Agreement,  dated as of August 1, 2002, between the above mentioned parties (the  "Agreement").  This Amendment
is made pursuant to Section 11.02 of the Agreement.

                                                   RECITALS

        WHEREAS, the parties hereto have entered into the Agreement;

        WHEREAS, the Agreement provides that the parties thereto may enter into an amendment to the Agreement;

        WHEREAS, the parties hereto desire to amend the Agreement as set forth in this Amendment; and

        NOW,  THEREFORE,  in consideration of the premises and for other good and valuable  consideration,  the
receipt and sufficiency of which is hereby acknowledged, the parties hereto agree as follows:

        1.     Capitalized  terms used herein and not defined  herein shall have the meanings  assigned to such
terms in the Agreement.

        2.     Article I of the  Agreement  is hereby  amended  effective  as of the date  hereof by adding the
following definitions to Section 1.01:

        Commission or SEC:  The Securities and Exchange Commission.

        Depositor:  The depositor,  as such term is defined in Regulation AB, with respect to any  Pass-Through
Transfer.

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

        Prepayment  Charge:  Any  prepayment  premium,  penalty or charge  payable by a Mortgagor in connection
with any Principal Prepayment on a Mortgage Loan pursuant to the terms of the related Mortgage Note.

        Regulation   AB:   Subpart   229.1100  -  Asset   Backed   Securities   (Regulation   AB),   17  C.F.R.
§§229.1100-229.1123,  as amended from time to time, and subject to such  clarification  and  interpretation  as
have been provided by the Commission in the adopting release (Asset-Backed  Securities,  Securities Act Release
No.  33-8518,  70 Fed.  Reg.  1,506,  1,531  (Jan.  7, 2005)) or by the staff of the  Commission,  or as may be
provided by the Commission or its staff from time to time.

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

        Servicing  Criteria:  As of any date of  determination,  the  "servicing  criteria"  set  forth in Item
1122(d) of Regulation  AB, or any amendments  thereto,  a summary of the  requirements  of which as of the date
hereof is  attached  hereto as Exhibit I for  convenience  of  reference  only.  In the event of a conflict  or
inconsistency  between the terms of Exhibit I and the text of Item 1122(d) of  Regulation  AB, the text of Item
1122(d) of  Regulation  AB shall  control (or those  Servicing  Criteria  otherwise  mutually  agreed to by the
Owner,  the  Servicer  and any Person that will be  responsible  for signing any  Sarbanes  Certification  with
respect to a Pass-Through  Transfer in response to evolving  interpretations  of Regulation AB and incorporated
into a revised Exhibit I).

        Subcontractor:  Any  vendor,  subcontractor  or other  Person that is not  responsible  for the overall
servicing (as "servicing" is commonly understood by participants in the  mortgage-backed  securities market) of
Mortgage  Loans but performs one or more  discrete  functions  identified in Item 1122(d) of Regulation AB with
respect to Mortgage Loans under the direction or authority of the Servicer or a Subservicer.

        Subservicer:  Any Person that services  Mortgage Loans on behalf of the Servicer or any Subservicer and
is  responsible  for the  performance  (whether  directly  or  through  Subservicers  or  Subcontractors)  of a
substantial  portion of the material  servicing  functions  required to be performed by the Servicer under this
Agreement or any  Reconstitution  Agreement  related  thereto that are identified in Item 1122(d) of Regulation
AB.

        3.     Article I of the  Agreement  is hereby  amended  effective as of the date hereof by deleting the
definition of Pass-Through Transfer in Section 1.01 and replacing it with the following:

        Pass-Through  Transfer: Any transaction involving either (1) a sale or other transfer of some or all of
the Mortgage  Loans  directly or  indirectly to an issuing  entity in  connection  with an issuance of publicly
offered or  privately  placed,  rated or unrated  mortgage-backed  securities  or (2) an  issuance  of publicly
offered or privately placed,  rated or unrated  securities,  the payments on which are determined  primarily by
reference to one or more portfolios of residential  mortgage loans consisting,  in whole or in part, of some or
all of the Mortgage Loans.

        4.     Article I of the  Agreement  is hereby  amended  effective as of the date hereof by deleting the
definition of Principal Prepayment in Section 1.01 and replacing it with the following:

        Principal  Prepayment:  Any payment or other  recovery of principal on a Mortgage Loan full or partial,
which is  received in advance of its  scheduled  Due Date,  including  any  Prepayment  Charge and which is not
accompanied by an amount of interest  representing  scheduled interest due on any date or dates in any month or
months subsequent to the month of prepayment.

        5.     Article III of the  Agreement  is hereby  amended  effective as of the date hereof by adding the
following after clause (h):

        (i)    Servicer  has  delivered  to the Owner  financial  statements  of its  parent,  for its last two
complete fiscal years. All such financial  information  fairly presents the pertinent results of operations and
financial  position  for the period  identified  and has been  prepared in  accordance  with GAAP  consistently
applied  throughout the periods  involved,  except as set forth in the notes thereto.  There has been no change
in the servicing policies and procedures,  business, operations,  financial condition,  properties or assets of
the Servicer since the date of the Servicer's  financial  information that would reasonably be expected to have
a material adverse effect on its ability to perform its obligations under this Agreement;

        (j)    As of the date of each Pass-Through  Transfer, and except as has been otherwise disclosed to the
Owner,  the Master  Servicer and any Depositor:  (1) the Servicer is not aware and has not received notice that
any default or servicing related  performance  trigger has occurred as to any other  securitization  due to any
act or failure to act of the Servicer;  (2) no material  noncompliance with applicable servicing criteria as to
any other  securitization  has been  disclosed  or  reported by the  Servicer;  (3) the  Servicer  has not been
terminated as servicer in a residential mortgage loan  securitization,  either due to a servicing default or to
application of a servicing  performance test or trigger;  (4) no material  changes to the Servicer's  servicing
policies and procedures for similar loans has occurred in the preceding  three years;  (5) there are no aspects
of the  Servicer's  financial  condition that could have a material  adverse  impact on the  performance by the
Servicer  of  its  obligations  hereunder;  (6)  there  are  no  legal  proceedings  pending,  or  known  to be
contemplated  by  governmental  authorities,  against the  Servicer  that could be material to investors in the
securities  issued  in such  Pass-Through  Transfer;  and  (7)  there  are no  affiliations,  relationships  or
transactions relating to the Servicer of a type that are described under Item 1119 of Regulation AB.

        (k)    If so requested  by the Owner or any  Depositor on any date,  the  Servicer  shall,  within five
Business Days following  such request,  confirm in writing the accuracy of the  representations  and warranties
set forth in clause (j) of this Article or, if any such  representation  and warranty is not accurate as of the
date of such  request,  provide  reasonably  adequate  disclosure of the pertinent  facts,  in writing,  to the
requesting party.

        (l)    Notwithstanding  anything to the contrary in the  Agreement,  the Servicer shall (or shall cause
each  Subservicer  to) (i)  immediately  notify the Owner,  the Master Servicer and any Depositor in writing of
(A) any material  litigation or governmental  proceedings  pending against the Servicer or any Subservicer of a
type  contemplated by Item 1117 of Regulation AB, (B) any affiliations or relationships  that develop following
the closing date of a  Pass-Through  Transfer  between the Servicer or any  Subservicer  and any of the parties
specified in clause (7) of paragraph  (j) of this Article (and any other  parties  identified in writing by the
requesting  party)  with  respect  to  such  Pass-Through  Transfer  of a type  contemplated  by  Item  1119 of
Regulation  AB, (C) any Event of Default  under the terms of this  Agreement or any  Reconstitution  Agreement,
(D) any merger,  consolidation or sale of substantially  all of the assets of the Servicer,  except as provided
in clause (m) below,  and (E) the  Servicer's  entry into an agreement  with a Subservicer to perform or assist
in the performance of any of the Servicer's  material  obligations  under this Agreement or any  Reconstitution
Agreement  related  thereto and (ii) provide to the Owner and any Depositor a description of such  proceedings,
affiliations or relationships.

        All  notification  pursuant to this clause (l), other than those pursuant to (l)(i)(A),  should be sent
to:

        EMC Mortgage Corporation
        2780 Lake Vista Drive
        Lewisville, TX 75067-3884
        Attention:  Conduit Seller Approval Dept.
        Facsimile:  (214) 626-3751
        Email:  sellerapproval@bear.com

        With a copy to:

        Bear, Stearns & Co. Inc.
        383 Madison Avenue, 3rd Floor
        New, York, NY 10179
        Attention:  Global Credit Administration
        Facsimile:  (212) 272-6564

        Notifications pursuant to (l)(i)(A) should be sent to:

        EMC Mortgage Corporation
        Two Mac Arthur Ridge
        909 Hidden Ridge Drive, Suite 200
        Irving, TX 75038
        Attention:  Associate General Counsel for Loan Administration
        Facsimile:  (972) 831-2555

        With copies to:

        Bear, Stearns & Co. Inc.
        383 Madison Avenue, 3rd Floor
        New, York, NY 10179
        Attention:  Global Credit Administration
        Facsimile:  (212) 272-6564

        EMC Mortgage Corporation
        2780 Lake Vista Drive
        Lewisville, TX 75067-3884
        Attention:  Conduit Seller Approval Dept.
        Facsimile:  (214) 626-3751
        Email:  sellerapproval@bear.com

        (m)    As a condition to the  succession to the Servicer or any  Subservicer as servicer or subservicer
under  this  Agreement  or any  Reconstitution  Agreement  related  thereto  by any  Person  (i) into which the
Servicer or such  Subservicer may be merged or  consolidated,  or (ii) which may be appointed as a successor to
the  Servicer  or any  Subservicer,  the  Servicer  shall  provide to the Owner,  the Master  Servicer  and any
Depositor,  at least 15 calendar  days prior to the  effective  date of such  succession  or  appointment,  (x)
written notice to the Owner,  the Master  Servicer and any Depositor of such  succession or appointment and (y)
in writing  and in form and  substance  reasonably  satisfactory  to the Owner,  the Master  Servicer  and such
Depositor,  all information  reasonably  requested by the Owner,  the Master Servicer or any Depositor in order
to comply with its reporting  obligation  under Item 6.02 of Form 8-K with respect to any class of asset-backed
securities.

        6.     Article IV of the  Agreement  is hereby  amended  effective  as of the date hereof by adding the
following after the first sentence of Section 4.01:

        In addition,  the Servicer  shall furnish  information  regarding the borrower  credit files related to
such  Mortgage  Loan to  credit  reporting  agencies  in  compliance  with the  provisions  of the Fair  Credit
Reporting Act and the applicable implementing regulations.
        7.     Article IV of the  Agreement  is hereby  amended  effective  as of the date hereof by adding the
following as the last paragraph of Section 4.02:

        The Servicer shall not waive any Prepayment Charge unless:  (i) the  enforceability  thereof shall have
been  limited  by  bankruptcy,  insolvency,  moratorium,  receivership  and  other  similar  laws  relating  to
creditors' rights generally,  (ii) the enforcement  thereof is illegal,  or any local,  state or federal agency
has  threatened  legal  action  if the  Prepayment  Charge  is  enforced,  (iii)  the  mortgage  debt  has been
accelerated in connection with a foreclosure or other  involuntary  payment or (iv) such waiver is standard and
customary in servicing  similar  Mortgage  Loans and relates to a default or a reasonably  foreseeable  default
and would,  in the  reasonable  judgment  of the  Servicer,  maximize  recovery of total  proceeds  taking into
account the value of such Prepayment  Charge and the related  Mortgage Loan. If a Prepayment  Charge is waived,
but does not meet the  standards  described  above,  then the  Servicer  is  required to pay the amount of such
waived Prepayment Charge by remitting such amount to the Owner by the Remittance Date.

        8.     Article IV of the  Agreement is hereby  amended  effective as of the date hereof by revising the
first paragraph of Section 4.03 by adding the following after the first sentence:

        In  determining  the  delinquency  status of any  Mortgage  Loan,  the  Servicer  will use  delinquency
recognition  policies as described to and approved by the Owner,  and shall revise these  policies as requested
by the Owner from time to time.

        9.     Article V of the  Agreement  is  hereby  amended  effective  as of the date  hereof by  deleting
Section 5.02 in its entirety and replacing it with the following:

        Section 5.02  Statements to the Owner.

        The Servicer shall furnish to Owner an individual  Mortgage Loan accounting report (a "Report"),  as of
the last Business Day of each month,  in the  Servicer's  assigned loan number order to document  Mortgage Loan
payment  activity on an  individual  Mortgage  Loan basis.  With  respect to each month,  such Report  shall be
received by the Owner no later than the fifth  Business  Day of the month of the related  Remittance  Date on a
disk or tape or other  computer-readable  format in such  format  as may be  mutually  agreed  upon by both the
Owner and the Servicer, and in hard copy, which Report shall contain the following:

        (i)    with respect to each  Mortgage  Loan and each  Monthly  Payment,  the amount of such  remittance
allocable to principal  (including a separate  breakdown of any  Principal  Prepayment,  including  the date of
such  prepayment,  and any  prepayment  penalties  or  premiums,  along with a detailed  report of  interest on
principal prepayment amounts remitted in accordance with Section 4.04);

        (ii)   with respect to each  Mortgage  Loan and each  Monthly  Payment,  the amount of such  remittance
allocable to interest;

        (iii)  with  respect to each  Mortgage  Loan,  the amount of  servicing  compensation  received  by the
Servicer during the prior distribution period;

        (iv)   the Stated Principal  Balance of each Mortgage Loan and the aggregate  Stated Principal  Balance
of all  Mortgage  Loans as of the first day of the  distribution  period  and the last day of the  distribution
period;

        (v)    with respect to each Mortgage Loan, the current Mortgage Interest Rate;

        (vi)   with  respect  to  each  Mortgage  Loan,  the  aggregate  amount  of  any  Insurance   Proceeds,
Condemnation   Proceeds,   Liquidation  Proceeds  and  REO  Disposition  Proceeds  received  during  the  prior
distribution period;

        (vii)  with respect to each Mortgage  Loan, the amount of any Prepayment  Interest  Shortfalls  paid by
the Servicer in accordance with Section 4.04(ix) during the prior distribution period;

        (viii) the beginning and ending balances of the Custodial Account and Escrow Account;

        (ix)   the number of Mortgage Loans as of the first day of the distribution  period and the last day of
the distribution period;

        (x)    with respect to each  Mortgage  Loan,  the Stated  Principal  Balance of each  Mortgage Loan (a)
delinquent as grouped in the following  intervals  through final  liquidation  of such Mortgage  Loan: 30 to 59
days,  60 to 89 days,  90 days or more;  (b) as to which  foreclosure  has  commenced;  and (c) as to which REO
Property has been acquired;

        (xi)   with respect to each  Mortgage  Loan,  the amount and severity of any  realized  loss  following
liquidation of such Mortgage Loan;

        (xii)  with respect to each Mortgage Loan, and in the aggregate for all Mortgage  Loans,  the amount of
any Monthly Advances made by the Servicer during the prior distribution period;

        (xiii) with  respect to each  Mortgage  Loan,  a  description  of any  Servicing  Advances  made by the
Servicer with respect to such Mortgage Loan including the amount,  terms and general  purpose of such Servicing
Advances,  and the aggregate amount of Servicing  Advances for all Mortgage Loans during the prior distribution
period;

        (xiv)  with respect to each Mortgage  Loan, a description  of any  Nonrecoverable  Advances made by the
Servicer  with  respect  to such  Mortgage  Loan  including  the  amount,  terms and  general  purpose  of such
Nonrecoverable  Advances,  and the aggregate  amount of  Nonrecoverable  Advances for all Mortgage Loans during
the prior distribution period;

        (xv)   with respect to each Mortgage Loan, a description of any Monthly  Advances,  Servicing  Advances
and  Nonrecoverable  Advances  reimbursed  to the Servicer  with respect to such Mortgage Loan during the prior
distribution  period  pursuant  to  Section  4.05,  and the  source  of funds for such  reimbursement,  and the
aggregate amount of any Monthly Advances,  Servicing  Advances and  Nonrecoverable  Advances  reimbursed to the
Servicer for all Mortgage Loans during the prior distribution period pursuant to Section 4.05;

        (xvi)  with respect to any Mortgage  Loan, a description of any material  modifications,  extensions or
waivers to the terms, fees,  penalties or payments of such Mortgage Loan during the prior  distribution  period
or that have cumulatively become material over time;

        (xvii) a description of any material  breach of a  representation  or warranty set forth in Article III
herein or of any other breach of a covenant or condition  contained  herein and the status of any resolution of
such breach;

        (xviii)with respect to each Mortgage Loan,  the Stated  Principal  Balance of any  substitute  Mortgage
Loan provided by the related  originator  and the Stated  Principal  Balance of any Mortgage Loan that has been
replaced by a substitute Mortgage Loan; and

        (xix)  with respect to each Mortgage Loan, the Stated  Principal  Balance of any Mortgage Loan that has
been repurchased by the related originator.

        In addition,  the Servicer shall provide to the Owner such other  information known or available to the
Servicer,  without  unreasonable  effort or expense unless  participants in the asset-backed  securities market
reasonably  consider  such item  standard,  that is  necessary  in order to provide the  distribution  and pool
performance  information  as  required  under  Item 1121 of  Regulation  AB, as amended  from time to time,  as
determined by the Owner in its sole commercially  reasonable  discretion.  The Servicer shall also provide with
each  such  Report a  monthly  report,  in the form of  Exhibit E hereto,  or such  other  form as is  mutually
acceptable to the company,  the Purchaser and the Master  Servicer,  Exhibit F with respect to defaulted  loans
and Exhibit L, with respect to realized losses and gains, in electronic tape form.

        The Servicer shall prepare and file any and all information  statements or other filings required to be
delivered to any  governmental  taxing authority or to Owner pursuant to any applicable law with respect to the
Mortgage Loans and the transactions  contemplated  hereby.  In addition,  the Servicer shall provide Owner with
such  information  concerning  the Mortgage  Loans to the extent known or reasonably  available to the Servicer
and as is necessary  for Owner to prepare its federal  income tax return as Owner may  reasonably  request from
time to time.

        In addition,  not more than sixty (60) days after the end of each  calendar  year,  the Servicer  shall
furnish  to each  Person  who was an Owner  at any time  during  such  calendar  year an  annual  statement  in
accordance  with the  requirements  of applicable  federal income tax law as to the aggregate of remittances of
principal and interest for the applicable portion of such year.

        10.    Article VI of the  Agreement  is hereby  amended  effective  as of the date  hereof by  deleting
Section 6.04 in its entirety and replacing it with the following:

        Section 6.04  Annual Statement as to Compliance; Annual Certification.

        (a)    The  Servicer  will  deliver to the Owner and the Master  Servicer,  not later than March 1st of
each calendar year beginning in 2007, an Officers'  Certificate (an "Annual Statement of Compliance")  stating,
as to each  signatory  thereof,  that (i) a review of the  activities  of the  Servicer  during  the  preceding
calendar year and of performance  under this Agreement or other  applicable  servicing  agreement has been made
under such officers'  supervision and (ii) to the best of such officers'  knowledge,  based on such review, the
Servicer has fulfilled all of its obligations under this Agreement or other applicable  servicing  agreement in
all material  respects  throughout such year, or, if there has been a failure to fulfill any such obligation in
any material  respect,  specifying  each such  failure  known to such officer and the nature and status of cure
provisions  thereof.  Such Annual  Statement of Compliance  shall contain no restrictions or limitations on its
use to the extent used in connection  with a  Pass-Through  Transfer for  compliance  with  Regulation AB or as
otherwise  required  by law.  Copies of such  statement  shall be  provided  by the  Servicer to the Owner upon
request and by the Owner to any Person  identified as a  prospective  purchaser of the Mortgage  Loans.  In the
event that the Servicer has delegated any servicing  responsibilities  with respect to the Mortgage  Loans to a
Subservicer,  the  Servicer  shall  deliver  an  officer's  certificate  (an  "Annual  Certification")  of  the
Subservicer as described above as to each  Subservicer  with respect to the applicable  Mortgage Loans and such
servicing responsibilities as and when required with respect to the Servicer.

        (b)    With respect to any Mortgage  Loans that are the subject of a  Pass-Through  Transfer,  by March
1st of each  calendar year  beginning in 2007,  an officer of the Servicer  shall execute and deliver an Annual
Certification to the Owner,  the Master Servicer and any related  Depositor for the benefit of each such entity
and such  entity's  affiliates  and the  officers,  directors  and agents of any such entity and such  entity's
affiliates,  in the form  attached  hereto as Exhibit  G. In the event  that the  Servicer  has  delegated  any
servicing  responsibilities with respect to the Mortgage Loans to a Subservicer,  the Servicer shall deliver an
Annual  Certification  of the  Subservicer  as  described  above as to each  Subservicer  with  respect  to the
applicable  Mortgage  Loans and such  servicing  responsibilities  as and when  required  with  respect  to the
Servicer.

        (c)    If  the  Servicer  cannot  deliver  the  related  Annual   Statement  of  Compliance  or  Annual
Certification  by March 1st of such  year,  the Owner,  at its sole  option,  may permit a cure  period for the
Servicer to deliver such Annual  Statement of  Compliance or Annual  Certification,  but in no event later than
March 10th of such year.

        Failure of the  Servicer to timely  comply with this  Section 6.04 shall be deemed an Event of Default,
automatically,  without  notice and without any cure  period,  unless  otherwise  agreed to by the Owner as set
forth in Section  6.04(c),  and Owner may, in addition to whatever rights the Owner may have under Section 8.01
and at law or equity or to damages,  including  injunctive relief and specific  performance,  terminate all the
rights and  obligations  of the Servicer under this Agreement and in and to the Mortgage Loans and the proceeds
thereof  without  compensating  the  Servicer  for the same,  as provided in Section  9.01 (except the Servicer
shall be entitled to any  reimbursements  set forth in the  Agreement).  Such  termination  shall be considered
with cause pursuant to Section 10.01 of this  Agreement.  This paragraph  shall  supercede any other  provision
in this Agreement or any other agreement to the contrary.

        11.    Article VI of the  Agreement  is hereby  amended  effective  as of the date  hereof by  deleting
Section 6.05 in its entirety and replacing it with the following:

        Section 6.05  [Reserved].

        12.    Article VI of the  Agreement  is hereby  amended  effective  as of the date hereof by adding the
following new Section 6.09:

        Section 6.09  Assessment of Compliance with Servicing Criteria.

        On and after  January  1, 2006,  the  Servicer  shall  service  and  administer,  and shall  cause each
subservicer to servicer or administer,  the Mortgage Loans in accordance  with all applicable  requirements  of
the Servicing Criteria.

        With respect to any Mortgage Loans that are the subject of a Pass-Through  Transfer, the Servicer shall
deliver to the Owner or its  designee,  the Master  Servicer  and any  Depositor on or before March 1st of each
calendar year  beginning in 2007, a report (an  "Assessment  of  Compliance")  reasonably  satisfactory  to the
Owner,  the Master  Servicer and any Depositor  regarding  the  Servicer's  assessment  of compliance  with the
Servicing  Criteria  during the preceding  calendar year as required by Rules 13a-18 and 15d-18 of the Exchange
Act and Item 1122 of Regulation AB, or as otherwise  reasonably  required by the Master  Servicer,  which as of
the date hereof, require a report by an authorized officer of the Servicer that contains the following:

        (a)    A statement by such officer of its  responsibility  for assessing  compliance with the Servicing
Criteria applicable to the Servicer;

        (b)    A statement by such officer that such officer used the Servicing  Criteria to assess  compliance
with the Servicing Criteria applicable to the Servicer;

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

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

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

        Such report at a minimum  shall  address each of the Servicing  Criteria  specified on a  certification
substantially  in the form of Exhibit K hereto delivered to the Owner  concurrently  with the execution of this
Agreement.

        With respect to any Mortgage Loans that are the subject of a Pass-Through  Transfer, on or before March
1st of each  calendar year  beginning in 2007,  the Servicer  shall  furnish to the Owner or its designee,  the
Master Servicer and any Depositor a report (an  "Attestation  Report") by a registered  public  accounting firm
that  attests to, and reports on, the  Assessment  of  Compliance  made by the  Servicer,  as required by Rules
13a-18 and 15d-18 of the Exchange Act and Item 1122(b) of Regulation  AB, or as otherwise  reasonably  required
by the Master  Servicer,  which  Attestation  Report must be made in accordance  with standards for attestation
reports issued or adopted by the Public Company Accounting Oversight Board.

        The Servicer shall cause each Subservicer,  and each Subcontractor  determined by the Servicer pursuant
to  Section  11.15  to be  "participating  in the  servicing  function"  within  the  meaning  of Item  1122 of
Regulation AB, to deliver to the Owner,  the Master  Servicer and any Depositor an assessment of compliance and
accountants' attestation as and when provided in Section 6.09.

        If the Servicer cannot deliver the related  Assessment of Compliance or Attestation Report by March 1st
of such year,  the Owner,  at its sole  option,  may permit a cure  period  for the  Servicer  to deliver  such
Assessment of Compliance or Attestation Report, but in no event later than March 10th of such year.

        Failure of the  Servicer to timely  comply with this  Section 6.09 shall be deemed an Event of Default,
automatically,  without  notice  and  without  any cure  period,  unless  otherwise  agreed  to by the Owner as
described  herein,  and Owner may, in addition to whatever  rights the Owner may have under Section 8.01 and at
law or equity or to damages,  including  injunctive relief and specific  performance,  terminate all the rights
and  obligations  of the  Servicer  under this  Agreement  and in and to the  Mortgage  Loans and the  proceeds
thereof  without  compensating  the  Servicer  for the same,  as provided in Section  9.01 (except the Servicer
shall be entitled to any  reimbursements  set forth in the  Agreement).  Such  termination  shall be considered
with cause pursuant to Section 10.01 of this  Agreement.  This paragraph  shall  supercede any other  provision
in this Agreement or any other agreement to the contrary.

        13.    Article VI of the  Agreement  is hereby  amended  effective  as of the date hereof by adding the
following new Section 6.08:

        Section 6.10  Intent of the Parties; Reasonableness.

        The Owner and the Servicer  acknowledge  and agree that a purpose of clause (j) of Article  III,  5.02,
6.04,  6.09 and 10.02 of this  Agreement is to facilitate  compliance  by the Owner and any Depositor  with the
provisions of  Regulation  AB and related  rules and  regulations  of the  Commission.  None of the Owner,  the
Master  Servicer  or any  Depositor  shall  exercise  its right to request  delivery  of  information  or other
performance  under these  provisions  other than in good faith,  or for purposes other than compliance with the
Securities  Act, the Exchange Act and the rules and  regulations  of the  Commission  thereunder.  The Servicer
acknowledges  that  interpretations  of the requirements of Regulation AB may change over time,  whether due to
interpretive  guidance  provided  by  the  Commission  or  its  staff,  consensus  among  participants  in  the
asset-backed  securities  markets,  advice of  counsel,  or  otherwise,  and agrees to comply  with  reasonable
requests made by the Owner or any Depositor in good faith for delivery of  information  under these  provisions
on the basis of evolving  interpretations of Regulation AB. In connection with any Pass-Through  Transfer,  the
Servicer  shall  cooperate  fully with the Owner to deliver to the Owner  (including  any of its  assignees  or
designees)  and  any  Depositor,  any  and all  statements,  reports,  certifications,  records  and any  other
information  necessary  in the good faith  determination  of the Owner or any  Depositor to permit the Owner or
such  Depositor to  reasonably  comply with the  provisions of Regulation  AB,  together with such  disclosures
relating to the Servicer,  any  Subservicer  and the Mortgage  Loans,  or the servicing of the Mortgage  Loans,
reasonably believed by the Owner or any Depositor to be necessary in order to effect such compliance.

        14.    Article IX of the  Agreement is hereby  amended  effective as of the date hereof by deleting the
first sentence of the last paragraph of Section 9.01 and replacing it with the following:

        then,  and in each and every such case,  so long as an Event of Default  shall not have been  remedied,
the Owner, by notice in writing to the Servicer (or as otherwise stated herein,  in which case,  automatically
and without  notice)  may, in addition to whatever  rights the Owner may have under  Section 8.01 and at law or
equity or to damages,  including  injunctive  relief and  specific  performance,  terminate  all the rights and
obligations  of the  Servicer  (and if the Servicer is servicing  any of the Mortgage  Loans in a  Pass-Through
Transfer,  appoint a successor  servicer  reasonably  acceptable to the Master  Servicer for such  Pass-Through
Transfer) under this Agreement and in and to the Mortgage Loans and the proceeds  thereof without  compensating
the Servicer for the same.

        15.    Article IX of the  Agreement  is hereby  amended  effective  as of the date hereof by adding the
following at the end of the last paragraph of Section 9.01:

        The  Servicer  shall  promptly  reimburse  the Owner (or any  designee  of the Owner,  such as a master
servicer)  and any  Depositor,  as  applicable,  for all  reasonable  expenses  incurred  by the Owner (or such
designee) or such  Depositor,  as such are incurred,  in  connection  with the  termination  of the Servicer as
servicer and the transfer of servicing of the Mortgage  Loans to a successor  servicer.  The provisions of this
paragraph  shall not limit whatever  rights the Owner or any Depositor may have under other  provisions of this
Agreement  and/or any applicable  Reconstitution  Agreement or otherwise,  whether in equity or at law, such as
an action for damages, specific performance or injunctive relief.

        16.    Article X of the  Agreement  is hereby  amended  effective  as of the date  hereof by  restating
Section 10.02 in its entirety as follows:

        Section 10.02.Cooperation of Servicer with a Reconstitution.

        The Servicer and the Owner agree that with  respect to some or all of the Mortgage  Loans,  on or after
the related  Closing  Date,  on one or more dates (each a  "Reconstitution  Date") at the Owner 's sole option,
the Owner may effect a sale (each,  a  "Reconstitution")  of some or all of the Mortgage  Loans then subject to
this Agreement, without recourse, to:

        (a)    one or more third party  purchasers in one or more in whole loan transfers  (each, a "Whole Loan
Transfer"); or

        (b)    one or more trusts or other entities to be formed as part of one or more Pass-Through Transfers.

        With respect to each Whole Loan Transfer or Pass-Through  Transfer, as the case may be, effected by the
Owner,  Owner (i) shall  reimburse  Servicer for all  reasonable  out-of-pocket  third party costs and expenses
related  thereto and (ii) shall pay  Servicer a  reasonable  amount  representing  time and effort  expended by
Servicer  related  thereto  (which  amount shall be  reasonably  agreed upon by Servicer and Owner prior to the
expenditure  of  such  time  and  effort);  provided,  however,  that  for  each  Whole  Loan  Transfer  and/or
Pass-Through  Transfer,  the sum of such amounts  described in subsections (i) and (ii) above shall in no event
exceed $5,000.  For purposes of this paragraph,  all Whole Loan Transfers  and/or  Pass-Through  Transfers made
to the same  entity  within  the  same  accounting  cycle  shall be  considered  one  Whole  Loan  Transfer  or
Pass-Through Transfer.

        The Servicer agrees to execute in connection  with any agreements  among the Owner,  the Servicer,  and
any servicer in connection with a Whole Loan Transfer,  an assignment,  assumption and  recognition  agreement,
or, at Owner's  request,  a seller's  warranties  and  servicing  agreement or a  participation  and  servicing
agreement or similar agreement in form and substance  reasonably  acceptable to the parties,  and in connection
with a Pass-Through  Transfer,  a pooling and servicing agreement in form and substance  reasonably  acceptable
to  the  parties,  (collectively  the  agreements  referred  to  herein  are  designated,  the  "Reconstitution
Agreements").  It is  understood  that  any  such  Reconstitution  Agreements  will  not  contain  any  greater
obligations  on the part of Servicer  than are  contained in this  Agreement.  Notwithstanding  anything to the
contrary in this Section 10.02,  the Servicer agrees that it is required to perform the  obligations  described
in Exhibit H hereto.

        With respect to each Whole Loan Transfer and each Pass-Through  Transfer entered into by the Owner, the
Servicer agrees (1) to reasonably  cooperate with the Owner and any  prospective  purchaser with respect to all
reasonable  requests  and due  diligence  procedures;  (2) to execute,  deliver and perform all  Reconstitution
Agreements  required by the Owner,  provided  the Servicer  had the ability to  negotiate  such  Reconstitution
Agreements in good faith; (3) to restate the  representations  and warranties set forth in this Agreement as of
the settlement or closing date in connection with such Reconstitution (each, a "Reconstitution Date").

        In addition,  the Servicer shall provide to such servicer or issuer,  as the case may be, and any other
participants in such Reconstitution:

        (i)    any and all  information and  appropriate  verification  of information  which may be reasonably
available to the Servicer,  whether through  letters of its auditors and counsel or otherwise,  as the Owner or
any such other participant shall request upon reasonable demand;

        (ii)   such  additional  representations,  warranties,  covenants,  opinions of counsel,  letters  from
auditors,  and  certificates of public  officials or officers of the Servicer as are reasonably  agreed upon by
the Servicer and the Owner or any such other participant;

        (iii)  within 5 Business Days after request by the Owner,  the information with respect to the Servicer
(as servicer) as required by Item 1108(b) and (c) of Regulation AB, a summary of the  requirements  of which as
of the date hereof is attached  hereto as Exhibit J for  convenience of reference  only, as determined by Owner
in its sole  commercially  reasonable  discretion.  In the event that the Servicer has  delegated any servicing
responsibilities  with  respect  to the  Mortgage  Loans to a  Subservicer,  the  Servicer  shall  provide  the
information required pursuant to this clause with respect to the Subservicer;

        (iv)   within 5 Business Days after request by the Owner,

               (a) information  regarding any legal proceedings  pending (or known to be contemplated)  against
        the Servicer (as servicer) and each  Subservicer  as required by Item 1117 of Regulation  AB, a summary
        of the  requirements  of which as of the date hereof is attached hereto as Exhibit J for convenience of
        reference only, as determined by Owner in its sole commercially reasonable discretion,

               (b)  information  regarding  affiliations  with respect to the Servicer (as  servicer)  and each
        Subservicer as required by Item 1119(a) of Regulation AB, a summary of the  requirements of which as of
        the date hereof is attached  hereto as Exhibit J for  convenience  of reference  only, as determined by
        Owner in its sole commercially reasonable discretion, and

               (c)  information  regarding  relationships  and  transactions  with  respect to the Servicer (as
        servicer) and each  Subservicer  as required by Item 1119(b) and (c) of Regulation AB, a summary of the
        requirements  of which as of the date  hereof is  attached  hereto  as  Exhibit  J for  convenience  of
        reference only, as determined by Owner in its sole commercially reasonable discretion; and

        (v) for the purpose of satisfying the reporting  obligation  under the Exchange Act with respect to any
class of asset-backed  securities,  the Servicer shall (or shall cause each  Subservicer to) (i) provide prompt
notice to the Owner,  the Master  Servicer  and any  Depositor  in writing of (A) any  material  litigation  or
governmental  proceedings  involving the Servicer or any  Subservicer  of a type  contemplated  by Item 1117 of
Regulation  AB,  (B)  any  affiliations  or  relationships  that  develop  following  the  closing  date  of  a
Pass-Through  Transfer  between the Servicer or any Subservicer and any of the parties  specified in clause (D)
of paragraph (a) of this Section (and any other parties  identified  in writing by the  requesting  party) with
respect to such  Pass-Through  Transfer of a type  contemplated by Item 1119 of Regulation AB, (C) any Event of
Default under the terms of this Agreement or any  Reconstitution  Agreement,  (D) any merger,  consolidation or
sale of  substantially  all of the assets of the Servicer,  and (E) the Servicer's entry into an agreement with
a Subservicer  to perform or assist in the  performance  of any of the Servicer's  material  obligations  under
this  Agreement  or any  Reconstitution  Agreement  related  thereto  and (ii)  provide  to the  Owner  and any
Depositor a description of such proceedings, affiliations or relationships;

        (vi) as a condition to the  succession to the Servicer or any  Subservicer  as servicer or  subservicer
under  this  Agreement  or any  Reconstitution  Agreement  related  thereto  by any  Person  (i) into which the
Servicer or such  Subservicer may be merged or  consolidated,  or (ii) which may be appointed as a successor to
the  Servicer  or any  Subservicer,  the  Servicer  shall  provide to the Owner,  the Master  Servicer  and any
Depositor,  at least 15 calendar  days prior to the  effective  date of such  succession  or  appointment,  (x)
written  notice to the Owner and any  Depositor of such  succession  or  appointment  and (y) in writing and in
form and  substance  reasonably  satisfactory  to the  Owner and such  Depositor,  all  information  reasonably
requested by the Owner or any  Depositor in order to comply with its  reporting  obligation  under Item 6.02 of
Form 8-K with respect to any class of asset-backed securities;

        (vii) in addition to such  information as the Servicer,  as servicer,  is obligated to provide pursuant
to other  provisions  of this  Agreement,  not later than ten days prior to the  deadline for the filing of any
distribution  report on Form 10-D in respect of any  Pass-Through  Transfer  that  includes any of the Mortgage
Loans serviced by the Servicer or any Subservicer,  the Servicer or such Subservicer, as applicable,  shall, to
the extent the Servicer or such  Subservicer  has knowledge,  provide to the party  responsible for filing such
report  (including,  if  applicable,  the Master  Servicer)  notice of the  occurrence  of any of the following
events along with all  information,  data, and materials  related  thereto as may be required to be included in
the related  distribution  report on Form 10-D (as  specified in the  provisions  of  Regulation  AB referenced
below):

                      (A)    any  material  modifications,  extensions  or waivers of pool asset  terms,  fees,
        penalties or payments during the  distribution  period or that have  cumulatively  become material over
        time (Item 1121(a)(11) of Regulation AB);

                      (B)    material  breaches of pool asset  representations  or  warranties  or  transaction
        covenants (Item 1121(a)(12) of Regulation AB); and

                      (C)    information  regarding new  asset-backed  securities  issuances backed by the same
        pool assets,  any pool asset  changes  (such as,  additions,  substitutions  or  repurchases),  and any
        material  changes in  origination,  underwriting or other criteria for acquisition or selection of pool
        assets (Item 1121(a)(14) of Regulation AB); and

        (viii) the Servicer shall provide to the Owner,  the Master  Servicer and any Depositor upon reasonable
request,  evidence of the authorization of the person signing any  certification or statement,  copies or other
evidence of Fidelity  Bond  Insurance  and Errors and Omission  Insurance  policy,  financial  information  and
reports,  and such other  information  related to the  Servicer  or any  Subservicer  or the  Servicer  or such
Subservicer's performance hereunder.

        In the  event of a  conflict  or  inconsistency  between  the  terms of  Exhibit  J and the text of the
applicable  Item of Regulation AB as cited above,  the text of  Regulation  AB, its adopting  release and other
public statements of the SEC shall control.

        The Servicer shall indemnify the Owner,  each affiliate of the Owner, and each of the following parties
participating in a Pass-Through  Transfer:  each sponsor and issuing entity;  each Person  (including,  but not
limited to, the Master Servicer,  if applicable)  responsible for the  preparation,  execution or filing of any
report required to be filed with the Commission with respect to such  Pass-Through  Transfer,  or for execution
of a  certification  pursuant to Rule 13a-14(d) or Rule  15d-14(d)  under the Exchange Act with respect to such
Pass-Through  Transfer;  each broker dealer acting as underwriter,  placement agent or initial purchaser,  each
Person who controls any of such parties or the  Depositor  (within the meaning of Section 15 of the  Securities
Act  and  Section  20 of the  Exchange  Act);  and the  respective  present  and  former  directors,  officers,
employees,  agents  and  affiliates  of each of the  foregoing  and of the  Depositor  (each,  an  "Indemnified
Party"), and shall hold each of them harmless from and against any claims, losses, damages,  penalties,  fines,
forfeitures,  legal fees and  expenses and related  costs,  judgments,  and any other costs,  fees and expenses
that any of them may sustain arising out of or based upon:

        (i)(A) any untrue  statement of a material fact  contained or alleged to be contained in any written or
electronic  information,  report,  certification,  data,  accountants'  letter or other  written or  electronic
material  provided  under this Section  10.02 by or on behalf of the Servicer,  or provided  under this Section
10.02 by or on behalf of any Subservicer or Subcontractor  (collectively,  the "Servicer Information"),  or (B)
the omission or alleged  omission to state in the Servicer  Information  a material  fact required to be stated
in the  Servicer  Information  or  necessary  in order  to make the  statements  therein,  in the  light of the
circumstances under which they were made, not misleading;  provided,  by way of clarification,  that clause (B)
of this  paragraph  shall be construed  solely by reference  to the Servicer  Information  and not to any other
information  communicated  in connection  with a sale or purchase of securities,  without regard to whether the
Servicer  Information  or any  portion  thereof  is  presented  together  with or  separately  from such  other
information;

        (ii) any breach by the Servicer of its  obligations  under this Section 10.02,  including  particularly
any  failure by the  Servicer,  any  Subservicer  or any  Subcontractor  to deliver  any  information,  report,
certification,  accountants' letter or other material when and as required under this Section 10.02,  including
any failure by the  Servicer to identify  pursuant to Section  11.15 any  Subcontractor  "participating  in the
servicing function" within the meaning of Item 1122 of Regulation AB;

        (iii) any breach by the  Servicer  of a  representation  or  warranty  set forth in Article III or in a
writing  furnished  pursuant to clause (k) of Article  III and made as of a date prior to the  closing  date of
the related  Pass-Through  Transfer,  to the extent that such breach is not cured by such closing  date, or any
breach by the  Servicer  of a  representation  or  warranty  in a writing  furnished  pursuant to clause (k) of
Article III to the extent made as of a date subsequent to such closing date; or

                      (iv)   the  negligence  bad faith or willful  misconduct  of the  Servicer in  connection
with its performance under this Section 10.02.

               If the  indemnification  provided for herein is unavailable or insufficient,  as the result of a
court of law holding such  indemnification  void on the basis of public policy, to hold harmless an Indemnified
Party,  then the Servicer  agrees that it shall  contribute  to the amount paid or payable by such  Indemnified
Party as a result of any claims,  losses,  damages or liabilities  incurred by such  Indemnified  Party in such
proportion as is appropriate to reflect the relative  fault of such  Indemnified  Party on the one hand and the
Servicer on the other.

               In the  case of any  failure  of  performance  described  above,  the  Servicer  shall  promptly
reimburse the Owner, any Depositor, as applicable,  and each Person responsible for the preparation,  execution
or filing of any report  required to be filed with the Commission with respect to such  Pass-Through  Transfer,
or for execution of a  certification  pursuant to Rule 13a-14(d) or Rule 15d-14(d)  under the Exchange Act with
respect  to such  Pass-Through  Transfer,  for all costs  reasonably  incurred  by each such  party in order to
obtain  the  information,  report,  certification,  accountants'  letter or other  material  not  delivered  as
required by the Servicer, any Subservicer or any Subcontractor.

               This  indemnification  shall survive the termination of this Agreement or the termination of any
party to this Agreement.

        All Mortgage Loans not sold or transferred  pursuant to a  Reconstitution  shall remain subject to, and
serviced in  accordance  with the terms of, this  Agreement,  and with  respect  thereto this  Agreement  shall
remain in full force and effect.

        17.    Article XI of the  Agreement  is hereby  amended  effective  as of the date hereof by adding the
following new Section 11.15:

        Section 11.15. Use of Subservicers and Subcontractors.

        (a)    The Servicer shall not hire or otherwise  utilize the services of any Subservicer to fulfill any
of the  obligations of the Servicer as servicer under this Agreement or any  Reconstitution  Agreement  related
thereto unless the Servicer  complies with the provisions of paragraph (b) of this Section.  The Servicer shall
not hire or otherwise utilize the services of any  Subcontractor,  and shall not permit any Subservicer to hire
or otherwise  utilize the services of any  Subcontractor,  to fulfill any of the obligations of the Servicer as
servicer under this Agreement or any  Reconstitution  Agreement  related  thereto unless the Servicer  complies
with the provisions of paragraph (d) of this Section.

        (b)    The Servicer shall cause any Subservicer  used by the Servicer (or by any  Subservicer)  for the
benefit of the Owner and any  Depositor to comply with the  provisions of this Section and with clauses (j) and
(m) of Article III, 6.04, 6.09 and 10.02 of this Agreement to the same extent as if such  Subservicer  were the
Servicer with respect to the Mortgage Loans  subserviced  by the  Subservicer,  and to provide the  information
required  with  respect  to such  Subservicer  under  clause (l) of Article  III of this  Agreement;  provided,
however,  that the Servicer is responsible for providing that  information if the Subservicer  does not deliver
any Annual  Statement of  Compliance,  Assessment of Compliance or  Attestation  Report.  The Servicer shall be
responsible  for obtaining  from each  Subservicer  and  delivering to the Owner,  the Master  Servicer and any
Depositor  any Annual  Statement  of  Compliance  required to be delivered by such  Subservicer  under  Section
6.04(a),  any  Assessment of Compliance and  Attestation  Report  required to be delivered by such  Subservicer
under  Section 6.09 and any Annual  Certification  required  under  Section  6.04(b) as and when required to be
delivered.

        (c)    The Servicer  shall  promptly  upon request  provide to the Owner,  the Master  Servicer and any
Depositor (or any designee of the  Depositor,  such as an  administrator)  a written  description  (in form and
substance  satisfactory to the Owner,  the Master Servicer and such Depositor) of the role and function of each
Subcontractor  utilized  by the  Servicer  or any  Subservicer,  specifying  (i)  the  identity  of  each  such
Subcontractor,  (ii)  which (if any) of such  Subcontractors  are  "participating  in the  servicing  function"
within the meaning of Item 1122 of Regulation  AB, and (iii) which  elements of the Servicing  Criteria will be
addressed in assessments of compliance  provided by each  Subcontractor  identified  pursuant to clause (ii) of
this paragraph.

        (d)    As a condition to the utilization of any  Subcontractor  determined to be  "participating in the
servicing  function"  within the  meaning of Item 1122 of  Regulation  AB, the  Servicer  shall  cause any such
Subcontractor  used by the Servicer (or by any  Subservicer)  for the benefit of the Owner and any Depositor to
comply  with the  provisions  of  Sections  6.09 and  10.02 of this  Agreement  to the same  extent  as if such
Subcontractor  were  the  Servicer  with  respect  to  the  Mortgage  Loans  for  which  the  Subcontractor  is
participating  in the servicing  function;  provided,  however,  that the Servicer is responsible for providing
the information if the Subcontractor  does not deliver any Assessment of Compliance or Attestation  Report. The
Servicer  shall be  responsible  for  obtaining  from each  Subcontractor  and  delivering to the Owner and any
Depositor  any  Assessment of  Compliance  and  Attestation  Report and the other  certificates  required to be
delivered by such Subservicer and such  Subcontractor  under Section 6.09, in each case as and when required to
be delivered.

        18.    Article XI of the  Agreement  is hereby  amended  effective  as of the date hereof by adding the
following new Section 11.16:

        Section 11.16. Third-Party Beneficiary.

        For purposes of this Agreement,  the Master  Servicer shall be considered a third party  beneficiary of
this Agreement, entitled to all the rights and benefits hereof as if it were a direct party to this Agreement.

        19.    The Agreement is hereby amended as of the date hereof by deleting  Exhibit E in its entirety and
replacing it with the following:

                                                       EXHIBIT E

                                           REPORTING DATA FOR MONTHLY REPORT

                                  Standard File Layout - Master Servicing
------------------------------------------------------------------------------------------------------------
      Column Name                      Description                Decimal       Format Comment       Max
                                                                                                      Size
------------------------- -------------------------------------- ---------- ------------------------ -------
SER_INVESTOR_NBR          A value assigned by the Servicer to               Text up to 10 digits       20
                          define a group of loans.
------------------------- -------------------------------------- ---------- ------------------------ -------
LOAN_NBR                  A unique identifier assigned to each              Text up to 10 digits       10
                          loan by the investor.
------------------------- -------------------------------------- ---------- ------------------------ -------
SERVICER_LOAN_NBR         A unique number assigned to a loan                Text up to 10 digits       10
                          by the Servicer.  This may be
                          different than the LOAN_NBR.
------------------------- -------------------------------------- ---------- ------------------------ -------
                          The borrower name as received in the
BORROWER_NAME             file.  It is not separated by first               Maximum length of 30       30
                          and last name.                                    (Last, First)
------------------------- -------------------------------------- ---------- ------------------------ -------
SCHED_PAY_AMT             Scheduled monthly principal and            2      No commas(,) or dollar     11
                          scheduled interest payment that a
                          borrower is expected to pay, P&I
                          constant.                                         signs ($)
------------------------- -------------------------------------- ---------- ------------------------ -------
NOTE_INT_RATE             The loan interest rate as reported         4      Max length of 6            6
                          by the Servicer.
------------------------- -------------------------------------- ---------- ------------------------ -------
NET_INT_RATE              The loan gross interest rate less          4      Max length of 6            6
                          the service fee rate as reported by
                          the Servicer.
------------------------- -------------------------------------- ---------- ------------------------ -------
SERV_FEE_RATE             The servicer's fee rate for a loan         4      Max length of 6            6
                          as reported by the Servicer.
------------------------- -------------------------------------- ---------- ------------------------ -------
SERV_FEE_AMT              The servicer's fee amount for a loan       2      No commas(,) or dollar     11
                          as reported by the Servicer.                      signs ($)
------------------------- -------------------------------------- ---------- ------------------------ -------
NEW_PAY_AMT               The new loan payment amount as             2      No commas(,) or dollar     11
                          reported by the Servicer.                         signs ($)
------------------------- -------------------------------------- ---------- ------------------------ -------
NEW_LOAN_RATE             The new loan rate as reported by the       4      Max length of 6            6
                          Servicer.
------------------------- -------------------------------------- ---------- ------------------------ -------
ARM_INDEX_RATE            The index the Servicer is using to         4      Max length of 6            6
                          calculate a forecasted rate.
------------------------- -------------------------------------- ---------- ------------------------ -------
                          The borrower's actual principal
ACTL_BEG_PRIN_BAL         balance at the beginning of the            2      No commas(,) or dollar     11
                          processing cycle.                                 signs ($)
------------------------- -------------------------------------- ---------- ------------------------ -------
                          The borrower's actual principal
ACTL_END_PRIN_BAL         balance at the end of the processing       2      No commas(,) or dollar     11
                          cycle.                                            signs ($)
------------------------- -------------------------------------- ---------- ------------------------ -------
BORR_NEXT_PAY_DUE_DATE    The date at the end of processing                 MM/DD/YYYY                 10
                          cycle that the borrower's next
                          payment is due to the Servicer, as
                          reported by Servicer.
------------------------- -------------------------------------- ---------- ------------------------ -------
SERV_CURT_AMT_1           The first curtailment amount to be         2      No commas(,) or dollar     11
                          applied.                                          signs ($)
------------------------- -------------------------------------- ---------- ------------------------ -------
SERV_CURT_DATE_1          The curtailment date associated with              MM/DD/YYYY                 10
                          the first curtailment amount.
------------------------- -------------------------------------- ---------- ------------------------ -------
                          The curtailment interest on the
CURT_ADJ_ AMT_1           first curtailment amount, if               2      No commas(,) or dollar     11
                          applicable.                                       signs ($)
------------------------- -------------------------------------- ---------- ------------------------ -------
SERV_CURT_AMT_2           The second curtailment amount to be        2      No commas(,) or dollar     11
                          applied.                                          signs ($)
------------------------- -------------------------------------- ---------- ------------------------ -------
SERV_CURT_DATE_2          The curtailment date associated with              MM/DD/YYYY                 10
                          the second curtailment amount.
------------------------- -------------------------------------- ---------- ------------------------ -------
                          The curtailment interest on the
CURT_ADJ_ AMT_2           second curtailment amount, if              2      No commas(,) or dollar     11
                          applicable.                                       signs ($)
------------------------- -------------------------------------- ---------- ------------------------ -------
SERV_CURT_AMT_3           The third curtailment amount to be         2      No commas(,) or dollar     11
                          applied.                                          signs ($)
------------------------- -------------------------------------- ---------- ------------------------ -------
SERV_CURT_DATE_3          The curtailment date associated with              MM/DD/YYYY                 10
                          the third curtailment amount.
------------------------- -------------------------------------- ---------- ------------------------ -------
                          The curtailment interest on the
CURT_ADJ_AMT_3            third curtailment amount, if               2      No commas(,) or dollar     11
                          applicable.                                       signs ($)
------------------------- -------------------------------------- ---------- ------------------------ -------
PIF_AMT                   The loan "paid in full" amount as          2      No commas(,) or dollar     11
                          reported by the Servicer.                         signs ($)
------------------------- -------------------------------------- ---------- ------------------------ -------
PIF_DATE                  The paid in full date as reported by              MM/DD/YYYY                 10
                          the Servicer.
------------------------- -------------------------------------- ---------- ------------------------ -------
                                                                            Action Code Key:           2
                                                                            15=Bankruptcy,
                                                                            30=Foreclosure, ,
ACTION_CODE               The standard FNMA numeric code used               60=PIF,
                          to indicate the default/delinquent                63=Substitution,
                          status of a particular loan.                      65=Repurchase,70=REO
------------------------- -------------------------------------- ---------- ------------------------ -------
INT_ADJ_AMT               The amount of the interest                 2      No commas(,) or dollar     11
                          adjustment as reported by the                     signs ($)
                          Servicer.
------------------------- -------------------------------------- ---------- ------------------------ -------
SOLDIER_SAILOR_ADJ_AMT    The Soldier and Sailor Adjustment          2      No commas(,) or dollar     11
                          amount, if applicable.                            signs ($)
------------------------- -------------------------------------- ---------- ------------------------ -------
NON_ADV_LOAN_AMT          The Non Recoverable Loan Amount, if        2      No commas(,) or dollar     11
                          applicable.                                       signs ($)
------------------------- -------------------------------------- ---------- ------------------------ -------
LOAN_LOSS_AMT             The amount the Servicer is passing         2      No commas(,) or dollar     11
                          as a loss, if applicable.                         signs ($)
------------------------- -------------------------------------- ---------- ------------------------ -------
SCHED_BEG_PRIN_BAL        The scheduled outstanding principal        2      No commas(,) or dollar     11
                          amount due at the beginning of the
                          cycle date to be passed through to
                          investors.                                        signs ($)
------------------------- -------------------------------------- ---------- ------------------------ -------
SCHED_END_PRIN_BAL        The scheduled principal balance due        2      No commas(,) or dollar     11
                          to investors at the end of a                      signs ($)
                          processing cycle.
------------------------- -------------------------------------- ---------- ------------------------ -------
SCHED_PRIN_AMT            The scheduled principal amount as          2      No commas(,) or dollar     11
                          reported by the Servicer for the
                          current cycle -- only applicable for
                          Scheduled/Scheduled Loans.                        signs ($)
------------------------- -------------------------------------- ---------- ------------------------ -------
SCHED_NET_INT             The scheduled gross interest amount        2      No commas(,) or dollar     11
                          less the service fee amount for the
                          current cycle as reported by the
                          Servicer -- only applicable for
                          Scheduled/Scheduled Loans.                        signs ($)
------------------------- -------------------------------------- ---------- ------------------------ -------
ACTL_PRIN_AMT             The actual principal amount                2      No commas(,) or dollar     11
                          collected by the Servicer for the
                          current reporting cycle -- only
                          applicable for Actual/Actual Loans.               signs ($)
------------------------- -------------------------------------- ---------- ------------------------ -------
                          The actual gross interest amount
                          less the service fee amount for the
ACTL_NET_INT              current reporting cycle as reported        2      No commas(,) or dollar     11
                          by the Servicer -- only applicable                signs ($)
                          for Actual/Actual Loans.
------------------------- -------------------------------------- ---------- ------------------------ -------
PREPAY_PENALTY_ AMT       The penalty amount received when a         2      No commas(,) or dollar     11
                          borrower prepays on his loan as                   signs ($)
                          reported by the Servicer.
------------------------- -------------------------------------- ---------- ------------------------ -------
PREPAY_PENALTY_ WAIVED    The prepayment penalty amount for          2      No commas(,) or dollar     11
                          the loan waived by the servicer.                  signs ($)
------------------------- -------------------------------------- ---------- ------------------------ -------
MOD_DATE                  The Effective Payment Date of the                 MM/DD/YYYY                 10
                          Modification for the loan.
------------------------- -------------------------------------- ---------- ------------------------ -------
MOD_TYPE                  The Modification Type.                            Varchar - value can be     30
                                                                            alpha or numeric
------------------------- -------------------------------------- ---------- ------------------------ -------
DELINQ_P&I_ADVANCE_AMT    The current outstanding principal          2      No commas(,) or dollar     11
                          and interest advances made by                     signs ($)
                          Servicer.
------------------------- -------------------------------------- ---------- ------------------------ -------


        20.    The Agreement is hereby amended as of the date hereof by deleting  Exhibit F in its entirety and
replacing it with the following:

                                                   EXHIBIT F

                                      REPORTING DATA FOR DEFAULTED LOANS

                                   Standard File Layout - Delinquency Reporting

------------------------------- ------------------------------------------- ----------- ------------
      Column/Header Name                       Description                   Decimal      Format
                                                                                          Comment
------------------------------- ------------------------------------------- ----------- ------------
------------------------------- ------------------------------------------- ----------- ------------
SERVICER_LOAN_NBR               A unique number assigned to a loan by the
                                Servicer.  This may be different than the
                                LOAN_NBR
------------------------------- ------------------------------------------- ----------- ------------
------------------------------- ------------------------------------------- ----------- ------------
LOAN_NBR                        A unique identifier assigned to each loan
                                by the originator.
------------------------------- ------------------------------------------- ----------- ------------
------------------------------- ------------------------------------------- ----------- ------------
CLIENT_NBR                      Servicer Client Number
------------------------------- ------------------------------------------- ----------- ------------
------------------------------- ------------------------------------------- ----------- ------------
SERV_INVESTOR_NBR               Contains a unique number as assigned by
                                an external servicer to identify a group
                                of loans in their system.
------------------------------- ------------------------------------------- ----------- ------------
------------------------------- ------------------------------------------- ----------- ------------
BORROWER_FIRST_NAME             First Name of the Borrower.
------------------------------- ------------------------------------------- ----------- ------------
------------------------------- ------------------------------------------- ----------- ------------
BORROWER_LAST_NAME              Last name of the borrower.
------------------------------- ------------------------------------------- ----------- ------------
------------------------------- ------------------------------------------- ----------- ------------
PROP_ADDRESS                    Street Name and Number of Property
------------------------------- ------------------------------------------- ----------- ------------
------------------------------- ------------------------------------------- ----------- ------------
PROP_STATE                      The state where the  property located.
------------------------------- ------------------------------------------- ----------- ------------
------------------------------- ------------------------------------------- ----------- ------------
PROP_ZIP                        Zip code where the property is located.
------------------------------- ------------------------------------------- ----------- ------------
------------------------------- ------------------------------------------- ----------- ------------
BORR_NEXT_PAY_DUE_DATE          The date that the borrower's next payment               MM/DD/YYYY
                                is due to the servicer at the end of
                                processing cycle, as reported by Servicer.
------------------------------- ------------------------------------------- ----------- ------------
------------------------------- ------------------------------------------- ----------- ------------
LOAN_TYPE                       Loan Type (i.e. FHA, VA, Conv)
------------------------------- ------------------------------------------- ----------- ------------
------------------------------- ------------------------------------------- ----------- ------------
BANKRUPTCY_FILED_DATE           The date a particular bankruptcy claim                  MM/DD/YYYY
                                was filed.
------------------------------- ------------------------------------------- ----------- ------------
------------------------------- ------------------------------------------- ----------- ------------
BANKRUPTCY_CHAPTER_CODE         The chapter under which the bankruptcy
                                was filed.
------------------------------- ------------------------------------------- ----------- ------------
------------------------------- ------------------------------------------- ----------- ------------
BANKRUPTCY_CASE_NBR             The case number assigned by the court to
                                the bankruptcy filing.
------------------------------- ------------------------------------------- ----------- ------------
------------------------------- ------------------------------------------- ----------- ------------
POST_PETITION_DUE_DATE          The payment due date once the bankruptcy                MM/DD/YYYY
                                has been approved by the courts
------------------------------- ------------------------------------------- ----------- ------------
------------------------------- ------------------------------------------- ----------- ------------
BANKRUPTCY_DCHRG_DISM_DATE      The Date The Loan Is Removed From                       MM/DD/YYYY
                                Bankruptcy. Either by Dismissal,
                                Discharged and/or a Motion For Relief Was
                                Granted.
------------------------------- ------------------------------------------- ----------- ------------
------------------------------- ------------------------------------------- ----------- ------------
LOSS_MIT_APPR_DATE              The Date The Loss Mitigation Was Approved               MM/DD/YYYY
                                By The Servicer
------------------------------- ------------------------------------------- ----------- ------------
------------------------------- ------------------------------------------- ----------- ------------
LOSS_MIT_TYPE                   The Type Of Loss Mitigation Approved For
                                A Loan Such As;
------------------------------- ------------------------------------------- ----------- ------------
------------------------------- ------------------------------------------- ----------- ------------
LOSS_MIT_EST_COMP_DATE          The Date The Loss Mitigation /Plan Is                   MM/DD/YYYY
                                Scheduled To End/Close
------------------------------- ------------------------------------------- ----------- ------------
------------------------------- ------------------------------------------- ----------- ------------
LOSS_MIT_ACT_COMP_DATE          The Date The Loss Mitigation Is Actually                MM/DD/YYYY
                                Completed
------------------------------- ------------------------------------------- ----------- ------------
------------------------------- ------------------------------------------- ----------- ------------
FRCLSR_APPROVED_DATE            The date DA Admin sends a letter to the                 MM/DD/YYYY
                                servicer with instructions to begin
                                foreclosure proceedings.
------------------------------- ------------------------------------------- ----------- ------------
------------------------------- ------------------------------------------- ----------- ------------
ATTORNEY_REFERRAL_DATE          Date File Was Referred To Attorney to                   MM/DD/YYYY
                                Pursue Foreclosure
------------------------------- ------------------------------------------- ----------- ------------
------------------------------- ------------------------------------------- ----------- ------------
FIRST_LEGAL_DATE                Notice of 1st legal filed by an Attorney                MM/DD/YYYY
                                in a Foreclosure Action
------------------------------- ------------------------------------------- ----------- ------------
------------------------------- ------------------------------------------- ----------- ------------
FRCLSR_SALE_EXPECTED_DATE       The date by which a foreclosure sale is                 MM/DD/YYYY
                                expected to occur.
------------------------------- ------------------------------------------- ----------- ------------
------------------------------- ------------------------------------------- ----------- ------------
FRCLSR_SALE_DATE                The actual date of the foreclosure sale.                MM/DD/YYYY
------------------------------- ------------------------------------------- ----------- ------------
------------------------------- ------------------------------------------- ----------- ------------
FRCLSR_SALE_AMT                 The amount a property sold for at the           2       No
                                foreclosure sale.                                       commas(,)
                                                                                        or dollar
                                                                                        signs ($)
------------------------------- ------------------------------------------- ----------- ------------
------------------------------- ------------------------------------------- ----------- ------------
EVICTION_START_DATE             The date the servicer initiates eviction                MM/DD/YYYY
                                of the borrower.
------------------------------- ------------------------------------------- ----------- ------------
------------------------------- ------------------------------------------- ----------- ------------
EVICTION_COMPLETED_DATE         The date the court revokes legal                        MM/DD/YYYY
                                possession of the property from the
                                borrower.
------------------------------- ------------------------------------------- ----------- ------------
------------------------------- ------------------------------------------- ----------- ------------
LIST_PRICE                      The price at which an REO property is           2       No
                                marketed.                                               commas(,)
                                                                                        or dollar
                                                                                        signs ($)
------------------------------- ------------------------------------------- ----------- ------------
------------------------------- ------------------------------------------- ----------- ------------
LIST_DATE                       The date an REO property is listed at a                 MM/DD/YYYY
                                particular price.
------------------------------- ------------------------------------------- ----------- ------------
------------------------------- ------------------------------------------- ----------- ------------
OFFER_AMT                       The dollar value of an offer for an REO         2       No
                                property.                                               commas(,)
                                                                                        or dollar
                                                                                        signs ($)
------------------------------- ------------------------------------------- ----------- ------------
------------------------------- ------------------------------------------- ----------- ------------
OFFER_DATE_TIME                 The date an offer is received by DA Admin               MM/DD/YYYY
                                or by the Servicer.
------------------------------- ------------------------------------------- ----------- ------------
------------------------------- ------------------------------------------- ----------- ------------
REO_CLOSING_DATE                The date the REO sale of the property is                MM/DD/YYYY
                                scheduled to close.
------------------------------- ------------------------------------------- ----------- ------------
------------------------------- ------------------------------------------- ----------- ------------
REO_ACTUAL_CLOSING_DATE         Actual Date Of REO Sale                                 MM/DD/YYYY
------------------------------- ------------------------------------------- ----------- ------------
------------------------------- ------------------------------------------- ----------- ------------
OCCUPANT_CODE                   Classification of how the property is
                                occupied.
------------------------------- ------------------------------------------- ----------- ------------
------------------------------- ------------------------------------------- ----------- ------------
PROP_CONDITION_CODE             A code that indicates the condition of
                                the property.
------------------------------- ------------------------------------------- ----------- ------------
------------------------------- ------------------------------------------- ----------- ------------
PROP_INSPECTION_DATE            The date a  property inspection is                      MM/DD/YYYY
                                performed.
------------------------------- ------------------------------------------- ----------- ------------
------------------------------- ------------------------------------------- ----------- ------------
APPRAISAL_DATE                  The date the appraisal was done.                        MM/DD/YYYY
------------------------------- ------------------------------------------- ----------- ------------
------------------------------- ------------------------------------------- ----------- ------------
CURR_PROP_VAL                    The current "as is" value of the               2
                                property based on brokers price opinion
                                or appraisal.
------------------------------- ------------------------------------------- ----------- ------------
------------------------------- ------------------------------------------- ----------- ------------
REPAIRED_PROP_VAL               The amount the property would be worth if       2
                                repairs are completed pursuant to a
                                broker's price opinion or appraisal.
------------------------------- ------------------------------------------- ----------- ------------
------------------------------- ------------------------------------------- ----------- ------------
If applicable:
------------------------------- ------------------------------------------- ----------- ------------
------------------------------- ------------------------------------------- ----------- ------------
DELINQ_STATUS_CODE              FNMA Code Describing Status of Loan
------------------------------- ------------------------------------------- ----------- ------------
------------------------------- ------------------------------------------- ----------- ------------
DELINQ_REASON_CODE              The circumstances which caused a borrower
                                to stop paying on a loan.   Code
                                indicates the reason why the loan is in
                                default for this cycle.
------------------------------- ------------------------------------------- ----------- ------------
------------------------------- ------------------------------------------- ----------- ------------
MI_CLAIM_FILED_DATE             Date Mortgage Insurance Claim Was Filed                 MM/DD/YYYY
                                With Mortgage Insurance Company.
------------------------------- ------------------------------------------- ----------- ------------
------------------------------- ------------------------------------------- ----------- ------------
MI_CLAIM_AMT                    Amount of Mortgage Insurance Claim Filed                No
                                                                                        commas(,)
                                                                                        or dollar
                                                                                        signs ($)
------------------------------- ------------------------------------------- ----------- ------------
------------------------------- ------------------------------------------- ----------- ------------
MI_CLAIM_PAID_DATE              Date Mortgage Insurance Company Disbursed               MM/DD/YYYY
                                Claim Payment
------------------------------- ------------------------------------------- ----------- ------------
------------------------------- ------------------------------------------- ----------- ------------
MI_CLAIM_AMT_PAID               Amount Mortgage Insurance Company Paid On       2       No
                                Claim                                                   commas(,)
                                                                                        or dollar
                                                                                        signs ($)
------------------------------- ------------------------------------------- ----------- ------------
------------------------------- ------------------------------------------- ----------- ------------
POOL_CLAIM_FILED_DATE           Date Claim Was Filed With Pool Insurance                MM/DD/YYYY
                                Company
------------------------------- ------------------------------------------- ----------- ------------
------------------------------- ------------------------------------------- ----------- ------------
POOL_CLAIM_AMT                  Amount of Claim Filed With Pool Insurance       2       No
                                Company                                                 commas(,)
                                                                                        or dollar
                                                                                        signs ($)
------------------------------- ------------------------------------------- ----------- ------------
------------------------------- ------------------------------------------- ----------- ------------
POOL_CLAIM_PAID_DATE            Date Claim Was Settled and The Check Was                MM/DD/YYYY
                                Issued By The Pool Insurer
------------------------------- ------------------------------------------- ----------- ------------
------------------------------- ------------------------------------------- ----------- ------------
POOL_CLAIM_AMT_PAID             Amount Paid On Claim By Pool Insurance          2       No
                                Company                                                 commas(,)
                                                                                        or dollar
                                                                                        signs ($)
------------------------------- ------------------------------------------- ----------- ------------
------------------------------- ------------------------------------------- ----------- ------------
FHA_PART_A_CLAIM_FILED_DATE      Date FHA Part A Claim Was Filed With HUD               MM/DD/YYYY
------------------------------- ------------------------------------------- ----------- ------------
------------------------------- ------------------------------------------- ----------- ------------
FHA_PART_A_CLAIM_AMT             Amount of FHA Part A Claim Filed               2       No
                                                                                        commas(,)
                                                                                        or dollar
                                                                                        signs ($)
------------------------------- ------------------------------------------- ----------- ------------
------------------------------- ------------------------------------------- ----------- ------------
FHA_PART_A_CLAIM_PAID_DATE       Date HUD Disbursed Part A Claim Payment                MM/DD/YYYY
------------------------------- ------------------------------------------- ----------- ------------
------------------------------- ------------------------------------------- ----------- ------------
FHA_PART_A_CLAIM_PAID_AMT        Amount HUD Paid on Part A Claim                2       No
                                                                                        commas(,)
                                                                                        or dollar
                                                                                        signs ($)
------------------------------- ------------------------------------------- ----------- ------------
------------------------------- ------------------------------------------- ----------- ------------
FHA_PART_B_CLAIM_FILED_DATE       Date FHA Part B Claim Was Filed With HUD              MM/DD/YYYY
------------------------------- ------------------------------------------- ----------- ------------
------------------------------- ------------------------------------------- ----------- ------------
FHA_PART_B_CLAIM_AMT              Amount of FHA Part B Claim Filed              2       No
                                                                                        commas(,)
                                                                                        or dollar
                                                                                        signs ($)
------------------------------- ------------------------------------------- ----------- ------------
------------------------------- ------------------------------------------- ----------- ------------
FHA_PART_B_CLAIM_PAID_DATE         Date HUD Disbursed Part B Claim Payment              MM/DD/YYYY
------------------------------- ------------------------------------------- ----------- ------------
------------------------------- ------------------------------------------- ----------- ------------
FHA_PART_B_CLAIM_PAID_AMT        Amount HUD Paid on Part B Claim                2       No
                                                                                        commas(,)
                                                                                        or dollar
                                                                                        signs ($)
------------------------------- ------------------------------------------- ----------- ------------
------------------------------- ------------------------------------------- ----------- ------------
VA_CLAIM_FILED_DATE              Date VA Claim Was Filed With the                       MM/DD/YYYY
                                Veterans Admin
------------------------------- ------------------------------------------- ----------- ------------
------------------------------- ------------------------------------------- ----------- ------------
VA_CLAIM_PAID_DATE               Date Veterans Admin. Disbursed VA Claim                MM/DD/YYYY
                                Payment
------------------------------- ------------------------------------------- ----------- ------------
------------------------------- ------------------------------------------- ----------- ------------
VA_CLAIM_PAID_AMT                Amount Veterans Admin. Paid on VA Claim        2       No
                                                                                        commas(,)
                                                                                        or dollar
                                                                                        signs ($)
------------------------------- ------------------------------------------- ----------- ------------


Exhibit 2: Standard File Codes - Delinquency Reporting

The Loss Mit Type field should show the approved Loss Mitigation Code as follows:
o       ASUM- Approved Assumption
o       BAP-  Borrower Assistance Program
o       CO-   Charge Off
o       DIL-  Deed-in-Lieu
o       FFA-  Formal Forbearance Agreement
o       MOD-  Loan Modification
o       PRE-  Pre-Sale
o       SS-   Short Sale
o       MISC- Anything else approved by the PMI or Pool Insurer

NOTE: Wells Fargo Bank will accept alternative Loss Mitigation Types to those above, provided that they are
consistent with industry standards.  If Loss Mitigation Types other than those above are used, the Servicer
must supply Wells Fargo Bank with a description of each of the Loss Mitigation Types prior to sending the
file.

The Occupant Code field should show the current status of the property code as follows:
o       Mortgagor
o       Tenant
o       Unknown
o       Vacant

The Property Condition field should show the last reported condition of the property as follows:
o       Damaged
o       Excellent
o       Fair
o       Gone
o       Good
o       Poor
o       Special Hazard
o       Unknown

Exhibit 2: Standard File Codes - Delinquency Reporting, Continued

The FNMA Delinquent Reason Code field should show the Reason for Delinquency as follows:

                  -------------------- ----------------------------------------------
                  Delinquency Code     Delinquency Description
                  -------------------- ----------------------------------------------
                  -------------------- ----------------------------------------------
                  001                  FNMA-Death of principal mortgagor
                  -------------------- ----------------------------------------------
                  -------------------- ----------------------------------------------
                  002                  FNMA-Illness of principal mortgagor
                  -------------------- ----------------------------------------------
                  -------------------- ----------------------------------------------
                  003                  FNMA-Illness of mortgagor's family member
                  -------------------- ----------------------------------------------
                  -------------------- ----------------------------------------------
                  004                  FNMA-Death of mortgagor's family member
                  -------------------- ----------------------------------------------
                  -------------------- ----------------------------------------------
                  005                  FNMA-Marital difficulties
                  -------------------- ----------------------------------------------
                  -------------------- ----------------------------------------------
                  006                  FNMA-Curtailment of income
                  -------------------- ----------------------------------------------
                  -------------------- ----------------------------------------------
                  007                  FNMA-Excessive Obligation
                  -------------------- ----------------------------------------------
                  -------------------- ----------------------------------------------
                  008                  FNMA-Abandonment of property
                  -------------------- ----------------------------------------------
                  -------------------- ----------------------------------------------
                  009                  FNMA-Distant employee transfer
                  -------------------- ----------------------------------------------
                  -------------------- ----------------------------------------------
                  011                  FNMA-Property problem
                  -------------------- ----------------------------------------------
                  -------------------- ----------------------------------------------
                  012                  FNMA-Inability to sell property
                  -------------------- ----------------------------------------------
                  -------------------- ----------------------------------------------
                  013                  FNMA-Inability to rent property
                  -------------------- ----------------------------------------------
                  -------------------- ----------------------------------------------
                  014                  FNMA-Military Service
                  -------------------- ----------------------------------------------
                  -------------------- ----------------------------------------------
                  015                  FNMA-Other
                  -------------------- ----------------------------------------------
                  -------------------- ----------------------------------------------
                  016                  FNMA-Unemployment
                  -------------------- ----------------------------------------------
                  -------------------- ----------------------------------------------
                  017                  FNMA-Business failure
                  -------------------- ----------------------------------------------
                  -------------------- ----------------------------------------------
                  019                  FNMA-Casualty loss
                  -------------------- ----------------------------------------------
                  -------------------- ----------------------------------------------
                  022                  FNMA-Energy environment costs
                  -------------------- ----------------------------------------------
                  -------------------- ----------------------------------------------
                  023                  FNMA-Servicing problems
                  -------------------- ----------------------------------------------
                  -------------------- ----------------------------------------------
                  026                  FNMA-Payment adjustment
                  -------------------- ----------------------------------------------
                  -------------------- ----------------------------------------------
                  027                  FNMA-Payment dispute
                  -------------------- ----------------------------------------------
                  -------------------- ----------------------------------------------
                  029                  FNMA-Transfer of ownership pending
                  -------------------- ----------------------------------------------
                  -------------------- ----------------------------------------------
                  030                  FNMA-Fraud
                  -------------------- ----------------------------------------------
                  -------------------- ----------------------------------------------
                  031                  FNMA-Unable to contact borrower
                  -------------------- ----------------------------------------------
                  -------------------- ----------------------------------------------
                  INC                  FNMA-Incarceration
                  -------------------- ----------------------------------------------






Exhibit 2: Standard File Codes - Delinquency Reporting, Continued

The FNMA Delinquent Status Code field should show the Status of Default as follows:

                  -------------------- ---------------------------------------------
                      Status Code      Status Description
                  -------------------- ---------------------------------------------
                  -------------------- ---------------------------------------------
                          09           Forbearance
                  -------------------- ---------------------------------------------
                  -------------------- ---------------------------------------------
                          17           Pre-foreclosure Sale Closing Plan Accepted
                  -------------------- ---------------------------------------------
                  -------------------- ---------------------------------------------
                          24           Government Seizure
                  -------------------- ---------------------------------------------
                  -------------------- ---------------------------------------------
                          26           Refinance
                  -------------------- ---------------------------------------------
                  -------------------- ---------------------------------------------
                          27           Assumption
                  -------------------- ---------------------------------------------
                  -------------------- ---------------------------------------------
                          28           Modification
                  -------------------- ---------------------------------------------
                  -------------------- ---------------------------------------------
                          29           Charge-Off
                  -------------------- ---------------------------------------------
                  -------------------- ---------------------------------------------
                          30           Third Party Sale
                  -------------------- ---------------------------------------------
                  -------------------- ---------------------------------------------
                          31           Probate
                  -------------------- ---------------------------------------------
                  -------------------- ---------------------------------------------
                          32           Military Indulgence
                  -------------------- ---------------------------------------------
                  -------------------- ---------------------------------------------
                          43           Foreclosure Started
                  -------------------- ---------------------------------------------
                  -------------------- ---------------------------------------------
                          44           Deed-in-Lieu Started
                  -------------------- ---------------------------------------------
                  -------------------- ---------------------------------------------
                          49           Assignment Completed
                  -------------------- ---------------------------------------------
                  -------------------- ---------------------------------------------
                          61           Second Lien Considerations
                  -------------------- ---------------------------------------------
                  -------------------- ---------------------------------------------
                          62           Veteran's Affairs-No Bid
                  -------------------- ---------------------------------------------
                  -------------------- ---------------------------------------------
                          63           Veteran's Affairs-Refund
                  -------------------- ---------------------------------------------
                  -------------------- ---------------------------------------------
                          64           Veteran's Affairs-Buydown
                  -------------------- ---------------------------------------------
                  -------------------- ---------------------------------------------
                          65           Chapter 7 Bankruptcy
                  -------------------- ---------------------------------------------
                  -------------------- ---------------------------------------------
                          66           Chapter 11 Bankruptcy
                  -------------------- ---------------------------------------------
                  -------------------- ---------------------------------------------
                          67           Chapter 13 Bankruptcy
                  -------------------- ---------------------------------------------



        21.    The  Agreement is hereby  amended  effective as of the date hereof by adding the  following  new
Exhibit G:

                                                       EXHIBIT G

                                            FORM OF SERVICER CERTIFICATION

Re:     The [  ] agreement dated as of [    l, 200[ ] (the "Agreement"), among [IDENTIFY PARTIES]

        I,  ____________________________,  the  _______________________  of [NAME OF SERVICER] (the "Company"),
certify to [the Purchaser],  [the Depositor],  and the [Master Servicer] [Securities  Administrator] [Trustee],
and their officers, with the knowledge and intent that they will rely upon this certification, that:

               I have reviewed the servicer  compliance  statement of the Company  provided in accordance  with
        Item 1123 of  Regulation  AB (the  "Compliance  Statement"),  the report on assessment of the Company's
        compliance  with the  servicing  criteria set forth in Item 1122(d) of  Regulation  AB (the  "Servicing
        Criteria"),  provided in accordance with Rules 13a-18 and 15d-18 under Securities Exchange Act of 1934,
        as amended (the  "Exchange  Act") and Item 1122 of  Regulation  AB (the  "Servicing  Assessment"),  the
        registered  public accounting  firm's  attestation  report provided in accordance with Rules 13a-18 and
        15d-18 under the Exchange Act and Section 1122(b) of Regulation AB (the "Attestation  Report"), and all
        servicing  reports,  officer's  certificates  and other  information  relating to the  servicing of the
        Mortgage  Loans by the Company  during  200[ ] that were  delivered  by the Company to the  [Depositor]
        [Master Servicer] [Securities  Administrator]  [Trustee] pursuant to the Agreement  (collectively,  the
        "Company Servicing Information");

               Based on my knowledge,  the Company  Servicing  Information,  taken as a whole, does not contain
        any  untrue  statement  of a  material  fact or omit to state a  material  fact  necessary  to make the
        statements  made,  in the light of the  circumstances  under  which  such  statements  were  made,  not
        misleading with respect to the period of time covered by the Company Servicing Information;

               Based on my knowledge,  all of the Company Servicing  Information required to be provided by the
        Company  under the  Agreement  has been  provided  to the  [Depositor]  [Master  Servicer]  [Securities
        Administrator] [Trustee];

               I am  responsible  for reviewing the  activities  performed by the Company as servicer under the
        Agreement,  and based on my knowledge and the compliance  review  conducted in preparing the Compliance
        Statement  and except as  disclosed  in the  Compliance  Statement,  the  Servicing  Assessment  or the
        Attestation  Report,  the Company has  fulfilled  its  obligations  under the Agreement in all material
        respects; and

The  Compliance  Statement  required  to be  delivered  by the  Company  pursuant  to this  Agreement,  and the
Servicing  Assessment and Attestation  Report required to be provided by the Company and by any Subservicer and
Subcontractor  pursuant  to the  Agreement,  have been  provided  to the  [Depositor]  [Master  Servicer].  Any
material  instances of noncompliance  described in such reports have been disclosed to the [Depositor]  [Master
Servicer].  Any material  instance of  noncompliance  with the  Servicing  Criteria has been  disclosed in such
reports.

        22.    The  Agreement is hereby  amended  effective as of the date hereof by adding the  following  new
Exhibit H:

                                                       EXHIBIT H

                                         SERVICER'S OBLIGATIONS IN CONNECTION
                                                 WITH A RECONSTITUTION

o       The Servicer shall (i) possess the ability to service to  securitization  documents;  (ii) service on a
        "Scheduled/Scheduled"  reporting basis  (advancing  through the liquidation of an REO Property),  (iii)
        make  compensating  interest payments on payoffs and curtailments and (iv) remit and report to a master
        servicer in format acceptable to such master servicer by the 10th calendar day of each month.

o       The Servicer shall provide an acceptable  annual  certification  (officer's  certificate) to the master
        servicer (as  required by the  Sarbanes-Oxley  Act of 2002) as well as any other annual  certifications
        required  under the  securitization  documents  (i.e.  the  annual  statement  as to  compliance/annual
        independent certified public accountants' servicing report due by March 1st of each year).

o       The Servicer  shall allow for the Owner,  the master  servicer or their designee to perform a review of
        audited financials and net worth of the Servicer.

o       The Servicer shall provide  information on each Custodial  Account as requested by the master  servicer
        or the Owner,  and each Custodial  Accounts shall comply with the requirements for such accounts as set
        forth in the securitization documents.

o       The Servicer  shall maintain its servicing  system in accordance  with the  requirements  of the master
        servicer.

        23.    The  Agreement is hereby  amended  effective as of the date hereof by adding the  following  new
Exhibit I:

                                                   EXHIBIT I

                                           SUMMARY OF REGULATION AB
                                              SERVICING CRITERIA

NOTE:  This  Exhibit  I is  provided  for  convenience  of  reference  only.  In the  event  of a  conflict  or
inconsistency  between the terms of this Exhibit I and the text of Regulation  AB, the text of  Regulation  AB,
its adopting release and other public statements of the SEC shall control.

Item 1122(d)
(i)     General servicing considerations.
(A)     Policies and  procedures  are  instituted to monitor any  performance  or other  triggers and events of
default in accordance with the transaction agreements.
(B)     If any material  servicing  activities  are  outsourced to third  parties,  policies and procedures are
instituted to monitor the third party's performance and compliance with such servicing activities.
(C)     Any  requirements in the transaction  agreements to maintain a back-up  servicer for the mortgage loans
are maintained.
(D)     A  fidelity  bond and  errors  and  omissions  policy is in effect  on the party  participating  in the
servicing  function  throughout  the  reporting  period in the amount of coverage  required by and otherwise in
accordance with the terms of the transaction agreements.
(ii)    Cash collection and administration.
(A)     Payments on mortgage loans are deposited into the appropriate  custodial bank accounts and related bank
clearing accounts no more than two business days following  receipt,  or such other number of days specified in
the transaction agreements.
(B)     Disbursements  made via wire  transfer  on  behalf of an  obligor  or to an  investor  are made only by
authorized personnel.
(C)     Advances of funds or guarantees regarding  collections,  cash flows or distributions,  and any interest
or other fees charged for such  advances,  are made,  reviewed  and  approved as  specified in the  transaction
agreements.
(D)     The related  accounts for the transaction,  such as cash reserve accounts or accounts  established as a
form of  overcollateralization,  are separately  maintained  (e.g., with respect to commingling of cash) as set
forth in the transaction agreements.
(E)     Each custodial account is maintained at a federally insured depository  institution as set forth in the
transaction  agreements.  For purposes of this  criterion,  "federally  insured  depository  institution"  with
respect to a foreign financial  institution  means a foreign financial  institution that meets the requirements
of Rule 13k-1(b)(1) of the Securities Exchange Act.
(F)     Unissued checks are safeguarded so as to prevent unauthorized access.
(G)     Reconciliations are prepared on a monthly basis for all asset-backed  securities related bank accounts,
including   custodial   accounts  and  related  bank  clearing   accounts.   These   reconciliations   are  (A)
mathematically  accurate;  (B) prepared  within 30 calendar days after the bank statement  cutoff date, or such
other number of days specified in the transaction  agreements;  (C) reviewed and approved by someone other than
the person who  prepared  the  reconciliation;  and (D)  contain  explanations  for  reconciling  items.  These
reconciling items are resolved within 90 calendar days of their original  identification,  or such other number
of days specified in the transaction agreements.
(iii)   Investor remittances and reporting.
(A)     Reports to investors,  including  those to be filed with the  Commission,  are maintained in accordance
with the transaction  agreements and applicable  Commission  requirements.  Specifically,  such reports (A) are
prepared in accordance  with timeframes and other terms set forth in the  transaction  agreements;  (B) provide
information  calculated in accordance  with the terms specified in the  transaction  agreements;  (C) are filed
with the Commission as required by its rules and  regulations;  and (D) agree with  investors' or the trustee's
records as to the total unpaid principal balance and number of mortgage loans serviced by the Servicer.
(B)     Amounts due to  investors  are  allocated  and remitted in  accordance  with  timeframes,  distribution
priority and other terms set forth in the transaction agreements.
(C)     Disbursements  made to an investor  are posted  within two  business  days to the  Servicer's  investor
records, or such other number of days specified in the transaction agreements.
(D)     Amounts  remitted to investors per the investor reports agree with cancelled  checks,  or other form of
payment, or custodial bank statements.
(iv)    Mortgage Loan administration.
(A)     Collateral or security on mortgage  loans is maintained  as required by the  transaction  agreements or
related mortgage loan documents.
(B)     Mortgage loan and related documents are safeguarded as required by the transaction agreements.
(C)     Any  additions,  removals  or  substitutions  to the asset  pool are made,  reviewed  and  approved  in
accordance with any conditions or requirements in the transaction agreements.
(D)     Payments on mortgage loans,  including any payoffs,  made in accordance with the related  mortgage loan
documents  are  posted to the  Servicer's  obligor  records  maintained  no more than two  business  days after
receipt,  or such other number of days  specified in the  transaction  agreements,  and allocated to principal,
interest or other items (e.g., escrow) in accordance with the related mortgage loan documents.
(E)     The Servicer's  records regarding the mortgage loans agree with the Servicer's  records with respect to
an obligor's unpaid principal balance.
(F)     Changes with respect to the terms or status of an obligor's  mortgage loans (e.g.,  loan  modifications
or re-agings)  are made,  reviewed and approved by  authorized  personnel in  accordance  with the  transaction
agreements and related mortgage loan documents.
(G)     Loss  mitigation or recovery  actions  (e.g.,  forbearance  plans,  modifications  and deeds in lieu of
foreclosure,  foreclosures  and  repossessions,  as  applicable)  are  initiated,  conducted  and  concluded in
accordance with the timeframes or other requirements established by the transaction agreements.
(H)     Records  documenting  collection efforts are maintained during the period a mortgage loan is delinquent
in accordance  with the  transaction  agreements.  Such records are maintained on at least a monthly basis,  or
such other period specified in the transaction  agreements,  and describe the entity's activities in monitoring
delinquent  mortgage loans  including,  for example,  phone calls,  letters and payment  rescheduling  plans in
cases where delinquency is deemed temporary (e.g., illness or unemployment).
(I)     Adjustments  to interest  rates or rates of return for mortgage  loans with variable rates are computed
based on the related mortgage loan documents.
(J)     Regarding  any  funds  held in trust  for an  obligor  (such as escrow  accounts):  (A) such  funds are
analyzed,  in accordance  with the  obligor's  mortgage loan  documents,  on at least an annual basis,  or such
other period  specified in the  transaction  agreements;  (B) interest on such funds is paid,  or credited,  to
obligors  in  accordance  with  applicable  mortgage  loan  documents  and state  laws;  and (C) such funds are
returned to the obligor  within 30 calendar  days of full  repayment  of the related  mortgage  loans,  or such
other number of days specified in the transaction agreements.
(K)     Payments  made on behalf of an obligor  (such as tax or insurance  payments)  are made on or before the
related  penalty or  expiration  dates,  as indicated on the  appropriate  bills or notices for such  payments,
provided  that such support has been  received by the Servicer at least 30 calendar  days prior to these dates,
or such other number of days specified in the transaction agreements.
(L)     Any late payment  penalties in connection  with any payment to be made on behalf of an obligor are paid
from the  Servicer's  funds and not charged to the obligor,  unless the late  payment was due to the  obligor's
error or omission.
(M)     Disbursements  made on behalf of an  obligor  are  posted  within two  business  days to the  obligor's
records maintained by the Servicer, or such other number of days specified in the transaction agreements.
(N)     Delinquencies,  charge-offs and  uncollectable  accounts are recognized and recorded in accordance with
the transaction agreements.
(O)     Any external  enhancement or other support,  identified in Item 1114(a)(1)  through (3) or Item 1115 of
Regulation AB, is maintained as set forth in the transaction agreements.

        24.    The  Agreement is hereby  amended  effective as of the date hereof by adding the  following  new
Exhibit J:
                                                   EXHIBIT J

                               SUMMARY OF APPLICABLE REGULATION AB REQUIREMENTS

NOTE:  This  Exhibit  J is  provided  for  convenience  of  reference  only.  In the  event  of a  conflict  or
inconsistency  between the terms of this Exhibit J and the text of Regulation  AB, the text of  Regulation  AB,
its adopting release and other public statements of the SEC shall control.

Item 1108(b) and (c)

        Provide the following  information with respect to each servicer that will service,  including  interim
service,  20% or more of the mortgage loans in any loan group in the securitization  issued in the Pass-Through
Transfer:

        -a description of the Servicer's form of organization;

        -a  description  of how long the Servicer has been  servicing  residential  mortgage  loans;  a general
discussion of the Servicer's  experience in servicing assets of any type as well as a more detailed  discussion
of the  Servicer's  experience  in, and  procedures  for the  servicing  function  it will  perform  under this
Agreement and any  Reconstitution  Agreements;  information  regarding the size,  composition and growth of the
Servicer's  portfolio of mortgage  loans of the type similar to the Mortgage  Loans and  information on factors
related to the  Servicer  that may be material to any analysis of the  servicing  of the Mortgage  Loans or the
related  asset-backed  securities,   as  applicable,   including  whether  any  default  or  servicing  related
performance  trigger  has  occurred  as to any other  securitization  due to any act or  failure  to act of the
Servicer,   whether  any  material   noncompliance   with  applicable   servicing  criteria  as  to  any  other
securitization  has been  disclosed or reported by the  Servicer,  and the extent of  outsourcing  the Servicer
uses;

        -a  description  of any material  changes to the  Servicer's  policies or  procedures  in the servicing
function it will perform  under this  Agreement and any  Reconstitution  Agreements  for mortgage  loans of the
type similar to the Mortgage Loans during the past three years;

        -information  regarding the Servicer's  financial condition to the extent that there is a material risk
that the effect on one or more  aspects of  servicing  resulting  from such  financial  condition  could have a
material impact on the performance of the securities  issued in the Pass-Through  Transfer,  or on servicing of
mortgage loans of the same asset type as the Mortgage Loans;

        -any special or unique factors  involved in servicing loans of the same type as the Mortgage Loans, and
the Servicer's processes and procedures designed to address such factors;

        -statistical  information  regarding  principal  and  interest  advances  made by the  Servicer  on the
Mortgage Loans and the Servicer's overall servicing portfolio for the past three years; and

        -the Servicer's  process for handling  delinquencies,  losses,  bankruptcies  and  recoveries,  such as
through liquidation of REO Properties, foreclosure, sale of the Mortgage Loans or workouts.

Item 1117

        -describe any legal proceedings pending against the Servicer or against any of its property,  including
any proceedings  known to be contemplated by governmental  authorities,  that may be material to the holders of
the securities issued in the Pass-Through Transfer.


Item 1119(a)

        -describe any  affiliations  of the  Servicer,  each other  originator  of the Mortgage  Loans and each
Subservicer with the sponsor,  depositor,  issuing entity,  trustee,  any originator,  any other servicer,  any
significant  obligor,   enhancement  or  support  provider  or  any  other  material  parties  related  to  the
Pass-Through Transfer.


Item 1119(b)

        -describe any business relationship,  agreement, arrangement, transaction or understanding entered into
outside  of the  ordinary  course  of  business  or on terms  other  than  those  obtained  in an arm's  length
transaction with an unrelated third party,  apart from the Pass-Through  Transfer,  between the Servicer,  each
other originator of the Mortgage Loans and each Subservicer,  or their respective affiliates,  and the sponsor,
depositor or issuing entity or their  respective  affiliates,  that exists  currently or has existed during the
past two years,  that may be material to the  understanding  of an  investor  in the  securities  issued in the
Pass-Through Transfer.

Item 1119(c)

        -describe any business relationship,  agreement, arrangement, transaction or understanding involving or
relating to the Mortgage  Loans or the  Pass-Through  Transfer,  including the material  terms and  approximate
dollar  amount  involved,  between  the  Servicer,  each  other  originator  of the  Mortgage  Loans  and  each
Subservicer,  or their respective  affiliates and the sponsor,  depositor or issuing entity or their respective
affiliates, that exists currently or has existed during the past two years.

        25.    The  Agreement is hereby  amended  effective as of the date hereof by adding the  following  new
Exhibit K:

                                                   EXHIBIT K

                        SERVICING CRITERIA TO BE ADDRESSED IN ASSESSMENT OF COMPLIANCE

        The assessment of compliance to be delivered by [the Servicer] [Name of Subservicer] shall address,  at
a minimum, the criteria identified as below as "Applicable Servicing Criteria":

----------------------------------------------------------------------------- ------------------
                             Servicing Criteria                                  Applicable
                                                                                  Servicing
                                                                                  Criteria
----------------------------------------------------------------------------- ------------------
    Reference                               Criteria
------------------- --------------------------------------------------------- ------------------
                                General Servicing Considerations
-------------------                                                           ------------------
1122(d)(1)(i)       Policies and procedures are instituted to monitor any             X
                    performance or other triggers and events of default in
                    accordance with the transaction agreements.
-------------------                                                           ------------------
1122(d)(1)(ii)      If any material servicing activities are outsourced to            X
                    third parties, policies and procedures are instituted
                    to monitor the third party's performance and compliance
                    with such servicing activities.
-------------------                                                           ------------------
1122(d)(1)(iii)     Any requirements in the transaction agreements to
                    maintain a back-up servicer for the mortgage loans are
                    maintained.
-------------------                                                           ------------------
1122(d)(1)(iv)      A fidelity bond and errors and omissions policy is in             X
                    effect on the party participating in the servicing
                    function throughout the reporting period in the amount
                    of coverage required by and otherwise in accordance
                    with the terms of the transaction agreements.
-------------------                                                           ------------------
                               Cash Collection and Administration
-------------------                                                           ------------------
1122(d)(2)(i)       Payments on mortgage loans are deposited into the                 X
                    appropriate custodial bank accounts and related bank
                    clearing accounts no more than two business days
                    following receipt, or such other number of days
                    specified in the transaction agreements.
-------------------                                                           ------------------
1122(d)(2)(ii)      Disbursements made via wire transfer on behalf of an              X
                    obligor or to an investor are made only by authorized
                    personnel.
-------------------                                                           ------------------
1122(d)(2)(iii)     Advances of funds or guarantees regarding collections,            X
                    cash flows or distributions, and any interest or other
                    fees charged for such advances, are made, reviewed and
                    approved as specified in the transaction agreements.
-------------------                                                           ------------------
                    The related accounts for the transaction, such as cash
                    reserve accounts or accounts established as a form of
                    overcollateralization, are separately maintained (e.g.,           X
                    with respect to commingling of cash) as set forth in
1122(d)(2)(iv)      the transaction agreements.
-------------------                                                           ------------------
1122(d)(2)(v)       Each custodial account is maintained at a federally               X
                    insured depository institution as set forth in the
                    transaction agreements. For purposes of this criterion,
                    "federally insured depository institution" with respect
                    to a foreign financial institution means a foreign
                    financial institution that meets the requirements of
                    Rule 13k-1(b)(1) of the Securities Exchange Act.
-------------------                                                           ------------------
1122(d)(2)(vi)      Unissued checks are safeguarded so as to prevent                  X
                    unauthorized access.
-------------------                                                           ------------------
1122(d)(2)(vii)      Reconciliations are prepared on a monthly basis for              X
                    all asset-backed securities related bank accounts,
                    including custodial accounts and related bank clearing
                    accounts. These reconciliations are (A) mathematically
                    accurate; (B) prepared within 30 calendar days after
                    the bank statement cutoff date, or such other number of
                    days specified in the transaction agreements; (C)
                    reviewed and approved by someone other than the person
                    who prepared the reconciliation; and (D) contain
                    explanations for reconciling items. These reconciling
                    items are resolved within 90 calendar days of their
                    original identification, or such other number of days
                    specified in the transaction agreements.
-------------------                                                           ------------------
                               Investor Remittances and Reporting
-------------------                                                           ------------------
1122(d)(3)(i)       Reports to investors, including those to be filed with            X
                    the Commission, are maintained in accordance with the
                    transaction agreements and applicable Commission
                    requirements. Specifically, such reports (A) are
                    prepared in accordance with timeframes and other terms
                    set forth in the transaction agreements; (B) provide
                    information calculated in accordance with the terms
                    specified in the transaction agreements; (C) are filed
                    with the Commission as required by its rules and
                    regulations; and (D) agree with investors' or the
                    trustee's records as to the total unpaid principal
                    balance and number of mortgage loans serviced by the
                    Servicer.
-------------------                                                           ------------------
1122(d)(3)(ii)      Amounts due to investors are allocated and remitted in            X
                    accordance with timeframes, distribution priority and
                    other terms set forth in the transaction agreements.
-------------------                                                           ------------------
                    Disbursements made to an investor are posted within two
                    business days to the Servicer's investor records, or
                    such other number of days specified in the transaction            X
1122(d)(3)(iii)     agreements.
-------------------                                                           ------------------
                    Amounts remitted to investors per the investor reports
                    agree with cancelled checks, or other form of payment,            X
1122(d)(3)(iv)      or custodial bank statements.
-------------------                                                           ------------------
                                   Pool Asset Administration
-------------------                                                           ------------------
1122(d)(4)(i)        Collateral or security on mortgage loans is maintained           X
                    as required by the transaction agreements or related
                    mortgage loan documents.
-------------------                                                           ------------------
                    Mortgage loan and related documents are safeguarded as            X
1122(d)(4)(ii)      required by the transaction agreements
-------------------                                                           ------------------
1122(d)(4)(iii)     Any additions, removals or substitutions to the asset             X
                    pool are made, reviewed and approved in accordance with
                    any conditions or requirements in the transaction
                    agreements.
-------------------                                                           ------------------
1122(d)(4)(iv)      Payments on mortgage loans, including any payoffs, made           X
                    in accordance with the related mortgage loan documents
                    are posted to the Servicer's obligor records maintained
                    no more than two business days after receipt, or such
                    other number of days specified in the transaction
                    agreements, and allocated to principal, interest or
                    other items (e.g., escrow) in accordance with the
                    related mortgage loan documents.
-------------------                                                           ------------------
1122(d)(4)(v)       The Servicer's records regarding the mortgage loans               X
                    agree with the Servicer's records with respect to an
                    obligor's unpaid principal balance.
-------------------                                                           ------------------
1122(d)(4)(vi)      Changes with respect to the terms or status of an                 X
                    obligor's mortgage loans (e.g., loan modifications or
                    re-agings) are made, reviewed and approved by
                    authorized personnel in accordance with the transaction
                    agreements and related pool asset documents.
-------------------                                                           ------------------
1122(d)(4)(vii)     Loss mitigation or recovery actions (e.g., forbearance            X
                    plans, modifications and deeds in lieu of foreclosure,
                    foreclosures and repossessions, as applicable) are
                    initiated, conducted and concluded in accordance with
                    the timeframes or other requirements established by the
                    transaction agreements.
-------------------                                                           ------------------
1122(d)(4)(viii)    Records documenting collection efforts are maintained             X
                    during the period a mortgage loan is delinquent in
                    accordance with the transaction agreements. Such
                    records are maintained on at least a monthly basis, or
                    such other period specified in the transaction
                    agreements, and describe the entity's activities in
                    monitoring delinquent mortgage loans including, for
                    example, phone calls, letters and payment rescheduling
                    plans in cases where delinquency is deemed temporary
                    (e.g., illness or unemployment).
-------------------                                                           ------------------
1122(d)(4)(ix)      Adjustments to interest rates or rates of return for              X
                    mortgage loans with variable rates are computed based
                    on the related mortgage loan documents.
-------------------                                                           ------------------
1122(d)(4)(x)       Regarding any funds held in trust for an obligor (such            X
                    as escrow accounts): (A) such funds are analyzed, in
                    accordance with the obligor's mortgage loan documents,
                    on at least an annual basis, or such other period
                    specified in the transaction agreements; (B) interest
                    on such funds is paid, or credited, to obligors in
                    accordance with applicable mortgage loan documents and
                    state laws; and (C) such funds are returned to the
                    obligor within 30 calendar days of full repayment of
                    the related mortgage loans, or such other number of
                    days specified in the transaction agreements.
-------------------                                                           ------------------
1122(d)(4)(xi)      Payments made on behalf of an obligor (such as tax or             X
                    insurance payments) are made on or before the related
                    penalty or expiration dates, as indicated on the
                    appropriate bills or notices for such payments,
                    provided that such support has been received by the
                    servicer at least 30 calendar days prior to these
                    dates, or such other number of days specified in the
                    transaction agreements.
-------------------                                                           ------------------
1122(d)(4)(xii)     Any late payment penalties in connection with any                 X
                    payment to be made on behalf of an obligor are paid
                    from the servicer's funds and not charged to the
                    obligor, unless the late payment was due to the
                    obligor's error or omission.
-------------------                                                           ------------------
                    Disbursements made on behalf of an obligor are posted
                    within two business days to the obligor's records
                    maintained by the servicer, or such other number of               X
1122(d)(4)(xiii)    days specified in the transaction agreements.
-------------------                                                           ------------------
1122(d)(4)(xiv)      Delinquencies, charge-offs and uncollectible accounts            X
                    are recognized and recorded in accordance with the
                    transaction agreements.
-------------------                                                           ------------------
                    Any external enhancement or other support, identified
                    in Item 1114(a)(1) through (3) or Item 1115 of
                    Regulation AB, is maintained as set forth in the
1122(d)(4)(xv)      transaction agreements.
-------------------                                                           ------------------
                    ---------------------------------------------------------

------------------- --------------------------------------------------------- ------------------



                                            [NAME OF SERVICER] [NAME OF SUBSERVICER]


                                            Date:  _________________________



                                            By:    _________________________
                                            Name:
                                            Title:


               26.    The Agreement is hereby  amended  effective as of the date hereof by adding the following
new Exhibit L:
                                                       EXHIBIT L

                                     REPORTING DATA FOR REALIZED LOSSES AND GAINS

                         Calculation of Realized Loss/Gain Form 332- Instruction Sheet

        NOTE:  Do not net or combine items.  Show all expenses individually and all credits as separate line
        items.  Claim packages are due on the remittance report date.  Late submissions may result in claims
        not being passed until the following month.  The Servicer is responsible to remit all funds pending
        loss approval and /or resolution of any disputed items.


               The numbers on the 332 form correspond with the numbers listed below.

        Liquidation and Acquisition Expenses:
        1.    The Actual Unpaid Principal Balance of the Mortgage Loan.  For documentation, an Amortization
              Schedule from date of default through liquidation breaking out the net interest and servicing
              fees advanced is required.

        2.    The Total Interest Due less the aggregate amount of servicing fee that would have been earned
              if all delinquent payments had been made as agreed. For documentation, an Amortization Schedule
              from date of default through liquidation breaking out the net interest and servicing fees
              advanced is required.

        3.    Accrued Servicing Fees based upon the Scheduled Principal Balance of the Mortgage Loan as
              calculated on a monthly basis. For documentation, an Amortization Schedule from date of default
              through liquidation breaking out the net interest and servicing fees advanced is required.

        4-12. Complete as applicable.  Required documentation:

               *  For taxes and insurance advances - see page 2 of 332 form - breakdown required showing period

                 of coverage, base tax, interest, penalty.  Advances prior to default require evidence of
                 servicer efforts to recover advances.

                *  For escrow advances - complete payment history

                   (to calculate advances from last positive escrow balance forward)

               *  Other expenses -  copies of corporate advance history showing all payments

               *  REO repairs > $1500 require explanation

               *  REO repairs >$3000 require evidence of at least 2 bids.

               *  Short Sale or Charge Off require P&L supporting the decision and WFB's approved Officer
               Certificate

               *  Unusual or extraordinary items may require further documentation.

        13.    The total of lines 1 through 12.

        Credits:

        14-21.Complete as applicable.  Required documentation:

              * Copy of the HUD 1 from the REO sale.  If a 3rd Party Sale, bid instructions and Escrow Agent
              / Attorney

                 Letter of Proceeds Breakdown.

              *  Copy of EOB for any MI or gov't guarantee

              *  All other credits need to be clearly defined on the 332 form            

        22.    The total of lines 14 through 21.

        Please Note:  For HUD/VA loans, use line (18a) for Part A/Initial proceeds and line (18b) for Part
                      B/Supplemental proceeds.

        Total Realized Loss (or Amount of Any Gain)
        23.   The total derived from  subtracting  line 22 from 13. If the amount  represents a realized  gain,
              show the amount in parenthesis (   ).

                                  Calculation of Realized Loss/Gain Form 332

        Prepared by:  __________________                  Date:  _______________
        Phone:  ______________________   Email Address:_____________________


----------------------------    -------------------------------   ------------------------------------
Servicer Loan No.               Servicer Name                     Servicer Address


----------------------------    -------------------------------   ------------------------------------

        WELLS FARGO BANK, N.A. Loan No._____________________________

        Borrower's Name: _________________________________________________________
        Property Address: _________________________________________________________

        Liquidation Type:  REO Sale          3rd Party Sale             Short Sale     Charge Off

        Was this loan granted a Bankruptcy deficiency or cramdown       Yes         No
        If "Yes", provide deficiency or cramdown amount _______________________________

        Liquidation and Acquisition Expenses:
       (1) Actual Unpaid Principal Balance of Mortgage Loan            $ ________________     (1)
        (2)Interest accrued at Net Rate                                  ________________     (2)
        (3)Accrued Servicing Fees                                        ________________     (3)
        (4)Attorney's Fees                                               ________________     (4)
        (5)Taxes (see page 2)                                            ________________     (5)
        (6)Property Maintenance                                          ________________     (6)
        (7)MI/Hazard Insurance Premiums (see page 2)                     ________________     (7)
        (8)Utility Expenses                                              ________________     (8)
        (9)Appraisal/BPO                                                 ________________     (9)
        (10)   Property Inspections                                      ________________     (10)
        (11)   FC Costs/Other Legal Expenses                             ________________     (11)
        (12)   Other (itemize)                                           ________________     (12)
               Cash for Keys__________________________                   ________________     (12)
               HOA/Condo Fees_______________________                     ________________     (12)
               ______________________________________                    ________________     (12)

               Total Expenses                                          $ ________________     (13)
        Credits:
        (14)   Escrow Balance                                          $ ________________    (14)
        (15)   HIP Refund                                                ________________     (15)
        (16)   Rental Receipts                                           ________________     (16)
        (17)   Hazard Loss Proceeds                                      ________________     (17)
        (18)   Primary Mortgage Insurance / Gov't Insurance              ________________     (18a)
        HUD Part A
                                                                         ________________     (18b)
        HUD Part B
        (19)   Pool Insurance Proceeds                                   ________________     (19)
        (20)   Proceeds from Sale of Acquired Property                   ________________     (20)
        (21)   Other (itemize)                                           ________________     (21)
           _________________________________________                     ________________     (21)

           Total Credits                                               $ ________________     (22)
        Total Realized Loss (or Amount of Gain)                        $ ________________     (23)


Escrow Disbursement Detail


--------------- ------------ ------------- ------------- ------------ ------------- -------------
     Type        Date Paid    Period of     Total Paid   Base Amount   Penalties      Interest
 (Tax /Ins.)                   Coverage
--------------- ------------ ------------- ------------- ------------ ------------- -------------
--------------- ------------ ------------- ------------- ------------ ------------- -------------

--------------- ------------ ------------- ------------- ------------ ------------- -------------
--------------- ------------ ------------- ------------- ------------ ------------- -------------

--------------- ------------ ------------- ------------- ------------ ------------- -------------
--------------- ------------ ------------- ------------- ------------ ------------- -------------

--------------- ------------ ------------- ------------- ------------ ------------- -------------
--------------- ------------ ------------- ------------- ------------ ------------- -------------

--------------- ------------ ------------- ------------- ------------ ------------- -------------
--------------- ------------ ------------- ------------- ------------ ------------- -------------

--------------- ------------ ------------- ------------- ------------ ------------- -------------
--------------- ------------ ------------- ------------- ------------ ------------- -------------

--------------- ------------ ------------- ------------- ------------ ------------- -------------
--------------- ------------ ------------- ------------- ------------ ------------- -------------

--------------- ------------ ------------- ------------- ------------ ------------- -------------
--------------- ------------ ------------- ------------- ------------ ------------- -------------

--------------- ------------ ------------- ------------- ------------ ------------- -------------



        27.    Except as  amended  above,  the  Agreement  shall  continue  to be in full  force and  effect in
accordance with its terms.

        28.    This  Amendment  may be executed by one or more of the parties  hereto on any number of separate
counterparts  and of said  counterparts  taken  together  shall  be  deemed  to  constitute  one  and the  same
instrument.

                                           [SIGNATURE PAGES FOLLOW]





        IN WITNESS  WHEREOF,  the  following  parties  have  caused  their  names to be signed  hereto by their
respective officers thereunto duly authorized as of the day and year first above written.
                                                   EMC MORTGAGE CORPORATION,
                                                          as Owner

                                                   By:                                 
                                                   Name:
                                                   Title:


                                                   EVERHOME MORTGAGE COMPANY (F/K/A ALLIANCE MORTGAGE COMPANY),
                                                          as Servicer

                                                   By:                                 
                                                   Name:
                                                   Title:



                                                                                                    EXHIBIT H-6



                                           EMC MORTGAGE CORPORATION
                                                  Purchaser,

                                    FIRST TENNESSEE MORTGAGE SERVICES, INC.
                                                   Servicer,

                                      FIRST HORIZON HOME LOAN CORPORATION

                                                    Seller,

                                 PURCHASE, WARRANTIES AND SERVICING AGREEMENT
                                         Dated as of September 1, 2003





                                  (Fixed and Adjustable Rate Mortgage Loans)





                                               TABLE OF CONTENTS

                                                   ARTICLE I


Section 1.01     Defined Terms.........................................................2

                                                  ARTICLE II

Section 2.01     Agreement to Purchase.................................................14
Section 2.02     Purchase Price........................................................15
Section 2.03     Servicing of Mortgage Loans...........................................15
Section 2.04     Record Title and Possession of Mortgage Files;
                         Maintenance of Servicing Files................................15
Section 2.05     Books and Records.....................................................16
Section 2.06     Transfer of Mortgage Loans............................................17
Section 2.07     Delivery of Mortgage Loan Documents...................................17
Section 2.08     Quality Control Procedures............................................19
Section 2.09     Near-term Principal Prepayments; Near Term Payment Defaults...........19
Section 2.10     Modification of Obligations...........................................19

                                                  ARTICLE III

Section 3.01     Representations and Warranties of the Company.........................21
Section 3.02     Representations and Warranties as to
                         Individual Mortgage Loans.....................................24
Section 3.03     Repurchase; Substitution..............................................33
Section 3.04     Representations and Warranties of the Purchaser.......................35

                                                  ARTICLE IV

Section 4.01     Company to Act as Servicer............................................36
Section 4.02     Collection of Mortgage Loan Payments..................................39
Section 4.03     Realization Upon Defaulted Mortgage Loans.............................40
Section 4.04     Establishment of Custodial Accounts;
                         Deposits in Custodial Accounts................................41
Section 4.05     Permitted Withdrawals from the
                         Custodial Account.............................................42
Section 4.06     Establishment of Escrow Accounts;
                         Deposits in Escrow Accounts...................................43
Section 4.07     Permitted Withdrawals From Escrow Account.............................44
Section 4.08     Payment of Taxes, Insurance and Other
                         Charges; Maintenance of Primary Mortgage
                          Insurance Policies; Collections Thereunder...................45
Section 4.09     Transfer of Accounts..................................................46
Section 4.10     Maintenance of Hazard Insurance.......................................46
Section 4.11     Maintenance of Mortgage Impairment
                         Insurance Policy..............................................47
Section 4.12     Fidelity Bond, Errors and Omissions
                        Insurance......................................................48
Section 4.13     Title, Management and Disposition of REO  Property....................48
Section 4.14     Notification of Maturity Date.........................................50

                                                   ARTICLE V

Section 5.01     Distributions.........................................................50
Section 5.02     Statements to the Purchaser...........................................51
Section 5.03     Monthly Advances by the Company.......................................53
Section 5.04     Liquidation Reports...................................................53

                                                  ARTICLE VI

Section 6.01     Assumption Agreements.................................................53
Section 6.02     Satisfaction of Mortgages and Release
                         of Mortgage Files.............................................54
Section 6.03     Servicing Compensation................................................55
Section 6.04     Annual Statement as to Compliance.....................................56
Section 6.05     Annual Independent Certified Public
                         Accountants' Servicing Report.................................56
Section 6.06     Purchaser's Right to Examine Company Records..........................56

                                                  ARTICLE VII

Section 7.01     Company Shall Provide Information as Reasonably
                          Required.....................................................57

                                                 ARTICLE VIII

Section 8.01     Indemnification; Third Party Claims...................................58
Section 8.02     Merger or Consolidation of the Company................................58
Section 8.03     Limitation on Liability of the Company and Others.....................59
Section 8.04     Company Not to Assign or Resign.......................................59
Section 8.05     No Transfer of Servicing..............................................59




                                                  ARTICLE IX

Section 9.01     Events of Default.....................................................61
Section 9.02     Waiver of Defaults....................................................62

                                                   ARTICLE X

Section 10.01     Termination..........................................................62
Section 10.02     Termination without cause............................................63

                                                  ARTICLE XI

Section 11.01     Successor to the Company.............................................63
Section 11.02     Amendment............................................................64
Section 11.03     Recordation of Agreement.............................................65
Section 11.04     Governing Law........................................................65
Section 11.05     Notices..............................................................65
Section 11.06     Severability of Provisions...........................................66
Section 11.07     Exhibits.............................................................66
Section 11.08     General Interpretive Principles......................................66
Section 11.09     Reproduction of Documents............................................67
Section 11.10     Confidentiality of Information.......................................67
Section 11.11     Recordation of Assignment of Mortgage................................67
Section 11.12     Assignment by Purchaser..............................................68
Section 11.13     No Partnership.......................................................68
Section 11.14     Execution: Successors and Assigns....................................68
Section 11.15     Entire Agreement.....................................................68
Section 11.16     No Solicitation......................................................68
Section 11.17     Closing..............................................................69
Section 11.18     Cooperation of Company with Reconstitution...........................70

EXHIBITS
   A                    Contents of Mortgage File
   B                    Custodial Account Letter Agreement
   C                    Escrow Account Letter Agreement
   D                    Form of Assignment, Assumption and Recognition Agreement
   E                    Form of Trial Balance
   F                     [reserved]
   G                   Request for Release of Documents and Receipt
   H                   Company's Underwriting Guidelines
   I                     Form of Term Sheet








        This is a Purchase,  Warranties and Servicing Agreement,  dated as of September 1, 2003 and is executed
among EMC MORTGAGE  CORPORATION,  as Purchaser,  with offices  located at Mac Arthur Ridge II, 909 Hidden Ridge
Drive, Suite 200, Irving, Texas 75038 (the "Purchaser"),  FIRST TENNESSEE MORTGAGE SERVICES,  INC., as servicer
(the  "Servicer")  with offices  located at 4000 Horizon Way,  Irving,  Texas 75063 and FIRST HORIZON HOME LOAN
CORPORATION,  as seller (the  "Seller")  with offices  located at 4000 Horizon  Way,  Irving,  Texas 75063 (the
Servicer and the Seller together referred to as the "Company").

                                             W I T N E S S E T H :

        WHEREAS,  the  Purchaser  has  heretofore  agreed to  purchase  from the  Company  and the  Company has
heretofore agreed to sell to the Purchaser,  from time to time,  certain Mortgage Loans on a servicing retained
basis;

        WHEREAS,  each of the  Mortgage  Loans is  secured  by a  mortgage,  deed of  trust  or other  security
instrument  creating a first  lien on a  residential  dwelling  located in the  jurisdiction  indicated  on the
Mortgage Loan Schedule, which is annexed to the related Term Sheet; and

        WHEREAS,  the  Purchaser and the Company wish to prescribe the  representations  and  warranties of the
Company  with  respect  to itself and the  Mortgage  Loans and the  management,  servicing  and  control of the
Mortgage Loans;

        NOW,  THEREFORE,  in consideration of the mutual  agreements  hereinafter set forth, and for other good
and valuable  consideration,  the receipt and adequacy of which is hereby  acknowledged,  the Purchaser and the
Company agree as follows:





                                                   ARTICLE I

                                                  DEFINITIONS

        Section 1.01  Defined Terms.

        Whenever  used in this  Agreement,  the  following  words and  phrases,  unless the  context  otherwise
requires, shall have the following meaning specified in this Article:

        Accepted Servicing  Practices:  With respect to any Mortgage Loan, those mortgage  servicing  practices
(including  collection  procedures) of prudent  mortgage banking  institutions  which service mortgage loans of
the same type as such Mortgage Loan in the jurisdiction  where the related Mortgaged  Property is located,  and
which are in  accordance  with Fannie Mae  servicing  practices  and  procedures,  for MBS pool  mortgages,  as
defined in the Fannie Mae Guides including future updates.

        Adjustment  Date: As to each  adjustable  rate Mortgage Loan,  the date on which the Mortgage  Interest
Rate is adjusted in accordance with the terms of the related Mortgage Note.

        Agreement:   This  Purchase,   Warranties  and  Servicing  Agreement  including  all  exhibits  hereto,
amendments hereof and supplements hereto.

        Appraised  Value:  With  respect to any  Mortgaged  Property,  the value  thereof as  determined  by an
appraisal  made for the  originator of the Mortgage Loan at the time of  origination of the Mortgage Loan by an
appraiser who met the requirements of the Company and Fannie Mae.

        Assignment:  An individual assignment of the Mortgage,  notice of transfer or equivalent instrument, in
recordable  form,  sufficient  under the laws of the  jurisdiction  wherein the related  Mortgaged  Property is
located to reflect of record the sale or transfer of the Mortgage Loan.

        BIF:  The Bank Insurance Fund, or any successor thereto.

        Business  Day: Any day other than:  (i) a Saturday or Sunday,  or (ii) a legal  holiday in the State of
New York or State of  Texas,  or  (iii) a day on  which  banks in the  State of New York or State of Texas  are
authorized or obligated by law or executive order to be closed.

        Closing Date: With respect to any Mortgage Loan, the date stated on the related Term Sheet.

        Code:         The Internal Revenue Code of 1986, or any successor statute thereto.

        Company:      Reference to the Seller and Servicer.

        Company's  Officer's  Certificate:  A certificate signed by the Chairman of the Board,  President,  any
Vice  President  or  Treasurer  of Company  stating  the date by which  Company  expects to receive any missing
documents sent for recording from the applicable recording office.

        Condemnation  Proceeds:  All  awards  or  settlements  in  respect  of a  Mortgaged  Property,  whether
permanent or temporary,  partial or entire, by exercise of the power of eminent domain or condemnation,  to the
extent not required to be released to a Mortgagor in  accordance  with the terms of the related  Mortgage  Loan
Documents.

        Confirmation:  The trade  confirmation  letter  between the  Purchaser and the Company which relates to
the Mortgage Loans.

        Co-op Lease:  With respect to a Co-op Loan,  the lease with respect to a dwelling  unit occupied by the
Mortgagor and relating to the stock allocated to the related dwelling unit.

        Co-op  Loan:  A  Mortgage  Loan  secured  by the  pledge of stock  allocated  to a  dwelling  unit in a
residential cooperative housing corporation and a collateral assignment of the related Co-op Lease.

        Current Appraised Value:    With respect to any  Mortgaged  Property,  the value  thereof as determined
by an appraisal made for the Company (by an appraiser who met the  requirements  of the Company and Fannie Mae)
at the request of a Mortgagor for the purpose of canceling a Primary  Mortgage  Insurance  Policy in accordance
with  federal,  state and local  laws and  regulations  or  otherwise  made at the  request  of the  Company or
Mortgagor.

        Current LTV:  The ratio of the Stated  Principal  Balance of a Mortgage  Loan to the Current  Appraised
Value of the Mortgaged Property.

        Custodial  Account:  Each  separate  demand  account or  accounts  created and  maintained  pursuant to
Section  4.04  which  shall be  entitled  "[_____________________],  in  trust  for the  [Purchaser],  Owner of
Adjustable  Rate Mortgage  Loans" and shall be  established in an Eligible  Account,  in the name of the Person
that is the "Purchaser" with respect to the related Mortgage Loans.

        Custodian:  With respect to any Mortgage  Loan,  the entity  stated on the related Term Sheet,  and its
successors and assigns, as custodian for the Purchaser.

        Cut-off Date: With respect to any Mortgage Loan, the date stated on the related Term Sheet.

        Determination  Date:  The 15th  day (or if such  15th  day is not a  Business  Day,  the  Business  Day
immediately preceding such 15th day) of the month of the related Remittance Date.

        Due Date:  The day of the month on which the Monthly  Payment is due on a Mortgage  Loan,  exclusive of
any days of grace, which is the first day of the month.

        Due Period:  With respect to any Remittance Date, the period  commencing on the second day of the month
preceding the month of such Remittance Date and ending on the first day of the month of the Remittance Date.

        Eligible  Account:  An account  established and maintained:  (i) within FDIC insured accounts  created,
maintained and monitored by the Company so that all funds  deposited  therein are fully  insured,  or (ii) as a
trust  account with the  corporate  trust  department of a depository  institution  or trust company  organized
under the laws of the United  States of America or any one of the states  thereof or the  District  of Columbia
which  is not  affiliated  with  the  Company  (or any  sub-servicer)  or  (iii)  with an  entity  which  is an
institution  whose  deposits  are  insured by the FDIC,  the  unsecured  and  uncollateralized  long-term  debt
obligations  of which  shall be rated "A2" or higher by  Standard & Poor's and "A" or higher by Fitch,  Inc. or
one of the two highest  short-term  ratings by any applicable Rating Agency,  and which is either (a) a federal
savings  association duly organized,  validly existing and in good standing under the federal banking laws, (b)
an institution duly organized,  validly existing and in good standing under the applicable  banking laws of any
state, (c) a national banking  association  under the federal banking laws, or (d) a principal  subsidiary of a
bank holding company, or (iv) if ownership of the Mortgage Loans is evidenced by  mortgaged-backed  securities,
the equivalent  required ratings of each Rating Agency,  and held such that the rights of the Purchaser and the
owner of the Mortgage  Loans shall be fully  protected  against the claims of any  creditors of the Company (or
any  sub-servicer)  and of any creditors or depositors of the  institution  in which such account is maintained
or (v) in a separate  non-trust  account  without FDIC or other  insurance in an Eligible  Institution.  In the
event  that a  Custodial  Account  is  established  pursuant  to  clause  (iii),  (iv) or (v) of the  preceding
sentence,  the Company shall provide the Purchaser  with written  notice on the Business Day following the date
on which the applicable institution fails to meet the applicable ratings requirements.

        Eligible Institution:       An institution  having (i) the highest  short-term debt rating,  and one of
the two highest  long-term debt ratings of each Rating Agency;  or (ii) with respect to any Custodial  Account,
an  unsecured  long-term  debt rating of at least one of the two highest  unsecured  long-term  debt ratings of
each Rating Agency.

        Equity  Take-Out  Refinanced  Mortgage  Loan: A Refinanced  Mortgage Loan the proceeds of which were in
excess of the  outstanding  principal  balance  of the  existing  mortgage  loan as  defined  in the Fannie Mae
Guide(s).

        Escrow  Account:  Each separate trust account or accounts  created and  maintained  pursuant to Section
4.06 which shall be entitled  "[__________________],  in trust for the  [Purchaser],  Owner of Adjustable  Rate
Mortgage Loans,  and various  Mortgagors" and shall be established in an Eligible  Account,  in the name of the
Person that is the "Purchaser" with respect to the related Mortgage Loans.

        Escrow  Payments:  With respect to any Mortgage Loan,  the amounts  constituting  ground rents,  taxes,
assessments,  water  rates,  sewer rents,  municipal  charges,  mortgage  insurance  premiums,  fire and hazard
insurance premiums,  condominium  charges, and any other payments required to be escrowed by the Mortgagor with
the mortgagee pursuant to the Mortgage or any other document.

        Event of Default:  Any one of the conditions or circumstances enumerated in Section 9.01.

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

        Fannie  Mae  Guide(s):  The  Fannie  Mae  Selling  Guide and the  Fannie  Mae  Servicing  Guide and all
amendments or additions thereto.

        FDIC:  The Federal Deposit Insurance Corporation, or any successor thereto.

        FHLMC:  The Federal Home Loan Mortgage Corporation, or any successor thereto.

        FHLMC Guide:  The FHLMC Single Family Seller/Servicer Guide and all amendments or additions thereto.

        Fidelity Bond:  A fidelity bond to be maintained by the Company pursuant to Section 4.12.

        FIRREA:  The Financial Institutions Reform, Recovery, and Enforcement Act of 1989.

        First  Remittance  Date:  With respect to any Mortgage Loan, the Remittance Date occurring in the month
following the month in which the related Closing Date occurs.

        GAAP:  Generally accepted accounting principles, consistently applied.

        HUD:  The United States Department of Housing and Urban Development or any successor thereto.

        Index:  With respect to any adjustable  rate Mortgage  Loan, the index  identified on the Mortgage Loan
Schedule and set forth in the related Mortgage Note for the purpose of calculating the interest rate thereon.

        Initial Rate Cap:    As to each adjustable rate Mortgage Loan, where  applicable,  the maximum increase
or decrease in the Mortgage Interest Rate on the first Adjustment Date.

        Insurance  Proceeds:  With respect to each Mortgage Loan,  proceeds of insurance  policies insuring the
Mortgage Loan or the related Mortgaged Property.

        Lifetime Rate Cap: As to each  adjustable rate Mortgage Loan, the maximum  Mortgage  Interest Rate over
the term of such Mortgage Loan.

        Liquidation  Proceeds:  Cash received in connection with the liquidation of a defaulted  Mortgage Loan,
whether through the sale or assignment of such Mortgage Loan, trustee's sale, foreclosure sale or otherwise.

        Loan-to-Value  Ratio or LTV: With respect to any Mortgage Loan,  the ratio of the original  outstanding
principal  amount  of the  Mortgage  Loan,  to (i) the  Appraised  Value of the  Mortgaged  Property  as of the
Origination  Date with respect to a Refinanced  Mortgage  Loan,  and (ii) the lesser of the Appraised  Value of
the  Mortgaged  Property as of the  Origination  Date or the  purchase  price of the  Mortgaged  Property  with
respect to all other Mortgage Loans.

        Margin:  With respect to each adjustable rate Mortgage Loan, the fixed  percentage  amount set forth in
each related  Mortgage  Note which is added to the Index in order to determine  the related  Mortgage  Interest
Rate, as set forth in the Mortgage Loan Schedule.

        Monthly  Advance:  The aggregate of the advances made by the Company on any Remittance Date pursuant to
Section 5.03.

        Monthly  Payment:  The scheduled  monthly payment of principal and interest on a Mortgage Loan which is
payable by a Mortgagor under the related Mortgage Note.

        Mortgage:  The  mortgage,  deed of trust or other  instrument  securing a Mortgage Note which creates a
first lien on an unsubordinated estate in fee simple in real property securing the Mortgage Note.

        Mortgage File: The mortgage documents  pertaining to a particular  Mortgage Loan which are specified in
Exhibit A hereto and any  additional  documents  required  to be added to the  Mortgage  File  pursuant to this
Agreement.

        Mortgage  Impairment  Insurance  Policy:  A mortgage  impairment or blanket hazard  insurance policy as
described in Section 4.11.

        Mortgage  Interest Rate: The annual rate at which interest  accrues on any Mortgage Loan,  which may be
adjusted from time to time for an  adjustable  rate Mortgage  Loan,  in accordance  with the  provisions of the
related Mortgage Note.

        Mortgage Loan: An individual  mortgage loan which is the subject of this Agreement,  each Mortgage Loan
originally  sold and subject to this Agreement being  identified on the Mortgage Loan Schedule  attached to the
related Term Sheet,  which Mortgage Loan includes without  limitation the Mortgage File, the Monthly  Payments,
Principal  Prepayments,  Liquidation  Proceeds,  Condemnation  Proceeds,  Insurance  Proceeds,  REO Disposition
Proceeds,  and all other rights,  benefits,  proceeds and  obligations  arising from or in connection with such
Mortgage Loan, excluding replaced or repurchased mortgage loans.

        Mortgage Loan Documents:  The documents listed in Exhibit A.

        Mortgage  Loan  Remittance  Rate:  With  respect to each  Mortgage  Loan,  the annual  rate of interest
remitted to the Purchaser, which shall be equal to the Mortgage Interest Rate minus the Servicing Fee Rate.

        Mortgage  Loan  Schedule:  The  schedule of Mortgage  Loans  annexed to the  related  Term Sheet,  such
schedule  setting forth the following  information  with respect to each Mortgage Loan in the related  Mortgage
Loan Package:

        (1)    the Company's Mortgage Loan identifying number;

        (2)    the Mortgagor's first and last name;

        (3)    the street address of the Mortgaged Property including the city, state and zip code;

        (4)    a code  indicating  whether  the  Mortgaged  Property  is  owner-occupied,  a second  home or an
investor property;

        (5)    the type of residential property constituting the Mortgaged Property;

(6)     the original months to maturity of the Mortgage Loan;

(7)     the remaining  months to maturity from the related  Cut-off  Date,  based on the original  amortization
schedule  and, if  different,  the maturity  expressed in the same manner but based on the actual  amortization
schedule;

        (8)    the Sales Price, if applicable, Appraised Value and Loan-to-Value Ratio, at origination;

        (9)    the Mortgage  Interest Rate as of origination  and as of the related  Cut-off Date; with respect
to each  adjustable  rate Mortgage Loan, the initial  Adjustment  Date, the next  Adjustment  Date  immediately
following the related  Cut-off Date, the Index,  the Margin,  the Initial Rate Cap, if any,  Periodic Rate Cap,
if any, minimum Mortgage Interest Rate under the terms of the Mortgage Note and the Lifetime Rate Cap;

        (10)   the Origination Date of the Mortgage Loan;

        (11)   the stated maturity date;

        (12)   the amount of the Monthly Payment at origination;

        (13)   the amount of the Monthly Payment as of the related  Cut-off Date;

        (14)   the original principal amount of the Mortgage Loan;

        (15)   the scheduled Stated  Principal  Balance of the Mortgage Loan as of the close of business on the
related  Cut-off  Date,  after  deduction  of payments of principal  due on or before the related  Cut-off Date
whether or not collected;

        (16)   a code  indicating the purpose of the Mortgage Loan (i.e.,  purchase,  rate and term  refinance,
equity take-out refinance);

        (17)   a code indicating the documentation style (i.e. full, alternative, etc.);

        (18)   the number of times during the twelve (12) month period  preceding the related Closing Date that
any Monthly Payment has been received after the month of its scheduled due date;

        (19)   the date on which the first payment is or was due;

(20)    a code  indicating  whether or not the  Mortgage  Loan is the subject of a Primary  Mortgage  Insurance
               Policy and the name of the related insurance carrier;

        (21)   a code indicating  whether or not the Mortgage Loan is currently  convertible and the conversion
spread;

        (22)   the last Due Date on which a Monthly  Payment  was  actually  applied  to the  unpaid  principal
balance of the Mortgage Loan.

        (23)   product type (i.e. fixed, adjustable, 3/1, 5/1, etc.);

(24)    credit score and/or mortgage score, if applicable;

        (25)   a code indicating  whether or not the Mortgage Loan is the subject of a Lender Primary  Mortgage
Insurance Policy and the name of the related insurance carrier and the Lender Paid Mortgage Insurance Rate;

(26)    a code indicating  whether or not the Mortgage Loan has a prepayment  penalty and if so, the amount and
term thereof; and

        (27)   the Current Appraised Value of the Mortgage Loan and Current LTV, if applicable.

        With  respect to the  Mortgage  Loans in the  aggregate,  the Mortgage  Loan  Schedule  attached to the
related Term Sheet shall set forth the following information, as of the related Cut-off Date:

        (1)    the number of Mortgage Loans;

        (2)    the current aggregate outstanding principal balance of the Mortgage Loans;

        (3)    the weighted average Mortgage Interest Rate of the Mortgage Loans;

        (4)    the weighted average maturity of the Mortgage Loans; and

        (5)    the weighted average months to next Adjustment Date;

        Mortgage Note:  The note or other evidence of the indebtedness of a Mortgagor secured by a Mortgage.

        Mortgaged Property:  The underlying real property securing repayment of a Mortgage Note,  consisting of
a single  parcel of real estate  considered  to be real  estate  under the laws of the state in which such real
property  is  located  which may  include  condominium  units and  planned  unit  developments,  improved  by a
residential  dwelling;  except that with respect to real property  located in jurisdictions in which the use of
leasehold  estates  for  residential  properties  is a  widely-accepted  practice,  a  leasehold  estate of the
Mortgage, the term of which is equal to or longer than the term of the Mortgage.

        Mortgagor:  The obligor on a Mortgage Note.

        Nonrecoverable  Advance:  Any portion of a Monthly  Advance or  Servicing  Advance  previously  made or
proposed  to be made by the  Company  pursuant  to this  Agreement,  that,  in the good faith  judgment  of the
Company,  will not or, in the case of a proposed advance,  would not, be ultimately  recoverable by it from the
related Mortgagor or the related Liquidation Proceeds,  Insurance Proceeds,  Condemnation Proceeds or otherwise
with respect to the related Mortgage Loan.

        OCC:  Office of the Comptroller of the Currency, or any successor thereto.

        Officers'  Certificate:  A  certificate  signed by the Chairman of the Board,  the Vice Chairman of the
Board,  the President,  a Senior Vice President or a Vice President or by the Treasurer or the Secretary or one
of the  Assistant  Treasurers  or Assistant  Secretaries  of the  Company,  and  delivered to the  Purchaser as
required by this Agreement.

        Opinion of  Counsel:  A written  opinion of  counsel,  who may be an employee of the party on behalf of
whom the opinion is being given, reasonably acceptable to the Purchaser.

        Origination  Date: The date on which a Mortgage Loan funded,  which date shall not, in connection  with
a Refinanced  Mortgage  Loan, be the date of the funding of the debt being  refinanced,  but rather the closing
of the debt currently outstanding under the terms of the Mortgage Loan Documents.

        OTS:  Office of Thrift Supervision, or any successor thereto.

        Periodic Rate Cap: As to each  adjustable  rate Mortgage Loan, the maximum  increase or decrease in the
Mortgage  Interest  Rate on any  Adjustment  Date,  as set forth in the related  Mortgage  Note and the related
Mortgage Loan Schedule.

        Permitted Investments:  Any one or more of the following obligations or securities:

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

        (ii)  (a) demand or time deposits, federal funds or bankers' acceptances issued by any depository
    institution or trust company incorporated under the laws of the United States of America or any state
    thereof and subject to supervision and examination by federal and/or state banking authorities, provided
    that the commercial paper and/or the short-term deposit rating and/or the long-term unsecured debt
    obligations or deposits of such depository institution or trust company at the time of such investment or
    contractual commitment providing for such investment are rated in one of the two highest rating
    categories by each Rating Agency and (b) any other demand or time deposit or certificate of deposit that
    is fully insured by the FDIC;


               (iii)  repurchase  obligations  with a term not to exceed  thirty (30) days and with  respect to
               (a) any security  described  in clause (i) above and entered into with a depository  institution
               or trust company (acting as principal) described in clause (ii)(a) above;

               (iv) securities  bearing  interest or sold at a discount issued by any corporation  incorporated
               under the laws of the United  States of America  or any state  thereof  that are rated in one of
               the two highest  rating  categories  by each  Rating  Agency at the time of such  investment  or
               contractual commitment providing for such investment;  provided, however, that securities issued
               by any particular  corporation will not be Permitted  Investments to the extent that investments
               therein  will  cause  the  then  outstanding  principal  amount  of  securities  issued  by such
               corporation  and held as  Permitted  Investments  to  exceed  10% of the  aggregate  outstanding
               principal balances of all of the Mortgage Loans and Permitted Investments;

               (v)  commercial   paper   (including   both   non-interest-bearing   discount   obligations  and
               interest-bearing  obligations  payable on demand or on a  specified  date not more than one year
               after the date of issuance  thereof) which are rated in one of the two highest rating categories
               by each Rating Agency at the time of such investment;

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

               (vii) any money market funds the collateral of which consists of  obligations  fully  guaranteed
               by the  United  States of  America or any  agency or  instrumentality  of the  United  States of
               America the  obligations  of which are backed by the full faith and credit of the United  States
               of America (which may include repurchase  obligations secured by collateral  described in clause
               (i)) and other  securities  and which  money  market  funds are rated in one of the two  highest
               rating categories by each Rating Agency.

provided,  however,  that no  instrument  or security  shall be a Permitted  Investment  if such  instrument or
security  evidences a right to receive only interest  payments with respect to the obligations  underlying such
instrument  or if such  security  provides for payment of both  principal and interest with a yield to maturity
in excess of 120% of the yield to maturity at par or if such  investment  or security is  purchased  at a price
greater than par.

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

        Prepayment  Interest  Shortfall:  With respect to any Remittance  Date, for each Mortgage Loan that was
the subject of a Principal  Prepayment during the related  Prepayment  Period, an amount equal to the excess of
one  month's  interest  at the  applicable  Mortgage  Loan  Remittance  Rate on the  amount  of such  Principal
Prepayment  over the amount of interest  (adjusted to the Mortgage Loan  Remittance  Rate) actually paid by the
related Mortgagor with respect to such Prepayment Period.

        Prepayment Period:   With respect to any Remittance  Date,  the calendar  month  preceding the month in
which such Remittance Date occurs.

        Primary  Mortgage  Insurance  Policy:  Each primary policy of mortgage  insurance  represented to be in
effect pursuant to Section  3.02(hh),  or any replacement  policy therefor  obtained by the Company pursuant to
Section 4.08.

        Prime Rate:  The prime rate  announced  to be in effect from time to time as  published  as the average
rate in the Wall Street Journal (Northeast Edition).

        Principal  Prepayment:  Any payment or other  recovery of principal on a Mortgage  Loan full or partial
which is received in advance of its scheduled Due Date,  including any  prepayment  penalty or premium  thereon
and which is not  accompanied  by an amount of  interest  representing  scheduled  interest  due on any date or
dates in any month or months subsequent to the month of prepayment.

        Purchase Price:  As defined in Section 2.02.

        Purchaser: EMC Mortgage Corporation, its successors in interest and assigns.

        Qualified  Appraiser:  An  appraiser,  duly  appointed by the Company,  who had no interest,  direct or
indirect  in  the  related  Mortgaged  Property  or in any  loan  made  on  the  security  thereof,  and  whose
compensation  is not affected by the approval or  disapproval  of the Mortgage Loan, and such appraiser and the
appraisal  made by such  appraiser  both  satisfy the  requirements  of Title XI of FIRREA and the  regulations
promulgated  thereunder and the  requirements of Fannie Mae, all as in effect on the date the Mortgage Loan was
originated.

        Qualified  Insurer:  An insurance  company duly qualified as such under the laws of the states in which
the  related  Mortgaged  Property is  located,  duly  authorized  and  licensed in such states to transact  the
applicable  insurance  business and to write the  insurance  provided,  approved as an insurer by Fannie Mae or
FHLMC.

        Rating  Agency:  Standard & Poor's,  Fitch,  Inc. or, in the event that some or all of the ownership of
the Mortgage Loans is evidenced by  mortgage-backed  securities,  the  nationally  recognized  rating  agencies
issuing ratings with respect to such securities, if any.

        Refinanced  Mortgage  Loan:  A Mortgage  Loan  which was made to a  Mortgagor  who owned the  Mortgaged
Property  prior to the  origination  of such Mortgage Loan and the proceeds of which were used in whole or part
to satisfy an existing mortgage.

        REMIC:  A "real  estate  mortgage  investment  conduit," as such term is defined in Section 860D of the
Code.

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

        Remittance  Date: The 18th day of any month,  beginning with the First Remittance Date, or if such 18th
day is not a Business Day, the first Business Day immediately preceding such 18th day.

        REO Disposition:  The final sale by the Company of any REO Property.

        REO Disposition Proceeds: Amounts received by the Company in connection with a related REO Disposition.

        REO Property:  A Mortgaged  Property acquired by the Company on behalf of the Purchaser as described in
Section 4.13.

        Repurchase  Price:  With respect to any Mortgage  Loan, a price equal to (i) the product of the greater
of 100% or the percentage of par as stated in the Confirmation  multiplied by the Stated  Principal  Balance of
such Mortgage Loan on the repurchase  date,  plus (ii) interest on such  outstanding  principal  balance at the
Mortgage Loan  Remittance  Rate from the last date through which interest has been paid and  distributed to the
Purchaser to the end of the month of repurchase,  plus, (iii) third party expenses  incurred in connection with
the  transfer of the Mortgage  Loan being  repurchased;  less  amounts  received or advanced in respect of such
repurchased  Mortgage  Loan which are being held in the  Custodial  Account  for  distribution  in the month of
repurchase.

        SAIF:  The Savings Association Insurance Fund, or any successor thereto.

        Sales Price:  With  respect to any Mortgage  Loan the  proceeds of which were used by the  Mortgagor to
acquire the related Mortgaged Property, the amount paid by the related Mortgagor for such Mortgaged Property.

        Seller:       First  Horizon  Home Loan  Corporation,  its  successors  in  interest  and  assigns,  as
permitted by this Agreement.

        Servicer:  First  Tennessee  Mortgage  Services,  Inc.,  its  successors  in interest and  assigns,  as
permitted by this Agreement.

        Servicing  Advances:  All  customary,  reasonable  and  necessary  "out of pocket"  costs and  expenses
(including  reasonable  attorneys'  fees and  disbursements)  incurred in the performance by the Company of its
servicing  obligations,  including,  but not  limited  to, the cost of (a) the  preservation,  restoration  and
protection of the Mortgaged  Property,  (b) any enforcement,  administrative  or judicial  proceedings,  or any
legal work or advice  specifically  related to servicing  the  Mortgage  Loans,  including  but not limited to,
foreclosures,  bankruptcies,  condemnations,  drug seizures, elections, foreclosures by subordinate or superior
lienholders,  and other legal actions  incidental to the servicing of the Mortgage  Loans  (provided  that such
expenses are  reasonable  and that the Company  specifies the Mortgage  Loan(s) to which such  expenses  relate
and, upon Purchaser's  request,  provides  documentation  supporting such expense (which documentation would be
acceptable  to Fannie  Mae),  and  provided  further  that any such  enforcement,  administrative  or  judicial
proceeding  does not  arise  out of a  breach  of any  representation,  warranty  or  covenant  of the  Company
hereunder),  (c) the  management  and  liquidation  of the  Mortgaged  Property  if the  Mortgaged  Property is
acquired in full or partial  satisfaction of the Mortgage,  (d) taxes,  assessments,  water rates,  sewer rates
and other charges which are or may become a lien upon the Mortgaged  Property,  and Primary Mortgage  Insurance
Policy premiums and fire and hazard insurance coverage,  (e) any expenses  reasonably  sustained by the Company
with respect to the  liquidation of the Mortgaged  Property in accordance  with the terms of this Agreement and
(f) compliance with the obligations under Section 4.08.

        Servicing  Fee: With respect to each Mortgage  Loan,  the amount of the annual fee the Purchaser  shall
pay to the Company,  which shall,  for a period of one full month,  be equal to  one-twelfth  of the product of
(a) the Servicing Fee Rate and (b) the  outstanding  principal  balance of such Mortgage  Loan.  Such fee shall
be  payable  monthly,  computed  on the basis of the same  principal  amount and  period  respecting  which any
related  interest  payment  on a  Mortgage  Loan  is  computed.  The  obligation  of the  Purchaser  to pay the
Servicing  Fee is limited to, and the  Servicing  Fee is payable  solely  from,  the  interest  portion of such
Monthly Payment  collected by the Company,  or as otherwise  provided under Section 4.05 and in accordance with
the Fannie Mae  Guide(s).  Any fee  payable  to the  Company  for  administrative  services  related to any REO
Property as described in Section 4.13 shall be payable from Liquidation Proceeds of the related REO Property.

        Servicing Fee Rate:  As set forth in the Term Sheet.

        Servicing  File:  With respect to each Mortgage  Loan,  the file retained by the Company  consisting of
originals of all  documents in the Mortgage  File which are not  delivered to the  Purchaser  and copies of the
Mortgage  Loan  Documents  listed in Exhibit A, the  originals of which are  delivered to the  Purchaser or its
designee pursuant to Section 2.04.

        Servicing  Officer:  Any officer of the Company involved in, or responsible for, the administration and
servicing of the Mortgage  Loans whose name  appears on a list of servicing  officers  furnished by the Company
to the Purchaser upon request, as such list may from time to time be amended.

        Stated Principal Balance:  As to each Mortgage Loan as of any date of determination,  (i) the principal
balance of such  Mortgage  Loan at the Cut-off  Date after  giving  effect to payments of  principal  due on or
before such date,  whether or not  received,  minus (ii) all amounts  previously  distributed  to the Purchaser
with  respect to the  Mortgage  Loan  representing  payments or  recoveries  of  principal  or advances in lieu
thereof.

        Subservicer:  Any  subservicer  which is  subservicing  the Mortgage  Loans  pursuant to a Subservicing
Agreement.  Any subservicer shall meet the qualifications set forth in Section 4.01.

        Subservicing Agreement:  An agreement between the Company and a Subservicer,  if any, for the servicing
of the Mortgage Loans.

               Term Sheet:  A  supplemental  agreement in the form attached  hereto as Exhibit I which shall be
executed and delivered by the Company and the  Purchaser to provide for the sale and servicing  pursuant to the
terms of this  Agreement  of the  Mortgage  Loans  listed on Schedule I attached  thereto,  which  supplemental
agreement  shall contain  certain  specific  information  relating to such sale of such Mortgage  Loans and may
contain additional covenants relating to such sale of such Mortgage Loans.


                                                  ARTICLE II

                           PURCHASE OF MORTGAGE LOANS; SERVICING OF MORTGAGE LOANS;
                                RECORD TITLE AND POSSESSION OF MORTGAGE FILES;
                                    BOOKS AND RECORDS; CUSTODIAL AGREEMENT;
                                      DELIVERY OF MORTGAGE LOAN DOCUMENTS

        Section 2.01  Agreement to Purchase.

        The Company agrees to sell and the Purchaser  agrees to purchase the Mortgage Loans having an aggregate
Stated  Principal  Balance on the related  Cut-off Date set forth in the related Term Sheet in an amount as set
forth in the  Confirmation,  or in such other amount as agreed by the Purchaser and the Company as evidenced by
the actual aggregate  Stated  Principal  Balance of the Mortgage Loans accepted by the Purchaser on the related
Closing Date,  with  servicing  retained by the Company.  The Company  shall deliver the related  Mortgage Loan
Schedule  attached to the related  Term Sheet for the Mortgage  Loans to be  purchased  on the related  Closing
Date to the Purchaser at least two (2) Business  Days prior to the related  Closing  Date.  The Mortgage  Loans
shall be sold  pursuant to this  Agreement,  and the related Term Sheet shall be executed and  delivered on the
related Closing Date.

        Section 2.02  Purchase Price.

        The Purchase Price for each Mortgage Loan shall be the percentage of par as stated in the  Confirmation
(subject to adjustment as provided  therein),  multiplied by the Stated  Principal  Balance,  as of the related
Cut-off Date, of the Mortgage  Loan listed on the related  Mortgage Loan Schedule  attached to the related Term
Sheet,  after application of scheduled  payments of principal due on or before the related Cut-off Date whether
or not collected.

        In addition to the Purchase  Price as  described  above,  the  Purchaser  shall pay to the Company,  at
closing,  accrued  interest on the Stated  Principal  Balance of each Mortgage  Loan as of the related  Cut-off
Date at the Mortgage Loan  Remittance  Rate of each Mortgage Loan from the related Cut-off Date through the day
prior to the related Closing Date, inclusive.

        The Purchase Price plus accrued  interest as set forth in the preceding  paragraph shall be paid on the
related Closing Date by wire transfer of immediately available funds.

         Purchaser  shall be entitled to (1) all scheduled  principal due after the related  Cut-off Date,  (2)
all other recoveries of principal collected on or after the related Cut-off Date (provided,  however,  that all
scheduled  payments of principal due on or before the related  Cut-off Date and collected by the Company or any
successor  servicer  after the related  Cut-off  Date shall  belong to the  Company),  and (3) all  payments of
interest on the Mortgage  Loans net of applicable  Servicing Fees (minus that portion of any such payment which
is  allocable to the period prior to the related  Cut-off  Date).  The  outstanding  principal  balance of each
Mortgage Loan as of the related  Cut-off Date is determined  after  application of payments of principal due on
or before  the  related  Cut-off  Date  whether  or not  collected,  together  with any  unscheduled  principal
prepayments  collected  prior to the related  Cut-off  Date;  provided,  however,  that  payments of  scheduled
principal  and  interest  prepaid for a Due Date beyond the  related  Cut-off  Date shall not be applied to the
principal  balance  as of the  related  Cut-off  Date.  Such  prepaid  amounts  shall  be the  property  of the
Purchaser.  The Company shall deposit any such prepaid  amounts into the  Custodial  Account,  which account is
established for the benefit of the Purchaser for subsequent remittance by the Company to the Purchaser.

        Section 2.03  Servicing of Mortgage Loans.

        Simultaneously  with the  execution  and delivery of each Term Sheet,  the Company does hereby agree to
directly service the Mortgage Loans listed on the related  Mortgage Loan Schedule  attached to the related Term
Sheet  subject to the terms of this  Agreement  and the related  Term  Sheet.  The rights of the  Purchaser  to
receive payments with respect to the related Mortgage Loans shall be as set forth in this Agreement.

        Section 2.04  Record Title and Possession of Mortgage Files; Maintenance of Servicing Files.

        As of the related Closing Date, the Company sold,  transferred,  assigned, set over and conveyed to the
Purchaser,  without  recourse,  on a servicing  retained basis,  and the Company hereby  acknowledges  that the
Purchaser  has, but subject to the terms of this  Agreement  and the related Term Sheet,  all the right,  title
and interest of the Company in and to the  Mortgage  Loans.  Company  will  deliver the  Mortgage  Files to the
Custodian  designated by Purchaser,  on or before the related Closing Date, at the expense of the Company.  The
Company  shall  maintain a Servicing  File  consisting  of a copy of the contents of each Mortgage File and the
originals of the  documents in each  Mortgage File not  delivered to the  Purchaser.  The Servicing  File shall
contain all documents  necessary to service the Mortgage  Loans.  The  possession of each Servicing File by the
Company is at the will of the  Purchaser,  for the sole purpose of servicing  the related  Mortgage  Loan,  and
such retention and possession by the Company is in a custodial  capacity only.  From the related  Closing Date,
the ownership of each Mortgage Loan,  including the Mortgage  Note,  the Mortgage,  the contents of the related
Mortgage  File  and  all  rights,  benefits,  proceeds  and  obligations  arising  therefrom  or in  connection
therewith,  has been vested in the Purchaser.  All rights arising out of the Mortgage Loans including,  but not
limited to, all funds  received on or in connection  with the Mortgage  Loans and all records or documents with
respect to the Mortgage  Loans  prepared by or which come into the  possession of the Company shall be received
and held by the Company in trust for the  benefit of the  Purchaser  as the owner of the  Mortgage  Loans.  Any
portion of the Mortgage  Files  retained by the Company  shall be  appropriately  identified  in the  Company's
computer  system to clearly  reflect the ownership of the Mortgage  Loans by the  Purchaser.  The Company shall
release its custody of the contents of the Mortgage Files only in accordance  with written  instructions of the
Purchaser,  except when such  release is required as  incidental  to the  Company's  servicing  of the Mortgage
Loans or is in  connection  with a repurchase of any Mortgage  Loan or Loans with respect  thereto  pursuant to
this Agreement and the related Term Sheet, such written instructions shall not be required.

        Section 2.05   Books and Records.

        The sale of each Mortgage Loan shall be reflected on the  Company's  balance sheet and other  financial
statements as a sale of assets by the Company.  The Company shall be  responsible  for  maintaining,  and shall
maintain,  a complete set of books and records for the Mortgage  Loans that shall be  appropriately  identified
in the Company's  computer  system to clearly  reflect the ownership of the Mortgage Loan by the Purchaser.  In
particular,  the Company shall maintain in its  possession,  available for inspection by the Purchaser,  or its
designee and shall deliver to the Purchaser  upon demand,  evidence of compliance  with all federal,  state and
local laws,  rules and regulations,  and requirements of Fannie Mae or FHLMC, as applicable,  including but not
limited to  documentation  as to the method used in  determining  the  applicability  of the  provisions of the
Flood  Disaster  Protection  Act of 1973,  as amended,  to the  Mortgaged  Property,  documentation  evidencing
insurance  coverage of any  condominium  project as required by Fannie Mae or FHLMC,  and  periodic  inspection
reports as required by Section  4.13.  To the extent that  original  documents are not required for purposes of
realization of Liquidation  Proceeds or Insurance Proceeds,  documents  maintained by the Company may be in the
form of microfilm or microfiche.

        The Company shall  maintain with respect to each Mortgage Loan and shall make  available for inspection
by any Purchaser or its designee the related  Servicing  File during the time the Purchaser  retains  ownership
of a Mortgage Loan and thereafter in accordance with applicable laws and regulations.

        In addition to the  foregoing,  Company  shall  provide to any  supervisory  agents or  examiners  that
regulate  Purchaser,  including  but not  limited to, the OTS,  the FDIC and other  similar  entities,  access,
during normal  business hours,  upon  reasonable  advance notice to Company and without cost to Company or such
supervisory  agents or examiners,  to any  documentation  regarding the Mortgage  Loans that may be required by
any applicable regulator.

        Section 2.06. Transfer of Mortgage Loans.

        The Company shall keep at its servicing  office books and records in which,  subject to such reasonable
regulations  as it may  prescribe,  the  Company  shall note  transfers  of  Mortgage  Loans.  No transfer of a
Mortgage  Loan may be made unless such transfer is in  compliance  with the terms  hereof.  For the purposes of
this  Agreement,  the  Company  shall be under no  obligation  to deal with any  person  with  respect  to this
Agreement or any  Mortgage  Loan unless a notice of the transfer of such  Mortgage  Loan has been  delivered to
the Company in  accordance  with this Section 2.06 and the books and records of the Company show such person as
the owner of the Mortgage Loan. The Purchaser may,  subject to the terms of this  Agreement,  sell and transfer
one or more of the  Mortgage  Loans,  provided,  however,  that  the  transferee  will  not be  deemed  to be a
Purchaser  hereunder  binding upon the Company unless such transferee shall agree in writing to be bound by the
terms of this  Agreement  and an original  counterpart  of the  instrument  of transfer  in an  Assignment  and
Assumption of this Agreement  substantially  in the form of Exhibit D hereto  executed by the transferee  shall
have been  delivered  to the  Company.  The  Purchaser  also shall  advise the  Company of the  transfer.  Upon
receipt of notice of the  transfer,  the Company  shall mark its books and records to reflect the  ownership of
the  Mortgage  Loans of such  assignee,  and the  previous  Purchaser  shall be released  from its  obligations
hereunder with respect to the Mortgage Loans sold or transferred.

        Section 2.07  Delivery of Mortgage Loan Documents.

               The Company  shall  deliver and release to the  Purchaser  or its  designee  the  Mortgage  Loan
Documents  in  accordance  with  the  terms  of this  Agreement  and the  related  Term  Sheet.  The  documents
enumerated  as items (1),  (2),  (3),  (4),  (5),  (6),  (7),  (8),  (9) and (16) in Exhibit A hereto  shall be
delivered by the Company to the  Purchaser  or its designee no later than three (3) Business  Days prior to the
related  Closing  Date  pursuant  to a bailee  letter  agreement.  All  other  documents  in  Exhibit A hereto,
together with all other  documents  executed in connection  with the Mortgage Loan that Company may have in its
possession,  shall be retained by the Company in trust for the  Purchaser.  If the Company  cannot  deliver the
original  recorded  Mortgage Loan Documents or the original  policy of title  insurance,  including  riders and
endorsements  thereto,  on the related  Closing Date, the Company shall,  promptly upon receipt  thereof and in
any case not later than 120 days from the related  Closing  Date,  deliver such original  documents,  including
original  recorded  documents,  to the Purchaser or its designee  (unless the Company is delayed in making such
delivery by reason of the fact that such documents  shall not have been returned by the  appropriate  recording
office).  If delivery is not  completed  within 120 days solely due to delays in making such delivery by reason
of the fact that such  documents  shall not have been returned by the  appropriate  recording  office,  Company
shall  deliver  such  document  to  Purchaser,  or its  designee,  within such time  period as  specified  in a
Company's  Officer's  Certificate.  In the event that documents have not been received by the date specified in
the Company's Officer's  Certificate,  a subsequent Company's Officer's  Certificate shall be delivered by such
date  specified  in the  prior  Company's  Officer's  Certificate,  stating  a  revised  date  for  receipt  of
documentation.  The procedure  shall be repeated  until the  documents  have been  received and  delivered.  If
delivery is not  completed  within 180 days solely due to delays in making such  delivery by reason of the fact
that such  documents  shall not have been  returned by the  appropriate  recording  office,  the Company  shall
continue  to use its best  efforts to effect  delivery as soon as possible  thereafter,  provided  that if such
documents  are not  delivered by the 270th day from the date of the related  Closing  Date,  the Company  shall
repurchase the related Mortgage Loans at the Repurchase Price in accordance with Section 3.03 hereof.

        The Company  shall pay all initial  recording  fees,  if any, for the  assignments  of mortgage and any
other fees in  connection  with the  transfer of all  original  documents  to the  Purchaser  or its  designee.
Company shall prepare,  in recordable form, all assignments of mortgage  necessary to assign the Mortgage Loans
to Purchaser, or its designee.  Company shall be responsible for recording the assignments of mortgage.

        Company shall provide an original or duplicate  original of the title insurance  policy to Purchaser or
its designee  within ninety (90) days of the receipt of the recorded  documents  (required for issuance of such
policy) from the applicable recording office.

        Any review by the  Purchaser,  or its designee,  of the Mortgage  Files shall in no way alter or reduce
the Company's obligations hereunder.

        If the Purchaser or its designee  discovers any defect with respect to a Mortgage  File,  the Purchaser
shall,  or shall cause its designee to, give written  specification  of such defect to the Company which may be
given in the exception  report or the  certification  delivered  pursuant to this Section 2.07, or otherwise in
writing and the Company shall cure or repurchase such Mortgage Loan in accordance with Section 3.03.

        The  Company  shall  forward to the  Purchaser,  or its  designee,  original  documents  evidencing  an
assumption,  modification,  consolidation  or extension of any Mortgage  Loan entered into in  accordance  with
Section 4.01 or 6.01 within one week of their  execution;  provided,  however,  that the Company  shall provide
the  Purchaser,  or its designee,  with a certified  true copy of any such document  submitted for  recordation
within one week of its execution,  and shall provide the original of any document  submitted for recordation or
a copy of such document  certified by the appropriate  public  recording  office to be a true and complete copy
of the original within sixty (60) days of its submission for recordation.

        From  time to time  the  Company  may have a need for  Mortgage  Loan  Documents  to be  released  from
Purchaser,  or its designee.  Purchaser  shall,  or shall cause its designee,  upon the written  request of the
Company,  within ten (10)  Business  Days,  deliver to the  Company,  any  requested  documentation  previously
delivered to Purchaser as part of the Mortgage File,  provided that such  documentation is promptly returned to
Purchaser,  or its designee,  when the Company no longer requires possession of the document, and provided that
during  the time  that any such  documentation  is held by the  Company,  such  possession  is in trust for the
benefit of  Purchaser.  Company  shall  indemnify  Purchaser,  and its  designee,  from and against any and all
losses,  claims,  damages,  penalties,  fines,  forfeitures,  costs and  expenses  (including  court  costs and
reasonable  attorney's  fees)  resulting  from  or  related  to  the  loss,  damage,  or  misplacement  of  any
documentation delivered to Company pursuant to this paragraph.

        Section 2.08  Quality Control Procedures.

        The Company must have an internal  quality  control  program that  verifies,  on a regular  basis,  the
existence  and  accuracy of the legal  documents,  credit  documents,  property  appraisals,  and  underwriting
decisions.  The  program  must be  capable  of  evaluating  and  monitoring  the  overall  quality  of its loan
production  and  servicing  activities.  The program is to ensure that the Mortgage  Loans are  originated  and
serviced in accordance  with prudent  mortgage  banking  practices  and  accounting  principles;  guard against
dishonest,  fraudulent,  or negligent acts; and guard against errors and omissions by officers,  employees,  or
other authorized persons.

        Section 2.09  Near-term Principal Prepayments in Full; Near Term Payment Defaults



           In the event any Principal Prepayment in full is made by a Mortgagor on or prior to three months

after the related Closing Date, the Company shall remit to the Purchaser an amount equal to the excess, if

any, of the Purchase Price Percentage over par multiplied by the amount of such Principal Prepayment in

full.  Such remittance shall be made by the Company to Purchaser not later than five (5) Business Days after

notice to the Company.



           In the event  either  of the first  three (3)  scheduled  Monthly  Payments  which are due under any
Mortgage Loan after the related  Cut-off Date are not made during the month in which such Monthly  Payments are
due,  then not later than five (5) Business Days after notice to the Company by Purchaser  (and at  Purchaser's
sole option),  the Company,  shall repurchase such Mortgage Loan from the Purchaser  pursuant to the repurchase
provisions contained in this Subsection 3.03.


        Section 2.10  Modification of Obligations.

        Purchaser may, without any notice to Company,  extend,  compromise,  renew,  release,  change,  modify,
adjust or alter,  by operation of law or otherwise,  any of the  obligations of the Mortgagors or other persons
obligated  under a Mortgage  Loan without  releasing or otherwise  affecting the  obligations  of Company under
this  Agreement,  or  with  respect  to  such  Mortgage  Loan,  except  to the  extent  Purchaser's  extension,
compromise,  release, change, modification,  adjustment, or alteration affects Company's ability to collect the
Mortgage  Loan or realize on the  security  of the  Mortgage,  but then only to the extent such action has such
effect.
                                                  ARTICLE III

                                       REPRESENTATIONS AND WARRANTIES OF
                               THE COMPANY; REPURCHASE; REVIEW OF MORTGAGE LOANS

        Section 3.01  Representations and Warranties of the Company.

        Each the Seller and Servicer  represents,  warrants  and  covenants to the  Purchaser  that,  as of the
related Closing Date or as of such date specifically provided herein:

        (a)    The Company is a corporation,  duly organized,  validly  existing and in good standing under the
laws of the State of Kansas and has all licenses  necessary  to carry out its business as now being  conducted,
and is licensed and qualified to transact  business in and is in good standing  under the laws of each state in
which any Mortgaged  Property is located or is otherwise  exempt under  applicable  law from such  licensing or
qualification or is otherwise not required under  applicable law to effect such licensing or qualification  and
no demand for such  licensing or  qualification  has been made upon such Company by any such state,  and in any
event such  Company is in  compliance  with the laws of any such  state to the extent  necessary  to ensure the
enforceability  of each Mortgage Loan and the servicing of the Mortgage  Loans in accordance  with the terms of
this Agreement.  The Servicer is a wholly owned subsidiary of the Seller;

        (b) The Company has the full power and  authority  and legal  right to hold,  transfer  and convey each
Mortgage  Loan,  to sell  each  Mortgage  Loan and to  execute,  deliver  and  perform,  and to enter  into and
consummate  all  transactions  contemplated  by this  Agreement  and the related  Term Sheet and to conduct its
business  as  presently  conducted,  has duly  authorized  the  execution,  delivery  and  performance  of this
Agreement and the related Term Sheet and any agreements  contemplated  hereby,  has duly executed and delivered
this Agreement and the related Term Sheet, and any agreements  contemplated  hereby, and this Agreement and the
related Term Sheet and each Assignment to the Purchaser and any agreements  contemplated hereby,  constitutes a
legal,  valid and binding obligation of the Company,  enforceable  against it in accordance with its terms, and
all  requisite  corporate  action has been taken by the Company to make this  Agreement  and the  related  Term
Sheet and all  agreements  contemplated  hereby  valid and binding  upon the Company in  accordance  with their
terms;

        (c)  Neither the  execution  and  delivery  of this  Agreement  and the  related  Term  Sheet,  nor the
origination  or  purchase  of the  Mortgage  Loans  by the  Company,  the  sale of the  Mortgage  Loans  to the
Purchaser,  the consummation of the transactions  contemplated hereby, or the fulfillment of or compliance with
the terms and  conditions  of this  Agreement  and the related Term Sheet will  conflict with any of the terms,
conditions  or  provisions  of the  Company's  charter or by-laws or  materially  conflict  with or result in a
material  breach of any of the terms,  conditions or provisions  of any legal  restriction  or any agreement or
instrument  to which the Company is now a party or by which it is bound,  or  constitute a default or result in
an acceleration under any of the foregoing,  or result in the material violation of any law, rule,  regulation,
order,  judgment or decree to which the Company or its  properties  are  subject,  or impair the ability of the
Purchaser to realize on the Mortgage Loans.

        (d) There is no  litigation,  suit,  proceeding or  investigation  pending or, to the best of Company's
knowledge,  threatened,  or any order or decree  outstanding,  with respect to the Company which, either in any
one instance or in the  aggregate,  is reasonably  likely to have a material  adverse effect on the sale of the
Mortgage Loans, the execution,  delivery,  performance or enforceability of this Agreement and the related Term
Sheet,  or which is  reasonably  likely to have a material  adverse  effect on the  financial  condition of the
Company.

        (e) No  consent,  approval,  authorization  or order of any  court or  governmental  agency  or body is
required for the execution,  delivery and  performance by the Company of or compliance by the Company with this
Agreement or the related Term Sheet,  or the sale of the Mortgage  Loans and delivery of the Mortgage  Files to
the  Purchaser or the  consummation  of the  transactions  contemplated  by this  Agreement or the related Term
Sheet, except for consents, approvals, authorizations and orders which have been obtained;

        (f) The  consummation of the  transactions  contemplated by this Agreement or the related Term Sheet is
in the ordinary course of business of the Company and Company,  and the transfer,  assignment and conveyance of
the Mortgage  Notes and the Mortgages by the Company  pursuant to this  Agreement or the related Term Sheet are
not subject to bulk transfer or any similar statutory provisions in effect in any applicable jurisdiction;

        (g) The  origination and servicing  practices used by the Company and any prior  originator or servicer
with respect to each  Mortgage Note and Mortgage have been legal and in  accordance  with  applicable  laws and
regulations  and the Mortgage Loan Documents,  and in all material  respects proper and prudent in the mortgage
origination  and  servicing  business.  Each  Mortgage  Loan has been  serviced in all material  respects  with
Accepted Servicing  Practices.  With respect to escrow deposits and payments that the Company,  on behalf of an
investor,  is entitled to collect,  all such  payments are in the  possession  of, or under the control of, the
Company,  and there  exist no  deficiencies  in  connection  therewith  for which  customary  arrangements  for
repayment  thereof have not been made. All escrow  payments have been collected in full  compliance  with state
and federal law and the  provisions of the related  Mortgage  Note and  Mortgage.  As to any Mortgage Loan that
is the subject of an escrow,  escrow of funds is not prohibited by applicable  law and has been  established in
an amount  sufficient to pay for every  escrowed item that remains  unpaid and has been assessed but is not yet
due and  payable.  No escrow  deposits  or other  charges or  payments  due under the  Mortgage  Note have been
capitalized under any Mortgage or the related Mortgage Note;

        (h) The  Company  used no  selection  procedures  that  identified  the  Mortgage  Loans as being  less
desirable or valuable than other  comparable  mortgage loans in the Company's  portfolio at the related Cut-off
Date;

        (i)    The Company will treat the sale of the Mortgage  Loans to the  Purchaser as a sale for reporting
and accounting purposes and, to the extent appropriate, for federal income tax purposes;

        (j)    Company is an approved  seller/servicer of residential  mortgage loans for Fannie Mae, FHLMC and
HUD,  with such  facilities,  procedures  and  personnel  necessary  for the sound  servicing of such  mortgage
loans.  The Company is duly  qualified,  licensed,  registered  and otherwise  authorized  under all applicable
federal,  state and local laws, and  regulations,  if applicable,  meets the minimum capital  requirements  set
forth by the OCC, and is in good standing to sell mortgage  loans to and service  mortgage loans for Fannie Mae
and FHLMC and no event has occurred  which would make Company  unable to comply with  eligibility  requirements
or which would require notification to either Fannie Mae or FHLMC;

        (k)    The Company  does not believe,  nor does it have any cause or reason to believe,  that it cannot
perform each and every covenant  contained in this Agreement or the related Term Sheet.  The Company is solvent
and the sale of the  Mortgage  Loans will not cause the Company to become  insolvent.  The sale of the Mortgage
Loans is not undertaken with the intent to hinder, delay or defraud any of the Company's creditors;

        (l)    No statement,  tape,  diskette,  form,  report or other  document  prepared by, or on behalf of,
Company  pursuant  to this  Agreement  or the  related  Term  Sheet  or in  connection  with  the  transactions
contemplated  hereby,  contains or will contain any  statement  that is or will be  inaccurate or misleading in
any material respect;

        (m)    The Company  acknowledges and agrees that the Servicing Fee represents  reasonable  compensation
for  performing  such  services  and that the  entire  Servicing  Fee  shall be  treated  by the  Company,  for
accounting  and tax  purposes,  as  compensation  for the servicing and  administration  of the Mortgage  Loans
pursuant to this Agreement.  In the opinion of Company, the consideration  received by Company upon the sale of
the  Mortgage  Loans  to  Purchaser  under  this  Agreement  and  the  related  Term  Sheet   constitutes  fair
consideration for the Mortgage Loans under current market conditions.

        (n)    Company has delivered to the  Purchaser  financial  statements  of its parent,  for its last two
complete fiscal years. All such financial  information  fairly presents the pertinent results of operations and
financial  position  for the period  identified  and has been  prepared in  accordance  with GAAP  consistently
applied  throughout the periods  involved,  except as set forth in the notes thereto.  There has been no change
in the business,  operations,  financial  condition,  properties or assets of the Company since the date of the
Company's  financial  information  that would  have a material  adverse  effect on its  ability to perform  its
obligations under this Agreement;

        (o)    The Company has not dealt with any broker,  investment banker, agent or other person that may be
entitled to any commission or compensation in connection with the sale of the Mortgage Loans;

        Section 3.02  Representations and Warranties as to Individual Mortgage Loans.

        References in this Section to  percentages  of Mortgage  Loans refer in each case to the  percentage of
the aggregate  Stated  Principal  Balance of the Mortgage  Loans as of the related  Cut-off Date,  based on the
outstanding  Stated Principal  Balances of the Mortgage Loans as of the related Cut-off Date, and giving effect
to  scheduled  Monthly  Payments  due on or  prior  to the  related  Cut-off  Date,  whether  or not  received.
References  to  percentages  of  Mortgaged  Properties  refer,  in each case,  to the  percentages  of expected
aggregate  Stated Principal  Balances of the related  Mortgage Loans  (determined as described in the preceding
sentence).  The Company hereby  represents  and warrants to the Purchaser,  as to each Mortgage Loan, as of the
related Closing Date as follows:

         (a) The  information  set forth in the Mortgage  Loan  Schedule  attached to the related Term Sheet is
true, complete and correct in all material respects as of the related Cut-Off Date;

        (b)    The  Mortgage  creates  a valid,  subsisting  and  enforceable  first  lien or a first  priority
ownership  interest in an estate in fee simple in real property  securing the related  Mortgage Note subject to
principles of equity,  bankruptcy,  insolvency  and other laws of general  application  affecting the rights of
creditors;

        (c) All payments  due prior to the related  Cut-off  Date for such  Mortgage  Loan have been made as of
the related Closing Date; the Mortgage Loan has not been dishonored;  there are no material  defaults under the
terms of the Mortgage  Loan;  the Company has not advanced  its own funds,  or induced,  solicited or knowingly
received  any  advance of funds  from a party  other than the owner of the  Mortgaged  Property  subject to the
Mortgage,  directly or  indirectly,  for the payment of any amount  required by the  Mortgage  Loan.  As of the
related  Closing  Date,  all of the Mortgage  Loans will have an actual  interest paid to date of their related
Cut-off  Date(or later) and will be due for the scheduled  monthly payment next succeeding the Cut-off Date (or
later),  as evidenced by a posting to Company's  servicing  collection  system.  No payment  under any Mortgage
Loan is delinquent as of the related  Closing Date nor has any  scheduled  payment been  delinquent at any time
during  the  twelve  (12)  months  prior  to the  month of the  related  Closing  Date.  For  purposes  of this
paragraph,  a  Mortgage  Loan will be deemed  delinquent  if any  payment  due  thereunder  was not paid by the
Mortgagor in the month such payment was due;

        (d) There are no  defaults  by  Company in  complying  with the terms of the  Mortgage,  and all taxes,
governmental  assessments,  insurance  premiums,  water,  sewer and municipal  charges,  leasehold  payments or
ground rents which  previously  became due and owing have been paid, or escrow funds have been  established  in
an amount  sufficient to pay for every such escrowed item which remains  unpaid and which has been assessed but
is not yet due and payable;

        (e) The  terms of the  Mortgage  Note and the  Mortgage  have not been  impaired,  waived,  altered  or
modified  in any  respect,  except by  written  instruments  which  have been  recorded  to the extent any such
recordation  is required by law, or,  necessary  to protect the interest of the  Purchaser.  No  instrument  of
waiver,  alteration or modification  has been executed  except in connection with a modification  agreement and
which  modification  agreement is part of the Mortgage File and the terms of which are reflected in the related
Mortgage  Loan  Schedule,  and no Mortgagor  has been  released,  in whole or in part,  from the terms  thereof
except in connection with an assumption  agreement and which assumption  agreement is part of the Mortgage File
and the terms of which are reflected in the related  Mortgage Loan Schedule;  the substance of any such waiver,
alteration or modification  has been approved by the issuer of any related Primary  Mortgage  Insurance  Policy
and title insurance policy, to the extent required by the related policies;

        (f)  The  Mortgage  Note  and the  Mortgage  are not  subject  to any  right  of  rescission,  set-off,
counterclaim or defense,  including,  without  limitation,  the defense of usury, nor will the operation of any
of the terms of the  Mortgage  Note or the  Mortgage,  or the  exercise  of any right  thereunder,  render  the
Mortgage Note or Mortgage unenforceable,  in whole or in part, or subject to any right of rescission,  set-off,
counterclaim  or  defense,  including  the  defense  of  usury,  and no  such  right  of  rescission,  set-off,
counterclaim  or defense  has been  asserted  with  respect  thereto;  and as of the related  Closing  Date the
Mortgagor was not a debtor in any state or federal bankruptcy or insolvency proceeding;

        (g) All buildings or other customarily  insured  improvements  upon the Mortgaged  Property are insured
by a Qualified  Insurer,  against  loss by fire,  hazards of extended  coverage  and such other  hazards as are
provided  for in the Fannie Mae or FHLMC Guide,  as well as all  additional  requirements  set forth in Section
4.10 of this  Agreement.  All such standard hazard policies are in full force and effect and contain a standard
mortgagee  clause  naming the Company and its  successors in interest and assigns as loss payee and such clause
is still in effect and all premiums due thereon have been paid.  If required by the Flood  Disaster  Protection
Act of 1973, as amended,  the Mortgage Loan is covered by a flood insurance  policy meeting the requirements of
the current  guidelines of the Federal  Insurance  Administration  which policy conforms to Fannie Mae or FHLMC
requirements,  as well as all  additional  requirements  set  forth in  Section  4.10 of this  Agreement.  Such
policy was issued by a Qualified  Insurer.  The Mortgage  obligates  the  Mortgagor  thereunder to maintain all
such insurance at the Mortgagor's  cost and expense,  and on the Mortgagor's  failure to do so,  authorizes the
holder  of  the  Mortgage  to  maintain  such  insurance  at the  Mortgagor's  cost  and  expense  and to  seek
reimbursement  therefor from the  Mortgagor.  Neither the Company (nor any prior  originator or servicer of any
of the  Mortgage  Loans) nor any  Mortgagor  has  engaged in any act or  omission  which has  impaired or would
impair the coverage of any such policy,  the benefits of the endorsement  provided for herein,  or the validity
and binding effect of either;

        (h) Any and all requirements of any federal, state or local law including,  without limitation,  usury,
truth-in-lending,  real estate settlement procedures,  consumer credit protection,  equal credit opportunity or
disclosure  laws  applicable to the Mortgage Loan have been  complied  with in all material  respects.  None of
the Mortgage  Loans are (a) loans  subject to 12 CFR Part  226.31,  12 CFR Part 226.32 or 12 CFR Part 226.34 of
Regulation Z, the regulation  implementing  TILA, which implements the Home Ownership and Equity Protection Act
of 1994, as amended or (b) classified  and/or defined as a "high cost",  "covered",  or "predatory"  loan under
any other state,  federal or local law or regulation or  ordinance,  including,  but not limited to, the States
of Georgia and North Carolina and the City of New York. The Company  maintains,  and shall  maintain,  evidence
of such  compliance as required by  applicable  law or  regulation  and shall make such evidence  available for
inspection at the Company's office during normal business hours upon reasonable advance notice;

        (i) The Mortgage has not been satisfied,  canceled or subordinated,  in whole or in part, or rescinded,
and the Mortgaged  Property has not been  released  from the lien of the Mortgage,  in whole or in part nor has
any instrument  been executed that would effect any such release,  cancellation,  subordination  or rescission.
The Company has not waived the  performance  by the  Mortgagor  of any action,  if the  Mortgagor's  failure to
perform  such action  would cause the Mortgage  Loan to be in default,  nor has the Company  waived any default
resulting from any action or inaction by the Mortgagor;

        (j)    The Mortgage is a valid,  subsisting,  enforceable  and  perfected  first lien on the  Mortgaged
Property,  including all buildings on the Mortgaged Property and all installations and mechanical,  electrical,
plumbing,  heating and air conditioning systems affixed to such buildings,  and all additions,  alterations and
replacements  made at any time with respect to the foregoing  securing the Mortgage Note's  original  principal
balance  subject  to  principles  of equity,  bankruptcy,  insolvency  and other  laws of  general  application
affecting  the rights of  creditors.  The  Mortgage  and the  Mortgage  Note do not contain any evidence of any
security  interest or other  interest  or right  thereto.  Such lien is free and clear of all  adverse  claims,
liens and  encumbrances  having  priority  over the first lien of the Mortgage  subject only to (1) the lien of
non-delinquent  current real property taxes and assessments not yet due and payable, (2) covenants,  conditions
and restrictions,  rights of way,  easements and other matters of the public record as of the date of recording
which are  acceptable to mortgage  lending  institutions  generally and either (A) which are referred to in the
lender's title insurance policy  delivered to the originator or otherwise  considered in the appraisal made for
the  originator of the Mortgage  Loan, or (B) which do not adversely  affect the  residential  use or Appraised
Value  of the  Mortgaged  Property  as set  forth in such  appraisal,  and (3)  other  matters  to  which  like
properties are commonly  subject which do not  individually or in the aggregate  materially  interfere with the
benefits  of  the  security  intended  to be  provided  by  the  Mortgage  or  the  use,  enjoyment,  value  or
marketability  of the related  Mortgaged  Property.  Any security  agreement,  chattel  mortgage or  equivalent
document  related to and  delivered in  connection  with the  Mortgage  Loan  establishes  and creates a valid,
subsisting,  enforceable  and  perfected  first  lien and first  priority  security  interest  on the  property
described therein, and the Company has the full right to sell and assign the same to the Purchaser;

        (k) The Mortgage  Note and the related  Mortgage are original and genuine and each is the legal,  valid
and binding  obligation of the maker thereof,  enforceable in all respects in accordance with its terms subject
to principles of equity,  bankruptcy,  insolvency and other laws of general application affecting the rights of
creditors,  and the Company has taken all action  necessary to transfer  such rights of  enforceability  to the
Purchaser.  All  parties  to the  Mortgage  Note and the  Mortgage  had the legal  capacity  to enter  into the
Mortgage Loan and to execute and deliver the Mortgage Note and the  Mortgage.  The Mortgage Loan  Documents are
on forms  acceptable  to Fannie Mae and FHLMC.  The Mortgage  Note and the Mortgage have been duly and properly
executed by such parties. No fraud, error, omission,  misrepresentation,  negligence or similar occurrence with
respect to a Mortgage  Loan has taken  place on the part of  Company  or the  Mortgagor,  or on the part of any
other party  involved in the  origination  or servicing of the Mortgage Loan. The proceeds of the Mortgage Loan
have  been  fully  disbursed  and there is no  requirement  for  future  advances  thereunder,  and any and all
requirements as to completion of any on-site or off-site  improvements  and as to  disbursements  of any escrow
funds  therefor  have been  complied  with.  All costs,  fees and  expenses  incurred  in making or closing the
Mortgage Loan and the  recording of the Mortgage were paid,  and the Mortgagor is not entitled to any refund of
any amounts paid or due under the Mortgage Note or Mortgage;

        (l) The Company is the sole owner and holder of the  Mortgage  Loan and the  indebtedness  evidenced by
the Mortgage Note.  Upon the sale of the Mortgage Loan to the  Purchaser,  the Company will retain the Mortgage
File or any part thereof with respect  thereto not  delivered to the Purchaser or the  Purchaser's  designee in
trust only for the purpose of  servicing  and  supervising  the  servicing of the  Mortgage  Loan.  Immediately
prior to the transfer and assignment to the Purchaser,  the Mortgage Loan,  including the Mortgage Note and the
Mortgage,  were not  subject to an  assignment,  sale or pledge to any person  other  than  Purchaser,  and the
Company had good and  marketable  title to and was the sole owner  thereof  and had full right to transfer  and
sell the Mortgage  Loan to the Purchaser  free and clear of any  encumbrance,  equity,  lien,  pledge,  charge,
claim or security  interest and has the full right and authority  subject to no interest or  participation  of,
or  agreement  with,  any other party,  to sell and assign the Mortgage  Loan  pursuant to this  Agreement  and
following  the sale of the Mortgage  Loan,  the  Purchaser  will own such  Mortgage  Loan free and clear of any
encumbrance,  equity,  participation  interest,  lien, pledge,  charge, claim or security interest. The Company
intends to relinquish  all rights to possess,  control and monitor the Mortgage  Loan,  except for the purposes
of servicing  the Mortgage Loan as set forth in this  Agreement.  After the related  Closing Date,  the Company
will not have any right to modify or alter the  terms of the sale of the  Mortgage  Loan and the  Company  will
not have any obligation or right to repurchase the Mortgage Loan or substitute  another  Mortgage Loan,  except
as provided in this Agreement, or as otherwise agreed to by the Company and the Purchaser;

        (m) Each  Mortgage  Loan is covered  by an ALTA  lender's  title  insurance  policy or other  generally
acceptable  form of  policy  or  insurance  acceptable  to  Fannie  Mae or  FHLMC  (including  adjustable  rate
endorsements),  issued by a title  insurer  acceptable  to Fannie Mae or FHLMC and  qualified to do business in
the jurisdiction  where the Mortgaged  Property is located,  insuring  (subject to the exceptions  contained in
(j)(1),  (2) and (3) above) the Company,  its  successors  and assigns,  as to the first  priority  lien of the
Mortgage  in the  original  principal  amount  of the  Mortgage  Loan and  against  any loss by  reason  of the
invalidity  or  unenforceability  of the lien  resulting  from the  provisions  of the Mortgage  providing  for
adjustment in the Mortgage  Interest Rate and Monthly Payment.  Where required by state law or regulation,  the
Mortgagor has been given the opportunity to choose the carrier of the required  mortgage title  insurance.  The
Company,  its successors and assigns,  is the sole insured of such lender's title insurance policy,  such title
insurance  policy has been duly and validly  endorsed to the  Purchaser or the  assignment  to the Purchaser of
the  Company's  interest  therein  does not  require  the  consent of or  notification  to the insurer and such
lender's  title  insurance  policy is in full force and  effect  and will be in full force and effect  upon the
consummation  of the  transactions  contemplated  by this  Agreement.  No  claims  have been  made  under  such
lender's  title  insurance  policy,  and no prior  holder or servicer of the related  Mortgage,  including  the
Company,  nor any  Mortgagor,  has done, by act or omission,  anything  which would impair the coverage of such
lender's title insurance policy;

        (n) There is no default,  breach,  violation or event of  acceleration  existing  under the Mortgage or
the related  Mortgage  Note and no event which,  with the passage of time or with notice and the  expiration of
any grace or cure period, would constitute a default, breach,  violation or event permitting acceleration;  and
neither the Company,  nor any prior  mortgagee has waived any default,  breach,  violation or event  permitting
acceleration;

        (o) There are no  mechanics'  or  similar  liens or claims  which  have been  filed for work,  labor or
material  (and no rights are  outstanding  that under law could give rise to such liens)  affecting the related
Mortgaged Property which are or may be liens prior to or equal to the lien of the related Mortgage;

        (p) All  improvements  subject to the Mortgage which were considered in determining the appraised value
of the Mortgaged  Property lie wholly within the  boundaries  and building  restriction  lines of the Mortgaged
Property (and wholly within the project with respect to a condominium  unit) and no  improvements  on adjoining
properties  encroach upon the Mortgaged  Property except those which are insured against by the title insurance
policy referred to in clause (m) above and all  improvements on the property comply with all applicable  zoning
and subdivision laws and ordinances;

        (q) Each  Mortgage  Loan was  originated  by or for the Company  pursuant  to, and conforms  with,  the
Company's  underwriting  guidelines  attached  as Exhibit H hereto.  The  Mortgage  Loan bears  interest  at an
adjustable  rate (if  applicable)  as set forth in the related  Mortgage Loan  Schedule,  and Monthly  Payments
under the Mortgage  Note are due and payable on the first day of each month.  The  Mortgage  contains the usual
and  enforceable  provisions of the Company at the time of origination  for the  acceleration of the payment of
the unpaid  principal amount of the Mortgage Loan if the related  Mortgaged  Property is sold without the prior
consent of the mortgagee thereunder;

        (r) The  Mortgaged  Property is not subject to any  material  damage.  At  origination  of the Mortgage
Loan there was not,  since  origination  of the  Mortgage  Loan there has not been,  and there  currently is no
proceeding  pending  for the total or partial  condemnation  of the  Mortgaged  Property.  The  Company has not
received notification that any such proceedings are scheduled to commence at a future date;

        (s) The related  Mortgage  contains  customary and enforceable  provisions such as to render the rights
and  remedies  of the holder  thereof  adequate  for the  realization  against  the  Mortgaged  Property of the
benefits of the security provided  thereby,  including,  (1) in the case of a Mortgage  designated as a deed of
trust,  by  trustee's  sale,  and (2)  otherwise  by  judicial  foreclosure.  There  is no  homestead  or other
exemption  available to the Mortgagor which would interfere with the right to sell the Mortgaged  Property at a
trustee's sale or the right to foreclose the Mortgage;

        (t) If the Mortgage  constitutes a deed of trust, a trustee,  authorized and duly qualified if required
under  applicable law to act as such, has been properly  designated and currently so serves and is named in the
Mortgage,  and no fees or expenses,  except as may be required by local law, are or will become  payable by the
Purchaser  to the trustee  under the deed of trust,  except in  connection  with a trustee's  sale or attempted
sale after default by the Mortgagor;

        (u) The  Mortgage  File  contains an appraisal of the related  Mortgaged  Property  signed prior to the
final approval of the mortgage loan application by a Qualified  Appraiser,  approved by the Company, who had no
interest,  direct or  indirect,  in the  Mortgaged  Property or in any loan made on the security  thereof,  and
whose  compensation  is not affected by the approval or disapproval of the Mortgage Loan, and the appraisal and
appraiser  both  satisfy  the  requirements  of Fannie  Mae or FHLMC and Title XI of the  Federal  Institutions
Reform,  Recovery, and Enforcement Act of 1989 and the regulations promulgated thereunder,  all as in effect on
the date the Mortgage Loan was originated.  The appraisal is in a form acceptable to Fannie Mae or FHLMC;

        (v) All parties which have had any interest in the Mortgage,  whether as mortgagee,  assignee,  pledgee
or  otherwise,  are (or,  during the  period in which they held and  disposed  of such  interest,  were) (A) in
compliance  with any and all applicable  licensing  requirements of the laws of the state wherein the Mortgaged
Property is located,  and (B) (1)  organized  under the laws of such state,  or (2) qualified to do business in
such state,  or (3) federal  savings and loan  associations  or national  banks or a Federal  Home Loan Bank or
savings bank having principal offices in such state, or (4) not doing business in such state;

        (w) The related Mortgage Note is not and has not been secured by any collateral  except the lien of the
corresponding  Mortgage and the security  interest of any  applicable  security  agreement or chattel  mortgage
referred to above and such collateral does not serve as security for any other obligation;

        (x) The Mortgagor has received and has executed,  where applicable,  all disclosure  materials required
by applicable law with respect to the making of such mortgage loans;

        (y) The Mortgage  Loan does not contain  balloon or  "graduated  payment"  features.  Unless  otherwise
indicated  on the related  Mortgage  Loan  Schedule,  no  Mortgage  Loan is subject to a buydown  agreement  or
contains any buydown provision;

        (z) The  Mortgagor is not in  bankruptcy  and, the  Mortgagor is not  insolvent  and the Company has no
knowledge of any  circumstances  or  conditions  with respect to the  Mortgage,  the  Mortgaged  Property,  the
Mortgagor or the  Mortgagor's  credit  standing that could  reasonably be expected to cause investors to regard
the Mortgage Loan as an unacceptable  investment,  cause the Mortgage Loan to become delinquent,  or materially
adversely affect the value or marketability of the Mortgage Loan;

        (aa) Each  Mortgage  Loan bears  interest  based upon a thirty  (30) day month and a three  hundred and
sixty  (360) day year.  The  Mortgage  Loans have an  original  term to  maturity  of not more than thirty (30)
years,  with interest  payable in arrears on the first day of each month.  As to each  adjustable rate Mortgage
Loan, on each applicable  Adjustment Date, the Mortgage  Interest Rate will be adjusted to equal the sum of the
Index, plus the applicable  Margin;  provided,  that the Mortgage Interest Rate, on each applicable  Adjustment
Date,  will not increase by more than the Initial Rate Cap or Periodic Rate Cap, as  applicable.  Over the term
of each  adjustable  rate  Mortgage  Loan,  the Mortgage  Interest  Rate will not exceed such  Mortgage  Loan's
Lifetime Rate Cap. None of the Mortgage Loans are  "interest-only"  Mortgage  Loans or "negative  amortization"
Mortgage  Loans.  With respect to each  adjustable  rate Mortgage  Loan,  each Mortgage Note requires a monthly
payment  which is  sufficient  (a) during the period prior to the first  adjustment  to the  Mortgage  Interest
Rate, to fully  amortize the original  principal  balance over the original term thereof and to pay interest at
the related  Mortgage  Interest  Rate,  and (b) during the period  following  each  Adjustment  Date,  to fully
amortize the outstanding  principal  balance as of the first day of such period over the then remaining term of
such Mortgage Note and to pay interest at the related  Mortgage  Interest Rate. With respect to each adjustable
rate Mortgage  Loan,  the Mortgage Note provides that when the Mortgage  Interest Rate changes on an Adjustment
Date,  the then  outstanding  principal  balance will be  reamortized  over the remaining  life of the Mortgage
Loan. No Mortgage Loan contains terms or provisions  which would result in negative  amortization.  None of the
Mortgage  Loans contain a conversion  feature which would cause the Mortgage Loan interest rate to convert to a
fixed interest rate.  None of the Mortgage Loans are considered agricultural loans;

        (bb)  (INTENTIONALLY LEFT BLANK)

        (cc)  (INTENTIONALLY LEFT BLANK)

        (dd)  (INTENTIONALLY LEFT BLANK)

        (ee)  (INTENTIONALLY LEFT BLANK)

        (ff)  (INTENTIONALLY LEFT BLANK)

        (gg) (INTENTIONALLY LEFT BLANK)

        (hh)   In the event the Mortgage Loan had an LTV at origination  greater than 80.00%, the excess of the
principal  balance of the  Mortgage  Loan over 75.0% of the  Appraised  Value of the  Mortgaged  Property  with
respect to a Refinanced  Mortgage  Loan,  or the lesser of the  Appraised  Value or the  purchase  price of the
Mortgaged  Property  with respect to a purchase  money  Mortgage  Loan was insured as to payment  defaults by a
Primary  Mortgage  Insurance  Policy issued by a Qualified  Insurer.  No Mortgage Loan has an LTV over 95%. All
provisions of such Primary  Mortgage  Insurance Policy have been and are being complied with, such policy is in
full force and effect,  and all premiums due  thereunder  have been paid. No Mortgage Loan requires  payment of
such  premiums,  in whole or in part,  by the  Purchaser.  No action,  inaction,  or event has  occurred and no
state of facts exists that has, or will result in the exclusion  from,  denial of, or defense to coverage.  Any
Mortgage Loan subject to a Primary Mortgage  Insurance  Policy  obligates the Mortgagor  thereunder to maintain
the Primary Mortgage  Insurance  Policy,  subject to state and federal law, and to pay all premiums and charges
in  connection  therewith.  No action has been  taken or failed to be taken,  on or prior to the  Closing  Date
which has resulted or will result in an  exclusion  from,  denial of, or defense to coverage  under any Primary
Mortgage  Insurance Policy  (including,  without  limitation,  any exclusions,  denials or defenses which would
limit or  reduce  the  availability  of the  timely  payment  of the full  amount  of the  loss  otherwise  due
thereunder to the insured) whether arising out of actions,  representations,  errors, omissions, negligence, or
fraud of the Company or the  Mortgagor,  or for any other reason  under such  coverage;  The mortgage  interest
rate for the Mortgage  Loan as set forth on the related  Mortgage  Loan  Schedule is net of any such  insurance
premium.  None of the Mortgage Loans are subject to "lender-paid" mortgage insurance;

        (ii)   The  Assignment is in  recordable  form and is  acceptable  for recording  under the laws of the
jurisdiction in which the Mortgaged Property is located;

        (jj)   Unless  otherwise  indicated on the related  Mortgage Loan Schedule,  none of the Mortgage Loans
are secured by an interest in a leasehold  estate.  The Mortgaged  Property is located in the state  identified
in the related  Mortgage Loan Schedule and consists of a single parcel of real property with a detached  single
family  residence  erected  thereon,  or a  townhouse,  or a  two-to  four-family  dwelling,  or an  individual
condominium  unit in a  condominium  project,  or an  individual  unit in a planned  unit  development  or a de
minimis planned unit development,  provided,  however, that no residence or dwelling is a single parcel of real
property  with  a  manufactured  home  not  affixed  to  a  permanent   foundation,   or  a  mobile  home.  Any
non-warrantable  condominium  unit,  condominium unit or planned unit  development  conforms with the Company's
underwriting  guidelines.  As of the date of  origination,  no portion of any  Mortgaged  Property was used for
commercial  purposes,  and since the  Origination  Date,  no portion of any  Mortgaged  Property  has been,  or
currently is, used for commercial purposes;

        (kk)   Payments  on the  Mortgage  Loan  commenced  no more than  sixty  (60) days after the funds were
disbursed in  connection  with the Mortgage  Loan.  The Mortgage Note is payable on the first day of each month
in monthly  installments  of  principal  and  interest,  which  installments  are  subject to change due to the
adjustments to the Mortgage  Interest Rate on each  Adjustment  Date,  with interest  calculated and payable in
arrears.  Each of the Mortgage  Loans will amortize fully by the stated  maturity  date,  over an original term
of not more than thirty years from commencement of amortization;

        (ll)   As of the Closing Date of the Mortgage Loan, the Mortgage  Property was lawfully  occupied under
applicable law, and all inspections,  licenses and  certificates  required to be made or issued with respect to
all  occupied  portions of the  Mortgaged  Property  and,  with  respect to the use and  occupancy of the same,
including but not limited to certificates of occupancy and fire  underwriting  certificates,  have been made or
obtained from the appropriate authorities;

        (mm)   There is no pending  action or proceeding  directly  involving  the Mortgaged  Property in which
compliance  with  any  environmental  law,  rule or  regulation  is an  issue;  there  is no  violation  of any
environmental  law,  rule or  regulation  with  respect to the  Mortgaged  Property;  and the  Company  has not
received any notice of any  environmental  hazard on the Mortgaged  Property and nothing  further remains to be
done to satisfy in full all  requirements  of each such law, rule or regulation  constituting a prerequisite to
use and enjoyment of said property;

        (nn)   The  Mortgagor  has not  notified  the  Company,  and the Company has no knowledge of any relief
requested or allowed to the Mortgagor under the Soldiers' and Sailors' Civil Relief Act of 1940;

        (oo)   No Mortgage Loan is a  construction  or  rehabilitation  Mortgage Loan or was made to facilitate
the trade-in or exchange of a Mortgaged Property;

        (pp)   The Mortgagor for each Mortgage Loan is a natural person;

        (qq)   None of the Mortgage Loans are Co-op Loans;

        (rr)   With respect to each Mortgage Loan that has a prepayment penalty feature, each such prepayment
penalty is enforceable and will be enforced by the Company and each prepayment penalty is permitted pursuant
to federal, state and local law. No Mortgage Loan will impose a prepayment penalty for a term in excess of
five years from the date such Mortgage Loan was originated. Except as otherwise set forth on the Mortgage
Loan Schedule, with respect to each Mortgage Loan that contains a prepayment penalty, such prepayment penalty
is at least equal to the lesser of (A) the maximum amount permitted under applicable law and (B) six months
interest at the related Mortgage Interest Rate on the amount prepaid in excess of 20% of the original
principal balance of such Mortgage Loan;


        (ss)   With respect to each Mortgage  Loan either (i) the fair market value of the  Mortgaged  Property
securing  such  Mortgage  Loan was at least  equal to 80  percent  of the  original  principal  balance of such
Mortgage Loan at the time such  Mortgage  Loan was  originated or (ii) (a) the Mortgage Loan is only secured by
the Mortgage  Property and (b)  substantially all of the proceeds of such Mortgage Loan were used to acquire or
to improve or protect the Mortgage Property.  For the purposes of the preceding sentence,  if the Mortgage Loan
has been significantly  modified other than as a result of a default or a reasonable  foreseeable  default, the
modified Mortgage Loan will be viewed as having been originated on the date of the modification;

        (tt) The Mortgage  Loan was  originated  by a mortgagee  approved by the Secretary of Housing and Urban
Development  pursuant to sections 203 and 211 of the National  Housing Act, a savings and loan  association,  a
savings bank, a commercial bank,  credit union,  insurance  company or similar  institution which is supervised
and examined by a federal or state authority;

        (uu)  None of the  Mortgage  Loans  are  simple  interest  Mortgage  Loans  and  none of the  Mortgaged
Properties are timeshares;

    (vv) All of the terms of the Mortgage pertaining to interest rate adjustments, payment adjustments and
    adjustments of the outstanding principal balance are enforceable, all such adjustments have been properly
    made, including the mailing of required notices, and such adjustments do not and will not affect the
    priority of the Mortgage lien.  With respect to each Mortgage Loan which has passed its initial
    Adjustment Date, Company has performed an audit of the Mortgage Loan to determine whether all interest
    rate adjustments have been made in accordance with the terms of the Mortgage Note and Mortgage; and


        (ww) Each Mortgage Note, each Mortgage,  each Assignment and any other documents  required  pursuant to
this Agreement to be delivered to the Purchaser or its designee,  or its assignee for each Mortgage Loan,  have
been, on or before the related Closing Date, delivered to the Purchaser or its designee, or its assignee.

        Section 3.03  Repurchase; Substitution.

        It is understood  and agreed that the  representations  and  warranties  set forth in Sections 3.01 and
3.02  shall  survive  the sale of the  Mortgage  Loans and  delivery  of the  Mortgage  Loan  Documents  to the
Purchaser,  or its designee,  and shall inure to the benefit of the Purchaser,  notwithstanding any restrictive
or qualified  endorsement on any Mortgage Note or Assignment or the  examination,  or lack of  examination,  of
any Mortgage  File.  Upon  discovery by either the Company or the Purchaser of a breach of any of the foregoing
representations  and warranties which  materially and adversely  affects the value of the Mortgage Loans or the
interest of the Purchaser in any Mortgage  Loan,  the party  discovering  such breach shall give prompt written
notice to the other.  The Company  shall have a period of sixty (60) days from the earlier of its  discovery or
its receipt of notice of any such  breach  within  which to correct or cure such  breach.  The  Company  hereby
covenants  and agrees  that if any such breach is not  corrected  or cured  within  such sixty day period,  the
Company shall,  at the  Purchaser's  option and not later than ninety (90) days of its discovery or its receipt
of notice of such breach,  repurchase  such  Mortgage  Loan at the  Repurchase  Price or, with the  Purchaser's
prior  consent and at  Purchaser's  sole option,  substitute a Mortgage  Loan as provided  below.  In the event
that any such breach shall involve any  representation  or warranty set forth in Section 3.01,  and such breach
is not cured  within  sixty (60) days of the  earlier of either  discovery  by or notice to the Company of such
breach,  all  Mortgage  Loans  shall,  at the option of the  Purchaser,  be  repurchased  by the Company at the
Repurchase  Price.  Any such repurchase  shall be accomplished by wire transfer of immediately  available funds
to Purchaser in the amount of the Repurchase Price.

        If the Company is required to repurchase  any Mortgage Loan pursuant to this Section 3.03,  the Company
may,  with the  Purchaser's  prior  consent and at  Purchaser's  sole option,  within ninety (90) days from the
related  Closing Date,  remove such  defective  Mortgage Loan from the terms of this  Agreement and  substitute
another  mortgage loan for such  defective  Mortgage  Loan, in lieu of  repurchasing  such  defective  Mortgage
Loan. Any substitute  Mortgage Loan is subject to Purchaser  acceptability.  Any substituted  Loans will comply
with the representations and warranties set forth in this Agreement as of the substitution date

        The Company shall amend the related  Mortgage  Loan  Schedule to reflect the  withdrawal of the removed
Mortgage Loan from this Agreement and the  substitution  of such substitute  Mortgage Loan therefor.  Upon such
amendment,  the Purchaser  shall review the Mortgage File delivered to it relating to the  substitute  Mortgage
Loan. In the event of such a substitution,  accrued  interest on the substitute  Mortgage Loan for the month in
which the  substitution  occurs and any  Principal  Prepayments  made  thereon  during  such month shall be the
property of the Purchaser and accrued  interest for such month on the Mortgage Loan for which the  substitution
is made and any  Principal  Prepayments  made  thereon  during such month shall be the property of the Company.
The principal payment on a substitute  Mortgage Loan due on the Due Date in the month of substitution  shall be
the property of the Company and the principal  payment on the Mortgage Loan for which the  substitution is made
due on such date shall be the property of the Purchaser.

        For any month in which the Company is permitted to substitute one or more  substitute  Mortgage  Loans,
the  Company  will  determine  the amount  (if any) by which the  aggregate  Stated  Principal  Balance  (after
application of the principal  portion of all scheduled  payments due in the month of  substitution)  of all the
substitute  Mortgage Loans in the month of substitution  is less then the aggregate  Stated  Principal  Balance
(after  application of the principal  portion of the scheduled payment due in the month of substitution) of the
such  replaced  Mortgage  Loan.  An  amount  equal  to the  aggregate  of such  deficiencies  described  in the
preceding  sentence for any  Remittance  Date shall be deposited  into the Custodial  Account by the Company on
the related  Determination  Date in the month  following  the  calendar  month  during  which the  substitution
occurred.

        It is understood  and agreed that the obligation of the Company set forth in this Section 3.03 to cure,
repurchase or substitute for a defective  Mortgage Loan, and to indemnify  Purchaser  pursuant to Section 8.01,
constitute  the sole  remedies  of the  Purchaser  respecting  a breach of the  foregoing  representations  and
warranties.  If the Company  fails to  repurchase  or  substitute  for a defective  Mortgage Loan in accordance
with this Section 3.03, or fails to cure a defective  Mortgage Loan to Purchaser's  reasonable  satisfaction in
accordance  with this Section 3.03, or to indemnify  Purchaser  pursuant to Section 8.01, that failure shall be
an Event of Default and the Purchaser  shall be entitled to pursue all remedies  available in this Agreement as
a result  thereof.  No provision of this  paragraph  shall affect the rights of the Purchaser to terminate this
Agreement for cause, as set forth in Sections 10.01 and 11.01.

        Any  cause  of  action  against  the  Company  relating  to  or  arising  out  of  the  breach  of  any
representations  and  warranties  made in Sections  3.01 and 3.02 shall accrue as to any Mortgage Loan upon (i)
the earlier of  discovery  of such breach by the Company or notice  thereof by the  Purchaser  to the  Company,
(ii)  failure by the Company to cure such breach or  repurchase  such  Mortgage  Loan as specified  above,  and
(iii) demand upon the Company by the Purchaser for compliance with this Agreement.

        In the event that any Mortgage Loan is held by a REMIC,  notwithstanding any contrary provision of this
Agreement,  with respect to any Mortgage Loan that is not in default or as to which no default is imminent,  no
substitution  pursuant  to  Subsection  3.03  shall be made  after the  applicable  REMIC's  "start up day" (as
defined in Section  860G(a)  (9) of the Code),  unless the  Company  has  obtained an Opinion of Counsel to the
effect that such  substitution  will not (i) result in the imposition of taxes on "prohibited  transactions" of
such REMIC (as defined in Section  860F of the Code) or  otherwise  subject the REMIC to tax, or (ii) cause the
REMIC to fail to qualify as a REMIC at any time.

        Section 3.04  Representations and Warranties of the Purchaser.

        The Purchaser  represents,  warrants and convenants to the Company that, as of the related Closing Date
or as of such date specifically provided herein:

(a)     The Purchaser is a corporation,  dully organized  validly  existing and in good standing under the laws
of the State of Delaware and is qualified to transact  business in, is in good standing  under the laws of, and
possesses  all  licenses  necessary  for the  conduct of its  business  in,  each state in which any  Mortgaged
Property is located or is otherwise  except or not required under  applicable law to effect such  qualification
or license;

(b)     The Purchaser  has full power and authority to hold each Mortgage  Loan, to purchase each Mortgage Loan
pursuant to this  Agreement and the related Term Sheet and to execute,  deliver and perform,  and to enter into
and consummate all  transactions  contemplated  by this Agreement and the related Term Sheet and to conduct its
business  as  presently  conducted,  has duly  authorized  the  execution,  delivery  and  performance  of this
Agreement  and the related Term Sheet,  has duly  executed and  delivered  this  Agreement and the related Term
Sheet;

        (c)    None of the  execution and delivery of this  Agreement and the related Term Sheet,  the purchase
of the Mortgage Loans,  the  consummation of the  transactions  contemplated  hereby,  or the fulfillment of or
compliance  with the terms and  conditions of this  Agreement and the related Term Sheet will conflict with any
of the terms,  conditions or provisions of the  Purchaser's  charter or by-laws or materially  conflict with or
result in a material  breach of any of the terms,  conditions  or provisions  of any legal  restriction  or any
agreement  or  instrument  to which the  Purchaser  is now a party or by which it is  bound,  or  constitute  a
default or result in an  acceleration  under any of the foregoing,  or result in the material  violation of any
law, rule, regulation, order, judgment or decree to which the Purchaser or its property is subject;

        (d)    There is no litigation  pending or to the best of the  Purchaser's  knowledge,  threatened  with
respect to the Purchaser  which is reasonably  likely to have a material  adverse effect on the purchase of the
related  Mortgage  Loans,  the  execution,  delivery or  enforceability  of this Agreement and the related Term
Sheet,  or which is  reasonably  likely to have a material  adverse  effect on the  financial  condition of the
Purchaser;

        (e)    No consent,  approval,  authorization  or order of any court or  governmental  agency or body is
required for the  execution,  delivery and  performance by the Purchaser of or compliance by the Purchaser with
this  Agreement  and the related  Term Sheet,  the purchase of the Mortgage  Loans or the  consummation  of the
transactions  contemplated  by this  Agreement  and the  related  Term Sheet  except for  consents,  approvals,
authorizations and orders which have been obtained;

        (f)    The consummation of the  transactions  contemplated by this Agreement and the related Term Sheet
is in the ordinary course of business of the Purchaser;

        (h)    The Purchaser  will treat the purchase of the Mortgage  Loans from the Company as a purchase for
reporting, tax and accounting purposes; and

        (i)    The Purchaser does not believe, nor does it have any cause or reason to believe,  that it cannot
perform each and every of its covenants contained in this Agreement and the related Term Sheet.

        The  Purchaser  shall  indemnify  the  Company and hold it  harmless  against any claims,  proceedings,
losses,  damages,  penalties,  fines,  forfeitures,  reasonable  and  necessary  legal fees and related  costs,
judgments,  and other costs and expenses  resulting from a breach by the Purchaser of the  representations  and
warranties  contained in this Section 3.04. It is understood  and agreed that the  obligations of the Purchaser
set forth in this Section 3.04 to indemnify the Seller as provided  herein  constitute the sole remedies of the
Seller respecting a breach of the foregoing representations and warranties.






                                                  ARTICLE IV

                                ADMINISTRATION AND SERVICING OF MORTGAGE LOANS

        Section 4.01  Company to Act as Servicer.

        The Company,  as  independent  contract  servicer,  shall service and  administer the Mortgage Loans in
accordance  with this  Agreement and the related Term Sheet and with Accepted  Servicing  Practices,  and shall
have full power and authority,  acting alone,  to do or cause to be done any and all things in connection  with
such servicing and  administration  which the Company may deem  necessary or desirable and consistent  with the
terms of this  Agreement  and the related Term Sheet and with  Accepted  Servicing  Practices  and exercise the
same care that it  customarily  employs  for its own  account.  Except as set forth in this  Agreement  and the
related Term Sheet,  the Company  shall  service the Mortgage  Loans in strict  compliance  with the  servicing
provisions  of the Fannie Mae Guides  (special  servicing  option),  which  include,  but are not  limited  to,
provisions  regarding the liquidation of Mortgage Loans, the collection of Mortgage Loan payments,  the payment
of taxes,  insurance and other charges,  the  maintenance of hazard  insurance  with a Qualified  Insurer,  the
maintenance  of mortgage  impairment  insurance,  the  maintenance  of fidelity  bond and errors and  omissions
insurance,  inspections,  the restoration of Mortgaged Property,  the maintenance of Primary Mortgage Insurance
Policies,  insurance claims, the title, management and disposition of REO Property,  permitted withdrawals with
respect to REO  Property,  liquidation  reports,  and reports of  foreclosures  and  abandonments  of Mortgaged
Property,  the  transfer  of  Mortgaged  Property,  the  release of  Mortgage  Files,  annual  statements,  and
examination of records and  facilities.  In the event of any conflict,  inconsistency  or  discrepancy  between
any of the  servicing  provisions  of this  Agreement  and the  related  Term  Sheet  and any of the  servicing
provisions  of the Fannie Mae  Guides,  the  provisions  of this  Agreement  and the  related  Term Sheet shall
control and be binding upon the Purchaser and the Company.

        Consistent with the terms of this Agreement and the related Term Sheet,  the Company may waive,  modify
or vary any term of any Mortgage  Loan or consent to the  postponement  of any such term or in any manner grant
indulgence  to  any  Mortgagor  if  in  the  Company's  reasonable  and  prudent   determination  such  waiver,
modification,  postponement or indulgence is not materially adverse to the Purchaser,  provided,  however, that
unless the Company has obtained the prior written  consent of the  Purchaser,  the Company shall not permit any
modification  with respect to any Mortgage Loan that would change the Mortgage  Interest  Rate,  defer for more
than  ninety  days or forgive  any  payment of  principal  or  interest,  reduce or  increase  the  outstanding
principal  balance  (except  for  actual  payments  of  principal)  or change the final  maturity  date on such
Mortgage  Loan.  In the event of any such  modification  which has been  agreed to in writing by the  Purchaser
and which permits the deferral of interest or principal  payments on any Mortgage Loan,  the Company shall,  on
the  Business  Day  immediately  preceding  the  Remittance  Date in any month in which any such  principal  or
interest  payment has been deferred,  deposit in the Custodial  Account from its own funds,  in accordance with
Section 4.04, the difference  between (a) such month's  principal and one month's interest at the Mortgage Loan
Remittance  Rate on the  unpaid  principal  balance  of such  Mortgage  Loan  and  (b) the  amount  paid by the
Mortgagor.  The  Company  shall be entitled to  reimbursement  for such  advances to the same extent as for all
other advances  pursuant to Section 4.05.  Without limiting the generality of the foregoing,  the Company shall
continue,  and is hereby  authorized  and  empowered,  to prepare,  execute and  deliver,  all  instruments  of
satisfaction or cancellation,  or of partial or full release,  discharge and all other comparable  instruments,
with  respect to the Mortgage  Loans and with respect to the  Mortgaged  Properties.  Notwithstanding  anything
herein to the contrary,  the Company may not enter into a  forbearance  agreement or similar  arrangement  with
respect  to any  Mortgage  Loan which runs more than 180 days  after the first  delinquent  Due Date.  Any such
agreement shall be approved by Purchaser and, if required,  by the Primary  Mortgage  Insurance Policy insurer,
if required.

        Notwithstanding  anything to the contrary  contained in this  Agreement,  the Company shall not make or
permit any  modification,  waiver or  amendment  of any term of any  Mortgage  Loan that would  cause any REMIC
created under the trust  agreement  pursuant to any  Reconstitution  to fail to qualify as a REMIC or result in
the imposition of any tax under Section 860F(a) or Section 860G(d) of the Code.

        The Company  shall not permit the  creation of any  "interests"  (within the meaning of Section 860G of
the Code) in any REMIC.  The Company shall not enter into any  arrangement  by which a REMIC will receive a fee
or other  compensation  for services nor permit a REMIC to receive any income from assets other than "qualified
mortgages"  as defined in  Section  860G(a)(3)  of the Code or  "permitted  investments"  as defined in Section
860G(a)(5) of the Code.

        In servicing  and  administering  the Mortgage  Loans,  the Company  shall  employ  Accepted  Servicing
Practices,  giving due  consideration  to the  Purchaser's  reliance on the  Company.  Unless a different  time
period is stated in this Agreement or the related Term Sheet,  Purchaser  shall be deemed to have given consent
in connection with a particular  matter if Purchaser does not  affirmatively  grant or deny consent within five
(5) Business Days from the date Purchaser  receives a second  written  request for consent for such matter from
Company as servicer.

        The Mortgage  Loans may be  subserviced  by a  Subservicer  on behalf of the Company  provided that the
Subservicer  is an entity  that  engages  in the  business  of  servicing  loans,  and in either  case shall be
authorized  to transact  business,  and licensed to service  mortgage  loans,  in the state or states where the
related  Mortgaged  Properties it is to service are situated,  if and to the extent  required by applicable law
to enable the Subservicer to perform its obligations  hereunder and under the  Subservicing  Agreement,  and in
either  case shall be a FHLMC or Fannie Mae  approved  mortgage  servicer  in good  standing,  and no event has
occurred,  including  but not limited to a change in insurance  coverage,  which would make it unable to comply
with the eligibility  requirements for lenders imposed by Fannie Mae or for seller/servicers  imposed by Fannie
Mae or FHLMC, or which would require  notification to Fannie Mae or FHLMC. In addition,  each  Subservicer will
obtain and  preserve its  qualifications  to do business as a foreign  corporation  and its licenses to service
mortgage loans, in each  jurisdiction  in which such  qualifications  and/or licenses are or shall be necessary
to protect the validity and  enforceability  of this Agreement,  or any of the Mortgage Loans and to perform or
cause to be  performed  its duties  under the related  Subservicing  Agreement.  The Company may perform any of
its  servicing  responsibilities  hereunder  or may  cause  the  Subservicer  to  perform  any  such  servicing
responsibilities  on its behalf,  but the use by the Company of the  Subservicer  shall not release the Company
from any of its  obligations  hereunder  and the Company  shall remain  responsible  hereunder for all acts and
omissions of the  Subservicer  as fully as if such acts and  omissions  were those of the Company.  The Company
shall pay all fees and expenses of the  Subservicer  from its own funds,  and the  Subservicer's  fee shall not
exceed the  Servicing  Fee.  Company shall notify  Purchaser  promptly in writing upon the  appointment  of any
Subservicer.

        At the cost and expense of the Company,  without any right of reimbursement from the Custodial Account,
the Company shall be entitled to terminate the rights and  responsibilities  of the Subservicer and arrange for
any servicing  responsibilities  to be performed by a successor  subservicer  meeting the  requirements  in the
preceding paragraph,  provided,  however,  that nothing contained herein shall be deemed to prevent or prohibit
the Company,  at the Company's  option,  from  electing to service the related  Mortgage  Loans itself.  In the
event that the Company's  responsibilities  and duties under this Agreement are terminated  pursuant to Section
4.13,  8.04,  9.01 or 10.01 and if requested to do so by the  Purchaser,  the Company shall at its own cost and
expense terminate the rights and  responsibilities  of the Subservicer  effective as of the date of termination
of the  Company.  The Company  shall pay all fees,  expenses or penalties  necessary in order to terminate  the
rights and  responsibilities  of the Subservicer  from the Company's own funds without  reimbursement  from the
Purchaser.

        Notwithstanding any of the provisions of this Agreement relating to agreements or arrangements  between
the  Company  and the  Subservicer  or any  reference  herein to  actions  taken  through  the  Subservicer  or
otherwise,  the Company  shall not be relieved of its  obligations  to the  Purchaser and shall be obligated to
the same extent and under the same terms and  conditions as if it alone were  servicing and  administering  the
Mortgage  Loans.  The  Company  shall  be  entitled  to  enter  into an  agreement  with  the  Subservicer  for
indemnification  of the Company by the Subservicer  and nothing  contained in this Agreement shall be deemed to
limit or modify such  indemnification.  The Company will indemnify and hold  Purchaser  harmless from any loss,
liability  or  expense  arising  out of its  use of a  Subservicer  to  perform  any of its  servicing  duties,
responsibilities and obligations hereunder.

        Any  Subservicing  Agreement  and any other  transactions  or services  relating to the Mortgage  Loans
involving the Subservicer  shall be deemed to be between the  Subservicer and Company alone,  and the Purchaser
shall have no  obligations,  duties or  liabilities  with respect to the  Subservicer  including no obligation,
duty or liability of Purchaser to pay the  Subservicer's  fees and expenses.  For purposes of distributions and
advances by the Company  pursuant to this Agreement,  the Company shall be deemed to have received a payment on
a Mortgage Loan when the Subservicer has received such payment.

        Section 4.02  Collection of Mortgage Loan Payments.

        Continuously  from the date  hereof  until the date each  Mortgage  Loan  ceases to be  subject to this
Agreement,  the Company will proceed  diligently  to collect all payments due under each Mortgage Loan when the
same shall  become due and  payable and shall,  to the extent such  procedures  shall be  consistent  with this
Agreement,  Accepted  Servicing  Practices,  and the terms  and  provisions  of any  related  Primary  Mortgage
Insurance  Policy,  follow such collection  procedures as it follows with respect to mortgage loans  comparable
to the  Mortgage  Loans  and  held  for its own  account.  Further,  the  Company  will  take  special  care in
ascertaining and estimating  annual escrow  payments,  and all other charges that, as provided in the Mortgage,
will become due and payable,  so that the  installments  payable by the  Mortgagors  will be  sufficient to pay
such charges as and when they become due and payable.

        In no event will the Company  waive its right to any  prepayment  penalty or premium  without the prior
written  consent of  Purchaser  and  Company  will use  diligent  efforts  to  collect  same when due except as
otherwise provided in the prepayment penalty provisions provided in the Mortgage Loan Documents.

        Section 4.03  Realization Upon Defaulted Mortgage

        The Company shall use its best efforts,  consistent  with the procedures  that the Company would use in
servicing  loans for its own account,  consistent  with  Accepted  Servicing  Practices,  any Primary  Mortgage
Insurance  Policies and the best interest of Purchaser,  to foreclose upon or otherwise  comparably convert the
ownership of  properties  securing  such of the  Mortgage  Loans as come into and continue in default and as to
which no  satisfactory  arrangements  can be made for  collection  of delinquent  payments  pursuant to Section
4.01.  Foreclosure  or  comparable  proceedings  shall be  initiated  within  ninety  (90) days of default  for
Mortgaged  Properties  for  which  no  satisfactory  arrangements  can be made  for  collection  of  delinquent
payments,  subject to state and federal law and  regulation.  The Company shall use its best efforts to realize
upon  defaulted  Mortgage  Loans in such manner as will  maximize the receipt of principal  and interest by the
Purchaser,  taking into account,  among other things, the timing of foreclosure  proceedings.  The foregoing is
subject to the  provisions  that, in any case in which a Mortgaged  Property  shall have suffered  damage,  the
Company shall not be required to expend its own funds toward the  restoration of such property  unless it shall
determine  in its  discretion  (i) that such  restoration  will  increase the  proceeds of  liquidation  of the
related  Mortgage Loan to the Purchaser  after  reimbursement  to itself for such expenses,  and (ii) that such
expenses  will be  recoverable  by the Company  through  Insurance  Proceeds or  Liquidation  Proceeds from the
related  Mortgaged  Property,  as  contemplated  in Section  4.05.  Company  shall  obtain  prior  approval  of
Purchaser  as to repair or  restoration  expenses  in excess of ten  thousand  dollars  ($10,000).  The Company
shall notify the Purchaser in writing of the  commencement of foreclosure  proceedings and not less than 5 days
prior to the acceptance or rejection of any offer of  reinstatement.  The Company shall be responsible  for all
costs and expenses  incurred by it in any such proceedings or functions;  provided,  however,  that it shall be
entitled  to   reimbursement   thereof  from  the  related   property,   as   contemplated   in  Section  4.05.
Notwithstanding  anything to the contrary  contained  herein, in connection with a foreclosure or acceptance of
a deed in lieu of  foreclosure,  in the event the  Company  has  reasonable  cause to believe  that a Mortgaged
Property is contaminated by hazardous or toxic  substances or wastes,  or if the Purchaser  otherwise  requests
an  environmental  inspection  or review of such  Mortgaged  Property,  such an  inspection  or review is to be
conducted  by a qualified  inspector  at the  Purchaser's  expense.  Upon  completion  of the  inspection,  the
Company shall  promptly  provide the Purchaser  with a written report of the  environmental  inspection.  After
reviewing the  environmental  inspection  report,  the Purchaser  shall determine how the Company shall proceed
with respect to the Mortgaged Property.

        Notwithstanding  anything to the contrary  contained herein, the Purchaser may, at the Purchaser's sole
option,  terminate  the Company as  servicer of any  Mortgage  Loan which  becomes  ninety (90) days or greater
delinquent in payment of a scheduled  Monthly  Payment,  without  payment of any  termination  fee with respect
thereto,  provided  that the Company  shall on the date said  termination  takes effect be  reimbursed  for any
unreimbursed  Monthly  Advances  of the  Company's  funds made  pursuant to Section  5.03 and any  unreimbursed
Servicing  Advances and Servicing Fees in each case relating to the Mortgage Loan  underlying  such  delinquent
Mortgage  Loan  notwithstanding  anything to the contrary set forth in Section  4.05.  In the event of any such
termination,  the  provisions  of Section  11.01  hereof  shall apply to said  termination  and the transfer of
servicing responsibilities with respect to such delinquent Mortgage Loan to the Purchaser or its designee.

        If a REMIC  election has been made with respect to the  arrangement  under which the Mortgage Loans and
REO Property  are held,  the Company  shall not take any action,  cause the REMIC to take any action or fail to
take (or fail to cause to be taken) any action  that,  under the REMIC  Provisions,  if taken or not taken,  as
the case may be, could (i) endanger  the status of the REMIC as a REMIC or (ii) result in the  imposition  of a
tax upon the REMIC  (including  but not  limited to the tax on  "prohibited  transactions"  as defined  Section
860G(a)(2)  of the Code and the tax on  "contributions"  to a REMIC  set forth in  Section  860(D) of the Code)
unless the  Company  has  received  an Opinion of  Counsel  (at the  expense of the party  seeking to take such
action) to the  effect  that the  contemplated  action  will not  endanger  such REMIC  status or result in the
imposition of any such tax.

        Section 4.04  Establishment of Custodial Accounts; Deposits in Custodial Accounts.

        The Company shall  segregate and hold all funds  collected and received  pursuant to each Mortgage Loan
separate and apart from any of its own funds and general  assets and shall  establish  and maintain one or more
Custodial  Accounts.  The  Custodial  Account  shall be an Eligible  Account.  Funds shall be  deposited in the
Custodial  Account  within 48 hours of  receipt,  and shall at all times be  insured by the FDIC up to the FDIC
insurance  limits,  or must be invested  in  Permitted  Investments  for the  benefit of the  Purchaser.  Funds
deposited  in the  Custodial  Account may be drawn on by the  Company in  accordance  with  Section  4.05.  The
creation of any  Custodial  Account  shall be  evidenced  by a letter  agreement in the form shown in Exhibit B
hereto.  The original of such letter  agreement  shall be furnished to the Purchaser on the Closing  Date,  and
upon the request of any subsequent Purchaser.

        The Company shall deposit in the Custodial  Account on a daily basis,  and retain therein the following
payments and  collections  received or made by it  subsequent  to the Cut-off  Date, or received by it prior to
the  Cut-off  Date but  allocable  to a period  subsequent  thereto,  other than in respect  of  principal  and
interest on the Mortgage Loans due on or before the Cut-off Date:

        (i)    all payments on account of principal, including Principal Prepayments, on the Mortgage Loans;

        (ii)   all  payments  on account of interest  on the  Mortgage  Loans  adjusted  to the  Mortgage  Loan
Remittance Rate;

        (iii)  all Liquidation Proceeds;

        (iv)   any  amounts  required  to be  deposited  by the  Company in  connection  with any REO  Property
pursuant to Section 4.13 and in connection  therewith,  the Company  shall  provide the Purchaser  with written
detail itemizing all of such amounts;

        (v)    all Insurance  Proceeds  including  amounts required to be deposited  pursuant to Sections 4.08,
4.10 and 4.11,  other than proceeds to be held in the Escrow  Account and applied to the  restoration or repair
of the Mortgaged  Property or released to the Mortgagor in accordance with Accepted  Servicing  Practices,  the
Mortgage Loan Documents or applicable law;

        (vi)   all  Condemnation  Proceeds  affecting  any  Mortgaged  Property  which are not  released to the
Mortgagor in accordance with Accepted Servicing Practices, the loan documents or applicable law;

        (vii)  any Monthly Advances;

        (viii) with respect to each full or partial Principal  Prepayment,  any Prepayment Interest Shortfalls,
to the extent of the Company's aggregate Servicing Fee received with respect to the related Prepayment Period;

        (ix)   any amounts  required to be deposited by the Company pursuant to Section 4.10 in connection with
the deductible  clause in any blanket hazard  insurance  policy,  such deposit shall be made from the Company's
own funds, without reimbursement therefor; and

        (x)    any amounts required to be deposited in the Custodial  Account pursuant to Section 4.01, 4.13 or
6.02.

               The foregoing  requirements  for deposit in the Custodial  Account shall be exclusive,  it being
understood and agreed that,  without  limiting the generality of the foregoing,  payments in the nature of late
payment  charges and  assumption  fees, to the extent  permitted by Section 6.01,  need not be deposited by the
Company in the  Custodial  Account.  Any  interest  paid on funds  deposited  in the  Custodial  Account by the
depository  institution  shall accrue to the benefit of the Company and the Company shall be entitled to retain
and withdraw such interest from the Custodial  Account  pursuant to Section 4.05 (iv). The Purchaser  shall not
be responsible for any losses suffered with respect to investment of funds in the Custodial Account.


        Section 4.05  Permitted Withdrawals From the Custodial Account.

        The Company may, from time to time, withdraw from the Custodial Account for the following purposes:

        (i)    to make payments to the Purchaser in the amounts and in the manner provided for in Section 5.01;

        (ii)   to reimburse  itself for Monthly  Advances,  the Company's right to reimburse itself pursuant to
this  subclause  (ii) being  limited to amounts  received on the related  Mortgage  Loan which  represent  late
collections  (net of the  related  Servicing  Fees) of  principal  and/or  interest  respecting  (or to amounts
received  on the  related  Mortgage  Loan as a whole if the  Monthly  Advance is made due to a  shortfall  in a
Monthly  Payment made by a Mortgagor  entitled to relief  under the  Soldiers  and Sailors  Civil Relief Act of
1940)  respecting  which  any  such  advance  was  made,  it  being  understood  that,  in  the  case  of  such
reimbursement,  the Company's right thereto shall be prior to the rights of the Purchaser,  except that,  where
the Company is required to repurchase a Mortgage Loan,  pursuant to Section 3.03,  the Company's  right to such
reimbursement  shall be  subsequent to the payment to the Purchaser of the  Repurchase  Price  pursuant to such
Section and all other amounts required to be paid to the Purchaser with respect to such Mortgage Loan;

        (iii)  to reimburse itself for  unreimbursed  Servicing  Advances and any unpaid Servicing  Fees(or REO
administration  fees  described in Section  4.13),  the Company's  right to reimburse  itself  pursuant to this
subclause  (iii) with  respect  to any  Mortgage  Loan being  limited  to  related  proceeds  from  Liquidation
Proceeds,  Condemnation  Proceeds and  Insurance  Proceeds in  accordance  with the relevant  provisions of the
Fannie Mae Guides or as otherwise set forth in this Agreement;  any recovery shall be made upon  liquidation of
the REO Property;

        (iv)   to pay to itself as part of its servicing  compensation  (a) any interest earned on funds in the
Custodial  Account (all such interest to be withdrawn  monthly not later than each  Remittance  Date),  and (b)
the  Servicing  Fee from that  portion of any payment or recovery as to interest  with  respect to a particular
Mortgage Loan;

        (v)    to pay to itself  with  respect to each  Mortgage  Loan that has been  repurchased  pursuant  to
Section 3.03 all amounts  received  thereon and not distributed as of the date on which the related  repurchase
price is determined,

        (vi)   to transfer funds to another Eligible Account in accordance with Section 4.09 hereof;

        (vii)  to remove funds inadvertently placed in the Custodial Account by the Company;

        (vi)   to clear and terminate the Custodial Account upon the termination of this Agreement; and

(vii)   to reimburse itself for  Nonrecoverable  Advances to the extent not reimbursed  pursuant to clause (ii)
or clause (iii).

        Section 4.06  Establishment of Escrow Accounts; Deposits in Escrow Accounts.

        The Company shall  segregate and hold all funds  collected and received  pursuant to each Mortgage Loan
which  constitute  Escrow  Payments  separate and apart from any of its own funds and general  assets and shall
establish and maintain one or more Escrow  Accounts.  The Escrow  Account shall be an Eligible  Account.  Funds
deposited in each Escrow Account shall at all times be insured in a manner to provide  maximum  insurance under
the insurance  limitations of the FDIC, or must be invested in Permitted  Investments.  Funds  deposited in the
Escrow  Account may be drawn on by the Company in  accordance  with  Section  4.07.  The creation of any Escrow
Account  shall be evidenced  by a letter  agreement in the form shown in Exhibit C. The original of such letter
agreement  shall be  furnished  to the  Purchaser  on the  Closing  Date,  and upon  request to any  subsequent
purchaser.

        The Company shall deposit in the Escrow Account or Accounts on a daily basis, and retain therein:

        (i)    all Escrow  Payments  collected on account of the Mortgage  Loans,  for the purpose of effecting
timely payment of any such items as required under the terms of this Agreement;

        (ii)   all Insurance  Proceeds  which are to be applied to the  restoration  or repair of any Mortgaged
Property; and

        (iii)  all Servicing  Advances for Mortgagors  whose Escrow  Payments are  insufficient to cover escrow
disbursements.

               The Company shall make  withdrawals  from the Escrow Account only to effect such payments as are
required  under this  Agreement,  and for such other  purposes as shall be as set forth or in  accordance  with
Section  4.07.  The Company  shall be entitled to retain any  interest  paid on funds  deposited  in the Escrow
Account by the depository  institution  other than interest on escrowed funds required by law to be paid to the
Mortgagor  and,  to the extent  required  by law,  the Company  shall pay  interest  on  escrowed  funds to the
Mortgagor  notwithstanding  that the Escrow  Account is  non-interest  bearing or that interest paid thereon is
insufficient  for such purposes.  The Purchaser  shall not be responsible  for any losses suffered with respect
to investment of funds in the Escrow Account.


        Section 4.07  Permitted Withdrawals From Escrow Account.

        Withdrawals from the Escrow Account may be made by Company only:

        (i)    to effect timely payments of ground rents,  taxes,  assessments,  water rates,  Primary Mortgage
Insurance  Policy premiums,  if applicable,  fire and hazard insurance  premiums,  condominium  assessments and
comparable items;

        (ii)   to  reimburse  Company  for any  Servicing  Advance  made by Company  with  respect to a related
Mortgage  Loan but only from amounts  received on the related  Mortgage Loan which  represent  late payments or
collections of Escrow Payments thereunder;

        (iii)  to refund to the Mortgagor any funds as may be determined to be overages;

        (iv)   for transfer to the Custodial Account in accordance with the terms of this Agreement;

        (v)    for application to restoration or repair of the Mortgaged Property;

        (vi)   to pay to the Company,  or to the Mortgagor to the extent  required by law, any interest paid on
the funds deposited in the Escrow Account;

        (vii)  to clear and terminate the Escrow Account on the termination of this  Agreement.  As part of its
servicing duties,  the Company shall pay to the Mortgagors  interest on funds in Escrow Account,  to the extent
required by law, and to the extent that interest earned on funds in the Escrow Account is  insufficient,  shall
pay such interest from its own funds, without any reimbursement therefor; and

        (viii) to pay to the  Mortgagors  or other parties  Insurance  Proceeds  deposited in  accordance  with
Section 4.06.

        Section 4.08  Payment  of  Taxes,  Insurance  and  Other  Charges;   Maintenance  of  Primary  Mortgage
        Insurance Policies; Collections Thereunder.

        With respect to each Mortgage Loan, the Company shall maintain  accurate records  reflecting the status
of ground  rents,  taxes,  assessments,  water rates and other  charges which are or may become a lien upon the
Mortgaged  Property  and the status of  primary  mortgage  insurance  premiums  and fire and  hazard  insurance
coverage and shall  obtain,  from time to time,  all bills for the payment of such charges,  including  renewal
premiums and shall effect  payment  thereof prior to the applicable  penalty or termination  date and at a time
appropriate for securing maximum discounts  allowable,  employing for such purpose deposits of the Mortgagor in
the Escrow  Account which shall have been estimated and  accumulated  by the Company in amounts  sufficient for
such  purposes,  as allowed under the terms of the Mortgage or applicable  law. To the extent that the Mortgage
does not provide for Escrow  Payments,  the Company  shall  determine  that any such  payments  are made by the
Mortgagor at the time they first become due. The Company  assumes full  responsibility  for the timely  payment
of all such bills and shall effect timely payments of all such bills  irrespective of the Mortgagor's  faithful
performance  in the payment of same or the making of the Escrow  Payments and shall make  advances from its own
funds to effect such payments.

        The Company will maintain in full force and effect  Primary  Mortgage  Insurance  Policies  issued by a
Qualified  Insurer  with  respect  to each  Mortgage  Loan for which such  coverage  is herein  required.  Such
coverage  will be  terminated  only with the  approval  of  Purchaser,  or as  required  by  applicable  law or
regulation.  The Company will not cancel or refuse to renew any Primary Mortgage  Insurance Policy in effect on
the  Closing  Date that is  required  to be kept in force under this  Agreement  unless a  replacement  Primary
Mortgage  Insurance  Policy for such  canceled or  nonrenewed  policy is obtained  from and  maintained  with a
Qualified  Insurer.  The  Company  shall not take any  action  which  would  result in  non-coverage  under any
applicable  Primary Mortgage  Insurance Policy of any loss which, but for the actions of the Company would have
been covered  thereunder.  In connection  with any assumption or substitution  agreement  entered into or to be
entered  into  pursuant  to Section  6.01,  the Company  shall  promptly  notify the insurer  under the related
Primary Mortgage  Insurance  Policy, if any, of such assumption or substitution of liability in accordance with
the terms of such policy and shall take all actions  which may be  required by such  insurer as a condition  to
the continuation of coverage under the Primary Mortgage  Insurance Policy.  If such Primary Mortgage  Insurance
Policy is terminated as a result of such assumption or  substitution  of liability,  the Company shall obtain a
replacement Primary Mortgage Insurance Policy as provided above.

        In connection with its activities as servicer,  the Company agrees to prepare and present, on behalf of
itself and the  Purchaser,  claims to the  insurer  under any  Private  Mortgage  Insurance  Policy in a timely
fashion in accordance with the terms of such Primary  Mortgage  Insurance  Policy and, in this regard,  to take
such action as shall be necessary to permit recovery under any Primary Mortgage  Insurance Policy  respecting a
defaulted  Mortgage  Loan.  Pursuant to Section  4.04,  any amounts  collected by the Company under any Primary
Mortgage  Insurance  Policy shall be deposited in the  Custodial  Account,  subject to  withdrawal  pursuant to
Section 4.05.

        Section 4.09  Transfer of Accounts.

        The Company may transfer the Custodial  Account or the Escrow Account to a different  Eligible  Account
from  time to time.  Such  transfer  shall be made  only  upon  obtaining  the  prior  written  consent  of the
Purchaser, which consent will not be unreasonably withheld.

        Section 4.10  Maintenance of Hazard Insurance.

        The  Company  shall  cause to be  maintained  for each  Mortgage  Loan fire and hazard  insurance  with
extended  coverage  as is  acceptable  to Fannie Mae or FHLMC and  customary  in the area  where the  Mortgaged
Property  is  located  in an amount  which is equal to the  lesser of (i) the  maximum  insurable  value of the
improvements  securing such Mortgage Loan or (ii) the greater of (a) the outstanding  principal  balance of the
Mortgage  Loan,  and (b) an amount such that the proceeds  thereof shall be sufficient to prevent the Mortgagor
and/or the mortgagee  from becoming a co-insurer.  If required by the Flood  Disaster  Protection  Act of 1973,
as amended,  each Mortgage Loan shall be covered by a flood  insurance  policy meeting the  requirements of the
current  guidelines of the Federal Insurance  Administration in effect with an insurance carrier  acceptable to
Fannie  Mae or  FHLMC,  in an amount  representing  coverage  not less  than the  least of (i) the  outstanding
principal  balance of the Mortgage Loan,  (ii) the maximum  insurable value of the  improvements  securing such
Mortgage Loan or (iii) the maximum amount of insurance which is available  under the Flood Disaster  Protection
Act of 1973,  as amended.  If at any time during the term of the  Mortgage  Loan,  the  Company  determines  in
accordance  with  applicable law and pursuant to the Fannie Mae Guides that a Mortgaged  Property is located in
a special  flood  hazard  area and is not covered by flood  insurance  or is covered in an amount less than the
amount  required by the Flood  Disaster  Protection  Act of 1973,  as amended,  the  Company  shall  notify the
related  Mortgagor that the Mortgagor must obtain such flood  insurance  coverage,  and if said Mortgagor fails
to obtain the required flood  insurance  coverage  within  forty-five  (45) days after such  notification,  the
Company shall  immediately  force place the required flood  insurance on the  Mortgagor's  behalf.  The Company
shall also maintain on each REO Property,  fire and hazard insurance with extended  coverage in an amount which
is at least equal to the maximum  insurable value of the improvements  which are a part of such property,  and,
to the extent  required and  available  under the Flood  Disaster  Protection  Act of 1973,  as amended,  flood
insurance in an amount as provided  above.  Any amounts  collected by the Company under any such policies other
than amounts to be deposited in the Escrow  Account and applied to the  restoration  or repair of the Mortgaged
Property or REO Property,  or released to the Mortgagor in accordance with Accepted Servicing Practices,  shall
be deposited in the Custodial  Account,  subject to withdrawal  pursuant to Section 4.05. It is understood  and
agreed that no other  additional  insurance  need be required by the Company of the  Mortgagor or maintained on
property  acquired in respect of the  Mortgage  Loan,  other than  pursuant to this  Agreement,  the Fannie Mae
Guides or such  applicable  state or federal laws and regulations as shall at any time be in force and as shall
require such additional  insurance.  All such policies shall be endorsed with standard  mortgagee  clauses with
loss  payable to the Company and its  successors  and/or  assigns  and shall  provide for at least  thirty days
prior  written  notice of any  cancellation,  reduction  in the amount or  material  change in  coverage to the
Company.  The Company  shall not  interfere  with the  Mortgagor's  freedom of choice in  selecting  either his
insurance carrier or agent,  provided,  however,  that the Company shall not accept any such insurance policies
from insurance companies unless such companies are Qualified Insurers.

        Section 4.11  Maintenance of Mortgage Impairment Insurance Policy.

        In the event that the Company shall obtain and maintain a blanket policy issued by a Qualified  Insurer
insuring  against  hazard  losses on all of the  Mortgage  Loans,  then,  to the extent  such  policy  provides
coverage in an amount equal to the amount  required  pursuant to Section 4.10 and  otherwise  complies with all
other  requirements  of Section 4.10, it shall  conclusively be deemed to have satisfied its obligations as set
forth in Section  4.10, it being  understood  and agreed that such policy may contain a deductible  clause,  in
which case the Company shall, in the event that there shall not have been  maintained on the related  Mortgaged
Property or REO Property a policy  complying  with Section  4.10,  and there shall have been a loss which would
have been covered by such policy,  deposit in the Custodial  Account the amount not otherwise payable under the
blanket  policy  because of such  deductible  clause.  In  connection  with its  activities  as servicer of the
Mortgage Loans,  the Company agrees to prepare and present,  on behalf of the Purchaser,  claims under any such
blanket  policy  in a  timely  fashion  in  accordance  with the  terms of such  policy.  Upon  request  of the
Purchaser,  the Company shall cause to be delivered to the  Purchaser a certified  true copy of such policy and
shall use its best  efforts to obtain a statement  from the  insurer  thereunder  that such policy  shall in no
event be terminated or materially modified without thirty (30) days' prior written notice to the Purchaser.

        Section 4.12  Fidelity Bond, Errors and Omissions Insurance.

        The Company shall  maintain,  at its own expense,  a blanket  fidelity bond and an errors and omissions
insurance policy,  with broad coverage with responsible  companies on all officers,  employees or other persons
acting in any capacity with regard to the Mortgage Loan to handle funds,  money,  documents and papers relating
to the Mortgage  Loan. The Fidelity Bond shall be in the form of the Mortgage  Banker's  Blanket Bond and shall
protect and insure the  Company  against  losses,  including  forgery,  theft,  embezzlement  and fraud of such
persons.  The errors and omissions  insurance  shall protect and insure the Company  against losses arising out
of errors and omissions and negligent  acts of such  persons.  Such errors and omissions  insurance  shall also
protect  and insure the Company  against  losses in  connection  with the  failure to  maintain  any  insurance
policies  required  pursuant to this  Agreement  and the release or  satisfaction  of a Mortgage  Loan  without
having  obtained  payment in full of the  indebtedness  secured  thereby.  No  provision  of this  Section 4.12
requiring the Fidelity Bond or errors and omissions  insurance  shall  diminish or relieve the Company from its
duties  and  obligations  as set  forth in this  Agreement.  The  minimum  coverage  under  any  such  bond and
insurance  policy  shall be at least equal to the  corresponding  amounts  required by Fannie Mae in the Fannie
Mae Guides.  Upon request by the Purchaser,  the Company shall deliver to the Purchaser a certificate  from the
surety and the insurer as to the existence of the Fidelity Bond and errors and omissions  insurance  policy and
shall obtain a statement  from the surety and the insurer that such Fidelity Bond or insurance  policy shall in
no event be  terminated  or  materially  modified  without  thirty  (30)  days'  prior  written  notice  to the
Purchaser.  The Company  shall notify the  Purchaser  within five (5)  business  days of receipt of notice that
such  Fidelity  Bond or  insurance  policy  will be,  or has  been,  materially  modified  or  terminated.  The
Purchaser  (or any party  having  the status of  Purchaser  hereunder)  and any  subsidiary  thereof  and their
successors  or assigns as their  interests  may appear must be named as loss payees on the Fidelity Bond and as
additional  insured on the errors and  omissions  policy.  Upon request by  Purchaser,  Company  shall  provide
Purchaser  with an insurance  certificate  certifying  coverage  under this Section  4.12,  and will provide an
update to such certificate upon request, or upon renewal or material modification of coverage.

        Section 4.13  Title, Management and Disposition of REO Property.

        In the event that title to the  Mortgaged  Property is acquired  in  foreclosure  or by deed in lieu of
foreclosure,  the deed or certificate  of sale shall be taken in the name of the Purchaser or its designee,  or
in the event the  Purchaser or its designee is not  authorized  or permitted to hold title to real  property in
the state where the REO Property is located,  or would be adversely  affected under the "doing business" or tax
laws of such  state by so holding  title,  the deed or  certificate  of sale shall be taken in the name of such
Person or Persons as shall be  consistent  with an opinion of counsel  obtained by the Company from an attorney
duly  licensed to practice  law in the state where the REO Property is located.  Any Person or Persons  holding
such title other than the Purchaser  shall  acknowledge in writing that such title is being held as nominee for
the benefit of the Purchaser.

        The Company shall notify the Purchaser in accordance with the Fannie Mae Guides of each  acquisition of
REO Property  upon such  acquisition  (and,  in any event,  shall  provide  notice of the  consummation  of any
foreclosure  sale within three (3) Business  Days of the date Company  receives  notice of such  consummation),
together with a copy of the drive by appraisal or brokers price opinion of the Mortgaged  Property  obtained in
connection  with such  acquisition.  The Purchaser shall  thereafter  assume the  responsibility  for marketing
such REO property and shall be disposed of by the  Purchaser.  No Servicing  Fee shall be assessed or otherwise
accrue on any REO Property from and after the date on which it becomes an REO Property.

        The Company shall,  either itself or through an agent selected by the Company,  and in accordance  with
the Fannie Mae Guides  manage,  conserve,  protect  and  operate  each REO  Property in the same manner that it
manages,  conserves,  protects  and operates  other  foreclosed  property for its own account,  and in the same
manner that  similar  property in the same  locality  as the REO  Property is managed,  until such time the REO
Property is conveyed to the  Purchaser for final  disposition.  The Company shall cause each REO Property to be
inspected  promptly upon the  acquisition of title thereto and shall cause each REO Property to be inspected at
least  monthly  thereafter  or more  frequently  as required by the  circumstances.  The Company  shall make or
cause to be made a written  report of each such  inspection  and such reports shall be retained in the Mortgage
File.  The Company shall file all necessary mortgage insurance claims.

        Section 4.14  Notification of Maturity Date.

         With respect to each  Mortgage  Loan,  the Company  shall execute and deliver to the Mortgagor any and
all necessary  notices  required under  applicable law and the terms of the related  Mortgage Note and Mortgage
regarding the maturity date if required under applicable law.

                                                   ARTICLE V

                                           PAYMENTS TO THE PURCHASER

        Section 5.01  Distributions.

        On each Remittance Date, the Company shall  distribute by wire transfer of immediately  available funds
to the  Purchaser  (i) all  amounts  credited  to the  Custodial  Account  as of the close of  business  on the
preceding  Determination  Date, net of charges against or withdrawals  from the Custodial  Account  pursuant to
Section 4.05,  plus (ii) all Monthly  Advances,  if any, which the Company is obligated to distribute  pursuant
to Section 5.03,  plus,  (iii) interest at the Mortgage Loan Remittance  Rate on any Principal  Prepayment from
the date of such  Principal  Prepayment  through the end of the month for which  disbursement  is made provided
that the  Company's  obligation  as to payment of such  interest  shall be limited to the  Servicing Fee earned
during the month of the  distribution,  minus (iv) any amounts  attributable to Monthly Payments  collected but
due on a Due Date or Dates subsequent to the preceding  Determination  Date, which amounts shall be remitted on
the Remittance  Date next  succeeding the Due Period for such amounts.  It is understood  that, by operation of
Section 4.04, the remittance on the first  Remittance  Date with respect to Mortgage Loans  purchased  pursuant
to the related  Term Sheet is to include  principal  collected  after the Cut-off  Date  through the  preceding
Determination  Date plus  interest,  adjusted to the  Mortgage  Loan  Remittance  Rate  collected  through such
Determination  Date exclusive of any portion  thereof  allocable to the period prior to the Cut-off Date,  with
the adjustments specified in clauses (ii), (iii) and (iv) above.

        With respect to any remittance  received by the Purchaser after the Remittance  Date, the Company shall
pay to the Purchaser  interest on any such late payment at an annual rate equal to the Prime Rate,  adjusted as
of the date of each change,  plus three (3) percentage  points, but in no event greater than the maximum amount
permitted by  applicable  law.  Such  interest  shall cover the period  commencing  with the day  following the
Business  Day such  payment  was due and ending  with the  Business  Day on which  such  payment is made to the
Purchaser,  both  inclusive.  The payment by the Company of any such interest  shall not be deemed an extension
of time for payment or a waiver of any Event of Default by the Company.  On each  Remittance  Date, the Company
shall provide a remittance report detailing all amounts being remitted pursuant to this Section 5.01.

        Section 5.02  Statements to the Purchaser.

        The Company shall furnish to Purchaser an individual  loan accounting  report,  as of the last Business
Day of each month, in the Company's  assigned loan number order to document  Mortgage Loan payment  activity on
an individual  Mortgage Loan basis.  With respect to each month, the  corresponding  individual loan accounting
report shall be received by the  Purchaser no later than the fifth  Business  Day of the  following  month on a
disk  or tape  or  other  computer-readable  format  in such  format  as may be  mutually  agreed  upon by both
Purchaser  and Company,  and no later than the fifth  Business  Day of the  following  month in hard copy,  and
shall contain the following:

        (i) With  respect  to each  Monthly  Payment,  the amount of such  remittance  allocable  to  principal
(including a separate  breakdown of any Principal  Prepayment,  including the date of such prepayment,  and any
prepayment  penalties or premiums,  along with a detailed  report of interest on principal  prepayment  amounts
remitted in accordance with Section 4.04);

        (ii)  with respect to each Monthly Payment, the amount of such remittance allocable to interest;

        (iii) the amount of  servicing  compensation  received  by the  Company  during the prior  distribution
period;

        (iv)  the aggregate Stated Principal Balance of the Mortgage Loans;

        (v) the  aggregate of any  expenses  reimbursed  to the Company  during the prior  distribution  period
pursuant to Section 4.05;

        (vi) The number and aggregate  outstanding  principal  balances of Mortgage Loans (a) delinquent (1) 30
to 59 days, (2) 60 to 89 days, (3) 90 days or more; (b) as to which  foreclosure  has commenced;  and (c) as to
which REO Property has been acquired; and

        The Company shall also provide a trial balance,  sorted in Purchaser's  assigned loan number order,  in
the form of Exhibit E hereto, with each such Report.

        The Company shall prepare and file any and all information  statements or other filings  required to be
delivered to any governmental  taxing authority or to Purchaser  pursuant to any applicable law with respect to
the  Mortgage  Loans  and the  transactions  contemplated  hereby.  In  addition,  the  Company  shall  provide
Purchaser  with such  information  concerning  the Mortgage  Loans as is necessary for Purchaser to prepare its
federal income tax return as Purchaser may reasonably request from time to time.

        In  addition,  not more than sixty (60) days after the end of each  calendar  year,  the Company  shall
furnish to each  Person who was a  Purchaser  at any time  during such  calendar  year an annual  statement  in
accordance with the  requirements  of applicable  federal income tax law as to the aggregate of remittances for
the applicable portion of such year.

        Section 5.03  Monthly Advances by the Company.

        Not later than the close of business on the Business Day preceding  each  Remittance  Date, the Company
shall  deposit  in the  Custodial  Account an amount  equal to all  payments  not  previously  advanced  by the
Company,  whether or not  deferred  pursuant to Section  4.01,  of principal  (due after the Cut-off  Date) and
interest not  allocable  to the period prior to the Cut-off  Date,  adjusted to the  Mortgage  Loan  Remittance
Rate,  which were due on a Mortgage Loan and  delinquent at the close of business on the related  Determination
Date;  provided,  however that the Company shall not be obligated to advance any shortfall  arising as a result
of application of the Soldiers' and Sailors' Civil Relief Act of 1940 to any Mortgage Loan. .

        The Company's  obligation to make such Monthly  Advances as to any Mortgage Loan will continue  through
the last  Monthly  Payment due prior to the payment in full of the  Mortgage  Loan,  or through the  Remittance
Date prior to the date on which the Mortgaged Property  liquidates (which is during the same monthly reporting
cycle as of  foreclosure  sale)  (including  Insurance  Proceeds,  proceeds  from the sale of REO  Property  or
Condemnation  Proceeds)  with  respect to the  Mortgage  Loan  unless the  Company  deems such  advance to be a
Nonrecoverable  Advance.  In such event,  the Company shall  deliver to the Purchaser an Officer's  Certificate
of the  Company to the effect that an officer of the Company has  reviewed  the related  Mortgage  File and has
made the reasonable determination that any additional advances are nonrecoverable.

        Section 5.04  Liquidation Reports.

        Upon the  foreclosure  sale of any  Mortgaged  Property  or the  acquisition  thereof by the  Purchaser
pursuant to a  deed-in-lieu  of  foreclosure,  the Company shall submit to the  Purchaser a liquidation  report
with respect to such Mortgaged  Property in a form mutually  acceptable to Company and  Purchaser.  The Company
shall also  provide  reports  on the status of REO  Property  containing  such  information  as  Purchaser  may
reasonably require.

        Section 5.05  Prepayment Interest Shortfalls.

        Not later than the close of business on the Business Day preceding  each  Remittance  Date in the month
following the related  Prepayment  Period,  the Company shall deposit in the Custodial  Account an amount equal
to any Prepayment  Interest  Shortfalls  with respect to such Prepayment  Period,  which in the aggregate shall
not exceed the Company's aggregate Servicing Fee received with respect to the related Due Period.

                                                  ARTICLE VI

                                         GENERAL SERVICING PROCEDURES

        Section 6.01  Assumption Agreements.

        The Company  will, to the extent it has knowledge of any  conveyance or  prospective  conveyance by any
Mortgagor of the Mortgaged  Property  (whether by absolute  conveyance  or by contract of sale,  and whether or
not the Mortgagor  remains or is to remain liable under the Mortgage  Note and/or the  Mortgage),  exercise its
rights to  accelerate  the  maturity  of such  Mortgage  Loan  under  any  "due-on-sale"  clause to the  extent
permitted by law; provided,  however,  that the Company shall not exercise any such rights if prohibited by law
or the terms of the  Mortgage  Note from doing so or if the exercise of such rights would impair or threaten to
impair any recovery under the related Primary  Mortgage  Insurance  Policy,  if any. If the Company  reasonably
believes it is unable  under  applicable  law to enforce  such  "due-on-sale"  clause,  the  Company,  with the
approval  of the  Purchaser,  will enter into an  assumption  agreement  with the person to whom the  Mortgaged
Property has been conveyed or is proposed to be conveyed,  pursuant to which such person  becomes  liable under
the Mortgage Note and, to the extent permitted by applicable  state law, the Mortgagor  remains liable thereon.
Where an  assumption  is allowed  pursuant to this Section  6.01,  the Company,  with the prior  consent of the
Purchaser and the primary  mortgage  insurer,  if any, is authorized to enter into a substitution  of liability
agreement  with the person to whom the  Mortgaged  Property  has been  conveyed  or is  proposed to be conveyed
pursuant to which the  original  mortgagor  is  released  from  liability  and such  Person is  substituted  as
mortgagor and becomes  liable under the related  Mortgage Note. Any such  substitution  of liability  agreement
shall be in lieu of an assumption agreement.

        In connection  with any such  assumption  or  substitution  of liability,  the Company shall follow the
underwriting  practices  and  procedures  of the Company.  With respect to an  assumption  or  substitution  of
liability,  the Mortgage  Interest Rate borne by the related  Mortgage Note, the amount of the Monthly  Payment
and the maturity date may not be changed  (except  pursuant to the terms of the Mortgage  Note).  If the credit
of the proposed  transferee does not meet such  underwriting  criteria,  the Company  diligently  shall, to the
extent  permitted by the Mortgage or the Mortgage Note and by applicable  law,  accelerate  the maturity of the
Mortgage  Loan. The Company shall notify the Purchaser  that any such  substitution  of liability or assumption
agreement  has been  completed  by  forwarding  to the  Purchaser  the  original  of any such  substitution  of
liability or assumption  agreement,  which document shall be added to the related  Mortgage File and shall, for
all  purposes,  be  considered  a part of such  Mortgage  File to the same  extent as all other  documents  and
instruments  constituting  a part  thereof.  All fees  collected by the Company for entering into an assumption
or substitution of liability agreement shall belong to the Company.

        Notwithstanding the foregoing paragraphs of this Section or any other provision of this Agreement,  the
Company shall not be deemed to be in default,  breach or any other  violation of its  obligations  hereunder by
reason of any  assumption  of a Mortgage  Loan by operation of law or any  assumption  which the Company may be
restricted by law from  preventing,  for any reason  whatsoever.  For purposes of this Section  6.01,  the term
"assumption"  is deemed to also include a sale of the  Mortgaged  Property  subject to the Mortgage that is not
accompanied by an assumption or substitution of liability agreement.

        Section 6.02  Satisfaction of Mortgages and Release of Mortgage Files.

        Upon the payment in full of any Mortgage  Loan,  or the receipt by the Company of a  notification  that
payment in full will be escrowed in a manner customary for such purposes,  the Company will immediately  notify
the  Purchaser  by a  certification,  which  certification  shall  include a  statement  to the effect that all
amounts  received or to be received in  connection  with such payment which are required to be deposited in the
Custodial  Account  pursuant to Section  4.04 have been or will be so  deposited,  of a  Servicing  Officer and
shall request  delivery to it of the portion of the Mortgage File held by the  Purchaser.  The Purchaser  shall
no later than five  Business  Days after  receipt of such  certification  and  request,  release or cause to be
released to the Company,  the related  Mortgage Loan  Documents  and, upon its receipt of such  documents,  the
Company shall promptly  prepare and deliver to the Purchaser the requisite  satisfaction  or release.  No later
than five (5)  Business  Days  following  its receipt of such  satisfaction  or release,  the  Purchaser  shall
deliver,  or cause to be delivered,  to the Company the release or satisfaction  properly executed by the owner
of  record  of the  applicable  mortgage  or its duly  appointed  attorney  in fact.  No  expense  incurred  in
connection with any instrument of  satisfaction  or deed of  reconveyance  shall be chargeable to the Custodial
Account.

        In the event the Company  satisfies or releases a Mortgage  without having obtained  payment in full of
the  indebtedness  secured by the Mortgage or should it otherwise  prejudice  any right the  Purchaser may have
under the mortgage  instruments,  the Company, upon written demand, shall remit within two (2) Business Days to
the Purchaser the then  outstanding  principal  balance of the related  Mortgage Loan by deposit thereof in the
Custodial  Account.  The Company shall maintain the Fidelity Bond and errors and omissions  insurance  insuring
the Company  against any loss it may sustain  with  respect to any Mortgage  Loan not  satisfied in  accordance
with the procedures set forth herein.

                                                                                        From  time to time  and
as appropriate  for the servicing or foreclosure of the Mortgage Loan,  including for the purpose of collection
under any Primary Mortgage  Insurance Policy,  the Purchaser shall, upon request of the Company and delivery to
the Purchaser of a servicing  receipt signed by a Servicing  Officer,  release the portion of the Mortgage File
held by the  Purchaser  to the  Company.  Such  servicing  receipt  shall  obligate  the  Company to return the
related  Mortgage  documents to the Purchaser  when the need therefor by the Company no longer  exists,  unless
the Mortgage Loan has been  liquidated  and the  Liquidation  Proceeds  relating to the Mortgage Loan have been
deposited in the Custodial  Account or the Mortgage  File or such  document has been  delivered to an attorney,
or to a public  trustee or other public  official as required by law, for  purposes of  initiating  or pursuing
legal  action  or other  proceedings  for the  foreclosure  of the  Mortgaged  Property  either  judicially  or
non-judicially,  and  the  Company  has  delivered  to the  Purchaser  a  certificate  of a  Servicing  Officer
certifying  as to the name and  address  of the  Person  to  which  such  Mortgage  File or such  document  was
delivered and the purpose or purposes of such delivery.  Upon receipt of a certificate  of a Servicing  Officer
stating that such Mortgage  Loan was  liquidated,  the servicing  receipt shall be released by the Purchaser to
the Company.

        Section 6.03  Servicing Compensation.

        As  compensation  for its  services  hereunder,  the Company  shall be  entitled  to withdraw  from the
Custodial  Account (to the extent of  interest  payments  collected  on the  Mortgage  Loans) or to retain from
interest  payments  collected on the Mortgage Loans, the amounts  provided for as the Company's  Servicing Fee,
subject to payment of  compensating  interest on Principal  Prepayments as capped by the Servicing Fee pursuant
to Section  5.01 (iii).  Additional  servicing  compensation  in the form of  assumption  fees,  as provided in
Section  6.01,  and late  payment  charges or  otherwise  shall be  retained  by the  Company to the extent not
required to be  deposited  in the  Custodial  Account.  No Servicing  Fee shall be payable in  connection  with
partial  Monthly  Payments.  The Company  shall be required to pay all  expenses  incurred by it in  connection
with its  servicing  activities  hereunder  and shall  not be  entitled  to  reimbursement  therefor  except as
specifically provided for.

        Section 6.04  Annual Statement as to Compliance.

        The Company will deliver to the Purchaser not later than 90 days  following the end of each fiscal year
of the Company beginning in March 2004, an Officers'  Certificate  stating, as to each signatory thereof,  that
(i) a review of the  activities of the Company  during the preceding  calendar  year and of  performance  under
this  Agreement  has been  made  under  such  officers'  supervision,  and  (ii) to the best of such  officers'
knowledge,  based on such  review,  the Company  has  fulfilled  all of its  obligations  under this  Agreement
throughout  such year, or, if there has been a default in the  fulfillment of any such  obligation,  specifying
each such  default  known to such  officers  and the nature and status of cure  provisions  thereof.  Copies of
such statement shall be provided by the Company to the Purchaser upon request.

        Section 6.05  Annual Independent Certified Public Accountants' Servicing Report.

        Within  ninety (90) days of  Company's  fiscal  year end  beginning  in March 2004,  the Company at its
expense shall cause a firm of independent  public  accountants  which is a member of the American  Institute of
Certified  Public  Accountants  to  furnish a  statement  to the  Purchaser  to the  effect  that such firm has
examined certain  documents and records relating to the Company's  servicing of mortgage loans of the same type
as the  Mortgage  Loans  pursuant  to  servicing  agreements  substantially  similar to this  Agreement,  which
agreements may include this Agreement,  and that, on the basis of such an examination,  conducted substantially
in the uniform  single audit  program for  mortgage  bankers,  such firm is of the opinion  that the  Company's
servicing has been conducted in compliance with the agreements  examined  pursuant to this Section 6.05, except
for (i) such  exceptions as such firm shall believe to be immaterial,  and (ii) such other  exceptions as shall
be set forth in such  statement.  Copies of such  statement  shall be provided by the Company to the Purchaser.
In  addition,  on an annual  basis,  Company  shall  provided  Purchaser  with copies of its audited  financial
statements.

        Section 6.06  Purchaser's Right to Examine Company Records.

        The Purchaser shall have the right to examine and audit upon reasonable  notice to the Company,  during
business hours or at such other times as might be reasonable  under  applicable  circumstances,  any and all of
the books,  records,  documentation or other information of the Company,  or held by another for the Company or
on its behalf or  otherwise,  which  relates to the  performance  or  observance  by the  Company of the terms,
covenants or conditions of this Agreement.

        The Company  shall  provide to the Purchaser and any  supervisory  agents or examiners  representing  a
state or federal  governmental  agency having  jurisdiction  over the  Purchaser,  including but not limited to
OTS,  FDIC and other  similar  entities,  access  to any  documentation  regarding  the  Mortgage  Loans in the
possession of the Company which may be required by any  applicable  regulations.  Such access shall be afforded
without charge,  upon reasonable request,  during normal business hours and at the offices of the Company,  and
in accordance with the FDIC, OTS, or any other similar federal or state regulations, as applicable.

                                                  ARTICLE VII

                                      REPORTS TO BE PREPARED BY SERVICER

        Section 7.01  Company Shall Provide Information as Reasonably Required.

        The Company shall furnish to the Purchaser  during the term of this Agreement,  such periodic,  special
or other reports,  information  or  documentation,  whether or not provided for herein,  as shall be necessary,
reasonable or appropriate  in respect to the  Purchaser,  or otherwise in respect to the Mortgage Loans and the
performance  of the  Company  under  this  Agreement,  including  any  reports,  information  or  documentation
reasonably  required to comply with any  regulations  regarding  any  supervisory  agents or  examiners  of the
Purchaser  all such  reports  or  information  to be as  provided  by and in  accordance  with such  applicable
instructions  and  directions  as the  Purchaser may  reasonably  request in relation to this  Agreement or the
performance  of the  Company  under  this  Agreement.  The  Company  agrees to  execute  and  deliver  all such
instruments  and take all such action as the Purchaser,  from time to time, may reasonably  request in order to
effectuate the purpose and to carry out the terms of this Agreement.

        In connection  with  marketing the Mortgage  Loans,  the Purchaser may make  available to a prospective
purchaser  audited  financial  statements of the Company for the most  recently  completed two (2) fiscal years
for which such  statements  are available,  as well as a Consolidated  Statement of Condition at the end of the
last two (2) fiscal  years  covered by any  Consolidated  Statement of  Operations.  If it has not already done
so, the Company shall furnish  promptly to the Purchaser or a prospective  purchaser  copies of the  statements
specified above.

        The  Company  shall  make  reasonably  available  to the  Purchaser  or  any  prospective  Purchaser  a
knowledgeable  financial  or  accounting  officer  for the  purpose of  answering  questions  and to permit any
prospective  purchaser  to inspect  the  Company's  servicing  facilities  for the purpose of  satisfying  such
prospective  purchaser  that the  Company has the  ability to service  the  Mortgage  Loans as provided in this
Agreement.





                                                 ARTICLE VIII

                                                 THE SERVICER

        Section 8.01  Indemnification; Third Party Claims.

        The Company agrees to indemnify the Purchaser and hold it harmless against any and all claims,  losses,
damages,  penalties,  fines,  forfeitures,  legal fees and related costs, judgments,  and any other costs, fees
and  expenses  that the  Purchaser  may sustain in any way related to the failure of the Company to observe and
perform its duties,  obligations,  covenants, and agreements to service the Mortgage Loans in strict compliance
with the terms of this  Agreement.  The Company agrees to indemnify the Purchaser and hold it harmless  against
any and all claims, losses, damages,  penalties,  fines, forfeitures,  legal fees and related costs, judgments,
and any other  costs,  fees and  expenses  that the  Purchaser  may sustain in any way from any claim,  demand,
defense or assertion  based on or grounded  upon, or resulting  from any assertion  based on,  grounded upon or
resulting from a breach or alleged breach of any of the  representation  or warranty set forth in Sections 3.01
or 3.02 of this  Agreement.  The Company shall  immediately  notify the Purchaser if a claim is made by a third
party against  Company with respect to this  Agreement or the Mortgage  Loans,  assume (with the consent of the
Purchaser)  the  defense of any such claim and pay all  expenses in  connection  therewith,  including  counsel
fees,  whether or not such claim is settled  prior to judgment,  and promptly  pay,  discharge  and satisfy any
judgment or decree  which may be entered  against it or the  Purchaser  in respect of such  claim.  The Company
shall  follow any  written  instructions  received  from the  Purchaser  in  connection  with such  claim.  The
Purchaser  shall  promptly  reimburse the Company for all amounts  advanced by it pursuant to the two preceding
sentences  except when the claim relates to the failure of the Company to service and  administer the Mortgages
in strict  compliance with the terms of this Agreement,  the breach of  representation or warranty set forth in
Sections 3.01 or 3.02, or the negligence,  bad faith or willful  misconduct of Company.  The provisions of this
Section 8.01 shall survive termination of this Agreement.

        Section 8.02  Merger or Consolidation of the Company.

        The Company will keep in full effect its existence,  rights and  franchises as a corporation  under the
laws of the  state  of its  incorporation  except  as  permitted  herein,  and will  obtain  and  preserve  its
qualification to do business as a foreign  corporation in each  jurisdiction in which such  qualification is or
shall be necessary to protect the validity and  enforceability of this Agreement,  or any of the Mortgage Loans
and to perform its duties under this Agreement.

        Any Person into which the Company may be merged or consolidated,  or any corporation resulting from any
merger,  conversion or  consolidation  to which the Company shall be a party,  or any Person  succeeding to the
business  of the  Company  whether or not  related to loan  servicing,  shall be the  successor  of the Company
hereunder,  without the  execution  or filing of any paper or any further act on the part of any of the parties
hereto,  anything herein to the contrary  notwithstanding;  provided,  however, that the successor or surviving
Person shall be an institution (i) having a GAAP net worth of not less than  $25,000,000,  (ii) the deposits of
which are insured by the FDIC, SAIF and/or BIF, and which is a HUD-approved  mortgagee  whose primary  business
is in origination and servicing of first lien mortgage  loans,  and (iii) who is a Fannie Mae or FHLMC approved
seller/servicer in good standing.

        Section 8.03  Limitation on Liability of the Company and Others.

        Neither the  Company nor any of the  officers,  employees  or agents of the Company  shall be under any
liability to the Purchaser for any action taken or for  refraining  from the taking of any action in good faith
pursuant  to this  Agreement,  or for errors in  judgment  made in good  faith;  provided,  however,  that this
provision   shall  not  protect  the  Company  or  any  such  person   against  any  breach  of  warranties  or
representations  made herein,  or failure to perform its obligations in strict  compliance with any standard of
care set forth in this  Agreement,  or any liability  which would otherwise be imposed by reason of negligence,
bad faith or willful  misconduct,  or any breach of the terms and  conditions  of this  Agreement.  The Company
and any  officer,  employee or agent of the  Company  may rely in good faith on any  document of any kind prima
facie properly executed and submitted by the Purchaser  respecting any matters arising  hereunder.  The Company
shall not be under any  obligation to appear in,  prosecute or defend any legal action which is not  incidental
to its duties to service the Mortgage  Loans in  accordance  with this  Agreement  and which in its  reasonable
opinion may  involve it in any  expenses or  liability;  provided,  however,  that the  Company  may,  with the
consent of the  Purchaser,  undertake  any such action  which it may deem  necessary or desirable in respect to
this Agreement and the rights and duties of the parties hereto.  In such event,  the reasonable  legal expenses
and costs of such action and any liability  resulting  therefrom  shall be expenses,  costs and liabilities for
which the  Purchaser  will be liable,  and the Company  shall be entitled to be  reimbursed  therefor  from the
Purchaser upon written demand.

        Section 8.04  Company Not to Assign or Resign.

        The Company shall not assign this  Agreement or resign from the  obligations  and duties hereby imposed
on it except by mutual  consent of the  Company and the  Purchaser  or upon the  determination  that its duties
hereunder are no longer  permissible  under applicable law and such incapacity  cannot be cured by the Company.
Any such  determination  permitting the  resignation of the Company shall be evidenced by an Opinion of Counsel
to such effect  delivered to the Purchaser  which Opinion of Counsel shall be in form and substance  acceptable
to the  Purchaser.  No such  resignation  shall  become  effective  until a  successor  shall have  assumed the
Company's responsibilities and obligations hereunder in the manner provided in Section 11.01.

        Section 8.05  No Transfer of Servicing.

        With  respect to the  retention  of the Company to service the Mortgage  Loans  hereunder,  the Company
acknowledges that the Purchaser has acted in reliance upon the Company's  independent  status,  the adequacy of
its servicing facilities,  plan,  personnel,  records and procedures,  its integrity,  reputation and financial
standing  and the  continuance  thereof.  Without in any way  limiting  the  generality  of this  Section,  the
Company  shall not either  assign this  Agreement or the  servicing  hereunder or delegate its rights or duties
hereunder or any portion thereof,  or sell or otherwise  dispose of all or substantially all of its property or
assets,  without the prior  written  approval of the  Purchaser,  which consent shall be granted or withheld in
the Purchaser's sole discretion.

        Without in any way limiting the  generality of this Section 8.05, in the event that the Company  either
shall assign this  Agreement or the servicing  responsibilities  hereunder or delegate its duties  hereunder or
any  portion  thereof  without (i)  satisfying  the  requirements  set forth  herein or (ii) the prior  written
consent of the  Purchaser,  then the Purchaser  shall have the right to terminate this  Agreement,  without any
payment of any  penalty or damages  and  without  any  liability  whatsoever  to the  Company  (other than with
respect to accrued but unpaid Servicing Fees and Servicing Advances remaining unpaid) or any third party.







                                                  ARTICLE IX

                                                    DEFAULT

        Section 9.01  Events of Default.

        In case one or more of the following  Events of Default by the Company  shall occur and be  continuing,
that is to say:

        (i) any failure by the  Company to remit to the  Purchaser  any  payment  required to be made under the
terms of this Agreement which continues unremedied for a period of one (1) Business Day; or

        (ii) failure on the part of the Company  duly to observe or perform in any  material  respect any other
of the  covenants  or  agreements  on the part of the  Company  set  forth in this  Agreement  which  continues
unremedied for a period of thirty (30) days after the date on which written  notice of such failure,  requiring
the same to be remedied, shall have been given to the Company by the Purchaser; or

        (iii) a decree or order of a court or agency  or  supervisory  authority  having  jurisdiction  for the
appointment of a conservator or receiver or liquidator in any  insolvency,  bankruptcy,  readjustment  of debt,
marshalling  of assets and  liabilities  or similar  proceedings,  or for the  winding-up or liquidation of its
affairs,  shall have been  entered  against the  Company and such decree or order shall have  remained in force
undischarged or unstayed for a period of sixty days; or

        (iv) the Company shall  consent to the  appointment  of a conservator  or receiver or liquidator in any
insolvency,  bankruptcy,  readjustment of debt, marshalling of assets and liabilities or similar proceedings of
or relating to the Company or of or relating to all or substantially all of its property; or

        (v) the Company  shall admit in writing its  inability  to pay its debts  generally as they become due,
file a petition to take advantage of any applicable  insolvency or reorganization  statute,  make an assignment
for the benefit of its creditors, or voluntarily suspend payment of its obligations; or

        (vi)  Company  ceases to be  approved  by  either  Fannie  Mae or FHLMC as a  mortgage  loan  seller or
servicer for more than thirty days; or

        (vii) the  Company  attempts to assign its right to  servicing  compensation  hereunder  or the Company
attempts,  without the consent of the Purchaser,  to sell or otherwise  dispose of all or substantially  all of
its property or assets or to assign this Agreement or the servicing  responsibilities  hereunder or to delegate
its duties hereunder or any portion thereof; or

        (viii) the Company  ceases to be (a) licensed to service first lien  residential  mortgage loans in any
jurisdiction  in which a Mortgaged  Property is located and such  licensing is required,  and (b)  qualified to
transact  business  in any  jurisdiction  where it is  currently  so  qualified,  but only to the  extent  such
non-qualification   materially  and  adversely  affects  the  Company's  ability  to  perform  its  obligations
hereunder; or

        (ix) the  Company  fails to meet the  eligibility  criteria  set forth in the last  sentence of Section
8.02.

        Then,  and in each and every such case,  so long as an Event of Default  shall not have been  remedied,
the  Purchaser,  by notice in writing to the Company  (except in the case of an Event of Default  under clauses
(iii),  (iv) or (v) above,  in which  case,  automatically  and  without  notice)  Company  may, in addition to
whatever  rights  the  Purchaser  may have  under  Sections  3.03 and 8.01 and at law or equity or to  damages,
including injunctive relief and specific  performance,  terminate all the rights and obligations of the Company
under this  Agreement  and in and to the  Mortgage  Loans and the proceeds  thereof  without  compensating  the
Company  for the same.  On or after the receipt by the  Company of such  written  notice (or, in the case of an
Event of Default under clauses (iii),  (iv) or (v) above,  in which case,  automatically  and without  notice),
all  authority  and power of the Company under this  Agreement,  whether with respect to the Mortgage  Loans or
otherwise,  shall pass to and be vested in the  successor  appointed  pursuant to Section  11.01.  Upon written
request from the  Purchaser,  the Company shall prepare,  execute and deliver,  any and all documents and other
instruments,  place in such  successor's  possession all Mortgage Files, and do or accomplish all other acts or
things  necessary or appropriate to effect the purposes of such notice of termination,  whether to complete the
transfer and  endorsement  or  assignment of the Mortgage  Loans and related  documents,  or otherwise,  at the
Company's  sole expense.  The Company  agrees to cooperate  with the Purchaser and such  successor in effecting
the termination of the Company's  responsibilities  and rights hereunder,  including,  without limitation,  the
transfer to such  successor  for  administration  by it of all cash amounts which shall at the time be credited
by the Company to the Custodial  Account or Escrow Account or thereafter  received with respect to the Mortgage
Loans or any REO Property.

        Section 9.02  Waiver of Defaults.

        The Purchaser  may waive only by written  notice any default by the Company in the  performance  of its
obligations  hereunder and its consequences.  Upon any such waiver of a past default,  such default shall cease
to exist,  and any Event of Default  arising  therefrom shall be deemed to have been remedied for every purpose
of this  Agreement.  No such  waiver  shall  extend to any  subsequent  or other  default  or impair  any right
consequent thereon except to the extent expressly so waived in writing.





                                                   ARTICLE X

                                                  TERMINATION

        Section 10.01 Termination.

        The respective  obligations and  responsibilities of the Company shall terminate upon: (i) the later of
the final  payment or other  liquidation  (or any advance with respect  thereto) of the last  Mortgage Loan and
the  disposition  of all  remaining  REO Property and the  remittance  of all funds due  hereunder;  or (ii) by
mutual  consent of the Company and the Purchaser in writing;  or (iii)  termination  with cause under the terms
of this Agreement.

                                                  ARTICLE XI

                                           MISCELLANEOUS PROVISIONS

        Section 11.01 Successor to the Company.

        Prior to  termination  of  Company's  responsibilities  and duties  under this  Agreement  pursuant  to
Sections  4.13,  8.04,  9.01,  10.01 (ii) or (iii),  the  Purchaser  shall (i) succeed to and assume all of the
Company's  responsibilities,  rights, duties and obligations under this Agreement,  or (ii) appoint a successor
having the  characteristics  set forth in Section 8.02 hereof and which shall  succeed to all rights and assume
all of the  responsibilities,  duties  and  liabilities  of the  Company  under  this  Agreement  prior  to the
termination of Company's  responsibilities,  duties and liabilities  under this  Agreement.  In connection with
such  appointment  and  assumption,  the  Purchaser may make such  arrangements  for the  compensation  of such
successor  out of payments on Mortgage  Loans as the  Purchaser and such  successor  shall agree.  In the event
that the  Company's  duties,  responsibilities  and  liabilities  under  this  Agreement  should be  terminated
pursuant to the aforementioned  Sections,  the Company shall discharge such duties and responsibilities  during
the period from the date it acquires  knowledge of such  termination  until the effective date thereof with the
same degree of diligence and prudence  which it is obligated to exercise under this  Agreement,  and shall take
no action  whatsoever  that might impair or prejudice the rights or financial  condition of its successor.  The
resignation or removal of Company  pursuant to the  aforementioned  Sections shall not become effective until a
successor  shall be  appointed  pursuant  to this  Section  and shall in no event  relieve  the  Company of the
representations  and  warranties  made pursuant to Sections 3.01,  3.02 and 3.03 and the remedies  available to
the Purchaser  thereunder  and under Section 8.01, it being  understood  and agreed that the provisions of such
Sections 3.01, 3.02, 3.03 and 8.01 shall be applicable to the Company  notwithstanding  any such resignation or
termination of the Company, or the termination of this Agreement.

        Any successor  appointed as provided  herein shall execute,  acknowledge and deliver to the Company and
to the Purchaser an instrument  accepting such appointment,  whereupon such successor shall become fully vested
with all the rights,  powers, duties,  responsibilities,  obligations and liabilities of the Company, with like
effect as if originally  named as a party to this  Agreement.  Any termination or resignation of the Company or
this  Agreement  pursuant to Section 4.13,  8.04,  9.01 or 10.01 shall not affect any claims that the Purchaser
may have against the Company arising prior to any such termination or resignation.

        The Company shall promptly  deliver to the successor the funds in the Custodial  Account and the Escrow
Account and the Mortgage  Files and related  documents  and  statements  held by it  hereunder  and the Company
shall account for all funds.  The Company shall execute and deliver such  instruments  and do such other things
all as may  reasonably  be required to more fully and  definitely  vest and confirm in the  successor  all such
rights,  powers,  duties,  responsibilities,  obligations and  liabilities of the Company.  The successor shall
make  arrangements  as it may deem  appropriate  to reimburse the Company for  unrecovered  Servicing  Advances
which the successor  retains  hereunder and which would  otherwise have been recovered by the Company  pursuant
to this Agreement but for the appointment of the successor servicer.

        Upon a successor's  acceptance of  appointment  as such, the Company shall notify by mail the Purchaser
of such appointment.

        Section 11.02 Amendment.

        This  Agreement may be amended from time to time by the Company and the Purchaser by written  agreement
signed by the Company and the Purchaser.

        Section 11.03 Recordation of Agreement.

        To the extent  permitted by applicable law, this Agreement is subject to recordation in all appropriate
public offices for real property  records in all the counties or other  comparable  jurisdictions  in which any
of the properties  subject to the Mortgages are situated,  and in any other appropriate public recording office
or  elsewhere,  such  recordation  to be effected by the Company at the  Company's  expense on direction of the
Purchaser  accompanied  by  an  opinion  of  counsel  to  the  effect  that  such  recordation  materially  and
beneficially  affects the interest of the Purchaser or is necessary for the  administration or servicing of the
Mortgage Loans.

        Section 11.04 Governing Law.

        This  Agreement and the related Term Sheet shall be governed by and  construed in  accordance  with the
laws of the State of New York  except to the extent  preempted  by Federal  law.  The  obligations,  rights and
remedies of the parties hereunder shall be determined in accordance with such laws.

        Section 11.05 Notices.

        Any demands,  notices or other  communications  permitted or required hereunder shall be in writing and
shall be deemed  conclusively  to have been given if  personally  delivered  at or mailed by  registered  mail,
postage prepaid,  and return receipt requested or certified mail, return receipt  requested,  or transmitted by
telex, telegraph or telecopier and confirmed by a similar mailed writing, as follows:

        (i)    if to the Company:

               First Horizon Home Loan Corporation
               4000 Horizon Way
               Irving, Texas 75063
               Attention: Capital Markets Department
               Telecopier No.:  [___________]

               First Tennessee Mortgage Services, Inc.
               4000 Horizon Way
               Irving, Texas 75063
               Attention: Capital Markets Department
               Telecopier No.:  [___________]

        (ii)   if to the Purchaser:

               EMC Mortgage Corporation
               Mac Arthur Ridge II,
               909 Hidden Ridge Drive, Suite 200
               Irving, Texas 75038
               Attention:  Ms. Ralene Ruyle
               Telecopier No.:  (972) 444-2810

               With a copy to:

               Bear Stearns Mortgage Capital Corporation
               383 Madison Avenue
               New York, New York 10179
               Attention:  Mary Haggerty

or such other  address as may  hereafter  be  furnished  to the other party by like  notice.  Any such  demand,
notice or  communication  hereunder  shall be deemed to have been received on the date delivered to or received
at the premises of the  addressee  (as  evidenced,  in the case of  registered  or certified  mail, by the date
noted on the return receipt).

        Section 11.06 Severability of Provisions.

        Any part,  provision,  representation or warranty of this Agreement and the related Term Sheet which is
prohibited  or  which  is  held  to be void  or  unenforceable  shall  be  ineffective  to the  extent  of such
prohibition or  unenforceability  without  invalidating the remaining  provisions hereof. Any part,  provision,
representation  or warranty of this  Agreement  which is prohibited or  unenforceable  or is held to be void or
unenforceable  in any  jurisdiction  shall be  ineffective,  as to such  jurisdiction,  to the  extent  of such
prohibition  or  unenforceability   without   invalidating  the  remaining  provisions  hereof,  and  any  such
prohibition  or  unenforceability  in any  jurisdiction  as to any Mortgage Loan shall not invalidate or render
unenforceable  such  provision  in any other  jurisdiction.  To the extent  permitted  by  applicable  law, the
parties  hereto waive any  provision  of law that  prohibits or renders  void or  unenforceable  any  provision
hereof.  If the invalidity of any part,  provision,  representation or warranty of this Agreement shall deprive
any party of the economic benefit intended to be conferred by this Agreement,  the parties shall negotiate,  in
good  faith,  to  develop a  structure  the  economic  effect of which is  nearly as  possible  the same as the
economic effect of this Agreement without regard to such invalidity.

        Section 11.07 Exhibits.

        The exhibits to this Agreement are hereby  incorporated and made a part hereof and are an integral part
of this Agreement.

        Section 11.08 General Interpretive Principles.

        For purposes of this Agreement,  except as otherwise expressly provided or unless the context otherwise
requires:

        (i)    the terms defined in this  Agreement  have the meanings  assigned to them in this  Agreement and
include the plural as well as the  singular,  and the use of any gender  herein  shall be deemed to include the
other gender;

        (ii)   accounting terms not otherwise  defined herein have the meanings  assigned to them in accordance
with generally accepted accounting principles;

        (iii)  references herein to "Articles", "Sections", Subsections",  "Paragraphs", and other subdivisions
without  reference  to a document are to  designated  Articles,  Sections,  Subsections,  Paragraphs  and other
subdivisions of this Agreement;

        (iv)   a reference  to a  Subsection  without  further  reference  to a Section is a reference  to such
Subsection as contained in the same Section in which the reference  appears,  and this rule shall also apply to
Paragraphs and other subdivisions;

        (v)    the words  "herein",  "hereof ",  "hereunder"  and other words of similar  import  refer to this
Agreement as a whole and not to any particular provision;

        (vi)   the term "include" or "including" shall mean without limitation by reason of enumeration; and

        (viii) headings of the Articles and Sections in this  Agreement  are for  reference  purposes  only and
shall not be deemed to have any substantive effect.

        Section 11.09 Reproduction of Documents.

        This  Agreement  and all documents  relating  thereto,  including,  without  limitation,  (i) consents,
waivers  and  modifications  which may  hereafter  be  executed,  (ii)  documents  received by any party at the
closing,  and  (iii)  financial  statements,   certificates  and  other  information  previously  or  hereafter
furnished, may be reproduced by any photographic,  photostatic,  microfilm,  micro-card, miniature photographic
or other  similar  process.  The parties  agree that any such  reproduction  shall be admissible in evidence as
the original itself in any judicial or administrative  proceeding,  whether or not the original is in existence
and  whether or not such  reproduction  was made by a party in the  regular  course of  business,  and that any
enlargement, facsimile or further reproduction of such reproduction shall likewise be admissible in evidence.

        Section 11.10 Confidentiality of Information.

        Each party  recognizes  that,  in  connection  with this  Agreement,  it may become privy to non-public
information  regarding  the  financial  condition,  operations  and  prospects of the other  party.  Each party
agrees to keep all  non-public  information  regarding the other party  strictly  confidential,  and to use all
such  information  solely in order to  effectuate  the purpose of the  Agreement,  provided that each party may
provide  confidential  information  to its  employees,  agents  and  affiliates  who  have a need to know  such
information in order to effectuate the  transaction,  provided  further that such  information is identified as
confidential  non-public  information.  In addition,  confidential  information may be provided to a regulatory
authority with  supervisory  power over  Purchaser,  provided such  information  is identified as  confidential
non-public information.

        Notwithstanding  other  provisions  of this Section  16.14 or any other  express or implied  agreement,
arrangement,  or  understanding  to the contrary,  the Company and  Purchaser  (the  "Parties")  agree that the
Parties (and their employees,  representatives  and other agents) may disclose to any and all persons,  without
limitation of any kind from the  commencement of discussions,  the purported or claimed U.S. federal income tax
treatment of the  purchase of the  Mortgage  Loans and related  transactions  covered by this letter  agreement
("tax  treatment") and any fact that may be relevant to understanding  the tax treatment ("tax  structure") and
all  materials  of any kind  (including  opinions  or other tax  analyses)  that are  provided  to the  Parties
relating to such tax treatment  and tax  structure,  except where  confidentiality  is reasonably  necessary to
comply with securities laws.

        Section 11.11 Recordation of Assignments of Mortgage.

        To the extent  permitted by applicable  law, each of the  Assignments  is subject to recordation in all
appropriate  public offices for real property records in all the counties or other comparable  jurisdictions in
which any or all of the  Mortgaged  Properties  are situated,  and in any other  appropriate  public  recording
office or elsewhere,  such recordation to be effected by and at the Company's  expense in the event recordation
is either necessary under applicable law or requested by the Purchaser at its sole option.

        Section 11.12 Assignment.

    The Purchaser shall have the right, without the consent of the Company, to assign, in whole or in part,
    its interest under this Agreement with respect to some or all of the Mortgage Loans, and designate any
    person to exercise any rights of the Purchaser hereunder, by executing an Assignment and Assumption
    Agreement substantially in the form of Exhibit D hereto and the assignee or designee shall accede to the
    rights and obligations hereunder of the Purchaser with respect to such Mortgage Loans.  In no event shall
    Purchaser sell a partial interest in any Mortgage Loan without the written consent of Company, which
    consent shall not be unreasonably denied.  All references to the Purchaser in this Agreement shall be
    deemed to include its assignee or designee.  The Company shall have the right, only with the consent of
    the Purchaser or otherwise in accordance with this Agreement, to assign, in whole or in part, its
    interest under this Agreement with respect to some or all of the Mortgage Loans.


        Section 11.13 No Partnership.

        Nothing  herein  contained  shall be deemed or construed to create a  co-partnership  or joint  venture
between the parties hereto and the services of the Company shall be rendered as an  independent  contractor and
not as agent for Purchaser.

        Section 11.14 Execution: Successors and Assigns.

        This  Agreement  may be executed in one or more  counterparts  and by the different  parties  hereto on
separate counterparts,  each of which, when so executed,  shall be deemed to be an original; such counterparts,
together,  shall  constitute one and the same  agreement.  Subject to this Agreement shall inure to the benefit
of and be binding upon the Company and the Purchaser and their respective successors and assigns.

        Section 11.15 Entire Agreement.

        The Company  acknowledges that no  representations,  agreements or promises were made to the Company by
the Purchaser or any of its employees  other than those  representations,  agreements or promises  specifically
contained herein and in the  Confirmation.  The Confirmation and this Agreement and the related Term Sheet sets
forth the entire  understanding  between the parties  hereto;  provided,  however,  only this Agreement and the
related Term Sheet shall be binding upon all  successors  of both  parties.  In the event of any  inconsistency
between the Confirmation and this Agreement, this Agreement and the related Term Sheet shall control.

        Section 11.16.  No Solicitation.

        From and after the  Closing  Date,  the  Company  agrees  that it will not take any action or permit or
cause any action to be taken by any of its agents or affiliates,  to personally,  by telephone or mail, solicit
the borrower or obligor under any Mortgage Loan to refinance  the Mortgage  Loan, in whole or in part,  without
the prior written  consent of the Purchaser.  Notwithstanding  the foregoing,  it is understood and agreed that
(i)  promotions  undertaken  by the Company or any  affiliate of the Company  which are directed to the general
public at large, or segments  thereof,  provided that no segment shall consist primarily of the Mortgage Loans,
including,  without limitation,  mass mailing based on commercially  acquired mailing lists,  newspaper,  radio
and television  advertisements  and (ii) responses to unsolicited  requests or inquiries made by a Mortgagor or
an agent of a Mortgagor,  shall not  constitute  solicitation  under this  Section  11.16.  This Section  11.16
shall not be deemed to preclude the Company or any of its  affiliates  from  soliciting  any  Mortgagor for any
other  financial  products or services.  The Company shall use its best efforts to prevent the sale of the name
of any Mortgagor to any Person who is not affiliate of the Company.

        Section 11.17.  Closing.

        The closing for the  purchase and sale of the  Mortgage  Loans shall take place on the related  Closing
Date.  The closing shall be either:  by telephone,  confirmed by letter or wire as the parties shall agree,  or
conducted in person, at such place as the parties shall agree.

        The closing for the  Mortgage  Loans to be  purchased  on the related  Closing Date shall be subject to
each of the following conditions:

        (a)    at least one (1) Business Day prior to the related  Closing  Date,  the Company shall deliver to
the Purchaser a magnetic  diskette,  or transmit by modem, a listing on a loan-level  basis of the  information
contained in the related Mortgage Loan Schedule attached to the related Term Sheet;

        (b)    all of the  representations  and  warranties  of the  Company  under  this  Agreement  shall  be
materially  true and  correct as of the  related  Closing  Date and no event shall have  occurred  which,  with
notice or the passage of time, would constitute a material default under this Agreement;

        (c)    the Purchaser shall have received,  or the Purchaser's  attorneys shall have received in escrow,
all  documents  required  pursuant  to this  Agreement,  the related  Term Sheet,  an opinion of counsel and an
officer's certificate,  all in such forms as are agreed upon and acceptable to the Purchaser,  duly executed by
all signatories other than the Purchaser as required pursuant to the terms hereof;

        (d)    the Company shall have  delivered and released to the Purchaser (or its designee) on or prior to
the related  Closing Date all documents  required  pursuant to the terms of this Agreement and the related Term
Sheet; and

        (e)    all other terms and conditions of this  Agreement,  the related Term Sheet and the  Confirmation
shall have been materially complied with.

        Subject to the  foregoing  conditions,  the Purchaser  shall pay to the Company on the related  Closing
Date the Purchase Price,  plus accrued  interest  pursuant to Section 2.02 of this Agreement,  by wire transfer
of immediately available funds to the account designated by the Company.

        Section 11.18.Cooperation of Company with a Reconstitution.

        The Company and the  Purchaser  agree that with  respect to some or all of the  Mortgage  Loans,  on or
after the related Closing Date, on one or more dates (each a  "Reconstitution  Date") at the  Purchaser's  sole
option and with  Purchaser's  best  efforts to provide  notice to the  Company  fifteen  (15) days prior to the
Reconstitution  Date,  the Purchaser  may effect one or more sales,  but in no event greater than three (3) per
pool of Mortgage  Loan sold under the  related  Term Sheet  (each,  a  "Reconstitution")  of some or all of the
Mortgage Loans then subject to this Agreement, without recourse, to:

        (a)     one or more third party  purchasers in one or more in whole loan transfers (each, a "Whole Loan
Transfer"); or

        (b)    one or more trusts or other entities to be formed as part of one or more pass-through  transfers
(each, a "Pass-Through Transfer").

        The Company agrees to execute in connection with any agreements among the Purchaser,  the Company,  and
any servicer in connection  with a Whole Loan Transfer,  an Assignment,  Assumption and  Recognition  Agreement
substantially  in the form of  Exhibit  D  hereto,  or, at  Purchaser's  request,  a  seller's  warranties  and
servicing  agreement or a  participation  and  servicing  agreement or similar  agreement in form and substance
reasonably  acceptable to the parties, and in connection with a Pass-Through  Transfer, a pooling and servicing
agreement in form and substance  reasonably  acceptable to the parties,  (collectively the agreements  referred
to herein are designated,  the  "Reconstitution  Agreements").  It is understood  that any such  Reconstitution
Agreements  will not  contain  any  greater  obligations  on the part of  Company  than are  contained  in this
Agreement.

        With respect to each Whole Loan Transfer and each Pass-Through  Transfer entered into by the Purchaser,
the Company  agrees (1) to cooperate  fully with the Purchaser and any  prospective  purchaser  with respect to
all reasonable requests and due diligence  procedures;  (2) to execute,  deliver and perform all Reconstitution
Agreements  required by the  Purchaser;  (3) to restate the  representations  and  warranties set forth in this
Agreement  as  of  the  settlement  or  closing  date  in  connection   with  such   Reconstitution   (each,  a
"Reconstitution  Date").  In that  connection,  the Company shall  provide to such  servicer or issuer,  as the
case  may be,  and any  other  participants  in such  Reconstitution:  (i) any and all  information  (including
servicing portfolio  information) and appropriate  verification of information  (including  servicing portfolio
information)  which may be reasonably  available to the Company,  whether  through  letters of its auditors and
counsel or otherwise,  as the Purchaser or any such other  participant  shall request upon  reasonable  demand;
and (ii) such additional representations,  warranties,  covenants,  opinions of counsel, letters from auditors,
and  certificates of public  officials or officers of the Company as are reasonably  agreed upon by the Company
and the Purchaser or any such other  participant.  In connection with each Pass-Through  Transfer,  the Company
agrees to provide  reasonable and customary  indemnification  to the Purchaser and its affilates for disclosure
contained  in any  offering  document  relating to the Company or its  affilates,  the  Mortgage  Loans and the
underwriting  standards of the Mortgage  Loans.  The Purchaser  shall be responsible  for the costs relating to
the delivery of such information.

        The Purchaser agrees that in no event shall the related  Servicing Fee Rate be reduced for any Mortgage
Loan that is subject to a Reconstitution without the written consent of the Servicer.

        All Mortgage Loans not sold or transferred  pursuant to a  Reconstitution  shall remain subject to, and
serviced in accordance  with the terms of, this Agreement and the related Term Sheet,  and with respect thereto
this Agreement and the related Term Sheet shall remain in full force and effect.





        Section 11.19.Reporting with Respect to a Reconstitution.

        The  Company  agrees  that  with  respect  to any  Mortgage  Loan  sold or  transferred  pursuant  to a
Reconstitution  as  described  in Section  11.18 of this  Agreement  (a  "Reconstituted  Mortgage  Loan"),  the
Company,  at its expense,  shall provide the  Purchaser  with the  information  set forth in Exhibit J attached
hereto for each  Reconstituted  Mortgage Loan in such electronic  format as may be mutually agreed upon by both
Purchaser and Company.

        Section 11.20 Obligations of the Sellers

        The obligations, liability and indemnification of each of the Seller and the Servicer under this
Agreement are joint and several.






        IN WITNESS WHEREOF,  the Company and the Purchaser have caused their names to be signed hereto by their
respective officers thereunto duly authorized as of the day and year first above written.

                                            EMC MORTGAGE CORPORATION
                                                    Purchaser

                                            By:________________________
                                            Name:
                                            Title:

                                            FIRST HORIZON HOME LOAN
                                            CORPORATION
                                                     Seller

                                            By: _______________________
                                            Name:
                                            Title:

                                            FIRST TENNESSEE MORTGAGE
                                            SERVICES, INC.
                                                    Servicer

                                            By: _______________________
                                            Name:
                                            Title:



                                                   EXHIBIT A
                                           CONTENTS OF MORTGAGE FILE

        With respect to each Mortgage Loan, the Mortgage File shall include each of the following items,  which
shall be  available  for  inspection  by the  Purchaser,  and which  shall be  retained  by the  Company in the
Servicing  File or  delivered  to the  Purchaser  or its  designee  pursuant to  Sections  2.04 and 2.05 of the
Purchase, Warranties and Servicing Agreement.

        1.     The     original      Mortgage      Note      endorsed      "Pay     to     the     order     of
____________________________________________________,  without  recourse," and signed via original signature in
the name of the Company by an authorized officer,  with all intervening  endorsements  showing a complete chain
of  title  from the  originator  to the  Company,  together  with any  applicable  riders.  In no event  may an
endorsement  be a facsimile  endorsement.  If the Mortgage  Loan was  acquired by the Company in a merger,  the
endorsement  must be by  "[Company],  successor by merger to the [name of  predecessor]".  If the Mortgage Loan
was acquired or originated by the Company while doing business under another name, the  endorsement  must be by
"[Company]  formerly  known as [previous  name]".  Mortgage  Notes may be in the form of a lost note  affidavit
subject to Purchaser acceptability.

        2. The original  Mortgage  (together with a standard  adjustable  rate mortgage rider) with evidence of
recording  thereon,  or a copy thereof certified by the public recording office in which such mortgage has been
recorded or, if the original  Mortgage has not been returned from the applicable  public  recording  office,  a
true certified copy, certified by the Company.

        3. The  original or  certified  copy,  certified  by the  Company,  of the Primary  Mortgage  Insurance
Policy, if required.

        4.     The  original  Assignment,  from the  Company  to  _____________________________________,  or in
accordance with Purchaser's  instructions,  which assignment  shall, but for any blanks requested by Purchaser,
be in form and  substance  acceptable  for  recording.  If the Mortgage  Loan was acquired or originated by the
Company while doing  business  under another  name,  the  Assignment  must be by "[Company]  formerly  known as
[previous  name]".  If the Mortgage Loan was acquired by the Company in a merger,  the  endorsement  must be by
"[Company],  successor  by  merger  to the  [name  of  predecessor]".  None  of  the  Assignments  are  blanket
assignments of mortgage.

        5.     The original policy of title insurance,  including riders and  endorsements  thereto,  or if the
policy has not yet been issued,  a written  commitment or interim binder or preliminary  report of title issued
by the title insurance or escrow company.

        6.     Originals of all recorded intervening  Assignments,  or copies thereof,  certified by the public
recording  office in which such  Assignments  have been  recorded  showing a  complete  chain of title from the
originator  to the Company,  with  evidence of  recording  thereon,  or a copy thereof  certified by the public
recording  office in which such  Assignment  has been  recorded  or, if the  original  Assignment  has not been
returned from the applicable public recording office, a true certified copy, certified by the Company.

        7.     Originals,  or copies thereof  certified by the public  recording office in which such documents
have  been  recorded,  of  each  assumption,  extension,   modification,   written  assurance  or  substitution
agreements,  if  applicable,  or if the original of such  document has not been  returned  from the  applicable
public recording office, a true certified copy, certified by the Company.

        8.     If the Mortgage Note or Mortgage or any other  material  document or instrument  relating to the
Mortgage  Loan has been  signed  by a person  on  behalf of the  Mortgagor,  the  original  or copy of power of
attorney or other  instrument  that  authorized  and empowered  such person to sign bearing  evidence that such
instrument has been recorded,  if so required in the appropriate  jurisdiction  where the Mortgaged Property is
located,  or a copy  thereof  certified  by the  public  recording  office in which  such  instrument  has been
recorded or, if the original  instrument has not been returned from the applicable  public recording  office, a
true certified copy, certified by the Company.

        9.     reserved.

        10.    Mortgage  Loan  closing  statement  (Form HUD-1) and any other  truth-in-lending  or real estate
settlement procedure forms required by law.

        11.  Residential loan application.

        12.    Uniform underwriter and transmittal summary (Fannie Mae Form 1008) or reasonable equivalent.

        13.    Credit report on the mortgagor.

        14.    Business credit report, if applicable.

        15.    Residential appraisal report and attachments thereto.

        16.    The original of any guarantee executed in connection with the Mortgage Note.

        17.    Verification  of employment  and income  except for Mortgage  Loans  originated  under a limited
documentation program, all in accordance with Company's underwriting guidelines.

        18.    Verification  of acceptable  evidence of source and amount of down payment,  in accordance  with
Company's underwriting guidelines.

        19.    Photograph of the Mortgaged Property (may be part of appraisal).

        20.    Survey of the Mortgaged Property, if any.

        21.    Sales contract, if applicable.

        22.    If available,  termite  report,  structural  engineer's  report,  water  portability  and septic
certification.

        23.    Any original security agreement,  chattel mortgage or equivalent executed in connection with the
Mortgage.

        24.    Name affidavit, if applicable.

        Notwithstanding  anything to the contrary  herein,  Company may provide one  certificate for all of the
Mortgage Loans indicating that the documents were delivered for recording.


                                                   EXHIBIT B

                                      CUSTODIAL ACCOUNT LETTER AGREEMENT

                                             ______________, 2003

To:     [_______________________]
        (the "Depository")

        As   "Company"   under   the   Purchase,    Warranties   and   Servicing   Agreement,   dated   as   of
[_____________________]  1, 200[_] (the  "Agreement"),  we hereby  authorize  and request you to  establish  an
account,   as  a  Custodial  Account  pursuant  to  Section  4.04  of  the  Agreement,   to  be  designated  as
"[______________________________________],  in trust for the  [Purchaser],  Owner of  Adjustable  Rate Mortgage
Loans".  All  deposits  in the  account  shall be  subject  to  withdrawal  therefrom  by order  signed  by the
Company.  This letter is submitted to you in duplicate.  Please execute and return one original to us.

                                                   [__________________________]

By:____________________________

Name:__________________________

Title:_________________________



        The  undersigned,  as  "Depository",  hereby  certifies  that  the  above  described  account  has been
established under Account Number  [__________],  at the office of the depository indicated above, and agrees to
honor  withdrawals  on such  account as provided  above.  The full amount  deposited at any time in the account
will be  insured  up to  applicable  limits by the  Federal  Deposit  Insurance  Corporation  through  the Bank
Insurance  Fund or the Savings  Association  Insurance  Fund or will be invested in  Permitted  Investments  as
defined in the Agreement.

                                            [___________________________]

By:____________________________

Name:__________________________

Title:_________________________




                                                   EXHIBIT C

                                        ESCROW ACCOUNT LETTER AGREEMENT
                                              _____________, 2003

To:     [_______________________]
        (the "Depository")

        As   "Company"   under   the   Purchase   Warranties   and   Servicing    Agreement,    dated   as   of
[____________________]1,  200[_]  (the  "Agreement"),  we hereby  authorize  and request  you to  establish  an
account,   as  an  Escrow  Account   pursuant  to  Section  4.06  of  the   Agreement,   to  be  designated  as
"[__________________________],  in trust for the  [Purchaser],  Owner of Adjustable  Rate Mortgage  Loans,  and
various  Mortgagors."  All deposits in the account shall be subject to withdrawal  therefrom by order signed by
the Company.  This letter is submitted to you in duplicate.  Please execute and return one original to us.

                                    [_____________________]

                                    By:____________________________
                                    Name:__________________________
                                    Title:_________________________


        The  undersigned,  as  "Depository",  hereby  certifies  that  the  above  described  account  has been
established  under Account Number  __________,  at the office of the depository  indicated above, and agrees to
honor  withdrawals  on such  account as provided  above.  The full amount  deposited at any time in the account
will be  insured  up to  applicable  limits by the  Federal  Deposit  Insurance  Corporation  through  the Bank
Insurance  Fund or the Savings  Association  Insurance  Fund or will be invested in  Permitted  Investments  as
defined in the Agreement.

                                    [______________________]

                                    By:______________________________
                                    Name:____________________________
                                    Title:___________________________


                                                   EXHIBIT D

                           FORM OF ASSIGNMENT, ASSUMPTION AND RECOGNITION AGREEMENT

        This is a Purchase, Assignment, Assumption and Recognition Agreement (this "PAAR Agreement") made as
of  __________, 200__, among EMC Mortgage Corporation (the "Assignor"), ___________________ (the "Assignee"),
and _______________________ (the "Company").


       In consideration  of the mutual promises  contained herein the parties hereto agree that the residential
mortgage  loans (the "Assigned  Loans")  listed on Attachment 1 annexed  hereto (the "Assigned Loan  Schedule")
now serviced by Company for Assignor and its  successors and assigns  pursuant to the Purchase,  Warranties and
Servicing  Agreement,  dated as of _________,  200__,  between Assignor and Company (the "Purchase  Agreement")
shall be subject to the terms of this PAAR  Agreement.  Capitalized  terms used  herein but not  defined  shall
have the meanings ascribed to them in the Purchase Agreement.

                                      Purchase, Assignment and Assumption

       1.     Assignor  hereby grants,  transfers and assigns to Assignee all of the right,  title and interest
of  Assignor in the  Assigned  Loans and, as they relate to the  Assigned  Loans,  all of its right,  title and
interest in, to and under the Purchase Agreement.

       2.     Simultaneously  with the  execution  hereof,  (i)  Assignee  shall pay to Assignor  the  "Funding
Amount" as set forth in that  certain  letter  agreement,  dated as of  _________  ____,  between  Assignee and
Assignor  (the  "Confirmation")  and (ii)  Assignor,  at its  expense,  shall have  caused to be  delivered  to
Assignee  or its  designee  the  Mortgage  File  for  each  Assigned  Loan  in  Assignor's  or its  custodian's
possession,  as set forth in the Purchase Agreement,  along with, for each Assigned Loan, an endorsement of the
Mortgage Note from the Company,  in blank,  and an assignment of mortgage in recordable  form from the Company,
in blank.  Assignee  shall pay the  Funding  Amount by wire  transfer  of  immediately  available  funds to the
account  specified  by  Assignor.  Assignee  shall be entitled to all  scheduled  payments  due on the Assigned
Loans after  ___________,  200__ and all  unscheduled  payments or other  proceeds or other  recoveries  on the
Assigned Loans received on and after _____________, 200__.

                                   Representations, Warranties and Covenants

       3.      Assignor warrants and represents to Assignee and Company as of the date hereof:

       (a)     Attached  hereto as  Attachment 2 is a true and accurate copy of the Purchase  Agreement,  which
agreement is in full force and effect as of the date hereof and the  provisions  of which have not been waived,
amended or modified in any respect, nor has any notice of termination been given thereunder;

       (b)    Assignor  is the lawful  owner of the  Assigned  Loans with full right to transfer  the  Assigned
Loans and any and all of its interests,  rights and obligations under the Purchase  Agreement as they relate to
the  Assigned  Loans,  free and clear from any and all claims and  encumbrances;  and upon the  transfer of the
Assigned Loans to Assignee as  contemplated  herein,  Assignee shall have good title to each and every Assigned
Loan, as well as any and all of Assignee's  interests,  rights and obligations under the Purchase  Agreement as
they relate to the Assigned Loans, free and clear of any and all liens, claims and encumbrances;

        (c)    There are no offsets, counterclaims or other defenses available to Company with respect to the
Assigned Loans or the Purchase Agreement;

       (d)    Assignor  has no  knowledge  of,  and has not  received  notice  of, any  waivers  under,  or any
modification of, any Assigned Loan;

       (e)    Assignor  is  duly  organized,  validly  existing  and in good  standing  under  the  laws of the
jurisdiction  of its  incorporation,  and has all requisite  power and  authority to acquire,  own and sell the
Assigned Loans;

        (f)    Assignor has full corporate power and authority to execute, deliver and perform its obligations
under this PAAR Agreement, and to consummate the transactions set forth herein.  The consummation of the
transactions contemplated by this PAAR Agreement is in the ordinary course of Assignor's business and will
not conflict with, or result in a breach of, any of the terms, conditions or provisions of Assignor's charter
or by-laws or any legal restriction, or any material agreement or instrument to which Assignor is now a party
or by which it is bound, or result in the violation of any law, rule, regulation, order, judgment or decree
to which Assignor or its property is subject.  The execution, delivery and performance by Assignor of this
PAAR Agreement and the consummation by it of the transactions contemplated hereby, have been duly authorized
by all necessary corporate action on part of Assignor.  This PAAR Agreement has been duly executed and
delivered by Assignor and, upon the due authorization, execution and delivery by Assignee and Company, will
constitute the valid and legally binding obligation of Assignor enforceable against Assignor in accordance
with its terms except as enforceability may be limited by bankruptcy, reorganization, insolvency, moratorium
or other similar laws now or hereafter in effect relating to creditors' rights generally, and by general
principles of equity regardless of whether enforceability is considered in a proceeding in equity or at law;

(g)     No consent,  approval,  order or  authorization  of, or declaration,  filing or registration  with, any
governmental  entity is required to be obtained or made by Assignor in connection with the execution,  delivery
or performance by Assignor of this PAAR Agreement,  or the consummation by it of the transactions  contemplated
hereby; and

(h)     Neither Assignor nor anyone acting on its behalf has offered,  transferred,  pledged, sold or otherwise
disposed of the Assigned Loans or any interest in the Assigned  Loans,  or solicited any offer to buy or accept
a transfer,  pledge or other  disposition  of the Assigned  Loans,  or any  interest in the  Assigned  Loans or
otherwise  approached or negotiated  with respect to the Assigned  Loans, or any interest in the Assigned Loans
with any Person in any  manner,  or made any general  solicitation  by means of general  advertising  or in any
other manner,  or taken any other action which would  constitute a distribution of the Assigned Loans under the
Securities  Act of 1933,  as amended  (the "1933 Act") or which would  render the  disposition  of the Assigned
Loans a violation of Section 5 of the 1933 Act or require registration pursuant thereto.


               4.     Assignee warrants and represents to, and covenants with, Assignor and Company as of the
date hereof:


        (a)    Assignee is duly organized, validly existing and in good standing under the laws of the

jurisdiction of its organization and has all requisite power and authority to acquire, own and purchase the

Assigned Loans;


        (b)    Assignee has full corporate power and authority to execute, deliver and perform its obligations

under this PAAR Agreement, and to consummate the transactions set forth herein.  The consummation of the

transactions contemplated by this PAAR Agreement is in the ordinary course of Assignee's business and will

not conflict with, or result in a breach of, any of the terms, conditions or provisions of Assignee's charter

or by-laws or any legal restriction, or any material agreement or instrument to which Assignee is now a party

or by which it is bound, or result in the violation of any law, rule, regulation, order, judgment or decree

to which Assignee or its property is subject.  The execution, delivery and performance by Assignee of this

PAAR Agreement and the consummation by it of the transactions contemplated hereby, have been duly authorized

by all necessary corporate action on part of Assignee. This PAAR Agreement has been duly executed and

delivered by Assignee and, upon the due authorization, execution and delivery by Assignor and Company, will

constitute the valid and legally binding obligation of Assignee enforceable against Assignee in accordance

with its terms except as enforceability may be limited by bankruptcy, reorganization, insolvency, moratorium

or other similar laws now or hereafter in effect relating to creditors' rights generally, and by general

principles of equity regardless of whether enforceability is considered in a proceeding in equity or at law;


       (c)    No consent,  approval,  order or authorization of, or declaration,  filing or registration  with,
any  governmental  entity is required to be obtained  or made by  Assignee in  connection  with the  execution,
delivery or performance  by Assignee of this PAAR  Agreement,  or the  consummation  by it of the  transactions
contemplated hereby; and

        (d)    Assignee agrees to be bound as "Purchaser" by all of the terms, covenants and conditions of the
Purchase Agreement with respect to the Assigned Loans, and from and after the date hereof, Assignee assumes
for the benefit of each of Assignor and Company all of Assignor's obligations as "Purchaser" thereunder but
solely with respect to such Assigned Loans.

               5.     Company warrants and represents to, and covenant with, Assignor and Assignee as of the
date hereof:


               (a)    Attached hereto as Attachment 2 is a true and accurate copy of the Purchase Agreement,

which agreement is in full force and effect as of the date hereof and the provisions of which have not been

waived, amended or modified in any respect, nor has any notice of termination been given thereunder;


       (b)    Company  is  duly  organized,  validly  existing  and in  good  standing  under  the  laws of the
jurisdiction  of its  incorporation,  and has all requisite  power and authority to service the Assigned  Loans
and otherwise to perform its obligations under the Purchase Agreement;

(c)     Company has full corporate power and authority to execute,  deliver and perform its  obligations  under
              this PAAR Agreement,  and to consummate the  transactions  set forth herein.  The consummation of
              the  transactions  contemplated  by this PAAR  Agreement is in the  ordinary  course of Company's
              business and will not conflict  with,  or result in a breach of, any of the terms,  conditions or
              provisions of Company's charter or by-laws or any legal  restriction,  or any material  agreement
              or  instrument  to  which  Company  is now a party  or by which it is  bound,  or  result  in the
              violation  of any law,  rule,  regulation,  order,  judgment  or decree to which  Company  or its
              property is subject.  The execution,  delivery and  performance by Company of this PAAR Agreement
              and the consummation by it of the  transactions  contemplated  hereby,  have been duly authorized
              by all  necessary  corporate  action  on part of  Company.  This  PAAR  Agreement  has been  duly
              executed and  delivered by Company,  and, upon the due  authorization,  execution and delivery by
              Assignor and  Assignee,  will  constitute  the valid and legally  binding  obligation of Company,
              enforceable  against  Company  in  accordance  with its  terms  except as  enforceability  may be
              limited by  bankruptcy,  reorganization,  insolvency,  moratorium  or other  similar  laws now or
              hereafter  in effect  relating to  creditors'  rights  generally,  and by general  principles  of
              equity regardless of whether enforceability is considered in a proceeding in equity or at law;

(d)     No consent,  approval,  order or  authorization  of, or declaration,  filing or registration  with, any
              governmental  entity is  required to be  obtained  or made by  Assignee  in  connection  with the
              execution,  delivery or performance by Company of this PAAR Agreement,  or the consummation by it
              of the transactions contemplated hereby; and

(e)     No event has occurred  from the Closing Date to the date hereof which would render the  representations
              and  warranties  as to the related  Assigned  Loans made by the Company in Sections 3.01 and 3.02
              of the Purchase Agreement to be untrue in any material respect.

(f)     Neither this AAR Agreement nor any  certification,  statement,  report or other agreement,  document or
              instrument  furnished or to be furnished by the Company  pursuant to this AAR Agreement  contains
              or will  contain any  materially  untrue  statement of fact or omits or will omit to state a fact
              necessary to make the statements contained therein not misleading.


               Recognition of Assignee

       6.      From and after the date hereof,  Company shall recognize Assignee as owner of the Assigned Loans
and will  service the  Assigned  Loans in  accordance  with the  Purchase  Agreement.  It is the  intention  of
Assignor,  Company  and  Assignee  that this PAAR  Agreement  shall be binding  upon and for the benefit of the
respective  successors  and assigns of the parties  hereto.  Neither  Company nor Assignor shall amend or agree
to amend,  modify,  waiver,  or otherwise alter any of the terms or provisions of the Purchase  Agreement which
amendment,  modification,  waiver or other  alteration  would in any way affect the Assigned  Loans without the
prior written consent of Assignee.




                                    Miscellaneous

               7.     All demands, notices and communications related to the Assigned Loans, the Purchase
Agreement and this PAAR Agreement shall be in writing and shall be deemed to have been duly given if
personally delivered at or mailed by registered mail, postage prepaid, as follows:


       (a)    In the case of Company,

               ____________________
               ____________________
               ____________________
               ____________________
               ____________________

               With a copy to ______________________________________.

(b)     In the case of Assignor,

               ____________________
               ____________________
               ____________________
               ____________________
               ____________________

       (c)    In the case of Assignee,

               EMC Mortgage Corporation
               Mac Arthur Ridge II
               909 Hidden Ridge Drive, Suite 200
               Irving, Texas 75038
               Attention:  Raylene Ruyle
               Telecopier No.:  (972) 444-2810

               with a copy  to:

               ___________________
               383 Madison Avenue
               New York, New York 10179
               Attention: ___________
               Telecopier No.:  (212) 272-____

    8.  Each party will pay any commissions it has incurred and the fees of its attorneys in connection with
    the negotiations for, documenting of and closing of the transactions contemplated by this PAAR Agreement.


       9.     This PAAR  Agreement  shall be  construed in  accordance  with the laws of the State of New York,
without  regard to  conflicts  of law  principles,  and the  obligations,  rights and  remedies  of the parties
hereunder shall be determined in accordance with such laws.

       10.    No term or  provision  of this PAAR  Agreement  may be waived or  modified  unless such waiver or
modification  is in writing and signed by the party  against whom such waiver or  modification  is sought to be
enforced.

       11.    This PAAR  Agreement  shall  inure to the  benefit of the  successors  and assigns of the parties
hereto. Any entity into which Assignor,  Assignee or Company may be merged or consolidated  shall,  without the
requirement for any further writing, be deemed Assignor, Assignee or Company, respectively, hereunder.

       12.    This PAAR  Agreement  shall survive the conveyance of the Assigned  Loans,  the assignment of the
Purchase  Agreement to the extent of the  Assigned  Loans by Assignor to Assignee  and the  termination  of the
Purchase Agreement.

       13.    This  PAAR  Agreement  may  be  executed  simultaneously  in any  number  of  counterparts.  Each
counterpart  shall be deemed to be an original  and all such  counterparts  shall  constitute  one and the same
instrument.

        14.    In the event that any provision of this PAAR Agreement conflicts with any provision of the
Purchase Agreement with respect to the Assigned Loans, the terms of this PAAR Agreement shall control.  In
the event that any provision of this PAAR Agreement conflicts with any provision of the Confirmation with
respect to the Assigned Loans, the terms of this PAAR Agreement shall control.






                                    [Modification of Purchase Agreement

15.     The Company and Assignor hereby amend the Purchase Agreement as follows:

        (a)   The following definitions are added to Section 1.01 of the Purchase Agreement:

        Securities Administrator:   ________________________

        Supplemental PMI Insurer:   ________________________

        Supplemental PMI Policy:    The primary  guarantee  insurance  policy of the  Supplemental  PMI Insurer
        attached  hereto as Exhibit J, or any  successor  Supplemental  PMI Policy given to the Servicer by the
        Assignee.

        Trustee:      ________________________

        (b)   The following definition is amended and restated:

        Insurance Proceeds:  Proceeds of any Primary Mortgage  Insurance  Policy,  the Supplemental PMI Policy,
        any title policy,  any hazard  insurance  policy or any other insurance policy covering a Mortgage Loan
        or other related  Mortgaged  Property,  including any amounts required to be deposited in the Custodial
        Account  pursuant to Section 4.04, to the extent such proceeds are not to be applied to the restoration
        of the related  Mortgaged  Property or released to the Mortgagor in accordance with Accepted  Servicing
        Practices.

        (c)   The following are added as the fourth, fifth and sixth paragraphs of Section 4.08:

        "In connection  with its activities as servicer,  the Company agrees to prepare and present,  on behalf
of itself and the  Purchaser,  claims to the  Supplemental  PMI Insurer  with respect to the  Supplemental  PMI
Policy  and,  in this  regard,  to take  such  action  as shall be  necessary  to  permit  recovery  under  any
Supplemental  PMI Policy  respecting  a  defaulted  Mortgage  Loan.  Pursuant  to  Section  4.04,  any  amounts
collected  by the Company  under any  Supplemental  PMI Policy shall be  deposited  in the  Custodial  Account,
subject to withdrawal pursuant to Section 4.05.

        In accordance  with the  Supplemental  PMI Policy,  the Company shall provide to the  Supplemental  PMI
Insurer any required information regarding the Mortgage Loans.

        The Company shall provide to the  [Securities  Administrator]  on a monthly basis via computer tape, or
other mutually  acceptable  format,  the unpaid principal  balance,  insurer  certificate  number,  lender loan
number,  and premium due the  Supplemental  PMI Insurer for each Mortgage Loan covered by the  Supplemental PMI
Policy.  In addition,  the Company agrees to forward to the Purchaser and the  [Securities  Administrator]  any
statements or other reports given by the  Supplemental  PMI Insurer to the Servicer in connection  with a claim
under the Supplemental PMI Policy."

        (d)   Clause (vi) of Section 6.1 is amended to read as follows:

        "Company  ceases to be approved by either Fannie Mae or FHLMC as a mortgage loan seller or servicer for
more than thirty days, or the Company fails to meet the servicer  eligibility  requirements of the Supplemental
PMI Insurer; or"]

        (e)    Section ____  Annual Statement as to Compliance.

        The Company will  deliver to the Master  Servicer on or before  March 15 of each year,  beginning  with
March 15, 200__,  an Officers'  Certificate  stating that (i) a review of the  activities of the Company during
the  preceding  calendar  year and of  performance  under this  Agreement  has been made  under such  officers'
supervision,  (ii) the Company has fully  complied with the  provisions of this Agreement and (iii) to the best
of such  officers'  knowledge,  based on such review,  the Company has fulfilled all of its  obligations  under
this  Agreement  throughout  such  year,  or,  if  there  has been a  default  in the  fulfillment  of any such
obligation, specifying each such default known to such officer and the nature and status thereof.

        (f)    Section ____ Annual Certification.

(a) The Company will deliver to the Master  Servicer,  on or before March 15 of each year  beginning  March 15,
200__ a  certification  in the form  attached  hereto as  Exhibit  __ with  respect  to the  servicing  reports
delivered by the Company pursuant to this Agreement,  the Company's  compliance with the servicing  obligations
set forth in this Agreement and any other  information  within the control of the Company.  Such  certification
shall be signed by the senior  officer in charge of servicing of the Company.  In addition,  the Company  shall
provide  such other  information  with  respect to the  Mortgage  Loans and the  servicing  and  administration
thereof  within the control of the Company  which shall be required to enable the Master  Servicer,  Trustee or
Depositor,  as  applicable,  to comply with the reporting  requirements  of the  Securities and Exchange Act of
1934, as amended.





       IN WITNESS  WHEREOF,  the parties  hereto have executed this PAAR Agreement as of the day and year first
above written.

                                                   EMC MORTGAGE CORPORATION
                                                   Assignor

                                                   By:
                                                   Name:
                                                   Title:


                                                   _________________________________
                                                   Assignee

                                                   By:
                                                   Name:
                                                   Title:


                                                   _________________________________
                                                   Company

                                                   By:
                                                   Name:
                                                   Title:


                                        EXHIBIT  ___

                                         FORM OF COMPANY CERTIFICATION

I, [identify certifying  individual],  certify to the [Trustee] [Seller] [Securities  Administrator]  [Mortgage
Loan Seller] [Purchaser] and [Master Servicer] that:

        1.     I have reviewed the servicing  reports  prepared by [COMPANY]  (the  "Company")  pursuant to the
[Servicing  Agreement] (the "Servicing  Agreement"),  dated as of __________ between __________ and the Company
(as  modified  by the AAR  Agreement  (as  defined  below) and  delivered  to [MASTER  SERVICER]  (the  "Master
Servicer") pursuant to the Assignment,  Assumption and Recognition Agreement (the "AAR Agreement"), dated as of
__________ among [ASSIGNOR] as Assignor, Company and [ASSIGNEE], as Assignee.

        2.     Based on my knowledge,  the information in these reports, taken as a whole, does not contain any
untrue  statement of a material fact or omit to state a material fact  necessary to make the  statements  made,
in light of the  circumstances  under which such statements were made, not misleading as of the last day of the
period covered by such servicing reports.

        3.     Based on my knowledge,  the servicing information required to be provided to the Master Servicer
under the Servicing Agreement and the AAR Agreement is included in these reports.

        4.     I am  responsible  for  reviewing  the  activities  performed  the Company  under the  Servicing
Agreement and the AAR Agreement and based upon the review  required  under the Servicing  Agreement and the AAR
Agreement,  and except as  disclosed in the Annual  Statement  of  Compliance,  the Company has  fulfilled  its
obligations under the Servicing Agreement and the AAR Agreement.

        5.     I have  disclosed  to  the  Master  Servicer's  certified  public  accountants  all  significant
deficiencies  relating to the Company's  compliance with the minimum  servicing  standards in accordance with a
review  conduced in compliance  with the Uniform  Single  Attestation  Program for Mortgage  Bankers or similar
standard as set forth in the Servicing Agreement and the AAR Agreement.

        Capitalized terms used but not defined herein have the meanings ascribed to them in the AAR Agreement.

Date:______________

_____________________
[Signature]
[Title]





                                                 ATTACHMENT 1

                                            ASSIGNED LOAN SCHEDULE











                                                 ATTACHMENT 2

                                 PURCHASE, WARRANTIES AND SERVICING AGREEMENT


                                                   EXHIBIT E

                                             FORM OF TRIAL BALANCE

o       S50Y - Scheduled/Scheduled Monthly Remittance Report

o       P139 - Monthly Trial Balance Report

o       S214 - Monthly Pay-off Report

o       S215 - Monthly Actual Collections Report



    EXHIBIT G


                                 REQUEST FOR RELEASE OF DOCUMENTS AND RECEIPT

RE:     Mortgage Loan #___________________________________
BORROWER:__________________________________________________
PROPERTY: __________________________________________________


Pursuant to a Purchase,  Warranties  and  Servicing  Agreement  (the  "Agreement")  between the Company and the
Purchaser,  the undersigned  hereby certifies that he or she is an officer of the Company requesting release of
the documents for the reason specified below.  The undersigned further certifies that:

(Check one of the items below)

_____   On  _________________,  the above captioned mortgage loan was paid in full or that the Company has been
notified  that  payment in full has been or will be escrowed.  The Company  hereby  certifies  that all amounts
with  respect  to this loan  which are  required  under the  Agreement  have been or will be  deposited  in the
Custodial Account as required.

_____   The above  captioned  loan is being  repurchased  pursuant to the terms of the  Agreement.  The Company
hereby  certifies  that the repurchase  price has been credited to the Custodial  Account as required under the
Agreement.

_____   The above  captioned  loan is being placed in  foreclosure  and the original  documents are required to
proceed with the foreclosure  action.  The Company hereby  certifies that the documents will be returned to the
Purchaser in the event of reinstatement.

_____   Other (explain)

_______________________________________________________
_______________________________________________________

All capitalized terms used herein and not defined shall have the meanings assigned to them in the Agreement.

        Based on this  certification and the indemnities  provided for in the Agreement,  please release to the
Company all original mortgage documents in your possession relating to this loan.

Dated:_________________

By:________________________________
     Signature
    ___________________________________
        Title

Send documents to:    _____________________________________________
_____________________________________________
_____________________________________________

Acknowledgement:

        Purchaser hereby  acknowledges that all original documents  previously  released on the above captioned
mortgage loan have  been returned and received by the Purchaser.


Dated:________________

By:________________________________
     Signature

    _______________________________
     Title


                                                     EXHIBIT H


                                       COMPANY'S UNDERWRITING GUIDELINES




                                                   EXHIBIT I


                                                  TERM SHEET

        This TERM SHEET (the "Term Sheet") dated  _____________,  among First Horizon Home Loan Corporation,  a
Kansas corporation,  located at 4000 Horizon Way, Irving, Texas 75063 (the "Seller"),  First Tennessee Mortgage
Services,  Inc., as servicer  (the  "Servicer"),  a Kansas  corporation,  located at 4000 Horizon Way,  Irving,
Texas 75063 (the Servicer and the Seller together  referred to as the "Company") and EMC Mortgage  Corporation,
a Delaware  corporation,  located at Mac Arthur  Ridge II, 909 Hidden  Ridge Drive,  Suite 200,  Irving,  Texas
75038 (the "Purchaser") is made pursuant to the terms and conditions of that certain  Purchase,  Warranties and
Servicing  Agreement (the  "Agreement")  dated as of September 1, 2003, among the Servicer,  the Seller and the
Purchaser,  the provisions of which are incorporated  herein as if set forth in full herein,  as such terms and
conditions  may be modified  or  supplemented  hereby.  All  initially  capitalized  terms used  herein  unless
otherwise defined shall have the meanings ascribed thereto in the Agreement.

        The Purchaser  hereby  purchases from the Seller and the Seller hereby sells to the  Purchaser,  all of
the Seller's  right,  title and interest in and to the Mortgage  Loans  described on the Mortgage Loan Schedule
annexed  hereto as Schedule I, pursuant to and in  accordance  with the terms and  conditions  set forth in the
Agreement,  as same may be  supplemented  or modified  hereby.  Hereinafter,  the  Servicer  shall  service the
Mortgage Loans for the benefit of the Purchaser and all  subsequent  transferees of the Mortgage Loans pursuant
to and in accordance with the terms and conditions set forth in the Agreement.

1.      Definitions

        For purposes of the Mortgage  Loans to be sold pursuant to this Term Sheet,  the following  terms shall
have the following meanings:

Aggregate Principal Balance
(as of the Cut-Off Date):

Closing Date:

Custodian:

Cut-off Date:

Initial Weighted Average
Mortgage Loan Remittance Rate:

Mortgage Loan:

Purchase Price Percentage:

Servicing Fee Rate:
Additional Closing Conditions:

In addition  to the  conditions  specified  in the  Agreement,  the  obligation  of each of the Company and the
Purchaser  is  subject  to the  fulfillment,  on or prior to the  applicable  Closing  Date,  of the  following
additional conditions:   [None].

Additional Loan Documents:

In addition to the contents of the Mortgage File specified in the Agreement,  the following  documents shall be
delivered with respect to the Mortgage Loans:   [None]

[Additional] [Modification] of Representations and Warranties:

    [In addition to the representations and warranties set forth in the Agreement, as of the date hereof, the
    Company makes the following additional representations and warranties with respect to the Mortgage
    Loans:  [None].  [Notwithstanding anything to the contrary set forth in the Agreement, with respect to
    each Mortgage Loan to be sold on the Closing Date, the representation and warranty set forth in Section
    ______ of the Agreement shall be modified to read as follows:]


        Except as modified herein, Section ______ of the Agreement shall remain in full force and effect as of
the date hereof.





               IN WITNESS WHEREOF, the parties hereto have caused their names to be signed hereto by their
respective duly authorized officers as of the date first above written.


                             FIRST HORIZON HOME LOAN CORPORATION

                             By:                                 
                             Name:                               
                             Title:                              



                             EMC MORTGAGE CORPORATION


                             By:                                 
                             Name:                               
                             Title:                              


                             FIRST TENNESSEE MORTGAGE SERVICES, INC.


                             By:                                 
                             Name:                               
                             Title:                              










                                                  SCHEDULE I

                                            MORTGAGE LOAN SCHEDULE




                                                   EXHIBIT J

                                     RECONSTITUTED MORTGAGE LOAN REPORTING


 (a)       Servicer Mortgage Loan Number
 (b)       FNMA Mortgage Loan Number (if applicable)
 (c)       Lender/Seller Mortgage Loan Number (if available)
 (d)       Scheduled Balance (scheduled end of month balance reporting to Master Servicer/Trustee)
 (e)       Actual Balance (actual end of month balance received from Mortgagor)
 (f)       Gross Rate (current gross rate)
 (g)       Net Rate (current passthrough)
 (h)       Last Payment Date (LPI_DATE in Fannie's Laser Reporting)
 (i)       Delinquency Month (if available)
 (j)       Default Flag, i.e. FC, REO, etc. (if available)
 (k)       Pay-In-Full Date (Mortgage Loan paid off by Mortgagor)
 (l)       Foreclosure start date
 (m)       Foreclosure end date
 (n)       REO Property date
 (o)       With respect to Liquidated Mortgage Loans:
           (i)  amount of loss or gain (as applicable)
           (ii)  the date of the loss or gain.
           (iii)  the liquidation reason (paid in full or repurchased out of deal)
 (p)       Fannie's Laser Reporting
           (i)  Action Code (for default or paid off Mortgage Loans; i.e. 60, 65, etc.)
           (ii)  Action Date
           (iii)  Remit Prin (submitted principal amount)
           (iv)  Remit Int (submitted interest amount)
           (v)  Pool/Invest indicator (indicating Schedule/Schedule or Actual/Actual pool)










                                             AMENDMENT NUMBER FOUR
                                                    to the

                                 PURCHASE, WARRANTIES AND SERVICING AGREEMENT

                                         Dated as of September 1, 2003

                                                     among

                                           EMC MORTGAGE CORPORATION,
                                                 as Purchaser

                                                      and

                                    FIRST TENNESSEE MORTGAGE SERVICES, INC.

                                                 as Servicer,

                                     FIRST HORIZON HOME LOAN CORPORATION,

                                                   AS SELLER


This  AMENDMENT  NUMBER FOUR (this  "Amendment")  is made and entered into this 22nd day of December,  2005, by
and  among EMC  Mortgage  Corporation,  a  Delaware  corporation,  as  purchaser  (the  "Purchaser")  and First
Tennessee  Mortgage  Services,  Inc., as servicer (the "Servicer") and First Horizon Home Loan Corporation (the
"Seller",  and together with the Servicer,  the  "Company") in  connection  with the Purchase,  Warranties  and
Servicing Agreement, dated as of September 1, 2003, between the above mentioned parties (the "Agreement").

                                                   RECITALS

        WHEREAS,      the parties hereto have entered into the Agreement;

        WHEREAS, the Agreement provides that the parties thereto may enter into an amendment to the Agreement;

        WHEREAS, the parties hereto desire to amend the Agreement as set forth in this Amendment; and

        NOW,  THEREFORE,  in consideration of the premises and for other good and valuable  consideration,  the
receipt and sufficiency of which is hereby acknowledged, the parties hereto agree as follows:

        1.     Capitalized  terms used herein and not defined  herein shall have the meanings  assigned to such
terms in the Agreement.

        2.     Article I of the  Agreement  is hereby  amended  effective  as of the date  hereof by adding the
following definitions to Section 1.01:

        Commission or SEC:  The Securities and Exchange Commission.

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

        Pass-Through  Transfer: Any transaction involving either (1) a sale or other transfer of some or all of
the Mortgage  Loans  directly or  indirectly to an issuing  entity in  connection  with an issuance of publicly
offered or  privately  placed,  rated or unrated  mortgage-backed  securities  or (2) an  issuance  of publicly
offered or privately placed,  rated or unrated  securities,  the payments on which are determined  primarily by
reference to one or more portfolios of residential  mortgage loans consisting,  in whole or in part, of some or
all of the Mortgage Loans.

        Qualified Correspondent:  Any Person from which the Company purchased Mortgage Loans, provided that the
following  conditions are satisfied:  (i) such Mortgage Loans were originated  pursuant to an agreement between
the Company and such Person that  contemplated  that such Person would  underwrite  mortgage loans from time to
time,  for  sale  to the  Company,  in  accordance  with  underwriting  guidelines  designated  by the  Company
("Designated Guidelines") or guidelines that do not vary materially from such Designated Guidelines;  (ii) such
Mortgage  Loans were in fact  underwritten  as described  in clause (i) above and were  acquired by the Company
within 180 days after origination;  (iii) either (x) the Designated  Guidelines were, at the time such Mortgage
Loans were  originated,  used by the Company in  origination of mortgage loans of the same type as the Mortgage
Loans for the  Company's own account or (y) the  Designated  Guidelines  were, at the time such Mortgage  Loans
were underwritten,  designated by the Company on a consistent basis for use by lenders in originating  mortgage
loans to be purchased by the  Company;  and (iv) the Company  employed,  at the time such  Mortgage  Loans were
acquired by the Company,  pre-purchase or post-purchase quality assurance procedures (which may involve,  among
other  things,  review of a sample of  mortgage  loans  purchased  during a  particular  time period or through
particular  channels)  designed to ensure that Persons from which it purchased  mortgage loans properly applied
the underwriting criteria designated by the Company.

        Regulation   AB:   Subpart   229.1100  -  Asset   Backed   Securities   (Regulation   AB),   17  C.F.R.
§§229.1100-229.1123,  as amended from time to time, and subject to such  clarification  and  interpretation  as
have been provided by the Commission in the adopting release (Asset-Backed  Securities,  Securities Act Release
No.  33-8518,  70 Fed.  Reg.  1,506,  1,531  (Jan.  7, 2005)) or by the staff of the  Commission,  or as may be
provided by the Commission or its staff from time to time.

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

        Servicing  Criteria:  As of any date of  determination,  the  "servicing  criteria"  set  forth in Item
1122(d) of Regulation  AB, or any amendments  thereto,  a summary of the  requirements  of which as of the date
hereof is  attached  hereto as Exhibit M for  convenience  of  reference  only.  In the event of a conflict  or
inconsistency  between the terms of Exhibit M and the text of Item 1122(d) of  Regulation  AB, the text of Item
1122(d) of Regulation AB shall control.

        Static Pool  Information:  Static pool information as described in Item  1105(a)(1)-(3)  and 1105(c) of
Regulation AB.

        Subcontractor:  Any  vendor,  subcontractor  or other  Person that is not  responsible  for the overall
servicing (as "servicing" is commonly understood by participants in the  mortgage-backed  securities market) of
Mortgage  Loans but performs one or more  discrete  functions  identified in Item 1122(d) of Regulation AB with
respect to Mortgage Loans under the direction or authority of the Company or a Subservicer.

        Subservicer:  Any Person that services  Mortgage Loans on behalf of the Company or any  Subservicer and
is  responsible  for the  performance  (whether  directly  or  through  Subservicers  or  Subcontractors)  of a
substantial  portion of the material  servicing  functions  required to be performed by the Company  under this
Agreement or any Reconstitution Agreement that are identified in Item 1122(d) of Regulation AB.

        Third-Party  Originator:  Each Person, other than a Qualified  Correspondent,  that originated Mortgage
Loans acquired by the Company.

        3.     Article  III of the  Agreement  is hereby  amended  effective  as of the date hereof by revising
Section 3.01(n) as follows (new text underlined):

        (n)    Company has delivered to the  Purchaser  financial  statements  of its parent,  for its last two
complete fiscal years. All such financial  information  fairly presents the pertinent results of operations and
financial  position  for the period  identified  and has been  prepared in  accordance  with GAAP  consistently
applied  throughout the periods  involved,  except as set forth in the notes thereto.  There has been no change
in the servicing policies and procedures,  business, operations,  financial condition,  properties or assets of
the Company since the date of the Company's  financial  information  that would have a material  adverse effect
on its ability to perform its obligations under this Agreement;

        4.     Article III of the  Agreement  is hereby  amended  effective as of the date hereof by adding the
following new Section 3.01(p):

        (p)    As of the date of each Pass-Through  Transfer, and except as has been otherwise disclosed to the
Purchaser:   (1)  no  default  or  servicing  related   performance  trigger  has  occurred  as  to  any  other
securitization due to any act or failure to act of the Company;  (2) no material  noncompliance with applicable
servicing  criteria as to any other  securitization  has been  disclosed  or reported by the  Company;  (3) the
Company has not been  terminated as servicer in a residential  mortgage  loan  securitization,  either due to a
servicing  default or to application of a servicing  performance  test or trigger;  (4) no material  changes to
the Company's  servicing  policies and procedures for similar loans has occurred in the preceding  three years;
(5) there are no aspects of the Company's  financial  condition  that could have a material  adverse  impact on
the performance by the Company of its obligations  hereunder;  (6) there are no legal proceedings  pending,  or
known to be contemplated by governmental  authorities,  against the Company that could be material to investors
in the securities issued in such  Pass-Through  Transfer;  and (7) there are no affiliations,  relationships or
transactions relating to the Company of a type that are described under Item 1119 of Regulation AB.

        5.     Article III of the  Agreement  is hereby  amended  effective as of the date hereof by adding the
following new Section 3.01(q):

        (q)    If so requested by the Purchaser or any Depositor on any date,  the Company  shall,  within five
Business Days following  such request,  confirm in writing the accuracy of the  representations  and warranties
set forth in Section  3.01(p) of this  Section or, if any such  representation  and warranty is not accurate as
of the date of such request,  provide  reasonably  adequate  disclosure of the pertinent facts, in writing,  to
the requesting party.

        6.     Article III of the  Agreement  is hereby  amended  effective as of the date hereof by adding the
following new Section 3.01(r):

        (r)    If so requested by the Purchaser or any  Depositor  for the purpose of satisfying  its reporting
obligation under the Exchange Act with respect to any class of asset-backed  securities,  the Company shall (or
shall cause each  Subservicer  and  Third-Party  Originator  to) (i) notify the  Purchaser and any Depositor in
writing  of (A)  any  material  litigation  or  governmental  proceedings  pending  against  the  Company,  any
Subservicer or any Third-Party  Originator and (B) any  affiliations or  relationships  that develop  following
the  closing  date  of a  Pass-Through  Transfer  between  the  Company,  any  Subservicer  or any  Third-Party
Originator  and any of the parties  specified  in clause (7) of  paragraph  (p) of this  Section (and any other
parties  identified in writing by the requesting  party) with respect to such Pass-Through  Transfer,  and (ii)
provide to the Purchaser and any Depositor a description of such proceedings, affiliations or relationships.

        7.     Article III of the  Agreement  is hereby  amended  effective as of the date hereof by adding the
following new Section 3.01(s):

        (s)    As a condition to the  succession to the Company or any  Subservicer  as servicer or subservicer
under  this  Agreement  or any  Reconstitution  Agreement  by any  Person  (i) into  which the  Company or such
Subservicer  may be merged or  consolidated,  or (ii) which may be  appointed  as a successor to the Company or
any  Subservicer,  the Company shall provide to the  Purchaser and any  Depositor,  at least [15] calendar days
prior to the effective  date of such  succession or  appointment,  (x) written  notice to the Purchaser and any
Depositor  of  such  succession  or  appointment  and  (y) in  writing  and in form  and  substance  reasonably
satisfactory to the Purchaser and such  Depositor,  all  information  reasonably  requested by the Purchaser or
any  Depositor  in order to comply with its  reporting  obligation  under Item 6.02 of Form 8-K with respect to
any class of asset-backed securities.

        8.     Article IV of the  Agreement is hereby  amended  effective as of the date hereof by revising the
first paragraph of Section 4.03 by adding the following after the first sentence:

        In  determining  the  delinquency  status  of any  Mortgage  Loan,  the  Company  will use  delinquency
recognition  policies as  described  to and  approved by the  Purchaser,  and shall  revise  these  policies as
requested by the Purchaser from time to time.

        9.     Article V of the  Agreement  is  hereby  amended  effective  as of the date  hereof by  deleting
Section 5.02 in its entirety and replacing it with the following:

        Section 5.02  Statements to the Purchaser.

        The Company shall furnish to Purchaser an individual  loan accounting  report,  as of the last Business
Day of each month, in the Company's  assigned loan number order to document  Mortgage Loan payment  activity on
an individual  Mortgage Loan basis.  With respect to each month, the  corresponding  individual loan accounting
report shall be received by the  Purchaser no later than the fifth  Business  Day of the  following  month on a
disk  or tape  or  other  computer-readable  format  in such  format  as may be  mutually  agreed  upon by both
Purchaser and Company, and shall contain the following:

        (i)    with respect to each  Mortgage  Loan and each  Monthly  Payment,  the amount of such  remittance
allocable to principal  (including a separate  breakdown of any  Principal  Prepayment,  including  the date of
such  prepayment,  and any  prepayment  penalties  or  premiums,  along with a detailed  report of  interest on
principal prepayment amounts remitted in accordance with Section 4.04);

        (ii)   reserved;

        (iii)  reserved;

        (iv)   the Stated Principal  Balance of each Mortgage Loan and the aggregate  Stated Principal  Balance
of all  Mortgage  Loans as of the first day of the  distribution  period  and the last day of the  distribution
period;

        (v)    with respect to each Mortgage Loan, the current Mortgage Interest Rate;

        (vi)   with  respect  to  each  Mortgage  Loan,  the  aggregate  amount  of  any  Insurance   Proceeds,
Condemnation   Proceeds,   Liquidation  Proceeds  and  REO  Disposition  Proceeds  received  during  the  prior
distribution period;

        (vii)  reserved;

        (viii) reserved;

        (ix)   the number of Mortgage Loans as of the first day of the distribution  period and the last day of
the distribution period;

        (x)    with respect to each  Mortgage  Loan,  the Stated  Principal  Balance of each  Mortgage Loan (a)
delinquent as grouped in the following  intervals  through final  liquidation  of such Mortgage  Loan: 30 to 59
days,  60 to 89 days,  90 days or more;  (b) as to which  foreclosure  has  commenced;  and (c) as to which REO
Property has been acquired;

        (xi)   with respect to each  Mortgage  Loan,  the amount and severity of any  realized  loss  following
liquidation of such Mortgage Loan;

        (xii)  with respect to each Mortgage Loan, and in the aggregate for all Mortgage  Loans,  the amount of
any Monthly Advances made by the Company during the prior distribution period;

        (xiii) reserved;

        (xiv)  reserved;

        (xv)   reserved;

        (xvi)  with respect to any Mortgage  Loan, a description of any material  modifications,  extensions or
waivers to the terms, fees,  penalties or payments of such Mortgage Loan during the prior  distribution  period
or that have cumulatively become material over time;

        (xvii) reserved;

        (xviii)reserved;

        (xix)  with respect to each Mortgage Loan, the Stated  Principal  Balance of any Mortgage Loan that has
been repurchased by the Company in accordance with Section 3.03 herein;

        (xx) any other information  required by Purchaser or master servicer necessary for compliance with Item
1121 of Regulation AB.

        In addition,  the Company shall provide to the Purchaser such other  information  known or available to
the Company  that is  necessary  in order to provide  the  distribution  and pool  performance  information  as
required  under Item 1121 of  Regulation  AB, as amended from time to time,  as  determined by the Purchaser in
its sole  reasonable  discretion.  The  Company  shall  also  provide a trial  balance,  sorted in  Purchaser's
assigned loan number order, in the form of Exhibit E hereto,  and Exhibit F with respect to defaulted  mortgage
loans, with each such report.

        The Company shall prepare and file any and all information  statements or other filings  required to be
delivered to any governmental  taxing authority or to Purchaser  pursuant to any applicable law with respect to
the  Mortgage  Loans  and the  transactions  contemplated  hereby.  In  addition,  the  Company  shall  provide
Purchaser  with such  information  concerning  the Mortgage  Loans as is necessary for Purchaser to prepare its
federal income tax return as Purchaser may reasonably request from time to time.


        10.    Article VI of the  Agreement  is hereby  amended  effective  as of the date  hereof by  deleting
Section 6.04 in its entirety and replacing it with the following:

        Section 6.04  Annual Statement as to Compliance; Annual Certification.

        (a)    The Company will  deliver to the  Purchaser,  to deliver to the  Purchaser or its designee on or
before  March 1 of each  calendar  year  beginning  in 2006,  but in no event  later  than  March  15th of each
calendar year  beginning in 2006, an Officers'  Certificate  acceptable to the Purchaser (an "Annual  Statement
of  Compliance")  stating,  as to each  signatory  thereof,  that (i) a review of the activities of the Company
during the preceding  calendar  year and of  performance  under this  Agreement or other  applicable  servicing
agreement has been made under such  officers'  supervision  and (ii) to the best of such  officers'  knowledge,
based on such  review,  the  Company  has  fulfilled  all of its  obligations  under  this  Agreement  or other
applicable  servicing  agreement in all material respects throughout such year, or, if there has been a failure
to fulfill any such  obligation  in any material  respect,  specifying  each such failure known to such officer
and the nature and status of cure  provisions  thereof.  Such Annual  Statement of Compliance  shall contain no
restrictions  or  limitations  on its use.  Copies of such  statement  shall be  provided by the Company to the
Purchaser  upon  request and by the  Purchaser  to any Person  identified  as a  prospective  purchaser  of the
Mortgage  Loans.  In the event that the Company has delegated any  servicing  responsibilities  with respect to
the Mortgage Loans to a Subservicer,  the Company shall deliver an officer's  certificate of the Subservicer as
described above as to each Subservicer as and when required with respect to the Company.

        (b)    With respect to any Mortgage  Loans that are the subject of a  Pass-Through  Transfer,  by on or
before  March 1 of each  calendar  year  beginning  in 2006,  but in no event  later  than  March  15th of each
calendar year  beginning in 2006, an officer of the Company shall execute and deliver an Officers'  Certificate
(an  "Annual  Certification")  to the  Purchaser,  any  master  servicer  which is  master  servicing  loans in
connection  with such  transaction (a "Master  Servicer")  and any related  depositor (a  "Depositor")  for the
benefit of each such entity and such entity's  affiliates  and the  officers,  directors and agents of any such
entity and such entity's  affiliates,  in the form attached  hereto as Exhibit L. In the event that the Company
has delegated any servicing  responsibilities with respect to the Mortgage Loans to a Subservicer,  the Company
shall deliver an officers'  certificate  of the  Subservicer as described  above as to each  Subservicer as and
when required with respect to the Company.


        Failure of the  Company to timely  comply with this  Section  6.04 shall be deemed an Event of Default,
automatically,  without notice and without any cure period,  and Purchaser may, in addition to whatever  rights
the Purchaser may have under  Sections 3.03 and 8.01 and at law or equity or to damages,  including  injunctive
relief and specific  performance,  terminate all the rights and obligations of the Company under this Agreement
and in and to the Mortgage Loans and the proceeds  thereof  without  compensating  the Company for the same, as
provided in Section 9.01.  Such  termination  shall be considered  with cause pursuant to Section 10.01 of this
Agreement.  This paragraph  shall  supercede any other  provision in this  Agreement or any other  agreement to
the contrary.

        11.    Article VI of the  Agreement  is hereby  amended  effective  as of the date  hereof by  deleting
Section 6.05 in its entirety and replacing it with the following:

        Section 6.05  Annual Independent Certified Public Accountants' Servicing Report.

        The Company,  at its expense and on or before March 1 of each calendar year  beginning in 2006,  but in
no event later than March 15th of each  calendar  year  beginning  in 2006,  shall cause a firm of  independent
public  accountants  which is a member of the American  Institute of Certified Public  Accountants to furnish a
report (a "USAP  Report")  to the  Purchaser  acceptable  to the  Purchaser  to the  effect  that such firm has
examined certain  documents and records relating to the Company's  servicing of mortgage loans of the same type
as the  Mortgage  Loans  pursuant  to  servicing  agreements  substantially  similar to this  Agreement,  which
agreements may include this Agreement,  and that, on the basis of such an examination,  conducted substantially
in the uniform  single audit  program for  mortgage  bankers,  such firm is of the opinion  that the  Company's
servicing has been conducted in compliance  with the agreements  examined  pursuant to this Section 6.05 during
the preceding  calendar year,  except for (i) such exceptions as such firm shall believe to be immaterial,  and
(ii) such  other  exceptions  as shall be set forth in such USAP  Report.  Such USAP  Report  shall  contain no
restrictions  or  limitations  on its use.  Copies of such USAP Report  shall be provided by the Company to the
Purchaser.  In  addition,  on an annual  basis,  Company  shall  provide  Purchaser  with copies of its audited
financial statements.

        In the event  that the  Company  has  delegated  any  servicing  responsibilities  with  respect to the
Mortgage  Loans to a  Subservicer,  the Company  shall  provide a USAP report of the  Subservicer  as described
above as to each Subservicer as and when required with respect to the Company.

        Notwithstanding  the foregoing,  the Company's  obligation to deliver a USAP Report under this Section,
as to the Company or any Subservicer,  as to any calendar year,  beginning with the report required in February
2007,  shall be satisfied if an  Assessment  of Compliance  and  Attestation  Report is delivered in compliance
with Section 6.07 for such calendar year with respect to that entity.

        Failure of the  Company to timely  comply with this  Section  6.05 shall be deemed an Event of Default,
automatically,  without notice and without any cure period,  and Purchaser may, in addition to whatever  rights
the Purchaser may have under  Sections 3.03 and 8.01 and at law or equity or to damages,  including  injunctive
relief and specific  performance,  terminate all the rights and obligations of the Company under this Agreement
and in and to the Mortgage Loans and the proceeds  thereof  without  compensating  the Company for the same, as
provided in Section 9.01.  Such  termination  shall be considered  with cause pursuant to Section 10.01 of this
Agreement.  This paragraph  shall  supercede any other  provision in this  Agreement or any other  agreement to
the contrary.

        12.    Article VI of the  Agreement  is hereby  amended  effective  as of the date hereof by adding the
following new Section 6.07:

        Section 6.07  Assessment of Compliance with Servicing Criteria.

        On and after  January  1,  2006,  the  Company  shall  service  and  administer,  and shall  cause each
subservicer to servicer or administer,  the Mortgage Loans in accordance  with all applicable  requirements  of
the Servicing Criteria.

        With respect to any Mortgage Loans that are the subject of a Pass-Through  Transfer,  the Company shall
deliver to the Purchaser or its designee on or before  February 28 of each  calendar year  beginning in 2007, a
report (an  "Assessment  of  Compliance")  reasonably  satisfactory  to the  Purchaser  regarding the Company's
assessment of compliance with the Servicing  Criteria  during the preceding  calendar year as required by Rules
13a-18 and 15d-18 of the Exchange Act and Item 1122 of  Regulation  AB, which as of the date hereof,  require a
report by an authorized officer of the Company that contains the following:

        (a)    A statement by such officer of its  responsibility  for assessing  compliance with the Servicing
Criteria applicable to the Company;

        (b)    A statement by such officer that such officer used the Servicing  Criteria to assess  compliance
with the Servicing Criteria applicable to the Company;

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

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

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

        Such report at a minimum  shall  address each of the Servicing  Criteria  specified on a  certification
substantially  in the form of Exhibit O hereto  delivered to the Purchaser  concurrently  with the execution of
this Agreement.

        With  respect to any  Mortgage  Loans that are the  subject of a  Pass-Through  Transfer,  on or before
February 28 of each  calendar  year  beginning  in 2007,  the Company  shall  furnish to the  Purchaser  or its
designee a report (an  "Attestation  Report")  by a  registered  public  accounting  firm that  attests to, and
reports on, the  Assessment  of Compliance  made by the Company,  as required by Rules 13a-18 and 15d-18 of the
Exchange Act and Item  1122(b) of  Regulation  AB, which  Attestation  Report must be made in  accordance  with
standards for attestation reports issued or adopted by the Public Company Accounting Oversight Board.

        The Company shall cause each Subservicer,  and each Subcontractor determined by the Company pursuant to
Section 11.19 to be  "participating  in the servicing  function"  within the meaning of Item 1122 of Regulation
AB, to deliver to the Purchaser and any Depositor an assessment of compliance and  accountants'  attestation as
and when provided in Sections 6.07.

        If the Company  cannot deliver the related  Assessment of Compliance or Attestation  Report by February
28th of such year,  the  Purchaser,  at its sole  option,  may permit a cure  period for the Company to deliver
such Assessment of Compliance or Attestation Report, but in no event later than March 10th of such year.

        Failure of the  Company to timely  comply with this  Section  6.07 shall be deemed an Event of Default,
automatically,  without notice and without any cure period,  and Purchaser may, in addition to whatever  rights
the Purchaser may have under  Sections 3.03 and 8.01 and at law or equity or to damages,  including  injunctive
relief and specific  performance,  terminate all the rights and obligations of the Company under this Agreement
and in and to the Mortgage Loans and the proceeds  thereof  without  compensating  the Company for the same, as
provided in Section 9.01.  Such  termination  shall be considered  with cause pursuant to Section 10.01 of this
Agreement.  This paragraph  shall  supercede any other  provision in this  Agreement or any other  agreement to
the contrary.

        13.    Article VI of the  Agreement  is hereby  amended  effective  as of the date hereof by adding the
following new Section 6.08:

        Section 6.08  Intent of the Parties; Reasonableness.

        The Purchaser and the Company  acknowledge and agree that a purpose of Sections  3.01(p),  5.02,  6.04,
6.05,  6.07 and 11.18 of this  Agreement is to facilitate  compliance  by the Purchaser and any Depositor  with
the  provisions of Regulation AB and related rules and  regulations  of the  Commission.  Neither the Purchaser
nor any Depositor  shall  exercise its right to request  delivery of  information  or other  performance  under
these  provisions  other than in good faith, or for purposes other than compliance with the Securities Act, the
Exchange  Act and the rules and  regulations  of the  Commission  thereunder.  The  Company  acknowledges  that
interpretations  of the  requirements  of  Regulation  AB may change  over time,  whether  due to  interpretive
guidance provided by the Commission or its staff,  consensus among participants in the asset-backed  securities
markets,  advice of counsel,  or  otherwise,  and agrees to comply with  requests  made by the Purchaser or any
Depositor  in good  faith  for  delivery  of  information  under  these  provisions  on the  basis of  evolving
interpretations  of Regulation AB. In connection with any  Pass-Through  Transfer,  the Company shall cooperate
fully with the Purchaser to deliver to the  Purchaser  (including  any of its  assignees or designees)  and any
Depositor,  any and all statements,  reports,  certifications,  records and any other information  necessary in
the good faith  determination  of the Purchaser or any  Depositor to permit the Purchaser or such  Depositor to
comply with the  provisions  of Regulation  AB,  together with such  disclosures  relating to the Company,  any
Subservicer,  any  Third-Party  Originator  and the Mortgage  Loans,  or the  servicing of the Mortgage  Loans,
reasonably believed by the Purchaser or any Depositor to be necessary in order to effect such compliance.

        14.    Article XI of the  Agreement  is hereby  amended  effective  as of the date hereof by  restating
Section 11.18 in its entirety as follows:

        Section 11.18.Cooperation of Company with a Reconstitution.

        The Company and the  Purchaser  agree that with  respect to some or all of the  Mortgage  Loans,  on or
after the related Closing Date, on one or more dates (each a  "Reconstitution  Date") at the  Purchaser's  sole
option and with  Purchaser's  best  efforts to provide  notice to the  Company  fifteen  (15) days prior to the
Reconstitution  Date,  the Purchaser  may effect one or more sales,  but in no event greater than three (3) per
pool of Mortgage  Loans sold under the related  Term Sheet  (each,  a  "Reconstitution")  of some or all of the
Mortgage Loans then subject to this Agreement, without recourse, to:

        (a)    one or more third party  purchasers in one or more in whole loan transfers  (each, a "Whole Loan
Transfer"); or

        (b)    one or more trusts or other entities to be formed as part of one or more Pass-Through Transfers.

        The Company agrees to execute in connection with any agreements among the Purchaser,  the Company,  and
any servicer in connection  with a Whole Loan Transfer,  an Assignment,  Assumption and  Recognition  Agreement
substantially  in the form of  Exhibit  D  hereto,  or, at  Purchaser's  request,  a  seller's  warranties  and
servicing  agreement or a  participation  and  servicing  agreement or similar  agreement in form and substance
reasonably  acceptable to the parties, and in connection with a Pass-Through  Transfer, a pooling and servicing
agreement in form and substance  reasonably  acceptable to the parties,  (collectively the agreements  referred
to herein are designated,  the  "Reconstitution  Agreements").  It is understood  that any such  Reconstitution
Agreements  will not  contain  any  greater  obligations  on the part of  Company  than are  contained  in this
Agreement.  Notwithstanding  anything to the  contrary in this  Section  11.18,  the Company  agrees that it is
required to perform the obligations described in Exhibit K hereto.

        With respect to each Whole Loan Transfer and each Pass-Through  Transfer entered into by the Purchaser,
the Company  agrees (1) to cooperate  fully with the Purchaser and any  prospective  purchaser  with respect to
all reasonable requests and due diligence  procedures;  (2) to execute,  deliver and perform all Reconstitution
Agreements  required by the  Purchaser;  (3) to restate the  representations  and  warranties set forth in this
Agreement  as  of  the  settlement  or  closing  date  in  connection   with  such   Reconstitution   (each,  a
"Reconstitution Date").

        In addition,  the Company shall  provide to such servicer or issuer,  as the case may be, and any other
participants in such Reconstitution:

        (i)    any and all  information and  appropriate  verification  of information  which may be reasonably
available to the Company,  whether through  letters of its auditors and counsel or otherwise,  as the Purchaser
or any such other participant shall request upon reasonable demand;

        (ii)   such  additional  representations,  warranties,  covenants,  opinions of counsel,  letters  from
auditors,  and  certificates  of public  officials or officers of the Company as are reasonably  agreed upon by
the Company and the Purchaser or any such other participant;

        (iii)  within 5 Business  Days after  request by the  Purchaser,  the  information  with respect to the
Company (as  originator) and each  Third-Party  Originator of the Mortgage Loans as required under Item 1110(a)
and (b) of Regulation AB, a summary of the  requirements  of which has of the date hereof is attached hereto as
Exhibit N for  convenience  of reference  only, as determined by Purchaser in its sole  reasonable  discretion.
If  requested  by the  Purchaser,  this will  include  information  about  the  applicable  credit-granting  or
underwriting criteria;

        (iv)   within  5  Business  Days  after  request  by the  Purchaser,  to the  extent  that is  required
Regulation  AB, the Company shall provide,  to the extent that is reasonably  available to the Company (and not
otherwise available to the Purchaser) without  unreasonable  burden, cost or expense (or, as applicable,  cause
each  Third-Party  Originator  to provide)  Static Pool  Information  with respect to the mortgage  loans (of a
similar type as the Mortgage  Loans,  as reasonably  identified by the Purchaser as provided below) serviced by
the Company or any  Third-Party  Originator for a period of 120 days or more and originated by (i) the Company,
if the  Company is an  originator  of  Mortgage  Loans  (including  as an  acquirer  of  Mortgage  Loans from a
Qualified  Correspondent),  and/or (ii) each  Third-Party  Originator  in each case to the extent such mortgage
loans were purchased from the Company by the Purchaser.  Such Static Pool Information  shall be prepared by the
Company  (or  Third-Party  Originator)  on the  basis  of its  reasonable,  good  faith  interpretation  of the
requirements  of Item  1105(a)(1)-(3)  and  (c) of  Regulation  AB for  such  period  of time  the  Company  or
Third-Party  Origination  serviced such mortgage loans. To the extent that there is reasonably available to the
Company (or  Third-Party  Originator),  without  unreasonable  effort or expense Static Pool  Information  with
respect to more than one  mortgage  loan type,  the  Purchaser  or any  Depositor  shall be entitled to specify
whether  some or all of such  information  shall be provided  pursuant to this  paragraph.  The content of such
Static Pool  Information  may be in the form  customarily  provided by the Company,  and need not be customized
for the Purchaser or any Depositor.  Such Static Pool  Information for each vintage  origination  year or prior
securitized  pool, as applicable,  shall be presented in increments no less  frequently than quarterly over the
life of the  mortgage  loans  included in the vintage  origination  year or prior  securitized  pool.  The most
recent  periodic  increment  must be as of a date no later than 135 days prior to the date of the prospectus or
other offering  document in which the Static Pool  Information is to be included or  incorporated by reference.
The Static Pool Information  shall be provided in an electronic  format that provides a permanent record of the
information  provided,  such as a  portable  document  format  (pdf)  file,  or other  such  electronic  format
reasonably  required by the  Purchaser or the  Depositor,  as  applicable.  The  Purchaser  agrees that it will
cooperate with the Company and provide sufficient and timely notice of any information  requirement  pertaining
to a  Securitization  Transaction.   The Purchaser  will make all  reasonable  efforts to contain  requests for
information,  reports or any other  materials to items  required for  compliance  with  Regulation AB, and will
refrain from requesting  information that is not required for such  compliance.   The Purchaser  further agrees
to provide the Company with Static Pool  Information  regarding the Mortgage  Loans to the same extent that the
Company is required to provide Static Pool  Information  with respect to mortgage loans similar to the Mortgage
Loans  hereunder.  The Company  shall in good faith use its best efforts to supply the Static Pool  Information
required  hereunder;  provided,  however,  that  failure  of the  Company to perform  such  obligations,  after
applying all good faith best  efforts,  shall not result in a breach by the Company of the  provisions  of this
Agreement;

        (v)    within 5 Business Days after request by the Purchaser,  information  with respect to the Company
(as servicer) as required by Item 1108(b) and (c) of Regulation AB, a summary of the  requirements  of which as
of the date  hereof is attached  hereto as Exhibit N for  convenience  of  reference  only,  as  determined  by
Purchaser  in its sole  reasonable  discretion.  In the event that the  Company  has  delegated  any  servicing
responsibilities  with  respect  to the  Mortgage  Loans  to a  Subservicer,  the  Company  shall  provide  the
information required pursuant to this clause with respect to the Subservicer;

        (vi)   within 5 Business Days after request by the Purchaser,
               (a) information  regarding any legal proceedings  pending (or known to be contemplated)  against
        the Company (as  originator  and as servicer) and each other  originator of the Mortgage Loans and each
        Subservicer  as required by Item 1117 of Regulation  AB, a summary of the  requirements  of which as of
        the date hereof is attached  hereto as Exhibit N for  convenience  of reference  only, as determined by
        Purchaser in its sole reasonable discretion,
               (b)  information  regarding  affiliations  with  respect to the  Company (as  originator  and as
        servicer) and each other  originator  of the Mortgage  Loans and each  Subservicer  as required by Item
        1119(a) of  Regulation  AB, a summary of the  requirements  of which as of the date  hereof is attached
        hereto as  Exhibit N for  convenience  of  reference  only,  as  determined  by  Purchaser  in its sole
        reasonable discretion, and
               (c)  information  regarding  relationships  and  transactions  with  respect to the  Company (as
        originator  and as servicer) and each other  originator of the Mortgage  Loans and each  Subservicer as
        required by Item 1119(b) and (c) of  Regulation  AB, a summary of the  requirements  of which as of the
        date hereof is attached  hereto as Exhibit N for  convenience  of  reference  only,  as  determined  by
        Purchaser in its sole reasonable discretion; and

        (vii)  if so requested by the  Purchaser,  the Company  shall  provide (or, as  applicable,  cause each
Third-Party  Originator  to  provide),  at the  expense  of the  Purchaser  (to the  extent  of any  additional
incremental  expense  associated  with delivery  pursuant to this  Agreement),  such statements and agreed-upon
procedures  letters of certified public  accountants  reasonably  acceptable to the Purchaser or Depositor,  as
applicable,  pertaining to Static Pool  Information  relating to prior  securitized  pools for  securitizations
closed on or after  January 1, 2006 or, in the case of Static Pool  Information  with respect to the  Company's
or Third-Party  Originator's  originations or purchases,  to calendar months commencing  January 1, 2006, or to
any  financial  information  included  in any other  disclosure  provided  under  this  Section  11.18,  as the
Purchaser or such Depositor  shall  reasonably  request.  Such statements and letters shall be addressed to and
be for the benefit of such parties as the Purchaser or such Depositor shall  designate,  which may include,  by
way of example,  any Sponsor,  any Depositor and any broker dealer acting as  underwriter,  placement  agent or
initial  purchaser with respect to a Pass-Through  Transfer.  Any such statement or letter may take the form of
a  standard,  generally  applicable  document  accompanied  by a reliance  letter  authorizing  reliance by the
addressees designated by the Purchaser or such Depositor.

        In the  event of a  conflict  or  inconsistency  between  the  terms of  Exhibit  N and the text of the
applicable  Item of Regulation AB as cited above,  the text of  Regulation  AB, its adopting  release and other
public statements of the SEC shall control.

        The Company shall indemnify the Purchaser,  each affiliate of the Purchaser,  and each of the following
parties  participating in a Pass-Through  Transfer:  each sponsor and issuing entity;  each Person  responsible
for the  preparation,  execution or filing of any report  required to be filed with the Commission with respect
to such  Pass-Through  Transfer,  or for  execution  of a  certification  pursuant  to Rule  13a-14(d)  or Rule
15d-14(d)  under the Exchange Act with respect to such  Pass-Through  Transfer;  each broker  dealer  acting as
underwriter,  placement  agent or initial  purchaser,  each  Person  who  controls  any of such  parties or the
Depositor  (within the meaning of Section 15 of the  Securities  Act and Section 20 of the Exchange  Act);  and
the respective  present and former  directors,  officers,  employees and agents of each of the foregoing and of
the Depositor,  and shall hold each of them harmless from and against any losses,  damages,  penalties,  fines,
forfeitures,  legal fees and  expenses and related  costs,  judgments,  and any other costs,  fees and expenses
that any of them may sustain arising out of or based upon:

        (i)(A)  any  untrue  statement  of a  material  fact  contained  or  alleged  to be  contained  in  any
information,  report,  certification,  accountants'  letter or other material provided under this Section 11.18
by or on behalf of the  Company,  or  provided  under this  Section  11.18 by or on behalf of any  Subservicer,
Subcontractor  or Third-Party  Originator  (collectively,  the "Company  Information"),  or (B) the omission or
alleged  omission  to state in the Company  Information  a material  fact  required to be stated in the Company
Information  or necessary in order to make the  statements  therein,  in the light of the  circumstances  under
which they were made, not  misleading;  provided,  by way of  clarification,  that clause (B) of this paragraph
shall  be  construed  solely  by  reference  to the  Company  Information  and  not to  any  other  information
communicated  in  connection  with a sale or  purchase  of  securities,  without  regard to whether the Company
Information or any portion thereof is presented together with or separately from such other information;

        (ii) any failure by the Company,  any Subservicer,  any Subcontractor or any Third-Party  Originator to
deliver any  information,  report,  certification,  accountants'  letter or other material when and as required
under this  Section  11.18,  including  any failure by the Company to  identify  pursuant to Section  11.19 any
Subcontractor "participating in the servicing function" within the meaning of Item 1122 of Regulation AB; or

        (iii) any breach by the  Company of a  representation  or  warranty  set forth in Section  3.01 or in a
writing  furnished  pursuant to Section  3.01(q) and made as of a date prior to the closing date of the related
Pass-Through  Transfer,  to the extent that such breach is not cured by such closing date, or any breach by the
Company of a representation or warranty in a writing  furnished  pursuant to Section 3.01(q) to the extent made
as of a date subsequent to such closing date.

        All Mortgage Loans not sold or transferred  pursuant to a  Reconstitution  shall remain subject to, and
serviced in accordance  with the terms of, this Agreement and the related Term Sheet,  and with respect thereto
this Agreement and the related Term Sheet shall remain in full force and effect.

        15.    Article XI of the  Agreement  is hereby  amended  effective  as of the date hereof by adding the
following new Section 11.19:

        Section 11.19. Use of Subservicers and Subcontractors.

        (a)    The Company shall not hire or otherwise  utilize the services of any  Subservicer to fulfill any
of the obligations of the Company as servicer under this Agreement or any  Reconstitution  Agreement unless the
Company  complies  with the  provisions  of  paragraph  (b) of this  Section.  The  Company  shall  not hire or
otherwise  utilize  the  services  of any  Subcontractor,  and  shall not  permit  any  Subservicer  to hire or
otherwise  utilize the  services of any  Subcontractor,  to fulfill  any of the  obligations  of the Company as
servicer under this Agreement or any  Reconstitution  Agreement unless the Company complies with the provisions
of paragraph (d) of this Section.

        (b)    The Company  shall cause any  Subservicer  used by the Company (or by any  Subservicer)  for the
benefit of the  Purchaser  and any  Depositor to comply with the  provisions  of this Section and with Sections
3.01(p),  3.01(s),  6.04, 6.05, 6.07 and 11.18 of this Agreement to the same extent as if such Subservicer were
the Company,  and to provide the information  required with respect to such  Subservicer  under Section 3.01(r)
of this Agreement.  The Company shall be responsible for obtaining from each  Subservicer and delivering to the
Purchaser  and any Depositor any Annual  Statement of Compliance  required to be delivered by such  Subservicer
under Section  6.04(a),  any Assessment of Compliance and  Attestation  Report required to be delivered by such
Subservicer  under  Section  6.07 and any  Annual  Certification  required  under  Section  6.04(b) as and when
required to be delivered.

        (c)    The Company  shall  promptly  upon request  provide to the  Purchaser  and any Depositor (or any
designee of the Depositor,  such as a master  servicer or  administrator)  a written  description  (in form and
substance  satisfactory  to the  Purchaser and such  Depositor) of the role and function of each  Subcontractor
utilized by the Company or any  Subservicer,  specifying  (i) the  identity  of each such  Subcontractor,  (ii)
which (if any) of such  Subcontractors  are  "participating  in the servicing  function"  within the meaning of
Item  1122 of  Regulation  AB,  and (iii)  which  elements  of the  Servicing  Criteria  will be  addressed  in
assessments of compliance provided by each Subcontractor identified pursuant to clause (ii) of this paragraph.

        (d)    As a condition to the utilization of any  Subcontractor  determined to be  "participating in the
servicing  function"  within  the  meaning of Item 1122 of  Regulation  AB, the  Company  shall  cause any such
Subcontractor  used by the Company (or by any  Subservicer)  for the benefit of the Purchaser and any Depositor
to comply  with the  provisions  of  Sections  6.07 and 11.18 of this  Agreement  to the same extent as if such
Subcontractor  were the Company.  The Company shall be responsible  for obtaining from each  Subcontractor  and
delivering to the Purchaser and any Depositor any Assessment of Compliance and  Attestation  Report required to
be delivered by such Subcontractor under Section 6.07, in each case as and when required to be delivered.

        16.    The  Agreement is hereby  amended  effective as of the date hereof by adding the  following  new
Exhibit L:

                                                       EXHIBIT L

                                             FORM OF COMPANY CERTIFICATION

        I, [identify  certifying  individual],  certify to the [Trustee]  [Seller]  [Securities  Administrator]
[Mortgage Loan Seller] [Purchaser] and [Master Servicer] that:

        1.     Based on my  knowledge,  the  information  in the  Annual  Statement  of  Compliance,  the [USAP
Report]*   [Assessment  of  Compliance  and  Attestation   Report]**  and  all  servicing  reports,   officer's
certificates  and other  information  provided by the Company  relating to the servicing of the Mortgage  Loans
taken as a whole,  do not  contain any untrue  statement  of a material  fact or omit to state a material  fact
necessary to make the statements  made, in light of the  circumstances  under which such  statements were made,
not misleading as of the date of this certification;
        2.     Based on my knowledge,  the information in these reports, taken as a whole, does not contain any
untrue  statement of a material fact or omit to state a material fact  necessary to make the  statements  made,
in light of the  circumstances  under which such statements were made, not misleading as of the last day of the
period covered by such servicing reports.

        3.     Based on my knowledge,  the servicing information required to be provided to the Master Servicer
under the Agreement is included in these reports.

        4.     I am  responsible  for  reviewing the  activities  performed the Company under the Agreement and
based upon the  review  required  under the  Agreement,  and except as  disclosed  in the Annual  Statement  of
Compliance  or the [USAP  Report]*  [Assessment  of  Compliance  and  Attestation  Report]**,  the  Company has
fulfilled its obligations under the Agreement.

        5.     [I have  disclosed  to the  Master  Servicer's  certified  public  accountants  all  significant
deficiencies  relating to the Company's  compliance with the minimum  servicing  standards in accordance with a
review  conduced in compliance  with the Uniform  Single  Attestation  Program for Mortgage  Bankers or similar
standard  as set  forth in the  Agreement.]*  [The  Assessment  of  Compliance  and  Attestation  Report of the
Company  have been  delivered  to the  Purchaser as required  under the  Agreement.  Following is a list of all
material  instances of  noncompliance  described in the  Attestation of Compliance and  Attestation  Report (if
none, state "none"):___________________________.]*
                                            [COMPANY]

                                            By:
                                            Name:
                                            Title:
                                            Date:
*      To be used if a USAP Report is being delivered under the Agreement
**     To be used if an Assessment  of  Compliance  and  Attestation  Report is being  delivered
       under the Agreement

        17.    The  Agreement is hereby  amended  effective as of the date hereof by adding the  following  new
Exhibit M:

                                                   EXHIBIT M

                                           SUMMARY OF REGULATION AB
                                              SERVICING CRITERIA

NOTE:  This  Exhibit  M is  provided  for  convenience  of  reference  only.  In the  event  of a  conflict  or
inconsistency  between the terms of this Exhibit M and the text of Regulation  AB, the text of  Regulation  AB,
its adopting release and other public statements of the SEC shall control.

Item 1122(d)
(v)     General servicing considerations.
(A)     Policies and  procedures  are  instituted to monitor any  performance  or other  triggers and events of
default in accordance with the transaction agreements.
(B)     If any material  servicing  activities  are  outsourced to third  parties,  policies and procedures are
instituted to monitor the third party's performance and compliance with such servicing activities.
(C)     Any  requirements in the transaction  agreements to maintain a back-up  servicer for the mortgage loans
are maintained.
(D)     A  fidelity  bond and  errors  and  omissions  policy is in effect  on the party  participating  in the
servicing  function  throughout  the  reporting  period in the amount of coverage  required by and otherwise in
accordance with the terms of the transaction agreements.
(vi)    Cash collection and administration.
(A)     Payments on mortgage loans are deposited into the appropriate  custodial bank accounts and related bank
clearing accounts no more than two business days following  receipt,  or such other number of days specified in
the transaction agreements.
(B)     Disbursements  made via wire  transfer  on  behalf of an  obligor  or to an  investor  are made only by
authorized personnel.
(C)     Advances of funds or guarantees regarding  collections,  cash flows or distributions,  and any interest
or other fees charged for such  advances,  are made,  reviewed  and  approved as  specified in the  transaction
agreements.
(D)     The related  accounts for the transaction,  such as cash reserve accounts or accounts  established as a
form of  overcollateralization,  are separately  maintained  (e.g., with respect to commingling of cash) as set
forth in the transaction agreements.
(E)     Each custodial account is maintained at a federally insured depository  institution as set forth in the
transaction  agreements.  For purposes of this  criterion,  "federally  insured  depository  institution"  with
respect to a foreign financial  institution  means a foreign financial  institution that meets the requirements
of Rule 13k-1(b)(1) of the Securities Exchange Act.
(F)     Unissued checks are safeguarded so as to prevent unauthorized access.
(G)     Reconciliations are prepared on a monthly basis for all asset-backed  securities related bank accounts,
including   custodial   accounts  and  related  bank  clearing   accounts.   These   reconciliations   are  (A)
mathematically  accurate;  (B) prepared  within 30 calendar days after the bank statement  cutoff date, or such
other number of days specified in the transaction  agreements;  (C) reviewed and approved by someone other than
the person who  prepared  the  reconciliation;  and (D)  contain  explanations  for  reconciling  items.  These
reconciling items are resolved within 90 calendar days of their original  identification,  or such other number
of days specified in the transaction agreements.
(vii)   Investor remittances and reporting.
(A)     Reports to investors,  including  those to be filed with the  Commission,  are maintained in accordance
with the transaction  agreements and applicable  Commission  requirements.  Specifically,  such reports (A) are
prepared in accordance  with timeframes and other terms set forth in the  transaction  agreements;  (B) provide
information  calculated in accordance  with the terms specified in the  transaction  agreements;  (C) are filed
with the Commission as required by its rules and  regulations;  and (D) agree with  investors' or the trustee's
records as to the total unpaid principal balance and number of mortgage loans serviced by the Servicer.
(B)     Amounts due to  investors  are  allocated  and remitted in  accordance  with  timeframes,  distribution
priority and other terms set forth in the transaction agreements.
(C)     Disbursements  made to an investor  are posted  within two  business  days to the  Servicer's  investor
records, or such other number of days specified in the transaction agreements.
(D)     Amounts  remitted to investors per the investor reports agree with cancelled  checks,  or other form of
payment, or custodial bank statements.
(viii)  Mortgage Loan administration.
(A)     Collateral or security on mortgage  loans is maintained  as required by the  transaction  agreements or
related mortgage loan documents.
(B)     Mortgage loan and related documents are safeguarded as required by the transaction agreements.
(C)     Any  additions,  removals  or  substitutions  to the asset  pool are made,  reviewed  and  approved  in
accordance with any conditions or requirements in the transaction agreements.
(D)     Payments on mortgage loans,  including any payoffs,  made in accordance with the related  mortgage loan
documents  are  posted to the  Servicer's  obligor  records  maintained  no more than two  business  days after
receipt,  or such other number of days  specified in the  transaction  agreements,  and allocated to principal,
interest or other items (e.g., escrow) in accordance with the related mortgage loan documents.
(E)     The Servicer's  records regarding the mortgage loans agree with the Servicer's  records with respect to
an obligor's unpaid principal balance.
(F)     Changes with respect to the terms or status of an obligor's  mortgage loans (e.g.,  loan  modifications
or re-agings)  are made,  reviewed and approved by  authorized  personnel in  accordance  with the  transaction
agreements and related mortgage loan documents.
(G)     Loss  mitigation or recovery  actions  (e.g.,  forbearance  plans,  modifications  and deeds in lieu of
foreclosure,  foreclosures  and  repossessions,  as  applicable)  are  initiated,  conducted  and  concluded in
accordance with the timeframes or other requirements established by the transaction agreements.
(H)     Records  documenting  collection efforts are maintained during the period a mortgage loan is delinquent
in accordance  with the  transaction  agreements.  Such records are maintained on at least a monthly basis,  or
such other period specified in the transaction  agreements,  and describe the entity's activities in monitoring
delinquent  mortgage loans  including,  for example,  phone calls,  letters and payment  rescheduling  plans in
cases where delinquency is deemed temporary (e.g., illness or unemployment).
(I)     Adjustments  to interest  rates or rates of return for mortgage  loans with variable rates are computed
based on the related mortgage loan documents.
(J)     Regarding  any  funds  held in trust  for an  obligor  (such as escrow  accounts):  (A) such  funds are
analyzed,  in accordance  with the  obligor's  mortgage loan  documents,  on at least an annual basis,  or such
other period  specified in the  transaction  agreements;  (B) interest on such funds is paid,  or credited,  to
obligors  in  accordance  with  applicable  mortgage  loan  documents  and state  laws;  and (C) such funds are
returned to the obligor  within 30 calendar  days of full  repayment  of the related  mortgage  loans,  or such
other number of days specified in the transaction agreements.
(K)     Payments  made on behalf of an obligor  (such as tax or insurance  payments)  are made on or before the
related  penalty or  expiration  dates,  as indicated on the  appropriate  bills or notices for such  payments,
provided  that such support has been  received by the Servicer at least 30 calendar  days prior to these dates,
or such other number of days specified in the transaction agreements.
(L)     Any late payment  penalties in connection  with any payment to be made on behalf of an obligor are paid
from the  Servicer's  funds and not charged to the obligor,  unless the late  payment was due to the  obligor's
error or omission.
(M)     Disbursements  made on behalf of an  obligor  are  posted  within two  business  days to the  obligor's
records maintained by the Servicer, or such other number of days specified in the transaction agreements.
(N)     Delinquencies,  charge-offs and  uncollectable  accounts are recognized and recorded in accordance with
the transaction agreements.
(O)     Any external  enhancement or other support,  identified in Item 1114(a)(1)  through (3) or Item 1115 of
Regulation AB, is maintained as set forth in the transaction agreements.

        18.    The  Agreement is hereby  amended  effective as of the date hereof by adding the  following  new
Exhibit N:
                                                   EXHIBIT N

                               SUMMARY OF APPLICABLE REGULATION AB REQUIREMENTS

NOTE:  This  Exhibit  N is  provided  for  convenience  of  reference  only.  In the  event  of a  conflict  or
inconsistency  between the terms of this Exhibit N and the text of Regulation  AB, the text of  Regulation  AB,
its adopting release and other public statements of the SEC shall control.

Item 1105(a)(1)-(3) and (c)

        -Provide  static pool  information  with respect to mortgage loans that were originated or purchased by
the Company and which are of the same type as the Mortgage Loans.

        -Provide static pool information regarding  delinquencies,  cumulative losses and prepayments for prior
securitized pools of the Company.

        -If the Company has less than 3 years experience  securitizing  assets of the same type as the Mortgage
Loans,  provide  the static pool  information  by vintage  origination  years  regarding  loans  originated  or
purchased  by the  Company,  instead  of by prior  securitized  pool.  A vintage  origination  year  represents
mortgage loans originated during the same year.

        -Such  static pool  information  shall be for the prior five  years,  or for so long as the Company has
been originating or purchasing (in the case of data by vintage  origination  year) or securitizing (in the case
of data by prior securitized pools) such mortgage loans if for less than five years.

        -The  static  pool  information  for each  vintage  origination  year or  prior  securitized  pool,  as
applicable,  shall be  presented in monthly  increments  over the life of the  mortgage  loans  included in the
vintage origination year or prior securitized pool.

        -Provide  summary  information  for the  original  characteristics  of the prior  securitized  pools or
vintage  origination  years,  as  applicable  and  material,  including:  number of pool assets,  original pool
balance,  weighted average initial loan balance,  weighted average mortgage rate,  weighted average and minimum
and maximum FICO,  product type, loan purpose,  weighted  average and minimum and maximum LTV,  distribution of
loans by mortgage rate, and geographic concentrations of 5% or more.


Item 1108(b) and (c)

        Provide the following  information with respect to each servicer that will service,  including  interim
service,  20% or more of the mortgage loans in any loan group in the securitization  issued in the Pass-Through
Transfer:

        -a description of the Company's form of organization;

        -a  description  of how long the Company  has been  servicing  residential  mortgage  loans;  a general
discussion of the Company's  experience in servicing  assets of any type as well as a more detailed  discussion
of the  Company's  experience  in,  and  procedures  for the  servicing  function  it will  perform  under this
Agreement and any  Reconstitution  Agreements;  information  regarding the size,  composition and growth of the
Company's  portfolio of mortgage  loans of the type similar to the Mortgage  Loans and  information  on factors
related to the Company  that may be material to any  analysis of the  servicing  of the  Mortgage  Loans or the
related  asset-backed  securities,   as  applicable,   including  whether  any  default  or  servicing  related
performance  trigger  has  occurred  as to any other  securitization  due to any act or  failure  to act of the
Company,  whether any material  noncompliance with applicable servicing criteria as to any other securitization
has been disclosed or reported by the Company, and the extent of outsourcing the Company uses;

        -a  description  of any material  changes to the  Company's  policies or  procedures  in the  servicing
function it will perform  under this  Agreement and any  Reconstitution  Agreements  for mortgage  loans of the
type similar to the Mortgage Loans during the past three years;

        -information  regarding the Company's  financial  condition to the extent that there is a material risk
that the effect on one or more  aspects of  servicing  resulting  from such  financial  condition  could have a
material impact on the performance of the securities  issued in the Pass-Through  Transfer,  or on servicing of
mortgage loans of the same asset type as the Mortgage Loans;

        -any special or unique factors  involved in servicing loans of the same type as the Mortgage Loans, and
the Company's processes and procedures designed to address such factors;

        -statistical  information regarding principal and interest advances made by the Company on the Mortgage
Loans and the Company's overall servicing portfolio for the past three years; and

        -the  Company's  process for handling  delinquencies,  losses,  bankruptcies  and  recoveries,  such as
through liquidation of REO Properties, foreclosure, sale of the Mortgage Loans or workouts.

Item 1110(a)

        -Identify  any  originator  or group of  affiliated  originators  that  originated,  or is  expected to
originate,  10% or  more  of the  mortgage  loans  in any  loan  group  in  the  securitization  issued  in the
Pass-Through Transfer.


Item 1110(b)

        Provide the following  information  with respect to any  originator or group of affiliated  originators
that  originated,  or is  expected to  originate,  20% or more of the  mortgage  loans in any loan group in the
securitization issued in the Pass-Through Transfer:

        -the Company's form of organization; and

        -a  description  of the  Company's  origination  program and how long the  Company has been  engaged in
originating  residential  mortgage  loans,  which  description  must  include  a  discussion  of the  Company's
experience in originating  mortgage loans of the same type as the Mortgage Loans and information  regarding the
size and composition of the Company's  origination  portfolio as well as information that may be material to an
analysis of the  performance  of the Mortgage  Loans,  such as the Company's  credit-granting  or  underwriting
criteria for mortgage loans of the same type as the Mortgage Loans.


Item 1117

        -describe any legal proceedings  pending against the Company or against any of its property,  including
any proceedings  known to be contemplated by governmental  authorities,  that may be material to the holders of
the securities issued in the Pass-Through Transfer.


Item 1119(a)

        -describe  any  affiliations  of the Company,  each other  originator  of the  Mortgage  Loans and each
Subservicer with the sponsor,  depositor,  issuing entity,  trustee,  any originator,  any other servicer,  any
significant  obligor,   enhancement  or  support  provider  or  any  other  material  parties  related  to  the
Pass-Through Transfer.


Item 1119(b)

        -describe any business relationship,  agreement, arrangement, transaction or understanding entered into
outside  of the  ordinary  course  of  business  or on terms  other  than  those  obtained  in an arm's  length
transaction with an unrelated third party,  apart from the  Pass-Through  Transfer,  between the Company,  each
other originator of the Mortgage Loans and each Subservicer,  or their respective affiliates,  and the sponsor,
depositor or issuing entity or their  respective  affiliates,  that exists  currently or has existed during the
past two years,  that may be material to the  understanding  of an  investor  in the  securities  issued in the
Pass-Through Transfer.

Item 1119(c)

        -describe any business relationship,  agreement, arrangement, transaction or understanding involving or
relating to the Mortgage  Loans or the  Pass-Through  Transfer,  including the material  terms and  approximate
dollar  amount  involved,  between  the  Company,  each  other  originator  of  the  Mortgage  Loans  and  each
Subservicer,  or their respective  affiliates and the sponsor,  depositor or issuing entity or their respective
affiliates, that exists currently or has existed during the past two years.

        19.    The  Agreement is hereby  amended  effective as of the date hereof by adding the  following  new
Exhibit O:

                                                   EXHIBIT O

                        SERVICING CRITERIA TO BE ADDRESSED IN ASSESSMENT OF COMPLIANCE

        The assessment of compliance to be delivered by [the Company] [Name of Subservicer]  shall address,  at
a minimum, the criteria identified as below as "Applicable Servicing Criteria":

----------------------------------------------------------------------------- ------------------
                                                                                 Applicable
                                                                                  Servicing
                             Servicing Criteria                                   Criteria
----------------------------------------------------------------------------- ------------------
    Reference                               Criteria
------------------- --------------------------------------------------------- ------------------
                                General Servicing Considerations
-------------------                                                           ------------------
1122(d)(1)(i)       Policies and procedures are instituted to monitor any
                    performance or other triggers and events of default in
                    accordance with the transaction agreements.
-------------------                                                           ------------------
1122(d)(1)(ii)      If any material servicing activities are outsourced to
                    third parties, policies and procedures are instituted
                    to monitor the third party's performance and compliance
                    with such servicing activities.
-------------------                                                           ------------------
1122(d)(1)(iii)     Any requirements in the transaction agreements to
                    maintain a back-up servicer for the mortgage loans are
                    maintained.
-------------------                                                           ------------------
1122(d)(1)(iv)      A fidelity bond and errors and omissions policy is in
                    effect on the party participating in the servicing
                    function throughout the reporting period in the amount
                    of coverage required by and otherwise in accordance
                    with the terms of the transaction agreements.
-------------------                                                           ------------------
                               Cash Collection and Administration
-------------------                                                           ------------------
1122(d)(2)(i)       Payments on mortgage loans are deposited into the
                    appropriate custodial bank accounts and related bank
                    clearing accounts no more than two business days
                    following receipt, or such other number of days
                    specified in the transaction agreements.
-------------------                                                           ------------------
1122(d)(2)(ii)      Disbursements made via wire transfer on behalf of an
                    obligor or to an investor are made only by authorized
                    personnel.
-------------------                                                           ------------------
1122(d)(2)(iii)     Advances of funds or guarantees regarding collections,
                    cash flows or distributions, and any interest or other
                    fees charged for such advances, are made, reviewed and
                    approved as specified in the transaction agreements.
-------------------                                                           ------------------
                    The related accounts for the transaction, such as cash
                    reserve accounts or accounts established as a form of
                    overcollateralization, are separately maintained (e.g.,
                    with respect to commingling of cash) as set forth in
1122(d)(2)(iv)      the transaction agreements.
-------------------                                                           ------------------
1122(d)(2)(v)       Each custodial account is maintained at a federally
                    insured depository institution as set forth in the
                    transaction agreements. For purposes of this criterion,
                    "federally insured depository institution" with respect
                    to a foreign financial institution means a foreign
                    financial institution that meets the requirements of
                    Rule 13k-1(b)(1) of the Securities Exchange Act.
-------------------                                                           ------------------
1122(d)(2)(vi)      Unissued checks are safeguarded so as to prevent
                    unauthorized access.
-------------------                                                           ------------------
1122(d)(2)(vii)      Reconciliations are prepared on a monthly basis for
                    all asset-backed securities related bank accounts,
                    including custodial accounts and related bank clearing
                    accounts. These reconciliations are (A) mathematically
                    accurate; (B) prepared within 30 calendar days after
                    the bank statement cutoff date, or such other number of
                    days specified in the transaction agreements; (C)
                    reviewed and approved by someone other than the person
                    who prepared the reconciliation; and (D) contain
                    explanations for reconciling items. These reconciling
                    items are resolved within 90 calendar days of their
                    original identification, or such other number of days
                    specified in the transaction agreements.
-------------------                                                           ------------------
                               Investor Remittances and Reporting
-------------------                                                           ------------------
1122(d)(3)(i)       Reports to investors, including those to be filed with
                    the Commission, are maintained in accordance with the
                    transaction agreements and applicable Commission
                    requirements. Specifically, such reports (A) are
                    prepared in accordance with timeframes and other terms
                    set forth in the transaction agreements; (B) provide
                    information calculated in accordance with the terms
                    specified in the transaction agreements; (C) are filed
                    with the Commission as required by its rules and
                    regulations; and (D) agree with investors' or the
                    trustee's records as to the total unpaid principal
                    balance and number of mortgage loans serviced by the
                    Servicer.
-------------------                                                           ------------------
1122(d)(3)(ii)      Amounts due to investors are allocated and remitted in
                    accordance with timeframes, distribution priority and
                    other terms set forth in the transaction agreements.
-------------------                                                           ------------------
                    Disbursements made to an investor are posted within two
                    business days to the Servicer's investor records, or
                    such other number of days specified in the transaction
1122(d)(3)(iii)     agreements.
-------------------                                                           ------------------
                    Amounts remitted to investors per the investor reports
                    agree with cancelled checks, or other form of payment,
1122(d)(3)(iv)      or custodial bank statements.
-------------------                                                           ------------------
                                   Pool Asset Administration
-------------------                                                           ------------------
1122(d)(4)(i)        Collateral or security on mortgage loans is maintained
                    as required by the transaction agreements or related
                    mortgage loan documents.
-------------------                                                           ------------------
                    Mortgage loan and related documents are safeguarded as
1122(d)(4)(ii)      required by the transaction agreements
-------------------                                                           ------------------
1122(d)(4)(iii)     Any additions, removals or substitutions to the asset
                    pool are made, reviewed and approved in accordance with
                    any conditions or requirements in the transaction
                    agreements.
-------------------                                                           ------------------
1122(d)(4)(iv)      Payments on mortgage loans, including any payoffs, made
                    in accordance with the related mortgage loan documents
                    are posted to the Servicer's obligor records maintained
                    no more than two business days after receipt, or such
                    other number of days specified in the transaction
                    agreements, and allocated to principal, interest or
                    other items (e.g., escrow) in accordance with the
                    related mortgage loan documents.
-------------------                                                           ------------------
1122(d)(4)(v)       The Servicer's records regarding the mortgage loans
                    agree with the Servicer's records with respect to an
                    obligor's unpaid principal balance.
-------------------                                                           ------------------
1122(d)(4)(vi)      Changes with respect to the terms or status of an
                    obligor's mortgage loans (e.g., loan modifications or
                    re-agings) are made, reviewed and approved by
                    authorized personnel in accordance with the transaction
                    agreements and related pool asset documents.
-------------------                                                           ------------------
1122(d)(4)(vii)     Loss mitigation or recovery actions (e.g., forbearance
                    plans, modifications and deeds in lieu of foreclosure,
                    foreclosures and repossessions, as applicable) are
                    initiated, conducted and concluded in accordance with
                    the timeframes or other requirements established by the
                    transaction agreements.
-------------------                                                           ------------------
1122(d)(4)(viii)    Records documenting collection efforts are maintained
                    during the period a mortgage loan is delinquent in
                    accordance with the transaction agreements. Such
                    records are maintained on at least a monthly basis, or
                    such other period specified in the transaction
                    agreements, and describe the entity's activities in
                    monitoring delinquent mortgage loans including, for
                    example, phone calls, letters and payment rescheduling
                    plans in cases where delinquency is deemed temporary
                    (e.g., illness or unemployment).
-------------------                                                           ------------------
1122(d)(4)(ix)      Adjustments to interest rates or rates of return for
                    mortgage loans with variable rates are computed based
                    on the related mortgage loan documents.
-------------------                                                           ------------------
1122(d)(4)(x)       Regarding any funds held in trust for an obligor (such
                    as escrow accounts): (A) such funds are analyzed, in
                    accordance with the obligor's mortgage loan documents,
                    on at least an annual basis, or such other period
                    specified in the transaction agreements; (B) interest
                    on such funds is paid, or credited, to obligors in
                    accordance with applicable mortgage loan documents and
                    state laws; and (C) such funds are returned to the
                    obligor within 30 calendar days of full repayment of
                    the related mortgage loans, or such other number of
                    days specified in the transaction agreements.
-------------------                                                           ------------------
1122(d)(4)(xi)      Payments made on behalf of an obligor (such as tax or
                    insurance payments) are made on or before the related
                    penalty or expiration dates, as indicated on the
                    appropriate bills or notices for such payments,
                    provided that such support has been received by the
                    servicer at least 30 calendar days prior to these
                    dates, or such other number of days specified in the
                    transaction agreements.
-------------------                                                           ------------------
1122(d)(4)(xii)     Any late payment penalties in connection with any
                    payment to be made on behalf of an obligor are paid
                    from the servicer's funds and not charged to the
                    obligor, unless the late payment was due to the
                    obligor's error or omission.
-------------------                                                           ------------------
                    Disbursements made on behalf of an obligor are posted
                    within two business days to the obligor's records
                    maintained by the servicer, or such other number of
1122(d)(4)(xiii)    days specified in the transaction agreements.
-------------------                                                           ------------------
1122(d)(4)(xiv)      Delinquencies, charge-offs and uncollectible accounts
                    are recognized and recorded in accordance with the
                    transaction agreements.
-------------------                                                           ------------------
                    Any external enhancement or other support, identified
                    in Item 1114(a)(1) through (3) or Item 1115 of
                    Regulation AB, is maintained as set forth in the
1122(d)(4)(xv)      transaction agreements.
-------------------                                                           ------------------
                    ---------------------------------------------------------

------------------- --------------------------------------------------------- ------------------



                                            [NAME OF COMPANY] [NAME OF SUBSERVICER]


                                            Date:  _________________________



                                            By:    _________________________
                                            Name:
                                            Title:

        20.    Except as  amended  above,  the  Agreement  shall  continue  to be in full  force and  effect in
accordance with its terms.

        21.    This  Amendment  may be executed by one or more of the parties  hereto on any number of separate
counterparts  and of said  counterparts  taken  together  shall  be  deemed  to  constitute  one  and the  same
instrument.

                                           [SIGNATURE PAGES FOLLOW]





        IN WITNESS  WHEREOF,  the  following  parties  have  caused  their  names to be signed  hereto by their
respective officers thereunto duly authorized as of the day and year first above written.
                                                   EMC MORTGAGE CORPORATION,
                                                          as Purchaser

                                                   By: _______________________
                                                   Name:
                                                   Title:


                                                   FIRST HORIZON HOME LOAN CORPORATION
                                                          Seller

                                                   By: _______________________
                                                   Name:
                                                   Title:

                                                   FIRST TENNESSEE MORTGAGE SERVICES, INC.
                                                          Servicer

                                                   By: _______________________
                                                   Name:
                                                   Title:




                                                                                                    EXHIBIT H-7




                                           EMC MORTGAGE CORPORATION
                                                     Owner



                                           GMAC MORTGAGE CORPORATION
                                                   Servicer




                                              SERVICING AGREEMENT

                                            Dated as of May 1, 2001















EXHIBITS


Exhibit A      Mortgage Loan Schedule

Exhibit B      Custodial Account Letter Agreement

Exhibit C      Escrow Account Letter Agreement

Exhibit D      Form of Request for Release

Exhibit E      Loan Level Scheduled-Scheduled Remittance Tape Layout






                                                    Page 33





        THIS  IS A  SERVICING  AGREEMENT,  dated  as of May 1,  2001,  and is  executed  between  EMC  Mortgage
Corporation (the "Owner") and GMAC Mortgage Corporation (the "Servicer").


                                             W I T N E S S E T H :


        WHEREAS, the Owner is the owner of the Mortgage Loans;

        WHEREAS, the Owner and the Servicer wish to prescribe the permanent  management,  servicing and control
of the Mortgage Loans;

        NOW,  THEREFORE,  in consideration of the mutual  agreements  hereinafter set forth, and for other good
and  valuable  consideration,  the receipt  and  adequacy  of which is hereby  acknowledged,  the Owner and the
Servicer agree as follows:


                                                   ARTICLE I
                                                  DEFINITIONS
               Section 1.01 Defined Terms
               Whenever used in this Agreement,  the following words and phrases,  unless the context otherwise
requires, shall have the following meaning specified in this Article:

               Accepted  Servicing  Practices:  With respect to any Mortgage  Loan,  those  mortgage  servicing
practices (including collection procedures) that are in accordance with the Fannie Mae Guide.

               Adjustment  Date: As to each ARM Loan, the date on which the Mortgage  Interest Rate is adjusted
in accordance with the terms of the related Mortgage Note.

               Agreement:  This  Servicing  Agreement  including  all exhibits  hereto,  amendments  hereof and
supplements hereto.

               ARM Loans: First lien,  conventional,  1-4 family residential Mortgage Loans with interest rates
which adjust from time to time in  accordance  with the related Index and are subject to Periodic Rate Caps and
Lifetime Rate Caps and which do not permit conversion to fixed interest rates.

               BIF:  The Bank Insurance Fund, or any successor thereto.

               Business  Day:  Any day other than (i) a  Saturday  or  Sunday,  or (ii) a legal  holiday in the
States of New York, Iowa or the  Commonwealth of  Pennsylvania,  or (iii) a day on which banks in the States of
New York, Iowa or Pennsylvania are authorized or obligated by law or executive order to be closed.

               Code:  The  Internal  Revenue  Code of 1986,  as it may be  amended  from  time to time,  or any
successor statute thereto, and applicable U.S. Department of the Treasury regulations issued pursuant thereto.

               Condemnation  Proceeds:  All awards or settlements in respect of a Mortgaged  Property,  whether
permanent or temporary,  partial or entire, by exercise of the power of eminent domain or condemnation,  to the
extent not required to be released to a Mortgagor in  accordance  with the terms of the related  Mortgage  Loan
Documents.

               Custodial  Account:  The separate demand account or accounts created and maintained  pursuant to
Section 4.04 which shall be entitled "GMAC Mortgage Corporation  Custodial Account in trust for [Owner],  Owner
of Whole Loan Mortgages and various  Mortgagors"  and shall be established at a Qualified  Depository,  each of
which accounts shall in no event contain funds in excess of the FDIC insurance limits.

               Custodian:  Wells Fargo Bank Minnesota, N.A., or such other custodian as Owner shall designate.

               Cut-off Date:  As identified on the related Confirmation.

               Determination  Date:  The 15th day (or if such 15th day is not a Business  Day, the Business Day
immediately preceding such 15th day) of the month of the Remittance Date.

               Due Date:  Each day on which  payments of  principal  and  interest  are  required to be paid in
accordance with the terms of the related Mortgage Note, exclusive of any days of grace.

               Due Period:  With respect to any  Remittance  Date,  the period  commencing on the second day of
the  month  preceding  the  month of such  Remittance  Date and  ending  on the  first  day of the month of the
Remittance Date.

               Effective Date:  As identified on the related Confirmation.

               Escrow  Account:  The separate  trust  account or accounts  created and  maintained  pursuant to
Section 4.06 which shall be entitled "GMAC Mortgage  Corporation  Escrow Account,  in trust for [Owner],  Owner
of Whole Loan Mortgages and various  Mortgagors"  and shall be established at a Qualified  Depository,  each of
which accounts shall in no event contain funds in excess of the FDIC insurance limits.

               Escrow  Payments:  With respect to any Mortgage  Loan,  the amounts  constituting  ground rents,
taxes,  assessments,  water rates, sewer rents, municipal charges, mortgage insurance premiums, fire and hazard
insurance premiums,  condominium  charges, and any other payments required to be escrowed by the Mortgagor with
the mortgagee pursuant to the Mortgage or any other document.

               Event of Default:   Any one of the conditions or circumstances enumerated in Section 9.01.

               Fannie Mae:  Fannie Mae, or any successor thereto.

               Fannie  Mae  Guide:  The Fannie Mae  Selling  Guide and the Fannie Mae  Servicing  Guide and all
amendments or additions thereto.

               FDIC:   The Federal Deposit Insurance Corporation, or any successor thereto.

               Fidelity Bond:  A fidelity bond to be maintained by the Servicer pursuant to Section 4.12.

               FIRREA: The Financial  Institutions  Reform,  Recovery,  and Enforcement Act of 1989, as amended
from time to time.

               Freddie Mac:   Freddie Mac, or any successor thereto.

               Freddie Mac Guide:  The Freddie Mac Selling  Guide and the Freddie Mac  Servicing  Guide and all
amendments or additions thereto.

               Full Principal  Prepayment:  A Principal  Prepayment made by a Mortgagor of the entire principal
balance of a Mortgage Loan.

               GAAP:  Generally accepted accounting procedures, consistently applied.

               HUD:   The United States Department of Housing and Urban Development or any successor.

               Index:  With  respect  to each ARM Loan,  on the  related  Adjustment  Date,  the index  used to
determine the Mortgage Interest Rate on each such ARM Loan.

               Insurance  Proceeds:  With  respect  to each  Mortgage  Loan,  proceeds  of  insurance  policies
insuring the Mortgage Loan or the related Mortgaged Property.

               Lifetime Rate Cap: With respect to each ARM Loan,  the maximum  Mortgage  Interest Rate over the
term of such Mortgage Loan, as specified in the related Mortgage Note.

               Liquidation  Proceeds:  Cash  received  in  connection  with  the  liquidation  of  a  defaulted
Mortgage Loan, whether through the sale or assignment of such Mortgage Loan,  trustee's sale,  foreclosure sale
or otherwise,  other than amounts  received  following the  acquisition of an REO Property  pursuant to Section
4.13.

               Margin:  With respect to each ARM Loan,  the fixed  percentage  amount set forth in each related
Mortgage Note which is added to the Index in order to determine the related Mortgage Interest Rate.

               Monthly  Advance:  The  aggregate of the advances  made by the Servicer on any  Remittance  Date
pursuant to Section 5.03.

               Monthly  Payment:  With  respect  to each  Mortgage  Loan,  the  scheduled  monthly  payment  of
principal and interest thereon which is payable by the related Mortgagor under the related Mortgage Note.

               Mortgage:  The  mortgage,  deed of trust or other  instrument  securing  a  Mortgage  Note which
creates a first lien on an unsubordinated estate in fee simple in real property securing the Mortgage Note.

               Mortgage  Interest  Rate:  The annual rate at which  interest  accrues on any  Mortgage  Loan in
accordance  with the provisions of the related  Mortgage Note, and in the case of an ARM Loan, as adjusted from
time to time on each  Adjustment  Date for such  Mortgage  Loan to equal the Index for such  Mortgage Loan plus
the Margin for such  Mortgage  Loan,  and  subject to the  limitations  on such  interest  rate  imposed by the
Periodic Rate Cap and the Lifetime Rate Cap.

               Mortgage Loan: An individual  Mortgage Loan described herein,  and as further  identified on the
Mortgage Loan  Schedule,  which Mortgage Loan includes  without  limitation  the Mortgage Loan  Documents,  the
Monthly Payments, Principal Prepayments,  Liquidation Proceeds,  Condemnation Proceeds, Insurance Proceeds, REO
Disposition Proceeds,  and all other rights,  benefits,  proceeds and obligations arising from or in connection
with such Mortgage Loan.

               Mortgage Loan Documents:  The original mortgage loan legal documents held by the Custodian.

               Mortgage  Loan  Remittance  Rate:  With  respect  to each  Mortgage  Loan,  the  annual  rate of
interest  remitted  to the  Owner,  which  shall be equal to the  related  Mortgage  Interest  Rate  minus  the
Servicing Fee Rate.

                Mortgage  Loan  Schedule:  The schedule of Mortgage  Loans  attached  hereto as Exhibit A, such
schedule being acceptable to the Owner and the Servicer.

               Mortgage  Note:  The note or other  evidence of the  indebtedness  of a  Mortgagor  secured by a
Mortgage.

               Mortgaged  Property:  The  underlying  real  property  securing  repayment  of a Mortgage  Note,
consisting  of a single  parcel of real  estate  considered  to be real  estate  under the laws of the State in
which such real  property  is located,  which may include  condominium  units and  planned  unit  developments,
improved by a residential dwelling.

               Mortgagor:  The obligor on a Mortgage  Note.  The  Mortgagor is a natural  person who is a party
to the Mortgage Note and Mortgage in an individual capacity.

               Nonrecoverable  Advance:  Any advance  previously made by the Servicer  pursuant to Section 5.03
or any expenses  incurred  pursuant to Section 4.08 which, in the good faith judgment of the Servicer,  may not
be ultimately  recoverable by the Servicer from Liquidation  Proceeds.  The  determination by the Servicer that
is has  made a  Nonrecoverable  Advance,  shall  be  evidenced  by an  Officer's  Certificate  of the  Servicer
delivered to the Owner and detailing the reasons for such determination.

               OCC:  Office of the Comptroller of the Currency, its successors and assigns.

               Officers'  Certificate:  A certificate signed by the Chairman of the Board, the Vice Chairman of
the Board,  the President,  a Senior Vice President or a Vice President or by the Treasurer or the Secretary or
one of the  Assistant  Treasurers  or Assistant  Secretaries  of the  Servicer,  and  delivered to the Owner as
required by this Agreement.

               Opinion  of  Counsel:  A written  opinion of  counsel,  who may be an  employee  of the party on
behalf of whom the opinion is being given, reasonably acceptable to the Owner.

               OTS:  Office of Thrift Supervision, its successors and assigns.

               Owner:  EMC Mortgage Corporation, its successors in interest and assigns.

               Partial  Principal  Prepayment:  A Principal  Prepayment  by a Mortgagor of a partial  principal
balance of a Mortgage Loan.

               Pass-Through  Transfer:  The sale or transfer of same or all of the Mortgage Loans to a trust as
part of a publicly issued or privately placed, rated or unrated Mortgage pass-through transaction.

               Periodic  Rate Cap:  With  respect to each ARM Loan,  the  maximum  increase  or decrease in the
Mortgage Interest Rate on any Adjustment Date.

               Permitted Investments:  Any one or more of the following obligations or securities:

               (i)    direct  obligations of, and obligations  fully guaranteed by the United States of America
               or any agency or  instrumentality  of the United States of America the  obligations of which are
               backed by the full faith and credit of the United States of America;  provided that  obligations
               of Freddie Mac or Fannie Mae shall be Permitted  Investments only if, at the time of investment,
               they are  rated  in one of the two  highest  rating  categories  by  Standard  &  Poor's  Rating
               Services,  a division of The McGraw-Hill  Companies Inc.,  Moody's Investors  Service,  Inc. and
               Fitch IBCA Inc.;

               (ii)   (a)  demand  or time  deposits,  federal  funds or  bankers'  acceptances  issued  by any
               depository  institution  or trust  company  incorporated  under the laws of the United States of
               America or any state thereof and subject to supervision  and examination by federal and/or state
               banking  authorities,  provided that the commercial  paper and/or the short-term  deposit rating
               and/or the long-term  unsecured debt  obligations or deposits of such depository  institution or
               trust  company at the time of such  investment  or  contractual  commitment  providing  for such
               investment  are rated in one of the two highest  rating  categories  by Standard & Poor's Rating
               Services,  a division of The McGraw-Hill  Companies Inc.,  Moody's Investors  Service,  Inc. and
               Fitch IBCA Inc.  and (b) any other  demand or time  deposit or  certificate  of deposit  that is
               fully insured by the Federal Deposit Insurance Corporation;

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

               (iv)   securities   bearing   interest  or  sold  at  a  discount   issued  by  any  corporation
               incorporated  under the laws of the United States of America or any state thereof that are rated
               in one of the two highest rating categories by Standard & Poor's Rating Services,  a division of
               The McGraw-Hill  Companies Inc., Moody's Investors Service, Inc. and Fitch IBCA Inc. at the time
               of such investment or contractual commitment providing for such investment;  provided,  however,
               that securities  issued by any particular  corporation will not be Permitted  Investments to the
               extent that investments  therein will cause the then outstanding  principal amount of securities
               issued by such  corporation  and held as Permitted  Investments  to exceed 10% of the  aggregate
               outstanding principal balances and amounts of all the Permitted Investments;

               (v)    commercial  paper   (including  both   non-interest-bearing   discount   obligations  and
               interest-bearing  obligations  payable on demand or on a  specified  date not more than one year
               after the date of issuance  thereof) which are rated in one of the two highest rating categories
               by Standard & Poor's Rating  Services,  a division of The McGraw-Hill  Companies  Inc.,  Moody's
               Investors Service, Inc. and Fitch IBCA Inc. at the time of such investment;

               (vi)   any other  demand,  money market or time deposit,  obligation,  security or investment as
               may be acceptable to each of Standard & Poor's Rating  Services,  a division of The  McGraw-Hill
               Companies, Inc., Moody's Investors Service, Inc. and Fitch IBCA Inc.;

(x)     any money market funds the collateral of which consists of obligations  fully  guaranteed by the United
               States of  America  or any  agency or  instrumentality  of the  United  States  of  America  the
               obligations  of which are backed by the full  faith and  credit of the United  States of America
               (which may include  repurchase  obligations  secured by collateral  described in clause (i)) and
               other  securities  and which  money  market  funds are  rated in one of the two  highest  rating
               categories by Standard & Poor's Rating Services,  a division of The McGraw-Hill  Companies Inc.,
               Moody's Investors Service, Inc. and Fitch IBCA Inc.; and

               (viii) GMAC Variable Denomination  Adjustable Rate Demand Notes constituting  unsecured,  senior
               debt  obligations of General Motors  Acceptance  Corporation as outlined in the prospectus dated
               June 17, 1998 and rated by Moody's in its  highest  short-term  rating  category  available  and
               rated at least D-1 by Fitch;


provided,  however,  that no  instrument  or security  shall be a Permitted  Investment  if such  instrument or
security  evidences a right to receive only interest  payments with respect to the obligations  underlying such
instrument  or if such  security  provides for payment of both  principal and interest with a yield to maturity
in excess of 120% of the yield to maturity at par.

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

               Prepayment  Interest  Shortfall:  The sum of the differences  between interest actually received
in a Due  Period  as a result  of a full or  partial  prepayment  or other  unscheduled  receipt  of  principal
(including as a result of a  liquidation)  on each Mortgage Loan as to which such a payment is received and the
interest  portion of the Monthly  Payment of such Mortgage Loan scheduled to be due at the applicable  Mortgage
Loan Remittance  Rate;  provided,  however,  Prepayment  Interest  Shortfalls  shall not include Full Principal
Prepayments  received  on or  before  the 15th day of the month in which a  Remittance  Date  occurs  which are
remitted by the Servicer to the Owner on such Remittance Date.

               Primary  Mortgage  Insurance  Policy:  Each  primary  policy  of  mortgage  insurance,   or  any
replacement policy therefor obtained by the Servicer pursuant to Section 4.08.

               Prime Rate: The prime rate of U.S. money center banks as published from time to time in
The Wall Street Journal.

               Principal  Prepayment:  Any payment or other recovery of principal on a Mortgage  Loan,  full or
partial,  which is received in advance of its scheduled Due Date,  including any prepayment  penalty or premium
thereon and which is not accompanied by an amount of interest  representing  scheduled interest due on any date
or dates in any month or months subsequent to the month of prepayment.

               Qualified  Appraiser:  An  appraiser,  duly  appointed  by the  Servicer,  who had no  interest,
direct  or  indirect  in the  Mortgaged  Property  or in any  loan  made on the  security  thereof,  and  whose
compensation  is not affected by the approval or  disapproval  of the Mortgage  Loan,  which  appraiser and the
appraisal  made by such  appraiser  both  satisfy the  requirements  of Title XI of FIRREA and the  regulations
promulgated thereunder, all as in effect on the date the Mortgage Loan was originated.

               Qualified  Depository:  (a) The  Custodian  or (b) a  depository,  the  accounts  of  which  are
insured by the FDIC  through  the BIF or the SAIF and the short  term debt  ratings  and the long term  deposit
ratings of which are rated in one of the two highest rating  categories by Standard & Poor's Ratings  Services,
a division of The McGraw-Hill Companies Inc., Moody's Investors Service, Inc., Fitch IBCA Duff & Phelps.

               Qualified  Insurer:  An insurance  company  duly  qualified as such under the laws of the states
in which the Mortgaged  Properties  are located,  duly  authorized  and licensed in such states to transact the
applicable  insurance  business and to write the insurance  provided,  approved as an insurer by Fannie Mae and
Freddie Mac.

               REMIC: A "real estate  mortgage  investment  conduit"  within the meaning of Section 860D of the
Code.

               REMIC  Provisions:  The  provisions  of the Federal  income tax law  relating to a REMIC,  which
appear at  Section  860A  through  860G of  Subchapter  M of Chapter 1,  Subtitle  A of the Code,  and  related
provisions,  and regulations,  rulings or  pronouncements  promulgated  thereunder,  as the foregoing may be in
effect from time to time.

               Remittance  Date:  The 18th day of any  month,  or if such 18th day is not a Business  Day,  the
first Business Day immediately preceding such 18th day.

               REO Disposition:   The final sale by the Servicer of any REO Property.

               REO  Disposition  Proceeds:  Amounts  received by the Servicer in connection  with a related REO
Disposition.

               REO  Property:  A  Mortgaged  Property  acquired  by the  Servicer  on  behalf  of the  Owner as
described in Section 4.13.

               SAIF:   The Savings Association Insurance Fund, or any successor thereto.

               Servicer:  GMAC  Mortgage  Corporation,  or any of its  successors  in interest or any successor
under this Agreement appointed as herein provided.

               Servicing  Advances:  All  customary,  reasonable  and  necessary  "out  of  pocket"  costs  and
expenses (including reasonable  attorneys' fees and disbursements)  incurred prior to, on and subsequent to the
Effective  Date in the  performance  by the Servicer of its  servicing  obligations  relating to each  Mortgage
Loan,  including,  but not limited to, the cost of (a) the  preservation,  restoration  and  protection  of the
Mortgaged Property,  (b) any enforcement,  administrative or judicial proceedings,  or any legal work or advice
specifically   related  to  servicing  the  Mortgage  Loans,   including  but  not  limited  to,  foreclosures,
bankruptcies,  condemnations,  drug seizures,  elections,  foreclosures by subordinate or superior lienholders,
and other legal  actions  incidental to the servicing of the Mortgage  Loans  (provided  that such expenses are
reasonable  and that the  Servicer  specifies  the Mortgage  Loan(s) to which such  expenses  relate),  (c) the
management and liquidation of the Mortgaged  Property if the Mortgaged  Property is acquired in full or partial
satisfaction of the Mortgage, (d) taxes,  assessments,  water rates, sewer rates and other charges which are or
may become a lien upon the Mortgaged  Property,  and Primary  Mortgage  Insurance  Policy premiums and fire and
hazard insurance coverage and (e) compliance with the obligations under Section 4.08.

               Servicing  Fee:  With  respect  to each  Mortgage  Loan,  the amount of the annual fee the Owner
shall  pay to the  Servicer,  which  shall,  for a period of one full  month,  be equal to  one-twelfth  of the
product of (a) the applicable  Servicing Fee Rate and (b) the  outstanding  principal  balance of such Mortgage
Loan.  Such fee shall be  payable  monthly,  computed  on the basis of the same  principal  amount  and  period
respecting which any related  interest  payment on a Mortgage Loan is computed.  The obligation of the Owner to
pay the Servicing Fee is limited to, and the Servicing Fee is payable  solely from,  the interest  portion (not
including  recoveries of interest from Liquidation  Proceeds or otherwise) of such Monthly Payment collected by
the Servicer, or as otherwise provided under Section 4.05.

               Servicing Fee Rate:   The Servicing Fee Rate shall be a rate per annum equal to 0.25%.

               Servicing  File:  The  documents,  records and other items  pertaining to a particular  Mortgage
Loan, and any additional  documents  relating to such Mortgage Loan as are in, or as may from time to time come
into, the Servicer's possession.

               Servicing  Officer:   Any  officer  of  the  Servicer  involved  in,  or  responsible  for,  the
administration  and  servicing  of the  Mortgage  Loans  whose  name  appears on a list of  servicing  officers
furnished by the Servicer to the Owner upon request, as such list may from time to time be amended.

               Stated  Principal  Balance:  As to each Mortgage Loan as of any date of  determination,  (i) the
principal  balance of such  Mortgage  Loan after  giving  effect to payments of principal  due,  whether or not
received,  minus (ii) all  amounts  previously  distributed  to the Owner with  respect  to the  Mortgage  Loan
representing payments or recoveries of principal or advances in lieu thereof.

               Whole Loan  Transfer:  The sale or  transfer  of some or all of the  ownership  interest  in the
Mortgage  Loans by the Owner to one or more third parties in whole loan or  participation  format,  which third
party may be Fannie Mae or Freddie Mac.


                                                  ARTICLE II
                                         SERVICING OF MORTGAGE LOANS;
                                        POSSESSION OF SERVICING FILES;
                                              BOOKS AND RECORDS;
                                      DELIVERY OF MORTGAGE LOAN DOCUMENTS

               Section 2.01  Servicing of Mortgage Loans.

               From and after the  Effective  Date,  the  Servicer  does hereby  agree to service the  Mortgage
Loans,  but subject to the terms of this  Agreement.  The rights of the Owner to receive  payments with respect
to the Mortgage Loans shall be as set forth in this Agreement.

               Section 2.02 Maintenance of Servicing Files.

               The Servicer shall maintain a Servicing  File  consisting of all documents  necessary to service
the  Mortgage  Loans.  The  possession  of each  Servicing  File by the  Servicer  is for the sole  purpose  of
servicing  the Mortgage  Loan,  and such  retention and  possession by the Servicer is in a custodial  capacity
only. The Servicer  acknowledges  that the ownership of each Mortgage  Loan,  including the Note, the Mortgage,
all other Mortgage Loan Documents and all rights,  benefits,  proceeds and obligations  arising therefrom or in
connection  therewith,  has been vested in the Owner.  All rights arising out of the Mortgage Loans  including,
but not  limited  to,  all funds  received  on or in  connection  with the  Mortgage  Loans and all  records or
documents  with respect to the Mortgage  Loans  prepared by or which come into the  possession  of the Servicer
shall be  received  and held by the  Servicer in trust for the  exclusive  benefit of the Owner as the owner of
the related  Mortgage  Loans.  Any portion of the related  Servicing  Files  retained by the Servicer  shall be
appropriately  identified in the  Servicer's  computer  system to clearly  reflect the ownership of the related
Mortgage Loans by the Owner.  The Servicer  shall release its custody of the contents of the related  Servicing
Files only in  accordance  with  written  instructions  of the Owner,  except when such  release is required as
incidental to the Servicer's servicing of the Mortgage Loans, such written instructions shall not be required.

               Section 2.03  Books and Records.

               The Servicer shall be responsible for maintaining,  and shall maintain,  a complete set of books
and records for the Mortgage Loans which shall be  appropriately  identified in the Servicer's  computer system
to clearly  reflect the  ownership  of the  Mortgage  Loan by the Owner.  In  particular,  the  Servicer  shall
maintain in its  possession,  available for  inspection by the Owner,  or its designee and shall deliver to the
Owner upon demand,  evidence of compliance with all federal,  state and local laws, rules and regulations,  and
requirements  of Fannie Mae or Freddie Mac, as  applicable,  including but not limited to  documentation  as to
the method used in determining  the  applicability  of the  provisions of the Flood Disaster  Protection Act of
1973, as amended, to the Mortgaged  Property,  documentation  evidencing  insurance coverage and eligibility of
any  condominium  project for  approval by Fannie Mae and  periodic  inspection  reports as required by Section
4.13.  To the extent that  original  documents  are not  required for purposes of  realization  of  Liquidation
Proceeds or  Insurance  Proceeds,  documents  maintained  by the  Servicer  may be in the form of  microfilm or
microfiche  or such other  reliable  means of  recreating  original  documents,  including  but not limited to,
optical imagery techniques so long as the Servicer complies with the requirements of the Fannie Mae Guide.

               The Servicer  shall  maintain with respect to each  Mortgage  Loan and shall make  available for
inspection  by any Owner or its  designee  the  related  Servicing  File (or copies  thereof)  upon  reasonable
request  during the time the Owner  retains  ownership of a Mortgage Loan and  thereafter  in  accordance  with
applicable laws and regulations.

               Section 2.04.  Transfer of Mortgage Loans.

               The Servicer  shall keep at its  servicing  office  books and records in which,  subject to such
reasonable  regulations  as it may prescribe  from time to time,  the Servicer shall note transfers of Mortgage
Loans.  No  transfer  of a Mortgage  Loan may be made unless  such  transfer  is in  compliance  with the terms
hereof.  For the purposes of this Agreement,  the Servicer shall be under no obligation to deal with any person
with respect to this  Agreement or any Mortgage  Loan unless a notice of the transfer of such Mortgage Loan has
been  delivered to the Servicer in accordance  with this Section 2.04.  The Owner may,  subject to the terms of
this  Agreement,  sell and transfer one or more of the Mortgage  Loans in accordance  with  Sections  10.02 and
11.12,  provided,  however,  that the transferee will not be deemed to be an Owner  hereunder  binding upon the
Servicer  unless  such  transferee  shall  agree in writing to be bound by the terms of this  Agreement  and an
assignment  and  assumption of this  Agreement  reasonably  acceptable  to the  Servicer.  The Owner also shall
advise  the  Servicer  in writing of the  transfer.  Upon  receipt  of notice of the  permitted  transfer,  the
Servicer  shall mark its books and records to reflect the  ownership  of the Mortgage  Loans of such  assignee,
and shall release the previous  Owner from its  obligations  hereunder  with respect to the Mortgage Loans sold
or transferred.

               Section 2.05  Delivery of Mortgage Loan Documents.

               The  Servicer  shall  forward  to the  Custodian  on  behalf  of the  Owner  original  documents
evidencing  an  assumption,  modification,  consolidation  or extension  of any  Mortgage  Loan entered into in
accordance  with Section 4.01 or 6.01 promptly  after their  execution;  provided,  however,  that the Servicer
shall  provide the Custodian on behalf of the Owner with a certified  true copy of any such document  submitted
for  recordation  promptly  after its execution,  and shall provide the original of any document  submitted for
recordation or a copy of such document  certified by the appropriate  public  recording office to be a true and
complete copy of the original  within 180 days of its execution.  If delivery is not completed  within 180 days
solely due to delays in making  such  delivery  by reason of the fact that such  documents  shall not have been
returned by the  appropriate  recording  office,  the Servicer shall continue to use its best efforts to effect
delivery as soon as possible thereafter.

               From time to time the Servicer may have a need for Mortgage Loan Documents to be released by
the Custodian.  If the Servicer shall require any of the Mortgage Loan Documents, the Servicer shall notify
the Custodian in writing of such request in the form of the request for release attached hereto as Exhibit
D.  The Custodian shall deliver to the Servicer promptly, and in no event later than within five (5) Business
Days, any requested Mortgage Loan Document previously delivered to the Custodian, provided that such
documentation is promptly returned to the Custodian when the Servicer no longer requires possession of the
document, and provided that during the time that any such documentation is held by the Servicer, such
possession is in trust for the benefit of the Owner.


               Section 2.06  Quality Control Procedures.

               The Servicer must have an internal  quality control  program that verifies,  on a regular basis,
the existence and accuracy of the legal documents,  credit  documents,  property  appraisals,  and underwriting
decisions.  The program must be capable of  evaluating  and  monitoring  the overall  quality of its  servicing
activities.  The purpose of the program is to ensure that the Mortgage  Loans are serviced in  accordance  with
prudent  mortgage  banking  practices and  accounting  principles;  guard  against  dishonest,  fraudulent,  or
negligent acts; and guard against errors and omissions by officers, employees, or other authorized persons.

                                                  ARTICLE III

                                        REPRESENTATIONS AND WARRANTIES
                                                OF THE SERVICER

               The Servicer  represents,  warrants and covenants to the Owner that as of the Effective  Date or
as of such date specifically provided herein:

               (a)    The Servicer is a validly  existing  corporation  in good standing  under the laws of the
State of its  organization  and is qualified to transact  business in, is in good  standing  under the laws of,
and  possesses  all licenses  necessary  for the conduct of its business in, each state in which any  Mortgaged
Property is located or is otherwise  exempt or not required under  applicable law to effect such  qualification
or license and no demand for such  qualification  or license has been made upon the Servicer by any such state,
and in any event the  Servicer is in  compliance  with the laws of each such State to the extent  necessary  to
ensure the  enforceability  of each Mortgage Loan and the  servicing of the Mortgage  Loans in accordance  with
the terms of this Agreement;

               (b)    The Servicer has full power and authority to execute,  deliver and perform,  and to enter
into and consummate all  transactions  contemplated  by this Agreement and to conduct its business as presently
conducted,  has duly authorized the execution,  delivery and  performance of this Agreement,  has duly executed
and delivered this  Agreement,  and this  Agreement  constitutes a legal,  valid and binding  obligation of the
Servicer,  enforceable  against it in accordance  with its terms  subject to bankruptcy  laws and other similar
laws of general  application  affecting  rights of  creditors  and subject to the  application  of the rules of
equity, including those respecting the availability of specific performance;

               (c)    None  of  the  execution  and  delivery  of  this  Agreement,  the  consummation  of  the
transactions  contemplated  thereby  and  hereby,  or the  fulfillment  of or  compliance  with the  terms  and
conditions of this  Agreement  will conflict with any of the terms,  conditions or provisions of the Servicer's
articles of incorporation  or by-laws or materially  conflict with or result in a material breach of any of the
terms,  conditions or provisions of any legal  restriction or any agreement or instrument to which the Servicer
is now a party or by which it is bound, or constitute a default or result in an  acceleration  under any of the
foregoing,  or result in the material  violation of any law,  rule,  regulation,  order,  judgment or decree to
which the Servicer or its property is subject;

               (d)    There is no litigation  pending or, to the Seller's  knowledge,  threatened  with respect
to the Servicer which is reasonably  likely to have a material  adverse  effect on the  execution,  delivery or
enforceability  of this  Agreement,  or which is  reasonably  likely to have a material  adverse  effect on the
financial condition of the Servicer;

               (e)    No  consent,  approval,  authorization  or order of any court or  governmental  agency or
body is required for the execution,  delivery and  performance by the Servicer of or compliance by the Servicer
with this  Agreement  or the  consummation  of the  transactions  contemplated  by this  Agreement  except  for
consents, approvals, authorizations and orders which have been obtained;

               (f)    The collection and servicing practices used by the Servicer, with respect to each
Mortgage Note and Mortgage have been in all material respects legal.   With respect to escrow deposits and
payments that the Servicer collects, all such payments are in the possession of, or under the control of, the
Servicer, and there exist no deficiencies in connection therewith for which customary arrangements for
repayment thereof have not been made.  No escrow deposits or other charges or payments due under the Mortgage
Note have been capitalized under any Mortgage or the related Mortgage Note;


               (g)    The  Servicer is in good  standing to service  mortgage  loans for Fannie Mae and Freddie
Mac and no event has occurred which would make the Servicer unable to comply with  eligibility  requirements or
which would require notification to either Fannie Mae or Freddie Mac;

               (h)    No written  statement,  report or other document furnished or to be furnished pursuant to
the  Agreement  contains or will contain any  statement  that is or will be  inaccurate  or  misleading  in any
material  respect or omits to state a material  fact  required to be stated  therein or  necessary  to make the
information and statements therein not misleading;

               (i)    No fraud or  misrepresentation  of a material  fact with  respect to the  servicing  of a
Mortgage Loan has taken place on the part of the Servicer;

               (j)    At the time Servicer  commenced  servicing the Mortgage Loans,  either (i) each Mortgagor
was properly  notified with respect to  Servicer's  servicing of the related  Mortgage Loan in accordance  with
the Cranston  Gonzalez National  Affordable  Housing Act of 1990, as the same may be amended from time to time,
and the  regulations  provided  in  accordance  with the Real  Estate  Settlement  Procedures  Act or (ii) such
notification was not required;

               (k)    At the time  Servicer  commenced  servicing the Mortgage  Loans,  all  applicable  taxing
authorities and insurance  companies  (including  primary mortgage  insurance  policy insurers,  if applicable)
and/or  agents were  notified of the  transfer of the  servicing  of the  Mortgage  Loans to  Servicer,  or its
designee,   and  Servicer  currently  receives  all  related  notices,  tax  bills  and  insurance  statements.
Additionally,  any and all  costs,  fees and  expenses  associated  with  the  Servicer's  commencement  of the
servicing  of the  Mortgage  Loans,  including  the  costs  of  any  insurer  notifications,  the  transfer  or
implementation  of tax  service  contracts,  flood  certification  contracts,  and any and all other  servicing
transfer-related  costs and  expenses  have  been  paid for by the  Servicer  and  will,  in no  event,  be the
responsibility of the Owner; and

               (l)    The  collection  and servicing  practices with respect to each Mortgage Note and Mortgage
have been in all  material  respects  legal.  With respect to escrow  deposits  and payments  that the Servicer
collects,  all such payments are in the possession  of, or under the control of, the Servicer,  and there exist
no deficiencies in connection  therewith for which customary  arrangements for repayment  thereof have not been
made.  No escrow  deposits  or other  charges or payments  due under the  Mortgage  Note have been  capitalized
under any Mortgage or the related Mortgage Note.




                                                  ARTICLE IV
                                ADMINISTRATION AND SERVICING OF MORTGAGE LOANS
               Section 4.01   Servicer to Act as Servicer.
               The Servicer, as independent contract servicer,  shall service and administer the Mortgage Loans
in accordance  with this  Agreement and with Accepted  Servicing  Practices  (giving due  consideration  to the
Owner's  reliance on the Servicer),  and shall have full power and authority,  acting alone,  to do or cause to
be done any and all things in connection  with such  servicing and  administration  which the Servicer may deem
necessary or desirable and consistent  with the terms of this Agreement and with Accepted  Servicing  Practices
and shall  exercise  the same care that it  customarily  employs  for its own  account.  Except as set forth in
this Agreement,  the Servicer shall service the Mortgage Loans in accordance with Accepted Servicing  Practices
in compliance  with the servicing  provisions of the Fannie Mae Guide,  which include,  but are not limited to,
provisions  regarding the liquidation of Mortgage Loans, the collection of Mortgage Loan payments,  the payment
of taxes,  insurance and other charges,  the  maintenance of hazard  insurance  with a Qualified  Insurer,  the
maintenance  of fidelity bond and errors and omissions  insurance,  inspections,  the  restoration of Mortgaged
Property,  the maintenance of Primary  Mortgage  Insurance  Policies,  insurance  claims,  and title insurance,
management of REO  Property,  permitted  withdrawals  with respect to REO Property,  liquidation  reports,  and
reports of  foreclosures  and  abandonments  of Mortgaged  Property,  the transfer of Mortgaged  Property,  the
release of Mortgage Loan  Documents,  annual  statements,  and  examination of records and  facilities.  In the
event of any conflict,  inconsistency or discrepancy between any of the servicing  provisions of this Agreement
and any of the servicing  provisions of the Fannie Mae Guide,  the provisions of this  Agreement  shall control
and be  binding  upon  the  Owner  and  the  Servicer.  The  Owner  shall,  upon  reasonable  request,  deliver
powers-of-attorney  to the Servicer  sufficient to allow the Servicer as servicer to execute all  documentation
requiring  execution  on behalf of Owner  with  respect  to the  servicing  of the  Mortgage  Loans,  including
satisfactions,  partial releases,  modifications and foreclosure documentation or, in the alternative, shall as
promptly as reasonably possible, execute and return such documentation to the Servicer.

               Consistent with the terms of this Agreement,  the Servicer may waive, modify or vary any term of
any Mortgage  Loan or consent to the  postponement  of any such term or in any manner grant  indulgence  to any
Mortgagor if in the Servicer's  reasonable and prudent  determination such waiver,  modification,  postponement
or  indulgence  is not  materially  adverse to the Owner,  provided,  however,  that  unless the  Servicer  has
obtained the prior written consent of the Owner,  the Servicer shall not permit any  modification  with respect
to any  Mortgage  Loan that would  change the  Mortgage  Interest  Rate,  forgive the payment of  principal  or
interest,  reduce or increase the  outstanding  principal  balance (except for actual payments of principal) or
change the final  maturity date on such Mortgage  Loan.  In the event of any such  modification  which has been
agreed to in writing by the Owner and which  permits the  deferral of  interest  or  principal  payments on any
Mortgage Loan, the Servicer  shall, on the Business Day  immediately  preceding the related  Remittance Date in
any month in which any such principal or interest payment has been deferred,  deposit in the Custodial  Account
from its own funds, in accordance  with Section 4.04 and Section 5.03, the difference  between (a) such month's
principal  and one month's  interest at the  related  Mortgage  Loan  Remittance  Rate on the unpaid  principal
balance of such  Mortgage  Loan and (b) the amount paid by the  Mortgagor.  The  Servicer  shall be entitled to
reimbursement  for such  advances  to the same  extent as for all other  advances  pursuant  to  Section  4.05.
Without  limiting the generality of the foregoing,  the Servicer shall continue,  and is hereby  authorized and
empowered, to prepare,  execute and deliver, all instruments of satisfaction or cancellation,  or of partial or
full  release,  discharge and all other  comparable  instruments,  with respect to the Mortgage  Loans and with
respect to the Mortgaged Properties.

               The Servicer shall perform all of its servicing responsibilities hereunder or may, with the
Owner's prior written approval, cause a subservicer to perform any such servicing responsibilities on its
behalf, but the use by the Servicer of a subservicer shall not release the Servicer from any of its
obligations hereunder and the Servicer shall remain responsible hereunder for all acts and omissions of each
subservicer as fully as if such acts and omissions were those of the Servicer.  Any such subservicer that the
Owner shall be requested to consent to must be a Fannie Mae approved seller/servicer or a Freddie Mac
seller/servicer in good standing  and no event shall have occurred, including but not limited to, a change in
insurance coverage, which would make it unable to comply with the eligibility requirements for lenders
imposed by Fannie Mae or for seller/servicers by Freddie Mac, or which would require notification to Fannie
Mae or Freddie Mac.  The Servicer shall pay all fees and expenses of each subservicer from its own funds, and
a subservicer's fee shall not exceed the Servicing Fee.


               At the cost and expense of the Servicer, without any right of reimbursement from the Custodial
Account, the Servicer shall be entitled to terminate the rights and responsibilities of a subservicer and
arrange, with the Owner's prior written approval, for any servicing responsibilities to be performed by a
successor subservicer meeting the requirements in the preceding paragraph, provided, however, that nothing
contained herein shall be deemed to prevent or prohibit the Servicer, at the Servicer's option, from electing
to service the related Mortgage Loans itself.  In the event that the Servicer's responsibilities and duties
under this Agreement are terminated pursuant to Section 8.04, 9.01 or 10.01, and if requested to do so by the
Owner, the Servicer shall at its own cost and expense terminate the rights and responsibilities of each
subservicer effective as of the date of termination of the Servicer.  The Servicer shall pay all fees,
expenses or penalties necessary in order to terminate the rights and responsibilities of each subservicer
from the Servicer's own funds without reimbursement from the Owner.


               Notwithstanding  any of the provisions of this Agreement  relating to agreements or arrangements
between the Servicer and a  subservicer  or any reference  herein to actions  taken  through a  subservicer  or
otherwise,  the Servicer  shall not be relieved of its  obligations  to the Owner and shall be obligated to the
same  extent and under the same  terms and  conditions  as if it alone were  servicing  and  administering  the
Mortgage  Loans.  The  Servicer  shall  be  entitled  to  enter  into  an  agreement  with  a  subservicer  for
indemnification  of the Servicer by the subservicer and nothing  contained in this Agreement shall be deemed to
limit or modify such indemnification.

               Any  subservicing  agreement  and any other  transactions  or services  relating to the Mortgage
Loans  involving a  subservicer  shall be deemed to be between such  subservicer  and Servicer  alone,  and the
Owner  shall  have no  obligations,  duties or  liabilities  with  respect  to such  Subservicer  including  no
obligation,  duty or  liability  of  Owner  to pay  such  subservicer's  fees and  expenses.  For  purposes  of
distributions  and advances by the Servicer  pursuant to this  Agreement,  the Servicer shall be deemed to have
received a payment on a Mortgage Loan when a subservicer has received such payment.

               Section 4.02    Collection of Mortgage Loan Payments.

               Continuously from the Effective Date until the date each Mortgage Loan ceases to be subject to
this Agreement, the Servicer will proceed with reasonable diligence to collect all payments due under each
Mortgage Loan when the same shall become due and payable and shall, to the extent such procedures shall be
consistent with this Agreement and the terms and provisions of related Primary Mortgage Insurance Policy,
follow such collection procedures as it follows with respect to mortgage loans comparable to the Mortgage
Loans and held for its own account.  Further, the Servicer will take reasonable care in ascertaining and
estimating annual ground rents, taxes, assessments, water rates, fire and hazard insurance premiums, mortgage
insurance premiums, and all other charges that, as provided in the Mortgage, will become due and payable to
the end that the installments payable by the Mortgagors will be sufficient to pay such charges as and when
they become due and payable.



               Section 4.03   Realization Upon Defaulted Mortgage Loans.

               The Servicer shall use its reasonable efforts,  consistent with the procedures that the Servicer
would use in servicing  loans for its own account and the  requirements  of the Fannie Mae Guide,  to foreclose
upon or otherwise  comparably  convert the ownership of properties  securing such of the Mortgage Loans as come
into and  continue  in default  and as to which no  satisfactory  arrangements  can be made for  collection  of
delinquent  payments  pursuant to Section 4.01. The Servicer  shall use its reasonable  efforts to realize upon
defaulted  Mortgage  Loans in such manner as will  maximize the receipt of principal and interest by the Owner,
taking into account,  among other things,  the timing of foreclosure  proceedings.  The foregoing is subject to
the provisions  that, in any case in which Mortgaged  Property shall have suffered  damage,  the Servicer shall
not be required to expend its own funds toward the  restoration of such property  unless it shall  determine in
its discretion  (i) that such  restoration  will increase the proceeds of  liquidation of the related  Mortgage
Loan to the Owner  after  reimbursement  to itself  for such  expenses,  and (ii)  that such  expenses  will be
recoverable  by the Servicer  through  Insurance  Proceeds or Liquidation  Proceeds from the related  Mortgaged
Property,  as  contemplated  in  Section  4.05.  The  Servicer  shall  notify  the  Owner  in  writing  of  the
commencement  of  foreclosure  proceedings.  The  Servicer  shall be  responsible  for all costs  and  expenses
incurred by it in any such proceedings or functions as Servicing  Advances;  provided,  however,  that it shall
be entitled to reimbursement  therefor from the related  Mortgaged  Property,  as contemplated in Section 4.05.
Notwithstanding  anything to the contrary  contained  herein, in connection with a foreclosure or acceptance of
a deed in lieu of  foreclosure,  in the event the  Servicer  has  reasonable  cause to believe that a Mortgaged
Property is contaminated  by hazardous or toxic  substances or wastes,  or if the Owner  otherwise  requests an
environmental  inspection  or  review  of such  Mortgaged  Property,  such an  inspection  or  review  is to be
conducted by a qualified  inspector.  Upon  completion of the inspection,  the Servicer shall promptly  provide
the  Owner  with  a  written  report  of  the  environmental  inspection.  After  reviewing  the  environmental
inspection  report,  the Owner shall  determine  how the Servicer  shall  proceed with respect to the Mortgaged
Property.

                      Section 4.04  Establishment of Custodial Accounts; Deposits in Custodial Accounts.

               The  Servicer  shall  segregate  and hold all funds  collected  and  received  pursuant  to each
Mortgage  Loan  separate  and apart  from any of its own funds  and  general  assets  and shall  establish  and
maintain  one or more  Custodial  Accounts.  Each  Custodial  Account  shall be  established  with a  Qualified
Depository.  To the extent such funds are not deposited in a Custodial  Account,  such funds may be invested in
Permitted  Investments  for the  benefit of the Owner  (with any income  earned  thereon for the benefit of the
Servicer).  Funds  deposited  in the  Custodial  Account  may be drawn on by the  Servicer in  accordance  with
Section  4.05.  The creation of any  Custodial  Account  shall be  evidenced by a letter  agreement in the form
shown in  Exhibit B hereto.  The  original  of such  letter  agreement  shall be  furnished  to the Owner  upon
request.  The Servicer  acknowledges  and agrees that the Servicer shall bear any losses  incurred with respect
to  Permitted  Investments.  The amount of any such losses  shall be  immediately  deposited by the Servicer in
the  Custodial  Account,  as  appropriate,  out of the  Servicer's  own funds,  with no right to  reimbursement
therefor.

               The  Servicer  shall  deposit  in a  mortgage  clearing  account  on a daily  basis,  and in the
Custodial  Account or Accounts no later than the second  Business Day after receipt of funds and retain therein
the following payments and collections:

               (i)    all payments on account of principal,  including Principal  Prepayments,  on the Mortgage
Loans received after the Cut-off Date;

               (ii)   all  payments  on account of  interest  on the  Mortgage  Loans  adjusted  to the related
Mortgage Loan Remittance Rate received after the Cut-off Date;

               (iii)  all Liquidation Proceeds and REO Disposition Proceeds received after the Cut-off Date;

               (iv)   any net amounts  received by the Servicer  after the Cut-off Date in connection  with any
REO Property pursuant to Section 4.13;

               (v)    all Insurance  Proceeds  received after the Cut-off Date including amounts required to be
deposited  pursuant  to  Sections  4.08 and 4.10,  other than  proceeds  to be held in the Escrow  Account  and
applied to the  restoration  or repair of the  Mortgaged  Property or released to the  Mortgagor in  accordance
with the Servicer's normal servicing procedures, the loan documents or applicable law;

               (vi)   all Condemnation  Proceeds  affecting any Mortgaged  Property  received after the Cut-off
Date other than  proceeds  to be held in the Escrow  Account and  applied to the  restoration  or repair of the
Mortgaged  Property  or  released  to  the  Mortgagor  in  accordance  with  the  Servicer's  normal  servicing
procedures, the loan documents or applicable law;

               (vii)  any Monthly Advances as provided in Section 5.03;

               (viii) any  amounts  received  after  the  Cut-off  Date and  required  to be  deposited  in the
Custodial Account pursuant to 6.02; and

               (ix)   with  respect to each full or partial  Principal  Prepayment  received  after the Cut-off
date, any Prepayment  Interest  Shortfalls,  to the extent of the Servicer's  aggregate  Servicing Fee received
with respect to the related Due Period.

               The foregoing  requirements  for deposit in the Custodial  Account shall be exclusive,  it being
understood and agreed that,  without  limiting the generality of the foregoing,  payments in the nature of late
payment  charges and  assumption  fees, to the extent  permitted by Section 6.01,  need not be deposited by the
Servicer in the  Custodial  Account.  Any  interest  paid on funds  deposited in the  Custodial  Account by the
Qualified  Depository  shall accrue to the benefit of the Servicer and the Servicer shall be entitled to retain
and withdraw such interest from the Custodial Account pursuant to Section 4.05(iv).

               Section 4.05  Permitted Withdrawals From the Custodial Account.

               The  Servicer  may,  from time to time,  make  withdrawals  from the  Custodial  Account for the
following purposes:

               (i) to make  payments  to the Owner in the  amounts  and in the manner  provided  for in Section
5.01;

               (ii) to  reimburse  itself for  Monthly  Advances,  the  Servicer's  right to  reimburse  itself
pursuant  to this  subclause  (ii)  being  limited to  amounts  received  on the  related  Mortgage  Loan which
represent late  collections (net of the related  Servicing Fees) of principal and/or interest  respecting which
any such advance was made;

               (iii)  to reimburse itself for unreimbursed Servicing Advances and unreimbursed Monthly
Advances, the Servicer's right to reimburse itself pursuant to this subclause (iii) with respect to any
Mortgage Loan being limited to Liquidation Proceeds, Condemnation Proceeds and Insurance Proceeds received
after the Cut-off Date related to such Mortgage Loan;


               (iv) to pay to  itself  as  servicing  compensation  (a) any  interest  earned  on  funds in the
Custodial  Account (all such interest to be withdrawn  monthly not later than each Remittance Date) and (b) any
payable Servicing Fee;

               (v)  to reimburse itself for any Nonrecoverable Advances:

               (vi)  to transfer funds to another Qualified Depository in accordance with Section 4.09 hereof;

               (vii) to remove funds  inadvertently  placed in the Custodial  Account in error by the Servicer;
and

               (viii) to clear and terminate the Custodial Account upon the termination of this Agreement.

               Section 4.06  Establishment of Escrow Accounts; Deposits in Escrow Accounts.

               The  Servicer  shall  segregate  and hold all funds  collected  and  received  pursuant  to each
Mortgage  Loan which  constitute  Escrow  Payments  separate  and apart  from any of its own funds and  general
assets  and  shall  establish  and  maintain  one or  more  Escrow  Accounts.  Each  Escrow  Account  shall  be
established  with a Qualified  Depository.  To the extent such funds are not  deposited  in an Escrow  Account,
such funds may be invested in Permitted  Investments.  Funds  deposited in an Escrow Account may be drawn on by
the Servicer in  accordance  with Section  4.07.  The  creation of any Escrow  Account  shall be evidenced by a
letter  agreement in the form shown in Exhibit C. The original of such letter  agreement  shall be furnished to
the Owner  upon  request.  The  Servicer  acknowledges  and  agrees  that the  Servicer  shall  bear any losses
incurred with respect to Permitted  Investments.  The amount of any such losses shall be immediately  deposited
by the Servicer in the Escrow  Account,  as  appropriate,  out of the  Servicer's  own funds,  with no right to
reimbursement therefor.

               The Servicer shall deposit in a mortgage  clearing  account on a daily basis,  and in the Escrow
Account or Accounts no later than the second Business Day after receipt of funds and retain therein:

               (i) all  Escrow  Payments  collected  on  account  of the  Mortgage  Loans,  for the  purpose of
effecting timely payment of any items as are required under the terms of this Agreement;

               (ii) all  Insurance  Proceeds  which  are to be  applied  to the  restoration  or  repair of any
Mortgaged Property; and

               (iii) all Servicing  Advances for Mortgagors  whose Escrow  Payments are  insufficient  to cover
escrow disbursements.

               The Servicer shall make  withdrawals  from an Escrow Account only to effect such payments as are
required under this  Agreement,  and for such other purposes as shall be as set forth in and in accordance with
Section  4.07.  The  Servicer  shall be entitled to retain any  interest  paid on funds  deposited in an Escrow
Account by the Qualified  Depository  other than interest on escrowed  funds  required by law to be paid to the
Mortgagor  and, to the extent  required  by law,  the  Servicer  shall pay  interest  on escrowed  funds to the
Mortgagor  notwithstanding  that the Escrow  Account is  non-interest  bearing or that interest paid thereon is
insufficient for such purposes.

               Section 4.07  Permitted Withdrawals From Escrow Account.

               Withdrawals from the Escrow Account may be made by the Servicer only:

               (i)    to effect timely  payments of ground rents,  taxes,  assessments,  water rates,  fire and
hazard insurance premiums, Primary Mortgage Insurance Policy premiums, if applicable, and comparable items;

               (ii)   to  reimburse  Servicer  for any  Servicing  Advance  made by Servicer  with respect to a
related  Mortgage  Loan but only from  amounts  received  on the related  Mortgage  Loan which  represent  late
payments or collections of Escrow Payments thereunder;

               (iii)  to refund to the Mortgagor any funds as may be determined to be overages;

               (iv)   for transfer to the Custodial Account in connection with an acquisition of REO Property;

               (v)    for application to restoration or repair of the Mortgaged Property;

               (vi)   to pay to the Servicer,  or to the Mortgagor to the extent  required by law, any interest
paid on the funds deposited in the Escrow Account;

               (vii)  to pay to the  Mortgagors or other  parties  Insurance  Proceeds  deposited in accordance
with Section 4.06;

               (viii) to remove funds inadvertently placed in an Escrow Account in error by the Servicer; and

               (ix)   to clear and terminate the Escrow Account on the termination of this Agreement.

               As part of its servicing duties,  the Servicer shall pay to the Mortgagors  interest on funds in
an Escrow  Account,  to the extent  required  by law,  and to the extent that  interest  earned on funds in the
Escrow  Account  is  insufficient,  shall pay such  interest  from its own  funds,  without  any  reimbursement
therefor.

               Section 4.08 Payment of Taxes,  Insurance and Other Charges;  Maintenance  of Primary  Mortgage
Insurance Policies; Collections Thereunder.

               With respect to each Mortgage Loan, the Servicer shall maintain accurate records reflecting the
status of ground rents, taxes, assessments, water rates and other charges which are or may become a lien upon
the Mortgaged Property and the status of Primary Mortgage Insurance Policy premiums and fire and hazard
insurance coverage and shall obtain, from time to time, all bills for the payment of such charges, including
renewal premiums and shall effect payment thereof prior to the applicable penalty or termination date and at
a time appropriate for securing maximum discounts allowable, employing for such purpose deposits of the
Mortgagor in the Escrow Account which shall have been estimated and accumulated by the Servicer in amounts
sufficient for such purposes, as allowed under the terms of the Mortgage or applicable law.  To the extent
that the Mortgage does not provide for Escrow Payments, the Servicer shall determine that any such payments
are made by the Mortgagor at the time they first become due.  The Servicer assumes full responsibility for
the timely payment of all such bills and shall effect timely payments of all such bills irrespective of the
Mortgagor's faithful performance in the payment of same or the making of the Escrow Payments and shall make
advances from its own funds to effect such payments.


               The Servicer will maintain in full force and effect Primary Mortgage  Insurance  Policies issued
by a Qualified  Insurer with respect to each  Mortgage Loan for which such  coverage is herein  required.  Such
coverage  will be  maintained  until the ratio of the  current  outstanding  principal  balance of the  related
Mortgage Loan to the appraised value of the related Mortgaged  Property,  based on the most recent appraisal of
the  Mortgaged  Property  performed by a Qualified  Appraiser,  such  appraisal to be included in the Servicing
File,  is reduced to 80.00% or less.  The  Servicer  will not  cancel or refuse to renew any  Primary  Mortgage
Insurance  Policy  that is  required  to be kept in force under this  Agreement  unless a  replacement  Primary
Mortgage  Insurance  Policy for such  canceled or  nonrenewed  policy is obtained  from and  maintained  with a
Qualified  Insurer.  The  Servicer  shall not take any  action  which  would  result in  noncoverage  under any
applicable  Primary  Mortgage  Insurance  Policy of any loss which,  but for the actions of the Servicer  would
have been covered  thereunder.  In connection with any assumption or substitution  agreement entered into or to
be entered into  pursuant to Section 6.01,  the Servicer  shall  promptly  notify the insurer under the related
Primary Mortgage  Insurance  Policy, if any, of such assumption or substitution of liability in accordance with
the terms of such policy and shall take all actions  which may be  required by such  insurer as a condition  to
the continuation of coverage under the Primary Mortgage  Insurance Policy.  If such Primary Mortgage  Insurance
Policy is terminated as a result of such assumption or  substitution of liability,  the Servicer shall obtain a
replacement Primary Mortgage Insurance Policy as provided above.

               In connection with its activities as servicer,  the Servicer  agrees to prepare and present,  on
behalf of itself and the Owner,  claims to the insurer under any Private Mortgage  Insurance Policy in a timely
fashion in accordance with the terms of such Primary  Mortgage  Insurance  Policy and, in this regard,  to take
such action as shall be necessary to permit recovery under any Primary Mortgage  Insurance Policy  respecting a
defaulted  Mortgage  Loan.  Pursuant to Section 4.04,  any amounts  collected by the Servicer under any Primary
Mortgage  Insurance  Policy shall be deposited in the  Custodial  Account,  subject to  withdrawal  pursuant to
Section 4.05.

               Section 4.09  Transfer of Accounts.

               The Servicer may transfer the Custodial  Account or the Escrow Account to a different  Qualified
Depository  from time to time.  The  Servicer  shall notify the Owner of any such  transfer  within 15 Business
Days of transfer.

               Section 4.10  Maintenance of Hazard Insurance.

               The Servicer shall cause to be maintained for each Mortgage Loan fire and hazard insurance with
extended coverage as is customary in the area where the Mortgaged Property is located in an amount which is
equal to the lesser of (i) the maximum insurable value of the improvements securing such Mortgage Loan or
(ii) the greater of (a) the outstanding principal balance of the Mortgage Loan, and (b) the percentage such
that the proceeds thereof shall be sufficient to prevent the Mortgagor and/or the Mortgagee from becoming a
co-insurer.  If the Mortgaged Property is in an area identified in the Federal Register by the Federal
Emergency Management Agency as being a special flood hazard area that has federally-mandated flood insurance
requirements, the Servicer will cause to be maintained a flood insurance policy meeting the requirements of
the current guidelines of the Federal Insurance Administration with a generally acceptable insurance carrier,
in an amount representing coverage not less than the least of (i) the outstanding principal balance of the
Mortgage Loan, (ii) the maximum insurable value of the improvements securing such Mortgage Loan or (iii) the
maximum amount of insurance which is available under the Flood Disaster Protection Act of 1973, as amended.
The Servicer shall also maintain on the REO Property, fire and hazard insurance with extended coverage in an
amount which is at least equal to the maximum insurable value of the improvements which are a part of such
property, liability insurance and, to the extent required and available under the Flood Disaster Protection
Act of 1973, as amended, flood insurance in an amount as provided above.  Any amounts collected by the
Servicer under any such policies other than amounts to be deposited in the Escrow Account and applied to the
restoration or repair of the Mortgaged Property or REO Property, or released to the Mortgagor in accordance
with the Servicer's normal servicing procedures, shall be deposited in the Custodial Account, subject to
withdrawal pursuant to Section 4.05.  It is understood and agreed that no other additional insurance need be
required by the Servicer or the Mortgagor or maintained on property acquired in respect of the Mortgage
Loans, other than pursuant to the Fannie Mae Guide or such applicable state or federal laws and regulations
as shall at any time be in force and as shall require such additional insurance.  All such policies shall be
endorsed with standard mortgagee clauses with loss payable to the Servicer and its successors and/or assigns
and shall provide for at least thirty days prior written notice of any cancellation, reduction in the amount
or material change in coverage to the Servicer.  The Servicer shall not interfere with the Mortgagor's
freedom of choice in selecting either his insurance carrier or agent, provided, however, that the Servicer
shall not accept any such insurance policies from insurance companies unless such companies currently reflect
a General Policy Rating in Best's Key Rating Guide currently acceptable to Fannie Mae and are licensed to do
business in the state wherein the property subject to the policy is located.


               Section 4.11 Adjustments to Mortgage Interest Rate and Monthly Payment.

               On each applicable  Adjustment Date, the Mortgage Interest Rate shall be adjusted, in compliance
with the  requirements  of the  related  Mortgage  and  Mortgage  Note,  to equal the sum of the Index plus the
Margin (rounded in accordance with the related  Mortgage Note) subject to the applicable  Periodic Rate Cap and
Lifetime  Rate Cap, as set forth in the  Mortgage  Note.  The  Servicer  shall  execute and deliver the notices
required by each  Mortgage and Mortgage  Note and  applicable  laws and  regulations  regarding  interest  rate
adjustments.

               Section 4.12  Fidelity Bond, Errors and Omissions Insurance.

               The Servicer  shall  maintain,  at its own expense,  a blanket  fidelity  bond and an errors and
omissions  insurance  policy,  with broad  coverage with  responsible  companies on all officers,  employees or
other persons acting in any capacity with regard to the Mortgage Loans and who handle funds,  money,  documents
and papers  relating to the Mortgage  Loans.  The Fidelity Bond and errors and omissions  insurance shall be in
the form of the Mortgage  Banker's  Blanket  Bond and shall  protect and insure the  Servicer  against  losses,
including forgery,  theft,  embezzlement,  fraud, errors and omissions and negligent acts of such persons. Such
Fidelity Bond and errors and omissions  insurance shall also protect and insure the Servicer  against losses in
connection  with the failure to maintain any insurance  policies  required  pursuant to this  Agreement and the
release  or  satisfaction  of a Mortgage  Loan  without  having  obtained  payment in full of the  indebtedness
secured  thereby.  No  provision  of this Section 4.12  requiring  the Fidelity  Bond and errors and  omissions
insurance  shall  diminish  or  relieve  the  Servicer  from its duties  and  obligations  as set forth in this
Agreement.  The minimum  coverage under any such Fidelity Bond and insurance  policy shall be at least equal to
the  corresponding  amounts required by Fannie Mae in the Fannie Mae Guide or by Freddie Mac in the Freddie Mac
Guide.  The Servicer shall,  upon request of Owner,  deliver to the Owner a certificate from the surety and the
insurer as to the existence of the Fidelity Bond and errors and omissions  insurance  policy and shall obtain a
statement  from the surety and the insurer that such  Fidelity  Bond or  insurance  policy shall in no event be
terminated or materially  modified  without thirty days prior written  notice to the Owner.  The Servicer shall
notify the Owner within five Business  Days of receipt of notice that such  Fidelity  Bond or insurance  policy
will be, or has been,  materially  modified or  terminated.  The Owner and its  successors  or assigns as their
interests  may  appear  must be named as loss  payees on the  Fidelity  Bond and as  additional  insured on the
errors and omissions policy.

               Section 4.13  Title, Management and Disposition of REO Property.

               In the event that title to any Mortgaged  Property is acquired in foreclosure or by deed in lieu
of  foreclosure,  the deed or certificate of sale shall be taken in the name of the Owner or its designee.  Any
such Person or Persons  holding  such title other than the Owner shall  acknowledge  in writing that such title
is being held as nominee for the benefit of the Owner.

        The Servicer shall notify the Owner in accordance with prudent servicing practices of each acquisition
    of REO Property upon such acquisition, and thereafter assume the responsibility for marketing such REO
    Property in accordance with Accepted Servicing Practices. Thereafter, the Servicer shall continue to
    provide certain administrative services to the Owner relating to such REO Property as set forth in this
    Section 4.13. The REO Property must be sold within three years following the end of the calendar year of
    the date of acquisition, unless a REMIC election has been made with respect to the arrangement under
    which the Mortgage Loans and REO Property are held and (i) the Owner shall have been supplied with an
    Opinion of Counsel to the effect that the holding by the related trust of such Mortgaged Property
    subsequent to such three-year period (and specifying the period beyond such three-year period for which
    the Mortgaged Property may be held) will not result in the imposition of taxes on "prohibited
    transactions" of the related trust as defined in Section 860F of the Code, or cause the related REMIC to
    fail to qualify as a REMIC, in which case the related trust may continue to hold such Mortgaged Property
    (subject to any conditions contained in such Opinion of Counsel), or (ii) the Owner (at the Servicer's
    expense) or the Servicer shall have applied for, prior to the expiration of such three-year period, an
    extension of such three-year period in the manner contemplated by Section 856(e)(3) of the Code, in which
    case the three-year period shall be extended by the applicable period.  If a period longer than three
    years is permitted under the foregoing sentence and is necessary to sell any REO Property, (i) the
    Servicer shall report monthly to the Owner as to progress being made in selling such REO Property and
    (ii) if, with the written consent of the Owner, a purchase money mortgage is taken in connection with
    such sale, such purchase money mortgage shall name the Servicer as mortgagee, and such purchase money
    mortgage shall not be held pursuant to this Agreement, but instead a separate participation agreement
    between the Servicer and Owner shall be entered into with respect to such  purchase money mortgage.



        The Servicer shall not permit the creation of any "interests" (within the meaning of Section 860G of
    the Code) in any REMIC.  The Servicer shall not enter into any arrangement by which a REMIC will receive
    a fee or other compensation for services nor permit a REMIC to receive any income from assets other than
    "qualified mortgages" as defined in Section 860G(a)(3) of the Code or "permitted investments" as defined
    in Section 860G(a)(5) of the Code.




                 Notwithstanding  any other provision of this Agreement,  if a REMIC election has been made, no
Mortgaged  Property  held by a REMIC shall be rented (or allowed to  continue to be rented) or  otherwise  used
for the  production  of income by or on behalf of the related trust or sold in such a manner or pursuant to any
terms that would (i) cause such  Mortgaged  Property to fail to qualify at any time as  "foreclosure  property"
within a meaning of Section  860G(a)(8) of the Code,  (ii) subject the related  trust to the  imposition of any
federal or state  income  taxes on "net  income  from  foreclosure  property"  with  respect to such  Mortgaged
Property  within  the  meaning  of  Section  860G(c)  of the Code,  or (iii)  cause the sale of such  Mortgaged
Property to result in the receipt by the related  trust or any income from  non-permitted  assets as  described
in Section  860F(a)  (2)(B) of the Code,  unless the  Servicer has agreed to  indemnify  and hold  harmless the
related trust with respect to the imposition of any such taxes.

               The  Servicer  shall,  either  itself or  through  an agent  selected  by the  Servicer,  and in
accordance  with the Fannie Mae Guide,  manage,  conserve,  protect and operate  each REO  Property in the same
manner that it manages,  conserves,  protects and operates other foreclosed  property for its own account,  and
in the same  manner  that  similar  property in the same  locality  as the REO  Property  is managed.  Each REO
Disposition  shall be carried  out by the  Servicer  at such price and upon such  terms and  conditions  as the
Servicer  deems to be in the best  interest of the Owner.  The REO  Disposition  Proceeds  from the sale of the
REO Property  shall be promptly  deposited in the  Custodial  Account.  As soon as  practical  thereafter,  the
expenses  of such  sale  shall be paid and the  Servicer  shall  reimburse  itself  for any  related  Servicing
Advances, or Monthly Advances made pursuant to Section 5.03.

               The Servicer  shall cause each REO Property to be inspected  promptly  upon the  acquisition  of
title  thereto  and  shall  cause  each REO  Property  to be  inspected  at least  monthly  thereafter  or more
frequently as may be required by the  circumstances.  The Servicer  shall make or cause the inspector to make a
written  report of each such  inspection.  Such  reports  shall be  retained in the  Servicing  File and copies
thereof shall be forwarded by the Servicer to the Owner.

               Notwithstanding  anything to the  contrary set forth in this Section  4.13,  the parties  hereto
hereby agree that the Owner,  at its option,  shall be entitled to manage,  conserve,  protect and operate each
REO Property for its own benefit  (such option,  an "REO  Option").  In connection  with the exercise of an REO
Option,  the prior two  paragraphs  and the related  provisions  of Section  4.03 and Section  4.04(iii)  (such
provisions,  the "REO  Marketing  Provisions")  shall be revised as follows.  Following the  acquisition of any
Mortgaged  Property,  the  Servicer  shall  submit a detailed  invoice to the Owner for all  related  Servicing
Advances  and,  upon  exercising  the REO Option,  the Owner shall  promptly  reimburse  the  Servicer for such
amounts.  In the event the REO Option is exercised  with respect to an REO  Property,  Section 4.04 (iii) shall
not be  applicable  thereto.  References  made in Section 4.03 with respect to the  reimbursement  of Servicing
Advances  shall,  for  purposes  of such REO  Property,  be deemed to be covered by this  paragraph.  The Owner
acknowledges  that, in the event it exercises an REO Option,  with respect to the related REO  Property,  there
shall be no breach by the Servicer based upon or arising out of the  Servicer's  failure to comply with the REO
Marketing Provisions.

                                                   ARTICLE V

                                            PAYMENTS TO THE OWNER

               Section 5.01   Remittances.

               On each Remittance  Date, the Servicer shall remit to the Owner (i) all amounts  credited to the
Custodial Account as of the close of business on the related preceding  Determination  Date, except (a) Partial
Principal  Prepayments  received  on or after the first day of the month in which the  Remittance  Date  occurs
shall be remitted to the Owner on the next following  Remittance Date, (b) Full Principal  Prepayments received
on or before the 15th day of the month in which a  Remittance  Date  occurs  shall be  remitted to the Owner on
the  Remittance  Date of such month,  and (c) Full  Principal  Prepayments  received  after the 15th day of the
month shall be remitted to the Owner on the next  following  Remittance  Date,  each net of charges  against or
withdrawals from the Custodial  Account pursuant to Section 4.05, plus, to the extent not already  deposited in
the  Custodial  Account,  the sum of (ii) all Monthly  Advances,  if any,  which the  Servicer is  obligated to
distribute  pursuant to Section 5.03 and (iii) all Prepayment  Interest  Shortfalls the Servicer is required to
make up pursuant to Section 4.04, minus (iv) any amounts  attributable to Monthly Payments  collected after the
Cut-off  Date but due on a Due Date or Dates  subsequent  to the last  day of the  related  Due  Period,  which
amounts shall be remitted on the related Remittance Date next succeeding the Due Period for such amounts.

               With  respect to any  remittance  received  by the Owner  after the  Business  Day on which such
payment  was due,  the  Servicer  shall pay to the Owner  interest  on any such late  payment at an annual rate
equal to the Prime Rate,  adjusted as of the date of each change,  plus two percentage  points, but in no event
greater  than the maximum  amount  permitted  by  applicable  law.  Such  interest  shall be  deposited  in the
Custodial  Account by the Servicer on the date such late payment is made and shall cover the period  commencing
with the day following  such Business Day and ending with the Business Day on which such payment is made,  both
inclusive.  Such  interest  shall be  remitted  along  with the  distribution  payable  on the next  succeeding
related  Remittance  Date.  The payment by the Servicer of any such  interest  shall not be deemed an extension
of time for payment or a waiver of any Event of Default by the Servicer.

               Section 5.02   Statements to the Owner.

               The  Servicer  shall  furnish to the Owner an  individual  Mortgage  Loan  accounting  report (a
"Report"),  as of the last Business Day of each month, in the Servicer's assigned loan number order to document
Mortgage Loan payment activity on an individual  Mortgage Loan basis.  With respect to each month,  such Report
shall be received by the Owner (i) no later than the fifth  Business Day of the following  month of the related
Remittance Date on a disk or tape or other  computer-readable  format, in such format as may be mutually agreed
upon by both the Owner and the Servicer,  and (ii) no later than the tenth Business Day of the following  month
of the related Remittance Date in hard copy, which Report shall contain the following:

(i)     with respect to each Monthly Payment, the amount of such remittance allocable to interest

(ii)    the amount of servicing compensation received by the Servicer during the prior distribution period;

(iii)   the aggregate Stated Principal Balance of the Mortgage Loans;

(iv)    the number and aggregate  outstanding  principal balances of Mortgage Loans (a) delinquent (1) 30 to 59
                      days,  (2)  60 to 89  days,  (3)  90  days  or  more;  (b) as to  which  foreclosure  has
                      commenced; and (c) as to which REO Property has been acquired; and

(v)     such other reports as may reasonably be required by the Owner.


               The Servicer  shall also provide a trial  balance,  sorted in the Owner's  assigned  loan number
order,  and such other loan level  scheduled-scheduled  remittance  information  as  described on Exhibit E, in
electronic tape form, with each such Report.

               The  Servicer  shall  prepare  and  file any and all  information  statements  or other  filings
required to be delivered to any  governmental  taxing authority or to Owner pursuant to any applicable law with
respect to the  Mortgage  Loans and the  transactions  contemplated  hereby.  In addition,  the Servicer  shall
provide  the Owner  with such  information  concerning  the  Mortgage  Loans as is  necessary  for the Owner to
prepare its federal income tax return as the Owner may reasonably request from time to time.

               In addition,  not more than 60 days after the end of each  calendar  year,  the  Servicer  shall
furnish  to each  Person  who was an Owner  at any time  during  such  calendar  year an  annual  statement  in
accordance  with the  requirements  of applicable  federal income tax law as to the aggregate of remittances of
principal and interest for the applicable portion of such year.

               Section 5.03 Monthly Advances by the Servicer.

               Not later than the close of business on the Business Day preceding  each  Remittance  Date,  the
Servicer  shall deposit in the  Custodial  Account an amount equal to all payments not  previously  advanced by
the Servicer,  whether or not deferred pursuant to Section 4.01, of Monthly  Payments,  adjusted to the related
Mortgage Loan  Remittance  Rate,  which are  delinquent  at the close of business on the related  Determination
Date; provided,  however,  that the amount of any such deposit may be reduced by (i) the Amount Held for Future
Distribution  (as  defined  below)  then on deposit in the  Custodial  Account,  plus (ii) with  respect to the
initial  Remittance  Date,  the Non-held  Early Pay Amount (as defined  below).  Any portion of the Amount Held
for Future  Distribution  used to pay Monthly  Advances  shall be replaced by the  Servicer by deposit into the
Custodial  Account  on any  future  Remittance  Date to the extent  that the funds  that are  available  in the
Custodial  Account for  remittance  to the Owner on such  Remittance  Date are less than the amount of payments
required to be made to the Owner on such Remittance Date.

               The "Amount Held for Future  Distribution"  as to any Remittance  Date shall be the total of the
amounts held in the Custodial Account at the close of business on the preceding  Determination  Date which were
received  after the  Cut-off  Date on account of (i)  Liquidation  Proceeds,  Insurance  Proceeds,  and Partial
Principal  Prepayments  received or made in the month of such  Remittance  Date,  (ii) Full Principal  Payments
received  after the 15th day of the month in the  month of such  Remittance  Date,  and  (iii)  payments  which
represent  early receipt of scheduled  payments of principal and interest due on a date or dates  subsequent to
the  related  Due Date.  The  "Non-held  Early Pay  Amount"  shall be the total of the  amounts  on  account of
payments which  represent  early receipt of scheduled  payments of principal and interest  received on or prior
to the Cut-off Date.

               The  Servicer's  obligation to make such Monthly  Advances as to any Mortgage Loan will continue
through the final  disposition  or  liquidation  of the  Mortgaged  Property,  unless the  Servicer  deems such
advance to be nonrecoverable  from Liquidation  Proceeds,  REO Disposition  Proceeds or Insurance Proceeds with
respect to the  applicable  Mortgage  Loan.  In such latter event,  the Servicer  shall deliver to the Owner an
Officer's  Certificate  of the  Servicer to the effect that an officer of the Servicer has reviewed the related
Servicing  File  and has  obtained  a recent  appraisal  and has made  the  reasonable  determination  that any
additional  advances are  nonrecoverable  from Liquidation or Insurance Proceeds with respect to the applicable
Mortgage Loan.

               Section 5.04 Liquidation Reports.

               Upon the  foreclosure  sale of any Mortgaged  Property or the  acquisition  thereof by the Owner
pursuant to a deed-in-lieu  of  foreclosure,  the Servicer shall submit to the Owner a liquidation  report with
respect to such  Mortgaged  Property in such form as the  Servicer  and the Owner  shall  agree.  The  Servicer
shall also provide reports on the status of REO Property  containing  such  information as Owner may reasonably
require.

                                          ARTICLE VI

                                  GENERAL SERVICING PROCEDURES

               Section 6.01   Assumption Agreements.

               The Servicer will, to the extent it has knowledge of any  conveyance or  prospective  conveyance
by any Mortgagor of a Mortgaged  Property (whether by absolute  conveyance or by contract of, sale, and whether
or not the  Mortgagor  remains or is to remain liable under the Mortgage  Note and/or the  Mortgage),  exercise
its rights to  accelerate  the  maturity of such  Mortgage  Loan under any  "due-on-sale"  clause to the extent
permitted by law;  provided,  however,  that the Servicer  shall not exercise any such rights if  prohibited by
law or the  terms of the  Mortgage  Note  from  doing so or if the  exercise  of such  rights  would  impair or
threaten to impair any recovery under the related Primary Mortgage  Insurance  Policy,  if any. If the Servicer
reasonably  believes it is unable under  applicable  law to enforce such  "due-on-sale"  clause,  the Servicer,
with the approval of the Owner (such approval not to be unreasonably  withheld),  will enter into an assumption
agreement  with the person to whom the  Mortgaged  Property  has been  conveyed or is proposed to be  conveyed,
pursuant  to which  such  person  becomes  liable  under the  Mortgage  Note and,  to the extent  permitted  by
applicable  state law, the Mortgagor  remains liable thereon.  Where an assumption is allowed  pursuant to this
Section 6.01, the Servicer,  with the prior consent of the primary mortgage  insurer,  if any, is authorized to
enter into a  substitution  of  liability  agreement  with the person to whom the  Mortgaged  Property has been
conveyed or is proposed to be conveyed  pursuant to which the  original  mortgagor is released  from  liability
and such Person is  substituted  as mortgagor  and becomes  liable under the related  Mortgage  Note.  Any such
substitution of liability agreement shall be in lieu of an assumption agreement.

               In connection with any such  assumption or substitution of liability,  the Servicer shall follow
the  underwriting  practices  and  procedures  of the Fannie  Mae  Guide.  With  respect  to an  assumption  or
substitution  of liability,  the Mortgage  Interest  Rate borne by the related  Mortgage Note and the amount of
the Monthly  Payment may not be changed.  The  Servicer  shall notify the Owner that any such  substitution  of
liability  or  assumption  agreement  has been  completed by  forwarding  to the Owner the original of any such
substitution of liability or assumption  agreement,  which document shall be added to the related Mortgage Loan
Documents and shall,  for all purposes,  be considered a part of such related  mortgage file to the same extent
as all other  documents and  instruments  constituting  a part thereof.  All fees collected by the Servicer for
entering into an assumption or substitution of liability agreement shall belong to the Servicer.

               Notwithstanding  the  foregoing  paragraphs  of this  section  or any  other  provision  of this
Agreement,  the  Servicer  shall  not be  deemed  to be in  default,  breach  or  any  other  violation  of its
obligations  hereunder by reason of any  assumption  of a Mortgage  Loan by operation of law or any  assumption
which the Servicer may be restricted by law from preventing,  for any reason  whatsoever.  For purposes of this
Section 6.01, the term  "assumption" is deemed to also include a sale of the Mortgaged  Property subject to the
Mortgage that is not accompanied by an assumption or substitution of liability agreement.

               Section 6.02  Satisfaction of Mortgages and Release of Mortgage Loan Documents.

               Upon the  payment  in full of any  Mortgage  Loan,  the  Servicer  will  immediately  notify the
Custodian  with a  certification  and request for release by a Servicing  Officer,  which  certification  shall
include a  statement  to the effect  that all  amounts  received  in  connection  with such  payment  which are
required to be deposited  in the  Custodial  Account  pursuant to Section  4.04 have been so  deposited,  and a
request for delivery to the Servicer of the portion of the Mortgage Loan Documents  held by the Custodian,  and
unless  the  related  Mortgage  Loans  are the  subject  of a  Pass-Through  Transfer,  such  request  is to be
acknowledged by the Owner.  Upon receipt of such  certification  and request,  the Owner shall promptly release
or cause the  Custodian  to promptly  release the related  Mortgage  Loan  Documents  to the  Servicer  and the
Servicer  shall  prepare and deliver for  execution  by the Owner or at the Owner's  option  execute  under the
authority  of a power of attorney  delivered  to the  Servicer  by the Owner any  satisfaction  or release.  No
expense  incurred  in  connection  with  any  instrument  of  satisfaction  or deed of  reconveyance  shall  be
chargeable to the Custodial Account.

               In the event the Servicer  satisfies or releases a Mortgage  without having obtained  payment in
full of the  indebtedness  secured by the  Mortgage or should it  otherwise  prejudice  any right the Owner may
have under the mortgage  instruments,  the Servicer,  upon written demand, shall remit within two Business Days
to the Owner the then  outstanding  principal  balance of the related  Mortgage Loan by deposit  thereof in the
Custodial  Account.  The Servicer  shall  maintain the Fidelity Bond insuring the Servicer  against any loss it
may sustain  with respect to any  Mortgage  Loan not  satisfied in  accordance  with the  procedures  set forth
herein.

               From time to time and as appropriate  for the servicing or  foreclosure  of the Mortgage  Loans,
including  for the purpose of  collection  under any Primary  Mortgage  Insurance  Policy,  upon request of the
Servicer and delivery to the  Custodian of a servicing  receipt  signed by a Servicing  Officer (and unless the
related Mortgage Loans are the subject of a Pass-Through  Transfer,  acknowledged by the Owner),  the Custodian
shall  release  the  portion of the  Mortgage  Loan  Documents  held by the  Custodian  to the  Servicer.  Such
servicing  receipt shall  obligate the Servicer to promptly  return the related  Mortgage Loan Documents to the
Custodian,  when the need  therefor  by the  Servicer  no longer  exists,  unless  the  Mortgage  Loan has been
liquidated  and the  Liquidation  Proceeds  relating to the Mortgage Loan have been  deposited in the Custodial
Account or such documents have been delivered to an attorney,  or to a public trustee or other public  official
as  required  by law,  for  purposes  of  initiating  or pursuing  legal  action or other  proceedings  for the
foreclosure  of the  Mortgaged  Property  either  judicially or  non-judicially,  and the Servicer has promptly
delivered to the Owner or the  Custodian a  certificate  of a Servicing  Officer  certifying as to the name and
address of the Person to which such  documents  were  delivered  and the purpose or purposes of such  delivery.
Upon receipt of a  certificate  of a Servicing  Officer  stating that such Mortgage  Loan was  liquidated,  the
servicing receipt shall be released by the Owner or the Custodian, as applicable, to the Servicer.

               Section 6.03 Servicing Compensation.

               As compensation for its services hereunder,  the Servicer shall be entitled to withdraw from the
Custodial  Account or to retain from interest  payments on the Mortgage  Loans the amounts  provided for as the
Servicer's  Servicing Fee.  Additional  servicing  compensation in the form of assumption  fees, as provided in
Section 6.01,  late payment  charges and other  ancillary  fees shall be retained by the Servicer to the extent
not required to be  deposited  in the  Custodial  Account.  The Servicer  shall be required to pay all expenses
incurred  by  it in  connection  with  its  servicing  activities  hereunder  and  shall  not  be  entitled  to
reimbursement therefor except as specifically provided for.

               Section 6.04  Annual Statement as to Compliance.

               The Servicer  will deliver to the Owner not later than 90 days  following the end of each fiscal
year of the Servicer,  an Officers'  Certificate  stating,  as to each signatory thereof,  that (i) a review of
the activities of the Servicer during the preceding  calendar year and of performance  under this Agreement has
been made under such officers'  supervision,  and (ii) to the best of such officers'  knowledge,  based on such
review,  the Servicer has fulfilled all of its  obligations  under this Agreement  throughout such year, or, if
there has been a default in the  fulfillment  of any such  obligation,  specifying  each such default  known to
such officers and the nature and status  thereof  except for such defaults as such Officers in their good faith
judgment believe to be immaterial.

               Section 6.05  Annual Independent Certified Public Accountants' Servicing Report.

               Not later than 90 days  following the end of each fiscal year of the  Servicer,  the Servicer at
its expense shall cause a firm of independent  public  accountants which is a member of the American  Institute
of Certified  Public  Accountants to furnish a statement to the Owner to the effect that such firm has examined
certain  documents and records  relating to the Servicer's  servicing of mortgage loans of the same type as the
Mortgage Loans pursuant to servicing agreements  substantially similar to this Agreement,  which agreements may
include this Agreement,  and that, on the basis of such an examination,  conducted  substantially in accordance
with the  Uniform  Single  Attestation  Program for  Mortgage  Bankers,  such firm is of the  opinion  that the
Servicer's  servicing has been conducted in compliance  with the agreements  examined  pursuant to this Section
6.05,  except  for (i) such  exceptions  as such firm  shall  believe  to be  immaterial,  and (ii) such  other
exceptions as shall be set forth in such statement.

               Section 6.06  Owner's Right to Examine Servicer Records.

               The Owner shall have the right to examine and audit, at its expense,  upon reasonable  notice to
the  Servicer,  during  business  hours  or at such  other  times  as  might  be  reasonable  under  applicable
circumstances,  any and all of the books, records,  documentation or other information of the Servicer, or held
by another for the Servicer or on its behalf or  otherwise,  which relate to the  performance  or observance by
the Servicer of the terms, covenants or conditions of this Agreement.

               The Servicer shall provide to the Owner and any supervisory  agents or examiners  representing a
state or federal  governmental  agency having  jurisdiction  over the Owner,  including but not limited to OTS,
FDIC and other similar  entities,  access to any  documentation  regarding the Mortgage Loans in the possession
of the Servicer  which may be required by any  applicable  regulations.  Such access shall be afforded  without
charge,  upon  reasonable  request,  during normal  business  hours and at the offices of the Servicer,  and in
accordance with the applicable federal government agency, FDIC, OTS, or any other similar regulations.

               Section 6.07  Compliance with REMIC Provisions.

               If a REMIC  election  has been made with  respect to the  arrangement  under which the  Mortgage
Loans and REO Property are held,  the  Servicer  shall not take any action,  cause the REMIC to take any action
or fail to take (or fail to cause to be taken) any action  that,  under the REMIC  Provisions,  if taken or not
taken,  as the case may be  could  (i)  endanger  the  status  of the  REMIC as a REMIC or (ii)  result  in the
imposition  of a tax upon the REMIC  (including  but not  limited to the tax on  "prohibited  transactions"  as
defined  in  Section  860F(a)(2)  of the Code and the tax on  "contribution"  to a REMIC set  forth in  Section
860G(d) of the Code  unless the  Servicer  has  received  an  Opinion of Counsel  (at the  expense of the party
seeking to take such  actions) to the effect that the  contemplated  action will not endanger such REMIC status
or result in the imposition of any such tax.

               Section 6.08  Non-solicitation.

               The  Servicer  shall  not  knowingly  conduct  any  solicitation  exclusively  targeted  to  the
Mortgagors  for the purpose of inducing or  encouraging  the early  prepayment  or  refinancing  of the related
Mortgage  Loans.  It is  understood  and agreed  that  promotions  undertaken  by the  Servicer or any agent or
affiliate of the Servicer which are directed to the general  public at large,  including,  without  limitation,
mass mailings based on commercially  acquired  mailing lists,  newspaper,  radio and television  advertisements
shall not constitute  solicitation  under this section.  Nothing  contained  herein shall prohibit the Servicer
from (i) distributing to Mortgagors any general advertising including information  brochures,  coupon books, or
other  similar  documentation  which  indicates  services  the  Seller  offers,  including  refinances  or (ii)
providing financing of home equity loans to Mortgagors at the Mortgagor's request.


                                          ARTICLE VII

                              REPORTS TO BE PREPARED BY SERVICER

                      Section 7.01  Servicer Shall Provide Information as Reasonably Required.

               The Servicer shall furnish to the Owner upon request, during the term of this Agreement, such
periodic, special or other reports or information, whether or not provided for herein, as shall be necessary,
reasonable or appropriate with respect to the purposes of this Agreement.  The Servicer may negotiate with
the Owner for a reasonable fee for providing such report or information, unless (i) the Servicer is required
to supply such report or information pursuant to any other section of this Agreement, or (ii) the report or
information has been requested in connection with Internal Revenue Service, OTS, FDIC or other regulatory
agency requirements.  All such reports or information shall be provided by and in accordance with all
reasonable instructions and directions given by the Owner. The Servicer agrees to execute and deliver all
such instruments and take all such action as the Owner, from time to time, may reasonably request in order to
effectuate the purpose and to carry out the terms of this Agreement.



                                         ARTICLE VIII

                                         THE SERVICER

               Section 8.01   Indemnification; Third Party Claims.

               The Servicer agrees to indemnify the Owner and hold it harmless from and against any and all
claims, losses, damages, penalties, fines, forfeitures, legal fees and related costs, judgments, and any
other costs, fees and expenses that the Owner may sustain in any way related to the failure of the Servicer
to perform in any way its duties and service the Mortgage Loans in strict compliance with the terms of this
Agreement and for breach of any representation or warranty of the Servicer contained herein.  The Servicer
shall immediately notify the Owner if a claim is made by a third party with respect to this Agreement or the
Mortgage Loans, assume (with the consent of the Owner and with counsel reasonably satisfactory to the Owner)
the defense of any such claim and pay all expenses in connection therewith, including counsel fees, and
promptly pay, discharge and satisfy any judgment or decree which may be entered against it or the Owner in
respect of such claim but failure to so notify the Owner shall not limit its obligations hereunder.  The
Servicer agrees that it will not enter into any settlement of any such claim without the consent of the Owner
unless such settlement includes an unconditional release of the Owner from all liability that is the subject
matter of such claim.  The provisions of this Section 8.01 shall survive termination of this Agreement. In no
event will either Purchaser or Seller be liable to the other party to this Agreement for incidental or
consequential damages, including, without limitation, loss of profit or loss of business or business
opportunity, regardless of the form of action whether in contract, tort or otherwise.



               Section 8.02   Merger or Consolidation of the Servicer.

               The Servicer  will keep in full effect its  existence,  rights and  franchises  as a corporation
under the laws of the state of its incorporation  except as permitted herein,  and will obtain and preserve its
qualification to do business as a foreign  corporation in each  jurisdiction in which such  qualification is or
shall be necessary to protect the validity and  enforceability  of this  Agreement or any of the Mortgage Loans
and to perform its duties under this Agreement.

               Any Person into which the Servicer may be merged or consolidated,  or any corporation  resulting
from any merger,  conversion or consolidation to which the Servicer shall be a party, or any Person  succeeding
to the  business  of the  Servicer  whether or not related to loan  servicing,  shall be the  successor  of the
Servicer  hereunder,  without the execution or filing of any paper or any further act on the part of any of the
parties  hereto,  anything herein to the contrary  notwithstanding;  provided,  however,  that the successor or
surviving  Person shall be an institution  (i) having a GAAP net worth of not less than  $25,000,000,  (ii) the
deposits  of which are  insured by the FDIC,  SAIF  and/or  BIF,  or which is a  HUD-approved  mortgagee  whose
primary  business is in  origination  and servicing of first lien mortgage  loans,  and (iii) which is a Fannie
Mae or Freddie Mac approved seller/servicer in good standing.

               Section 8.03  Limitation on Liability of the Servicer and Others.

               Neither the Servicer  nor any of the  officers,  employees  or agents of the  Servicer  shall be
under any liability to the Owner for any action taken or for  refraining  from the taking of any action in good
faith pursuant to this Agreement,  or for errors in judgment made in good faith;  provided,  however, that this
provision   shall  not  protect  the  Servicer  or  any  such  person  against  any  breach  of  warranties  or
representations  made herein,  or failure to perform in any way its obligations in compliance with any standard
of care set  forth in this  Agreement,  or any  liability  which  would  otherwise  be  imposed  by  reason  of
negligence  or any  breach of the  terms and  conditions  of this  Agreement.  The  Servicer  and any  officer,
employee or agent of the  Servicer  may rely in good faith on any  document  of any kind prima  facie  properly
executed  and  submitted by the Owner  respecting  any matters  arising  hereunder.  The Servicer  shall not be
under any  obligation to appear in,  prosecute or defend any legal action which is not incidental to its duties
to service the Mortgage  Loans in  accordance  with this  Agreement  and which in its opinion may involve it in
any expenses or liability;  provided,  however,  that the Servicer  may,  with the consent of the Owner,  which
consent  shall  not be  unreasonably  withheld,  undertake  any such  action  which it may  deem  necessary  or
desirable with respect to this Agreement and the rights and duties of the parties  hereto.  In such event,  the
reasonable  legal expenses and costs of such action and any liability  resulting  therefrom  shall be expenses,
costs and liabilities  for which the Owner will be liable,  and the Servicer shall be entitled to be reimbursed
therefor from the Owner upon written demand.

               Section 8.04  Servicer Not to Resign.

               The Servicer  shall not resign from the  obligations  and duties hereby  imposed on it except by
mutual  consent  of the  Servicer  and the Owner or upon the  determination  that its duties  hereunder  are no
longer  permissible  under  applicable  law and such  incapacity  cannot  be cured  by the  Servicer.  Any such
determination  permitting  the  resignation of the Servicer shall be evidenced by an Opinion of Counsel to such
effect  delivered  to the Owner  which  Opinion of Counsel  shall be in form and  substance  acceptable  to the
Owner.  No such  resignation  shall  become  effective  until a successor  shall have  assumed  the  Servicer's
responsibilities and obligations hereunder in the manner provided in Section 11.01.

               Section 8.05   No Transfer of Servicing.

               With  respect to the  retention of the Servicer to service the  Mortgage  Loans  hereunder,  the
Servicer  acknowledges  that the  Owner has acted in  reliance  upon the  Servicer's  independent  status,  the
adequacy of its servicing facilities,  plan, personnel,  records and procedures, its integrity,  reputation and
financial  standing and the  continuance  thereof.  Without in any way limiting the generality of this section,
the  Servicer  shall not either  assign this  Agreement  or the  servicing  hereunder or delegate its rights or
duties  hereunder or any portion  thereof,  or sell or  otherwise  dispose of all or  substantially  all of its
property or assets,  without the prior written approval of the Owner,  which approval shall not be unreasonably
withheld;  provided that the Servicer may assign the Agreement and the servicing  hereunder without the consent
of Owner to an  affiliate  of the  Servicer to which all  servicing  of the Servicer is assigned so long as (i)
such  affiliate  is a Fannie  Mae and  Freddie  Mac  approved  servicer  and (ii) if it is  intended  that such
affiliate be spun off to the  shareholders  of the Servicer,  such  affiliate have a GAAP net worth of at least
$10,000,000  and (iii)  such  affiliate  shall  deliver  to the Owner a  certification  pursuant  to which such
affiliate  shall agree to be bound by the terms and  conditions  of this  Agreement and shall certify that such
affiliate is a Fannie Mae and Freddie Mac approved servicer in good standing.

                                          ARTICLE IX
                                           DEFAULT
               Section 9.01  Events of Default.
               In case one or more of the  following  Events of  Default  by the  Servicer  shall  occur and be
continuing, that is to say:

               (i)    any failure by the  Servicer to remit to the Owner any payment  required to be made under
the terms of this Agreement  which  continues  unremedied for a period of three (3) Business Days after written
notice thereof (it being understood that this subparagraph shall not affect Servicer's  obligation  pursuant to
Section 5.01 to pay default  interest on any  remittance  received by the Owner after the Business Day on which
such payment was due); or

               (ii)   any  failure on the part of the  Servicer  duly to  observe  or  perform in any  material
respect any other of the covenants or agreements on the part of the Servicer set forth in this  Agreement,  the
breach of which  has a  material  adverse  effect  and which  continue  unremedied  for a period of sixty  days
(except  that  such  number  of days  shall be  fifteen  in the case of a failure  to pay any  premium  for any
insurance  policy  required to be  maintained  under this  Agreement and such failure shall be deemed to have a
material  adverse  effect)  after the date on which written  notice of such  failure,  requiring the same to be
remedied, shall have been given to the Servicer by the Owner; or

               (iii)  a decree or order of a court or agency or supervisory  authority having  jurisdiction for
the  appointment  of a conservator or receiver or liquidator in any  insolvency,  bankruptcy,  readjustment  of
debt,  marshaling of assets and  liabilities  or similar  proceedings,  or for the winding-up or liquidation of
its  affairs,  shall have been entered  against the  Servicer  and such decree or order shall have  remained in
force undischarged or unstayed for a period of sixty days; or

               (iv)   the  Servicer  shall  consent  to  the  appointment  of  a  conservator  or  receiver  or
liquidator  in any  insolvency,  bankruptcy,  readjustment  of debt,  marshaling of assets and  liabilities  or
similar  proceedings  of or relating to the  Servicer  or of or  relating  to all or  substantially  all of its
property; or

               (v)    the  Servicer  shall admit in writing its  inability  to pay its debts  generally as they
become due, file a petition to take advantage of any applicable  insolvency or reorganization  statute, make an
assignment for the benefit of its creditors, or voluntarily suspend payment of its obligations; or

               (vi)   the  Servicer  ceases to be approved  by either  Fannie Mae or Freddie Mac (to the extent
such  entities are then  operating in a capacity  similar to that in which they operate on the Closing Date) as
a mortgage loan servicer for more than thirty days to the extent such entities perform similar functions; or

               (vii)  the  Servicer  attempts to assign its right to  servicing  compensation  hereunder or the
Servicer  attempts,  without the consent of the Owner, to sell or otherwise dispose of all or substantially all
of its  property  or assets or to assign this  Agreement  or the  servicing  responsibilities  hereunder  or to
delegate its duties hereunder or any portion thereof except as otherwise permitted herein.

               then,  and in each and  every  such  case,  so long as an Event of  Default  shall not have been
remedied,  the Owner,  by notice in writing to the Servicer  may, in addition to whatever  rights the Owner may
have  under  Section  8.01  and  at law  or  equity  to  damages,  including  injunctive  relief  and  specific
performance,  terminate all the rights and  obligations  of the Servicer under this Agreement and in and to the
Mortgage  Loans and the proceeds  thereof  without  compensating  the  Servicer  for the same.  On or after the
receipt by the Servicer of such written  notice,  all authority and power of the Servicer under this Agreement,
whether  with  respect  to the  Mortgage  Loans or  otherwise,  shall  pass to and be vested  in the  successor
appointed  pursuant to Section  11.01.  Upon  written  request  from the Owner,  the  Servicer  shall  prepare,
execute and deliver,  any and all documents and other  instruments,  place in such  successor's  possession all
Servicing  Files,  and do or  accomplish  all other  acts or things  necessary  or  appropriate  to effect  the
purposes of such notice of  termination,  whether to complete the transfer and endorsement or assignment of the
Mortgage Loans and related  documents,  or otherwise,  at the Servicer's  sole expense.  The Servicer agrees to
cooperate  with the Owner and such successor in effecting the  termination  of the Servicer's  responsibilities
and rights hereunder,  including,  without limitation,  the transfer to such successor for administration by it
of all cash  amounts  which shall at the time be credited by the  Servicer to the  Custodial  Account or Escrow
Account or thereafter received with respect to the Mortgage Loans or any REO Property.

               Section 9.02 Waiver of Defaults.

               The Owner may waive only by written  notice any default by the  Servicer in the  performance  of
its  obligations  hereunder and its  consequences.  Upon any such waiver of a past default,  such default shall
cease to exist,  and any Event of Default  arising  therefrom  shall be deemed to have been  remedied for every
purpose of this  Agreement.  No such  waiver  shall  extend to any  subsequent  or other  default or impair any
right consequent thereon except to the extent expressly so waived in writing.

                                                   ARTICLE X

                                          TERMINATION

               Section 10.01  Termination.

               The respective  obligations and  responsibilities  of the Servicer shall terminate upon: (i) the
later of the final  payment or other  liquidation  (or any advance with respect  thereto) of the last  Mortgage
Loan or the  disposition of all REO Property and the  remittance of all funds due hereunder;  or (ii) by mutual
consent of the Servicer and the Owner in writing;  or (iii)  termination by the Owner pursuant to Section 9.01.
Simultaneously  with any such  termination  and the transfer of  servicing  hereunder,  the  Servicer  shall be
entitled to be reimbursed for any outstanding Servicing Advances and Monthly Advances.

               Section 10.02  Removal of Mortgage Loans from Inclusion under this Agreement upon a Whole
Loan Transfer or a Pass-Through Transfer.


        The Servicer  acknowledges and the Owner agrees that with respect to some or all of the Mortgage Loans,
the Owner may effect either (1) one or more Whole Loan Transfers, or  (2) one or more Pass-Through Transfers.

        The Servicer shall  cooperate with the Owner in connection with any Whole Loan Transfer or Pass-Through
Transfer  contemplated  by  the  Owner  pursuant  to  this  Section.  In  connection  therewith,   and  without
limitation,  the Owner shall deliver any  reconstitution  agreement or other document related to the Whole Loan
Transfer or  Pass-Through  Transfer to the Servicer at least 15 days prior to such transfer (or 30 days if such
transfer is to take place in March,  June,  September or  December)  and the  Servicer  shall  execute any such
reconstitution  agreement  which  contains  provisions  substantially  similar  to those  herein  or  otherwise
reasonably  acceptable  to the Owner and the Servicer and which  restates the  representations  and  warranties
contained in Article III as of the date of transfer (except to the extent any such  representation  or warranty
is not accurate on such date).


        With respect to each Whole Loan Transfer or Pass-Through  Transfer, as the case may be, effected by the
Owner,  Owner (i) shall  reimburse  Servicer for all  reasonable  out-of-pocket  third party costs and expenses
related  thereto and (ii) shall pay  Servicer a  reasonable  amount  representing  time and effort  expended by
Servicer  related  thereto  (which  amount shall be  reasonably  agreed upon by Servicer and Owner prior to the
expenditure  of  such  time  and  effort);  provided,  however,  that  for  each  Whole  Loan  Transfer  and/or
Pass-Through  Transfer,  the sum of such amounts  described in subsections (i) and (ii) above shall in no event
exceed $5,000.  For purposes of this paragraph,  all Whole Loan Transfers  and/or  Pass-Through  Transfers made
to the same  entity  within  the  same  accounting  cycle  shall be  considered  one  Whole  Loan  Transfer  or
Pass-Through Transfer.

               All Mortgage Loans not sold or transferred pursuant to a Whole Loan Transfer or Pass-Through
Transfer shall be subject to this Agreement and shall continue to be serviced in accordance with the terms of
this Agreement and with respect thereto this Agreement shall remain in full force and effect.




                                          ARTICLE XI

                                   MISCELLANEOUS PROVISIONS

               Section 11.01  Successor to the Servicer.

               Prior to  termination  of the  Servicer's  responsibilities  and  duties  under  this  Agreement
pursuant to Sections 8.04,  9.01 or 10.01(ii),  the Owner shall (i) succeed to and assume all of the Servicer's
responsibilities,  rights, duties and obligations under this Agreement,  or (ii) appoint a successor having the
characteristics  set forth in Section  8.02 hereof and which shall  succeed to all rights and assume all of the
responsibilities,  duties and  liabilities of the Servicer under this Agreement prior to the termination of the
Servicer's   responsibilities,   duties  and  liabilities  under  this  Agreement.   In  connection  with  such
appointment and assumption,  the Owner may make such  arrangements  for the  compensation of such successor out
of payments on Mortgage  Loans as the Owner and such  successor  shall agree.  In the event that the Servicer's
duties,   responsibilities  and  liabilities  under  this  Agreement  should  be  terminated  pursuant  to  the
aforementioned  sections, the Servicer shall discharge such duties and responsibilities  during the period from
the date it acquires  knowledge of such  termination  until the effective  date thereof with the same degree of
diligence  and  prudence  which it is  obligated  to exercise  under this  Agreement,  and shall take no action
whatsoever  that  might  impair  or  prejudice  the  rights  or  financial  condition  of  its  successor.  The
resignation  or removal of the Servicer  pursuant to the  aforementioned  sections  shall not become  effective
until a successor  shall be appointed  pursuant to this  section and shall in no event  relieve the Servicer of
the  representations  and warranties made pursuant to Article III and the remedies available to the Owner under
Section 8.01,  it being  understood  and agreed that the  provisions of such Article III and Section 8.01 shall
be applicable to the Servicer  notwithstanding  any such  resignation or  termination  of the Servicer,  or the
termination of this Agreement.

               Any  successor  appointed  as provided  herein  shall  execute,  acknowledge  and deliver to the
Servicer and to the Owner an instrument  accepting such  appointment,  whereupon  such  successor  shall become
fully  vested with all the  rights,  powers,  duties,  responsibilities,  obligations  and  liabilities  of the
Servicer,  with  like  effect  as if  originally  named  as a  party  to this  Agreement.  Any  termination  or
resignation  of the Servicer or this  Agreement  pursuant to Section  8.04,  9.01 or 10.01 shall not affect any
claims that the Owner may have against the Servicer arising prior to any such termination or resignation.

               The Servicer shall promptly deliver to the successor the funds in the Custodial  Account and the
Escrow  Account and the  Servicing  Files and related  documents  and  statements  held by it hereunder and the
Servicer  shall  account for all funds.  The Servicer  shall execute and deliver such  instruments  and do such
other things all as may reasonably be required to more fully and  definitely  vest and confirm in the successor
all  such  rights,  powers,  duties,  responsibilities,  obligations  and  liabilities  of  the  Servicer.  The
successor  shall make such  arrangements  as it may deem  appropriate to reimburse the Servicer for unrecovered
Servicing  Advances which the successor  retains hereunder and which would otherwise have been recovered by the
Servicer pursuant to this Agreement but for the appointment of the successor servicer.

               Upon a successor's  acceptance of  appointment  as such,  the Servicer shall notify the Owner of
such appointment.

               Section 11.02  Amendment.

               This  Agreement  may be  amended  from time to time by the  Servicer  and the  Owner by  written
agreement signed by the Servicer and the Owner.

               Section 11.03  Recordation of Agreement.

               To the extent  permitted by applicable  law,  this  Agreement is subject to  recordation  in all
appropriate  public offices for real property records in all the counties or other comparable  jurisdictions in
which any of all the  properties  subject to the Mortgages are situated,  and in any other  appropriate  public
recording  office or  elsewhere,  such  recordation  to be  effected  by the Owner at the  Owner's  expense  on
direction  of the Owner  accompanied  by an opinion of counsel to the effect that such  recordation  materially
and  beneficially  affects the interest of the Owner or is necessary  for the  administration  or servicing the
Mortgage Loans.

               Section 11.04  Governing Law.

               THIS  AGREEMENT  SHALL BE GOVERNED BY AND CONSTRUED IN ACCORDANCE  WITH THE INTERNAL LAWS OF THE
STATE OF NEW YORK  WITHOUT  GIVING  EFFECT TO  PRINCIPLES  OF CONFLICTS OF LAWS.  THE  OBLIGATIONS,  RIGHTS AND
REMEDIES OF THE PARTIES HEREUNDER SHALL BE DETERMINED IN ACCORDANCE WITH SUCH LAWS.

               Section 11.05  Notices.

               Any  demands,  notices or other  communications  permitted  or  required  hereunder  shall be in
writing  and  shall be  deemed  conclusively  to have  been  given if  personally  delivered  at or  mailed  by
registered mail,  postage prepaid,  and return receipt  requested or transmitted by telecopier and confirmed by
a similar mailed writing, as follows:

(i)            if to the Servicer:

               500 Enterprise Road
               Horsham, Pennsylvania 19044
               Attention: Mr. Frank Ruhl
               Telecopier No.: (215) 682-3396

(ii)           if to the Owner:

               Mac Arthur Ridge II,
               909 Hidden Ridge Drive, Suite 200
               Irving, Texas 75038
               Attention:  Mr. Edward Raice
               Telecopier No.:  (972) 444-2810

or such other  address as may  hereafter  be  furnished  to the other party by like  notice.  Any such  demand,
notice,  or communication  hereunder shall be deemed to have been received on the date delivered to or received
at the premises of the address (as  evidenced,  in the case of registered or certified  mail, by the date noted
on the return receipt).

               Section 11.06  Severability of Provisions.

               Any part,  provision,  representation or warranty of this Agreement which is prohibited or which
is  held  to  be  void  or   unenforceable   shall  be  ineffective  to  the  extent  of  such  prohibition  or
unenforceability  without  invalidating the remaining  provisions hereof. Any part,  provision,  representation
or warranty of this Agreement which is prohibited or  unenforceable  or is held to be void or  unenforceable in
any  jurisdiction  shall  be  ineffective,  as to such  jurisdiction,  to the  extent  of such  prohibition  or
unenforceability   without   invalidating  the  remaining  provisions  hereof,  and  any  such  prohibition  or
unenforceability  in any  jurisdiction  as to any Mortgage Loan shall not  invalidate  or render  unenforceable
such  provision in any other  jurisdiction.  To the extent  permitted  by  applicable  law, the parties  hereto
waive any  provision of law which  prohibits or renders void or  unenforceable  any  provision  hereof.  If the
invalidity of any part,  provision,  representation  or warranty of this  Agreement  shall deprive any party of
the economic  benefit intended to be conferred by this Agreement,  the parties shall negotiate,  in good faith,
to develop a structure  the economic  effect of which is nearly as possible the same as the economic  effect of
this Agreement without regard to such invalidity.

               Section 11.07  Exhibits.

               The  exhibits  to this  Agreement  are  hereby  incorporated  and made a part  hereof and are an
integral part of this Agreement.



               Section 11.08  General Interpretive Principles.

               For purposes of this  Agreement,  except as otherwise  expressly  provided or unless the context
otherwise requires:

               (i)    the  terms  defined  in  this  Agreement  have  the  meanings  assigned  to  them in this
Agreement and include the plural as well as the  singular,  and the use of any gender herein shall be deemed to
include the other gender;

               (ii)   accounting  terms not  otherwise  defined  herein have the  meanings  assigned to them in
accordance with generally accepted accounting principles;

               (iii)  references  herein to  "Articles,"  "Sections,"  "Subsections,"  "Paragraphs,"  and other
subdivisions  without reference to a document are to designated  Articles,  Sections,  Subsections,  Paragraphs
and other subdivisions of this Agreement;

               (iv)   a reference  to a  Subsection  without  further  reference to a Section is a reference to
such  Subsection  as  contained in the same Section in which the  reference  appears,  and this rule shall also
apply to Paragraphs and other subdivisions;

               (v)    the words  "herein,"  "hereof,"  "hereunder"  and other words of similar  import refer to
this Agreement as a whole and not to any particular provision; and

               (vi)   the  term  "include"  or  "including"   shall  mean  without   limitation  by  reason  of
enumeration.

               Section 11.09  Reproduction of Documents.

               This Agreement and all documents relating hereto, including,  without limitation,  (i) consents,
waivers  and  modifications  which may  hereafter  be  executed,  (ii)  documents  received by any party at the
closing,  and  (iii)  financial  statements,   certificates  and  other  information  previously  or  hereafter
furnished, may be reproduced by any photographic,  photostatic,  microfilm,  micro-card, miniature photographic
or other  similar  process.  The parties  agree that any such  reproduction  shall be admissible in evidence as
the original itself in any judicial or administrative  proceeding,  whether or not the original is in existence
and  whether or not such  reproduction  was made by a party in the  regular  course of  business,  and that any
enlargement, facsimile or further reproduction of such reproduction shall likewise be admissible in evidence.

               Section 11.10  Confidentiality of Information.

               Each  party  recognizes  that,  in  connection  with  this  Agreement,  it may  become  privy to
non-public  information  regarding  the  financial  condition,  operations  and  prospects  of the other party.
Except as required to be disclosed by law, each party agrees to keep all non-public  information  regarding the
other party strictly  confidential,  and to use all such information  solely in order to effectuate the purpose
of this Agreement.

               Section 11.11  Recordation of Assignments of Mortgage.

               To the extent  permitted by applicable  law, each of the  Assignments  of Mortgage is subject to
recordation  in all  appropriate  public  offices  for  real  property  records  in all the  counties  or other
comparable  jurisdictions  in which  any or all of the  Mortgaged  Properties  are  situated,  and in any other
appropriate  public  recording  office or  elsewhere,  such  recordation  to be effected by the Servicer at the
Owner's expense.

               Section 11.12  Assignment by the Owner.

               The Owner shall have the right,  without the consent of the Servicer hereof, to assign, in whole
or in part,  its  interest  under  this  Agreement  with  respect  to some or all of the  Mortgage  Loans,  and
designate any person to exercise any rights of the Owner  hereunder,  by executing an assignment and assumption
agreement  reasonably  acceptable  to the Servicer and the assignee or designee  shall accede to the rights and
obligations  hereunder  of the Owner with  respect  to such  Mortgage  Loans.  In no event  shall  Owner sell a
partial  interest in any  Mortgage  Loan.  All  references  to the Owner in this  Agreement  shall be deemed to
include its assignees or designees.  It is  understood  and agreed  between the Owners and the Servicer that no
more than five (5) Persons shall have the right of owner under this Agreement at any one time.

               Section 11.13  No Partnership.

               Nothing  herein  contained  shall be deemed or  construed  to create a  co-partnership  or joint
venture  between  the  parties  hereto and the  services of the  Servicer  shall be rendered as an  independent
contractor and not as agent for Owner.

               Section 11.14  Execution; Successors and Assigns.

               This Agreement may be executed in one or more  counterparts and by the different  parties hereto
on  separate  counterparts,  each of  which,  when  so  executed,  shall  be  deemed  to be an  original;  such
counterparts,  together,  shall constitute one and the same agreement.  Subject to Section 8.04, this Agreement
shall inure to the benefit of and be binding upon the Servicer  and the Owner and their  respective  successors
and assigns.

               Section 11.15  Entire Agreement.

               Each of the Servicer and the Owner acknowledge that no  representations,  agreements or promises
were made to it by the other party or any of its  employees  other than those  representations,  agreements  or
promises  specifically  contained  herein.  This  Agreement  sets forth the entire  understanding  between  the
parties hereto and shall be binding upon all successors of both parties.












               IN WITNESS  WHEREOF,  the Servicer and the Owner have caused their names to be signed  hereto by
their respective officers thereunto duly authorized as of the date and year first above written.




                                    GMAC MORTGAGE CORPORATION
                                    Servicer

                                    By: ________________________________________
                                         Name:
                                         Title:



                                    EMC MORTGAGE CORPORATION
                                    Owner


                                    By: ________________________________________




                                                   EXHIBIT A

                                            MORTGAGE LOAN SCHEDULE



                                           EXHIBIT B

                              CUSTODIAL ACCOUNT LETTER AGREEMENT
                                            (date)


To:______________________
_________________________
_________________________
    (the "Depository")

               As    "Servicer"     under    the    Servicing     Agreement,     dated    as    of    ,    (the
"Agreement"),  we hereby authorize and request you to establish an account,  as a Custodial Account pursuant to
Section 4.04 of the Agreement,  to be designated as "[Servicer] Custodial Account, in trust for [Owner],  Owner
of Whole Loan Mortgages,  and various  Mortgagors."  All deposits in the account shall be subject to withdrawal
therefrom by order signed by the  Servicer.  You may refuse any deposit  which would result in violation of the
requirement  that the  account  be fully  insured  as  described  below.  This  letter is  submitted  to you in
duplicate.  Please execute and return one original to us.



                                By:____________________
                                Name:__________________
                                Title:_________________

               The  undersigned,  as "Depository",  hereby certifies that the above described  account has been
established  under Account Number  __________,  at the office of the depository  indicated above, and agrees to
honor  withdrawals  on such  account as provided  above.  The full amount  deposited at any time in the account
will be  insured  up to  applicable  limits by the  Federal  Deposit  Insurance  Corporation  through  the Bank
Insurance  Fund or the Savings  Association  Insurance  Fund or will be invested in  Permitted  Investments  as
defined in the Agreement.

                                [                  ]
                                (name of Depository)
                                By:____________________
                                Name:__________________
                                Title:_________________



                                           EXHIBIT C

                                ESCROW ACCOUNT LETTER AGREEMENT

                                            (date)

To:___________________________
______________________________
______________________________
       (the "Depository")

               As     "Servicer"     under     the     Servicing     Agreement,     dated     as    of     (the
"Agreement"),  we hereby  authorize and request you to establish an account,  as an Escrow Account  pursuant to
Section 4.06 of the Agreement,  to be designated as "[Servicer] Escrow Account, in trust for [Owner],  Owner of
Whole Loan  Mortgages,  and various  Mortgagors."  All deposits in the account  shall be subject to  withdrawal
therefrom by order signed by the  Servicer.  You may refuse any deposit  which would result in violation of the
requirement  that the  account  be fully  insured  as  described  below.  This  letter is  submitted  to you in
duplicate.  Please execute and return one original to us.



                                By:____________________
                                Name:__________________
                                Title:_________________

               The  undersigned,  as "Depository",  hereby certifies that the above described  account has been
established  under Account Number  __________,  at the office of the depository  indicated above, and agrees to
honor  withdrawals  on such  account as provided  above.  The full amount  deposited at any time in the account
will be  insured  up to  applicable  limits by the  Federal  Deposit  Insurance  Corporation  through  the Bank
Insurance  Fund or the Savings  Association  Insurance  Fund or will be invested in  Permitted  Investments  as
defined in the Agreement.

                                [                  ]
                                (name of Depository)
                                By:____________________
                                Name:__________________
                                Title:_________________




                                           EXHIBIT D

                                       REQUEST FOR RELEASE






                                           EXHIBIT E

                               LOAN LEVEL SCHEDULED-SCHEDULED
                                   REMITTANCE TAPE LAYOUT



                                                                                                    EXHIBIT H-8

                                        GREENPOINT SERVICING AGREEMENT





                                               EMC MORTGAGE CORPORATION
                                                  Purchaser,

                                       GREENPOINT MORTGAGE FUNDING, INC.

                                                   Company,

                                 PURCHASE, WARRANTIES AND SERVICING AGREEMENT
                                         Dated as of September 1, 2003





                                  (Fixed and Adjustable Rate Mortgage Loans)





                                               TABLE OF CONTENTS

                                                   ARTICLE I


Section 1.01     Defined Terms.........................................................2

                                                  ARTICLE II

Section 2.01     Agreement to Purchase.................................................14
Section 2.02     Purchase Price........................................................15
Section 2.03     Servicing of Mortgage Loans...........................................15
Section 2.04     Record Title and Possession of Mortgage Files;
                         Maintenance of Servicing Files................................15
Section 2.05     Books and Records.....................................................16
Section 2.06     Transfer of Mortgage Loans............................................17
Section 2.07     Delivery of Mortgage Loan Documents...................................17
Section 2.08     Quality Control Procedures............................................19
Section 2.09     Near-term Principal Prepayments; Near Term Payment Defaults...........19
Section 2.10     Modification of Obligations...........................................19

                                                  ARTICLE III

Section 3.01     Representations and Warranties of the Company.........................21
Section 3.02     Representations and Warranties as to
                         Individual Mortgage Loans.....................................24
Section 3.03     Repurchase; Substitution..............................................33
Section 3.04     Representations and Warranties of the Purchaser.......................35

                                                  ARTICLE IV

Section 4.01     Company to Act as Servicer............................................36
Section 4.02     Collection of Mortgage Loan Payments..................................39
Section 4.03     Realization Upon Defaulted Mortgage Loans.............................40
Section 4.04     Establishment of Custodial Accounts;
                         Deposits in Custodial Accounts................................41
Section 4.05     Permitted Withdrawals from the
                         Custodial Account.............................................42
Section 4.06     Establishment of Escrow Accounts;
                         Deposits in Escrow Accounts...................................43
Section 4.07     Permitted Withdrawals From Escrow Account.............................44
Section 4.08     Payment of Taxes, Insurance and Other
                         Charges; Maintenance of Primary Mortgage
                          Insurance Policies; Collections Thereunder...................45
Section 4.09     Transfer of Accounts..................................................46
Section 4.10     Maintenance of Hazard Insurance.......................................46
Section 4.11     Maintenance of Mortgage Impairment
                         Insurance Policy..............................................47
Section 4.12     Fidelity Bond, Errors and Omissions
                        Insurance......................................................48
Section 4.13     Title, Management and Disposition of REO  Property....................48
Section 4.14     Notification of Maturity Date.........................................50

                                                   ARTICLE V

Section 5.01     Distributions.........................................................50
Section 5.02     Statements to the Purchaser...........................................51
Section 5.03     Monthly Advances by the Company.......................................53
Section 5.04     Liquidation Reports...................................................53

                                                  ARTICLE VI

Section 6.01     Assumption Agreements.................................................53
Section 6.02     Satisfaction of Mortgages and Release
                         of Mortgage Files.............................................54
Section 6.03     Servicing Compensation................................................55
Section 6.04     Annual Statement as to Compliance.....................................56
Section 6.05     Annual Independent Certified Public
                         Accountants' Servicing Report.................................56
Section 6.06     Purchaser's Right to Examine Company Records..........................56

                                                  ARTICLE VII

Section 7.01      Company Shall Provide Information as Reasonably
                          Required.....................................................57

                                                 ARTICLE VIII

Section 8.01     Indemnification; Third Party Claims...................................58
Section 8.02     Merger or Consolidation of the Company................................58
Section 8.03     Limitation on Liability of the Company and Others.....................59
Section 8.04     Company Not to Assign or Resign.......................................59
Section 8.05     No Transfer of Servicing..............................................59




                                                  ARTICLE IX

Section 9.01     Events of Default.....................................................61
Section 9.02     Waiver of Defaults....................................................62

                                                   ARTICLE X

Section 10.01     Termination..........................................................62
Section 10.02     Termination without cause............................................63

                                                  ARTICLE XI

Section 11.01     Successor to the Company.............................................63
Section 11.02     Amendment............................................................64
Section 11.03     Recordation of Agreement.............................................65
Section 11.04     Governing Law........................................................65
Section 11.05     Notices..............................................................65
Section 11.06     Severability of Provisions...........................................66
Section 11.07     Exhibits.............................................................66
Section 11.08     General Interpretive Principles......................................66
Section 11.09     Reproduction of Documents............................................67
Section 11.10     Confidentiality of Information.......................................67
Section 11.11     Recordation of Assignment of Mortgage................................67
Section 11.12     Assignment by Purchaser..............................................68
Section 11.13     No Partnership.......................................................68
Section 11.14     Execution: Successors and Assigns....................................68
Section 11.15     Entire Agreement.....................................................68
Section 11.16     No Solicitation......................................................68
Section 11.17     Closing..............................................................69
Section 11.18     Cooperation of Company with Reconstitution...........................70

EXHIBITS
   A                    Contents of Mortgage File
   B                    Custodial Account Letter Agreement
   C                    Escrow Account Letter Agreement
   D                    Form of Assignment, Assumption and Recognition Agreement
   E                    Form of Trial Balance
   F                     [reserved]
   G                   Request for Release of Documents and Receipt
   H                   Company's Underwriting Guidelines
   I                     Form of Term Sheet








        This is a Purchase,  Warranties and Servicing Agreement,  dated as of September 1, 2003 and is executed
between EMC MORTGAGE CORPORATION,  as Purchaser,  with offices located at Mac Arthur Ridge II, 909 Hidden Ridge
Drive, Suite 200, Irving,  Texas 75038 (the "Purchaser"),  and GREENPOINT MORTGAGE FUNDING,  INC., with offices
located at 100 Wood Hollow Drive, Novato, California 94945 (the "Company").

                                             W I T N E S S E T H :

        WHEREAS,  the  Purchaser  has  heretofore  agreed to  purchase  from the  Company  and the  Company has
heretofore agreed to sell to the Purchaser,  from time to time,  certain Mortgage Loans on a servicing retained
basis;

        WHEREAS,  each of the  Mortgage  Loans is  secured  by a  mortgage,  deed of  trust  or other  security
instrument  creating a first  lien on a  residential  dwelling  located in the  jurisdiction  indicated  on the
Mortgage Loan Schedule, which is annexed to the related Term Sheet; and

        WHEREAS,  the  Purchaser and the Company wish to prescribe the  representations  and  warranties of the
Company  with  respect  to itself and the  Mortgage  Loans and the  management,  servicing  and  control of the
Mortgage Loans;

        NOW,  THEREFORE,  in consideration of the mutual  agreements  hereinafter set forth, and for other good
and valuable  consideration,  the receipt and adequacy of which is hereby  acknowledged,  the Purchaser and the
Company agree as follows:





                                                   ARTICLE I

                                                  DEFINITIONS

        Section 1.01  Defined Terms.

        Whenever  used in this  Agreement,  the  following  words and  phrases,  unless the  context  otherwise
requires, shall have the following meaning specified in this Article:

        Accepted Servicing  Practices:  With respect to any Mortgage Loan, those mortgage  servicing  practices
(including  collection  procedures) of prudent  mortgage banking  institutions  which service mortgage loans of
the same type as such Mortgage Loan in the jurisdiction  where the related Mortgaged  Property is located,  and
which are in  accordance  with Fannie Mae  servicing  practices  and  procedures,  for MBS pool  mortgages,  as
defined in the Fannie Mae Guides including future updates.

        Adjustment  Date: As to each  adjustable  rate Mortgage Loan,  the date on which the Mortgage  Interest
Rate is adjusted in accordance with the terms of the related Mortgage Note.

        Agreement:   This  Purchase,   Warranties  and  Servicing  Agreement  including  all  exhibits  hereto,
amendments hereof and supplements hereto.

        Appraised  Value:  With  respect to any  Mortgaged  Property,  the value  thereof as  determined  by an
appraisal  made for the  originator of the Mortgage Loan at the time of  origination of the Mortgage Loan by an
appraiser who met the requirements of the Company and Fannie Mae.

        Assignment:  An individual assignment of the Mortgage,  notice of transfer or equivalent instrument, in
recordable  form,  sufficient  under the laws of the  jurisdiction  wherein the related  Mortgaged  Property is
located to reflect of record the sale or transfer of the Mortgage Loan.

        BIF:  The Bank Insurance Fund, or any successor thereto.

        Business  Day: Any day other than:  (i) a Saturday or Sunday,  or (ii) a legal  holiday in the State of
New  York,  or (iii) a day on which  banks in the  State of New  York are  authorized  or  obligated  by law or
executive order to be closed.

        Closing Date: With respect to any Mortgage Loan, the date stated on the related Term Sheet.

        Code:         The Internal Revenue Code of 1986, or any successor statute thereto.

        Company:  GreenPoint  Mortgage Funding,  Inc., its successors in interest and assigns,  as permitted by
this Agreement.

        Company's  Officer's  Certificate:  A certificate signed by the Chairman of the Board,  President,  any
Vice  President  or  Treasurer  of Company  stating  the date by which  Company  expects to receive any missing
documents sent for recording from the applicable recording office.

        Condemnation  Proceeds:  All  awards  or  settlements  in  respect  of a  Mortgaged  Property,  whether
permanent or temporary,  partial or entire, by exercise of the power of eminent domain or condemnation,  to the
extent not required to be released to a Mortgagor in  accordance  with the terms of the related  Mortgage  Loan
Documents.

        Confirmation:  The trade  confirmation  letter  between the  Purchaser and the Company which relates to
the Mortgage Loans.

        Co-op Lease:  With respect to a Co-op Loan,  the lease with respect to a dwelling  unit occupied by the
Mortgagor and relating to the stock allocated to the related dwelling unit.

        Co-op  Loan:  A  Mortgage  Loan  secured  by the  pledge of stock  allocated  to a  dwelling  unit in a
residential cooperative housing corporation and a collateral assignment of the related Co-op Lease.

        Current Appraised Value:    With respect to any  Mortgaged  Property,  the value  thereof as determined
by an appraisal made for the Company (by an appraiser who met the  requirements  of the Company and Fannie Mae)
at the request of a Mortgagor for the purpose of canceling a Primary  Mortgage  Insurance  Policy in accordance
with  federal,  state and local  laws and  regulations  or  otherwise  made at the  request  of the  Company or
Mortgagor.

        Current LTV:  The ratio of the Stated  Principal  Balance of a Mortgage  Loan to the Current  Appraised
Value of the Mortgaged Property.

        Custodial  Account:  Each  separate  demand  account or  accounts  created and  maintained  pursuant to
Section 4.04 which shall be entitled  "GreenPoint Mortgage Funding,  Inc., in trust for the [Purchaser],  Owner
of Adjustable Rate Mortgage Loans" and shall be established in an Eligible  Account,  in the name of the Person
that is the "Purchaser" with respect to the related Mortgage Loans.

        Custodian:  With respect to any Mortgage  Loan,  the entity  stated on the related Term Sheet,  and its
successors and assigns, as custodian for the Purchaser.

        Cut-off Date: With respect to any Mortgage Loan, the date stated on the related Term Sheet.

        Determination  Date:  The 15th  day (or if such  15th  day is not a  Business  Day,  the  Business  Day
immediately preceding such 15th day) of the month of the related Remittance Date.

        Due Date:  The day of the month on which the Monthly  Payment is due on a Mortgage  Loan,  exclusive of
any days of grace, which is the first day of the month.

        Due Period:  With respect to any Remittance Date, the period  commencing on the second day of the month
preceding the month of such Remittance Date and ending on the first day of the month of the Remittance Date.

        Eligible  Account:  An account  established and maintained:  (i) within FDIC insured accounts  created,
maintained and monitored by the Company so that all funds  deposited  therein are fully  insured,  or (ii) as a
trust  account with the  corporate  trust  department of a depository  institution  or trust company  organized
under the laws of the United  States of America or any one of the states  thereof or the  District  of Columbia
which  is not  affiliated  with  the  Company  (or any  sub-servicer)  or  (iii)  with an  entity  which  is an
institution  whose  deposits  are  insured by the FDIC,  the  unsecured  and  uncollateralized  long-term  debt
obligations  of which  shall be rated "A2" or higher by  Standard & Poor's and "A" or higher by Fitch,  Inc. or
one of the two highest  short-term  ratings by any applicable Rating Agency,  and which is either (a) a federal
savings  association duly organized,  validly existing and in good standing under the federal banking laws, (b)
an institution duly organized,  validly existing and in good standing under the applicable  banking laws of any
state, (c) a national banking  association  under the federal banking laws, or (d) a principal  subsidiary of a
bank holding company, or (iv) if ownership of the Mortgage Loans is evidenced by  mortgaged-backed  securities,
the equivalent  required ratings of each Rating Agency,  and held such that the rights of the Purchaser and the
owner of the Mortgage  Loans shall be fully  protected  against the claims of any  creditors of the Company (or
any  sub-servicer)  and of any creditors or depositors of the  institution  in which such account is maintained
or (v) in a separate  non-trust  account  without FDIC or other  insurance in an Eligible  Institution.  In the
event  that a  Custodial  Account  is  established  pursuant  to  clause  (iii),  (iv) or (v) of the  preceding
sentence,  the Company shall provide the Purchaser  with written  notice on the Business Day following the date
on which the applicable institution fails to meet the applicable ratings requirements.

        Eligible  Institution:  GreenPoint  Mortgage  Funding,  Inc., or an institution  having (i) the highest
short-term debt rating,  and one of the two highest  long-term debt ratings of each Rating Agency; or (ii) with
respect to any  Custodial  Account,  an  unsecured  long-term  debt  rating of at least one of the two  highest
unsecured long-term debt ratings of each Rating Agency.

        Equity  Take-Out  Refinanced  Mortgage  Loan: A Refinanced  Mortgage Loan the proceeds of which were in
excess of the  outstanding  principal  balance  of the  existing  mortgage  loan as  defined  in the Fannie Mae
Guide(s).

        Escrow  Account:  Each separate trust account or accounts  created and  maintained  pursuant to Section
4.06 which shall be  entitled  "GreenPoint  Mortgage  Funding,  Inc.,  in trust for the  [Purchaser],  Owner of
Adjustable Rate Mortgage Loans,  and various  Mortgagors" and shall be established in an Eligible  Account,  in
the name of the Person that is the "Purchaser" with respect to the related Mortgage Loans.

        Escrow  Payments:  With respect to any Mortgage Loan,  the amounts  constituting  ground rents,  taxes,
assessments,  water  rates,  sewer rents,  municipal  charges,  mortgage  insurance  premiums,  fire and hazard
insurance premiums,  condominium  charges, and any other payments required to be escrowed by the Mortgagor with
the mortgagee pursuant to the Mortgage or any other document.

        Event of Default:  Any one of the conditions or circumstances enumerated in Section 9.01.

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

        Fannie  Mae  Guide(s):  The  Fannie  Mae  Selling  Guide and the  Fannie  Mae  Servicing  Guide and all
amendments or additions thereto.

        FDIC:  The Federal Deposit Insurance Corporation, or any successor thereto.

        FHLMC:  The Federal Home Loan Mortgage Corporation, or any successor thereto.

        FHLMC Guide:  The FHLMC Single Family Seller/Servicer Guide and all amendments or additions thereto.

        Fidelity Bond:  A fidelity bond to be maintained by the Company pursuant to Section 4.12.

        FIRREA:  The Financial Institutions Reform, Recovery, and Enforcement Act of 1989.

        First  Remittance  Date:  With respect to any Mortgage Loan, the Remittance Date occurring in the month
following the month in which the related Closing Date occurs.

        GAAP:  Generally accepted accounting principles, consistently applied.

        HUD:  The United States Department of Housing and Urban Development or any successor thereto.

        Index:  With respect to any adjustable  rate Mortgage  Loan, the index  identified on the Mortgage Loan
Schedule and set forth in the related Mortgage Note for the purpose of calculating the interest rate thereon.

        Initial Rate Cap:    As to each adjustable rate Mortgage Loan, where  applicable,  the maximum increase
or decrease in the Mortgage Interest Rate on the first Adjustment Date.

        Insurance  Proceeds:  With respect to each Mortgage Loan,  proceeds of insurance  policies insuring the
Mortgage Loan or the related Mortgaged Property.

        Lifetime Rate Cap: As to each  adjustable rate Mortgage Loan, the maximum  Mortgage  Interest Rate over
the term of such Mortgage Loan.

        Liquidation  Proceeds:  Cash received in connection with the liquidation of a defaulted  Mortgage Loan,
whether through the sale or assignment of such Mortgage Loan, trustee's sale, foreclosure sale or otherwise.

        Loan Program Code:  With respect to each Mortgage Loan, a code  designating  the loan program  pursuant
to which a Mortgage Loan was underwritten in accordance with the Company's underwriting guidelines.

        Loan-to-Value  Ratio or LTV: With respect to any Mortgage Loan,  the ratio of the original  outstanding
principal  amount  of the  Mortgage  Loan,  to (i) the  Appraised  Value of the  Mortgaged  Property  as of the
Origination  Date with respect to a Refinanced  Mortgage  Loan,  and (ii) the lesser of the Appraised  Value of
the  Mortgaged  Property as of the  Origination  Date or the  purchase  price of the  Mortgaged  Property  with
respect to all other Mortgage Loans.

        Margin:  With respect to each adjustable rate Mortgage Loan, the fixed  percentage  amount set forth in
each related  Mortgage  Note which is added to the Index in order to determine  the related  Mortgage  Interest
Rate, as set forth in the Mortgage Loan Schedule.

        Monthly  Advance:  The aggregate of the advances made by the Company on any Remittance Date pursuant to
Section 5.03.

        Monthly  Payment:  The scheduled  monthly payment of principal and interest on a Mortgage Loan which is
payable by a Mortgagor under the related Mortgage Note.

        Mortgage:  The  mortgage,  deed of trust or other  instrument  securing a Mortgage Note which creates a
first lien on an unsubordinated estate in fee simple in real property securing the Mortgage Note.

        Mortgage File: The mortgage documents  pertaining to a particular  Mortgage Loan which are specified in
Exhibit A hereto and any  additional  documents  required  to be added to the  Mortgage  File  pursuant to this
Agreement.

        Mortgage  Impairment  Insurance  Policy:  A mortgage  impairment or blanket hazard  insurance policy as
described in Section 4.11.

        Mortgage  Interest Rate: The annual rate at which interest  accrues on any Mortgage Loan,  which may be
adjusted from time to time for an  adjustable  rate Mortgage  Loan,  in accordance  with the  provisions of the
related Mortgage Note.

        Mortgage Loan: An individual  mortgage loan which is the subject of this Agreement,  each Mortgage Loan
originally  sold and subject to this Agreement being  identified on the Mortgage Loan Schedule  attached to the
related Term Sheet,  which Mortgage Loan includes without  limitation the Mortgage File, the Monthly  Payments,
Principal  Prepayments,  Liquidation  Proceeds,  Condemnation  Proceeds,  Insurance  Proceeds,  REO Disposition
Proceeds,  and all other rights,  benefits,  proceeds and  obligations  arising from or in connection with such
Mortgage Loan, excluding replaced or repurchased mortgage loans.

        Mortgage Loan Documents:  The documents listed in Exhibit A.

        Mortgage  Loan  Remittance  Rate:  With  respect to each  Mortgage  Loan,  the annual  rate of interest
remitted to the Purchaser, which shall be equal to the Mortgage Interest Rate minus the Servicing Fee Rate.

        Mortgage  Loan  Schedule:  The  schedule of Mortgage  Loans  annexed to the  related  Term Sheet,  such
schedule  setting forth the following  information  with respect to each Mortgage Loan in the related  Mortgage
Loan Package:

        (1)    the Company's Mortgage Loan identifying number;

        (2)    the Mortgagor's first and last name;

        (3)    the street address of the Mortgaged Property including the city, state and zip code;

        (4)    a code  indicating  whether  the  Mortgaged  Property  is  owner-occupied,  a second  home or an
investor property;

        (5)    the type of residential property constituting the Mortgaged Property;

(8)     the original months to maturity of the Mortgage Loan;

(9)     the remaining  months to maturity from the related  Cut-off  Date,  based on the original  amortization
schedule  and, if  different,  the maturity  expressed in the same manner but based on the actual  amortization
schedule;

        (8)    the Sales Price, if applicable, Appraised Value and Loan-to-Value Ratio, at origination;

        (9)    the Mortgage  Interest Rate as of origination  and as of the related  Cut-off Date; with respect
to each  adjustable  rate Mortgage Loan, the initial  Adjustment  Date, the next  Adjustment  Date  immediately
following the related  Cut-off Date, the Index,  the Margin,  the Initial Rate Cap, if any,  Periodic Rate Cap,
if any, minimum Mortgage Interest Rate under the terms of the Mortgage Note and the Lifetime Rate Cap;

        (10)   the Origination Date of the Mortgage Loan;

        (11)   the stated maturity date;

        (12)   the amount of the Monthly Payment at origination;

        (13)   the amount of the Monthly Payment as of the related  Cut-off Date;

        (14)   the original principal amount of the Mortgage Loan;

        (15)   the scheduled Stated  Principal  Balance of the Mortgage Loan as of the close of business on the
related  Cut-off  Date,  after  deduction  of payments of principal  due on or before the related  Cut-off Date
whether or not collected;

        (16)   a code  indicating the purpose of the Mortgage Loan (i.e.,  purchase,  rate and term  refinance,
equity take-out refinance);

        (17)   a code indicating the documentation style (i.e. full, alternative, etc.);

        (18)   the number of times during the twelve (12) month period  preceding the related Closing Date that
any Monthly  Payment has been  received  after the month of its  scheduled due date (if requested in writing by
the Purchaser);

        (19)   the date on which the first payment is or was due;

(21)    a code  indicating  whether or not the  Mortgage  Loan is the subject of a Primary  Mortgage  Insurance
               Policy and the name of the related insurance carrier;

        (21)   a code indicating  whether or not the Mortgage Loan is currently  convertible and the conversion
spread;

        (22)   the last Due Date on which a Monthly  Payment  was  actually  applied  to the  unpaid  principal
balance of the Mortgage Loan.

        (23)   product type (i.e. fixed, adjustable, 3/1, 5/1, etc.);

(25)    credit score and/or mortgage score, if applicable;

        (25)   a code indicating  whether or not the Mortgage Loan is the subject of a Lender Primary  Mortgage
Insurance Policy and the name of the related insurance carrier and the Lender Paid Mortgage Insurance Rate;

(27)    a code indicating  whether or not the Mortgage Loan has a prepayment  penalty and if so, the amount and
term thereof;

(28)    the Loan Program Code; and

        (28)   the Current Appraised Value of the Mortgage Loan and Current LTV, if applicable.

        With  respect to the  Mortgage  Loans in the  aggregate,  the Mortgage  Loan  Schedule  attached to the
related Term Sheet shall set forth the following information, as of the related Cut-off Date:

        (1)    the number of Mortgage Loans;

        (2)    the current aggregate outstanding principal balance of the Mortgage Loans;

        (3)    the weighted average Mortgage Interest Rate of the Mortgage Loans;

        (4)    the weighted average maturity of the Mortgage Loans; and

        (5)    the weighted average months to next Adjustment Date;

        Mortgage Note:  The note or other evidence of the indebtedness of a Mortgagor secured by a Mortgage.

        Mortgaged Property:  The underlying real property securing repayment of a Mortgage Note,  consisting of
a single  parcel of real estate  considered  to be real  estate  under the laws of the state in which such real
property  is  located  which may  include  condominium  units and  planned  unit  developments,  improved  by a
residential  dwelling;  except that with respect to real property  located in jurisdictions in which the use of
leasehold  estates  for  residential  properties  is a  widely-accepted  practice,  a  leasehold  estate of the
Mortgage, the term of which is equal to or longer than the term of the Mortgage.

        Mortgagor:  The obligor on a Mortgage Note.

        Nonrecoverable  Advance:  Any portion of a Monthly  Advance or  Servicing  Advance  previously  made or
proposed  to be made by the  Company  pursuant  to this  Agreement,  that,  in the good faith  judgment  of the
Company,  will not or, in the case of a proposed advance,  would not, be ultimately  recoverable by it from the
related Mortgagor or the related Liquidation Proceeds,  Insurance Proceeds,  Condemnation Proceeds or otherwise
with respect to the related Mortgage Loan.

        OCC:  Office of the Comptroller of the Currency, or any successor thereto.

        Officers'  Certificate:  A  certificate  signed by the Chairman of the Board,  the Vice Chairman of the
Board,  the President,  a Senior Vice President or a Vice President or by the Treasurer or the Secretary or one
of the  Assistant  Treasurers  or Assistant  Secretaries  of the  Company,  and  delivered to the  Purchaser as
required by this Agreement.

        Opinion of  Counsel:  A written  opinion of  counsel,  who may be an employee of the party on behalf of
whom the opinion is being given, reasonably acceptable to the Purchaser.

        Origination  Date: The date on which a Mortgage Loan funded,  which date shall not, in connection  with
a Refinanced  Mortgage  Loan, be the date of the funding of the debt being  refinanced,  but rather the closing
of the debt currently outstanding under the terms of the Mortgage Loan Documents.

        OTS:  Office of Thrift Supervision, or any successor thereto.

        Periodic Rate Cap: As to each  adjustable  rate Mortgage Loan, the maximum  increase or decrease in the
Mortgage  Interest  Rate on any  Adjustment  Date,  as set forth in the related  Mortgage  Note and the related
Mortgage Loan Schedule.

        Permitted Investments:  Any one or more of the following obligations or securities:

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

        (ii)  (a) demand or time deposits, federal funds or bankers' acceptances issued by any depository
    institution or trust company incorporated under the laws of the United States of America or any state
    thereof and subject to supervision and examination by federal and/or state banking authorities, provided
    that the commercial paper and/or the short-term deposit rating and/or the long-term unsecured debt
    obligations or deposits of such depository institution or trust company at the time of such investment or
    contractual commitment providing for such investment are rated in one of the two highest rating
    categories by each Rating Agency and (b) any other demand or time deposit or certificate of deposit that
    is fully insured by the FDIC;


               (iii)  repurchase  obligations  with a term not to exceed  thirty (30) days and with  respect to
               (a) any security  described  in clause (i) above and entered into with a depository  institution
               or trust company (acting as principal) described in clause (ii)(a) above;

               (iv) securities  bearing  interest or sold at a discount issued by any corporation  incorporated
               under the laws of the United  States of America  or any state  thereof  that are rated in one of
               the two highest  rating  categories  by each  Rating  Agency at the time of such  investment  or
               contractual commitment providing for such investment;  provided, however, that securities issued
               by any particular  corporation will not be Permitted  Investments to the extent that investments
               therein  will  cause  the  then  outstanding  principal  amount  of  securities  issued  by such
               corporation  and held as  Permitted  Investments  to  exceed  10% of the  aggregate  outstanding
               principal balances of all of the Mortgage Loans and Permitted Investments;

               (v)  commercial   paper   (including   both   non-interest-bearing   discount   obligations  and
               interest-bearing  obligations  payable on demand or on a  specified  date not more than one year
               after the date of issuance  thereof) which are rated in one of the two highest rating categories
               by each Rating Agency at the time of such investment;

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

               (vii) any money market funds the collateral of which consists of  obligations  fully  guaranteed
               by the  United  States of  America or any  agency or  instrumentality  of the  United  States of
               America the  obligations  of which are backed by the full faith and credit of the United  States
               of America (which may include repurchase  obligations secured by collateral  described in clause
               (i)) and other  securities  and which  money  market  funds are rated in one of the two  highest
               rating categories by each Rating Agency.

provided,  however,  that no  instrument  or security  shall be a Permitted  Investment  if such  instrument or
security  evidences a right to receive only interest  payments with respect to the obligations  underlying such
instrument  or if such  security  provides for payment of both  principal and interest with a yield to maturity
in excess of 120% of the yield to maturity at par or if such  investment  or security is  purchased  at a price
greater than par.

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

        Prepayment  Interest  Shortfall:  With respect to any Remittance  Date, for each Mortgage Loan that was
the subject of a Principal  Prepayment during the related  Prepayment  Period, an amount equal to the excess of
one  month's  interest  at the  applicable  Mortgage  Loan  Remittance  Rate on the  amount  of such  Principal
Prepayment  over the amount of interest  (adjusted to the Mortgage Loan  Remittance  Rate) actually paid by the
related Mortgagor with respect to such Prepayment Period.

        Prepayment Period:   With respect to any Remittance  Date,  the calendar  month  preceding the month in
which such Remittance Date occurs.

        Primary  Mortgage  Insurance  Policy:  Each primary policy of mortgage  insurance  represented to be in
effect pursuant to Section  3.02(hh),  or any replacement  policy therefor  obtained by the Company pursuant to
Section 4.08.

        Prime Rate:  The prime rate  announced  to be in effect from time to time as  published  as the average
rate in the Wall Street Journal (Northeast Edition).

        Principal  Prepayment:  Any payment or other  recovery of principal on a Mortgage  Loan full or partial
which is received in advance of its scheduled Due Date,  including any  prepayment  penalty or premium  thereon
and which is not  accompanied  by an amount of  interest  representing  scheduled  interest  due on any date or
dates in any month or months subsequent to the month of prepayment.

        Purchase Price:  As defined in Section 2.02.

        Purchaser: EMC Mortgage Corporation, its successors in interest and assigns.

        Qualified  Appraiser:  An  appraiser,  duly  appointed by the Company,  who had no interest,  direct or
indirect  in  the  related  Mortgaged  Property  or in any  loan  made  on  the  security  thereof,  and  whose
compensation  is not affected by the approval or  disapproval  of the Mortgage Loan, and such appraiser and the
appraisal  made by such  appraiser  both  satisfy the  requirements  of Title XI of FIRREA and the  regulations
promulgated  thereunder and the  requirements of Fannie Mae, all as in effect on the date the Mortgage Loan was
originated.

        Qualified  Insurer:  An insurance  company duly qualified as such under the laws of the states in which
the  related  Mortgaged  Property is  located,  duly  authorized  and  licensed in such states to transact  the
applicable  insurance  business and to write the  insurance  provided,  approved as an insurer by Fannie Mae or
FHLMC.

        Rating  Agency:  Standard & Poor's,  Fitch,  Inc. or, in the event that some or all of the ownership of
the Mortgage Loans is evidenced by  mortgage-backed  securities,  the  nationally  recognized  rating  agencies
issuing ratings with respect to such securities, if any.

        Refinanced  Mortgage  Loan:  A Mortgage  Loan  which was made to a  Mortgagor  who owned the  Mortgaged
Property  prior to the  origination  of such Mortgage Loan and the proceeds of which were used in whole or part
to satisfy an existing mortgage.

        REMIC:  A "real  estate  mortgage  investment  conduit," as such term is defined in Section 860D of the
Code.

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

        Remittance  Date: The 18th day of any month,  beginning with the First Remittance Date, or if such 18th
day is not a Business Day, the first Business Day immediately preceding such 18th day.

        REO Disposition:  The final sale by the Company of any REO Property.

        REO Disposition Proceeds: Amounts received by the Company in connection with a related REO Disposition.

        REO Property:  A Mortgaged  Property acquired by the Company on behalf of the Purchaser as described in
Section 4.13.

        Repurchase  Price:  With respect to any Mortgage  Loan, a price equal to (i) the product of the greater
of 100% or the percentage of par as stated in the Confirmation  multiplied by the Stated  Principal  Balance of
such Mortgage Loan on the repurchase  date,  plus (ii) interest on such  outstanding  principal  balance at the
Mortgage Loan  Remittance  Rate from the last date through which interest has been paid and  distributed to the
Purchaser to the end of the month of repurchase,  plus, (iii) third party expenses  incurred in connection with
the  transfer of the Mortgage  Loan being  repurchased;  less  amounts  received or advanced in respect of such
repurchased  Mortgage  Loan which are being held in the  Custodial  Account  for  distribution  in the month of
repurchase.

        SAIF:  The Savings Association Insurance Fund, or any successor thereto.

        Sales Price:  With  respect to any Mortgage  Loan the  proceeds of which were used by the  Mortgagor to
acquire the related Mortgaged Property, the amount paid by the related Mortgagor for such Mortgaged Property.

        Servicing  Advances:  All  customary,  reasonable  and  necessary  "out of pocket"  costs and  expenses
(including  reasonable  attorneys'  fees and  disbursements)  incurred in the performance by the Company of its
servicing  obligations,  including,  but not  limited  to, the cost of (a) the  preservation,  restoration  and
protection of the Mortgaged  Property,  (b) any enforcement,  administrative  or judicial  proceedings,  or any
legal work or advice  specifically  related to servicing  the  Mortgage  Loans,  including  but not limited to,
foreclosures,  bankruptcies,  condemnations,  drug seizures, elections, foreclosures by subordinate or superior
lienholders,  and other legal actions  incidental to the servicing of the Mortgage  Loans  (provided  that such
expenses are  reasonable  and that the Company  specifies the Mortgage  Loan(s) to which such  expenses  relate
and, upon Purchaser's  request,  provides  documentation  supporting such expense (which documentation would be
acceptable  to Fannie  Mae),  and  provided  further  that any such  enforcement,  administrative  or  judicial
proceeding  does not  arise  out of a  breach  of any  representation,  warranty  or  covenant  of the  Company
hereunder),  (c) the  management  and  liquidation  of the  Mortgaged  Property  if the  Mortgaged  Property is
acquired in full or partial  satisfaction of the Mortgage,  (d) taxes,  assessments,  water rates,  sewer rates
and other charges which are or may become a lien upon the Mortgaged  Property,  and Primary Mortgage  Insurance
Policy premiums and fire and hazard insurance coverage,  (e) any expenses  reasonably  sustained by the Company
with respect to the  liquidation of the Mortgaged  Property in accordance  with the terms of this Agreement and
(f) compliance with the obligations under Section 4.08.

        Servicing  Fee: With respect to each Mortgage  Loan,  the amount of the annual fee the Purchaser  shall
pay to the Company,  which shall,  for a period of one full month,  be equal to  one-twelfth  of the product of
(a) the Servicing Fee Rate and (b) the  outstanding  principal  balance of such Mortgage  Loan.  Such fee shall
be  payable  monthly,  computed  on the basis of the same  principal  amount and  period  respecting  which any
related  interest  payment  on a  Mortgage  Loan  is  computed.  The  obligation  of the  Purchaser  to pay the
Servicing  Fee is limited to, and the  Servicing  Fee is payable  solely  from,  the  interest  portion of such
Monthly Payment  collected by the Company,  or as otherwise  provided under Section 4.05 and in accordance with
the Fannie Mae  Guide(s).  Any fee  payable  to the  Company  for  administrative  services  related to any REO
Property as described in Section 4.13 shall be payable from Liquidation Proceeds of the related REO Property.

        Servicing Fee Rate:  As set forth in the Term Sheet.

        Servicing  File:  With respect to each Mortgage  Loan,  the file retained by the Company  consisting of
originals of all  documents in the Mortgage  File which are not  delivered to the  Purchaser  and copies of the
Mortgage  Loan  Documents  listed in Exhibit A, the  originals of which are  delivered to the  Purchaser or its
designee pursuant to Section 2.04.

        Servicing  Officer:  Any officer of the Company involved in, or responsible for, the administration and
servicing of the Mortgage  Loans whose name  appears on a list of servicing  officers  furnished by the Company
to the Purchaser upon request, as such list may from time to time be amended.

        Stated Principal Balance:  As to each Mortgage Loan as of any date of determination,  (i) the principal
balance of such  Mortgage  Loan at the Cut-off  Date after  giving  effect to payments of  principal  due on or
before such date,  whether or not  received,  minus (ii) all amounts  previously  distributed  to the Purchaser
with  respect to the  Mortgage  Loan  representing  payments or  recoveries  of  principal  or advances in lieu
thereof.

        Subservicer:  Any  subservicer  which is  subservicing  the Mortgage  Loans  pursuant to a Subservicing
Agreement.  Any subservicer shall meet the qualifications set forth in Section 4.01.

        Subservicing Agreement:  An agreement between the Company and a Subservicer,  if any, for the servicing
of the Mortgage Loans.

               Term Sheet:  A  supplemental  agreement in the form attached  hereto as Exhibit I which shall be
executed and delivered by the Company and the  Purchaser to provide for the sale and servicing  pursuant to the
terms of this  Agreement  of the  Mortgage  Loans  listed on Schedule I attached  thereto,  which  supplemental
agreement  shall contain  certain  specific  information  relating to such sale of such Mortgage  Loans and may
contain additional covenants relating to such sale of such Mortgage Loans.


                                                  ARTICLE II

                           PURCHASE OF MORTGAGE LOANS; SERVICING OF MORTGAGE LOANS;
                                RECORD TITLE AND POSSESSION OF MORTGAGE FILES;
                                    BOOKS AND RECORDS; CUSTODIAL AGREEMENT;
                                      DELIVERY OF MORTGAGE LOAN DOCUMENTS

        Section 2.01  Agreement to Purchase.

        The Company agrees to sell and the Purchaser  agrees to purchase the Mortgage Loans having an aggregate
Stated  Principal  Balance on the related  Cut-off Date set forth in the related Term Sheet in an amount as set
forth in the  Confirmation,  or in such other amount as agreed by the Purchaser and the Company as evidenced by
the actual aggregate  Stated  Principal  Balance of the Mortgage Loans accepted by the Purchaser on the related
Closing Date,  with  servicing  retained by the Company.  The Company  shall deliver the related  Mortgage Loan
Schedule  attached to the related  Term Sheet for the Mortgage  Loans to be  purchased  on the related  Closing
Date to the Purchaser at least two (2) Business  Days prior to the related  Closing  Date.  The Mortgage  Loans
shall be sold  pursuant to this  Agreement,  and the related Term Sheet shall be executed and  delivered on the
related Closing Date.

        Section 2.02  Purchase Price.

        The Purchase Price for each Mortgage Loan shall be the percentage of par as stated in the  Confirmation
(subject to adjustment as provided  therein),  multiplied by the Stated  Principal  Balance,  as of the related
Cut-off Date, of the Mortgage  Loan listed on the related  Mortgage Loan Schedule  attached to the related Term
Sheet,  after application of scheduled  payments of principal due on or before the related Cut-off Date whether
or not collected.

        In addition to the Purchase  Price as  described  above,  the  Purchaser  shall pay to the Company,  at
closing,  accrued  interest on the Stated  Principal  Balance of each Mortgage  Loan as of the related  Cut-off
Date at the Mortgage Loan  Remittance  Rate of each Mortgage Loan from the related Cut-off Date through the day
prior to the related Closing Date, inclusive.

        The Purchase Price plus accrued  interest as set forth in the preceding  paragraph shall be paid on the
related Closing Date by wire transfer of immediately available funds.

         Purchaser  shall be entitled to (1) all scheduled  principal due after the related  Cut-off Date,  (2)
all other recoveries of principal collected on or after the related Cut-off Date (provided,  however,  that all
scheduled  payments of principal due on or before the related  Cut-off Date and collected by the Company or any
successor  servicer  after the related  Cut-off  Date shall  belong to the  Company),  and (3) all  payments of
interest on the Mortgage  Loans net of applicable  Servicing Fees (minus that portion of any such payment which
is  allocable to the period prior to the related  Cut-off  Date).  The  outstanding  principal  balance of each
Mortgage Loan as of the related  Cut-off Date is determined  after  application of payments of principal due on
or before  the  related  Cut-off  Date  whether  or not  collected,  together  with any  unscheduled  principal
prepayments  collected  prior to the related  Cut-off  Date;  provided,  however,  that  payments of  scheduled
principal  and  interest  prepaid for a Due Date beyond the  related  Cut-off  Date shall not be applied to the
principal  balance  as of the  related  Cut-off  Date.  Such  prepaid  amounts  shall  be the  property  of the
Purchaser.  The Company shall deposit any such prepaid  amounts into the  Custodial  Account,  which account is
established for the benefit of the Purchaser for subsequent remittance by the Company to the Purchaser.

        Section 2.03  Servicing of Mortgage Loans.

        Simultaneously  with the  execution  and delivery of each Term Sheet,  the Company does hereby agree to
directly service the Mortgage Loans listed on the related  Mortgage Loan Schedule  attached to the related Term
Sheet  subject to the terms of this  Agreement  and the related  Term  Sheet.  The rights of the  Purchaser  to
receive payments with respect to the related Mortgage Loans shall be as set forth in this Agreement.

        Section 2.04  Record Title and Possession of Mortgage Files; Maintenance of Servicing Files.

        As of the related Closing Date, the Company sold,  transferred,  assigned, set over and conveyed to the
Purchaser,  without  recourse,  on a servicing  retained basis,  and the Company hereby  acknowledges  that the
Purchaser  has, but subject to the terms of this  Agreement  and the related Term Sheet,  all the right,  title
and interest of the Company in and to the  Mortgage  Loans.  Company  will  deliver the  Mortgage  Files to the
Custodian  designated by Purchaser,  on or before the related Closing Date, at the expense of the Company.  The
Company  shall  maintain a Servicing  File  consisting  of a copy of the contents of each Mortgage File and the
originals of the  documents in each  Mortgage File not  delivered to the  Purchaser.  The Servicing  File shall
contain all documents  necessary to service the Mortgage  Loans.  The  possession of each Servicing File by the
Company is at the will of the  Purchaser,  for the sole purpose of servicing  the related  Mortgage  Loan,  and
such retention and possession by the Company is in a custodial  capacity only.  From the related  Closing Date,
the ownership of each Mortgage Loan,  including the Mortgage  Note,  the Mortgage,  the contents of the related
Mortgage  File  and  all  rights,  benefits,  proceeds  and  obligations  arising  therefrom  or in  connection
therewith,  has been vested in the Purchaser.  All rights arising out of the Mortgage Loans including,  but not
limited to, all funds  received on or in connection  with the Mortgage  Loans and all records or documents with
respect to the Mortgage  Loans  prepared by or which come into the  possession of the Company shall be received
and held by the Company in trust for the  benefit of the  Purchaser  as the owner of the  Mortgage  Loans.  Any
portion of the Mortgage  Files  retained by the Company  shall be  appropriately  identified  in the  Company's
computer  system to clearly  reflect the ownership of the Mortgage  Loans by the  Purchaser.  The Company shall
release its custody of the contents of the Mortgage Files only in accordance  with written  instructions of the
Purchaser,  except when such  release is required as  incidental  to the  Company's  servicing  of the Mortgage
Loans or is in  connection  with a repurchase of any Mortgage  Loan or Loans with respect  thereto  pursuant to
this Agreement and the related Term Sheet, such written instructions shall not be required.

        Section 2.05   Books and Records.

        The sale of each Mortgage Loan shall be reflected on the  Company's  balance sheet and other  financial
statements as a sale of assets by the Company.  The Company shall be  responsible  for  maintaining,  and shall
maintain,  a complete set of books and records for the Mortgage  Loans that shall be  appropriately  identified
in the Company's  computer  system to clearly  reflect the ownership of the Mortgage Loan by the Purchaser.  In
particular,  the Company shall maintain in its  possession,  available for inspection by the Purchaser,  or its
designee and shall deliver to the Purchaser  upon demand,  evidence of compliance  with all federal,  state and
local laws,  rules and regulations,  and requirements of Fannie Mae or FHLMC, as applicable,  including but not
limited to  documentation  as to the method used in  determining  the  applicability  of the  provisions of the
Flood  Disaster  Protection  Act of 1973,  as amended,  to the  Mortgaged  Property,  documentation  evidencing
insurance  coverage of any  condominium  project as required by Fannie Mae or FHLMC,  and  periodic  inspection
reports as required by Section  4.13.  To the extent that  original  documents are not required for purposes of
realization of Liquidation  Proceeds or Insurance Proceeds,  documents  maintained by the Company may be in the
form of microfilm or microfiche.

        The Company shall  maintain with respect to each Mortgage Loan and shall make  available for inspection
by any Purchaser or its designee the related  Servicing  File during the time the Purchaser  retains  ownership
of a Mortgage Loan and thereafter in accordance with applicable laws and regulations.

        In addition to the  foregoing,  Company  shall  provide to any  supervisory  agents or  examiners  that
regulate  Purchaser,  including  but not  limited to, the OTS,  the FDIC and other  similar  entities,  access,
during normal  business hours,  upon  reasonable  advance notice to Company and without cost to Company or such
supervisory  agents or examiners,  to any  documentation  regarding the Mortgage  Loans that may be required by
any applicable regulator.

        Section 2.06. Transfer of Mortgage Loans.

        The Company shall keep at its servicing  office books and records in which,  subject to such reasonable
regulations  as it may  prescribe,  the  Company  shall note  transfers  of  Mortgage  Loans.  No transfer of a
Mortgage  Loan may be made unless such transfer is in  compliance  with the terms  hereof.  For the purposes of
this  Agreement,  the  Company  shall be under no  obligation  to deal with any  person  with  respect  to this
Agreement or any  Mortgage  Loan unless a notice of the transfer of such  Mortgage  Loan has been  delivered to
the Company in  accordance  with this Section 2.06 and the books and records of the Company show such person as
the owner of the Mortgage Loan. The Purchaser may,  subject to the terms of this  Agreement,  sell and transfer
one or more of the  Mortgage  Loans,  provided,  however,  that  the  transferee  will  not be  deemed  to be a
Purchaser  hereunder  binding upon the Company unless such transferee shall agree in writing to be bound by the
terms of this  Agreement  and an original  counterpart  of the  instrument  of transfer  in an  Assignment  and
Assumption of this Agreement  substantially  in the form of Exhibit D hereto  executed by the transferee  shall
have been  delivered  to the  Company.  The  Purchaser  also shall  advise the  Company of the  transfer.  Upon
receipt of notice of the  transfer,  the Company  shall mark its books and records to reflect the  ownership of
the  Mortgage  Loans of such  assignee,  and the  previous  Purchaser  shall be released  from its  obligations
hereunder with respect to the Mortgage Loans sold or transferred.

        Section 2.07  Delivery of Mortgage Loan Documents.

               The Company  shall  deliver and release to the  Purchaser  or its  designee  the  Mortgage  Loan
Documents  in  accordance  with  the  terms  of this  Agreement  and the  related  Term  Sheet.  The  documents
enumerated  as items (1),  (2),  (3),  (4),  (5),  (6),  (7),  (8),  (9) and (16) in Exhibit A hereto  shall be
delivered by the Company to the  Purchaser  or its designee no later than three (3) Business  Days prior to the
related  Closing  Date  pursuant  to a bailee  letter  agreement.  All  other  documents  in  Exhibit A hereto,
together with all other  documents  executed in connection  with the Mortgage Loan that Company may have in its
possession,  shall be retained by the Company in trust for the  Purchaser.  If the Company  cannot  deliver the
original  recorded  Mortgage Loan Documents or the original  policy of title  insurance,  including  riders and
endorsements  thereto,  on the related  Closing Date, the Company shall,  promptly upon receipt  thereof and in
any case not later than 120 days from the related  Closing  Date,  deliver such original  documents,  including
original  recorded  documents,  to the Purchaser or its designee  (unless the Company is delayed in making such
delivery by reason of the fact that such documents  shall not have been returned by the  appropriate  recording
office).  If delivery is not  completed  within 120 days solely due to delays in making such delivery by reason
of the fact that such  documents  shall not have been returned by the  appropriate  recording  office,  Company
shall  deliver  such  document  to  Purchaser,  or its  designee,  within such time  period as  specified  in a
Company's  Officer's  Certificate.  In the event that documents have not been received by the date specified in
the Company's Officer's  Certificate,  a subsequent Company's Officer's  Certificate shall be delivered by such
date  specified  in the  prior  Company's  Officer's  Certificate,  stating  a  revised  date  for  receipt  of
documentation.  The procedure  shall be repeated  until the  documents  have been  received and  delivered.  If
delivery is not  completed  within 180 days solely due to delays in making such  delivery by reason of the fact
that such  documents  shall not have been  returned by the  appropriate  recording  office,  the Company  shall
continue  to use its best  efforts to effect  delivery as soon as possible  thereafter,  provided  that if such
documents  are not  delivered by the 270th day from the date of the related  Closing  Date,  the Company  shall
repurchase the related Mortgage Loans at the Repurchase Price in accordance with Section 3.03 hereof.

        The Company  shall pay all initial  recording  fees,  if any, for the  assignments  of mortgage and any
other fees in  connection  with the  transfer of all  original  documents  to the  Purchaser  or its  designee.
Company shall prepare,  in recordable form, all assignments of mortgage  necessary to assign the Mortgage Loans
to Purchaser, or its designee.  Company shall be responsible for recording the assignments of mortgage.

        Company shall provide an original or duplicate  original of the title insurance  policy to Purchaser or
its designee  within ninety (90) days of the receipt of the recorded  documents  (required for issuance of such
policy) from the applicable recording office.

        Any review by the  Purchaser,  or its designee,  of the Mortgage  Files shall in no way alter or reduce
the Company's obligations hereunder.

        If the Purchaser or its designee  discovers any defect with respect to a Mortgage  File,  the Purchaser
shall,  or shall cause its designee to, give written  specification  of such defect to the Company which may be
given in the exception  report or the  certification  delivered  pursuant to this Section 2.07, or otherwise in
writing and the Company shall cure or repurchase such Mortgage Loan in accordance with Section 3.03.

        The  Company  shall  forward to the  Purchaser,  or its  designee,  original  documents  evidencing  an
assumption,  modification,  consolidation  or extension of any Mortgage  Loan entered into in  accordance  with
Section 4.01 or 6.01 within one week of their  execution;  provided,  however,  that the Company  shall provide
the  Purchaser,  or its designee,  with a certified  true copy of any such document  submitted for  recordation
within one week of its execution,  and shall provide the original of any document  submitted for recordation or
a copy of such document  certified by the appropriate  public  recording  office to be a true and complete copy
of the original within sixty (60) days of its submission for recordation.

        From  time to time  the  Company  may have a need for  Mortgage  Loan  Documents  to be  released  from
Purchaser,  or its designee.  Purchaser  shall,  or shall cause its designee,  upon the written  request of the
Company,  within ten (10)  Business  Days,  deliver to the  Company,  any  requested  documentation  previously
delivered to Purchaser as part of the Mortgage File,  provided that such  documentation is promptly returned to
Purchaser,  or its designee,  when the Company no longer requires possession of the document, and provided that
during  the time  that any such  documentation  is held by the  Company,  such  possession  is in trust for the
benefit of  Purchaser.  Company  shall  indemnify  Purchaser,  and its  designee,  from and against any and all
losses,  claims,  damages,  penalties,  fines,  forfeitures,  costs and  expenses  (including  court  costs and
reasonable  attorney's  fees)  resulting  from  or  related  to  the  loss,  damage,  or  misplacement  of  any
documentation delivered to Company pursuant to this paragraph.

        Section 2.08  Quality Control Procedures.

        The Company must have an internal  quality  control  program that  verifies,  on a regular  basis,  the
existence  and  accuracy of the legal  documents,  credit  documents,  property  appraisals,  and  underwriting
decisions.  The  program  must be  capable  of  evaluating  and  monitoring  the  overall  quality  of its loan
production  and  servicing  activities.  The program is to ensure that the Mortgage  Loans are  originated  and
serviced in accordance  with prudent  mortgage  banking  practices  and  accounting  principles;  guard against
dishonest,  fraudulent,  or negligent acts; and guard against errors and omissions by officers,  employees,  or
other authorized persons.

        Section 2.09  Near-term Principal Prepayments; Near Term Payment Defaults



           In the event any Principal Prepayment is made by a Mortgagor on or prior to three months after the
related Closing Date], the Company shall remit to the Purchaser an amount equal to the excess, if any, of the
Purchase Price Percentage over par multiplied by the amount of such Principal Prepayment.  Such remittance
shall be made by the Company to Purchaser no later than the third Business Day following receipt of such
Principal Prepayment by the Company.



           In the event  either  of the first  three (3)  scheduled  Monthly  Payments  which are due under any
Mortgage Loan after the related  Cut-off Date are not made during the month in which such Monthly  Payments are
due,  then not later than five (5) Business Days after notice to the Company by Purchaser  (and at  Purchaser's
sole option),  the Company,  shall repurchase such Mortgage Loan from the Purchaser  pursuant to the repurchase
provisions contained in this Subsection 3.03.




        Section 2.10  Modification of Obligations.

        Purchaser may, without any notice to Company,  extend,  compromise,  renew,  release,  change,  modify,
adjust or alter,  by operation of law or otherwise,  any of the  obligations of the Mortgagors or other persons
obligated  under a Mortgage  Loan without  releasing or otherwise  affecting the  obligations  of Company under
this  Agreement,  or  with  respect  to  such  Mortgage  Loan,  except  to the  extent  Purchaser's  extension,
compromise,  release, change, modification,  adjustment, or alteration affects Company's ability to collect the
Mortgage  Loan or realize on the  security  of the  Mortgage,  but then only to the extent such action has such
effect.
                                                  ARTICLE III

                                       REPRESENTATIONS AND WARRANTIES OF
                               THE COMPANY; REPURCHASE; REVIEW OF MORTGAGE LOANS

        Section 3.01  Representations and Warranties of the Company.

        The Company  represents,  warrants and covenants to the Purchaser  that, as of the related Closing Date
or as of such date specifically provided herein:

        (a)    The Company is a corporation,  duly organized,  validly  existing and in good standing under the
laws of the  State  of New  York  and has all  licenses  necessary  to  carry  out its  business  as now  being
conducted,  and is licensed and  qualified to transact  business in and is in good  standing  under the laws of
each state in which any Mortgaged  Property is located or is otherwise  exempt under  applicable  law from such
licensing or  qualification  or is otherwise  not required  under  applicable  law to effect such  licensing or
qualification  and no demand for such  licensing or  qualification  has been made upon such Company by any such
state,  and in any event such Company is in compliance with the laws of any such state to the extent  necessary
to ensure the  enforceability  of each Mortgage Loan and the servicing of the Mortgage Loans in accordance with
the terms of this Agreement;

        (b) The Company has the full power and  authority  and legal  right to hold,  transfer  and convey each
Mortgage  Loan,  to sell  each  Mortgage  Loan and to  execute,  deliver  and  perform,  and to enter  into and
consummate  all  transactions  contemplated  by this  Agreement  and the related  Term Sheet and to conduct its
business  as  presently  conducted,  has duly  authorized  the  execution,  delivery  and  performance  of this
Agreement and the related Term Sheet and any agreements  contemplated  hereby,  has duly executed and delivered
this Agreement and the related Term Sheet, and any agreements  contemplated  hereby, and this Agreement and the
related Term Sheet and each Assignment to the Purchaser and any agreements  contemplated hereby,  constitutes a
legal,  valid and binding obligation of the Company,  enforceable  against it in accordance with its terms, and
all  requisite  corporate  action has been taken by the Company to make this  Agreement  and the  related  Term
Sheet and all  agreements  contemplated  hereby  valid and binding  upon the Company in  accordance  with their
terms;

        (c)  Neither the  execution  and  delivery  of this  Agreement  and the  related  Term  Sheet,  nor the
origination  or  purchase  of the  Mortgage  Loans  by the  Company,  the  sale of the  Mortgage  Loans  to the
Purchaser,  the consummation of the transactions  contemplated hereby, or the fulfillment of or compliance with
the terms and  conditions  of this  Agreement  and the related Term Sheet will  conflict with any of the terms,
conditions  or  provisions  of the  Company's  charter or by-laws or  materially  conflict  with or result in a
material  breach of any of the terms,  conditions or provisions  of any legal  restriction  or any agreement or
instrument  to which the Company is now a party or by which it is bound,  or  constitute a default or result in
an acceleration under any of the foregoing,  or result in the material violation of any law, rule,  regulation,
order,  judgment or decree to which the Company or its  properties  are  subject,  or impair the ability of the
Purchaser to realize on the Mortgage Loans.

        (d) There is no  litigation,  suit,  proceeding or  investigation  pending or, to the best of Company's
knowledge,  threatened,  or any order or decree  outstanding,  with respect to the Company which, either in any
one instance or in the  aggregate,  is reasonably  likely to have a material  adverse effect on the sale of the
Mortgage Loans, the execution,  delivery,  performance or enforceability of this Agreement and the related Term
Sheet,  or which is  reasonably  likely to have a material  adverse  effect on the  financial  condition of the
Company.

        (e) No  consent,  approval,  authorization  or order of any  court or  governmental  agency  or body is
required for the execution,  delivery and  performance by the Company of or compliance by the Company with this
Agreement or the related Term Sheet,  or the sale of the Mortgage  Loans and delivery of the Mortgage  Files to
the  Purchaser or the  consummation  of the  transactions  contemplated  by this  Agreement or the related Term
Sheet, except for consents, approvals, authorizations and orders which have been obtained;

        (f) The  consummation of the  transactions  contemplated by this Agreement or the related Term Sheet is
in the ordinary course of business of the Company and Company,  and the transfer,  assignment and conveyance of
the Mortgage  Notes and the Mortgages by the Company  pursuant to this  Agreement or the related Term Sheet are
not subject to bulk transfer or any similar statutory provisions in effect in any applicable jurisdiction;

        (g) The  origination and servicing  practices used by the Company and any prior  originator or servicer
with respect to each  Mortgage Note and Mortgage have been legal and in  accordance  with  applicable  laws and
regulations  and the Mortgage Loan Documents,  and in all material  respects proper and prudent in the mortgage
origination  and  servicing  business.  Each  Mortgage  Loan has been  serviced in all material  respects  with
Accepted Servicing  Practices.  With respect to escrow deposits and payments that the Company,  on behalf of an
investor,  is entitled to collect,  all such  payments are in the  possession  of, or under the control of, the
Company,  and there  exist no  deficiencies  in  connection  therewith  for which  customary  arrangements  for
repayment  thereof have not been made. All escrow  payments have been collected in full  compliance  with state
and federal law and the  provisions of the related  Mortgage  Note and  Mortgage.  As to any Mortgage Loan that
is the subject of an escrow,  escrow of funds is not prohibited by applicable  law and has been  established in
an amount  sufficient to pay for every  escrowed item that remains  unpaid and has been assessed but is not yet
due and  payable.  No escrow  deposits  or other  charges or  payments  due under the  Mortgage  Note have been
capitalized under any Mortgage or the related Mortgage Note;

        (h) The  Company  used no  selection  procedures  that  identified  the  Mortgage  Loans as being  less
desirable or valuable than other  comparable  mortgage loans in the Company's  portfolio at the related Cut-off
Date;

        (i)    The Company will treat the sale of the Mortgage  Loans to the  Purchaser as a sale for reporting
and accounting purposes and, to the extent appropriate, for federal income tax purposes;

        (j)    Company is an approved  seller/servicer of residential  mortgage loans for Fannie Mae, FHLMC and
HUD,  with such  facilities,  procedures  and  personnel  necessary  for the sound  servicing of such  mortgage
loans.  The Company is duly  qualified,  licensed,  registered  and otherwise  authorized  under all applicable
federal,  state and local laws, and  regulations,  if applicable,  meets the minimum capital  requirements  set
forth by the OCC, and is in good standing to sell mortgage  loans to and service  mortgage loans for Fannie Mae
and FHLMC and no event has occurred  which would make Company  unable to comply with  eligibility  requirements
or which would require notification to either Fannie Mae or FHLMC;

        (k)    The Company  does not believe,  nor does it have any cause or reason to believe,  that it cannot
perform each and every covenant  contained in this Agreement or the related Term Sheet.  The Company is solvent
and the sale of the  Mortgage  Loans will not cause the Company to become  insolvent.  The sale of the Mortgage
Loans is not undertaken with the intent to hinder, delay or defraud any of the Company's creditors;

        (l)    No statement,  tape,  diskette,  form,  report or other  document  prepared by, or on behalf of,
Company  pursuant  to this  Agreement  or the  related  Term  Sheet  or in  connection  with  the  transactions
contemplated  hereby,  contains or will contain any  statement  that is or will be  inaccurate or misleading in
any material respect;

        (m)    The Company  acknowledges and agrees that the Servicing Fee represents  reasonable  compensation
for  performing  such  services  and that the  entire  Servicing  Fee  shall be  treated  by the  Company,  for
accounting  and tax  purposes,  as  compensation  for the servicing and  administration  of the Mortgage  Loans
pursuant to this Agreement.  In the opinion of Company, the consideration  received by Company upon the sale of
the  Mortgage  Loans  to  Purchaser  under  this  Agreement  and  the  related  Term  Sheet   constitutes  fair
consideration for the Mortgage Loans under current market conditions.

        (n)    Company has delivered to the  Purchaser  financial  statements  of its parent,  for its last two
complete fiscal years. All such financial  information  fairly presents the pertinent results of operations and
financial  position  for the period  identified  and has been  prepared in  accordance  with GAAP  consistently
applied  throughout the periods  involved,  except as set forth in the notes thereto.  There has been no change
in the business,  operations,  financial  condition,  properties or assets of the Company since the date of the
Company's  financial  information  that would  have a material  adverse  effect on its  ability to perform  its
obligations under this Agreement;

        (o)    The Company has not dealt with any broker,  investment banker, agent or other person that may be
entitled to any commission or compensation in connection with the sale of the Mortgage Loans;

        Section 3.02  Representations and Warranties as to Individual Mortgage Loans.

        References in this Section to  percentages  of Mortgage  Loans refer in each case to the  percentage of
the aggregate  Stated  Principal  Balance of the Mortgage  Loans as of the related  Cut-off Date,  based on the
outstanding  Stated Principal  Balances of the Mortgage Loans as of the related Cut-off Date, and giving effect
to  scheduled  Monthly  Payments  due on or  prior  to the  related  Cut-off  Date,  whether  or not  received.
References  to  percentages  of  Mortgaged  Properties  refer,  in each case,  to the  percentages  of expected
aggregate  Stated Principal  Balances of the related  Mortgage Loans  (determined as described in the preceding
sentence).  The Company hereby  represents  and warrants to the Purchaser,  as to each Mortgage Loan, as of the
related Closing Date as follows:

         (a) The  information  set forth in the Mortgage  Loan  Schedule  attached to the related Term Sheet is
true, complete and correct in all material respects as of the related Cut-Off Date;

        (b)    The  Mortgage  creates  a valid,  subsisting  and  enforceable  first  lien or a first  priority
ownership  interest in an estate in fee simple in real property  securing the related  Mortgage Note subject to
principles of equity,  bankruptcy,  insolvency  and other laws of general  application  affecting the rights of
creditors;

        (c) All payments  due prior to the related  Cut-off  Date for such  Mortgage  Loan have been made as of
the related Closing Date; the Mortgage Loan has not been dishonored;  there are no material  defaults under the
terms of the Mortgage  Loan;  the Company has not advanced  its own funds,  or induced,  solicited or knowingly
received  any  advance of funds  from a party  other than the owner of the  Mortgaged  Property  subject to the
Mortgage,  directly or  indirectly,  for the payment of any amount  required by the  Mortgage  Loan.  As of the
related  Closing  Date,  all of the Mortgage  Loans will have an actual  interest paid to date of their related
Cut-off  Date(or later) and will be due for the scheduled  monthly payment next succeeding the Cut-off Date (or
later),  as evidenced by a posting to Company's  servicing  collection  system.  No payment  under any Mortgage
Loan is delinquent as of the related  Closing Date nor has any  scheduled  payment been  delinquent at any time
during  the  twelve  (12)  months  prior  to the  month of the  related  Closing  Date.  For  purposes  of this
paragraph,  a  Mortgage  Loan will be deemed  delinquent  if any  payment  due  thereunder  was not paid by the
Mortgagor in the month such payment was due;

        (d) There are no  defaults  by  Company in  complying  with the terms of the  Mortgage,  and all taxes,
governmental  assessments,  insurance  premiums,  water,  sewer and municipal  charges,  leasehold  payments or
ground rents which  previously  became due and owing have been paid, or escrow funds have been  established  in
an amount  sufficient to pay for every such escrowed item which remains  unpaid and which has been assessed but
is not yet due and payable;

        (e) The  terms of the  Mortgage  Note and the  Mortgage  have not been  impaired,  waived,  altered  or
modified  in any  respect,  except by  written  instruments  which  have been  recorded  to the extent any such
recordation  is required by law, or,  necessary  to protect the interest of the  Purchaser.  No  instrument  of
waiver,  alteration or modification  has been executed  except in connection with a modification  agreement and
which  modification  agreement is part of the Mortgage File and the terms of which are reflected in the related
Mortgage  Loan  Schedule,  and no Mortgagor  has been  released,  in whole or in part,  from the terms  thereof
except in connection with an assumption  agreement and which assumption  agreement is part of the Mortgage File
and the terms of which are reflected in the related  Mortgage Loan Schedule;  the substance of any such waiver,
alteration or modification  has been approved by the issuer of any related Primary  Mortgage  Insurance  Policy
and title insurance policy, to the extent required by the related policies;

        (f)  The  Mortgage  Note  and the  Mortgage  are not  subject  to any  right  of  rescission,  set-off,
counterclaim or defense,  including,  without  limitation,  the defense of usury, nor will the operation of any
of the terms of the  Mortgage  Note or the  Mortgage,  or the  exercise  of any right  thereunder,  render  the
Mortgage Note or Mortgage unenforceable,  in whole or in part, or subject to any right of rescission,  set-off,
counterclaim  or  defense,  including  the  defense  of  usury,  and no  such  right  of  rescission,  set-off,
counterclaim  or defense  has been  asserted  with  respect  thereto;  and as of the related  Closing  Date the
Mortgagor was not a debtor in any state or federal bankruptcy or insolvency proceeding;

        (g) All buildings or other customarily  insured  improvements  upon the Mortgaged  Property are insured
by a Qualified  Insurer,  against  loss by fire,  hazards of extended  coverage  and such other  hazards as are
provided  for in the Fannie Mae or FHLMC Guide,  as well as all  additional  requirements  set forth in Section
4.10 of this  Agreement.  All such standard hazard policies are in full force and effect and contain a standard
mortgagee  clause  naming the Company and its  successors in interest and assigns as loss payee and such clause
is still in effect and all premiums due thereon have been paid.  If required by the Flood  Disaster  Protection
Act of 1973, as amended,  the Mortgage Loan is covered by a flood insurance  policy meeting the requirements of
the current  guidelines of the Federal  Insurance  Administration  which policy conforms to Fannie Mae or FHLMC
requirements,  as well as all  additional  requirements  set  forth in  Section  4.10 of this  Agreement.  Such
policy was issued by a Qualified  Insurer.  The Mortgage  obligates  the  Mortgagor  thereunder to maintain all
such insurance at the Mortgagor's  cost and expense,  and on the Mortgagor's  failure to do so,  authorizes the
holder  of  the  Mortgage  to  maintain  such  insurance  at the  Mortgagor's  cost  and  expense  and to  seek
reimbursement  therefor from the  Mortgagor.  Neither the Company (nor any prior  originator or servicer of any
of the  Mortgage  Loans) nor any  Mortgagor  has  engaged in any act or  omission  which has  impaired or would
impair the coverage of any such policy,  the benefits of the endorsement  provided for herein,  or the validity
and binding effect of either;

        (h) Any and all requirements of any federal, state or local law including,  without limitation,  usury,
truth-in-lending,  real estate settlement procedures,  consumer credit protection,  equal credit opportunity or
disclosure  laws  applicable to the Mortgage Loan have been  complied  with in all material  respects.  None of
the Mortgage  Loans are (a) loans  subject to 12 CFR Part  226.31,  12 CFR Part 226.32 or 12 CFR Part 226.34 of
Regulation Z, the regulation  implementing  TILA, which implements the Home Ownership and Equity Protection Act
of 1994, as amended or (b) classified  and/or defined as a "high cost",  "covered",  or "predatory"  loan under
any other state,  federal or local law or regulation or  ordinance,  including,  but not limited to, the States
of Georgia and North Carolina and the City of New York. The Company  maintains,  and shall  maintain,  evidence
of such  compliance as required by  applicable  law or  regulation  and shall make such evidence  available for
inspection at the Company's office during normal business hours upon reasonable advance notice;

        (i) The Mortgage has not been satisfied,  canceled or subordinated,  in whole or in part, or rescinded,
and the Mortgaged  Property has not been  released  from the lien of the Mortgage,  in whole or in part nor has
any instrument  been executed that would effect any such release,  cancellation,  subordination  or rescission.
The Company has not waived the  performance  by the  Mortgagor  of any action,  if the  Mortgagor's  failure to
perform  such action  would cause the Mortgage  Loan to be in default,  nor has the Company  waived any default
resulting from any action or inaction by the Mortgagor;

        (j)    The Mortgage is a valid,  subsisting,  enforceable  and  perfected  first lien on the  Mortgaged
Property,  including all buildings on the Mortgaged Property and all installations and mechanical,  electrical,
plumbing,  heating and air conditioning systems affixed to such buildings,  and all additions,  alterations and
replacements  made at any time with respect to the foregoing  securing the Mortgage Note's  original  principal
balance  subject  to  principles  of equity,  bankruptcy,  insolvency  and other  laws of  general  application
affecting  the rights of  creditors.  The  Mortgage  and the  Mortgage  Note do not contain any evidence of any
security  interest or other  interest  or right  thereto.  Such lien is free and clear of all  adverse  claims,
liens and  encumbrances  having  priority  over the first lien of the Mortgage  subject only to (1) the lien of
non-delinquent  current real property taxes and assessments not yet due and payable, (2) covenants,  conditions
and restrictions,  rights of way,  easements and other matters of the public record as of the date of recording
which are  acceptable to mortgage  lending  institutions  generally and either (A) which are referred to in the
lender's title insurance policy  delivered to the originator or otherwise  considered in the appraisal made for
the  originator of the Mortgage  Loan, or (B) which do not adversely  affect the  residential  use or Appraised
Value  of the  Mortgaged  Property  as set  forth in such  appraisal,  and (3)  other  matters  to  which  like
properties are commonly  subject which do not  individually or in the aggregate  materially  interfere with the
benefits  of  the  security  intended  to be  provided  by  the  Mortgage  or  the  use,  enjoyment,  value  or
marketability  of the related  Mortgaged  Property.  Any security  agreement,  chattel  mortgage or  equivalent
document  related to and  delivered in  connection  with the  Mortgage  Loan  establishes  and creates a valid,
subsisting,  enforceable  and  perfected  first  lien and first  priority  security  interest  on the  property
described therein, and the Company has the full right to sell and assign the same to the Purchaser;

        (k) The Mortgage  Note and the related  Mortgage are original and genuine and each is the legal,  valid
and binding  obligation of the maker thereof,  enforceable in all respects in accordance with its terms subject
to principles of equity,  bankruptcy,  insolvency and other laws of general application affecting the rights of
creditors,  and the Company has taken all action  necessary to transfer  such rights of  enforceability  to the
Purchaser.  All  parties  to the  Mortgage  Note and the  Mortgage  had the legal  capacity  to enter  into the
Mortgage Loan and to execute and deliver the Mortgage Note and the  Mortgage.  The Mortgage Loan  Documents are
on forms  acceptable  to Fannie Mae and FHLMC.  The Mortgage  Note and the Mortgage have been duly and properly
executed by such parties. No fraud, error, omission,  misrepresentation,  negligence or similar occurrence with
respect to a Mortgage  Loan has taken  place on the part of  Company  or the  Mortgagor,  or on the part of any
other party  involved in the  origination  or servicing of the Mortgage Loan. The proceeds of the Mortgage Loan
have  been  fully  disbursed  and there is no  requirement  for  future  advances  thereunder,  and any and all
requirements as to completion of any on-site or off-site  improvements  and as to  disbursements  of any escrow
funds  therefor  have been  complied  with.  All costs,  fees and  expenses  incurred  in making or closing the
Mortgage Loan and the  recording of the Mortgage were paid,  and the Mortgagor is not entitled to any refund of
any amounts paid or due under the Mortgage Note or Mortgage;

        (l) The Company is the sole owner and holder of the  Mortgage  Loan and the  indebtedness  evidenced by
the Mortgage Note.  Upon the sale of the Mortgage Loan to the  Purchaser,  the Company will retain the Mortgage
File or any part thereof with respect  thereto not  delivered to the Purchaser or the  Purchaser's  designee in
trust only for the purpose of  servicing  and  supervising  the  servicing of the  Mortgage  Loan.  Immediately
prior to the transfer and assignment to the Purchaser,  the Mortgage Loan,  including the Mortgage Note and the
Mortgage,  were not  subject to an  assignment,  sale or pledge to any person  other  than  Purchaser,  and the
Company had good and  marketable  title to and was the sole owner  thereof  and had full right to transfer  and
sell the Mortgage  Loan to the Purchaser  free and clear of any  encumbrance,  equity,  lien,  pledge,  charge,
claim or security  interest and has the full right and authority  subject to no interest or  participation  of,
or  agreement  with,  any other party,  to sell and assign the Mortgage  Loan  pursuant to this  Agreement  and
following  the sale of the Mortgage  Loan,  the  Purchaser  will own such  Mortgage  Loan free and clear of any
encumbrance,  equity,  participation  interest,  lien, pledge,  charge, claim or security interest. The Company
intends to relinquish  all rights to possess,  control and monitor the Mortgage  Loan,  except for the purposes
of servicing  the Mortgage Loan as set forth in this  Agreement.  After the related  Closing Date,  the Company
will not have any right to modify or alter the  terms of the sale of the  Mortgage  Loan and the  Company  will
not have any obligation or right to repurchase the Mortgage Loan or substitute  another  Mortgage Loan,  except
as provided in this Agreement, or as otherwise agreed to by the Company and the Purchaser;

        (m) Each  Mortgage  Loan is covered  by an ALTA  lender's  title  insurance  policy or other  generally
acceptable  form of  policy  or  insurance  acceptable  to  Fannie  Mae or  FHLMC  (including  adjustable  rate
endorsements),  issued by a title  insurer  acceptable  to Fannie Mae or FHLMC and  qualified to do business in
the jurisdiction  where the Mortgaged  Property is located,  insuring  (subject to the exceptions  contained in
(j)(1),  (2) and (3) above) the Company,  its  successors  and assigns,  as to the first  priority  lien of the
Mortgage  in the  original  principal  amount  of the  Mortgage  Loan and  against  any loss by  reason  of the
invalidity  or  unenforceability  of the lien  resulting  from the  provisions  of the Mortgage  providing  for
adjustment in the Mortgage  Interest Rate and Monthly Payment.  Where required by state law or regulation,  the
Mortgagor has been given the opportunity to choose the carrier of the required  mortgage title  insurance.  The
Company,  its successors and assigns,  is the sole insured of such lender's title insurance policy,  such title
insurance  policy has been duly and validly  endorsed to the  Purchaser or the  assignment  to the Purchaser of
the  Company's  interest  therein  does not  require  the  consent of or  notification  to the insurer and such
lender's  title  insurance  policy is in full force and  effect  and will be in full force and effect  upon the
consummation  of the  transactions  contemplated  by this  Agreement.  No  claims  have been  made  under  such
lender's  title  insurance  policy,  and no prior  holder or servicer of the related  Mortgage,  including  the
Company,  nor any  Mortgagor,  has done, by act or omission,  anything  which would impair the coverage of such
lender's title insurance policy;

        (n) There is no default,  breach,  violation or event of  acceleration  existing  under the Mortgage or
the related  Mortgage  Note and no event which,  with the passage of time or with notice and the  expiration of
any grace or cure period, would constitute a default, breach,  violation or event permitting acceleration;  and
neither the Company,  nor any prior  mortgagee has waived any default,  breach,  violation or event  permitting
acceleration;

        (o) There are no  mechanics'  or  similar  liens or claims  which  have been  filed for work,  labor or
material  (and no rights are  outstanding  that under law could give rise to such liens)  affecting the related
Mortgaged Property which are or may be liens prior to or equal to the lien of the related Mortgage;

        (p) All  improvements  subject to the Mortgage which were considered in determining the appraised value
of the Mortgaged  Property lie wholly within the  boundaries  and building  restriction  lines of the Mortgaged
Property (and wholly within the project with respect to a condominium  unit) and no  improvements  on adjoining
properties  encroach upon the Mortgaged  Property except those which are insured against by the title insurance
policy referred to in clause (m) above and all  improvements on the property comply with all applicable  zoning
and subdivision laws and ordinances;

        (q) Each  Mortgage  Loan was  originated  by or for the Company  pursuant  to, and conforms  with,  the
Company's  underwriting  guidelines  attached  as Exhibit H hereto.  The  Mortgage  Loan bears  interest  at an
adjustable  rate (if  applicable)  as set forth in the related  Mortgage Loan  Schedule,  and Monthly  Payments
under the Mortgage  Note are due and payable on the first day of each month.  The  Mortgage  contains the usual
and  enforceable  provisions of the Company at the time of origination  for the  acceleration of the payment of
the unpaid  principal amount of the Mortgage Loan if the related  Mortgaged  Property is sold without the prior
consent of the mortgagee thereunder;

        (r) The  Mortgaged  Property is not subject to any  material  damage.  At  origination  of the Mortgage
Loan there was not,  since  origination  of the  Mortgage  Loan there has not been,  and there  currently is no
proceeding  pending  for the total or partial  condemnation  of the  Mortgaged  Property.  The  Company has not
received notification that any such proceedings are scheduled to commence at a future date;

        (s) The related  Mortgage  contains  customary and enforceable  provisions such as to render the rights
and  remedies  of the holder  thereof  adequate  for the  realization  against  the  Mortgaged  Property of the
benefits of the security provided  thereby,  including,  (1) in the case of a Mortgage  designated as a deed of
trust,  by  trustee's  sale,  and (2)  otherwise  by  judicial  foreclosure.  There  is no  homestead  or other
exemption  available to the Mortgagor which would interfere with the right to sell the Mortgaged  Property at a
trustee's sale or the right to foreclose the Mortgage;

        (t) If the Mortgage  constitutes a deed of trust, a trustee,  authorized and duly qualified if required
under  applicable law to act as such, has been properly  designated and currently so serves and is named in the
Mortgage,  and no fees or expenses,  except as may be required by local law, are or will become  payable by the
Purchaser  to the trustee  under the deed of trust,  except in  connection  with a trustee's  sale or attempted
sale after default by the Mortgagor;

        (u) The  Mortgage  File  contains an appraisal of the related  Mortgaged  Property  signed prior to the
final approval of the mortgage loan application by a Qualified  Appraiser,  approved by the Company, who had no
interest,  direct or  indirect,  in the  Mortgaged  Property or in any loan made on the security  thereof,  and
whose  compensation  is not affected by the approval or disapproval of the Mortgage Loan, and the appraisal and
appraiser  both  satisfy  the  requirements  of Fannie  Mae or FHLMC and Title XI of the  Federal  Institutions
Reform,  Recovery, and Enforcement Act of 1989 and the regulations promulgated thereunder,  all as in effect on
the date the Mortgage Loan was originated.  The appraisal is in a form acceptable to Fannie Mae or FHLMC;

        (v) All parties which have had any interest in the Mortgage,  whether as mortgagee,  assignee,  pledgee
or  otherwise,  are (or,  during the  period in which they held and  disposed  of such  interest,  were) (A) in
compliance  with any and all applicable  licensing  requirements of the laws of the state wherein the Mortgaged
Property is located,  and (B) (1)  organized  under the laws of such state,  or (2) qualified to do business in
such state,  or (3) federal  savings and loan  associations  or national  banks or a Federal  Home Loan Bank or
savings bank having principal offices in such state, or (4) not doing business in such state;

        (w) The related Mortgage Note is not and has not been secured by any collateral  except the lien of the
corresponding  Mortgage and the security  interest of any  applicable  security  agreement or chattel  mortgage
referred to above and such collateral does not serve as security for any other obligation;

        (x) The Mortgagor has received and has executed,  where applicable,  all disclosure  materials required
by applicable law with respect to the making of such mortgage loans;

        (y) The Mortgage Loan does not contain  balloon or "graduated  payment"  features;  No Mortgage Loan is
subject to a buydown agreement or contains any buydown provision;

        (z) The  Mortgagor is not in  bankruptcy  and, the  Mortgagor is not  insolvent  and the Company has no
knowledge of any  circumstances  or  conditions  with respect to the  Mortgage,  the  Mortgaged  Property,  the
Mortgagor or the  Mortgagor's  credit  standing that could  reasonably be expected to cause investors to regard
the Mortgage Loan as an unacceptable  investment,  cause the Mortgage Loan to become delinquent,  or materially
adversely affect the value or marketability of the Mortgage Loan;

        (aa) Each  Mortgage  Loan bears  interest  based upon a thirty  (30) day month and a three  hundred and
sixty  (360) day year.  The  Mortgage  Loans have an  original  term to  maturity  of not more than thirty (30)
years,  with interest  payable in arrears on the first day of each month.  As to each  adjustable rate Mortgage
Loan, on each applicable  Adjustment Date, the Mortgage  Interest Rate will be adjusted to equal the sum of the
Index, plus the applicable  Margin;  provided,  that the Mortgage Interest Rate, on each applicable  Adjustment
Date,  will not increase by more than the Initial Rate Cap or Periodic Rate Cap, as  applicable.  Over the term
of each  adjustable  rate  Mortgage  Loan,  the Mortgage  Interest  Rate will not exceed such  Mortgage  Loan's
Lifetime Rate Cap. None of the Mortgage Loans are  "interest-only"  Mortgage  Loans or "negative  amortization"
Mortgage  Loans.  With respect to each  adjustable  rate Mortgage  Loan,  each Mortgage Note requires a monthly
payment  which is  sufficient  (a) during the period prior to the first  adjustment  to the  Mortgage  Interest
Rate, to fully  amortize the original  principal  balance over the original term thereof and to pay interest at
the related  Mortgage  Interest  Rate,  and (b) during the period  following  each  Adjustment  Date,  to fully
amortize the outstanding  principal  balance as of the first day of such period over the then remaining term of
such Mortgage Note and to pay interest at the related  Mortgage  Interest Rate. With respect to each adjustable
rate Mortgage  Loan,  the Mortgage Note provides that when the Mortgage  Interest Rate changes on an Adjustment
Date,  the then  outstanding  principal  balance will be  reamortized  over the remaining  life of the Mortgage
Loan. No Mortgage Loan contains terms or provisions  which would result in negative  amortization.  None of the
Mortgage  Loans contain a conversion  feature which would cause the Mortgage Loan interest rate to convert to a
fixed interest rate.  None of the Mortgage Loans are considered agricultural loans;

        (bb)  (INTENTIONALLY LEFT BLANK)

        (cc)  (INTENTIONALLY LEFT BLANK)

        (dd)  (INTENTIONALLY LEFT BLANK)

        (ee)  (INTENTIONALLY LEFT BLANK)

        (ff)  (INTENTIONALLY LEFT BLANK)

        (gg) (INTENTIONALLY LEFT BLANK)

        (hh)   In the event the Mortgage Loan had an LTV at origination  greater than 80.00%, the excess of the
principal  balance of the  Mortgage  Loan over 75.0% of the  Appraised  Value of the  Mortgaged  Property  with
respect to a Refinanced  Mortgage  Loan,  or the lesser of the  Appraised  Value or the  purchase  price of the
Mortgaged  Property  with respect to a purchase  money  Mortgage  Loan was insured as to payment  defaults by a
Primary  Mortgage  Insurance  Policy issued by a Qualified  Insurer.  No Mortgage Loan has an LTV over 95%. All
provisions of such Primary  Mortgage  Insurance Policy have been and are being complied with, such policy is in
full force and effect,  and all premiums due  thereunder  have been paid. No Mortgage Loan requires  payment of
such  premiums,  in whole or in part,  by the  Purchaser.  No action,  inaction,  or event has  occurred and no
state of facts exists that has, or will result in the exclusion  from,  denial of, or defense to coverage.  Any
Mortgage Loan subject to a Primary Mortgage  Insurance  Policy  obligates the Mortgagor  thereunder to maintain
the Primary Mortgage  Insurance  Policy,  subject to state and federal law, and to pay all premiums and charges
in  connection  therewith.  No action has been  taken or failed to be taken,  on or prior to the  Closing  Date
which has resulted or will result in an  exclusion  from,  denial of, or defense to coverage  under any Primary
Mortgage  Insurance Policy  (including,  without  limitation,  any exclusions,  denials or defenses which would
limit or  reduce  the  availability  of the  timely  payment  of the full  amount  of the  loss  otherwise  due
thereunder to the insured) whether arising out of actions,  representations,  errors, omissions, negligence, or
fraud of the Company or the  Mortgagor,  or for any other reason  under such  coverage;  The mortgage  interest
rate for the Mortgage  Loan as set forth on the related  Mortgage  Loan  Schedule is net of any such  insurance
premium.  None of the Mortgage Loans are subject to "lender-paid" mortgage insurance;

        (ii)   The  Assignment is in  recordable  form and is  acceptable  for recording  under the laws of the
jurisdiction in which the Mortgaged Property is located;

        (jj)   None of the  Mortgage  Loans are secured by an interest in a  leasehold  estate.  The  Mortgaged
Property is located in the state  identified  in the related  Mortgage  Loan  Schedule and consists of a single
parcel of real property with a detached single family residence  erected thereon,  or a townhouse,  or a two-to
four-family  dwelling,  or an individual  condominium unit in a condominium project, or an individual unit in a
planned unit  development or a de minimis planned unit  development,  provided,  however,  that no residence or
dwelling is a single parcel of real property with a  manufactured  home not affixed to a permanent  foundation,
or a mobile home. Any condominium  unit or planned unit  development  conforms with the Company's  underwriting
guidelines.  As of the date of  origination,  no  portion of any  Mortgaged  Property  was used for  commercial
purposes,  and since the  Origination  Date,  no portion of any  Mortgaged  Property has been, or currently is,
used for commercial purposes;

        (kk)   Payments  on the  Mortgage  Loan  commenced  no more than  sixty  (60) days after the funds were
disbursed in  connection  with the Mortgage  Loan.  The Mortgage Note is payable on the first day of each month
in monthly  installments  of  principal  and  interest,  which  installments  are  subject to change due to the
adjustments to the Mortgage  Interest Rate on each  Adjustment  Date,  with interest  calculated and payable in
arrears.  Each of the Mortgage  Loans will amortize fully by the stated  maturity  date,  over an original term
of not more than thirty years from commencement of amortization;

        (ll)   As of the Closing Date of the Mortgage Loan, the Mortgage  Property was lawfully  occupied under
applicable law, and all inspections,  licenses and  certificates  required to be made or issued with respect to
all  occupied  portions of the  Mortgaged  Property  and,  with  respect to the use and  occupancy of the same,
including but not limited to certificates of occupancy and fire  underwriting  certificates,  have been made or
obtained from the appropriate authorities;

        (mm)   There is no pending  action or proceeding  directly  involving  the Mortgaged  Property in which
compliance  with  any  environmental  law,  rule or  regulation  is an  issue;  there  is no  violation  of any
environmental  law,  rule or  regulation  with  respect to the  Mortgaged  Property;  and the  Company  has not
received any notice of any  environmental  hazard on the Mortgaged  Property and nothing  further remains to be
done to satisfy in full all  requirements  of each such law, rule or regulation  constituting a prerequisite to
use and enjoyment of said property;

        (nn)   The  Mortgagor  has not  notified  the  Company,  and the Company has no knowledge of any relief
requested or allowed to the Mortgagor under the Soldiers' and Sailors' Civil Relief Act of 1940;

        (oo)   No Mortgage Loan is a  construction  or  rehabilitation  Mortgage Loan or was made to facilitate
the trade-in or exchange of a Mortgaged Property;

        (pp)   The Mortgagor for each Mortgage Loan is a natural person;

        (qq)   None of the Mortgage Loans are Co-op Loans;

        (rr)   With respect to each Mortgage Loan that has a prepayment penalty feature, each such prepayment
penalty is enforceable and will be enforced by the Company and each prepayment penalty is permitted pursuant
to federal, state and local law. No Mortgage Loan will impose a prepayment penalty for a term in excess of
five years from the date such Mortgage Loan was originated. Except as otherwise set forth on the Mortgage
Loan Schedule, with respect to each Mortgage Loan that contains a prepayment penalty, such prepayment penalty
is at least equal to the lesser of (A) the maximum amount permitted under applicable law and (B) six months
interest at the related Mortgage Interest Rate on the amount prepaid in excess of 20% of the original
principal balance of such Mortgage Loan;


        (ss)   With respect to each Mortgage  Loan either (i) the fair market value of the  Mortgaged  Property
securing  such  Mortgage  Loan was at least  equal to 80  percent  of the  original  principal  balance of such
Mortgage Loan at the time such  Mortgage  Loan was  originated or (ii) (a) the Mortgage Loan is only secured by
the Mortgage  Property and (b)  substantially all of the proceeds of such Mortgage Loan were used to acquire or
to improve or protect the Mortgage Property.  For the purposes of the preceding sentence,  if the Mortgage Loan
has been significantly  modified other than as a result of a default or a reasonable  foreseeable  default, the
modified Mortgage Loan will be viewed as having been originated on the date of the modification;

        (tt) The Mortgage  Loan was  originated  by a mortgagee  approved by the Secretary of Housing and Urban
Development  pursuant to sections 203 and 211 of the National  Housing Act, a savings and loan  association,  a
savings bank, a commercial bank,  credit union,  insurance  company or similar  institution which is supervised
and examined by a federal or state authority;

        (uu)  None of the  Mortgage  Loans  are  simple  interest  Mortgage  Loans  and  none of the  Mortgaged
Properties are timeshares;

    (vv) All of the terms of the Mortgage pertaining to interest rate adjustments, payment adjustments and
    adjustments of the outstanding principal balance are enforceable, all such adjustments have been properly
    made, including the mailing of required notices, and such adjustments do not and will not affect the
    priority of the Mortgage lien.  With respect to each Mortgage Loan which has passed its initial
    Adjustment Date, Company has performed an audit of the Mortgage Loan to determine whether all interest
    rate adjustments have been made in accordance with the terms of the Mortgage Note and Mortgage; and


        (ww) Each Mortgage Note, each Mortgage,  each Assignment and any other documents  required  pursuant to
this Agreement to be delivered to the Purchaser or its designee,  or its assignee for each Mortgage Loan,  have
been, on or before the related Closing Date, delivered to the Purchaser or its designee, or its assignee.

        Section 3.03  Repurchase; Substitution.

        It is understood  and agreed that the  representations  and  warranties  set forth in Sections 3.01 and
3.02  shall  survive  the sale of the  Mortgage  Loans and  delivery  of the  Mortgage  Loan  Documents  to the
Purchaser,  or its designee,  and shall inure to the benefit of the Purchaser,  notwithstanding any restrictive
or qualified  endorsement on any Mortgage Note or Assignment or the  examination,  or lack of  examination,  of
any Mortgage  File.  Upon  discovery by either the Company or the Purchaser of a breach of any of the foregoing
representations  and warranties which  materially and adversely  affects the value of the Mortgage Loans or the
interest of the Purchaser in any Mortgage  Loan,  the party  discovering  such breach shall give prompt written
notice to the other.  The Company  shall have a period of sixty (60) days from the earlier of its  discovery or
its receipt of notice of any such  breach  within  which to correct or cure such  breach.  The  Company  hereby
covenants  and agrees  that if any such breach is not  corrected  or cured  within  such sixty day period,  the
Company shall,  at the  Purchaser's  option and not later than ninety (90) days of its discovery or its receipt
of notice of such breach,  repurchase  such  Mortgage  Loan at the  Repurchase  Price or, with the  Purchaser's
prior  consent and at  Purchaser's  sole option,  substitute a Mortgage  Loan as provided  below.  In the event
that any such breach shall involve any  representation  or warranty set forth in Section 3.01,  and such breach
is not cured  within  sixty (60) days of the  earlier of either  discovery  by or notice to the Company of such
breach,  all  Mortgage  Loans  shall,  at the option of the  Purchaser,  be  repurchased  by the Company at the
Repurchase  Price.  Any such repurchase  shall be accomplished by wire transfer of immediately  available funds
to Purchaser in the amount of the Repurchase Price.

        If the Company is required to repurchase  any Mortgage Loan pursuant to this Section 3.03,  the Company
may,  with the  Purchaser's  prior  consent and at  Purchaser's  sole option,  within ninety (90) days from the
related  Closing Date,  remove such  defective  Mortgage Loan from the terms of this  Agreement and  substitute
another  mortgage loan for such  defective  Mortgage  Loan, in lieu of  repurchasing  such  defective  Mortgage
Loan. Any substitute  Mortgage Loan is subject to Purchaser  acceptability.  Any substituted  Loans will comply
with the representations and warranties set forth in this Agreement as of the substitution date

        The Company shall amend the related  Mortgage  Loan  Schedule to reflect the  withdrawal of the removed
Mortgage Loan from this Agreement and the  substitution  of such substitute  Mortgage Loan therefor.  Upon such
amendment,  the Purchaser  shall review the Mortgage File delivered to it relating to the  substitute  Mortgage
Loan. In the event of such a substitution,  accrued  interest on the substitute  Mortgage Loan for the month in
which the  substitution  occurs and any  Principal  Prepayments  made  thereon  during  such month shall be the
property of the Purchaser and accrued  interest for such month on the Mortgage Loan for which the  substitution
is made and any  Principal  Prepayments  made  thereon  during such month shall be the property of the Company.
The principal payment on a substitute  Mortgage Loan due on the Due Date in the month of substitution  shall be
the property of the Company and the principal  payment on the Mortgage Loan for which the  substitution is made
due on such date shall be the property of the Purchaser.

        For any month in which the Company is permitted to substitute one or more  substitute  Mortgage  Loans,
the  Company  will  determine  the amount  (if any) by which the  aggregate  Stated  Principal  Balance  (after
application of the principal  portion of all scheduled  payments due in the month of  substitution)  of all the
substitute  Mortgage Loans in the month of substitution  is less then the aggregate  Stated  Principal  Balance
(after  application of the principal  portion of the scheduled payment due in the month of substitution) of the
such  replaced  Mortgage  Loan.  An  amount  equal  to the  aggregate  of such  deficiencies  described  in the
preceding  sentence for any  Remittance  Date shall be deposited  into the Custodial  Account by the Company on
the related  Determination  Date in the month  following  the  calendar  month  during  which the  substitution
occurred.

        It is understood  and agreed that the obligation of the Company set forth in this Section 3.03 to cure,
repurchase or substitute for a defective  Mortgage Loan, and to indemnify  Purchaser  pursuant to Section 8.01,
constitute  the sole  remedies  of the  Purchaser  respecting  a breach of the  foregoing  representations  and
warranties.  If the Company  fails to  repurchase  or  substitute  for a defective  Mortgage Loan in accordance
with this Section 3.03, or fails to cure a defective  Mortgage Loan to Purchaser's  reasonable  satisfaction in
accordance  with this Section 3.03, or to indemnify  Purchaser  pursuant to Section 8.01, that failure shall be
an Event of Default and the Purchaser  shall be entitled to pursue all remedies  available in this Agreement as
a result  thereof.  No provision of this  paragraph  shall affect the rights of the Purchaser to terminate this
Agreement for cause, as set forth in Sections 10.01 and 11.01.

        Any  cause  of  action  against  the  Company  relating  to  or  arising  out  of  the  breach  of  any
representations  and  warranties  made in Sections  3.01 and 3.02 shall accrue as to any Mortgage Loan upon (i)
the earlier of  discovery  of such breach by the Company or notice  thereof by the  Purchaser  to the  Company,
(ii)  failure by the Company to cure such breach or  repurchase  such  Mortgage  Loan as specified  above,  and
(iii) demand upon the Company by the Purchaser for compliance with this Agreement.

        In the event that any Mortgage Loan is held by a REMIC,  notwithstanding any contrary provision of this
Agreement,  with respect to any Mortgage Loan that is not in default or as to which no default is imminent,  no
substitution  pursuant  to  Subsection  3.03  shall be made  after the  applicable  REMIC's  "start up day" (as
defined in Section  860G(a)  (9) of the Code),  unless the  Company  has  obtained an Opinion of Counsel to the
effect that such  substitution  will not (i) result in the imposition of taxes on "prohibited  transactions" of
such REMIC (as defined in Section  860F of the Code) or  otherwise  subject the REMIC to tax, or (ii) cause the
REMIC to fail to qualify as a REMIC at any time.

        Section 3.04  Representations and Warranties of the Purchaser.

        The Purchaser  represents,  warrants and convenants to the Company that, as of the related Closing Date
or as of such date specifically provided herein:

(c)     The Purchaser is a corporation,  dully organized  validly  existing and in good standing under the laws
of the State of Delaware and is qualified to transact  business in, is in good standing  under the laws of, and
possesses  all  licenses  necessary  for the  conduct of its  business  in,  each state in which any  Mortgaged
Property is located or is otherwise  except or not required under  applicable law to effect such  qualification
or license;

(d)     The Purchaser  has full power and authority to hold each Mortgage  Loan, to purchase each Mortgage Loan
pursuant to this  Agreement and the related Term Sheet and to execute,  deliver and perform,  and to enter into
and consummate all  transactions  contemplated  by this Agreement and the related Term Sheet and to conduct its
business  as  presently  conducted,  has duly  authorized  the  execution,  delivery  and  performance  of this
Agreement  and the related Term Sheet,  has duly  executed and  delivered  this  Agreement and the related Term
Sheet;

        (c)    None of the  execution and delivery of this  Agreement and the related Term Sheet,  the purchase
of the Mortgage Loans,  the  consummation of the  transactions  contemplated  hereby,  or the fulfillment of or
compliance  with the terms and  conditions of this  Agreement and the related Term Sheet will conflict with any
of the terms,  conditions or provisions of the  Purchaser's  charter or by-laws or materially  conflict with or
result in a material  breach of any of the terms,  conditions  or provisions  of any legal  restriction  or any
agreement  or  instrument  to which the  Purchaser  is now a party or by which it is  bound,  or  constitute  a
default or result in an  acceleration  under any of the foregoing,  or result in the material  violation of any
law, rule, regulation, order, judgment or decree to which the Purchaser or its property is subject;

        (d)    There is no litigation  pending or to the best of the  Purchaser's  knowledge,  threatened  with
respect to the Purchaser  which is reasonably  likely to have a material  adverse effect on the purchase of the
related  Mortgage  Loans,  the  execution,  delivery or  enforceability  of this Agreement and the related Term
Sheet,  or which is  reasonably  likely to have a material  adverse  effect on the  financial  condition of the
Purchaser;

        (e)    No consent,  approval,  authorization  or order of any court or  governmental  agency or body is
required for the  execution,  delivery and  performance by the Purchaser of or compliance by the Purchaser with
this  Agreement  and the related  Term Sheet,  the purchase of the Mortgage  Loans or the  consummation  of the
transactions  contemplated  by this  Agreement  and the  related  Term Sheet  except for  consents,  approvals,
authorizations and orders which have been obtained;

        (f)    The consummation of the  transactions  contemplated by this Agreement and the related Term Sheet
is in the ordinary course of business of the Purchaser;

        (h)    The Purchaser  will treat the purchase of the Mortgage  Loans from the Company as a purchase for
reporting, tax and accounting purposes; and

        (i)    The Purchaser does not believe, nor does it have any cause or reason to believe,  that it cannot
perform each and every of its covenants contained in this Agreement and the related Term Sheet.

        The  Purchaser  shall  indemnify  the  Company and hold it  harmless  against any claims,  proceedings,
losses,  damages,  penalties,  fines,  forfeitures,  reasonable  and  necessary  legal fees and related  costs,
judgments,  and other costs and expenses  resulting from a breach by the Purchaser of the  representations  and
warranties  contained in this Section 3.04. It is understood  and agreed that the  obligations of the Purchaser
set forth in this Section 3.04 to indemnify the Seller as provided  herein  constitute the sole remedies of the
Seller respecting a breach of the foregoing representations and warranties.






                                                  ARTICLE IV

                                ADMINISTRATION AND SERVICING OF MORTGAGE LOANS

        Section 4.01  Company to Act as Servicer.

        The Company,  as  independent  contract  servicer,  shall service and  administer the Mortgage Loans in
accordance  with this  Agreement and the related Term Sheet and with Accepted  Servicing  Practices,  and shall
have full power and authority,  acting alone,  to do or cause to be done any and all things in connection  with
such servicing and  administration  which the Company may deem  necessary or desirable and consistent  with the
terms of this  Agreement  and the related Term Sheet and with  Accepted  Servicing  Practices  and exercise the
same care that it  customarily  employs  for its own  account.  Except as set forth in this  Agreement  and the
related Term Sheet,  the Company  shall  service the Mortgage  Loans in strict  compliance  with the  servicing
provisions  of the Fannie Mae Guides  (special  servicing  option),  which  include,  but are not  limited  to,
provisions  regarding the liquidation of Mortgage Loans, the collection of Mortgage Loan payments,  the payment
of taxes,  insurance and other charges,  the  maintenance of hazard  insurance  with a Qualified  Insurer,  the
maintenance  of mortgage  impairment  insurance,  the  maintenance  of fidelity  bond and errors and  omissions
insurance,  inspections,  the restoration of Mortgaged Property,  the maintenance of Primary Mortgage Insurance
Policies,  insurance claims, the title, management and disposition of REO Property,  permitted withdrawals with
respect to REO  Property,  liquidation  reports,  and reports of  foreclosures  and  abandonments  of Mortgaged
Property,  the  transfer  of  Mortgaged  Property,  the  release of  Mortgage  Files,  annual  statements,  and
examination of records and  facilities.  In the event of any conflict,  inconsistency  or  discrepancy  between
any of the  servicing  provisions  of this  Agreement  and the  related  Term  Sheet  and any of the  servicing
provisions  of the Fannie Mae  Guides,  the  provisions  of this  Agreement  and the  related  Term Sheet shall
control and be binding upon the Purchaser and the Company.

        Consistent with the terms of this Agreement and the related Term Sheet,  the Company may waive,  modify
or vary any term of any Mortgage  Loan or consent to the  postponement  of any such term or in any manner grant
indulgence  to  any  Mortgagor  if  in  the  Company's  reasonable  and  prudent   determination  such  waiver,
modification,  postponement or indulgence is not materially adverse to the Purchaser,  provided,  however, that
unless the Company has obtained the prior written  consent of the  Purchaser,  the Company shall not permit any
modification  with respect to any Mortgage Loan that would change the Mortgage  Interest  Rate,  defer for more
than  ninety  days or forgive  any  payment of  principal  or  interest,  reduce or  increase  the  outstanding
principal  balance  (except  for  actual  payments  of  principal)  or change the final  maturity  date on such
Mortgage  Loan.  In the event of any such  modification  which has been  agreed to in writing by the  Purchaser
and which permits the deferral of interest or principal  payments on any Mortgage Loan,  the Company shall,  on
the  Business  Day  immediately  preceding  the  Remittance  Date in any month in which any such  principal  or
interest  payment has been deferred,  deposit in the Custodial  Account from its own funds,  in accordance with
Section 4.04, the difference  between (a) such month's  principal and one month's interest at the Mortgage Loan
Remittance  Rate on the  unpaid  principal  balance  of such  Mortgage  Loan  and  (b) the  amount  paid by the
Mortgagor.  The  Company  shall be entitled to  reimbursement  for such  advances to the same extent as for all
other advances  pursuant to Section 4.05.  Without limiting the generality of the foregoing,  the Company shall
continue,  and is hereby  authorized  and  empowered,  to prepare,  execute and  deliver,  all  instruments  of
satisfaction or cancellation,  or of partial or full release,  discharge and all other comparable  instruments,
with  respect to the Mortgage  Loans and with respect to the  Mortgaged  Properties.  Notwithstanding  anything
herein to the contrary,  the Company may not enter into a  forbearance  agreement or similar  arrangement  with
respect  to any  Mortgage  Loan which runs more than 180 days  after the first  delinquent  Due Date.  Any such
agreement shall be approved by Purchaser and, if required,  by the Primary  Mortgage  Insurance Policy insurer,
if required.

        Notwithstanding  anything in this Agreement to the contrary,  if any Mortgage Loan becomes subject to a
Pass-Through  Transfer,  the Company (a) with respect to such Mortgage Loan,  shall not permit any modification
with respect to such Mortgage  Loan that would change the Mortgage  Interest Rate and (b) shall not (unless the
Mortgagor  is in  default  with  respect to such  Mortgage  Loan or such  default  is, in the  judgment  of the
Company,  reasonably  foreseeable)  make or permit any  modification,  waiver or  amendment of any term of such
Mortgage  Loan that would both (i) effect an exchange or  reissuance  of such  Mortgage Loan under Section 1001
of the Code (or Treasury regulations  promulgated  thereunder) and (ii) cause any REMIC to fail to qualify as a
REMIC under the Code or the imposition of any tax on "prohibited  transactions"  or  "contributions"  after the
startup date under the REMIC Provisions.

        Prior to taking any action with  respect to the  Mortgage  Loans  subject to a  Pass-Through  Transfer,
which is not  contemplated  under the terms of this  Agreement,  the Company  will obtain an Opinion of Counsel
acceptable  to the trustee in such  Pass-Through  Transfer  with respect to whether such action could result in
the  imposition of a tax upon any REMIC  (including  but not limited to the tax on prohibited  transactions  as
defined  in  Section  860F(a)(2)  of the Code and the tax on  contributions  to a REMIC  set  forth in  Section
860G(d) of the  Code)(either  such event,  an "Adverse REMIC  Event"),  and the Company shall not take any such
actions as to which it has been advised that an Adverse REMIC Event could occur.

        The Company  shall not permit the  creation of any  "interests"  (within the meaning of Section 860G of
the Code) in any REMIC.  The Company shall not enter into any  arrangement  by which a REMIC will receive a fee
or other  compensation  for services nor permit a REMIC to receive any income from assets other than "qualified
mortgages"  as defined in  Section  860G(a)(3)  of the Code or  "permitted  investments"  as defined in Section
860G(a)(5) of the Code.

        In servicing  and  administering  the Mortgage  Loans,  the Company  shall  employ  Accepted  Servicing
Practices,  giving due  consideration  to the  Purchaser's  reliance on the  Company.  Unless a different  time
period is stated in this Agreement or the related Term Sheet,  Purchaser  shall be deemed to have given consent
in connection with a particular  matter if Purchaser does not  affirmatively  grant or deny consent within five
(5) Business Days from the date Purchaser  receives a second  written  request for consent for such matter from
Company as servicer.

        The Mortgage  Loans may be  subserviced  by a  Subservicer  on behalf of the Company  provided that the
Subservicer  is an entity  that  engages  in the  business  of  servicing  loans,  and in either  case shall be
authorized  to transact  business,  and licensed to service  mortgage  loans,  in the state or states where the
related  Mortgaged  Properties it is to service are situated,  if and to the extent  required by applicable law
to enable the Subservicer to perform its obligations  hereunder and under the  Subservicing  Agreement,  and in
either  case shall be a FHLMC or Fannie Mae  approved  mortgage  servicer  in good  standing,  and no event has
occurred,  including  but not limited to a change in insurance  coverage,  which would make it unable to comply
with the eligibility  requirements for lenders imposed by Fannie Mae or for seller/servicers  imposed by Fannie
Mae or FHLMC, or which would require  notification to Fannie Mae or FHLMC. In addition,  each  Subservicer will
obtain and  preserve its  qualifications  to do business as a foreign  corporation  and its licenses to service
mortgage loans, in each  jurisdiction  in which such  qualifications  and/or licenses are or shall be necessary
to protect the validity and  enforceability  of this Agreement,  or any of the Mortgage Loans and to perform or
cause to be  performed  its duties  under the related  Subservicing  Agreement.  The Company may perform any of
its  servicing  responsibilities  hereunder  or may  cause  the  Subservicer  to  perform  any  such  servicing
responsibilities  on its behalf,  but the use by the Company of the  Subservicer  shall not release the Company
from any of its  obligations  hereunder  and the Company  shall remain  responsible  hereunder for all acts and
omissions of the  Subservicer  as fully as if such acts and  omissions  were those of the Company.  The Company
shall pay all fees and expenses of the  Subservicer  from its own funds,  and the  Subservicer's  fee shall not
exceed the  Servicing  Fee.  Company shall notify  Purchaser  promptly in writing upon the  appointment  of any
Subservicer.

        At the cost and expense of the Company,  without any right of reimbursement from the Custodial Account,
the Company shall be entitled to terminate the rights and  responsibilities  of the Subservicer and arrange for
any servicing  responsibilities  to be performed by a successor  subservicer  meeting the  requirements  in the
preceding paragraph,  provided,  however,  that nothing contained herein shall be deemed to prevent or prohibit
the Company,  at the Company's  option,  from  electing to service the related  Mortgage  Loans itself.  In the
event that the Company's  responsibilities  and duties under this Agreement are terminated  pursuant to Section
4.13,  8.04,  9.01 or 10.01 and if requested to do so by the  Purchaser,  the Company shall at its own cost and
expense terminate the rights and  responsibilities  of the Subservicer  effective as of the date of termination
of the  Company.  The Company  shall pay all fees,  expenses or penalties  necessary in order to terminate  the
rights and  responsibilities  of the Subservicer  from the Company's own funds without  reimbursement  from the
Purchaser.

        Notwithstanding any of the provisions of this Agreement relating to agreements or arrangements  between
the  Company  and the  Subservicer  or any  reference  herein to  actions  taken  through  the  Subservicer  or
otherwise,  the Company  shall not be relieved of its  obligations  to the  Purchaser and shall be obligated to
the same extent and under the same terms and  conditions as if it alone were  servicing and  administering  the
Mortgage  Loans.  The  Company  shall  be  entitled  to  enter  into an  agreement  with  the  Subservicer  for
indemnification  of the Company by the Subservicer  and nothing  contained in this Agreement shall be deemed to
limit or modify such  indemnification.  The Company will indemnify and hold  Purchaser  harmless from any loss,
liability  or  expense  arising  out of its  use of a  Subservicer  to  perform  any of its  servicing  duties,
responsibilities and obligations hereunder.

        Any  Subservicing  Agreement  and any other  transactions  or services  relating to the Mortgage  Loans
involving the Subservicer  shall be deemed to be between the  Subservicer and Company alone,  and the Purchaser
shall have no  obligations,  duties or  liabilities  with respect to the  Subservicer  including no obligation,
duty or liability of Purchaser to pay the  Subservicer's  fees and expenses.  For purposes of distributions and
advances by the Company  pursuant to this Agreement,  the Company shall be deemed to have received a payment on
a Mortgage Loan when the Subservicer has received such payment.

        Section 4.02  Collection of Mortgage Loan Payments.

        Continuously  from the date  hereof  until the date each  Mortgage  Loan  ceases to be  subject to this
Agreement,  the Company will proceed  diligently  to collect all payments due under each Mortgage Loan when the
same shall  become due and  payable and shall,  to the extent such  procedures  shall be  consistent  with this
Agreement,  Accepted  Servicing  Practices,  and the terms  and  provisions  of any  related  Primary  Mortgage
Insurance  Policy,  follow such collection  procedures as it follows with respect to mortgage loans  comparable
to the  Mortgage  Loans  and  held  for its own  account.  Further,  the  Company  will  take  special  care in
ascertaining and estimating  annual escrow  payments,  and all other charges that, as provided in the Mortgage,
will become due and payable,  so that the  installments  payable by the  Mortgagors  will be  sufficient to pay
such charges as and when they become due and payable.

        In no event will the Company  waive its right to any  prepayment  penalty or premium  without the prior
written  consent of  Purchaser  and  Company  will use  diligent  efforts  to  collect  same when due except as
otherwise provided in the prepayment penalty provisions provided in the Mortgage Loan Documents.

        Section 4.03  Realization Upon Defaulted Mortgage

        The Company shall use its best efforts,  consistent  with the procedures  that the Company would use in
servicing  loans for its own account,  consistent  with  Accepted  Servicing  Practices,  any Primary  Mortgage
Insurance  Policies and the best interest of Purchaser,  to foreclose upon or otherwise  comparably convert the
ownership of  properties  securing  such of the  Mortgage  Loans as come into and continue in default and as to
which no  satisfactory  arrangements  can be made for  collection  of delinquent  payments  pursuant to Section
4.01.  Foreclosure  or  comparable  proceedings  shall be  initiated  within  ninety  (90) days of default  for
Mortgaged  Properties  for  which  no  satisfactory  arrangements  can be made  for  collection  of  delinquent
payments,  subject to state and federal law and  regulation.  The Company shall use its best efforts to realize
upon  defaulted  Mortgage  Loans in such manner as will  maximize the receipt of principal  and interest by the
Purchaser,  taking into account,  among other things, the timing of foreclosure  proceedings.  The foregoing is
subject to the  provisions  that, in any case in which a Mortgaged  Property  shall have suffered  damage,  the
Company shall not be required to expend its own funds toward the  restoration of such property  unless it shall
determine  in its  discretion  (i) that such  restoration  will  increase the  proceeds of  liquidation  of the
related  Mortgage Loan to the Purchaser  after  reimbursement  to itself for such expenses,  and (ii) that such
expenses  will be  recoverable  by the Company  through  Insurance  Proceeds or  Liquidation  Proceeds from the
related  Mortgaged  Property,  as  contemplated  in Section  4.05.  Company  shall  obtain  prior  approval  of
Purchaser  as to repair or  restoration  expenses  in excess of ten  thousand  dollars  ($10,000).  The Company
shall notify the Purchaser in writing of the  commencement of foreclosure  proceedings and not less than 5 days
prior to the acceptance or rejection of any offer of  reinstatement.  The Company shall be responsible  for all
costs and expenses  incurred by it in any such proceedings or functions;  provided,  however,  that it shall be
entitled  to   reimbursement   thereof  from  the  related   property,   as   contemplated   in  Section  4.05.
Notwithstanding  anything to the contrary  contained  herein, in connection with a foreclosure or acceptance of
a deed in lieu of  foreclosure,  in the event the  Company  has  reasonable  cause to believe  that a Mortgaged
Property is contaminated by hazardous or toxic  substances or wastes,  or if the Purchaser  otherwise  requests
an  environmental  inspection  or review of such  Mortgaged  Property,  such an  inspection  or review is to be
conducted  by a qualified  inspector  at the  Purchaser's  expense.  Upon  completion  of the  inspection,  the
Company shall  promptly  provide the Purchaser  with a written report of the  environmental  inspection.  After
reviewing the  environmental  inspection  report,  the Purchaser  shall determine how the Company shall proceed
with respect to the Mortgaged Property.

        Notwithstanding  anything to the contrary  contained herein, the Purchaser may, at the Purchaser's sole
option,  terminate  the Company as  servicer of any  Mortgage  Loan which  becomes  ninety (90) days or greater
delinquent in payment of a scheduled  Monthly  Payment,  without  payment of any  termination  fee with respect
thereto,  provided  that the Company  shall on the date said  termination  takes effect be  reimbursed  for any
unreimbursed  Monthly  Advances  of the  Company's  funds made  pursuant to Section  5.03 and any  unreimbursed
Servicing  Advances and Servicing Fees in each case relating to the Mortgage Loan  underlying  such  delinquent
Mortgage  Loan  notwithstanding  anything to the contrary set forth in Section  4.05.  In the event of any such
termination,  the  provisions  of Section  11.01  hereof  shall apply to said  termination  and the transfer of
servicing responsibilities with respect to such delinquent Mortgage Loan to the Purchaser or its designee.

        In the event that a Mortgage  Loan becomes part of a REMIC,  and becomes REO  Property,  such  property
shall be disposed of by the  Company,  with the consent of Purchaser  as required  pursuant to this  Agreement,
before the close of the third  taxable year  following  the taxable  year in which the Mortgage  Loan became an
REO Property,  unless the Company  provides to the trustee under such REMIC an opinion of counsel to the effect
that the holding of such REO Property  subsequent to the close of the third taxable year  following the taxable
year in which the  Mortgage  Loan  became  an REO  Property,  will not  result  in the  imposition  of taxes on
"prohibited  transactions"  as defined in Section 860F of the Code, or cause the transaction to fail to qualify
as a REMIC at any time  that  certificates  are  outstanding.  Company  shall  manage,  conserve,  protect  and
operate  each such REO  Property for the  certificateholders  solely for the purpose of its prompt  disposition
and sale in a manner which does not cause such  property to fail to qualify as  "foreclosure  property"  within
the  meaning of Section  860F(a)(2)(E)  of the Code,  or any "net income from  foreclosure  property"  which is
subject to taxation  under the REMIC  provisions  of the Code.  Pursuant to its efforts to sell such  property,
the Company  shall either  itself or through an agent  selected by Company,  protect and conserve such property
in the same  manner and to such an extent as is  customary  in the  locality  where such  property  is located.
Additionally,  Company shall perform the tax  withholding  and reporting  related to Sections 1445 and 6050J of
the Code.

        Section 4.04  Establishment of Custodial Accounts; Deposits in Custodial Accounts.

        The Company shall  segregate and hold all funds  collected and received  pursuant to each Mortgage Loan
separate and apart from any of its own funds and general  assets and shall  establish  and maintain one or more
Custodial  Accounts.  The  Custodial  Account  shall be an Eligible  Account.  Funds shall be  deposited in the
Custodial  Account  within 24 hours of  receipt,  and shall at all times be  insured by the FDIC up to the FDIC
insurance  limits,  or must be invested  in  Permitted  Investments  for the  benefit of the  Purchaser.  Funds
deposited  in the  Custodial  Account may be drawn on by the  Company in  accordance  with  Section  4.05.  The
creation of any  Custodial  Account  shall be  evidenced  by a letter  agreement in the form shown in Exhibit B
hereto.  The original of such letter  agreement  shall be furnished to the Purchaser on the Closing  Date,  and
upon the request of any subsequent Purchaser.

        The Company shall deposit in the Custodial  Account on a daily basis,  and retain therein the following
payments and  collections  received or made by it  subsequent  to the Cut-off  Date, or received by it prior to
the  Cut-off  Date but  allocable  to a period  subsequent  thereto,  other than in respect  of  principal  and
interest on the Mortgage Loans due on or before the Cut-off Date:

        (i)    all payments on account of principal, including Principal Prepayments, on the Mortgage Loans;

        (ii)   all  payments  on account of interest  on the  Mortgage  Loans  adjusted  to the  Mortgage  Loan
Remittance Rate;

        (iii)  all Liquidation Proceeds;

        (iv)   any  amounts  required  to be  deposited  by the  Company in  connection  with any REO  Property
pursuant to Section 4.13 and in connection  therewith,  the Company  shall  provide the Purchaser  with written
detail itemizing all of such amounts;

        (v)    all Insurance  Proceeds  including  amounts required to be deposited  pursuant to Sections 4.08,
4.10 and 4.11,  other than proceeds to be held in the Escrow  Account and applied to the  restoration or repair
of the Mortgaged  Property or released to the Mortgagor in accordance with Accepted  Servicing  Practices,  the
Mortgage Loan Documents or applicable law;

        (vi)   all  Condemnation  Proceeds  affecting  any  Mortgaged  Property  which are not  released to the
Mortgagor in accordance with Accepted Servicing Practices, the loan documents or applicable law;

        (vii)  any Monthly Advances;

        (viii) with respect to each full or partial Principal  Prepayment,  any Prepayment Interest Shortfalls,
to the extent of the Company's aggregate Servicing Fee received with respect to the related Prepayment Period;

        (ix)   any amounts  required to be deposited by the Company pursuant to Section 4.10 in connection with
the deductible  clause in any blanket hazard  insurance  policy,  such deposit shall be made from the Company's
own funds, without reimbursement therefor; and

        (x)    any amounts required to be deposited in the Custodial  Account pursuant to Section 4.01, 4.13 or
6.02.

               The foregoing  requirements  for deposit in the Custodial  Account shall be exclusive,  it being
understood and agreed that,  without  limiting the generality of the foregoing,  payments in the nature of late
payment  charges and  assumption  fees, to the extent  permitted by Section 6.01,  need not be deposited by the
Company in the  Custodial  Account.  Any  interest  paid on funds  deposited  in the  Custodial  Account by the
depository  institution  shall accrue to the benefit of the Company and the Company shall be entitled to retain
and withdraw such interest from the Custodial  Account  pursuant to Section 4.05 (iv). The Purchaser  shall not
be responsible for any losses suffered with respect to investment of funds in the Custodial Account.


        Section 4.05  Permitted Withdrawals From the Custodial Account.

        The Company may, from time to time, withdraw from the Custodial Account for the following purposes:

        (i)    to make payments to the Purchaser in the amounts and in the manner provided for in Section 5.01;

        (ii)   to reimburse  itself for Monthly  Advances,  the Company's right to reimburse itself pursuant to
this  subclause  (ii) being  limited to amounts  received on the related  Mortgage  Loan which  represent  late
collections  (net of the  related  Servicing  Fees) of  principal  and/or  interest  respecting  which any such
advance was made, it being  understood  that, in the case of such  reimbursement,  the Company's  right thereto
shall be prior to the rights of the  Purchaser,  except  that,  where the Company is required to  repurchase  a
Mortgage Loan,  pursuant to Section 3.03, the Company's right to such reimbursement  shall be subsequent to the
payment to the Purchaser of the  Repurchase  Price  pursuant to such Section and all other amounts  required to
be paid to the Purchaser with respect to such Mortgage Loan;

        (iii)  to reimburse itself for  unreimbursed  Servicing  Advances and any unpaid Servicing  Fees(or REO
administration  fees  described in Section  4.13),  the Company's  right to reimburse  itself  pursuant to this
subclause  (iii) with  respect  to any  Mortgage  Loan being  limited  to  related  proceeds  from  Liquidation
Proceeds,  Condemnation  Proceeds and  Insurance  Proceeds in  accordance  with the relevant  provisions of the
Fannie Mae Guides or as otherwise set forth in this Agreement;  any recovery shall be made upon  liquidation of
the REO Property;

        (iv)   to pay to itself as part of its servicing  compensation  (a) any interest earned on funds in the
Custodial  Account (all such interest to be withdrawn  monthly not later than each  Remittance  Date),  and (b)
the  Servicing  Fee from that  portion of any payment or recovery as to interest  with  respect to a particular
Mortgage Loan;

        (v)    to pay to itself  with  respect to each  Mortgage  Loan that has been  repurchased  pursuant  to
Section 3.03 all amounts  received  thereon and not distributed as of the date on which the related  repurchase
price is determined,

        (vi)   to transfer funds to another Eligible Account in accordance with Section 4.09 hereof;

        (vii)  to remove funds inadvertently placed in the Custodial Account by the Company;

        (vi)   to clear and terminate the Custodial Account upon the termination of this Agreement; and

(viii)  to reimburse itself for  Nonrecoverable  Advances to the extent not reimbursed  pursuant to clause (ii)
or clause (iii).

        Section 4.06  Establishment of Escrow Accounts; Deposits in Escrow Accounts.

        The Company shall  segregate and hold all funds  collected and received  pursuant to each Mortgage Loan
which  constitute  Escrow  Payments  separate and apart from any of its own funds and general  assets and shall
establish and maintain one or more Escrow  Accounts.  The Escrow  Account shall be an Eligible  Account.  Funds
deposited in each Escrow Account shall at all times be insured in a manner to provide  maximum  insurance under
the insurance  limitations of the FDIC, or must be invested in Permitted  Investments.  Funds  deposited in the
Escrow  Account may be drawn on by the Company in  accordance  with  Section  4.07.  The creation of any Escrow
Account  shall be evidenced  by a letter  agreement in the form shown in Exhibit C. The original of such letter
agreement  shall be  furnished  to the  Purchaser  on the  Closing  Date,  and upon  request to any  subsequent
purchaser.

        The Company shall deposit in the Escrow Account or Accounts on a daily basis, and retain therein:

        (i)    all Escrow  Payments  collected on account of the Mortgage  Loans,  for the purpose of effecting
timely payment of any such items as required under the terms of this Agreement;

        (ii)   all Insurance  Proceeds  which are to be applied to the  restoration  or repair of any Mortgaged
Property; and

        (iii)  all Servicing  Advances for Mortgagors  whose Escrow  Payments are  insufficient to cover escrow
disbursements.

               The Company shall make  withdrawals  from the Escrow Account only to effect such payments as are
required  under this  Agreement,  and for such other  purposes as shall be as set forth or in  accordance  with
Section  4.07.  The Company  shall be entitled to retain any  interest  paid on funds  deposited  in the Escrow
Account by the depository  institution  other than interest on escrowed funds required by law to be paid to the
Mortgagor  and,  to the extent  required  by law,  the Company  shall pay  interest  on  escrowed  funds to the
Mortgagor  notwithstanding  that the Escrow  Account is  non-interest  bearing or that interest paid thereon is
insufficient  for such purposes.  The Purchaser  shall not be responsible  for any losses suffered with respect
to investment of funds in the Escrow Account.


        Section 4.07  Permitted Withdrawals From Escrow Account.

        Withdrawals from the Escrow Account may be made by Company only:

        (i)    to effect timely payments of ground rents,  taxes,  assessments,  water rates,  Primary Mortgage
Insurance  Policy premiums,  if applicable,  fire and hazard insurance  premiums,  condominium  assessments and
comparable items;

        (ii)   to  reimburse  Company  for any  Servicing  Advance  made by Company  with  respect to a related
Mortgage  Loan but only from amounts  received on the related  Mortgage Loan which  represent  late payments or
collections of Escrow Payments thereunder;

        (iii)  to refund to the Mortgagor any funds as may be determined to be overages;

        (iv)   for transfer to the Custodial Account in accordance with the terms of this Agreement;

        (v)    for application to restoration or repair of the Mortgaged Property;

        (vi)   to pay to the Company,  or to the Mortgagor to the extent  required by law, any interest paid on
the funds deposited in the Escrow Account;

        (vii)  to clear and terminate the Escrow Account on the termination of this  Agreement.  As part of its
servicing duties,  the Company shall pay to the Mortgagors  interest on funds in Escrow Account,  to the extent
required by law, and to the extent that interest earned on funds in the Escrow Account is  insufficient,  shall
pay such interest from its own funds, without any reimbursement therefor; and

        (viii) to pay to the  Mortgagors  or other parties  Insurance  Proceeds  deposited in  accordance  with
Section 4.06.

        Section 4.08  Payment  of  Taxes,  Insurance  and  Other  Charges;   Maintenance  of  Primary  Mortgage
        Insurance Policies; Collections Thereunder.

        With respect to each Mortgage Loan, the Company shall maintain  accurate records  reflecting the status
of ground  rents,  taxes,  assessments,  water rates and other  charges which are or may become a lien upon the
Mortgaged  Property  and the status of  primary  mortgage  insurance  premiums  and fire and  hazard  insurance
coverage and shall  obtain,  from time to time,  all bills for the payment of such charges,  including  renewal
premiums and shall effect  payment  thereof prior to the applicable  penalty or termination  date and at a time
appropriate for securing maximum discounts  allowable,  employing for such purpose deposits of the Mortgagor in
the Escrow  Account which shall have been estimated and  accumulated  by the Company in amounts  sufficient for
such  purposes,  as allowed under the terms of the Mortgage or applicable  law. To the extent that the Mortgage
does not provide for Escrow  Payments,  the Company  shall  determine  that any such  payments  are made by the
Mortgagor at the time they first become due. The Company  assumes full  responsibility  for the timely  payment
of all such bills and shall effect timely payments of all such bills  irrespective of the Mortgagor's  faithful
performance  in the payment of same or the making of the Escrow  Payments and shall make  advances from its own
funds to effect such payments.

        The Company will maintain in full force and effect  Primary  Mortgage  Insurance  Policies  issued by a
Qualified  Insurer  with  respect  to each  Mortgage  Loan for which such  coverage  is herein  required.  Such
coverage  will be  terminated  only with the  approval  of  Purchaser,  or as  required  by  applicable  law or
regulation.  The Company will not cancel or refuse to renew any Primary Mortgage  Insurance Policy in effect on
the  Closing  Date that is  required  to be kept in force under this  Agreement  unless a  replacement  Primary
Mortgage  Insurance  Policy for such  canceled or  nonrenewed  policy is obtained  from and  maintained  with a
Qualified  Insurer.  The  Company  shall not take any  action  which  would  result in  non-coverage  under any
applicable  Primary Mortgage  Insurance Policy of any loss which, but for the actions of the Company would have
been covered  thereunder.  In connection  with any assumption or substitution  agreement  entered into or to be
entered  into  pursuant  to Section  6.01,  the Company  shall  promptly  notify the insurer  under the related
Primary Mortgage  Insurance  Policy, if any, of such assumption or substitution of liability in accordance with
the terms of such policy and shall take all actions  which may be  required by such  insurer as a condition  to
the continuation of coverage under the Primary Mortgage  Insurance Policy.  If such Primary Mortgage  Insurance
Policy is terminated as a result of such assumption or  substitution  of liability,  the Company shall obtain a
replacement Primary Mortgage Insurance Policy as provided above.

        In connection with its activities as servicer,  the Company agrees to prepare and present, on behalf of
itself and the  Purchaser,  claims to the  insurer  under any  Private  Mortgage  Insurance  Policy in a timely
fashion in accordance with the terms of such Primary  Mortgage  Insurance  Policy and, in this regard,  to take
such action as shall be necessary to permit recovery under any Primary Mortgage  Insurance Policy  respecting a
defaulted  Mortgage  Loan.  Pursuant to Section  4.04,  any amounts  collected by the Company under any Primary
Mortgage  Insurance  Policy shall be deposited in the  Custodial  Account,  subject to  withdrawal  pursuant to
Section 4.05.

        Section 4.09  Transfer of Accounts.

        The Company may transfer the Custodial  Account or the Escrow Account to a different  Eligible  Account
from  time to time.  Such  transfer  shall be made  only  upon  obtaining  the  prior  written  consent  of the
Purchaser, which consent will not be unreasonably withheld.

        Section 4.10  Maintenance of Hazard Insurance.

        The  Company  shall  cause to be  maintained  for each  Mortgage  Loan fire and hazard  insurance  with
extended  coverage  as is  acceptable  to Fannie Mae or FHLMC and  customary  in the area  where the  Mortgaged
Property  is  located  in an amount  which is equal to the  lesser of (i) the  maximum  insurable  value of the
improvements  securing such Mortgage Loan or (ii) the greater of (a) the outstanding  principal  balance of the
Mortgage  Loan,  and (b) an amount such that the proceeds  thereof shall be sufficient to prevent the Mortgagor
and/or the mortgagee  from becoming a co-insurer.  If required by the Flood  Disaster  Protection  Act of 1973,
as amended,  each Mortgage Loan shall be covered by a flood  insurance  policy meeting the  requirements of the
current  guidelines of the Federal Insurance  Administration in effect with an insurance carrier  acceptable to
Fannie  Mae or  FHLMC,  in an amount  representing  coverage  not less  than the  least of (i) the  outstanding
principal  balance of the Mortgage Loan,  (ii) the maximum  insurable value of the  improvements  securing such
Mortgage Loan or (iii) the maximum amount of insurance which is available  under the Flood Disaster  Protection
Act of 1973,  as amended.  If at any time during the term of the  Mortgage  Loan,  the  Company  determines  in
accordance  with  applicable law and pursuant to the Fannie Mae Guides that a Mortgaged  Property is located in
a special  flood  hazard  area and is not covered by flood  insurance  or is covered in an amount less than the
amount  required by the Flood  Disaster  Protection  Act of 1973,  as amended,  the  Company  shall  notify the
related  Mortgagor that the Mortgagor must obtain such flood  insurance  coverage,  and if said Mortgagor fails
to obtain the required flood  insurance  coverage  within  forty-five  (45) days after such  notification,  the
Company shall  immediately  force place the required flood  insurance on the  Mortgagor's  behalf.  The Company
shall also maintain on each REO Property,  fire and hazard insurance with extended  coverage in an amount which
is at least equal to the maximum  insurable value of the improvements  which are a part of such property,  and,
to the extent  required and  available  under the Flood  Disaster  Protection  Act of 1973,  as amended,  flood
insurance in an amount as provided  above.  Any amounts  collected by the Company under any such policies other
than amounts to be deposited in the Escrow  Account and applied to the  restoration  or repair of the Mortgaged
Property or REO Property,  or released to the Mortgagor in accordance with Accepted Servicing Practices,  shall
be deposited in the Custodial  Account,  subject to withdrawal  pursuant to Section 4.05. It is understood  and
agreed that no other  additional  insurance  need be required by the Company of the  Mortgagor or maintained on
property  acquired in respect of the  Mortgage  Loan,  other than  pursuant to this  Agreement,  the Fannie Mae
Guides or such  applicable  state or federal laws and regulations as shall at any time be in force and as shall
require such additional  insurance.  All such policies shall be endorsed with standard  mortgagee  clauses with
loss  payable to the Company and its  successors  and/or  assigns  and shall  provide for at least  thirty days
prior  written  notice of any  cancellation,  reduction  in the amount or  material  change in  coverage to the
Company.  The Company  shall not  interfere  with the  Mortgagor's  freedom of choice in  selecting  either his
insurance carrier or agent,  provided,  however,  that the Company shall not accept any such insurance policies
from insurance companies unless such companies are Qualified Insurers.

        Section 4.11  Maintenance of Mortgage Impairment Insurance Policy.

        In the event that the Company shall obtain and maintain a blanket policy issued by a Qualified  Insurer
insuring  against  hazard  losses on all of the  Mortgage  Loans,  then,  to the extent  such  policy  provides
coverage in an amount equal to the amount  required  pursuant to Section 4.10 and  otherwise  complies with all
other  requirements  of Section 4.10, it shall  conclusively be deemed to have satisfied its obligations as set
forth in Section  4.10, it being  understood  and agreed that such policy may contain a deductible  clause,  in
which case the Company shall, in the event that there shall not have been  maintained on the related  Mortgaged
Property or REO Property a policy  complying  with Section  4.10,  and there shall have been a loss which would
have been covered by such policy,  deposit in the Custodial  Account the amount not otherwise payable under the
blanket  policy  because of such  deductible  clause.  In  connection  with its  activities  as servicer of the
Mortgage Loans,  the Company agrees to prepare and present,  on behalf of the Purchaser,  claims under any such
blanket  policy  in a  timely  fashion  in  accordance  with the  terms of such  policy.  Upon  request  of the
Purchaser,  the Company shall cause to be delivered to the  Purchaser a certified  true copy of such policy and
shall use its best  efforts to obtain a statement  from the  insurer  thereunder  that such policy  shall in no
event be terminated or materially modified without thirty (30) days' prior written notice to the Purchaser.

        Section 4.12  Fidelity Bond, Errors and Omissions Insurance.

        The Company shall  maintain,  at its own expense,  a blanket  fidelity bond and an errors and omissions
insurance policy,  with broad coverage with responsible  companies on all officers,  employees or other persons
acting in any capacity with regard to the Mortgage Loan to handle funds,  money,  documents and papers relating
to the Mortgage  Loan. The Fidelity Bond shall be in the form of the Mortgage  Banker's  Blanket Bond and shall
protect and insure the  Company  against  losses,  including  forgery,  theft,  embezzlement  and fraud of such
persons.  The errors and omissions  insurance  shall protect and insure the Company  against losses arising out
of errors and omissions and negligent  acts of such  persons.  Such errors and omissions  insurance  shall also
protect  and insure the Company  against  losses in  connection  with the  failure to  maintain  any  insurance
policies  required  pursuant to this  Agreement  and the release or  satisfaction  of a Mortgage  Loan  without
having  obtained  payment in full of the  indebtedness  secured  thereby.  No  provision  of this  Section 4.12
requiring the Fidelity Bond or errors and omissions  insurance  shall  diminish or relieve the Company from its
duties  and  obligations  as set  forth in this  Agreement.  The  minimum  coverage  under  any  such  bond and
insurance  policy  shall be at least equal to the  corresponding  amounts  required by Fannie Mae in the Fannie
Mae Guides.  Upon request by the Purchaser,  the Company shall deliver to the Purchaser a certificate  from the
surety and the insurer as to the existence of the Fidelity Bond and errors and omissions  insurance  policy and
shall obtain a statement  from the surety and the insurer that such Fidelity Bond or insurance  policy shall in
no event be  terminated  or  materially  modified  without  thirty  (30)  days'  prior  written  notice  to the
Purchaser.  The Company  shall notify the  Purchaser  within five (5)  business  days of receipt of notice that
such  Fidelity  Bond or  insurance  policy  will be,  or has  been,  materially  modified  or  terminated.  The
Purchaser  (or any party  having  the status of  Purchaser  hereunder)  and any  subsidiary  thereof  and their
successors  or assigns as their  interests  may appear must be named as loss payees on the Fidelity Bond and as
additional  insured on the errors and  omissions  policy.  Upon request by  Purchaser,  Company  shall  provide
Purchaser  with an insurance  certificate  certifying  coverage  under this Section  4.12,  and will provide an
update to such certificate upon request, or upon renewal or material modification of coverage.

        Section 4.13  Title, Management and Disposition of REO Property.

        In the event that title to the  Mortgaged  Property is acquired  in  foreclosure  or by deed in lieu of
foreclosure,  the deed or certificate  of sale shall be taken in the name of the Purchaser or its designee,  or
in the event the  Purchaser or its designee is not  authorized  or permitted to hold title to real  property in
the state where the REO Property is located,  or would be adversely  affected under the "doing business" or tax
laws of such  state by so holding  title,  the deed or  certificate  of sale shall be taken in the name of such
Person or Persons as shall be  consistent  with an opinion of counsel  obtained by the Company from an attorney
duly  licensed to practice  law in the state where the REO Property is located.  Any Person or Persons  holding
such title other than the Purchaser  shall  acknowledge in writing that such title is being held as nominee for
the benefit of the Purchaser.

        The Company shall notify the Purchaser in accordance with the Fannie Mae Guides of each  acquisition of
REO Property  upon such  acquisition  (and,  in any event,  shall  provide  notice of the  consummation  of any
foreclosure  sale within three (3) Business  Days of the date Company  receives  notice of such  consummation),
together with a copy of the drive by appraisal or brokers price opinion of the Mortgaged  Property  obtained in
connection with such acquisition,  and thereafter assume the  responsibility for marketing such REO property in
accordance  with  Accepted  Servicing  Practices.  Thereafter,  the Company shall  continue to provide  certain
administrative  services to the  Purchaser  relating to such REO Property as set forth in this Section 4.13. No
Servicing  Fee shall be assessed or otherwise  accrue on any REO  Property  from and after the date on which it
becomes an REO Property.

        The Company shall,  either itself or through an agent selected by the Company,  and in accordance  with
the Fannie Mae Guides  manage,  conserve,  protect  and  operate  each REO  Property in the same manner that it
manages,  conserves,  protects  and operates  other  foreclosed  property for its own account,  and in the same
manner that  similar  property in the same  locality as the REO  Property is managed.  The Company  shall cause
each REO Property to be  inspected  promptly  upon the  acquisition  of title  thereto and shall cause each REO
Property to be inspected at least  monthly  thereafter  or more  frequently  as required by the  circumstances.
The Company  shall make or cause to be made a written  report of each such  inspection.  Such reports  shall be
retained in the Mortgage File and copies thereof shall be forwarded by the Company to the Purchaser.

        The Company  shall use its best  efforts to dispose of the REO  Property as soon as possible  and shall
sell such REO  Property in any event  within one year after title has been taken to such REO  Property,  unless
the Company  determines,  and gives an appropriate notice to the Purchaser to such effect, that a longer period
is  necessary  for the  orderly  liquidation  of such REO  Property.  If a longer  period  than one (1) year is
permitted  under the  foregoing  sentence and is necessary to sell any REO  Property,  the Company shall report
monthly to the  Purchaser as to the progress  being made in selling such REO  Property.  No REO Property  shall
be marketed for less than the Appraised  Value,  without the prior consent of Purchaser.  No REO Property shall
be sold for less  than  ninety  five  percent  (95%) of its  Appraised  Value,  without  the prior  consent  of
Purchaser.  All requests for  reimbursement  of Servicing  Advances shall be in accordance  with the Fannie Mae
Guides.  The  disposition  of REO  Property  shall be carried out by the  Company at such price,  and upon such
terms and conditions,  as the Company deems to be in the best interests of the Purchaser  (subject to the above
conditions)  only with the prior written  consent of the Purchaser.  Company shall provide  monthly  reports to
Purchaser in reference to the status of the marketing of the REO Properties.

        Notwithstanding  anything to the contrary  contained herein, the Purchaser may, at the Purchaser's sole
option,  terminate  the Company as servicer of any such REO Property  without  payment of any  termination  fee
with respect thereto,  provided that the Company shall on the date said termination  takes effect be reimbursed
for any  unreimbursed  advances  of the  Company's  funds made  pursuant to Section  5.03 and any  unreimbursed
Servicing  Advances and Servicing Fees in each case relating to the Mortgage Loan  underlying such REO Property
notwithstanding  anything to the  contrary  set forth in Section  4.05.  In the event of any such  termination,
the  provisions  of Section  11.01  hereof  shall  apply to said  termination  and the  transfer  of  servicing
responsibilities  with respect to such REO  Property to the  Purchaser or its  designee.  Within five  Business
Days of any such  termination,  the Company shall, if necessary convey such property to the Purchaser and shall
further provide the Purchaser with the following  information  regarding the subject REO Property:  the related
drive by appraisal or brokers price opinion,  and copies of any related  Mortgage  Impairment  Insurance Policy
claims.  In addition,  within five Business  Days,  the Company shall provide the Purchaser  with the following
information and documents  regarding the subject REO Property:  the related trustee's deed upon sale and copies
of any related hazard insurance claims, or repair bids.

        Section 4.14  Notification of Maturity Date.

         With respect to each  Mortgage  Loan,  the Company  shall execute and deliver to the Mortgagor any and
all necessary  notices  required under  applicable law and the terms of the related  Mortgage Note and Mortgage
regarding the maturity date if required under applicable law.

                                                   ARTICLE V

                                           PAYMENTS TO THE PURCHASER

        Section 5.01  Distributions.

        On each Remittance Date, the Company shall  distribute by wire transfer of immediately  available funds
to the  Purchaser  (i) all  amounts  credited  to the  Custodial  Account  as of the close of  business  on the
preceding  Determination  Date, net of charges against or withdrawals  from the Custodial  Account  pursuant to
Section 4.05,  plus (ii) all Monthly  Advances,  if any, which the Company is obligated to distribute  pursuant
to Section 5.03,  plus,  (iii) interest at the Mortgage Loan Remittance  Rate on any Principal  Prepayment from
the date of such  Principal  Prepayment  through the end of the month for which  disbursement  is made provided
that the  Company's  obligation  as to payment of such  interest  shall be limited to the  Servicing Fee earned
during the month of the  distribution,  minus (iv) any amounts  attributable to Monthly Payments  collected but
due on a Due Date or Dates subsequent to the preceding  Determination  Date, which amounts shall be remitted on
the Remittance  Date next  succeeding the Due Period for such amounts.  It is understood  that, by operation of
Section 4.04, the remittance on the first  Remittance  Date with respect to Mortgage Loans  purchased  pursuant
to the related  Term Sheet is to include  principal  collected  after the Cut-off  Date  through the  preceding
Determination  Date plus  interest,  adjusted to the  Mortgage  Loan  Remittance  Rate  collected  through such
Determination  Date exclusive of any portion  thereof  allocable to the period prior to the Cut-off Date,  with
the adjustments specified in clauses (ii), (iii) and (iv) above.

        With respect to any remittance  received by the Purchaser after the Remittance  Date, the Company shall
pay to the Purchaser  interest on any such late payment at an annual rate equal to the Prime Rate,  adjusted as
of the date of each change,  plus three (3) percentage  points, but in no event greater than the maximum amount
permitted by  applicable  law.  Such  interest  shall cover the period  commencing  with the day  following the
Business  Day such  payment  was due and ending  with the  Business  Day on which  such  payment is made to the
Purchaser,  both  inclusive.  The payment by the Company of any such interest  shall not be deemed an extension
of time for payment or a waiver of any Event of Default by the Company.  On each  Remittance  Date, the Company
shall provide a remittance report detailing all amounts being remitted pursuant to this Section 5.01.

        Section 5.02  Statements to the Purchaser.

        The Company shall furnish to Purchaser an individual  loan accounting  report,  as of the last Business
Day of each month, in the Company's  assigned loan number order to document  Mortgage Loan payment  activity on
an individual  Mortgage Loan basis.  With respect to each month, the  corresponding  individual loan accounting
report shall be received by the  Purchaser no later than the fifth  Business  Day of the  following  month on a
disk  or tape  or  other  computer-readable  format  in such  format  as may be  mutually  agreed  upon by both
Purchaser  and Company,  and no later than the fifth  Business  Day of the  following  month in hard copy,  and
shall contain the following:

        (i) With  respect  to each  Monthly  Payment,  the amount of such  remittance  allocable  to  principal
(including a separate  breakdown of any Principal  Prepayment,  including the date of such prepayment,  and any
prepayment  penalties or premiums,  along with a detailed  report of interest on principal  prepayment  amounts
remitted in accordance with Section 4.04);

        (ii)  with respect to each Monthly Payment, the amount of such remittance allocable to interest;

        (iii) the amount of  servicing  compensation  received  by the  Company  during the prior  distribution
period;

        (iv)  the aggregate Stated Principal Balance of the Mortgage Loans;

        (v) the  aggregate of any  expenses  reimbursed  to the Company  during the prior  distribution  period
pursuant to Section 4.05;

        (vi) The number and aggregate  outstanding  principal  balances of Mortgage Loans (a) delinquent (1) 30
to 59 days, (2) 60 to 89 days, (3) 90 days or more; (b) as to which  foreclosure  has commenced;  and (c) as to
which REO Property has been acquired; and

        The Company shall also provide a trial balance,  sorted in Purchaser's  assigned loan number order,  in
the form of Exhibit E hereto, with each such Report.

        The Company shall prepare and file any and all information  statements or other filings  required to be
delivered to any governmental  taxing authority or to Purchaser  pursuant to any applicable law with respect to
the  Mortgage  Loans  and the  transactions  contemplated  hereby.  In  addition,  the  Company  shall  provide
Purchaser  with such  information  concerning  the Mortgage  Loans as is necessary for Purchaser to prepare its
federal income tax return as Purchaser may reasonably request from time to time.

        In  addition,  not more than sixty (60) days after the end of each  calendar  year,  the Company  shall
furnish to each  Person who was a  Purchaser  at any time  during such  calendar  year an annual  statement  in
accordance with the  requirements  of applicable  federal income tax law as to the aggregate of remittances for
the applicable portion of such year.





        Section 5.03  Monthly Advances by the Company.

        Not later than the close of business on the Business Day preceding  each  Remittance  Date, the Company
shall  deposit  in the  Custodial  Account an amount  equal to all  payments  not  previously  advanced  by the
Company,  whether or not  deferred  pursuant to Section  4.01,  of principal  (due after the Cut-off  Date) and
interest not  allocable  to the period prior to the Cut-off  Date,  adjusted to the  Mortgage  Loan  Remittance
Rate,  which were due on a Mortgage Loan and  delinquent at the close of business on the related  Determination
Date.

        The Company's  obligation to make such Monthly  Advances as to any Mortgage Loan will continue  through
the last  Monthly  Payment due prior to the payment in full of the  Mortgage  Loan,  or through the  Remittance
Date prior to the date on which the Mortgaged  Property  liquidates  (including  Insurance  Proceeds,  proceeds
from the sale of REO Property or  Condemnation  Proceeds)  with respect to the Mortgage Loan unless the Company
deems such advance to be a  Nonrecoverable  Advance.  In such event, the Company shall deliver to the Purchaser
an Officer's  Certificate  of the Company to the effect that an officer of the Company has reviewed the related
Mortgage File and has made the reasonable determination that any additional advances are nonrecoverable.

        Section 5.04  Liquidation Reports.

        Upon the  foreclosure  sale of any  Mortgaged  Property  or the  acquisition  thereof by the  Purchaser
pursuant to a  deed-in-lieu  of  foreclosure,  the Company shall submit to the  Purchaser a liquidation  report
with respect to such Mortgaged  Property in a form mutually  acceptable to Company and  Purchaser.  The Company
shall also  provide  reports  on the status of REO  Property  containing  such  information  as  Purchaser  may
reasonably require.

        Section 5.05  Prepayment Interest Shortfalls.

        Not later than the close of business on the Business Day preceding  each  Remittance  Date in the month
following the related  Prepayment  Period,  the Company shall deposit in the Custodial  Account an amount equal
to any Prepayment  Interest  Shortfalls  with respect to such Prepayment  Period,  which in the aggregate shall
not exceed the Company's aggregate Servicing Fee received with respect to the related Due Period.

                                                  ARTICLE VI

                                         GENERAL SERVICING PROCEDURES

        Section 6.01  Assumption Agreements.

        The Company  will, to the extent it has knowledge of any  conveyance or  prospective  conveyance by any
Mortgagor of the Mortgaged  Property  (whether by absolute  conveyance  or by contract of sale,  and whether or
not the Mortgagor  remains or is to remain liable under the Mortgage  Note and/or the  Mortgage),  exercise its
rights to  accelerate  the  maturity  of such  Mortgage  Loan  under  any  "due-on-sale"  clause to the  extent
permitted by law; provided,  however,  that the Company shall not exercise any such rights if prohibited by law
or the terms of the  Mortgage  Note from doing so or if the exercise of such rights would impair or threaten to
impair any recovery under the related Primary  Mortgage  Insurance  Policy,  if any. If the Company  reasonably
believes it is unable  under  applicable  law to enforce  such  "due-on-sale"  clause,  the  Company,  with the
approval  of the  Purchaser,  will enter into an  assumption  agreement  with the person to whom the  Mortgaged
Property has been conveyed or is proposed to be conveyed,  pursuant to which such person  becomes  liable under
the Mortgage Note and, to the extent permitted by applicable  state law, the Mortgagor  remains liable thereon.
Where an  assumption  is allowed  pursuant to this Section  6.01,  the Company,  with the prior  consent of the
Purchaser and the primary  mortgage  insurer,  if any, is authorized to enter into a substitution  of liability
agreement  with the person to whom the  Mortgaged  Property  has been  conveyed  or is  proposed to be conveyed
pursuant to which the  original  mortgagor  is  released  from  liability  and such  Person is  substituted  as
mortgagor and becomes  liable under the related  Mortgage Note. Any such  substitution  of liability  agreement
shall be in lieu of an assumption agreement.

        In connection  with any such  assumption  or  substitution  of liability,  the Company shall follow the
underwriting  practices  and  procedures  of the Company.  With respect to an  assumption  or  substitution  of
liability,  the Mortgage  Interest Rate borne by the related  Mortgage Note, the amount of the Monthly  Payment
and the maturity date may not be changed  (except  pursuant to the terms of the Mortgage  Note).  If the credit
of the proposed  transferee does not meet such  underwriting  criteria,  the Company  diligently  shall, to the
extent  permitted by the Mortgage or the Mortgage Note and by applicable  law,  accelerate  the maturity of the
Mortgage  Loan. The Company shall notify the Purchaser  that any such  substitution  of liability or assumption
agreement  has been  completed  by  forwarding  to the  Purchaser  the  original  of any such  substitution  of
liability or assumption  agreement,  which document shall be added to the related  Mortgage File and shall, for
all  purposes,  be  considered  a part of such  Mortgage  File to the same  extent as all other  documents  and
instruments  constituting  a part  thereof.  All fees  collected by the Company for entering into an assumption
or substitution of liability agreement shall belong to the Company.

        Notwithstanding the foregoing paragraphs of this Section or any other provision of this Agreement,  the
Company shall not be deemed to be in default,  breach or any other  violation of its  obligations  hereunder by
reason of any  assumption  of a Mortgage  Loan by operation of law or any  assumption  which the Company may be
restricted by law from  preventing,  for any reason  whatsoever.  For purposes of this Section  6.01,  the term
"assumption"  is deemed to also include a sale of the  Mortgaged  Property  subject to the Mortgage that is not
accompanied by an assumption or substitution of liability agreement.

        Section 6.02  Satisfaction of Mortgages and Release of Mortgage Files.

        Upon the payment in full of any Mortgage  Loan,  or the receipt by the Company of a  notification  that
payment in full will be escrowed in a manner customary for such purposes,  the Company will immediately  notify
the  Purchaser  by a  certification,  which  certification  shall  include a  statement  to the effect that all
amounts  received or to be received in  connection  with such payment which are required to be deposited in the
Custodial  Account  pursuant to Section  4.04 have been or will be so  deposited,  of a  Servicing  Officer and
shall request  delivery to it of the portion of the Mortgage File held by the  Purchaser.  The Purchaser  shall
no later than five  Business  Days after  receipt of such  certification  and  request,  release or cause to be
released to the Company,  the related  Mortgage Loan  Documents  and, upon its receipt of such  documents,  the
Company shall promptly  prepare and deliver to the Purchaser the requisite  satisfaction  or release.  No later
than five (5)  Business  Days  following  its receipt of such  satisfaction  or release,  the  Purchaser  shall
deliver,  or cause to be delivered,  to the Company the release or satisfaction  properly executed by the owner
of  record  of the  applicable  mortgage  or its duly  appointed  attorney  in fact.  No  expense  incurred  in
connection with any instrument of  satisfaction  or deed of  reconveyance  shall be chargeable to the Custodial
Account.

        In the event the Company  satisfies or releases a Mortgage  without having obtained  payment in full of
the  indebtedness  secured by the Mortgage or should it otherwise  prejudice  any right the  Purchaser may have
under the mortgage  instruments,  the Company, upon written demand, shall remit within two (2) Business Days to
the Purchaser the then  outstanding  principal  balance of the related  Mortgage Loan by deposit thereof in the
Custodial  Account.  The Company shall maintain the Fidelity Bond and errors and omissions  insurance  insuring
the Company  against any loss it may sustain  with  respect to any Mortgage  Loan not  satisfied in  accordance
with the procedures set forth herein.

        From time to time and as appropriate  for the servicing or foreclosure of the Mortgage Loan,  including
for the purpose of collection under any Primary Mortgage  Insurance  Policy,  the Purchaser shall, upon request
of the Company and delivery to the  Purchaser of a servicing  receipt  signed by a Servicing  Officer,  release
the portion of the Mortgage File held by the Purchaser to the Company.  Such  servicing  receipt shall obligate
the Company to return the related  Mortgage  documents to the  Purchaser  when the need therefor by the Company
no longer exists,  unless the Mortgage Loan has been  liquidated and the Liquidation  Proceeds  relating to the
Mortgage  Loan have been  deposited in the  Custodial  Account or the Mortgage  File or such  document has been
delivered to an attorney,  or to a public trustee or other public  official as required by law, for purposes of
initiating or pursuing legal action or other  proceedings for the foreclosure of the Mortgaged  Property either
judicially or  non-judicially,  and the Company has  delivered to the  Purchaser a  certificate  of a Servicing
Officer  certifying  as to the name and address of the Person to which such  Mortgage File or such document was
delivered and the purpose or purposes of such delivery.  Upon receipt of a certificate  of a Servicing  Officer
stating that such Mortgage  Loan was  liquidated,  the servicing  receipt shall be released by the Purchaser to
the Company.

        Section 6.03  Servicing Compensation.

        As  compensation  for its  services  hereunder,  the Company  shall be  entitled  to withdraw  from the
Custodial  Account (to the extent of  interest  payments  collected  on the  Mortgage  Loans) or to retain from
interest  payments  collected on the Mortgage Loans, the amounts  provided for as the Company's  Servicing Fee,
subject to payment of  compensating  interest on Principal  Prepayments as capped by the Servicing Fee pursuant
to Section  5.01 (iii).  Additional  servicing  compensation  in the form of  assumption  fees,  as provided in
Section  6.01,  and late  payment  charges or  otherwise  shall be  retained  by the  Company to the extent not
required to be  deposited  in the  Custodial  Account.  No Servicing  Fee shall be payable in  connection  with
partial  Monthly  Payments.  The Company  shall be required to pay all  expenses  incurred by it in  connection
with its  servicing  activities  hereunder  and shall  not be  entitled  to  reimbursement  therefor  except as
specifically provided for.

        Section 6.04  Annual Statement as to Compliance.

        The Company will deliver to the Purchaser not later than 90 days  following the end of each fiscal year
of the Company beginning in March 2004, an Officers'  Certificate  stating, as to each signatory thereof,  that
(i) a review of the  activities of the Company  during the preceding  calendar  year and of  performance  under
this  Agreement  has been  made  under  such  officers'  supervision,  and  (ii) to the best of such  officers'
knowledge,  based on such  review,  the Company  has  fulfilled  all of its  obligations  under this  Agreement
throughout  such year, or, if there has been a default in the  fulfillment of any such  obligation,  specifying
each such  default  known to such  officers  and the nature and status of cure  provisions  thereof.  Copies of
such statement shall be provided by the Company to the Purchaser upon request.

        Section 6.05  Annual Independent Certified Public Accountants' Servicing Report.

        Within  ninety (90) days of  Company's  fiscal  year end  beginning  in March 2004,  the Company at its
expense shall cause a firm of independent  public  accountants  which is a member of the American  Institute of
Certified  Public  Accountants  to  furnish a  statement  to the  Purchaser  to the  effect  that such firm has
examined certain  documents and records relating to the Company's  servicing of mortgage loans of the same type
as the  Mortgage  Loans  pursuant  to  servicing  agreements  substantially  similar to this  Agreement,  which
agreements may include this Agreement,  and that, on the basis of such an examination,  conducted substantially
in the uniform  single audit  program for  mortgage  bankers,  such firm is of the opinion  that the  Company's
servicing has been conducted in compliance with the agreements  examined  pursuant to this Section 6.05, except
for (i) such  exceptions as such firm shall believe to be immaterial,  and (ii) such other  exceptions as shall
be set forth in such  statement.  Copies of such  statement  shall be provided by the Company to the Purchaser.
In  addition,  on an annual  basis,  Company  shall  provided  Purchaser  with copies of its audited  financial
statements.

        Section 6.06  Purchaser's Right to Examine Company Records.

        The Purchaser shall have the right to examine and audit upon reasonable  notice to the Company,  during
business hours or at such other times as might be reasonable  under  applicable  circumstances,  any and all of
the books,  records,  documentation or other information of the Company,  or held by another for the Company or
on its behalf or  otherwise,  which  relates to the  performance  or  observance  by the  Company of the terms,
covenants or conditions of this Agreement.

        The Company  shall  provide to the Purchaser and any  supervisory  agents or examiners  representing  a
state or federal  governmental  agency having  jurisdiction  over the  Purchaser,  including but not limited to
OTS,  FDIC and other  similar  entities,  access  to any  documentation  regarding  the  Mortgage  Loans in the
possession of the Company which may be required by any  applicable  regulations.  Such access shall be afforded
without charge,  upon reasonable request,  during normal business hours and at the offices of the Company,  and
in accordance with the FDIC, OTS, or any other similar federal or state regulations, as applicable.

                                                  ARTICLE VII

                                      REPORTS TO BE PREPARED BY SERVICER

        Section 7.01  Company Shall Provide Information as Reasonably Required.

        The Company shall furnish to the Purchaser  during the term of this Agreement,  such periodic,  special
or other reports,  information  or  documentation,  whether or not provided for herein,  as shall be necessary,
reasonable or appropriate  in respect to the  Purchaser,  or otherwise in respect to the Mortgage Loans and the
performance  of the  Company  under  this  Agreement,  including  any  reports,  information  or  documentation
reasonably  required to comply with any  regulations  regarding  any  supervisory  agents or  examiners  of the
Purchaser  all such  reports  or  information  to be as  provided  by and in  accordance  with such  applicable
instructions  and  directions  as the  Purchaser may  reasonably  request in relation to this  Agreement or the
performance  of the  Company  under  this  Agreement.  The  Company  agrees to  execute  and  deliver  all such
instruments  and take all such action as the Purchaser,  from time to time, may reasonably  request in order to
effectuate the purpose and to carry out the terms of this Agreement.

        In connection  with  marketing the Mortgage  Loans,  the Purchaser may make  available to a prospective
purchaser  audited  financial  statements of the Company for the most  recently  completed two (2) fiscal years
for which such  statements  are available,  as well as a Consolidated  Statement of Condition at the end of the
last two (2) fiscal  years  covered by any  Consolidated  Statement of  Operations.  If it has not already done
so, the Company shall furnish  promptly to the Purchaser or a prospective  purchaser  copies of the  statements
specified above.

        The  Company  shall  make  reasonably  available  to the  Purchaser  or  any  prospective  Purchaser  a
knowledgeable  financial  or  accounting  officer  for the  purpose of  answering  questions  and to permit any
prospective  purchaser  to inspect  the  Company's  servicing  facilities  for the purpose of  satisfying  such
prospective  purchaser  that the  Company has the  ability to service  the  Mortgage  Loans as provided in this
Agreement.





                                                 ARTICLE VIII

                                                 THE SERVICER

        Section 8.01  Indemnification; Third Party Claims.

        The Company agrees to indemnify the Purchaser and hold it harmless against any and all claims,  losses,
damages,  penalties,  fines,  forfeitures,  legal fees and related costs, judgments,  and any other costs, fees
and  expenses  that the  Purchaser  may sustain in any way related to the failure of the Company to observe and
perform its duties,  obligations,  covenants, and agreements to service the Mortgage Loans in strict compliance
with the terms of this  Agreement.  The Company agrees to indemnify the Purchaser and hold it harmless  against
any and all claims, losses, damages,  penalties,  fines, forfeitures,  legal fees and related costs, judgments,
and any other  costs,  fees and  expenses  that the  Purchaser  may sustain in any way from any claim,  demand,
defense or assertion  based on or grounded  upon, or resulting  from any assertion  based on,  grounded upon or
resulting from a breach or alleged breach of any of the  representation  or warranty set forth in Sections 3.01
or 3.02 of this  Agreement.  The Company shall  immediately  notify the Purchaser if a claim is made by a third
party against  Company with respect to this  Agreement or the Mortgage  Loans,  assume (with the consent of the
Purchaser)  the  defense of any such claim and pay all  expenses in  connection  therewith,  including  counsel
fees,  whether or not such claim is settled  prior to judgment,  and promptly  pay,  discharge  and satisfy any
judgment or decree  which may be entered  against it or the  Purchaser  in respect of such  claim.  The Company
shall  follow any  written  instructions  received  from the  Purchaser  in  connection  with such  claim.  The
Purchaser  shall  promptly  reimburse the Company for all amounts  advanced by it pursuant to the two preceding
sentences  except when the claim relates to the failure of the Company to service and  administer the Mortgages
in strict  compliance with the terms of this Agreement,  the breach of  representation or warranty set forth in
Sections 3.01 or 3.02, or the negligence,  bad faith or willful  misconduct of Company.  The provisions of this
Section 8.01 shall survive termination of this Agreement.

        Section 8.02  Merger or Consolidation of the Company.

        The Company will keep in full effect its existence,  rights and  franchises as a corporation  under the
laws of the  state  of its  incorporation  except  as  permitted  herein,  and will  obtain  and  preserve  its
qualification to do business as a foreign  corporation in each  jurisdiction in which such  qualification is or
shall be necessary to protect the validity and  enforceability of this Agreement,  or any of the Mortgage Loans
and to perform its duties under this Agreement.

        Any Person into which the Company may be merged or consolidated,  or any corporation resulting from any
merger,  conversion or  consolidation  to which the Company shall be a party,  or any Person  succeeding to the
business  of the  Company  whether or not  related to loan  servicing,  shall be the  successor  of the Company
hereunder,  without the  execution  or filing of any paper or any further act on the part of any of the parties
hereto,  anything herein to the contrary  notwithstanding;  provided,  however, that the successor or surviving
Person shall be an institution (i) having a GAAP net worth of not less than  $25,000,000,  (ii) the deposits of
which are insured by the FDIC, SAIF and/or BIF, and which is a HUD-approved  mortgagee  whose primary  business
is in origination and servicing of first lien mortgage  loans,  and (iii) who is a Fannie Mae or FHLMC approved
seller/servicer in good standing.

        Section 8.03  Limitation on Liability of the Company and Others.

        Neither the  Company nor any of the  officers,  employees  or agents of the Company  shall be under any
liability to the Purchaser for any action taken or for  refraining  from the taking of any action in good faith
pursuant  to this  Agreement,  or for errors in  judgment  made in good  faith;  provided,  however,  that this
provision   shall  not  protect  the  Company  or  any  such  person   against  any  breach  of  warranties  or
representations  made herein,  or failure to perform its obligations in strict  compliance with any standard of
care set forth in this  Agreement,  or any liability  which would otherwise be imposed by reason of negligence,
bad faith or willful  misconduct,  or any breach of the terms and  conditions  of this  Agreement.  The Company
and any  officer,  employee or agent of the  Company  may rely in good faith on any  document of any kind prima
facie properly executed and submitted by the Purchaser  respecting any matters arising  hereunder.  The Company
shall not be under any  obligation to appear in,  prosecute or defend any legal action which is not  incidental
to its duties to service the Mortgage  Loans in  accordance  with this  Agreement  and which in its  reasonable
opinion may  involve it in any  expenses or  liability;  provided,  however,  that the  Company  may,  with the
consent of the  Purchaser,  undertake  any such action  which it may deem  necessary or desirable in respect to
this Agreement and the rights and duties of the parties hereto.  In such event,  the reasonable  legal expenses
and costs of such action and any liability  resulting  therefrom  shall be expenses,  costs and liabilities for
which the  Purchaser  will be liable,  and the Company  shall be entitled to be  reimbursed  therefor  from the
Purchaser upon written demand.

        Section 8.04  Company Not to Assign or Resign.

        The Company shall not assign this  Agreement or resign from the  obligations  and duties hereby imposed
on it except by mutual  consent of the  Company and the  Purchaser  or upon the  determination  that its duties
hereunder are no longer  permissible  under applicable law and such incapacity  cannot be cured by the Company.
Any such  determination  permitting the  resignation of the Company shall be evidenced by an Opinion of Counsel
to such effect  delivered to the Purchaser  which Opinion of Counsel shall be in form and substance  acceptable
to the  Purchaser.  No such  resignation  shall  become  effective  until a  successor  shall have  assumed the
Company's responsibilities and obligations hereunder in the manner provided in Section 11.01.

        Section 8.05  No Transfer of Servicing.

        With  respect to the  retention  of the Company to service the Mortgage  Loans  hereunder,  the Company
acknowledges that the Purchaser has acted in reliance upon the Company's  independent  status,  the adequacy of
its servicing facilities,  plan,  personnel,  records and procedures,  its integrity,  reputation and financial
standing  and the  continuance  thereof.  Without in any way  limiting  the  generality  of this  Section,  the
Company  shall not either  assign this  Agreement or the  servicing  hereunder or delegate its rights or duties
hereunder or any portion thereof,  or sell or otherwise  dispose of all or substantially all of its property or
assets,  without the prior  written  approval of the  Purchaser,  which consent shall be granted or withheld in
the Purchaser's sole discretion.

        Without in any way limiting the  generality of this Section 8.05, in the event that the Company  either
shall assign this  Agreement or the servicing  responsibilities  hereunder or delegate its duties  hereunder or
any  portion  thereof  without (i)  satisfying  the  requirements  set forth  herein or (ii) the prior  written
consent of the  Purchaser,  then the Purchaser  shall have the right to terminate this  Agreement,  without any
payment of any  penalty or damages  and  without  any  liability  whatsoever  to the  Company  (other than with
respect to accrued but unpaid Servicing Fees and Servicing Advances remaining unpaid) or any third party.







                                                  ARTICLE IX

                                                    DEFAULT

        Section 9.01  Events of Default.

        In case one or more of the following  Events of Default by the Company  shall occur and be  continuing,
that is to say:

        (i) any failure by the  Company to remit to the  Purchaser  any  payment  required to be made under the
terms of this Agreement which continues unremedied for a period of one (1) Business Day; or

        (ii) failure on the part of the Company  duly to observe or perform in any  material  respect any other
of the  covenants  or  agreements  on the part of the  Company  set  forth in this  Agreement  which  continues
unremedied for a period of thirty (30) days after the date on which written  notice of such failure,  requiring
the same to be remedied, shall have been given to the Company by the Purchaser; or

        (iii) a decree or order of a court or agency  or  supervisory  authority  having  jurisdiction  for the
appointment of a conservator or receiver or liquidator in any  insolvency,  bankruptcy,  readjustment  of debt,
marshalling  of assets and  liabilities  or similar  proceedings,  or for the  winding-up or liquidation of its
affairs,  shall have been  entered  against the  Company and such decree or order shall have  remained in force
undischarged or unstayed for a period of sixty days; or

        (iv) the Company shall  consent to the  appointment  of a conservator  or receiver or liquidator in any
insolvency,  bankruptcy,  readjustment of debt, marshalling of assets and liabilities or similar proceedings of
or relating to the Company or of or relating to all or substantially all of its property; or

        (v) the Company  shall admit in writing its  inability  to pay its debts  generally as they become due,
file a petition to take advantage of any applicable  insolvency or reorganization  statute,  make an assignment
for the benefit of its creditors, or voluntarily suspend payment of its obligations; or

        (vi)  Company  ceases to be  approved  by  either  Fannie  Mae or FHLMC as a  mortgage  loan  seller or
servicer for more than thirty days; or

        (vii) the  Company  attempts to assign its right to  servicing  compensation  hereunder  or the Company
attempts,  without the consent of the Purchaser,  to sell or otherwise  dispose of all or substantially  all of
its property or assets or to assign this Agreement or the servicing  responsibilities  hereunder or to delegate
its duties hereunder or any portion thereof; or

        (viii) the Company  ceases to be (a) licensed to service first lien  residential  mortgage loans in any
jurisdiction  in which a Mortgaged  Property is located and such  licensing is required,  and (b)  qualified to
transact  business  in any  jurisdiction  where it is  currently  so  qualified,  but only to the  extent  such
non-qualification   materially  and  adversely  affects  the  Company's  ability  to  perform  its  obligations
hereunder; or

        (ix) the  Company  fails to meet the  eligibility  criteria  set forth in the last  sentence of Section
8.02.

        Then,  and in each and every such case,  so long as an Event of Default  shall not have been  remedied,
the  Purchaser,  by notice in writing to the Company  (except in the case of an Event of Default  under clauses
(iii),  (iv) or (v) above,  in which  case,  automatically  and  without  notice)  Company  may, in addition to
whatever  rights  the  Purchaser  may have  under  Sections  3.03 and 8.01 and at law or equity or to  damages,
including injunctive relief and specific  performance,  terminate all the rights and obligations of the Company
under this  Agreement  and in and to the  Mortgage  Loans and the proceeds  thereof  without  compensating  the
Company  for the same.  On or after the receipt by the  Company of such  written  notice (or, in the case of an
Event of Default under clauses (iii),  (iv) or (v) above,  in which case,  automatically  and without  notice),
all  authority  and power of the Company under this  Agreement,  whether with respect to the Mortgage  Loans or
otherwise,  shall pass to and be vested in the  successor  appointed  pursuant to Section  11.01.  Upon written
request from the  Purchaser,  the Company shall prepare,  execute and deliver,  any and all documents and other
instruments,  place in such  successor's  possession all Mortgage Files, and do or accomplish all other acts or
things  necessary or appropriate to effect the purposes of such notice of termination,  whether to complete the
transfer and  endorsement  or  assignment of the Mortgage  Loans and related  documents,  or otherwise,  at the
Company's  sole expense.  The Company  agrees to cooperate  with the Purchaser and such  successor in effecting
the termination of the Company's  responsibilities  and rights hereunder,  including,  without limitation,  the
transfer to such  successor  for  administration  by it of all cash amounts which shall at the time be credited
by the Company to the Custodial  Account or Escrow Account or thereafter  received with respect to the Mortgage
Loans or any REO Property.

        Section 9.02  Waiver of Defaults.

        The Purchaser  may waive only by written  notice any default by the Company in the  performance  of its
obligations  hereunder and its consequences.  Upon any such waiver of a past default,  such default shall cease
to exist,  and any Event of Default  arising  therefrom shall be deemed to have been remedied for every purpose
of this  Agreement.  No such  waiver  shall  extend to any  subsequent  or other  default  or impair  any right
consequent thereon except to the extent expressly so waived in writing.





                                                   ARTICLE X

                                                  TERMINATION

        Section 10.01 Termination.

        The respective  obligations and  responsibilities of the Company shall terminate upon: (i) the later of
the final  payment or other  liquidation  (or any advance with respect  thereto) of the last  Mortgage Loan and
the  disposition  of all  remaining  REO Property and the  remittance  of all funds due  hereunder;  or (ii) by
mutual  consent of the Company and the Purchaser in writing;  or (iii)  termination  with cause under the terms
of this Agreement.

        Section 10.02 Termination Without Cause.

        The Purchaser  may, at its sole option,  terminate any rights the Company may have  hereunder,  without
cause,  upon no less than 90 days  written  notice.  Any such  notice of  termination  shall be in writing  and
delivered to the Company as provided in Section 11.05 of this Agreement.

                                                  ARTICLE XI

                                           MISCELLANEOUS PROVISIONS

        Section 11.01 Successor to the Company.

        Prior to  termination  of  Company's  responsibilities  and duties  under this  Agreement  pursuant  to
Sections  4.13,  8.04,  9.01,  10.01 (ii) or (iii),  the  Purchaser  shall (i) succeed to and assume all of the
Company's  responsibilities,  rights, duties and obligations under this Agreement,  or (ii) appoint a successor
having the  characteristics  set forth in Section 8.02 hereof and which shall  succeed to all rights and assume
all of the  responsibilities,  duties  and  liabilities  of the  Company  under  this  Agreement  prior  to the
termination of Company's  responsibilities,  duties and liabilities  under this  Agreement.  In connection with
such  appointment  and  assumption,  the  Purchaser may make such  arrangements  for the  compensation  of such
successor  out of payments on Mortgage  Loans as the  Purchaser and such  successor  shall agree.  In the event
that the  Company's  duties,  responsibilities  and  liabilities  under  this  Agreement  should be  terminated
pursuant to the aforementioned  Sections,  the Company shall discharge such duties and responsibilities  during
the period from the date it acquires  knowledge of such  termination  until the effective date thereof with the
same degree of diligence and prudence  which it is obligated to exercise under this  Agreement,  and shall take
no action  whatsoever  that might impair or prejudice the rights or financial  condition of its successor.  The
resignation or removal of Company  pursuant to the  aforementioned  Sections shall not become effective until a
successor  shall be  appointed  pursuant  to this  Section  and shall in no event  relieve  the  Company of the
representations  and  warranties  made pursuant to Sections 3.01,  3.02 and 3.03 and the remedies  available to
the Purchaser  thereunder  and under Section 8.01, it being  understood  and agreed that the provisions of such
Sections 3.01, 3.02, 3.03 and 8.01 shall be applicable to the Company  notwithstanding  any such resignation or
termination of the Company, or the termination of this Agreement.

        Any successor  appointed as provided  herein shall execute,  acknowledge and deliver to the Company and
to the Purchaser an instrument  accepting such appointment,  whereupon such successor shall become fully vested
with all the rights,  powers, duties,  responsibilities,  obligations and liabilities of the Company, with like
effect as if originally  named as a party to this  Agreement.  Any termination or resignation of the Company or
this  Agreement  pursuant to Section 4.13,  8.04,  9.01 or 10.01 shall not affect any claims that the Purchaser
may have against the Company arising prior to any such termination or resignation.

        The Company shall promptly  deliver to the successor the funds in the Custodial  Account and the Escrow
Account and the Mortgage  Files and related  documents  and  statements  held by it  hereunder  and the Company
shall account for all funds.  The Company shall execute and deliver such  instruments  and do such other things
all as may  reasonably  be required to more fully and  definitely  vest and confirm in the  successor  all such
rights,  powers,  duties,  responsibilities,  obligations and  liabilities of the Company.  The successor shall
make  arrangements  as it may deem  appropriate  to reimburse the Company for  unrecovered  Servicing  Advances
which the successor  retains  hereunder and which would  otherwise have been recovered by the Company  pursuant
to this Agreement but for the appointment of the successor servicer.

        Upon a successor's  acceptance of  appointment  as such, the Company shall notify by mail the Purchaser
of such appointment.

        Section 11.02 Amendment.

        This  Agreement may be amended from time to time by the Company and the Purchaser by written  agreement
signed by the Company and the Purchaser.





        Section 11.03 Recordation of Agreement.

        To the extent  permitted by applicable law, this Agreement is subject to recordation in all appropriate
public offices for real property  records in all the counties or other  comparable  jurisdictions  in which any
of the properties  subject to the Mortgages are situated,  and in any other appropriate public recording office
or  elsewhere,  such  recordation  to be effected by the Company at the  Company's  expense on direction of the
Purchaser  accompanied  by  an  opinion  of  counsel  to  the  effect  that  such  recordation  materially  and
beneficially  affects the interest of the Purchaser or is necessary for the  administration or servicing of the
Mortgage Loans.

        Section 11.04 Governing Law.

        This  Agreement and the related Term Sheet shall be governed by and  construed in  accordance  with the
laws of the State of New York  except to the extent  preempted  by Federal  law.  The  obligations,  rights and
remedies of the parties hereunder shall be determined in accordance with such laws.

        Section 11.05 Notices.

        Any demands,  notices or other  communications  permitted or required hereunder shall be in writing and
shall be deemed  conclusively  to have been given if  personally  delivered  at or mailed by  registered  mail,
postage prepaid,  and return receipt requested or certified mail, return receipt  requested,  or transmitted by
telex, telegraph or telecopier and confirmed by a similar mailed writing, as follows:

        (i)    if to the Company:

               GreenPoint Mortgage Funding, Inc.
               100 Wood Hollow Drive
               Novato, California 94945
               Attention: Susan Davia
               Telecopier No: (415) 878-4369

        (ii) if to the Purchaser:

               EMC Mortgage Corporation
               Mac Arthur Ridge II,
               909 Hidden Ridge Drive, Suite 200
               Irving, Texas 75038
               Attention:  Ms. Ralene Ruyle
               Telecopier No.:  (972) 444-2810

               With a copy to:

               Bear Stearns Mortgage Capital Corporation
               383 Madison Avenue
               New York, New York 10179
               Attention:  Mary Haggerty

or such other  address as may  hereafter  be  furnished  to the other party by like  notice.  Any such  demand,
notice or  communication  hereunder  shall be deemed to have been received on the date delivered to or received
at the premises of the  addressee  (as  evidenced,  in the case of  registered  or certified  mail, by the date
noted on the return receipt).

        Section 11.06 Severability of Provisions.

        Any part,  provision,  representation or warranty of this Agreement and the related Term Sheet which is
prohibited  or  which  is  held  to be void  or  unenforceable  shall  be  ineffective  to the  extent  of such
prohibition or  unenforceability  without  invalidating the remaining  provisions hereof. Any part,  provision,
representation  or warranty of this  Agreement  which is prohibited or  unenforceable  or is held to be void or
unenforceable  in any  jurisdiction  shall be  ineffective,  as to such  jurisdiction,  to the  extent  of such
prohibition  or  unenforceability   without   invalidating  the  remaining  provisions  hereof,  and  any  such
prohibition  or  unenforceability  in any  jurisdiction  as to any Mortgage Loan shall not invalidate or render
unenforceable  such  provision  in any other  jurisdiction.  To the extent  permitted  by  applicable  law, the
parties  hereto waive any  provision  of law that  prohibits or renders  void or  unenforceable  any  provision
hereof.  If the invalidity of any part,  provision,  representation or warranty of this Agreement shall deprive
any party of the economic benefit intended to be conferred by this Agreement,  the parties shall negotiate,  in
good  faith,  to  develop a  structure  the  economic  effect of which is  nearly as  possible  the same as the
economic effect of this Agreement without regard to such invalidity.

        Section 11.07 Exhibits.

        The exhibits to this Agreement are hereby  incorporated and made a part hereof and are an integral part
of this Agreement.

        Section 11.08 General Interpretive Principles.

        For purposes of this Agreement,  except as otherwise expressly provided or unless the context otherwise
requires:

        (i)    the terms defined in this  Agreement  have the meanings  assigned to them in this  Agreement and
include the plural as well as the  singular,  and the use of any gender  herein  shall be deemed to include the
other gender;

        (ii)   accounting terms not otherwise  defined herein have the meanings  assigned to them in accordance
with generally accepted accounting principles;

        (iii)  references herein to "Articles", "Sections", Subsections",  "Paragraphs", and other subdivisions
without  reference  to a document are to  designated  Articles,  Sections,  Subsections,  Paragraphs  and other
subdivisions of this Agreement;

        (iv)   a reference  to a  Subsection  without  further  reference  to a Section is a reference  to such
Subsection as contained in the same Section in which the reference  appears,  and this rule shall also apply to
Paragraphs and other subdivisions;

        (v)    the words  "herein",  "hereof ",  "hereunder"  and other words of similar  import  refer to this
Agreement as a whole and not to any particular provision;

        (vi)   the term "include" or "including" shall mean without limitation by reason of enumeration; and

        (viii) headings of the Articles and Sections in this  Agreement  are for  reference  purposes  only and
shall not be deemed to have any substantive effect.

        Section 11.09 Reproduction of Documents.

        This  Agreement  and all documents  relating  thereto,  including,  without  limitation,  (i) consents,
waivers  and  modifications  which may  hereafter  be  executed,  (ii)  documents  received by any party at the
closing,  and  (iii)  financial  statements,   certificates  and  other  information  previously  or  hereafter
furnished, may be reproduced by any photographic,  photostatic,  microfilm,  micro-card, miniature photographic
or other  similar  process.  The parties  agree that any such  reproduction  shall be admissible in evidence as
the original itself in any judicial or administrative  proceeding,  whether or not the original is in existence
and  whether or not such  reproduction  was made by a party in the  regular  course of  business,  and that any
enlargement, facsimile or further reproduction of such reproduction shall likewise be admissible in evidence.

        Section 11.10 Confidentiality of Information.

        Each party  recognizes  that,  in  connection  with this  Agreement,  it may become privy to non-public
information  regarding  the  financial  condition,  operations  and  prospects of the other  party.  Each party
agrees to keep all  non-public  information  regarding the other party  strictly  confidential,  and to use all
such  information  solely in order to  effectuate  the purpose of the  Agreement,  provided that each party may
provide  confidential  information  to its  employees,  agents  and  affiliates  who  have a need to know  such
information in order to effectuate the  transaction,  provided  further that such  information is identified as
confidential  non-public  information.  In addition,  confidential  information may be provided to a regulatory
authority with  supervisory  power over  Purchaser,  provided such  information  is identified as  confidential
non-public information.

        Notwithstanding  other  provisions  of this Section  16.14 or any other  express or implied  agreement,
arrangement,  or  understanding  to the contrary,  the Company and  Purchaser  (the  "Parties")  agree that the
Parties (and their employees,  representatives  and other agents) may disclose to any and all persons,  without
limitation of any kind from the  commencement of discussions,  the purported or claimed U.S. federal income tax
treatment of the  purchase of the  Mortgage  Loans and related  transactions  covered by this letter  agreement
("tax  treatment") and any fact that may be relevant to understanding  the tax treatment ("tax  structure") and
all  materials  of any kind  (including  opinions  or other tax  analyses)  that are  provided  to the  Parties
relating to such tax treatment  and tax  structure,  except where  confidentiality  is reasonably  necessary to
comply with securities laws.

        Section 11.11 Recordation of Assignments of Mortgage.

        To the extent  permitted by applicable  law, each of the  Assignments  is subject to recordation in all
appropriate  public offices for real property records in all the counties or other comparable  jurisdictions in
which any or all of the  Mortgaged  Properties  are situated,  and in any other  appropriate  public  recording
office or elsewhere,  such recordation to be effected by and at the Company's  expense in the event recordation
is either necessary under applicable law or requested by the Purchaser at its sole option.

        Section 11.12 Assignment.

    The Purchaser shall have the right, without the consent of the Company, to assign, in whole or in part,
    its interest under this Agreement with respect to some or all of the Mortgage Loans, and designate any
    person to exercise any rights of the Purchaser hereunder, by executing an Assignment and Assumption
    Agreement substantially in the form of Exhibit D hereto and the assignee or designee shall accede to the
    rights and obligations hereunder of the Purchaser with respect to such Mortgage Loans.  In no event shall
    Purchaser sell a partial interest in any Mortgage Loan without the written consent of Company, which
    consent shall not be unreasonably denied.  All references to the Purchaser in this Agreement shall be
    deemed to include its assignee or designee.  The Company shall have the right, only with the consent of
    the Purchaser or otherwise in accordance with this Agreement, to assign, in whole or in part, its
    interest under this Agreement with respect to some or all of the Mortgage Loans.


        Section 11.13 No Partnership.

        Nothing  herein  contained  shall be deemed or construed to create a  co-partnership  or joint  venture
between the parties hereto and the services of the Company shall be rendered as an  independent  contractor and
not as agent for Purchaser.

        Section 11.14 Execution: Successors and Assigns.

        This  Agreement  may be executed in one or more  counterparts  and by the different  parties  hereto on
separate counterparts,  each of which, when so executed,  shall be deemed to be an original; such counterparts,
together,  shall  constitute one and the same  agreement.  Subject to this Agreement shall inure to the benefit
of and be binding upon the Company and the Purchaser and their respective successors and assigns.

        Section 11.15 Entire Agreement.

        The Company  acknowledges that no  representations,  agreements or promises were made to the Company by
the Purchaser or any of its employees  other than those  representations,  agreements or promises  specifically
contained herein and in the  Confirmation.  The Confirmation and this Agreement and the related Term Sheet sets
forth the entire  understanding  between the parties  hereto;  provided,  however,  only this Agreement and the
related Term Sheet shall be binding upon all  successors  of both  parties.  In the event of any  inconsistency
between the Confirmation and this Agreement, this Agreement and the related Term Sheet shall control.

        Section 11.16.  No Solicitation.

        From and after the  Closing  Date,  the  Company  agrees  that it will not take any action or permit or
cause any action to be taken by any of its agents or affiliates,  to personally,  by telephone or mail, solicit
the borrower or obligor under any Mortgage Loan to refinance  the Mortgage  Loan, in whole or in part,  without
the prior written  consent of the Purchaser.  Notwithstanding  the foregoing,  it is understood and agreed that
(i)  promotions  undertaken  by the Company or any  affiliate of the Company  which are directed to the general
public at large, or segments  thereof,  provided that no segment shall consist primarily of the Mortgage Loans,
including,  without limitation,  mass mailing based on commercially  acquired mailing lists,  newspaper,  radio
and television  advertisements  and (ii) responses to unsolicited  requests or inquiries made by a Mortgagor or
an agent of a Mortgagor,  shall not  constitute  solicitation  under this  Section  11.16.  This Section  11.16
shall not be deemed to preclude the Company or any of its  affiliates  from  soliciting  any  Mortgagor for any
other  financial  products or services.  The Company shall use its best efforts to prevent the sale of the name
of any Mortgagor to any Person who is not affiliate of the Company.

        Section 11.17.  Closing.

        The closing for the  purchase and sale of the  Mortgage  Loans shall take place on the related  Closing
Date.  The closing shall be either:  by telephone,  confirmed by letter or wire as the parties shall agree,  or
conducted in person, at such place as the parties shall agree.

        The closing for the  Mortgage  Loans to be  purchased  on the related  Closing Date shall be subject to
each of the following conditions:

        (a)    at least one (1) Business Day prior to the related  Closing  Date,  the Company shall deliver to
the Purchaser a magnetic  diskette,  or transmit by modem, a listing on a loan-level  basis of the  information
contained in the related Mortgage Loan Schedule attached to the related Term Sheet;

        (b)    all of the  representations  and  warranties  of the  Company  under  this  Agreement  shall  be
materially  true and  correct as of the  related  Closing  Date and no event shall have  occurred  which,  with
notice or the passage of time, would constitute a material default under this Agreement;

        (c)    the Purchaser shall have received,  or the Purchaser's  attorneys shall have received in escrow,
all  documents  required  pursuant  to this  Agreement,  the related  Term Sheet,  an opinion of counsel and an
officer's certificate,  all in such forms as are agreed upon and acceptable to the Purchaser,  duly executed by
all signatories other than the Purchaser as required pursuant to the terms hereof;

        (d)    the Company shall have  delivered and released to the Purchaser (or its designee) on or prior to
the related  Closing Date all documents  required  pursuant to the terms of this Agreement and the related Term
Sheet; and

        (e)    all other terms and conditions of this  Agreement,  the related Term Sheet and the  Confirmation
shall have been materially complied with.

        Subject to the  foregoing  conditions,  the Purchaser  shall pay to the Company on the related  Closing
Date the Purchase Price,  plus accrued  interest  pursuant to Section 2.02 of this Agreement,  by wire transfer
of immediately available funds to the account designated by the Company.

        Section 11.18.Cooperation of Company with a Reconstitution.

        The Company and the  Purchaser  agree that with  respect to some or all of the  Mortgage  Loans,  on or
after the related Closing Date, on one or more dates (each a  "Reconstitution  Date") at the  Purchaser's  sole
option,  the Purchaser may effect a sale (each, a  "Reconstitution")  of some or all of the Mortgage Loans then
subject to this Agreement, without recourse, to:

        (a)     one or more third party  purchasers in one or more in whole loan transfers (each, a "Whole Loan
Transfer"); or

        (b)    one or more trusts or other entities to be formed as part of one or more pass-through  transfers
(each, a "Pass-Through Transfer").

        The Company agrees to execute in connection with any agreements among the Purchaser,  the Company,  and
any servicer in connection  with a Whole Loan Transfer,  an Assignment,  Assumption and  Recognition  Agreement
substantially  in the form of  Exhibit  D  hereto,  or, at  Purchaser's  request,  a  seller's  warranties  and
servicing  agreement or a  participation  and  servicing  agreement or similar  agreement in form and substance
reasonably  acceptable to the parties, and in connection with a Pass-Through  Transfer, a pooling and servicing
agreement in form and substance  reasonably  acceptable to the parties,  (collectively the agreements  referred
to herein are designated,  the  "Reconstitution  Agreements").  It is understood  that any such  Reconstitution
Agreements  will not  contain  any  greater  obligations  on the part of  Company  than are  contained  in this
Agreement.

        With respect to each Whole Loan Transfer and each Pass-Through  Transfer entered into by the Purchaser,
the Company  agrees (1) to cooperate  fully with the Purchaser and any  prospective  purchaser  with respect to
all reasonable requests and due diligence  procedures;  (2) to execute,  deliver and perform all Reconstitution
Agreements  required by the  Purchaser;  (3) to restate the  representations  and  warranties set forth in this
Agreement  as  of  the  settlement  or  closing  date  in  connection   with  such   Reconstitution   (each,  a
"Reconstitution  Date");  and (4) to provide customary  indemnification  to the Purchaser and/or its affiliates
for any  losses,  claims,  damages,  and  liabilities  arising  out of or based upon  information  the  Company
provided  or caused to be  provided  in  connection  with a  Pass-Through  Transfer.  In that  connection,  the
Company  shall  provide to such  servicer  or issuer,  as the case may be, and any other  participants  in such
Reconstitution:  (i) any and all  information  (including  servicing  portfolio  information)  and  appropriate
verification of information  (including  servicing portfolio  information) which may be reasonably available to
the Company,  whether  through  letters of its auditors and counsel or otherwise,  as the Purchaser or any such
other participant shall request upon reasonable demand; and (ii) such additional  representations,  warranties,
covenants,  opinions of counsel,  letters from auditors,  and  certificates of public  officials or officers of
the Company as are reasonably  agreed upon by the Company and the Purchaser or any such other  participant.  In
connection  with  each  Pass-Through   Transfer,  the  Company  agrees  to  provide  reasonable  and  customary
indemnification  to the Purchaser and its affilates for disclosure  contained in any offering document relating
to the Company or its affilates,  the Mortgage Loans and the underwriting  standards of the Mortgage Loans. The
Purchaser shall be responsible for the costs relating to the delivery of such information.

        All Mortgage Loans not sold or transferred  pursuant to a  Reconstitution  shall remain subject to, and
serviced in accordance  with the terms of, this Agreement and the related Term Sheet,  and with respect thereto
this Agreement and the related Term Sheet shall remain in full force and effect.

Section 11.19. Reporting with Respect to a Reconstitution.

        The  Company  agrees  that  with  respect  to any  Mortgage  Loan  sold or  transferred  pursuant  to a
Reconstitution  as  described  in Section  11.18 of this  Agreement  (a  "Reconstituted  Mortgage  Loan"),  the
Company,  at its expense,  shall provide the  Purchaser  with the  information  set forth in Exhibit J attached
hereto for each  Reconstituted  Mortgage Loan in such electronic  format as may be mutually agreed upon by both
Purchaser and Company.





        IN WITNESS WHEREOF,  the Company and the Purchaser have caused their names to be signed hereto by their
respective officers thereunto duly authorized as of the day and year first above written.

                                          EMC MORTGAGE CORPORATION
                                                    Purchaser

                                            By:________________________
                                            Name:
                                            Title:

                                          GREENPOINT MORTGAGE FUNDING, INC.
                                                     Company

                                            By: _______________________
                                            Name:
                                            Title:



                                                   EXHIBIT A
                                           CONTENTS OF MORTGAGE FILE

        With respect to each Mortgage Loan, the Mortgage File shall include each of the following items,  which
shall be  available  for  inspection  by the  Purchaser,  and which  shall be  retained  by the  Company in the
Servicing  File or  delivered  to the  Purchaser  or its  designee  pursuant to  Sections  2.04 and 2.05 of the
Purchase, Warranties and Servicing Agreement.

        1.     The     original      Mortgage      Note      endorsed      "Pay     to     the     order     of
____________________________________________________,  without  recourse," and signed via original signature in
the name of the Company by an authorized officer,  with all intervening  endorsements  showing a complete chain
of  title  from the  originator  to the  Company,  together  with any  applicable  riders.  In no event  may an
endorsement  be a facsimile  endorsement.  If the Mortgage  Loan was  acquired by the Company in a merger,  the
endorsement  must be by  "[Company],  successor by merger to the [name of  predecessor]".  If the Mortgage Loan
was acquired or originated by the Company while doing business under another name, the  endorsement  must be by
"[Company]  formerly  known as [previous  name]".  Mortgage  Notes may be in the form of a lost note  affidavit
subject to Purchaser acceptability.

        2. The original  Mortgage  (together with a standard  adjustable  rate mortgage rider) with evidence of
recording  thereon,  or a copy thereof certified by the public recording office in which such mortgage has been
recorded or, if the original  Mortgage has not been returned from the applicable  public  recording  office,  a
true certified copy, certified by the Company.

        3. The  original or  certified  copy,  certified  by the  Company,  of the Primary  Mortgage  Insurance
Policy, if required.

        4.     The  original  Assignment,  from the  Company  to  _____________________________________,  or in
accordance with Purchaser's  instructions,  which assignment  shall, but for any blanks requested by Purchaser,
be in form and  substance  acceptable  for  recording.  If the Mortgage  Loan was acquired or originated by the
Company while doing  business  under another  name,  the  Assignment  must be by "[Company]  formerly  known as
[previous  name]".  If the Mortgage Loan was acquired by the Company in a merger,  the  endorsement  must be by
"[Company],  successor  by  merger  to the  [name  of  predecessor]".  None  of  the  Assignments  are  blanket
assignments of mortgage.

        5.     The original policy of title insurance,  including riders and  endorsements  thereto,  or if the
policy has not yet been issued,  a written  commitment or interim binder or preliminary  report of title issued
by the title insurance or escrow company.

        6.     Originals of all recorded intervening  Assignments,  or copies thereof,  certified by the public
recording  office in which such  Assignments  have been  recorded  showing a  complete  chain of title from the
originator  to the Company,  with  evidence of  recording  thereon,  or a copy thereof  certified by the public
recording  office in which such  Assignment  has been  recorded  or, if the  original  Assignment  has not been
returned from the applicable public recording office, a true certified copy, certified by the Company.

        7.     Originals,  or copies thereof  certified by the public  recording office in which such documents
have  been  recorded,  of  each  assumption,  extension,   modification,   written  assurance  or  substitution
agreements,  if  applicable,  or if the original of such  document has not been  returned  from the  applicable
public recording office, a true certified copy, certified by the Company.

        8.     If the Mortgage Note or Mortgage or any other  material  document or instrument  relating to the
Mortgage  Loan has been  signed  by a person  on  behalf of the  Mortgagor,  the  original  or copy of power of
attorney or other  instrument  that  authorized  and empowered  such person to sign bearing  evidence that such
instrument has been recorded,  if so required in the appropriate  jurisdiction  where the Mortgaged Property is
located,  or a copy  thereof  certified  by the  public  recording  office in which  such  instrument  has been
recorded or, if the original  instrument has not been returned from the applicable  public recording  office, a
true certified copy, certified by the Company.

        9.     reserved.

        10.    Mortgage  Loan  closing  statement  (Form HUD-1) and any other  truth-in-lending  or real estate
settlement procedure forms required by law.

        11.  Residential loan application.

        12.    Uniform underwriter and transmittal summary (Fannie Mae Form 1008) or reasonable equivalent.

        13.    Credit report on the mortgagor.

        14.    Business credit report, if applicable.

        15.    Residential appraisal report and attachments thereto.

        16.    The original of any guarantee executed in connection with the Mortgage Note.

        17.    Verification  of employment  and income  except for Mortgage  Loans  originated  under a limited
documentation program, all in accordance with Company's underwriting guidelines.

        18.    Verification  of acceptable  evidence of source and amount of down payment,  in accordance  with
Company's underwriting guidelines.

        19.    Photograph of the Mortgaged Property (may be part of appraisal).

        20.    Survey of the Mortgaged Property, if any.

        21.    Sales contract, if applicable.

        22.    If available,  termite  report,  structural  engineer's  report,  water  portability  and septic
certification.

        23.    Any original security agreement,  chattel mortgage or equivalent executed in connection with the
Mortgage.

        24.    Name affidavit, if applicable.

        Notwithstanding  anything to the contrary  herein,  Company may provide one  certificate for all of the
Mortgage Loans indicating that the documents were delivered for recording.


                                                   EXHIBIT B

                                      CUSTODIAL ACCOUNT LETTER AGREEMENT

                                             ______________, 2003

To:     [_______________________]
        (the "Depository")

        As   "Company"   under   the   Purchase,    Warranties   and   Servicing   Agreement,   dated   as   of
[_____________________]  1, 200[_] (the  "Agreement"),  we hereby  authorize  and request you to  establish  an
account,   as  a  Custodial  Account  pursuant  to  Section  4.04  of  the  Agreement,   to  be  designated  as
"[______________________________________],  in trust for the  [Purchaser],  Owner of  Adjustable  Rate Mortgage
Loans".  All  deposits  in the  account  shall be  subject  to  withdrawal  therefrom  by order  signed  by the
Company.  This letter is submitted to you in duplicate.  Please execute and return one original to us.

                                                   [__________________________]

By:____________________________

Name:__________________________

Title:_________________________



        The  undersigned,  as  "Depository",  hereby  certifies  that  the  above  described  account  has been
established under Account Number  [__________],  at the office of the depository indicated above, and agrees to
honor  withdrawals  on such  account as provided  above.  The full amount  deposited at any time in the account
will be  insured  up to  applicable  limits by the  Federal  Deposit  Insurance  Corporation  through  the Bank
Insurance  Fund or the Savings  Association  Insurance  Fund or will be invested in  Permitted  Investments  as
defined in the Agreement.

                                            [___________________________]

By:____________________________

Name:__________________________

Title:_________________________


                                                   EXHIBIT C

                                        ESCROW ACCOUNT LETTER AGREEMENT
                                              _____________, 2003

To:     [_______________________]
        (the "Depository")

        As   "Company"   under   the   Purchase   Warranties   and   Servicing    Agreement,    dated   as   of
[____________________]1,  200[_]  (the  "Agreement"),  we hereby  authorize  and request  you to  establish  an
account,   as  an  Escrow  Account   pursuant  to  Section  4.06  of  the   Agreement,   to  be  designated  as
"[__________________________],  in trust for the  [Purchaser],  Owner of Adjustable  Rate Mortgage  Loans,  and
various  Mortgagors."  All deposits in the account shall be subject to withdrawal  therefrom by order signed by
the Company.  This letter is submitted to you in duplicate.  Please execute and return one original to us.

                                    [_____________________]

                                    By:____________________________
                                    Name:__________________________
                                    Title:_________________________


        The  undersigned,  as  "Depository",  hereby  certifies  that  the  above  described  account  has been
established  under Account Number  __________,  at the office of the depository  indicated above, and agrees to
honor  withdrawals  on such  account as provided  above.  The full amount  deposited at any time in the account
will be  insured  up to  applicable  limits by the  Federal  Deposit  Insurance  Corporation  through  the Bank
Insurance  Fund or the Savings  Association  Insurance  Fund or will be invested in  Permitted  Investments  as
defined in the Agreement.

                                    [______________________]

                                    By:______________________________
                                    Name:____________________________
                                    Title:___________________________


                                                   EXHIBIT D

                           FORM OF ASSIGNMENT, ASSUMPTION AND RECOGNITION AGREEMENT

        This is a Purchase, Assignment, Assumption and Recognition Agreement (this "PAAR Agreement") made as
of  __________, 200__, among EMC Mortgage Corporation (the "Assignor"), ___________________ (the "Assignee"),
and _______________________ (the "Company").


       In consideration  of the mutual promises  contained herein the parties hereto agree that the residential
mortgage  loans (the "Assigned  Loans")  listed on Attachment 1 annexed  hereto (the "Assigned Loan  Schedule")
now serviced by Company for Assignor and its  successors and assigns  pursuant to the Purchase,  Warranties and
Servicing  Agreement,  dated as of _________,  200__,  between Assignor and Company (the "Purchase  Agreement")
shall be subject to the terms of this PAAR  Agreement.  Capitalized  terms used  herein but not  defined  shall
have the meanings ascribed to them in the Purchase Agreement.

                                      Purchase, Assignment and Assumption

       1.     Assignor  hereby grants,  transfers and assigns to Assignee all of the right,  title and interest
of  Assignor in the  Assigned  Loans and, as they relate to the  Assigned  Loans,  all of its right,  title and
interest in, to and under the Purchase Agreement.

       2.     Simultaneously  with the  execution  hereof,  (i)  Assignee  shall pay to Assignor  the  "Funding
Amount" as set forth in that  certain  letter  agreement,  dated as of  _________  ____,  between  Assignee and
Assignor  (the  "Confirmation")  and (ii)  Assignor,  at its  expense,  shall have  caused to be  delivered  to
Assignee  or its  designee  the  Mortgage  File  for  each  Assigned  Loan  in  Assignor's  or its  custodian's
possession,  as set forth in the Purchase Agreement,  along with, for each Assigned Loan, an endorsement of the
Mortgage Note from the Company,  in blank,  and an assignment of mortgage in recordable  form from the Company,
in blank.  Assignee  shall pay the  Funding  Amount by wire  transfer  of  immediately  available  funds to the
account  specified  by  Assignor.  Assignee  shall be entitled to all  scheduled  payments  due on the Assigned
Loans after  ___________,  200__ and all  unscheduled  payments or other  proceeds or other  recoveries  on the
Assigned Loans received on and after _____________, 200__.

                                   Representations, Warranties and Covenants

       3.      Assignor warrants and represents to Assignee and Company as of the date hereof:

       (a)     Attached  hereto as  Attachment 2 is a true and accurate copy of the Purchase  Agreement,  which
agreement is in full force and effect as of the date hereof and the  provisions  of which have not been waived,
amended or modified in any respect, nor has any notice of termination been given thereunder;

       (b)    Assignor  is the lawful  owner of the  Assigned  Loans with full right to transfer  the  Assigned
Loans and any and all of its interests,  rights and obligations under the Purchase  Agreement as they relate to
the  Assigned  Loans,  free and clear from any and all claims and  encumbrances;  and upon the  transfer of the
Assigned Loans to Assignee as  contemplated  herein,  Assignee shall have good title to each and every Assigned
Loan, as well as any and all of Assignee's  interests,  rights and obligations under the Purchase  Agreement as
they relate to the Assigned Loans, free and clear of any and all liens, claims and encumbrances;

        (c)    There are no offsets, counterclaims or other defenses available to Company with respect to the
Assigned Loans or the Purchase Agreement;

       (d)    Assignor  has no  knowledge  of,  and has not  received  notice  of, any  waivers  under,  or any
modification of, any Assigned Loan;

       (e)    Assignor  is  duly  organized,  validly  existing  and in good  standing  under  the  laws of the
jurisdiction  of its  incorporation,  and has all requisite  power and  authority to acquire,  own and sell the
Assigned Loans;

        (f)    Assignor has full corporate power and authority to execute, deliver and perform its obligations
under this PAAR Agreement, and to consummate the transactions set forth herein.  The consummation of the
transactions contemplated by this PAAR Agreement is in the ordinary course of Assignor's business and will
not conflict with, or result in a breach of, any of the terms, conditions or provisions of Assignor's charter
or by-laws or any legal restriction, or any material agreement or instrument to which Assignor is now a party
or by which it is bound, or result in the violation of any law, rule, regulation, order, judgment or decree
to which Assignor or its property is subject.  The execution, delivery and performance by Assignor of this
PAAR Agreement and the consummation by it of the transactions contemplated hereby, have been duly authorized
by all necessary corporate action on part of Assignor.  This PAAR Agreement has been duly executed and
delivered by Assignor and, upon the due authorization, execution and delivery by Assignee and Company, will
constitute the valid and legally binding obligation of Assignor enforceable against Assignor in accordance
with its terms except as enforceability may be limited by bankruptcy, reorganization, insolvency, moratorium
or other similar laws now or hereafter in effect relating to creditors' rights generally, and by general
principles of equity regardless of whether enforceability is considered in a proceeding in equity or at law;

(h)     No consent,  approval,  order or  authorization  of, or declaration,  filing or registration  with, any
governmental  entity is required to be obtained or made by Assignor in connection with the execution,  delivery
or performance by Assignor of this PAAR Agreement,  or the consummation by it of the transactions  contemplated
hereby; and

(i)     Neither Assignor nor anyone acting on its behalf has offered,  transferred,  pledged, sold or otherwise
disposed of the Assigned Loans or any interest in the Assigned  Loans,  or solicited any offer to buy or accept
a transfer,  pledge or other  disposition  of the Assigned  Loans,  or any  interest in the  Assigned  Loans or
otherwise  approached or negotiated  with respect to the Assigned  Loans, or any interest in the Assigned Loans
with any Person in any  manner,  or made any general  solicitation  by means of general  advertising  or in any
other manner,  or taken any other action which would  constitute a distribution of the Assigned Loans under the
Securities  Act of 1933,  as amended  (the "1933 Act") or which would  render the  disposition  of the Assigned
Loans a violation of Section 5 of the 1933 Act or require registration pursuant thereto.


               4.     Assignee warrants and represents to, and covenants with, Assignor and Company as of the
date hereof:


        (a)    Assignee is duly organized, validly existing and in good standing under the laws of the
jurisdiction of its organization and has all requisite power and authority to acquire, own and purchase the
Assigned Loans;


        (b)    Assignee has full corporate power and authority to execute, deliver and perform its obligations
under this PAAR Agreement, and to consummate the transactions set forth herein.  The consummation of the
transactions contemplated by this PAAR Agreement is in the ordinary course of Assignee's business and will
not conflict with, or result in a breach of, any of the terms, conditions or provisions of Assignee's charter
or by-laws or any legal restriction, or any material agreement or instrument to which Assignee is now a party
or by which it is bound, or result in the violation of any law, rule, regulation, order, judgment or decree
to which Assignee or its property is subject.  The execution, delivery and performance by Assignee of this
PAAR Agreement and the consummation by it of the transactions contemplated hereby, have been duly authorized
by all necessary corporate action on part of Assignee. This PAAR Agreement has been duly executed and
delivered by Assignee and, upon the due authorization, execution and delivery by Assignor and Company, will
constitute the valid and legally binding obligation of Assignee enforceable against Assignee in accordance
with its terms except as enforceability may be limited by bankruptcy, reorganization, insolvency, moratorium
or other similar laws now or hereafter in effect relating to creditors' rights generally, and by general
principles of equity regardless of whether enforceability is considered in a proceeding in equity or at law;


       (c)    No consent,  approval,  order or authorization of, or declaration,  filing or registration  with,
any  governmental  entity is required to be obtained  or made by  Assignee in  connection  with the  execution,
delivery or performance  by Assignee of this PAAR  Agreement,  or the  consummation  by it of the  transactions
contemplated hereby; and

        (d)    Assignee agrees to be bound as "Purchaser" by all of the terms, covenants and conditions of the
Purchase Agreement with respect to the Assigned Loans, and from and after the date hereof, Assignee assumes
for the benefit of each of Assignor and Company all of Assignor's obligations as "Purchaser" thereunder but
solely with respect to such Assigned Loans.

               5.     Company warrants and represents to, and covenant with, Assignor and Assignee as of the
date hereof:


               (a)    Attached hereto as Attachment 2 is a true and accurate copy of the Purchase Agreement,
which agreement is in full force and effect as of the date hereof and the provisions of which have not been
waived, amended or modified in any respect, nor has any notice of termination been given thereunder;


       (b)    Company  is  duly  organized,  validly  existing  and in  good  standing  under  the  laws of the
jurisdiction  of its  incorporation,  and has all requisite  power and authority to service the Assigned  Loans
and otherwise to perform its obligations under the Purchase Agreement;

(g)     Company has full corporate power and authority to execute,  deliver and perform its  obligations  under
              this PAAR Agreement,  and to consummate the  transactions  set forth herein.  The consummation of
              the  transactions  contemplated  by this PAAR  Agreement is in the  ordinary  course of Company's
              business and will not conflict  with,  or result in a breach of, any of the terms,  conditions or
              provisions of Company's charter or by-laws or any legal  restriction,  or any material  agreement
              or  instrument  to  which  Company  is now a party  or by which it is  bound,  or  result  in the
              violation  of any law,  rule,  regulation,  order,  judgment  or decree to which  Company  or its
              property is subject.  The execution,  delivery and  performance by Company of this PAAR Agreement
              and the consummation by it of the  transactions  contemplated  hereby,  have been duly authorized
              by all  necessary  corporate  action  on part of  Company.  This  PAAR  Agreement  has been  duly
              executed and  delivered by Company,  and, upon the due  authorization,  execution and delivery by
              Assignor and  Assignee,  will  constitute  the valid and legally  binding  obligation of Company,
              enforceable  against  Company  in  accordance  with its  terms  except as  enforceability  may be
              limited by  bankruptcy,  reorganization,  insolvency,  moratorium  or other  similar  laws now or
              hereafter  in effect  relating to  creditors'  rights  generally,  and by general  principles  of
              equity regardless of whether enforceability is considered in a proceeding in equity or at law;

(h)     No consent,  approval,  order or  authorization  of, or declaration,  filing or registration  with, any
              governmental  entity is  required to be  obtained  or made by  Assignee  in  connection  with the
              execution,  delivery or performance by Company of this PAAR Agreement,  or the consummation by it
              of the transactions contemplated hereby; and

(i)     No event has occurred  from the Closing Date to the date hereof which would render the  representations
              and  warranties  as to the related  Assigned  Loans made by the Company in Sections 3.01 and 3.02
              of the Purchase Agreement to be untrue in any material respect.

(j)     Neither this AAR Agreement nor any  certification,  statement,  report or other agreement,  document or
              instrument  furnished or to be furnished by the Company  pursuant to this AAR Agreement  contains
              or will  contain any  materially  untrue  statement of fact or omits or will omit to state a fact
              necessary to make the statements contained therein not misleading.


               Recognition of Assignee

       6.      From and after the date hereof,  Company shall recognize Assignee as owner of the Assigned Loans
and will  service the  Assigned  Loans in  accordance  with the  Purchase  Agreement.  It is the  intention  of
Assignor,  Company  and  Assignee  that this PAAR  Agreement  shall be binding  upon and for the benefit of the
respective  successors  and assigns of the parties  hereto.  Neither  Company nor Assignor shall amend or agree
to amend,  modify,  waiver,  or otherwise alter any of the terms or provisions of the Purchase  Agreement which
amendment,  modification,  waiver or other  alteration  would in any way affect the Assigned  Loans without the
prior written consent of Assignee.




                                    Miscellaneous

               7.     All demands, notices and communications related to the Assigned Loans, the Purchase
Agreement and this PAAR Agreement shall be in writing and shall be deemed to have been duly given if
personally delivered at or mailed by registered mail, postage prepaid, as follows:


       (a)    In the case of Company,

               ____________________
               ____________________
               ____________________
               ____________________
               ____________________

               With a copy to ______________________________________.

(c)     In the case of Assignor,

               ____________________
               ____________________
               ____________________
               ____________________
               ____________________

       (c)    In the case of Assignee,

               EMC Mortgage Corporation
               Mac Arthur Ridge II
               909 Hidden Ridge Drive, Suite 200
               Irving, Texas 75038
               Attention:  Raylene Ruyle
               Telecopier No.:  (972) 444-2810

               with a copy  to:

               ___________________
               383 Madison Avenue
               New York, New York 10179
               Attention: ___________
               Telecopier No.:  (212) 272-____

    8.  Each party will pay any commissions it has incurred and the fees of its attorneys in connection with
    the negotiations for, documenting of and closing of the transactions contemplated by this PAAR Agreement.


       9.     This PAAR  Agreement  shall be  construed in  accordance  with the laws of the State of New York,
without  regard to  conflicts  of law  principles,  and the  obligations,  rights and  remedies  of the parties
hereunder shall be determined in accordance with such laws.

       10.    No term or  provision  of this PAAR  Agreement  may be waived or  modified  unless such waiver or
modification  is in writing and signed by the party  against whom such waiver or  modification  is sought to be
enforced.

       11.    This PAAR  Agreement  shall  inure to the  benefit of the  successors  and assigns of the parties
hereto. Any entity into which Assignor,  Assignee or Company may be merged or consolidated  shall,  without the
requirement for any further writing, be deemed Assignor, Assignee or Company, respectively, hereunder.

       12.    This PAAR  Agreement  shall survive the conveyance of the Assigned  Loans,  the assignment of the
Purchase  Agreement to the extent of the  Assigned  Loans by Assignor to Assignee  and the  termination  of the
Purchase Agreement.

       13.    This  PAAR  Agreement  may  be  executed  simultaneously  in any  number  of  counterparts.  Each
counterpart  shall be deemed to be an original  and all such  counterparts  shall  constitute  one and the same
instrument.

        14.    In the event that any provision of this PAAR Agreement conflicts with any provision of the
Purchase Agreement with respect to the Assigned Loans, the terms of this PAAR Agreement shall control.  In
the event that any provision of this PAAR Agreement conflicts with any provision of the Confirmation with
respect to the Assigned Loans, the terms of this PAAR Agreement shall control.






                                    [Modification of Purchase Agreement

16.     The Company and Assignor hereby amend the Purchase Agreement as follows:

        (a)   The following definitions are added to Section 1.01 of the Purchase Agreement:

        Securities Administrator:   ________________________

        Supplemental PMI Insurer:   ________________________

        Supplemental PMI Policy:    The primary  guarantee  insurance  policy of the  Supplemental  PMI Insurer
        attached  hereto as Exhibit J, or any  successor  Supplemental  PMI Policy given to the Servicer by the
        Assignee.

        Trustee:      ________________________

        (b)   The following definition is amended and restated:

        Insurance Proceeds:  Proceeds of any Primary Mortgage  Insurance  Policy,  the Supplemental PMI Policy,
        any title policy,  any hazard  insurance  policy or any other insurance policy covering a Mortgage Loan
        or other related  Mortgaged  Property,  including any amounts required to be deposited in the Custodial
        Account  pursuant to Section 4.04, to the extent such proceeds are not to be applied to the restoration
        of the related  Mortgaged  Property or released to the Mortgagor in accordance with Accepted  Servicing
        Practices.

        (c)   The following are added as the fourth, fifth and sixth paragraphs of Section 4.08:

        "In connection  with its activities as servicer,  the Company agrees to prepare and present,  on behalf
of itself and the  Purchaser,  claims to the  Supplemental  PMI Insurer  with respect to the  Supplemental  PMI
Policy  and,  in this  regard,  to take  such  action  as shall be  necessary  to  permit  recovery  under  any
Supplemental  PMI Policy  respecting  a  defaulted  Mortgage  Loan.  Pursuant  to  Section  4.04,  any  amounts
collected  by the Company  under any  Supplemental  PMI Policy shall be  deposited  in the  Custodial  Account,
subject to withdrawal pursuant to Section 4.05.

        In accordance  with the  Supplemental  PMI Policy,  the Company shall provide to the  Supplemental  PMI
Insurer any required information regarding the Mortgage Loans.

        The Company shall provide to the  [Securities  Administrator]  on a monthly basis via computer tape, or
other mutually  acceptable  format,  the unpaid principal  balance,  insurer  certificate  number,  lender loan
number,  and premium due the  Supplemental  PMI Insurer for each Mortgage Loan covered by the  Supplemental PMI
Policy.  In addition,  the Company agrees to forward to the Purchaser and the  [Securities  Administrator]  any
statements or other reports given by the  Supplemental  PMI Insurer to the Servicer in connection  with a claim
under the Supplemental PMI Policy."

        (d)   Clause (vi) of Section 6.1 is amended to read as follows:

        "Company  ceases to be approved by either Fannie Mae or FHLMC as a mortgage loan seller or servicer for
more than thirty days, or the Company fails to meet the servicer  eligibility  requirements of the Supplemental
PMI Insurer; or"]

        (e)    Section ____  Annual Statement as to Compliance.

        The Company will  deliver to the Master  Servicer on or before  March 15 of each year,  beginning  with
March 15, 200__,  an Officers'  Certificate  stating that (i) a review of the  activities of the Company during
the  preceding  calendar  year and of  performance  under this  Agreement  has been made  under such  officers'
supervision,  (ii) the Company has fully  complied with the  provisions of this Agreement and (iii) to the best
of such  officers'  knowledge,  based on such review,  the Company has fulfilled all of its  obligations  under
this  Agreement  throughout  such  year,  or,  if  there  has been a  default  in the  fulfillment  of any such
obligation, specifying each such default known to such officer and the nature and status thereof.

        (f)    Section ____ Annual Certification.

(a) The Company will deliver to the Master  Servicer,  on or before March 15 of each year  beginning  March 15,
200__ a  certification  in the form  attached  hereto as  Exhibit  __ with  respect  to the  servicing  reports
delivered by the Company pursuant to this Agreement,  the Company's  compliance with the servicing  obligations
set forth in this Agreement and any other  information  within the control of the Company.  Such  certification
shall be signed by the senior  officer in charge of servicing of the Company.  In addition,  the Company  shall
provide  such other  information  with  respect to the  Mortgage  Loans and the  servicing  and  administration
thereof  within the control of the Company  which shall be required to enable the Master  Servicer,  Trustee or
Depositor,  as  applicable,  to comply with the reporting  requirements  of the  Securities and Exchange Act of
1934, as amended.





       IN WITNESS  WHEREOF,  the parties  hereto have executed this PAAR Agreement as of the day and year first
above written.

                                                   EMC MORTGAGE CORPORATION
                                                   Assignor

                                                   By:
                                                   Name:
                                                   Title:


                                                   _________________________________
                                                   Assignee

                                                   By:
                                                   Name:
                                                   Title:


                                                   _________________________________
                                                   Company

                                                   By:
                                                   Name:
                                                   Title:


                                        EXHIBIT  ___

                                         FORM OF COMPANY CERTIFICATION

I, [identify certifying  individual],  certify to the [Trustee] [Seller] [Securities  Administrator]  [Mortgage
Loan Seller] [Purchaser] and [Master Servicer] that:

        1.     I have reviewed the servicing  reports  prepared by [COMPANY]  (the  "Company")  pursuant to the
[Servicing  Agreement] (the "Servicing  Agreement"),  dated as of __________ between __________ and the Company
(as  modified  by the AAR  Agreement  (as  defined  below) and  delivered  to [MASTER  SERVICER]  (the  "Master
Servicer") pursuant to the Assignment,  Assumption and Recognition Agreement (the "AAR Agreement"), dated as of
__________ among [ASSIGNOR] as Assignor, Company and [ASSIGNEE], as Assignee.

        2.     Based on my knowledge,  the information in these reports, taken as a whole, does not contain any
untrue  statement of a material fact or omit to state a material fact  necessary to make the  statements  made,
in light of the  circumstances  under which such statements were made, not misleading as of the last day of the
period covered by such servicing reports.

        3.     Based on my knowledge,  the servicing information required to be provided to the Master Servicer
under the Servicing Agreement and the AAR Agreement is included in these reports.

        4.     I am  responsible  for  reviewing  the  activities  performed  the Company  under the  Servicing
Agreement and the AAR Agreement and based upon the review  required  under the Servicing  Agreement and the AAR
Agreement,  and except as  disclosed in the Annual  Statement  of  Compliance,  the Company has  fulfilled  its
obligations under the Servicing Agreement and the AAR Agreement.

        5.     I have  disclosed  to  the  Master  Servicer's  certified  public  accountants  all  significant
deficiencies  relating to the Company's  compliance with the minimum  servicing  standards in accordance with a
review  conduced in compliance  with the Uniform  Single  Attestation  Program for Mortgage  Bankers or similar
standard as set forth in the Servicing Agreement and the AAR Agreement.

        Capitalized terms used but not defined herein have the meanings ascribed to them in the AAR Agreement.

Date:______________

_____________________
[Signature]
[Title]





                                                 ATTACHMENT 1

                                            ASSIGNED LOAN SCHEDULE





8





                                                 ATTACHMENT 2

                                 PURCHASE, WARRANTIES AND SERVICING AGREEMENT



                                                   EXHIBIT E

                                             FORM OF TRIAL BALANCE


                                                   EXHIBIT G

                                 REQUEST FOR RELEASE OF DOCUMENTS AND RECEIPT

RE:     Mortgage Loan #___________________________________
BORROWER:__________________________________________________
PROPERTY: __________________________________________________


Pursuant to a Purchase,  Warranties  and  Servicing  Agreement  (the  "Agreement")  between the Company and the
Purchaser,  the undersigned  hereby certifies that he or she is an officer of the Company requesting release of
the documents for the reason specified below.  The undersigned further certifies that:

(Check one of the items below)

_____   On  _________________,  the above captioned mortgage loan was paid in full or that the Company has been
notified  that  payment in full has been or will be escrowed.  The Company  hereby  certifies  that all amounts
with  respect  to this loan  which are  required  under the  Agreement  have been or will be  deposited  in the
Custodial Account as required.

_____   The above  captioned  loan is being  repurchased  pursuant to the terms of the  Agreement.  The Company
hereby  certifies  that the repurchase  price has been credited to the Custodial  Account as required under the
Agreement.

_____   The above  captioned  loan is being placed in  foreclosure  and the original  documents are required to
proceed with the foreclosure  action.  The Company hereby  certifies that the documents will be returned to the
Purchaser in the event of reinstatement.

_____   Other (explain)

_______________________________________________________
_______________________________________________________

All capitalized terms used herein and not defined shall have the meanings assigned to them in the Agreement.

        Based on this  certification and the indemnities  provided for in the Agreement,  please release to the
Company all original mortgage documents in your possession relating to this loan.

Dated:_________________

By:________________________________
     Signature
    ___________________________________
        Title

Send documents to:    _____________________________________________
_____________________________________________
_____________________________________________

Acknowledgement:

        Purchaser hereby  acknowledges that all original documents  previously  released on the above captioned
mortgage loan have  been returned and received by the Purchaser.


Dated:________________

By:________________________________
     Signature

    _______________________________
     Title



EXHIBIT H


                                       COMPANY'S UNDERWRITING GUIDELINES



                                                   EXHIBIT I


                                                  TERM SHEET

        This TERM SHEET (the "Term Sheet") dated [______],  between  Greenpoint  Mortgage Funding,  Inc., a New
York corporation,  located at 100 Wood Hollow Drive, Novato,  California 94945 (the "Company") and EMC Mortgage
Corporation,  a Delaware  corporation,  located at Mac Arthur  Ridge II,  909 Hidden  Ridge  Drive,  Suite 200,
Irving,  Texas 75038 (the  "Purchaser") is made pursuant to the terms and conditions of that certain  Purchase,
Warranties and Servicing  Agreement (the  "Agreement")  dated as of September 1, 2003,  between the Company and
the Purchaser,  the provisions of which are incorporated  herein as if set forth in full herein,  as such terms
and conditions  may be modified or  supplemented  hereby.  All initially  capitalized  terms used herein unless
otherwise defined shall have the meanings ascribed thereto in the Agreement.

        The Purchaser hereby  purchases from the Company and the Company hereby sells to the Purchaser,  all of
the Company's  right,  title and interest in and to the Mortgage Loans  described on the Mortgage Loan Schedule
annexed  hereto as Schedule I, pursuant to and in  accordance  with the terms and  conditions  set forth in the
Agreement,  as same may be  supplemented  or  modified  hereby.  Hereinafter,  the  Company  shall  service the
Mortgage Loans for the benefit of the Purchaser and all  subsequent  transferees of the Mortgage Loans pursuant
to and in accordance with the terms and conditions set forth in the Agreement.

1.      Definitions

        For purposes of the Mortgage  Loans to be sold pursuant to this Term Sheet,  the following  terms shall
have the following meanings:

Aggregate Principal Balance
(as of the Cut-Off Date):

Closing Date:

Custodian:

Cut-off Date:

Initial Weighted Average
Mortgage Loan Remittance Rate:

Mortgage Loan:

Purchase Price Percentage:

Servicing Fee Rate:
Additional Closing Conditions:

In addition  to the  conditions  specified  in the  Agreement,  the  obligation  of each of the Company and the
Purchaser  is  subject  to the  fulfillment,  on or prior to the  applicable  Closing  Date,  of the  following
additional conditions:   [None].

Additional Loan Documents:

In addition to the contents of the Mortgage File specified in the Agreement,  the following  documents shall be
delivered with respect to the Mortgage Loans:   [None]

[Additional] [Modification] of Representations and Warranties:

    [In addition to the representations and warranties set forth in the Agreement, as of the date hereof, the
    Company makes the following additional representations and warranties with respect to the Mortgage
    Loans:  [None].  [Notwithstanding anything to the contrary set forth in the Agreement, with respect to
    each Mortgage Loan to be sold on the Closing Date, the representation and warranty set forth in Section
    ______ of the Agreement shall be modified to read as follows:]


        Except as modified herein, Section ______ of the Agreement shall remain in full force and effect as of
the date hereof.





               IN WITNESS WHEREOF, the parties hereto have caused their names to be signed hereto by their
respective duly authorized officers as of the date first above written.


                             GREENPOINT MORTGAGE FUNDING, INC.

                             By:                                 
                             Name:                               
                             Title:                              



                             EMC MORTGAGE CORPORATION


                             By:                                 
                             Name:                               
                             Title:                              













                                                  SCHEDULE I

                                            MORTGAGE LOAN SCHEDULE


                                                   EXHIBIT J

                                     RECONSTITUTED MORTGAGE LOAN REPORTING


 (a)       Servicer Mortgage Loan Number
 (b)       FNMA Mortgage Loan Number (if applicable)
 (c)       Lender/Seller Mortgage Loan Number (if available)
 (d)       Scheduled Balance (scheduled end of month balance reporting to Master Servicer/Trustee)
 (e)       Actual Balance (actual end of month balance received from Mortgagor)
 (f)       Gross Rate (current gross rate)
 (g)       Net Rate (current passthrough)
 (h)       Last Payment Date (LPI_DATE in Fannie's Laser Reporting)
 (i)       Delinquency Month (if available)
 (j)       Default Flag, i.e. FC, REO, etc. (if available)
 (k)       Pay-In-Full Date (Mortgage Loan paid off by Mortgagor)
 (l)       Foreclosure start date
 (m)       Foreclosure end date
 (n)       REO Property date
 (o)       With respect to Liquidated Mortgage Loans:
           (i)  amount of loss or gain (as applicable)
           (ii)  the date of the loss or gain.
           (iii)  the liquidation reason (paid in full or repurchased out of deal)
 (p)       Fannie's Laser Reporting
           (i)  Action Code (for default or paid off Mortgage Loans; i.e. 60, 65, etc.)
           (ii)  Action Date
           (iii)  Remit Prin (submitted principal amount)
           (iv)  Remit Int (submitted interest amount)
           (v)  Pool/Invest indicator (indicating Schedule/Schedule or Actual/Actual pool)





                                             AMENDMENT NUMBER ONE
                                                    to the

                                 PURCHASE, WARRANTIES AND SERVICING AGREEMENT

                                          Dated as of January 1, 2006

                                                    between

                                           EMC MORTGAGE CORPORATION,
                                                 as Purchaser

                                                      and

                                      GREENPOINT MORTGAGE FUNDING, INC.,
                                                  as Company

        This AMENDMENT  NUMBER ONE (this  "Amendment") is made and entered into this 1st day of January,  2006,
by and  between  EMC  Mortgage  Corporation,  a  Delaware  corporation,  as  purchaser  (the  "Purchaser")  and
GreenPoint Mortgage Funding,  Inc., as company (the "Company") in connection with the Purchase,  Warranties and
Servicing  Agreement,  dated as of September 1, 2003,  between the above mentioned  parties (the  "Agreement").
This Amendment is made pursuant to Section 11.02 of the Agreement.

                                                   RECITALS

        WHEREAS,      the parties hereto have entered into the Agreement;

        WHEREAS, the Agreement provides that the parties thereto may enter into an amendment to the Agreement;

        WHEREAS, the parties hereto desire to amend the Agreement as set forth in this Amendment; and

        NOW,  THEREFORE,  in consideration of the premises and for other good and valuable  consideration,  the
receipt and sufficiency of which is hereby acknowledged, the parties hereto agree as follows:

        1.     Capitalized  terms used herein and not defined  herein shall have the meanings  assigned to such
terms in the Agreement.

        2.     Article I of the  Agreement  is hereby  amended  effective  as of the date  hereof by adding the
following definitions to Section 1.01:

        Commission or SEC:  The Securities and Exchange Commission.

        Depositor:  The depositor, as such term is defined in Regulation AB, with respect to any Securitization
        Transaction.

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

        Master  Servicer:  With  respect to any  Securitization  Transaction,  the "master  servicer,"  if any,
identified in the related transaction documents.

        Pass-Through  Transfer: Any transaction involving either (1) a sale or other transfer of some or all of
the Mortgage  Loans  directly or  indirectly to an issuing  entity in  connection  with an issuance of publicly
offered or  privately  placed,  rated or unrated  mortgage-backed  securities  or (2) an  issuance  of publicly
offered or privately placed,  rated or unrated  securities,  the payments on which are determined  primarily by
reference to one or more portfolios of residential  mortgage loans consisting,  in whole or in part, of some or
all of the Mortgage Loans.

        Prepayment Charge: Any prepayment premium,  penalty or charge payable by a Mortgagor in connection with
any Principal Prepayment on a Mortgage Loan pursuant to the terms of the related Mortgage Note.

        Qualified Correspondent:  Any Person from which the Company purchased Mortgage Loans, provided that the
following  conditions are satisfied:  (i) such Mortgage Loans were originated  pursuant to an agreement between
the Company and such Person that  contemplated  that such Person would  underwrite  mortgage loans from time to
time,  for  sale  to the  Company,  in  accordance  with  underwriting  guidelines  designated  by the  Company
("Designated Guidelines") or guidelines that do not vary materially from such Designated Guidelines;  (ii) such
Mortgage  Loans were in fact  underwritten  as described  in clause (i) above and were  acquired by the Company
within 180 days after origination;  (iii) either (x) the Designated  Guidelines were, at the time such Mortgage
Loans were  originated,  used by the Company in  origination of mortgage loans of the same type as the Mortgage
Loans for the  Company's own account or (y) the  Designated  Guidelines  were, at the time such Mortgage  Loans
were underwritten,  designated by the Company on a consistent basis for use by lenders in originating  mortgage
loans to be purchased by the  Company;  and (iv) the Company  employed,  at the time such  Mortgage  Loans were
acquired by the Company,  pre-purchase or post-purchase quality assurance procedures (which may involve,  among
other  things,  review of a sample of  mortgage  loans  purchased  during a  particular  time period or through
particular  channels)  designed to ensure that Persons from which it purchased  mortgage loans properly applied
the underwriting criteria designated by the Company.

        Regulation   AB:   Subpart   229.1100  -  Asset   Backed   Securities   (Regulation   AB),   17  C.F.R.
§§229.1100-229.1123,  as amended from time to time, and subject to such  clarification  and  interpretation  as
have been provided by the Commission in the adopting release (Asset-Backed  Securities,  Securities Act Release
No.  33-8518,  70 Fed.  Reg.  1,506,  1,531  (Jan.  7, 2005)) or by the staff of the  Commission,  or as may be
provided by the Commission or its staff from time to time.

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

        Securitization  Transaction:  Any transaction  involving either (1) a sale or other transfer of some or
all of the  Mortgage  Loans  directly or  indirectly  to an issuing  entity in  connection  with an issuance of
publicly  offered or  privately  placed,  rated or unrated  mortgage-backed  securities  or (2) an  issuance of
publicly  offered or  privately  placed,  rated or unrated  securities,  the  payments on which are  determined
primarily by reference to one or more  portfolios of  residential  mortgage  loans  consisting,  in whole or in
part, of some or all of the Mortgage Loans.

        Servicing  Criteria:  As of any date of  determination,  the  "servicing  criteria"  set  forth in Item
1122(d) of Regulation  AB, or any amendments  thereto,  a summary of the  requirements  of which as of the date
hereof is  attached  hereto as Exhibit M for  convenience  of  reference  only.  In the event of a conflict  or
inconsistency  between the terms of Exhibit M and the text of Item 1122(d) of  Regulation  AB, the text of Item
1122(d) of  Regulation  AB shall  control (or those  Servicing  Criteria  otherwise  mutually  agreed to by the
Purchaser,  the Company and any Person that will be  responsible  for signing any Sarbanes  Certification  with
respect  to a  Securitization  Transaction  in  response  to  evolving  interpretations  of  Regulation  AB and
incorporated into a revised Exhibit M).

        Static Pool  Information:  Static pool information as described in Item  1105(a)(1)-(3)  and 1105(c) of
Regulation AB.

        Subcontractor:  Any  vendor,  subcontractor  or other  Person that is not  responsible  for the overall
servicing (as "servicing" is commonly understood by participants in the  mortgage-backed  securities market) of
Mortgage  Loans but performs one or more  discrete  functions  identified in Item 1122(d) of Regulation AB with
respect to Mortgage Loans under the direction or authority of the Company or a Subservicer.

        Third-Party  Originator:  Each Person, other than a Qualified  Correspondent,  that originated Mortgage
Loans acquired by the Company.

        3.     Article I of the Agreement is hereby amended  effective as of the date hereof by deleting in its
entirety the definition of Subservicer in Section 1.01 and replacing it with the following:

        Subservicer:  Any Person that services  Mortgage Loans on behalf of the Company or any  Subservicer and
is  responsible  for the  performance  (whether  directly  or  through  Subservicers  or  Subcontractors)  of a
substantial  portion of the material  servicing  functions  required to be performed by the Company  under this
Agreement or any applicable Reconstitution Agreement that are identified in Item 1122(d) of Regulation AB.

        4.     Article I of the Agreement is hereby amended  effective as of the date hereof by deleting in its
entirety the definition of Principal Prepayment in Section 1.01 and replacing it with the following:

        Principal  Prepayment:  Any payment or other  recovery of principal on a Mortgage  Loan full or partial
which is  received in advance of its  scheduled  Due Date,  including  any  Prepayment  Charge and which is not
accompanied by an amount of interest  representing  scheduled interest due on any date or dates in any month or
months subsequent to the month of prepayment.

        5.     Article  III of the  Agreement  is hereby  amended  effective  as of the date hereof by revising
Section 3.01(n) as follows (new text underlined):

        (n)    Company has delivered to the  Purchaser  financial  statements  of its parent,  for its last two
complete fiscal years. All such financial  information  fairly presents the pertinent results of operations and
financial  position  for the period  identified  and has been  prepared in  accordance  with GAAP  consistently
applied  throughout the periods  involved,  except as set forth in the notes thereto.  There has been no change
in the servicing policies and procedures,  business, operations,  financial condition,  properties or assets of
the Company since the date of the Company's  financial  information  that would have a material  adverse effect
on its ability to perform its obligations under this Agreement;

        6.     Article III of the  Agreement  is hereby  amended  effective as of the date hereof by adding the
following new Section 3.01(p):

        (p)    As of the date of each Pass-Through  Transfer, and except as has been otherwise disclosed to the
Purchaser,  any Master  Servicer and any  Depositor:  (1) the Company is not aware and has not received  notice
that any default or servicing related  performance  trigger has occurred as to any other  securitization due to
any act or failure to act of the Company;  (2) no material  noncompliance with applicable servicing criteria as
to any other  securitization  has been  disclosed  or  reported  by the  Company;  (3) the Company has not been
terminated as servicer in a residential mortgage loan  securitization,  either due to a servicing default or to
application of a servicing  performance  test or trigger;  (4) no material  changes to the Company's  servicing
policies and procedures for similar loans has occurred in the preceding  three years;  (5) there are no aspects
of the Company's  financial  condition  that could have a material  adverse  impact on the  performance  by the
Company of its obligations  hereunder;  (6) there are no legal proceedings pending, or known to be contemplated
by governmental  authorities,  against the Company that could be material to investors in the securities issued
in such Pass-Through  Transfer;  and (7) there are no affiliations,  relationships or transactions  relating to
the Company of a type that are described under Item 1119 of Regulation AB.

        7.     Article III of the  Agreement  is hereby  amended  effective as of the date hereof by adding the
following new Section 3.01(q):

        (q)    If so requested by the Purchaser or any Depositor on any date,  the Company  shall,  within five
Business Days following  such request,  confirm in writing the accuracy of the  representations  and warranties
set forth in Section  3.01(p) of this  Section or, if any such  representation  and warranty is not accurate as
of the date of such request,  provide  reasonably  adequate  disclosure of the pertinent facts, in writing,  to
the requesting party.

        8.     Article III of the  Agreement  is hereby  amended  effective as of the date hereof by adding the
following new Section 3.01(r):

        (r)    Notwithstanding  anything to the contrary in the  Agreement,  the Company  shall (or shall cause
each Subservicer and Third-Party  Originator to) (i) immediately notify the Purchaser,  any Master Servicer and
any Depositor in writing of (A) any litigation or governmental  proceedings  pending  against the Company,  any
Subservicer or any  Third-Party  Originator  that could be material to investors in the securities  issued in a
Pass-Through  Transfer,  (B) any  affiliations or  relationships  that develop  following the closing date of a
Pass-Through  Transfer  between the Company,  any  Subservicer  or any  Third-Party  Originator  and any of the
parties  specified in clause (7) of paragraph (p) of this Section (and any other parties  identified in writing
by the requesting party) with respect to such Pass-Through  Transfer,  (C) any Event of Default under the terms
of this Agreement or any applicable  Reconstitution  Agreement related thereto,  (D) any merger,  consolidation
or sale of substantially  all of the assets of the Company,  and (E) the Company's entry into an agreement with
a  Subservicer  to  perform  or  assist in the  performance  of any of the  Company's  obligations  under  this
Agreement or any  Reconstitution  Agreement  and (ii) provide to the  Purchaser and any Depositor a description
of such proceedings, affiliations or relationships.

        All   notifications   pursuant  to  this  Section  3.01(r),   other  than  those  pursuant  to  Section
3.01(r)(i)(A), should be sent to:

        EMC Mortgage Corporation
        2780 Lake Vista Drive
        Lewisville, TX 75067-3884
        Attention:  Conduit Seller Approval Dept.
        Facsimile:  (214) 626-3751
        Email:  sellerapproval@bear.com

        With a copy to:

        Bear, Stearns & Co. Inc.
        383 Madison Avenue, 3rd Floor
        New, York, NY 10179
        Attention:  Global Credit Administration
        Facsimile:  (212) 272-6564

        Notifications pursuant to Section 3.01(r)(i)(A) should be sent to:

        EMC Mortgage Corporation
        Two Mac Arthur Ridge
        909 Hidden Ridge Drive, Suite 200
        Irving, TX 75038
        Attention:  Associate General Counsel for Loan Administration
        Facsimile:  (972) 831-2555

        With copies to:

        Bear, Stearns & Co. Inc.
        383 Madison Avenue, 3rd Floor
        New, York, NY 10179
        Attention:  Global Credit Administration
        Facsimile:  (212) 272-6564

        EMC Mortgage Corporation
        2780 Lake Vista Drive
        Lewisville, TX 75067-3884
        Attention:  Conduit Seller Approval Dept.
        Facsimile:  (214) 626-3751
        Email:  sellerapproval@bear.com

        9.     Article III of the  Agreement  is hereby  amended  effective as of the date hereof by adding the
following new Section 3.01(s):

        (s)    As a condition to the  succession to the Company or any  Subservicer  as servicer or subservicer
under this Agreement or any applicable  Reconstitution  Agreement  related thereto by any Person (i) into which
the Company or such  Subservicer may be merged or  consolidated,  or (ii) which may be appointed as a successor
to the Company or any  Subservicer,  the Company shall provide to the  Purchaser,  any Master  Servicer and any
Depositor,  at least 15 calendar  days prior to the  effective  date of such  succession  or  appointment,  (x)
written notice to the Purchaser,  any Master  Servicer and any Depositor of such  succession or appointment and
(y) in writing and in form and substance  reasonably  satisfactory  to the Purchaser,  any Master  Servicer and
such Depositor,  all information  reasonably  requested by the Purchaser,  any Master Servicer or any Depositor
in order to comply  with its  reporting  obligation  under  Item 6.02 of Form 8-K with  respect to any class of
asset-backed securities.

        10.    Article III of the  Agreement  is hereby  amended  effective as of the date hereof by adding the
following new Section 3.02(xx):

        With respect to each Mortgage  Loan,  information  regarding the borrower  credit files related to such
Mortgage Loan has been  furnished to credit  reporting  agencies in compliance  with the provisions of the Fair
Credit Reporting Act and the applicable implementing regulations.

        11.    Article IV of the  Agreement  is hereby  amended  effective as of the date hereof by adding this
paragraph after the first sentence of Section 4.01:

        In addition,  the Company shall furnish information regarding the borrower credit files related to such
Mortgage Loan to credit  reporting  agencies in compliance with the provisions of the Fair Credit Reporting Act
and the applicable implementing regulations.

        12.    Article IV of the  Agreement  is hereby  amended  effective as of the date hereof by deleting in
its entirety the last paragraph of Section 4.02 and replacing it with the following:

        The Company shall not waive any Prepayment  Charge unless:  (i) the  enforceability  thereof shall have
been  limited  by  bankruptcy,  insolvency,  moratorium,  receivership  and  other  similar  laws  relating  to
creditors' rights generally,  (ii) the enforcement  thereof is illegal,  or any local,  state or federal agency
has  threatened  legal  action  if the  prepayment  penalty  is  enforced,  (iii)  the  mortgage  debt has been
accelerated in connection with a foreclosure or other  involuntary  payment or (iv) such waiver is standard and
customary in servicing  similar  Mortgage  Loans and relates to a default or a reasonably  foreseeable  default
and would, in the reasonable  judgment of the Company,  maximize recovery of total proceeds taking into account
the value of such  Prepayment  Charge and the related  Mortgage  Loan.  If a Prepayment  Charge is waived,  but
does not meet the  standards  described  above,  then the  Company is required to pay the amount of such waived
Prepayment Charge by remitting such amount to the Purchaser by the Remittance Date.

        13.    Article IV of the  Agreement is hereby  amended  effective as of the date hereof by revising the
first paragraph of Section 4.03 by adding the following after the first sentence:

        In  determining  the  delinquency  status  of any  Mortgage  Loan,  the  Company  will use  delinquency
recognition  policies as  described  to and  approved by the  Purchaser,  and shall  revise  these  policies as
requested by the Purchaser from time to time.

        14.    Article V of the  Agreement  is  hereby  amended  effective  as of the date  hereof by  deleting
Section 5.02 in its entirety and replacing it with the following:

        Section 5.02  Statements to the Purchaser.

        The Company shall furnish to Purchaser an individual  loan accounting  report,  as of the last Business
Day of each month, in the Company's  assigned loan number order to document  Mortgage Loan payment  activity on
an individual  Mortgage Loan basis.  With respect to each month, the  corresponding  individual loan accounting
report shall be received by the  Purchaser no later than the fifth  Business  Day of the  following  month on a
disk  or tape  or  other  computer-readable  format  in such  format  as may be  mutually  agreed  upon by both
Purchaser  and Company,  and no later than the fifth  Business  Day of the  following  month in hard copy,  and
shall contain the following:

        (i)    with respect to each  Mortgage  Loan and each  Monthly  Payment,  the amount of such  remittance
allocable to principal  (including a separate  breakdown of any  Principal  Prepayment,  including  the date of
such  prepayment,  and any  prepayment  penalties  or  premiums,  along with a detailed  report of  interest on
principal prepayment amounts remitted in accordance with Section 4.04);

        (ii)   with respect to each  Mortgage  Loan and each  Monthly  Payment,  the amount of such  remittance
allocable to interest;

        (iii)  with  respect to each  Mortgage  Loan,  the amount of  servicing  compensation  received  by the
Company during the prior distribution period;

        (iv)   the Stated Principal  Balance of each Mortgage Loan and the aggregate  Stated Principal  Balance
of all  Mortgage  Loans as of the first day of the  distribution  period  and the last day of the  distribution
period;

        (v)    with respect to each Mortgage Loan, the current Mortgage Interest Rate;

        (vi)   with  respect  to  each  Mortgage  Loan,  the  aggregate  amount  of  any  Insurance   Proceeds,
Condemnation   Proceeds,   Liquidation  Proceeds  and  REO  Disposition  Proceeds  received  during  the  prior
distribution period;

        (vii)  with respect to each Mortgage  Loan, the amount of any Prepayment  Interest  Shortfalls  paid by
the Company in accordance with Section 4.04(viii) during the prior distribution period;

        (viii) the beginning and ending balances of the Custodial Account and Escrow Account;

        (ix)   the number of Mortgage Loans as of the first day of the distribution  period and the last day of
the distribution period;

        (x)    with respect to each  Mortgage  Loan,  the Stated  Principal  Balance of each  Mortgage Loan (a)
delinquent as grouped in the following  intervals  through final  liquidation  of such Mortgage  Loan: 30 to 59
days,  60 to 89 days,  90 days or more;  (b) as to which  foreclosure  has  commenced;  and (c) as to which REO
Property has been acquired;

        (xi)   with respect to each  Mortgage  Loan,  the amount and severity of any  realized  loss  following
liquidation of such Mortgage Loan;

        (xii)  with respect to each Mortgage Loan, and in the aggregate for all Mortgage  Loans,  the amount of
any Monthly Advances made by the Company during the prior distribution period;

        (xiii) with respect to each Mortgage Loan, a description of any Servicing  Advances made by the Company
with  respect to such  Mortgage  Loan  including  the  amount,  terms and  general  purpose  of such  Servicing
Advances,  and the aggregate amount of Servicing  Advances for all Mortgage Loans during the prior distribution
period;

        (xiv)  with respect to each Mortgage  Loan, a description  of any  Nonrecoverable  Advances made by the
Company  with  respect  to such  Mortgage  Loan  including  the  amount,  terms  and  general  purpose  of such
Nonrecoverable  Advances,  and the aggregate  amount of  Nonrecoverable  Advances for all Mortgage Loans during
the prior distribution period;

        (xv)   with respect to each Mortgage Loan, a description of any Monthly  Advances,  Servicing  Advances
and  Nonrecoverable  Advances  reimbursed  to the Company with respect to such  Mortgage  Loan during the prior
distribution  period  pursuant  to  Section  4.05,  and the  source  of funds for such  reimbursement,  and the
aggregate amount of any Monthly Advances,  Servicing  Advances and  Nonrecoverable  Advances  reimbursed to the
Company for all Mortgage Loans during the prior distribution period pursuant to Section 4.05;

        (xvi)  with respect to any Mortgage  Loan, a description of any material  modifications,  extensions or
waivers to the terms, fees,  penalties or payments of such Mortgage Loan during the prior  distribution  period
or that have cumulatively become material over time;

        (xvii) a description of any material breach of a  representation  or warranty set forth in Section 3.01
or Section  3.02 herein or of any other breach of a covenant or  condition  contained  herein and the status of
any resolution of such breach;

        (xviii)with respect to each Mortgage Loan,  the Stated  Principal  Balance of any  substitute  Mortgage
Loan  provided by the Company and the Stated  Principal  Balance of any Mortgage Loan that has been replaced by
a substitute Mortgage Loan in accordance with Section 3.03 herein;

        (xix)  with respect to each Mortgage Loan, the Stated  Principal  Balance of any Mortgage Loan that has
been repurchased by the Company in accordance with Section 3.03 herein.

        In addition,  the Company shall provide to the Purchaser such other  information  known or available to
the Company  that is  necessary  in order to provide  the  distribution  and pool  performance  information  as
required  under Item 1121 of  Regulation  AB, as amended from time to time,  as  determined by the Purchaser in
its sole  discretion.  The Company  shall also provide a monthly  report,  in the form of Exhibit E hereto,  or
such other form as is mutually  acceptable to the Company,  the Purchaser  and any Master  Servicer,  Exhibit F
with respect to defaulted  mortgage loans and Exhibit P, with respect to realized  losses and gains,  with each
such report.

        The Company shall prepare and file any and all information  statements or other filings  required to be
delivered to any governmental  taxing authority or to Purchaser  pursuant to any applicable law with respect to
the  Mortgage  Loans  and the  transactions  contemplated  hereby.  In  addition,  the  Company  shall  provide
Purchaser  with such  information  concerning  the Mortgage  Loans as is necessary for Purchaser to prepare its
federal income tax return as Purchaser may reasonably request from time to time.

        In  addition,  not more than sixty (60) days after the end of each  calendar  year,  the Company  shall
furnish to each  Person who was a  Purchaser  at any time  during such  calendar  year an annual  statement  in
accordance with the  requirements  of applicable  federal income tax law as to the aggregate of remittances for
the applicable portion of such year.

        15.    Article VI of the  Agreement  is hereby  amended  effective  as of the date  hereof by  deleting
Section 6.04 in its entirety and replacing it with the following:

        Section 6.04  Annual Statement as to Compliance; Annual Certification.

        (a)    The Company will deliver to the  Purchaser  and any Master  Servicer,  not later than March 1 of
each  calendar  year  beginning in 2007,  an Officers'  Certificate  acceptable  to the  Purchaser  (an "Annual
Statement of Compliance")  stating,  as to each signatory  thereof,  that (i) a review of the activities of the
Company  during the preceding  calendar year (or  applicable  portion  thereof) and of  performance  under this
Agreement or other applicable  servicing  agreement has been made under such officers'  supervision and (ii) to
the best of such officers'  knowledge,  based on such review,  the Company has fulfilled all of its obligations
under this Agreement or other  applicable  servicing  agreement in all material  respects  throughout such year
(or  applicable  portion  thereof),  or, if there has been a failure  to  fulfill  any such  obligation  in any
material  respect,  specifying  each such  failure  known to such  officer  and the  nature  and status of cure
provisions  thereof.  Such Annual  Statement of Compliance  shall contain no restrictions or limitations on its
use.  Copies of such  statement  shall be  provided  by the Company to the  Purchaser  upon  request and by the
Purchaser to any Person  identified as a  prospective  purchaser of the Mortgage  Loans.  In the event that the
Company has delegated any servicing  responsibilities with respect to the Mortgage Loans to a Subservicer,  the
Company shall deliver an officer's  certificate  (an "Annual  Certification")  of the  Subservicer as described
above as to each Subservicer as and when required with respect to the Company.

        (b)    With respect to any Mortgage Loans that are the subject of a Pass-Through  Transfer,  by March 1
of each  calendar  year  beginning  in 2007,  an officer of the  Company  shall  execute  and deliver an Annual
Certification  to the  Purchaser,  any Master  Servicer and any related  Depositor for the benefit of each such
entity  and such  entity's  affiliates  and the  officers,  directors  and  agents of any such  entity and such
entity's  affiliates,  in the form  attached  hereto as Exhibit L. In the event that the Company has  delegated
any servicing  responsibilities with respect to the Mortgage Loans to a Subservicer,  the Company shall deliver
an Annual  Certification  of the  Subservicer  as described  above as to each  Subservicer as and when required
with respect to the Company.

        (c)    If  the  Company  cannot   deliver  the  related  Annual   Statement  of  Compliance  or  Annual
Certification  by March 1st of such year, the Purchaser,  at its sole option,  may permit a cure period for the
Company to deliver such Annual  Statement of  Compliance  or Annual  Certification,  but in no event later than
March 10th of such year.

        Failure of the  Company to timely  comply with this  Section  6.04 shall be deemed an Event of Default,
automatically,  without notice and without any cure period,  unless otherwise agreed to by the Purchaser as set
forth in 6.04(c),  and Purchaser  may, in addition to whatever  rights the  Purchaser  may have under  Sections
3.03 and 8.01 and at law or equity  or to  damages,  including  injunctive  relief  and  specific  performance,
terminate all the rights and  obligations  of the Company under this Agreement and in and to the Mortgage Loans
and the proceeds  thereof  without  compensating  the Company for the same, as provided in Section  9.01.  Such
termination  shall be considered with cause pursuant to Section 10.01 of this  Agreement.  This paragraph shall
supercede any other provision in this Agreement or any other agreement to the contrary.


        16.    Article VI of the  Agreement  is hereby  amended  effective  as of the date  hereof by  deleting
Section 6.05 in its entirety and replacing it with the following:

        Section 6.05  [Reserved]

        17.    Article VI of the  Agreement  is hereby  amended  effective  as of the date hereof by adding the
following new Section 6.07:

        Section 6.07  Assessment of Compliance with Servicing Criteria.

        On and after  January  1,  2006,  the  Company  shall  service  and  administer,  and shall  cause each
subservicer to servicer or administer,  the Mortgage Loans in accordance  with all applicable  requirements  of
the Servicing Criteria.

        With respect to any Mortgage Loans that are the subject of a Pass-Through  Transfer,  the Company shall
deliver to the  Purchaser or its designee,  any Master  Servicer and any Depositor on or before March 1 of each
calendar year  beginning in 2007, a report (an  "Assessment  of  Compliance")  reasonably  satisfactory  to the
Purchaser,  any Master  Servicer and any Depositor  regarding the Company's  assessment of compliance  with the
Servicing  Criteria  during the preceding  calendar year as required by Rules 13a-18 and 15d-18 of the Exchange
Act and Item 1122 of  Regulation  AB or as  otherwise  required  by the Master  Servicer,  which as of the date
hereof, require a report by an authorized officer of the Company that contains the following:

        (a)    A statement by such officer of its  responsibility  for assessing  compliance with the Servicing
Criteria applicable to the Company;

        (b)    A statement by such officer that such officer used the Servicing  Criteria to assess  compliance
with the Servicing Criteria applicable to the Company;

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

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

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

        Such report at a minimum  shall  address each of the Servicing  Criteria  specified on a  certification
substantially  in the form of Exhibit O hereto  delivered to the Purchaser  concurrently  with the execution of
this Agreement.

        With respect to any Mortgage Loans that are the subject of a Pass-Through  Transfer, on or before March
1 of each calendar  year  beginning in 2007,  the Company  shall furnish to the Purchaser or its designee,  any
Master Servicer and any Depositor a report (an  "Attestation  Report") by a registered  public  accounting firm
that  attests  to, and reports on, the  Assessment  of  Compliance  made by the  Company,  as required by Rules
13a-18 and 15d-18 of the  Exchange  Act and Item  1122(b) of  Regulation  AB or as  otherwise  required  by the
Master Servicer,  which  Attestation  Report must be made in accordance with standards for attestation  reports
issued or adopted by the Public Company Accounting Oversight Board.

        The Company shall cause each Subservicer,  and each Subcontractor determined by the Company pursuant to
Section 11.20 to be  "participating  in the servicing  function"  within the meaning of Item 1122 of Regulation
AB, to deliver to the  Purchaser,  any Master  Servicer  and any  Depositor an  assessment  of  compliance  and
accountants' attestation as and when provided in Sections 6.07.

        If the Company cannot deliver the related  Assessment of Compliance or Attestation  Report by March 1st
of such year,  the  Purchaser,  at its sole  option,  may permit a cure period for the Company to deliver  such
Assessment of Compliance or Attestation Report, but in no event later than March 10th of such year.

        Failure of the  Company to timely  comply with this  Section  6.07 shall be deemed an Event of Default,
automatically,  without  notice and without any cure period,  unless  otherwise  agreed to by the  Purchaser as
described  herein,  and Purchaser  may, in addition to whatever  rights the  Purchaser may have under  Sections
3.03 and 8.01 and at law or equity  or to  damages,  including  injunctive  relief  and  specific  performance,
terminate all the rights and  obligations  of the Company under this Agreement and in and to the Mortgage Loans
and the proceeds  thereof  without  compensating  the Company for the same, as provided in Section  9.01.  Such
termination  shall be considered with cause pursuant to Section 10.01 of this  Agreement.  This paragraph shall
supercede any other provision in this Agreement or any other agreement to the contrary.

        18.    Article VI of the  Agreement  is hereby  amended  effective  as of the date hereof by adding the
following new Section 6.08:

        Section 6.08  Intent of the Parties; Reasonableness.

        The Purchaser and the Company  acknowledge and agree that a purpose of Sections  3.01(p),  5.02,  6.04,
6.07 and 11.18 of this  Agreement is to facilitate  compliance  by the  Purchaser  and any  Depositor  with the
provisions of Regulation AB and related rules and  regulations of the  Commission.  None of the Purchaser,  any
master  Servicer  or any  Depositor  shall  exercise  its right to request  delivery  of  information  or other
performance  under these  provisions  other than in good faith,  or for purposes other than compliance with the
Securities  Act, the Exchange  Act and the rules and  regulations  of the  Commission  thereunder.  The Company
acknowledges  that  interpretations  of the requirements of Regulation AB may change over time,  whether due to
interpretive  guidance  provided  by  the  Commission  or  its  staff,  consensus  among  participants  in  the
asset-backed  securities markets,  advice of counsel, or otherwise,  and agrees to comply with requests made by
the Purchaser or any Depositor in good faith for delivery of  information  under these  provisions on the basis
of evolving  interpretations of Regulation AB. In connection with any Pass-Through  Transfer, the Company shall
cooperate  fully with the Purchaser to deliver to the Purchaser  (including  any of its assignees or designees)
and any  Depositor,  any  and all  statements,  reports,  certifications,  records  and any  other  information
necessary in the good faith  determination  of the  Purchaser or any  Depositor to permit the Purchaser or such
Depositor to comply with the  provisions  of Regulation  AB,  together  with such  disclosures  relating to the
Company, any Subservicer,  any Third-Party  Originator and the Mortgage Loans, or the servicing of the Mortgage
Loans,  reasonably  believed  by the  Purchaser  or any  Depositor  to be  necessary  in order to  effect  such
compliance.

        19.    Article IX of the  Agreement is hereby  amended  effective as of the date hereof by deleting the
first  sentence  of the  last  paragraph  of  Section  9.01  and  replacing  it with the  following  (new  text
underlined):

               Then,  and in each and  every  such  case,  so long as an Event of  Default  shall not have been
remedied,  the Purchaser,  by notice in writing to the Company (except in the case of an Event of Default under
clauses (iii),  (iv) or (v) above,  or as otherwise  stated herein,  in which case,  automatically  and without
notice) may, in addition to whatever  rights the Purchaser may have under  Sections 3.03 and 8.01 and at law or
equity or to damages,  including  injunctive  relief and  specific  performance,  terminate  all the rights and
obligations  of the Company (and if the Company is servicing  any of the Mortgage  Loans in a  Securitization
Transaction,   appoint  a  successor  servicer  reasonably   acceptable  to  any  Master  Servicer  for  such
Securitization  Transaction)  under this  Agreement and in and to the Mortgage  Loans and the proceeds  thereof
without compensating the Company for the same.

        20.    Article IX of the  Agreement  is hereby  amended  effective  as of the date hereof by adding the
following at the end of the last paragraph of Section 9.01:

        The Company shall promptly reimburse the Purchaser (or any designee of the Purchaser,  such as a master
servicer) and any Depositor,  as applicable,  for all  reasonable  expenses  incurred by the Purchaser (or such
designee) or such  Depositor,  as such are  incurred,  in  connection  with the  termination  of the Company as
servicer  pursuant  to this  Section  and the  resulting  transfer  of  servicing  of the  Mortgage  Loans to a
successor  servicer.  The  provisions of this paragraph  shall not limit  whatever  rights the Purchaser or any
Depositor may have under other  provisions of this  Agreement  and/or any applicable  Reconstitution  Agreement
related  thereto  or  otherwise,  whether  in  equity  or at  law,  such as an  action  for  damages,  specific
performance or injunctive relief.

        21.    Article XI of the  Agreement  is hereby  amended  effective  as of the date hereof by  restating
Section 11.18 in its entirety as follows:

        Section 11.18.Cooperation of Company with a Reconstitution.

        The Company and the  Purchaser  agree that with  respect to some or all of the  Mortgage  Loans,  on or
after the related Closing Date, on one or more dates (each a  "Reconstitution  Date") at the  Purchaser's  sole
option,  the Purchaser may effect a sale (each, a  "Reconstitution")  of some or all of the Mortgage Loans then
subject to this Agreement, without recourse, to:

        (a)    one or more third party  purchasers in one or more in whole loan transfers  (each, a "Whole Loan
Transfer"); or

        (b)    one or more trusts or other entities to be formed as part of one or more Pass-Through Transfers.

        The Company agrees to execute in connection with any agreements among the Purchaser,  the Company,  and
any servicer in connection  with a Whole Loan Transfer,  an Assignment,  Assumption and  Recognition  Agreement
substantially  in the form of  Exhibit  D  hereto,  or, at  Purchaser's  request,  a  seller's  warranties  and
servicing  agreement or a  participation  and  servicing  agreement or similar  agreement in form and substance
reasonably  acceptable to the parties, and in connection with a Pass-Through  Transfer, a pooling and servicing
agreement in form and substance  reasonably  acceptable to the parties,  (collectively the agreements  referred
to herein are designated,  the  "Reconstitution  Agreements").  It is understood  that any such  Reconstitution
Agreements  will not  contain  any  greater  obligations  on the part of  Company  than are  contained  in this
Agreement.  Notwithstanding  anything to the  contrary in this  Section  11.18,  the Company  agrees that it is
required to perform the obligations described in Exhibit K hereto.

        With respect to each Whole Loan Transfer and each Pass-Through  Transfer entered into by the Purchaser,
the Company  agrees (1) to cooperate  fully with the Purchaser and any  prospective  purchaser  with respect to
all reasonable requests and due diligence  procedures;  (2) to execute,  deliver and perform all Reconstitution
Agreements  required by the  Purchaser;  (3) to restate the  representations  and  warranties set forth in this
Agreement  as  of  the  settlement  or  closing  date  in  connection   with  such   Reconstitution   (each,  a
"Reconstitution Date").

        In addition,  the Company shall  provide to such servicer or issuer,  as the case may be, and any other
participants in such Reconstitution:

        (i)    any and all  information and  appropriate  verification  of information  which may be reasonably
available to the Company,  whether through  letters of its auditors and counsel or otherwise,  as the Purchaser
or any such other participant shall request upon reasonable demand;

        (ii)   such  additional  representations,  warranties,  covenants,  opinions of counsel,  letters  from
auditors,  and  certificates  of public  officials or officers of the Company as are reasonably  agreed upon by
the Company and the Purchaser or any such other participant;

        (iii)  within 5 Business  Days after  request by the  Purchaser,  the  information  with respect to the
Company (as  originator) and each  Third-Party  Originator of the Mortgage Loans as required under Item 1110(a)
and (b) of Regulation AB, a summary of the  requirements  of which has of the date hereof is attached hereto as
Exhibit N for  convenience of reference only, as determined by Purchaser in its sole  discretion.  If requested
by the Purchaser, this will include information about the applicable credit-granting or underwriting criteria;

        (iv)   within 5 Business  Days after  request by the  Purchaser,  the  Company  shall  provide  (or, as
applicable,  cause each Third-Party  Originator to provide) to the extent  reasonably  available to the Company
Static Pool  Information  with respect to the  mortgage  loans (of a similar  type as the  Mortgage  Loans,  as
reasonably  identified by the Purchaser as provided  below)  serviced by or for the Company or any  Third-Party
Originator and originated by (i) the Company,  if the Company is an originator of Mortgage Loans  (including as
an acquirer of Mortgage Loans from a Qualified  Correspondent),  and/or (ii) each Third-Party Originator.  Such
Static Pool  Information  shall be prepared by the  Company  (or  Third-Party  Originator)  on the basis of its
reasonable,  good faith  interpretation of the requirements of Item 1105(a)(1)-(3) and (c) of Regulation AB for
the period of time such Mortgage  Loans were  serviced by or for the Company (or  Third-Party  Originator).  To
the extent  that  there is  reasonably  available  to the  Company  (or  Third-Party  Originator)  Static  Pool
Information  with  respect to more than one  mortgage  loan  type,  the  Purchaser  or any  Depositor  shall be
entitled to specify whether some or all of such information shall be provided  pursuant to this paragraph.  The
content of such Static Pool  Information may be in the form customarily  provided by the Company,  and need not
be customized for the Purchaser or any Depositor.  Such Static Pool  Information  for each vintage  origination
year or prior  securitized  pool,  as  applicable,  shall be presented in increments  no less  frequently  than
quarterly  over the life of the mortgage loans included in the vintage  origination  year or prior  securitized
pool. The most recent  periodic  increment must be as of a date no later than 135 days prior to the date of the
prospectus or other offering  document in which the Static Pool  Information is to be included or  incorporated
by reference.  The Static Pool Information  shall be provided in an electronic format that provides a permanent
record of the  information  provided,  such as a portable  document format (pdf) file, or other such electronic
format reasonably required by the Purchaser or the Depositor, as applicable;

        (v)    within 5 Business Days after request by the Purchaser,  information  with respect to the Company
(as servicer) as required by Item 1108(b) and (c) of Regulation AB, a summary of the  requirements  of which as
of the date  hereof is attached  hereto as Exhibit N for  convenience  of  reference  only,  as  determined  by
Purchaser in its sole  discretion.  In the event that the Company has delegated any servicing  responsibilities
with respect to the  Mortgage  Loans to a  Subservicer,  the Company  shall  provide the  information  required
pursuant to this clause with respect to the Subservicer;

        (vi)   within 5 Business Days after request by the Purchaser,
               (a) information  regarding any legal proceedings  pending (or known to be contemplated)  against
        the Company (as  originator  and as servicer) and each other  originator of the Mortgage Loans and each
        Subservicer  as required by Item 1117 of Regulation  AB, a summary of the  requirements  of which as of
        the date hereof is attached  hereto as Exhibit N for  convenience  of reference  only, as determined by
        Purchaser in its sole discretion,
               (b)  information  regarding  affiliations  with  respect to the  Company (as  originator  and as
        servicer) and each other  originator  of the Mortgage  Loans and each  Subservicer  as required by Item
        1119(a) of  Regulation  AB, a summary of the  requirements  of which as of the date  hereof is attached
        hereto as  Exhibit N for  convenience  of  reference  only,  as  determined  by  Purchaser  in its sole
        discretion, and
               (c)  information  regarding  relationships  and  transactions  with  respect to the  Company (as
        originator  and as servicer) and each other  originator of the Mortgage  Loans and each  Subservicer as
        required by Item 1119(b) and (c) of  Regulation  AB, a summary of the  requirements  of which as of the
        date hereof is attached  hereto as Exhibit N for  convenience  of  reference  only,  as  determined  by
        Purchaser in its sole discretion;

        (vii)  if so requested by the  Purchaser,  the Company  shall  provide (or, as  applicable,  cause each
Third-Party  Originator to provide),  at the expense of the  requesting  party (to the extent of any additional
incremental  expense  associated  with delivery  pursuant to this  Agreement),  such statements and agreed-upon
procedures  letters of certified public  accountants  reasonably  acceptable to the Purchaser or Depositor,  as
applicable,  pertaining to Static Pool  Information  relating to prior  securitized  pools for  securitizations
closed on or after  January 1, 2006 or, in the case of Static Pool  Information  with respect to the  Company's
or Third-Party  Originator's  originations or purchases,  to calendar months commencing  January 1, 2006, or to
any  financial  information  included  in any other  disclosure  provided  under  this  Section  11.18,  as the
Purchaser or such Depositor  shall  reasonably  request.  Such statements and letters shall be addressed to and
be for the benefit of such parties as the Purchaser or such Depositor shall  designate,  which may include,  by
way of example,  any Sponsor,  any Depositor and any broker dealer acting as  underwriter,  placement  agent or
initial  purchaser with respect to a Pass-Through  Transfer.  Any such statement or letter may take the form of
a  standard,  generally  applicable  document  accompanied  by a reliance  letter  authorizing  reliance by the
addressees designated by the Purchaser or such Depositor;

        (viii) For the purpose of satisfying  the reporting  obligation  under the Exchange Act with respect to
any class of  asset-backed  securities,  the Company  shall (or shall cause each  Subservicer  and  Third-Party
Originator  to) (i) provide prompt notice to the  Purchaser,  any Master  Servicer and any Depositor in writing
of (A) any litigation or  governmental  proceedings  involving the Company,  any Subservicer or any Third-Party
Originator  that could be material to investors in the securities  issued in a Pass-Through  Transfer,  (B) any
affiliations or relationships that develop following the closing date of a Securitization  Transaction  between
the Company,  any Subservicer or any Third-Party  Originator and any of the parties  specified in clause (D) of
paragraph  (a) of this Section  (and any other  parties  identified  in writing by the  requesting  party) with
respect to such Securitization  Transaction,  (C) any Event of Default under the terms of this Agreement or any
applicable  Reconstitution  Agreement related thereto,  (D) any merger,  consolidation or sale of substantially
all of the assets of the Company,  and (E) the Company's  entry into an agreement with a Subservicer to perform
or assist in the  performance  of any of the  Company's  obligations  under this  Agreement  or any  applicable
Reconstitution  Agreement  related thereto and (ii) provide to the Purchaser and any Depositor a description of
such proceedings, affiliations or relationships;

        (ix) As a condition to the  succession  to the Company or any  Subservicer  as servicer or  subservicer
under this Agreement or any applicable  Reconstitution  Agreement  related thereto by any Person (i) into which
the Company or such  Subservicer may be merged or  consolidated,  or (ii) which may be appointed as a successor
to the Company or any Subservicer,  the Company shall provide to the Purchaser,  any Master  Servicer,  and any
Depositor,  at least 15 calendar  days prior to the  effective  date of such  succession  or  appointment,  (x)
written notice to the Purchaser and any Depositor of such  succession or appointment  and (y) in writing and in
form and substance  reasonably  satisfactory  to the Purchaser and such Depositor,  all information  reasonably
requested by the Purchaser or any Depositor in order to comply with its  reporting  obligation  under Item 6.02
of Form 8-K with respect to any class of asset-backed securities;

        (x) In addition to such  information as the Company,  as servicer,  is obligated to provide pursuant to
other  provisions  of this  Agreement,  not later  than ten days  prior to the  deadline  for the filing of any
distribution  report on Form  10-D in  respect  of any  Securitization  Transaction  that  includes  any of the
Mortgage  Loans serviced by the Company or any  Subservicer,  the Company or such  Subservicer,  as applicable,
shall,  to the extent the Company or such  Subservicer  has  knowledge,  provide to the party  responsible  for
filing such report  (including,  if  applicable,  the Master  Servicer)  notice of the occurrence of any of the
following  events along with all  information,  data,  and materials  related  thereto as may be required to be
included in the related  distribution  report on Form 10-D (as  specified in the  provisions  of  Regulation AB
referenced below):

                      (A)    any  material  modifications,  extensions  or waivers of pool asset  terms,  fees,
penalties or payments  during the  distribution  period or that have  cumulatively  become  material  over time
(Item 1121(a)(11) of Regulation AB);

                      (B)    material  breaches of pool asset  representations  or  warranties  or  transaction
covenants (Item 1121(a)(12) of Regulation AB); and

                      (C)    information  regarding new  asset-backed  securities  issuances backed by the same
pool assets,  any pool asset changes  (such as,  additions,  substitutions  or  repurchases),  and any material
changes in  origination,  underwriting  or other  criteria  for  acquisition  or selection of pool assets (Item
1121(a)(14) of Regulation AB); and

        (xi) The Company shall provide to the Purchaser,  any Master  Servicer and any  Depositor,  evidence of
the  authorization of the person signing any  certification or statement,  copies or other evidence of Fidelity
Bond Insurance and Errors and Omission  Insurance  policy,  financial  information and reports,  and such other
information  related to the  Company  or any  Subservicer  or the  Company  or such  Subservicer's  performance
hereunder.

        In the  event of a  conflict  or  inconsistency  between  the  terms of  Exhibit  N and the text of the
applicable  Item of Regulation AB as cited above,  the text of  Regulation  AB, its adopting  release and other
public statements of the SEC shall control.

        The Company shall indemnify the Purchaser,  each affiliate of the Purchaser,  and each of the following
parties  participating in a Pass-Through  Transfer:  each sponsor and issuing entity;  each Person  (including,
but not limited to, any Master Servicer,  if applicable)  responsible for the preparation,  execution or filing
of any report  required to be filed with the  Commission  with respect to such  Pass-Through  Transfer,  or for
execution of a  certification  pursuant to Rule 13a-14(d) or Rule 15d-14(d) under the Exchange Act with respect
to such  Pass-Through  Transfer;  each  broker  dealer  acting  as  underwriter,  placement  agent  or  initial
purchaser,  each Person who controls any of such parties or the Depositor  (within the meaning of Section 15 of
the  Securities  Act and Section 20 of the Exchange  Act);  and the  respective  present and former  directors,
officers,  employees,  agents  and  affiliates  of  each  of  the  foregoing  and of the  Depositor  (each,  an
"Indemnified  Party"),  and shall hold each of them  harmless  from and against any  claims,  losses,  damages,
penalties,  fines,  forfeitures,  legal fees and expenses and related  costs,  judgments,  and any other costs,
fees and expenses that any of them may sustain arising out of or based upon:

        (i)(A) any untrue  statement  of a material  fact  contained  or alleged to be contained in any written
information,  written report,  certification,  data,  accountants' letter or other material provided under this
Section  11.18 by or on behalf of the  Company,  or provided  under this  Section  11.18 by or on behalf of any
Subservicer,  Subcontractor or Third-Party Originator  (collectively,  the "Company  Information"),  or (B) the
omission or alleged  omission to state in the Company  Information a material fact required to be stated in the
Company  Information or necessary in order to make the statements  therein,  in the light of the  circumstances
under  which they were  made,  not  misleading;  provided,  by way of  clarification,  that  clause (B) of this
paragraph shall be construed  solely by reference to the Company  Information and not to any other  information
communicated  in  connection  with a sale or  purchase  of  securities,  without  regard to whether the Company
Information or any portion thereof is presented together with or separately from such other information;

        (ii) any breach by the Company of its obligations under this Section 11.18,  including particularly any
failure by the Company,  any  Subservicer,  any  Subcontractor  or any  Third-Party  Originator  to deliver any
information,  report,  certification,  accountants'  letter or other  material when and as required  under this
Section  11.18,  including any failure by the Company to identify  pursuant to Section 11.20 any  Subcontractor
"participating in the servicing function" within the meaning of Item 1122 of Regulation AB;

        (iii) any breach by the  Company of a  representation  or  warranty  set forth in Section  3.01 or in a
writing  furnished  pursuant to Section  3.01(q) and made as of a date prior to the closing date of the related
Pass-Through  Transfer,  to the extent that such breach is not cured by such closing date, or any breach by the
Company of a representation or warranty in a writing  furnished  pursuant to Section 3.01(q) to the extent made
as of a date subsequent to such closing date; or

        (iv)   the negligence bad faith or willful misconduct of the Company in connection with its
performance under this Section 11.18.


               If the  indemnification  provided for herein is unavailable or  insufficient to hold harmless an
Indemnified  Party,  then the  Company  agrees that it shall  contribute  to the amount paid or payable by such
Indemnified  Party as a result of any claims,  losses,  damages or  liabilities  incurred  by such  Indemnified
Party in such proportion as is appropriate to reflect the relative fault of such  Indemnified  Party on the one
hand and the Company on the other.

               In the case of any failure of performance  described above, the Company shall promptly reimburse
the Purchaser,  any Depositor,  as applicable,  and each Person  responsible for the preparation,  execution or
filing  of  any  report  required  to be  filed  with  the  Commission  with  respect  to  such  Securitization
Transaction,  or for  execution  of a  certification  pursuant to Rule  13a-14(d) or Rule  15d-14(d)  under the
Exchange Act with respect to such  Securitization  Transaction,  for all costs reasonably incurred by each such
party in order to obtain the  information,  report,  certification,  accountants'  letter or other material not
delivered as required by the Company, any Subservicer, any Subcontractor or any Third-Party Originator.

               This  indemnification  shall survive the termination of this Agreement or the termination of any
party to this Agreement.

        All Mortgage Loans not sold or transferred  pursuant to a  Reconstitution  shall remain subject to, and
serviced in accordance  with the terms of, this Agreement and the related Term Sheet,  and with respect thereto
this Agreement and the related Term Sheet shall remain in full force and effect.

        22.    Article XI of the  Agreement  is hereby  amended  effective  as of the date hereof by adding the
following new Section 11.20:

        Section 11.20. Use of Subservicers and Subcontractors.

        (a)    The Company shall not hire or otherwise  utilize the services of any  Subservicer to fulfill any
of the obligations of the Company as servicer under this Agreement or any applicable  Reconstitution  Agreement
related thereto unless the Company  complies with the provisions of paragraph (b) of this Section.  The Company
shall not hire or otherwise  utilize the services of any  Subcontractor,  and shall not permit any  Subservicer
to hire or  otherwise  utilize the  services of any  Subcontractor,  to fulfill any of the  obligations  of the
Company as servicer under this  Agreement or any applicable  Reconstitution  Agreement  related  thereto unless
the Company complies with the provisions of paragraph (d) of this Section.

        (b)    It shall not be  necessary  for the  Company to seek the  consent of the  Purchaser,  any Master
Servicer or any  Depositor to the  utilization  of any  Subservicer.  The Company  shall cause any  Subservicer
used by the Company (or by any  Subservicer)  for the benefit of the Purchaser and any Depositor to comply with
the provisions of this Section and with Sections  3.01(p),  3.01(s),  6.04, 6.07 and 11.18 of this Agreement to
the same extent as if such Subservicer were the Company,  and to provide the information  required with respect
to such  Subservicer  under Section 3.01(r) of this  Agreement.  The Company shall be responsible for obtaining
from each  Subservicer  and  delivering  to the  Purchaser,  any Master  Servicer and any  Depositor any Annual
Statement of Compliance  required to be delivered by such Subservicer under Section 6.04(a),  any Assessment of
Compliance  and  Attestation  Report  required to be delivered by such  Subservicer  under Section 6.07 and any
Annual Certification required under Section 6.04(b) as and when required to be delivered.

        (c)    It shall not be  necessary  for the  Company to seek the  consent of the  Purchaser,  any Master
Servicer or any Depositor to the  utilization  of any  Subcontractor.  The Company shall  promptly upon request
provide to the Purchaser,  any Master Servicer and any Depositor (or any designee of the Depositor,  such as an
administrator)  a  written  description  (in form and  substance  satisfactory  to the  Purchaser,  any  Master
Servicer  and such  Depositor)  of the role and function of each  Subcontractor  utilized by the Company or any
Subservicer,   specifying  (i)  the  identity  of  each  such  Subcontractor,  (ii)  which  (if  any)  of  such
Subcontractors  are  "participating  in the servicing  function"  within the meaning of Item 1122 of Regulation
AB, and (iii)  which  elements of the  Servicing  Criteria  will be  addressed  in  assessments  of  compliance
provided by each Subcontractor identified pursuant to clause (ii) of this paragraph.

        (d)    As a condition to the utilization of any  Subcontractor  determined to be  "participating in the
servicing  function"  within  the  meaning of Item 1122 of  Regulation  AB, the  Company  shall  cause any such
Subcontractor  used by the Company (or by any  Subservicer)  for the benefit of the Purchaser and any Depositor
to comply  with the  provisions  of  Sections  6.07 and 11.18 of this  Agreement  to the same extent as if such
Subcontractor  were the Company.  The Company shall be responsible  for obtaining from each  Subcontractor  and
delivering  to the Purchaser and any Depositor  any  Assessment of Compliance  and  Attestation  Report and the
other certificates  required to be delivered by such Subservicer and such Subcontractor  under Section 6.07, in
each case as and when required to be delivered.

        23.    Article XI of the  Agreement  is hereby  amended  effective  as of the date hereof by adding the
following new Section 11.21:

        Section 11.21. Third Party Beneficiary.

        For purposes of this  Agreement, each  Master Servicer shall be considered a third party beneficiary to
this Agreement, entitled to all the rights and benefits hereof as if it were a direct party to this Agreement.

        24.    The Agreement is hereby amended as of the date hereof by deleting  Exhibit E in its entirety and
replacing it with the following:

                                                       EXHIBIT E

                                           REPORTING DATA FOR MONTHLY REPORT




                      013fStandard File Layout - Master Servicing
------------------------------------------------------------------------------------------------------------
      Column Name                      Description                Decimal       Format Comment       Max
                                                                                                      Size
------------------------- -------------------------------------- ---------- ------------------------ -------
SER_INVESTOR_NBR          A value assigned by the Servicer to               Text up to 10 digits       20
                          define a group of loans.
------------------------- -------------------------------------- ---------- ------------------------ -------
LOAN_NBR                  A unique identifier assigned to each              Text up to 10 digits       10
                          loan by the investor.
------------------------- -------------------------------------- ---------- ------------------------ -------
SERVICER_LOAN_NBR         A unique number assigned to a loan                Text up to 10 digits       10
                          by the Servicer.  This may be
                          different than the LOAN_NBR.
------------------------- -------------------------------------- ---------- ------------------------ -------
                          The borrower name as received in the
BORROWER_NAME             file.  It is not separated by first               Maximum length of 30       30
                          and last name.                                    (Last, First)
------------------------- -------------------------------------- ---------- ------------------------ -------
SCHED_PAY_AMT             Scheduled monthly principal and            2      No commas(,) or dollar     11
                          scheduled interest payment that a
                          borrower is expected to pay, P&I
                          constant.                                         signs ($)
------------------------- -------------------------------------- ---------- ------------------------ -------
NOTE_INT_RATE             The loan interest rate as reported         4      Max length of 6            6
                          by the Servicer.
------------------------- -------------------------------------- ---------- ------------------------ -------
NET_INT_RATE              The loan gross interest rate less          4      Max length of 6            6
                          the service fee rate as reported by
                          the Servicer.
------------------------- -------------------------------------- ---------- ------------------------ -------
SERV_FEE_RATE             The servicer's fee rate for a loan         4      Max length of 6            6
                          as reported by the Servicer.
------------------------- -------------------------------------- ---------- ------------------------ -------
SERV_FEE_AMT              The servicer's fee amount for a loan       2      No commas(,) or dollar     11
                          as reported by the Servicer.                      signs ($)
------------------------- -------------------------------------- ---------- ------------------------ -------
NEW_PAY_AMT               The new loan payment amount as             2      No commas(,) or dollar     11
                          reported by the Servicer.                         signs ($)
------------------------- -------------------------------------- ---------- ------------------------ -------
NEW_LOAN_RATE             The new loan rate as reported by the       4      Max length of 6            6
                          Servicer.
------------------------- -------------------------------------- ---------- ------------------------ -------
ARM_INDEX_RATE            The index the Servicer is using to         4      Max length of 6            6
                          calculate a forecasted rate.
------------------------- -------------------------------------- ---------- ------------------------ -------
                          The borrower's actual principal
ACTL_BEG_PRIN_BAL         balance at the beginning of the            2      No commas(,) or dollar     11
                          processing cycle.                                 signs ($)
------------------------- -------------------------------------- ---------- ------------------------ -------
                          The borrower's actual principal
ACTL_END_PRIN_BAL         balance at the end of the processing       2      No commas(,) or dollar     11
                          cycle.                                            signs ($)
------------------------- -------------------------------------- ---------- ------------------------ -------
BORR_NEXT_PAY_DUE_DATE    The date at the end of processing                 MM/DD/YYYY                 10
                          cycle that the borrower's next
                          payment is due to the Servicer, as
                          reported by Servicer.
------------------------- -------------------------------------- ---------- ------------------------ -------
SERV_CURT_AMT_1           The first curtailment amount to be         2      No commas(,) or dollar     11
                          applied.                                          signs ($)
------------------------- -------------------------------------- ---------- ------------------------ -------
SERV_CURT_DATE_1          The curtailment date associated with              MM/DD/YYYY                 10
                          the first curtailment amount.
------------------------- -------------------------------------- ---------- ------------------------ -------
                          The curtailment interest on the
CURT_ADJ_ AMT_1           first curtailment amount, if               2      No commas(,) or dollar     11
                          applicable.                                       signs ($)
------------------------- -------------------------------------- ---------- ------------------------ -------
SERV_CURT_AMT_2           The second curtailment amount to be        2      No commas(,) or dollar     11
                          applied.                                          signs ($)
------------------------- -------------------------------------- ---------- ------------------------ -------
SERV_CURT_DATE_2          The curtailment date associated with              MM/DD/YYYY                 10
                          the second curtailment amount.
------------------------- -------------------------------------- ---------- ------------------------ -------
                          The curtailment interest on the
CURT_ADJ_ AMT_2           second curtailment amount, if              2      No commas(,) or dollar     11
                          applicable.                                       signs ($)
------------------------- -------------------------------------- ---------- ------------------------ -------
SERV_CURT_AMT_3           The third curtailment amount to be         2      No commas(,) or dollar     11
                          applied.                                          signs ($)
------------------------- -------------------------------------- ---------- ------------------------ -------
SERV_CURT_DATE_3          The curtailment date associated with              MM/DD/YYYY                 10
                          the third curtailment amount.
------------------------- -------------------------------------- ---------- ------------------------ -------
                          The curtailment interest on the
CURT_ADJ_AMT_3            third curtailment amount, if               2      No commas(,) or dollar     11
                          applicable.                                       signs ($)
------------------------- -------------------------------------- ---------- ------------------------ -------
PIF_AMT                   The loan "paid in full" amount as          2      No commas(,) or dollar     11
                          reported by the Servicer.                         signs ($)
------------------------- -------------------------------------- ---------- ------------------------ -------
PIF_DATE                  The paid in full date as reported by              MM/DD/YYYY                 10
                          the Servicer.
------------------------- -------------------------------------- ---------- ------------------------ -------
                                                                            Action Code Key:           2
                                                                            15=Bankruptcy,
                                                                            30=Foreclosure, ,
ACTION_CODE               The standard FNMA numeric code used               60=PIF,
                          to indicate the default/delinquent                63=Substitution,
                          status of a particular loan.                      65=Repurchase,70=REO
------------------------- -------------------------------------- ---------- ------------------------ -------
INT_ADJ_AMT               The amount of the interest                 2      No commas(,) or dollar     11
                          adjustment as reported by the                     signs ($)
                          Servicer.
------------------------- -------------------------------------- ---------- ------------------------ -------
SOLDIER_SAILOR_ADJ_AMT    The Soldier and Sailor Adjustment          2      No commas(,) or dollar     11
                          amount, if applicable.                            signs ($)
------------------------- -------------------------------------- ---------- ------------------------ -------
NON_ADV_LOAN_AMT          The Non Recoverable Loan Amount, if        2      No commas(,) or dollar     11
                          applicable.                                       signs ($)
------------------------- -------------------------------------- ---------- ------------------------ -------
LOAN_LOSS_AMT             The amount the Servicer is passing         2      No commas(,) or dollar     11
                          as a loss, if applicable.                         signs ($)
------------------------- -------------------------------------- ---------- ------------------------ -------
SCHED_BEG_PRIN_BAL        The scheduled outstanding principal        2      No commas(,) or dollar     11
                          amount due at the beginning of the
                          cycle date to be passed through to
                          investors.                                        signs ($)
------------------------- -------------------------------------- ---------- ------------------------ -------
SCHED_END_PRIN_BAL        The scheduled principal balance due        2      No commas(,) or dollar     11
                          to investors at the end of a                      signs ($)
                          processing cycle.
------------------------- -------------------------------------- ---------- ------------------------ -------
SCHED_PRIN_AMT            The scheduled principal amount as          2      No commas(,) or dollar     11
                          reported by the Servicer for the
                          current cycle -- only applicable for
                          Scheduled/Scheduled Loans.                        signs ($)
------------------------- -------------------------------------- ---------- ------------------------ -------
SCHED_NET_INT             The scheduled gross interest amount        2      No commas(,) or dollar     11
                          less the service fee amount for the
                          current cycle as reported by the
                          Servicer -- only applicable for
                          Scheduled/Scheduled Loans.                        signs ($)
------------------------- -------------------------------------- ---------- ------------------------ -------
ACTL_PRIN_AMT             The actual principal amount                2      No commas(,) or dollar     11
                          collected by the Servicer for the
                          current reporting cycle -- only
                          applicable for Actual/Actual Loans.               signs ($)
------------------------- -------------------------------------- ---------- ------------------------ -------
                          The actual gross interest amount
                          less the service fee amount for the
ACTL_NET_INT              current reporting cycle as reported        2      No commas(,) or dollar     11
                          by the Servicer -- only applicable                signs ($)
                          for Actual/Actual Loans.
------------------------- -------------------------------------- ---------- ------------------------ -------
PREPAY_PENALTY_ AMT       The penalty amount received when a         2      No commas(,) or dollar     11
                          borrower prepays on his loan as                   signs ($)
                          reported by the Servicer.
------------------------- -------------------------------------- ---------- ------------------------ -------
PREPAY_PENALTY_ WAIVED    The prepayment penalty amount for          2      No commas(,) or dollar     11
                          the loan waived by the servicer.                  signs ($)
------------------------- -------------------------------------- ---------- ------------------------ -------
MOD_DATE                  The Effective Payment Date of the                 MM/DD/YYYY                 10
                          Modification for the loan.
------------------------- -------------------------------------- ---------- ------------------------ -------
MOD_TYPE                  The Modification Type.                            Varchar - value can be     30
                                                                            alpha or numeric
------------------------- -------------------------------------- ---------- ------------------------ -------
DELINQ_P&I_ADVANCE_AMT    The current outstanding principal          2      No commas(,) or dollar     11
                          and interest advances made by                     signs ($)
                          Servicer.
------------------------- -------------------------------------- ---------- ------------------------ -------





        25.    The Agreement is hereby amended as of the date hereof by adding the following new Exhibit F:


                                                       EXHIBIT F

                                          REPORTING DATA FOR DEFAULTED LOANS

                                   Standard File Layout - Delinquency Reporting

------------------------------- ------------------------------------------- ----------- ------------
      Column/Header Name                       Description                   Decimal      Format
                                                                                          Comment
------------------------------- ------------------------------------------- ----------- ------------
------------------------------- ------------------------------------------- ----------- ------------
SERVICER_LOAN_NBR               A unique number assigned to a loan by the
                                Servicer.  This may be different than the
                                LOAN_NBR
------------------------------- ------------------------------------------- ----------- ------------
------------------------------- ------------------------------------------- ----------- ------------
LOAN_NBR                        A unique identifier assigned to each loan
                                by the originator.
------------------------------- ------------------------------------------- ----------- ------------
------------------------------- ------------------------------------------- ----------- ------------
CLIENT_NBR                      Servicer Client Number
------------------------------- ------------------------------------------- ----------- ------------
------------------------------- ------------------------------------------- ----------- ------------
SERV_INVESTOR_NBR               Contains a unique number as assigned by
                                an external servicer to identify a group
                                of loans in their system.
------------------------------- ------------------------------------------- ----------- ------------
------------------------------- ------------------------------------------- ----------- ------------
BORROWER_FIRST_NAME             First Name of the Borrower.
------------------------------- ------------------------------------------- ----------- ------------
------------------------------- ------------------------------------------- ----------- ------------
BORROWER_LAST_NAME              Last name of the borrower.
------------------------------- ------------------------------------------- ----------- ------------
------------------------------- ------------------------------------------- ----------- ------------
PROP_ADDRESS                    Street Name and Number of Property
------------------------------- ------------------------------------------- ----------- ------------
------------------------------- ------------------------------------------- ----------- ------------
PROP_STATE                      The state where the  property located.
------------------------------- ------------------------------------------- ----------- ------------
------------------------------- ------------------------------------------- ----------- ------------
PROP_ZIP                        Zip code where the property is located.
------------------------------- ------------------------------------------- ----------- ------------
------------------------------- ------------------------------------------- ----------- ------------
BORR_NEXT_PAY_DUE_DATE          The date that the borrower's next payment               MM/DD/YYYY
                                is due to the servicer at the end of
                                processing cycle, as reported by Servicer.
------------------------------- ------------------------------------------- ----------- ------------
------------------------------- ------------------------------------------- ----------- ------------
LOAN_TYPE                       Loan Type (i.e. FHA, VA, Conv)
------------------------------- ------------------------------------------- ----------- ------------
------------------------------- ------------------------------------------- ----------- ------------
BANKRUPTCY_FILED_DATE           The date a particular bankruptcy claim                  MM/DD/YYYY
                                was filed.
------------------------------- ------------------------------------------- ----------- ------------
------------------------------- ------------------------------------------- ----------- ------------
BANKRUPTCY_CHAPTER_CODE         The chapter under which the bankruptcy
                                was filed.
------------------------------- ------------------------------------------- ----------- ------------
------------------------------- ------------------------------------------- ----------- ------------
BANKRUPTCY_CASE_NBR             The case number assigned by the court to
                                the bankruptcy filing.
------------------------------- ------------------------------------------- ----------- ------------
------------------------------- ------------------------------------------- ----------- ------------
POST_PETITION_DUE_DATE          The payment due date once the bankruptcy                MM/DD/YYYY
                                has been approved by the courts
------------------------------- ------------------------------------------- ----------- ------------
------------------------------- ------------------------------------------- ----------- ------------
BANKRUPTCY_DCHRG_DISM_DATE      The Date The Loan Is Removed From                       MM/DD/YYYY
                                Bankruptcy. Either by Dismissal,
                                Discharged and/or a Motion For Relief Was
                                Granted.
------------------------------- ------------------------------------------- ----------- ------------
------------------------------- ------------------------------------------- ----------- ------------
LOSS_MIT_APPR_DATE              The Date The Loss Mitigation Was Approved               MM/DD/YYYY
                                By The Servicer
------------------------------- ------------------------------------------- ----------- ------------
------------------------------- ------------------------------------------- ----------- ------------
LOSS_MIT_TYPE                   The Type Of Loss Mitigation Approved For
                                A Loan Such As;
------------------------------- ------------------------------------------- ----------- ------------
------------------------------- ------------------------------------------- ----------- ------------
LOSS_MIT_EST_COMP_DATE          The Date The Loss Mitigation /Plan Is                   MM/DD/YYYY
                                Scheduled To End/Close
------------------------------- ------------------------------------------- ----------- ------------
------------------------------- ------------------------------------------- ----------- ------------
LOSS_MIT_ACT_COMP_DATE          The Date The Loss Mitigation Is Actually                MM/DD/YYYY
                                Completed
------------------------------- ------------------------------------------- ----------- ------------
------------------------------- ------------------------------------------- ----------- ------------
FRCLSR_APPROVED_DATE            The date DA Admin sends a letter to the                 MM/DD/YYYY
                                servicer with instructions to begin
                                foreclosure proceedings.
------------------------------- ------------------------------------------- ----------- ------------
------------------------------- ------------------------------------------- ----------- ------------
ATTORNEY_REFERRAL_DATE          Date File Was Referred To Attorney to                   MM/DD/YYYY
                                Pursue Foreclosure
------------------------------- ------------------------------------------- ----------- ------------
------------------------------- ------------------------------------------- ----------- ------------
FIRST_LEGAL_DATE                Notice of 1st legal filed by an Attorney                MM/DD/YYYY
                                in a Foreclosure Action
------------------------------- ------------------------------------------- ----------- ------------
------------------------------- ------------------------------------------- ----------- ------------
FRCLSR_SALE_EXPECTED_DATE       The date by which a foreclosure sale is                 MM/DD/YYYY
                                expected to occur.
------------------------------- ------------------------------------------- ----------- ------------
------------------------------- ------------------------------------------- ----------- ------------
FRCLSR_SALE_DATE                The actual date of the foreclosure sale.                MM/DD/YYYY
------------------------------- ------------------------------------------- ----------- ------------
------------------------------- ------------------------------------------- ----------- ------------
FRCLSR_SALE_AMT                 The amount a property sold for at the           2       No
                                foreclosure sale.                                       commas(,)
                                                                                        or dollar
                                                                                        signs ($)
------------------------------- ------------------------------------------- ----------- ------------
------------------------------- ------------------------------------------- ----------- ------------
EVICTION_START_DATE             The date the servicer initiates eviction                MM/DD/YYYY
                                of the borrower.
------------------------------- ------------------------------------------- ----------- ------------
------------------------------- ------------------------------------------- ----------- ------------
EVICTION_COMPLETED_DATE         The date the court revokes legal                        MM/DD/YYYY
                                possession of the property from the
                                borrower.
------------------------------- ------------------------------------------- ----------- ------------
------------------------------- ------------------------------------------- ----------- ------------
LIST_PRICE                      The price at which an REO property is           2       No
                                marketed.                                               commas(,)
                                                                                        or dollar
                                                                                        signs ($)
------------------------------- ------------------------------------------- ----------- ------------
------------------------------- ------------------------------------------- ----------- ------------
LIST_DATE                       The date an REO property is listed at a                 MM/DD/YYYY
                                particular price.
------------------------------- ------------------------------------------- ----------- ------------
------------------------------- ------------------------------------------- ----------- ------------
OFFER_AMT                       The dollar value of an offer for an REO         2       No
                                property.                                               commas(,)
                                                                                        or dollar
                                                                                        signs ($)
------------------------------- ------------------------------------------- ----------- ------------
------------------------------- ------------------------------------------- ----------- ------------
OFFER_DATE_TIME                 The date an offer is received by DA Admin               MM/DD/YYYY
                                or by the Servicer.
------------------------------- ------------------------------------------- ----------- ------------
------------------------------- ------------------------------------------- ----------- ------------
REO_CLOSING_DATE                The date the REO sale of the property is                MM/DD/YYYY
                                scheduled to close.
------------------------------- ------------------------------------------- ----------- ------------
------------------------------- ------------------------------------------- ----------- ------------
REO_ACTUAL_CLOSING_DATE         Actual Date Of REO Sale                                 MM/DD/YYYY
------------------------------- ------------------------------------------- ----------- ------------
------------------------------- ------------------------------------------- ----------- ------------
OCCUPANT_CODE                   Classification of how the property is
                                occupied.
------------------------------- ------------------------------------------- ----------- ------------
------------------------------- ------------------------------------------- ----------- ------------
PROP_CONDITION_CODE             A code that indicates the condition of
                                the property.
------------------------------- ------------------------------------------- ----------- ------------
------------------------------- ------------------------------------------- ----------- ------------
PROP_INSPECTION_DATE            The date a  property inspection is                      MM/DD/YYYY
                                performed.
------------------------------- ------------------------------------------- ----------- ------------
------------------------------- ------------------------------------------- ----------- ------------
APPRAISAL_DATE                  The date the appraisal was done.                        MM/DD/YYYY
------------------------------- ------------------------------------------- ----------- ------------
------------------------------- ------------------------------------------- ----------- ------------
CURR_PROP_VAL                    The current "as is" value of the               2
                                property based on brokers price opinion
                                or appraisal.
------------------------------- ------------------------------------------- ----------- ------------
------------------------------- ------------------------------------------- ----------- ------------
REPAIRED_PROP_VAL               The amount the property would be worth if       2
                                repairs are completed pursuant to a
                                broker's price opinion or appraisal.
------------------------------- ------------------------------------------- ----------- ------------
------------------------------- ------------------------------------------- ----------- ------------
If applicable:
------------------------------- ------------------------------------------- ----------- ------------
------------------------------- ------------------------------------------- ----------- ------------
DELINQ_STATUS_CODE              FNMA Code Describing Status of Loan
------------------------------- ------------------------------------------- ----------- ------------
------------------------------- ------------------------------------------- ----------- ------------
DELINQ_REASON_CODE              The circumstances which caused a borrower
                                to stop paying on a loan.   Code
                                indicates the reason why the loan is in
                                default for this cycle.
------------------------------- ------------------------------------------- ----------- ------------
------------------------------- ------------------------------------------- ----------- ------------
MI_CLAIM_FILED_DATE             Date Mortgage Insurance Claim Was Filed                 MM/DD/YYYY
                                With Mortgage Insurance Company.
------------------------------- ------------------------------------------- ----------- ------------
------------------------------- ------------------------------------------- ----------- ------------
MI_CLAIM_AMT                    Amount of Mortgage Insurance Claim Filed                No
                                                                                        commas(,)
                                                                                        or dollar
                                                                                        signs ($)
------------------------------- ------------------------------------------- ----------- ------------
------------------------------- ------------------------------------------- ----------- ------------
MI_CLAIM_PAID_DATE              Date Mortgage Insurance Company Disbursed               MM/DD/YYYY
                                Claim Payment
------------------------------- ------------------------------------------- ----------- ------------
------------------------------- ------------------------------------------- ----------- ------------
MI_CLAIM_AMT_PAID               Amount Mortgage Insurance Company Paid On       2       No
                                Claim                                                   commas(,)
                                                                                        or dollar
                                                                                        signs ($)
------------------------------- ------------------------------------------- ----------- ------------
------------------------------- ------------------------------------------- ----------- ------------
POOL_CLAIM_FILED_DATE           Date Claim Was Filed With Pool Insurance                MM/DD/YYYY
                                Company
------------------------------- ------------------------------------------- ----------- ------------
------------------------------- ------------------------------------------- ----------- ------------
POOL_CLAIM_AMT                  Amount of Claim Filed With Pool Insurance       2       No
                                Company                                                 commas(,)
                                                                                        or dollar
                                                                                        signs ($)
------------------------------- ------------------------------------------- ----------- ------------
------------------------------- ------------------------------------------- ----------- ------------
POOL_CLAIM_PAID_DATE            Date Claim Was Settled and The Check Was                MM/DD/YYYY
                                Issued By The Pool Insurer
------------------------------- ------------------------------------------- ----------- ------------
------------------------------- ------------------------------------------- ----------- ------------
POOL_CLAIM_AMT_PAID             Amount Paid On Claim By Pool Insurance          2       No
                                Company                                                 commas(,)
                                                                                        or dollar
                                                                                        signs ($)
------------------------------- ------------------------------------------- ----------- ------------
------------------------------- ------------------------------------------- ----------- ------------
FHA_PART_A_CLAIM_FILED_DATE      Date FHA Part A Claim Was Filed With HUD               MM/DD/YYYY
------------------------------- ------------------------------------------- ----------- ------------
------------------------------- ------------------------------------------- ----------- ------------
FHA_PART_A_CLAIM_AMT             Amount of FHA Part A Claim Filed               2       No
                                                                                        commas(,)
                                                                                        or dollar
                                                                                        signs ($)
------------------------------- ------------------------------------------- ----------- ------------
------------------------------- ------------------------------------------- ----------- ------------
FHA_PART_A_CLAIM_PAID_DATE       Date HUD Disbursed Part A Claim Payment                MM/DD/YYYY
------------------------------- ------------------------------------------- ----------- ------------
------------------------------- ------------------------------------------- ----------- ------------
FHA_PART_A_CLAIM_PAID_AMT        Amount HUD Paid on Part A Claim                2       No
                                                                                        commas(,)
                                                                                        or dollar
                                                                                        signs ($)
------------------------------- ------------------------------------------- ----------- ------------
------------------------------- ------------------------------------------- ----------- ------------
FHA_PART_B_CLAIM_FILED_DATE       Date FHA Part B Claim Was Filed With HUD              MM/DD/YYYY
------------------------------- ------------------------------------------- ----------- ------------
------------------------------- ------------------------------------------- ----------- ------------
FHA_PART_B_CLAIM_AMT              Amount of FHA Part B Claim Filed              2       No
                                                                                        commas(,)
                                                                                        or dollar
                                                                                        signs ($)
------------------------------- ------------------------------------------- ----------- ------------
------------------------------- ------------------------------------------- ----------- ------------
FHA_PART_B_CLAIM_PAID_DATE         Date HUD Disbursed Part B Claim Payment              MM/DD/YYYY
------------------------------- ------------------------------------------- ----------- ------------
------------------------------- ------------------------------------------- ----------- ------------
FHA_PART_B_CLAIM_PAID_AMT        Amount HUD Paid on Part B Claim                2       No
                                                                                        commas(,)
                                                                                        or dollar
                                                                                        signs ($)
------------------------------- ------------------------------------------- ----------- ------------
------------------------------- ------------------------------------------- ----------- ------------
VA_CLAIM_FILED_DATE              Date VA Claim Was Filed With the                       MM/DD/YYYY
                                Veterans Admin
------------------------------- ------------------------------------------- ----------- ------------
------------------------------- ------------------------------------------- ----------- ------------
VA_CLAIM_PAID_DATE               Date Veterans Admin. Disbursed VA Claim                MM/DD/YYYY
                                Payment
------------------------------- ------------------------------------------- ----------- ------------
------------------------------- ------------------------------------------- ----------- ------------
VA_CLAIM_PAID_AMT                Amount Veterans Admin. Paid on VA Claim        2       No
                                                                                        commas(,)
                                                                                        or dollar
                                                                                        signs ($)
------------------------------- ------------------------------------------- ----------- ------------


Exhibit 2: Standard File Codes - Delinquency Reporting

The Loss Mit Type field should show the approved Loss Mitigation Code as follows:
o       ASUM- Approved Assumption
o       BAP-  Borrower Assistance Program
o       CO-   Charge Off
o       DIL-  Deed-in-Lieu
o       FFA-  Formal Forbearance Agreement
o       MOD-  Loan Modification
o       PRE-  Pre-Sale
o       SS-   Short Sale
o       MISC- Anything else approved by the PMI or Pool Insurer

NOTE: Wells Fargo Bank will accept alternative Loss Mitigation Types to those above, provided that they are
consistent with industry standards.  If Loss Mitigation Types other than those above are used, the Servicer
must supply Wells Fargo Bank with a description of each of the Loss Mitigation Types prior to sending the
file.

The Occupant Code field should show the current status of the property code as follows:
o       Mortgagor
o       Tenant
o       Unknown
o       Vacant

The Property Condition field should show the last reported condition of the property as follows:
o       Damaged
o       Excellent
o       Fair
o       Gone
o       Good
o       Poor
o       Special Hazard
o       Unknown

Exhibit 2: Standard File Codes - Delinquency Reporting, Continued

The FNMA Delinquent Reason Code field should show the Reason for Delinquency as follows:

                  -------------------- ----------------------------------------------
                  Delinquency Code     Delinquency Description
                  -------------------- ----------------------------------------------
                  -------------------- ----------------------------------------------
                  001                  FNMA-Death of principal mortgagor
                  -------------------- ----------------------------------------------
                  -------------------- ----------------------------------------------
                  002                  FNMA-Illness of principal mortgagor
                  -------------------- ----------------------------------------------
                  -------------------- ----------------------------------------------
                  003                  FNMA-Illness of mortgagor's family member
                  -------------------- ----------------------------------------------
                  -------------------- ----------------------------------------------
                  004                  FNMA-Death of mortgagor's family member
                  -------------------- ----------------------------------------------
                  -------------------- ----------------------------------------------
                  005                  FNMA-Marital difficulties
                  -------------------- ----------------------------------------------
                  -------------------- ----------------------------------------------
                  006                  FNMA-Curtailment of income
                  -------------------- ----------------------------------------------
                  -------------------- ----------------------------------------------
                  007                  FNMA-Excessive Obligation
                  -------------------- ----------------------------------------------
                  -------------------- ----------------------------------------------
                  008                  FNMA-Abandonment of property
                  -------------------- ----------------------------------------------
                  -------------------- ----------------------------------------------
                  009                  FNMA-Distant employee transfer
                  -------------------- ----------------------------------------------
                  -------------------- ----------------------------------------------
                  011                  FNMA-Property problem
                  -------------------- ----------------------------------------------
                  -------------------- ----------------------------------------------
                  012                  FNMA-Inability to sell property
                  -------------------- ----------------------------------------------
                  -------------------- ----------------------------------------------
                  013                  FNMA-Inability to rent property
                  -------------------- ----------------------------------------------
                  -------------------- ----------------------------------------------
                  014                  FNMA-Military Service
                  -------------------- ----------------------------------------------
                  -------------------- ----------------------------------------------
                  015                  FNMA-Other
                  -------------------- ----------------------------------------------
                  -------------------- ----------------------------------------------
                  016                  FNMA-Unemployment
                  -------------------- ----------------------------------------------
                  -------------------- ----------------------------------------------
                  017                  FNMA-Business failure
                  -------------------- ----------------------------------------------
                  -------------------- ----------------------------------------------
                  019                  FNMA-Casualty loss
                  -------------------- ----------------------------------------------
                  -------------------- ----------------------------------------------
                  022                  FNMA-Energy environment costs
                  -------------------- ----------------------------------------------
                  -------------------- ----------------------------------------------
                  023                  FNMA-Servicing problems
                  -------------------- ----------------------------------------------
                  -------------------- ----------------------------------------------
                  026                  FNMA-Payment adjustment
                  -------------------- ----------------------------------------------
                  -------------------- ----------------------------------------------
                  027                  FNMA-Payment dispute
                  -------------------- ----------------------------------------------
                  -------------------- ----------------------------------------------
                  029                  FNMA-Transfer of ownership pending
                  -------------------- ----------------------------------------------
                  -------------------- ----------------------------------------------
                  030                  FNMA-Fraud
                  -------------------- ----------------------------------------------
                  -------------------- ----------------------------------------------
                  031                  FNMA-Unable to contact borrower
                  -------------------- ----------------------------------------------
                  -------------------- ----------------------------------------------
                  INC                  FNMA-Incarceration
                  -------------------- ----------------------------------------------






Exhibit 2: Standard File Codes - Delinquency Reporting, Continued

The FNMA Delinquent Status Code field should show the Status of Default as follows:

                  -------------------- ---------------------------------------------
                      Status Code      Status Description
                  -------------------- ---------------------------------------------
                  -------------------- ---------------------------------------------
                          09           Forbearance
                  -------------------- ---------------------------------------------
                  -------------------- ---------------------------------------------
                          17           Pre-foreclosure Sale Closing Plan Accepted
                  -------------------- ---------------------------------------------
                  -------------------- ---------------------------------------------
                          24           Government Seizure
                  -------------------- ---------------------------------------------
                  -------------------- ---------------------------------------------
                          26           Refinance
                  -------------------- ---------------------------------------------
                  -------------------- ---------------------------------------------
                          27           Assumption
                  -------------------- ---------------------------------------------
                  -------------------- ---------------------------------------------
                          28           Modification
                  -------------------- ---------------------------------------------
                  -------------------- ---------------------------------------------
                          29           Charge-Off
                  -------------------- ---------------------------------------------
                  -------------------- ---------------------------------------------
                          30           Third Party Sale
                  -------------------- ---------------------------------------------
                  -------------------- ---------------------------------------------
                          31           Probate
                  -------------------- ---------------------------------------------
                  -------------------- ---------------------------------------------
                          32           Military Indulgence
                  -------------------- ---------------------------------------------
                  -------------------- ---------------------------------------------
                          43           Foreclosure Started
                  -------------------- ---------------------------------------------
                  -------------------- ---------------------------------------------
                          44           Deed-in-Lieu Started
                  -------------------- ---------------------------------------------
                  -------------------- ---------------------------------------------
                          49           Assignment Completed
                  -------------------- ---------------------------------------------
                  -------------------- ---------------------------------------------
                          61           Second Lien Considerations
                  -------------------- ---------------------------------------------
                  -------------------- ---------------------------------------------
                          62           Veteran's Affairs-No Bid
                  -------------------- ---------------------------------------------
                  -------------------- ---------------------------------------------
                          63           Veteran's Affairs-Refund
                  -------------------- ---------------------------------------------
                  -------------------- ---------------------------------------------
                          64           Veteran's Affairs-Buydown
                  -------------------- ---------------------------------------------
                  -------------------- ---------------------------------------------
                          65           Chapter 7 Bankruptcy
                  -------------------- ---------------------------------------------
                  -------------------- ---------------------------------------------
                          66           Chapter 11 Bankruptcy
                  -------------------- ---------------------------------------------
                  -------------------- ---------------------------------------------
                          67           Chapter 13 Bankruptcy
                  -------------------- ---------------------------------------------




        26.    The  Agreement is hereby  amended  effective as of the date hereof by adding the  following  new
Exhibit K:

                                                       EXHIBIT K

                                          COMPANY'S OBLIGATIONS IN CONNECTION
                                                 WITH A RECONSTITUTION

        •      The Company  shall (i) possess the  ability to service to a  securitization;  (ii)  service on a
"Scheduled/Scheduled"  reporting  basis  (advancing  through the  liquidation of an REO  Property),  (iii) make
compensating  interest  payments on payoffs and  curtailments and (iv) remit and report to a Master Servicer in
format acceptable to such Master Servicer by the 10th calendar day of each month.

        •      The Company shall provide an acceptable  annual  certification  (officer's  certificate)  to the
Master  Servicer (as  required by the  Sarbanes-Oxley  Act of 2002) as well as any other annual  certifications
required under the  securitization  documents (i.e. the annual  statement as to  compliance/annual  independent
certified public accountants' servicing report due by March 1 of each year).

        •      The Company shall allow for the  Purchaser,  the Master  Servicer or their designee to perform a
review of audited financials and net worth of the Company.

        •      The Company  shall  provide  information  on each  Custodial  Account as requested by the Master
Servicer or the Purchaser,  and each Custodial Accounts shall comply with the requirements for such accounts as
set forth in the securitization documents.

        •      The Company shall  maintain its  servicing  system in accordance  with the  requirements  of the
Master Servicer.



        27.    The  Agreement is hereby  amended  effective as of the date hereof by adding the  following  new
Exhibit L:

                                                       EXHIBIT L

                                             FORM OF COMPANY CERTIFICATION

Re:     The [  ] agreement dated as of [    l, 200[ ] (the "Agreement"), among [IDENTIFY PARTIES]

        I,  ____________________________,  the  _______________________  of [NAME OF COMPANY] (the  "Company"),
certify to [the Purchaser],  [the Depositor],  and the [Master Servicer] [Securities  Administrator] [Trustee],
and their officers, with the knowledge and intent that they will rely upon this certification, that:

               I have reviewed the servicer  compliance  statement of the Company  provided in accordance  with
        Item 1123 of  Regulation  AB (the  "Compliance  Statement"),  the report on assessment of the Company's
        compliance  with the  servicing  criteria set forth in Item 1122(d) of  Regulation  AB (the  "Servicing
        Criteria"),  provided in accordance with Rules 13a-18 and 15d-18 under Securities Exchange Act of 1934,
        as amended (the  "Exchange  Act") and Item 1122 of  Regulation  AB (the  "Servicing  Assessment"),  the
        registered  public accounting  firm's  attestation  report provided in accordance with Rules 13a-18 and
        15d-18 under the Exchange Act and Section 1122(b) of Regulation AB (the "Attestation  Report"), and all
        servicing  reports,  officer's  certificates  and other  information  relating to the  servicing of the
        Mortgage  Loans by the Company  during  200[ ] that were  delivered  by the Company to the  [Depositor]
        [Master Servicer] [Securities  Administrator]  [Trustee] pursuant to the Agreement  (collectively,  the
        "Company Servicing Information");

               Based on my knowledge,  the Company  Servicing  Information,  taken as a whole, does not contain
        any  untrue  statement  of a  material  fact or omit to state a  material  fact  necessary  to make the
        statements  made,  in the light of the  circumstances  under  which  such  statements  were  made,  not
        misleading with respect to the period of time covered by the Company Servicing Information;

               Based on my knowledge,  all of the Company Servicing  Information required to be provided by the
        Company  under the  Agreement  has been  provided  to the  [Depositor]  [Master  Servicer]  [Securities
        Administrator] [Trustee];

               I am  responsible  for reviewing the  activities  performed by the Company as servicer under the
        Agreement,  and based on my knowledge and the compliance  review  conducted in preparing the Compliance
        Statement  and except as  disclosed  in the  Compliance  Statement,  the  Servicing  Assessment  or the
        Attestation  Report,  the Company has  fulfilled  its  obligations  under the Agreement in all material
        respects; and

The  Compliance  Statement  required  to be  delivered  by the  Company  pursuant  to this  Agreement,  and the
Servicing  Assessment and Attestation  Report required to be provided by the Company and by any Subservicer and
Subcontractor  pursuant  to the  Agreement,  have been  provided  to the  [Depositor]  [Master  Servicer].  Any
material  instances of noncompliance  described in such reports have been disclosed to the [Depositor]  [Master
Servicer].  Any material  instance of  noncompliance  with the  Servicing  Criteria has been  disclosed in such
reports.

        28.    The  Agreement is hereby  amended  effective as of the date hereof by adding the  following  new
Exhibit M:

                                                   EXHIBIT M

                                           SUMMARY OF REGULATION AB
                                              SERVICING CRITERIA

NOTE:  This  Exhibit  M is  provided  for  convenience  of  reference  only.  In the  event  of a  conflict  or
inconsistency  between the terms of this Exhibit M and the text of Regulation  AB, the text of  Regulation  AB,
its adopting release and other public statements of the SEC shall control.

Item 1122(d)
(i)     General servicing considerations.
(A)     Policies and  procedures  are  instituted to monitor any  performance  or other  triggers and events of
default in accordance with the transaction agreements.
(B)     If any material  servicing  activities  are  outsourced to third  parties,  policies and procedures are
instituted to monitor the third party's performance and compliance with such servicing activities.
(C)     Any  requirements in the transaction  agreements to maintain a back-up  servicer for the mortgage loans
are maintained.
(D)     A  fidelity  bond and  errors  and  omissions  policy is in effect  on the party  participating  in the
servicing  function  throughout  the  reporting  period in the amount of coverage  required by and otherwise in
accordance with the terms of the transaction agreements.
(ii)    Cash collection and administration.
(A)     Payments on mortgage loans are deposited into the appropriate  custodial bank accounts and related bank
clearing accounts no more than two business days following  receipt,  or such other number of days specified in
the transaction agreements.
(B)     Disbursements  made via wire  transfer  on  behalf of an  obligor  or to an  investor  are made only by
authorized personnel.
(C)     Advances of funds or guarantees regarding  collections,  cash flows or distributions,  and any interest
or other fees charged for such  advances,  are made,  reviewed  and  approved as  specified in the  transaction
agreements.
(D)     The related  accounts for the transaction,  such as cash reserve accounts or accounts  established as a
form of  overcollateralization,  are separately  maintained  (e.g., with respect to commingling of cash) as set
forth in the transaction agreements.
(E)     Each custodial account is maintained at a federally insured depository  institution as set forth in the
transaction  agreements.  For purposes of this  criterion,  "federally  insured  depository  institution"  with
respect to a foreign financial  institution  means a foreign financial  institution that meets the requirements
of Rule 13k-1(b)(1) of the Securities Exchange Act.
(F)     Unissued checks are safeguarded so as to prevent unauthorized access.
(G)     Reconciliations are prepared on a monthly basis for all asset-backed  securities related bank accounts,
including   custodial   accounts  and  related  bank  clearing   accounts.   These   reconciliations   are  (A)
mathematically  accurate;  (B) prepared  within 30 calendar days after the bank statement  cutoff date, or such
other number of days specified in the transaction  agreements;  (C) reviewed and approved by someone other than
the person who  prepared  the  reconciliation;  and (D)  contain  explanations  for  reconciling  items.  These
reconciling items are resolved within 90 calendar days of their original  identification,  or such other number
of days specified in the transaction agreements.
(iii)   Investor remittances and reporting.
(A)     Reports to investors,  including  those to be filed with the  Commission,  are maintained in accordance
with the transaction  agreements and applicable  Commission  requirements.  Specifically,  such reports (A) are
prepared in accordance  with timeframes and other terms set forth in the  transaction  agreements;  (B) provide
information  calculated in accordance  with the terms specified in the  transaction  agreements;  (C) are filed
with the Commission as required by its rules and  regulations;  and (D) agree with  investors' or the trustee's
records as to the total unpaid principal balance and number of mortgage loans serviced by the Servicer.
(B)     Amounts due to  investors  are  allocated  and remitted in  accordance  with  timeframes,  distribution
priority and other terms set forth in the transaction agreements.
(C)     Disbursements  made to an investor  are posted  within two  business  days to the  Servicer's  investor
records, or such other number of days specified in the transaction agreements.
(D)     Amounts  remitted to investors per the investor reports agree with cancelled  checks,  or other form of
payment, or custodial bank statements.
(iv)    Mortgage Loan administration.
(A)     Collateral or security on mortgage  loans is maintained  as required by the  transaction  agreements or
related mortgage loan documents.
(B)     Mortgage loan and related documents are safeguarded as required by the transaction agreements.
(C)     Any  additions,  removals  or  substitutions  to the asset  pool are made,  reviewed  and  approved  in
accordance with any conditions or requirements in the transaction agreements.
(D)     Payments on mortgage loans,  including any payoffs,  made in accordance with the related  mortgage loan
documents  are  posted to the  Servicer's  obligor  records  maintained  no more than two  business  days after
receipt,  or such other number of days  specified in the  transaction  agreements,  and allocated to principal,
interest or other items (e.g., escrow) in accordance with the related mortgage loan documents.
(E)     The Servicer's  records regarding the mortgage loans agree with the Servicer's  records with respect to
an obligor's unpaid principal balance.
(F)     Changes with respect to the terms or status of an obligor's  mortgage loans (e.g.,  loan  modifications
or re-agings)  are made,  reviewed and approved by  authorized  personnel in  accordance  with the  transaction
agreements and related mortgage loan documents.
(G)     Loss  mitigation or recovery  actions  (e.g.,  forbearance  plans,  modifications  and deeds in lieu of
foreclosure,  foreclosures  and  repossessions,  as  applicable)  are  initiated,  conducted  and  concluded in
accordance with the timeframes or other requirements established by the transaction agreements.
(H)     Records  documenting  collection efforts are maintained during the period a mortgage loan is delinquent
in accordance  with the  transaction  agreements.  Such records are maintained on at least a monthly basis,  or
such other period specified in the transaction  agreements,  and describe the entity's activities in monitoring
delinquent  mortgage loans  including,  for example,  phone calls,  letters and payment  rescheduling  plans in
cases where delinquency is deemed temporary (e.g., illness or unemployment).
(I)     Adjustments  to interest  rates or rates of return for mortgage  loans with variable rates are computed
based on the related mortgage loan documents.
(J)     Regarding  any  funds  held in trust  for an  obligor  (such as escrow  accounts):  (A) such  funds are
analyzed,  in accordance  with the  obligor's  mortgage loan  documents,  on at least an annual basis,  or such
other period  specified in the  transaction  agreements;  (B) interest on such funds is paid,  or credited,  to
obligors  in  accordance  with  applicable  mortgage  loan  documents  and state  laws;  and (C) such funds are
returned to the obligor  within 30 calendar  days of full  repayment  of the related  mortgage  loans,  or such
other number of days specified in the transaction agreements.
(K)     Payments  made on behalf of an obligor  (such as tax or insurance  payments)  are made on or before the
related  penalty or  expiration  dates,  as indicated on the  appropriate  bills or notices for such  payments,
provided  that such support has been  received by the Servicer at least 30 calendar  days prior to these dates,
or such other number of days specified in the transaction agreements.
(L)     Any late payment  penalties in connection  with any payment to be made on behalf of an obligor are paid
from the  Servicer's  funds and not charged to the obligor,  unless the late  payment was due to the  obligor's
error or omission.
(M)     Disbursements  made on behalf of an  obligor  are  posted  within two  business  days to the  obligor's
records maintained by the Servicer, or such other number of days specified in the transaction agreements.
(N)     Delinquencies,  charge-offs and  uncollectable  accounts are recognized and recorded in accordance with
the transaction agreements.
(O)     Any external  enhancement or other support,  identified in Item 1114(a)(1)  through (3) or Item 1115 of
Regulation AB, is maintained as set forth in the transaction agreements.

        29.    The  Agreement is hereby  amended  effective as of the date hereof by adding the  following  new
Exhibit N:
                                                   EXHIBIT N

                               SUMMARY OF APPLICABLE REGULATION AB REQUIREMENTS

NOTE:  This  Exhibit  N is  provided  for  convenience  of  reference  only.  In the  event  of a  conflict  or
inconsistency  between the terms of this Exhibit N and the text of Regulation  AB, the text of  Regulation  AB,
its adopting release and other public statements of the SEC shall control.

Item 1105(a)(1)-(3) and (c)

        -Provide  static pool  information  with respect to mortgage loans that were originated or purchased by
the Company and which are of the same type as the Mortgage Loans.

        -Provide static pool information regarding  delinquencies,  cumulative losses and prepayments for prior
securitized pools of the Company.

        -If the Company has less than 3 years experience  securitizing  assets of the same type as the Mortgage
Loans,  provide  the static pool  information  by vintage  origination  years  regarding  loans  originated  or
purchased  by the  Company,  instead  of by prior  securitized  pool.  A vintage  origination  year  represents
mortgage loans originated during the same year.

        -Such  static pool  information  shall be for the prior five  years,  or for so long as the Company has
been originating or purchasing (in the case of data by vintage  origination  year) or securitizing (in the case
of data by prior securitized pools) such mortgage loans if for less than five years.

        -The  static  pool  information  for each  vintage  origination  year or  prior  securitized  pool,  as
applicable,  shall be  presented in monthly  increments  over the life of the  mortgage  loans  included in the
vintage origination year or prior securitized pool.

        -Provide  summary  information  for the  original  characteristics  of the prior  securitized  pools or
vintage  origination  years,  as  applicable  and  material,  including:  number of pool assets,  original pool
balance,  weighted average initial loan balance,  weighted average mortgage rate,  weighted average and minimum
and maximum FICO,  product type, loan purpose,  weighted  average and minimum and maximum LTV,  distribution of
loans by mortgage rate, and geographic concentrations of 5% or more.


Item 1108(b) and (c)

        Provide the following  information with respect to each servicer that will service,  including  interim
service,  20% or more of the mortgage loans in any loan group in the securitization  issued in the Pass-Through
Transfer:

        -a description of the Company's form of organization;

        -a  description  of how long the Company  has been  servicing  residential  mortgage  loans;  a general
discussion of the Company's  experience in servicing  assets of any type as well as a more detailed  discussion
of the  Company's  experience  in,  and  procedures  for the  servicing  function  it will  perform  under this
Agreement and any  Reconstitution  Agreements;  information  regarding the size,  composition and growth of the
Company's  portfolio of mortgage  loans of the type similar to the Mortgage  Loans and  information  on factors
related to the Company  that may be material to any  analysis of the  servicing  of the  Mortgage  Loans or the
related  asset-backed  securities,   as  applicable,   including  whether  any  default  or  servicing  related
performance  trigger  has  occurred  as to any other  securitization  due to any act or  failure  to act of the
Company,  whether any material  noncompliance with applicable servicing criteria as to any other securitization
has been disclosed or reported by the Company, and the extent of outsourcing the Company uses;

        -a  description  of any material  changes to the  Company's  policies or  procedures  in the  servicing
function it will perform  under this  Agreement and any  Reconstitution  Agreements  for mortgage  loans of the
type similar to the Mortgage Loans during the past three years;

        -information  regarding the Company's  financial  condition to the extent that there is a material risk
that the effect on one or more  aspects of  servicing  resulting  from such  financial  condition  could have a
material impact on the performance of the securities  issued in the Pass-Through  Transfer,  or on servicing of
mortgage loans of the same asset type as the Mortgage Loans;

        -any special or unique factors  involved in servicing loans of the same type as the Mortgage Loans, and
the Company's processes and procedures designed to address such factors;

        -statistical  information regarding principal and interest advances made by the Company on the Mortgage
Loans and the Company's overall servicing portfolio for the past three years; and

        -the  Company's  process for handling  delinquencies,  losses,  bankruptcies  and  recoveries,  such as
through liquidation of REO Properties, foreclosure, sale of the Mortgage Loans or workouts.

Item 1110(a)

        -Identify  any  originator  or group of  affiliated  originators  that  originated,  or is  expected to
originate,  10% or  more  of the  mortgage  loans  in any  loan  group  in  the  securitization  issued  in the
Pass-Through Transfer.


Item 1110(b)

        Provide the following  information  with respect to any  originator or group of affiliated  originators
that  originated,  or is  expected to  originate,  20% or more of the  mortgage  loans in any loan group in the
securitization issued in the Pass-Through Transfer:

        -the Company's form of organization; and

        -a  description  of the  Company's  origination  program and how long the  Company has been  engaged in
originating  residential  mortgage  loans,  which  description  must  include  a  discussion  of the  Company's
experience in originating  mortgage loans of the same type as the Mortgage Loans and information  regarding the
size and composition of the Company's  origination  portfolio as well as information that may be material to an
analysis of the  performance  of the Mortgage  Loans,  such as the Company's  credit-granting  or  underwriting
criteria for mortgage loans of the same type as the Mortgage Loans.


Item 1117

        -describe any legal proceedings  pending against the Company or against any of its property,  including
any proceedings  known to be contemplated by governmental  authorities,  that may be material to the holders of
the securities issued in the Pass-Through Transfer.


Item 1119(a)

        -describe  any  affiliations  of the Company,  each other  originator  of the  Mortgage  Loans and each
Subservicer with the sponsor,  depositor,  issuing entity,  trustee,  any originator,  any other servicer,  any
significant  obligor,   enhancement  or  support  provider  or  any  other  material  parties  related  to  the
Pass-Through Transfer.


Item 1119(b)

        -describe any business relationship,  agreement, arrangement, transaction or understanding entered into
outside  of the  ordinary  course  of  business  or on terms  other  than  those  obtained  in an arm's  length
transaction with an unrelated third party,  apart from the  Pass-Through  Transfer,  between the Company,  each
other originator of the Mortgage Loans and each Subservicer,  or their respective affiliates,  and the sponsor,
depositor or issuing entity or their  respective  affiliates,  that exists  currently or has existed during the
past two years,  that may be material to the  understanding  of an  investor  in the  securities  issued in the
Pass-Through Transfer.

Item 1119(c)

        -describe any business relationship,  agreement, arrangement, transaction or understanding involving or
relating to the Mortgage  Loans or the  Pass-Through  Transfer,  including the material  terms and  approximate
dollar  amount  involved,  between  the  Company,  each  other  originator  of  the  Mortgage  Loans  and  each
Subservicer,  or their respective  affiliates and the sponsor,  depositor or issuing entity or their respective
affiliates, that exists currently or has existed during the past two years.

        30.    The  Agreement is hereby  amended  effective as of the date hereof by adding the  following  new
Exhibit O:

                                                   EXHIBIT O

                        SERVICING CRITERIA TO BE ADDRESSED IN ASSESSMENT OF COMPLIANCE

        The assessment of compliance to be delivered by [the Company] [Name of Subservicer]  shall address,  at
a minimum, the criteria identified as below as "Applicable Servicing Criteria":

----------------------------------------------------------------------------- ------------------
                             Servicing Criteria                                  Applicable
                                                                                  Servicing
                                                                                  Criteria
----------------------------------------------------------------------------- ------------------
    Reference                               Criteria
------------------- --------------------------------------------------------- ------------------
                                General Servicing Considerations
-------------------                                                           ------------------
1122(d)(1)(i)       Policies and procedures are instituted to monitor any
                    performance or other triggers and events of default in
                    accordance with the transaction agreements.
-------------------                                                           ------------------
1122(d)(1)(ii)      If any material servicing activities are outsourced to
                    third parties, policies and procedures are instituted
                    to monitor the third party's performance and compliance
                    with such servicing activities.
-------------------                                                           ------------------
1122(d)(1)(iii)     Any requirements in the transaction agreements to
                    maintain a back-up servicer for the mortgage loans are
                    maintained.
-------------------                                                           ------------------
1122(d)(1)(iv)      A fidelity bond and errors and omissions policy is in
                    effect on the party participating in the servicing
                    function throughout the reporting period in the amount
                    of coverage required by and otherwise in accordance
                    with the terms of the transaction agreements.
-------------------                                                           ------------------
                               Cash Collection and Administration
-------------------                                                           ------------------
1122(d)(2)(i)       Payments on mortgage loans are deposited into the
                    appropriate custodial bank accounts and related bank
                    clearing accounts no more than two business days
                    following receipt, or such other number of days
                    specified in the transaction agreements.
-------------------                                                           ------------------
1122(d)(2)(ii)      Disbursements made via wire transfer on behalf of an
                    obligor or to an investor are made only by authorized
                    personnel.
-------------------                                                           ------------------
1122(d)(2)(iii)     Advances of funds or guarantees regarding collections,
                    cash flows or distributions, and any interest or other
                    fees charged for such advances, are made, reviewed and
                    approved as specified in the transaction agreements.
-------------------                                                           ------------------
                    The related accounts for the transaction, such as cash
                    reserve accounts or accounts established as a form of
                    overcollateralization, are separately maintained (e.g.,
                    with respect to commingling of cash) as set forth in
1122(d)(2)(iv)      the transaction agreements.
-------------------                                                           ------------------
1122(d)(2)(v)       Each custodial account is maintained at a federally
                    insured depository institution as set forth in the
                    transaction agreements. For purposes of this criterion,
                    "federally insured depository institution" with respect
                    to a foreign financial institution means a foreign
                    financial institution that meets the requirements of
                    Rule 13k-1(b)(1) of the Securities Exchange Act.
-------------------                                                           ------------------
1122(d)(2)(vi)      Unissued checks are safeguarded so as to prevent
                    unauthorized access.
-------------------                                                           ------------------
1122(d)(2)(vii)      Reconciliations are prepared on a monthly basis for
                    all asset-backed securities related bank accounts,
                    including custodial accounts and related bank clearing
                    accounts. These reconciliations are (A) mathematically
                    accurate; (B) prepared within 30 calendar days after
                    the bank statement cutoff date, or such other number of
                    days specified in the transaction agreements; (C)
                    reviewed and approved by someone other than the person
                    who prepared the reconciliation; and (D) contain
                    explanations for reconciling items. These reconciling
                    items are resolved within 90 calendar days of their
                    original identification, or such other number of days
                    specified in the transaction agreements.
-------------------                                                           ------------------
                               Investor Remittances and Reporting
-------------------                                                           ------------------
1122(d)(3)(i)       Reports to investors, including those to be filed with
                    the Commission, are maintained in accordance with the
                    transaction agreements and applicable Commission
                    requirements. Specifically, such reports (A) are
                    prepared in accordance with timeframes and other terms
                    set forth in the transaction agreements; (B) provide
                    information calculated in accordance with the terms
                    specified in the transaction agreements; (C) are filed
                    with the Commission as required by its rules and
                    regulations; and (D) agree with investors' or the
                    trustee's records as to the total unpaid principal
                    balance and number of mortgage loans serviced by the
                    Servicer.
-------------------                                                           ------------------
1122(d)(3)(ii)      Amounts due to investors are allocated and remitted in
                    accordance with timeframes, distribution priority and
                    other terms set forth in the transaction agreements.
-------------------                                                           ------------------
                    Disbursements made to an investor are posted within two
                    business days to the Servicer's investor records, or
                    such other number of days specified in the transaction
1122(d)(3)(iii)     agreements.
-------------------                                                           ------------------
                    Amounts remitted to investors per the investor reports
                    agree with cancelled checks, or other form of payment,
1122(d)(3)(iv)      or custodial bank statements.
-------------------                                                           ------------------
                                   Pool Asset Administration
-------------------                                                           ------------------
1122(d)(4)(i)        Collateral or security on mortgage loans is maintained
                    as required by the transaction agreements or related
                    mortgage loan documents.
-------------------                                                           ------------------
                    Mortgage loan and related documents are safeguarded as
1122(d)(4)(ii)      required by the transaction agreements
-------------------                                                           ------------------
1122(d)(4)(iii)     Any additions, removals or substitutions to the asset
                    pool are made, reviewed and approved in accordance with
                    any conditions or requirements in the transaction
                    agreements.
-------------------                                                           ------------------
1122(d)(4)(iv)      Payments on mortgage loans, including any payoffs, made
                    in accordance with the related mortgage loan documents
                    are posted to the Servicer's obligor records maintained
                    no more than two business days after receipt, or such
                    other number of days specified in the transaction
                    agreements, and allocated to principal, interest or
                    other items (e.g., escrow) in accordance with the
                    related mortgage loan documents.
-------------------                                                           ------------------
1122(d)(4)(v)       The Servicer's records regarding the mortgage loans
                    agree with the Servicer's records with respect to an
                    obligor's unpaid principal balance.
-------------------                                                           ------------------
1122(d)(4)(vi)      Changes with respect to the terms or status of an
                    obligor's mortgage loans (e.g., loan modifications or
                    re-agings) are made, reviewed and approved by
                    authorized personnel in accordance with the transaction
                    agreements and related pool asset documents.
-------------------                                                           ------------------
1122(d)(4)(vii)     Loss mitigation or recovery actions (e.g., forbearance
                    plans, modifications and deeds in lieu of foreclosure,
                    foreclosures and repossessions, as applicable) are
                    initiated, conducted and concluded in accordance with
                    the timeframes or other requirements established by the
                    transaction agreements.
-------------------                                                           ------------------
1122(d)(4)(viii)    Records documenting collection efforts are maintained
                    during the period a mortgage loan is delinquent in
                    accordance with the transaction agreements. Such
                    records are maintained on at least a monthly basis, or
                    such other period specified in the transaction
                    agreements, and describe the entity's activities in
                    monitoring delinquent mortgage loans including, for
                    example, phone calls, letters and payment rescheduling
                    plans in cases where delinquency is deemed temporary
                    (e.g., illness or unemployment).
-------------------                                                           ------------------
1122(d)(4)(ix)      Adjustments to interest rates or rates of return for
                    mortgage loans with variable rates are computed based
                    on the related mortgage loan documents.
-------------------                                                           ------------------
1122(d)(4)(x)       Regarding any funds held in trust for an obligor (such
                    as escrow accounts): (A) such funds are analyzed, in
                    accordance with the obligor's mortgage loan documents,
                    on at least an annual basis, or such other period
                    specified in the transaction agreements; (B) interest
                    on such funds is paid, or credited, to obligors in
                    accordance with applicable mortgage loan documents and
                    state laws; and (C) such funds are returned to the
                    obligor within 30 calendar days of full repayment of
                    the related mortgage loans, or such other number of
                    days specified in the transaction agreements.
-------------------                                                           ------------------
1122(d)(4)(xi)      Payments made on behalf of an obligor (such as tax or
                    insurance payments) are made on or before the related
                    penalty or expiration dates, as indicated on the
                    appropriate bills or notices for such payments,
                    provided that such support has been received by the
                    servicer at least 30 calendar days prior to these
                    dates, or such other number of days specified in the
                    transaction agreements.
-------------------                                                           ------------------
1122(d)(4)(xii)     Any late payment penalties in connection with any
                    payment to be made on behalf of an obligor are paid
                    from the servicer's funds and not charged to the
                    obligor, unless the late payment was due to the
                    obligor's error or omission.
-------------------                                                           ------------------
                    Disbursements made on behalf of an obligor are posted
                    within two business days to the obligor's records
                    maintained by the servicer, or such other number of
1122(d)(4)(xiii)    days specified in the transaction agreements.
-------------------                                                           ------------------
1122(d)(4)(xiv)      Delinquencies, charge-offs and uncollectible accounts
                    are recognized and recorded in accordance with the
                    transaction agreements.
-------------------                                                           ------------------
                    Any external enhancement or other support, identified
                    in Item 1114(a)(1) through (3) or Item 1115 of
                    Regulation AB, is maintained as set forth in the
1122(d)(4)(xv)      transaction agreements.
-------------------                                                           ------------------
                    ---------------------------------------------------------

------------------- --------------------------------------------------------- ------------------



                                            [NAME OF COMPANY] [NAME OF SUBSERVICER]


                                            Date:  _________________________



                                            By:    _________________________
                                            Name:
                                            Title:


        31.    The Agreement is hereby amended as of the date hereof by adding the following new Exhibit P:

                                                       EXHIBIT P

                                     REPORTING DATA FOR REALIZED LOSSES AND GAINS

                         Calculation of Realized Loss/Gain Form 332- Instruction Sheet

        NOTE:  Do not net or combine items.  Show all expenses individually and all credits as separate line
        items.  Claim packages are due on the remittance report date.  Late submissions may result in claims
        not being passed until the following month.  The Servicer is responsible to remit all funds pending
        loss approval and /or resolution of any disputed items.


                      The numbers on the 332 form correspond with the numbers listed below.

        Liquidation and Acquisition Expenses:
        1.    The Actual Unpaid Principal Balance of the Mortgage Loan.  For documentation, an Amortization
              Schedule from date of default through liquidation breaking out the net interest and servicing
              fees advanced is required.

        2.    The Total Interest Due less the aggregate amount of servicing fee that would have been earned
              if all delinquent payments had been made as agreed. For documentation, an Amortization Schedule
              from date of default through liquidation breaking out the net interest and servicing fees
              advanced is required.

        3.    Accrued Servicing Fees based upon the Scheduled Principal Balance of the Mortgage Loan as
              calculated on a monthly basis. For documentation, an Amortization Schedule from date of default
              through liquidation breaking out the net interest and servicing fees advanced is required.

        4-12. Complete as applicable.  Required documentation:

               *  For taxes and insurance advances - see page 2 of 332 form - breakdown required showing period

                 of coverage, base tax, interest, penalty.  Advances prior to default require evidence of
                 servicer efforts to recover advances.

               *  For escrow advances - complete payment history

                   (to calculate advances from last positive escrow balance forward)

               *  Other expenses -  copies of corporate advance history showing all payments

               *  REO repairs > $1500 require explanation

               *  REO repairs >$3000 require evidence of at least 2 bids.

               *  Short Sale or Charge Off require P&L supporting the decision and WFB's approved Officer
               Certificate

               *  Unusual or extraordinary items may require further documentation.

        13.    The total of lines 1 through 12.

        Credits:

        14-21.Complete as applicable.  Required documentation:

              * Copy of the HUD 1 from the REO sale.  If a 3rd Party Sale, bid instructions and Escrow Agent
              / Attorney

                 Letter of Proceeds Breakdown.

              *  Copy of EOB for any MI or gov't guarantee

              *  All other credits need to be clearly defined on the 332 form            

        22.    The total of lines 14 through 21.

        Please Note:  For HUD/VA loans, use line (18a) for Part A/Initial proceeds and line (18b) for Part
                      B/Supplemental proceeds.

        Total Realized Loss (or Amount of Any Gain)
        23.   The total derived from  subtracting  line 22 from 13. If the amount  represents a realized  gain,
              show the amount in parenthesis (   ).

                                  Calculation of Realized Loss/Gain Form 332

        Prepared by:  __________________                  Date:  _______________
        Phone:  ______________________   Email Address:_____________________
----------------------------    -------------------------------   ------------------------------------
Servicer Loan No.               Servicer Name                     Servicer Address


----------------------------    -------------------------------   ------------------------------------

        WELLS FARGO BANK, N.A. Loan No._____________________________

        Borrower's Name: _________________________________________________________
        Property Address: _________________________________________________________

        Liquidation Type:  REO Sale          3rd Party Sale             Short Sale     Charge Off

        Was this loan granted a Bankruptcy deficiency or cramdown       Yes         No
        If "Yes", provide deficiency or cramdown amount _______________________________

        Liquidation and Acquisition Expenses:
       (1) Actual Unpaid Principal Balance of Mortgage Loan            $ ________________     (1)
        (2)Interest accrued at Net Rate                                  ________________     (2)
        (3)Accrued Servicing Fees                                        ________________     (3)
        (4)Attorney's Fees                                               ________________     (4)
        (5)Taxes (see page 2)                                            ________________     (5)
        (6)Property Maintenance                                          ________________     (6)
        (7)MI/Hazard Insurance Premiums (see page 2)                     ________________     (7)
        (8)Utility Expenses                                              ________________     (8)
        (9)Appraisal/BPO                                                 ________________     (9)
        (10)   Property Inspections                                      ________________     (10)
        (11)   FC Costs/Other Legal Expenses                             ________________     (11)
        (12)   Other (itemize)                                           ________________     (12)
               Cash for Keys__________________________                   ________________     (12)
               HOA/Condo Fees_______________________                     ________________     (12)
               ______________________________________                    ________________     (12)

               Total Expenses                                          $ ________________     (13)
        Credits:
        (14)   Escrow Balance                                          $ ________________     (14)
        (15)   HIP Refund                                                ________________     (15)
        (16)   Rental Receipts                                           ________________     (16)
        (17)   Hazard Loss Proceeds                                      ________________     (17)
        (18)   Primary Mortgage Insurance / Gov't Insurance              ________________     (18a)
        HUD Part A
                                                                         ________________     (18b)
        HUD Part B
        (19)   Pool Insurance Proceeds                                   ________________     (19)
        (20)   Proceeds from Sale of Acquired Property                   ________________     (20)
        (21)   Other (itemize)                                           ________________     (21)
           _________________________________________                     ________________     (21)

           Total Credits                                                $________________     (22)
        Total Realized Loss (or Amount of Gain)                         $________________     (23)


Escrow Disbursement Detail


--------------- ------------ ------------- ------------- ------------ ------------- -------------
     Type        Date Paid    Period of     Total Paid   Base Amount   Penalties      Interest
 (Tax /Ins.)                   Coverage
--------------- ------------ ------------- ------------- ------------ ------------- -------------
--------------- ------------ ------------- ------------- ------------ ------------- -------------

--------------- ------------ ------------- ------------- ------------ ------------- -------------
--------------- ------------ ------------- ------------- ------------ ------------- -------------

--------------- ------------ ------------- ------------- ------------ ------------- -------------
--------------- ------------ ------------- ------------- ------------ ------------- -------------

--------------- ------------ ------------- ------------- ------------ ------------- -------------
--------------- ------------ ------------- ------------- ------------ ------------- -------------

--------------- ------------ ------------- ------------- ------------ ------------- -------------
--------------- ------------ ------------- ------------- ------------ ------------- -------------

--------------- ------------ ------------- ------------- ------------ ------------- -------------
--------------- ------------ ------------- ------------- ------------ ------------- -------------

--------------- ------------ ------------- ------------- ------------ ------------- -------------
--------------- ------------ ------------- ------------- ------------ ------------- -------------

--------------- ------------ ------------- ------------- ------------ ------------- -------------
--------------- ------------ ------------- ------------- ------------ ------------- -------------

--------------- ------------ ------------- ------------- ------------ ------------- -------------

        32.    Except as  amended  above,  the  Agreement  shall  continue  to be in full  force and  effect in
accordance with its terms.

        33.    This  Amendment  may be executed by one or more of the parties  hereto on any number of separate
counterparts  and of said  counterparts  taken  together  shall  be  deemed  to  constitute  one  and the  same
instrument.

                                           [SIGNATURE PAGES FOLLOW]










        IN WITNESS  WHEREOF,  the  following  parties  have  caused  their  names to be signed  hereto by their
respective officers thereunto duly authorized as of the day and year first above written.
                                                   EMC MORTGAGE CORPORATION,
                                                          as Purchaser

                                                   By:                                 
                                                   Name:
                                                   Title:


                                                   GREENPOINT MORTGAGE FUNDING, INC.,
                                                          as Company

                                                   By:                                 
                                                   Name:
                                                   Title:









                                                                                                        EXHIBIT H-9




                                             EMC MORTGAGE CORPORATION
                                                    Purchaser,



                                          HSBC MORTGAGE CORPORATION (USA)

                                                     Company,

                                               AMENDED AND RESTATED
                                   PURCHASE, WARRANTIES AND SERVICING AGREEMENT

                                           Dated as of September 1, 2005





                                    (Fixed and Adjustable Rate Mortgage Loans)



                                                 TABLE OF CONTENTS

                                                     ARTICLE I


Section 1.01     Defined Terms............................................................................2

                                                    ARTICLE II

Section 2.01     Agreement to Purchase....................................................................14
Section 2.02     Purchase Price...........................................................................15
Section 2.03     Servicing of Mortgage Loans..............................................................15
Section 2.04     Record Title and Possession of Mortgage Files;
                         Maintenance of Servicing Files...................................................15
Section 2.05     Books and Records........................................................................16
Section 2.06     Transfer of Mortgage Loans...............................................................17
Section 2.07     Delivery of Mortgage Loan Documents......................................................17
Section 2.08     Quality Control Procedures...............................................................19
Section 2.09     Near-term Principal Prepayments; Near Term Payment Defaults..............................19
Section 2.10     Modification of Obligations..............................................................19

                                                    ARTICLE III

Section 3.01     Representations and Warranties of the Company............................................21
Section 3.02     Representations and Warranties as to
                         Individual Mortgage Loans........................................................24
Section 3.03     Repurchase; Substitution.................................................................33
Section 3.04     Representations and Warranties of the Purchaser..........................................35

                                                    ARTICLE IV

Section 4.01     Company to Act as Servicer...............................................................36
Section 4.02     Collection of Mortgage Loan Payments.....................................................39
Section 4.03     Realization Upon Defaulted Mortgage Loans................................................40
Section 4.04     Establishment of Custodial Accounts;
                         Deposits in Custodial Accounts...................................................41
Section 4.05     Permitted Withdrawals from the
                         Custodial Account................................................................42
Section 4.06     Establishment of Escrow Accounts;
                         Deposits in Escrow Accounts......................................................43
Section 4.07     Permitted Withdrawals From Escrow Account................................................44
Section 4.08     Payment of Taxes, Insurance and Other
                         Charges; Maintenance of Primary Mortgage
                          Insurance Policies; Collections Thereunder......................................45
Section 4.09     Transfer of Accounts.....................................................................46
Section 4.10     Maintenance of Hazard Insurance..........................................................46
Section 4.11     Maintenance of Mortgage Impairment
                         Insurance Policy.................................................................47
Section 4.12     Fidelity Bond, Errors and Omissions
                        Insurance.........................................................................48
Section 4.13     Title, Management and Disposition of REO  Property.......................................48
Section 4.14     Notification of Maturity Date............................................................50

                                                     ARTICLE V

Section 5.01     Distributions............................................................................50
Section 5.02     Statements to the Purchaser..............................................................51
Section 5.03     Monthly Advances by the Company..........................................................53
Section 5.04     Liquidation Reports......................................................................53

                                                    ARTICLE VI

Section 6.01     Assumption Agreements....................................................................53
Section 6.02     Satisfaction of Mortgages and Release
                         of Mortgage Files................................................................54
Section 6.03     Servicing Compensation...................................................................55
Section 6.04     Annual Statement as to Compliance........................................................56
Section 6.05     Annual Independent Certified Public
                         Accountants' Servicing Report....................................................56
Section 6.06     Purchaser's Right to Examine Company Records.............................................56

                                                    ARTICLE VII

Section 7.01      Company Shall Provide Information as Reasonably
                          Required........................................................................57

                                                   ARTICLE VIII

Section 8.01     Indemnification; Third Party Claims......................................................58
Section 8.02     Merger or Consolidation of the Company...................................................58
Section 8.03     Limitation on Liability of the Company and Others........................................59
Section 8.04     Company Not to Assign or Resign..........................................................59
Section 8.05     No Transfer of Servicing.................................................................59

                                                    ARTICLE IX

Section 9.01     Events of Default........................................................................61
Section 9.02     Waiver of Defaults.......................................................................62

                                                     ARTICLE X

Section 10.01     Termination.............................................................................62
Section 10.02     Termination without cause...............................................................63

                                                    ARTICLE XI

Section 11.01     Successor to the Company................................................................63
Section 11.02     Amendment...............................................................................64
Section 11.03     Recordation of Agreement................................................................65
Section 11.04     Governing Law...........................................................................65
Section 11.05     Notices.................................................................................65
Section 11.06     Severability of Provisions..............................................................66
Section 11.07     Exhibits................................................................................66
Section 11.08     General Interpretive Principles.........................................................66
Section 11.09     Reproduction of Documents...............................................................67
Section 11.10     Confidentiality of Information..........................................................67
Section 11.11     Recordation of Assignment of Mortgage...................................................67
Section 11.12     Assignment by Purchaser.................................................................68
Section 11.13     No Partnership..........................................................................68
Section 11.14     Execution: Successors and Assigns.......................................................68
Section 11.15     Entire Agreement........................................................................68
Section 11.16     No Solicitation.........................................................................68
Section 11.17     Closing.................................................................................69
Section 11.18     Cooperation of Company with Reconstitution..............................................70
Section 11.19     Monthly Reporting with Respect to a Reconstitution......................................

EXHIBITS
   A                    Contents of Mortgage File
   B                    Custodial Account Letter Agreement
   C                    Escrow Account Letter Agreement
   D                    Form of Assignment, Assumption and Recognition Agreement
   E                    Form of Trial Balance
   F                    [reserved]
   G                    Request for Release of Documents and Receipt
   H                    Company's Underwriting Guidelines
   I                    Form of Term Sheet
   J                    Reconstituted Mortgage Loan Reporting



         This is an Amended and Restated  Purchase,  Warranties and Servicing  Agreement,  dated as of September 1,
2005,  which amends and restates the Purchase,  Warranties and Servicing  Agreement,  originally dated May 1, 2002,
each between EMC  MORTGAGE  CORPORATION,  as  Purchaser,  with  offices  located at Mac Arthur Ridge II, 909 Hidden
Ridge Drive,  Suite 200, Irving,  Texas 75038 (the "Purchaser") and HSBC Mortgage  Corporation  (USA), with offices
located at 2929 Walden Avenue, Depew, New York 14043 (the "Company").

                                               W I T N E S S E T H :

         WHEREAS,  the Purchaser has heretofore  agreed to purchase from the Company and the Company has heretofore
agreed to sell to the Purchaser, from time to time, certain Mortgage Loans on a servicing retained basis;

         WHEREAS,  each of the Mortgage Loans is secured by a mortgage,  deed of trust or other security instrument
creating a first lien on a  residential  dwelling  located  in the  jurisdiction  indicated  on the  Mortgage  Loan
Schedule, which is annexed to the related Term Sheet; and

         WHEREAS,  the  Purchaser  and the Company wish to prescribe  the  representations  and  warranties  of the
Company with respect to itself and the Mortgage  Loans and the  management,  servicing  and control of the Mortgage
Loans;

         NOW,  THEREFORE,  in consideration of the mutual agreements  hereinafter set forth, and for other good and
valuable  consideration,  the receipt and adequacy of which is hereby  acknowledged,  the Purchaser and the Company
agree as follows:



                                                     ARTICLE I

                                                    DEFINITIONS

         Section 1.01  Defined Terms.

         Whenever used in this Agreement,  the following words and phrases,  unless the context otherwise requires,
shall have the following meaning specified in this Article:

         Accepted  Servicing  Practices:  With respect to any Mortgage  Loan,  those mortgage  servicing  practices
(including  collection  procedures) of prudent  mortgage banking  institutions  which service mortgage loans of the
same type as such Mortgage Loan in the  jurisdiction  where the related  Mortgaged  Property is located,  and which
are in accordance  with Fannie Mae servicing  practices and procedures,  for MBS pool mortgages,  as defined in the
Fannie Mae Guides including future updates.

         Adjustment  Date: As to each adjustable  rate Mortgage Loan, the date on which the Mortgage  Interest Rate
is adjusted in accordance with the terms of the related Mortgage Note.

         Agreement:  This Purchase,  Warranties and Servicing Agreement  including all exhibits hereto,  amendments
hereof and supplements hereto.

         Appraised  Value:  With  respect  to any  Mortgaged  Property,  the  lesser  of (i) the value  thereof  as
determined  by an  appraisal  made  for the  originator  of the  Mortgage  Loan at the time of  origination  of the
Mortgage  Loan by an  appraiser  who met the minimum  requirements  of Fannie Mae and FHLMC,  and (ii) the purchase
price paid for the related  Mortgaged  Property by the Mortgagor with the proceeds of the Mortgage Loan,  provided,
however,  in the case of a Refinanced  Mortgage Loan, such value of the Mortgaged Property is based solely upon the
value  determined  by an  appraisal  made  for the  originator  of such  Refinanced  Mortgage  Loan at the  time of
origination of such  Refinanced  Mortgage Loan by an appraiser who met the minimum  requirements  of FANNIE MAE and
FHLMC.  However in the case of a mortgage  made on property in New York State  value will always be  determined  by
the appraisal for determining any requirement for primary mortgage insurance only.

         Assignment:  An individual  assignment of the Mortgage,  notice of transfer or equivalent  instrument,  in
recordable form,  sufficient under the laws of the jurisdiction  wherein the related Mortgaged  Property is located
to reflect of record the sale or transfer of the Mortgage Loan.

         BIF:  The Bank Insurance Fund, or any successor thereto.

         Business  Day: Any day other than:  (i) a Saturday or Sunday,  or (ii) a legal holiday in the State of New
York or (iii) a day on which banks in the State of New York are  authorized or obligated by law or executive  order
to be closed.


         Buydown  Agreement:  An agreement  between the Seller and a Mortgagor,  or an agreement among the Company,
a Mortgagor and a seller of a Mortgaged  Property or a third party with respect to a Mortgage  Loan which  provides
for the application of Buydown Funds.

         Buydown Funds:  In respect of any Buydown  Mortgage Loan, any amount  contributed by seller of a Mortgaged
Property  subject to a Buydown  Mortgage Loan, the buyer of such  property,  the Company or any other source,  plus
interest  earned  thereon,  in order to enable the  Mortgagor to reduce the  payments  required to be made from the
mortgagor's fund in the early years of a Mortgage Loan.

         Buydown  Mortgage Loan: Any Mortgage Loan in respect of which,  pursuant to a Buydown  Agreement,  (i) the
Mortgagor  pays less than the full monthly  payments  specified in the Mortgage  Note for a specified  period,  and
(ii) the difference  between the payments  required under such Buydown  Agreement and the Mortgage Note is provided
from Buydown Funds.

         Buydown  Period:  The  period of time when a Buydown  Agreement  is in effect  with  respect  to a related
Buydown Mortgage Loan.

         Closing Date: With respect to any Mortgage Loan, the date stated on the related Term Sheet.

         Code:    The Internal Revenue Code of 1986, or any successor statute thereto.

         Company:  HSBC Mortgage  Corporation (USA), their successors in interest and assigns, as permitted by this
Agreement.

         Condemnation  Proceeds:  All awards or settlements in respect of a Mortgaged  Property,  whether permanent
or temporary,  partial or entire,  by exercise of the power of eminent  domain or  condemnation,  to the extent not
required to be released to a Mortgagor in accordance with the terms of the related Mortgage Loan Documents.

         Confirmation:  The trade  confirmation  letter  between the Purchaser and the Company which relates to the
Mortgage Loans.

         Consumer  Information:  Information  including,  but  not  limited  to,  all  personal  information  about
Mortgagors that is supplied to the Purchaser by or on behalf of the Company.

         Co-op Lease:  With  respect to a Co-op Loan,  the lease with  respect to a dwelling  unit  occupied by the
Mortgagor and relating to the stock allocated to the related dwelling unit.

         Co-op  Loan:  A  Mortgage  Loan  secured  by the  pledge  of  stock  allocated  to a  dwelling  unit  in a
residential cooperative housing corporation and a collateral assignment of the related Co-op Lease.

         Credit Score:  The credit score of the  Mortgagor  provided by Fair,  Isaac & Company,  Inc. or such other
organization  providing  credit  scores as per HSBC  underwriting/program  guidelines  in affect at the time of the
origination of a Mortgage Loan.

         Current Appraised Value:   With respect to any Mortgaged  Property,  the value thereof as determined by an
appraisal  made for the Company (by an  appraiser  who met the  requirements  of the Company and Fannie Mae) at the
request of a Mortgagor  for the  purpose of  canceling  a Primary  Mortgage  Insurance  Policy in  accordance  with
federal, state and local laws and regulations or otherwise made at the request of the Company or Mortgagor.

         Current LTV:      The ratio of the Stated  Principal  Balance of a Mortgage Loan to the Current  Appraised
Value of the Mortgaged Property.

         Custodial  Account:  Each separate demand account or accounts  created and maintained  pursuant to Section
4.04 which shall be entitled  "[_____________________],  in trust for the  [Purchaser],  Owner of  Adjustable  Rate
Mortgage  Loans"  and  shall  be  established  in an  Eligible  Account,  in the  name  of the  Person  that is the
"Purchaser" with respect to the related Mortgage Loans.

         Custodian:  With  respect to any  Mortgage  Loan,  the entity  stated on the related  Term Sheet,  and its
successors and assigns, as custodian for the Purchaser.

         Cut-off Date: With respect to any Mortgage Loan, the date stated on the related Term Sheet.

         Determination  Date:  The  15th  day  (or if  such  15th  day is not a  Business  Day,  the  Business  Day
immediately preceding such 15th day) of the month of the related Remittance Date.

         Due Date: The day of the month on which the Monthly  Payment is due on a Mortgage  Loan,  exclusive of any
days of grace, which is the first day of the month.

         Due Period:  With respect to any  Remittance  Date,  the period  commencing on the second day of the month
preceding the month of such Remittance Date and ending on the first day of the month of the Remittance Date.

         Eligible  Account:  An account  established  and  maintained:  (i) within FDIC insured  accounts  created,
maintained and monitored by the Company so that all funds deposited  therein are fully insured,  or (ii) as a trust
account with the corporate trust department of a depository  institution or trust company  organized under the laws
of the United  States of  America  or any one of the  states  thereof  or the  District  of  Columbia  which is not
affiliated with the Company (or any  sub-servicer)  or (iii) with an entity which is an institution  whose deposits
are insured by the FDIC,  the unsecured and  uncollateralized  long-term  debt  obligations of which shall be rated
"A2" or higher by Standard & Poor's and "A" or higher by Fitch, Inc. or one of the two highest  short-term  ratings
by any applicable  Rating Agency,  and which is either (a) a federal savings  association  duly organized,  validly
existing and in good standing under the federal banking laws, (b) an institution  duly organized,  validly existing
and in good standing under the applicable  banking laws of any state, (c) a national banking  association under the
federal  banking  laws,  or (d) a principal  subsidiary  of a bank  holding  company,  or (iv) if  ownership of the
Mortgage  Loans is  evidenced  by  mortgaged-backed  securities,  the  equivalent  required  ratings of each Rating
Agency,  and held such  that the  rights  of the  Purchaser  and the  owner of the  Mortgage  Loans  shall be fully
protected  against the claims of any  creditors  of the  Company  (or any  sub-servicer)  and of any  creditors  or
depositors of the  institution in which such account is maintained or (v) in a separate  non-trust  account without
FDIC or other  insurance  in an  Eligible  Institution.  In the  event  that a  Custodial  Account  is  established
pursuant to clause (iii),  (iv) or (v) of the  preceding  sentence,  the Company  shall provide the Purchaser  with
written  notice on the  Business  Day  following  the date on which the  applicable  institution  fails to meet the
applicable ratings requirements.

         Eligible  Institution:  An institution  having (i) the highest  short-term debt rating, and one of the two
highest long-term debt ratings of each Rating Agency; or (ii) with respect to any Custodial  Account,  an unsecured
long-term debt rating of at least one of the two highest unsecured long-term debt ratings of each Rating Agency.

         Equity  Take-Out  Refinanced  Mortgage  Loan:  A  Refinanced  Mortgage  Loan the proceeds of which were in
excess of the  outstanding  principal  balance of the existing  mortgage  loan as defined in the HSBC  underwriting
manual in effect at the time of origination.

         Escrow Account:  Each separate trust account or accounts  created and maintained  pursuant to Section 4.06
which shall be entitled  "__________________,  in trust for the  [Purchaser],  Owner of  Adjustable  Rate  Mortgage
Loans, and various  Mortgagors" and shall be established in an Eligible Account,  in the name of the Person that is
the "Purchaser" with respect to the related Mortgage Loans.

         Escrow  Payments:  With  respect to any Mortgage  Loan,  the amounts  constituting  ground  rents,  taxes,
assessments,  water rates, sewer rents, municipal charges,  mortgage insurance premiums,  fire and hazard insurance
premiums,  condominium  charges, and any other payments required to be escrowed by the Mortgagor with the mortgagee
pursuant to the Mortgage or any other document.

         Event of Default:  Any one of the conditions or circumstances enumerated in Section 9.01.

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

         Fannie Mae Guide(s):  The Fannie Mae Selling Guide and the Fannie Mae Servicing  Guide and all  amendments
or additions thereto.

         FDIC:  The Federal Deposit Insurance Corporation, or any successor thereto.

         FHLMC:  The Federal Home Loan Mortgage Corporation, or any successor thereto.

         FHLMC Guide:  The FHLMC Single Family Seller/Servicer Guide and all amendments or additions thereto.

         Fidelity Bond:  A fidelity bond to be maintained by the Company pursuant to Section 4.12.

         FIRREA:  The Financial Institutions Reform, Recovery, and Enforcement Act of 1989.

         First  Remittance  Date:  With respect to any Mortgage Loan,  the  Remittance  Date occurring in the month
following the month in which the related Closing Date occurs.

         GAAP:  Generally accepted accounting principles, consistently applied.

         HUD:  The United States Department of Housing and Urban Development or any successor.

         Index:  With respect to any  adjustable  rate  Mortgage  Loan,  the index  identified on the Mortgage Loan
Schedule and set forth in the related Mortgage Note for the purpose of calculating the interest rate thereon.

         Initial Rate Cap: As to each  adjustable rate Mortgage Loan,  where  applicable,  the maximum  increase or
decrease in the Mortgage Interest Rate on the first Adjustment Date.

         Insurance  Proceeds:  With respect to each  Mortgage  Loan,  proceeds of insurance  policies  insuring the
Mortgage Loan or the related Mortgaged Property.

         Interest  Only  Mortgage  Loan:  A Mortgage  Loan that  requires  payment of interest for a period of time
specified  on the related  Mortgage  Note during the  interest-only  period  followed by full  amortization  of the
remaining balance for the remaining duration of the loan.

         Lifetime Rate Cap: As to each  adjustable  rate Mortgage  Loan,  the maximum  Mortgage  Interest Rate over
the term of such Mortgage Loan.

         Liquidation  Proceeds:  Cash received in connection  with the  liquidation  of a defaulted  Mortgage Loan,
whether through the sale or assignment of such Mortgage Loan, trustee's sale, foreclosure sale or otherwise.

         Loan-to-Value  Ratio or LTV:  With respect to any  Mortgage  Loan,  the ratio of the original  outstanding
principal  amount of the Mortgage  Loan,  to the lower of the  Appraised  Value or the Sales Price of the Mortgaged
Property.  However,  in the case of a mortgage made on property in New York State,  value will always be determined
by the appraisal for determining any requirement for primary mortgage insurance only.

         Margin:  With respect to each  adjustable  rate Mortgage  Loan, the fixed  percentage  amount set forth in
each related  Mortgage Note which is added to the Index in order to determine the related  Mortgage  Interest Rate,
as set forth in the Mortgage Loan Schedule.

         MERS:  Mortgage Electronic Registration System, Inc., a subsidiary of MERSCORP, Inc.


         MERS Mortgage Loan:  Any Mortgage Loan registered with MERS on the MERS® System.


         MERS® System:  The electronic mortgage registration system maintained by MERS.

         MIN:  The Mortgage Identification Number for any MERS Mortgage Loan.

         MOM Mortgage:  A Mortgage Loan naming MERS as the original mortgagee on the mortgage security instrument.

         Monthly  Advance:  The  aggregate of the advances made by the Company on any  Remittance  Date pursuant to
Section 5.03.

         Monthly  Payment:  The scheduled  monthly  payment of principal (if applicable) and interest on a Mortgage
Loan which is payable by a Mortgagor under the related Mortgage Note.

         Mortgage:  The  mortgage,  deed of trust or other  instrument  securing  a Mortgage  Note which  creates a
first lien on an unsubordinated estate in fee simple in real property securing the Mortgage Note.

         Mortgage  File:  The mortgage  documents  pertaining to a particular  Mortgage Loan which are specified in
Exhibit  A hereto  and any  additional  documents  required  to be  added to the  Mortgage  File  pursuant  to this
Agreement.

         Mortgage  Impairment  Insurance  Policy:  A mortgage  impairment  or blanket  hazard  insurance  policy as
required by Section 4.11.

         Mortgage  Interest  Rate: The annual rate at which  interest  accrues on any Mortgage  Loan,  which may be
adjusted from time to time for an adjustable  rate Mortgage Loan, in accordance  with the provisions of the related
Mortgage Note.

         Mortgage  Loan: An individual  mortgage  loan which is the subject of this  Agreement,  each Mortgage Loan
originally  sold and subject to this  Agreement  being  identified on the Mortgage  Loan  Schedule  attached to the
related Term Sheet,  which Mortgage Loan includes  without  limitation  the Mortgage  File,  the Monthly  Payments,
Principal Prepayments,  Liquidation Proceeds,  Condemnation Proceeds, Insurance Proceeds, REO Disposition Proceeds,
and all other rights,  benefits,  proceeds and  obligations  arising from or in connection with such Mortgage Loan,
excluding replaced or repurchased mortgage loans.

         Mortgage Loan Documents:  The documents listed in Exhibit A.

         Mortgage Loan Remittance  Rate:  With respect to each Mortgage Loan, the annual rate of interest  remitted
to the Purchaser, which shall be equal to the Mortgage Interest Rate minus the Servicing Fee Rate.

         Mortgage Loan Schedule:  The schedule of Mortgage  Loans annexed to the related Term Sheet,  such schedule
setting forth the following information with respect to each Mortgage Loan in the related Mortgage Loan Package:

         (1)      the Company's Mortgage Loan identifying number;

         (2)      the Mortgagor's first and last name;

         (3)      the street address of the Mortgaged Property including the city, state and zip code;

         (4)      a code  indicating  whether  the  Mortgaged  Property  is  owner-occupied,  a  second  home or an
investor property;

         (5)      the type of residential property constituting the Mortgaged Property;

         (6)      the original months to maturity of the Mortgage Loan;

         (7)      the  remaining  months to maturity  from the related  Cut-off  Date,  based on the  original  amortization
schedule  and,  if  different,  the  maturity  expressed  in the same  manner but based on the actual  amortization
schedule;

         (8)      the Sales Price, if applicable, Appraised Value and Loan-to-Value Ratio, at origination;

         (9)      the Mortgage  Interest Rate as of origination  and as of the related  Cut-off Date;  with respect
to each  adjustable  rate  Mortgage  Loan,  the initial  Adjustment  Date,  the next  Adjustment  Date  immediately
following the related  Cut-off Date,  the Index,  the Margin,  the Initial Rate Cap, if any,  Periodic Rate Cap, if
any, minimum Mortgage Interest Rate under the terms of the Mortgage Note and the Lifetime Rate Cap;

         (10)     the Origination Date of the Mortgage Loan;

         (11)     the stated maturity date;

         (12)     the amount of the Monthly Payment at origination;

         (13)     the amount of the Monthly Payment as of the related  Cut-off Date;

         (14)     the original principal amount of the Mortgage Loan;

         (15)     the scheduled  Stated  Principal  Balance of the Mortgage Loan as of the close of business on the
related  Cut-off Date,  after  deduction of payments of principal due on or before the related Cut-off Date whether
or not collected;

         (16) a code indicating the purpose of the Mortgage Loan (i.e., purchase,  rate and term refinance,  equity
take-out refinance);

         (17) a code indicating the documentation style (i.e. full, alternative, etc.);

         (18)     the number of times during the twelve (12) month period  preceding the related  Closing Date that
any Monthly Payment has been received after the month of its scheduled due date;

         (19)     the date on which the first payment is or was due;

         (20)     a code indicating  whether or not the Mortgage Loan is the subject of a Primary Mortgage  Insurance Policy
                  and the name of the related insurance carrier;

         (21)     a code  indicating  whether or not the Mortgage Loan is currently  convertible and the conversion
spread;

         (22)     the last Due Date on which a  Monthly  Payment  was  actually  applied  to the  unpaid  principal
balance of the Mortgage Loan.

         (23)     product type (i.e. fixed, adjustable, 3/1, 5/1, etc.);

         (24)     credit score and/or mortgage score, if applicable;

         (25)     a code  indicating  whether or not the Mortgage Loan is the subject of a Lender Primary  Mortgage
Insurance Policy;

         (26)     a code  indicating  whether or not the Mortgage  Loan has a  prepayment  penalty and if so, the amount and
term thereof;

         (27)     the Current Appraised Value of the Mortgage Loan and Current LTV, if applicable;

         (28)     for any Mortgage Loan  originated in the State of New Jersey prior to July 7, 2004,  whether such Mortgage
Loan is a "Home Loan",  "Covered Home Loan",  "Manufactured  Housing" or "Home  Improvement Loan" as defined in the
New Jersey Home Ownership Security Act of 2002; and

         (29)     whether the Mortgage Loan has a mandatory arbitration clause;

         (30)     a code indicating whether the Mortgage Loan is a MERS Mortgage Loan;

         (31)     MERS #, if applicable.

         With respect to the Mortgage  Loans in the aggregate,  the Mortgage Loan Schedule  attached to the related
Term Sheet shall set forth the following information, as of the related Cut-off Date:

         (1)      the number of Mortgage Loans;

         (2)      the current aggregate outstanding principal balance of the Mortgage Loans;

         (3)      the weighted average Mortgage Interest Rate of the Mortgage Loans;

         (4)      the weighted average maturity of the Mortgage Loans; and

         (5)      the weighted average months to next Adjustment Date;

         Mortgage Note:  The note or other evidence of the indebtedness of a Mortgagor secured by a Mortgage.

         Mortgaged  Property:  The underlying real property securing repayment of a Mortgage Note,  consisting of a
single  parcel of real estate  considered to be real estate under the laws of the state in which such real property
is located which may include condominium units and planned unit developments,  improved by a residential  dwelling;
except that with  respect to real  property  located in  jurisdictions  in which the use of  leasehold  estates for
residential  properties is a  widely-accepted  practice,  a leasehold estate of the Mortgage,  the term of which is
equal to or longer than the term of the Mortgage.

         Mortgagor:  The obligor on a Mortgage Note.

         OCC:  Office of the Comptroller of the Currency, its successors and assigns.

         Officers'  Certificate:  A  certificate  signed by the  Chairman  of the Board,  the Vice  Chairman of the
Board,  the  President,  a Senior Vice President or a Vice President or by the Treasurer or the Secretary or one of
the Assistant  Treasurers or Assistant  Secretaries  of the Company,  and delivered to the Purchaser as required by
this Agreement.

         Opinion of Counsel:  A written  opinion of counsel,  who may be an employee of the party on behalf of whom
the opinion is being given, reasonably acceptable to the Purchaser.

         Origination  Date:  The date on which a Mortgage Loan funded,  which date shall not, in connection  with a
Refinanced  Mortgage Loan, be the date of the funding of the debt being  refinanced,  but rather the closing of the
debt currently outstanding under the terms of the Mortgage Loan Documents.

         OTS:  Office of Thrift Supervision, its successors and assigns.

         Periodic Rate Cap: As to each  adjustable  rate  Mortgage  Loan,  the maximum  increase or decrease in the
Mortgage  Interest Rate on any Adjustment  Date, as set forth in the related Mortgage Note and the related Mortgage
Loan Schedule.

         Permitted Investments:  Any one or more of the following obligations or securities:

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

                  (ii)  (a) demand or time deposits, federal funds or bankers' acceptances issued by any depository
                  institution or trust company incorporated under the laws of the United States of America or any state thereof
                  and subject to supervision and examination by federal and/or state banking authorities, provided that the
                  commercial paper and/or the short-term deposit rating and/or the long-term unsecured debt obligations or
                  deposits of such depository institution or trust company at the time of such investment or contractual
                  commitment providing for such investment are rated in one of the two highest rating categories by each
                  Rating Agency and (b) any other demand or time deposit or certificate of deposit that is fully insured by
                  the FDIC;


                  (iii)  repurchase  obligations  with a term not to exceed  thirty  (30) days and with  respect to
                  (a) any security  described  in clause (i) above and entered  into with a depository  institution
                  or trust company (acting as principal) described in clause (ii)(a) above;

                  (iv) securities  bearing  interest or sold at a discount  issued by any corporation  incorporated
                  under the laws of the  United  States of America  or any state  thereof  that are rated in one of
                  the two  highest  rating  categories  by each  Rating  Agency at the time of such  investment  or
                  contractual commitment providing for such investment;  provided,  however, that securities issued
                  by any particular  corporation  will not be Permitted  Investments to the extent that investments
                  therein  will  cause  the  then  outstanding  principal  amount  of  securities  issued  by  such
                  corporation  and  held as  Permitted  Investments  to  exceed  10% of the  aggregate  outstanding
                  principal balances of all of the Mortgage Loans and Permitted Investments;

                  (v)  commercial   paper   (including   both   non-interest-bearing   discount   obligations   and
                  interest-bearing  obligations  payable  on demand or on a  specified  date not more than one year
                  after the date of issuance  thereof) which are rated in one of the two highest rating  categories
                  by each Rating Agency at the time of such investment;

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

                  (vii) any money market funds the  collateral of which consists of  obligations  fully  guaranteed
                  by the  United  States of  America  or any  agency or  instrumentality  of the  United  States of
                  America  the  obligations  of which are backed by the full faith and credit of the United  States
                  of America (which may include repurchase  obligations  secured by collateral  described in clause
                  (i)) and  other  securities  and which  money  market  funds are rated in one of the two  highest
                  rating categories by each Rating Agency.

provided,  however,  that no instrument or security shall be a Permitted  Investment if such instrument or security
evidences a right to receive only interest  payments with respect to the obligations  underlying such instrument or
if such  security  provides for payment of both  principal  and interest with a yield to maturity in excess of 120%
of the yield to maturity at par or if such investment or security is purchased at a price greater than par.

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

         Prepayment  Interest  Shortfall:  With respect to any Remittance Date, for each Mortgage Loan that was the
subject of a  Principal  Prepayment  during the related  Prepayment  Period,  an amount  equal to the excess of one
month's  interest at the applicable  Mortgage Loan Remittance Rate on the amount of such Principal  Prepayment over
the amount of interest  (adjusted to the Mortgage Loan  Remittance  Rate)  actually  paid by the related  Mortgagor
with respect to such Prepayment Period.

         Prepayment Period:         With respect to any Remittance  Date, the calendar month preceding the month in
which such Remittance Date occurs.

         Primary  Mortgage  Insurance  Policy:  Each  primary  policy of mortgage  insurance  represented  to be in
effect  pursuant to Section  3.02(hh),  or any  replacement  policy  therefor  obtained by the Company  pursuant to
Section 4.08.

         Prime Rate:  The prime rate  announced  to be in effect from time to time as published as the average rate
in the Wall Street Journal (Northeast Edition).

         Principal  Prepayment:  Any payment or other  recovery  of  principal  on a Mortgage  Loan full or partial
which is  received  in advance of its  scheduled  Due Date,  excluding  any  prepayment  penalty,  and which is not
accompanied  by an amount of  interest  representing  scheduled  interest  due on any date or dates in any month or
months subsequent to the month of prepayment.

         Purchase Price:  As defined in Section 2.02.

         Purchaser: EMC Mortgage Corporation, its successors in interest and assigns.

         Qualified  Appraiser:  An appraiser who had no interest,  direct or indirect in the Mortgaged  Property or
in any loan made on the security  thereof,  and whose  compensation  is not affected by the approval or disapproval
of the Mortgage Loan,  and such  appraiser and the appraisal  made by such appraiser both satisfy the  requirements
of Title XI of FIRREA and the  regulations  promulgated  thereunder and the  requirements  of Fannie Mae, all as in
effect on the date the Mortgage Loan was originated.

         Qualified  Insurer:  An  insurance  company  duly  qualified as such under the laws of the states in which
the  Mortgaged  Properties  are located,  duly  authorized  and licensed in such states to transact the  applicable
insurance business and to write the insurance provided, approved as an insurer by Fannie Mae or FHLMC.

         Rating Agency:  Standard & Poor's,  Fitch,  Inc. or, in the event that some or all of the ownership of the
Mortgage Loans is evidenced by  mortgage-backed  securities,  the nationally  recognized  rating  agencies  issuing
ratings with respect to such securities, if any.

         Refinanced  Mortgage  Loan:  A  Mortgage  Loan  which was made to a  Mortgagor  who  owned  the  Mortgaged
Property  prior to the  origination  of such  Mortgage  Loan and the  proceeds  of which  are not in  excess of the
existing first mortgage, as outlined in the HSBC Underwriting Guidelines in effect at the time of origination.

         REMIC:  A "real estate mortgage investment conduit," as such term is defined in Section 860D of the Code.

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

         Remittance  Date:  The 18th day of any month,  beginning with the First  Remittance  Date, or if such 18th
day is not a Business Day, the first Business Day immediately preceding such 18th day.

         REO Disposition:  The final sale by the Company of any REO Property.

         REO Disposition Proceeds: Amounts received by the Company in connection with a related REO Disposition.

         REO  Property:  A Mortgaged  Property  acquired by the Company on behalf of the  Purchaser as described in
Section 4.13.

         Repurchase  Price:  With respect to any Mortgage  Loan, a price equal to (i) the product of the greater of
100% or the  percentage of par as stated in the  Confirmation  multiplied by the Stated  Principal  Balance of such
Mortgage Loan on the repurchase  date,  plus (ii) interest on such  outstanding  principal  balance at the Mortgage
Loan  Remittance  Rate from the last date through which interest has been paid and  distributed to the Purchaser to
the end of the month of  repurchase,;  less amounts  received or advanced in respect of such  repurchased  Mortgage
Loan which are being held in the Custodial Account for distribution in the month of repurchase.

         SAIF:  The Savings Association Insurance Fund, or any successor thereto.

         Sales Price:      With  respect to any Mortgage  Loan the proceeds of which were used by the  Mortgagor to
acquire the related Mortgaged Property, the amount paid by the related Mortgagor for such Mortgaged Property.

         Servicing  Advances:  All  customary,  reasonable  and  necessary  "out  of  pocket"  costs  and  expenses
(including  reasonable  attorneys'  fees and  disbursements)  incurred  in the  performance  by the  Company of its
servicing  obligations,  including,  but  not  limited  to,  the  cost  of (a) the  preservation,  restoration  and
protection of the Mortgaged Property,  (b) any enforcement,  administrative or judicial  proceedings,  or any legal
work or advice specifically  related to servicing the Mortgage Loans,  including but not limited to,  foreclosures,
bankruptcies,  condemnations,  drug seizures,  elections,  foreclosures by subordinate or superior lienholders, and
other legal actions  incidental to the servicing of the Mortgage Loans  (provided that such expenses are reasonable
and that the Company  specifies the Mortgage Loan(s) to which such expenses relate and, upon  Purchaser's  request,
provides  documentation  supporting  such expense  (which  documentation  would be acceptable  to Fannie Mae),  and
provided further that any such enforcement,  administrative  or judicial  proceeding does not arise out of a breach
of any representation,  warranty or covenant of the Company  hereunder),  (c) the management and liquidation of the
Mortgaged  Property if the Mortgaged  Property is acquired in full or partial  satisfaction  of the  Mortgage,  (d)
taxes,  assessments,  water rates,  sewer rates and other charges which are or may become a lien upon the Mortgaged
Property,  and Primary Mortgage Insurance Policy premiums and fire and hazard insurance coverage,  (e) any expenses
reasonably  sustained by the Company with respect to the  liquidation of the Mortgaged  Property in accordance with
the terms of this Agreement and (f) compliance with the obligations under Section 4.08.

         Servicing Fee: With respect to each Mortgage  Loan,  the amount of the annual fee the Purchaser  shall pay
to the Company,  which shall,  for a period of one full month,  be equal to  one-twelfth  of the product of (a) the
Servicing  Fee Rate and (b) the  outstanding  principal  balance of such Mortgage  Loan.  Such fee shall be payable
monthly,  computed on the basis of the same  principal  amount and period  respecting  which any  related  interest
payment on a Mortgage  Loan is computed.  The  obligation  of the Purchaser to pay the Servicing Fee is limited to,
and the  Servicing  Fee is payable  solely from,  the interest  portion of such  Monthly  Payment  collected by the
Company,  or as otherwise  provided  under  Section 4.05 and in accordance  with the Fannie Mae  Guide(s).  Any fee
payable to the Company for  administrative  services related to any REO Property as described in Section 4.13 shall
be payable from Liquidation Proceeds of the related REO Property.

         Servicing Fee Rate:  As set forth in the Term Sheet.

         Servicing  File:  With respect to each  Mortgage  Loan,  the file  retained by the Company  consisting  of
originals  of all  documents  in the  Mortgage  File which are not  delivered  to the  Purchaser  and copies of the
Mortgage  Loan  Documents  listed in  Exhibit A, the  originals  of which are  delivered  to the  Purchaser  or its
designee pursuant to Section 2.04.

         Servicing  Officer:  Any officer of the Company  involved in, or responsible for, the  administration  and
servicing of the Mortgage  Loans whose name  appears on a list of  servicing  officers  furnished by the Company to
the Purchaser upon request, as such list may from time to time be amended.

         Stated  Principal  Balance:  As to each Mortgage Loan as of any date of  determination,  (i) the principal
balance of such  Mortgage  Loan at the Cut-off Date after giving  effect to payments of principal  due on or before
such date,  whether or not received,  minus (ii) all amounts  previously  distributed to the Purchaser with respect
to the Mortgage Loan representing payments or recoveries of principal or advances in lieu thereof.

         Subservicer:  Any  subservicer  which is  subservicing  the  Mortgage  Loans  pursuant  to a  Subservicing
Agreement.  Any subservicer shall meet the qualifications set forth in Section 4.01.

         Subservicing  Agreement:  An agreement  between the Company and a  Subservicer,  if any, for the servicing
of the Mortgage Loans.

                  Term Sheet:  A  supplemental  agreement in the form  attached  hereto as Exhibit I which shall be
executed and  delivered  by the Company and the  Purchaser  to provide for the sale and  servicing  pursuant to the
terms of this Agreement of the Mortgage Loans listed on Schedule I attached thereto,  which supplemental  agreement
shall  contain  certain  specific  information  relating  to such  sale  of such  Mortgage  Loans  and may  contain
additional covenants relating to such sale of such Mortgage Loans.


                                                    ARTICLE II

                             PURCHASE OF MORTGAGE LOANS; SERVICING OF MORTGAGE LOANS;
                                  RECORD TITLE AND POSSESSION OF MORTGAGE FILES;
                                      BOOKS AND RECORDS; CUSTODIAL AGREEMENT;
                                        DELIVERY OF MORTGAGE LOAN DOCUMENTS

         Section 2.01      Agreement to Purchase.

         The Company  agrees to sell and the  Purchaser  agrees to purchase the Mortgage  Loans having an aggregate
Stated  Principal  Balance on the  related  Cut-off  Date set forth in the  related  Term Sheet in an amount as set
forth in the  Confirmation,  or in such other amount as agreed by the Purchaser and the Company as evidenced by the
actual aggregate  Stated  Principal  Balance of the Mortgage Loans accepted by the Purchaser on the related Closing
Date,  with  servicing  retained by the Company.  The Company  shall  deliver the related  Mortgage  Loan  Schedule
attached to the related  Term Sheet for the  Mortgage  Loans to be  purchased  on the related  Closing  Date to the
Purchaser at least two (2)  Business  Days prior to the related  Closing  Date.  The  Mortgage  Loans shall be sold
pursuant to this  Agreement,  and the related  Term Sheet shall be executed and  delivered  on the related  Closing
Date.

         Section 2.02      Purchase Price.

         The Purchase  Price for each  Mortgage Loan shall be the  percentage of par as stated in the  Confirmation
(subject  to  adjustment  as provided  therein),  multiplied  by the Stated  Principal  Balance,  as of the related
Cut-off  Date,  of the Mortgage  Loan listed on the related  Mortgage  Loan  Schedule  attached to the related Term
Sheet,  after  application of scheduled  payments of principal due on or before the related Cut-off Date whether or
not collected.

         In addition  to the  Purchase  Price as  described  above,  the  Purchaser  shall pay to the  Company,  at
closing,  accrued interest on the Stated Principal  Balance of each Mortgage Loan as of the related Cut-off Date at
the Mortgage Loan  Remittance  Rate of each  Mortgage  Loan from the related  Cut-off Date through the day prior to
the related Closing Date, inclusive.

         The Purchase  Price plus accrued  interest as set forth in the  preceding  paragraph  shall be paid on the
related Closing Date by wire transfer of immediately available funds.

          Purchaser  shall be entitled to (1) all scheduled  principal due after the related  Cut-off Date, (2) all
other  recoveries  of  principal  collected  on or after the related  Cut-off  Date  (provided,  however,  that all
scheduled  payments of  principal  due on or before the related  Cut-off  Date and  collected by the Company or any
successor  servicer after the related  Cut-off Date shall belong to the Company),  and (3) all payments of interest
on the Mortgage  Loans net of applicable  Servicing Fees (minus that portion of any such payment which is allocable
to the period prior to the related  Cut-off Date).  The outstanding  principal  balance of each Mortgage Loan as of
the related  Cut-off Date is  determined  after  application  of payments of principal due on or before the related
Cut-off Date whether or not collected,  together with any unscheduled  principal prepayments collected prior to the
related Cut-off Date; provided,  however,  that payments of scheduled principal and interest prepaid for a Due Date
beyond the related  Cut-off  Date shall not be applied to the  principal  balance as of the related  Cut-off  Date.
Such prepaid  amounts shall be the property of the  Purchaser.  The Company shall deposit any such prepaid  amounts
into the  Custodial  Account,  which  account is  established  for the  benefit  of the  Purchaser  for  subsequent
remittance by the Company to the Purchaser.

         Section 2.03      Servicing of Mortgage Loans.

         Simultaneously  with the  execution  and  delivery of each Term Sheet,  the Company  does hereby  agree to
directly  service the Mortgage  Loans listed on the related  Mortgage  Loan  Schedule  attached to the related Term
Sheet  subject to the terms of this  Agreement  and the related Term Sheet.  The rights of the Purchaser to receive
payments with respect to the related Mortgage Loans shall be as set forth in this Agreement.

         Section 2.04      Record Title and Possession of Mortgage Files; Maintenance of Servicing Files.

         As of the related  Closing Date,  the Company sold,  transferred,  assigned,  set over and conveyed to the
Purchaser,  without  recourse,  on a  servicing  retained  basis,  and the  Company  hereby  acknowledges  that the
Purchaser  has, but subject to the terms of this  Agreement  and the related Term Sheet,  all the right,  title and
interest of the Company in and to the Mortgage  Loans.  Company will  deliver the Mortgage  Files to the  Custodian
designated by Purchaser,  on or before the related  Closing Date, at the expense of the Company.  The Company shall
maintain a Servicing  File  consisting  of a copy of the contents of each  Mortgage  File and the  originals of the
documents in each  Mortgage  File not delivered to the  Purchaser.  The Servicing  File shall contain all documents
necessary to service the Mortgage  Loans.  The  possession of each  Servicing File by the Company is at the will of
the  Purchaser,  for the sole purpose of servicing the related  Mortgage Loan, and such retention and possession by
the Company is in a custodial  capacity only.  From the related  Closing Date, the ownership of each Mortgage Loan,
including the Mortgage  Note,  the Mortgage,  the contents of the related  Mortgage File and all rights,  benefits,
proceeds and  obligations  arising  therefrom or in connection  therewith,  has been vested in the  Purchaser.  All
rights  arising out of the Mortgage  Loans  including,  but not limited to, all funds  received on or in connection
with the Mortgage  Loans and all records or documents  with respect to the Mortgage Loans prepared by or which come
into the  possession  of the  Company  shall be  received  and held by the  Company in trust for the benefit of the
Purchaser as the owner of the Mortgage  Loans.  Any portion of the Mortgage  Files retained by the Company shall be
appropriately  identified in the Company's  computer  system to clearly reflect the ownership of the Mortgage Loans
by the  Purchaser.  The Company shall release its custody of the contents of the Mortgage  Files only in accordance
with written  instructions  of the  Purchaser,  except when such release is required as incidental to the Company's
servicing of the Mortgage  Loans or is in  connection  with a repurchase of any Mortgage Loan or Loans with respect
thereto pursuant to this Agreement and the related Term Sheet, such written instructions shall not be required.

         Section 2.05       Books and Records.

         The sale of each  Mortgage  Loan shall be reflected on the  Company's  balance  sheet and other  financial
statements  as a sale of assets by the  Company.  The  Company  shall be  responsible  for  maintaining,  and shall
maintain,  a complete set of books and records for the Mortgage  Loans that shall be  appropriately  identified  in
the  Company's  computer  system to clearly  reflect  the  ownership  of the  Mortgage  Loan by the  Purchaser.  In
particular,  the Company shall  maintain in its  possession,  available for  inspection  by the  Purchaser,  or its
designee and shall deliver to the Purchaser upon demand,  evidence of compliance with all federal,  state and local
laws, rules and regulations,  and requirements of Fannie Mae or FHLMC, as applicable,  including but not limited to
documentation  as to the method used in  determining  the  applicability  of the  provisions of the Flood  Disaster
Protection Act of 1973, as amended, to the Mortgaged Property,  documentation  evidencing insurance coverage of any
condominium  project as required by Fannie Mae or FHLMC,  and  periodic  inspection  reports as required by Section
4.13. To the extent that original  documents are not required for purposes of realization  of Liquidation  Proceeds
or Insurance Proceeds, documents maintained by the Company may be in the form of microfilm or microfiche.

         The Company shall  maintain with respect to each Mortgage Loan and shall make  available for inspection by
any  Purchaser or its designee the related  Servicing  File during the time the  Purchaser  retains  ownership of a
Mortgage Loan and thereafter in accordance with applicable laws and regulations.

         In addition to the foregoing,  Company shall provide to any supervisory  agents or examiners that regulate
Purchaser,  including  but not limited to, the OTS, the FDIC and other  similar  entities,  access,  during  normal
business  hours,  upon  reasonable  advance  notice to Company  and without  charge to Company or such  supervisory
agents or  examiners,  to any  documentation  regarding the Mortgage  Loans that may be required by any  applicable
regulator.

         Section 2.06.     Transfer of Mortgage Loans.

         The Company  shall keep at its  servicing  office books and records in which,  subject to such  reasonable
regulations as it may  prescribe,  the Company shall note  transfers of Mortgage  Loans.  No transfer of a Mortgage
Loan  may be made  unless  such  transfer  is in  compliance  with  the  terms  hereof.  For the  purposes  of this
Agreement,  the Company shall be under no obligation to deal with any person with respect to this  Agreement or any
Mortgage  Loan  unless a notice  of the  transfer  of such  Mortgage  Loan has been  delivered  to the  Company  in
accordance  with this  Section  2.06 and the books and records of the Company  show such person as the owner of the
Mortgage  Loan.  The Purchaser may,  subject to the terms of this  Agreement,  sell and transfer one or more of the
Mortgage  Loans,  provided,  however,  that the transferee will not be deemed to be a Purchaser  hereunder  binding
upon the Company  unless such  transferee  shall agree in writing to be bound by the terms of this Agreement and an
original   counterpart  of  the  instrument  of  transfer  in  an  Assignment  and  Assumption  of  this  Agreement
substantially  in the form of  Exhibit  D hereto  executed  by the  transferee  shall  have been  delivered  to the
Company.  The  Purchaser  also shall advise the Company of the  transfer.  Upon receipt of notice of the  transfer,
the Company shall mark its books and records to reflect the ownership of the Mortgage Loans of such  assignee,  and
the previous  Purchaser  shall be released from its  obligations  hereunder with respect to the Mortgage Loans sold
or transferred.

         Section 2.07      Delivery of Mortgage Loan Documents.

                  The  Company  shall  deliver and release to the  Purchaser  or its  designee  the  Mortgage  Loan
Documents in accordance  with the terms of this Agreement and the related Term Sheet.  The documents  enumerated as
items (1),  (2), (3),  (4),  (5),  (6),  (7),  (8), (9) and (16)  (including  those listed in (B) relating to Co-op
Loans) in Exhibit A hereto shall be  delivered by the Company to the  Purchaser or its designee no later than three
(3) Business  Days prior to the related  Closing Date pursuant to a bailee letter  agreement.  All other  documents
in Exhibit A hereto,  together with all other documents  executed in connection with the Mortgage Loan that Company
may have in its  possession,  shall be retained by the Company in trust for the  Purchaser.  If the Company  cannot
deliver the original recorded  Mortgage Loan Documents or the original policy of title insurance,  including riders
and  endorsements  thereto,  on the related  Closing Date, the Company shall,  promptly upon receipt thereof and in
any case not later  than 180 days from the  related  Closing  Date,  deliver  such  original  documents,  including
original  recorded  documents,  to the  Purchaser  or its  designee  (unless  the Company is delayed in making such
delivery  by reason of the fact that such  documents  shall not have been  returned  by the  appropriate  recording
office).  If delivery is not  completed  within 270 days solely due to delays in making such  delivery by reason of
the fact that such documents shall not have been returned by the appropriate  recording  office,  the Company shall
continue  to use its best  efforts  to  effect  delivery  as soon as  possible  thereafter,  provided  that if such
documents  are not  delivered  by the  360th day from the date of the  related  Closing  Date,  the  Company  shall
repurchase the related Mortgage Loans at the Repurchase Price in accordance with Section 3.03 hereof.

         The Company shall pay all initial  recording  fees, if any, for the  assignments of mortgage and any other
fees in connection  with the transfer of all original  documents to the  Purchaser or its  designee.  Company shall
prepare,  in recordable form, all assignments of mortgage  necessary to assign the Mortgage Loans to Purchaser,  or
its designee.  Company shall be responsible for recording the assignments of mortgage.

         Any review by the  Purchaser,  or its designee,  of the Mortgage Files shall in no way alter or reduce the
Company's obligations hereunder.

         If the  Purchaser or its designee  discovers  any defect with respect to a Mortgage  File,  the  Purchaser
shall,  or shall cause its  designee  to, give  written  specification  of such defect to the Company  which may be
given in the  exception  report or the  certification  delivered  pursuant to this  Section  2.07,  or otherwise in
writing and the Company shall cure or repurchase such Mortgage Loan in accordance with Section 3.03.

         The  Company  shall  forward  to  the  Purchaser,  or  its  designee,  original  documents  evidencing  an
assumption,  modification,  consolidation or extension of any Mortgage Loan entered into in accordance with Section
4.01 or 6.01 within one week of their execution;  provided,  however, that the Company shall provide the Purchaser,
or its designee,  with a certified true copy of any such document  submitted for recordation within one week of its
execution,  and shall  provide the original of any document  submitted for  recordation  or a copy of such document
certified by the appropriate  public  recording  office to be a true and complete copy of the original within sixty
(60) days of its submission for recordation.

         From time to time the Company may have a need for Mortgage Loan  Documents to be released from  Purchaser,
or its designee.  Purchaser  shall, or shall cause its designee,  upon the written  request of the Company,  within
ten (10) Business Days, deliver to the Company,  any requested  documentation  previously delivered to Purchaser as
part of the Mortgage File,  provided that such  documentation is promptly  returned to Purchaser,  or its designee,
when the Company no longer  requires  possession of the  document,  and provided that during the time that any such
documentation  is held by the Company,  such  possession  is in trust for the benefit of  Purchaser.  Company shall
indemnify Purchaser,  and its designee,  from and against any and all losses, claims,  damages,  penalties,  fines,
forfeitures,  costs and expenses  (including court costs and reasonable  attorney's fees) resulting from or related
to the loss, damage, or misplacement of any documentation delivered to Company pursuant to this paragraph.

         In addition,  in connection  with the  assignment of any MERS Mortgage  Loan,  the Company  agrees that it
will cause,  at its own expense,  the MERS® System to indicate that such  Mortgage  Loans have been assigned by the
Company to the Purchaser in  accordance  with this  Agreement by including  (or  deleting,  in the case of Mortgage
Loans which are repurchased in accordance  with this Agreement) in such computer files the information  required by
the MERS® System to identify the  Purchaser of such Mortgage  Loans.  The Company  further  agrees that it will not
alter the  information  referenced  in this  paragraph  with respect to any  Mortgage  Loan during the term of this
Agreement unless and until such Mortgage Loan is repurchased in accordance with the terms of this Agreement.

         Section 2.08      Quality Control Procedures.

         The  Company  must have an internal  quality  control  program  that  verifies,  on a regular  basis,  the
existence  and  accuracy  of  the  legal  documents,  credit  documents,   property  appraisals,  and  underwriting
decisions.  The program must be capable of evaluating  and monitoring  the overall  quality of its loan  production
and  servicing  activities.  The  program is to ensure  that the  Mortgage  Loans are  originated  and  serviced in
accordance  with  prudent  mortgage  banking  practices  and  accounting   principles;   guard  against  dishonest,
fraudulent,  or negligent acts; and guard against errors and omissions by officers,  employees, or other authorized
persons.

         Section 2.09  Near-term Principal Prepayments; Near Term Payment Defaults



           In the event any Principal Prepayment in full is made by a Mortgagor on or prior to three months after
the related Closing Date, the Company shall remit to the Purchaser an amount equal to the excess, if any, of the
Purchase Price Percentage over par multiplied by the amount of such Principal Prepayment in full.  Such
remittance shall be made by the Company to Purchaser no later than the third Business Day following receipt of
such Principal Prepayment by the Company.



           In the event the first  scheduled  Monthly  Payment  which is due  under  any  Mortgage  Loan  after the
related  Cut-off Date is not made during the month in which such Monthly  Payment is due,  then not later than five
(5) Business Days after notice to the Company by Purchaser (and at  Purchaser's  sole option),  the Company,  shall
repurchase  such  Mortgage  Loan  from the  Purchaser  pursuant  to the  repurchase  provisions  contained  in this
Subsection 3.03.


         Section 2.10      Modification  of  Obligations.  Purchaser  may,  without any notice to Company,  extend,
compromise,  renew,  release,  change,  modify,  adjust or alter,  by  operation  of law or  otherwise,  any of the
obligations  of the  Mortgagors or other  persons  obligated  under a Mortgage Loan without  releasing or otherwise
affecting the  obligations of Company under this  Agreement,  or with respect to such Mortgage Loan,  except to the
extent  Purchaser's  extension,  compromise,  release,  change,  modification,  adjustment,  or alteration  affects
Company's  ability to collect the Mortgage  Loan or realize on the security of the  Mortgage,  but then only to the
extent such action has such effect.


                                                    ARTICLE III

                                         REPRESENTATIONS AND WARRANTIES OF
                                 THE COMPANY; REPURCHASE; REVIEW OF MORTGAGE LOANS

         Section 3.01      Representations and Warranties of the Company.

         The Company  represents,  warrants and covenants to the Purchaser  that, as of the related Closing Date or
as of such date specifically provided herein:

         (a)      The Company is a corporation,  duly  organized,  validly  existing and in good standing under the
laws of the State of Delaware  and has all licenses  necessary  to carry out its  business as now being  conducted,
and is licensed  and  qualified  to transact  business in and is in good  standing  under the laws of each state in
which any  Mortgaged  Property is located or is  otherwise  exempt  under  applicable  law from such  licensing  or
qualification or is otherwise not required under  applicable law to effect such licensing or  qualification  and no
demand for such  licensing or  qualification  has been made upon such  Company by any such state,  and in any event
such  Company  is in  compliance  with  the  laws  of any  such  state  to  the  extent  necessary  to  ensure  the
enforceability  of each Mortgage Loan and the servicing of the Mortgage Loans in accordance  with the terms of this
Agreement;

         (b) The  Company  has the full power and  authority  and legal  right to hold,  transfer  and convey  each
Mortgage  Loan, to sell each Mortgage Loan and to execute,  deliver and perform,  and to enter into and  consummate
all  transactions  contemplated  by this  Agreement  and the  related  Term Sheet and to conduct  its  business  as
presently  conducted,  has duly  authorized  the  execution,  delivery and  performance  of this  Agreement and the
related Term Sheet and any agreements  contemplated  hereby, has duly executed and delivered this Agreement and the
related Term Sheet,  and any  agreements  contemplated  hereby,  and this  Agreement and the related Term Sheet and
each Assignment to the Purchaser and any agreements  contemplated  hereby,  constitutes a legal,  valid and binding
obligation  of the Company,  enforceable  against it in  accordance  with its terms,  and all  requisite  corporate
action  has been  taken by the  Company  to make this  Agreement  and the  related  Term  Sheet and all  agreements
contemplated hereby valid and binding upon the Company in accordance with their terms;

         (c)  Neither  the  execution  and  delivery  of  this  Agreement  and  the  related  Term  Sheet,  nor the
origination  or purchase of the Mortgage  Loans by the Company,  the sale of the Mortgage  Loans to the  Purchaser,
the consummation of the transactions  contemplated  hereby,  or the fulfillment of or compliance with the terms and
conditions  of this  Agreement  and the  related  Term Sheet will  conflict  with any of the terms,  conditions  or
provisions of the Company's  charter or by-laws or materially  conflict with or result in a material  breach of any
of the terms,  conditions  or  provisions  of any legal  restriction  or any  agreement or  instrument to which the
Company is now a party or by which it is bound, or constitute a default or result in an  acceleration  under any of
the foregoing,  or result in the material  violation of any law,  rule,  regulation,  order,  judgment or decree to
which the  Company or its  properties  are  subject,  or impair  the  ability  of the  Purchaser  to realize on the
Mortgage Loans.

         (d) There is no  litigation,  suit,  proceeding  or  investigation  pending  or, to the best of  Company's
knowledge,  threatened,  or any order or decree  outstanding,  with respect to the Company which, either in any one
instance or in the aggregate,  is reasonably  likely to have a material  adverse effect on the sale of the Mortgage
Loans,  the execution,  delivery,  performance or  enforceability  of this Agreement and the related Term Sheet, or
which is reasonably likely to have a material adverse effect on the financial condition of the Company.

         (e) No  consent,  approval,  authorization  or  order  of any  court  or  governmental  agency  or body is
required for the  execution,  delivery and  performance  by the Company of or  compliance  by the Company with this
Agreement or the related Term Sheet,  or the sale of the Mortgage  Loans and delivery of the Mortgage  Files to the
Purchaser  or the  consummation  of the  transactions  contemplated  by this  Agreement  or the related Term Sheet,
except for consents, approvals, authorizations and orders which have been obtained;

         (f) The  consummation of the  transactions  contemplated by this Agreement or the related Term Sheet is in
the ordinary  course of business of the Company and Company,  and the transfer,  assignment  and  conveyance of the
Mortgage  Notes and the  Mortgages  by the Company  pursuant to this  Agreement  or the related  Term Sheet are not
subject to bulk transfer or any similar statutory provisions in effect in any applicable jurisdiction;

         (g) The  origination  and  servicing  practices  used by the Company and any prior  originator or servicer
with  respect to each  Mortgage  Note and  Mortgage  have been legal and in  accordance  with  applicable  laws and
regulations  and the  Mortgage  Loan  Documents,  and in all material  respects  proper and prudent in the mortgage
origination  and servicing  business.  Each Mortgage Loan has been serviced in all material  respects with Accepted
Servicing  Practices.  With respect to escrow deposits and payments that the Company, on behalf of an investor,  is
entitled to collect,  all such payments are in the possession  of, or under the control of, the Company,  and there
exist no  deficiencies  in connection  therewith for which customary  arrangements  for repayment  thereof have not
been  made.  All escrow  payments  have been  collected  in full  compliance  with  state and  federal  law and the
provisions of the related  Mortgage  Note and  Mortgage.  As to any Mortgage Loan that is the subject of an escrow,
escrow of funds is not  prohibited by applicable law and has been  established  in an amount  sufficient to pay for
every  escrowed item that remains unpaid and has been assessed but is not yet due and payable.  No escrow  deposits
or other  charges or payments due under the Mortgage Note have been  capitalized  under any Mortgage or the related
Mortgage Note;

         (h) The Company used no selection  procedures  that  identified the Mortgage Loans as being less desirable
or valuable than other comparable mortgage loans in the Company's portfolio at the related Cut-off Date;

         (i)      The Company will treat the sale of the Mortgage  Loans to the  Purchaser as a sale for  reporting
and accounting purposes and, to the extent appropriate, for federal income tax purposes;

         (j)      Company is an approved  seller/servicer  of residential  mortgage loans for Fannie Mae, FHLMC and
HUD, with such  facilities,  procedures  and personnel  necessary for the sound  servicing of such mortgage  loans.
The Company is duly qualified,  licensed,  registered and otherwise authorized under all applicable federal,  state
and local laws, and regulations,  if applicable,  meets the minimum capital  requirements set forth by the OCC, and
is in good  standing to sell  mortgage  loans to and service  mortgage  loans for Fannie Mae and FHLMC and no event
has  occurred  which would make  Company  unable to comply with  eligibility  requirements  or which would  require
notification to either Fannie Mae or FHLMC;

         (k)      The Company  does not  believe,  nor does it have any cause or reason to believe,  that it cannot
perform each and every covenant  contained in this Agreement or the related Term Sheet.  The Company is solvent and
the sale of the Mortgage  Loans will not cause the Company to become  insolvent.  The sale of the Mortgage Loans is
not undertaken with the intent to hinder, delay or defraud any of the Company's creditors;

         (l)      No  statement,  tape,  diskette,  form,  report or other  document  prepared by, or on behalf of,
Company  pursuant to this Agreement or the related Term Sheet or in connection with the  transactions  contemplated
hereby,  contains or will  contain any  statement  that is or will be  inaccurate  or  misleading  in any  material
respect;

         (m)      The Company  acknowledges  and agrees that the Servicing Fee represents  reasonable  compensation
for  performing  such services and that the entire  Servicing Fee shall be treated by the Company,  for  accounting
and tax purposes,  as  compensation  for the servicing and  administration  of the Mortgage  Loans pursuant to this
Agreement.  In the opinion of Company,  the  consideration  received by Company upon the sale of the Mortgage Loans
to Purchaser  under this  Agreement  and the related Term Sheet  constitutes  fair  consideration  for the Mortgage
Loans under current market conditions.

         (n)      Company has  delivered to the  Purchaser  financial  statements  of its parent,  for its last two
complete  fiscal years.  All such financial  information  fairly  presents the pertinent  results of operations and
financial  position for the period  identified and has been prepared in accordance with GAAP  consistently  applied
throughout  the  periods  involved,  except  as set  forth in the  notes  thereto.  There has been no change in the
business,  operations,  financial  condition,  properties  or assets of the Company since the date of the Company's
financial  information  that would have a material  adverse effect on its ability to perform its obligations  under
this Agreement;

         (o)      The Company has not dealt with any broker,  investment banker,  agent or other person that may be
entitled to any commission or compensation in connection with the sale of the Mortgage Loans; and

         (p)      At the time any  Mortgage  Loan is  registered  by the Company  with MERS,  the Company will be a
member of MERS in good  standing,  and will comply in all material  respects with the rules and  procedures of MERS
in  connection  with the servicing of the MERS Mortgage  Loans for as long as such  Mortgage  Loans are  registered
with MERS.

         Section 3.02      Representations and Warranties as to Individual Mortgage Loans.

         References in this Section to  percentages  of Mortgage  Loans refer in each case to the percentage of the
aggregate Stated  Principal  Balance of the Mortgage Loans as of the related Cut-off Date, based on the outstanding
Stated  Principal  Balances of the Mortgage  Loans as of the related  Cut-off Date,  and giving effect to scheduled
Monthly  Payments due on or prior to the related Cut-off Date,  whether or not received.  References to percentages
of Mortgaged  Properties  refer, in each case, to the percentages of expected  aggregate Stated Principal  Balances
of the related Mortgage Loans  (determined as described in the preceding  sentence).  The Company hereby represents
and warrants to the Purchaser, as to each Mortgage Loan, as of the related Closing Date as follows:

          (a) The  information  set forth in the  Mortgage  Loan  Schedule  attached to the  related  Term Sheet is
true, complete and correct in all material respects as of the related Cut-Off Date;

         (b)      The  Mortgage  creates  a  valid,  subsisting  and  enforceable  first  lien or a first  priority
ownership  interest in an estate in fee simple in real  property  securing  the related  Mortgage  Note  subject to
principles  of  equity,  bankruptcy,  insolvency  and other  laws of general  application  affecting  the rights of
creditors;

         (c) All payments due prior to the related  Cut-off  Date for such  Mortgage  Loan have been made as of the
related  Closing Date; the Mortgage Loan has not been  dishonored;  there are no material  defaults under the terms
of the Mortgage Loan; the Company has not advanced its own funds, or induced,  solicited or knowingly  received any
advance of funds from a party other than the owner of the Mortgaged  Property subject to the Mortgage,  directly or
indirectly,  for the payment of any amount  required by the Mortgage  Loan. As of the related  Closing Date, all of
the Mortgage Loans will have an actual  interest paid to date of their related  Cut-off  Date(or later) and will be
due for the scheduled  monthly  payment next  succeeding the Cut-off Date (or later),  as evidenced by a posting to
Company's  servicing  collection  system.  No payment  under any  Mortgage  Loan is  delinquent  as of the  related
Closing  Date nor has any  scheduled  payment  been  delinquent  at any time during the twelve (12) months prior to
the month of the related  Closing Date. For purposes of this paragraph,  a Mortgage Loan will be deemed  delinquent
if any payment due thereunder was not paid by the Mortgagor in the month such payment was due;

         (d)  There are no  defaults  by  Company  in  complying  with the terms of the  Mortgage,  and all  taxes,
governmental  assessments,  insurance  premiums,  water, sewer and municipal charges,  leasehold payments or ground
rents which  previously  became due and owing have been paid,  or escrow funds have been  established  in an amount
sufficient  to pay for every such  escrowed  item which  remains  unpaid and which has been assessed but is not yet
due and payable;

         (e) The terms of the Mortgage Note and the Mortgage have not been  impaired,  waived,  altered or modified
in any  respect,  except by written  instruments  which have been  recorded to the extent any such  recordation  is
required by law, or,  necessary to protect the interest of the  Purchaser.  No instrument of waiver,  alteration or
modification  has been  executed  except  in  connection  with a  modification  agreement  and  which  modification
agreement  is part of the  Mortgage  File  and the  terms of which  are  reflected  in the  related  Mortgage  Loan
Schedule,  and no Mortgagor has been  released,  in whole or in part,  from the terms thereof  except in connection
with an  assumption  agreement and which  assumption  agreement is part of the Mortgage File and the terms of which
are reflected in the related Mortgage Loan Schedule;  the substance of any such waiver,  alteration or modification
has been approved by the issuer of any related Primary  Mortgage  Insurance Policy and title insurance  policy,  to
the extent required by the related policies;

         (f)  The  Mortgage  Note  and  the  Mortgage  are  not  subject  to  any  right  of  rescission,  set-off,
counterclaim or defense,  including,  without  limitation,  the defense of usury,  nor will the operation of any of
the terms of the Mortgage Note or the Mortgage,  or the exercise of any right thereunder,  render the Mortgage Note
or Mortgage  unenforceable,  in whole or in part, or subject to any right of rescission,  set-off,  counterclaim or
defense,  including the defense of usury,  and no such right of rescission,  set-off,  counterclaim  or defense has
been  asserted  with respect  thereto;  and as of the related  Closing Date the  Mortgagor  was not a debtor in any
state or federal bankruptcy or insolvency proceeding;

         (g) All buildings or other customarily  insured  improvements  upon the Mortgaged  Property are insured by
an insurer  acceptable  under the Fannie Mae or FHLMC Guides,  against loss by fire,  hazards of extended  coverage
and  such  other  hazards  as are  provided  for in the  Fannie  Mae or  FHLMC  Guide,  as well  as all  additional
requirements  set forth in Section 4.10 of this Agreement.  All such standard hazard policies are in full force and
effect and contain a standard  mortgagee  clause  naming the Company and its  successors in interest and assigns as
loss payee and such  clause is still in effect and all  premiums  due  thereon  have been paid.  If required by the
Flood  Disaster  Protection  Act of 1973,  as amended,  the Mortgage  Loan is covered by a flood  insurance  policy
meeting the requirements of the current  guidelines of the Federal Insurance  Administration  which policy conforms
to Fannie Mae or FHLMC  requirements,  as well as all  additional  requirements  set forth in Section  4.10 of this
Agreement.  Such policy was issued by an insurer  acceptable  under  Fannie Mae or FHLMC  guidelines.  The Mortgage
obligates the Mortgagor  thereunder to maintain all such insurance at the Mortgagor's cost and expense,  and on the
Mortgagor's  failure to do so,  authorizes the holder of the Mortgage to maintain such insurance at the Mortgagor's
cost and  expense and to seek  reimbursement  therefor  from the  Mortgagor.  Neither  the  Company  (nor any prior
originator or servicer of any of the Mortgage  Loans) nor any  Mortgagor  has engaged in any act or omission  which
has  impaired or would  impair the  coverage of any such  policy,  the  benefits of the  endorsement  provided  for
herein, or the validity and binding effect of either;

         (h) Each Mortgage Loan complies  with,  and the Company has complied  with,  applicable  local,  state and
federal laws, regulations and other requirements  including,  without limitation,  usury, equal credit opportunity,
real estate settlement procedures,  the Federal  Truth-In-Lending Act, disclosure laws and all applicable predatory
and abusive lending laws and consummation of the transactions  contemplated  hereby,  including without limitation,
the receipt of interest  by the owner of such  Mortgage  Loan,  will not  involve the  violation  of any such laws,
rules or  regulations.  None of the Mortgage  Loans are (a) Mortgage  Loans  subject to 12 CFR Part 226.31,  12 CFR
Part 226.32 or 226.34 of Regulation Z, the regulation  implementing  TILA,  which implements the Home Ownership and
Equity Protection Act of 1994, as amended,  or (b) except as may be provided in subparagraph (c) below,  classified
and/or  defined,  as a "high  cost",  "threshold",  "predatory"  "high  risk  home  loan" or  "covered"  loan (or a
similarly  classified  loan using  different  terminology  under a law  imposing  additional  legal  liability  for
mortgage  loans  having high  interest  rates,  points and  or/fees)  under any other  state,  federal or local law
including, but not limited to, the States of Georgia, New York, North Carolina,  Arkansas,  Kentucky or New Mexico,
or (c) Mortgage  Loans  subject to the New Jersey Home  Ownership  Security  Act of 2002 (the  "Act"),  unless such
Mortgage Loan is a (1) "Home Loan" as defined in the Act that is a first lien Mortgage  Loan,  which is not a "High
Cost Home  Loan" as  defined  in the Act or (2)  "Covered  Home  Loan" as  defined  in the Act that is a first lien
purchase  money  Mortgage  Loan,  which  is  not a  High  Cost  Home  Loan  under  the  Act.  In  addition  to  and
notwithstanding  anything to the contrary herein,  no Mortgage Loan for which the Mortgaged  Property is located in
New Jersey is a Home Loan as defined in the Act that was made,  arranged,  or assigned by a person selling either a
manufactured  home or home  improvements  to the  Mortgaged  Property  or was  made by an  originator  to whom  the
Mortgagor was referred by any such seller.  Each Mortgage Loan is being (and has been) serviced in accordance  with
Accepted Servicing  Practices and applicable state and federal laws,  including,  without  limitation,  the Federal
Truth-In-Lending  Act and other consumer  protection laws, real estate settlement  procedures,  usury, equal credit
opportunity  and  disclosure  laws.  Company  shall  maintain  in its  possession,  available  for the  Purchaser's
inspection,  as  appropriate,  and shall  deliver  to the  Purchaser  or its  designee  upon  demand,  evidence  of
compliance with all such requirements;

         (i) The Mortgage has not been  satisfied,  canceled or  subordinated,  in whole or in part,  or rescinded,
and the Mortgaged  Property has not been  released  from the lien of the Mortgage,  in whole or in part nor has any
instrument  been  executed that would effect any such  release,  cancellation,  subordination  or  rescission.  The
Company has not waived the performance by the Mortgagor of any action,  if the Mortgagor's  failure to perform such
action would cause the Mortgage Loan to be in default,  nor has the Company  waived any default  resulting from any
action or inaction by the Mortgagor;

         (j)      The  Mortgage is a valid,  subsisting,  enforceable  and  perfected  first lien on the  Mortgaged
Property,  including all buildings on the Mortgaged  Property and all  installations  and  mechanical,  electrical,
plumbing,  heating and air  conditioning  systems  affixed to such  buildings,  and all additions,  alterations and
replacements  made at any time with  respect to the  foregoing  securing  the Mortgage  Note's  original  principal
balance subject to principles of equity,  bankruptcy,  insolvency and other laws of general  application  affecting
the rights of creditors.  The Mortgage and the Mortgage  Note do not contain any evidence of any security  interest
or other  interest or right  thereto.  Such lien is free and clear of all adverse  claims,  liens and  encumbrances
having  priority over the first lien of the Mortgage  subject only to (1) the lien of  non-delinquent  current real
property taxes and  assessments  not yet due and payable,  (2) covenants,  conditions and  restrictions,  rights of
way,  easements  and other  matters  of the  public  record as of the date of  recording  which are  acceptable  to
mortgage  lending  institutions  generally  and either (A) which are  referred to in the lender's  title  insurance
policy  delivered to the  originator  or otherwise  considered  in the  appraisal  made for the  originator  of the
Mortgage  Loan,  or (B) which do not  adversely  affect the  residential  use or Appraised  Value of the  Mortgaged
Property as set forth in such  appraisal,  and (3) other  matters to which like  properties  are  commonly  subject
which do not individually or in the aggregate  materially  interfere with the benefits of the security  intended to
be provided by the Mortgage or the use, enjoyment,  value or marketability of the related Mortgaged  Property.  Any
security  agreement,  chattel  mortgage or equivalent  document  related to and  delivered in  connection  with the
Mortgage  Loan  establishes  and  creates a valid,  subsisting,  enforceable  and  perfected  first  lien and first
priority  security  interest  on the  property  described  therein,  and the Company has the full right to sell and
assign the same to the Purchaser;

         (k) The Mortgage  Note and the related  Mortgage  are  original  and genuine and each is the legal,  valid
and binding  obligation of the maker thereof,  enforceable in all respects in accordance  with its terms subject to
principles  of  equity,  bankruptcy,  insolvency  and other  laws of general  application  affecting  the rights of
creditors,  and the  Company  has taken all action  necessary  to transfer  such  rights of  enforceability  to the
Purchaser.  All parties to the Mortgage  Note and the  Mortgage  had the legal  capacity to enter into the Mortgage
Loan and to execute and deliver the Mortgage  Note and the  Mortgage.  The  Mortgage  Loan  Documents  are on forms
acceptable  to Fannie Mae and FHLMC.  The Mortgage  Note and the Mortgage  have been duly and properly  executed by
such parties.  No fraud,  error,  omission,  misrepresentation,  negligence or similar occurrence with respect to a
Mortgage Loan has taken place on the part of Company or the  Mortgagor,  or on the part of any other party involved
in the  origination  or  servicing  of the  Mortgage  Loan.  The  proceeds  of the  Mortgage  Loan have been  fully
disbursed  and  there  is no  requirement  for  future  advances  thereunder,  and any and all  requirements  as to
completion of any on-site or off-site  improvements  and as to disbursements of any escrow funds therefor have been
complied  with. All costs,  fees and expenses  incurred in making or closing the Mortgage Loan and the recording of
the  Mortgage  were paid,  and the  Mortgagor  is not  entitled to any refund of any amounts  paid or due under the
Mortgage Note or Mortgage;

         (l) The Company is the sole owner and holder of the Mortgage  Loan and the  indebtedness  evidenced by the
Mortgage Note.  Upon the sale of the Mortgage Loan to the  Purchaser,  the Company will retain the Mortgage File or
any part thereof with respect  thereto not  delivered to the  Purchaser or the  Purchaser's  designee in trust only
for the purpose of  servicing  and  supervising  the  servicing  of the  Mortgage  Loan.  Immediately  prior to the
transfer and assignment to the Purchaser,  the Mortgage  Loan,  including the Mortgage Note and the Mortgage,  were
not  subject to an  assignment,  sale or pledge to any person  other than  Purchaser,  and the Company had good and
marketable  title to and was the sole owner  thereof and had full right to transfer and sell the  Mortgage  Loan to
the Purchaser free and clear of any encumbrance,  equity, lien, pledge,  charge, claim or security interest and has
the full right and authority  subject to no interest or  participation  of, or agreement  with, any other party, to
sell and assign the Mortgage Loan pursuant to this  Agreement  and  following  the sale of the Mortgage  Loan,  the
Purchaser will own such Mortgage Loan free and clear of any  encumbrance,  equity,  participation  interest,  lien,
pledge,  charge, claim or security interest.  The Company intends to relinquish all rights to possess,  control and
monitor  the  Mortgage  Loan,  except  for the  purposes  of  servicing  the  Mortgage  Loan as set  forth  in this
Agreement.  After the related  Closing  Date,  the Company  will not have any right to modify or alter the terms of
the sale of the Mortgage  Loan and the Company will not have any  obligation  or right to  repurchase  the Mortgage
Loan or substitute  another Mortgage Loan,  except as provided in this Agreement,  or as otherwise agreed to by the
Company and the Purchaser;

         (m) Each  Mortgage  Loan is  covered  by an ALTA  lender's  title  insurance  policy  or  other  generally
acceptable  form  of  policy  or  insurance   acceptable  to  Fannie  Mae  or  FHLMC  (including   adjustable  rate
endorsements),  issued by a title  insurer  acceptable  to Fannie Mae or FHLMC and  qualified to do business in the
jurisdiction  where the Mortgaged  Property is located,  insuring  (subject to the exceptions  contained in (j)(1),
(2) and (3) above) the Company,  its successors  and assigns,  as to the first priority lien of the Mortgage in the
original   principal  amount  of  the  Mortgage  Loan  and  against  any  loss  by  reason  of  the  invalidity  or
unenforceability  of the lien  resulting  from the  provisions  of the Mortgage  providing  for  adjustment  in the
Mortgage  Interest Rate and Monthly  Payment.  Where  required by state law or  regulation,  the Mortgagor has been
given  the  opportunity  to choose  the  carrier  of the  required  mortgage  title  insurance.  The  Company,  its
successors and assigns,  is the sole insured of such lender's title insurance  policy,  such title insurance policy
has been duly and validly  endorsed to the Purchaser or the  assignment to the Purchaser of the Company's  interest
therein does not require the consent of or  notification  to the insurer and such lender's title  insurance  policy
is in full  force and  effect  and will be in full  force and  effect  upon the  consummation  of the  transactions
contemplated  by this  Agreement.  No claims have been made under such  lender's  title  insurance  policy,  and no
prior holder or servicer of the related  Mortgage,  including the Company,  nor any Mortgagor,  has done, by act or
omission, anything which would impair the coverage of such lender's title insurance policy;

         (n) There is no default,  breach,  violation or event of  acceleration  existing under the Mortgage or the
related  Mortgage Note and no event which,  with the passage of time or with notice and the expiration of any grace
or cure period, would constitute a default,  breach,  violation or event permitting  acceleration;  and neither the
Company, nor any prior mortgagee has waived any default, breach, violation or event permitting acceleration;

         (o) There  are no  mechanics'  or  similar  liens or  claims  which  have  been  filed for work,  labor or
material  (and no rights are  outstanding  that  under law could give rise to such  liens)  affecting  the  related
Mortgaged Property which are or may be liens prior to or equal to the lien of the related Mortgage;

         (p) All  improvements  subject to the Mortgage which were  considered in determining  the appraised  value
of the  Mortgaged  Property lie wholly  within the  boundaries  and  building  restriction  lines of the  Mortgaged
Property  (and wholly  within the project  with respect to a  condominium  unit) and no  improvements  on adjoining
properties  encroach  upon the Mortgaged  Property  except those which are insured  against by the title  insurance
policy referred to in clause (m) above and all  improvements on the property comply with all applicable  zoning and
subdivision laws and ordinances;

         (q) Each  Mortgage  Loan was  originated  by or for the  Company  pursuant  to,  and  conforms  with,  the
Company's  underwriting  guidelines attached as Exhibit H hereto. The Mortgage Loan bears interest at an adjustable
rate (if applicable) as set forth in the related  Mortgage Loan Schedule,  and Monthly  Payments under the Mortgage
Note are due and  payable  on the  first day of each  month.  The  Mortgage  contains  the  usual  and  enforceable
provisions of the Company at the time of origination for the  acceleration  of the payment of the unpaid  principal
amount of the Mortgage  Loan if the related  Mortgaged  Property is sold without the prior consent of the mortgagee
thereunder;

         (r) The Mortgaged  Property is not subject to any material  damage.  At  origination  of the Mortgage Loan
there was not,  since  origination  of the Mortgage Loan there has not been,  and there  currently is no proceeding
pending  for  the  total  or  partial  condemnation  of the  Mortgaged  Property.  The  Company  has  not  received
notification that any such proceedings are scheduled to commence at a future date;

         (s) The related Mortgage  contains  customary and enforceable  provisions such as to render the rights and
remedies of the holder thereof adequate for the realization  against the Mortgaged  Property of the benefits of the
security provided  thereby,  including,  (1) in the case of a Mortgage  designated as a deed of trust, by trustee's
sale,  and (2)  otherwise  by judicial  foreclosure.  There is no  homestead  or other  exemption  available to the
Mortgagor which would  interfere with the right to sell the Mortgaged  Property at a trustee's sale or the right to
foreclose the Mortgage;

         (t) If the Mortgage  constitutes a deed of trust,  a trustee,  authorized  and duly  qualified if required
under  applicable  law to act as such,  has been  properly  designated  and currently so serves and is named in the
Mortgage,  and no fees or  expenses,  except as may be  required by local law,  are or will  become  payable by the
Purchaser to the trustee under the deed of trust,  except in  connection  with a trustee's  sale or attempted  sale
after default by the Mortgagor;

         (u) The Mortgage File contains an appraisal of the related  Mortgaged  Property  signed prior to the final
approval of the mortgage loan  application  by a Qualified  Appraiser who had no interest,  direct or indirect,  in
the Mortgaged  Property or in any loan made on the security thereof,  and whose compensation is not affected by the
approval or disapproval of the Mortgage  Loan,  and the appraisal and appraiser  both satisfy the  requirements  of
Fannie Mae or FHLMC and Title XI of the Federal  Institutions  Reform,  Recovery,  and  Enforcement Act of 1989 and
the  regulations  promulgated  thereunder,  all as in  effect on the date the  Mortgage  Loan was  originated.  The
appraisal is in a form acceptable to Fannie Mae or FHLMC;

         (v) All parties which have had any interest in the Mortgage,  whether as mortgagee,  assignee,  pledgee or
otherwise,  are (or,  during the period in which they held and disposed of such  interest,  were) (A) in compliance
with any and all  applicable  licensing  requirements  of the laws of the state wherein the  Mortgaged  Property is
located,  and (B) (1) organized  under the laws of such state,  or (2)  qualified to do business in such state,  or
(3) federal  savings and loan  associations  or national  banks or a Federal  Home Loan Bank or savings bank having
principal offices in such state, or (4) not doing business in such state;

         (w) The related  Mortgage  Note is not and has not been secured by any  collateral  except the lien of the
corresponding  Mortgage  and the  security  interest  of any  applicable  security  agreement  or chattel  mortgage
referred to above and such collateral does not serve as security for any other obligation;

         (x) The Mortgagor has received and has executed,  where applicable,  all disclosure  materials required by
applicable law with respect to the making of such mortgage loans;

         (y) The Mortgage Loan does not contain  "graduated  payment" features.  Unless otherwise  indicated on the
related  Mortgage  Loan  Schedule,  no Mortgage  Loan is subject to a buydown  agreement  or  contains  any buydown
provision.  With respect to any temporary  Buydown  Mortgage Loan,  the maximum CLTV is ninety-five  percent (95%);
the maximum  rate  discount is three  percent  (3%),  the maximum  Buydown  Period is three (3) years;  the maximum
increase is one percent (1%) per year; with respect to LTV that is 80.01% and above, the  debt-to-income  ratio and
payment  shock are  calculated  at the second year Mortgage  Interest  Rate;  with respect to LTV 80.00% and below,
debt-to-income  ratio and payment shock are calculated at the first year Mortgage  Interest  Rate.  With respect to
each Mortgage  Loan that is a Buydown  Mortgage  Loan,  (i) on or before the date of  origination  of such Mortgage
Loan, the Company and the Mortgagor,  or the Company,  the Mortgagor and the seller of the Mortgaged  Property or a
third party  entered into a Buydown  Agreement.  The Buydown  Agreement  provides  that the seller of the Mortgaged
Property  (or third  party)  shall  deliver  to the  Company  temporary  Buydown  Funds in an  amount  equal to the
aggregate  undiscounted  amount of payments  that,  when added to the amount the Mortgagor on such Mortgage Loan is
obligated  to pay on each Due Date in  accordance  with the terms of the  Buydown  Agreement,  is equal to the full
scheduled  Monthly  Payment due on such Mortgage Loan. The temporary  Buydown Funds enable the Mortgagor to qualify
for the Buydown  Mortgage  Loan. The effective  interest rate of a Buydown  Mortgage Loan if less than the interest
rate set forth in the related  Mortgage  Note will  increase  within the Buydown  Period as provided in the related
Buydown  Agreement  so that the  effective  interest  rate will be equal to the  interest  rate as set forth in the
related  Mortgage Note. The Buydown  Mortgage Loan satisfies the  requirements of Fannie Mae  guidelines;  (ii) The
Mortgage  and Mortgage  Note  reflect the  permanent  payment  terms  rather than the payment  terms of the Buydown
Agreement.  The  Buydown  Agreement  provides  for the payment by the  Mortgagor  of the full amount of the Monthly
Payment  on any Due Date that the  Buydown  Funds are  available.  The  Buydown  Funds  were not used to reduce the
original  principal  balance of the Mortgage Loan or to increase the Appraised Value of the Mortgage  Property when
calculating the  Loan-to-Value  Ratios for purposes of the Agreement and, if the Buydown Funds were provided by the
Seller and if required  under Fannie Mae and FHLMC  guidelines,  the terms of the Buydown  Agreement were disclosed
to the appraiser of the  Mortgaged  Property;  (iii) The Buydown Funds may not be refunded to the Mortgagor  unless
the Mortgagor makes a principal  payment for the  outstanding  balance of the Mortgage Loan; (iv) As of the date of
origination of the Mortgage Loan, the provisions of the related Buydown  Agreement  complied with the  requirements
of Fannie Mae and FHLMC regarding buydown agreements.

         (z) The  Mortgagor  is not in  bankruptcy  and,  the  Mortgagor  is not  insolvent  and the Company has no
knowledge of any circumstances or conditions with respect to the Mortgage,  the Mortgaged  Property,  the Mortgagor
or the  Mortgagor's  credit  standing that could  reasonably be expected to cause  investors to regard the Mortgage
Loan as an unacceptable  investment,  cause the Mortgage Loan to become delinquent,  or materially adversely affect
the value or marketability of the Mortgage Loan;

         (aa)  Principal  payments  on the  Mortgage  Loan,  other than the  Interest  Only  Mortgage  Loan,  shall
commence  (with  respect to any newly  originated  Mortgage  Loans) or commenced no more than sixty (60) days after
the  proceeds of the  Mortgage  Loan were  disbursed.  The Mortgage  Loan bears  interest at the Mortgage  Interest
Rate.  With respect to each Mortgage  Loan,  the Mortgage Note is payable on the first day of each month in Monthly
Payments,  which,  (A) in the case of a fixed rate Mortgage  Loan,  are  sufficient to fully  amortize the original
principal  balance over the original term thereof and to pay interest at the related  Mortgage  Interest  Rate, (B)
in the case of an adjustable  rate Mortgage  Loan,  other than the Interest Only Mortgage Loan, are changed on each
Adjustment  Date,  and in any case,  are  sufficient  to fully  amortize  the original  principal  balance over the
original  term thereof and to pay interest at the related  Mortgage  Interest Rate and (C) in the case of a Balloon
Loan, are based on a fifteen (15) or thirty (30) year amortization  schedule,  as set forth in the related Mortgage
Note, and a final monthly payment  substantially  greater than the preceding monthly payment which is sufficient to
amortize the remaining  principal  balance of the Balloon Loan and to pay interest at the related Mortgage Interest
Rate.  The Index  for each  Adjustable  Rate  Mortgage  Loan is as  defined  in the  related  Confirmation  and the
Mortgage Loan Schedule.  The Mortgage Note does not permit  negative  amortization,  unless  otherwise noted on the
related  Mortgage Loan  Schedule.  No Mortgage Loan is a convertible  Mortgage Loan; (D) in the case of an Interest
Only Mortgage  Loan,  the monthly  payments on each  Interest  Only Mortgage Loan during the related  interest only
period is equal to the product of the related  Mortgage  Interest Rate and the  principal  balance of such Mortgage
Loan on the first day of each month and after such  interest  only  period,  except with  respect to Interest  Only
Mortgage  Loan  that  are  adjustable  rate  Mortgage  Loans,  such  Mortgage  Loan is  payable  in  equal  monthly
installments of principal and interest;

         (bb) If such Mortgage  Loan is a Co-op Loan,  the security  instruments  create a valid,  enforceable  and
subsisting first priority  security  interest in the related  cooperative  shares securing the related  cooperative
note, subject only to (x) the lien of the related  cooperative for unpaid assessments  representing the Mortgagor's
pro rata share of payments  for a blanket  mortgage,  if any,  current and future real  property  taxes,  insurance
premiums,  maintenance  fees and other  assessments  to which like  collateral  is  commonly  subject and (y) other
matters to which like  collateral is commonly  subject and which do not  materially  interfere with the benefits of
the security intended to be provided;  provided,  however,  that the related  proprietary lease for the cooperative
apartment may be subordinated or otherwise subject to the lien of a mortgage on the cooperative building;


         (cc)  (INTENTIONALLY LEFT BLANK)

         (dd)  (INTENTIONALLY LEFT BLANK)

         (ee)  (INTENTIONALLY LEFT BLANK)

         (ff)  (INTENTIONALLY LEFT BLANK)

         (gg)  (INTENTIONALLY LEFT BLANK)

         (hh) In the event the Mortgage  Loan had an LTV at  origination  greater  than  80.00%,  the excess of the
principal  balance of the Mortgage  Loan over 75.0% of the Appraised  Value of the Mortgaged  Property with respect
to a  Refinanced  Mortgage  Loan,  or the lesser of the  Appraised  Value or the  purchase  price of the  Mortgaged
Property with respect to a purchase  money Mortgage Loan was insured as to payment  defaults by a Primary  Mortgage
Insurance  Policy  issued by a Qualified  Insurer.  No Mortgage  Loan has an LTV over 95%. All  provisions  of such
Primary  Mortgage  Insurance Policy have been and are being complied with, such policy is in full force and effect,
and all premiums due thereunder  have been paid. No Mortgage Loan requires  payment of such  premiums,  in whole or
in part, by the  Purchaser.  No action,  inaction,  or event has occurred and no state of facts exists that has, or
will result in the  exclusion  from,  denial of, or defense to  coverage.  Any  Mortgage  Loan subject to a Primary
Mortgage  Insurance Policy obligates the Mortgagor  thereunder to maintain the Primary Mortgage  Insurance  Policy,
subject to state and federal law, and to pay all premiums and charges in connection  therewith.  No action has been
taken or failed to be taken,  on or prior to the Closing  Date which has  resulted  or will result in an  exclusion
from,  denial  of, or  defense  to  coverage  under any  Primary  Mortgage  Insurance  Policy  (including,  without
limitation,  any  exclusions,  denials or  defenses  which  would  limit or reduce the  availability  of the timely
payment of the full amount of the loss  otherwise due  thereunder to the insured)  whether  arising out of actions,
representations,  errors, omissions,  negligence, or fraud of the Company or the Mortgagor, or for any other reason
under such  coverage;  The mortgage  interest rate for the Mortgage Loan as set forth on the related  Mortgage Loan
Schedule is net of any such insurance  premium.  None of the Mortgage Loans are subject to  "lender-paid"  mortgage
insurance;

         (ii)     The  Assignment is in  recordable  form and is  acceptable  for  recording  under the laws of the
jurisdiction in which the Mortgaged Property is located;

         (jj)     Unless  specified on the related  Mortgage Loan Schedule,  none of the Mortgage Loans are secured
by an interest in a leasehold  estate.  The  Mortgaged  Property is located in the state  identified in the related
Mortgage Loan Schedule and consists of a single  parcel of real  property with a detached  single family  residence
erected  thereon,  or a  townhouse,  or a two-to  four-family  dwelling,  or an  individual  condominium  unit in a
condominium  project,  or  an  individual  unit  in  a  planned  unit  development  or a de  minimis  planned  unit
development,  provided,  however,  that no  residence  or  dwelling  is a single  parcel  of real  property  with a
manufactured  home not affixed to a permanent  foundation,  or a mobile home. Any condominium  unit or planned unit
development  conforms with the Company's  underwriting  guidelines.  As of the date of  origination,  no portion of
any  Mortgaged  Property  was used for  commercial  purposes,  and since the  Origination  Date,  no portion of any
Mortgaged Property has been, or currently is, used for commercial purposes;

         (kk)     Payments  on the  Mortgage  Loan  commenced  no more than  sixty  (60) days  after the funds were
disbursed in  connection  with the Mortgage  Loan.  The Mortgage  Note is payable on the first day of each month in
monthly  installments of principal (if applicable) and interest,  which  installments  are subject to change due to
the  adjustments to the Mortgage  Interest Rate on each Adjustment  Date,  with interest  calculated and payable in
arrears.  Each of the Mortgage  Loans will amortize  fully by the stated  maturity  date,  over an original term of
not more than thirty years from commencement of amortization;

         (ll)     As of the Closing Date of the Mortgage  Loan, the Mortgage  Property was lawfully  occupied under
applicable law, and all inspections,  licenses and  certificates  required to be made or issued with respect to all
occupied portions of the Mortgaged  Property and, with respect to the use and occupancy of the same,  including but
not limited to certificates of occupancy and fire  underwriting  certificates,  have been made or obtained from the
appropriate authorities;

         (mm)     There is no pending  action or proceeding  directly  involving  the  Mortgaged  Property in which
compliance with any  environmental  law, rule or regulation is an issue;  Company has no knowledge of any violation
of any  environmental  law, rule or  regulation  with respect to the  Mortgaged  Property;  and the Company has not
received any notice of any  environmental  hazard on the Mortgaged  Property and nothing further remains to be done
to satisfy in full all  requirements  of each such law, rule or regulation  constituting a prerequisite  to use and
enjoyment of said property;

         (nn)     The  Mortgagor  has not  notified  the  Company,  and the Company has no  knowledge of any relief
requested or allowed to the Mortgagor under the Soldiers' and Sailors' Civil Relief Act of 1940;

         (oo)     No Mortgage  Loan is a  construction  or  rehabilitation  Mortgage Loan or was made to facilitate
the trade-in or exchange of a Mortgaged Property;

         (pp)     The Mortgagor for each Mortgage Loan is a natural person;

         (qq)     [Reserved];

         (rr)     With respect to each Mortgage Loan that has a prepayment penalty feature, each such prepayment
penalty is enforceable and will be enforced by the Company and each prepayment penalty is permitted pursuant to
federal, state and local law. No Mortgage Loan will impose a prepayment penalty for a term in excess of five
years from the date such Mortgage Loan was originated;


         (ss)     With respect to each  Mortgage  Loan either (i) the fair market value of the  Mortgaged  Property
securing  such Mortgage  Loan was at least equal to 80 percent of the original  principal  balance of such Mortgage
Loan at the time such  Mortgage  Loan was  originated or (ii) (a) the Mortgage Loan is only secured by the Mortgage
Property  and (b)  substantially  all of the proceeds of such  Mortgage  Loan were used to acquire or to improve or
protect  the  Mortgage  Property.  For the  purposes  of the  preceding  sentence,  if the  Mortgage  Loan has been
significantly  modified  other than as a result of a default or a  reasonable  foreseeable  default,  the  modified
Mortgage Loan will be viewed as having been originated on the date of the modification;

         (tt) The  Mortgage  Loan was  originated  by a mortgagee  approved by the  Secretary  of Housing and Urban
Development  pursuant to sections  203 and 211 of the  National  Housing  Act, a savings  and loan  association,  a
savings bank, a commercial bank,  credit union,  insurance  company or similar  institution which is supervised and
examined by a federal or state authority;

         (uu) None of the Mortgage Loans are simple  interest  Mortgage Loans and none of the Mortgaged  Properties
are timeshares;

     (vv) All of the terms of the Mortgage pertaining to interest rate adjustments, payment adjustments and
     adjustments of the outstanding principal balance are enforceable, all such adjustments have been properly
     made, including the mailing of required notices, and such adjustments do not and will not affect the
     priority of the Mortgage lien.  With respect to each Mortgage Loan which has passed its initial Adjustment
     Date, Company has performed an audit of the Mortgage Loan to determine whether all interest rate adjustments
     have been made in accordance with the terms of the Mortgage Note and Mortgage;


         (ww) Each Mortgage Note,  each Mortgage,  each  Assignment and any other  documents  required  pursuant to
this  Agreement to be delivered to the Purchaser or its  designee,  or its assignee for each  Mortgage  Loan,  have
been, on or before the related Closing Date, delivered to the Purchaser or its designee, or its assignee;

         (xx) There is no  Mortgage  Loan that was  originated  on or after  October  1, 2002 and  before  March 7,
2003, which is secured by property located in the State of Georgia;

         (yy)  No proceeds from any Mortgage Loan were used to finance single premium credit insurance policies;


         (zz) [Reserved];

         (aaa)    The  methodology  used in  underwriting  the  extension of credit for each  Mortgage Loan employs
objective  mathematical  principles  which relate the  borrower's  income,  assets and  liabilities to the proposed
payment and such  underwriting  methodology does not rely on the extent of the borrower's  equity in the collateral
as the principal  determining factor in approving such credit extension.  Such underwriting  methodology  confirmed
that at the time of  origination  (application/approval)  the  borrower  had a  reasonable  ability to make  timely
payments on the Mortgage Loan;

         (bbb)    With respect to any Mortgage  Loan that contains a provision  permitting  imposition of a premium
upon a prepayment prior to maturity:  (i) prior to the loan's  origination,  the borrower agreed to such premium in
exchange for a monetary  benefit,  including but not limited to a rate or fee  reduction,  (ii) prior to the loan's
origination,  the  borrower  was offered the option of  obtaining a mortgage  loan that did not require  payment of
such a premium,  (iii) the  prepayment  premium is  disclosed  to the  borrower in the loan  documents  pursuant to
applicable  state  and  federal  law,  and (iv)  notwithstanding  any state or  federal  law to the  contrary,  the
Servicer  shall not impose such  prepayment  premium in any instance when the mortgage debt is  accelerated  as the
result of the borrower's default in making the loan payments;

         (ccc)    No borrower was required to purchase any credit life,  disability,  accident or health  insurance
product as a  condition  of  obtaining  the  extension  of credit.  No borrower  obtained a prepaid  single-premium
credit life,  disability,  accident or health  insurance  policy in connection with the origination of the Mortgage
Loan; No proceeds from any Mortgage Loan were used to purchase  single  premium credit  insurance  policies as part
of the origination of, or as a condition to closing, such Mortgage Loan;

         (ddd)    [Reserved],

         (eee) Any  Mortgage  Loan with a Mortgaged  Property in the State of Illinois  complies  with the Illinois
Interest Act, if applicable;

         (fff)  With  respect  to any  Mortgage  Loan  originated  on or after  August 1, 2004 and  underlying  the
security,  neither  the  related  Mortgage  nor the  related  Mortgage  Note  requires  the  borrower  to submit to
arbitration to resolve any dispute arising out of or relating in any way to the mortgage loan transaction;

         (ggg) No Mortgage Loan is secured by Mortgaged  Property in the Commonwealth of Massachusetts  with a loan
application  date on or after November 7, 2004 that  refinances a mortgage loan that is less than sixty (60) months
old,  unless such Mortgage  Loan (1) is on an investment  property,  (ii) meets the  requirements  set forth in the
Code of Massachusetts  Regulation  ("CMR"),  209 CMR 53.04(1)(b),  or (iii) meets the requirements set forth in the
209 CMR 53.04(1)(c);

         (hhh)  For any Mortgage Loan with the related Mortgaged Property located in State of Texas which is a
second lien and the interest rate is in excess of 10% and where terms of the Mortgage Note contain a provision
for which the Mortgagor may be entitled to prepaid interest upon payoff, no Mortgagor paid any administrative
fees, points, or loan origination fees which would actually result in any prepaid interest being due the
Mortgagor under the terms of the Mortgage Note;

         (iii)-- The Company has complied with all applicable anti-money laundering laws and regulations,
including without limitation the USA Patriot Act of 2001 (collectively, the Anti-Money Laundering Laws").- The
Company has established an anti-money laundering compliance program as required by the Anti-Money Laundering Laws
and-has conducted the requisite due diligence in connection with the origination of each Mortgage Loan for the
purposes of the Anti-Money Laundering Laws.- The-Company further represents that it takes reasonable efforts to
determine whether any-Mortgagor appears on any list of blocked or prohibited parties designated by the U.S.
Department of Treasury; and

         (jjj)  If the Mortgage Loan is secured by a long-term residential lease, (1) the terms of such lease
expressly permit the mortgaging of the leasehold estate, the assignment of the lease without the lessor's consent
(or the lessor's consent has been obtained) and the acquisition by the holder of the Mortgage of the rights of
the lessee upon foreclosure or assignment in lieu of foreclosure or provide the holder of the Mortgage with
substantially similar protection (2) the terms of such lease do not (a) allow the termination thereof upon the
lessee's default without the holder of the Mortgage being entitled to receive written notice of, and opportunity
to cure, such default, (b) allow the termination of a lease in the event of damage or destruction as long as the
Mortgage is in existence or (c) prohibit the holder of the Mortgage from being insured under the hazard insurance
policy relating to the Mortgaged Property (3) the original term of such lease is not less than 15 years (4) the
term of such lease does not terminate earlier than 5 years after the maturity date of the Note and (5) the
Mortgaged Property is located in a jurisdiction in which the use of leasehold estates for residential properties
is a widely-accepted practice.



         Section 3.03      Repurchase; Substitution.

         It is understood  and agreed that the  representations  and warranties set forth in Sections 3.01 and 3.02
shall survive the sale of the Mortgage Loans and delivery of the Mortgage Loan  Documents to the Purchaser,  or its
designee,  and  shall  inure  to the  benefit  of the  Purchaser,  notwithstanding  any  restrictive  or  qualified
endorsement on any Mortgage Note or Assignment or the  examination,  or lack of examination,  of any Mortgage File.
Upon  discovery by either the Company or the  Purchaser  of a breach of any of the  foregoing  representations  and
warranties  which  materially  and  adversely  affects  the  value of the  Mortgage  Loans or the  interest  of the
Purchaser in any Mortgage  Loan, the party  discovering  such breach shall give prompt written notice to the other.
The Company  shall have a period of sixty (60) days from the earlier of its  discovery  or its receipt of notice of
any such breach within which to correct or cure such breach.  The Company  hereby  covenants and agrees that if any
such breach is not corrected or cured within such sixty day period,  the Company shall, at the  Purchaser's  option
and not later than  ninety (90) days of its  discovery  or its receipt of notice of such  breach,  repurchase  such
Mortgage  Loan at the  Repurchase  Price or, with the  Purchaser's  prior consent and at  Purchaser's  sole option,
substitute a Mortgage Loan as provided  below.  In the event that any such breach shall involve any  representation
or  warranty  set forth in Section  3.01,  and such  breach is not cured  within  sixty (60) days of the earlier of
either  discovery  by or notice to the Company of such  breach,  all  Mortgage  Loans  shall,  at the option of the
Purchaser,  be repurchased by the Company at the Repurchase  Price.  Any such  repurchase  shall be accomplished by
wire transfer of immediately available funds to Purchaser in the amount of the Repurchase Price.

         If the Company is required to repurchase  any Mortgage  Loan  pursuant to this Section  3.03,  the Company
may, with the Purchaser's  prior consent and at Purchaser's  sole option,  within ninety (90) days from the related
Closing  Date,  remove  such  defective  Mortgage  Loan from the terms of this  Agreement  and  substitute  another
mortgage  loan for such  defective  Mortgage  Loan, in lieu of  repurchasing  such  defective  Mortgage  Loan.  Any
substitute  Mortgage  Loan is subject to  Purchaser  acceptability.  Any  substituted  Loans will  comply  with the
representations and warranties set forth in this Agreement as of the substitution date

         The Company  shall amend the  related  Mortgage  Loan  Schedule to reflect the  withdrawal  of the removed
Mortgage Loan from this  Agreement and the  substitution  of such  substitute  Mortgage  Loan  therefor.  Upon such
amendment,  the  Purchaser  shall review the Mortgage  File  delivered  to it relating to the  substitute  Mortgage
Loan.  In the event of such a  substitution,  accrued  interest on the  substitute  Mortgage  Loan for the month in
which the  substitution  occurs and any Principal  Prepayments made thereon during such month shall be the property
of the Purchaser and accrued  interest for such month on the Mortgage Loan for which the  substitution  is made and
any  Principal  Prepayments  made thereon  during such month shall be the property of the  Company.  The  principal
payment on a substitute  Mortgage  Loan due on the Due Date in the month of  substitution  shall be the property of
the Company and the  principal  payment on the Mortgage  Loan for which the  substitution  is made due on such date
shall be the property of the Purchaser.

         For any month in which the Company is permitted to substitute one or more substitute  Mortgage Loans,  the
Company will determine the amount (if any) by which the aggregate  Stated Principal  Balance (after  application of
the principal  portion of all scheduled  payments due in the month of substitution) of all the substitute  Mortgage
Loans in the month of substitution is less then the aggregate  Stated Principal  Balance (after  application of the
principal  portion of the scheduled  payment due in the month of substitution) of the such replaced  Mortgage Loan.
An amount equal to the aggregate of such deficiencies  described in the preceding  sentence for any Remittance Date
shall be  deposited  into the  Custodial  Account by the  Company on the  related  Determination  Date in the month
following the calendar month during which the substitution occurred.

         It is  understood  and agreed that the  obligation  of the Company set forth in this Section 3.03 to cure,
repurchase  or substitute  for a defective  Mortgage  Loan,  and to indemnify  Purchaser  pursuant to Section 8.01,
constitute  the  sole  remedies  of the  Purchaser  respecting  a  breach  of  the  foregoing  representations  and
warranties.  If the Company  fails to repurchase or  substitute  for a defective  Mortgage Loan in accordance  with
this  Section  3.03,  or  fails  to cure a  defective  Mortgage  Loan to  Purchaser's  reasonable  satisfaction  in
accordance  with this Section 3.03, or to indemnify  Purchaser  pursuant to Section 8.01,  that failure shall be an
Event of Default and the  Purchaser  shall be entitled to pursue all  remedies  available  in this  Agreement  as a
result  thereof.  No  provision of this  paragraph  shall  affect the rights of the  Purchaser  to  terminate  this
Agreement for cause, as set forth in Sections 10.01 and 11.01.

         Any cause of action  against the Company  relating to or arising out of the breach of any  representations
and  warranties  made in  Sections  3.01 and 3.02  shall  accrue as to any  Mortgage  Loan upon (i) the  earlier of
discovery of such breach by the Company or notice  thereof by the  Purchaser  to the  Company,  (ii) failure by the
Company to cure such  breach or  repurchase  such  Mortgage  Loan as  specified  above,  and (iii)  demand upon the
Company by the Purchaser for compliance with this Agreement.

         In the event that any Mortgage  Loan is held by a REMIC,  notwithstanding  any contrary  provision of this
Agreement,  with  respect to any  Mortgage  Loan that is not in default or as to which no default is  imminent,  no
substitution  pursuant to Subsection 3.03 shall be made after the applicable  REMIC's "start up day" (as defined in
Section  860G(a) (9) of the Code),  unless the  Company has  obtained an Opinion of Counsel to the effect that such
substitution  will not (i)  result  in the  imposition  of taxes on  "prohibited  transactions"  of such  REMIC (as
defined in Section  860F of the Code) or  otherwise  subject  the REMIC to tax,  or (ii) cause the REMIC to fail to
qualify as a REMIC at any time.

         If pursuant to the foregoing  provisions  the Company  repurchases a Mortgage Loan that is a MERS Mortgage
Loan,  the Company  shall either (a) cause MERS to execute and deliver an  assignment of the Mortgage in recordable
form to  transfer  the  Mortgage  from MERS to the  Company  and shall  cause  such  Mortgage  to be  removed  from
registration  on the MERS® System in accordance  with MERS' rules and regulations or (b) cause MERS to designate on
the MERS® System the Company as the beneficial holder of such Mortgage Loan.

         Section 3.04      Representations and Warranties of the Purchaser.

         The Purchaser  represents,  warrants and convenants to the Company that, as of the related Closing Date or
as of such date specifically provided herein:

         (a)      The Purchaser is a corporation,  dully organized  validly  existing and in good standing under the laws of
the State of  Delaware  and is  qualified  to  transact  business  in, is in good  standing  under the laws of, and
possesses all licenses  necessary  for the conduct of its business in, each state in which any  Mortgaged  Property
is located or is otherwise except or not required under applicable law to effect such qualification or license;

         (b)      The  Purchaser  has full power and  authority to hold each  Mortgage  Loan, to purchase each Mortgage Loan
pursuant to this  Agreement and the related Term Sheet and to execute,  deliver and perform,  and to enter into and
consummate all  transactions  contemplated by this Agreement and the related Term Sheet and to conduct its business
as presently  conducted,  has duly  authorized  the execution,  delivery and  performance of this Agreement and the
related Term Sheet, has duly executed and delivered this Agreement and the related Term Sheet;

         (c)      None of the  execution and delivery of this  Agreement  and the related Term Sheet,  the purchase
of the Mortgage  Loans,  the  consummation  of the  transactions  contemplated  hereby,  or the  fulfillment  of or
compliance  with the terms and  conditions  of this  Agreement and the related Term Sheet will conflict with any of
the terms,  conditions or provisions of the  Purchaser's  charter or by-laws or materially  conflict with or result
in a material  breach of any of the terms,  conditions or provisions of any legal  restriction  or any agreement or
instrument to which the  Purchaser is now a party or by which it is bound,  or constitute a default or result in an
acceleration under any of the foregoing,  or result in the material violation of any law, rule, regulation,  order,
judgment or decree to which the Purchaser or its property is subject;

         (d)      There is no  litigation  pending or to the best of the  Purchaser's  knowledge,  threatened  with
respect to the  Purchaser  which is  reasonably  likely to have a material  adverse  effect on the  purchase of the
related Mortgage Loans,  the execution,  delivery or  enforceability  of this Agreement and the related Term Sheet,
or which is reasonably likely to have a material adverse effect on the financial condition of the Purchaser;

         (e)      No  consent,  approval,  authorization  or order of any court or  governmental  agency or body is
required for the execution,  delivery and  performance by the Purchaser of or compliance by the Purchaser with this
Agreement and the related Term Sheet,  the purchase of the Mortgage Loans or the  consummation of the  transactions
contemplated  by this  Agreement  and the related Term Sheet except for  consents,  approvals,  authorizations  and
orders which have been obtained;

         (f)      The  consummation of the  transactions  contemplated by this Agreement and the related Term Sheet
is in the ordinary course of business of the Purchaser;

         (h)      The  Purchaser  will treat the purchase of the Mortgage  Loans from the Company as a purchase for
reporting, tax and accounting purposes; and

         (i)      The Purchaser does not believe,  nor does it have any cause or reason to believe,  that it cannot
perform each and every of its covenants contained in this Agreement and the related Term Sheet.

         The Purchaser shall indemnify the Company and hold it harmless  against any claims,  proceedings,  losses,
damages,  penalties,  fines,  forfeitures,  reasonable and necessary legal fees and related costs,  judgments,  and
other costs and expenses resulting from a breach by the Purchaser of the representations  and warranties  contained
in this  Section  3.04.  It is  understood  and agreed  that the  obligations  of the  Purchaser  set forth in this
Section 3.04 to indemnify the Company as provided herein  constitute the sole remedies of the Company  respecting a
breach of the foregoing representations and warranties.


                                                    ARTICLE IV

                                  ADMINISTRATION AND SERVICING OF MORTGAGE LOANS

         Section 4.01      Company to Act as Servicer.

         The Company,  as  independent  contract  servicer,  shall  service and  administer  the Mortgage  Loans in
accordance  with this Agreement and the related Term Sheet and with Accepted  Servicing  Practices,  and shall have
full  power and  authority,  acting  alone,  to do or cause to be done any and all things in  connection  with such
servicing and  administration  which the Company may deem necessary or desirable and  consistent  with the terms of
this  Agreement  and the related Term Sheet and with Accepted  Servicing  Practices and exercise the same care that
it  customarily  employs for its own  account.  Except as set forth in this  Agreement  and the related Term Sheet,
the Company shall service the Mortgage Loans in strict  compliance with the servicing  provisions of the Fannie Mae
Guides (special servicing option),  which include,  but are not limited to, provisions regarding the liquidation of
Mortgage Loans, the collection of Mortgage Loan payments,  the payment of taxes,  insurance and other charges,  the
maintenance of hazard insurance with a Qualified Insurer,  the maintenance of mortgage  impairment  insurance,  the
maintenance  of fidelity  bond and errors and  omissions  insurance,  inspections,  the  restoration  of  Mortgaged
Property,  the maintenance of Primary Mortgage  Insurance  Policies,  insurance claims,  the title,  management and
disposition of REO Property,  permitted withdrawals with respect to REO Property,  liquidation reports, and reports
of  foreclosures  and  abandonments  of Mortgaged  Property,  the transfer of  Mortgaged  Property,  the release of
Mortgage  Files,  annual  statements,  and  examination  of records and  facilities.  In the event of any conflict,
inconsistency or discrepancy  between any of the servicing  provisions of this Agreement and the related Term Sheet
and any of the servicing  provisions  of the Fannie Mae Guides,  the  provisions of this  Agreement and the related
Term Sheet shall control and be binding upon the Purchaser and the Company.

         Consistent with the terms of this Agreement and the related Term Sheet,  the Company may waive,  modify or
vary  any term of any  Mortgage  Loan or  consent  to the  postponement  of any such  term or in any  manner  grant
indulgence to any Mortgagor if in the Company's  reasonable and prudent  determination  such waiver,  modification,
postponement or indulgence is not materially adverse to the Purchaser,  provided,  however, that unless the Company
has obtained  the prior  written  consent of the  Purchaser,  the Company  shall not permit any  modification  with
respect to any  Mortgage  Loan that would  change the Mortgage  Interest  Rate,  defer for more than ninety days or
forgive any payment of principal or interest,  reduce or increase the  outstanding  principal  balance  (except for
actual  payments of  principal) or change the final  maturity date on such Mortgage  Loan. In the event of any such
modification  which has been agreed to in writing by the  Purchaser  and which  permits the deferral of interest or
principal  payments on any  Mortgage  Loan,  the Company  shall,  on the  Business Day  immediately  preceding  the
Remittance  Date in any month in which any such  principal or interest  payment has been  deferred,  deposit in the
Custodial  Account from its own funds,  in accordance  with Section 4.04, the  difference  between (a) such month's
principal and one month's  interest at the Mortgage Loan  Remittance Rate on the unpaid  principal  balance of such
Mortgage Loan and (b) the amount paid by the  Mortgagor.  The Company shall be entitled to  reimbursement  for such
advances to the same extent as for all other  advances  pursuant to Section 4.05.  Without  limiting the generality
of the foregoing,  the Company shall  continue,  and is hereby  authorized and empowered,  to prepare,  execute and
deliver,  all instruments of satisfaction or cancellation,  or of partial or full release,  discharge and all other
comparable  instruments,  with  respect  to the  Mortgage  Loans  and with  respect  to the  Mortgaged  Properties.
Notwithstanding  anything  herein to the  contrary,  the  Company  may not enter into a  forbearance  agreement  or
similar  arrangement  with  respect  to any  Mortgage  Loan  which term  exceeds  12 months in  duration.  Any such
agreement shall be approved by Purchaser and, if required,  by the Primary Mortgage  Insurance  Policy insurer,  if
required.  Any other loss mitigation or workout alternatives,  such as short sales or deeds in lieu of foreclosure,
shall be subject to the approval of the Purchaser and the Primary Mortgage Insurance Policy insurer if applicable.

         Notwithstanding  anything in this  Agreement to the contrary,  if any Mortgage  Loan becomes  subject to a
Pass-Through  Transfer,  the Company (a) with respect to such Mortgage Loan, shall not permit any modification with
respect  to such  Mortgage  Loan that  would  change  the  Mortgage  Interest  Rate and (b) shall not  (unless  the
Mortgagor  is in default  with  respect to such  Mortgage  Loan or such default is, in the judgment of the Company,
reasonably  foreseeable)  make or permit any  modification,  waiver or amendment of any term of such  Mortgage Loan
that would both (i) effect an exchange or  reissuance  of such  Mortgage  Loan under  Section  1001 of the Code (or
Treasury  regulations  promulgated  thereunder)  and (ii) cause any REMIC to fail to  qualify as a REMIC  under the
Code or the  imposition of any tax on "prohibited  transactions"  or  "contributions"  after the startup date under
the REMIC Provisions.

         Prior to taking any action with respect to the Mortgage  Loans subject to a Pass-Through  Transfer,  which
is not  contemplated  under the terms of this Agreement,  the Company will obtain an Opinion of Counsel  acceptable
to the trustee in such  Pass-Through  Transfer  with respect to whether such action could result in the  imposition
of a tax upon any REMIC  (including  but not limited to the tax on  prohibited  transactions  as defined in Section
860F(a)(2) of the Code and the tax on  contributions  to a REMIC set forth in Section  860G(d) of the  Code)(either
such event,  an "Adverse  REMIC  Event"),  and the Company  shall not take any such actions as to which it has been
advised that an Adverse REMIC Event could occur.

         The Company  shall not permit the creation of any  "interests"  (within the meaning of Section 860G of the
Code) in any REMIC.  The  Company  shall not enter  into any  arrangement  by which a REMIC  will  receive a fee or
other  compensation  for  services  nor permit a REMIC to receive  any income  from  assets  other than  "qualified
mortgages"  as  defined  in  Section  860G(a)(3)  of the Code or  "permitted  investments"  as  defined  in Section
860G(a)(5) of the Code.

         In  servicing  and  administering  the  Mortgage  Loans,  the  Company  shall  employ  Accepted  Servicing
Practices,  giving due consideration to the Purchaser's reliance on the Company.  Unless a different time period is
stated in this Agreement or the related Term Sheet,  Purchaser  shall be deemed to have given consent in connection
with a particular  matter if Purchaser does not  affirmatively  grant or deny consent within five (5) Business Days
from the date Purchaser receives a second written request for consent for such matter from Company as servicer.

         The  Mortgage  Loans may be  subserviced  by a  Subservicer  on behalf of the  Company  provided  that the
Subservicer  is an entity that engages in the business of servicing  loans,  and in either case shall be authorized
to transact  business,  and licensed to service mortgage loans, in the state or states where the related  Mortgaged
Properties  it is to  service  are  situated,  if and to the  extent  required  by  applicable  law to  enable  the
Subservicer to perform its obligations  hereunder and under the  Subservicing  Agreement,  and in either case shall
be a FHLMC or Fannie Mae approved  mortgage  servicer in good  standing,  and no event has occurred,  including but
not  limited  to a change in  insurance  coverage,  which  would  make it unable  to  comply  with the  eligibility
requirements  for lenders  imposed by Fannie Mae or for  seller/servicers  imposed by Fannie Mae or FHLMC, or which
would require  notification  to Fannie Mae or FHLMC.  In addition,  each  Subservicer  will obtain and preserve its
qualifications  to do  business  as a foreign  corporation  and its  licenses to service  mortgage  loans,  in each
jurisdiction  in which such  qualifications  and/or  licenses are or shall be necessary to protect the validity and
enforceability  of this Agreement,  or any of the Mortgage Loans and to perform or cause to be performed its duties
under  the  related  Subservicing  Agreement.  The  Company  may  perform  any  of its  servicing  responsibilities
hereunder or may cause the Subservicer to perform any such servicing  responsibilities  on its behalf,  but the use
by the Company of the  Subservicer  shall not release the Company  from any of its  obligations  hereunder  and the
Company shall remain  responsible  hereunder for all acts and omissions of the Subservicer as fully as if such acts
and omissions were those of the Company.  The Company shall pay all fees and expenses of the  Subservicer  from its
own funds, and the  Subservicer's  fee shall not exceed the Servicing Fee. Company shall notify Purchaser  promptly
in writing upon the appointment of any Subservicer.

         At the cost and expense of the Company,  without any right of  reimbursement  from the Custodial  Account,
the Company shall be entitled to terminate the rights and  responsibilities  of the Subservicer and arrange for any
servicing  responsibilities  to be performed by a successor  subservicer  meeting the requirements in the preceding
paragraph,  provided,  however,  that nothing  contained herein shall be deemed to prevent or prohibit the Company,
at the  Company's  option,  from  electing to service  the related  Mortgage  Loans  itself.  In the event that the
Company's  responsibilities  and duties under this Agreement are terminated pursuant to Section 4.13, 8.04, 9.01 or
10.01 and if requested  to do so by the  Purchaser,  the Company  shall at its own cost and expense  terminate  the
rights and  responsibilities  of the  Subservicer  effective  as of the date of  termination  of the  Company.  The
Company shall pay all fees, expenses or penalties  necessary in order to terminate the rights and  responsibilities
of the Subservicer from the Company's own funds without reimbursement from the Purchaser.

         Notwithstanding  any of the provisions of this Agreement  relating to agreements or  arrangements  between
the Company and the  Subservicer  or any reference  herein to actions taken through the  Subservicer  or otherwise,
the Company  shall not be relieved of its  obligations  to the  Purchaser and shall be obligated to the same extent
and under the same terms and conditions as if it alone were servicing and  administering  the Mortgage  Loans.  The
Company shall be entitled to enter into an agreement with the  Subservicer  for  indemnification  of the Company by
the  Subservicer and nothing  contained in this Agreement shall be deemed to limit or modify such  indemnification.
The Company will indemnify and hold Purchaser  harmless from any loss,  liability or expense arising out of its use
of a Subservicer to perform any of its servicing duties, responsibilities and obligations hereunder.

         Any  Subservicing  Agreement  and any other  transactions  or  services  relating  to the  Mortgage  Loans
involving  the  Subservicer  shall be deemed to be between the  Subservicer  and Company  alone,  and the Purchaser
shall have no obligations,  duties or liabilities with respect to the Subservicer including no obligation,  duty or
liability of Purchaser to pay the  Subservicer's  fees and expenses.  For purposes of distributions and advances by
the Company  pursuant to this Agreement,  the Company shall be deemed to have received a payment on a Mortgage Loan
when the Subservicer has received such payment.

         The Company will transmit  full-file  credit  reporting data for each Mortgage Loan pursuant to the Fannie
Mae  Selling  Guide and that for each  Mortgage  Loan,  the  Company  agrees it shall  report one of the  following
statuses each month as follows: new origination,  current,  delinquent (30-, 60-, 90-days,  etc.),  foreclosed,  or
charged-off.

Section 4.02      Collection of Mortgage Loan Payments.

         Continuously  from the date  hereof  until the date  each  Mortgage  Loan  ceases  to be  subject  to this
Agreement,  the Company will proceed  diligently to collect all payments due under each Mortgage Loan when the same
shall become due and payable and shall,  to the extent such  procedures  shall be consistent  with this  Agreement,
Accepted  Servicing  Practices,  and the terms and provisions of any related  Primary  Mortgage  Insurance  Policy,
follow such  collection  procedures as it follows with respect to mortgage  loans  comparable to the Mortgage Loans
and held for its own account.  Further,  the Company will take special care in ascertaining  and estimating  annual
escrow  payments,  and all other charges that,  as provided in the Mortgage,  will become due and payable,  so that
the  installments  payable by the Mortgagors will be sufficient to pay such charges as and when they become due and
payable.

         Section 4.03      Realization Upon Defaulted Mortgage

         The Company  shall use its best  efforts,  consistent  with the  procedures  that the Company would use in
servicing loans for its own account,  consistent with Accepted Servicing Practices,  any Primary Mortgage Insurance
Policies and the best interest of Purchaser,  to foreclose  upon or otherwise  comparably  convert the ownership of
properties  securing  such of the  Mortgage  Loans  as come  into  and  continue  in  default  and as to  which  no
satisfactory  arrangements  can be made for  collection  of  delinquent  payments  pursuant to Section 4.01. . Loan
shall be demanded  within 90 days of default for Mortgaged  Properties for which no satisfactory  arrangements  can
be made for  collection of delinquent  payments,  subject to state and federal law and  regulation.  Foreclosure or
comparable  proceedings  shall be  initiated  within  one  hundred  twenty  (120)  days of  default  for  Mortgaged
Properties for which no satisfactory  arrangements  can be made for collection of delinquent  payments,  subject to
state and federal law and  regulation.  In the event any payment due under any  Mortgage  Loan is not paid when the
same becomes due and  payable,  or in the event the  Mortgagor  fails to perform any other  covenant or  obligation
under the Mortgage Loan and such failure  continues  beyond any applicable  grace period,  the Company will proceed
diligently to collect all payments due and shall take such action,  including commencing  foreclosure,  as it shall
reasonably  deem to be in the best  interests  of the  Purchaser in a manner  consistent  with  Accepted  Servicing
Practices,  subject to state and federal law and  regulation.  The  Company  shall use its best  efforts to realize
upon  defaulted  Mortgage  Loans in such manner as will  maximize  the  receipt of  principal  and  interest by the
Purchaser,  taking into  account,  among other  things,  the timing of  foreclosure  proceedings.  The foregoing is
subject to the provisions that, in any case in which a Mortgaged  Property shall have suffered damage,  the Company
shall not be required to expend its own funds toward the  restoration  of such property  unless it shall  determine
in its discretion  (i) that such  restoration  will increase the proceeds of  liquidation  of the related  Mortgage
Loan to the  Purchaser  after  reimbursement  to itself  for such  expenses,  and (ii) that such  expenses  will be
recoverable  by the  Company  through  Insurance  Proceeds  or  Liquidation  Proceeds  from the  related  Mortgaged
Property,  as  contemplated  in Section  4.05.  Company  shall obtain  prior  approval of Purchaser as to repair or
restoration  expenses in excess of ten thousand dollars  ($10,000).  The Company shall be responsible for all costs
and expenses incurred by it in any such proceedings or functions;  provided,  however, that it shall be entitled to
reimbursement  thereof from the related  property,  as  contemplated in Section 4.05.  Notwithstanding  anything to
the contrary  contained  herein,  in connection  with a foreclosure or acceptance of a deed in lieu of foreclosure,
in the event the Company has reasonable  cause to believe that a Mortgaged  Property is  contaminated  by hazardous
or toxic substances or wastes,  or if the Purchaser  otherwise  requests an  environmental  inspection or review of
such  Mortgaged  Property,  such an  inspection  or review  is to be  conducted  by a  qualified  inspector  at the
Purchaser's  expense.  Upon completion of the inspection,  the Company shall promptly  provide the Purchaser with a
written  report  of the  environmental  inspection.  After  reviewing  the  environmental  inspection  report,  the
Purchaser shall determine how the Company shall proceed with respect to the Mortgaged Property.

         Notwithstanding  anything to the contrary  contained  herein,  the Purchaser may, at the Purchaser's  sole
option,  terminate  the  Company as  servicer  of any  Mortgage  Loan  which  becomes  ninety  (90) days or greater
delinquent  in payment  of a  scheduled  Monthly  Payment,  without  payment of any  termination  fee with  respect
thereto,  provided  that the  Company  shall on the date  said  termination  takes  effect  be  reimbursed  for any
unreimbursed  advances  of the  Company's  funds made  pursuant  to  Section  5.03 and any  unreimbursed  Servicing
Advances and Servicing Fees in each case relating to the Mortgage Loan  underlying  such  delinquent  Mortgage Loan
notwithstanding  anything to the  contrary set forth in Section  4.05.  In the event of any such  termination,  the
provisions of Section 11.01 hereof shall apply to said  termination and the transfer of servicing  responsibilities
with respect to such delinquent Mortgage Loan to the Purchaser or its designee.

         In the event that a Mortgage Loan becomes part of a REMIC,  and becomes REO Property,  such property shall
be disposed of by the Company,  with the consent of Purchaser as required  pursuant to this  Agreement,  before the
close of the third  taxable year  following  the taxable year in which the  Mortgage  Loan became an REO  Property,
unless the Company  provides  to the trustee  under such REMIC an opinion of counsel to the effect that the holding
of such REO Property  subsequent  to the close of the third  taxable year  following  the taxable year in which the
Mortgage Loan became an REO Property,  will not result in the imposition of taxes on "prohibited  transactions"  as
defined  in  Section  860F of the Code,  or cause the  transaction  to fail to  qualify as a REMIC at any time that
certificates are outstanding.  Company shall manage,  conserve,  protect and operate each such REO Property for the
certificateholders  solely  for the  purpose of its prompt  disposition  and sale in a manner  which does not cause
such  property to fail to qualify as  "foreclosure  property"  within the meaning of Section  860F(a)(2)(E)  of the
Code, or any "net income from  foreclosure  property"  which is subject to taxation  under the REMIC  provisions of
the Code.  Pursuant  to its efforts to sell such  property,  the Company  shall  either  itself or through an agent
selected by Company,  protect and conserve  such  property in the same manner and to such an extent as is customary
in the locality  where such  property is located.  Additionally,  Company  shall  perform the tax  withholding  and
reporting related to Sections 1445 and 6050J of the Code.

         Section 4.04      Establishment of Custodial Accounts; Deposits in Custodial Accounts.

         The Company  shall  segregate  and hold all funds  collected  and received  pursuant to each Mortgage Loan
separate  and apart from any of its own funds and  general  assets and shall  establish  and  maintain  one or more
Custodial  Accounts.  The  Custodial  Account  shall be an  Eligible  Account.  Funds  deposited  in the  Custodial
Account,  which shall be deposited within 24 hours of receipt,  shall at all times be insured by the FDIC up to the
FDIC  insurance  limits,  or must be invested in  Permitted  Investments  for the benefit of the  Purchaser.  Funds
deposited in the  Custodial  Account may be drawn on by the Company in accordance  with Section 4.05.  The creation
of any  Custodial  Account  shall be  evidenced by a letter  agreement  in the form shown in Exhibit B hereto.  The
original of such letter  agreement  shall be furnished to the Purchaser on the Closing  Date,  and upon the request
of any subsequent Purchaser.

         The Company  shall  deposit in the Custodial  Account on a daily basis,  and retain  therein the following
payments and  collections  received or made by it  subsequent  to the Cut-off  Date, or received by it prior to the
Cut-off Date but allocable to a period subsequent  thereto,  other than in respect of principal and interest on the
Mortgage Loans due on or before the Cut-off Date:

         (i)      all payments on account of principal, including Principal Prepayments, on the Mortgage Loans;

         (ii) all payments on account of interest on the Mortgage  Loans  adjusted to the Mortgage Loan  Remittance
Rate;

         (iii) all Liquidation Proceeds;

         (iv) any amounts  required to be deposited  by the Company in  connection  with any REO Property  pursuant
to Section  4.13 and in  connection  therewith,  the  Company  shall  provide the  Purchaser  with  written  detail
itemizing all of such amounts;

         (v) all Insurance  Proceeds  including  amounts  required to be deposited  pursuant to Sections 4.08, 4.10
and 4.11,  other than  proceeds to be held in the Escrow  Account and applied to the  restoration  or repair of the
Mortgaged  Property or released to the Mortgagor in  accordance  with Accepted  Servicing  Practices,  the Mortgage
Loan Documents or applicable law;

         (vi) all Condemnation  Proceeds  affecting any Mortgaged  Property which are not released to the Mortgagor
in accordance with Accepted Servicing Practices, the loan documents or applicable law;

         (vii) any Monthly Advances;

         (viii) with respect to each full or partial Principal Prepayment,  any Prepayment Interest Shortfalls,  to
the extent of the Company's aggregate Servicing Fee received with respect to the related Prepayment Period;

         (ix) any amounts  required to be deposited by the Company  pursuant to Section 4.10 in connection with the
deductible  clause in any blanket  hazard  insurance  policy,  such deposit  shall be made from the  Company's  own
funds, without reimbursement therefor; and

         (x) any amounts required to be deposited in the Custodial Account pursuant to Section 4.01, 4.13 or 6.02.

                  The  foregoing  requirements  for deposit in the Custodial  Account shall be exclusive,  it being
understood  and agreed that,  without  limiting the  generality  of the  foregoing,  payments in the nature of late
payment  charges and  assumption  fees,  to the extent  permitted  by Section  6.01,  need not be  deposited by the
Company  in the  Custodial  Account.  Any  interest  paid  on  funds  deposited  in the  Custodial  Account  by the
depository  institution  shall accrue to the benefit of the Company and the Company shall be entitled to retain and
withdraw  such  interest  from the Custodial  Account  pursuant to Section 4.05 (iv).  The  Purchaser  shall not be
responsible for any losses suffered with respect to investment of funds in the Custodial Account.

         Section 4.05      Permitted Withdrawals From the Custodial Account.

         The Company may, from time to time, withdraw from the Custodial Account for the following purposes:

         (i)      to make payments to the Purchaser in the amounts and in the manner provided for in Section 5.01;

         (ii) to reimburse  itself for Monthly  Advances,  the Company's right to reimburse itself pursuant to this
subclause (ii) being limited to amounts  received on the related  Mortgage Loan which  represent  late  collections
(net of the related  Servicing Fees) of principal  and/or interest  respecting  which any such advance was made, it
being  understood  that,  in the case of such  reimbursement,  the  Company's  right  thereto shall be prior to the
rights of the  Purchaser,  except that,  where the Company is required to repurchase a Mortgage  Loan,  pursuant to
Section 3.03,  the  Company's  right to such  reimbursement  shall be subsequent to the payment to the Purchaser of
the  Repurchase  Price  pursuant to such Section and all other amounts  required to be paid to the  Purchaser  with
respect to such Mortgage Loan;

         (iii) to  reimburse  itself for  unreimbursed  Servicing  Advances  and any unpaid  Servicing  Fees(or REO
administration  fees  described  in Section  4.13),  the  Company's  right to  reimburse  itself  pursuant  to this
subclause  (iii) with respect to any Mortgage Loan being limited to related  proceeds  from  Liquidation  Proceeds,
Condemnation  Proceeds and Insurance  Proceeds in accordance with the relevant  provisions of the Fannie Mae Guides
or as otherwise set forth in this Agreement; any recovery shall be made upon liquidation of the REO Property;

         (iv)     to pay to itself as part of its servicing  compensation  (a) any interest  earned on funds in the
Custodial  Account (all such interest to be withdrawn  monthly not later than each  Remittance  Date),  and (b) the
Servicing  Fee from that portion of any payment or recovery as to interest  with  respect to a particular  Mortgage
Loan;

         (v)      to pay to itself  with  respect  to each  Mortgage  Loan that has been  repurchased  pursuant  to
Section  3.03 all amounts  received  thereon  and not  distributed  as of the date on which the related  repurchase
price is determined,

         (vi)     to transfer funds to another Eligible Account in accordance with Section 4.09 hereof;

         (vii)    to remove funds inadvertently placed in the Custodial Account by the Company; and

         (vi)     to clear and terminate the Custodial Account upon the termination of this Agreement.

         Section 4.06      Establishment of Escrow Accounts; Deposits in Escrow Accounts.

         The Company  shall  segregate  and hold all funds  collected  and received  pursuant to each Mortgage Loan
which  constitute  Escrow  Payments  separate  and apart  from any of its own funds and  general  assets  and shall
establish  and  maintain  one or more Escrow  Accounts.  The Escrow  Account  shall be an Eligible  Account.  Funds
deposited in each Escrow Account shall at all times be insured in a manner to provide  maximum  insurance under the
insurance  limitations  of the FDIC, or must be invested in Permitted  Investments.  Funds  deposited in the Escrow
Account may be drawn on by the Company in accordance  with Section 4.07.  The creation of any Escrow  Account shall
be evidenced by a letter  agreement  in the form shown in Exhibit C. The  original of such letter  agreement  shall
be furnished to the Purchaser on the Closing Date, and upon request to any subsequent purchaser.

         The Company shall deposit in the Escrow Account or Accounts on a daily basis, and retain therein:

         (i)      all Escrow  Payments  collected  on account of the Mortgage  Loans,  for the purpose of effecting
timely payment of any such items as required under the terms of this Agreement;

         (ii)     all  Insurance  Proceeds  which are to be applied to the  restoration  or repair of any Mortgaged
Property; and

         (iii)    all Servicing  Advances for Mortgagors  whose Escrow  Payments are  insufficient  to cover escrow
disbursements.

                  The Company shall make  withdrawals  from the Escrow  Account only to effect such payments as are
required under this  Agreement,  and for such other purposes as shall be as set forth or in accordance with Section
4.07.  The Company  shall be entitled to retain any interest paid on funds  deposited in the Escrow  Account by the
depository  institution  other than interest on escrowed  funds required by law to be paid to the Mortgagor and, to
the extent  required by law, the Company  shall pay  interest on escrowed  funds to the  Mortgagor  notwithstanding
that the Escrow Account is non-interest  bearing or that interest paid thereon is  insufficient  for such purposes.
The Purchaser  shall not be responsible  for any losses  suffered with respect to investment of funds in the Escrow
Account.

         Section 4.07      Permitted Withdrawals From Escrow Account.

         Withdrawals from the Escrow Account may be made by Company only:

         (i)      to effect timely payments of ground rents,  taxes,  assessments,  water rates,  Primary  Mortgage
Insurance  Policy  premiums,  if  applicable,  fire and hazard  insurance  premiums,  condominium  assessments  and
comparable items;

         (ii)     to  reimburse  Company  for any  Servicing  Advance  made by  Company  with  respect to a related
Mortgage  Loan but only from  amounts  received on the  related  Mortgage  Loan which  represent  late  payments or
collections of Escrow Payments thereunder;

         (iii)    to refund to the Mortgagor any funds as may be determined to be overages;

         (iv)     for transfer to the Custodial Account in accordance with the terms of this Agreement;

         (v)      for application to restoration or repair of the Mortgaged Property;

         (vi)     to pay to the Company,  or to the  Mortgagor to the extent  required by law, any interest paid on
the funds deposited in the Escrow Account;

         (vii) to clear and terminate  the Escrow  Account on the  termination  of this  Agreement.  As part of its
servicing  duties,  the Company  shall pay to the  Mortgagors  interest on funds in Escrow  Account,  to the extent
required by law, and to the extent that interest earned on funds in the Escrow Account is  insufficient,  shall pay
such interest from its own funds, without any reimbursement therefor; and

         (viii) to pay to the Mortgagors or other parties Insurance  Proceeds  deposited in accordance with Section
4.06.

         Section 4.08      Payment  of  Taxes,  Insurance  and  Other  Charges;  Maintenance  of  Primary  Mortgage
         Insurance Policies; Collections Thereunder.

         With respect to each Mortgage Loan, the Company shall maintain  accurate records  reflecting the status of
ground rents, taxes,  assessments,  water rates and other charges which are or may become a lien upon the Mortgaged
Property and the status of primary mortgage  insurance  premiums and fire and hazard  insurance  coverage and shall
obtain,  from time to time, all bills for the payment of such charges,  including renewal premiums and shall effect
payment  thereof  prior to the  applicable  penalty or  termination  date and at a time  appropriate  for  securing
maximum  discounts  allowable,  employing for such purpose  deposits of the  Mortgagor in the Escrow  Account which
shall have been  estimated and  accumulated  by the Company in amounts  sufficient  for such  purposes,  as allowed
under the terms of the  Mortgage or  applicable  law. To the extent that the  Mortgage  does not provide for Escrow
Payments,  the Company  shall  determine  that any such  payments are made by the  Mortgagor at the time they first
become due.  The Company  assumes  full  responsibility  for the timely  payment of all such bills and shall effect
timely payments of all such bills  irrespective of the Mortgagor's  faithful  performance in the payment of same or
the making of the Escrow Payments and shall make advances from its own funds to effect such payments.

         The Company  will  maintain  in full force and effect  Primary  Mortgage  Insurance  Policies  issued by a
Qualified  Insurer with respect to each  Mortgage Loan for which such  coverage is herein  required.  Such coverage
will be  terminated  only with the approval of  Purchaser,  or as required by  applicable  law or  regulation.  The
Company  will not cancel or refuse to renew any Primary  Mortgage  Insurance  Policy in effect on the Closing  Date
that is required to be kept in force under this Agreement unless a replacement  Primary  Mortgage  Insurance Policy
for such  canceled or nonrenewed  policy is obtained  from and  maintained  with a Qualified  Insurer.  The Company
shall not take any action  which would result in  non-coverage  under any  applicable  Primary  Mortgage  Insurance
Policy of any loss which,  but for the actions of the Company  would have been covered  thereunder.  In  connection
with any  assumption or  substitution  agreement  entered into or to be entered into pursuant to Section 6.01,  the
Company shall promptly  notify the insurer under the related Primary  Mortgage  Insurance  Policy,  if any, of such
assumption  or  substitution  of liability in  accordance  with the terms of such policy and shall take all actions
which may be required by such insurer as a condition to the  continuation  of coverage  under the Primary  Mortgage
Insurance  Policy.  If such Primary  Mortgage  Insurance  Policy is  terminated  as a result of such  assumption or
substitution of liability,  the Company shall obtain a replacement  Primary  Mortgage  Insurance Policy as provided
above.

         In connection  with its activities as servicer,  the Company  agrees to prepare and present,  on behalf of
itself and the Purchaser,  claims to the insurer under any Private  Mortgage  Insurance  Policy in a timely fashion
in accordance with the terms of such Primary  Mortgage  Insurance  Policy and, in this regard,  to take such action
as shall be  necessary  to permit  recovery  under any Primary  Mortgage  Insurance  Policy  respecting a defaulted
Mortgage  Loan.  Pursuant  to Section  4.04,  any amounts  collected  by the  Company  under any  Primary  Mortgage
Insurance Policy shall be deposited in the Custodial Account, subject to withdrawal pursuant to Section 4.05.

         Section 4.09      Transfer of Accounts.

         The Company may transfer  the  Custodial  Account or the Escrow  Account to a different  Eligible  Account
from time to time.  Such transfer  shall be made only upon  obtaining the prior written  consent of the  Purchaser,
which consent will not be unreasonably withheld.

         Section 4.10      Maintenance of Hazard Insurance.

         The Company shall cause to be maintained  for each Mortgage Loan fire and hazard  insurance  with extended
coverage  as is  acceptable  to Fannie Mae or FHLMC and  customary  in the area  where the  Mortgaged  Property  is
located in an amount which is equal to the lesser of (i) the maximum  insurable value of the improvements  securing
such Mortgage Loan or (ii) the greater of (a) the  outstanding  principal  balance of the Mortgage Loan, and (b) an
amount such that the proceeds  thereof  shall be sufficient  to prevent the  Mortgagor  and/or the  mortgagee  from
becoming a co-insurer.  If required by the Flood Disaster  Protection  Act of 1973, as amended,  each Mortgage Loan
shall be covered by a flood  insurance  policy meeting the  requirements  of the current  guidelines of the Federal
Insurance  Administration  in effect with an  insurance  carrier  acceptable  to Fannie Mae or FHLMC,  in an amount
representing  coverage not less than the least of (i) the outstanding  principal balance of the Mortgage Loan, (ii)
the maximum  insurable  value of the  improvements  securing  such  Mortgage  Loan or (iii) the  maximum  amount of
insurance  which is available  under the Flood Disaster  Protection Act of 1973, as amended.  If at any time during
the term of the Mortgage  Loan,  the Company  determines  in  accordance  with  applicable  law and pursuant to the
Fannie Mae Guides that a Mortgaged  Property is located in a special  flood hazard area and is not covered by flood
insurance or is covered in an amount less than the amount  required by the Flood  Disaster  Protection Act of 1973,
as amended,  the Company shall notify the related  Mortgagor  that the Mortgagor  must obtain such flood  insurance
coverage,  and if said Mortgagor fails to obtain the required flood insurance  coverage within forty-five (45) days
after  such  notification,  the  Company  shall  immediately  force  place  the  required  flood  insurance  on the
Mortgagor's  behalf. The Company shall also maintain on each REO Property,  fire and hazard insurance with extended
coverage in an amount which is at least equal to the maximum  insurable value of the improvements  which are a part
of such property,  and, to the extent  required and available  under the Flood Disaster  Protection Act of 1973, as
amended,  flood  insurance in an amount as provided  above.  Any amounts  collected  by the Company  under any such
policies other than amounts to be deposited in the Escrow  Account and applied to the  restoration or repair of the
Mortgaged Property or REO Property,  or released to the Mortgagor in accordance with Accepted Servicing  Practices,
shall be deposited in the  Custodial  Account,  subject to  withdrawal  pursuant to Section  4.05. It is understood
and agreed that no other  additional  insurance  need be required by the Company of the  Mortgagor or maintained on
property  acquired in respect of the Mortgage Loan,  other than pursuant to this  Agreement,  the Fannie Mae Guides
or such  applicable  state or federal laws and  regulations  as shall at any time be in force and as shall  require
such additional  insurance.  All such policies shall be endorsed with standard  mortgagee clauses with loss payable
to the Company and its  successors  and/or  assigns and shall provide for at least thirty days prior written notice
of any  cancellation,  reduction  in the amount or material  change in coverage to the Company.  The Company  shall
not  interfere  with the  Mortgagor's  freedom  of choice in  selecting  either  his  insurance  carrier  or agent,
provided,  however,  that the Company shall not accept any such insurance policies from insurance  companies unless
such companies are Qualified Insurers.

         Section 4.11      Maintenance of Mortgage Impairment Insurance Policy.

         In the event that the Company shall obtain and maintain a blanket  policy issued by an insurer  acceptable
to Fannie Mae or FHLMC  insuring  against  hazard  losses on all of the Mortgage  Loans,  then,  to the extent such
policy  provides  coverage  in an amount  equal to the  amount  required  pursuant  to Section  4.10 and  otherwise
complies  with all other  requirements  of Section  4.10,  it shall  conclusively  be deemed to have  satisfied its
obligations  as set forth in  Section  4.10,  it being  understood  and  agreed  that  such  policy  may  contain a
deductible  clause,  in which case the Company shall, in the event that there shall not have been maintained on the
related  Mortgaged  Property or REO Property a policy complying with Section 4.10, and there shall have been a loss
which would have been covered by such policy,  deposit in the Custodial  Account the amount not  otherwise  payable
under the blanket policy because of such  deductible  clause.  In connection with its activities as servicer of the
Mortgage  Loans,  the Company  agrees to prepare and  present,  on behalf of the  Purchaser,  claims under any such
blanket  policy in a timely  fashion in accordance  with the terms of such policy.  Upon request of the  Purchaser,
the Company  shall cause to be  delivered to the  Purchaser a certified  true copy of such policy and shall use its
best efforts to obtain a statement  from the insurer  thereunder  that such policy shall in no event be  terminated
or materially modified without thirty (30) days' prior written notice to the Purchaser.

         Section 4.12      Fidelity Bond, Errors and Omissions Insurance.

         The Company  shall  maintain,  at its own expense,  a blanket  fidelity  bond and an errors and  omissions
insurance  policy,  with broad  coverage with  responsible  companies on all  officers,  employees or other persons
acting in any capacity with regard to the Mortgage Loan to handle funds,  money,  documents and papers  relating to
the  Mortgage  Loan.  The  Fidelity  Bond  shall be in the form of the  Mortgage  Banker's  Blanket  Bond and shall
protect and insure the Company against losses,  including forgery,  theft,  embezzlement and fraud of such persons.
The errors and omissions  insurance  shall protect and insure the Company  against losses arising out of errors and
omissions and negligent  acts of such persons.  Such errors and omissions  insurance  shall also protect and insure
the Company against losses in connection with the failure to maintain any insurance  policies  required pursuant to
this Agreement and the release or satisfaction  of a Mortgage Loan without having  obtained  payment in full of the
indebtedness  secured  thereby.  No  provision  of this Section  4.12  requiring  the  Fidelity  Bond or errors and
omissions  insurance  shall  diminish or relieve the Company from its duties and  obligations  as set forth in this
Agreement.  The  minimum  coverage  under  any  such  bond and  insurance  policy  shall  be at least  equal to the
corresponding  amounts  required  by Fannie Mae in the Fannie  Mae  Guides.  Upon  request  by the  Purchaser,  the
Company shall  deliver to the  Purchaser a  certificate  from the surety and the insurer as to the existence of the
Fidelity  Bond and errors and  omissions  insurance  policy and shall  obtain a  statement  from the surety and the
insurer  that such  Fidelity  Bond or insurance  policy  shall in no event be  terminated  or  materially  modified
without  thirty (30) days' prior written  notice to the  Purchaser.  The Company shall notify the Purchaser  within
five (5)  business  days of receipt of notice that such  Fidelity  Bond or  insurance  policy will be, or has been,
materially  modified or terminated.  The Purchaser (or any party having the status of Purchaser  hereunder) and any
subsidiary  thereof and their  successors or assigns as their  interests may appear must be named as loss payees on
the  Fidelity  Bond and as  additional  insured on the errors and  omissions  policy.  Upon  request by  Purchaser,
Company shall provide  Purchaser  with an insurance  certificate  certifying  coverage under this Section 4.12, and
will provide an update to such certificate upon request, or upon renewal or material modification of coverage.

         Section 4.13      Title, Management and Disposition of REO Property.

         In the event that  title to the  Mortgaged  Property  is  acquired  in  foreclosure  or by deed in lieu of
foreclosure,  the deed or  certificate  of sale shall be taken in the name of the Purchaser or its designee,  or in
the event the  Purchaser or its  designee is not  authorized  or  permitted  to hold title to real  property in the
state where the REO Property is located,  or would be adversely  affected under the "doing business" or tax laws of
such state by so  holding  title,  the deed or  certificate  of sale  shall be taken in the name of such  Person or
Persons as shall be  consistent  with an opinion of counsel  obtained by the Company from an attorney duly licensed
to practice  law in the state where the REO  Property is located.  Any Person or Persons  holding  such title other
than the  Purchaser  shall  acknowledge  in writing that such title is being held as nominee for the benefit of the
Purchaser.

         The Company  shall notify the Purchaser in accordance  with the Fannie Mae Guides of each  acquisition  of
REO  Property  upon  such  acquisition  (and,  in any  event,  shall  provide  notice  of the  consummation  of any
foreclosure  sale  within  three (3)  Business  Days of the date  Company  receives  notice of such  consummation),
together  with a copy of the drive by appraisal or brokers  price  opinion of the  Mortgaged  Property  obtained in
connection  with such  acquisition,  and thereafter  assume the  responsibility  for marketing such REO property in
accordance  with  Accepted  Servicing  Practices.  Thereafter,  the  Company  shall  continue  to  provide  certain
administrative  services to the  Purchaser  relating to such REO  Property as set forth in this Section  4.13.  The
Company  shall,  either itself or through an agent selected by the Company,  and in accordance  with the Fannie Mae
Guides  manage,  conserve,  protect and operate  each REO  Property in the same manner that it manages,  conserves,
protects and operates other foreclosed  property for its own account,  and in the same manner that similar property
in the same  locality as the REO  Property is managed.  The Company  shall cause each REO  Property to be inspected
promptly upon the  acquisition  of title thereto and shall cause each REO Property to be inspected at least monthly
thereafter  or more  frequently  as required  by the  circumstances.  The Company  shall make or cause to be made a
written  report of each such  inspection.  Such reports shall be retained in the Mortgage  File and copies  thereof
shall be forwarded by the Company to the Purchaser upon request.

         The Company  shall use its best  efforts to dispose of the REO Property as soon as possible and shall sell
such REO  Property  in any event  within  one year  after  title has been  taken to such REO  Property,  unless the
Company  determines,  and gives an  appropriate  notice to the  Purchaser to such effect,  that a longer  period is
necessary  for the orderly  liquidation  of such REO  Property.  If a longer  period than one (1) year is permitted
under the  foregoing  sentence and is necessary to sell any REO Property,  the Company shall report  monthly to the
Purchaser as to the progress  being made in selling such REO Property.  No REO Property  shall be marketed for less
than the  Appraised  Value,  without the prior consent of  Purchaser.  No REO Property  shall be sold for less than
ninety five  percent  (95%) of its  Appraised  Value,  without the prior  consent of  Purchaser.  All  requests for
reimbursement  of Servicing  Advances  shall be in accordance  with the Fannie Mae Guides.  The  disposition of REO
Property  shall be carried  out by the Company at such price,  and upon such terms and  conditions,  as the Company
deems to be in the best interests of the Purchaser  (subject to the above  conditions)  only with the prior written
consent of the Purchaser.

         Notwithstanding  anything to the contrary  contained  herein,  the Purchaser may, at the Purchaser's  sole
option,  terminate the Company as servicer of any such REO Property  without  payment of any  termination  fee with
respect thereto,  provided that the Company shall on the date said  termination  takes effect be reimbursed for any
unreimbursed  advances  of the  Company's  funds made  pursuant  to  Section  5.03 and any  unreimbursed  Servicing
Advances  and  Servicing  Fees  in  each  case  relating  to  the  Mortgage  Loan   underlying  such  REO  Property
notwithstanding  anything to the  contrary set forth in Section  4.05.  In the event of any such  termination,  the
provisions of Section 11.01 hereof shall apply to said  termination and the transfer of servicing  responsibilities
with  respect to such REO  Property  to the  Purchaser  or its  designee.  Within  five  Business  Days of any such
termination,  the Company shall,  if necessary  convey such property to the Purchaser and shall further provide the
Purchaser  with the following  information  regarding  the subject REO Property:  the related drive by appraisal or
brokers  price  opinion,  and copies of any related  Mortgage  Impairment  Insurance  Policy  claims.  In addition,
within five Business  Days, the Company shall provide the Purchaser  with the following  information  regarding the
subject REO Property:  the related  trustee's deed upon sale and copies of any related hazard insurance  claims, or
repair bids.

         Section 4.14      Notification of Maturity Date.

          With respect to each  Mortgage  Loan,  the Company shall execute and deliver to the Mortgagor any and all
necessary  notices required under applicable law and the terms of the related Mortgage Note and Mortgage  regarding
the maturity date if required under applicable law.



                                                     ARTICLE V

                                             PAYMENTS TO THE PURCHASER

         Section 5.01      Distributions.

         On each Remittance Date, the Company shall  distribute by wire transfer of immediately  available funds to
the  Purchaser  (i) all amounts  credited  to the  Custodial  Account as of the close of business on the  preceding
Determination  Date, net of charges  against or withdrawals  from the Custodial  Account  pursuant to Section 4.05,
plus (ii) all Monthly  Advances,  if any,  which the Company is obligated to  distribute  pursuant to Section 5.03,
plus,  (iii)  interest at the Mortgage  Loan  Remittance  Rate on any  Principal  Prepayment  from the date of such
Principal  Prepayment  through the end of the month for which  disbursement  is made  provided  that the  Company's
obligation  as to payment of such  interest  shall be limited to the  Servicing  Fee earned during the month of the
distribution,  minus (iv) any amounts  attributable  to Monthly  Payments  collected but due on a Due Date or Dates
subsequent to the  preceding  Determination  Date,  which  amounts  shall be remitted on the  Remittance  Date next
succeeding  the Due Period for such amounts.  It is understood  that, by operation of Section 4.04,  the remittance
on the first  Remittance  Date with respect to Mortgage  Loans  purchased  pursuant to the related Term Sheet is to
include  principal  collected  after the Cut-off  Date  through the  preceding  Determination  Date plus  interest,
adjusted to the Mortgage Loan Remittance Rate collected  through such  Determination  Date exclusive of any portion
thereof  allocable to the period prior to the Cut-off Date, with the adjustments  specified in clauses (ii),  (iii)
and (iv) above.

         With respect to any  remittance  received by the Purchaser  after the  Remittance  Date, the Company shall
pay to the  Purchaser  interest on any such late payment at an annual rate equal to the Prime Rate,  adjusted as of
the date of each  change,  plus three (3)  percentage  points,  but in no event  greater  than the  maximum  amount
permitted by applicable  law. Such interest shall cover the period  commencing  with the day following the Business
Day such  payment was due and ending with the Business  Day on which such  payment is made to the  Purchaser,  both
inclusive.  The payment by the Company of any such  interest  shall not be deemed an  extension of time for payment
or a waiver  of any Event of  Default  by the  Company.  On each  Remittance  Date,  the  Company  shall  provide a
remittance report detailing all amounts being remitted pursuant to this Section 5.01.

         Section 5.02      Statements to the Purchaser.

         The Company shall furnish to Purchaser an individual loan accounting  report,  as of the last Business Day
of each month,  in the  Company's  assigned  loan number order to document  Mortgage  Loan  payment  activity on an
individual  Mortgage Loan basis.  With respect to each month, the  corresponding  individual loan accounting report
shall be received by the Purchaser no later than the fifth  Business Day of the following  month on paper or a disk
or tape or other  computer-readable  format in such format as may be mutually  agreed  upon by both  Purchaser  and
Company,  and no later than the fifth  Business  Day of the  following  month in hard copy,  and shall  contain the
following:

         (i)  With  respect  to each  Monthly  Payment,  the  amount  of such  remittance  allocable  to  principal
(including  a separate  breakdown of any  Principal  Prepayment,  including  the date of such  prepayment,  and any
prepayment  penalties  or  premiums,  along with a detailed  report of interest  on  principal  prepayment  amounts
remitted in accordance with Section 4.04);

         (ii)  with respect to each Monthly Payment, the amount of such remittance allocable to interest;

         (iii)  the amount of servicing compensation received by the Company during the prior distribution period;

         (iv)  the aggregate Stated Principal Balance of the Mortgage Loans;

         (v) the  aggregate  of any  expenses  reimbursed  to the  Company  during  the prior  distribution  period
pursuant to Section 4.05;

         (vi) The number and aggregate  outstanding  principal  balances of Mortgage Loans (a) delinquent (1) 30 to
59 days,  (2) 60 to 89 days, (3) 90 days or more; (b) as to which  foreclosure  has commenced;  and (c) as to which
REO Property has been acquired; and

         The Company shall also provide a trial balance,  sorted in Purchaser's  assigned loan number order, in the
form of Exhibit E hereto, with each such Report.

         The Company shall  prepare and file any and all  information  statements  or other filings  required to be
delivered to any governmental  taxing authority or to Purchaser  pursuant to any applicable law with respect to the
Mortgage Loans and the transactions  contemplated  hereby.  In addition,  the Company shall provide  Purchaser with
such  information  concerning  the Mortgage  Loans as is necessary for Purchaser to prepare its federal  income tax
return as Purchaser may reasonably request from time to time.

         In  addition,  not more than  sixty (60) days  after the end of each  calendar  year,  the  Company  shall
furnish  to each  Person  who was a  Purchaser  at any time  during  such  calendar  year an  annual  statement  in
accordance with the  requirements  of applicable  federal income tax law as to the aggregate of remittances for the
applicable portion of such year.

         Section 5.03      Monthly Advances by the Company.

         Not later than the close of business on the Business  Day  preceding  each  Remittance  Date,  the Company
shall  deposit in the  Custodial  Account an amount equal to all payments not  previously  advanced by the Company,
whether or not  deferred  pursuant to Section  4.01,  of  principal  (due after the Cut-off  Date) and interest not
allocable to the period prior to the Cut-off Date,  adjusted to the Mortgage Loan Remittance  Rate,  which were due
on a Mortgage Loan and delinquent at the close of business on the related Determination Date.

         The Company's  obligation to make such Monthly  Advances as to any Mortgage Loan will continue through the
last Monthly  Payment due prior to the payment in full of the Mortgage Loan, or through the  Remittance  Date prior
to the date on which the Mortgaged Property liquidates  (including  Insurance  Proceeds,  proceeds from the sale of
REO Property or  Condemnation  Proceeds) with respect to the Mortgage Loan unless the Company deems such advance to
be  nonrecoverable.  In such event,  the Company  shall deliver to the  Purchaser an Officer's  Certificate  of the
Company to the effect that an officer of the  Company  has  reviewed  the  related  Mortgage  File and has made the
reasonable determination that any additional advances are nonrecoverable.

         Section 5.04      Liquidation Reports.

         Upon the foreclosure sale of any Mortgaged  Property or the acquisition  thereof by the Purchaser pursuant
to a deed-in-lieu  of foreclosure,  the Company shall submit to the Purchaser a liquidation  report with respect to
such  Mortgaged  Property in a form mutually  acceptable to Company and  Purchaser.  The Company shall also provide
reports on the status of REO Property containing such information as Purchaser may reasonably require.

         Section 5.05      Prepayment Interest Shortfalls.

         Not later than the close of business on the  Business  Day  preceding  each  Remittance  Date in the month
following the related  Prepayment  Period,  the Company  shall deposit in the Custodial  Account an amount equal to
any  Prepayment  Interest  Shortfalls  with respect to such  Prepayment  Period,  which in the aggregate  shall not
exceed the Company's aggregate Servicing Fee received with respect to the related Due Period.

                                                    ARTICLE VI

                                           GENERAL SERVICING PROCEDURES

         Section 6.01      Assumption Agreements.

         The Company  will,  to the extent it has  knowledge of any  conveyance  or  prospective  conveyance by any
Mortgagor of the Mortgaged  Property  (whether by absolute  conveyance  or by contract of sale,  and whether or not
the Mortgagor  remains or is to remain liable under the Mortgage Note and/or the Mortgage),  exercise its rights to
accelerate  the  maturity of such  Mortgage  Loan under any  "due-on-sale"  clause to the extent  permitted by law;
provided,  however,  that the Company  shall not exercise any such rights if  prohibited by law or the terms of the
Mortgage  Note from doing so or if the  exercise of such  rights  would  impair or threaten to impair any  recovery
under the related  Primary  Mortgage  Insurance  Policy,  if any. If the Company  reasonably  believes it is unable
under applicable law to enforce such "due-on-sale"  clause, the Company,  with the approval of the Purchaser,  will
enter  into an  assumption  agreement  with the  person to whom the  Mortgaged  Property  has been  conveyed  or is
proposed to be conveyed,  pursuant to which such person  becomes  liable under the Mortgage Note and, to the extent
permitted by applicable  state law, the Mortgagor  remains liable thereon.  Where an assumption is allowed pursuant
to this Section 6.01, the Company,  with the prior consent of the Purchaser and the primary  mortgage  insurer,  if
any, is  authorized  to enter into a  substitution  of liability  agreement  with the person to whom the  Mortgaged
Property  has been  conveyed or is proposed to be conveyed  pursuant to which the  original  mortgagor  is released
from  liability and such Person is  substituted  as mortgagor and becomes  liable under the related  Mortgage Note.
Any such substitution of liability agreement shall be in lieu of an assumption agreement.

         In  connection  with any such  assumption  or  substitution  of  liability,  the Company  shall follow the
underwriting  practices  and  procedures  of  the  Company.  With  respect  to an  assumption  or  substitution  of
liability,  the Mortgage  Interest Rate borne by the related  Mortgage Note, the amount of the Monthly  Payment and
the maturity  date may not be changed  (except  pursuant to the terms of the Mortgage  Note).  If the credit of the
proposed  transferee  does not meet such  underwriting  criteria,  the  Company  diligently  shall,  to the  extent
permitted by the Mortgage or the  Mortgage  Note and by  applicable  law,  accelerate  the maturity of the Mortgage
Loan. The Company shall notify the Purchaser that any such  substitution  of liability or assumption  agreement has
been  completed by forwarding to the  Purchaser  the original of any such  substitution  of liability or assumption
agreement,  which document shall be added to the related Mortgage File and shall,  for all purposes,  be considered
a part of such  Mortgage  File to the same  extent as all  other  documents  and  instruments  constituting  a part
thereof.  All fees  collected  by the  Company  for  entering  into an  assumption  or  substitution  of  liability
agreement shall belong to the Company.

         Notwithstanding  the foregoing  paragraphs of this Section or any other provision of this  Agreement,  the
Company  shall not be deemed to be in  default,  breach or any other  violation  of its  obligations  hereunder  by
reason of any  assumption  of a Mortgage  Loan by  operation  of law or any  assumption  which the  Company  may be
restricted  by law from  preventing,  for any reason  whatsoever.  For  purposes  of this  Section  6.01,  the term
"assumption"  is deemed to also  include a sale of the  Mortgaged  Property  subject  to the  Mortgage  that is not
accompanied by an assumption or substitution of liability agreement.

         Section 6.02      Satisfaction of Mortgages and Release of Mortgage Files.

         Upon the  payment in full of any  Mortgage  Loan,  or the receipt by the  Company of a  notification  that
payment in full will be escrowed in a manner customary for such purposes,  the Company will immediately  notify the
Purchaser  by a  certification,  which  certification  shall  include a  statement  to the effect  that all amounts
received or to be received in  connection  with such payment  which are  required to be deposited in the  Custodial
Account  pursuant  to Section  4.04 have been or will be so  deposited,  of a Servicing  Officer and shall  request
delivery to it of the portion of the Mortgage File held by the  Purchaser.  The Purchaser  shall no later than five
Business  Days after  receipt of such  certification  and request,  release or cause to be released to the Company,
the related  Mortgage Loan Documents and, upon its receipt of such  documents,  the Company shall promptly  prepare
and  deliver  to the  Purchaser  the  requisite  satisfaction  or  release.  No later than five (5)  Business  Days
following its receipt of such satisfaction or release,  the Purchaser shall deliver,  or cause to be delivered,  to
the Company the release or  satisfaction  properly  executed by the owner of record of the  applicable  mortgage or
its duly  appointed  attorney in fact. No expense  incurred in connection  with any instrument of  satisfaction  or
deed of reconveyance shall be chargeable to the Custodial Account.

         In the event the Company  satisfies or releases a Mortgage  without having obtained payment in full of the
indebtedness  secured by the Mortgage or should it otherwise  prejudice  any right the Purchaser may have under the
mortgage  instruments,  the Company, upon written demand, shall remit within two (2) Business Days to the Purchaser
the then outstanding  principal  balance of the related Mortgage Loan by deposit thereof in the Custodial  Account.
The Company shall maintain the Fidelity Bond and errors and omissions  insurance  insuring the Company  against any
loss it may sustain with respect to any Mortgage  Loan not satisfied in accordance  with the  procedures  set forth
herein.

         From time to time and as appropriate  for the servicing or  foreclosure  of the Mortgage  Loan,  including
for the purpose of collection under any Primary Mortgage  Insurance  Policy,  the Purchaser shall,  upon request of
the Company and  delivery  to the  Purchaser  of a servicing  receipt  signed by a Servicing  Officer,  release the
portion of the Mortgage  File held by the  Purchaser to the Company.  Such  servicing  receipt  shall  obligate the
Company to return the related  Mortgage  documents to the Purchaser when the need therefor by the Company no longer
exists,  unless the Mortgage Loan has been  liquidated and the Liquidation  Proceeds  relating to the Mortgage Loan
have been  deposited in the  Custodial  Account or the  Mortgage  File or such  document  has been  delivered to an
attorney,  or to a public  trustee or other  public  official as required by law,  for  purposes of  initiating  or
pursuing legal action or other  proceedings  for the  foreclosure of the Mortgaged  Property  either  judicially or
non-judicially,  and the Company has delivered to the Purchaser a certificate of a Servicing Officer  certifying as
to the name and address of the Person to which such  Mortgage  File or such  document was delivered and the purpose
or purposes of such  delivery.  Upon receipt of a  certificate  of a Servicing  Officer  stating that such Mortgage
Loan was liquidated, the servicing receipt shall be released by the Purchaser to the Company.

         Section 6.03      Servicing Compensation.

         As compensation for its services  hereunder,  the Company shall be entitled to withdraw from the Custodial
Account (to the extent of interest  payments  collected on the Mortgage Loans) or to retain from interest  payments
collected on the Mortgage Loans,  the amounts  provided for as the Company's  Servicing Fee,  subject to payment of
compensating  interest on  Principal  Prepayments  as capped by the  Servicing  Fee pursuant to Section 5.01 (iii).
Additional  servicing  compensation  in the form of assumption  fees, as provided in Section 6.01, and late payment
charges or otherwise  shall be retained by the Company to the extent not required to be deposited in the  Custodial
Account.  No Servicing  Fee shall be payable in  connection  with partial  Monthly  Payments.  The Company shall be
required to pay all expenses  incurred by it in connection  with its servicing  activities  hereunder and shall not
be entitled to reimbursement therefor except as specifically provided for.

         Section 6.04      Annual Statement as to Compliance.

         The Company will deliver to the Purchaser not later than February 28th of each year,  beginning  March 15,
2006, an executed Officers'  Certificate  acceptable to the Purchaser stating,  as to each signatory thereof,  that
(i) a review of the  activities of the Company  during the preceding  calendar year and of  performance  under this
Agreement has been made under such officers' supervision,  and (ii) to the best of such officers' knowledge,  based
on such review,  the Company has fulfilled all of its  obligations  under this Agreement  throughout such year, or,
if there has been a default in the fulfillment of any such  obligation,  specifying each such default known to such
officers  and the nature  and status of cure  provisions  thereof.  Such  Officers'  Certificate  shall  contain no
restrictions  or  limitations  on its use.  Copies  of such  statement  shall be  provided  by the  Company  to the
Purchaser upon request.

         If the  Company  cannot  deliver  the  related  Officers'  Certificate  by March  15th of such  year,  the
Purchaser,  at its sole  option,  may permit a cure period for the Company to deliver such  Officers'  Certificate,
but in no event later than March 22nd of such year.

         Failure of the  Company  to timely  comply  with this  Section  6.05 shall be deemed an Event of  Default,
automatically,  without notice and without any cure period,  and Purchaser may, in addition to whatever  rights the
Purchaser may have under  Sections 3.03 and 8.01 and at law or equity or to damages,  including  injunctive  relief
and specific  performance,  terminate all the rights and obligations of the Company under this Agreement and in and
to the Mortgage  Loans and the  proceeds  thereof  without  compensating  the Company for the same,  as provided in
Section 9.01. Such  termination  shall be considered  with cause pursuant to Section 10.01 of this Agreement.  This
paragraph shall supercede any other provision in this Agreement or any other agreement to the contrary.

         Section 6.05      Annual Independent Certified Public Accountants' Servicing Report.

         The Company,  at its expense and not later than March 15th of each year,  beginning March 15, 2006,  shall
cause a firm of independent  public  accountants  which is a member of the American  Institute of Certified  Public
Accountants  to furnish a statement to the  Purchaser  acceptable to the Purchaser to the effect that such firm has
examined certain  documents and records  relating to the Company's  servicing of mortgage loans of the same type as
the Mortgage Loans pursuant to servicing agreements  substantially similar to this Agreement,  which agreements may
include this  Agreement,  and that, on the basis of such an  examination,  conducted  substantially  in the uniform
single  audit  program for mortgage  bankers,  such firm is of the opinion that the  Company's  servicing  has been
conducted  in  compliance  with  the  agreements  examined  pursuant  to this  Section  6.05,  except  for (i) such
exceptions as such firm shall  believe to be  immaterial,  and (ii) such other  exceptions as shall be set forth in
such  statement.  Such  statement  shall  contain  no  restrictions  or  limitations  on its  use.  Copies  of such
statement  shall be provided by the Company to the  Purchaser.  In  addition,  on an annual  basis,  Company  shall
provide Purchaser with copies of its audited financial statements.

         Failure of the  Company  to timely  comply  with this  Section  6.05 shall be deemed an Event of  Default,
automatically,  without notice and without any cure period,  and Purchaser may, in addition to whatever  rights the
Purchaser may have under  Sections 3.03 and 8.01 and at law or equity or to damages,  including  injunctive  relief
and specific  performance,  terminate all the rights and obligations of the Company under this Agreement and in and
to the Mortgage  Loans and the  proceeds  thereof  without  compensating  the Company for the same,  as provided in
Section 9.01. Such  termination  shall be considered  with cause pursuant to Section 10.01 of this Agreement.  This
paragraph shall supercede any other provision in this Agreement or any other agreement to the contrary.

         Section 6.06      Purchaser's Right to Examine Company Records.

         The  Purchaser  shall have the right to examine and audit upon  reasonable  notice to the Company,  during
business hours or at such other times as might be reasonable  under  applicable  circumstances,  any and all of the
books,  records,  documentation or other  information of the Company,  or held by another for the Company or on its
behalf or otherwise,  which  relates to the  performance  or  observance by the Company of the terms,  covenants or
conditions of this Agreement.

         The Company shall provide to the Purchaser and any  supervisory  agents or examiners  representing a state
or federal  governmental agency having jurisdiction over the Purchaser,  including but not limited to OTS, FDIC and
other similar entities,  access to any documentation  regarding the Mortgage Loans in the possession of the Company
which  may be  required  by any  applicable  regulations.  Such  access  shall be  afforded  without  charge,  upon
reasonable  request,  during normal  business hours and at the offices of the Company,  and in accordance  with the
federal government, FDIC, OTS, or any other similar regulations.



                                                    ARTICLE VII

                                        REPORTS TO BE PREPARED BY SERVICER

         Section 7.01      Company Shall Provide Information as Reasonably Required.

         The Company shall furnish to the Purchaser  during the term of this Agreement,  such periodic,  special or
other  reports,  information  or  documentation,  whether  or not  provided  for  herein,  as shall  be  necessary,
reasonable  or  appropriate  in respect to the  Purchaser,  or otherwise  in respect to the Mortgage  Loans and the
performance of the Company under this Agreement,  including any reports,  information or  documentation  reasonably
required to comply with any  regulations  regarding any  supervisory  agents or examiners of the Purchaser all such
reports or information to be as provided by and in accordance with such applicable  instructions  and directions as
the Purchaser may  reasonably  request in relation to this  Agreement or the  performance of the Company under this
Agreement.  The  Company  agrees to  execute  and  deliver  all such  instruments  and take all such  action as the
Purchaser,  from time to time,  may  reasonably  request in order to  effectuate  the  purpose and to carry out the
terms of this Agreement.

         In connection  with  marketing  the Mortgage  Loans,  the  Purchaser  may make  available to a prospective
purchaser  audited  financial  statements of the Company for the most  recently  completed two (2) fiscal years for
which such  statements are available,  as well as a Consolidated  Statement of Condition at the end of the last two
(2) fiscal years covered by any  Consolidated  Statement of Operations.  If it has not already done so, the Company
shall furnish promptly to the Purchaser or a prospective purchaser copies of the statements specified above.

         The  Company  shall  make  reasonably   available  to  the  Purchaser  or  any  prospective   Purchaser  a
knowledgeable  financial  or  accounting  officer  for  the  purpose  of  answering  questions  and to  permit  any
prospective  purchaser  to  inspect  the  Company's  servicing  facilities  for  the  purpose  of  satisfying  such
prospective  purchaser  that the  Company  has the  ability to  service  the  Mortgage  Loans as  provided  in this
Agreement.

                                                   ARTICLE VIII

                                                   THE SERVICER

         Section 8.01      Indemnification; Third Party Claims.

         The Company  agrees to indemnify the Purchaser  and hold it harmless  against any and all claims,  losses,
damages,  penalties,  fines,  forfeitures,  legal fees and related costs, judgments,  and any other costs, fees and
expenses  that the  Purchaser  may  sustain in any way related to the failure of the Company to observe and perform
its duties,  obligations,  covenants,  and agreements to service the Mortgage Loans in strict  compliance  with the
terms of this  Agreement.  The Company  agrees to indemnify the Purchaser and hold it harmless  against any and all
claims, losses, damages,  penalties,  fines,  forfeitures,  legal fees and related costs, judgments,  and any other
costs,  fees and expenses that the Purchaser  may sustain in any way related to the breach of a  representation  or
warranty set forth in Sections  3.01 or 3.02 of this  Agreement or in any way related to the alleged  breach of any
representation  or warranty in Sections 3.01 or 3.02 of this  Agreement  related to compliance  with all applicable
laws.  The Company  shall  immediately  notify the  Purchaser if a claim is made by a third party  against  Company
with respect to this  Agreement or the Mortgage  Loans,  assume (with the consent of the  Purchaser) the defense of
any such claim and pay all expenses in connection  therewith,  including counsel fees, whether or not such claim is
settled  prior to judgment,  and promptly  pay,  discharge  and satisfy any judgment or decree which may be entered
against it or the Purchaser in respect of such claim.  The Company shall follow any written  instructions  received
from the  Purchaser in  connection  with such claim.  The Purchaser  shall  promptly  reimburse the Company for all
amounts  advanced by it pursuant to the two  preceding  sentences  except when the claim  relates to the failure of
the Company to service and  administer the Mortgages in strict  compliance  with the terms of this  Agreement,  the
breach of  representation  or warranty set forth in Sections  3.01 or 3.02, or the gross  negligence,  bad faith or
willful misconduct of Company. The provisions of this Section 8.01 shall survive termination of this Agreement.

         Section 8.02      Merger or Consolidation of the Company.

         The Company will keep in full effect its  existence,  rights and  franchises  as a  corporation  under the
laws of the state of its incorporation  except as permitted herein,  and will obtain and preserve its qualification
to do business as a foreign  corporation in each jurisdiction in which such  qualification is or shall be necessary
to protect the validity  and  enforceability  of this  Agreement,  or any of the Mortgage  Loans and to perform its
duties under this Agreement.

         Any Person into which the Company may be merged or  consolidated,  or any  corporation  resulting from any
merger,  conversion  or  consolidation  to which the  Company  shall be a party,  or any Person  succeeding  to the
business  of the  Company  whether  or not  related  to loan  servicing,  shall  be the  successor  of the  Company
hereunder,  without  the  execution  or filing of any paper or any  further  act on the part of any of the  parties
hereto,  anything  herein to the  contrary  notwithstanding;  provided,  however,  that the  successor or surviving
Person  shall be an  institution  (i) having a GAAP net worth of not less than  $25,000,000,  (ii) the  deposits of
which are insured by the FDIC,  SAIF and/or BIF, and which is a HUD-approved  mortgagee  whose primary  business is
in  origination  and  servicing  of first lien  mortgage  loans,  and (iii) who is a Fannie  Mae or FHLMC  approved
seller/servicer in good standing.

         Section 8.03      Limitation on Liability of the Company and Others.

         Neither  the  Company  nor any of the  officers,  employees  or agents of the  Company  shall be under any
liability  to the  Purchaser  for any action  taken or for  refraining  from the taking of any action in good faith
pursuant to this Agreement,  or for errors in judgment made in good faith;  provided,  however, that this provision
shall not protect the Company or any such person against any breach of warranties or  representations  made herein,
or failure to perform its  obligations in strict  compliance with any standard of care set forth in this Agreement,
or any liability  which would  otherwise be imposed by reason of negligence,  bad faith or willful  misconduct,  or
any breach of the terms and  conditions of this  Agreement.  The Company and any officer,  employee or agent of the
Company may rely in good faith on any  document of any kind prima facie  properly  executed  and  submitted  by the
Purchaser  respecting any matters  arising  hereunder.  The Company shall not be under any obligation to appear in,
prosecute  or defend any legal  action  which is not  incidental  to its duties to service  the  Mortgage  Loans in
accordance  with this  Agreement and which in its  reasonable  opinion may involve it in any expenses or liability;
provided,  however,  that the Company may,  with the consent of the  Purchaser,  undertake any such action which it
may deem  necessary or desirable in respect to this Agreement and the rights and duties of the parties  hereto.  In
such event, the reasonable legal expenses and costs of such action and any liability  resulting  therefrom shall be
expenses,  costs and  liabilities  for which the Purchaser will be liable,  and the Company shall be entitled to be
reimbursed therefor from the Purchaser upon written demand.

         Section 8.04      Company Not to Assign or Resign.

         The Company shall not assign this  Agreement or resign from the  obligations  and duties hereby imposed on
it except by mutual consent of the Company and the Purchaser or upon the  determination  that its duties  hereunder
are no longer  permissible  under  applicable  law and such  incapacity  cannot be cured by the  Company.  Any such
determination  permitting  the  resignation  of the  Company  shall be  evidenced  by an Opinion of Counsel to such
effect  delivered to the  Purchaser  which  Opinion of Counsel  shall be in form and  substance  acceptable  to the
Purchaser.  No such  resignation  shall  become  effective  until a  successor  shall have  assumed  the  Company's
responsibilities and obligations hereunder in the manner provided in Section 11.01.

         Section 8.05      No Transfer of Servicing.

         With  respect to the  retention  of the  Company to service  the  Mortgage  Loans  hereunder,  the Company
acknowledges that the Purchaser has acted in reliance upon the Company's  independent  status,  the adequacy of its
servicing facilities,  plan, personnel,  records and procedures,  its integrity,  reputation and financial standing
and the  continuance  thereof.  Without in any way limiting the  generality of this Section,  the Company shall not
either assign this Agreement or the servicing  hereunder or delegate its rights or duties  hereunder or any portion
thereof,  or sell or otherwise  dispose of all or  substantially  all of its property or assets,  without the prior
written  approval of the Purchaser,  which consent shall be granted or withheld in the Purchaser's sole discretion,
but if the purchaser of the Company's  assetshas the  qualifications  set forth in Section 8.02, then the Purchaser
will not unreasonably withhold consent.

         Without in any way limiting the  generality  of this Section  8.05,  in the event that the Company  either
shall assign this  Agreement or the servicing  responsibilities  hereunder or delegate its duties  hereunder or any
portion thereof without (i) satisfying the  requirements  set forth herein or (ii) the prior written consent of the
Purchaser,  then the  Purchaser  shall have the right to  terminate  this  Agreement,  without  any  payment of any
penalty or damages and without any  liability  whatsoever  to the Company  (other than with  respect to accrued but
unpaid Servicing Fees and Servicing Advances remaining unpaid) or any third party.



                                                    ARTICLE IX

                                                      DEFAULT

         Section 9.01      Events of Default.

         In case one or more of the  following  Events of Default by the  Company  shall  occur and be  continuing,
that is to say:

         (i) any  failure by the  Company  to remit to the  Purchaser  any  payment  required  to be made under the
terms of this Agreement which continues unremedied for a period of one (1) Business Day; or

         (ii) failure on the part of the Company  duly to observe or perform in any  material  respect any other of
the covenants or agreements on the part of the Company set forth in this Agreement which  continues  unremedied for
a period of thirty  (30) days after the date on which  written  notice of such  failure,  requiring  the same to be
remedied, shall have been given to the Company by the Purchaser; or

         (iii) a decree  or order of a court  or  agency  or  supervisory  authority  having  jurisdiction  for the
appointment  of a conservator  or receiver or  liquidator  in any  insolvency,  bankruptcy,  readjustment  of debt,
marshalling  of assets  and  liabilities  or similar  proceedings,  or for the  winding-up  or  liquidation  of its
affairs,  shall have been  entered  against  the  Company  and such  decree or order  shall have  remained in force
undischarged or unstayed for a period of sixty days; or

         (iv) the Company  shall  consent to the  appointment  of a  conservator  or receiver or  liquidator in any
insolvency,  bankruptcy,  readjustment of debt,  marshalling of assets and liabilities or similar proceedings of or
relating to the Company or of or relating to all or substantially all of its property; or

         (v) the Company  shall  admit in writing  its  inability  to pay its debts  generally  as they become due,
file a petition to take advantage of any applicable  insolvency or reorganization  statute,  make an assignment for
the benefit of its creditors, or voluntarily suspend payment of its obligations; or

         (vi)  Company  ceases to be approved by either  Fannie Mae or FHLMC as a mortgage  loan seller or servicer
for more than thirty days; or

         (vii) the  Company  attempts  to assign  its right to  servicing  compensation  hereunder  or the  Company
attempts,  without the consent of the Purchaser,  to sell or otherwise  dispose of all or substantially  all of its
property or assets or to assign this  Agreement  or the  servicing  responsibilities  hereunder  or to delegate its
duties hereunder or any portion thereof; or

         (viii) the Company  ceases to be (a)  licensed to service  first lien  residential  mortgage  loans in any
jurisdiction  in which a  Mortgaged  Property is located and such  licensing  is  required,  and (b)  qualified  to
transact  business  in  any  jurisdiction  where  it is  currently  so  qualified,  but  only  to the  extent  such
non-qualification materially and adversely affects the Company's ability to perform its obligations hereunder; or

         (ix)   the Company fails to meet the eligibility criteria set forth in the last sentence of Section 8.02.

         Then,  and in each and every such case, so long as an Event of Default shall not have been  remedied,  the
Purchaser,  by notice in writing to the Company  (except in the case of an Event of Default  under  clauses  (iii),
(iv) or (v) above,  in which case,  automatically  and without  notice) Company may, in addition to whatever rights
the  Purchaser  may have under  Sections  3.03 and 8.01 and at law or equity or to  damages,  including  injunctive
relief and specific  performance,  terminate all the rights and obligations of the Company under this Agreement and
in and to the Mortgage Loans and the proceeds  thereof without  compensating  the Company for the same. On or after
the receipt by the Company of such  written  notice (or, in the case of an Event of Default  under  clauses  (iii),
(iv) or (v) above, in which case,  automatically and without notice),  all authority and power of the Company under
this  Agreement,  whether  with  respect to the  Mortgage  Loans or  otherwise,  shall pass to and be vested in the
successor  appointed  pursuant to Section  11.01.  Upon  written  request  from the  Purchaser,  the Company  shall
prepare,  execute and deliver,  any and all documents and other instruments,  place in such successor's  possession
all Mortgage Files,  and do or accomplish all other acts or things  necessary or appropriate to effect the purposes
of such notice of  termination,  whether to complete the transfer and  endorsement  or  assignment  of the Mortgage
Loans and related  documents,  or otherwise,  at the Company's  sole expense.  The Company agrees to cooperate with
the  Purchaser  and such  successor in effecting  the  termination  of the  Company's  responsibilities  and rights
hereunder,  including,  without  limitation,  the transfer to such successor for  administration  by it of all cash
amounts  which  shall at the time be  credited  by the  Company  to the  Custodial  Account  or Escrow  Account  or
thereafter received with respect to the Mortgage Loans or any REO Property.

         Section 9.02      Waiver of Defaults.

         The  Purchaser  may waive only by written  notice any  default by the  Company in the  performance  of its
obligations  hereunder and its  consequences.  Upon any such waiver of a past default,  such default shall cease to
exist,  and any Event of Default arising  therefrom shall be deemed to have been remedied for every purpose of this
Agreement.  No such waiver shall extend to any subsequent or other default or impair any right  consequent  thereon
except to the extent expressly so waived in writing.



                                                     ARTICLE X

                                                    TERMINATION

         Section 10.01     Termination.

         The respective  obligations  and  responsibilities  of the Company shall  terminate upon: (i) the later of
the final  payment or other  liquidation  (or any advance with respect  thereto) of the last  Mortgage Loan and the
disposition  of all  remaining  REO  Property  and the  remittance  of all funds due  hereunder;  or (ii) by mutual
consent of the  Company  and the  Purchaser  in writing;  or (iii)  termination  with cause under the terms of this
Agreement.  Termination  of the  Agreement  pursuant to Section  10.01 (iii) shall void  Purchaser's  obligation to
purchase Mortgage Loans for which Purchaser has issued a Confirmation,  commitment  confirmation or a substantially
similar commitment to purchase Mortgage Loans.

         Section 10.02     Termination Without Cause.

         The  Purchaser  may, at its sole  option,  terminate  any rights the Company may have  hereunder,  without
cause,  upon no less  than 90 days  written  notice.  Any  such  notice  of  termination  shall be in  writing  and
delivered  to the  Company  as  provided  in Section  11.05 of this  Agreement.  In the event  that the  Company is
terminated  pursuant to this Section 10.02 without  cause,  the Purchaser  shall solicit,  by public  announcement,
bids  from  three  organizations  reasonably  acceptable  to the  Purchaser  for  the  purchase  of  the  servicing
functions.  Following  receipt of such bids,  the  Purchaser  shall either (a)  negotiate  and effect the transfer,
sale and  assignment of the Agreement to the party  submitting the highest  satisfactory  bid, which purchase price
shall be paid to the Company upon  transfer of the servicing  rights and  obligations  under this  Agreement to the
Company's  successor,  or (b) pay to the Company a termination fee equal to the amount of the party  submitting the
highest  satisfactory bid.  Notwithstanding  anything herein to the contrary,  the Purchaser shall deduct all costs
and expenses of any public  announcement  and any other expenses  relating to the sale,  transfer and assignment of
this Agreement from the sum payable to Company pursuant to the previous sentence.

         Section 10.03     Survival.

         Termination of this  Agreement  under Section 10.01 or Section 10.02 shall not affect any of the Company's
obligations  regarding  repurchase,  indemnification or otherwise,  all of which shall survive such termination and
remain in full force and effect.

                                                    ARTICLE XI

                                             MISCELLANEOUS PROVISIONS

         Section 11.01     Successor to the Company.

         Prior to termination of Company's  responsibilities  and duties under this Agreement  pursuant to Sections
4.13,  8.04,  9.01,  10.01 (ii) or (iii),  the  Purchaser  shall (i)  succeed  to and  assume all of the  Company's
responsibilities,  rights,  duties and  obligations  under this Agreement,  or (ii) appoint a successor  having the
characteristics  set forth in  Section  8.02  hereof  and which  shall  succeed to all rights and assume all of the
responsibilities,  duties  and  liabilities  of the  Company  under  this  Agreement  prior to the  termination  of
Company's  responsibilities,  duties and liabilities under this Agreement.  In connection with such appointment and
assumption,  the Purchaser may make such  arrangements  for the  compensation  of such successor out of payments on
Mortgage  Loans as the  Purchaser  and such  successor  shall  agree.  In the  event  that  the  Company's  duties,
responsibilities  and  liabilities  under  this  Agreement  should be  terminated  pursuant  to the  aforementioned
Sections,  the  Company  shall  discharge  such  duties and  responsibilities  during  the period  from the date it
acquires  knowledge of such  termination  until the  effective  date thereof with the same degree of diligence  and
prudence which it is obligated to exercise under this  Agreement,  and shall take no action  whatsoever  that might
impair or prejudice  the rights or financial  condition of its  successor.  The  resignation  or removal of Company
pursuant to the  aforementioned  Sections shall not become effective until a successor shall be appointed  pursuant
to this Section and shall in no event relieve the Company of the  representations  and warranties  made pursuant to
Sections  3.01,  3.02 and 3.03 and the remedies  available to the Purchaser  thereunder  and under Section 8.01, it
being  understood and agreed that the provisions of such Sections 3.01,  3.02, 3.03 and 8.01 shall be applicable to
the Company  notwithstanding  any such  resignation  or  termination  of the Company,  or the  termination  of this
Agreement.

         Any successor  appointed as provided  herein shall execute,  acknowledge and deliver to the Company and to
the Purchaser an instrument  accepting such  appointment,  whereupon such successor  shall become fully vested with
all the rights, powers, duties,  responsibilities,  obligations and liabilities of the Company, with like effect as
if  originally  named  as a party  to this  Agreement.  Any  termination  or  resignation  of the  Company  or this
Agreement  pursuant to Section  4.13,  8.04,  9.01 or 10.01 shall not affect any claims that the Purchaser may have
against the Company arising prior to any such termination or resignation.

         The Company shall  promptly  deliver to the  successor  the funds in the Custodial  Account and the Escrow
Account and the Mortgage  Files and related  documents  and  statements  held by it hereunder and the Company shall
account for all funds.  The Company  shall  execute and deliver  such  instruments  and do such other things all as
may  reasonably  be  required  to more fully and  definitely  vest and confirm in the  successor  all such  rights,
powers,  duties,  responsibilities,   obligations  and  liabilities  of  the  Company.  The  successor  shall  make
arrangements  as it may deem  appropriate  to reimburse the Company for  unrecovered  Servicing  Advances which the
successor  retains  hereunder  and which  would  otherwise  have been  recovered  by the  Company  pursuant to this
Agreement but for the appointment of the successor servicer.

         Upon a successor's  acceptance of  appointment  as such, the Company shall notify by mail the Purchaser of
such appointment.

         Section 11.02     Amendment.

         This  Agreement  may be amended from time to time by the Company and the  Purchaser  by written  agreement
signed by the Company and the Purchaser.

         Section 11.03     Recordation of Agreement.

         To the extent  permitted by applicable  law, this Agreement is subject to  recordation in all  appropriate
public  offices for real property  records in all the counties or other  comparable  jurisdictions  in which any of
the properties  subject to the Mortgages are situated,  and in any other  appropriate  public  recording  office or
elsewhere,  such  recordation to be effected by the Company at the Company's  expense on direction of the Purchaser
accompanied by an opinion of counsel to the effect that such recordation  materially and  beneficially  affects the
interest of the Purchaser or is necessary for the administration or servicing of the Mortgage Loans.

         Section 11.04     Governing Law.

         This  Agreement and the related Term Sheet shall be governed by and construed in accordance  with the laws
of the State of New York except to the extent  preempted by Federal law.  The  obligations,  rights and remedies of
the parties hereunder shall be determined in accordance with such laws.

         Section 11.05     Notices.

         Any  demands,  notices or other  communications  permitted or required  hereunder  shall be in writing and
shall be deemed  conclusively to have been given if personally  delivered at or mailed by registered mail,  postage
prepaid,  and return  receipt  requested or certified  mail,  return  receipt  requested,  or transmitted by telex,
telegraph or telecopier and confirmed by a similar mailed writing, as follows:

         (i)      if to the Company:

                  Michael T. Stilb / Senior Vice President
                  2929 Walden Avenue
                  Depew, New York 14043

         (ii)     if to the Purchaser:

                  EMC Mortgage Corporation
                  Mac Arthur Ridge II,
                  909 Hidden Ridge Drive, Suite 200
                  Irving, Texas 75038
                  Attention:  Ralene Ruyle
                  Telecopier No.:  (972) 444-2810

                  With a copy to:

                  Bear Stearns Mortgage Capital Corporation
                  383 Madison Avenue
                  New York, New York 10179
                  Attention:  Mary Haggerty
                  Telecopier No.: (212) 272-5591

or such other  address as may  hereafter be furnished  to the other party by like notice.  Any such demand,  notice
or  communication  hereunder  shall be deemed to have been  received  on the date  delivered  to or received at the
premises of the addressee  (as  evidenced,  in the case of  registered or certified  mail, by the date noted on the
return receipt).

         Section 11.06     Severability of Provisions.

         Any part,  provision,  representation  or warranty of this  Agreement  and the related Term Sheet which is
prohibited or which is held to be void or  unenforceable  shall be ineffective to the extent of such prohibition or
unenforceability  without  invalidating the remaining  provisions  hereof. Any part,  provision,  representation or
warranty of this  Agreement  which is prohibited or  unenforceable  or is held to be void or  unenforceable  in any
jurisdiction shall be ineffective,  as to such jurisdiction,  to the extent of such prohibition or unenforceability
without  invalidating  the  remaining  provisions  hereof,  and any such  prohibition  or  unenforceability  in any
jurisdiction  as to any Mortgage Loan shall not  invalidate  or render  unenforceable  such  provision in any other
jurisdiction.  To the extent  permitted  by  applicable  law, the parties  hereto  waive any  provision of law that
prohibits  or renders void or  unenforceable  any  provision  hereof.  If the  invalidity  of any part,  provision,
representation  or warranty  of this  Agreement  shall  deprive any party of the  economic  benefit  intended to be
conferred by this  Agreement,  the parties  shall  negotiate,  in good faith,  to develop a structure  the economic
effect of which is nearly as possible  the same as the economic  effect of this  Agreement  without  regard to such
invalidity.

         Section 11.07     Exhibits.

         The exhibits to this  Agreement  are hereby  incorporated  and made a part hereof and are an integral part
of this Agreement.

         Section 11.08     General Interpretive Principles.

         For purposes of this Agreement,  except as otherwise  expressly  provided or unless the context  otherwise
requires:

         (i)               the  terms  defined  in  this  Agreement  have  the  meanings  assigned  to them in this
Agreement  and  include the plural as well as the  singular,  and the use of any gender  herein  shall be deemed to
include the other gender;

         (ii)     accounting  terms not otherwise  defined herein have the meanings  assigned to them in accordance
with generally accepted accounting principles;

         (iii)    references herein to "Articles", "Sections",  Subsections",  "Paragraphs", and other subdivisions
without  reference  to a  document  are  to  designated  Articles,  Sections,  Subsections,  Paragraphs  and  other
subdivisions of this Agreement;

         (iv)     a reference  to a  Subsection  without  further  reference  to a Section is a  reference  to such
Subsection  as  contained  in the same Section in which the  reference  appears,  and this rule shall also apply to
Paragraphs and other subdivisions;

         (v)               the words  "herein",  "hereof ",  "hereunder" and other words of similar import refer to
this Agreement as a whole and not to any particular provision;

         (vi)     the term "include" or "including" shall mean without limitation by reason of enumeration; and

         (viii)   headings of the Articles and  Sections in this  Agreement  are for  reference  purposes  only and
shall not be deemed to have any substantive effect.

         Section 11.09     Reproduction of Documents.

         This Agreement and all documents relating thereto,  including,  without limitation,  (i) consents, waivers
and modifications which may hereafter be executed,  (ii) documents received by any party at the closing,  and (iii)
financial statements,  certificates and other information  previously or hereafter furnished,  may be reproduced by
any  photographic,  photostatic,  microfilm,  micro-card,  miniature  photographic  or other similar  process.  The
parties agree that any such  reproduction  shall be  admissible in evidence as the original  itself in any judicial
or  administrative  proceeding,  whether or not the original is in existence  and whether or not such  reproduction
was  made  by a party  in the  regular  course  of  business,  and  that  any  enlargement,  facsimile  or  further
reproduction of such reproduction shall likewise be admissible in evidence.

         Section 11.10     Confidentiality of Information.

         Each  party  recognizes  that,  in  connection  with this  Agreement,  it may become  privy to  non-public
information  regarding the financial  condition,  operations and prospects of the other party. Each party agrees to
keep all non-public  information regarding the other party strictly  confidential,  and to use all such information
solely in order to  effectuate  the purpose of the  Agreement,  provided  that each party may provide  confidential
information  to its  employees,  agents  and  affiliates  who  have a need to know  such  information  in  order to
effectuate  the  transaction,  provided  further that such  information  is identified as  confidential  non-public
information.  In addition,  confidential  information  may be provided to a regulatory  authority with  supervisory
power over Purchaser, provided such information is identified as confidential non-public information.

         The Company agrees that the Company (i) shall comply with any applicable laws and  regulations  regarding
the privacy and security of Consumer Information including,  but not limited to the  Gramm-Leach-Bliley  Act, Title
V, Subtitle A, 15 U.S.C. § 6801 et seq., (ii) shall not use Consumer  Information in any manner  inconsistent with
any applicable laws and regulations  regarding the privacy and security of Consumer  Information,  (iii) shall not
disclose  Consumer  Information to third parties except at the specific written  direction of the Purchaser,  (iv)
shall maintain adequate  physical,  technical and administrative  safeguards to protect Consumer  Information from
unauthorized  access as provided by the applicable  laws and  regulations,  and (v) shall  immediately  notify the
Purchaser of any actual or  suspected  breach of the  confidentiality  of Consumer  Information  that would have a
material and adverse effect on the Purchaser.

         The Company  agrees that the Company shall  indemnify,  defend and hold the  Purchaser  harmless from and
against any loss,  claim or liability the  Purchaser may suffer by reason of the Company's  failure to perform the
obligations set forth in this Section 11.10.

         Section 11.11     Recordation of Assignments of Mortgage.

         To the extent  permitted by  applicable  law, each of the  Assignments  is subject to  recordation  in all
appropriate  public  offices for real property  records in all the counties or other  comparable  jurisdictions  in
which any or all of the Mortgaged  Properties are situated,  and in any other  appropriate  public recording office
or elsewhere,  such recordation to be effected by and at the Company's  expense in the event  recordation is either
necessary under applicable law or requested by the Purchaser at its sole option.

         Section 11.12     Assignment.

     The Purchaser shall have the right, without the consent of the Company, to assign, in whole or in part, its
     interest under this Agreement with respect to some or all of the Mortgage Loans, and designate any person to
     exercise any rights of the Purchaser hereunder, by executing an Assignment and Assumption Agreement
     substantially in the form of Exhibit D hereto and the assignee or designee shall accede to the rights and
     obligations hereunder of the Purchaser with respect to such Mortgage Loans.  In no event shall Purchaser
     sell a partial interest in any Mortgage Loan without the written consent of Company, which consent shall not
     be unreasonably denied.  All references to the Purchaser in this Agreement shall be deemed to include its
     assignee or designee.  The Company shall have the right, only with the consent of the Purchaser or otherwise
     in accordance with this Agreement, to assign, in whole or in part, its interest under this Agreement with
     respect to some or all of the Mortgage Loans.


         Section 11.13     No Partnership.

         Nothing  herein  contained  shall be  deemed or  construed  to create a  co-partnership  or joint  venture
between the parties hereto and the services of the Company shall be rendered as an  independent  contractor and not
as agent for Purchaser.

         Section 11.14     Signature Pages/Counterparts; Successors and Assigns.

         This  Agreement  and/or any Term Sheet shall be  executed by each party (i) in one or more fully  executed
copies,  each of which shall constitute a fully executed  original  Agreement,  and/or (ii) in counterparts  having
one or more  original  signatures,  and all such  counterparts  containing  the original  signatures  of all of the
parties hereto taken together shall  constitute a fully executed  original  Agreement or Term Sheet, as applicable,
and/or (iii) by delivery of one or more original  signed  signature  pages to the other parties  hereto (x) by mail
or courier, and/or (y) by electronic transmission,  including without limitation by telecopier,  facsimile or email
of a scanned image  ("Electronic  Transmission"),  each of which as received  shall  constitute for all purposes an
executed  original  signature  page of such party.  The Purchaser may deliver a copy of this  Agreement  and/or any
Term  Sheet,  fully  executed  as  provided  herein,  to each other  party  hereto by mail  and/or  courier  and/or
Electronic  Transmission,  and such copy as so delivered shall  constitute a fully executed  original  Agreement or
Term Sheet, as applicable,  superseding any prior form of the Agreement or Term Sheet, as applicable,  that differs
therefrom  in any  respect.  This  Agreement  shall inure to the benefit of and be binding upon the Company and the
Purchaser and their respective successor and assigns.

         Section 11.15     Entire Agreement.

         The Company  acknowledges that no representations,  agreements or promises were made to the Company by the
Purchaser or any of its employees other than those  representations,  agreements or promises specifically contained
herein and in the  Confirmation.  The  Confirmation  and this  Agreement  and the related Term Sheet sets forth the
entire  understanding  between the parties  hereto;  provided,  however,  only this  Agreement and the related Term
Sheet  shall be  binding  upon all  successors  of both  parties.  In the event of any  inconsistency  between  the
Confirmation and this Agreement, this Agreement and the related Term Sheet shall control.

         Section 11.16.  No Solicitation.

         From and after the Closing  Date,  the Company  agrees that it will not take any action or permit or cause
any action to be taken by any of its agents or  affiliates,  to  personally,  by  telephone  or mail,  solicit  the
borrower or obligor  under any Mortgage  Loan to  refinance  the Mortgage  Loan,  in whole or in part,  without the
prior written  consent of the  Purchaser.  Notwithstanding  the  foregoing,  it is  understood  and agreed that (i)
promotions  undertaken by the Company or any  affiliate of the Company which are directed to the general  public at
large, or segments  thereof,  provided that no segment shall consist  primarily of the Mortgage  Loans,  including,
without  limitation,  mass mailing based on commercially  acquired mailing lists,  newspaper,  radio and television
advertisements  and (ii)  responses  to  unsolicited  requests or  inquiries  made by a Mortgagor  or an agent of a
Mortgagor,  shall not constitute  solicitation  under this Section 11.16. This Section 11.16 shall not be deemed to
preclude the Company or any of its affiliates  from  soliciting any Mortgagor for any other  financial  products or
services.  The Company  shall use its best  efforts to prevent the sale of the name of any  Mortgagor to any Person
who is not affiliate of the Company.

         Section 11.17.  Closing.

         The closing  for the  purchase  and sale of the  Mortgage  Loans  shall take place on the related  Closing
Date.  The closing  shall be either:  by  telephone,  confirmed by letter or wire as the parties  shall  agree,  or
conducted in person, at such place as the parties shall agree.

         The closing for the Mortgage  Loans to be  purchased on the related  Closing Date shall be subject to each
of the following conditions:

         (a)      at least one (1) Business Day prior to the related  Closing  Date,  the Company  shall deliver to
the  Purchaser a magnetic  diskette,  or  transmit by modem,  a listing on a  loan-level  basis of the  information
contained in the related Mortgage Loan Schedule attached to the related Term Sheet;

         (b)      all  of the  representations  and  warranties  of the  Company  under  this  Agreement  shall  be
materially true and correct as of the related  Closing Date and no event shall have occurred which,  with notice or
the passage of time, would constitute a material default under this Agreement;

         (c)      the Purchaser shall have received,  or the  Purchaser's  attorneys shall have received in escrow,
all documents  required pursuant to this Agreement,  the related Term Sheet, an opinion of counsel and an officer's
certificate,  all in such  forms  as are  agreed  upon  and  acceptable  to the  Purchaser,  duly  executed  by all
signatories other than the Purchaser as required pursuant to the terms hereof;

         (d)      the Company  shall have  delivered and released to the Purchaser (or its designee) on or prior to
the related  Closing  Date all  documents  required  pursuant to the terms of this  Agreement  and the related Term
Sheet; and

         (e)      all other terms and  conditions of this  Agreement,  the related Term Sheet and the  Confirmation
shall have been materially complied with.

         Subject to the foregoing  conditions,  the Purchaser  shall pay to the Company on the related Closing Date
the  Purchase  Price,  plus  accrued  interest  pursuant to Section  2.02 of this  Agreement,  by wire  transfer of
immediately available funds to the account designated by the Company.

         Section 11.18.    Cooperation of Company with a Reconstitution.

         The Company and the Purchaser  agree that with respect to some or all of the Mortgage  Loans,  on or after
the related Closing Date, on one or more dates (each a "Reconstitution  Date") at the Purchaser's sole option,  the
Purchaser may effect a sale (each,  a  "Reconstitution")  of some or all of the Mortgage Loans then subject to this
Agreement, without recourse, to:

         (a)       one or more third party  purchasers in one or more in whole loan transfers  (each, a "Whole Loan
Transfer"); or

         (b)      one or more trusts or other entities to be formed as part of one or more  pass-through  transfers
(each, a "Pass-Through Transfer").

         The Company agrees to execute in connection  with any agreements  among the  Purchaser,  the Company,  and
any servicer in  connection  with a Whole Loan  Transfer,  an  Assignment,  Assumption  and  Recognition  Agreement
substantially  in the form of Exhibit D hereto,  or, at Purchaser's  request,  a seller's  warranties and servicing
agreement or a  participation  and  servicing  agreement  or similar  agreement  in form and  substance  reasonably
acceptable to the parties,  and in connection with a Pass-Through  Transfer,  a pooling and servicing  agreement in
form and  substance  reasonably  acceptable to the parties,  (collectively  the  agreements  referred to herein are
designated,  the "Reconstitution  Agreements").  It is understood that any such Reconstitution  Agreements will not
contain any greater  obligations  on the part of Company  than are  contained  in this  Agreement.  Notwithstanding
anything to the contrary in this Section 11.18,  the Company agrees that it is required to perform the  obligations
described in Exhibit K hereto.

         With respect to each Whole Loan Transfer and each  Pass-Through  Transfer  entered into by the  Purchaser,
the Company  agrees (1) to cooperate  fully with the Purchaser and any  prospective  purchaser  with respect to all
reasonable  requests  and due  diligence  procedures;  (2) to  execute,  deliver  and  perform  all  Reconstitution
Agreements  required  by the  Purchaser;  (3) to  restate  the  representations  and  warranties  set forth in this
Agreement as of the settlement or closing date in connection  with such  Reconstitution  (each,  a  "Reconstitution
Date").  In that  connection,  the Company shall  provide to such  servicer or issuer,  as the case may be, and any
other  participants  in  such  Reconstitution:   (i)  any  and  all  information   (including  servicing  portfolio
information) and appropriate  verification of information  (including servicing portfolio information) which may be
reasonably  available to the Company,  whether  through  letters of its auditors and counsel or  otherwise,  as the
Purchaser  or any  such  other  participant  shall  request  upon  reasonable  demand;  and  (ii)  such  additional
representations,  warranties,  covenants,  opinions of counsel,  letters from auditors,  and certificates of public
officials  or officers of the Company as are  reasonably  agreed upon by the Company and the  Purchaser or any such
other  participant.  In connection with each Pass-Through  Transfer,  the Company agrees to provide  reasonable and
customary  indemnification  to the Purchaser and its affilates for  disclosure  contained in any offering  document
relating to the Company or its  affilates,  the  Mortgage  Loans and the  underwriting  standards  of the  Mortgage
Loans. The Purchaser shall be responsible for the costs relating to the delivery of such information.

         All Mortgage  Loans not sold or  transferred  pursuant to a  Reconstitution  shall remain  subject to, and
serviced in  accordance  with the terms of, this  Agreement  and the related Term Sheet,  and with respect  thereto
this Agreement and the related Term Sheet shall remain in full force and effect.




         IN WITNESS  WHEREOF,  the Company and the  Purchaser  have caused their names to be signed hereto by their
respective officers thereunto duly authorized as of the day and year first above written.

                                                   EMC MORTGAGE CORPORATION
                                                               Purchaser

                                                     By:________________________
                                                     Name:
                                                     Title:


                                                   HSBC MORTGAGE CORPORATION (USA)
                                                                Company

                                                     By: _______________________
                                                     Name:
                                                     Title:


                                                     EXHIBIT A
                                             CONTENTS OF MORTGAGE FILE

         With respect to each Mortgage  Loan,  the Mortgage File shall include each of the following  items,  which
shall be available  for  inspection by the  Purchaser,  and which shall be retained by the Company in the Servicing
File or delivered to the Purchaser or its designee  pursuant to Sections 2.04 and 2.05 of the Purchase,  Warranties
and Servicing Agreement.

         1.      The      original      Mortgage      Note      endorsed      "Pay     to     the      order     of
____________________________________________________,  without  recourse," and signed via original signature in the
name of the Company by an authorized officer,  with all intervening  endorsements showing a complete chain of title
from the  originator to the Company,  together with any  applicable  riders.  In no event may an  endorsement  be a
facsimile  endorsement.  If the Mortgage Loan was acquired by the Company in a merger,  the endorsement  must be by
"[Company],  successor by merger to the [name of  predecessor]".  If the Mortgage  Loan was acquired or  originated
by the Company while doing  business under another name, the  endorsement  must be by "[Company]  formerly known as
[previous   name]".   Mortgage  Notes  may  be  in  the  form  of  a  lost  note  affidavit  subject  to  Purchaser
acceptability.

         2.       Except  as  provided  below and for each  Mortgage  Loan that is not a MERS  Mortgage  Loan,  the
original  Mortgage  (together with a standard  adjustable rate mortgage rider) with evidence of recording  thereon,
or a copy thereof  certified by the public  recording  office in which such  mortgage has been  recorded or, if the
original  Mortgage has not been returned from the  applicable  public  recording  office,  a true  certified  copy,
certified by the Company.  With respect to each MERS Mortgage Loan, the original  Mortgage,  noting the presence of
the MIN of the  Mortgage  Loans and  either  language  indicating  that the  Mortgage  Loan is a MOM Loan or if the
Mortgage Loan was not a MOM Loan at  origination,  the original  Mortgage and the assignment  thereof to MERS, with
evidence of recording  indicated  thereon,  or a copy of the Mortgage  certified by the public  recording office in
which such Mortgage has been recorded.

         3.  The  original  or  certified  copy,  certified  by the  Company,  of the  Primary  Mortgage  Insurance
Policy, if required.

         4.       In the case of each  Mortgage  Loan that is not a MERS Mortgage  Loan,  the original  Assignment,
from the Company to  _____________________________________,  or in accordance with Purchaser's instructions,  which
assignment  shall,  but for any blanks requested by Purchaser,  be in form and substance  acceptable for recording.
If the Mortgage  Loan was acquired or  originated by the Company  while doing  business  under  another  name,  the
Assignment  must be by  "[Company]  formerly  known as [previous  name]".  If the Mortgage Loan was acquired by the
Company in a merger,  the  endorsement  must be by "[Company],  successor by merger to the [name of  predecessor]".
None of the Assignments are blanket assignments of mortgage.

         5.       The original policy of title  insurance,  including riders and  endorsements  thereto,  or if the
policy has not yet been issued,  a written  commitment or interim binder or  preliminary  report of title issued by
the title insurance or escrow company.

         6.       In the case of each  Mortgage Loan that is not a MERS  Mortgage  Loan,  originals of all recorded
intervening  Assignments,  or copies thereof,  certified by the public  recording  office in which such Assignments
have been  recorded  showing a  complete  chain of title from the  originator  to the  Company,  with  evidence  of
recording  thereon,  or a copy thereof  certified by the public  recording office in which such Assignment has been
recorded or, if the original  Assignment has not been returned from the applicable  public recording office, a true
certified copy, certified by the Company.

         7.       Originals,  or copies thereof  certified by the public  recording  office in which such documents
have been recorded, of each assumption, extension,  modification,  written assurance or substitution agreements, if
applicable,  or if the  original of such  document  has not been  returned  from the  applicable  public  recording
office, a true certified copy, certified by the Company.

         8.       If the Mortgage Note or Mortgage or any other  material  document or  instrument  relating to the
Mortgage  Loan has been signed by a person on behalf of the  Mortgagor,  the  original or copy of power of attorney
or other  instrument  that  authorized and empowered such person to sign bearing  evidence that such instrument has
been recorded,  if so required in the appropriate  jurisdiction where the Mortgaged Property is located,  or a copy
thereof  certified by the public  recording  office in which such  instrument has been recorded or, if the original
instrument has not been returned from the applicable public recording  office, a true certified copy,  certified by
the Company.

         9.       reserved.

         10.      Mortgage  Loan  closing  statement  (Form  HUD-1) and any other  truth-in-lending  or real estate
settlement procedure forms required by law.

         11.      Residential loan application.

         12.      Uniform underwriter and transmittal summary (Fannie Mae Form 1008) or reasonable equivalent.

         13.      Credit report on the mortgagor.

         14.      Business credit report, if applicable.

         15.      Residential appraisal report and attachments thereto.

         16.      The original of any guarantee executed in connection with the Mortgage Note.

         17.      Verification  of  employment  and income  except for Mortgage  Loans  originated  under a limited
documentation program, all in accordance with Company's underwriting guidelines.

         18.      Verification  of  acceptable  evidence of source and amount of down payment,  in accordance  with
Company's underwriting guidelines.

         19.      Photograph of the Mortgaged Property (may be part of appraisal).

         20.      Survey of the Mortgaged Property, if any.

         21.      Sales contract, if applicable.

         22.      If  available,  termite  report,  structural  engineer's  report,  water  portability  and septic
certification.

         23.      Any original security  agreement,  chattel mortgage or equivalent executed in connection with the
Mortgage.

         24.      Name affidavit, if applicable.

         Notwithstanding  anything to the  contrary  herein,  Company may  provide one  certificate  for all of the
Mortgage Loans indicating that the documents were delivered for recording.

         (B)      With respect to each Co-op Loan,  as  applicable  and as required by the  applicable  laws of the
state in which the  related  Cooperative  apartment  is  located,  copies of: (A) the  proprietary  lease,  (B) the
security  agreement,  (C) the assignment of the  proprietary  lease,  with all  intervening  assignments  showing a
complete chain of title and an assignment  thereof by such Seller,  (D) the original stock  certificate  evidencing
the  ownership  of the  Cooperative  apartment  endorsed or  accompanied  by a stock  power  relating to such stock
certificate executed in blank, (E) a recognition  agreement in form approved by Seller's  underwriting  guidelines,
in substantially  the same form as the standard  "AZTECH" form, (F) copies of the financing  statement filed by the
applicable  Company as secured party and, if applicable,  a filed UCC-3 assignment of the subject security interest
showing a complete  chain of title,  together with an executed  UCC-3  Assignment of such security  interest by the
Company in a form  sufficient  for filing,  and (G) such other  documents as are necessary for the  perfection of a
lien against the related Co-op Loan ownership interests under applicable law.


                                                     EXHIBIT B

                                        CUSTODIAL ACCOUNT LETTER AGREEMENT

                                               ______________, 2002

To:      [_______________________]
         (the "Depository")

         As "Company" under the Purchase,  Warranties and Servicing  Agreement,  dated as of May 1, 2001 Adjustable
Rate  Mortgage  Loans (the  "Agreement"),  we hereby  authorize  and request  you to  establish  an  account,  as a
Custodial    Account    pursuant    to    Section    4.04    of    the    Agreement,    to   be    designated    as
"[______________________________________],  in  trust  for the  [Purchaser],  Owner  of  Adjustable  Rate  Mortgage
Loans".  All  deposits in the account  shall be subject to  withdrawal  therefrom  by order  signed by the Company.
This letter is submitted to you in duplicate.  Please execute and return one original to us.

                                                              [__________________________]

By:____________________________

Name:__________________________

Title:_________________________



         The undersigned,  as "Depository",  hereby certifies that the above described account has been established
under  Account  Number  [__________],  at the  office  of the  depository  indicated  above,  and  agrees  to honor
withdrawals  on such  account as provided  above.  The full  amount  deposited  at any time in the account  will be
insured up to applicable  limits by the Federal Deposit  Insurance  Corporation  through the Bank Insurance Fund or
the Savings Association Insurance Fund or will be invested in Permitted Investments as defined in the Agreement.

                                                     HSBC MORTGAGE CORPORATION (USA)
By:____________________________

Name:__________________________

Title:_________________________


                                                     EXHIBIT C

                                          ESCROW ACCOUNT LETTER AGREEMENT
                                                _____________, 2002

To:      [_______________________]
         (the "Depository")

         As "Company"  under the Purchase  Warranties and Servicing  Agreement,  dated as of May 1, 2001 Adjustable
Rate Mortgage Loans (the  "Agreement"),  we hereby authorize and request you to establish an account,  as an Escrow
Account  pursuant to Section 4.06 of the  Agreement,  to be designated as  "[__________________________],  in trust
for the  [Purchaser],  Owner of  Adjustable  Rate  Mortgage  Loans,  and various  Mortgagors."  All deposits in the
account  shall be subject to withdrawal  therefrom by order signed by the Company.  This letter is submitted to you
in duplicate.  Please execute and return one original to us.

                                            HSBC MORTGAGE CORPORATION (USA)

                                            By:____________________________
                                            Name:__________________________
                                            Title:_________________________


         The undersigned,  as "Depository",  hereby certifies that the above described account has been established
under Account Number __________,  at the office of the depository  indicated above, and agrees to honor withdrawals
on such  account as provided  above.  The full amount  deposited  at any time in the account  will be insured up to
applicable  limits by the Federal  Deposit  Insurance  Corporation  through the Bank  Insurance Fund or the Savings
Association Insurance Fund or will be invested in Permitted Investments as defined in the Agreement.

                                            [______________________]

                                            By:______________________________
                                            Name:____________________________
                                            Title:___________________________

                                                     EXHIBIT D

                             FORM OF ASSIGNMENT, ASSUMPTION AND RECOGNITION AGREEMENT

         This is a Purchase, Assignment, Assumption and Recognition Agreement (this "PAAR Agreement") made as of
__________, 200__, among EMC Mortgage Corporation (the "Assignor"), ___________________ (the "Assignee"), and
HSBC Mortgage Corporation (USA) (the "Company").


         In  consideration  of the mutual promises  contained  herein the parties hereto agree that the residential
mortgage  loans (the "Assigned  Loans")  listed on Attachment 1 annexed  hereto (the "Assigned Loan  Schedule") now
serviced by Company  for  Assignor  and its  successors  and  assigns  pursuant  to the  Purchase,  Warranties  and
Servicing  Agreement,  dated as of May 1, 2002,  between Assignor and Company (the "Purchase  Agreement")  shall be
subject  to the terms of this PAAR  Agreement.  Capitalized  terms  used  herein  but not  defined  shall  have the
meanings ascribed to them in the Purchase Agreement.

                                        Purchase, Assignment and Assumption

         1.       Assignor  hereby grants,  transfers and assigns to Assignee all of the right,  title and interest
of Assignor in the Assigned Loans and, as they relate to the Assigned Loans,  all of its right,  title and interest
in, to and under the Purchase Agreement.

         2.       Simultaneously  with the  execution  hereof,  (i)  Assignee  shall pay to Assignor  the  "Funding
Amount" as set forth in that certain letter  agreement,  dated as of _________ ____,  between Assignee and Assignor
(the  "Confirmation")  and (ii)  Assignor,  at its  expense,  shall have caused to be  delivered to Assignee or its
designee the Mortgage File for each Assigned Loan in  Assignor's  or its  custodian's  possession,  as set forth in
the  Purchase  Agreement,  along with,  for each  Assigned  Loan,  an  endorsement  of the  Mortgage  Note from the
applicable  Company,  in blank,  and an assignment of mortgage in recordable form from the applicable  Company,  in
blank.  Assignee  shall pay the Funding  Amount by wire  transfer  of  immediately  available  funds to the account
specified by  Assignor.  Assignee  shall be entitled to all  scheduled  payments  due on the  Assigned  Loans after
___________,  200__ and all  unscheduled  payments or other  proceeds or other  recoveries  on the  Assigned  Loans
received on and after _____________, 200__.

                                     Representations, Warranties and Covenants

         3.       Assignor warrants and represents to Assignee and Company as of the date hereof:

         (a)      Attached  hereto as  Attachment 2 is a true and accurate  copy of the Purchase  Agreement,  which
agreement  is in full force and  effect as of the date  hereof and the  provisions  of which have not been  waived,
amended or modified in any respect, nor has any notice of termination been given thereunder;

         (b)      Assignor  is the lawful  owner of the  Assigned  Loans with full right to transfer  the  Assigned
Loans and any and all of its interests,  rights and obligations under the Purchase  Agreement as they relate to the
Assigned  Loans,  free and clear from any and all claims and  encumbrances;  and upon the  transfer of the Assigned
Loans to Assignee as contemplated  herein,  Assignee shall have good title to each and every Assigned Loan, as well
as any and all of Assignee's  interests,  rights and obligations under the Purchase Agreement as they relate to the
Assigned Loans, free and clear of any and all liens, claims and encumbrances;

         (c)      There are no offsets, counterclaims or other defenses available to Company with respect to the
Assigned Loans or the Purchase Agreement;

         (d)      Assignor  has no  knowledge  of,  and has not  received  notice  of, any  waivers  under,  or any
modification of, any Assigned Loan;

         (e)      Assignor  is  duly  organized,  validly  existing  and in good  standing  under  the  laws of the
jurisdiction  of its  incorporation,  and has all  requisite  power  and  authority  to  acquire,  own and sell the
Assigned Loans;

         (f)      Assignor has full corporate power and authority to execute, deliver and perform its obligations
under this PAAR Agreement, and to consummate the transactions set forth herein.  The consummation of the
transactions contemplated by this PAAR Agreement is in the ordinary course of Assignor's business and will not
conflict with, or result in a breach of, any of the terms, conditions or provisions of Assignor's charter or
by-laws or any legal restriction, or any material agreement or instrument to which Assignor is now a party or by
which it is bound, or result in the violation of any law, rule, regulation, order, judgment or decree to which
Assignor or its property is subject.  The execution, delivery and performance by Assignor of this PAAR Agreement
and the consummation by it of the transactions contemplated hereby, have been duly authorized by all necessary
corporate action on part of Assignor.  This PAAR Agreement has been duly executed and delivered by Assignor and,
upon the due authorization, execution and delivery by Assignee and Company, will constitute the valid and legally
binding obligation of Assignor enforceable against Assignor in accordance with its terms except as enforceability
may be limited by bankruptcy, reorganization, insolvency, moratorium or other similar laws now or hereafter in
effect relating to creditors' rights generally, and by general principles of equity regardless of whether
enforceability is considered in a proceeding in equity or at law;

(g)      No consent,  approval,  order or  authorization  of, or  declaration,  filing or  registration  with,  any
governmental  entity is required to be obtained or made by Assignor in connection  with the execution,  delivery or
performance  by  Assignor  of this PAAR  Agreement,  or the  consummation  by it of the  transactions  contemplated
hereby; and

(h)      Neither  Assignor nor anyone  acting on its behalf has offered,  transferred,  pledged,  sold or otherwise
disposed of the Assigned  Loans or any interest in the Assigned  Loans,  or solicited  any offer to buy or accept a
transfer,  pledge or other  disposition of the Assigned  Loans,  or any interest in the Assigned Loans or otherwise
approached  or  negotiated  with respect to the  Assigned  Loans,  or any  interest in the Assigned  Loans with any
Person in any manner, or made any general  solicitation by means of general  advertising or in any other manner, or
taken any other action which would  constitute a  distribution  of the Assigned  Loans under the  Securities Act of
1933,  as amended  (the "1933 Act") or which would  render the  disposition  of the  Assigned  Loans a violation of
Section 5 of the 1933 Act or require registration pursuant thereto.


                  4.       Assignee warrants and represents to, and covenants with, Assignor and Company as of
the date hereof:


         (a)      Assignee is duly organized, validly existing and in good standing under the laws of the
jurisdiction of its organization and has all requisite power and authority to acquire, own and purchase the
Assigned Loans;


         (b)      Assignee has full corporate power and authority to execute, deliver and perform its obligations
under this PAAR Agreement, and to consummate the transactions set forth herein.  The consummation of the
transactions contemplated by this PAAR Agreement is in the ordinary course of Assignee's business and will not
conflict with, or result in a breach of, any of the terms, conditions or provisions of Assignee's charter or
by-laws or any legal restriction, or any material agreement or instrument to which Assignee is now a party or by
which it is bound, or result in the violation of any law, rule, regulation, order, judgment or decree to which
Assignee or its property is subject.  The execution, delivery and performance by Assignee of this PAAR Agreement
and the consummation by it of the transactions contemplated hereby, have been duly authorized by all necessary
corporate action on part of Assignee. This PAAR Agreement has been duly executed and delivered by Assignee and,
upon the due authorization, execution and delivery by Assignor and Company, will constitute the valid and legally
binding obligation of Assignee enforceable against Assignee in accordance with its terms except as enforceability
may be limited by bankruptcy, reorganization, insolvency, moratorium or other similar laws now or hereafter in
effect relating to creditors' rights generally, and by general principles of equity regardless of whether
enforceability is considered in a proceeding in equity or at law;


         (c)      No consent,  approval,  order or authorization of, or declaration,  filing or registration  with,
any governmental  entity is required to be obtained or made by Assignee in connection with the execution,  delivery
or performance by Assignee of this PAAR  Agreement,  or the  consummation  by it of the  transactions  contemplated
hereby; and

         (d)      Assignee agrees to be bound as "Purchaser" by all of the terms, covenants and conditions of the
Purchase Agreement with respect to the Assigned Loans, and from and after the date hereof, Assignee assumes for
the benefit of each of Assignor and Company all of Assignor's obligations as "Purchaser" thereunder but solely
with respect to such Assigned Loans.

                  5.       Company warrants and represents to, and covenant with, Assignor and Assignee as of the
date hereof:


                  (a)      Attached hereto as Attachment 2 is a true and accurate copy of the Purchase Agreement,
which agreement is in full force and effect as of the date hereof and the provisions of which have not been
waived, amended or modified in any respect, nor has any notice of termination been given thereunder;


         (b)      Company  is  duly  organized,  validly  existing  and in  good  standing  under  the  laws of the
jurisdiction  of its  incorporation,  and has all requisite  power and authority to service the Assigned  Loans and
otherwise to perform its obligations under the Purchase Agreement;

         (c)      Company has full  corporate  power and  authority to execute,  deliver and perform its  obligations  under
                  this PAAR Agreement,  and to consummate the  transactions  set forth herein.  The consummation of
                  the  transactions  contemplated  by this PAAR  Agreement is in the  ordinary  course of Company's
                  business and will not conflict  with,  or result in a breach of, any of the terms,  conditions or
                  provisions of Company's charter or by-laws or any legal  restriction,  or any material  agreement
                  or  instrument  to  which  Company  is now a party  or by which it is  bound,  or  result  in the
                  violation  of any law,  rule,  regulation,  order,  judgment  or decree to which  Company  or its
                  property is subject.  The execution,  delivery and  performance by Company of this PAAR Agreement
                  and the consummation by it of the transactions  contemplated hereby, have been duly authorized by
                  all necessary  corporate  action on part of Company.  This PAAR  Agreement has been duly executed
                  and  delivered by Company,  and, upon the due  authorization,  execution and delivery by Assignor
                  and Assignee,  will constitute the valid and legally binding  obligation of Company,  enforceable
                  against  Company  in  accordance  with its  terms  except as  enforceability  may be  limited  by
                  bankruptcy,  reorganization,  insolvency,  moratorium  or other  similar laws now or hereafter in
                  effect relating to creditors'  rights generally,  and by general  principles of equity regardless
                  of whether enforceability is considered in a proceeding in equity or at law;

         (d)      No consent,  approval,  order or  authorization  of, or  declaration,  filing or  registration  with,  any
                  governmental  entity is  required to be  obtained  or made by  Assignee  in  connection  with the
                  execution,  delivery or performance by Company of this PAAR Agreement,  or the consummation by it
                  of the transactions contemplated hereby; and

         (e)      No event has occurred  from the Closing  Date to the date hereof  which would  render the  representations
                  and warranties as to the related  Assigned Loans made by the Company in Sections 3.01 and 3.02 of
                  the Purchase Agreement to be untrue in any material respect.


                  Recognition of Assignee

         6.       From and after the date hereof,  Company shall recognize  Assignee as owner of the Assigned Loans
and will service the Assigned  Loans in accordance  with the Purchase  Agreement.  It is the intention of Assignor,
Company  and  Assignee  that this PAAR  Agreement  shall be  binding  upon and for the  benefit  of the  respective
successors  and  assigns of the  parties  hereto.  Neither  Company  nor  Assignor  shall  amend or agree to amend,
modify,  waiver,  or otherwise  alter any of the terms or provisions  of the Purchase  Agreement  which  amendment,
modification,  waiver or other  alteration  would in any way affect the Assigned  Loans  without the prior  written
consent of Assignee.




                                            Miscellaneous

         7.       All demands, notices and communications related to the Assigned Loans, the Purchase
Agreement and this PAAR Agreement shall be in writing and shall be deemed to have been duly given if personally
delivered at or mailed by registered mail, postage prepaid, as follows:


         (a)      In the case of Company:
                  HSBC MORTGAGE CORPORATION (USA)
                           Lori Miller / Senior Vice President
                  2929 Walden Avenue
                  Depew, New York 14043

                  With a copy to:

         (b)      In the case of Assignor:
                  [Name and address]

         (c)      In the case of Assignee:
                  EMC Mortgage Corporation
                  Mac Arthur Ridge II
                  909 Hidden Ridge Drive, Suite 200
                  Irving, Texas 75038
                  Attention:  Ralene Ruyle
                  Telecopier No.:  (972) 444-2810

                  with a copy  to:
                  Bear Stearns Mortgage Capital Corporation
                  383 Madison Avenue
                  New York, New York 10179
                  Attention: ___________
                  Telecopier No.:  (212) 272-____

         8.  Each party will pay any commissions it has incurred and the fees of its attorneys in connection with the
negotiations for, documenting of and closing of the transactions contemplated by this PAAR Agreement.


         9.       This PAAR  Agreement  shall be  construed in  accordance  with the laws of the State of New York,
without regard to conflicts of law principles,  and the obligations,  rights and remedies of the parties  hereunder
shall be determined in accordance with such laws.

         10.      No term or  provision  of this PAAR  Agreement  may be waived or  modified  unless such waiver or
modification  is in writing  and  signed by the party  against  whom such  waiver or  modification  is sought to be
enforced.

         11.      This PAAR  Agreement  shall  inure to the  benefit of the  successors  and assigns of the parties
hereto.  Any entity  into which  Assignor,  Assignee or Company may be merged or  consolidated  shall,  without the
requirement for any further writing, be deemed Assignor, Assignee or Company, respectively, hereunder.

         12.      This PAAR  Agreement  shall survive the conveyance of the Assigned  Loans,  the assignment of the
Purchase  Agreement  to the extent of the  Assigned  Loans by  Assignor  to  Assignee  and the  termination  of the
Purchase Agreement.

         13.      This  PAAR  Agreement  may  be  executed  simultaneously  in any  number  of  counterparts.  Each
counterpart  shall  be  deemed  to be an  original  and all such  counterparts  shall  constitute  one and the same
instrument.

         14.      In the event that any provision of this PAAR Agreement conflicts with any provision of the
Purchase Agreement with respect to the Assigned Loans, the terms of this PAAR Agreement shall control.  In the
event that any provision of this PAAR Agreement conflicts with any provision of the Confirmation with respect to
the Assigned Loans, the terms of this PAAR Agreement shall control.


                                            [Modification of Purchase Agreement

         15.      The Company and Assignor hereby amend the Purchase Agreement as follows:

         (a)      The following definitions are added to Section 1.01 of the Purchase Agreement:

         Securities Administrator:  ________________________

         Supplemental PMI Insurer:  ________________________

         Supplemental PMI Policy:   The  primary  guarantee  insurance  policy  of  the  Supplemental  PMI  Insurer
         attached  hereto as Exhibit J, or any  successor  Supplemental  PMI Policy  given to the  Servicer  by the
         Assignee.

         Trustee:          ________________________

         (b)      The following definition is amended and restated:

         Insurance Proceeds:        Proceeds  of any  Primary  Mortgage  Insurance  Policy,  the  Supplemental  PMI
         Policy,  any title policy,  any hazard  insurance policy or any other insurance policy covering a Mortgage
         Loan or  other  related  Mortgaged  Property,  including  any  amounts  required  to be  deposited  in the
         Custodial  Account  pursuant to Section  4.04,  to the extent such  proceeds  are not to be applied to the
         restoration  of the related  Mortgaged  Property or released to the Mortgagor in accordance  with Accepted
         Servicing Practices.

         (c)      The following are added as the fourth, fifth and sixth paragraphs of Section 4.08:

         "In connection  with its activities as servicer,  the Company agrees to prepare and present,  on behalf of
itself and the Purchaser,  claims to the  Supplemental PMI Insurer with respect to the Supplemental PMI Policy and,
in this regard,  to take such action as shall be necessary to permit  recovery  under any  Supplemental  PMI Policy
respecting a defaulted  Mortgage  Loan.  Pursuant to Section 4.04,  any amounts  collected by the Company under any
Supplemental  PMI Policy shall be deposited in the Custodial  Account,  subject to  withdrawal  pursuant to Section
4.05.

         In  accordance  with the  Supplemental  PMI Policy,  the Company  shall  provide to the  Supplemental  PMI
Insurer any required information regarding the Mortgage Loans.

         The Company  shall provide to the  [Securities  Administrator]  on a monthly  basis via computer  tape, or
other mutually acceptable format, the unpaid principal balance,  insurer  certificate  number,  lender loan number,
and premium due the  Supplemental  PMI Insurer for each Mortgage Loan covered by the  Supplemental  PMI Policy.  In
addition,  the Company  agrees to forward to the Purchaser and the  [Securities  Administrator]  any  statements or
other  reports  given by the  Supplemental  PMI  Insurer  to the  Servicer  in  connection  with a claim  under the
Supplemental PMI Policy."

         (d)      Clause (vi) of Section 6.1 is amended to read as follows:

         "Company  ceases to be approved by either  Fannie Mae or FHLMC as a mortgage  loan seller or servicer  for
more than thirty days, or the Company fails to meet the servicer  eligibility  requirements of the Supplemental PMI
Insurer; or"]

         IN WITNESS  WHEREOF,  the parties  hereto have executed  this PAAR  Agreement as of the day and year first
above written.

                                                              EMC MORTGAGE CORPORATION
                                                              Assignor

                                                              By:___________________________
                                                              Name:_________________________
                                                              Title:________________________


                                                              _______________________________
                                                              Assignee

                                                              By:___________________________
                                                              Name:_________________________
                                                              Title:________________________



                                                              HSBC MORTGAGE CORPORATION (USA)
                                                              Company

                                                              By:___________________________
                                                              Name:_________________________
                                                              Title:________________________



                                                   ATTACHMENT 1

                                              ASSIGNED LOAN SCHEDULE



                                                   ATTACHMENT 2

                                   PURCHASE, WARRANTIES AND SERVICING AGREEMENT


                                                     EXHIBIT E

                                               FORM OF TRIAL BALANCE


                                                     EXHIBIT G

                                   REQUEST FOR RELEASE OF DOCUMENTS AND RECEIPT

RE:      Mortgage Loan #___________________________________
BORROWER:__________________________________________________
PROPERTY: __________________________________________________


Pursuant  to a  Purchase,  Warranties  and  Servicing  Agreement  (the  "Agreement")  between  the  Company and the
Purchaser,  the undersigned  hereby certifies that he or she is an officer of the Company requesting release of the
documents for the reason specified below.  The undersigned further certifies that:

(Check one of the items below)

_____    On  _________________,  the above  captioned  mortgage  loan was paid in full or that the Company has been
notified  that payment in full has been or will be escrowed.  The Company  hereby  certifies  that all amounts with
respect to this loan  which are  required  under the  Agreement  have been or will be  deposited  in the  Custodial
Account as required.

_____    The above  captioned  loan is being  repurchased  pursuant  to the  terms of the  Agreement.  The  Company
hereby  certifies  that the  repurchase  price has been  credited to the  Custodial  Account as required  under the
Agreement.

_____    The above  captioned  loan is being  placed in  foreclosure  and the  original  documents  are required to
proceed with the  foreclosure  action.  The Company  hereby  certifies  that the documents  will be returned to the
Purchaser in the event of reinstatement.

_____    Other (explain)

_______________________________________________________
_______________________________________________________

All capitalized terms used herein and not defined shall have the meanings assigned to them in the Agreement.

         Based on this  certification  and the  indemnities  provided for in the  Agreement,  please release to the
Company all original mortgage documents in your possession relating to this loan.

Dated:_________________

By:________________________________
     Signature
    ___________________________________
         Title

Send documents to:         _____________________________________________
_____________________________________________
_____________________________________________

Acknowledgement:

         Purchaser  hereby  acknowledges  that all original  documents  previously  released on the above captioned
mortgage loan have been returned and received by the Purchaser.


Dated:________________

By:________________________________
     Signature

    _______________________________
     Title


                                                     EXHIBIT H


                                         COMPANY'S UNDERWRITING GUIDELINES


                                                     EXHIBIT I

                                                    TERM SHEET

         This TERM SHEET (the "Term  Sheet")  dated  _____________,  between HSBC  Mortgage  Corporation  (USA),  a
Delaware  corporation,  located at 2929 Walden  Avenue,  Depew,  New York 14043 (the  "Company")  and EMC  Mortgage
Corporation,  a Delaware  corporation,  located at Mac Arthur Ridge II, 909 Hidden Ridge Drive,  Suite 200, Irving,
Texas 75038 (the  "Purchaser")  is made pursuant to the terms and conditions of that certain  Purchase,  Warranties
and Servicing  Agreement (the  "Agreement")  dated as of May 1, 2002,  between the Company and the  Purchaser,  the
provisions of which are  incorporated  herein as if set forth in full herein,  as such terms and  conditions may be
modified or supplemented  hereby.  All initially  capitalized terms used herein unless otherwise defined shall have
the meanings ascribed thereto in the Agreement.

         The Purchaser  hereby  purchases from the Company and the Company  hereby sells to the  Purchaser,  all of
the  Company's  right,  title and interest in and to the Mortgage  Loans  described on the Mortgage  Loan  Schedule
annexed  hereto as  Schedule  I,  pursuant  to and in  accordance  with the terms and  conditions  set forth in the
Agreement,  as same may be supplemented  or modified  hereby.  Hereinafter,  the Company shall service the Mortgage
Loans for the benefit of the Purchaser and all  subsequent  transferees  of the Mortgage  Loans  pursuant to and in
accordance with the terms and conditions set forth in the Agreement.

1.       Definitions

         For purposes of the  Mortgage  Loans to be sold  pursuant to this Term Sheet,  the  following  terms shall
have the following meanings:

Aggregate Principal Balance
(as of the Cut-Off Date):

Closing Date:

Custodian:

Cut-off Date:

Initial Weighted Average
Mortgage Loan Remittance Rate:

Purchase Price Percentage:

Servicing Fee Rate:

         Except as modified herein, Section 8.01 of the Agreement shall remain in full force and effect as of the
date hereof.

                  IN WITNESS WHEREOF, the parties hereto have caused their names to be signed hereto by their
respective duly authorized officers as of the date first above written.


                                    HSBC MORTGAGE CORPORATION (USA)

                                    By:                                         
                                    Name:                                       
                                    Title:                                      



                                    EMC MORTGAGE CORPORATION


                                    By:                                         
                                    Name:                                       
                                    Title:                                      




                                                    SCHEDULE I

                                              MORTGAGE LOAN SCHEDULE



                                                     EXHIBIT J

                                                     [RESERVED]


                                                      EXHIBIT K

                                            COMPANY'S OBLIGATIONS IN CONNECTION
                                               WITH A RECONSTITUTION

o        The Company shall (i) possess the ability to service into a securitization; (ii) service on a
         "Scheduled/Scheduled" reporting basis (advancing through the liquidation of an REO Property), (iii) make
         compensating interest payments on payoffs and curtailments and (iv) remit and report to a master
         servicer in format acceptable to such master servicer by the 18th calendar day of each month, unless
         otherwise provided in the securitization documents.

o        The Company shall provide an acceptable annual certification (officer's certificate) to the master
         servicer (as required by the Sarbanes-Oxley Act of 2002) as well as any other annual certifications
         required under the securitization documents (i.e. the annual statement as to compliance/annual
         independent certified public accountants' servicing report due by March 15 of each year).

o        The Company shall allow for the Purchaser, the master servicer or their designee to perform a review of
         audited financials and net worth of the Company.

o        The Company shall provide a Uniform Single Attestation Program certificate and Management Assertion as
         requested by the master servicer or the Purchaser.

o        The Company shall provide information on each Custodial Account as requested by the master servicer or
         the Purchaser, and each Custodial Accounts shall comply with the requirements for such accounts as set
         forth in the securitization documents.

o        The Company shall maintain its servicing system in accordance with the requirements of the master
         servicer.






                                                 AMENDMENT REG AB
                                TO THE SELLER'S WARRANTIES AND SERVICING AGREEMENT

                  This is Amendment Reg AB (the  "Amendment Reg AB"),  dated as of November 7, 2005, by and between
EMC Mortgage  Corporation  (the"Purchaser"),  and HSBC Mortgage  Corporation  (USA) (the "Company") to that certain
Amended and Restated  Purchase,  Warranties and Servicing  Agreement,  dated as of September 1, 2005 by and between
the Company and the Purchaser, (as amended, modified or supplemented, the "Existing Agreement").

                                                    WITNESSETH

                  WHEREAS,  the Company and the Purchaser have agreed,  subject to the terms and conditions of this
Amendment Reg AB that the Existing  Agreement be amended to reflect  certain  agreed upon revisions to the terms of
the Existing Agreement.

                  Accordingly,  the  Company  and the  Purchaser  hereby  agree,  in  consideration  of the  mutual
premises and mutual obligations set forth herein, that the Existing Agreement is hereby amended as follows:

1._______Capitalized  terms  used  herein  but not  otherwise  defined  shall  have the  meanings  set forth in the
         Existing  Agreement.  The Existing  Agreement is hereby  amended by adding the  following  definitions  in
         their proper alphabetical order:

                  Commission: The United States Securities and Exchange Commission.

                  Company Information: As defined in Section 2(g)(i)(A)(1).

                  Depositor:  With respect to any Securitization Transaction, the Person identified in writing to
                  the Company by the Purchaser as depositor for such Securitization Transaction.

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

                  Master Servicer:  With respect to any Securitization  Transaction,  the "master servicer," if an,
                  identified in the related transaction documents.

                  Qualified  Correspondent:  Any Person from which the Company purchased  Mortgage Loans,  provided
                  that the following  conditions are satisfied:  (i) such Mortgage Loans were  originated  pursuant
                  to an  agreement  between the Company and such Person that  contemplated  that such Person  would
                  underwrite  mortgage  loans  from  time to time,  for sale to the  Company,  in  accordance  with
                  underwriting  guidelines  designated by the Company ("Designated  Guidelines") or guidelines that
                  do not vary  materially from such  Designated  Guidelines:  (ii) such Mortgage Loans were in fact
                  underwritten  as described in clause (i) above and were  acquired by the Company  within 180 days
                  after origination  (except that 1% of the Mortgage Loans in any  securitization may be within 240
                  days);  (iii) either (x) the  Designated  Guidelines  were, at the time such Mortgage  Loans were
                  originated,  used by the Company in the  origination  of  mortgage  loans of the same type as the
                  Mortgage Loans for the Company's own account or (y) the Designated  Guidelines  were, at the time
                  such Mortgage Loans were  underwritten,  designated by the Company on a consistent  basis for use
                  by lenders in  originating  mortgage  loans to be purchased by the Company;  and (iv) the Company
                  employed,  at the  time  such  Mortgage  Loans  were  acquired  by the  Company  pre-purchase  or
                  post-purchase  quality assurance procedures (which may involve,  among other things,  review of a
                  sample of  mortgage  loans  purchased  during a  particular  time  period or  through  particular
                  channels)  designed  to ensure that  Persons  from which it  purchased  mortgage  loans  properly
                  applied the underwriting criteria designated by the Company.

                  Reconstitution:  Any Securitization Transaction or Whole Loan Transfer.

                  Reconstitution  Agreement:  An  agreement  or  agreements  entered  into by the  Company  and the
                  Purchaser  and/or certain third parties in connection with a  Reconstitution  with respect to any
                  or all of the Mortgage Loans.

                  Regulation  AB:  Subpart  229.1100  -  Asset  Backed   Securities   (Regulation  AB),  17  C.F.R.
                  §§229.1100-229.1123,  as such may be amended from time to time, and subject to such clarification
                  and   interpretation   as  have  been  provided  by  the  Commission  in  the  adopting   release
                  (Asset-Backed Securities,  Securities Act Release No. 33-8518, 70 Fed. Reg. 1,506, 1,531 (Jan. 7,
                  2005)) or by the staff of the  Commission,  or as may be provided by the  Commission or its staff
                  from time to time.

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

                  Securitization  Transaction:  Any  transaction  involving  either (1) a sale or other transfer of
                  some or all of the Mortgage  Loans  directly or  indirectly  to an issuing  entity (as defined in
                  Regulation AB) in connection with an issuance of publicly offered or privately  placed,  rated or
                  unrated  mortgage-backed  securities or (2) an issuance of publicly offered or privately  placed,
                  rated or unrated securities,  the payments on which are determined  primarily by reference to one
                  or more  portfolios of  residential  mortgage loans  consisting,  in whole or in part, of some or
                  all of the Mortgage Loans.

                  Servicer:  As defined in Section 2(f)(iii).

                  Servicing  Criteria:  The  "servicing  criteria" set forth in Item 1122(d) of  Regulation  AB, as
                  such may be amended from time to time.

                  Static Pool Information: Information set forth in Item 1105(a) and 1105(c) of Regulation AB.

                  Subcontractor:  Any vendor, subcontractor or other Person that is not responsible for the
                  overall servicing (as "servicing" is commonly understood by participants in the mortgage-backed
                  securities market) of Mortgage Loans pursuant to a Reconstitution Agreement but performs one or
                  more discrete functions identified in Item 1122(d) of Regulation AB with respect to Mortgage
                  Loans (serviced by the Company under a Reconstitution Agreement) under the direction or
                  authority of the Company or a Subservicer.

                  Subservicer:  Any Person that  services  Mortgage  Loans on behalf of the  Company  (as  servicer
                  under a  Reconstitution  Agreement) or any  Subservicer  and is responsible  for the  performance
                  (whether  directly or through  Subservicers or  Subcontractors)  of a substantial  portion of the
                  material  servicing  functions  required to be performed by the Company  under this  Agreement or
                  any Reconstitution Agreement that are identified in Item 1122(d) of Regulation AB.

                  Third Party  Originator:  Each  Person,  other than a Qualified  Correspondent,  that  originated
                  Mortgage Loans acquired by the Company.

                  Whole Loan  Transfer:  Any sale or transfer of some or all of the  Mortgage  Loans,  other than a
                  Securitization Transaction.

2.       The  Purchaser  and the  Company  agree  that the  Existing  Agreement  is hereby  amended  by adding  the
         following provisions as an addendum:

(a)      (i)      The Company hereby represents to the Purchaser,  to any Master Servicer and to any Depositor,  as
                  of the date on which  information is first provided to the Purchaser,  any Master Servicer or any
                  Depositor under Section 2(f) that,  except as disclosed in writing to the Purchaser,  such Master
                  Servicer  or such  Depositor  prior  to such  date:  (i) the  Company  is not  aware  and has not
                  received notice that any default,  early  amortization or other performance  triggering event has
                  occurred as to any other  securitization  due to any act or failure to act of the  Company;  (ii)
                  the Company has not been  terminated as servicer in a residential  mortgage loan  securitization,
                  either due to a servicing  default or to application of a servicing  performance test or trigger;
                  (iii) no material  noncompliance  with the  applicable  servicing  criteria with respect to other
                  securitizations  of  residential  mortgage  loans  involving  the  Company as  servicer  has been
                  disclosed  or reported by the  Company;  (iv) no material  changes to the  Company's  policies or
                  procedures  with respect to the servicing  function it will perform under this  Agreement and any
                  Reconstitution  Agreement  for  mortgage  loans of a type  similar  to the  Mortgage  Loans  have
                  occurred  during  the  three-year  period  immediately   preceding  the  related   Securitization
                  Transaction;  (v) there are no aspects of the  Company's  financial  condition  that could have a
                  material  adverse  effect on the  performance by the Company of its servicing  obligations  under
                  this  Agreement  or  any  Reconstitution   Agreement;   (vi)  there  are  no  material  legal  or
                  governmental  proceedings  pending  (or  known  to be  contemplated)  against  the  Company,  any
                  Subservicer  or any  Third-Party  Originator of a type  identified in Item 1117 of Regulation AB;
                  and (vii) there are no affiliations,  relationships or transactions  relating to the Company, any
                  Subservicer or any  Third-Party  Originator  with respect to any  Securitization  Transaction and
                  any party  thereto  identified  by the  related  Depositor  of a type  described  in Item 1119 of
                  Regulation AB.

                  (ii)     If so  requested  by the  Purchaser,  any Master  Servicer or any  Depositor on any date
                  following the date on which  information is first provided to the Purchaser,  any Master Servicer
                  or any  Depositor  under Section 2(f),  the Company  shall within five Business  Days,  following
                  such  request,  to confirm in writing the  accuracy of the  representations  and  warranties  set
                  forth in  paragraph  (i) of this  Section  or, if any such  representation  and  warranty  is not
                  accurate  as of  the  date  of  such  request,  provide  reasonably  adequate  disclosure  of the
                  pertinent facts, in writing, to the requesting party.

(b)      The Company shall use its  reasonable  best efforts on or before March 1, but in no event later than March
                  15, of each calendar year,  commencing in 2007, to deliver to the Purchaser,  any Master Servicer
                  and any Depositor a statement of compliance  addressed to the Purchaser,  and Master Servicer and
                  such  Depositor  and signed by an  authorized  officer of the  Company,  to the effect that (i) a
                  review  of  the  Company's  activities  during  the  immediately   preceding  calendar  year  (or
                  applicable  portion  thereof) and of its  performance  under this  Agreement  and any  applicable
                  Reconstitution  Agreement during such period has been made under such officer's supervision,  and
                  (ii) to the best of such  officers'  knowledge,  based on such review,  the Company has fulfilled
                  all of its obligations  under this Agreement and any applicable  Reconstitution  Agreement in all
                  material  respects  throughout  such calendar year (or applicable  portion  thereof) or, if there
                  has been a  failure  to  fulfill  any  such  obligation  in any  material  respect,  specifically
                  identifying each such failure known to such officer and the nature and the status thereof.

(c)      (i)      The Company  shall use its  reasonable  best  efforts on or before March 1, but in no event later
                  than March 15, of each calendar year, commencing in 2007 to:

                                     (A)    Deliver to the Purchaser, any Master Servicer and any Depositor a
                           report (in form and substance reasonably satisfactory to the Purchaser, such Master
                           Servicer and such Depositor) regarding the Company's assessment of compliance with the
                           Servicing Criteria during the immediately preceding calendar year, as required under
                           Rules 13a-18 and 15d-18 of the Exchange Act and Item 1122 of Regulation AB.  Such
                           report shall be addressed to the Purchaser and such Depositor and signed by an
                           authorized officer of the Company, and shall address each of the Servicing Criteria
                           specified on a certification substantially in the form of Exhibit B hereto delivered
                           to the Purchaser at the time of any Securitization  Transaction;

                                     (B)    deliver to the Purchaser, any Master Servicer and any Depositor a
                           report of a registered public accounting firm reasonably acceptable to the Purchaser,
                           such Master Servicer and such Depositor that attests to, and reports on, the
                           assessment of compliance made by the Company and delivered pursuant to the preceding
                           paragraph.  Such attestation shall be in accordance with Rules 1-02(a)(3) and 2-02(g)
                           of Regulation S-X under the Securities Act and the Exchange Act;

                                     (C)    cause each Subservicer and each Subcontractor determined by the
                           Company pursuant to Section 2(e)(ii) to be "participating in the servicing function"
                           within the meaning of Item 1122 of Regulation AB (each, a "Participating Entity"), to
                           deliver to the Purchaser, and Master Servicer and any Depositor an assessment of
                           compliance and accountants' attestation as and when provided in paragraphs (i) and
                           (ii) of this Section 2(c); and

                                     (D)    deliver and cause each Subservicer and Subcontractor described in
                           clause (c) to provide , to the Purchaser, and Master Servicer, any Depositor and any
                           other Person that will be responsible for signing the certification (a "Sarbanes
                           Certification") required by Rules 13a-14(d) and 15d-14(d) under the Exchange Act
                           (pursuant to Section 302 of the Sarbanes-Oxley Act of 2002) on behalf of an
                           asset-backed issuer with respect to a Securitization Transaction a certification
                           signed by the appropriate officer of the company in the form attached hereto as
                           Exhibit A.

                           The Company acknowledges that the parties identified in clause (i)(D) above may rely
                  on the certification provided by the Company pursuant to such clause in signing a Sarbanes
                  Certification and filing such with the Commission.

                           (ii)     Each assessment of compliance provided by a Subservicer pursuant to Section
                  2(c)(i)(A) shall address each of the Servicing Criteria specified on a certification
                  substantially in the form of Exhibit B hereto delivered to the Purchaser concurrently with the
                  execution of this Agreement or, in the case of a Subservicer subsequently appointed as such, on
                  or prior to the date of such appointment.  An assessment of compliance provided by a
                  Subcontractor pursuant to Section 2(c)(i)(C) need not address any elements of the Servicing
                  Criteria other than those specified by the Company pursuant to Section 2(e).

(d)      [Reserved]

(e)      The Company  shall not hire or  otherwise  utilize the services of any  Subservicer  to fulfill any of the
                  obligations  of the Company as servicer  under this  Agreement  or any  Reconstitution  Agreement
                  unless the  Company  complies  with the  provisions  of clause (i) of this  Section.  The Company
                  shall not hire or otherwise utilize the services of any  Subcontractor,  and shall not permit any
                  Subservicer  to hire or otherwise  utilize the services of any  Subcontractor,  to fulfill any of
                  the obligations of the Company as servicer under this Agreement or any  Reconstitution  Agreement
                  unless the Company complies with the provisions of 2(e)(ii) of this Section.

(i)      It shall not be necessary  for the Company to seek the consent of the  Purchaser,  any Master  Servicer or
                  any Depositor to the  utilization  of any  Subservicer.  The Company shall cause any  Subservicer
                  used by the Company (or by any  Subservicer)  for the benefit of the  Purchaser and any Depositor
                  to comply with the  provisions of this Section and with Sections  2(a),  2(b),  2(c),  2(f)(iii),
                  2(f)(v) and 2(g) of this  Agreement to the same extent as if such  Subservicer  were the Company,
                  and to provide the information  required with respect to such Subservicer  under Section 2(f)(iv)
                  of this  Agreement.  The Company shall be  responsible  for obtaining from each  Subservicer  and
                  delivering to the Purchaser and any Depositor any servicer  compliance  statement  required to be
                  delivered by such  Subservicer  under Section 2(b), any assessment of compliance and  attestation
                  required to be delivered by such Subservicer  under Section 2(c) and any  certification  required
                  to be delivered  to the Person that will be  responsible  for signing the Sarbanes  Certification
                  under Section 2(c) as and when required to be delivered.

(ii)     It shall not be necessary  for the Company to seek the consent of the  Purchaser  or any  Depositor to the
                  utilization  of any  Subcontractor.  The  Company  shall  promptly  upon  request  provide to the
                  Purchaser  and any Depositor (or any designee of the  Depositor,  such as any Master  Servicer or
                  an  administrator)  a written  description (in form and substance  satisfactory to the Purchaser,
                  such  Depositor  and  such  Master  Servicer)  of the  role and  function  of each  Subcontractor
                  utilized  by  the  Company  or  any  Subservicer,  specifying  (A)  the  identity  of  each  such
                  Subcontractor,  (B) which (if any) of such  Subcontractors  are Participating  Entities,  and (C)
                  which  elements  of the  Servicing  Criteria  will be  addressed  in  assessments  of  compliance
                  provided by each Subcontractor identified pursuant to clause (B) of this paragraph.

                  As a condition to the utilization of any  Subcontractor  determined to be  "participating  in the
                  servicing  function"  within the meaning of Item 1122 of  Regulation  AB, the Company shall cause
                  any such  Subcontractor  used by the  Company  (or by any  Subservicer)  for the  benefit  of the
                  Purchaser  and any  Depositor  to comply with the  provisions  of Sections  2(c) and 2(g) of this
                  Agreement  to the same extent as if such  Subcontractor  were the Company.  The Company  shall be
                  responsible  for  obtaining  from each  Subcontractor  and  delivering  to the  Purchaser and any
                  Depositor any assessment of compliance and attestation and the other  certifications  required to
                  be delivered by such Subservicer and such  Subcontractor  under Section 2(c), in each case as and
                  when required to be delivered.

(f)      In  connection  with any  Securitization  Transaction  the  Company  shall (1) within five  Business  Days
         following  request by the Purchaser or any Depositor,  to provide to the Purchaser and such Depositor (or,
         as  applicable,  cause each  Third-Party  Originator and each  Subservicer to provide),  in writing and in
         form and substance  reasonably  satisfactory  to the Purchaser and such  Depositor,  the  information  and
         materials  specified in paragraphs  (i),  (ii),  (iii),  (vi) and (vii) of this Section  2(f),  and (2) as
         promptly as  practicable  following  notice to or discovery by the Company,  provide to the  Purchaser and
         any  Depositor  (in writing and in form and substance  reasonably  satisfactory  to the Purchaser and such
         Depositor) the information specified in paragraph (iv) of this Section.

(i)      If so requested by the Purchaser or any Depositor in connection  with a  Securitization  Transaction,  the
                  Company shall provide such information  regarding (x) the Company,  as originator of the Mortgage
                  Loans  (including as an acquirer of Mortgage Loans from a Qualified  Correspondent),  or (y) each
                  Third-Party  Originator,  and  (z) as  applicable,  each  Subservicer,  as is  requested  for the
                  purpose of compliance  with Items  1103(a)(1),  1105,  1110, 1117 and 1119 of Regulation AB. Such
                  information shall include, at a minimum:

                                    (A)     the originator's form of organization;

                                    (B)     a description of the originator's origination program and how long
                           the originator has been engaged in originating residential mortgage loans, which
                           description shall include a discussion of the originator's experience in originating
                           mortgage loans of a similar type as the Mortgage Loans; information regarding the size
                           and composition of the originator's origination portfolio; and information that may be
                           material, in the good faith judgment of the Purchaser or any Depositor, to an analysis
                           of the performance of the Mortgage Loans, including the originators' credit-granting
                           or underwriting criteria for mortgage loans of similar type(s) as the Mortgage Loans
                           and such other information as the Purchaser or any Depositor may reasonably request
                           for the purpose of compliance with Item 1110(b)(2) of Regulation AB;

                                    (C)     a description of any material legal or governmental proceedings
                           pending (or known to be contemplated) of a type described in Item 1117 of Regulation
                           AB against the Company, each Third-Party Originator and each Subservicer; and

                                    (D)     a description of any affiliation or relationship of a type described
                           in Item 1119 of Regulation AB between the Company, each Third-Party Originator, each
                           Subservicer and any of the following parties to a Securitization Transaction, as such
                           parties are identified to the Company by the Purchaser or any Depositor in writing in
                           advance of such Securitization Transaction:

                                            (1)      the sponsor;
                                            (2)      the depositor;
                                            (3)      the issuing entity;
                                            (4)      any servicer;
                                            (5)      any trustee;
                                            (6)      any originator;
                                            (7)      any significant obligor;
                                            (8)      any enhancement or support provider; and
                                            (9)      any other material transaction party.

(ii)     If so requested by the Purchaser or any  Depositor,  the Company shall provide (or, as  applicable,  cause
                  each  Third-Party  Originator to provide)  Static Pool  Information  with respect to the mortgage
                  loans (of a similar type as the Mortgage  Loans,  as  reasonably  identified  by the Purchaser as
                  provided  below)  originated  by (a) the  Company,  if the Company is an  originator  of Mortgage
                  Loans  (including as an acquirer of Mortgage  Loans from a Qualified  Correspondent),  and/or (b)
                  each Third-Party  Originator.  Such Static Pool Information  shall be prepared by the Company (or
                  Third-Party  Originator)  on the  basis  of its  reasonable,  good  faith  interpretation  of the
                  requirements  of Item  1105(a)(1)-(3)  of  Regulation  AB. To the extent that there is reasonably
                  available to the Company (or  Third-Party  Originator)  Static Pool  Information  with respect to
                  more than one mortgage loan type,  the  Purchaser or any  Depositor  shall be entitled to specify
                  whether  some or all of such  information  shall be  provided  pursuant  to this  paragraph.  The
                  content of such Static Pool Information may be in the form  customarily  provided by the Company,
                  and need not be  customized  for the  Purchaser or any  Depositor.  Such Static Pool  Information
                  for each vintage  origination year or prior securitized  pool, as applicable,  shall be presented
                  in increments no less  frequently  than quarterly over the life of the mortgage loans included in
                  the vintage  origination  year or prior  securitized  pool.  The most recent  periodic  increment
                  must be as of a date no  later  than  135  days  prior  to the  date of the  prospectus  or other
                  offering  document in which the Static Pool  Information  is to be  included or  incorporated  by
                  reference.  The Static Pool Information  shall be provided in an electronic  format that provides
                  a permanent record of the information  provided,  such as a portable  document format (pdf) file,
                  or other such  electronic  format  reasonably  required by the  Purchaser  or the  Depositor,  as
                  applicable.

                  Promptly  following notice or discovery of a material error in Static Pool  Information  provided
                  pursuant to the  immediately  preceding  paragraph  (including  an  omission  to include  therein
                  information  required  to be provided  pursuant to such  paragraph),  the Company  shall  provide
                  corrected Static Pool Information to the Purchaser or any Depositor,  as applicable,  in the same
                  format in which Static Pool Information was previously provided to such party by the Company.

                  If so requested by the Purchaser or any Depositor, the Company shall provide (or, as
                  applicable, cause each Third-Party Originator to provide), at the expense of the requesting
                  party (to the extent of any additional incremental expense associated with delivery pursuant to
                  this Agreement), such statements and agreed-upon procedures letters of certified public
                  accountants reasonably acceptable to the Purchaser or Depositor, as applicable, pertaining to
                  Static Pool Information relating to prior securitized pools for securitizations closed on or
                  after January 1, 2006 or, in the case of Static Pool Information with respect to the Company's
                  or Third-Party Originator's originations or purchases, to calendar months commencing January 1,
                  2006, as the Purchaser or such Depositor shall reasonably request.  Such statements and letters
                  shall be addressed to and be for the benefit of such parties as the Purchaser or such Depositor
                  shall designate, which may include, by way of example, any Sponsor, any Depositor and any
                  broker dealer acting as underwriter, placement agent or initial purchaser with respect to a
                  Securitization Transaction.  Any such statement or letter may take the form of a standard,
                  generally applicable document accompanied by a reliance letter authorizing reliance by the
                  addressees designated by the Purchaser or such Depositor.

(iii)    If so requested by the Purchaser or any Depositor,  the Company shall provide such  information  regarding
                  the Company,  as servicer of the Mortgage Loans,  and each  Subservicer  (each of the Company and
                  each  Subservicer,  for  purposes of this  paragraph,  a  "Servicer"),  as is  requested  for the
                  purpose of compliance  with Items 1108,  1117 and 1119 of Regulation AB. Such  information  shall
                  include, at a minimum:

                                    (A)     the Servicer's form of organization;
(1)      (B)               a description of how long the Servicer has been servicing residential mortgage loans;
                           a general discussion of the Servicer's experience in servicing assets of any type as
                           well as a more detailed discussion of the Servicer's experience in, and procedures
                           for, the servicing function it will perform under this Agreement and any
                           Reconstitution Agreements; information regarding the size, composition and growth of
                           the Servicer's portfolio of residential mortgage loans of a type similar to the
                           Mortgage Loans and information on factors related to the Servicer that may be
                           material, in the good faith judgment of the Purchaser or any Depositor, to any
                           analysis of the servicing of the Mortgage Loans or the related asset-backed
                           securities, as applicable, including, without limitation:
(2)      (1)                                whether any prior securitizations of mortgage loans of a type similar
                                            to the Mortgage Loans involving the Servicer have defaulted or
                                            experienced an early amortization or other performance triggering
                                            event because of servicing during the three-year period immediately
                                            preceding the related Securitization Transaction;
                                                     (2)      the extent of outsourcing the Servicer utilizes;
                                                     (3)      whether there has been previous disclosure of
                                            material noncompliance with the applicable servicing criteria with
                                            respect to other securitizations of residential mortgage loans
                                            involving the Servicer as a servicer during the three-year period
                                            immediately preceding the related Securitization Transaction;
                                                     (4)      whether the Servicer has been terminated as
                                            servicer in a residential mortgage loan securitization, either due to
                                            a servicing default or to application of a servicing performance test
                                            or trigger; and
                                                     (5)      such other information as the Purchaser or any
                                            Depositor may reasonably request for the purpose of compliance with
                                            Item 1108(b)(2) of Regulation AB;
(3)      (C)               a description of any material changes during the three-year period immediately
                           preceding the related Securitization Transaction to the Servicer's policies or
                           procedures with respect to the servicing function it will perform under this Agreement
                           and any Reconstitution Agreements for mortgage loans of a type similar to the Mortgage
                           Loans;
(4)      (D)               information regarding the Servicer's financial condition, to the extent that there is
                           a material risk that an adverse financial event or circumstance involving the Servicer
                           could have a material adverse effect on the performance by the Company of its
                           servicing obligations under this Agreement or any Reconstitution Agreement;
(5)      (E)               information regarding advances made by the Servicer on the Mortgage Loans and the
                           Servicer's overall servicing portfolio of residential mortgage loans for the
                           three-year period immediately preceding the related Securitization Transaction, which
                           may be limited to a statement by an authorized officer of the Servicer to the effect
                           that the Servicer has made all advances required to be made on residential mortgage
                           loans serviced by it during such period, or, if such statement would not be accurate,
                           information regarding the percentage and type of advances not made as required, and
                           the reasons for such failure to advance;
(6)      (F)               a description of the Servicer's processes and procedures designed to address any
                           special or unique factors involved in servicing loans of a similar type as the
                           Mortgage Loans;

                                    (G)     a description of the Servicer's processes for handling delinquencies,
                           losses, bankruptcies and recoveries, such as through liquidation of mortgaged
                           properties, sale of defaulted mortgage loans or workouts;

(H)      information as to how the Servicer  defines or determines  delinquencies  and  charge-offs,  including the
                            effect  of any grace  period,  re-aging,  restructuring,  partial  payments  considered
                            current or other practices with respect to delinquency and loss experience; and

                                    (I)     a description of any material legal or governmental proceedings
                           pending (or known to be contemplated) against the Servicer;

                                    (J)     a description of any affiliation or relationship between the Servicer
                            and any of the following parties to a Securitization Transaction, as such parties are
                            identified to the Servicer by the Purchaser or any Depositor in writing in advance of
                            such Securitization Transaction:

                                            (1)      the sponsor;
                                            (2)      the depositor;
                                            (3)      the issuing entity;
                                            (4)      any servicer;
                                            (5)      any trustee;
                                            (6)      any originator;
                                            (7)      any significant obligor;
                                            (8)      any enhancement or support provider; and
                                            (9)      any other material transaction party.


(iv)     [For the purpose of satisfying the reporting  obligation  under the Exchange Act with respect to any class
                  of asset-backed  securities,  the Company shall (or shall cause each  Subservicer and Third-Party
                  Originator  to)  (i)  provide  prompt  notice  to the  Purchaser,  and  Master  Servicer  and any
                  Depositor  in  writing of (A) any  material  litigation  or  governmental  proceedings  of a type
                  described  in  Item  1117  of  Regulation  AB  involving  the  Company,  any  Subservicer  or any
                  Third-Party  Originator  (B)) any  affiliations  or  relationships  that  develop  following  the
                  closing  date of a  Securitization  between  the  Company,  any  Subservicer  or any  Third-Party
                  Originator  and any of the parties  specified in clause (D) of paragraph (i) of this Section 2(f)
                  (and any other  parties  identified  in writing by the  requesting  party)  with  respect to such
                  Securitization  Transaction,  (C) any Event of Default  under the terms of this  Agreement or any
                  Reconstitution  Agreement,  (D) any merger,  consolidation  or sale of  substantially  all of the
                  assets of the Company,  and (E) the  Company's  entry into any agreement  with a  Subservicer  to
                  perform or assist in the  performance  of any of the Company's  obligations  under this Agreement
                  or any  Reconstitution  Agreement  and  (ii)  provide  to  the  Purchaser  and  any  Depositor  a
                  description of such  proceedings,  affiliations or  relationships.  All notification  pursuant to
                  clause (A) should be sent to:

                  EMC Mortgage Corporation

                  2780 Lake Vista Drive

                  Lewisville, TX 75067-3884

                  Attention:  Conduit Seller Approval Dept.

                  Facsimile:  (214) 626-3751

                  Email:  sellerapproval@bear.com



                  With a copy to:



                  Bear, Stearns & Co. Inc.

                  383 Madison Avenue, 3rd floor

                  New York, NY 10179

                  Attention:  Global Credit Administration

                  Facsimile:  (212) 272-6564



                  Notifications pursuant to clause (B) should be sent to:



                  EMC Mortgage Corporation

                  Two Mac Arthur Ridge

                  909 Hidden Ridge Drive, Suite 200

                  Irving, TX 75038

                  Attention:  Associate General Counsel for Loan Administration

                  Facsimile:  (972) 831-2555



                  With copies to:



                  Bear, Stearns & Co. Inc.

                  383 Madison Avenue, 3rd floor

                  New York, NY 10179

                  Attention:  Global Credit Authorization

                  Facsimile:  (212) 272-6564



                  EMC Mortgage Corporation

                  2780 Lake Vista Drive

                  Lewisville, TX 75067-3884

                  Attention:  Conduit Seller Approval Dept.

                  Facsimile:  (214) 626-3751

                  Email:  sellerapproval@bear.com

(v)      As a condition to the succession to the Company or any  Subservicer as servicer or subservicer  under this
                  Agreement  or any  Reconstitution  Agreement  by any Person  (i) into  which the  Company or such
                  Subservicer may be merged or  consolidated,  or (ii) which may be appointed as a successor to the
                  Company or any Subservicer,  the Company shall provide to the Purchaser,  any Master Servicer and
                  any  Depositor,  at least 15 calendar  days prior to the  effective  date of such  succession  or
                  appointment,  (x)  written  notice to the  Purchaser  and any  Depositor  of such  succession  or
                  appointment  and  (y) in  writing  and in  form  and  substance  reasonably  satisfactory  to the
                  Purchaser  and such  Depositor,  all  information  reasonably  requested by the  Purchaser or any
                  Depositor  in order to comply  with its  reporting  obligation  under  Item 6.02 of Form 8-K with
                  respect to any class of asset-backed securities.

(vi)     In addition to such  information as the Company,  as servicer,  is obligated to provide  pursuant to other
                  provisions  of this  Agreement,[  not later than ten days prior to the  deadline  for the filing
                  of any  distribution  report on Form 10-D in  respect  of any  Securitization  Transaction  that
                  includes any of the Mortgage  Loans serviced by the Company or any  Subservicer,  the Company or
                  such Subservicer,  as applicable,  shall, but only to the extent the Company or such Subservicer
                  has  knowledge,  provide  to the  party  responsible  for  filing  such  report  (including,  if
                  applicable,  the Master  Servicer) notice of the occurrence of any of the following events along
                  with all  information,  data, and material  related thereto as may be required to be included in
                  the related  distribution  report on Form 10-D (as specified in the  provisions of Regulation AB
                  referenced below):

i.       any  material  modifications,  extensions  or waivers of  Mortgage  Loans  serviced  by the Company or its
                                         Subservicer  terms,  fees,  penalties or payments during the  distribution
                                         period  or  that  have  cumulatively   become  material  over  time  (Item
                                         1121(a)(11) of Regulation AB);

ii.      material  breaches  of Mortgage  Loans  serviced by the  Company or its  Subservicers  representations  or
                                         warranties or transaction  covenants (Item  1121(a)(12) of Regulation AB);
                                         and

iii.     information  regarding any Mortgage  Loans serviced by the Company or its  Subservicers  changes (such as,
                                         additions,  substitutions  or  repurchases),  and any material  changes in
                                         origination,  underwriting  or other criteria for acquisition or selection
                                         of pool  assets as it  relates  to a  substitution  (Item  1121(a)(14)  of
                                         Regulation AB),

                           the Company  shall  provide to the  Purchaser,  any Master  Servicer and any  Depositor,
                  evidence of the  authorization of the person signing any  certification  and, no more than once a
                  year,  copies or other  evidence of Fidelity  Bond  Insurance  and Errors and Omission  Insurance
                  Policy,  financial  information and reports, and such other information related to the Company or
                  any Subservicer or the Company or such Subservicer's  performance  hereunder,  which items may be
                  accepted  in  the  forms  acceptable  to  the  Company's  and  Subservicer's  regulators  or  the
                  agencies.  [ (i)  The Company shall  indemnify the  Purchaser,  each  affiliate of the Purchaser,
                  and each of the following  parties  participating in a Securitization  Transaction:  each sponsor
                  and  issuing  entity;  each  Person  (including,  but not  limited  to, any Master  Servicer,  if
                  applicable)  responsible  for the  preparation,  execution or filing of any report required to be
                  filed with the Commission with respect to such  Securitization  Transaction,  or for execution of
                  a  certification  pursuant  to Rule  13a-14(d)  or Rule  15d-14(d)  under the  Exchange  Act with
                  respect to such Securitization Transaction;  each broker dealer acting as underwriter,  placement
                  agent or  initial  purchaser,  each  Person who  controls  any of such  parties or the  Depositor
                  (within the meaning of Section 15 of the  Securities Act and Section 20 of the Exchange Act); and
                  the  respective  present  and  former  directors,  officers,  employees  ,agents ] of each of the
                  foregoing  and of the  Depositor  (each,  an  "Indemnified  Party"),  and shall hold each of them
                  harmless from and against any claims,  losses,  damages,  penalties,  fines,  forfeitures,  legal
                  fees and expenses and related costs,  judgments,  and any other costs, fees and expenses that any
                  of them may sustain arising out of or based upon:

                           (A)(1)   any untrue statement of a material fact contained or alleged to be contained
                  in any information, report, certification, data,  accountants' letter or other material
                  provided in written or electronic form under this Amendment Reg AB by or on behalf of the
                  Company, or provided under this Amendment Reg AB by or on behalf of any Subservicer,
                  Subcontractor or Third-Party Originator (collectively, the "Company Information"), or (2) the
                  omission or alleged omission to state in the Company Information a material fact required to be
                  stated in the Company Information or necessary in order to make the statements therein, in the
                  light of the circumstances under which they were made, not misleading; provided, by way of
                  clarification, that clause (2) of this paragraph shall be construed solely by reference to the
                  Company Information and not to any other information communicated in connection with a sale or
                  purchase of securities, without regard to whether the Company Information or any portion
                  thereof is presented together with or separately from such other information;

                           (B)      any breach by the Company of its obligations under this agreement, including
                  particularly any failure by the Company, any Subservicer, any Subcontractor or any Third-Party
                  Originator to deliver any information, report, certification, accountants' letter or other
                  material when and as required under this Amendment Reg AB, including any failure by the Company
                  to identify pursuant to Section 2(e)(ii) any Subcontractor "participating in the servicing
                  function" within the meaning of Item 1122 of Regulation AB; or

(C)      any breach by the Company of a representation or warranty set forth in Section 2(a)(i) or in a writing
                                    furnished pursuant to Section 2(a)(ii) and made as of a date prior to the
                                    closing date of the related Securitization Transaction, to the extent that
                                    such breach is not cured by such closing date, or any breach by the Company of
                                    a representation or warranty in a writing furnished pursuant to Section
                                    2(a)(ii) to the extent made as of a date subsequent to such closing date.
(D)      The negligence bad faith or willful misconduct of the Company in connection with its performance under
                   this Amendment.

                           If the indemnification provided for herein is unavailable or insufficient as
                           determined by a court of law to hold harmless an Indemnified Party, then the Company
                           agrees that it shall contribute to the amount paid or payable by such Indemnified
                           Party as a result of any claims, losses, damages or liabilities incurred by such
                           Indemnified Party in such proportion as is appropriate to reflect relative fault of
                           such Indemnified Party on the one hand and the Company on the other.
                           In the case of any failure of  performance  described  in clause  (i)(B) of this Section
                  2(g), the Company shall  promptly  reimburse the Purchaser,  any  Depositor,  as applicable,  and
                  each Person  responsible  for the  preparation,  execution or filing of any report required to be
                  filed with the Commission with respect to such  Securitization  Transaction,  or for execution of
                  a  certification  pursuant  to Rule  13a-14(d)  or Rule  15d-14(d)  under the  Exchange  Act with
                  respect  to such  Securitization  Transaction,  for all costs  reasonably  incurred  by each such
                  party in order to obtain the information,  report,  certification,  accountants'  letter or other
                  material not delivered as required by the Company,  any  Subservicer,  any  Subcontractor  or any
                  Third-Party Originator.

                           This   indemnification   shall  survive  the   termination  of  this  Agreement  or  the
                  termination of any party to this Agreement.

                  (ii)     (A)      Any failure by the Company, any Subservicer, any Subcontractor or any
                  Third-Party Originator to deliver any information, report, certification, accountants' letter
                  or other material when and as required under this Amendment Reg AB, or any breach by the
                  Company of a representation or warranty set forth in Section 2(a)(i)  or in a writing furnished
                  pursuant to Section 2(a)(ii) and made as of a date prior to the closing date of the related
                  Securitization Transaction, to the extent that such breach is not cured by such closing date,
                  or any breach by the Company of a representation or warranty in a writing furnished pursuant to
                  Section 2(a)(ii) to the extent made as of a date subsequent to such closing date, shall, except
                  as provided in clause (B) of this paragraph, immediately and automatically, without notice or
                  grace period, constitute an Event of Default with respect to the Company under this Agreement
                  and any applicable Reconstitution Agreement, and shall entitle the Purchaser or any Depositor,
                  as applicable, in its sole discretion to terminate the rights and obligations of the Company as
                  servicer under this Agreement and/or any applicable Reconstitution Agreement without payment
                  (notwithstanding anything in this Agreement or any applicable Reconstitution Agreement to the
                  contrary) of any compensation to the Company and if the Company is servicing any of the
                  Mortgage Loans in a Securitization Transaction appoint a successor servicer reasonably
                  acceptable to any Master Servicer for such Securitization Transaction; provided that to the
                  extent that any provision of this Agreement and/or any applicable Reconstitution Agreement
                  expressly provides for the survival of certain rights or obligations following termination of
                  the Company as servicer, such provision shall be given effect.

                           (B)      Any failure by the Company, any Subservicer or any Subcontractor to deliver
                  any information, report, certification or accountants' letter when and as required under
                  Section 2(b) or 2(c), including (except as provided below) any failure by the Company to
                  identify pursuant to Section 2(e)(ii) any Subcontractor "participating in the servicing
                  function" within the meaning of Item 1122 of Regulation AB, which continues unremedied for ten
                  calendar days after the date on which such information, report, certification or accountants'
                  letter was required to be delivered shall constitute an Event of Default with respect to the
                  Company under this Agreement and any applicable Reconstitution Agreement, and shall entitle the
                  Purchaser, any Master Servicer or any Depositor, as applicable, in its sole discretion to
                  terminate the rights and obligations of the Company as servicer under this Agreement and/or any
                  applicable Reconstitution Agreement without payment  (notwithstanding anything in this
                  Agreement to the contrary) of any compensation to the Company; provided that to the extent that
                  any provision of this Agreement and/or any applicable Reconstitution Agreement expressly
                  provides for the survival of certain rights or obligations following termination of the Company
                  as servicer, such provision shall be given effect.

                           Neither the Purchaser nor any Depositor shall be entitled to terminate the rights and
                  obligations of the Company pursuant to this subparagraph (ii)(B) if a failure of the Company to
                  identify a Subcontractor "participating in the servicing function" within the meaning of Item
                  1122 of Regulation AB was attributable solely to the role or functions of such Subcontractor
                  with respect to mortgage loans other than the Mortgage Loans.

                  (C)      The Company shall  promptly  reimburse the Purchaser (or any designee of the  Purchaser,
                  such as a  master  servicer)  and any  Depositor,  as  applicable,  for all  reasonable  expenses
                  incurred  by the  Purchaser  (or  such  designee)  or such  Depositor  as such are  incurred,  in
                  connection  with the  termination of the Company as servicer and the transfer of servicing of the
                  Mortgage  Loans to a  successor  servicer.  The  provisions  of this  paragraph  shall  not limit
                  whatever  rights  the  Purchaser  or any  Depositor  may  have  under  other  provisions  of this
                  Agreement and/or any applicable  Reconstitution  Agreement or otherwise,  whether in equity or at
                  law, such as an action for damages, specific performance or injunctive relief.

                  (iii) The Purchaser  shall  indemnify the Company,  each affiliate of the Company and each Person
                  who controls the Company or such  affiliate and their  respective  present and former  directors,
                  officers,  employees  and  agents,  and hold each of them  harmless  from and against any losses,
                  damages,  penalties,  fines,  forfeitures,  legal fees and expenses and related costs, judgments,
                  and any other  costs,  fees and  expenses  that each of them may sustain  arising out of or based
                  upon any claims arising out of or in connection  with any  information  set forth in any offering
                  document  prepared in connection with any  Securitization  Transaction  other than a statement or
                  omission arising out of, resulting from, or based upon the Company Information.

                  For purposes of the Amendment and any related provisions  thereto,  each Master Servicer shall be
      considered a third-party  beneficiary of this  Agreement,  entitled to all the rights and benefits  hereof as
      if it were a direct party to this Agreement.

3.       The Company  acknowledges  that a Subservicer  or  Subcontractor  that  performs  services with respect to
         mortgage  loans  involved  in a  Securitization  Transaction  in  addition  to the  Mortgage  Loans may be
         determined  by a Depositor  to be a  Participating  Entity on the basis of the  aggregate  balance of such
         mortgage  loans,  without regard to whether such  Subservicer or  Subcontractor  would be a  Participating
         Entity  with  respect  to the  Mortgage  Loans  viewed in  isolation.  The  Company  shall (A)  respond as
         promptly as  practicable  to any good faith  request by the  Purchaser or any  Depositor  for  information
         regarding each Subservicer and each  Subcontractor  and (B) cause each Subservicer and each  Subcontractor
         with respect to which the  Purchaser or any  Depositor  requests  delivery of an  assessment of compliance
         and accountants' attestation to deliver such within the time required under Section 2(c).

4.       Notwithstanding  any other  provision of this  Amendment Reg AB, (i) the Company shall seek the consent of
         the Purchaser  for the  utilization  of all third party  service  providers,  including  Subservicers  and
         Subcontractors,  when  required by and in  accordance  with the terms of the Existing  Agreement  and (ii)
         references to the Purchaser  shall be deemed to include any assignees or designees of the Purchaser,  such
         as any Depositor, a master servicer or a trustee.

5.       The Existing  Agreement is hereby amended by adding the Exhibits  attached hereto as Exhibit A and Exhibit
         B to the end thereto.

6.       References in this  Amendment Reg AB to "this  Agreement" or words of similar import  (including  indirect
         references to the  Agreement)  shall be deemed to be  references  to the Existing  Agreement as amended by
         this  Amendment Reg AB. Except as expressly  amended and modified by this  Amendment Reg AB, the Agreement
         shall  continue to be, and shall  remain,  in full force and effect in accordance  with its terms.  In the
         event of a conflict between this Amendment Reg AB and any other document or agreement,  including  without
         limitation the Existing Agreement, this Amendment Reg AB shall control.

7.       This  Amendment Reg AB shall be governed by and construed in accordance  with the laws of the State of New
         York,  or federal law as  applicable,  without  reference  to its conflict of law  provisions  (other than
         Section 5-1401 of the General  Obligations  Law), and the obligations,  rights and remedies of the parties
         hereunder shall be determined in accordance with such laws.

8.       This  Amendment  Reg AB may be executed in one or more  counterparts  and by different  parties  hereto on
         separate counterparts, each of which, when so executed, shall constitute one and the same agreement.

9.       This  Amendment  Reg AB shall bind and inure to the benefit of and be  enforceable  by the Company and the
         Purchaser  and the  respective  permitted  successors  and assigns of the Company and the  successors  and
         assigns of the Purchaser.

10.      This Amendment Reg AB will become  effective as of the date first mentioned  above.  This Amendment Reg AB
         shall not be assigned,  pledged or  hypothecated by the Company to a third party without the prior written
         consent of the  Purchaser,  which  consent may be withheld by the  Purchaser in its sole  discretion.  The
         Existing  Agreement as amended by this Amendment Reg AB may be assigned,  pledged or  hypothecated  by the
         Purchaser  in  whole or in part,  and with  respect  to one or more of the  Mortgage  Loans,  without  the
         consent  of the  Company.  There  shall  be no  limitation  on the  number  of  assignments  or  transfers
         allowable by the Purchaser  with respect to the Mortgage  Loans and this Amendment Reg AB and the Existing
         Agreement.

11.      Intent of the Parties; Reasonableness.

         The Purchaser and the Company acknowledge and agree that the purpose of this Amendment Reg AB is to
facilitate compliance by the Purchaser and any Depositor with the provisions of Regulation AB and related rules
and regulations of the Commission.  Although Regulation AB is applicable by its terms only to offerings of
asset-backed securities that are registered under the Securities Act, the Company acknowledges that investors in
privately offered securities may require that the Purchaser or any Depositor provide comparable disclosure in
unregistered offerings.  References in this Agreement to compliance with Regulation AB include provision of
comparable disclosure in private offerings.

         Neither the Purchaser nor any Depositor shall exercise its right to request delivery of information or
other performance under these provisions other than in good faith, or for purposes other than compliance with the
Securities Act, the Exchange Act and the rules and regulations of the Commission thereunder (or the provision in
a private offering of disclosure comparable to that required under the Securities Act).  The Company acknowledges
that interpretations of the requirements of Regulation AB may change over time, whether due to interpretive
guidance provided by the Commission or its staff, consensus among participants in the asset-backed securities
markets, advice of counsel, or otherwise, and agrees to comply with requests made by the Purchaser, any Master
Servicer or any Depositor in good faith for delivery of information under these provisions on the basis of
evolving interpretations of Regulation AB.  In connection with any Securitization Transaction, the Company shall
cooperate fully with the Purchaser to deliver to the Purchaser (including any of its assignees or designees), any
Master Servicer and any Depositor, any and all statements, reports, certifications, records and any other
information necessary in the good faith determination of the Purchaser, any Master Servicer or any Depositor to
permit the Purchaser, such Master Servicer or such Depositor to comply with the provisions of Regulation AB,
together with such disclosures relating to the Company, any Subservicer, any Third-Party Originator and the
Mortgage Loans, or the servicing of the Mortgage Loans, reasonably believed by the Purchaser, any Master Servicer
or any Depositor to be necessary in order to effect such compliance.

         The Purchaser (including any of its assignees or designees) shall cooperate with the Company by
providing timely notice of requests for information under these provisions and by reasonably limiting such
requests to information required, in the Purchaser's reasonable judgment, to comply with Regulation AB.

         For purposes of clarification, the provisions, covenants and or requirements of this Amendment are only
applicable with respect to those Mortgage Loans being securitized in a Securitization Transaction


                                      [Signatures Commence on Following Page]



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


                                                    Purchaser

                                                    By:  ________________________________
                                                    Name:  _____________________________
                                                    Title:  ______________________________



                                                    HSBC Mortgage Corporation (USA)

                                                    Company

                                                    By:  ________________________________
                                                    Name:  _____________________________
                                                    Title:  ______________________________



                                                     EXHIBIT A

                                           FORM OF ANNUAL CERTIFICATION
I.       The   [   ]   agreement   dated   as   of   [   ],   200[   ]   (the    "Agreement"),    among   [IDENTIFY
         PARTIES]

         I, ________________________________, the _______________________ of [NAME OF COMPANY (the
"Company")], certify to [the Purchaser], [the Depositor], and the [Master Servicer] [Securities Administrator]
[Trustee], and their officers, with the knowledge and intent that they will rely upon this certification, that:

                  (1)      I  have  reviewed  the  servicer  compliance   statement  of  the  Company  provided  in
         accordance with Item 1123 of Regulation AB (the "Compliance  Statement"),  the report on assessment of the
         Company's  compliance  with the  servicing  criteria  set  forth in Item  1122(d)  of  Regulation  AB (the
         "Servicing  Criteria"),  provided in accordance with Rules 13a-18 and 15d-18 under Securities Exchange Act
         of 1934, as amended (the  "Exchange  Act") and Item 1122 of Regulation  AB (the  "Servicing  Assessment"),
         the registered public accounting  firm's  attestation  report provided in accordance with Rules 13a-18 and
         15d-18 under the Exchange Act and Section  1122(b) of Regulation AB (the  "Attestation  Report"),  and all
         servicing  reports,  officer's  certificates  and  other  information  relating  to the  servicing  of the
         Mortgage  Loans by the  Company  during  200[ ] that were  delivered  by the  Company  to the  [Depositor]
         [Master  Servicer]  [Securities  Administrator]  [Trustee]  pursuant to the Agreement  (collectively,  the
         "Company Servicing Information");

                  (2)      Based on my knowledge,  the Company  Servicing  Information,  taken as a whole, does not
         contain any untrue  statement of a material  fact or omit to state a material  fact  necessary to make the
         statements made, in the light of the  circumstances  under which such statements were made, not misleading
         with respect to the period of time covered by the Company Servicing Information;

                  (3)      Based  on my  knowledge,  all  of  the  Company  Servicing  Information  required  to be
         provided  by the Company  under the  Agreement  has been  provided to the  [Depositor]  [Master  Servicer]
         [Securities Administrator] [Trustee];

                  (4)      I am  responsible  for  reviewing  the  activities  performed by the Company as servicer
         under the  Agreement,  and based on my knowledge  and the  compliance  review  conducted in preparing  the
         Compliance  Statement and except as disclosed in the  Compliance  Statement,  the Servicing  Assessment or
         the  Attestation  Report,  the Company has fulfilled its  obligations  under the Agreement in all material
         respects; and

                  (5)      The  Compliance  Statement  required  to be  delivered  by the  Company  pursuant to the
         Agreement,  and the Servicing  Assessment and  Attestation  Report  required to be provided by the Company
         and by any Subservicer or Subcontractor  pursuant to the Agreement,  have been provided to the [Depositor]
         [Master  Servicer].  Any  material  instances  of  noncompliance  described  in  such  reports  have  been
         disclosed  to the  [Depositor]  [Master  Servicer].  Any  material  instance  of  noncompliance  with  the
         Servicing Criteria has been disclosed in such reports.
1.


                                                     Date:    _________________________



                                                     By:  ________________________________
                                                     Name:
                                                     Title:





                                                     EXHIBIT B

                          SERVICING CRITERIA TO BE ADDRESSED IN ASSESSMENT OF COMPLIANCE

         The assessment of compliance to be delivered by [the Company] [Name of Subservicer] shall address, at a
minimum, the criteria identified as below as "Applicable Servicing Criteria":

------------------------------------------------------------------------------------------ ----------------------
                                                                                           Applicable Servicing
                                   Servicing Criteria                                            Criteria
------------------------------------------------------------------------------------------ ----------------------
     Reference                                     Criteria                                          -
-------------------- --------------------------------------------------------------------- ----------------------
         -                             General Servicing Considerations                              -
--------------------                                                                       ----------------------
1122(d)(1)(i)        Policies and procedures are instituted to monitor any performance               x
                     or other triggers and events of default in accordance with the
                     transaction agreements.
--------------------                                                                       ----------------------
1122(d)(1)(ii)       If any material servicing activities are outsourced to third                    x
                     parties, policies and procedures are instituted to monitor the
                     third party's performance and compliance with such servicing
                     activities.
--------------------                                                                       ----------------------
1122(d)(1)(iii)      Any requirements in the transaction agreements to maintain a
                     back-up servicer for the mortgage loans are maintained.
--------------------                                                                       ----------------------
1122(d)(1)(iv)       A fidelity bond and errors and omissions policy is in effect on the             x
                     party participating in the servicing function throughout the
                     reporting period in the amount of coverage required by and
                     otherwise in accordance with the terms of the transaction
                     agreements.
--------------------                                                                       ----------------------
-                                     Cash Collection and Administration
--------------------                                                                       ----------------------
1122(d)(2)(i)        Payments on mortgage loans are deposited into the appropriate                   x
                     custodial bank accounts and related bank clearing accounts no more
                     than two business days following receipt, or such other number of
                     days specified in the transaction agreements.
--------------------                                                                       ----------------------
1122(d)(2)(ii)       Disbursements made via wire transfer on behalf of an obligor or to              x
                     an investor are made only by authorized personnel.
--------------------                                                                       ----------------------
1122(d)(2)(iii)      Advances of funds or guarantees regarding collections, cash flows               x
                     or distributions, and any interest or other fees charged for such
                     advances, are made, reviewed and approved as specified in the
                     transaction agreements.
--------------------                                                                       ----------------------
                     The related accounts for the transaction, such as cash reserve
                     accounts or accounts established as a form of
                     overcollateralization, are separately maintained (e.g., with                    x
                     respect to commingling of cash) as set forth in the transaction
1122(d)(2)(iv)       agreements.
--------------------                                                                       ----------------------
1122(d)(2)(v)        Each custodial account is maintained at a federally insured                     x
                     depository institution as set forth in the transaction agreements.
                     For purposes of this criterion, "federally insured depository
                     institution" with respect to a foreign financial institution means
                     a foreign financial institution that meets the requirements of Rule
                     13k-1(b)(1) of the Securities Exchange Act.
--------------------                                                                       ----------------------
1122(d)(2)(vi)       Unissued checks are safeguarded so as to prevent unauthorized
                     access.
--------------------                                                                       ----------------------
1122(d)(2)(vii)       Reconciliations are prepared on a monthly basis for all                        x
                     asset-backed securities related bank accounts, including custodial
                     accounts and related bank clearing accounts. These reconciliations
                     are (A) mathematically accurate; (B) prepared within 30 calendar
                     days after the bank statement cutoff date, or such other number of
                     days specified in the transaction agreements; (C) reviewed and
                     approved by someone other than the person who prepared the
                     reconciliation; and (D) contain explanations for reconciling items.
                     These reconciling items are resolved within 90 calendar days of
                     their original identification, or such other number of days
                     specified in the transaction agreements.
--------------------                                                                       ----------------------
-                                     Investor Remittances and Reporting
--------------------                                                                       ----------------------
1122(d)(3)(i)        Reports to investors, including those to be filed with the                      x
                     Commission, are maintained in accordance with the transaction
                     agreements and applicable Commission requirements. Specifically,
                     such reports (A) are prepared in accordance with timeframes and
                     other terms set forth in the transaction agreements; (B) provide
                     information calculated in accordance with the terms specified in
                     the transaction agreements; (C) are filed with the Commission as
                     required by its rules and regulations; and (D) agree with
                     investors' or the trustee's records as to the total unpaid
                     principal balance and number of mortgage loans serviced by the
                     Servicer.
--------------------                                                                       ----------------------
1122(d)(3)(ii)       Amounts due to investors are allocated and remitted in accordance               x
                     with timeframes, distribution priority and other terms set forth in
                     the transaction agreements.
--------------------                                                                       ----------------------
                     Disbursements made to an investor are posted within two business
                     days to the Servicer's investor records, or such other number of                x
1122(d)(3)(iii)      days specified in the transaction agreements.
--------------------                                                                       ----------------------
                     Amounts remitted to investors per the investor reports agree with
                     cancelled checks, or other form of payment, or custodial bank                   x
1122(d)(3)(iv)       statements.
--------------------                                                                       ----------------------
-                                         Pool Asset Administration                                  x
--------------------                                                                       ----------------------
1122(d)(4)(i)         Collateral or security on mortgage loans is maintained as required             x
                     by the transaction agreements or related mortgage loan documents.
--------------------                                                                       ----------------------
                     Mortgage loan and related documents are safeguarded as required by              x
1122(d)(4)(ii)       the transaction agreements
--------------------                                                                       ----------------------
1122(d)(4)(iii)      Any additions, removals or substitutions to the asset pool are                  x
                     made, reviewed and approved in accordance with any conditions or
                     requirements in the transaction agreements.
--------------------                                                                       ----------------------
1122(d)(4)(iv)       Payments on mortgage loans, including any payoffs, made in                      x
                     accordance with the related mortgage loan documents are posted to
                     the Servicer's obligor records maintained no more than two business
                     days after receipt, or such other number of days specified in the
                     transaction agreements, and allocated to principal, interest or
                     other items (e.g., escrow) in accordance with the related mortgage
                     loan documents.
--------------------                                                                       ----------------------
1122(d)(4)(v)        The Servicer's records regarding the mortgage loans agree with the              x
                     Servicer's records with respect to an obligor's unpaid principal
                     balance.
--------------------                                                                       ----------------------
1122(d)(4)(vi)       Changes with respect to the terms or status of an obligor's                     x
                     mortgage loans (e.g., loan modifications or re-agings) are made,
                     reviewed and approved by authorized personnel in accordance with
                     the transaction agreements and related pool asset documents.
--------------------                                                                       ----------------------
1122(d)(4)(vii)      Loss mitigation or recovery actions (e.g., forbearance plans,                   x
                     modifications and deeds in lieu of foreclosure, foreclosures and
                     repossessions, as applicable) are initiated, conducted and
                     concluded in accordance with the timeframes or other requirements
                     established by the transaction agreements.
--------------------                                                                       ----------------------
1122(d)(4)(viii)     Records documenting collection efforts are maintained during the                x
                     period a mortgage loan is delinquent in accordance with the
                     transaction agreements. Such records are maintained on at least a
                     monthly basis, or such other period specified in the transaction
                     agreements, and describe the entity's activities in monitoring
                     delinquent mortgage loans including, for example, phone calls,
                     letters and payment rescheduling plans in cases where delinquency
                     is deemed temporary (e.g., illness or unemployment).
--------------------                                                                       ----------------------
1122(d)(4)(ix)       Adjustments to interest rates or rates of return for mortgage loans
                     with variable rates are computed based on the related mortgage loan
                     documents.
--------------------                                                                       ----------------------
1122(d)(4)(x)        Regarding any funds held in trust for an obligor (such as escrow
                     accounts): (A) such funds are analyzed, in accordance with the
                     obligor's mortgage loan documents, on at least an annual basis, or
                     such other period specified in the transaction agreements; (B)
                     interest on such funds is paid, or credited, to obligors in
                     accordance with applicable mortgage loan documents and state laws;
                     and (C) such funds are returned to the obligor within 30 calendar
                     days of full repayment of the related mortgage loans, or such other
                     number of days specified in the transaction agreements.
--------------------                                                                       ----------------------
1122(d)(4)(xi)       Payments made on behalf of an obligor (such as tax or insurance
                     payments) are made on or before the related penalty or expiration
                     dates, as indicated on the appropriate bills or notices for such
                     payments, provided that such support has been received by the
                     servicer at least 30 calendar days prior to these dates, or such
                     other number of days specified in the transaction agreements.
--------------------                                                                       ----------------------
1122(d)(4)(xii)      Any late payment penalties in connection with any payment to be
                     made on behalf of an obligor are paid from the servicer's funds and
                     not charged to the obligor, unless the late payment was due to the
                     obligor's error or omission.
--------------------                                                                       ----------------------
                     Disbursements made on behalf of an obligor are posted within two
                     business days to the obligor's records maintained by the servicer,
                     or such other number of days specified in the transaction
1122(d)(4)(xiii)     agreements.
--------------------                                                                       ----------------------
1122(d)(4)(xiv)       Delinquencies, charge-offs and uncollectible accounts are
                     recognized and recorded in accordance with the transaction
                     agreements.
--------------------                                                                       ----------------------
                     Any external enhancement or other support, identified in Item
                     1114(a)(1) through (3) or Item 1115 of Regulation AB, is maintained
1122(d)(4)(xv)       as set forth in the transaction agreements.
--------------------                                                                       ----------------------
                     ---------------------------------------------------------------------
-                    -                                                                     -
-------------------- --------------------------------------------------------------------- ----------------------



                                                     [NAME OF COMPANY] [NAME OF SUBSERVICER]


                                                     Date:    _________________________



                                                     By:  ________________________________
                                                     Name:
                                                     Title:


                                                                                                       EXHIBIT H-10




                                             EMC MORTGAGE CORPORATION
                                                                                Purchaser,

                                               INDYMAC BANK, F.S.B.
                                                                                Company,

                                MASTER PURCHASE, WARRANTIES AND SERVICING AGREEMENT
                                            Dated as of August 1, 2001





                                         (Adjustable Rate Mortgage Loans)





                                                 TABLE OF CONTENTS

                                                     ARTICLE I


Section 1.01     Defined Terms............................................................................2

                                                    ARTICLE II

Section 2.01     Agreement to Purchase....................................................................14
Section 2.02     Purchase Price...........................................................................14
Section 2.03     Servicing of Mortgage Loans..............................................................15
Section 2.04     Record Title and Possession of Mortgage Files;
                         Maintenance of Servicing Files...................................................15
Section 2.05     Books and Records........................................................................16
Section 2.06     Transfer of Mortgage Loans...............................................................16
Section 2.07     Delivery of Mortgage Loan Documents......................................................17
Section 2.08     Reserved.................................................................................18

                                                    ARTICLE III

Section 3.01     Representations and Warranties of the Company............................................19
Section 3.02     Representations and Warranties as to
                         Individual Mortgage Loans........................................................21
Section 3.03     Repurchase; Substitution.................................................................32

                                                    ARTICLE IV

Section 4.01     Company to Act as Servicer...............................................................34
Section 4.02     Collection of Mortgage Loan Payments.....................................................37
Section 4.03     Realization Upon Defaulted Mortgage Loans................................................37
Section 4.04     Establishment of Custodial Accounts;
                         Deposits in Custodial Accounts...................................................38
Section 4.05     Permitted Withdrawals from the
                         Custodial Account................................................................40
Section 4.06     Establishment of Escrow Accounts;
                         Deposits in Escrow Accounts......................................................41
Section 4.07     Permitted Withdrawals From Escrow Account................................................41
Section 4.08     Payment of Taxes, Insurance and Other
                         Charges; Maintenance of Primary Mortgage
                         Insurance Policies; Collections Thereunder.......................................42

Section 4.09     Transfer of Accounts.....................................................................43
Section 4.10     Maintenance of Hazard Insurance..........................................................43
Section 4.11     Maintenance of Mortgage Impairment
                         Insurance Policy.................................................................44
Section 4.12     Fidelity Bond, Errors and Omissions
                        Insurance.........................................................................45
Section 4.13     Title, Management and Disposition of REO  Property.......................................45
Section 4.14     Notification of Maturity Date............................................................47

                                                     ARTICLE V

Section 5.01     Distributions............................................................................47
Section 5.02     Statements to the Purchaser..............................................................47
Section 5.03     Monthly Advances by the Company..........................................................49
Section 5.04     Liquidation Reports......................................................................49

                                                    ARTICLE VI

Section 6.01     Assumption Agreements....................................................................49
Section 6.02     Satisfaction of Mortgages and Release
                         of Mortgage Files................................................................50
Section 6.03     Servicing Compensation...................................................................51
Section 6.04     Annual Statement as to Compliance........................................................52
Section 6.05     Annual Independent Certified Public
                         Accountants' Servicing Report....................................................52
Section 6.06     Purchaser's Right to Examine Company Records.............................................52

                                                    ARTICLE VII

Section 7.01      Company Shall Provide Information as Reasonably
                          Required........................................................................53

                                                   ARTICLE VIII

Section 8.01     Indemnification; Third Party Claims......................................................53
Section 8.02     Merger or Consolidation of the Company...................................................54
Section 8.03     Limitation on Liability of the Company and Others........................................54
Section 8.04     Company Not to Assign or Resign..........................................................55
Section 8.05     No Transfer of Servicing.................................................................55


                                                    ARTICLE IX

Section 9.01     Events of Default........................................................................56
Section 9.02     Waiver of Defaults.......................................................................57

                                                     ARTICLE X


Section 10.01     Termination.............................................................................58

                                                    ARTICLE XI

Section 11.01     Successor to the Company................................................................58
Section 11.02     Amendment...............................................................................59
Section 11.03     Recordation of Agreement................................................................59
Section 11.04     Governing Law...........................................................................59
Section 11.05     Notices.................................................................................59
Section 11.06     Severability of Provisions..............................................................60
Section 11.07     Exhibits................................................................................61
Section 11.08     General Interpretive Principles.........................................................61
Section 11.09     Reproduction of Documents...............................................................61
Section 11.10     Confidentiality of Information..........................................................62
Section 11.11     Recordation of Assignment of Mortgage...................................................62
Section 11.12     Assignment by Purchaser.................................................................62
Section 11.13     No Partnership..........................................................................63
Section 11.14     Execution: Successors and Assigns.......................................................63
Section 11.15     Entire Agreement........................................................................63
Section 11.16     No Solicitation.........................................................................63
Section 11.17     Closing.................................................................................63
Section 11.18     Cooperation of Company with Reconstitution..............................................64


EXHIBITS

   A                     Contents of Mortgage File
   B                     Custodial Account Letter Agreement
   C                     Escrow Account Letter Agreement
   D                     Form of Assignment and Assumption
   E                     Form of Trial Balance
   F                     Request for Release of Documents and Receipt
   G                     Company's Underwriting Guidelines
   H                     Form of Purchase Price and Terms Letter
   I                     Form of Bill of Sale









         This is a Master  Purchase,  Warranties  and  Servicing  Agreement,  dated  as of  August  1,  2001 and is
executed  between EMC  MORTGAGE  CORPORATION,  as  Purchaser  (the  "Purchaser"),  and IndyMac  Bank,  F.S.B.  (the
"Company").

                                               W I T N E S S E T H :

         WHEREAS,  the Company desires to sell, from time to time, to Purchaser and Purchaser  desires to purchase,
from time to time,  from Seller on various  dates  specified  in the related  letter  agreement  by and between the
Company and the Purchaser in the form attached  hereto as Exhibit H (the "Purchase  Price and Terms Letter) certain
mortgage loans (the "Mortgage Loans"), exclusive of the Retained Yield, on a servicing retained basis.

         WHEREAS,  each of the Mortgage  Loans is secured by a Mortgage (as defined  herein)  creating a first lien
on a  residential  dwelling  located in the  jurisdiction  indicated  on the  Mortgage  Loan  Schedule  (as defined
herein); and

         WHEREAS,  the  Purchaser  and the Company wish to prescribe  the  representations  and  warranties  of the
Company with respect to itself and the Mortgage  Loans and the  management,  servicing  and control of the Mortgage
Loans;

         NOW,  THEREFORE,  in consideration of the mutual agreements  hereinafter set forth, and for other good and
valuable  consideration,  the receipt and adequacy of which is hereby  acknowledged,  the Purchaser and the Company
agree as follows:



                                                     ARTICLE I

                                                    DEFINITIONS

         Section 1.01  Defined Terms.

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

         Accepted  Servicing  Practices:  With respect to any Mortgage  Loan,  those mortgage  servicing  practices
(including  collection  procedures) of prudent  mortgage banking  institutions  which service mortgage loans of the
same type as such  Mortgage  Loan in the  jurisdiction  where the  related  Mortgaged  Property  is  located.  Such
standard of care shall not be lower than that the  Company  customarily  employs and  exercises  in  servicing  and
administering  similar  mortgage loans for its own account and shall be in full compliance with all federal,  state
and local laws, ordinances, rules and regulations.

         Adjustment  Date: As to each Mortgage  Loan,  the date on which the Mortgage  Interest Rate is adjusted in
accordance with the terms of the related Mortgage Note.

         Agreement:  This Master  Purchase,  Warranties  and Servicing  Agreement  including  all exhibits  hereto,
amendments hereof and supplements hereto.

         Appraised  Value:  With  respect  to any  Mortgaged  Property,  the  lesser  of (i) the value  thereof  as
determined  by an  appraisal  made  for the  originator  of the  Mortgage  Loan at the time of  origination  of the
Mortgage Loan by an appraiser who met the  requirements  of the Company and Fannie Mae, and (ii) the purchase price
paid for the related  Mortgaged  Property  by the  Mortgagor  with the  proceeds of the  Mortgage  Loan,  provided,
however,  in the case of a Refinanced  Mortgage Loan, such value of the Mortgaged Property is based solely upon the
value  determined  by an  appraisal  made  for the  originator  of such  Refinanced  Mortgage  Loan at the  time of
origination of such  Refinanced  Mortgage Loan by an appraiser who met the  requirements  of the Company and Fannie
Mae.

         Assignment:  An individual  assignment of the Mortgage,  notice of transfer or equivalent  instrument,  in
recordable form,  sufficient under the laws of the jurisdiction  wherein the related Mortgaged  Property is located
to reflect of record the sale or transfer of the Mortgage Loan.

         BIF:  The Bank Insurance Fund, or any successor thereto.

         Bill of Sale:  A bill of sale in the form annexed hereto as Exhibit I.

         Business  Day:  Any day other  than:  (i) a Saturday or Sunday,  or (ii) a legal  holiday in the States of
New York or  California,  or (iii) a day on which banks in the States of New York or California  are  authorized or
obligated by law or executive order to be closed.

         Closing  Date:  The date set forth as the Closing Date in the related  Purchase  Price and Terms Letter or
such other date as shall be mutually agreed upon by the parties hereto.
         Code:  The Internal Revenue Code of 1986, as amended

         Company:  IndyMac Bank, F.S.B., its successors in interest and assigns, as permitted by this Agreement.

         Company's Officer's Certificate:  A certificate signed by the Chairman of the Board,  President,  any Vice
President or Treasurer of Company stating the date by which Company  expects to receive any missing  documents sent
for recording from the applicable recording office.

         Compensating  Interest:  With  respect  to each  Remittance  Date,  the  lesser of (i) the  Servicing  Fee
received by the Company in the preceding  month and (ii) one month's  interest at the Mortgage Loan Remittance Rate
for each  Mortgage  Loan for which a  Principal  Prepayment  occurred  during the prior  calendar  month,  less any
payments in respect of interest  made by the related  Mortgagor for the related  Mortgage  Loan in connection  with
such Principal Prepayment.

         Condemnation  Proceeds:  All awards or settlements in respect of a Mortgaged  Property,  whether permanent
or temporary,  partial or entire,  by exercise of the power of eminent  domain or  condemnation,  to the extent not
required to be released to a Mortgagor in accordance with the terms of the related Mortgage Loan Documents.

         Co-op Lease:  With  respect to a Co-op Loan,  the lease with  respect to a dwelling  unit  occupied by the
Mortgagor and relating to the stock allocated to the related dwelling unit.

         Co-op  Loan:  A  Mortgage  Loan  secured  by the  pledge  of  stock  allocated  to a  dwelling  unit  in a
residential cooperative housing corporation and a collateral assignment of the related Co-op Lease.

         Custodial  Account:  Each separate  account or accounts  created and  maintained  pursuant to Section 4.04
which shall be entitled  "IndyMac Bank,  F.S.B.,  in trust for the  [Purchaser],  Owner of Adjustable Rate Mortgage
Loans" and shall be  established in an Eligible  Account,  in the name of the Person that is the  "Purchaser"  with
respect to the related Mortgage Loans.

         Cut-off Date: The date set forth as the Cut-off Date in the related Purchase Price and Terms Letter.

         Determination  Date:  The  15th  day  (or if  such  15th  day is not a  Business  Day,  the  Business  Day
immediately preceding such 15th day) of the month of the related Remittance Date.

         Due Date: The day of the month on which the Monthly  Payment is due on a Mortgage  Loan,  exclusive of any
days of grace, which is the first day of the month.

         Due Period:  With respect to any  Remittance  Date,  the period  commencing on the second day of the month
preceding the month of such Remittance Date and ending on the first day of the month of the Remittance Date.

         Eligible  Account:  An account  established  and  maintained:  (i) within FDIC insured  accounts  created,
maintained and monitored by the Company so that all funds deposited  therein are fully insured,  or (ii) as a trust
account with the corporate trust department of a depository  institution or trust company  organized under the laws
of the United  States of  America  or any one of the  states  thereof  or the  District  of  Columbia  which is not
affiliated with the Company (or any  sub-servicer)  or (iii) with an entity which is an institution  whose deposits
are insured by the FDIC,  the unsecured and  uncollateralized  long-term  debt  obligations of which shall be rated
"A2" or higher by Standard & Poor's and "A" or higher by Fitch, Inc. or one of the two highest  short-term  ratings
by any applicable  Rating Agency,  and which is either (a) a federal savings  association  duly organized,  validly
existing and in good standing under the federal banking laws, (b) an institution  duly organized,  validly existing
and in good standing under the applicable  banking laws of any state, (c) a national banking  association under the
federal  banking  laws,  or (d) a principal  subsidiary  of a bank  holding  company,  or (iv) if  ownership of the
Mortgage  Loans is  evidenced  by  mortgaged-backed  securities,  the  equivalent  required  ratings of each Rating
Agency,  and held such  that the  rights  of the  Purchaser  and the  owner of the  Mortgage  Loans  shall be fully
protected  against the claims of any  creditors  of the  Company  (or any  sub-servicer)  and of any  creditors  or
depositors of the  institution in which such account is maintained or (v) in a separate  non-trust  account without
FDIC or other  insurance  in an  Eligible  Institution.  In the  event  that a  Custodial  Account  is  established
pursuant to clause (iii),  (iv) or (v) of the  preceding  sentence,  the Company  shall provide the Purchaser  with
written  notice on the  Business  Day  following  the date on which the  applicable  institution  fails to meet the
applicable ratings requirements.

         Eligible  Institution:  IndyMac Bank,  F.S.B.,  or an institution  having (i) the highest  short-term debt
rating,  and one of the two highest  long-term  debt  ratings of each Rating  Agency;  or (ii) with  respect to any
Custodial Account,  an unsecured  long-term debt rating of at least one of the two highest unsecured long-term debt
ratings of each Rating Agency.

         Equity  Take-Out  Refinanced  Mortgage  Loan:  A  Refinanced  Mortgage  Loan the proceeds of which were in
excess of the outstanding principal balance of the existing mortgage loan.

         Escrow Account:  Each separate account or accounts  created and maintained  pursuant to Section 4.06 which
shall be entitled  "IndyMac Bank,  F.S.B,  in trust for the  [Purchaser],  Owner of Adjustable Rate Mortgage Loans,
and various Mortgagors" and shall be established in an Eligible Account.

         Escrow  Payments:  With  respect to any Mortgage  Loan,  the amounts  constituting  ground  rents,  taxes,
assessments,  water rates, sewer rents, municipal charges,  mortgage insurance premiums,  fire and hazard insurance
premiums,  condominium  charges,  and any other  payments  required to be or in fact escrowed by the Mortgagor with
the mortgagee pursuant to the Mortgage or any other document.

         Event of Default:  Any one of the conditions or circumstances enumerated in Section 9.01.

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

         Fannie Mae Guide(s):  The Fannie Mae Selling Guide and the Fannie Mae Servicing  Guide and all  amendments
or additions thereto.

         FDIC:  The Federal Deposit Insurance Corporation, or any successor thereto.

         FHLMC:  The Federal Home Loan Mortgage Corporation, or any successor thereto.

         FHLMC Guide:  The FHLMC Single Family Seller/Servicer Guide and all amendments or additions thereto.

         Fidelity Bond:  A fidelity bond to be maintained by the Company pursuant to Section 4.12.

         FIRREA:  The Financial Institutions Reform, Recovery, and Enforcement Act of 1989.

         GAAP:  Generally accepted accounting principles, consistently applied.

         HUD:  The United States Department of Housing and Urban Development or any successor.

         IndyMac Guidelines:        The IndyMac  Bank,  F.S.B.  Seller/Servicer  Guidelines  and all  amendments or
additions thereto.

         Index:  On each  Adjustment  Date,  the  applicable  index  shall be a rate per annum  equal to the weekly
average yield on U.S.  Treasury  securities  adjusted to a constant  maturity of one year as made  available by the
Federal Reserve Board, or, if not so published,  as reported by any Federal Reserve Bank or by any U.S.  Government
department or agency,  for the week for which such figures were most recently  published or reported as of the date
45 days prior to the Adjustment Date.

         Initial Rate Cap: As to each  Mortgage  Loan,  the maximum  increase or decrease in the Mortgage  Interest
Rate on the first Adjustment Date.

         Insurance  Proceeds:  With respect to each  Mortgage  Loan,  proceeds of insurance  policies  insuring the
Mortgage Loan or the related Mortgaged Property.

         Lifetime Rate Cap: As to each  Mortgage  Loan,  the lifetime  rate cap  indicated on the related  Mortgage
Loan Schedule.

         Liquidation  Proceeds:  Cash received in connection  with the  liquidation  of a defaulted  Mortgage Loan,
whether through the sale or assignment of such Mortgage Loan, trustee's sale, foreclosure sale or otherwise.

         Loan-to-Value  Ratio or LTV:  With respect to any  Mortgage  Loan,  the ratio of the original  outstanding
principal  amount of the Mortgage Loan, to (i) the Appraised Value of the Mortgaged  Property as of the Origination
Date with  respect to a Refinanced  Mortgage  Loan,  and (ii) the lesser of the  Appraised  Value of the  Mortgaged
Property as of the  Origination  Date or the purchase  price of the  Mortgaged  Property  with respect to all other
Mortgage Loans.

         Margin:  With  respect to each  Mortgage  Loan,  the fixed  percentage  amount  set forth in each  related
Mortgage Note which is added to the Index in order to determine the related  Mortgage  Interest  Rate, as set forth
in the Mortgage Loan Schedule.

         Monthly  Advance:  The  aggregate of the advances made by the Company on any  Remittance  Date pursuant to
Section 5.03.

         Monthly  Payment:  The  scheduled  monthly  payment of principal  and interest on a Mortgage Loan which is
payable by a Mortgagor under the related Mortgage Note.

         Mortgage:  With  respect to a  Mortgage  Loan that is not a Co-op  Loan,  the  mortgage,  deed of trust or
other instrument  securing a Mortgage Note which creates a first lien on an unsubordinated  estate in fee simple or
leasehold  estate in real  property  securing  the  Mortgage  Note.  With  respect to a Co-op  Loan,  the  security
agreement  creating a security  interest in the stock  allocated to a dwelling  unit in a  residential  cooperative
housing corporation that was pledged to secure such Co-op Loan and the related Co-op Lease.

         Mortgage  File:  The mortgage  documents  pertaining to a particular  Mortgage Loan which are specified in
Exhibit  A hereto  and any  additional  documents  required  to be  added to the  Mortgage  File  pursuant  to this
Agreement.

         Mortgage  Impairment  Insurance  Policy:  A mortgage  impairment  or blanket  hazard  insurance  policy as
required by Section 4.11.

         Mortgage  Interest  Rate: The annual rate at which  interest  accrues on any Mortgage  Loan,  which may be
adjusted from time to time, in accordance with the provisions of the related Mortgage Note.

         Mortgage  Loan: An individual  Mortgage  Loan,  exclusive of the Retained  Yield,  which is the subject of
this Agreement,  each Mortgage Loan originally sold and subject to this Agreement being  identified on the Mortgage
Loan Schedule,  which Mortgage Loan includes without limitation the Mortgage File, the Monthly Payments,  Principal
Prepayments,  Liquidation Proceeds,  Condemnation  Proceeds,  Insurance Proceeds, REO Disposition Proceeds, and all
other rights,  benefits,  proceeds and obligations arising from or in connection with such Mortgage Loan, excluding
prepayment penalties and replaced or repurchased mortgage loans.

         Mortgage Loan Documents:  The documents listed in Exhibit A.

         Mortgage Loan Remittance  Rate:  With respect to each Mortgage Loan, the annual rate of interest  remitted
to the  Purchaser,  which shall be equal to (a) the  Mortgage  Interest  Rate minus (b) the sum of (i) the Retained
Yield Rate, plus (ii) the Servicing Fee Rate.

         Mortgage Loan  Schedule:  The schedule of Mortgage  Loans annexed to the related  Purchase Price and Terms
Letter  setting forth the  following  information  with respect to each Mortgage Loan in the related  Mortgage Loan
package:

         (1)      the Company's Mortgage Loan identifying number;

         (2)      the Mortgagor's first and last name;

         (3)      the street address of the Mortgaged Property including the city, state and zip code;

         (4)      a code  indicating  whether  the  Mortgaged  Property  is  owner-occupied,  a  second  home or an
investor property;

         (5)      the type of residential property constituting the Mortgaged Property;

         (8)      the original months to maturity of the Mortgage Loan;

         (9)      the  remaining  months to maturity  from the related  Cut-off  Date,  based on the  original  amortization
schedule  and,  if  different,  the  maturity  expressed  in the same  manner but based on the actual  amortization
schedule;

         (8)      the Sales Price, if applicable, Appraised Value and Loan-to-Value Ratio, at origination;

         (9)      the Mortgage  Interest Rate as of  origination  and as of the related  Cut-off Date;  the initial
Adjustment  Date, the next Adjustment Date  immediately  following the related Cut-off Date, the Index, the Margin,
the Initial Rate Cap,  Periodic Rate Cap, minimum  Mortgage  Interest Rate under the terms of the Mortgage Note and
the Lifetime Rate Cap;

         (10)     the Origination Date of the Mortgage Loan;

         (11)     the stated maturity date;

         (12)     the amount of the Monthly Payment at origination;

         (13)     the amount of the Monthly Payment as of the related Cut-off Date;

         (14)     the original principal amount of the Mortgage Loan;

         (15)     the Stated  Principal  Balance of the  Mortgage  Loan as of the close of  business on the related
Cut-off Date;

         (16)     a code  indicating  the purpose of the Mortgage Loan (i.e.,  purchase,  rate and term  refinance,
equity take-out refinance);

         (17)     a code indicating the documentation style (i.e. full, alternative, etc.);

         (18)     the number of times during the twelve (12) month period  preceding the related  Closing Date that
any Monthly Payment has been received after the month of its scheduled due date;

         (19)     the date on which the first payment is or was due;

         (20)     a code  indicating  whether  or not  the  Mortgage  Loan is the  subject  of a  Primary  Mortgage
Insurance  Policy;  if so, the name of the  mortgage  insurer,  the  mortgage  certificate  number and the coverage
percentage;

         (21)     the last Due Date on which a Monthly Payment was actual applied to the unpaid  principal  balance
of the Mortgage Loan.

         (22)     product type (i.e. 3/1 ARM, 5/1 ARM, etc.);

         (23)     credit score and/or mortgage score, if applicable;

         (24)     a code  indicating  whether  the  Mortgage  Loan is subject to a  prepayment  penalty  and if so, the term
thereof;

         (25)     the Retained Yield Rate;

         (26)     the Lifetime Rate Cap; and

         (27)     the Periodic Rate Cap.

         With respect to the  Mortgage  Loans in the  aggregate,  the Mortgage  Loan  Schedule  shall set forth the
following information, as of the related Cut-off Date:

         (1)      the number of Mortgage Loans;

         (2)      the aggregate Stated Principal Balance of the Mortgage Loans;

         (3)      the weighted average Mortgage Interest Rate of the Mortgage Loans;

         (4)      the weighted average maturity of the Mortgage Loans; and

         (5)      the weighted average months to next Adjustment Date.

         Mortgage Note:  The note or other evidence of the indebtedness of a Mortgagor secured by a Mortgage.

         Mortgaged  Property:  With  respect to a  Mortgage  Loan that is not a Co-op  Loan,  the  underlying  real
property  securing  repayment of a Mortgage  Note,  consisting of a single  parcel of real estate  considered to be
real  estate  under the laws of the state in which such real  property is  located,  which may include  condominium
units and  planned  unit  developments,  improved  by a  residential  dwelling;  except  that with  respect to real
property  located  in  jurisdictions  in  which  the use of  leasehold  estates  for  residential  properties  is a
widely-accepted  practice,  a leasehold  estate of the  Mortgage,  the term of which is equal to or longer than the
term of the  Mortgage.  With respect to a Co-op Loan,  the stock  allocated to a dwelling  unit in the  residential
cooperative housing corporation that was pledged to secure such Co-op Loan and the related Co-op Lease.

         Mortgagor:  The obligor on a Mortgage Note.

         OCC:  Office of the Comptroller of the Currency, its successors and assigns.

         Officers'  Certificate:  A  certificate  signed by the  Chairman  of the Board,  the Vice  Chairman of the
Board,  the President,  a Senior Vice President or a Vice President and by the Treasurer or the Secretary or one of
the Assistant  Treasurers or Assistant  Secretaries  of the Company,  and delivered to the Purchaser as required by
this Agreement.

         Opinion of Counsel:  A written  opinion of counsel,  who may be an employee of the party on behalf of whom
the opinion is being given, reasonably acceptable to the Purchaser.

         Origination  Date:  The date on which a Mortgage  Loan  closed  and  funded,  which  date  shall  not,  in
connection  with a Refinanced  Mortgage Loan, be the date of the closing and funding of the debt being  refinanced,
but rather  the  closing  and  funding  of the debt  currently  outstanding  under the terms of the  Mortgage  Loan
Documents.

         OTS:  Office of Thrift Supervision, its successors and assigns.

         Periodic Rate Cap: As to each  Mortgage  Loan,  the periodic  rate cap  indicated on the related  Mortgage
Loan Schedule.


         Permitted Investments:  Any one or more of the following obligations or securities:

                  (i)      direct  obligations  of,  and  obligations  fully  guaranteed  by the  United  States of
                  America or any agency or  instrumentality  of the United  States of America  the  obligations  of
                  which are  backed by the full faith and credit of the United  States of  America;  provided  that
                  obligations  of FHLMC or  Fannie  Mae  shall be  Permitted  Investments  only if,  at the time of
                  investment,  they are rated in one of the two  highest  rating  categories  by Standard & Poor's,
                  Moody's Investors Service, Inc. and Fitch, Inc.;

         (ii)     (a) demand or time deposits, federal funds or bankers' acceptances issued by any depository
     institution or trust company incorporated under the laws of the United States of America or any state
     thereof and subject to supervision and examination by federal and/or state banking authorities, provided
     that the commercial paper and/or the short-term deposit rating and/or the long-term unsecured debt
     obligations or deposits of such depository institution or trust company at the time of such investment or
     contractual commitment providing for such investment are rated in one of the two highest rating categories
     by Standard & Poor's, Moody's Investors Service, Inc. and Fitch, Inc. and (b) any other demand or time
     deposit or certificate of deposit that is fully insured by the FDIC;


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

                  (iv)     securities   bearing   interest  or  sold  at  a  discount  issued  by  any  corporation
                  incorporated  under the laws of the United  States of America or any state thereof that are rated
                  in one of the two highest  rating  categories by Standard & Poor's,  Moody's  Investors  Service,
                  Inc. and Fitch,  Inc. at the time of such  investment  or  contractual  commitment  providing for
                  such investment;  provided,  however,  that securities issued by any particular  corporation will
                  not be  Permitted  Investments  to the  extent  that  investments  therein  will  cause  the then
                  outstanding  principal  amount of  securities  issued by such  corporation  and held as Permitted
                  Investments  to exceed 10% of the  aggregate  outstanding  principal  balances and amounts of all
                  the Permitted Investments;

                  (v)      commercial  paper  (including  both   non-interest-bearing   discount   obligations  and
                  interest-bearing  obligations  payable  on demand or on a  specified  date not more than one year
                  after the date of issuance  thereof) which are rated in one of the two highest rating  categories
                  by  Standard & Poor's,  Moody's  Investors  Service,  Inc.  and Fitch,  Inc.  at the time of such
                  investment;

                  (vi)     any other demand,  money market or time deposit,  obligation,  security or investment as
                  may be  acceptable  to each of Standard & Poor's,  Moody's  Investors  Service,  Inc.  and Fitch,
                  Inc.; and

                  (vii)    any  money  market  funds  the  collateral  of  which  consists  of  obligations   fully
                  guaranteed  by the  United  States of  America  or any  agency or  instrumentality  of the United
                  States of  America  the  obligations  of which are  backed  by the full  faith and  credit of the
                  United  States of America  (which  may  include  repurchase  obligations  secured  by  collateral
                  described  in clause (i)) and other  securities  and which money market funds are rated in one of
                  the two highest  rating  categories by Standard & Poor's,  Moody's  Investors  Service,  Inc. and
                  Fitch, Inc.

provided,  however,  that no instrument or security shall be a Permitted  Investment if such instrument or security
evidences a right to receive only interest  payments with respect to the obligations  underlying such instrument or
if such  security  provides for payment of both  principal  and interest with a yield to maturity in excess of 120%
of the yield to maturity at par.

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

         Prepayment  Interest  Shortfall:  The sum of the amounts by which interest actually received in a calendar
month as a result of a full or partial  prepayment  or other  unscheduled  receipt  of  principal  (including  as a
result of a  liquidation)  on each  Mortgage  Loan as to which such a payment is received is less than the interest
portion  of the  Monthly  Payment  of such  Mortgage  Loan  scheduled  to be due at the  applicable  Mortgage  Loan
Remittance Rate on the Due Date immediately following such month.

         Primary  Mortgage  Insurance  Policy:  Each  primary  policy of mortgage  insurance  represented  to be in
effect pursuant to Section 3.02(hh),  any lender-paid  primary mortgage insurance policy obtained and maintained by
the Company or any replacement policy therefor obtained by the Company pursuant to Section 4.08.

         Prime Rate:  The prime rate  announced  to be in effect from time to time as published as the average rate
in the Wall Street Journal (Northeast Edition).

         Principal  Prepayment:  Any payment or other  recovery  of  principal  on a Mortgage  Loan full or partial
which is  received  in advance of its  scheduled  Due Date and which is not  accompanied  by an amount of  interest
representing  scheduled  interest  due on any date or  dates in any  month or  months  subsequent  to the  month of
prepayment.

         Purchase Price:  As defined in Section 2.02.

         Purchase Price and Terms Letter:  As defined in the Recitals to this Agreement.

         Purchaser: EMC Mortgage Corporation, its successors in interest and assigns.

         Qualified  Appraiser:  An  appraiser,  duly  appointed  by the  Company,  who had no  interest,  direct or
indirect in the  Mortgaged  Property or in any loan made on the security  thereof,  and whose  compensation  is not
affected by the approval or  disapproval  of the Mortgage  Loan,  and such appraiser and the appraisal made by such
appraiser both satisfy the  requirements of Title XI of FIRREA and the regulations  promulgated  thereunder and the
requirements of Fannie Mae, all as in effect on the date the Mortgage Loan was originated.

         Qualified  Insurer:  An  insurance  company  duly  qualified as such under the laws of the states in which
the  Mortgaged  Properties  are located,  duly  authorized  and licensed in such states to transact the  applicable
insurance business and to write the insurance provided, approved as an insurer by Fannie Mae or FHLMC.

         Rating Agency:  Standard & Poor's,  Fitch,  Inc. or, in the event that some or all of the ownership of the
Mortgage Loans is evidenced by  mortgage-backed  securities,  the nationally  recognized  rating  agencies  issuing
ratings with respect to such securities, if any.

         Refinanced  Mortgage  Loan:  A  Mortgage  Loan  which was made to a  Mortgagor  who  owned  the  Mortgaged
Property  prior to the  origination  of such  Mortgage Loan and the proceeds of which were used in whole or part to
satisfy an existing mortgage.

         REMIC:  A "real estate  mortgage  investment  conduit,"  as such term is defined in the  Internal  Revenue
Code, as amended.

         Remittance  Date:  The  18th day of any  month,  or if such  18th day is not a  Business  Day,  the  first
Business Day immediately following such 18th day.

         REO Disposition:  The final sale by the Company of any REO Property.

         REO Disposition Proceeds: Amounts received by the Company in connection with an REO Disposition.

         REO  Property:  A Mortgaged  Property  acquired by the Company on behalf of the  Purchaser as described in
Section 4.13.

         Repurchase  Price:  With respect to any  Mortgage  Loan,  a price equal to (i) the  outstanding  principal
balance of the Mortgage  Loan,  plus (ii)  interest on such  outstanding  principal  balance at the  Mortgage  Loan
Remittance  Rate from the last date through which  interest has been paid and  distributed  to the Purchaser to the
end of the month of repurchase,  plus,  (iii) third party expenses  incurred in connection with the transfer of the
Mortgage Loan being  repurchased;  less amounts received or advanced in respect of such  repurchased  Mortgage Loan
which are being held in the Custodial Account for distribution in the month of repurchase.

         Retained  Yield:  All interest  accrued at the Retained  Yield Rate on the principal  balance from time to
time  outstanding  of each Mortgage  Loan,  the right to which will be retained by the Company  pursuant to Section
2.04 and which is payable to or at the  direction  of the Company out of the  interest  portion of all  payments or
collections actually received or advanced by the Company as to the Mortgage Loan.

         Retained  Yield Rate:  With respect to each  Mortgage  Loan,  the amount  specified  on the Mortgage  Loan
Schedule as the "Retained Yield Rate" .

         SAIF:  The Savings Association Insurance Fund, or any successor thereto.

         Servicing  Advances:  All  customary,  reasonable  and  necessary  "out  of  pocket"  costs  and  expenses
(including  reasonable  attorneys'  fees and  disbursements)  incurred  in the  performance  by the  Company of its
servicing  obligations,  including,  but  not  limited  to,  the  cost  of (a) the  preservation,  restoration  and
protection of the Mortgaged Property,  (b) any enforcement,  administrative or judicial  proceedings,  or any legal
work or advice specifically  related to servicing the Mortgage Loans,  including but not limited to,  foreclosures,
bankruptcies,  condemnations,  drug seizures,  elections,  foreclosures by subordinate or superior lienholders, and
other legal actions  incidental to the servicing of the Mortgage Loans  (provided that such expenses are reasonable
and that the Company  specifies the Mortgage Loan(s) to which such expenses  relate,  and provided further that any
such  enforcement,  administrative  or judicial  proceeding  does not arise out of a breach of any  representation,
warranty or covenant of the Company  hereunder),  (c) the management and  liquidation of the Mortgaged  Property if
the Mortgaged Property is acquired in full or partial satisfaction of the Mortgage, (d) taxes,  assessments,  water
rates,  sewer  rates and other  charges  which are or may become a lien upon the  Mortgaged  Property,  and Primary
Mortgage Insurance Policy premiums and fire and hazard insurance coverage,  (e) any expenses  reasonably  sustained
by the Company,  as Company,  with respect to the  liquidation  of the Mortgaged  Property in  accordance  with the
terms of this Agreement and (f) compliance with the obligations under Section 4.08.

         Servicing Fee: With respect to each Mortgage  Loan,  the amount of the annual fee the Purchaser  shall pay
to the Company,  which shall,  for a period of one full month,  be equal to  one-twelfth  of the product of (a) the
Servicing  Fee Rate and (b) the  outstanding  principal  balance of such Mortgage  Loan.  Such fee shall be payable
monthly,  computed on the basis of the same  principal  amount and period  respecting  which any  related  interest
payment on a Mortgage  Loan is computed.  The  obligation  of the Purchaser to pay the Servicing Fee is limited to,
and the Servicing Fee is payable solely from, the interest portion  (including  recoveries with respect to interest
from  Liquidation  Proceeds,  to the extent  permitted by Section  4.05) of such Monthly  Payment  collected by the
Company, or as otherwise provided under Section 4.05.

         Servicing  Fee Rate:  The  Servicing Fee Rate shall be the rate  indicated on the related  Purchase  Price
and Terms Letter.

         Servicing  File:  With respect to each  Mortgage  Loan,  the file  retained by the Company  consisting  of
originals  of all  documents  in the  Mortgage  File which are not  delivered  to the  Purchaser  and copies of the
Mortgage  Loan  Documents  listed in  Exhibit A, the  originals  of which are  delivered  to the  Purchaser  or its
designee pursuant to Section 2.04.

         Servicing  Officer:  Any officer of the Company  involved in, or responsible for, the  administration  and
servicing of the Mortgage  Loans whose name  appears on a list of  servicing  officers  furnished by the Company to
the Purchaser upon request, as such list may from time to time be amended.

         Stated  Principal  Balance:  As to each Mortgage Loan as of any date of  determination,  (i) the principal
balance of such  Mortgage  Loan at the related  Cut-off Date after giving effect to payments of principal due on or
before such date,  whether or not received,  minus (ii) all amounts  previously  distributed  to the Purchaser with
respect to the Mortgage Loan representing payments or recoveries of principal or advances in lieu thereof.

         Subservicer:  Any  subservicer  which is  subservicing  the  Mortgage  Loans  pursuant  to a  Subservicing
Agreement.  Any subservicer shall meet the qualifications set forth in Section 4.01.

         Subservicing  Agreement:  An  agreement  between the Company and a  Subservicer  for the  servicing of the
Mortgage Loans.


                                                    ARTICLE II

                                           SERVICING OF MORTGAGE LOANS;
                                  RECORD TITLE AND POSSESSION OF MORTGAGE FILES;
                                      BOOKS AND RECORDS; CUSTODIAL AGREEMENT;
                                        DELIVERY OF MORTGAGE LOAN DOCUMENTS

         Section 2.01      Agreement to Purchase.

         The Company  agrees to sell and the  Purchaser  agrees to purchase  from time to time the  Mortgage  Loans
having an aggregate Stated  Principal  Balance on the related Cut-off Date in an amount as set forth in the related
Purchase  Price and Terms  Letter,  or in such other amount as agreed by the Purchaser and the Company as evidenced
by the actual  aggregate  Stated  Principal  Balance of the Mortgage Loans accepted by the Purchaser on the related
Closing  Date,  with  servicing  retained by the Company.  The Company shall deliver the Mortgage Loan Schedule for
the  Mortgage  Loans to be purchased  on the related  Closing  Date to the  Purchaser at least one (1) Business Day
prior to such Closing Date.

         Section 2.02      Purchase Price.

         The  Purchase  Price for each  Mortgage  Loan  shall be the  percentage  of par as  stated in the  related
Purchase Price and Terms Letter  (subject to adjustment as provided  therein),  multiplied by the Stated  Principal
Balance,  as of the related Cut-off Date, of the Mortgage Loan listed on the related Mortgage Loan Schedule,  after
application  of  scheduled  payments  of  principal  due on or before  the  related  Cut-off  Date  whether  or not
collected.

         In addition  to the  Purchase  Price as  described  above,  the  Purchaser  shall pay to the  Company,  at
closing,  accrued interest on the Stated Principal  Balance of each Mortgage Loan as of the related Cut-off Date at
the Mortgage Loan  Remittance  Rate of each  Mortgage  Loan from the related  Cut-off Date through the day prior to
the related Closing Date, inclusive.

         The Purchase  Price plus accrued  interest as set forth in the  preceding  paragraph  shall be paid on the
related Closing Date by wire transfer of immediately available funds.

          Purchaser  shall be entitled to (1) all scheduled  principal due after the related  Cut-off Date, (2) all
other  recoveries  of  principal  collected  on or after the related  Cut-off  Date  (provided,  however,  that all
scheduled  payments of  principal  due on or before the related  Cut-off  Date and  collected by the Company or any
successor  servicer after the related  Cut-off Date shall belong to the Company),  and (3) all payments of interest
on the Mortgage  Loans net of applicable  Servicing Fees and Retained Yield (minus that portion of any such payment
which is  allocable  to the  period  prior to the  related  Cut-off  Date).  The Stated  Principal  Balance of each
Mortgage Loan as of the related  Cut-off Date is determined  after  application  of payments of principal due on or
before the related  Cut-off Date whether or not  collected,  together with any  unscheduled  principal  prepayments
collected  prior to such  Cut-off  Date;  provided,  however,  that  payments of scheduled  principal  and interest
prepaid for a Due Date beyond the related  Cut-off  Date shall not be applied to the  principal  balance as of such
Cut-off  Date.  Such prepaid  amounts  shall be the property of the  Purchaser.  The Company shall deposit any such
prepaid  amounts into the  Custodial  Account,  which account is  established  for the benefit of the Purchaser for
subsequent remittance by the Company to the Purchaser.

         Section 2.03      Servicing of Mortgage Loans.

         Simultaneously  with the  execution  and  delivery of this  Agreement  and each  Purchase  Price and Terms
Letter,  the Company does hereby  agree to service the Mortgage  Loans  listed on each  Mortgage  Loan  Schedule in
accordance with Accepted  Servicing  Practices subject to the terms of this Agreement.  The rights of the Purchaser
to receive payments with respect to the related Mortgage Loans shall be as set forth in this Agreement.

         Section 2.04      Record Title and Possession of Mortgage Files; Maintenance of Servicing Files.

         As of the related  Closing Date,  the Company sold,  transferred,  assigned,  set over and conveyed to the
Purchaser  Mortgage  Loans,  without  recourse,  and the Company  hereby  acknowledges  that the Purchaser has, but
subject to the terms of this  Agreement,  all the right,  title and interest of the Company in and to such Mortgage
Loans.  Company will deliver the related  Mortgage Files to a custodian  designated by Purchaser,  on or before the
related  Closing Date, at the expense of the Company.  The Company shall maintain a Servicing File  consisting of a
copy of the contents of each  Mortgage  File and the originals of the documents in each Mortgage File not delivered
to the  Purchaser.  The Servicing  File shall contain all documents  necessary to service the Mortgage  Loans.  The
possession  of each  Servicing  File by the  Company  is at the  will of the  Purchaser,  for the sole  purpose  of
servicing the related  Mortgage Loan,  and such retention and possession by the Company is in a custodial  capacity
only.  From the related  Closing Date,  the  ownership of each Mortgage  Loan,  including  the Mortgage  Note,  the
Mortgage,  the contents of the related  Mortgage File and all rights,  benefits,  proceeds and obligations  arising
therefrom or in connection  therewith,  has been vested in the  Purchaser.  All rights  arising out of the Mortgage
Loans  including,  but not  limited to, all funds  received on or in  connection  with the  Mortgage  Loans and all
records or documents  with  respect to the  Mortgage  Loans  prepared by or which come into the  possession  of the
Company  shall be received  and held by the Company in trust for the benefit of the  Purchaser  as the owner of the
Mortgage  Loans.  Any portion of the Mortgage  Files retained by the Company shall be  appropriately  identified in
the  Company's  computer  system to clearly  reflect the  ownership of the  Mortgage  Loans by the  Purchaser.  The
Company  shall  release  its  custody of the  contents  of the  Mortgage  Files  only in  accordance  with  written
instructions  of the  Purchaser,  except when such release is required as incidental to the Company's  servicing of
the Mortgage  Loans or is in  connection  with a  repurchase  of any  Mortgage  Loan or Loans with respect  thereto
pursuant to this Agreement, such written instructions shall not be required.

         The Company  shall retain the Retained  Yield as of the related  Closing Date and shall not have the right
to asssign its right to the Retained Yield without the prior written consent of the Purchaser.

         Section 2.05       Books and Records.

         The sale of each Mortgage  Loan has been  reflected on the  Company's  balance  sheet and other  financial
statements  as a sale of assets by the  Company.  The  Company  shall be  responsible  for  maintaining,  and shall
maintain,  a complete set of books and records for the Mortgage  Loans that shall be  appropriately  identified  in
the  Company's  computer  system to clearly  reflect  the  ownership  of the  Mortgage  Loan by the  Purchaser.  In
particular,  the Company shall  maintain in its  possession,  available for  inspection  by the  Purchaser,  or its
designee and shall deliver to the Purchaser upon demand,  evidence of compliance with all federal,  state and local
laws, rules and regulations,  and requirements of Fannie Mae or FHLMC, as applicable,  including but not limited to
documentation  as to the method used in  determining  the  applicability  of the  provisions of the Flood  Disaster
Protection Act of 1973, as amended, to the Mortgaged Property,  documentation  evidencing insurance coverage of any
condominium  project as required by Fannie Mae or FHLMC,  and  periodic  inspection  reports as required by Section
4.13. To the extent that original  documents are not required for purposes of realization  of Liquidation  Proceeds
or Insurance Proceeds, documents maintained by the Company may be in the form of microfilm or microfiche.

         The Company shall  maintain with respect to each Mortgage Loan and shall make  available for inspection by
any  Purchaser or its designee the related  Servicing  File during the time the  Purchaser  retains  ownership of a
Mortgage Loan and thereafter in accordance with applicable laws and regulations.

         In addition to the foregoing,  Company shall provide to any supervisory  agents or examiners that regulate
Purchaser,  including  but not limited to, the OTS, the FDIC and other  similar  entities,  access,  during  normal
business  hours,  upon  reasonable  advance  notice to Company  and without  charge to Company or such  supervisory
agents or  examiners,  to any  documentation  regarding the Mortgage  Loans that may be required by any  applicable
regulator.

         Section 2.06.     Transfer of Mortgage Loans.

         The Company  shall keep at its  servicing  office books and records in which,  subject to such  reasonable
regulations as it may  prescribe,  the Company shall note  transfers of Mortgage  Loans.  No transfer of a Mortgage
Loan  may be made  unless  such  transfer  is in  compliance  with  the  terms  hereof.  For the  purposes  of this
Agreement,  the Company shall be under no obligation to deal with any Person with respect to this  Agreement or any
Mortgage  Loan  unless a notice  of the  transfer  of such  Mortgage  Loan has been  delivered  to the  Company  in
accordance  with this  Section  2.06 and the books and records of the Company  show such Person as the owner of the
Mortgage  Loan.  The Purchaser may,  subject to the terms of this  Agreement,  sell and transfer one or more of the
Mortgage  Loans,  provided,  however,  that the transferee will not be deemed to be a Purchaser  hereunder  binding
upon the Company  unless such  transferee  shall agree in writing to be bound by the terms of this Agreement and an
original   counterpart  of  the  instrument  of  transfer  in  an  Assignment  and  Assumption  of  this  Agreement
substantially  in the form of  Exhibit  D hereto  executed  by the  transferee  shall  have been  delivered  to the
Company.  The  Purchaser  also shall advise the Company of the  transfer.  Upon receipt of notice of the  transfer,
the Company shall mark its books and records to reflect the ownership of the Mortgage Loans of such  assignee,  and
the previous  Purchaser  shall be released from its  obligations  hereunder with respect to the Mortgage Loans sold
or transferred.

         Section 2.07      Delivery of Mortgage Loan Documents.

         The Company  shall  deliver and release to the  Purchaser or its designee the Mortgage  Loan  Documents in
accordance  with the terms of this  Agreement.  The  documents  enumerated  as items (1),  (2), (4), (5), (6), (7),
(8), (9) and (16) in Exhibit A hereto  shall be delivered by the Company to the  Purchaser or its designee no later
than two (2) Business  Days prior to the related  Closing Date  pursuant to a bailee  letter  agreement.  All other
documents in Exhibit A hereto,  together with all other  documents  executed in  connection  with the Mortgage Loan
that  Company may have in its  possession,  shall be retained  by the  Company in trust for the  Purchaser.  If the
Company cannot deliver the original  recorded  Mortgage Loan Documents or the original  policy of title  insurance,
including riders and endorsements  thereto,  on the related Closing Date, the Company shall,  promptly upon receipt
thereof and in any case not later than 180 days from the related  Closing Date,  deliver such  original  documents,
including  original recorded  documents,  to the Purchaser or its designee (unless the Company is delayed in making
such delivery by reason of the fact that such documents shall not have been returned by the  appropriate  recording
office).  If delivery is not  completed  within 180 days solely due to delays in making such  delivery by reason of
the fact that such  documents  shall not have been  returned by the  appropriate  recording  office,  Company shall
deliver  such  document  to  Purchaser,  or its  designee,  within  such time  period as  specified  in a Company's
Officer's  Certificate.  In the event that  documents have not been received by the date specified in the Company's
Officer's  Certificate,  a subsequent Company's Officer's  Certificate shall be delivered by such date specified in
the prior  Company's  Officer's  Certificate,  stating a revised date for receipt of  documentation.  The procedure
shall be repeated  until the documents have been received and  delivered.  If delivery is not completed  within 180
days solely due to delays in making such  delivery  by reason of the fact that such  documents  shall not have been
returned by the  appropriate  recording  office,  the  Company  shall  continue  to use its best  efforts to effect
delivery as soon as possible  thereafter,  provided that if such  documents are not delivered by the 365th day from
the date of  execution,  the  Company  shall  either (a)  provide an  Officer's  Certificate  certifying  that such
delivery  has not been  completed  solely due to a delay by the  related  recording  office or (b)  repurchase  the
related Mortgage Loans at the Repurchase Price in accordance with Section 3.03 hereof.

         The Company shall pay all initial  recording  fees, for the  assignments of mortgage and any other fees in
connection  with the transfer of all original  documents to the Purchaser or its designee.  Company shall  prepare,
in  recordable  form,  but in blank,  all  assignments  of mortgage (or Form UCC-3's for Co-op Loans)  necessary to
assign the Mortgage Loans to Purchaser,  or its designee.  The Purchaser or its designee  shall be responsible  for
completing  the blank space in such  assignments.  Company shall be  responsible  for recording the  assignments of
mortgage (or Form UCC-3's for Co-op Loans).

         Company  shall  provide an original or duplicate  original of the title  insurance  policy to Purchaser or
its  designee  within  ninety (90) days of the receipt of the  recorded  documents  (required  for issuance of such
policy) from the applicable recording office.

         Any review by the  Purchaser,  or its designee,  of the Mortgage Files shall in no way alter or reduce the
Company's obligations hereunder.

         If the  Purchaser or its designee  discovers  any defect with respect to a Mortgage  File,  the  Purchaser
shall,  or shall cause its  designee  to, give  written  specification  of such defect to the Company  which may be
given in the  exception  report or the  certification  delivered  pursuant to this  Section  2.07,  or otherwise in
writing and the Company shall cure or repurchase such Mortgage Loan in accordance with Section 3.03.

         The  Company  shall  forward  to  the  Purchaser,  or  its  designee,  original  documents  evidencing  an
assumption,  modification,  consolidation or extension of any Mortgage Loan entered into in accordance with Section
4.01 or 6.01 within one week of their execution;  provided,  however, that the Company shall provide the Purchaser,
or its designee,  with a certified true copy of any such document  submitted for recordation within one week of its
execution,  and shall  provide the original of any document  submitted for  recordation  or a copy of such document
certified by the appropriate  public recording office to be a true and complete copy of the original  promptly upon
receipt from the recording office.

         From time to time the Company may have a need for Mortgage Loan  Documents to be released from  Purchaser,
or its  designee.  Purchaser  shall,  or shall cause its  designee  to, upon the  written  request of the  Company,
within ten (10)  Business  Days,  deliver to the  Company,  any  requested  documentation  previously  delivered to
Purchaser as part of the Mortgage File,  provided that such  documentation  is promptly  returned to Purchaser,  or
its designee,  when the Company no longer  requires  possession of the document,  and provided that during the time
that any such  documentation  is held by the Company,  such  possession  is in trust for the benefit of  Purchaser.
Company  shall  indemnify  Purchaser,  and its  designee,  from and against any and all  losses,  claims,  damages,
penalties,  fines,  forfeitures,  costs and  expenses  (including  court  costs  and  reasonable  attorney's  fees)
resulting from or related to the loss,  damage, or misplacement of any documentation  delivered to Company pursuant
to this paragraph.

         Section 2.08      Reserved.


                                                    ARTICLE III

                                       REPRESENTATIONS AND WARRANTIES OF
                                 THE COMPANY; REPURCHASE; REVIEW OF MORTGAGE LOANS

         Section 3.01      Representations and Warranties of the Company.

         The Company  represents,  warrants and covenants to the Purchaser  that, as of the related Closing Date or
as of such date specifically provided herein:

         (a)      The Company is a federally  chartered  savings bank validly existing under the laws of the United
States and has all  licenses  necessary  to carry out its  business as now being  conducted,  and is  licensed  and
qualified  to transact  business  in and is in good  standing  under the laws of each state in which any  Mortgaged
Property is located or is  otherwise  exempt  under  applicable  law from such  licensing  or  qualification  or is
otherwise  not required  under  applicable  law to effect such  licensing or  qualification  and no demand for such
licensing or  qualification  has been made upon such Company by any such state, and in any event such Company is in
compliance with the laws of any such state to the extent  necessary to ensure the  enforceability  of each Mortgage
Loan and the servicing of the Mortgage Loans in accordance with the terms of this Agreement;

         (b)      The Company has the full power and  authority  and legal right to hold,  transfer and convey each
Mortgage  Loan, to sell each Mortgage Loan and to execute,  deliver and perform,  and to enter into and  consummate
all  transactions  contemplated  by this  Agreement  and to conduct its business as presently  conducted,  has duly
authorized the execution,  delivery and performance of this Agreement and any agreements  contemplated  hereby, has
duly executed and delivered this Agreement,  and any agreements  contemplated  hereby,  and this Agreement and each
Assignment of Mortgage to the Purchaser and any  agreements  contemplated  hereby,  constitutes a legal,  valid and
binding  obligation  of the  Company,  enforceable  against  it in  accordance  with its terms,  and all  requisite
corporate  action has been taken by the  Company to make this  Agreement  and all  agreements  contemplated  hereby
valid and binding upon the Company in accordance with their terms;

         (c)      Neither the  execution and delivery of this  Agreement,  nor the  origination  or purchase of the
Mortgage  Loans  by the  Company,  the  sale of the  Mortgage  Loans  to the  Purchaser,  the  consummation  of the
transactions  contemplated  hereby,  or the  fulfillment  of or  compliance  with the terms and  conditions of this
Agreement  will  conflict with any of the terms,  conditions  or provisions of the Company's  charter or by-laws or
materially  conflict  with or result in a material  breach of any of the terms,  conditions  or  provisions  of any
legal  restriction  or any agreement or instrument to which the Company is now a party or by which it is bound,  or
constitute a default or result in an acceleration  under any of the foregoing,  or result in the material violation
of any law, rule,  regulation,  order,  judgment or decree to which the Company or its  properties are subject,  or
impair the ability of the Purchaser to realize on the Mortgage Loans.

         (d)      There is no litigation,  suit,  proceeding or investigation  pending or threatened,  or any order
or decree  outstanding,  with  respect to the Company  which,  either in any one instance or in the  aggregate,  is
reasonably  likely to have a material  adverse effect on the sale of the Mortgage Loans,  the execution,  delivery,
performance or  enforceability  of this Agreement,  or which is reasonably likely to have a material adverse effect
on the financial condition of the Company.

         (e)      No  consent,  approval,  authorization  or order of any court or  governmental  agency or body is
required for the  execution,  delivery and  performance  by the Company of or  compliance  by the Company with this
Agreement,  or the  sale of the  Mortgage  Loans  and  delivery  of the  Mortgage  Files  to the  Purchaser  or the
consummation of the transactions  contemplated by this Agreement,  except for consents,  approvals,  authorizations
and orders which have been obtained;

         (f)      The  consummation  of the  transactions  contemplated by this Agreement is in the ordinary course
of business of the Company,  and the transfer,  assignment  and  conveyance of the Mortgage Notes and the Mortgages
by the Company pursuant to this Agreement are not subject to bulk transfer or any similar  statutory  provisions in
effect in any applicable jurisdiction;

         (g)      The Company will treat the sale of the Mortgage  Loans to the  Purchaser as a sale for  reporting
and accounting purposes and, to the extent appropriate, for federal income tax purposes;

         (h)      Company is an approved  seller/servicer  of residential  mortgage loans for Fannie Mae, FHLMC and
HUD, with such  facilities,  procedures  and personnel  necessary for the sound  servicing of such mortgage  loans.
The Company is duly qualified,  licensed,  registered and otherwise authorized under all applicable federal,  state
and local laws, and regulations,  if applicable,  meets the minimum capital  requirements set forth by the OTS, and
is in good  standing to sell  mortgage  loans to and service  mortgage  loans for Fannie Mae and FHLMC and no event
has  occurred  which would make  Company  unable to comply with  eligibility  requirements  or which would  require
notification to either Fannie Mae or FHLMC;

         (i)      The Company  does not  believe,  nor does it have any cause or reason to believe,  that it cannot
perform each and every covenant  contained in this  Agreement.  The Company is solvent and the sale of the Mortgage
Loans will not cause the Company to become  insolvent.  The sale of the Mortgage Loans is not  undertaken  with the
intent to hinder, delay or defraud any of the Company's creditors;

         (j)      The Company  acknowledges  and agrees that the Servicing Fee represents  reasonable  compensation
for  performing  such services and that the entire  Servicing Fee shall be treated by the Company,  for  accounting
and tax purposes,  as  compensation  for the servicing and  administration  of the Mortgage  Loans pursuant to this
Agreement.  In the opinion of Company,  the  consideration  received by Company upon the sale of the Mortgage Loans
to Purchaser  under this  Agreement  constitutes  fair  consideration  for the Mortgage  Loans under current market
conditions;

         (k)      Company has  delivered to the Purchaser  financial  statements  of its parent or  predecessor  in
interest,  for its last two complete  fiscal years.  All such financial  information  fairly presents the pertinent
results of operations and financial  position for the period  identified  and has been prepared in accordance  with
GAAP  consistently  applied  throughout the periods involved,  except as set forth in the notes thereto.  There has
been no change in the  business,  operations,  financial  condition,  properties or assets of the Company since the
date of the Company's  financial  information  that would have a material  adverse effect on its ability to perform
its obligations under this Agreement; and

         (l)      The Company has not dealt with any broker,  investment banker,  agent or other person that may be
entitled to any commission or compensation in connection with the sale of the Mortgage Loans.

         Section 3.02      Representations and Warranties as to Individual Mortgage Loans.

         The Company hereby  represents and warrants to the Purchaser,  as to each Mortgage Loan, as of the related
Closing Date as follows:

         (a)      As of the related  Closing  Date, or such date as specified in the Mortgage  Loan  Schedule,  the
information set forth in the Mortgage Loan Schedule is complete, true and correct in all material respects;

         (b)      Except for Co-op Loans,  the Mortgage creates a valid,  subsisting and enforceable  first lien or
a first  priority  ownership  interest in an estate in fee simple or a leasehold  estate in real property  securing
the related  Mortgage  Note  subject to  principles  of equity,  bankruptcy,  insolvency  and other laws of general
application  affecting the rights of creditors.  With respect to a Mortgage Loan that is a Co-op Loan, the Mortgage
creates  a  first  lien or a first  priority  ownership  interest  in the  stock  ownership  and  leasehold  rights
associated with the cooperative unit securing the related Mortgage Note.

         (c)      All payments due prior to the related  Cut-off Date for such  Mortgage  Loan have been made as of
the related  Closing Date,  the Mortgage Loan has not been  dishonored;  there are no material  defaults  under the
terms of the  Mortgage  Loan;  The Company has not  advanced  its own funds,  or induced,  solicited  or  knowingly
received  any  advance  of funds  from a party  other  than the  owner of the  Mortgaged  Property  subject  to the
Mortgage,  directly or  indirectly,  for the payment of any amount  required by the Mortgage Loan. No payment under
any Mortgage  Loan is delinquent as of the related  Closing Date nor has any scheduled  payment been  delinquent at
any time prior to the  related  Closing  Date.  For  purposes  of this  paragraph,  a Mortgage  Loan will be deemed
delinquent if any payment due thereunder was not paid by the Mortgagor in the month such payment was due.

         (d)      There are no  defaults by Company in  complying  with the terms of the  Mortgage,  and all taxes,
governmental  assessments,  insurance  premiums,  water, sewer and municipal charges,  leasehold payments or ground
rents which  previously  became due and owing have been paid,  or escrow funds have been  established  in an amount
sufficient  to pay for every such  escrowed  item which  remains  unpaid and which has been assessed but is not yet
due and payable;

         (e)      The terms of the  Mortgage  Note and the  Mortgage  have not been  impaired,  waived,  altered or
modified  in any  respect,  except  by  written  instruments  which  have  been  recorded  to the  extent  any such
recordation is required by law, or,  necessary to protect the interest of the  Purchaser.  No instrument of waiver,
alteration or  modification  has been executed,  and no Mortgagor has been released,  in whole or in part, from the
terms thereof  except in  connection  with an assumption  agreement and which  assumption  agreement is part of the
Mortgage  File and the terms of which are  reflected  in the  Mortgage  Loan  Schedule;  the  substance of any such
waiver,  alteration or  modification  has been  approved by the issuer of any related  Primary  Mortgage  Insurance
Policy and title insurance policy, to the extent required by the related policies;

         (f)      The  Mortgage  Note  and the  Mortgage  are not  subject  to any  right of  rescission,  set-off,
counterclaim or defense,  including,  without  limitation,  the defense of usury,  nor will the operation of any of
the terms of the Mortgage Note or the Mortgage,  or the exercise of any right thereunder,  render the Mortgage Note
or Mortgage  unenforceable,  in whole or in part, or subject to any right of rescission,  set-off,  counterclaim or
defense,  including the defense of usury,  and no such right of rescission,  set-off,  counterclaim  or defense has
been  asserted  with respect  thereto;  and, as of the related  Closing Date the  Mortgagor was not a debtor in any
state or federal bankruptcy or insolvency proceeding;

         (g)      All buildings or other customarily  insured  improvements upon the Mortgaged Property are insured
by an insurer  acceptable  under the IndyMac  Guidelines or the Fannie Mae or FHLMC  Guides,  against loss by fire,
hazards of extended  coverage and such other  hazards as are provided for in the IndyMac  Guidelines  or the Fannie
Mae or FHLMC Guide, as well as all additional  requirements  set forth in Section 4.10 of this Agreement.  All such
standard  hazard policies are in full force and effect and contain a standard  mortgagee  clause naming the Company
and its  successors  in interest  and assigns as loss payee and such clause is still in effect and all premiums due
thereon have been paid. If required by the Flood  Disaster  Protection  Act of 1973, as amended,  the Mortgage Loan
is  covered by a flood  insurance  policy  meeting  the  requirements  of the  current  guidelines  of the  Federal
Insurance  Administration  which policy  conforms to Fannie Mae or FHLMC  requirements,  as well as all  additional
requirements  set forth in Section 4.10 of this Agreement.  Such policy was issued by an insurer  acceptable  under
the IndyMac Guidelines or the Fannie Mae or FHLMC guidelines.  The Mortgage  obligates the Mortgagor  thereunder to
maintain  all such  insurance  at the  Mortgagor's  cost and  expense,  and on the  Mortgagor's  failure  to do so,
authorizes  the holder of the Mortgage to maintain such insurance at the  Mortgagor's  cost and expense and to seek
reimbursement  therefor  from the  Mortgagor.  Neither the Company (nor any prior  originator or servicer of any of
the Mortgage  Loans) nor any  Mortgagor  has engaged in any act or omission  which has impaired or would impair the
coverage of any such policy,  the  benefits of the  endorsement  provided  for herein,  or the validity and binding
effect of either;

         (h)      Any and all  requirements  of any  federal,  state or local law  including,  without  limitation,
usury,  truth-in-lending,  real estate settlement procedures,  consumer credit protection, equal credit opportunity
or disclosure  laws applicable to the Mortgage Loan have been complied with in all material  respects;  the Company
maintains,  and shall  maintain,  evidence of such compliance as required by applicable law or regulation and shall
make such evidence  available for inspection at the Company's  office during normal  business hours upon reasonable
advance notice;

         (i)      The  Mortgage  has not been  satisfied,  canceled  or  subordinated,  in  whole  or in  part,  or
rescinded,  and the Mortgaged  Property has not been  released  from the lien of the Mortgage,  in whole or in part
nor has any  instrument  been  executed  that  would  effect  any  such  release,  cancellation,  subordination  or
rescission.  The Company has not waived the performance by the Mortgagor of any action, if the Mortgagor's  failure
to perform  such action  would cause the  Mortgage  Loan to be in default,  nor has the Company  waived any default
resulting from any action or inaction by the Mortgagor;

         (j)      For Mortgage  Loans that are not Co-op Loans,  the Mortgage is a valid,  subsisting,  enforceable
and perfected  first lien on the  Mortgaged  Property,  including  all buildings on the Mortgaged  Property and all
installations  and  mechanical,  electrical,  plumbing,  heating  and  air  conditioning  systems  affixed  to such
buildings,  and all  additions,  alterations  and  replacements  made at any time  with  respect  to the  foregoing
securing the Mortgage Note's original  principal  balance subject to principles of equity,  bankruptcy,  insolvency
and other laws of general  application  affecting  the rights of  creditors.  The Mortgage and the Mortgage Note do
not contain any  evidence  of any  security  interest  or other  interest or right  thereto.  Such lien is free and
clear of all adverse claims,  liens and  encumbrances  having priority over the first lien of the Mortgage  subject
only to (1) the lien of  non-delinquent  current real property taxes and assessments  not yet due and payable,  (2)
covenants,  conditions and restrictions,  rights of way, easements and other matters of the public record as of the
date of  recording  which are  acceptable  to  mortgage  lending  institutions  generally  and either (A) which are
referred to in the lender's  title  insurance  policy  delivered to the  originator or otherwise  considered in the
appraisal made for the originator of the Mortgage Loan, or (B) which do not adversely  affect the  residential  use
or Appraised Value of the Mortgaged  Property as set forth in such  appraisal,  and (3) other matters to which like
properties  are commonly  subject which do not  individually  or in the  aggregate  materially  interfere  with the
benefits of the security intended to be provided by the Mortgage or the use,  enjoyment,  value or marketability of
the related Mortgaged  Property.  Any security  agreement,  chattel mortgage or equivalent  document related to and
delivered in  connection  with the Mortgage  Loan  establishes  and creates a valid,  subsisting,  enforceable  and
perfected first lien and first priority security interest on the property  described  therein,  and the Company has
the full right to sell and assign the same to the Purchaser;

         (k)      The  Mortgage  Note and the  related  Mortgage  are  original  and genuine and each is the legal,
valid and binding  obligation  of the maker  thereof,  enforceable  in all  respects in  accordance  with its terms
subject to  principles  of equity,  bankruptcy,  insolvency  and other laws of general  application  affecting  the
rights of creditors,  and the Company has taken all action necessary to transfer such rights of  enforceability  to
the  Purchaser.  All  parties  to the  Mortgage  Note and the  Mortgage  had the legal  capacity  to enter into the
Mortgage  Loan and to execute and deliver the Mortgage Note and the  Mortgage.  The Mortgage Loan  Documents are on
forms  acceptable  to Fannie  Mae and  FHLMC.  The  Mortgage  Note and the  Mortgage  have  been duly and  properly
executed by such parties.  No fraud,  error,  omission,  misrepresentation,  negligence or similar  occurrence with
respect to a Mortgage  Loan has taken  place on the part of Company or on the part of any other  party  involved in
the  servicing  of  the  Mortgage  Loan.  To  the  best  of  Company's  knowledge,   no  fraud,  error,   omission,
misrepresentation,  negligence  or similar  occurrence  with respect to a Mortgage Loan has taken place on the part
of the Mortgagor or on the part of any other party involved in the  origination  of the Mortgage  Loan.  Either the
Mortgagor or a guarantor is a natural  person.  The proceeds of the  Mortgage  Loan have been fully  disbursed  and
there is no  requirement  for future  advances  thereunder,  and any and all  requirements  as to completion of any
on-site or off-site  improvements  and as to  disbursements  of any escrow funds  therefor have been complied with.
All costs,  fees and  expenses  incurred in making or closing the Mortgage  Loan and the  recording of the Mortgage
were paid,  and the  Mortgagor is not entitled to any refund of any amounts paid or due under the Mortgage  Note or
Mortgage;

         (l)      The Company is the sole owner and holder of the Mortgage Loan and the  indebtedness  evidenced by
the Mortgage Note.  Upon the sale of the Mortgage Loan to the Purchaser,  the Company will retain the Mortgage File
or any part thereof with respect thereto not delivered to the Purchaser or the  Purchaser's  designee in trust only
for the purpose of  servicing  and  supervising  the  servicing  of the  Mortgage  Loan.  Immediately  prior to the
transfer and assignment to the Purchaser,  the Mortgage  Loan,  including the Mortgage Note and the Mortgage,  were
not  subject to an  assignment,  sale or pledge to any Person  other than  Purchaser,  and the Company had good and
marketable  title to and was the sole owner  thereof and had full right to transfer and sell the  Mortgage  Loan to
the Purchaser free and clear of any encumbrance,  equity, lien, pledge,  charge, claim or security interest and has
the full right and authority  subject to no interest or  participation  of, or agreement  with, any other party, to
sell and assign the Mortgage Loan pursuant to this  Agreement  and  following  the sale of the Mortgage  Loan,  the
Purchaser will own such Mortgage Loan free and clear of any  encumbrance,  equity,  participation  interest,  lien,
pledge,  charge, claim or security interest.  The Company intends to relinquish all rights to possess,  control and
monitor  the  Mortgage  Loan,  except  for the  purposes  of  servicing  the  Mortgage  Loan as set  forth  in this
Agreement.  After the related  Closing  Date,  the Company  will not have any right to modify or alter the terms of
the sale of the Mortgage  Loan and the Company will not have any  obligation  or right to  repurchase  the Mortgage
Loan or substitute  another Mortgage Loan,  except as provided in this Agreement,  or as otherwise agreed to by the
Company and the Purchaser;

         (m)      Each  Mortgage  Loan that is not a Co-op  Loan is  covered by an ALTA  lender's  title  insurance
policy or other  generally  acceptable  form of policy or insurance  acceptable  to Fannie Mae or FHLMC  (including
adjustable  rate  endorsements),  issued by a title  insurer  acceptable to Fannie Mae or FHLMC and qualified to do
business  in the  jurisdiction  where the  Mortgaged  Property  is located,  insuring  (subject  to the  exceptions
contained in (j)(1), (2) and (3) above) the Company,  its successors and assigns,  as to the first priority lien of
the  Mortgage  in the  original  principal  amount  of the  Mortgage  Loan and  against  any loss by  reason of the
invalidity or  unenforceability  of the lien resulting from the provisions of the Mortgage providing for adjustment
in the Mortgage  Interest Rate and Monthly  Payment.  Where required by state law or regulation,  the Mortgagor has
been given the  opportunity  to choose the carrier of the required  mortgage  title  insurance.  The  Company,  its
successors and assigns,  is the sole insured of such lender's title insurance  policy,  such title insurance policy
has been duly and validly  endorsed to the Purchaser or the  assignment to the Purchaser of the Company's  interest
therein does not require the consent of or  notification  to the insurer and such lender's title  insurance  policy
is in full  force and  effect  and will be in full  force and  effect  upon the  consummation  of the  transactions
contemplated  by this  Agreement.  No claims have been made under such  lender's  title  insurance  policy,  and no
prior holder or servicer of the related  Mortgage,  including the Company,  nor any Mortgagor,  has done, by act or
omission, anything which would impair the coverage of such lender's title insurance policy;

         (n)      There is no default,  breach,  violation or event of acceleration  existing under the Mortgage or
the related  Mortgage  Note and no event which,  with the passage of time or with notice and the  expiration of any
grace or cure period, would constitute a default, breach,  violation or event permitting acceleration;  and neither
the Company, nor any prior mortgagee has waived any default, breach, violation or event permitting acceleration;

         (o)      There are no  mechanics'  or similar  liens or claims  which  have been filed for work,  labor or
material  (and no rights are  outstanding  that  under law could give rise to such  liens)  affecting  the  related
Mortgaged Property which are or may be liens prior to or equal to the lien of the related Mortgage;

         (p)      All  improvements  subject to the Mortgage  which were  considered in  determining  the appraised
value of the Mortgaged  Property lie wholly within the boundaries and building  restriction  lines of the Mortgaged
Property  (and wholly  within the project  with respect to a  condominium  unit) and no  improvements  on adjoining
properties  encroach  upon the Mortgaged  Property  except those which are insured  against by the title  insurance
policy referred to in clause (m) above and all  improvements on the property comply with all applicable  zoning and
subdivision laws and ordinances;

         (q)      Each  Mortgage  Loan was  originated by or for the Company  pursuant to, and conforms  with,  the
Company's  underwriting  guidelines  attached  as  Exhibit  G  hereto.  The  Mortgage  Loan  bears  interest  at an
adjustable  rate as set forth in the Mortgage Loan Schedule,  and Monthly  Payments under the Mortgage Note are due
and payable on the first day of each month.  The Mortgage  contains  the usual and  enforceable  provisions  of the
Company at the time of  origination  for the  acceleration  of the  payment of the unpaid  principal  amount of the
Mortgage Loan if the related Mortgaged Property is sold without the prior consent of the mortgagee thereunder;

         (r)      The Mortgaged  Property is not subject to any material  damage.  At  origination  of the Mortgage
Loan  there  was not,  since  origination  of the  Mortgage  Loan  there has not been,  and there  currently  is no
proceeding pending for the total or partial  condemnation of the Mortgaged  Property.  The Company has not received
notification that any such proceedings are scheduled to commence at a future date;

         (s)      The related Mortgage contains  customary and enforceable  provisions such as to render the rights
and remedies of the holder thereof adequate for the realization  against the Mortgaged  Property of the benefits of
the  security  provided  thereby,  including,  (1) in the case of a  Mortgage  designated  as a deed of  trust,  by
trustee's sale, and (2) otherwise by judicial  foreclosure.  There is no homestead or other exemption  available to
the  Mortgagor  which would  interfere  with the right to sell the  Mortgaged  Property at a trustee's  sale or the
right to foreclose the Mortgage;

         (t)      If the  Mortgage  constitutes  a deed of trust,  a  trustee,  authorized  and duly  qualified  if
required under  applicable  law to act as such,  has been properly  designated and currently so serves and is named
in the  Mortgage,  and no fees or expenses,  except as may be required by local law, are or will become  payable by
the  Purchaser to the trustee  under the deed of trust,  except in  connection  with a trustee's  sale or attempted
sale after default by the Mortgagor;

         (u)      The Mortgage File  contains an appraisal of the related  Mortgaged  Property  signed prior to the
final  approval of the mortgage loan  application  by a Qualified  Appraiser,  approved by the Company,  who had no
interest,  direct or indirect,  in the Mortgaged  Property or in any loan made on the security  thereof,  and whose
compensation  is not affected by the approval or  disapproval of the Mortgage Loan, and the appraisal and appraiser
both satisfy the  requirements  of Fannie Mae or FHLMC and Title XI of the FIRREA and the  regulations  promulgated
thereunder,  all as in effect on the date the Mortgage Loan was  originated.  The appraisal is in a form acceptable
to Fannie Mae or FHLMC.;

         (v)      All  parties  which  have had any  interest  in the  Mortgage,  whether as  mortgagee,  assignee,
pledgee or otherwise,  are (or,  during the period in which they held and disposed of such  interest,  were) (A) in
compliance  with any and all  applicable  licensing  requirements  of the laws of the state  wherein the  Mortgaged
Property is located,  and (B) (1) organized  under the laws of such state,  or (2) qualified to do business in such
state, or (3) federal  savings and loan  associations or national banks or a Federal Home Loan Bank or savings bank
having principal offices in such state, or (4) not doing business in such state;

         (w)      The related  Mortgage Note is not and has not been secured by any  collateral  except the lien of
the  corresponding  Mortgage and the security  interest of any applicable  security  agreement or chattel  mortgage
referred to above and such collateral does not serve as security for any other obligation;

         (x)      The  Mortgagor  has  received  and has  executed,  where  applicable,  all  disclosure  materials
required by applicable law with respect to the making of such mortgage loans;

         (y)      The Mortgage Loan does not contain "balloon" or "graduated  payment"  features;  No Mortgage Loan
is subject to a buydown agreement or contains any buydown provision;

         (z)      The  Mortgagor is not in  bankruptcy  and, the  Mortgagor is not insolvent and the Company has no
knowledge of any circumstances or conditions with respect to the Mortgage,  the Mortgaged  Property,  the Mortgagor
or the  Mortgagor's  credit  standing that could  reasonably be expected to cause  investors to regard the Mortgage
Loan as an unacceptable  investment,  cause the Mortgage Loan to become delinquent,  or materially adversely affect
the value or marketability of the Mortgage Loan;

         (aa)     The  Mortgage  Loans  accrue  interest  at a fixed rate for the first three (3) or five (5) years
and  thereafter  are one year  adjustable  rate mortgage  loans.  Each Mortgage  Loan bears  interest  based upon a
thirty (30) day month and a three  hundred and sixty (360) day year.  The Mortgage  Loans have an original  term to
maturity of not more than 30 years,  with  interest  payable in arrears on the first day of each month.  As to each
Mortgage Loan, on each  applicable  Adjustment  Date, the Mortgage  Interest Rate will be adjusted to equal the sum
of the  Index,  plus the  applicable  Margin;  provided,  that  the  Mortgage  Interest  Rate,  on each  applicable
Adjustment  Date,  will not increase by more than the Initial Rate Cap or Periodic  Rate Cap, as  applicable.  Over
the term of each Mortgage  Loan,  the Mortgage  Interest Rate will not exceed such  Mortgage  Loan's  Lifetime Rate
Cap. Each Mortgage  Note  requires a monthly  payment which is sufficient  (a) during the period prior to the first
adjustment to the Mortgage  Interest Rate, to fully amortize the original  principal balance over the original term
thereof  and to pay  interest at the related  Mortgage  Interest  Rate,  and (b) during the period  following  each
Adjustment  Date, to fully amortize the outstanding  principal  balance as of the first day of such period over the
then  remaining  term of such  Mortgage  Note and to pay  interest  at the  related  Mortgage  Interest  Rate.  The
Mortgage Note provides that when the Mortgage  Interest Rate changes on an Adjustment  Date,  the then  outstanding
principal  balance will be  reamortized  over the  remaining  life of the Mortgage  Loan. No Mortgage Loan contains
terms or  provisions  which would result in negative  amortization  or which would permit the related  Mortgagor to
convert  the  related  Mortgage  Interest  Rate  to a  fixed  rate.  None  of the  Mortgage  Loans  are  considered
agricultural loans;

         (bb)     Intentionally Omitted;

         (cc)     Intentionally Omitted;

         (dd)     Intentionally Omitted;

         (ee)     Intentionally Omitted;

         (ff)     Intentionally Omitted;

         (gg)     Intentionally Omitted;

         (hh)     In the event the  Mortgage  Loan has an LTV  greater  than  80.00%,  the excess of the  principal
balance  of the  Mortgage  Loan over 75.0% of the  Appraised  Value of the  Mortgaged  Property  with  respect to a
Refinanced  Mortgage  Loan, or the lesser of the Appraised  Value or the purchase  price of the Mortgaged  Property
with  respect to a  purchase  money  Mortgage  Loan is and will be  insured  as to  payment  defaults  by a Primary
Mortgage  Insurance Policy issued by a Qualified  Insurer.  No Mortgage Loan has an LTV over 95%. All provisions of
such Primary  Mortgage  Insurance  Policy have been and are being complied  with,  such policy is in full force and
effect,  and all premiums due thereunder  have been paid. No Mortgage Loan requires  payment of such  premiums,  in
whole or in part, by the Purchaser.  No action,  inaction,  or event has occurred and no state of facts exists that
has, or will result in the  exclusion  from,  denial of, or defense to  coverage.  Any  Mortgage  Loan subject to a
Primary Mortgage  Insurance Policy  obligates the Mortgagor  thereunder to maintain the Primary Mortgage  Insurance
Policy and to pay all premiums and charges in  connection  therewith.  The mortgage  interest rate for the Mortgage
Loan as set forth on the Mortgage Loan Schedule is net of any such insurance premium;

         (ii)     The  Assignment is in  recordable  form and is  acceptable  for  recording  under the laws of the
jurisdiction in which the Mortgaged Property is located;

         (jj)     As to  Mortgage  Loans  that are not Co-op  Loans and that are not  secured by an  interest  in a
leasehold  estate,  the  Mortgaged  Property is located in the state  identified  in the Mortgage Loan Schedule and
consists of a single  parcel of real  property  with a detached  single  family  residence  erected  thereon,  or a
townhouse,  or a two-to four-family  dwelling,  or an individual  condominium unit in a condominium  project, or an
individual unit in a planned unit development or a de minimis planned unit  development,  provided,  however,  that
no residence or dwelling is a single parcel of real property  with a  manufactured  home not affixed to a permanent
foundation,  or a mobile home. Any  condominium  unit or planned unit  development  either conforms with applicable
Fannie  Mae or FHLMC  requirements  regarding  such  dwellings  or is  covered  by a waiver  confirming  that  such
condominium  unit or planned unit  development  is acceptable to Fannie Mae or FHLMC or is otherwise  "warrantable"
with respect thereto.  As of the date of origination,  no portion of any Mortgaged  Property is used for commercial
purposes, and since the Origination Date, no portion of any Mortgaged Property is used for commercial purposes;

         (kk)     Principal  payments on the Mortgage  Loan  commenced no more than sixty (60) days after the funds
were  disbursed in connection  with the Mortgage  Loan. The Mortgage Note is payable on the first day of each month
in  monthly  installments  of  principal  and  interest,  which  installments  are  subject  to  change  due to the
adjustments  to the Mortgage  Interest  Rate on each  Adjustment  Date,  with  interest  calculated  and payable in
arrears,  sufficient to amortize the Mortgage Loan fully by the stated  maturity date, over an original term of not
more than thirty years from commencement of amortization;

         (ll)     The Mortgaged  Property is lawfully occupied under applicable law, and all inspections,  licenses
and  certificates  required to be made or issued with respect to all occupied  portions of the  Mortgaged  Property
and, with respect to the use and  occupancy of the same,  including  but not limited to  certificates  of occupancy
and fire underwriting certificates, have been made or obtained from the appropriate authorities;

         (mm)     To the best of Company's  knowledge,  there is no pending action or proceeding directly involving
the Mortgaged  Property in which compliance with any  environmental  law, rule or regulation is an issue.  There is
no violation of any environmental law, rule or regulation with respect to the Mortgaged  Property;  and neither the
Company  nor the Company  have  received  any notice of any  environmental  hazard on the  Mortgaged  Property  and
nothing  further  remains to be done to  satisfy  in full all  requirements  of each such law,  rule or  regulation
constituting a prerequisite to use and enjoyment of said property;

         (nn)     The  Mortgagor  has not  notified  the  Company,  and the Company has no  knowledge of any relief
requested or allowed to the Mortgagor under the Soldiers' and Sailors' Civil Relief Act of 1940;

         (oo)     No  Mortgage  Loan was made in  connection  with  facilitating  the  trade-in  or  exchange  of a
Mortgaged Property;

         (pp)     No action has been taken or failed to be taken by  Company,  on or prior to the  related  Closing
Date which has resulted or will result in an exclusion  from,  denial of, or defense to coverage  under any Primary
Mortgage Insurance Policy (including,  without  limitation,  any exclusions,  denials or defenses which would limit
or reduce the  availability  of the timely  payment of the full amount of the loss  otherwise due thereunder to the
insured) whether arising out of actions,  representations,  errors, omissions, negligence, or fraud of the Company,
or for any other reason under such coverage;

         (qq)     Each  Mortgage  Loan has been  serviced in all  material  respects in  compliance  with  Accepted
Servicing Practices;

         (rr)     With respect to each Co-op Loan,  the related  Mortgage is a valid,  enforceable  and  subsisting
first security interest on the related  cooperative  shares securing the related  cooperative note, subject only to
(a)  liens  of the  cooperative  for  unpaid  assessments  representing  the  Mortgagor's  pro  rata  share  of the
cooperative's  payments for its blanket  mortgage,  current and future real  property  taxes,  insurance  premiums,
maintenance  fees and other  assessments  to which like  collateral  is commonly  subject and (b) other  matters to
which like  collateral is commonly  subject  which do not  materially  interfere  with the benefits of the security
intended  to be  provided  by the  Security  Agreement.  There are no liens  against or  security  interest  in the
cooperative shares relating to each Co-op Loan (except for unpaid  maintenance,  assessments and other amounts owed
to the related  cooperative which  individually or in the aggregate will not have a material adverse effect on such
Co-op Loans), which have priority over the Company's security interest in such cooperative shares;

         (ss)     With respect to each Co-op Loan, a search for filings of  financing  statements  has been made by
a company  competent to make the same,  which  company is  acceptable  to Fannie Mae or FHLMC,  and qualified to do
business in the jurisdiction  where the cooperative  unit is located,  and such search has not found anything which
would materially and adversely affect the Co-op Loan;

         (tt)     With  respect to each Co-op Loan,  the  related  cooperative  corporation  that owns title to the
related  cooperative  apartment building is a "cooperative  housing  corporation" within the meaning of Section 216
of the Internal Revenue Code, and is in material  compliance with applicable  federal,  state and local laws which,
if not complied with, could have a material adverse effect on the Mortgaged Property;

         (uu)     With  respect to each Co-op Loan,  (a) the terms of the related  proprietary  lease or  occupancy
agreement is longer than the terms of the  Cooperative  Loan, (b) there is no provision in such  proprietary  lease
or  occupancy  agreement  which  requires  the  Mortgagor  to offer for sale the  cooperative  shares owned by such
Mortgagor  first  to the  Cooperative,  and  (c)  there  is no  prohibition  against  pledging  the  shares  of the
cooperative corporation or assigning the Co-op Lease;

         (vv)     The  Mortgage  Loan was  originated,  within the meaning of section  3(a)(41)  of the  Securities
Exchange  Act of 1934,  by a mortgagee  approved by the  Secretary  of Housing  and Urban  Development  pursuant to
sections 203 and 211 of the  National  Housing Act, a savings and loan  association,  a savings  bank, a commercial
bank,  credit union,  insurance  company or similar  institution  which is supervised  and examined by a federal or
state authority;

         (ww)     None of the  Mortgage  Loans  are  simple  interest  Mortgage  Loans  and  none of the  Mortgaged
Properties are timeshares;

         (xx)     All of the terms of the Mortgage  pertaining to interest rate  adjustments,  payment  adjustments
and adjustments of the outstanding  principal  balance are  enforceable,  all such  adjustments  have been properly
made,  including the mailing of required  notices,  and such adjustments do not and will not affect the priority of
the Mortgage  lien.  With respect to each Mortgage Loan which has passed its initial  Adjustment  Date, the Company
has performed an audit of the Mortgage Loan to determine  whether all interest rate  adjustments  have been made in
accordance with the terms of the Mortgage Note and Mortgage;

         (yy)     Each Mortgage Note, each Mortgage,  each Assignment and any other documents  required pursuant to
this  Agreement to be delivered to the Purchaser or its  designee,  or its assignee for each  Mortgage  Loan,  have
been, on or before the related Closing Date, delivered to the Purchaser or its designee, or its assignee;

         (zz)     To the  best of  Company's  knowledge,  no  statement,  tape,  diskette,  form,  report  or other
document  prepared by, or on behalf of, Company  pursuant to this Agreement or in connection with the  transactions
contemplated  hereby,  contains or will contain any  statement  that is or will be  inaccurate or misleading in any
material respect;

     (aaa)        The Company used no selection procedures that identified the Mortgage Loans as being less
     desirable or valuable than other comparable mortgage loans in the Company's portfolio at the related Cut-off
     Date;


         (bbb)    The  origination  and  servicing  practices  used by the  Company  and any  prior  originator  or
servicer with respect to each Mortgage Note and Mortgage  have been legal and in accordance  with  applicable  laws
and regulations and the Mortgage Loan  Documents,  and in all material  respects proper and prudent in the mortgage
origination  and servicing  business.  Each Mortgage Loan has been serviced in all material  respects with Accepted
Servicing  Practices.  With respect to escrow deposits and payments that the Company, on behalf of an investor,  is
entitled to collect,  all such payments are in the possession  of, or under the control of, the Company,  and there
exist no  deficiencies  in connection  therewith for which customary  arrangements  for repayment  thereof have not
been  made.  All escrow  payments  have been  collected  in full  compliance  with  state and  federal  law and the
provisions of the related  Mortgage  Note and  Mortgage.  As to any Mortgage Loan that is the subject of an escrow,
escrow of funds is not  prohibited by applicable law and has been  established  in an amount  sufficient to pay for
every  escrowed item that remains unpaid and has been assessed but is not yet due and payable.  No escrow  deposits
or other  charges or payments due under the Mortgage Note have been  capitalized  under any Mortgage or the related
Mortgage Note; and

         (ccc)    With respect each  Mortgage  Loan secured in whole or in part by the interest of the Mortgagor as
a lessee under a ground lease of a Mortgaged Property (a "Ground Lease"):

                  (i)      Such Ground Lease is valid, in good standing, and in full force and effect;

                  (ii)     The lessee is not in default under any provision of the lease;

     (iii)        The term of the Ground Lease exceeds the maturity date of the related Mortgage Loan by at least
     ten years;


                  (iv)     The  mortgagee  under the Mortgage Loan is given at least 30 days' notice of any default
         and an  opportunity  to cure any defaults  under the Ground Lease or to take over the  Mortgagor's  rights
         under the Ground Lease;

                  (v)      The  Ground  Lease  does not  contain  any  default  provisions  that could give rise to
         forfeiture or termination of the Ground Lease except for the non-payment of the Ground Lease rents; and

                  (vi)     The Ground Lease  provides that the leasehold can be  transferred,  mortgaged and sublet
         an unlimited  number of times either  without  restriction  or on payment of a reasonable fee and delivery
         of reasonable documentation to the lessor.

         Section 3.03      Repurchase; Substitution.

         It is understood  and agreed that the  representations  and warranties set forth in Sections 3.01 and 3.02
shall survive the sale of the Mortgage Loans and delivery of the Mortgage Loan  Documents to the Purchaser,  or its
designee,  and  shall  inure  to the  benefit  of the  Purchaser,  notwithstanding  any  restrictive  or  qualified
endorsement on any Mortgage Note or Assignment or the  examination,  or lack of examination,  of any Mortgage File.
Upon  discovery by either the Company or the  Purchaser  of a breach of any of the  foregoing  representations  and
warranties  which  materially  and  adversely  affects  the  value of the  Mortgage  Loans or the  interest  of the
Purchaser in any Mortgage  Loan, the party  discovering  such breach shall give prompt written notice to the other.
The Company  shall have a period of sixty (60) days from the earlier of its  discovery  or its receipt of notice of
any such breach within which to correct or cure such breach.  The Company  hereby  covenants and agrees that if any
such breach is not corrected or cured within such sixty day period,  the Company shall, at the  Purchaser's  option
and not later than  ninety (90) days of its  discovery  or its receipt of notice of such  breach,  repurchase  such
Mortgage  Loan at the  Repurchase  Price or, with the  Purchaser's  prior consent and at  Purchaser's  sole option,
substitute a Mortgage Loan as provided  below.  In the event that any such breach shall involve any  representation
or  warranty  set forth in Section  3.01,  and such  breach is not cured  within  sixty (60) days of the earlier of
either  discovery  by or notice to the Company of such  breach,  all  Mortgage  Loans  shall,  at the option of the
Purchaser, be repurchased by the Company at the Repurchase Price.

         In  addition to the  foregoing,  in the event that the first  Monthly  Payment due on or after the related
Cut-off Date with respect to any Mortgage  Loan is not made on or within  thirty (30) days of the related Due Date,
the Company shall  repurchase  such Mortgage  Loan at the  Repurchase  Price within thirty (30) days of the related
Closing Date. The Company  further agrees that, at the option of the Purchaser,  the Company shall  repurchase,  at
the  related  Repurchase  Price,  any  Mortgage  Loan as to which the second or third  Monthly  Payment is not made
within 30 days of the related Due Date  therefor.  Such  repurchase  option  shall be  exercised  in writing by the
Purchaser  and shall  expire on the later of (i) ninety (90) days  following  the related  Closing Date or (ii) the
third Business Day following  receipt of the  delinquency  information on such Mortgage Loan by the Purchaser.  The
Company  shall  repurchase  any such  Mortgage  Loan within  three (3)  Business  Days of the  Purchaser's  written
election to require such repurchase.

         Any  repurchase  pursuant to this  Section  3.03 shall be  accomplished  by wire  transfer of  immediately
available funds to Purchaser in the amount of the Repurchase Price.

         If the Company is required to repurchase  any Mortgage  Loan  pursuant to this Section  3.03,  the Company
may, with the Purchaser's  prior consent and at Purchaser's  sole option,  within ninety (90) days from the related
Closing  Date,  remove  such  defective  Mortgage  Loan from the terms of this  Agreement  and  substitute  another
mortgage  loan for such  defective  Mortgage  Loan, in lieu of  repurchasing  such  defective  Mortgage  Loan.  Any
substitute  Mortgage  Loan is subject to  Purchaser  acceptability.  Any  substituted  Loans will  comply  with the
representations and warranties set forth in this Agreement as of the substitution date

         The Company  shall amend the Mortgage  Loan  Schedule to reflect the  withdrawal  of the removed  Mortgage
Loan from this Agreement and the  substitution  of such  substitute  Mortgage Loan therefor.  Upon such  amendment,
the  Purchaser  shall review the Mortgage File  delivered to it relating to the  substitute  Mortgage  Loan. In the
event  of such a  substitution,  accrued  interest  on the  substitute  Mortgage  Loan for the  month in which  the
substitution  occurs and any  Principal  Prepayments  made  thereon  during such month shall be the property of the
Purchaser  and accrued  interest for such month on the  Mortgage  Loan for which the  substitution  is made and any
Principal  Prepayments  made thereon  during such month shall be the property of the Company.  The Monthly  Payment
on a  substitute  Mortgage  Loan due on the Due Date in the  month of  substitution  shall be the  property  of the
Company and the Monthly  Payment on the Mortgage Loan for which the  substitution is made due on such date shall be
the property of the Purchaser.

         It is  understood  and agreed that the  obligation  of the Company set forth in this Section 3.03 to cure,
repurchase  or substitute  for a defective  Mortgage  Loan,  and to indemnify  Purchaser  pursuant to Section 8.01,
constitute  the  sole  remedies  of the  Purchaser  respecting  a  breach  of  the  foregoing  representations  and
warranties.  If the Company  fails to repurchase or  substitute  for a defective  Mortgage Loan in accordance  with
this  Section  3.03,  or  fails  to cure a  defective  Mortgage  Loan to  Purchaser's  reasonable  satisfaction  in
accordance  with this Section 3.03, or to indemnify  Purchaser  pursuant to Section 8.01,  that failure shall be an
Event of Default and the  Purchaser  shall be entitled to pursue all  remedies  available  in this  Agreement  as a
result  thereof.  No  provision of this  paragraph  shall  affect the rights of the  Purchaser  to  terminate  this
Agreement for cause, as set forth in Sections 10.01 and 11.01.

         Any cause of action  against the Company  relating to or arising out of the breach of any  representations
and  warranties  made in  Sections  3.01 and 3.02  shall  accrue as to any  Mortgage  Loan upon (i) the  earlier of
discovery of such breach by the Company or notice  thereof by the  Purchaser  to the  Company,  (ii) failure by the
Company to cure such  breach or  repurchase  such  Mortgage  Loan as  specified  above,  and (iii)  demand upon the
Company by the Purchaser for compliance with this Agreement.

         In the event that any Mortgage  Loan is held by a REMIC,  notwithstanding  any contrary  provision of this
Agreement,  with  respect to any  Mortgage  Loan that is not in default or as to which no default is  imminent,  no
substitution  pursuant to Subsection 3.03 shall be made after the applicable  REMIC's "start up day" (as defined in
Section  860G(a) (9) of the Code),  unless the  Company has  obtained an Opinion of Counsel to the effect that such
substitution  will not (i)  result  in the  imposition  of taxes on  "prohibited  transactions"  of such  REMIC (as
defined in Section  860F of the Code) or  otherwise  subject  the REMIC to tax,  or (ii) cause the REMIC to fail to
qualify as a REMIC at any time.


                                                    ARTICLE IV

                                 ADMINISTRATION AND SERVICING OF MORTGAGE LOANS


         Section 4.01      Company to Act as Servicer.

         The Company,  as  independent  contract  servicer,  shall  service and  administer  the Mortgage  Loans in
accordance  with this  Agreement and with Accepted  Servicing  Practices,  and shall have full power and authority,
acting alone,  to do or cause to be done any and all things in connection  with such  servicing and  administration
which the  Company may deem  necessary  or  desirable  and  consistent  with the terms of this  Agreement  and with
Accepted  Servicing  Practices and exercise the same care that it customarily  employs for its own account.  Except
as set forth in this  Agreement,  the  Company  shall  service the  Mortgage  Loans in strict  compliance  with the
servicing  provisions of the IndyMac Guidelines,  which include,  but are not limited to, provisions  regarding the
liquidation  of Mortgage  Loans,  the  collection of Mortgage Loan  payments,  the payment of taxes,  insurance and
other  charges,  the  maintenance  of hazard  insurance  with a  Qualified  Insurer,  the  maintenance  of mortgage
impairment  insurance,  the  maintenance  of fidelity bond and errors and  omissions  insurance,  inspections,  the
restoration of Mortgaged Property,  the maintenance of Primary Mortgage Insurance  Policies,  insurance claims, the
title,  management  and  disposition  of  REO  Property,  permitted  withdrawals  with  respect  to  REO  Property,
liquidation  reports,  and  reports of  foreclosures  and  abandonments  of  Mortgaged  Property,  the  transfer of
Mortgaged Property,  the release of Mortgage Files,  annual statements,  and examination of records and facilities.
In the event of any  conflict,  inconsistency  or  discrepancy  between  any of the  servicing  provisions  of this
Agreement and any of the servicing  provisions of the IndyMac  Guidelines,  the provisions of this Agreement  shall
control  and  be  binding  upon  the  Purchaser  and  the  Company.  The  Purchaser  may,  at  its  option  deliver
powers-of-attorney  to the  Company  sufficient  to allow the  Company as  servicer  to execute  all  documentation
requiring  execution  on behalf of  Purchaser  with  respect to the  servicing  of the  Mortgage  Loans,  including
satisfactions,  partial releases,  modifications  and foreclosure  documentation,  or in the alternative,  shall as
promptly as reasonably possible, execute and return such documentation to the Company.

         Consistent  with the  terms of this  Agreement,  the  Company  may  waive,  modify or vary any term of any
Mortgage Loan or consent to the  postponement  of any such term or in any manner grant  indulgence to any Mortgagor
if in the Company's reasonable and prudent determination such waiver,  modification,  postponement or indulgence is
not  materially  adverse to the  Purchaser,  provided,  however,  that unless the Company  has  obtained  the prior
written consent of the Purchaser,  the Company shall not permit any modification  with respect to any Mortgage Loan
that would  change the Mortgage  Interest  Rate,  forgive the payment of principal or interest,  reduce or increase
the  outstanding  principal  balance (except for actual payments of principal) or change the final maturity date on
such  Mortgage  Loan.  In the event of any such  modification  which has been agreed to in writing by the Purchaser
and which permits the deferral of interest or principal  payments on any Mortgage Loan,  the Company shall,  on the
Business  Day  immediately  preceding  the  Remittance  Date in any month in which any such  principal  or interest
payment has been deferred,  deposit in the Custodial  Account from its own funds,  in accordance with Section 4.04,
the difference  between (a) such month's  principal and one month's  interest at the Mortgage Loan  Remittance Rate
on the unpaid  principal  balance of such  Mortgage  Loan and (b) the amount  paid by the  Mortgagor.  The  Company
shall be entitled to  reimbursement  for such  advances  to the same extent as for all other  advances  pursuant to
Section  4.05.  Without  limiting the  generality  of the  foregoing,  the Company  shall  continue,  and is hereby
authorized and empowered, to prepare,  execute and deliver, all instruments of satisfaction or cancellation,  or of
partial or full release,  discharge and all other  comparable  instruments,  with respect to the Mortgage Loans and
with respect to the Mortgaged  Properties.  Notwithstanding  anything  herein to the contrary,  the Company may not
enter into a forbearance  agreement or similar  arrangement  with respect to any Mortgage Loan which runs more than
12 months  after the first  delinquent  Due Date.  Any such  agreement  shall be  approved  by  Purchaser  and,  if
required,  by the Primary  Mortgage  Insurance  Policy  insurer;  provided that, the  Purchaser's  consent shall be
deemed to be given if the Purchaser does not object to any proposed  forbearance  agreement or similar  arrangement
within seven days following its receipt of notice of such proposed forbearance agreement or similar arrangement.

         In  servicing  and  administering  the  Mortgage  Loans,  the  Company  shall  employ  Accepted  Servicing
Practices,  giving due consideration to the Purchaser's reliance on the Company.  Unless a different time period is
stated in this Agreement,  Purchaser  shall be deemed to have given consent in connection with a particular  matter
if Purchaser  does not  affirmatively  grant or deny consent  within five (5) Business Days from the date Purchaser
receives a second written request for consent for such matter from Company as servicer.

         The Mortgage  Loans may be  subserviced  by the  Subservicer  on behalf of the Company  provided  that the
Subservicer  is an entity that engages in the business of servicing  loans,  and in either case shall be authorized
to transact  business,  and licensed to service mortgage loans, in the state or states where the related  Mortgaged
Properties  it is to  service  are  situated,  if and to the  extent  required  by  applicable  law to  enable  the
Subservicer to perform its obligations  hereunder and under the  Subservicing  Agreement,  and in either case shall
be a FHLMC or Fannie Mae approved  mortgage  servicer in good  standing,  and no event has occurred,  including but
not  limited  to a change in  insurance  coverage,  which  would  make it unable  to  comply  with the  eligibility
requirements  for lenders  imposed by Fannie Mae or for  seller/servicers  imposed by Fannie Mae or FHLMC, or which
would require  notification  to Fannie Mae or FHLMC.  In addition,  each  Subservicer  will obtain and preserve its
qualifications  to do  business  as a foreign  corporation  and its  licenses to service  mortgage  loans,  in each
jurisdiction  in which such  qualifications  and/or  licenses are or shall be necessary to protect the validity and
enforceability  of this Agreement,  or any of the Mortgage Loans and to perform or cause to be performed its duties
under  the  related  Subservicing  Agreement.  The  Company  may  perform  any  of its  servicing  responsibilities
hereunder or may cause the Subservicer to perform any such servicing  responsibilities  on its behalf,  but the use
by the Company of the  Subservicer  shall not release the Company  from any of its  obligations  hereunder  and the
Company shall remain  responsible  hereunder for all acts and omissions of the Subservicer as fully as if such acts
and omissions were those of the Company.  The Company shall pay all fees and expenses of the  Subservicer  from its
own funds, and the  Subservicer's  fee shall not exceed the Servicing Fee. Company shall notify Purchaser  promptly
in writing upon the appointment of any Subservicer.

         At the cost and expense of the Company,  without any right of  reimbursement  from the Custodial  Account,
the Company shall be entitled to terminate the rights and  responsibilities  of the Subservicer and arrange for any
servicing  responsibilities  to be performed by a successor  subservicer  meeting the requirements in the preceding
paragraph,  provided,  however,  that nothing  contained herein shall be deemed to prevent or prohibit the Company,
at the  Company's  option,  from  electing to service  the related  Mortgage  Loans  itself.  In the event that the
Company's  responsibilities  and duties under this Agreement are terminated pursuant to Section 4.13, 8.04, 9.01 or
10.01 and if requested  to do so by the  Purchaser,  the Company  shall at its own cost and expense  terminate  the
rights and  responsibilities  of the  Subservicer  effective  as of the date of  termination  of the  Company.  The
Company shall pay all fees, expenses or penalties  necessary in order to terminate the rights and  responsibilities
of the Subservicer from the Company's own funds without reimbursement from the Purchaser.

         Notwithstanding  any of the provisions of this Agreement  relating to agreements or  arrangements  between
the Company and the  Subservicer  or any reference  herein to actions taken through the  Subservicer  or otherwise,
the Company  shall not be relieved of its  obligations  to the  Purchaser and shall be obligated to the same extent
and under the same terms and conditions as if it alone were servicing and  administering  the Mortgage  Loans.  The
Company shall be entitled to enter into an agreement with the  Subservicer  for  indemnification  of the Company by
the  Subservicer and nothing  contained in this Agreement shall be deemed to limit or modify such  indemnification.
The Company will indemnify and hold Purchaser  harmless from any loss,  liability or expense arising out of its use
of a Subservicer to perform any of its servicing duties, responsibilities and obligations hereunder.

         Any  Subservicing  Agreement  and any other  transactions  or  services  relating  to the  Mortgage  Loans
involving  the  Subservicer  shall be deemed to be between the  Subservicer  and Company  alone,  and the Purchaser
shall have no obligations,  duties or liabilities with respect to the Subservicer including no obligation,  duty or
liability of Purchaser to pay the  Subservicer's  fees and expenses.  For purposes of distributions and advances by
the Company  pursuant to this Agreement,  the Company shall be deemed to have received a payment on a Mortgage Loan
when the Subservicer has received such payment.

         Section 4.02      Collection of Mortgage Loan Payments.

         Continuously  from the date  hereof  until the date  each  Mortgage  Loan  ceases  to be  subject  to this
Agreement,  the Company will proceed  diligently to collect all payments due under each Mortgage Loan when the same
shall become due and payable and shall,  to the extent such  procedures  shall be consistent  with this  Agreement,
Accepted  Servicing  Practices,  and the terms and provisions of any related  Primary  Mortgage  Insurance  Policy,
follow such  collection  procedures as it follows with respect to mortgage  loans  comparable to the Mortgage Loans
and held for its own  account.  Further,  the Company  will take due care in  ascertaining  and  estimating  annual
escrow  payments,  and all other charges that,  as provided in the Mortgage,  will become due and payable,  so that
the  installments  payable by the Mortgagors will be sufficient to pay such charges as and when they become due and
payable.

         Section 4.03      Realization Upon Defaulted Mortgage

         The Company  shall use its best  efforts,  consistent  with the  procedures  that the Company would use in
servicing loans for its own account,  consistent with Accepted Servicing Practices,  any Primary Mortgage Insurance
Policies and the best interest of Purchaser,  to foreclose  upon or otherwise  comparably  convert the ownership of
properties  securing  such of the  Mortgage  Loans  as come  into  and  continue  in  default  and as to  which  no
satisfactory  arrangements  can be made for  collection  of  delinquent  payments  pursuant  to Section  4.01.  The
Company  shall use its best efforts to realize upon  defaulted  Mortgage  Loans in such manner as will maximize the
receipt of  principal  and  interest by the  Purchaser,  taking into  account,  among other  things,  the timing of
foreclosure  proceedings.  The  foregoing  is  subject to the  provisions  that,  in any case in which a  Mortgaged
Property  shall have  suffered  damage,  the  Company  shall not be  required  to expend  its own funds  toward the
restoration of such property  unless it shall determine in its discretion (i) that such  restoration  will increase
the proceeds of liquidation of the related  Mortgage Loan to the Purchaser after  reimbursement  to itself for such
expenses,  and  (ii)  that  such  expenses  will be  recoverable  by the  Company  through  Insurance  Proceeds  or
Liquidation  Proceeds from the related Mortgaged  Property,  as contemplated in Section 4.05.  Company shall obtain
prior approval of Purchaser as to restoration  expenses in excess of five thousand  dollars  ($5,000).  The Company
shall be responsible  for all costs and expenses  incurred by it in any such  proceedings  or functions;  provided,
however,  that it shall be entitled to reimbursement  thereof from the related property, as contemplated in Section
4.05.  Notwithstanding  anything to the contrary  contained  herein, in connection with a foreclosure or acceptance
of a deed in lieu of  foreclosure,  in the event the  Company  has  reasonable  cause to believe  that a  Mortgaged
Property is  contaminated by hazardous or toxic  substances or wastes,  or if the Purchaser  otherwise  requests an
environmental  inspection or review of such Mortgaged Property,  such an inspection or review is to be conducted by
a qualified  inspector at the Purchaser's  expense.  Upon completion of the inspection,  the Company shall promptly
provide the Purchaser with a written report of the  environmental  inspection.  After  reviewing the  environmental
inspection  report,  the  Purchaser  shall  determine  how the Company  shall proceed with respect to the Mortgaged
Property.

         In the event that a Mortgage Loan becomes part of a REMIC,  and becomes REO Property,  such property shall
be disposed of by Company,  with the consent of  Purchaser  as required  pursuant to this  Agreement,  within three
years after  becoming  an REO  Property,  unless  Company  provides  to the trustee  under such REMIC an opinion of
counsel to the effect that the holding of such REO  Property  subsequent  to three  years  after its  becoming  REO
Property,  will not result in the  imposition of taxes on "prohibited  transactions"  as defined in Section 860F of
the Code, or cause the  transaction to fail to qualify as a REMIC at any time that  certificates  are  outstanding.
Company shall manage,  conserve,  protect and operate each such REO Property for the certificateholders  solely for
the purpose of its prompt  disposition  and sale in a manner which does not cause such  property to fail to qualify
as  "foreclosure  property"  within the  meaning of Section  860F(a)(2)(E)  of the Code,  or any "net  income  from
foreclosure  property"  which is  subject to  taxation  under the REMIC  provisions  of the Code.  Pursuant  to its
efforts to sell such  property,  the Company shall either itself or through an agent  selected by Company,  protect
and conserve  such  property in the same manner and to such an extent as is  customary  in the locality  where such
property is located.  Additionally,  Company shall perform the tax  withholding  and reporting  related to Sections
1445 and 6050J of the Code.

         Notwithstanding  anything to the contrary  contained  herein,  the Purchaser may, at the Purchaser's  sole
option,  upon thirty days prior  written  notice,  terminate  the  Company as  servicer of any  Mortgage  Loan that
becomes  delinquent in payment of three (3) Monthly  Payments (or more) without payment of any termination fee with
respect thereto,  provided that the Company shall on the date said  termination  takes effect be reimbursed for any
unreimbursed  Monthly Advances and any unreimbursed  Servicing Advances and Servicing Fees in each case relating to
the Mortgage Loan underlying such delinquent  Mortgage Loan  notwithstanding  anything to the contrary set forth in
Section  4.05.  In the event of any such  termination,  the  provisions of Section 11.01 hereof shall apply to said
termination and the transfer of servicing  responsibilities  with respect to such  delinquent  Mortgage Loan to the
Purchaser or its designee.

         Section 4.04      Establishment of Custodial Accounts; Deposits in Custodial Accounts.

         The Company  shall  segregate  and hold all funds  collected  and received  pursuant to each Mortgage Loan
separate  and apart from any of its own funds and  general  assets and shall  establish  and  maintain  one or more
Custodial  Accounts.  The  Custodial  Account  shall be an  Eligible  Account.  Funds  deposited  in the  Custodial
Account,  which shall be deposited  within one  Business Day of receipt,  shall at all times be insured by the FDIC
up to the FDIC insurance  limits,  or must be invested in Permitted  Investments held in the name of the Purchaser.
Funds  deposited in the  Custodial  Account may be drawn on by the Company in  accordance  with Section  4.05.  The
creation  of any  Custodial  Account  shall be  evidenced  by a letter  agreement  in the form  shown in  Exhibit B
hereto.  The original of such letter  agreement  shall be furnished to the  Purchaser on the related  Closing Date,
and upon the request of any subsequent Purchaser.

         The Company  shall  deposit in the Custodial  Account on a daily basis,  and retain  therein the following
payments and  collections  received or made by it subsequent  to the related  Cut-off Date, or received by it prior
to the related Cut-off Date but allocable to a period  subsequent  thereto,  other than in respect of principal and
interest on the Mortgage Loans due on or before the related Cut-off Date:

         (i)      all payments on account of principal, including Principal Prepayments, on the Mortgage Loans;

         (ii)     all  payments  on account of  interest  on the  Mortgage  Loans  adjusted  to the  Mortgage  Loan
Remittance Rate;

         (iii)    all Liquidation Proceeds;

         (iv)     any  amounts  required  to be  deposited  by the  Company  in  connection  with any REO  Property
pursuant to Section 4.13;

         (v)      all Insurance  Proceeds  including  amounts  required to be deposited  pursuant to Sections 4.08,
4.10 and 4.11,  other than proceeds to be held in the Escrow  Account and applied to the  restoration  or repair of
the Mortgaged Property or released to the Mortgagor in accordance with Accepted Servicing  Practices,  the Mortgage
Loan Documents or applicable law;

         (vi)     all  Condemnation  Proceeds  affecting  any  Mortgaged  Property  which are not  released  to the
Mortgagor in accordance with Accepted Servicing Practices, the loan documents or applicable law;

         (vii)    any Monthly Advances;

         (viii)   with respect to each full or partial Principal  Prepayment,  any Prepayment Interest  Shortfalls,
to the extent of the Company's aggregate Servicing Fee received with respect to the related Due Period;

         (ix)     any amounts  required to be deposited by the Company  pursuant to Section 4.10 in connection with
the deductible  clause in any blanket hazard  insurance  policy,  such deposit shall be made from the Company's own
funds, without reimbursement therefor; and

         (x)      any amounts  required to be deposited in the Custodial  Account pursuant to Section 4.01, 4.13 or
6.02.

         The foregoing  requirements for deposit in the Custodial  Account shall be exclusive,  it being understood
and agreed  that,  without  limiting  the  generality  of the  foregoing,  payments  in the nature of late  payment
charges,  prepayment  penalites and assumption fees, to the extent permitted by Section 6.01, need not be deposited
by the Company in the  Custodial  Account.  Any interest paid on funds  deposited in the  Custodial  Account by the
depository  institution  and any income  from the  investment  of such  funds  shall  accrue to the  benefit of the
Company  and the Company  shall be entitled to retain and  withdraw  such  interest  and income from the  Custodial
Account  pursuant to Section  4.05 (iv).  The  Purchaser  shall not be  responsible  for any losses  suffered  with
respect to investment of funds in the Custodial Account.

         Section 4.05      Permitted Withdrawals From the Custodial Account.

         The Company may, from time to time, withdraw from the Custodial Account for the following purposes:

         (i)      to make payments to the Purchaser in the amounts and in the manner provided for in Section 5.01;

         (ii)     to reimburse  itself for Monthly  Advances,  the Company's right to reimburse  itself pursuant to
this  subclause  (ii) being  limited  to amounts  received  on the  related  Mortgage  Loan  which  represent  late
collections  (net of the related  Servicing Fees) of principal  and/or interest  respecting  which any such advance
was made and amounts as to which the Company has  determined  that such Monthly  Advance will not be recoverable as
provided above, it being understood that, in the case of such  reimbursement,  the Company's right thereto shall be
prior to the rights of the  Purchaser,  except that,  where the Company is required to repurchase a Mortgage  Loan,
pursuant to Section  3.03,  the  Company's  right to such  reimbursement  shall be subsequent to the payment to the
Purchaser  of the  Repurchase  Price  pursuant  to such  Section and all other  amounts  required to be paid to the
Purchaser with respect to such Mortgage Loan;

         (iii)    to reimburse  itself for  unreimbursed  Servicing  Advances and any unpaid  Servicing  Fees,  the
Company's  right to reimburse  itself  pursuant to this  subclause  (iii) with  respect to any Mortgage  Loan being
limited to  recoveries  from the related  Mortgagor  with respect  thereto and related  proceeds  from  Liquidation
Proceeds,  Condemnation  Proceeds and Insurance Proceeds in accordance with the relevant  provisions of the IndyMac
Guidelines or as otherwise set forth in this  Agreement;  any recovery  shall be made upon  liquidation  of the REO
Property;

         (iv)     to pay to itself as part of its servicing  compensation  (a) any interest  earned on funds in the
Custodial  Account (all such interest to be withdrawn  monthly not later than each  Remittance  Date),  and (b) the
Servicing  Fee from that portion of any payment or recovery as to interest  with  respect to a particular  Mortgage
Loan;

         (v)      to pay to itself  with  respect  to each  Mortgage  Loan that has been  repurchased  pursuant  to
Section  3.03 all amounts  received  thereon  and not  distributed  as of the date on which the related  repurchase
price is determined,

         (vi)     to transfer funds to another Eligible Account in accordance with Section 4.09 hereof;

         (vii)    to remove funds inadvertently placed in the Custodial Account by the Company; and

         (viii)   to clear and terminate the Custodial Account upon the termination of this Agreement.

         Section 4.06      Establishment of Escrow Accounts;Deposits in Escrow Accounts.

         The Company  shall  segregate  and hold all funds  collected  and received  pursuant to each Mortgage Loan
which  constitute  Escrow  Payments  separate  and apart  from any of its own funds and  general  assets  and shall
establish  and  maintain  one or more Escrow  Accounts.  The Escrow  Account  shall be an Eligible  Account.  Funds
deposited in each Escrow Account shall at all times be insured in a manner to provide  maximum  insurance under the
insurance  limitations  of the FDIC, or must be invested in Permitted  Investments.  Funds  deposited in the Escrow
Account may be drawn on by the Company in accordance  with Section 4.07.  The creation of any Escrow  Account shall
be evidenced by a letter  agreement  in the form shown in Exhibit C. The  original of such letter  agreement  shall
be furnished to the Purchaser on the related Closing Date, and upon request to any subsequent purchaser.

         The Company shall deposit in the Escrow Account or Accounts on a daily basis, and retain therein:

         (i)      all Escrow  Payments  collected  on account of the Mortgage  Loans,  for the purpose of effecting
timely payment of any such items as required under the terms of this Agreement;

         (ii)     all  Insurance  Proceeds  which are to be applied to the  restoration  or repair of any Mortgaged
Property; and

         (iii)    all Servicing  Advances for Mortgagors  whose Escrow  Payments are  insufficient  to cover escrow
disbursements.

         The Company shall make  withdrawals  from the Escrow  Account only to effect such payments as are required
under this  Agreement,  and for such other  purposes as shall be as set forth or in  accordance  with Section 4.07.
The Company shall be entitled to retain any interest and  investment  income paid on funds  deposited in the Escrow
Account by the  depository  institution  other than  interest on escrowed  funds  required by law to be paid to the
Mortgagor  and, to the extent  required by law, the Company  shall pay interest on escrowed  funds to the Mortgagor
notwithstanding  that the Escrow Account is non-interest  bearing or that interest paid thereon is insufficient for
such  purposes.  The  Purchaser  shall not be  responsible  for any losses  suffered  with respect to investment of
funds in the Escrow Account.

         Section 4.07      Permitted Withdrawals From Escrow Account.

         Withdrawals from the Escrow Account may be made by Company only:

         (i)      to effect timely payments of ground rents,  taxes,  assessments,  water rates,  Primary  Mortgage
Insurance  Policy  premiums,  if  applicable,  fire and hazard  insurance  premiums,  condominium  assessments  and
comparable items;

         (ii)     to  reimburse  Company  for any  Servicing  Advance  made by  Company  with  respect to a related
Mortgage  Loan but only from  amounts  received on the  related  Mortgage  Loan which  represent  late  payments or
collections of Escrow Payments thereunder;

         (iii)    to refund to the Mortgagor any funds as may be determined to be overages;

         (iv)     for transfer to the Custodial Account in accordance with the terms of this Agreement;

         (v)      for application to restoration or repair of the Mortgaged Property;

         (vi)     to pay to the Company,  or to the  Mortgagor to the extent  required by law, any interest paid on
the funds deposited in the Escrow Account;

         (vii)    to clear and terminate the Escrow Account on the  termination of this  Agreement.  As part of its
servicing  duties,  the Company  shall pay to the  Mortgagors  interest on funds in Escrow  Account,  to the extent
required by law, and to the extent that interest earned on funds in the Escrow Account is  insufficient,  shall pay
such interest from its own funds, without any reimbursement therefor; and

         (viii)   to pay to the  Mortgagors  or other  parties  Insurance  Proceeds  deposited in  accordance  with
Section 4.06.

         Section 4.08      Payment  of Taxes,  Insurance  and  Other  Charges;  Maintenance  of  Primary  Mortgage
Insurance Policies; Collections Thereunder.

         With respect to each Mortgage Loan, the Company shall maintain  accurate records  reflecting the status of
ground rents, taxes,  assessments,  water rates and other charges which are or may become a lien upon the Mortgaged
Property and the status of primary mortgage  insurance  premiums and fire and hazard  insurance  coverage and shall
obtain,  from time to time, all bills for the payment of such charges,  including renewal premiums and shall effect
payment  thereof  prior to the  applicable  penalty or  termination  date and at a time  appropriate  for  securing
maximum  discounts  allowable,  employing for such purpose  deposits of the  Mortgagor in the Escrow  Account which
shall have been  estimated and  accumulated  by the Company in amounts  sufficient  for such  purposes,  as allowed
under the terms of the  Mortgage or  applicable  law. To the extent that the  Mortgage  does not provide for Escrow
Payments,  the Company  shall  determine  that any such  payments are made by the  Mortgagor at the time they first
become due.  The Company  assumes  full  responsibility  for the timely  payment of all such bills and shall effect
timely payments of all such bills  irrespective of the Mortgagor's  faithful  performance in the payment of same or
the making of the Escrow Payments and shall make advances from its own funds to effect such payments.

         The Company  will  maintain  in full force and effect  Primary  Mortgage  Insurance  Policies  issued by a
Qualified  Insurer with respect to each  Mortgage Loan for which such  coverage is herein  required.  Such coverage
will be  terminated  only with the approval of  Purchaser,  or as required by  applicable  law or  regulation.  The
Company will not cancel or refuse to renew any Primary  Mortgage  Insurance Policy in effect on the related Closing
Date that is required to be kept in force under this  Agreement  unless a replacement  Primary  Mortgage  Insurance
Policy for such  canceled or  nonrenewed  policy is obtained  from and  maintained  with a Qualified  Insurer.  The
Company  shall not take any action  which  would  result in  non-coverage  under any  applicable  Primary  Mortgage
Insurance  Policy of any loss which,  but for the actions of the Company  would have been  covered  thereunder.  In
connection  with any assumption or  substitution  agreement  entered into or to be entered into pursuant to Section
6.01, the Company shall promptly notify the insurer under the related Primary Mortgage  Insurance  Policy,  if any,
of such  assumption or  substitution  of liability in  accordance  with the terms of such policy and shall take all
actions  which may be required by such insurer as a condition  to the  continuation  of coverage  under the Primary
Mortgage  Insurance  Policy.  If  such  Primary  Mortgage  Insurance  Policy  is  terminated  as a  result  of such
assumption or substitution of liability,  the Company shall obtain a replacement  Primary Mortgage Insurance Policy
as provided above.

         In connection  with its activities as servicer,  the Company  agrees to prepare and present,  on behalf of
itself and the Purchaser,  claims to the insurer under any Private  Mortgage  Insurance  Policy in a timely fashion
in accordance with the terms of such Primary  Mortgage  Insurance  Policy and, in this regard,  to take such action
as shall be  necessary  to permit  recovery  under any Primary  Mortgage  Insurance  Policy  respecting a defaulted
Mortgage  Loan.  Pursuant  to Section  4.04,  any amounts  collected  by the  Company  under any  Primary  Mortgage
Insurance Policy shall be deposited in the Custodial Account, subject to withdrawal pursuant to Section 4.05.

         Section 4.09      Transfer of Accounts.

         The Company may transfer  the  Custodial  Account or the Escrow  Account to a different  Eligible  Account
from time to time.  The Company shall notify the Purchaser prior to any such transfer.

         Section 4.10      Maintenance of Hazard Insurance.

         The Company shall cause to be maintained  for each Mortgage Loan fire and hazard  insurance  with extended
coverage  as is  acceptable  to Fannie Mae or FHLMC and  customary  in the area  where the  Mortgaged  Property  is
located in an amount which is equal to the lesser of (i) the maximum  insurable value of the improvements  securing
such Mortgage Loan or (ii) the greater of (a) the  outstanding  principal  balance of the Mortgage Loan, and (b) an
amount such that the proceeds  thereof  shall be sufficient  to prevent the  Mortgagor  and/or the  mortgagee  from
becoming a co-insurer.  If required by the Flood Disaster  Protection  Act of 1973, as amended,  each Mortgage Loan
shall be covered by a flood  insurance  policy meeting the  requirements  of the current  guidelines of the Federal
Insurance  Administration  in effect with an  insurance  carrier  acceptable  to Fannie Mae or FHLMC,  in an amount
representing  coverage not less than the least of (i) the outstanding  principal balance of the Mortgage Loan, (ii)
the maximum  insurable  value of the  improvements  securing  such  Mortgage  Loan or (iii) the  maximum  amount of
insurance  which is available  under the Flood Disaster  Protection Act of 1973, as amended.  If at any time during
the term of the Mortgage  Loan,  the Company  determines  in  accordance  with  applicable  law and pursuant to the
IndyMac  Guidelines  that a  Mortgaged  Property  is located in a special  flood  hazard area and is not covered by
flood  insurance or is covered in an amount less than the amount  required by the Flood Disaster  Protection Act of
1973,  as amended,  the  Company  shall  notify the related  Mortgagor  that the  Mortgagor  must obtain such flood
insurance  coverage,  and if said Mortgagor fails to obtain the required flood insurance coverage within forty-five
(45) days after such  notification,  the Company shall  immediately force place the required flood insurance on the
Mortgagor's  behalf. The Company shall also maintain on each REO Property,  fire and hazard insurance with extended
coverage in an amount which is at least equal to the maximum  insurable value of the improvements  which are a part
of such property,  and, to the extent  required and available  under the Flood Disaster  Protection Act of 1973, as
amended,  flood  insurance in an amount as provided  above.  Any amounts  collected  by the Company  under any such
policies other than amounts to be deposited in the Escrow  Account and applied to the  restoration or repair of the
Mortgaged Property or REO Property,  or released to the Mortgagor in accordance with Accepted Servicing  Practices,
shall be deposited in the  Custodial  Account,  subject to  withdrawal  pursuant to Section  4.05. It is understood
and agreed that no other  additional  insurance  need be required by the Company of the  Mortgagor or maintained on
property  acquired in respect of the Mortgage Loan, other than pursuant to this Agreement,  the IndyMac  Guidelines
or such  applicable  state or federal laws and  regulations  as shall at any time be in force and as shall  require
such additional  insurance.  All such policies shall be endorsed with standard  mortgagee clauses with loss payable
to the Company and its  successors  and/or  assigns and shall provide for at least thirty days prior written notice
of any  cancellation,  reduction  in the amount or material  change in coverage to the Company.  The Company  shall
not  interfere  with the  Mortgagor's  freedom  of choice in  selecting  either  his  insurance  carrier  or agent,
provided,  however,  that the Company shall not accept any such insurance policies from insurance  companies unless
such companies are Qualified Insurers.

         Section 4.11      Maintenance of Mortgage Impairment Insurance Policy.

         In the event that the Company shall obtain and maintain a blanket  policy issued by an insurer  acceptable
to Fannie Mae or FHLMC  insuring  against  hazard  losses on all of the Mortgage  Loans,  then,  to the extent such
policy  provides  coverage  in an amount  equal to the  amount  required  pursuant  to Section  4.10 and  otherwise
complies  with all other  requirements  of Section  4.10,  it shall  conclusively  be deemed to have  satisfied its
obligations  as set forth in  Section  4.10,  it being  understood  and  agreed  that  such  policy  may  contain a
deductible  clause,  in which case the Company shall, in the event that there shall not have been maintained on the
related  Mortgaged  Property or REO Property a policy complying with Section 4.10, and there shall have been a loss
which would have been covered by such policy,  deposit in the Custodial  Account the amount not  otherwise  payable
under the blanket policy because of such  deductible  clause.  In connection with its activities as servicer of the
Mortgage  Loans,  the Company  agrees to prepare and  present,  on behalf of the  Purchaser,  claims under any such
blanket  policy in a timely  fashion in accordance  with the terms of such policy.  Upon request of the  Purchaser,
the Company shall cause to be delivered to the Purchaser a certificate of insurance covering such policy.


         Section 4.12      Fidelity Bond, Errors and Omissions Insurance.

         The Company  shall  maintain,  at its own expense,  a blanket  fidelity  bond and an errors and  omissions
insurance  policy,  with broad  coverage with  responsible  companies on all  officers,  employees or other persons
acting in any capacity with regard to the Mortgage Loan to handle funds,  money,  documents and papers  relating to
the Mortgage  Loan,  which  policy is in form and  substance  acceptable  to Fannie Mae under the Fannie Mae Guide.
The  Fidelity  Bond  shall  be in the  form of the  Mortgage  Banker's  Blanket  Bond  and  shall  comply  with the
requirements  for Fidelity Bonds as set forth in the Fannie Mae Guide.  Such errors and omissions  insurance  shall
also  protect and insure the Company  against  losses in  connection  with the  failure to maintain  any  insurance
policies  required  pursuant to this  Agreement.  No provision of this Section 4.12  requiring the Fidelity Bond or
errors and omissions  insurance  shall diminish or relieve the Company from its duties and obligations as set forth
in this  Agreement.  The minimum  coverage under any such bond and insurance  policy shall be at least equal to the
corresponding  amounts  required  under the Fannie Mae Guides.  Upon request by  Purchaser,  Company  shall provide
Purchaser  with an insurance  certificate  certifying  coverage under this Section 4.12, and will provide an update
to such certificate upon request, or upon renewal or material modification of coverage.

         Section 4.13      Title, Management and Disposition of REO Property.

         In the event that  title to the  Mortgaged  Property  is  acquired  in  foreclosure  or by deed in lieu of
foreclosure,  the deed or  certificate  of sale shall be taken in the name of the Purchaser or its designee,  or in
the event the  Purchaser or its  designee is not  authorized  or  permitted  to hold title to real  property in the
state  where the REO  Property  is  located,  the deed or  certificate  of sale  shall be taken in the name of such
Person or Persons as shall be consistent  with an opinion of counsel  obtained by the Company from an attorney duly
licensed  to practice  law in the state where the REO  Property  is  located.  Any Person or Persons  holding  such
title  other than the  Purchaser  shall  acknowledge  in writing  that such title is being held as nominee  for the
benefit of the Purchaser.

         The Company shall notify the Purchaser upon each  acquisition  of REO Property and  thereafter  assume the
responsibility for marketing such REO property in accordance with Accepted  Servicing  Practices.  Thereafter,  the
Company shall continue to provide certain  administrative  services to the Purchaser  relating to such REO Property
as set forth in this Section  4.13.  With respect to each REO  Property,  the Company shall report to the Purchaser
as to the progress being made in selling such REO Property on a monthly basis in accordance  with Section  5.02(vi)
and 5.04.

         The Company  shall,  either itself or through an agent  selected by the Company,  and in  accordance  with
Accepted Servicing  Procedures manage,  conserve,  protect and operate each REO Property in the same manner that it
manages,  conserves,  protects and operates other foreclosed  property for its own account,  and in the same manner
that  similar  property in the same  locality as the REO  Property  is  managed.  The Company  shall cause each REO
Property to be inspected  promptly  upon the  acquisition  of title thereto and shall cause each REO Property to be
inspected at least  monthly  thereafter  or more  frequently  as required by the  circumstances.  The Company shall
make or cause to be made a  written  report  of each  such  inspection.  Such  reports  shall  be  retained  in the
Mortgage File and copies thereof shall be forwarded by the Company to the Purchaser.

         The Company  shall use its best  efforts to dispose of the REO Property as soon as possible and shall sell
such REO  Property in any event  within  three years  after title has been taken to such REO  Property,  unless the
Company  determines,  and gives an  appropriate  notice to the  Purchaser to such effect,  that a longer  period is
necessary for the orderly  liquidation  of such REO Property.  If a longer period than three (3) years is permitted
under the  foregoing  sentence and is necessary to sell any REO Property,  the Company shall report  monthly to the
Purchaser as to the progress being made in selling such REO Property.  All requests for  reimbursement of Servicing
Advances  shall be in accordance  with Accepted  Servicing  Practices.  The  disposition  of REO Property  shall be
carried out by the Company at such price,  and upon such terms and  conditions,  as the Company  deems to be in the
best  interests of the  Purchaser  (subject to the above  conditions)  only with the prior  written  consent of the
Purchaser  which consent shall be deemed to be given if the Purchaser  does not object to any proposed  disposition
within seven days following its receipt of written notice thereof.

         Notwithstanding  anything to the contrary  contained  herein,  the Purchaser may, at the Purchaser's  sole
option,  terminate the Company as servicer of any such REO Property  without  payment of any  termination  fee with
respect thereto,  provided that the Company shall on the date said  termination  takes effect be reimbursed for any
unreimbursed  advances  of the  Company's  funds made  pursuant  to  Section  5.03 and any  unreimbursed  Servicing
Advances  and  Servicing  Fees  in  each  case  relating  to  the  Mortgage  Loan   underlying  such  REO  Property
notwithstanding  anything to the  contrary set forth in Section  4.05.  In the event of any such  termination,  the
provisions of Section 11.01 hereof shall apply to said  termination and the transfer of servicing  responsibilities
with respect to such REO Property to the Purchaser or its designee.

         Section 4.14      Notification of Maturity Date.

          With respect to each  Mortgage  Loan,  the Company shall execute and deliver to the Mortgagor any and all
necessary  notices required under applicable law and the terms of the related Mortgage Note and Mortgage  regarding
the maturity date if required under applicable law.


                                                     ARTICLE V

                                             PAYMENTS TO THE PURCHASER

         Section 5.01      Distributions.

         On each Remittance Date, the Company shall  distribute by wire transfer of immediately  available funds to
the  Purchaser  (i) all amounts  credited  to the  Custodial  Account as of the close of business on the  preceding
Determination  Date, net of charges  against or withdrawals  from the Custodial  Account  pursuant to Section 4.05,
plus (ii) the Monthly Advance, plus (iii) Compensating  Interest,  minus (iv) any amounts attributable to Principal
Payments  received  during  the  current  month  and  Monthly  Payments  collected  but due on a Due  Date or Dates
subsequent to the preceding  Determination  Date. Any prepayment  penalties or similar charge due with respect to a
Mortgage Loan shall be  distributed to or retained by the Purchaser or the Company,  respectively,  as set forth on
the related Purchase Price and Terms Letter.

         With respect to any  remittance  received by the Purchaser  after the  Remittance  Date, the Company shall
pay to the  Purchaser  interest on any such late payment at an annual rate equal to the Prime Rate,  adjusted as of
the date of each  change,  plus three (3)  percentage  points,  but in no event  greater  than the  maximum  amount
permitted by applicable  law. Such interest shall cover the period  commencing  with the day following the Business
Day such  payment was due and ending with the Business  Day on which such  payment is made to the  Purchaser,  both
inclusive.  The payment by the Company of any such  interest  shall not be deemed an  extension of time for payment
or a waiver of any Event of Default by the Company.

         Section 5.02      Statements to the Purchaser.

         On each Remittance  Date, the Company shall furnish to Purchaser an individual  loan accounting  report in
the Company's  assigned  loan number order to document  Mortgage  Loan payment  activity on an individual  Mortgage
Loan basis. Such report shall contain the following:

         (i)      with respect to each Monthly  Payment,  the amount of such remittance  allocable to principal due
on the preceding Due Date;

         (ii)     with  respect to each  Monthly  Payment  due on the  preceding  Due Date,  the  amount of such  remittance
allocable to interest;

         (iii)    a description of each Principal Prepayment received in the preceding calendar month;

         (iv)     the amount of  servicing  compensation  received  by the  Company  during the prior  distribution
period;

         (v)      the aggregate Stated Principal Balance of the Mortgage Loans;

         (vi)     the aggregate of any expenses  reimbursed  to the Company  during the prior  distribution  period
pursuant to Section 4.05; and

         (vii)    the number and aggregate  outstanding  principal balances of Mortgage Loans (a) delinquent (1) 30
to 59 days,  (2) 60 to 89 days,  (3) 90 days or more;  (b) as to which  foreclosure  has  commenced;  and (c) as to
which REO Property has been acquired in each case, as of the last day of the preceding calendar month.

         The Company shall also provide a trial balance,  sorted in Purchaser's  assigned loan number order, in the
form of Exhibit E hereto, with each such Report.

         The Company shall  prepare and file any and all  information  statements  or other filings  required to be
delivered to any governmental  taxing authority or to Purchaser  pursuant to any applicable law with respect to the
Mortgage Loans and the transactions  contemplated  hereby.  In addition,  the Company shall provide  Purchaser with
such  information  concerning  the Mortgage  Loans as is necessary for Purchaser to prepare its federal  income tax
return as Purchaser may reasonably request from time to time.

         In addition,  not more than 60 days after the end of each  calendar  year,  the Company  shall  furnish to
each Person who was a Purchaser at any time during such  calendar year an annual  statement in accordance  with the
requirements  of applicable  federal income tax law as to the aggregate of remittances  for the applicable  portion
of such year.

         Section 5.03      Monthly Advances by the Company.

         On each  Remittance  Date, the Company shall,  prior to the  distribution  required to be made pursuant to
Section 5.01,  deposit in the Custodial Account an amount equal to all Monthly Payments not previously  advanced by
the  Company,  whether or not  deferred  pursuant to Section  4.01,  (due after the related  Cut-off  Date) and not
allocable to the period prior to the related  Cut-off Date,  adjusted to the Mortgage Loan Remittance  Rate,  which
were due on a Mortgage Loan and delinquent at the close of business on the related Determination Date.

         In lieu  of  making  all or a  portion  of any  Monthly  Advance,  the  Company  may  cause  to be made an
appropriate  entry in its records relating to the Custodial  Account that funds in such account,  including but not
limited to any amounts  received in respect of scheduled  principal  and  interest on any Mortgage  Loans due after
the  related  Due Period for the  related  Remittance  Date,  have been used by the  Company  in  discharge  of its
obligation  to make any such  Monthly  Advance.  Any funds so applied  shall be replaced by the Company by deposit,
in the manner set forth  above,  in the  Custodial  Account no later than the close of business on the Business Day
immediately  preceding the next Remittance Date to the extent that funds in the Custodial  Account on such date are
less than the amounts  required to be  distributed on the related  Remittance  Date. The Servicer shall be entitled
to be  reimbursed  from the  Custodial  Account  for all Monthly  Advances  of its own funds made  pursuant to this
Section as provided in Section 4.05(ii).

         The Company's  obligation to make such Monthly  Advances as to any Mortgage Loan will continue through the
last Monthly  Payment due prior to the payment in full of the Mortgage Loan, or through the  Remittance  Date prior
to the date on which the Mortgaged Property liquidates  (including  Insurance  Proceeds,  proceeds from the sale of
REO Property or  Condemnation  Proceeds) with respect to the Mortgage Loan unless the Company deems such advance to
be  nonrecoverable.  In such event,  the Company  shall deliver to the  Purchaser an Officer's  Certificate  of the
Company to the effect that an officer of the  Company  has  reviewed  the  related  Mortgage  File and has made the
reasonable determination that any additional advances are nonrecoverable.

         Section 5.04      Liquidation Reports.

         Upon the foreclosure sale of any Mortgaged  Property or the acquisition  thereof by the Purchaser pursuant
to a deed-in-lieu  of foreclosure,  the Company shall submit to the Purchaser a liquidation  report with respect to
such  Mortgaged  Property in a form mutually  acceptable to Company and  Purchaser.  The Company shall also provide
reports on the status of REO Property  containing  such  information as Purchaser may reasonably  request from time
to time.




                                                    ARTICLE VI

                                           GENERAL SERVICING PROCEDURES

         Section 6.01      Assumption Agreements.

         The Company  will,  to the extent it has  knowledge of any  conveyance  or  prospective  conveyance by any
Mortgagor of the Mortgaged  Property  (whether by absolute  conveyance  or by contract of sale,  and whether or not
the Mortgagor  remains or is to remain liable under the Mortgage Note and/or the Mortgage),  exercise its rights to
accelerate  the  maturity of such  Mortgage  Loan under any  "due-on-sale"  clause to the extent  permitted by law;
provided,  however,  that the Company  shall not exercise any such rights if  prohibited by law or the terms of the
Mortgage  Note from doing so or if the  exercise of such  rights  would  impair or threaten to impair any  recovery
under the related  Primary  Mortgage  Insurance  Policy,  if any. If the Company  reasonably  believes it is unable
under applicable law to enforce such "due-on-sale"  clause, the Company,  with the approval of the Purchaser,  will
enter  into an  assumption  agreement  with the  person to whom the  Mortgaged  Property  has been  conveyed  or is
proposed to be conveyed,  pursuant to which such person  becomes  liable under the Mortgage Note and, to the extent
permitted by applicable  state law, the Mortgagor  remains liable thereon.  Where an assumption is allowed pursuant
to this Section 6.01, the Company,  with the prior consent of the Purchaser and the primary  mortgage  insurer,  if
any, is  authorized  to enter into a  substitution  of liability  agreement  with the person to whom the  Mortgaged
Property  has been  conveyed or is proposed to be conveyed  pursuant to which the  original  mortgagor  is released
from  liability and such Person is  substituted  as mortgagor and becomes  liable under the related  Mortgage Note.
Any such substitution of liability agreement shall be in lieu of an assumption agreement.

         In  connection  with any such  assumption  or  substitution  of  liability,  the Company  shall follow the
underwriting  practices and  procedures of the IndyMac  Guidelines.  With respect to an assumption or  substitution
of liability,  the Mortgage  Interest Rate borne by the related  Mortgage Note,  the amount of the Monthly  Payment
and the maturity  date may not be changed  (except  pursuant to the terms of the Mortgage  Note).  If the credit of
the proposed  transferee does not meet such  underwriting  criteria,  the Company  diligently  shall, to the extent
permitted by the Mortgage or the  Mortgage  Note and by  applicable  law,  accelerate  the maturity of the Mortgage
Loan. The Company shall notify the Purchaser that any such  substitution  of liability or assumption  agreement has
been  completed by forwarding to the  Purchaser  the original of any such  substitution  of liability or assumption
agreement,  which document shall be added to the related Mortgage File and shall,  for all purposes,  be considered
a part of such  Mortgage  File to the same  extent as all  other  documents  and  instruments  constituting  a part
thereof.  All fees  collected  by the  Company  for  entering  into an  assumption  or  substitution  of  liability
agreement shall belong to the Company.

         Notwithstanding  the foregoing  paragraphs of this Section or any other provision of this  Agreement,  the
Company  shall not be deemed to be in  default,  breach or any other  violation  of its  obligations  hereunder  by
reason of any  assumption  of a Mortgage  Loan by  operation  of law or any  assumption  which the  Company  may be
restricted  by law from  preventing,  for any reason  whatsoever.  For  purposes  of this  Section  6.01,  the term
"assumption"  is deemed to also  include a sale of the  Mortgaged  Property  subject  to the  Mortgage  that is not
accompanied by an assumption or substitution of liability agreement.

         Section 6.02      Satisfaction of Mortgages and Release of Mortgage Files.

         Upon the  payment in full of any  Mortgage  Loan,  or the receipt by the  Company of a  notification  that
payment in full will be escrowed in a manner customary for such purposes,  the Company will immediately  notify the
Purchaser  by a  certification,  which  certification  shall  include a  statement  to the effect  that all amounts
received or to be received in  connection  with such payment  which are  required to be deposited in the  Custodial
Account  pursuant  to Section  4.04 have been or will be so  deposited,  of a Servicing  Officer and shall  request
delivery to it of the portion of the Mortgage File held by the  Purchaser.  The Purchaser  shall no later than five
Business  Days after  receipt of such  certification  and request,  release or cause to be released to the Company,
the related  Mortgage Loan Documents and, upon its receipt of such  documents,  the Company shall promptly  prepare
and  deliver  to the  Purchaser  the  requisite  satisfaction  or  release.  No later than five (5)  Business  Days
following its receipt of such satisfaction or release,  the Purchaser shall deliver,  or cause to be delivered,  to
the Company the release or  satisfaction  properly  executed by the owner of record of the  applicable  mortgage or
its duly  appointed  attorney in fact. No expense  incurred in connection  with any instrument of  satisfaction  or
deed of reconveyance shall be chargeable to the Custodial Account.

         In the event the Company  satisfies or releases a Mortgage  without having obtained payment in full of the
indebtedness  secured by the Mortgage or should it otherwise  prejudice  any right the Purchaser may have under the
mortgage  instruments,  the Company, upon written demand, shall remit within two (2) Business Days to the Purchaser
the then outstanding  principal  balance of the related Mortgage Loan by deposit thereof in the Custodial  Account.
The Company shall maintain the Fidelity Bond and errors and omissions  insurance  insuring the Company  against any
loss it may sustain with respect to any Mortgage  Loan not satisfied in accordance  with the  procedures  set forth
herein.

         From time to time and as appropriate  for the servicing or  foreclosure  of the Mortgage  Loan,  including
for the purpose of collection under any Primary Mortgage  Insurance  Policy,  the Purchaser shall,  upon request of
the Company and  delivery  to the  Purchaser  of a servicing  receipt  signed by a Servicing  Officer,  release the
portion of the Mortgage  File held by the  Purchaser to the Company.  Such  servicing  receipt  shall  obligate the
Company to return the related  Mortgage  documents to the Purchaser when the need therefor by the Company no longer
exists,  unless the Mortgage Loan has been  liquidated and the Liquidation  Proceeds  relating to the Mortgage Loan
have been  deposited in the  Custodial  Account or the  Mortgage  File or such  document  has been  delivered to an
attorney,  or to a public  trustee or other  public  official as required by law,  for  purposes of  initiating  or
pursuing legal action or other  proceedings  for the  foreclosure of the Mortgaged  Property  either  judicially or
non-judicially,  and the Company has delivered to the Purchaser a certificate of a Servicing Officer  certifying as
to the name and address of the Person to which such  Mortgage  File or such  document was delivered and the purpose
or purposes of such  delivery.  Upon receipt of a  certificate  of a Servicing  Officer  stating that such Mortgage
Loan was liquidated, the servicing receipt shall be released by the Purchaser to the Company.

         Section 6.03      Servicing Compensation.

         As compensation for its services  hereunder,  the Company shall be entitled to withdraw from the Custodial
Account (to the extent of interest  payments  collected on the Mortgage Loans) or to retain from interest  payments
collected on the Mortgage Loans,  the amounts  provided for as the Company's  Servicing Fee,  subject to payment of
compensating  interest on  Principal  Prepayments  as capped by the  Servicing  Fee pursuant to Section 5.01 (iii).
Additional  servicing  compensation  in the form of assumption  fees, as provided in Section 6.01, and late payment
charges or otherwise  shall be retained by the Company to the extent not required to be deposited in the  Custodial
Account.  No Servicing  Fee shall be payable in  connection  with partial  Monthly  Payments.  The Company shall be
required to pay all expenses  incurred by it in connection  with its servicing  activities  hereunder and shall not
be entitled to reimbursement therefor except as specifically provided for.

         Section 6.04      Annual Statement as to Compliance.

         The Company will deliver to the  Purchaser  not later than 90 days  following  the end of each fiscal year
of the Company beginning in March, 2002, an Officers'  Certificate stating, as to each signatory thereof,  that (i)
a review of the  activities  of the  Company  during the  preceding  calendar  year and of  performance  under this
Agreement has been made under such officers' supervision,  and (ii) to the best of such officers' knowledge,  based
on such review,  the Company has fulfilled all of its  obligations  under this Agreement  throughout such year, or,
if there has been a default in the fulfillment of any such  obligation,  specifying each such default known to such
officers and the nature and status of cure  provisions  thereof.  Copies of such statement shall be provided by the
Company to the Purchaser upon request.

         Section 6.05      Annual Independent Certified Public Accountants' Servicing Report.

         Within  ninety (90) days of Company's  fiscal year end  beginning  March,  2002 the Company at its expense
shall cause a firm of  independent  public  accountants  which is a member of the  American  Institute of Certified
Public  Accountants  to furnish a statement  to the  Purchaser  to the effect that such firm has  examined  certain
documents  and  records  relating to the  Company's  servicing  of mortgage  loans  similar to the  Mortgage  Loans
pursuant to  servicing  agreements  substantially  similar to this  Agreement,  which  agreements  may include this
Agreement,  and  that,  on the  basis  of  such an  examination,  conducted  substantially  in the  uniform  single
attestation  program for  mortgage  bankers,  such firm is of the opinion  that the  Company's  servicing  has been
conducted  in  compliance  with  the  agreements  examined  pursuant  to this  Section  6.05,  except  for (i) such
exceptions as such firm shall  believe to be  immaterial,  and (ii) such other  exceptions as shall be set forth in
such  statement.  Copies of such statement  shall be provided by the Company to the Purchaser.  In addition,  on an
annual basis, Company shall provided Purchaser with copies of its audited financial statements.

         Section 6.06      Purchaser's Right to Examine Company Records.

         The  Purchaser  shall have the right to examine and audit upon  reasonable  notice to the Company,  during
business hours or at such other times as might be reasonable  under  applicable  circumstances,  any and all of the
books,  records,  documentation or other  information of the Company,  or held by another for the Company or on its
behalf or otherwise,  which  relates to the  performance  or  observance by the Company of the terms,  covenants or
conditions of this Agreement.

         The Company shall provide to the Purchaser and any  supervisory  agents or examiners  representing a state
or federal  governmental agency having jurisdiction over the Purchaser,  including but not limited to OTS, FDIC and
other similar entities,  access to any documentation  regarding the Mortgage Loans in the possession of the Company
which  may be  required  by any  applicable  regulations.  Such  access  shall be  afforded  without  charge,  upon
reasonable  request,  during normal  business hours and at the offices of the Company,  and in accordance  with the
federal government, FDIC, OTS, or any other similar regulations.


                                                    ARTICLE VII

                                        REPORTS TO BE PREPARED BY SERVICER

         Section 7.01      Company Shall Provide Information as Reasonably Required.

         The Company shall furnish to the Purchaser  during the term of this Agreement,  such periodic,  special or
other  reports,  information  or  documentation,  whether  or not  provided  for  herein,  as shall  be  necessary,
reasonable  or  appropriate  in respect to the  Purchaser,  or otherwise  in respect to the Mortgage  Loans and the
performance of the Company under this Agreement,  including any reports,  information or  documentation  reasonably
required to comply with any  regulations  regarding any  supervisory  agents or examiners of the Purchaser all such
reports or information to be as provided by and in accordance with such applicable  instructions  and directions as
the Purchaser may  reasonably  request in relation to this  Agreement or the  performance of the Company under this
Agreement.  The  Company  agrees to  execute  and  deliver  all such  instruments  and take all such  action as the
Purchaser,  from time to time,  may  reasonably  request in order to  effectuate  the  purpose and to carry out the
terms of this Agreement.

         In connection  with  marketing  the Mortgage  Loans,  the  Purchaser  may make  available to a prospective
purchaser  audited  financial  statements of the  Company's  parent (or its  predecessor  in interest) for the most
recently  completed  two (2) fiscal  years for which  such  statements  are  available,  as well as a  Consolidated
Statement  of  Condition  at the end of the last two (2) fiscal  years  covered by any  Consolidated  Statement  of
Operations.  If it has not already done so, the Company  shall  furnish  promptly to the Purchaser or a prospective
purchaser copies of the statements specified above.

         The  Company  shall  make  reasonably   available  to  the  Purchaser  or  any  prospective   Purchaser  a
knowledgeable  financial  or  accounting  officer  for  the  purpose  of  answering  questions  and to  permit  any
prospective  purchaser  to  inspect  the  Company's  servicing  facilities  for  the  purpose  of  satisfying  such
prospective  purchaser  that the  Company  has the  ability to  service  the  Mortgage  Loans as  provided  in this
Agreement.


                                                   ARTICLE VIII

                                                   THE SERVICER

         Section 8.01      Indemnification; Third Party Claims.

         The Company  agrees to indemnify the Purchaser  and hold it harmless  against any and all claims,  losses,
damages,  penalties,  fines,  forfeitures,  legal fees and related costs, judgments,  and any other costs, fees and
expenses  that the  Purchaser  may  sustain in any way related to the failure of the Company to observe and perform
its duties,  obligations,  covenants,  and agreements to service the Mortgage Loans in strict  compliance  with the
terms of this  Agreement.  The Company  agrees to indemnify the Purchaser and hold it harmless  against any and all
claims, losses, damages,  penalties,  fines,  forfeitures,  legal fees and related costs, judgments,  and any other
costs,  fees and expenses that the Purchaser  may sustain in any way related to the breach of a  representation  or
warranty  set  forth  in  Sections  3.01 or 3.02 of this  Agreement.  The  Company  shall  immediately  notify  the
Purchaser  if a claim is made by a third party  against  Company  with  respect to this  Agreement  or the Mortgage
Loans,  assume  (with  the  consent  of the  Purchaser)  the  defense  of any such  claim and pay all  expenses  in
connection  therewith,  including  counsel  fees,  whether  or not such  claim is settled  prior to  judgment,  and
promptly  pay,  discharge  and satisfy any judgment or decree which may be entered  against it or the  Purchaser in
respect  of such  claim.  The  Company  shall  follow any  written  instructions  received  from the  Purchaser  in
connection  with such claim.  The Purchaser  shall  promptly  reimburse the Company for all amounts  advanced by it
pursuant to the two  preceding  sentences  except  when the claim  relates to the failure of the Company to service
and administer the Mortgages in strict  compliance with the terms of this Agreement,  the breach of  representation
or  warranty  set forth in Sections  3.01 or 3.02,  or the gross  negligence,  bad faith or willful  misconduct  of
Company. The provisions of this Section 8.01 shall survive termination of this Agreement.

         Section 8.02      Merger or Consolidation of the Company.

         The Company  will keep in full effect its  existence,  rights and  franchises  as a federal  savings  bank
under the laws of the United States except as permitted  herein,  and will obtain and preserve its qualification to
do business as a foreign  corporation in each jurisdiction in which such  qualification is or shall be necessary to
protect the validity and  enforceability of this Agreement,  or any of the Mortgage Loans and to perform its duties
under this Agreement.

         Any Person into which the Company may be merged or  consolidated,  or any  corporation  resulting from any
merger,  conversion  or  consolidation  to which the  Company  shall be a party,  or any Person  succeeding  to the
business  of the  Company  whether  or not  related  to loan  servicing,  shall  be the  successor  of the  Company
hereunder,  without  the  execution  or filing of any paper or any  further  act on the part of any of the  parties
hereto,  anything  herein to the  contrary  notwithstanding;  provided,  however,  that the  successor or surviving
Person  shall be an  institution  (i) having a GAAP net worth of not less than  $25,000,000,  (ii) the  deposits of
which are insured by the FDIC, SAIF and/or BIF, or which is a HUD-approved  mortgagee whose primary  business is in
origination  and  servicing  of  first  lien  mortgage  loans,  and  (iii)  who is a Fannie  Mae or FHLMC  approved
seller/servicer in good standing.

         Section 8.03      Limitation on Liability of the Company and Others.

         Neither  the  Company  nor any of the  officers,  employees  or agents of the  Company  shall be under any
liability  to the  Purchaser  for any action  taken or for  refraining  from the taking of any action in good faith
pursuant to this Agreement,  or for errors in judgment made in good faith;  provided,  however, that this provision
shall not protect the Company or any such person against any breach of warranties or  representations  made herein,
or failure to perform its  obligations in strict  compliance with any standard of care set forth in this Agreement,
or any liability  which would  otherwise be imposed by reason of negligence,  bad faith or willful  misconduct,  or
any breach of the terms and  conditions of this  Agreement.  The Company and any officer,  employee or agent of the
Company may rely in good faith on any  document of any kind prima facie  properly  executed  and  submitted  by the
Purchaser  respecting any matters  arising  hereunder.  The Company shall not be under any obligation to appear in,
prosecute  or defend any legal  action  which is not  incidental  to its duties to service  the  Mortgage  Loans in
accordance  with this  Agreement and which in its  reasonable  opinion may involve it in any expenses or liability;
provided,  however,  that the Company may,  with the consent of the  Purchaser,  undertake any such action which it
may deem  necessary or desirable in respect to this Agreement and the rights and duties of the parties  hereto.  In
such event, the reasonable legal expenses and costs of such action and any liability  resulting  therefrom shall be
expenses,  costs and  liabilities  for which the Purchaser will be liable,  and the Company shall be entitled to be
reimbursed therefor from the Purchaser upon written demand.

         Section 8.04      Company Not to Assign or Resign.

         The Company shall not assign this  Agreement or resign from the  obligations  and duties hereby imposed on
it except by mutual consent of the Company and the Purchaser or upon the  determination  that its duties  hereunder
are no longer  permissible  under  applicable  law and such  incapacity  cannot be cured by the  Company.  Any such
determination  permitting  the  resignation  of the  Company  shall be  evidenced  by an Opinion of Counsel to such
effect  delivered to the  Purchaser  which  Opinion of Counsel  shall be in form and  substance  acceptable  to the
Purchaser.  No such  resignation  shall  become  effective  until a  successor  shall have  assumed  the  Company's
responsibilities and obligations hereunder in the manner provided in Section 11.01.

         Section 8.05      No Transfer of Servicing.

         With  respect to the  retention  of the  Company to service  the  Mortgage  Loans  hereunder,  the Company
acknowledges that the Purchaser has acted in reliance upon the Company's  independent  status,  the adequacy of its
servicing facilities,  plan, personnel,  records and procedures,  its integrity,  reputation and financial standing
and the  continuance  thereof.  Without in any way limiting the  generality of this Section,  the Company shall not
either assign this Agreement or the servicing  hereunder or delegate its rights or duties  hereunder or any portion
thereof,  or sell or otherwise  dispose of all or  substantially  all of its property or assets,  without the prior
written approval of the Purchaser, which approval shall be granted or withheld in the Purchaser's sole discretion.

         Without in any way limiting the  generality  of this Section  8.05,  in the event that the Company  either
shall assign this  Agreement or the servicing  responsibilities  hereunder or delegate its duties  hereunder or any
portion thereof without (i) satisfying the  requirements  set forth herein or (ii) the prior written consent of the
Purchaser,  then the  Purchaser  shall have the right to terminate  the Company as servicer of the Mortgage  Loans,
without any payment of any penalty or damages and  without  any  liability  whatsoever  to the Company  (other than
with respect to accrued but unpaid  Servicing Fees and  unreimbursed  Servicing  Advances and Monthly  Advances) or
any third party.


                                                    ARTICLE IX

                                                      DEFAULT

         Section 9.01      Events of Default.

         In case one or more of the  following  Events of Default by the  Company  shall  occur and be  continuing,
that is to say:

         (i)      any failure by the Company to remit to the  Purchaser  any payment  required to be made under the
terms of this Agreement  which  continues  unremedied for a period of one (1) Business Day following  notice to the
Company of such failure; or

         (ii)     failure on the part of the Company duly to observe or perform in any  material  respect any other
of the covenants or agreements on the part of the Company set forth in this Agreement  which  continues  unremedied
for a period of thirty  (30) days  (except  that such  number of days  shall be fifteen in the case of a failure to
pay any premium for any insurance  policy required to be maintained  under this Agreement)  after the date on which
written  notice of such  failure,  requiring  the same to be remedied,  shall have been given to the Company by the
Purchaser; or

         (iii)    a decree or order of a court or agency  or  supervisory  authority  having  jurisdiction  for the
appointment  of a conservator  or receiver or  liquidator  in any  insolvency,  bankruptcy,  readjustment  of debt,
marshalling  of assets  and  liabilities  or similar  proceedings,  or for the  winding-up  or  liquidation  of its
affairs,  shall have been  entered  against  the  Company  and such  decree or order  shall have  remained in force
undischarged or unstayed for a period of sixty days; or

         (iv)     the Company shall consent to the  appointment  of a conservator  or receiver or liquidator in any
insolvency,  bankruptcy,  readjustment of debt,  marshalling of assets and liabilities or similar proceedings of or
relating to the Company or of or relating to all or substantially all of its property; or

         (v)      the Company shall admit in writing its  inability to pay its debts  generally as they become due,
file a petition to take advantage of any applicable  insolvency or reorganization  statute,  make an assignment for
the benefit of its creditors, or voluntarily suspend payment of its obligations; or

         (vi)     the  Company  ceases to be  approved  by both  Fannie Mae and FHLMC as a mortgage  loan seller or
servicer for more than thirty days; or

         (vii)    the  Company  attempts to assign its right to  servicing  compensation  hereunder  or the Company
attempts,  without the consent of the Purchaser,  to sell or otherwise  dispose of all or substantially  all of its
property or assets or to assign this  Agreement  or the  servicing  responsibilities  hereunder  or to delegate its
duties hereunder or any portion thereof; or

         (viii)   the Company  ceases to be (a) licensed to service first lien  residential  mortgage  loans in any
jurisdiction  in which a  Mortgaged  Property is located and such  licensing  is  required,  and (b)  qualified  to
transact  business  in  any  jurisdiction  where  it is  currently  so  qualified,  but  only  to the  extent  such
non-qualification materially and adversely affects the Company's ability to perform its obligations hereunder; or

(ix)     the Company fails to meet the eligibility criteria set forth in the last sentence of Section 8.02.

         Then,  and in each and every such case, so long as an Event of Default shall not have been  remedied,  the
Purchaser,  by notice in writing to the Company may, in addition to whatever  rights the  Purchaser  may have under
Sections 3.03 and 8.01 and at law or equity or to damages,  including  injunctive relief and specific  performance,
terminate all the rights and  obligations  of the Company under this Agreement and in and to the Mortgage Loans and
the  proceeds  thereof  without  compensating  the Company for the same.  On or after the receipt by the Company of
such written  notice,  all  authority and power of the Company  under this  Agreement,  whether with respect to the
Mortgage  Loans or otherwise,  shall pass to and be vested in the successor  appointed  pursuant to Section  11.01.
Upon written  request from the  Purchaser,  the Company shall prepare,  execute and deliver,  any and all documents
and other  instruments,  place in such  successor's  possession all Mortgage Files,  and do or accomplish all other
acts or things  necessary or appropriate to effect the purposes of such notice of termination,  whether to complete
the transfer and  endorsement  or  assignment of the Mortgage  Loans and related  documents,  or otherwise,  at the
Company's  sole expense.  The Company  agrees to cooperate  with the Purchaser and such  successor in effecting the
termination of the Company's  responsibilities and rights hereunder,  including,  without limitation,  the transfer
to such successor for  administration  by it of all cash amounts which shall at the time be credited by the Company
to the Custodial  Account or Escrow  Account or thereafter  received with respect to the Mortgage  Loans or any REO
Property.

         Section 9.02      Waiver of Defaults.

         The  Purchaser  may waive only by written  notice any  default by the  Company in the  performance  of its
obligations  hereunder and its  consequences.  Upon any such waiver of a past default,  such default shall cease to
exist,  and any Event of Default arising  therefrom shall be deemed to have been remedied for every purpose of this
Agreement.  No such waiver shall extend to any subsequent or other default or impair any right  consequent  thereon
except to the extent expressly so waived in writing.

                                                     ARTICLE X

                                                    TERMINATION

         Section 10.01     Termination.

         The respective  obligations  and  responsibilities  of the Company shall  terminate upon: (i) the later of
the final  payment or other  liquidation  (or any advance with respect  thereto) of the last  Mortgage Loan and the
disposition  of all  remaining  REO  Property  and the  remittance  of all funds due  hereunder;  or (ii) by mutual
consent of the  Company  and the  Purchaser  in writing;  or (iii)  termination  with cause under the terms of this
Agreement.


                                                    ARTICLE XI

                                             MISCELLANEOUS PROVISIONS

         Section 11.01     Successor to the Company.

         Prior to termination of Company's  responsibilities  and duties under this Agreement  pursuant to Sections
4.03,  4.13,  8.04, 9.01 or 10.01(ii) or (iii),  the Purchaser shall (i) succeed to and assume all of the Company's
responsibilities,  rights,  duties and  obligations  under this Agreement,  or (ii) appoint a successor  having the
characteristics  set forth in  Section  8.02  hereof  and which  shall  succeed to all rights and assume all of the
responsibilities,  duties  and  liabilities  of the  Company  under  this  Agreement  prior to the  termination  of
Company's  responsibilities,  duties and liabilities under this Agreement.  In connection with such appointment and
assumption,  the Purchaser may make such  arrangements  for the  compensation  of such successor out of payments on
Mortgage  Loans as the  Purchaser  and such  successor  shall  agree.  In the  event  that  the  Company's  duties,
responsibilities  and  liabilities  under  this  Agreement  should be  terminated  pursuant  to the  aforementioned
Sections,  the  Company  shall  discharge  such  duties and  responsibilities  during  the period  from the date it
acquires  knowledge of such  termination  until the  effective  date thereof with the same degree of diligence  and
prudence which it is obligated to exercise under this  Agreement,  and shall take no action  whatsoever  that might
impair or prejudice  the rights or financial  condition of its  successor.  The  resignation  or removal of Company
pursuant to the  aforementioned  Sections shall not become effective until a successor shall be appointed  pursuant
to this Section and shall in no event relieve the Company of the  representations  and warranties  made pursuant to
Sections  3.01,  3.02 and 3.03 and the remedies  available to the Purchaser  thereunder  and under Section 8.01, it
being  understood and agreed that the provisions of such Sections 3.01,  3.02, 3.03 and 8.01 shall be applicable to
the Company  notwithstanding  any such  resignation  or  termination  of the Company,  or the  termination  of this
Agreement.

         Any successor  appointed as provided  herein shall execute,  acknowledge and deliver to the Company and to
the Purchaser an instrument  accepting such  appointment,  whereupon such successor  shall become fully vested with
all the rights, powers, duties,  responsibilities,  obligations and liabilities of the Company, with like effect as
if  originally  named  as a party  to this  Agreement.  Any  termination  or  resignation  of the  Company  or this
Agreement  pursuant to Section 4.03,  4.13,  8.04, 9.01 or 10.01 shall not affect any claims that the Purchaser may
have against the Company arising prior to any such termination or resignation.

         The Company shall  promptly  deliver to the  successor  the funds in the Custodial  Account and the Escrow
Account and the Mortgage  Files and related  documents  and  statements  held by it hereunder and the Company shall
account for all funds.  The Company  shall  execute and deliver  such  instruments  and do such other things all as
may  reasonably  be  required  to more fully and  definitely  vest and confirm in the  successor  all such  rights,
powers,  duties,  responsibilities,   obligations  and  liabilities  of  the  Company.  The  successor  shall  make
arrangements  as it may deem  appropriate  to reimburse the Company for  unrecovered  Servicing  Advances which the
successor  retains  hereunder  and which  would  otherwise  have been  recovered  by the  Company  pursuant to this
Agreement but for the appointment of the successor servicer.

         Section 11.02     Amendment.

         This  Agreement  may be amended from time to time by the Company and the  Purchaser  by written  agreement
signed by the Company and the Purchaser.

         Section 11.03     Recordation of Agreement.

         To the extent  permitted by applicable  law, this Agreement is subject to  recordation in all  appropriate
public  offices for real property  records in all the counties or other  comparable  jurisdictions  in which any of
the properties  subject to the Mortgages are situated,  and in any other  appropriate  public  recording  office or
elsewhere,  such  recordation to be effected by the Company at the Company's  expense on direction of the Purchaser
accompanied by an Opinion of Counsel to the effect that such recordation  materially and  beneficially  affects the
interest of the Purchaser or is necessary for the administration or servicing of the Mortgage Loans.

         Section 11.04     Governing Law.

         This  Agreement  shall be governed by and construed in  accordance  with the laws of the State of New York
except to the extent  preempted  by Federal  law. The  obligations,  rights and  remedies of the parties  hereunder
shall be determined in accordance with such laws.

         Section 11.05     Notices.

         Any  demands,  notices or other  communications  permitted or required  hereunder  shall be in writing and
shall be deemed  conclusively to have been given if personally  delivered at or mailed by registered mail,  postage
prepaid,  and return  receipt  requested or certified  mail,  return  receipt  requested,  or transmitted by telex,
telegraph or telecopier and confirmed by a similar mailed writing, as follows:

(i)      if to the Company:

                  IndyMac Bank, F.S.B.
                  155 N. Lake Avenue
                  Pasadena, California 91101
                  Attention: Master Servicing
                  Telecopier Number (626) 585-5042

                  With a copy to:

                  IndyMac Bank, F.S.B.
                  3465 E. Foothill Boulevard
                  Pasadena, CA  91107
                  Attention: Capital Markets
                  Telecopier No. (626) 535-2550

(ii)     if to the Purchaser:

                  EMC Mortgage Corporation
                  Mac Arthur Ridge II,
                  909 Hidden Ridge Drive, Suite 200
                  Irving, Texas 75038
                  Attention:  Mr. Edward Raice
                  Telecopier No.:  (972) 444-2810

or such other  address as may  hereafter be furnished  to the other party by like notice.  Any such demand,  notice
or  communication  hereunder  shall be deemed to have been  received  on the date  delivered  to or received at the
premises of the addressee  (as  evidenced,  in the case of  registered or certified  mail, by the date noted on the
return receipt).

         Section 11.06     Severability of Provisions.

         Any part,  provision,  representation  or warranty of this Agreement  which is prohibited or which is held
to be void or  unenforceable  shall be ineffective to the extent of such  prohibition or  unenforceability  without
invalidating the remaining  provisions  hereof. Any part,  provision,  representation or warranty of this Agreement
which  is  prohibited  or  unenforceable  or is held  to be void or  unenforceable  in any  jurisdiction  shall  be
ineffective,  as to such jurisdiction,  to the extent of such prohibition or unenforceability  without invalidating
the remaining  provisions  hereof,  and any such  prohibition or  unenforceability  in any  jurisdiction  as to any
Mortgage  Loan shall not  invalidate  or render  unenforceable  such  provision in any other  jurisdiction.  To the
extent  permitted by applicable  law, the parties  hereto waive any provision of law that prohibits or renders void
or unenforceable  any provision  hereof.  If the invalidity of any part,  provision,  representation or warranty of
this Agreement  shall deprive any party of the economic  benefit  intended to be conferred by this  Agreement,  the
parties shall  negotiate,  in good faith, to develop a structure the economic effect of which is nearly as possible
the same as the economic effect of this Agreement without regard to such invalidity.

         Section 11.07     Exhibits.

         The exhibits to this  Agreement  are hereby  incorporated  and made a part hereof and are an integral part
of this Agreement.

         Section 11.08     General Interpretive Principles.

         For purposes of this Agreement,  except as otherwise  expressly  provided or unless the context  otherwise
requires:

         (i)      the terms  defined in this  Agreement  have the meanings  assigned to them in this  Agreement and
include the plural as well as the  singular,  and the use of any gender herein shall be deemed to include the other
gender;

         (ii)     accounting  terms not otherwise  defined herein have the meanings  assigned to them in accordance
with GAAP;

         (iii)    references herein to "Articles", "Sections",  Subsections",  "Paragraphs", and other subdivisions
without  reference  to a  document  are  to  designated  Articles,  Sections,  Subsections,  Paragraphs  and  other
subdivisions of this Agreement;

         (iv)     a reference  to a  Subsection  without  further  reference  to a Section is a  reference  to such
Subsection  as  contained  in the same Section in which the  reference  appears,  and this rule shall also apply to
Paragraphs and other subdivisions;

         (v)      the words  "herein",  "hereof ",  "hereunder"  and other  words of similar  import  refer to this
Agreement as a whole and not to any particular provision;

         (vi)     the term "include" or "including" shall mean without limitation by reason of enumeration; and

         (viii)   headings of the Articles and  Sections in this  Agreement  are for  reference  purposes  only and
shall not be deemed to have any substantive effect.

         Section 11.09     Reproduction of Documents.

         This Agreement and all documents relating thereto,  including,  without limitation,  (i) consents, waivers
and modifications which may hereafter be executed,  (ii) documents received by any party at the closing,  and (iii)
financial statements,  certificates and other information  previously or hereafter furnished,  may be reproduced by
any  photographic,  photostatic,  microfilm,  micro-card,  miniature  photographic  or other similar  process.  The
parties agree that any such  reproduction  shall be  admissible in evidence as the original  itself in any judicial
or  administrative  proceeding,  whether or not the original is in existence  and whether or not such  reproduction
was  made  by a party  in the  regular  course  of  business,  and  that  any  enlargement,  facsimile  or  further
reproduction of such reproduction shall likewise be admissible in evidence.

         Section 11.10     Confidentiality of Information.

         Each  party  recognizes  that,  in  connection  with this  Agreement,  it may become  privy to  non-public
information  regarding the financial  condition,  operations and prospects of the other party. Each party agrees to
keep all non-public  information regarding the other party strictly  confidential,  and to use all such information
solely in order to  effectuate  the purpose of the  Agreement,  provided  that each party may provide  confidential
information  to its  employees,  agents  and  affiliates  who  have a need to know  such  information  in  order to
effectuate  the  transaction,  provided  further that such  information  is identified as  confidential  non-public
information.  In addition,  confidential  information  may be provided to a regulatory  authority with  supervisory
power over Purchaser, provided such information is identified as confidential non-public information.

         Section 11.11     Recordation of Assignments of Mortgage.

         To the extent  permitted by applicable  law, each of the Assignments of Mortgage is subject to recordation
in all appropriate  public offices for real property records in all the counties or other comparable  jurisdictions
in which any or all of the  Mortgaged  Properties  are  situated,  and in any other  appropriate  public  recording
office or elsewhere,  such recordation to be effected at the Company's  expense in the event  recordation is either
necessary under applicable law or requested by the Purchaser at its sole option.

         Section 11.12     Assignment by Purchaser.

         The Purchaser shall have the right,  without the consent of the Company,  to assign,  in whole or in part,
its interest  under this  Agreement and the related  Purchase Price and Terms Letter with respect to some or all of
the Mortgage  Loans,  and designate any Person to exercise any rights of the Purchaser  hereunder,  by executing an
Assignment  and  Assumption  Agreement  substantially  in the form of Exhibit D hereto and the assignee or designee
shall accede to the rights and  obligations  hereunder of the Purchaser with respect to such Mortgage  Loans. In no
event shall Purchaser sell a partial  interest in any Mortgage Loan without the written  consent of Company,  which
consent shall not be  unreasonably  denied.  All references to the Purchaser in this  Agreement  shall be deemed to
include its assignee or designee.

         Section 11.13     No Partnership.

         Nothing  herein  contained  shall be  deemed or  construed  to create a  co-partnership  or joint  venture
between the parties hereto and the services of the Company shall be rendered as an  independent  contractor and not
as agent for Purchaser.

         Section 11.14     Execution: Successors and Assigns.

         This  Agreement  may be  executed  in one or more  counterparts  and by the  different  parties  hereto on
separate  counterparts,  each of which,  when so executed,  shall be deemed to be an original;  such  counterparts,
together,  shall  constitute one and the same  agreement.  Subject to Section 8.04,  this Agreement  shall inure to
the benefit of and be binding upon the Company and the Purchaser and their respective successors and assigns.

         Section 11.15     Entire Agreement.

         The Company  acknowledges that no representations,  agreements or promises were made to the Company by the
Purchaser or any of its employees other than those  representations,  agreements or promises specifically contained
herein.  This  Agreement  and the Purchase  Price and Terms Letter set forth the entire  understanding  between the
parties hereto and shall be binding upon all successors of both parties.

         Section 11.16.  No Solicitation.

         From and after the related  Closing  Date,  the Company  agrees that it will not take any action or permit
or cause any  action to be taken by any of its  agents or  affiliates,  or by any  independent  contractors  on the
Company's behalf, to personally,  by telephone or mail,  solicit the borrower or obligor under any Mortgage Loan to
refinance  the  Mortgage  Loan,  in  whole  or in  part,  without  the  prior  written  consent  of the  Purchaser.
Notwithstanding  the  foregoing,  it is  understood  and agreed that  promotions  undertaken  by the Company or any
affiliate of the Company which are directed to the general public at large, or segments  thereof,  provided that no
segment  shall  consist  primarily of the Mortgage  Loans,  including,  without  limitation,  mass mailing based on
commercially  acquired  mailing  lists,  newspaper,  radio  and  television  advertisements  shall  not  constitute
solicitation  under this Section  11.16.  This Section  11.16 shall not be deemed to preclude the Company or any of
its affiliates from soliciting any Mortgagor for any other financial products or services.

         Section 11.17.  Closing.

         The closing  for the  purchase  and sale of the  Mortgage  Loans  shall take place on the related  Closing
Date.  The closing  shall be either:  by  telephone,  confirmed by letter or wire as the parties  shall  agree,  or
conducted in person, at such place as the parties shall agree.

         The closing for the Mortgage  Loans to be  purchased on the related  Closing Date shall be subject to each
of the following conditions:

         (a)      at least one (1) Business Day prior to the related  Closing  Date,  the Company  shall deliver to
the Purchaser a magnetic diskette, or transmit  electronically,  a listing on a loan-level basis of the information
contained in the Mortgage Loan Schedule;

         (b)      all  of the  representations  and  warranties  of the  Company  under  this  Agreement  shall  be
materially true and correct as of the related  Closing Date and no event shall have occurred which,  with notice or
the passage of time, would constitute a material default under this Agreement;

         (c)      the Purchaser shall have received,  or the  Purchaser's  attorneys shall have received in escrow,
all documents  required  pursuant to this  Agreement,  an opinion of counsel and an officer's  certificate,  all in
such forms as are agreed upon and  acceptable to the  Purchaser,  duly executed by all  signatories  other than the
Purchaser as required pursuant to the terms hereof;

         (d)      the Company shall have delivered to the Purchaser a Bill of Sale;

         (e)      the Company  shall have  delivered and released to the Purchaser (or its designee) on or prior to
the related Closing Date all documents required pursuant to the terms of this Agreement; and

         (f)      all other terms and conditions of this Agreement shall have been materially complied with.

         Subject to the foregoing  conditions,  the Purchaser  shall pay to the Company on the related Closing Date
the  Purchase  Price,  plus  accrued  interest  pursuant to Section  2.02 of this  Agreement,  by wire  transfer of
immediately available funds to the account designated by the Company.

         Section 11.18.    Cooperation of Company with a Reconstitution.

         The Company and the Purchaser  agree that with respect to some or all of the Mortgage  Loans,  on or after
the related Closing Date, on one or more dates (each a "Reconstitution  Date") at the Purchaser's sole option,  the
Purchaser may effect a sale (each,  a  "Reconstitution")  of some or all of the Mortgage Loans then subject to this
Agreement, without recourse, to:

         (a)       one or more third party  purchasers  in one or more whole loan  transfers  (each,  a "Whole Loan
Transfer"); or

         (b)      one or more trusts or other entities to be formed as part of one or more  pass-through  transfers
(each, a "Pass-Through Transfer").

         The Company agrees to execute in connection  with any agreements  among the  Purchaser,  the Company,  and
any  servicer in  connection  with a Whole Loan  Transfer,  a Company's  warranties  and  servicing  agreement or a
participation  and  servicing  agreement or similar  agreement in form and substance  reasonably  acceptable to the
parties,  and in connection with a Pass-Through  Transfer,  a pooling and servicing agreement in form and substance
mutually  agreeable  to  the  parties  (collectively  the  agreements  referred  to  herein  are  designated,   the
"Reconstitution  Agreements").  It is  understood  that any such  Reconstitution  Agreements  will not  contain any
greater obligations on the part of Company than are contained in this Agreement.

         With respect to each Whole Loan Transfer and each  Pass-Through  Transfer  entered into by the  Purchaser,
the Company  agrees (1) to cooperate  fully with the Purchaser and any  prospective  purchaser  with respect to all
reasonable  requests  and due  diligence  procedures;  (2) to  execute,  deliver  and  perform  all  Reconstitution
Agreements  required by the Purchaser;  (3) to restate the representations and warranties set forth in Section 3.01
and  3.02(bbb)  of this  Agreement as of the  settlement  or closing date in  connection  with such  Reconstitution
(each,  a  "Reconstitution  Date").  In that  connection,  the Company  shall  provide to such issuer and any other
participants  in such  Reconstitution:  (i) any and all  information  and  appropriate  verification of information
which may be  reasonably  available  to the  Company,  whether  through  letters  of its  auditors  and  counsel or
otherwise,  as the Purchaser or any such other  participant  shall request upon  reasonable  demand;  and (ii) such
additional  representations,  warranties,  covenants,  opinions of counsel, letters from auditors, and certificates
of public  officials or officers of the Company as are  reasonably  agreed upon by the Company and the Purchaser or
any such other  participant.  The Purchaser  shall be  responsible  for the costs  relating to the delivery of such
information.

         All Mortgage  Loans not sold or  transferred  pursuant to a  Reconstitution  shall remain  subject to, and
serviced in accordance with the terms of, this  Agreement,  and with respect thereto this Agreement shall remain in
full force and effect.




         IN WITNESS  WHEREOF,  the Company and the  Purchaser  have caused their names to be signed hereto by their
respective officers thereunto duly authorized as of the day and year first above written.

                                                   EMC MORTGAGE CORPORATION
                                                               Purchaser

                                                     By:________________________
                                                     Name:
                                                     Title:


                                                   INDYMAC BANK, F.S.B.
                                                                Company

                                                     By: _______________________
                                                     Name:
                                                     Title:

EXHIBIT A

CONTENTS OF MORTGAGE FILE

With respect to each Mortgage Loan, the Mortgage File shall include each of the following items, which
shall be available for inspection by the Purchaser, and which shall be retained by the Company in the Servicing
File or delivered to the Purchaser or its designee pursuant to Sections 2.04 and 2.05 of the Master Purchase,
Warranties and Servicing Agreement.

1. The original Mortgage Note endorsed "Pay to the order of ______________________
______________________________, without recourse," and signed via facsimile or original signature in the name of
the Company or the originator by an authorized officer, with all intervening endorsements showing a complete
chain of title from the originator to the last endorsee on the Mortgage Note, together with any applicable
riders. If the Mortgage Loan was acquired by the Company in a merger the endorsement must be by "[Company],
successor by merger to the [name of predecessor]". If the Mortgage Loan was acquired or originated by the
Company while doing business under another name, the endorsement must be by "[Company] formerly known as
[previous name]". The Mortgage Notes may be in the form of a lost note affidavit in a form acceptable to
Purchaser with a copy of the applicable Mortgage Note attached thereto.

If the Company chooses to use facsimile signatures to endorse Mortgage Notes, the Company must provide in an
officer's certificate that the endorsement is valid and enforceable in the jurisdiction(s) in which the Mortgaged
Properties are located and must retain in its corporate records the following specific documentation authorizing
the use of facsimile signatures: (i) a resolution from its board of directors authorizing specific officers to
use facsimile signatures; stating that facsimile signatures will be a valid and binding act on the Company's
part; and authorizing the Company's corporate secretary to certify the validity of the resolution, the names of
the officers authorized to execute documents by using facsimile signatures, and the authenticity of specimen
forms of facsimile signatures; (ii) the corporate secretary's certification of the authenticity and validity of
the board of directors' resolution; and (iii) a notarized "certification of facsimile signature," which includes
both the facsimile and the original signatures of the signing officer(s) and each officer's certification that
the facsimile is a true and correct copy of his or her original signature.

2. The original Mortgage (together with a standard adjustable rate mortgage rider) with evidence
of recording thereon, or a copy thereof certified by the public recording office in which such mortgage has been
recorded or, if the original Mortgage has not been returned from the applicable public recording office, a true
certified copy, certified by the Company or the originator (in the case of a Co-op Loan, the original security
agreement).

3. The original or certified copy, certified by the Company, of the Primary Mortgage Insurance
Policy, if required.

4. The original Assignment, from the last endorsee on the Mortgage Note or the originator (if
there are no such endorsements) to _____________________________________, or in accordance with Purchaser's
instructions, which assignment shall, but for any blanks requested by Purchaser, be in form and substance
acceptable for recording. If the Mortgage Loan was acquired or originated by the Company while doing business
under another name, the Assignment must be by "[Company] formerly known as [previous name]". If the Mortgage Loan
was acquired by the Company in a merger, the endorsement must be by "[Company], successor by merger to the [name
of predecessor]". None of the Assignments are blanket assignments of mortgage.

5. With respect to Mortgage Loans that are not Co-op Loans, the original policy of title
insurance, including riders and endorsements thereto, or if the policy has not yet been issued, a written
commitment or interim binder or preliminary report of title issued by the title insurance or escrow company.

6. Originals of all recorded intervening Assignments, or copies thereof, certified by the public
recording office in which such Assignments have been recorded showing a complete chain of title from the
originator to the last endorsee on the Mortgage Note, with evidence of recording thereon, or a copy thereof
certified by the public recording office in which such Assignment has been recorded or, if the original
Assignment has not been returned from the applicable public recording office, a true certified copy, certified by
the Company.

7. Originals, or copies thereof certified by the public recording office in which such documents
have been recorded, of each assumption, extension, modification, written assurance or substitution agreements, if
applicable, or if the original of such document has not been returned from the applicable public recording
office, a true certified copy, certified by the Company.

8. If the Mortgage Note or Mortgage or any other material document or instrument relating to the
Mortgage Loan has been signed by a person on behalf of the Mortgagor, the original or copy of power of attorney
or other instrument that authorized and empowered such person to sign bearing evidence that such instrument has
been recorded, if so required in the appropriate jurisdiction where the Mortgaged Property is located, or a copy
thereof certified by the public recording office in which such instrument has been recorded or, if the original
instrument has not been returned from the applicable public recording office, a true certified copy, certified by
the Company.

9. With respect to a Co-op Loan: (i) a copy of the Co-op Lease and the assignment of such Co-op
Lease to the originator of the Mortgage Loan, with all intervening assignments showing a complete chain of title
and an assignment thereof by Company; (ii) the stock certificate together with an undated stock power relating to
such stock certificate executed in blank; (iii) the recognition agreement in substantially same form as standard
"AZTECH" form; (iv) copies of the financial statement filed by the originator as secured party and, if
applicable, a filed UCC-3 Assignment of the subject security interest showing a complete chain of title, together
with an executed UCC-3 Assignment of such security interest by the Company in a form sufficient for filing (v)
Loan Security Agreement.

10. Mortgage Loan closing statement (Form HUD-1) and any other truth-in-lending or real estate
settlement procedure forms required by law.

11. Residential loan application.

12. Uniform underwriter and transmittal summary (Fannie Mae Form 1008) or reasonable equivalent.

13. Credit report on the mortgagor.

14. Business credit report, if applicable.

15. Residential appraisal report and attachments thereto.

16. The original of any guarantee executed in connection with the Mortgage Note.

17. Verification of employment and income except for Mortgage Loans originated under a Limited
Documentation Program, all in accordance with Company's underwriting guidelines.

18. Verification of acceptable evidence of source and amount of down payment, in accordance with
Company's underwriting guidelines.

19. Photograph of the Mortgaged Property (may be part of appraisal).

20. Survey of the Mortgaged Property, if any.

21. Sales contract, if applicable.

22. If available, termite report, structural engineer's report, water portability and septic
certification.

23. Any original security agreement, chattel mortgage or equivalent executed in connection with the
Mortgage.

24. Name affidavit, if applicable.

Notwithstanding anything to the contrary herein, Company may provide one certificate for all of the
Mortgage Loans indicating that the documents were delivered for recording.


                                                     EXHIBIT B

                                        CUSTODIAL ACCOUNT LETTER AGREEMENT

                                               ______________, 2001

To:      [_______________________]
         (the "Depository")

         As "Company" under the Master  Purchase,  Warranties and Servicing  Agreement,  dated as of August 1, 2001
Adjustable Rate Mortgage Loans (the "Agreement"),  we hereby authorize and request you to establish an account,  as
a Custodial  Account  pursuant to Section 4.04 of the  Agreement,  to be designated as "IndyMac  Bank,  F.S.B.,  in
trust for the  [Purchaser],  Owner of  Adjustable  Rate  Mortgage  Loans".  All  deposits in the  account  shall be
subject to  withdrawal  therefrom  by order signed by the  Company.  This letter is submitted to you in  duplicate.
Please execute and return one original to us.

                                                     INDYMAC BANK, F.S.B.

By:____________________________

Name:__________________________

Title:_________________________



         The undersigned,  as "Depository",  hereby certifies that the above described account has been established
under  Account  Number  [__________],  at the  office  of the  depository  indicated  above,  and  agrees  to honor
withdrawals  on such  account as provided  above.  The full  amount  deposited  at any time in the account  will be
insured up to applicable  limits by the Federal Deposit  Insurance  Corporation  through the Bank Insurance Fund or
the Savings Association Insurance Fund or will be invested in Permitted Investments as defined in the Agreement.

                                                     [___________________________]

By:____________________________

Name:__________________________

Title:_________________________

                                                     EXHIBIT C

                                          ESCROW ACCOUNT LETTER AGREEMENT
                                                _____________, 2001

To:      [_______________________]
         (the "Depository")

         As "Company"  under the Master  Purchase  Warranties and Servicing  Agreement,  dated as of August 1, 2001
Adjustable Rate Mortgage Loans (the "Agreement"),  we hereby authorize and request you to establish an account,  as
an Escrow Account pursuant to Section 4.06 of the Agreement,  to be designated as "IndyMac Bank,  F.S.B.,  in trust
for the  [Purchaser],  Owner of  Adjustable  Rate  Mortgage  Loans,  and various  Mortgagors."  All deposits in the
account  shall be subject to withdrawal  therefrom by order signed by the Company.  This letter is submitted to you
in duplicate.  Please execute and return one original to us.

                                            INDYMAC BANK, F.S.B.

                                            By:__________________________
                                            Name:________________________
                                            Title:_________________________


         The undersigned,  as "Depository",  hereby certifies that the above described account has been established
under Account Number __________,  at the office of the depository  indicated above, and agrees to honor withdrawals
on such  account as provided  above.  The full amount  deposited  at any time in the account  will be insured up to
applicable  limits by the Federal  Deposit  Insurance  Corporation  through the Bank  Insurance Fund or the Savings
Association Insurance Fund or will be invested in Permitted Investments as defined in the Agreement.

                                            [______________________]

                                            By:______________________________
                                            Name:____________________________
                                            Title:___________________________


                                                     EXHIBIT D

                                         FORM OF ASSIGNMENT AND ASSUMPTION

         THIS  ASSIGNMENT  AND ASSUMPTION  AGREEMENT,  dated  ___________________,  between  __________________,  a
_____________________   corporation  ("Assignor"),and   _____________________,   a  __________________  corporation
("Assignee"):

         For and in consideration of the sum of TEN DOLLARS ($10.00) and other valuable  consideration  the receipt
and  sufficiency  of which hereby are  acknowledged,  and of the mutual  covenants  herein  contained,  the parties
hereto hereby agree as follows:

         1.       The  Assignor  hereby  grants,  transfers  and  assigns to Assignee  all of the right,  title and
interest  of  Assignor,  as  Purchaser,  in, to and under (a) those  certain  Mortgage  Loans  listed on  Exhibit A
attached  hereto (the "Mortgage  Loans"),  (b) that certain Master  Purchase,  Warranties and Servicing  Agreement,
Adjustable Rate Mortgage Loans (the "Master Purchase,  Warranties and Servicing Agreement"),  dated as of August 1,
2001 by and among EMC Mortgage  Corporation  ("Purchaser") and IndyMac Bank, F.S.B. (the "Company") with respect to
the Mortgage Loans and (c) that certain  Purchase  Price and Terms Letter,  dated as of  ______________,  2001 (the
"Terms  Letter") by and among the  Purchaser  and IndyMac Bank,  F.S.B.  (only with respect to such mortgage  loans
transferred and assigned hereunder) with respect to the Mortgage Loans.

         The  Assignor  specifically  reserves  and does not assign to the  Assignee  hereunder  any and all right,
title and  interest  in, to and under and all  obligations  of the  Assignor  with  respect to any  mortgage  loans
subject  to the  Master  Purchase,  Warranties  and  Servicing  Agreement  and the Terms  Letter  which are not the
Mortgage  Loans set forth on Exhibit A attached  hereto and are not the subject of this  Assignment  and Assumption
Agreement.

         2.       The assignor warrants and represents to, and covenants with, the Assignee that:

                  a.       The Assignor is the lawful  owner of the Mortgage  Loans with the full right to transfer
the Mortgage Loans free from any and all claims and encumbrances whatsoever;

                  b.       The  Assignor  has not  received  notice  or,  and has no  knowledge  of,  any  offsets,
counterclaims  or other  defenses  available  to the Company with respect to the Master  Purchase,  Warranties  and
Servicing Agreement, the Terms Letter or the Mortgage Loans;

                  c.       The Assignor has not waived or agreed to any waiver  under,  or agreed to any  amendment
or other  modification  of, the Master  Purchase,  Warranties  and  Servicing  Agreement,  the Terms  Letter or the
Mortgage Loans,  including without limitation the transfer of the servicing  obligations under the Master Purchase,
Warranties and Servicing  Agreement.  The Assignor has no knowledge of, and has not received notice of, any waivers
under or amendments or other  modifications  of, or assignments of rights or obligations  under or defaults  under,
the Master Purchase, Warranties and Servicing Agreement, the Terms Letter or the Mortgage Loans; and

                  d.       Neither  the  Assignor  nor  anyone  acting  on its  behalf  has  offered,  transferred,
pledged,  sold or  otherwise  disposed of the  Mortgage  Loans,  any  interest in the  Mortgage  Loans or any other
similar  security  to, or  solicited  any offer to buy or accept a  transfer,  pledge or other  disposition  of the
Mortgage Loans, any interest in the Mortgage Loans or any other similar  security from, or otherwise  approached or
negotiated  with respect to the Mortgage  Loans,  any interest in the Mortgage Loans or any other similar  security
with, any person in any manner,  or made by general  solicitation  by means of general  advertising or in any other
manner,  or taken  any other  action  which  would  constitute  a  distribution  of the  Mortgage  Loans  under the
Securities  Act of 1933 (the "1933 Act") or which would render the  disposition  of the Mortgage  Loans a violation
of Section 5 of the 1933 Act or require registration pursuant thereto.

         3.       The Assignee warrants and represents to, and covenants with, the Assignor and the Company that:

                  a.       The Assignee is a  corporation  duly  organized,  validly  existing and in good standing
under the laws of the  jurisdiction of its  incorporation,  and has all requisite  corporate power and authority to
acquire, own and purchase the Mortgage Loans;

                  b.       The  Assignee has full  corporate  power and  authority to execute,  deliver and perform
under this  Assignment  and  Assumption  Agreement,  and to  consummate  the  transactions  set forth  herein.  The
execution,  delivery  and  performance  of the  Assignee  of this  Assignment  and  Assumption  Agreement,  and the
consummation by it of the transactions  contemplated  hereby,  have been duly authorized by all necessary corporate
action of the  Assignee.  This  Assignment  and  Assumption  Agreement  has been duly executed and delivered by the
Assignee  and  constitutes  the valid and  legally  binding  obligation  of the  Assignee  enforceable  against the
Assignee in accordance with its respective terms;

                  c.       To  the  best  of  Assignee's  knowledge,  no  material  consent,   approval,  order  or
authorization of, or declaration,  filing or registration with, any governmental  entity is required to be obtained
or made by the  Assignee  in  connection  with the  execution,  delivery  or  performance  by the  Assignee of this
Assignment and Assumption Agreement, or the consummation by it of the transactions contemplated hereby;

                  d.       The  Assignee  agrees to be bound,  as  Purchaser,  by all of the terms,  covenants  and
conditions of the Master  Purchase,  Warranties and Servicing  Agreement,  the Terms Letter and the Mortgage Loans,
and from and after the date hereof,  the  Assignee  assumes for the benefit of each of the Company and the Assignor
all of the Assignor's obligations as Purchaser thereunder, with respect to the Mortgage Loans;

                  e.       The Assignee  understands  that the Mortgage  Loans have not been  registered  under the
1933 Act or the securities laws of any state;

                  f. The  purchase  price  being  paid by the  Assignee  for the  Mortgage  Loans is in  excess  of
$250,000 and will be paid by cash remittance of the full purchase price within sixty (60) days of the sale;

                  g.       The Assignee is acquiring  the Mortgage  Loans for  investment  for its own account only
and not for any other person;

                  h.       The  Assignee  considers  itself a  substantial,  sophisticated  institutional  investor
having such  knowledge  and  financial  and business  matters that it is capable of  evaluating  the merits and the
risks of investment in the Mortgage Loans;

                  i.       The Assignee has been furnished with all  information  regarding the Mortgage Loans that
it has requested from the Assignor or the Company;

                  j.       Neither  the  Assignee  nor  anyone  acting  on its  behalf  has  offered,  transferred,
pledged,  sold or otherwise  disposed of the Mortgage Loans, an interest in the Mortgage Loans or any other similar
security  to, or  solicited  any offer to buy or accept a transfer,  pledge or other  disposition  of the  Mortgage
Loans,  any  interest in the  Mortgage  Loans or any other  similar  security  from,  or  otherwise  approached  or
negotiated  with respect to the Mortgage  Loans,  any interest in the Mortgage Loans or any other similar  security
with, any person in any manner,  or made any general  solicitation by means of general  advertising or in any other
manner,  or taken any other action which would  constitute a distribution  of the Mortgage Loans under the 1933 Act
or which would render the  disposition  of the  Mortgage  Loans a violation of Section 5 of the 1933 Act or require
registration  pursuant  thereto,  nor will it act, nor has it authorized or will it authorize any person to act, in
such manner with respect to the Mortgage Loans; and

                  k.  Either:  (1) the  Assignee is not an employee  benefit  plan  ("Plan")  within the meaning of
section 3(3) of the Employee  Retirement  Income Security Act of 1974, as amended ("ERISA") or a plan (also "Plan")
within the meaning of section  4975(e)(1) of the Internal  Revenue Code of 1986  ("Code"),  and the Assignee is not
directly or indirectly  purchasing the Mortgage Loans on behalf of,  investment  manager of, as named fiduciary of,
as Trustee of, or with assets of, a Plan; or (2) the  Assignee's  purchase of the Mortgage Loans will not result in
a prohibited transaction under section 406 of ERISA or section 4975 of the Code.

         Distributions    shall   be   made   by   wire    transfer    of    immediately    available    funds   to
_____________________________
for the account of _______________________________________
account number _________________________________________.
Applicable statements should be mailed to ____________________
_______________________________________________________.



The  Assignor's  address for purposes  for all notices and  correspondence  related to the Mortgage  Loans and this
Agreement is:

                                    ________________________________________
                                    ________________________________________

                                    Attention: ______________________________


         IN WITNESS  WHEREOF,  the parties have caused this  Assignment and Assumption to be executed by their duly
authorized officers as of the date first above written.

_____________________________                        _________________________
Assignor                                             Assignee

By:______________________                   By:__________________________
Its:______________________                  Its:__________________________

Taxpayer Identification                              Taxpayer Identification
Number:__________________                   Number:_______________________



Acknowledged:

[_______________________________]

By:___________________________
Its:__________________________


                                                     EXHIBIT E

                                               FORM OF TRIAL BALANCE


                                                     EXHIBIT F

                                   REQUEST FOR RELEASE OF DOCUMENTS AND RECEIPT

RE:      Mortgage Loan #___________________________________
BORROWER:__________________________________________________
PROPERTY: __________________________________________________


Pursuant to a Master Purchase,  Warranties and Servicing  Agreement (the  "Agreement")  between the Company and the
Purchaser,  the undersigned  hereby certifies that he or she is an officer of the Company requesting release of the
documents for the reason specified below.  The undersigned further certifies that:

(Check one of the items below)

_____             On  _________________,  the above  captioned  mortgage  loan was paid in full or that the Company
has been  notified  that  payment in full has been or will be  escrowed.  The  Company  hereby  certifies  that all
amounts  with  respect to this loan which are required  under the  Agreement  have been or will be deposited in the
Custodial Account as required.

_____             The  above  captioned  loan is being  repurchased  pursuant  to the terms of the  Agreement.  The
Company hereby  certifies that the  repurchase  price has been credited to the Custodial  Account as required under
the Agreement.

_____             The above captioned loan is being placed in foreclosure  and the original  documents are required
to proceed with the  foreclosure  action.  The Company hereby  certifies that the documents will be returned to the
Purchaser in the event of reinstatement.

_____             Other (explain)

_______________________________________________________
_______________________________________________________

All capitalized terms used herein and not defined shall have the meanings assigned to them in the Agreement.

         Based on this  certification  and the  indemnities  provided for in the  Agreement,  please release to the
Company all original mortgage documents in your possession relating to this loan.

Dated:_________________

By:________________________________
     Signature
    ___________________________________
         Title

Send documents to:         _____________________________________________
_____________________________________________
_____________________________________________

Acknowledgment:

         Purchaser  hereby  acknowledges  that all original  documents  previously  released on the above captioned
mortgage loan have  been returned and received by the Purchaser.


Dated:________________

By:________________________________
     Signature

    _______________________________
     Title


                                                     EXHIBIT G


                                         COMPANY'S UNDERWRITING GUIDELINES


                                                    EXHIBIT H


                                          PURCHASE PRICE AND TERMS LETTER
                                                 [to be attached]


                                                     EXHIBIT I

                                               FORM OF BILL OF SALE

                  INDYMAC BANK, F.S.B. hereby absolutely sells, transfers, assigns, sets-over and conveys to EMC
MORTGAGE CORPORATION, without recourse all right, title and interest in and to each of the mortgage loans
identified on Schedule One attached hereto less the Retained Yield on a servicing-retained basis.

         The  ownership  of each  Mortgage  Note,  Mortgage,  and the  contents of the  Mortgage  File is vested in
Purchaser and the ownership of all records and documents  with respect to the related  Mortgage Loan prepared by or
which  come  into the  possession  of  Company  shall  immediately  vest in  Purchaser  and shall be  retained  and
maintained,  in trust,  by  Company  at the will of  Purchaser  in such  custodial  capacity  only.  The  [Company]
[Purchaser]  shall retain any prepayment  penalties or similar charge due with respect to a Mortgage Loan. The sale
of each  Mortgage  Loan shall be  reflected  as a sale on Seller's  business  records,  tax  returns and  financial
statements.

         This Bill of Sale is made pursuant to, and is subject to the terms and conditions of, that certain
Master Purchase, Warranties and Servicing Agreement dated as of August 1, 2001 between Indymac Bank, F.S.B., as
Company, and EMC Mortgage Corporation, as Purchaser (the "Agreement").  Capitalized terms used herein and not
otherwise defined shall have the meanings set forth in the Agreement. The Company confirms to Purchaser that the
representations and warranties set forth in Section 3.01 and 3.02 of the Agreement are true and correct as of the
date hereof.

         The Seller confirms to the Purchaser that the following additional representations are true and correct
as of the date hereof:


         (i)      Not more than _______% of the Mortgaged Properties are located in California;

         (ii)     The  Mortgage  Interest  Rates borne by the  Mortgage  Loans as of the  Cut-off  Date ranged from
approximately  _______% per annum to approximately  _______% per annum and the weighted  average Mortgage  Interest
Rate as of the Cut-off Date was approximately ______% per annum;

         (iii)    The original principal  balances of the Mortgage Loans ranged from approximately  $____________to
approximately  $____________.  The maximum  Stated  Principal  Balance of any Mortgage  Loan as of the Cut-off Date
was $____________ and the average Stated Principal Balance was approximately $____________;

         (iv)     As of the Cut-off Date,  approximately  _______% of the Mortgage Loans were made to refinance the
related  Mortgaged  Properties,   of  which  approximately  _______%  were  made  as  "cash-out"  refinancings  and
approximately   _______%  of  the  Mortgage  Loans  were  made  to  purchase  the  related  Mortgaged   Properties.
Approximately  _______% of the Mortgage Loans  measured by aggregate  Stated  Principal  Balances as of the Cut-off
Date are secured by a single family residence;  approximately  _______% of the Mortgage Loans are secured by a unit
in a  condominium;  none of the Mortgage Loans are secured by a unit in a  cooperative;  approximately  _______% of
the  Mortgage  Loans are  secured  by a unit in a planned  unit  development,  and  approximately  _______%  of the
Mortgage Loans are secured by a two-to-four-family residential property.

         (v)      None of the  Mortgage  Loans had a  Loan-to-Value  Ratio  greater  than  _______%.  Approximately
_______% of the Mortgage Loans are insured under Primary Insurance Policies;

         (vi)     With respect to  approximately  _______%of  the  Mortgage  Loans,  measured by  aggregate  Stated
Principal  Balance  as of the  Cut-off  Date,  based  on  representations  made  by the  Mortgagor  at the  time of
origination,  the  Mortgaged  Property  was to be  occupied  as  Mortgagor's  primary  residence.  With  respect to
approximately  _______%of the Mortgage  Loans,  measured by aggregate  unpaid  Principal  Balance as of the Cut-off
Date, based on representations  made by the Mortgagor at the time of origination,  the Mortgaged Property was to be
occupied  as a  second  home.  Approximately  _______%  of  the  Mortgage  Loans  (similarly  measured),  based  on
representations made by the Mortgagor at the time of origination, was to be utilized as an investor property; and

         (vii)    As of the Closing Date,  all of the Mortgage  Loans will have an actual  Interest Paid to Date of
______________  (or  later)  and  will be due for the  _____________  scheduled  monthly  payment  (or  later),  as
evidenced by a posting to Company's servicing collection system.




DATED: ______________________



                                                              INDYMAC BANK, F.S.B.


                                                              By:                                         
                                                              Name:                                       
                                                              Title:


                                                                                                       EXHIBIT H-11














                                             EMC MORTGAGE CORPORATION
                                                    Purchaser,

                                               MID AMERICA BANK, FSB

                                                     Company,

                                   PURCHASE, WARRANTIES AND SERVICING AGREEMENT
                                           Dated as of February 1, 2006





                                    (Fixed and Adjustable Rate Mortgage Loans)



                                                 TABLE OF CONTENTS

                                                     ARTICLE I


Section 1.01     Defined Terms............................................................................1

                                                    ARTICLE II

Section 2.01     Agreement to Purchase....................................................................15
Section 2.02     Purchase Price...........................................................................15
Section 2.03     Reserved.................................................................................16
Section 2.04     Record Title and Possession of Mortgage Files;
                         Maintenance of Servicing Files...................................................16
Section 2.05     Books and Records........................................................................16
Section 2.06     Transfer of Mortgage Loans...............................................................17
Section 2.07     Delivery of Mortgage Loan Documents......................................................17
Section 2.08     Quality Control Procedures...............................................................19
Section 2.09     Near-term Principal Prepayments; Near Term Payment Defaults........19

                                                    ARTICLE III

Section 3.01     Representations and Warranties of the Company............................................21
 Section 3.02     Representations and Warranties as to
                         Individual Mortgage Loans........................................................23
Section 3.03     Repurchase; Substitution.................................................................34
Section 3.04     Representations and Warranties of the Purchaser..........................................36

                                                    ARTICLE IV

Section 4.01     Company to Act as Servicer...............................................................38
Section 4.02     Collection of Mortgage Loan Payments.....................................................41
Section 4.03     Realization Upon Defaulted Mortgage......................................................41
Section 4.04     Establishment of Custodial Accounts;
                         Deposits in Custodial Accounts...................................................43
Section 4.05     Permitted Withdrawals from the
                         Custodial Account................................................................44
Section 4.06     Establishment of Escrow Accounts;
                         Deposits in Escrow Accounts......................................................45
Section 4.07     Permitted Withdrawals From Escrow Account................................................46
Section 4.08     Payment of Taxes, Insurance and Other
                         Charges; Maintenance of Primary Mortgage
                          Insurance Policies; Collections Thereunder......................................46
Section 4.09     Transfer of Accounts.....................................................................47
Section 4.10     Maintenance of Hazard Insurance..........................................................48
Section 4.11     Maintenance of Mortgage Impairment
                         Insurance Policy.................................................................48
Section 4.12     Fidelity Bond, Errors and Omissions
                          Insurance.......................................................................49
Section 4.13    Title, Management and Disposition of REO  Property........................................50
Section 4.14     Notification of Maturity Date............................................................51

                                                     ARTICLE V

Section 5.01     Distributions............................................................................52
Section 5.02     Statements to the Purchaser..............................................................52
Section 5.03     Monthly Advances by the Company..........................................................53
Section 5.04     Liquidation Reports......................................................................54

                                                    ARTICLE VI

Section 6.01     Assumption Agreements....................................................................55
Section 6.02     Satisfaction of Mortgages and Release
                         of Mortgage Files................................................................56
Section 6.03     Servicing Compensation...................................................................57
Section 6.04     Reserved.................................................................................57
Section 6.05     Reserved.................................................................................57
Section 6.06     Purchaser's Right to Examine Company Records.............................................57

                                                    ARTICLE VII

Section 7.01      Company Shall Provide Information as Reasonably
                          Required........................................................................57

                                                   ARTICLE VIII

Section 8.01     Indemnification; Third Party Claims......................................................59
Section 8.02     Merger or Consolidation of the Company...................................................59
Section 8.03     Limitation on Liability of the Company and Others........................................60
Section 8.04     Company Not to Assign or Resign..........................................................60
Section 8.05     No Transfer of Servicing.................................................................60


                                                    ARTICLE IX

Section 9.01     Events of Default........................................................................62
Section 9.02     Waiver of Defaults.......................................................................63

                                                     ARTICLE X

Section 10.01     Termination.............................................................................64

                                                    ARTICLE XI

Section 11.01     Successor to the Company................................................................64
Section 11.02     Amendment...............................................................................65
Section 11.03     Reserved................................................................................65
Section 11.04     Governing Law...........................................................................65
Section 11.05     Notices.................................................................................65
Section 11.06     Severability of Provisions..............................................................66
Section 11.07     Exhibits................................................................................67
Section 11.08     General Interpretive Principles.........................................................67
Section 11.09     Reproduction of Documents...............................................................67
Section 11.10     Confidentiality of Information..........................................................68
Section 11.11     Recordation of Assignment of Mortgage...................................................68
Section 11.12     Assignment..............................................................................68
Section 11.13     No Partnership..........................................................................69
Section 11.14     Signature Pages/Counterparts; Successors and Assigns....................................69
Section 11.15     Entire Agreement........................................................................69
Section 11.16     No Solicitation.........................................................................69
Section 11.17     Closing.................................................................................70
Section 11.18     Reserved................................................................................70
Section 11.19     Monthly Reporting with Respect to a Reconstitution......................................70

EXHIBITS
   A                Contents of Mortgage File
   B                Custodial Account Letter Agreement
   C                Escrow Account Letter Agreement
   D                Form of Purchase, Assignment, Assumption and Recognition Agreement
   E                Form of Trial Balance
   F                [Reserved]
   G                Request for Release of Documents and Receipt
   H                Company's Underwriting Guidelines
   I                Term Sheet
   J                Reconstituted Mortgage Loan Reporting






         This is a  Purchase,  Warranties  and  Servicing  Agreement,  dated as of February 1, 2006 and is executed
between EMC MORTGAGE  CORPORATION,  as  Purchaser,  with  offices  located at Mac Arthur Ridge II, 909 Hidden Ridge
Drive,  Suite 200, Irving,  Texas 75038, and Mid America Bank, fsb, with offices located at 2650 Warrenville  Road,
Suite 500, Downers Grove, Illinois 60515.


                                               W I T N E S S E T H :

         WHEREAS,  the Purchaser has heretofore  agreed to purchase from the Company and the Company has heretofore
agreed to sell to the Purchaser, from time to time, certain Mortgage Loans on a servicing retained basis;

         WHEREAS,  each of the Mortgage Loans is secured by a mortgage,  deed of trust or other security instrument
creating a first lien on a  residential  dwelling  located  in the  jurisdiction  indicated  on the  Mortgage  Loan
Schedule, which is annexed to the related Term Sheet; and

         WHEREAS,  the  Purchaser  and the Company wish to prescribe  the  representations  and  warranties  of the
Company with respect to itself and the Mortgage  Loans and the  management,  servicing  and control of the Mortgage
Loans;

         NOW,  THEREFORE,  in consideration of the mutual agreements  hereinafter set forth, and for other good and
valuable  consideration,  the receipt and adequacy of which is hereby  acknowledged,  the Purchaser and the Company
agree as follows:




                                                     ARTICLE I

                                                    DEFINITIONS

         Section 1.01  Defined Terms.

         Whenever used in this Agreement,  the following words and phrases,  unless the context otherwise requires,
shall have the following meaning specified in this Article:

         Accepted  Servicing  Practices:  With respect to any Mortgage  Loan,  those mortgage  servicing  practices
(including  collection  procedures) of prudent  mortgage banking  institutions  which service mortgage loans of the
same type as such Mortgage Loan in the  jurisdiction  where the related  Mortgaged  Property is located,  and which
are in accordance  with Fannie Mae servicing  practices and procedures,  for MBS pool mortgages,  as defined in the
Fannie Mae Guides including future updates.

         Adjustment  Date:  With respect to each  adjustable  rate  Mortgage  Loan,  the date on which the Mortgage
Interest Rate is adjusted in accordance with the terms of the related Mortgage Note.

         Agreement:  This Purchase,  Warranties and Servicing Agreement  including all exhibits hereto,  amendments
hereof and supplements hereto.

         Appraised Value: With respect to any Mortgaged  Property,  the value thereof as determined by an appraisal
made  for  the  originator  of the  Mortgage  Loan at the  Origination  Date of the  Mortgage  Loan by a  Qualified
Appraiser.

         Assignment:  An individual  assignment of the Mortgage,  notice of transfer or equivalent  instrument,  in
recordable form,  sufficient under the laws of the jurisdiction  wherein the related Mortgaged  Property is located
to reflect of record the sale or transfer of the Mortgage Loan.

         BIF:  The Bank Insurance Fund, or any successor thereto.

         Business  Day: Any day other than:  (i) a Saturday or Sunday,  or (ii) a legal holiday in the State of New
York or  State  of  Illinois,  or (iii) a day on which  banks  in the  State of New York or State of  Illinois  are
authorized or obligated by law or executive order to be closed.

         Closing Date: With respect to any Mortgage Loan, the date stated on the related Term Sheet.

         Code:    The Internal Revenue Code of 1986, or any successor statute thereto.

         Company:          Mid America  Bank,  fsb, its  successors  in interest and assigns,  as permitted by this
Agreement.

         Company's Officer's Certificate:  A certificate signed by the Chairman of the Board,  President,  any Vice
President,  Secretary  or  Treasurer  of the Company  stating the date by which the Company  expects to receive any
missing documents sent for recording from the applicable recording office.

         Condemnation  Proceeds:  All awards or settlements in respect of a Mortgaged  Property,  whether permanent
or temporary,  partial or entire,  by exercise of the power of eminent  domain or  condemnation,  to the extent not
required to be released to a Mortgagor in accordance with the terms of the related Mortgage Loan Documents.

         Confirmation:  The trade  confirmation  letter  between the Purchaser and the Company which relates to the
Mortgage Loans.

         Consumer  Information:  Information  including,  but  not  limited  to,  all  personal  information  about
Mortgagors that is supplied to the Purchaser by or on behalf of the Company.

         Co-op Lease:  With  respect to a Co-op Loan,  the lease with  respect to a dwelling  unit  occupied by the
Mortgagor and relating to the stock allocated to the related dwelling unit.

         Co-op  Loan:  A  Mortgage  Loan  secured  by the  pledge  of  stock  allocated  to a  dwelling  unit  in a
residential cooperative housing corporation and a collateral assignment of the related Co-op Lease.

         Current Appraised Value:   With respect to any Mortgaged  Property,  the value thereof as determined by an
appraisal  made for the  Company  (by a  Qualified  Appraiser)  at the  request of a  Mortgagor  for the purpose of
canceling a Primary Mortgage  Insurance Policy in accordance with federal,  state and local laws and regulations or
otherwise made at the request of the Company or Mortgagor.

         Current LTV:      The ratio of the Stated  Principal  Balance of a Mortgage Loan to the Current  Appraised
Value of the Mortgaged Property.

         Custodial  Account:  Each separate demand account or accounts  created and maintained  pursuant to Section
4.04 which shall be entitled "Mid America Bank,  fsb, in trust for the  [Purchaser],  Owner of Mortgage  Loans" and
shall be  established in an Eligible  Account,  in the name of the Person that is the  "Purchaser"  with respect to
the related Mortgage Loans.

         Custodian:  With  respect to any  Mortgage  Loan,  the entity  stated on the related  Term Sheet,  and its
successors and assigns, as custodian for the Purchaser.

         Cut-off Date: With respect to any Mortgage Loan, the date stated on the related Term Sheet.

         Determination  Date:  The  15th  day  (or if  such  15th  day is not a  Business  Day,  the  Business  Day
immediately preceding such 15th day) of the month of the related Remittance Date.

         Due Date:  With respect to each Mortgage  Loan,  the day of the month on which the Monthly  Payment is due
on a Mortgage Loan, exclusive of any days of grace, which is the first day of the month.

         Due Period:  With respect to any  Remittance  Date,  the period  commencing on the second day of the month
preceding the month of such Remittance Date and ending on the first day of the month of the Remittance Date.

         Electronic Transmission:  As defined in Section 11.14.

         Eligible  Account:  An account  established  and  maintained:  (i) within FDIC insured  accounts  created,
maintained and monitored by the Company so that all funds deposited  therein are fully insured,  or (ii) as a trust
account with the corporate trust department of a depository  institution or trust company  organized under the laws
of the United  States of  America  or any one of the  states  thereof  or the  District  of  Columbia  which is not
affiliated with the Company (or any  sub-servicer)  or (iii) with an entity which is an institution  whose deposits
are insured by the FDIC,  the unsecured and  uncollateralized  long-term  debt  obligations of which shall be rated
"A2" or higher by Standard & Poor's and "A" or higher by Fitch, Inc. or one of the two highest  short-term  ratings
by any applicable  Rating Agency,  and which is either (a) a federal savings  association  duly organized,  validly
existing and in good standing under the federal banking laws, (b) an institution  duly organized,  validly existing
and in good standing under the applicable  banking laws of any state, (c) a national banking  association under the
federal  banking  laws,  or (d) a principal  subsidiary  of a bank  holding  company,  or (iv) if  ownership of the
Mortgage  Loans is  evidenced  by  mortgaged-backed  securities,  the  equivalent  required  ratings of each Rating
Agency,  and held such  that the  rights  of the  Purchaser  and the  owner of the  Mortgage  Loans  shall be fully
protected  against the claims of any  creditors  of the  Company  (or any  sub-servicer)  and of any  creditors  or
depositors of the  institution in which such account is maintained or (v) in a separate  non-trust  account without
FDIC or other  insurance  in an  Eligible  Institution.  In the  event  that a  Custodial  Account  is  established
pursuant to clause (iii),  (iv) or (v) of the  preceding  sentence,  the Company  shall provide the Purchaser  with
written  notice on the  Business  Day  following  the date on which the  applicable  institution  fails to meet the
applicable ratings requirements.

         Eligible  Institution:  An institution  having (i) the highest  short-term debt rating, and one of the two
highest long-term debt ratings of each Rating Agency; or (ii) with respect to any Custodial  Account,  an unsecured
long-term debt rating of at least one of the two highest unsecured long-term debt ratings of each Rating Agency.

         Equity  Take-Out  Refinanced  Mortgage  Loan:  A  Refinanced  Mortgage  Loan the proceeds of which were in
excess of  the outstanding principal balance of the existing mortgage loan as defined in the Fannie Mae Guide(s).

         Escrow Account:  Each separate trust account or accounts  created and maintained  pursuant to Section 4.06
which shall be  entitled  "Mid  America  Bank,  fsb, in trust for the  [Purchaser],  Owner of Mortgage  Loans,  and
various Mortgagors", in the name of the Person that is the "Purchaser" with respect to the related Mortgage Loans.

         Escrow  Payments:  With  respect to any Mortgage  Loan,  the amounts  constituting  ground  rents,  taxes,
assessments,  water rates, sewer rents, municipal charges,  mortgage insurance premiums,  fire and hazard insurance
premiums,  condominium  charges, and any other payments required to be escrowed by the Mortgagor with the mortgagee
pursuant to the Mortgage or any other related document.

         Event of Default:  Any one of the conditions or circumstances enumerated in Section 9.01.

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

         Fannie Mae Guide(s):  The Fannie Mae Selling Guide and the Fannie Mae Servicing  Guide and all  amendments
or additions thereto.

         FDIC:  The Federal Deposit Insurance Corporation, or any successor thereto.

         FHLMC:  The Federal Home Loan Mortgage Corporation, or any successor thereto.

         FHLMC Guide:  The FHLMC Single Family Seller/Servicer Guide and all amendments or additions thereto.

         Fidelity Bond:  A fidelity bond to be maintained by the Company pursuant to Section 4.12.

         FIRREA: The Financial  Institutions Reform,  Recovery,  and Enforcement Act of 1989, as amended, from time
to time, and in effect.

         First  Remittance  Date:  With respect to any Mortgage Loan,  the  Remittance  Date occurring in the month
following the month in which the related Closing Date occurs.

         GAAP:  Generally accepted accounting principles in the United States of America, consistently applied.

         HUD:  The United States Department of Housing and Urban Development, or any successor thereto.

         Index:  With respect to any  adjustable  rate  Mortgage  Loan,  the index  identified on the Mortgage Loan
Schedule and set forth in the related Mortgage Note for the purpose of calculating the interest rate thereon.

         Initial Rate Cap: With respect to each  adjustable  rate  Mortgage  Loan,  where  applicable,  the maximum
increase or decrease in the Mortgage Interest Rate on the first Adjustment Date.

         Insurance  Proceeds:  With respect to each  Mortgage  Loan,  proceeds of insurance  policies  insuring the
Mortgage Loan or the related Mortgaged Property.

         Lender Paid  Mortgage  Insurance  Rate:  A rate per annum equal to the  percentage  shown on the  Mortgage
Loan Schedule.

         Lender Primary Mortgage  Insurance  Policy:  Any Primary Mortgage  Insurance Policy for which premiums are
paid by the Company.

         Lifetime Rate Cap: With respect to each  adjustable  rate Mortgage  Loan,  the maximum  Mortgage  Interest
Rate over the term of such Mortgage Loan.

         Liquidation  Proceeds:  The proceeds  received in connection with the liquidation of a defaulted  Mortgage
Loan, whether through the sale or assignment of such Mortgage Loan, trustee's sale, foreclosure sale or otherwise.

         Loan-to-Value  Ratio or LTV:  With respect to any  Mortgage  Loan,  the ratio of the original  outstanding
principal  amount of the Mortgage  Loan,  to (i) the Appraised  Value of the  Mortgaged  Property with respect to a
Refinanced  Mortgage Loan, and (ii) the lesser of the Appraised Value of the Mortgaged  Property or the Sales Price
of the Mortgaged Property with respect to all other Mortgage Loans.

         Margin:  With respect to each  adjustable  rate Mortgage  Loan, the fixed  percentage  amount set forth in
each related  Mortgage Note which is added to the Index in order to determine the related  Mortgage  Interest Rate,
as set forth in the Mortgage Loan Schedule.

         Monthly  Advance:  The  aggregate of the advances made by the Company on any  Remittance  Date pursuant to
Section 5.03.

         Monthly  Payment:  The  scheduled  monthly  payment of principal  and interest on a Mortgage Loan which is
payable by a Mortgagor under the related Mortgage Note.

         Mortgage:  With respect to each Mortgage Loan, the mortgage,  deed of trust or other  instrument  securing
a  Mortgage  Note  which  creates a first  lien or first  priority  ownership  in an  estate in fee  simple in real
property on the Mortgaged Property.

         Mortgage File: The Mortgage Loan  Documents  pertaining to a particular  Mortgage Loan, and any additional
documents required to be added to the Mortgage File pursuant to this Agreement.

         Mortgage  Impairment  Insurance  Policy:  A mortgage  impairment  or blanket  hazard  insurance  policy as
described in Section 4.11.

         Mortgage  Interest  Rate: The annual rate at which  interest  accrues on any Mortgage  Loan,  which may be
adjusted from time to time for an adjustable  rate Mortgage Loan, in accordance  with the provisions of the related
Mortgage Note.

         Mortgage Loan:  Each mortgage loan  originally  sold to the Purchaser and subject to this Agreement  being
identified on the Mortgage Loan Schedule  attached to the related Term Sheet,  which Mortgage Loan includes without
limitation the Mortgage File, the Monthly  Payments,  Principal  Prepayments,  Liquidation  Proceeds,  Condemnation
Proceeds,  Insurance Proceeds, REO Disposition Proceeds, and all other rights,  benefits,  proceeds and obligations
arising from or in connection with such Mortgage Loan, excluding replaced or repurchased Mortgage Loans.

         Mortgage Loan Documents:  The documents listed in Exhibit A hereto pertaining to any Mortgage Loan.

         Mortgage Loan Remittance  Rate:  With respect to each Mortgage Loan, the annual rate of interest  remitted
to the  Purchaser,  which  shall be equal to the  Mortgage  Interest  Rate minus the  Servicing  Fee Rate minus the
Lender Paid Mortgage Insurance Rate.

         Mortgage Loan Schedule:  The schedule of Mortgage  Loans annexed to the related Term Sheet,  such schedule
setting forth the following information with respect to each Mortgage Loan sold pursuant to such Term Sheet:

         (1)      the Company's Mortgage Loan identifying number;

         (2)      the Mortgagor's first and last name;

         (3)      the street address of the Mortgaged Property including the city, state and zip code;

         (4)      a code  indicating  whether  the  Mortgaged  Property  is  owner-occupied,  a  second  home or an
investor property;

         (5)      the type of residential property constituting the Mortgaged Property;

         (10)     the original months to maturity of the Mortgage Loan;

         (11)     the  remaining  months to maturity  from the related  Cut-off  Date,  based on the  original  amortization
schedule  and,  if  different,  the  maturity  expressed  in the same  manner but based on the actual  amortization
schedule;

         (8)      the Sales Price, if applicable, Appraised Value and Loan-to-Value Ratio;

         (9)      the Mortgage  Interest Rate as of origination  and as of the related  Cut-off Date;  with respect
to each  adjustable  rate  Mortgage  Loan,  the initial  Adjustment  Date,  the next  Adjustment  Date  immediately
following the related  Cut-off Date,  the Index,  the Margin,  the Initial Rate Cap, if any,  Periodic Rate Cap, if
any, minimum Mortgage Interest Rate under the terms of the Mortgage Note and the Lifetime Rate Cap;

         (10)     the Origination Date of the Mortgage Loan;

         (11)     the stated maturity date;

         (12)     the amount of the Monthly Payment at origination;

         (13)     the amount of the Monthly Payment as of the related  Cut-off Date;

         (14)     the original principal amount of the Mortgage Loan;

         (15)     the scheduled  Stated  Principal  Balance of the Mortgage Loan as of the close of business on the
related  Cut-off Date,  after  deduction of payments of principal due on or before the related Cut-off Date whether
or not collected;

         (16)     a code  indicating  the purpose of the Mortgage Loan (i.e.,  purchase,  rate and term  refinance,
Equity Take-Out Refinanced Mortgage Loan);

         (17)     a code indicating the documentation style (i.e. full, alternative, etc.);

         (18)     the number of times during the twelve (12) month period  preceding the related  Closing Date that
any Monthly Payment has been received after the month of its scheduled Due Date;

         (19)     the date on which the first payment is or was due;

         (21)     a code indicating  whether or not the Mortgage Loan is the subject of a Primary Mortgage  Insurance Policy
and the name of the related insurance carrier;

         (21)     a code  indicating  whether or not the Mortgage Loan is currently  convertible and the conversion
spread;

         (22)     the last Due Date on which a  Monthly  Payment  was  actually  applied  to the  unpaid  principal
balance of the Mortgage Loan.

         (23)     product type (i.e. fixed, adjustable, 3/1, 5/1, etc.);

         (25)     credit score, if applicable;

         (25)     a code  indicating  whether or not the Mortgage Loan is the subject of a Lender Primary  Mortgage
Insurance Policy and the name of the related insurance carrier and the Lender Paid Mortgage Insurance Rate;

         (32)     a code  indicating  whether or not the Mortgage  Loan has a  prepayment  penalty and if so, the amount and
term thereof;

         (33)     the Current Appraised Value of the Mortgage Loan and Current LTV, if applicable;

         (34)     whether  such  Mortgage  Loan is a "Home  Loan",  "Covered  Home  Loan",  "Manufactured  Housing" or "Home
Improvement Loan" as defined in the New Jersey Home Ownership Security Act of 2002;

         (35)     whether the Mortgage Loan has a mandatory arbitration clause; and

         (36)     whether the Mortgage Loan is "interest-only" "negative amortization".

         With respect to the Mortgage  Loans in the aggregate,  the Mortgage Loan Schedule  attached to the related
Term Sheet shall set forth the following information, as of the related Cut-off Date:

         (1)      the number of Mortgage Loans;

         (2)      the current aggregate outstanding principal balance of the Mortgage Loans;

         (3)      the weighted average Mortgage Interest Rate of the Mortgage Loans;

         (4)      the weighted average maturity of the Mortgage Loans; and

         (5)      the weighted average months to next Adjustment Date;

         Mortgage Note: The original  executed note or other evidence of the  indebtedness  of a Mortgagor  secured
by a Mortgage.

         Mortgaged  Property:  With respect to each Mortgage Loan, the underlying real property securing  repayment
of the related Mortgage Note,  consisting of a single parcel of real estate  considered to be real estate under the
laws of the state in which such real  property is located  which may  include  condominium  units and planned  unit
developments,  improved  by a  residential  dwelling;  except  that  with  respect  to  real  property  located  in
jurisdictions in which the use of leasehold  estates for residential  properties is a widely-accepted  practice,  a
leasehold estate of the Mortgage, the term of which is equal to or longer than the term of the Mortgage.

         Mortgagor:  With respect to each Mortgage Loan, the obligor on the related Mortgage Note.
         Nonrecoverable  Advance:  Any  portion  of a Monthly  Advance  or  Servicing  Advance  previously  made or
proposed to be made by the Company  pursuant to this  Agreement,  that, in the good faith  judgment of the Company,
will not or, in the case of a proposed  advance,  would  not,  be  ultimately  recoverable  by it from the  related
Mortgagor  or the related  Liquidation  Proceeds,  Insurance  Proceeds,  Condemnation  Proceeds or  otherwise  with
respect to the related Mortgage Loan.

         Officers'  Certificate:  A  certificate  signed by the  Chairman  of the Board,  the Vice  Chairman of the
Board,  the  President,  a Senior Vice President or a Vice President or by the Treasurer or the Secretary or one of
the Assistant  Treasurers or Assistant  Secretaries  of the Company,  and delivered to the Purchaser as required by
this Agreement.

         Opinion of Counsel:  A written  opinion of counsel,  who may be an employee of the party on behalf of whom
the opinion is being given, reasonably acceptable to the Purchaser.

         Origination  Date:  The date on which a Mortgage Loan funded,  which date shall not, in connection  with a
Refinanced  Mortgage Loan, be the date of the funding of the debt being  refinanced,  but rather the closing of the
debt currently outstanding under the terms of the Mortgage Loan Documents.

         OTS:  Office of Thrift Supervision, or any successor thereto.

         Pass-Through  Transfer:  Any transaction  involving  either (1) a sale or other transfer of some or all of
the Mortgage Loans directly or indirectly to an issuing entity in connection  with an issuance of publicly  offered
or  privately  placed,  rated or unrated  mortgage-backed  securities  or (2) an issuance  of  publicly  offered or
privately placed,  rated or unrated securities,  the payments on which are determined primarily by reference to one
or more portfolios of residential  mortgage loans  consisting,  in whole or in part, of some or all of the Mortgage
Loans.

         Periodic Rate Cap: With respect to each  adjustable  rate Mortgage Loan, the maximum  increase or decrease
in the Mortgage  Interest Rate on any  Adjustment  Date, as set forth in the related  Mortgage Note and the related
Mortgage Loan Schedule.

         Permitted Investments:  Any one or more of the following obligations or securities:

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

         (ii)  (a) demand or time deposits, federal funds or bankers' acceptances issued by any depository
     institution or trust company incorporated under the laws of the United States of America or any state thereof
     and subject to supervision and examination by federal and/or state banking authorities, provided that the
     commercial paper and/or the short-term deposit rating and/or the long-term unsecured debt obligations or
     deposits of such depository institution or trust company at the time of such investment or contractual
     commitment providing for such investment are rated in one of the two highest rating categories by each
     Rating Agency and (b) any other demand or time deposit or certificate of deposit that is fully insured by
     the FDIC;


                  (iii)  repurchase  obligations  with a term not to exceed  thirty  (30) days and with  respect to
                  (a) any security  described  in clause (i) above and entered  into with a depository  institution
                  or trust company (acting as principal) described in clause (ii)(a) above;

                  (iv) securities  bearing  interest or sold at a discount  issued by any corporation  incorporated
                  under the laws of the  United  States of America  or any state  thereof  that are rated in one of
                  the two  highest  rating  categories  by each  Rating  Agency at the time of such  investment  or
                  contractual commitment providing for such investment;  provided,  however, that securities issued
                  by any particular  corporation  will not be Permitted  Investments to the extent that investments
                  therein  will  cause  the  then  outstanding  principal  amount  of  securities  issued  by  such
                  corporation  and  held as  Permitted  Investments  to  exceed  10% of the  aggregate  outstanding
                  principal balances of all of the Mortgage Loans and Permitted Investments;

                  (v)  commercial   paper   (including   both   non-interest-bearing   discount   obligations   and
                  interest-bearing  obligations  payable  on demand or on a  specified  date not more than one year
                  after the date of issuance  thereof) which are rated in one of the two highest rating  categories
                  by each Rating Agency at the time of such investment;

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

                  (vii) any money market funds the  collateral of which consists of  obligations  fully  guaranteed
                  by the  United  States of  America  or any  agency or  instrumentality  of the  United  States of
                  America  the  obligations  of which are backed by the full faith and credit of the United  States
                  of America (which may include repurchase  obligations  secured by collateral  described in clause
                  (i)) and  other  securities  and which  money  market  funds are rated in one of the two  highest
                  rating categories by each Rating Agency;

provided,  however,  that no instrument or security shall be a Permitted  Investment if such instrument or security
evidences a right to receive only interest  payments with respect to the obligations  underlying such instrument or
if such  security  provides for payment of both  principal  and interest with a yield to maturity in excess of 120%
of the yield to maturity at par or if such investment or security is purchased at a price greater than par.

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

         Prepayment  Interest  Shortfall:  With respect to any Remittance Date, for each Mortgage Loan that was the
subject of a  Principal  Prepayment  during the related  Prepayment  Period,  an amount  equal to the excess of one
month's  interest at the applicable  Mortgage Loan Remittance Rate on the amount of such Principal  Prepayment over
the amount of interest  (adjusted to the Mortgage Loan  Remittance  Rate)  actually  paid by the related  Mortgagor
with respect to such Prepayment Period.

         Prepayment Period:         With respect to any Remittance  Date, the calendar month preceding the month in
which such Remittance Date occurs.

         Primary  Mortgage  Insurance  Policy:  Each  primary  policy of mortgage  insurance  represented  to be in
effect  pursuant to Section  3.02(hh),  or any  replacement  policy  therefor  obtained by the Company  pursuant to
Section 4.08.

         Prime Rate:  The prime rate  announced  to be in effect from time to time as published as the average rate
in the Wall Street Journal (Northeast Edition).

         Principal  Prepayment:  Any payment or other  recovery  of  principal  on a Mortgage  Loan full or partial
which is received in advance of its scheduled Due Date,  including any  prepayment  penalty or premium  thereon and
which is not accompanied by an amount of interest  representing  scheduled interest due on any date or dates in any
month or months subsequent to the month of prepayment.

         Purchase Price:  As defined in Section 2.02.

         Purchaser: EMC Mortgage Corporation, its successors in interest and assigns.

         Qualified  Appraiser:  An  appraiser,  duly  appointed  by the  Company,  who had no  interest,  direct or
indirect in the related Mortgaged  Property or in any loan made on the security thereof,  and whose compensation is
not affected by the approval or  disapproval  of the Mortgage  Loan,  and such  appraiser and the appraisal made by
such appraiser both satisfy the  requirements  of Title XI of FIRREA and the  regulations  promulgated  thereunder,
all as in effect on the date the Mortgage Loan was originated.

         Qualified  Insurer:  A mortgage  insurance  company duly authorized and licensed as such under the laws of
the  states in which the  related  Mortgaged  Property  is  located  and  approved  as an  insurer by Fannie Mae or
FHLMC.

         Rating Agency:  Standard & Poor's,  Fitch,  Inc. or, in the event that some or all of the ownership of the
Mortgage Loans is evidenced by  mortgage-backed  securities,  the nationally  recognized  rating  agencies  issuing
ratings with respect to such securities, if any.

         Reconstituted Mortgage Loans:  As defined in Section 11.19.

         Reconstitution:  As defined in Section 11.18.

         Reconstitution Agreement:  As defined in Section 11.18.

         Reconstitution Date:  As defined in Section 11.18.

         Refinanced  Mortgage  Loan:  A  Mortgage  Loan  which was made to a  Mortgagor  who  owned  the  Mortgaged
Property  prior to the  origination  of such  Mortgage Loan and the proceeds of which were used in whole or part to
satisfy an existing mortgage.

         REMIC:  A "real estate mortgage investment conduit," as such term is defined in Section 860D of the Code.

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

         Remittance  Date:  The 18th day of any month,  beginning with the First  Remittance  Date, or if such 18th
day is not a Business Day, the first Business Day immediately preceding such 18th day.

         REO Disposition:  The final sale by the Company of any REO Property.

         REO Disposition Proceeds: Amounts received by the Company in connection with a related REO Disposition.

         REO  Property:  A Mortgaged  Property  acquired by the Company on behalf of the  Purchaser as described in
Section 4.13.

         Repurchase  Price:  With respect to any Mortgage  Loan, a price equal to (i) the product of the greater of
(x) 100% or (y) the  percentage  of par as stated in the related  Term Sheet;  multiplied  by the Stated  Principal
Balance of such Mortgage Loan on the repurchase  date, plus (ii) interest on such Stated  Principal  Balance at the
Mortgage  Loan  Remittance  Rate from the last date through  which  interest has been paid and  distributed  to the
Purchaser  to the end of the month of  repurchase,  plus,  (iii)  reasonable  and  necessary  third party  expenses
incurred  in  connection  with the  transfer of the  Mortgage  Loan being  repurchased;  less  amounts  received or
advanced  in  respect  of such  repurchased  Mortgage  Loan  which  are being  held in the  Custodial  Account  for
distribution in the month of repurchase.

         SAIF:  The Savings Association Insurance Fund, or any successor thereto.

         Sales Price:      With  respect to any Mortgage  Loan the proceeds of which were used by the  Mortgagor to
acquire the related Mortgaged Property, the amount paid by the related Mortgagor for such Mortgaged Property.

         Servicing  Advances:  All  customary,  reasonable  and  necessary  "out  of  pocket"  costs  and  expenses
(including  reasonable  attorneys'  fees and  disbursements)  incurred  in the  performance  by the  Company of its
servicing  obligations,  including,  but  not  limited  to,  the  cost  of (a) the  preservation,  restoration  and
protection of the Mortgaged Property,  (b) any enforcement,  administrative or judicial  proceedings,  or any legal
work or advice specifically  related to servicing the Mortgage Loans,  including but not limited to,  foreclosures,
bankruptcies,  condemnations,  drug seizures,  elections,  foreclosures by subordinate or superior lienholders, and
other legal actions  incidental to the servicing of the Mortgage Loans  (provided that such expenses are reasonable
and that the Company  specifies  the  Mortgage  Loan(s) to which such  expenses  relate and,  upon the  Purchaser's
request,  provides  documentation  supporting such expense (which documentation would be acceptable to Fannie Mae),
and provided  further that any such  enforcement,  administrative  or judicial  proceeding  does not arise out of a
breach of any representation,  warranty or covenant of the Company  hereunder),  (c) the management and liquidation
of the Mortgaged  Property if the Mortgaged  Property is acquired in full or partial  satisfaction of the Mortgage,
(d)  taxes,  assessments,  water  rates,  sewer  rates and other  charges  which are or may  become a lien upon the
Mortgaged  Property,  and Primary Mortgage  Insurance Policy premiums and fire and hazard insurance  coverage,  (e)
any expenses  reasonably  sustained by the Company with respect to the  liquidation  of the  Mortgaged  Property in
accordance with the terms of this Agreement and (f) compliance with the obligations under Section 4.08.

         Servicing Fee: With respect to each Mortgage  Loan,  the amount of the annual fee the Purchaser  shall pay
to the Company,  which shall,  for a period of one full month,  be equal to  one-twelfth  of the product of (a) the
Servicing  Fee Rate and (b) the  unpaid  principal  balance  of such  Mortgage  Loan.  Such  fee  shall be  payable
monthly,  computed on the basis of the same  principal  amount and period  respecting  which any  related  interest
payment on a Mortgage  Loan is computed.  The  obligation  of the Purchaser to pay the Servicing Fee is limited to,
and the  Servicing  Fee is payable  solely from,  the interest  portion of such  Monthly  Payment  collected by the
Company,  or as otherwise  provided  under Section  4.05(iii) and in accordance  with the Fannie Mae Guide(s).  Any
fee payable to the Company for  administrative  services  related to any REO  Property as described in Section 4.13
shall be payable from Liquidation Proceeds of the related REO Property.

         Servicing Fee Rate:  As set forth in the Term Sheet.

         Servicing  File:  With respect to each  Mortgage  Loan,  the file  retained by the Company  consisting  of
originals  of all  documents  in the  Mortgage  File which are not  delivered  to the  Purchaser  and copies of the
Mortgage  Loan  Documents  listed in  Exhibit A, the  originals  of which are  delivered  to the  Purchaser  or its
designee pursuant to Section 2.04.

         Servicing  Officer:  Any officer of the Company  involved in, or responsible for, the  administration  and
servicing of the Mortgage  Loans whose name  appears on a list of  servicing  officers  furnished by the Company to
the Purchaser upon request, as such list may from time to time be amended.

         Stated  Principal  Balance:  As to each Mortgage Loan as of any date of  determination,  (i) the principal
balance of such  Mortgage  Loan at the Cut-off Date after giving  effect to payments of principal  due on or before
such date,  whether or not received,  minus (ii) all amounts  previously  distributed to the Purchaser with respect
to the Mortgage Loan representing payments or recoveries of principal or advances in lieu thereof.

         Subservicer:  Any  subservicer  which is  subservicing  the  Mortgage  Loans  pursuant  to a  Subservicing
Agreement.  Any subservicer shall meet the qualifications set forth in Section 4.01.

         Subservicing  Agreement:  An agreement  between the Company and a  Subservicer,  if any, for the servicing
of the Mortgage Loans.

         Term Sheet:  A  supplemental  agreement in the form  attached  hereto as Exhibit I which shall be executed
and  delivered  by the Company and the  Purchaser  to provide for the sale and  servicing  pursuant to the terms of
this Agreement of the Mortgage Loans listed on Schedule I attached  thereto,  which  supplemental  agreement  shall
contain  certain  specific  information  relating to such sale of such  Mortgage  Loans and may contain  additional
covenants relating to such sale of such Mortgage Loans.

         Whole Loan Transfer:  As defined in Section 11.18.




                                                    ARTICLE II

                             PURCHASE OF MORTGAGE LOANS; SERVICING OF MORTGAGE LOANS;
                                  RECORD TITLE AND POSSESSION OF MORTGAGE FILES;
                                      BOOKS AND RECORDS; CUSTODIAL AGREEMENT;
                                        DELIVERY OF MORTGAGE LOAN DOCUMENTS

         Section 2.01      Agreement to Purchase.

         From time to time,  the Company  agrees to sell and the  Purchaser  agrees to purchase the Mortgage  Loans
having an aggregate  Stated  Principal  Balance on the related  Cut-off Date set forth in the related Term Sheet in
an amount as set forth in the  Confirmation,  or in such other amount as agreed by the Purchaser and the Company as
evidenced by the actual aggregate  Stated Principal  Balance of the Mortgage Loans accepted by the Purchaser on the
related  Closing Date,  with  servicing  retained by the Company.  The Company  shall deliver the related  Mortgage
Loan  Schedule  attached to the related  Term Sheet for the Mortgage  Loans to be purchased on the related  Closing
Date to the Purchaser at least two (2) Business Days prior to the related  Closing Date.  The Mortgage  Loans shall
be sold  pursuant to this  Agreement,  and the related  Term Sheet shall be executed  and  delivered on the related
Closing Date.

         Section 2.02      Purchase Price.

         The "Purchase  Price" for each Mortgage Loan shall be the  percentage of par as stated in the related Term
Sheet,  multiplied by the Stated Principal Balance,  as of the related Cut-off Date, of the Mortgage Loan listed on
the related Mortgage Loan Schedule attached to the related Term Sheet,  after application of scheduled  payments of
principal due on or before the related Cut-off Date whether or not collected.

         In addition  to the  Purchase  Price as  described  above,  the  Purchaser  shall pay to the  Company,  at
closing,  accrued interest on the Stated Principal  Balance of each Mortgage Loan as of the related Cut-off Date at
the Mortgage Loan  Remittance  Rate of each  Mortgage  Loan from the related  Cut-off Date through the day prior to
the related Closing Date, inclusive.

         The Purchase  Price plus accrued  interest as set forth in the  preceding  paragraph  shall be paid on the
related Closing Date by wire transfer of immediately available funds.

         The Purchaser  shall be entitled to (1) all scheduled  principal due after the related  Cut-off Date,  (2)
all other  recoveries of principal  collected on or after the related  Cut-off Date  (provided,  however,  that all
scheduled  payments of  principal  due on or before the related  Cut-off  Date and  collected by the Company or any
successor  servicer after the related  Cut-off Date shall belong to the Company),  and (3) all payments of interest
on the Mortgage  Loans net of applicable  Servicing Fees (minus that portion of any such payment which is allocable
to the period prior to the related  Cut-off  Date).  The Stated  Principal  Balance of each Mortgage Loan as of the
related  Cut-off  Date is  determined  after  application  of  payments of  principal  due on or before the related
Cut-off Date whether or not collected,  together with any unscheduled  principal prepayments collected prior to the
related Cut-off Date; provided,  however,  that payments of scheduled principal and interest prepaid for a Due Date
beyond the related  Cut-off  Date shall not be applied to the  principal  balance as of the related  Cut-off  Date.
Such prepaid  amounts  (minus the applicable  Servicing  Fee) shall be the property of the  Purchaser.  The Company
shall deposit any such prepaid  amounts into the Custodial  Account,  which account is established  for the benefit
of the Purchaser for subsequent remittance by the Company to the Purchaser.

         Section 2.03      [Reserved]

         Section 2.04      Record Title and Possession of Mortgage Files; Maintenance of Servicing Files.

         As of the related  Closing Date,  the Company sold,  transferred,  assigned,  set over and conveyed to the
Purchaser,  without  recourse,  on a  servicing  retained  basis,  and the  Company  hereby  acknowledges  that the
Purchaser  has, but subject to the terms of this  Agreement  and the related Term Sheet,  all the right,  title and
interest  of the  Company in and to the  Mortgage  Loans.  The  Company  will  deliver  the  Mortgage  Files to the
Custodian  designated by the Purchaser,  on or before the related Closing Date, at the expense of the Company.  The
Company  shall  maintain a  Servicing  File  consisting  of a copy of the  contents of each  Mortgage  File and the
originals of the documents in each Mortgage File not delivered to the  Purchaser.  The Servicing File shall contain
all documents  necessary to service the Mortgage  Loans.  The  possession of each  Servicing File by the Company is
at the will of the Purchaser,  for the sole purpose of servicing the related  Mortgage Loan, and such retention and
possession by the Company is in a custodial  capacity  only.  From the related  Closing Date, the ownership of each
Mortgage  Loan,  including  the Mortgage  Note,  the  Mortgage,  the contents of the related  Mortgage File and all
rights,  benefits,  proceeds and obligations arising therefrom or in connection  therewith,  has been vested in the
Purchaser.  All rights  arising out of the Mortgage Loans  including,  but not limited to, all funds received on or
in connection  with the Mortgage  Loans and all records or documents with respect to the Mortgage Loans prepared by
or which  come into the  possession  of the  Company  shall be  received  and held by the  Company in trust for the
benefit of the  Purchaser as the owner of the Mortgage  Loans.  Any portion of the Mortgage  Files  retained by the
Company shall be  appropriately  identified in the Company's  computer  system to clearly  reflect the ownership of
the Mortgage  Loans by the  Purchaser.  The Company shall release its custody of the contents of the Mortgage Files
only in accordance with written  instructions of the Purchaser,  except when such release is required as incidental
to the  Company's  servicing of the Mortgage  Loans or is in  connection  with a repurchase of any Mortgage Loan or
Loans with respect thereto pursuant to this Agreement and the related Term Sheet, such written  instructions  shall
not be required.

         Section 2.05       Books and Records.

         The sale of each  Mortgage  Loan shall be reflected on the  Company's  balance  sheet and other  financial
statements  as a sale of assets by the  Company.  The  Company  shall be  responsible  for  maintaining,  and shall
maintain,  a complete set of books and records for the Mortgage  Loans that shall be  appropriately  identified  in
the  Company's  computer  system to clearly  reflect  the  ownership  of the  Mortgage  Loan by the  Purchaser.  In
particular,  the Company shall  maintain in its  possession,  available for  inspection  by the  Purchaser,  or its
designee and shall deliver to the Purchaser upon demand,  evidence of compliance with all federal,  state and local
laws, rules and regulations,  and requirements of Fannie Mae or FHLMC, as applicable,  including but not limited to
documentation  as to the method used in  determining  the  applicability  of the  provisions of the Flood  Disaster
Protection Act of 1973, as amended, to the Mortgaged Property,  documentation  evidencing insurance coverage of any
condominium  project as required by Fannie Mae or FHLMC,  and  periodic  inspection  reports as required by Section
4.13. To the extent that original  documents are not required for purposes of realization  of Liquidation  Proceeds
or Insurance Proceeds, documents maintained by the Company may be in the form of microfilm or microfiche.

         The Company shall  maintain with respect to each Mortgage Loan and shall make  available for inspection by
the  Purchaser or its designee the related  Servicing  File during the time the  Purchaser  retains  ownership of a
Mortgage Loan and thereafter in accordance with applicable laws and regulations.

         In addition to the  foregoing,  the Company  shall  provide to any  supervisory  agents or examiners  that
regulate  the  Purchaser,  including  but not limited to, the OTS,  the FDIC and other  similar  entities,  access,
during normal  business  hours,  upon  reasonable  advance notice to the Company and without cost to the Company or
such supervisory  agents or examiners,  to any  documentation  regarding the Mortgage Loans that may be required by
any applicable regulator.

         Section 2.06.     Transfer of Mortgage Loans.

         The Company  shall keep at its  servicing  office books and records in which,  subject to such  reasonable
regulations as it may  prescribe,  the Company shall note  transfers of Mortgage  Loans.  No transfer of a Mortgage
Loan  may be made  unless  such  transfer  is in  compliance  with  the  terms  hereof.  For the  purposes  of this
Agreement,  the Company shall be under no obligation to deal with any person with respect to this  Agreement or any
Mortgage  Loan  unless a notice  of the  transfer  of such  Mortgage  Loan has been  delivered  to the  Company  in
accordance  with this  Section  2.06 and the books and records of the Company  show such person as the owner of the
Mortgage  Loan.  The Purchaser may,  subject to the terms of this  Agreement,  sell and transfer one or more of the
Mortgage  Loans;  provided,  however,  that the transferee will not be deemed to be a Purchaser  hereunder  binding
upon the Company  unless such  transferee  shall agree in writing to be bound by the terms of this Agreement and an
original   counterpart  of  the  instrument  of  transfer  in  an  Assignment  and  Assumption  of  this  Agreement
substantially  in the form of  Exhibit  D hereto  executed  by the  transferee  shall  have been  delivered  to the
Company.  The  Purchaser  also shall advise the Company of the  transfer.  Upon receipt of notice of the  transfer,
the Company shall mark its books and records to reflect the ownership of the Mortgage Loans of such  assignee,  and
the previous  Purchaser  shall be released from its  obligations  hereunder with respect to the Mortgage Loans sold
or transferred.

         Section 2.07      Delivery of Mortgage Loan Documents.

         The Company  shall  deliver and release to the  Purchaser or its designee the Mortgage  Loan  Documents in
accordance  with the terms of this  Agreement and the related Term Sheet.  The  documents  enumerated as items (1),
(2),  (3),  (4),  (5),  (6),  (7),  (8),  (9) and (16) in Exhibit A hereto shall be delivered by the Company to the
Purchaser  or its designee no later than three (3) Business  Days prior to the related  Closing Date  pursuant to a
bailee letter  agreement.  All other documents in Exhibit A hereto,  together with all other documents  executed in
connection  with the Mortgage  Loan that the Company may have in its  possession,  shall be retained by the Company
in trust for the  Purchaser.  If the Company cannot  deliver the original  recorded  Mortgage Loan Documents or the
original policy of title insurance,  including riders and  endorsements  thereto,  on the related Closing Date, the
Company  shall,  promptly  upon  receipt  thereof and in any case not later than 150 days from the related  Closing
Date,  deliver such original  documents,  including original recorded  documents,  to the Purchaser or its designee
(unless  the Company is delayed in making such  delivery by reason of the fact that such  documents  shall not have
been returned by the  appropriate  recording  office).  If delivery is not completed  within 150 days solely due to
delays in making  such  delivery  by reason of the fact that such  documents  shall not have been  returned  by the
appropriate  recording office, the Company shall deliver such document to Purchaser,  or its designee,  within such
time  period as  specified  in a  Company's  Officer's  Certificate.  In the  event  that  documents  have not been
received  by the  date  specified  in  the  Company's  Officer's  Certificate,  a  subsequent  Company's  Officer's
Certificate  shall be delivered by such date  specified in the prior  Company's  Officer's  Certificate,  stating a
revised  date for  receipt  of  documentation.  The  procedure  shall be  repeated  until the  documents  have been
received  and  delivered.  If  delivery  is not  completed  within  270 days  solely  due to delays in making  such
delivery  by reason of the fact that such  documents  shall not have been  returned  by the  appropriate  recording
office,  the Company  shall  continue to use its best  efforts to effect  delivery as soon as possible  thereafter,
provided that if such  documents are not delivered by the 330th day from the date of the related  Closing Date, the
Company shall  repurchase  the related  Mortgage  Loans at the  Repurchase  Price in  accordance  with Section 3.03
hereof unless the Company  provides  evidence  that such  non-delivery  is solely due to delays by the  appropriate
recording office.

         The Company shall pay all initial  recording  fees, if any, for the  assignments of mortgage and any other
fees in  connection  with the transfer of all  original  documents to the  Purchaser or its  designee.  The Company
shall  prepare,  in recordable  form,  all  assignments  of mortgage  necessary to assign the Mortgage Loans to the
Purchaser,  or its  designee.  The Company  shall be  responsible  for  recording  the  assignments  of mortgage as
directed by the Purchaser.

         The  Company  shall  provide an  original  or  duplicate  original  of the title  insurance  policy to the
Purchaser or its designee within ninety (90) days of the receipt of the recorded  documents  (required for issuance
of such policy) from the applicable recording office.

         Any review by the  Purchaser,  or its designee,  of the Mortgage Files shall in no way alter or reduce the
Company's obligations hereunder.

         If the  Purchaser or its designee  discovers  any defect with respect to a Mortgage  File,  the  Purchaser
shall,  or shall cause its  designee  to, give  written  specification  of such defect to the Company  which may be
given in the  exception  report  attached as an exhibit to the related  Term Sheet or the  certification  delivered
pursuant to this Section  2.07,  or otherwise in writing and the Company  shall cure or  repurchase  such  Mortgage
Loan in accordance with Section 3.03.

         The  Company  shall  forward  to  the  Purchaser,  or  its  designee,  original  documents  evidencing  an
assumption,  modification,  consolidation or extension of any Mortgage Loan entered into in accordance with Section
4.01 or 6.01 within  thirty (30) days of their  execution;  provided,  however,  that the Company shall provide the
Purchaser,  or its designee,  with a certified  true copy of any such document  submitted  for  recordation  within
thirty (30) days of its execution,  and shall provide the original of any document  submitted for  recordation or a
copy of such document  certified by the appropriate  public  recording office to be a true and complete copy of the
original within 120 days of its submission for recordation.

         From time to time,  the Company may have a need (other than in  connection  with a payment in full,  which
is described more fully in Section 6.02 herein) for Mortgage Loan  Documents to be released from the Purchaser,  or
its designee.  The Purchaser  shall,  or shall cause its designee,  upon the written  request of the Company in the
form  attached  hereto as  Exhibit  G,  within ten (10)  Business  Days,  deliver  to the  Company,  any  requested
documentation   previously  delivered  to  the  Purchaser  as  part  of  the  Mortgage  File,  provided  that  such
documentation  is  promptly  returned  to the  Purchaser,  or its  designee,  when the  Company no longer  requires
possession of the document,  and provided that during the time that any such  documentation is held by the Company,
such possession is in trust for the benefit of the Purchaser.

         Section 2.08      Quality Control Procedures.

         The  Company  must have an internal  quality  control  program  that  verifies,  on a regular  basis,  the
existence  and  accuracy  of  the  legal  documents,  credit  documents,   property  appraisals,  and  underwriting
decisions.  The program must be capable of evaluating  and monitoring  the overall  quality of its loan  production
and  servicing  activities.  The  program is to ensure  that the  Mortgage  Loans are  originated  and  serviced in
accordance  with  prudent  mortgage  banking  practices  and  accounting   principles;   guard  against  dishonest,
fraudulent,  or negligent acts; and guard against errors and omissions by officers,  employees, or other authorized
persons.

         Section 2.09  Near-term Principal Prepayments; Near Term Payment Defaults.



         In the event any Principal Prepayment in full is made by a Mortgagor on or prior to three months (unless
such other period is set forth in the related Confirmation and Term Sheet) after the related Closing Date, the
Company shall, upon written notice thereof from the Purchaser received by the Company within sixty (60) days of
the date of such prepayment in full, remit to the Purchaser an amount equal to the excess, if any, of the
Purchase Price Percentage over par multiplied by the amount of such Principal Prepayment in full.  Such
remittance shall be made by the Company to the Purchaser no later than the seventh Business Day following receipt
of such notice of Principal Prepayment by the Purchaser.



           In the event  either of the first three (3)  scheduled  Monthly  Payments  (unless  such other number of
Monthly  Payments is set forth in the related  Confirmation  or Term Sheet) which are due under any  Mortgage  Loan
after the related  Cut-off  Date are not made during the month in which such  Monthly  Payments  are due,  then not
later than seven (7) Business Days after written  notice to the Company by the  Purchaser  (and at the  Purchaser's
sole option),  the Company,  shall  repurchase  such Mortgage  Loan from the Purchaser  pursuant to the  repurchase
provisions  contained in Subsection 3.03. However,  if the Company provides evidence  satisfactory to the Purchaser
that the delinquency was due to a servicing set up error, no repurchase shall be required.






                                                    ARTICLE III

                                         REPRESENTATIONS AND WARRANTIES OF
                                 THE COMPANY; REPURCHASE; REVIEW OF MORTGAGE LOANS

         Section 3.01      Representations and Warranties of the Company.

         The Company  represents,  warrants and covenants to the Purchaser  that, as of the related Closing Date or
as of such date specifically provided herein:

         (a) The  Company  is  duly  organized,  validly  existing  and in  good  standing  under  the  laws of the
jurisdiction of its organization  and has all licenses  necessary to carry out its business as now being conducted,
and is licensed  and  qualified  to transact  business in and is in good  standing  under the laws of each state in
which any  Mortgaged  Property is located or is  otherwise  exempt  under  applicable  law from such  licensing  or
qualification or is otherwise not required under  applicable law to effect such licensing or  qualification  and no
demand for such licensing or  qualification  has been made upon the Company by any such state, and in any event the
Company  is in  material  compliance  with  the laws of any  such  state to the  extent  necessary  to  ensure  the
enforceability  of each Mortgage Loan and the servicing of the Mortgage Loans in accordance  with the terms of this
Agreement;

         (b) The Company has adequate  power and  authority  and legal right to hold each  Mortgage  Loan,  to sell
each  Mortgage  Loan and to  execute,  deliver  and  perform,  and to enter into and  consummate  all  transactions
contemplated  by this  Agreement  and the related  Term  Sheet.  The Company  has duly  authorized  the  execution,
delivery and performance of this Agreement and the related Term Sheet and any agreements  contemplated  hereby, has
duly executed and delivered this  Agreement and the related Term Sheet,  and any  agreements  contemplated  hereby,
and,  assuming due  authorization,  execution and delivery by the  Purchaser,  this  Agreement and the related Term
Sheet and each Assignment to the Purchaser and any agreements  contemplated hereby,  constitutes a legal, valid and
binding obligation of the Company,  enforceable  against it in accordance with its terms,  except as enforceability
thereof may be limited by bankruptcy, insolvency or reorganization;
         (c)  Neither  the  execution  and  delivery  of  this  Agreement  and  the  related  Term  Sheet,  nor the
origination  or purchase of the Mortgage  Loans by the Company,  the sale of the Mortgage  Loans to the  Purchaser,
the consummation of the transactions  contemplated  hereby,  or the fulfillment of or compliance with the terms and
conditions  of this  Agreement  and the  related  Term  Sheet  will  violate  the  Company's  charter or by-laws or
constitute a default under or result in a material breach or  acceleration of any material  agreement or instrument
to which the  Company  is now a party or by which it is bound,  or result  in the  material  violation  of any law,
rule,  regulation,  order,  judgment or decree to which the Company or its  properties  are subject,  or impair the
ability of the Purchaser to enforce its rights under the Mortgage Loans.

         (d) There is no  action,  suit,  proceeding  or  investigation  pending  or, to the best of the  Company's
knowledge,  threatened against the Company, or any order or decree outstanding,  with respect to the Company which,
either in any one instance or in the aggregate,  could  reasonably be expected to have a material adverse effect on
the financial  condition of the Company or seeks to prevent the consummation,  performance or enforceability of any
of the transactions contemplated by this Agreement.

         (e) No  consent,  approval,  authorization  or  order  of any  court  or  governmental  agency  or body is
required for the  execution,  delivery and  performance  by the Company of or  compliance  by the Company with this
Agreement or the related Term Sheet,  or the  consummation  of the  transactions  contemplated by this Agreement or
the related Term Sheet, except for consents, approvals, authorizations and orders which have been obtained;

         (f) The  consummation of the  transactions  contemplated by this Agreement or the related Term Sheet is in
the ordinary course of business of the Company,  and the transfer,  assignment and conveyance of the Mortgage Notes
and the  Mortgages  by the Company  pursuant to this  Agreement  or the related  Term Sheet are not subject to bulk
transfer or any similar statutory provisions in effect in any applicable jurisdiction;

         (g) The  origination  and  servicing  practices  used by the Company and any prior  originator or servicer
with  respect to each  Mortgage  Note and  Mortgage  have been legal and in  accordance  with  applicable  laws and
regulations  and the  Mortgage  Loan  Documents,  and in all material  respects  proper and prudent in the mortgage
origination  and  servicing  business.  Each  Mortgage  Loan is being (and has been)  serviced in  accordance  with
Accepted Servicing  Practices and applicable state and federal laws,  including,  without  limitation,  the Federal
Truth-In-Lending  Act and other consumer  protection laws, real estate settlement  procedures,  usury, equal credit
opportunity and disclosure  laws.  With respect to escrow  deposits and payments that the Company,  on behalf of an
investor,  is  entitled  to  collect,  all such  payments  are in the  possession  of, or under the control of, the
Company,  and there exist no deficiencies in connection  therewith for which customary  arrangements  for repayment
thereof have not been made.  All escrow  payments  have been  collected in full  compliance  with state and federal
law and the  provisions of the related  Mortgage Note and Mortgage.  As to any Mortgage Loan that is the subject of
an escrow,  escrow of funds is not  prohibited by applicable law and has been  established in an amount  sufficient
to pay for every  escrowed  item that  remains  unpaid and has been  assessed  but is not yet due and  payable.  No
escrow deposits or other charges or payments due under the Mortgage Note have been  capitalized  under any Mortgage
or the related Mortgage Note;

         (h) The Company used no selection  procedures  that  identified the Mortgage Loans as being less desirable
or valuable than other comparable mortgage loans in the Company's portfolio at the related Cut-off Date;

         (i) The Company will treat the sale of the Mortgage  Loans to the  Purchaser as a sale for  reporting  and
accounting purposes and, to the extent appropriate, for federal income tax purposes;

         (j) The Company is an approved  seller/servicer  of  residential  mortgage loans for Fannie Mae, FHLMC and
HUD, with such  facilities,  procedures  and personnel  necessary for the sound  servicing of such mortgage  loans.
The Company is duly qualified,  licensed,  registered and otherwise authorized under all applicable federal,  state
and local laws, and regulations,  if applicable,  meets the minimum capital  requirements set forth by the OTS, and
is in good  standing to sell  mortgage  loans to and service  mortgage  loans for Fannie Mae and FHLMC and no event
has occurred which would make the Company  unable to comply with  eligibility  requirements  or which would require
notification to either Fannie Mae or FHLMC;

         (k) The  Company  does not  believe,  nor does it have any  cause or  reason  to  believe,  that it cannot
perform each and every covenant  contained in this Agreement or the related Term Sheet.  The Company is solvent and
the sale of the Mortgage  Loans will not cause the Company to become  insolvent.  The sale of the Mortgage Loans is
not undertaken with the intent to hinder, delay or defraud any of the Company's creditors;

         (l) No  statement,  tape,  diskette,  form,  report or other  document  prepared  by, or on behalf of, the
Company  pursuant to this Agreement or the related Term Sheet or in connection with the  transactions  contemplated
hereby,  contains or will  contain any  statement  that is or will be  inaccurate  or  misleading  in any  material
respect;

         (m) The Company  acknowledges  and agrees that the Servicing Fee represents  reasonable  compensation  for
performing  such services and that the entire  Servicing Fee shall be treated by the Company,  for  accounting  and
tax  purposes,  as  compensation  for the  servicing  and  administration  of the Mortgage  Loans  pursuant to this
Agreement.  In the opinion of the Company, the consideration  received by the Company upon the sale of the Mortgage
Loans to the Purchaser  under this  Agreement and the related Term Sheet  constitutes  fair  consideration  for the
Mortgage Loans under current market conditions.

         (n) The Company has  delivered  to the  Purchaser  financial  statements  of its parent,  for its last two
complete  fiscal years as requested.  All such  financial  information  fairly  presents the  pertinent  results of
operations  and  financial  position  for the period  identified  and has been  prepared  in  accordance  with GAAP
throughout  the  periods  involved,  except  as set  forth in the  notes  thereto.  There has been no change in the
business,  operations,  financial  condition,  properties  or assets of the Company since the date of the Company's
financial  information  that would have a material  adverse effect on its ability to perform its obligations  under
this Agreement; and

         (o) The  Company  has not dealt with any  broker,  investment  banker,  agent or other  person that may be
entitled to any commission or compensation in connection with the sale of the Mortgage Loans.

         Section 3.02      Representations and Warranties as to Individual Mortgage Loans.

         The Company hereby  represents and warrants to the Purchaser,  as to each Mortgage Loan, as of the related
Closing Date as follows:

          (a) The  information  set forth in the  Mortgage  Loan  Schedule  attached to the  related  Term Sheet is
true, complete and correct in all material respects as of the related Cut-Off Date;

         (b) The Mortgage is a valid,  existing and enforceable first lien or a first priority  ownership  interest
in an estate in fee simple in real property on the Mortgaged  Property  securing the related  Mortgage Note subject
to principles  of equity,  bankruptcy,  insolvency  and other laws of general  application  affecting the rights of
creditors;

         (c) All payments due prior to the related  Cut-off Date for such Mortgage  Loan have been made;  there are
no  material  defaults  under the terms of the  Mortgage  Loan;  the  Company has not  advanced  its own funds,  or
induced,  solicited  or  knowingly  received  any advance of funds from a party other than the owner of the related
Mortgaged  Property,  directly or indirectly,  for the payment of any amount  required by the Mortgage Loan. All of
the Mortgage Loans will have an actual  interest paid to date of their related  Cut-off Date (or later) and will be
due for the scheduled  monthly  payment next  succeeding the Cut-off Date (or later),  as evidenced by a posting to
the  Company's  servicing  collection  system.  No  payment  under  any  Mortgage  Loan is  delinquent  nor has any
scheduled  payment  been  delinquent  at any time during the twelve  (12) months  prior to the month of the related
Closing  Date.  For  purposes  of this  paragraph,  a Mortgage  Loan will be deemed  delinquent  if any payment due
thereunder was not paid by the Mortgagor in the month such payment was due;

         (d) There are no defaults  by the  Company in  complying  with the terms of the  Mortgage,  and all taxes,
governmental  assessments,  insurance  premiums,  water, sewer and municipal charges,  leasehold payments or ground
rents which  previously  became due and owing have been paid,  or escrow funds have been  established  in an amount
sufficient  to pay for every such  escrowed  item which  remains  unpaid and which has been assessed but is not yet
due and payable;

         (e) The terms of the Mortgage Note and the Mortgage have not been  impaired,  waived,  altered or modified
in any  respect,  except by written  instruments  which have been  recorded to the extent any such  recordation  is
required by law, or,  necessary to protect the interest of the  Purchaser.  No instrument of waiver,  alteration or
modification  has been  executed  except  in  connection  with a  modification  agreement  and  which  modification
agreement  is part of the  Mortgage  File  and the  terms of which  are  reflected  in the  related  Mortgage  Loan
Schedule,  and no Mortgagor has been  released,  in whole or in part,  from the terms thereof  except in connection
with an  assumption  agreement and which  assumption  agreement is part of the Mortgage File and the terms of which
are reflected in the related Mortgage Loan Schedule;  the substance of any such waiver,  alteration or modification
has been  approved  by the issuer of any  related  Primary  Mortgage  Insurance  Policy,  Lender  Primary  Mortgage
Insurance Policy and title insurance policy, to the extent required by the related policies;

         (f)  The  Mortgage  Note  and  the  Mortgage  are  not  subject  to  any  right  of  rescission,  set-off,
counterclaim or defense,  including,  without  limitation,  the defense of usury,  nor will the operation of any of
the terms of the Mortgage Note or the Mortgage,  or the exercise of any right thereunder,  render the Mortgage Note
or Mortgage  unenforceable,  in whole or in part, or subject to any right of rescission,  set-off,  counterclaim or
defense,  including the defense of usury,  and no such right of rescission,  set-off,  counterclaim  or defense has
been asserted with respect thereto;

         (g) All buildings or other customarily  insured  improvements  upon the Mortgaged  Property are insured by
a Qualified  Insurer,  against loss by fire,  hazards of extended  coverage and such other  hazards as are provided
for in the Fannie Mae or FHLMC  Guide,  as well as all  additional  requirements  set forth in Section 4.10 of this
Agreement.  All such  insurance  policies  are in full  force and effect and  contain a standard  mortgagee  clause
naming the Company  and its  successors  in  interest  and assigns as loss payee and such clause is still in effect
and all  premiums  due thereon  have been paid.  If  required  by the Flood  Disaster  Protection  Act of 1973,  as
amended,  the  Mortgage  Loan is covered by a flood  insurance  policy  meeting  the  requirements  of the  current
guidelines of the Federal Insurance  Administration  which policy conforms to Fannie Mae or FHLMC requirements,  as
well as all  additional  requirements  set forth in Section  4.10 of this  Agreement.  Such  policy was issued by a
Qualified  Insurer.  The  Mortgage  obligates  the  Mortgagor  thereunder  to maintain  all such  insurance  at the
Mortgagor's  cost and expense,  and on the Mortgagor's  failure to do so,  authorizes the holder of the Mortgage to
maintain  such  insurance  at the  Mortgagor's  cost  and  expense  and to seek  reimbursement  therefor  from  the
Mortgagor.  Neither the  Company  (nor any prior  originator  or  servicer  of any of the  Mortgage  Loans) nor any
Mortgagor  has engaged in any act or omission  which has  impaired or would impair the coverage of any such policy,
the benefits of the endorsement provided for therein, or the validity and binding effect of either;

         (h) Each Mortgage Loan complies  with,  and the Company has complied  with,  applicable  local,  state and
federal laws, regulations and other requirements  including,  without limitation,  usury, equal credit opportunity,
real estate settlement procedures,  the Federal  Truth-In-Lending Act, disclosure laws and all applicable predatory
and abusive lending laws and consummation of the transactions  contemplated  hereby,  including without limitation,
the receipt of interest  by the owner of such  Mortgage  Loan,  will not  involve the  violation  of any such laws,
rules or  regulations.  None of the Mortgage  Loans are (a) Mortgage  Loans  subject to 12 CFR Part 226.31,  12 CFR
Part 226.32 or 226.34 of Regulation Z, the regulation  implementing  TILA,  which implements the Home Ownership and
Equity Protection Act of 1994, as amended,  or (b) except as may be provided in subparagraph (c) below,  classified
and/or  defined,  as a "high  cost",  "threshold",  "predatory"  "high  risk  home  loan" or  "covered"  loan (or a
similarly  classified  loan using  different  terminology  under a law  imposing  additional  legal  liability  for
mortgage loans having high interest rates,  points and or/fees) under any other applicable state,  federal or local
law including,  but not limited to, the States of Georgia,  New York,  North  Carolina,  Arkansas,  Kentucky or New
Mexico, (c) Mortgage Loans subject to the New Jersey Home Ownership  Security Act of 2002 (the "Act"),  unless such
Mortgage Loan is a (1) "Home Loan" as defined in the Act that is a first lien Mortgage  Loan,  which is not a "High
Cost Home  Loan" as  defined  in the Act or (2)  "Covered  Home  Loan" as  defined  in the Act that is a first lien
purchase  money  Mortgage  Loan,  which is not a High Cost Home Loan under the Act,  or (d)  secured  by  Mortgaged
Property in the  Commonwealth  of  Massachusetts  with a loan  application  date on or after  November 7, 2004 that
refinances  a  mortgage  loan that is less than sixty (60)  months  old,  unless  such  Mortgage  Loan (1) is on an
investment  property,  (ii) meets the requirements set forth in the Code of Massachusetts  Regulation ("CMR"),  209
CMR  53.04(1)(b),  or (iii)  meets  the  requirements  set forth in the 209 CMR  53.04(1)(c).  In  addition  to and
notwithstanding  anything to the contrary herein,  no Mortgage Loan for which the Mortgaged  Property is located in
New Jersey is a Home Loan as defined in the Act that was made,  arranged,  or assigned by a person selling either a
manufactured  home or home  improvements  to the  Mortgaged  Property  or was  made by an  originator  to whom  the
Mortgagor  was  referred by any such  seller.  The Company  shall  maintain in its  possession,  available  for the
Purchaser's  inspection,  as appropriate,  and shall deliver to the Purchaser or its designee upon demand, evidence
of compliance with all such requirements;

         (i) The Mortgage has not been  satisfied,  canceled or  subordinated,  in whole or in part,  or rescinded,
and the Mortgaged  Property has not been released from the lien of the Mortgage,  in whole or in part,  nor has any
instrument  been  executed that would effect any such  release,  cancellation,  subordination  or  rescission.  The
Company has not waived the performance by the Mortgagor of any action,  if the Mortgagor's  failure to perform such
action would cause the Mortgage Loan to be in default,  nor has the Company  waived any default  resulting from any
action or inaction by the Mortgagor;

         (j) The Mortgage is a valid,  existing,  enforceable and perfected  first lien on the Mortgaged  Property,
including  all  improvements  securing the Mortgage  Note's  original  principal  balance  subject to principles of
equity,  bankruptcy,  insolvency  and other laws of general  application  affecting  the rights of  creditors.  The
Mortgage and the  Mortgage  Note do not contain any evidence of any other  security  interest or other  interest or
right thereto.  Such lien is free and clear of all adverse  claims,  liens and  encumbrances  having  priority over
the first lien of the Mortgage  subject only to (1) the lien of  non-delinquent  current  real  property  taxes and
assessments  not yet due and payable,  (2) covenants,  conditions and  restrictions,  rights of way,  easements and
other  matters  of the  public  record  as of the date of  recording  which  are  acceptable  to  mortgage  lending
institutions  generally and either (A) which are referred to in the lender's title  insurance  policy  delivered to
the  originator  or otherwise  considered  in the appraisal  made for the  originator of the Mortgage  Loan, or (B)
which do not adversely  affect the  residential  use or Appraised  Value of the Mortgaged  Property as set forth in
such appraisal,  and (3) other matters to which like properties are commonly subject which do not,  individually or
in the aggregate,  materially  interfere with the benefits of the security  intended to be provided by the Mortgage
or the use, enjoyment,  value or marketability of the related Mortgaged Property.  Any security agreement,  chattel
mortgage or  equivalent  document  related to and delivered in connection  with the Mortgage Loan  establishes  and
creates a valid,  existing,  enforceable  and  perfected  first lien and first  priority  security  interest on the
property described therein, and the Company has the full right to sell and assign the same to the Purchaser;

         (k) The Mortgage  Note and the related  Mortgage  are  original  and genuine and each is the legal,  valid
and binding  obligation of the maker  thereof,  enforceable  in accordance  with its terms subject to principles of
equity,  bankruptcy,  insolvency and other laws of general application  affecting the rights of creditors,  and the
Company  has  taken  all  action  necessary  to  transfer  such  rights  of  enforceability  to the  Purchaser  (as
applicable).  All parties to the Mortgage  Note and the Mortgage had the legal  capacity to enter into the Mortgage
Loan and to execute and deliver the Mortgage  Note and the  Mortgage.  The  Mortgage  Loan  Documents  are on forms
acceptable  to Fannie Mae and FHLMC.  The Mortgage  Note and the Mortgage  have been duly and properly  executed by
such parties.  No fraud,  error,  omission,  misrepresentation,  negligence or similar occurrence with respect to a
Mortgage  Loan has taken  place on the part of the  Company  or the  Mortgagor,  or on the part of any other  party
involved in the  origination  or servicing of the Mortgage  Loan. The proceeds of the Mortgage Loan have been fully
disbursed  and  there  is no  requirement  for  future  advances  thereunder,  and any and all  requirements  as to
completion of any on-site or off-site  improvements  and as to disbursements of any escrow funds therefor have been
complied  with. All costs,  fees and expenses  incurred in making or closing the Mortgage Loan and the recording of
the  Mortgage  were paid,  and the  Mortgagor  is not  entitled to any refund of any amounts  paid or due under the
Mortgage Note or Mortgage;

         (l) The Company is the sole owner and holder of the Mortgage  Loan and the  indebtedness  evidenced by the
Mortgage  Note,  and had full right to transfer and sell the Mortgage Loan to the  Purchaser  free and clear of any
encumbrance,  equity,  participation interests,  lien, pledge, charge, claim or security interest. Upon the sale of
the Mortgage  Loan to the  Purchaser,  the Company  will retain the Mortgage  File or any part thereof with respect
thereto not delivered to the Purchaser or the  Purchaser's  designee in trust only for the purpose of servicing and
supervising  the  servicing  of the  Mortgage  Loan.  Immediately  prior  to the  transfer  and  assignment  to the
Purchaser,  the Mortgage  Loan,  including the Mortgage Note and the Mortgage,  were not subject to an  assignment,
sale or pledge to any person other than the  Purchaser,  and the Company had good and  marketable  title to and was
the sole owner  thereof.  Following the sale of the Mortgage  Loan,  the Purchaser will own such Mortgage Loan free
and clear of any encumbrance,  equity,  participation  interest,  lien, pledge, charge, claim or security interest.
The Company  intends to  relinquish  all rights to possess,  control and  monitor  the  Mortgage  Loan,  except for
purposes of  servicing  the Mortgage  Loan as set forth in this  Agreement.  After the related  Closing  Date,  the
Company  will not have any right to modify or alter  the  terms of the sale of the  Mortgage  Loan and the  Company
will not have any obligation or right to repurchase the Mortgage Loan or substitute  another Mortgage Loan,  except
as provided in this Agreement, or as otherwise agreed to by the Company and the Purchaser;

         (m) Each  Mortgage  Loan is  covered  by an ALTA  lender's  title  insurance  policy  or  other  generally
acceptable  form  of  policy  or  insurance   acceptable  to  Fannie  Mae  or  FHLMC  (including   adjustable  rate
endorsements),  issued by a title  insurer  acceptable  to Fannie Mae or FHLMC and  qualified to do business in the
jurisdiction  where the Mortgaged  Property is located,  insuring  (subject to the exceptions  contained in (j)(1),
(2) and (3) above) the Company,  its successors  and assigns,  as to the first priority lien of the Mortgage in the
original  principal  amount of the Mortgage Loan and, with respect to adjustable rate Mortgage  Loans,  against any
loss by reason of the  invalidity or  unenforceability  of the lien  resulting  from the provisions of the Mortgage
providing  for  adjustment  in the  Mortgage  Interest  Rate and Monthly  Payment.  Where  required by state law or
regulation,  the  Mortgagor has been given the  opportunity  to choose the carrier of the required  mortgage  title
insurance.  The Company,  its successors and assigns,  is the sole insured of such lender's title insurance policy,
such title insurance  policy has been duly and validly  endorsed to the Purchaser (to the extent  necessary) or the
assignment to the Purchaser of the Company's  interest  therein does not require the consent of or  notification to
the  insurer and such  lender's  title  insurance  policy is in full force and effect and will be in full force and
effect upon the  consummation of the  transactions  contemplated by this Agreement.  No claims have been made under
such  lender's  title  insurance  policy,  and no prior holder or servicer of the related  Mortgage,  including the
Company,  nor any  Mortgagor,  has done,  by act or  omission,  anything  which would  impair the  coverage of such
lender's title insurance policy;

         (n) There is no default,  breach,  violation or event of  acceleration  existing under the Mortgage or the
related  Mortgage Note and no event which,  with the passage of time or with notice and the expiration of any grace
or cure period, would constitute a default,  breach,  violation or event of acceleration;  and neither the Company,
nor any prior mortgagee, has waived any default, breach, violation or event of acceleration;

         (o) There  are no  mechanics'  or  similar  liens or  claims  which  have  been  filed for work,  labor or
material  (and no rights are  outstanding  that  under law could give rise to such  liens)  affecting  the  related
Mortgaged Property which are or may be liens prior to or equal to the lien of the related Mortgage;

         (p) All  improvements  subject to the Mortgage which were  considered in determining  the appraised  value
of the  Mortgaged  Property lie wholly  within the  boundaries  and  building  restriction  lines of the  Mortgaged
Property  (and wholly  within the project  with respect to a  condominium  unit) and no  improvements  on adjoining
properties  encroach  upon the Mortgaged  Property  except those which are insured  against by the title  insurance
policy referred to in clause (m) above and all  improvements on the property comply with all applicable  zoning and
subdivision laws and ordinances;

         (q) Each  Mortgage  Loan was  originated  by or for the  Company  pursuant  to,  and  conforms  with,  the
Company's  underwriting  guidelines attached as Exhibit H hereto. The Mortgage Loan bears interest at an adjustable
rate (if applicable) as set forth in the related  Mortgage Loan Schedule,  and Monthly  Payments under the Mortgage
Note are due and  payable  on the  first day of each  month.  The  Mortgage  contains  the  usual  and  enforceable
provisions of the Company at the time of origination for the  acceleration  of the payment of the unpaid  principal
amount of the Mortgage  Loan if the related  Mortgaged  Property is sold without the prior consent of the mortgagee
thereunder;

         (r) The Mortgaged  Property is not subject to any material  damage.  At  origination  of the Mortgage Loan
there was not,  since  origination  of the Mortgage Loan there has not been,  and there  currently is no proceeding
pending  for  the  total  or  partial  condemnation  of the  Mortgaged  Property.  The  Company  has  not  received
notification that any such proceedings are scheduled to commence at a future date;

         (s) The related Mortgage  contains  customary and enforceable  provisions such as to render the rights and
remedies of the holder thereof adequate for the realization  against the Mortgaged  Property of the benefits of the
security provided  thereby,  including,  (1) in the case of a Mortgage  designated as a deed of trust, by trustee's
sale,  and (2)  otherwise  by judicial  foreclosure.  There is no  homestead  or other  exemption  available to the
Mortgagor which would  interfere with the right to sell the Mortgaged  Property at a trustee's sale or the right to
foreclose the Mortgage;

         (t) If the Mortgage  constitutes a deed of trust,  a trustee,  authorized  and duly  qualified if required
under  applicable  law to act as such,  has been  properly  designated  and currently so serves and is named in the
Mortgage,  and no fees or  expenses,  except as may be  required by local law,  are or will  become  payable by the
Purchaser to the trustee under the deed of trust,  except in  connection  with a trustee's  sale or attempted  sale
after default by the Mortgagor;

         (u) The Mortgage File contains an appraisal of the related  Mortgaged  Property  signed prior to the final
approval of the mortgage loan application by a Qualified  Appraiser,  approved by the Company, who had no interest,
direct or indirect,  in the Mortgaged Property or in any loan made on the security thereof,  and whose compensation
is not affected by the approval or  disapproval  of the Mortgage Loan, and the appraisal and appraiser both satisfy
the  requirements  of Fannie Mae or FHLMC and Title XI of the FIRREA and the  regulations  promulgated  thereunder,
all as in effect on the date the Mortgage  Loan was  originated.  The  appraisal is in a form  acceptable to Fannie
Mae or FHLMC;

         (v) All parties which have had any interest in the Mortgage,  whether as mortgagee,  assignee,  pledgee or
otherwise,  are (or,  during the period in which they held and disposed of such  interest,  were) (A) in compliance
with any and all  applicable  licensing  requirements  of the laws of the state wherein the  Mortgaged  Property is
located,  and (B) (1) organized  under the laws of such state,  or (2)  qualified to do business in such state,  or
(3) federal  savings and loan  associations  or national  banks or a Federal  Home Loan Bank or savings bank having
principal offices in such state, or (4) not doing business in such state;

         (w) The related  Mortgage  Note is not and has not been secured by any  collateral  except the lien of the
corresponding  Mortgage  and the  security  interest  of any  applicable  security  agreement  or chattel  mortgage
referred to above and such collateral does not serve as security for any other obligation;

         (x) The Mortgagor has received and has executed,  where applicable,  all disclosure  materials required by
applicable law with respect to the making of such mortgage loans;

         (y) The Mortgage  Loan does not contain  balloon or "graduated  payment"  features and no Mortgage Loan is
subject to a buydown agreement or contains any buydown provision;

         (z) The  Mortgagor  is not in  bankruptcy  and,  the  Mortgagor  is not  insolvent  and the Company has no
knowledge of any circumstances or conditions with respect to the Mortgage,  the Mortgaged  Property,  the Mortgagor
or the  Mortgagor's  credit  standing that could  reasonably be expected to cause  investors to regard the Mortgage
Loan as an unacceptable  investment,  cause the Mortgage Loan to become delinquent,  or materially adversely affect
the value or marketability of the Mortgage Loan;

         (aa) Each  Mortgage Loan bears  interest  based upon a thirty (30) day month and a three hundred and sixty
(360) day year.  The  Mortgage  Loans have an original  term to  maturity  of not more than forty (40) years,  with
interest  payable in arrears on the first day of each month.  As to each  adjustable  rate  Mortgage  Loan, on each
applicable  Adjustment  Date, the Mortgage  Interest Rate will be adjusted to equal the sum of the Index,  plus the
applicable  Margin;  provided,  that the Mortgage  Interest  Rate, on each  applicable  Adjustment  Date,  will not
increase by more than the Initial Rate Cap or Periodic Rate Cap, as  applicable.  Over the term of each  adjustable
rate Mortgage  Loan,  the Mortgage  Interest Rate will not exceed such Mortgage  Loan's  Lifetime Rate Cap.  Unless
indicated on the related Mortgage Loan Schedule,  none of the Mortgage Loans are "interest-only"  Mortgage Loans or
"negative  amortization"  Mortgage  Loans.  With respect to each  adjustable rate Mortgage Loan, each Mortgage Note
requires  a monthly  payment  which is  sufficient  (a)  during the  period  prior to the first  adjustment  to the
Mortgage  Interest  Rate, to fully  amortize the original  principal  balance over the original term thereof and to
pay interest at the related  Mortgage  Interest Rate, and (b) during the period  following each Adjustment Date, to
fully amortize the  outstanding  principal  balance as of the first day of such period over the then remaining term
of such Mortgage Note and to pay interest at the related  Mortgage  Interest Rate.  With respect to each adjustable
rate  Mortgage  Loan,  the Mortgage  Note  provides  that when the Mortgage  Interest Rate changes on an Adjustment
Date, the then  outstanding  principal  balance will be  reamortized  over the remaining life of the Mortgage Loan.
Unless indicated on the related  Mortgage Loan Schedule,  no Mortgage Loan contains terms or provisions which would
result in negative  amortization.  None of the Mortgage  Loans  contain a conversion  feature which would cause the
Mortgage  Interest  Rate  to  convert  to a  fixed  interest  rate.  None  of the  Mortgage  Loans  are  considered
agricultural loans;

         (bb)  (INTENTIONALLY LEFT BLANK)

         (cc)  (INTENTIONALLY LEFT BLANK)

         (dd)  (INTENTIONALLY LEFT BLANK)

         (ee)  (INTENTIONALLY LEFT BLANK)

         (ff)  (INTENTIONALLY LEFT BLANK)

         (gg) (INTENTIONALLY LEFT BLANK)

         (hh) In the event the Mortgage  Loan had an LTV at  origination  greater  than  80.00%,  the excess of the
principal  balance of the Mortgage  Loan over 75.0% of the Appraised  Value of the Mortgaged  Property with respect
to a Refinanced  Mortgage Loan, or the lesser of the Appraised  Value or the Sales Price of the Mortgaged  Property
with respect to a purchase money Mortgage Loan was insured as to payment defaults by a Primary  Mortgage  Insurance
Policy issued by a Qualified  Insurer.  Any Mortgage Loan subject to a Lender Primary Mortgage  Insurance Policy or
a Primary Mortgage  Insurance Policy that is also subject to the Company's captive  reinsurance  agreement with the
applicable  insurer  shall  remain  subject to such  captive  reinsurance  agreement  between  the  Company and the
applicable  insurer,  provided that such insurer is a Qualified Insurer.  Unless otherwise indicated on the related
Mortgage Loan  Schedule,  no Mortgage Loan has an LTV over 95%. All provisions of such Primary  Mortgage  Insurance
Policy  have been and are being  complied  with,  such  policy is in full force and effect,  and all  premiums  due
thereunder  have been paid.  No  Mortgage  Loan  requires  payment of such  premiums,  in whole or in part,  by the
Purchaser.  No action,  inaction,  or event has  occurred  and no state of facts exists that has, or will result in
the exclusion from,  denial of, or defense to coverage.  Any Mortgage Loan subject to a Primary Mortgage  Insurance
Policy obligates the Mortgagor  thereunder to maintain the Primary Mortgage Insurance Policy,  subject to state and
federal law, and to pay all premiums  and charges in  connection  therewith.  No action has been taken or failed to
be taken,  on or prior to the Closing Date which has resulted or will result in an  exclusion  from,  denial of, or
defense to coverage under any Primary Mortgage Insurance Policy  (including,  without  limitation,  any exclusions,
denials or defenses  which would limit or reduce the  availability  of the timely payment of the full amount of the
loss otherwise due thereunder to the insured) whether arising out of actions,  representations,  errors, omissions,
negligence,  or fraud of the Company or the Mortgagor,  or for any other reason under such  coverage.  The Mortgage
Interest  Rate for the  Mortgage  Loan as set  forth  on the  related  Mortgage  Loan  Schedule  is net of any such
insurance  premium.  Unless otherwise  indicated on the related Mortgage Loan Schedule,  none of the Mortgage Loans
are  subject  to  "lender-paid"  mortgage  insurance.  Any  Mortgage  Loan  subject  to a Lender  Primary  Mortgage
Insurance  Policy  obligates the Company to maintain the Lender Primary  Mortgage  Insurance  Policy and to pay all
premiums and charges in connection therewith;

         (ii)  The  Assignment  is in  recordable  form  and is  acceptable  for  recording  under  the laws of the
jurisdiction in which the Mortgaged Property is located;

         (jj)  None of the  Mortgage  Loans are  secured  by an  interest  in a  leasehold  estate.  The  Mortgaged
Property is located in the state  identified in the related  Mortgage Loan Schedule and consists of a single parcel
of real property with a detached single family residence erected thereon,  or a townhouse,  or a two-to four-family
dwelling,  or an individual  condominium  unit in a condominium  project,  or an individual  unit in a planned unit
development  or a de minimis  planned  unit  development;  provided,  however,  that no  residence or dwelling is a
single parcel of real property with a manufactured  home not affixed to a permanent  foundation,  or a mobile home.
Any condominium unit or planned unit development  conforms with the Company's  underwriting  guidelines.  As of the
Origination  Date,  no  portion  of any  Mortgaged  Property  was used  for  commercial  purposes,  and  since  the
Origination Date, no portion of any Mortgaged Property has been, or currently is, used for commercial purposes;

         (kk)  Payments  on the  Mortgage  Loan  commenced  no more  than  sixty  (60) days  after  the funds  were
disbursed in  connection  with the Mortgage  Loan.  Each of the Mortgage  Loans will  amortize  fully by the stated
maturity date;

         (ll) The Mortgage  Property was lawfully  occupied under  applicable  law, and all  inspections,  licenses
and  certificates  required to be made or issued with respect to all occupied  portions of the  Mortgaged  Property
and, with respect to the use and  occupancy of the same,  including  but not limited to  certificates  of occupancy
and fire underwriting certificates, have been made or obtained from the appropriate authorities;

         (mm)  There is no  pending  action or  proceeding  directly  involving  the  Mortgaged  Property  in which
compliance with any environmental  law, rule or regulation is an issue;  there is no violation of any environmental
law, rule or  regulation  with respect to the  Mortgaged  Property;  and the Company has not received any notice of
any  environmental  hazard on the Mortgaged  Property and nothing further remains to be done to satisfy in full all
requirements  of each such law,  rule or  regulation  constituting  a  prerequisite  to use and  enjoyment  of said
property;

         (nn) The  Mortgagor  has not  notified  the  Company,  and the  Company  has no  knowledge  of any  relief
requested or allowed to the Mortgagor under the Servicemembers Civil Relief Act of 2004;

         (oo) No Mortgage Loan is a  construction  or  rehabilitation  Mortgage Loan or was made to facilitate  the
trade-in or exchange of a Mortgaged Property;

         (pp)     The Mortgagor for each Mortgage Loan is a natural person;

         (qq)     None of the Mortgage Loans are Co-op Loans;

         (rr)     With respect to each Mortgage Loan that has a prepayment penalty feature, each such prepayment
penalty is enforceable and will be enforced by the Company and each prepayment penalty is permitted pursuant to
federal, state and local law. No Mortgage Loan will impose a prepayment penalty for a term in excess of five
years from the date such Mortgage Loan was originated. Except as otherwise set forth on the Mortgage Loan
Schedule, with respect to each Mortgage Loan that contains a prepayment penalty, such prepayment penalty is at
least equal to the lesser of (A) the maximum amount permitted under applicable law and (B) six months interest at
the related Mortgage Interest Rate on the amount prepaid in excess of 20% of the original principal balance of
such Mortgage Loan;


         (ss)     With respect to each  Mortgage  Loan either (i) the fair market value of the  Mortgaged  Property
securing  such Mortgage  Loan was at least equal to 80 percent of the original  principal  balance of such Mortgage
Loan at the time such  Mortgage  Loan was  originated or (ii) (a) the Mortgage Loan is only secured by the Mortgage
Property  and (b)  substantially  all of the proceeds of such  Mortgage  Loan were used to acquire or to improve or
protect  the  Mortgage  Property.  For the  purposes  of the  preceding  sentence,  if the  Mortgage  Loan has been
significantly  modified  other than as a result of a default or a  reasonable  foreseeable  default,  the  modified
Mortgage Loan will be viewed as having been originated on the date of the modification;

         (tt) The  Mortgage  Loan was  originated  by a mortgagee  approved  by the  Secretary  of HUD  pursuant to
Sections 203 and 211 of the  National  Housing Act, a savings and loan  association,  a savings  bank, a commercial
bank,  credit union,  insurance  company or similar  institution  which is supervised  and examined by a federal or
state authority;

         (uu) None of the Mortgage Loans are simple  interest  Mortgage Loans and none of the Mortgaged  Properties
are timeshares;

     (vv) All of the terms of the Mortgage pertaining to interest rate adjustments, payment adjustments and
     adjustments of the outstanding principal balance are enforceable, all such adjustments have been properly
     made, including the mailing of required notices, and such adjustments do not and will not affect the
     priority of the Mortgage lien.  With respect to each Mortgage Loan which has passed its initial Adjustment
     Date, the Company has performed an audit of the Mortgage Loan to determine whether all interest rate
     adjustments have been made in accordance with the terms of the Mortgage Note and Mortgage;


         (ww) Each Mortgage Note,  each Mortgage,  each  Assignment and any other  documents  required  pursuant to
this  Agreement to be delivered to the Purchaser or its  designee,  or its assignee for each  Mortgage  Loan,  have
been, on or before the related Closing Date, delivered to the Purchaser or its designee, or its assignee;

         (xx) There is no  Mortgage  Loan that was  originated  on or after  October  1, 2002 and  before  March 7,
2003, which is secured by property located in the State of Georgia;

         (yy)  No proceeds from any Mortgage Loan were used to finance single-premium credit insurance policies;


                   (zz) No Mortgagor was  encouraged  or required to select a Mortgage Loan product  offered by the
                           Mortgage  Loan's   originator   which  is  a  higher  cost  product  designed  for  less
                           creditworthy  Mortgagors,  unless at the time of the Mortgage Loan's  origination,  such
                           Mortgagor did not qualify taking into account credit history and  debt-to-income  ratios
                           for a lower-cost  credit product then offered by the Mortgage  Loan's  originator or any
                           affiliate of the Mortgage Loan's  originator.  If, at the time of loan application,  the
                           Mortgagor  may have  qualified  for a  lower-cost  credit  product  then  offered by any
                           mortgage  lending  affiliate  of the Mortgage  Loan's  originator,  the Mortgage  Loan's
                           originator  referred the  Mortgagor's  application  to such  affiliate for  underwriting
                           consideration;

         (aaa) The  methodology  used in  underwriting  the  extension  of credit for each  Mortgage  Loan  employs
objective  mathematical  principles  which relate the Mortgagor's  income,  assets and liabilities  (except for any
Mortgage Loan which does not require  statement of income or assets) to the proposed payment and such  underwriting
methodology  does not rely on the extent of the Mortgagor's  equity in the collateral as the principal  determining
factor  in  approving  such  credit  extension.  Such  underwriting  methodology  confirmed  that  at the  time  of
origination  (application/approval)  the Mortgagor had a reasonable ability to make timely payments on the Mortgage
Loan;

         (bbb) With respect to any  Mortgage  Loan that  contains a provision  permitting  imposition  of a premium
upon a prepayment prior to maturity:  (i) prior to the loan's origination,  the Mortgagor agreed to such premium in
exchange for a monetary  benefit,  including but not limited to a rate or fee  reduction,  (ii) prior to the loan's
origination,  the  Mortgagor  was offered the option of obtaining a mortgage  loan that did not require  payment of
such a premium,  (iii) the  prepayment  premium is disclosed to the  Mortgagor  in the loan  documents  pursuant to
applicable state and federal law, and (iv)  notwithstanding  any state or federal law to the contrary,  the Company
shall not impose such  prepayment  premium in any instance  when the Mortgage is  accelerated  as the result of the
Mortgagor's default in making the loan payments;

         (ccc) No Mortgagor  was required to purchase any credit  life,  disability,  accident or health  insurance
product as a condition  of  obtaining  the  extension of credit.  No  Mortgagor  obtained a prepaid  single-premium
credit life,  disability,  accident or health  insurance  policy in connection with the origination of the Mortgage
Loan;

         (ddd) The Company will transmit  full-file  credit  reporting  data for each Mortgage Loan pursuant to the
  Fannie  Mae  Selling  Guide and that for each  Mortgage  Loan,  the  Company  agrees it shall  report  one of the
  following  statuses each month as follows:  new  origination,  current,  delinquent  (30-, 60-,  90-days,  etc.),
  foreclosed, or charged-off;

         (eee) With  respect to any  Mortgage  Loan  originated  on or after  August 1, 2004,  neither  the related
Mortgage nor the related  Mortgage  Note  requires the  Mortgagor to submit to  arbitration  to resolve any dispute
arising out of or relating in any way to the Mortgage Loan;

         (fff) No Mortgage Loan is secured by Mortgaged  Property in the Commonwealth of Massachusetts  with a loan
application  date on or after November 7, 2004 that  refinances a mortgage loan that is less than sixty (60) months
old,  unless such Mortgage  Loan (1) is on an investment  property,  (ii) meets the  requirements  set forth in the
Code of Massachusetts  Regulation  ("CMR"),  209 CMR 53.04(1)(b),  or (iii) meets the requirements set forth in the
209 CMR 53.04(1)(c);

         (ggg)- For any  Mortgage  Loan with  Mortgaged  Property  located in Texas  which is a second lien and the
interest  rate is in excess of 10% where terms of the  Mortgage  Note contain a provision  for which the  Mortgagor
may be entitled to prepaid  interest  upon payoff,  no Mortgagor  paid any  administrative  fees,  points,  or loan
origination  fees which would actually  result in any prepaid  interest being due the Mortgagor  under the terms of
the Mortgage Note; and
-
         (hhh)--  The  Company  has  complied  with all  applicable  anti-money  laundering  laws and  regulations,
including without  limitation the USA Patriot Act of 2001  (collectively,  the Anti-Money  Laundering  Laws").- The
Company has established an anti-money  laundering  compliance program as required by the Anti-Money Laundering Laws
and-has  conducted the requisite due  diligence in connection  with the  origination  of each Mortgage Loan for the
purposes of the Anti-Money  Laundering Laws.-  The-Company  further  represents that it takes reasonable efforts to
determine  whether  any-Mortgagor  appears on any list of  blocked or  prohibited  parties  designated  by the U.S.
Department of Treasury.

         Section 3.03      Repurchase; Substitution.

         It is understood  and agreed that the  representations  and warranties set forth in Sections 3.01 and 3.02
shall survive the sale of the Mortgage Loans and delivery of the Mortgage Loan  Documents to the Purchaser,  or its
designee,  and  shall  inure  to the  benefit  of the  Purchaser,  notwithstanding  any  restrictive  or  qualified
endorsement on any Mortgage Note or Assignment or the  examination,  or lack of examination,  of any Mortgage File.
Upon  discovery by either the Company or the  Purchaser  of a breach of any of the  foregoing  representations  and
warranties  which  materially  and  adversely  affects  the  value of the  Mortgage  Loans or the  interest  of the
Purchaser in any Mortgage  Loan, the party  discovering  such breach shall give prompt written notice to the other.
The Company  shall have a period of sixty (60) days from the earlier of its  discovery  or its receipt of notice of
any such breach within which to correct or cure such breach.  The Company  hereby  covenants and agrees that if any
such breach is not corrected or cured within such sixty day period,  the Company shall, at the  Purchaser's  option
and not later than  ninety (90) days of its  discovery  or its receipt of notice of such  breach,  repurchase  such
Mortgage  Loan at the  Repurchase  Price or, with the  Purchaser's  prior consent and at  Purchaser's  sole option,
substitute a Mortgage Loan as provided  below.  In the event that any such breach shall involve any  representation
or  warranty  set forth in Section  3.01,  and such  breach is not cured  within  sixty (60) days of the earlier of
either  discovery  by or notice to the Company of such  breach,  all  Mortgage  Loans  shall,  at the option of the
Purchaser,  be repurchased by the Company at the Repurchase  Price.  Any such  repurchase  shall be accomplished by
wire transfer of immediately available funds to Purchaser in the amount of the Repurchase Price.

         If the Company is required to repurchase  any Mortgage  Loan  pursuant to this Section  3.03,  the Company
may,  with the  Purchaser's  prior  consent and at the  Purchaser's  sole option,  within ninety (90) days from the
related Closing Date, remove such defective  Mortgage Loan from the terms of this Agreement and substitute  another
mortgage  loan for such  defective  Mortgage  Loan, in lieu of  repurchasing  such  defective  Mortgage  Loan.  Any
substitute  Mortgage Loan is subject to the Purchaser  acceptability.  Any  substituted  Loans will comply with the
representations and warranties set forth in this Agreement as of the substitution date.

         The Company  shall amend the  related  Mortgage  Loan  Schedule to reflect the  withdrawal  of the removed
Mortgage Loan from this  Agreement and the  substitution  of such  substitute  Mortgage  Loan  therefor.  Upon such
amendment,  the  Purchaser  shall review the Mortgage  File  delivered  to it relating to the  substitute  Mortgage
Loan.  In the event of such a  substitution,  accrued  interest on the  substitute  Mortgage  Loan for the month in
which the  substitution  occurs and any Principal  Prepayments made thereon during such month shall be the property
of the Purchaser and accrued  interest for such month on the Mortgage Loan for which the  substitution  is made and
any  Principal  Prepayments  made thereon  during such month shall be the property of the  Company.  The  principal
payment on a substitute  Mortgage  Loan due on the Due Date in the month of  substitution  shall be the property of
the Company and the  principal  payment on the Mortgage  Loan for which the  substitution  is made due on such date
shall be the property of the Purchaser.

         For any month in which the Company is permitted to substitute one or more substitute  Mortgage Loans,  the
Company will determine the amount (if any) by which the aggregate  Stated Principal  Balance (after  application of
the principal  portion of all scheduled  payments due in the month of substitution) of all the substitute  Mortgage
Loans in the month of substitution is less then the aggregate  Stated Principal  Balance (after  application of the
principal  portion of the scheduled  payment due in the month of substitution) of the such replaced  Mortgage Loan.
An amount equal to the aggregate of such deficiencies  described in the preceding  sentence for any Remittance Date
shall be  deposited  into the  Custodial  Account by the  Company on the  related  Determination  Date in the month
following the calendar month during which the substitution occurred.

         It is  understood  and agreed that the  obligation  of the Company set forth in this Section 3.03 to cure,
repurchase or substitute for a defective  Mortgage  Loan, and to indemnify the Purchaser  pursuant to Section 8.01,
constitute  the  sole  remedies  of the  Purchaser  respecting  a  breach  of  the  foregoing  representations  and
warranties.  If the Company  fails to repurchase or  substitute  for a defective  Mortgage Loan in accordance  with
this Section  3.03,  or fails to cure a defective  Mortgage  Loan to the  Purchaser's  reasonable  satisfaction  in
accordance  with this Section 3.03, or to indemnify the Purchaser  pursuant to Section 8.01,  that failure shall be
an Event of Default and the  Purchaser  shall be entitled to pursue all remedies  available in this  Agreement as a
result  thereof.  No  provision of this  paragraph  shall  affect the rights of the  Purchaser  to  terminate  this
Agreement for cause, as set forth in Sections 10.01 and 11.01.

         Any cause of action  against the Company  relating to or arising out of the breach of any  representations
and  warranties  made in  Sections  3.01 and 3.02  shall  accrue as to any  Mortgage  Loan upon (i) the  earlier of
discovery of such breach by the Company or notice  thereof by the  Purchaser  to the  Company,  (ii) failure by the
Company to cure such  breach or  repurchase  such  Mortgage  Loan as  specified  above,  and (iii)  demand upon the
Company by the Purchaser for compliance with this Agreement.

         In the event that any Mortgage  Loan is held by a REMIC,  notwithstanding  any contrary  provision of this
Agreement,  with  respect to any  Mortgage  Loan that is not in default or as to which no default is  imminent,  no
substitution  pursuant to Subsection 3.03 shall be made after the applicable  REMIC's "start up day" (as defined in
Section  860G(a) (9) of the Code),  unless the  Company has  obtained an Opinion of Counsel to the effect that such
substitution  will not (i)  result  in the  imposition  of taxes on  "prohibited  transactions"  of such  REMIC (as
defined in Section  860F of the Code) or  otherwise  subject  the REMIC to tax,  or (ii) cause the REMIC to fail to
qualify as a REMIC at any time.

         Section 3.04      Representations and Warranties of the Purchaser.

         The Purchaser  represents,  warrants and covenants to the Company that, as of the related  Closing Date or
as of such date specifically provided herein:

(c)      The Purchaser is a corporation,  dully organized  validly  existing and in good standing under the laws of
the State of  Delaware  and is  qualified  to  transact  business  in, is in good  standing  under the laws of, and
possesses all licenses  necessary  for the conduct of its business in, each state in which any  Mortgaged  Property
is located or is otherwise exempt or not required under applicable law to effect such qualification or license;

(d)      The  Purchaser  has full power and  authority to hold each  Mortgage  Loan, to purchase each Mortgage Loan
pursuant to this  Agreement and the related Term Sheet and to execute,  deliver and perform,  and to enter into and
consummate all  transactions  contemplated by this Agreement and the related Term Sheet and to conduct its business
as presently  conducted,  has duly  authorized  the execution,  delivery and  performance of this Agreement and the
related Term Sheet, has duly executed and delivered this Agreement and the related Term Sheet;

         (c)      None of the  execution and delivery of this  Agreement  and the related Term Sheet,  the purchase
of the Mortgage  Loans,  the  consummation  of the  transactions  contemplated  hereby,  or the  fulfillment  of or
compliance  with the terms and  conditions  of this  Agreement and the related Term Sheet will conflict with any of
the terms,  conditions or provisions of the  Purchaser's  charter or by-laws or materially  conflict with or result
in a material  breach of any of the terms,  conditions or provisions of any legal  restriction  or any agreement or
instrument to which the  Purchaser is now a party or by which it is bound,  or constitute a default or result in an
acceleration under any of the foregoing,  or result in the material violation of any law, rule, regulation,  order,
judgment or decree to which the Purchaser or its property is subject;

         (d)      There  is no  litigation,  suit,  proceeding  or  investigation  pending  or to the  best  of the
Purchaser's  knowledge,  threatened  against the  Purchaser,  or any order or decree with respect to the  Purchaser
which is reasonably  likely to have a material  adverse effect on the purchase of the related  Mortgage Loans,  the
execution,  delivery or  enforceability of this Agreement and the related Term Sheet, or which is reasonably likely
to have a material adverse effect on the financial condition of the Purchaser;

         (e)      No  consent,  approval,  authorization  or order of any court or  governmental  agency or body is
required for the execution,  delivery and  performance by the Purchaser of or compliance by the Purchaser with this
Agreement and the related Term Sheet,  the purchase of the Mortgage Loans or the  consummation of the  transactions
contemplated  by this  Agreement  and the related Term Sheet except for  consents,  approvals,  authorizations  and
orders which have been obtained;

         (f)      The  consummation of the  transactions  contemplated by this Agreement and the related Term Sheet
is in the ordinary course of business of the Purchaser;

         (h)      The  Purchaser  will treat the purchase of the Mortgage  Loans from the Company as a purchase for
reporting, tax and accounting purposes; and

         (i)      The Purchaser does not believe,  nor does it have any cause or reason to believe,  that it cannot
perform each and every of its covenants contained in this Agreement and the related Term Sheet.

         The Purchaser shall indemnify the Company and hold it harmless  against any claims,  proceedings,  losses,
damages,  penalties,  fines,  forfeitures,  reasonable and necessary legal fees and related costs,  judgments,  and
other costs and expenses resulting from a breach by the Purchaser of the representations  and warranties  contained
in this  Section  3.04.  It is  understood  and agreed  that the  obligations  of the  Purchaser  set forth in this
Section 3.04 to indemnify the Seller as provided  herein  constitute the sole remedies of the Company  respecting a
breach of the foregoing representations and warranties.




                                                    ARTICLE IV

                                  ADMINISTRATION AND SERVICING OF MORTGAGE LOANS

         Section 4.01      Company to Act as Servicer.

         The Company,  as  independent  contract  servicer,  shall  service and  administer  the Mortgage  Loans in
accordance  with this Agreement and the related Term Sheet and with Accepted  Servicing  Practices,  and shall have
full  power and  authority,  acting  alone,  to do or cause to be done any and all things in  connection  with such
servicing and  administration  which the Company may deem necessary or desirable and  consistent  with the terms of
this  Agreement  and the related Term Sheet and with Accepted  Servicing  Practices and exercise the same care that
it  customarily  employs for its own  account.  Except as set forth in this  Agreement  and the related Term Sheet,
the Company shall service the Mortgage Loans in strict  compliance with the servicing  provisions of the Fannie Mae
Guides (special servicing option),  which include,  but are not limited to, provisions regarding the liquidation of
Mortgage Loans, the collection of Mortgage Loan payments,  the payment of taxes,  insurance and other charges,  the
maintenance of hazard insurance with a Qualified Insurer,  the maintenance of mortgage  impairment  insurance,  the
maintenance  of fidelity  bond and errors and  omissions  insurance,  inspections,  the  restoration  of  Mortgaged
Property,  the maintenance of Primary Mortgage Insurance  Policies and Lender Primary Mortgage Insurance  Policies,
insurance  claims,  the title,  management and disposition of REO Property,  permitted  withdrawals with respect to
REO Property,  liquidation  reports,  and reports of  foreclosures  and  abandonments  of Mortgaged  Property,  the
transfer of Mortgaged Property,  the release of Mortgage Files,  annual statements,  and examination of records and
facilities.  In the event of any conflict,  inconsistency  or discrepancy  between any of the servicing  provisions
of this  Agreement  and the related Term Sheet and any of the servicing  provisions  of the Fannie Mae Guides,  the
provisions  of this  Agreement  and the related Term Sheet shall  control and be binding upon the Purchaser and the
Company.

         Consistent with the terms of this Agreement and the related Term Sheet,  the Company may waive,  modify or
vary  any term of any  Mortgage  Loan or  consent  to the  postponement  of any such  term or in any  manner  grant
indulgence to any Mortgagor if in the Company's  reasonable and prudent  determination  such waiver,  modification,
postponement or indulgence is not materially adverse to the Purchaser,  provided,  however, that unless the Company
has obtained  the prior  written  consent of the  Purchaser,  the Company  shall not permit any  modification  with
respect to any Mortgage  Loan that would change the Mortgage  Interest  Rate,  defer for more than ninety (90) days
or forgive any payment of principal or interest,  reduce or increase the outstanding  principal balance (except for
actual  payments of  principal) or change the final  maturity date on such Mortgage  Loan. In the event of any such
modification  which has been agreed to in writing by the  Purchaser  and which  permits the deferral of interest or
principal  payments on any  Mortgage  Loan,  the Company  shall,  on the  Business Day  immediately  preceding  the
Remittance  Date in any month in which any such  principal or interest  payment has been  deferred,  deposit in the
Custodial  Account from its own funds,  in accordance  with Section 4.04, the  difference  between (a) such month's
principal and one month's  interest at the Mortgage Loan  Remittance Rate on the unpaid  principal  balance of such
Mortgage Loan and (b) the amount paid by the  Mortgagor.  The Company shall be entitled to  reimbursement  for such
advances to the same extent as for all other  advances  pursuant to Section 4.05.  Without  limiting the generality
of the foregoing,  the Company shall  continue,  and is hereby  authorized and empowered,  to prepare,  execute and
deliver on behalf of itself and the Purchaser,  all instruments of satisfaction or  cancellation,  or of partial or
full release,  discharge and all other comparable instruments,  with respect to the Mortgage Loans and with respect
to the Mortgaged  Properties.  Notwithstanding  anything  herein to the contrary,  the Company may not enter into a
forbearance  agreement  or similar  arrangement  with  respect to any  Mortgage  Loan which runs more than 180 days
after the first  delinquent Due Date. Any such  agreement  shall be approved by the Purchaser and, if required,  by
the Primary Mortgage Insurance Policy insurer and Lender Primary Mortgage Insurance Policy insurer, if required.

         Notwithstanding  anything in this  Agreement to the contrary,  if any Mortgage  Loan becomes  subject to a
Pass-Through  Transfer,  the Company (a) with respect to such Mortgage Loan, shall not permit any modification with
respect  to such  Mortgage  Loan that  would  change  the  Mortgage  Interest  Rate and (b) shall not  (unless  the
Mortgagor  is in default  with  respect to such  Mortgage  Loan or such default is, in the judgment of the Company,
reasonably  foreseeable)  make or permit any  modification,  waiver or amendment of any term of such  Mortgage Loan
that would both (i) effect an exchange or  reissuance  of such  Mortgage  Loan under  Section  1001 of the Code (or
Treasury  regulations  promulgated  thereunder)  and (ii) cause any REMIC to fail to  qualify as a REMIC  under the
Code or the  imposition of any tax on "prohibited  transactions"  or  "contributions"  after the startup date under
the REMIC Provisions.

         Prior to taking any action with respect to the Mortgage  Loans subject to a Pass-Through  Transfer,  which
is not  contemplated  under the terms of this Agreement,  the Company will obtain an Opinion of Counsel  acceptable
to the trustee in such  Pass-Through  Transfer  with respect to whether such action could result in the  imposition
of a tax upon any REMIC  (including  but not limited to the tax on  prohibited  transactions  as defined in Section
860F(a)(2) of the Code and the tax on  contributions  to a REMIC set forth in Section  860G(d) of the  Code)(either
such event,  an "Adverse  REMIC  Event"),  and the Company  shall not take any such actions as to which it has been
advised that an Adverse REMIC Event could occur.

         The Company  shall not permit the creation of any  "interests"  (within the meaning of Section 860G of the
Code) in any REMIC.  The  Company  shall not enter  into any  arrangement  by which a REMIC  will  receive a fee or
other  compensation  for  services  nor permit a REMIC to receive  any income  from  assets  other than  "qualified
mortgages"  as  defined  in  Section  860G(a)(3)  of the Code or  "permitted  investments"  as  defined  in Section
860G(a)(5) of the Code.

         In  servicing  and  administering  the  Mortgage  Loans,  the  Company  shall  employ  Accepted  Servicing
Practices,  giving due  consideration  to the Purchaser's  reliance on the Company.  Unless a different time period
is stated in this  Agreement  or the related Term Sheet,  the  Purchaser  shall be deemed to have given  consent in
connection with a particular matter if the Purchaser does not  affirmatively  grant or deny consent within five (5)
Business Days from the date the Purchaser  receives a second  written  request for consent for such matter from the
Company as servicer.

         The  Mortgage  Loans may be  subserviced  by a  Subservicer  on behalf of the  Company  provided  that the
Subservicer  is an entity that engages in the business of servicing  loans,  and in either case shall be authorized
to transact  business,  and licensed to service mortgage loans, in the state or states where the related  Mortgaged
Properties  it is to  service  are  situated,  if and to the  extent  required  by  applicable  law to  enable  the
Subservicer to perform its obligations  hereunder and under the  Subservicing  Agreement,  and in either case shall
be a FHLMC or Fannie Mae approved  mortgage  servicer in good  standing,  and no event has occurred,  including but
not  limited  to a change in  insurance  coverage,  which  would  make it unable  to  comply  with the  eligibility
requirements  for lenders  imposed by Fannie Mae or for  seller/servicers  imposed by Fannie Mae or FHLMC, or which
would require  notification  to Fannie Mae or FHLMC.  In addition,  each  Subservicer  will obtain and preserve its
qualifications  to do  business  as a foreign  corporation  and its  licenses to service  mortgage  loans,  in each
jurisdiction  in which such  qualifications  and/or  licenses are or shall be necessary to protect the validity and
enforceability  of this Agreement,  or any of the Mortgage Loans and to perform or cause to be performed its duties
under  the  related  Subservicing  Agreement.  The  Company  may  perform  any  of its  servicing  responsibilities
hereunder or may cause the Subservicer to perform any such servicing  responsibilities  on its behalf,  but the use
by the Company of the  Subservicer  shall not release the Company  from any of its  obligations  hereunder  and the
Company shall remain  responsible  hereunder for all acts and omissions of the Subservicer as fully as if such acts
and omissions were those of the Company.  The Company shall pay all fees and expenses of the  Subservicer  from its
own funds,  and the  Subservicer's  fee shall not exceed the Servicing  Fee. The Company shall notify the Purchaser
promptly in writing upon the appointment of any Subservicer.

         At the cost and expense of the Company,  without any right of  reimbursement  from the Custodial  Account,
the Company shall be entitled to terminate the rights and  responsibilities  of the Subservicer and arrange for any
servicing  responsibilities  to be performed by a successor  subservicer  meeting the requirements in the preceding
paragraph;  provided,  however,  that nothing  contained herein shall be deemed to prevent or prohibit the Company,
at the  Company's  option,  from  electing to service  the related  Mortgage  Loans  itself.  In the event that the
Company's  responsibilities  and duties under this Agreement are terminated  pursuant to Section 4.03,  4.13, 8.04,
9.01 or 10.01 and if requested to do so by the Purchaser,  the Company shall at its own cost and expense  terminate
the rights and  responsibilities  of the  Subservicer  effective as of the date of termination of the Company.  The
Company shall pay all fees, expenses or penalties  necessary in order to terminate the rights and  responsibilities
of the Subservicer from the Company's own funds without reimbursement from the Purchaser.

         Notwithstanding  any of the provisions of this Agreement  relating to agreements or  arrangements  between
the Company and the  Subservicer  or any reference  herein to actions taken through the  Subservicer  or otherwise,
the Company  shall not be relieved of its  obligations  to the  Purchaser and shall be obligated to the same extent
and under the same terms and conditions as if it alone were servicing and  administering  the Mortgage  Loans.  The
Company shall be entitled to enter into an agreement with the  Subservicer  for  indemnification  of the Company by
the  Subservicer and nothing  contained in this Agreement shall be deemed to limit or modify such  indemnification.
The Company will indemnify and hold the Purchaser  harmless from any loss,  liability or expense arising out of its
use of a Subservicer to perform any of its servicing duties, responsibilities and obligations hereunder.

         Any  Subservicing  Agreement  and any other  transactions  or  services  relating  to the  Mortgage  Loans
involving the Subservicer  shall be deemed to be between the  Subservicer and the Company alone,  and the Purchaser
shall have no obligations,  duties or liabilities with respect to the Subservicer including no obligation,  duty or
liability of the Purchaser to pay the Subservicer's  fees and expenses.  For purposes of distributions and advances
by the Company  pursuant to this  Agreement,  the Company  shall be deemed to have received a payment on a Mortgage
Loan when the Subservicer has received such payment.

         Section 4.02      Collection of Mortgage Loan Payments.

         Continuously  from the date  hereof  until the date  each  Mortgage  Loan  ceases  to be  subject  to this
Agreement,  the Company will proceed  diligently to collect all payments due under each Mortgage Loan when the same
shall become due and payable and shall,  to the extent such  procedures  shall be consistent  with this  Agreement,
Accepted  Servicing  Practices,  and the terms and provisions of any related Primary Mortgage  Insurance Policy and
Lender  Primary  Mortgage  Insurance  Policy,  follow such  collection  procedures  as it follows  with  respect to
mortgage  loans  comparable  to the  Mortgage  Loans and held for its own account.  Further,  the Company will take
special care in  ascertaining  and estimating  annual escrow  payments,  and all other charges that, as provided in
the Mortgage,  will become due and payable,  so that the installments  payable by the Mortgagors will be sufficient
to pay such charges as and when they become due and payable.

         In no event will the  Company  waive its right to any  prepayment  penalty or  premium  without  the prior
written  consent of the  Purchaser  and the Company  will use  diligent  efforts to collect same when due except as
otherwise provided in the prepayment penalty provisions provided in the Mortgage Loan Documents.

         Section 4.03      Realization Upon Defaulted Mortgage.

         The Company  shall use its best  efforts,  consistent  with the  procedures  that the Company would use in
servicing loans for its own account,  consistent with Accepted Servicing Practices,  any Primary Mortgage Insurance
Policies and Lender Primary Mortgage Insurance  Policies and the best interest of the Purchaser,  to foreclose upon
or otherwise  comparably  convert the ownership of properties  securing such of the Mortgage Loans as come into and
continue  in  default  and as to which  no  satisfactory  arrangements  can be made for  collection  of  delinquent
payments  pursuant to Section 4.01.  Foreclosure or comparable  proceedings  shall be initiated  within ninety (90)
days of default for Mortgaged  Properties  for which no  satisfactory  arrangements  can be made for  collection of
delinquent  payments,  subject to state and federal law and  regulation.  The Company shall use its best efforts to
realize upon  defaulted  Mortgage  Loans in such manner as will  maximize the receipt of principal  and interest by
the Purchaser,  taking into account,  among other things, the timing of foreclosure  proceedings.  The foregoing is
subject to the provisions that, in any case in which a Mortgaged  Property shall have suffered damage,  the Company
shall not be required to expend its own funds toward the  restoration  of such property  unless it shall  determine
in its discretion  (i) that such  restoration  will increase the proceeds of  liquidation  of the related  Mortgage
Loan to the  Purchaser  after  reimbursement  to itself  for such  expenses,  and (ii) that such  expenses  will be
recoverable  by the  Company  through  Insurance  Proceeds  or  Liquidation  Proceeds  from the  related  Mortgaged
Property,  as  contemplated  in Section 4.05. The Company shall obtain prior approval of the Purchaser as to repair
or  restoration  expenses in excess of ten thousand  dollars  ($10,000).  The Company shall notify the Purchaser in
writing of the  commencement of foreclosure  proceedings and not less than five (5) days prior to the acceptance or
rejection of any offer of  reinstatement.  The Company shall be responsible for all costs and expenses  incurred by
it in any such proceedings or functions;  provided,  however,  that it shall be entitled to  reimbursement  thereof
from the related  property,  as contemplated in Section 4.05.  Notwithstanding  anything to the contrary  contained
herein,  in connection with a foreclosure or acceptance of a deed in lieu of foreclosure,  in the event the Company
has  reasonable  cause to believe that a Mortgaged  Property is  contaminated  by hazardous or toxic  substances or
wastes, or if the Purchaser  otherwise requests an environmental  inspection or review of such Mortgaged  Property,
such an  inspection  or review is to be  conducted  by a  qualified  inspector  at the  Purchaser's  expense.  Upon
completion  of the  inspection,  the Company shall  promptly  provide the  Purchaser  with a written  report of the
environmental  inspection.  After reviewing the environmental  inspection report, the Purchaser shall determine how
the Company shall proceed with respect to the Mortgaged Property.

         Notwithstanding  anything to the contrary  contained  herein,  the Purchaser may, at the Purchaser's  sole
option,  terminate  the  Company as  servicer  of any  Mortgage  Loan  which  becomes  ninety  (90) days or greater
delinquent  in payment  of a  scheduled  Monthly  Payment,  without  payment of any  termination  fee with  respect
thereto,  provided  that the  Company  shall on the date  said  termination  takes  effect  be  reimbursed  for any
unreimbursed  Monthly Advances of the Company's funds made pursuant to Section 5.03 and any unreimbursed  Servicing
Advances and Servicing Fees in each case relating to the Mortgage Loan  underlying  such  delinquent  Mortgage Loan
notwithstanding  anything to the  contrary set forth in Section  4.05.  In the event of any such  termination,  the
provisions of Section 11.01 hereof shall apply to said  termination and the transfer of servicing  responsibilities
with respect to such delinquent Mortgage Loan to the Purchaser or its designee.

         In the event that a Mortgage Loan becomes part of a REMIC,  and becomes REO Property,  such property shall
be disposed of by the Company,  with the consent of the Purchaser as required  pursuant to this  Agreement,  before
the close of the third  taxable year  following the taxable year in which the Mortgage Loan became an REO Property,
unless the Company  provides  to the trustee  under such REMIC an Opinion of Counsel to the effect that the holding
of such REO Property  subsequent  to the close of the third  taxable year  following  the taxable year in which the
Mortgage Loan became an REO Property,  will not result in the imposition of taxes on "prohibited  transactions"  as
defined  in  Section  860F of the Code,  or cause the  transaction  to fail to  qualify as a REMIC at any time that
certificates are outstanding.  The Company shall manage,  conserve,  protect and operate each such REO Property for
the  certificateholders  solely for the purpose of its prompt disposition and sale in a manner which does not cause
such  property to fail to qualify as  "foreclosure  property"  within the meaning of Section  860F(a)(2)(E)  of the
Code, or any "net income from  foreclosure  property"  which is subject to taxation  under the REMIC  provisions of
the Code.  Pursuant  to its efforts to sell such  property,  the Company  shall  either  itself or through an agent
selected  by the  Company,  protect  and  conserve  such  property  in the same  manner and to such an extent as is
customary  in the  locality  where such  property  is located.  Additionally,  the  Company  shall  perform the tax
withholding and reporting related to Sections 1445 and 6050J of the Code.

         Section 4.04      Establishment of Custodial Accounts; Deposits in Custodial Accounts.

         The Company  shall  segregate  and hold all funds  collected  and received  pursuant to each Mortgage Loan
separate  and apart from any of its own funds and  general  assets and shall  establish  and  maintain  one or more
Custodial  Accounts.  The  Custodial  Account  shall  be an  Eligible  Account.  Funds  shall be  deposited  in the
Custodial  Account within  twenty-four  (24) hours of receipt,  and shall at all times be insured by the FDIC up to
the FDIC insurance  limits,  or must be invested in Permitted  Investments for the benefit of the Purchaser.  Funds
deposited in the  Custodial  Account may be drawn on by the Company in accordance  with Section 4.05.  The creation
of any  Custodial  Account  shall be  evidenced by a letter  agreement  in the form shown in Exhibit B hereto.  The
original of such letter  agreement  shall be furnished to the Purchaser on the Closing  Date,  and upon the request
of any subsequent Purchaser.

         The Company  shall  deposit in the Custodial  Account on a daily basis,  and retain  therein the following
payments and  collections  received or made by it  subsequent  to the Cut-off  Date, or received by it prior to the
Cut-off Date but allocable to a period subsequent  thereto,  other than in respect of principal and interest on the
Mortgage Loans due on or before the Cut-off Date:

         (i)      all payments on account of principal, including Principal Prepayments, on the Mortgage Loans;

         (ii)     all  payments  on account of  interest  on the  Mortgage  Loans  adjusted  to the  Mortgage  Loan
Remittance Rate;

         (iii)    all Liquidation Proceeds;

         (iv)     any  amounts  required  to be  deposited  by the  Company  in  connection  with any REO  Property
pursuant to Section 4.13 and in connection  therewith,  the Company shall provide the Purchaser with written detail
itemizing all of such amounts;

         (v)      all Insurance  Proceeds  including  amounts  required to be deposited  pursuant to Sections 4.08,
4.10 and 4.11,  other than proceeds to be held in the Escrow  Account and applied to the  restoration  or repair of
the Mortgaged Property or released to the Mortgagor in accordance with Accepted Servicing  Practices,  the Mortgage
Loan Documents or applicable law;

         (vi)     all  Condemnation  Proceeds  affecting  any  Mortgaged  Property  which are not  released  to the
Mortgagor in accordance with Accepted Servicing Practices, the loan documents or applicable law;

         (vii)    any Monthly Advances;

         (viii)   with respect to each full or partial Principal  Prepayment,  any Prepayment Interest  Shortfalls,
to the extent of the Company's aggregate Servicing Fee received with respect to the related Prepayment Period;

         (ix)     any amounts  required to be deposited by the Company  pursuant to Section 4.10 in connection with
the deductible  clause in any blanket hazard  insurance  policy,  such deposit shall be made from the Company's own
funds, without reimbursement therefor; and

         (x)      any amounts  required to be deposited in the Custodial  Account pursuant to Section 4.01, 4.13 or
6.02.

         The foregoing  requirements for deposit in the Custodial  Account shall be exclusive,  it being understood
and agreed that,  without limiting the generality of the foregoing,  payments in the nature of late payment charges
and  assumption  fees,  to the extent  permitted  by Section  6.01,  need not be  deposited  by the  Company in the
Custodial  Account.  Any interest paid on funds  deposited in the Custodial  Account by the depository  institution
shall accrue to the benefit of the Company and the Company  shall be entitled to retain and withdraw  such interest
from the Custodial  Account  pursuant to Section  4.05(iv).  The Purchaser  shall not be responsible for any losses
suffered with respect to investment of funds in the Custodial Account.

         Section 4.05      Permitted Withdrawals From the Custodial Account.

         The Company may, from time to time, withdraw from the Custodial Account for the following purposes:

         (i)      to make payments to the Purchaser in the amounts and in the manner provided for in Section 5.01;

         (ii)     to reimburse  itself for Monthly  Advances,  the Company's right to reimburse  itself pursuant to
this  subclause  (ii) being  limited  to amounts  received  on the  related  Mortgage  Loan  which  represent  late
collections  (net of the related  Servicing Fees) of principal  and/or interest  respecting  which any such advance
was made, it being understood that, in the case of such  reimbursement,  the Company's right thereto shall be prior
to the rights of the  Purchaser,  except  that,  where the  Company is  required  to  repurchase  a Mortgage  Loan,
pursuant to Section  3.03,  the  Company's  right to such  reimbursement  shall be subsequent to the payment to the
Purchaser  of the  Repurchase  Price  pursuant  to such  Section and all other  amounts  required to be paid to the
Purchaser with respect to such Mortgage Loan;

         (iii)    to reimburse  itself for  unreimbursed  Servicing  Advances and any unpaid Servicing Fees (or REO
administration  fees  described  in Section  4.13),  the  Company's  right to  reimburse  itself  pursuant  to this
subclause  (iii) with respect to any Mortgage Loan being limited to related  proceeds  from  Liquidation  Proceeds,
Condemnation  Proceeds and Insurance  Proceeds in accordance with the relevant  provisions of the Fannie Mae Guides
or as otherwise set forth in this Agreement; any recovery shall be made upon liquidation of the REO Property;

         (iv)     to pay to itself as part of its servicing  compensation  (a) any interest  earned on funds in the
Custodial  Account (all such interest to be withdrawn  monthly not later than each  Remittance  Date),  and (b) the
Servicing  Fee from that portion of any payment or recovery as to interest  with  respect to a particular  Mortgage
Loan;

         (v)      to pay to itself  with  respect  to each  Mortgage  Loan that has been  repurchased  pursuant  to
Section  3.03 all amounts  received  thereon  and not  distributed  as of the date on which the related  Repurchase
Price is determined,

         (vi)     to transfer funds to another Eligible Account in accordance with Section 4.09 hereof;

         (vii)    to remove funds inadvertently placed in the Custodial Account by the Company;

         (vi)     to clear and terminate the Custodial Account upon the termination of this Agreement; and

(vii)    to reimburse itself for  Nonrecoverable  Advances to the extent not reimbursed  pursuant to clause (ii) or
clause (iii).

         Section 4.06      Establishment of Escrow Accounts; Deposits in Escrow Accounts.

         The Company  shall  segregate  and hold all funds  collected  and received  pursuant to each Mortgage Loan
which  constitute  Escrow  Payments  separate  and apart  from any of its own funds and  general  assets  and shall
establish  and  maintain  one or more Escrow  Accounts.  The Escrow  Account  shall be an Eligible  Account.  Funds
deposited in each Escrow Account shall at all times be insured in a manner to provide  maximum  insurance under the
insurance  limitations  of the FDIC, or must be invested in Permitted  Investments.  Funds  deposited in the Escrow
Account may be drawn on by the Company in accordance  with Section 4.07.  The creation of any Escrow  Account shall
be evidenced by a letter  agreement  in the form shown in Exhibit C. The  original of such letter  agreement  shall
be furnished to the Purchaser on the Closing Date, and upon request to any subsequent purchaser.

         The Company shall deposit in the Escrow Account or Accounts on a daily basis, and retain therein:

         (i)      all Escrow  Payments  collected  on account of the Mortgage  Loans,  for the purpose of effecting
timely payment of any such items as required under the terms of this Agreement;

         (ii)     all  Insurance  Proceeds  which are to be applied to the  restoration  or repair of any Mortgaged
Property; and

         (iii)    all Servicing  Advances for Mortgagors  whose Escrow  Payments are  insufficient  to cover escrow
disbursements.

         The Company shall make  withdrawals  from the Escrow  Account only to effect such payments as are required
under this  Agreement,  and for such other  purposes as shall be as set forth or in  accordance  with Section 4.07.
The  Company  shall be  entitled  to retain any  interest  paid on funds  deposited  in the  Escrow  Account by the
depository  institution  other than interest on escrowed  funds required by law to be paid to the Mortgagor and, to
the extent  required by law, the Company  shall pay  interest on escrowed  funds to the  Mortgagor  notwithstanding
that the Escrow Account is non-interest  bearing or that interest paid thereon is  insufficient  for such purposes.
The Purchaser  shall not be responsible  for any losses  suffered with respect to investment of funds in the Escrow
Account.

         Section 4.07      Permitted Withdrawals From Escrow Account.

         Withdrawals from the Escrow Account may be made by the Company only:

         (i)      to effect timely payments of ground rents,  taxes,  assessments,  water rates,  Primary  Mortgage
Insurance  Policy  premiums,  if  applicable,  fire and hazard  insurance  premiums,  condominium  assessments  and
comparable items;

         (ii)     to  reimburse  the Company  for any  Servicing  Advance  made by the  Company  with  respect to a
related  Mortgage Loan but only from amounts  received on the related  Mortgage Loan which  represent late payments
or collections of Escrow Payments thereunder;

         (iii)    to refund to the Mortgagor any funds as may be determined to be overages;

         (iv)     for transfer to the Custodial Account in accordance with the terms of this Agreement;

         (v)      for application to restoration or repair of the Mortgaged Property;

         (vi)     to pay to the Company,  or to the  Mortgagor to the extent  required by law, any interest paid on
the funds deposited in the Escrow Account;

         (vii)    to clear and terminate the Escrow Account on the termination of this Agreement;

         (viii)   to pay to the  Mortgagors  or other  parties  Insurance  Proceeds  deposited in  accordance  with
Section 4.06; and

(viii)   to remove funds inadvertently placed in the Escrow Account by the Company.

         Section 4.08      Payment  of Taxes,  Insurance  and  Other  Charges;  Maintenance  of  Primary  Mortgage
         Insurance Policies; Collections Thereunder.

         With respect to each Mortgage Loan, the Company shall maintain  accurate records  reflecting the status of
ground rents, taxes,  assessments,  water rates and other charges which are or may become a lien upon the Mortgaged
Property and the status of primary mortgage  insurance  premiums and fire and hazard  insurance  coverage and shall
obtain,  from time to time, all bills for the payment of such charges,  including renewal premiums and shall effect
payment  thereof  prior to the  applicable  penalty or  termination  date and at a time  appropriate  for  securing
maximum  discounts  allowable,  employing for such purpose  deposits of the  Mortgagor in the Escrow  Account which
shall have been  estimated and  accumulated  by the Company in amounts  sufficient  for such  purposes,  as allowed
under the terms of the  Mortgage or  applicable  law. To the extent that the  Mortgage  does not provide for Escrow
Payments,  the Company  shall  determine  that any such  payments are made by the  Mortgagor at the time they first
become due.  The Company  assumes  full  responsibility  for the timely  payment of all such bills and shall effect
timely payments of all such bills  irrespective of the Mortgagor's  faithful  performance in the payment of same or
the making of the Escrow Payments and shall make advances from its own funds to effect such payments.

         The Company will maintain in full force and effect Primary Mortgage  Insurance  Policies or Lender Primary
Mortgage  Insurance  Policies  issued by a Qualified  Insurer  with  respect to each  Mortgage  Loan for which such
coverage is herein  required.  Such coverage will be terminated only with the approval of the Purchaser,  until the
LTV of the related  Mortgage Loan is reduced to that amount for which Fannie Mae no longer  requires such insurance
to be maintained,  or as required by applicable  law or regulation.  The Company will not cancel or refuse to renew
any Primary Mortgage  Insurance  Policy or Lender Primary  Mortgage  Insurance Policy in effect on the Closing Date
that is required to be kept in force under this Agreement unless a replacement  Primary  Mortgage  Insurance Policy
or  Lender  Primary  Mortgage  Insurance  Policy  for such  canceled  or  nonrenewed  policy is  obtained  from and
maintained  with a Qualified  Insurer.  The Company  shall not take any action which would  result in  non-coverage
under any applicable  Primary Mortgage  Insurance  Policy or Lender Primary  Mortgage  Insurance Policy of any loss
which,  but for the actions of the Company would have been covered  thereunder.  In connection  with any assumption
or substitution  agreement  entered into or to be entered into pursuant to Section 6.01, the Company shall promptly
notify the insurer  under the related  Primary  Mortgage  Insurance  Policy or Lender  Primary  Mortgage  Insurance
Policy,  if any, of such  assumption or  substitution  of liability in accordance with the terms of such policy and
shall take all actions which may be required by such insurer as a condition to the  continuation  of coverage under
the Primary  Mortgage  Insurance  Policy or Lender Primary  Mortgage  Insurance  Policy.  If such Primary  Mortgage
Insurance  Policy or Lender  Primary  Mortgage  Insurance  Policy is terminated  as a result of such  assumption or
substitution  of liability,  the Company shall obtain a replacement  Primary  Mortgage  Insurance  Policy or Lender
Primary Mortgage Insurance Policy as provided above.

         In connection  with its activities as servicer,  the Company  agrees to prepare and present,  on behalf of
itself and the Purchaser,  claims to the insurer under any Private  Mortgage  Insurance  Policy in a timely fashion
in  accordance  with the terms of such Primary  Mortgage  Insurance  Policy or Lender  Primary  Mortgage  Insurance
Policy  and,  in this  regard,  to take such  action as shall be  necessary  to permit  recovery  under any Primary
Mortgage  Insurance  Policy or Lender  Primary  Mortgage  Insurance  Policy  respecting a defaulted  Mortgage Loan.
Pursuant to Section 4.04,  any amounts  collected by the Company  under any Primary  Mortgage  Insurance  Policy or
Lender  Primary  Mortgage  Insurance  Policy shall be deposited in the  Custodial  Account,  subject to  withdrawal
pursuant to Section 4.05.

         Section 4.09      Transfer of Accounts.

         The Company may transfer  the  Custodial  Account or the Escrow  Account to a different  Eligible  Account
from time to time.  Such transfer  shall be made only upon  obtaining the prior written  consent of the  Purchaser,
which consent will not be unreasonably withheld.

         Section 4.10      Maintenance of Hazard Insurance.

         The Company shall cause to be maintained  for each Mortgage Loan fire and hazard  insurance  with extended
coverage  as is  acceptable  to Fannie Mae or FHLMC and  customary  in the area  where the  Mortgaged  Property  is
located in an amount which is equal to the greater of (a) the outstanding  principal  balance of the Mortgage Loan,
and (b) an amount  such that the  proceeds  thereof  shall be  sufficient  to  prevent  the  Mortgagor  and/or  the
mortgagee from becoming a co-insurer.  If required by the Flood Disaster  Protection Act of 1973, as amended,  each
Mortgage Loan shall be covered by a flood insurance  policy meeting the  requirements of the current  guidelines of
the Federal Insurance  Administration in effect with an insurance carrier  acceptable to Fannie Mae or FHLMC, in an
amount  representing  coverage not less than the lesser of (i) the  outstanding  principal  balance of the Mortgage
Loan,  (ii) the maximum  insurable  value of the  improvements  securing  such  Mortgage  Loan or (iii) the maximum
amount of insurance  which is available  under the Flood  Disaster  Protection  Act of 1973, as amended.  If at any
time during the term of the Mortgage Loan, the Company  determines in accordance  with  applicable law and pursuant
to the Fannie Mae Guides that a Mortgaged  Property  is located in a special  flood  hazard area and is not covered
by flood  insurance or is covered in an amount less than the amount  required by the Flood Disaster  Protection Act
of 1973, as amended,  the Company  shall notify the related  Mortgagor  that the  Mortgagor  must obtain such flood
insurance  coverage,  and if said Mortgagor fails to obtain the required flood insurance coverage within forty-five
(45) days after such  notification,  the Company shall  immediately force place the required flood insurance on the
Mortgagor's  behalf. The Company shall also maintain on each REO Property,  fire and hazard insurance with extended
coverage in an amount which is at least equal to the maximum  insurable value of the improvements  which are a part
of such property,  and, to the extent  required and available  under the Flood Disaster  Protection Act of 1973, as
amended,  flood  insurance in an amount as provided  above.  Any amounts  collected  by the Company  under any such
policies other than amounts to be deposited in the Escrow  Account and applied to the  restoration or repair of the
Mortgaged Property or REO Property,  or released to the Mortgagor in accordance with Accepted Servicing  Practices,
shall be deposited in the  Custodial  Account,  subject to  withdrawal  pursuant to Section  4.05. It is understood
and agreed that no other  additional  insurance  need be required by the Company of the  Mortgagor or maintained on
property  acquired in respect of the Mortgage Loan,  other than pursuant to this  Agreement,  the Fannie Mae Guides
or such  applicable  state or federal laws and  regulations  as shall at any time be in force and as shall  require
such additional  insurance.  All such policies shall be endorsed with standard  mortgagee clauses with loss payable
to the Company and its  successors  and/or  assigns and shall  provide for at least thirty (30) days prior  written
notice of any  cancellation,  reduction in the amount or material  change in coverage to the  Company.  The Company
shall not interfere  with the  Mortgagor's  freedom of choice in selecting  either his insurance  carrier or agent;
provided,  however,  that the Company shall not accept any such insurance policies from insurance  companies unless
such companies are Qualified Insurers.

         Section 4.11      Maintenance of Mortgage Impairment Insurance Policy.

         In the event that the Company  shall obtain and maintain a blanket  policy  issued by a Qualified  Insurer
insuring against hazard losses on all of the Mortgage Loans,  then, to the extent such policy provides  coverage in
an  amount  equal  to the  amount  required  pursuant  to  Section  4.10 and  otherwise  complies  with  all  other
requirements  of Section 4.10, it shall  conclusively  be deemed to have satisfied its  obligations as set forth in
Section 4.10, it being  understood and agreed that such policy may contain a deductible  clause,  in which case the
Company  shall,  in the event that there shall not have been  maintained on the related  Mortgaged  Property or REO
Property a policy  complying  with Section 4.10,  and there shall have been a loss which would have been covered by
such policy,  deposit in the Custodial  Account the amount not otherwise  payable under the blanket  policy because
of such  deductible  clause.  In  connection  with its  activities as servicer of the Mortgage  Loans,  the Company
agrees to prepare  and  present,  on behalf of the  Purchaser,  claims  under any such  blanket  policy in a timely
fashion in  accordance  with the terms of such policy.  Upon request of the  Purchaser,  the Company shall cause to
be  delivered  to the  Purchaser  a certified  true copy of such policy and shall use its best  efforts to obtain a
statement  from the insurer  thereunder  that such policy shall in no event be terminated  or  materially  modified
without thirty (30) days' prior written notice to the Purchaser.

         Section 4.12      Fidelity Bond, Errors and Omissions Insurance.

         The Company  shall  maintain,  at its own expense,  a blanket  fidelity  bond and an errors and  omissions
insurance  policy,  with broad  coverage with  responsible  companies on all  officers,  employees or other persons
acting in any capacity with regard to the Mortgage Loan to handle funds,  money,  documents and papers  relating to
the  Mortgage  Loan.  The Fidelity  Bond shall be in the form of the  Financial  Institution  Bond Form A and shall
protect and insure the Company against losses,  including forgery,  theft,  embezzlement and fraud of such persons.
The errors and omissions  insurance  shall protect and insure the Company  against losses arising out of errors and
omissions and negligent  acts of such persons.  Such errors and omissions  insurance  shall also protect and insure
the Company against losses in connection with the failure to maintain any insurance  policies  required pursuant to
this Agreement and the release or satisfaction  of a Mortgage Loan without having  obtained  payment in full of the
indebtedness  secured  thereby.  No  provision  of this Section  4.12  requiring  the  Fidelity  Bond or errors and
omissions  insurance  shall  diminish or relieve the Company from its duties and  obligations  as set forth in this
Agreement.  The  minimum  coverage  under  any  such  bond and  insurance  policy  shall  be at least  equal to the
corresponding  amounts  required  by Fannie Mae in the Fannie  Mae  Guides.  Upon  request  by the  Purchaser,  the
Company shall  deliver to the  Purchaser a  certificate  from the surety and the insurer as to the existence of the
Fidelity  Bond and errors and  omissions  insurance  policy and shall  obtain a  statement  from the surety and the
insurer  that such  Fidelity  Bond or insurance  policy  shall in no event be  terminated  or  materially  modified
without  thirty (30) days' prior written  notice to the  Purchaser.  The Company shall notify the Purchaser  within
five (5)  business  days of receipt of notice that such  Fidelity  Bond or  insurance  policy will be, or has been,
materially  modified or  terminated.  Upon request by the  Purchaser,  the Company shall provide the Purchaser with
an  insurance  certificate  certifying  coverage  under  this  Section  4.12,  and will  provide  an update to such
certificate upon request, or upon renewal or material modification of coverage.

         Section 4.13      Title, Management and Disposition of REO Property.

         In the event that  title to the  Mortgaged  Property  is  acquired  in  foreclosure  or by deed in lieu of
foreclosure,  the deed or  certificate  of sale shall be taken in the name of the Purchaser or its designee,  or in
the event the  Purchaser or its  designee is not  authorized  or  permitted  to hold title to real  property in the
state where the REO Property is located,  or would be adversely  affected under the "doing business" or tax laws of
such state by so  holding  title,  the deed or  certificate  of sale  shall be taken in the name of such  Person or
Persons as shall be  consistent  with an Opinion of Counsel  obtained by the Company from an attorney duly licensed
to practice  law in the state where the REO  Property is located.  Any Person or Persons  holding  such title other
than the  Purchaser  shall  acknowledge  in writing that such title is being held as nominee for the benefit of the
Purchaser.

         The Company  shall notify the Purchaser in accordance  with the Fannie Mae Guides of each  acquisition  of
REO  Property  upon  such  acquisition  (and,  in any  event,  shall  provide  notice  of the  consummation  of any
foreclosure  sale within three (3) Business  Days of the date the Company  receives  notice of such  consummation),
together  with a copy of the drive by appraisal or brokers  price  opinion of the  Mortgaged  Property  obtained in
connection  with such  acquisition,  and thereafter  assume the  responsibility  for marketing such REO property in
accordance  with  Accepted  Servicing  Practices.  Thereafter,  the  Company  shall  continue  to  provide  certain
administrative  services to the  Purchaser  relating to such REO  Property as set forth in this  Section  4.13.  No
Servicing  Fee  shall be  assessed  or  otherwise  accrue on any REO  Property  from and after the date on which it
becomes an REO Property.

         The Company shall,  either itself or through an agent selected by the Company,  and in accordance with the
Fannie Mae Guides  manage,  conserve,  protect  and operate  each REO  Property in the same manner that it manages,
conserves,  protects  and operates  other  foreclosed  property  for its own  account,  and in the same manner that
similar  property in the same  locality as the REO Property is managed.  The Company  shall cause each REO Property
to be inspected  promptly upon the  acquisition  of title thereto and shall cause each REO Property to be inspected
at least monthly  thereafter or more frequently as required by the  circumstances.  The Company shall make or cause
to be made a written  report of each such  inspection.  Such  reports  shall be retained in the  Mortgage  File and
copies thereof shall be forwarded by the Company to the Purchaser.

         The Company  shall use its best  efforts to dispose of the REO Property as soon as possible and shall sell
such REO  Property in any event  within  three (3) years after  title has been taken to such REO  Property.  No REO
Property shall be marketed for less than the Appraised  Value,  without the prior consent of the Purchaser.  No REO
Property shall be sold for less than ninety-five  percent (95%) of its Appraised  Value,  without the prior consent
of Purchaser.  All requests for  reimbursement  of Servicing  Advances  shall be in accordance  with the Fannie Mae
Guides.  The  disposition  of REO Property  shall be carried out by the Company at such price,  and upon such terms
and  conditions,  as the  Company  deems  to be in the  best  interests  of the  Purchaser  (subject  to the  above
conditions)  only with the prior written  consent of the Purchaser.  The Company shall provide  monthly  reports to
the Purchaser in reference to the status of the marketing of the REO Properties.

         Notwithstanding  anything to the contrary  contained  herein,  the Purchaser may, at the Purchaser's  sole
option,  terminate the Company as servicer of any such REO Property  without  payment of any  termination  fee with
respect thereto;  provided that the Company shall on the date said  termination  takes effect be reimbursed for any
unreimbursed  advances  of the  Company's  funds made  pursuant  to  Section  5.03 and any  unreimbursed  Servicing
Advances  and  Servicing  Fees  in  each  case  relating  to  the  Mortgage  Loan   underlying  such  REO  Property
notwithstanding  anything to the  contrary set forth in Section  4.05.  In the event of any such  termination,  the
provisions of Section 11.01 hereof shall apply to said  termination and the transfer of servicing  responsibilities
with  respect to such REO  Property to the  Purchaser or its  designee.  Within five (5) Business  Days of any such
termination,  the Company shall,  if necessary  convey such property to the Purchaser and shall further provide the
Purchaser  with the following  information  regarding  the subject REO Property:  the related drive by appraisal or
brokers  price  opinion,  and copies of any related  Mortgage  Impairment  Insurance  Policy  claims.  In addition,
within five (5)  Business  Days,  the Company  shall  provide the  Purchaser  with the  following  information  and
documents  regarding  the subject REO  Property:  the  related  trustee's  deed upon sale and copies of any related
hazard insurance claims, or repair bids.

         Section 4.14      Notification of Maturity Date.

          With respect to each  Mortgage  Loan,  the Company shall execute and deliver to the Mortgagor any and all
necessary  notices required under applicable law and the terms of the related Mortgage Note and Mortgage  regarding
the maturity date if required under applicable law.



                                                     ARTICLE V

                                             PAYMENTS TO THE PURCHASER

         Section 5.01      Distributions.

         On each Remittance Date, the Company shall  distribute by wire transfer of immediately  available funds to
the  Purchaser  (i) all amounts  credited  to the  Custodial  Account as of the close of business on the  preceding
Determination  Date, net of charges  against or withdrawals  from the Custodial  Account  pursuant to Section 4.05,
plus (ii) all Monthly  Advances,  if any,  which the Company is obligated to  distribute  pursuant to Section 5.03,
plus,  (iii)  interest at the Mortgage  Loan  Remittance  Rate on any  Principal  Prepayment  from the date of such
Principal  Prepayment  through the end of the month for which  disbursement  is made  provided  that the  Company's
obligation  as to payment of such  interest  shall be limited to the  Servicing  Fee earned during the month of the
distribution,  minus (iv) any amounts  attributable  to Monthly  Payments  collected but due on a Due Date or Dates
subsequent to the  preceding  Determination  Date,  which  amounts  shall be remitted on the  Remittance  Date next
succeeding  the Due Period for such amounts.  It is understood  that, by operation of Section 4.04,  the remittance
on the First  Remittance  Date with respect to Mortgage  Loans  purchased  pursuant to the related Term Sheet is to
include  principal  collected  after the Cut-off  Date  through the  preceding  Determination  Date plus  interest,
adjusted to the Mortgage Loan Remittance Rate collected  through such  Determination  Date exclusive of any portion
thereof  allocable to the period prior to the Cut-off Date, with the adjustments  specified in clauses (ii),  (iii)
and (iv) above.

         With respect to any  remittance  received by the Purchaser  after the  Remittance  Date, the Company shall
pay to the  Purchaser  interest on any such late payment at an annual rate equal to the Prime Rate,  adjusted as of
the date of each  change,  plus three (3)  percentage  points,  but in no event  greater  than the  maximum  amount
permitted by applicable  law. Such interest shall cover the period  commencing  with the day following the Business
Day such  payment was due and ending with the Business  Day on which such  payment is made to the  Purchaser,  both
inclusive.  The payment by the Company of any such  interest  shall not be deemed an  extension of time for payment
or a waiver  of any Event of  Default  by the  Company.  On each  Remittance  Date,  the  Company  shall  provide a
remittance report detailing all amounts being remitted pursuant to this Section 5.01.

         Section 5.02      Statements to the Purchaser.

         The Company shall furnish to the Purchaser an individual loan accounting  report,  as of the last Business
Day of each month,  in the Company's  assigned loan number order to document  Mortgage Loan payment  activity on an
individual  Mortgage Loan basis.  With respect to each month, the  corresponding  individual loan accounting report
shall be received by the Purchaser no later than the fifth  Business Day of the  following  month on a disk or tape
or other  computer-readable  format in such format as may be mutually  agreed  upon by both the  Purchaser  and the
Company,  and no later than the fifth  Business  Day of the  following  month in hard copy,  and shall  contain the
following:

         (i)  With  respect  to each  Monthly  Payment,  the  amount  of such  remittance  allocable  to  principal
(including  a separate  breakdown of any  Principal  Prepayment,  including  the date of such  prepayment,  and any
prepayment  penalties  or  premiums,  along with a detailed  report of interest  on  principal  prepayment  amounts
remitted in accordance with Section 4.04);

         (ii)  with respect to each Monthly Payment, the amount of such remittance allocable to interest;

         (iii)  the amount of servicing compensation received by the Company during the prior distribution period;

         (iv)  the aggregate Stated Principal Balance of the Mortgage Loans;

         (v) the  aggregate  of any  expenses  reimbursed  to the  Company  during  the prior  distribution  period
pursuant to Section 4.05; and

         (vi) The number and aggregate  outstanding  principal  balances of Mortgage Loans (a) delinquent (1) 30 to
59 days,  (2) 60 to 89 days, (3) 90 days or more; (b) as to which  foreclosure  has commenced;  and (c) as to which
REO Property has been acquired.

         The Company shall also provide a trial balance,  sorted in the Purchaser's  assigned loan number order, in
the form of Exhibit E hereto, with each such Report.

         The Company shall  prepare and file any and all  information  statements  or other filings  required to be
delivered to any governmental  taxing authority or to the Purchaser  pursuant to any applicable law with respect to
the  Mortgage  Loans and the  transactions  contemplated  hereby.  In  addition,  the  Company  shall  provide  the
Purchaser  with such  information  concerning  the Mortgage  Loans as is necessary for the Purchaser to prepare its
federal income tax return as the Purchaser may reasonably request from time to time.

         In  addition,  not more than  ninety (90) days after the end of each  calendar  year,  the  Company  shall
furnish  to each  Person  who was a  Purchaser  at any time  during  such  calendar  year an  annual  statement  in
accordance with the  requirements  of applicable  federal income tax law as to the aggregate of remittances for the
applicable portion of such year.

         Section 5.03      Monthly Advances by the Company.

         Not later than the close of business on the Business  Day  preceding  each  Remittance  Date,  the Company
shall  deposit in the  Custodial  Account an amount equal to all payments not  previously  advanced by the Company,
whether or not  deferred  pursuant to Section  4.01,  of  principal  (due after the Cut-off  Date) and interest not
allocable to the period prior to the Cut-off Date,  adjusted to the Mortgage Loan Remittance  Rate,  which were due
on a Mortgage Loan and delinquent at the close of business on the related Determination Date.

         The Company's  obligation to make such Monthly  Advances as to any Mortgage Loan will continue through the
last Monthly  Payment due prior to the payment in full of the Mortgage Loan, or through the  Remittance  Date prior
to the date on which the Mortgaged Property liquidates  (including  Insurance  Proceeds,  proceeds from the sale of
REO Property or  Condemnation  Proceeds) with respect to the Mortgage Loan unless the Company deems such advance to
be a Nonrecoverable  Advance.  In such event,  the Company shall deliver to the Purchaser an Officer's  Certificate
of the Company to the effect that an officer of the Company has  reviewed  the related  Mortgage  File and has made
the reasonable determination that any additional advances are nonrecoverable.

         Section 5.04      Liquidation Reports.

         Upon the foreclosure sale of any Mortgaged  Property or the acquisition  thereof by the Purchaser pursuant
to a deed-in-lieu  of foreclosure,  the Company shall submit to the Purchaser a liquidation  report with respect to
such  Mortgaged  Property in a form mutually  acceptable to the Company and the  Purchaser.  The Company shall also
provide reports on the status of REO Property containing such information as the Purchaser may reasonably require.



                                                    ARTICLE VI

                                           GENERAL SERVICING PROCEDURES

         Section 6.01      Assumption Agreements.

         The Company  will,  to the extent it has  knowledge of any  conveyance  or  prospective  conveyance by any
Mortgagor of the Mortgaged  Property  (whether by absolute  conveyance  or by contract of sale,  and whether or not
the Mortgagor  remains or is to remain liable under the Mortgage Note and/or the Mortgage),  exercise its rights to
accelerate  the  maturity of such  Mortgage  Loan under any  "due-on-sale"  clause to the extent  permitted by law;
provided,  however,  that the Company  shall not exercise any such rights if  prohibited by law or the terms of the
Mortgage  Note from doing so or if the  exercise of such  rights  would  impair or threaten to impair any  recovery
under the related Primary Mortgage  Insurance Policy or Lender Primary Mortgage  Insurance  Policy,  if any. If the
Company reasonably  believes it is unable under applicable law to enforce such  "due-on-sale"  clause, the Company,
will enter into an  assumption  agreement  with the person to whom the  Mortgaged  Property has been conveyed or is
proposed to be conveyed,  pursuant to which such person  becomes  liable under the Mortgage Note and, to the extent
permitted by applicable  state law, the Mortgagor  remains liable thereon.  Where an assumption is allowed pursuant
to this Section 6.01, the Company,  with the prior consent of the Purchaser and the primary  mortgage  insurer,  if
any, is  authorized  to enter into a  substitution  of liability  agreement  with the person to whom the  Mortgaged
Property  has been  conveyed or is proposed to be conveyed  pursuant to which the  original  mortgagor  is released
from  liability and such Person is  substituted  as mortgagor and becomes  liable under the related  Mortgage Note.
Any such substitution of liability agreement shall be in lieu of an assumption agreement.

         In  connection  with any such  assumption  or  substitution  of  liability,  the Company  shall follow the
underwriting  practices  and  procedures  of  the  Company.  With  respect  to an  assumption  or  substitution  of
liability,  the Mortgage  Interest Rate borne by the related  Mortgage Note, the amount of the Monthly  Payment and
the maturity  date may not be changed  (except  pursuant to the terms of the Mortgage  Note).  If the credit of the
proposed  transferee  does not meet such  underwriting  criteria,  the  Company  diligently  shall,  to the  extent
permitted by the Mortgage or the  Mortgage  Note and by  applicable  law,  accelerate  the maturity of the Mortgage
Loan. The Company shall notify the Purchaser that any such  substitution  of liability or assumption  agreement has
been  completed by forwarding to the  Purchaser  the original of any such  substitution  of liability or assumption
agreement,  which document shall be added to the related Mortgage File and shall,  for all purposes,  be considered
a part of such  Mortgage  File to the same  extent as all  other  documents  and  instruments  constituting  a part
thereof.  All fees  collected  by the  Company  for  entering  into an  assumption  or  substitution  of  liability
agreement shall belong to the Company.

         Notwithstanding  the foregoing  paragraphs of this Section or any other provision of this  Agreement,  the
Company  shall not be deemed to be in  default,  breach or any other  violation  of its  obligations  hereunder  by
reason of any  assumption  of a Mortgage  Loan by  operation  of law or any  assumption  which the  Company  may be
restricted  by law from  preventing,  for any reason  whatsoever.  For  purposes  of this  Section  6.01,  the term
"assumption"  is deemed to also  include a sale of the  Mortgaged  Property  subject  to the  Mortgage  that is not
accompanied by an assumption or substitution of liability agreement.

         Section 6.02      Satisfaction of Mortgages and Release of Mortgage Files.

         Upon the  payment in full of any  Mortgage  Loan,  or the receipt by the  Company of a  notification  that
payment in full will be escrowed in a manner customary for such purposes,  the Company will immediately  notify the
Purchaser  by a  certification,  which  certification  shall  include a  statement  to the effect  that all amounts
received or to be received in  connection  with such payment  which are  required to be deposited in the  Custodial
Account  pursuant  to Section  4.04 have been or will be so  deposited,  of a Servicing  Officer and shall  request
execution  of any  document  necessary  to satisfy  the  Mortgage  Loan and  delivery  to it of the  portion of the
Mortgage  File held by the  Purchaser or its  designee.  The  Purchaser  shall no later than five (5) Business Days
after  receipt of such  certification  and  request,  release or cause to be released to the  Company,  the related
Mortgage Loan Documents  and, upon its receipt of such  documents,  the Company shall promptly  prepare and deliver
to the  Purchaser  the  requisite  satisfaction  or release.  No later than five (5) Business  Days  following  its
receipt of such  satisfaction  or release,  the Purchaser shall deliver,  or cause to be delivered,  to the Company
the  release or  satisfaction  properly  executed  by the owner of record of the  applicable  mortgage  or its duly
appointed  attorney in fact. No expense  incurred in connection  with any  instrument  of  satisfaction  or deed of
reconveyance shall be chargeable to the Custodial Account.

         In the event the Company  satisfies or releases a Mortgage  without having obtained payment in full of the
indebtedness  secured by the Mortgage or should it otherwise  prejudice  any right the Purchaser may have under the
mortgage  instruments,  the Company, upon written demand, shall remit within two (2) Business Days to the Purchaser
the then outstanding  principal  balance of the related Mortgage Loan by deposit thereof in the Custodial  Account.
The Company shall maintain the Fidelity Bond and errors and omissions  insurance  insuring the Company  against any
loss it may sustain with respect to any Mortgage  Loan not satisfied in accordance  with the  procedures  set forth
herein.

         From time to time and as appropriate  for the servicing or  foreclosure  of the Mortgage  Loan,  including
for the purpose of collection  under any Primary Mortgage  Insurance  Policy or Lender Primary  Mortgage  Insurance
Policy,  the  Purchaser  shall,  upon request of the Company and delivery to the  Purchaser of a servicing  receipt
signed by a Servicing  Officer,  release the portion of the  Mortgage  File held by the  Purchaser  to the Company.
Such servicing  receipt shall obligate the Company to return the related  Mortgage  documents to the Purchaser when
the need  therefor  by the  Company  no  longer  exists,  unless  the  Mortgage  Loan has been  liquidated  and the
Liquidation  Proceeds  relating to the Mortgage Loan have been  deposited in the Custodial  Account or the Mortgage
File or such  document  has been  delivered  to an attorney,  or to a public  trustee or other  public  official as
required by law, for purposes of initiating or pursuing legal action or other  proceedings  for the  foreclosure of
the  Mortgaged  Property  either  judicially  or  non-judicially,  and the Company has delivered to the Purchaser a
certificate  of a Servicing  Officer  certifying  as to the name and  address of the Person to which such  Mortgage
File or such  document was delivered  and the purpose or purposes of such  delivery.  Upon receipt of a certificate
of a Servicing  Officer stating that such Mortgage Loan was liquidated,  the servicing receipt shall be released by
the Purchaser to the Company.

         Section 6.03      Servicing Compensation.

         As compensation for its services  hereunder,  the Company shall be entitled to withdraw from the Custodial
Account (to the extent of interest  payments  collected on the Mortgage Loans) or to retain from interest  payments
collected on the Mortgage Loans,  the amounts  provided for as the Company's  Servicing Fee,  subject to payment of
compensating  interest on Principal  Prepayments  as capped by the  Servicing  Fee  pursuant to Section  5.01(iii).
Additional  servicing  compensation  in the form of assumption  fees, as provided in Section 6.01, and late payment
charges or otherwise  shall be retained by the Company to the extent not required to be deposited in the  Custodial
Account.  The Company  shall be required  to pay all  expenses  incurred  by it in  connection  with its  servicing
activities hereunder and shall not be entitled to reimbursement therefor except as specifically provided for.

         Section 6.04      [Reserved]

         Section 6.05      [Reserved]

         Section 6.06      Purchaser's Right to Examine the Company Records.

         The  Purchaser  shall have the right to examine and audit upon  reasonable  notice to the Company,  during
business hours or at such other times as might be reasonable  under  applicable  circumstances,  any and all of the
books,  records,  documentation or other  information of the Company,  or held by another for the Company or on its
behalf or otherwise,  which  relates to the  performance  or  observance by the Company of the terms,  covenants or
conditions of this Agreement.

         The Company shall provide to the Purchaser and any  supervisory  agents or examiners  representing a state
or federal  governmental agency having jurisdiction over the Purchaser,  including but not limited to OTS, FDIC and
other similar entities,  access to any documentation  regarding the Mortgage Loans in the possession of the Company
which  may be  required  by any  applicable  regulations.  Such  access  shall be  afforded  without  charge,  upon
reasonable  request,  during normal  business hours and at the offices of the Company,  and in accordance  with the
FDIC, OTS, or any other similar federal or state regulations, as applicable.

                                                    ARTICLE VII

                                        REPORTS TO BE PREPARED BY SERVICER

         Section 7.01      Company Shall Provide Information as Reasonably Required.

         The Company shall furnish to the Purchaser  during the term of this Agreement,  such periodic,  special or
other  reports,  information  or  documentation,  whether  or not  provided  for  herein,  as shall  be  necessary,
reasonable  or  appropriate  in respect to the  Purchaser,  or otherwise  in respect to the Mortgage  Loans and the
performance of the Company under this Agreement,  including any reports,  information or  documentation  reasonably
required to comply with any  regulations  regarding any  supervisory  agents or examiners of the Purchaser all such
reports or information to be as provided by and in accordance with such applicable  instructions  and directions as
the Purchaser may  reasonably  request in relation to this  Agreement or the  performance of the Company under this
Agreement.  The  Company  agrees to  execute  and  deliver  all such  instruments  and take all such  action as the
Purchaser,  from time to time,  may  reasonably  request in order to  effectuate  the  purpose and to carry out the
terms of this Agreement.

         In connection  with  marketing  the Mortgage  Loans,  the  Purchaser  may make  available to a prospective
purchaser  audited  financial  statements of the Company for the most  recently  completed two (2) fiscal years for
which such  statements are available,  as well as a Consolidated  Statement of Condition at the end of the last two
(2) fiscal years covered by any  Consolidated  Statement of Operations.  If it has not already done so, the Company
shall furnish  promptly to the Purchaser or a prospective  purchaser  copies of the statements  specified  above if
reasonably requested.

         The  Company  shall  make  reasonably   available  to  the  Purchaser  or  any  prospective   Purchaser  a
knowledgeable  financial  or  accounting  officer  for  the  purpose  of  answering  questions  and to  permit  any
prospective  purchaser  to  inspect  the  Company's  servicing  facilities  for  the  purpose  of  satisfying  such
prospective  purchaser  that the  Company  has the  ability to  service  the  Mortgage  Loans as  provided  in this
Agreement.



                                                   ARTICLE VIII

                                                   THE SERVICER

         Section 8.01      Indemnification; Third Party Claims.

                  The Company  agrees to indemnify the  Purchaser and hold it harmless  against any and all claims,
losses, damages,  penalties,  fines,  forfeitures,  legal fees and related costs,  judgments,  and any other costs,
fees and expenses  that the  Purchaser  may sustain in any way related to the failure of the Company to observe and
perform its duties,  obligations,  covenants,  and  agreements to service the Mortgage  Loans in strict  compliance
with the terms of this  Agreement,  including,  but not  limited  to,  the loss,  damage,  or  misplacement  of any
documentation  delivered  to the  Company  pursuant  to Section  2.07 and the  Company's  failure  to perform  the
obligations  set forth in Section  11.10.  The  Company  agrees to  indemnify  the  Purchaser  and hold it harmless
against  any and all  claims,  losses,  damages,  penalties,  fines,  forfeitures,  legal fees and  related  costs,
judgments,  and any other  costs,  fees and  expenses  that the  Purchaser  may  sustain in any way from any claim,
demand,  defense or assertion  based on or grounded upon, or resulting from any assertion  based on,  grounded upon
or resulting  from a breach or alleged breach of any of the  representation  or warranty set forth in Sections 3.01
or 3.02 of  this  Agreement.  The  Company  shall  immediately  notify  the  Purchaser  if a claim  covered  by the
indemnification  herein is made by a third  party  against  the  Company  with  respect  to this  Agreement  or the
Mortgage  Loans,  assume (with the consent of the  Purchaser) the defense of any such claim and pay all expenses in
connection  therewith,  including  counsel  fees,  whether  or not such  claim is settled  prior to  judgment,  and
promptly  pay,  discharge  and satisfy any judgment or decree which may be entered  against it or the  Purchaser in
respect  of such  claim.  The  Company  shall  follow any  written  instructions  received  from the  Purchaser  in
connection  with such claim.  The Purchaser  shall  promptly  reimburse the Company for all amounts  advanced by it
pursuant to the two  preceding  sentences  except  when the claim  relates to the failure of the Company to service
and administer the Mortgages in strict  compliance with the terms of this Agreement,  the breach of  representation
or  warranty  set forth in  Sections  3.01 or 3.02,  or the  negligence,  bad faith or  willful  misconduct  of the
Company. The provisions of this Section 8.01 shall survive termination of this Agreement.

         Section 8.02      Merger or Consolidation of the Company.

         The  Company  will  keep in full  effect  its  existence,  rights  and  franchises  under  the laws of the
jurisdiction of  organization  except as permitted  herein,  and will obtain and preserve its  qualification  to do
business in each other  jurisdiction in which such  qualification  is or shall be necessary to protect the validity
and enforceability of this Agreement, or any of the Mortgage Loans and to perform its duties under this Agreement.

         Any Person into which the Company may be merged or  consolidated,  or any  corporation  resulting from any
merger,  conversion  or  consolidation  to which the  Company  shall be a party,  or any Person  succeeding  to the
business  of the  Company  whether  or not  related  to loan  servicing,  shall  be the  successor  of the  Company
hereunder,  without  the  execution  or filing of any paper or any  further  act on the part of any of the  parties
hereto,  anything  herein to the  contrary  notwithstanding;  provided,  however,  that the  successor or surviving
Person  shall be an  institution  (i) having a GAAP net worth of not less than  $25,000,000,  (ii) the  deposits of
which are insured by the FDIC,  SAIF and/or BIF, and which is a HUD-approved  mortgagee  whose primary  business is
in  origination  and  servicing  of first lien  mortgage  loans,  and (iii) who is a Fannie  Mae or FHLMC  approved
seller/servicer in good standing.

         Section 8.03      Limitation on Liability of the Company and Others.

         Neither  the  Company  nor any of the  officers,  employees  or agents of the  Company  shall be under any
liability  to the  Purchaser  for any action  taken or for  refraining  from the taking of any action in good faith
pursuant to this Agreement,  or for errors in judgment made in good faith;  provided,  however, that this provision
shall not protect the Company or any such person against any breach of warranties or  representations  made herein,
or failure to perform its  obligations in strict  compliance with any standard of care set forth in this Agreement,
or any liability  which would  otherwise be imposed by reason of negligence,  bad faith or willful  misconduct,  or
any breach of the terms and  conditions of this  Agreement.  The Company and any officer,  employee or agent of the
Company may rely in good faith on any  document of any kind prima facie  properly  executed  and  submitted  by the
Purchaser  respecting any matters  arising  hereunder.  The Company shall not be under any obligation to appear in,
prosecute  or defend any legal  action  which is not  incidental  to its duties to service  the  Mortgage  Loans in
accordance  with this  Agreement and which in its  reasonable  opinion may involve it in any expenses or liability;
provided,  however,  that the Company may,  with the consent of the  Purchaser,  undertake any such action which it
may deem  necessary or desirable in respect to this Agreement and the rights and duties of the parties  hereto.  In
such event, the reasonable legal expenses and costs of such action and any liability  resulting  therefrom shall be
expenses,  costs and  liabilities  for which the Purchaser will be liable,  and the Company shall be entitled to be
reimbursed therefor from the Purchaser upon written demand.

         Section 8.04      Company Not to Assign or Resign.

         The Company shall not assign this  Agreement or resign from the  obligations  and duties hereby imposed on
it except by mutual consent of the Company and the Purchaser or upon the  determination  that its servicing  duties
hereunder are no longer  permissible under applicable law and such incapacity  cannot be cured by the Company.  Any
such  determination  permitting the  resignation of the Company shall be evidenced by an Opinion of Counsel to such
effect  delivered to the  Purchaser.  No such  resignation  shall  become  effective  until a successor  shall have
assumed the Company's responsibilities and obligations hereunder in the manner provided in Section 11.01.

         Section 8.05      No Transfer of Servicing.

         With  respect to the  retention  of the  Company to service  the  Mortgage  Loans  hereunder,  the Company
acknowledges that the Purchaser has acted in reliance upon the Company's  independent  status,  the adequacy of its
servicing facilities,  plan, personnel,  records and procedures,  its integrity,  reputation and financial standing
and the  continuance  thereof.  Without in any way limiting the  generality of this Section,  the Company shall not
either assign this Agreement or the servicing  hereunder or delegate its rights or duties  hereunder or any portion
thereof,  or sell or otherwise  dispose of all or  substantially  all of its property or assets,  without the prior
written  approval of the Purchaser,  which consent shall be granted or withheld in the Purchaser's sole discretion,
unless the Company meets the requirements of the last sentence of Section 8.02 herein after any such disposition.

         Without in any way limiting the  generality  of this Section  8.05,  in the event that the Company  either
shall assign this  Agreement or the servicing  responsibilities  hereunder or delegate its duties  hereunder or any
portion thereof without (i) satisfying the  requirements  set forth herein or (ii) the prior written consent of the
Purchaser,  then the  Purchaser  shall have the right to  terminate  this  Agreement,  without  any  payment of any
penalty or damages and without any  liability  whatsoever  to the Company  (other than with  respect to accrued but
unpaid Servicing Fees and Servicing Advances remaining unpaid) or any third party.





                                                    ARTICLE IX

                                                      DEFAULT

         Section 9.01      Events of Default.

         In case one or more of the  following  Events of Default by the  Company  shall  occur and be  continuing,
that is to say:

         (i) any  failure by the  Company  to remit to the  Purchaser  any  payment  required  to be made under the
terms of this Agreement  which  continues  unremedied for a period of one (1) Business Day after receipt of written
notice to the Company; or

         (ii) failure on the part of the Company  duly to observe or perform in any  material  respect any other of
the covenants or agreements on the part of the Company set forth in this Agreement which  continues  unremedied for
a period of thirty  (30) days after the date on which  written  notice of such  failure,  requiring  the same to be
remedied, shall have been given to the Company by the Purchaser; or

         (iii) a decree  or order of a court  or  agency  or  supervisory  authority  having  jurisdiction  for the
appointment  of a conservator  or receiver or  liquidator  in any  insolvency,  bankruptcy,  readjustment  of debt,
marshalling  of assets  and  liabilities  or similar  proceedings,  or for the  winding-up  or  liquidation  of its
affairs,  shall have been  entered  against  the  Company  and such  decree or order  shall have  remained in force
undischarged or unstayed for a period of sixty (60) days; or

         (iv) the Company  shall  consent to the  appointment  of a  conservator  or receiver or  liquidator in any
insolvency,  bankruptcy,  readjustment of debt,  marshalling of assets and liabilities or similar proceedings of or
relating to the Company or of or relating to all or substantially all of its property; or

         (v) the Company  shall  admit in writing  its  inability  to pay its debts  generally  as they become due,
file a petition to take advantage of any applicable  insolvency or reorganization  statute,  make an assignment for
the benefit of its creditors, or voluntarily suspend payment of its obligations; or

         (vi) the  Company  ceases to be  approved  by either  Fannie  Mae or FHLMC as a  mortgage  loan  seller or
servicer for more than thirty (30) days; or

         (vii) the  Company  attempts  to assign  its right to  servicing  compensation  hereunder  or the  Company
attempts,  without the consent of the Purchaser,  to sell or otherwise  dispose of all or substantially  all of its
property  or assets  (except as  expressly  permitted  hereunder)  or to assign  this  Agreement  or the  servicing
responsibilities  hereunder  (except as expressly  permitted  hereunder) or to delegate its duties hereunder or any
portion thereof; or

         (viii) the Company  ceases to be (a)  licensed to service  first lien  residential  mortgage  loans in any
jurisdiction  in which a  Mortgaged  Property is located and such  licensing  is  required,  and (b)  qualified  to
transact  business  in  any  jurisdiction  where  it is  currently  so  qualified,  but  only  to the  extent  such
non-qualification materially and adversely affects the Company's ability to perform its obligations hereunder; or

         (ix)   the Company fails to meet the eligibility criteria set forth in the last sentence of Section 8.02.

         Then,  and in each and every such case, so long as an Event of Default shall not have been  remedied,  the
Purchaser,  by notice in writing to the Company  (except in the case of an Event of Default  under  clauses  (iii),
(iv) or (v) above,  in which  case,  automatically  and without  notice)  the Company  may, in addition to whatever
rights  the  Purchaser  may  have  under  Sections  3.03 and 8.01 and at law or  equity  or to  damages,  including
injunctive  relief and specific  performance,  terminate all the rights and  obligations  of the Company under this
Agreement  and in and to the  Mortgage  Loans and the proceeds  thereof  without  compensating  the Company for the
same.  On or after the  receipt  by the  Company of such  written  notice  (or,  in the case of an Event of Default
under clauses (iii), (iv) or (v) above, in which case,  automatically and without notice),  all authority and power
of the Company under this  Agreement,  whether with respect to the Mortgage  Loans or otherwise,  shall pass to and
be vested in the successor  appointed  pursuant to Section  11.01.  Upon written  request from the  Purchaser,  the
Company  shall  prepare,  execute  and  deliver,  any  and all  documents  and  other  instruments,  place  in such
successor's  possession all Mortgage Files,  and do or accomplish all other acts or things necessary or appropriate
to effect the  purposes  of such notice of  termination,  whether to  complete  the  transfer  and  endorsement  or
assignment of the Mortgage Loans and related documents,  or otherwise,  at the Company's sole expense.  The Company
agrees  to  cooperate  with the  Purchaser  and such  successor  in  effecting  the  termination  of the  Company's
responsibilities  and  rights  hereunder,  including,  without  limitation,  the  transfer  to such  successor  for
administration  by it of all cash  amounts  which shall at the time be  credited  by the  Company to the  Custodial
Account or Escrow Account or thereafter received with respect to the Mortgage Loans or any REO Property.

         Section 9.02      Waiver of Defaults.

         The  Purchaser  may waive only by written  notice any  default by the  Company in the  performance  of its
obligations  hereunder and its  consequences.  Upon any such waiver of a past default,  such default shall cease to
exist,  and any Event of Default arising  therefrom shall be deemed to have been remedied for every purpose of this
Agreement.  No such waiver shall extend to any subsequent or other default or impair any right  consequent  thereon
except to the extent expressly so waived in writing.



                                                     ARTICLE X

                                                    TERMINATION

         Section 10.01     Termination.

         The respective  obligations  and  responsibilities  of the Company shall  terminate upon: (i) the later of
the final  payment or other  liquidation  (or any advance with respect  thereto) of the last  Mortgage Loan and the
disposition  of all  remaining  REO  Property  and the  remittance  of all funds due  hereunder;  or (ii) by mutual
consent of the  Company  and the  Purchaser  in writing;  or (iii)  termination  with cause under the terms of this
Agreement.

                                                    ARTICLE XI

                                             MISCELLANEOUS PROVISIONS

         Section 11.01     Successor to the Company.

         Prior to  termination  of the  Company's  responsibilities  and duties  under this  Agreement  pursuant to
Sections 4.03,  4.13,  8.04,  9.01,  10.01 (ii) or (iii),  the Purchaser shall (i) succeed to and assume all of the
Company's  responsibilities,  rights,  duties and  obligations  under this  Agreement,  or (ii) appoint a successor
having the  characteristics  set forth in Section 8.02 hereof and which shall  succeed to all rights and assume all
of the  responsibilities,  duties and  liabilities of the Company under this Agreement  prior to the termination of
the Company's  responsibilities,  duties and liabilities under this Agreement.  In connection with such appointment
and assumption,  the Purchaser may make such  arrangements  for the  compensation of such successor out of payments
on Mortgage  Loans as the  Purchaser  and such  successor  shall  agree.  In the event that the  Company's  duties,
responsibilities  and  liabilities  under  this  Agreement  should be  terminated  pursuant  to the  aforementioned
Sections,  the  Company  shall  discharge  such  duties and  responsibilities  during  the period  from the date it
acquires  knowledge of such  termination  until the  effective  date thereof with the same degree of diligence  and
prudence which it is obligated to exercise under this  Agreement,  and shall take no action  whatsoever  that might
impair or  prejudice  the  rights or  financial  condition  of its  successor.  The  resignation  or removal of the
Company  pursuant to the  aforementioned  Sections shall not become  effective until a successor shall be appointed
pursuant to this  Section and shall in no event  relieve the Company of the  representations  and  warranties  made
pursuant to Sections  3.01 and 3.02 and the remedies  available to the Purchaser  under  Sections 3.03 and 8.01, it
being  understood and agreed that the provisions of such Sections 3.01,  3.02, 3.03 and 8.01 shall be applicable to
the Company  notwithstanding  any such  resignation  or  termination  of the Company,  or the  termination  of this
Agreement.

         Any successor  appointed as provided  herein shall execute,  acknowledge and deliver to the Company and to
the Purchaser an instrument  accepting such  appointment,  whereupon such successor  shall become fully vested with
all the rights, powers, duties,  responsibilities,  obligations and liabilities of the Company, with like effect as
if originally  named as a party to this  Agreement.  Any  termination  or resignation of the Company or termination
of this  Agreement  pursuant  to Section  4.03,  4.13,  8.04,  9.01 or 10.01  shall not affect any claims  that the
Purchaser may have against the Company arising prior to any such termination or resignation.

         The Company shall  promptly  deliver to the  successor  the funds in the Custodial  Account and the Escrow
Account and the Mortgage  Files and related  documents  and  statements  held by it hereunder and the Company shall
account for all funds.  The Company  shall  execute and deliver  such  instruments  and do such other things all as
may  reasonably  be  required  to more fully and  definitely  vest and confirm in the  successor  all such  rights,
powers,  duties,  responsibilities,   obligations  and  liabilities  of  the  Company.  The  successor  shall  make
arrangements as it may deem  appropriate to reimburse the Company for  Nonrecoverable  Advances which the successor
retains  hereunder and which would otherwise have been recovered by the Company  pursuant to this Agreement but for
the appointment of the successor servicer.

         Upon a successor's  acceptance of appointment as such, the party who obtained such successor  shall notify
by mail the other party of such appointment.

         Section 11.02     Amendment.

         This  Agreement  may be amended from time to time by the Company and the  Purchaser  by written  agreement
signed by the Company and the Purchaser.

         Section 11.03     [Reserved]

         Section 11.04     Governing Law.

         This  Agreement and the related Term Sheet shall be governed by and construed in accordance  with the laws
of the State of New York except to the extent  preempted by Federal law.  The  obligations,  rights and remedies of
the parties hereunder shall be determined in accordance with such laws.

         Section 11.05     Notices.

         Any  demands,  notices or other  communications  permitted or required  hereunder  shall be in writing and
shall be deemed  conclusively to have been given if personally  delivered at or mailed by registered mail,  postage
prepaid,  and return  receipt  requested or certified  mail,  return  receipt  requested,  or transmitted by telex,
telegraph or telecopier and confirmed by a similar mailed writing, as follows:

         (i)      if to the Company:

                  Mid America Bank, fsb
                  2650 Warrenville Road, Suite 500
                  Downers Grove, Illinois 60515
                  Attention:  Theresa Mann
                  Fax:  (630) 799-7964

                  and with respect to notices relating to servicing matters:

                  Mid America Bank, fsb
                  2650 Warrenville Road, Suite 500
                  Downers Grove, Illinois 60515
                  Attention:  Ann Ryan
                  Fax:  (630) 799-7964

         (ii)     if to the Purchaser:

                  EMC Mortgage Corporation
                  Mac Arthur Ridge II,
                  909 Hidden Ridge Drive, Suite 200
                  Irving, Texas 75038
                  Attention:  Ms. Ralene Ruyle
                  Telecopier No.:  (972) 444-2810

                  With a copy to:

                  Bear Stearns Mortgage Capital Corporation
                  383 Madison Avenue
                  New York, New York 10179
                  Attention:  Steven Trombetta

or such other  address as may  hereafter be furnished  to the other party by like notice.  Any such demand,  notice
or  communication  hereunder  shall be deemed to have been  received  on the date  delivered  to or received at the
premises of the addressee  (as  evidenced,  in the case of  registered or certified  mail, by the date noted on the
return receipt).

         Section 11.06     Severability of Provisions.

         Any part,  provision,  representation  or warranty of this  Agreement  and the related Term Sheet which is
prohibited or which is held to be void or  unenforceable  shall be ineffective to the extent of such prohibition or
unenforceability  without  invalidating the remaining  provisions  hereof. Any part,  provision,  representation or
warranty of this  Agreement  which is prohibited or  unenforceable  or is held to be void or  unenforceable  in any
jurisdiction shall be ineffective,  as to such jurisdiction,  to the extent of such prohibition or unenforceability
without  invalidating  the  remaining  provisions  hereof,  and any such  prohibition  or  unenforceability  in any
jurisdiction  as to any Mortgage Loan shall not  invalidate  or render  unenforceable  such  provision in any other
jurisdiction.  To the extent  permitted  by  applicable  law, the parties  hereto  waive any  provision of law that
prohibits  or renders void or  unenforceable  any  provision  hereof.  If the  invalidity  of any part,  provision,
representation  or warranty  of this  Agreement  shall  deprive any party of the  economic  benefit  intended to be
conferred by this  Agreement,  the parties  shall  negotiate,  in good faith,  to develop a structure  the economic
effect of which is nearly as possible  the same as the economic  effect of this  Agreement  without  regard to such
invalidity.

         Section 11.07     Exhibits.

         The exhibits to this  Agreement  are hereby  incorporated  and made a part hereof and are an integral part
of this Agreement.

         Section 11.08     General Interpretive Principles.

         For purposes of this Agreement,  except as otherwise  expressly  provided or unless the context  otherwise
requires:

         (i)      the terms  defined in this  Agreement  have the meanings  assigned to them in this  Agreement and
include the plural as well as the  singular,  and the use of any gender herein shall be deemed to include the other
gender;

         (ii)     accounting  terms not otherwise  defined herein have the meanings  assigned to them in accordance
with generally accepted accounting principles;

         (iii)    references herein to "Articles", "Sections",  Subsections",  "Paragraphs", and other subdivisions
without  reference  to a  document  are  to  designated  Articles,  Sections,  Subsections,  Paragraphs  and  other
subdivisions of this Agreement;

         (iv)     a reference  to a  Subsection  without  further  reference  to a Section is a  reference  to such
Subsection  as  contained  in the same Section in which the  reference  appears,  and this rule shall also apply to
Paragraphs and other subdivisions;

         (v)      the words  "herein",  "hereof ",  "hereunder"  and other  words of similar  import  refer to this
Agreement as a whole and not to any particular provision;

         (vi)     the term "include" or "including" shall mean without limitation by reason of enumeration; and

         (viii)   headings of the Articles and  Sections in this  Agreement  are for  reference  purposes  only and
shall not be deemed to have any substantive effect.

         Section 11.09     Reproduction of Documents.

         This Agreement and all documents relating thereto,  including,  without limitation,  (i) consents, waivers
and modifications which may hereafter be executed,  (ii) documents received by any party at the closing,  and (iii)
financial statements,  certificates and other information  previously or hereafter furnished,  may be reproduced by
any  photographic,  photostatic,  microfilm,  micro-card,  miniature  photographic  or other similar  process.  The
parties agree that any such  reproduction  shall be  admissible in evidence as the original  itself in any judicial
or  administrative  proceeding,  whether or not the original is in existence  and whether or not such  reproduction
was  made  by a party  in the  regular  course  of  business,  and  that  any  enlargement,  facsimile  or  further
reproduction of such reproduction shall likewise be admissible in evidence.

         Section 11.10     Confidentiality of Information.

         Each  party  recognizes  that,  in  connection  with this  Agreement,  it may become  privy to  non-public
information  regarding the financial  condition,  operations and prospects of the other party. Each party agrees to
keep all non-public  information regarding the other party strictly  confidential,  and to use all such information
solely in order to  effectuate  the purpose of the  Agreement;  provided  that each party may provide  confidential
information  to its  employees,  agents  and  affiliates  who  have a need to know  such  information  in  order to
effectuate the transaction.  In addition,  confidential  information may be provided to a regulatory authority with
supervisory  power  over the  Purchaser,  provided  such  information  is  identified  as  confidential  non-public
information.

         The Company agrees that the Company (i) shall comply with any applicable laws and  regulations  regarding
the privacy and security of Consumer Information including,  but not limited to the  Gramm-Leach-Bliley  Act, Title
V, Subtitle A, 15 U.S.C. § 6801 et seq., (ii) shall not use Consumer  Information in any manner  inconsistent with
any applicable laws and regulations  regarding the privacy and security of Consumer  Information,  (iii) shall not
disclose  Consumer  Information to third parties except at the specific written  direction of the Purchaser,  (iv)
shall maintain adequate  physical,  technical and administrative  safeguards to protect Consumer  Information from
unauthorized  access as provided by the applicable  laws and  regulations,  and (v) shall  immediately  notify the
Purchaser of any actual or  suspected  breach of the  confidentiality  of Consumer  Information  that would have a
material and adverse effect on the Purchaser.

         Section 11.11     Recordation of Assignments of Mortgage.

         To the extent  permitted by  applicable  law, each of the  Assignments  is subject to  recordation  in all
appropriate  public  offices for real property  records in all the counties or other  comparable  jurisdictions  in
which any or all of the Mortgaged  Properties are situated,  and in any other  appropriate  public recording office
or elsewhere,  such recordation to be effected by and at the Company's  expense in the event  recordation is either
necessary under applicable law or requested by the Purchaser at its sole option.

         Section 11.12     Assignment.

     The Purchaser shall have the right, without the consent of the Company, to assign, in whole or in part, its
     interest under this Agreement with respect to some or all of the Mortgage Loans, and designate any person to
     exercise any rights of the Purchaser hereunder, by executing a Purchase,  Assignment, Assumption and
     Recognition Agreement substantially in the form of Exhibit D hereto and the assignee or designee shall
     accede to the rights and obligations hereunder of the Purchaser with respect to such Mortgage Loans.  In no
     event shall the Purchaser sell a partial interest in any Mortgage Loan without the written consent of the
     Company, which consent shall not be unreasonably denied.  All references to the Purchaser in this Agreement
     shall be deemed to include its assignee or designee.  The Company shall have the right, only with the
     consent of the Purchaser or otherwise in accordance with this Agreement, to assign, in whole or in part, its
     interest under this Agreement with respect to some or all of the Mortgage Loans.


         Section 11.13     No Partnership.

         Nothing  herein  contained  shall be  deemed or  construed  to create a  co-partnership  or joint  venture
between the parties hereto and the services of the Company shall be rendered as an  independent  contractor and not
as agent for the Purchaser.

         Section 11.14     Signature Pages/Counterparts; Successors and Assigns.

         This  Agreement  and/or any Term Sheet shall be  executed by each party (i) in one or more fully  executed
copies,  each of which shall constitute a fully executed  original  Agreement,  and/or (ii) in counterparts  having
one or more  original  signatures,  and all such  counterparts  containing  the original  signatures  of all of the
parties hereto taken together shall  constitute a fully executed  original  Agreement or Term Sheet, as applicable,
and/or (iii) by delivery of one or more original  signed  signature  pages to the other parties  hereto (x) by mail
or courier, and/or (y) by electronic transmission,  including without limitation by telecopier,  facsimile or email
of a scanned image  ("Electronic  Transmission"),  each of which as received  shall  constitute for all purposes an
executed  original  signature  page of such party.  The Purchaser may deliver a copy of this  Agreement  and/or any
Term  Sheet,  fully  executed  as  provided  herein,  to each other  party  hereto by mail  and/or  courier  and/or
Electronic  Transmission,  and such copy as so delivered shall  constitute a fully executed  original  Agreement or
Term Sheet, as applicable,  superseding any prior form of the Agreement or Term Sheet, as applicable,  that differs
therefrom  in any  respect.  This  Agreement  shall inure to the benefit of and be binding upon the Company and the
Purchaser and their respective successor and assigns.

         Section 11.15     Entire Agreement.

         The Company  acknowledges that no representations,  agreements or promises were made to the Company by the
Purchaser or any of its employees other than those  representations,  agreements or promises specifically contained
herein and in the  Confirmation.  The  Confirmation  and this  Agreement  and the related Term Sheet sets forth the
entire  understanding  between the parties  hereto;  provided,  however,  only this  Agreement and the related Term
Sheet  shall be  binding  upon all  successors  of both  parties.  In the event of any  inconsistency  between  the
Confirmation and this Agreement, this Agreement and the related Term Sheet shall control.

         Section 11.16.  No Solicitation.

         From and after the Closing  Date,  the Company  agrees that it will not take any action or permit or cause
any action to be taken by any of its agents or  affiliates,  to  personally,  by  telephone  or mail,  solicit  the
Mortgagor  under any Mortgage Loan to refinance the Mortgage  Loan, in whole or in part,  without the prior written
consent  of the  Purchaser.  Notwithstanding  the  foregoing,  it is  understood  and  agreed  that (i)  promotions
undertaken  by the Company or any affiliate of the Company  which are directed to the general  public at large,  or
segments  thereof,  provided that no segment  shall consist  primarily of the Mortgage  Loans,  including,  without
limitation,   mass  mailing  based  on  commercially  acquired  mailing  lists,  newspaper,  radio  and  television
advertisements  and (ii)  responses  to  unsolicited  requests or  inquiries  made by a Mortgagor  or an agent of a
Mortgagor,  shall not constitute  solicitation  under this Section 11.16. This Section 11.16 shall not be deemed to
preclude the Company or any of its affiliates  from  soliciting any Mortgagor for any other  financial  products or
services.  The Company  shall use its best  efforts to prevent the sale of the name of any  Mortgagor to any Person
who is not affiliate of the Company.

         Section 11.17.  Closing.

         The closing  for the  purchase  and sale of the  Mortgage  Loans  shall take place on the related  Closing
Date.  The closing  shall be either:  by  telephone,  confirmed by letter or wire as the parties  shall  agree,  or
conducted in person, at such place as the parties shall agree.

         The closing for the Mortgage  Loans to be  purchased on the related  Closing Date shall be subject to each
of the following conditions:

         (a)      at least one (1) Business Day prior to the related  Closing  Date,  the Company  shall deliver to
the  Purchaser a magnetic  diskette,  or  transmit by modem,  a listing on a  loan-level  basis of the  information
contained in the related Mortgage Loan Schedule attached to the related Term Sheet;

         (b)      all  of the  representations  and  warranties  of the  Company  under  this  Agreement  shall  be
materially true and correct as of the related  Closing Date and no event shall have occurred which,  with notice or
the passage of time, would constitute a material default under this Agreement;

         (c)      the Purchaser shall have received,  or the  Purchaser's  attorneys shall have received in escrow,
all documents required pursuant to this Agreement,  the related Term Sheet and an Officer  Certificate (on or prior
to the initial  Closing Date only),  all in such forms as are agreed upon and  acceptable  to the  Purchaser,  duly
executed by all signatories other than the Purchaser as required pursuant to the terms hereof; and

         (d)      all other terms and  conditions of this  Agreement,  the related Term Sheet and the  Confirmation
shall have been materially complied with.

         Subject to the foregoing  conditions,  the Purchaser  shall pay to the Company on the related Closing Date
the  Purchase  Price,  plus  accrued  interest  pursuant to Section  2.02 of this  Agreement,  by wire  transfer of
immediately available funds to the account designated by the Company.

         Section 11.18.    [Reserved]

         Section 11.19.    Monthly Reporting with Respect to a Reconstitution.

         As long as the Company  continues to service  Mortgage Loans,  the Company agrees that with respect to any
Mortgage Loan sold or transferred  pursuant to a Reconstitution  as described in Section 11.18 of this Agreement (a
"Reconstituted  Mortgage Loan"), the Company, at its expense,  shall provide the Purchaser with the information set
forth in Exhibit E attached  hereto for each  Reconstituted  Mortgage  Loan in Excel or such  electronic  delimited
file format as may be  mutually  agreed upon by both the  Purchaser  and the  Company.  Such  information  shall be
provided  monthly  for all  Reconstituted  Mortgage  Loans on the fifth  (5th)  Business  Day of each month for the
immediately preceding monthly period, and shall be transmitted to fast.data@bear.com.


         IN WITNESS  WHEREOF,  the Company and the  Purchaser  have caused their names to be signed hereto by their
respective officers thereunto duly authorized as of the day and year first above written.

                                                   EMC MORTGAGE CORPORATION
                                                               Purchaser

                                                     By:________________________
                                                     Name:
                                                     Title:

                                                   MID AMERICA BANK, FSB
                                                                Company

                                                     By: _______________________
                                                     Name:
                                                     Title:


                                                     EXHIBIT A

                                             CONTENTS OF MORTGAGE FILE

         With respect to each Mortgage  Loan,  the Mortgage File shall include each of the following  items,  which
shall be available  for  inspection by the  Purchaser,  and which shall be retained by the Company in the Servicing
File or delivered to the Purchaser or its designee  pursuant to Sections 2.04 and 2.05 of the Purchase,  Warranties
and Servicing Agreement.

         1. The original Mortgage Note endorsed "Pay to the order of  _______________________,  without  recourse,"
and signed via  original  signature  in the name of the  Company by an  authorized  officer,  with all  intervening
endorsements  showing a complete  chain of title from the  originator to the Company,  together with any applicable
riders.  In no event may an  endorsement  be a facsimile  endorsement.  If the  Mortgage  Loan was  acquired by the
Company in a merger,  the  endorsement  must be by "[Company],  successor by merger to the [name of  predecessor]".
If the Mortgage  Loan was acquired or  originated by the Company  while doing  business  under  another  name,  the
endorsement  must be by  "[Company]  formerly  known as [previous  name]".  Mortgage  Notes may be in the form of a
lost note affidavit subject to the Purchaser acceptability.

         2. The original  Mortgage  (together  with a standard  adjustable  rate  mortgage  rider) with evidence of
recording  thereon,  or a copy thereof  certified by the public  recording  office in which such  mortgage has been
recorded or, if the original  Mortgage has not been returned from the applicable  public  recording  office, a true
certified copy, certified by the Company.

         3. The original or certified copy,  certified by the Company,  of the Primary Mortgage  Insurance  Policy,
if required.

         4. The original  Assignment,  from the Company to  _______________________________,  or in accordance with
the Purchaser's  instructions,  which assignment  shall, but for any blanks requested by the Purchaser,  be in form
and  substance  acceptable  for  recording.  If the Mortgage  Loan was acquired or  originated by the Company while
doing  business under another name, the Assignment  must be by "[Company]  formerly known as [previous  name]".  If
the Mortgage Loan was acquired by the Company in a merger,  the  endorsement  must be by  "[Company],  successor by
merger to the [name of predecessor]".  None of the Assignments are blanket assignments of mortgage.

         5. The original policy of title insurance,  including riders and  endorsements  thereto,  or if the policy
has not yet been  issued,  a written  commitment  or interim  binder or  preliminary  report of title issued by the
title insurance or escrow company.

         6.  Originals  of all  recorded  intervening  Assignments,  or copies  thereof,  certified  by the  public
recording office in which such Assignments have been recorded showing a complete chain

of title from the originator to the Company,  with evidence of recording  thereon,  or a copy thereof  certified by
the public  recording  office in which such  Assignment  has been recorded or, if the original  Assignment  has not
been returned from the applicable public recording office, a true certified copy, certified by the Company.

         7.  Originals,  or copies thereof  certified by the public  recording  office in which such documents have
been recorded,  of each assumption,  extension,  modification,  written  assurance or substitution  agreements,  if
applicable,  or if the  original of such  document  has not been  returned  from the  applicable  public  recording
office, a true certified copy, certified by the Company.

         8. If the  Mortgage  Note or  Mortgage  or any other  material  document  or  instrument  relating  to the
Mortgage  Loan has been signed by a person on behalf of the  Mortgagor,  the  original or copy of power of attorney
or other  instrument  that  authorized and empowered such person to sign bearing  evidence that such instrument has
been recorded,  if so required in the appropriate  jurisdiction where the Mortgaged Property is located,  or a copy
thereof  certified by the public  recording  office in which such  instrument has been recorded or, if the original
instrument has not been returned from the applicable public recording  office, a true certified copy,  certified by
the Company.

         9.  Reserved.

         10.  Mortgage  Loan  closing  statement  (Form  HUD-1)  and any  other  truth-in-lending  or  real  estate
settlement procedure forms required by law.

         11.  Residential loan application.

         12.  Uniform underwriter and transmittal summary (Fannie Mae Form 1008) or reasonable equivalent.

         13.  Credit report on the mortgagor.

         14.  Business credit report, if applicable.

         15.  Residential appraisal report and attachments thereto.

         16.  The original of any guarantee executed in connection with the Mortgage Note.

         17.  Verification  of  employment  and  income  except  for  Mortgage  Loans  originated  under a  limited
documentation program, all in accordance with Company's underwriting guidelines.

         18.  Verification  of  acceptable  evidence of source and amount of down payment,  in accordance  with the
Company's underwriting guidelines.

         19.  Photograph of the Mortgaged Property (may be part of appraisal).

         20.  Survey of the Mortgaged Property, if any.

         21.  Sales contract, if applicable.

         22.  If  available,   termite  report,   structural   engineer's  report,  water  portability  and  septic
certification.

         23. Any original  security  agreement,  chattel  mortgage or equivalent  executed in  connection  with the
Mortgage.

         24.  Name affidavit, if applicable.

         Notwithstanding  anything to the contrary  herein,  the Company may provide one certificate for all of the
Mortgage Loans indicating that the documents were delivered for recording.


                                                     EXHIBIT B

                                        CUSTODIAL ACCOUNT LETTER AGREEMENT

                                               ______________, 2005

To:      [_______________________]
         (the "Depository")

         As "Company" under the Purchase,  Warranties and Servicing Agreement,  dated as of [_____________________]
1, 200[_] (the  "Agreement"),  we hereby authorize and request you to establish an account,  as a Custodial Account
pursuant to Section  4.04 of the  Agreement,  to be  designated  as  "[______________________________________],  in
trust for the  [Purchaser],  Owner of Mortgage  Loans".  All deposits in the account shall be subject to withdrawal
therefrom  by order  signed by the  Company.  This letter is  submitted  to you in  duplicate.  Please  execute and
return one original to us.

                                                              [__________________________]

By:____________________________

Name:__________________________

Title:_________________________



         The undersigned,  as "Depository",  hereby certifies that the above described account has been established
under  Account  Number  [__________],  at the  office  of the  depository  indicated  above,  and  agrees  to honor
withdrawals  on such  account as provided  above.  The full  amount  deposited  at any time in the account  will be
insured up to applicable  limits by the Federal Deposit  Insurance  Corporation  through the Bank Insurance Fund or
the Savings Association Insurance Fund or will be invested in Permitted Investments as defined in the Agreement.

                                                     [___________________________]

By:____________________________

Name:__________________________

Title:_________________________


                                                     EXHIBIT C

                                          ESCROW ACCOUNT LETTER AGREEMENT
                                                _____________, 2005

To:      [_______________________]
         (the "Depository")

         As "Company" under the Purchase Warranties and Servicing Agreement,  dated as of  [____________________]1,
200[_] (the  "Agreement"),  we hereby  authorize  and request you to  establish  an account,  as an Escrow  Account
pursuant to Section 4.06 of the  Agreement,  to be  designated as  "[__________________________],  in trust for the
[Purchaser],  Owner of Mortgage  Loans,  and various  Mortgagors."  All deposits in the account shall be subject to
withdrawal  therefrom  by order  signed by the  Company.  This  letter is  submitted  to you in  duplicate.  Please
execute and return one original to us.

                                            [_____________________]

                                            By:____________________________
                                            Name:__________________________
                                            Title:_________________________


         The undersigned,  as "Depository",  hereby certifies that the above described account has been established
under Account Number __________,  at the office of the depository  indicated above, and agrees to honor withdrawals
on such  account as provided  above.  The full amount  deposited  at any time in the account  will be insured up to
applicable  limits by the Federal  Deposit  Insurance  Corporation  through the Bank  Insurance Fund or the Savings
Association Insurance Fund or will be invested in Permitted Investments as defined in the Agreement.

                                            [______________________]

                                            By:______________________________
                                            Name:____________________________
                                            Title:___________________________



                                                     EXHIBIT D

                        FORM OF PURCHASE, ASSIGNMENT, ASSUMPTION AND RECOGNITION AGREEMENT

         This is a Purchase, Assignment, Assumption and Recognition Agreement (this "PAAR Agreement") made as of
__________, 200__, among EMC Mortgage Corporation ( "Assignor"), ___________________ ( "Assignee"), and Mid
America Bank, fsb ( "Company").


         In  consideration  of the mutual promises  contained  herein the parties hereto agree that the residential
mortgage  loans (the "Assigned  Loans")  listed on Attachment 1 annexed  hereto (the "Assigned Loan  Schedule") now
serviced by Company  for  Assignor  and its  successors  and  assigns  pursuant  to the  Purchase,  Warranties  and
Servicing Agreement,  dated as of _________,  200__, between Assignor and Company (the "Purchase  Agreement") shall
be subject  to the terms of this PAAR  Agreement.  Capitalized  terms used  herein but not  defined  shall have the
meanings ascribed to them in the Purchase Agreement.

                                        Purchase, Assignment and Assumption

         1.       Assignor  hereby grants,  transfers and assigns to Assignee all of the right,  title and interest
of Assignor in the Assigned Loans and, as they relate to the Assigned Loans,  all of its right,  title and interest
in, to and under the Purchase Agreement.

         2.       Simultaneously  with the  execution  hereof,  (i)  Assignee  shall pay to Assignor  the  "Funding
Amount" as set forth in that certain letter  agreement,  dated as of _________ ____,  between Assignee and Assignor
(the  "Confirmation")  and (ii)  Assignor,  at its  expense,  shall have caused to be  delivered to Assignee or its
designee the Mortgage File for each Assigned Loan in  Assignor's  or its  custodian's  possession,  as set forth in
the Purchase  Agreement,  along with, for each Assigned Loan, an endorsement of the Mortgage Note from the Company,
in blank,  and an assignment  of mortgage in recordable  form from the Company,  in blank.  Assignee  shall pay the
Funding  Amount by wire transfer of  immediately  available  funds to the account  specified by Assignor.  Assignee
shall  be  entitled  to all  scheduled  payments  due on the  Assigned  Loans  after  ___________,  200__  and  all
unscheduled  payments  or  other  proceeds  or  other  recoveries  on the  Assigned  Loans  received  on and  after
_____________, 200__.

                                     Representations, Warranties and Covenants

         3.       Assignor warrants and represents to Assignee and Company as of the date hereof:

         (a)      Attached  hereto as  Attachment 2 is a true and accurate  copy of the Purchase  Agreement,  which
agreement  is in full force and  effect as of the date  hereof and the  provisions  of which have not been  waived,
amended or modified in any respect, nor has any notice of termination been given thereunder;




         (b)      Assignor  is the lawful  owner of the  Assigned  Loans with full right to transfer  the  Assigned
Loans and any and all of its interests,  rights and obligations under the Purchase  Agreement as they relate to the
Assigned  Loans,  free and clear from any and all claims and  encumbrances;  and upon the  transfer of the Assigned
Loans to Assignee as contemplated  herein,  Assignee shall have good title to each and every Assigned Loan, as well
as any and all of Assignee's  interests,  rights and obligations under the Purchase Agreement as they relate to the
Assigned Loans, free and clear of any and all liens, claims and encumbrances;

         (c)      There are no offsets, counterclaims or other defenses available to Company with respect to the
Assigned Loans or the Purchase Agreement;

         (d)      Assignor  has no  knowledge  of,  and has not  received  notice  of, any  waivers  under,  or any
modification of, any Assigned Loan;

         (e)      Assignor  is  duly  organized,  validly  existing  and in good  standing  under  the  laws of the
jurisdiction  of its  incorporation,  and has all  requisite  power  and  authority  to  acquire,  own and sell the
Assigned Loans;

         (f)      Assignor has full corporate power and authority to execute, deliver and perform its obligations
under this PAAR Agreement, and to consummate the transactions set forth herein.  The consummation of the
transactions contemplated by this PAAR Agreement is in the ordinary course of Assignor's business and will not
conflict with, or result in a breach of, any of the terms, conditions or provisions of Assignor's charter or
by-laws or any legal restriction, or any material agreement or instrument to which Assignor is now a party or by
which it is bound, or result in the violation of any law, rule, regulation, order, judgment or decree to which
Assignor or its property is subject.  The execution, delivery and performance by Assignor of this PAAR Agreement
and the consummation by it of the transactions contemplated hereby, have been duly authorized by all necessary
corporate action on part of Assignor.  This PAAR Agreement has been duly executed and delivered by Assignor and,
upon the due authorization, execution and delivery by Assignee and Company, will constitute the valid and legally
binding obligation of Assignor enforceable against Assignor in accordance with its terms except as enforceability
may be limited by bankruptcy, reorganization, insolvency, moratorium or other similar laws now or hereafter in
effect relating to creditors' rights generally, and by general principles of equity regardless of whether
enforceability is considered in a proceeding in equity or at law;

         (g)     No consent, approval, order or authorization of, or declaration,  filing or registration with, any
governmental  entity is required to be obtained or made by Assignor in connection  with the execution,  delivery or
performance  by  Assignor  of this PAAR  Agreement,  or the  consummation  by it of the  transactions  contemplated
hereby; and

         (h)      Neither  Assignor nor anyone  acting on its behalf has  offered,  transferred,  pledged,  sold or
otherwise  disposed of the Assigned Loans or any interest in the Assigned  Loans,  or solicited any offer to buy or
accept a transfer,  pledge or other  disposition  of the Assigned  Loans,  or any interest in the Assigned Loans or
otherwise approached or negotiated with respect to the Assigned

 Loans,  or any interest in the Assigned Loans with any Person in any manner,  or made any general  solicitation by
means of  general  advertising  or in any  other  manner,  or taken any  other  action  which  would  constitute  a
distribution  of the Assigned  Loans under the  Securities  Act of 1933, as amended (the "1933 Act") or which would
render the  disposition  of the  Assigned  Loans a violation  of Section 5 of the 1933 Act or require  registration
pursuant thereto.


         4.       Assignee warrants and represents to, and covenants with, Assignor and Company as of the date
hereof:


         (a)      Assignee is duly organized, validly existing and in good standing under the laws of the
jurisdiction of its organization and has all requisite power and authority to acquire, own and purchase the
Assigned Loans;


         (b)      Assignee has full corporate power and authority to execute, deliver and perform its obligations
under this PAAR Agreement, and to consummate the transactions set forth herein.  The consummation of the
transactions contemplated by this PAAR Agreement is in the ordinary course of Assignee's business and will not
conflict with, or result in a breach of, any of the terms, conditions or provisions of Assignee's charter or
by-laws or any legal restriction, or any material agreement or instrument to which Assignee is now a party or by
which it is bound, or result in the violation of any law, rule, regulation, order, judgment or decree to which
Assignee or its property is subject.  The execution, delivery and performance by Assignee of this PAAR Agreement
and the consummation by it of the transactions contemplated hereby, have been duly authorized by all necessary
corporate action on part of Assignee. This PAAR Agreement has been duly executed and delivered by Assignee and,
upon the due authorization, execution and delivery by Assignor and Company, will constitute the valid and legally
binding obligation of Assignee enforceable against Assignee in accordance with its terms except as enforceability
may be limited by bankruptcy, reorganization, insolvency, moratorium or other similar laws now or hereafter in
effect relating to creditors' rights generally, and by general principles of equity regardless of whether
enforceability is considered in a proceeding in equity or at law;


         (c)      No consent,  approval,  order or authorization of, or declaration,  filing or registration  with,
any governmental  entity is required to be obtained or made by Assignee in connection with the execution,  delivery
or performance by Assignee of this PAAR  Agreement,  or the  consummation  by it of the  transactions  contemplated
hereby; and

         (d)      Assignee agrees to be bound as "Purchaser" by all of the terms, covenants and conditions of the
Purchase Agreement with respect to the Assigned Loans, and from and after the date hereof, Assignee assumes for
the benefit of each of Assignor and Company all of Assignor's obligations as "Purchaser" thereunder but solely
with respect to such Assigned Loans.

                  5.       Company warrants and represents to, and covenant with, Assignor and Assignee as of the
date hereof:

                  (a)      Attached hereto as Attachment 2 is a true and accurate copy of the Purchase Agreement,
which agreement is in full force and effect as of the date hereof and the provisions of which have not been
waived, amended or modified in any respect, nor has any notice of termination been given thereunder;


         (b)      Company  is  duly  organized,  validly  existing  and in  good  standing  under  the  laws of the
jurisdiction  of its  incorporation,  and has all requisite  power and authority to service the Assigned  Loans and
otherwise to perform its obligations under the Purchase Agreement;

(f)      Company has full  corporate  power and  authority to execute,  deliver and perform its  obligations  under
this PAAR Agreement,  and to consummate the  transactions  set forth herein.  The  consummation of the transactions
contemplated  by this PAAR  Agreement is in the ordinary  course of Company's  business and will not conflict with,
or result in a breach of, any of the terms,  conditions or provisions of Company's  charter or by-laws or any legal
restriction,  or any material  agreement or instrument to which Company is now a party or by which it is bound,  or
result in the violation of any law, rule,  regulation,  order,  judgment or decree to which Company or its property
is subject.  The execution,  delivery and performance by Company of this PAAR Agreement and the  consummation by it
of the transactions  contemplated  hereby,  have been duly authorized by all necessary  corporate action on part of
Company.  This PAAR  Agreement has been duly executed and  delivered by Company,  and, upon the due  authorization,
execution  and delivery by Assignor and  Assignee,  will  constitute  the valid and legally  binding  obligation of
Company,  enforceable  against  Company in  accordance  with its terms except as  enforceability  may be limited by
bankruptcy,  reorganization,  insolvency,  moratorium or other similar laws now or hereafter in effect  relating to
creditors'  rights  generally,  and by  general  principles  of equity  regardless  of  whether  enforceability  is
considered in a proceeding in equity or at law;

(g)      No consent,  approval,  order or  authorization  of, or  declaration,  filing or  registration  with,  any
governmental  entity is required to be obtained or made by Company in connection  with the  execution,  delivery or
performance by Company of this PAAR Agreement, or the consummation by it of the transactions contemplated hereby;

(h)      No event has occurred  from the Closing  Date to the date hereof  which would  render the  representations
and  warranties  as to the  related  Assigned  Loans  made by  Company in  Sections  3.01 and 3.02 of the  Purchase
Agreement to be untrue in any material respect; and

(i)      Neither this PAAR  Agreement nor any  certification,  statement,  report or other  agreement,  document or
instrument  furnished or to be furnished by Company  pursuant to this PAAR  Agreement  contains or will contain any
materially  untrue  statement  of fact or  omits  or will  omit to state a fact  necessary  to make the  statements
contained therein not misleading.



                  Recognition of Assignee

         6.       From and after the date hereof,  Company shall recognize  Assignee as owner of the Assigned Loans
and will service the Assigned  Loans in accordance  with the Purchase  Agreement.  It is the intention of Assignor,
Company  and  Assignee  that this PAAR  Agreement  shall be  binding  upon and for the  benefit  of the  respective
successors  and  assigns of the  parties  hereto.  Neither  Company  nor  Assignor  shall  amend or agree to amend,
modify,  waiver,  or otherwise  alter any of the terms or provisions  of the Purchase  Agreement  which  amendment,
modification,  waiver or other  alteration  would in any way affect the Assigned  Loans  without the prior  written
consent of Assignee.




                                            Miscellaneous

         7.       All demands, notices and communications related to the Assigned Loans, the Purchase Agreement
and this PAAR Agreement shall be in writing and shall be deemed to have been duly given if personally delivered
at or mailed by registered mail, postage prepaid, as follows:


         (a)      In the case of Company,

                  Mid America Bank, fsb
                  2650 Warrenville Road, Suite 500
                  Downers Grove, Illinois 60515
                  Attention:  Theresa Mann
                  Fax:  (630) 799-7964

                  and with respect to notices relating to servicing matters:

                  Mid America Bank, fsb
                  2650 Warrenville Road, Suite 500
                  Downers Grove, Illinois 60515
                  Attention:  Ann Ryan
                  Fax:  (630) 799-7964

(b)      In the case of Assignor,

                  ____________________
                  ____________________
                  ____________________
                  ____________________
                  ____________________

         (c)      In the case of Assignee,




                  EMC Mortgage Corporation
                  Mac Arthur Ridge II
                  909 Hidden Ridge Drive, Suite 200
                  Irving, Texas 75038
                  Attention:  Raylene Ruyle
                  Telecopier No.:  (972) 444-2810

                  with a copy  to:

                  Bear, Stearns & Co. Inc.
                  383 Madison Avenue
                  New York, New York 10179
                  Attention: Steve Trombetta
                  Telecopier No.:  (212) 272-[___]

     8.           Each party will pay any commissions it has incurred and the fees of its attorneys in connection
     with the negotiations for, documenting of and closing of the transactions contemplated by this PAAR
     Agreement.


         9.       This PAAR  Agreement  shall be  construed in  accordance  with the laws of the State of New York,
without regard to conflicts of law principles,  and the obligations,  rights and remedies of the parties  hereunder
shall be determined in accordance with such laws.

         10.      No term or  provision  of this PAAR  Agreement  may be waived or  modified  unless such waiver or
modification  is in writing  and  signed by the party  against  whom such  waiver or  modification  is sought to be
enforced.

         11.      This PAAR  Agreement  shall  inure to the  benefit of the  successors  and assigns of the parties
hereto.  Any entity  into which  Assignor,  Assignee or Company may be merged or  consolidated  shall,  without the
requirement for any further writing, be deemed Assignor, Assignee or Company, respectively, hereunder.

         12.      This PAAR  Agreement  shall survive the conveyance of the Assigned  Loans,  the assignment of the
Purchase  Agreement  to the extent of the  Assigned  Loans by  Assignor  to  Assignee  and the  termination  of the
Purchase Agreement.

         13.      This  PAAR  Agreement  may  be  executed  simultaneously  in any  number  of  counterparts.  Each
counterpart  shall  be  deemed  to be an  original  and all such  counterparts  shall  constitute  one and the same
instrument.

         14.      In the event that any provision of this PAAR Agreement conflicts with any provision of the
Purchase Agreement with respect to the Assigned Loans, the terms of this PAAR Agreement shall control.  In the
event that any provision of this PAAR Agreement conflicts with any provision

 of the Confirmation with respect to the Assigned Loans, the terms of this PAAR Agreement shall control.



                                            [Modification of Purchase Agreement

16.      Company and Assignor hereby amend the Purchase Agreement as follows:

         (a)      The following definitions are added to Section 1.01 of the Purchase Agreement:

         Securities Administrator:  ________________________

         Supplemental PMI Insurer:  ________________________

         Supplemental PMI Policy:   The  primary  guarantee  insurance  policy  of  the  Supplemental  PMI  Insurer
         attached  hereto as Exhibit  [_], or any  successor  Supplemental  PMI Policy given to the Servicer by the
         Assignee.

         Trustee:          ________________________

         (b)      The following definition is amended and restated:

         Insurance Proceeds:        Proceeds  of any  Primary  Mortgage  Insurance  Policy,  the  Supplemental  PMI
         Policy,  any title policy,  any hazard  insurance policy or any other insurance policy covering a Mortgage
         Loan or  other  related  Mortgaged  Property,  including  any  amounts  required  to be  deposited  in the
         Custodial  Account  pursuant to Section  4.04,  to the extent such  proceeds  are not to be applied to the
         restoration  of the related  Mortgaged  Property or released to the Mortgagor in accordance  with Accepted
         Servicing Practices.

         (c)      The following are added as the fourth, fifth and sixth paragraphs of Section 4.08:

         "In connection  with its activities as servicer,  the Company agrees to prepare and present,  on behalf of
itself and the Purchaser,  claims to the  Supplemental PMI Insurer with respect to the Supplemental PMI Policy and,
in this regard,  to take such action as shall be necessary to permit  recovery  under any  Supplemental  PMI Policy
respecting a defaulted  Mortgage  Loan.  Pursuant to Section 4.04,  any amounts  collected by the Company under any
Supplemental  PMI Policy shall be deposited in the Custodial  Account,  subject to  withdrawal  pursuant to Section
4.05.

         In  accordance  with the  Supplemental  PMI Policy,  the Company  shall  provide to the  Supplemental  PMI
Insurer any required information regarding the Mortgage Loans.

         The Company  shall provide to the  [Securities  Administrator]  on a monthly  basis via computer  tape, or
other mutually acceptable format, the unpaid principal balance,  insurer  certificate  number,  lender loan number,
and premium due the  Supplemental  PMI Insurer for each Mortgage Loan covered by the  Supplemental  PMI Policy.  In
addition, the Company agrees to forward to the

          Purchaser and the [Securities  Administrator]  any statements or other reports given by the  Supplemental
PMI Insurer to the Servicer in connection with a claim under the Supplemental PMI Policy."

         (d)      Clause (vi) of Section 9.01 is amended to read as follows:

         "Company  ceases to be approved by either  Fannie Mae or FHLMC as a mortgage  loan seller or servicer  for
more than thirty days, or the Company fails to meet the servicer  eligibility  requirements of the Supplemental PMI
Insurer; or"]



         IN WITNESS  WHEREOF,  the parties  hereto have executed  this PAAR  Agreement as of the day and year first
above written.

                                                              EMC MORTGAGE CORPORATION
                                                              Assignor

                                                              By:                                         
                                                              Name:                                       
                                                              Title:                                      


                                                              _________________________________
                                                              Assignee

                                                              By:                                         
                                                              Name:                                       
                                                              Title:                                      


                                                              MID AMERICA BANK, FSB
                                                              Company

                                                              By:                                         
                                                              Name:                                       
                                                              Title:                                      



                                                   ATTACHMENT 1

                                              ASSIGNED LOAN SCHEDULE






                                                   ATTACHMENT 2

                                   PURCHASE, WARRANTIES AND SERVICING AGREEMENT



                                                     EXHIBIT E

                                               FORM OF TRIAL BALANCE



                                                     EXHIBIT G

                                   REQUEST FOR RELEASE OF DOCUMENTS AND RECEIPT

RE:      Mortgage Loan #___________________________________
BORROWER:__________________________________________________
PROPERTY: __________________________________________________


Pursuant  to a  Purchase,  Warranties  and  Servicing  Agreement  (the  "Agreement")  between  the  Company and the
Purchaser,  the undersigned  hereby certifies that he or she is an officer of the Company requesting release of the
documents for the reason specified below.  The undersigned further certifies that:

(Check one of the items below)

_____    On  _________________,  the above  captioned  Mortgage  Loan was paid in full or that the Company has been
notified  that payment in full has been or will be escrowed.  The Company  hereby  certifies  that all amounts with
respect to this loan  which are  required  under the  Agreement  have been or will be  deposited  in the  Custodial
Account as required.

_____    The above  captioned  Mortgage  Loan is being  repurchased  pursuant  to the terms of the  Agreement.  The
Company hereby  certifies that the  repurchase  price has been credited to the Custodial  Account as required under
the Agreement.

_____    The above captioned  Mortgage Loan is being placed in foreclosure and the original  documents are required
to proceed with the  foreclosure  action.  The Company hereby  certifies that the documents will be returned to the
Purchaser in the event of reinstatement.

_____    Other (explain)

_______________________________________________________
_______________________________________________________

All capitalized terms used herein and not defined shall have the meanings assigned to them in the Agreement.



         Based on this  certification  and the  indemnities  provided for in the  Agreement,  please release to the
Company all original Mortgage Loan Documents in your possession relating to this loan.

Dated:_________________

By:________________________________
     Signature
    ___________________________________
         Title

Send documents to:         _____________________________________________
_____________________________________________
_____________________________________________

Acknowledgement:

         The Purchaser hereby  acknowledges that all original documents  previously released on the above captioned
Mortgage Loan have been returned and received by the Purchaser.


Dated:________________

By:________________________________
     Signature

    _______________________________
     Title



                                                     EXHIBIT H

                                         COMPANY'S UNDERWRITING GUIDELINES


                                                     EXHIBIT I


                                                    TERM SHEET

         This TERM SHEET (the "Term Sheet") dated  _____________,  between Mid America Bank,  fsb,  located at 2650
Warrenville  Road,  Suite 500,  Downers Grove,  Illinois  60515 (the  "Company")  and EMC Mortgage  Corporation,  a
Delaware  corporation,  located at Mac Arthur Ridge II, 909 Hidden Ridge Drive, Suite 200, Irving, Texas 75038 (the
"Purchaser")  is made  pursuant to the terms and  conditions  of that certain  Purchase,  Warranties  and Servicing
Agreement,  as amended (the "Agreement") dated as of February 1, 2006,  between the Company and the Purchaser,  the
provisions of which are  incorporated  herein as if set forth in full herein,  as such terms and  conditions may be
modified or supplemented  hereby.  All initially  capitalized terms used herein unless otherwise defined shall have
the meanings ascribed thereto in the Agreement.

         The Purchaser  hereby  purchases from the Company and the Company  hereby sells to the  Purchaser,  all of
the Company's  right,  title and interest in and to the Mortgage Loans on a servicing  retained basis  described on
the  Mortgage  Loan  Schedule  annexed  hereto as Schedule  I,  pursuant  to and in  accordance  with the terms and
conditions set forth in the Agreement,  as same may be supplemented or modified  hereby.  Hereinafter,  the Company
shall service the Mortgage  Loans for the benefit of the Purchaser and all  subsequent  transferees of the Mortgage
Loans pursuant to and in accordance with the terms and conditions set forth in the Agreement.

1.       Definitions

         For purposes of the  Mortgage  Loans to be sold  pursuant to this Term Sheet,  the  following  terms shall
have the following meanings:

Aggregate Principal Balance
(as of the Cut-Off Date):

Closing Date:

Custodian:

Cut-off Date:

Initial Weighted Average
Mortgage Loan Remittance Rate:

Mortgage Loan:

Purchase Price Percentage:

Servicing Fee Rate:
Additional Closing Conditions:

In addition to the conditions  specified in the Agreement,  the obligation of each of the Company and the Purchaser
is  subject  to the  fulfillment,  on or  prior  to the  applicable  Closing  Date,  of  the  following  additional
conditions:   [None].

Additional Loan Documents:

In addition to the contents of the Mortgage  File  specified in the  Agreement,  the following  documents  shall be
delivered with respect to the Mortgage Loans:   [None].

[Additional] [Modification] of Representations and Warranties:

     [In addition to the representations and warranties set forth in the Agreement, as of the date hereof, the
     Company makes the following additional representations and warranties with respect to the Mortgage Loans:
     [None].  [Notwithstanding anything to the contrary set forth in the Agreement, with respect to each Mortgage
     Loan to be sold on the Closing Date, the representation and warranty set forth in Section ______ of the
     Agreement shall be modified to read as follows:]


         Except as modified herein, the Agreement shall remain in full force and effect as of the date hereof.

                  IN WITNESS WHEREOF, the parties hereto have caused their names to be signed hereto by their
respective duly authorized officers as of the date first above written.


                                                     MID AMERICA BANK, FSB

                                                     By:
                                                     Name:
                                                     Title:



                                                     EMC MORTGAGE CORPORATION


                                                     By:
                                                     Name:
                                                     Title:



                                                    SCHEDULE I

                                              MORTGAGE LOAN SCHEDULE


                                               AMENDMENT NUMBER ONE
                                                      to the

                                   PURCHASE, WARRANTIES AND SERVICING AGREEMENT

                                           Dated as of February 1, 2006

                                                      between

                                             EMC MORTGAGE CORPORATION,
                                                   as Purchaser

                                                        and

                                              MID AMERICA BANK, FSB,
                                                    as Company

         This AMENDMENT NUMBER ONE (this  "Amendment") is made and entered into this 1st day of February,  2006, by
and between EMC Mortgage  Corporation,  a Delaware  corporation,  as purchaser  (the  "Purchaser")  and Mid America
Bank, fsb, as company (the "Company") in connection with the Purchase,  Warranties and Servicing  Agreement,  dated
as of February 1, 2006, between the above mentioned parties (the  "Agreement").  This Amendment is made pursuant to
Section 11.02 of the Agreement.

                                                     RECITALS

         WHEREAS, the parties hereto have entered into the Agreement;

         WHEREAS, the Agreement provides that the parties thereto may enter into an amendment to the Agreement;

         WHEREAS, the parties hereto desire to amend the Agreement as set forth in this Amendment; and

         NOW,  THEREFORE,  in  consideration  of the premises and for other good and  valuable  consideration,  the
receipt and sufficiency of which is hereby acknowledged, the parties hereto agree as follows:

         1.       Capitalized  terms used herein and not defined  herein shall have the  meanings  assigned to such
terms in the Agreement.

         2.       Article I of the  Agreement  is hereby  amended  effective  as of the date  hereof by adding  the
following definitions to Section 1.01:

         Commission or SEC:  The Securities and Exchange Commission.

         Delinquency Recognition Policies: The delinquency recognition policies set forth in Exhibit Q.

         Depositor:  The  depositor,  as such term is defined in  Regulation  AB, with respect to any  Pass-Through
Transfer.

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

         Master Servicer:  With respect to any Pass-Through  Transfer, the "master servicer," if any, identified in
the related transaction documents.

         Prepayment  Charge:  Any prepayment  premium,  penalty or charge payable by a Mortgagor in connection with
any Principal Prepayment on a Mortgage Loan pursuant to the terms of the related Mortgage Note.

         Qualified  Correspondent:  Any Person from which the Company purchased  Mortgage Loans,  provided that the
following  conditions are satisfied:  (i) such Mortgage Loans were originated  pursuant to an agreement between the
Company and such Person that contemplated  that such Person would underwrite  mortgage loans from time to time, for
sale  to  the  Company,  in  accordance  with  underwriting  guidelines  designated  by  the  Company  ("Designated
Guidelines") or guidelines that do not vary  materially from such Designated  Guidelines;  (ii) such Mortgage Loans
were in fact  underwritten  as described in clause (i) above and were acquired by the Company within 180 days after
origination;  (iii) either (x) the Designated  Guidelines  were, at the time such Mortgage  Loans were  originated,
used by the Company in  origination  of mortgage loans of the same type as the Mortgage Loans for the Company's own
account or (y) the Designated  Guidelines  were, at the time such Mortgage Loans were  underwritten,  designated by
the  Company  on a  consistent  basis for use by lenders  in  originating  mortgage  loans to be  purchased  by the
Company;  and  (iv)  the  Company  employed,  at the  time  such  Mortgage  Loans  were  acquired  by the  Company,
pre-purchase or post-purchase  quality  assurance  procedures (which may involve,  among other things,  review of a
sample of mortgage loans purchased  during a particular  time period or through  particular  channels)  designed to
ensure that Persons from which it purchased  mortgage loans properly applied the underwriting  criteria  designated
by the Company.

         Regulation   AB:   Subpart   229.1100   -   Asset   Backed   Securities   (Regulation   AB),   17   C.F.R.
§§229.1100-229.1123,  as amended from time to time, and subject to such  clarification  and  interpretation as have
been provided by the  Commission  in the adopting  release  (Asset-Backed  Securities,  Securities  Act Release No.
33-8518,  70 Fed. Reg.  1,506,  1,531 (Jan. 7, 2005)) or by the staff of the  Commission,  or as may be provided by
the Commission or its staff from time to time.

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

         Servicing Criteria:  As of any date of determination,  the "servicing  criteria" set forth in Item 1122(d)
of  Regulation  AB, or any  amendments  thereto,  a summary of the  requirements  of which as of the date hereof is
attached  hereto as Exhibit M for  convenience  of  reference  only.  In the event of a conflict  or  inconsistency
between  the terms of  Exhibit  M and the text of Item  1122(d)  of  Regulation  AB,  the text of Item  1122(d)  of
Regulation AB shall  control (or those  Servicing  Criteria  otherwise  mutually  agreed to by the  Purchaser,  the
Company and any Person that will be responsible  for signing any  certification  required under the  Sarbanes-Oxley
Act of 2002 with respect to a Pass-Through  Transfer in response to evolving  interpretations  of Regulation AB and
incorporated into a revised Exhibit M).

         Static Pool  Information:  Static pool  information  as  described in Item  1105(a)(1)-(3)  and 1105(c) of
Regulation AB.

         Subcontractor:  Any  vendor,  subcontractor  or  other  Person  that is not  responsible  for the  overall
servicing (as  "servicing" is commonly  understood by  participants in the  mortgage-backed  securities  market) of
Mortgage  Loans but performs one or more  discrete  functions  identified  in Item  1122(d) of  Regulation  AB with
respect to Mortgage Loans under the direction or authority of the Company or a Subservicer.

         Third-Party  Originator:  Each Person,  other than a Qualified  Correspondent,  that  originated  Mortgage
Loans acquired by the Company.

         3.       Article I of the Agreement is hereby  amended  effective as of the date hereof by deleting in its
entirety the definition of Subservicer in Section 1.01 and replacing it with the following:

         Subservicer:  Any Person that services  Mortgage Loans on behalf of the Company or any  Subservicer and is
responsible for the performance  (whether  directly or through  Subservicers  or  Subcontractors)  of a substantial
portion of the material  servicing  functions  required to be performed by the Company under this  Agreement or any
Reconstitution  Agreement  that are  identified in Item 1122(d) of Regulation  AB. Any  subservicer  shall meet the
qualifications set forth in Section 4.01.

         4.       Article I of the Agreement is hereby  amended  effective as of the date hereof by deleting in its
entirety the definition of Principal Prepayment in Section 1.01 and replacing it with the following:

Principal  Prepayment:  Any payment or other  recovery of  principal  on a Mortgage  Loan full or partial  which is
received in advance of its scheduled Due Date,  including any Prepayment  Charge and which is not accompanied by an
amount of interest  representing  scheduled  interest due on any date or dates in any month or months subsequent to
the month of prepayment.

         5.       Article  III of the  Agreement  is hereby  amended  effective  as of the date  hereof by revising
Section 3.01(n) as follows (new text underlined):

         (n)      Company has  delivered to the  Purchaser  financial  statements  of its parent,  for its last two
complete  fiscal years as requested.  All such  financial  information  fairly  presents the  pertinent  results of
operations  and  financial  position  for the period  identified  and has been  prepared  in  accordance  with GAAP
throughout  the  periods  involved,  except  as set  forth in the  notes  thereto.  There has been no change in the
servicing policies and procedures,  business, operations,  financial condition, properties or assets of the Company
since the date of the Company's  financial  information that would have a material adverse effect on its ability to
perform its obligations under this Agreement;

         6.       Article III of the  Agreement  is hereby  amended  effective  as of the date hereof by adding the
following new Section 3.01(p):

         (p)      As of the date of each Pass-Through  Transfer,  and except as has been otherwise disclosed to the
Purchaser,  any Master  Servicer and any Depositor:  (1) no default or servicing  related  performance  trigger has
occurred  as to any  other  securitization  due to  any  act or  failure  to act of the  Company;  (2) no  material
noncompliance  with applicable  servicing criteria as to any other  securitization has occurred,  been disclosed or
reported by the  Company;  (3) the Company has not been  terminated  as  servicer in a  residential  mortgage  loan
securitization,  either due to a servicing  default or to application of a servicing  performance  test or trigger;
(4) no material  changes to the Company's  servicing  policies and procedures for similar loans has occurred in the
preceding  three years;  (5) there are no aspects of the Company's  financial  condition that could have a material
adverse impact on the performance by the Company of its obligations  hereunder;  (6) there are no legal proceedings
pending,  or known to be contemplated by  governmental  authorities,  against the Company that could be material to
investors  in  the  securities  issued  in  such  Pass-Through   Transfer;  and  (7)  there  are  no  affiliations,
relationships  or  transactions  relating to the Company of a type that are described under Item 1119 of Regulation
AB.

         7.       Article III of the  Agreement  is hereby  amended  effective  as of the date hereof by adding the
following new Section 3.02(iii):

         With respect to each  Mortgage  Loan,  information  regarding  the borrower  credit files  related to such
Mortgage  Loan has been  furnished to credit  reporting  agencies in  compliance  with the  provisions  of the Fair
Credit Reporting Act and the applicable implementing regulations.

         8.       Article IV of the  Agreement  is hereby  amended  effective  as of the date hereof by adding this
sentence after the first sentence of Section 4.01:

         In addition,  the Company shall furnish  information  regarding the borrower  credit files related to such
Mortgage Loan to credit  reporting  agencies in compliance with the provisions of the Fair Credit Reporting Act and
the applicable implementing regulations.

         9.       Article IV of the  Agreement  is hereby  amended  effective  as of the date hereof by deleting in
its entirety the last paragraph of Section 4.02 and replacing it with the following:

         The Company shall not waive any Prepayment Charge unless: (i) the  enforceability  thereof shall have been
limited by bankruptcy,  insolvency,  moratorium,  receivership and other similar laws relating to creditors' rights
generally,  (ii) the enforcement  thereof is illegal,  or any local,  state or federal agency has threatened  legal
action if the prepayment  penalty is enforced,  (iii) the mortgage debt has been  accelerated in connection  with a
foreclosure  or other  involuntary  payment or (iv) such waiver is standard  and  customary  in  servicing  similar
Mortgage Loans and relates to a default or a reasonably  foreseeable  default and would, in the reasonable judgment
of the Company,  maximize  recovery of total proceeds taking into account the value of such  Prepayment  Charge and
the related  Mortgage  Loan. If a Prepayment  Charge is waived,  but does not meet the standards  described  above,
then the Company is required to pay the amount of such waived  Prepayment  Charge by  remitting  such amount to the
Purchaser by the Remittance Date.

         10.      Article IV of the  Agreement  is hereby  amended  effective as of the date hereof by revising the
first paragraph of Section 4.03 by adding the following after the first sentence:

         In determining the delinquency  status of any Mortgage Loan, the Company will use Delinquency  Recognition
Policies to be provided by EMC or as described to and approved by the  Purchaser,  and shall revise these  policies
as reasonably requested by the Purchaser from time to time.

         11.      Article V of the  Agreement  is  hereby  amended  effective  as of the date  hereof  by  deleting
Section 5.02 in its entirety and replacing it with the following:

         Section 5.02      Statements to the Purchaser.

         The Company shall furnish to Purchaser an individual loan accounting  report,  as of the last Business Day
of each month,  in the  Company's  assigned  loan number order to document  Mortgage  Loan  payment  activity on an
individual  Mortgage Loan basis.  With respect to each month, the  corresponding  individual loan accounting report
shall be received by the Purchaser no later than the fifth  Business Day of the  following  month on a disk or tape
or other  computer-readable  format in such format as may be mutually  agreed upon by both  Purchaser  and Company,
and no later than the fifth Business Day of the following month in hard copy, and shall contain the following:

         (i)      with  respect to each  Mortgage  Loan and each  Monthly  Payment,  the amount of such  remittance
allocable to principal  (including a separate  breakdown of any  Principal  Prepayment,  including the date of such
prepayment,  and any  prepayment  penalties  or  premiums,  along with a detailed  report of interest on  principal
prepayment amounts remitted in accordance with Section 4.04);

         (ii)     with  respect to each  Mortgage  Loan and each  Monthly  Payment,  the amount of such  remittance
allocable to interest;

         (iii)    with  respect  to each  Mortgage  Loan,  the amount of  servicing  compensation  received  by the
Company during the prior distribution period;

         (iv)     the Stated Principal  Balance of each Mortgage Loan and the aggregate  Stated  Principal  Balance
of all Mortgage Loans as of the first day of the distribution period and the last day of the distribution period;

         (v)      with respect to each Mortgage Loan, the current Mortgage Interest Rate;

         (vi)     with  respect  to  each  Mortgage  Loan,  the  aggregate   amount  of  any  Insurance   Proceeds,
Condemnation  Proceeds,  Liquidation  Proceeds and REO Disposition  Proceeds received during the prior distribution
period;

         (vii)    with respect to each Mortgage  Loan,  the amount of any Prepayment  Interest  Shortfalls  paid by
the Company in accordance with Section 4.04(viii) during the prior distribution period;

         (viii)   the beginning and ending balances of the Custodial Account and Escrow Account;

         (ix)     the number of Mortgage Loans as of the first day of the  distribution  period and the last day of
the distribution period;

         (x)      with respect to each  Mortgage  Loan,  the Stated  Principal  Balance of each  Mortgage  Loan (a)
delinquent as grouped in the following  intervals  through final  liquidation of such Mortgage Loan: 30 to 59 days,
60 to 89 days, 90 days or more; (b) as to which  foreclosure  has  commenced;  and (c) as to which REO Property has
been acquired;

         (xi)     with  respect to each  Mortgage  Loan,  the amount and severity of any  realized  loss  following
liquidation of such Mortgage Loan;

         (xii)    with respect to each Mortgage  Loan, and in the aggregate for all Mortgage  Loans,  the amount of
any Monthly Advances made by the Company during the prior distribution period;

         (xiii)   with respect to each Mortgage Loan, a description  of any Servicing  Advances made by the Company
with respect to such Mortgage Loan  including the amount,  terms and general  purpose of such  Servicing  Advances,
and the aggregate amount of Servicing Advances for all Mortgage Loans during the prior distribution period;

         (xiv)    with respect to each Mortgage  Loan, a  description  of any  Nonrecoverable  Advances made by the
Company with respect to such Mortgage Loan including the amount,  terms and general purpose of such  Nonrecoverable
Advances,  and  the  aggregate  amount  of  Nonrecoverable  Advances  for  all  Mortgage  Loans  during  the  prior
distribution period;

         (xv)     with respect to each Mortgage Loan, a description  of any Monthly  Advances,  Servicing  Advances
and  Nonrecoverable  Advances  reimbursed  to the  Company  with  respect to such  Mortgage  Loan  during the prior
distribution  period  pursuant to Section 4.05, and the source of funds for such  reimbursement,  and the aggregate
amount of any Monthly Advances,  Servicing Advances and Nonrecoverable  Advances  reimbursed to the Company for all
Mortgage Loans during the prior distribution period pursuant to Section 4.05;

         (xvi)    with respect to any Mortgage  Loan, a description  of any material  modifications,  extensions or
waivers to the terms,  fees,  penalties or payments of such Mortgage Loan during the prior  distribution  period or
that have cumulatively become material over time;

         (xvii)   a description of any material  breach of a  representation  or warranty set forth in Section 3.01
or Section  3.02 herein or of any other breach of a covenant or  condition  contained  herein and the status of any
resolution of such breach;

         (xviii)  with respect to each Mortgage  Loan,  the Stated  Principal  Balance of any  substitute  Mortgage
Loan  provided by the Company and the Stated  Principal  Balance of any Mortgage  Loan that has been  replaced by a
substitute Mortgage Loan in accordance with Section 3.03 herein; and

         (xix)    with respect to each Mortgage  Loan, the Stated  Principal  Balance of any Mortgage Loan that has
been repurchased by the Company in accordance with Section 3.03 herein.

         In addition,  the Company shall provide to the Purchaser such other  information known or available to the
Company that is necessary in order to provide the distribution  and pool performance  information as required under
Item 1121 of Regulation  AB, as amended from time to time,  as determined by the Purchaser in its sole  discretion.
The  Company  shall  also  provide a monthly  report,  in the form of  Exhibit E hereto,  or such  other form as is
mutually  acceptable to the Company,  the Purchaser  and any Master  Servicer,  Exhibit F with respect to defaulted
mortgage loans and Exhibit P, with respect to realized losses and gains, with each such report.

         The Company shall  prepare and file any and all  information  statements  or other filings  required to be
delivered to any governmental  taxing authority or to Purchaser  pursuant to any applicable law with respect to the
Mortgage Loans and the transactions  contemplated  hereby.  In addition,  the Company shall provide  Purchaser with
such  information  concerning  the Mortgage  Loans as is necessary for Purchaser to prepare its federal  income tax
return as Purchaser may reasonably request from time to time.

         In  addition,  not more than  ninety (90) days after the end of each  calendar  year,  the  Company  shall
furnish  to each  Person  who was a  Purchaser  at any time  during  such  calendar  year an  annual  statement  in
accordance with the  requirements  of applicable  federal income tax law as to the aggregate of remittances for the
applicable portion of such year.

         12.      Article  VI of the  Agreement  is hereby  amended  effective  as of the date  hereof by  deleting
Section 6.04 in its entirety and replacing it with the following:

         Section 6.04      Annual Statement as to Compliance; Annual Certification.

         (a)      The Company  will deliver to the  Purchaser  and any Master  Servicer,  not later than March 1 of
each calendar year beginning in 2007, an officers'  certificate  acceptable to the Purchaser (an "Annual  Statement
of Compliance")  stating,  as to each signatory thereof,  that (i) a review of the activities of the Company during
the preceding  calendar year and of performance  under this Agreement or other applicable  servicing  agreement has
been  made  under  such  officers'  supervision  and (ii) to the best of such  officers'  knowledge,  based on such
review,  the Company has  fulfilled  all of its  obligations  under this  Agreement or other  applicable  servicing
agreement  in all  material  respects  throughout  such year,  or, if there has been a failure to fulfill  any such
obligation in any material  respect,  specifying  each such failure known to such officer and the nature and status
of cure provisions  thereof.  Such Annual  Statement of Compliance  shall contain no restrictions or limitations on
its use that would  prohibit the  Purchaser,  the  Depositor or any Master  Servicer to comply with the  Securities
Act, the Exchange Act and the rules and  regulations of the Commission  thereunder,  and its filing under such laws
and  regulations.  Copies of such  statement  shall be provided by the Company to the Purchaser upon request and by
the  Purchaser to any Person  identified as a prospective  purchaser of the Mortgage  Loans.  In the event that the
Company has delegated any  servicing  responsibilities  with respect to the Mortgage  Loans to a  Subservicer,  the
Company  shall  deliver  an Annual  Statement  of  Compliance  of the  Subservicer  as  described  above as to each
Subservicer as and when required with respect to the Company.

         (b)      With respect to any Mortgage  Loans that are the subject of a Pass-Through  Transfer,  by March 1
of each  calendar  year  beginning  in 2007,  an officer of the Company  shall  execute  and  deliver an  officer's
certificate (an "Annual  Certification")  to the Purchaser,  any Master Servicer and any related  Depositor for the
benefit  of each such  entity and such  entity's  affiliates  and the  officers,  directors  and agents of any such
entity and such entity's  affiliates,  in the form attached  hereto as Exhibit L. In the event that the Company has
delegated any servicing  responsibilities  with respect to the Mortgage Loans to a  Subservicer,  the Company shall
deliver an Annual  Certification  of the Subservicer as described above as to each Subservicer as and when required
with respect to the Company.

         (c)      If  the  Company  cannot   deliver  the  related  Annual   Statement  of  Compliance  and  Annual
Certification  by March 1st of such year,  the  Purchaser,  at its sole  option,  may permit a cure  period for the
Company to deliver such Annual Statement of Compliance and Annual  Certification,  but in no event later than March
15th of such year.

         (d)      Failure  of the  Company  to timely  comply  with this  Section  6.04 shall be deemed an Event of
Default,  automatically,  without notice and without any cure period,  unless  otherwise agreed to by the Purchaser
as set forth in 6.04(c),  and Purchaser  may, in addition to whatever  rights the Purchaser may have under Sections
3.03 and 8.01 and at law or equity or to damages,  including injunctive relief and specific performance,  terminate
all the rights and  obligations  of the  Company  under this  Agreement  and in and to the  Mortgage  Loans and the
proceeds  thereof  without  compensating  the Company for the same, as provided in Section 9.01.  Such  termination
shall be considered  with cause pursuant to Section 10.01 of this  Agreement.  This paragraph  shall  supercede any
other provision in this Agreement or any other agreement to the contrary.

         13.      Article  VI of the  Agreement  is hereby  amended  effective  as of the date  hereof by  deleting
Section 6.05 in its entirety and replacing it with the following:

         Section 6.05      [Reserved]

         14.      Article VI of the  Agreement  is hereby  amended  effective  as of the date  hereof by adding the
following new Section 6.07:

         Section 6.07      Assessment of Compliance with Servicing Criteria.

         On and after January 1, 2006, the Company shall service and administer,  and shall cause each  subservicer
to servicer or administer,  the Mortgage  Loans in accordance  with all  applicable  requirements  of the Servicing
Criteria.

         With respect to any Mortgage  Loans that are the subject of a  Pass-Through  Transfer,  the Company  shall
deliver to the  Purchaser  or its  designee,  any Master  Servicer  and any  Depositor on or before March 1 of each
calendar  year  beginning  in 2007,  a report  (an  "Assessment  of  Compliance")  reasonably  satisfactory  to the
Purchaser,  any Master  Servicer and any  Depositor  regarding the  Company's  assessment  of  compliance  with the
Servicing  Criteria  during the preceding  calendar year as required by Rules 13a-18 and 15d-18 of the Exchange Act
and Item 1122 of Regulation AB or as otherwise  reasonably  required by the Master  Servicer,  which as of the date
hereof, require a report by an authorized officer of the Company that contains the following:

         (a)      A statement by such officer of its  responsibility  for assessing  compliance  with the Servicing
Criteria applicable to the Company;

         (b)      A statement by such officer that such officer used the  Servicing  Criteria to assess  compliance
with the Servicing Criteria applicable to the Company;

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

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

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

         Such report at a minimum  shall  address  each of the  Servicing  Criteria  specified  on a  certification
substantially  in the form of Exhibit O hereto  delivered to the Company  concurrently  with the  execution of this
Agreement.

         With respect to any Mortgage Loans that are the subject of a Pass-Through  Transfer,  on or before March 1
of each calendar  year  beginning in 2007,  the Company shall furnish to the Purchaser or its designee,  any Master
Servicer and any Depositor a report (an "Attestation  Report") by a registered  public accounting firm that attests
to, and reports on, the  Assessment  of Compliance  made by the Company,  as required by Rules 13a-18 and 15d-18 of
the Exchange Act and Item 1122(b) of  Regulation  AB or as otherwise  reasonably  required by the Master  Servicer,
which  Attestation  Report must be made in accordance with standards for  attestation  reports issued or adopted by
the Public Company Accounting Oversight Board.

         The Company shall cause each  Subservicer,  and each  Subcontractor  determined by the Company pursuant to
Section 11.20 to be  "participating  in the servicing  function"  within the meaning of Item 1122 of Regulation AB,
to deliver to the Purchaser,  any Master  Servicer and any Depositor an assessment of compliance  and  accountants'
attestation as and when provided in Sections 6.07.

         If the Company cannot deliver the related  Assessment of Compliance or Attestation  Report by March 1st of
such year, the Purchaser,  at its sole option,  may permit a cure period for the Company to deliver such Assessment
of Compliance or Attestation Report, but in no event later than March 15th of such year.

         Failure of the  Company  to timely  comply  with this  Section  6.07 shall be deemed an Event of  Default,
automatically,  without  notice and  without  any cure  period,  unless  otherwise  agreed to by the  Purchaser  as
described  herein,  and Purchaser  may, in addition to whatever  rights the Purchaser may have under  Sections 3.03
and 8.01 and at law or equity or to damages,  including injunctive relief and specific  performance,  terminate all
the rights and  obligations  of the Company under this  Agreement and in and to the Mortgage Loans and the proceeds
thereof  without  compensating  the Company for the same, as provided in Section 9.01.  Such  termination  shall be
considered  with cause  pursuant to Section  10.01 of this  Agreement.  This  paragraph  shall  supercede any other
provision in this Agreement or any other agreement to the contrary.

         15.      Article VI of the  Agreement  is hereby  amended  effective  as of the date  hereof by adding the
following new Section 6.08:

         Section 6.08      Intent of the Parties; Reasonableness.

         The  Purchaser  and the Company  acknowledge  and agree that a purpose of Sections  3.01(p),  (q), (r) and
(s),  5.02,  6.04,  6.07,  11.18 and 11.20 of this  Agreement is to facilitate  compliance by the Purchaser and any
Depositor with the provisions of Regulation AB and related rules and  regulations  of the  Commission.  None of the
Purchaser,  any Master  Servicer or any Depositor  shall  exercise its right to request  delivery of information or
other  performance  under these provisions other than in good faith, or for purposes other than compliance with the
Securities  Act,  the  Exchange  Act and the  rules and  regulations  of the  Commission  thereunder.  The  Company
acknowledges  that  interpretations  of the  requirements  of  Regulation  AB may change over time,  whether due to
interpretive  guidance  provided by the Commission or its staff,  consensus among  participants in the asset-backed
securities markets,  advice of counsel,  or otherwise,  and agrees to comply with requests made by the Purchaser or
any  Depositor  in good  faith for  delivery  of  information  under  these  provisions  on the  basis of  evolving
interpretations of Regulation AB. In connection with any Pass-Through  Transfer,  the Company shall cooperate fully
with the Purchaser to deliver to the Purchaser  (including  any of its assignees or designees)  and any  Depositor,
any and all statements,  reports,  certifications,  records and any other  information  necessary in the good faith
determination  of the  Purchaser  or any  Depositor to permit the  Purchaser  or such  Depositor to comply with the
provisions  of  Regulation  AB,  together  with such  disclosures  relating to the Company,  any  Subservicer,  any
Third-Party  Originator and the Mortgage Loans, or the servicing of the Mortgage Loans,  reasonably believed by the
Purchaser or any Depositor to be necessary in order to effect such compliance.

         16.      Article IX of the  Agreement  is hereby  amended  effective as of the date hereof by deleting the
first sentence of the last paragraph of Section 9.01 and replacing it with the following (new text underlined):

         Then,  and in each and every such case, so long as an Event of Default shall not have been  remedied,  the
Purchaser,  by notice in writing to the Company  (except in the case of an Event of Default  under  clauses  (iii),
(iv) or (v) above, or as otherwise  stated herein,  in which case,  automatically  and without notice) Company may,
in addition to  whatever  rights the  Purchaser  may have under  Sections  3.03 and 8.01 and at law or equity or to
damages,  including  injunctive  relief and specific  performance,  terminate all the rights and obligations of the
Company  (and if the  Company  is  servicing  any of the  Mortgage  Loans in a  Pass-Through  Transfer,  appoint a
successor  servicer  reasonably  acceptable  to any Master  Servicer  for such  Pass-Through  Transfer)  under this
Agreement and in and to the Mortgage Loans and the proceeds thereof without compensating the Company for the same.

         17.      Article IX of the  Agreement  is hereby  amended  effective  as of the date  hereof by adding the
following at the end of the last paragraph of Section 9.01:

The Company shall promptly  reimburse the Purchaser (or any designee of the Purchaser,  such as a Master  Servicer)
and any Depositor,  as  applicable,  for all  reasonable  expenses  incurred by the Purchaser (or such designee) or
such  Depositor,  as such are  incurred,  in  connection  with the  termination  of the Company as servicer and the
transfer of servicing of the Mortgage Loans to a successor  servicer.  The  provisions of this paragraph  shall not
limit whatever rights the Purchaser or any Depositor may have under other  provisions of this Agreement  and/or any
applicable  Reconstitution  Agreement  or  otherwise,  whether in equity or at law,  such as an action for damages,
specific performance or injunctive relief.

         18.      Article XI of the  Agreement  is hereby  amended  effective  as of the date  hereof by  restating
Section 11.18 in its entirety as follows:

         Section 11.18.    Cooperation of Company with a Reconstitution.

         The Company and the Purchaser  agree that with respect to some or all of the Mortgage  Loans,  on or after
the related Closing Date, on one or more dates (each a "Reconstitution  Date") at the Purchaser's sole option,  the
Purchaser may effect a sale (each,  a  "Reconstitution")  of some or all of the Mortgage Loans then subject to this
Agreement, without recourse, to:

         (a)      one or more third party  purchasers in one or more in whole loan  transfers  (each, a "Whole Loan
Transfer"); or

         (b)      one or more trusts or other entities to be formed as part of one or more Pass-Through Transfers.

         The Purchaser  and the Company  agree that in no event shall there be more than three (3)  Reconstitutions
per Mortgage Loan pool.

         The Company agrees to execute in connection  with any agreements  among the  Purchaser,  the Company,  and
any servicer in  connection  with a Whole Loan  Transfer,  an  Assignment,  Assumption  and  Recognition  Agreement
substantially  in the form of Exhibit D hereto,  or, at Purchaser's  request,  a seller's  warranties and servicing
agreement or a  participation  and  servicing  agreement  or similar  agreement  in form and  substance  reasonably
acceptable to the parties,  and in connection with a Pass-Through  Transfer,  a pooling and servicing  agreement in
form and  substance  reasonably  acceptable to the parties,  (collectively  the  agreements  referred to herein are
designated,  the "Reconstitution  Agreements").  It is understood that any such Reconstitution  Agreements will not
contain any greater  obligations  on the part of Company  than are  contained  in this  Agreement.  Notwithstanding
anything to the contrary in this Section 11.18,  the Company agrees that it is required to perform the  obligations
described in Exhibit K hereto.

         With respect to each Whole Loan Transfer and each  Pass-Through  Transfer  entered into by the  Purchaser,
the Company  agrees (1) to cooperate  fully with the Purchaser and any  prospective  purchaser  with respect to all
reasonable  requests  and due  diligence  procedures;  (2) to  execute,  deliver  and  perform  all  Reconstitution
Agreements  required  by the  Purchaser;  (3) to  restate  the  representations  and  warranties  set forth in this
Agreement as of the settlement or closing date in connection  with such  Reconstitution  (each,  a  "Reconstitution
Date").

         In  addition,  the Company  shall  provide to such  servicer or issuer,  as the case may be, and any other
participants in such Reconstitution:

         (i)      any and all  information  and  appropriate  verification  of information  which may be reasonably
available to the Company,  whether  through  letters of its auditors and counsel  (excluding  that protected by the
attorney-client  privilege  unless  waived) or  otherwise,  as the  Purchaser or any such other  participant  shall
request upon reasonable demand;

         (ii)     such additional representations,  warranties,  covenants, letters from auditors, and certificates
of public  officials or officers of the Company as are  reasonably  agreed upon by the Company and the Purchaser or
any such other participant;

         (iii)    within 5 Business  Days after  request by the  Purchaser,  the  information  with  respect to the
Company (as  originator) and each  Third-Party  Originator of the Mortgage Loans as required under Item 1110(a) and
(b) of Regulation AB, a summary of the  requirements of which has of the date hereof is attached hereto as Exhibit
N for  convenience  of reference  only,  as  determined  by Purchaser in its sole  discretion.  If requested by the
Purchaser, this will include information about the applicable credit-granting or underwriting criteria;

         (iv)     within 5 Business  Days after  request by the  Purchaser,  the  Company  shall  provide  (or,  as
applicable,  cause each  Third-Party  Originator to provide) Static Pool  Information  with respect to the mortgage
loans (of a similar type as the Mortgage  Loans,  as  reasonably  identified  by the  Purchaser as provided  below)
originated  by (i) the Company,  if the Company is an  originator  of Mortgage  Loans  (including as an acquirer of
Mortgage  Loans from a  Qualified  Correspondent),  and/or  (ii) each  Third-Party  Originator.  Such  Static  Pool
Information  shall be prepared by the Company (or  Third-Party  Originator)  on the basis of its  reasonable,  good
faith  interpretation  of the  requirements  of Item  1105(a)(1)-(3)  and (c) of Regulation  AB. To the extent that
there is reasonably  available to the Company (or Third-Party  Originator)  Static Pool Information with respect to
more than one mortgage loan type, the Purchaser or any Depositor  shall be entitled to specify  whether some or all
of such information shall be provided  pursuant to this paragraph.  The content of such Static Pool Information may
be in the  form  customarily  provided  by the  Company,  and  need  not be  customized  for the  Purchaser  or any
Depositor.  Such  Static  Pool  Information  for each  vintage  origination  year or  prior  securitized  pool,  as
applicable,  shall be presented in  increments  no less  frequently  than  quarterly  over the life of the mortgage
loans included in the vintage  origination year or prior securitized pool. The most recent periodic  increment must
be as of a date no later than 135 days prior to the date of the  prospectus  or other  offering  document  in which
the Static Pool Information is to be included or incorporated by reference.  The Static Pool  Information  shall be
provided in an electronic format that provides a permanent record of the information  provided,  such as a portable
document  format  (pdf)  file,  or other  such  electronic  format  reasonably  required  by the  Purchaser  or the
Depositor, as applicable;

         (v)      within 5 Business Days after request by the  Purchaser,  information  with respect to the Company
(as servicer) as required by Item 1108(b) and (c) of Regulation  AB, a summary of the  requirements  of which as of
the date hereof is attached  hereto as Exhibit N for  convenience of reference  only, as determined by Purchaser in
its sole  discretion.  In the event that the Company has delegated any servicing  responsibilities  with respect to
the Mortgage Loans to a Subservicer,  the Company shall provide the  information  required  pursuant to this clause
with respect to the Subservicer;

         (vi)     within 5 Business Days after request by the Purchaser,
                  (a) information  regarding any legal  proceedings  pending (or known to be contemplated)  against
         the Company (as  originator  and as servicer)  and each other  originator  of the Mortgage  Loans and each
         Subservicer  as required by Item 1117 of Regulation AB, a summary of the  requirements  of which as of the
         date  hereof is  attached  hereto as  Exhibit N for  convenience  of  reference  only,  as  determined  by
         Purchaser in its sole discretion,
                  (b)  information  regarding  affiliations  with  respect to the  Company  (as  originator  and as
         servicer)  and each other  originator  of the  Mortgage  Loans and each  Subservicer  as  required by Item
         1119(a)  of  Regulation  AB, a summary  of the  requirements  of which as of the date  hereof is  attached
         hereto  as  Exhibit  N for  convenience  of  reference  only,  as  determined  by  Purchaser  in its  sole
         discretion, and
                  (c)  information  regarding  relationships  and  transactions  with  respect to the  Company  (as
         originator  and as servicer)  and each other  originator  of the Mortgage  Loans and each  Subservicer  as
         required by Item 1119(b) and (c) of Regulation AB, a summary of the  requirements  of which as of the date
         hereof is attached  hereto as Exhibit N for  convenience of reference  only, as determined by Purchaser in
         its sole discretion;

         (vii)    if so requested by the  Purchaser,  the Company  shall  provide  (or, as  applicable,  cause each
Third-Party  Originator  to  provide),  at the  expense of the  requesting  party (to the extent of any  additional
incremental  expense  associated  with  delivery  pursuant to this  Agreement),  such  statements  and  agreed-upon
procedures  letters of certified  public  accountants  reasonably  acceptable  to the  Purchaser or  Depositor,  as
applicable,  pertaining to Static Pool Information  relating to prior securitized pools for securitizations  closed
on or after  January  1,  2006 or,  in the case of  Static  Pool  Information  with  respect  to the  Company's  or
Third-Party  Originator's  originations  or purchases,  to calendar  months  commencing  January 1, 2006, or to any
financial  information  included in any other  disclosure  provided under this Section  11.18,  as the Purchaser or
such Depositor shall reasonably  request.  Such statements and letters shall be addressed to and be for the benefit
of such parties as the Purchaser or such  Depositor  shall  designate,  which may include,  by way of example,  any
Sponsor,  any Depositor and any broker dealer acting as  underwriter,  placement  agent or initial  purchaser  with
respect  to a  Pass-Through  Transfer.  Any such  statement  or letter may take the form of a  standard,  generally
applicable  document  accompanied by a reliance  letter  authorizing  reliance by the addressees  designated by the
Purchaser or such Depositor;

         (viii) For the purpose of satisfying the reporting  obligation  under the Exchange Act with respect to any
class of asset-backed  securities,  the Company shall (or shall cause each  Subservicer and Third-Party  Originator
to) (i) within two (2) Business Days of the event  described  below,  provide notice to the  Purchaser,  any Master
Servicer and any Depositor in writing of (A) any material  litigation  or  governmental  proceedings  involving the
Company,  any  Subservicer or any  Third-Party  Originator,  (B) any  affiliations  or  relationships  that develop
following the closing date of a Pass-Through  Transfer  between the Company,  any  Subservicer  or any  Third-Party
Originator  and any of the parties  specified in clause (D) of paragraph (a) of this Section (and any other parties
identified  in writing by the  requesting  party)  with  respect to such  Pass-Through  Transfer,  (C) any Event of
Default under the terms of this Agreement or any Reconstitution  Agreement,  (D) any merger,  consolidation or sale
of  substantially  all of the  assets  of the  Company,  and (E) the  Company's  entry  into  an  agreement  with a
Subservicer  to perform or assist in the  performance of any of the Company's  obligations  under this Agreement or
any  Reconstitution  Agreement  and (ii)  provide  to the  Purchaser,  any  Master  Servicer  and any  Depositor  a
description of such proceedings, affiliations or relationships;

         All notification pursuant to this Section 11.18 (viii)(B) should be sent to:

         EMC Mortgage Corporation
         2780 Lake Vista Drive
         Lewisville, TX 75067-3884
         Attention:  Conduit Seller Approval Dept.
         Facsimile:  (214) 626-3751
         Email:  sellerapproval@bear.com

         With a copy to:

         Bear, Stearns & Co. Inc.
         383 Madison Avenue, 3rd Floor
         New, York, NY 10179
         Attention:  Global Credit Administration
         Facsimile:  (212) 272-6564

         Notifications pursuant to Section 11.18 (viii)(A) should be sent to:

         EMC Mortgage Corporation
         Two Mac Arthur Ridge
         909 Hidden Ridge Drive, Suite 200
         Irving, TX 75038
         Attention:  Associate General Counsel for Loan Administration
         Facsimile:  (972) 831-2555

         With copies to:

         Bear, Stearns & Co. Inc.
         383 Madison Avenue, 3rd Floor
         New, York, NY 10179
         Attention:  Global Credit Administration
         Facsimile:  (212) 272-6564

         EMC Mortgage Corporation
         2780 Lake Vista Drive
         Lewisville, TX 75067-3884
         Attention:  Conduit Seller Approval Dept.
         Facsimile:  (214) 626-3751
         Email:  sellerapproval@bear.com

         (ix) As a condition to the succession to the Company or any  Subservicer as servicer or subservicer  under
this Agreement or any  Reconstitution  Agreement by any Person (i) into which the Company or such  Subservicer  may
be merged or  consolidated,  or (ii) which may be  appointed  as a  successor  to the  Company  or any  Subservicer
(unless such successor has been  appointed by the Purchaser,  any Master  Servicer or any  Depositor),  the Company
shall provide to the Purchaser,  any Master  Servicer,  and any  Depositor,  at least 15 calendar days prior to the
effective  date of such  succession or  appointment,  (x) written notice to the Purchaser and any Depositor of such
succession or appointment  and (y) in writing and in form and substance  reasonably  satisfactory  to the Purchaser
and such  Depositor,  all  information  reasonably  requested by the  Purchaser or any Depositor in order to comply
with its reporting obligation under Item 6.02 of Form 8-K with respect to any class of asset-backed securities;

         (x) In addition to such  information  as the  Company,  as servicer,  is obligated to provide  pursuant to
other  provisions  of this  Agreement,  not  later  than  ten days  prior to the  deadline  for the  filing  of any
distribution  report on Form 10-D in respect of any  Pass-Through  Transfer that includes any of the Mortgage Loans
serviced by the Company or any Subservicer,  the Company or such Subservicer,  as applicable,  shall, to the extent
the  Company  or such  Subservicer  has  knowledge,  provide  to the  party  responsible  for  filing  such  report
(including,  if applicable,  the Master  Servicer)  notice of the  occurrence of any of the following  events along
with all  information,  data,  and  materials  related  thereto as may be  required  to be  included in the related
distribution report on Form 10-D (as specified in the provisions of Regulation AB referenced below):

                           (A)      any material  modifications,  extensions or waivers of pool asset terms,  fees,
         penalties or payments during the distribution  period or that have cumulatively  become material over time
         (Item 1121(a)(11) of Regulation AB);

                           (B)      material  breaches of pool asset  representations  or warranties or transaction
         covenants (Item 1121(a)(12) of Regulation AB); and

                           (C)      information regarding new asset-backed  securities issuances backed by the same
         pool assets, any pool asset changes (such as, additions,  substitutions or repurchases),  and any material
         changes in  origination,  underwriting or other criteria for acquisition or selection of pool assets (Item
         1121(a)(14) of Regulation AB); and

         (xi) The Company shall provide,  as requested,  to the Purchaser,  any Master  Servicer and any Depositor,
evidence of the  authorization of the person signing any  certification  or statement,  copies or other evidence of
Fidelity Bond Insurance and Errors and Omission  Insurance  policy,  financial  information  and reports,  and such
other  information  related to the  Company or any  Subservicer  or the Company or such  Subservicer's  performance
hereunder.

         In the  event  of a  conflict  or  inconsistency  between  the  terms  of  Exhibit  N and the  text of the
applicable Item of Regulation AB as cited above,  the text of Regulation AB, its adopting  release and other public
statements of the SEC shall control.

         (xii)    If so requested by the Purchaser or any  Depositor on any date,  the Company  shall,  within five
Business Days following  such request,  confirm in writing the accuracy of the  representations  and warranties set
forth in Section  3.01(p) of this Agreement or, if any such  representation  and warranty is not accurate as of the
date of  such  request,  provide  reasonably  adequate  disclosure  of the  pertinent  facts,  in  writing,  to the
requesting party.

         The Company shall  indemnify the Purchaser,  each  affiliate of the  Purchaser,  and each of the following
parties  participating in a Pass-Through  Transfer:  each sponsor and issuing entity;  each Person (including,  but
not limited to, any Master Servicer,  if applicable)  responsible for the  preparation,  execution or filing of any
report required to be filed with the Commission with respect to such Pass-Through  Transfer,  or for execution of a
certification  pursuant  to  Rule  13a-14(d)  or Rule  15d-14(d)  under  the  Exchange  Act  with  respect  to such
Pass-Through  Transfer;  each broker dealer  acting as  underwriter,  placement  agent or initial  purchaser,  each
Person who controls any of such parties or the Depositor  (within the meaning of Section 15 of the  Securities  Act
and Section 20 of the Exchange Act); and the respective present and former directors,  officers,  employees, agents
and affiliates of each of the foregoing and of the Depositor  (each, an "Indemnified  Party"),  and shall hold each
of them  harmless from and against any claims,  losses,  damages,  penalties,  fines,  forfeitures,  legal fees and
expenses  and  related  costs,  judgments,  and any other  costs,  fees and  expenses  that any of them may sustain
arising out of or based upon:

         (i)(A) any untrue  statement of a material fact  contained or alleged to be contained in any  information,
report,  certification,  data,  accountants'  letter or other  material  provided under this Section 11.18 by or on
behalf of the Company,  or provided under this Section 11.18 by or on behalf of any  Subservicer,  Subcontractor or
Third-Party  Originator  (collectively,  the "Company  Information"),  or (B) the  omission or alleged  omission to
state in the Company  Information a material fact required to be stated in the Company  Information or necessary in
order to make  the  statements  therein,  in the  light of the  circumstances  under  which  they  were  made,  not
misleading;  provided,  by way of  clarification,  that clause (B) of this paragraph  shall be construed  solely by
reference to the Company  Information  and not to any other  information  communicated in connection with a sale or
purchase of  securities,  without  regard to whether the Company  Information  or any portion  thereof is presented
together with or separately from such other information;

         (ii) any breach by the Company of its obligations  under this Section 11.18,  including  particularly  any
failure  by the  Company,  any  Subservicer,  any  Subcontractor  or any  Third-Party  Originator  to  deliver  any
information,  report, certification,  accountants' letter or other material when and as required under this Section
11.18,   including  any  failure  by  the  Company  to  identify   pursuant  to  Section  11.20  any  Subcontractor
"participating in the servicing function" within the meaning of Item 1122 of Regulation AB;

         (iii) any  breach by the  Company  of a  representation  or  warranty  set forth in  Section  3.01 or in a
writing  furnished  pursuant  to Section  3.01(q)  and made as of a date prior to the  closing  date of the related
Pass-Through  Transfer,  to the extent that such  breach is not cured by such  closing  date,  or any breach by the
Company of a representation  or warranty in a writing  furnished  pursuant to Section 3.01(q) to the extent made as
of a date subsequent to such closing date; or

         (iv)     the gross negligence, bad faith or willful misconduct of the Company in connection with its
performance under this Section 11.18;

provided,  however, that the Purchaser shall indemnify the Company and its present and former directors,  officers,
and  employees  and hold each of them  harmless from and against any claims,  losses,  damages,  penalties,  fines,
forfeitures,  legal fees and expenses and related  costs,  judgments,  and any other costs,  fees and expenses that
any of them may sustain from any untrue  statement or alleged  untrue  statement of a material fact or the omission
or alleged  omission to state a material fact  required to be stated in order to make the  statements  therein,  in
the light of the  circumstances  under  which  they were made,  not  misleading,  contained  in any  prospectus  or
prospectus supplement containing Company Information not arising out of or based upon the Company Information.

                  If the  indemnification  provided for herein is unavailable or  insufficient  to hold harmless an
Indemnified  Party,  then the  Company  agrees  that it shall  contribute  to the  amount  paid or  payable by such
Indemnified Party as a result of any claims,  losses,  damages or liabilities incurred by such Indemnified Party in
such proportion as is appropriate to reflect the relative fault of such  Indemnified  Party on the one hand and the
Company on the other.

                  In the case of any failure of performance  described above, the Company shall promptly  reimburse
the Purchaser, any Depositor, as applicable,  and each Person responsible for the preparation,  execution or filing
of any  report  required  to be filed  with the  Commission  with  respect to such  Pass-Through  Transfer,  or for
execution of a  certification  pursuant to Rule 13a-14(d) or Rule 15d-14(d)  under the Exchange Act with respect to
such  Pass-Through  Transfer,  for all  costs  reasonably  incurred  by each  such  party in order  to  obtain  the
information,  report,  certification,  accountants'  letter or other  material  not  delivered  as  required by the
Company, any Subservicer, any Subcontractor or any Third-Party Originator.

         This  indemnification  shall survive the  termination of this Agreement or the termination of any party to
this Agreement.

         All Mortgage  Loans not sold or  transferred  pursuant to a  Reconstitution  shall remain  subject to, and
serviced in  accordance  with the terms of, this  Agreement  and the related Term Sheet,  and with respect  thereto
this Agreement and the related Term Sheet shall remain in full force and effect.

         The  Purchaser  agrees to reimburse  the Company for its  reasonable  out-of-pocket  expenses  incurred in
connection with any Reconstitution hereunder;  provided,  however, such amount shall not exceed $5,000 and shall be
remitted by the Purchaser upon written  request from the Company which shall be accompanied  with receipts or bills
detailing such expenses;  provided,  further,  in the event that such amount exceeds  $5,000,  the Purchaser  shall
reimburse the Company if the Purchaser approves in writing of such expenses prior to when incurred by the Company.

         19.      Article XI of the  Agreement  is hereby  amended  effective  as of the date  hereof by adding the
following new Section 11.20:

         Section 11.20. Use of Subservicers and Subcontractors.

         (a)      The Company shall not hire or otherwise  utilize the services of any  Subservicer  to fulfill any
of the  obligations  of the Company as servicer  under this Agreement or any  Reconstitution  Agreement  unless the
Company  complies with the  provisions  of paragraph  (b) of this Section.  The Company shall not hire or otherwise
utilize the services of any  Subcontractor,  and shall not permit any Subservicer to hire or otherwise  utilize the
services of any  Subcontractor,  to fulfill any of the  obligations of the Company as servicer under this Agreement
or any Reconstitution Agreement unless the Company complies with the provisions of paragraph (d) of this Section.

         (b)      The Company  shall cause any  Subservicer  used by the  Company (or by any  Subservicer)  for the
benefit of the  Purchaser  and any  Depositor  to comply with the  provisions  of this  Section  and with  Sections
3.01(p),  3.01(s),  6.04,  6.07 and 11.18 of this  Agreement  to the same  extent as if such  Subservicer  were the
Company,  and to provide the information  required with respect to such  Subservicer  under Section 3.01(r) of this
Agreement.  The Company shall be responsible  for obtaining from each  Subservicer and delivering to the Purchaser,
any Master  Servicer  and any  Depositor  any Annual  Statement  of  Compliance  required to be  delivered  by such
Subservicer  under Section  6.04(a),  any Assessment of Compliance and Attestation  Report required to be delivered
by such  Subservicer  under Section 6.07 and any Annual  Certification  required under Section  6.04(b) as and when
required to be delivered.

         (c)      The Company shall  promptly upon request  provide to the Purchaser,  any Master  Servicer and any
Depositor  (or any  designee  of the  Depositor,  such as an  administrator)  a  written  description  (in form and
substance  satisfactory to the Purchaser,  any Master Servicer and such Depositor) of the role and function of each
Subcontractor  utilized by the Company or any Subservicer,  specifying (i) the identity of each such Subcontractor,
(ii) which (if any) of such  Subcontractors  are  "participating  in the servicing  function" within the meaning of
Item 1122 of Regulation  AB, and (iii) which  elements of the Servicing  Criteria will be addressed in  assessments
of compliance provided by each Subcontractor identified pursuant to clause (ii) of this paragraph.

         (d)      As a condition to the utilization of any  Subcontractor  determined to be  "participating  in the
servicing  function"  within  the  meaning  of Item  1122 of  Regulation  AB,  the  Company  shall  cause  any such
Subcontractor  used by the Company (or by any  Subservicer)  for the benefit of the  Purchaser and any Depositor to
comply  with  the  provisions  of  Sections  6.07  and  11.18  of this  Agreement  to the  same  extent  as if such
Subcontractor  were the Company.  The Company  shall be  responsible  for  obtaining  from each  Subcontractor  and
delivering to the Purchaser and any Depositor any  Assessment of Compliance  and  Attestation  Report and the other
certificates  required to be delivered by such Subservicer and such Subcontractor  under Section 6.07, in each case
as and when required to be delivered.

         20.      Article XI of the  Agreement  is hereby  amended  effective  as of the date  hereof by adding the
following new Section 11.21:

         Section 11.21. Third Party Beneficiary.

         For purposes of this  Agreement,-each  Master  Servicer  shall be considered a third party  beneficiary to
this Agreement, entitled to all the rights and benefits-hereof as if it were a direct party to this Agreement.

         21.      The Agreement is hereby  amended as of the date hereof by deleting  Exhibit E in its entirety and
replacing it with the following:


                                                         EXHIBIT E

                                             REPORTING DATA FOR MONTHLY REPORT

                                             Standard File Layout - Master Servicing
-----------------------------------------------------------------------------------------------------------------------------------
         Column Name                            Description                      Decimal           Format Comment          Max
                                                                                                                            Size
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
SER_INVESTOR_NBR               A value assigned by the Servicer to define a                 Text up to 10 digits             20
                               group of loans.
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
LOAN_NBR                       A unique identifier assigned to each loan by                 Text up to 10 digits             10
                               the investor.
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
SERVICER_LOAN_NBR              A unique number assigned to a loan by the                    Text up to 10 digits             10
                               Servicer.  This may be different than the
                               LOAN_NBR.
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
BORROWER_NAME                  The borrower name as received in the file.                   Maximum length of 30 (Last,      30
                               It is not separated by first and last name.                  First)
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
SCHED_PAY_AMT                  Scheduled monthly principal and scheduled            2       No commas(,) or dollar signs     11
                               interest payment that a borrower is expected                 ($)
                               to pay, P&I constant.
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
NOTE_INT_RATE                  The loan interest rate as reported by the            4       Max length of 6                   6
                               Servicer.
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
NET_INT_RATE                   The loan gross interest rate less the service        4       Max length of 6                   6
                               fee rate as reported by the Servicer.
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
SERV_FEE_RATE                  The servicer's fee rate for a loan as                4       Max length of 6                   6
                               reported by the Servicer.
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
SERV_FEE_AMT                   The servicer's fee amount for a loan as              2       No commas(,) or dollar signs     11
                               reported by the Servicer.                                    ($)
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
NEW_PAY_AMT                    The new loan payment amount as reported by           2       No commas(,) or dollar signs     11
                               the Servicer.                                                ($)
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
NEW_LOAN_RATE                  The new loan rate as reported by the Servicer.       4       Max length of 6                   6
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
ARM_INDEX_RATE                 The index the Servicer is using to calculate         4       Max length of 6                   6
                               a forecasted rate.
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
ACTL_BEG_PRIN_BAL              The borrower's actual principal balance at           2       No commas(,) or dollar signs     11
                               the beginning of the processing cycle.                       ($)
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
ACTL_END_PRIN_BAL              The borrower's actual principal balance at           2       No commas(,) or dollar signs     11
                               the end of the processing cycle.                             ($)
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
BORR_NEXT_PAY_DUE_DATE         The date at the end of processing cycle that                 MM/DD/YYYY                       10
                               the borrower's next payment is due to the
                               Servicer, as reported by Servicer.
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
SERV_CURT_AMT_1                The first curtailment amount to be applied.          2       No commas(,) or dollar signs     11
                                                                                            ($)
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
SERV_CURT_DATE_1               The curtailment date associated with the                     MM/DD/YYYY                       10
                               first curtailment amount.
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
CURT_ADJ_ AMT_1                The curtailment interest on the first                2       No commas(,) or dollar signs     11
                               curtailment amount, if applicable.                           ($)
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
SERV_CURT_AMT_2                The second curtailment amount to be applied.         2       No commas(,) or dollar signs     11
                                                                                            ($)
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
SERV_CURT_DATE_2               The curtailment date associated with the                     MM/DD/YYYY                       10
                               second curtailment amount.
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
CURT_ADJ_ AMT_2                The curtailment interest on the second               2       No commas(,) or dollar signs     11
                               curtailment amount, if applicable.                           ($)
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
SERV_CURT_AMT_3                The third curtailment amount to be applied.          2       No commas(,) or dollar signs     11
                                                                                            ($)
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
SERV_CURT_DATE_3               The curtailment date associated with the                     MM/DD/YYYY                       10
                               third curtailment amount.
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
CURT_ADJ_AMT_3                 The curtailment interest on the third                2       No commas(,) or dollar signs     11
                               curtailment amount, if applicable.                           ($)
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
PIF_AMT                        The loan "paid in full" amount as reported by        2       No commas(,) or dollar signs     11
                               the Servicer.                                                ($)
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
PIF_DATE                       The paid in full date as reported by the                     MM/DD/YYYY                       10
                               Servicer.
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
                                                                                            Action Code Key:                  2
                                                                                            15=Bankruptcy,
                                                                                            30=Foreclosure, ,
ACTION_CODE                    The standard FNMA numeric code used                          60=PIF,
                               to indicate the default/delinquent                           63=Substitution,
                               status of a particular loan.                                 65=Repurchase,70=REO
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
INT_ADJ_AMT                    The amount of the interest adjustment as             2       No commas(,) or dollar signs     11
                               reported by the Servicer.                                    ($)
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
SOLDIER_SAILOR_ADJ_AMT         The Soldier and Sailor Adjustment amount, if         2       No commas(,) or dollar signs     11
                               applicable.                                                  ($)
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
NON_ADV_LOAN_AMT               The Non Recoverable Loan Amount, if                  2       No commas(,) or dollar signs     11
                               applicable.                                                  ($)
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
LOAN_LOSS_AMT                  The amount the Servicer is passing as a loss,        2       No commas(,) or dollar signs     11
                               if applicable.                                               ($)
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
SCHED_BEG_PRIN_BAL             The scheduled outstanding principal amount           2       No commas(,) or dollar signs     11
                               due at the beginning of the cycle date to be                 ($)
                               passed through to investors.
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
SCHED_END_PRIN_BAL             The scheduled principal balance due to               2       No commas(,) or dollar signs     11
                               investors at the end of a processing cycle.                  ($)
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
SCHED_PRIN_AMT                 The scheduled principal amount as reported by        2       No commas(,) or dollar signs     11
                               the Servicer for the current cycle -- only                   ($)
                               applicable for Scheduled/Scheduled Loans.
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
SCHED_NET_INT                  The scheduled gross interest amount less the         2       No commas(,) or dollar signs     11
                               service fee amount for the current cycle as
                               reported by the Servicer -- only applicable
                               for Scheduled/Scheduled Loans.                               ($)
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
ACTL_PRIN_AMT                  The actual principal amount collected by the         2       No commas(,) or dollar signs     11
                               Servicer for the current reporting cycle --                  ($)
                               only applicable for Actual/Actual Loans.
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
                               The actual gross interest amount less the
                               service fee amount for the current reporting                 No commas(,) or dollar signs
ACTL_NET_INT                   cycle as reported by the Servicer -- only            2       ($)                              11
                               applicable for Actual/Actual Loans.
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
PREPAY_PENALTY_ AMT            The penalty amount received when a borrower          2       No commas(,) or dollar signs     11
                               prepays on his loan as reported by the                       ($)
                               Servicer.
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
PREPAY_PENALTY_ WAIVED         The prepayment penalty amount for the loan           2       No commas(,) or dollar signs     11
                               waived by the servicer.                                      ($)
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
MOD_DATE                       The Effective Payment Date of the                            MM/DD/YYYY                       10
                               Modification for the loan.
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
MOD_TYPE                       The Modification Type.                                       Varchar - value can be alpha     30
                                                                                            or numeric
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
DELINQ_P&I_ADVANCE_AMT         The current outstanding principal and            2       No commas(,) or dollar signs     11
                               interest advances made by Servicer.                          ($)
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------

         22.      The Agreement is hereby amended as of the date hereof by adding the following new Exhibit F:




                                                         EXHIBIT F

                                             REPORTING DATA FOR DEFAULTED LOANS

                                     Standard File Layout - Delinquency Reporting

-------------------------------------- ---------------------------------------------------- -------------- ---------------
         Column/Header Name                                Description                         Decimal     Format Comment
-------------------------------------- ---------------------------------------------------- -------------- ---------------
-------------------------------------- ---------------------------------------------------- -------------- ---------------
SERVICER_LOAN_NBR                      A unique number assigned to a loan by the                           -
                                       Servicer.  This may be different than the LOAN_NBR
-------------------------------------- ---------------------------------------------------- -------------- ---------------
-------------------------------------- ---------------------------------------------------- -------------- ---------------
LOAN_NBR                               A unique identifier assigned to each loan by the                    -
                                       originator.
-------------------------------------- ---------------------------------------------------- -------------- ---------------
-------------------------------------- ---------------------------------------------------- -------------- ---------------
CLIENT_NBR                             Servicer Client Number
-------------------------------------- ---------------------------------------------------- -------------- ---------------
-------------------------------------- ---------------------------------------------------- -------------- ---------------
SERV_INVESTOR_NBR                      Contains a unique number as assigned by an                          -
                                       external servicer to identify a group of loans in
                                       their system.
-------------------------------------- ---------------------------------------------------- -------------- ---------------
-------------------------------------- ---------------------------------------------------- -------------- ---------------
BORROWER_FIRST_NAME                    First Name of the Borrower.
-------------------------------------- ---------------------------------------------------- -------------- ---------------
-------------------------------------- ---------------------------------------------------- -------------- ---------------
BORROWER_LAST_NAME                     Last name of the borrower.
-------------------------------------- ---------------------------------------------------- -------------- ---------------
-------------------------------------- ---------------------------------------------------- -------------- ---------------
PROP_ADDRESS                           Street Name and Number of Property                                  -
-------------------------------------- ---------------------------------------------------- -------------- ---------------
-------------------------------------- ---------------------------------------------------- -------------- ---------------
PROP_STATE                             The state where the  property located.                              -
-------------------------------------- ---------------------------------------------------- -------------- ---------------
-------------------------------------- ---------------------------------------------------- -------------- ---------------
PROP_ZIP                               Zip code where the property is located.                             -
-------------------------------------- ---------------------------------------------------- -------------- ---------------
-------------------------------------- ---------------------------------------------------- -------------- ---------------
BORR_NEXT_PAY_DUE_DATE                 The date that the borrower's next payment is due                    MM/DD/YYYY
                                       to the servicer at the end of processing cycle, as
                                       reported by Servicer.
-------------------------------------- ---------------------------------------------------- -------------- ---------------
-------------------------------------- ---------------------------------------------------- -------------- ---------------
LOAN_TYPE                              Loan Type (i.e. FHA, VA, Conv)                                      -
-------------------------------------- ---------------------------------------------------- -------------- ---------------
-------------------------------------- ---------------------------------------------------- -------------- ---------------
BANKRUPTCY_FILED_DATE                  The date a particular bankruptcy claim was filed.                   MM/DD/YYYY
-------------------------------------- ---------------------------------------------------- -------------- ---------------
-------------------------------------- ---------------------------------------------------- -------------- ---------------
BANKRUPTCY_CHAPTER_CODE                The chapter under which the bankruptcy was filed.                   -
-------------------------------------- ---------------------------------------------------- -------------- ---------------
-------------------------------------- ---------------------------------------------------- -------------- ---------------
BANKRUPTCY_CASE_NBR                    The case number assigned by the court to the                        -
                                       bankruptcy filing.
-------------------------------------- ---------------------------------------------------- -------------- ---------------
-------------------------------------- ---------------------------------------------------- -------------- ---------------
POST_PETITION_DUE_DATE                 The payment due date once the bankruptcy has been                   MM/DD/YYYY
                                       approved by the courts
-------------------------------------- ---------------------------------------------------- -------------- ---------------
-------------------------------------- ---------------------------------------------------- -------------- ---------------
BANKRUPTCY_DCHRG_DISM_DATE             The Date The Loan Is Removed From Bankruptcy.                       MM/DD/YYYY
                                       Either by Dismissal, Discharged and/or a Motion
                                       For Relief Was Granted.
-------------------------------------- ---------------------------------------------------- -------------- ---------------
-------------------------------------- ---------------------------------------------------- -------------- ---------------
LOSS_MIT_APPR_DATE                     The Date The Loss Mitigation Was Approved By The                    MM/DD/YYYY
                                       Servicer
-------------------------------------- ---------------------------------------------------- -------------- ---------------
-------------------------------------- ---------------------------------------------------- -------------- ---------------
LOSS_MIT_TYPE                          The Type Of Loss Mitigation Approved For A Loan
                                       Such As;
-------------------------------------- ---------------------------------------------------- -------------- ---------------
-------------------------------------- ---------------------------------------------------- -------------- ---------------
LOSS_MIT_EST_COMP_DATE                 The Date The Loss Mitigation /Plan Is Scheduled To                  MM/DD/YYYY
                                       End/Close
-------------------------------------- ---------------------------------------------------- -------------- ---------------
-------------------------------------- ---------------------------------------------------- -------------- ---------------
LOSS_MIT_ACT_COMP_DATE                 The Date The Loss Mitigation Is Actually Completed                  MM/DD/YYYY
-------------------------------------- ---------------------------------------------------- -------------- ---------------
-------------------------------------- ---------------------------------------------------- -------------- ---------------
FRCLSR_APPROVED_DATE                   The date DA Admin sends a letter to the servicer                    MM/DD/YYYY
                                       with instructions to begin foreclosure proceedings.
-------------------------------------- ---------------------------------------------------- -------------- ---------------
-------------------------------------- ---------------------------------------------------- -------------- ---------------
ATTORNEY_REFERRAL_DATE                 Date File Was Referred To Attorney to Pursue                        MM/DD/YYYY
                                       Foreclosure
-------------------------------------- ---------------------------------------------------- -------------- ---------------
-------------------------------------- ---------------------------------------------------- -------------- ---------------
FIRST_LEGAL_DATE                       Notice of 1st legal filed by an Attorney in a                       MM/DD/YYYY
                                       Foreclosure Action
-------------------------------------- ---------------------------------------------------- -------------- ---------------
-------------------------------------- ---------------------------------------------------- -------------- ---------------
FRCLSR_SALE_EXPECTED_DATE              The date by which a foreclosure sale is expected                    MM/DD/YYYY
                                       to occur.
-------------------------------------- ---------------------------------------------------- -------------- ---------------
-------------------------------------- ---------------------------------------------------- -------------- ---------------
FRCLSR_SALE_DATE                       The actual date of the foreclosure sale.                            MM/DD/YYYY
-------------------------------------- ---------------------------------------------------- -------------- ---------------
-------------------------------------- ---------------------------------------------------- -------------- ---------------
FRCLSR_SALE_AMT                        The amount a property sold for at the foreclosure          2        No commas(,)
                                       sale.                                                               or dollar
                                                                                                           signs ($)
-------------------------------------- ---------------------------------------------------- -------------- ---------------
-------------------------------------- ---------------------------------------------------- -------------- ---------------
EVICTION_START_DATE                    The date the servicer initiates eviction of the                     MM/DD/YYYY
                                       borrower.
-------------------------------------- ---------------------------------------------------- -------------- ---------------
-------------------------------------- ---------------------------------------------------- -------------- ---------------
EVICTION_COMPLETED_DATE                The date the court revokes legal possession of the                  MM/DD/YYYY
                                       property from the borrower.
-------------------------------------- ---------------------------------------------------- -------------- ---------------
-------------------------------------- ---------------------------------------------------- -------------- ---------------
LIST_PRICE                             The price at which an REO property is marketed.            2        No commas(,)
                                                                                                           or dollar
                                                                                                           signs ($)
-------------------------------------- ---------------------------------------------------- -------------- ---------------
-------------------------------------- ---------------------------------------------------- -------------- ---------------
LIST_DATE                              The date an REO property is listed at a particular                  MM/DD/YYYY
                                       price.
-------------------------------------- ---------------------------------------------------- -------------- ---------------
-------------------------------------- ---------------------------------------------------- -------------- ---------------
OFFER_AMT                              The dollar value of an offer for an REO property.          2        No commas(,)
                                                                                                           or dollar
                                                                                                           signs ($)
-------------------------------------- ---------------------------------------------------- -------------- ---------------
-------------------------------------- ---------------------------------------------------- -------------- ---------------
OFFER_DATE_TIME                        The date an offer is received by DA Admin or by                     MM/DD/YYYY
                                       the Servicer.
-------------------------------------- ---------------------------------------------------- -------------- ---------------
-------------------------------------- ---------------------------------------------------- -------------- ---------------
REO_CLOSING_DATE                       The date the REO sale of the property is scheduled                  MM/DD/YYYY
                                       to close.
-------------------------------------- ---------------------------------------------------- -------------- ---------------
-------------------------------------- ---------------------------------------------------- -------------- ---------------
REO_ACTUAL_CLOSING_DATE                Actual Date Of REO Sale                                             MM/DD/YYYY
-------------------------------------- ---------------------------------------------------- -------------- ---------------
-------------------------------------- ---------------------------------------------------- -------------- ---------------
OCCUPANT_CODE                          Classification of how the property is occupied.                     -
-------------------------------------- ---------------------------------------------------- -------------- ---------------
-------------------------------------- ---------------------------------------------------- -------------- ---------------
PROP_CONDITION_CODE                    A code that indicates the condition of the                          -
                                       property.
-------------------------------------- ---------------------------------------------------- -------------- ---------------
-------------------------------------- ---------------------------------------------------- -------------- ---------------
PROP_INSPECTION_DATE                   The date a  property inspection is performed.                       MM/DD/YYYY
-------------------------------------- ---------------------------------------------------- -------------- ---------------
-------------------------------------- ---------------------------------------------------- -------------- ---------------
APPRAISAL_DATE                         The date the appraisal was done.                                    MM/DD/YYYY
-------------------------------------- ---------------------------------------------------- -------------- ---------------
-------------------------------------- ---------------------------------------------------- -------------- ---------------
CURR_PROP_VAL                          -The current "as is" value of the property based           2        -
                                       on brokers price opinion or appraisal.
-------------------------------------- ---------------------------------------------------- -------------- ---------------
-------------------------------------- ---------------------------------------------------- -------------- ---------------
REPAIRED_PROP_VAL                      The amount the property would be worth if repairs          2        -
                                       are completed pursuant to a broker's price opinion
                                       or appraisal.
-------------------------------------- ---------------------------------------------------- -------------- ---------------
-------------------------------------- ---------------------------------------------------- -------------- ---------------
If applicable:                         -                                                                   -
-------------------------------------- ---------------------------------------------------- -------------- ---------------
-------------------------------------- ---------------------------------------------------- -------------- ---------------
DELINQ_STATUS_CODE                     FNMA Code Describing Status of Loan
-------------------------------------- ---------------------------------------------------- -------------- ---------------
-------------------------------------- ---------------------------------------------------- -------------- ---------------
DELINQ_REASON_CODE                     The circumstances which caused a borrower to stop
                                       paying on a loan.   Code indicates the reason why
                                       the loan is in default for this cycle.
-------------------------------------- ---------------------------------------------------- -------------- ---------------
-------------------------------------- ---------------------------------------------------- -------------- ---------------
MI_CLAIM_FILED_DATE                    Date Mortgage Insurance Claim Was Filed With                        MM/DD/YYYY
                                       Mortgage Insurance Company.
-------------------------------------- ---------------------------------------------------- -------------- ---------------
-------------------------------------- ---------------------------------------------------- -------------- ---------------
MI_CLAIM_AMT                           Amount of Mortgage Insurance Claim Filed                            No commas(,)
                                                                                                           or dollar
                                                                                                           signs ($)
-------------------------------------- ---------------------------------------------------- -------------- ---------------
-------------------------------------- ---------------------------------------------------- -------------- ---------------
MI_CLAIM_PAID_DATE                     Date Mortgage Insurance Company Disbursed Claim                     MM/DD/YYYY
                                       Payment
-------------------------------------- ---------------------------------------------------- -------------- ---------------
-------------------------------------- ---------------------------------------------------- -------------- ---------------
MI_CLAIM_AMT_PAID                      Amount Mortgage Insurance Company Paid On Claim            2        No commas(,)
                                                                                                           or dollar
                                                                                                           signs ($)
-------------------------------------- ---------------------------------------------------- -------------- ---------------
-------------------------------------- ---------------------------------------------------- -------------- ---------------
POOL_CLAIM_FILED_DATE                  Date Claim Was Filed With Pool Insurance Company                    MM/DD/YYYY
-------------------------------------- ---------------------------------------------------- -------------- ---------------
-------------------------------------- ---------------------------------------------------- -------------- ---------------
POOL_CLAIM_AMT                         Amount of Claim Filed With Pool Insurance Company          2        No commas(,)
                                                                                                           or dollar
                                                                                                           signs ($)
-------------------------------------- ---------------------------------------------------- -------------- ---------------
-------------------------------------- ---------------------------------------------------- -------------- ---------------
POOL_CLAIM_PAID_DATE                   Date Claim Was Settled and The Check Was Issued By                  MM/DD/YYYY
                                       The Pool Insurer
-------------------------------------- ---------------------------------------------------- -------------- ---------------
-------------------------------------- ---------------------------------------------------- -------------- ---------------
POOL_CLAIM_AMT_PAID                    Amount Paid On Claim By Pool Insurance Company             2        No commas(,)
                                                                                                           or dollar
                                                                                                           signs ($)
-------------------------------------- ---------------------------------------------------- -------------- ---------------
-------------------------------------- ---------------------------------------------------- -------------- ---------------
FHA_PART_A_CLAIM_FILED_DATE            -Date FHA Part A Claim Was Filed With HUD                           MM/DD/YYYY
-------------------------------------- ---------------------------------------------------- -------------- ---------------
-------------------------------------- ---------------------------------------------------- -------------- ---------------
FHA_PART_A_CLAIM_AMT                   -Amount of FHA Part A Claim Filed                          2        No commas(,)
                                                                                                           or dollar
                                                                                                           signs ($)
-------------------------------------- ---------------------------------------------------- -------------- ---------------
-------------------------------------- ---------------------------------------------------- -------------- ---------------
FHA_PART_A_CLAIM_PAID_DATE             -Date HUD Disbursed Part A Claim Payment                            MM/DD/YYYY
-------------------------------------- ---------------------------------------------------- -------------- ---------------
-------------------------------------- ---------------------------------------------------- -------------- ---------------
FHA_PART_A_CLAIM_PAID_AMT              -Amount HUD Paid on Part A Claim                           2        No commas(,)
                                                                                                           or dollar
                                                                                                           signs ($)
-------------------------------------- ---------------------------------------------------- -------------- ---------------
-------------------------------------- ---------------------------------------------------- -------------- ---------------
FHA_PART_B_CLAIM_FILED_DATE            --Date FHA Part B Claim Was Filed With HUD                          MM/DD/YYYY
-------------------------------------- ---------------------------------------------------- -------------- ---------------
-------------------------------------- ---------------------------------------------------- -------------- ---------------
FHA_PART_B_CLAIM_AMT                   --Amount of FHA Part B Claim Filed                         2        No commas(,)
                                                                                                           or dollar
                                                                                                           signs ($)
-------------------------------------- ---------------------------------------------------- -------------- ---------------
-------------------------------------- ---------------------------------------------------- -------------- ---------------
FHA_PART_B_CLAIM_PAID_DATE             ---Date HUD Disbursed Part B Claim Payment                          MM/DD/YYYY
-------------------------------------- ---------------------------------------------------- -------------- ---------------
-------------------------------------- ---------------------------------------------------- -------------- ---------------
FHA_PART_B_CLAIM_PAID_AMT              -Amount HUD Paid on Part B Claim                           2        No commas(,)
                                                                                                           or dollar
                                                                                                           signs ($)
-------------------------------------- ---------------------------------------------------- -------------- ---------------
-------------------------------------- ---------------------------------------------------- -------------- ---------------
VA_CLAIM_FILED_DATE                    -Date VA Claim Was Filed With the Veterans Admin                    MM/DD/YYYY
-------------------------------------- ---------------------------------------------------- -------------- ---------------
-------------------------------------- ---------------------------------------------------- -------------- ---------------
VA_CLAIM_PAID_DATE                     -Date Veterans Admin. Disbursed VA Claim Payment                    MM/DD/YYYY
-------------------------------------- ---------------------------------------------------- -------------- ---------------
-------------------------------------- ---------------------------------------------------- -------------- ---------------
VA_CLAIM_PAID_AMT                      -Amount Veterans Admin. Paid on VA Claim                   2        No commas(,)
                                                                                                           or dollar
                                                                                                           signs ($)
-------------------------------------- ---------------------------------------------------- -------------- ---------------


Exhibit 2: Standard File Codes - Delinquency Reporting

The Loss Mit Type field should show the approved Loss Mitigation Code as follows:
o        ASUM-   Approved Assumption
o        BAP-    Borrower Assistance Program
o        CO-     Charge Off
o        DIL-    Deed-in-Lieu
o        FFA-    Formal Forbearance Agreement
o        MOD-    Loan Modification
o        PRE-    Pre-Sale
o        SS-     Short Sale
o        MISC-   Anything else approved by the PMI or Pool Insurer

NOTE: Wells Fargo Bank will accept alternative Loss Mitigation Types to those above, provided that they are
consistent with industry standards.  If Loss Mitigation Types other than those above are used, the Servicer must
supply Wells Fargo Bank with a description of each of the Loss Mitigation Types prior to sending the file.

The Occupant Code field should show the current status of the property code as follows:
o        Mortgagor
o        Tenant
o        Unknown
o        Vacant

The Property Condition field should show the last reported condition of the property as follows:
o        Damaged
o        Excellent
o        Fair
o        Gone
o        Good
o        Poor
o        Special Hazard
o        Unknown



Exhibit 2: Standard File Codes - Delinquency Reporting, Continued

The FNMA Delinquent Reason Code field should show the Reason for Delinquency as follows:

                      ------------------------ ---------------------------------------------------------
                      Delinquency Code         Delinquency Description
                      ------------------------ ---------------------------------------------------------
                      ------------------------ ---------------------------------------------------------
                      001                      FNMA-Death of principal mortgagor
                      ------------------------ ---------------------------------------------------------
                      ------------------------ ---------------------------------------------------------
                      002                      FNMA-Illness of principal mortgagor
                      ------------------------ ---------------------------------------------------------
                      ------------------------ ---------------------------------------------------------
                      003                      FNMA-Illness of mortgagor's family member
                      ------------------------ ---------------------------------------------------------
                      ------------------------ ---------------------------------------------------------
                      004                      FNMA-Death of mortgagor's family member
                      ------------------------ ---------------------------------------------------------
                      ------------------------ ---------------------------------------------------------
                      005                      FNMA-Marital difficulties
                      ------------------------ ---------------------------------------------------------
                      ------------------------ ---------------------------------------------------------
                      006                      FNMA-Curtailment of income
                      ------------------------ ---------------------------------------------------------
                      ------------------------ ---------------------------------------------------------
                      007                      FNMA-Excessive Obligation
                      ------------------------ ---------------------------------------------------------
                      ------------------------ ---------------------------------------------------------
                      008                      FNMA-Abandonment of property
                      ------------------------ ---------------------------------------------------------
                      ------------------------ ---------------------------------------------------------
                      009                      FNMA-Distant employee transfer
                      ------------------------ ---------------------------------------------------------
                      ------------------------ ---------------------------------------------------------
                      011                      FNMA-Property problem
                      ------------------------ ---------------------------------------------------------
                      ------------------------ ---------------------------------------------------------
                      012                      FNMA-Inability to sell property
                      ------------------------ ---------------------------------------------------------
                      ------------------------ ---------------------------------------------------------
                      013                      FNMA-Inability to rent property
                      ------------------------ ---------------------------------------------------------
                      ------------------------ ---------------------------------------------------------
                      014                      FNMA-Military Service
                      ------------------------ ---------------------------------------------------------
                      ------------------------ ---------------------------------------------------------
                      015                      FNMA-Other
                      ------------------------ ---------------------------------------------------------
                      ------------------------ ---------------------------------------------------------
                      016                      FNMA-Unemployment
                      ------------------------ ---------------------------------------------------------
                      ------------------------ ---------------------------------------------------------
                      017                      FNMA-Business failure
                      ------------------------ ---------------------------------------------------------
                      ------------------------ ---------------------------------------------------------
                      019                      FNMA-Casualty loss
                      ------------------------ ---------------------------------------------------------
                      ------------------------ ---------------------------------------------------------
                      022                      FNMA-Energy environment costs
                      ------------------------ ---------------------------------------------------------
                      ------------------------ ---------------------------------------------------------
                      023                      FNMA-Servicing problems
                      ------------------------ ---------------------------------------------------------
                      ------------------------ ---------------------------------------------------------
                      026                      FNMA-Payment adjustment
                      ------------------------ ---------------------------------------------------------
                      ------------------------ ---------------------------------------------------------
                      027                      FNMA-Payment dispute
                      ------------------------ ---------------------------------------------------------
                      ------------------------ ---------------------------------------------------------
                      029                      FNMA-Transfer of ownership pending
                      ------------------------ ---------------------------------------------------------
                      ------------------------ ---------------------------------------------------------
                      030                      FNMA-Fraud
                      ------------------------ ---------------------------------------------------------
                      ------------------------ ---------------------------------------------------------
                      031                      FNMA-Unable to contact borrower
                      ------------------------ ---------------------------------------------------------
                      ------------------------ ---------------------------------------------------------
                      INC                      FNMA-Incarceration
                      ------------------------ ---------------------------------------------------------




Exhibit 2: Standard File Codes - Delinquency Reporting, Continued

The FNMA Delinquent Status Code field should show the Status of Default as follows:

                      ------------------------ -------------------------------------------------------
                            Status Code        Status Description
                      ------------------------ -------------------------------------------------------
                      ------------------------ -------------------------------------------------------
                                09             Forbearance
                      ------------------------ -------------------------------------------------------
                      ------------------------ -------------------------------------------------------
                                17             Pre-foreclosure Sale Closing Plan Accepted
                      ------------------------ -------------------------------------------------------
                      ------------------------ -------------------------------------------------------
                                24             Government Seizure
                      ------------------------ -------------------------------------------------------
                      ------------------------ -------------------------------------------------------
                                26             Refinance
                      ------------------------ -------------------------------------------------------
                      ------------------------ -------------------------------------------------------
                                27             Assumption
                      ------------------------ -------------------------------------------------------
                      ------------------------ -------------------------------------------------------
                                28             Modification
                      ------------------------ -------------------------------------------------------
                      ------------------------ -------------------------------------------------------
                                29             Charge-Off
                      ------------------------ -------------------------------------------------------
                      ------------------------ -------------------------------------------------------
                                30             Third Party Sale
                      ------------------------ -------------------------------------------------------
                      ------------------------ -------------------------------------------------------
                                31             Probate
                      ------------------------ -------------------------------------------------------
                      ------------------------ -------------------------------------------------------
                                32             Military Indulgence
                      ------------------------ -------------------------------------------------------
                      ------------------------ -------------------------------------------------------
                                43             Foreclosure Started
                      ------------------------ -------------------------------------------------------
                      ------------------------ -------------------------------------------------------
                                44             Deed-in-Lieu Started
                      ------------------------ -------------------------------------------------------
                      ------------------------ -------------------------------------------------------
                                49             Assignment Completed
                      ------------------------ -------------------------------------------------------
                      ------------------------ -------------------------------------------------------
                                61             Second Lien Considerations
                      ------------------------ -------------------------------------------------------
                      ------------------------ -------------------------------------------------------
                                62             Veteran's Affairs-No Bid
                      ------------------------ -------------------------------------------------------
                      ------------------------ -------------------------------------------------------
                                63             Veteran's Affairs-Refund
                      ------------------------ -------------------------------------------------------
                      ------------------------ -------------------------------------------------------
                                64             Veteran's Affairs-Buydown
                      ------------------------ -------------------------------------------------------
                      ------------------------ -------------------------------------------------------
                                65             Chapter 7 Bankruptcy
                      ------------------------ -------------------------------------------------------
                      ------------------------ -------------------------------------------------------
                                66             Chapter 11 Bankruptcy
                      ------------------------ -------------------------------------------------------
                      ------------------------ -------------------------------------------------------
                                67             Chapter 13 Bankruptcy
                      ------------------------ -------------------------------------------------------




         23.      The  Agreement  is hereby  amended  effective as of the date hereof by adding the  following  new
Exhibit K:

                                                         EXHIBIT K

                                            COMPANY'S OBLIGATIONS IN CONNECTION
                                                   WITH A RECONSTITUTION

         •        The  Company  shall (i)  possess  the  ability  to service to a  securitization  documents;  (ii)
service on a  "Scheduled/Scheduled"  reporting basis (advancing through the liquidation of an REO Property),  (iii)
make  compensating  interest payments on payoffs and curtailments and (iv) remit and report to a Master Servicer in
format acceptable to such Master Servicer by the 10th calendar day of each month.

         •        The Company shall provide an  acceptable  annual  certification  (officer's  certificate)  to the
Master  Servicer  (as  required  by the  Sarbanes-Oxley  Act of 2002) as well as any  other  annual  certifications
required  under the  securitization  documents  (i.e.  the annual  statement  as to  compliance/annual  independent
certified public accountants' servicing report due by March 1 of each year).

         •        The Company shall allow for the  Purchaser,  the Master  Servicer or their  designee to perform a
review of audited financials and net worth of the Company.

         •        The Company  shall  provide a Uniform  Single  Attestation  Program  certificate  and  Management
Assertion as requested by the Master Servicer or the Purchaser.

         •        The Company  shall  provide  information  on each  Custodial  Account as  requested by the Master
Servicer or the Purchaser,  and each Custodial Accounts shall comply with the requirements for such accounts as set
forth in the securitization documents.

         •        The Company  shall  maintain its  servicing  system in accordance  with the  requirements  of the
Master Servicer.



         24.      The  Agreement  is hereby  amended  effective as of the date hereof by adding the  following  new
Exhibit L:

                                                         EXHIBIT L

                                               FORM OF COMPANY CERTIFICATION

Re:      The [    ] agreement dated as of [ l, 200[ ] (the "Agreement"), among [IDENTIFY PARTIES]

         I,  ____________________________,  the  _______________________  of [NAME  OF  COMPANY]  (the  "Company"),
certify to [the Purchaser],  [the Depositor],  and the [Master Servicer] [Securities  Administrator] [Trustee], and
their officers, with the knowledge and intent that they will rely upon this certification, that:

                  I have reviewed the servicer  compliance  statement of the Company  provided in  accordance  with
         Item 1123 of  Regulation  AB (the  "Compliance  Statement"),  the report on  assessment  of the  Company's
         compliance  with the  servicing  criteria  set forth in Item  1122(d)  of  Regulation  AB (the  "Servicing
         Criteria"),  provided in accordance  with Rules 13a-18 and 15d-18 under  Securities  Exchange Act of 1934,
         as  amended  (the  "Exchange  Act") and Item  1122 of  Regulation  AB (the  "Servicing  Assessment"),  the
         registered  public  accounting  firm's  attestation  report  provided in accordance  with Rules 13a-18 and
         15d-18 under the Exchange Act and Section  1122(b) of Regulation AB (the  "Attestation  Report"),  and all
         servicing  reports,  officer's  certificates  and  other  information  relating  to the  servicing  of the
         Mortgage  Loans by the  Company  during  200[ ] that were  delivered  by the  Company  to the  [Depositor]
         [Master  Servicer]  [Securities  Administrator]  [Trustee]  pursuant to the Agreement  (collectively,  the
         "Company Servicing Information");

                  Based on my knowledge,  the Company  Servicing  Information,  taken as a whole,  does not contain
         any  untrue  statement  of a  material  fact or omit  to  state a  material  fact  necessary  to make  the
         statements made, in the light of the  circumstances  under which such statements were made, not misleading
         with respect to the period of time covered by the Company Servicing Information;

                  Based on my knowledge,  all of the Company Servicing  Information  required to be provided by the
         Company  under  the  Agreement  has  been  provided  to  the  [Depositor]  [Master  Servicer]  [Securities
         Administrator] [Trustee];

                  I am  responsible  for reviewing the  activities  performed by the Company as servicer  under the
         Agreement,  and based on my knowledge and the  compliance  review  conducted in preparing  the  Compliance
         Statement  and  except  as  disclosed  in  the  Compliance  Statement,  the  Servicing  Assessment  or the
         Attestation  Report,  the Company has  fulfilled  its  obligations  under the  Agreement  in all  material
         respects; and

The Compliance  Statement  required to be delivered by the Company  pursuant to this  Agreement,  and the Servicing
Assessment and Attestation  Report required to be provided by the Company and by any Subservicer and  Subcontractor
pursuant to the Agreement,  have been provided to the  [Depositor]  [Master  Servicer].  Any material  instances of
noncompliance  described in such reports have been disclosed to the  [Depositor]  [Master  Servicer].  Any material
instance of noncompliance with the Servicing Criteria has been disclosed in such reports.

         25.      The  Agreement  is hereby  amended  effective as of the date hereof by adding the  following  new
Exhibit M:

                                                     EXHIBIT M

                                             SUMMARY OF REGULATION AB
                                                SERVICING CRITERIA

NOTE:  This Exhibit M is provided for  convenience of reference  only. In the event of a conflict or  inconsistency
between  the terms of this  Exhibit M and the text of  Regulation  AB,  the text of  Regulation  AB,  its  adopting
release and other public statements of the SEC shall control.

Item 1122(d)
(i)      General servicing considerations.
(A)      Policies  and  procedures  are  instituted  to monitor any  performance  or other  triggers  and events of
default in accordance with the transaction agreements.
(B)      If any material  servicing  activities  are  outsourced  to third  parties,  policies and  procedures  are
instituted to monitor the third party's performance and compliance with such servicing activities.
(C)      Any  requirements in the transaction  agreements to maintain a back-up servicer for the mortgage loans are
maintained.
(D)      A fidelity bond and errors and omissions  policy is in effect on the party  participating in the servicing
function  throughout the reporting  period in the amount of coverage  required by and otherwise in accordance  with
the terms of the transaction agreements.
(ii)     Cash collection and administration.
(A)      Payments on mortgage  loans are deposited  into the  appropriate  custodial bank accounts and related bank
clearing accounts no more than two business days following  receipt,  or such other number of days specified in the
transaction agreements.
(B)      Disbursements  made via  wire  transfer  on  behalf  of an  obligor  or to an  investor  are made  only by
authorized personnel.
(C)      Advances of funds or guarantees regarding  collections,  cash flows or distributions,  and any interest or
other fees charged for such advances, are made, reviewed and approved as specified in the transaction agreements.
(D)      The related  accounts for the  transaction,  such as cash reserve  accounts or accounts  established  as a
form of  overcollateralization,  are separately maintained (e.g., with respect to commingling of cash) as set forth
in the transaction agreements.
(E)      Each custodial  account is maintained at a federally  insured  depository  institution as set forth in the
transaction  agreements.  For purposes of this criterion,  "federally insured depository  institution" with respect
to a foreign  financial  institution  means a foreign  financial  institution  that meets the  requirements of Rule
13k-1(b)(1) of the Securities Exchange Act.
(F)      Unissued checks are safeguarded so as to prevent unauthorized access.
(G)      Reconciliations  are prepared on a monthly basis for all  asset-backed  securities  related bank accounts,
including  custodial  accounts and related bank clearing  accounts.  These  reconciliations  are (A) mathematically
accurate;  (B) prepared within 30 calendar days after the bank statement  cutoff date, or such other number of days
specified in the  transaction  agreements;  (C) reviewed and approved by someone other than the person who prepared
the  reconciliation;  and (D) contain  explanations for reconciling  items.  These  reconciling  items are resolved
within  90  calendar  days of  their  original  identification,  or such  other  number  of days  specified  in the
transaction agreements.
(iii)    Investor remittances and reporting.
(A)      Reports to investors,  including those to be filed with the Commission,  are maintained in accordance with
the transaction  agreements and applicable  Commission  requirements.  Specifically,  such reports (A) are prepared
in accordance  with  timeframes and other terms set forth in the transaction  agreements;  (B) provide  information
calculated  in  accordance  with  the  terms  specified  in the  transaction  agreements;  (C) are  filed  with the
Commission as required by its rules and regulations;  and (D) agree with investors' or the trustee's  records as to
the total unpaid principal balance and number of mortgage loans serviced by the Servicer.
(B)      Amounts due to investors are allocated and remitted in accordance with timeframes,  distribution  priority
and other terms set forth in the transaction agreements.
(C)      Disbursements  made to an  investor  are  posted  within  two  business  days to the  Servicer's  investor
records, or such other number of days specified in the transaction agreements.
(D)      Amounts  remitted to investors per the investor  reports  agree with  cancelled  checks,  or other form of
payment, or custodial bank statements.
(iv)     Mortgage Loan administration.
(A)      Collateral  or security on mortgage  loans is  maintained  as required by the  transaction  agreements  or
related mortgage loan documents.
(B)      Mortgage loan and related documents are safeguarded as required by the transaction agreements.
(C)      Any additions,  removals or substitutions to the asset pool are made,  reviewed and approved in accordance
with any conditions or requirements in the transaction agreements.
(D)      Payments on mortgage  loans,  including  any payoffs,  made in accordance  with the related  mortgage loan
documents are posted to the  Servicer's  obligor  records  maintained no more than two business days after receipt,
or such other number of days  specified in the  transaction  agreements,  and allocated to  principal,  interest or
other items (e.g., escrow) in accordance with the related mortgage loan documents.
(E)      The Servicer's  records regarding the mortgage loans agree with the Servicer's  records with respect to an
obligor's unpaid principal balance.
(F)      Changes with respect to the terms or status of an obligor's  mortgage loans (e.g.,  loan  modifications or
re-agings) are made,  reviewed and approved by authorized  personnel in accordance with the transaction  agreements
and related mortgage loan documents.
(G)      Loss  mitigation  or  recovery  actions  (e.g.,  forbearance  plans,  modifications  and  deeds in lieu of
foreclosure,  foreclosures and repossessions,  as applicable) are initiated,  conducted and concluded in accordance
with the timeframes or other requirements established by the transaction agreements.
(H)      Records  documenting  collection efforts are maintained during the period a mortgage loan is delinquent in
accordance  with the  transaction  agreements.  Such records are  maintained on at least a monthly  basis,  or such
other  period  specified  in the  transaction  agreements,  and describe  the  entity's  activities  in  monitoring
delinquent  mortgage loans including,  for example,  phone calls,  letters and payment  rescheduling plans in cases
where delinquency is deemed temporary (e.g., illness or unemployment).
(I)      Adjustments  to interest  rates or rates of return for  mortgage  loans with  variable  rates are computed
based on the related mortgage loan documents.
(J)      Regarding  any  funds  held in trust  for an  obligor  (such as  escrow  accounts):  (A)  such  funds  are
analyzed,  in accordance  with the obligor's  mortgage loan  documents,  on at least an annual basis, or such other
period  specified in the transaction  agreements;  (B) interest on such funds is paid, or credited,  to obligors in
accordance with  applicable  mortgage loan documents and state laws; and (C) such funds are returned to the obligor
within 30 calendar days of full  repayment of the related  mortgage  loans,  or such other number of days specified
in the transaction agreements.
(K)      Payments  made on behalf of an  obligor  (such as tax or  insurance  payments)  are made on or before  the
related penalty or expiration dates, as indicated on the appropriate  bills or notices for such payments,  provided
that such support has been received by the Servicer at least 30 calendar  days prior to these dates,  or such other
number of days specified in the transaction agreements.
(L)      Any late  payment  penalties  in  connection  with any payment to be made on behalf of an obligor are paid
from the Servicer's  funds and not charged to the obligor,  unless the late payment was due to the obligor's  error
or omission.
(M)      Disbursements  made on behalf of an obligor are posted within two business  days to the obligor's  records
maintained by the Servicer, or such other number of days specified in the transaction agreements.
(N)      Delinquencies,  charge-offs and uncollectable  accounts are recognized and recorded in accordance with the
transaction agreements.
(O)      Any external  enhancement  or other  support,  identified in Item  1114(a)(1)  through (3) or Item 1115 of
Regulation-AB, is maintained as set forth in the transaction agreements.

         26.      The  Agreement  is hereby  amended  effective as of the date hereof by adding the  following  new
Exhibit N:
                                                     EXHIBIT N

                                 SUMMARY OF APPLICABLE REGULATION AB REQUIREMENTS

NOTE:  This Exhibit N is provided for  convenience of reference  only. In the event of a conflict or  inconsistency
between  the terms of this  Exhibit N and the text of  Regulation  AB,  the text of  Regulation  AB,  its  adopting
release and other public statements of the SEC shall control.

Item 1105(a)(1)-(3) and (c)

         -Provide static pool  information  with respect to mortgage loans that were originated or purchased by the
Company and which are of the same type as the Mortgage Loans.

         -Provide static pool  information  regarding  delinquencies,  cumulative  losses and prepayments for prior
securitized pools of the Company.

         -If the  Company has less than 3 years  experience  securitizing  assets of the same type as the  Mortgage
Loans,  provide the static pool  information by vintage  origination  years regarding loans originated or purchased
by the Company,  instead of by prior  securitized  pool.  A vintage  origination  year  represents  mortgage  loans
originated during the same year.

         -Such static pool  information  shall be for the prior five years,  or for so long as the Company has been
originating or purchasing (in the case of data by vintage  origination  year) or securitizing  (in the case of data
by prior securitized pools) such mortgage loans if for less than five years.

         -The static pool information for each vintage  origination year or prior  securitized pool, as applicable,
shall be presented in monthly  increments  over the life of the mortgage loans included in the vintage  origination
year or prior securitized pool.

         -Provide summary  information for the original  characteristics  of the prior securitized pools or vintage
origination years, as applicable and material,  including:  number of pool assets, original pool balance,  weighted
average  initial loan balance,  weighted  average  mortgage  rate,  weighted  average and minimum and maximum FICO,
product type, loan purpose,  weighted average and minimum and maximum LTV,  distribution of loans by mortgage rate,
and geographic concentrations of 5% or more.


Item 1108(b) and (c)

         Provide the following  information  with respect to each servicer  that will  service,  including  interim
service,  20% or more of the  mortgage  loans in any loan group in the  securitization  issued in the  Pass-Through
Transfer:

         -a description of the Company's form of organization;

         -a  description  of how  long the  Company  has been  servicing  residential  mortgage  loans;  a  general
discussion of the Company's  experience  in servicing  assets of any type as well as a more detailed  discussion of
the Company's  experience in, and  procedures  for the servicing  function it will perform under this Agreement and
any Reconstitution  Agreements;  information regarding the size,  composition and growth of the Company's portfolio
of mortgage  loans of the type  similar to the Mortgage  Loans and  information  on factors  related to the Company
that  may be  material  to any  analysis  of the  servicing  of the  Mortgage  Loans  or the  related  asset-backed
securities,  as applicable,  including whether any default or servicing related performance trigger has occurred as
to any other  securitization  due to any act or failure to act of the Company,  whether any material  noncompliance
with applicable  servicing  criteria as to any other  securitization has been disclosed or reported by the Company,
and the extent of outsourcing the Company uses;

         -a description of any material changes to the Company's  policies or procedures in the servicing  function
it will perform under this  Agreement and any  Reconstitution  Agreements for mortgage loans of the type similar to
the Mortgage Loans during the past three years;

         -information  regarding  the  Company's  financial  condition to the extent that there is a material  risk
that the effect on one or more aspects of servicing  resulting from such financial  condition could have a material
impact on the  performance  of the  securities  issued in the  Pass-Through  Transfer,  or on servicing of mortgage
loans of the same asset type as the Mortgage Loans;

         -any special or unique factors  involved in servicing  loans of the same type as the Mortgage  Loans,  and
the Company's processes and procedures designed to address such factors;

         -statistical  information  regarding  principal and interest  advances made by the Company on the Mortgage
Loans and the Company's overall servicing portfolio for the past three years; and

         -the Company's process for handling delinquencies,  losses,  bankruptcies and recoveries,  such as through
liquidation of REO Properties, foreclosure, sale of the Mortgage Loans or workouts.

Item 1110(a)

         -Identify  any  originator  or  group  of  affiliated  originators  that  originated,  or is  expected  to
originate,  10% or more of the mortgage loans in any loan group in the  securitization  issued in the  Pass-Through
Transfer.


Item 1110(b)

         Provide the following  information with respect to any originator or group of affiliated  originators that
originated,  or is  expected  to  originate,  20%  or  more  of  the  mortgage  loans  in  any  loan  group  in the
securitization issued in the Pass-Through Transfer:

         -the Company's form of organization; and

         -a  description  of the  Company's  origination  program  and how long the  Company  has been  engaged  in
originating  residential  mortgage loans,  which description must include a discussion of the Company's  experience
in  originating  mortgage  loans of the same type as the  Mortgage  Loans and  information  regarding  the size and
composition of the Company's  origination  portfolio as well as information  that may be material to an analysis of
the  performance  of the  Mortgage  Loans,  such as the  Company's  credit-granting  or  underwriting  criteria for
mortgage loans of the same type as the Mortgage Loans.


Item 1117

         -describe any legal  proceedings  pending  against the Company or against any of its  property,  including
any proceedings  known to be contemplated by governmental  authorities,  that may be material to the holders of the
securities issued in the Pass-Through Transfer.


Item 1119(a)

         -describe  any  affiliations  of the  Company,  each  other  originator  of the  Mortgage  Loans  and each
Subservicer  with the sponsor,  depositor,  issuing  entity,  trustee,  any  originator,  any other  servicer,  any
significant  obligor,  enhancement or support  provider or any other material  parties related to the  Pass-Through
Transfer.


Item 1119(b)

         -describe any business  relationship,  agreement,  arrangement,  transaction or understanding entered into
outside of the ordinary  course of business or on terms other than those  obtained in an arm's  length  transaction
with an unrelated third party,  apart from the Pass-Through  Transfer,  between the Company,  each other originator
of the Mortgage Loans and each Subservicer,  or their respective affiliates,  and the sponsor, depositor or issuing
entity or their respective  affiliates,  that exists  currently or has existed during the past two years,  that may
be material to the understanding of an investor in the securities issued in the Pass-Through Transfer.

Item 1119(c)

         -describe any business relationship,  agreement,  arrangement,  transaction or understanding  involving or
relating to the Mortgage Loans or the Pass-Through  Transfer,  including the material terms and approximate  dollar
amount involved,  between the Company,  each other originator of the Mortgage Loans and each Subservicer,  or their
respective  affiliates and the sponsor,  depositor or issuing entity or their  respective  affiliates,  that exists
currently or has existed during the past two years.

         27.      The  Agreement  is hereby  amended  effective as of the date hereof by adding the  following  new
Exhibit O:

                                                     EXHIBIT O

                          SERVICING CRITERIA TO BE ADDRESSED IN ASSESSMENT OF COMPLIANCE

         The assessment of compliance to be delivered by [the Company] [Name of  Subservicer]  shall address,  at a
minimum, the criteria identified as below as "Applicable Servicing Criteria":

--------------------------------------------------------------------------------------------- -----------------------
                                     Servicing Criteria                                        Applicable Servicing
                                                                                                     Criteria
--------------------------------------------------------------------------------------------- -----------------------
      Reference                                       Criteria                                          -
----------------------- --------------------------------------------------------------------- -----------------------
          -                               General Servicing Considerations                              -
-----------------------                                                                       -----------------------
1122(d)(1)(i)           Policies and procedures are instituted to monitor any performance               X
                        or other triggers and events of default in accordance with the
                        transaction agreements.
-----------------------                                                                       -----------------------
1122(d)(1)(ii)          If any material servicing activities are outsourced to third                    X
                        parties, policies and procedures are instituted to monitor the
                        third party's performance and compliance with such servicing
                        activities.
-----------------------                                                                       -----------------------
1122(d)(1)(iii)         Any requirements in the transaction agreements to maintain a
                        back-up servicer for the mortgage loans are maintained.
-----------------------                                                                       -----------------------
1122(d)(1)(iv)          A fidelity bond and errors and omissions policy is in effect on the             X
                        party participating in the servicing function throughout the
                        reporting period in the amount of coverage required by and
                        otherwise in accordance with the terms of the transaction
                        agreements.
-----------------------                                                                       -----------------------
-                                        Cash Collection and Administration
-----------------------                                                                       -----------------------
1122(d)(2)(i)           Payments on mortgage loans are deposited into the appropriate                   X
                        custodial bank accounts and related bank clearing accounts no more
                        than two business days following receipt, or such other number of
                        days specified in the transaction agreements.
-----------------------                                                                       -----------------------
1122(d)(2)(ii)          Disbursements made via wire transfer on behalf of an obligor or to              X
                        an investor are made only by authorized personnel.
-----------------------                                                                       -----------------------
1122(d)(2)(iii)         Advances of funds or guarantees regarding collections, cash flows               X
                        or distributions, and any interest or other fees charged for such
                        advances, are made, reviewed and approved as specified in the
                        transaction agreements.
-----------------------                                                                       -----------------------
                        The related accounts for the transaction, such as cash reserve
                        accounts or accounts established as a form of
                        overcollateralization, are separately maintained (e.g., with                    X
                        respect to commingling of cash) as set forth in the transaction
1122(d)(2)(iv)          agreements.
-----------------------                                                                       -----------------------
1122(d)(2)(v)           Each custodial account is maintained at a federally insured                     X
                        depository institution as set forth in the transaction agreements.
                        For purposes of this criterion, "federally insured depository
                        institution" with respect to a foreign financial institution means
                        a foreign financial institution that meets the requirements of Rule
                        13k-1(b)(1) of the Securities Exchange Act.
-----------------------                                                                       -----------------------
1122(d)(2)(vi)          Unissued checks are safeguarded so as to prevent unauthorized                   X
                        access.
-----------------------                                                                       -----------------------
1122(d)(2)(vii)          Reconciliations are prepared on a monthly basis for all                        X
                        asset-backed securities related bank accounts, including custodial
                        accounts and related bank clearing accounts. These reconciliations
                        are (A) mathematically accurate; (B) prepared within 30 calendar
                        days after the bank statement cutoff date, or such other number of
                        days specified in the transaction agreements; (C) reviewed and
                        approved by someone other than the person who prepared the
                        reconciliation; and (D) contain explanations for reconciling items.
                        These reconciling items are resolved within 90 calendar days of
                        their original identification, or such other number of days
                        specified in the transaction agreements.
-----------------------                                                                       -----------------------
-                                        Investor Remittances and Reporting
-----------------------                                                                       -----------------------
1122(d)(3)(i)           Reports to investors, including those to be filed with the                      X
                        Commission, are maintained in accordance with the transaction
                        agreements and applicable Commission requirements. Specifically,
                        such reports (A) are prepared in accordance with timeframes and
                        other terms set forth in the transaction agreements; (B) provide
                        information calculated in accordance with the terms specified in
                        the transaction agreements; (C) are filed with the Commission as
                        required by its rules and regulations; and (D) agree with
                        investors' or the trustee's records as to the total unpaid
                        principal balance and number of mortgage loans serviced by the
                        Servicer.
-----------------------                                                                       -----------------------
1122(d)(3)(ii)          Amounts due to investors are allocated and remitted in accordance               X
                        with timeframes, distribution priority and other terms set forth in
                        the transaction agreements.
-----------------------                                                                       -----------------------
                        Disbursements made to an investor are posted within two business
                        days to the Servicer's investor records, or such other number of                X
1122(d)(3)(iii)         days specified in the transaction agreements.
-----------------------                                                                       -----------------------
                        Amounts remitted to investors per the investor reports agree with
                        cancelled checks, or other form of payment, or custodial bank                   X
1122(d)(3)(iv)          statements.
-----------------------                                                                       -----------------------
-                                            Pool Asset Administration
-----------------------                                                                       -----------------------
1122(d)(4)(i)            Collateral or security on mortgage loans is maintained as required             X
                        by the transaction agreements or related mortgage loan documents.
-----------------------                                                                       -----------------------
                        Mortgage loan and related documents are safeguarded as required by              X
1122(d)(4)(ii)          the transaction agreements
-----------------------                                                                       -----------------------
1122(d)(4)(iii)         Any additions, removals or substitutions to the asset pool are                  X
                        made, reviewed and approved in accordance with any conditions or
                        requirements in the transaction agreements.
-----------------------                                                                       -----------------------
1122(d)(4)(iv)          Payments on mortgage loans, including any payoffs, made in                      X
                        accordance with the related mortgage loan documents are posted to
                        the Servicer's obligor records maintained no more than two business
                        days after receipt, or such other number of days specified in the
                        transaction agreements, and allocated to principal, interest or
                        other items (e.g., escrow) in accordance with the related mortgage
                        loan documents.
-----------------------                                                                       -----------------------
1122(d)(4)(v)           The Servicer's records regarding the mortgage loans agree with the              X
                        Servicer's records with respect to an obligor's unpaid principal
                        balance.
-----------------------                                                                       -----------------------
1122(d)(4)(vi)          Changes with respect to the terms or status of an obligor's                     X
                        mortgage loans (e.g., loan modifications or re-agings) are made,
                        reviewed and approved by authorized personnel in accordance with
                        the transaction agreements and related pool asset documents.
-----------------------                                                                       -----------------------
1122(d)(4)(vii)         Loss mitigation or recovery actions (e.g., forbearance plans,                   X
                        modifications and deeds in lieu of foreclosure, foreclosures and
                        repossessions, as applicable) are initiated, conducted and
                        concluded in accordance with the timeframes or other requirements
                        established by the transaction agreements.
-----------------------                                                                       -----------------------
1122(d)(4)(viii)        Records documenting collection efforts are maintained during the                X
                        period a mortgage loan is delinquent in accordance with the
                        transaction agreements. Such records are maintained on at least a
                        monthly basis, or such other period specified in the transaction
                        agreements, and describe the entity's activities in monitoring
                        delinquent mortgage loans including, for example, phone calls,
                        letters and payment rescheduling plans in cases where delinquency
                        is deemed temporary (e.g., illness or unemployment).
-----------------------                                                                       -----------------------
1122(d)(4)(ix)          Adjustments to interest rates or rates of return for mortgage loans             X
                        with variable rates are computed based on the related mortgage loan
                        documents.
-----------------------                                                                       -----------------------
1122(d)(4)(x)           Regarding any funds held in trust for an obligor (such as escrow                X
                        accounts): (A) such funds are analyzed, in accordance with the
                        obligor's mortgage loan documents, on at least an annual basis, or
                        such other period specified in the transaction agreements; (B)
                        interest on such funds is paid, or credited, to obligors in
                        accordance with applicable mortgage loan documents and state laws;
                        and (C) such funds are returned to the obligor within 30 calendar
                        days of full repayment of the related mortgage loans, or such other
                        number of days specified in the transaction agreements.
-----------------------                                                                       -----------------------
1122(d)(4)(xi)          Payments made on behalf of an obligor (such as tax or insurance                 X
                        payments) are made on or before the related penalty or expiration
                        dates, as indicated on the appropriate bills or notices for such
                        payments, provided that such support has been received by the
                        servicer at least 30 calendar days prior to these dates, or such
                        other number of days specified in the transaction agreements.
-----------------------                                                                       -----------------------
1122(d)(4)(xii)         Any late payment penalties in connection with any payment to be                 X
                        made on behalf of an obligor are paid from the servicer's funds and
                        not charged to the obligor, unless the late payment was due to the
                        obligor's error or omission.
-----------------------                                                                       -----------------------
                        Disbursements made on behalf of an obligor are posted within two
                        business days to the obligor's records maintained by the servicer,
                        or such other number of days specified in the transaction                       X
1122(d)(4)(xiii)        agreements.
-----------------------                                                                       -----------------------
1122(d)(4)(xiv)          Delinquencies, charge-offs and uncollectible accounts are                      X
                        recognized and recorded in accordance with the transaction
                        agreements.
-----------------------                                                                       -----------------------
                        Any external enhancement or other support, identified in Item
                        1114(a)(1) through (3) or Item 1115 of Regulation AB, is maintained
1122(d)(4)(xv)          as set forth in the transaction agreements.
----------------------- --------------------------------------------------------------------- -----------------------
----------------------- --------------------------------------------------------------------- -----------------------



                                                     [NAME OF COMPANY] [NAME OF SUBSERVICER]


                                                     Date:    _________________________



                                                     By:      _________________________
                                                     Name:
                                                     Title:


         28.      The Agreement is hereby amended as of the date hereof by adding the following new Exhibit P:



                                                         EXHIBIT P

                                        REPORTING DATA FOR REALIZED LOSSES AND GAINS

                           Calculation of Realized Loss/Gain Form 332- Instruction Sheet

         NOTE:  Do not net or combine items.  Show all expenses individually and all credits as separate line
         items.  Claim packages are due on the remittance report date.  Late submissions may result in claims not
         being passed until the following month.  The Servicer is responsible to remit all funds pending loss
         approval and /or resolution of any disputed items.


                           The numbers on the 332 form correspond with the numbers listed below.

         Liquidation and Acquisition Expenses:
         1.       The Actual Unpaid Principal Balance of the Mortgage Loan.  For documentation, an Amortization
                  Schedule from date of default through liquidation breaking out the net interest and servicing
                  fees advanced is required.

         2.       The Total Interest Due less the aggregate amount of servicing fee that would have been earned if
                  all delinquent payments had been made as agreed. For documentation, an Amortization Schedule
                  from date of default through liquidation breaking out the net interest and servicing fees
                  advanced is required.

         3.       Accrued Servicing Fees based upon the Scheduled Principal Balance of the Mortgage Loan as
                  calculated on a monthly basis. For documentation, an Amortization Schedule from date of default
                  through liquidation breaking out the net interest and servicing fees advanced is required.

         4-12.    Complete as applicable.  Required documentation:

                  *  For taxes and insurance advances - see page 2 of 332 form - breakdown required showing period

                     of coverage, base tax, interest, penalty.  Advances prior to default require evidence of
                     servicer efforts to recover advances.

                   *  For escrow advances - complete payment history

                      (to calculate advances from last positive escrow balance forward)

                  *  Other expenses -- copies of corporate advance history showing all payments

                  *  REO repairs > $1500 require explanation

                  *  REO repairs >$3000 require evidence of at least 2 bids.

                  *  Short Sale or Charge Off require P&L supporting the decision and WFB's approved Officer
                  Certificate

                  *  Unusual or extraordinary items may require further documentation.

         13.      The total of lines 1 through 12.

         Credits:

         14-21.   Complete as applicable.  Required documentation:

                  * Copy of the HUD 1 from the REO sale.  If a 3rd Party Sale, bid instructions and Escrow Agent /
                  Attorney

                     Letter of Proceeds Breakdown.

                  *  Copy of EOB for any MI or gov't guarantee

                  *  All other credits need to be clearly defined on the 332 form------ -----

         22.      The total of lines 14 through 21.

         Please Note:      For HUD/VA loans, use line (18a) for Part A/Initial proceeds and line (18b) for Part
                           B/Supplemental proceeds.

         Total Realized Loss (or Amount of Any Gain)
         23.      The total derived from  subtracting  line 22 from 13. If the amount  represents a realized  gain,
                  show the amount in parenthesis (   ).

                                    Calculation of Realized Loss/Gain Form 332

         Prepared by:  __________________                     Date:  _______________
         Phone:  ______________________   Email Address:_____________________


----------------------------------    --------------------------------------    --------------------------------------------
Servicer Loan No.                     Servicer Name                             Servicer Address


----------------------------------    --------------------------------------    --------------------------------------------

         WELLS FARGO BANK, N.A. Loan No._____________________________

         Borrower's Name: _________________________________________________________
         Property Address: _________________________________________________________

         Liquidation Type:  REO Sale                  3rd Party Sale            Short Sale       Charge Off

         Was this loan granted a Bankruptcy deficiency or cramdown              Yes         No
         If "Yes", provide deficiency or cramdown amount _______________________________

         Liquidation and Acquisition Expenses:
         (1)  Actual Unpaid Principal Balance of Mortgage Loan         $ ______________ (1)
         (2)  Interest accrued at Net Rate                                       ________________(2)
         (3)  Accrued Servicing Fees                                             ________________(3)
         (4)  Attorney's Fees                                                    ________________(4)
         (5)  Taxes (see page 2)                                                 ________________(5)
         (6)  Property Maintenance                                              ________________ (6)
         (7)  MI/Hazard Insurance Premiums (see page 2)                          ________________(7)
         (8)  Utility Expenses                                                   ________________(8)
         (9)  Appraisal/BPO                                             ________________(9)
         (10) Property Inspections                                               ________________(10)
         (11) FC Costs/Other Legal Expenses                             ________________(11)
         (12) Other (itemize)                                                    ________________(12)
                  Cash for Keys__________________________               ________________(12)
                  HOA/Condo Fees_______________________                 ________________(12)
                  ______________________________________                ________________(12)

                  Total Expenses                                                $ _______________(13)
         Credits:
         (14) Escrow Balance                                                    $ _______________(14)
         (15) HIP Refund                                                        ________________ (15)
         (16) Rental Receipts                                                   ________________ (16)
         (17) Hazard Loss Proceeds                                              ________________ (17)
         (18) Primary Mortgage Insurance / Gov't Insurance                      ________________ (18a) HUD Part A
                                                                                ________________           (18b)
         HUD Part B
         (19) Pool Insurance Proceeds                                           ________________ (19)
         (20) Proceeds from Sale of Acquired Property                  ________________ (20)
         (21) Other (itemize)                                                   ________________ (21)
              _________________________________________                ________________ (21)

              Total Credits                                            $________________(22)
         Total Realized Loss (or Amount of Gain)                       $________________(23)


Escrow Disbursement Detail


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      Type           Date Paid        Period of       Total Paid      Base Amount       Penalties        Interest
   (Tax /Ins.)                        Coverage
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         29.      The Agreement is hereby amended as of the date hereof by adding the following new Exhibit Q:






                                                         EXHIBIT Q

                                              Delinquency Recognition Policies
                                 [To be provided by EMC and mutually agreed by the parties]



         30.      Except as  amended  above,  the  Agreement  shall  continue  to be in full  force  and  effect in
accordance with its terms.

         31.      This  Amendment  may be executed  by one or more of the parties  hereto on any number of separate
counterparts and of said counterparts taken together shall be deemed to constitute one and the same instrument.

                                             [SIGNATURE PAGES FOLLOW]



         IN  WITNESS  WHEREOF,  the  following  parties  have  caused  their  names to be  signed  hereto  by their
respective officers thereunto duly authorized as of the day and year first above written.
                                                              EMC MORTGAGE CORPORATION,
                                                                       as Purchaser

                                                              By:                                         
                                                              Name:
                                                              Title:


                                                              MID AMERICA BANK, FSB,
                                                                       as Company

                                                              By:                                         
                                                              Name:
                                                              Title:




                                                                                                       EXHIBIT H-12



                              MORTGAGE LOAN FLOW PURCHASE, SALE & SERVICING AGREEMENT

                                             dated as of  April 26, 2001

                                                     between

                                         EMC Mortgage Corporation Purchaser

                                                     and

                                          CENDANT MORTGAGE CORPORATION and

                                     BISHOP'S GATE RESIDENTIAL MORTGAGE TRUST
                              (formerly known as CENDANT RESIDENTIAL MORTGAGE TRUST)
                                                      Sellers




                                                      Schedules
A.       Mortgage Loan Schedule
B.       Content of Mortgage File

     B-1 Purchaser's Mortgage File
     B-2 Servicer's Mortgage File

C.       Cendant Guidelines and Restrictions


                                                     Exhibits

Exhibit 2.05      Form of Assignment, Assumption and Recognition Agreement
Exhibit 5.03(a)   Report P-4DL
Exhibit 5.03(b)   Report S-5L2
Exhibit 5.03(c)   Form of Notice of Foreclosure
Exhibit 5.04-1    Form of Collection Account Certification
Exhibit 5.04-2    Form of Collection Account Letter Agreement
Exhibit 5.06-1    Form of Escrow Account Certification
Exhibit 5.06-2    Form of Escrow Account Letter Agreement
Exhibit 6.02(a)   Report P-139 -- Monthly Statement of Mortgage Accounts
Exhibit 6.02(b)   Report S-50Y -- Private Pool Detail Report
Exhibit 6.02(c)   Report S-213 -- Summary of Curtailments Made Remittance Report
Exhibit 6.02(d)   Report S-214 -- Summary of Paid in Full Remittance Report
Exhibit 6.02(e)   Report S-215 -- Consolidation of Remittance Report
Exhibit 6.02(f)   Report T-62C -- Monthly Accounting Report
Exhibit 6.02(g)   Report T-62E -- Liquidation Report
Exhibit 8.01      Report P-195  Delinquency Report
Exhibit 9         Term Sheet
Exhibit 10        Additional Collateral Assignment and Servicing Agreement




                               MORTGAGE LOAN FLOW PURCHASE, SALE & SERVICING AGREEMENT

     This Mortgage Loan Flow Purchase, Sale & Servicing Agreement, dated as of April 26, 2001, is entered into
     between  EMC Mortgage Corporation, as the Purchaser ("Purchaser"), Cendant Mortgage Corporation ("Cendant
     Mortgage") and Bishop's Gate Residential Mortgage Trust (formerly known as Cendant Residential Mortgage
     Trust) (the "Trust," together with Cendant Mortgage, the "Sellers" and individually, each a "Seller"), as
     the Sellers.


                                               PRELIMINARY STATEMENT

1.  Cendant Mortgage is engaged in the business, inter alia, of making loans to individuals, the repayment of
which is secured by a first lien mortgage on such individuals' residences (each, a "Mortgage Loan"). The Trust is
engaged in the business of purchasing such Mortgage Loans from Cendant Mortgage and selling same to investors.

2.  Purchaser is engaged in the business, inter alia, of purchasing Mortgage Loans for its own account.

3.  Cendant Mortgage has established certain terms, conditions and loan programs, as described in Cendant
Mortgage's Program and Underwriting Guidelines (the "Cendant Guide") and Purchaser is willing to purchase Mortgage
Loans that comply with the terms of such terms, conditions and loan programs. The applicable provisions of the
Cendant Guide are attached hereto as Schedule C.

4.       Purchaser and Sellers desire to establish a flow program whereby Cendant Mortgage will
make Mortgage Loans which meet the applicable provisions of the  Cendant Guide, and Purchaser will, on a regular
basis, purchase such Mortgage Loans from Cendant Mortgage or the Trust, as applicable, provided the parties agree
on the price, date and other conditions or considerations as set forth in this Agreement.

5. Purchaser and  Sellers wish to prescribe the terms and manner of purchase by the Purchaser and sale by the
Sellers of the Mortgage Loans, and the management and servicing of the Mortgage Loans by Cendant Mortgage, as the
Servicer (the "Servicer"), in this Agreement.


NOW, THEREFORE, in consideration of the mutual agreements hereinafter set forth, the Purchaser and the Sellers
agree as follows:




ARTICLE I:  DEFINITIONS

Section 1.01               Defined Terms.

         Whenever used in this Agreement, the following words and phrases shall have the following meaning
specified in this Article:

         "Acceptable Servicing Procedures:  The procedures, including prudent collection and loan administration
procedures, and the standard of care (I) employed by prudent mortgage servicers which service mortgage loans of
the same type as the Mortgage Loans in he jurisdictions in which the related Mortgage Properties are located and
(ii) in accordance with FNMA Guide, subject to any variances negotiated with FNMA and subject to the express
provisions of this Agreement.  Such standard of care shall not be lower than that the Servicer customarily
employs and exercises in servicing and administering similar mortgage loans for its own account and shall be in
full compliance with all federal, state, and local laws, ordinances, rules and regulations.

         "Affiliate":  When used with reference to a specified Person, any Person that (i)-directly or indirectly
controls or is controlled by or is under common control with the specified Person, (ii)-is an officer of, partner
in or trustee of, or serves in a similar capacity with respect to, the specified person or of which the specified
Person is an officer, partner or trustee, or with respect to which the specified Person serves in a similar
capacity, or (iii)-directly or indirectly is the beneficial owner of 10% or more of any class of equity
securities of the specified Person or of which the specified person is directly or indirectly the owner of 10% or
more of any class of equity securities.

         "Agreement":  This Mortgage Loan Flow Purchase, Sale & Servicing Agreement between the Purchaser and the
Sellers.

         "ALTA":  The American Land Title Association or any successor thereto..

         "Appraised Value":  With respect to any Mortgaged Property, the lesser of:  (i)-the value thereof as
determined by an appraisal made for the originator of the Mortgage Loan at the time of origination of the
Mortgage Loan by an appraiser who met the minimum requirements of FNMA and FHLMC; or (ii)-the purchase price paid
for the related Mortgaged Property by the Mortgagor with the proceeds of the Mortgage Loan; provided that, in the
case of a Refinanced Mortgage Loan, such value of the Mortgaged Property shall be based solely upon the value
determined by an appraisal made for the originator of such Refinanced Mortgage Loan at the time of origination of
such Refinanced Mortgage Loan by an appraiser who met the minimum requirements of FNMA and FHLMC.

         "ARM Loan":  An "adjustable rate" Mortgage Loan, the Note Rate of which is subject to periodic
adjustment in accordance with the terms of the Mortgage Note.

         "Assignment":  An individual assignment of a Mortgage, notice of transfer or equivalent instrument in
recordable form, sufficient under the laws of the jurisdiction wherein the related Mortgaged Property is located
to reflect of record the sale or transfer of the Mortgage Loan.

         "Bankruptcy Code":  The Bankruptcy Reform Act of 1978 (11 U.S.C. §§ 101-1330), as amended, modified, or
supplemented from time to time, and any successor statute, and all rules and regulations issued or promulgated in
connection therewith.

         "Business Day":  Any day other than (i)-a Saturday or Sunday, or (ii)-a day on which the Federal Reserve
is closed.

         "Buydown Mortgage Loan":  Any Mortgage Loan in respect of which, pursuant to a buydown agreement, (i)
the Mortgagor pays less than the full monthly payments specified in the Mortgage Note for a specified period, and
(ii) the diference between the payments required under such buydown agreement and the Mortgage Note is provided
from buydown funds.

         "Cendant Guide":  As defined in paragraph 3 of the Preliminary Statement to this Agreement.

         "Closing Documents":  With respect to the initial Funding Date, the following documents:

(A)      two counterparts to this Agreement

(B)      the final Mortgage Loan Schedule for the related Transaction

(C)       the related Term Sheet

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

         "Collection Account":  The separate trust account or accounts created and maintained pursuant to
Section-5.04 which shall be an Eligible Account and which shall be entitled "Cendant Mortgage Corporation, as
servicer and custodian for the Purchaser of Mortgage Loans under the Mortgage Loan Flow Purchase, Sale &
Servicing Agreement, dated as of April 26, 2001 ."

         "Condemnation Proceeds": All awards or settlements in respect of a taking of an entire Mortgaged
Property or a part thereof by exercise of the power of eminent domain or condemnation.

          "Credit Documents": Those documents, comprising part of the Mortgage File, required of the Mortgagor,
as described in Section 2 (Specific Loan Program Guidelines) of the Guide.

"Cut Off Date": The first day of the month in which the related Funding Date occurs.

         "Defective Mortgage Loan":  As defined in Section 3.04(3).

         "Determination Date":  The 15th day of each calendar month, commencing on the 15th day of the month
following the Funding Date, or, if such 15th day is not a Business Day, the Business Day immediately preceding
such 15th day.

         "Due Date":  With respect to any Mortgage Loan, the day of the month on which each Monthly Payment is
due thereon, exclusive of any days of grace.

         "Eligible Account":  One or more accounts (i)-that are maintained with a depository institution the
long-term unsecured debt obligations of which have been rated by each Rating Agency in one of its two highest
rating categories at the time of any deposit therein, (ii)-that are trust accounts with any depository
institution held by the depository institution in its capacity as a corporate trustee, or (iii)-the deposits in
which are insured by the FDIC (to the limits established by the FDIC) and the uninsured deposits in which are
otherwise secured such that the Purchaser has a claim with respect to the funds in such accounts or a perfected
first security interest against any collateral securing such funds that is superior to claims of any other
depositors or creditors of the depository institution with which such accounts are maintained.  In addition,
solely with respect to Mortgage Loans which are not part of a securitization, "Eligible Account" shall include
any accounts that meet the standards established from time to time by FNMA for eligible custodial depositories.

         "Environmental Assessment":  A "Phase I" environmental assessment of a Mortgaged Property prepared by an
Independent Person who regularly conducts environmental assessments and who has any necessary license(s) required
by applicable law and has five years experience in conducting environmental assessments.

         "Environmental Conditions Precedent to Foreclosure":  As defined in Section 5.15(v).

         "Environmental Laws":  All federal, state, and local statutes, laws, regulations, ordinances, rules,
judgments, orders, decrees or other governmental restrictions relating to the environment or to emissions,
discharges or releases of pollutants, contaminants or industrial, toxic or hazardous substances or wastes into
the environment, including ambient air, surface water, ground water, or land, or otherwise relating to the
manufacture, processing, distribution, use, treatment, storage, disposal, transport or handling of pollutants,
contaminants or industrial, toxic or hazardous substances or wastes or the cleanup or other remediation thereof.

         "Escrow Account":  The separate trust account or accounts created and maintained pursuant to
Section-5.06 which shall be an eligible account which shall be entitled "Cendant Mortgage Corporation, as servicer
and custodian for the Purchaser under the Mortgage Loan Flow Purchase, Sale & and Servicing Agreement, dated as
of April 26, 2001 (as amended), and various mortgagors."

         "Escrow Payments":  The amounts constituting ground rents, taxes, assessments, water rates, mortgage
insurance premiums, fire and hazard insurance premiums and other payments required to be escrowed by the
Mortgagor with the mortgagee pursuant to any Mortgage Loan.

         "Event of Default":  Any one of the conditions or circumstances enumerated in Section-10.01.

         "FDIC":  The Federal Deposit Insurance Corporation or any successor organization.

         "FHLMC":  The Federal Home Loan Mortgage Corporation (also known as Freddie Mac) or any successor
organization.

         "FHLMC Servicing Guide":  The FHLMC/Freddie Mac Sellers' and Servicers' Guide in effect on and after the
Funding Date.

         "Fidelity Bond":  A fidelity bond to be maintained by the Servicer pursuant to Section-5.12.

         "FNMA":  The Federal National Mortgage Association (also known as Fannie Mae) or any successor
organization.

         "FNMA Guide":  The FNMA/Fannie Mae Selling Guide and the Servicing Guide, collectively, in effect on and
after the Funding Date.

         "Funding Date": Each date  that Purchaser purchases Mortgage Loans from the Sellers hereunder.

         "Gross Margin":  With respect to each ARM Loan, the fixed percentage added to the Index on each Rate
Adjustment Date, as specified in each related Mortgage Note and listed in the Mortgage Loan Schedule.

         "Independent":  With respect to any specified Person, such Person who:  (i) does not have any direct
financial interest or any material indirect financial interest in the applicable Mortgagor, the Sellers, the
Purchaser, or their Affiliates; and (b) is not connected with the applicable Mortgagor, the Sellers, the
Purchaser, or their respective Affiliates as an officer, employee, promoter, underwriter, trustee, member,
partner, shareholder, director, or Person performing similar functions.

         "Index":  With respect to each ARM Loan, on each Rate Adjustment Date, the applicable rate index set
forth on the Mortgage Loan Schedule, which shall be an index described on such Mortgage Loan Schedule.

     "Insolvency Proceeding":  With respect to any Person:  (i) any case, action, or proceeding with respect to
     such Person before any court or other governmental authority relating to bankruptcy, reorganization,
     insolvency, liquidation, receivership, dissolution, winding-up, or relief of debtors; or (ii) any general
     assignment for the benefit of creditors, composition, marshaling of assets for creditors, or other, similar
     arrangement in respect of the creditors generally of such Person or any substantial portion of such Person's
     creditors; in any case undertaken under federal, state or foreign law, including the Bankruptcy Code.

         "Insurance Proceeds":  Proceeds of any Primary Insurance Policy, title policy, hazard policy or other
insurance policy covering a Mortgage Loan, if any, to the extent such proceeds are not to be applied to the
restoration of the related Mortgaged Property or released to the Mortgagor in accordance Acceptable Servicing
Procedures.

         "Lender Paid Mortgage Insurance Rate":  The Lender Paid Mortgage Insurance Rate for any lender-paid
Primary Insurance Policy shall be a rate per annum equal to the percentage shown on the Mortgage Loan Schedule.

         "Legal Documents": Those documents, comprising part of the Mortgage File, set forth in Schedule B-1 of
this Agreement.

         "Liquidation Proceeds":  Amounts, other than Insurance Proceeds and Condemnation Proceeds, received by
the Servicer in connection with the liquidation of a defaulted Mortgage Loan through trustee's sale, foreclosure
sale or otherwise, other than amounts received following the acquisition of an REO Property in accordance with
the provisions hereof.

         "Loan-to-Value Ratio" or "LTV":  With respect to any Mortgage Loan, the original principal balance of
such Mortgage Loan divided by the lesser of the Appraised Value of the related Mortgaged Property or the purchase
price.  The Loan-to-Value Ratio of any Additional Collateral Mortgage Loan (as defined in Exhibit 10 hereto)
shall be calculated by reducing the principal balance of such Additional Collateral Mortgage Loan by the amount
of Additional Collateral (as defined in Exhibit 10 hereto) with respect to such Mortgage Loan.

         "MAI Appraiser":  With respect to any real property, a member of the American Institute of Real Estate
Appraisers with a minimum of 5 years of experience appraising real property of a type similar to the real
property being appraised and located in the same geographical area as the real property being appraised.

         "Monthly Advance":  The aggregate amount of the advances made by the Servicer on any Remittance Date
pursuant to and as more fully described in Section-6.03.

         "Monthly Payment":  The scheduled monthly payment of principal and interest on a Mortgage Loan which is
payable by a Mortgagor under the related Mortgage Note.

         "Monthly Period":   The period commencing on the day after each Record Date during the term hereof and
ending on the next succeeding Record Date during the term hereof (or, if earlier, the date on which this
Agreement terminates).

         "Mortgage": The mortgage, deed of trust or other instrument securing a Mortgage Note, which creates a
first lien on an unsubordinated estate in fee simple in real property securing the Mortgage Note.

         "Mortgaged Property":  With respect to a Mortgage Loan, the underlying real property securing repayment
of a Mortgage Note, consisting of a fee simple estate.

         "Mortgage File":  With respect to a particular Mortgage Loan, those origination and servicing documents,
escrow documents, and other documents as are specified on Schedule B to this Agreement.

         "Mortgage Loan":  Each individual mortgage loan (including all documents included in the Mortgage File
evidencing the same, all Monthly Payments, Principal Prepayments , Insurance Proceeds, Condemnation Proceeds,
Liquidation Proceeds, and other proceeds relating thereto, and any and all rights, benefits, proceeds and
obligations arising therefrom or in connection therewith) which is the subject of this Agreement.  The Mortgage
Loans subject to this Agreement shall be identified on Mortgage Loan Schedules prepared in connection with each
Funding Date.

         "Mortgage Loan Remittance Rate": The gross interest rate of the Mortgage Loans less the Servicing Fee
Rate and Lender Paid Mortgage Insurance Rate, if applicable.

         " Mortgage Loan Schedule:  With respect to the Mortgage Loans included in a Loan Pool to be sold
pursuant to this Agreement on any Funding Date, the Schedule-or Schedules of Mortgage Loans agreed to by the
parties that describes such Mortgage Loans, which Schedule-shall set forth at least the following information
with respect to each Mortgage Loan to the extent applicable: (1)-the Mortgage Loan identifying number, (2)-the
city, state and zip code of the Mortgaged Property, (3)- the Mortgage Interest Rate as of the applicable Cut-off
Date, (4)-the Net Rate as of the applicable Cut-off Date, (5) the amount of the Monthly Payment as of the
applicable Cut-off Date, (6)-with respect to each ARM Loan, the Gross Margin, (7)- the scheduled or stated
Maturity Date, (8)-the Cut-off Date Principal Balance of the Mortgage Loan, (9)-the Loan-to-Value Ratio at
origination, (10)-with respect to each ARM Loan, the first Interest Rate Adjustment Date immediately following
the Closing Date for such Mortgage Loan, (11)-with respect to each ARM Loan, the Maximum Mortgage Interest Rate,
(12) the Mortgagor's first and last name, (13) a code indicating the Mortgage property occupancy, (14) the type
of residential dwelling constituting the Mortgaged Property, (15)-the original months to maturity, (16) the
original date of the Mortgage Loan and the remaining months to maturity from the Cut-off Date based on the
original amortization schedule, (17) the date on which the first Monthly Payment was due on the Mortgage Loan,
(18) the amount of the Monthly Payment at origination, (19) the last Due Date on which a Monthly Payment was
actually applied to the Unpaid Principal Balance, (20) the original principal amount of the Mortgage Loan, (21) a
code indicating the purpose of the loan (i.e., purchase financing, rate/term refinancing, cash-out refinancing),
(22) the Mortgage Interest Rate at origination, (23)-with respect to each ARM Loan, the periodic rate cap, (24)
with respect to each ARM Loan, the Index, (25)-a code indicating whether the Mortgage Loan is an ARM Loan or a
fixed rate Mortgage Loan, (26) a Primary Mortgage Insurance insurer code, percent and policy number (if
applicable), (27) the Appraised Value of the Mortgaged Property, (28) the sale price of the Mortgaged Property,
if applicable, (29) a code indicating if the Mortgage Loan is subject to a prepayment penalty, (30)-the Servicing
Fee Rate, (31) a code indicating whether or not the Mortgage Loan is the subject of a lender-paid Primary
Insurance Policy and, if so the name of the insurer, the coverage percentage, the policy number and the Lender
Paid Mortgage Insurance Rate (32) if the Due Date is other than the first day of the month, the Due Date, (33)
the first Interest Rate Adjustment Date after origination, (34) the Initial Rate Cap, (35) the Minimum Mortgage
Interest Rate, (36) a code indicating the document type (e.g., full, alt, etc.), (37) a credit score or mortgage
score, (38) a code indicating whether or not the Mortgage Loan is subjuect of a buydown and, if so, the period
and terms o the buydowns (e.g. 3-2-1, 2-1, ect),  (39) a code indicating whether the Mortgage Loan is an
additional collateral Mortgage Loan and the product code (e.g., Mortgage 100, Parent Power, ect.), and (40) if
applicable, the pledge amount, (41) if applicable, the effective loan-to-value ratio. In addition, with respect
to Mortgage Loans in the aggregate, the Schedule-shall set forth at least the following information for Mortgage
Loans: Cut-Off Date Principal Balance, weighted average of the Net Rates and weighted average time to maturity.
"Mortgage Loan Schedule" is the collective reference to each of the Mortgage Loan Schedules delivered by the
Sellers to the Purchaser pursuant to this Agreement.

         Mortgage Loan Schedule":  The list of Mortgage Loans identified on each Funding Date that sets forth the
information with respect to each Mortgage Loan that is specified on Schedule A hereto. A Mortgage Loan Schedule
will be prepared for each Funding Date."Mortgage Note":  The note or other evidence of the indebtedness of a
Mortgagor secured by a Mortgage.

         "Mortgagor":  The obligor on a Mortgage Note.

         "Note Rate":  With respect to any Mortgage Loan at any time any determination thereof is to be made, the
annual rate at which interest accrues thereon.

         "Officers' Certificate":  A certificate signed by (i) the President or a Vice President and (ii) the
Treasurer or the Secretary or one of the Assistant Treasurers or Assistant Secretaries of the Servicer, and
delivered by the Servicer to the Purchaser as required by this Agreement.

         "Payoff":  With respect to any Mortgage Loan, any payment or recovery received in advance of the last
scheduled Due Date of such Mortgage Loan, which payment or recovery consists of principal in an amount equal to
the outstanding principal balance of such Mortgage Loan, all accrued and unpaid prepayment penalties, premiums,
and/or interest  with respect thereto, and all other unpaid sums due with respect to such Mortgage Loan.


         "Permitted  Investments":  Any  one  or  more  of  the  obligations  and  securities  listed  below  which
investment provides for a date of maturity not later than the Determination Date in each month:

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

                  (ii)  federal  funds,  demand and time  deposits  in,  certificates  of deposits  of, or bankers'
                           acceptances  issued by, any  depository  institution  or trust company  incorporated  or
                           organized  under the laws of the  United  States of  America  or any state  thereof  and
                           subject to supervision and examination by federal and/or state banking  authorities,  so
                           long as at the time of such  investment  or  contractual  commitment  providing for such
                           investment  the  commercial   paper  or  other   short-term  debt  obligations  of  such
                           depository  institution  or trust  company (or, in the case of a depository  institution
                           or  trust  company  which  is  the  principal  subsidiary  of  a  holding  company,  the
                           commercial  paper or other  short-term  debt  obligations  of such holding  company) are
                           rated "P-1" by Moody's  Investors  Service,  Inc. and the long-term debt  obligations of
                           such  holding  company)  are rated  "P-1" by Moody's  Investors  Service,  Inc.  and the
                           long-term debt  obligations of such depository  institution or trust company (or, in the
                           case of a depository  institution or trust company which is the principal  subsidiary of
                           a holding  company,  the long-term debt  obligations of such holding  company) are rated
                           at least "Aa" by Moody's Investors Service, Inc.;

provided, however, that no such instrument shall be an Eligible Investment if such instrument evidences either
(i)-a right to receive only interest payments with respect to the obligations underlying such instrument, or
(ii)-both principal and interest payments derived from obligations underlying such instrument and the principal
and interest payments with respect to such instrument provide a yield to maturity of greater than 120% of the
yield to maturity at par of such underlying obligations.



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

         "Prepaid Monthly Payment":  Any Monthly Payment received prior to its scheduled Due Date and which is
intended to be applied to a Mortgage Loan on its scheduled Due Date.

         "Primary Insurance Policy":  Each primary policy of mortgage insurance in effect with respect to a
Mortgage Loan and as so indicated on the Mortgage Loan Schedule, or any replacement policy therefor obtained by
the Servicer pursuant to Section 5.08.

         "Principal Prepayment":  Any payment or other recovery of principal on a Mortgage Loan (including a
Payoff), other than a Monthly Payment or a Prepaid Monthly Payment which is received in advance of its scheduled
Due Date, including any prepayment penalty or premium thereon, which is not accompanied by an amount of interest
representing scheduled interest due on any date or dates in any month or months subsequent to the month of
prepayment and which is intended to reduce the principal balance of the Mortgage Loan.

         "Purchaser":  EMC Mortgage Corporation or its successor in interest or any successor under this
Agreement appointed as herein provided.

         "Purchaser's Account":  The account of the Purchaser at a bank or other entity most recently designated
in a written notice by the Purchaser to the Sellers as the "Purchaser's Account."

          "Purchase Price":  as to each Mortgage Loan to be sold hereunder, the price set forth in the Purchase
Price and Terms Letter and related Term Sheet.

         "Purchase Price and Terms Letter": With respect to each purchase of Mortgage Loans, that certain letter
agreement setting forth the general terms and conditions of such transaction and identifying the Mortgage Loans
to be purchased thereunder by and between the Seller and the Purchaser.

     "Qualified Mortgage Insurer":  American Guaranty Corporation, Commonwealth Mortgage Assurance Company,
     General Electric Mortgage Insurance Companies, Mortgage Guaranty Insurance Corporation, PMI Mortgage
     Insurance Company, Republic Mortgage Insurance Company or United Guaranty Residential Insurance Corporation.

         "Rate Adjustment Date":  With respect to each ARM Loan, the date on which the Note Rate adjusts.

     "Rating Agency":  Standard & Poor's Ratings Services, a division of The McGraw-Hill Companies, Moody's
     Investors Service, Inc., Fitch Investors Service, Inc. or Duff & Phelps Credit Rating Co.

     "Record Date":  The close of business of the last Business Day of the month preceding the month of the
     related Remittance Date.

         "Refinanced Mortgage Loan":  A Mortgage Loan that was made to a Mortgagor who owned the Mortgaged
Property prior to the origination of such Mortgage Loan and the proceeds of which were used in whole or part to
satisfy an existing mortgage.

     "REMIC": A "real estate mortgage investment conduit" within the meaning of Section-860D of the Internal
     Revenue Code or any similar tax vehicle providing for the pooling of assets (such as a Financial Asset
     Security Investment Trust).

         "Remittance Date":  The 18th  day of each calendar month, commencing on the 18th day of the month
following the Funding Date, or, if such 18th day is not a Business Day, then the next Business Day immediately
preceding such 18th day.

     "Remittance Rate":  With respect to each Mortgage Loan, the related Note Rate minus the Servicing Fee Rate.

"REO Disposition":  The final sale by the Servicer of any REO Property.

"REO Disposition Proceeds":   Amounts received by the Company in connection with a related REO Disposition.


         "REO Property":  A Mortgaged Property acquired by the Servicer on behalf of the Purchaser as described
in Section-5.13.

         "Repurchase Price":  As to (a) any Defective Mortgage Loan required to be repurchased hereunder with
respect to which a breach occurred  or (b) any Mortgage Loan required to be repurchased pursuant to Section 3.04
and/or Section 7.02, an amount equal to the Unpaid Principal Balance of such Mortgage Loan at the time of
repurchase; plus (2) interest on such Mortgage Loan at the applicable Note Rate from the last date through which
interest has been paid and distributed to the Purchaser hereunder to the  end of the month of repurchase; minus
(3) any amounts received in respect of such Defective Mortgage Loan which are being held in the Collection
Account for future remittance.

         "Scheduled Principal Balance":  With respect to any Mortgage Loan, (i)-the outstanding principal balance
as of the Funding Date after application of principal payments due on or before such date whether or not
received, minus (ii)-all amounts previously remitted to the Purchaser with respect to such Mortgage Loan
representing (a)-payments or other recoveries of principal, or (b)-advances of principal made pursuant to
Section-6.03.

     "Sellers":  Cendant Mortgage Corporation, a New Jersey corporation and Bishop's Gate Residential Mortgage
     Trust (formerly known as Cendant Residential Mortgage Trust), a Delaware business trust, or their successors
     in interest or any successor under this Agreement appointed as herein provided.

     "Servicer":  Cendant Mortgage Corporation, a New Jersey corporation.

         "Servicer's Mortgage File":  The documents pertaining to a particular Mortgage Loan which are specified
on Exhibit S-1 attached hereto and any additional documents required to be included or added to the "Servicer's
Mortgage File" pursuant to this Agreement.

         "Servicing Advances":  All "out of pocket" costs and expenses that are customary, reasonable and
necessary which are incurred by the Servicer in the performance of its servicing obligations hereunder, including
(without duplication) (i) reasonable attorneys' fees and (ii) the cost of (a)-the preservation, restoration and
protection of the Mortgaged Property, (b)-any enforcement or judicial proceedings, including foreclosures,
(c)-the servicing, management and liquidation of any Specially Serviced Mortgaged Loans and/or any-REO Property,
and (d)-compliance with the Servicer's obligations under Section-5.08.

         "Servicing Event":  Any of the following events with respect to any Mortgage Loan:  (i)-any Monthly
Payment being more than 60 days delinquent; (ii) any filing of an Insolvency Proceeding by or on behalf of the
related Mortgagor, any consent by or on behalf of the related Mortgagor to the filing of an Insolvency Proceeding
against such Mortgagor, or any admission by or on behalf of such Mortgagor of its inability to pay such Person's
debts generally as the same become due; (iii)-any filing of an Insolvency Proceeding against the related
Mortgagor that remains undismissed or unstayed for a period of 60 days after the filing thereof; (iv) any
issuance of any attachment or execution against, or any appointment of a conservator, receiver or liquidator with
respect to, all or substantially all of the assets of the related Mortgagor or with respect to any Mortgaged
Property; (v) any receipt by the Servicer of notice of the foreclosure or proposed foreclosure of any other lien
on the related Mortgaged Property; (vi)-any proposal of a material modification (as reasonably determined by the
Seller) to such Mortgage Loan due to a default or imminent default under such Mortgage Loan; or (vii) in the
reasonable judgment of the Servicer, the occurrence, or likely occurrence within 60 days, of a payment default
with respect to such Mortgage Loan that is likely to remain uncured by the related Mortgagor within 60 days
thereafter.

     "Servicing Fee":  The annual fee, payable monthly to the Servicer out of the interest portion of the Monthly
     Payment actually received on each Mortgage Loan.  The Servicing Fee with respect to each Mortgage Loan for
     any calendar month (or a portion thereof) shall be 1/12 of the product of (i)-the Scheduled Principal
     Balance of the Mortgage Loan and (ii)-the Servicing Fee Rate applicable to such Mortgage Loan.

         "Servicing Fee Rate":  (i) with respect to any ARM Loan, 0.375% per annum; provided that, prior to the
first Rate Adjustment Date with respect to any such Mortgage Loan, such rate may be, at the Servicer's option,
not less than 0.25% per annum; and (ii) with respect to any Mortgage Loan other than an ARM Loan, 0.25% per
annum. Such rate will be indicated on the Mortgage Loan Schedule.

         "Servicing Officer":  Any officer of the Servicer involved in, or responsible for, the administration
and servicing of the Mortgage Loans whose name appears on a written list of servicing officers furnished by the
Servicer to the Purchaser upon request therefor by the Purchaser, as such list may from time to time be amended.

         "Specially Serviced Mortgage Loan":  A Mortgage Loan as to which a Servicing Event has occurred and is
continuing.

         "Unpaid Principal Balance":  With respect to any Mortgage Loan, at any time, the actual outstanding
principal balance then payable by the Mortgagor under the terms of the related Mortgage Note.



                                 ARTICLE II: SALE AND CONVEYANCE OF MORTGAGE LOANS;
                                   POSSESSION OF MORTGAGE FILES; BOOKS AND RECORDS;
                                        DELIVERY OF MORTGAGE LOAN DOCUMENTS

         Section 2.01      Sale and Conveyance of Mortgage Loans.

         Seller agrees to sell and Purchaser agrees to purchase, from time to time, those certain Mortgage Loans
identified in a Mortgage Loan Schedule, on the price and terms set forth herein. Purchaser, on any Funding Date,
shall be obligated to purchase only such Mortgage Loans set forth in the applicable Mortgage Loan Schedule
attached to the applicable Term Sheet, subject to the terms and conditions of this Agreement and the applicable
Term Sheet.

         Purchaser will purchase Mortgage Loan(s) from Seller, from time to time on such Funding Dates as may be
agreed upon by Purchaser and Seller.The closing shall, at Purchaser's option be either: by telephone, confirmed
by letter or wire as the parties shall agree; or conducted in person at such place, as the parties shall agree.
On the Funding Date and subject to the terms and conditions of this Agreement, each Seller will sell, transfer,
assign, set over and convey to the Purchaser, without recourse except as set forth in this Agreement, and the
Purchaser will purchase, all of the right, title and interest of the applicable Seller in and to the Mortgage
Loans being conveyed by it hereunder, as identified on the Mortgage Loan Schedule.

         Examination of the Mortgage Files may be made by Purchaser or its designee as follows. No later than
five business days prior to the Funding Date, Seller will deliver to Purchaser or  its designee Legal Documents
required pursuant to Schedule B. Upon Purchaser's request, Seller shall make the Credit Documents available to
Purchaser for review, at Seller's place of business and during reasonable business hours. If Purchaser makes such
examination prior to the Funding Date and identifies any Mortgage Loans that do not conform to the Cendant Guide
or are otherwise unacceptable to Purchaser, such Mortgage Loans will be deleted from the Mortgage Loan Schedule
at Purchaser's discretion.  Purchaser may, at its option and without notice to Seller, purchase all or part of
the Mortgage Loans without conducting any partial or complete examination.  The fact that Purchaser has conducted
or has failed to conduct any partial or complete examination of the Mortgage Loan files shall not affect
Purchaser's rights to demand repurchase, substitution or other relief as provided herein.

         On the Funding Date and in accordance with the terms herein, Purchaser will pay to Seller, by wire
transfer of immediately available funds, the Purchase Price, together with interest at the Mortgage Loan
Remittance Rate from the Cut-Off Date to the Funding Date,  according to the instructions to be provided,
respectively, by Cendant Mortgage and the Trust.

     Purchaser shall be entitled to all scheduled principal due after the Cut-Off Date, all other recoveries of
     principal collected after the Funding Date and all payments of interest on the Mortgage Loans (minus that
     portion of any such payment which is allocable to the period prior to the Funding Date). The principal
     balance of each Mortgage Loan as of the Funding Date is determined after application of payments of
     principal due on or before the Funding Date whether or not collected. Therefore, payments of scheduled
     principal and interest prepaid for a due date beyond the Funding Date shall not be applied to the principal
     balance as of the Funding Date. Such prepaid amounts shall be the property of Purchaser. Seller shall hold
     any such prepaid amounts for the benefit of Purchaser for subsequent remittance by Seller to Purchaser. All
     scheduled payments of principal due on or before the Funding Date and collected by Seller after the Funding
     Date shall belong to Seller.


Section 2.02               Possession of Mortgage Files.

         Upon the sale of any Mortgage Loan, the ownership of such Mortgage Loan, including the Mortgage Note,
the Mortgage, the contents of the related Mortgage File and all rights, benefits, payments, proceeds and
obligations arising therefrom or in connection therewith, shall then be vested in the Purchaser, and the
ownership of all records and documents with respect to such Mortgage Loan prepared by or which come into the
possession of the Seller shall immediately vest in the Purchaser and, to the extent retained by the Seller, shall
be retained and maintained, in trust, by the Seller at the will of the Purchaser in a custodial capacity only.
The contents of such Mortgage File not delivered to the Purchaser or Purchaser's designee are and shall be held
in trust by the Seller for the benefit of the Purchaser as the owner thereof and the Sellers' possession of the
contents of each Mortgage File so retained is at the will of the Purchaser for the sole purpose of servicing the
related Mortgage Loan, and such retention and possession by the Seller is in a custodial capacity only.  Mortgage
Files shall be maintained separately from the other books and records of the Seller.  Each Seller shall release
from its custody  the contents of any Mortgage File only in accordance with written instructions from the
Purchaser, except where such release is required as incidental to the Servicer's servicing of the Mortgage Loans
or is in connection with a repurchase of any such Mortgage Loan pursuant to Section-3.04.

Any documents released to a Seller or the Servicer in connection with the foreclosure or servicing of any
Mortgage Loan shall be held by such Person in trust for the benefit of the Purchaser in accordance with this
Section-2.02.  Such Person shall return to the Purchaser such documents when such Person's need therefor in
connection with such foreclosure or servicing no longer exists (unless sooner requested by the Purchaser);
provided that, if such Mortgage Loan is liquidated, then, upon the delivery by a Seller or the Servicer to the
Purchaser of a request for the release of such documents and a certificate certifying as to such liquidation, the
Purchaser shall promptly release and, to the extent necessary, deliver to such Person such documents.


At the option of Puchaser, the Mortgage Files shall be held by document custodian in accordance with the terms of
a custodial agreement.

Section 2.03               Books and Records.

         The sale of each of the Mortgage Loans shall be reflected on the applicable Seller's balance sheet and
other financial statements as a sale of assets by the applicable Seller.  Each Seller shall be responsible for
maintaining, and shall maintain, a complete set of books and records for the Mortgage Loans it conveyed to the
Purchaser which shall be clearly marked to reflect the sale of each Mortgage Loan to the Purchaser and the
ownership of each Mortgage Loan by the Purchaser.

Section 2.04               Defective Documents; Delivery of Mortgage Loan Documents .

         Subsequent to the Funding Date, if the Purchaser or either Seller finds any document or documents
constituting a part of a Mortgage File to be defective or missing in any material respect (in this Section 2.04,
a "Defect"), the party discovering such Defect shall promptly so notify the other parties.  If the Defect
pertains to the Mortgage Note or the Mortgage, then the applicable Seller shall have a period of 45 days within
which to correct or cure any such defect after the earlier of such Seller's discovery of same or such Seller
being notified of same.  If such Defect can ultimately be cured but is not reasonably expected to be cured within
such 45 day period, such Seller shall have such additional time as is reasonably determined by the Purchaser to
cure or correct such Defect provided that such Seller has commenced curing or correcting such Defect and is
diligently pursuing same.  If the Defect pertains to any other document constituting a part of a Mortgage File,
then such Seller shall have a period of 90 days within which to correct or cure any such Defect after the earlier
of such Seller's discovery of same or such Seller being notified of same.  If such Defect can ultimately be cured
but is not reasonably expected to be cured within the 90 day period, then such Seller shall have such additional
time as is reasonably determined by the Purchaser to cure or correct such Defect provided such Seller has
commenced curing or correcting such Defect and is diligently pursuing same.  Cendant Mortgage hereby covenants
and agrees that, if any material Defect cannot be corrected or cured, the related Mortgage Loan shall
automatically constitute, upon the expiration of the applicable cure period described above and without any
further action by any other party, a Defective Mortgage Loan, whereupon Cendant Mortgage shall repurchase such
Mortgage Loan by paying to the Purchaser the Repurchase Price therefor in accordance with Section-3.04(3).

         The applicable Seller will, with respect to each Mortgage Loan to be purchased by the
Purchaser,-deliver and release to the Purchaser the Legal Documents as set forth in Section 2.01.  If the
applicable Seller cannot deliver an original Mortgage with evidence of recording thereon, original assumption,
modification and substitution agreements with evidence of recording thereon or an original intervening assignment
with evidence of recording thereon within the applicable time periods, then such Seller shall promptly deliver to
the Purchaser such original Mortgages and original intervening assignments with evidence of recording indicated
thereon upon receipt thereof from the public recording official, except in cases where the original Mortgage or
original intervening assignments are retained permanently by the recording office, in which case, such Seller
shall deliver a copy of such Mortgage or intervening assignment, as the case may be, certified by such public
recording office to be a true and complete copy of the recorded original thereof.

         If the original Mortgage was not delivered pursuant to the preceding paragraph, then the applicable
Seller shall use its best efforts to promptly secure the delivery of such originals and shall cause such
originals to be delivered to the Purchaser promptly upon receipt thereof.  Notwithstanding the foregoing, if the
original Mortgage, original assumption, modification, and substitution agreements, the original of any
intervening assignment or the original policy of title insurance is not so delivered to the Purchaser within
180-days following the Funding Date, then, upon written notice by the Purchaser to Cendant Mortgage, the Purchaser
may, in its sole discretion, then elect (by providing written notice to Cendant Mortgage) to treat such Mortgage
Loan as a Defective Mortgage Loan, whereupon Cendant Mortgage shall repurchase such Mortgage Loan by paying to
the Purchaser the Repurchase Price therefor in accordance with Section-3.04(3). The fact that the Purchaser has
conducted or failed to conduct any partial or complete examination of the Mortgage Files shall not affect its
right to demand repurchase or any other remedies provided in this Agreement.

         At the Purchaser's request, the Assignments shall be promptly recorded in the name of the Purchaser or
in the name of a Person designated by the Purchaser in all appropriate public offices for real property records.
If any such Assignment is lost or returned unrecorded because of a defect therein, then the applicable Seller
shall promptly prepare a substitute Assignment to cure such defect and thereafter cause each such Assignment to
be duly recorded.  All recording fees related to such a one-time recordation of the Assignments to or by a Seller
shall be paid by the applicable Seller.

Section 2.05               Transfer of Mortgage Loans.

         Subject to the provisions of this Section-2.05, the Purchaser shall have the right, without the consent
of the Sellers, at any time and from time to time, to assign any of the Mortgage Loans and all or any part of its
interest under this Agreement and designate any person to exercise any rights of the Purchaser hereunder, and the
assignees or designees shall accede to the rights and obligations hereunder of the Purchaser with respect to such
Mortgage Loans.  The Sellers recognize that the Mortgage Loans may be divided into "packages" for resale
("Mortgage Loan Packages").

         All of the provisions of this Agreement shall inure to the benefit of the Purchaser and any such
assignees or designees.  All references to the Purchaser shall be deemed to include its assignees or designees.
Utilizing resources reasonably available to the Seller without incurring any cost except the Seller's overhead
and employees' salaries, the applicable Seller shall cooperate in any such assignment of the Mortgage Loans and
this Agreement; provided that the Purchaser shall bear all costs associated with any such assignment of the
Mortgage Loans and this Agreement other than such Seller's overhead or employees' salaries.

         The Servicer and the Purchaser acknowledge that the Servicer shall continue to remit payments to the
Purchaser on the Remittance Date after the transfer of the Mortgage Loans, unless the Servicer was notified in
writing of the new record owner of the Mortgage Loans prior to the immediately preceding Record Date, in which
case, the Servicer shall remit to the new record owner (or trustee or master servicer, as the case may be) of the
Mortgage Loans.

         Any prospective assignees of the Purchaser who have entered into a commitment to purchase any of the
Mortgage Loans may review and underwrite the Servicer's servicing and origination operations, upon reasonable
prior notice to the Servicer, and the Servicer shall cooperate with such review and underwriting to the extent
such prospective assignees request information or documents that are reasonably available and can be produced
without unreasonable expense or effort.  The Servicer shall make the Mortgage Files related to the Mortgage Loans
held by the Servicer available at the Servicer's principal operations center for review by any such prospective
assignees during normal business hours upon reasonable prior notice to the Servicer (in no event less than 5
Business Days prior notice).  The Servicer may, in its sole discretion, require that such prospective assignees
sign a confidentiality agreement with respect to such information disclosed to the prospective assignee which is
not available to the public at large and a release agreement with respect to its activities on the Servicer's
premises.

         The Servicer shall keep at its servicing office books and records in which, subject to such reasonable
regulations as it may prescribe, the Servicer shall note transfers of Mortgage Loans.  The Purchaser may, subject
to the terms of this Agreement, sell and transfer, in whole or in part, any or all of the Mortgage Loans;
provided that no such sale and transfer shall be binding upon the Servicer unless such transferee shall agree in
writing to an Assignment, Assumption and Recognition Agreement, in substantially the form of Exhibit 2.05
attached hereto, and an executed copy of such Assignment, Assumption and Recognition Agreement shall have been
delivered to the Servicer.  The Servicer shall evidence its acknowledgment of any transfers of the Mortgage Loans
to any assignees of the Purchaser by executing such Assignment, Assumption and Recognition Agreement.  The
Servicer shall mark its books and records to reflect the ownership of the Mortgage Loans by any such assignees,
and the previous Purchaser shall be released from its obligations hereunder accruing after the date of transfer
to the extent such obligations relate to Mortgage Loans sold by the Purchaser.  This Agreement shall be binding
upon and inure to the benefit of the Purchaser and the Servicer and their permitted successors, assignees and
designees.


                                ARTICLE III:  REPRESENTATIONS, WARRANTIES AND COVENANTS OF
                                   THE SELLER; REPURCHASE; REVIEW OF MORTGAGE LOANS


Section 3.01      Representations and Warranties of each Seller.

         Each Seller, as to itself, represents, warrants and covenants to the Purchaser that as of each Funding
Date or as of such date specifically provided herein:

(1)       Due Organization.  The Seller is an entity duly organized, validly existing and in good standing under
the laws of its jurisdiction of organization, and has all licenses necessary to carry on its business now being
conducted and is licensed, qualified and in good standing under the laws of each state where a Mortgaged Property
is located or is otherwise exempt under applicable law from such qualification or is otherwise not required under
applicable law to effect such qualification; no demand for such qualification has been made upon the Seller by
any state having jurisdiction and in any event the Seller is or will be in compliance with the laws of any such
state to the extent necessary to enforce each Mortgage Loan and with respect to Cendant Mortgage, service each
Mortgage Loan in accordance with the terms of this Agreement.

(2)      Due Authority.  Cendant Mortgage had the full power and authority and legal right to originate the
Mortgage Loans that it originated, if any, and to acquire the Mortgage Loans that it acquired.  The Seller has
the full power and authority to hold each Mortgage Loan, to sell each Mortgage Loan and to execute, deliver and
perform, and to enter into and consummate, all transactions contemplated by this Agreement.  The Seller has duly
authorized the execution, delivery and performance of this Agreement, has duly executed and delivered this
Agreement, and this Agreement, assuming due authorization, execution and delivery by the Purchaser, constitutes a
legal, valid and binding obligation of the Seller, enforceable against it in accordance with its terms, subject
to applicable bankruptcy, reorganization, receivership, conservatorship, insolvency, moratorium and other laws
relating to or affecting creditors' rights generally or the rights of creditors of banks and to the general
principles of equity (whether such enforceability is considered in a proceeding in equity or at law).

(3)      No Conflict.  The execution and delivery of this Agreement, the acquisition or origination, as
applicable, of the Mortgage Loans by the Seller, the sale of the Mortgage Loans, the consummation of the
transactions contemplated hereby, or the fulfillment of or compliance with the terms and conditions of this
Agreement, will not conflict with or result in a breach of any of the terms, conditions or provisions of the
Seller's organizational documents and bylaws or any legal restriction or any agreement or instrument to which the
Seller is now a party or by which it is bound, or constitute a default or result in an acceleration under any of
the foregoing, or result in the violation of any law, rule, regulation, order, judgment or decree to which the
Seller or its property is subject, or impair the ability of the Purchaser to realize on the Mortgage Loans;

(4)      Ability to Perform.  The Seller does not believe, nor does it have any reason or cause to believe, that
it cannot perform each and every covenant contained in this Agreement;

(5)      No Material Default.  Neither the Seller nor any of its Affiliates is in material default under any
agreement, contract, instrument or indenture of any nature whatsoever to which the Seller or any of its
Affiliates is a party or by which it (or any of its assets) is bound, which default would have a material adverse
effect on the ability of the Seller to perform under this Agreement, nor, to the best of the Seller's knowledge,
has any event occurred which, with notice, lapse of time or both, would constitute a default under any such
agreement, contract, instrument or indenture and have a material adverse effect on the ability of the Seller to
perform its obligations under this Agreement;

(6)      Financial Statements.  Cendant Mortgage has delivered to the Purchaser financial statements as to its
fiscal year ended December 31, 2000  Except as has previously been disclosed to the Purchaser in writing:  (a)
such financial statements fairly present the results of operations and changes in financial position for such
period and the financial position at the end of such period of Cendant Mortgage and its subsidiaries; and (b)
such financial statements are true, correct and complete as of their respective dates and have been prepared in
accordance with generally accepted accounting principles consistently applied throughout the periods involved,
except as set forth in the notes thereto.  The Trust has delivered to the Purchaser financial statements dated as
of December 31, 2000 and a copy of its Offering Circular dated May 21, 1998 (the "Trust Financials") and such
Trust Financials  fairly present the results of operations and changes in financial position for such period and
the financial position at the end of such period of the Trust.  Except as has previously been disclosed to the
Purchaser in writing, there has been no change in such Trust Financials since their date and the Trust is not
aware of any errors or omissions therein;

(7)      No Change in Business.  There has been no change in the business, operations, financial condition,
properties or assets of the applicable Seller since (i) in the case of Cendant Mortgage, the date of its
financial statements and (ii) in the case of the Trust, the date of delivery of the Trust Financials, that would
have a material adverse effect on the ability of the applicable Seller to perform its obligations under this
Agreement;

(8)      No Litigation Pending.  There is no action, suit, proceeding or investigation pending or, to the best of
the Seller's knowledge, threatened, against the Seller, which, either in any one instance or in the aggregate, if
determined adversely to the Seller would adversely affect the sale of the Mortgage Loans to the Purchaser or the
execution, delivery or enforceability of this Agreement or result in any material liability of the Seller, or
draw into question the validity of this Agreement or the Mortgage Loans, or have a material adverse effect on the
financial condition of the Seller;

(9)      No Consent Required.  No consent, approval, authorization or order of any court or governmental agency
or body is required for the execution, delivery and performance by the Seller of or compliance by the Seller with
this Agreement, the delivery of the Mortgage Files to the Purchaser, the sale of the Mortgage Loans to the
Purchaser or the consummation of the transactions contemplated by this Agreement or, if required, such approval
has been obtained prior to the Funding Date;

(10)     Ordinary Course of Business.  The consummation of the transactions contemplated by this Agreement is in
the ordinary course of business of the Seller, and the transfer, assignment and conveyance of the Mortgage Notes
and the Mortgages by the Seller pursuant to this Agreement are not subject to the bulk transfer or any similar
statutory provisions in effect in any applicable jurisdiction;

(11)     No Broker.  The Seller has not dealt with any broker or agent or anyone else who might be entitled to a
fee or commission in connection with this transaction; and

(12)     No Untrue Information.  Neither this Agreement nor any statement, report or other agreement, document or
instrument furnished or to be furnished pursuant to this Agreement contains or in connection with the
transactions contemplated herein or will contain any materially untrue statement of fact or omits or will omit to
state a fact necessary to make the statements contained therein not misleading.

 (13)    No Fraud.  Each Mortgage Loan being sold by the Seller to the Purchaser hereunder was originated and/or
acquired by the Seller and sold to the Purchaser in each instance without any conduct (whether directed toward
the Purchaser or otherwise) constituting fraud or misrepresentation on the part of the Seller;

(14)     No Adverse Selection.  The Seller has used no adverse selection procedures in selecting the Mortgage
Loans from among the outstanding conventional home mortgage loans in the Seller's portfolio at the Closing Date
as to which the representations and warranties set forth in Section-3.03 could be made;


Section 3.02Representations and Warranties of the Servicer.

              The Servicer represents, warrants and covenants to the Purchaser that as of the Funding Date or as
of such date specifically provided herein:

(1)      Ability to Service.  The Servicer is an approved seller/servicer for FNMA and FHLMC in good standing and
is a mortgagee approved by the Secretary of Housing and Urban Development pursuant to Section-203 of the National
Housing Act, with facilities, procedures and experienced personnel necessary for the servicing of mortgage loans
of the same type as the Mortgage Loans.  No event has occurred that would make the Servicer unable to comply with
FNMA or FHLMC eligibility requirements or that would require notification to either FNMA or FHLMC;


(2)      Collection Practices.  The origination, servicing and collection practices used by the Servicer and any
prior originator and servicer with respect to each  Mortgage Loan (including, without limitation, the
establishment, maintenance, and servicing of the Escrow Accounts, if any) have been in all respects legal, proper
and prudent in the mortgage servicing business and in accordance with the terms of the Mortgage Loan documents an
Acceptable Servicing Procedures.  With respect to Escrow Accounts and escrow payments that the Servicer is
entitled to collect, there are no deficiencies for which customary arrangements for repayment have not been
made.  All escrow payments have been collected in all material respects in compliance with applicable law,
Acceptable Servicing Procedures and the provisions of the Mortgage Loan documents.  If such Mortgage Loan is the
subject to an escrow, escrow of funds is not prohibited by applicable law and has been established in an amount
sufficient to pay for every escrowed item that remains unpaid and has been assessed but is not yet due and
payable.  Any Escrow Account interest required to be paid pursuant to applicable law has been properly paid and
credited.

 (3)      Due Organization.  The Servicer is an entity duly organized, validly existing and in good standing
under the laws of its jurisdiction of organization, and has all licenses necessary to carry on its business now
being conducted and is licensed, qualified and in good standing under the laws of each state where a Mortgaged
Property is located or is otherwise exempt under applicable law from such qualification or is otherwise not
required under applicable law to effect such qualification; no demand for such qualification has been made upon
the Servicer by any state having jurisdiction and in any event the Servicer is or will be in compliance with the
laws of any such state to the extent necessary to enforce each Mortgage Loan and service each Mortgage Loan in
accordance with the terms of this Agreement.

(4)      Due Authority.  Servicier has the full power and authority to execute, deliver and perform, and to enter
into and consummate, all transactions contemplated by this Agreement.  The Servicer has duly authorized the
execution, delivery and performance of this Agreement, has duly executed and delivered this Agreement, and this
Agreement, assuming due authorization, execution and delivery by the Purchaser, constitutes a legal, valid and
binding obligation of the Servicer, enforceable against it in accordance with its terms, subject to applicable
bankruptcy, reorganization, receivership, conservatorship, insolvency, moratorium and other laws relating to or
affecting creditors' rights generally or the rights of creditors of banks and to the general principles of equity
(whether such enforceability is considered in a proceeding in equity or at law).

(5)      No Conflict.  The execution and delivery of this Agreement, the consummation of the transactions
contemplated hereby, or the fulfillment of or compliance with the terms and conditions of this Agreement, will
not conflict with or result in a breach of any of the terms, conditions or provisions of the Servicer's
organizational documents and bylaws or any legal restriction or any agreement or instrument to which the Servicer
is now a party or by which it is bound, or constitute a default or result in an acceleration under any of the
foregoing, or result in the violation of any law, rule, regulation, order, judgment or decree to which the
Servicer or its property is subject, or impair the ability of the Purchaser to realize on the Mortgage Loans;

(6)      Ability to Perform.  The Servicer does not believe, nor does it have any reason or cause to believe,
that it cannot perform each and every covenant contained in this Agreement;

(7)      No Material Default.  Neither the Servicer nor any of its Affiliates is in material default under any
agreement, contract, instrument or indenture of any nature whatsoever to which the Servicer or any of its
Affiliates is a party or by which it (or any of its assets) is bound, which default would have a material adverse
effect on the ability of the Servicer to perform under this Agreement, nor, has any event occurred which, with
notice, lapse of time or both, would constitute a default under any such agreement, contract, instrument or
indenture and have a material adverse effect on the ability of the Servicer to perform its obligations under this
Agreement;

(8)      Financial Statements.  Servicer has delivered to the Purchaser financial statements as to its fiscal
year ended December 31, 2000.  Except as has previously been disclosed to the Purchaser in writing:  (a) such
financial statements fairly present the results of operations and changes in financial position for such period
and the financial position at the end of such period of Servicer and its subsidiaries; and (b) such financial
statements are true, correct and complete as of their respective dates and have been prepared in accordance with
generally accepted accounting principles consistently applied throughout the periods involved, except as set
forth in the notes thereto.

(9)      No Change in Business.  There has been no change in the business, operations, financial condition,
properties or assets of the Servicer since the date of its financial statements that would have a material
adverse effect on the ability of the Servicer to perform its obligations under this Agreement;

(10)     No Litigation Pending.  There is no action, suit, proceeding or investigation pending or, to the best of
the Servicer's knowledge, threatened, against the Servicer, which, either in any one instance or in the
aggregate, if determined adversely to the Servicer would adversely affect the sale of the Mortgage Loans to the
Purchaser or the execution, delivery or enforceability of this Agreement or result in any material liability of
the Servicer, or draw into question the validity of this Agreement, or have a material adverse effect on the
financial condition of the Servicer;

(11)     No Consent Required.  No consent, approval, authorization or order of any court or governmental agency
or body is required for the execution, delivery and performance by the Servicer of or compliance by the Servicer
with this Agreement or the consummation of the transactions contemplated by this Agreement or, if required, such
approval has been obtained prior to the Funding Date;

(12)     Ordinary Course of Business.  The consummation of the transactions contemplated by this Agreement is in
the ordinary course of business of the Servicer;

(13)     No Broker.  The Servicer has not dealt with any broker or agent or anyone else who might be entitled to
a fee or commission in connection with this transaction; and

(14)     No Untrue Information.  Neither this Agreement nor any statement, report or other agreement, document or
instrument furnished or to be furnished pursuant to this Agreement contains or will contain any materially untrue
statement of fact or omits or will omit to state a
fact necessary to make the statements contained therein not misleading.

Section 3.03      Representations and Warranties as to Individual Mortgage Loans .

         With respect to each Mortgage Loan, the applicable Seller hereby makes the following representations and
warranties to the Purchaser on which the Purchaser specifically relies in purchasing such Mortgage Loan.  Such
representations and warranties speak as of the Funding Date unless otherwise indicated, but shall survive any
subsequent transfer, assignment or conveyance of such Mortgage Loans:

(1)       Mortgage Loan as Described.  Each Mortgage Loan complies with the terms and conditions set forth
herein, and all of the information set forth with respect thereto on the Mortgage Loan Schedule is true and
correct in all material respects;

(2)       Complete Mortgage Files.  The instruments and documents specified in Section-2.02 with respect to such
Mortgage Loan have been delivered to the Purchaser or Purchaser's designee in compliance with the requirements of
Article-II.  The Seller is in possession of a Mortgage File respecting such Mortgage Loan, except for such
documents as have been previously delivered to the Purchaser;

(3)       Owner of Record.  The Mortgage relating to such Mortgage Loan has been duly recorded in the appropriate
recording office, and the applicable Seller or Servicer is the owner of record of such Mortgage Loan and the
indebtedness evidenced by the related Mortgage Note;

(4)       Payments Current.  All payments required to be made up to and including the Funding Date for such
Mortgage Loan under the terms of the Mortgage Note have been made, such that such Mortgage Loan is not delinquent
30-days or more on the Funding Date, and has not been so delinquent in the twelve months prior to the Funding
Date;

(5)       No Outstanding Charges.  There are no delinquent taxes, insurance premiums, assessments, including
assessments payable in future installments, or other outstanding charges affecting the Mortgaged Property related
to such Mortgage Loan;

(6)       Original Terms Unmodified.  The terms of the Mortgage Note and the Mortgage related to such Mortgage
Loan have not been impaired, waived, altered or modified in any material respect, except as specifically set
forth in the related Mortgage Loan Schedule;

(7)       No Defenses.  The Mortgage Note and the Mortgage related to such Mortgage Loan are not subject to any
right of rescission, set-off or defense, including the defense of usury, nor will the operation of any of the
terms of such Mortgage Note and such Mortgage, or the exercise of any right thereunder, render such Mortgage
unenforceable, in whole or in part, or subject to any right of rescission, set-off or defense, including the
defense of usury and no such right of rescission, set-off or defense has been asserted with respect thereto;

(8)        Hazard Insurance.  (a)-All buildings upon the Mortgaged Property related to such Mortgage Loan are
insured by an insurer acceptable to FNMA or FHLMC against loss by fire, hazards of extended coverage and such
other hazards as are customary in the area where such Mortgaged Property is located, pursuant to insurance
policies conforming to the requirements of either Section-5.10 or Section-5.11.  All such insurance policies
(collectively, the "hazard insurance policy") contain a standard mortgagee clause naming the originator of such
Mortgage Loan, its successors and assigns, as mortgagee.  Such policies are the valid and binding obligations of
the insurer, and all premiums thereon due to date have been paid.  The related Mortgage obligates the Mortgagor
thereunder to maintain all such insurance at such Mortgagor's cost and expense, and on such Mortgagor's failure
to do so, authorizes the holder of such Mortgage to maintain such insurance at such Mortgagor's cost and expense
and to seek reimbursement therefor from such Mortgagor; or (b)-in the case of a condominium or PUD project that
is not covered by an individual policy, the condominium or PUD project is covered by a "master" or "blanket"
policy and there exists and is in the Servicer's Mortgage File a certificate of insurance showing that the
individual unit that secures the first mortgage or share loan is covered under such policy.  The insurance policy
contains a standard mortgagee clause naming the originator of such Mortgage Loan (and its successors and
assigns), as insured mortgagee.  Such policies are the valid and binding obligations of the insurer, and all
premiums thereon have been paid.  The insurance policy provides for advance notice to the Seller or Servicer if
the policy is canceled or not renewed, or if any other change that adversely affects the Seller's interests is
made; the certificate includes the types and amounts of coverage provided, describes any endorsements that are
part of the "master" policy and would be acceptable pursuant to the FNMA Guide;

(9)        Compliance With Applicable Laws.  All requirements of any federal, state or local law (including
usury, truth in lending, real estate settlement procedures, consumer credit protection, equal credit opportunity
or disclosure laws) applicable to the origination and servicing of such Mortgage Loan have been complied with in
all material respects;

(10)      No Satisfaction of Mortgage.  The Mortgage related to such Mortgage Loan has not been satisfied,
canceled or subordinated, in whole or in part, or rescinded, and the related Mortgaged Property has not been
released from the lien of such Mortgage, in whole or in part, nor has any instrument been executed that would
effect any such release, cancellation, subordination or rescission;

(11)      Valid First Lien.  The Mortgage related to such Mortgage Loan is a valid, subsisting and enforceable
perfected first lien on the related Mortgaged Property, including all improvements on the related Mortgaged
Property, which Mortgaged Property is free and clear of any encumbrances and liens having priority over the first
lien of the Mortgage subject only to (a)-the lien of current real estate taxes and special assessments not yet
due and payable, (b)-covenants, conditions and restrictions, rights of way, easements and other matters of the
public record as of the date of recording of such Mortgage which are acceptable to mortgage lending institutions
generally, are referred to in the lender's title insurance policy and do not adversely affect the market value or
intended use of the related Mortgaged Property, and (c)-other matters to which like properties are commonly
subject which do not individually or in the aggregate materially interfere with the benefits of the security
intended to be provided by such Mortgage or the use, enjoyment, or market value of the related Mortgaged Property;

(12)      Validity of Documents.  The Mortgage Note and the Mortgage related to such Mortgage Loan are genuine
and each is the legal, valid and binding obligation of the maker thereof, enforceable in accordance with its
terms, except as such enforcement may be limited by bankruptcy, insolvency, reorganization or other similar laws
affecting the enforcement of creditors' rights generally and general equitable principles (regardless whether
such enforcement is considered in a proceeding in equity or at law);

(13)       Valid Execution of Documents.  All parties to the Mortgage Note and the Mortgage related to such
Mortgage Loan had legal capacity to enter into such Mortgage Loan and to execute and deliver the related Mortgage
Note and the related Mortgage and the related Mortgage Note and the related Mortgage have been duly and properly
executed by such parties;

(14) Full Disbursement of Proceeds.  Such Mortgage Loan has closed and the proceeds of such Mortgage Loan have
been fully disbursed prior to the Funding Date; provided that, with respect to any Mortgage Loan originated
within the previous 120 days, alterations and repairs with respect to the related Mortgaged Property or any part
thereof may have required an escrow of funds in an amount sufficient to pay for all outstanding work within 120
days of the origination of such Mortgage Loan, and, if so, such funds are held in escrow by the Seller, a title
company or other escrow agent;

(15) Ownership.  The Mortgage Note and the Mortgage related to such Mortgage Loan or any interest or
participation therein have not been assigned, pledged or otherwise transferred by the applicable Seller, and the
Seller has good and marketable title thereto, and the Seller is the sole owner thereof and has full right and
authority to transfer and sell such Mortgage Loan, and is transferring such Mortgage Loan to the Purchaser free
and clear of any encumbrance, equity, lien, pledge, charge, claim or security interest;

              (16) Doing Business.  All parties that have had any interest in such Mortgage Loan, whether as
mortgagee, assignee, pledgee or otherwise, are (or, during the period in which they held and disposed of such
interest, were) in compliance with any and all applicable licensing requirements of the laws of the state wherein
the related Mortgaged Property is located. All parties which have had any interest in the Mortgage Loan, whether
as mortgagee, assignee, pledgee or otherwise, are (or, during the period in which they held and disposed of such
interest, were)  (1) in compliance with any and all applicable licensing requirements of the laws of the state
wherein the Mortgaged Property is located, and (2) organized under the laws of such state, or (3) qualified to do
business in such state, or (4) federal savings and loan associations or national banks having principal offices
in such state, or (5) not doing business in such state;

(17) Title Insurance.  (a)-Such Mortgage Loan is covered by an ALTA lender's title insurance policy or short form
title policy acceptable to FNMA and FHLMC (or, in jurisdictions where ALTA policies are not generally approved
for use, a lender's title insurance policy acceptable to FNMA and FHLMC), issued by a title insurer acceptable to
FNMA and FHLMC and qualified to do business in the jurisdiction where the related Mortgaged Property is located,
insuring (subject to the exceptions contained in clauses (11(a) and (b) above) the Seller or Servicier, its
successors and assigns as to the first priority lien of the related Mortgage in the original principal amount of
such Mortgage Loan and in the case of ARM Loans, against any loss by reason of the invalidity or unenforceability
of the lien resulting from the provisions of such Mortgage providing for adjustment to the applicable Note Rate
and Monthly Payment.  Additionally, such lender's title insurance policy affirmatively insures against
encroachments by or upon the related Mortgaged Property or any interest therein or any other adverse circumstance
that either is disclosed or would have been disclosed by an accurate survey.  The Seller or Servicer is the sole
insured of such lender's title insurance policy, and such lender's title insurance policy is in full force and
effect and will be in full force and effect upon the consummation of the transactions contemplated by this
Agreement and will inure to the benefit of the Purchaser without any further act.  No claims have been made under
such lender's title insurance policy, no prior holder of the related Mortgage (including the Seller) has done, by
act or omission, anything that would impair the coverage of such lender's insurance policy, and, there is no act,
omission, condition, or information that would impair the coverage of such lender's insurance policy; (b)-The
mortgage title insurance policy covering each unit mortgage in a condominium or PUD project related to such
Mortgage Loan meets all requirements of FNMA and FHLMC;

(18) No Defaults.  (a) There is no default, breach, violation or event of acceleration existing under the
Mortgage, the Mortgage Note, or any other agreements, documents, or instruments related to such Mortgage Loan;
(b)  there is no event that, with the lapse of time, the giving of notice, or both, would constitute such a
default, breach, violation or event of acceleration; (c) the Mortgagor(s) with respect to such Mortgage Loan is
(1) not in default under any other Mortgage Loan or (2) the subject of an Insolvency Proceeding; (d) no event of
acceleration has previously occurred, and no notice of default has been sent, with respect to such Mortgage Loan;
and (e) in no event has the Seller waived any of its rights or remedies in respect of any default, breach,
violation or event of acceleration under the Mortgage, the Mortgage Note, or any other agreements, documents, or
instruments related to such Mortgage Loan;

(19) No Mechanics' Liens.  There are no mechanics' or similar liens, except such liens as are expressly insured
against by a title insurance policy, or claims that have been filed for work, labor or material (and no rights
are outstanding that under law could give rise to such lien) affecting the related Mortgaged Property that are or
may be liens prior to, or equal or coordinate with, the lien of the related Mortgage;

(20) Location of Improvements; No Encroachments.  , all improvements that were considered in determining the
Appraised Value of the related Mortgaged Property lay wholly within the boundaries and building restriction lines
of such Mortgaged Property, and no improvements on adjoining properties encroach upon such Mortgaged Property
except as permitted under the terms of the FNMA Guide and the FHLMC Selling Guide; no improvement located on or
part of any Mortgaged Property is in violation of any applicable zoning law or regulation, and all inspections,
licenses and certificates required to be made or issued with respect to all occupied portions of such Mortgaged
Property, and with respect to the use and occupancy of the same, including certificates of occupancy, have been
made or obtained from the appropriate authorities;

(21) Origination; Payment Terms.  Principal payments on such Mortgage Loan commenced or will commence no more
than 60-days after funds were disbursed in connection with such Mortgage Loan.  If the interest rate on the
related Mortgage Note is adjustable, the adjustment is based on the Index set forth on the related Mortgage Loan
Schedule.  The related Mortgage Note is payable on the first day of each month in arrears, in accordance with the
payment terms described on the related Mortgage Loan Schedule;

(22) Due On Sale.  Except as noted otherwise on the Mortgage Loan Schedule, the related Mortgage contains the
usual and customary "due-on-sale" clause or other similar provision for the acceleration of the payment of the
Unpaid Principal Balance of such Mortgage Loan if the related Mortgaged Property or any interest therein is sold
or transferred without the prior consent of the mortgagee thereunder;

(23) Prepayment Penalty.  Except as noted otherwise on the Mortgage Loan Schedule, such Mortgage Loan is not
subject to any Prepayment Penalty. If a Mortgage Loan has a prepayment penalty such prepayment penalty is
enforceable and is permitted pursuant to federal, state, and local law;

(24) Mortgaged Property Undamaged; No Condemnation.  As of the Funding Date, the related Mortgaged Property is
free of material damage and waste and there is no proceeding pending for the total or partial condemnation
thereof;

(25) Customary Provisions.  The related Mortgage contains customary and enforceable provisions that render the
rights and remedies of the holder thereof adequate for the realization against the related Mortgaged Property of
the benefits of the security provided thereby, including, (a)-in the case of a Mortgage designated as a deed of
trust, by trustee's sale, and (b)-in the case of a Mortgage, otherwise by judicial foreclosure;

(26) Conformance With Underwriting Standards. Each Mortgage Loan was underwritten in accordance with underwriting
standards of Cendant Mortgage as set forth in the Cendant Guide;

(27) Appraisal.  The Mortgage File contains an appraisal of the related Mortgaged Property on forms and with
riders approved by FNMA and FHLMC, signed prior to the approval of such Mortgage Loan application by an
appraiser, duly appointed by the originator of such Mortgage Loan, whose compensation is not affected by the
approval or disapproval of such Mortgage Loan and who met the minimum qualifications of FNMA and FHLMC for
appraisers and who had no  interest, direct or indirect, in the Mortgaged Property or in any loan made on the
security thereof.  Such appraisal was made in accordance with the relevant provisions o the Financial
Institutions Reform, Recovery and Enforcement Act of 1969, as in effect on the date of such Mortgage Loan was
originated.;

(28) Deeds of Trust.  If the related Mortgage constitutes a deed of trust, then a trustee, duly qualified under
applicable law to serve as such, has been properly designated and currently so serves and is named in such
Mortgage, and no fees or expenses are or will become payable by the Purchaser to the trustee under such deed of
trust, except in connection with a trustee's sale after default by the related Mortgagor;

(29) LTV; Primary Mortgage Insurance Policy.  Except with respect to Additional Collateral Mortgage Loans (as
defined in Exhibit 10 hereto) if such Mortgage Loan had a Loan-to-Value Ratio of more than 80% at origination,
and is not originated under an additional collateral mortgage loan program, such Mortgage Loan is and will be
subject to a Primary Insurance Policy issued by a Qualified Mortgage Insurer, which insures the Seller or
Servicer, its successors and assigns and insureds in the amount set forth on the Mortgage Loan Schedule.  All
provisions of such Primary Insurance Policy have been and are being complied with, such policy is in full force
and effect, and all premiums due thereunder have been paid.  Any related Mortgage subject to any such Primary
Insurance Policy ( which is not a "Lender-Paid" Primary Insurance Policy) obligates the Mortgagor thereunder to
maintain such insurance for the time period required by law and to pay all premiums and charges in connection
therewith.  As of the date of origination, the Loan-to-Value Ratio of such Mortgage Loan is as specified in the
applicable Mortgage Loan Schedule.  ;

(30) Occupancy.  As of the date of origination of such Mortgage Loan, the related Mortgaged Property is lawfully
occupied under applicable law;

(31) Supervision and Examination by a Federal or State Authority.  Each Mortgage Loan either was (a)-closed in
the name of the Cendant Mortgage, or (b)-closed in the name of another entity that is either a savings and loan
association, a savings bank, a commercial bank, credit union, insurance company or an institution which is
supervised and examined by a federal or state authority, or a mortgagee approved by the Secretary of Housing and
Urban Development pursuant to Sections 203 and 211 of the National Housing Act (a "HUD Approved Mortgagee"), and
was so at the time such Mortgage Loan was originated (Cendant Mortgage or such other entity, the "Originator") or
(c)-closed in the name of a loan broker under the circumstances described in the following sentence.  If such
Mortgage Loan was originated through a loan broker, such Mortgage Loan met the Originator's underwriting criteria
at the time of origination and was originated in accordance with the Originator's policies and procedures and the
Originator acquired such Mortgage Loan from the loan broker contemporaneously with the origination thereof.  The
Mortgage Loans that the Trust is selling to Purchaser were originated by or on behalf of Cendant Mortgage and
subsequently assigned to the Trust.

(32) Adjustments.  All of the terms of the related Mortgage Note pertaining to interest rate adjustments, payment
adjustments and adjustments of the outstanding principal balance, if any, are enforceable and such adjustments
will not affect the priority of the lien of the related Mortgage; all such adjustments on such Mortgage Loan have
been made properly and in accordance with the provisions of such Mortgage Loan;

(33)  Insolvency Proceedings; Soldiers' and Sailors' Relief Act. The related Mortgagor (1)-is not the subject of
any Insolvency Proceeding; and (2) has not notified the Seller of any relief requested by or allowed to such
Mortgagor under the Soldiers' and Sailors' Civil Relief Act of 1940;

(34) FNMA/FHLMC Documents.  Such Mortgage Loan was closed on standard FNMA or FHLMC documents or on such
documents otherwise acceptable to them.

(35)     Acceptable Investment.  To the best of Seller's knowledge, there is no circumstance or condition with
respect to the related Mortgage File, Mortgage, Mortgaged Property, Mortgagor or Mortgagor's credit standing,
including but not limited to 'limited income documentation programs' whereby the lending decision is based upon
factors other than the Mortgagor's income, that can reasonably be expected to cause private institutional
investors to regard such Mortgage Loan as an unacceptable investment, cause such Mortgage Loan to become
delinquent, or adversely affect the value or marketability of such Mortgage Loan;

(36)     No Fraud.  No error, omission, misrepresentation, negligence or fraud in respect of such Mortgage Loan
has taken place on the part of any Person in connection with the origination and servicing of such Mortgage Loan;

(37)     Insurance Policies.  To the best of the Seller's knowledge, no action, error, omission,
     misrepresentation, negligence, fraud or similar occurrence in respect of such Mortgage Loan has taken place
     on the part of any Person (including the related Mortgagor, any appraiser, any builder or developer or any
     party involved in the origination of such Mortgage Loan or in the application for any insurance relating to
     such Mortgage Loan) that might result in a failure or impairment of full and timely coverage under any
     insurance policy required to be obtained for such Mortgage Loan;

(38)     Disclosure Materials.  The related Mortgagor has received all disclosure materials required by
applicable law with respect to the making of conventional mortgage loans and has executed a written
acknowledgment to such effect, which acknowledgment is contained in the Servicer's Mortgage File:

(39)     No Trade-In or Exchange.  Such Mortgage Loan was not made in connection with (a)-the construction or
     rehabilitation of a Mortgaged Property or (b)-facilitating the sale or exchange of an REO Property;

(40)     No Environmental Hazards.  As of the date of origination of such Mortgage Loan, the Seller had no actual
     knowledge of the presence of any Hazardous Substances, or other environmental hazards, on, in, or that could
     affect the related Mortgaged Property;

(41)     Sellers agree that is shall not solicit any mortgage (in writing or otherwise) to refinance any of the
     Mortgage Loans; provided that mass advertising or mailings (such as placing advertisements on television on
     radio, in magazines, on the Internet, or in newspapers or including messages in billing statements) that are
     not exclusively directed towards the Mortgagors shall not constitute "direct solicitation" and shall not
     violate this covenant.

(42)     The Assignment of Mortgage is in recordable form and is acceptable for recording under the laws of the
     jurisdiction in which the Mortgaged Property is located:

( 43)    With respect to each Cooperative Loan, the related Mortgage is a valid, enforceable and subsisting first
security interest on the related cooperative shares securing the related cooperative note, subject only to (a)
liens of the cooperative for unpaid assessments representing the Mortgagor's pro rata share of the cooperative's
payments for its blanket mortgage, current and future real property taxes, insurance premiums, maintenance fees
and other assessments to which like collateral is commonly subject and (b) other matters to which like collateral
is commonly subject which do not materially interfere with the benefits of the security intended to be provided
by the Security Agreement.  There are no liens against or security interest in the cooperative shares relating to
each Cooperative Loan (except for unpaid maintenance, assessments and other amounts owed to the related
cooperative which individually or in the aggregate will not have a material adverse effect on such Cooperative
Loans), which have priority over the Seller's security interest in such cooperative shares;

(44)     With respect to each Cooperative Loan, a search for filings of financing statements has been made by a
Seller competent to make the same, which Seller is acceptable to Fannie Mae or FHLMC, and qualified to do
business in the jurisdiction where the cooperative unit is located, and such search has not found anything which
would materially and adversely affect the Cooperative Loan;

(45)     With respect to each Cooperative Loan, the related cooperative corporation that owns title to the
related cooperative apartment building is a "cooperative housing corporation" within the meaning of Section 216
of the Internal Revenue Code, and is in material compliance with applicable federal, state and local laws which,
if not complied with, could have a material adverse effect on the Mortgaged Property;

(46)     With respect to each Cooperative Loan, (a) the terms of the related proprietary lease or occupancy
agreement is longer than the terms of the Cooperative Loan, (b) there is no provision in such proprietary lease
or occupancy agreement which requires the Mortgagor to offer for sale the cooperative shares owned by such
Mortgagor first to the Cooperative, and (c) there is no prohibition against pledging the shares of the
cooperative corporation or assigning the cooperative

(47)     The Mortgaged Property is located in the state identified in the Mortgage Loan Schedule and consists of
a single, contiguous parcel of real property with a detached single family residence erected thereon, or a two-to
four-family dwelling, or an individual condominium unit in a condominium project, or an individual unit in a
planned unit development or a townhouse, provided, however, that any condominium project or planned unit
development shall conform with the applicable Cendant Guide requirements regarding such dwellings, and no
residence or dwelling is a mobile home or a manufactured dwelling.  As of the respective appraisal date for each
Mortgaged Property, no portion of the Mortgaged Property was being used for commercial purposes. If the Mortgaged
Property is a condominium unit or a planned unit development (other than a de minimus planned unit development)
such condominium or planned unit development project meets Cendant Guide eligibility requirements or is located
in a condominium or  planned unit development project which has received Cendant project approval and the
representations and warranties required by Cendant with respect to such condominium or planned unit development
have been made and remain true and correct in all respects;

(48)     The Mortgage Loans have an original term to maturity of not more than 30 years, with interest payable in
arrears on the first day of each month.  As to each Mortgage Loan on each applicable Adjustment Date, the
Mortgage Interest Rate will be adjusted to equal the sum of the Index plus the applicable Gross Margin, rounded
up or down to the nearest multiple of 0.125% indicated by the Mortgage Note; provided that the Mortgage Interest
Rate will not increase or decrease by more than the applicable Periodic Cap on any Adjustment Date, and will in
no event exceed the maximum Mortgage Interest Rate or be lower than the minimum Mortgage Interest Rate listed on
the Mortgage Loan Schedule for such Mortgage Loan.  Each Mortgage Note requires a monthly payment which is
sufficient, during the period prior to the first adjustment to the Mortgage Interest Rate, to fully amortize the
outstanding principal balance as of the first day of such period over the then remaining term of such Mortgage
Note and to pay interest at the related Mortgage Interest Rate.  As to each Mortgage Loan, if the related
Mortgage Interest Rate changes on an adjustment date, the then outstanding principal balance will be reamortized
over the remaining life of such Mortgage Loan. No Mortgage Loan contains terms or provisions which would result
in negative amortization.  None of the Mortgage Loans contain a balloon feature, are graduated payment mortgages
or shared appreciation mortgages;

(49)                     With respect to each Mortgage Loan that is a Buydown Mortgage Loan:

(i) On or before the date of origination of such Mortgage Loan, the Company and the Mortgagor, or the Company,
the Mortgagor and the seller of the Mortgaged Property or a third party entered into a Buydown Agreement. The
Buydown Agreement provides that the seller of the Mortgaged Property (or third party) shall deliver to the
Company temporary Buydown Funds in an amount equal to the aggregate undiscounted amount of payments that, when
added to the amount the Mortgagor on such Mortgage Loan is obligated to pay on each Due Date in accordance with
the terms of the Buydown Agreement, is equal to the full scheduled Monthly Payment due on such Mortgage Loan.
The temporary Buydown Funds enable the Mortgagor to qualify for the Buydown Mortgage Loan.  The effective
interest rate of a Buydown Mortgage Loan if less than the interest rate set forth in the related Mortgage Note
will increase within the Buydown Period as provided in the related Buydown Agreement so that the effective
interest rate will be equal to the interest rate as set forth in the related Mortgage Note.  The Buydown Mortgage
Loan
satisfies the requirements of Fannie Mae guidelines;

(ii) The Mortgage and Mortgage Note reflect the permanent payment terms rather than the payment terms of the
Buydown Agreement.  The Buydown Agreement provides for the payment by the Mortgagor of the full amount of the
Monthly Payment on any Due Date that the Buydown Funds are available. The Buydown Funds were not used to reduce
the original principal balance of the Mortgage Loan or to increase the Appraised Value of the Mortgage Property
when calculating the Loan-to-Value Ratios for purposes of the Agreement and, if the Buydown Funds were provided
by the Company and if required under Fannie Mae and Freddie Mac guidelines, the terms of the Buydown Agreement
were disclosed to the appraiser of the Mortgaged Property;





Section 3.04       Repurchase.

(1)         It is understood and agreed that the representations and warranties set forth in Sections 3.01, 3.02
and 3.03 shall survive the sale of the Mortgage Loans to the Purchaser and shall inure to the benefit of the
Purchaser, notwithstanding any restrictive or qualified endorsement on any Mortgage Note or Assignment or the
examination of any Mortgage File.

(2)      Upon discovery by either of the Sellers or the Purchaser of a breach of any of the
representations and warranties contained in Sections 3.01, 3.02 or 3.03 that materially and adversely affects the
value of a Mortgage Loan or the interest of Purchaser therein, the party discovering such breach shall give
prompt written notice to the other.

(3)      Unless permitted a greater period of time to cure as set forth in Section-2.04, the applicable Seller
shall have a period of 60 days from the earlier of either discovery by or receipt of written notice from the
Purchaser to the Seller of any breach of any of the representations and warranties contained in Sections-3.01,
3.02 or 3.03 that materially and adversely affects the value of a Mortgage Loan or the interest of Purchaser
therein(a "Defective Mortgage Loan"; provided that "Defective Mortgage Loan" shall also include any Mortgage Loan
treated or designated as such in accordance with Section 2.04) within which to correct or cure such breach.  If
such breach can ultimately be cured but is not reasonably expected to be cured within the 60-day period, then the
applicable Seller shall have such additional time, if any, as is reasonably determined by the Purchaser to cure
such breach provided that the Seller has commenced curing or correcting such breach and is diligently pursuing
same.  Each Seller hereby covenants and agrees with respect to each Mortgage Loan conveyed by it that, if any
breach relating thereto cannot be corrected or cured within the applicable cure period or such additional time,
if any, as is reasonably determined by the Purchaser, then such Seller shall, at the direction of the Purchaser,
repurchase the Defective Mortgage Loan at the applicable Repurchase Price.

(4)      Any repurchase of a Defective Mortgage Loan required hereunder shall be accomplished by payment of the
applicable Repurchase Price within 3 Business Days of expiration of the applicable time period referred to above
in paragraph 3.04(3) by wire transfer of immediately available funds directly to the Purchaser's Account.  It is
understood and agreed that the obligations of a Seller (a)-set forth in this Section-3.04(4) to cure any breach
of such Seller's representations and warranties contained in Section 3.03 or to repurchase the Defective Mortgage
Loan(s) and (b)-set forth in Section 9.01 to indemnify the Purchaser in connection with any breach of a Seller's
representations and warranties contained in Section 3.03 shall constitute the sole remedies of the Purchaser
respecting a breach of such representations and warranties.

(5)          The parties further agree that, in recognition of the Trust's rights against Cendant Mortgage
with respect to the Mortgage Loans acquired by it from Cendant Mortgage and conveyed to the Purchaser hereunder,
the Purchaser shall have the right to cause Cendant Mortgage to repurchase directly any Defective Mortgage Loan
(other than as a result of a breach by the Trust of Section 3.03 (3) or 3.03(15) hereof, in which case the
Purchaser shall have the right to cause the Trust to repurchase directly the Defective Mortgage Loan) acquired
hereunder by the Purchaser from the Trust.


Section 3.05      Certain Covenants of each Seller and the Servicer.

Without incurring undue effort or any cost except the Seller's overhead or employees' salaries, each Seller shall
take reasonable steps to assist the Purchaser, if the Purchaser so requests, in securitizing the Mortgage Loans
and selling undivided interests in such Mortgage Loans in a public offering or private placement or selling
participating interests in such Mortgage Loans, which steps may include, (a)-providing any information relating
to the Mortgage Loans reasonably necessary to assist in the preparation of any disclosure documents, (b)-
providing information relating to delinquencies and defaults with respect to the Servicer's servicing portfolio
(or such portion thereof as is similar to the Mortgage Loans), (c)-entering into any other servicing, custodial
or other similar agreements, that are consistent with the provisions of this Agreement, and which contain such
provisions as are customary in securitizations rated "AAA" (including a securitization involving a REMIC) (a
"Securitization"), and (d)-providing as of the date of such securitization representations and warranties as to
the Seller and the Mortgage Loans, which are consistent with the representations and warranties contained in this
Agreement, but modified, if necessary, to reflect changes since the Funding Date and also providing such
reasonable and customary indemnification to the Purchaser or its affiliates. In connection with such a
Securitization, the Purchaser may be required to engage a master servicer or trustee to determine the allocation
of payments to and make remittances to the certificateholders, at the Purchaser's sole cost and expense.  In the
event that a master servicer or trustee to determine the allocation of payments to and make remittances to the
certificateholders is requested by the Purchaser, the Servicer agrees to service the Mortgage Loans in accordance
with the reasonable and customary requirements of such Securitization, which may include the Servicer's acting as
a subservicer in a master servicing arrangement.  With respect to the then owners of the Mortgage Loans, the
Servicer shall thereafter deal solely with such master servicer or trustee, as the case may be with respect to
such Mortgage Loans which are subject to the Securitization and shall not be required to deal with any other
party with respect to such Mortgage Loans.The cost of such securitization shall be borne by the Purchaser, other
than the Seller's overhead or employees' salaries.


ARTICLE IV:     REPRESENTATIONS AND WARRANTIES OF THE PURCHASER AND CONDITIONS PREDCEDENT TO FUNDING

Section 4.01      Representations and Warranties.

         The Purchaser represents, warrants and covenants to the Seller that as of each Funding Date or as of
such date specifically provided herein:

(1) Due Organization.  The Purchaser is an entity duly organized, validly existing and in good standing under the
laws of its jurisdiction of organization, and has all licenses necessary to carry on its business now being
conducted and is licensed, qualified and in good standing under the laws of each state where a Mortgaged Property
is located or is otherwise exempt under applicable law from such qualification or is otherwise not required under
applicable law to effect such qualification; no demand for such qualification has been made upon the Purchaser by
any state having jurisdiction and in any event the Purchaser is or will be in compliance with the laws of any
such state to the extent necessary to enforce each Mortgage Loan.

(2) Due Authority.  The Purchaser had the full power and authority and legal right to acquire the Mortgage Loans
that it acquired.  The Purchaser has the full power and authority to hold each Mortgage Loan, to sell each
Mortgage Loan and to execute, deliver and perform, and to enter into and consummate, all transactions
contemplated by this Agreement.  The Purchaser has duly authorized the execution, delivery and performance of
this Agreement, has duly executed and delivered this Agreement, and this Agreement, assuming due authorization,
execution and delivery by the Seller, constitutes a legal, valid and binding obligation of the Purchaser,
enforceable against it in accordance with its terms, subject to applicable bankruptcy, reorganization,
receivership, conservatorship, insolvency, moratorium and other laws relating to or affecting creditors' rights
generally or the rights of creditors of banks and to the general principles of equity (whether such
enforceability is considered in a proceeding in equity or at law);

(3) No Conflict.  None of the execution and delivery of this Agreement, the acquisition , of the Mortgage Loans
by the Purchaser, the purchase of the Mortgage Loans, the consummation of the transactions contemplated hereby,
or the fulfillment of or compliance with the terms and conditions of this Agreement, will conflict with or result
in a breach of any of the terms, conditions or provisions of the Purchaser's organizational documents and bylaws
or any legal restriction or any agreement or instrument to which the Purchaser is now a party or by which it is
bound, or constitute a default or result in an acceleration under any of the foregoing, or result in the
violation of any law, rule, regulation, order, judgment or decree to which the Purchaser or its property is
subject, or impair the ability of the Purchaser to realize on the Mortgage Loans, or impair the value of the
Mortgage Loans;

(4) Ability to Perform.  The Purchaser does not believe, nor does it have any reason or cause to believe, that it
cannot perform each and every covenant contained in this Agreement;

(5)  No Material Default.  The Purchaser is not in material default under any agreement, contract, instrument or
indenture of any nature whatsoever to which the Purchaser is a party or by which it (or any of its assets) is
bound, which default would have a material adverse effect on the ability of the Purchaser to perform under this
Agreement, nor, to the  of the Purchaser's knowledge, has any event occurred which, with notice, lapse of time or
both) would constitute a default under any such agreement, contract, instrument or indenture and have a material
adverse effect on the ability of the Purchaser to perform its obligations under this Agreement;

(6)  No Change in Business.  There has been no change in the business, operations, financial condition,
properties or assets of the Purchaser since the date of the Purchaser's financial statements that would have a
material adverse effect on the ability of the Purchaser to perform its obligations under this Agreement;

(7) Litigation Pending.  There is no action, suit, proceeding or investigation pending or, to the best of the
Purchaser's knowledge, threatened, against the Purchaser, which, either in any one instance or in the aggregate,
if determined adversely to the Purchaser would adversely affect the purchase of the Mortgage Loans or the
execution, delivery or enforceability of this Agreement or result in any material liability of the Purchaser, or
draw into question the validity of this Agreement, or the Mortgage Loans or have a material adverse effect on the
financial condition of the Purchaser;

(8) Broker.  The Purchaser has not dealt with any broker or agent or anyone else who might be entitled to a fee
or commission in connection with this transaction.

(9) No Consent Required.  No consent, approval, authorization or order of any court or governmental agency or
body is required for the execution, delivery and performance by the Purchaser of or compliance by the Purchaser
with this Agreement, the purchase of the Mortgage Loans from the Seller or the consummation of the transactions
contemplated by this Agreement or, if required, such approval has been obtained prior to the Funding Date;

(10) Ordinary Course of Business.  The consummation of the transactions contemplated by this Agreement is in the
ordinary course of business of the Purchaser; and

(11)  Non-Petition Agreement. The Purchaser covenants and agrees that it shall not, prior to the date which is
one year and one day (or if longer, the applicable preference period then in effect) after the payment in full of
all rated obligations of Bishop's Gate Residential Mortgage Trust, acquiesce, petition or otherwise, directly or
indirectly, invoke or cause Bishop's Gate Residential Mortgage Trust to invoke the process of any governmental
authority for the purpose of commencing or sustaining a case against Bishop's Gate Residential Mortgage Trust
under any federal or state bankruptcy, insolvency or similar law or appointing a receiver, liquidator, assignee,
trustee, custodian, sequestrator, or other similar official of Bishop's Gate Residential Mortgage Trust.  This
covenant and agreement shall be binding upon the Purchaser and any assignee or transferee of the Purchaser.



(12) The Purchaser agrees that it shall not solicit any Mortgagors (in writing or otherwise) to refinance any of
the Mortgage Loans; provided that mass advertising or mailings (such as placing advertisements on television, on
radio, in magazines or in newspapers or including messages in billing statements) that are not exclusively
directed towards the Mortgagors shall not constitute solicitation and shall not violate this covenant.


Section 4.02.  Conditions Precedent to Closing.

Each purchase of Mortgage Loans hereunder shall be subject to each of the following conditions:

(a)      All of the representations and warranties of Seller under the Cendant Guide, and of Seller and Purchaser
                  under this Agreement shall be true and correct as of the Funding Date, and no event shall have
                  occurred which, with notice or the passage of time, would constitute an Event of Default under
                  this Agreement or under the Cendant Guide;


(b)      Purchaser shall have received, or Purchaser's attorneys shall have received in escrow, all Closing
                  Documentsas specified herein, in such forms as are agreed upon and acceptable to Purchaser,
                  duly executed by all signatories other than Purchaser as required pursuant to the respective
                  terms thereof; and


(c)      All other terms and conditions of this Agreement shall have been complied with.

Subject to the foregoing conditions, Purchaser shall pay to Seller on each Funding Date the applicable Purchase
Price as provided herein.


ARTICLE V: ADMINISTRATION AND SERVICING OF MORTGAGE LOANS

Section 5.01      Cendant Mortgage to Act as Servicer; Servicing Standards; Additional Documents; Consent of the
Purchaser.

(1)      The Servicer, as independent contract servicer, shall service and administer the Mortgage Loans and REO
                  Property from and after each Funding Date in accordance with the terms and provisions of the
                  Mortgage Loans, applicable law, Acceptable Servicing Procedures and the terms and provisions of
                  this Agreement for and on behalf of, and in the best interests of, the Purchaser (without
                  taking into account any relationship the Servicer may have with any Mortgagor or other Person,
                  the participation, if any, of the Servicer in any financing provided in connection with the
                  sale of any Mortgaged Property, or the Servicer's obligation to advance any expenses or incur
                  any costs in the performance of its duties hereunder) in accordance with a standard that is not
                  less than the higher of (a) the same care, skill, prudence and diligence with which it services
                  similar assets held for its own or its Affiliates' account and (b) the same care, skill,
                  prudence and diligence with which it services similar assets for third party institutional
                  investors, in each case giving due consideration to customary and usual standards of practice
                  of prudent institutional mortgage loan servicers utilized with respect to mortgage loans
                  comparable to the Mortgage Loans.  Subject to the foregoing standards, in connection with such
                  servicing and administration, the Servicer shall seek to maximize the timely recovery of
                  principal and interest on the Mortgage Notes; provided that nothing contained herein shall be
                  construed as an express or implied guarantee by the Servicer of the collectibility of payments
                  on the Mortgage Loans or shall be construed as impairing or adversely affecting any rights or
                  benefits specifically provided by this Agreement to the Seller, including with respect to
                  Servicing Fees.

         Any Additional Collateral Mortgage Loans (as defined in Exhibit 10 hereto), will be serviced in
accordance with the terms of the Additional Collateral Assignment and Servicing Agreement (attached hereto as
Exhibit 10) and the terms of this Agreement.

(2)         To the extent consistent with Section 5.01(1) and further subject to any express limitations set forth in
this Agreement, the Servicer (acting alone or, solely in the circumstances permitted hereunder, acting through a
subservicer) shall have full power and authority to do or cause to be done any and all things that it may deem
necessary or desirable in connection with such servicing and administration, including the power and authority
(a)-to execute and deliver, on behalf of the Purchaser, customary consents or waivers and other instruments and
documents (including estoppel certificates), (b) to consent to transfers of any Mortgaged Property and
assumptions of the Mortgage Notes and related Mortgages, (c) to submit claims to collect any Insurance Proceeds
and Liquidation Proceeds, (d) to consent to the application of any Insurance Proceeds or Condemnation Proceeds to
the restoration of the applicable Mortgaged Property or otherwise, (e) to bring an action in a court of law,
including an unlawful detainer action, to enforce rights of the Purchaser with respect to any Mortgaged Property,
(f) to execute and deliver, on behalf of the Purchaser, documents relating to the management, operation,
maintenance, repair, leasing, marketing and sale of any Mortgaged Property or any REO Property, and (g) to
effectuate foreclosure or other conversion of the ownership of the Mortgaged Property securing any Mortgage Loan;
provided that the Servicer shall not take any action not provided for in this Agreement that is materially
inconsistent with or materially prejudices the interest of the Purchaser in any Mortgage Loan or under this
Agreement.  If reasonably requested by the Servicer, the Purchaser shall furnish the Servicer with any powers of
attorney and other documents reasonably necessary or appropriate to enable the Servicer to service and administer
the Mortgage Loans and the REO Properties, including documents relating to the foreclosure, receivership,
management, operation, maintenance, repair, leasing, marketing and sale (in foreclosure or otherwise) of any
Mortgaged Property or any REO Property. Nothing contained in this Agreement shall limit the ability of the
Servicer to lend money to (whether on a secured or unsecured basis), and otherwise generally engage in any kind
of business or dealings with, any Mortgagor as though the Servicer were not a party to this Agreement or to the
transactions contemplated hereby.  Unless such business or dealings adversely affect the value of a Mortgage Loan
or the interest of Purchaser in a Mortgage Loan.

(3)         Notwithstanding anything to the contrary contained herein:

                  (a)      the Servicer acknowledges that the Purchaser or its designee will (subject to the
provisions of Section 5.13) retain title to, and ownership of, the Mortgage Loans and the REO Properties and that
the Servicer does not hereby acquire any title to, security interest in, or other rights of any kind in or to any
Mortgage Loan or REO Property or any portion thereof, unless otherwise requested by the Purchaser in accordance
with Section 5.13; 5.13 says we can take title

                  (b)      the Servicer shall not file any lien or any other encumbrance on, exercise any right
of setoff against, or attach or assert any claim in or on any Mortgage Loan or REO Property, unless authorized
pursuant to a judicial or administrative proceeding or a court order;

                  (c)      the Servicer shall, in servicing the Mortgage Loans, follow and comply with the
servicing guidelines established by FNMA, provided that the Servicer shall specifically notify the Purchaser in
writing and obtain the Purchaser's written consent (such approval will not be unreasonably withheld) prior to the
Servicer taking any of the following actions:  (1)-modifying, amending or waiving any of the financial terms of,
or making any other material modifications to, a Mortgage Loan, ; (2)-selling any Specially Serviced Mortgage
Loan or REO Property; (3)-making, with respect to any Specially Serviced Mortgage Loan or REO Property, Servicing
Advances (irrespective of whether non-recoverable); provided that the Servicer shall not be required to so advise
the Purchaser to the extent that each related Servicing Advance as to the related Mortgaged Property or REO
Property is not in excess of $10,000; (4)-forgiving principal or interest on, or permitting to be satisfied at a
discount, any Mortgage Loan; (5)-accepting substitute or additional collateral, or releasing any collateral, for
a Mortgage Loan. If the Purchaser has not approved or rejected in writing any proposed action(s) recommended by
the Servicer to be taken hereunder within 20 Business Days of the date such recommendation is made, then the
Purchaser shall be deemed to have rejected such recommended action(s) and theServicer shall not take any such
action(s);

                  (d)      the Servicer shall notify the Purchaser of any modification, waiver or amendment of
any term of any Mortgage Loan and the date thereof and shall deliver to the Purchaser, for deposit in the related
Mortgage File, an original counterpart of the agreement relating to such modification, waiver or amendment
promptly following the execution thereof;

                  (e)      the Servicer shall remain primarily liable for the full performance of its obligations
hereunder notwithstanding any appointment by the Servicer of a subservicer or subservicers hereunder; and

                  (f)      the Purchaser may at any time and from time to time, in its sole discretion, upon 10
Business Days written notice to the Servicer, terminate the Servicer's servicing obligations hereunder with
respect to (1) any REO Property or (2) any Mortgage Loan that, in accordance with the Purchaser's internal credit
classification criteria, has been classified as "doubtful" or a "loss."  Upon the effectiveness of any such
termination of the Servicer's servicing obligations with respect to any such REO Property or Mortgage Loan, the
Servicer shall deliver all agreements, documents, and instruments related thereto to the Purchaser, in accordance
with applicable law.

Section 5.02      Collection of Mortgage Loan Payments.

         Continuously from the date hereof until the principal and interest on all Mortgage Loans are paid in
full, the Servicer will proceed diligently to collect all payments due under each Mortgage Loan when the same
shall become due and payable and shall, to the extent such procedures shall be consistent with this Agreement and
the terms and provisions of any related Primary Insurance Policy, follow such collection procedures as it follows
with respect to mortgage loans comparable to the Mortgage Loans, which procedures shall in any event comply with
the servicing standards set forth in Section-5.01.  Furthermore, the Servicer shall  ascertain and estimate
annual ground rents, taxes, assessments, fire and hazard insurance premiums, mortgage insurance premiums, and all
other charges that, as provided in the Mortgages, will become due and payable to the end that the installments
payable by the Mortgagors will be sufficient to pay such charges as and when they become due and payable.

 Section 5.03     Collection of Mortgage Loan Payments.

         The Servicer shall, within five (5) calendar days following each Record Date, deliver to the Purchaser
monthly reports (substantially in the form of Exhibit 5.03(a) and Exhibit 5.03(b) attached hereto) with respect
to all Specially Serviced Mortgage Loans.  In addition, the Servicer shall, within one (1) Business Day following
the occurrence of any foreclosure sale with respect to any Mortgaged Property, deliver to the Purchaser a notice
of foreclosure sale substantially in the form of Exhibit 5.03(c) attached hereto.

Section 5.04      Establishment of Collection Account; Deposits in Collection Account.

         The Servicer shall segregate and hold all funds collected and received pursuant to each Mortgage Loan
separate and apart from any of its own funds and general assets and shall establish and maintain one or more
Collection Accounts, in the form of time deposit or demand accounts constituting Eligible Accounts, with any
funds in excess of the current FDIC established insurance limits invested in Permitted Investments.  The creation
of any Collection Account shall be evidenced by a certification in the form of Exhibit 5.04-1 attached hereto, in
the case of an account established with the Servicer, or a letter agreement in the form of Exhibit 5.04-2
attached hereto, in the case of an account held by a depository other than the Servicer.  In either case, a copy
of such certification or letter agreement shall be furnished to the Purchaser.

         The Servicer shall deposit in the Collection Account on a daily basis, within two Business Days after
receipt (or as otherwise required pursuant to this Agreement in the case of clauses (7), (8) and (9) of this
Section-5.04) and retain therein the following payments and collections received or made by it subsequent to each
Funding Date, or received by it prior to the Funding Date but allocable to a period subsequent thereto, other
than in respect of principal and interest on the Mortgage Loans due on or before the Funding Date:

1)       all payments on account of principal, including Principal Prepayments, on the Mortgage Loans;

2)       all payments on account of interest on the Mortgage Loans;

3)       all Liquidation Proceeds;

4)  all REO Disposition Proceeds


4)       all Insurance Proceeds, including amounts required to be deposited pursuant to Sections 5.10 and 5.11,
     other than proceeds to be held in the Escrow Account and applied to the restoration or repair of the
     Mortgaged Properties or released to the applicable Mortgagors in accordance with the Servicer's normal
     servicing procedures and Acceptable Servicing Procedures, the related Mortgages or applicable law;

5)       all Condemnation Proceeds affecting any Mortgaged Property which are not released to a Mortgagor in
     accordance with the Servicer's normal servicing procedures, the related Mortgage or applicable law;

6)       any Monthly Advances in accordance with Section-6.03;

7)       any amounts required to be deposited by the Servicer pursuant to Section-5.11 in connection with the
     deductible clause in any blanket hazard insurance policy, such deposit to be made from the Servicer's own
     funds without reimbursement therefor;

8)       any amounts required to be deposited by the Servicer pursuant to Section-5.16(ii) in connection with any
     losses on Permitted Investments; and

9)       any amounts required to be deposited in the Collection Account pursuant to Sections-7.01 or 7.02 or
     otherwise pursuant to the terms hereof.

10)      interest on the amount of any Payoff at the related Remittance Rate to the end of the month in which
     prepayment of the related Mortgage Loan occurs.


         The foregoing requirements for deposit in the Collection Account shall be exclusive, it being understood
and agreed that, without limiting the generality of the foregoing, payments in the nature of late payment charges
and assumption fees, to the extent permitted by Section-7.01, need not be deposited by the Servicer in the
Collection Account and shall be retained by the Servicer as additional compensation.

Section 5.05      Permitted Withdrawals from the Collection Account.

         The Servicer may, from time to time in accordance with the provisions hereof, withdraw amounts from the
Collection Account for the following purposes (without duplication):

1)       to reimburse itself for unreimbursed Monthly Advances and Servicing Advances (other than with respect to
     REO Properties) that are approved by the Purchaser as being non-recoverable in accordance with Section 6.04;
2)       to make payments to the Purchaser in the amounts, at the times and in the manner provided for in
     Section-6.01;
3)       to reimburse itself for Monthly Advances, the Servicer's right to reimburse itself pursuant to this
     Subsection 3 being limited to amounts received on the related Mortgage Loan which represent late payments of
     principal and/or interest with respect to which any such Monthly Advance was made;
4)       to reimburse itself for unreimbursed Servicing Advances (other than with respect to REO Properties) and
     for unreimbursed Monthly Advances, the Servicer's right to reimburse itself pursuant to this Subsection 4
     with respect to any Mortgage Loan being limited to related Liquidation Proceeds, Condemnation Proceeds,
     Insurance Proceeds and such other amounts as may be collected by the Servicer from the Mortgagor or
     otherwise relating to the Mortgage Loan, it being understood that, in the case of such reimbursement, the
     Servicer's right thereto shall be prior to the rights of the Purchaser, except that, where  a Seller or the
     Servicer is required to repurchase a Mortgage Loan pursuant to Sections-2.04, 3.04 and/or 7.02, the
     Servicer's right to such reimbursement shall be subsequent and subordinate to the payment to the Purchaser
     of the applicable Repurchase Price and all other amounts required to be paid to the Purchaser with respect
     to such Mortgage Loan;
5)       to pay to itself, solely out of the interest portion of the Monthly Payment actually received with
     respect to a Mortgage Loan during the period ending on the most recent Determination Date, the Servicing Fee
     with respect to such Mortgage Loan;
6)       to pay to itself as additional servicing compensation (a) any interest earned on funds in the Collection
     Account (all such interest to be withdrawn monthly not later than each Remittance Date) and (b) any
     prepayment penalties or premiums relating to any Principal Prepayments; provided that no such amounts shall
     be payable as servicing compensation to the extent they relate to a Mortgage Loan with respect to which a
     default, breach, violation, or event of acceleration exists or would exist but for the lapse of time, the
     giving of notice, or both;
7)       to pay to itself with respect to each Mortgage Loan that has been repurchased pursuant to Sections-2.04,
     3.04 and/or 7.02 all amounts received thereon and not distributed as of the date on which the related
     Repurchase Price is determined (except to the extent that such amounts constitute part of the Repurchase
     Price to be remitted to the Purchaser);
8)       to remove any amounts deposited into the Collection Account in error; and
9)       to clear and terminate the Collection Account upon the termination of this Agreement, with any funds
     contained therein to be distributed in accordance with the terms of this Agreement.
10) to make payments to the primary mortgage insurer for Mortgage Loans with  lender-paid Primary Insurance
Policy.

The Servicer shall keep and maintain a separate, detailed accounting, on a Mortgage Loan-by-Mortgage Loan basis,
for the purpose of justifying any withdrawal from the Collection Account pursuant to this Section.

Section 5.06       Establishment of Escrow Accounts; Deposits in Escrow.

         The Servicer shall segregate and hold all funds collected and received pursuant to each Mortgage Loan
which constitute Escrow Payments separate and apart from any of its own funds and general assets and shall
establish and maintain one or more Escrow Accounts, in the form of time deposit or demand accounts.  The creation
of any Escrow Account shall be evidenced by a certification in the form shown on Exhibit 5.06-1 attached hereto,
in the case of an account established with the Servicer, or a letter agreement in the form shown on Exhibit
5.06-2 attached hereto, in the case of an account held by a depository other than the Servicer, such depository
having been consented to by the Purchaser.  In either case, a copy of such certification or letter agreement
shall be furnished to the Purchaser.

         The Servicer shall deposit in each Escrow Account on a daily basis, and retain therein, (i)-all Escrow
Payments collected on account of the related Mortgage Loans for the purpose of effecting timely payment of any
such items as required under the terms of this Agreement, and (ii)-all Insurance Proceeds which are to be applied
to the restoration or repair of any Mortgaged Property.  The Servicer shall make withdrawals therefrom only to
effect such payments as are required under Sections-5.07 and/or 5.08.  The Servicer shall be entitled to retain
any interest paid on funds deposited in the Escrow Account by the depository institution other than interest on
escrowed funds required by law to be paid to the Mortgagor and, to the extent required by law, the Servicer shall
pay interest on escrowed funds to the Mortgagor notwithstanding that the Escrow Account is non-interest bearing
or that interest paid thereon is insufficient for such purposes, without any right of reimbursement therefor.
The Servicer shall be responsible for ensuring that the administrator of the Escrow Account complies with all
applicable laws, and shall indemnify and hold the Purchaser harmless with respect to the administration of such
Accounts.

Section 5.07      Permitted Withdrawals From Escrow Accounts.

         Withdrawals from any Escrow Account may be made by the Servicer only (i)-to effect timely payments of
ground rents, taxes, assessments, water rates, hazard insurance premiums, Primary Insurance Policy premiums, if
applicable, and comparable items constituting Escrow Payments for the related Mortgage, (ii)-to reimburse the
Servicer for any Servicing Advance made by the Servicer with respect to a related Mortgage Loan but only from
amounts received on the related Mortgage Loan that represent late payments or collections of Escrow Payments
thereunder, (iii)-to refund to the Mortgagor any funds as may be determined to be overages, (iv)-if permitted by
applicable law, for transfer to the Collection Account in accordance with the terms of this Agreement, (v)-for
application to restoration or repair of the Mortgaged Property in accordance with the terms of the related
Mortgage Loan, (vi)-to pay to the Servicer, or to the Mortgagor to the extent required by law, any interest paid
on the funds deposited in the Escrow Account, (vii)-to reimburse a Mortgagor in connection with the making of the
Payoff of the related Mortgage Loan or the termination of all or part of the escrow requirement in connection
with the Mortgage Loan, (viii) to remove any amounts deposited into the Escrow Account in error; or (ix)-to clear
and terminate the Escrow Account on the termination of this Agreement.

Section 5.08       Payment of Taxes, Insurance and Other Charges; Maintenance of Primary Insurance Policies;
Collections Thereunder.

         With respect to each Mortgage Loan, the Servicer shall maintain accurate records reflecting the status
of ground rents, taxes, assessments, water rates and other charges which are or may become a lien upon the
Mortgaged Property and the status of Primary Insurance Policy premiums and fire and hazard insurance coverage and
shall obtain, from time to time, all bills for the payment of such charges, including renewal premiums, and shall
effect payment thereof prior to the applicable penalty or termination date and at a time appropriate for securing
maximum discounts allowable, employing for such purpose deposits of the Mortgagor in the Escrow Account which
shall have been estimated and accumulated by the Servicer in amounts sufficient for such purposes, as allowed
under the terms of the Mortgage and applicable law.  If a Mortgage does not provide for Escrow Payments, then the
Servicer shall require that any such payments be made by the Mortgagor at the time they first become due.  The
Servicer assumes full responsibility for the timely payment of all such bills and shall effect timely payments of
all such bills irrespective of the Mortgagor's faithful performance in the payment of same or the making of the
Escrow Payments and shall make advances from its own funds to effect such payments but shall be entitled to
reimbursement thereof in accordance with the terms of this Agreement.

         The Servicer shall maintain in full force and effect a Primary Insurance Policy, conforming in all
respects to the description set forth in Section-3.03(29), issued by an insurer described in that Section, with
respect to each Mortgage Loan for which such coverage is required.  Such coverage will be maintained in
accordance with Acceptable Servicing Procedures and  until such time, if any, as such insurance is required to be
released in accordance with the provisions of applicable law including, but not limited to, the Homeowners
Protection Act of 1998.  The Servicer shall assure that all premiums due under any Primary Insurance Policy are
paid in a timely manner, but, shall be entitled to reimbursement pursuant to the terms of this Agreement for
premiums paid by the Servicer on behalf of any Mortgagor who is obligated to pay such premiums but fails to do
so.  The Servicer shall not cancel or refuse to renew any Primary Insurance Policy in effect on the Funding Date
that is required to be kept in force under this Agreement unless a replacement Primary Insurance Policy for such
canceled or nonrenewed policy is obtained from and maintained with a Qualified Mortgage Insurer .  The Servicer
shall not take any action which would result in noncoverage under any applicable Primary Insurance Policy of any
loss which, but for the actions of the Servicer, would have been covered thereunder.  In connection with any
assumption or substitution agreement entered into or to be entered into pursuant to Section-7.01, the Servicer
shall promptly notify the insurer under the related Primary Insurance Policy, if any, of such assumption or
substitution of liability in accordance with the terms of such policy and shall take all actions which may be
required by such insurer as a condition to the continuation of coverage under the Primary Insurance Policy.  If
such Primary Insurance Policy is terminated as a result of such assumption or substitution of liability, then the
Servicer shall obtain, and, except as otherwise provided above, maintain, a replacement Primary Insurance Policy
as provided above.

         In connection with its activities as servicer, the Servicer agrees to prepare and present, on behalf of
itself and the Purchaser, claims to the insurer under any Primary Insurance Policy in a timely fashion in
accordance with the terms of such policies and, in this regard, to take such action as shall be necessary to
permit recovery under any Primary Insurance Policy respecting a defaulted Mortgage Loan.  Pursuant to
Section-5.04, any amounts collected by the Servicer under any Primary Insurance Policy shall be deposited in the
Collection Account, subject to withdrawal in accordance with Section-5.05.

Section 5.09      Transfer of Accounts.

         The Servicer may transfer the Collection Account or any Escrow Account to a different depository
institution from time to time; provided that (i) no such transfer shall be made unless all certifications or
letter agreements required under Section 5.04 have been executed and delivered by the parties thereto; and (ii)
concurrently upon any such transfer, the Servicer shall give written notice thereof to the Purchaser.
Notwithstanding anything to the contrary contained herein, the Collection Account and each Escrow Account shall
at all times constitute Eligible Accounts.

         To the extent that at any time the funds in either the Collection Account or the Escrow Account should
exceed the FDIC maximum insurance limit, (the "Excess Amount"), the Servicer shall put such Excess Amounts into
Permitted Investments, which funds shall be brought back into the Collection Account or Escrow Account, as the
case may be, for distribution to the Purchaser on the related Remittance Date.

Section 5.10      Maintenance of Hazard Insurance.

              The Servicer shall cause to be maintained for each Mortgage Loan fire and hazard insurance with
extended coverage as is customary in the area where the Mortgaged Property is located in an amount that is at
least equal to the lesser of (a)-the maximum insurable value of the improvements securing such Mortgage Loan and
(b)-the greater of (1)-the Unpaid Principal Balance of such Mortgage Loan or (2)-an amount such that the proceeds
thereof shall be sufficient to prevent the Mortgagor and/or the loss payee from becoming a co-insurer.

              If any Mortgaged Property is in an area identified by the Federal Emergency Management Agency as
having special flood hazards and such flood insurance has been made available, then the Servicer will cause to be
maintained a flood insurance policy meeting the requirements of the current guidelines of the National Flood
Insurance Program with a generally acceptable insurance carrier, in an amount representing coverage not less than
the lesser of (a)-the outstanding principal balance of the related Mortgage Loan or (b)-the maximum amount of
insurance which is available under the Flood Disaster Protection Act of 1973, as amended.

         The Servicer shall also maintain on each REO Property fire, hazard and liability insurance, and to the
extent required and available under the Flood Disaster Protection Act of 1973, as amended, flood insurance with
extended coverage in an amount which is at least equal to the lesser of (a)-the maximum insurable value of the
improvements which are a part of such property and (b)-the outstanding principal balance of the related Mortgage
Loan at the time it became an REO Property plus accrued interest at the Note Rate and related Servicing Advances.

All such policies shall be endorsed with standard mortgagee clauses with loss payable to the Servicer, or upon
request to the Purchaser, and shall provide for at least 30 days prior written notice of any cancellation,
reduction in the amount of, or material change in, coverage to the Servicer.  The Servicer shall not interfere
with the Mortgagor's freedom of choice in selecting either his insurance carrier or agent, provided that the
Servicer shall not accept any such insurance policies from insurance companies unless such companies
(a)-currently reflect (1)-a general policyholder's rating of B+ or better and a financial size category of III or
better in Best's Key Rating Guide, or (2)-a general policyholder's rating of "A" or "A-" or better in Best's Key
Rating Guide, and (b)-are licensed to do business in the state wherein the related Mortgaged Property is
located.  Notwithstanding the foregoing, the Servicer may accept a policy underwritten by Lloyd's of London or,
if it is the only coverage available, coverage under a state's Fair Access to Insurance Requirement (FAIR) Plan.
If a hazard policy becomes in danger of being terminated, or the insurer ceases to have the ratings noted above,
the Servicer shall notify the Purchaser and the related Mortgagor, and shall use its best efforts, as permitted
by applicable law, to obtain from another qualified insurer a replacement hazard insurance policy substantially
and materially similar in all respects to the original policy.  In no event, however, shall a Mortgage Loan be
without a hazard insurance policy at any time, subject only to Section 5.11.

         Pursuant to Section-5.04, any amounts collected by the Servicer under any such policies other than
amounts to be deposited in the Escrow Account and applied to the restoration or repair of the Mortgaged Property
or REO Property, or released to the Mortgagor in accordance with the  Acceptable Servicing Procedures, shall be
deposited in the Collection Account within one Business Day after receipt, subject to withdrawal in accordance
with Section-5.05.  Any cost incurred by the Servicer in maintaining any such insurance shall not, for the
purpose of calculating remittances to the Purchaser, be added to the unpaid principal balance of the related
Mortgage Loan, notwithstanding that the terms of such Mortgage Loan so permit.

         It is understood and agreed that no earthquake or other additional insurance need be required by the
Servicer of the Mortgagor or maintained on property acquired in respect of the Mortgage Loan, other than pursuant
to such applicable laws and regulations as shall at any time be in force and as shall require such additional
insurance.


Section 5.11      Maintenance of Mortgage Impairment Insurance Policy .

         If the Servicer obtains and maintains a blanket policy issued by an issuer that has a Best's Key rating
of A+:V insuring against hazard losses on all of the Mortgage Loans, then, to the extent such policy provides
coverage in an amount equal to the amount required pursuant to Section-5.10 and otherwise complies with all other
requirements of Section-5.10, it shall conclusively be deemed to have satisfied its obligations as set forth in
Section-5.10, it being understood and agreed that such policy may contain a deductible clause, in which case the
Servicer shall, if there shall not have been maintained on the related Mortgaged Property or REO Property a
policy complying with Section-5.10 and there shall have been one or more losses which would have been covered by
such policy, deposit in the Collection Account the amount not otherwise payable under the blanket policy because
of such deductible clause; provided that the Servicer shall not be entitled to obtain reimbursement therefor.  In
connection with its activities as servicer of the Mortgage Loans, the Servicer agrees to prepare and present, on
behalf of the Purchaser, claims under any such blanket policy in a timely fashion in accordance with the terms of
such policy.  Upon request of the Purchaser, the Servicer shall cause to be delivered to the Purchaser a
certified true copy of such policy and a statement from the insurer thereunder that such policy shall in no event
be terminated or materially modified without 30 days' prior written notice to the Purchaser.

Section 5.12      Fidelity Bond; Errors and Omissions Insurance.

         The Servicer shall maintain, at its own expense, a blanket fidelity bond and an errors and omissions
insurance policy, with broad coverage with responsible companies that would meet the requirements of FNMA and
FHLMC on all officers, employees or other Persons acting in any capacity with regard to the Mortgage Loan to
handle funds, money, documents and papers relating to the Mortgage Loans.  The Fidelity Bond and errors and
omissions insurance shall be in the form of the "Mortgage Banker's Blanket Bond" and shall protect and insure the
Servicer against losses, including losses arising by virtue of any Mortgage Loan not being satisfied in
accordance with the procedures set forth in Section 7.02 and/or losses resulting from or arising in connection
with forgery, theft, embezzlement, fraud, errors and omissions and negligent acts of or by such Persons.  Such
Fidelity Bond shall also protect and insure the Servicer against losses in connection with the failure to
maintain any insurance policies required pursuant to this Agreement and the release or satisfaction of a Mortgage
Loan without having obtained payment in full of the indebtedness secured thereby.  No provision of this
Section-5.12 requiring the Fidelity Bond and errors and omissions insurance shall diminish or relieve the Servicer
from its duties and obligations as set forth in this Agreement.  The minimum coverage under any such bond and
insurance policy shall be at least equal to the corresponding amounts required by FNMA in the FNMA Guide and by
FHLMC in the FHLMC Servicing Guide.  The Servicer shall cause to be delivered to the Purchaser on or before the
Funding Date:  (i)  a certified true copy of the Fidelity Bond and insurance policy; (ii) a written statement
from the surety and the insurer that such Fidelity Bond or insurance policy shall in no event be terminated or
materially modified without 30 days prior written notice to the Purchaser; and (iii) written evidence reasonably
satisfactory to the Purchaser that such Fidelity Bond or insurance policy provides that the Purchaser is a
beneficiary or loss payee thereunder.

Section 5.13      Management of REO Properties.

If title to any Mortgaged Property is acquired in foreclosure or by deed in lieu of foreclosure (each, an "REO
Property"), the deed or certificate of sale shall be taken in the name of the Purchaser or the Person (which may
be the Servicer for the benefit of the Purchaser) designated by the Purchaser, or in the event the Purchaser or
such Person is not authorized or permitted to hold title to real property in the state where the REO Property is
located, or would be adversely affected under the "doing business" or tax laws of such state by so holding title,
the deed or certificate of sale shall be taken in the name of such Person or Persons as shall be consistent with
an opinion of counsel obtained by the Servicer from an attorney duly licensed to practice law in the state where
the REO Property is located.  The Servicer (acting alone or through a subservicer), on behalf of the Purchaser,
shall, subject to Section-5.01(iii)(c), dispose of any REO Property pursuant to Section 5.14.  Unless an
appraisal prepared by an MAI Appraiser who is Independent in accordance with the provisions of 12 C.F.R. 225.65
shall have been obtained in connection with the acquisition of such REO Property, promptly following any
acquisition by the Purchaser (through the Servicer) of an REO Property, the Servicer shall obtain a narrative
appraisal thereof (at the expense of the Purchaser) in order to determine the fair market value of such REO
Property.  The Servicer shall promptly notify the Purchaser of the results of such appraisal.  The Servicer shall
also cause each REO Property to be inspected promptly upon the acquisition of title thereto and shall cause each
REO Property to be inspected at least   as required by Acceptable Servicing Practices thereafter, and Servicer
shall be entitled to be reimbursed for expenses in connection therewith in accordance with this Agreement.  The
Servicer shall make or cause to be made a written report of each such inspection.  Such reports shall be retained
in the Servicer's Mortgage File and copies thereof shall be forwarded by the Servicer to the Purchaser.  The
Servicer shall also furnish to the Purchaser the applicable reports required under Section-8.01.

Notwithstanding anything to the contrary contained herein, if a REMIC election has been or is to be made with
respect to the arrangement under which the Mortgage Loans and the REO Properties are held, then the Servicer
shall manage, conserve, protect and operate each REO Property in a manner that does not cause such REO Property
to fail to qualify as "foreclosure property" within the meaning of Section 86OG(a)(8) of the Code or result in
the receipt by such REMIC of any "income from non-permitted assets" within the meaning of Section-86OF(a)(2)(B)
or any "net income from foreclosure property" within the meaning of Section-86OG(c)(2) of the Code (or comparable
provisions of any successor or similar legislation).

The Servicer shall deposit and hold all revenues and funds collected and received in connection with the
operation of each REO Property in the Collection Account, and the Servicer shall account separately for revenues
and funds received or expended with respect to each REO Property.

The Servicer shall have full power and authority, subject only to the specific requirements and prohibitions of
this Agreement (and, in particular, Section 5.01(iii)(c)), to do any and all things in connection with any REO
Property as are consistent with the servicing standards set forth in Section 5.01.  In connection therewith, the
Servicer shall deposit or cause to be deposited on a daily basis in the Collection Account all revenues and
collections received or collected by it with respect to each REO Property, including all proceeds of any REO
Disposition.  Subject to Section 5.15(iv), the Servicer shall withdraw (without duplication) from the Collection
Account, but solely from the revenues and collections received or collected by it with respect to a specific REO
Property, such funds necessary for the proper operation, management and maintenance of such REO Property,
including the following:

(1)      all insurance premiums due and payable in respect of such REO Property;
(2)      all real estate taxes and assessments in respect of such REO Property that may result in the imposition
     of a lien thereon;
(3)      all customary and reasonable costs and expenses necessary to maintain, repair, appraise, evaluate,
     manage or operate such REO Property (including the customary and reasonable costs incurred by any "managing
     agent" retained by the Servicer in connection with the maintenance, management or operation of such REO
     Property);
(4)      all reasonable costs and expenses of restoration improvements, deferred maintenance and tenant
     improvements; and
(5)      all other reasonable costs and expenses, including reasonable attorneys' fees, that the Servicer may
     suffer or incur in connection with its performance of its obligations under this Section (other than costs
     and expenses that the Servicer is expressly obligated to bear pursuant to this Agreement).


To the extent that amounts on deposit in the Collection Account are insufficient for the purposes set forth in
clauses (1) through (5) above, the Servicer shall, subject to Section-6.04, advance the amount of funds required
to cover the shortfall with respect thereto.  The Servicer shall promptly notify the Purchaser in writing of any
failure by the Servicer to make a Servicing Advance of the type specified in clauses (1) or () above
(irrespective of whether such Servicing Advance is claimed to be non-recoverable by the Servicer pursuant to
Section 6.04).

Following the consummation of an REO Disposition, the Servicer shall remit to the Purchaser, in accordance with
Section 6.01, any proceeds from such REO Disposition in the Collection-Account following the payment of all
expenses and Servicing Advances relating to the subject REO Property.

Section 5.14      Sale of Specially Serviced Mortgage Loans and REO Properties.

Subject to Section 5.01 (and, specifically, Section-5.01(3)(c)) and Section-5.15, the Servicer shall offer to
sell any REO Property no later than the time determined by the Servicer to be sufficient to result in the sale of
such REO Property on or prior to the purchase date specified in Section-5.15(3).  In accordance with the
servicing standards set forth in Section 5.01, the Servicer shall solicit bids and offers from Persons for the
purchase of any Specially Serviced Mortgage Loan or REO Property and, upon receipt thereof, promptly (but in any
event within 3 Business Days) present such bids and offers to the Purchaser.  The Servicer shall not accept any
bid or offer for any Specially Serviced Mortgage Loan or REO Property except in compliance with Section
5.01(3(c).  The Purchaser may reject any bid or offer if the Purchaser determines the rejection of such bid or
offer would be in the best interests of the Purchaser.  If the Purchaser rejects any bid or offer, the Servicer
shall, if appropriate, seek an extension of the 2 year period referred to in Section 5.15.

Subject to Section 5.01 (and, specifically, Section-5.01(3)(c)) and Section-5.15, the Servicer shall act on
behalf of the Purchaser in negotiating and taking any other action necessary or appropriate in connection with
the sale of any Specially Serviced Mortgage Loan or REO Property, including the collection of all amounts payable
in connection therewith.  The terms of sale of any Specially Serviced Mortgage Loan or REO Property shall be in
the sole discretion of the Purchaser.  Any sale of a Specially Serviced Mortgage Loan or any REO Disposition
shall be without recourse to, or representation or warranty by, the Purchaser or the Servicer, and, if
consummated in accordance with the terms of this Agreement, then the Servicer shall have no liability to the
Purchaser with respect to the purchase price therefor accepted by the Purchaser.  The proceeds of any sale after
deduction of the expenses of such sale incurred in connection therewith shall be promptly deposited in (a) if
such sale is an REO Disposition, in the Collection Account in accordance with Section 5.13 and (b) in any other
circumstance, the Collection Account in accordance with Section 5.04.

Section 5.15      Realization Upon Specially Serviced Mortgage Loans and REO Properties.

(1)      Subject to Section 5.01(iii)(c), the Servicer shall foreclose upon or otherwise comparably convert the
ownership of properties securing such of the Specially Serviced Mortgage Loans as come into and continue in
default and as to which (a)-in the reasonable judgment of the Servicer, no satisfactory arrangements can, in
accordance with  Acceptable Servicing Procedures, be made for collection of delinquent payments pursuant to
Section-5.01 and (b)-such foreclosure or other conversion is otherwise in accordance with Section 5.01.  The
Servicer shall not be required to expend its own funds in connection with any foreclosure or towards the
restoration, repair, protection or maintenance of any property unless it shall determine that such expenses will
be recoverable to it as Servicing Advances either through Liquidation Proceeds or through Insurance Proceeds (in
accordance with Section 5.05) or from any other source relating to the Specially Serviced Mortgage Loan(including
REO Disposition Proceeds).  The Servicer shall be required to advance funds for all other costs and expenses
incurred by it in any such foreclosure proceedings; provided that it shall be entitled to reimbursement thereof
from the proceeds of liquidation of the related Mortgaged Property, as contemplated by Section 5.05.

(2)      Upon any Mortgaged Property becoming an REO Property, the Servicer shall promptly notify the Purchaser
thereof, specifying the date on which such Mortgaged Property became an REO Property.  Pursuant to its efforts to
sell such REO Property, the Servicer shall, either itself or through an agent selected by it, protect and
conserve such REO Property in accordance with the servicing standards set forth in Section 5.01 and may, subject
to Section 5.01(3)(c) and incident to its conservation and protection of the interests of the Purchaser, rent the
same, or any part thereof, for the period to the sale of such REO Property.

(3)      Notwithstanding anything to the contrary contained herein, the Purchaser shall not, and the Servicer
shall not on the Purchaser's behalf, acquire any real property (or personal property incident to such real
property) except in connection with a default or a default that is imminent on a Mortgage Loan.  If the Purchaser
acquires any real property (or personal property incident to such real property) in connection with such a
default, then such property shall be disposed of by the Servicer in accordance with this Section and Section 5.14
as soon as possible but in no event later than 2-years after its acquisition by the Servicer on behalf of the
Purchaser, unless the Servicer obtains, at the expense of the Purchaser, in a timely fashion an extension from
the Internal Revenue Service for an additional specified period.

(4)      Any recommendation of the Servicer to foreclose on a defaulted Mortgage Loan shall be subject to a
determination by the Servicer that the proceeds of such foreclosure would exceed the costs and expenses of
bringing such a proceeding.  The income earned from the management of any REO Property, net of reimbursement to
the Servicer for Servicing Advances and fees for work-out compensation in accordance with the FHLMC Servicing
Guide, incurred with respect to such REO Property under Section 5.13, shall be applied to the payment of the
costs and expenses set forth in Section 5.13(iv), with any remaining amounts to be promptly deposited in the
Collection Account in accordance with Section 5.13.

(5)      If, in the exercise of its servicing obligations with respect to any Mortgaged Property hereunder, the
Servicer deems it is necessary or advisable to obtain an Environmental Assessment, then the Servicer shall so
obtain an Environmental Assessment, it being understood that all reasonable costs and expenses incurred by the
Servicer in connection with any such Environmental Assessment (including the cost thereof) shall be deemed to be
Servicing Advances recoverable by the Servicer pursuant to Section-5.13(4).  Such Environmental Assessment shall
(a)-assess whether (1)-such Mortgaged Property is in material violation of applicable Environmental Laws or
(2)-after consultation with an environmental expert, taking the actions necessary to comply with applicable
Environmental Laws is reasonably likely to produce a greater recovery on a net present value basis than not
taking such actions, and (b)-identify whether (1)-any circumstances are present at such Mortgaged Property
relating to the use, management or disposal of any hazardous materials for which investigation, testing,
monitoring, containment, clean-up or remediation could be required under any federal, state or local law or
regulation, or (2)-if such circumstances exist, after consultation with an environmental expert, taking such
actions is reasonably likely to produce a greater recovery on a present value basis than not taking such
actions.  (The conditions described in the immediately preceding clauses-(a) and (b)-shall be referred to herein
as "Environmental Conditions Precedent to Foreclosure.")  If any such Environmental Assessment so warrants, the
Servicer is hereby authorized to and shall perform such additional environmental testing as it deems necessary
and prudent to establish the satisfaction of the foregoing Environmental Conditions Precedent to Foreclosure or
to proceed in accordance with Subsection (6) or (7), as the case may be, below (such additional testing
thereafter being included in the term "Environmental Assessment").

(6)      If an Environmental Assessment deemed necessary or advisable by the Servicer in accordance with
Subsection 5 of this Section 5.15 establishes that any of the Environmental Conditions Precedent to Foreclosure
is not satisfied with respect to any Mortgaged Property, but the Servicer in good faith reasonably believes that
it is in the best economic interest of the Purchaser to proceed against such Mortgaged Property and, if title
thereto is acquired, to take such remedial, corrective or other action with respect to the unsatisfied condition
or conditions as may be prescribed by applicable law to satisfy such condition or conditions, then the Servicer
shall so notify the Purchaser.  If, pursuant to Section-5.01(iii)(c), the Purchaser has notified the Servicer in
writing to proceed against such Mortgaged Property, then the Servicer shall so proceed.  The cost of any
remedial, corrective or other action contemplated by the preceding sentence in respect of any of the
Environmental Conditions Precedent to Foreclosure that is not satisfied shall not be an expense of the Servicer
and the Servicer shall not be required to expend or risk its own funds or otherwise incur any financial liability
in connection with any such action.

(7)      If an Environmental Assessment deemed necessary or advisable by the Servicer in accordance with
Subsection 5 of this Section  5.15 establishes that any of the Environmental Conditions Precedent to Foreclosure
is not satisfied with respect to any Mortgaged Property and, in accordance with Section-5.01(3)(c), the Purchaser
elects or is deemed to have elected not to proceed against such Mortgaged Property, then the Servicer shall,
subject to Section 5.01(3)(c), take such action as Purchaser and Servicer shall agree upon. .

(8)      Prior to the Servicer taking any action with respect to the use, management or disposal of any hazardous
materials on any Mortgaged Property, the Servicer shall request the approval of the Purchaser in accordance with
Section 5.01(3(c) and, if such action is approved by the Purchaser, (a)-keep the Purchaser apprised of the
progress of such action; and (b)-take such action in compliance with all applicable Environmental Laws.


Section 5.16 Investment of Funds in the Collection Account.

The Servicer may direct any depository institution which holds a Collection Account to invest the funds in the
Collection Account in one or more Permitted Investments bearing interest.  All such Permitted Investments shall
be held to maturity, unless payable on demand.  In the event amounts on deposit in the Collection Account are at
any time invested in a Permitted Investment payable on demand, the Servicer shall:

         (a)  consistent with any notice required to be given thereunder, demand that payment thereon be made on
         the last day such Permitted Investment may otherwise mature hereunder in an amount equal to the lesser
         of (1)-all amounts then payable thereunder and (2)-the amount required to be withdrawn on such date; and

         (b)  demand payment of all amounts due thereunder promptly upon determination by the Servicer or notice
         from the Purchaser that such Permitted Investment would not constitute a Permitted Investment in respect
         of funds thereafter on deposit in the Collection Account.

All income and gain realized from investment of funds deposited in the Collection Account shall be for the
benefit of the Servicer and shall be subject to its withdrawal in accordance with Section-5.05.  The Servicer
shall deposit in the Collection Account the amount of any loss incurred in respect of any Permitted Investment
immediately upon realization of such loss.

 ARTICLE V: REPORTS; REMITTANCES; ADVANCES

Section 6.01 Remittances.
(1) On each Remittance Date, the Servicer shall remit to the Purchaser (a)-all amounts credited to the Collection Account
as of the close of business on the preceding Determination Date (including (1) the amount of any Payoff, together
with interest thereon at the related Remittance Rate to the  end of the month in which prepayment of the related
Mortgage Loan occurs and (2) all proceeds of any REO Disposition net of amounts payable to the Servicer pursuant
to Section 5.13), net of charges against or withdrawals from the Collection Account in accordance with
Section-5.05, which charges against or withdrawals from the Collection Account the Servicer shall make solely on
such Remittance Date, plus (b)-all Monthly Advances, if any, which the Servicer is obligated to remit pursuant to
Section-6.03; provided that the Servicer shall not be required to remit, until the next following Remittance
Date, Prepaid Monthly Payments and minus principal prepayments received after the last calendar day of the month
preceding the Remittance Date. any amounts attributable to Monthly Payments collected but due on a Due Date or
Dates subsequent to the preceding Determination Date.

(2) All remittances made to the Purchaser on each Remittance Date will be made to the Purchaser or Purchaser's designee
by wire transfer of immediately available funds accordingly to the instructions that will be provided by
Purchaser to the Servicer.

(3) With respect to any remittance received by the Purchaser after the Business Day on which such payment was due, the
Servicer shall pay to the Purchaser interest on any such late payment at an annual rate equal to the rate of
interest as is publicly announced from time to time by Citibank, N.A., New York, New York, as its prime lending
rate, adjusted as of the date of each change, plus two percentage points, but in no event greater than the
maximum amount permitted by applicable law.  Such interest shall be paid by the Servicer to the Purchaser on the
date such late payment is made and shall cover the period commencing with the Business Day on which such payment
was due and ending with the Business Day on which such payment is made, both inclusive.  Such interest shall be
remitted along with such late payment.  Neither the payment by the Servicer nor the acceptance by the Purchaser
of any such interest shall be deemed an extension of time for payment or a waiver by the Purchaser of any Event
of Default.


Section 6.02 Reporting.

         On or before the 5th calendar day (or, if such day is not a Business Day, on the immediately succeeding
Business Day) of each month during the term hereof, the Servicer shall deliver to the Purchaser monthly
accounting reports in the form of Exhibits 6.02(a) through 6.02(g) attached hereto with respect to the most
recently ended Monthly Period and the 6.02 (b) will be given in electronic form..  .  The Purchaser may assess
penalty fees in accordance with  The FNMA Guidefor late or incorrect reporting.

         The Servicer shall provide the Purchaser with such information concerning the Mortgage Loans as is
necessary for the Purchaser to prepare its federal income tax return as the Purchaser may reasonably request from
time to time.

Section 6.03      Monthly Advances by the Servicer.

(1)      Not later than the close of business on the Business Day immediately preceding each Remittance Date, the
Servicer shall deposit in the Collection Account an amount equal to all Monthly Payments not previously advanced
by the Servicer (with interest adjusted to the Remittance Rate) that were due on a Mortgage Loan and delinquent
at the close of business on the related Determination Date.  The Servicer may reduce the total amount to be
deposited in the Collection Account as required by the foregoing sentence by the amount of funds in the
Collection Account which represent Prepaid Monthly Payments.

(2)      The Servicer's obligations to make Monthly Advances as to any Mortgage Loan will continue through the
last Monthly Payment due prior to the payment in full of the Mortgage Loan, or through the Remittance Date prior
to the Remittance Date for the remittance of all Liquidation Proceeds and other payments or recoveries (including
Insurance Proceeds or Condemnation Proceeds) with respect to the Mortgage Loan; provided that such obligation
shall cease if the Servicer furnishes to the Purchaser an Officers' Certificate evidencing the determination by
the Servicer in accordance with Section 6.04 that advances with respect to such Mortgage Loan are non-recoverable.

Section 6.04      Non-recoverable Advances.

         The determination by the Servicer that any Monthly Advance or Servicing Advance, if made, would
constitute a non-recoverable advance shall be evidenced by an Officers' Certificate delivered to the Purchaser
detailing the reasons for such determination, with copies of a relevant appraisal by an MAI Appraiser who is
Independent and, if such reports are to be used to determine that any Monthly Advance or Servicing Advance would
be a non-recoverable advance, all engineers' reports, environmental reports or other information relevant thereto
that support such determination.  Such Officers' Certificate shall set forth the Servicer's considerations in
reaching its conclusion that such advance is non-recoverable, and such conclusion shall be based upon, in
addition to the above-described appraisal and reports, income and expense statements, rent rolls, occupancy,
property inspections, servicer inquiries and other information of similar nature that support the Servicer's
conclusion that such advance is non-recoverable.  The Purchaser shall have a period of 45-days following the
later of (i) the receipt by the Purchaser of such Officers' Certificate and all documentation supplied by the
Servicer relating thereto and (ii)-the receipt by the Purchaser of such other related documentation or
information as shall have been reasonably requested by the Purchaser within 30-days following the delivery of
such Officers' Certificate, to approve, by the exercise by the Purchaser of its reasonable credit judgment, the
subject Monthly Advance or Servicing Advance as a non-recoverable advance.  Only if the Purchaser has so approved
any Monthly Advance or Servicing Advance as non-recoverable shall the Servicer be entitled to reimbursement for
such non-recoverable advance (solely to the extent made) as provided in Section 5.05 or Section-5.13, as
applicable.  The Servicer shall also deliver to the Purchaser from time to time upon request copies of any
appraisals and other reports or information of the type described in this Section 6.04 that it possesses relative
to any Mortgaged Property.

Section 6.05      Itemization of Servicing Advances.

The Servicer shall provide the Purchaser with an itemization of all Servicing Advances incurred or made by the
Servicer hereunder not less than quarterly and at such other times as the Purchaser may from time to time
reasonably request.

ARTICLE VI: GENERAL SERVICING PROCEDURE

 Section 7.01     Enforcement of Due-on-Sale Clauses, Assumption Agreements.

(1)      The Servicer will, to the extent it has knowledge of any conveyance or prospective conveyance by any
Mortgagor of the Mortgaged Property (whether by absolute conveyance or by contract of sale, and whether or not
the Mortgagor remains or is to remain liable under the Mortgage Note and/or the Mortgage), exercise its rights to
accelerate the maturity of such Mortgage Loan under any "due-on-sale" clause applicable thereto; provided that
the Servicer shall not exercise any such rights if prohibited by law from doing so or if the exercise of such
rights would impair or threaten to impair any recovery under the related Primary Insurance Policy, if any.
(2)      If the Servicer is prohibited from enforcing such "due-on-sale" clause, then the Servicer will enter
into an assumption agreement with the Person to whom the Mortgaged Property has been conveyed or is proposed to
be conveyed, pursuant to which such Person becomes liable under the Mortgage Note and, to the extent permitted by
applicable state law, the Mortgagor remains liable thereon.  (For purposes of this Section-7.01, the term
"assumption" is deemed to also include a sale of the Mortgaged Property subject to the Mortgage that is not
accompanied by an assumption or substitution of liability agreement.)  If any Mortgage Loan is to be assumed,
then the Servicer shall inquire into the creditworthiness of the proposed transferee and shall use the same
Cendant Mortgage underwriting criteria for approving the credit of the proposed transferee that are used with
respect to underwriting mortgage loans of the same type as the Mortgage Loans.  Where an assumption is allowed,
the Servicer, with the prior written consent of the primary mortgage insurer, if any, and subject to the
conditions of Section-7.01(iii), shall, and is hereby authorized to, enter into a substitution of liability
agreement with the Person to whom the Mortgaged Property is proposed to be conveyed pursuant to which the
original mortgagor is released from liability and such Person is substituted as mortgagor and becomes liable
under the related Mortgage Note.  Any such substitution of liability agreement shall be in lieu of an assumption
agreement.  In no event shall the Note Rate, the amount of the Monthly Payment or the final maturity date be
changed.  The Servicer shall notify the Purchaser that any such substitution of liability or assumption agreement
has been completed by forwarding to the Purchaser the original of any such substitution of liability or
assumption agreement, which document shall be added to the related Purchaser's Mortgage File and shall, for all
purposes, be considered a part of such Purchaser's Mortgage File to the same extent as all other documents and
instruments constituting a part thereof.  Any fee collected by the Servicer for entering into an assumption or
substitution of liability agreement shall be retained by the Servicer as additional compensation for servicing
the Mortgage Loans.
(3)      If the credit of the proposed transferee does not meet such underwriting criteria, then the Servicer
shall, to the extent permitted by the Mortgage or the Mortgage Note and by applicable law, accelerate the
maturity of the Mortgage Loan.


Section 7.02      Satisfaction of Mortgages and Release of Mortgage Files.

         Upon the payment in full of any Mortgage Loan, the Servicer will immediately notify the Purchaser by a
certification of a Servicing Officer, which certification shall include a statement to the effect that all
amounts received or to be received in connection with such payment which are required to be deposited in the
Collection Account pursuant to Section-5.04 have been or will be so deposited and shall request delivery to it of
the Purchaser's Mortgage File held by the Purchaser or its designee.  Upon receipt of such certification and
request, the Purchaser shall promptly release the related mortgage documents to the Servicer and the Servicer
shall promptly prepare and process any satisfaction or release.  No expense incurred in connection with any
instrument of satisfaction or deed of reconveyance shall be chargeable to the Collection Account.

         If the Servicer satisfies or releases a Mortgage without having obtained payment in full of the
indebtedness secured by the Mortgage, or should it otherwise take such action which results in a reduction of the
coverage under the Primary Insurance Policy, if any, then the Servicer shall promptly give written notice thereof
to the Purchaser, and, within 10 Business Days following written demand therefor from the Purchaser to the
Servicer, the Servicer shall repurchase the related Mortgage Loan by paying to the Purchaser the Repurchase Price
therefor by wire transfer of immediately available funds directly to the Purchaser's Account.

         From time to time and as appropriate for the servicing or foreclosure of the Mortgage Loan, including
for this purpose collection under any Primary Insurance Policy, the Purchaser or Purchaser's designee shall, upon
request of the Servicer and delivery to the Purchaser of a servicing receipt signed by a Servicing Officer,
release the  Mortgage File held by the Purchaser to the Servicer.  Such servicing receipt shall obligate the
Servicer to return the related Mortgage Loan documents to the Purchaser when the need therefor by the Servicer no
longer exists, unless the Mortgage Loan has been liquidated and the Liquidation Proceeds relating to the Mortgage
Loan have been deposited in the Collection Account or the  Mortgage File or such document has been delivered to
an attorney, or to a public trustee or other public official as required by law, for purposes of initiating or
pursuing legal action or other proceedings for the foreclosure of the Mortgaged Property either judicially or
nonjudicially, and the Servicer has delivered to the Purchaser a certificate of a Servicing Officer certifying as
to the name and address of the Person to which such  Mortgage File or such document was delivered and the purpose
or purposes of such delivery.  Upon receipt of a certificate of a Servicing Officer stating that such Mortgage
Loan was liquidated and the Liquidation Proceeds were deposited in the Collection Account, the servicing receipt
shall be released by the Purchaser to the Servicer.

Section 7.03      Servicing Compensation.

         As compensation for its services hereunder, the Servicer shall be entitled to retain from interest
payments actually collected on the Mortgage Loans the amounts provided for as the Servicing Fee.  The Servicing
Fee in respect of a Mortgage Loan for a particular month shall become payable only upon the receipt by the
Servicer from the Mortgagor of the full Monthly Payment in respect of such Mortgage Loan.  Additional servicing
compensation in the form of assumption fees, as provided in Section 7.01, late payment charges and other servicer
compensation for modifications, short sales, and other services not to exceed those fees described in the FHLMC
Servicing Guide shall be retained by the Servicer to the extent not required to be deposited in the Collection
Account.  The Servicer shall be required to pay all expenses incurred by it in connection with its servicing
activities hereunder and shall not be entitled to reimbursement therefor except as specifically provided for
herein.

Section 7.04      Annual Statement as to Compliance.

         The Servicer will deliver to the Purchaser on or before March 31 of each year, beginning with March 31,
2002, an Officers' Certificate stating that (i)-a review of the activities of the Servicer during the preceding
calendar year and of performance under this Agreement has been made under such officers' supervision, (ii)-the
Servicer has fully complied with the provisions of this Agreement and (iii)-to the best of such officers'
knowledge, based on such review, the Servicer has fulfilled all of its obligations under this Agreement
throughout such year, or, if there has been a default in the fulfillment of any such obligation, specifying each
such default known to such officers and the nature and status thereof.

Section 7.05      Annual Independent Certified Public Accountants' Servicing Report.

         On or before March 31 of each year beginning March 31, 2002, the Servicer at its expense shall cause a
firm of independent public accountants which is a member of the American Institute of Certified Public
Accountants to furnish a statement to the Purchaser to the effect that such firm has examined certain documents
and records relating to the servicing of the mortgage loans generally that include a sampling of the Mortgage
Loans, the provisions of Article-VI have been complied with and, on the basis of such an examination conducted
substantially in accordance with the Uniform Single Attestation Program for Mortgage Bankers, such servicing has
been conducted in compliance with this Agreement, except for (i)-such exceptions as such firm shall believe to be
immaterial, and (ii)-such other exceptions as shall be set forth in such statement.

Section 7.06      Purchaser's Right to Examine Servicer Records.

         The Purchaser shall have the right to examine and audit, during business hours or at such other times as
are reasonable under applicable circumstances, upon five days advance notice any and all of (i)-the credit and
other loan files relating to the Mortgage Loans or the Mortgagors, (ii)-any and all books, records, documentation
or other information of the Servicer (whether held by the Servicer or by another) relating to the servicing of
the Mortgage Loans and (iii)-any and all books, records, documentation or other information of the Servicer
(whether held by the Servicer or by another) that are relevant to the performance or observance by the Servicer
of the terms, covenants or conditions of this Agreement.  The Servicer shall be obligated to make the foregoing
information available to the Purchaser at the site where such information is stored; provided that the Purchaser
shall be required to pay all reasonable costs and expenses incurred by the Servicer in making such information
available.

ARTICLE VIII                           REPORTS TO BE PREPARED BY THE SERVICER

Section 8.01      The Servicer's Reporting Requirements.

Electronic Format.  If requested by the Purchaser or its designee, the Servicer shall supply any and all
information regarding the Mortgage Loans and the REO Properties, including all reports required to be delivered
pursuant to  Section 5.03, Section-6.02 and this Section 8.01, to the Purchaser in electronic format reasonably
acceptable to Purchaser.

REO Property Reports.  On or before the 3rd Business Day preceding each Determination Date, the Servicer shall
deliver to the Purchaser a report, in form acceptable to Purchaser, describing in reasonable detail the
Servicer's efforts in connection with the sale of each REO Property and setting forth all operating income
(including rental income) and operating expenses pertaining to each REO Property for the previous month, together
with rent rolls, operating statements, and such other information as is referenced on such report pertaining to
the REO Property.

Additional Reports; Further Assurances.  On or before the 3rd Business Day preceding each Determination Date, the
Servicer shall deliver to the Purchaser (i) a report, acceptable to the Purchaser, describing in reasonable
detail all Mortgage Loans that are 90 days or more delinquent and the Servicer's activities in connection with
such delinquencies and (ii) a report (substantially in the form of Exhibit 8.01 attached hereto) with respect to
delinquent Mortgage Loans.  Utilizing resources reasonably available to the Servicer without incurring any cost
except the Servicer's overhead and employees' salaries, the Servicer shall furnish to the Purchaser during the
term of this Agreement such periodic, special or other reports, information or documentation, whether or not
provided for herein, as shall be reasonably requested by the Purchaser with respect to Mortgage Loans or REO
Properties (provided the Purchaser shall have given the Servicer reasonable notice and opportunity to prepare
such reports, information or documentation), including any reports, information or documentation reasonably
required to comply with any regulations of any governmental agency or body having jurisdiction over the
Purchaser, all such reports or information to be as provided by and in accordance with such applicable
instructions and directions as the Purchaser may reasonably request.  If any of such reports are not customarily
prepared by the Servicer or require that the Servicer program data processing systems to create the reports, then
the Purchaser shall pay to the Servicer a fee mutually agreed to by the Purchaser and the Servicer taking into
account the Servicer's actual time and cost in preparing such reports.  The Servicer agrees to execute and
deliver all such instruments and take all such action as the Purchaser, from time to time, may reasonably request
in order to effectuate the purposes and to carry out the terms of this Agreement.


Section 8.02      Financial Statements.

         The Servicer understands that, in connection with marketing the Mortgage Loans, the Purchaser may make
available to any prospective purchaser of the Mortgage Loans the Servicer's audited financial statements for its
fiscal year 1999 and its audited financial statements for fiscal year 2000, together with any additional
statements provided pursuant to the next sentence.  During the term hereof, the Servicer will deliver to the
Purchaser audited financial statements for each of its fiscal years following the Funding Date and all other
financial statements prepared following the Funding Date to the extent any such statements are available upon
request to the public at large.

         The Servicer also agrees to make available upon reasonable notice and during normal business hours to
any prospective purchasers of the Mortgage Loans a knowledgeable financial or accounting officer for the purpose
of answering questions respecting recent developments affecting the Servicer or the financial statements of the
Servicer which may affect, in any material respect, the Servicer's ability to comply with its obligations under
this Agreement, and to permit any prospective purchasers upon reasonable notice and during normal business hours
to inspect the Servicer's servicing facilities for the purpose of satisfying such prospective purchasers that the
Servicer has the ability to service the Mortgage Loans in accordance with this Agreement.

ARTICLE IX: THE SELLERS

Section 9.01      Indemnification; Third Party Claims.

         Each Seller shall indemnify and hold harmless the Purchaser, its directors, officers, agents, employees,
and assignees (each, an "Indemnified Party") from and against any costs, damages, expenses (including reasonable
attorneys' fees and costs, irrespective of whether or not incurred in connection with the defense of any actual
or threatened action, proceeding, or claim), fines, forfeitures, injuries, liabilities or losses ("Losses")
suffered or sustained in any way by any such Person, no matter how or when arising (including Losses incurred or
sustained in connection with any judgment, award, or settlement), in connection with or relating to (i) a breach
by such Seller of any of its representations and warranties contained in Article III or (ii) a breach by such
Seller of any of its covenants and other obligations contained herein including any failure to service the
Mortgage Loans in compliance with the terms hereof.  The applicable Seller shall immediately (i)-notify the
Purchaser if a claim is made by a third party with respect to this Agreement, any Mortgage Loan and/or any REO
Property (ii)-assume the defense of any such claim and pay all expenses in connection therewith, including
attorneys' fees, and (iii)-promptly pay, discharge and satisfy any judgment, award, or decree that may be entered
against it or the Indemnified Party in respect of such claim.  Nothing contained herein shall prohibit the
Indemnified Party, at its expense, from retaining its own counsel to assist in any such proceedings or to observe
such proceedings; provided that neither Seller shall be obligated to pay or comply with any settlement to which
it has not consented.  All amounts required to be paid or reimbursed by a Seller hereunder shall be paid or
reimbursed as and when incurred by the Indemnified Party upon demand therefor by such Indemnified Party.

Section 9.02      Merger or Consolidation of the Seller.

         Each Seller will keep in full effect its existence, rights and franchises as a corporation or a Delaware
business trust, as applicable, under the laws of the state of its organization and will obtain and preserve its
qualification to do business as a foreign entity in each jurisdiction in which such qualification is or shall be
necessary to protect the validity and enforceability of this Agreement or any of the Mortgage Loans and to
perform its duties under this Agreement.

         Any Person into which a Seller may be merged or consolidated, or any corporation resulting from any
merger, conversion or consolidation (including by means of the sale of all or substantially all of such Seller's
assets to such Person) to which the Seller shall be a party, or any Person succeeding to the business of the
Seller, shall be the successor of the Seller hereunder, without the execution or filing of any paper or any
further act on the part of any of the parties hereto, anything herein to the contrary notwithstanding; provided
that, unless otherwise consented to by the Purchaser, the successor or surviving Person, in the case of a merger
or consolidation, etc. of the Servicer, shall be an institution qualified to service mortgage loans on behalf of
FNMA and FHLMC in accordance with the requirements of Section 3.02(1), shall not cause a rating on any security
backed by a Mortgage Loan to be downgraded and shall satisfy the requirements of Section-12.01 with respect to
the qualifications of a successor to such Seller.

Section 9.03      Limitation on Liability of the Sellers and Others.

         Neither the Sellers nor any of the officers, employees or agents of the Sellers shall be under any
liability to the Purchaser for any action taken or for refraining from the taking of any action in good faith
pursuant to this Agreement or pursuant to the express written instructions of the Purchaser, or for errors in
judgment made in good faith; provided that this provision shall not protect the Sellers or any such Person
against any breach of warranties or representations made herein, or failure to perform its obligations in
compliance with any standard of care set forth in this Agreement, or any liability which would otherwise be
imposed by reasons of willful misfeasance, bad faith, negligence or any breach in the performance of the
obligations and duties hereunder.  The Sellers and any officer, employee or agent of the Sellers may rely in good
faith on any document of any kind reasonably believed by the Sellers or such Person to be genuine and prima facie
properly executed and submitted by any Person respecting any matters arising hereunder.

The Sellers shall not be under any obligation to appear in, prosecute or defend any legal action that is not
incidental to their duties hereunder and which in their opinion may involve them in any expense or liability;
provided that the Sellers may with the written consent of Purchaser undertake any such action that it may deem
necessary or desirable in respect of this Agreement and the rights and duties of the parties hereto. In such
event, the legal expenses and costs of such action and any liability resulting therefrom shall be expenses, costs
and liabilities for which the Sellers shall notify the Purchaser and the Purchaser shall either (1) authorize the
removal of the expenses by the Seller from the Collection Account or (2)  Remit the requested expenses to the
Seller .



Section 9.04      Servicer Not to Resign.

         With respect to the retention by Cendant Mortgage of the servicing of the Mortgage Loans and the REO
Properties hereunder, Cendant Mortgage acknowledges that the Purchaser has acted in reliance upon Cendant
Mortgage's Independent status, the adequacy of its servicing facilities, plan, personnel, records and procedures,
its integrity, reputation and financial standing and the continuance thereof.  Consequently, Cendant Mortgage
shall not assign the servicing rights retained by it hereunder to any third party nor resign from the obligations
and duties hereby imposed on it except (i) with the approval of the Purchaser, such approval not to be
unreasonably withheld, or (ii)-30 Business Days following any determination that its duties hereunder are no
longer permissible under applicable law and such incapacity cannot be cured by Cendant Mortgage.  Any
determination permitting the transfer of the servicing rights or the resignation of Cendant Mortgage under
Subsection (ii) hereof shall be evidenced by an opinion of counsel to such effect delivered to the Purchaser,
which opinion of counsel shall be in form and substance reasonably acceptable to the Purchaser.

ARTICLE X:  DEFAULT

Section 10.01     Events of Default.

         In case one or more of the following events shall occur and be continuing:

(1)      any failure by the Servicer to remit to the Purchaser any payment required to be made under the terms of
     this Agreement which continues unremedied for a period of 3  Business Days unless such failure to remit is
     due to a cause beyond the Servicer's control, including an act of God, act of civil, military or
     governmental authority, fire, epidemic, flood, blizzard, earthquake, riot, war, or sabotage, provided that
     the Servicer gives the Purchaser notice of such cause promptly and uses commercially reasonable efforts to
     correct such failure to remit and does so remit within 2 Business Days following the end of the duration of
     the cause of such failure to remit; or

(2)      any failure on the part of a Seller/Servicer duly to observe or perform in any material respect any of
     the covenants or agreements on the part of such Seller/Servicer set forth in this Agreement which continues
     unremedied for a period of 45-days after the date on which written notice of such failure, requiring the
     same to be remedied, shall have been given to the applicable Seller/Servicer by the Purchaser; provided that
     such 45-day period shall not begin with respect to any failure to cure or repurchase in accordance with
     Sections-2.04 and/or 3.04 until the expiration of the cure periods provided for in Sections-2.04 and/or
     3.04, as applicable;

(3)      any filing of an Insolvency Proceeding by or on behalf of a Seller/Servicer, any consent by or on behalf
     of a Seller/Servicer to the filing of an Insolvency Proceeding against a Seller/Servicer, or any admission
     by or on behalf of a Seller/Servicer of its inability to pay its debts generally as the same become due;

(4)       any filing of an Insolvency Proceeding against a Seller/Servicer that remains undismissed or unstayed
     for a period of 60 days after the filing thereof;

(5)       any issuance of any attachment or execution against, or any appointment of a conservator, receiver or
     liquidator with respect to, all or substantially all of the assets of a Seller/Servicer;

(6)       any failure or inability of Cendant Mortgage to be eligible to service Mortgage Loans for FNMA or FHLMC;

(7)      any sale, transfer, assignment, or other disposition by a Seller/Servicer of all or substantially all of
     its property or assets to a Person who does not meet the qualifications enumerated or incorporated by
     reference into Section-9.02, any assignment by a Seller/Servicer of this Agreement or any of a
     Seller's/Servicer's rights or obligations hereunder except in accordance with Section-9.04, or any action
     taken or omitted to be taken by a Seller/Servicer in contemplation or in furtherance of any of the
     foregoing, without the consent of the Purchaser;

then, and in each and every such case, so long as an Event of Default shall not have been remedied, the
Purchaser, by notice in writing to the Sellers may, in addition to whatever rights the Purchaser may have at law
or in equity to damages, including injunctive relief and specific performance, terminate all the rights and
obligations of the Sellers and The Servicer under this Agreement and in and to the Mortgage Loans(including the
Servicing rights thereon) and the proceeds thereof subject to Section 12.01, without the Purchaser's incurring
any penalty or fee of any kind whatsoever in connection therewith; provided that, upon the occurrence of an Event
of Default under Subsection-(3), (4) or (5) of this Section-10.01, this Agreement and all authority and power of
the Sellers hereunder (whether with respect to the Mortgage Loans, the REO Properties or otherwise) shall
automatically cease.  On or after the receipt by the Sellers of such written notice, all authority and power of
the Sellers under this Agreement (whether with respect to the Mortgage Loans or otherwise) shall cease.

ARTICLE XI:  TERMINATION

Section 11.01     Term and Termination.

(1)      The servicing obligations of the Servicer under this Agreement may be terminated as provided in Section
     10.01 hereof.


(2) In any case other than as provided under Subsection-(1) hereof, the respective obligations and
responsibilities of the Sellers and Servicer hereunder shall terminate upon:  (a)-the later of the final payment
or other liquidation (or any advance with respect thereto) of the last Mortgage Loan or the disposition of all
REO Property and the remittance of all funds due hereunder; or (b)-the mutual written consent of the Sellers and
the Purchaser.


(3)  Upon any termination of this Agreement or the servicing obligations of the Servicer hereunder, then the
Servicer shall prepare, execute and deliver all agreements, documents and instruments, including all  Mortgage
Files, and do or accomplish all other acts or things necessary or appropriate to effect such termination, all at
the Servicer's sole expense.  In any such event, the Servicer agrees to cooperate with the Purchaser in effecting
the termination of the Servicer's servicing responsibilities hereunder, including the transfer to the Purchaser
or its designee for administration by it of all cash amounts which shall at the time be contained in, or credited
by the Servicer to, the Collection Account and/or the Escrow Account or thereafter received with respect to any
Mortgage Loan or REO Property.

Section 11.02 Termination without Cause

         In the event that any Mortgage Loans become delinquent in their payment obligations, and the Purchaser
has no disposition option other than to sell such non-performing Mortgage Loans to a third party purchaser on a
servicing released basis, then Seller agrees to act in the following manner:  (i) either allow the servicing
function on such non-performing Mortgage Loans to be released to the Purchaser's third party purchaser; or (ii)
purchase the non-performing Mortgage Loans from the Purchaser under the same price and terms which the
Purchaser's third party purchaser would have purchased such non-performing Mortgage Loans.


Section 11.03     Survival.

         Notwithstanding anything to the contrary contained herein, the representations and warranties of the
parties contained herein and in any certificate or other instrument delivered pursuant hereto, as well as the
other covenants hereof (including those set forth in Section 9.01) , shall survive the termination of this
Agreement and shall inure to the benefit of the parties, their successors and assigns. Sellers further agree that
the representations, warranties and covenants made by Sellers herein and in any certificate or other instrument
delivered pursuant hereto shall be deemed to be relied upon by Purchaser notwithstanding any investigation
heretofore made by Purchaser or on Purchaser's behalf.



                                         ARTICLE VIIII: GENERAL PROVISIONS

Section 12.01     Successor to the Servicer.

         Upon the  termination  of the  Servicer's  servicing  responsibilities  and duties  under  this  Agreement
pursuant to Section 9.04,  10.01,  or 11.01,  the Purchaser  shall  (i)-succeed to and assume all of the Servicer's
responsibilities,  rights,  duties and obligations under this Agreement or (ii)-appoint a successor  servicer which
shall succeed to all rights and assume all of the  responsibilities,  duties and  liabilities of the Servicer under
this Agreement  prior to the  termination of the Servicer's  responsibilities,  duties and  liabilities  under this
Agreement.  If the Servicer's  duties,  responsibilities  and liabilities under this Agreement should be terminated
pursuant  to the  aforementioned  sections,  then  the  Servicer  shall  continue  to  discharge  such  duties  and
responsibilities  during the period from the date it acquires  knowledge of such  termination  until the  effective
date thereof (if applicable) all on the terms and conditions  contained herein and shall take no action  whatsoever
that might  impair or  prejudice  the rights or  financial  condition  of its  successor.  The  termination  of the
Servicer's  servicing  responsibilities  pursuant  to any of the  aforementioned  Sections  shall not,  among other
things,  relieve the Servicer of its obligations  pursuant to  Section-2.04  and/or 7.02, the  representations  and
warranties or other obligations set forth in Sections-2.04,  3.01, 3.02 and 3.03 and the remedies  available to the
Purchaser  under the various  provisions of this  Agreement.  In addition,  such  termination  shall not affect any
claims that the Purchaser may have against the Servicer arising prior to any such termination.

Section 12.02         Governing Law.

         This Agreement is to be governed by, and construed in accordance with the internal laws of the State of
New York without giving effect to principals of conflicts of laws. The obligations, rights, and remedies of the
parties hereunder shall be determined in accordance with such laws.

Section 12.03     Notices.

         Any notices or other communications permitted or required hereunder shall be in writing and shall be
deemed conclusively to have been given if personally delivered, sent by courier with delivery against signature
therefor, mailed by registered mail, postage prepaid, and return receipt requested or transmitted by telex,
telegraph or telecopier and confirmed by a similar writing mailed or sent by courier as provided above, to (i)-in
the case of the Purchaser, EMC Mortgage Corporation; MacArthur Ridge II, 909 Hidden Ridge Drive, Suite 200,
Irving, TX 75038, Attention: Ed Raice with copy to Bear Stearns 245 Park Avenue, New York, NY 10167 Attention
Legal Department, or such other address as may hereafter be furnished to the Seller in writing by the Purchaser,
(ii)-in the case of the Cendant Mortgage, Cendant Mortgage Corporation, 6000 Atrium Way, Mt. Laurel, NJ  08054,
Attention:  Peter A. Thomas, Vice President, Secondary Marketing, and (iii) in the case of the Trust, c/o Cendant
Mortgage Corporation, as  Administrator, 6000 Atrium Way, Mt. Laurel, NJ  08054, Attention:  Peter A. Thomas,
Vice President, Secondary Marketing ,or such other address as may hereafter be furnished to the Purchaser in
writing by the applicable Seller.

Section 12.04     Severability of Provisions.

         If any one or more of the covenants, agreements, provisions or terms of this Agreement shall be for any
reason whatsoever held invalid, the invalidity of any such covenant, agreement, provision or term of this
Agreement shall in no way affect the validity or enforceability of the other provisions of this Agreement.

Section 12.05     Schedules and Exhibits.

         The schedules and exhibits that are attached to this Agreement are hereby incorporated herein and made a
part hereof by this reference.

Section 12.06     General Interpretive Principles.

         For purposes of this Agreement, except as otherwise expressly provided or unless the context otherwise
requires:

(1) the terms defined in this Agreement have the meanings assigned to them in this Agreement and include the
plural as well as the singular, and the use of any gender herein shall be deemed to include the other gender;

(2) any reference in this Agreement to this Agreement or any other agreement, document, or instrument shall be a
reference to this Agreement or any other such agreement, document, or instrument as the same has been amended,
modified, or supplemented in accordance with the terms hereof and thereof (as applicable);

(3) accounting terms not otherwise defined herein have the meanings assigned to them in accordance with generally
accepted accounting principles;

(4) references herein to "Articles," "Sections," "Subsections," "Paragraphs," and other subdivisions without
reference to a document are to designated articles, sections, subsections, paragraphs and other subdivisions of
this Agreement, unless the context shall otherwise require;

(5) a reference to a subsection without further reference to a section is a reference to such subsection as
contained in the same section in which the reference appears, and this rule shall also apply to Paragraphs and
other subdivisions;

(6) a reference to a "day" shall be a reference to a calendar day;

(7) the words "herein," "hereof," "hereunder" and other words of similar import refer to this Agreement as a
whole and not to any particular provision; and

(8) the terms "include" and "including" shall mean without limitation by reason of enumeration.

Section 12.07     Waivers and Amendments, Noncontractual Remedies; Preservation of Remedies.

         This Agreement may be amended, superseded, canceled, renewed or extended and the terms hereof may be
waived, only by a written instrument signed by authorized representatives of the parties or, in the case of a
waiver, by an authorized representative of the party waiving compliance.  No such written instrument shall be
effective unless it expressly recites that it is intended to amend, supersede, cancel, renew or extend this
Agreement or to waive compliance with one or more of the terms hereof, as the case may be.  No delay on the part
of any party in exercising any right, power or privilege hereunder shall operate as a waiver thereof, nor shall
any waiver on the part of any party of any such right, power or privilege, or any single or partial exercise of
any such right, power or privilege, preclude any further exercise thereof or the exercise of any other such
right, power or privilege.  The rights and remedies herein provided are cumulative and are not exclusive of any
rights or remedies that any party may otherwise have at law or in equity.

Section 12.08     Captions.

         All section titles or captions contained in this Agreement or in any schedule or exhibit annexed hereto
or referred to herein, and the table of contents to this Agreement, are for convenience only, shall not be deemed
a part of this Agreement and shall not affect the meaning or interpretation of this Agreement.

Section 12.09     Counterparts; Effectiveness; Assigns.

         This Agreement may be executed by the parties hereto in separate counterparts, each of which when so
executed and delivered shall be an original, but all such counterparts shall together constitute one and the same
instrument.  This Agreement shall become effective as of the date first set forth herein upon the due execution
and delivery of this Agreement by each of the parties hereto.  None of the Sellers shall assign its rights and
obligations under this Agreement without the prior written consent of the Purchaser, which consent shall not be
unreasonably withheld.

Section 12.10     Entire Agreement; Amendment.

         This Agreement (including the schedules and exhibits annexed hereto or referred to herein), together
with the Cendant Guide, contains the entire agreement between the parties hereto with respect to the transactions
contemplated hereby and supersedes all prior agreements, written or oral, with respect thereto. No amendment,
modification or alteration of the terms or provisions of this Agreement shall be binding unless the same shall be
in writing and duly executed by the authorized representatives of the parties hereto.

Section 12.11     Further Assurances.

         Each party hereto shall take such additional action as may be reasonably necessary to effectuate this
Agreement and the transactions contemplated hereby.  The Sellers will promptly and duly execute and deliver to
the Purchaser such documents and assurances and take such further action as the Purchaser may from time to time
reasonably request in order to carry out more effectively the intent and purpose of this Agreement and to
establish and protect the rights and remedies created or intended to be created in favor of the Purchaser.





IN WITNESS WHEREOF, the Sellers and the Purchaser have caused their names to be signed hereto by their respective
officers as of the date first written above.

 EMC Mortgage Corporation
By:
Name:
Title:


CENDANT MORTGAGE CORPORATION

By:                                                          
Name:    Peter A.  Thomas
Title:   Vice President


BISHOP'S GATE RESIDENTIAL MORTGAGE TRUST (formerly known as
CENDANT RESIDENTIAL MORTGAGE TRUST)

By:      Cendant Mortgage Corporation, as Administrator

By:                                                          
Name:    Peter A. Thomas
Title:   Vice President



Schedule B-1


                  On or prior to the Funding  Date,  the Seller shall  deliver to the  Purchaser,  or its designee,
each of the following documents for each Mortgage Loan:(i)    The  original  Mortgage  Note  endorsed,  "Pay to the
order of  ________________,  without  recourse" and signed in the name of the Seller by an authorized  officer.  In
the event that the Mortgage  Loan was acquired by the Seller in a merger,  the  endorsement  must be by  "[SELLER],
successor by merger to [name of  predecessor]";  and in the event that the Mortgage Loan was acquired or originated
by the Seller while doing  business  under another name, the  endorsement  must be by "[SELLER],  formerly known as
[previous name]";(ii)      Original recorded Mortgage,  with evidence of recording  information  thereon except for
any Mortgage which has been forwarded to the appropriate  recorder's  office for recordation and which has not been
returned by such  recording  officer,  in which case the Seller shall  deliver and release to Purchaser a certified
true copy of any such  Mortgage  so  certified  by the Seller  with  evidence  of such  Mortgage's  delivery to the
appropriate  recorder's  office.  In addition,  the Seller shall  deliver and release to the Purchaser the original
recorded Mortgage within 90 days after the Funding Date;(iii) Original  Assignment  of  Mortgage,  in blank,  which
assignment  shall be in form and  substance  acceptable  for  recording  but not  recorded.  In the event  that the
Mortgage Loan was acquired by the Seller in a merger,  the assignment must be by "[SELLER],  successor by merger to
[name of  predecessor]";  and in the event that the Mortgage  Loan was acquired or  originated  by the Seller while
doing business under another name, the assignment must be by "[SELLER], formerly known as [previous name]";(iv)
Original policy of title insurance,  except for those Mortgage Loans  originated  within 60 days before the Funding
Date, for which  Mortgage Loans the Seller shall have delivered and released to the Purchaser the related  binders.
In addition,  the Seller shall  deliver to the  Purchaser  the original  policy of title  insurance  within 90 days
after the Funding Date. The policy must be properly  endorsed,  any necessary notices of transfer must be forwarded
and any other action  required to be taken must be taken in order to fully  protect,  under the terms of the policy
and applicable law, Purchaser's interest as first mortgagee;(v)        Original of all  assumption,  extensions and
modification agreements;(vi)        If required under Section 7, the original policy of primary  mortgage  guaranty
insurance,  or where such insurance is provided by a master policy,  a certified true copy of the master policy and
the original certificate of insurance;(vii) Original recorded intermediate  assignments of the Mortgage,  including
warehousing assignments, if any.
(viii)   Copies of documents evidencing the Borrower's pledge of additional collateral securing the Mortgage
Loan, if applicable.

(ix)     With  respect to a  Cooperative  Loan:  (i) a copy of the  cooperative  lease and the  assignment  of such
cooperative  lease to the  originator of the Mortgage Loan,  with all  intervening  assignments  showing a complete
chain of title and an  assignment  thereof by Seller;  (ii) the stock  certificate  together  with an undated stock
power relating to such stock certificate  executed in blank; (iii) the recognition  agreement in substantially same
form as standard  "AZTECH" form;  (iv) copies of the financial  statement  filed by the originator as secured party
and, if applicable,  a filed UCC-3 Assignment of the subject  security  interest showing a complete chain of title,
together  with an executed  UCC-3  Assignment  of such  security  interest by the Seller in a form  sufficient  for
filing (v) loan security agreement.


                                                                                                       EXHIBIT H-13
                                             EMC MORTGAGE CORPORATION
                                                    Purchaser,

                                                    US BANK, NA
                                                     Company,

                                   PURCHASE, WARRANTIES AND SERVICING AGREEMENT
                                             Dated as of March 1, 2003





                                         (Adjustable Rate Mortgage Loans)



                                                 TABLE OF CONTENTS

                                                     ARTICLE I


Section 1.01     Defined Terms............................................................................2

                                                    ARTICLE II

Section 2.01     Agreement to Purchase....................................................................15
Section 2.02     Purchase Price...........................................................................15
Section 2.03     Servicing of Mortgage Loans..............................................................16
Section 2.04     Record Title and Possession of Mortgage Files;
                         Maintenance of Servicing Files...................................................16
Section 2.05     Books and Records........................................................................17
Section 2.06     Transfer of Mortgage Loans...............................................................18
Section 2.07     Delivery of Mortgage Loan Documents......................................................19
Section 2.08     Quality Control Procedures...............................................................20
Section 2.09     Modification of Obligations..............................................................21

                                                    ARTICLE III

Section 3.01     Representations and Warranties of the Company............................................21
Section 3.02     Representations and Warranties as to
                         Individual Mortgage Loans........................................................24
Section 3.03     Repurchase; Substitution.................................................................35
Section 3.04     Representations and Warranties of the Purchaser..........................................37

                                                    ARTICLE IV

Section 4.01     Company to Act as Servicer...............................................................39
Section 4.02     Collection of Mortgage Loan Payments.....................................................42
Section 4.03     Realization Upon Defaulted Mortgage Loans................................................43
Section 4.04     Establishment of Custodial Accounts;
                         Deposits in Custodial Accounts...................................................45
Section 4.05     Permitted Withdrawals from the
                         Custodial Account................................................................46
Section 4.06     Establishment of Escrow Accounts;
                         Deposits in Escrow Accounts......................................................48
Section 4.07     Permitted Withdrawals From Escrow Account................................................48
Section 4.08     Payment of Taxes, Insurance and Other
                         Charges; Maintenance of Primary Mortgage
                          Insurance Policies; Collections Thereunder......................................49
Section 4.09     Transfer of Accounts.....................................................................50
Section 4.10     Maintenance of Hazard Insurance..........................................................50
Section 4.11     Maintenance of Mortgage Impairment
                         Insurance Policy.................................................................51
Section 4.12     Fidelity Bond, Errors and Omissions
                        Insurance.........................................................................52
Section 4.13     Title, Management and Disposition of REO  Property.......................................53
Section 4.14     Notification of Maturity Date............................................................55

                                                     ARTICLE V

Section 5.01     Distributions............................................................................55
Section 5.02     Statements to the Purchaser..............................................................56
Section 5.03     Monthly Advances by the Company..........................................................57
Section 5.04     Liquidation Reports......................................................................58

                                                    ARTICLE VI

Section 6.01     Assumption Agreements....................................................................58
Section 6.02     Satisfaction of Mortgages and Release
                         of Mortgage Files................................................................59
Section 6.03     Servicing Compensation...................................................................60
Section 6.04     Annual Statement as to Compliance........................................................61
Section 6.05     Annual Independent Certified Public
                         Accountants' Servicing Report....................................................61
Section 6.06     Purchaser's Right to Examine Company Records.............................................61
Section 6.07     Indemnification regarding Section 6.04 and Section 6.05

                                                    ARTICLE VII

Section 7.01      Company Shall Provide Information as Reasonably
                          Required........................................................................62

                                                   ARTICLE VIII

Section 8.01     Indemnification; Third Party Claims......................................................64
Section 8.02     Merger or Consolidation of the Company...................................................64
Section 8.03     Limitation on Liability of the Company and Others........................................65
Section 8.04     Company Not to Assign or Resign..........................................................65
Section 8.05     No Transfer of Servicing.................................................................66


                                                    ARTICLE IX

Section 9.01     Events of Default........................................................................67
Section 9.02     Waiver of Defaults.......................................................................68

                                                     ARTICLE X

Section 10.01     Termination.............................................................................69
Section 10.02     Termination without cause...............................................................69

                                                    ARTICLE XI

Section 11.01     Successor to the Company................................................................69
Section 11.02     Amendment...............................................................................70
Section 11.03     Recordation of Agreement................................................................71
Section 11.04     Governing Law...........................................................................71
Section 11.05     Notices.................................................................................71
Section 11.06     Severability of Provisions..............................................................72
Section 11.07     Exhibits................................................................................72
Section 11.08     General Interpretive Principles.........................................................72
Section 11.09     Reproduction of Documents...............................................................73
Section 11.10     Confidentiality of Information..........................................................73
Section 11.11     Recordation of Assignment of Mortgage...................................................74
Section 11.12     Assignment by Purchaser.................................................................74
Section 11.13     No Partnership..........................................................................74
Section 11.14     Execution: Successors and Assigns.......................................................74
Section 11.15     Entire Agreement........................................................................74
Section 11.16     No Solicitation.........................................................................75
Section 11.17     Closing.................................................................................75
Section 11.18     Cooperation of Company with Reconstitution..............................................76
Section 11.19     Third Party Beneficiary.................................................................76




EXHIBITS
   A-1                  Contents of Mortgage File
   A-2                 Contents of Servicing File
   B                    Custodial Account Letter Agreement
   C                    Escrow Account Letter Agreement
   D                    Form of Assignment, Assumption and Recognition Agreement
   E                    Form of Trial Balance
   F                     [reserved]
   G                   Request for Release of Documents and Receipt
   H                   Company's Underwriting Guidelines
   I                    Mortgage Loan Schedule






         This is a  Purchase,  Warranties  and  Servicing  Agreement,  dated as of March  1,  2003 and is  executed
between EMC MORTGAGE CORPORATION, as Purchaser (the "Purchaser"), and US BANK, NA (the "Company").

                                               W I T N E S S E T H :

         WHEREAS,  the Purchaser has heretofore  agreed to purchase from the Company and the Company has heretofore
agreed to sell to the Purchaser,  certain Mortgage Loans on a servicing retained basis,  pursuant to the terms of a
letter agreement dated as of March 11, 2003, by and between the Company and the Purchaser (the "Confirmation").

         WHEREAS,  each of the Mortgage Loans is secured by a mortgage,  deed of trust or other security instrument
creating a first lien on a  residential  dwelling  located  in the  jurisdiction  indicated  on the  Mortgage  Loan
Schedule; and

         WHEREAS,  the  Purchaser  and the Company wish to prescribe  the  representations  and  warranties  of the
Company with respect to itself and the Mortgage  Loans and the  management,  servicing  and control of the Mortgage
Loans;

         NOW,  THEREFORE,  in consideration of the mutual agreements  hereinafter set forth, and for other good and
valuable  consideration,  the receipt and adequacy of which is hereby  acknowledged,  the Purchaser and the Company
agree as follows:

                                                     ARTICLE I

                                                    DEFINITIONS

         Section 1.01  Defined Terms.

         Whenever used in this Agreement,  the following words and phrases,  unless the context otherwise requires,
shall have the following meaning specified in this Article:

         Accepted  Servicing  Practices:  With respect to any Mortgage  Loan,  those mortgage  servicing  practices
(including  collection  procedures) of prudent  mortgage banking  institutions  which service mortgage loans of the
same type as such Mortgage Loan in the  jurisdiction  where the related  Mortgaged  Property is located,  and which
are in accordance  with Fannie Mae servicing  practices and procedures,  for MBS pool mortgages,  as defined in the
Fannie Mae Guides including future updates.

         Adjustment  Date: As to each Mortgage  Loan,  the date on which the Mortgage  Interest Rate is adjusted in
accordance with the terms of the related Mortgage Note.

         Agreement:  This Purchase,  Warranties and Servicing Agreement  including all exhibits hereto,  amendments
hereof and supplements hereto.

         Appraised Value: With respect to any Mortgaged  Property,  the value thereof as determined by an appraisal
made for the  originator of the Mortgage Loan at the time of  origination  of the Mortgage Loan by an appraiser who
met the requirements of the Company and Fannie Mae.

         Assignment:  An individual  assignment of the Mortgage,  notice of transfer or equivalent  instrument,  in
recordable form,  sufficient under the laws of the jurisdiction  wherein the related Mortgaged  Property is located
to reflect of record the sale or transfer of the Mortgage Loan.

         BIF:  The Bank Insurance Fund, or any successor thereto.

         Business  Day: Any day other than:  (i) a Saturday or Sunday,  or (ii) a legal holiday in the State of New
York or the State of  Minnesota,  or (iii) a day on which banks in the State of New York or the State of  Minnesota
are authorized or obligated by law or executive order to be closed.

         Closing Date: March 26, 2003.

         Code:             The Internal Revenue Code of 1986, or any successor statute thereto.

         Company: US Bank, NA, their successors in interest and assigns, as permitted by this Agreement.

         Company's Officer's Certificate:  A certificate signed by the Chairman of the Board,  President,  any Vice
President or Treasurer of Company stating the date by which Company  expects to receive any missing  documents sent
for recording from the applicable recording office.

         Condemnation  Proceeds:  All awards or settlements in respect of a Mortgaged  Property,  whether permanent
or temporary,  partial or entire,  by exercise of the power of eminent  domain or  condemnation,  to the extent not
required to be released to a Mortgagor in accordance with the terms of the related Mortgage Loan Documents.

         Confirmation: As defined in the Recitals to this Agreement.

         Co-op Lease:  With  respect to a Co-op Loan,  the lease with  respect to a dwelling  unit  occupied by the
Mortgagor and relating to the stock allocated to the related dwelling unit.

         Co-op  Loan:  A  Mortgage  Loan  secured  by the  pledge  of  stock  allocated  to a  dwelling  unit  in a
residential cooperative housing corporation and a collateral assignment of the related Co-op Lease.

         Current Appraised Value:   With respect to any Mortgaged  Property,  the value thereof as determined by an
appraisal  made for the Company (by an  appraiser  who met the  requirements  of the Company and Fannie Mae) at the
request of a Mortgagor  for the  purpose of  canceling  a Primary  Mortgage  Insurance  Policy in  accordance  with
federal, state and local laws and regulations or otherwise made at the request of the Company or Mortgagor.

         Current LTV:      The ratio of the Stated  Principal  Balance of a Mortgage Loan to the Current  Appraised
Value of the Mortgaged Property.

         Custodial  Account:  Each separate demand account or accounts  created and maintained  pursuant to Section
4.04 which shall be entitled "US Bank, NA, in trust for the  [Purchaser],  Owner of Adjustable Rate Mortgage Loans"
and shall be established in an Eligible  Account,  in the name of the Person that is the  "Purchaser"  with respect
to the related Mortgage Loans.

         Custodian: Wells Fargo Bank Minnesota, N.A.

         Cut-off Date: March 1, 2003.

         Determination  Date:  The  15th  day  (or if  such  15th  day is not a  Business  Day,  the  Business  Day
immediately preceding such 15th day) of the month of the related Remittance Date.

         Due Date: The day of the month on which the Monthly  Payment is due on a Mortgage  Loan,  exclusive of any
days of grace, which is the first day of the month.

         Due Period:  With respect to any  Remittance  Date,  the period  commencing on the second day of the month
preceding the month of such Remittance Date and ending on the first day of the month of the Remittance Date.

         Eligible  Account:  An account  established  and  maintained:  (i) within FDIC insured  accounts  created,
maintained and monitored by the Company so that all funds deposited  therein are fully insured,  or (ii) as a trust
account with the corporate trust department of a depository  institution or trust company  organized under the laws
of the United  States of  America  or any one of the  states  thereof  or the  District  of  Columbia  which is not
affiliated with the Company (or any  sub-servicer)  or (iii) with an entity which is an institution  whose deposits
are insured by the FDIC,  the unsecured and  uncollateralized  long-term  debt  obligations of which shall be rated
"A2" or higher by Standard & Poor's and "A" or higher by Fitch, Inc. or one of the two highest  short-term  ratings
by any applicable  Rating Agency,  and which is either (a) a federal savings  association  duly organized,  validly
existing and in good standing under the federal banking laws, (b) an institution  duly organized,  validly existing
and in good standing under the applicable  banking laws of any state, (c) a national banking  association under the
federal  banking  laws,  or (d) a principal  subsidiary  of a bank  holding  company,  or (iv) if  ownership of the
Mortgage  Loans is  evidenced  by  mortgaged-backed  securities,  the  equivalent  required  ratings of each Rating
Agency,  and held such  that the  rights  of the  Purchaser  and the  owner of the  Mortgage  Loans  shall be fully
protected  against the claims of any  creditors  of the  Company  (or any  sub-servicer)  and of any  creditors  or
depositors of the  institution in which such account is maintained or (v) in a separate  non-trust  account without
FDIC or other  insurance  in an  Eligible  Institution.  In the  event  that a  Custodial  Account  is  established
pursuant to clause (iii),  (iv) or (v) of the  preceding  sentence,  the Company  shall provide the Purchaser  with
written  notice on the  Business  Day  following  the date on which the  applicable  institution  fails to meet the
applicable ratings requirements.

         Eligible  Institution:  US Bank, NA, or an institution  having (i) the highest short-term debt rating, and
one of the two  highest  long-term  debt  ratings of each  Rating  Agency;  or (ii) with  respect to any  Custodial
Account,  an unsecured  long-term debt rating of at least one of the two highest  unsecured  long-term debt ratings
of each Rating Agency.

         Equity  Take-Out  Refinanced  Mortgage  Loan:  A  Refinanced  Mortgage  Loan the proceeds of which were in
excess of the outstanding principal balance of the existing mortgage loan as defined in the Fannie Mae Guide(s).

         Escrow Account:  Each separate trust account or accounts  created and maintained  pursuant to Section 4.06
which shall be entitled "US Bank, NA, in trust for the  [Purchaser],  Owner of Adjustable Rate Mortgage Loans,  and
various  Mortgagors"  and shall be  established  in an  Eligible  Account,  in the name of the  Person  that is the
"Purchaser" with respect to the related Mortgage Loans.

         Escrow  Payments:  With  respect to any Mortgage  Loan,  the amounts  constituting  ground  rents,  taxes,
assessments,  water rates, sewer rents, municipal charges,  mortgage insurance premiums,  fire and hazard insurance
premiums,  condominium  charges, and any other payments required to be escrowed by the Mortgagor with the mortgagee
pursuant to the Mortgage or any other document.

         Event of Default:  Any one of the conditions or circumstances enumerated in Section 9.01.

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

         Fannie Mae Guide(s):  The Fannie Mae Selling Guide and the Fannie Mae Servicing  Guide and all  amendments
or additions thereto.

         FDIC:  The Federal Deposit Insurance Corporation, or any successor thereto.

         FHLMC:  The Federal Home Loan Mortgage Corporation, or any successor thereto.

         FHLMC Guide:  The FHLMC Single Family Seller/Servicer Guide and all amendments or additions thereto.

         Fidelity Bond:  A fidelity bond to be maintained by the Company pursuant to Section 4.12.

         FIRREA:  The Financial Institutions Reform, Recovery, and Enforcement Act of 1989.

         GAAP:  Generally accepted accounting principles,
consistently applied.

         HUD:  The United States Department of Housing and Urban Development or any successor.

         Index: The weekly average yield on United States Treasury  securities  adjusted to a constant  maturity of
one (1) year, as made available by the Federal Reserve Board.

         Initial Rate Cap: As to each Mortgage  Loan,  where  applicable,  the maximum  increase or decrease in the
Mortgage Interest Rate on the first Adjustment Date.

         Insurance  Proceeds:  With respect to each  Mortgage  Loan,  proceeds of insurance  policies  insuring the
Mortgage Loan or the related Mortgaged Property.

         Lifetime  Rate Cap: As to each Mortgage  Loan,  the maximum  Mortgage  Interest Rate over the term of such
Mortgage Loan.

         Liquidation  Proceeds:  Cash received in connection  with the  liquidation  of a defaulted  Mortgage Loan,
whether through the sale or assignment of such Mortgage Loan, trustee's sale, foreclosure sale or otherwise.

         Loan-to-Value  Ratio or LTV:  With respect to any  Mortgage  Loan,  the ratio of the original  outstanding
principal  amount of the Mortgage Loan, to (i) the Appraised Value of the Mortgaged  Property as of the Origination
Date with  respect to a Refinanced  Mortgage  Loan,  and (ii) the lesser of the  Appraised  Value of the  Mortgaged
Property as of the  Origination  Date or the purchase  price of the  Mortgaged  Property  with respect to all other
Mortgage Loans.

         Margin:  With  respect to each  Mortgage  Loan,  the fixed  percentage  amount  set forth in each  related
Mortgage Note which is added to the Index in order to determine the related  Mortgage  Interest  Rate, as set forth
in the Mortgage Loan Schedule.

         Monthly  Advance:  The  aggregate of the advances made by the Company on any  Remittance  Date pursuant to
Section 5.03.

         Monthly  Payment:  The  scheduled  monthly  payment of principal  and interest on a Mortgage Loan which is
payable by a Mortgagor under the related Mortgage Note.

         Mortgage:  The  mortgage,  deed of trust or other  instrument  securing  a Mortgage  Note which  creates a
first lien on an unsubordinated estate in fee simple in real property securing the Mortgage Note.

         Mortgage  File:  The mortgage  documents  pertaining to a particular  Mortgage Loan which are specified in
Exhibit A-1 hereto.

         Mortgage  Impairment  Insurance  Policy:  A mortgage  impairment  or blanket  hazard  insurance  policy as
required by Section 4.11.

         Mortgage  Interest  Rate: The annual rate at which  interest  accrues on any Mortgage  Loan,  which may be
adjusted from time to time, in accordance with the provisions of the related Mortgage Note.

         Mortgage  Loan: An individual  mortgage  loan which is the subject of this  Agreement,  each Mortgage Loan
originally sold and subject to this Agreement being  identified on the Mortgage Loan Schedule,  which Mortgage Loan
includes without limitation the Mortgage File, the Monthly Payments,  Principal Prepayments,  Liquidation Proceeds,
Condemnation Proceeds,  Insurance Proceeds, REO Disposition Proceeds, and all other rights, benefits,  proceeds and
obligations  arising from or in connection  with such Mortgage Loan,  excluding  replaced or  repurchased  mortgage
loans.

         Mortgage Loan Documents:  The documents listed in Exhibit A-1.

         Mortgage Loan Remittance  Rate:  With respect to each Mortgage Loan, the annual rate of interest  remitted
to the Purchaser, which shall be equal to the Mortgage Interest Rate minus the Servicing Fee Rate.

         Mortgage  Loan  Schedule:  The  schedule  of  Mortgage  Loans  attached  as Exhibit I,  setting  forth the
following information with respect to each Mortgage Loan in the related Mortgage Loan Package:

         (1)      the Company's Mortgage Loan identifying number;

         (2)      the Mortgagor's first and last name;

         (3)      the street address of the Mortgaged Property including the city, state and zip code;

         (4)      a code  indicating  whether  the  Mortgaged  Property  is  owner-occupied,  a  second  home or an
investor property;

         (5)      the type of residential property constituting the Mortgaged Property;

(12)     the original months to maturity of the Mortgage Loan;

(13)     the  remaining  months to maturity  from the related  Cut-off  Date,  based on the  original  amortization
schedule  and,  if  different,  the  maturity  expressed  in the same  manner but based on the actual  amortization
schedule;

         (8)      the Sales Price, if applicable, Appraised Value and Loan-to-Value Ratio, at origination;

         (9)      the Mortgage  Interest Rate as of  origination  and as of the related  Cut-off Date;  the initial
Adjustment  Date, the next Adjustment Date  immediately  following the related Cut-off Date, the Index, the Margin,
the Initial Rate Cap, if any,  Periodic  Rate Cap, if any,  minimum  Mortgage  Interest Rate under the terms of the
Mortgage Note and the Lifetime Rate Cap;

         (10)     the Origination Date of the Mortgage Loan;

         (11)     the stated maturity date;

         (12)     the amount of the Monthly Payment at origination;

         (13)     the amount of the Monthly Payment as of the related  Cut-off Date;

         (14)     the original principal amount of the Mortgage Loan;

         (15)     the scheduled  Stated  Principal  Balance of the Mortgage Loan as of the close of business on the
related  Cut-off Date,  after  deduction of payments of principal due on or before the related Cut-off Date whether
or not collected;

         (16) a code indicating the purpose of the Mortgage Loan (i.e., purchase,  rate and term refinance,  equity
take-out refinance);

         (17) reserved;

         (18)     the number of times during the twelve (12) month period  preceding the related  Closing Date that
any Monthly Payment has been received after the month of its scheduled due date;

         (19)     the date on which the first payment is or was due;

(22)     a code indicating  whether or not the Mortgage Loan is the subject of a Primary Mortgage  Insurance Policy
and, if the subject of a Primary Mortgage Insurance Policy, the percentage of the coverage amount;

         (21)     a code  indicating  whether or not the Mortgage Loan is currently  convertible and the conversion
spread;

         (22)     the last Due Date on which a  Monthly  Payment  was  actually  applied  to the  unpaid  principal
balance of the Mortgage Loan.

         (23)     product type (i.e. 3/1, 5/1, etc.);

(26)     credit score and/or mortgage score, if available;

         (25)     reserved;

(37)     a code  indicating  whether or not the Mortgage  Loan has a  prepayment  penalty and if so, the amount and
term thereof; and

         (27)     the Current Appraised Value of the Mortgage Loan and Current LTV, if applicable.

         With respect to the Mortgage  Loans in the  aggregate,  the Mortgage Loan  Schedule  attached as Exhibit I
shall set forth the following information, as of the related Cut-off Date:

         (1)      the number of Mortgage Loans;

         (2)      the current aggregate outstanding principal balance of the Mortgage Loans;

         (3)      the weighted average Mortgage Interest Rate of the Mortgage Loans;

         (4)      the weighted average maturity of the Mortgage Loans; and

         (5)      the weighted average months to next Adjustment Date;

         Mortgage Note:  The note or other evidence of the indebtedness of a Mortgagor secured by a Mortgage.

         Mortgaged  Property:  The underlying real property securing repayment of a Mortgage Note,  consisting of a
single  parcel of real estate  considered to be real estate under the laws of the state in which such real property
is located which may include condominium units and planned unit developments,  improved by a residential  dwelling;
except that with  respect to real  property  located in  jurisdictions  in which the use of  leasehold  estates for
residential  properties is a  widely-accepted  practice,  a leasehold estate of the Mortgage,  the term of which is
equal to or longer than the term of the Mortgage.

         Mortgagor:  The obligor on a Mortgage Note.

         OCC:  Office of the Comptroller of the Currency, its successors and assigns.

         Officers'  Certificate:  A  certificate  signed by the  Chairman  of the Board,  the Vice  Chairman of the
Board,  the  President,  a Senior Vice President or a Vice President or by the Treasurer or the Secretary or one of
the Assistant  Treasurers or Assistant  Secretaries  of the Company,  and delivered to the Purchaser as required by
this Agreement.

         Opinion of Counsel:  A written  opinion of counsel,  who may be an employee of the party on behalf of whom
the opinion is being given, reasonably acceptable to the Purchaser.

         Origination  Date:  The date on which a Mortgage Loan funded,  which date shall not, in connection  with a
Refinanced  Mortgage Loan, be the date of the funding of the debt being  refinanced,  but rather the closing of the
debt currently outstanding under the terms of the Mortgage Loan Documents.

         OTS:  Office of Thrift Supervision, its successors and assigns.

         Periodic Rate Cap: As to each Mortgage  Loan,  the maximum  increase or decrease in the Mortgage  Interest
Rate on any Adjustment Date, as set forth in the related Mortgage Note and the related Mortgage Loan Schedule.

         Permitted Investments:  Any one or more of the following obligations or securities:

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

         (ii)  (a) demand or time deposits, federal funds or bankers' acceptances issued by any depository
     institution or trust company incorporated under the laws of the United States of America or any state thereof
     and subject to supervision and examination by federal and/or state banking authorities, provided that the
     commercial paper and/or the short-term deposit rating and/or the long-term unsecured debt obligations or
     deposits of such depository institution or trust company at the time of such investment or contractual
     commitment providing for such investment are rated in one of the two highest rating categories by each
     Rating Agency and (b) any other demand or time deposit or certificate of deposit that is fully insured by
     the FDIC;


                  (iii)  repurchase  obligations  with a term not to exceed  thirty  (30) days and with  respect to
                  (a) any security  described  in clause (i) above and entered  into with a depository  institution
                  or trust company (acting as principal) described in clause (ii)(a) above;

                  (iv) securities  bearing  interest or sold at a discount  issued by any corporation  incorporated
                  under the laws of the  United  States of America  or any state  thereof  that are rated in one of
                  the two  highest  rating  categories  by each  Rating  Agency at the time of such  investment  or
                  contractual commitment providing for such investment;  provided,  however, that securities issued
                  by any particular  corporation  will not be Permitted  Investments to the extent that investments
                  therein  will  cause  the  then  outstanding  principal  amount  of  securities  issued  by  such
                  corporation  and  held as  Permitted  Investments  to  exceed  10% of the  aggregate  outstanding
                  principal balances of all of the Mortgage Loans and Permitted Investments;

                  (v)  commercial   paper   (including   both   non-interest-bearing   discount   obligations   and
                  interest-bearing  obligations  payable  on demand or on a  specified  date not more than one year
                  after the date of issuance  thereof) which are rated in one of the two highest rating  categories
                  by each Rating Agency at the time of such investment;

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

                  (vii) any money market funds the  collateral of which consists of  obligations  fully  guaranteed
                  by the  United  States of  America  or any  agency or  instrumentality  of the  United  States of
                  America  the  obligations  of which are backed by the full faith and credit of the United  States
                  of America (which may include repurchase  obligations  secured by collateral  described in clause
                  (i)) and  other  securities  and which  money  market  funds are rated in one of the two  highest
                  rating categories by each Rating Agency.

provided,  however,  that no instrument or security shall be a Permitted  Investment if such instrument or security
evidences a right to receive only interest  payments with respect to the obligations  underlying such instrument or
if such  security  provides for payment of both  principal  and interest with a yield to maturity in excess of 120%
of the yield to maturity at par or if such investment or security is purchased at a price greater than par.

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

         Prepayment  Interest  Shortfall:  With respect to any Remittance Date, for each Mortgage Loan that was the
subject of a  Principal  Prepayment  during the related  Prepayment  Period,  an amount  equal to the excess of one
month's  interest at the applicable  Mortgage Loan Remittance Rate on the amount of such Principal  Prepayment over
the amount of interest  (adjusted to the Mortgage Loan  Remittance  Rate)  actually  paid by the related  Mortgagor
with respect to such Prepayment Period.

         Prepayment Period:         With respect to any Remittance  Date, the calendar month preceding the month in
which such Remittance Date occurs.

         Primary  Mortgage  Insurance  Policy:  Each  primary  policy of mortgage  insurance  represented  to be in
effect  pursuant to Section  3.02(hh),  or any  replacement  policy  therefor  obtained by the Company  pursuant to
Section 4.08.

         Prime Rate:  The prime rate  announced  to be in effect from time to time as published as the average rate
in the Wall Street Journal (Northeast Edition).

         Principal  Prepayment:  Any payment or other  recovery  of  principal  on a Mortgage  Loan full or partial
which is received in advance of its scheduled Due Date,  including any  prepayment  penalty or premium  thereon and
which is not accompanied by an amount of interest  representing  scheduled interest due on any date or dates in any
month or months subsequent to the month of prepayment.

         Purchase Price:  As defined in Section 2.02.

         Purchaser: EMC Mortgage Corporation, its successors in interest and assigns.

         Qualified  Appraiser:  An  appraiser,  duly  appointed  by the  Company,  who had no  interest,  direct or
indirect in the  Mortgaged  Property or in any loan made on the security  thereof,  and whose  compensation  is not
affected by the approval or  disapproval  of the Mortgage  Loan,  and such appraiser and the appraisal made by such
appraiser both satisfy the  requirements of Title XI of FIRREA and the regulations  promulgated  thereunder and the
requirements of Fannie Mae, all as in effect on the date the Mortgage Loan was originated.

         Qualified  Insurer:  An  insurance  company  duly  qualified as such under the laws of the states in which
the  Mortgaged  Properties  are located,  duly  authorized  and licensed in such states to transact the  applicable
insurance business and to write the insurance provided, approved as an insurer by Fannie Mae or FHLMC.

         Rating Agency:  Standard & Poor's,  Fitch,  Inc. or, in the event that some or all of the ownership of the
Mortgage Loans is evidenced by  mortgage-backed  securities,  the nationally  recognized  rating  agencies  issuing
ratings with respect to such securities, if any.

         Refinanced  Mortgage  Loan:  A  Mortgage  Loan  which was made to a  Mortgagor  who  owned  the  Mortgaged
Property  prior to the  origination  of such  Mortgage Loan and the proceeds of which were used in whole or part to
satisfy an existing mortgage.

         REMIC:  A "real estate mortgage investment conduit," as such term is defined in the Code.

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

         Remittance  Date:  The 18th  day of any  month,  beginning  in April  2003,  or if such  18th day is not a
Business Day, the first Business Day immediately preceding such 18th day.

         REO Disposition:  The final sale by the Company of any REO Property.

         REO Disposition Proceeds: Amounts received by the Company in connection with a related REO Disposition.

         REO  Property:  A Mortgaged  Property  acquired by the Company on behalf of the  Purchaser as described in
Section 4.13.

         Repurchase  Price:  With respect to any Mortgage  Loan, a price equal to (i) the product of the greater of
100% or the  percentage  of par as stated in the  Confirmation  multiplied by the Stated  Principal  Balance of the
Mortgage Loan on the Repurchase  Date,  plus (ii) interest on such  outstanding  principal  balance at the Mortgage
Loan  Remittance  Rate from the last date through which interest has been paid and  distributed to the Purchaser to
the end of the month of repurchase,  plus,  (iii) third party expenses  incurred in connection with the transfer of
the Mortgage Loan being  repurchased;  less amounts  received or advanced in respect of such  repurchased  Mortgage
Loan which are being held in the Custodial Account for distribution in the month of repurchase.

         SAIF:  The Savings Association Insurance Fund, or any successor thereto.

         Servicing  Advances:  All  customary,  reasonable  and  necessary  "out  of  pocket"  costs  and  expenses
(including  reasonable  attorneys'  fees and  disbursements)  incurred  in the  performance  by the  Company of its
servicing  obligations,  including,  but  not  limited  to,  the  cost  of (a) the  preservation,  restoration  and
protection of the Mortgaged Property,  (b) any enforcement,  administrative or judicial  proceedings,  or any legal
work or advice specifically  related to servicing the Mortgage Loans,  including but not limited to,  foreclosures,
bankruptcies,  condemnations,  drug seizures,  elections,  foreclosures by subordinate or superior lienholders, and
other legal actions  incidental to the servicing of the Mortgage Loans  (provided that such expenses are reasonable
and that the Company  specifies the Mortgage Loan(s) to which such expenses relate and, upon  Purchaser's  request,
provides  documentation  supporting  such expense  (which  documentation  would be acceptable  to Fannie Mae),  and
provided further that any such enforcement,  administrative  or judicial  proceeding does not arise out of a breach
of any representation,  warranty or covenant of the Company  hereunder),  (c) the management and liquidation of the
Mortgaged  Property if the Mortgaged  Property is acquired in full or partial  satisfaction  of the  Mortgage,  (d)
taxes,  assessments,  water rates,  sewer rates and other charges which are or may become a lien upon the Mortgaged
Property,  and Primary Mortgage Insurance Policy premiums and fire and hazard insurance coverage,  (e) any expenses
reasonably  sustained by the Company with respect to the  liquidation of the Mortgaged  Property in accordance with
the terms of this Agreement and (f) compliance with the obligations under Section 4.08.

         Servicing Fee: With respect to each Mortgage  Loan,  the amount of the annual fee the Purchaser  shall pay
to the Company,  which shall,  for a period of one full month,  be equal to  one-twelfth  of the product of (a) the
Servicing  Fee Rate and (b) the  outstanding  principal  balance of such Mortgage  Loan.  Such fee shall be payable
monthly,  computed on the basis of the same  principal  amount and period  respecting  which any  related  interest
payment on a Mortgage  Loan is computed.  The  obligation  of the Purchaser to pay the Servicing Fee is limited to,
and the  Servicing  Fee is payable  solely from,  the interest  portion of such  Monthly  Payment  collected by the
Company,  or as otherwise  provided  under  Section 4.05 and in accordance  with the Fannie Mae  Guide(s).  Any fee
payable to the Company for  administrative  services related to any REO Property as described in Section 4.13 shall
be payable from Liquidation Proceeds of the related REO Property.

         Servicing Fee Rate:  The Servicing Fee Rate shall be a rate per annum equal to 0.375%.

         Servicing  File:  With respect to each Mortgage  Loan, the items listed in Exhibit A-2, and any additional
documents required to be added to the Mortgage File pursuant to this agreement.

         Servicing  Officer:  Any officer of the Company  involved in, or responsible for, the  administration  and
servicing of the Mortgage  Loans whose name  appears on a list of  servicing  officers  furnished by the Company to
the Purchaser upon request, as such list may from time to time be amended.

         Stated  Principal  Balance:  As to each Mortgage Loan as of any date of  determination,  (i) the principal
balance of such  Mortgage  Loan at the Cut-off Date after giving  effect to payments of principal  due on or before
such date,  whether or not received,  minus (ii) all amounts  previously  distributed to the Purchaser with respect
to the Mortgage Loan representing payments or recoveries of principal or advances in lieu thereof.

         Subservicer:  Any  subservicer  which is  subservicing  the  Mortgage  Loans  pursuant  to a  Subservicing
Agreement.  Any subservicer shall meet the qualifications set forth in Section 4.01.

         Subservicing  Agreement:  An agreement  between the Company and a  Subservicer,  if any, for the servicing
of the Mortgage Loans.


                                                    ARTICLE II

                             PURCHASE OF MORTGAGE LOANS; SERVICING OF MORTGAGE LOANS;
                                  RECORD TITLE AND POSSESSION OF MORTGAGE FILES;
                                      BOOKS AND RECORDS; CUSTODIAL AGREEMENT;
                                        DELIVERY OF MORTGAGE LOAN DOCUMENTS

         Section 2.01      Agreement to Purchase.

         The Company  agrees to sell and the  Purchaser  agrees to purchase the Mortgage  Loans having an aggregate
Stated  Principal  Balance on the related  Cut-off Date in an amount as set forth in the  Confirmation,  or in such
other  amount as agreed by the  Purchaser  and the Company as evidenced by the actual  aggregate  Stated  Principal
Balance of the Mortgage Loans  accepted by the Purchaser on the related  Closing Date,  with servicing  retained by
the Company.  The Company shall deliver the related  Mortgage Loan Schedule for the Mortgage  Loans to be purchased
on the related  Closing Date to the  Purchaser at least two (2) Business  Days prior to the related  Closing  Date.
The Mortgage Loans shall be sold pursuant to this Agreement on the related Closing Date.

         Section 2.02      Purchase Price.

         The  Purchase  Price for each  Mortgage  Loan  shall be the  Purchase  Price  Percentage  as stated in the
Confirmation  (subject to adjustment as provided therein),  multiplied by the Stated Principal  Balance,  as of the
related  Cut-off  Date, of the Mortgage  Loan listed on the related  Mortgage Loan Schedule  attached as Exhibit I,
after  application  of  scheduled  payments of principal  due on or before the related  Cut-off Date whether or not
collected.

         In addition  to the  Purchase  Price as  described  above,  the  Purchaser  shall pay to the  Company,  at
closing,  accrued interest on the Stated Principal  Balance of each Mortgage Loan as of the related Cut-off Date at
the Mortgage Loan  Remittance  Rate of each  Mortgage  Loan from the related  Cut-off Date through the day prior to
the related Closing Date, inclusive.

         The Purchase  Price plus accrued  interest as set forth in the  preceding  paragraph  shall be paid on the
related Closing Date by wire transfer of immediately available funds.

          Purchaser  shall be entitled to (1) all scheduled  principal due after the related  Cut-off Date, (2) all
other  recoveries  of  principal  collected  on or after the related  Cut-off  Date  (provided,  however,  that all
scheduled  payments of  principal  due on or before the related  Cut-off  Date and  collected by the Company or any
successor  servicer after the related  Cut-off Date shall belong to the Company),  and (3) all payments of interest
on the Mortgage  Loans net of applicable  Servicing Fees (minus that portion of any such payment which is allocable
to the period prior to the related  Cut-off Date).  The outstanding  principal  balance of each Mortgage Loan as of
the related  Cut-off Date is  determined  after  application  of payments of principal due on or before the related
Cut-off Date whether or not collected,  together with any unscheduled  principal prepayments collected prior to the
related Cut-off Date; provided,  however,  that payments of scheduled principal and interest prepaid for a Due Date
beyond the related  Cut-off  Date shall not be applied to the  principal  balance as of the related  Cut-off  Date.
Such prepaid  amounts shall be the property of the  Purchaser.  The Company shall deposit any such prepaid  amounts
into the  Custodial  Account,  which  account is  established  for the  benefit  of the  Purchaser  for  subsequent
remittance by the Company to the Purchaser.

         Section 2.03      Servicing of Mortgage Loans.

         The Company does hereby agree to directly  service the Mortgage Loans listed on the related  Mortgage Loan
Schedule  attached  as  Exhibit I and  subject  to the terms of this  Agreement.  The  rights of the  Purchaser  to
receive payments with respect to the related Mortgage Loans shall be as set forth in this Agreement.

         Section 2.04      Record Title and Possession of Mortgage Files; Maintenance of Servicing Files.

         As of the related  Closing Date,  the Company sold,  transferred,  assigned,  set over and conveyed to the
Purchaser,  without recourse,  and the Company hereby acknowledges that the Purchaser has, but subject to the terms
of this  Agreement,  all the right,  title and interest of the Company in and to the Mortgage  Loans.  Company will
deliver the Mortgage  Files to the Custodian  designated by  Purchaser,  on or before the related  Closing Date, at
the expense of the Company.  The Company shall  maintain a Servicing  File  consisting of a copy of the contents of
each  Mortgage  File and the  documents  listed on Exhibit  A-2. The  Servicing  File shall  contain all  documents
necessary to service the Mortgage  Loans.  The  possession of each  Servicing File by the Company is at the will of
the  Purchaser,  for the sole purpose of servicing the related  Mortgage Loan, and such retention and possession by
the Company is in a custodial  capacity only.  From the related  Closing Date, the ownership of each Mortgage Loan,
including the Mortgage  Note,  the Mortgage,  the contents of the related  Mortgage File and all rights,  benefits,
proceeds and  obligations  arising  therefrom or in connection  therewith,  has been vested in the  Purchaser.  All
rights  arising out of the Mortgage  Loans  including,  but not limited to, all funds  received on or in connection
with the Mortgage  Loans and all records or documents  with respect to the Mortgage Loans prepared by or which come
into the  possession  of the  Company  shall be  received  and held by the  Company in trust for the benefit of the
Purchaser as the owner of the Mortgage  Loans.  Any portion of the Mortgage  Files retained by the Company shall be
appropriately  identified in the Company's  computer  system to clearly reflect the ownership of the Mortgage Loans
by the  Purchaser.  The Company shall release its custody of the contents of the Mortgage  Files only in accordance
with written  instructions  of the  Purchaser,  except when such release is required as incidental to the Company's
servicing of the Mortgage  Loans or is in  connection  with a repurchase of any Mortgage Loan or Loans with respect
thereto pursuant to this Agreement, such written instructions shall not be required.

         Section 2.05       Books and Records.

         The sale of each Mortgage  Loan has been  reflected on the  Company's  balance  sheet and other  financial
statements  as a sale of assets by the  Company.  The  Company  shall be  responsible  for  maintaining,  and shall
maintain,  a complete set of books and records for the Mortgage  Loans that shall be  appropriately  identified  in
the  Company's  computer  system to clearly  reflect  the  ownership  of the  Mortgage  Loan by the  Purchaser.  In
particular,  the Company shall  maintain in its  possession,  available for  inspection  by the  Purchaser,  or its
designee and shall deliver to the Purchaser upon demand,  evidence of compliance with all federal,  state and local
laws, rules and regulations,  and requirements of Fannie Mae or FHLMC, as applicable,  including but not limited to
documentation  as to the method used in  determining  the  applicability  of the  provisions of the Flood  Disaster
Protection Act of 1973, as amended, to the Mortgaged Property,  documentation  evidencing insurance coverage of any
condominium  project as required by Fannie Mae or FHLMC,  and  periodic  inspection  reports as required by Section
4.13. To the extent that original  documents are not required for purposes of realization  of Liquidation  Proceeds
or Insurance Proceeds, documents maintained by the Company may be in the form of microfilm or microfiche.

         The Company shall  maintain with respect to each Mortgage Loan and shall make  available for inspection by
any  Purchaser or its designee the related  Servicing  File during the time the  Purchaser  retains  ownership of a
Mortgage Loan and thereafter in accordance with applicable laws and regulations.

         In addition to the foregoing,  Company shall provide to any supervisory  agents or examiners that regulate
Purchaser,  including  but not limited to, the OTS, the FDIC and other  similar  entities,  access,  during  normal
business  hours,  upon  reasonable  advance  notice to Company  and without  charge to Company or such  supervisory
agents or  examiners,  to any  documentation  regarding the Mortgage  Loans that may be required by any  applicable
regulator.

         Section 2.06.     Transfer of Mortgage Loans.

         The Company  shall keep at its  servicing  office books and records in which,  subject to such  reasonable
regulations as it may  prescribe,  the Company shall note  transfers of Mortgage  Loans.  No transfer of a Mortgage
Loan  may be made  unless  such  transfer  is in  compliance  with  the  terms  hereof.  For the  purposes  of this
Agreement,  the Company shall be under no obligation to deal with any person with respect to this  Agreement or any
Mortgage  Loan  unless a notice  of the  transfer  of such  Mortgage  Loan has been  delivered  to the  Company  in
accordance  with this  Section  2.06 and the books and  records of the  Company  show such person as the new record
owner of the Mortgage  Loan. The Purchaser may,  subject to the terms of this  Agreement,  sell and transfer one or
more of the Mortgage Loans,  provided,  however, that the transferee will not be deemed to be a Purchaser hereunder
binding upon the Company unless such  transferee  shall agree in writing to be bound by the terms of this Agreement
and an original  counterpart  of the  instrument of transfer in an  Assignment  and  Assumption  of this  Agreement
substantially  in the form of  Exhibit  D hereto  executed  by the  transferee  shall  have been  delivered  to the
Company.  The  Purchaser  also shall advise the Company of the  transfer.  Upon receipt of notice of the  transfer,
the Company shall mark its books and records to reflect the ownership of the Mortgage Loans of such  assignee,  and
the previous  Purchaser  shall be released from its  obligations  hereunder with respect to the Mortgage Loans sold
or transferred.

         If the  Purchaser  sells or transfers  any of the  Mortgage  Loans,  the Company  shall not be required to
service the  Mortgage  Loans for more than four (4) new record  owners,  without the prior  written  consent of the
Company.

         Section 2.07      Delivery of Mortgage Loan Documents.

                  The  Company  shall  deliver and release to the  Purchaser  or its  designee  the  Mortgage  Loan
Documents in accordance  with the terms of this  Agreement..  If the Company cannot  deliver the original  recorded
Mortgage Loan Documents or the original policy of title insurance,  including riders and endorsements  thereto,  on
the related  Closing Date,  the Company  shall,  promptly  upon receipt  thereof and in any case not later than 120
days from the related Closing Date,  deliver such original  documents,  including original recorded  documents,  to
the  Purchaser  or its designee  (unless the Company is delayed in making such  delivery by reason of the fact that
such documents  shall not have been returned by the  appropriate  recording  office).  If delivery is not completed
within 120 days solely due to delays in making such  delivery by reason of the fact that such  documents  shall not
have been returned by the appropriate  recording office,  Company shall deliver such document to Purchaser,  or its
designee,  within such time period as specified in a Company's Officer's  Certificate.  In the event that documents
have not been  received by the date  specified in the  Company's  Officer's  Certificate,  a  subsequent  Company's
Officer's  Certificate  shall be delivered by such date  specified in the prior  Company's  Officer's  Certificate,
stating a revised date for receipt of  documentation.  The procedure  shall be repeated  until the  documents  have
been  received  and  delivered.  If delivery is not  completed  within 180 days solely due to delays in making such
delivery  by reason of the fact that such  documents  shall not have been  returned  by the  appropriate  recording
office,  the Company  shall  continue to use its best  efforts to effect  delivery as soon as possible  thereafter,
provided that if such  documents are not delivered by the 270th day from the date of the related  Closing Date, the
Company shall  repurchase  the related  Mortgage  Loans at the  Repurchase  Price in  accordance  with Section 3.03
hereof.

         The Company shall pay all initial  recording  fees, if any, for the  assignments of mortgage and any other
fees in connection  with the transfer of all original  documents to the  Purchaser or its  designee.  Company shall
prepare,  in recordable form, all assignments of mortgage  necessary to assign the Mortgage Loans to Purchaser,  or
its designee.  Company shall be responsible for recording the assignments of mortgage at the Purchasers direction.

         Company  shall  provide an original or duplicate  original of the title  insurance  policy to Purchaser or
its  designee  within  ninety (90) days of the receipt of the  recorded  documents  (required  for issuance of such
policy) from the applicable recording office.

         Any review by the  Purchaser,  or its designee,  of the Mortgage Files shall in no way alter or reduce the
Company's obligations hereunder.

         If the  Purchaser or its designee  discovers  any defect with respect to a Mortgage  File,  the  Purchaser
shall,  or shall cause its  designee  to, give  written  specification  of such defect to the Company  which may be
given in the  exception  report or the  certification  delivered  pursuant to this  Section  2.07,  or otherwise in
writing and the Company shall cure or repurchase such Mortgage Loan in accordance with Section 3.03.

         The  Company  shall  forward  to  the  Purchaser,  or  its  designee,  original  documents  evidencing  an
assumption,  modification,  consolidation or extension of any Mortgage Loan entered into in accordance with Section
4.01 or 6.01  within  two  weeks of  their  execution;  provided,  however,  that the  Company  shall  provide  the
Purchaser,  or its designee,  with a certified true copy of any such document  submitted for recordation within two
weeks of its  execution,  and shall  provide the original of any document  submitted for  recordation  or a copy of
such document  certified by the appropriate  public recording office to be a true and complete copy of the original
within two weeks following receipt of the original documents by the Company.

         From time to time the Company may have a need for Mortgage Loan  Documents to be released from  Purchaser,
or its designee.  Purchaser  shall, or shall cause its designee,  upon the written  request of the Company,  within
ten (10) Business Days, deliver to the Company,  any requested  documentation  previously delivered to Purchaser as
part of the Mortgage File,  provided that such  documentation is promptly  returned to Purchaser,  or its designee,
when the Company no longer  requires  possession of the  document,  and provided that during the time that any such
documentation  is held by the Company,  such  possession  is in trust for the benefit of  Purchaser.  Company shall
indemnify Purchaser,  and its designee,  from and against any and all losses, claims,  damages,  penalties,  fines,
forfeitures,  costs and expenses  (including court costs and reasonable  attorney's fees) resulting from or related
to the loss, damage, or misplacement of any documentation delivered to Company pursuant to this paragraph.

         Section 2.08      Quality Control Procedures.

         The  Company  must have an internal  quality  control  program  that  verifies,  on a regular  basis,  the
existence  and  accuracy  of  the  legal  documents,  credit  documents,   property  appraisals,  and  underwriting
decisions.  The program must be capable of evaluating  and monitoring  the overall  quality of its loan  production
and  servicing  activities.  The  program is to ensure  that the  Mortgage  Loans are  originated  and  serviced in
accordance  with  prudent  mortgage  banking  practices  and  accounting   principles;   guard  against  dishonest,
fraudulent,  or negligent acts; and guard against errors and omissions by officers,  employees, or other authorized
persons.

         Section 2.09      Modification of Obligations.

         Purchaser may, without any notice to Company, extend,  compromise,  renew, release, change, modify, adjust
or alter,  by operation of law or otherwise,  any of the  obligations of the Mortgagors or other persons  obligated
under a Mortgage Loan without  releasing or otherwise  affecting the  obligations of Company under this  Agreement,
or with respect to such Mortgage Loan, except to the extent Purchaser's  extension,  compromise,  release,  change,
modification,  adjustment,  or alteration  affects Company's ability to collect the Mortgage Loan or realize on the
security of the Mortgage, but then only to the extent such action has such effect.


                                                    ARTICLE III

                                         REPRESENTATIONS AND WARRANTIES OF
                                 THE COMPANY; REPURCHASE; REVIEW OF MORTGAGE LOANS

         Section 3.01      Representations and Warranties of the Company.

         The Company  represents,  warrants and covenants to the Purchaser  that, as of the related Closing Date or
as of such date specifically provided herein:

         (a)      The Company is a corporation,  duly  organized,  validly  existing and in good standing under the
laws of the  United  States of  America  and has all  licenses  necessary  to carry out its  business  as now being
conducted,  and is licensed and qualified to transact  business in and is in good  standing  under the laws of each
state in which any Mortgaged  Property is located or is otherwise  exempt under  applicable law from such licensing
or qualification  or is otherwise not required under  applicable law to effect such licensing or qualification  and
no demand for such licensing or  qualification  has been made upon such Company by any such state, and in any event
such  Company  is in  compliance  with  the  laws  of any  such  state  to  the  extent  necessary  to  ensure  the
enforceability  of each Mortgage Loan and the servicing of the Mortgage Loans in accordance  with the terms of this
Agreement;

         (b) The  Company  has the full power and  authority  and legal  right to hold,  transfer  and convey  each
Mortgage  Loan, to sell each Mortgage Loan and to execute,  deliver and perform,  and to enter into and  consummate
all  transactions  contemplated  by this  Agreement  and to conduct its business as presently  conducted,  has duly
authorized the execution,  delivery and performance of this Agreement and any agreements  contemplated  hereby, has
duly executed and delivered this Agreement,  and any agreements  contemplated  hereby,  and this Agreement and each
Assignment  to the  Purchaser  and any  agreements  contemplated  hereby,  constitutes  a legal,  valid and binding
obligation  of the Company,  enforceable  against it in  accordance  with its terms,  and all  requisite  corporate
action has been taken by the  Company to make this  Agreement  and all  agreements  contemplated  hereby  valid and
binding upon the Company in accordance with their terms;

         (c)  Neither  the  execution  and  delivery  of this  Agreement,  nor the  origination  or purchase of the
Mortgage  Loans  by the  Company,  the  sale of the  Mortgage  Loans  to the  Purchaser,  the  consummation  of the
transactions  contemplated  hereby,  or the  fulfillment  of or  compliance  with the terms and  conditions of this
Agreement  will  conflict with any of the terms,  conditions  or provisions of the Company's  charter or by-laws or
materially  conflict  with or result in a material  breach of any of the terms,  conditions  or  provisions  of any
legal  restriction  or any agreement or instrument to which the Company is now a party or by which it is bound,  or
constitute a default or result in an acceleration  under any of the foregoing,  or result in the material violation
of any law, rule,  regulation,  order,  judgment or decree to which the Company or its  properties are subject,  or
impair the ability of the Purchaser to realize on the Mortgage Loans.

         (d) There is no  litigation,  suit,  proceeding  or  investigation  pending  or, to the best of  Company's
knowledge,  threatened,  or any order or decree  outstanding,  with respect to the Company which, either in any one
instance or in the aggregate,  is reasonably  likely to have a material  adverse effect on the sale of the Mortgage
Loans, the execution,  delivery,  performance or enforceability of this Agreement, or which is reasonably likely to
have a material adverse effect on the financial condition of the Company.

         (e) No  consent,  approval,  authorization  or  order  of any  court  or  governmental  agency  or body is
required for the  execution,  delivery and  performance  by the Company of or  compliance  by the Company with this
Agreement,  or the  sale of the  Mortgage  Loans  and  delivery  of the  Mortgage  Files  to the  Purchaser  or the
consummation of the transactions  contemplated by this Agreement,  except for consents,  approvals,  authorizations
and orders which have been obtained;

         (f) The  consummation  of the  transactions  contemplated  by this Agreement is in the ordinary  course of
business of the Company and Company,  and the transfer,  assignment  and  conveyance of the Mortgage  Notes and the
Mortgages  by the Company  pursuant to this  Agreement  are not subject to bulk  transfer or any similar  statutory
provisions in effect in any applicable jurisdiction;

         (g) The  origination  and  servicing  practices  used by the Company and any prior  originator or servicer
with  respect to each  Mortgage  Note and  Mortgage  have been legal and in  accordance  with  applicable  laws and
regulations  and the  Mortgage  Loan  Documents,  and in all material  respects  proper and prudent in the mortgage
origination  and servicing  business.  Each Mortgage Loan has been serviced in all material  respects with Accepted
Servicing  Practices.  With respect to escrow deposits and payments that the Company, on behalf of an investor,  is
entitled to collect,  all such payments are in the possession  of, or under the control of, the Company,  and there
exist no  deficiencies  in connection  therewith for which customary  arrangements  for repayment  thereof have not
been  made.  All escrow  payments  have been  collected  in full  compliance  with  state and  federal  law and the
provisions of the related  Mortgage  Note and  Mortgage.  As to any Mortgage Loan that is the subject of an escrow,
escrow of funds is not  prohibited by applicable law and has been  established  in an amount  sufficient to pay for
every  escrowed item that remains unpaid and has been assessed but is not yet due and payable.  No escrow  deposits
or other  charges or payments due under the Mortgage Note have been  capitalized  under any Mortgage or the related
Mortgage Note;

         (h)      INTENTIONALLY LEFT BLANK

         (i)      The Company will treat the sale of the Mortgage  Loans to the  Purchaser as a sale for  reporting
and accounting purposes and, to the extent appropriate, for federal income tax purposes;

         (j)      Company is an approved  seller/servicer  of residential  mortgage loans for Fannie Mae, FHLMC and
HUD, with such  facilities,  procedures  and personnel  necessary for the sound  servicing of such mortgage  loans.
The Company is duly qualified,  licensed,  registered and otherwise authorized under all applicable federal,  state
and local laws, and regulations,  if applicable,  meets the minimum capital  requirements set forth by the OCC, and
is in good  standing to sell  mortgage  loans to and service  mortgage  loans for Fannie Mae and FHLMC and no event
has  occurred  which would make  Company  unable to comply with  eligibility  requirements  or which would  require
notification to either Fannie Mae or FHLMC;

         (k)      The Company  does not  believe,  nor does it have any cause or reason to believe,  that it cannot
perform each and every covenant  contained in this  Agreement.  The Company is solvent and the sale of the Mortgage
Loans will not cause the Company to become  insolvent.  The sale of the Mortgage Loans is not  undertaken  with the
intent to hinder, delay or defraud any of the Company's creditors;

         (l)      No  statement,  tape,  diskette,  form,  report or other  document  prepared by, or on behalf of,
Company pursuant to this Agreement or in connection with the  transactions  contemplated  hereby,  contains or will
contain any statement that is or will be inaccurate or misleading in any material respect;

         (m)      The Company  acknowledges  and agrees that the Servicing Fee represents  reasonable  compensation
for  performing  such services and that the entire  Servicing Fee shall be treated by the Company,  for  accounting
and tax purposes,  as  compensation  for the servicing and  administration  of the Mortgage  Loans pursuant to this
Agreement.  In the opinion of Company,  the  consideration  received by Company upon the sale of the Mortgage Loans
to Purchaser  under this  Agreement  constitutes  fair  consideration  for the Mortgage  Loans under current market
conditions.

         (n)      Company has  delivered to the  Purchaser  financial  statements  of its parent,  for its last two
complete  fiscal years.  All such financial  information  fairly  presents the pertinent  results of operations and
financial  position for the period  identified and has been prepared in accordance with GAAP  consistently  applied
throughout  the  periods  involved,  except  as set  forth in the  notes  thereto.  There has been no change in the
business,  operations,  financial  condition,  properties  or assets of the Company since the date of the Company's
financial  information  that would have a material  adverse effect on its ability to perform its obligations  under
this Agreement;


         Section 3.02      Representations and Warranties as to Individual Mortgage Loans.

         References in this Section to  percentages  of Mortgage  Loans refer in each case to the percentage of the
aggregate Stated  Principal  Balance of the Mortgage Loans as of the related Cut-off Date, based on the outstanding
Stated  Principal  Balances of the Mortgage  Loans as of the related  Cut-off Date,  and giving effect to scheduled
Monthly  Payments due on or prior to the related Cut-off Date,  whether or not received.  References to percentages
of Mortgaged  Properties  refer, in each case, to the percentages of expected  aggregate Stated Principal  Balances
of the related Mortgage Loans  (determined as described in the preceding  sentence).  The Company hereby represents
and warrants to the Purchaser, as to each Mortgage Loan, as of the related Closing Date as follows:

         (a)      The information set forth in the Mortgage Loan Schedule  attached as Exhibit I is true,  complete
and correct in all material respects as of the related Cut-Off Date;

         (b)      The  Mortgage  creates  a  valid,  subsisting  and  enforceable  first  lien or a first  priority
ownership  interest in an estate in fee simple in real  property  securing  the related  Mortgage  Note  subject to
principles  of  equity,  bankruptcy,  insolvency  and other  laws of general  application  affecting  the rights of
creditors;

         (c) All payments due prior to the related  Cut-off  Date for such  Mortgage  Loan have been made as of the
related  Closing Date; the Mortgage Loan has not been  dishonored;  there are no material  defaults under the terms
of the Mortgage Loan; the Company has not advanced its own funds, or induced,  solicited or knowingly  received any
advance of funds from a party other than the owner of the Mortgaged  Property subject to the Mortgage,  directly or
indirectly,  for the payment of any amount  required by the Mortgage  Loan. As of the related  Closing Date, all of
the Mortgage Loans will have an actual  Interest Paid to Date of their related  Cut-off Date (or later) and will be
due for the scheduled  monthly  payment next  succeeding the Cut-off Date (or later),  as evidenced by a posting to
Company's  servicing  collection  system.  No payment  under any  Mortgage  Loan is  delinquent  as of the  related
Closing  Date nor has any  scheduled  payment  been  delinquent  more than once during the twelve (12) month period
prior to the Cut-off  Date.  For  purposes of this  paragraph,  a Mortgage  Loan will be deemed  delinquent  if any
payment due thereunder was not paid by the Mortgagor in the month such payment was due;

         (d)  There are no  defaults  by  Company  in  complying  with the terms of the  Mortgage,  and all  taxes,
governmental  assessments,  insurance  premiums,  water, sewer and municipal charges,  leasehold payments or ground
rents which  previously  became due and owing have been paid,  or escrow funds have been  established  in an amount
sufficient  to pay for every such  escrowed  item which  remains  unpaid and which has been assessed but is not yet
due and payable;

         (e) The terms of the Mortgage Note and the Mortgage have not been  impaired,  waived,  altered or modified
in any  respect,  except by written  instruments  which have been  recorded to the extent any such  recordation  is
required by law, or,  necessary to protect the interest of the  Purchaser.  No instrument of waiver,  alteration or
modification  has been  executed  except  in  connection  with a  modification  agreement  and  which  modification
agreement  is part of the  Mortgage  File  and the  terms of which  are  reflected  in the  related  Mortgage  Loan
Schedule,  and no Mortgagor has been  released,  in whole or in part,  from the terms thereof  except in connection
with an  assumption  agreement and which  assumption  agreement is part of the Mortgage File and the terms of which
are reflected in the related Mortgage Loan Schedule;  the substance of any such waiver,  alteration or modification
has been approved by the issuer of any related Primary  Mortgage  Insurance Policy and title insurance  policy,  to
the extent required by the related policies;

         (f)  The  Mortgage  Note  and  the  Mortgage  are  not  subject  to  any  right  of  rescission,  set-off,
counterclaim or defense,  including,  without  limitation,  the defense of usury,  nor will the operation of any of
the terms of the Mortgage Note or the Mortgage,  or the exercise of any right thereunder,  render the Mortgage Note
or Mortgage  unenforceable,  in whole or in part, or subject to any right of rescission,  set-off,  counterclaim or
defense,  including the defense of usury,  and no such right of rescission,  set-off,  counterclaim  or defense has
been  asserted  with respect  thereto;  and as of the related  Closing Date the  Mortgagor  was not a debtor in any
state or federal bankruptcy or insolvency proceeding;

         (g) All buildings or other customarily  insured  improvements  upon the Mortgaged  Property are insured by
an insurer  acceptable  under the Fannie Mae or FHLMC Guides,  against loss by fire,  hazards of extended  coverage
and  such  other  hazards  as are  provided  for in the  Fannie  Mae or  FHLMC  Guide,  as well  as all  additional
requirements  set forth in Section 4.10 of this Agreement.  All such standard hazard policies are in full force and
effect and contain a standard  mortgagee  clause  naming the Company and its  successors in interest and assigns as
loss payee and such  clause is still in effect and all  premiums  due  thereon  have been paid.  If required by the
Flood  Disaster  Protection  Act of 1973,  as amended,  the Mortgage  Loan is covered by a flood  insurance  policy
meeting the requirements of the current  guidelines of the Federal Insurance  Administration  which policy conforms
to Fannie Mae or FHLMC  requirements,  as well as all  additional  requirements  set forth in Section  4.10 of this
Agreement.  Such policy was issued by an insurer  acceptable  under  Fannie Mae or FHLMC  guidelines.  The Mortgage
obligates the Mortgagor  thereunder to maintain all such insurance at the Mortgagor's cost and expense,  and on the
Mortgagor's  failure to do so,  authorizes the holder of the Mortgage to maintain such insurance at the Mortgagor's
cost and  expense and to seek  reimbursement  therefor  from the  Mortgagor.  Neither  the  Company  (nor any prior
originator or servicer of any of the Mortgage  Loans) nor any  Mortgagor  has engaged in any act or omission  which
has  impaired or would  impair the  coverage of any such  policy,  the  benefits of the  endorsement  provided  for
herein, or the validity and binding effect of either;

         (h) Any and all  requirements of any federal,  state or local law including,  without  limitation,  usury,
truth-in-lending,  real estate  settlement  procedures,  consumer credit  protection,  equal credit  opportunity or
disclosure  laws  applicable to the Mortgage Loan have been  complied  with in all material  respects.  None of the
Mortgage  Loans  are (a)  loans  subject  to 12 CFR Part  226.31,  12 CFR Part  226.32  or 12 CFR  Part  226.34  of
Regulation Z, the regulation  implementing  TILA, which implements the Home Ownership and Equity  Protection Act of
1994, as amended or (b)  classified  and/or  defined as a "high cost",  "covered",  or  "predatory"  loan under any
other  state,  federal or local law or  regulation  or  ordinance,  including,  but not  limited  to, the States of
Georgia and North Carolina and the City of New York. The Company  maintains,  and shall maintain,  evidence of such
compliance as required by applicable  law or regulation  and shall make such evidence  available for  inspection at
the Company's office during normal business hours upon reasonable advance notice;

         (i) The Mortgage has not been  satisfied,  canceled or  subordinated,  in whole or in part,  or rescinded,
and the Mortgaged  Property has not been  released  from the lien of the Mortgage,  in whole or in part nor has any
instrument  been  executed that would effect any such  release,  cancellation,  subordination  or  rescission.  The
Company has not waived the performance by the Mortgagor of any action,  if the Mortgagor's  failure to perform such
action would cause the Mortgage Loan to be in default,  nor has the Company  waived any default  resulting from any
action or inaction by the Mortgagor;

         (j)      The  Mortgage is a valid,  subsisting,  enforceable  and  perfected  first lien on the  Mortgaged
Property,  including all buildings on the Mortgaged  Property and all  installations  and  mechanical,  electrical,
plumbing,  heating and air  conditioning  systems  affixed to such  buildings,  and all additions,  alterations and
replacements  made at any time with  respect to the  foregoing  securing  the Mortgage  Note's  original  principal
balance subject to principles of equity,  bankruptcy,  insolvency and other laws of general  application  affecting
the rights of creditors.  The Mortgage and the Mortgage  Note do not contain any evidence of any security  interest
or other  interest or right  thereto.  Such lien is free and clear of all adverse  claims,  liens and  encumbrances
having  priority over the first lien of the Mortgage  subject only to (1) the lien of  non-delinquent  current real
property taxes and  assessments  not yet due and payable,  (2) covenants,  conditions and  restrictions,  rights of
way,  easements  and other  matters  of the  public  record as of the date of  recording  which are  acceptable  to
mortgage  lending  institutions  generally  and either (A) which are  referred to in the lender's  title  insurance
policy  delivered to the  originator  or otherwise  considered  in the  appraisal  made for the  originator  of the
Mortgage  Loan,  or (B) which do not  adversely  affect the  residential  use or Appraised  Value of the  Mortgaged
Property as set forth in such  appraisal,  and (3) other  matters to which like  properties  are  commonly  subject
which do not individually or in the aggregate  materially  interfere with the benefits of the security  intended to
be provided by the Mortgage or the use, enjoyment,  value or marketability of the related Mortgaged  Property.  Any
security  agreement,  chattel  mortgage or equivalent  document  related to and  delivered in  connection  with the
Mortgage  Loan  establishes  and  creates a valid,  subsisting,  enforceable  and  perfected  first  lien and first
priority  security  interest  on the  property  described  therein,  and the Company has the full right to sell and
assign the same to the Purchaser;

         (k) The Mortgage  Note and the related  Mortgage  are  original  and genuine and each is the legal,  valid
and binding  obligation of the maker thereof,  enforceable in all respects in accordance  with its terms subject to
principles  of  equity,  bankruptcy,  insolvency  and other  laws of general  application  affecting  the rights of
creditors,  and the  Company  has taken all action  necessary  to transfer  such  rights of  enforceability  to the
Purchaser.  All parties to the Mortgage  Note and the  Mortgage  had the legal  capacity to enter into the Mortgage
Loan and to execute and deliver the Mortgage  Note and the  Mortgage.  The  Mortgage  Loan  Documents  are on forms
acceptable  to Fannie Mae and FHLMC.  The Mortgage  Note and the Mortgage  have been duly and properly  executed by
such parties.  No fraud,  error,  omission,  misrepresentation,  negligence or similar occurrence with respect to a
Mortgage Loan has taken place on the part of Company or the  Mortgagor,  or on the part of any other party involved
in the  origination  or  servicing  of the  Mortgage  Loan.  The  proceeds  of the  Mortgage  Loan have been  fully
disbursed  and  there  is no  requirement  for  future  advances  thereunder,  and any and all  requirements  as to
completion of any on-site or off-site  improvements  and as to disbursements of any escrow funds therefor have been
complied  with. All costs,  fees and expenses  incurred in making or closing the Mortgage Loan and the recording of
the  Mortgage  were paid,  and the  Mortgagor  is not  entitled to any refund of any amounts  paid or due under the
Mortgage Note or Mortgage;

         (l) The Company is the sole owner and holder of the Mortgage  Loan and the  indebtedness  evidenced by the
Mortgage Note.  Upon the sale of the Mortgage Loan to the  Purchaser,  the Company will retain the Mortgage File or
any part thereof with respect  thereto not  delivered to the  Purchaser or the  Purchaser's  designee in trust only
for the purpose of  servicing  and  supervising  the  servicing  of the  Mortgage  Loan.  Immediately  prior to the
transfer and assignment to the Purchaser,  the Mortgage  Loan,  including the Mortgage Note and the Mortgage,  were
not  subject to an  assignment,  sale or pledge to any person  other than  Purchaser,  and the Company had good and
marketable  title to and was the sole owner  thereof and had full right to transfer and sell the  Mortgage  Loan to
the Purchaser free and clear of any encumbrance,  equity, lien, pledge,  charge, claim or security interest and has
the full right and authority  subject to no interest or  participation  of, or agreement  with, any other party, to
sell and assign the Mortgage Loan pursuant to this  Agreement  and  following  the sale of the Mortgage  Loan,  the
Purchaser will own such Mortgage Loan free and clear of any  encumbrance,  equity,  participation  interest,  lien,
pledge,  charge, claim or security interest.  The Company intends to relinquish all rights to possess,  control and
monitor  the  Mortgage  Loan,  except  for the  purposes  of  servicing  the  Mortgage  Loan as set  forth  in this
Agreement.  After the related  Closing  Date,  the Company  will not have any right to modify or alter the terms of
the sale of the Mortgage  Loan and the Company will not have any  obligation  or right to  repurchase  the Mortgage
Loan or substitute  another Mortgage Loan,  except as provided in this Agreement,  or as otherwise agreed to by the
Company and the Purchaser;

         (m) Each Mortgage Loan is either (a) the subject of an attorney  title  certificate  or opinion  delivered
at the  origination  of the Mortgage Loan which states that the mortgage is a first lien on the Mortgaged  Property
or (b)  covered  by an ALTA  lender's  title  insurance  policy  or other  generally  acceptable  form of policy or
insurance  acceptable to Fannie Mae or FHLMC (including  adjustable rate  endorsements),  issued by a title insurer
acceptable to Fannie Mae or FHLMC and  qualified to do business in the  jurisdiction  where the Mortgaged  Property
is  located,  insuring  (subject  to the  exceptions  contained  in (j)(1),  (2) and (3) above)  the  Company,  its
successors  and assigns,  as to the first  priority  lien of the Mortgage in the original  principal  amount of the
Mortgage Loan and against any loss by reason of the invalidity or  unenforceability  of the lien resulting from the
provisions of the Mortgage  providing  for  adjustment in the Mortgage  Interest  Rate and Monthly  Payment.  Where
required by state law or  regulation,  the  Mortgagor has been given the  opportunity  to choose the carrier of the
required mortgage title insurance.  The Company,  its successors and assigns,  is the sole insured of such lender's
title  insurance  policy,  such title insurance  policy has been duly and validly  endorsed to the Purchaser or the
assignment to the Purchaser of the Company's  interest  therein does not require the consent of or  notification to
the  insurer and such  lender's  title  insurance  policy is in full force and effect and will be in full force and
effect upon the  consummation of the  transactions  contemplated by this Agreement.  No claims have been made under
such  lender's  title  insurance  policy,  and no prior holder or servicer of the related  Mortgage,  including the
Company,  nor any Mortgagor to the best of knowledge,  has done,  by act or omission,  anything  which would impair
the coverage of such lender's title insurance policy;

         (n) There is no default,  breach,  violation or event of  acceleration  existing under the Mortgage or the
related  Mortgage Note and no event which,  with the passage of time or with notice and the expiration of any grace
or cure period, would constitute a default,  breach,  violation or event permitting  acceleration;  and neither the
Company, nor any prior mortgagee has waived any default, breach, violation or event permitting acceleration;

         (o) There  are no  mechanics'  or  similar  liens or  claims  which  have  been  filed for work,  labor or
material  (and no rights are  outstanding  that  under law could give rise to such  liens)  affecting  the  related
Mortgaged Property which are or may be liens prior to or equal to the lien of the related Mortgage;

         (p) As of the  origination  date of such Mortgage  Loan,  all  improvements  subject to the Mortgage which
were considered in determining  the appraised value of the Mortgaged  Property lay wholly within the boundaries and
building  restriction lines of the Mortgaged  Property (and wholly within the project with respect to a condominium
unit) and to the best of Company's  knowledge,  no improvements on adjoining properties encroach upon the Mortgaged
Property except those which are insured  against by the title insurance  policy referred to in clause (m) above and
all improvements on the property comply with all applicable zoning and subdivision laws and ordinances;

         (q) Each  Mortgage  Loan was  originated  by or for the  Company  pursuant  to,  and  conforms  with,  the
Company's  underwriting  guidelines attached as Exhibit H hereto. The Mortgage Loan bears interest at an adjustable
rate as set forth in the related  Mortgage Loan Schedule,  and Monthly Payments under the Mortgage Note are due and
payable  on the first day of each  month.  The  Mortgage  contains  the usual  and  enforceable  provisions  of the
Company at the time of  origination  for the  acceleration  of the  payment of the unpaid  principal  amount of the
Mortgage Loan if the related Mortgaged Property is sold without the prior consent of the mortgagee thereunder;

         (r) The  Mortgaged  Property  is not  subject  to any  material  damage or is fully  insured to cover such
damage.  At origination  of the Mortgage Loan there was not,  since  origination of the Mortgage Loan there has not
been,  and there  currently  is no  proceeding  pending  for the total or  partial  condemnation  of the  Mortgaged
Property.  The Company has not  received  notification  that any such  proceedings  are  scheduled to commence at a
future date;

         (s) The related Mortgage  contains  customary and enforceable  provisions such as to render the rights and
remedies of the holder thereof adequate for the realization  against the Mortgaged  Property of the benefits of the
security provided  thereby,  including,  (1) in the case of a Mortgage  designated as a deed of trust, by trustee's
sale,  and (2)  otherwise  by judicial  foreclosure.  There is no  homestead  or other  exemption  available to the
Mortgagor which would  interfere with the right to sell the Mortgaged  Property at a trustee's sale or the right to
foreclose the Mortgage;

         (t) If the Mortgage  constitutes a deed of trust,  a trustee,  authorized  and duly  qualified if required
under  applicable  law to act as such,  has been  properly  designated  and currently so serves and is named in the
Mortgage,  and no fees or  expenses,  except as may be  required by local law,  are or will  become  payable by the
Purchaser to the trustee under the deed of trust,  except in  connection  with a trustee's  sale or attempted  sale
after default by the Mortgagor;

         (u) The Mortgage File contains an appraisal of the related  Mortgaged  Property  signed prior to the final
approval of the mortgage loan application by a Qualified  Appraiser,  approved by the Company, who had no interest,
direct or indirect,  in the Mortgaged Property or in any loan made on the security thereof,  and whose compensation
is not affected by the approval or  disapproval  of the Mortgage Loan, and the appraisal and appraiser both satisfy
the  requirements  of  Fannie  Mae or  FHLMC  and  Title  XI of the  Federal  Institutions  Reform,  Recovery,  and
Enforcement  Act of 1989 and the  regulations  promulgated  thereunder,  all as in effect on the date the  Mortgage
Loan was originated.  The appraisal is in a form acceptable to Fannie Mae or FHLMC;

         (v) All parties which have had any interest in the Mortgage,  whether as mortgagee,  assignee,  pledgee or
otherwise,  are (or,  during the period in which they held and disposed of such  interest,  were) (A) in compliance
with any and all  applicable  licensing  requirements  of the laws of the state wherein the  Mortgaged  Property is
located,  and (B) (1) organized  under the laws of such state,  or (2)  qualified to do business in such state,  or
(3) federal  savings and loan  associations  or national  banks or a Federal  Home Loan Bank or savings bank having
principal offices in such state, or (4) not doing business in such state;

         (w) The related  Mortgage  Note is not and has not been secured by any  collateral  except the lien of the
corresponding  Mortgage  and the  security  interest  of any  applicable  security  agreement  or chattel  mortgage
referred to above and such collateral does not serve as security for any other obligation;

         (x) The Mortgagor has received and has executed,  where applicable,  all disclosure  materials required by
applicable law with respect to the making of such mortgage loans;

         (y) The Mortgage  Loan does not contain  balloon or  "graduated  payment"  features;  No Mortgage  Loan is
subject to a buydown agreement or contains any buydown provision;

         (z) The  Mortgagor  is not in  bankruptcy  and,  the  Mortgagor  is not  insolvent  and the Company has no
knowledge of any circumstances or conditions with respect to the Mortgage,  the Mortgaged  Property,  the Mortgagor
or the  Mortgagor's  credit  standing that could  reasonably be expected to cause  investors to regard the Mortgage
Loan as an unacceptable  investment,  cause the Mortgage Loan to become delinquent,  or materially adversely affect
the value or marketability of the Mortgage Loan;

         (aa) If  applicable,  the Index for the  Mortgage  Loans is a rate per annum  equal to the weekly  average
yield on United States Treasury  securities  adjusted to a constant  maturity of one (1) year, as made available by
the  Federal  Reserve  Board.  Each  Mortgage  Loan bears  interest  based upon a thirty (30) day month and a three
hundred  and sixty (360) day year.  The  Mortgage  Loans have an original  term to maturity of not more than thirty
(30) years,  with interest  payable in arrears on the first day of each month.  As to each  Mortgage  Loan, on each
applicable  Adjustment  Date, the Mortgage  Interest Rate will be adjusted to equal the sum of the Index,  plus the
applicable  Margin;  provided,  that the Mortgage  Interest  Rate, on each  applicable  Adjustment  Date,  will not
increase by more than the Initial  Rate Cap or Periodic  Rate Cap, as  applicable.  Over the term of each  Mortgage
Loan,  the Mortgage  Interest  Rate will not exceed such  Mortgage  Loan's  Lifetime Rate Cap. None of the Mortgage
Loans are "interest-only"  Mortgage Loans or "negative  amortization" Mortgage Loans. Each Mortgage Note requires a
monthly  payment which is sufficient (a) during the period prior to the first  adjustment to the Mortgage  Interest
Rate, to fully  amortize the original  principal  balance over the original term thereof and to pay interest at the
related  Mortgage  Interest Rate, and (b) during the period  following each Adjustment  Date, to fully amortize the
outstanding  principal  balance as of the first day of such period over the then  remaining  term of such  Mortgage
Note and to pay interest at the related  Mortgage  Interest Rate. The Mortgage Note provides that when the Mortgage
Interest Rate changes on an Adjustment  Date, the then outstanding  principal  balance will be reamortized over the
remaining life of the Mortgage  Loan. No Mortgage Loan contains terms or provisions  which would result in negative
amortization.   None of the Mortgage Loans are considered agricultural loans;

         (bb)  (INTENTIONALLY LEFT BLANK)

         (cc)  (INTENTIONALLY LEFT BLANK)

         (dd)  (INTENTIONALLY LEFT BLANK)

         (ee)  (INTENTIONALLY LEFT BLANK)

         (ff)  (INTENTIONALLY LEFT BLANK)

         (gg)  (INTENTIONALLY LEFT BLANK)

         (hh)     In the event the Mortgage  Loan had an LTV at  origination  greater than  80.00%,  such  Mortgage
Loan is and will be subject to a Primary Mortgage  Insurance  Policy issued by a Qualified  Insurer in the coverage
amount set forth on the Mortgage Loan Schedule.  All of the aforementioned  Mortgage Loans are currently insured as
to payment  defaults  by a Primary  Mortgage  Insurance  Policy  issued by a Qualified  Insurer  unless the Primary
Mortgage  Insurance Policy has been cancelled due to Mortgagor  request (and in accordance with federal,  state and
local laws and  regulations)  and the  Current  LTV of the  Mortgage  Loan has been  reduced  below  80.00% (all as
reflected on the related  Mortgage Loan  Schedule).  No Mortgage  Loan has an LTV over 95%. All  provisions of such
Primary  Mortgage  Insurance Policy have been and are being complied with, such policy is in full force and effect,
and all premiums due thereunder  have been paid. No Mortgage Loan requires  payment of such  premiums,  in whole or
in part, by the  Purchaser.  No action,  inaction,  or event has occurred and no state of facts exists that has, or
will result in the  exclusion  from,  denial of, or defense to  coverage.  Any  Mortgage  Loan subject to a Primary
Mortgage  Insurance Policy obligates the Mortgagor  thereunder to maintain the Primary Mortgage  Insurance  Policy,
subject to state and federal law, and to pay all premiums and charges in connection  therewith.  No action has been
taken or failed to be taken,  on or prior to the Closing  Date which has  resulted  or will result in an  exclusion
from,  denial  of, or  defense  to  coverage  under any  Primary  Mortgage  Insurance  Policy  (including,  without
limitation,  any  exclusions,  denials or  defenses  which  would  limit or reduce the  availability  of the timely
payment of the full amount of the loss  otherwise due  thereunder to the insured)  whether  arising out of actions,
representations,  errors, omissions,  negligence, or fraud of the Company or the Mortgagor, or for any other reason
under such  coverage;  The mortgage  interest rate for the Mortgage Loan as set forth on the related  Mortgage Loan
Schedule is net of any such insurance  premium.  None of the Mortgage Loans are subject to  "lender-paid"  mortgage
insurance;

         (ii)     The  Assignment is in  recordable  form and is  acceptable  for  recording  under the laws of the
jurisdiction in which the Mortgaged Property is located;

         (jj)     None of the  Mortgage  Loans are  secured by an interest in a  leasehold  estate.  The  Mortgaged
Property is located in the state  identified  in the related  Mortgage  Loan  Schedule  and consists of a parcel of
real property with a detached single family residence  erected  thereon,  or a townhouse,  or a two-to  four-family
dwelling,  or an individual  condominium  unit in a condominium  project,  or an individual  unit in a planned unit
development  or a de minimis  planned  unit  development,  provided,  however,  that no  residence or dwelling is a
single parcel of real property with a manufactured  home not affixed to a permanent  foundation,  or a mobile home.
Any condominium unit or planned unit development  conforms with the Company's  underwriting  guidelines.  As of the
date of  origination,  no  portion  of any  Mortgaged  Property  is used for  commercial  purposes,  and  since the
Origination Date, no portion of any Mortgaged Property has been, or currently is, used for commercial purposes;

         (kk)     Payments  on the  Mortgage  Loan  commenced  no more than  sixty  (60) days  after the funds were
disbursed in  connection  with the Mortgage  Loan.  The Mortgage  Note is payable on the first day of each month in
monthly  installments of principal and interest,  which  installments  are subject to change due to the adjustments
to the Mortgage  Interest Rate on each Adjustment  Date, with interest  calculated and payable in arrears.  Each of
the Mortgage Loans will amortize fully by the stated  maturity date,  over an original term of not more than thirty
years from commencement of amortization;

         (ll)     To the best of  knowledge,  as of the Closing Date of the Mortgage  Loan,  the Mortgage  Property
was lawfully occupied under applicable law, and all inspections,  licenses and certificates  required to be made or
issued with respect to all occupied  portions of the Mortgaged  Property and, with respect to the use and occupancy
of the same, including but not limited to certificates of occupancy and fire underwriting  certificates,  have been
made or obtained from the appropriate authorities;

         (mm)     There is no pending  action or proceeding  directly  involving  the  Mortgaged  Property in which
compliance with any environmental  law, rule or regulation is an issue;  there is no violation of any environmental
law, rule or  regulation  with respect to the  Mortgaged  Property;  and the Company has not received any notice of
any  environmental  hazard on the Mortgaged  Property and nothing further remains to be done to satisfy in full all
requirements  of each such law,  rule or  regulation  constituting  a  prerequisite  to use and  enjoyment  of said
property;

         (nn)     The  Mortgagor  has not  notified  the  Company,  and the Company has no  knowledge of any relief
requested or allowed to the Mortgagor under the Soldiers' and Sailors' Civil Relief Act of 1940;

         (oo) No Mortgage Loan is a  construction  or  rehabilitation  Mortgage Loan or was made to facilitate  the
trade-in or exchange of a Mortgaged Property;

         (pp)     The Mortgagor for each Mortgage Loan is a natural person;

         (qq)     (INTENTIONALLY LEFT BLANK)

         (rr)     [None of the Mortgage Loans are Co-op Loans];

         (ss)     (INTENTIONALLY LEFT BLANK)

         (tt)     (INTENTIONALLY LEFT BLANK)

         (uu)     (INTENTIONALLY LEFT BLANK)

         (vv) The  Mortgage  Loan was  originated  by a mortgagee  approved by the  Secretary  of Housing and Urban
Development  pursuant to sections  203 and 211 of the  National  Housing  Act, a savings  and loan  association,  a
savings bank, a commercial bank,  credit union,  insurance  company or similar  institution which is supervised and
examined by a federal or state authority;

         (ww) None of the Mortgage Loans are simple  interest  Mortgage Loans and none of the Mortgaged  Properties
are timeshares;

     (xx) All of the terms of the Mortgage pertaining to interest rate adjustments, payment adjustments and
     adjustments of the outstanding principal balance are enforceable, all such adjustments have been properly
     made, including the mailing of required notices, and such adjustments do not and will not affect the
     priority of the Mortgage lien.  With respect to each Mortgage Loan which has passed its initial Adjustment
     Date, Company has performed an audit of the Mortgage Loan to determine whether all interest rate adjustments
     have been made in accordance with the terms of the Mortgage Note and Mortgage; and


         (yy) Each Mortgage Note,  each Mortgage,  each  Assignment and any other  documents  required  pursuant to
this  Agreement to be delivered to the Purchaser or its  designee,  or its assignee for each  Mortgage  Loan,  have
been, on or before the related Closing Date, delivered to the Purchaser or its designee, or its assignee;

         Section 3.03      Repurchase; Substitution; Near-Term Principal Prepayments.

         It is understood  and agreed that the  representations  and warranties set forth in Sections 3.01 and 3.02
shall survive the sale of the Mortgage Loans and delivery of the Mortgage Loan  Documents to the Purchaser,  or its
designee,  and  shall  inure  to the  benefit  of the  Purchaser,  notwithstanding  any  restrictive  or  qualified
endorsement on any Mortgage Note or Assignment or the  examination,  or lack of examination,  of any Mortgage File.
Upon  discovery by either the Company or the  Purchaser  of a breach of any of the  foregoing  representations  and
warranties  which  materially  and  adversely  affects  the  value of the  Mortgage  Loans or the  interest  of the
Purchaser in any Mortgage  Loan, the party  discovering  such breach shall give prompt written notice to the other.
The Company  shall have a period of sixty (60) days from the earlier of its  discovery  or its receipt of notice of
any such breach within which to correct or cure such breach.  The Company  hereby  covenants and agrees that if any
such breach is not corrected or cured within such sixty day period,  the Company shall, at the  Purchaser's  option
and not later than  ninety (90) days of its  discovery  or its receipt of notice of such  breach,  repurchase  such
Mortgage  Loan at the  Repurchase  Price or, with the  Purchaser's  prior consent and at  Purchaser's  sole option,
substitute a Mortgage Loan as provided  below.  In the event that any such breach shall involve any  representation
or  warranty  set forth in Section  3.01,  and such  breach is not cured  within  sixty (60) days of the earlier of
either  discovery  by or notice to the Company of such  breach,  all  Mortgage  Loans  shall,  at the option of the
Purchaser,  be repurchased by the Company at the Repurchase  Price.  Any such  repurchase  shall be accomplished by
wire transfer of immediately available funds to Purchaser in the amount of the Repurchase Price.

         If the Company is required to repurchase  any Mortgage  Loan  pursuant to this Section  3.03,  the Company
may, with the Purchaser's  prior consent and at Purchaser's  sole option,  within ninety (90) days from the related
Closing  Date,  remove  such  defective  Mortgage  Loan from the terms of this  Agreement  and  substitute  another
mortgage  loan for such  defective  Mortgage  Loan, in lieu of  repurchasing  such  defective  Mortgage  Loan.  Any
substitute  Mortgage  Loan is subject to  Purchaser  acceptability.  Any  substituted  Loans will  comply  with the
representations and warranties set forth in this Agreement as of the substitution date

         At the option of the  Purchaser,  the Company  shall  repurchase  any Mortgage Loan which has become 30 or
more days delinquent, at any time, prior to June 1, 2003.

         The Company  shall amend the  related  Mortgage  Loan  Schedule to reflect the  withdrawal  of the removed
Mortgage Loan from this  Agreement and the  substitution  of such  substitute  Mortgage  Loan  therefor.  Upon such
amendment,  the  Purchaser  shall review the Mortgage  File  delivered  to it relating to the  substitute  Mortgage
Loan.  In the event of such a  substitution,  accrued  interest on the  substitute  Mortgage  Loan for the month in
which the  substitution  occurs and any Principal  Prepayments made thereon during such month shall be the property
of the Purchaser and accrued  interest for such month on the Mortgage Loan for which the  substitution  is made and
any  Principal  Prepayments  made thereon  during such month shall be the property of the  Company.  The  principal
payment on a substitute  Mortgage  Loan due on the Due Date in the month of  substitution  shall be the property of
the Company and the  principal  payment on the Mortgage  Loan for which the  substitution  is made due on such date
shall be the property of the Purchaser.

         It is  understood  and agreed that the  obligation  of the Company set forth in this Section 3.03 to cure,
repurchase  or substitute  for a defective  Mortgage  Loan,  and to indemnify  Purchaser  pursuant to Section 8.01,
constitute  the  sole  remedies  of the  Purchaser  respecting  a  breach  of  the  foregoing  representations  and
warranties.  If the Company  fails to repurchase or  substitute  for a defective  Mortgage Loan in accordance  with
this  Section  3.03,  or  fails  to cure a  defective  Mortgage  Loan to  Purchaser's  reasonable  satisfaction  in
accordance  with this Section 3.03, or to indemnify  Purchaser  pursuant to Section 8.01,  that failure shall be an
Event of Default and the  Purchaser  shall be entitled to pursue all  remedies  available  in this  Agreement  as a
result  thereof.  No  provision of this  paragraph  shall  affect the rights of the  Purchaser  to  terminate  this
Agreement for cause, as set forth in Sections 10.01 and 11.01.

         Any cause of action  against the Company  relating to or arising out of the breach of any  representations
and  warranties  made in  Sections  3.01 and 3.02  shall  accrue as to any  Mortgage  Loan upon (i) the  earlier of
discovery of such breach by the Company or notice  thereof by the  Purchaser  to the  Company,  (ii) failure by the
Company to cure such  breach or  repurchase  such  Mortgage  Loan as  specified  above,  and (iii)  demand upon the
Company by the Purchaser for compliance with this Agreement.

         In the event that any Mortgage  Loan is held by a REMIC,  notwithstanding  any contrary  provision of this
Agreement,  with  respect to any  Mortgage  Loan that is not in default or as to which no default is  imminent,  no
substitution  pursuant to Subsection 3.03 shall be made after the applicable  REMIC's "start up day" (as defined in
Section  860G(a) (9) of the Code),  unless the  Company has  obtained an Opinion of Counsel to the effect that such
substitution  will not (i)  result  in the  imposition  of taxes on  "prohibited  transactions"  of such  REMIC (as
defined in Section  860F of the Code) or  otherwise  subject  the REMIC to tax,  or (ii) cause the REMIC to fail to
qualify as a REMIC at any time.

     In the event any Principal Prepayment is made by a Mortgagor on or prior to June 30, 2003, the Company shall
remit to the Purchaser an amount equal to the excess, if any, of the Purchase Price Percentage over par
multiplied by the amount of such Principal Prepayment.  Such remittance shall be made by the Company to Purchaser
no later than the third Business Day following receipt of such Principal Prepayment by the Company.

         Section 3.04      Representations and Warranties of the Purchaser.

         The Purchaser  represents,  warrants and convenants to the Company that, as of the related Closing Date or
as of such date specifically provided herein:

(e)      The Purchaser is a corporation,  dully organized  validly  existing and in good standing under the laws of
the State of  Delaware  and is  qualified  to  transact  business  in, is in good  standing  under the laws of, and
possesses all licenses  necessary  for the conduct of its business in, each state in which any  Mortgaged  Property
is located or is otherwise except or not required under applicable law to effect such qualification or license;

(f)      The  Purchaser  has full power and  authority to hold each  Mortgage  Loan, to purchase each Mortgage Loan
pursuant to this Agreement and to execute,  deliver and perform,  and to enter into and consummate all transactions
contemplated  by this  Agreement  and to conduct its  business as  presently  conducted,  has duly  authorized  the
execution, delivery and performance of this Agreement, has duly executed and delivered this Agreement ;

         (c)      None of the execution and delivery of this  Agreement , the purchase of the Mortgage  Loans,  the
consummation  of the  transactions  contemplated  hereby,  or the  fulfillment of or compliance  with the terms and
conditions  of this  Agreement  will conflict  with any of the terms,  conditions or provisions of the  Purchaser's
charter or by-laws or materially  conflict with or result in a material  breach of any of the terms,  conditions or
provisions  of any legal  restriction  or any  agreement or  instrument to which the Purchaser is now a party or by
which it is bound,  or constitute a default or result in an acceleration  under any of the foregoing,  or result in
the material  violation  of any law,  rule,  regulation,  order,  judgment or decree to which the  Purchaser or its
property is subject;

         (d)      There is no  litigation  pending or to the best of the  Purchaser's  knowledge,  threatened  with
respect to the  Purchaser  which is  reasonably  likely to have a material  adverse  effect on the  purchase of the
related  Mortgage  Loans,  the execution,  delivery or  enforceability  of this  Agreement,  or which is reasonably
likely to have a material adverse effect on the financial condition of the Purchaser;

         (e)      No  consent,  approval,  authorization  or order of any court or  governmental  agency or body is
required for the execution,  delivery and  performance by the Purchaser of or compliance by the Purchaser with this
Agreement,  the  purchase of the  Mortgage  Loans or the  consummation  of the  transactions  contemplated  by this
Agreement  except for consents, approvals, authorizations and orders which have been obtained;

         (f)      The  consummation  of the  transactions  contemplated by this Agreement is in the ordinary course
of business of the Purchaser;

         (h)      The  Purchaser  will treat the purchase of the Mortgage  Loans from the Company as a purchase for
reporting, tax and accounting purposes; and

         (i)      The Purchaser does not believe,  nor does it have any cause or reason to believe,  that it cannot
perform each and every of its covenants contained in this Agreement.

         The Purchaser shall indemnify the Company and hold it harmless  against any claims,  proceedings,  losses,
damages,  penalties,  fines,  forfeitures,  reasonable and necessary legal fees and related costs,  judgments,  and
other costs and expenses resulting from a breach by the Purchaser of the representations  and warranties  contained
in this  Section  3.04.  It is  understood  and agreed  that the  obligations  of the  Purchaser  set forth in this
Section 3.04 to indemnify the Seller as provided  herein  constitute  the sole remedies of the Seller  respecting a
breach of the foregoing representations and warranties.


                                                    ARTICLE IV

                                  ADMINISTRATION AND SERVICING OF MORTGAGE LOANS

         Section 4.01      Company to Act as Servicer.

         The Company,  as  independent  contract  servicer,  shall  service and  administer  the Mortgage  Loans in
accordance  with this  Agreement and with Accepted  Servicing  Practices,  and shall have full power and authority,
acting alone,  to do or cause to be done any and all things in connection  with such  servicing and  administration
which the  Company may deem  necessary  or  desirable  and  consistent  with the terms of this  Agreement  and with
Accepted  Servicing  Practices and exercise the same care that it customarily  employs for its own account.  Except
as set forth in this  Agreement,  the  Company  shall  service the  Mortgage  Loans in strict  compliance  with the
servicing  provisions of the Fannie Mae Guides (special servicing option),  which include,  but are not limited to,
provisions  regarding the liquidation of Mortgage Loans,  the collection of Mortgage Loan payments,  the payment of
taxes,  insurance and other charges,  the maintenance of hazard insurance with a Qualified Insurer, the maintenance
of  mortgage  impairment  insurance,  the  maintenance  of  fidelity  bond  and  errors  and  omissions  insurance,
inspections,  the  restoration of Mortgaged  Property,  the  maintenance of Primary  Mortgage  Insurance  Policies,
insurance  claims,  the title,  management and disposition of REO Property,  permitted  withdrawals with respect to
REO Property,  liquidation  reports,  and reports of  foreclosures  and  abandonments  of Mortgaged  Property,  the
transfer of Mortgaged Property,  the release of Mortgage Files,  annual statements,  and examination of records and
facilities.  In the event of any conflict,  inconsistency  or discrepancy  between any of the servicing  provisions
of this  Agreement and any of the servicing  provisions of the Fannie Mae Guides,  the provisions of this Agreement
shall control and be binding upon the Purchaser and the Company.

         Consistent  with the  terms of this  Agreement,  the  Company  may  waive,  modify or vary any term of any
Mortgage Loan or consent to the  postponement  of any such term or in any manner grant  indulgence to any Mortgagor
if in the Company's reasonable and prudent determination such waiver,  modification,  postponement or indulgence is
not  materially  adverse to the  Purchaser,  provided,  however,  that unless the Company  has  obtained  the prior
written consent of the Purchaser,  the Company shall not permit any modification  with respect to any Mortgage Loan
that would change the Mortgage  Interest Rate,  defer for more than ninety days or forgive any payment of principal
or interest,  reduce or increase the  outstanding  principal  balance  (except for actual payments of principal) or
change  the  final  maturity  date on such  Mortgage  Loan.  In the event of any such  modification  which has been
agreed to in writing by the  Purchaser  and which  permits the  deferral of interest or  principal  payments on any
Mortgage Loan, the Company shall,  on the Business Day  immediately  preceding the Remittance  Date in any month in
which any such  principal or interest  payment has been  deferred,  deposit in the  Custodial  Account from its own
funds,  in  accordance  with  Section  4.04,  the  difference  between (a) such month's  principal  and one month's
interest at the Mortgage Loan  Remittance  Rate on the unpaid  principal  balance of such Mortgage Loan and (b) the
amount  paid by the  Mortgagor.  The  Company  shall be entitled  to  reimbursement  for such  advances to the same
extent as for all other advances  pursuant to Section 4.05.  Without limiting the generality of the foregoing,  the
Company shall continue,  and is hereby authorized and empowered,  to prepare,  execute and deliver, all instruments
of satisfaction or cancellation,  or of partial or full release,  discharge and all other  comparable  instruments,
with respect to the Mortgage Loans and with respect to the Mortgaged  Properties.  Notwithstanding  anything herein
to the contrary,  the Company may not enter into a  forbearance  agreement or similar  arrangement  with respect to
any Mortgage Loan which runs more than 180 days after the first  delinquent Due Date.  Any such agreement  shall be
approved by Purchaser and, if required, by the Primary Mortgage Insurance Policy insurer, if required.

     Notwithstanding anything in this Agreement to the contrary, if any Mortgage Loan becomes subject to a
     Pass-Through Transfer, the Company (a) with respect to such Mortgage Loan, shall not permit any modification
     with respect to such Mortgage Loan that would change the Mortgage Interest Rate and (b) shall not (unless
     the Mortgagor is in default with respect to such Mortgage Loan or such default is, in the judgment of the
     Company, reasonably foreseeable) make or permit any modification, waiver or amendment of any term of such
     Mortgage Loan that would both (i) effect an exchange or reissuance of such Mortgage Loan under Section 1001
     of the Code (or Treasury regulations promulgated thereunder) and (ii) cause any REMIC to fail to qualify as
     a REMIC under the Code or the imposition of any tax on "prohibited transactions" or "contributions" after
     the startup date under the REMIC Provisions.


         Prior to taking any action with respect to the Mortgage  Loans subject to a Pass-Through  Transfer,  which
is not  contemplated  under the terms of this Agreement,  the Company will obtain an Opinion of Counsel  acceptable
to the trustee in such  Pass-Through  Transfer  with respect to whether such action could result in the  imposition
of a tax upon any REMIC  (including  but not limited to the tax on  prohibited  transactions  as defined in Section
860F(a)(2) of the Code and the tax on  contributions  to a REMIC set forth in Section  860G(d) of the  Code)(either
such event,  an "Adverse  REMIC  Event"),  and the Company  shall not take any such actions as to which it has been
advised that an Adverse REMIC Event could occur.

         The Company  shall not permit the creation of any  "interests"  (within the meaning of Section 860G of the
Code) in any REMIC.  The  Company  shall not enter  into any  arrangement  by which a REMIC  will  receive a fee or
other  compensation  for  services  nor permit a REMIC to receive  any income  from  assets  other than  "qualified
mortgages"  as  defined  in  Section  860G(a)(3)  of the Code or  "permitted  investments"  as  defined  in Section
860G(a)(5) of the Code.

         In  servicing  and  administering  the  Mortgage  Loans,  the  Company  shall  employ  Accepted  Servicing
Practices,  giving due consideration to the Purchaser's reliance on the Company.  Unless a different time period is
stated in this Agreement,  Purchaser  shall be deemed to have given consent in connection with a particular  matter
if Purchaser  does not  affirmatively  grant or deny consent  within five (5) Business Days from the date Purchaser
receives a second written request for consent for such matter from Company as servicer.

         The  Mortgage  Loans may be  subserviced  by a  Subservicer  on behalf of the  Company  provided  that the
Subservicer  is an entity that engages in the business of servicing  loans,  and in either case shall be authorized
to transact  business,  and licensed to service mortgage loans, in the state or states where the related  Mortgaged
Properties  it is to  service  are  situated,  if and to the  extent  required  by  applicable  law to  enable  the
Subservicer to perform its obligations  hereunder and under the  Subservicing  Agreement,  and in either case shall
be a FHLMC or Fannie Mae approved  mortgage  servicer in good  standing,  and no event has occurred,  including but
not  limited  to a change in  insurance  coverage,  which  would  make it unable  to  comply  with the  eligibility
requirements  for lenders  imposed by Fannie Mae or for  seller/servicers  imposed by Fannie Mae or FHLMC, or which
would require  notification  to Fannie Mae or FHLMC.  In addition,  each  Subservicer  will obtain and preserve its
qualifications  to do  business  as a foreign  corporation  and its  licenses to service  mortgage  loans,  in each
jurisdiction  in which such  qualifications  and/or  licenses are or shall be necessary to protect the validity and
enforceability  of this Agreement,  or any of the Mortgage Loans and to perform or cause to be performed its duties
under  the  related  Subservicing  Agreement.  The  Company  may  perform  any  of its  servicing  responsibilities
hereunder or may cause the Subservicer to perform any such servicing  responsibilities  on its behalf,  but the use
by the Company of the  Subservicer  shall not release the Company  from any of its  obligations  hereunder  and the
Company shall remain  responsible  hereunder for all acts and omissions of the Subservicer as fully as if such acts
and omissions were those of the Company.  The Company shall pay all fees and expenses of the  Subservicer  from its
own funds, and the  Subservicer's  fee shall not exceed the Servicing Fee. Company shall notify Purchaser  promptly
in writing upon the appointment of any Subservicer.

         At the cost and expense of the Company,  without any right of  reimbursement  from the Custodial  Account,
the Company shall be entitled to terminate the rights and  responsibilities  of the Subservicer and arrange for any
servicing  responsibilities  to be performed by a successor  subservicer  meeting the requirements in the preceding
paragraph,  provided,  however,  that nothing  contained herein shall be deemed to prevent or prohibit the Company,
at the  Company's  option,  from  electing to service  the related  Mortgage  Loans  itself.  In the event that the
Company's  responsibilities  and duties under this Agreement are terminated pursuant to Section 4.13, 8.04, 9.01 or
10.01 and if requested  to do so by the  Purchaser,  the Company  shall at its own cost and expense  terminate  the
rights and  responsibilities  of the  Subservicer  effective  as of the date of  termination  of the  Company.  The
Company shall pay all fees, expenses or penalties  necessary in order to terminate the rights and  responsibilities
of the Subservicer from the Company's own funds without reimbursement from the Purchaser.

         Notwithstanding  any of the provisions of this Agreement  relating to agreements or  arrangements  between
the Company and the  Subservicer  or any reference  herein to actions taken through the  Subservicer  or otherwise,
the Company  shall not be relieved of its  obligations  to the  Purchaser and shall be obligated to the same extent
and under the same terms and conditions as if it alone were servicing and  administering  the Mortgage  Loans.  The
Company shall be entitled to enter into an agreement with the  Subservicer  for  indemnification  of the Company by
the  Subservicer and nothing  contained in this Agreement shall be deemed to limit or modify such  indemnification.
The Company will indemnify and hold Purchaser  harmless from any loss,  liability or expense arising out of its use
of a Subservicer to perform any of its servicing duties, responsibilities and obligations hereunder.

         Any  Subservicing  Agreement  and any other  transactions  or  services  relating  to the  Mortgage  Loans
involving  the  Subservicer  shall be deemed to be between the  Subservicer  and Company  alone,  and the Purchaser
shall have no obligations,  duties or liabilities with respect to the Subservicer including no obligation,  duty or
liability of Purchaser to pay the  Subservicer's  fees and expenses.  For purposes of distributions and advances by
the Company  pursuant to this Agreement,  the Company shall be deemed to have received a payment on a Mortgage Loan
when the Subservicer has received such payment.

         Section 4.02      Collection of Mortgage Loan Payments.

         Continuously  from the date  hereof  until the date  each  Mortgage  Loan  ceases  to be  subject  to this
Agreement,  the Company will proceed  diligently to collect all payments due under each Mortgage Loan when the same
shall become due and payable and shall,  to the extent such  procedures  shall be consistent  with this  Agreement,
Accepted  Servicing  Practices,  and the terms and provisions of any related  Primary  Mortgage  Insurance  Policy,
follow such  collection  procedures as it follows with respect to mortgage  loans  comparable to the Mortgage Loans
and held for its own account.  Further,  the Company will take special care in ascertaining  and estimating  annual
escrow  payments,  and all other charges that,  as provided in the Mortgage,  will become due and payable,  so that
the  installments  payable by the Mortgagors will be sufficient to pay such charges as and when they become due and
payable.

         In no event will the  Company  waive its right to any  prepayment  penalty or  premium  without  the prior
written  consent of Purchaser  and Company  will use diligent  efforts to collect same when due except as otherwise
provided in the prepayment penalty rider to the Mortgage.

         Section 4.03      Realization Upon Defaulted Mortgage

         The Company  shall use its best  efforts,  consistent  with the  procedures  that the Company would use in
servicing loans for its own account,  consistent with Accepted Servicing Practices,  any Primary Mortgage Insurance
Policies and the best interest of Purchaser,  to foreclose  upon or otherwise  comparably  convert the ownership of
properties  securing  such of the  Mortgage  Loans  as come  into  and  continue  in  default  and as to  which  no
satisfactory   arrangements  can  be  made  for  collection  of  delinquent  payments  pursuant  to  Section  4.01.
Foreclosure  or  comparable  proceedings  shall be  initiated  within  ninety  (90) days of default  for  Mortgaged
Properties for which no satisfactory  arrangements  can be made for collection of delinquent  payments,  subject to
state and federal law and  regulation.  The Company shall use its best efforts to realize upon  defaulted  Mortgage
Loans in such  manner as will  maximize  the  receipt of  principal  and  interest  by the  Purchaser,  taking into
account,  among other things,  the timing of  foreclosure  proceedings.  The foregoing is subject to the provisions
that, in any case in which a Mortgaged  Property shall have suffered  damage,  the Company shall not be required to
expend its own funds toward the  restoration of such property  unless it shall determine in its discretion (i) that
such  restoration  will increase the proceeds of  liquidation of the related  Mortgage Loan to the Purchaser  after
reimbursement  to itself for such expenses,  and (ii) that such expenses will be recoverable by the Company through
Insurance Proceeds or Liquidation  Proceeds from the related Mortgaged  Property,  as contemplated in Section 4.05.
Company  shall obtain prior  approval of Purchaser as to repair or  restoration  expenses in excess of ten thousand
dollars  ($10,000).  The  Company  shall  notify  the  Purchaser  in  writing of the  commencement  of  foreclosure
proceedings  and not less than 5 days prior to the  acceptance  or  rejection  of any offer of  reinstatement.  The
Company  shall be  responsible  for all costs and expenses  incurred by it in any such  proceedings  or  functions;
provided,  however,  that it shall be entitled to reimbursement  thereof from the related property, as contemplated
in Section 4.05.  Notwithstanding  anything to the contrary  contained  herein, in connection with a foreclosure or
acceptance  of a deed in lieu of  foreclosure,  in the event the Company  has  reasonable  cause to believe  that a
Mortgaged  Property is  contaminated  by hazardous or toxic  substances or wastes,  or if the  Purchaser  otherwise
requests an environmental  inspection or review of such Mortgaged  Property,  such an inspection or review is to be
conducted by a qualified  inspector at the Purchaser's  expense.  Upon  completion of the  inspection,  the Company
shall promptly  provide the Purchaser with a written report of the  environmental  inspection.  After reviewing the
environmental  inspection  report,  the Purchaser shall determine how the Company shall proceed with respect to the
Mortgaged Property.

         Notwithstanding  anything to the contrary  contained  herein,  the Purchaser may, at the Purchaser's  sole
option,  terminate  the  Company  as  servicer  of any  Mortgage  Loan  which  becomes  ninety  (90 days or greater
delinquent  in payment  of a  scheduled  Monthly  Payment,  without  payment of any  termination  fee with  respect
thereto,  provided  that the  Company  shall on the date  said  termination  takes  effect  be  reimbursed  for any
unreimbursed  advances  of the  Company's  funds made  pursuant  to  Section  5.03 and any  unreimbursed  Servicing
Advances and Servicing Fees in each case relating to the Mortgage Loan  underlying  such  delinquent  Mortgage Loan
notwithstanding  anything to the  contrary set forth in Section  4.05.  In the event of any such  termination,  the
provisions of Section 11.01 hereof shall apply to said  termination and the transfer of servicing  responsibilities
with respect to such delinquent Mortgage Loan to the Purchaser or its designee.

         In the event that a Mortgage Loan becomes part of a REMIC,  and becomes REO Property,  such property shall
be disposed of by the Company,  with the consent of Purchaser as required  pursuant to this  Agreement,  before the
close of the third  taxable year  following  the taxable year in which the  Mortgage  Loan became an REO  Property,
unless the Company  provides  to the trustee  under such REMIC an opinion of counsel to the effect that the holding
of such REO Property  subsequent  to the close of the third  taxable year  following  the taxable year in which the
Mortgage Loan became an REO Property,  will not result in the imposition of taxes on "prohibited  transactions"  as
defined  in  Section  860F of the Code,  or cause the  transaction  to fail to  qualify as a REMIC at any time that
certificates are outstanding.  Company shall manage,  conserve,  protect and operate each such REO Property for the
certificateholders  solely  for the  purpose of its prompt  disposition  and sale in a manner  which does not cause
such  property to fail to qualify as  "foreclosure  property"  within the meaning of Section  860F(a)(2)(E)  of the
Code, or any "net income from  foreclosure  property"  which is subject to taxation  under the REMIC  provisions of
the Code.  Pursuant  to its efforts to sell such  property,  the Company  shall  either  itself or through an agent
selected by Company,  protect and conserve  such  property in the same manner and to such an extent as is customary
in the locality  where such  property is located.  Additionally,  Company  shall  perform the tax  withholding  and
reporting related to Sections 1445 and 6050J of the Code.

         Section 4.04      Establishment of Custodial Accounts; Deposits in Custodial Accounts.

         The Company  shall  segregate  and hold all funds  collected  and received  pursuant to each Mortgage Loan
separate  and apart from any of its own funds and  general  assets and shall  establish  and  maintain  one or more
Custodial  Accounts.  The  Custodial  Account  shall be an  Eligible  Account.  Funds  deposited  in the  Custodial
Account,  which shall be deposited within 24 hours of receipt,  shall at all times be insured by the FDIC up to the
FDIC  insurance  limits,  or must be invested in  Permitted  Investments  for the benefit of the  Purchaser.  Funds
deposited in the  Custodial  Account may be drawn on by the Company in accordance  with Section 4.05.  The creation
of any  Custodial  Account  shall be  evidenced by a letter  agreement  in the form shown in Exhibit B hereto.  The
original of such letter  agreement  shall be furnished to the Purchaser on the Closing  Date,  and upon the request
of any subsequent Purchaser.

         The Company  shall  deposit in the Custodial  Account on a daily basis,  and retain  therein the following
payments and  collections  received or made by it  subsequent  to the Cut-off  Date, or received by it prior to the
Cut-off Date but allocable to a period subsequent  thereto,  other than in respect of principal and interest on the
Mortgage Loans due on or before the Cut-off Date:

         (i)      all payments on account of principal, including Principal Prepayments, on the Mortgage Loans;

         (ii)     all  payments  on account of  interest  on the  Mortgage  Loans  adjusted  to the  Mortgage  Loan
Remittance Rate;

         (iii)    all Liquidation Proceeds;

         (iv)     any  amounts  required  to be  deposited  by the  Company  in  connection  with any REO  Property
pursuant to Section 4.13 and in connection  therewith,  the Company shall provide the Purchaser with written detail
itemizing all of such amounts;

         (v)      all Insurance  Proceeds  including  amounts  required to be deposited  pursuant to Sections 4.08,
4.10 and 4.11,  other than proceeds to be held in the Escrow  Account and applied to the  restoration  or repair of
the Mortgaged Property or released to the Mortgagor in accordance with Accepted Servicing  Practices,  the Mortgage
Loan Documents or applicable law;

         (vi)     all  Condemnation  Proceeds  affecting  any  Mortgaged  Property  which are not  released  to the
Mortgagor in accordance with Accepted Servicing Practices, the loan documents or applicable law;

         (vii)    any Monthly Advances;

         (viii)   with respect to each full or partial Principal  Prepayment,  any Prepayment Interest  Shortfalls,
to the extent of the Company's aggregate Servicing Fee received with respect to the related Prepayment Period;

         (ix)     any amounts  required to be deposited by the Company  pursuant to Section 4.10 in connection with
the deductible  clause in any blanket hazard  insurance  policy,  such deposit shall be made from the Company's own
funds, without reimbursement therefor; and

         (x)      any amounts  required to be deposited in the Custodial  Account pursuant to Section 4.01, 4.13 or
6.02.

                  The  foregoing  requirements  for deposit in the Custodial  Account shall be exclusive,  it being
understood  and agreed that,  without  limiting the  generality  of the  foregoing,  payments in the nature of late
payment  charges and  assumption  fees,  to the extent  permitted  by Section  6.01,  need not be  deposited by the
Company  in the  Custodial  Account.  Any  interest  paid  on  funds  deposited  in the  Custodial  Account  by the
depository  institution  shall accrue to the benefit of the Company and the Company shall be entitled to retain and
withdraw  such  interest  from the Custodial  Account  pursuant to Section 4.05 (iv).  The  Purchaser  shall not be
responsible for any losses suffered with respect to investment of funds in the Custodial Account.


         Section 4.05      Permitted Withdrawals From the Custodial Account.

         The Company may, from time to time, withdraw from the Custodial Account for the following purposes:

         (i)      to make payments to the Purchaser in the amounts and in the manner provided for in Section 5.01;

         (ii)     to reimburse  itself for Monthly  Advances,  the Company's right to reimburse  itself pursuant to
this  subclause  (ii) being  limited  to amounts  received  on the  related  Mortgage  Loan  which  represent  late
collections  (net of the related  Servicing Fees) of principal  and/or interest  respecting  which any such advance
was made, it being understood that, in the case of such  reimbursement,  the Company's right thereto shall be prior
to the rights of the  Purchaser,  except  that,  where the  Company is  required  to  repurchase  a Mortgage  Loan,
pursuant to Section  3.03,  the  Company's  right to such  reimbursement  shall be subsequent to the payment to the
Purchaser  of the  Repurchase  Price  pursuant  to such  Section and all other  amounts  required to be paid to the
Purchaser with respect to such Mortgage Loan;

         (iii)    to reimburse itself for  unreimbursed  Servicing  Advances and any unpaid  Servicing  Fees(or REO
administration  fees  described  in Section  4.13),  the  Company's  right to  reimburse  itself  pursuant  to this
subclause  (iii) with respect to any Mortgage Loan being limited to related  proceeds  from  Liquidation  Proceeds,
Condemnation  Proceeds and Insurance  Proceeds in accordance with the relevant  provisions of the Fannie Mae Guides
or as otherwise set forth in this Agreement; any recovery shall be made upon liquidation of the REO Property;

         (iv)     to pay to itself as part of its servicing  compensation  (a) any interest  earned on funds in the
Custodial  Account (all such interest to be withdrawn  monthly not later than each  Remittance  Date),  and (b) the
Servicing  Fee from that portion of any payment or recovery as to interest  with  respect to a particular  Mortgage
Loan;

         (v)      to pay to itself  with  respect  to each  Mortgage  Loan that has been  repurchased  pursuant  to
Section  3.03 all amounts  received  thereon  and not  distributed  as of the date on which the related  repurchase
price is determined,

         (vi)     to transfer funds to another Eligible Account in accordance with Section 4.09 hereof;

         (vii)    to remove funds inadvertently placed in the Custodial Account by the Company; and

         (vi)     to clear and terminate the Custodial Account upon the termination of this Agreement.


         Section 4.06      Establishment of Escrow Accounts; Deposits in Escrow Accounts.

         The Company  shall  segregate  and hold all funds  collected  and received  pursuant to each Mortgage Loan
which  constitute  Escrow  Payments  separate  and apart  from any of its own funds and  general  assets  and shall
establish  and  maintain  one or more Escrow  Accounts.  The Escrow  Account  shall be an Eligible  Account.  Funds
deposited in each Escrow Account shall at all times be insured in a manner to provide  maximum  insurance under the
insurance  limitations  of the FDIC, or must be invested in Permitted  Investments.  Funds  deposited in the Escrow
Account may be drawn on by the Company in accordance  with Section 4.07.  The creation of any Escrow  Account shall
be evidenced by a letter  agreement  in the form shown in Exhibit C. The  original of such letter  agreement  shall
be furnished to the Purchaser on the Closing Date, and upon request to any subsequent purchaser.

         The Company shall deposit in the Escrow Account or Accounts on a daily basis, and retain therein:

         (i)      all Escrow  Payments  collected  on account of the Mortgage  Loans,  for the purpose of effecting
timely payment of any such items as required under the terms of this Agreement;

         (ii)     all  Insurance  Proceeds  which are to be applied to the  restoration  or repair of any Mortgaged
Property; and

         (iii)    all Servicing  Advances for Mortgagors  whose Escrow  Payments are  insufficient  to cover escrow
disbursements.

                  The Company shall make  withdrawals  from the Escrow  Account only to effect such payments as are
required under this  Agreement,  and for such other purposes as shall be as set forth or in accordance with Section
4.07.  The Company  shall be entitled to retain any interest paid on funds  deposited in the Escrow  Account by the
depository  institution  other than interest on escrowed  funds required by law to be paid to the Mortgagor and, to
the extent  required by law, the Company  shall pay  interest on escrowed  funds to the  Mortgagor  notwithstanding
that the Escrow Account is non-interest  bearing or that interest paid thereon is  insufficient  for such purposes.
The Purchaser  shall not be responsible  for any losses  suffered with respect to investment of funds in the Escrow
Account.


         Section 4.07      Permitted Withdrawals From Escrow Account.

         Withdrawals from the Escrow Account may be made by Company only:

         (i)      to effect timely payments of ground rents,  taxes,  assessments,  water rates,  Primary  Mortgage
Insurance  Policy  premiums,  if  applicable,  fire and hazard  insurance  premiums,  condominium  assessments  and
comparable items;

         (ii)     to  reimburse  Company  for any  Servicing  Advance  made by  Company  with  respect to a related
Mortgage  Loan but only from  amounts  received on the  related  Mortgage  Loan which  represent  late  payments or
collections of Escrow Payments thereunder;

         (iii)    to refund to the Mortgagor any funds as may be determined to be overages;

         (iv)     for transfer to the Custodial Account in accordance with the terms of this Agreement;

         (v)      for application to restoration or repair of the Mortgaged Property;

         (vi)     to pay to the Company,  or to the  Mortgagor to the extent  required by law, any interest paid on
the funds deposited in the Escrow Account;

         (vii)    to clear and terminate the Escrow Account on the  termination of this  Agreement.  As part of its
servicing  duties,  the Company  shall pay to the  Mortgagors  interest on funds in Escrow  Account,  to the extent
required by law, and to the extent that interest earned on funds in the Escrow Account is  insufficient,  shall pay
such interest from its own funds, without any reimbursement therefor; and

         (viii)   to pay to the  Mortgagors  or other  parties  Insurance  Proceeds  deposited in  accordance  with
Section 4.06.

         Section 4.08      Payment  of Taxes,  Insurance  and  Other  Charges;  Maintenance  of  Primary  Mortgage
Insurance Policies; Collections Thereunder.

         With respect to each Mortgage Loan, the Company shall maintain  accurate records  reflecting the status of
ground rents, taxes,  assessments,  water rates and other charges which are or may become a lien upon the Mortgaged
Property and the status of primary mortgage  insurance  premiums and fire and hazard  insurance  coverage and shall
obtain,  from time to time, all bills for the payment of such charges,  including renewal premiums and shall effect
payment  thereof  prior to the  applicable  penalty or  termination  date and at a time  appropriate  for  securing
maximum  discounts  allowable,  employing for such purpose  deposits of the  Mortgagor in the Escrow  Account which
shall have been  estimated and  accumulated  by the Company in amounts  sufficient  for such  purposes,  as allowed
under the terms of the  Mortgage or  applicable  law. To the extent that the  Mortgage  does not provide for Escrow
Payments,  the Company  shall  determine  that any such  payments are made by the  Mortgagor at the time they first
become due.  The Company  assumes  full  responsibility  for the timely  payment of all such bills and shall effect
timely payments of all such bills  irrespective of the Mortgagor's  faithful  performance in the payment of same or
the making of the Escrow Payments and shall make advances from its own funds to effect such payments.

         The Company  will  maintain  in full force and effect  Primary  Mortgage  Insurance  Policies  issued by a
Qualified  Insurer with respect to each  Mortgage Loan for which such  coverage is herein  required.  Such coverage
will be  terminated  only with the approval of  Purchaser,  or as required by  applicable  law or  regulation.  The
Company  will not cancel or refuse to renew any Primary  Mortgage  Insurance  Policy in effect on the Closing  Date
that is required to be kept in force under this Agreement unless a replacement  Primary  Mortgage  Insurance Policy
for such  canceled or nonrenewed  policy is obtained  from and  maintained  with a Qualified  Insurer.  The Company
shall not take any action  which would result in  non-coverage  under any  applicable  Primary  Mortgage  Insurance
Policy of any loss which,  but for the actions of the Company  would have been covered  thereunder.  In  connection
with any  assumption or  substitution  agreement  entered into or to be entered into pursuant to Section 6.01,  the
Company shall promptly  notify the insurer under the related Primary  Mortgage  Insurance  Policy,  if any, of such
assumption  or  substitution  of liability in  accordance  with the terms of such policy and shall take all actions
which may be required by such insurer as a condition to the  continuation  of coverage  under the Primary  Mortgage
Insurance  Policy.  If such Primary  Mortgage  Insurance  Policy is  terminated  as a result of such  assumption or
substitution of liability,  the Company shall obtain a replacement  Primary  Mortgage  Insurance Policy as provided
above.

         In connection  with its activities as servicer,  the Company  agrees to prepare and present,  on behalf of
itself and the Purchaser,  claims to the insurer under any Private  Mortgage  Insurance  Policy in a timely fashion
in accordance with the terms of such Primary  Mortgage  Insurance  Policy and, in this regard,  to take such action
as shall be  necessary  to permit  recovery  under any Primary  Mortgage  Insurance  Policy  respecting a defaulted
Mortgage  Loan.  Pursuant  to Section  4.04,  any amounts  collected  by the  Company  under any  Primary  Mortgage
Insurance Policy shall be deposited in the Custodial Account, subject to withdrawal pursuant to Section 4.05.

         Section 4.09      Transfer of Accounts.

         The Company may transfer  the  Custodial  Account or the Escrow  Account to a different  Eligible  Account
from time to time.  Such transfer  shall be made only upon  obtaining the prior written  consent of the  Purchaser,
which consent will not be unreasonably withheld.

         Section 4.10      Maintenance of Hazard Insurance.

         The Company shall cause to be maintained  for each Mortgage Loan fire and hazard  insurance  with extended
coverage  as is  acceptable  to Fannie Mae or FHLMC and  customary  in the area  where the  Mortgaged  Property  is
located in an amount which is equal to the lesser of (i) the maximum  insurable value of the improvements  securing
such Mortgage Loan or (ii) the greater of (a) the  outstanding  principal  balance of the Mortgage Loan, and (b) an
amount such that the proceeds  thereof  shall be sufficient  to prevent the  Mortgagor  and/or the  mortgagee  from
becoming a co-insurer.  If required by the Flood Disaster  Protection  Act of 1973, as amended,  each Mortgage Loan
shall be covered by a flood  insurance  policy meeting the  requirements  of the current  guidelines of the Federal
Insurance  Administration  in effect with an  insurance  carrier  acceptable  to Fannie Mae or FHLMC,  in an amount
representing  coverage not less than the least of (i) the outstanding  principal balance of the Mortgage Loan, (ii)
the maximum  insurable  value of the  improvements  securing  such  Mortgage  Loan or (iii) the  maximum  amount of
insurance  which is available  under the Flood Disaster  Protection Act of 1973, as amended.  If at any time during
the term of the Mortgage  Loan,  the Company  determines  in  accordance  with  applicable  law and pursuant to the
Fannie Mae Guides that a Mortgaged  Property is located in a special  flood hazard area and is not covered by flood
insurance or is covered in an amount less than the amount  required by the Flood  Disaster  Protection Act of 1973,
as amended,  the Company shall notify the related  Mortgagor  that the Mortgagor  must obtain such flood  insurance
coverage,  and if said Mortgagor fails to obtain the required flood insurance  coverage within forty-five (45) days
after  such  notification,  the  Company  shall  immediately  force  place  the  required  flood  insurance  on the
Mortgagor's  behalf. The Company shall also maintain on each REO Property,  fire and hazard insurance with extended
coverage in an amount which is at least equal to the maximum  insurable value of the improvements  which are a part
of such property,  and, to the extent  required and available  under the Flood Disaster  Protection Act of 1973, as
amended,  flood  insurance in an amount as provided  above.  Any amounts  collected  by the Company  under any such
policies other than amounts to be deposited in the Escrow  Account and applied to the  restoration or repair of the
Mortgaged Property or REO Property,  or released to the Mortgagor in accordance with Accepted Servicing  Practices,
shall be deposited in the  Custodial  Account,  subject to  withdrawal  pursuant to Section  4.05. It is understood
and agreed that no other  additional  insurance  need be required by the Company of the  Mortgagor or maintained on
property  acquired in respect of the Mortgage Loan,  other than pursuant to this  Agreement,  the Fannie Mae Guides
or such  applicable  state or federal laws and  regulations  as shall at any time be in force and as shall  require
such additional  insurance.  All such policies shall be endorsed with standard  mortgagee clauses with loss payable
to the Company and its  successors  and/or  assigns and shall provide for at least thirty days prior written notice
of any  cancellation,  reduction  in the amount or material  change in coverage to the Company.  The Company  shall
not  interfere  with the  Mortgagor's  freedom  of choice in  selecting  either  his  insurance  carrier  or agent,
provided,  however,  that the Company shall not accept any such insurance policies from insurance  companies unless
such companies are Qualified Insurers.

         Section 4.11      Maintenance of Mortgage Impairment Insurance Policy.

         In the event that the Company shall obtain and maintain a blanket  policy issued by an insurer  acceptable
to Fannie Mae or FHLMC  insuring  against  hazard  losses on all of the Mortgage  Loans,  then,  to the extent such
policy  provides  coverage  in an amount  equal to the  amount  required  pursuant  to Section  4.10 and  otherwise
complies  with all other  requirements  of Section  4.10,  it shall  conclusively  be deemed to have  satisfied its
obligations  as set forth in  Section  4.10,  it being  understood  and  agreed  that  such  policy  may  contain a
deductible  clause,  in which case the Company shall, in the event that there shall not have been maintained on the
related  Mortgaged  Property or REO Property a policy complying with Section 4.10, and there shall have been a loss
which would have been covered by such policy,  deposit in the Custodial  Account the amount not  otherwise  payable
under the blanket policy because of such  deductible  clause.  In connection with its activities as servicer of the
Mortgage  Loans,  the Company  agrees to prepare and  present,  on behalf of the  Purchaser,  claims under any such
blanket  policy in a timely  fashion in accordance  with the terms of such policy.  Upon request of the  Purchaser,
the Company  shall cause to be  delivered to the  Purchaser a certified  true copy of such policy and shall use its
best efforts to obtain a statement  from the insurer  thereunder  that such policy shall in no event be  terminated
or materially modified without thirty (30) days' prior written notice to the Purchaser.

         Section 4.12      Fidelity Bond, Errors and Omissions Insurance.

         The Company  shall  maintain,  at its own expense,  a blanket  fidelity  bond and an errors and  omissions
insurance  policy,  with broad  coverage with  responsible  companies on all  officers,  employees or other persons
acting in any capacity with regard to the Mortgage Loan to handle funds,  money,  documents and papers  relating to
the  Mortgage  Loan.  The  Fidelity  Bond  shall be in the form of the  Mortgage  Banker's  Blanket  Bond and shall
protect and insure the Company against losses,  including forgery,  theft,  embezzlement and fraud of such persons.
The errors and omissions  insurance  shall protect and insure the Company  against losses arising out of errors and
omissions and negligent  acts of such persons.  Such errors and omissions  insurance  shall also protect and insure
the Company against losses in connection with the failure to maintain any insurance  policies  required pursuant to
this Agreement and the release or satisfaction  of a Mortgage Loan without having  obtained  payment in full of the
indebtedness  secured  thereby.  No  provision  of this Section  4.12  requiring  the  Fidelity  Bond or errors and
omissions  insurance  shall  diminish or relieve the Company from its duties and  obligations  as set forth in this
Agreement.  The  minimum  coverage  under  any  such  bond and  insurance  policy  shall  be at least  equal to the
corresponding  amounts  required  by Fannie Mae in the Fannie  Mae  Guides.  Upon  request  by the  Purchaser,  the
Company shall  deliver to the  Purchaser a  certificate  from the surety and the insurer as to the existence of the
Fidelity  Bond and errors and  omissions  insurance  policy and shall  obtain a  statement  from the surety and the
insurer  that such  Fidelity  Bond or insurance  policy  shall in no event be  terminated  or  materially  modified
without  thirty (30) days' prior written  notice to the  Purchaser.  The Company shall notify the Purchaser  within
five (5)  business  days of receipt of notice that such  Fidelity  Bond or  insurance  policy will be, or has been,
materially  modified or terminated.  The Purchaser (or any party having the status of Purchaser  hereunder) and any
subsidiary  thereof and their  successors or assigns as their  interests may appear must be named as loss payees on
the  Fidelity  Bond and as  additional  insured on the errors and  omissions  policy.  Upon  request by  Purchaser,
Company shall provide  Purchaser  with an insurance  certificate  certifying  coverage under this Section 4.12, and
will provide an update to such certificate upon request, or upon renewal or material modification of coverage.

         Section 4.13      Title, Management and Disposition of REO Property.

         In the event that  title to the  Mortgaged  Property  is  acquired  in  foreclosure  or by deed in lieu of
foreclosure,  the deed or  certificate  of sale shall be taken in the name of the Purchaser or its designee,  or in
the event the  Purchaser or its  designee is not  authorized  or  permitted  to hold title to real  property in the
state where the REO Property is located,  or would be adversely  affected under the "doing business" or tax laws of
such state by so  holding  title,  the deed or  certificate  of sale  shall be taken in the name of such  Person or
Persons as shall be  consistent  with an opinion of counsel  obtained by the Company from an attorney duly licensed
to practice  law in the state where the REO  Property is located.  Any Person or Persons  holding  such title other
than the  Purchaser  shall  acknowledge  in writing that such title is being held as nominee for the benefit of the
Purchaser.

         The Company  shall notify the Purchaser in accordance  with the Fannie Mae Guides of each  acquisition  of
REO  Property  upon  such  acquisition  (and,  in any  event,  shall  provide  notice  of the  consummation  of any
foreclosure  sale  within  three (3)  Business  Days of the date  Company  receives  notice of such  consummation),
together  with a copy of the drive by appraisal or brokers  price  opinion of the  Mortgaged  Property  obtained in
connection  with such  acquisition,  and thereafter  assume the  responsibility  for marketing such REO property in
accordance  with  Accepted  Servicing  Practices.  Thereafter,  the  Company  shall  continue  to  provide  certain
administrative  services to the  Purchaser  relating to such REO  Property as set forth in this Section  4.13.  The
fee for such  administrative  services  shall  be  $2,000  to be paid  upon  liquidation  of the REO  Property.  No
Servicing  Fee  shall be  assessed  or  otherwise  accrue on any REO  Property  from and after the date on which it
becomes an REO Property.

         The Company shall,  either itself or through an agent selected by the Company,  and in accordance with the
Fannie Mae Guides  manage,  conserve,  protect  and operate  each REO  Property in the same manner that it manages,
conserves,  protects  and operates  other  foreclosed  property  for its own  account,  and in the same manner that
similar  property in the same  locality as the REO Property is managed.  The Company  shall cause each REO Property
to be inspected  promptly upon the  acquisition  of title thereto and shall cause each REO Property to be inspected
at least monthly  thereafter or more frequently as required by the  circumstances.  The Company shall make or cause
to be made a written  report of each such  inspection.  Such  reports  shall be retained in the  Mortgage  File and
copies thereof shall be forwarded by the Company to the Purchaser.

         The Company  shall use its best  efforts to dispose of the REO Property as soon as possible and shall sell
such REO  Property  in any event  within  one year  after  title has been  taken to such REO  Property,  unless the
Company  determines,  and gives an  appropriate  notice to the  Purchaser to such effect,  that a longer  period is
necessary  for the orderly  liquidation  of such REO  Property.  If a longer  period than one (1) year is permitted
under the  foregoing  sentence and is necessary to sell any REO Property,  the Company shall report  monthly to the
Purchaser as to the progress  being made in selling such REO Property.  No REO Property  shall be marketed for less
than the  Appraised  Value,  without the prior consent of  Purchaser.  No REO Property  shall be sold for less than
ninety five  percent  (95%) of its  Appraised  Value,  without the prior  consent of  Purchaser.  All  requests for
reimbursement  of Servicing  Advances  shall be in accordance  with the Fannie Mae Guides.  The  disposition of REO
Property  shall be carried  out by the Company at such price,  and upon such terms and  conditions,  as the Company
deems to be in the best interests of the Purchaser  (subject to the above  conditions)  only with the prior written
consent of the  Purchaser.  Company  shall provide  monthly  reports to Purchaser in reference to the status of the
marketing of the REO Properties.

         Notwithstanding  anything to the contrary  contained  herein,  the Purchaser may, at the Purchaser's  sole
option,  terminate the Company as servicer of any such REO Property  without  payment of any  termination  fee with
respect thereto,  provided that the Company shall on the date said  termination  takes effect be reimbursed for any
unreimbursed  advances  of the  Company's  funds made  pursuant  to  Section  5.03 and any  unreimbursed  Servicing
Advances  and  Servicing  Fees  in  each  case  relating  to  the  Mortgage  Loan   underlying  such  REO  Property
notwithstanding  anything to the  contrary set forth in Section  4.05.  In the event of any such  termination,  the
provisions of Section 11.01 hereof shall apply to said  termination and the transfer of servicing  responsibilities
with  respect to such REO  Property  to the  Purchaser  or its  designee.  Within  five  Business  Days of any such
termination,  the Company shall,  if necessary  convey such property to the Purchaser and shall further provide the
Purchaser  with the following  information  regarding  the subject REO Property:  the related drive by appraisal or
brokers  price  opinion,  and copies of any related  Mortgage  Impairment  Insurance  Policy  claims.  In addition,
within five Business  Days, the Company shall provide the Purchaser  with the following  information  regarding the
subject REO Property:  the related  trustee's deed upon sale and copies of any related hazard insurance  claims, or
repair bids.

         Section 4.14      Notification of Maturity Date.

          With respect to each  Mortgage  Loan,  the Company shall execute and deliver to the Mortgagor any and all
necessary  notices required under applicable law and the terms of the related Mortgage Note and Mortgage  regarding
the maturity date if required under applicable law.

                                                     ARTICLE V

                                             PAYMENTS TO THE PURCHASER

         Section 5.01      Distributions.

         On each Remittance Date, the Company shall  distribute by wire transfer of immediately  available funds to
the  Purchaser  (i) all amounts  credited  to the  Custodial  Account as of the close of business on the  preceding
Determination  Date, net of charges  against or withdrawals  from the Custodial  Account  pursuant to Section 4.05,
plus (ii) all Monthly  Advances,  if any,  which the Company is obligated to  distribute  pursuant to Section 5.03,
plus,  (iii)  interest at the Mortgage  Loan  Remittance  Rate on any  Principal  Prepayment  from the date of such
Principal  Prepayment  through the end of the month for which  disbursement  is made  provided  that the  Company's
obligation  as to payment of such  interest  shall be limited to the  Servicing  Fee earned during the month of the
distribution,  minus (i) any amounts  attributable  to Monthly  Payments  collected  but due on a Due Date or Dates
subsequent to the  preceding  Determination  Date,  which  amounts  shall be remitted on the  Remittance  Date next
succeeding  the Due Period for such amounts.  It is understood  that, by operation of Section 4.04,  the remittance
on the first  Remittance  Date with respect to Mortgage  Loans  purchased  pursuant to this Agreement is to include
principal  collected  after the Cut-off Date through the preceding  Determination  Date plus interest,  adjusted to
the Mortgage Loan  Remittance  Rate collected  through such  Determination  Date  exclusive of any portion  thereof
allocable to the period prior to the Cut-off  Date,  with the  adjustments  specified  in clauses  (ii),  and (iii)
above.

         With respect to any  remittance  received by the Purchaser  after the  Remittance  Date, the Company shall
pay to the  Purchaser  interest on any such late payment at an annual rate equal to the Prime Rate,  adjusted as of
the date of each  change,  plus three (3)  percentage  points,  but in no event  greater  than the  maximum  amount
permitted by applicable  law. Such interest shall cover the period  commencing  with the day following the Business
Day such  payment was due and ending with the Business  Day on which such  payment is made to the  Purchaser,  both
inclusive.  The payment by the Company of any such  interest  shall not be deemed an  extension of time for payment
or a waiver  of any Event of  Default  by the  Company.  On each  Remittance  Date,  the  Company  shall  provide a
remittance report detailing all amounts being remitted pursuant to this Section 5.01.

         Section 5.02      Statements to the Purchaser.

         The Company shall furnish to Purchaser an individual loan accounting  report,  as of the last Business Day
of each month,  in the  Company's  assigned  loan number order to document  Mortgage  Loan  payment  activity on an
individual  Mortgage Loan basis.  With respect to each month, the  corresponding  individual loan accounting report
shall be received by the Purchaser no later than the fifth  Business Day of the  following  month on a disk or tape
or other  computer-readable  format in such format as may be mutually  agreed upon by both  Purchaser  and Company,
and no later than the fifth Business Day of the following month in hard copy, and shall contain the following:

         (i)  With  respect  to each  Monthly  Payment,  the  amount  of such  remittance  allocable  to  principal
(including  a separate  breakdown of any  Principal  Prepayment,  including  the date of such  prepayment,  and any
prepayment  penalties  or  premiums,  along with a detailed  report of interest  on  principal  prepayment  amounts
remitted in accordance with Section 4.04);

         (ii)  with respect to each Monthly Payment, the amount of such remittance allocable to interest;

         (iii)  the amount of servicing compensation received by the Company during the prior distribution period;

         (iv)  the aggregate Stated Principal Balance of the Mortgage Loans;

         (v) the  aggregate  of any  expenses  reimbursed  to the  Company  during  the prior  distribution  period
pursuant to Section 4.05;

         (vi) The number and aggregate  outstanding  principal  balances of Mortgage Loans (a) delinquent (1) 30 to
59 days,  (2) 60 to 89 days, (3) 90 days or more; (b) as to which  foreclosure  has commenced;  and (c) as to which
REO Property has been acquired; and

         The Company shall also provide a trial balance,  sorted in Purchaser's  assigned loan number order, in the
form of Exhibit E hereto, with each such Report.

         The Company shall  prepare and file any and all  information  statements  or other filings  required to be
delivered to any governmental  taxing authority or to Purchaser  pursuant to any applicable law with respect to the
Mortgage Loans and the transactions  contemplated  hereby.  In addition,  the Company shall provide  Purchaser with
such  information  concerning  the Mortgage  Loans as is necessary for Purchaser to prepare its federal  income tax
return as Purchaser may reasonably request from time to time.

         In  addition,  not more than  sixty (60) days  after the end of each  calendar  year,  the  Company  shall
furnish  to each  Person  who was a  Purchaser  at any time  during  such  calendar  year an  annual  statement  in
accordance with the  requirements  of applicable  federal income tax law as to the aggregate of remittances for the
applicable portion of such year.

         Section 5.03      Monthly Advances by the Company.

         Not later than the close of business on the Business  Day  preceding  each  Remittance  Date,  the Company
shall  deposit in the  Custodial  Account an amount equal to all payments not  previously  advanced by the Company,
whether or not  deferred  pursuant to Section  4.01,  of  principal  (due after the Cut-off  Date) and interest not
allocable to the period prior to the Cut-off Date,  adjusted to the Mortgage Loan Remittance  Rate,  which were due
on a Mortgage Loan and delinquent at the close of business on the related Determination Date.

         The Company's  obligation to make such Monthly  Advances as to any Mortgage Loan will continue through the
last Monthly  Payment due prior to the payment in full of the Mortgage Loan, or through the  Remittance  Date prior
to the date on which the Mortgaged Property liquidates  (including  Insurance  Proceeds,  proceeds from the sale of
REO Property or  Condemnation  Proceeds) with respect to the Mortgage Loan unless the Company deems such advance to
be  nonrecoverable.  In such event,  the Company  shall deliver to the  Purchaser an Officer's  Certificate  of the
Company to the effect that an officer of the  Company  has  reviewed  the  related  Mortgage  File and has made the
reasonable determination that any additional advances are nonrecoverable.

         Section 5.04      Liquidation Reports.

         Upon the foreclosure sale of any Mortgaged  Property or the acquisition  thereof by the Purchaser pursuant
to a deed-in-lieu  of foreclosure,  the Company shall submit to the Purchaser a liquidation  report with respect to
such  Mortgaged  Property in a form mutually  acceptable to Company and  Purchaser.  The Company shall also provide
reports on the status of REO Property containing such information as Purchaser may reasonably require.

                                                    ARTICLE VI

                                           GENERAL SERVICING PROCEDURES

         Section 6.01      Assumption Agreements.

         The Company  will,  to the extent it has  knowledge of any  conveyance  or  prospective  conveyance by any
Mortgagor of the Mortgaged  Property  (whether by absolute  conveyance  or by contract of sale,  and whether or not
the Mortgagor  remains or is to remain liable under the Mortgage Note and/or the Mortgage),  exercise its rights to
accelerate  the  maturity of such  Mortgage  Loan under any  "due-on-sale"  clause to the extent  permitted by law;
provided,  however,  that the Company  shall not exercise any such rights if  prohibited by law or the terms of the
Mortgage  Note from doing so or if the  exercise of such  rights  would  impair or threaten to impair any  recovery
under the related  Primary  Mortgage  Insurance  Policy,  if any. If the Company  reasonably  believes it is unable
under applicable law to enforce such "due-on-sale"  clause, the Company,  with the approval of the Purchaser,  will
enter  into an  assumption  agreement  with the  person to whom the  Mortgaged  Property  has been  conveyed  or is
proposed to be conveyed,  pursuant to which such person  becomes  liable under the Mortgage Note and, to the extent
permitted by applicable  state law, the Mortgagor  remains liable thereon.  Where an assumption is allowed pursuant
to this Section 6.01, the Company,  with the prior consent of the Purchaser and the primary  mortgage  insurer,  if
any, is  authorized  to enter into a  substitution  of liability  agreement  with the person to whom the  Mortgaged
Property  has been  conveyed or is proposed to be conveyed  pursuant to which the  original  mortgagor  is released
from  liability and such Person is  substituted  as mortgagor and becomes  liable under the related  Mortgage Note.
Any such substitution of liability agreement shall be in lieu of an assumption agreement.

         In  connection  with any such  assumption  or  substitution  of  liability,  the Company  shall follow the
underwriting  practices  and  procedures  of  the  Company.  With  respect  to an  assumption  or  substitution  of
liability,  the Mortgage  Interest Rate borne by the related  Mortgage Note, the amount of the Monthly  Payment and
the maturity  date may not be changed  (except  pursuant to the terms of the Mortgage  Note).  If the credit of the
proposed  transferee  does not meet such  underwriting  criteria,  the  Company  diligently  shall,  to the  extent
permitted by the Mortgage or the  Mortgage  Note and by  applicable  law,  accelerate  the maturity of the Mortgage
Loan. The Company shall notify the Purchaser that any such  substitution  of liability or assumption  agreement has
been  completed by forwarding to the  Purchaser  the original of any such  substitution  of liability or assumption
agreement,  which document shall be added to the related Mortgage File and shall,  for all purposes,  be considered
a part of such  Mortgage  File to the same  extent as all  other  documents  and  instruments  constituting  a part
thereof.  All fees  collected  by the  Company  for  entering  into an  assumption  or  substitution  of  liability
agreement shall belong to the Company.

         Notwithstanding  the foregoing  paragraphs of this Section or any other provision of this  Agreement,  the
Company  shall not be deemed to be in  default,  breach or any other  violation  of its  obligations  hereunder  by
reason of any  assumption  of a Mortgage  Loan by  operation  of law or any  assumption  which the  Company  may be
restricted  by law from  preventing,  for any reason  whatsoever.  For  purposes  of this  Section  6.01,  the term
"assumption"  is deemed to also  include a sale of the  Mortgaged  Property  subject  to the  Mortgage  that is not
accompanied by an assumption or substitution of liability agreement.

         Section 6.02      Satisfaction of Mortgages and Release of Mortgage Files.

         Upon the  payment in full of any  Mortgage  Loan,  or the receipt by the  Company of a  notification  that
payment in full will be escrowed in a manner customary for such purposes,  the Company will immediately  notify the
Purchaser  by a  certification,  which  certification  shall  include a  statement  to the effect  that all amounts
received or to be received in  connection  with such payment  which are  required to be deposited in the  Custodial
Account  pursuant  to Section  4.04 have been or will be so  deposited,  of a Servicing  Officer and shall  request
delivery to it of the portion of the Mortgage File held by the  Purchaser.  The Purchaser  shall no later than five
Business  Days after  receipt of such  certification  and request,  release or cause to be released to the Company,
the related  Mortgage Loan Documents and, upon its receipt of such  documents,  the Company shall promptly  prepare
and  deliver  to the  Purchaser  the  requisite  satisfaction  or  release.  No later than five (5)  Business  Days
following its receipt of such satisfaction or release,  the Purchaser shall deliver,  or cause to be delivered,  to
the Company the release or  satisfaction  properly  executed by the owner of record of the  applicable  mortgage or
its duly  appointed  attorney in fact. No expense  incurred in connection  with any instrument of  satisfaction  or
deed of reconveyance shall be chargeable to the Custodial Account.

         In the event the Company  satisfies or releases a Mortgage  without having obtained payment in full of the
indebtedness  secured by the Mortgage or should it otherwise  prejudice  any right the Purchaser may have under the
mortgage  instruments,  the Company, upon written demand, shall remit within two (2) Business Days to the Purchaser
the then outstanding  principal  balance of the related Mortgage Loan by deposit thereof in the Custodial  Account.
The Company shall maintain the Fidelity Bond and errors and omissions  insurance  insuring the Company  against any
loss it may sustain with respect to any Mortgage  Loan not satisfied in accordance  with the  procedures  set forth
herein.

         From time to time and as appropriate  for the servicing or  foreclosure  of the Mortgage  Loan,  including
for the purpose of collection under any Primary Mortgage  Insurance  Policy,  the Purchaser shall,  upon request of
the Company and  delivery  to the  Purchaser  of a servicing  receipt  signed by a Servicing  Officer,  release the
portion of the Mortgage  File held by the  Purchaser to the Company.  Such  servicing  receipt  shall  obligate the
Company to return the related  Mortgage  documents to the Purchaser when the need therefor by the Company no longer
exists,  unless the Mortgage Loan has been  liquidated and the Liquidation  Proceeds  relating to the Mortgage Loan
have been  deposited in the  Custodial  Account or the  Mortgage  File or such  document  has been  delivered to an
attorney,  or to a public  trustee or other  public  official as required by law,  for  purposes of  initiating  or
pursuing legal action or other  proceedings  for the  foreclosure of the Mortgaged  Property  either  judicially or
non-judicially,  and the Company has delivered to the Purchaser a certificate of a Servicing Officer  certifying as
to the name and address of the Person to which such  Mortgage  File or such  document was delivered and the purpose
or purposes of such  delivery.  Upon receipt of a  certificate  of a Servicing  Officer  stating that such Mortgage
Loan was liquidated, the servicing receipt shall be released by the Purchaser to the Company.

         Section 6.03      Servicing Compensation.

         As compensation for its services  hereunder,  the Company shall be entitled to withdraw from the Custodial
Account (to the extent of interest  payments  collected on the Mortgage Loans) or to retain from interest  payments
collected on the Mortgage Loans,  the amounts  provided for as the Company's  Servicing Fee,  subject to payment of
compensating  interest on  Principal  Prepayments  as capped by the  Servicing  Fee pursuant to Section 5.01 (iii).
Additional  servicing  compensation  in the form of assumption  fees, as provided in Section 6.01, and late payment
charges or otherwise  shall be retained by the Company to the extent not required to be deposited in the  Custodial
Account.  No Servicing  Fee shall be payable in  connection  with partial  Monthly  Payments.  The Company shall be
required to pay all expenses  incurred by it in connection  with its servicing  activities  hereunder and shall not
be entitled to reimbursement therefor except as specifically provided for.

         Section 6.04      Annual Statement as to Compliance.

         The Company will deliver to the Purchaser,  to any master  servicer  which is master  servicing any of the
Mortgage  Loans (each,  a "Master  Servicer") and to any entity which is the depositor of the Mortgage Loans (each,
a  "Depositor")  not later than March 14 of each  calendar  year,  beginning  in March 2004 and with respect to any
calendar year during which the  Depositor's  annual report on Form 10-K is required to be filed in accordance  with
the  Securities  Exchange  Act of 1934,  as  amended  (the  "Exchange  Act") and the rules and  regulations  of the
Securities and Exchange  Commission (the  "Commission"),  15 calendar days before the date on which the Depositor's
annual  report  on Form  10-K is  required  to be filed in  accordance  with the  Exchange  Act and the  rules  and
regulations  of the  Commission  (or, in each case,  if such day is not a Business Day, the  immediately  preceding
Business  Day),  an  Officer's  Certificate  stating,  as to each  signatory  thereof,  that  (i) a  review  of the
activities of the Company  during the preceding  year and of  performance  under this Agreement has been made under
such officers'  supervision  and (ii) to the best of such officer's  knowledge,  based on such review,  the Company
has fulfilled all of its  obligations  under this Agreement  throughout  such year, or, if there has been a default
in the  fulfillment of any such  obligation,  specifying each such default known to such officer and the nature and
status thereof (each such Officer's Certificate, an "Annual Statement of Compliance").

         For so long as the Mortgage Loans are being master serviced by the Master  Servicer,  not later than March
14 of each  calendar  year,  beginning  in March 2004,  and with  respect to any  calendar  year  during  which the
Depositor's  annual report on Form 10-K is required to be filed in  accordance  with the Exchange Act and the rules
and  regulations  of the  Commission,  15 calendar days before the date on which the  Depositor's  annual report on
Form 10-K is  required  to be filed in  accordance  with the  Exchange  Act and the rules  and  regulations  of the
Commission  (or, in each case, if such day is not a Business Day, the  immediately  preceding  Business Day), or at
any other time upon  thirty  (30) days  written  request,  an officer of the  Company  shall  execute and deliver a
separate  Officer's  Certificate to each of the Master Servicer and to the Depositor for the benefit of such Master
Servicer or Depositor, as applicable,  and its officers,  directors and affiliates,  certifying as to the following
matters:

(i)      Based on my knowledge,  the information in the Annual Statement as to Compliance,  the Annual  Independent
                  Public  Accountant's  Report  (defined  below)  and  all  servicing  reports,  officer's
                  certificates  and other  information  relating to the  servicing of the  Mortgage  Loans
                  submitted  to the  Master  Servicer  taken  as a  whole,  does not  contain  any  untrue
                  statement  of a material  fact or omit to state a material  fact  necessary  to make the
                  statements  made, in light of the  circumstances  under which such statements were made,
                  not misleading as of the date of this certification;

(ii)     The  servicing  information  required  to be  provided  to the  Master  Servicer,  the  Depositor  and the
                  Purchaser by the Company under this Agreement has been provided to the Master Servicer;

(iii)    I am  responsible  for reviewing the  activities  performed by the Company under this  Agreement and based
                  upon the  review  required  by this  Agreement,  and except as  disclosed  in the Annual
                  Statement  as to  Compliance  or  the  Annual  Independent  Public  Accountant's  Report
                  submitted  to  the  Master   Servicer,   the  Company  has,  as  of  the  date  of  this
                  certification fulfilled its obligations under this Agreement; and

(iv)     I  have  disclosed  to the  Master  Servicer  all  significant  deficiencies  relating  to  the  Company's
                  compliance with the minimum  servicing  standards in accordance with a review  conducted
                  in  compliance  with the Uniform  Single  Attestation  Program for  Mortgage  Bankers or
                  similar standard as set forth in this Section 6.04.

         Section 6.05      Annual Independent Certified Public Accountants' Servicing Report.

         Not later than March 14 of each  calendar  year,  beginning in March 2004 and with respect to any calendar
year  during  which the  Depositor's  annual  report on Form 10-K is required  to be filed in  accordance  with the
Exchange  Act and the rules and  regulations  of the  Commission,  15  calendar  days  before the date on which the
Depositor's  annual report on Form 10-K is required to be filed in  accordance  with the Exchange Act and the rules
and regulations of the Commission  (or, in each case, if such day is not a Business Day, the immediately  preceding
Business  Day),  the Company at its expense shall cause a firm of independent  public  accountants  (which may also
render other services to the Company) which is a member of the American  Institute of Certified Public  Accountants
to furnish a statement (each, an "Annual  Independent Public  Accountant's  Report") to the Master Servicer and the
Purchaser or its designee to the effect that such firm has examined  certain  documents and records relating to the
servicing  of the  Mortgage  Loans or of loans  under a pooling and  servicing  agreements  (including  the related
Mortgage Loans)  substantially  similar one to another (such statement to have attached  thereto a schedule setting
forth the pooling and servicing  agreements  covered thereby) and that, on the basis of such examination  conducted
substantially in compliance with the Uniform Single  Attestation  Program for Mortgage Bankers,  such firm confirms
that such servicing has been  conducted in compliance  with such pooling and servicing  agreements  except for such
significant  exceptions  or errors in records  that, in the opinion of such firm,  the Uniform  Single  Attestation
Program for Mortgage Bankers requires it to report.

         Section 6.06      Purchaser's Right to Examine Company Records.

         The  Purchaser  shall have the right to examine and audit upon  reasonable  notice to the Company,  during
business hours or at such other times as might be reasonable  under  applicable  circumstances,  any and all of the
books,  records,  documentation or other  information of the Company,  or held by another for the Company or on its
behalf or otherwise,  which  relates to the  performance  or  observance by the Company of the terms,  covenants or
conditions of this Agreement.

         The Company shall provide to the Purchaser and any  supervisory  agents or examiners  representing a state
or federal  governmental agency having jurisdiction over the Purchaser,  including but not limited to OTS, FDIC and
other similar entities,  access to any documentation  regarding the Mortgage Loans in the possession of the Company
which  may be  required  by any  applicable  regulations.  Such  access  shall be  afforded  without  charge,  upon
reasonable  request,  during normal  business hours and at the offices of the Company,  and in accordance  with the
federal government, FDIC, OTS, or any other similar regulations.

         Section 6.07               Indemnification regarding Section 6.04 and Section 6.05.

         The Company shall  indemnify and hold harmless the Master  Servicer,  the Depositor,  the  Purchaser,  and
their respective officers,  directors,  agents and affiliates, and such affiliates' officers,  directors and agents
(any such person, an "Indemnified  Party") from and against any losses,  damages,  penalties,  fines,  forfeitures,
reasonable  legal fees and related  costs,  judgments  and other costs and expenses  arising out of or based upon a
breach by the  Company or any of its  officers,  directors,  agents or  affiliates  of its  obligations  under this
letter agreement,  or the negligence,  bad faith or willful misconduct of the Company in connection  therewith.  If
the  indemnification  provided for herein is unavailable or insufficient  to hold harmless any  Indemnified  Party,
then the Company  agrees that it shall  contribute  to the amount  paid or payable by such  Indemnified  Party as a
result  of the  losses,  claims,  damages  or  liabilities  of such  Indemnified  Party  in such  proportion  as is
appropriate  to reflect the relative fault of such  Indemnified  Party on the one hand and the Company in the other
in  connection  with  a  breach  of the  Company's  obligations  under  this  letter  agreement,  or the  Company's
negligence, bad faith or willful misconduct in connection therewith.


                                                    ARTICLE VII

                                        REPORTS TO BE PREPARED BY SERVICER

         Section 7.01      Company Shall Provide Information as Reasonably Required.

         The Company shall furnish to the Purchaser  during the term of this Agreement,  such periodic,  special or
other  reports,  information  or  documentation,  whether  or not  provided  for  herein,  as shall  be  necessary,
reasonable  or  appropriate  in respect to the  Purchaser,  or otherwise  in respect to the Mortgage  Loans and the
performance of the Company under this Agreement,  including any reports,  information or  documentation  reasonably
required to comply with any  regulations  regarding any  supervisory  agents or examiners of the Purchaser all such
reports or information to be as provided by and in accordance with such applicable  instructions  and directions as
the Purchaser may  reasonably  request in relation to this  Agreement or the  performance of the Company under this
Agreement.  The  Company  agrees to  execute  and  deliver  all such  instruments  and take all such  action as the
Purchaser,  from time to time,  may  reasonably  request in order to  effectuate  the  purpose and to carry out the
terms of this Agreement.

         In connection  with  marketing  the Mortgage  Loans,  the  Purchaser  may make  available to a prospective
purchaser  audited  financial  statements of the Company for the most  recently  completed two (2) fiscal years for
which such  statements are available,  as well as a Consolidated  Statement of Condition at the end of the last two
(2) fiscal years covered by any  Consolidated  Statement of Operations.  If it has not already done so, the Company
shall furnish promptly to the Purchaser or a prospective purchaser copies of the statements specified above.

         The  Company  shall  make  reasonably   available  to  the  Purchaser  or  any  prospective   Purchaser  a
knowledgeable  financial  or  accounting  officer  for  the  purpose  of  answering  questions  and to  permit  any
prospective  purchaser  to  inspect  the  Company's  servicing  facilities  for  the  purpose  of  satisfying  such
prospective  purchaser  that the  Company  has the  ability to  service  the  Mortgage  Loans as  provided  in this
Agreement.



                                                   ARTICLE VIII

                                                   THE SERVICER

         Section 8.01      Indemnification; Third Party Claims.

         The Company  agrees to indemnify the Purchaser  and hold it harmless  against any and all claims,  losses,
damages,  penalties,  fines,  forfeitures,  legal fees and related costs, judgments,  and any other costs, fees and
expenses  that the  Purchaser  may  sustain in any way related to the failure of the Company to observe and perform
its duties,  obligations,  covenants,  and agreements to service the Mortgage Loans in strict  compliance  with the
terms of this  Agreement.  The Company  agrees to indemnify the Purchaser and hold it harmless  against any and all
claims, losses, damages,  penalties,  fines,  forfeitures,  legal fees and related costs, judgments,  and any other
costs,  fees and expenses that the Purchaser  may sustain in any way related to the breach of a  representation  or
warranty  set  forth  in  Sections  3.01 or 3.02 of this  Agreement.  The  Company  shall  immediately  notify  the
Purchaser  if a claim is made by a third party  against  Company  with  respect to this  Agreement  or the Mortgage
Loans,  assume  (with  the  consent  of the  Purchaser)  the  defense  of any such  claim and pay all  expenses  in
connection  therewith,  including  counsel  fees,  whether  or not such  claim is settled  prior to  judgment,  and
promptly  pay,  discharge  and satisfy any judgment or decree which may be entered  against it or the  Purchaser in
respect  of such  claim.  The  Company  shall  follow any  written  instructions  received  from the  Purchaser  in
connection  with such claim.  The Purchaser  shall  promptly  reimburse the Company for all amounts  advanced by it
pursuant to the two  preceding  sentences  except  when the claim  relates to the failure of the Company to service
and administer the Mortgages in strict  compliance with the terms of this Agreement,  the breach of  representation
or  warranty  set forth in Sections  3.01 or 3.02,  or the gross  negligence,  bad faith or willful  misconduct  of
Company. The provisions of this Section 8.01 shall survive termination of this Agreement.

         Section 8.02      Merger or Consolidation of the Company.

         The Company will keep in full effect its  existence,  rights and  franchises  as a  corporation  under the
laws of the state of its incorporation  except as permitted herein,  and will obtain and preserve its qualification
to do business as a foreign  corporation in each jurisdiction in which such  qualification is or shall be necessary
to protect the validity  and  enforceability  of this  Agreement,  or any of the Mortgage  Loans and to perform its
duties under this Agreement.

         Any Person into which the Company may be merged or  consolidated,  or any  corporation  resulting from any
merger,  conversion  or  consolidation  to which the  Company  shall be a party,  or any Person  succeeding  to the
business  of the  Company  whether  or not  related  to loan  servicing,  shall  be the  successor  of the  Company
hereunder,  without  the  execution  or filing of any paper or any  further  act on the part of any of the  parties
hereto,  anything  herein to the  contrary  notwithstanding;  provided,  however,  that the  successor or surviving
Person  shall be an  institution  (i) having a GAAP net worth of not less than  $25,000,000,  (ii) the  deposits of
which are insured by the FDIC,  SAIF and/or BIF, and which is a HUD-approved  mortgagee  whose primary  business is
in  origination  and  servicing  of first lien  mortgage  loans,  and (iii) who is a Fannie  Mae or FHLMC  approved
seller/servicer in good standing.

         Section 8.03      Limitation on Liability of the Company and Others.

         Neither  the  Company  nor any of the  officers,  employees  or agents of the  Company  shall be under any
liability  to the  Purchaser  for any action  taken or for  refraining  from the taking of any action in good faith
pursuant to this Agreement,  or for errors in judgment made in good faith;  provided,  however, that this provision
shall not protect the Company or any such person against any breach of warranties or  representations  made herein,
or failure to perform its  obligations in strict  compliance with any standard of care set forth in this Agreement,
or any liability  which would  otherwise be imposed by reason of negligence,  bad faith or willful  misconduct,  or
any breach of the terms and  conditions of this  Agreement.  The Company and any officer,  employee or agent of the
Company may rely in good faith on any  document of any kind prima facie  properly  executed  and  submitted  by the
Purchaser  respecting any matters  arising  hereunder.  The Company shall not be under any obligation to appear in,
prosecute  or defend any legal  action  which is not  incidental  to its duties to service  the  Mortgage  Loans in
accordance  with this  Agreement and which in its  reasonable  opinion may involve it in any expenses or liability;
provided,  however,  that the Company may,  with the consent of the  Purchaser,  undertake any such action which it
may deem  necessary or desirable in respect to this Agreement and the rights and duties of the parties  hereto.  In
such event, the reasonable legal expenses and costs of such action and any liability  resulting  therefrom shall be
expenses,  costs and  liabilities  for which the Purchaser will be liable,  and the Company shall be entitled to be
reimbursed therefor from the Purchaser upon written demand.

         Section 8.04      Company Not to Assign or Resign.

         The Company shall not assign this  Agreement or resign from the  obligations  and duties hereby imposed on
it except by mutual consent of the Company and the Purchaser or upon the  determination  that its duties  hereunder
are no longer  permissible  under  applicable  law and such  incapacity  cannot be cured by the  Company.  Any such
determination  permitting  the  resignation  of the  Company  shall be  evidenced  by an Opinion of Counsel to such
effect  delivered to the  Purchaser  which  Opinion of Counsel  shall be in form and  substance  acceptable  to the
Purchaser.  No such  resignation  shall  become  effective  until a  successor  shall have  assumed  the  Company's
responsibilities and obligations hereunder in the manner provided in Section 11.01.

         Section 8.05      No Transfer of Servicing.

         With  respect to the  retention  of the  Company to service  the  Mortgage  Loans  hereunder,  the Company
acknowledges that the Purchaser has acted in reliance upon the Company's  independent  status,  the adequacy of its
servicing facilities,  plan, personnel,  records and procedures,  its integrity,  reputation and financial standing
and the  continuance  thereof.  Without in any way limiting the  generality of this Section,  the Company shall not
either assign this Agreement or the servicing  hereunder or delegate its rights or duties  hereunder or any portion
thereof,  or sell or otherwise  dispose of all or  substantially  all of its property or assets,  without the prior
written approval of the Purchaser, which consent shall be granted or withheld in the Purchaser's sole discretion.

         Without in any way limiting the  generality  of this Section  8.05,  in the event that the Company  either
shall assign this  Agreement or the servicing  responsibilities  hereunder or delegate its duties  hereunder or any
portion thereof without (i) satisfying the  requirements  set forth herein or (ii) the prior written consent of the
Purchaser,  then the  Purchaser  shall have the right to  terminate  this  Agreement,  without  any  payment of any
penalty or damages and without any  liability  whatsoever  to the Company  (other than with  respect to accrued but
unpaid Servicing Fees and Servicing Advances remaining unpaid) or any third party.



                                                    ARTICLE IX

                                                      DEFAULT

         Section 9.01      Events of Default.

         In case one or more of the  following  Events of Default by the  Company  shall  occur and be  continuing,
that is to say:

         (i) any  failure by the  Company  to remit to the  Purchaser  any  payment  required  to be made under the
terms of this Agreement which continues unremedied for a period of one (1) Business Day; or

         (ii) failure on the part of the Company  duly to observe or perform in any  material  respect any other of
the covenants or agreements on the part of the Company set forth in this Agreement which  continues  unremedied for
a period of thirty  (30) days after the date on which  written  notice of such  failure,  requiring  the same to be
remedied, shall have been given to the Company by the Purchaser; or

         (iii) a decree  or order of a court  or  agency  or  supervisory  authority  having  jurisdiction  for the
appointment  of a conservator  or receiver or  liquidator  in any  insolvency,  bankruptcy,  readjustment  of debt,
marshalling  of assets  and  liabilities  or similar  proceedings,  or for the  winding-up  or  liquidation  of its
affairs,  shall have been  entered  against  the  Company  and such  decree or order  shall have  remained in force
undischarged or unstayed for a period of sixty days; or

         (iv) the Company  shall  consent to the  appointment  of a  conservator  or receiver or  liquidator in any
insolvency,  bankruptcy,  readjustment of debt,  marshalling of assets and liabilities or similar proceedings of or
relating to the Company or of or relating to all or substantially all of its property; or

         (v) the Company  shall  admit in writing  its  inability  to pay its debts  generally  as they become due,
file a petition to take advantage of any applicable  insolvency or reorganization  statute,  make an assignment for
the benefit of its creditors, or voluntarily suspend payment of its obligations; or

         (vi)  Company  ceases to be approved by either  Fannie Mae or FHLMC as a mortgage  loan seller or servicer
for more than thirty days; or

         (vii) the  Company  attempts  to assign  its right to  servicing  compensation  hereunder  or the  Company
attempts,  without the consent of the Purchaser,  to sell or otherwise  dispose of all or substantially  all of its
property or assets or to assign this  Agreement  or the  servicing  responsibilities  hereunder  or to delegate its
duties hereunder or any portion thereof; or

         (viii) the Company  ceases to be (a)  licensed to service  first lien  residential  mortgage  loans in any
jurisdiction  in which a  Mortgaged  Property is located and such  licensing  is  required,  and (b)  qualified  to
transact  business  in  any  jurisdiction  where  it is  currently  so  qualified,  but  only  to the  extent  such
non-qualification materially and adversely affects the Company's ability to perform its obligations hereunder;

(ix)     the Company fails to meet the eligibility criteria set forth in the last sentence of Section 8.02; or

         (x)      the Company  fails to duly  perform,  within the required  time  period,  its  obligations  under
either  Section 6.04 or Section 6.05,  which failure  continues  unremedied  for a period of thirty (30) days after
the date on which written notice of such failure,  requiring the same to be remedied,  shall have been given to the
Company by the Depositor, the Purchaser or by any Master Servicer.

         Then,  and in each and every such case, so long as an Event of Default shall not have been  remedied,  the
Purchaser,  by notice in writing to the Company  (except in the case of an Event of Default  under  clauses  (iii),
(iv), or (v) above,  in which case,  automatically  and without  notice,  or under clause (x) above, in which case,
automatically  and without  additional  notice)  Company may, in addition to whatever rights the Purchaser may have
under Sections 3.03,  6.07 and 8.01 and at law or equity or to damages,  including  injunctive  relief and specific
performance,  terminate  all the rights and  obligations  of the  Company  under this  Agreement  and in and to the
Mortgage  Loans and the proceeds  thereof  without  compensating  the Company for the same. On or after the receipt
by the Company of such written  notice (or, in the case of an Event of Default  under  clauses  (iii),  (iv) or (v)
above, in which case,  automatically  and without notice,  or under clause (x) above, in which case,  automatically
and without additional notice),  all authority and power of the Company under this Agreement,  whether with respect
to the Mortgage  Loans or  otherwise,  shall pass to and be vested in the successor  appointed  pursuant to Section
11.01.  Upon written  request from the  Purchaser,  the Company  shall  prepare,  execute and deliver,  any and all
documents and other  instruments,  place in such  successor's  possession all Mortgage Files,  and do or accomplish
all other acts or things  necessary or  appropriate to effect the purposes of such notice of  termination,  whether
to complete the transfer and endorsement or assignment of the Mortgage Loans and related  documents,  or otherwise,
at the Company's  sole expense.  The Company agrees to cooperate with the Purchaser and such successor in effecting
the  termination  of the Company's  responsibilities  and rights  hereunder,  including,  without  limitation,  the
transfer to such  successor  for  administration  by it of all cash amounts  which shall at the time be credited by
the Company to the Custodial  Account or Escrow  Account or thereafter  received with respect to the Mortgage Loans
or any REO Property.

         Section 9.02      Waiver of Defaults.

         The  Purchaser  may waive only by written  notice any  default by the  Company in the  performance  of its
obligations  hereunder and its  consequences.  Upon any such waiver of a past default,  such default shall cease to
exist,  and any Event of Default arising  therefrom shall be deemed to have been remedied for every purpose of this
Agreement.  No such waiver shall extend to any subsequent or other default or impair any right  consequent  thereon
except to the extent expressly so waived in writing.

                                                     ARTICLE X

                                                    TERMINATION

         Section 10.01     Termination.

         The respective  obligations  and  responsibilities  of the Company shall  terminate upon: (i) the later of
the final  payment or other  liquidation  (or any advance with respect  thereto) of the last  Mortgage Loan and the
disposition  of all  remaining  REO  Property  and the  remittance  of all funds due  hereunder;  or (ii) by mutual
consent of the  Company  and the  Purchaser  in writing;  or (iii)  termination  with cause under the terms of this
Agreement.

         Section 10.02     Termination Without Cause.

         The  Purchaser  may, at its sole  option,  terminate  any rights the Company may have  hereunder,  without
cause,  upon no less  than 90 days  written  notice.  Any  such  notice  of  termination  shall be in  writing  and
delivered to the Company as provided in Section  11.05 of this  Agreement.  In the event of such  termination,  the
Purchaser agrees to pay, as liquidated  damages,  a sum equal to two percent (2%) of the aggregate unpaid principal
balance of the Mortgage Loans.


                                                    ARTICLE XI

                                             MISCELLANEOUS PROVISIONS

         Section 11.01     Successor to the Company.

         Prior to termination of Company's  responsibilities  and duties under this Agreement  pursuant to Sections
4.13,  8.04,  9.01,  10.01 (ii) or (iii),  the  Purchaser  shall (i)  succeed  to and  assume all of the  Company's
responsibilities,  rights,  duties and  obligations  under this Agreement,  or (ii) appoint a successor  having the
characteristics  set forth in  Section  8.02  hereof  and which  shall  succeed to all rights and assume all of the
responsibilities,  duties  and  liabilities  of the  Company  under  this  Agreement  prior to the  termination  of
Company's  responsibilities,  duties and liabilities under this Agreement.  In connection with such appointment and
assumption,  the Purchaser may make such  arrangements  for the  compensation  of such successor out of payments on
Mortgage  Loans as the  Purchaser  and such  successor  shall  agree.  In the  event  that  the  Company's  duties,
responsibilities  and  liabilities  under  this  Agreement  should be  terminated  pursuant  to the  aforementioned
Sections,  the  Company  shall  discharge  such  duties and  responsibilities  during  the period  from the date it
acquires  knowledge of such  termination  until the  effective  date thereof with the same degree of diligence  and
prudence which it is obligated to exercise under this  Agreement,  and shall take no action  whatsoever  that might
impair or prejudice  the rights or financial  condition of its  successor.  The  resignation  or removal of Company
pursuant to the  aforementioned  Sections shall not become effective until a successor shall be appointed  pursuant
to this Section and shall in no event relieve the Company of the  representations  and warranties  made pursuant to
Sections  3.01,  3.02 and 3.03 and the remedies  available to the Purchaser  thereunder  and under Section 8.01, it
being  understood and agreed that the provisions of such Sections 3.01,  3.02, 3.03 and 8.01 shall be applicable to
the Company  notwithstanding  any such  resignation  or  termination  of the Company,  or the  termination  of this
Agreement.

         Any successor  appointed as provided  herein shall execute,  acknowledge and deliver to the Company and to
the Purchaser an instrument  accepting such  appointment,  whereupon such successor  shall become fully vested with
all the rights, powers, duties,  responsibilities,  obligations and liabilities of the Company, with like effect as
if  originally  named  as a party  to this  Agreement.  Any  termination  or  resignation  of the  Company  or this
Agreement  pursuant to Section  4.13,  8.04,  9.01 or 10.01 shall not affect any claims that the Purchaser may have
against the Company arising prior to any such termination or resignation.

         The Company shall  promptly  deliver to the  successor  the funds in the Custodial  Account and the Escrow
Account and the Mortgage  Files and related  documents  and  statements  held by it hereunder and the Company shall
account for all funds.  The Company  shall  execute and deliver  such  instruments  and do such other things all as
may  reasonably  be  required  to more fully and  definitely  vest and confirm in the  successor  all such  rights,
powers,  duties,  responsibilities,   obligations  and  liabilities  of  the  Company.  The  successor  shall  make
arrangements  as it may deem  appropriate  to reimburse the Company for  unrecovered  Servicing  Advances which the
successor  retains  hereunder  and which  would  otherwise  have been  recovered  by the  Company  pursuant to this
Agreement but for the appointment of the successor servicer.

         Upon a successor's  acceptance of  appointment  as such, the Company shall notify by mail the Purchaser of
such appointment.

         Section 11.02     Amendment.

         This  Agreement  may be amended from time to time by the Company and the  Purchaser  by written  agreement
signed by the Company and the Purchaser.



         Section 11.03     Recordation of Agreement.

         To the extent  permitted by applicable  law, this Agreement is subject to  recordation in all  appropriate
public  offices for real property  records in all the counties or other  comparable  jurisdictions  in which any of
the properties  subject to the Mortgages are situated,  and in any other  appropriate  public  recording  office or
elsewhere,  such  recordation to be effected by the Company at the Company's  expense on direction of the Purchaser
accompanied by an opinion of counsel to the effect that such recordation  materially and  beneficially  affects the
interest of the Purchaser or is necessary for the administration or servicing of the Mortgage Loans.

         Section 11.04     Governing Law.

         This  Agreement  shall be governed by and construed in  accordance  with the laws of the State of New York
except to the extent  preempted  by Federal  law. The  obligations,  rights and  remedies of the parties  hereunder
shall be determined in accordance with such laws.

         Section 11.05     Notices.

         Any  demands,  notices or other  communications  permitted or required  hereunder  shall be in writing and
shall be deemed  conclusively to have been given if personally  delivered at or mailed by registered mail,  postage
prepaid,  and return  receipt  requested or certified  mail,  return  receipt  requested,  or transmitted by telex,
telegraph or telecopier and confirmed by a similar mailed writing, as follows:

         (i)      if to the Company:

                  US Bank, NA
                  1550 East 79th Street
                  Bloomington, MN 55425
                  Attn:  Cheikh Faye
                  (952) 851-8269

                  With a copy to:

                  US Bank, NA
                  4801 Frederica Street
                  Owensboro, KY 42303
                  Attn:  Robert Smiley
                  (270) 689-7271

         (ii) if to the Purchaser:

                  EMC Mortgage Corporation
                  Mac Arthur Ridge II,
                  909 Hidden Ridge Drive, Suite 200
                  Irving, Texas 75038
                  Attention:  Ms. Ralene Ruyle
                  Telecopier No.:  (972) 444-2880

                  With a copy to:

                  Bear Stearns Mortgage Capital Corporation
                  383 Madison Avenue
                  New York, New York 10179
                  Attention:  Baron Silverstein

or such other  address as may  hereafter be furnished  to the other party by like notice.  Any such demand,  notice
or  communication  hereunder  shall be deemed to have been  received  on the date  delivered  to or received at the
premises of the addressee  (as  evidenced,  in the case of  registered or certified  mail, by the date noted on the
return receipt).

         Section 11.06     Severability of Provisions.

         Any part,  provision,  representation  or warranty of this Agreement  which is prohibited or which is held
to be void or  unenforceable  shall be ineffective to the extent of such  prohibition or  unenforceability  without
invalidating the remaining  provisions  hereof. Any part,  provision,  representation or warranty of this Agreement
which  is  prohibited  or  unenforceable  or is held  to be void or  unenforceable  in any  jurisdiction  shall  be
ineffective,  as to such jurisdiction,  to the extent of such prohibition or unenforceability  without invalidating
the remaining  provisions  hereof,  and any such  prohibition or  unenforceability  in any  jurisdiction  as to any
Mortgage  Loan shall not  invalidate  or render  unenforceable  such  provision in any other  jurisdiction.  To the
extent  permitted by applicable  law, the parties  hereto waive any provision of law that prohibits or renders void
or unenforceable  any provision  hereof.  If the invalidity of any part,  provision,  representation or warranty of
this Agreement  shall deprive any party of the economic  benefit  intended to be conferred by this  Agreement,  the
parties shall  negotiate,  in good faith, to develop a structure the economic effect of which is nearly as possible
the same as the economic effect of this Agreement without regard to such invalidity.

         Section 11.07     Exhibits.

         The exhibits to this  Agreement  are hereby  incorporated  and made a part hereof and are an integral part
of this Agreement.

         Section 11.08     General Interpretive Principles.

         For purposes of this Agreement,  except as otherwise  expressly  provided or unless the context  otherwise
requires:

         (i)               the  terms  defined  in  this  Agreement  have  the  meanings  assigned  to them in this
Agreement  and  include the plural as well as the  singular,  and the use of any gender  herein  shall be deemed to
include the other gender;

         (ii)     accounting  terms not otherwise  defined herein have the meanings  assigned to them in accordance
with generally accepted accounting principles;

         (iii)    references herein to "Articles", "Sections",  Subsections",  "Paragraphs", and other subdivisions
without  reference  to a  document  are  to  designated  Articles,  Sections,  Subsections,  Paragraphs  and  other
subdivisions of this Agreement;

         (iv)     a reference  to a  Subsection  without  further  reference  to a Section is a  reference  to such
Subsection  as  contained  in the same Section in which the  reference  appears,  and this rule shall also apply to
Paragraphs and other subdivisions;

         (v)      the words  "herein",  "hereof ",  "hereunder"  and other  words of similar  import  refer to this
Agreement as a whole and not to any particular provision;

         (vi)     the term "include" or "including" shall mean without limitation by reason of enumeration; and

         (viii)   headings of the Articles and  Sections in this  Agreement  are for  reference  purposes  only and
shall not be deemed to have any substantive effect.

         Section 11.09     Reproduction of Documents.

         This Agreement and all documents relating thereto,  including,  without limitation,  (i) consents, waivers
and modifications which may hereafter be executed,  (ii) documents received by any party at the closing,  and (iii)
financial statements,  certificates and other information  previously or hereafter furnished,  may be reproduced by
any  photographic,  photostatic,  microfilm,  micro-card,  miniature  photographic  or other similar  process.  The
parties agree that any such  reproduction  shall be  admissible in evidence as the original  itself in any judicial
or  administrative  proceeding,  whether or not the original is in existence  and whether or not such  reproduction
was  made  by a party  in the  regular  course  of  business,  and  that  any  enlargement,  facsimile  or  further
reproduction of such reproduction shall likewise be admissible in evidence.

         Section 11.10     Confidentiality of Information.

         Each  party  recognizes  that,  in  connection  with this  Agreement,  it may become  privy to  non-public
information  regarding the financial  condition,  operations and prospects of the other party. Each party agrees to
keep all non-public  information regarding the other party strictly  confidential,  and to use all such information
solely in order to  effectuate  the purpose of the  Agreement,  provided  that each party may provide  confidential
information  to its  employees,  agents  and  affiliates  who  have a need to know  such  information  in  order to
effectuate  the  transaction,  provided  further that such  information  is identified as  confidential  non-public
information.  In addition,  confidential  information  may be provided to a regulatory  authority with  supervisory
power over Purchaser, provided such information is identified as confidential non-public information.

         Section 11.11     Recordation of Assignments of Mortgage.

         To the extent  permitted by  applicable  law, each of the  Assignments  is subject to  recordation  in all
appropriate  public  offices for real property  records in all the counties or other  comparable  jurisdictions  in
which any or all of the Mortgaged  Properties are situated,  and in any other  appropriate  public recording office
or elsewhere,  such recordation to be effected by and at the Company's  expense in the event  recordation is either
necessary under applicable law or requested by the Purchaser at its sole option.

         Section 11.12     Assignment by Purchaser.

     The Purchaser shall have the right subject to Section 2.06 of this Agreement, without the consent of the
     Company, to assign, in whole or in part, its interest under this Agreement with respect to some or all of
     the Mortgage Loans, and designate any person to exercise any rights of the Purchaser hereunder, by executing
     an Assignment and Assumption Agreement substantially in the form of Exhibit D hereto and the assignee or
     designee shall accede to the rights and obligations hereunder of the Purchaser with respect to such Mortgage
     Loans.  In no event shall Purchaser sell a partial interest in any Mortgage Loan without the written consent
     of Company, which consent shall not be unreasonably denied.  All references to the Purchaser in this
     Agreement shall be deemed to include its assignee or designee.


         Section 11.13     No Partnership.

         Nothing  herein  contained  shall be  deemed or  construed  to create a  co-partnership  or joint  venture
between the parties hereto and the services of the Company shall be rendered as an  independent  contractor and not
as agent for Purchaser.

         Section 11.14     Execution: Successors and Assigns.

         This  Agreement  may be  executed  in one or more  counterparts  and by the  different  parties  hereto on
separate  counterparts,  each of which,  when so executed,  shall be deemed to be an original;  such  counterparts,
together,  shall  constitute one and the same  agreement.  Subject to Section 8.04,  this Agreement  shall inure to
the benefit of and be binding upon the Company and the Purchaser and their respective successors and assigns.

         Section 11.15     Entire Agreement.

         The Company  acknowledges that no representations,  agreements or promises were made to the Company by the
Purchaser or any of its employees other than those  representations,  agreements or promises specifically contained
herein and in the  Confirmation.  The Confirmation and this Agreement sets forth the entire  understanding  between
the parties hereto;  provided,  however,  only this Agreement shall be binding upon all successors of both parties.
In the event of any inconsistency between the Confirmation and this Agreement, this Agreement shall control.

         Section 11.16.  No Solicitation.

         From and after the Closing  Date,  the Company  agrees that it will not take any action or permit or cause
any action to be taken by any of its agents or  affiliates,  to  personally,  by  telephone  or mail,  solicit  the
borrower or obligor  under any Mortgage  Loan to  refinance  the Mortgage  Loan,  in whole or in part,  without the
prior written  consent of the  Purchaser.  Notwithstanding  the  foregoing,  it is  understood  and agreed that (i)
promotions  undertaken by the Company or any  affiliate of the Company which are directed to the general  public at
large, or segments  thereof,  provided that no segment shall consist  primarily of the Mortgage  Loans,  including,
without  limitation,  mass mailing based on commercially  acquired mailing lists,  newspaper,  radio and television
advertisements  and (ii)  responses  to  unsolicited  requests or  inquiries  made by a Mortgagor  or an agent of a
Mortgagor,  shall not constitute  solicitation  under this Section 11.16. This Section 11.16 shall not be deemed to
preclude the Company or any of its affiliates  from  soliciting any Mortgagor for any other  financial  products or
services.  From and after the  Closing  Date,  the  Purchaser  agrees that it will not take any action or permit or
cause  any  action  to be taken by any of its  agents  or  affiliates,  or by any  independent  contractors  on the
Purchaser's  behalf,  to personally  by telephone or mail,  solicit the borrower or obligor under any Mortgage Loan
to refinance  the  Mortgage  Loan,  in whole or in part,  without the prior  written  consent of the  Company,.  In
addition,  the Purchaser or any of its affiliates shall not solicit any Mortgagor for any other financial  products
or services.  Notwithstanding  the foregoing,  it is understood  and agreed that (i)  promotions  undertaken by the
Purchaser  or any  affiliate  of the  Purchaser  which are  directed  to the general  public at large,  or segments
thereof,  provided that no segment shall consist primarily of the Mortgage Loans,  including,  without  limitation,
mass mailing based on commercially  acquired  mailing lists,  newspaper,  radio and television  advertisements  and
(ii)  responses  to  unsolicited  requests or inquiries  made by a Mortgagor or an agent of a Mortgagor,  shall not
constitute  solicitation  under this  Section  11.16 The Company  shall use its best efforts to prevent the sale of
the name of any Mortgagor to any Person who is not affiliate of the Company.

         Section 11.17.  Closing.

         The closing  for the  purchase  and sale of the  Mortgage  Loans  shall take place on the related  Closing
Date.  The closing  shall be either:  by  telephone,  confirmed by letter or wire as the parties  shall  agree,  or
conducted in person, at such place as the parties shall agree.

         The closing for the Mortgage  Loans to be  purchased on the related  Closing Date shall be subject to each
of the following conditions:

         (a)      at least one (1) Business Day prior to the related  Closing  Date,  the Company  shall deliver to
the  Purchaser a magnetic  diskette,  or  transmit by modem,  a listing on a  loan-level  basis of the  information
contained in the related Mortgage Loan Schedule attached as Exhibit I to this Agreement;

         (b)      all  of the  representations  and  warranties  of the  Company  under  this  Agreement  shall  be
materially true and correct as of the related  Closing Date and no event shall have occurred which,  with notice or
the passage of time, would constitute a material default under this Agreement;

         (c)      the Purchaser shall have received,  or the  Purchaser's  attorneys shall have received in escrow,
all documents  required  pursuant to this  Agreement,  an opinion of counsel and an officer's  certificate,  all in
such forms as are agreed upon and  acceptable to the  Purchaser,  duly executed by all  signatories  other than the
Purchaser as required pursuant to the terms hereof;

         (d)      the Company  shall have  delivered and released to the Purchaser (or its designee) on or prior to
the related Closing Date all documents required pursuant to the terms of this Agreement; and

         (e)      all  other  terms  and  conditions  of  this  Agreement  and the  Confirmation  shall  have  been
materially complied with.

         Subject to the foregoing  conditions,  the Purchaser  shall pay to the Company on the related Closing Date
the  Purchase  Price,  plus  accrued  interest  pursuant to Section  2.02 of this  Agreement,  by wire  transfer of
immediately available funds to the account designated by the Company.

         Section 11.18.    Cooperation of Company with a Reconstitution.

         The Company and the Purchaser  agree that with respect to some or all of the Mortgage  Loans,  on or after
the related Closing Date, on one or more dates (each a "Reconstitution  Date") at the Purchaser's sole option,  the
Purchaser may effect a sale (each,  a  "Reconstitution")  of some or all of the Mortgage Loans then subject to this
Agreement, without recourse, to:

         (a)       one or more third party  purchasers in one or more in whole loan transfers  (each, a "Whole Loan
Transfer"); or

         (b)      one or more trusts or other entities to be formed as part of one or more  pass-through  transfers
(each, a "Pass-Through Transfer").

         The Company agrees to execute in connection  with any agreements  among the  Purchaser,  the Company,  and
any servicer in  connection  with a Whole Loan  Transfer,  an  Assignment,  Assumption  and  Recognition  Agreement
substantially  in the form of Exhibit D hereto,  or, at Purchaser's  request,  a seller's  warranties and servicing
agreement or a  participation  and  servicing  agreement  or similar  agreement  in form and  substance  reasonably
acceptable to the parties,  and in connection with a Pass-Through  Transfer,  a pooling and servicing  agreement in
form and  substance  reasonably  acceptable to the parties,  (collectively  the  agreements  referred to herein are
designated,  the "Reconstitution  Agreements").  It is understood that any such Reconstitution  Agreements will not
contain any greater obligations on the part of Company than are contained in this Agreement.

         With respect to each Whole Loan Transfer and each  Pass-Through  Transfer  entered into by the  Purchaser,
the Company  agrees (1) to cooperate  fully with the Purchaser and any  prospective  purchaser  with respect to all
reasonable  requests  and due  diligence  procedures;  (2) to  execute,  deliver  and  perform  all  Reconstitution
Agreements  required  by the  Purchaser;  (3) to  restate  the  representations  and  warranties  set forth in this
Agreement as of the settlement or closing date in connection  with such  Reconstitution  (each,  a  "Reconstitution
Date").  In that  connection,  the Company shall  provide to such  servicer or issuer,  as the case may be, and any
other  participants  in  such  Reconstitution:   (i)  any  and  all  information   (including  servicing  portfolio
information) and appropriate  verification of information  (including servicing portfolio information) which may be
reasonably  available to the Company,  whether  through  letters of its auditors and counsel or  otherwise,  as the
Purchaser  or any  such  other  participant  shall  request  upon  reasonable  demand;  and  (ii)  such  additional
representations,  warranties,  covenants,  opinions of counsel,  letters from auditors,  and certificates of public
officials  or officers of the Company as are  reasonably  agreed upon by the Company and the  Purchaser or any such
other  participant.  In connection with each Pass-Through  Transfer,  the Company agrees to provide  reasonable and
customary  indemnification  to the Purchaser and its affiliates for disclosure  contained in any offering  document
relating to the Company or its  affiliates,  the  Mortgage  Loans and the  underwriting  standards  of the Mortgage
Loans. The Purchaser shall be responsible for the costs relating to the delivery of such information.

         All Mortgage  Loans not sold or  transferred  pursuant to a  Reconstitution  shall remain  subject to, and
serviced in accordance with the terms of, this  Agreement,  and with respect thereto this Agreement shall remain in
full force and effect.

         Section 11.18.    Third Party Beneficiary.

         Any  Master  Servicer  shall  be  considered  a  third  party   beneficiary  to  this  Agreement  and  any
Reconstitution  Agreements,  entitled to all the rights and benefits  accruing to any Master  Servicer herein as if
it were a direct party to this Agreement or such Reconstitution Agreements.



         IN WITNESS  WHEREOF,  the Company and the  Purchaser  have caused their names to be signed hereto by their
respective officers thereunto duly authorized as of the day and year first above written.

                                                   EMC MORTGAGE CORPORATION
                                                               Purchaser

                                                     By:________________________
                                                     Name:
                                                     Title:

                                                   US BANK, NA
                                                                Company

                                                     By: _______________________
                                                     Name:
                                                     Title:


                                                    EXHIBIT A-1
                                             CONTENTS OF MORTGAGE FILE

         With respect to each Mortgage  Loan,  the Mortgage File shall include each of the following  items,  which
shall be available  for  inspection by the  Purchaser,  and which shall be retained by the Company in the Servicing
File or delivered to the Purchaser or its designee  pursuant to Sections 2.04 and 2.05 of the Purchase,  Warranties
and Servicing Agreement.

     If the Company chooses to use facsimile signatures to endorse Mortgage Notes, the Company must provide in an
     officer's certificate that the endorsement is valid and enforceable in the jurisdiction(s) in which the
     Mortgaged Properties are located and must retain in its corporate records the following specific
     documentation authorizing the use of facsimile signatures:  (i) a resolution from its board of directors
     authorizing specific officers to use facsimile signatures; stating that facsimile signatures will be a valid
     and binding act on the Company's part; and authorizing the Company's corporate secretary to certify the
     validity of the resolution, the names of the officers authorized to execute documents by using facsimile
     signatures, and the authenticity of specimen forms of facsimile signatures; (ii) the corporate secretary's
     certification of the authenticity and validity of the board of directors' resolution; and (iii) a notarized
     "certification of facsimile signature," which includes both the facsimile and the original signatures of the
     signing officer(s) and each officer's certification that the facsimile is a true and correct copy of his or
     her original signature.


         1.      The      original      Mortgage      Note      endorsed      "Pay     to     the      order     of
____________________________________________________,  without  recourse," and signed via original signature in the
name of the Company by an authorized officer,  with all intervening  endorsements showing a complete chain of title
from the  originator to the Company,  together  with any  applicable  riders.  If the Mortgage Loan was acquired by
the  Company  in a  merger,  the  endorsement  must  be  by  "[Company],  successor  by  merger  to  the  [name  of
predecessor]".  If the Mortgage Loan was acquired or originated by the Company while doing  business  under another
name,  the  endorsement  must be by "[Company]  formerly  known as [previous  name]".  Mortgage Notes may be in the
form of a lost note affidavit subject to Purchaser acceptability.

         2. The original  Mortgage  (together  with a standard  adjustable  rate  mortgage  rider) with evidence of
recording  thereon,  or a copy thereof  certified by the public  recording  office in which such  mortgage has been
recorded or, if the original  Mortgage has not been returned from the applicable  public  recording  office, a true
certified copy, certified by the Company.

         3.  The  original  or  certified  copy,  certified  by the  Company,  of the  Primary  Mortgage  Insurance
Policy, if required.

         4.       The  original  Assignment,  from  the  Company  to  _____________________________________,  or in
accordance with Purchaser's  instructions,  which assignment  shall, but for any blanks requested by Purchaser,  be
in form and  substance  acceptable  for  recording.  If the Mortgage Loan was acquired or originated by the Company
while doing business under another name, the Assignment must be by "[Company]  formerly known as [previous  name]".
If the Mortgage Loan was acquired by the Company in a merger,  the endorsement must be by "[Company],  successor by
merger to the [name of predecessor]".  None of the Assignments are blanket assignments of mortgage.

         5.       The original policy of title  insurance,  including riders and  endorsements  thereto,  or if the
policy has not yet been issued,  a written  commitment or interim binder or  preliminary  report of title issued by
the title insurance or escrow company.

         6.       Originals of all recorded  intervening  Assignments,  or copies thereof,  certified by the public
recording  office  in which  such  Assignments  have  been  recorded  showing a  complete  chain of title  from the
originator  to the  Company,  with  evidence  of  recording  thereon,  or a copy  thereof  certified  by the public
recording  office in which such  Assignment has been recorded or, if the original  Assignment has not been returned
from the applicable public recording office, a true certified copy, certified by the Company.

         7.       Originals,  or copies thereof  certified by the public  recording  office in which such documents
have been recorded, of each assumption, extension,  modification,  written assurance or substitution agreements, if
applicable,  or if the  original of such  document  has not been  returned  from the  applicable  public  recording
office, a true certified copy, certified by the Company.

         8.       If the Mortgage Note or Mortgage or any other  material  document or  instrument  relating to the
Mortgage  Loan has been signed by a person on behalf of the  Mortgagor,  the  original or copy of power of attorney
or other  instrument  that  authorized and empowered such person to sign bearing  evidence that such instrument has
been recorded,  if so required in the appropriate  jurisdiction where the Mortgaged Property is located,  or a copy
thereof  certified by the public  recording  office in which such  instrument has been recorded or, if the original
instrument has not been returned from the applicable public recording  office, a true certified copy,  certified by
the Company.

         9.       reserved.

Notwithstanding  anything to the  contrary  herein,  Company may provide one  certificate  for all of the  Mortgage
Loans indicating that the documents were delivered for recording.

EXHIBIT A-2
CONTENTS OF SERVICING FILE

With respect to each Mortgage Loan, the Servicing File may include each of the following items, and
copies of the Mortgage Loan Documents listed on Exhibit A-1, which shall be available for inspection by the
Purchaser or delivered to the Purchaser or its designee pursuant to Sections 2.04 and 2.05 of the Purchase,
Warranties and Servicing Agreement.

1. Mortgage Loan closing statement (Form HUD-1) and any other truth-in-lending or real estate
settlement procedure forms required by law.

2. Residential loan application.

3. Uniform underwriter and transmittal summary (Fannie Mae Form 1008) or reasonable equivalent.

4. Credit report on the mortgagor.

5. Business credit report, if applicable.

6. Residential appraisal report and attachments thereto.

7. The original of any guarantee executed in connection with the Mortgage Note.

8. Verification of employment and income except for Mortgage Loans originated under a limited
documentation program, all in accordance with Company's underwriting guidelines.

9. Verification of acceptable evidence of source and amount of down payment, in accordance with
Company's underwriting guidelines.

10. Photograph of the Mortgaged Property (may be part of appraisal).

11. Survey of the Mortgaged Property, if any.

12. Sales contract, if applicable.

13. If available, termite report, structural engineer's report, water portability and septic
certification.

14. Any original security agreement, chattel mortgage or equivalent executed in connection with the
Mortgage.

15. Name affidavit, if applicable.



                                                         EXHIBIT B

                                        CUSTODIAL ACCOUNT LETTER AGREEMENT

                                               ______________, 2003

To:      [_______________________]
         (the "Depository")

         As "Company" under the Purchase,  Warranties and Servicing Agreement,  dated as of [_____________________]
1, 2003  Adjustable  Rate Mortgage  Loans (the  "Agreement"),  we hereby  authorize and request you to establish an
account,   as  a  Custodial   Account   pursuant  to  Section  4.04  of  the   Agreement,   to  be   designated  as
"[______________________________________],  in  trust  for the  [Purchaser],  Owner  of  Adjustable  Rate  Mortgage
Loans".  All  deposits in the account  shall be subject to  withdrawal  therefrom  by order  signed by the Company.
This letter is submitted to you in duplicate.  Please execute and return one original to us.

                                                              [__________________________]

By:____________________________

Name:__________________________

Title:_________________________



         The undersigned,  as "Depository",  hereby certifies that the above described account has been established
under  Account  Number  [__________],  at the  office  of the  depository  indicated  above,  and  agrees  to honor
withdrawals  on such  account as provided  above.  The full  amount  deposited  at any time in the account  will be
insured up to applicable  limits by the Federal Deposit  Insurance  Corporation  through the Bank Insurance Fund or
the Savings Association Insurance Fund or will be invested in Permitted Investments as defined in the Agreement.

                                                     [___________________________]

By:____________________________

Name:__________________________

Title:_________________________


                                                     EXHIBIT C

                                          ESCROW ACCOUNT LETTER AGREEMENT
                                                _____________, 2003

To:      [_______________________]
         (the "Depository")

         As "Company" under the Purchase Warranties and Servicing Agreement,  dated as of  [____________________]1,
2003  Adjustable  Rate  Mortgage  Loans (the  "Agreement"),  we hereby  authorize  and request you to  establish an
account,   as  an  Escrow   Account   pursuant  to  Section   4.06  of  the   Agreement,   to  be   designated   as
"[__________________________],  in trust for the [Purchaser],  Owner of Adjustable Rate Mortgage Loans, and various
Mortgagors."  All  deposits  in the  account  shall be  subject  to  withdrawal  therefrom  by order  signed by the
Company.  This letter is submitted to you in duplicate.  Please execute and return one original to us.

                                            [_____________________]

                                            By:____________________________
                                            Name:__________________________
                                            Title:_________________________


         The undersigned,  as "Depository",  hereby certifies that the above described account has been established
under Account Number __________,  at the office of the depository  indicated above, and agrees to honor withdrawals
on such  account as provided  above.  The full amount  deposited  at any time in the account  will be insured up to
applicable  limits by the Federal  Deposit  Insurance  Corporation  through the Bank  Insurance Fund or the Savings
Association Insurance Fund or will be invested in Permitted Investments as defined in the Agreement.

                                            [______________________]

                                            By:______________________________
                                            Name:____________________________
                                            Title:___________________________



                                                     EXHIBIT D

                             FORM OF ASSIGNMENT, ASSUMPTION AND RECOGNITION AGREEMENT

         This is a Purchase, Assignment, Assumption and Recognition Agreement (this "PAAR Agreement") made as of
__________, 200__, among EMC Mortgage Corporation (the "Assignor"), ___________________ (the "Assignee"), and
_______________________ (the "Company").

         In consideration of the mutual promises contained herein the parties hereto agree that the residential
mortgage loans (the "Assigned Loans") listed on Attachment 1 annexed hereto (the "Assigned Loan Schedule") now
serviced by Company for Assignor and its successors and assigns pursuant to the Purchase, Warranties and
Servicing Agreement, dated as of _________, 200__, between Assignor and Company (the "Purchase Agreement") shall
be subject to the terms of this PAAR Agreement. Capitalized terms used herein but not defined shall have the
meanings ascribed to them in the Purchase Agreement.

Purchase, Assignment and Assumption

         1.       Assignor hereby grants, transfers and assigns to Assignee all of the right, title and interest
of Assignor in the Assigned Loans and, as they relate to the Assigned Loans, all of its right, title and interest
in, to and under the Purchase Agreement.

         2.       Simultaneously with the execution hereof, (i) Assignee shall pay to Assignor the "Funding
Amount" as set forth in that certain letter agreement, dated as of _________ ____, between Assignee and Assignor
(the "Confirmation") and (ii) Assignor, at its expense, shall have caused to be delivered to Assignee or its
designee the Mortgage File for each Assigned Loan in Assignor's or its custodian's possession, as set forth in
the Purchase Agreement, along with, for each Assigned Loan, an endorsement of the Mortgage Note from the
applicable Company, in blank, and an assignment of mortgage in recordable form from the applicable Company, in
blank.  Assignee shall pay the Funding Amount by wire transfer of immediately available funds to the account
specified by Assignor.  Assignee shall be entitled to all scheduled payments due on the Assigned Loans after
___________, 200__ and all unscheduled payments or other proceeds or other recoveries on the Assigned Loans
received on and after _____________, 200__.

Representations, Warranties and Covenants

         3.       Assignor warrants and represents to Assignee and Company as of the date hereof:

         (a)      Attached hereto as Attachment 2 is a true and accurate copy of the Purchase Agreement, which
agreement is in full force and effect as of the date hereof and the provisions of which have not been waived,
amended or modified in any respect, nor has any notice of termination been given thereunder;

         (b)      Assignor is the lawful owner of the Assigned Loans with full right to transfer the Assigned
Loans and any and all of its interests, rights and obligations under the Purchase Agreement as they relate to the
Assigned Loans, free and clear from any and all claims and encumbrances; and upon the transfer of the Assigned
Loans to Assignee as contemplated herein, Assignee shall have good title to each and every Assigned Loan, as well
as any and all of Assignee's interests, rights and obligations under the Purchase Agreement as they relate to the
Assigned Loans, free and clear of any and all liens, claims and encumbrances;

(c)      There are no offsets, counterclaims or other defenses available to Company with respect to the Assigned
Loans or the Purchase Agreement;
         (d)      Assignor has no knowledge of, and has not received notice of, any waivers under, or any
modification of, any Assigned Loan;

         (e)      Assignor is duly organized, validly existing and in good standing under the laws of the
jurisdiction of its incorporation, and has all requisite power and authority to acquire, own and sell the
Assigned Loans;

(f)      Assignor has full corporate power and authority to execute, deliver and perform its obligations under
this PAAR Agreement, and to consummate the transactions set forth herein.  The consummation of the transactions
contemplated by this PAAR Agreement is in the ordinary course of Assignor's business and will not conflict with,
or result in a breach of, any of the terms, conditions or provisions of Assignor's charter or by-laws or any
legal restriction, or any material agreement or instrument to which Assignor is now a party or by which it is
bound, or result in the violation of any law, rule, regulation, order, judgment or decree to which Assignor or
its property is subject.  The execution, delivery and performance by Assignor of this PAAR Agreement and the
consummation by it of the transactions contemplated hereby, have been duly authorized by all necessary corporate
action on part of Assignor.  This PAAR Agreement has been duly executed and delivered by Assignor and, upon the
due authorization, execution and delivery by Assignee and Company, will constitute the valid and legally binding
obligation of Assignor enforceable against Assignor in accordance with its terms except as enforceability may be
limited by bankruptcy, reorganization, insolvency, moratorium or other similar laws now or hereafter in effect
relating to creditors' rights generally, and by general principles of equity regardless of whether enforceability
is considered in a proceeding in equity or at law;
No consent, approval, order or authorization of, or declaration, filing or registration with, any governmental
entity is required to be obtained or made by Assignor in connection with the execution, delivery or performance
by Assignor of this PAAR Agreement, or the consummation by it of the transactions contemplated hereby; and

Neither Assignor nor anyone acting on its behalf has offered, transferred, pledged, sold or otherwise disposed of
the Assigned Loans or any interest in the Assigned Loans, or solicited any offer to buy or accept a transfer,
pledge or other disposition of the Assigned Loans, or any interest in the Assigned Loans or otherwise approached
or negotiated with respect to the Assigned Loans, or any interest in the Assigned Loans with any Person in any
manner, or made any general solicitation by means of general advertising or in any other manner, or taken any
other action which would constitute a distribution of the Assigned Loans under the Securities Act of 1933, as
amended (the "1933 Act") or which would render the disposition of the Assigned Loans a violation of Section 5 of
the 1933 Act or require registration pursuant thereto.

         4.       Assignee warrants and represents to, and covenants with, Assignor and Company as of the date
hereof:

         (a)      Assignee is duly organized, validly existing and in good standing under the laws of the
jurisdiction of its organization and has all requisite power and authority to acquire, own and purchase the
Assigned Loans;

         (b)      Assignee has full corporate power and authority to execute, deliver and perform its obligations
under this PAAR Agreement, and to consummate the transactions set forth herein.  The consummation of the
transactions contemplated by this PAAR Agreement is in the ordinary course of Assignee's business and will not
conflict with, or result in a breach of, any of the terms, conditions or provisions of Assignee's charter or
by-laws or any legal restriction, or any material agreement or instrument to which Assignee is now a party or by
which it is bound, or result in the violation of any law, rule, regulation, order, judgment or decree to which
Assignee or its property is subject.  The execution, delivery and performance by Assignee of this PAAR Agreement
and the consummation by it of the transactions contemplated hereby, have been duly authorized by all necessary
corporate action on part of Assignee. This PAAR Agreement has been duly executed and delivered by Assignee and,
upon the due authorization, execution and delivery by Assignor and Company, will constitute the valid and legally
binding obligation of Assignee enforceable against Assignee in accordance with its terms except as enforceability
may be limited by bankruptcy, reorganization, insolvency, moratorium or other similar laws now or hereafter in
effect relating to creditors' rights generally, and by general principles of equity regardless of whether
enforceability is considered in a proceeding in equity or at law;

         (c)      No consent, approval, order or authorization of, or declaration, filing or registration with,
any governmental entity is required to be obtained or made by Assignee in connection with the execution, delivery
or performance by Assignee of this PAAR Agreement, or the consummation by it of the transactions contemplated
hereby; and

(d)      Assignee agrees to be bound as "Purchaser" by all of the terms, covenants and conditions of the Purchase
Agreement with respect to the Assigned Loans, and from and after the date hereof, Assignee assumes for the
benefit of each of Assignor and Company all of Assignor's obligations as "Purchaser" thereunder but solely with
respect to such Assigned Loans.
         5.       Company warrants and represents to, and covenant with, Assignor and Assignee as of the date
hereof:

         (a)      Attached hereto as Attachment 2 is a true and accurate copy of the Purchase Agreement, which
agreement is in full force and effect as of the date hereof and the provisions of which have not been waived,
amended or modified in any respect, nor has any notice of termination been given thereunder;

         (b)      Company is duly organized, validly existing and in good standing under the laws of the
jurisdiction of its incorporation, and has all requisite power and authority to service the Assigned Loans and
otherwise to perform its obligations under the Purchase Agreement;

Company has full corporate power and authority to execute, deliver and perform its obligations under this PAAR
Agreement, and to consummate the transactions set forth herein.  The consummation of the transactions
contemplated by this PAAR Agreement is in the ordinary course of Company's business and will not conflict with,
or result in a breach of, any of the terms, conditions or provisions of Company's charter or by-laws or any legal
restriction, or any material agreement or instrument to which Company is now a party or by which it is bound, or
result in the violation of any law, rule, regulation, order, judgment or decree to which Company or its property
is subject.  The execution, delivery and performance by Company of this PAAR Agreement and the consummation by it
of the transactions contemplated hereby, have been duly authorized by all necessary corporate action on part of
Company. This PAAR Agreement has been duly executed and delivered by Company, and, upon the due authorization,
execution and delivery by Assignor and Assignee, will constitute the valid and legally binding obligation of
Company, enforceable against Company in accordance with its terms except as enforceability may be limited by
bankruptcy, reorganization, insolvency, moratorium or other similar laws now or hereafter in effect relating to
creditors' rights generally, and by general principles of equity regardless of whether enforceability is
considered in a proceeding in equity or at law;

No consent, approval, order or authorization of, or declaration, filing or registration with, any governmental
entity is required to be obtained or made by Assignee in connection with the execution, delivery or performance
by Company of this PAAR Agreement, or the consummation by it of the transactions contemplated hereby; and

No event has occurred from the Closing Date to the date hereof which would render the representations and
warranties as to the related Assigned Loans made by the Company in Sections 3.01 and 3.02 of the Purchase
Agreement to be untrue in any material respect.

Recognition of Assignee

         6.       From and after the date hereof, Company shall recognize Assignee as owner of the Assigned Loans
and will service the Assigned Loans in accordance with the Purchase Agreement.  It is the intention of Assignor,
Company and Assignee that this PAAR Agreement shall be binding upon and for the benefit of the respective
successors and assigns of the parties hereto.  Neither Company nor Assignor shall amend or agree to amend,
modify, waiver, or otherwise alter any of the terms or provisions of the Purchase Agreement which amendment,
modification, waiver or other alteration would in any way affect the Assigned Loans without the prior written
consent of Assignee.


Miscellaneous

         7.       All demands, notices and communications related to the Assigned Loans, the Purchase Agreement
and this PAAR Agreement shall be in writing and shall be deemed to have been duly given if personally delivered
at or mailed by registered mail, postage prepaid, as follows:

         (a)      In the case of Company,

                  ____________________
                  ____________________
                  ____________________
                  ____________________
                  ____________________
With a copy to ______________________________________.

In the case of Assignor,

____________________
____________________
____________________
____________________
                  ____________________

         (c)      In the case of Assignee,

EMC Mortgage Corporation
         Mac Arthur Ridge II
         909 Hidden Ridge Drive, Suite 200
         Irving, Texas 75038
         Attention:  Ms. Ralene Ruyle
         Telecopier No.:  (972) 444-2880

with a copy  to:

___________________
383 Madison Avenue
New York, New York 10179
Attention: ___________
Telecopier No.:  (212) 272-____

8.       Each party will pay any commissions it has incurred and the fees of its attorneys in connection with the
negotiations for, documenting of and closing of the transactions contemplated by this PAAR Agreement.

         9.       This PAAR Agreement shall be construed in accordance with the laws of the State of New York,
without regard to conflicts of law principles, and the obligations, rights and remedies of the parties hereunder
shall be determined in accordance with such laws.

         10.      No term or provision of this PAAR Agreement may be waived or modified unless such waiver or
modification is in writing and signed by the party against whom such waiver or modification is sought to be
enforced.

         11.      This PAAR Agreement shall inure to the benefit of the successors and assigns of the parties
hereto.  Any entity into which Assignor, Assignee or Company may be merged or consolidated shall, without the
requirement for any further writing, be deemed Assignor, Assignee or Company, respectively, hereunder.

         12.      This PAAR Agreement shall survive the conveyance of the Assigned Loans, the assignment of the
Purchase Agreement to the extent of the Assigned Loans by Assignor to Assignee and the termination of the
Purchase Agreement.

         13.      This PAAR Agreement may be executed simultaneously in any number of counterparts.  Each
counterpart shall be deemed to be an original and all such counterparts shall constitute one and the same
instrument.

         14.      In the event that any provision of this PAAR Agreement conflicts with any provision of the
Purchase Agreement with respect to the Assigned Loans, the terms of this PAAR Agreement shall control.  In the
event that any provision of this PAAR Agreement conflicts with any provision of the Confirmation with respect to
the Assigned Loans, the terms of this PAAR Agreement shall control.


[Modification of Purchase Agreement

The Company and Assignor hereby amend the Purchase Agreement as follows:

(a)      The following definitions are added to Section 1.01 of the Purchase Agreement:

Securities Administrator:  ________________________

Supplemental PMI Insurer:  ________________________

Supplemental PMI Policy:   The primary guarantee insurance policy of the Supplemental PMI Insurer attached hereto
as Exhibit J, or any successor Supplemental PMI Policy given to the Servicer by the Assignee.

Trustee:          ________________________

(b)      The following definition is amended and restated:

Insurance Proceeds:        Proceeds of any Primary Mortgage Insurance Policy, the Supplemental PMI Policy, any
title policy, any hazard insurance policy or any other insurance policy covering a Mortgage Loan or other related
Mortgaged Property, including any amounts required to be deposited in the Custodial Account pursuant to Section
4.04, to the extent such proceeds are not to be applied to the restoration of the related Mortgaged Property or
released to the Mortgagor in accordance with Accepted Servicing Practices.

(c)      The following are added as the fourth, fifth and sixth paragraphs of Section 4.08:

"In connection with its activities as servicer, the Company agrees to prepare and present, on behalf of itself
and the Purchaser, claims to the Supplemental PMI Insurer with respect to the Supplemental PMI Policy and, in
this regard, to take such action as shall be necessary to permit recovery under any Supplemental PMI Policy
respecting a defaulted Mortgage Loan.  Pursuant to Section 4.04, any amounts collected by the Company under any
Supplemental PMI Policy shall be deposited in the Custodial Account, subject to withdrawal pursuant to Section
4.05.

In accordance with the Supplemental PMI Policy, the Company shall provide to the Supplemental PMI Insurer any
required information regarding the Mortgage Loans.

The Company shall provide to the [Securities Administrator] on a monthly basis via computer tape, or other
mutually acceptable format, the unpaid principal balance, insurer certificate number, lender loan number, and
premium due the Supplemental PMI Insurer for each Mortgage Loan covered by the Supplemental PMI Policy.  In
addition, the Company agrees to forward to the Purchaser and the [Securities Administrator] any statements or
other reports given by the Supplemental PMI Insurer to the Servicer in connection with a claim under the
Supplemental PMI Policy."

(d)      Clause (vi) of Section 6.1 is amended to read as follows:

"Company ceases to be approved by either Fannie Mae or FHLMC as a mortgage loan seller or servicer for more than
thirty days, or the Company fails to meet the servicer eligibility requirements of the Supplemental PMI Insurer;
or"]



         IN WITNESS WHEREOF, the parties hereto have executed this PAAR Agreement as of the day and year first
above written.

EMC MORTGAGE CORPORATION
Assignor

By:
Name:
Title:


_________________________________
Assignee

By:
Name:
Title:


_________________________________
Company

By:
Name:
Title:




                                                   ATTACHMENT 1

                                              ASSIGNED LOAN SCHEDULE





                                                   ATTACHMENT 2

                                   PURCHASE, WARRANTIES AND SERVICING AGREEMENT


                                                     EXHIBIT E

                                               FORM OF TRIAL BALANCE



                                                     EXHIBIT G

                                   REQUEST FOR RELEASE OF DOCUMENTS AND RECEIPT

RE:      Mortgage Loan #___________________________________
BORROWER:__________________________________________________
PROPERTY: __________________________________________________


Pursuant  to a  Purchase,  Warranties  and  Servicing  Agreement  (the  "Agreement")  between  the  Company and the
Purchaser,  the undersigned  hereby certifies that he or she is an officer of the Company requesting release of the
documents for the reason specified below.  The undersigned further certifies that:

(Check one of the items below)

_____             On _________________, the above captioned mortgage loan       was   paid  in  full  or  that  the
Company has been notified           that payment in full has been or will be escrowed.  The               Company
hereby certifies that all amounts with respect                to this loan which are required under the Agreement
have been or will be deposited in the Custodial Account                as required.

_____             The above captioned loan is being repurchased pursuant                         to  the  terms  of
the Agreement.  The Company hereby                   certifies that the repurchase price has been credited
to the Custodial Account as required under the                                  Agreement.

_____             The above captioned loan is being placed in foreclosure               and      the       original
documents are required to proceed with               the foreclosure action.  The Company hereby certifies
that the documents will be returned to the Purchaser in                the event of reinstatement.

_____             Other (explain)

_______________________________________________________
_______________________________________________________

All capitalized terms used herein and not defined shall have the meanings assigned to them in the Agreement.

         Based on this  certification  and the  indemnities  provided for in the  Agreement,  please release to the
Company all original mortgage documents in your possession relating to this loan.

Dated:_________________

By:________________________________
     Signature
    ___________________________________
         Title

Send documents to:         _____________________________________________
_____________________________________________
_____________________________________________

Acknowledgement:

         Purchaser  hereby  acknowledges  that all original  documents  previously  released on the above captioned
mortgage loan have  been returned and received by the Purchaser.


Dated:________________

By:________________________________
     Signature

    _______________________________
     Title



EXHIBIT H


                                         COMPANY'S UNDERWRITING GUIDELINES



                                                     EXHIBIT I

                                              MORTGAGE LOAN SCHEDULE


                                               AMENDMENT NUMBER ONE
                                                      to the

                                   PURCHASE, WARRANTIES AND SERVICING AGREEMENT

                                            Dated as of January 1, 2006

                                                      between

                                             EMC MORTGAGE CORPORATION,
                                                   as Purchaser

                                                        and

                                                   US BANK, NA,
                                                    as Company

         This AMENDMENT  NUMBER ONE (this  "Amendment") is made and entered into this 1st day of January,  2006, by
and between EMC Mortgage Corporation,  a Delaware  corporation,  as purchaser (the "Purchaser") and US Bank, NA, as
company (the "Company") in connection with the Purchase,  Warranties and Servicing Agreement,  dated as of March 1,
2003,  between the above mentioned parties (the  "Agreement").  This Amendment is made pursuant to Section 11.02 of
the Agreement.

                                                     RECITALS

         WHEREAS,          the parties hereto have entered into the Agreement;

         WHEREAS, the Agreement provides that the parties thereto may enter into an amendment to the Agreement;

         WHEREAS, the parties hereto desire to amend the Agreement as set forth in this Amendment; and

         NOW,  THEREFORE,  in  consideration  of the premises and for other good and  valuable  consideration,  the
receipt and sufficiency of which is hereby acknowledged, the parties hereto agree as follows:

         Capitalized terms used herein and not defined herein shall have the meanings assigned to such terms in
the Agreement.

         Article I of the Agreement is hereby amended effective as of the date hereof by adding the following
definitions to Section 1.01:

         Commission or SEC:  The Securities and Exchange Commission.

         Depositor:  The depositor,  as such term is defined in Regulation  AB, with respect to any  Securitization
Transaction.

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

         Master  Servicer:  With  respect  to any  Securitization  Transaction,  the  "master  servicer,"  if  any,
identified in the related transaction documents.

         Nonrecoverable  Advance:  Any  portion  of a Monthly  Advance  or  Servicing  Advance  previously  made or
proposed to be made by the Company  pursuant to this  Agreement,  that, in the good faith  judgment of the Company,
will not or, in the case of a proposed  advance,  would  not,  be  ultimately  recoverable  by it from the  related
Mortgagor  or the related  Liquidation  Proceeds,  Insurance  Proceeds,  Condemnation  Proceeds or  otherwise  with
respect to the related Mortgage Loan.

         Pass-Through  Transfer:  Any transaction  involving  either (1) a sale or other transfer of some or all of
the Mortgage Loans directly or indirectly to an issuing entity in connection  with an issuance of publicly  offered
or  privately  placed,  rated or unrated  mortgage-backed  securities  or (2) an issuance  of  publicly  offered or
privately placed,  rated or unrated securities,  the payments on which are determined primarily by reference to one
or more portfolios of residential  mortgage loans  consisting,  in whole or in part, of some or all of the Mortgage
Loans.

         Prepayment  Charge:  Any prepayment  premium,  penalty or charge payable by a Mortgagor in connection with
any Principal Prepayment on a Mortgage Loan pursuant to the terms of the related Mortgage Note.

         Principal  Prepayment:  Any payment or other  recovery  of  principal  on a Mortgage  Loan full or partial
which is  received  in  advance  of its  scheduled  Due Date,  including  any  Prepayment  Charge  and which is not
accompanied  by an amount of  interest  representing  scheduled  interest  due on any date or dates in any month or
months subsequent to the month of prepayment.

         Qualified  Correspondent:  Any Person from which the Company purchased  Mortgage Loans,  provided that the
following  conditions are satisfied:  (i) such Mortgage Loans were originated  pursuant to an agreement between the
Company and such Person that contemplated  that such Person would underwrite  mortgage loans from time to time, for
sale  to  the  Company,  in  accordance  with  underwriting  guidelines  designated  by  the  Company  ("Designated
Guidelines") or guidelines that do not vary  materially from such Designated  Guidelines;  (ii) such Mortgage Loans
were in fact  underwritten  as described in clause (i) above and were acquired by the Company within 180 days after
origination;  (iii) either (x) the Designated  Guidelines  were, at the time such Mortgage  Loans were  originated,
used by the Company in  origination  of mortgage loans of the same type as the Mortgage Loans for the Company's own
account or (y) the Designated  Guidelines  were, at the time such Mortgage Loans were  underwritten,  designated by
the  Company  on a  consistent  basis for use by lenders  in  originating  mortgage  loans to be  purchased  by the
Company;  and  (iv)  the  Company  employed,  at the  time  such  Mortgage  Loans  were  acquired  by the  Company,
pre-purchase or post-purchase  quality  assurance  procedures (which may involve,  among other things,  review of a
sample of mortgage loans purchased  during a particular  time period or through  particular  channels)  designed to
ensure that Persons from which it purchased  mortgage loans properly applied the underwriting  criteria  designated
by the Company.

         Regulation   AB:   Subpart   229.1100   -   Asset   Backed   Securities   (Regulation   AB),   17   C.F.R.
§§229.1100-229.1123,  as amended from time to time, and subject to such  clarification  and  interpretation as have
been provided by the  Commission  in the adopting  release  (Asset-Backed  Securities,  Securities  Act Release No.
33-8518,  70 Fed. Reg.  1,506,  1,531 (Jan. 7, 2005)) or by the staff of the  Commission,  or as may be provided by
the Commission or its staff from time to time.

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

         Securitization  Transaction:  Any transaction involving either (1) a sale or other transfer of some or all
of the Mortgage  Loans  directly or  indirectly  to an issuing  entity in  connection  with an issuance of publicly
offered or privately  placed,  rated or unrated  mortgage-backed  securities or (2) an issuance of publicly offered
or privately placed,  rated or unrated securities,  the payments on which are determined  primarily by reference to
one or more  portfolios  of  residential  mortgage  loans  consisting,  in whole or in part,  of some or all of the
Mortgage Loans.

         Servicing Criteria:  As of any date of determination,  the "servicing  criteria" set forth in Item 1122(d)
of  Regulation  AB, or any  amendments  thereto,  a summary of the  requirements  of which as of the date hereof is
attached  hereto as Exhibit L for  convenience  of  reference  only.  In the event of a conflict  or  inconsistency
between  the terms of  Exhibit  L and the text of Item  1122(d)  of  Regulation  AB,  the text of Item  1122(d)  of
Regulation AB shall  control (or those  Servicing  Criteria  otherwise  mutually  agreed to by the  Purchaser,  the
Company  and any  Person  that will be  responsible  for  signing  any  Sarbanes  Certification  with  respect to a
Securitization  Transaction  in response to evolving  interpretations  of  Regulation  AB and  incorporated  into a
revised Exhibit L).

         Static Pool  Information:  Static pool  information  as  described in Item  1105(a)(1)-(3)  and 1105(c) of
Regulation AB.

         Subcontractor:  Any  vendor,  subcontractor  or  other  Person  that is not  responsible  for the  overall
servicing (as  "servicing" is commonly  understood by  participants in the  mortgage-backed  securities  market) of
Mortgage  Loans but performs one or more  discrete  functions  identified  in Item  1122(d) of  Regulation  AB with
respect to Mortgage Loans under the direction or authority of the Company or a Subservicer.

         Third-Party  Originator:  Each Person,  other than a Qualified  Correspondent,  that  originated  Mortgage
Loans acquired by the Company.

         Article I of the Agreement is hereby amended effective as of the date hereof by deleting the definition
of Subservicer in Section 1.01 and replacing it with the following:

         Subservicer:  Any Person that services  Mortgage Loans on behalf of the Company or any  Subservicer and is
responsible for the performance  (whether  directly or through  Subservicers  or  Subcontractors)  of a substantial
portion of the material  servicing  functions  required to be performed by the Company under this  Agreement or any
Reconstitution Agreement that are identified in Item 1122(d) of Regulation AB.

         Article III of the Agreement is hereby amended effective as of the date hereof by revising Section
3.01(n) as follows (new text underlined):

         (n)      Company has  delivered to the  Purchaser  financial  statements  of its parent,  for its last two
complete  fiscal years.  All such financial  information  fairly  presents the pertinent  results of operations and
financial  position for the period  identified and has been prepared in accordance with GAAP  consistently  applied
throughout  the  periods  involved,  except  as set  forth in the  notes  thereto.  There has been no change in the
servicing policies and procedures,  business, operations,  financial condition, properties or assets of the Company
since the date of the Company's  financial  information that would have a material adverse effect on its ability to
perform its obligations under this Agreement;

         Article III of the Agreement is hereby amended effective as of the date hereof by adding the following
new Section 3.01(o):

         (o)      As of the date of each Pass-Through  Transfer,  and except as has been otherwise disclosed to the
Purchaser,  any Master  Servicer and any Depositor:  (1) no default or servicing  related  performance  trigger has
occurred  as to any  other  securitization  due to  any  act or  failure  to act of the  Company;  (2) no  material
noncompliance with applicable  servicing criteria as to any other  securitization has been disclosed or reported by
the Company;  (3) the Company has not been  terminated as servicer in a residential  mortgage loan  securitization,
either due to a servicing  default or to application of a servicing  performance  test or trigger;  (4) no material
changes to the Company's  servicing  policies and procedures for similar loans has occurred in the preceding  three
years; (5) there are no aspects of the Company's  financial  condition that could have a material adverse impact on
the performance by the Company of its obligations  hereunder;  (6) there are no legal proceedings pending, or known
to be  contemplated  by  governmental  authorities,  against the Company that could be material to investors in the
securities issued in such Pass-Through Transfer;  and (7) there are no affiliations,  relationships or transactions
relating to the Company of a type that are described under Item 1119 of Regulation AB.

         Article III of the Agreement is hereby amended effective as of the date hereof by adding the following
new Section 3.01(p):

         (p)      If so requested by the Purchaser or any  Depositor on any date,  the Company  shall,  within five
Business Days following  such request,  confirm in writing the accuracy of the  representations  and warranties set
forth in Section  3.01(o) of this  Section or, if any such  representation  and  warranty is not accurate as of the
date of  such  request,  provide  reasonably  adequate  disclosure  of the  pertinent  facts,  in  writing,  to the
requesting party.

         Article III of the Agreement is hereby amended effective as of the date hereof by adding the following
new Section 3.01(q):

         (q)      Notwithstanding  anything to the  contrary in the  Agreement,  the Company  shall (or shall cause
each Subservicer and Third-Party  Originator to) (i) immediately notify the Purchaser,  any Master Servicer and any
Depositor in writing of (A) any material litigation or governmental  proceedings  pending against the Company,  any
Subservicer or any  Third-Party  Originator,  (B) any  affiliations  or  relationships  that develop  following the
closing date of a Pass-Through  Transfer  between the Company,  any Subservicer or any  Third-Party  Originator and
any of the parties  specified in clause (7) of paragraph (o) of this Section (and any other  parties  identified in
writing by the requesting  party) with respect to such  Pass-Through  Transfer,  (C) any Event of Default under the
terms of this Agreement or any  Reconstitution  Agreement,  (D) any merger,  consolidation or sale of substantially
all of the assets of the Company,  and (E) the Company's  entry into an agreement  with a Subservicer to perform or
assist  in the  performance  of any of  the  Company's  obligations  under  this  Agreement  or any  Reconstitution
Agreement and (ii) provide to the Purchaser and any Depositor a description of such  proceedings,  affiliations  or
relationships.

         All  notification  pursuant to this Section 3.01(q),  other than those pursuant to Section  3.01(q)(i)(A),
should be sent to:

         EMC Mortgage Corporation
         2780 Lake Vista Drive
         Lewisville, TX 75067-3884
         Attention:  Conduit Seller Approval Dept.
         Facsimile:  (214) 626-3751
         Email:  sellerapproval@bear.com

         With a copy to:

         Bear, Stearns & Co. Inc.
         383 Madison Avenue, 3rd Floor
         New, York, NY 10179
         Attention:  Global Credit Administration
         Facsimile:  (212) 272-6564

         Notifications pursuant to Section 3.01(q)(i)(A) should be sent to:

         EMC Mortgage Corporation
         Two Mac Arthur Ridge
         909 Hidden Ridge Drive, Suite 200
         Irving, TX 75038
         Attention:  Associate General Counsel for Loan Administration
         Facsimile:  (972) 831-2555

         With copies to:

         Bear, Stearns & Co. Inc.
         383 Madison Avenue, 3rd Floor
         New, York, NY 10179
         Attention:  Global Credit Administration
         Facsimile:  (212) 272-6564

         EMC Mortgage Corporation
         2780 Lake Vista Drive
         Lewisville, TX 75067-3884
         Attention:  Conduit Seller Approval Dept.
         Facsimile:  (214) 626-3751
         Email:  sellerapproval@bear.com

         Article III of the Agreement is hereby amended effective as of the date hereof by adding the following
new Section 3.01(r):

         (r)      As a condition to the  succession to the Company or any  Subservicer  as servicer or  subservicer
under this Agreement or any  Reconstitution  Agreement by any Person (i) into which the Company or such Subservicer
may be merged or  consolidated,  or (ii) which may be appointed  as a successor to the Company or any  Subservicer,
the Company  shall  provide to the  Purchaser,  any Master  Servicer and any  Depositor,  at least 15 calendar days
prior to the effective date of such  succession or  appointment,  (x) written  notice to the Purchaser,  any Master
Servicer  and any  Depositor  of such  succession  or  appointment  and (y) in  writing  and in form and  substance
reasonably  satisfactory  to the Purchaser,  any Master Servicer and such  Depositor,  all  information  reasonably
requested by the Purchaser,  any Master Servicer or any Depositor in order to comply with its reporting  obligation
under Item 6.02 of Form 8-K with respect to any class of asset-backed securities.

         Article III of the Agreement is hereby amended effective as of the date hereof by adding the following
new Section 3.02(zz):

         (zz)     With respect to each Mortgage Loan,  information  regarding the borrower  credit files related to
such Mortgage Loan has been furnished to credit  reporting  agencies in compliance  with the provisions of the Fair
Credit Reporting Act and the applicable implementing regulations.

         Article IV of the Agreement is hereby amended effective as of the date hereof by adding the following
after the first sentence in 4.01:

         In addition,  the Company shall furnish  information  regarding the borrower  credit files related to such
Mortgage Loan to credit  reporting  agencies in compliance with the provisions of the Fair Credit Reporting Act and
the applicable implementing regulations.

         Article IV of the Agreement is hereby amended effective as of the date hereof by deleting in its
entirety the last paragraph of Section 4.02 and replacing it with the following:

         The Company shall not waive any Prepayment Charge unless: (i) the  enforceability  thereof shall have been
limited by bankruptcy,  insolvency,  moratorium,  receivership and other similar laws relating to creditors' rights
generally,  (ii) the enforcement  thereof is illegal,  or any local,  state or federal agency has threatened  legal
action if the prepayment  penalty is enforced,  (iii) the mortgage debt has been  accelerated in connection  with a
foreclosure  or other  involuntary  payment or (iv) such waiver is standard  and  customary  in  servicing  similar
Mortgage Loans and relates to a default or a reasonably  foreseeable  default and would, in the reasonable judgment
of the Company,  maximize  recovery of total proceeds taking into account the value of such  Prepayment  Charge and
the related  Mortgage  Loan. If a Prepayment  Charge is waived,  but does not meet the standards  described  above,
then the Company is required to pay the amount of such waived  Prepayment  Charge by  remitting  such amount to the
Purchaser by the Remittance Date.

         Article IV of the Agreement is hereby amended effective as of the date hereof by revising the first
paragraph of Section 4.03 by adding the following after the first sentence:

         In determining the delinquency  status of any Mortgage Loan, the Company will use delinquency  recognition
policies as  described  to and  approved by the  Purchaser,  and shall  revise  these  policies as requested by the
Purchaser from time to time.

         Article V of the Agreement is hereby amended effective as of the date hereof by deleting Section 5.02 in
its entirety and replacing it with the following:

         Section 5.02      Statements to the Purchaser.

         The Company shall furnish to Purchaser an individual loan accounting  report,  as of the last Business Day
of each month,  in the  Company's  assigned  loan number order to document  Mortgage  Loan  payment  activity on an
individual  Mortgage Loan basis.  With respect to each month, the  corresponding  individual loan accounting report
shall be received by the Purchaser no later than the fifth  Business Day of the  following  month on a disk or tape
or other  computer-readable  format in such format as may be mutually  agreed upon by both  Purchaser  and Company,
and no later than the fifth Business Day of the following month in hard copy, and shall contain the following:

         (i)      with  respect to each  Mortgage  Loan and each  Monthly  Payment,  the amount of such  remittance
allocable to principal  (including a separate  breakdown of any  Principal  Prepayment,  including the date of such
prepayment,  and any  prepayment  penalties  or  premiums,  along with a detailed  report of interest on  principal
prepayment amounts remitted in accordance with Section 4.04);

         (ii)     with  respect to each  Mortgage  Loan and each  Monthly  Payment,  the amount of such  remittance
allocable to interest;

         (iii)    with  respect  to each  Mortgage  Loan,  the amount of  servicing  compensation  received  by the
Company during the prior distribution period;

         (iv)     the Stated Principal  Balance of each Mortgage Loan and the aggregate  Stated  Principal  Balance
of all Mortgage Loans as of the first day of the distribution period and the last day of the distribution period;

         (v)      with respect to each Mortgage Loan, the current Mortgage Interest Rate;

         (vi)     with  respect  to  each  Mortgage  Loan,  the  aggregate   amount  of  any  Insurance   Proceeds,
Condemnation  Proceeds,  Liquidation  Proceeds and REO Disposition  Proceeds received during the prior distribution
period;

         (vii)    with respect to each Mortgage  Loan,  the amount of any Prepayment  Interest  Shortfalls  paid by
the Company in accordance with Section 4.04(viii) during the prior distribution period;

         (viii)   the beginning and ending balances of the Custodial Account and Escrow Account;

         (ix)     the number of Mortgage Loans as of the first day of the  distribution  period and the last day of
the distribution period;

         (x)      with respect to each  Mortgage  Loan,  the Stated  Principal  Balance of each  Mortgage  Loan (a)
delinquent as grouped in the following  intervals  through final  liquidation of such Mortgage Loan: 30 to 59 days,
60 to 89 days, 90 days or more; (b) as to which  foreclosure  has  commenced;  and (c) as to which REO Property has
been acquired;

         (xi)     with  respect to each  Mortgage  Loan,  the amount and severity of any  realized  loss  following
liquidation of such Mortgage Loan;

         (xii)    with respect to each Mortgage  Loan, and in the aggregate for all Mortgage  Loans,  the amount of
any Monthly Advances made by the Company during the prior distribution period;

         (xiii)   with respect to each Mortgage Loan, a description  of any Servicing  Advances made by the Company
with respect to such Mortgage Loan  including the amount,  terms and general  purpose of such  Servicing  Advances,
and the aggregate amount of Servicing Advances for all Mortgage Loans during the prior distribution period;

         (xiv)    with respect to each Mortgage  Loan, a  description  of any  Nonrecoverable  Advances made by the
Company with respect to such Mortgage Loan including the amount,  terms and general purpose of such  Nonrecoverable
Advances,  and  the  aggregate  amount  of  Nonrecoverable  Advances  for  all  Mortgage  Loans  during  the  prior
distribution period;

         (xv)     with respect to each Mortgage Loan, a description  of any Monthly  Advances,  Servicing  Advances
and  Nonrecoverable  Advances  reimbursed  to the  Company  with  respect to such  Mortgage  Loan  during the prior
distribution  period  pursuant to Section 4.05, and the source of funds for such  reimbursement,  and the aggregate
amount of any Monthly Advances,  Servicing Advances and Nonrecoverable  Advances  reimbursed to the Company for all
Mortgage Loans during the prior distribution period pursuant to Section 4.05;

         (xvi)    with respect to any Mortgage  Loan, a description  of any material  modifications,  extensions or
waivers to the terms,  fees,  penalties or payments of such Mortgage Loan during the prior  distribution  period or
that have cumulatively become material over time;

         (xvii)   a description of any material  breach of a  representation  or warranty set forth in Section 3.01
or Section  3.02 herein or of any other breach of a covenant or  condition  contained  herein and the status of any
resolution of such breach;

         (xviii)  with respect to each Mortgage  Loan,  the Stated  Principal  Balance of any  substitute  Mortgage
Loan  provided by the Company and the Stated  Principal  Balance of any Mortgage  Loan that has been  replaced by a
substitute Mortgage Loan in accordance with Section 3.03 herein;

         (xix)    with respect to each Mortgage  Loan, the Stated  Principal  Balance of any Mortgage Loan that has
been repurchased by the Company in accordance with Section 3.03 herein.

         In addition,  the Company shall provide to the Purchaser such other  information known or available to the
Company that is necessary in order to provide the distribution  and pool performance  information as required under
Item 1121 of Regulation  AB, as amended from time to time,  as determined by the Purchaser in its sole  discretion.
The  Company  shall  also  provide a monthly  report,  in the form of  Exhibit E hereto,  or such  other form as is
mutually  acceptable to the Company,  the Purchaser  and any Master  Servicer,  Exhibit F with respect to defaulted
mortgage loans and Exhibit O, with respect to realized losses and gains, with each such report.

         The Company shall  prepare and file any and all  information  statements  or other filings  required to be
delivered to any governmental  taxing authority or to Purchaser  pursuant to any applicable law with respect to the
Mortgage Loans and the transactions  contemplated  hereby.  In addition,  the Company shall provide  Purchaser with
such  information  concerning  the Mortgage  Loans as is necessary for Purchaser to prepare its federal  income tax
return as Purchaser may reasonably request from time to time.

         In  addition,  not more than  sixty (60) days  after the end of each  calendar  year,  the  Company  shall
furnish  to each  Person  who was a  Purchaser  at any time  during  such  calendar  year an  annual  statement  in
accordance with the  requirements  of applicable  federal income tax law as to the aggregate of remittances for the
applicable portion of such year.

         Article VI of the Agreement is hereby amended effective as of the date hereof by deleting Section 6.04
in its entirety and replacing it with the following:

         Section 6.04      Annual Statement as to Compliance; Annual Certification.

         (a)      The Company will deliver to the  Purchaser and any Master  Servicer,  not later than March 1st of
each calendar year beginning in 2007, an Officers'  Certificate  acceptable to the Purchaser (an "Annual  Statement
of Compliance")  stating,  as to each signatory thereof,  that (i) a review of the activities of the Company during
the preceding  calendar year and of performance  under this Agreement or other applicable  servicing  agreement has
been  made  under  such  officers'  supervision  and (ii) to the best of such  officers'  knowledge,  based on such
review,  the Company has  fulfilled  all of its  obligations  under this  Agreement or other  applicable  servicing
agreement  in all  material  respects  throughout  such year,  or, if there has been a failure to fulfill  any such
obligation in any material  respect,  specifying  each such failure known to such officer and the nature and status
of cure provisions  thereof.  Such Annual  Statement of Compliance  shall contain no restrictions or limitations on
its use.  Copies of such  statement  shall be  provided  by the Company to the  Purchaser  upon  request and by the
Purchaser  to any Person  identified  as a  prospective  purchaser  of the  Mortgage  Loans.  In the event that the
Company has delegated any  servicing  responsibilities  with respect to the Mortgage  Loans to a  Subservicer,  the
Company shall deliver an officer's  certificate (an "Annual  Certification")  of the Subservicer as described above
as to each Subservicer as and when required with respect to the Company.

         (b)      With  respect to any Mortgage  Loans that are the subject of a  Pass-Through  Transfer,  by March
1st of each  calendar  year  beginning  in 2007,  an officer of the  Company  shall  execute  and deliver an Annual
Certification to the Purchaser,  any Master Servicer and any related  Depositor for the benefit of each such entity
and such  entity's  affiliates  and the  officers,  directors  and  agents  of any such  entity  and such  entity's
affiliates,  in the form  attached  hereto as Exhibit K. In the event that the Company has  delegated any servicing
responsibilities  with  respect  to the  Mortgage  Loans to a  Subservicer,  the  Company  shall  deliver an Annual
Certification  of the  Subservicer as described  above as to each  Subservicer as and when required with respect to
the Company.

         (c)      If  the  Company  cannot   deliver  the  related   Annual   Statement  of  Compliance  or  Annual
Certification  by March 1st of such year,  the  Purchaser,  at its sole  option,  may permit a cure  period for the
Company to deliver such Annual  Statement of Compliance or Annual  Certification,  but in no event later than March
10th of such year.

         Failure of the  Company  to timely  comply  with this  Section  6.04 shall be deemed an Event of  Default,
automatically,  without  notice and without any cure period,  unless  otherwise  agreed to by the  Purchaser as set
forth in Section  6.04(c) and Purchaser  may, in addition to whatever  rights the Purchaser may have under Sections
3.03 and 8.01 and at law or equity or to damages,  including injunctive relief and specific performance,  terminate
all the rights and  obligations  of the  Company  under this  Agreement  and in and to the  Mortgage  Loans and the
proceeds  thereof  without  compensating  the Company for the same, as provided in Section 9.01.  Such  termination
shall be considered  with cause pursuant to Section 10.01 of this  Agreement.  This paragraph  shall  supercede any
other provision in this Agreement or any other agreement to the contrary.

         Article VI of the Agreement is hereby amended effective as of the date hereof by deleting Section 6.05
in its entirety and replacing it with the following:

         Section 6.05      [Reserved].

         Article VI of the Agreement is hereby amended effective as of the date hereof by adding the following
new Section 6.08:

         Section 6.08      Assessment of Compliance with Servicing Criteria.

         On and after January 1, 2006, the Company shall service and administer,  and shall cause each  subservicer
to servicer or administer,  the Mortgage  Loans in accordance  with all  applicable  requirements  of the Servicing
Criteria.

         With respect to any Mortgage  Loans that are the subject of a  Pass-Through  Transfer,  the Company  shall
deliver to the  Purchaser or its  designee,  any Master  Servicer and any  Depositor on or before March 1st of each
calendar  year  beginning  in 2007,  a report  (an  "Assessment  of  Compliance")  reasonably  satisfactory  to the
Purchaser,  any Master  Servicer and any  Depositor  regarding the  Company's  assessment  of  compliance  with the
Servicing  Criteria  during the preceding  calendar year as required by Rules 13a-18 and 15d-18 of the Exchange Act
and Item 1122 of  Regulation  AB, or as  otherwise  required by the Master  Servicer,  which as of the date hereof,
require a report by an authorized officer of the Company that contains the following:

         (a)      A statement by such officer of its  responsibility  for assessing  compliance  with the Servicing
Criteria applicable to the Company;

         (b)      A statement by such officer that such officer used the  Servicing  Criteria to assess  compliance
with the Servicing Criteria applicable to the Company;

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

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

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

         Such report at a minimum  shall  address  each of the  Servicing  Criteria  specified  on a  certification
substantially  in the form of Exhibit N hereto delivered to the Purchaser  concurrently  with the execution of this
Agreement.

         With respect to any Mortgage  Loans that are the subject of a  Pass-Through  Transfer,  on or before March
1st of each calendar  year  beginning in 2007,  the Company  shall  furnish to the  Purchaser or its designee,  any
Master Servicer and any Depositor a report (an "Attestation  Report") by a registered  public  accounting firm that
attests to, and reports on, the  Assessment  of  Compliance  made by the  Company,  as required by Rules 13a-18 and
15d-18 of the Exchange  Act and Item 1122(b) of  Regulation  AB, or as otherwise  required by the Master  Servicer,
which  Attestation  Report must be made in accordance with standards for  attestation  reports issued or adopted by
the Public Company Accounting Oversight Board.

         The Company shall cause each  Subservicer,  and each  Subcontractor  determined by the Company pursuant to
Section 11.19 to be  "participating  in the servicing  function"  within the meaning of Item 1122 of Regulation AB,
to deliver to the Purchaser,  any Master  Servicer and any Depositor an assessment of compliance  and  accountants'
attestation as and when provided in Sections 6.08.

         If the Company cannot deliver the related  Assessment of Compliance or Attestation  Report by March 1st of
such year, the Purchaser,  at its sole option,  may permit a cure period for the Company to deliver such Assessment
of Compliance or Attestation Report, but in no event later than March 10th of such year.

         Failure of the  Company  to timely  comply  with this  Section  6.08 shall be deemed an Event of  Default,
automatically,  without  notice and  without  any cure  period,  unless  otherwise  agreed to by the  Purchaser  as
described  herein,  and Purchaser  may, in addition to whatever  rights the Purchaser may have under  Sections 3.03
and 8.01 and at law or equity or to damages,  including injunctive relief and specific  performance,  terminate all
the rights and  obligations  of the Company under this  Agreement and in and to the Mortgage Loans and the proceeds
thereof  without  compensating  the Company for the same, as provided in Section 9.01.  Such  termination  shall be
considered  with cause  pursuant to Section  10.01 of this  Agreement.  This  paragraph  shall  supercede any other
provision in this Agreement or any other agreement to the contrary.

         Article VI of the Agreement is hereby amended effective as of the date hereof by adding the following
new Section 6.09:

         Section 6.09      Intent of the Parties; Reasonableness.

         The Purchaser and the Company  acknowledge and agree that a purpose of Sections 3.01(o),  5.02, 6.04, 6.08
and 11.18 of this  Agreement is to facilitate  compliance by the Purchaser and any Depositor with the provisions of
Regulation AB and related rules and  regulations of the Commission.  None of the Purchaser,  any master Servicer or
any  Depositor  shall  exercise  its right to request  delivery of  information  or other  performance  under these
provisions  other than in good faith,  or for purposes other than  compliance with the Securities Act, the Exchange
Act and the rules and regulations of the Commission  thereunder.  The Company  acknowledges that interpretations of
the  requirements  of  Regulation AB may change over time,  whether due to  interpretive  guidance  provided by the
Commission or its staff,  consensus among participants in the asset-backed  securities markets,  advice of counsel,
or  otherwise,  and  agrees to comply  with  requests  made by the  Purchaser  or any  Depositor  in good faith for
delivery of  information  under these  provisions on the basis of evolving  interpretations  of  Regulation  AB. In
connection with any Pass-Through  Transfer,  the Company shall cooperate fully with the Purchaser to deliver to the
Purchaser  (including  any of its assignees or  designees)  and any  Depositor,  any and all  statements,  reports,
certifications,  records and any other  information  necessary in the good faith  determination of the Purchaser or
any Depositor to permit the Purchaser or such Depositor to comply with the  provisions of Regulation  AB,  together
with such  disclosures  relating to the Company,  any  Subservicer,  any  Third-Party  Originator  and the Mortgage
Loans,  or the  servicing of the  Mortgage  Loans,  reasonably  believed by the  Purchaser  or any  Depositor to be
necessary in order to effect such compliance.

         Article IX of the Agreements is hereby amended effective as of the date hereof by deleting Section
9.01(x).

         Article IX of the Agreement is hereby amended effective as of the date hereof by deleting the first
sentence of the last paragraph of Section 9.01 and replacing it with the following:

         Then,  and in each and every such case, so long as an Event of Default shall not have been  remedied,  the
Purchaser,  by notice in writing to the Company  (except in the case of an Event of Default  under  clauses  (iii),
(iv) or (v) above,  or as  otherwise  stated  herein,  in which case,  automatically  and without  notice)  may, in
addition to whatever  rights the Purchaser may have under Sections  3.03,  6.07 and 8.01 and at law or equity or to
damages,  including  injunctive  relief and specific  performance,  terminate all the rights and obligations of the
Company  (and if the Company is servicing  any of the Mortgage  Loans in a  Securitization  Transaction,  appoint a
successor servicer  reasonably  acceptable to any Master Servicer for such  Securitization  Transaction) under this
Agreement and in and to the Mortgage Loans and the proceeds thereof without compensating the Company for the same.

         Article IX of the Agreement is hereby amended effective as of the date hereof by adding the following at
the end of the last paragraph of Section 9.01:

         The Company shall  promptly  reimburse the Purchaser (or any designee of the  Purchaser,  such as a master
servicer)  and any  Depositor,  as  applicable,  for all  reasonable  expenses  incurred by the  Purchaser (or such
designee) or such  Depositor,  as such are incurred,  in connection with the termination of the Company as servicer
and the transfer of servicing of the Mortgage  Loans to a successor  servicer.  The  provisions  of this  paragraph
shall not limit  whatever  rights the Purchaser or any Depositor may have under other  provisions of this Agreement
and/or any  applicable  Reconstitution  Agreement or otherwise,  whether in equity or at law, such as an action for
damages, specific performance or injunctive relief.

         Article XI of the Agreement is hereby amended effective as of the date hereof by restating Section 11.18
in its entirety as follows:

         Section 11.18.    Cooperation of Company with a Reconstitution.

         The Company and the Purchaser  agree that with respect to some or all of the Mortgage  Loans,  on or after
the related Closing Date, on one or more dates (each a "Reconstitution  Date") at the Purchaser's sole option,  the
Purchaser may effect a sale (each,  a  "Reconstitution")  of some or all of the Mortgage Loans then subject to this
Agreement, without recourse, to:

         (a)      one or more third party  purchasers in one or more in whole loan  transfers  (each, a "Whole Loan
Transfer"); or

         (b)      one or more trusts or other entities to be formed as part of one or more Pass-Through Transfers.

         The Company agrees to execute in connection  with any agreements  among the  Purchaser,  the Company,  and
any servicer in  connection  with a Whole Loan  Transfer,  an  Assignment,  Assumption  and  Recognition  Agreement
substantially  in the form of Exhibit D hereto,  or, at Purchaser's  request,  a seller's  warranties and servicing
agreement or a  participation  and  servicing  agreement  or similar  agreement  in form and  substance  reasonably
acceptable to the parties,  and in connection with a Pass-Through  Transfer,  a pooling and servicing  agreement in
form and  substance  reasonably  acceptable to the parties,  (collectively  the  agreements  referred to herein are
designated,  the "Reconstitution  Agreements").  It is understood that any such Reconstitution  Agreements will not
contain any greater  obligations  on the part of Company  than are  contained  in this  Agreement.  Notwithstanding
anything to the contrary in this Section 11.18,  the Company agrees that it is required to perform the  obligations
described in Exhibit J hereto.

         With respect to each Whole Loan Transfer and each  Pass-Through  Transfer  entered into by the  Purchaser,
the Company  agrees (1) to cooperate  fully with the Purchaser and any  prospective  purchaser  with respect to all
reasonable  requests  and due  diligence  procedures;  (2) to  execute,  deliver  and  perform  all  Reconstitution
Agreements  required  by the  Purchaser;  (3) to  restate  the  representations  and  warranties  set forth in this
Agreement as of the settlement or closing date in connection  with such  Reconstitution  (each,  a  "Reconstitution
Date").

         In  addition,  the Company  shall  provide to such  servicer or issuer,  as the case may be, and any other
participants in such Reconstitution:

         (i)      any and all  information  and  appropriate  verification  of information  which may be reasonably
available to the Company,  whether  through  letters of its auditors and counsel or otherwise,  as the Purchaser or
any such other participant shall request upon reasonable demand;

         (ii)     such  additional  representations,  warranties,  covenants,  opinions  of counsel,  letters  from
auditors,  and  certificates  of public  officials or officers of the Company as are reasonably  agreed upon by the
Company and the Purchaser or any such other participant;

         (iii)    within 5 Business  Days after  request by the  Purchaser,  the  information  with  respect to the
Company (as  originator) and each  Third-Party  Originator of the Mortgage Loans as required under Item 1110(a) and
(b) of Regulation AB, a summary of the  requirements  of which has of the date hereof is attached hereto as Exhibit
M for  convenience  of reference  only,  as  determined  by Purchaser in its sole  discretion.  If requested by the
Purchaser, this will include information about the applicable credit-granting or underwriting criteria;

         (iv)     within 5 Business  Days after  request by the  Purchaser,  the  Company  shall  provide  (or,  as
applicable,  cause each  Third-Party  Originator to provide) Static Pool  Information  with respect to the mortgage
loans (of a similar type as the Mortgage  Loans,  as  reasonably  identified  by the  Purchaser as provided  below)
originated  by (i) the Company,  if the Company is an  originator  of Mortgage  Loans  (including as an acquirer of
Mortgage  Loans from a  Qualified  Correspondent),  and/or  (ii) each  Third-Party  Originator.  Such  Static  Pool
Information  shall be prepared by the Company (or  Third-Party  Originator)  on the basis of its  reasonable,  good
faith  interpretation  of the  requirements  of Item  1105(a)(1)-(3)  and (c) of Regulation  AB. To the extent that
there is reasonably  available to the Company (or Third-Party  Originator)  Static Pool Information with respect to
more than one mortgage loan type, the Purchaser or any Depositor  shall be entitled to specify  whether some or all
of such information shall be provided  pursuant to this paragraph.  The content of such Static Pool Information may
be in the  form  customarily  provided  by the  Company,  and  need  not be  customized  for the  Purchaser  or any
Depositor.  Such  Static  Pool  Information  for each  vintage  origination  year or  prior  securitized  pool,  as
applicable,  shall be presented in  increments  no less  frequently  than  quarterly  over the life of the mortgage
loans included in the vintage  origination year or prior securitized pool. The most recent periodic  increment must
be as of a date no later than 135 days prior to the date of the  prospectus  or other  offering  document  in which
the Static Pool Information is to be included or incorporated by reference.  The Static Pool  Information  shall be
provided in an electronic format that provides a permanent record of the information  provided,  such as a portable
document  format  (pdf)  file,  or other  such  electronic  format  reasonably  required  by the  Purchaser  or the
Depositor, as applicable;

         (v)      within 5 Business Days after request by the  Purchaser,  information  with respect to the Company
(as servicer) as required by Item 1108(b) and (c) of Regulation  AB, a summary of the  requirements  of which as of
the date hereof is attached  hereto as Exhibit M for  convenience of reference  only, as determined by Purchaser in
its sole  discretion.  In the event that the Company has delegated any servicing  responsibilities  with respect to
the Mortgage Loans to a Subservicer,  the Company shall provide the  information  required  pursuant to this clause
with respect to the Subservicer;

         (vi)     within 5 Business Days after request by the Purchaser,
                  (a) information  regarding any legal  proceedings  pending (or known to be contemplated)  against
         the Company (as  originator  and as servicer)  and each other  originator  of the Mortgage  Loans and each
         Subservicer  as required by Item 1117 of Regulation AB, a summary of the  requirements  of which as of the
         date  hereof is  attached  hereto as  Exhibit M for  convenience  of  reference  only,  as  determined  by
         Purchaser in its sole discretion,
                  (b)  information  regarding  affiliations  with  respect to the  Company  (as  originator  and as
         servicer)  and each other  originator  of the  Mortgage  Loans and each  Subservicer  as  required by Item
         1119(a)  of  Regulation  AB, a summary  of the  requirements  of which as of the date  hereof is  attached
         hereto  as  Exhibit  M for  convenience  of  reference  only,  as  determined  by  Purchaser  in its  sole
         discretion, and
                  (c)  information  regarding  relationships  and  transactions  with  respect to the  Company  (as
         originator  and as servicer)  and each other  originator  of the Mortgage  Loans and each  Subservicer  as
         required by Item 1119(b) and (c) of Regulation AB, a summary of the  requirements  of which as of the date
         hereof is attached  hereto as Exhibit M for  convenience of reference  only, as determined by Purchaser in
         its sole discretion;

         (vii)    if so requested by the  Purchaser,  the Company  shall  provide  (or, as  applicable,  cause each
Third-Party  Originator  to  provide),  at the  expense of the  requesting  party (to the extent of any  additional
incremental  expense  associated  with  delivery  pursuant to this  Agreement),  such  statements  and  agreed-upon
procedures  letters of certified  public  accountants  reasonably  acceptable  to the  Purchaser or  Depositor,  as
applicable,  pertaining to Static Pool Information  relating to prior securitized pools for securitizations  closed
on or after  January  1,  2006 or,  in the case of  Static  Pool  Information  with  respect  to the  Company's  or
Third-Party  Originator's  originations  or purchases,  to calendar  months  commencing  January 1, 2006, or to any
financial  information  included in any other  disclosure  provided under this Section  11.18,  as the Purchaser or
such Depositor shall reasonably  request.  Such statements and letters shall be addressed to and be for the benefit
of such parties as the Purchaser or such  Depositor  shall  designate,  which may include,  by way of example,  any
Sponsor,  any Depositor and any broker dealer acting as  underwriter,  placement  agent or initial  purchaser  with
respect  to a  Pass-Through  Transfer.  Any such  statement  or letter may take the form of a  standard,  generally
applicable  document  accompanied by a reliance  letter  authorizing  reliance by the addressees  designated by the
Purchaser or such Depositor;

         (viii) For the purpose of satisfying the reporting  obligation  under the Exchange Act with respect to any
class of asset-backed  securities,  the Company shall (or shall cause each  Subservicer and Third-Party  Originator
to) (i) provide  prompt  notice to the  Purchaser,  any Master  Servicer  and any  Depositor  in writing of (A) any
material  litigation  or  governmental  proceedings  involving  the Company,  any  Subservicer  or any  Third-Party
Originator,  (B) any  affiliations or  relationships  that develop  following the closing date of a  Securitization
Transaction  between the Company,  any Subservicer or any Third-Party  Originator and any of the parties  specified
in clause (D) of paragraph  (a) of this  Section (and any other  parties  identified  in writing by the  requesting
party)  with  respect  to such  Securitization  Transaction,  (C) any  Event of  Default  under  the  terms of this
Agreement or any  Reconstitution  Agreement,  (D) any merger,  consolidation  or sale of  substantially  all of the
assets of the Company,  and (E) the Company's  entry into an agreement  with a Subservicer  to perform or assist in
the performance of any of the Company's  obligations under this Agreement or any Reconstitution  Agreement and (ii)
provide to the Purchaser and any Depositor a description of such proceedings, affiliations or relationships;

         (ix) As a condition to the succession to the Company or any  Subservicer as servicer or subservicer  under
this Agreement or any  Reconstitution  Agreement by any Person (i) into which the Company or such  Subservicer  may
be merged or  consolidated,  or (ii) which may be appointed as a successor to the Company or any  Subservicer,  the
Company shall provide to the Purchaser,  any Master  Servicer,  and any Depositor,  at least 15 calendar days prior
to the effective date of such succession or  appointment,  (x) written notice to the Purchaser and any Depositor of
such  succession  or  appointment  and (y) in writing  and in form and  substance  reasonably  satisfactory  to the
Purchaser and such Depositor,  all information  reasonably  requested by the Purchaser or any Depositor in order to
comply  with its  reporting  obligation  under  Item 6.02 of Form 8-K with  respect  to any  class of  asset-backed
securities;

         (x) In addition to such  information  as the  Company,  as servicer,  is obligated to provide  pursuant to
other  provisions  of this  Agreement,  not  later  than  ten days  prior to the  deadline  for the  filing  of any
distribution  report on Form 10-D in respect of any  Securitization  Transaction  that includes any of the Mortgage
Loans serviced by the Company or any Subservicer,  the Company or such  Subservicer,  as applicable,  shall, to the
extent the Company or such  Subservicer  has  knowledge,  provide to the party  responsible  for filing such report
(including,  if applicable,  the Master  Servicer)  notice of the  occurrence of any of the following  events along
with all  information,  data,  and  materials  related  thereto as may be  required  to be  included in the related
distribution report on Form 10-D (as specified in the provisions of Regulation AB referenced below):

                           (A)      any material  modifications,  extensions or waivers of pool asset terms,  fees,
penalties or payments  during the  distribution  period or that have  cumulatively  become material over time (Item
1121(a)(11) of Regulation AB);

                           (B)      material  breaches of pool asset  representations  or warranties or transaction
covenants (Item 1121(a)(12) of Regulation AB); and

                           (C)      information regarding new asset-backed  securities issuances backed by the same
pool assets,  any pool asset changes (such as, additions,  substitutions or repurchases),  and any material changes
in origination,  underwriting  or other criteria for  acquisition or selection of pool assets (Item  1121(a)(14) of
Regulation AB); and

         (xi) The Company shall provide to the Purchaser,  any Master  Servicer and any Depositor,  evidence of the
authorization  of the person  signing any  certification  or statement,  copies or other  evidence of Fidelity Bond
Insurance and Errors and Omission Insurance policy,  financial  information and reports, and such other information
related to the Company or any Subservicer or the Company or such Subservicer's performance hereunder.

         In the  event  of a  conflict  or  inconsistency  between  the  terms  of  Exhibit  M and the  text of the
applicable Item of Regulation AB as cited above,  the text of Regulation AB, its adopting  release and other public
statements of the SEC shall control.

         The Company shall  indemnify the Purchaser,  each  affiliate of the  Purchaser,  and each of the following
parties  participating in a Pass-Through  Transfer:  each sponsor and issuing entity;  each Person (including,  but
not limited to, any Master Servicer,  if applicable)  responsible for the  preparation,  execution or filing of any
report required to be filed with the Commission with respect to such Pass-Through  Transfer,  or for execution of a
certification  pursuant  to  Rule  13a-14(d)  or Rule  15d-14(d)  under  the  Exchange  Act  with  respect  to such
Pass-Through  Transfer;  each broker dealer  acting as  underwriter,  placement  agent or initial  purchaser,  each
Person who controls any of such parties or the Depositor  (within the meaning of Section 15 of the  Securities  Act
and Section 20 of the Exchange Act); and the respective present and former directors,  officers,  employees, agents
and affiliates of each of the foregoing and of the Depositor  (each, an "Indemnified  Party"),  and shall hold each
of them  harmless from and against any claims,  losses,  damages,  penalties,  fines,  forfeitures,  legal fees and
expenses  and  related  costs,  judgments,  and any other  costs,  fees and  expenses  that any of them may sustain
arising out of or based upon:

         (i)(A) any untrue  statement of a material fact  contained or alleged to be contained in any  information,
report,  certification,  data,  accountants'  letter or other  material  provided under this Section 11.18 by or on
behalf of the Company,  or provided under this Section 11.18 by or on behalf of any  Subservicer,  Subcontractor or
Third-Party  Originator  (collectively,  the "Company  Information"),  or (B) the  omission or alleged  omission to
state in the Company  Information a material fact required to be stated in the Company  Information or necessary in
order to make  the  statements  therein,  in the  light of the  circumstances  under  which  they  were  made,  not
misleading;  provided,  by way of  clarification,  that clause (B) of this paragraph  shall be construed  solely by
reference to the Company  Information  and not to any other  information  communicated in connection with a sale or
purchase of  securities,  without  regard to whether the Company  Information  or any portion  thereof is presented
together with or separately from such other information;

         (ii) any breach by the Company of its obligations  under this Section 11.18,  including  particularly  any
failure  by the  Company,  any  Subservicer,  any  Subcontractor  or any  Third-Party  Originator  to  deliver  any
information,  report, certification,  accountants' letter or other material when and as required under this Section
11.18,   including  any  failure  by  the  Company  to  identify   pursuant  to  Section  11.19  any  Subcontractor
"participating in the servicing function" within the meaning of Item 1122 of Regulation AB;

         (iii) any  breach by the  Company  of a  representation  or  warranty  set forth in  Section  3.01 or in a
writing  furnished  pursuant  to Section  3.01(p)  and made as of a date prior to the  closing  date of the related
Pass-Through  Transfer,  to the extent that such  breach is not cured by such  closing  date,  or any breach by the
Company of a representation  or warranty in a writing  furnished  pursuant to Section 3.01(p) to the extent made as
of a date subsequent to such closing date; or

         (iv)     the  negligence  bad  faith  or  willful  misconduct  of  the  Company  in  connection  with  its
performance under this Section 11.18.

                  If the  indemnification  provided for herein is unavailable or  insufficient  to hold harmless an
Indemnified  Party,  then the  Company  agrees  that it shall  contribute  to the  amount  paid or  payable by such
Indemnified Party as a result of any claims,  losses,  damages or liabilities incurred by such Indemnified Party in
such proportion as is appropriate to reflect the relative fault of such  Indemnified  Party on the one hand and the
Company on the other.

                  In the case of any failure of performance  described above, the Company shall promptly  reimburse
the Purchaser, any Depositor, as applicable,  and each Person responsible for the preparation,  execution or filing
of any report  required to be filed with the Commission  with respect to such  Securitization  Transaction,  or for
execution of a  certification  pursuant to Rule 13a-14(d) or Rule 15d-14(d)  under the Exchange Act with respect to
such  Securitization  Transaction,  for all costs  reasonably  incurred  by each such  party in order to obtain the
information,  report,  certification,  accountants'  letter or other  material  not  delivered  as  required by the
Company, any Subservicer, any Subcontractor or any Third-Party Originator.

                  This  indemnification  shall survive the  termination of this Agreement or the termination of any
party to this Agreement.

         All Mortgage  Loans not sold or  transferred  pursuant to a  Reconstitution  shall remain  subject to, and
serviced in  accordance  with the terms of, this  Agreement  and the related Term Sheet,  and with respect  thereto
this Agreement and the related Term Sheet shall remain in full force and effect.

         Article XI of the Agreement is hereby amended effective as of the date hereof by adding the following
new Section 11.19:

         Section 11.19. Use of Subservicers and Subcontractors.

         (a)      The Company shall not hire or otherwise  utilize the services of any  Subservicer  to fulfill any
of the  obligations  of the Company as servicer  under this Agreement or any  Reconstitution  Agreement  unless the
Company  complies with the  provisions  of paragraph  (b) of this Section.  The Company shall not hire or otherwise
utilize the services of any  Subcontractor,  and shall not permit any Subservicer to hire or otherwise  utilize the
services of any  Subcontractor,  to fulfill any of the  obligations of the Company as servicer under this Agreement
or any Reconstitution Agreement unless the Company complies with the provisions of paragraph (d) of this Section.

         (b)      The Company  shall cause any  Subservicer  used by the  Company (or by any  Subservicer)  for the
benefit of the  Purchaser  and any  Depositor  to comply with the  provisions  of this  Section  and with  Sections
3.01(o),  3.01(r),  6.04,  6.08 and 11.18 of this  Agreement  to the same  extent as if such  Subservicer  were the
Company,  and to provide the information  required with respect to such  Subservicer  under Section 3.01(q) of this
Agreement.  The Company shall be responsible  for obtaining from each  Subservicer and delivering to the Purchaser,
any Master  Servicer  and any  Depositor  any Annual  Statement  of  Compliance  required to be  delivered  by such
Subservicer  under Section  6.04(a),  any Assessment of Compliance and Attestation  Report required to be delivered
by such  Subservicer  under Section 6.07 and any Annual  Certification  required under Section  6.04(b) as and when
required to be delivered.

         (c)      The Company shall  promptly upon request  provide to the Purchaser,  any Master  Servicer and any
Depositor  (or any  designee  of the  Depositor,  such as an  administrator)  a  written  description  (in form and
substance  satisfactory to the Purchaser,  any Master Servicer and such Depositor) of the role and function of each
Subcontractor  utilized by the Company or any Subservicer,  specifying (i) the identity of each such Subcontractor,
(ii) which (if any) of such  Subcontractors  are  "participating  in the servicing  function" within the meaning of
Item 1122 of Regulation  AB, and (iii) which  elements of the Servicing  Criteria will be addressed in  assessments
of compliance provided by each Subcontractor identified pursuant to clause (ii) of this paragraph.

         (d)      As a condition to the utilization of any  Subcontractor  determined to be  "participating  in the
servicing  function"  within  the  meaning  of Item  1122 of  Regulation  AB,  the  Company  shall  cause  any such
Subcontractor  used by the Company (or by any  Subservicer)  for the benefit of the  Purchaser and any Depositor to
comply  with  the  provisions  of  Sections  6.08  and  11.18  of this  Agreement  to the  same  extent  as if such
Subcontractor  were the Company.  The Company  shall be  responsible  for  obtaining  from each  Subcontractor  and
delivering to the Purchaser and any Depositor any  Assessment of Compliance  and  Attestation  Report and the other
certificates  required to be delivered by such Subservicer and such Subcontractor  under Section 6.08, in each case
as and when required to be delivered.

         Article XI of the Agreement is hereby amended effective as of the date hereof by adding the following
new Section 11.20:

                  Section 11.20.  Third Party Beneficiary.

         For purposes of this  Agreement,  each Master  Servicer  shall be considered a third party  beneficiary to
this Agreement, entitled to all the rights and benefits hereof as if it were a direct party to this Agreement.

         The Agreement is hereby amended effective as of the date hereof by deleting Exhibit E in its entirety
and replacing it with the following:



                                                         EXHIBIT E

                                             REPORTING DATA FOR MONTHLY REPORT

                                             Standard File Layout - Master Servicing
-----------------------------------------------------------------------------------------------------------------------------------
         Column Name                            Description                      Decimal           Format Comment           Max
                                                                                                                            Size
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
SER_INVESTOR_NBR               A value assigned by the Servicer to define a                 Text up to 10 digits             20
                               group of loans.
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
LOAN_NBR                       A unique identifier assigned to each loan by                 Text up to 10 digits             10
                               the investor.
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
SERVICER_LOAN_NBR              A unique number assigned to a loan by the                    Text up to 10 digits             10
                               Servicer.  This may be different than the
                               LOAN_NBR.
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
BORROWER_NAME                  The borrower name as received in the file.                   Maximum length of 30 (Last,      30
                               It is not separated by first and last name.                  First)
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
SCHED_PAY_AMT                  Scheduled monthly principal and scheduled            2       No commas(,) or dollar signs     11
                               interest payment that a borrower is expected                 ($)
                               to pay, P&I constant.
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
NOTE_INT_RATE                  The loan interest rate as reported by the            4       Max length of 6                   6
                               Servicer.
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
NET_INT_RATE                   The loan gross interest rate less the service        4       Max length of 6                   6
                               fee rate as reported by the Servicer.
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
SERV_FEE_RATE                  The servicer's fee rate for a loan as                4       Max length of 6                   6
                               reported by the Servicer.
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
SERV_FEE_AMT                   The servicer's fee amount for a loan as              2       No commas(,) or dollar signs     11
                               reported by the Servicer.                                    ($)
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
NEW_PAY_AMT                    The new loan payment amount as reported by           2       No commas(,) or dollar signs     11
                               the Servicer.                                                ($)
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
NEW_LOAN_RATE                  The new loan rate as reported by the Servicer.       4       Max length of 6                   6
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
ARM_INDEX_RATE                 The index the Servicer is using to calculate         4       Max length of 6                   6
                               a forecasted rate.
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
ACTL_BEG_PRIN_BAL              The borrower's actual principal balance at           2       No commas(,) or dollar signs     11
                               the beginning of the processing cycle.                       ($)
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
ACTL_END_PRIN_BAL              The borrower's actual principal balance at           2       No commas(,) or dollar signs     11
                               the end of the processing cycle.                             ($)
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
BORR_NEXT_PAY_DUE_DATE         The date at the end of processing cycle that                 MM/DD/YYYY                       10
                               the borrower's next payment is due to the
                               Servicer, as reported by Servicer.
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
SERV_CURT_AMT_1                The first curtailment amount to be applied.          2       No commas(,) or dollar signs     11
                                                                                            ($)
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
SERV_CURT_DATE_1               The curtailment date associated with the                     MM/DD/YYYY                       10
                               first curtailment amount.
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
CURT_ADJ_ AMT_1                The curtailment interest on the first                2       No commas(,) or dollar signs     11
                               curtailment amount, if applicable.                           ($)
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
SERV_CURT_AMT_2                The second curtailment amount to be applied.         2       No commas(,) or dollar signs     11
                                                                                            ($)
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
SERV_CURT_DATE_2               The curtailment date associated with the                     MM/DD/YYYY                       10
                               second curtailment amount.
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
CURT_ADJ_ AMT_2                The curtailment interest on the second               2       No commas(,) or dollar signs     11
                               curtailment amount, if applicable.                           ($)
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
SERV_CURT_AMT_3                The third curtailment amount to be applied.          2       No commas(,) or dollar signs     11
                                                                                            ($)
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
SERV_CURT_DATE_3               The curtailment date associated with the                     MM/DD/YYYY                       10
                               third curtailment amount.
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
CURT_ADJ_AMT_3                 The curtailment interest on the third                2       No commas(,) or dollar signs     11
                               curtailment amount, if applicable.                           ($)
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
PIF_AMT                        The loan "paid in full" amount as reported by        2       No commas(,) or dollar signs     11
                               the Servicer.                                                ($)
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
PIF_DATE                       The paid in full date as reported by the                     MM/DD/YYYY                       10
                               Servicer.
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
                                                                                            Action Code Key:                  2
                                                                                            15=Bankruptcy,
ACTION_CODE                    The standard FNMA numeric code used to                       30=Foreclosure, , 60=PIF,
                               indicate the default/delinquent status of a                  63=Substitution,
                               particular loan.                                             65=Repurchase,70=REO
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
INT_ADJ_AMT                    The amount of the interest adjustment as             2       No commas(,) or dollar signs     11
                               reported by the Servicer.                                    ($)
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
SOLDIER_SAILOR_ADJ_AMT         The Soldier and Sailor Adjustment amount, if         2       No commas(,) or dollar signs     11
                               applicable.                                                  ($)
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
NON_ADV_LOAN_AMT               The Non Recoverable Loan Amount, if                  2       No commas(,) or dollar signs     11
                               applicable.                                                  ($)
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
LOAN_LOSS_AMT                  The amount the Servicer is passing as a loss,        2       No commas(,) or dollar signs     11
                               if applicable.                                               ($)
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
SCHED_BEG_PRIN_BAL             The scheduled outstanding principal amount           2       No commas(,) or dollar signs     11
                               due at the beginning of the cycle date to be                 ($)
                               passed through to investors.
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
SCHED_END_PRIN_BAL             The scheduled principal balance due to               2       No commas(,) or dollar signs     11
                               investors at the end of a processing cycle.                  ($)
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
SCHED_PRIN_AMT                 The scheduled principal amount as reported by        2       No commas(,) or dollar signs     11
                               the Servicer for the current cycle -- only                   ($)
                               applicable for Scheduled/Scheduled Loans.
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
SCHED_NET_INT                  The scheduled gross interest amount less the         2       No commas(,) or dollar signs     11
                               service fee amount for the current cycle as
                               reported by the Servicer -- only applicable
                               for Scheduled/Scheduled Loans.                               ($)
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
ACTL_PRIN_AMT                  The actual principal amount collected by the         2       No commas(,) or dollar signs     11
                               Servicer for the current reporting cycle --                  ($)
                               only applicable for Actual/Actual Loans.
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
                               The actual gross interest amount less the
                               service fee amount for the current reporting                 No commas(,) or dollar signs
ACTL_NET_INT                   cycle as reported by the Servicer -- only            2       ($)                              11
                               applicable for Actual/Actual Loans.
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
PREPAY_PENALTY_ AMT            The penalty amount received when a borrower          2       No commas(,) or dollar signs     11
                               prepays on his loan as reported by the                       ($)
                               Servicer.
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
PREPAY_PENALTY_ WAIVED         The prepayment penalty amount for the loan           2       No commas(,) or dollar signs     11
                               waived by the servicer.                                      ($)
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
MOD_DATE                       The Effective Payment Date of the                            MM/DD/YYYY                       10
                               Modification for the loan.
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
MOD_TYPE                       The Modification Type.                                       Varchar - value can be alpha     30
                                                                                            or numeric
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
DELINQ_P&I_ADVANCE_AMT         The current outstanding principal and            2       No commas(,) or dollar signs     11
                               interest advances made by Servicer.                          ($)
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------


         The Agreement is hereby amended effective as of the date hereof by adding the following new Exhibit F:



                                                     EXHIBIT F

                                        REPORTING DATA FOR DEFAULTED LOANS


                                     Standard File Layout - Delinquency Reporting

-------------------------------------- ---------------------------------------------------- -------------- ---------------
         Column/Header Name                                Description                         Decimal     Format Comment
-------------------------------------- ---------------------------------------------------- -------------- ---------------
-------------------------------------- ---------------------------------------------------- -------------- ---------------
SERVICER_LOAN_NBR                      A unique number assigned to a loan by the                           -
                                       Servicer.  This may be different than the LOAN_NBR
-------------------------------------- ---------------------------------------------------- -------------- ---------------
-------------------------------------- ---------------------------------------------------- -------------- ---------------
LOAN_NBR                               A unique identifier assigned to each loan by the                    -
                                       originator.
-------------------------------------- ---------------------------------------------------- -------------- ---------------
-------------------------------------- ---------------------------------------------------- -------------- ---------------
CLIENT_NBR                             Servicer Client Number
-------------------------------------- ---------------------------------------------------- -------------- ---------------
-------------------------------------- ---------------------------------------------------- -------------- ---------------
SERV_INVESTOR_NBR                      Contains a unique number as assigned by an                          -
                                       external servicer to identify a group of loans in
                                       their system.
-------------------------------------- ---------------------------------------------------- -------------- ---------------
-------------------------------------- ---------------------------------------------------- -------------- ---------------
BORROWER_FIRST_NAME                    First Name of the Borrower.
-------------------------------------- ---------------------------------------------------- -------------- ---------------
-------------------------------------- ---------------------------------------------------- -------------- ---------------
BORROWER_LAST_NAME                     Last name of the borrower.
-------------------------------------- ---------------------------------------------------- -------------- ---------------
-------------------------------------- ---------------------------------------------------- -------------- ---------------
PROP_ADDRESS                           Street Name and Number of Property                                  -
-------------------------------------- ---------------------------------------------------- -------------- ---------------
-------------------------------------- ---------------------------------------------------- -------------- ---------------
PROP_STATE                             The state where the  property located.                              -
-------------------------------------- ---------------------------------------------------- -------------- ---------------
-------------------------------------- ---------------------------------------------------- -------------- ---------------
PROP_ZIP                               Zip code where the property is located.                             -
-------------------------------------- ---------------------------------------------------- -------------- ---------------
-------------------------------------- ---------------------------------------------------- -------------- ---------------
BORR_NEXT_PAY_DUE_DATE                 The date that the borrower's next payment is due                    MM/DD/YYYY
                                       to the servicer at the end of processing cycle, as
                                       reported by Servicer.
-------------------------------------- ---------------------------------------------------- -------------- ---------------
-------------------------------------- ---------------------------------------------------- -------------- ---------------
LOAN_TYPE                              Loan Type (i.e. FHA, VA, Conv)                                      -
-------------------------------------- ---------------------------------------------------- -------------- ---------------
-------------------------------------- ---------------------------------------------------- -------------- ---------------
BANKRUPTCY_FILED_DATE                  The date a particular bankruptcy claim was filed.                   MM/DD/YYYY
-------------------------------------- ---------------------------------------------------- -------------- ---------------
-------------------------------------- ---------------------------------------------------- -------------- ---------------
BANKRUPTCY_CHAPTER_CODE                The chapter under which the bankruptcy was filed.                   -
-------------------------------------- ---------------------------------------------------- -------------- ---------------
-------------------------------------- ---------------------------------------------------- -------------- ---------------
BANKRUPTCY_CASE_NBR                    The case number assigned by the court to the                        -
                                       bankruptcy filing.
-------------------------------------- ---------------------------------------------------- -------------- ---------------
-------------------------------------- ---------------------------------------------------- -------------- ---------------
POST_PETITION_DUE_DATE                 The payment due date once the bankruptcy has been                   MM/DD/YYYY
                                       approved by the courts
-------------------------------------- ---------------------------------------------------- -------------- ---------------
-------------------------------------- ---------------------------------------------------- -------------- ---------------
BANKRUPTCY_DCHRG_DISM_DATE             The Date The Loan Is Removed From Bankruptcy.                       MM/DD/YYYY
                                       Either by Dismissal, Discharged and/or a Motion
                                       For Relief Was Granted.
-------------------------------------- ---------------------------------------------------- -------------- ---------------
-------------------------------------- ---------------------------------------------------- -------------- ---------------
LOSS_MIT_APPR_DATE                     The Date The Loss Mitigation Was Approved By The                    MM/DD/YYYY
                                       Servicer
-------------------------------------- ---------------------------------------------------- -------------- ---------------
-------------------------------------- ---------------------------------------------------- -------------- ---------------
LOSS_MIT_TYPE                          The Type Of Loss Mitigation Approved For A Loan
                                       Such As;
-------------------------------------- ---------------------------------------------------- -------------- ---------------
-------------------------------------- ---------------------------------------------------- -------------- ---------------
LOSS_MIT_EST_COMP_DATE                 The Date The Loss Mitigation /Plan Is Scheduled To                  MM/DD/YYYY
                                       End/Close
-------------------------------------- ---------------------------------------------------- -------------- ---------------
-------------------------------------- ---------------------------------------------------- -------------- ---------------
LOSS_MIT_ACT_COMP_DATE                 The Date The Loss Mitigation Is Actually Completed                  MM/DD/YYYY
-------------------------------------- ---------------------------------------------------- -------------- ---------------
-------------------------------------- ---------------------------------------------------- -------------- ---------------
FRCLSR_APPROVED_DATE                   The date DA Admin sends a letter to the servicer                    MM/DD/YYYY
                                       with instructions to begin foreclosure proceedings.
-------------------------------------- ---------------------------------------------------- -------------- ---------------
-------------------------------------- ---------------------------------------------------- -------------- ---------------
ATTORNEY_REFERRAL_DATE                 Date File Was Referred To Attorney to Pursue                        MM/DD/YYYY
                                       Foreclosure
-------------------------------------- ---------------------------------------------------- -------------- ---------------
-------------------------------------- ---------------------------------------------------- -------------- ---------------
FIRST_LEGAL_DATE                       Notice of 1st legal filed by an Attorney in a                       MM/DD/YYYY
                                       Foreclosure Action
-------------------------------------- ---------------------------------------------------- -------------- ---------------
-------------------------------------- ---------------------------------------------------- -------------- ---------------
FRCLSR_SALE_EXPECTED_DATE              The date by which a foreclosure sale is expected                    MM/DD/YYYY
                                       to occur.
-------------------------------------- ---------------------------------------------------- -------------- ---------------
-------------------------------------- ---------------------------------------------------- -------------- ---------------
FRCLSR_SALE_DATE                       The actual date of the foreclosure sale.                            MM/DD/YYYY
-------------------------------------- ---------------------------------------------------- -------------- ---------------
-------------------------------------- ---------------------------------------------------- -------------- ---------------
FRCLSR_SALE_AMT                        The amount a property sold for at the foreclosure          2        No commas(,)
                                       sale.                                                               or dollar
                                                                                                           signs ($)
-------------------------------------- ---------------------------------------------------- -------------- ---------------
-------------------------------------- ---------------------------------------------------- -------------- ---------------
EVICTION_START_DATE                    The date the servicer initiates eviction of the                     MM/DD/YYYY
                                       borrower.
-------------------------------------- ---------------------------------------------------- -------------- ---------------
-------------------------------------- ---------------------------------------------------- -------------- ---------------
EVICTION_COMPLETED_DATE                The date the court revokes legal possession of the                  MM/DD/YYYY
                                       property from the borrower.
-------------------------------------- ---------------------------------------------------- -------------- ---------------
-------------------------------------- ---------------------------------------------------- -------------- ---------------
LIST_PRICE                             The price at which an REO property is marketed.            2        No commas(,)
                                                                                                           or dollar
                                                                                                           signs ($)
-------------------------------------- ---------------------------------------------------- -------------- ---------------
-------------------------------------- ---------------------------------------------------- -------------- ---------------
LIST_DATE                              The date an REO property is listed at a particular                  MM/DD/YYYY
                                       price.
-------------------------------------- ---------------------------------------------------- -------------- ---------------
-------------------------------------- ---------------------------------------------------- -------------- ---------------
OFFER_AMT                              The dollar value of an offer for an REO property.          2        No commas(,)
                                                                                                           or dollar
                                                                                                           signs ($)
-------------------------------------- ---------------------------------------------------- -------------- ---------------
-------------------------------------- ---------------------------------------------------- -------------- ---------------
OFFER_DATE_TIME                        The date an offer is received by DA Admin or by                     MM/DD/YYYY
                                       the Servicer.
-------------------------------------- ---------------------------------------------------- -------------- ---------------
-------------------------------------- ---------------------------------------------------- -------------- ---------------
REO_CLOSING_DATE                       The date the REO sale of the property is scheduled                  MM/DD/YYYY
                                       to close.
-------------------------------------- ---------------------------------------------------- -------------- ---------------
-------------------------------------- ---------------------------------------------------- -------------- ---------------
REO_ACTUAL_CLOSING_DATE                Actual Date Of REO Sale                                             MM/DD/YYYY
-------------------------------------- ---------------------------------------------------- -------------- ---------------
-------------------------------------- ---------------------------------------------------- -------------- ---------------
OCCUPANT_CODE                          Classification of how the property is occupied.                     -
-------------------------------------- ---------------------------------------------------- -------------- ---------------
-------------------------------------- ---------------------------------------------------- -------------- ---------------
PROP_CONDITION_CODE                    A code that indicates the condition of the                          -
                                       property.
-------------------------------------- ---------------------------------------------------- -------------- ---------------
-------------------------------------- ---------------------------------------------------- -------------- ---------------
PROP_INSPECTION_DATE                   The date a  property inspection is performed.                       MM/DD/YYYY
-------------------------------------- ---------------------------------------------------- -------------- ---------------
-------------------------------------- ---------------------------------------------------- -------------- ---------------
APPRAISAL_DATE                         The date the appraisal was done.                                    MM/DD/YYYY
-------------------------------------- ---------------------------------------------------- -------------- ---------------
-------------------------------------- ---------------------------------------------------- -------------- ---------------
CURR_PROP_VAL                          -The current "as is" value of the property based           2        -
                                       on brokers price opinion or appraisal.
-------------------------------------- ---------------------------------------------------- -------------- ---------------
-------------------------------------- ---------------------------------------------------- -------------- ---------------
REPAIRED_PROP_VAL                      The amount the property would be worth if repairs          2        -
                                       are completed pursuant to a broker's price opinion
                                       or appraisal.
-------------------------------------- ---------------------------------------------------- -------------- ---------------
-------------------------------------- ---------------------------------------------------- -------------- ---------------
If applicable:                         -                                                                   -
-------------------------------------- ---------------------------------------------------- -------------- ---------------
-------------------------------------- ---------------------------------------------------- -------------- ---------------
DELINQ_STATUS_CODE                     FNMA Code Describing Status of Loan
-------------------------------------- ---------------------------------------------------- -------------- ---------------
-------------------------------------- ---------------------------------------------------- -------------- ---------------
DELINQ_REASON_CODE                     The circumstances which caused a borrower to stop
                                       paying on a loan.   Code indicates the reason why
                                       the loan is in default for this cycle.
-------------------------------------- ---------------------------------------------------- -------------- ---------------
-------------------------------------- ---------------------------------------------------- -------------- ---------------
MI_CLAIM_FILED_DATE                    Date Mortgage Insurance Claim Was Filed With                        MM/DD/YYYY
                                       Mortgage Insurance Company.
-------------------------------------- ---------------------------------------------------- -------------- ---------------
-------------------------------------- ---------------------------------------------------- -------------- ---------------
MI_CLAIM_AMT                           Amount of Mortgage Insurance Claim Filed                            No commas(,)
                                                                                                           or dollar
                                                                                                           signs ($)
-------------------------------------- ---------------------------------------------------- -------------- ---------------
-------------------------------------- ---------------------------------------------------- -------------- ---------------
MI_CLAIM_PAID_DATE                     Date Mortgage Insurance Company Disbursed Claim                     MM/DD/YYYY
                                       Payment
-------------------------------------- ---------------------------------------------------- -------------- ---------------
-------------------------------------- ---------------------------------------------------- -------------- ---------------
MI_CLAIM_AMT_PAID                      Amount Mortgage Insurance Company Paid On Claim            2        No commas(,)
                                                                                                           or dollar
                                                                                                           signs ($)
-------------------------------------- ---------------------------------------------------- -------------- ---------------
-------------------------------------- ---------------------------------------------------- -------------- ---------------
POOL_CLAIM_FILED_DATE                  Date Claim Was Filed With Pool Insurance Company                    MM/DD/YYYY
-------------------------------------- ---------------------------------------------------- -------------- ---------------
-------------------------------------- ---------------------------------------------------- -------------- ---------------
POOL_CLAIM_AMT                         Amount of Claim Filed With Pool Insurance Company          2        No commas(,)
                                                                                                           or dollar
                                                                                                           signs ($)
-------------------------------------- ---------------------------------------------------- -------------- ---------------
-------------------------------------- ---------------------------------------------------- -------------- ---------------
POOL_CLAIM_PAID_DATE                   Date Claim Was Settled and The Check Was Issued By                  MM/DD/YYYY
                                       The Pool Insurer
-------------------------------------- ---------------------------------------------------- -------------- ---------------
-------------------------------------- ---------------------------------------------------- -------------- ---------------
POOL_CLAIM_AMT_PAID                    Amount Paid On Claim By Pool Insurance Company             2        No commas(,)
                                                                                                           or dollar
                                                                                                           signs ($)
-------------------------------------- ---------------------------------------------------- -------------- ---------------
-------------------------------------- ---------------------------------------------------- -------------- ---------------
FHA_PART_A_CLAIM_FILED_DATE            -Date FHA Part A Claim Was Filed With HUD                           MM/DD/YYYY
-------------------------------------- ---------------------------------------------------- -------------- ---------------
-------------------------------------- ---------------------------------------------------- -------------- ---------------
FHA_PART_A_CLAIM_AMT                   -Amount of FHA Part A Claim Filed                          2        No commas(,)
                                                                                                           or dollar
                                                                                                           signs ($)
-------------------------------------- ---------------------------------------------------- -------------- ---------------
-------------------------------------- ---------------------------------------------------- -------------- ---------------
FHA_PART_A_CLAIM_PAID_DATE             -Date HUD Disbursed Part A Claim Payment                            MM/DD/YYYY
-------------------------------------- ---------------------------------------------------- -------------- ---------------
-------------------------------------- ---------------------------------------------------- -------------- ---------------
FHA_PART_A_CLAIM_PAID_AMT              -Amount HUD Paid on Part A Claim                           2        No commas(,)
                                                                                                           or dollar
                                                                                                           signs ($)
-------------------------------------- ---------------------------------------------------- -------------- ---------------
-------------------------------------- ---------------------------------------------------- -------------- ---------------
FHA_PART_B_CLAIM_FILED_DATE            --Date FHA Part B Claim Was Filed With HUD                          MM/DD/YYYY
-------------------------------------- ---------------------------------------------------- -------------- ---------------
-------------------------------------- ---------------------------------------------------- -------------- ---------------
FHA_PART_B_CLAIM_AMT                   --Amount of FHA Part B Claim Filed                         2        No commas(,)
                                                                                                           or dollar
                                                                                                           signs ($)
-------------------------------------- ---------------------------------------------------- -------------- ---------------
-------------------------------------- ---------------------------------------------------- -------------- ---------------
FHA_PART_B_CLAIM_PAID_DATE             ---Date HUD Disbursed Part B Claim Payment                          MM/DD/YYYY
-------------------------------------- ---------------------------------------------------- -------------- ---------------
-------------------------------------- ---------------------------------------------------- -------------- ---------------
FHA_PART_B_CLAIM_PAID_AMT              -Amount HUD Paid on Part B Claim                           2        No commas(,)
                                                                                                           or dollar
                                                                                                           signs ($)
-------------------------------------- ---------------------------------------------------- -------------- ---------------
-------------------------------------- ---------------------------------------------------- -------------- ---------------
VA_CLAIM_FILED_DATE                    -Date VA Claim Was Filed With the Veterans Admin                    MM/DD/YYYY
-------------------------------------- ---------------------------------------------------- -------------- ---------------
-------------------------------------- ---------------------------------------------------- -------------- ---------------
VA_CLAIM_PAID_DATE                     -Date Veterans Admin. Disbursed VA Claim Payment                    MM/DD/YYYY
-------------------------------------- ---------------------------------------------------- -------------- ---------------
-------------------------------------- ---------------------------------------------------- -------------- ---------------
VA_CLAIM_PAID_AMT                      -Amount Veterans Admin. Paid on VA Claim                   2        No commas(,)
                                                                                                           or dollar
                                                                                                           signs ($)
-------------------------------------- ---------------------------------------------------- -------------- ---------------


Exhibit 2: Standard File Codes - Delinquency Reporting

The Loss Mit Type field should show the approved Loss Mitigation Code as follows:
o        ASUM-       Approved Assumption
o        BAP-        Borrower Assistance Program
o        CO-         Charge Off
o        DIL-        Deed-in-Lieu
o        FFA-        Formal Forbearance Agreement
o        MOD-        Loan Modification
o        PRE-        Pre-Sale
o        SS-         Short Sale
o        MISC-       Anything else approved by the PMI or Pool Insurer

NOTE: Wells Fargo Bank will accept alternative Loss Mitigation Types to those above, provided that they are
consistent with industry standards.  If Loss Mitigation Types other than those above are used, the Servicer must
supply Wells Fargo Bank with a description of each of the Loss Mitigation Types prior to sending the file.

The Occupant Code field should show the current status of the property code as follows:
o        Mortgagor
o        Tenant
o        Unknown
o        Vacant

The Property Condition field should show the last reported condition of the property as follows:
o        Damaged
o        Excellent
o        Fair
o        Gone
o        Good
o        Poor
o        Special Hazard
o        Unknown



Exhibit 2: Standard File Codes - Delinquency Reporting, Continued

The FNMA Delinquent Reason Code field should show the Reason for Delinquency as follows:

                      ------------------------ ---------------------------------------------------------
                      Delinquency Code         Delinquency Description
                      ------------------------ ---------------------------------------------------------
                      ------------------------ ---------------------------------------------------------
                      001                      FNMA-Death of principal mortgagor
                      ------------------------ ---------------------------------------------------------
                      ------------------------ ---------------------------------------------------------
                      002                      FNMA-Illness of principal mortgagor
                      ------------------------ ---------------------------------------------------------
                      ------------------------ ---------------------------------------------------------
                      003                      FNMA-Illness of mortgagor's family member
                      ------------------------ ---------------------------------------------------------
                      ------------------------ ---------------------------------------------------------
                      004                      FNMA-Death of mortgagor's family member
                      ------------------------ ---------------------------------------------------------
                      ------------------------ ---------------------------------------------------------
                      005                      FNMA-Marital difficulties
                      ------------------------ ---------------------------------------------------------
                      ------------------------ ---------------------------------------------------------
                      006                      FNMA-Curtailment of income
                      ------------------------ ---------------------------------------------------------
                      ------------------------ ---------------------------------------------------------
                      007                      FNMA-Excessive Obligation
                      ------------------------ ---------------------------------------------------------
                      ------------------------ ---------------------------------------------------------
                      008                      FNMA-Abandonment of property
                      ------------------------ ---------------------------------------------------------
                      ------------------------ ---------------------------------------------------------
                      009                      FNMA-Distant employee transfer
                      ------------------------ ---------------------------------------------------------
                      ------------------------ ---------------------------------------------------------
                      011                      FNMA-Property problem
                      ------------------------ ---------------------------------------------------------
                      ------------------------ ---------------------------------------------------------
                      012                      FNMA-Inability to sell property
                      ------------------------ ---------------------------------------------------------
                      ------------------------ ---------------------------------------------------------
                      013                      FNMA-Inability to rent property
                      ------------------------ ---------------------------------------------------------
                      ------------------------ ---------------------------------------------------------
                      014                      FNMA-Military Service
                      ------------------------ ---------------------------------------------------------
                      ------------------------ ---------------------------------------------------------
                      015                      FNMA-Other
                      ------------------------ ---------------------------------------------------------
                      ------------------------ ---------------------------------------------------------
                      016                      FNMA-Unemployment
                      ------------------------ ---------------------------------------------------------
                      ------------------------ ---------------------------------------------------------
                      017                      FNMA-Business failure
                      ------------------------ ---------------------------------------------------------
                      ------------------------ ---------------------------------------------------------
                      019                      FNMA-Casualty loss
                      ------------------------ ---------------------------------------------------------
                      ------------------------ ---------------------------------------------------------
                      022                      FNMA-Energy environment costs
                      ------------------------ ---------------------------------------------------------
                      ------------------------ ---------------------------------------------------------
                      023                      FNMA-Servicing problems
                      ------------------------ ---------------------------------------------------------
                      ------------------------ ---------------------------------------------------------
                      026                      FNMA-Payment adjustment
                      ------------------------ ---------------------------------------------------------
                      ------------------------ ---------------------------------------------------------
                      027                      FNMA-Payment dispute
                      ------------------------ ---------------------------------------------------------
                      ------------------------ ---------------------------------------------------------
                      029                      FNMA-Transfer of ownership pending
                      ------------------------ ---------------------------------------------------------
                      ------------------------ ---------------------------------------------------------
                      030                      FNMA-Fraud
                      ------------------------ ---------------------------------------------------------
                      ------------------------ ---------------------------------------------------------
                      031                      FNMA-Unable to contact borrower
                      ------------------------ ---------------------------------------------------------
                      ------------------------ ---------------------------------------------------------
                      INC                      FNMA-Incarceration
                      ------------------------ ---------------------------------------------------------




Exhibit 2: Standard File Codes - Delinquency Reporting, Continued

The FNMA Delinquent Status Code field should show the Status of Default as follows:

                      ------------------------ -------------------------------------------------------
                            Status Code        Status Description
                      ------------------------ -------------------------------------------------------
                      ------------------------ -------------------------------------------------------
                                09             Forbearance
                      ------------------------ -------------------------------------------------------
                      ------------------------ -------------------------------------------------------
                                17             Pre-foreclosure Sale Closing Plan Accepted
                      ------------------------ -------------------------------------------------------
                      ------------------------ -------------------------------------------------------
                                24             Government Seizure
                      ------------------------ -------------------------------------------------------
                      ------------------------ -------------------------------------------------------
                                26             Refinance
                      ------------------------ -------------------------------------------------------
                      ------------------------ -------------------------------------------------------
                                27             Assumption
                      ------------------------ -------------------------------------------------------
                      ------------------------ -------------------------------------------------------
                                28             Modification
                      ------------------------ -------------------------------------------------------
                      ------------------------ -------------------------------------------------------
                                29             Charge-Off
                      ------------------------ -------------------------------------------------------
                      ------------------------ -------------------------------------------------------
                                30             Third Party Sale
                      ------------------------ -------------------------------------------------------
                      ------------------------ -------------------------------------------------------
                                31             Probate
                      ------------------------ -------------------------------------------------------
                      ------------------------ -------------------------------------------------------
                                32             Military Indulgence
                      ------------------------ -------------------------------------------------------
                      ------------------------ -------------------------------------------------------
                                43             Foreclosure Started
                      ------------------------ -------------------------------------------------------
                      ------------------------ -------------------------------------------------------
                                44             Deed-in-Lieu Started
                      ------------------------ -------------------------------------------------------
                      ------------------------ -------------------------------------------------------
                                49             Assignment Completed
                      ------------------------ -------------------------------------------------------
                      ------------------------ -------------------------------------------------------
                                61             Second Lien Considerations
                      ------------------------ -------------------------------------------------------
                      ------------------------ -------------------------------------------------------
                                62             Veteran's Affairs-No Bid
                      ------------------------ -------------------------------------------------------
                      ------------------------ -------------------------------------------------------
                                63             Veteran's Affairs-Refund
                      ------------------------ -------------------------------------------------------
                      ------------------------ -------------------------------------------------------
                                64             Veteran's Affairs-Buydown
                      ------------------------ -------------------------------------------------------
                      ------------------------ -------------------------------------------------------
                                65             Chapter 7 Bankruptcy
                      ------------------------ -------------------------------------------------------
                      ------------------------ -------------------------------------------------------
                                66             Chapter 11 Bankruptcy
                      ------------------------ -------------------------------------------------------
                      ------------------------ -------------------------------------------------------
                                67             Chapter 13 Bankruptcy
                      ------------------------ -------------------------------------------------------




         The Agreement is hereby amended effective as of the date hereof by adding the following new Exhibit J:


                                                      EXHIBIT J

                                            COMPANY'S OBLIGATIONS IN CONNECTION
                                               WITH A RECONSTITUTION

o        The Company shall (i) possess the ability to service to a securitization documents; (ii) service on a
         "Scheduled/Scheduled" reporting basis (advancing through the liquidation of an REO Property), (iii) make
         compensating interest payments on payoffs and curtailments and (iv) remit and report to a master
         servicer in format acceptable to such master servicer by the 10th calendar day of each month.

o        The Company shall provide an acceptable annual certification (officer's certificate) to the master
         servicer (as required by the Sarbanes-Oxley Act of 2002) as well as any other annual certifications
         required under the securitization documents (i.e. the annual statement as to compliance/annual
         independent certified public accountants' servicing report due by March 1st of each year).

o        The Company shall allow for the Purchaser, the master servicer or their designee to perform a review of
         audited financials and net worth of the Company.

o        The Company shall provide a Uniform Single Attestation Program certificate and Management Assertion as
         requested by the master servicer or the Purchaser.

o        The Company shall provide information on each Custodial Account as requested by the master servicer or
         the Purchaser, and each Custodial Accounts shall comply with the requirements for such accounts as set
         forth in the securitization documents.

o        The Company shall maintain its servicing system in accordance with the requirements of the master
         servicer.




         The Agreement is hereby amended effective as of the date hereof by adding the following new Exhibit K:


                                                         EXHIBIT K

                                               FORM OF COMPANY CERTIFICATION

Re:      The [    ] agreement dated as of [ l, 200[ ] (the "Agreement"), among [IDENTIFY PARTIES]

         I,  ____________________________,  the  _______________________  of [NAME  OF  COMPANY]  (the  "Company"),
certify to [the Purchaser],  [the Depositor],  and the [Master Servicer] [Securities  Administrator] [Trustee], and
their officers, with the knowledge and intent that they will rely upon this certification, that:

                  I have reviewed the servicer  compliance  statement of the Company  provided in  accordance  with
         Item 1123 of  Regulation  AB (the  "Compliance  Statement"),  the report on  assessment  of the  Company's
         compliance  with the  servicing  criteria  set forth in Item  1122(d)  of  Regulation  AB (the  "Servicing
         Criteria"),  provided in accordance  with Rules 13a-18 and 15d-18 under  Securities  Exchange Act of 1934,
         as  amended  (the  "Exchange  Act") and Item  1122 of  Regulation  AB (the  "Servicing  Assessment"),  the
         registered  public  accounting  firm's  attestation  report  provided in accordance  with Rules 13a-18 and
         15d-18 under the Exchange Act and Section  1122(b) of Regulation AB (the  "Attestation  Report"),  and all
         servicing  reports,  officer's  certificates  and  other  information  relating  to the  servicing  of the
         Mortgage  Loans by the  Company  during  200[ ] that were  delivered  by the  Company  to the  [Depositor]
         [Master  Servicer]  [Securities  Administrator]  [Trustee]  pursuant to the Agreement  (collectively,  the
         "Company Servicing Information");

                  Based on my knowledge,  the Company  Servicing  Information,  taken as a whole,  does not contain
         any  untrue  statement  of a  material  fact or omit  to  state a  material  fact  necessary  to make  the
         statements made, in the light of the  circumstances  under which such statements were made, not misleading
         with respect to the period of time covered by the Company Servicing Information;

                  Based on my knowledge,  all of the Company Servicing  Information  required to be provided by the
         Company  under  the  Agreement  has  been  provided  to  the  [Depositor]  [Master  Servicer]  [Securities
         Administrator] [Trustee];

                  I am  responsible  for reviewing the  activities  performed by the Company as servicer  under the
         Agreement,  and based on my knowledge and the  compliance  review  conducted in preparing  the  Compliance
         Statement  and  except  as  disclosed  in  the  Compliance  Statement,  the  Servicing  Assessment  or the
         Attestation  Report,  the Company has  fulfilled  its  obligations  under the  Agreement  in all  material
         respects; and

The Compliance  Statement  required to be delivered by the Company  pursuant to this  Agreement,  and the Servicing
Assessment and Attestation  Report required to be provided by the Company and by any Subservicer and  Subcontractor
pursuant to the Agreement,  have been provided to the  [Depositor]  [Master  Servicer].  Any material  instances of
noncompliance  described in such reports have been disclosed to the  [Depositor]  [Master  Servicer].  Any material
instance of noncompliance with the Servicing Criteria has been disclosed in such reports.




         The Agreement is hereby amended effective as of the date hereof by adding the following new Exhibit L:


                                                     EXHIBIT L

                                             SUMMARY OF REGULATION AB
                                                SERVICING CRITERIA

NOTE:  This Exhibit L is provided for  convenience of reference  only. In the event of a conflict or  inconsistency
between  the terms of this  Exhibit L and the text of  Regulation  AB,  the text of  Regulation  AB,  its  adopting
release and other public statements of the SEC shall control.

Item 1122(d)

(v)      General servicing considerations.

(A)      Policies  and  procedures  are  instituted  to monitor any  performance  or other  triggers  and events of
default in accordance with the transaction agreements.

(B)      If any material  servicing  activities  are  outsourced  to third  parties,  policies and  procedures  are
instituted to monitor the third party's performance and compliance with such servicing activities.

(C)      Any  requirements in the transaction  agreements to maintain a back-up servicer for the mortgage loans are
maintained.

(D)      A fidelity bond and errors and omissions  policy is in effect on the party  participating in the servicing
function  throughout the reporting  period in the amount of coverage  required by and otherwise in accordance  with
the terms of the transaction agreements.

(vi)     Cash collection and administration.

(A)      Payments on mortgage  loans are deposited  into the  appropriate  custodial bank accounts and related bank
clearing accounts no more than two business days following  receipt,  or such other number of days specified in the
transaction agreements.

(B)      Disbursements  made via  wire  transfer  on  behalf  of an  obligor  or to an  investor  are made  only by
authorized personnel.

(C)      Advances of funds or guarantees regarding  collections,  cash flows or distributions,  and any interest or
other fees charged for such advances, are made, reviewed and approved as specified in the transaction agreements.

(D)      The related  accounts for the  transaction,  such as cash reserve  accounts or accounts  established  as a
form of  overcollateralization,  are separately maintained (e.g., with respect to commingling of cash) as set forth
in the transaction agreements.

(E)      Each custodial  account is maintained at a federally  insured  depository  institution as set forth in the
transaction  agreements.  For purposes of this criterion,  "federally insured depository  institution" with respect
to a foreign  financial  institution  means a foreign  financial  institution  that meets the  requirements of Rule
13k-1(b)(1) of the Securities Exchange Act.

(F)      Unissued checks are safeguarded so as to prevent unauthorized access.

(G)      Reconciliations  are prepared on a monthly basis for all  asset-backed  securities  related bank accounts,
including  custodial  accounts and related bank clearing  accounts.  These  reconciliations  are (A) mathematically
accurate;  (B) prepared within 30 calendar days after the bank statement  cutoff date, or such other number of days
specified in the  transaction  agreements;  (C) reviewed and approved by someone other than the person who prepared
the  reconciliation;  and (D) contain  explanations for reconciling  items.  These  reconciling  items are resolved
within  90  calendar  days of  their  original  identification,  or such  other  number  of days  specified  in the
transaction agreements.

(vii)    Investor remittances and reporting.

(A)      Reports to investors,  including those to be filed with the Commission,  are maintained in accordance with
the transaction  agreements and applicable  Commission  requirements.  Specifically,  such reports (A) are prepared
in accordance  with  timeframes and other terms set forth in the transaction  agreements;  (B) provide  information
calculated  in  accordance  with  the  terms  specified  in the  transaction  agreements;  (C) are  filed  with the
Commission as required by its rules and regulations;  and (D) agree with investors' or the trustee's  records as to
the total unpaid principal balance and number of mortgage loans serviced by the Servicer.

(B)      Amounts due to investors are allocated and remitted in accordance with timeframes,  distribution  priority
and other terms set forth in the transaction agreements.

(C)      Disbursements  made to an  investor  are  posted  within  two  business  days to the  Servicer's  investor
records, or such other number of days specified in the transaction agreements.

(D)      Amounts  remitted to investors per the investor  reports  agree with  cancelled  checks,  or other form of
payment, or custodial bank statements.

(viii)   Mortgage Loan administration.

(A)      Collateral  or security on mortgage  loans is  maintained  as required by the  transaction  agreements  or
related mortgage loan documents.

(B)      Mortgage loan and related documents are safeguarded as required by the transaction agreements.

(C)      Any additions,  removals or substitutions to the asset pool are made,  reviewed and approved in accordance
with any conditions or requirements in the transaction agreements.

(D)      Payments on mortgage  loans,  including  any payoffs,  made in accordance  with the related  mortgage loan
documents are posted to the  Servicer's  obligor  records  maintained no more than two business days after receipt,
or such other number of days  specified in the  transaction  agreements,  and allocated to  principal,  interest or
other items (e.g., escrow) in accordance with the related mortgage loan documents.

(E)      The Servicer's  records regarding the mortgage loans agree with the Servicer's  records with respect to an
obligor's unpaid principal balance.

(F)      Changes with respect to the terms or status of an obligor's  mortgage loans (e.g.,  loan  modifications or
re-agings) are made,  reviewed and approved by authorized  personnel in accordance with the transaction  agreements
and related mortgage loan documents.

(G)      Loss  mitigation  or  recovery  actions  (e.g.,  forbearance  plans,  modifications  and  deeds in lieu of
foreclosure,  foreclosures and repossessions,  as applicable) are initiated,  conducted and concluded in accordance
with the timeframes or other requirements established by the transaction agreements.

(H)      Records  documenting  collection efforts are maintained during the period a mortgage loan is delinquent in
accordance  with the  transaction  agreements.  Such records are  maintained on at least a monthly  basis,  or such
other  period  specified  in the  transaction  agreements,  and describe  the  entity's  activities  in  monitoring
delinquent  mortgage loans including,  for example,  phone calls,  letters and payment  rescheduling plans in cases
where delinquency is deemed temporary (e.g., illness or unemployment).

(I)      Adjustments  to interest  rates or rates of return for  mortgage  loans with  variable  rates are computed
based on the related mortgage loan documents.

(J)      Regarding  any  funds  held in trust  for an  obligor  (such as  escrow  accounts):  (A)  such  funds  are
analyzed,  in accordance  with the obligor's  mortgage loan  documents,  on at least an annual basis, or such other
period  specified in the transaction  agreements;  (B) interest on such funds is paid, or credited,  to obligors in
accordance with  applicable  mortgage loan documents and state laws; and (C) such funds are returned to the obligor
within 30 calendar days of full  repayment of the related  mortgage  loans,  or such other number of days specified
in the transaction agreements.

(K)      Payments  made on behalf of an  obligor  (such as tax or  insurance  payments)  are made on or before  the
related penalty or expiration dates, as indicated on the appropriate  bills or notices for such payments,  provided
that such support has been received by the Servicer at least 30 calendar  days prior to these dates,  or such other
number of days specified in the transaction agreements.

(L)      Any late  payment  penalties  in  connection  with any payment to be made on behalf of an obligor are paid
from the Servicer's  funds and not charged to the obligor,  unless the late payment was due to the obligor's  error
or omission.

(M)      Disbursements  made on behalf of an obligor are posted within two business  days to the obligor's  records
maintained by the Servicer, or such other number of days specified in the transaction agreements.

(N)      Delinquencies,  charge-offs and uncollectable  accounts are recognized and recorded in accordance with the
transaction agreements.

(O)      Any external  enhancement  or other  support,  identified in Item  1114(a)(1)  through (3) or Item 1115 of
Regulation-AB, is maintained as set forth in the transaction agreements.




         The Agreement is hereby amended effective as of the date hereof by adding the following new Exhibit M:

                                                     EXHIBIT M

                                 SUMMARY OF APPLICABLE REGULATION AB REQUIREMENTS

NOTE:  This Exhibit N is provided for  convenience of reference  only. In the event of a conflict or  inconsistency
between  the terms of this  Exhibit M and the text of  Regulation  AB,  the text of  Regulation  AB,  its  adopting
release and other public statements of the SEC shall control.

Item 1105(a)(1)-(3) and (c)

         -Provide static pool  information  with respect to mortgage loans that were originated or purchased by the
Company and which are of the same type as the Mortgage Loans.

         -Provide static pool  information  regarding  delinquencies,  cumulative  losses and prepayments for prior
securitized pools of the Company.

         -If the  Company has less than 3 years  experience  securitizing  assets of the same type as the  Mortgage
Loans,  provide the static pool  information by vintage  origination  years regarding loans originated or purchased
by the Company,  instead of by prior  securitized  pool.  A vintage  origination  year  represents  mortgage  loans
originated during the same year.

         -Such static pool  information  shall be for the prior five years,  or for so long as the Company has been
originating or purchasing (in the case of data by vintage  origination  year) or securitizing  (in the case of data
by prior securitized pools) such mortgage loans if for less than five years.

         -The static pool information for each vintage  origination year or prior  securitized pool, as applicable,
shall be presented in monthly  increments  over the life of the mortgage loans included in the vintage  origination
year or prior securitized pool.

         -Provide summary  information for the original  characteristics  of the prior securitized pools or vintage
origination years, as applicable and material,  including:  number of pool assets, original pool balance,  weighted
average  initial loan balance,  weighted  average  mortgage  rate,  weighted  average and minimum and maximum FICO,
product type, loan purpose,  weighted average and minimum and maximum LTV,  distribution of loans by mortgage rate,
and geographic concentrations of 5% or more.


Item 1108(b) and (c)

         Provide the following  information  with respect to each servicer  that will  service,  including  interim
service,  20% or more of the  mortgage  loans in any loan group in the  securitization  issued in the  Pass-Through
Transfer:

         -a description of the Company's form of organization;

         -a  description  of how  long the  Company  has been  servicing  residential  mortgage  loans;  a  general
discussion of the Company's  experience  in servicing  assets of any type as well as a more detailed  discussion of
the Company's  experience in, and  procedures  for the servicing  function it will perform under this Agreement and
any Reconstitution  Agreements;  information regarding the size,  composition and growth of the Company's portfolio
of mortgage  loans of the type  similar to the Mortgage  Loans and  information  on factors  related to the Company
that  may be  material  to any  analysis  of the  servicing  of the  Mortgage  Loans  or the  related  asset-backed
securities,  as applicable,  including whether any default or servicing related performance trigger has occurred as
to any other  securitization  due to any act or failure to act of the Company,  whether any material  noncompliance
with applicable  servicing  criteria as to any other  securitization has been disclosed or reported by the Company,
and the extent of outsourcing the Company uses;

         -a description of any material changes to the Company's  policies or procedures in the servicing  function
it will perform under this  Agreement and any  Reconstitution  Agreements for mortgage loans of the type similar to
the Mortgage Loans during the past three years;

         -information  regarding  the  Company's  financial  condition to the extent that there is a material  risk
that the effect on one or more aspects of servicing  resulting from such financial  condition could have a material
impact on the  performance  of the  securities  issued in the  Pass-Through  Transfer,  or on servicing of mortgage
loans of the same asset type as the Mortgage Loans;

         -any special or unique factors  involved in servicing  loans of the same type as the Mortgage  Loans,  and
the Company's processes and procedures designed to address such factors;

         -statistical  information  regarding  principal and interest  advances made by the Company on the Mortgage
Loans and the Company's overall servicing portfolio for the past three years; and

         -the Company's process for handling delinquencies,  losses,  bankruptcies and recoveries,  such as through
liquidation of REO Properties, foreclosure, sale of the Mortgage Loans or workouts.

Item 1110(a)

         -Identify  any  originator  or  group  of  affiliated  originators  that  originated,  or is  expected  to
originate,  10% or more of the mortgage loans in any loan group in the  securitization  issued in the  Pass-Through
Transfer.


Item 1110(b)

         Provide the following  information with respect to any originator or group of affiliated  originators that
originated,  or is  expected  to  originate,  20%  or  more  of  the  mortgage  loans  in  any  loan  group  in the
securitization issued in the Pass-Through Transfer:

         -the Company's form of organization; and

         -a  description  of the  Company's  origination  program  and how long the  Company  has been  engaged  in
originating  residential  mortgage loans,  which description must include a discussion of the Company's  experience
in  originating  mortgage  loans of the same type as the  Mortgage  Loans and  information  regarding  the size and
composition of the Company's  origination  portfolio as well as information  that may be material to an analysis of
the  performance  of the  Mortgage  Loans,  such as the  Company's  credit-granting  or  underwriting  criteria for
mortgage loans of the same type as the Mortgage Loans.


Item 1117

         -describe any legal  proceedings  pending  against the Company or against any of its  property,  including
any proceedings  known to be contemplated by governmental  authorities,  that may be material to the holders of the
securities issued in the Pass-Through Transfer.


Item 1119(a)

         -describe  any  affiliations  of the  Company,  each  other  originator  of the  Mortgage  Loans  and each
Subservicer  with the sponsor,  depositor,  issuing  entity,  trustee,  any  originator,  any other  servicer,  any
significant  obligor,  enhancement or support  provider or any other material  parties related to the  Pass-Through
Transfer.


Item 1119(b)

         -describe any business  relationship,  agreement,  arrangement,  transaction or understanding entered into
outside of the ordinary  course of business or on terms other than those  obtained in an arm's  length  transaction
with an unrelated third party,  apart from the Pass-Through  Transfer,  between the Company,  each other originator
of the Mortgage Loans and each Subservicer,  or their respective affiliates,  and the sponsor, depositor or issuing
entity or their respective  affiliates,  that exists  currently or has existed during the past two years,  that may
be material to the understanding of an investor in the securities issued in the Pass-Through Transfer.

Item 1119(c)

         -describe any business relationship,  agreement,  arrangement,  transaction or understanding  involving or
relating to the Mortgage Loans or the Pass-Through  Transfer,  including the material terms and approximate  dollar
amount involved,  between the Company,  each other originator of the Mortgage Loans and each Subservicer,  or their
respective  affiliates and the sponsor,  depositor or issuing entity or their  respective  affiliates,  that exists
currently or has existed during the past two years.




         The Agreement is hereby amended effective as of the date hereof by adding the following new Exhibit N:


                                                     EXHIBIT N

                          SERVICING CRITERIA TO BE ADDRESSED IN ASSESSMENT OF COMPLIANCE

         The assessment of compliance to be delivered by [the Company] [Name of  Subservicer]  shall address,  at a
minimum, the criteria identified as below as "Applicable Servicing Criteria":

--------------------------------------------------------------------------------------------- -----------------------
                                     Servicing Criteria                                        Applicable Servicing
                                                                                                     Criteria
--------------------------------------------------------------------------------------------- -----------------------
      Reference                                       Criteria                                          -
----------------------- --------------------------------------------------------------------- -----------------------
          -                               General Servicing Considerations                              -
-----------------------                                                                       -----------------------
1122(d)(1)(i)           Policies and procedures are instituted to monitor any performance               X
                        or other triggers and events of default in accordance with the
                        transaction agreements.
-----------------------                                                                       -----------------------
1122(d)(1)(ii)          If any material servicing activities are outsourced to third                    X
                        parties, policies and procedures are instituted to monitor the
                        third party's performance and compliance with such servicing
                        activities.
-----------------------                                                                       -----------------------
1122(d)(1)(iii)         Any requirements in the transaction agreements to maintain a
                        back-up servicer for the mortgage loans are maintained.
-----------------------                                                                       -----------------------
1122(d)(1)(iv)          A fidelity bond and errors and omissions policy is in effect on the             X
                        party participating in the servicing function throughout the
                        reporting period in the amount of coverage required by and
                        otherwise in accordance with the terms of the transaction
                        agreements.
-----------------------                                                                       -----------------------
-                                        Cash Collection and Administration
-----------------------                                                                       -----------------------
1122(d)(2)(i)           Payments on mortgage loans are deposited into the appropriate                   X
                        custodial bank accounts and related bank clearing accounts no more
                        than two business days following receipt, or such other number of
                        days specified in the transaction agreements.
-----------------------                                                                       -----------------------
1122(d)(2)(ii)          Disbursements made via wire transfer on behalf of an obligor or to              X
                        an investor are made only by authorized personnel.
-----------------------                                                                       -----------------------
1122(d)(2)(iii)         Advances of funds or guarantees regarding collections, cash flows               X
                        or distributions, and any interest or other fees charged for such
                        advances, are made, reviewed and approved as specified in the
                        transaction agreements.
-----------------------                                                                       -----------------------
                        The related accounts for the transaction, such as cash reserve
                        accounts or accounts established as a form of
                        overcollateralization, are separately maintained (e.g., with                    X
                        respect to commingling of cash) as set forth in the transaction
1122(d)(2)(iv)          agreements.
-----------------------                                                                       -----------------------
1122(d)(2)(v)           Each custodial account is maintained at a federally insured                     X
                        depository institution as set forth in the transaction agreements.
                        For purposes of this criterion, "federally insured depository
                        institution" with respect to a foreign financial institution means
                        a foreign financial institution that meets the requirements of Rule
                        13k-1(b)(1) of the Securities Exchange Act.
-----------------------                                                                       -----------------------
1122(d)(2)(vi)          Unissued checks are safeguarded so as to prevent unauthorized
                        access.
-----------------------                                                                       -----------------------
1122(d)(2)(vii)          Reconciliations are prepared on a monthly basis for all                        X
                        asset-backed securities related bank accounts, including custodial
                        accounts and related bank clearing accounts. These reconciliations
                        are (A) mathematically accurate; (B) prepared within 30 calendar
                        days after the bank statement cutoff date, or such other number of
                        days specified in the transaction agreements; (C) reviewed and
                        approved by someone other than the person who prepared the
                        reconciliation; and (D) contain explanations for reconciling items.
                        These reconciling items are resolved within 90 calendar days of
                        their original identification, or such other number of days
                        specified in the transaction agreements.
-----------------------                                                                       -----------------------
-                                        Investor Remittances and Reporting
-----------------------                                                                       -----------------------
1122(d)(3)(i)           Reports to investors, including those to be filed with the                      X
                        Commission, are maintained in accordance with the transaction
                        agreements and applicable Commission requirements. Specifically,
                        such reports (A) are prepared in accordance with timeframes and
                        other terms set forth in the transaction agreements; (B) provide
                        information calculated in accordance with the terms specified in
                        the transaction agreements; (C) are filed with the Commission as
                        required by its rules and regulations; and (D) agree with
                        investors' or the trustee's records as to the total unpaid
                        principal balance and number of mortgage loans serviced by the
                        Servicer.
-----------------------                                                                       -----------------------
1122(d)(3)(ii)          Amounts due to investors are allocated and remitted in accordance               X
                        with timeframes, distribution priority and other terms set forth in
                        the transaction agreements.
-----------------------                                                                       -----------------------
                        Disbursements made to an investor are posted within two business
                        days to the Servicer's investor records, or such other number of                X
1122(d)(3)(iii)         days specified in the transaction agreements.
-----------------------                                                                       -----------------------
                        Amounts remitted to investors per the investor reports agree with
                        cancelled checks, or other form of payment, or custodial bank                   X
1122(d)(3)(iv)          statements.
-----------------------                                                                       -----------------------
-                                            Pool Asset Administration
-----------------------                                                                       -----------------------
1122(d)(4)(i)            Collateral or security on mortgage loans is maintained as required             x
                        by the transaction agreements or related mortgage loan documents.
-----------------------                                                                       -----------------------
                        Mortgage loan and related documents are safeguarded as required by              X
1122(d)(4)(ii)          the transaction agreements
-----------------------                                                                       -----------------------
1122(d)(4)(iii)         Any additions, removals or substitutions to the asset pool are                  X
                        made, reviewed and approved in accordance with any conditions or
                        requirements in the transaction agreements.
-----------------------                                                                       -----------------------
1122(d)(4)(iv)          Payments on mortgage loans, including any payoffs, made in                      X
                        accordance with the related mortgage loan documents are posted to
                        the Servicer's obligor records maintained no more than two business
                        days after receipt, or such other number of days specified in the
                        transaction agreements, and allocated to principal, interest or
                        other items (e.g., escrow) in accordance with the related mortgage
                        loan documents.
-----------------------                                                                       -----------------------
1122(d)(4)(v)           The Servicer's records regarding the mortgage loans agree with the              X
                        Servicer's records with respect to an obligor's unpaid principal
                        balance.
-----------------------                                                                       -----------------------
1122(d)(4)(vi)          Changes with respect to the terms or status of an obligor's                     x
                        mortgage loans (e.g., loan modifications or re-agings) are made,
                        reviewed and approved by authorized personnel in accordance with
                        the transaction agreements and related pool asset documents.
-----------------------                                                                       -----------------------
1122(d)(4)(vii)         Loss mitigation or recovery actions (e.g., forbearance plans,                   X
                        modifications and deeds in lieu of foreclosure, foreclosures and
                        repossessions, as applicable) are initiated, conducted and
                        concluded in accordance with the timeframes or other requirements
                        established by the transaction agreements.
-----------------------                                                                       -----------------------
1122(d)(4)(viii)        Records documenting collection efforts are maintained during the                X
                        period a mortgage loan is delinquent in accordance with the
                        transaction agreements. Such records are maintained on at least a
                        monthly basis, or such other period specified in the transaction
                        agreements, and describe the entity's activities in monitoring
                        delinquent mortgage loans including, for example, phone calls,
                        letters and payment rescheduling plans in cases where delinquency
                        is deemed temporary (e.g., illness or unemployment).
-----------------------                                                                       -----------------------
1122(d)(4)(ix)          Adjustments to interest rates or rates of return for mortgage loans             X
                        with variable rates are computed based on the related mortgage loan
                        documents.
-----------------------                                                                       -----------------------
1122(d)(4)(x)           Regarding any funds held in trust for an obligor (such as escrow                X
                        accounts): (A) such funds are analyzed, in accordance with the
                        obligor's mortgage loan documents, on at least an annual basis, or
                        such other period specified in the transaction agreements; (B)
                        interest on such funds is paid, or credited, to obligors in
                        accordance with applicable mortgage loan documents and state laws;
                        and (C) such funds are returned to the obligor within 30 calendar
                        days of full repayment of the related mortgage loans, or such other
                        number of days specified in the transaction agreements.
-----------------------                                                                       -----------------------
1122(d)(4)(xi)          Payments made on behalf of an obligor (such as tax or insurance                 X
                        payments) are made on or before the related penalty or expiration
                        dates, as indicated on the appropriate bills or notices for such
                        payments, provided that such support has been received by the
                        servicer at least 30 calendar days prior to these dates, or such
                        other number of days specified in the transaction agreements.
-----------------------                                                                       -----------------------
1122(d)(4)(xii)         Any late payment penalties in connection with any payment to be                 X
                        made on behalf of an obligor are paid from the servicer's funds and
                        not charged to the obligor, unless the late payment was due to the
                        obligor's error or omission.
-----------------------                                                                       -----------------------
                        Disbursements made on behalf of an obligor are posted within two
                        business days to the obligor's records maintained by the servicer,
                        or such other number of days specified in the transaction                       X
1122(d)(4)(xiii)        agreements.
-----------------------                                                                       -----------------------
1122(d)(4)(xiv)          Delinquencies, charge-offs and uncollectible accounts are                      X
                        recognized and recorded in accordance with the transaction
                        agreements.
-----------------------                                                                       -----------------------
                        Any external enhancement or other support, identified in Item
                        1114(a)(1) through (3) or Item 1115 of Regulation AB, is maintained
1122(d)(4)(xv)          as set forth in the transaction agreements.
----------------------- --------------------------------------------------------------------- -----------------------
----------------------- --------------------------------------------------------------------- -----------------------



                                                     [NAME OF COMPANY] [NAME OF SUBSERVICER]


                                                     Date:    _________________________
                                                     1.
                                                     2.       By: _________________________
                                                     Name:
                                                     Title:



         The Agreement is hereby amended effective as of the date hereof by adding the following new Exhibit O:

                                                         EXHIBIT O

                                        REPORTING DATA FOR REALIZED LOSSES AND GAINS

                           Calculation of Realized Loss/Gain Form 332- Instruction Sheet

         NOTE:  Do not net or combine items.  Show all expenses individually and all credits as separate line
         items.  Claim packages are due on the remittance report date.  Late submissions may result in claims not
         being passed until the following month.  The Servicer is responsible to remit all funds pending loss
         approval and /or resolution of any disputed items.


                           The numbers on the 332 form correspond with the numbers listed below.

         Liquidation and Acquisition Expenses:
         1.       The Actual Unpaid Principal Balance of the Mortgage Loan.  For documentation, an Amortization
                  Schedule from date of default through liquidation breaking out the net interest and servicing
                  fees advanced is required.

         2.       The Total Interest Due less the aggregate amount of servicing fee that would have been earned if
                  all delinquent payments had been made as agreed. For documentation, an Amortization Schedule
                  from date of default through liquidation breaking out the net interest and servicing fees
                  advanced is required.

         3.       Accrued Servicing Fees based upon the Scheduled Principal Balance of the Mortgage Loan as
                  calculated on a monthly basis. For documentation, an Amortization Schedule from date of default
                  through liquidation breaking out the net interest and servicing fees advanced is required.

         4-12.    Complete as applicable.  Required documentation:

                  *  For taxes and insurance advances - see page 2 of 332 form - breakdown required showing period

                     of coverage, base tax, interest, penalty.  Advances prior to default require evidence of
                     servicer efforts to recover advances.

                   *  For escrow advances - complete payment history

                      (to calculate advances from last positive escrow balance forward)

                  *  Other expenses -- copies of corporate advance history showing all payments

                  *  REO repairs > $1500 require explanation

                  *  REO repairs >$3000 require evidence of at least 2 bids.

                  *  Short Sale or Charge Off require P&L supporting the decision and WFB's approved Officer
                  Certificate

                  *  Unusual or extraordinary items may require further documentation.

         13.      The total of lines 1 through 12.

         Credits:

         14-21.   Complete as applicable.  Required documentation:

                  * Copy of the HUD 1 from the REO sale.  If a 3rd Party Sale, bid instructions and Escrow Agent /
                  Attorney

                     Letter of Proceeds Breakdown.

                  *  Copy of EOB for any MI or gov't guarantee

                  *  All other credits need to be clearly defined on the 332 form------ -----

         22.      The total of lines 14 through 21.

         Please Note:      For HUD/VA loans, use line (18a) for Part A/Initial proceeds and line (18b) for Part
                           B/Supplemental proceeds.

         Total Realized Loss (or Amount of Any Gain)
         23.      The total derived from  subtracting  line 22 from 13. If the amount  represents a realized  gain,
                  show the amount in parenthesis (   ).

                                    Calculation of Realized Loss/Gain Form 332

         Prepared by:  __________________              Date:  _______________
         Phone:  ______________________   Email Address:_____________________


----------------------------------    --------------------------------------    --------------------------------------------
Servicer Loan No.                     Servicer Name                             Servicer Address


----------------------------------    --------------------------------------    --------------------------------------------

         WELLS FARGO BANK, N.A. Loan No._____________________________

         Borrower's Name: _________________________________________________________
         Property Address: _________________________________________________________

         Liquidation Type:  REO Sale                  3rd Party Sale            Short Sale       Charge Off

         Was this loan granted a Bankruptcy deficiency or cramdown              Yes         No
         If "Yes", provide deficiency or cramdown amount _______________________________

         Liquidation and Acquisition Expenses:
         (1)  Actual Unpaid Principal Balance of Mortgage Loan         $ ______________ (1)
         (2)  Interest accrued at Net Rate                                       ________________(2)
         (3)  Accrued Servicing Fees                                             ________________(3)
         (4)  Attorney's Fees                                                    ________________(4)
         (5)  Taxes (see page 2)                                                 ________________(5)
         (6)  Property Maintenance                                              ________________ (6)
         (7)  MI/Hazard Insurance Premiums (see page 2)                          ________________(7)
         (8)  Utility Expenses                                                   ________________(8)
         (9)  Appraisal/BPO                                             ________________(9)
         (10) Property Inspections                                               ________________(10)
         (11) FC Costs/Other Legal Expenses                             ________________(11)
         (12) Other (itemize)                                                    ________________(12)
                  Cash for Keys__________________________               ________________(12)
                  HOA/Condo Fees_______________________                 ________________(12)
                  ______________________________________                ________________(12)

                  Total Expenses                                                $ _______________(13)
         Credits:
         (14) Escrow Balance                                                    $ _______________(14)
         (15) HIP Refund                                                        ________________ (15)
         (16) Rental Receipts                                                   ________________ (16)
         (17) Hazard Loss Proceeds                                              ________________ (17)
         (18) Primary Mortgage Insurance / Gov't Insurance                      ________________ (18a) HUD Part A
                                                                                ________________           (18b)
         HUD Part B
         (19) Pool Insurance Proceeds                                           ________________ (19)
         (20) Proceeds from Sale of Acquired Property                  ________________ (20)
         (21) Other (itemize)                                                   ________________ (21)
              _________________________________________                ________________ (21)

              Total Credits                                            $________________(22)
         Total Realized Loss (or Amount of Gain)                       $________________(23)


Escrow Disbursement Detail


------------------ --------------- ---------------- --------------- ---------------- ---------------- ----------------
      Type           Date Paid        Period of       Total Paid      Base Amount       Penalties        Interest
   (Tax /Ins.)                        Coverage
------------------ --------------- ---------------- --------------- ---------------- ---------------- ----------------
------------------ --------------- ---------------- --------------- ---------------- ---------------- ----------------

------------------ --------------- ---------------- --------------- ---------------- ---------------- ----------------
------------------ --------------- ---------------- --------------- ---------------- ---------------- ----------------

------------------ --------------- ---------------- --------------- ---------------- ---------------- ----------------
------------------ --------------- ---------------- --------------- ---------------- ---------------- ----------------

------------------ --------------- ---------------- --------------- ---------------- ---------------- ----------------
------------------ --------------- ---------------- --------------- ---------------- ---------------- ----------------

------------------ --------------- ---------------- --------------- ---------------- ---------------- ----------------
------------------ --------------- ---------------- --------------- ---------------- ---------------- ----------------

------------------ --------------- ---------------- --------------- ---------------- ---------------- ----------------
------------------ --------------- ---------------- --------------- ---------------- ---------------- ----------------

------------------ --------------- ---------------- --------------- ---------------- ---------------- ----------------
------------------ --------------- ---------------- --------------- ---------------- ---------------- ----------------

------------------ --------------- ---------------- --------------- ---------------- ---------------- ----------------
------------------ --------------- ---------------- --------------- ---------------- ---------------- ----------------

------------------ --------------- ---------------- --------------- ---------------- ---------------- ----------------



         Except as amended above,  the Agreement  shall continue to be in full force and effect in accordance  with
its terms.


         This  Amendment  may be  executed  by  one or  more  of the  parties  hereto  on any  number  of  separate
counterparts and of said counterparts taken together shall be deemed to constitute one and the same instrument.


                                             [SIGNATURE PAGES FOLLOW]




         IN  WITNESS  WHEREOF,  the  following  parties  have  caused  their  names to be  signed  hereto  by their
respective officers thereunto duly authorized as of the day and year first above written.
                                                              EMC MORTGAGE CORPORATION,
                                                                       as Purchaser

                                                              By:__________________________
                                                              Name:
                                                              Title:


                                                              US Bank, NA,
                                                                       as Company

                                                              By:__________________________
                                                              Name:
                                                              Title:




                                                                                                       EXHIBIT H-14
                                                SERVICING AGREEMENT



                                                  By and Between



                                              WASHINGTON MUTUAL BANK
                                                    (Servicer)


                                                        and


                                             EMC MORTGAGE CORPORATION

                                                      (Owner)




                                             Dated as of April 1, 2005



                                       Residential First Lien Mortgage Loans
                                           Schedule/Schedule Remittance

TABLE OF CONTENTS

Page

ARTICLE 1. DEFINITIONS............................................................................................1
ARTICLE 2. ADMINISTRATION AND SERVICING OF MORTGAGE LOANS.........................................................9
Section 2.1. Identification of Mortgage Loans; Servicer to Act as Servicer...............................9
Section 2.2. Liquidation of Mortgage Loans..............................................................11
Section 2.3. Collection of Mortgage Loan Payments.......................................................12
Section 2.4. Establishment of Account; Deposits in Account..............................................13
Section 2.5. Permitted Withdrawals from the Account.....................................................14
Section 2.6. Establishment of Escrow Account; Deposits in Escrow Account; Escrow Analysis...............15
Section 2.7. Permitted Withdrawals from the Escrow Account..............................................15
Section 2.8. Payment of Taxes, Insurance and Other Charges..............................................16
Section 2.9. Transfer of Accounts.......................................................................16
Section 2.10. Maintenance of Hazard Insurance............................................................16
Section 2.11. Fidelity Bond; Errors and Omissions Insurance..............................................18
Section 2.12. Title, Management and Disposition of Real Estate Owned.....................................18
Section 2.13. Application of Proceeds of Insurance to Repair or Restoration..............................20
Section 2.14. Inspections 20
Section 2.15. Maintenance of Primary Mortgage Insurance Policies; Collections Thereunder.................20
Section 2.16. Monthly Advances by the Servicer...........................................................21
Section 2.17. Compliance With REMIC Provisions...........................................................21
Section 2.18. Owner to Cooperate; Release of Collateral Files............................................22
ARTICLE 3. PAYMENTS TO THE OWNER.................................................................................22
Section 3.1. Distributions..............................................................................22
Section 3.2. Reports....................................................................................23
Section 3.3. Delinquency and Foreclosure Statements.....................................................25
ARTICLE 4. GENERAL SERVICING PROCEDURE; COVENANTS; REPRESENTATIONS AND WARRANTIES................................25
Section 4.1. Assumption Agreements......................................................................25
Section 4.2. Satisfaction of Mortgages and Release of Collateral Files..................................25
Section 4.3. Servicing Compensation.....................................................................27
Section 4.4. Statements as to Compliance................................................................27
Section 4.5. Annual Independent Public Accountants' Servicing Report....................................28
Section 4.6. Owner's Right to Examine Servicer Records, etc.............................................28
Section 4.7. Cooperation................................................................................29
Section 4.8. Consents and Approvals.....................................................................29
ARTICLE 5. THE servicer..........................................................................................29
Section 5.1. Indemnification; Third Party Claims........................................................29
Section 5.2. Servicer Covenants; Merger or Consolidation of the Servicer................................30
Section 5.3. Limitation on Liability of the Servicer and Others.........................................31
Section 5.4. Servicer Not to Resign.....................................................................31
Section 5.5. Transfer of Servicing......................................................................31
Section 5.6. Transfer of Mortgage Loans.................................................................32
Section 5.7. Representations and Warranties of the Servicer.............................................32
ARTICLE 6. DEFAULT...............................................................................................33
Section 6.1. Events of Default..........................................................................33
Section 6.2. Waiver of Defaults.........................................................................35
Section 6.3. Survival of Certain Obligations and Liabilities of the Defaulted Servicer..................35
ARTICLE 7. TERMINATION...........................................................................................35
Section 7.1. Termination of Agreement...................................................................35
Section 7.2. Termination of the Servicer Upon Unremedied Event of Default...............................36
ARTICLE 8. PASS-THROUGH AND WHOLE LOAN TRANSFER..................................................................36
Section 8.1. Pass-Through Transfers or Whole-Loan Transfers.............................................36
Section 8.2. Designation of a Master Servicer...........................................................38
ARTICLE 9. MISCELLANEOUS PROVISIONS..............................................................................39
Section 9.1. Successor to the Servicer..................................................................39
Section 9.2. Amendment..................................................................................40
Section 9.3. Recordation of Agreement; Perfection of Security Interest; Further Assurances..............40
Section 9.4. Duration of Agreement......................................................................40
Section 9.5. Governing Law..............................................................................40
Section 9.6. General Interpretive Principles............................................................41
Section 9.7. Reproduction of Documents..................................................................41
Section 9.8. Notices....................................................................................41
Section 9.9. Severability of Provisions.................................................................42
Section 9.10. Exhibits and Schedules.....................................................................42
Section 9.11. Counterparts; Successors and Assigns.......................................................43
Section 9.12. Effect of Headings.........................................................................43
Section 9.13. Other Agreements Superseded; Entire Agreement..............................................43
Section 9.14. Attorneys' Fees............................................................................43
Section 9.15. Non-Solicitation...........................................................................43
Section 9.16. Confidential Information...................................................................44



                                            DESCRIPTION OF ATTACHMENTS


Exhibit A         FORM OF REQUEST FOR RELEASE OF DOCUMENTS AND RECEIPT

Exhibit B         ACCOUNT LETTER AGREEMENT

Exhibit C         ESCROW ACCOUNT LETTER AGREEMENT

Exhibit D         FORM OF OFFICER'S CERTIFICATE

Exhibit E         CONTENTS OF CREDIT FILE

Exhibit F         FORM OF CONFIRMATION AGREEMENT

Schedule-1        MORTGAGE LOAN SCHEDULE



                                                                                        Servicing Agreement #554240


                                                SERVICING AGREEMENT

         This SERVICING AGREEMENT (this "Agreement") dated as of April-1, 2005, is between Washington Mutual
Bank, a savings bank organized under the laws of the United States, in its capacity as servicer (the "Servicer"),
and EMC Mortgage Corporation, a Delaware corporation, and its successors and assigns, in its capacity as owner
(the "Owner").

                                               PRELIMINARY STATEMENT

         WHEREAS, the Owner owns certain residential, first lien mortgage loans;

         WHEREAS, the Servicer holds the servicing rights related to the Mortgage Loans and has agreed to service
such Mortgage Loans for the Owner;

         WHEREAS, the Servicer and the Owner desire to prescribe the terms and conditions regarding the
management, servicing, and control of the Mortgage Loans; and

         WHEREAS, the Servicer and the Owner intend that, with respect to each Mortgage Loan serviced hereunder,
the terms and conditions of this Agreement replace and supercede, as of the related Closing Date (as defined
herein), all of the terms and conditions of any other servicing agreement to which the Servicer is bound that
purports to govern the servicing of such Mortgage Loan;

         NOW, THEREFORE, in consideration of the mutual agreements and covenants herein contained and other good
and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the Servicer and the
Owner agree as follows:

                                                    DEFINITIONS

         Capitalized terms used in this Agreement shall have the following meanings, unless the context otherwise
requires:

         Acceptable Servicing Procedures:  The procedures, including prudent collection and loan administration
procedures, and the standard of care employed by prudent mortgage servicers that service mortgage loans of the
same type as the Mortgage Loans in the jurisdictions in which the related Mortgaged Properties are located.  Such
standard of care shall not be lower than that the Servicer customarily employs and exercises in servicing and
administering similar mortgage loans for its own account and shall be in full compliance with all applicable
federal, state and local laws, ordinances, rules and regulations.

         Account:  The account or accounts created and maintained pursuant to Section-2.4 of this Agreement.

         Agreement:  This Servicing Agreement, including all exhibits and schedules hereto, and all amendments
hereof and supplements hereto.

         Applicable Requirements:  With respect to each Mortgage Loan, (i)-the terms of the related Mortgage and
Mortgage Note, (ii)-the federal, state and local laws, statutes, rules, regulations, ordinances, standards,
requirements, administrative rulings, orders and processes pertaining to such Mortgage Loan, including but not
limited to those pertaining to the processing, origination and servicing of the Mortgage Loan, (iii)-the
requirements of the Owner as set forth in this Agreement and (iv)-Acceptable Servicing Procedures.

         ARM Loan:  A Mortgage Loan as to which the related Mortgage Note provides that the Mortgage Interest
Rate may be adjusted periodically.

         BIF:  The Bank Insurance Fund.

         Business Day:  Any day other than (i)-a Saturday or Sunday, or (ii)-a day on which banking or savings
and loan institutions are authorized or obligated by law or executive order to be closed in the State of New
York, the State of Washington or any state in which the Servicer operates.

         Certification Cure Deadline:  The date occurring ten (10) days after the date on which written notice of
the Servicer's failure to duly perform its obligations under Sections 4.4 and 4.5 shall have been given to the
Servicer by the Owner, or if the related Mortgage Loans are subject to securitization and the registrant (or its
agent) has obtained an extension to the Securities and Exchange Commission filing deadline for the related 10-K,
the date occurring five (5) days prior to the extended filing deadline.

         Closing Date:  With respect to each Mortgage Loan in a Pool of Mortgage Loans, the date on which such
Mortgage Loan becomes subject to this Agreement, as specified in the related Confirmation Agreement.

         Code:  The Internal Revenue Code of 1986, as amended from time to time, or any successor statute thereto.

         Collateral Documents:  With respect to any Mortgage Loan, the mortgage loan documents pertaining to such
Mortgage Loan delivered to and held by the Custodian from time to time in connection with the purchase and sale
of such Mortgage Loan.

         Collateral File:  With respect to any Mortgage Loan, a file pertaining to such Mortgage Loan that
contains each of the related Collateral Documents.

         Compensating Interest Cap:  An amount equal to 1/12 of the sum of:

                  (i)      the aggregate Unpaid Principal Balance of all (A) fixed rate Mortgage Loans and (B)
Hybrid ARM Loans that bear interest at the initial fixed rate (other than 3/1 Hybrid ARM Loans), multiplied by
0.25%, and

                  (ii)     the aggregate Unpaid Principal Balance of all (A) ARM Loans, (B) Hybrid ARM Loans that
bear interest at an adjustable rate and (C) 3/1 Hybrid ARM Loans, multiplied by 0.375%.

         Condemnation Proceeds:  All awards or settlements in respect of a taking of all or part of a Mortgaged
Property by exercise of the power of eminent domain or condemnation.

         Confirmation Agreement:  An agreement substantially in the form of Exhibit F attached hereto, executed
by the Owner and the Servicer, which agreement shall confirm the addition of a Pool of Mortgage Loans subject to
the terms and conditions of this Agreement.

         Credit File:  With respect to any Mortgage Loan, a file pertaining to such Mortgage Loan which may
contain the mortgage loan documents described on Exhibit E attached hereto, which file shall be retained by the
Servicer and may be maintained on microfilm or any other comparable medium.

         Custodian:  With respect to any Mortgage Loan, Wells Fargo Bank, N.A., any successor custodian, or any
other custodian designated by the Owner from time to time.

         Cut-off Date:  With respect to any Mortgage Loan, the first day of the month in which the related
Closing Date occurs, except as otherwise specified in the related Confirmation Agreement.

         Cut-off Date Principal Balance:  As to each Mortgage Loan, the outstanding principal balance of such
Mortgage Loan as of the close of business on the related Cut-off Date, after deduction and application of all
payments of principal due on or before such Cut-off Date, whether or not received.

         Defaulted Servicer:  As defined in Section-6.1.

         Determination Date:  The thirteenth (13th) day of each month (or if such day is not a Business Day, the
next Business Day), commencing in the month following the end of the calendar month in which the related Closing
Date occurs.  A Determination Date is related to a Monthly Remittance Date if such Determination Date and such
Monthly Remittance Date occur in the same calendar month.

         Disclosure Document:  As defined in Section-8.1(d).

         Due Date:  With respect to any Mortgage Loan, the day of the month on which Monthly Payments on such
Mortgage Loan are due, exclusive of any days of grace, which day shall be the first day of the month unless
otherwise specified on the related Mortgage Loan Schedule.

         Due Period:  With respect to any Mortgage Loan, the period beginning on the first day of any month and
ending on the last day of such month.

         Eligible Account:  An account or accounts maintained with a Qualified Depository.

         Escrow Account:  The separate account or accounts created and maintained pursuant to Section-2.6.

         Escrow Payments:  The amounts constituting ground rents, taxes, assessments, water rates, sewer rents,
municipal charges, Primary Mortgage Insurance Policy premiums, if any, fire and hazard insurance premiums,
condominium charges and other payments required to be escrowed by the Mortgagor with the mortgagee pursuant to
any Mortgage Loan.

         Event of Default:  Any one of the conditions or circumstances enumerated in Section-6.1.

         Fannie Mae:  Fannie Mae (formerly known as the Federal National Mortgage Association) and any successor
thereto.

         FDIC:  The Federal Deposit Insurance Corporation or any successor thereto.

         Fidelity Bond:  A fidelity bond to be obtained by the Servicer pursuant to Section-2.11.

         Final Recovery Determination:  With respect to any defaulted Mortgage Loan or any REO Property, a
determination made by the Servicer that all related Condemnation Proceeds, Insurance Proceeds, Liquidation
Proceeds and other payments or recoveries that the Servicer, in its reasonable good faith judgment, expects to be
finally recoverable have been so recovered.  The Servicer shall maintain records, prepared by a servicing officer
of the Servicer, of each Final Recovery Determination.

         Freddie Mac:  Freddie Mac (formerly known as The Federal Home Loan Mortgage Corporation) and any
successor thereto.

         GAAP:  Generally Accepted Accounting Principles, as promulgated by the Financial Accounting Standards
Board from time to time.

         Gross Margin:  With respect to any ARM Loan, the fixed percentage amount set forth in the related
Mortgage Note and described in the related Mortgage Loan Schedule, which amount is added to the Index in
accordance with the terms of the related Mortgage Note to determine on each Interest Rate Adjustment Date the
Mortgage Interest Rate for such Mortgage Loan.

         Indemnified Party:  As defined in Section-8.1(d).

         Indemnitee:  As defined in Section 4.4(c).

         Index:  With respect to any ARM Loan, the index set forth in each adjustable rate Mortgage Note, which
index is added to the Gross Margin to determine the Mortgage Interest Rate on each Interest Rate Adjustment Date.

         Insurance Proceeds:  Proceeds of any Primary Mortgage Insurance Policy, title policy, hazard insurance
policy or any other insurance policy covering a Mortgage Loan or the related Mortgaged Property, including any
amounts required to be deposited in the Account pursuant to Section-2.10, to the extent such proceeds are not to
be applied to the restoration of the related Mortgaged Property or released to the Mortgagor in accordance with
Applicable Requirements.

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

         Late Collections:  With respect to any Mortgage Loan, all amounts received during any Due Period,
whether as late payments of Monthly Payments, or as Insurance Proceeds, Liquidation Proceeds, Condemnation
Proceeds or otherwise, which amounts represent late payments or collections of Monthly Payments due but
delinquent for a previous Due Period and not previously recovered.

         Liquidation Proceeds:  Cash received in connection with (i) the liquidation of a defaulted Mortgage Loan
(whether through the sale or assignment of the Mortgage Loan, trustee's sale, foreclosure sale or otherwise) or
(ii) the sale of the Mortgaged Property, if the Mortgaged Property is acquired in satisfaction of the Mortgage.

         Losses:  As defined in Section 5.1(a).

         Management Assertion:  As defined in Section 4.5.

         Master Servicer:  As defined in Section-8.2(a).

         Master Servicing Agreement:  As defined in Section-8.2(a).

         Maturity Date:  With respect to each Mortgage Loan, the maturity date of the related Mortgage Note, as
specified therein.

         MERS:  Mortgage Electronic Registration Systems, Inc., a Delaware corporation, and any successor thereto.

         MERS Loan:  Any Mortgage Loan registered on the MERS® System and for which MERS is listed as the record
mortgagee or beneficiary on the related Mortgage or assignment thereof.

         MERS® System: The system of electronically recording transfers of mortgage loans maintained by MERS.

         Monthly Advance:  The aggregate of the advances made by the Servicer on any Monthly Remittance Date
pursuant to Section-2.16(a).

         Monthly Payment:  The scheduled monthly payment of principal and interest on a Mortgage Loan which is
payable by a Mortgagor from time to time under the related Mortgage Note.

         Monthly Remittance Date:  The eighteenth (18th) day of each month (or if such day is not a Business Day,
the next Business Day) commencing in the month following the end of the calendar month in which the related
Closing Date occurs.  A Determination Date is related to a Monthly Remittance Date if such Determination Date and
such Monthly Remittance Date occur in the same calendar month.

         Moody's:  Moody's Investors Service, Inc. or any successor thereto.

         Mortgage:  The mortgage, deed of trust, or other instrument creating a first lien on or first priority
ownership interest in real property, including any riders, addenda, assumption agreements, or modifications
relating thereto.

         Mortgage Interest Rate:  With respect to each Mortgage Loan, the annual rate at which interest accrues
on such Mortgage Loan.

         Mortgage Loan:  An individual mortgage loan subject to this Agreement, each as identified on the related
Mortgage Loan Schedule.

         Mortgage Loan Schedule:  With respect to the Mortgage Loans, the schedule or schedules of Mortgage Loans
attached hereto as Schedule I, or to any Confirmation Agreement.

         Mortgage Note:  The note or other evidence of the indebtedness of a Mortgagor secured by a Mortgage,
including any riders or addenda thereto.

         Mortgaged Property:  The property securing a Mortgage Note pursuant to the related Mortgage.

         Mortgagor:  The obligor(s) on a Mortgage Note.

         Net Rate:  With respect to each Mortgage Loan, the annual rate at which interest thereon shall be
remitted to the Owner (in each case computed on the basis of a 360-day year consisting of twelve 30-day months),
which annual rate shall be equal to the Mortgage Interest Rate less the Servicing Fee Rate.

         Nonrecoverable Advance:  Any portion of any Servicing Advance or Monthly Advance previously made or
proposed to be made in respect of a Mortgage Loan by the Servicer hereunder that the Servicer determines in its
good faith judgment will not be ultimately recoverable from Late Collections.  The determination by the Servicer
that it has made a Nonrecoverable Advance shall be evidenced by an Officer's Certificate of the Servicer
delivered to the Owner and detailing the reasons for such determination.

         Officer's Certificate:  A certificate signed by a Vice President or other authorized officer and
delivered to the Owner as required by this Agreement.

         Opinion of Counsel:  A written opinion of counsel, who may be an employee of the Servicer, reasonably
acceptable to the Owner.

         OTS:  The Office of Thrift Supervision, or any successor thereto.

         Owner:  EMC Mortgage Corporation, a Delaware corporation, and any successor owner of any of the Mortgage
Loans.

         Pass-Through Transfer:  The sale or transfer of some or all of the Mortgage Loans by the Owner to a
trust to be formed as part of a publicly issued or privately placed mortgage backed securities transaction.

         Permitted Investments:  Any one or more of the following obligations or securities:

                  (i)      direct obligations of, or obligations fully guaranteed as to principal and interest
by, the United States or any agency or instrumentality thereof, provided such obligations are backed by the full
faith and credit of the United States;

                  (ii)     repurchase obligations with respect to any security described in clause (i)-above,
provided that the unsecured long-term obligations of the party agreeing to repurchase such obligations are at the
time rated by S&P or Moody's in one of its two highest rating categories;

                  (iii)    federal funds, certificates of deposit, time deposits, and bankers' acceptances of any
bank or trust company incorporated under the laws of the United States or any state, provided that the long-term
debt obligations of such bank or trust company (or, in the case of the principal bank in a bank holding company
system, the long-term debt obligations of the bank holding company) at the date of acquisition thereof have been
rated by S&P or Moody's in one of its two highest rating categories; and

                  (iv)     commercial paper of any corporation incorporated under the laws of the United States
or any state thereof that on the date of acquisition has been rated by S&P or Moody's in its highest short-term
rating category.

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

         Pool of Mortgage Loans:  A pool of Mortgage Loans made subject to this Agreement pursuant to a
Confirmation Agreement.

         Prepayment Charge:  With respect to any Mortgage Loan, the prepayment premium or charge, if any,
required under the terms of the related Mortgage Note to be paid in connection with a Principal Prepayment in
Full or a Principal Prepayment in Part, to the extent permitted by applicable law.

         Primary Mortgage Insurance Policy:  With respect to each Mortgage Loan, the policy of primary mortgage
insurance (including all endorsements thereto) issued with respect to such Mortgage Loan, if any, or any
replacement policy.

         Prime:  As of any date of determination, the annual interest rate, adjusted daily, published from time
to time in The Wall Street Journal (Western Edition) as the "PRIME RATE" in the "MONEY RATES" section.  In the
event that more than one such rate is specified, "Prime" shall mean the greatest of such rates.

         Principal Prepayment:  Any payment or other recovery of principal in full ( a "Principal Prepayment in
Full") or in part (a "Principal Prepayment in Part") of the then-outstanding principal on a Mortgage Loan (other
than Condemnation Proceeds, Insurance Proceeds, and Liquidation Proceeds) that is received in advance of its
scheduled Due Date and not accompanied by an amount of interest representing scheduled interest due on any date
or dates in any month or months subsequent to the month of prepayment.  The term "Principal Prepayment" shall not
refer to any related Prepayment Charge.

         Qualified Depository:  Any of the following: (i)-a depository, the short-term unsecured debt obligations
of which are rated by Moody's or S&P (or a comparable rating agency) in one of its two highest rating categories,
(ii)-the corporate trust department of a national bank, (iii)-a depository that fully insures the Account and the
Escrow Account with insurance provided by the FDIC, or (iv) the Servicer.

         REMIC:  A "real estate mortgage investment conduit" within the meaning of Section-860D of the Code.

         REMIC Provisions:  Provisions of the federal income tax law relating to REMICs, which appear at
Section-860G of Subchapter M of Chapter 1 of the Code and related provisions, and regulations promulgated
thereunder, as in effect from time to time.

         REO Management Fee:  With respect to each REO Property, an amount equal to $1,500.

         REO Property:  A Mortgaged Property acquired in foreclosure or by deed in lieu of foreclosure, as
described in Section-2.12.

         SAIF:  The Savings Association Insurance Fund.

         S&P:  Standard & Poor's Ratings Services, a division of The McGraw-Hill Companies, Inc., or its
successor in interest.

         Servicer:  Washington Mutual Bank, a savings bank organized under the laws of the United States, or its
permitted successor in interest, or any successor to the Servicer under this Agreement appointed as herein
provided.

         Servicer's Information:  As defined in Section-8.1(d).

         Servicing Advances:  All customary, reasonable, and necessary "out of pocket" costs and expenses,
including reasonable attorneys' fees and disbursements, incurred by the Servicer in the performance of its
servicing obligations hereunder, including, without limitation, costs related to (i)-the preservation,
restoration, and protection of the Mortgaged Property, (ii)-any enforcement or judicial proceedings, including
foreclosures, (iii)-the management and liquidation of the Mortgaged Property if the Mortgaged Property is
acquired in satisfaction of the Mortgage and (iv)-Servicer's compliance with the obligations set forth in
Sections-2.2, 2.3, 2.8, 2.10, 2.12 and 2.15 of this Agreement.

         Servicing Fee:  With respect to each Mortgage Loan, the amount of the annual fee payable to the Servicer
pursuant to Section-4.3 as compensation for servicing and administering such Mortgage Loan.  Such fee shall, for
a period of one full month, be equal to one-twelfth of the product of (i)-the related Servicing Fee Rate,
multiplied by (ii)-the outstanding Unpaid Principal Balance of such Mortgage Loan.  Such fee shall be payable
monthly and shall be computed on the basis of the same principal amount and period respecting which any related
interest payment on such Mortgage Loan is computed.

         Servicing Fee Rate:  With respect to each Mortgage Loan, the annual rate at which the Servicing Fee
shall be calculated, which annual rate is set forth in the related Confirmation Agreement.  In the event that the
Index and Gross Margin of an ARM Loan are adjusted pursuant to the terms of the related Mortgage Note, the
Servicing Fee Rate for such ARM Loan shall be the annual rate of the Servicing Fee in effect immediately prior to
such adjustment.

         Unpaid Principal Balance:  With respect to each Mortgage Loan, as of any date of determination, (i) the
Cut-off Date Principal Balance, minus (ii) the principal portion of all payments made by or on behalf of the
Mortgagor after the related Cut-off Date and received by the Owner, plus (iii) in the case of a Mortgage Loan
subject to negative amortization, any capitalized interest.

         USAP:  As defined in Section 4.5.

         Whole Loan Transfer:  Any sale or transfer of some or all of the Mortgage Loans by the Owner to a third
party, which sale or transfer is not a Pass-Through Transfer.



                                  ADMINISTRATION AND SERVICING OF MORTGAGE LOANS

Section 1.1.      Identification of Mortgage Loans; Servicer to Act as Servicer

(a)      As of the related Closing Date, the Servicer, as independent contract servicer, shall service and
administer the Mortgage Loans in accordance with this Agreement and Acceptable Servicing Procedures.  Except as
otherwise expressly provided in this Agreement, the Servicer shall have full power and authority, acting alone,
to do any and all things in connection with such servicing and administration that the Servicer may deem
necessary or desirable and consistent with the terms of this Agreement, including, without limitation, all action
permitted or required to be taken under any related Primary Mortgage Insurance Policy.  In servicing and
administering the Mortgage Loans, the Servicer shall employ Acceptable Servicing Procedures, except that the
Servicer shall employ the procedures set forth in this Agreement whenever the Acceptable Servicing Procedures
conflict with the requirements under this Agreement (provided that in no event shall the Servicer act in conflict
with any applicable federal, state and local laws, ordinances, rules or regulations).  The Servicer shall at all
times act in the best interests of the Owner in performing hereunder.

(b)      The documents comprising the Collateral File and the Credit File with respect to each Mortgage Loan
serviced hereunder and that are delivered to the Servicer, together with all other documents with respect to each
such Mortgage Loan that are prepared by or that come into the possession of the Servicer, shall immediately vest
in the Owner and shall be held and maintained in trust by the Servicer at the will of the Owner and in a
custodial capacity only for the sole purpose of servicing or supervising the servicing of the related Mortgage
Loans.  The documents comprising each Collateral File and each Credit File and all related documents that come
into the possession of the Servicer and are so held by the Servicer shall be appropriately marked to clearly
reflect the ownership interest of the Owner in such Collateral File and Credit File and related documents.  The
Servicer shall release its custody of any such documents only in accordance with written instructions from the
Owner, unless such release is required as incidental to the Servicer's servicing of the Mortgage Loans.

(c)      Subject to Section 2.17 of this Agreement, the Servicer may waive, modify or vary any term of any
Mortgage Loan or consent to the postponement of strict compliance with any such term or in any manner grant
indulgence to any Mortgagor if, in the Servicer's reasonable and prudent determination, such waiver,
modification, variation, postponement or indulgence is in the best interests of the Owner; provided, however,
that the Servicer shall not permit any modification with respect to any Mortgage Loan that would change the
Mortgage Interest Rate, defer or forgive the payment of any principal or interest payments, reduce the
outstanding principal amount (except for actual payments of principal) or extend the related Maturity Date
(unless the Mortgagor is in default with respect to the Mortgage Loan or such default is, in the judgment of the
Servicer, imminent and the Servicer has obtained the prior written consent of the Owner).  Without limiting the
generality of the foregoing, the Servicer is hereby authorized and empowered to execute and deliver on behalf of
itself and the Owner all instruments of satisfaction, cancellation, full release, or partial release or
discharge, and all other comparable instruments with respect to the Mortgage Loans and the Mortgaged Properties.
If reasonably required by the Servicer, the Owner shall furnish the Servicer with any powers of attorney and
other documents necessary or appropriate to enable the Servicer to carry out its servicing and administrative
duties under this Agreement.

(d)      As to each ARM Loan, the Servicer shall make periodic Mortgage Interest Rate and Monthly Payment
adjustments, as applicable, and execute and deliver all appropriate notices regarding the same, in strict
compliance with Applicable Requirements.  The Servicer shall establish procedures to monitor the Index in order
to ensure that it uses the appropriate value for the Index in determining an interest rate change.  If the
Servicer fails to make a timely and correct Mortgage Interest Rate adjustment or Monthly Payment adjustment, the
Servicer shall use its own funds to satisfy any shortage in the Mortgagor's Monthly Payment for so long as such
shortage continues.  In the event the Index, as specified in the related Mortgage Note, becomes unavailable for
any reason, the Servicer shall select an alternative index based on comparable information, in accordance with
the terms of the Mortgage Note, and such alternative index shall thereafter be the Index for such Mortgage Loan.
In such event, the Servicer shall also determine a new Gross Margin.  The new Gross Margin shall be the
difference between (x) the average of the original Index for the most recent three-year period that ends on the
last date the original Index was available plus the Gross Margin on the last date the original Index was
available and (y) the average of the new Index for the most recent three-year period that ends on that date (or
if not available for such three-year period, for such time as it is available), rounded as provided in the
Mortgage Note.

(e)      In connection with the servicing and administration of the Mortgage Loans and consistent with Acceptable
Servicing Procedures and this Agreement, the Servicer shall have full power and authority to execute and deliver
or cause to be executed and delivered on behalf of the Owner such instruments of assignment or other comparable
instruments as the Servicer shall deem appropriate in order to register any Mortgage Loan on the MERS® System or
cause the removal of any Mortgage Loan from registration on the MERS® System.

Section 1.2.      Liquidation of Mortgage Loans

(a)      In the event that any payment due under any Mortgage Loan is not paid when the same becomes due and
payable, or in the event the Mortgagor fails to perform any other covenant or obligation under the Mortgage Loan
and such failure continues beyond any applicable grace period, the Servicer shall proceed diligently to collect
all payments due and shall take such action, including commencing foreclosure, as it shall reasonably deem to be
in the best interests of the Owner and in accordance with Acceptable Servicing Procedures.  The Servicer shall
use commercially reasonable efforts, consistent with Acceptable Servicing Procedures, any Primary Mortgage
Insurance Policies and the best interest of Owner, to foreclose upon or otherwise comparably convert the
ownership of properties securing such of the Mortgage Loans as come into and continue in default and as to which
no satisfactory arrangements can be made for collection of delinquent payments pursuant to Section 2.1.  Any
foreclosure or comparable proceedings shall be initiated within ninety (90) days of default for Mortgaged
Properties for which no satisfactory arrangements can be made for collection of delinquent payments.  In any case
in which a Mortgaged Property shall have suffered damage, the Servicer shall not be required to expend its own
funds toward the restoration of such property.  Servicer shall obtain prior approval of Owner as to restoration
expenses in excess of ten thousand dollars ($10,000).  The Servicer shall notify the Owner in writing of the
commencement of foreclosure proceedings and prior to the acceptance or rejection of any offer of reinstatement.
The Servicer shall be responsible for all costs and expenses incurred by it in any such proceedings or functions;
provided, however, that it shall be entitled to reimbursement thereof from the related property, as contemplated
in Section 2.5.

(b)      Notwithstanding the foregoing provisions of this Section-2.2, with respect to any Mortgage Loan as to
which the Servicer has received actual notice of, or has actual knowledge of, the presence of any toxic or
hazardous substance on the related Mortgaged Property, the Servicer shall neither (i) obtain title to such
Mortgaged Property as a result of or in lieu of foreclosure or otherwise, (ii) acquire possession of, nor (iii)
take any other action with respect to, such Mortgaged Property if, as a result of any such action, the Owner
would be considered to hold title to, to be a mortgagee-in-possession of, or to be an owner or operator of such
Mortgaged Property within the meaning of the Comprehensive Environmental Response, Compensation and Liability Act
of 1980, as amended from time to time, or any comparable law, unless the Servicer has either (x) obtained the
written consent of the Owner, or (y) previously determined, based on its reasonable judgment and a prudent report
prepared by a Person who regularly conducts environmental audits using customary industry standards, that:

(i)      such Mortgaged Property is in compliance with applicable environmental laws or, if not, that it would be
in the best economic interest of the Owner to take such actions as are necessary to bring the Mortgaged Property
into compliance therewith; and

(ii)     there are no circumstances present at such Mortgaged Property relating to the use, management or
disposal of any hazardous substances, hazardous materials, hazardous wastes, or petroleum-based materials for
which investigation, testing, monitoring, containment, clean-up or remediation could be required under any
federal, state or local law or regulation, or that if any such materials are present for which such action could
be required, that it would be in the best economic interest of the Owner to take such actions with respect to the
affected Mortgaged Property.

The cost of the environmental audit report contemplated by this Section-2.2(b) shall be advanced by the Servicer
as a Servicing Advance, subject to the Servicer's right to be reimbursed therefor from the Account and the
Servicer's right to make a judgment about whether any such advance would be a Nonrecoverable Advance.

(c)      If the Servicer has (i) determined that it is in the best economic interest of the Owner to take such
actions as are necessary to bring any such Mortgaged Property into compliance with applicable environmental laws,
or to take such action with respect to the containment, clean-up or remediation of hazardous substances,
hazardous materials, hazardous wastes, or petroleum-based materials affecting any such Mortgaged Property, or
(ii) obtained the written consent of the Owner, in each case as described above, then the Servicer shall take
such action as it deems to be in the best economic interest of the Owner (or as otherwise directed by the
Owner).  The cost of any such compliance, containment, clean-up or remediation shall be advanced by the Servicer
as a Servicing Advance, subject to the Servicer's right to be reimbursed therefor from the Account and the
Servicer's right to make a judgment about whether any such advance would be a Nonrecoverable Advance.

Section 1.3.      Collection of Mortgage Loan Payments

         Continuously from the related Closing Date until the principal and interest on all of the Mortgage Loans
are paid in full, the Servicer shall proceed diligently to collect all payments due under each of the Mortgage
Loans when the same shall become due and payable.  With respect to those Mortgage Loans, if any, as to which the
Servicer collects Escrow Payments, the Servicer shall ascertain or estimate annual ground rents, taxes,
assessments, water rates, sewer rents, municipal charges, fire and hazard insurance premiums, condominium
charges, Primary Mortgage Insurance Policy premiums and all other charges that, as provided in any Mortgage,
shall become due and payable, to the end that the Escrow Payments payable by the Mortgagors shall be sufficient
to pay such charges as and when they become due and payable.  The Servicer shall not be required to institute or
join in litigation with respect to collection of any payment (whether under a Mortgage, Mortgage Note, Primary
Mortgage Insurance Policy or otherwise or against any public or governmental authority with respect to a taking
or condemnation) if in the Servicer's reasonable judgment the Servicer believes that the costs and expenses
relating thereto would be Nonrecoverable Advances.  The Servicer shall be entitled to be reimbursed from the
Account for any costs, expenses or other liabilities incurred by the Servicer in connection with any such
litigation.  The Servicer's right to such reimbursement shall be prior to the Owner's right to such proceeds.

Section 1.4.      Establishment of Account; Deposits in Account

(a)      The Servicer shall establish and maintain one or more Accounts (collectively, the "Account") entitled
"Washington Mutual Bank, in trust for EMC Mortgage Corporation, as Owner, and any successor Owner."  The Account
shall be an Eligible Account, established with an institution that is a Qualified Depository and maintained as a
segregated account separate and apart from any of the Servicer's own funds and general assets.  If the Account is
established with an institution other than the Servicer, the Account shall be evidenced by a letter agreement
substantially in the form of Exhibit-B attached hereto.

(b)      The Servicer shall, upon receipt (and in all events by not later than the end of the second Business Day
following receipt thereof), deposit in the Account and retain therein, the following payments and collections
either received or made by the Servicer subsequent to the related Cut-off Date (other than payments due on or
before such Cut-off Date), or otherwise allocable to a period subsequent to such Cut-off Date:

(i)      the principal portion of all Monthly Payments on the Mortgage Loans;

(ii)     the interest portion of all Monthly Payments on the Mortgage Loans less the Servicing Fee;

(iii)    all Principal Prepayments in Part and Principal Prepayments in Full;

(iv)     all Liquidation Proceeds;

(v)      all Insurance Proceeds, other than Insurance Proceeds to be held in the Escrow Account and applied to
the restoration and repair of the Mortgaged Property or released to the Mortgagor in accordance with Applicable
Requirements;

(vi)     all Condemnation Proceeds that are not released to the Mortgagor in accordance with the Owner's written
consent or Applicable Requirements;

(vii)    any amount required to be deposited in the Account pursuant to Sections 2.4(d), 2.10, 2.12(c), 2.12(e)
or 4.2(b);

(viii)   [Reserved]; and

(ix)     with respect to each Principal Prepayment in Full, an amount (to be paid by the Servicer out of its own
funds without reimbursement therefor) that, when added to all amounts allocable to interest received in
connection with such Principal Prepayment in Full, equals one month's interest on the amount of principal so
prepaid at the Net Rate, provided, however, that the aggregate of deposits made by the Servicer pursuant to this
clause (ix) in respect of any Monthly Remittance Date shall not exceed the Compensating Interest Cap.

(c)       The Servicer shall, no later than twenty-four (24) hours prior to each Monthly Remittance Date, deposit
in the Account all Monthly Advances.

(d)      The Servicer may cause the funds on deposit from time to time in the Account to be invested in Permitted
Investments, which Permitted Investments shall mature not later than the Business Day immediately preceding the
next Monthly Remittance Date following the date such funds are invested.  All Permitted Investments shall be made
in the name of the Servicer or its nominee.  All income and gain realized from any Permitted Investment shall be
for the benefit of the Servicer and shall be subject to its withdrawal or order from time to time.  The Servicer
shall indemnify the Owner for any loss incurred in respect of any Permitted Investment by such Servicer, and the
amount of such loss shall be deposited in the Account by the Servicer out if its own funds, without reimbursement
therefor, no later than twenty-four (24) hours prior to the next Monthly Remittance Date following the date of
such loss.

Section 1.5.      Permitted Withdrawals from the Account

         The Servicer may, from time to time, withdraw funds from the Account for the following purposes:

(i)      to make payments and distributions to the Owner in the amounts and in the manner provided for in
Section-3.1, and to pay itself any unpaid Servicing Fees, unpaid REO Management Fees and other servicing
compensation in accordance with Section-4.3;

(ii)     to reimburse itself for any unreimbursed Servicing Advances or Monthly Advances made with respect to any
Mortgage Loan; provided that the Servicer's right to reimburse itself pursuant to this clause (ii) is limited to
any amounts collected or received by the Servicer with respect to such Mortgage Loan;

(iii)    to pay to itself any interest earned on funds deposited in the Account;

(iv)     to make any payment or reimburse itself for any amount pursuant to Sections 2.2(a), 2.12(c), 2.12(e),
5.1(a) or 5.3;

(v)      to reimburse itself for any Monthly Advance or Servicing Advance previously made that it has determined
to be a Nonrecoverable Advance;

(vi)     if there shall be amounts deposited in error or there shall be amounts deposited in the Account not
required to be deposited therein, including the Servicing Fee and other servicing compensation, to withdraw such
amount from the Account any provision herein to the contrary notwithstanding;

(vii)    to transfer funds to another Qualified Depository in accordance with Section-2.9; and

(viii)   to clear and terminate the Account upon the termination of this Agreement in accordance with Article-7.

Section 1.6.      Establishment of Escrow Account; Deposits in Escrow Account; Escrow Analysis

(a)      The Servicer shall segregate and hold separate and apart from any of its own funds and general assets
all Escrow Payments collected and received pursuant to the Mortgage Loans and shall establish and maintain one or
more Escrow Accounts (collectively, the "Escrow Account"), in the form of time deposit or demand accounts, which
may be interest bearing, entitled "Washington Mutual Bank, in trust for EMC Mortgage Corporation, as Owner, and
any successor Owner, and certain Mortgagors."  The Escrow Account shall be an Eligible Account established with a
Qualified Depository.  If the Escrow Account is established with an institution other than the Servicer, the
Escrow Account shall be evidenced by a letter agreement substantially in the form of Exhibit-C attached hereto.

(b)      The Servicer shall, upon receipt (and in all events by not later than the end of the second Business Day
following receipt thereof, or sooner if required by applicable law), deposit in the Escrow Account and retain
therein: (i)-all Escrow Payments collected on account of the Mortgage Loans for the purpose of effecting timely
payment of escrow items as required under the terms of this Agreement and (ii)-all amounts representing proceeds
of any hazard insurance policy that are to be applied to the restoration or repair of the related Mortgaged
Property.  The Servicer shall make withdrawals from the Escrow Account only in accordance with Section-2.7.  The
Servicer shall be entitled to retain any interest earned on funds deposited in the Escrow Account other than
interest on escrowed funds required by law to be paid to the Mortgagor and, to the extent required by law, the
Servicer shall pay interest on escrowed funds to the Mortgagor without right of reimbursement therefor
notwithstanding that the Escrow Account maintained by the Servicer may not bear interest or that the interest
earned on such escrowed funds is insufficient for such purpose.

Section 1.7.      Permitted Withdrawals from the Escrow Account

         Withdrawals from the Escrow Account maintained by the Servicer may be made by the Servicer only (i)-to
effect timely payments of ground rents, taxes, assessments, sewer rents, municipal charges, water rates,
insurance premiums, condominium charges, fire and hazard insurance premiums or other items constituting Escrow
Payments for the related Mortgage, (ii)-to reimburse the Servicer for any Servicing Advance made by the Servicer
pursuant to Sections 2.8 and 2.10 with respect to a related Mortgage Loan, (iii)-to refund to any Mortgagor any
funds found to be in excess of the amounts required under the terms of the related Mortgage Loan, (iv)-for
transfer to the Account in accordance with the terms of this Agreement, (v)-for restoration or repair of a
Mortgaged Property, provided the provisions of Section-2.13 have been complied with, (vi)-to pay to the
Mortgagor, to the extent required by Applicable Requirements, interest on the funds deposited in the Escrow
Account, (vii)-to pay to itself any interest earned on funds deposited in the Escrow Account (and not required to
be paid to the Mortgagor), (viii) to remove funds inadvertently placed in the Escrow Account by the Servicer, or
(ix)-to clear and terminate the Escrow Account upon the termination of this Agreement, in accordance with
Article-7.

Section 1.8.      Payment of Taxes, Insurance and Other Charges

         With respect to each Mortgage Loan, the Servicer shall maintain accurate records reflecting the status
of property taxes, assessments and other charges that are or may become a lien upon the related Mortgaged
Property, the status of Primary Mortgage Insurance Policy premiums, if any, and the status of fire and hazard
insurance coverage and flood insurance, all as required hereunder.  If a Mortgage Loan requires Escrow Payments,
the Servicer shall obtain, from time to time, all bills for the payment of such charges (including renewal
premiums) and shall effect payment thereof prior to the applicable penalty or termination date in a manner
consistent with Acceptable Servicing Procedures, employing for such purpose deposits of the Mortgagor in the
Escrow Account that shall have been estimated and accumulated by the Servicer in amounts sufficient for such
purposes, as allowed under the terms of the Mortgage.  If a Mortgage Loan does not require Escrow Payments, or if
there are insufficient funds in the related Escrow Account, the Servicer shall cause all such bills to be paid on
a timely basis and shall from its own funds (if necessary) make a Servicing Advance for timely payment of all
such bills. The Servicer shall monitor the payment status of such charges (including renewal premiums) by the
related Mortgagor.  The Servicer shall effect payment of such charges in a manner consistent with Acceptable
Servicing Procedures and, in all events, prior to the foreclosure of any lien against the Mortgaged Property
resulting from non-payment of such property taxes, assessments and other charges and prior to the termination of
any such insurance coverage.

Section 1.9.      Transfer of Accounts

         The Servicer may, from time to time, transfer the Account or the Escrow Account to a different Qualified
Depository.  The Servicer shall notify the Owner of any such transfer within ten (10) Business Days of transfer.

Section 1.10.     Maintenance of Hazard Insurance

(a)      The Servicer shall cause to be maintained for each Mortgage Loan serviced by it fire and hazard
insurance with extended coverage customary in the area where the related Mortgaged Property is located, in an
amount that is at least equal to the lesser of (i)-100% of the replacement value of the improvements securing the
Mortgage Loan, or (ii)-the Unpaid Principal Balance of the Mortgage Loan (so long as it equals 80% of the
insurable value of the improvements); provided that in any case such amount shall be sufficient to prevent either
the Mortgagor or the mortgagee from becoming a co-insurer.  If the Mortgaged Property is in an area identified on
a flood hazard boundary map or flood insurance rate map issued by the Federal Emergency Management Agency as
having special flood hazards (and such flood insurance was then available), the Servicer shall cause to be
maintained a flood insurance policy meeting the requirements of the current guidelines of the Federal Insurance
Administration with a generally acceptable insurance carrier, if such insurance is available.  Such flood
insurance shall be in an amount representing coverage not less than the least of (i)-the Unpaid Principal Balance
of the Mortgage Loan, (ii)-the full insurable value of the improvements securing such Mortgage Loan and (iii)-the
maximum amount of insurance available under the National Flood Insurance Act of 1968 and the Flood Disaster
Protection Act of 1973, each as amended.  The Servicer shall also maintain on each REO Property (x) fire and
hazard insurance with extended coverage in an amount that is at least equal to the maximum insurable value of the
improvements that are a part of such property, (y) liability insurance and (z) to the extent required and
available under the National Flood Insurance Act of 1968 and the Flood Disaster Protection Act of 1973, each as
amended, flood insurance in an amount as provided above.  Any amounts collected by the Servicer under any such
policies shall be paid over or applied by the Servicer in accordance with Applicable Requirements whether (i) for
the restoration or repair of the Mortgaged Property, subject to the related Mortgage, (ii) for release to the
Mortgagor, or (iii) for application in reduction of the Mortgage Loan, in which event such amounts shall be
deposited in the Account, as provided in Section-2.4.  It is understood and agreed that no earthquake or other
additional insurance need be maintained by the Servicer on any Mortgage Loan or property acquired in respect of a
Mortgage Loan, other than as required under applicable laws and regulations as shall at any time be in force.
All policies required hereunder shall be endorsed with standard mortgagee clauses with loss payable to the
Servicer and shall provide for at least thirty (30) days prior written notice to the Servicer of any
cancellation, reduction in amount, or material change in coverage.  The Servicer shall not interfere with the
Mortgagor's freedom of choice in selecting either the Mortgagor's insurance carrier or agent upon any policy
renewal; provided, however, that upon any such policy renewal, the Servicer shall accept such insurance policies
only from insurance companies that (A) have a rating of B:III or better in Best's Key Rating Guide or a financial
performance index rating of 6 or better in Best's Insurance Reports and (B) are licensed to do business in the
jurisdiction in which the related Mortgaged Property is located.

(b)      If the Servicer, as servicer for the benefit of the Owner, shall obtain and maintain a blanket policy
that would meet the requirements of Fannie Mae if Fannie Mae were the purchaser of the Mortgage Loans, insuring
against loss to the Owner as mortgagee from damage to any or all of the Mortgaged Properties, then, to the extent
such blanket policy (i)-provides coverage, without coinsurance, in an amount equal to the aggregate outstanding
Unpaid Principal Balance of the Mortgage Loans, (ii)-otherwise complies with the requirements of Section-2.10(a)
and (iii)-contains a deductible not greater than $10,000, the Servicer shall be deemed conclusively to have
satisfied its obligations under Section-2.10(a); provided, however, that if there shall have been one or more of
such losses the Servicer shall deposit in the Account, as provided in Section-2.4, out of the Servicer's own
funds and without reimbursement therefor, the difference, if any, between the amount that would have been payable
under a policy complying with Section-2.10(a)-and the amount paid under the blanket policy permitted under this
Section-2.10(b).  At the request of the Owner, the Servicer shall cause to be delivered to the Owner a certified
true copy of such policy and a statement from the insurer thereunder that such policy shall not be terminated or
materially modified without thirty (30) days' prior written notice to the Owner.

Section 1.11.     Fidelity Bond; Errors and Omissions Insurance

         The Servicer shall maintain, at its own expense, with companies that meet the requirements of Fannie Mae
or Freddie Mac, a blanket fidelity bond and an errors and omissions insurance policy, with broad coverage on all
officers, employees, agents and other persons acting in any capacity that would require such persons to handle
funds, money, documents or papers relating to the Mortgage Loans (collectively, the "Servicer Employees").  Any
such fidelity bond and errors and omissions insurance shall be in the form of the Mortgage Banker's Blanket Bond
and shall protect and insure the Servicer against losses relating to forgery, theft, embezzlement, fraud, errors
and omissions, failure to maintain any insurance policies required under this Agreement and negligent acts of
Servicer Employees.  Such fidelity bond shall also protect and insure the Servicer against losses relating to the
release or satisfaction of a Mortgage without having obtained payment in full of the indebtedness secured
thereby.  No provision of this Section-2.11 requiring such fidelity bond and errors and omissions insurance shall
diminish or relieve the Servicer from its duties and obligations as set forth in this Agreement.  The terms of
any such fidelity bond and errors and omissions insurance policy shall be at least equal to the corresponding
amounts required by Fannie Mae in the Fannie Mae Single Family Servicing Guide, or by Freddie Mac in the Freddie
Mac Seller's and Servicer's Guides, each as amended or restated from time to time.  At the request of the Owner,
the Servicer shall cause to be delivered to the Owner a certified true copy of such fidelity bond and errors and
omissions insurance policy and a statement from the surety and the insurer that such fidelity bond and errors and
omissions insurance policy shall not be terminated or materially modified without thirty (30) days' prior written
notice to the Owner.

Section 1.12.     Title, Management and Disposition of Real Estate Owned

(a)      If title to any Mortgaged Property is acquired in foreclosure or by deed in lieu of foreclosure ("REO
Property"), the deed or certificate of sale shall be taken in the name of the Owner, or in the name of such
Person or Persons designated by the Owner; provided, however, that (i) the Owner shall not designate the Servicer
as holder without the Servicer's prior written consent and (ii) such designated Person or Persons shall
acknowledge in writing that such title is to be held as nominee for the Owner.  The Servicer shall provide
written notice to the Owner after any REO Property is acquired in foreclosure or by deed in lieu of foreclosure.
Upon vacancy of such REO Property, the Servicer shall obtain and furnish to the Owner a copy of the full
appraisal or full broker's price opinion of the Mortgaged Property.

(b)      The Servicer, shall manage, conserve, protect, and operate each REO Property solely for the purpose of
its prompt disposition and sale.  The Servicer shall either itself, or through an agent selected by the Servicer,
manage, conserve, protect and operate the REO Property in accordance with Acceptable Servicing Procedures.  The
Servicer shall attempt to sell the same (and may temporarily rent the same) on such terms and conditions as the
Servicer deems to be in the best interests of the Owner.  No REO Property shall be marketed for less than the
full appraisal value or full broker's price opinion referenced in Section 2.12.(a), without the prior written
consent of Owner.  No REO Property shall be sold for less than 95% of the full appraisal value or full broker's
price opinion referenced in Section 2.12(a), without the prior written consent of Owner.  If a REMIC election has
been made with respect to the arrangement under which the related Mortgage Loan is held and the Servicer has been
provided with reasonable advance notice of such REMIC election, the Servicer shall use commercially reasonable
efforts to dispose of the REO Property as soon as practicable and shall sell such REO Property, in any event,
within three (3)-years after title has been taken to such REO Property (unless the Servicer determines, and gives
the Owner appropriate notice that a longer period is necessary for the orderly liquidation of such REO
Property).  The Servicer shall cause each REO Property to be inspected promptly upon the acquisition of title and
shall cause each REO Property to be inspected at least monthly thereafter or more frequently as required by the
circumstances.  The Servicer shall make a written report of each such inspection.  Such reports shall be retained
in the Mortgage File and copies shall be forwarded by the Servicer to the Owner at Owner's request.

(c)      The Servicer shall collect all revenues arising from the operation of REO Property.  The Servicer shall
deposit, or cause to be deposited, all such revenues in the Account in accordance with Section-2.4.  The Servicer
may use all such revenues and, if any thereof have been deposited in the Account, withdraw such revenues
therefrom as is necessary for the proper operation, management and maintenance of any REO Property, including,
but not limited to, the cost of maintaining any hazard insurance pursuant to Section-2.10 and the fees of any
managing agent acting on behalf of the Servicer.

(d)      The Servicer shall also maintain on each REO Property fire and hazard insurance with extended coverage,
liability insurance, and flood insurance in accordance with the provisions of Section-2.10.

(e)      The proceeds of sale of an REO Property shall be deposited in the Account in accordance with
Section-2.4.  The Servicer shall apply the sale proceeds of any REO Property (i) first to pay the expenses of such
sale, (ii) second to reimburse itself for any related unpaid Servicing Fees, unpaid REO Management Fees and
unreimbursed Servicing Advances and Monthly Advances and (iii) the balance to be distributed to the Owner.  If
the sale proceeds have been deposited in the Account, the Servicer may withdraw from the Account the amounts
necessary to make such payments and reimbursements.

(f)      Upon request, with respect to any REO Property, the Servicer shall furnish to the Owner a statement
covering the Servicer's efforts in connection with the sale of that REO Property and any rental of the REO
Property incidental to the sale thereof for the previous month (together with an operating statement for such REO
Property).  Such statement shall be accompanied by such other information as the Owner shall reasonably request.
The Servicer shall maintain separate accounting for each REO Property.

(g)      The Owner hereby constitutes and appoints the Servicer as its true and lawful attorney-in-fact, with
full power and authority to sign, execute, acknowledge, deliver, file for record and record any instrument on its
behalf and to perform such other act or acts as may be customarily and reasonably necessary and appropriate to
effectuate the transactions contemplated by this Section-2.12, in each case as fully as the Owner might or could
do.  The Owner ratifies and confirms each action that the Servicer, as such attorney-in-fact, shall lawfully take
or cause to be taken by authority hereof.  Third parties without actual notice may rely upon the exercise of the
power granted under this power of attorney, and may be satisfied that this power of attorney shall continue in
full force and effect and has not been revoked unless this Agreement is terminated as provided herein.  If
requested by the Servicer, the Owner shall furnish the Servicer with any instrument or document necessary or
appropriate to evidence or confirm the power of attorney granted in this Section-2.12(g), including one (1) or
more separate instruments or documents in recordable form for recordation in any jurisdiction in which any
Mortgaged Property is located.

(h)      Notwithstanding anything to the contrary contained in this Agreement, the Owner may, at the Owner's sole
option, terminate the Servicer as servicer of any REO Property without payment of any termination fee, provided
that the Servicer shall on the date said termination takes effect be reimbursed for any unreimbursed advances of
the Servicer's funds made pursuant to Section-2.16 and any unreimbursed Servicing Advances and Servicing Fees in
each case relating to the Mortgage Loan underlying such REO Property.  In the event of any such termination, the
provisions of Section-9.1 shall apply to said termination and the transfer of servicing responsibilities with
respect to such REO Property to the Owner or its designees.

Section 1.13.     Application of Proceeds of Insurance to Repair or Restoration

         The Servicer shall collect the proceeds from all policies of insurance required to be maintained
pursuant to Section-2.10 with respect to all losses that may occur.  The Servicer may remit such proceeds to the
Mortgagor for the restoration or repair of the related property and shall otherwise take such actions in
connection with such restoration and repair in a manner consistent with Acceptable Servicing Procedures.

Section 1.14.     Inspections

         The Servicer shall conduct inspections of the Mortgaged Properties at such times and in a manner
consistent with Acceptable Servicing Procedures and shall maintain a written report of all such inspections and
shall provide a copy to the Owner upon Owner's request.

Section 1.15.     Maintenance of Primary Mortgage Insurance Policies; Collections Thereunder

(a)      The Servicer shall maintain in full force and effect any Primary Mortgage Insurance Policy covering a
Mortgage Loan serviced by the Servicer.  The Servicer shall cause the premium for any such Primary Mortgage
Insurance Policy to be paid on a timely basis and shall from its own funds, if necessary, make a Servicing
Advance to pay the premium on a timely basis.  The Servicer shall not cancel or refuse to renew any such Primary
Mortgage Insurance Policy in effect on the related Closing Date, unless cancellation or non-renewal is required
by applicable law or regulation.  The Servicer shall not take any action or fail to take any action that would
result in non-coverage under any applicable Primary Mortgage Insurance Policy of any loss that, but for the
actions of the Servicer, would have been covered thereunder.  In connection with any assumption or substitution
agreement entered into or to be entered into pursuant to Section-4.1, the Servicer shall promptly notify the
insurer under the related Primary Mortgage Insurance Policy, if any, of such assumption or substitution of
liability in accordance with the terms of such policy and shall take all actions that may be required by such
insurer as a condition to the continuation of coverage under such Primary Mortgage Insurance Policy.  If such
Primary Mortgage Insurance Policy is terminated as a result of such assumption or substitution of liability, the
Servicer shall obtain a replacement Primary Mortgage Insurance Policy as provided above.

(b)      As part of its activities as servicer of the Mortgage Loans, the Servicer agrees to prepare and present,
on behalf of itself and the Owner, claims under any Primary Mortgage Insurance Policy in a timely fashion in
accordance with the terms thereof and, in this regard, to take such reasonable action as shall be necessary to
permit recovery under any Primary Mortgage Insurance Policy respecting a defaulted Mortgage Loan.

Section 1.16.     Monthly Advances by the Servicer

(a)      Not later than the close of business on the Business Day preceding each Monthly Remittance Date, the
Servicer shall deposit in the Account an amount equal to all payments not previously advanced by the Servicer of
principal and interest at the Net Rate that were (i) due on any Mortgage Loan during the Due Period that
commences in the same month in which such Monthly Remittance Date occurs, (ii) not received as of the close of
business on the related Determination Date (whether or not deferred) and (iii) not due on or prior to the related
Cut-off Date (the aggregate of all such amounts, the "Monthly Advance").  In lieu of making all or a portion of
any Monthly Advance, the Servicer may cause to be made an appropriate entry in its records relating to the
Account that funds in such account, including but not limited to any amounts received in respect of scheduled
principal and interest on any Mortgage Loan due after the related Due Period for the related Monthly Remittance
Date, have been used by the Servicer in discharge of its obligation to make any such Monthly Advance.  Any funds
so applied shall be replaced by the Servicer by deposit, in the manner set forth above, in the Account no later
than the close of business on the Business Day immediately preceding the next Monthly Remittance Date to the
extent that funds in the Account on such date are less than the amounts required to be distributed on such
Monthly Remittance Date.  The Servicer shall be entitled to be reimbursed from the Account for all Monthly
Advances of its own funds made pursuant to this Section-as provided in Section-2.5.

(b)      The obligation of the Servicer to make such Monthly Advances is mandatory, and, with respect to any
Mortgage Loan or REO Property, shall continue through the earlier of (i) the date on which a Final Recovery
Determination in connection with such Mortgage Loan is made and (ii) the due date of the last Monthly Payment due
prior to the payment in full of such Mortgage Loan.

(c)      Notwithstanding anything herein to the contrary, no Monthly Advance shall be required to be made
hereunder by the Servicer if such Monthly Advance would, if made, constitute a Nonrecoverable Advance.

Section 1.17.     Compliance With REMIC Provisions

         If the Servicer has received written notice from the Owner that a REMIC election has been made with
respect to the arrangement under which any Mortgage Loans and REO Property are held, the Servicer shall not take
any action, cause the REMIC to take any action or fail to take (or fail to cause to be taken) any action that,
under the REMIC Provisions, if taken or not taken, as the case may be, could (i)-endanger the status of the REMIC
as a REMIC, or (ii)-result in the imposition of a tax upon the REMIC (including but not limited to the tax on
"prohibited transactions" as defined in Section-860F(a)(2) of the Code and the tax on "contributions" to a REMIC
set forth in Section-860G(d) of the Code) unless the Servicer has received an Opinion of Counsel (at the expense
of the party seeking to take such action) to the effect that the contemplated action will not endanger such REMIC
status or result in the imposition of any such tax.

Section 1.18.     Owner to Cooperate; Release of Collateral Files

         If, at any time prior to termination of this Agreement, the Servicer shall require the use of any
Collateral File (or any portion thereof) to perform its servicing activities as set forth in this Agreement, the
Owner, within five (5) Business Days of the written request of the Servicer in the form of Exhibit-A hereto (or
within such shorter period as may be necessary for the Servicer to perform its obligations hereunder in
compliance with all Acceptable Servicing Procedures), shall release or shall cause the Custodian to release such
Collateral File, or portion thereof, to the Servicer.  Within five (5) Business Days of the Servicer's request
therefor (or, within such shorter period as may be necessary for the Servicer to perform obligations hereunder in
compliance with all Acceptable Servicing Procedures), the Owner shall execute and deliver to the Servicer, in the
form supplied to the Owner by the Servicer, any court pleadings, requests for trustee's sale or other documents
reasonably necessary to perform the servicing activities with respect to any Mortgage Loan, including the
foreclosure or sale in respect of any Mortgaged Property, the commencement and prosecution of any legal action to
enforce the related Mortgage Note and Mortgage and the defense of any legal action or counterclaim filed against
the Owner or the Servicer.  The Servicer may execute and deliver any or all of such pleadings or documents on
behalf of the Owner pursuant to the power of attorney granted pursuant to Section-2.12(g).



                                               PAYMENTS TO THE OWNER

Section 1.19.     Distributions

(a)      On each Monthly Remittance Date, the Servicer shall distribute to the Owner all amounts credited to the
Account as of the close of business on the preceding Determination Date, net of charges against or withdrawals
from the Account pursuant to Section-2.5, plus all Monthly Advances deposited in the Account prior to such
Monthly Remittance Date pursuant to Section 2.4, minus (i)-any amounts attributable to Principal Prepayments
received after the last day of the Due Period immediately preceding the related Monthly Remittance Date and
(ii)-any amounts attributable to Monthly Payments collected but due on a Due Date(s) subsequent to the preceding
Determination Date.

(b)      All distributions made to the Owner on each Monthly Remittance Date shall be made to the Owner of
record, based on the Mortgage Loans owned and held by the Owner.  All distributions shall be made by wire
transfer of immediately available funds to the account of the Owner at a bank or other entity having appropriate
facilities therefor, if the Owner shall have so notified the Servicer, or by check mailed to the address of the
Owner.  Distributions on each Monthly Remittance Date may be made by more than one (1) wire transfer or check, as
the case may be.

(c)      With respect to any remittance received by the Owner on or after the second Business Day following the
Business Day on which such payment was due, the Owner shall send written notice thereof to the Servicer.  The
Servicer shall pay to the Owner interest on any such late payment at an annual rate equal to Prime plus two
percentage points, but in no event greater than the maximum amount permitted by applicable law.  Such interest
shall be paid by the Servicer to the Owner on the date such late payment is made and shall cover the period
commencing with the day following such second Business Day and ending with the Business Day on which such payment
is made, both inclusive.  The payment by the Servicer of any such interest, or the failure of the Owner to notify
the Servicer of such interest, shall not be deemed an extension of time for payment or a waiver of any Event of
Default by the Servicer.

Section 1.20.     Reports

(a)      On or before the 10th day of each month starting in the month of the first related Monthly Remittance
Date, or if such day is not a Business Day, the next Business Day, the Servicer shall provide to the Owner or its
designee an electronically transmitted data file, with respect to the Due Period immediately preceding such
Monthly Remittance Date, the data set forth below on an individual loan basis:

(i)      mortgage loan number;

(ii)     interest rate;

(iii)    pending rate;

(iv)     scheduled principal and interest payment;

(v)      scheduled principal;

(vi)     gross interest;

(vii)    curtailment collected;

(viii)   curtailment adjustment;

(ix)     PIF principal;

(x)      PIF interest difference;

(xi)     ARM Index;

(xii)    pending Index;

(xiii)   ending scheduled balance;

(xiv)    investor loan number;

(xv)     Servicing Fee Rate;

(xvi)    due date;

(xvii)   yield rate;

(xviii)  beginning balance;

(xix)    ending balance;

(xx)     beginning scheduled balance;

(xxi)    principal collected;

(xxii)   scheduled net interest;

(xxiii)  scheduled buydown;

(xxiv)   Servicing Fee collected; and

(xxv)    remittance amount.

The Servicer may submit the foregoing information in more than one (1) report.  Requests for additional data
regarding the Mortgage Loans or alternative means for delivering such reports shall be accommodated at the
discretion of the Servicer and at the Owner's expense.

(b)      Upon reasonable advance notice in writing, the Servicer shall provide to any Owner that is a savings and
loan association, a bank, an insurance company or other regulated or supervised entity reports and access to
information and documentation regarding the Mortgage Loans and the transactions contemplated hereby sufficient to
permit the Owner to comply with the applicable regulations of relevant regulatory or supervisory authorities with
respect to its investment in the Mortgage Loans and Owner's internal and third-party audit requirements.

(c)      The Servicer shall prepare and file any and all information statements or other filings required to be
delivered to any governmental taxing authority or to Owner pursuant to any applicable law with respect to the
Mortgage Loans and the transactions contemplated hereby.  In addition, the Servicer shall provide Owner with such
information concerning the Mortgage Loans as is necessary for Owner to prepare its federal income tax return as
Owner may reasonably request from time to time.  In addition, not more than 120 days after the end of each
calendar year, the Servicer shall furnish to each Person who was an Owner at any time during such calendar year
an annual statement in accordance with the requirement of applicable federal income tax law as to the aggregate
of remittances for the applicable portion of such year.

Section 1.21.     Delinquency and Foreclosure Statements

         The Servicer shall provide a monthly statement of delinquents and a delinquency report on all Mortgage
Loans more than thirty (30) days delinquent.  The Servicer shall also provide a monthly statement regarding
foreclosure status and status of REO Property containing such information as mutually agreed upon by the Owner
and the Seller.



                                      GENERAL SERVICING PROCEDURE; COVENANTS;
                                          REPRESENTATIONS AND WARRANTIES

Section 1.22.     Assumption Agreements

(a)      The Servicer shall use commercially reasonable efforts to enforce any "due-on-sale" provision contained
in any Mortgage or Mortgage Note and to deny assumption by the person to whom the Mortgaged Property has been or
is about to be sold, whether by absolute conveyance or by contract of sale and whether or not the Mortgagor
remains liable on the Mortgage and the Mortgage Note, provided that in accordance with the terms of the Mortgage
Note, the Servicer may permit an assumption (i) if the Servicer reasonably believes it is unable under Applicable
Requirements to enforce such "due-on-sale" clause, or (ii) if the enforcement of such rights would impair or
threaten to impair any recovery under the related Primary Mortgage Insurance Policy, if any.  In connection with
any such assumption, the related Mortgage Interest Rate, the Unpaid Principal Balance and the term of the
Mortgage Loan may not be changed.  If an assumption is allowed pursuant to this Section-4.1(a), the Servicer is
authorized, at the Servicer's discretion, to prepare a substitution of liability agreement to be entered into by
the Owner and the purchaser of the Mortgaged Property pursuant to which the original Mortgagor is released from
liability and the purchaser of the Mortgaged Property is substituted as Mortgagor and becomes liable under the
Mortgage Note.  Any such substitution of liability agreement shall be in lieu of an assumption agreement.  If an
assumption fee is collected by the Servicer for entering into an assumption agreement the entire amount of such
fee may be retained by the Servicer as additional servicing compensation.

(b)      The Servicer shall follow Acceptable Servicing Procedures with respect to any such assumption or
substitution of liability (taking into account the Servicer's then current underwriting guidelines applicable to
mortgage loans of the same type as the related Mortgage Loan).  The Servicer shall notify the Owner that any such
substitution of liability or assumption agreement has been completed by forwarding to the Owner a copy of any
such substitution of liability or assumption agreement, which document shall be added to the related Collateral
File and shall for all purposes be considered a part of such Collateral File to the same extent as all other
documents and instruments constituting a part thereof.

Section 1.23.     Satisfaction of Mortgages and Release of Collateral Files

(a)      Upon the payment in full of any Mortgage Loan or the receipt by the Servicer of a notification that
payment in full will be escrowed in a manner customary for such purposes, the Servicer shall prepare the
appropriate documents and instruments required to satisfy or release the lien of the Mortgage in accordance with
applicable state law requirements.  The Servicer, promptly and within the applicable legal deadlines appropriate
to process the satisfaction or release, shall notify the Owner of such event.

(b)      The Servicer shall not grant a satisfaction or release of a Mortgage without having obtained payment in
full of the indebtedness secured by the Mortgage.  In the event the Servicer grants a satisfaction or release of
a Mortgage without having obtained payment in full of the indebtedness secured by the Mortgage, the Servicer,
upon becoming aware of the foregoing, shall remit to the Owner the Unpaid Principal Balance of the related
Mortgage Loan plus accrued and unpaid interest by deposit thereof in the Account pursuant to Section-2.4.  The
Owner shall assign the related Mortgage and endorse the related Mortgage Note to the Servicer and shall do all
things necessary to transfer ownership of the Mortgage Loan to the Servicer.  The Servicer shall maintain the
Fidelity Bond as provided for in Section-2.11 protecting and insuring the Servicer against, losses sustained with
respect to any Mortgage Loan satisfied or released other than in accordance with the procedures set forth herein.

(c)      The Owner shall, within five (5) Business Days following receipt of any request from the Servicer (or
within such shorter period as is necessary for the Servicer to perform its obligations hereunder in compliance
with all Acceptable Servicing Procedures) deliver or cause to be delivered to the Servicer the Collateral File
(or any portion thereof) required by the Servicer to process any satisfaction or release of any Mortgage pursuant
to this Section-4.2.  In addition, if any Mortgage Loan has been paid in full and the Owner has recorded the
related Assignment of Mortgage designating the Owner as the holder of record of the Mortgage, the Servicer shall
prepare and deliver to the Owner, together with a request for execution, the documents and instruments necessary
to satisfy or release the lien of the Mortgage.  The Owner shall, within five (5)-Business Days following its
receipt of any such request, send to the Servicer the fully-executed documents that were prepared and requested
by the Servicer.  In the event that applicable state law requires that a satisfaction or release be recorded
within a shorter time period than the foregoing procedure permits, the Servicer shall advise the Owner
accordingly and shall use commercially reasonable efforts to ensure that the lien of the Mortgage is released or
satisfied in accordance with applicable state law requirements, and the Owner shall assist therewith by, to the
extent reasonably practicable, returning to the Servicer the required portion of the Collateral File and, if
applicable, the executed satisfaction and release documents and instruments within the time periods reasonably
specified by the Servicer.

(d)      If a Mortgage Loan that has been paid in full is a MERS Loan, the Servicer may cause the removal of such
Mortgage Loan from registration on the MERS® System and execute and deliver, on behalf of the Owner, any and all
related instruments of satisfaction or release.  No expense incurred in connection with the delivery of any
instrument of satisfaction or deed or reconveyance shall be chargeable to the Account or the Owner.

Section 1.24.     Servicing Compensation

         The Servicer shall be entitled to pay itself a Servicing Fee for each Mortgage Loan serviced hereunder.
The obligation of the Owner to pay such Servicing Fee is limited to, and payable solely from, the interest
portion of the Monthly Payments and Late Collections collected by the Servicer with respect to the related
Mortgage Loan.  Additional servicing compensation in the form of non-sufficient funds check fees, assumption
fees, conversion fees, other related administrative fees, late payment charges, Prepayment Charges and other
similar types of ancillary fees and charges that are actually received by the Servicer may be retained by the
Servicer to the extent not required to be deposited into the Account pursuant to the terms of this Agreement.  In
addition to the Servicing Fee payable hereunder, the Servicer shall be entitled to pay itself an REO Management
Fee for each REO Property managed by the Servicer or its agent.  The Servicer shall be required to pay all
expenses incurred by it in connection with its servicing activities hereunder and shall not be entitled to
reimbursement therefor except as specifically provided for in this Agreement.  Any Late Collections shall be
applied by the Servicer in the following order of priority:  (i) first to pay the expenses incurred in connection
with collection of such Late Collections, (ii) second to reimburse itself for any related unpaid Servicing Fees,
unpaid REO Management Fees and unreimbursed Servicing Advances and Monthly Advances and (iii) the balance to be
distributed to the Owner.

Section 1.25.     Statements as to Compliance

(a)      Not later than March 15 of each year (or if such day is not a Business Day, the next succeeding Business
Day), the Servicer will deliver to the Owner and, with respect to any Mortgage Loans subject to a Pass-Through
Transfer, each other Person entitled to receive servicing reports provided pursuant to Section 3.2(a) an
Officer's Certificate for the prior calendar year, beginning with the calendar year ending December 31, 2005,
stating (i) a review of the activities of the Servicer during the preceding year and of performance under this
Agreement has been made under such officer's supervision, and (ii) to the best of such officer's knowledge, based
on such review, the Servicer has fulfilled all of its obligations under this Agreement throughout such year or,
if there has been a default in the fulfillment of any such obligation, specifying each such default known to such
officer and the nature and status thereof.

(b)      Not later than March 15 of each year (or if such day is not a Business Day, the next succeeding Business
Day), with respect to any Mortgage Loans subject to a Pass-Through Transfer, the Servicer will deliver to the
Owner and each other Person entitled to receive servicing reports provided pursuant to Section 3.2(a) an
Officer's Certificate for the prior calendar year, beginning with the calendar year ending December 31, 2005, in
substantially the form of Exhibit-D to this Agreement.

(c)      The Servicer agrees to indemnify and hold harmless each of the Owner, each other Person entitled to
receive servicing reports provided pursuant to Section 3.2(a), each Person, if any, who "controls" the Owner or
such other Person within the meaning of the Securities Act of 1933, as amended, and their respective officers and
directors against any and all losses, penalties, fines, forfeitures, legal fees and related costs, judgments and
any other costs, fees and expenses that such Person may sustain arising out of third party claims based on (i)
the failure of the Servicer to deliver or cause to be delivered when required any Officer's Certificate required
pursuant to Section 4.4(a) or Section 4.4(b), or the accountants' statement required pursuant to Section 4.5, or
(ii) any material misstatement or omission in any certification pursuant to Section 302(a) of the Sarbanes-Oxley
Act of 2002 and Rules 13a-14 and 15d-14 promulgated by the Securities and Exchange Commission thereunder made in
reliance on any material misstatement or omission contained in any Officer's Certificate provided pursuant to
Section 4.4(a) or Section 4.4(b).  If the indemnification provided for herein is unavailable or insufficient to
hold harmless any person indemnified pursuant to this Section 4.4(c) ("Indemnitee"), then the Servicer agrees
that it shall contribute to the amount paid or payable by the Indemnitee as a result of the losses, claims,
damages or liabilities of the Indemnitee arising out of clause (i) or (ii) of the preceding sentence in such
proportion as is appropriate to reflect the relative fault of the Indemnitee on the one hand and the Servicer on
the other.

(d)      For purposes of paragraph (c), "third party claims" shall include claims brought against an Indemnitee
by any agent or affiliate of such Indemnitee where such claims arise out of, or are based on, (A) the failure of
the Servicer to deliver or cause to be delivered when required any Officer's Certificate required pursuant to
paragraphs (a) and (b) of this Section 4.4 or (B) any material misstatement or omission in any certification
pursuant to Section 302(a) of the Sarbanes-Oxley Act of 2002 and Rules 13a-14 and 15d-14 promulgated by the
Securities and Exchange Commission thereunder made in reliance on any material misstatement or omission contained
in any Officer's Certificate provided pursuant to paragraphs (a) or (b) of this Section 4.4.

Section 1.26.     Annual Independent Public Accountants' Servicing Report

         Not later than March 15 of each year (or if such day is not a Business Day, the next succeeding Business
Day), the Servicer will, at its expense, cause a firm of independent public accountants that is a member of the
American Institute of Certified Public Accountants to furnish to the Owner and, with respect to any Mortgage
Loans subject to a Pass-Through Transfer, each other Person entitled to receive servicing reports provided
pursuant to Section 3.2(a), a statement to the effect that, based on an examination conducted by such firm in
compliance with the Uniform Single Attestation Program for Mortgage Bankers ("USAP"), the assertion of management
(the "Management Assertion") of the Servicer regarding compliance with the minimum servicing standards identified
in the USAP is fairly stated in all material respects, except for (i) such exceptions as such firm shall believe
to be immaterial, and (ii) such other exceptions as shall be set forth in such statement or such Management
Assertion.

Section 1.27.     Owner's Right to Examine Servicer Records, etc.

(a)      The Owner shall have the right, at its expense, to (i)-examine and audit the Servicer's books of
account, records, reports and other papers relating to (x)-the performance by the Servicer of its obligations and
duties under this Agreement, or (y)-the Mortgage Loans, (ii)-make copies and extracts therefrom and (iii) discuss
the affairs, finances, and accounts of the Servicer relating to such performance with the Servicer's officers and
employees, all at such times and places, and with such frequency, as may be reasonably requested.

(b)      The Servicer shall provide to the Owner and any supervisory agents or examiners representing a state or
federal governmental agency having jurisdiction over the Owner, including without limitation the OTS, the FDIC
and other similar entities, access to any documentation regarding the Mortgage Loans in the possession of the
Servicer that is required by any applicable regulations.  Such access shall be afforded without charge, upon
reasonable request, during normal business hours, at the offices of the Servicer and in accordance with any
applicable regulations.

Section 1.28.     Cooperation

         The Servicer and the Owner shall cooperate fully with one another and their respective counsel and other
representatives and advisors in connection with the steps required to be taken as part of their respective
obligations under this Agreement.

Section 1.29.     Consents and Approvals

         The Servicer shall timely obtain, at its sole cost and expense, the consents and approvals required by
law or pursuant to contract to consummate the transactions contemplated hereby.  All such consents shall be
obtained without any cost or expense to the Owner and shall be obtained without any adverse modification in the
terms of any of the agreements relating to the Mortgage Loans or the imposition of any burdensome provisions or
conditions on the Owner.



                                                   THE servicer

Section 1.30.     Indemnification; Third Party Claims

(a)      (i)  The Servicer agrees to indemnify and hold harmless the Owner against any and all losses, penalties,
fines, forfeitures, legal fees and related costs, judgments and any other costs, fees and expenses ("Losses")
resulting from the failure of the Servicer to service the Mortgage Loans in compliance with the terms of this
Agreement; provided, however, the Servicer shall not be liable hereunder with respect to (A) any action or
inaction resulting from the written direction or consent of the Owner, (B) any action or inaction resulting from
the Owner's failure to cause any Collateral File (or portion thereof) to be released to the Servicer pursuant to
Sections-2.18 or 4.2(c), or (C) any action or inaction resulting from the Owner's failure to comply with
Section-5.1(b) or Section 5.6, or (D) any indirect, special or consequential damages, losses, costs or expenses
incurred by Owner; provided, further, that with respect to Losses related to claims other than third party
claims, the Servicer shall only be liable to the Owner for the fees and expenses of the Owner's legal counsel to
the extent that such fees and expenses are required to be reimbursed pursuant to Section 9.14 hereof.  (ii)  The
Servicer shall notify the Owner if a claim is made by a third party with respect to this Agreement or the
Mortgage Loans that the Servicer determines in its good faith judgment will materially affect the Owner's
interest in such Mortgage Loans.  The Servicer shall assume (with the written consent of the Owner) the defense
of any such claim and, subject to clause (iii) of this Section-5.1, pay all reasonable expenses in connection
therewith, including counsel fees, and promptly pay, discharge and satisfy any judgment or decree that may be
entered against the Servicer or the Owner in respect of such claim.  The Servicer shall follow any written
instructions received from the Owner in connection with any such claim.  The Servicer shall have the right to
reimburse itself from the Account for all expenses, advances and liabilities incurred by the Servicer in respect
of any such claim (whether or not the Servicer has assumed the defense thereof), except when the claim (x)-is
related to the Servicer's obligations to indemnify the Owner pursuant hereto, (y)- results from the failure of
the Servicer to service the Mortgage Loans in compliance with the terms of this Agreement, or (z)-results from
the Servicer's willful misconduct, bad faith or negligence in performing its duties under this Agreement.  (iii)
If the Owner receives service of a summons or other first legal process, the Servicer shall not be liable for any
costs or expenses pursuant to the indemnity in this Section 5.1 unless the Owner provides written notice to the
Servicer that describes the nature of the claim within a reasonable time after service of such summons or other
first legal process upon the Owner; provided, however, that the Owner's failure to notify the Servicer pursuant
to this paragraph shall not relieve the Servicer from any liability that the Servicer may have to the Owner
otherwise than on account of this indemnity.  The Servicer shall not be required to indemnify any person for any
settlement of any claim effected without the Servicer's consent, which consent shall not be unreasonably withheld.

(b)      With respect to any Mortgage Loan, if the Owner records or causes to be recorded the related Assignment
of Mortgage designating the Owner as the holder of record of the Mortgage in the appropriate public recording
office of the jurisdiction in which the related Mortgaged Property is located, and the Owner, in its capacity as
the holder of record, receives written notice of any action with respect to the related Mortgage or Mortgaged
Property, the Owner shall promptly send a copy of such notice to the Servicer in accordance with Section-9.8.
The Servicer shall have no liability to the Owner for claims, losses, penalties, fines, forfeitures, legal fees
and related costs, judgments, or any other costs or expenses, that result from the Owner's failure to comply with
the provisions set forth in this paragraph.

Section 1.31.     Servicer Covenants; Merger or Consolidation of the Servicer

(a)      The Servicer covenants that, subject to Section-5.2(b), it shall keep in full force and effect its
existence, rights and franchises as a corporation and its status as a Fannie Mae  or Freddie Mac approved
servicer in good standing and will obtain and preserve its qualification to do business as a foreign corporation
in each jurisdiction in which such qualification is or shall be necessary to protect the validity and
enforceability of this Agreement or any of the Mortgage Loans and to perform its duties under this Agreement.

(b)      Any Person into which the Servicer may be merged or consolidated, or any Person resulting from any
merger, conversion or consolidation to which the Servicer shall be a party, or any Person succeeding to all, or
substantially all, of the business or assets of the Servicer (whether or not related to loan servicing), shall be
the successor of the Servicer hereunder, without the execution or filing of any paper, or any further act on the
part of any of the parties hereto, anything herein to the contrary notwithstanding; provided, however, that the
Servicer shall not be a party to any such merger, consolidation or conversion, or sell or otherwise dispose of
all, or substantially all, of its business or assets, unless the successor or surviving Person shall be an
institution that is a Fannie Mae or Freddie Mac approved servicer in good standing and a member of MERS in good
standing.  In addition, the successor or surviving Person shall be an institution (i)-having a GAAP net worth of
not less than $25,000,000 and (ii) the deposits of which are insured by the FDIC, SAIF and/or BIF, or which is a
HUD-approved mortgagee whose primary business is in origination and servicing of first lien mortgage loans.

Section 1.32.     Limitation on Liability of the Servicer and Others

         The Servicer and the directors, officers, employees or agents of the Servicer shall not be under any
liability to the Owner (i) for any action taken, or for refraining from the taking of any action, in good faith
pursuant to this Agreement, (ii) for errors in judgment made in good faith, (iii) for any action or inaction in
accordance with the written direction or consent of the Owner, (iv) for any action or inaction resulting from the
Owner's failure to cause any Collateral File (or portion thereof) to be released to the Servicer pursuant to
Sections-2.18 or 4.2(c), or (v) for any action or inaction resulting from the Owner's failure to comply with
Section-5.1(b) or Section 5.6; provided, however, this provision shall not protect the Servicer against any
breach of warranties or representations made herein, any failure to perform its obligations in accordance with
any standard of care set forth in this Agreement (unless in accordance with the written direction or consent of
the Owner) or any liability that would otherwise be imposed by reason of willful misconduct, bad faith or
negligence in the performance of duties.  The Servicer and any officer, employee or agent of the Servicer may
rely in good faith on any document of any kind that appears, on its face, to be properly executed and submitted
by any Person respecting any matters arising hereunder.  Subject to Section-5.1(a), the Servicer shall not be
under any obligation to appear in, prosecute or defend any legal action that is not incidental to its duties
under this Agreement and that may result in any expense or liability to the Servicer; provided, however, that the
Servicer may, with the written consent of the Owner, undertake any such action that it may deem necessary or
desirable with respect to this Agreement and the rights, duties, and the interests of the parties hereto.  In
such event, the legal expenses and costs of such action and any liability resulting therefrom shall be expenses,
costs, and liabilities for which the Owner shall be liable and the Servicer shall be entitled to be reimbursed
therefor from the Account, unless any such costs or liabilities shall result from the negligence, bad faith or
willful misfeasance of the Servicer in performing such action.

Section 1.33.     Servicer Not to Resign

         The Servicer shall not resign from the obligations and duties hereby imposed on it except upon the
determination that such Servicer's duties hereunder are no longer permissible under Applicable Requirements and
such incapacity cannot be cured by such Servicer.  Any such determination permitting the resignation of the
Servicer shall be evidenced by an Opinion of Counsel to such effect delivered to the Owner.  No such resignation
shall become effective until a successor that satisfies the requirements set forth in Section-9.1 has assumed the
Servicer's responsibilities and obligations hereunder in accordance with such Section.

Section 1.34.     Transfer of Servicing

         The Servicer acknowledges that the Owner has entered into this Agreement in reliance upon the adequacy
of the Servicer's servicing facilities, plan, personnel, records and procedures, its integrity, reputation and
financial standing and the continuance thereof.  Without in any way limiting the generality of this Section-5.5,
the Servicer shall not either assign this Agreement or any of the servicing rights or obligations hereunder
except (i)-in connection with a merger or consolidation permitted under Section-5.2(b), or (ii)-with the prior
written consent of the Owner, which consent shall not be unreasonably withheld or delayed.

Section 1.35.     Transfer of Mortgage Loans

(a)      The Owner shall have the right, without the consent of the Servicer, to assign its interest under this
Agreement with respect to any Mortgage Loans; provided, however, that (i) the Owner shall give the Servicer
written notice ten (10) days prior to any such assignment of its interest under this Agreement and (ii) in
connection with any Pass-Through Transfer or Whole Loan Transfer, the Owner shall comply with the provisions of
Section 8.1(a) hereof.  The Owner shall also have the right to designate any Person to exercise the rights of
Owner hereunder to the extent provided in Section-8.2 of this Agreement.

(b)      The Servicer shall keep books and records in which, subject to such reasonable regulations as it may
prescribe, the Servicer shall note transfers of Mortgage Loans.  For the purposes of this Agreement, the Servicer
shall be under no obligation to deal with any Person with respect to this Agreement or any Mortgage Loan unless
the books and records show such person as the owner of such Mortgage Loan.  Upon receipt of a written notice from
the Owner of any assignment of any Mortgage Loan, the Servicer shall mark its books and records to reflect the
ownership of such Mortgage Loan by such assignee.

Section 1.36.     Representations and Warranties of the Servicer

         The Servicer hereby represents and warrants to the Owner as of the related Closing Date as follows:

(a)      The Servicer is a federally chartered savings bank, duly organized, validly existing and in good
standing under the laws of the United States and has all licenses necessary to carry on its business as now being
conducted and is licensed, qualified and in good standing in the states where the Mortgaged Properties are
located, if the laws of such states require licensing or qualification in order to conduct business of the type
conducted by the Servicer and to the extent necessary to ensure the servicing of each Mortgage Loan in accordance
with this Agreement.  The Servicer has the corporate power and authority to enter into, execute and deliver this
Agreement and all documents and instruments executed and delivered pursuant hereto and to perform its obligations
in accordance therewith.  The execution, delivery and performance of this Agreement by the Servicer and the
consummation of the transactions contemplated hereby have been duly and validly authorized.  This Agreement
evidences the valid, binding and enforceable obligations of the Servicer, subject as to enforcement, (i) to
bankruptcy, insolvency, receivership, conservatorship, reorganization, arrangement, moratorium and other laws of
general applicability relating to or affecting creditors' rights and (ii) to general principles of equity,
whether such enforcement is considered in a proceeding in equity or at law.  All requisite corporate action has
been taken by the Servicer to make this Agreement valid and binding upon the Servicer in accordance with its
terms.

(b)      No consent, approval, authorization, or order of any court or governmental agency or body relating to
the transactions contemplated by this Agreement is required as to the Servicer or, if required, such consent,
approval, authorization, or order has been obtained.

(c)      The consummation of the transactions contemplated by this Agreement, including without limitation the
fulfillment of, or compliance with, the terms and conditions of this Agreement, are in the ordinary course of
business of the Servicer and shall not (i)-result in the breach of any term or provision of the charter or
by-laws of the Servicer, (ii)-result in the breach of any term or provision of, or conflict with or constitute a
default under, or result in the acceleration of any obligation under, any material agreement, indenture, loan or
credit agreement, or other instrument to which the Servicer or its property is subject, or (iii)-result in the
violation of any law, rule, regulation, order, judgment, or decree to which the Servicer or its property is
subject.

(d)      There is no action, suit, proceeding or investigation pending or, to the best of the Servicer's
knowledge, threatened against the Servicer that, either in any one instance or in the aggregate, is likely (in
the Servicer's judgment), to result in any material impairment of the right or ability of the Servicer to carry
on its business substantially as now conducted, or that would adversely affect the validity of this Agreement, or
of any action taken or to be taken in connection with the obligations of the Servicer contemplated herein, or
that would be likely to materially impair the ability of the Servicer to perform its obligations hereunder.

(e)      The Servicer is an approved servicer of mortgage loans for Fannie Mae in good standing.  No event has
occurred, including but not limited to a change in insurance coverage, that would make the Servicer unable to
comply with Fannie Mae eligibility requirements.

(f)      The Servicer is a member of MERS in good standing.  The Servicer shall comply in all material respects
with the rules and procedures of MERS in connection with the servicing of each MERS Loan for as long as each such
Mortgage Loan is registered on the MERS® System.



                                                      DEFAULT

Section 1.37.     Events of Default

         In case one or more of the following Events of Default by the Servicer shall occur and be continuing:

(i)      any failure by the Servicer to remit to the Owner when due any payment required to be made under the
terms of this Agreement, which failure continues unremedied for a period of three (3) Business Days after the
date on which written notice of such failure, requiring the same to be remedied, shall have been received by the
Servicer, from the Owner; or

(ii)     any failure by the Servicer to duly observe or perform, in any material respect, any other covenant,
obligation or agreement of the Servicer as set forth in this Agreement, which failure continues unremedied for a
period of forty-five (45) (or, in the case of any failure to pay the premium for any insurance policy that is
required to be maintained hereunder, fifteen (15)) days after the date on which written notice of such failure,
requiring the same to be remedied, shall have been given to the Servicer by the Owner; or

(iii)    a decree or order of a court or agency or supervisory authority having jurisdiction for the appointment
of a conservator or receiver or liquidator in any insolvency, readjustment of debt, marshaling of assets and
liabilities, or similar proceedings, or for the winding-up or liquidation of its affairs, shall have been entered
against the Servicer and such decree or order shall have remained in force, undischarged or unstayed for a period
of sixty (60) days; or

(iv)     the Servicer shall consent to the appointment of a conservator, receiver or liquidator in any
insolvency, readjustment of debt, marshaling of assets and liabilities or similar proceedings of or relating to
the Servicer or relating to all, or substantially all, of the Servicer's property; or

(v)      the Servicer shall admit in writing its inability to pay its debts as they become due, file a petition
to take advantage of any applicable insolvency or reorganization statute, make an assignment for the benefit of
its creditors, or voluntarily suspend payment of its obligations; or

(vi)     the Servicer shall fail to be an approved servicer of mortgage loans for Fannie Mae in good standing; or

(vii)    the Servicer shall fail to be in compliance with the "doing business" or licensing laws of any
jurisdiction where a Mortgaged Property is located; or

(viii)   the Servicer shall attempt to assign this Agreement or the servicing responsibilities hereunder in
contravention of this Agreement; or

(ix)     failure by the Servicer to duly perform within the required time period, its obligations under Sections
4.4 and 4.5, which failure continues unremedied after the Certification Cure Deadline;

then, and in each and every such case, so long as such Event of Default shall not have been remedied, the Owner,
by notice in writing to the Servicer (in each such instance, the "Defaulted Servicer"), may, in addition to
whatever rights the Owner may have at law or equity, including injunctive relief and specific performance,
commence termination of all of the rights and obligations of the Defaulted Servicer under this Agreement pursuant
to Section-7.2, and may exercise any and all other remedies available at law or at equity.  Upon receipt by the
Defaulted Servicer of such written notice from the Owner stating the intent to terminate the Defaulted Servicer
as servicer under this Agreement as a result of such Event of Default, all authority and power of the Defaulted
Servicer under this Agreement, whether with respect to the Mortgage Loans or otherwise, shall pass to and be
vested in the successor appointed pursuant to Section-9.1.  Upon written request from the Owner, the Defaulted
Servicer shall, at its sole expense, prepare, execute, and place in such successor's possession or control all
Collateral Files and Credit Files, and do or cause to be done all other acts or things necessary or appropriate
to effect the purposes of such notice of termination, all of which shall be undertaken immediately and shall be
completed as soon as possible and in all events by not later than forty-five (45) Business Days following the
Owner's request therefor.  The Defaulted Servicer agrees to cooperate with the Owner and such successor in
effecting the termination of the Defaulted Servicer's responsibilities and rights hereunder, including, without
limitation, the transfer to such successor of all cash amounts that have been credited by the Defaulted Servicer
to the Account or the Escrow Account at the time of transfer, and all other amounts that may thereafter be
received with respect to the Mortgage Loans and to which the Defaulted Servicer is not entitled pursuant to the
terms of this Agreement.

Section 1.38.     Waiver of Defaults

         The Owner may waive any default by the Defaulted Servicer in the performance of its obligations
hereunder and its consequences.  Any such waiver must be in writing to be effective.  Upon any waiver of a past
default, such default shall cease to exist, and any Event of Default arising therefrom shall, unless otherwise
specified in such waiver, be deemed to have been remedied for every purpose of this Agreement unless the
Defaulted Servicer fails to comply with the terms of such waiver.  No such waiver shall extend to any subsequent
or other default or impair any right consequent thereto except to the extent expressly so waived.

Section 1.39.     Survival of Certain Obligations and Liabilities of the Defaulted Servicer

         The representations, warranties, covenants, indemnities and agreements of the parties provided in this
Agreement and the parties' obligations hereunder shall survive the execution and delivery and the termination or
expiration of this Agreement.  Notwithstanding any termination of the rights and obligations of the Servicer
pursuant to this Article-6, the Defaulted Servicer shall remain liable for any actions of the Defaulted Servicer
taken prior to the effective time of such termination.



                                                    TERMINATION

Section 1.40.     Termination of Agreement

         This Agreement shall terminate upon either (i)-the later of the distribution to the Owner of final
payment or liquidation with respect to the last Mortgage Loan subject to this Agreement and each REO Property or
the disposition of all property acquired upon foreclosure or deed in lieu of foreclosure with respect to the last
Mortgage Loan subject to this Agreement and the remittance of all funds due hereunder, or (ii)-the mutual written
consent of the parties.

Section 1.41.     Termination of the Servicer Upon Unremedied Event of Default

         The Owner may, at its sole option, following an unremedied Event of Default and in accordance with
Section-6.1, terminate any rights the Servicer may have hereunder.  The Owner, with full cooperation of the
Servicer, shall arrange for the transfer of servicing, at the Owner's option, to the Owner or a third party
successor servicer pursuant to Section-9.1, and the Servicer shall continue servicing the Mortgage Loans under
this Agreement, for the Servicing Fee provided herein, until the Owner gives the Servicer notice of such transfer.



                                       PASS-THROUGH AND WHOLE LOAN TRANSFER

Section 1.42.     Pass-Through Transfers or Whole-Loan Transfers

(a)      The Owner and the Servicer agree that in connection with any Whole Loan Transfer or Pass-Through
Transfer, the Owner may, in its sole discretion, assign its rights under this Agreement with respect to the
Mortgage Loans subject to such Whole Loan Transfer or Pass-Through Transfer provided that: (i) the Owner provides
the Servicer with fifteen (15) calendar days' prior written notice of its intent to effect such Whole Loan
Transfer or Pass-Through Transfer; (ii) no more than three (3) investors would own Mortgage Loans subject to such
Whole Loan Transfer or Pass-Through Transfer; (iii) the Owner provides the Servicer with initial drafts of all
documents for which the Servicer is requested to become a party in connection with such Whole Loan Transfer or
Pass-Through Transfer at least ten (10) days prior to the related settlement date (the "Subsequent Transfer
Settlement Date"); (iv) the Owner provides the Servicer with a final list of the Mortgage Loans subject to such
Whole Loan Transfer or Pass-Through Transfer at least two (2) Business Days prior to the related Subsequent
Transfer Settlement Date; and (v) no Mortgage Loan shall be subject to more than one (1) Whole Loan Transfer or
Pass-Through Transfer in any given Due Period.

(b)      The Owner shall reimburse the Servicer for all reasonable out-of-pocket expenses, including attorneys'
fees, incurred by the Servicer in connection with any Whole Loan Transfer or Pass-Through Transfer.

(c)      In connection with each Whole Loan Transfer or Pass-Through Transfer permitted under Section 8.1(a), the
Servicer shall: (i) provide the Owner with information and appropriate verification of information in its
possession or control as may reasonably be necessary in order to effect such Whole Loan Transfer or Pass-Through
Transfer (and, to the extent any such information is in the possession or control of any third party, use
commercially reasonable efforts to cause such third party to provide such information); (ii) cooperate with all
reasonable requests and due diligence procedures not otherwise addressed herein; and (iii) execute an Assignment,
Assumption and Recognition Agreement, provided that each of the Servicer and the Owner is given an opportunity to
review and reasonably negotiate in good faith the content of such document.

(d)      With respect to any Whole Loan Transfer or Pass-Through Transfer permitted under Section 8.1(a) in which
a prospectus, prospectus supplement or other disclosure document (a "Disclosure Document") is prepared in
connection therewith, and in which 10% or more of the mortgage loans in the related transaction (measured as of
the closing of such transaction) consist of Mortgage Loans if such Whole Loan Transfer or Pass Through Transfer
occurs prior to April 1, 2006, and in which 20% or more of the mortgage loans in the related transaction
(measured as of the closing of such transaction) consist of Mortgage Loans if such Whole Loan Transfer or
Pass-Through Transfer occurs on or after April 1, 2006, the Servicer shall:

(i)      provide for inclusion as part of such Disclosure Document (A) the regulatory status of the Servicer and
its affiliates and (B) delinquency and foreclosure information of the type typically provided by the Servicer in
connection with mortgage loans originated by the Servicer and securitized by third parties (the information
referred to in this sentence, in the form provided to the Owner, being "Servicer's Information");

(ii)     provide the Owner with an accountants comfort letter addressing the delinquency and foreclosure
statistics of the Servicer; and

(iii)    (A) indemnify and hold harmless the transferee under any permitted Pass-Through Transfer, the Owner and
each Person, if any, who "controls" such transferee, if any, or the Owner within the meaning of the Securities
Act of 1933, as amended (an "Indemnified Party"), against any losses, claims, damages or liabilities to which
such Indemnified Party may become subject, under the Securities Act of 1933, as amended, or otherwise, insofar as
such losses, claims, damages or liabilities (or actions in respect thereof) (x) arise out of or are based upon
any untrue statement of any material fact contained in Servicer's Information provided by such Servicer and
included in a Disclosure Document, or (y) arise out of or are based upon the omission to state in such Servicer's
Information a material fact required to be stated in the Servicer's Information or necessary to make the
statements in the Servicer's Information not misleading, and (B) reimburse each Indemnified Party for any legal
or other expenses reasonably incurred by such Indemnified Party in connection with investigating or defending any
such loss, claim, damage, liability or action.

(e)      With respect to any Pass-Through Transfer permitted under Section 8.1(a) in which all or substantially
all of the mortgage loans in the related transaction consist of Mortgage Loans, the Servicer shall:

(i)      execute and deliver a pooling and servicing agreement containing terms and conditions that are
consistent with the terms and conditions set forth herein and that are customary for public, rated transactions
for the issuance of pass-through certificates backed by mortgage loans similar to the Mortgage Loans included in
such Pass-Through Transfer, provided, that (A) any servicing reporting requirements must be consistent with the
standard practices of the Servicer and (B) each of the parties to such pooling and servicing agreement negotiates
in good faith any terms or conditions in such pooling and servicing agreement not specifically referenced or
provided for under this Agreement; and

(ii)     provide Owner with opinions of counsel as to the Servicer's corporate authority and the enforceability
of the pooling and servicing agreement against the Servicer, audit letters addressing the delinquency and
foreclosure statistics of the Servicer and certificates from public officials, each as the Servicer and the Owner
shall mutually agree to be necessary to effect such Pass-Through Transfer.

(f)      With respect to any Whole Loan Transfer or Pass-Through Transfer in which a Disclosure Document is
prepared in connection therewith, the Owner shall:

(i)      provide the Servicer with all drafts of the Servicer's Information when produced and revise the
Servicer's Information in accordance with the Servicer's comments to correct any information therein at the
Owner's cost; and

(ii)     (A) indemnify and hold harmless the Servicer against any losses, claims, damages or liabilities to which
the Servicer may become subject, under the Securities Act of 1933, as amended, or otherwise, insofar as such
losses, claims, damages or liabilities (or actions in respect thereof) (x) arise out of or are based upon any
untrue statement of any material fact contained in such Disclosure Document (other than an untrue statement of
material fact contained in the Servicer's Information), or (y) arise out of or are based upon the omission to
state in such Disclosure Document a material fact required to be stated therein or necessary to make the
statements therein, in the light of the circumstances under which they were made, not misleading (unless the
material fact omitted would constitute Servicer's Information) and (B) reimburse the Servicer for any legal or
other expenses reasonably incurred by the Servicer in connection with investigating or defending any such loss,
claim, damage, liability or action.

Section 1.43.     Designation of a Master Servicer

(a)      Notwithstanding anything to the contrary contained in this Agreement, the Owner shall have the right, in
its sole discretion, upon thirty (30) days' prior written notice to the Servicer, to appoint and designate a
master servicer (the "Master Servicer"), as master servicer of Mortgage Loans subject to a permitted Whole Loan
Transfer or Pass-Through Transfer.  Upon receipt of written notice of such appointment, the Servicer shall
promptly enter into a servicing agreement or an Assignment, Assumption and Recognition Agreement (a "Master
Servicing Agreement") to service the Mortgage Loans for the Master Servicer in accordance with the Master
Servicer's requirements; provided, however, that the Servicer shall be under no obligation to enter into any
Master Servicing Agreement unless the obligations and duties of the Servicer as a subservicer thereunder (i) are
not materially different from than those set forth herein, (ii) do not cause undue burden on the Servicer, (iii)
do not expand in any material respect any of the obligations, duties or liabilities of the Servicer hereunder and
(iv) will not result in any increased cost to the Servicer.  If the Servicer and the Master Servicer enter into a
Master Servicing Agreement, the Servicer shall service the Mortgage Loans, and remit and report to the Master
Servicer, in accordance with the terms of the Master Servicing Agreement and, to the extent inconsistent
therewith, the servicing provisions set forth in this Agreement shall be superseded by the Master Servicing
Agreement.  If the Servicer and the Master Servicer do not enter into a Master Servicing Agreement, the Servicer
shall service the Mortgage Loans, and remit and report to the Master Servicer, in accordance with the terms of
this Agreement.

(b)      Upon appointment of a Master Servicer in accordance with Section-8.2(a), the Servicer shall correspond
and communicate solely with the Master Servicer regarding the servicing of the Mortgage Loans.  The Master
Servicer shall have the right as designee of the Owner, unless otherwise agreed among the Owner, the Master
Servicer and the Servicer, to enforce the covenants and conditions set forth in this Agreement, and the Servicer
shall follow and shall be entitled to rely on the instructions of the Master Servicer under this Agreement as if
such instructions were the instructions of the Owner.  The Master Servicer shall have the right to give any
waivers or consents required or allowed under this Agreement on behalf of the Owner, and the Servicer shall be
entitled to rely on such waivers and consents as if such waivers or consents were the waivers or consents of the
Owner.  The Master Servicer is empowered to enter into and execute and deliver any amendments or modifications to
this Agreement as the Owner's designee hereunder, and such amendments or modifications shall be binding upon the
Owner as if the Owner had executed and delivered the same.


(c)      Upon receipt of notice of termination of the Master Servicer, the Servicer shall no longer deal with the
Master Servicer and shall instead deal directly with the Owner.  From and after receipt of such notice of
termination of the Master Servicer, the Servicer shall service the applicable Mortgage Loans in accordance with
the provisions of this Agreement and shall give no effect to any Master Servicing Agreement entered into with the
Master Servicer.



                                             MISCELLANEOUS PROVISIONS

Section 1.44.     Successor to the Servicer

(a)      Prior to termination of the Servicer's responsibilities and duties under this Agreement pursuant to
Sections 5.4, 6.1, 7.1, or 7.2, the Owner shall either (i)-succeed to and assume all of the Servicer's
responsibilities, rights, duties, and obligations under this Agreement from and after the date of such
succession, or (ii)-appoint a successor to the Servicer that shall succeed to all rights and assume all of the
responsibilities, duties and liabilities of the Servicer under this Agreement prior to the termination of the
Servicer's responsibilities, duties, and liabilities under this Agreement.  If the Servicer's duties,
responsibilities, and liabilities under this Agreement shall be terminated pursuant to any of the foregoing
Sections, the Servicer shall discharge such duties and responsibilities with the same degree of diligence and
prudence that it is obligated to exercise under this Agreement, from the date it acquires knowledge of such
termination until the effective date thereof.
(b)      The Servicer shall promptly deliver to its successor (i) the funds in the Account and the Escrow Account
to which the Owner is entitled pursuant to the terms of this Agreement and all other amounts that may thereafter
be received with respect to the Mortgage Loans and to which the Servicer is not entitled pursuant to the terms of
this Agreement and (ii) all Collateral Files and Credit Files and related documents and statements held by it
hereunder.  The Servicer shall account for all funds and shall execute and deliver such instruments and do such
other things as may reasonably be required to more fully and definitively vest in the successor all such rights,
powers, duties, responsibilities, obligations and liabilities of the Servicer.

(c)      Upon a successor's acceptance of appointment as such, the Owner shall notify the Servicer of such
appointment.

(d)      Notwithstanding any termination pursuant to this Agreement, the Servicer shall continue to be entitled
to receive all amounts accrued or owing to it under this Agreement on or prior to the effective date of such
termination, whether in respect of (i) unreimbursed Servicing Advances or Monthly Advances, (ii) unpaid Servicing
Fees or REO Management Fees, or (iii)-other servicing compensation, and shall continue to be entitled to the
benefits of Section-5.3 notwithstanding any such termination, with respect to events occurring prior to such
termination.

Section 1.45.     Amendment

         This Agreement may be amended from time to time solely by written agreement signed by each of the
parties.


Section 1.46.     Recordation of Agreement; Perfection of Security Interest; Further Assurances

(a)      To the extent necessary under applicable law to protect the interests of the Owner, this Agreement, or a
memorandum thereof, is subject to recordation in all appropriate public offices for real property records in all
the counties or other comparable jurisdictions in which any or all of the Mortgaged Properties are situated, and
in any other appropriate public recording office or elsewhere, such recordation to be effected by the Owner at
the Owner's expense.

(b)      The Servicer agrees to execute or cause to be executed such documents and take or cause to be taken such
actions as may be necessary to effect the intent of this Agreement, including, without limitation, the execution
and delivery of instruments of further assurance and the execution and delivery of such other documents, and the
taking of such other actions, as may be reasonably requested by the Owner.

Section 1.47.     Duration of Agreement

         This Agreement shall continue in existence and effect until terminated as herein provided.

Section 1.48.     Governing Law

         This Agreement shall be governed by and construed in accordance with the laws of the State of New York
(including Section-5-1401 of the New York General Obligations Law) and the obligations, rights and remedies of
the parties hereunder shall be determined in accordance with such laws without giving effect to conflict of laws
principles other than Section-5-1401 of the New York General Obligations Law.

Section 1.49.     General Interpretive Principles

         For purposes of this Agreement, except as otherwise expressly provided or unless the context otherwise
requires:

(i)      the terms defined in this Agreement have the meanings assigned to them in this Agreement and include the
plural as well as the singular, and the use of any gender herein shall be deemed to include the other gender;

(ii)     accounting terms not otherwise defined herein have the meanings assigned to them in accordance with
generally accepted accounting principles;

(iii)    references herein to "Articles," "Sections," "Subsections," "Paragraphs," and other subdivisions without
reference to a document are to designated Articles, Sections, Subsections, Paragraphs, and other subdivisions of
this Agreement;

(iv)     a reference to a Subsection without further reference to a Section is a reference to such Subsection as
contained in the same Section in which the reference appears, and this rule-shall also apply to Paragraphs and
other subdivisions;

(v)      the words "herein," "hereof," "hereunder," and other words of similar import refer to this Agreement as
a whole and not to any particular provision; and

(vi)     the term "include" or "including" shall mean without limitation by reason of enumeration.

Section 1.50.     Reproduction of Documents

         This Agreement and all documents relating hereto, including, without limitation, (i)-consents, waivers,
and modifications that may hereafter be executed, (ii)-documents received by any party on any Closing Date, and
(iii)-financial statements, certificates, and other information previously or hereafter furnished, may be
reproduced by any photographic, photostatic, microfilm, microcard, miniature photographic, or other similar
process.  Any such reproduction shall be admissible in evidence as the original itself in any judicial or
administrative proceeding, whether or not the original is in existence and whether or not such reproduction was
made by a party in the regular course of business.  Any enlargement, facsimile or further reproduction of such
reproduction shall likewise be admissible in evidence.

Section 1.51.     Notices

         All demands, notices, consents, waivers and other communications hereunder shall be in writing and shall
be deemed to have been duly given upon receipt (x) in the case of any notice of an Event of Default, if mailed by
registered mail, postage prepaid and (y) in the case of any other demand, notice, consent, waiver or other
communication, if personally delivered, mailed by registered mail, postage prepaid, delivered by air courier or
sent by facsimile to:

(i)      in the case of the Servicer, at the address set forth below or such other address as may hereafter be
furnished to the Owner in writing by the Servicer:

         Washington Mutual Bank
         9401 Oakdale Avenue (Mail Stop N080108)
         Chatsworth, CA  91311
         Attention:  Vice President, Investor Reporting
         Telephone:  (818) 775-2278
         Facsimile:  (818) 775-2819

(ii)     in the case of the Owner, at the address set forth below, or such other address as may hereafter be
furnished to the Servicer by the Owner:

         EMC Mortgage Corporation
         MacArthur Ridge II
         909 Hidden Ridge Drive, Suite 200
         Attention:  Ms. Ralene Ruyle
         Facsimile:  (972) 442-2810


and in the case of any subsequent Owner, as set forth in written notice supplied to the Servicer by such
subsequent Owner.

         Notwithstanding the foregoing any demand, notice, consent, waiver or communication (other than those
referred to in clause (x) above) may be given by any other means if the parties hereto agree to such alternative
means in writing.

Section 1.52.     Severability of Provisions

         If any one or more of the covenants, agreements, provisions or terms of this Agreement shall be held
invalid for any reason, then such covenants, agreements, provisions or terms shall be deemed severable from the
remaining covenants, agreements, provisions or terms of this Agreement and shall in no way affect the validity or
enforceability of the other covenants, agreements, provisions or terms of this Agreement or the rights of the
Owner hereunder.  If the invalidity of any part, provision, representation or warranty of this Agreement shall
deprive any party of the economic benefit intended to be conferred by this Agreement, the parties shall negotiate
in good faith to develop a new structure, the economic effect of which is nearly as possible the same as the
economic effect of this Agreement without regard to such invalidity.

Section 1.53.     Exhibits and Schedules

         The exhibits and schedules to this Agreement are hereby incorporated and made an integral part of this
Agreement.

Section 1.54.     Counterparts; Successors and Assigns

         This Agreement may be executed in one or more counterparts and by the different parties hereto on
separate counterparts, each of which, when so executed, shall be deemed to be an original; such counterparts,
together, shall constitute one and the same agreement.  Subject to Sections-5.4, 5.5, 5.6, 6.1, 7.1, 7.2 and 8.1,
this Agreement shall inure to the benefit of and be binding upon the Servicer, the Owner and their respective
successors and assigns.

Section 1.55.     Effect of Headings

         The headings in this Agreement are for purposes of reference only and shall not limit or otherwise
affect the meaning hereof.

Section 1.56.     Other Agreements Superseded; Entire Agreement

         This Agreement supersedes all prior agreements and understandings relating to the subject matter
hereof.  This Agreement also replaces and supercedes, with respect to each Mortgage Loan, as of the related
Closing Date, all of the terms and conditions of any other servicing agreement to which the Servicer is bound
that purports to govern the servicing of any such Mortgage Loan.  This Agreement constitutes the entire agreement
of the parties with respect to the subject matter hereof.

Section 1.57.     Attorneys' Fees

         If either party retains an attorney to enforce any of the provisions of this Agreement, the prevailing
party shall be entitled to reasonable attorneys' fees from the other party, including, without limitation, fees
incurred in arbitration and in trial and appellate courts, fees incurred without suit, and all arbitration, court
and accounting costs.

Section 1.58.     Non-Solicitation

         Following the related Closing Date, the Servicer shall not take any action to solicit the refinancing of
any Mortgage Loan, or provide information to any other entity to solicit the refinancing of any Mortgage Loan;
provided that, the foregoing shall not preclude the Servicer, or any of its affiliates, from (a) engaging in
general solicitations to its customer base, including by mass mailing or as part of monthly or periodic
statements mailed to its borrowers or to holders of deposit or other accounts, (b) engaging in solicitations to
the general public, including without limitation by mass mailing, newspaper, radio, television or other media
which are not specifically directed toward the Mortgagors, (c) engaging in solicitations of optional insurance or
other bank products (not including mortgage loans) (d) refinancing the Mortgage Loan of any Mortgagor who,
without solicitation, contacts the Servicer to request the refinancing of the related Mortgage Loan, or (e)
engaging in any action to solicit the refinancing of any Mortgage Loan to the extent such action would be
permitted under the Fannie Mae Selling Guide or the Fannie Mae Servicing Guide.

Section 1.59.     Confidential Information

         Each party understands that certain information that has been furnished and shall be furnished in
connection with the transactions contemplated under this Agreement is required by applicable law (including,
without limitation, the Gramm-Leach-Bliley Act and the regulations promulgated thereunder) to be kept
confidential.  Each party shall maintain the confidentiality of such information and shall not, without the
written consent of the party furnishing such information, disclose it to third parties or use it except in
connection with the transactions contemplated by this Agreement or as permitted by applicable law.

                                                    [signatures follow]




         TO WITNESS THIS, the Servicer and the Owner have caused their names to be signed to this Servicing
Agreement by their respective officers duly authorized as of the day and year first written above.



         SERVICER:

                                                     WASHINGTON MUTUAL BANK
                                                     a federally chartered savings bank

                                                     By:_____________________________

                                                     Name: David Beck

                                                     Title:  Executive Vice President




         OWNER:

                                                     EMC MORTGAGE CORPORATION
                                                     a Delaware corporation

                                                     By:____________________________

                                                     Name:__________________________

                                                     Title:_________________________






STATE OF WASHINGTON                                       )
                                                          ) ss.
COUNTY OF KING                                            )


         This instrument was acknowledged before me on ______________________, 2005, by _____________________ as
_________________________ of Washington Mutual Bank.




[Print Name]_________________________
NOTARY PUBLIC in and for the State of Washington, residing at
My commission expires






STATE OF _____________________                            )
                                                          ) ss.
COUNTY OF ____________________                            )


         This instrument was acknowledged before me on ______________________, 2005, by _____________________ as
_________________________ of EMC Mortgage Corporation.




[Print Name]_________________________
NOTARY PUBLIC in and for the State of _________, residing at
My commission expires




                                                     EXHIBIT A

                               FORM OF REQUEST FOR RELEASE OF DOCUMENTS AND RECEIPT


To:      [Name/Address of Owner]
         Attention:__________________________________
                        Telephone:___________________
                        Facsimile:___________________

                  Re:      Servicing Agreement dated as of __________, 200_ (the "Servicing Agreement") between
                  EMC Mortgage Corporation (the "Owner") and Washington Mutual Bank (the "Servicer")

         In connection  with the  administration  of the Mortgage Loans that we service on your behalf  pursuant to
the  Servicing  Agreement,  we  request  the  release,  and  acknowledge  receipt of the  Collateral  File/[specify
documents]) for the Mortgage Loan described below, for the reason indicated.


Mortgagor's Name, Address and Zip Code:

Mortgage Loan Number:

Reason for Requesting Documents:  (check one)

         _____    1.  Mortgage  Loan paid in full.  (The Servicer  hereby  certifies  that all amounts  received in
                      connection  therewith  have  been  credited  to the  Account  as  provided  in the  Servicing
                      Agreement.)

         _____    2.  Mortgage Loan in foreclosure.

         _____    3.  Repurchase.  (The Servicer  hereby  certifies that the repurchase  price has been credited to
                      the Account.)

         _____    4.  Mortgage Loan liquidated by _________________________________.  (The Servicer hereby
                      certifies that all proceeds of the foreclosure, insurance, condemnation or other
                      liquidation have been finally received and credited to the Account pursuant to the
                      Servicing Agreement.)

         _____    5.  Other (Explain): __________________________________________________________________

         If box 1, 2 or 3 above is checked,  and if all or part of the Collateral  File was previously  released to
us, please  release to us our previous  request and receipt on file with you, as well as any  additional  documents
in your possession relating to the specified Mortgage Loan.

         If box 4 or 5 above is checked,  upon our return of all of the above documents to you, please  acknowledge
your reception by signing in the space indicated below and returning this form.

                                                     WASHINGTON MUTUAL BANK



                                                     By:_________________________________

                                                     Name:_______________________________

                                                     Title:______________________________

Acknowledgment of Documents
returned to the Owner:

[_____________________________]

By:___________________________

Name:_________________________

Title:________________________

Date:_________________________





                                                     EXHIBIT-B

                                             ACCOUNT LETTER AGREEMENT


                                                                                            _______________, ______

To:______________
   ______________
   ______________
   ______________
 (the "Depository")

         As the  "Servicer"  under  the  Servicing  Agreement  dated as of  _________________,  200_,  between  the
Servicer  and the Owner named  therein  (the  "Agreement"),  we hereby  authorize  and request you to  establish an
account,  as an Account pursuant to Section-2.4 of the Agreement,  to be designated as "Washington  Mutual Bank, in
trust for  ______________________,  as Owner,  and any  successor  Owner." All  deposits  in the  account  shall be
subject to withdrawal  therefrom by order signed by the  Servicer.  You may refuse any deposit that would result in
violation of the  requirement  that the account be fully  insured as described  below.  This letter is submitted to
you in duplicate.  Please execute and return one original to us.


                                                                  _________________________________________


                                                                  By:______________________________________

                                                                  Name:____________________________________

                                                                  Title:___________________________________

         The  undersigned,  as the  "Depository,"  hereby  certifies  that  the  above-described  account  has been
established  under Account Number  _________________,  at the office of the Depository  indicated above, and agrees
to honor  withdrawals  on such  account as provided  above.  The full amount  deposited  at any time in the account
will be insured by the Federal Deposit Insurance Corporation.

                                                                  _________________________________________


                                                                  By:______________________________________

                                                                  Name:____________________________________

                                                                  Title:___________________________________




                                                     EXHIBIT-C

                                          ESCROW ACCOUNT LETTER AGREEMENT


                                                                                          ____________________, ___

To:______________
   ______________
   ______________
   ______________
 (the "Depository")

         As the  "Servicer"  under  the  Servicing  Agreement  dated as of  _________________,  200_,  between  the
Servicer  and the Owner named  therein  (the  "Agreement"),  we hereby  authorize  and request you to  establish an
account,  as an Escrow Account  pursuant to Section-2.6  of the Agreement,  to be designated as "Washington  Mutual
Bank, in trust for  ___________________________,  as Owner, and any successor  Owner, and certain  Mortgagors." All
deposits in the account  pursuant to the Agreement shall be subject to withdrawal  therefrom by order signed by the
Servicer.  You may refuse any deposit that would result in violation of the  requirement  that the account by fully
insured  as  described  below.  This  letter is  submitted  to you in  duplicate.  Please  execute  and  return one
original to us.



                                                                  _________________________________________


                                                                  By:______________________________________

                                                                  Name:____________________________________

                                                                  Title:___________________________________


         The  undersigned,  as the  "Depository,"  hereby  certifies  that  the  above-described  account  has been
established  under Account Number  _________________,  at the office of the Depository  indicated above, and agrees
to honor  withdrawals  on such  account as provided  above.  The full amount  deposited  at any time in the account
will be insured by the Federal Deposit Insurance Corporation.


                                                                  _________________________________________


                                                                  By:______________________________________

                                                                  Name:____________________________________

                                                                  Title:___________________________________



                                                     EXHIBIT-D



                                           FORM OF OFFICER'S CERTIFICATE



         I, [name of  certifying  individual],  a duly elected and acting  officer of  Washington  Mutual Bank (the
"Servicer"),  certify pursuant to Section 4.4(b) of the Servicing Agreement dated as of ___________,  200_ (as from
time to time  amended or  replaced  by a  reconstituted  servicing  or other  successor  servicing  agreement,  the
"Servicing  Agreement") between the Servicer and EMC Mortgage Corporation (the "Owner") to the Owner and each other
Person entitled to receive servicing  reports provided  pursuant to Section 3.2(a) of the Servicing  Agreement (the
"Servicing Reports"),  each Person, if any, who "controls" the Owner or such other Person within the meaning of the
Securities  Act of 1933, as amended,  and their  respective  officers and  directors,  with respect to the calendar
year immediately preceding the date of this Certificate (the "Relevant Year"), as follows:



         1.       For  purposes  of  this  Certificate,   "Relevant  Information"  means  the  information  in  the
certificate  provided pursuant to Section 4.4(a) of the Servicing  Agreement (the "Annual Compliance  Certificate")
for the Relevant Year and the  information in all Servicing  Reports  provided by the Servicer  during the Relevant
Year.  Based on my knowledge,  the Relevant  Information,  taken as a whole,  does not contain any untrue statement
of a material fact or omit to state a material  fact  required to be stated  therein which is necessary to make the
statements  made therein,  in light of the  circumstances  under which such statements were made, not misleading as
of the last day of the Relevant Year.



         2.       The Relevant Information has been provided to those Persons entitled to receive it.


         3.       I am  responsible  for reviewing  the  activities  performed by the Servicer  under the Servicing
Agreement  during the  Relevant  Year.  Based upon the review  required by the  Servicing  Agreement  and except as
disclosed in the Annual Compliance  Certificate or the accountants'  statement provided pursuant to Section 4.5, to
the best of my knowledge,  the Servicer has fulfilled its obligations under the Servicing Agreement  throughout the
Relevant Year.


DATED as of ________ __. 200_.




                                                       _________________________________________

                                                       Name:____________________________________

                                                       Title:___________________________________

EXHIBIT-E

CONTENTS OF CREDIT FILE

With respect to each Mortgage Loan, unless otherwise agreed by the Servicer and the Owner, the Credit
File may include each of the following items, which such items may be originals, copies or documents stored on
microfilm or any other comparable medium:

1. Survey of the Mortgaged Property, if available.

2. Each instrument necessary to complete identification of any exception set forth in the exception
schedule in the title policy (i.e., map or plat, restrictions, easements, sewer
agreements, home association declarations, etc.).

3. Evidence of a hazard insurance policy and, if required by law, a flood insurance policy, with extended
coverage of the hazard insurance policy.

4. Mortgage Loan closing statement (Form HUD-1) and any other truth-in-lending or real estate settlement
procedure forms required by law.

5. Residential loan application.

6. Verification of employment and income (if required pursuant to the seller's underwriting criteria).

7. Verification of acceptable evidence of source and amount of down payment (to the extent required under
the seller's underwriting guidelines).

8. Credit report on the Mortgagor.

9. Residential appraisal report.

10. Photograph of the property.

11. Executed disclosure statement.

12. Tax receipts, insurance premium receipts, ledger sheets, payment records, insurance claim files and
correspondence, correspondence, current and historical computerized data files,
underwriting standards used for origination, and all other papers and records
developed or originated by the applicable seller or others required to document the
Mortgage Loan or to service the Mortgage Loan.

13. A copy of the policy of title insurance, including any endorsements thereto.

14. The executed Power of Attorney, if any.

15. A copy of the original Primary Mortgage Insurance Policy, if any.




                                                     EXHIBIT-F



                                          FORM OF CONFIRMATION AGREEMENT

         This Confirmation Agreement (the "Confirmation Agreement") dated as of __________, 200_ is by and
between Washington Mutual Bank, a savings bank organized under the laws of the United States, in its capacity as
servicer (the "Servicer"), and EMC Mortgage Corporation, a Delaware corporation, and its successors and assigns,
in its capacity as owner (the "Owner").

         Reference is made to that certain Servicing Agreement (the "Servicing Agreement"), dated as of
_________, 200_, among the Servicer and the Owner, the provisions of which are incorporated herein, as such terms
may be modified or supplemented.  All capitalized terms shall have the meanings ascribed to them in the Servicing
Agreement, unless otherwise defined here.

         1.       As of the Closing Date (defined below), Washington Mutual Bank shall service the Mortgage Loans
described on the Mortgage Loan Schedule attached hereto as Schedule-1 (each a "Mortgage Loan," and collectively,
the "Mortgage Loans") for the benefit of the Owner and all subsequent transferees of the Mortgage Loans in
accordance with the terms and conditions of the Servicing Agreement.  The parties to this Confirmation Agreement
hereby acknowledge and agree that, with respect to each Mortgage Loan, the terms and conditions of the Servicing
Agreement shall replace and supercede, as of the Closing Date (defined below), all of the terms and conditions of
any other servicing agreement to which the Servicer is bound that purports to govern the servicing of any such
Mortgage Loan.

         2.       For purposes of the Mortgage Loans to be serviced pursuant to this Confirmation Agreement, the
following terms shall have the following meanings:

         Closing Date:                                [                                  ]

         Custodian:                                   [                                  ]

         Cut-off Date:                                [                                  ]

         Servicing Fee Rate:                          [                                  ]

         3.       This Confirmation Agreement may be executed in one or more counterparts and by the different
parties hereto on separate counterparts, each of which, when so executed, shall be deemed to be an original; such
counterparts, together, shall constitute one and the same agreement.  This Confirmation Agreement shall inure to
the benefit of and be binding upon the Servicer, the Owner and their respective successors and assigns.

         4.       This Confirmation Agreement shall be governed by and construed in accordance with the laws of
the State of New York (including Section-5-1401 of the New York General Obligations Law) and the obligations,
rights and remedies of the parties hereunder shall be determined in accordance with such laws without giving
effect to conflict of laws principles other than Section-5-1401 of the New York General Obligations Law.

         TO WITNESS THIS, the parties have caused their names to be signed by their respective duly authorized
officers as of the date first written above.



                                                     WASHINGTON MUTUAL BANK
                                                     a federally chartered savings bank

                                                     By:  _________________________________

                                                     Name:_________________________________

                                                     Title:________________________________


                                                     EMC MORTGAGE CORPORATION
                                                     a Delaware corporation

                                                     By:__________________________________

                                                     Name:________________________________

                                                     Title:_______________________________



                                                    SCHEDULE-1



                                                  MORTGAGE LOANS
                                                 [to be attached]



                                                    SCHEDULE-I



                                                  MORTGAGE LOANS
                                                 [to be attached]






                                  REGULATION AB AMENDMENT TO SERVICING AGREEMENT

         This REGULATION AB AMENDMENT TO SERVICING AGREEMENT dated as of February 1, 2006 (the "Amendment")
between WASHINGTON MUTUAL BANK, a savings bank organized under the laws of the United States, as servicer (the
"Servicer"), and EMC MORTGAGE CORPORATION, a Delaware corporation, as owner (the "Owner"), is made with respect
to (i) the Servicing Agreement dated as of April 1, 2001 and (ii) the Servicing Agreement dated as of April 1,
2005, (the "Original Servicing Agreements") between the Servicer and the Owner.  Capitalized terms used in this
Amendment without definition have the meanings assigned to them in the Original Servicing Agreement.

         The parties wish to amend each Original Servicing Agreement in order to facilitate compliance by the
Owner and its assignees with Regulation AB (as defined below).

         Accordingly, the parties agree as follows:

                                                     ARTICLE I
                                                    AMENDMENTS

         Section 1.1.      Definitions

         (a)      Article 1 of the Original Servicing Agreement is amended by adding the following definitions:

                  Commission:  The United States Securities and Exchange Commission.

                  Depositor:  The depositor, as such term is defined in Regulation AB, with respect to
         any Securitization Transaction.

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

                  Free Writing Prospectus: The meaning given to such term in Rules 405 and 433 of the 1933 Act.

                  Issuing Entity:  The issuing entity, as such term is defined in Regulation AB, with
         respect to any Securitization Transaction.

                  Master Servicer:  With respect to any Securitization Transaction, the "master
         servicer", if any, identified in the related transaction documents, to the extent such master
         servicer is responsible for executing the Sarbanes Certification (as defined in Section 8.7) or
         any other report filed with the Commission under the Exchange Act.

                  Participating Entity:  As defined in Section 8.7(a)(iii).

                  Permitted Reconstitution:  As defined in Section 8.1(a).

                  Purchase Agreement:  That certain Mortgage Loan Purchase and Sale Agreement dated as
         of April 1, 2005 among Washington Mutual Bank, FA, Washington Mutual Bank fsb and Washington
         Mutual Bank as the sellers and the Owner as the purchaser, as amended.

                  Reconstitution:  Any Securitization Transaction or Whole Loan Transfer.

                  Reconstitution Agreement:  An agreement or agreements entered into by the Servicer and
         the Owner and/or certain third parties, including a master servicer, in connection with a
         Reconstitution with respect to any or all of the Mortgage Loans serviced under this Agreement.

                  Regulation AB:  Subpart 229.1100 - Asset Backed Securities (Regulation AB), 17 C.F.R.
         §§229.1100-229.1123, as such may be amended from time to time, and subject to such clarification
         and interpretation as have been provided by the Commission in the adopting release
         (Asset-Backed Securities, Securities Act Release No. 33-8518, 70 Fed. Reg. 1,506, 1,531 (Jan. 7,
         2005)) or by the staff of the Commission, or as may be provided by the Commission or its staff
         from time to time.

                  Required Notice:  With respect to any Reconstitution, 15 days' prior written notice,
         accompanied by loan-level data with respect to the Mortgage Loans intended for inclusion in
         such Reconstitution.

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

                  Securitization Transaction:  Any transaction involving either (1) a sale or other
         transfer of some or all of the Mortgage Loans directly or indirectly to an issuing entity in
         connection with an issuance of publicly offered or privately placed, rated or unrated
         mortgage-backed securities or (2) an issuance of publicly offered or privately placed, rated or
         unrated securities, the payments on which are determined primarily by reference to one or more
         portfolios of residential mortgage loans consisting, in whole or in part, of some or all of the
         Mortgage Loans.

                  Servicer Information:  The information provided by the Servicer, any Subservicer or
         any Subcontractor pursuant to Section 8.5(a) and (b).

                  Servicing Criteria:  The "servicing criteria" set forth in Item 1122(d) of Regulation
         AB, as such may be amended from time to time.

                  Sponsor:  The sponsor, as such term is defined in Regulation AB, with respect to any
         Securitization Transaction.

                  Static Pool Information:  Static pool information as described in Item 1105(a)(1)-(3)
         and 1105(c) of Regulation AB.

                  Subcontractor:  Any vendor, subcontractor or other Person that is not responsible for
         the overall servicing (as "servicing" is commonly understood by participants in the
         mortgage-backed securities market) of Mortgage Loans but performs one or more discrete
         functions identified in Item 1122(d) of Regulation AB with respect to Mortgage Loans under the
         direction or authority of the Servicer or a Subservicer.

                  Subservicer:  Any Person that services Mortgage Loans on behalf of the Servicer or any
         Subservicer and is responsible for the performance (whether directly or through Subservicers or
         Subcontractors) of a substantial portion of the material servicing functions required to be
         performed by the Servicer under this Agreement or any Reconstitution Agreement that are
         identified in Item 1122(d) of Regulation AB.

         (b)      Article 1 of the Original Servicing Agreement is amended by amending and restating the
following definitions in their entirety:

                  Disclosure Document:  With respect to any Securitization Transaction, a prospectus,
         prospectus supplement, private placement memorandum, offering circular or Free Writing
         Prospectus, prepared in connection with such Securitization Transaction.

                  Portfolio Loans:  As defined in Section 8.1(d).

                  Transferred Loans:  As defined in Section 8.1(d).

                  Whole Loan Transfer:  Any sale or transfer of some or all of the Mortgage Loans, other
         than a Securitization Transaction.

         (c)      Article 1 of the Original Servicing Agreement is amended by deleting the following
definitions:  "Indemnified Party," "Pass-Through Transfer" and "Servicer's Information."

                  (d)      The following provisions of the Original Servicing Agreement shall cease to be
effective as of December 31, 2006:  (i) Sections 4.4 and 4.5 and the related definitions of "Indemnitee,"
"Management Assertion" and "USAP" in Article 1 and (ii) clause (viii) of Section 6.1 and the related definition
of "Certification Cure Deadline."

                  (e)      Article 8 of the Original Servicing Agreement is amended and restated in its entirety
to read as follows:

                                                     article 8
                                     Reconstitutions; regulation ab compliance

         Section 8.1       Reconstitutions; Servicer's Purchase Right

         (a)      Upon Required Notice to the Servicer and subject to the terms and conditions in Article 6 of
the Purchase Agreement, the Owner may, at its sole option, effect one or more Whole Loan Transfers or
Securitization Transactions with respect to some or all of the Mortgage Loans (each, a "Permitted
Reconstitution").  In connection with any Permitted Reconstitution, the Owner, in its sole discretion, may assign
its rights under this Agreement with respect to the Mortgage Loans subject to such Permitted Reconstitution, and
the Servicer shall service the affected Mortgage Loans as the servicer, or as subservicer, if a master servicer
is employed as provided in clause (iii) Section 8.2, on the terms and conditions set forth herein and in any
related Reconstitution Agreement.

         (b)      The Owner shall reimburse the Servicer for all reasonable out-of-pocket expenses, including
attorneys' fees, incurred by the Servicer in connection with any Reconstitution.

         (c)      With respect to any Permitted Reconstitution, the Servicer shall (i) provide the Owner with
information and appropriate verification of information in its possession or control as may reasonably be
necessary in order to effect such Reconstitution (and, to the extent any such information is in the possession or
control of any third party, use commercially reasonable efforts to cause such third party to provide such
information) and (ii) cooperate with all reasonable requests and due diligence procedures not otherwise addressed
herein.

         Section 8.2       Reconstitution Agreements

         In connection with each Permitted Reconstitution, the Servicer shall:

                  (i)      execute and deliver a Reconstitution Agreement containing terms and conditions
that are consistent with the terms and conditions set forth herein and in the Purchase Agreement and, in
the case of a Securitization Transaction, that are customary for publicly offered or privately placed,
rated or unrated securities backed by mortgage loans similar to the Mortgage Loans included in such
Securitization Transaction, provided that (A) any servicing reporting requirements must be consistent
with the standard practices of the Servicer; and (B) such Reconstitution Agreement does not expand in
any material respect any of the obligations, duties or liabilities of the Servicer under this Agreement
or result in any increased cost to the Servicer;

                  (ii)     with respect to any Securitization Transaction in which all or substantially
all of the mortgage loans in the entire related transaction consist of Mortgage Loans, (A) execute and
deliver a pooling and servicing agreement that meets the requirements of clause (i) above, provided that
each of the parties to such pooling and servicing agreement negotiates in good faith any terms or
conditions in such pooling and servicing agreement not specifically referenced or provided for under
this Agreement or the Purchase Agreement; and (B) provide the Owner with opinions of counsel as to the
Servicer's corporate authority and the enforceability of the pooling and servicing agreement against the
Servicer and certificates from public officials, each as the Servicer shall reasonably determine to be
necessary to effect such Securitization Transaction; and

                  (iii)    in the event the Owner or its assignee elects to appoint and designate a
master servicer of Mortgage Loans pursuant to a Reconstitution Agreement, (A) the Servicer shall service
the Mortgage Loans, and remit and report to the master servicer, in accordance with the terms of this
Agreement and the related Reconstitution Agreement; (B) the master servicer shall have the right as
designee of the Owner to enforce the covenants and conditions set forth in, and to give any waivers or
consents required or allowed under, this Agreement on behalf of the Owner; and (C) the Servicer shall
follow and shall be entitled to rely on the instructions and any waiver or consents of the master
servicer under this Agreement as if such instructions were the instructions of the Owner.


     Section 8.3  Intent of the Parties; Reasonableness

         The Owner and the Servicer acknowledge and agree that the purpose of Sections 8.4, 8.5, 8.6,
8.7, 8.8 and 8.9 is to facilitate compliance by the Owner and any Depositor with the provisions of
Regulation AB and related rules and regulations of the Commission.  Although Regulation AB is applicable
by its terms only to offerings of asset-backed securities that are registered under the Securities Act,
the Company acknowledges that investors in privately offered securities may require that the Purchaser
and any Depositor provide comparable disclosure in unregistered offerings.  References in this Agreement
to compliance with Regulation AB include provision of comparable disclosure in private offerings.

         Neither the Owner nor any Depositor shall exercise its right to request delivery of information
or other performance under these provisions other than in good faith, or for purposes other than
compliance with the Securities Act, the Exchange Act and the rules and regulations of the Commission
thereunder (or the provision in a private offering of disclosure comparable to that required under the
Securities Act).  The Servicer acknowledges that interpretations of the requirements of Regulation AB
may change over time, whether due to interpretive guidance provided by the Commission or its staff,
consensus among participants in the asset-backed securities markets, advice of counsel, or otherwise,
and agrees to comply with requests made by the Owner, any Master Servicer or any Depositor in good faith
for delivery of information under these provisions on the basis of evolving interpretations of
Regulation AB.  Each party agrees that it shall cooperate in good faith to amend this Amendment and/or
the Original Servicing Agreement in light of any changes in the interpretations of the requirements of
Regulation AB over time, whether due to interpretive guidance provided by the Commission or its staff,
consensus among participants in the asset-backed securities markets, advice of counsel, or otherwise.
In connection with any Securitization Transaction, the Servicer shall cooperate fully with the Owner and
any Master Servicer to deliver to the Owner (including any of its assignees or designees), any Master
Servicer, and any Depositor, any and all statements, reports, certifications, records and any other
information necessary in the good faith determination of the Owner, the Master Servicer, or any
Depositor to permit the Owner, such Master Servicer, or such Depositor to comply with the provisions of
Regulation AB, together with such disclosures relating to the Servicer, any Subservicer, any Third-Party
Originator and the Mortgage Loans, or the servicing of the Mortgage Loans, reasonably believed by the
Owner or any Depositor to be necessary in order to effect such compliance.

         The Owner (including any of its assignees or designees) shall cooperate with the Company by
providing timely notice of requests for information under these provisions and by reasonably limiting
such requests to information required, in the Owner's reasonable judgment, to comply with Regulation AB.

         Section 8.4       Additional Representations and Warranties of the Servicer

         (a)      The Servicer shall be deemed to represent to the Owner and to any Depositor, as of the
date on which information is first provided to the Owner or such Depositor under Section 8.5 for a
Permitted Reconstitution that, except as disclosed in writing to the Owner or such Depositor, as
applicable:  (i) the Servicer is not aware and has not received notice that any default, early
amortization or other performance triggering event has occurred as to any other securitization due to
any act or failure to act of the Servicer; (ii) the Servicer has not been terminated as servicer in a
residential mortgage loan securitization, either due to a servicing default or to application of a
servicing performance test or trigger; (iii) no material noncompliance with the applicable servicing
criteria with respect to other securitizations of residential mortgage loans involving the Servicer as
servicer has been disclosed or reported by the Servicer; (iv) no material changes to the Servicer's
policies or procedures with respect to the servicing function it will perform under this Agreement and
any Reconstitution Agreement for mortgage loans of a type similar to the Mortgage Loans have occurred
during the three-year period immediately preceding the related Securitization Transaction; (v) there are
no aspects of the Servicer's financial condition that could have a material adverse effect on the
performance by the Servicer of its servicing obligations under this Agreement or any Reconstitution
Agreement; (vi) there are no material legal or governmental proceedings pending (or known to be
contemplated) against the Servicer, any Subservicer or any Third-Party Originator; and (vii) there are
no affiliations, relationships or transactions relating to the Servicer or any Subservicer with respect
to any Securitization Transaction and any party thereto identified by the related Depositor of a type
described in Item 1119 of Regulation AB (other than the affiliation between the Servicer and the Seller).

         (b)      If so requested by the Owner, any Master Servicer, or any Depositor on any date
following the date on which information is first provided to the Owner or any Depositor under Section
8.5, the Servicer shall, within five Business Days following such request, confirm in writing the
accuracy of the representations and warranties set forth in Section 8.4(a) or, if any such
representation and warranty is not accurate as of the date of such request, provide reasonably adequate
disclosure of the pertinent facts, in writing, to the requesting party.

                  Section 8.5       Information to Be Provided by the Servicer

         In connection with any Securitization Transaction that is a Permitted Reconstitution, the
Servicer shall (x) within five Business Days following request by the Owner or any Depositor, provide to
the Owner and such Depositor (or, as applicable, cause each Subservicer to provide), in writing and in
form and substance reasonably satisfactory to the Owner and such Depositor, the information and
materials specified in Sections 8.5(a) and (d), and (y) immediately following notice to or discovery by
the Servicer, provide to the Owner and any Depositor (in writing and in form and substance reasonably
satisfactory to the Owner and such Depositor) the information specified in Section 8.5(b).

         (a)      If so requested by the Owner or any Depositor, the Servicer shall provide such
information regarding the Servicer, as servicer of the Mortgage Loans, and, as applicable, each
Subservicer, as is requested for the purpose of compliance with Item 1108 of Regulation AB.  Such
information shall include, at a minimum:

                  (i)      the Servicer's and each Subservicer's form of organization;

                  (ii)     a description of any material legal or governmental proceedings pending (or
known to be contemplated) against the Servicer and each Subservicer;

                  (iii)    a description of any affiliation or relationship between the Servicer and each
Subservicer and any of the following parties to a Securitization Transaction, as such parties are
identified to the Servicer by the Owner or any Depositor in writing (which writing may be pursuant to a
Reconstitution Agreement delivered to the Servicer) not less than five (5) Business Days in advance of
such Securitization Transaction:

                           (A)      the Sponsor;
                           (B)      the Depositor;
                           (C)      the Issuing entity;
                           (D)      any servicer;
                           (E)      any trustee;
                           (F)      any originator;
                           (G)      any significant obligor;
                           (H)      any enhancement or support provider; and
                           (I)      any other material transaction party.

                  (iv)     a description of how long the Servicer and each Subservicer have been
servicing residential mortgage loans; a general discussion of the Servicer's and each Subservicer's
experience in servicing assets of any type as well as a more detailed discussion of the Servicer's and
each Subservicer's experience in, and procedures for, the servicing function it will perform under this
Agreement and any Reconstitution Agreement; information regarding the size, composition and growth of
the Servicer's and each Subservicer's portfolio of residential mortgage loans of a type similar to the
Mortgage Loans and information on factors related to the Servicer and each Subservicer that may be
material, in the good faith judgment of the Owner or any Depositor, to any analysis of the servicing of
the Mortgage Loans or the related asset-backed securities, as applicable, including, without limitation:

                           (A)      whether any prior securitizations of mortgage loans of a type similar
to the Mortgage Loans involving the Servicer or any Subservicer have defaulted or experienced an early
amortization or other performance triggering event because of servicing during the three-year period
immediately preceding the related Securitization Transaction;

                           (B)      the extent of outsourcing the Servicer and each Subservicer utilizes;

                           (C)      whether there has been previous disclosure of material noncompliance
with the applicable servicing criteria with respect to other securitizations of residential mortgage
loans involving the Servicer or any Subservicer during the three-year period immediately preceding the
related Securitization Transaction;

                           (D)      whether the Servicer or any Subservicer has been terminated as
servicer in a residential mortgage loan securitization, either due to a servicing default or to
application of a servicing performance test or trigger; and

                           (E)      such other information as the Owner or any Depositor may reasonably
request for the purpose of compliance with Item 1108(b)(2) of Regulation AB;

                  (v)      a description of any material changes during the three-year period immediately
preceding the related Securitization Transaction to the Servicer's and each Subservicer's policies or
procedures with respect to the servicing function it will perform under this Agreement and any
Reconstitution Agreement for mortgage loans of a type similar to the Mortgage Loans;

                  (vi)     information regarding the Servicer's and each Subservicer's financial
condition, to the extent that there is a material risk that an adverse financial event or circumstance
involving the Servicer or Subservicer could have a material adverse effect on the performance by the
Servicer or Subservicer of its servicing obligations under this Agreement or any Reconstitution
Agreement;

                  (vii)    information regarding advances made by the Servicer and each Subservicer on
the Mortgage Loans and the Servicer's and Subservicer's overall servicing portfolio of residential
mortgage loans for the three-year period immediately preceding the related Securitization Transaction,
which may be limited to a statement by an authorized officer of the Servicer or Subservicer to the
effect that the Servicer or Subservicer has made all advances required to be made on residential
mortgage loans serviced by it during such period, or, if such statement would not be accurate,
information regarding the percentage and type of advances not made as required, and the reasons for such
failure to advance;

                  (viii)   a description of the Servicer's and each Subservicer's processes and
procedures designed to address any special or unique factors involved in servicing loans of a similar
type as the Mortgage Loans;

                  (vii)    a description of the Servicer's and each Subservicer's processes for handling
delinquencies, losses, bankruptcies and recoveries, such as through liquidation of mortgaged properties,
sale of defaulted mortgage loans or workouts; and

                  (viii)   information as to how the Servicer and each Subservicer defines or determines
delinquencies and charge-offs, including the effect of any grace period, re-aging, restructuring,
partial payments considered current or other practices with respect to delinquency and loss experience.

         (b)      For the purpose of satisfying the Owner's or any Depositor's reporting obligation
under the Exchange Act with respect to any class of asset-backed securities, the Servicer shall (or
shall cause each Subservicer to) (i) immediately notify the Owner and any Depositor in writing of (A)
any material litigation or governmental proceedings pending against the Servicer or any Subservicer and
(B) any affiliations or relationships that develop following the closing date of a Securitization
Transaction between the Servicer or any Subservicer and any of the parties specified in clause (iii) of
Section 8.5(a) (and any other parties identified in writing by the requesting party) with respect to
such Securitization Transaction, and (ii) provide to the Owner and any Depositor a description of such
proceedings, affiliations or relationships.

         (c)      As a condition to the succession to the Servicer or any Subservicer as servicer or
subservicer under this Agreement or any Reconstitution Agreement by any Person (i) into which the
Servicer or such Subservicer may be merged or consolidated, or (ii) which may be appointed as a
successor to the Servicer or any Subservicer, the Servicer shall provide to the Owner and any Depositor,
at least 15 calendar days prior to the effective date of such succession or appointment, (x) written
notice to the Owner and any Depositor of such succession or appointment and (y) in writing and in form
and substance reasonably satisfactory to the Owner and such Depositor, all information reasonably
requested by the Owner or any Depositor in order to comply with its reporting obligation under Item 6.02
of Form 8-K with respect to any class of asset-backed securities.

         (d)      In addition to such information as the Servicer is obligated to provide pursuant to
other provisions of this Agreement:

                  (i)      The Servicer or any Subservicer shall, to the extent the Servicer or such Subservicer
has knowledge thereof, provide to the party responsible for filing distribution reports on Form 10-D in respect
of any Securitization Transaction that includes any of the Mortgage Loans serviced by the Servicer or such
Subservicer notice of the occurrence of any of the following events along with all information as may be required
to be included in the related distribution report on Form 10-D (as specified in the provisions of Regulation AB
referred to below):

                           (A)      Any material modifications, extensions or waivers of pool asset terms, fees,
                                    penalties or payments during the distribution period or that have cumulatively
                                    become material over time (Item 1121(a)(11) of Regulation AB); and

                           (B)      Material breaches of pool asset representations or warranties or transaction
                                    covenants (Item 1121(a)(12) of Regulation AB).

The foregoing information shall be provided in such form as may be mutually agreed by the Servicer and
the Master Servicer.

                  (ii)     Upon request of the Depositor or Master Servicer, the Servicer shall provide to the
Purchaser, the Master Servicer and any Depositor (A) any evidence of the authorization of the person signing any
certification or statement and (B) to supplement the publicly available financial statements of the Servicer,
such financial information and other information related to the Servicer or any Subservicer or to the Servicer's
or such Subservicer's performance hereunder that can be provided without violation of any applicable law and is
reasonably available to the Servicer without unreasonable effort or expense.

         Section 8.6.      Servicer Compliance Statement

         On or before March 10 of each calendar year, commencing in 2007, the Servicer shall deliver to
the Owner, any Master Servicer and any Depositor a statement of compliance addressed to the Owner, such
Master Servicer, and such Depositor and signed by an authorized officer of the Servicer, to the effect
that (i) a review of the Servicer's activities during the immediately preceding calendar year (or
applicable portion thereof) and of its performance under this Agreement and any applicable
Reconstitution Agreement during such period has been made under such officer's supervision, and (ii) to
the best of such officers' knowledge, based on such review, the Servicer has fulfilled all of its
obligations under this Agreement and any applicable Reconstitution Agreement in all material respects
throughout such calendar year (or applicable portion thereof) or, if there has been a failure to fulfill
any such obligation in any material respect, specifically identifying each such failure known to such
officer and the nature and the status thereof.

         Section 8.7       Report on Assessment of Compliance and Attestation

         (a)      On or before March 10 of each calendar year, commencing in 2007, the Servicer shall:

                  (i)      deliver to the Owner, any Master Servicer, and any Depositor a report (in form
and substance reasonably satisfactory to the Owner, such Master Servicer, and such Depositor) regarding
the Servicer's assessment of compliance with the Servicing Criteria during the immediately preceding
calendar year, as required under Rules 13a-18 and 15d-18 of the Exchange Act and Item 1122 of Regulation
AB.  Such report shall be addressed to the Owner, such Master Servicer, and such Depositor and signed by
an authorized officer of the Servicer, and shall address each of the "Applicable Servicing Criteria"
specified on Exhibit H hereto;

                  (ii)     deliver to the Owner, any Master Servicer and any Depositor a report of a
registered public accounting firm reasonably acceptable to the Owner, such Master Servicer, and such
Depositor that attests to, and reports on, the assessment of compliance made by the Servicer and
delivered pursuant to the preceding paragraph.  Such attestation shall be in accordance with Rules
1-02(a)(3) and 2-02(g) of Regulation S-X under the Securities Act and the Exchange Act;

                  (iii)    cause each Subservicer and each Subcontractor determined by the Servicer
pursuant to Section 8.8(b) to be "participating in the servicing function" within the meaning of Item
1122 of Regulation AB (each, a "Participating Entity"), to deliver to the Owner, any Master Servicer,
and any Depositor an assessment of compliance and accountants' attestation as and when provided in
paragraphs (i) and (ii) of this Section 8.7(a); and

                  (iv)     deliver, and cause each Subservicer and Subcontractor described in clause
(iii) to provide, to the Purchaser, any Depositor, any Master Servicer and any other Person that will be
responsible for signing the certification (a "Sarbanes Certification") required by Rules 13a-14(d) and
15d-14(d) under the Exchange Act (pursuant to Section 302 of the Sarbanes-Oxley Act of 2002) on behalf
of an asset-backed issuer with respect to a Securitization Transaction a certification, signed by the
appropriate officer of such Person, in the form attached hereto as Exhibit D.

The Servicer acknowledges that the parties identified in clause (iv) above may rely on the certification
provided by the Servicer pursuant to such clause in signing a Sarbanes Certification and filing such
with the Commission.  Neither the Owner nor any Depositor will require delivery of a certification under
clause (iv) above unless a Depositor is required under the Exchange Act to file an annual report on Form
10-K with respect to an issuing entity whose asset pool includes Mortgage Loans.

         (b)      Each assessment of compliance provided by a Subservicer pursuant to Section
8.7(a)(iii) shall address each of the Servicing Criteria specified on a certification substantially in
the form of Exhibit H hereto delivered to the Owner on or prior to the date on which such Subservicer is
appointed.  An assessment of compliance provided by a Subcontractor pursuant to Section 8.7(a)(iii) need
not address any elements of the Servicing Criteria other than those specified by the Servicer pursuant
to Section 8.8(b).

         Section 8.8       Use of Subservicers and Subcontractors

         The Servicer shall not hire or otherwise utilize the services of any Subservicer to fulfill any
of the obligations of the Servicer as servicer under this Agreement or any Reconstitution Agreement
unless the Servicer complies with the provisions of paragraph (a) of this Section 8.8.  The Servicer
shall not hire or otherwise utilize the services of any Subcontractor, and shall not permit any
Subservicer to hire or otherwise utilize the services of any Subcontractor, to fulfill any of the
obligations of the Servicer as servicer under this Agreement or any Reconstitution Agreement unless the
Servicer complies with the provisions of paragraph (b) of this Section 8.8.

         (a)      It shall not be necessary for the Servicer to seek the consent of the Owner, the
Master Servicer, or any Depositor to the utilization of any Subservicer.  The Servicer shall cause any
Subservicer used by the Servicer (or by any Subservicer) for the benefit of the Owner and any Depositor
to comply with the provisions of this Section 8.8(a) and with Sections 8.4, 8.5 (a), (b), (c) and (d),
8.6, 8.7 and 8.9 of this Agreement to the same extent as if such Subservicer were the Servicer, and to
provide the information required with respect to such Subservicer under Section 8.5(c) of this
Agreement.  The Servicer shall be responsible for obtaining from each Subservicer and delivering to the
Owner and any Depositor any servicer compliance statement required to be delivered by such Subservicer
under Section 8.6, any assessment of compliance and attestation required to be delivered by such
Subservicer under Section 8.7 and any certification required to be delivered to the Person that will be
responsible for signing the Sarbanes Certification under Section 8.7 as and when required to be
delivered.

         (b)      It shall not be necessary for the Servicer to seek the consent of the Owner, any
Master Servicer, or any Depositor to the utilization of any Subcontractor.  The Servicer shall promptly
upon request provide to the Owner, any Master Servicer, and any Depositor (or any designee of the
Depositor, such as an administrator) a written description (in form and substance satisfactory to the
Owner, such Master Servicer, and such Depositor) of the role and function of each Subcontractor utilized
by the Servicer or any Subservicer, specifying (i) the identity of each such Subcontractor, (ii) which
(if any) of such Subcontractors are Participating Entities, and (iii) which elements of the Servicing
Criteria will be addressed in assessments of compliance provided by each Subcontractor identified
pursuant to clause (B) of this paragraph.

         As a condition to the utilization of any Subcontractor determined to be "participating in the
servicing function" within the meaning of Item 1122 of Regulation AB, the Servicer shall cause any such
Subcontractor used by the Servicer (or by any Subservicer) for the benefit of the Owner and any
Depositor to comply with the provisions of Sections 8.7 and 8.9 of this Agreement to the same extent as
if such Subcontractor were the Servicer.  The Servicer shall be responsible for obtaining from each
Subcontractor and delivering to the Owner and any Depositor any assessment of compliance and attestation
and the other certifications required to be delivered by such Subservicer and such Subcontractor under
Section 8.7, in each case as and when required to be delivered.

         Section 8.9       Indemnification; Remedies

         (a)      With respect to any Securitization Transaction for which Servicer Information is
included in a related Disclosure Document, the Servicer, on the one hand, and the Owner, the Depositor
and any broker dealer acting as underwriter, placement agent or initial purchaser, on the other hand,
shall negotiate in good faith and execute and deliver an indemnification agreement at the time of such
Securitization Transaction, pursuant to which each such party shall indemnify the other party or parties
and their respective affiliates and each Person who controls any of such parties (within the meaning of
Section 15 of the Securities Act) and their respective present and former directors, officers and
employees for the matters set forth in such indemnification agreement relating to the Disclosure
Document.

(b)      The Servicer shall indemnify and hold harmless each of the Owner, the Depositor, the Sponsor, the
Issuing Entity, the Master Servicer, each Person, if any, who "controls" the Owner, the Depositor, the
Sponsor, the Issuing Entity or the Master Servicer within the meaning of the Securities Act of 1933, as
amended, and their respective officers, directors and employees (collectively, the "Indemnitees")
against any and all losses, penalties, fines, forfeitures, legal fees and related costs, judgments and
any other costs, fees and expenses that such Indemnitee may sustain in direct connection with, or
arising out of third party claims based on, (i) the failure of the Servicer to deliver or cause to be
delivered when required any information, report, certification, accountants' letter or other material
when and as required pursuant to Section 8.6 or Section 8.7 or any failure by the Servicer to identify
pursuant to Section 8.8(b) any Subcontractor "participating in the servicing function" within the
meaning of Item 1122 of Regulation AB, (ii) any material misstatement or omission in any Sarbanes
Certification made in reliance on any material misstatement or omission contained in any officer's
certificate provided pursuant to Section 8.6 or Section 8.7(a)(iv), (iii) any material misstatement or
omission contained in the assessment of compliance delivered in accordance with Section 8.7(a)(i) or
(iv) any material misstatement or omission contained in any information provided by the Servicer, any
Subservicer or any Subcontractor pursuant to Section 8.4(b) or Section 8.5(b) or (d).  If the
indemnification provided for herein is unavailable or insufficient to hold harmless any Indemnitee, then
the Servicer agrees that it shall contribute to the amount paid or payable by the Indemnitee as a result
of the losses, claims, damages or liabilities of the Indemnitee arising out of clauses (i), (ii) or
(iii) of the preceding sentence in such proportion as is appropriate to reflect the relative fault of
the Indemnitee on the one hand and the Servicer on the other.

         For purposes of this Section 8.9(b), "third party claims" shall include claims brought against
an Indemnitee by any agent or affiliate of such Indemnitee where such claims arise out of or are based
on (A) the failure of the Servicer to deliver or cause to be delivered when required any information,
report, certification, accountants' letter or other material when and as required pursuant to Section
8.6 or Section 8.7 or any failure by the Servicer to identify pursuant to Section 8.8(b) any
Subcontractor "participating in the servicing function" within the meaning of Item 1122 of Regulation
AB,  (B) any material misstatement or omission in any Sarbanes Certification made in reliance on any
material misstatement or omission contained in any officer's certificate provided pursuant  to Section
8.6 or Section 8.7(a)(iv), (C) any material misstatement or omission contained in the assessment of
compliance delivered in accordance with Section 8.7(a)(i) or (D) any material misstatement or omission
contained in any information provided by the Servicer, any Subservicer or any Subcontractor pursuant to
Section 8.4(b) or Section 8.5(b) or (d).

(i)      any failure by the Servicer, any Subservicer or any Subcontractor to deliver any information, report,
certification, accountants' letter or other material when and as required under this Article 8,
including any failure by the Servicer to identify pursuant to Section 8.8(b) any Subcontractor
"participating in the servicing function" within the meaning of Item 1122 of Regulation AB;

(ii)     any untrue statement of a material fact or alleged untrue statement of a material fact contained in any
information, report or certification delivered in written or electronic form by the Servicer, any
Subservicer or any Subcontractor pursuant to Sections 8.4(b), 8.5(b) or (d), 8.6 or 8.7.


If the indemnification provided for herein is unavailable or insufficient to hold harmless an
Indemnified Party, then the Servicer agrees that it shall contribute to the amount paid or payable by
such Indemnified Party as a result of any claims, losses, damages or liabilities incurred by such
Indemnified Party in such proportion as is appropriate to reflect the relative fault of such Indemnified
Party on the one hand and the Servicer on the other.

         In the case of any failure of performance described in clause (i) of this Section 8.9(b), the
Servicer shall promptly reimburse the Owner, any Depositor, as applicable, and each Person responsible
for the preparation, execution or filing of any report required to be filed with the Commission with
respect to such Securitization Transaction, or for execution of a certification pursuant to Rule
13a-14(d) or Rule 15d-14(d) under the Exchange Act with respect to such Securitization Transaction, for
all costs reasonably incurred by each such party in order to obtain the information, report,
certification, accountants' letter or other material not delivered as required by the Servicer, any
Subservicer or Subcontractor.

         This indemnification shall survive the termination of this Agreement or the termination of any
party to this Agreement.

         (c)      (i)      Any failure by the Servicer, any Subservicer or any Subcontractor to deliver
any information, report, certification, accountants' letter or other material when and as required under
this Article, or any breach by the Servicer of a representation or warranty set forth in Section 8.4(a)
or in a writing furnished pursuant to Section 8.4(b) and made as of a date prior to the closing date of
the related Securitization Transaction, to the extent that such failure or breach is not cured by such
closing date, or any breach by the Servicer of a representation or warranty in a writing furnished
pursuant to Section 8.4(b) to the extent made as of a date subsequent to such closing date, shall,
except as provided in clause (ii) of this Section 8.9(c), immediately and automatically, without notice
or grace period, constitute an Event of Default with respect to the Servicer under this Agreement and
any applicable Reconstitution Agreement, and shall entitle the Owner or Depositor, as applicable, in its
sole discretion to terminate the rights and obligations of the Servicer as servicer under this Agreement
and/or any applicable Reconstitution Agreement without payment (notwithstanding anything in this
Agreement or any applicable Reconstitution Agreement to the contrary) of any compensation to the
Servicer (and if the Servicer is servicing any of the Mortgage Loans in a Securitization Transaction,
appoint a successor servicer reasonably acceptable to any Master Servicer for such Securitization
Transaction); provided that to the extent that any provision of this Agreement and/or any applicable
Reconstitution Agreement expressly provides for the survival of certain rights or obligations following
termination of the Servicer as servicer, such provision shall be given effect.

         Any failure by the Servicer, any Subservicer or any Subcontractor to deliver any information,
report, certification or accountants' letter when and as required under Section 8.6 or 8.7, including
(except as provided below) any failure by the Servicer to identify pursuant to Section 8.8(b) any
Subcontractor "participating in the servicing function" within the meaning of Item 1122 of Regulation
AB, which continues unremedied for five calendar days after the date on which such information, report,
certification or accountants' letter was required  shall constitute an Event of Default with respect to
the Servicer under this Agreement and any applicable Reconstitution Agreement, and shall entitle the
Owner or Depositor, as applicable, in its sole discretion, upon notice to the Servicer as provided in
Section 6.1, to terminate the rights and obligations of the Servicer as servicer under this Agreement
and/or any applicable Reconstitution Agreement without payment (notwithstanding anything in this
Agreement to the contrary) of any compensation to the Servicer; provided that to the extent that any
provision of this Agreement and/or any applicable Reconstitution Agreement expressly provides for the
survival of certain rights or obligations following termination of the Servicer as servicer, such
provision shall be given effect.

         Notwithstanding the foregoing, in the event that the Servicer (or any applicable
Subservicer or Subcontractor) delivers any missing information, report, certification or accountants'
letter, following the expiration of the five calendar day cure period provided in the preceding
sentence, and the Master Servicer or Depositor, as the case may be, despite such late delivery, files
the related annual report on Form 10-K on time without having to file a Form 12b-25 related to a
notification of an inability to make a timely Exchange Act report filing and the Servicer indemnifies
and promptly reimburses the Master Servicer and Depositor pursuant to Section 8.9(b) for all costs and
expenses incurred as a result of such delay, any notice given by the Master Servicer declaring an Event
of Default shall be automatically revoked and the delay in providing the missing information, report,
certification or accountants' letter shall cease to constitute an Event of Default.


         Neither the Owner nor any Depositor shall be entitled to terminate the rights and obligations
of the Servicer pursuant to this subparagraph (c)(ii) if a failure of the Servicer to identify a
Subcontractor "participating in the servicing function" within the meaning of Item 1122 of Regulation AB
was attributable solely to the role or functions of such Subcontractor with respect to mortgage loans
other than the Mortgage Loans.

                  (iii)    The Servicer shall promptly reimburse the Owner (or any designee of the Owner,
such as a master servicer) and any Depositor, as applicable, for all reasonable expenses incurred by the
Owner (or such designee) or such Depositor as such are incurred, in connection with the termination of
the Servicer as servicer and the transfer of servicing of the Mortgage Loans to a successor servicer.
The provisions of this paragraph shall not limit whatever rights the Owner or any Depositor may have
under other provisions of this Agreement and/or any applicable Reconstitution Agreement or otherwise,
whether in equity or at law, such as an action for damages, specific performance or injunctive relief.

(c)      Notwithstanding anything in this Section 8.9 to the contrary, in no event shall the Servicer have any
liability for any indirect, special, or consequential damages, losses, costs or expenses incurred by the
Owner or any other party entitled to indemnification or other remedies hereunder.


                                            Section 8.10      Third Party Beneficiary

         For purposes of Sections 8.3, 8.4(b), 8.5(b), (c) and (d), 8.6, 8.7, 8.8 and 8.9 and any related
provisions, the Master Servicer shall be considered a third-party beneficiary of this Agreement, entitled to all
the rights and benefits of the foregoing provisions as if it were a direct party to this Agreement.

         (f)      The Original Servicing Agreement is amended by substituting Exhibit D attached hereto for
Exhibit D to the Original Servicing Agreement.

         (g)      The Original Servicing Agreement is amended by adding the following exhibits:

         Exhibit H         Servicing Criteria

                                                    ARTICLE II
                                                   MISCELLANEOUS

         Section 2.1       Conditions to Effectiveness

         This Amendment shall be effective upon the execution and delivery by both parties of this Amendment.

         Section 2.2       Reference to and Effect on the Purchase Agreement and the Servicing Agreement

         Each reference in the Servicing Agreement to "this Agreement" or otherwise to the Servicing Agreement
shall hereafter be deemed to refer to the Servicing Agreement as amended hereby.  Each reference to the Servicing
Agreement in the Purchase Agreement or in any other document or agreement executed in connection therewith or
with the Servicing Agreement shall hereafter be deemed to refer to the Servicing Agreement as amended hereby.

         Section 2.3       Ratification

         The Servicing Agreement, as amended by this Amendment, is hereby ratified and confirmed and shall
continue unimpaired and in full force and effect in accordance with the provisions thereof, as amended or
modified on or prior to the date hereof and as hereby amended.

         Section 2.4       Applicable Law

         This Amendment shall be governed by and construed in accordance with the laws of the State of New York
(including Section-5-1401 of the New York General Obligations Law) and the obligations, rights and remedies of
the parties hereunder shall be determined in accordance with such laws without giving effect to conflict of laws
principles other than Section-5-1401 of the New York General Obligations Law.

         Section 2.5       Severability

         Any provision of this Amendment, which is prohibited or unenforceable in any jurisdiction, shall, as to
such jurisdiction, be ineffective to the extent of such prohibition or unenforceability without invalidating the
remaining provisions of this Amendment and without affecting the validity or enforceability of such or any other
provision in any other jurisdiction.

         Section 2.6       Counterparts

         This Amendment may be executed simultaneously in counterparts, each of which shall be deemed an
original, and it shall not be necessary in making proof of this Amendment to produce or account for more than one
such counterpart for each party hereto.


         Section 2.7      Notices

         All notifications pursuant to Section 8.5(b)(i)(B) should be sent to:

         EMC Mortgage Corporation
         2780 Lake Vista Drive
         Lewisville, TX 75067-3884
         Attention:  Conduit Seller Approval Dept.
         Facsimile:  (214) 626-3751
         Email:  sellerapproval@bear.com

         With a copy to:

         Bear, Stearns & Co. Inc.
         383 Madison Avenue, 3rd Floor
         New York, NY 10179
         Attention:  Global Credit Administration
         Facsimile:  (212) 272-6564

         Notifications pursuant to Section 8.5(b)(i)(A) should be sent to:

         EMC Mortgage Corporation
         Two Mac Arthur Ridge
         909 Hidden Ridge Drive, Suite 200
         Irving, TX 75038
         Attention:  Associate General Counsel for Loan Administration
         Facsimile:  (972) 831-2555

         With copies to:

         Bear, Stearns & Co. Inc.
         383 Madison Avenue, 3rd Floor
         New York, NY 10179
         Attention: Global Credit Administration
         Facsimile:  (212) 272-6564

         EMC Mortgage Corporation
         2780 Lake Vista Drive
         Lewisville, TX 75067-3884
         Attention:  Conduit Seller Approval Dept.
         Facsimile:  (214) 626-3751
         Email:  sellerapproval@bear.com


                                             [Signature page follows]


         The Servicer and the Owner have caused this Regulation AB Amendment to Servicing Agreement to be
executed as of the date set forth above.


         SERVICER:

                                                     WASHINGTON MUTUAL BANK
                                                     a federally chartered savings bank

                                                     By:________________________________

                                                     Name:______________________________

                                                     Title:_____________________________




         OWNER:

                                                     EMC MORTGAGE CORPORATION
                                                     a Delaware corporation

                                                     By:_______________________________

                                                     Name:_____________________________

                                                     Title:____________________________




                                                     EXHIBIT D

                                           FORM OF ANNUAL CERTIFICATION

         Re:     The [               ] agreement dated as of [      ], 200[ ] (the "Agreement"), among
                 [IDENTIFY PARTIES]

         I,  ________________________________,  the  _____________________  of Washington  Mutual Bank,  certify to
[the  Purchaser],  [the Depositor],  and the [Master  Servicer]  [Securities  Administrator]  [Trustee],  and their
officers, with the knowledge and intent that they will rely upon this certification, that:

   (1)   I have reviewed the servicer  compliance  statement of the Company  provided in accordance  with Item 1123
of Regulation AB (the  "Compliance  Statement"),  the report on  assessment  of the Company's  compliance  with the
servicing  criteria set forth in Item 1122(d) of Regulation AB (the "Servicing  Criteria"),  provided in accordance
with Rules 13a-18 and 15d-18 under  Securities  Exchange Act of 1934, as amended (the "Exchange Act") and Item 1122
of Regulation  AB (the  "Servicing  Assessment"),  the  registered  public  accounting  firm's  attestation  report
provided in  accordance  with Rules 13a-18 and 15d-18 under the Exchange Act and Section  1122(b) of  Regulation AB
(the "Attestation  Report"),  and all servicing reports,  officer's  certificates and other information relating to
the  servicing  of the  Mortgage  Loans by the  Company  during  200[ ] that were  delivered  by the Company to the
[Depositor] [Master Servicer] [Securities  Administrator]  [Trustee] pursuant to the Agreement  (collectively,  the
"Company Servicing Information");

   (2)   Based on my knowledge,  the Company Servicing  Information,  taken as a whole, does not contain any untrue
statement of a material fact or omit to state a material fact necessary to make the  statements  made, in the light
of the  circumstances  under which such  statements  were made, not  misleading  with respect to the period of time
covered by the Company Servicing Information;

   (3)   Based on my knowledge,  all of the Company  Servicing  Information  required to be provided by the Company
under the Agreement has been provided to the [Depositor] [Master Servicer] [Securities Administrator] [Trustee];

   (4)   I am responsible  for reviewing the  activities  performed by the Company as servicer under the Agreement,
and based on my knowledge and the compliance  review conducted in preparing the Compliance  Statement and except as
disclosed in the  Compliance  Statement,  the  Servicing  Assessment  or the  Attestation  Report,  the Company has
fulfilled its obligations under the Agreement; and

   (5)   The  Compliance  Statement  required to be delivered  by the Company  pursuant to the  Agreement,  and the
Servicing  Assessment  and  Attestation  Report  required to be  provided by the Company and by each  Participating
Entity  pursuant  to the  Agreement,  have  been  provided  to the  [Depositor]  [Master  Servicer].  Any  material
instances of  noncompliance  described in such reports have been disclosed to the  [Depositor]  [Master  Servicer].
Any material instance of noncompliance with the Servicing Criteria has been disclosed in such reports.



                                                    Date:____________________________


                                                    By:______________________________
                                                       Name:
                                                       Title:




                                                     EXHIBIT H

                                                SERVICING CRITERIA

         The assessment of compliance to be delivered by [the Company] [Name of Subservicer] shall address, at a
minimum, the criteria identified as below as "Applicable Servicing Criteria";



----------------------------------------------------------------------------------------------------------------------
                                                                                                     Applicable
                                                                                                      Servicing
                                       Servicing Criteria                                             Criteria
----------------------------------------------------------------------------------------------------------------------
----------------------------------------------------------------------------------------------------------------------
       Reference                                       Criteria
----------------------------------------------------------------------------------------------------------------------
----------------------------------------------------------------------------------------------------------------------
                                           General Servicing Considerations
----------------------------------------------------------------------------------------------------------------------
----------------------------------------------------------------------------------------------------------------------
1122(d)(1)(i)          Policies and procedures are instituted to monitor any performance or               x
                       other triggers and events of default in accordance with the transaction
                       agreements.
----------------------------------------------------------------------------------------------------------------------
----------------------------------------------------------------------------------------------------------------------
1122(d)(1)(ii)         If any material servicing activities are outsourced to third parties,              x
                       policies and procedures are instituted to monitor the third party's
                       performance and compliance with such servicing activities.
----------------------------------------------------------------------------------------------------------------------
----------------------------------------------------------------------------------------------------------------------
1122(d)(1)(iii)        Any requirements in the transaction agreements to maintain a back-up
                       servicer for the mortgage loans are maintained.
----------------------------------------------------------------------------------------------------------------------
----------------------------------------------------------------------------------------------------------------------
1122(d)(1)(iv)         A fidelity bond and errors and omissions policy is in effect on the                x
                       party participating in the servicing function throughout the reporting
                       period in the amount of coverage required by and otherwise in accordance
                       with the terms of the transaction agreements.
----------------------------------------------------------------------------------------------------------------------
----------------------------------------------------------------------------------------------------------------------
                                          Cash Collection and Administration
----------------------------------------------------------------------------------------------------------------------
----------------------------------------------------------------------------------------------------------------------
1122(d)(2)(i)          Payments on mortgage loans are deposited into the appropriate custodial            x
                       bank accounts and related bank clearing accounts no more than two
                       business days following receipt, or such other number of days specified
                       in the transaction agreements.
----------------------------------------------------------------------------------------------------------------------
----------------------------------------------------------------------------------------------------------------------
1122(d)(2)(ii)         Disbursements made via wire transfer on behalf of an obligor or to an              x
                       investor are made only by authorized personnel.
----------------------------------------------------------------------------------------------------------------------
----------------------------------------------------------------------------------------------------------------------
1122(d)(2)(iii)        Advances of funds or guarantees regarding collections, cash flows or               x
                       distributions, and any interest or other fees charged for such advances,
                       are made, reviewed and approved as specified in the transaction
                       agreements.
----------------------------------------------------------------------------------------------------------------------
----------------------------------------------------------------------------------------------------------------------
1122(d)(2)(iv)         The related accounts for the transaction, such as cash reserve accounts
                       or accounts established as a form of overcollateralization, are
                       separately maintained (e.g., with respect to commingling of cash) as set           x
                       forth in the transaction agreements.
----------------------------------------------------------------------------------------------------------------------
----------------------------------------------------------------------------------------------------------------------
1122(d)(2)(v)          Each custodial account is maintained at a federally insured depository             x
                       institution as set forth in the transaction agreements.  For purposes of
                       this criterion, "federally insured depository institution" with respect
                       to a foreign financial institution means a foreign financial institution
                       that meets the requirements of Rule 13k-1(b)(1) of the Securities
                       Exchange Act.
----------------------------------------------------------------------------------------------------------------------
----------------------------------------------------------------------------------------------------------------------
1122(d)(2)(vi)         Unissued checks are safeguarded so as to prevent unauthorized access.              x
----------------------------------------------------------------------------------------------------------------------
----------------------------------------------------------------------------------------------------------------------
1122(d)(2)(vii)        Reconciliations are prepared on a monthly basis for all asset-backed               x
                       securities related bank accounts, including custodial accounts and
                       related bank clearing accounts.  These reconciliations are (A)
                       mathematically accurate; (B) prepared within 30 calendar days after the
                       bank statement cutoff date, or such other number of days specified in
                       the transaction
                       agreements; (C) reviewed and approved by someone other than the person
                       who prepared the reconciliation; and (D) contain explanations for
                       reconciling items.  These reconciling items are resolved within 90
                       calendar days of their original identification, or such other number of
                       days specified in the transaction agreements.
----------------------------------------------------------------------------------------------------------------------
----------------------------------------------------------------------------------------------------------------------
                                          Investor Remittances and Reporting
----------------------------------------------------------------------------------------------------------------------
----------------------------------------------------------------------------------------------------------------------
1122(d)(3)(i)          Reports to investors, including those to be filed with the Commission,             x
                       are maintained in accordance with the transaction agreements and
                       applicable Commission requirements.   Specifically, such reports (A) are
                       prepared in accordance with timeframes and other terms  set forth in the
                       transaction agreements; (B) provide information calculated in accordance
                       with the terms specified in the transaction agreements; (C) are filed
                       with the Commission as required by its rules and regulations; and (D)
                       agree with investors' or the trustee's records as to the total unpaid
                       principal balance and number of mortgage loans serviced by the Servicer.
----------------------------------------------------------------------------------------------------------------------
----------------------------------------------------------------------------------------------------------------------
1122(d)(3)(ii)         Amounts due to investors are allocated and remitted in accordance with             x
                       timeframes, distribution priority and other terms set forth in the
                       transaction agreements.
----------------------------------------------------------------------------------------------------------------------
----------------------------------------------------------------------------------------------------------------------
1122(d)(3)(iii)        Disbursements made to an investor are posted within two business days to
                       the Servicer's investor records, or such other number of days specified            x
                       in the transaction agreements.
----------------------------------------------------------------------------------------------------------------------
----------------------------------------------------------------------------------------------------------------------
1122(d)(3)(iv)         Amounts remitted to investors per the investor reports agree with
                       cancelled checks, or other form of payment, or custodial bank                      x
                       statements.
----------------------------------------------------------------------------------------------------------------------
----------------------------------------------------------------------------------------------------------------------
                                               Pool Asset Administration
----------------------------------------------------------------------------------------------------------------------
----------------------------------------------------------------------------------------------------------------------
1122(d)(4)(i)          Collateral or security on mortgage loans is maintained as required by              x
                       the transaction agreements or related mortgage loan documents.
----------------------------------------------------------------------------------------------------------------------
----------------------------------------------------------------------------------------------------------------------
1122(d)(4)(ii)         Mortgage loan and related documents are safeguarded as required by the             x
                       transaction agreements
----------------------------------------------------------------------------------------------------------------------
----------------------------------------------------------------------------------------------------------------------
1122(d)(4)(iii)        Any additions, removals or substitutions to the asset pool are made,               x
                       reviewed and approved in accordance with any conditions or requirements
                       in the transaction agreements.
----------------------------------------------------------------------------------------------------------------------
----------------------------------------------------------------------------------------------------------------------
1122(d)(4)(iv)         Payments on mortgage loans, including any payoffs, made in accordance              x
                       with the related mortgage loan documents are posted to the Servicer's
                       obligor records maintained no more than two business days after receipt,
                       or such other number of days specified in the transaction agreements,
                       and allocated to principal, interest or other items (e.g., escrow) in
                       accordance with the related mortgage loan documents.
----------------------------------------------------------------------------------------------------------------------
----------------------------------------------------------------------------------------------------------------------
1122(d)(4)(v)          The Servicer's records regarding the mortgage loans agree with the                 x
                       Servicer's records with respect to an obligor's unpaid principal
                       balance.
----------------------------------------------------------------------------------------------------------------------
----------------------------------------------------------------------------------------------------------------------
1122(d)(4)(vi)         Changes with respect to the terms or status of an obligor's mortgage               x
                       loans (e.g., loan modifications or re-agings) are made, reviewed and
                       approved by authorized personnel in accordance with the transaction
                       agreements and related pool asset documents.
----------------------------------------------------------------------------------------------------------------------
----------------------------------------------------------------------------------------------------------------------
1122(d)(4)(vii)        Loss mitigation or recovery actions (e.g., forbearance plans,                      x
                       modifications and deeds in lieu of foreclosure, foreclosures and
                       repossessions, as applicable) are initiated, conducted and concluded in
                       accordance with the timeframes or other requirements established by the
                       transaction agreements.
----------------------------------------------------------------------------------------------------------------------
----------------------------------------------------------------------------------------------------------------------
1122(d)(4)(viii)       Records documenting collection efforts are maintained during the period            x
                       a mortgage loan is delinquent in accordance with the transaction
                       agreements.  Such records are maintained on at least a monthly basis, or
                       such other period specified in the transaction agreements, and describe
                       the entity's activities in monitoring delinquent mortgage loans
                       including, for example, phone calls, letters and payment rescheduling
                       plans in cases where delinquency is deemed temporary (e.g., illness or
                       unemployment).
----------------------------------------------------------------------------------------------------------------------
----------------------------------------------------------------------------------------------------------------------
1122(d)(4)(ix)         Adjustments to interest rates or rates of return for mortgage loans with           x
                       variable rates are computed based on the related mortgage loan
                       documents.
----------------------------------------------------------------------------------------------------------------------
----------------------------------------------------------------------------------------------------------------------
1122(d)(4)(x)          Regarding any funds held in trust for an obligor (such as escrow                   x
                       accounts):  (A) such funds are analyzed, in accordance with the
                       obligor's mortgage loan documents, on at least an annual basis, or such
                       other period specified in the transaction agreements; (B) interest on
                       such funds is paid, or credited, to obligors in accordance with
                       applicable mortgage loan documents and state laws; and (C) such funds
                       are returned to the obligor within 30 calendar days of full repayment of
                       the related mortgage loans, or such other number of days specified in
                       the transaction agreements.
----------------------------------------------------------------------------------------------------------------------
----------------------------------------------------------------------------------------------------------------------
1122(d)(4)(xi)         Payments made on behalf of an obligor (such as tax or insurance                    x
                       payments) are made on or before the related penalty or expiration dates,
                       as indicated on the appropriate bills or notices for such payments,
                       provided that such support has been received by the servicer at least 30
                       calendar days prior to these dates, or such other number of days
                       specified in the transaction agreements.
----------------------------------------------------------------------------------------------------------------------
----------------------------------------------------------------------------------------------------------------------
1122(d)(4)(xii)        Any late payment penalties in connection with any payment to be made on            x
                       behalf of an obligor are paid from the servicer's funds and not charged
                       to the obligor, unless the late payment was due to the obligor's error
                       or omission.
----------------------------------------------------------------------------------------------------------------------
----------------------------------------------------------------------------------------------------------------------
1122(d)(4)(xiii)       Disbursements made on behalf of an obligor are posted within two                   x
                       business days to the obligor's records maintained by the servicer, or
                       such other number of days specified in the transaction agreements.
----------------------------------------------------------------------------------------------------------------------
----------------------------------------------------------------------------------------------------------------------
1122(d)(4)(xiv)        Delinquencies, charge-offs and uncollectible accounts are recognized and           x
                       recorded in accordance with the transaction agreements.
----------------------------------------------------------------------------------------------------------------------
----------------------------------------------------------------------------------------------------------------------
1122(d)(4)(xv)         Any external enhancement or other support, identified in Item 1114(a)(1)
                       through (3) or Item 1115 of Regulation AB, is maintained as set forth in
                       the transaction agreements.
----------------------------------------------------------------------------------------------------------------------



                                                     [WASHINGTON MUTUAL BANK]
                                                     [NAME OF SUBSERVICER]


                                                    Date:____________________________________



                                                    By:______________________________________
                                                        Name:
                                                        Title:



                                                                                                       EXHIBIT H-15




                                             EMC MORTGAGE CORPORATION

                                                     Purchaser

                                                        and

                                              WELLS FARGO BANK, N.A.

                                                      Company







                                            AMENDED AND RESTATED MASTER
                                    SELLER'S WARRANTIES AND SERVICING AGREEMENT

                                           Dated as of November 1, 2005






                                   Fixed Rate and Adjustable Rate Mortgage Loans






                                                     TABLE OF CONTENTS


ARTICLE I    DEFINITIONS............................................................................................1

ARTICLE II   CONVEYANCE OF MORTGAGE LOANS; POSSESSION OF MORTGAGE FILES; BOOKS AND RECORDS; CUSTODIAL AGREEMENT;
                    DELIVERY OF DOCUMENTS..........................................................................14

ARTICLE III  REPRESENTATIONS AND WARRANTIES REMEDIES AND BREACH....................................................17

ARTICLE IV   ADMINISTRATION AND SERVICING OF MORTGAGE LOANS........................................................36

ARTICLE V    PAYMENTS TO PURCHASER.................................................................................52

ARTICLE VI   GENERAL SERVICING PROCEDURES..........................................................................54

ARTICLE VII  COMPANY TO COOPERATE..................................................................................59

ARTICLE VIII THE COMPANY...........................................................................................59

ARTICLE IX   SECURITIZATION TRANSACTIONS; WHOLE LOAN TRANSFERS AND AGENCY TRANSFERS................................61

ARTICLE X    DEFAULT...............................................................................................71

ARTICLE XI   TERMINATION...........................................................................................73

ARTICLE XII  MISCELLANEOUS PROVISIONS..............................................................................74


                                                     EXHIBITS

                           Exhibit A                          Form of Assignment and Conveyance
                                                              Agreement
                           Exhibit B                          Custodial Agreement
                           Exhibit C                          Contents of Each Retained Mortgage File,
                                                              Servicing File and Custodial Mortgage File
                           Exhibit D                          Servicing Criteria
                           Exhibit E                          Form of Sarbanes Certification
                           Exhibit F                          Form of Sarbanes-Oxley Back-Up
                                                              Certification
                           Exhibit G                          Form of Assignment, Assumption and
                                                              Recognition Agreement
                           Exhibit H                          Electronic Data File



         This is an Amended and Restated Master Seller's  Warranties and Servicing  Agreement for residential first
mortgage loans,  dated and effective as of November 1, 2005, and is executed between EMC Mortgage  Corporation,  as
purchaser (the "Purchaser"), and Wells Fargo Bank, N.A., as seller and servicer (the "Company").


                                                W I T N E S S E T H


         WHEREAS,  the  Purchaser has agreed to purchase from the Company and the Company has agreed to sell to the
Purchaser from time to time (each a "Transaction")  certain residential  Mortgage Loans which shall be delivered as
whole  loans  (each a "Loan  Package")  on  various  dates  (each a  "Closing  Date") as  provided  for in  certain
Assignment  and  Conveyance  Agreements by and between the Purchaser and the Company as executed from time to time;
and

         WHEREAS,  each of the Mortgage Loans is secured by a mortgage,  deed of trust or other security instrument
creating a first lien on a  residential  dwelling  located in the  jurisdiction  indicated on the related  Mortgage
Loan Schedule; and

         WHEREAS,  the  Purchaser  and the Company wish to prescribe  the manner of purchase of the Mortgage  Loans
and the conveyance, servicing and control of the Mortgage Loans.

         NOW,  THEREFORE,  in consideration of the mutual agreements  hereinafter set forth, and for other good and
valuable  consideration,  the receipt and adequacy of which is hereby  acknowledged,  the Purchaser and the Company
agree as follows:


                                                     ARTICLE I

                                                    DEFINITIONS


         Whenever used herein, the following words and phrases,  unless the content otherwise requires,  shall have
the following meanings:

         Accepted Servicing  Practices:  With respect to any Mortgage Loan, those mortgage  servicing  practices of
prudent  mortgage lending  institutions  which service mortgage loans of the same type as such Mortgage Loan in the
jurisdiction where the related Mortgaged Property is located.

         Adjustment  Date: As to each adjustable  rate Mortgage Loan, the date on which the Mortgage  Interest Rate
is adjusted in accordance with the terms of the related Mortgage Note and Mortgage.

         Agency/Agencies:  Fannie Mae, Freddie Mac or GNMA, or any of them as applicable.

         Agency  Transfer:  Any  sale or  transfer  of some or all of the  Mortgage  Loans by the  Purchaser  to an
Agency which sale or transfer is not a Securitization Transaction or Whole Loan Transfer.

         Agreement:  This  Amended  and  Restated  Master  Seller's  Warranties  and  Servicing  Agreement  and all
amendments hereof and supplements hereto.

         ALTA:  The American Land Title Association or any successor thereto.

         Appraised  Value:  With  respect  to any  Mortgage  Loan,  the  lesser  of (i) the  value set forth on the
appraisal  made in  connection  with the  origination  of the  related  Mortgage  Loan as the value of the  related
Mortgaged Property, or (ii) the purchase price paid for the Mortgaged Property,  provided,  however, in the case of
a  refinanced  Mortgage  Loan,  such value  shall be based  solely on the  appraisal  made in  connection  with the
origination of such Mortgage Loan.

         Assignment and Conveyance Agreement:        With respect to each  Transaction,  the agreement  between the
Purchaser and the Company  conveying to the  Purchaser  all the right,  title and interest of the Company in and to
the related  Mortgage  Loans listed on the related  Mortgage Loan Schedule,  a form of which is attached  hereto as
Exhibit A.

         Assignment of Mortgage:  An assignment  of the  Mortgage,  notice of transfer or equivalent  instrument in
recordable form,  sufficient under the laws of the jurisdiction  wherein the related Mortgaged  Property is located
to reflect the sale of the Mortgage to the  Purchaser or if the related  Mortgage has been  recorded in the name of
MERS or its  designee,  such  actions  as are  necessary  to cause  the  Purchaser  to be shown as the owner of the
related Mortgage on the records of MERS for purposes of the system of recording  transfers of beneficial  ownership
of mortgages  maintained by MERS,  including  assignment of the MIN Number which will appear either on the Mortgage
or the Assignment of Mortgage to MERS.

         Assignment of Mortgage  Note and Pledge  Agreement:  With respect to a Cooperative  Loan, an assignment of
the Mortgage Note and Pledge Agreement.

         Assignment of  Proprietary  Lease:  With respect to a Cooperative  Loan, an assignment of the  Proprietary
Lease  sufficient  under the laws of the  jurisdiction  wherein the  related  Cooperative  Apartment  is located to
effect the assignment of such Proprietary Lease.

         Business  Day:  Any day other than (i) a Saturday  or Sunday,  or (ii) a day on which  banking and savings
and loan  institutions  in the states  where the parties  are  located or are  authorized  or  obligated  by law or
executive order to be closed.

         Buydown  Agreement:  An agreement between the Company and a Mortgagor,  or an agreement among the Company,
a Mortgagor and a seller of a Mortgaged  Property or a third party with respect to a Mortgage  Loan which  provides
for the application of Buydown Funds.

         Buydown  Funds:  In respect of any  Buydown  Mortgage  Loan,  any  amount  contributed  by the seller of a
Mortgaged  Property  subject to a Buydown  Mortgage  Loan,  the buyer of such  property,  the  Company or any other
source,  plus interest earned thereon,  in order to enable the Mortgagor to reduce the payments required to be made
from the Mortgagor's funds in the early years of a Mortgage Loan.

         Buydown  Mortgage Loan: Any Mortgage Loan in respect of which,  pursuant to a Buydown  Agreement,  (i) the
Mortgagor  pays less than the full Monthly  Payments  specified in the Mortgage  Note for a specified  period,  and
(ii) the difference  between the payments  required under such Buydown  Agreement and the Mortgage Note is provided
from Buydown Funds.

         Buydown  Period:  The  period of time when a Buydown  Agreement  is in effect  with  respect  to a related
Buydown Mortgage Loan.

         Closing Date: The date or dates, set forth in the related  Commitment  Letter,  on which from time to time
the  Purchaser  shall  purchase and the Company shall sell the Mortgage  Loans listed on the related  Mortgage Loan
Schedule for each Transaction.

         Code:  The  Internal  Revenue  Code of  1986,  as it may be  amended  from  time to time or any  successor
statute thereto, and applicable U.S. Department of the Treasury regulations issued pursuant thereto.

         Commission:  The United States Securities and Exchange Commission.

         Commitment  Letter:  The  commitment  letter  executed in relation  to each  Transaction  that sets forth,
among other things, the Purchase Price for the related Mortgage Loans.

         Company:  Wells Fargo Bank,  N.A.,  or its  successor  in interest  or assigns,  or any  successor  to the
Company under this Agreement appointed as herein provided.

         Company Information:  As defined in Section 9.01(f)(i)(A).

         Condemnation  Proceeds:  All awards or settlements in respect of a Mortgaged  Property,  whether permanent
or temporary,  partial or entire,  by exercise of the power of eminent  domain or  condemnation,  to the extent not
required to be released to a Mortgagor in accordance with the terms of the related Mortgage Loan Documents.

         Cooperative:  The entity  that  holds  title (fee or an  acceptable  leasehold  estate) to all of the real
property that the Project comprises, including the land, separate dwelling units and all common areas.

         Cooperative Apartment:  The specific dwelling unit relating to a Cooperative Loan.

         Cooperative Lien Search:  A search for (a) federal tax liens,  mechanics'  liens,  lis pendens,  judgments
of record or otherwise  against (i) the  Cooperative,  (ii) the seller of the  Cooperative  Apartment and (iii) the
Company if the  Cooperative  Loan is a refinanced  Mortgage Loan,  (b) filings of financing  statements and (c) the
deed of the Project into the Cooperative.

         Cooperative Loan: A Mortgage Loan that is secured by Cooperative Shares and a Proprietary Lease granting
exclusive rights to occupy the related Cooperative Apartment.

         Cooperative Shares:  The shares of stock issued by a Cooperative, owned by the Mortgagor, and allocated
to a Cooperative Apartment.

         Covered Loan:  A Mortgage Loan categorized as "Covered" pursuant to the Standard & Poor's Glossary for
File Format for LEVELS® Version 5.6, Appendix E, as revised from time to time and in effect on each related
Closing Date.

         Custodial Account:  The separate account or accounts created and maintained pursuant to Section 4.04.

         Custodial  Agreement:  The agreement  governing  the  retention of the  originals of each  Mortgage  Note,
Mortgage,  Assignment of Mortgage and other Mortgage Loan  Documents,  a form of which is annexed hereto as Exhibit
B.

         Custodial  Mortgage  File:  The items  referred  to as items  (1),  (2),  (4),  (5) and (10) in  Exhibit C
annexed  hereto to be  delivered  by the Company to the  Custodian  on the related  Closing  Date with respect to a
particular  Mortgage  Loan, and any additional  documents  required to be added to the Custodial  Mortgage File and
delivered to the custodian pursuant to this Agreement.

         Custodian:  The custodian under the Custodial  Agreement,  or its successor in interest or assigns, or any
successor to the Custodian under the Custodial Agreement as provided therein.

         Cut-off Date:  With respect to each  Transaction,  the first day of the month in which the related Closing
Date occurs.

         Deleted  Mortgage Loan: A Mortgage Loan which is  repurchased by the Company in accordance  with the terms
of this  Agreement  and which  is, in the case of a  substitution  pursuant  to  Section  3.03,  replaced  or to be
replaced with a Qualified Substitute Mortgage Loan.

         Depositor:  The depositor,  as such term is defined in Regulation  AB, with respect to any  Securitization
Transaction.

         Determination Date: The Business Day immediately preceding the related Remittance Date.

         Due Date:  The first day of the month on which the Monthly  Payment is due on a Mortgage  Loan,  exclusive
of any days of grace.

         Due Period:  With respect to each  Remittance  Date, the period  commencing on the second day of the month
preceding the month of the Remittance Date and ending in the first day of the month of the Remittance Date.

         Electronic Data File: The final  electronic  file of the Mortgage Loans, in relation to each  Transaction,
provided by Company to the Purchaser on or before the related Closing Date.

         Errors and Omissions  Insurance Policy:  An errors and omissions  insurance policy to be maintained by the
Company pursuant to Section 4.12.

         Escrow Account:  The separate account or accounts created and maintained pursuant to Section 4.06.

         Escrow  Payments:  With  respect to any Mortgage  Loan,  the amounts  constituting  ground  rents,  taxes,
assessments,  water rates, sewer rents, municipal charges,  mortgage insurance premiums,  fire and hazard insurance
premiums,  condominium  charges, and any other payments required to be escrowed by the Mortgagor with the mortgagee
pursuant to the Mortgage or any other related document.

         Event of Default:  Any one of the conditions or circumstances enumerated in Section 10.01.

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

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

         FDIC:  The Federal Deposit Insurance Corporation, or any successor thereto.

         Fidelity Bond:  A fidelity bond to be maintained by the Company pursuant to Section 4.12.

         Freddie Mac:  The Federal Home Loan Mortgage Corporation or any successor thereto.

         Gross Margin:  With respect to each adjustable rate Mortgage Loan, the fixed  percentage  amount set forth
in the related  Mortgage Note which is added to the Index in order to determine the related  Interest  Rate, as set
forth in the Mortgage Loan Schedule.

         High Cost Loan:  A Mortgage Loan classified as (a) a "high cost" loan under the Home Ownership and
Equity Protection Act of 1994, (b) a "high cost home," "threshold," "covered," "high risk home," "predatory" or
similar loan under any other applicable state, federal or local law or (c) a Mortgage Loan categorized as "High
Cost" pursuant to the Standard & Poor's Glossary for File Format for LEVELS® Version 5.6, Appendix E, as revised
from time to time and in effect on each related Closing Date.

         Home Loan: A Mortgage  Loan  categorized  as "Home Loan"  pursuant to the  Standard & Poor's  Glossary for
File  Format for  LEVELS®  Version  5.6,  Appendix  E, as revised  from time to time and in effect on each  related
Closing Date.

         Incremental  Interest:  As to any Incremental  Rate Mortgage Loan, the amount of interest  accrued on such
Mortgage  Loan  attributable  to the  Incremental  Rate;  provided,  however,  that with  respect to any payment of
interest  received in respect of such a Mortgage Loan  (whether  paid by the  Mortgagor or received as  Liquidation
Proceeds  or  otherwise)  which is less than the full  amount of interest  then due with  respect to such  Mortgage
Loan,  only that portion of such payment of interest that bears the same  relationship  to the total amount of such
payment of  interest  as the  Incremental  Rate,  if any, in respect of such  Mortgage  Loan bears to the  Mortgage
Interest Rate shall be allocated to the Incremental Interest with respect thereto.

         Incremental  Rate: For an Incremental  Rate Mortgage Loan, the per annum increase to the initial  Mortgage
Interest  Rate set forth in the  addendum  to the related  Mortgage  Note,  which  increase  takes  effect upon the
occurrence  of certain  specified  conditions  prior to the first  Adjustment  Date and remains in effect until the
first Adjustment Date.

         Incremental  Rate  Mortgage  Loan:  A  Mortgage  Loan for which the  related  Mortgage  Note  includes  an
addendum  that  allows for an  increase  to the  initial  Mortgage  Interest  Rate upon the  occurrence  of certain
specified conditions.

         Index:  With respect to any  adjustable  rate  Mortgage  Loan,  the index  identified on the Mortgage Loan
Schedule and set forth in the related Mortgage Note for the purpose of calculating the interest thereon.

         Insurance  Proceeds:  With respect to each  Mortgage  Loan,  proceeds of insurance  policies  insuring the
Mortgage Loan or the related Mortgaged Property.

         Interest  Only  Mortgage  Loan:  A Mortgage  Loan for which an  interest-only  payment  feature is allowed
during the interest-only period set forth in the related Mortgage Note.

         Lender  Paid  Mortgage  Insurance  Policy or LPMI  Policy:  A PMI  Policy for which the  Company  pays all
premiums from its own funds, without reimbursement therefor.

         Liquidation  Proceeds:  Cash received in connection  with the  liquidation  of a defaulted  Mortgage Loan,
whether through the sale or assignment of such Mortgage Loan,  trustee's sale,  foreclosure  sale or otherwise,  or
the sale of the related  Mortgaged  Property if the Mortgaged  Property is acquired in satisfaction of the Mortgage
Loan.

         Loan-to-Value  Ratio or LTV: With respect to any Mortgage  Loan,  the ratio of the original loan amount of
the  Mortgage  Loan at its  origination  (unless  otherwise  indicated)  to the  Appraised  Value of the  Mortgaged
Property.

         MERS:  Mortgage Electronic Registration Systems, Inc., a Delaware corporation, or any successor in
interest thereto.

         MERS Mortgage Loan: Any Mortgage Loan registered with MERS on the MERS System

         MERS System: The system of recording transfers of mortgages electronically maintained by MERS.

         MIN:  Mortgage Identification Number used to identify mortgage loans registered under MERS.

         Monthly  Advance:  The portion of each Monthly  Payment that is  delinquent  with respect to each Mortgage
Loan at the close of  business on the  Determination  Date,  required  to be  advanced  by the Company  pursuant to
Section 5.03 on the Business Day immediately preceding the Remittance Date of the related month.

         Monthly  Payment:  The  scheduled  monthly  payment of principal and interest on a Mortgage Loan or in the
case of an Interest Only Mortgage Loan,  payments of (i) interest,  or (ii) principal and interest,  if applicable,
on a Mortgage Loan.

         Mortgage:  The  mortgage,  deed of trust or other  instrument  securing a Mortgage  Note,  which creates a
first lien on an  unsubordinated  estate in fee simple in real  property  securing the Mortgage  Note or the Pledge
Agreement securing the Mortgage Note for a Cooperative Loan.

         Mortgage  Impairment  Insurance  Policy:  A mortgage  impairment  or blanket  hazard  insurance  policy as
described in Section 4.11.

         Mortgage  Interest  Rate:  The annual rate of interest  borne on a Mortgage  Note in  accordance  with the
provisions of the Mortgage Note.

         Mortgage  Loan: An individual  mortgage  loan which is the subject of this  Agreement,  each Mortgage Loan
originally sold and subject to this Agreement being  identified on the Mortgage Loan Schedule,  which Mortgage Loan
includes  without  limitation  the Retained  Mortgage File,  the Custodial  Mortgage  File,  the Monthly  Payments,
Principal Prepayments,  Liquidation Proceeds,  Condemnation Proceeds,  Insurance Proceeds, REO Disposition Proceeds
and all other rights, benefits, proceeds and obligations arising from or in connection with such Mortgage Loan.

         Mortgage  Loan  Documents:  With respect to a Mortgage  Loan,  the  original  related  Mortgage  Note with
applicable addenda and riders,  the original related Security  Instrument and the originals of any required addenda
and riders,  the  original  related  Assignment  and any original  intervening  related  Assignments,  the original
related title insurance policy and evidence of the related PMI Policy, if any.

         Mortgage Loan Remittance  Rate:  With respect to each Mortgage Loan, the annual rate of interest  remitted
to the Purchaser, which shall be equal to the Mortgage Interest Rate minus the Servicing Fee Rate.

         Mortgage Loan Schedule:  With respect to each  Transaction,  a schedule of Mortgage Loans,  which shall be
attached to the related Assignment and Conveyance  Agreement,  setting forth the following information with respect
to each Mortgage  Loan:  (1) the Company's  Mortgage Loan number;  (2) the city state and zip code of the Mortgaged
Property;  (3) a  code  indicating  whether  the  Mortgaged  Property  is a  single  family  residence,  two-family
residence,  three-family  residence,  four-family  residence,  a  Cooperative  Loan,  planned unit  development  or
condominium;  (4) the current Mortgage  Interest Rate; (5) the current net Mortgage  Interest Rate; (6) the current
Monthly Payment;  (7) the Gross Margin;  (8) the original term to maturity;  (9) the scheduled  maturity date; (10)
the  principal  balance of the  Mortgage  Loan as of the  related  Cut-off  Date after  deduction  of  payments  of
principal due on or before the related  Cut-off Date whether or not  collected;  (11) the  Loan-to-Value;  (12) the
next Adjustment Date; (13) the lifetime  Mortgage  Interest Rate cap; (14) whether the Mortgage Loan is convertible
or not;  (15) a code  indicating  the mortgage  guaranty  insurance  company;  (16) a code  indicating  whether the
Mortgage Loan contains  pledged  assets;  (17) a code  indicating  whether the Mortgage Loan has balloon  payments;
(18) a code  indicating  whether the Mortgage  Loan is an Interest  Only Mortgage  Loan;  (16) a field  indicating
whether the Mortgage Loan is a Home Loan; and (17) the Servicing Fee.

         Mortgage Note:  The note or other evidence of the indebtedness of a Mortgagor secured by a Mortgage.

         Mortgaged  Property:  The real property  securing  repayment of the debt  evidenced by a Mortgage Note, or
with respect to a Cooperative Loan, the Cooperative Apartment.

         Mortgagor:  The obligor on a Mortgage Note.

         Officer's  Certificate:  A  certificate  signed by the  Chairman of the Board or the Vice  Chairman of the
Board or the  President or a Vice  President or an Assistant  Vice  President and certified by the Treasurer or the
Secretary  or one of the  Assistant  Treasurers  or Assistant  Secretaries  of the  Company,  and  delivered to the
Purchaser as required by this Agreement.

         Opinion of Counsel:  A written  opinion of counsel,  who may be an  employee  of the  Company,  reasonably
acceptable to the Purchaser.

         Periodic  Interest Rate Cap: As to each  adjustable  rate Mortgage Loan, the maximum  increase or decrease
in the Mortgage Interest Rate on any Adjustment Date pursuant to the terms of the Mortgage Note.

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

         Pledge  Agreement:  With respect to a Cooperative  Loan, the specific  agreement  creating a first lien on
and pledge of the Cooperative Shares and the appurtenant Proprietary Lease.

         Pledge  Instruments:  With  respect  to a  Cooperative  Loan,  the  Stock  Power,  the  Assignment  of the
Proprietary Lease and the Assignment of the Mortgage Note and Pledge Agreement.

         PMI  Policy:  A policy  of  primary  mortgage  guaranty  insurance  evidenced  by an  electronic  form and
certificate  number issued by a Qualified  Insurer,  as required by this Agreement with respect to certain Mortgage
Loans.

         Prime Rate:  The prime rate  announced  to be in effect  from time to time,  as  published  as the average
rate in The Wall Street Journal.

         Principal  Prepayment:  Any payment or other  recovery of principal  on a Mortgage  Loan which is received
in advance of its  scheduled  Due Date,  including  any  prepayment  penalty  or premium  thereon  and which is not
accompanied  by an amount of  interest  representing  scheduled  interest  due on any date or dates in any month or
months subsequent to the month of prepayment.

         Principal Prepayment Period:  The month preceding the month in which the related Remittance Date occurs.

         Project:  With  respect  to a  Cooperative  Loan,  all  real  property  owned by the  related  Cooperative
including the land, separate dwelling units and all common areas.

         Proprietary  Lease:  With respect to a  Cooperative  Loan, a lease on a Cooperative  Apartment  evidencing
the possessory interest of the Mortgagor in such Cooperative Apartment.

         Purchaser:  EMC  Mortgage  Corporation,  or its  successor in interest or any  successor to the  Purchaser
under this Agreement as herein provided.

         Purchase  Price:  The purchase  price for each Loan Package  shall be as stated in the related  Commitment
Letter.

         Qualified  Correspondent:  Any Person from which the Company purchased  Mortgage Loans,  provided that the
following  conditions are satisfied:  (i) such Mortgage Loans were originated  pursuant to an agreement between the
Company and such Person that contemplated  that such person would underwrite  mortgage loans from time to time, for
sale  to  the  Company,  in  accordance  with  underwriting  guidelines  designated  by  the  Company  ("Designated
Guidelines") or guidelines that do not vary  materially from such Designated  Guidelines;  (ii) such Mortgage Loans
were in fact  underwritten  as described in clause (i) above and were acquired by the Company within 180 days after
origination;  (iii) either (x) the Designated  Guidelines  were, at the time such Mortgage  Loans were  originated,
used by the Company in  origination  of mortgage loans of the same type as the Mortgage Loans for the Company's own
account or (y) the Designated  Guidelines  were, at the time such Mortgage Loans were  underwritten,  designated by
the  Company  on a  consistent  basis for use by lenders  in  originating  mortgage  loans to be  purchased  by the
Company;  and  (iv)  the  Company  employed,  at the  time  such  Mortgage  Loans  were  acquired  by the  Company,
pre-purchased or post-purchased  quality assurance procedures (which may involve,  among other things,  review of a
sample or mortgage loans purchased  during a particular  time period or through  particular  channels)  designed to
ensure that Persons from which it purchased  mortgage loans properly applied the underwriting  criteria  designated
by the Company.

         Qualified  Depository:  A  deposit  account  or  accounts  maintained  with a federal  or state  chartered
depository  institution  the deposits in which are insured by the FDIC to the applicable  limits and the short-term
unsecured  debt  obligations  of which (or,  in the case of a  depository  institution  that is a  subsidiary  of a
holding  company,  the short-term  unsecured debt  obligations of such holding company) are rated A-1 by Standard &
Poor's  Ratings  Group or Prime-1 by Moody's  Investors  Service,  Inc. (or a comparable  rating if another  rating
agency is  specified  by the  Purchaser  by written  notice to the  Company) at the time any  deposits  are held on
deposit therein.

         Qualified  Insurer:  A mortgage guaranty  insurance company duly authorized and licensed where required by
law to transact mortgage guaranty insurance business and approved as an insurer by Fannie Mae or Freddie Mac.

         Qualified  Substitute  Mortgage  Loan: A mortgage  loan  eligible to be  substituted  by the Company for a
Deleted  Mortgage Loan which must, on the date of such  substitution,  (i) have an outstanding  principal  balance,
after  deduction of all scheduled  payments due in the month of  substitution  (or in the case of a substitution of
more than one mortgage loan for a Deleted  Mortgage  Loan, an aggregate  principal  balance),  not in excess of the
Stated  Principal  Balance of the Deleted  Mortgage Loan;  (ii) have a Mortgage Loan  Remittance Rate not less than
and not more than two percent (2%) greater than the Mortgage Loan  Remittance  Rate of the Deleted  Mortgage  Loan;
(iii) have a remaining  term to maturity  not greater than and not more than one year less than that of the Deleted
Mortgage Loan; (iv) be of the same type as the Deleted  Mortgage Loan and (v) comply with each  representation  and
warranty set forth in Sections 3.01 and 3.02.

         Rating  Agency/Agencies:   Any  nationally  recognized  statistical  Rating  Agency,  or  its  successors,
including Standard & Poor's, a division of The McGraw-Hill  Companies,  Moody's Investors  Service,  Inc. and Fitch
Ratings.

         Recognition  Agreement:  An agreement  whereby a  Cooperative  and a lender with respect to a  Cooperative
Loan (i) acknowledge  that such lender may make, or intends to make, such  Cooperative  Loan, and (ii) make certain
agreements with respect to such Cooperative Loan.

         Reconstitution:  Any Securitization Transaction or Whole Loan Transfer.

         Reconstitution  Agreement:  The  agreement or  agreements  entered  into by the Company and the  Purchaser
and/or certain third parties on the  Reconstitution  Date or Dates with respect to any or all of the Mortgage Loans
serviced hereunder, in connection with a Whole Loan Transfer or Securitization Transaction.

         Reconstitution  Date:  The date on which any or all of the Mortgage  Loans  serviced  under this Agreement
may be removed from this Agreement and  reconstituted as part of a Securitization  Transaction,  Agency Transfer or
Whole Loan Transfer pursuant to Section 9.01 hereof.  The  Reconstitution  Date shall be such date as the Purchaser
shall designate.


         Regulation AB:  Subpart 229.1100 - Asset Backed Securities (Regulation AB), 17 C.F.R.
§§229.1100-229.1123, as such may be amended from time to time, and subject to such clarification and
interpretation as have been provided by the Commission in the adopting release (Asset-Backed Securities,
Securities Act Release No. 33-8518, 70 Fed. Reg. 1,506, 1,531 (Jan. 7, 2005) or by the staff of the Commission,
or as may be provided by the Commission or its staff from time to time.


         REMIC:  A "real estate mortgage investment conduit" within the meaning of Section 860D of the Code.

         REMIC  Provisions:  Provisions of the federal income tax law relating to a REMIC,  which appear at Section
860A  through 860G of  Subchapter  M of Chapter 1,  Subtitle A of the Code,  and related  provisions,  regulations,
rulings or pronouncements promulgated thereunder, as the foregoing may be in effect from time to time.

         Remittance  Date:  The 18th  day (or if such  18th day is not a  Business  Day,  the  first  Business  Day
immediately following) of any month.

         REO Disposition:  The final sale by the Company of any REO Property.

         REO Disposition  Proceeds:  All amounts  received with respect to an REO  Disposition  pursuant to Section
4.16.

         REO  Property:  A  Mortgaged  Property  acquired  by  the  Company  on  behalf  of the  Purchaser  through
foreclosure or by deed in lieu of foreclosure, as described in Section 4.16.

         Repurchase  Price:  Unless agreed  otherwise by the  Purchaser  and the Company,  a price equal to (i) the
Stated Principal  Balance of the Mortgage Loan plus (ii) interest on such Stated Principal  Balance at the Mortgage
Loan Remittance  Rate from the date on which interest has last been paid and  distributed to the Purchaser  through
the last day of the month in which such  repurchase  takes place,  less amounts  received or advanced in respect of
such  repurchased  Mortgage Loan which are being held in the  Custodial  Account for  distribution  in the month of
repurchase.

         Retained  Mortgage  File:  The items  referred to as items (3), (6), (7), (8) and (9) in Exhibit C annexed
hereto  with  respect  to a  particular  Mortgage  Loan that are not  required  to be  delivered  to the  Custodian
pursuant to this  Agreement,  and any  additional  documents  required to be added to the  Retained  Mortgage  File
pursuant to this Agreement.

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

         Securitization  Transaction:  Any  transaction  involving  either (a) a sale or other  transfer of some or
all of the Mortgage Loans  directly or indirectly to an issuing  entity in connection  with an issuance of publicly
offered or privately  placed,  rated or unrated  mortgage-backed  securities or (b) an issuance of publicly offered
or privately placed,  rated or unrated securities,  the payments on which are determined  primarily by reference to
one or more  portfolios  of  residential  mortgage  loans  consisting,  in whole or in part,  of some or all of the
Mortgage Loans.

         Servicer:  As defined in Section 9.01(e)(iii).

         Servicing  Advances:  All  customary,  reasonable  and necessary  "out of pocket" costs and expenses other
than Monthly Advances (including reasonable  attorney's fees and disbursements)  incurred in the performance by the
Company  of its  servicing  obligations,  including,  but  not  limited  to,  the  cost  of (a)  the  preservation,
restoration  and  protection of the Mortgaged  Property,  (b) any  enforcement or judicial  proceedings,  including
foreclosures,  (c) the management  and  liquidation  of any REO Property and (d)  compliance  with the  obligations
under Section 4.08 and 4.10 (excluding the Company's obligations to pay the premiums on LPMI Policies).

         Servicing  Criteria:  The "servicing  criteria" set forth in Item 1122(d) of Regulation AB, as such may be
amended from time to time.

         Servicing Fee: With respect to each Mortgage  Loan,  the amount of the annual fee the Purchaser  shall pay
to the Company,  which shall,  for a period of one full month,  be equal to  one-twelfth  of the product of (a) the
Servicing  Fee Rate and (b) the  outstanding  principal  balance of such Mortgage  Loan.  Such fee shall be payable
monthly,  computed on the basis of the same  principal  amount and period  respecting  which any  related  interest
payment on a Mortgage  Loan is received.  The  obligation  of the Purchaser to pay the Servicing Fee is limited to,
and the Servicing Fee is payable solely from, the interest portion  (including  recoveries with respect to interest
from  Liquidation  Proceeds,  to the extent  permitted by Section  4.05) of such Monthly  Payment  collected by the
Company, or as otherwise provided under Section 4.05.

         Servicing Fee Rate:  The per annum percentage for each Mortgage Loan, as stated in the Commitment Letter.

         Servicing  File:  With respect to each  Mortgage  Loan,  the file  retained by the Company  consisting  of
originals of all  documents in the Retained  Mortgage  File which are not  delivered to the Custodian and copies of
the  Mortgage  Loan  Documents  listed in the  Custodial  Agreement  the  originals  of which are  delivered to the
Custodian pursuant to Section 2.03.

         Servicing  Officer:  Any officer of the Company  involved in or  responsible  for the  administration  and
servicing of the Mortgage  Loans whose name  appears on a list of  servicing  officers  furnished by the Company to
the Purchaser upon request, as such list may from time to time be amended.

         Stated  Principal  Balance:  As to each Mortgage Loan,  (i) the principal  balance of the Mortgage Loan at
the related  Cut-off Date after giving effect to payments of principal  due on or before such date,  whether or not
received,  minus (ii) all amounts  previously  distributed  to the Purchaser  with respect to the related  Mortgage
Loan representing payments or recoveries of principal or advances in lieu thereof.

         Static Pool  Information:  Static pool  information  as  described in Item  1105(a)(1)-(3)  and 1105(c) of
Regulation AB.

         Stock  Certificate:  With  respect to a  Cooperative  Loan,  a  certificate  evidencing  ownership  of the
Cooperative Shares issued by the Cooperative.

         Stock  Power:  With  respect  to a  Cooperative  Loan,  an  assignment  of  the  Stock  Certificate  or an
assignment of the Cooperative Shares issued by the Cooperative.

         Subcontractor:  Any  vendor,  subcontractor  or  other  Person  that is not  responsible  for the  overall
servicing (as  "servicing" is commonly  understood by  participants in the  mortgage-backed  securities  market) of
Mortgage  Loans but performs one or more  discrete  functions  identified  in Item  1122(d) of  Regulation  AB with
respect to Mortgage Loans under the direction or authority of the Company or a Subservicer.

         Subservicer:  Any Person that services  Mortgage Loans on behalf of the Company or any  Subservicer and is
responsible for the performance  (whether  directly or through  Subservicers  or  Subcontractors)  of a substantial
portion of the material  servicing  functions  required to be performed by the Company under this  Agreement or any
Reconstitution Agreement that are identified in Item 1122(d) of Regulation AB.

         Subsidy Account:  An account maintained by the Company specifically to hold all Subsidy Funds to be
applied to individual Subsidy Loans.

         Subsidy Funds:  With respect to any Subsidy Loans, funds contributed by the employer of a Mortgagor in
order to reduce the payments required from the Mortgagor for a specified period in specified amounts.

         Subsidy Loan:  Any Mortgage Loan subject to a temporary interest subsidy agreement pursuant to which the
monthly interest payments made by the related Mortgagor will be less than the scheduled monthly interest payments
on such Mortgage Loan, with the resulting difference in interest payments being provided by the employer of the
Mortgagor.  Each Subsidy Loan will be identified as such in the related Electronic Data File.

         Third-Party Originator:  Each Person, other than a Qualified Correspondent, that originated Mortgage
Loans acquired by the Company.

         Time$aver®  Mortgage Loan: A Mortgage Loan which has been  refinanced  pursuant to a Company  program that
allows a rate/term refinance of an existing Company serviced loan with minimal documentation.

         Whole Loan  Transfer:  Any sale or transfer of some or all of the  Mortgage  Loans by the  Purchaser  to a
third party, which sale or transfer is not a Securitization Transaction or Agency Transfer.

                                                    ARTICLE II



  CONVEYANCE OF MORTGAGE LOANS; POSSESSION OF MORTGAGE FILES; BOOKS AND RECORDS; CUSTODIAL AGREEMENT; DELIVERY OF
                                                     DOCUMENTS


Section 2.01      Conveyance of Mortgage Loans; Possession of Custodial Mortgage Files;
                  Maintenance of Retained Mortgage Files and Servicing Files.

         Pursuant  to  an  Assignment  and  Conveyance  Agreement,  on  the  related  Closing  Date,  the  Company,
simultaneously with the payment of the Purchase Price by the Purchaser,  shall thereby sell, transfer,  assign, set
over and convey to the  Purchaser,  without  recourse,  but subject to the terms of this  Agreement and the related
Assignment  and  Conveyance  Agreement,  all the right,  title and  interest of the Company in and to the  Mortgage
Loans listed on the  respective  Mortgage  Loan  Schedule  annexed to such  Assignment  and  Conveyance  Agreement,
together with the Retained  Mortgage  Files and Custodial  Mortgage  Files and all rights and  obligations  arising
under the  documents  contained  therein.  Pursuant to Section  2.03,  the  Company  shall  deliver  the  Custodial
Mortgage File for each Mortgage Loan comprising the related Loan Package to the Custodian.

         The  contents of each  Retained  Mortgage  File not  delivered to the  Custodian  are and shall be held in
trust by the  Company  for the  benefit  of the  Purchaser  as the owner  thereof.  The  Company  shall  maintain a
Servicing  File  consisting  of a copy of the contents of each  Custodial  Mortgage  File and the  originals of the
documents  in each  Retained  Mortgage  File not  delivered  to the  Custodian.  The  possession  of each  Retained
Mortgage File and  Servicing  File by the Company is at the will of the Purchaser for the sole purpose of servicing
the related  Mortgage  Loan,  and such  retention and  possession by the Company is in a custodial  capacity  only.
Upon the sale of the Mortgage  Loans the  ownership of each  Mortgage  Note,  the related  Mortgage and the related
Custodial  Mortgage File and  Servicing  File shall vest  immediately  in the  Purchaser,  and the ownership of all
records and documents  with respect to the related  Mortgage Loan prepared by or which come into the  possession of
the Company  shall vest  immediately  in the  Purchaser  and shall be retained and  maintained  by the Company,  in
trust,  at the will of the Purchaser  and only in such  custodial  capacity.  The Company shall release its custody
of the contents of any Servicing  File only in accordance  with written  instructions  from the  Purchaser,  unless
such release is required as incidental to the Company's  servicing of the Mortgage  Loans or is in connection  with
a repurchase  of any Mortgage Loan pursuant to Section 3.03 or 6.02.  All such costs  associated  with the release,
transfer  and  re-delivery  to the Company  shall be the  responsibility  of the  Purchaser  other than any related
recording costs (especially in instances of breach).

         In addition,  in connection  with the  assignment of any MERS Mortgage  Loan,  the Company  agrees that it
will  cause,  the MERS®  System to  indicate  that such  Mortgage  Loans have been  assigned  by the Company to the
Purchaser in accordance  with this  Agreement by including (or  deleting,  in the case of Mortgage  Loans which are
repurchased  in  accordance  with this  Agreement)  in such computer  files the  information  required by the MERS®
System to identify the Purchaser as beneficial owner of such Mortgage Loans.

Section 2.02......Books and Records; Transfers of Mortgage Loans.

         From and after the sale of the  Mortgage  Loans to the  Purchaser  in the  related  Loan  Package  on each
Closing Date, all rights  arising out of such Mortgage Loans  including but not limited to all funds received on or
in connection with such Mortgage  Loans,  shall be received and held by the Company in trust for the benefit of the
Purchaser as owner of such Mortgage Loans,  and the Company shall retain record title to the related  Mortgages for
the sole purpose of facilitating the servicing and the supervision of the servicing of such Mortgage Loans.

         The sale of each  Mortgage  Loan shall be reflected on the  Company's  balance  sheet and other  financial
statements  as a sale of assets by the  Company.  The  Company  shall be  responsible  for  maintaining,  and shall
maintain,  a complete set of books and records for each Mortgage Loan which shall be marked  clearly to reflect the
ownership of each Mortgage Loan by the  Purchaser.  In particular,  the Company shall  maintain in its  possession,
available  for  inspection by the  Purchaser,  or its  designee,  and shall  deliver to the Purchaser  upon demand,
evidence of compliance with all federal,  state and local laws, rules and  regulations,  and requirements of Fannie
Mae or  Freddie  Mac,  including  but not  limited  to  documentation  as to the  method  used in  determining  the
applicability  of the  provisions  of the Flood  Disaster  Protection  Act of 1973,  as amended,  to the  Mortgaged
Property,  documentation  evidencing  insurance coverage and eligibility of any condominium project for approval by
Fannie Mae or Freddie Mac and  records of periodic  inspections  as  required by Section  4.13.  To the extent that
original  documents are not required for purposes of  realization of  Liquidation  Proceeds or Insurance  Proceeds,
documents  maintained by the Company may be in the form of microfilm or microfiche or such other  reliable means of
recreating  original  documents,  including but not limited to, optical  imagery  techniques so long as the Company
complies with the requirements of the Fannie Mae Selling and Servicing Guide, as amended from time to time.

         The Company shall  maintain with respect to each Mortgage Loan and shall make  available for inspection by
any Purchaser or its designee the related  Servicing File during the time the Purchaser  retains  ownership of such
Mortgage Loan and thereafter in accordance with applicable laws and regulations.

         The Company  shall keep at its  servicing  office books and records in which,  subject to such  reasonable
regulations as it may  prescribe,  the Company shall note  transfers of Mortgage  Loans.  No transfer of a Mortgage
Loan  may be made  unless  such  transfer  is in  compliance  with  the  terms  hereof.  For the  purposes  of this
Agreement,  the Company shall be under no obligation to deal with any Person with respect to this  Agreement or the
Mortgage  Loans  unless the books and records  show such Person as the owner of the Mortgage  Loan.  The  Purchaser
may,  subject to the terms of this Agreement,  sell and transfer one or more of the Mortgage  Loans.  The Purchaser
also shall advise the Company of the  transfer.  Upon  receipt of notice of the  transfer,  the Company  shall mark
its books and records to reflect the  ownership  of the  Mortgage  Loans of such  assignee,  and shall  release the
previous  Purchaser from its  obligations  hereunder with respect to the Mortgage Loans sold or  transferred.  Such
notification  of a transfer  shall  include a final loan  schedule  which shall be received by the Company no fewer
than five (5) Business  Days before the last  Business Day of the month.  If such  notification  is not received as
specified  above,  the Company's  duties to remit and report as required by Section 5 shall begin with the next Due
Period.

Section 2.03......Custodial Agreement; Delivery of Documents.

         On each Closing Date with respect to each Mortgage Loan  comprising the related Loan Package,  the Company
shall deliver and release to the Custodian the related  Custodial  Mortgage File as set forth in Exhibit C attached
hereto.

         The Custodian  shall certify its receipt of any Mortgage Loan Documents  actually  received on or prior to
such  Closing  Date and as required to be  delivered  pursuant to the  Custodial  Agreement,  as  evidenced  by the
Initial  Certification  of the Custodian in the form annexed to the  Custodial  Agreement.  The  Purchaser  will be
responsible for the fees and expenses of the Custodian.

         Upon the  Purchaser's  request,  the Company  shall  deliver to Purchaser or its designee  within ten (10)
days after such request such contents of the Retained  Mortgage  file so  requested.  In the event that the company
fails to deliver to the  Purchaser or its  designee the  requested  contents of the Retained  Mortgage  File within
such  ten-day  period,  and if the Company  does not cure such failure  within five (5) days  following  receipt of
written  notification of such failure,  the Company shall repurchase each related Mortgage Loan at the price and in
the manner specified in Section 3.03.

         The Company shall forward to the Custodian  original  documents  evidencing an  assumption,  modification,
consolidation  or extension of any Mortgage  Loan entered into in  accordance  with Section 4.01 or 6.01 within one
week of their  execution,  provided,  however,  that the Company shall provide the Custodian  with a certified true
copy of any such document  submitted for recordation  within ten (10) days of its execution,  and shall provide the
original of any document  submitted for recordation or a copy of such document  certified by the appropriate public
recording  office  to be a true  and  complete  copy  of the  original  within  sixty  days of its  submission  for
recordation.

         In the event the public recording  office is delayed in returning any original  document which the Company
is required to deliver at any time to the  Custodian in  accordance  with the terms of the  Custodial  Agreement or
which the Company is required to maintain in the related  Retained  Mortgage File, the Company shall deliver to the
Custodian or to the Retained  Mortgage File, as applicable,  within 240 days of its submission for  recordation,  a
copy of such  document and an Officer's  Certificate,  which shall (i) identify the recorded  document;  (ii) state
that the recorded  document has not been  delivered to the Custodian due solely to a delay by the public  recording
office,  (iii) state the amount of time generally required by the applicable  recording office to record and return
a  document  submitted  for  recordation,  and (iv)  specify  the date the  applicable  recorded  document  will be
delivered  to the  Custodian.  The Company  will be required to deliver  such  document to the  Custodian or to the
Retained  Mortgage  File, as applicable,  by the date  specified in (iv) above.  An extension of the date specified
in (iv) above may be requested from the Purchaser, which consent shall not be unreasonably withheld.

         In the event that new,  replacement,  substitute or additional Stock  Certificates are issued with respect
to  existing   Cooperative  Shares,  the  Company  immediately  shall  deliver  to  the  Custodian  the  new  Stock
Certificates,  together with the related  Stock Powers in blank.  Such new Stock  Certificates  shall be subject to
the  related  Pledge  Instruments  and shall be subject  to all of the  terms,  covenants  and  conditions  of this
Agreement.

                                                    ARTICLE III

                                REPRESENTATIONS AND WARRANTIES REMEDIES AND BREACH



Section 3.01......Company Representations and Warranties.

         The Company hereby represents and warrants to the Purchaser that, as of the related Closing Date:

         (a)      Due Organization and Authority.

                  The Company is a national  banking  association  duly  organized,  validly  existing  and in good
                  standing  under the laws of the United  States  and has all  licenses  necessary  to carry on its
                  business as now being  conducted  and is licensed,  qualified  and in good standing in each state
                  where  a  Mortgaged  Property  is  located  if the  laws  of  such  state  require  licensing  or
                  qualification  in order to conduct  business of the type  conducted  by the  Company,  and in any
                  event the Company is in  compliance  with the laws of any such state to the extent  necessary  to
                  ensure the  enforceability  of the related  Mortgage Loan and the servicing of such Mortgage Loan
                  in accordance with the terms of this  Agreement;  the Company has the full power and authority to
                  execute  and  deliver  this  Agreement  and to perform in  accordance  herewith;  the  execution,
                  delivery  and  performance  of this  Agreement  (including  all  instruments  of  transfer  to be
                  delivered  pursuant to this Agreement) by the Company and the  consummation  of the  transactions
                  contemplated  hereby have been duly and validly  authorized;  this Agreement evidences the valid,
                  binding and  enforceable  obligation of the Company;  and all requisite  action has been taken by
                  the Company to make this  Agreement  valid and binding  upon the Company in  accordance  with its
                  terms;

         (b)      Ordinary Course of Business.

                  The  consummation of the  transactions  contemplated by this Agreement are in the ordinary course
                  of business of the  Company,  who is in the  business of selling  and  servicing  loans,  and the
                  transfer,  assignment  and  conveyance  of the  Mortgage  Notes and the  Mortgages by the Company
                  pursuant  to this  Agreement  are not  subject  to the bulk  transfer  or any  similar  statutory
                  provisions in effect in any applicable jurisdiction;

         (c)      No Conflicts.

                  Neither the execution and delivery of this  Agreement,  the  acquisition of the Mortgage Loans by
                  the Company,  the sale of the Mortgage  Loans to the Purchaser or the  transactions  contemplated
                  hereby,  nor the  fulfillment  of or compliance  with the terms and  conditions of this Agreement
                  will  conflict  with or result in a breach of any of the  terms,  articles  of  incorporation  or
                  by-laws or any legal  restriction  or any  agreement or  instrument to which the Company is now a
                  party or by which it is bound,  or  constitute  a default or result in the  violation of any law,
                  rule,  regulation,  order, judgment or decree to which the Company or its property is subject, or
                  impair the ability of the  Purchaser  to realize on the  Mortgage  Loans,  or impair the value of
                  the Mortgage Loans;

         (d)      Ability to Service.

                  The  Company is an  approved  seller/servicer  of  conventional  residential  mortgage  loans for
                  Fannie Mae or Freddie Mac, with the facilities,  procedures,  and experienced personnel necessary
                  for the sound  servicing of mortgage  loans of the same type as the Mortgage  Loans.  The Company
                  is in good  standing  to sell  mortgage  loans to and  service  mortgage  loans for Fannie Mae or
                  Freddie  Mac,  and no event has  occurred,  including  but not  limited to a change in  insurance
                  coverage,  which  would  make the  Company  unable to  comply  with  Fannie  Mae or  Freddie  Mac
                  eligibility  requirements  or which would  require  notification  to either Fannie Mae or Freddie
                  Mac;

         (e)      Reasonable Servicing Fee.

                  The Company  acknowledges  and agrees that the Servicing Fee represents  reasonable  compensation
                  for performing  such services and that the entire  Servicing Fee shall be treated by the Company,
                  for accounting and tax purposes,  as  compensation  for the servicing and  administration  of the
                  Mortgage Loans pursuant to this Agreement;

         (f)      Ability to Perform.

                  The Company  does not  believe,  nor does it have any reason or cause to believe,  that it cannot
                  perform  each and every  covenant  contained  in this  Agreement.  The Company is solvent and the
                  sale of the  Mortgage  Loans  will not cause the  Company  to become  insolvent.  The sale of the
                  Mortgage Loans is not undertaken to hinder, delay or defraud any of the Company's creditors;

         (g)      No Litigation Pending.

                  There is no action, suit,  proceeding or investigation  pending or threatened against the Company
                  which,  either in any one  instance  or in the  aggregate,  may  result in any  material  adverse
                  change in the business,  operations,  financial  condition,  properties or assets of the Company,
                  or in any  material  impairment  of the right or ability of the Company to carry on its  business
                  substantially  as now  conducted,  or in any material  liability  on the part of the Company,  or
                  which would draw into  question  the validity of this  Agreement or the Mortgage  Loans or of any
                  action taken or to be  contemplated  herein,  or which would be likely to impair  materially  the
                  ability of the Company to perform under the terms of this Agreement;

         (h)      No Consent Required.

                  No  consent,  approval,  authorization  or order of any court or  governmental  agency or body is
                  required for the  execution,  delivery and  performance  by the Company of or  compliance  by the
                  Company with this  Agreement or the sale of the Mortgage  Loans as evidenced by the  consummation
                  of the  transactions  contemplated  by this  Agreement,  or if required,  such  approval has been
                  obtained prior to the related Closing Date;

         (i)      Selection Process.

                  The Mortgage  Loans were  selected  from among either the  outstanding  fixed rate or  adjustable
                  rate one- to  four-family  mortgage  loans in the  Company's  mortgage  banking  portfolio at the
                  related  Closing Date as to which the  representations  and  warranties set forth in Section 3.02
                  could  be made  and  such  selection  was not made in a  manner  so as to  affect  adversely  the
                  interests of the Purchaser;

         (j)      No Untrue Information.

                  Neither this Agreement nor any statement,  report or other document  furnished or to be furnished
                  pursuant to this Agreement or in connection with the  transactions  contemplated  hereby contains
                  any  untrue  statement  of  fact or  omits  to  state a fact  necessary  to make  the  statements
                  contained therein not misleading;

         (k)      Sale Treatment.

                  The  Company  has  determined  that  the  disposition  of the  Mortgage  Loans  pursuant  to this
                  Agreement will be afforded sale treatment for accounting and tax purposes;

         (l)      No Material Change.

                  There has been no material  adverse change in the business,  operations,  financial  condition or
                  assets of the Company since the date of the Company's most recent financial statements;

         (m)      No Brokers' Fees.

                  The Company has not dealt with any broker,  investment banker,  agent or other Person that may be
                  entitled to any  commission  or  compensation  in the  connection  with the sale of the  Mortgage
                  Loans; and

(n)      MERS.

                  The Company is a member of MERS in good standing.


Section 3.02......Representations and Warranties Regarding Individual Mortgage Loans.

         As to each Mortgage  Loan,  the Company  hereby  represents  and warrants to the Purchaser  that as of the
related Closing Date:

         (a)      Mortgage Loans as Described.

                  The  information  set  forth  in the  respective  Mortgage  Loan  Schedule  and  the  information
                  contained on the respective Electronic Data File delivered to the Purchaser is true and correct;

         (b)      Payments Current.

                  All payments  required to be made up to the related  Cut-off Date for the Mortgage Loan under the
                  terms of the Mortgage  Note have been made and  credited.  No payment under any Mortgage Loan has
                  been  thirty (30) days  delinquent  more than one time  within  twelve  (12) months  prior to the
                  related Closing Date;

         (c)      No Outstanding Charges.

                  There are no defaults in complying with the terms of the Mortgages,  and all taxes,  governmental
                  assessments,  insurance premiums,  leasehold payments,  water, sewer and municipal charges, which
                  previously  became due and owing have been paid,  or an escrow of funds has been  established  in
                  an  amount  sufficient  to pay for  every  such  item  which  remains  unpaid  and which has been
                  assessed  but is not yet  due and  payable.  The  Seller  has not  advanced  funds,  or  induced,
                  solicited  directly or  indirectly,  the payment of any amount  required under the Mortgage Loan,
                  except for interest  accruing from the date of the Mortgage Note or date of  disbursement  of the
                  Mortgage Loan proceeds,  whichever is later,  to the day which precedes by one month the Due Date
                  of the first installment of principal and interest;

         (d)      Original Terms Unmodified.

                  The terms of the Mortgage Note and Mortgage have not been impaired,  waived,  altered or modified
                  in any respect,  except by a written instrument which has been recorded,  if necessary to protect
                  the interests of the Purchaser and which has been  delivered to the  Custodian.  The substance of
                  any such waiver,  alteration or  modification  has been approved by the issuer of any related PMI
                  Policy and the title insurer,  to the extent required by the policy,  and its terms are reflected
                  on the related  Mortgage  Loan  Schedule.  No Mortgagor has been  released,  in whole or in part,
                  except in  connection  with an  assumption  agreement  approved  by the issuer of any related PMI
                  Policy  and the title  insurer,  to the  extent  required  by the  policy,  and which  assumption
                  agreement was delivered to the Custodian pursuant to the terms of the Custodial Agreement;

         (e)      No Defenses.

                  The Mortgage Loan is not subject to any right of rescission,  set-off,  counterclaim  or defense,
                  including  without  limitation  the defense of usury,  nor will the operation of any of the terms
                  of the Mortgage  Note or the  Mortgage,  or the exercise of any right  thereunder,  render either
                  the Mortgage  Note or the Mortgage  unenforceable,  in whole or in part,  or subject to any right
                  of rescission,  set-off,  counterclaim or defense,  including  without  limitation the defense of
                  usury, and no such right of rescission,  set-off,  counterclaim or defense has been asserted with
                  respect thereto;

         (f)      No Satisfaction of Mortgage.

                  The Mortgage has not been satisfied,  canceled,  subordinated or rescinded,  in whole or in part,
                  and the Mortgaged  Property has not been  released from the lien of the Mortgage,  in whole or in
                  part,  nor has any  instrument  been executed  that would effect any such release,  cancellation,
                  subordination or rescission;

         (g)      Validity of Mortgage Documents.

                  The  Mortgage  Note and the Mortgage and related  documents  are genuine,  and each is the legal,
                  valid and binding  obligation of the maker  thereof  enforceable  in  accordance  with its terms.
                  All parties to the Mortgage  Note and the Mortgage had legal  capacity to enter into the Mortgage
                  Loan and to execute and deliver the Mortgage  Note and the  Mortgage,  and the Mortgage  Note and
                  the Mortgage have been duly and properly executed by such parties;

                  With respect to each  Cooperative  Loan, the Mortgage Note, the Mortgage,  the Pledge  Agreement,
                  and related  documents are genuine,  and each is the legal,  valid and binding  obligation of the
                  maker thereof  enforceable  in accordance  with its terms.  All parties to the Mortgage Note, the
                  Mortgage,  the Pledge Agreement,  the Proprietary Lease, the Stock Power,  Recognition  Agreement
                  and the  Assignment of  Proprietary  Lease had legal capacity to enter into the Mortgage Loan and
                  to execute and deliver such  documents,  and such documents have been duly and properly  executed
                  by such parties;


         (h)      No Fraud.

                  No error, omission,  misrepresentation,  negligence,  fraud or similar occurrence with respect to
                  a Mortgage Loan has taken place on the part of the Company,  or the Mortgagor,  or to the best of
                  the  Company's  knowledge,  any  appraiser,  any builder,  or any  developer,  or any other party
                  involved in the  origination  of the  Mortgage  Loan or in the  application  of any  insurance in
                  relation to such Mortgage Loan;

         (i)      Compliance with Applicable Laws.

                  Any and all  requirements  of any  federal,  state or local law  including,  without  limitation,
                  usury,  truth-in-lending,   real  estate  settlement  procedures,  consumer  credit  and  privacy
                  protection,  equal  credit  opportunity,   disclosure  or  predatory  and  abusive  lending  laws
                  applicable to the Mortgage Loan have been complied  with,  and the Company shall  maintain in its
                  possession,  available for the  Purchaser's  inspection,  and shall deliver to the Purchaser upon
                  demand,  evidence  of  compliance  with all such  requirements.  All  inspections,  licenses  and
                  certificates  required  to be made  or  issued  with  respect  to all  occupied  portions  of the
                  Mortgaged  Property  and,  with respect to the use and  occupancy of the same,  including but not
                  limited to  certificates  of  occupancy  and fire  underwriting  certificates,  have been made or
                  obtained from the appropriate authorities;

         (j)      Location and Type of Mortgaged Property.

                  The Mortgaged  Property is located in the state  identified in the related Mortgage Loan Schedule
                  and  consists of a single,  contiguous  parcel of real  property  with a detached  single  family
                  residence erected thereon, or a two- to four-family dwelling,  or an individual  condominium unit
                  in a condominium  project,  or a Cooperative  Apartment,  or an individual unit in a planned unit
                  development  or a townhouse,  provided,  however,  that any  condominium  project or planned unit
                  development  shall  conform with the  applicable  Fannie Mae  requirements,  or the  underwriting
                  guidelines of the company,  regarding  such  dwellings,  and no residence or dwelling is a mobile
                  home.  As of the  respective  date of the appraisal for each  Mortgaged  Property,  any Mortgaged
                  Property  being used for  commercial  purposes  conforms to the  underwriting  guidelines  of the
                  Company  and,  to the best of the  Company's  knowledge,  since  the date of such  appraisal,  no
                  portion  of  the  Mortgage  Property  has  been  used  for  commercial  purposes  outside  of the
                  underwriting guidelines of the Company;

         (k)      Valid First Lien.

                  The  Mortgage  is a valid,  subsisting  and  enforceable  first lien on the  Mortgaged  Property,
                  including  all  buildings  on the  Mortgaged  Property  and  all  installations  and  mechanical,
                  electrical,  plumbing,  heating  and air  conditioning  systems  located  in or  annexed  to such
                  buildings,  and all additions,  alterations and replacements made at any time with respect to the
                  foregoing.  The lien of the Mortgage is subject only to:

                  (1)      the lien of current real property taxes and assessments not yet due and payable;

                  (2)      covenants,  conditions and restrictions,  rights of way,  easements and other matters of
                           the  public  record  as  of  the  date  of  recording  acceptable  to  mortgage  lending
                           institutions  generally and  specifically  referred to in the lender's  title  insurance
                           policy  delivered  to the  originator  of the  Mortgage  Loan  and  (i)  referred  to or
                           otherwise  considered in the appraisal  made for the originator of the Mortgage Loan and
                           (ii) which do not  adversely  affect the Appraised  Value of the Mortgaged  Property set
                           forth in such appraisal; and

                  (3)      other matters to which like  properties  are commonly  subject  which do not  materially
                           interfere  with the benefits of the security  intended to be provided by the mortgage or
                           the use, enjoyment, value or marketability of the related Mortgaged Property.

                  Any security  agreement,  chattel  mortgage or  equivalent  document  related to and delivered in
                  connection  with the Mortgage Loan  establishes  and creates a valid,  subsisting and enforceable
                  first lien and first  priority  security  interest  on the  property  described  therein  and the
                  Company has full right to sell and assign the same to the Purchaser;

                  With respect to each  Cooperative  Loan, each Pledge Agreement  creates a valid,  enforceable and
                  subsisting  first security  interest in the  Cooperative  Shares and Proprietary  Lease,  subject
                  only  to (i) the  lien  of the  related  Cooperative  for  unpaid  assessments  representing  the
                  Mortgagor's pro rata share of the Cooperative's  payments for its blanket  mortgage,  current and
                  future real property taxes,  insurance premiums,  maintenance fees and other assessments to which
                  like  collateral is commonly  subject and (ii) other matters to which like collateral is commonly
                  subject  which do not  materially  interfere  with the  benefits of the  security  intended to be
                  provided by the Pledge Agreement;  provided,  however, that the appurtenant Proprietary Lease may
                  be subordinated or otherwise subject to the lien of any mortgage on the Project;

         (l)      Full Disbursement of Proceeds.

                  The proceeds of the Mortgage Loan have been fully  disbursed,  except for escrows  established or
                  created due to seasonal  weather  conditions,  and there is no  requirement  for future  advances
                  thereunder.  All costs,  fees and expenses  incurred in making or closing the  Mortgage  Loan and
                  the recording of the Mortgage  were paid,  and the Mortgagor is not entitled to any refund of any
                  amounts paid or due under the Mortgage Note or Mortgage;

         (m)      Consolidation of Future Advances.

                  Any future  advances made prior to the related  Cut-off  Date,  have been  consolidated  with the
                  outstanding  principal  amount  secured by the Mortgage,  and the secured  principal  amount,  as
                  consolidated,  bears a single  interest rate and single  repayment  term reflected on the related
                  Mortgage Loan Schedule.  The lien of the Mortgage  securing the consolidated  principal amount is
                  expressly  insured as having first lien priority by a title insurance  policy,  an endorsement to
                  the policy insuring the mortgagee's  consolidated  interest or by other title evidence acceptable
                  to Fannie Mae or Freddie  Mac;  the  consolidated  principal  amount does not exceed the original
                  principal  amount of the  Mortgage  Loan;  the Seller  shall not make future  advances  after the
                  related Cut-Off Date;

         (n)      Ownership.

                  The  Company  is the sole  owner of  record  and  holder  of the  Mortgage  Loan and the  related
                  Mortgage  Note and the  Mortgage  are not  assigned  or  pledged,  and the  Company  has good and
                  marketable  title  thereto and has full right and  authority  to transfer  and sell the  Mortgage
                  Loan to the Purchaser.  The Company is  transferring  the Mortgage Loan free and clear of any and
                  all  encumbrances,   liens,  pledges,  equities,  participation  interests,  claims,  charges  or
                  security interests of any nature encumbering such Mortgage Loan;

         (o)      Origination/Doing Business.

                  The  Mortgage  Loan was  originated  by a  savings  and  loan  association,  a  savings  bank,  a
                  commercial  bank,  a  credit  union,  an  insurance  company,  or  similar  institution  which is
                  supervised  and  examined  by a federal or state  authority  or by a  mortgagee  approved  by the
                  Secretary  of Housing and Urban  Development  pursuant to  Sections  203 and 211 of the  National
                  Housing  Act.  All  parties  which  have  had any  interest  in the  Mortgage  Loan,  whether  as
                  mortgagee,  assignee,  pledgee or  otherwise,  are (or,  during the period in which they held and
                  disposed  of such  interest,  were)  (1) in  compliance  with  any and all  applicable  licensing
                  requirements  of the laws of the  state  wherein  the  Mortgaged  Property  is  located,  and (2)
                  organized  under the laws of such state,  or (3)  qualified to do business in such state,  or (4)
                  federal savings and loan  associations or national banks having principal  offices in such state,
                  or (5) not doing business in such state;

         (p)      LTV, PMI Policy.

                  Each  Mortgage  Loan has an LTV as set forth in the related  Mortgage  Loan  Schedule and related
                  Electronic  Data File.  Except as indicated on the  Electronic  Data File,  those  Mortgage Loans
                  with an LTV  greater  than 80% at the time of  origination,  a portion  of the  unpaid  principal
                  balance of the Mortgage  Loan is and will be insured as to payment  defaults by a PMI Policy.  If
                  the  Mortgage  Loan is  insured by a PMI Policy for which the  Mortgage  pays all  premiums,  the
                  coverage  will  remain in place until (i) the LTV is  decreased  to 78% or (ii) the PMI Policy is
                  otherwise  terminated  pursuant to the  Homeowners  Protection  Act of 1998, 12 USC 4901, et seq.
                  All  provisions of such PMI Policy and LPMI Policy have been and are being  complied  with,  such
                  PMI Policy and LPMI Policy is in full force and effect,  and all  premiums  due  thereunder  have
                  been  paid.  The  Qualified  Insurer  has a claims  paying  ability  acceptable  to Fannie Mae or
                  Freddie Mac. Any Mortgage  Loan subject to a PMI Policy  obligates  the  Mortgagor or in the case
                  of an LPMI Policy,  obligates  the Company,  thereunder to maintain the PMI Policy or LPMI Policy
                  and to pay all premiums and charges in  connection  therewith.  The  Mortgage  Interest  Rate for
                  the  Mortgage  Loan as set  forth  on the  related  Mortgage  Loan  Schedule  is net of any  such
                  insurance premium.  No prior holder of the Mortgage,  including the Company,  has done, by act or
                  omission, anything which would impair the coverage of such PMI Policy or LPMI Policy;

         (q)      Title Insurance.

                  The  Mortgage  Loan is covered by an ALTA  lender's  title  insurance  policy or other  generally
                  acceptable  form of policy of  insurance  acceptable  to Fannie Mae or Freddie  Mac,  issued by a
                  title  insurer  acceptable  to Fannie Mae or Freddie  Mac and  qualified  to do  business  in the
                  jurisdiction  where the Mortgaged Property is located,  insuring the Company,  its successors and
                  assigns,  as to the first priority lien of the Mortgage in the original  principal  amount of the
                  Mortgage  Loan,  subject  only  to the  exceptions  contained  in  clauses  (1),  (2)  and (3) of
                  Paragraph  (k) of this  Section  3.02,  and  against  any loss by  reason  of the  invalidity  or
                  unenforceability  of the lien  resulting  from  the  provisions  of the  Mortgage  providing  for
                  adjustment  to the Mortgage  Interest Rate and Monthly  Payment.  The Company is the sole insured
                  of such lender's title  insurance  policy,  and such lender's title  insurance  policy is in full
                  force and  effect  and will be in force and  effect  upon the  consummation  of the  transactions
                  contemplated  by this  Agreement.  No claims have been made under such lender's  title  insurance
                  policy,  and no prior  holder  of the  Mortgage,  including  the  Company,  has  done,  by act or
                  omission, anything which would impair the coverage of such lender's title insurance policy;

         (r)      No Defaults.

                  There is no default,  breach,  violation or event of acceleration  existing under the Mortgage or
                  the  Mortgage  Note  and no  event  which,  with  the  passage  of time or  with  notice  and the
                  expiration of any grace or cure period,  would constitute a default,  breach,  violation or event
                  of acceleration,  and neither the Company nor its predecessors  have waived any default,  breach,
                  violation or event of acceleration;

         (s)      No Mechanics' Liens.

                  There are no  mechanics'  or similar  liens or claims  which  have been filed for work,  labor or
                  material  (and no rights  are  outstanding  that  under the law  could  give rise to such  liens)
                  affecting  the  related  Mortgaged  Property  which  are or may be liens  prior  to,  or equal or
                  coordinate  with,  the lien of the related  Mortgage  which are not insured  against by the title
                  insurance policy referenced in Paragraph (q) above;

         (t)      Location of Improvements; No Encroachments.

                  Except as insured against by the title insurance  policy  referenced in Paragraph (q) above,  all
                  improvements  which were considered in determining the Appraised Value of the Mortgaged  Property
                  lay wholly within the boundaries  and building  restriction  lines of the Mortgaged  Property and
                  no  improvements on adjoining  properties  encroach upon the Mortgaged  Property.  No improvement
                  located on or being part of the Mortgaged  Property is in violation of any applicable  zoning law
                  or regulation;

         (u)      Payment Terms.

                  Except with respect to the Interest Only Mortgage  Loans,  principal  payments  commenced no more
                  than 60 days after the funds were  disbursed  to the  Mortgagor in  connection  with the Mortgage
                  Loan.  The  Mortgage  Loans have an original  term to  maturity  of not more than 30 years,  with
                  interest  payable  in  arrears  on the  first  day of  each  month.  As to each  adjustable  rate
                  Mortgage Loan on each  applicable  Adjustment  Date, the Mortgage  Interest Rate will be adjusted
                  to equal  the sum of the  Index  plus the  applicable  Gross  Margin,  rounded  up or down to the
                  nearest  multiple of 0.125% indicated by the Mortgage Note;  provided that the Mortgage  Interest
                  Rate will not  increase  or decrease by more than 2.00% on any  Adjustment  Date,  and will in no
                  event exceed the maximum Mortgage  Interest Rate or be lower than the minimum  Mortgage  Interest
                  Rate  listed  on the  Mortgage  Loan  Schedule  for such  Mortgage  Loan.  Each  adjustable  rate
                  Mortgage Note  requires a monthly  payment  which is  sufficient,  during the period prior to the
                  first  adjustment to the Mortgage  Interest  Rate, to fully  amortize the  outstanding  principal
                  balance as of the first day of such period over the then  remaining  term of such  Mortgage  Note
                  and to pay interest at the related  Mortgage  Interest Rate;  provided  however,  with respect to
                  any Interest Only  Mortgage  Loans,  the Mortgage Note allows a Monthly  Payment of interest only
                  during  the  period  prior to the  first  Adjustment  Date and upon the first  adjustment  to the
                  Mortgage  Interest Rate, the Mortgage Note requires a Monthly  Payment of principal and interest,
                  sufficient to fully amortize the  outstanding  principal  balance over the then remaining term of
                  such Mortgage Loan. As to each  adjustable rate Mortgage Loan, if the related  Mortgage  Interest
                  Rate changes on an adjustment  date, the then outstanding  principal  balance will be reamortized
                  over the  remaining  life of such Mortgage  Loan.  No Mortgage Loan contains  terms or provisions
                  which would result in negative amortization;

         (v)      Customary Provisions.

                  The Mortgage  contains  customary  and  enforceable  provisions  such as to render the rights and
                  remedies of the holder thereof  adequate for the  realization  against the Mortgaged  Property of
                  the  benefits  of the  security  provided  thereby,  including,  (i) in the  case  of a  Mortgage
                  designated as a deed of trust,  by trustee's  sale, and (ii)  otherwise by judicial  foreclosure.
                  There is no homestead or other  exemption  available to a Mortgagor  which would  interfere  with
                  the right to sell the  Mortgaged  Property  at a  trustee's  sale or the right to  foreclose  the
                  Mortgage;

         (w)      Occupancy of the Mortgaged Property.

                  As of the date of  origination,  the Mortgaged  Property was lawfully  occupied under  applicable
                  law;

         (x)      No Additional Collateral.

                  The Mortgage Note is not and has not been secured by any collateral,  pledged account,  except as
                  indicated on the  Electronic  Data File, or other security  except the lien of the  corresponding
                  Mortgage and the  security  interest of any  applicable  security  agreement or chattel  mortgage
                  referred to in (k) above;

         (y)      Deeds of Trust.

                  In the  event  the  Mortgage  constitutes  a deed of  trust,  a  trustee,  duly  qualified  under
                  applicable  law to serve as such,  has been  properly  designated  and currently so serves and is
                  named in the  Mortgage,  and no fees or expenses are or will become  payable by the  Mortgagee to
                  the trustee  under the deed of trust,  except in connection  with a trustee's  sale after default
                  by the Mortgagor;

         (z)      Acceptable Investment.

                  The Company has no  knowledge of any  circumstances  or  conditions  with respect to the Mortgage
                  Loan,  the  Mortgaged  Property,  the  Mortgagor  or the  Mortgagor's  credit  standing  that can
                  reasonably  be expected to cause private  institutional  investors to regard the Mortgage Loan as
                  an unacceptable  investment,  cause the Mortgage Loan to become  delinquent,  or adversely affect
                  the value or marketability of the Mortgage Loan;

         (aa)     Transfer of Mortgage Loans.

                  If the Mortgage Loan is not a MERS Mortgage Loan,  the Assignment  upon the insertion of the name
                  of the assignee and recording  information is in recordable  form and is acceptable for recording
                  under the laws of the jurisdiction in which the Mortgaged Property is located;

         (bb)     Mortgaged Property Undamaged.

                  The Mortgaged  Property is undamaged by waste,  fire,  earthquake or earth  movement,  windstorm,
                  flood,  tornado or other casualty so as to affect  adversely the value of the Mortgaged  Property
                  as security for the Mortgage Loan or the use for which the premises were intended;

         (cc)     Collection Practices; Escrow Deposits.

                  The  origination  and  collection  practices  used with respect to the Mortgage Loan have been in
                  accordance with Accepted  Servicing  Practices,  and have been in all material respects legal and
                  proper.  With  respect to escrow  deposits  and Escrow  Payments,  all such  payments  are in the
                  possession  of the Company and there exist no  deficiencies  in  connection  therewith  for which
                  customary  arrangements  for repayment  thereof have not been made. All Escrow Payments have been
                  collected in full  compliance  with state and federal law. No escrow  deposits or Escrow Payments
                  or other charges or payments due the Company have been capitalized under the Mortgage Note;

         (dd)     No Condemnation.

                  There is no  proceeding  pending or to the best of the  Company's  knowledge  threatened  for the
                  total or partial condemnation of the related Mortgaged Property;

         (ee)     The Appraisal.

                  The  Servicing  File  contains  an  appraisal  of the  related  Mortgaged  Property.  As to  each
                  Time$aver®   Mortgage   Loan,   the   appraisal   may  be  from  the  original  of  the  existing
                  Company-serviced  loan,  which was  refinanced via such  Time$aver®  Mortgage Loan. The appraisal
                  was  conducted  by an  appraiser  who had no  interest,  direct  or  indirect,  in the  Mortgaged
                  Property or in any loan made on the security thereof;  and whose  compensation is not affected by
                  the approval or  disapproval  of the Mortgage  Loan,  and the appraisal  and the  appraiser  both
                  satisfy the applicable  requirements of Title XI of the Financial  Institution Reform,  Recovery,
                  and Enforcement Act of 1989 and the regulations promulgated  thereunder,  all as in effect on the
                  date the Mortgage Loan was originated;

         (ff)     Insurance.

                  The  Mortgaged  Property  securing  each  Mortgage  Loan is insured by an insurer  acceptable  to
                  Fannie Mae or Freddie Mac against loss by fire and such  hazards as are covered  under a standard
                  extended  coverage  endorsement  and such other  hazards as are  customary  in the area where the
                  Mortgaged  Property is located pursuant to insurance  policies  conforming to the requirements of
                  Section  4.10,  in an amount  which is at least equal to the lesser of (a) 100% of the  insurable
                  value, on a replacement cost basis, of the improvements on the related  Mortgaged  Property,  and
                  (b) the  greater  of (i) the  outstanding  principal  balance  of the  Mortgage  Loan and (ii) an
                  amount such that the proceeds of such  insurance  shall be sufficient to prevent the  application
                  to the  Mortgagor  or  the  loss  payee  of any  coinsurance  clause  under  the  policy.  If the
                  Mortgaged  Property is a  condominium  unit,  it is  included  under the  coverage  afforded by a
                  blanket  policy for the project.  If the  improvements  on the Mortgaged  Property are in an area
                  identified in the Federal Register by the Federal  Emergency  Management Agency as having special
                  flood hazards,  a flood insurance  policy meeting the  requirements of the current  guidelines of
                  the  Federal  Insurance  Administration  is in  effect  with  a  generally  acceptable  insurance
                  carrier,  in an amount  representing  coverage  not less than the  least of  (A)-the  outstanding
                  principal  balance of the Mortgage Loan,  (B)-the full insurable value and (C)-the maximum amount
                  of insurance  which was available  under the Flood  Disaster  Protection Act of 1973, as amended.
                  All individual  insurance  policies  contain a standard  mortgagee  clause naming the Company and
                  its  successors and assigns as mortgagee,  and all premiums  thereon have been paid. The Mortgage
                  obligates  the  Mortgagor  thereunder to maintain a hazard  insurance  policy at the  Mortgagor's
                  cost  and  expense,  and on the  Mortgagor's  failure  to do so,  authorizes  the  holder  of the
                  Mortgage to obtain and maintain  such  insurance  at such  Mortgagor's  cost and expense,  and to
                  seek  reimbursement  therefor from the Mortgagor.  The hazard  insurance  policy is the valid and
                  binding  obligation  of the insurer,  is in full force and effect,  and will be in full force and
                  effect and inure to the  benefit  of the  Purchaser  upon the  consummation  of the  transactions
                  contemplated  by this  Agreement.  The Company has not acted or failed to act so as to impair the
                  coverage  of any such  insurance  policy  or the  validity,  binding  effect  and  enforceability
                  thereof;

         (gg)     Servicemembers' Civil Relief Act.

                  The  Mortgagor  has not  notified  the  Company,  and the Company has no  knowledge of any relief
                  requested or allowed to the Mortgagor under the Servicemembers' Civil Relief Act, as amended;

         (hh)     No Graduated Payments or Contingent Interests.

                  The Mortgage  Loan is not a graduated  payment  mortgage loan and the Mortgage Loan does not have
                  a shared appreciation or other contingent interest feature;

         (ii)     No Construction Loans.

                  No  Mortgage  Loan was  made in  connection  with (i) the  construction  or  rehabilitation  of a
                  Mortgage  Property or (ii)  facilitating  the trade-in or exchange of a Mortgaged  Property other
                  than a construction-to-permanent loan which has converted to a permanent Mortgage Loan;

         (jj)     Underwriting.

                  Each  Mortgage  Loan was  underwritten  in  accordance  with the  underwriting  guidelines of the
                  Company,  which were in effect at the time the  Mortgage  Loan was  originated;  and the Mortgage
                  Note and Mortgage are on forms acceptable to Freddie Mac or Fannie Mae;

         (kk)     Buydown Mortgage Loans.

                  With respect to each Mortgage Loan that is a Buydown Mortgage Loan:

                  (i)      On or  before  the date of  origination  of such  Mortgage  Loan,  the  Company  and the
                           Mortgagor,  or the Company,  the Mortgagor and the seller of the Mortgaged Property or a
                           third party entered into a Buydown  Agreement.  The Buydown Agreement  provides that the
                           seller  of the  Mortgaged  Property  (or  third  party)  shall  deliver  to the  Company
                           temporary  Buydown  Funds in an amount  equal to the  aggregate  undiscounted  amount of
                           payments  that,  when  added  to the  amount  the  Mortgagor  on such  Mortgage  Loan is
                           obligated  to pay on  each  Due  Date  in  accordance  with  the  terms  of the  Buydown
                           Agreement,  is equal to the full  scheduled  Monthly  Payment due on such Mortgage Loan.
                           The temporary  Buydown  Funds enable the  Mortgagor to qualify for the Buydown  Mortgage
                           Loan.  The  effective  interest  rate  of a  Buydown  Mortgage  Loan if  less  than  the
                           interest rate set forth in the related  Mortgage  Note will increase  within the Buydown
                           Period as provided in the  related  Buydown  Agreement  so that the  effective  interest
                           rate will be equal to the  interest  rate as set  forth in the  related  Mortgage  Note.
                           The  Buydown  Mortgage  Loan  satisfies  the  requirements  of Fannie Mae or Freddie Mac
                           guidelines;

                  (ii)     The Mortgage  and Mortgage  Note  reflect the  permanent  payment  terms rather than the
                           payment  terms  of the  Buydown  Agreement.  The  Buydown  Agreement  provides  for  the
                           payment  by the  Mortgagor  of the full  amount of the  Monthly  Payment on any Due Date
                           that the Buydown  Funds are  available.  The  Buydown  Funds were not used to reduce the
                           original  principal  balance of the Mortgage Loan or to increase the Appraised  Value of
                           the Mortgage  Property when  calculating  the  Loan-to-Value  Ratios for purposes of the
                           Agreement  and, if the Buydown Funds were provided by the Company and if required  under
                           Fannie  Mae or  Freddie  Mac  guidelines,  the  terms  of  the  Buydown  Agreement  were
                           disclosed to the appraiser of the Mortgaged Property;

                  (iii)    The Buydown  Funds may not be refunded to the  Mortgagor  unless the  Mortgagor  makes a
                           principal payment for the outstanding balance of the Mortgage Loan;

                  (iv)     As of the date of  origination  of the  Mortgage  Loan,  the  provisions  of the related
                           Buydown  Agreement  complied  with  the  requirements  of  Fannie  Mae  or  Freddie  Mac
                           regarding buydown agreements.

         (ll)     Delivery of Custodial Mortgage Files.

                  Any documents  required to be delivered by the Company under this  Agreement  have been delivered
                  to the  Custodian.  The  Company is in  possession  of a  complete,  true and  accurate  Retained
                  Mortgage File and Custodial Mortgage File in compliance with Exhibit C hereto;

         (mm)     No Violation of Environmental Laws.

                  There is no pending action or proceeding  directly  involving any Mortgaged Property of which the
                  Company  is aware in which  compliance  with any  environmental  law,  rule or  regulation  is an
                  issue;  and to the  best  of the  Company's  knowledge,  nothing  further  remains  to be done to
                  satisfy  in  full  all  requirements  of  each  such  law,  rule  or  regulation  constituting  a
                  prerequisite to use and enjoyment of said property;

         (nn)     No Bankruptcy.

                  No Mortgagor  was a debtor in any state or federal  bankruptcy  or  insolvency  proceeding at the
                  time the Mortgage  Loan was  originated  and to the best of the  Company's  knowledge,  as of the
                  related  Closing Date,  the Company has not received  notice that any Mortgagor is a debtor under
                  any state or federal bankruptcy or insolvency proceeding;

         (oo)     HOEPA.

                  No Mortgage Loan is a High Cost Loan or Covered Loan;

         (pp)     Cooperative Loans.

                  With respect to each Cooperative Loan:

                  (i)      The Cooperative  Shares are held by a person as a  tenant-stockholder  in a Cooperative.
                           Each  original UCC financing  statement,  continuation  statement or other  governmental
                           filing or  recordation  necessary to create or preserve the  perfection  and priority of
                           the first lien and security  interest in the Cooperative Loan and Proprietary  Lease has
                           been timely and properly made. Any security  agreement,  chattel  mortgage or equivalent
                           document  related to the  Cooperative  Loan and  delivered  to Purchaser or its designee
                           establishes  in Purchaser a valid and  subsisting  perfected  first lien on and security
                           interest in the Mortgaged Property  described  therein,  and Purchaser has full right to
                           sell and assign the same.  The  Proprietary  Lease term  expires no less than five years
                           after the  Mortgage  Loan term or such  other term  acceptable  to Fannie Mae or Freddie
                           Mac;

                  (ii)     A  Cooperative  Lien Search has been made by a company  competent to make the same which
                           company is  acceptable  to Fannie Mae and  qualified to do business in the  jurisdiction
                           where the Cooperative is located;

                  (iii)    (a) The  term of the  related  Proprietary  Lease  is not  less  than  the  terms of the
                           Cooperative  Loan;  (b) there is no provision in any  Proprietary  Lease which  requires
                           the Mortgagor to offer for sale the  Cooperative  Shares owned by such  Mortgagor  first
                           to the  Cooperative;  (c)  there is no  prohibition  in any  Proprietary  Lease  against
                           pledging  the  Cooperative   Shares  or  assigning  the  Proprietary   Lease;   (d)  the
                           Cooperative  has been created and exists in full compliance  with the  requirements  for
                           residential  cooperatives  in the  jurisdiction  in which the  Project  is  located  and
                           qualifies as a cooperative  housing  corporation  under Section 210 of the Code; (e) the
                           Recognition  Agreement  is on a form  published  by Aztech  Document  Services,  Inc. or
                           includes  similar  provisions;  and (f) the Cooperative has good and marketable title to
                           the  Project,  and owns the  Project  either  in fee  simple or under a  leasehold  that
                           complies  with the  requirements  of the Fannie Mae  Guidelines;  such title is free and
                           clear of any adverse liens or encumbrances, except the lien of any blanket mortgage;

                  (iv)     The  Company  has the  right  under the terms of the  Mortgage  Note,  Pledge  Agreement  and  Recognition
                           Agreement to pay any maintenance charges or assessments owed by the Mortgagor;

                  (v)      Each Stock Power (i) has all  signatures  guaranteed or (ii) if all signatures  are not  guaranteed,  then
                           such  Cooperative  Shares  will  be  transferred  by the  stock  transfer  agent  of the
                           Cooperative  if the  Company  undertakes  to convert  the  ownership  of the  collateral
                           securing the related Cooperative Loan;

         (qq)     Georgia Fair Lending Act.

                  There is no Mortgage Loan that was originated on or after October 1, 2002 and before March 7,
                  2003, which is secured by property located in the State of Georgia;

         (rr)     Methodology.

                  The  methodology  used in  underwriting  the  extension of credit for each  Mortgage Loan employs
                  objective  mathematical  principles which relate the borrower's income, assets and liabilities to
                  the  proposed  payment  and such  underwriting  methodology  does not rely on the  extent  of the
                  borrower's  equity in the  collateral  as the  principal  determining  factor in  approving  such
                  credit  extension.  Such  underwriting  methodology  confirmed  that at the  time of  origination
                  (application/approval)  the  borrower  had a  reasonable  ability to make timely  payments on the
                  Mortgage Loan;

         (ss)     Imposition of a Premium.

                  With respect to any Mortgage  Loan that contains a provision  permitting  imposition of a premium
                  upon a prepayment prior to maturity:  (i) the prepayment  premium is disclosed to the borrower in
                  the loan documents  pursuant to applicable  state and federal law, and (ii)  notwithstanding  any
                  state or federal law to the contrary,  the Company shall recommend that such  prepayment  premium
                  is not  imposed  in any  instance  when the  mortgage  debt is  accelerated  as the result of the
                  borrower's default in making the loan payments;

         (tt)     Single Premium Credit Life.

                  No Mortgagor was required to purchase any single  premium  credit  insurance  policy (e.g.  life,
                  disability,  accident,  unemployment or health insurance products) or debt cancellation agreement
                  as a condition  of obtaining  the  extension of credit.  No Mortgagor  obtained a prepaid  single
                  premium  credit  insurance  policy  (e.g.  life,  disability,  accident,  unemployment  or health
                  insurance  product)  as part of the  origination  of the  Mortgage  Loan.  No  proceeds  from any
                  Mortgage  Loan  were  used  to  purchase  single  premium  credit  insurance   policies  or  debt
                  cancellation  agreements  as part of the  origination  of, or as a  condition  to  closing,  such
                  Mortgage Loan;

         (uu)     No Arbitration Provision.

                  With respect to each Mortgage Loan,  neither the related  Mortgage nor the related  Mortgage Note
                  requires  the  Mortgagor  to submit to  arbitration  to resolve  any  dispute  arising  out of or
                  relating in any way to the Mortgage Loan transaction;

         (ww)     Credit Reporting.

                  With respect to each Mortgage  Loan,  the Company has fully  furnished,  in  accordance  with the
                  Fair Credit Reporting Act and its  implementing  regulations,  accurate and complete  information
                  (i.e.  favorable and  unfavorable)  on its borrower  credit files to Equifax,  Experian and Trans
                  Union Credit Information Company (three of the credit repositories), on a monthly basis; and

         (xx)     Illinois Interest Act.

                  Any Mortgage Loan with a Mortgaged Property in the State of Illinois complies with the Illinois
                  Interest Act.

Section 3.03 Repurchase.

         It is understood  and agreed that the  representations  and warranties set forth in Sections 3.01 and 3.02
shall survive the sale of the Mortgage  Loans to the  Purchaser and the delivery of the Mortgage Loan  Documents to
the  Custodian  and shall inure to the benefit of the  Purchaser,  notwithstanding  any  restrictive  or  qualified
endorsement  on any Mortgage Note or Assignment of Mortgage or the  examination or failure to examine any Custodial
Mortgage  Files or Retained  Mortgage  File.  Upon  discovery by either the Company or the Purchaser of a breach of
any of the foregoing  representations  and  warranties  which  materially  and  adversely  affects the value of the
Mortgage  Loans or the interest of the  Purchaser  (or which  materially  and  adversely  affects the  interests of
Purchaser  in the related  Mortgage  Loan in the case of a  representation  and  warranty  relating to a particular
Mortgage Loan), the party discovering such breach shall give prompt written notice to the other.

         Within  ninety (90) days of the earlier of either  discovery  by or notice to the Company of any breach of
a representation  or warranty which  materially and adversely  affects the value of the Mortgage Loans, the Company
shall use its best efforts  promptly to cure such breach in all  material  respects  and, if such breach  cannot be
cured,  the Company shall, at the  Purchaser's  option,  repurchase such Mortgage Loan at the Repurchase  Price. In
the event that a breach shall involve any  representation  or warranty set forth in Section  3.01,  and such breach
cannot be cured within 90 days of the earlier of either  discovery by or notice to the Company of such breach,  all
of the Mortgage Loans shall,  at the  Purchaser's  option,  be repurchased by the Company at the Repurchase  Price.
However,  if the breach  shall  involve a  representation  or  warranty  set forth in Section  3.02 and the Company
discovers or receives  notice of any such breach within 120 days of the related  Closing Date,  the Company  shall,
if the breach cannot be cured, at the Purchaser's  option and provided that the Company has a Qualified  Substitute
Mortgage Loan,  rather than repurchase the Mortgage Loan as provided  above,  remove such Mortgage Loan (a "Deleted
Mortgage Loan") and substitute in its place a Qualified  Substitute Mortgage Loan or Loans,  provided that any such
substitution  shall be  effected  not later than 120 days after the  related  Closing  Date.  If the Company has no
Qualified  Substitute  Mortgage Loan, it shall  repurchase  the deficient  Mortgage Loan within ninety (90) days of
the written  notice of the breach or the failure to cure,  whichever is later.  Any  repurchase  of a Mortgage Loan
or Loans  pursuant  to the  foregoing  provisions  of this  Section  3.03 shall be  accomplished  by deposit in the
Custodial  Account of the amount of the  Repurchase  Price for  distribution  to  Purchaser  on the next  scheduled
Remittance  Date,  after deducting  therefrom any amount received in respect of such  repurchased  Mortgage Loan or
Loans and being held in the Custodial Account for future distribution.

         At the  time  of  repurchase  or  substitution,  the  Purchaser  and the  Company  shall  arrange  for the
reassignment  of the Deleted  Mortgage Loan to the Company and the delivery to the Company of any documents held by
the Custodian  relating to the Deleted  Mortgage  Loan.  If the Company  repurchases a Mortgage Loan that is a MERS
Mortgage  Loan,  the Company  shall cause MERS to  designate  on the MERS®  System to remove the  Purchaser  as the
beneficial  holder with respect to such Mortgage  Loan. In the event of a repurchase or  substitution,  the Company
shall,  simultaneously  with such  reassignment,  give written  notice to the  Purchaser  that such  repurchase  or
substitution  has taken place,  amend the related  Mortgage Loan Schedule to reflect the  withdrawal of the Deleted
Mortgage Loan from this  Agreement,  and, in the case of  substitution,  identify a Qualified  Substitute  Mortgage
Loan and amend the related  Mortgage Loan Schedule to reflect the addition of such  Qualified  Substitute  Mortgage
Loan to this Agreement.  In connection with any such  substitution,  the Company shall be deemed to have made as to
such Qualified  Substitute  Mortgage Loan the  representations  and  warranties set forth in this Agreement  except
that all such  representations  and warranties  set forth in this Agreement  shall be deemed made as of the date of
such  substitution.  The Company shall effect such  substitution  by delivering to the Custodian for such Qualified
Substitute  Mortgage  Loan the documents  required by Section 2.03,  with the Mortgage Note endorsed as required by
Section 2.03.  No  substitution  will be made in any calendar  month after the  Determination  Date for such month.
The Company  shall  deposit in the  Custodial  Account  the  Monthly  Payment  less the  Servicing  Fee due on such
Qualified  Substitute  Mortgage  Loan or Loans  in the  month  following  the  date of such  substitution.  Monthly
Payments due with respect to Qualified  Substitute  Mortgage Loans in the month of  substitution  shall be retained
by the Company.  With respect to any Deleted  Mortgage loan,  distributions  to Purchaser shall include the Monthly
Payment  due on any  Deleted  Mortgage  Loan in the month of  substitution,  and the Company  shall  thereafter  be
entitled to retain all amounts subsequently received by the Company in respect of such Deleted Mortgage Loan.

         For any  month in which  the  Company  substitutes  a  Qualified  Substitute  Mortgage  Loan for a Deleted
Mortgage  Loan,  the Company shall  determine the amount (if any) by which the aggregate  principal  balance of all
Qualified  Substitute  Mortgage Loans as of the date of  substitution is less than the aggregate  Stated  Principal
Balance of all Deleted  Mortgage  Loans  (after  application  of scheduled  principal  payments due in the month of
substitution).  The amount of such  shortfall  shall be  distributed  by the  Company in the month of  substitution
pursuant to Section 5.01.  Accordingly,  on the date of such  substitution,  the Company shall deposit from its own
funds into the Custodial Account an amount equal to the amount of such shortfall.

         In addition to such repurchase or substitution  obligation,  the Company shall indemnify the Purchaser and
hold it harmless against any losses, damages,  penalties,  fines, forfeitures,  reasonable and necessary legal fees
and related costs,  judgments,  and other costs and expenses resulting from any claim, demand, defense or assertion
based on or grounded upon, or resulting from, a breach of the Company  representations and warranties  contained in
this  Agreement.  It is understood  and agreed that the  obligations  of the Company set forth in this Section 3.03
to cure,  substitute  for or  repurchase a defective  Mortgage  Loan and to indemnify  the Purchaser as provided in
this  Section  3.03  constitute  the  sole  remedies  of  the  Purchaser  respecting  a  breach  of  the  foregoing
representations and warranties.

         Any cause of action  against the Company  relating to or arising out of the breach of any  representations
and  warranties  made in Sections  3.01 and 3.02 shall  accrue as to any Mortgage  Loan upon (i)  discovery of such
breach by the  Purchaser or notice  thereof by the Company to the  Purchaser,  (ii) failures by the Company to cure
such  breach or  repurchase  such  Mortgage  Loan as  specified  above,  and (iii)  demand  upon the Company by the
Purchaser for compliance with this Agreement.

                  In the event a Mortgage Loan pays off in full on or before the related Closing Date, the
Company must repay the Purchaser the difference between the Unpaid Principal Balance of such Mortgage Loan as of
the date of pay off and the Unpaid Principal Balance multiplied by the purchase price percentage adjusted, if
necessary in accordance with the Commitment Letter.


                                                    ARTICLE IV

                                  ADMINISTRATION AND SERVICING OF MORTGAGE LOANS


Section 4.01      Company to Act as Servicer.

         The Company,  as an  independent  contractor,  shall service and  administer  the Mortgage Loans and shall
have full power and  authority,  acting  alone or through the  utilization  of a  Subcontractor,  to do any and all
things in connection  with such  servicing and  administration  which the Company may deem  necessary or desirable,
consistent  with  the  terms of this  Agreement  and with  Accepted  Servicing  Practices.  The  Company  shall be
responsible for any and all acts of a Subcontractor,  and the Company's utilization of a Subcontractor shall in no
way relieve the liability of the Company under this Agreement.

         Consistent  with the  terms of this  Agreement,  the  Company  may  waive,  modify or vary any term of any
Mortgage  Loan or consent  to the  postponement  of strict  compliance  with any such term or in any  manner  grant
indulgence to any Mortgagor if in the Company's  reasonable and prudent  determination  such waiver,  modification,
postponement or indulgence is not materially adverse to the Purchaser,  provided,  however,  that the Company shall
not make any future  advances  with respect to a Mortgage Loan and (unless the Mortgagor is in default with respect
to the Mortgage  Loan or such  default is, in the  judgment of the  Company,  imminent and the Company has obtained
the prior  written  consent of the  Purchaser)  the Company shall not permit any  modification  with respect to any
Mortgage Loan that would change the Mortgage  Interest Rate, defer or forgive the payment of principal  (except for
actual  payments of  principal) or change the final  maturity date on such Mortgage  Loan. In the event of any such
modification  which  permits the  deferral of interest or  principal  payments on any  Mortgage  Loan,  the Company
shall,  on the Business Day  immediately  preceding the Remittance Date in any month in which any such principal or
interest  payment has been  deferred,  deposit in the  Custodial  Account from its own funds,  in  accordance  with
Section 5.03,  the  difference  between (a) such month's  principal  and one month's  interest at the Mortgage Loan
Remittance  Rate on the unpaid  principal  balance of such Mortgage Loan and (b) the amount paid by the  Mortgagor.
The Company  shall be  entitled to  reimbursement  for such  advances to the same extent as for all other  advances
made pursuant to Section 5.03.  Without limiting the generality of the foregoing,  the Company shall continue,  and
is hereby authorized and empowered,  to execute and deliver on behalf of itself and the Purchaser,  all instruments
of satisfaction or cancellation,  or of partial or full release,  discharge and all other  comparable  instruments,
with respect to the Mortgage  Loans and with respect to the Mortgaged  Properties.  If  reasonably  required by the
Company,  the  Purchaser  shall  furnish the Company with any powers of attorney and other  documents  necessary or
appropriate to enable the Company to carry out its servicing and administrative duties under this Agreement.

         In servicing  and  administering  the Mortgage  Loans,  the Company  shall  employ  procedures  (including
collection  procedures)  and  exercise the same care that it  customarily  employs and  exercises in servicing  and
administering  mortgage loans for its own account,  giving due consideration to Accepted Servicing  Practices where
such  practices do not conflict  with the  requirements  of this  Agreement,  and the  Purchaser's  reliance on the
Company.

         The Company is authorized and empowered by the Purchaser,  in its own name,  when the Company  believes it
appropriate  in its  reasonable  judgment to register any Mortgage Loan on the MERS®  System,  or cause the removal
from the registration of any Mortgage Loan on the MERS® System,  with written consent of the Purchaser,  to execute
and deliver,  on behalf of the Purchaser,  any and all instruments of assignment and other  comparable  instruments
with  respect to such  assignment  or  re-recording  of a Mortgage  in the name of MERS,  solely as nominee for the
Purchaser and its successors and assigns.

         The Company  shall cause to be maintained  for each  Cooperative  Loan a copy of the financing  statements
and shall file and such  financing  statements and  continuation  statements as necessary,  in accordance  with the
Uniform Commercial Code applicable in the jurisdiction in which the related  Cooperative  Apartment is located,  to
perfect and protect the security interest and lien of the Purchaser.

         The  Company   shall  apply  any   Principal   Prepayment  on  an  Interest  Only  Mortgage  Loan  to  the
then-outstanding  principal  balance,  at which time the interest-only  payment feature shall be extinguished.  The
related  Monthly  Payment shall  thereafter  consist of both principal and interest  components,  and the amount of
such Monthly Payment shall not change prior to the next Adjustment Date.

Section 4.02      Liquidation of Mortgage Loans.

         In the event that any payment due under any Mortgage  Loan and not  postponed  pursuant to Section 4.01 is
not paid when the same becomes due and payable,  or in the event the Mortgagor  fails to perform any other covenant
or obligation under the Mortgage Loan and such failure  continues  beyond any applicable grace period,  the Company
shall take such  action as (1) the  Company  would  take  under  similar  circumstances  with  respect to a similar
mortgage loan held for its own account for investment,  (2) shall be consistent with Accepted Servicing  Practices,
(3) the Company shall determine  prudently to be in the best interest of Purchaser,  and (4) is consistent with any
related  PMI  Policy.  In the event that any  payment  due under any  Mortgage  Loan is not  postponed  pursuant to
Section  4.01 and remains  delinquent  for a period of 90 days or any other  default  continues  for a period of 90
days beyond the expiration of any grace or cure period,  the Company shall commence  foreclosure  proceedings,  the
Company  shall notify the  Purchaser  in writing of the  Company's  intention  to do so, and the Company  shall not
commence  foreclosure  proceedings  if the  Purchaser  objects to such action  within  three (3)  Business  Days of
receiving such notice.  In the event the Purchaser  objects to such  foreclosure  action,  the Company shall not be
required to make Monthly  Advances with respect to such Mortgage Loan,  pursuant to Section 5.03, and the Company's
obligation to make such Monthly  Advances shall  terminate on the 90th day referred to above.  In such  connection,
the Company shall from its own funds make all necessary and proper  Servicing  Advances,  provided,  however,  that
the  Company  shall not be  required  to expend its own funds in  connection  with any  foreclosure  or towards the
restoration  or  preservation  of any Mortgaged  Property,  unless it shall  determine (a) that such  preservation,
restoration  and/or  foreclosure  will increase the proceeds of liquidation of the Mortgage Loan to Purchaser after
reimbursement  to itself for such  expenses and (b) that such  expenses will be  recoverable  by it either  through
Liquidation  Proceeds  (respecting  which it shall have  priority for purposes of  withdrawals  from the  Custodial
Account pursuant to Section 4.05) or through Insurance Proceeds (respecting which it shall have similar priority).

         Notwithstanding  anything  to  the  contrary  contained  herein,  in  connection  with  a  foreclosure  or
acceptance  of a deed in lieu of  foreclosure,  in the event the Company  has  reasonable  cause to believe  that a
Mortgaged  Property is  contaminated  by hazardous or toxic  substances or wastes,  or if the  Purchaser  otherwise
requests an environmental  inspection or review of such Mortgaged  Property,  such an inspection or review is to be
conducted  by a  qualified  inspector.  The cost for such  inspection  or review  shall be borne by the  Purchaser.
Upon  completion of the  inspection  or review,  the Company shall  promptly  provide the Purchaser  with a written
report of the environmental inspection.

         After reviewing the environmental  inspection  report, the Purchaser shall determine how the Company shall
proceed with respect to the Mortgaged  Property.  In the event (a) the  environmental  inspection  report indicates
that the  Mortgaged  Property is  contaminated  by hazardous or toxic  substances  or wastes and (b) the  Purchaser
directs the Company to proceed with  foreclosure or acceptance of a deed in lieu of foreclosure,  the Company shall
be  reimbursed  for all  reasonable  costs  associated  with such  foreclosure  or  acceptance of a deed in lieu of
foreclosure and any related  environmental clean up costs, as applicable,  from the related  Liquidation  Proceeds,
or if the Liquidation  Proceeds are  insufficient to fully reimburse the Company,  the Company shall be entitled to
be reimbursed  from amounts in the Custodial  Account  pursuant to Section 4.05 hereof.  In the event the Purchaser
directs the Company not to proceed with  foreclosure  or acceptance of a deed in lieu of  foreclosure,  the Company
shall be  reimbursed  for all  Servicing  Advances  made with respect to the related  Mortgaged  Property  from the
Custodial Account pursuant to Section 4.05 hereof.

Section 4.03      Collection of Mortgage Loan Payments.

         Continuously  from the related  Cut-off Date until the  principal  and interest on all Mortgage  Loans are
paid in full,  the Company  shall proceed  diligently to collect all payments due under each of the Mortgage  Loans
when the same shall  become due and payable and shall take  special  care in  ascertaining  and  estimating  Escrow
Payments  and all other  charges  that will  become  due and  payable  with  respect to the  Mortgage  Loan and the
Mortgaged  Property,  to the end that the  installments  payable by the  Mortgagors  will be sufficient to pay such
charges as and when they become due and payable.

Section 4.04      Establishment of and Deposits to Custodial Account.

         The Company  shall  segregate  and hold all funds  collected  and  received  pursuant  to a Mortgage  Loan
separate  and apart from any of its own funds and  general  assets and shall  establish  and  maintain  one or more
Custodial  Accounts,  in the form of time deposit or demand  accounts,  titled "Wells Fargo Bank, N.A. in trust for
the  Purchaser  and/or  subsequent  purchasers  of  Mortgage  Loans  - P &  I."  The  Custodial  Account  shall  be
established  with a Qualified  Depository.  Upon request of the  Purchaser  and within ten (10) days  thereof,  the
Company shall provide the Purchaser  with written  confirmation  of the existence of such  Custodial  Account.  Any
funds  deposited  into the  Custodial  Account  shall at all times be  insured  to the  fullest  extent  allowed by
applicable  law.  Funds  deposited  in the  Custodial  Account  may be drawn on by the Company in  accordance  with
Section 4.05.

         The Company shall deposit in the Custodial Account within one (1) Business Day of Company's  receipt,  and
retain  therein,  the  following  collections  received by the Company and payments  made by the Company  after the
related  Cut-off Date,  other than payments of principal and interest due on or before the related Cut-off Date, or
received by the Company prior to the related Cut-off Date but allocable to a period subsequent thereto:

         (i)      all payments on account of principal on the Mortgage Loans, including all Principal Prepayments;

         (ii)     all  payments  on account of  interest  on the  Mortgage  Loans  adjusted  to the  Mortgage  Loan
                  Remittance Rate;

         (iii)    all Liquidation Proceeds;

         (iv)     all  Insurance  Proceeds  including  amounts  required to be  deposited  pursuant to Section 4.10
                  (other than proceeds to be held in the Escrow  Account and applied to the  restoration  or repair
                  of the  Mortgaged  Property  or released to the  Mortgagor  in  accordance  with  Section  4.14),
                  Section 4.11 and Section 4.15;

         (v)      all  Condemnation  Proceeds  which are not applied to the  restoration or repair of the Mortgaged
                  Property or released to the Mortgagor in accordance with Section 4.14;

         (vi)     any amount  required to be deposited in the Custodial  Account  pursuant to Section  4.01,  5.03,
                  6.01 or 6.02;

         (vii)    any amounts  payable in connection  with the  repurchase of any Mortgage Loan pursuant to Section
                  3.03 and all amounts  required to be deposited by the Company in  connection  with a shortfall in
                  principal amount of any Qualified Substitute Mortgage Loan pursuant to Section 3.03;

         (viii)   with  respect  to each  Principal  Prepayment  an amount  (to be paid by the  Company  out of its
                  funds) which,  when added to all amounts  allocable to interest  received in connection  with the
                  Principal  Prepayment,  equals one month's  interest on the amount of principal so prepaid at the
                  Mortgage Loan Remittance Rate;

         (ix)     any amounts  required to be deposited by the Company  pursuant to Section 4.11 in connection with
                  the deductible clause in any blanket hazard insurance policy;

         (x)      any amounts  received  with  respect to or related to any REO  Property  and all REO  Disposition
                  Proceeds pursuant to Section 4.16; and

         (xi)     an amount from the Subsidy  Account  that when added to the  Mortgagor's  payment  will equal the
                  full monthly amount due under the related Mortgage Note.

         The  foregoing  requirements  for  deposit  into  the  Custodial  Account  shall  be  exclusive,  it being
understood  and agreed that,  without  limiting the  generality  of the  foregoing,  payments in the nature of late
payment  charges and  assumption  fees,  to the extent  permitted  by Section  6.01,  need not be  deposited by the
Company  into the  Custodial  Account.  Any  interest  paid on funds  deposited  in the  Custodial  Account  by the
depository  institution  shall accrue to the benefit of the Company and the Company shall be entitled to retain and
withdraw such interest from the Custodial Account pursuant to Section 4.05.

Section 4.05      Permitted Withdrawals From Custodial Account.

         The  Company  shall,  from time to time,  withdraw  funds from the  Custodial  Account  for the  following
purposes:

        (i)       to make payments to the Purchaser in the amounts and in the manner provided for in Section 5.01;

        (ii)      to reimburse  itself for Monthly  Advances of the Company's  funds made pursuant to Section 5.03,
                  the  Company's  right to  reimburse  itself  pursuant  to this  subclause  (ii) being  limited to
                  amounts  received on the related  Mortgage Loan which represent late payments of principal and/or
                  interest  respecting  which any such advance was made, it being  understood  that, in the case of
                  any such  reimbursement,  the Company's  right thereto shall be prior to the rights of Purchaser,
                  except  that,  where the Company is required to  repurchase a Mortgage  Loan  pursuant to Section
                  3.03 or 6.02,  the Company's  right to such  reimbursement  shall be subsequent to the payment to
                  the Purchaser of the Repurchase  Price  pursuant to such sections and all other amounts  required
                  to be paid to the Purchaser with respect to such Mortgage Loan;

        (iii)     to reimburse itself for unreimbursed  Servicing Advances,  and for any unpaid Servicing Fees, the
                  Company's  right to  reimburse  itself  pursuant  to this  subclause  (iii)  with  respect to any
                  Mortgage Loan being limited to related Liquidation  Proceeds,  Condemnation  Proceeds,  Insurance
                  Proceeds  and such  other  amounts as may be  collected  by the  Company  from the  Mortgagor  or
                  otherwise  relating to the  Mortgage  Loan,  it being  understood  that,  in the case of any such
                  reimbursement,  the Company's  right  thereto  shall be prior to the rights of Purchaser,  except
                  that where the Company is required to  repurchase  a Mortgage  Loan  pursuant to Section  3.03 or
                  6.02,  in which  case  the  Company's  right to such  reimbursement  shall be  subsequent  to the
                  payment  to the  Purchaser  of the  Repurchase  Price  pursuant  to such  sections  and all other
                  amounts  required  to be  paid  to the  Purchaser  with  respect  to  such  Mortgage  Loan.  Upon
                  Purchaser's request, the Company shall provide  documentation  supporting the Company's Servicing
                  Advances;

        (iv)      to pay itself interest on funds deposited in the Custodial Account;

        (v)       to reimburse itself for expenses incurred and reimbursable to it pursuant to Section 8.01;

        (vi)      to pay any amount  required to be paid pursuant to Section 4.16 related to any REO  Property,  it
                  being  understood  that,  in  the  case  of any  such  expenditure  or  withdrawal  related  to a
                  particular  REO  Property,  the  amount of such  expenditure  or  withdrawal  from the  Custodial
                  Account  shall be limited to amounts on  deposit in the  Custodial  Account  with  respect to the
                  related REO Property;

        (vii)     to  reimburse  itself  for any  Servicing  Advances  or REO  expenses  after  liquidation  of the
                  Mortgaged Property not otherwise reimbursed above;

        (viii)    to remove funds inadvertently placed in the Custodial Account by the Company; and

        (ix)      to clear and terminate the Custodial Account upon the termination of this Agreement.

         In the event that the Custodial  Account is interest  bearing,  on each Remittance Date, the Company shall
withdraw all funds from the  Custodial  Account  except for those  amounts  which,  pursuant to Section  5.01,  the
Company is not obligated to remit on such  Remittance  Date. The Company may use such withdrawn  funds only for the
purposes described in this Section 4.05.

Section 4.06      Establishment of and Deposits to Escrow Account.

         The Company  shall  segregate  and hold all funds  collected  and  received  pursuant  to a Mortgage  Loan
constituting  Escrow  Payments  separate and apart from any of its own funds and general assets and shall establish
and maintain one or more Escrow  Accounts,  in the form of time deposit or demand  accounts,  titled,  "Wells Fargo
Bank,  N.A., in trust for the Purchaser  and/or  subsequent  purchasers of Residential  Mortgage Loans, and various
Mortgagors  - T & I." The Escrow  Accounts  shall be  established  with a Qualified  Depository,  in a manner which
shall  provide  maximum  available  insurance  thereunder.  Upon request of the  Purchaser and within ten (10) days
thereof,  the Company  shall  provide the  Purchaser  with  written  confirmation  of the  existence of such Escrow
Account.  Funds deposited in the Escrow Account may be drawn on by the Company in accordance with Section 4.07.

         The Company  shall  deposit in the Escrow  Account or Accounts  within one (1) Business  Days of Company's
receipt, and retain therein:

         (i)      all Escrow  Payments  collected  on account of the Mortgage  Loans,  for the purpose of effecting
                  timely payment of any such items as required under the terms of this Agreement;

         (ii)     all amounts representing  Insurance Proceeds or Condemnation  Proceeds which are to be applied to
                  the restoration or repair of any Mortgaged Property; and

         (iii)    all payments on account of Buydown Funds.

         The Company shall make  withdrawals  from the Escrow  Account only to effect such payments as are required
under this  Agreement,  as set forth in Section 4.07.  The Company shall be entitled to retain any interest paid on
funds  deposited  in the Escrow  Account by the  depository  institution,  other than  interest on  escrowed  funds
required by law to be paid to the  Mortgagor.  To the extent  required by law,  the Company  shall pay  interest on
escrowed  funds to the  Mortgagor  notwithstanding  that the Escrow  Account  may be  non-interest  bearing or that
interest paid thereon is insufficient for such purposes.

Section 4.07      Permitted Withdrawals From Escrow Account.

         Withdrawals from the Escrow Account or Accounts may be made by the Company only:

         (i)      to effect timely payments of ground rents, taxes,  assessments,  water rates,  mortgage insurance
                  premiums,  condominium  charges,  fire and hazard insurance  premiums or other items constituting
                  Escrow Payments for the related Mortgage;

         (ii)     to  reimburse  the Company for any  Servicing  Advances  made by the Company  pursuant to Section
                  4.08 with  respect to a related  Mortgage  Loan,  but only from  amounts  received on the related
                  Mortgage Loan which represent late collections of Escrow Payments thereunder;

         (iii)    to refund to any  Mortgagor  any funds  found to be in excess of the amounts  required  under the
                  terms of the related Mortgage Loan;

         (iv)     for transfer to the Custodial  Account and  application  to reduce the  principal  balance of the
                  Mortgage Loan in accordance with the terms of the related Mortgage and Mortgage Note;

         (v)      for  application  to  restoration  or repair of the  Mortgaged  Property in  accordance  with the
                  procedures outlined in Section 4.14;

         (vi)     to pay to the Company,  or any Mortgagor to the extent  required by law, any interest paid on the
                  funds deposited in the Escrow Account;

         (vii)    to remove funds inadvertently placed in the Escrow Account by the Company;

         (viii)   to remit to Purchaser payments on account of Buydown Funds as applicable; and

         (ix)     to clear and terminate the Escrow Account on the termination of this Agreement.

Section 4.08      Payment of Taxes, Insurance and Other Charges.

         With respect to each Mortgage Loan, the Company shall maintain  accurate records  reflecting the status of
ground rents, taxes,  assessments,  water rates, sewer rents, and other charges which are or may become a lien upon
the  Mortgaged  Property  and the status of PMI Policy  premiums and fire and hazard  insurance  coverage and shall
obtain,  from time to time,  all bills for the  payment of such  charges  (including  renewal  premiums)  and shall
effect payment thereof prior to the applicable  penalty or termination  date,  employing for such purpose  deposits
of the Mortgagor in the Escrow  Account which shall have been  estimated and  accumulated by the Company in amounts
sufficient  for  such  purposes,   as  allowed  under  the  terms  of  the  Mortgage.   The  Company  assumes  full
responsibility  for the timely  payment  of all such  bills and shall  effect  timely  payment of all such  charges
irrespective  of  each  Mortgagor's  faithful  performance  in the  payment  of same or the  making  of the  Escrow
Payments, and the Company shall make advances from its own funds to effect such payments.

Section 4.09      Protection of Accounts.

         The Company may transfer the Custodial  Account,  the Subsidy Account or the Escrow Account to a different
Qualified Depository from time to time with prior written notice to Purchaser.

Section 4.10      Maintenance of Hazard Insurance.

         The Company shall cause to be maintained  for each Mortgage Loan hazard  insurance such that all buildings
upon the  Mortgaged  Property  are insured by an insurer  acceptable  to Fannie Mae or Freddie Mac against  loss by
fire,  hazards of  extended  coverage  and such  other  hazards as are  customary  in the area where the  Mortgaged
Property is located,  in an amount which is at least equal to the lesser of (i) 100% of the insurable  value,  on a
replacement  cost basis, of the  improvements on the related  Mortgaged  Property,  and (ii) the greater of (a) the
outstanding  principal  balance of the  Mortgage  Loan and (b) an amount such that the  proceeds of such  insurance
shall be sufficient to prevent the application to the Mortgagor or the loss payee of any  coinsurance  clause under
the policy.  In the event a hazard  insurance  policy shall be in danger of being  terminated,  or in the event the
insurer  shall cease to be  acceptable to Fannie Mae or Freddie Mac, the Company shall notify the Purchaser and the
related  Mortgagor,  and shall use its best  efforts,  as  permitted  by  applicable  law, to obtain  from  another
qualified insurer a replacement  hazard insurance policy  substantially  and materially  similar in all respects to
the original  policy.  In no event,  however,  shall a Mortgage  Loan be without a hazard  insurance  policy at any
time, subject only to Section 4.11 hereof.

         If upon  origination  of the  Mortgage  Loan,  the  related  Mortgaged  Property  was  located  in an area
identified by the Flood Emergency  Management  Agency as having special flood hazards (and such flood insurance has
been made available) a flood  insurance  policy meeting the  requirements of the current  guidelines of the Federal
Insurance  Administration is in effect with a generally  acceptable  insurance carrier  acceptable to Fannie Mae or
Freddie Mac in an amount  representing  coverage equal to the lesser of (i) the minimum amount required,  under the
terms of coverage,  to compensate for any damage or loss on a replacement  cost basis (or the unpaid balance of the
mortgage if  replacement  cost  coverage is not  available  for the type of building  insured) and (ii) the maximum
amount of insurance  which is available  under the Flood  Disaster  Protection  Act of 1973, as amended.  If at any
time during the term of the  Mortgage  Loan,  the Company  determines  in  accordance  with  applicable  law that a
Mortgaged  Property is located in a special  flood hazard area and is not covered by flood  insurance or is covered
in an amount less than the amount  required by the Flood Disaster  Protection Act of 1973, as amended,  the Company
shall notify the related  Mortgagor  that the  Mortgagor  must obtain such flood  insurance  coverage,  and if said
Mortgagor  fails to  obtain  the  required  flood  insurance  coverage  within  forty-five  (45)  days  after  such
notification,  the Company shall  immediately  force place the required flood insurance on the Mortgagor's  behalf,
as permitted by applicable law.

         If a Mortgage is secured by a unit in a  condominium  project,  the Company shall verify that the coverage
required  of the  owner's  association,  including  hazard,  flood,  liability,  and  fidelity  coverage,  is being
maintained in accordance  with then current Fannie Mae  requirements,  and secure from the owner's  association its
agreement  to notify the  Company  promptly  of any change in the  insurance  coverage  or of any  condemnation  or
casualty loss that may have a material effect on the value of the Mortgaged Property as security.


         In the event that any  Purchaser or the Company shall  determine  that the  Mortgaged  Property  should be
insured  against loss or damage by hazards and risks not covered by the insurance  required to be maintained by the
Mortgagor  pursuant to the terms of the  Mortgage,  the Company  shall  communicate  and consult with the Mortgagor
with  respect  to the need for such  insurance  and  bring to the  Mortgagor's  attention  the  required  amount of
coverage  for the  Mortgaged  Property  and if the  Mortgagor  does not obtain such  coverage,  the  Company  shall
immediately force place the required coverage on the Mortgagor'.

         All policies  required  hereunder shall name the Company as loss payee and shall be endorsed with standard
or union mortgagee  clauses,  without  contribution,  which shall provide for at least 30 days prior written notice
of any cancellation, reduction in amount or material change in coverage.

         The Company shall not interfere with the Mortgagor's  freedom of choice in selecting  either his insurance
carrier or agent,  provided,  however, that the Company shall not accept any such insurance policies from insurance
companies  unless such  companies  are  acceptable to Fannie Mae and Freddie Mac and are licensed to do business in
the  jurisdiction  in which the  Mortgaged  Property is located.  The Company  shall  determine  that such policies
provide  sufficient  risk  coverage  and  amounts,  that they insure the  property  owner,  and that they  properly
describe the property address.

         Pursuant  to Section  4.04,  any amounts  collected  by the Company  under any such  policies  (other than
amounts to be deposited in the Escrow  Account and applied to the  restoration  or repair of the related  Mortgaged
Property,  or property  acquired in  liquidation  of the  Mortgage  Loan,  or to be released to the  Mortgagor,  in
accordance with the Company's normal  servicing  procedures as specified in Section 4.14) shall be deposited in the
Custodial Account subject to withdrawal pursuant to Section 4.05.

Section 4.11      Maintenance of Mortgage Impairment Insurance.

         In the event that the Company shall obtain and maintain a blanket policy  insuring  against losses arising
from fire and hazards  covered  under  extended  coverage on all of the Mortgage  Loans,  then,  to the extent such
policy  provides  coverage  in an amount  equal to the  amount  required  pursuant  to Section  4.10 and  otherwise
complies  with all other  requirements  of Section  4.10,  it shall  conclusively  be deemed to have  satisfied its
obligations  as set forth in Section 4.10.  The Company shall prepare and make any claims on the blanket  policy as
deemed  necessary by the Company in accordance  with Accepted  Servicing  Practices.  Any amounts  collected by the
Company under any such policy  relating to a Mortgage Loan shall be deposited in the Custodial  Account  subject to
withdrawal  pursuant to Section  4.05.  Such policy may contain a deductible  clause,  in which case,  in the event
that there shall not have been maintained on the related  Mortgaged  Property a policy complying with Section 4.10,
and there shall have been a loss which would have been covered by such  policy,  the Company  shall  deposit in the
Custodial  Account at the time of such loss the amount not otherwise  payable under the blanket  policy  because of
such deductible  clause,  such amount to be deposited from the Company's  funds,  without  reimbursement  therefor.
Upon  request of the  Purchaser,  the Company  shall cause to be  delivered  to such  Purchaser  a  certificate  of
insurance  and a  statement  from the  insurer  thereunder  that such  policy  shall in no event be  terminated  or
materially modified without 30 days' prior written notice to such Purchaser.

Section 4.12      Maintenance of Fidelity Bond and Errors and Omissions Insurance.

         The Company shall maintain with  responsible  companies,  at its own expense,  a blanket Fidelity Bond and
an Errors and Omissions  Insurance Policy,  with broad coverage on all officers,  employees or other Persons acting
in any capacity requiring such Persons to handle funds,  money,  documents or papers relating to the Mortgage Loans
("Company  Employees").  Any such Fidelity Bond and Errors and Omissions  Insurance  Policy shall be in the form of
the Mortgage  Banker's  Blanket Bond and shall protect and insure the Company  against losses,  including  forgery,
theft,  embezzlement,  fraud,  errors and  omissions and negligent  acts of such Company  Employees.  Such Fidelity
Bond and Errors and  Omissions  Insurance  Policy  also shall  protect  and insure the  Company  against  losses in
connection  with the release or  satisfaction  of a Mortgage Loan without  having  obtained  payment in full of the
indebtedness  secured  thereby.  No  provision of this Section 4.12  requiring  such  Fidelity  Bond and Errors and
Omissions  Insurance  Policy shall diminish or relieve the Company from its duties and  obligations as set forth in
this Agreement.  The minimum coverage under any such bond and insurance  policy shall be with a company  acceptable
to Fannie Mae or  Freddie  Mac and in amounts at least  equal to the  amounts  acceptable  to Fannie Mae or Freddie
Mac.  Upon the request of any  Purchaser,  the Company  shall cause to be delivered  to such  Purchaser a certified
true copy of such  fidelity  bond and  insurance  policy and a statement  from the surety and the insurer that such
fidelity bond and insurance  policy shall in no event be terminated or materially  modified  without 30 days' prior
written notice to the Purchaser.

Section 4.13      Inspections.

         If any  Mortgage  Loan is more  than 60  days  delinquent,  the  Company  immediately  shall  inspect  the
Mortgaged Property and shall conduct subsequent  inspections in accordance with Accepted Servicing  Practices or as
may be  required  by the  primary  mortgage  guaranty  insurer.  The  Company  shall  keep a  record  of each  such
inspection and shall provide the Purchaser with copies of such upon request.

Section 4.14      Restoration of Mortgaged Property.

         The Company need not obtain the approval of the Purchaser  prior to releasing  any  Insurance  Proceeds or
Condemnation  Proceeds to the Mortgagor to be applied to the  restoration  or repair of the  Mortgaged  Property if
such release is in accordance  with Accepted  Servicing  Practices.  For claims greater than $15,000,  at a minimum
the Company shall comply with the following  conditions in connection  with any such release of Insurance  Proceeds
or Condemnation Proceeds:

         (i)     the Company  shall  receive  satisfactory  independent  verification  of completion of repairs and
                 issuance of any required approvals with respect thereto;

         (ii)    the Company  shall take all steps  necessary to preserve the priority of the lien of the Mortgage,
                 including,  but not limited to  requiring  waivers with respect to  mechanics'  and  materialmen's
                 liens;

         (iii)   the Company shall verify that the Mortgage Loan is not in default; and

         (iv)    pending  repairs or  restoration,  the Company shall place the Insurance  Proceeds or Condemnation
                 Proceeds in the Escrow Account.

         If the  Purchaser is named as an  additional  loss payee,  the Company is hereby  empowered to endorse any
loss draft issued in respect of such a claim in the name of the Purchaser.

Section 4.15      Maintenance of PMI Policy; Claims.

         Each  Mortgage  Loan has an LTV as indicated  on the Mortgage  Loan  Schedule  and  Electronic  Data File.
Except as indicated on the  Electronic  Data File,  with respect to each Mortgage Loan with an LTV in excess of 80%
at the time of origination,  the Company shall,  without any cost to the Purchaser  maintain or cause the Mortgagor
to  maintain  in full  force and  effect a PMI Policy or LPMI  Policy  insuring  a portion of the unpaid  principal
balance of the Mortgage  Loan as to payment  defaults.  If the  Mortgage  Loan is insured by a PMI Policy for which
the Mortgagor  pays all premiums,  the coverage will remain in place until (i) the LTV decreases to 78% or (ii) the
PMI Policy is otherwise  terminated  pursuant to the  Homeowners  Protection  Act of 1998,  12 USC 4901, et seq. In
the event that such PMI Policy shall be  terminated  other than as required by law,  the Company  shall obtain from
another Qualified Insurer a comparable  replacement  policy,  with a total coverage equal to the remaining coverage
of such terminated PMI Policy.  If the insurer shall cease to be a Qualified  Insurer,  the Company shall determine
whether  recoveries  under the PMI Policy and LPMI  Policy are  jeopardized  for reasons  related to the  financial
condition of such  insurer,  it being  understood  that the Company  shall in no event have any  responsibility  or
liability  for any  failure  to  recover  under the PMI  Policy or LPMI  Policy  for such  reason.  If the  Company
determines that recoveries are so jeopardized,  it shall notify the Purchaser and the Mortgagor,  if required,  and
obtain from  another  Qualified  Insurer a  replacement  insurance  policy.  The Company  shall not take any action
which would result in noncoverage  under any  applicable  PMI Policy or LPMI Policy of any loss which,  but for the
actions of the Company would have been covered  thereunder.  In  connection  with any  assumption  or  substitution
agreement  entered into or to be entered into  pursuant to Section  6.01,  the Company  shall  promptly  notify the
insurer under the related PMI Policy or LPMI Policy,  if any, of such  assumption or  substitution  of liability in
accordance  with the terms of such PMI Policy or LPMI  Policy and shall take all  actions  which may be required by
such  insurer as a condition to the  continuation  of coverage  under such PMI Policy or LPMI  Policy.  If such PMI
Policy is  terminated  as a result of such  assumption or  substitution  of  liability,  the Company shall obtain a
replacement PMI Policy or LPMI Policy as provided above.

         In connection  with its activities as servicer,  the Company  agrees to prepare and present,  on behalf of
itself and the  Purchaser,  claims to the insurer under any PMI Policy in a timely  fashion in accordance  with the
terms of such PMI Policy and, in this regard,  to take such action as shall be necessary to permit  recovery  under
any PMI Policy  respecting  a defaulted  Mortgage  Loan.  Pursuant to Section  4.04,  any amounts  collected by the
Company  under any PMI Policy  shall be deposited  in the  Custodial  Account,  subject to  withdrawal  pursuant to
Section 4.05.

Section 4.16      Title, Management and Disposition of REO Property.

         In the event that  title to any  Mortgaged  Property  is  acquired  in  foreclosure  or by deed in lieu of
foreclosure,  the deed or  certificate  of sale  shall be taken in the name of the  Purchaser,  or in the event the
Purchaser is not  authorized  or  permitted  to hold title to real  property in the state where the REO Property is
located,  or would be adversely  affected under the "doing business" or tax laws of such state by so holding title,
the deed or  certificate  of sale shall be taken in the name of such Person or Persons as shall be consistent  with
an Opinion of Counsel  obtained by the Company from any attorney  duly  licensed to practice law in the state where
the REO Property is located.  The Person or Persons holding such title other than the Purchaser  shall  acknowledge
in writing that such title is being held as nominee for the Purchaser.

         The Purchaser  shall have the option to manage and operate the REO Property  provided the Purchaser  gives
written  notice  of its  intention  to do so within  thirty  (30) days  after  such REO  Property  is  acquired  in
foreclosure or by deed in lieu of  foreclosure.  The election by the Purchaser to manage the REO Property shall not
constitute a termination  of any rights of the Company  pursuant to Section  11.02.  Upon the Company's  receipt of
such written notice, it shall be relived of any obligation to manage, conserve,  protect,  operate, dispose or sell
the  Mortgaged  Property for the  Purchaser,  or its  designee.  All such duties will become the  obligation of the
Purchaser,  or its designee.  In such  connection,  upon the  Mortgaged  Property  being  acquired on behalf of the
Purchaser,  or its designee,  the Company shall fully  cooperate with  Purchaser to transfer  management of the REO
Property to Purchaser,  or its designee,  and shall immediately submit a statement of expenses to the Purchaser for
reimbursement  within 30 days for all  Monthly  Advances  and  Servicing  Advances.  If  Company  does not  receive
reimbursement  of such expenses from the Purchaser  within the 30-days of the statement of expenses,  Company shall
be permitted to withdraw such amount from the Custodial Account pursuant to Section 4.05.

         In the event the Purchaser  does not elect to manage an REO Property,  the Company shall manage,  conserve
and protect the related REO Property for the  Purchaser.  The Company,  either itself or through an agent  selected
by the  Company,  shall  manage the REO  Property  in the same  manner that it  manages,  conserves,  protects  and
operates other  foreclosed  property for its own account,  and in the same manner that similar property in the same
locality as the REO  Property is managed.  The Company  shall  attempt to sell the same (and may  temporarily  rent
the same for a period not greater than one year,  except as otherwise  provided below) on such terms and conditions
as the Company deems to be in the best interest of the Purchaser.

         The Company  shall use its best  efforts to dispose of the REO Property as soon as possible and shall sell
such REO  Property  in any event  within one year after  title has been  taken to such REO  Property,  unless (i) a
REMIC  election  has not been made with  respect to the  arrangement  under  which the  Mortgage  Loans and the REO
Property  are held,  and (ii) the Company  determines,  and gives an  appropriate  notice to the  Purchaser to such
effect,  that a longer period is necessary  for the orderly  liquidation  of such REO Property.  If a period longer
than one year is  permitted  under the  foregoing  sentence  and is  necessary  to sell any REO  Property,  (i) the
Company shall report  monthly to the Purchaser as to the progress  being made in selling such REO Property and (ii)
if, with the written  consent of the Purchaser,  a purchase  money mortgage is taken in connection  with such sale,
such purchase  money  mortgage  shall name the Company as mortgagee,  and such purchase money mortgage shall not be
held pursuant to this  Agreement,  but instead a separate  participation  agreement among the Company and Purchaser
shall be entered into with respect to such purchase money mortgage.

         The Company shall also maintain on each REO Property fire and hazard  insurance with extended  coverage in
amount  which is at least  equal to the  maximum  insurable  value  of the  improvements  which  are a part of such
property,  liability  insurance and, to the extent required and available  under the Flood Disaster  Protection Act
of 1973, as amended, flood insurance in the amount required above.

         The  disposition  of REO Property  shall be carried out by the Company at such price,  and upon such terms
and  conditions,  as the Company deems to be in the best  interests of the  Purchaser.  The proceeds of sale of the
REO Property shall be promptly  deposited in the Custodial  Account.  As soon as practical  thereafter the expenses
of such  sale  shall  be paid and the  Company  shall  reimburse  itself  for any  related  unreimbursed  Servicing
Advances,  unpaid  Servicing Fees and  unreimbursed  advances made pursuant to Section 5.03. On the Remittance Date
immediately  following  the  Principal  Prepayment  Period in which such sale  proceeds  are  received the net cash
proceeds of such sale remaining in the Custodial Account shall be distributed to the Purchaser.

         The Company shall withdraw the Custodial  Account funds necessary for the proper operation  management and
maintenance of the REO Property,  including the cost of maintaining any hazard  insurance  pursuant to Section 4.10
and the fees of any  managing  agent of the  Company,  or the  Company  itself.  The  Company  shall  make  monthly
distributions  on each  Remittance  Date to the  Purchaser of the net cash flow from the REO Property  (which shall
equal the revenues  from such REO  Property  net of the expenses  described in the Section 4.16 and of any reserves
reasonably required from time to time to be maintained to satisfy anticipated liabilities for such expenses).

Section 4.17      Real Estate Owned Reports.

         Together  with the  statement  furnished  pursuant  to Section  5.02,  the  Company  shall  furnish to the
Purchaser on or before the  Remittance  Date each month a statement  with respect to any REO Property  covering the
operation of such REO Property for the previous  month and the  Company's  efforts in  connection  with the sale of
such REO  Property  and any rental of such REO Property  incidental  to the sale  thereof for the  previous  month.
That statement shall be accompanied by such other information as the Purchaser shall reasonably request.

Section 4.18      Liquidation Reports.

         Upon the foreclosure sale of any Mortgaged  Property or the acquisition  thereof by the Purchaser pursuant
to a deed in lieu of  foreclosure,  the Company shall submit to the Purchaser a liquidation  report with respect to
such Mortgaged Property.

Section 4.19      Reports of Foreclosures and Abandonments of Mortgaged Property.

         Following the  foreclosure  sale or abandonment of any Mortgaged  Property,  the Company shall report such
foreclosure or abandonment  as required  pursuant to Section 6050J of the Code. The Company shall file  information
reports with respect to the receipt of mortgage  interest  received in a trade or business and information  returns
relating to  cancellation of  indebtedness  income with respect to any Mortgaged  Property as required by the Code.
Such reports shall be in form and substance sufficient to meet the reporting requirements imposed by the Code.

Section 4.20      Application of Buydown Funds.

         With respect to each Buydown  Mortgage Loan,  the Company shall have  deposited  into the Escrow  Account,
no later than the last day of the month,  Buydown Funds in an amount equal to the aggregate  undiscounted amount of
payments  that,  when added to the amount the  Mortgagor on such Mortgage Loan is obligated to pay on all Due Dates
in accordance with the terms of the Buydown  Agreement,  is equal to the full scheduled  Monthly Payments which are
required to be paid by the Mortgagor  under the terms of the related  Mortgage Note (without  regard to the related
Buydown  Agreement as if the Mortgage  Loan were not subject to the terms of the Buydown  Agreement).  With respect
to each Buydown  Mortgage Loan, the Company will  distribute to the Purchaser on each  Remittance Date an amount of
Buydown  Funds equal to the amount that,  when added to the amount  required to be paid on such date by the related
Mortgagor,  pursuant to and in accordance with the related Buydown Agreement,  equals the full Monthly Payment that
would  otherwise  be required to be paid on such  Mortgage  Loan by the  related  Mortgagor  under the terms of the
related  Mortgage Note (as if the Mortgage Loan were not a Buydown  Mortgage Loan and without regard to the related
Buydown Agreement).

         If the Mortgagor on a Buydown  Mortgage Loan defaults on such Mortgage Loan during the Buydown  Period and
the Mortgaged  Property  securing  such Buydown  Mortgage Loan is sold in the  liquidation  thereof  (either by the
Company or the insurer under any related  Primary  Insurance  Policy) the Company  shall,  on the  Remittance  Date
following the date upon which  Liquidation  Proceeds or REO  Disposition  proceeds are received with respect to any
such Buydown  Mortgage  Loan,  distribute to the Purchaser all remaining  Buydown Funds for such Mortgage Loan then
remaining in the Escrow Account.  Pursuant to the terms of each Buydown Agreement,  any amounts  distributed to the
Purchaser in accordance  with the preceding  sentence will be applied to reduce the outstanding  principal  balance
of the related  Buydown  Mortgage  Loan.  If a Mortgagor on a Buydown  Mortgage  Loan prepays such Mortgage Loan in
its entirety during the related  Buydown Period,  the Company shall be required to withdraw from the Escrow Account
any Buydown Funds  remaining in the Escrow  Account with respect to such Buydown  Mortgage Loan in accordance  with
the related  Buydown  Agreement.  If a principal  prepayment  by a Mortgagor on a Buydown  Mortgage Loan during the
related  Buydown  Period,  together with any Buydown  Funds then  remaining in the Escrow  Account  related to such
Buydown  Mortgage  Loan,  would result in a principal  prepayment  of the entire  unpaid  principal  balance of the
Buydown  Mortgage  Loan,  the Company shall  distribute to the Purchaser on the  Remittance  Date  occurring in the
month immediately  succeeding the month in which such Principal  Prepayment is received,  all Buydown Funds related
to such Mortgage Loan so remaining in the Escrow Account,  together with any amounts  required to be deposited into
the Custodial Account.

Section 4.21      Notification of Adjustments.

         With respect to each  adjustable  rate Mortgage Loan, the Company shall adjust the Mortgage  Interest Rate
on the related  Interest  Rate  Adjustment  Date in compliance  with the  requirements  of  applicable  law and the
related  Mortgage and Mortgage Note. The Company shall execute and deliver any and all necessary  notices  required
under applicable law and the terms of the related Mortgage Note and Mortgage  regarding the Mortgage  Interest Rate
adjustments.  Upon the  discovery by the Company or the receipt of notice from the  Purchaser  that the Company has
failed to adjust a Mortgage  Interest Rate in accordance  with the terms of the related  Mortgage Note, the Company
shall  immediately  deposit in the Custodial Account from its own funds the amount of any interest loss or deferral
caused the Purchaser thereby.

Section 4.22      Confidentiality/Protection of Customer Information.

         The Company shall keep confidential and shall not divulge to any party, without the Purchaser's prior
written consent, the price paid by the Purchaser for the Mortgage Loans, except to the extent that it is
reasonable and necessary for the Company to do so in working with legal counsel, auditors, taxing authorities or
other governmental agencies. Each party agrees that it shall comply with all applicable laws and regulations
regarding the privacy or security of Customer Information and shall maintain appropriate administrative,
technical and physical safeguards to protect the security, confidentiality and integrity of Customer Information,
including maintaining security measures designed to meet the Interagency Guidelines Establishing Standards for
Safeguarding Customer Information, 66 Fed. Reg. 8616 (the "Interagency Guidelines"), if applicable.  For purposes
of this Section 4.22, the term "Customer Information" shall have the meaning assigned to it in the Interagency
Guidelines.


Section 4.23      Fair Credit Reporting Act

         The Company,  in its capacity as servicer for each Mortgage Loan,  agrees to fully furnish,  in accordance
with the Fair Credit  Reporting Act and its  implementing  regulations,  accurate and complete  information  (e.g.,
favorable and  unfavorable)  on its borrower credit files to Equifax,  Experian and Trans Union Credit  Information
Company (three of the credit repositories), on a monthly basis.
Section 4.24      Establishment of and Deposits to Subsidy Account.

         The Company shall  segregate and hold all Subsidy  Funds  collected and received  pursuant to the Subsidy
Loans  separate  and apart from any of its own funds and general  assets and shall  establish  and maintain one or
more Subsidy  Accounts,  in the form of time deposit or demand accounts,  titled "Wells Fargo Bank, N.A., in trust
for the Purchaser,  its successors or assigns,  and/or  subsequent  purchasers of residential  Mortgage Loans, and
various  Mortgagors."  The Subsidy  Account  shall be an eligible  deposit  account  established  with an eligible
institution.

         The Company shall, from time to time, withdraw funds from the Subsidy Account for the following purposes:


                  (i)      to deposit in the  Custodial  Account in the amounts and in the manner  provided  for in
                           Section 4.04(xi);

                  (ii)     to transfer  funds to another  eligible  institution  in  accordance  with  Section 4.09
                           hereof;

                  (iii)    to withdraw funds deposited in error; and

                  (iv)     to clear and terminate the Subsidy Account upon the termination of this Agreement.
         Notwithstanding  anything to the contrary elsewhere in this Agreement,  the Company may employ the Escrow
Account as the Subsidy Account to the extent that the Company can separately  identify any Subsidy Funds deposited
therein.


Section 4.25      Use of Subservicers and Subcontractors.

         The Company  shall not hire or  otherwise  utilize the services of any  Subservicer  to fulfill any of the
obligations of the Company under this Agreement or any  Reconstitution  Agreement  unless the Company complies with
the  provisions  of  paragraph  (a) of this  Section  4.25.  The Company  shall not hire or  otherwise  utilize the
services of any  Subcontractor,  and shall not permit any Subservicer to hire or otherwise  utilize the services of
any  Subcontractor,  to fulfill any of the  obligations of the Company under this  Agreement or any  Reconstitution
Agreement unless the Company complies with the provisions of paragraph (b) of this Section 4.25.

         (a)      It shall not be necessary  for the Company to seek the consent of the  Purchaser or any Depositor
         to the utilization of any  Subservicer.  The Company shall cause any  Subservicer  used by the Company (or
         by any  Subservicer)  for the benefit of the Purchaser and any Depositor to comply with the  provisions of
         this Section 4.25 and with Sections  6.04,  6.06,  9.01(e)(iii),  9.01(e)(v) and 9.01(f) of this Agreement
         to the same extent as if such Subservicer were the Company,  and to provide the information  required with
         respect  to  such  Subservicer  under  Section  9.01(e)(iv)  of  this  Agreement.  The  Company  shall  be
         responsible  for obtaining  from each  Subservicer  and  delivering to the Purchaser and any Depositor any
         servicer  compliance  statement  required to be delivered by such  Subservicer  under Section 6.04 and any
         assessment of compliance and attestation  required to be delivered by such Subservicer  under Section 6.06
         and any  certification  required to be  delivered to the Person that will be  responsible  for signing the
         Sarbanes Certification under Section 6.06 as and when required to be delivered.

         (b)      It shall not be necessary  for the Company to seek the consent of the  Purchaser or any Depositor
         to the  utilization  of any  Subcontractor.  The  Company  shall  promptly  upon  request  provide  to the
         Purchaser  and  any  Depositor  (or  any  designee  of  the  Depositor,  such  as  a  master  servicer  or
         administrator)  a written  description  (in form and  substance  satisfactory  to the  Purchaser  and such
         Depositor)  of the role and  function of each  Subcontractor  utilized by the Company or any  Subservicer,
         specifying (i) the identity of each such  Subcontractor,  (ii) which (if any) of such  Subcontractors  are
         "participating  in the servicing  function"  within the meaning of Item 1122 of  Regulation  AB, and (iii)
         which elements of the Servicing  Criteria will be addressed in assessments of compliance  provided by each
         Subcontractor identified pursuant to clause (ii) of this paragraph.

         As a condition to the utilization of any  Subcontractor  determined to be  "participating in the servicing
function"  within the meaning of Item 1122 of Regulation  AB, the Company shall cause any such  Subcontractor  used
by the Company  (or by any  Subservicer)  for the benefit of the  Purchaser  and any  Depositor  to comply with the
provisions  of Sections  6.06 and 9.01(f) of this  Agreement to the same extent as if such  Subcontractor  were the
Company.  The Company shall be responsible  for obtaining from each  Subcontractor  and delivering to the Purchaser
and any Depositor  any  assessment of compliance  and  attestation  required to be delivered by such  Subcontractor
under Section 6.06, in each case as and when required to be delivered.

                                                     ARTICLE V

                                               PAYMENTS TO PURCHASER


Section 5.01      Remittances.

         On each  Remittance  Date the Company shall remit by wire transfer of immediately  available  funds to the
Purchaser  (a) all amounts  deposited  in the  Custodial  Account as of the close of business on the  Determination
Date (net of charges  against or withdrawals  from the Custodial  Account  pursuant to Section 4.05),  plus (b) all
amounts,  if any,  which the Company is obligated to  distribute  pursuant to Section  5.03,  minus (c) any amounts
attributable  to Principal  Prepayments  received after the applicable  Principal  Prepayment  Period which amounts
shall be  remitted  on the  following  Remittance  Date,  together  with any  additional  interest  required  to be
deposited in the  Custodial  Account in  connection  with such  Principal  Prepayment  in  accordance  with Section
4.04(viii);  minus (d) any  amounts  attributable  to  Monthly  Payments  collected  but due on a Due Date or Dates
subsequent  to the first day of the month of the  Remittance  Date,  and  minus  (e) any  amounts  attributable  to
Buydown Funds being held in the Custodial  Account,  which  amounts shall be remitted on the  Remittance  Date next
succeeding the Due Period for such amounts.

         With  respect to any  remittance  received by the  Purchaser  after the Business Day on which such payment
was due, the Company  shall pay to the  Purchaser  interest on any such late payment at an annual rate equal to the
Prime Rate,  adjusted as of the date of each change,  plus three  percentage  points,  but in no event greater than
the maximum  amount  permitted by  applicable  law. Such interest  shall cover the period  commencing  with the day
following  the  Business Day such payment was due and ending with the Business Day on which such payment is made to
the Purchaser,  both  inclusive.  Such interest shall be remitted by wire transfer of immediately  available  funds
within one Business Day following  agreement by the Purchaser  and the Company of the penalty  amount.  The payment
by the Company of any such  interest  shall not be deemed an extension of time for payment or a waiver of any Event
of Default by the Company.

Section 5.02      Statements to Purchaser.

         Not later than the  Remittance  Date,  the Company  shall  furnish to the  Purchaser a monthly  remittance
advice in the standard  form of  electronic  Alltel® file, as to the period ending on the last day of the preceding
month.  If requested by the Purchaser prior to the related  Closing Date, the first monthly  remittance  advice due
to the Purchaser  following  such Closing Date shall be furnished by the 12th calendar day, or if such day is not a
Business Day, then the preceding Business Day.

Section 5.03      Monthly Advances by Company.

         On the  Business  Day  immediately  preceding  each  Remittance  Date,  the Company  shall  deposit in the
Custodial  Account from its own funds or from amounts held for future  distribution  an amount equal to all Monthly
Payments  (with  interest  adjusted to the Mortgage  Loan  Remittance  Rate) which were due on the  Mortgage  Loans
during the applicable Due Period and which were  delinquent at the close of business on the  immediately  preceding
Determination  Date or which were deferred  pursuant to Section 4.01. Any amounts held for future  distribution and
so used shall be  replaced by the Company by deposit in the  Custodial  Account on or before any future  Remittance
Date if funds in the  Custodial  Account on such  Remittance  Date  shall be less than  payments  to the  Purchaser
required to be made on such  Remittance  Date.  The Company's  obligation  to make such Monthly  Advances as to any
Mortgage  Loan will  continue  through the last  Monthly  Payment due prior to the payment in full of the  Mortgage
Loan, or through the last  Remittance  Date prior to the Remittance  Date for the  distribution  of all Liquidation
Proceeds  and  other  payments  or  recoveries  (including  REO  Disposition   Proceeds,   Insurance  Proceeds  and
Condemnation  Proceeds) with respect to the Mortgage Loan; provided,  however,  that such obligation shall cease if
the Company  determines,  in its sole  reasonable  opinion,  that  advances  with respect to such Mortgage Loan are
non-recoverable  by  the  Company  from  Liquidation  Proceeds,   Insurance  Proceeds,  REO  Disposition  Proceeds,
Condemnation  Proceeds,  or otherwise  with respect to a particular  Mortgage  Loan.  In the event that the Company
determines that any such advances are  non-recoverable,  the Company shall provide the Purchaser with a certificate
signed by two officers of the Company evidencing such determination.

                                                    ARTICLE VI

                                           GENERAL SERVICING PROCEDURES


Section 6.01      Transfers of Mortgaged Property.

         The Company shall use its best efforts to enforce any  "due-on-sale"  provision  contained in any Mortgage
or Mortgage Note and to deny  assumption  by the Person to whom the  Mortgaged  Property has been or is about to be
sold whether by absolute  conveyance  or by contract of sale,  and whether or not the Mortgagor  remains  liable on
the Mortgage and the Mortgage Note.  When the Mortgaged  Property has been conveyed by the  Mortgagor,  the Company
shall,  to the extent it has  knowledge  of such  conveyance,  immediately  notify the  Purchaser  and exercise its
rights to  accelerate  the  maturity of such  Mortgage  Loan under the  "due-on-sale"  clause  applicable  thereto,
provided,  however,  that the Company  shall not exercise  such rights if prohibited by law from doing so or if the
exercise of such rights would impair or threaten to impair any recovery under the related PMI Policy, if any.

         If the Company  reasonably  believes  it is unable  under  applicable  law to enforce  such  "due-on-sale"
clause,  the Company shall enter into (i) an assumption  and  modification  agreement  with the Person to whom such
property has been  conveyed,  pursuant to which such Person becomes liable under the Mortgage Note and the original
Mortgagor  remains liable  thereon or (ii) in the event the Company is unable under  applicable law to require that
the original  Mortgagor  remain liable under the Mortgage Note and the Company has the prior consent of the primary
mortgage  guaranty  insurer,  a substitution  of liability  agreement with the purchaser of the Mortgaged  Property
pursuant to which the original  Mortgagor is released from  liability  and the purchaser of the Mortgaged  Property
is  substituted  as Mortgagor and becomes  liable under the Mortgage Note. If an assumption fee is collected by the
Company for entering into an assumption  agreement the fee will be retained by the Company as additional  servicing
compensation.  In  connection  with any such  assumption,  neither the Mortgage  Interest Rate borne by the related
Mortgage Note, the term of the Mortgage Loan, the outstanding  principal  amount of the Mortgage Loan nor any other
materials terms shall be changed without Purchaser's consent.

         To the extent that any Mortgage Loan is assumable,  the Company shall inquire  diligently  into the credit
worthiness  of the proposed  transferee,  and shall use the  underwriting  criteria for approving the credit of the
proposed  transferee  which are used with respect to  underwriting  mortgage loans of the same type as the Mortgage
Loans. If the credit of the proposed  transferee does not meet such underwriting  criteria,  the Company diligently
shall,  to the extent  permitted  by the  Mortgage or the  Mortgage  Note and by  applicable  law,  accelerate  the
maturity of the Mortgage Loan.

Section 6.02      Satisfaction of Mortgages and Release of Mortgage Loan Documents.

         Upon the  payment in full of any  Mortgage  Loan,  or the receipt by the  Company of a  notification  that
payment in full will be escrowed in a manner  customary for such  purposes,  the Company shall notify the Purchaser
in the Monthly  Remittance  Advice as provided in Section  5.02,  and may request the release of any Mortgage  Loan
Documents.

         If the Company  satisfies  or releases a Mortgage  without  first having  obtained  payment in full of the
indebtedness  secured by the Mortgage or should the Company  otherwise  prejudice any rights the Purchaser may have
under the mortgage  instruments,  upon written  demand of the Purchaser,  the Company shall  repurchase the related
Mortgage  Loan at the  Repurchase  Price by deposit  thereof in the  Custodial  Account  within 2 Business  Days of
receipt of such demand by the  Purchaser.  The Company  shall  maintain the Fidelity  Bond and Errors and Omissions
Insurance  Policy as  provided  for in Section  4.12  insuring  the Company  against  any loss it may sustain  with
respect to any Mortgage Loan not satisfied in accordance with the procedures set forth herein.

Section 6.03      Servicing Compensation.

         As compensation for its services  hereunder,  the Company shall be entitled to withdraw from the Custodial
Account or to retain from interest  payments on the Mortgage  Loans the amount of its Servicing  Fee. The Servicing
Fee shall be payable  monthly and shall be computed on the basis of the outstanding  principal  balance and for the
period  respecting  which any related  interest  payment on a Mortgage  Loan is  computed.  The  obligation  of the
Purchaser to pay the Servicing  Fee is limited to, and payable  solely from,  the interest  portion of such Monthly
Payments.

         Additional  servicing  compensation  in the form of  assumption  fees,  to the extent  provided in Section
6.01,  and late payment  charges shall be retained by the Company to the extent not required to be deposited in the
Custodial  Account.  The Company  shall be  required to pay all  expenses  incurred  by it in  connection  with its
servicing activities hereunder and shall not be entitled to reimbursement  thereof except as specifically  provided
for herein.

Section 6.04      Annual Statements as to Compliance.

         (i)      The Company  shall  deliver to the  Purchaser,  on or before  February  28,  2006,  an  Officer's
Certificate,  stating that (x) a review of the activities of the Company during the preceding  calendar year and of
performance under this Agreement or similar agreements has been made under such officer's  supervision,  and (y) to
the best of such officer's  knowledge,  based on such review,  the Company has fulfilled all its obligations  under
this Agreement  throughout  such year, or, if there has been a default in the  fulfillment of any such  obligation,
specifying  each such default  known to such  officer and the nature and status  thereof and the action being taken
by the Company to cure such default.

         (ii)     On or before March 1 of each  calendar  year,  commencing  in 2007,  the Company shall deliver to
the  Purchaser  and any  Depositor a statement of  compliance  addressed to the  Purchaser  and such  Depositor and
signed by an  authorized  officer of the  Company,  to the  effect  that (a) a review of the  Company's  activities
during the immediately  preceding  calendar year (or applicable  portion thereof) and of its performance under this
Agreement  and any  applicable  Reconstitution  Agreement  during  such  period has been made under such  officer's
supervision,  and (b) to the best of such officers' knowledge,  based on such review, the Company has fulfilled all
of its  obligations  under this  Agreement and any  applicable  Reconstitution  Agreement in all material  respects
throughout such calendar year (or applicable  portion  thereof) or, if there has been a failure to fulfill any such
obligation  in any material  respect,  specifically  identifying  each such  failure  known to such officer and the
nature and the status thereof.

Section 6.05      Annual Independent Public Accountants' Servicing Report.

         Except with respect to  Securitization  Transactions  occurring on or after  January 1, 2006, on or before
February 28, 2006, the Company,  at its expense,  shall cause a firm of independent  public  accountants which is a
member of the American  Institute of Certified  Public  Accountants to furnish a statement to each Purchaser to the
effect that such firm has examined  certain  documents and records  relating to the servicing of the mortgage loans
similar in nature and that such firm is of the  opinion  that the  provisions  of this or similar  agreements  have
been complied with,  and that, on the basis of such  examination  conducted  substantially  in compliance  with the
Single  Attestation  Program for Mortgage  Bankers,  nothing has come to their  attention which would indicate that
such servicing has not been conducted in compliance  therewith,  except for (i) such  exceptions as such firm shall
believe to be  immaterial,  and (ii) such other  exceptions as shall be set forth in such  statement.  By providing
Purchaser a copy of a Uniform Single Attestation  Program Report from their independent  public  accountant's on an
annual basis, Company shall be considered to have fulfilled its obligations under this Section 6.05.

Section 6.06      Report on Assessment of Compliance and Attestation.

         With respect to any Mortgage Loans that are the subject of a  Securitization  Transaction  occurring on or
before March 1 of each calendar year, commencing in 2007, the Company shall:

(i)      deliver to the  Purchaser and any Depositor a report (in form and  substance  reasonably  satisfactory  to
         the Purchaser and such  Depositor)  regarding  the  Company's  assessment of compliance  with the
         Servicing  Criteria  during the  immediately  preceding  calendar  year, as required  under Rules
         13a-18 and 15d-18 of the  Exchange  Act and Item 1122 of  Regulation  AB.  Such  report  shall be
         addressed  to the  Purchaser  and such  Depositor  and  signed by an  authorized  officer  of the
         Company  and  shall  address  each  of  the  Servicing  Criteria  specified  on  a  certification
         substantially in the form of Exhibit D hereto;

(ii)     deliver to the Purchaser  and any Depositor a report of a registered  public  accounting  firm  reasonably
         acceptable to the Purchaser and such  Depositor  that attests to, and reports on, the  assessment
         of  compliance  made by the  Company and  delivered  pursuant to the  preceding  paragraph.  Such
         attestation  shall be in accordance  with Rules  1-02(a)(3)  and 2-02(g) of Regulation  S-X under
         the Securities Act and the Exchange Act;

(iii)    cause each  Subservicer and each  Subcontractor,  determined by the Company  pursuant to Section 425(b) to
         be  "participating  in the servicing  function" within the meaning of Item 1122 of Regulation AB,
         to deliver to the Purchaser and such  Depositor an  assessment  of  compliance  and  accountants'
         attestation as and when provided in paragraphs (a) and (b) of this Section 6.06; and

(iv)     deliver to the  Purchaser,  any  Depositor and any other Person that will be  responsible  for signing the
         certification  (a "Sarbanes  Certification")  required by Rules 13a-14(d) and 15d-14(d) under the
         Exchange  Act  (pursuant  to  Section  302 of the  Sarbanes-Oxley  Act of 2002) on  behalf  of an
         asset-backed  issuer with respect to a  Securitization  Transaction a  certification  in the form
         attached hereto as Exhibit E.

         The Company  acknowledges  that the parties  identified in clause (iv) above may rely on the certification
provided  by the  Company  pursuant  to such  clause in signing a Sarbanes  Certification  and filing such with the
Commission.

Section 6.07      Remedies.

         (i)      Any failure by the Company, any Subservicer,  any Subcontractor or any Third-Party  Originator to
deliver any information,  report,  certification,  accountants' letter or other material when and as required under
Article 9,  Section  6.04,  Section  6.05 or Section  6.06,  or any breach by the  Company of a  representation  or
warranty set forth in Section  9.01(e)(iv)(A),  or in a writing furnished  pursuant to Section  9.01(e)(iv)(B)  and
made as of a date prior to the closing  date of the  related  Securitization  Transaction,  to the extent that such
breach is not cured by such  closing  date,  or any breach by the  Company of a  representation  or  warranty  in a
writing  furnished  pursuant to Section  9.01(e)(iv)(B)  to the extent made as of a date subsequent to such closing
date, shall, except as provided in sub-clause (ii) of this Section,  immediately and automatically,  without notice
or grace  period,  constitute  an Event of  Default  with  respect to the  Company  under  this  Agreement  and any
applicable  Reconstitution  Agreement,  and shall entitle the Purchaser or Depositor,  as  applicable,  in its sole
discretion to terminate  the rights and  obligations  of the Company as servicer  under this  Agreement  and/or any
applicable  Reconstitution Agreement without payment (notwithstanding  anything in this Agreement or any applicable
Reconstitution  Agreement to the  contrary) of any  compensation  to the Company;  provided that to the extent than
any  provision  of this  Agreement  and/or any  applicable  Reconstitution  Agreement  expressly  provides  for the
survival of certain rights or obligations  following  termination of the Company as servicer,  such provision shall
be given effect.

         (ii)     Any failure by the Company,  any  Subservicer or any  Subcontractor  to deliver any  information,
report,  certification  or  accountants'  letter when and as required  under Section 6.04,  Section 6.05 or Section
6.06,  including any failure by the Company to identify any Subcontract  "participating in the servicing  function"
within the meaning of Item 1122 of Regulation AB, which  continues  unremedied for ten (10) calendar days after the
date on which such  information,  report,  certification or accountants'  letter was required to be delivered shall
constitute an Event of Default with respect to the Company under this Agreement and any  applicable  Reconstitution
Agreement,  and shall entitle the Purchaser or Depositor,  as applicable,  in its sole  discretion to terminate the
rights and obligations of the Company under this Agreement and/or any applicable  Reconstitution  Agreement without
payment (notwithstanding  anything in this Agreement to the contrary) of any compensation to the Company;  provided
that to the extent that any provision of this Agreement and/or any applicable  Reconstitution  Agreement  expressly
provides for the survival of certain rights or obligations following  termination of the Company as servicer,  such
provision shall be given effect.

         (iii)    The Company shall promptly  reimburse the Purchaser (or any designee of the Purchaser,  such as a
master servicer) and any Depositor,  as applicable,  for all reasonable expenses incurred by the Purchaser (or such
designee) or such  Depositor,  as such are incurred,  in connection with the termination of the Company as servicer
and the transfer of servicing of the Mortgage  Loans to a successor  servicer.  The  provisions  of this  paragraph
shall not limit  whatever  rights the Purchaser or any Depositor may have under other  provisions of this Agreement
and/or any  applicable  Reconstitution  Agreement or otherwise,  whether in equity or at law, such as an action for
damages, specific performance or injunctive relief.

Section 6.08      Right to Examine Company Records.

         The  Purchaser,  or its  designee,  shall  have the right to  examine  and audit any and all of the books,
records,  or other  information  of the  Company,  whether  held by the Company or by another on its  behalf,  with
respect to or concerning  this  Agreement or the Mortgage  Loans,  during  business hours or at such other times as
may be reasonable  under  applicable  circumstances,  upon reasonable  advance notice.  The Purchaser shall pay its
own expenses associated with such examination.

Section 6.09      Compliance with REMIC Provisions.

         If a REMIC election has been made with respect to the  arrangement  under which the Mortgage Loans and REO
Property are held,  the Company  shall not take any action,  cause the REMIC to take any action or fail to take (or
fail to cause to be taken) any action  that,  under the REMIC  Provisions,  if taken or not taken,  as the case may
be,  could (i)  endanger  the  status of the REMIC as a REMIC or (ii)  result in the  imposition  of a tax upon the
REMIC (including but not limited to the tax on "prohibited  transactions" as defined Section  860(a)(2) of the Code
and the tax on  "contributions"  to a REMIC  set  forth in  Section  860(d) of the Code)  unless  the  Company  has
received  an Opinion of Counsel (at the  expense of the party  seeking to take such  action) to the effect that the
contemplated action will not endanger such REMIC status or result in the imposition of any such tax.

                                                    ARTICLE VII

                                               COMPANY TO COOPERATE


Section 7.01      Provision of Information.

         During the term of this Agreement,  the Company shall furnish to the Purchaser such periodic,  special, or
other reports or  information,  and copies or originals of any documents  contained in the Servicing  File for each
Mortgage Loan provided for herein.  All other special  reports or  information  not provided for herein as shall be
necessary,  reasonable,  or appropriate with respect to the Purchaser or any regulatory  agency will be provided at
the Purchaser's  expense.  All such reports,  documents or information  shall be provided by and in accordance with
all reasonable instructions and directions which the Purchaser may give.

         The Company shall execute and deliver all such  instruments  and take all such action as the Purchaser may
reasonably  request  from time to time,  in order to  effectuate  the  purposes  and to carry out the terms of this
Agreement.

Section 7.02      Financial Statements; Servicing Facility.

         In connection  with  marketing  the Mortgage  Loans,  the  Purchaser  may make  available to a prospective
Purchaser a  Consolidated  Statement of Operations  of the Company for the most  recently  completed two (2) fiscal
years for which such a statement is available,  as well as a Consolidated  Statement of Condition at the end of the
last two  fiscal  years  covered  by such  Consolidated  Statement  of  Operations.  The  Company  also  shall make
available any comparable  interim  statements to the extent any such  statements have been prepared by or on behalf
of the  Company  (and are  available  upon  request to members or  stockholders  of the Company or to the public at
large).

         The Company also shall make available to Purchaser or prospective  Purchaser a knowledgeable  financial or
accounting officer for the purpose of answering questions  respecting recent developments  affecting the Company or
the  financial  statements  of the  Company,  and to permit any  prospective  purchaser  to inspect  the  Company's
servicing  facilities for the purpose of satisfying such prospective  purchaser that the Company has the ability to
service the Mortgage Loans as provided in this Agreement.

                                                   ARTICLE VIII

                                                    THE COMPANY


Section 8.01      Indemnification; Third Party Claims.

         The  Company  shall  indemnify  the  Purchaser  and hold it harmless  against any and all claims,  losses,
damages, penalties,  fines, forfeitures,  reasonable and necessary legal fees and related costs, judgments, and any
other costs,  fees and expenses  that the Purchaser may sustain in any way related to the failure of the Company to
perform  its duties and service the  Mortgage  Loans in strict  compliance  with the terms of this  Agreement.  The
Company  immediately  shall notify the Purchaser if a claim is made by a third party with respect to this Agreement
or the Mortgage  Loans,  assume (with the prior written consent of the Purchaser) the defense of any such claim and
pay all expenses in  connection  therewith,  including  counsel fees,  and promptly pay,  discharge and satisfy any
judgment or decree which may be entered  against it or the  Purchaser in respect of such claim.  The Company  shall
follow any  written  instructions  received  from the  Purchaser  in  connection  with such  claim.  The  Purchaser
promptly  shall  reimburse  the Company for all amounts  advanced by it pursuant to the preceding  sentence  except
when the claim is in any way related to the Company's  indemnification  pursuant to Section 3.03, or the failure of
the Company to service and administer the Mortgage Loans in strict compliance with the terms of this Agreement.

Section 8.02      Merger or Consolidation of the Company.

         The Company shall keep in full effect its  existence,  rights and franchises and shall obtain and preserve
its  qualification  to do business in each  jurisdiction  in which such  qualification  is or shall be necessary to
protect the validity and  enforceability  of this  Agreement or any of the Mortgage Loans and to perform its duties
under this Agreement.

         Any Person into which the Company may be merged or  consolidated,  or any  corporation  resulting from any
merger,  conversion  or  consolidation  to which the  Company  shall be a party,  or any Person  succeeding  to the
business of the Company,  shall be the successor of the Company  hereunder,  without the execution or filing of any
paper  or  any  further  act  on  the  part  of  any  of the  parties  hereto,  anything  herein  to  the  contrary
notwithstanding,  provided,  however,  that the successor or surviving  Person shall be an  institution  which is a
Fannie  Mae/Freddie  Mac-approved  company  in good  standing  and has a net  worth of no less  than  $25  million.
Furthermore,  in the event the Company  transfers or otherwise  disposes of all or substantially  all of its assets
to an affiliate of the Company,  such affiliate shall satisfy the condition  above,  and shall also be fully liable
to the Purchaser for all of the Company's obligations and liabilities hereunder.

Section 8.03      Limitation on Liability of Company and Others.

         Neither  the Company  nor any of the  directors,  officers,  employees  or agents of the Company  shall be
under any liability to the Purchaser for any action taken or for  refraining  from the taking of any action in good
faith pursuant to this  Agreement,  or for errors in judgment,  provided,  however,  that this provision  shall not
protect  the Company or any such Person  against  any breach of  warranties  or  representations  made  herein,  or
failure to perform its  obligations in strict  compliance  with any standard of care set forth in this Agreement or
any other  liability  which  would  otherwise  be imposed  under this  Agreement.  The  Company  and any  director,
officer,  employee or agent of the Company may rely in good faith on any document of any kind prima facie  properly
executed and  submitted by any Person  respecting  any matters  arising  hereunder.  The Company shall not be under
any  obligation  to appear  in,  prosecute  or defend any legal  action  which is not  incidental  to its duties to
service  the  Mortgage  Loans in  accordance  with this  Agreement  and which in its  opinion may involve it in any
expense or liability,  provided,  however,  that the Company may, with the consent of the Purchaser,  undertake any
such action which it may deem  necessary or  desirable  in respect to this  Agreement  and the rights and duties of
the parties  hereto.  In such event,  the Company  shall be entitled to  reimbursement  from the  Purchaser  of the
reasonable legal expenses and costs of such action.

Section 8.04      Limitation on Resignation and Assignment by Company.

         The Purchaser has entered into this  Agreement  with the Company and  subsequent  Purchaser  will purchase
the Mortgage  Loans in reliance  upon the  independent  status of the Company,  and the  representations  as to the
adequacy of its servicing  facilities,  plant,  personnel,  records and procedures,  its integrity,  reputation and
financial  standing,  and the continuance  thereof.  Therefore,  the Company shall neither assign this Agreement or
the servicing  rights  hereunder or delegate its rights or duties  hereunder  (other than pursuant to Section 4.01)
or any portion  hereof or sell or  otherwise  dispose of all of its  property or assets  without the prior  written
consent of the Purchaser, which consent shall not be unreasonably withheld.

         The  Company  shall not  resign  from the  obligations  and duties  hereby  imposed on it except by mutual
consent  of the  Company  and the  Purchaser  or upon the  determination  that its duties  hereunder  are no longer
permissible  under  applicable  law and such  incapacity  cannot be cured by the  Company.  Any such  determination
permitting the  resignation of the Company shall be evidenced by an Opinion of Counsel to such effect  delivered to
the  Purchaser  which  Opinion of Counsel  shall be in form and  substance  acceptable  to the  Purchaser.  No such
resignation  shall  become  effective  until a successor  shall have  assumed the  Company's  responsibilities  and
obligations hereunder in the manner provided in Section 12.01.

         Without in any way limiting the  generality  of this Section  8.04,  in the event that the Company  either
shall assign this Agreement or the servicing  responsibilities  hereunder or delegate its duties  hereunder  (other
than pursuant to Section 4.01) or any portion thereof or sell or otherwise  dispose of all or substantially  all of
its property or assets,  without the prior written  consent of the  Purchaser,  then the  Purchaser  shall have the
right to  terminate  this  Agreement  upon notice given as set forth in Section  10.01,  without any payment of any
penalty or damages and without any liability whatsoever to the Company or any third party.

                                                    ARTICLE IX

                      SECURITIZATION TRANSACTIONS; WHOLE LOAN TRANSFERS AND AGENCY TRANSFERS


Section 9.01      Securitization Transactions; Whole Loan Transfers and Agency Transfers

         The  Purchaser  and the  Company  agree  that  with  respect  to some or all of the  Mortgage  Loans,  the
Purchaser,  at its sole option,  may effect Whole Loan Transfers,  Agency Transfer or Securitization  Transactions,
retaining the Company as the servicer  thereof or  subservicer if a master  servicer is employed,  or as applicable
the  "seller/servicer."  On the Reconstitution Date, the Mortgage Loans transferred may cease to be covered by this
Agreement;  provided,  however, that, in the event that any Mortgage Loan transferred pursuant to this Section 9.01
is rejected by the transferee,  the Company shall continue to service such rejected  Mortgage Loan on behalf of the
Purchaser in accordance with the terms and provisions of this Agreement.

         The Company  shall  cooperate  with the  Purchaser in  connection  with each Whole Loan  Transfer,  Agency
Transfer or Securitization Transaction in accordance with this Section 9.01.  In connection therewith:

         (a)      the Company shall make all  representations  and warranties with respect to the Mortgage Loans as
                  of the related  Closing  Date and with  respect to the Company  itself as of the closing  date of
                  each Whole Loan Transfer, Agency Transfer or Securitization Transaction;

         (b)      the Company shall  negotiate in good faith and execute any  seller/servicer  agreements  required
                  to effectuate  the foregoing  provided such  agreements  create no greater  obligation or cost on
                  the part of the Company than otherwise set forth in this Agreement;

         (c)      the Company shall provide as applicable:

                  (i)      any and all  information  and  appropriate  verification  of  information  which  may be
                           reasonably  available  to the  Company,  whether  through  letters of its  auditors  and
                           counsel or otherwise, as the Purchaser shall request;

                  (ii)     such additional representations,  warranties,  covenants,  opinions of counsel, letters from auditors, and
                           certificates of public  officials or officers of the Company as are reasonably  believed
                           necessary by the trustee,  any Rating  Agency or the  Purchaser,  as the case may be, in
                           connection  with  such  Whole  Loan  Transfers,   Agency  Transfers  or   Securitization
                           Transactions.  The  Purchaser  shall  pay all  third  party  costs  associated  with the
                           preparation  of  such  information.   The  Company  shall  execute  any  seller/servicer
                           agreements   required  within  a  reasonable  period  of  time  after  receipt  of  such
                           seller/servicer  agreements  which time shall be sufficient  for the Seller and Seller's
                           counsel to review such  seller/servicer  agreements.  Under this Agreement,  the Company
                           shall retain a Servicing  Fee for each  Mortgage  Loan,  at no less than the  applicable
                           Servicing Fee Rate; and

                  (iii)    at any time as  required  by any Rating  Agency,  such  additional  documents  from the  related  Retained
                           Mortgage File to the Custodian as may be required by such Rating Agency;


         (d)      the Company  shall with respect to any  Mortgage  Loans that are subject to a  Securitization  Transaction
                  occurring on or before  December 31, 2005,in which the filing of a  Sarbanes-Oxley  Certification
                  directly  with the  Commission  is  required,  by February 28, 2006,  or in  connection  with any
                  additional  Sarbanes-Oxley  Certification  required  to be filed upon  thirty  (30) days  written
                  request,  an officer  of the  Company  shall  execute  and  deliver  an  Officer's  Certification
                  substantially  in the form attached hereto as Exhibit F, to the entity filing the  Sarbanes-Oxley
                  Certification  directly with the Commission  (such as the  Purchaser,  any master  servicer,  any
                  trustee or any  depositor)  for the benefit of such entity and such entity's  affiliates  and the
                  officers,  directors and agents of such entity and such entity's affiliates,  and shall indemnify
                  such entity or persons  arising out of any breach of  Company's  obligations  or  representations
                  relating thereto as provided in such Officer's Certification.

         (e)      the Company  shall,  in  connection  with any  Securitization  Transaction  occurring on or after
                  January 1, 2006,  the Company  shall (1) within five (5) Business Days  following  request by the
                  Purchaser or any  Depositor,  provide to the Purchaser  and such  Depositor  (or, as  applicable,
                  cause each Third-Party  Originator and each  Subservicer to provide),  in writing and in form and
                  substance  reasonably  satisfactory  to the Purchaser and such  Depositor,  the  information  and
                  materials  specified in paragraphs (i), (ii),  (iii) and (vii) of this subsection (e), and (2) as
                  promptly  as  practicable  following  notice  to or  discovery  by the  Company,  provide  to the
                  Purchaser  and any Depositor (in writing and in form and  substance  reasonably  satisfactory  to
                  the  Purchaser  and  such  Depositor)  the  information  specified  in  paragraph  (iv)  of  this
                  subsection (e).

                  (i)      if so  requested by the  Purchaser  or any  Depositor,  the Company  shall  provide such
                           information  regarding (1) the Company,  as originator of the Mortgage Loans  (including
                           as an  acquirer  of  Mortgage  Loans  from  a  Qualified  Correspondent),  or  (2)  each
                           Third-Party  Originator,  and (3) as applicable,  each Subservicer,  as is requested for
                           the  purpose  of  compliance  with  Items  1103(a)(1),  1105,  1110,  1117  and  1119 of
                           Regulation AB. Such information shall include, at a minimum:

                           (A)      the originator's form of organization;

                           (B)      a  description  of the  originator's  origination  program  and  how  long  the
                                    originator has been engaged in originating  residential  mortgage loans,  which
                                    description  shall  include a  discussion  of the  originator's  experience  in
                                    originating   mortgage  loans  of  a  similar  type  as  the  Mortgage   Loans;
                                    information regarding the size and composition of the originator's  origination
                                    portfolio;  and information that may be material, in the good faith judgment of
                                    the  Purchaser,  to an  analysis  of the  performance  of the  Mortgage  Loans,
                                    including  the  originators'   credit-granting  or  underwriting  criteria  for
                                    mortgage  loans of  similar  type(s)  as the  Mortgage  Loans  and  such  other
                                    information  as the Purchaser or any Depositor may  reasonably  request for the
                                    purpose of compliance with Item 1110(b)(2) of Regulation AB;

                           (C)      a description of any material  legal or  governmental  proceedings  pending (or
                                    known to be contemplated) against the Company, each Third-Party  Originator and
                                    each Subservicer; and

                           (D)      a description of any  affiliation  or  relationship  between the Company,  each
                                    Third-Party Originator,  each Subservicer and any of the following parties to a
                                    Securitization  Transaction,  as such parties are  identified to the Company by
                                    the  Purchaser  or any  Depositor  in writing  in  advance of a  Securitization
                                    Transaction:

                                    (1)     the sponsor;
                                    (2)     the depositor;
                                    (3)     the issuing entity;
                                    (4)     any servicer;
                                    (5)     any trustee;
                                    (6)     any originator;
                                    (7)     any significant obligor;
                                    (8)     any enhancement or support provider; and
                                    (9)     any other material transaction party.

                  (ii)     If so requested by the  Purchaser or any  Depositor,  the Company  shall provide (or, as
                           applicable,  cause each Third-Party  Originator to provide) Static Pool Information with
                           respect to the mortgage  loans (of a similar type as the Mortgage  Loans,  as reasonably
                           identified by the  Purchaser as provided  below)  originated by (1) the Company,  if the
                           Company is an originator of Mortgage  Loans  (including as an acquirer of Mortgage Loans
                           from a Qualified  Correspondent),  and/or (2) each Third-Party  Originator.  Such Static
                           Pool  Information  shall be prepared by the Company (or  Third-Party  Originator) on the
                           basis  of its  reasonable,  good  faith  interpretation  of  the  requirements  of  Item
                           1105(a)(1)-(3)  of Regulation  AB. To the extent that there is  reasonably  available to
                           the Company (or Third-Party  Originator)  Static Pool  Information  with respect to more
                           than one  mortgage  loan type,  the  Purchaser  or any  Depositor  shall be  entitled to
                           specify  whether  some or all of such  information  shall be  provided  pursuant to this
                           paragraph.  The content of such Static Pool  Information may be in the form  customarily
                           provided  by  the  Company,  and  need  not  be  customized  for  the  Purchaser  or any
                           Depositor.  Such Static Pool  Information  for each  vintage  origination  year or prior
                           securitized  pool, as  applicable,  shall be presented in increments no less  frequently
                           than quarterly  over the life of the mortgage loans included in the vintage  origination
                           year or prior  securitized  pool.  The most recent  periodic  increment  must be as of a
                           date no later  than 135 days  prior  to the  date of the  prospectus  or other  offering
                           document in which the Static Pool  Information  is to be  included  or  incorporated  by
                           reference.  The Static Pool Information  shall be provided in an electronic  format that
                           provides a permanent  record of the information  provided,  such as a portable  document
                           format  (pdf)  file,  or  other  such  electronic  format  reasonably  required  by  the
                           Purchaser or the Depositor, as applicable.

                           If so requested by the  Purchaser or any  Depositor,  the Company  shall provide (or, as
                           applicable,  cause  each  Third-Party  Originator  to  provide),  at the  expense of the
                           requesting party (to the extent of any additional  incremental  expense  associated with
                           delivery  pursuant  to this  Agreement),  such  statements  and  agreed-upon  procedures
                           letters of  certified  public  accountants  reasonably  acceptable  to the  Purchaser or
                           Depositor,  as  applicable,  pertaining  to Static  Pool  Information  relating to prior
                           securitized  pools for  securitizations  closed on or after  January  1, 2006 or, in the
                           case  of  Static  Pool   Information  with  respect  to  the  Company's  or  Third-Party
                           Originator's  originations or purchases,  to calendar months commencing January 1, 2006,
                           as the  Purchaser or such  Depositor  shall  reasonably  request.  Such  statements  and
                           letters  shall be addressed  to and be for the benefit of such parties as the  Purchaser
                           or such Depositor shall designate,  which may include,  by way of example,  any sponsor,
                           any Depositor and any broker dealer acting as  underwriter,  placement  agent or initial
                           purchaser  with respect to a  Securitization  Transaction.  Any such statement or letter
                           may  take  the  form of a  standard,  generally  applicable  document  accompanied  by a
                           reliance letter  authorizing  reliance by the addressees  designated by the Purchaser or
                           such Depositor.

                  (iii)    If so  requested by the  Purchaser  or any  Depositor,  the Company  shall  provide such
                           information  regarding  the  Company,  as  servicer  of the  Mortgage  Loans,  and  each
                           Subservicer (each of the Company and each  Subservicer,  for purposes of this paragraph,
                           a  "Servicer"),  as is  requested  for the  purpose  of  compliance  with  Items 1108 of
                           Regulation AB. Such information shall include, at a minimum:

                           (A)      the Servicer's form of organization;

                           (B)      a description of how long the Servicer has been servicing  residential mortgage
                                    loans; a general  discussion of the Servicer's  experience in servicing  assets
                                    of any type as well as a more detailed discussion of the Servicer's  experience
                                    in, and  procedures  for, the  servicing  function it will  perform  under this
                                    Agreement and any Reconstitution  Agreements;  information  regarding the size,
                                    composition  and growth of the  Servicer's  portfolio of  residential  mortgage
                                    loans of a type  similar  to the  Mortgage  Loans and  information  on  factors
                                    related to the  Servicer  that may be material,  in the good faith  judgment of
                                    the  Purchaser  or any  Depositor,  to any  analysis  of the  servicing  of the
                                    Mortgage  Loans  or  the  related  asset-backed   securities,   as  applicable,
                                    including, without limitation:

                                     (1)    whether any prior  securitizations  of mortgage loans of a type similar
                                            to  the  Mortgage  Loans  involving  the  Servicer  have  defaulted  or
                                            experienced  an  early  amortization  or other  performance  triggering
                                            event because of servicing  during the  three-year  period  immediately
                                            preceding the related Securitization Transaction;

                                     (2)    the extent of outsourcing the Servicer utilizes;

                                     (3)    whether  there has been previous  disclosure of material  noncompliance
                                            with  the   applicable   servicing   criteria  with  respect  to  other
                                            securitizations  of residential  mortgage loans  involving the Servicer
                                            as a servicer during the three-year  period  immediately  preceding the
                                            related Securitization Transaction;

                                     (4)    whether the Servicer has been  terminated  as servicer in a residential
                                            mortgage loan  securitization,  either due to a servicing default or to
                                            application of a servicing performance test or trigger; and

                                     (5)    such  other   information   as  the  Purchaser  or  any  Depositor  may
                                            reasonably  request for the purpose of compliance  with Item 1108(b)(2)
                                            of Regulation AB;

                           (C)      a description of any material changes during the three-year period  immediately
                                    preceding the related Securitization  Transaction to the Servicer's policies or
                                    procedures  with respect to the  servicing  function it will perform under this
                                    Agreement  and any  Reconstitution  Agreements  for  mortgage  loans  of a type
                                    similar to the Mortgage Loans;

                           (D)      information  regarding the Servicer's financial  condition,  to the extent that
                                    there is a  material  risk  that an  adverse  financial  event or  circumstance
                                    involving the Servicer could have a material  adverse effect on the performance
                                    by the  Company  of its  servicing  obligations  under  this  Agreement  or any
                                    Reconstitution Agreement;

                           (E)      information  regarding  advances made by the Servicer on the Mortgage Loans and
                                    the Servicer's  overall servicing  portfolio of residential  mortgage loans for
                                    the  three-year  period  immediately   preceding  the  related   Securitization
                                    Transaction,  which may be limited to a statement by an  authorized  officer of
                                    the Servicer to the effect that the Servicer has made all advances  required to
                                    be made on residential  mortgage  loans serviced by it during such period,  or,
                                    if such statement would not be accurate,  information  regarding the percentage
                                    and type of advances not made as required,  and the reasons for such failure to
                                    advance;

                           (F)      a description  of the Servicer's  processes and procedures  designed to address
                                    any special or unique factors  involved in servicing loans of a similar type as
                                    the Mortgage Loans;

                           (G)      a description of the Servicer's processes for handling  delinquencies,  losses,
                                    bankruptcies  and  recoveries,   such  as  through   liquidation  of  mortgaged
                                    properties, sale of defaulted mortgage loans or workouts; and

                           (H)      information  as to how the Servicer  defines or  determines  delinquencies  and
                                    charge-offs,   including   the   effect   of  any   grace   period,   re-aging,
                                    restructuring,  partial  payments  considered  current or other  practices with
                                    respect to delinquency and loss experience.

                  (iv)     If so requested by the  Purchaser or any  Depositor  for the purpose of  satisfying  its
                           reporting  obligation  under the Exchange Act with respect to any class of  asset-backed
                           securities,  the  Company  shall  (or  shall  cause  each  Subservicer  and  Third-Party
                           Originator  to) (1)  notify  the  Purchaser  and any  Depositor  in  writing  of (A) any
                           material  litigation  or  governmental  proceedings  pending  against the  Company,  any
                           Subservicer or any  Third-Party  Originator and (B) any  affiliations  or  relationships
                           that develop  following  the closing date of a  Securitization  Transaction  between the
                           Company,  any  Subservicer  or  any  Third-Party  Originator  and  any  of  the  parties
                           specified in Section  9.01(e)(i)(D)  (and any other parties identified in writing by the
                           requesting party) with respect to such  Securitization  Transaction,  and (2) provide to
                           the  Purchaser  and any Depositor a description  of such  proceedings,  affiliations  or
                           relationships.

                  (v)      As a  condition  to the  succession  to the  Company or any  Subservicer  as servicer or
                           Subservicer  under this  Agreement  or any  Reconstitution  Agreement  by any Person (i)
                           into  which the  Company  or such  Subservicer  may be merged or  consolidated,  or (ii)
                           which may be  appointed as a successor  to the Company or any  Subservicer,  the Company
                           shall  provide to the Purchaser  and any  Depositor,  at least 15 calendar days prior to
                           the  effective  date of such  succession  or  appointment,  (x)  written  notice  to the
                           Purchaser and any Depositor of such  succession  or  appointment  and (y) in writing and
                           in form and substance reasonably  satisfactory to the Purchaser and such Depositor,  all
                           information  reasonably  requested by the  Purchaser or any Depositor in order to comply
                           with is  reporting  obligation  under Item 6.02 of Form 8-K with respect to any class of
                           asset-backed securities.

                  (vi)     (A)      The  Company  shall  represent  to the  Purchaser,  as of  the  date  on  which
                                    information  is first  provided to the  Purchaser  under this  Section  9.01(e)
                                    that,  except as disclosed in writing to the Purchaser  prior to such date: (1)
                                    the Company is not aware and has not received  notice that any  default,  early
                                    amortization  or other  performance  triggering  event has  occurred  as to any
                                    other  securitization due to any act or failure to act of the Company;  (2) the
                                    Company has not been  terminated  as servicer in a  residential  mortgage  loan
                                    securitization,  either  due to a  servicing  default  or to  application  of a
                                    servicing  performance test or trigger; (3) no material  noncompliance with the
                                    applicable  servicing  criteria  with  respect  to  other   securitizations  of
                                    residential   mortgage  loans  involving  the  Company  as  servicer  has  been
                                    disclosed or reported by the Company;  (4) no material changes to the Company's
                                    policies or procedures  with respect to the servicing  function it will perform
                                    under this Agreement and any  Reconstitution  Agreement for mortgage loans of a
                                    type similar to the Mortgage Loans have occurred  during the three-year  period
                                    immediately preceding the related Securitization Transaction;  (5) there are no
                                    aspects  of the  Company's  financial  condition  that  could  have a  material
                                    adverse effect on the  performance by the Company of its servicing  obligations
                                    under  this  Agreement  or  any  Reconstitution  Agreement;  (6)  there  are no
                                    material   legal  or   governmental   proceedings   pending  (or  known  to  be
                                    contemplated)   against  the  Company,   any  Subservicer  or  any  Third-Party
                                    Originator;  and (7) there are no  affiliations,  relationships or transactions
                                    relating to the Company,  any  Subservicer or any  Third-Party  Originator with
                                    respect to any  Securitization  Transaction and any party thereto identified by
                                    the related Depositor of a type described in Item 1119 of Regulation AB.

                           (B)      If so  requested  by the  Purchaser  on any  date  following  the date on which
                                    information is first provided to the Purchaser under this Section 9.01(e),  the
                                    Company shall,  within five (5) Business Days  following such request,  confirm
                                    in writing the accuracy of the  representations and warranties set forth in sub
                                    clause (A) above or, if any such  representation  and  warranty is not accurate
                                    as of the date of such request,  provide reasonably  adequate disclosure of the
                                    pertinent facts, in writing, to the requesting party.

                  (vii)    In addition to such  information  as the Company,  as servicer,  is obligated to provide
                           pursuant to other  provisions  of this  Agreement,  if so requested by the  Purchaser or
                           any Depositor,  the Company shall provide such information  reasonably  available to the
                           Company  regarding the  performance of the Mortgage  Loans as is reasonably  required to
                           facilitate  preparation  of  distribution  reports  in  accordance  with  Item  1121  of
                           Regulation AB.

         (f)      the Company shall  indemnify the  Purchaser,  each  affiliate of the  Purchaser,  and each of the
                  following  parties  participating  in a  Securitization  Transaction;  each  sponsor  and issuing
                  entity;  each Person responsible for the preparation,  execution or filing of any report required
                  to be  filed  with  the  Commission  with  respect  to such  Securitization  Transaction,  or for
                  execution of a  certification  pursuant to Rule  13a-14(d) or Rule  15d-14(d)  under the Exchange
                  Act with respect to such  Securitization  Transaction;  each broker dealer acting as underwriter,
                  placement  agent or initial  purchaser,  each  Person  who  controls  any of such  parties or the
                  Depositor  (within  the  meaning  of  Section  15 of the  Securities  Act and  Section  20 of the
                  Exchange Act); and the respective  present and former directors,  officers,  employees and agents
                  of each of the  foregoing  and of the  Depositor,  and shall hold each of them  harmless from and
                  against any losses, damages, penalties,  fines, forfeitures,  legal fees and expenses and related
                  costs,  judgments,  and any other costs,  fees and expenses that any of them may sustain  arising
                  out of or based upon:

                  (i)      (A)      any untrue  statement of a material  fact  contained or alleged to be contained
                           in any  information,  report,  certification,  accountants'  letter  or  other  material
                           provided  under  Sections  9.01(c) and (e) by or on behalf of the  Company,  or provided
                           under  Sections  9.01(c) and (e) by or on behalf of any  Subservicer,  Subcontractor  or
                           Third-Party Originator  (collectively,  the "Company Information"),  or (B) the omission
                           or alleged  omission to state in the Company  Information a material fact required to be
                           stated  in the  Company  Information  or  necessary  in  order  to make  the  statements
                           therein,  in the light of the circumstances  under which they were made, not misleading;
                           provided,  by way  of  clarification,  that  clause  (B)  of  this  paragraph  shall  be
                           construed  solely  by  reference  to the  Company  Information  and  not  to  any  other
                           information  communicated in connection  with a sale or purchase of securities,  without
                           regard to whether the Company  Information or any portion thereof is presented  together
                           with or separately from such other information;

                  (ii)     any failure by the Company,  any Subservicer,  any Subcontractor or any Third-Party  Originator to deliver
                           any information,  report, certification,  accountants' letter or other material when and
                           as required  under  Sections  9.01(c) and (e),  including  any failure by the Company to
                           identify  any  Subcontractor  "participating  in  the  servicing  function"  within  the
                           meaning of Item 1122 of Regulation AB; or

                  (iii)    any breach by the Company of a  representation  or warranty  set forth in Section  9.01(e)(iv)(A)  or in a
                           writing  furnished  pursuant  to Section  9.01(e)(iv)(B)  and made as of a date prior to
                           the closing  date of the  related  Securitization  Transaction,  to the extent that such
                           breach  is  not  cured  by  such  closing  date,  or any  breach  by  the  Company  of a
                           representation  or warranty in a writing  furnished  pursuant to Section  9.01(e)(iv)(B)
                           to the extent made as of a date subsequent to such closing date.

                  In the case of any failure of performance  described in sub-clause (ii) of this Section  9.01(f),
                  the Company shall promptly  reimburse the  Purchaser,  any  Depositor,  as  applicable,  and each
                  Person  responsible for the  preparation,  execution or filing of any report required to be filed
                  with the  Commission  with  respect to such  Securitization  Transaction,  or for  execution of a
                  certification  pursuant to Rule 13a-14(d) or Rule  15d-14(d)  under the Exchange Act with respect
                  to such  Securitization  Transaction,  for all costs  reasonably  incurred  by each such party in
                  order to obtain the information,  report,  certification,  accountants'  letter or other material
                  not delivered as required by the Company,  any Subservicer,  any Subcontractor or any Third-Party
                  Originator.

         (g)      the  Purchaser  and each Person who controls the  Purchaser  shall  indemnify  the Company,  each
                  affiliate  of the Company,  each Person who  controls any of such parties or the Company  (within
                  the  meaning of Section 15 of the  Securities  Act and  Section 20 of the  Exchange  Act) and the
                  respective  present  and  former  directors,  officers,  employees  and  agents  of  each  of the
                  foregoing  and of the Company,  and shall hold each of them harmless from and against any losses,
                  damages,  penalties,  fines,  forfeitures,  legal fees and expenses and related costs, judgments,
                  and any other  costs,  fees and  expenses  that any of them may  sustain  arising out of or based
                  upon:

                  (i)      (A)      any untrue  statement of a material  fact  contained or alleged to be contained
                           in any offering  materials  related to a Securitization  Transaction,  including without
                           limitation the registration statement,  prospectus,  prospectus supplement,  any private
                           placement  memorandum,  any offering  circular,  any  computational  materials,  and any
                           amendments  or  supplements  to  the  foregoing   (collectively,   the   "Securitization
                           Materials")  or (B) the  omission  or alleged  omission  to state in the  Securitization
                           Materials a material  fact  required  to be stated in the  Securitization  Materials  or
                           necessary in order to make the  statements  therein,  in the light of the  circumstances
                           under  which they were made,  not  misleading,  but only to the extent  that such untrue
                           statement or alleged  untrue  statement or omission or alleged  omission is other than a
                           statement  or  omission  arising  out of,  resulting  from,  or based  upon the  Company
                           Information.

         The Purchaser and the Company  acknowledge  and agree that the purpose of Section 9.01(e) is to facilitate
compliance  by the  Purchaser  and any  Depositor  with the  provisions  of  Regulation  AB and  related  rules and
regulations  of the  Commission.  Neither the  Purchaser  nor any  Depositor  shall  exercise  its right to request
delivery of information  or other  performance  under these  provisions  other than in good faith,  or for purposes
other than  compliance  with the Securities  Act, the Exchange Act and the rules and  regulations of the Commission
thereunder.  The Company  acknowledges  that  interpretations  of the requirements of Regulation AB may change over
time,  whether due to interpretive  guidance provided by the Commission or its staff,  consensus among participants
in the asset-backed  securities markets,  advice of counsel, or otherwise,  and agrees to comply with requests made
by the Purchaser or any  Depositor in good faith for delivery of  information  under these  provisions on the basis
of evolving  interpretations  of Regulation  AB. In connection  with any  Securitization  Transaction,  the Company
shall  cooperate  fully  with the  Purchaser  to  deliver  to the  Purchaser  (including  any of its  assignees  or
designees) and any Depositor, any and all statements,  reports,  certifications,  records and any other information
necessary  in the good faith  determination  of the  Purchaser  or any  Depositor  to permit the  Purchaser or such
Depositor to comply with the provisions of Regulation AB, together with such  disclosures  relating to the Company,
any  Subservicer,  any  Third-Party  Originator  and the Mortgage  Loans,  or the servicing of the Mortgage  Loans,
reasonably believed by the Purchaser or any Depositor to be necessary in order to effect such compliance.

         In the event the  Purchaser has elected to have the Company hold record title to the  Mortgages,  prior to
the  Reconstitution  Date the Company  shall  prepare an Assignment of Mortgage in blank or to the trustee from the
Company  acceptable  to the  trustee  for each  Mortgage  Loan that is part of the  Whole  Loan  Transfers,  Agency
Transfer or  Securitization  Transactions.  The Company shall pay all preparation  and recording  costs  associated
with the initial  Assignment  of Mortgage.  The Company  shall  execute  each  Assignment  of Mortgage,  track such
Assignments  of Mortgage to ensure they have been  recorded  and deliver  them as required by the trustee  upon the
Company's  receipt  thereof.  Additionally,  the  Company  shall  prepare  and  execute,  at the  direction  of the
Purchaser,  any note  endorsements in connection with any and all  seller/servicer  agreements.  If required at any
time by a Rating Agency,  Purchaser or successor purchaser in connection with any Whole Loan Transfer,  Agency Sale
or  Securitization  Transaction,  the Company shall deliver such  additional  documents from its Retained  Mortgage
File within thirty (30) Business Days to the Custodian,  successor  purchaser or other designee of the Purchaser as
said Rating Agency, Purchaser or successor purchaser may require.

         All  Mortgage  Loans (i) not sold or  transferred  pursuant to Whole Loan  Transfers,  Agency  Transfer or
Securitization  Transactions  or (ii)  that  are  subject  to a  Securitization  for  which  the  related  trust is
terminated  for any reason,  shall remain subject to this Agreement and shall continue to be serviced in accordance
with the terms of this Agreement and with respect thereto this Agreement shall remain in full force and effect.

                                                     ARTICLE X

                                                      DEFAULT


Section 10.01     Events of Default.

         Each of the following shall constitute an Event of Default on the part of the Company:

         (i)      any failure by the Company to remit to the  Purchaser  any payment  required to be made under the
                  terms of this Agreement  which  continues  unremedied for a period of two Business Days after the
                  date upon which  written  notice of such failure,  requiring the same to be remedied,  shall have
                  been given to the Company by the Purchaser; or

         (ii)     failure by the  Company  duly to observe or  perform  in any  material  respect  any other of the
                  covenants  or  agreements  on the  part of the  Company  set  forth in this  Agreement  or in the
                  Custodial  Agreement which  continues  unremedied for a period of 90 days after the date on which
                  written notice of such failure,  requiring the same to be remedied,  shall have been given to the
                  Company by the Purchaser or by the Custodian; or

         (iii)    failure by the Company to maintain  its  license to do  business  in any  jurisdiction  where the
                  Mortgaged Property is located if such license is required; or

         (iv)     a decree or order of a court or agency  or  supervisory  authority  having  jurisdiction  for the
                  appointment of a conservator or receiver or liquidator in any  insolvency,  readjustment of debt,
                  including  bankruptcy,  marshaling of assets and liabilities or similar  proceedings,  or for the
                  winding-up or  liquidation of its affairs,  shall have been entered  against the Company and such
                  degree or order shall have  remained in force  undischarged  or unstayed for a period of 60 days;
                  or

         (v)      the Company shall consent to the  appointment  of a conservator  or receiver or liquidator in any
                  insolvency,  readjustment of debt,  marshaling of assets and  liabilities or similar  proceedings
                  of or relating to the Company or of or relating to all or substantially all of its property; or

         (vi)     the Company shall admit in writing its  inability to pay its debts  generally as they become due,
                  file a petition to take  advantage of any  applicable  insolvency,  bankruptcy or  reorganization
                  statute,  make an assignment for the benefit of its  creditors,  voluntarily  suspend  payment of
                  its obligations or cease its normal business operations; or

         (vii)    the Company ceases to meet the qualifications of a Fannie Mae/Freddie Mac servicer; or

         (viii)   the Company  attempts to assign its right to servicing  compensation  hereunder or to assign this
                  Agreement or the  servicing  responsibilities  hereunder  or to delegate its duties  hereunder or
                  any portion thereof in violation of Section 8.04.

         In each and every such case, so long as an Event of Default shall not have been  remedied,  in addition to
whatever  rights the  Purchaser  may have at law or equity to damages,  including  injunctive  relief and  specific
performance,  the Purchaser,  by notice in writing to the Company,  may terminate all the rights and obligations of
the Company under this Agreement and in and to the Mortgage Loans and the proceeds thereof.

         Upon receipt by the Company of such written  notice,  all  authority  and power of the Company  under this
Agreement,  whether with respect to the Mortgage  Loans or otherwise,  shall pass to and be vested in the successor
appointed  pursuant to Section 12.01. Upon written request from any Purchaser,  the Company shall prepare,  execute
and deliver to the successor  entity  designated  by the  Purchaser  any and all  documents and other  instruments,
place in such  successor's  possession  all  Servicing  Files,  and do or cause to be done all other acts or things
necessary or  appropriate  to effect the purposes of such notice of  termination,  including but not limited to the
transfer and  endorsement  or  assignment  of the  Mortgage  Loans and related  documents,  at the  Company's  sole
expense.  The Company shall  cooperate  with the Purchaser and such  successor in effecting the  termination of the
Company's  responsibilities and rights hereunder,  including without limitation, the transfer to such successor for
administration  by it of all cash  amounts  which shall at the time be  credited  by the  Company to the  Custodial
Account, Subsidy Account or Escrow Account or thereafter received with respect to the Mortgage Loans.

Section 10.02     Waiver of Defaults.

         By a written  notice,  the  Purchaser  may waive any  default  by the  Company in the  performance  of its
obligations  hereunder  and its  consequences.  Upon any waiver of a past  default,  such  default  shall  cease to
exist,  and any Event of Default arising  therefrom shall be deemed to have been remedied for every purpose of this
Agreement.  No such waiver shall extend to any subsequent or other default or impair any right  consequent  thereon
except to the extent expressly so waived.

                                                    ARTICLE XI

                                                    TERMINATION


Section 11.01     Termination.

         This Agreement  shall terminate upon either:  (i) the later of the final payment or other  liquidation (or
any advance with respect  thereto) of the last  Mortgage Loan or the  disposition  of any REO Property with respect
to the last Mortgage  Loan and the  remittance of all funds due  hereunder;  or (ii) mutual  consent of the Company
and the Purchaser in writing.

Section 11.02     Termination Without Cause.

         The  Purchaser  may  terminate,  at its sole option,  any rights the Company may have  hereunder,  without
cause as provided in this Section 11.02.  Any such notice of  termination  shall be in writing and delivered to the
Company by registered mail as provided in Section 12.05.

         The Company shall be entitled to receive, as such liquidated  damages,  upon the transfer of the servicing
rights,  an amount equal to: (i) 2.75% of the aggregate  outstanding  principal  amount of the Mortgage Loans as of
the  termination  date paid by the  Purchaser to the Company with respect to all of the Mortgage  Loans for which a
servicing  fee rate of .25% is paid per annum,  (ii) 3.25% of the  aggregate  outstanding  principal  amount of the
Mortgage  Loans as of the  termination  date  paid by the  Purchaser  to the  Company  with  respect  to all of the
Mortgage  Loans  for which a  servicing  fee rate of .375% is paid per  annum,  and  (iii)  3.75% of the  aggregate
outstanding  principal  amount  of the  Mortgage  Loans as of the  termination  date paid by the  Purchaser  to the
Company  with respect to all of the  Mortgage  Loans for which a servicing  fee rate of .44% or greater is paid per
annum.

                                                    ARTICLE XII

                                             MISCELLANEOUS PROVISIONS


Section 12.01     Successor to Company.

         Prior to  termination  of the  Company's  responsibilities  and duties  under this  Agreement  pursuant to
Sections  8.04,  10.01,  11.01 (ii) or 11.02 the  Purchaser  shall,  (i) succeed to and assume all of the Company's
responsibilities,  rights,  duties and  obligations  under this Agreement,  or (ii) appoint a successor  having the
characteristics  set  forth  in  Section  8.02  and  which  shall  succeed  to all  rights  and  assume  all of the
responsibilities,  duties  and  liabilities  of the  Company  under  this  Agreement  prior to the  termination  of
Company's  responsibilities,  duties and liabilities under this Agreement.  In connection with such appointment and
assumption,  the Purchaser may make such  arrangements  for the  compensation  of such successor out of payments on
Mortgage  Loans as it and such  successor  shall agree.  In the event that the Company's  duties,  responsibilities
and liabilities  under this Agreement should be terminated  pursuant to the  aforementioned  sections,  the Company
shall  discharge  such duties and  responsibilities  during the period from the date it acquires  knowledge of such
termination  until the effective  date thereof with the same degree of diligence and prudence which it is obligated
to exercise under this  Agreement,  and shall take no action  whatsoever  that might impair or prejudice the rights
or  financial   condition  of  its  successor.   The  resignation  or  removal  of  the  Company  pursuant  to  the
aforementioned  sections shall not become  effective until a successor shall be appointed  pursuant to this Section
12.01 and shall in no event relieve the Company of the  representations  and  warranties  made pursuant to Sections
3.01 and 3.02 and the remedies  available to the Purchaser under Section 3.03, it being  understood and agreed that
the provisions of such Sections 3.01,  3.02, 3.03 and 8.01 shall be applicable to the Company  notwithstanding  any
such sale, assignment, resignation or termination of the Company, or the termination of this Agreement.

         Any successor  appointed as provided  herein shall execute,  acknowledge and deliver to the Company and to
the Purchaser an instrument  accepting such appointment,  wherein the successor shall make the  representations and
warranties  set forth in Section 3.01,  except for  subsection  (h) with respect to the sale of the Mortgage  Loans
and  subsections  (i) and (k)  thereof,  whereupon  such  successor  shall become fully vested with all the rights,
powers,  duties,  responsibilities,  obligations and liabilities of the Company,  with like effect as if originally
named  as a party to this  Agreement.  Any  termination  or  resignation  of the  Company  or  termination  of this
Agreement  pursuant to Section 8.04, 10.01,  11.01 or 11.02 shall not affect any claims that any Purchaser may have
against  the  Company  arising  out of the  Company's  actions or failure to act prior to any such  termination  or
resignation.

         The Company shall deliver promptly to the successor servicer the funds in the Custodial  Account,  Subsidy
Account and Escrow Account and all Servicing  Files and related  documents and statements  held by it hereunder and
the Company  shall account for all funds and shall  execute and deliver such  instruments  and do such other things
as may  reasonably  be required to more fully and  definitively  vest in the  successor  all such  rights,  powers,
duties, responsibilities, obligations and liabilities of the Company.

         Upon a successor's  acceptance of  appointment  as such, the Company shall notify by mail the Purchaser of
such appointment in accordance with the procedures set forth in Section 12.05.

Section 12.02     Amendment.

         This  Agreement  may be  amended  from time to time by written  agreement  signed by the  Company  and the
Purchaser.

Section 12.03     Governing Law.

         This  Agreement  shall  be  construed  in  accordance  with  the  laws of the  State  of New  York and the
obligations, rights and remedies of the parties hereunder shall be determined in accordance with such laws.

         Each of the Company and the Purchaser hereby knowingly,  voluntarily and intentionally  waives any and all
rights it may have to a trial by jury in  respect  or any  litigation  based on, or arising  out of,  under,  or in
connection with, this Agreement,  or any other documents and instruments  executed in connection  herewith,  or any
course of conduct,  course of  dealing,  statements  (whether  oral or  written),  or actions of the Company or the
Purchaser.  This provision is a material inducement for the Purchaser to enter into this Agreement.

Section 12.04     Duration of Agreement.

         This  Agreement  shall  continue  in  existence  and effect  until  terminated  as herein  provided.  This
Agreement shall continue notwithstanding transfers of the Mortgage Loans by the Purchaser.

Section 12.05     Notices.

         All demands,  notices and  communications  hereunder  shall be in writing and shall be deemed to have been
duly given if personally delivered at or mailed by registered mail, postage prepaid, addressed as follows:

         (i)      if to the Company with respect to servicing and investor reporting issues:

                  Wells Fargo Bank, N.A.
                  1 Home Campus
                  Des Moines, Iowa  50328-0001
                  Attention:  John B. Brown, MAC X2401-042

                  If to the Company with respect to all other issues:

                  Wells Fargo Bank, N.A.
                  7430 New Technology Way
                  Frederick, MD  21703
                  Attention:  Structured Finance Manager, MAC X3906-012

                  In each instance with a copy to:

                  Wells Fargo Bank, N.A.
                  1 Home Campus
                  Des Moines, Iowa  50328-0001
                  Attention:  General Counsel, MAC X2401-06T

                  or such other address as may hereafter be furnished to the Purchaser in writing by the
         Company;

         (ii)     if to Purchaser:

                  EMC Mortgage Corporation
                  Mac Arthur Ridge II
                  909 Hidden Ridge Dr., Suite 200
                  Irving, TX  75038
                  Attention:  Ralene Ruyle

         With a copy to:

                  Bear Stearns Mortgage Capital Corp.
                  383 Madison Avenue
                  New York, NY  10179
                  Attention:  Baron Silverstein

Section 12.06     Severability of Provisions.

         If any one or more of the  covenants,  agreements,  provisions  or terms of this  Agreement  shall be held
invalid for any reason whatsoever, then such covenants,  agreements,  provisions or terms shall be deemed severable
from the remaining  covenants,  agreements,  provisions  or terms of this  Agreement and shall in no way affect the
validity or enforceability of the other provisions of this Agreement.

Section 12.07     Relationship of Parties.

         Nothing herein  contained  shall be deemed or construed to create a partnership  or joint venture  between
the parties  hereto and the  services of the Company  shall be  rendered as an  independent  contractor  and not as
agent for the Purchaser.

Section 12.08     Execution; Successors and Assigns.

         This  Agreement  may be  executed  in one or more  counterparts  and by the  different  parties  hereto on
separate  counterparts,  each of which,  when so executed,  shall be deemed to be an original;  such  counterparts,
together,  shall  constitute one and the same  agreement.  Subject to Section 8.04,  this Agreement  shall inure to
the benefit of and be binding upon the Company and the Purchaser and their respective successors and assigns.

Section 12.09     Recordation of Assignments of Mortgage.

         To the extent  permitted by applicable  law, each of the Assignments of Mortgage is subject to recordation
in all appropriate  public offices for real property records in all the counties or other comparable  jurisdictions
in which any or all of the  Mortgaged  Properties  are  situated,  and in any other  appropriate  public  recording
office or elsewhere,  such recordation to be effected at the Company's  expense in the event  recordation is either
necessary under applicable law or requested by the Purchaser at its sole option.

Section 12.10     Assignment by Purchaser.

         The  Purchaser  shall have the right,  without  the  consent of the  Company  but subject to the limit set
forth in Section 2.02 hereof,  to assign,  in whole or in part,  its interest  under this Agreement with respect to
some or all of the Mortgage Loans, and designate any person to exercise any rights of the Purchaser  hereunder,  by
executing an Assignment,  Assumption and Recognition Agreement  substantially in the form attached as Exhibit G and
the assignee or designee  shall accede to the rights and  obligations  hereunder of the  Purchaser  with respect to
such Mortgage  Loans.  All  references to the Purchaser in this  Agreement  shall be deemed to include its assignee
or designee.

Section 12.11  Solicitation of Mortgagor.

         Neither party shall, after the related Closing Date, take any action to solicit the refinancing of any
Mortgage Loan.  It is understood and agreed that neither (i) promotions undertaken by either party or any
affiliate of either party which are directed to the general public at large, including, without limitation, mass
mailings based upon commercially acquired mailing lists, newspaper, radio, television advertisements nor (ii)
serving the refinancing needs of a Mortgagor who, without solicitation, contacts either party in connection with
the refinance of such Mortgage or Mortgage Loan, shall constitute solicitation under this Section.




                                 [Intentionally Blank - Next Page Signature Page]





         IN WITNESS  WHEREOF,  the Company and the  Purchaser  have caused their names to be signed hereto by their
respective officers thereunto duly authorized as of the day and year first above written.


EMC MORTGAGE CORPORATION                                      WELLS FARGO BANK, N.A.
Purchaser                                                     Company

By:__________________________                                 By:____________________________

Name:________________________                                 Name:__________________________

Title:_______________________                                 Title:_________________________



STATE OF                   )
                           )       ss:
COUNTY OF ___________      )

         On the _____ day of  _______________,  20___ before me, a Notary Public in and for said State,  personally
appeared _____________________________________, known to me to be ________________________of
Wells Fargo Bank, N.A., the national banking  association that executed the within  instrument and also known to me
to be the person who  executed  it on behalf of said  bank,  and  acknowledged  to me that such bank  executed  the
within instrument.

         IN  WITNESS  WHEREOF,  I have  hereunto  set my hand  affixed  my  office  seal  the day and  year in this
certificate first above written.


                                                              ______________________________________________
                                                              Notary Public

                                                              My Commission expires ________________________



STATE OF                            )
                                    )       ss:
COUNTY OF                           )

         On the _____ day of  _______________,  20___ before me, a Notary Public in and for said State,  personally
appeared  _____________________________________,  known  to me  to be  the  ______________________________  of  EMC
Mortgage  Corporation,  the corporation  that executed the within  instrument and also known to me to be the person
who executed it on behalf of said  corporation,  and acknowledged to me that such  corporation  executed the within
instrument.

         IN  WITNESS  WHEREOF,  I have  hereunto  set my hand  affixed  my  office  seal  the day and  year in this
certificate first above written.


                                                              ________________________________________________
                                                              Notary Public

                                                              My Commission expires___________________________




                                                      EXHIBIT A


                                    FORM OF ASSIGNMENT AND CONVEYANCE AGREEMENT

                  On this _____ day of  __________,  20___,  Wells Fargo Bank,  N.A.  (the  "Seller") as the Seller
under that certain  Amended and Restated  Master Mortgage Loan Purchase  Agreement,  ("Purchase  Agreement") and as
the Company  under that certain  Amended and Restated  Master  Seller's  Warranties  and Servicing  Agreement  (the
"Servicing  Agreement") each dated as of  _______________,  20___,  (collectively,  the  "Agreements")  does hereby
sell,  transfer,  assign, set over and convey to EMC Mortgage  Corporation as the Purchaser (the "Purchaser") under
the Purchase  Agreement,  and Purchaser hereby accepts from Seller,  without recourse,  but subject to the terms of
the  Agreements,  all right,  title and  interest of, in and to the  Mortgage  Loans  listed on the  Mortgage  Loan
Schedule  attached hereto as Exhibit A, together with the Custodial  Mortgage Files and Retained Mortgage Files and
all rights  and  obligations  arising  under the  documents  contained  therein.  Pursuant  to Section  2.03 of the
Servicing  Agreement,  the Seller has  delivered  to the  Custodian  the  documents  for each  Mortgage  Loan to be
purchased.  The Servicing  Files retained by the Seller  pursuant to Section 2.01 of the Servicing  Agreement shall
be appropriately marked to clearly reflect the sale of the related Mortgage Loans to the Purchaser.

                  Capitalized  terms used herein and not  otherwise  defined  shall have the  meanings set forth in
the Agreements.


EMC Mortgage Corporation                                      Wells Fargo Bank, N.A.
Purchaser                                                     Company

By:_________________________                                  By:________________________

Name:_______________________                                  Name:______________________

Title:______________________                                  Title:_____________________



                                                     EXHIBIT B


                                                 CUSTODIAL AGREEMENT




                                                     EXHIBIT C


                                      CONTENTS OF EACH RETAINED MORTGAGE FILE,
                                    SERVICING FILE AND CUSTODIAL MORTGAGE FILE

         With respect to each Mortgage Loan, the Retained  Mortgage File and Custodial  Mortgage File shall include
each of the  following  items,  which shall be  available  for  inspection  by the  Purchaser  and any  prospective
Purchaser,  and which  shall be  retained  by the  Company  in the  Retained  Mortgage  File or  Servicing  File or
delivered  to the  Custodian  pursuant to  Sections  2.01 and 2.03 of the  Seller's  Warranties  and the  Servicing
Agreement to which this Exhibit is attached (the "Agreement"):

         1.       The original  Mortgage Note bearing all intervening  endorsements,  endorsed "Pay to the order of
                               without  recourse"  and signed in the name of the Company by an  authorized  officer
                  (in the event that the  Mortgage  Loan was  acquired  by the Company in a merger,  the  signature
                  must be in the following form:  "[Company],  successor by merger to [name of  predecessor]";  and
                  in the event that the  Mortgage  Loan was  acquired  or  originated  by the  Company  while doing
                  business under another name, the signature must be in the following  form:  "[Company],  formerly
                  know as [previous name]").

         2.       The original of any guarantee executed in connection with the Mortgage Note (if any).

         3.       The original  Mortgage,  with evidence of recording  thereon or a certified true and correct copy
                  of the Mortgage  sent for  recordation.  If in  connection  with any Mortgage  Loan,  the Company
                  cannot  deliver or cause to be  delivered  the  original  Mortgage  with  evidence  of  recording
                  thereon  on or  prior to the  related  Closing  Date  because  of a delay  caused  by the  public
                  recording  office  where such  Mortgage  has been  delivered  for  recordation  or  because  such
                  Mortgage  has been lost or because such public  recording  office  retains the original  recorded
                  Mortgage,  the Company  shall deliver or cause to be delivered to the  Custodian,  a photocopy of
                  such Mortgage,  together with (i) in the case of a delay caused by the public  recording  office,
                  an Officer's  Certificate  of the Company  stating that such Mortgage has been  dispatched to the
                  appropriate  public recording office for recordation and that the original  recorded  Mortgage or
                  a copy of such  Mortgage  certified  by such public  recording  office to be a true and  complete
                  copy of the original recorded  Mortgage will be promptly  delivered to the Custodian upon receipt
                  thereof  by the  Company;  or (ii) in the  case of a  Mortgage  where a public  recording  office
                  retains  the  original  recorded  Mortgage  or in  the  case  where  a  Mortgage  is  lost  after
                  recordation  in a public  recording  office,  a copy of such  Mortgage  certified  by such public
                  recording  office or by the title  insurance  company  that issued the title  policy to be a true
                  and complete copy of the original recorded Mortgage.

                  Further,  with respect to MERS Mortgage  Loans,  (a) the Mortgage names MERS as the Mortgagee and
                  (b) the requirements set forth in the Electronic  Tracking Agreement have been satisfied,  with a
                  conformed recorded copy to follow as soon as the same is received by the Company.

         4.       the originals or certified true copies of any document sent for  recordation  of all  assumption,
                  modification, consolidation or extension agreements, with evidence of recording thereon.

         5.       The original  Assignment  of Mortgage for each Mortgage  Loan,  in form and substance  acceptable
                  for   recording   (except  for  the   insertion  of  the  name  of  the  assignee  and  recording
                  information).  The  Assignment of Mortgage must be duly  recorded only if  recordation  is either
                  necessary under applicable law or commonly required by private  institutional  mortgage investors
                  in the area  where the  Mortgaged  Property  is  located  or on  direction  of the  Purchaser  as
                  provided in the  Custodial  Agreement.  If the  Assignment  of Mortgage  is to be  recorded,  the
                  Mortgage  shall  be  assigned  to the  Purchaser.  If the  Assignment  of  Mortgage  is not to be
                  recorded,  the  Assignment  of Mortgage  shall be  delivered in blank.  If the Mortgage  Loan was
                  acquired by the Company in a merger,  the  Assignment  of  Mortgage  must be made by  "[Company],
                  successor by merger to [name of  predecessor]."  If the Mortgage  Loan was acquired or originated
                  by the Company while doing  business  under another name,  the  Assignment of Mortgage must be by
                  "[Company], formerly know as [previous name]."

         6.       Originals  or  certified  true  copies  of  documents  sent for  recordation  of all  intervening
                  assignments  of the Mortgage  with  evidence of  recording  thereon,  or if any such  intervening
                  assignment  has not been returned  from the  applicable  recording  office or has been lost or if
                  such public recording office retains the original recorded  assignments of mortgage,  the Company
                  shall  deliver  or cause to be  delivered  to the  Custodian,  a  photocopy  of such  intervening
                  assignment,  together with (i) in the case of a delay caused by the public recording  office,  an
                  Officer's  Certificate of the Company  stating that such  intervening  assignment of mortgage has
                  been  dispatched  to the  appropriate  public  recording  office  for  recordation  and that such
                  original  recorded  intervening  assignment of mortgage or a copy of such intervening  assignment
                  of mortgage  certified  by the  appropriate  public  recording  office or by the title  insurance
                  company  that issued the title policy to be a true and  complete  copy of the  original  recorded
                  intervening  assignment  of mortgage  will be promptly  delivered to the  Custodian  upon receipt
                  thereof  by the  Company;  or  (ii) in the  case  of an  intervening  assignment  where a  public
                  recording  office retains the original  recorded  intervening  assignment or in the case where an
                  intervening  assignment is lost after  recordation in a public  recording  office, a copy of such
                  intervening  assignment  certified by such public recording office to be a true and complete copy
                  of the original recorded intervening assignment.

         7.       The electronic form of PMI Policy as identified by certificate number.

         8.       The original  mortgagee  policy of title  insurance or other  evidence of title such as a copy of
                  the title commitment or copy of the preliminary title commitment.

         9.       Any security agreement, chattel mortgage or equivalent executed in connection with the Mortgage.

         10.      Original power of attorney, if applicable.

         11.      For each Cooperative Loan, the original or a seller certified true copy of the following:

                           The original Pledge Agreement entered into by the Mortgagor with respect to such
                           Cooperative Loan;

                           UCC-3 assignment in blank (or equivalent instrument), sufficient under the laws of the
                           jurisdiction where the related Cooperative Apartment is located to reflect of record
                           the sale and assignment of the Cooperative Loan to the Purchaser;

                           Original assignment of Pledge Agreement in blank showing a complete chain of
                           assignment from the originator of the related Cooperative Loan to the Company;

                           Original Form UCC-1 and any continuation statements with evidence of filing thereon
                           with respect to such Cooperative Loan;

                           Cooperative Shares with a Stock Certificate in blank attached;

                           Original Proprietary Lease;

                           Original Assignment of Proprietary Lease, in blank, and all intervening assignments
                           thereof;

                           Original recognition agreement of the interests of the mortgagee with respect to the
                           Cooperative Loan by the Cooperative, the stock of which was pledged by the related
                           Mortgagor to the originator of such Cooperative Loan; and

                           Originals of any assumption,  consolidation or modification  agreements  relating to any
                           of the items specified above.

With respect to each Mortgage Loan,  the Servicing File shall include each of the following  items to the extent in
the possession of the Company or in the possession of the Company's agent(s):

         12.      The  original  hazard  insurance  policy  and, if required by law,  flood  insurance  policy,  in
                  accordance with Section 4.10 of the Agreement.

         13.      Residential loan application.

         14.      Mortgage Loan closing statement.

         15.      Verification  of  employment  and  income,   unless   originated  under  the  Company's   Limited
                  Documentation program, Fannie Mae Timesaver Plus.

         16.      Verification of acceptable evidence of source and amount of down payment.

         17.      Credit report on the Mortgagor.

         18.      Residential appraisal report.

         19.      Photograph of the Mortgaged Property.

         20.      Survey of the Mortgage property, if required by the title company or applicable law.

         21.      Copy of each instrument  necessary to complete  identification  of any exception set forth in the
                  exception  schedule  in the  title  policy,  i.e.  map or plat,  restrictions,  easements,  sewer
                  agreements, home association declarations, etc.

         22.      All required disclosure statements.

         23.      If  available,  termite  report,  structural  engineer's  report,  water  potability  and  septic
                  certification.

         24.      Sales contract, if applicable.

         25.      Evidence of payment of taxes and  insurance  premiums,  insurance  claim  files,  correspondence,
                  current and  historical  computerized  data files,  and all other  processing,  underwriting  and
                  closing  papers and records  which are  customarily  contained in a mortgage  loan file and which
                  are required to document the Mortgage Loan or to service the Mortgage Loan.

         26.      Amortization schedule, if available.

         27.      Payment history for any Mortgage Loan that has been closed for more than 90 days.


         In the event an Officer's  Certificate  of the Company is delivered  to the  Custodian  because of a delay
caused by the public  recording  office in  returning  any  recorded  document,  the Company  shall  deliver to the
Custodian,  within 240 days of the related  Closing  Date,  an Officer's  Certificate  which shall (i) identify the
recorded  document,  (ii) state that the recorded  document has not been delivered to the Custodian due solely to a
delay caused by the public recording  office,  (iii) state the amount of time generally  required by the applicable
recording  office to record  and  return a  document  submitted  for  recordation,  and (iv)  specify  the date the
applicable  recorded  document will be delivered to the Custodian.  The Company shall be required to deliver to the
Custodian  the  applicable  recorded  document  by the date  specified  in (iv)  above.  An  extension  of the date
specified in (iv) above may be requested from the Purchaser, which consent shall not be unreasonably withheld.




                                                     EXHIBIT D


                                        SERVICING CRITERIA TO BE ADDRESSED
                                            IN ASSESSMENT OF COMPLIANCE


------------------- ----------------------------------------------------------------------------- ------------------- -------------------
 Reg AB Reference                                Servicing Criteria                                   Applicable         Inapplicable
                                                                                                  Servicing Criteria  Servicing Criteria
------------------- ----------------------------------------------------------------------------- ------------------- -------------------
------------------- ----------------------------------------------------------------------------- ------------------- -------------------
                                          General Servicing Considerations
------------------- ----------------------------------------------------------------------------- ------------------- -------------------
------------------- ----------------------------------------------------------------------------- ------------------- -------------------
1122(d)(1)(i)        Policies and procedures are instituted to monitor any performance or other
                         triggers and events of default in accordance with the transaction
                                                    agreements.
------------------- ----------------------------------------------------------------------------- ------------------- -------------------
------------------- ----------------------------------------------------------------------------- ------------------- -------------------
1122(d)(1)(ii)      If any material servicing activities are outsourced to third parties,
                    policies and procedures are instituted to monitor the third party's
                    performance and compliance with such servicing activities.
------------------- ----------------------------------------------------------------------------- ------------------- -------------------
------------------- ----------------------------------------------------------------------------- ------------------- -------------------
                    Any requirements in the transaction agreements to maintain a back-up
1122(d)(1)(iii)     servicer for the mortgage loans are maintained.
------------------- ----------------------------------------------------------------------------- ------------------- -------------------
------------------- ----------------------------------------------------------------------------- ------------------- -------------------
1122(d)(1)(iv)      A fidelity bond and errors and omissions policy is in effect on the party
                    participating in the servicing function throughout the reporting period in
                    the amount of coverage required by and otherwise in accordance with the
                    terms of the transaction agreements.
------------------- ----------------------------------------------------------------------------- ------------------- -------------------
------------------- ----------------------------------------------------------------------------- ------------------- -------------------
                                         Cash Collection and Administration
------------------- ----------------------------------------------------------------------------- ------------------- -------------------
------------------- ----------------------------------------------------------------------------- ------------------- -------------------
1122(d)(2)(i)       Payments on mortgage loans are deposited into the appropriate custodial
                    bank accounts and related bank clearing accounts no more than two business
                    days following receipt, or such other number of days specified in the
                    transaction agreements.
------------------- ----------------------------------------------------------------------------- ------------------- -------------------
------------------- ----------------------------------------------------------------------------- ------------------- -------------------
                    Disbursements made via wire transfer on behalf of an obligor or to an
1122(d)(2)(ii)      investor are made only by authorized personnel.
------------------- ----------------------------------------------------------------------------- ------------------- -------------------
------------------- ----------------------------------------------------------------------------- ------------------- -------------------
                    Advances of funds or guarantees regarding collections, cash flows or
                    distributions, and any interest or other fees charged for such advances,
1122(d)(2)(iii)     are made, reviewed and approved as specified in the transaction agreements.
------------------- ----------------------------------------------------------------------------- ------------------- -------------------
------------------- ----------------------------------------------------------------------------- ------------------- -------------------
                    The related accounts for the transaction, such as cash reserve accounts or
                    accounts established as a form of overcollateralization, are separately
                    maintained (e.g., with respect to commingling of cash) as set forth in the
1122(d)(2)(iv)      transaction agreements.
------------------- ----------------------------------------------------------------------------- ------------------- -------------------
------------------- ----------------------------------------------------------------------------- ------------------- -------------------
                    Each custodial account is maintained at a federally insured depository
                    institution as set forth in the transaction agreements. For purposes of
                    this criterion, "federally insured depository institution" with respect to
                    a foreign financial institution means a foreign financial institution that
1122(d)(2)(v)       meets the requirements of Rule 13k-1(b)(1) of the Securities Exchange Act.
------------------- ----------------------------------------------------------------------------- ------------------- -------------------
------------------- ----------------------------------------------------------------------------- ------------------- -------------------
1122(d)(2)(vi)      Unissued checks are safeguarded so as to prevent unauthorized access.
------------------- ----------------------------------------------------------------------------- ------------------- -------------------
------------------- ----------------------------------------------------------------------------- ------------------- -------------------
1122(d)(2)(vii)     Reconciliations are prepared on a monthly basis for all asset-backed
                    securities related bank accounts, including custodial accounts and related
                    bank clearing accounts. These reconciliations are (A) mathematically
                    accurate; (B) prepared within 30 calendar days after the bank statement
                    cutoff date, or such other number of days specified in the transaction
                    agreements; (C) reviewed and approved by someone other than the person who
                    prepared the reconciliation; and (D) contain explanations for reconciling
                    items. These reconciling items are resolved within 90 calendar days of
                    their original identification, or such other number of days specified in
                    the transaction agreements.
------------------- ----------------------------------------------------------------------------- ------------------- -------------------
------------------- ----------------------------------------------------------------------------- ------------------- -------------------
                                         Investor Remittances and Reporting
------------------- ----------------------------------------------------------------------------- ------------------- -------------------
------------------- ----------------------------------------------------------------------------- ------------------- -------------------
1122(d)(3)(i)       Reports to investors, including those to be filed with the Commission, are
                    maintained in accordance with the transaction agreements and applicable
                    Commission requirements. Specifically, such reports (A) are prepared in
                    accordance with timeframes and other terms set forth in the transaction
                    agreements; (B) provide information calculated in accordance with the terms
                    specified in the transaction agreements; (C) are filed with the Commission
                    as required by its rules and regulations; and (D) agree with investors' or
                    the trustee's records as to the total unpaid principal balance and number
                    of mortgage loans serviced by the Servicer.
------------------- ----------------------------------------------------------------------------- ------------------- -------------------



------------------- ----------------------------------------------------------------------------- ------------------- -------------------
Reg AB Reference                                 Servicing Criteria                                   Applicable         Inapplicable
                                                                                                  Servicing Criteria  Servicing Criteria
------------------- ----------------------------------------------------------------------------- ------------------- -------------------
------------------- ----------------------------------------------------------------------------- ------------------- -------------------
                                         Pool Asset Administration (cont'd)
------------------- ----------------------------------------------------------------------------- ------------------- -------------------
------------------- ----------------------------------------------------------------------------- ------------------- -------------------
1122(d)(3)(ii)      Amounts due to investors are allocated and remitted in accordance with
                    timeframes, distribution priority and other terms set forth in the
                    transaction agreements.
------------------- ----------------------------------------------------------------------------- ------------------- -------------------
------------------- ----------------------------------------------------------------------------- ------------------- -------------------
                    Disbursements made to an investor are posted within two business days to
                    the Servicer's investor records, or such other number of days specified in
1122(d)(3)(iii)     the transaction agreements.
------------------- ----------------------------------------------------------------------------- ------------------- -------------------
------------------- ----------------------------------------------------------------------------- ------------------- -------------------
                    Amounts remitted to investors per the investor reports agree with cancelled
1122(d)(3)(iv)      checks, or other form of payment, or custodial bank statements.
------------------- ----------------------------------------------------------------------------- ------------------- -------------------
------------------- ----------------------------------------------------------------------------- ------------------- -------------------
                                             Pool Asset Administration
------------------- ----------------------------------------------------------------------------- ------------------- -------------------
------------------- ----------------------------------------------------------------------------- ------------------- -------------------
1122(d)(4)(i)       Collateral or security on mortgage loans is maintained as required by the
                    transaction agreements or related mortgage loan documents.
------------------- ----------------------------------------------------------------------------- ------------------- -------------------
------------------- ----------------------------------------------------------------------------- ------------------- -------------------
                    Mortgage loan and related documents are safeguarded as required by the
1122(d)(4)(ii)      transaction agreements
------------------- ----------------------------------------------------------------------------- ------------------- -------------------
------------------- ----------------------------------------------------------------------------- ------------------- -------------------
                    Any additions, removals or substitutions to the asset pool are made,
                    reviewed and approved in accordance with any conditions or requirements in
1122(d)(4)(iii)     the transaction agreements.
------------------- ----------------------------------------------------------------------------- ------------------- -------------------
------------------- ----------------------------------------------------------------------------- ------------------- -------------------
                    Payments on mortgage loans, including any payoffs, made in accordance with
                    the related mortgage loan documents are posted to the Servicer's obligor
                    records maintained no more than two business days after receipt, or such
                    other number of days specified in the transaction agreements, and allocated
                    to principal, interest or other items (e.g., escrow) in accordance with the
1122(d)(4)(iv)      related mortgage loan documents.
------------------- ----------------------------------------------------------------------------- ------------------- -------------------
------------------- ----------------------------------------------------------------------------- ------------------- -------------------
                    The Servicer's records regarding the mortgage loans agree with the
1122(d)(4)(v)       Servicer's records with respect to an obligor's unpaid principal balance.
------------------- ----------------------------------------------------------------------------- ------------------- -------------------
------------------- ----------------------------------------------------------------------------- ------------------- -------------------
                    Changes with respect to the terms or status of an obligor's mortgage loans
                    (e.g., loan modifications or re-agings) are made, reviewed and approved by
                    authorized personnel in accordance with the transaction agreements and
1122(d)(4)(vi)      related pool asset documents.
------------------- ----------------------------------------------------------------------------- ------------------- -------------------
------------------- ----------------------------------------------------------------------------- ------------------- -------------------
                    Loss mitigation or recovery actions (e.g., forbearance plans, modifications
                    and deeds in lieu of foreclosure, foreclosures and repossessions, as
                    applicable) are initiated, conducted and concluded in accordance with the
1122(d)(4)(vii)     timeframes or other requirements established by the transaction agreements.
------------------- ----------------------------------------------------------------------------- ------------------- -------------------
------------------- ----------------------------------------------------------------------------- ------------------- -------------------
                    Records documenting collection efforts are maintained during the period a
                    mortgage loan is delinquent in accordance with the transaction agreements.
                    Such records are maintained on at least a monthly basis, or such other
                    period specified in the transaction agreements, and describe the entity's
                    activities in monitoring delinquent mortgage loans including, for example,
                    phone calls, letters and payment rescheduling plans in cases where
1122(d)(4)(viii)    delinquency is deemed temporary (e.g., illness or unemployment).
------------------- ----------------------------------------------------------------------------- ------------------- -------------------
------------------- ----------------------------------------------------------------------------- ------------------- -------------------
                    Adjustments to interest rates or rates of return for mortgage loans with
1122(d)(4)(ix)      variable rates are computed based on the related mortgage loan documents.
------------------- ----------------------------------------------------------------------------- ------------------- -------------------
------------------- ----------------------------------------------------------------------------- ------------------- -------------------
                    Regarding any funds held in trust for an obligor (such as escrow accounts):
                    (A) such funds are analyzed, in accordance with the obligor's mortgage loan
                    documents, on at least an annual basis, or such other period specified in
                    the transaction agreements; (B) interest on such funds is paid, or
                    credited, to obligors in accordance with applicable mortgage loan documents
                    and state laws; and (C) such funds are returned to the obligor within 30
                    calendar days of full repayment of the related mortgage loans, or such
1122(d)(4)(x)       other number of days specified in the transaction agreements.
------------------- ----------------------------------------------------------------------------- ------------------- -------------------
------------------- ----------------------------------------------------------------------------- ------------------- -------------------
                    Payments made on behalf of an obligor (such as tax or insurance payments)
                    are made on or before the related penalty or expiration dates, as indicated
                    on the appropriate bills or notices for such payments, provided that such
                    support has been received by the servicer at least 30 calendar days prior
                    to these dates, or such other number of days specified in the transaction
1122(d)(4)(xi)      agreements.
------------------- ----------------------------------------------------------------------------- ------------------- -------------------
------------------- ----------------------------------------------------------------------------- ------------------- -------------------
                    Any late payment penalties in connection with any payment to be made on
                    behalf of an obligor are paid from the Servicer's funds and not charged to
                    the obligor, unless the late payment was due to the obligor's error or
1122(d)(4)(xii)     omission.
------------------- ----------------------------------------------------------------------------- ------------------- -------------------
------------------- ----------------------------------------------------------------------------- ------------------- -------------------
                    Disbursements made on behalf of an obligor are posted within two business
                    days to the obligor's records maintained by the servicer, or such other
1122(d)(4)(xiii)    number of days specified in the transaction agreements.
------------------- ----------------------------------------------------------------------------- ------------------- -------------------
------------------- ----------------------------------------------------------------------------- ------------------- -------------------
                    Delinquencies, charge-offs and uncollectible accounts are recognized and
1122(d)(4)(xiv)     recorded in accordance with the transaction agreements.
------------------- ----------------------------------------------------------------------------- ------------------- -------------------
------------------- ----------------------------------------------------------------------------- ------------------- -------------------
                    Any external enhancement or other support, identified in Item 1114(a)(1)
                    through (3) or Item 1115 of Regulation AB, is maintained as set forth in
1122(d)(4)(xv)      the transaction agreements.
------------------- ----------------------------------------------------------------------------- ------------------- -------------------





                                                     EXHIBIT E


                                          FORM OF SARBANES CERTIFICATION

         Re:      The [ ] agreement dated as of [ ], 200[ ] (the "Agreement"), among [IDENTIFY PARTIES]

I,  ________________________________,  the  _______________________ of [Name of Servicer],  certify to [the Owner],
[the Depositor],  and the [Master Servicer]  [Securities  Administrator]  [Trustee],  and their officers,  with the
knowledge and intent that they will rely upon this certification, that:

         (1)      I have reviewed the servicer  compliance  statement of the Servicer  provided in accordance  with
         Item 1123 of  Regulation AB (the  "Compliance  Statement"),  the report on  assessment  of the  Servicer's
         compliance  with the  servicing  criteria  set forth in Item  1122(d)  of  Regulation  AB (the  "Servicing
         Criteria"),  provided in accordance  with Rules 13a-18 and 15d-18 under  Securities  Exchange Act of 1934,
         as  amended  (the  "Exchange  Act") and Item  1122 of  Regulation  AB (the  "Servicing  Assessment"),  the
         registered  public  accounting  firm's  attestation  report  provided in accordance  with Rules 13a-18 and
         15d-18 under the Exchange Act and Section  1122(b) of Regulation AB (the  "Attestation  Report"),  and all
         servicing  reports,  officer's  certificates  and  other  information  relating  to the  servicing  of the
         Mortgage  Loans by the  Servicer  during 200[ ] that were  delivered  by the  Servicer to the  [Depositor]
         [Master  Servicer]  [Securities  Administrator]  [Trustee]  pursuant to the Agreement  (collectively,  the
         "Servicer Servicing Information");

         (2)      Based on my knowledge,  the Servicer  Servicing  Information,  taken as a whole, does not contain
         any  untrue  statement  of a  material  fact or omit  to  state a  material  fact  necessary  to make  the
         statements made, in the light of the  circumstances  under which such statements were made, not misleading
         with respect to the period of time covered by the Servicer Servicing Information;

         (3)      Based on my knowledge,  all of the Servicer Servicing  Information required to be provided by the
         Servicer  under  the  Agreement  has  been  provided  to the  [Depositor]  [Master  Servicer]  [Securities
         Administrator] [Trustee];

         (4)      I am  responsible  for reviewing the  activities  performed by the Servicer  under the Agreement,
         and based on my knowledge and the compliance  review  conducted in preparing the Compliance  Statement and
         except as disclosed in the Compliance  Statement,  the Servicing Assessment or the Attestation Report, the
         Servicer has fulfilled its obligations under the Agreement; and

(5)      The Compliance  Statement,  the Servicing Assessment and the Attestation Report required to be provided by
         the Servicer  pursuant to the  Agreement  have been provided to the  [Depositor]  [Master  Servicer].  Any
         material  instances of  noncompliance  described in such  reports have been  disclosed to the  [Depositor]
         [Master  Servicer].  Any material instance of noncompliance with the Servicing Criteria has been disclosed
         in such reports.


                                                            Date:

                                                            By:_________________________
                                                            Name:_______________________
                                                            Title:______________________




                                                     EXHIBIT F


                                   FORM OF SARBANES-OXLEY BACK-UP CERTIFICATION

I,   ______________________,   Vice   President  of  Wells  Fargo  Bank,   N.A.   (the   "Servicer"),   certify  to
__________________,  and its officers,  directors,  agents and affiliates (the "Sarbanes  Certifying  Party"),  and
with the knowledge and intent that they will rely upon this certification, that:

         (i)      Based on my knowledge,  the information  relating to the Mortgage Loans and the servicing thereof
                  submitted by the  Servicer to the  Sarbanes  Certifying  Party which is used in  connection  with
                  preparation  of the  reports  on Form 8-K and the  annual  report  on Form  10-K  filed  with the
                  Securities and Exchange  Commission with respect to the  Securitization,  taken as a whole,  does
                  not contain any untrue  statement of a material fact or omit to state a material  fact  necessary
                  to make the  statements  made, in light of the  circumstances  under which such  statements  were
                  made, not misleading as of the date of this certification;

         (ii)     The  servicing  information  required  to be  provided to the  Sarbanes  Certifying  Party by the
                  Servicer  under the relevant  servicing  agreement has been  provided to the Sarbanes  Certifying
                  Party;

         (iii)    I am  responsible  for  reviewing  the  activities  performed by the Servicer  under the relevant
                  servicing agreement and based upon the review required by the relevant servicing  agreement,  and
                  except as  disclosed  in the  Annual  Statement  of  Compliance,  the Annual  Independent  Public
                  Accountant's  Servicing  Report  and all  servicing  reports,  officer's  certificates  and other
                  information  relating  to  the  servicing  of  the  Mortgage  Loans  submitted  to  the  Sarbanes
                  Certifying  Party,  the  Servicer  has,  as of the  date  of  this  certification  fulfilled  its
                  obligations under the relevant servicing agreement; and

         (iv)     I  have  disclosed  to  the  Sarbanes  Certifying  Party  all  significant  deficiencies  relating  to the
                  Servicer's  compliance  with  the  minimum  servicing  standards  in  accordance  with  a  review
                  conducted in  compliance  with the Uniform  Single  Attestation  Program for Mortgage  Bankers or
                  similar standard as set forth in the relevant servicing agreement.

         (v)      The Servicer shall  indemnify and hold harmless the Sarbanes  Certifying  Party and its officers,
                  directors,  agents and  affiliates  from and  against  any  losses,  damages,  penalties,  fines,
                  forfeitures,  reasonable  legal fees and related  costs,  judgments  and other costs and expenses
                  arising out of or based upon a breach by the Servicer or any of its officers,  directors,  agents
                  or  affiliates  of its  obligations  under this  Certification  or the  negligence,  bad faith or
                  willful misconduct of the Servicer in connection therewith.  If the indemnification  provided for
                  herein is unavailable or insufficient to hold harmless the Sarbanes  Certifying  Party,  then the
                  Servicer  agrees  that it  shall  contribute  to the  amount  paid  or  payable  by the  Sarbanes
                  Certifying  Party as a result of the  losses,  claims,  damages or  liabilities  of the  Sarbanes
                  Certifying  Party in such  proportion  as is  appropriate  to reflect the  relative  fault of the
                  Sarbanes  Certifying  Party on the one hand and the  Servicer on the other in  connection  with a
                  breach of the Servicer's obligations under this Certification or the Servicer's  negligence,  bad
                  faith or willful misconduct in connection therewith.

IN WITNESS WHEREOF, I have hereunto signed my name and affixed the seal of the Servicer.

Dated:                                                        By:
                                                              Name:
                                                              Title:





                                                     EXHIBIT G

                                 ASSIGNMENT, ASSUMPTION AND RECOGNITION AGREEMENT


                                                                                        ____________, 20__


         ASSIGNMENT,   ASSUMPTION   AND   RECOGNITION   AGREEMENT,   dated   ___________________,   20____  between
_________________,  a  _________________  corporation  having  an  office  at  _________________  ("Assignor")  and
_________________, having an office at _________________ ("Assignee"):

         For and in  consideration  of the sum of one dollar ($1.00) and other valuable  consideration  the receipt
and sufficiency of which are hereby acknowledge,  and of the mutual covenants herein contained,  the parties hereto
hereby agree as follows:

         1.       The  Assignor  hereby  grants,  transfers  and  assigns to Assignee  all of the right,  title and
interest of Assignor,  as Purchaser,  in, to and under that certain  Seller's  Warranties and Servicing  Agreement,
(the  "Seller's   Warranties  and  Servicing   Agreement"),   dated  as  of   _________________,   by  and  between
_________________  (the  "Purchaser"),  and  _________________  (the  "Company"),  and the Mortgage Loans delivered
thereunder by the Company to the Assignor,  and that certain  Custodial  Agreement,  (the  "Custodial  Agreement"),
dated as of _________________, by and among the Company, the Purchaser and _________________ (the "Custodian").

         2.       The Assignor warrants and represents to, and covenants with, the Assignee that:

                  a.       The Assignor is the lawful  owner of the Mortgage  Loans with the full right to transfer
the Mortgage Loans free from any and all claims and encumbrances whatsoever;

                  b.       The  Assignor  has not  received  notice  of,  and has no  knowledge  of,  any  offsets,
counterclaims  or other  defenses  available to the Company with respect to the Seller's  Warranties  and Servicing
Agreement or the Mortgage Loans;

                  c.       The Assignor has not waived or agreed to any waiver  under,  or agreed to any  amendment
or other  modification  of, the  Seller's  Warranties  and  Servicing  Agreement,  the  Custodial  Agreement or the
Mortgage  Loans,  including  without  limitation  the  transfer of the  servicing  obligations  under the  Seller's
Warranties  and  Servicing  Agreement.  The  Assignor  has no  knowledge  of, and has not  received  notice of, any
waivers  under or  amendments  or other  modifications  of, or  assignments  of rights or  obligations  under,  the
Seller's Warranties and Servicing Agreement or the Mortgage Loans; and

                  d.       Neither  the  Assignor  nor  anyone  acting  on its  behalf  has  offered,  transferred,
pledged,  sold or  otherwise  disposed of the  Mortgage  Loans,  any  interest in the  Mortgage  Loans or any other
similar  security  to, or  solicited  any offer to buy or accept a  transfer,  pledge or other  disposition  of the
Mortgage Loans, any interest in the Mortgage Loans or any other similar  security from, or otherwise  approached or
negotiated  with respect to the Mortgage  Loans,  any interest in the Mortgage Loans or any other similar  security
with, any person in any manner,  or made any general  solicitation by means of general  advertising or in any other
manner,  or taken  any other  action  which  would  constitute  a  distribution  of the  Mortgage  Loans  under the
Securities  Act or which would render the  disposition of the Mortgage Loans a violation of Section 5 of the 33 Act
or require registration pursuant thereto.

         3.       That  Assignee  warrants  and  represent  to, and  covenants  with,  the Assignor and the Company
pursuant to Section 12.10 of the Seller's Warranties and Servicing Agreement that:

                  a.       The  Assignee  agrees to be bound,  as  Purchaser,  by all of the terms,  covenants  and
conditions of the Seller's  Warranties and Servicing  Agreement,  the Mortgage  Loans and the Custodial  Agreement,
and from and after the date hereof,  the  Assignee  assumes for the benefit of each of the Company and the Assignor
all of the Assignor's obligations as purchaser thereunder;

                  b.       The Assignee  understands  that the Mortgage Loans have not been registered under the 33
Act or the securities laws of any state;

                  c.       The purchase  price being paid by the  Assignee for the Mortgage  Loans are in excess of
$250,000.00 and will be paid by cash remittance of the full purchase price within 60 days of the sale;

                  d.       The Assignee is acquiring  the Mortgage  Loans for  investment  for its own account only
and not for any other person.  In this connection,  neither the Assignee nor any person  authorized to act therefor
has offered to Mortgage  Loans by means of any general  advertising or general  solicitation  within the meaning of
Rule 502(c) of US Securities and Exchange Commission Regulation D, promulgated under the Securities Act;

                  e.       The  Assignee  considers  itself  a  substantial  sophisticated  institutional  investor
having such  knowledge  and  experience  in financial  and business  matters that it is capable of  evaluating  the
merits and risks of investment in the Mortgage Loans;

                  f.       The Assignee has been furnished with all  information  regarding the Mortgage Loans that
it has requested from the Assignor or the Company;

                  g.       Neither  the  Assignee  nor  anyone  acting  on its  behalf  has  offered,  transferred,
pledged,  sold or  otherwise  disposed of the  Mortgage  Loans,  any  interest in the  Mortgage  Loans or any other
similar  security  to, or  solicited  any offer to buy or accept a  transfer,  pledge or other  disposition  of the
Mortgage Loans, any interest in the Mortgage Loans or any other similar  security from, or otherwise  approached or
negotiated  with respect to the Mortgage  Loans,  any interest in the Mortgage Loans or any other similar  security
with,  any person in any manner which would  constitute a  distribution  of the Mortgage  Loans under the 33 Act or
which  would  render  the  disposition  of the  Mortgage  Loans a  violation  of Section 5 of the 33 Act or require
registration  pursuant  thereto,  nor will it act, nor has it authorized or will it authorize any person to act, in
such manner with respect to the Mortgage Loans; and

                  h.       Either (1) the Assignee is not an employee  benefit plan ("Plan")  within the meaning of
section 3(3) of the Employee  Retirement  Income Security Act of 1974, as amended ("ERISA") or a plan (also "Plan")
within the meaning of section  4975(e)(1) of the Internal  Revenue Code of 1986  ("Code"),  and the Assignee is not
directly or indirectly  purchasing the Mortgage Loans on behalf of,  investment  manager of, as named fiduciary of,
as Trustee of, or with assets of, a Plan; or (2) the  Assignee's  purchase of the Mortgage Loans will not result in
a prohibited transaction under section 406 of ERISA or section 4975 of the Code.

                  i.       The  Assignee's  address for purposes of all notices and  correspondence  related to the
Mortgage Loans and the Seller's Warranties and Servicing Agreements is:

                          ______________________________

                          ______________________________

                          ______________________________

                           Attention: _________________

         The Assignee's wire transfer  instructions  for purposes of all  remittances  and payments  related to the
Mortgage Loans and the Seller's Warranties and Servicing Agreement is:

                          ______________________________

                          ______________________________

                          ______________________________

                           Attention: _________________

         4.       From and after the date hereof,  the Company  shall note the  transfer of the  Mortgage  Loans to
the  Assignee in its books and  records,  the Company  shall  recognize  the  Assignee as the owner of the Mortgage
Loans and the Company  shall  service the Mortgage  Loans for the benefit of the Assignee  pursuant to the Seller's
Warranties and Servicing  Agreement,  the terms of which are incorporated herein by reference.  It is the intention
of the  Assignor,  the Company and the Assignee  that the Seller's  Warranties  and  Servicing  Agreement  shall be
binding upon and inure to the benefit of the Company and the Assignee and their respective successors and assigns.

                                                [Signatures Follow]




         IN WITNESS WHEREOF, the parties have caused this Assignment and Assumption to be executed by their duly
authorized officers as of the date first above written.


_______________________________                      _______________________________________
Assignor                                             Assignee

By:____________________________                      By:____________________________________

Name:__________________________                      Name:__________________________________

Its:___________________________                      Its:___________________________________

Tax Payer Identification No.:                        Tax Payer Identification No.:
________________________________                     _________________________________




                                                     EXHIBIT H

                                               ELECTRONIC DATA FILE

         (1)      the street address of the Mortgaged Property including the city, state, county and zip code;

         (2)      a code indicating whether the Mortgaged Property is a single family residence, a 2-4 family
                  dwelling, a PUD, a cooperative, a townhouse, manufactured housing or a unit in a condominium
                  project;

         (3)      the Mortgage Interest Rate as of the Cut-off Date;

         (4)      the current Monthly Payment;

         (5)      loan term, number of months;

         (6)      the stated maturity date;

         (7)      the Stated Principal Balance of the Mortgage Loan as of the close of business on the Cut-off
                  Date, after deduction of payments of principal due on or before the Cut-off Date;

         (8)      the Loan-to-Value Ratio;

         (9)      a code indicating whether the Mortgage Loan is an Interest Only Mortgage Loan;

         (10)     a code indicating whether the Mortgage Loan is a temporary buydown (Y or N);

         (11)     the Servicing Fee Rate;

         (12)     a code indicating whether the Mortgage Loan is covered by lender-paid mortgage insurance (Y or
                  N);

         (13)     a code indicating whether the Mortgage Loan is a Time$aver® Mortgage Loan (Y or N);

         (14)     the Mortgagor's first and last name;

         (15)     a code indicating whether the Mortgaged Property is owner-occupied;

         (16)     the remaining months to maturity from the Cut-off Date, based on the original amortization
                  schedule;

         (17)     the date on which the first Monthly Payment was due on the Mortgage Loan;

         (18)     the last Due Date on which a Monthly Payment was actually applied to the actual principal
                  balance;

         (19)     the original principal amount of the Mortgage Loan;

         (20)     a code indicating the purpose of the loan (i.e., purchase, financing, rate/term refinancing,
                  cash-out refinancing);

         (21)     the Mortgage Interest Rate at origination;

         (22)     the date on which the first Monthly Payment was due on the Mortgage Loan;

         (23)     a code indicating the documentation style (i.e., full (providing two years employment
                  verification - 2 years W-2's and current pay stub or 2 years 1040's for self employed
                  borrowers), alternative or reduced);

         (24)     a code indicating if the Mortgage Loan is subject to a PMI Policy;

         (25)     the Appraised Value of the Mortgage Property;

         (26)     the sale price of the Mortgaged Property, if applicable;

         (27)     the Mortgagor's Underwriting FICO Score;

         (28)     term of prepayment penalty in years;

         (29)     a code indicating the product type;

         (30)     a code indicating the credit grade of the Mortgage Loan;

         (31)     the unpaid balance of the Mortgage Loan as of the close of business on the Cut-off Date, after
                  deduction of all payments of principal;

         (32)     the Note date of the Mortgage Loan;

         (33)     the mortgage insurance certificate number and percentage of coverage, if applicable;

         (34)     the Mortgagor's date of birth;

         (35)     the MIN Number for each Mortgage Loan, if applicable;

         (36)     employer name;

         (37)     subsidy program code;

         (38)     servicer name;

         (39)     the combined Loan-to-Value Ratio;

         (40)     the total Loan-to-Value Ratio;

         (41)     whether the Mortgage Loan is convertible (Y or N);

         (42)     a code indicating whether the Mortgage Loan is a relocation loan (Y or N);

         (43)     a code indicating whether the Mortgage Loan is a leasehold loan (Y or N);

         (44)     a code indicating whether the Mortgage Loan is an Alt A loan (Y or N);

         (45)     a code indicating whether the Mortgage Loan is a no ratio loan (Y or N);

         (46)     a code indicating whether the Mortgage Loan is a Pledged Asset Mortgage Loan (Y or N);

         (47)     effective LTV percentage for Pledged Asset Mortgage Loans;

         (48)     citizenship type code;

         (49)     a code indicating whether the Mortgage Loan is a conforming or non-conforming loan, based on
                  the original loan balance;

         (50)     the name of the client for which the Mortgage Loan was originated;

         (51)     the program code;

         (52)     the loan sub doc code;

         (53)     the remaining interest-only term for Interest Only Mortgage Loans;

                                          The Company shall provide the following
                                        For the Home Mortgage Disclosure Act (HMDA):

         (54)     the Mortgagor's and co-Mortgagor's (if applicable) ethnicity;

         (55)     the Mortgagor's and co-Mortgagor's (if applicable) race;

         (56)     lien status;

         (57)     for cash-out refinance loans, the cash purpose;

         (58)     the Mortgagor's and co-Mortgagor's (if applicable) gender;

         (59)     the Mortgagor's and co-Mortgagor's (if applicable) social security numbers;

         (60)     the number of units for the property;

         (61)     the year in which the property was built;

         (62)     the qualifying monthly income of the Mortgagor;

         (63)     the number of bedrooms contained in the property;

         (64)     a code indicating first time buyer (Y or N);

         (65)     the total rental income, if any;

                                           The Seller shall provide the following
                                  for the adjustable rate Mortgage Loans (if applicable):

         (66)     the maximum Mortgage Interest Rate under the terms of the Mortgage Note;

         (67)     the Periodic Interest Rate Cap;

         (68)     the Index;

         (69)     the next Adjustment Date;

         (70)     the Gross Margin; and

         (71)     the lifetime interest rate cap.



                                      MASTER MORTGAGE LOAN PURCHASE AGREEMENT


         This is an Amended and Restated Master  Mortgage Loan Purchase  Agreement (the  "Agreement"),  dated as of
November 1, 2004 by and between EMC Mortgage  Corporation,  having an office at 909 Hidden Ridge Drive,  Suite 200,
Irving,  Texas 75038 (the "Purchaser") and Wells Fargo Bank, N.A.,  having an office at 1 Home Campus,  Des Moines,
Iowa 50328-0001 (the "Seller").

                                                W I T N E S S E T H

         WHEREAS,  the Seller  agrees to sell,  and the  Purchaser  agrees to  purchase,  from time to time certain
conventional residential mortgage loans (the "Mortgage Loans") on a servicing retained basis as described herein:

         WHEREAS,  the  Mortgage  Loans  shall be  delivered  as pools of whole loans  (each a "Loan  Package")  on
various dates as provided herein (each a "Closing Date"); and

         WHEREAS,  the  parties  intend  hereby  to set forth the terms  and  conditions  upon  which the  proposed
Transactions will be effected.

         NOW THEREFORE,  in consideration of the promises and the mutual  agreements set forth herein,  the parties
hereto agree as follows:

         SECTION 1.         All  capitalized  terms not otherwise  defined herein have the respective  meanings set
forth in the  Amended and  Restated  Master  Seller's  Warranties  and  Servicing  Agreement,  dated as of the date
herewith (the"Master Seller's Warranties and Servicing Agreement").

         SECTION 2.  Agreement to Purchase.  The Seller agrees to sell,  and the Purchaser  agrees to purchase from
time to time,  Mortgage Loans having an aggregate  principal  balance on the applicable  related Cut-off Date in an
amount as set forth in the related  Commitment  Letters or in such other amount as agreed by the  Purchaser and the
Seller as evidenced by the actual  aggregate  principal  balance of the Mortgage  Loans in the related Loan Package
accepted by the  Purchaser  on the related  Closing  Date.  The Mortgage  Loans will be  delivered  pursuant to the
Master Seller's Warranties and Servicing Agreement.

         SECTION 3.         Mortgage  Schedules.  The Seller will provide the  Purchaser  with certain  information
constituting  a listing of the Mortgage  Loans to be  purchased  under this  Agreement  for each  Transaction  (the
"Mortgage  Loan  Schedule").  Each  Mortgage  Loan  Schedule  shall  conform to the  definition  of "Mortgage  Loan
Schedule" under the Master Seller's Warranties and Servicing Agreement.

         SECTION 4.        Purchase  Price.  The purchase price for each Loan Package (the "Purchase  Price") shall
be the  percentage  of par as stated in the  related  Commitment  Letter,  multiplied  by the  aggregate  principal
balance,  as of the related  Cut-off  Date,  of the  Mortgage  Loans  listed in the  related  Loan  Package,  after
application of scheduled  payments of principal for such related Loan Package due on or before the related  Cut-off
Date  whether or not  collected.  The  purchase  price for a Loan  Package may be adjusted as stated in the related
Commitment Letter.

         In addition to the Purchase Price,  the Purchaser shall pay to the Seller,  at closing,  accrued  interest
on the initial  principal  amount of the Mortgage Loans at the weighted  average  Mortgage Loan Remittance Rate for
each Loan Package from the related Cut-off Date through the day prior to the related Closing Date, inclusive.

         With respect to each Loan  Package,  the Purchaser  shall be entitled to (1) all  scheduled  principal due
after the related  Cut-off Date, (2) all other  recoveries of principal  collected  after the related  Cut-off Date
(provided,  however,  that all  scheduled  payments  of  principal  due on or before the related  Cut-off  Date and
collected  by the Seller  after the related  Cut-off  Date shall  belong to the  Seller),  and (3) all  payments of
interest on the Mortgage Loans at the Mortgage Loan  Remittance  Rate (minus that portion of any such payment which
is allocable to the period prior to the related  Cut-off Date).  The principal  balance of each Mortgage Loan as of
the related  Cut-off Date is  determined  after  application  of payments of principal due on or before the related
Cut-off Date whether or not collected.  Therefore,  payments of scheduled  principal and interest prepaid for a due
date beyond the  related  Cut-off  Date shall not be applied to the  principal  balance as of the  related  Cut-off
Date.  Such prepaid  amounts  (minus  interest at the Servicing  Fee Rate) shall be the property of the  Purchaser.
The Seller shall deposit any such prepaid  amounts into the Custodial  Account,  which account is  established  for
the benefit of the Purchaser for subsequent remittance by the Seller to the Purchaser.

         SECTION 5.        Examination  of  Mortgage  Files.  Prior to each  Closing  Date,  the  Seller  shall (a)
deliver to the Purchaser in escrow,  for  examination,  the Mortgage File for each Mortgage Loan,  including a copy
of the Assignment of Mortgage,  pertaining to each Mortgage  Loan, or (b) make the Mortgage Files  available to the
Purchaser for  examination at the Seller's  offices or such other location as shall otherwise be agreed upon by the
Purchaser and the Seller.  Such  examination  may be made by the Purchaser or by any  prospective  purchaser of the
Mortgage Loans from the Purchaser,  at any time before or after such related  Closing Date,  upon prior  reasonable
notice  to the  Seller.  The fact  that the  Purchaser  or any  prospective  purchaser  of the  Mortgage  Loans has
conducted or has failed to conduct any partial or complete  examination  of the Mortgage Files shall not affect the
Purchaser's  (or any of its  successor's)  rights to demand  repurchase,  substitution  or other relief as provided
under the Master Seller's Warranties and Servicing Agreement.

         Prior to Seller's  receipt of the  Purchase  Price,  the  Purchaser  shall cause the  Custodian  to act as
bailee for the sole and  exclusive  benefit of the  Seller  pursuant  to the  Custodial  Agreement  and act only in
accordance with Seller's  instructions.  Upon the Seller's  receipt of the Purchase Price, the Seller shall provide
notification  to the  Custodian to release  ownership of the Mortgage  Loan  Documents  contained in the  Custodial
Mortgage File. Such  notification  shall be in a form of a written notice by facsimile or other  electronic  media,
with a copy sent to the Purchaser.  Subsequent to such release,  such Mortgage Loan Documents  shall be retained by
the  Custodian  for the benefit of the  Purchaser.  All  Mortgage  Loan  Documents  related to  Mortgage  Loans not
purchased  by the  Purchaser on the Closing  Date,  shall be  maintained  by the  Custodian  for the benefit of the
Seller and shall be returned to the Seller within two (2) Business Days after the Closing Date.

         SECTION 6.         Representations,   Warranties  and   Agreements  of  Seller.   The  Seller  agrees  and
acknowledges that it shall, as a condition to the consummation of the transactions  contemplated  hereby,  make the
representations  and warranties  specified in Section 3.01 and 3.02 of the Master Seller's Warranties and Servicing
Agreement,  as of each related  Closing  Date.  The meaning of the term  "Agreement"  as used in Sections  3.01 and
3.02 of the Master Seller's  Warranties and Servicing Agreement shall include this Agreement.  The Seller,  without
conceding  that the  Mortgage  Loans  are  securities,  hereby  makes  the  following  additional  representations,
warranties and agreements which shall be deemed to have been made as of the related Closing Date:

         a)       neither the Seller nor anyone  acting on its behalf has offered,  transferred,  pledged,  sold or
         otherwise  disposed of any  Mortgage  Loans,  any  interest  in any  Mortgage  Loans or any other  similar
         security  to, or  solicited  any offer to buy or accept a  transfer,  pledge or other  disposition  of any
         Mortgage  Loans,  any interest in any Mortgage  Loans or any other  similar  security  from,  or otherwise
         approached or negotiated  with respect to any Mortgage  Loans,  any interest in any Mortgage  Loans or any
         other  similar  security  with,  any person in any manner,  or made any general  solicitation  by means of
         general  advertising  or in any  other  manner,  or taken  any  other  action  which  would  constitute  a
         distribution  of the Mortgage Loans under the Securities Act or which would render the  disposition of any
         Mortgage Loans a violation of Section 5 of the Securities Act or require  registration  pursuant  thereto,
         nor will it act,  nor has it  authorized  or will it  authorize  any person to act,  in such  manner  with
         respect to the Mortgage Loans; and

         b)       the Seller has not dealt with any broker or agent or anyone  else who might be  entitled to a fee
         or commission in connection with this transaction other than the Purchaser.

         SECTION 7.         Representation,   Warranties  and  Agreement  of  Purchaser.  The  Purchaser,   without
conceding  that the Mortgage  Loans are  securities,  hereby makes the following  representations,  warranties  and
agreements, which shall have been deemed to have been made as of the related Closing Date.

         a)       the Purchaser  understands  that the Mortgage Loans have not been registered under the Securities
         Act or the securities laws of any state;

         b)       the  Purchaser  is acquiring  the  Mortgage  Loans for its own account only and not for any other
         person;

         c)       the Purchaser considers itself a substantial,  sophisticated  institutional  investor having such
         knowledge and  experience in financial  and business  matters that it is capable of evaluating  the merits
         and risks of investment in the Mortgage Loans;

         d)       the Purchaser has been furnished with all  information  regarding the Mortgage Loans which it has
         requested from the Seller or the Company; and

         e)       neither the Purchaser  nor anyone acting on its behalf  offered,  transferred,  pledged,  sold or
         otherwise  disposed of any Mortgage Loan, any interest in any Mortgage Loan or any other similar  security
         to, or  solicited  any offer to buy or accept a  transfer,  pledge or other  disposition  of any  Mortgage
         Loan,  any interest in any Mortgage Loan or any other similar  security  from, or otherwise  approached or
         negotiated  with respect to any Mortgage  Loan,  any  interest in any Mortgage  Loan or any other  similar
         security  with,  any  person  in any  manner,  or made  any  general  solicitation  by  means  of  general
         advertising or in any other manner,  or taken any other action which would  constitute a  distribution  of
         the Mortgage Loans under the  Securities Act or which would render the  disposition of any Mortgage Loan a
         violation of Section 5 of the Securities Act or require  registration  pursuant thereto,  nor will it act,
         nor has it  authorized  or will it  authorize  any  person to act,  in such  manner  with  respect  to the
         Mortgage Loans.

         SECTION 8.         Closing.  The closing for the purchase  and sale of each Loan Package  shall take place
on the related Closing Date. At the Purchaser's  option,  the Closing shall be either:  by telephone,  confirmed by
letter or wire as the parties shall agree; or conducted in person, at such place as the parties shall agree.

         The closing shall be subject to each of the following conditions:

         a)       all of the  representations  and  warranties  of the Seller  under this  Agreement  and under the
         Master  Seller's  Warranties and Servicing  Agreement shall be true and correct as of such related Closing
         Date and no event  shall have  occurred  which,  with notice or the passage of time,  would  constitute  a
         default under this  Agreement or an Event of Default under the Master  Seller's  Warranties  and Servicing
         Agreement;

         b)       the Purchaser shall have received,  or the  Purchaser's  attorneys shall have received in escrow,
         all Closing  Documents as specified in Section 9 of this  Agreement,  in such forms as are agreed upon and
         acceptable  to the  Purchaser,  duly  executed by all  signatories  other than the  Purchaser  as required
         pursuant to the respective terms thereof;

         c)       the Seller  shall  have  delivered  and  released  to the  Custodian  under the  Master  Seller's
         Warranties and Servicing  Agreement all documents  required pursuant to the related  Custodial  Agreement,
         and

         d)       all other terms and conditions of this Agreement shall have been complied with.

         Subject to the foregoing  conditions,  the Purchaser  shall pay to the Seller on such related Closing Date
the applicable  Purchase Price, plus accrued interest pursuant to Section 4 of this Agreement,  by wire transfer of
immediately available funds to the account designated by the Seller.

         SECTION 9.         Closing  Documents.  With respect to the Mortgage  Loans,  the Closing  Documents shall
consist of the following documents:

         On the initial Closing Date:

         1.       the Master Seller's Warranties and Servicing Agreement, in three counterparts;

         2.       this Agreement in two counterparts;

         3.       the Custodial  Agreement,  dated as November 30, 1999, by and between EMC Mortgage Corporation as
                  Owner,  and Wells Fargo Bank, N.A.  (formerly  Wells Fargo Bank  Minnesota,  N.A.) attached as an
                  exhibit to the Master Seller's Warranties and Servicing Agreement;

         4.       the  Mortgage  Loan  Schedule  for the  related  Loan  Package,  one copy to be  attached to each
                  counterpart of the Master Seller's  Warranties and Servicing  Agreement,  to each  counterpart of
                  this  Agreement,  and to each  counterpart  of the  Custodial  Agreement,  as the  Mortgage  Loan
                  Schedule thereto;

         5.       a Receipt and Certification, as required under the Custodial Agreement;

         6.       an Opinion of Counsel of the Seller, in the form of Exhibit 1 hereto; and

         7.       an Assignment and Conveyance Agreement for the related Mortgage Loans.

         On each subsequent Closing Date, the following documents:

         1.       the Mortgage Loan Schedule for the related Loan Package;

         2.       an Assignment and Conveyance Agreement for the related Mortgage Loans; and

         3.       a Receipt and Certification, as required under the Custodial Agreement.


         SECTION 10.        Costs.  The Purchaser shall pay any  commissions  due its salesmen,  the legal fees and
expenses  of its  attorneys  and the  costs  and  expenses  associated  with the  Custodian.  The  Seller  shall be
responsible  for  reasonable  costs and expenses  associated  with any  preparation  of the initial  assignments of
mortgage.  All other costs and  expenses  incurred in  connection  with the  transfer  and delivery of the Mortgage
Loans,  including fees for title policy  endorsements and  continuations  and the Seller's  attorney fees, shall be
paid by the Seller.

         SECTION 11.        Servicing  The Mortgage  Loans shall be serviced by the Seller in  accordance  with the
terms of the Master  Seller's  Warranties and Servicing  Agreement.  The Seller shall be entitled to servicing fees
calculated as provided therein, at the Servicing Fee Rate.

         SECTION 12.        Financial  Statements.  The Seller  understands that in connection with the Purchaser's
marketing of the Mortgage  Loans,  the Purchaser  shall make  available to  prospective  purchasers a  Consolidated
Statement of  Operations of the Seller for the most recently  completed  two fiscal years  respecting  which such a
statement  is  available,  as well as a  Consolidated  Statement of Condition at the end of the last two (2) fiscal
years  covered  by such  Consolidated  Statement  of  Operations.  The  Purchaser  shall  also make  available  any
comparable  interim  statements  to the extent any such  statements  have been  prepared  by the seller in a format
intended or  otherwise  suitable  for the public at large.  The Seller,  if it has not already  done so,  agrees to
furnish  promptly to the Purchaser  copies of the statements  specified above. The Seller shall also make available
information on its servicing  performance  with respect to loans in its own portfolio and loans serviced for others
(if any), including foreclosure and delinquency ratios.

         The  Seller  also  agrees  to allow  access to a  knowledgeable  (as shall be  determined  by the  Seller)
financial  or  accounting  officer  for the  purpose of  answering  questions  asked by any  prospective  purchaser
regarding recent developments affecting the Seller or the financial statements of the Seller.

         SECTION 13.        Mandatory  Delivery.  The  sale  and  delivery  on each  Closing  Date  of the  related
Mortgage Loans described on the respective Mortgage Loan Schedules is mandatory,  it being specifically  understood
and agreed that each Mortgage Loan must be unique and  identifiable  on such related Closing Date and that an award
of money  damages would be  insufficient  to  compensate  the Purchaser for the losses and damages  incurred by the
Purchaser  (including  damages  to  prospective  purchasers  of the  Mortgage  Loans) in the event of the  Seller's
failure to deliver the  Mortgage  Loans on or before such  related  Closing  Date.  All rights and  remedies of the
Purchaser  under this Agreement are distinct  from,  and  cumulative  with, any other rights or remedies under this
Agreement  or  afforded  by law or  equity  and  all  such  rights  and  remedies  may be  exercised  concurrently,
independently or successively.

         SECTION 14.        Notices.  All demands,  notices and  communications  hereunder  shall be in writing and
shall be deemed to have been duly given if mailed, by registered or certified mail, return receipt  requested,  or,
if by other means,  when received by the other party at the address  shown on the first page hereof,  or such other
address  as  may  hereafter  be  furnished  to the  other  party  by  like  notice.  Any  such  demand,  notice  of
communication  hereunder  shall be  deemed  to have been  received  on the date  delivered  to or  received  at the
premises of the addressee  (as  evidenced,  in the case of  registered or certified  mail, by the date noted on the
return receipt).

         SECTION 15.        Severability  Clause.  Any  part,   provision,   representation  or  warranty  of  this
Agreement  which is prohibited or which is held to be void or  unenforceable  shall be ineffective to the extent of
such prohibition or unenforceability  without  invalidating the remaining  provisions hereof. Any part,  provision,
representation  or  warranty  of this  Agreement  which is  prohibited  or  unenforceable  or is held to be void or
unenforceable  in any  jurisdiction  shall  be  ineffective,  as to  such  jurisdiction,  to  the  extent  of  such
prohibition or unenforceability  without  invalidating the remaining provisions hereof, and any such prohibition or
unenforceability  in any  jurisdiction  as to any Mortgage Loan shall not invalidate or render  unenforceable  such
provision in any other  jurisdiction.  To the extent  permitted  by  applicable  law, the parties  hereto waive any
provision of law which prohibits or renders void or unenforceable  any provision  hereof.  If the invalidity of any
part,  provision,  representation  or warranty of this  Agreement  shall deprive any party of the economic  benefit
intended to be conferred by this  Agreement,  the parties shall  negotiate,  in good-faith,  to develop a structure
the economic  effect of which is as close as possible to the economic  effect of this  Agreement  without regard to
such invalidity.

         SECTION 16.        Counterparts.   This  Agreement  may  be  executed  simultaneously  in  any  number  of
counterparts.  Each counterpart shall be deemed to be an original,  and all such counterparts  shall constitute one
and the same instrument.

         SECTION 17.        Place of Delivery and Governing  Law. This  Agreement  shall be deemed in effect when a
fully  executed  counterpart  thereof is received by the  Purchaser in the State of New York and shall be deemed to
have been made in State of New York.  The  Agreement  shall be construed in  accordance  with the laws of the State
of New York and the  obligations,  rights and remedies of the parties  hereunder  shall be determined in accordance
with the laws of the State of New York, except to the extent preempted by Federal Law.

         Each of the Seller and the Purchaser hereby knowingly,  voluntarily and  intentionally  waives any and all
rights it may have to a trial by jury in  respect  of any  litigation  based on, or arising  out of,  under,  or in
connection with, this Agreement,  or any other documents and instruments  executed in connection  herewith,  or any
course of  conduct,  course of  dealing,  statements  (whether  oral or  written),  or actions of the Seller or the
Purchaser.  This provision is a material inducement for the Purchaser to enter into this Agreement.

         SECTION 18.        Further  Agreements.  The  Purchaser  and the Seller  each agree to execute and deliver
to the  other  such  additional  documents,  instruments  or  agreements  as may be  necessary  or  appropriate  to
effectuate the purposes of this Agreement.

         Without  limiting  the  generality  of the  foregoing,  the Seller  shall  reasonably  cooperate  with the
Purchaser in connection with the initial resales of the Mortgage Loans by the Purchaser.  In that  connection,  the
Seller shall provide to the Purchaser:  (i) any and all information  and  appropriate  verification of information,
whether through letters of its auditors and counsel or otherwise,  as the Purchaser shall reasonably  request,  and
(ii) such  additional  representations,  warranties,  covenants,  opinions of counsel,  letters  from  auditors and
certificates of public  officials or officers of the Seller as are reasonably  believed  necessary by the Purchaser
in connection  with such  resales.  The  requirement  of the Seller  pursuant to (ii) above shall  terminate on the
related Closing Date,  except as provided  pursuant to Article IX of the Master  Seller's  Warranties and Servicing
Agreement.  Prior to incurring any out-of-pocket  expenses pursuant to this paragraph,  the Seller shall notify the
Purchaser in writing of the estimated  amount of such expense.  The  Purchaser  shall  reimburse the Seller for any
such expense following its receipt of appropriate details thereof.

         SECTION 19.        Intention of the  Parties.  It is the  intention  of the parties that the  Purchaser is
purchasing,  and the Seller is selling,  an undivided 100% ownership  interest in the Mortgage Loans and not a debt
instrument  of the  Seller  or  another  security.  Accordingly,  the  parties  hereto  each  intend  to treat  the
transaction  for  Federal  income tax  purposes as a sale by the Seller,  and a purchase by the  Purchaser,  of the
Mortgage  Loans.  The  Purchaser  shall have the right to review the Mortgage  Loans and the related  Mortgage Loan
Files to  determine  the  characteristics  of the  Mortgage  Loans  which  shall  affect  the  Federal  income  tax
consequences of owning the Mortgage Loans and the Seller shall  cooperate with all reasonable  requests made by the
Purchaser in the course of such review.

         SECTION 20.        Successors and Assigns;  Assignment of Purchase  Agreement.  This Agreement  shall bind
and inure to the benefit of and be enforceable  by the Seller and the Purchaser and the  respective  successors and
assigns of the Seller and the  Purchaser.  This Agreement  shall not be assigned,  pledged or  hypothecated  by the
Seller to a third party without the consent of the Purchaser.

         SECTION  21.  Waivers;  Other  Agreements.  No term  or  provision  of this  Agreement  may be  waived  or
modified  unless such waiver or  modification  is in writing  and signed by the party  against  whom such waiver or
modification is sought to be enforced.

         SECTION 22.  Exhibits.  The  exhibits to this  Agreement  are hereby  incorporated  and made a part hereof
and are an integral part of this Agreement.

         SECTION  23.  General  Interpretive  Principles.  For  purposes  of this  Agreement,  except as  otherwise
expressly provided or unless the context otherwise requires:

         a)       the terms  defined in this  Agreement  have the meanings  assigned to them in this  Agreement and
         include the plural as well as the  singular,  and the use of any gender  herein shall be deemed to include
         the other gender;

         b)       accounting  terms not otherwise  defined herein have the meanings  assigned to them in accordance
         with generally accepted accounting principles;

         c)       references   herein  to   "Articles",   "Sections",   "Subsections",   "Paragraphs",   and  other
         subdivisions  without  reference  to  a  document  are  to  designated  Articles,  Sections,  Subsections,
         Paragraphs and other subdivisions of this Agreement;

         d)       a reference  to a  Subsection  without  further  reference  to a Section is a  reference  to such
         Subsection  as  contained  in the same Section in which the  reference  appears,  and this rule shall also
         apply to Paragraphs and other subdivisions;

         e)       the words  "herein",  "hereof",  "hereunder"  and other  words of  similar  import  refer to this
         Agreement as a whole and not to any particular provision; and

         f)       the term "include" or "including" shall mean without limitation by reason of enumeration.

         SECTION 24.  Reproduction  of Documents.  This Agreement and all documents  relating  thereto,  including,
without  limitation,  (a)  consents,  waivers and  modifications  which may  hereafter be executed,  (b)  documents
received by any party at the closing, and (c) financial statements,  certificates and other information  previously
or hereafter  furnished,  may be reproduced by any  photographic,  photostatic,  microfilm,  micro-card,  miniature
photographic  or other  similar  process.  The parties  agree that any such  reproduction  shall be  admissible  in
evidence as the original  itself in any judicial or  administrative  proceeding,  whether or not the original is in
existence  and whether or not such  reproduction  was made by a party in the regular  course of business,  and that
any enlargement, facsimile or further reproduction of such reproduction shall likewise be admissible in evidence.
                                                [Signatures Follow]



         IN WITNESS  WHEREOF,  the Seller and the  Purchaser  have caused their names to be signed  hereto by their
respective officers thereunto duly authorized as of the date first above written.

                                                              EMC MORTGAGE CORPORATION
                                                              (Purchaser)

                                                              By:______________________
                                                              Name:____________________
                                                              Title:___________________

                                                              WELLS FARGO BANK, N.A.
                                                              (Seller)

                                                              By:______________________
                                                              Name:____________________
                                                              Title:___________________




                                                     EXHIBIT 1



                                            FORM OF OPINION OF COUNSEL


Re:      Mortgage Loan Sale by Wells Fargo Bank, N.A. (the "Company") to EMC Mortgage Corporation (the
"Purchaser") of first lien mortgage loans (the "Mortgage Loans") pursuant to that certain Amended and Restated
Master Seller's Warranties and Servicing Agreement and Amended and Restated Master Mortgage Loan Purchase
Agreement by and between the Company and the Purchaser, dated as of November 1, 2005.

Dear Sir/Madam:

I am  [_______]  of Wells Fargo Bank,  N.A. and have acted as counsel to Wells Fargo Bank,  N.A.  (the  "Company"),
with  respect to certain  matters in  connection  with the sale by the Company of Mortgage  Loans  pursuant to that
certain  Amended and Restated Master  Seller's  Warranties and Servicing  Agreement and Amended and Restated Master
Mortgage Loan Purchase Agreement by and between the Company and EMC Mortgage  Corporation (the "Purchaser"),  dated
as of November 1, 2005, (the  "Agreements"),  which sale is in the form of whole Mortgage Loans.  Capitalized terms
not otherwise  defined herein have the meanings set forth in the Amended and Restated  Master  Seller's  Warranties
and Servicing Agreement.

I have examined the following documents:

1.       the Amended and Restated Master Seller's Warranties and Servicing Agreement;

2.       the Amended and Restated Master Mortgage Loan Purchase Agreement;

3.       the Custodial Agreement;

4.       the form of endorsement of the Mortgage Notes; and

5.       such other  documents,  records and papers as I have  deemed  necessary  and  relevant as a basis for this
         opinion.

To the extent I have deemed  necessary and proper,  I have relied upon the  representations  and  warranties of the
Company  contained  in the  Agreements.  I have  assumed  the  authenticity  of all  documents  submitted  to me as
originals,  the  genuineness of all  signatures,  the legal  capacity of natural  persons and the conformity to the
originals of all documents.

Based upon the foregoing, it is my opinion that;

1.       The Company is a national  banking  association  duly  organized,  validly  existing and in good  standing
         under the laws of the United States.

2.       The Company has the power to engage in the  transactions  contemplated  by the  Agreements,  the Custodial
         Agreement and all requisite  power,  authority and legal right to execute and deliver the Agreements,  the
         Custodial  Agreement and the Mortgage  Loans,  and to perform and observe the terms and conditions of such
         instruments.

3.       Each  person  who, as an officer or  attorney-in-fact  of the  Company,  signed (a) the  Agreements,  each
         dated as of November 1, 2005,  by and between the Company and the  Purchaser,  and (b) any other  document
         delivered  prior hereto or on the date hereof in  connection  with the sale and  servicing of the Mortgage
         Loans in accordance  with the Agreements  was, at the respective  times of such signing and delivery,  and
         is,  as of the  date  hereof,  duly  elected  or  appointed,  qualified  and  acting  as such  officer  or
         attorney-in-fact,  and the  signatures  of such persons  appearing  on such  documents  are their  genuine
         signatures.

4.       Each of the  Agreements,  the  Custodial  Agreement,  and the Mortgage  Loans,  has been duly  authorized,
         executed  and  delivered  by the  Company  and is a legal,  valid and  binding  agreement  enforceable  in
         accordance with its terms,  subject to the effect of insolvency,  liquidation,  convervatorship  and other
         similar laws  administered  by the Federal  Deposit  Insurance  Corporation  affecting the  enforcement of
         contract  obligations of insured banks and subject to the  application  of the rules of equity,  including
         those respecting the availability of specific  performance,  none of which will materially  interfere with
         the  realization of the benefits  provided  thereunder or with the  Purchaser's  ownership of the Mortgage
         Loans.

5.       The Company has been duly  authorized  to allow any of its  officers to execute any and all  documents  by
         original  signature  in  order  to  complete  the  transactions  contemplated  by the  Agreements  and the
         Custodial  Agreement,  and by original or facsimile  signature in order to execute the endorsements to the
         Mortgage  Notes and the  assignments  of the  Mortgages,  and the original or  facsimile  signature of the
         officer at the Company  executing  the  endorsements  to the  Mortgage  Notes and the  assignments  of the
         Mortgages represents the legal and valid signature of said officer of the Company.

6.       Either (i) no consent,  approval,  authorization  or order of any court or governmental  agency or body is
         required for the execution,  delivery and  performance by the Company of or compliance by the Company with
         the  Agreements,  the  Custodial  Agreement  or the  sale  and  delivery  of  the  Mortgage  Loans  or the
         consummation of the  transactions  contemplated by the Agreements,  and the Custodial  Agreement;  or (ii)
         any required consent, approval, authorization or order has been obtained by the Company.

7.       Neither the  consummation  of the  transactions  contemplated  by, nor the fulfillment of the terms of the
         Agreements  and the  Custodial  Agreement,  will conflict with or results in or will result in a breach of
         or  constitutes  or will  constitute a default  under the charter or by-laws of the Company,  the terms of
         any  indenture or other  agreement or  instrument  to which the Company is a party or by which it is bound
         or to which it is subject,  or violates  any statute or order,  rule,  regulations,  writ,  injunction  or
         decree of any court,  governmental  authority  or  regulatory  body to which the  Company is subject or by
         which it is bound.

8.       There  is no  action,  suit,  proceeding  or  investigation  pending  or,  to the  best  of my  knowledge,
         threatened against the Company which, in my opinion,  either in any one instance or in the aggregate,  may
         result in any material  adverse change in the business,  operations,  financial  condition,  properties or
         assets of the  Company or in any  material  impairment  of the right or ability of the Company to carry on
         its business  substantially  as now  conducted or in any material  liability on the part of the Company or
         which would draw into  question the validity of the  Agreements,  and the Custodial  Agreement,  or of any
         action taken or to be taken in connection with the transactions  contemplated  thereby,  or which would be
         likely to impair  materially  the ability of the Company to perform under the terms of the  Agreements and
         the Custodial Agreement.

9.       For purposes of the foregoing,  I have not regarded any legal or governmental  actions,  investigations or
         proceedings to be "threatened"  unless the potential litigant or governmental  authority has manifested to
         the legal  department of the Company or an employee of the Company  responsible for the receipt of process
         a present intention to initiate such proceedings;  nor have I regarded any legal or governmental  actions,
         investigations  or  proceedings as including  those that are conducted by state or federal  authorities in
         connection with their routine  regulatory  activities.  The sale of each Mortgage Note and Mortgage as and
         in the manner  contemplated  by the  Agreements  is  sufficient  fully to  transfer  all right,  title and
         interest  of the  Company  thereto as  noteholder  and  mortgagee,  apart  from the rights to service  the
         Mortgage Loans pursuant to the Agreements.

10.      The form of  endorsement  that is to be used with  respect  to the  Mortgage  Loans is  legally  valid and
         sufficient to duly endorse the Mortgage  Notes to the Purchaser.  Upon the  completion of the  endorsement
         of the Mortgage Notes and the completion of the assignments of the Mortgages,  and the recording  thereof,
         the endorsement of the Mortgage Notes,  the delivery to the Custodian of the completed  assignments of the
         Mortgages,  and the delivery of the original  endorsed Mortgage Notes to the Custodian would be sufficient
         to permit the entity to which such Mortgage Note is initially endorsed at the Purchaser's  direction,  and
         to whom such assignment of Mortgages is initially assigned at the Purchaser's  direction,  to avail itself
         of all protection  available  under  applicable law against the claims of any present or future  creditors
         of the  Company,  and would be  sufficient  to prevent any other  sale,  transfer,  assignment,  pledge or
         hypothecation of the Mortgages and the Mortgage Notes by the Company from being enforceable.

This  opinion is given to you for your sole  benefit,  and no other  person or entity is  entitled  to rely  hereon
except that the purchaser or purchasers to which you initially and directly  resell the Mortgage  Loans may rely on
this opinion as if it were addressed to them as of its date.

Sincerely,









                                                                                                                     Exhibit I-1
                                                         RECOGNITION AGREEMENT

         This is a Recognition  Agreement (this  "Recognition  Agreement")  made as of June 1, 2006,  between EMC Mortgage  Corporation
("EMC") and Bank of America, National Association (the "Company").

         WHEREAS,  EMC acquired the mortgage loans identified on Attachment 1 hereto (the "Mortgage  Loans") through the exercise of an
optional  redemption  right held by EMC in  connection  with the Bear Stearns ARM Trust  2001-2,  Mortgage  Pass-Through  Certificates,
Series 2001-2; and

         WHEREAS,  the Company is currently  servicing the Mortgage  Loans in accordance  with the terms and conditions of that certain
Amended and  Restated  Flow  Mortgage  Loan Sale and  Servicing  Agreement,  dated April 1, 2005,  as  modified  by the  Regulation  AB
Compliance  Addendum to Amended and Restated Flow Mortgage Loan Sale and Servicing  Agreement (the "Reg AB  Addendum"),  dated December
21, 2005, each by and between the Company and EMC (as modified by the Reg AB Addendum, the "Servicing Agreement").

         In consideration of the mutual promises and agreements  contained herein, and for other good and valuable  consideration,  the
receipt and  sufficiency  of which are hereby  acknowledged,  the parties  hereto agree that the Mortgage Loans shall be subject to the
terms of this  Recognition  Agreement.  Any capitalized  term used and not otherwise  defined herein shall have the meaning assigned to
such term in the Servicing Agreement.

Recognition of EMC


         From and after the date hereof,  the Company shall  recognize EMC as owner of the Mortgage Loans and will service the Mortgage
Loans for EMC  pursuant to the terms of the  Servicing  Agreement  (as modified  herein),  as if EMC and the Company had entered into a
separate servicing agreement for the servicing of the Mortgage Loans in the form of the Servicing  Agreement (as modified herein),  the
terms of which are incorporated herein by reference.

Assignment of Mortgage Loans and Recognition Agreement to Trustee


         The Company hereby  acknowledges  that EMC will assign certain of the Mortgage Loans and the Servicing  Agreement to Citibank,
N.A., as trustee for the holders of Bear Stearns Alt-A Trust, Mortgage  Pass-Through  Certificates,  Series 2006-4 (the "Trustee"),  on
June 30,  2006  pursuant  to that  certain  Assignment,  Assumption  and  Recognition  Agreement,  dated as of June 30,  2006 (the "AAR
Agreement")  among EMC, the Trustee and the Company.  The Company  hereby  acknowledges  and consents to the  assignment  by EMC to the
Trustee of all of EMC's rights against the Company  pursuant to this  Recognition  Agreement and to the  enforcement or exercise of any
right or remedy against the Company  pursuant to this  Recognition  Agreement by the Trustee.  Such enforcement of a right or remedy by
the  Trustee  shall  have the same  force and  effect as if the  right or  remedy  had been  enforced  or  exercised  by EMC  directly.
Notwithstanding  anything in this  Recognition  Agreement to the contrary,  the Company  acknowledges and agrees that its obligation to
service the Mortgage Loans affected by this Recognition  Agreement is not conditional upon EMC's subsequent  assignment of the Mortgage
Loans to the Trustee.


Representations, Warranties and Covenants


         1.       EMC warrants and represents to the Company as of the date hereof:

                  a.       EMC is a  corporation  duly  organized,  validly  existing  and in  good  standing  under  the  laws  of the
                           jurisdiction  of its  formation  and has full power and  authority  to  execute,  deliver  and  perform  its
                           obligations  under this Recognition  Agreement,  and to consummate the  transactions  set forth herein.  The
                           consummation of the  transactions  contemplated by this  Recognition  Agreement is in the ordinary course of
                           EMC's  business  and will not  conflict  with,  or result in a breach of, any of the  terms,  conditions  or
                           provisions of EMC's charter or by-laws or any legal restriction,  or any material agreement or instrument to
                           which EMC is now a party or by which it is bound,  or result in the violation of any law, rule,  regulation,
                           order,  judgment or decree to which EMC or its property is subject. The execution,  delivery and performance
                           by EMC of this Recognition  Agreement and the consummation by it of the  transactions  contemplated  hereby,
                           have been duly authorized by all necessary  action on the part of EMC. This  Recognition  Agreement has been
                           duly executed and delivered by EMC and, upon the due  authorization,  execution and delivery by the Company,
                           will constitute the valid and legally binding  obligation of EMC enforceable  against EMC in accordance with
                           its terms except as enforceability may be limited by bankruptcy,  reorganization,  insolvency, moratorium or
                           other  similar laws now or hereafter  in effect  relating to  creditors'  rights  generally,  and by general
                           principles  of equity  regardless  of whether  enforceability  is considered in a proceeding in equity or at
                           law; and

                  b.       No material consent,  approval, order or authorization of, or declaration,  filing or registration with, any
                           governmental entity is required to be obtained or made by EMC in connection with the execution,  delivery or
                           performance  by  EMC  of  this  Recognition  Agreement,  or  the  consummation  by  it of  the  transactions
                           contemplated hereby.

         2.       The Company warrants and represents to, and covenants with, EMC as of the date hereof:

                  a.       Attached hereto as Attachment 2 is a true and accurate copy of the Servicing Agreement;

                  b.       The Company is duly organized,  validly  existing and in good standing under the laws of the jurisdiction of
                           its  organization,  and has all requisite power and authority to service the Mortgage Loans and otherwise to
                           perform its obligations under the Servicing Agreement and this Recognition Agreement;

                  c.       The Company has full corporate  power and authority to execute,  deliver and perform its  obligations  under
                           this Recognition  Agreement,  and to consummate the  transactions set forth herein.  The consummation of the
                           transactions  contemplated by this Recognition Agreement is in the ordinary course of the Company's business
                           and will not conflict  with,  or result in a breach of, any of the terms,  conditions  or  provisions of the
                           Company's  articles  of  association  or by-laws or any legal  restriction,  or any  material  agreement  or
                           instrument  to which the Company is now a party or by which it is bound,  or result in the  violation of any
                           law,  rule,  regulation,  order,  judgment  or decree to which the Company or its  property is subject.  The
                           execution,  delivery and performance by the Company of this Recognition Agreement and the consummation by it
                           of the transactions  contemplated hereby, have been duly authorized by all necessary corporate action on the
                           part of the Company.  This Recognition  Agreement has been duly executed and delivered by the Company,  and,
                           upon the due  authorization,  execution and delivery by EMC, will  constitute the valid and legally  binding
                           obligation  of the  Company,  enforceable  against  the  Company  in  accordance  with its  terms  except as
                           enforceability may be limited by bankruptcy,  reorganization,  insolvency,  moratorium or other similar laws
                           now or hereafter in effect  relating to creditors'  rights  generally,  and by general  principles of equity
                           regardless of whether enforceability is considered in a proceeding in equity or at law; and

                  d.       No  consent,  approval,  order or  authorization  of, or  declaration,  filing  or  registration  with,  any
                           governmental  entity is required to be obtained  or made by the Company in  connection  with the  execution,
                           delivery or performance  by the Company of this  Recognition  Agreement,  or the  consummation  by it of the
                           transactions contemplated hereby.

         3.       The Company and  Assignor  hereby  amend the  Servicing  Agreement,  solely to the extent it relates to the  Mortgage
Loans, as follows:

         The following definitions are added to Section 1 of the Servicing Agreement:

                  Assignee:  Citibank,  N.A.,  as  trustee  for  the  holders  of  Bear  Stearns  ALT-A  Trust  2006-4,  Mortgage
         Pass-Through Certificates, Series 2006-4.

                  REMIC: A "real estate mortgage investment conduit" as defined in Section 860D of the Code.

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

                  Eligible  Account:  Any of (i) an account or accounts  maintained with a federal or state chartered  depository
         institution or trust company,  the long-term  unsecured debt  obligations and short-term  unsecured debt  obligations of
         which (or, in the case of a depository  institution  or trust  company  that is the  principal  subsidiary  of a holding
         company,  the debt  obligations  of such holding  company,  so long as Moody's is not a Rating Agency) are rated by each
         Rating Agency in one of its two highest  long-term and its highest  short-term rating  categories  respectively,  at the
         time any  amounts are held on deposit  therein,  or (ii) an account or accounts  in a  depository  institution  or trust
         company in which  such  accounts  are  insured by the FDIC (to the  limits  established  by the FDIC) and the  uninsured
         deposits in which  accounts  are  otherwise  secured such that,  as evidenced by an Opinion of Counsel  delivered to the
         Trustee and to each Rating Agency,  the  Certificateholders  have a claim with respect to the funds in such account or a
         perfected first priority  security  interest  against any collateral  (which shall be limited to Permitted  Investments)
         securing such funds that is superior to claims of any other  depositors or creditors of the  depository  institution  or
         trust company in which such account is maintained,  or (iii) a trust account or accounts  maintained  with the corporate
         trust department of a federal or state chartered  depository  institution or trust company having capital and surplus of
         not less  than  $50,000,000,  acting in its  fiduciary  capacity  or (iv) any other  account  acceptable  to the  Rating
         Agencies.  Eligible Accounts may bear interest, and may include, if otherwise qualified under this definition,  accounts
         maintained with the Trustee.

                  Master  Servicer:  Wells  Fargo  Bank,  National  Association,  or its  successors  in  interest  who  meet the
         qualifications of the Pooling and Servicing Agreement and this Agreement.

                  Pooling and  Servicing  Agreement:  That certain  pooling and  servicing  agreement,  dated as of June 1, 2006,
         among Structured Asset Mortgage Investments II Inc., the Trustee, the Master Servicer and the Purchaser.

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

                  Trustee:  Citibank,  N.A., or its successor in interest,  or any successor trustee appointed as provided in the
         Pooling and Servicing Agreement.

         The  definition  of Business Day in Section 1 of the  Servicing  Agreement  is deleted in its  entirety and replaced  with the
following definition:

                  Business  Day:  Any day other than a  Saturday  or  Sunday,  or a day on which  banking  and  savings  and loan
         institutions in the States of New York, California,  Virginia,  Maryland or Minnesota are authorized or obligated by law
         or executive order to be closed.

         The following is added as Subsection 7.01(fff) of the Servicing Agreement:

                  (fff)    With respect to each Mortgage Loan,  information  regarding the borrower  credit files related to such
         Mortgage Loan has been furnished to credit  reporting  agencies in compliance with the Fair Credit Reporting Act and the
         applicable implementing regulations.

         The following are added as the last three paragraphs of Subsection 11.01 of the Servicing Agreement:

                  "Notwithstanding  anything  in  this  Agreement  to the  contrary,  the  Servicer  (a)  shall  not  permit  any
         modification  with respect to any Mortgage  Loan that would change the Mortgage  Interest Rate and (b) shall not (unless
         the  Mortgagor  is in default with  respect to the  Mortgage  Loan or such default is, in the judgment of the  Servicer,
         reasonably  foreseeable)  make or permit any  modification,  waiver or amendment  of any term of any Mortgage  Loan that
         would both (i) effect an exchange or  reissuance  of such  Mortgage  Loan under  Section  1001 of the Code (or  Treasury
         regulations  promulgated  thereunder)  and (ii)  cause any  REMIC to fail to  qualify  as a REMIC  under the Code or the
         imposition  of any tax on  "prohibited  transactions"  or  "contributions"  after  the  startup  date  under  the  REMIC
         Provisions.

                  Prior to taking any action with  respect to the  Mortgage  Loans which is not  contemplated  under the terms of
         this  Agreement,  the Servicer will obtain an Opinion of Counsel  acceptable to the Trustee with respect to whether such
         action  could  result in the  imposition  of a tax upon any REMIC  (including  but not limited to the tax on  prohibited
         transactions as defined in Section  860F(a)(2) of the Code and the tax on  contributions to a REMIC set forth in Section
         860G(d) of the Code) (either such event,  an "Adverse REMIC Event"),  and the Servicer shall not take any such action or
         cause the Trust Fund to take any such action as to which it has been advised that an Adverse REMIC Event could occur.

                  The  Servicer  shall not permit the  creation of any  "interests"  (within  the meaning of Section  860G of the
         Code) in any REMIC.  The  Servicer  shall not enter into any  arrangement  by which a REMIC will  receive a fee or other
         compensation  for  services  nor permit a REMIC to receive any income from assets other than  "qualified  mortgages"  as
         defined in Section 860G(a)(3) of the Code or "permitted investments" as defined in Section 860G(a)(5) of the Code."

         The following is added as the last sentence of the first paragraph of Subsection 11.01 of the Servicing Agreement:

                  "In addition,  the Servicer  shall  furnish  information  regarding  the borrower  credit files related to each
         Mortgage Loan to credit  reporting  agencies in compliance with the provisions of the Fair Credit  Reporting Act and the
         applicable implementing regulations, on a monthly basis."

         The following is added to the end of the first paragraph of Subsection 11.04 of the Servicing Agreement:

                  "Each Custodial Account shall be an Eligible Account."

         The following is added to the end of the first paragraph of Subsection 11.06 of the Servicing Agreement:

                  "Each Escrow Account shall be an Eligible Account."

         The following is added as paragraph (d) of Subsection 11.13 of the Servicing Agreement:

                  "Any REO Property  shall be disposed of by the Servicer  before the close of the third  taxable year  following
         the taxable year in which the Mortgage  Loan became an REO  Property,  unless the Servicer is otherwise  directed by the
         Assignee."

                  The word "or" at the end of paragraph  (f) of  Subsection  13.01 is deleted and the word "or" is added  following the
semi-colon contained at the end of paragraph (g) of Subsection 13.01.

         The following is added as the second paragraph of Subsection 11.14 of the Servicing Agreement:

                  "The  Servicer  shall  not  waive  (or  permit a  subservicer  to  waive)  any  Prepayment  Penalty  unless:  (i) the
         enforceability  thereof shall have been limited by bankruptcy,  insolvency,  moratorium,  receivership  and other similar laws
         relating to creditors' rights generally,  (ii) the enforcement  thereof is illegal,  or any local, state or federal agency has
         threatened  legal action if the  prepayment  penalty is enforced,  (iii) the mortgage debt has been  accelerated in connection
         with a foreclosure or other  involuntary  payment or (iv) such waiver is standard and customary in servicing  similar Mortgage
         Loans and relates to a default or a reasonably  foreseeable  default and would,  in the  reasonable  judgment of the Servicer,
         maximize  recovery of total proceeds taking into account the value of such Prepayment  Penalty and the related  Mortgage Loan.
         In no event will the Servicer  waive a Prepayment  Penalty in  connection  with a  refinancing  of a Mortgage Loan that is not
         related  to a  default  or a  reasonably  foreseeable  default.  If a  Prepayment  Penalty  is  waived,  but does not meet the
         standards  described above,  then the Servicer is required to pay the amount of such waived  Prepayment  Penalty by depositing
         such amount into the Custodial Account by the immediately succeeding Remittance Date."

         The phrase "in a form  acceptable for filing with the  Securities and Exchange  Commission as an exhibit to a Form 10-K" shall
         be added  following  the phrase "an  Officer's  Certificate"  in  Subsection  11.20(a) of the Mortgage Loan Sale and Servicing
         Agreement.

         The phrase "in a form  acceptable for filing with the  Securities and Exchange  Commission as an exhibit to a Form 10-K" shall
         be added following the phrase "to furnish a statement" in Subsection 11.21 of the Mortgage Loan Sale and Servicing Agreement.

         The following is added as paragraph (h) of Subsection 13.01 of the Servicing Agreement:

                  "(h)     failure by the  Servicer to duly perform  within the  required  time  period,  its  obligations  under
         Subsections  11.20,  11.21 and Section 2.05 of the Reg AB Addendum,  which failure continues  unremedied for a period of
         ten (10) days after the date on which  written  notice of such failure,  requiring  the same to be remedied,  shall have
         been given to the Servicer by any party to this Agreement or by any Master  Servicer  responsible  for master  servicing
         the Mortgage Loans pursuant to a securitization of such Mortgage Loans;"

                  The following is added as Section 32 of the Servicing Agreement:

                  SECTION 32.  Third Party Beneficiary.

                  For purposes of this  Agreement,  any Master  Servicer  shall be considered a third party  beneficiary  to this
         Agreement  entitled to all the rights and benefits  accruing to any Master  Servicer herein as if it were a direct party
         to this Agreement.

Miscellaneous


         4.       Notwithstanding  anything to the contrary contained herein or in the Servicing  Agreement,  the Company  acknowledges
that the Mortgage  Loans may be part of a REMIC and hereby agrees that in no event will it service the Mortgage  Loans in a manner that
would (i) cause any REMIC to fail to qualify as a REMIC or (ii) result in the  imposition  of a tax upon any REMIC  (including  but not
limited to the tax on prohibited  transactions  as defined in Section  860F(a)(2) of the Code and the tax on  contributions  to a REMIC
set forth in Section  860G(d) of the Code).  It is the  intention  of EMC and the  Company  that this  Recognition  Agreement  shall be
binding upon and for the benefit of the respective successors and assigns of the parties hereto.

         5.       All demands,  notices and  communications  related to the Mortgage Loans and this  Recognition  Agreement shall be in
writing and shall be deemed to have been duly given if personally delivered or mailed by registered mail, postage prepaid, as follows:

                  a.       In the case of the Company,
                           Bank of America, National Association
                           201 North Tryon Street
                           Charlotte, North Carolina 28255
                           Attention: Secondary Marketing Manager

                  b.       In the case of EMC,
                           EMC Mortgage Corporation
                           2780 Lake Vista Drive
                           Lewisville, Texas 75067
                           Attention: Conduit Seller Approval Dept.
                           Facsimile: (214) 626-3751
                           Email: sellerapproval@bear.com


                  Each party will pay any commissions it has incurred and the reasonable fees of its attorneys in connection with the
                  negotiations for, documenting of and closing of the transactions contemplated by this Recognition Agreement.

         6.       This  Recognition  Agreement shall be construed in accordance with the laws of the State of New York,  without regard
to conflicts of law principles,  and the  obligations,  rights and remedies of the parties  hereunder shall be determined in accordance
with such laws.

         7.       No term or provision of this  Recognition  Agreement may be waived or modified  unless such waiver or modification is
in writing and signed by the party against whom such waiver or modification is sought to be enforced.

         8.       This  Recognition  Agreement  shall inure to the benefit of the  successors  and assigns of the parties  hereto.  Any
entity into which the Company or EMC may be merged or consolidated  shall,  without the requirement for any further writing,  be deemed
the Company or EMC, respectively, hereunder.

         9.       This  Recognition  Agreement  shall survive the conveyances of the Mortgage Loans and the assignment of the Servicing
Agreement and this  Recognition  Agreement and the Mortgage Loans by EMC to the Trustee as contemplated in this  Recognition  Agreement
and the AAR Agreement.

         10.      This Recognition  Agreement may be executed  simultaneously in any number of counterparts.  Each counterpart shall be
deemed to be an original and all such counterparts shall constitute one and the same instrument.

         11.      In the event  that any  provision  of this  Recognition  Agreement  conflicts  with any  provision  of the  Servicing
Agreement with respect to the Mortgage Loans, the terms of this Recognition Agreement shall control.




         IN WITNESS WHEREOF, the parties hereto have executed this Recognition Agreement as of the day and year first above written.

                                                     EMC MORTGAGE CORPORATION


                                                     By:__________________________________________________
                                                     Name:________________________________________________
                                                     Title:_______________________________________________



                                                     BANK OF AMERICA, NATIONAL ASSOCIATION


                                                     By:__________________________________________________
                                                     Name:________________________________________________
                                                     Title:_______________________________________________



                                                             ATTACHMENT 1

                                                            MORTGAGE LOANS



                                                             ATTACHMENT 2

                                                          SERVICING AGREEMENT







                                                                                                                    Exhibit I-2
                                                         RECOGNITION AGREEMENT

         This is a Recognition  Agreement (this  "Recognition  Agreement")  made as of June 1, 2006,  between EMC Mortgage  Corporation
("EMC") and Chevy Chase Bank, F.S.B. (the "Company").

         WHEREAS,  the Company  sold the mortgage  loans  identified  on  Attachment 1 hereto (the  "Mortgage  Loans"),  on a servicing
retained basis, to EMC pursuant to that certain Purchase,  Warranties and Servicing Agreement,  dated as of July 1, 2001, as amended by
Amendment  No. 1, dated as of January 13, 2003,  and Amendment  No. 2, dated as of January 31, 2006 (as amended,  the "PWS  Agreement")
among the Company and EMC;

         WHEREAS,  EMC  transferred  the  Mortgage  Loans to the Bear Stearns ARM Trust,  Mortgage  Pass-Through  Certificates,  Series
2002-10 in connection with a securitization (the "Underlying Transaction"); and

         WHEREAS,  EMC  reacquired  the 2002-10  Mortgage  Loans  through the exercise of an optional  redemption  right held by EMC in
connection with the Underlying Transaction.

         In consideration of the mutual promises and agreements  contained herein, and for other good and valuable  consideration,  the
receipt and  sufficiency  of which are hereby  acknowledged,  the parties  hereto agree that the Mortgage Loans shall be subject to the
terms of this  Recognition  Agreement.  Any capitalized  term used and not otherwise  defined herein shall have the meaning assigned to
such term in the PWS Agreement.

Recognition of EMC

         1.       From and after the date hereof,  the Company shall  recognize EMC as owner of the Mortgage Loans and will service the
Mortgage  Loans for EMC pursuant to the terms of the PWS  Agreement  (as modified  herein) as if EMC and the Company had entered into a
separate servicing  agreement for the servicing of the Mortgage Loans in the form of the PWS Agreement (as modified herein),  the terms
of which are incorporated herein by reference.

Assignment of Mortgage Loans and Recognition Agreement to Trustee

         2.       The  Company  hereby  acknowledges  that EMC will  assign  certain of the  Mortgage  Loans and the PWS  Agreement  to
Citibank,  N.A. as trustee for the  holders of Bear  Stearns  Alt-A  Trust,  Mortgage  Pass-Through  Certificates,  Series  2006-4 (the
"Trustee"),  on June 30, 2006 pursuant to that certain  Assignment,  Assumption and Recognition  Agreement,  dated as of June 30,, 2006
(the "AAR  Agreement")  among EMC, the Trustee and the Company.  The Company hereby  acknowledges and consents to the assignment by EMC
to the Trustee of all of EMC's rights against the Company  pursuant to this  Recognition  Agreement and to the  enforcement or exercise
of any right or remedy  against the Company  pursuant  to this  Recognition  Agreement  by the  Trustee,  to the extent such rights and
remedies  pertain to such Mortgage Loans.  Such enforcement of a right or remedy by the Trustee shall have the same force and effect as
if the right or remedy had been enforced or exercised by EMC directly.  Notwithstanding  anything in this Recognition  Agreement to the
contrary,  the Company  acknowledges  and agrees  that its  obligation  to service  the  Mortgage  Loans  affected by this  Recognition
Agreement is not conditional upon EMC's subsequent assignment of the Mortgage Loans to the Trustee.

Representations, Warranties and Covenants


         3.       EMC warrants and represents to the Company as of the date hereof:

                  a.       EMC is a  corporation  duly  organized,  validly  existing  and in  good  standing  under  the  laws  of the
                           jurisdiction  of its  formation  and has full power and  authority  to  execute,  deliver  and  perform  its
                           obligations  under this Recognition  Agreement,  and to consummate the  transactions  set forth herein.  The
                           consummation of the  transactions  contemplated by this  Recognition  Agreement is in the ordinary course of
                           EMC's  business  and will not  conflict  with,  or result in a breach of, any of the  terms,  conditions  or
                           provisions of EMC's charter or by-laws or any legal restriction,  or any material agreement or instrument to
                           which EMC is now a party or by which it is bound,  or result in the violation of any law, rule,  regulation,
                           order,  judgment or decree to which EMC or its property is subject. The execution,  delivery and performance
                           by EMC of this Recognition  Agreement and the consummation by it of the  transactions  contemplated  hereby,
                           have been duly authorized by all necessary  action on the part of EMC. This  Recognition  Agreement has been
                           duly executed and delivered by EMC and, upon the due  authorization,  execution and delivery by the Company,
                           will constitute the valid and legally binding  obligation of EMC enforceable  against EMC in accordance with
                           its terms except as enforceability may be limited by bankruptcy,  reorganization,  insolvency, moratorium or
                           other  similar laws now or hereafter  in effect  relating to  creditors'  rights  generally,  and by general
                           principles  of equity  regardless  of whether  enforceability  is considered in a proceeding in equity or at
                           law; and

                  b.       No material consent,  approval, order or authorization of, or declaration,  filing or registration with, any
                           governmental entity is required to be obtained or made by EMC in connection with the execution,  delivery or
                           performance  by  EMC  of  this  Recognition  Agreement,  or  the  consummation  by  it of  the  transactions
                           contemplated hereby.

         4.       The Company warrants and represents to, and covenants with, EMC as of the date hereof:

                  a.       Attached hereto as Attachment 2 is a true and accurate copy of the PWS Agreement;

                  b.       The Company is duly organized,  validly  existing and in good standing under the laws of the jurisdiction of
                           its  organization,  and has all requisite power and authority to service the Mortgage Loans and otherwise to
                           perform its obligations under the PWS Agreement and this Recognition Agreement;

                  c.       The Company has full corporate  power and authority to execute,  deliver and perform its  obligations  under
                           this Recognition  Agreement,  and to consummate the  transactions set forth herein.  The consummation of the
                           transactions  contemplated by this Recognition Agreement is in the ordinary course of the Company's business
                           and will not conflict  with,  or result in a breach of, any of the terms,  conditions  or  provisions of the
                           Company's  articles  of  association  or by-laws or any legal  restriction,  or any  material  agreement  or
                           instrument  to which the Company is now a party or by which it is bound,  or result in the  violation of any
                           law,  rule,  regulation,  order,  judgment  or decree to which the Company or its  property is subject.  The
                           execution,  delivery and performance by the Company of this Recognition Agreement and the consummation by it
                           of the transactions  contemplated hereby, have been duly authorized by all necessary corporate action on the
                           part of the Company.  This Recognition  Agreement has been duly executed and delivered by the Company,  and,
                           upon the due  authorization,  execution and delivery by EMC, will  constitute the valid and legally  binding
                           obligation  of the  Company,  enforceable  against  the  Company  in  accordance  with its  terms  except as
                           enforceability may be limited by bankruptcy,  reorganization,  insolvency,  moratorium or other similar laws
                           now or hereafter in effect  relating to creditors'  rights  generally,  and by general  principles of equity
                           regardless of whether enforceability is considered in a proceeding in equity or at law; and

                  d.       No  consent,  approval,  order or  authorization  of, or  declaration,  filing  or  registration  with,  any
                           governmental  entity is required to be obtained  or made by the Company in  connection  with the  execution,
                           delivery or performance  by the Company of this  Recognition  Agreement,  or the  consummation  by it of the
                           transactions contemplated hereby.

Modification of the PWS Agreement


         5.       EMC and the Company hereby amend the PWS Agreement as follows:

         (a)      The following definitions shall be added to Article I of the PWS Agreement:

                  Assignee:  Citibank,  N.A.,  as trustee for the holders of Bear Stearns ALT-A Trust,  Mortgage  Pass-Through
         Certificates, Series 2006-4.

                  Master Servicer: Wells Fargo Bank, National Association or any successor thereto.

                  REMIC: A "real estate mortgage investment conduit" as defined in Section 860D of the Code.

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

                  SAMI II:  Structured Asset Mortgage Investments II Inc.

                  Securities Administrator: Wells Fargo Bank, National Association.

                  Trustee: Citibank, N.A.

         (b)      The definition of "Business Day" is deleted in its entirety and replaced with the following:

                  Business  Day: Any day other than:  (i) a Saturday or Sunday,  or (ii) a legal  holiday in the States of New
         York,  Maryland or  Minnesota,  or (iii) a day on which banks in the States of New York,  Maryland or  Minnesota  are
         authorized or obligated by law or executive order to be closed.

         (c)      The first sentence of Subsection (c) of the definition of "Eligible  Account" is deleted in its entirety and replaced
with the following:

                  "(c) in a separate  non-trust account (which is not fully insured by FDIC or other insurance) in an Eligible
         Institution."

         (d)      The following is added to the last sentence of the definition of "Eligible Institution":

                  ";  provided  that Chevy Chase Bank,  F.S.B.  shall  cease to be an Eligible  Institution  in the event that
         either its short-term or long-term debt rating is reduced below the rating in effect on June 1, 2006."

         (e)      The following are added as the last three paragraphs of Section 4.01 of the PWS Agreement:

                  "Notwithstanding  anything to the contrary  contained herein,  the Company shall not permit any modification
         with respect to any Mortgage Loan without permission  of the Master Servicer.

                  Notwithstanding  anything to the contrary  contained  herein,  any REO Property  shall be disposed of by the
         Company  before the close of the third  taxable year  following  the taxable year in which the related  Mortgage Loan
         became an REO Property,  or such shorter period directed by the Master Servicer as may be necessary under  applicable
         state law to maintain the REMIC under  applicable  state law and avoid taxes resulting from such REO property failing
         to be foreclosure property under applicable state law.

                  The Company  shall  comply with any written  instructions,  to the extent the Company is able to  reasonably
         comply,  received from the Master Servicer or the Assignor  pertaining to the servicing of the Mortgage Loans and the
         acquisition,  holding or  disposition  of any REO Property to ensure the continued  qualification  of each REMIC as a
         REMIC in accordance with the REMIC Provisions."

         (f)      Section  11.18 of the PWS  Agreement  is  hereby  amended  by  deleting  the  indemnification  provided  therein  and
substituting the following provisions in lieu thereof:

                   "Company  shall  indemnify and hold harmless the Assignor,  each  affiliate of the Assignor,  SAMI II, the Assignee,
         Bear, Stearns & Co. Inc. (the  "Underwriter") and each affiliate of the Underwriter,  each Person (including,  but not limited
         to, the Master  Servicer)  responsible  for the  preparation,  execution or filing of any report required to be filed with the
         Commission,  or for execution of a  certification  pursuant to Rule 13a-14(d) or Rule  15d-14(d)  under the Exchange Act, each
         Person  who  controls  the  Assignor,  SAMI II, the  Assignee  or the  Underwriter  (within  the  meaning of Section 15 of the
         Securities  Act and Section 20 of the Exchange Act); and the respective  present and former  directors,  officers,  employees,
         agents and affiliates of each of the foregoing (each, an "Indemnified  Party"),  and shall hold each of them harmless from and
         against any claims, losses,  damages,  penalties,  fines,  forfeitures,  legal fees and expenses and related costs, judgments,
         and any other costs, fees and expenses that any of them may sustain arising out of or based upon:

                   (i) (A) any untrue  statement of a material fact  contained or alleged to be contained in any  information,  report,
                        certification,  data,  accountants' letter or other material provided under Sections 6.04, 6.07, 11.18 or 11.19
                        of the PWS  Agreement by the Company or by another  third-party  at the  direction of the Company,  or provided
                        under  Sections  6.04,  6.07,  11.18 or 11.19 of the PWS Agreement by or at the  direction of any  Subservicer,
                        Subcontractor  or Third-Party  Originator  (collectively,  the "Company  Information"),  or (B) the omission or
                        alleged  omission  to state in the Company  Information  a material  fact  required to be stated in the Company
                        Information  or necessary in order to make the  statements  therein,  in the light of the  circumstances  under
                        which they were made, not  misleading;  provided,  by way of  clarification,  that clause (B) of this paragraph
                        shall  be  construed  solely  by  reference  to the  Company  Information  and  not to  any  other  information
                        communicated  in  connection  with a sale or  purchase  of  securities,  without  regard to whether the Company
                        Information or any portion thereof is presented together with or separately from such other information;
                   (ii) any breach by the Company of its  obligations  under  Sections  6.04,  6.07,  11.18 or 11.19 of PWS  Agreement,
                        including  particularly  any failure by the Company,  any  Subservicer,  any  Subcontractor  or any Third-Party
                        Originator to deliver any information,  report,  certification,  accountants' letter or other material when and
                        as required  under  Sections  6.04,  6.07,  11.18 or 11.19 of the PWS  Agreement,  including any failure by the
                        Company to identify any  Subcontractor  "participating  in the servicing  function"  within the meaning of Item
                        1122 of Regulation AB;
                   (iii) any breach by the Company of a  representation  or warranty set forth in Section 3.01 of the PWS  Agreement or
                        in a writing  furnished  pursuant to Section 3.01 of the PWS  Agreement and made as of a date prior to the date
                        hereof,  to the extent  that such  breach is not cured by the date  hereof,  or any breach by the  Company of a
                        representation or warranty in a writing  furnished  pursuant to Section 3.01 of the PWS Agreement to the extent
                        made as of a date subsequent to the date hereof; or
                   (iv) the  negligence,  bad faith or willful  misconduct  of the Company in  connection  with its  performance  under
                        Sections 6.04, 6.07, 11.18 or 11.19 of the PWS Agreement."

         (g)      Exhibit M of the PWS Agreement is deleted in its entirety and replaced with the following:

                                    SERVICING CRITERIA TO BE ADDRESSED IN ASSESSMENT OF COMPLIANCE
         The assessment of compliance to be delivered by the Company shall address,  at a minimum,  the criteria identified as below as
"Applicable Servicing Criteria":
--------------------------------------------------------------------------------------------- -----------------------
                                                                                               Applicable Servicing
                                     Servicing Criteria                                              Criteria
--------------------------------------------------------------------------------------------- -----------------------
      Reference                                       Criteria
----------------------- --------------------------------------------------------------------- -----------------------
                                          General Servicing Considerations
-----------------------                                                                       -----------------------
1122(d)(1)(i)           Policies and procedures  are  instituted to monitor any  performance            X
                        or other  triggers  and  events of default  in  accordance  with the
                        transaction agreements.
-----------------------                                                                       -----------------------
1122(d)(1)(ii)          If  any  material  servicing  activities  are  outsourced  to  third            X
                        parties,  policies  and  procedures  are  instituted  to monitor the
                        third  party's   performance  and  compliance  with  such  servicing
                        activities.
-----------------------                                                                       -----------------------
1122(d)(1)(iii)         Any  requirements  in  the  transaction  agreements  to  maintain  a
                        back-up servicer for the mortgage loans are maintained.
-----------------------                                                                       -----------------------
1122(d)(1)(iv)          A fidelity bond and errors and omissions  policy is in effect on the            X
                        party   participating  in  the  servicing  function  throughout  the
                        reporting  period  in  the  amount  of  coverage   required  by  and
                        otherwise  in   accordance   with  the  terms  of  the   transaction
                        agreements.
-----------------------                                                                       -----------------------
                                         Cash Collection and Administration
-----------------------                                                                       -----------------------
1122(d)(2)(i)           Payments  on  mortgage  loans  are  deposited  into the  appropriate            X
                        custodial  bank accounts and related bank clearing  accounts no more
                        than two business days  following  receipt,  or such other number of
                        days specified in the transaction agreements.
-----------------------                                                                       -----------------------
1122(d)(2)(ii)          Disbursements  made via wire  transfer on behalf of an obligor or to            X
                        an investor are made only by authorized personnel.
-----------------------                                                                       -----------------------
1122(d)(2)(iii)         Advances of funds or guarantees  regarding  collections,  cash flows            X
                        or  distributions,  and any  interest or other fees charged for such
                        advances,  are made,  reviewed  and  approved  as  specified  in the
                        transaction agreements.
-----------------------                                                                       -----------------------
                        The  related  accounts  for the  transaction,  such as cash  reserve
                        accounts    or    accounts     established     as    a    form    of
                        overcollateralization,   are  separately   maintained   (e.g.,  with            X
                        respect  to  commingling  of cash) as set  forth in the  transaction
1122(d)(2)(iv)          agreements.
-----------------------                                                                       -----------------------
1122(d)(2)(v)           Each  custodial   account  is  maintained  at  a  federally  insured            X
                        depository  institution as set forth in the transaction  agreements.
                        For  purposes  of  this  criterion,  "federally  insured  depository
                        institution" with respect to a foreign  financial  institution means
                        a foreign financial  institution that meets the requirements of Rule
                        13k-1(b)(1) of the Securities Exchange Act.
-----------------------                                                                       -----------------------
1122(d)(2)(vi)          Unissued  checks  are  safeguarded  so  as to  prevent  unauthorized            X
                        access.
-----------------------                                                                       -----------------------
1122(d)(2)(vii)          Reconciliations   are   prepared   on  a  monthly   basis  for  all            X
                        asset-backed  securities related bank accounts,  including custodial
                        accounts and related bank clearing accounts.  These  reconciliations
                        are (A)  mathematically  accurate;  (B) prepared  within 30 calendar
                        days after the bank  statement  cutoff date, or such other number of
                        days  specified  in the  transaction  agreements;  (C)  reviewed and
                        approved  by  someone   other  than  the  person  who  prepared  the
                        reconciliation;  and (D) contain explanations for reconciling items.
                        These  reconciling  items are  resolved  within 90 calendar  days of
                        their  original  identification,   or  such  other  number  of  days
                        specified in the transaction agreements.
-----------------------                                                                       -----------------------
                                         Investor Remittances and Reporting
-----------------------                                                                       -----------------------
1122(d)(3)(i)           Reports  to  investors,   including  those  to  be  filed  with  the            X
                        Commission,  are  maintained  in  accordance  with  the  transaction
                        agreements and  applicable  Commission  requirements.  Specifically,
                        such  reports (A) are prepared in  accordance  with  timeframes  and
                        other  terms set forth in the  transaction  agreements;  (B) provide
                        information  calculated  in accordance  with the terms  specified in
                        the  transaction  agreements;  (C) are filed with the  Commission as
                        required  by  its  rules  and   regulations;   and  (D)  agree  with
                        investors'  or  the  trustee's   records  as  to  the  total  unpaid
                        principal  balance  and number of  mortgage  loans  serviced  by the
                        Servicer.
-----------------------                                                                       -----------------------
1122(d)(3)(ii)          Amounts due to investors  are  allocated  and remitted in accordance            X
                        with timeframes,  distribution priority and other terms set forth in
                        the transaction agreements.
-----------------------                                                                       -----------------------
                        Disbursements  made to an investor  are posted  within two  business
                        days to the  Servicer's  investor  records,  or such other number of            X
1122(d)(3)(iii)         days specified in the transaction agreements.
-----------------------                                                                       -----------------------
                        Amounts  remitted to investors  per the investor  reports agree with
                        cancelled  checks,  or other  form of  payment,  or  custodial  bank            X
1122(d)(3)(iv)          statements.
-----------------------                                                                       -----------------------
                                             Pool Asset Administration                                  X
-----------------------                                                                       -----------------------
1122(d)(4)(i)            Collateral or security on mortgage  loans is maintained as required            X
                        by the transaction agreements or related mortgage loan documents.
-----------------------                                                                       -----------------------
                        Mortgage loan and related  documents are  safeguarded as required by            X
1122(d)(4)(ii)          the transaction agreements
-----------------------                                                                       -----------------------
1122(d)(4)(iii)         Any  additions,  removals  or  substitutions  to the asset  pool are            X
                        made,  reviewed and approved in  accordance  with any  conditions or
                        requirements in the transaction agreements.
-----------------------                                                                       -----------------------
1122(d)(4)(iv)          Payments  on  mortgage  loans,   including  any  payoffs,   made  in            X
                        accordance  with the related  mortgage loan  documents are posted to
                        the Servicer's  obligor records maintained no more than two business
                        days after  receipt,  or such other number of days  specified in the
                        transaction  agreements,  and  allocated to  principal,  interest or
                        other items (e.g.,  escrow) in accordance with the related  mortgage
                        loan documents.
-----------------------                                                                       -----------------------
1122(d)(4)(v)           The Servicer's  records  regarding the mortgage loans agree with the            X
                        Servicer's  records with respect to an  obligor's  unpaid  principal
                        balance.
-----------------------                                                                       -----------------------
1122(d)(4)(vi)          Changes  with  respect  to  the  terms  or  status  of an  obligor's            X
                        mortgage  loans (e.g.,  loan  modifications  or re-agings) are made,
                        reviewed and approved by  authorized  personnel in  accordance  with
                        the transaction agreements and related pool asset documents.
-----------------------                                                                       -----------------------
1122(d)(4)(vii)         Loss  mitigation  or  recovery  actions  (e.g.,  forbearance  plans,            X
                        modifications  and deeds in lieu of  foreclosure,  foreclosures  and
                        repossessions,   as  applicable)   are   initiated,   conducted  and
                        concluded in accordance  with the  timeframes or other  requirements
                        established by the transaction agreements.
-----------------------                                                                       -----------------------
1122(d)(4)(viii)        Records  documenting  collection  efforts are maintained  during the            X
                        period  a  mortgage  loan  is  delinquent  in  accordance  with  the
                        transaction  agreements.  Such records are  maintained on at least a
                        monthly  basis,  or such other period  specified in the  transaction
                        agreements,  and  describe  the entity's  activities  in  monitoring
                        delinquent  mortgage  loans  including,  for  example,  phone calls,
                        letters and payment  rescheduling  plans in cases where  delinquency
                        is deemed temporary (e.g., illness or unemployment).
-----------------------                                                                       -----------------------
1122(d)(4)(ix)          Adjustments  to interest rates or rates of return for mortgage loans            X
                        with variable rates are computed based on the related  mortgage loan
                        documents.
-----------------------                                                                       -----------------------
1122(d)(4)(x)           Regarding  any funds  held in trust for an  obligor  (such as escrow            X
                        accounts):  (A) such  funds are  analyzed,  in  accordance  with the
                        obligor's  mortgage loan documents,  on at least an annual basis, or
                        such other  period  specified  in the  transaction  agreements;  (B)
                        interest  on such  funds  is  paid,  or  credited,  to  obligors  in
                        accordance with  applicable  mortgage loan documents and state laws;
                        and (C) such funds are  returned to the  obligor  within 30 calendar
                        days of full repayment of the related  mortgage loans, or such other
                        number of days specified in the transaction agreements.
-----------------------                                                                       -----------------------
1122(d)(4)(xi)          Payments  made on behalf  of an  obligor  (such as tax or  insurance            X
                        payments)  are made on or before the related  penalty or  expiration
                        dates,  as  indicated on the  appropriate  bills or notices for such
                        payments,  provided  that  such  support  has been  received  by the
                        servicer at least 30  calendar  days prior to these  dates,  or such
                        other number of days specified in the transaction agreements.
-----------------------                                                                       -----------------------
1122(d)(4)(xii)         Any late  payment  penalties  in  connection  with any payment to be            X
                        made on behalf of an obligor are paid from the servicer's  funds and
                        not charged to the  obligor,  unless the late payment was due to the
                        obligor's error or omission.
-----------------------                                                                       -----------------------
                        Disbursements  made on behalf of an obligor  are  posted  within two
                        business days to the obligor's  records  maintained by the servicer,
                        or  such  other  number  of  days   specified  in  the   transaction            X
1122(d)(4)(xiii)        agreements.
-----------------------                                                                       -----------------------
1122(d)(4)(xiv)          Delinquencies,   charge-offs   and   uncollectible   accounts   are            X
                        recognized   and  recorded  in  accordance   with  the   transaction
                        agreements.
-----------------------                                                                       -----------------------
                        Any  external  enhancement  or  other  support,  identified  in Item
                        1114(a)(1)  through (3) or Item 1115 of Regulation AB, is maintained            X
1122(d)(4)(xv)          as set forth in the transaction agreements.
-----------------------                                                                       -----------------------

Miscellaneous


         6.       Notwithstanding  anything to the contrary contained herein or in the PWS Agreement, the Company acknowledges that the
Mortgage  Loans may be part of a REMIC or multiple  REMICs and hereby  agrees that in no event will it service the Mortgage  Loans in a
manner that would (i) cause any such  intended  REMIC to fail to qualify as a REMIC or (ii) result in the  imposition of a tax upon any
such intended REMIC (including but not limited to the tax on prohibited  transactions as defined in Section  860F(a)(2) of the Code and
the tax on  contributions  to a REMIC set forth in Section  860G(d) of the Code).  It is the intention of EMC and the Company that this
Recognition Agreement shall be binding upon and for the benefit of the respective successors and assigns of the parties hereto.

         7.       All demands,  notices and  communications  related to the Mortgage Loans and this  Recognition  Agreement shall be in
writing and shall be deemed to have been duly given if personally delivered or mailed by registered mail, postage prepaid, as follows:

                  a.       In the case of the Company,
                           Chevy Chase Bank, F.S.B.
                           7501 Wisconsin Avenue, 6th Floor
                           Bethesda, Maryland  20814
                           Attention: Amy Westland

         With a copy to:

                           Sandra S. Barker, Esq.
                           Chief Mortgage Counsel
                           7501 Wisconsin Avenue, 13th Floor
                           Bethesda, Maryland  20814

                  b.       In the case of EMC,
                           EMC Mortgage Corporation
                           MacArthur Ridge II
                           909 Hidden Ridge Drive, Suite 200
                           Irving, Texas 75038
                           Attention: Ralene Ruyle
                           Telecopy: (972) 444-2810

         8.       Each party will pay any  commissions it has incurred and the reasonable  fees of its attorneys in connection with the
negotiations for, documenting of and closing of the transactions contemplated by this Recognition Agreement.

         9.       This  Recognition  Agreement shall be construed in accordance with the laws of the State of New York,  without regard
to conflicts of law principles,  and the  obligations,  rights and remedies of the parties  hereunder shall be determined in accordance
with such laws.

         10.      No term or provision of this  Recognition  Agreement may be waived or modified  unless such waiver or modification is
in writing and signed by the party against whom such waiver or modification is sought to be enforced.

         11.      This  Recognition  Agreement  shall inure to the benefit of the  successors  and assigns of the parties  hereto.  Any
entity into which the Company or EMC may be merged or consolidated  shall,  without the requirement for any further writing,  be deemed
the Company or EMC, respectively, hereunder.

         12.      This  Recognition  Agreement  shall  survive the  conveyances  of the Mortgage  Loans and the  assignment  of the PWS
Agreement and this  Recognition  Agreement and the Mortgage Loans by EMC to the Trustee as contemplated in this  Recognition  Agreement
and the AAR Agreement.

         13.      This Recognition  Agreement may be executed  simultaneously in any number of counterparts.  Each counterpart shall be
deemed to be an original and all such counterparts shall constitute one and the same instrument.

         14.      In the event that any provision of this Recognition  Agreement conflicts with any provision of the PWS Agreement with
respect to the Mortgage Loans, the terms of this Recognition Agreement shall control.




         IN WITNESS WHEREOF, the parties hereto have executed this Recognition Agreement as of the day and year first above written.

                                                     EMC MORTGAGE CORPORATION


                                                     By:__________________________________________________
                                                     Name:________________________________________________
                                                     Title:_______________________________________________



                                                     CHEVY CHASE BANK, F.S.B.


                                                     By:__________________________________________________
                                                     Name:________________________________________________
                                                     Title:_______________________________________________



                                                             ATTACHMENT 1

                                                            MORTGAGE LOANS


                                                       (AVAILABLE UPON REQUEST)



                                                             ATTACHMENT 2

                                                             PWS AGREEMENT


                                                       (Available upon request)


                                                                                                                   Exhibit I-3
                                                         RECOGNITION AGREEMENT

         This is a Recognition  Agreement (this  "Recognition  Agreement")  made as of June 1, 2006,  between EMC Mortgage  Corporation
(the "EMC") and Countrywide Home Loans Servicing LP (the "Company").

         WHEREAS,  EMC acquired the mortgage loans identified on Attachment 1 hereto (the "Mortgage  Loans") through the exercise of an
optional  redemption  right held by EMC in connection  with the  Structured  Asset  Mortgage  Investments  Trust  2000-1,  Pass-Through
Certificates,  Series 2000-1, the Bear Stearns ARM Trust,  Mortgage Pass-Through  Certificates,  Series 2002-5 and the Bear Stearns ARM
Trust, Mortgage Pass-Through Certificates, Series 2002-10 (collectively, the "Underlying Transactions");

         WHEREAS,  the Company is currently  servicing  each Mortgage Loan in accordance  with the terms and conditions of the Seller's
Warranties  and  Servicing  Agreement,  dated as of  September  1,  2002,  as amended  between  the  Company  and EMC as amended by the
Assignment,  Assumption  and  Recognition  Agreement  related to the  Underlying  Transaction  applicable  to each  Mortgage  Loan (the
"Servicing Agreement").

         In consideration of the mutual promises and agreements  contained herein, and for other good and valuable  consideration,  the
receipt and  sufficiency  of which are hereby  acknowledged,  the parties  hereto agree that the Mortgage Loans shall be subject to the
terms of this  Recognition  Agreement.  Any capitalized  term used and not otherwise  defined herein shall have the meaning assigned to
such term in the Servicing Agreement.

Recognition of EMC

         From and after the date hereof,  Company  shall  recognize  EMC as owner of the  Mortgage  Loans and will service the Mortgage
Loans for EMC pursuant to the terms of the Servicing  Agreement (as modified  herein),  the terms of which are  incorporated  herein by
reference.

Assignment of Mortgage Loans and Recognition Agreement to Trustee

         The Company  hereby  acknowledges  that EMC will assign the  Mortgage  Loans,  the  Recognition  Agreement  and the  Servicing
Agreement to  Citibank,  N.A.,  as trustee for the holders of Bear Stearns  Alt-A Trust,  Mortgage  Pass-Through  Certificates,  Series
2006-4 (the "Trustee"),  on June 30, 2006 pursuant to that certain Assignment,  Assumption and Recognition Agreement, to be dated as of
June 30,  2006 (the "AAR  Agreement")  among EMC,  the  Trustee  and the  Company.  Company  hereby  acknowledges  and  consents to the
assignment  by EMC to the Trustee of all of EMC's rights under this  Recognition  Agreement and to the  enforcement  or exercise of any
right or remedy against Company  pursuant to this  Recognition  Agreement by the Trustee.  Such enforcement of a right or remedy by the
Trustee  shall  have  the  same  force  and  effect  as if the  right or  remedy  had  been  enforced  or  exercised  by EMC  directly.
Notwithstanding  anything in this  Recognition  Agreement to the  contrary,  Company  acknowledges  and agrees that its  obligation  to
service the Mortgage Loans effected by this Recognition  Agreement is not conditional upon EMC's subsequent  assignment of the Mortgage
Loans to the Trustee;  provided,  however,  it is  understood  that the servicing of the Mortgage  Loans,  upon transfer to the Trustee
pursuant to the AAR Agreement, shall be serviced by the Company in accordance with the AAR Agreement.

Representations, Warranties and Covenants

          1.      EMC warrants and represents to Company as of the date hereof:

                 a.       EMC  is a  corporation  duly  organized,  validly  existing  and in  good  standing  under  the  laws  of the
                          jurisdiction  of its  formation  and has full  power and  authority  to  execute,  deliver  and  perform  its
                          obligations  under this  Recognition  Agreement,  and to consummate the  transactions  set forth herein.  The
                          consummation  of the  transactions  contemplated by this  Recognition  Agreement is in the ordinary course of
                          EMC's  business  and will not  conflict  with,  or result in a breach  of, any of the  terms,  conditions  or
                          provisions of EMC's charter or by-laws or any legal  restriction,  or any material agreement or instrument to
                          which EMC is now a party or by which it is bound,  or result in the violation of any law,  rule,  regulation,
                          order,  judgment or decree to which EMC or its property is subject.  The execution,  delivery and performance
                          by EMC of this  Recognition  Agreement and the consummation by it of the  transactions  contemplated  hereby,
                          have been duly  authorized by all necessary  action on the part of EMC. This  Recognition  Agreement has been
                          duly executed and delivered by EMC and, upon the due authorization,  execution and delivery by Company,  will
                          constitute the valid and legally  binding  obligation of EMC  enforceable  against EMC in accordance with its
                          terms except as enforceability may be limited by bankruptcy, reorganization,  insolvency, moratorium or other
                          similar laws now or hereafter in effect relating to creditors'  rights generally,  and by general  principles
                          of equity regardless of whether enforceability is considered in a proceeding in equity or at law; and

                 b.       No material consent,  approval,  order or authorization of, or declaration,  filing or registration with, any
                          governmental  entity is required to be obtained or made by EMC in connection with the execution,  delivery or
                          performance by EMC of this Recognition Agreement, or the consummation by it of the transactions  contemplated
                          hereby.

          2.      Company warrants and represents to, and covenants with, EMC as of the date hereof:

                 a.       Company is duly organized,  validly  existing and in good standing under the laws of the  jurisdiction of its
                          organization,  and has all  requisite  power and  authority  to service the Mortgage  Loans and  otherwise to
                          perform its  obligations  under this  Recognition  Agreement  which  incorporates  by reference the Servicing
                          Agreement (as modified herein);

                 b.       Company has full power and authority to execute,  deliver and perform its obligations  under this Recognition
                          Agreement,  and to  consummate  the  transactions  set forth herein.  The  consummation  of the  transactions
                          contemplated  by this  Recognition  Agreement  is in the ordinary  course of Company's  business and will not
                          conflict  with,  or  result  in a  breach  of,  any of the  terms,  conditions  or  provisions  of  Company's
                          organizational  documents or any legal restriction,  or any material agreement or instrument to which Company
                          is now a party or by which it is bound,  or result in the  violation  of any law,  rule,  regulation,  order,
                          judgment or decree to which Company or its property is subject.  The execution,  delivery and  performance by
                          Company of this Recognition  Agreement and the consummation by it of the  transactions  contemplated  hereby,
                          have been duly  authorized by all necessary  action on the part of Company.  This  Recognition  Agreement has
                          been duly executed and delivered by Company, and, upon the due authorization,  execution and delivery by EMC,
                          will  constitute  the valid and  legally  binding  obligation  of  Company,  enforceable  against  Company in
                          accordance with its terms except as enforceability may be limited by bankruptcy, reorganization,  insolvency,
                          moratorium or other similar laws now or hereafter in effect relating to creditors' rights  generally,  and by
                          general principles of equity regardless of whether  enforceability is considered in a proceeding in equity or
                          at law; and

                 c.       No  consent,  approval,  order or  authorization  of,  or  declaration,  filing  or  registration  with,  any
                          governmental entity is required to be obtained or made by Company in connection with the execution,  delivery
                          or  performance by Company of this  Recognition  Agreement,  or the  consummation  by it of the  transactions
                          contemplated hereby or if required,  such consent,  approval,  authorization or order has been obtained prior
                          to the date hereof.

Miscellaneous

          1.      Company  acknowledges that the Mortgage Loans may be part of a REMIC and hereby agrees that in the event that Company
is notified in writing by EMC that such  Mortgage  Loans are part of a REMIC,  Company will service such  Mortgage  Loans in accordance
with the Servicing  Agreement (as modified herein) and shall negotiate in good faith any reasonable  amendments  thereto to insure that
such  Mortgage  Loans are  serviced  in a manner that would not (i) cause any REMIC to fail to qualify as a REMIC or (ii) result in the
imposition of a tax upon any REMIC  (including but not limited to the tax on prohibited  transactions as defined in Section  860F(a)(2)
of the Code and the tax on  contributions  to a REMIC set  forth in  Section  860G(d)  of the  Code).  It is the  intention  of EMC and
Company that this  Recognition  Agreement  shall be binding upon and for the benefit of the  respective  successors  and assigns of the
parties hereto.

          2.      All demands,  notices and  communications  related to the Mortgage Loans and this  Recognition  Agreement shall be in
writing and shall be deemed to have been duly given if personally delivered or mailed by registered mail, postage prepaid, as follows:

                 a.       In the case of Company,

                           Countrywide Home Loans Servicing LP
                           400 Countrywide Way
                           Simi Valley, California 93065
                           Attention:  John Lindberg,  Rachel Meza,  Eric Varnen and Yuan
                           Li
                           With a copy to:  General Counsel

                           With a copy to:  General Counsel

                  c.       In the case of EMC,

                           EMC Mortgage Corporation
                           2780 Lake Vista Drive
                           Lewisville, Texas 75067
                           Attention: Conduit Seller Approval Dept.
                           Facsimile: (214) 626-3751
                           Email: sellerapproval@bear.com

                All notices and updates  required to be provided to the  Assignor  regarding  Regulation  AB pursuant to the  Servicing
                Agreement should be sent to the Assignor by email to regABnotifications@bear.com, and additionally:

                  (A)      for Item 1117 (Legal Proceedings) to:

                           EMC Mortgage Corporation
                           2780 Lake Vista Drive
                           Lewisville, Texas 75067
                           Attention: Conduit Seller Approval Dept.
                           Facsimile: (214) 626-3751
                           Email: sellerapproval@bear.com


                           with copies to:

                           Bear, Stearns & Co. Inc.
                           383 Madison Avenue, 3rd Floor
                           New York, NY  10179
                           Attention:  Global Credit Administration
                           Facsimile:  (212) 272-6564



                (B)        For Item 1119 (Affiliations and Certain Relationships and Related Transactions) to:

                           EMC Mortgage Corporation
                           2780 Lake Vista Drive
                           Lewisville, TX  75067-3884
                           Attention:  Conduit Seller Approval Dept.
                           Facsimile:  (214) 626-3751
                           Email:  sellerapproval@bear.com

                           with a copy to:

                           Bear, Stearns & Co. Inc.
                           383 Madison Avenue, 3rd Floor
                           New York, NY  10179
                           Attention:  Global Credit Administration
                           Facsimile:  (212) 272-6564

          3.      Each party will pay any  commissions it has incurred and the reasonable  fees of its attorneys in connection with the
negotiations for, documenting of and closing of the transactions contemplated by this Recognition Agreement.

          4.      This  Recognition  Agreement shall be construed in accordance with the laws of the State of New York,  without regard
to conflicts of law principles,  and the  obligations,  rights and remedies of the parties  hereunder shall be determined in accordance
with such laws.

          5.      No term or provision of this  Recognition  Agreement may be waived or modified  unless such waiver or modification is
in writing and signed by the party against whom such waiver or modification is sought to be enforced.

          6.      This  Recognition  Agreement  shall inure to the benefit of the  successors  and assigns of the parties  hereto.  Any
entity into which Company or EMC may be merged or  consolidated  shall,  without the  requirement  for any further  writing,  be deemed
Company or EMC, respectively, hereunder.

          7.      This  Recognition  Agreement  shall survive the conveyances of the Mortgage Loans and the assignment of the Servicing
Agreement (as modified  herein) and this  Recognition  Agreement and the Mortgage Loans by EMC to the Trustee as  contemplated  in this
Recognition Agreement and the AAR Agreement.

          8.      This Recognition  Agreement may be executed  simultaneously in any number of counterparts.  Each counterpart shall be
deemed to be an original and all such counterparts shall constitute one and the same instrument.

          9.      In the event  that any  provision  of this  Recognition  Agreement  conflicts  with any  provision  of the  Servicing
Agreement with respect to the Mortgage Loans, the terms of this Recognition Agreement shall control.




         IN WITNESS WHEREOF, the parties hereto have executed this Recognition Agreement as of the day and year first above written.

                                                     EMC MORTGAGE CORPORATION


                                                     By:__________________________________________________
                                                     Name:________________________________________________
                                                     Title:_______________________________________________



                                                     COUNTRYWIDE HOME LOANS SERVICING LP
                                                     By:  Countrywide GP, Inc., its general partner


                                                     By:__________________________________________________
                                                     Name:________________________________________________
                                                     Title:_______________________________________________



                                                             ATTACHMENT 1

                                                            MORTGAGE LOANS



                                                             ATTACHMENT 2

                                                          SERVICING AGREEMENT
                                                         ARTICLES IV, V AND VI







                                                                                                                   Exhibit I-4
                                                         RECOGNITION AGREEMENT

   This is a Recognition  Agreement (this "Recognition  Agreement") made as of June 1, 2006, between EMC Mortgage  Corporation  ("EMC")
and EverHome Mortgage Company (f/k/a Alliance Mortgage Company) (the "Company").

   WHEREAS,  the mortgage loans  identified on Attachment 1 hereto (the "Mortgage  Loans") were acquired by EMC through the exercise of
an optional  redemption  right held by EMC in  connection  with the  Structured  Asset  Mortgage  Investments  Trust  2000-1,  Mortgage
Pass-Through Certificates, Series 2000-1; and

   WHEREAS,  the  Company  agreed to service  the  Mortgage  Loans in  accordance  with the terms and  conditions  of the  Subservicing
Agreement,  dated as of August 1, 2002,  as amended by Amendment  No. 1, dated as of January 1, 2006,  between the Assignor and Company
(as amended, the "Subservicing Agreement").

   In consideration of the mutual promises and agreements contained herein, and for other good and valuable consideration,  the receipt
and  sufficiency  of which are hereby  acknowledged,  the parties hereto agree that the Mortgage Loans shall be subject to the terms of
this Recognition  Agreement.  Any capitalized  term used and not otherwise  defined herein shall have the meaning assigned to such term
in the Subservicing Agreement.

Recognition of EMC

         From and after the date hereof,  the Company shall  recognize EMC as owner of the Mortgage Loans and will service the Mortgage
Loans for EMC pursuant to the terms of the  Subservicing  Agreement  (as modified  herein) as if EMC and the Company had entered into a
separate  servicing  agreement for the servicing of the Mortgage Loans in the form of the Subservicing  Agreement (as modified herein),
the terms of which are incorporated herein by reference.

Assignment of Mortgage Loans and Recognition Agreement to Trustee

         The  Company  hereby  acknowledges  that EMC will assign  certain of the  Mortgage  Loans and the  Subservicing  Agreement  to
Citibank,  N.A.,  as trustee for the holders of Bear Stearns  Alt-A  Trust,  Mortgage  Pass-Through  Certificates,  Series  2006-4 (the
"Trustee"), on June 30, 2006 pursuant to that certain Assignment,  Assumption and Recognition Agreement, dated as of June 30, 2006 (the
"AAR  Agreement")  among EMC, the Trustee and the Company.  Company  hereby  acknowledges  and consents to the assignment by EMC to the
Trustee of all of EMC's rights against Company pursuant to this  Recognition  Agreement and to the enforcement or exercise of any right
or remedy against Company  pursuant to this  Recognition  Agreement by the Trustee,  to the extent such rights and remedies  pertain to
such  Mortgage  Loans.  Such  enforcement  of a right or remedy by the Trustee  shall have the same force and effect as if the right or
remedy had been  enforced or  exercised by EMC  directly.  Notwithstanding  anything in this  Recognition  Agreement  to the  contrary,
Company  acknowledges  and agrees that its  obligation  to service the Mortgage  Loans  affected by this  Recognition  Agreement is not
conditional upon EMC's subsequent assignment of the Mortgage Loans to the Trustee.

Representations, Warranties and Covenants

1.       EMC warrants and represents to Company as of the date hereof:

a.       EMC is a  corporation  duly  organized,  validly  existing  and in good  standing  under the laws of the  jurisdiction  of its
                           formation  and has full power and  authority  to execute,  deliver and  perform its  obligations  under this
                           Recognition  Agreement,  and to consummate  the  transactions  set forth  herein.  The  consummation  of the
                           transactions  contemplated  by this  Recognition  Agreement is in the ordinary  course of EMC's business and
                           will not  conflict  with,  or result in a breach of, any of the terms,  conditions  or  provisions  of EMC's
                           charter or by-laws or any legal  restriction,  or any material agreement or instrument to which EMC is now a
                           party or by which it is bound, or result in the violation of any law, rule,  regulation,  order, judgment or
                           decree to which EMC or its  property is subject.  The  execution,  delivery and  performance  by EMC of this
                           Recognition  Agreement and the consummation by it of the transactions  contemplated  hereby,  have been duly
                           authorized by all necessary  action on the part of EMC.  This  Recognition  Agreement has been duly executed
                           and delivered by EMC and, upon the due  authorization,  execution and delivery by Company,  will  constitute
                           the valid and legally binding obligation of EMC enforceable  against EMC in accordance with its terms except
                           as  enforceability  may be limited by bankruptcy,  reorganization,  insolvency,  moratorium or other similar
                           laws now or hereafter in effect  relating to  creditors'  rights  generally,  and by general  principles  of
                           equity regardless of whether enforceability is considered in a proceeding in equity or at law; and

b.       No material  consent,  approval,  order or  authorization  of, or declaration,  filing or registration  with, any governmental
                           entity is required to be obtained or made by EMC in connection  with the execution,  delivery or performance
                           by EMC of this Recognition Agreement, or the consummation by it of the transactions contemplated hereby.

2.       Company warrants and represents to, and covenants with, EMC as of the date hereof:

o        Attached hereto as Attachment 2 is a true and accurate copy of the Subservicing Agreement;

o        Company is duly organized,  validly  existing and in good standing under the laws of the  jurisdiction  of its  incorporation,
                           and has all  requisite  power and  authority  to service the  Mortgage  Loans and  otherwise  to perform its
                           obligations under the Subservicing Agreement and this Recognition Agreement;

o        Company has full  corporate  power and  authority  to execute,  deliver and  perform its  obligations  under this  Recognition
                           Agreement,  and to consummate  the  transactions  set forth herein.  The  consummation  of the  transactions
                           contemplated  by this  Recognition  Agreement is in the ordinary  course of Company's  business and will not
                           conflict with, or result in a breach of, any of the terms,  conditions or provisions of Company's charter or
                           by-laws or any legal  restriction,  or any material  agreement or instrument to which Company is now a party
                           or by which it is bound, or result in the violation of any law, rule, regulation,  order, judgment or decree
                           to which Company or its property is subject.  The  execution,  delivery and  performance  by Company of this
                           Recognition  Agreement and the consummation by it of the transactions  contemplated  hereby,  have been duly
                           authorized by all necessary  corporate action on the part of Company.  This  Recognition  Agreement has been
                           duly executed and  delivered by Company,  and,  upon the due  authorization,  execution and delivery by EMC,
                           will  constitute  the valid and legally  binding  obligation  of  Company,  enforceable  against  Company in
                           accordance  with  its  terms  except  as  enforceability  may  be  limited  by  bankruptcy,  reorganization,
                           insolvency,  moratorium  or other  similar  laws now or hereafter in effect  relating to  creditors'  rights
                           generally,  and by general  principles  of equity  regardless of whether  enforceability  is considered in a
                           proceeding in equity or at law; and

o        No consent,  approval,  order or authorization  of, or declaration,  filing or registration  with, any governmental  entity is
                           required to be obtained or made by Company in connection  with the  execution,  delivery or  performance  by
                           Company of this Recognition Agreement, or the consummation by it of the transactions contemplated hereby.

Modification of Subservicing Agreement

         The Company and Assignor hereby amend the Subservicing Agreement as follows:

   The following definitions are added to Article I of the Subservicing Agreement:

            Assignee:  Citibank,  N.A.,  not in its  individual  capacity  but solely as trustee for the holders of Bear  Stearns
         ALT-A Trust 2006-4, Mortgage Pass-Through Certificates, Series 2006-4.

            Master Servicer:  Wells Fargo Bank, National Association,  or its successors in interest that meet the qualifications
         of the Pooling and Servicing Agreement and this Agreement.

            Pooling and Servicing  Agreement:  That certain  pooling and  servicing  agreement,  dated as of June 1, 2006,  among
         Structured Asset Mortgage Investments II Inc., the Trustee, the Master Servicer and EMC Mortgage Corporation.

            Servicing  Fee Rate:  A rate per annum  equal to either (i) 0.375% or (ii) 0.400% as set forth on the  Mortgage  Loan
         Schedule (as defined in the Mortgage Loan Purchase Agreement).

            Trustee:  Citibank,  N.A.,  or its  successor  in interest,  or any  successor  trustee  appointed as provided in the
         Pooling and Servicing Agreement.

         The following shall be added as clause (n) of Article III of the Subservicing Agreement:

                  "(n)     With  respect to each  Mortgage  Loan,  information  regarding  the borrower  credit  files  related to such
         Mortgage Loan has been furnished to credit  reporting  agencies in compliance with the provisions of the Fair Credit Reporting
         Act and the applicable implementing regulations."

Miscellaneous

         1.       Notwithstanding  anything to the contrary contained herein or in the Subservicing Agreement Company acknowledges that
the Mortgage  Loans may be part of a REMIC or multiple  REMICs and hereby agrees that in no event will it service the Mortgage Loans in
a manner  that  would (i)  cause  any REMIC to fail to  qualify  as a REMIC or (ii)  result  in the  imposition  of a tax upon any such
intended REMIC  (including but not limited to the tax on prohibited  transactions as defined in Section  860F(a)(2) of the Code and the
tax on  contributions  to a REMIC set  forth in  Section  860G(d)  of the  Code).  It is the  intention  of EMC and  Company  that this
Recognition Agreement shall be binding upon and for the benefit of the respective successors and assigns of the parties hereto.

         2.       All demands,  notices and  communications  related to the Mortgage Loans and this  Recognition  Agreement shall be in
writing and shall be deemed to have been duly given if personally delivered or mailed by registered mail, postage prepaid, as follows:

                  a.       In the case of Company,

                           EverHome Mortgage Company
                           8100 Nations Way
                           Jacksonville, Florida
                           Attention:  Carolyn Cragg
                           Telecopier No.: (904) 281-6206

                with a copy to:

                           EverHome Mortgage Company
                           8100 Nations Way
                           Jacksonville, Florida
                           Attention:  Michael C. Koster
                           Telecopier No.: (904) 281-6145


                  b.       In the case of EMC,

                           EMC Mortgage Corporation
                           2780 Lake Vista Drive
                           Lewisville, Texas 75067
                           Attention: Conduit Seller Approval Dept.
                           Facsimile: (214) 626-3751
                           Email: sellerapproval@bear.com

         3.       Each party will pay any  commissions it has incurred and the reasonable  fees of its attorneys in connection with the
negotiations for, documenting of and closing of the transactions contemplated by this Recognition Agreement.

         4.       This  Recognition  Agreement shall be construed in accordance with the laws of the State of New York,  without regard
to conflicts of law principles,  and the  obligations,  rights and remedies of the parties  hereunder shall be determined in accordance
with such laws.

         5.       No term or provision of this  Recognition  Agreement may be waived or modified  unless such waiver or modification is
in writing and signed by the party against whom such waiver or modification is sought to be enforced.

         6.       This  Recognition  Agreement  shall inure to the benefit of the  successors  and assigns of the parties  hereto.  Any
entity into which Company or EMC may be merged or  consolidated  shall,  without the  requirement  for any further  writing,  be deemed
Company or EMC, respectively, hereunder.

         7.       This  Recognition  Agreement  shall  survive  the  conveyances  of the  Mortgage  Loans  and  the  assignment  of the
Subservicing  Agreement  and  this  Recognition  Agreement  and the  Mortgage  Loans  by EMC to the  Trustee  as  contemplated  in this
Recognition Agreement and the AAR Agreement.

         8.       This Recognition  Agreement may be executed  simultaneously in any number of counterparts.  Each counterpart shall be
deemed to be an original and all such counterparts shall constitute one and the same instrument.

         9.       In the event that any  provision of this  Recognition  Agreement  conflicts  with any  provision of the  Subservicing
Agreement with respect to the Mortgage Loans, the terms of this Recognition Agreement shall control.




         IN WITNESS WHEREOF, the parties hereto have executed this Recognition Agreement as of the day and year first above written.




                                                     EMC MORTGAGE CORPORATION


                                                     By:__________________________________________________
                                                     Name:________________________________________________
                                                     Title:_______________________________________________



                                                     EVERHOME MORTGAGE COMPANY


                                                     By:__________________________________________________
                                                     Name:________________________________________________
                                                     Title:_______________________________________________



                                                             ATTACHMENT 1

                                                            MORTGAGE LOANS


                                                       (Available upon request)



                                                              ATTACHMENT 2


                                                        SUBSERVICING AGREEMENT


                                                       (Available upon request)




                                                                                                                 Exhibit I-5
                                                         RECOGNITION AGREEMENT

         This is a Recognition  Agreement (this  "Recognition  Agreement")  made as of June 1, 2006,  between EMC Mortgage  Corporation
(the "EMC") and PHH Mortgage Corporation (formerly known as Cendant Mortgage Corporation) (the "Company").

         WHEREAS,  EMC acquired the mortgage loans identified on Attachment 1 hereto (the "Mortgage  Loans") through the exercise of an
optional  redemption  right held by EMC in  connection  with the Bear  Stearns ARM Trust  Mortgage  Pass-Through  Certificates,  Series
2000-1;

         WHEREAS,  the Company is currently  servicing the Mortgage  Loans in accordance  with the terms and conditions of that certain
Mortgage Loan Flow Purchase, Sale and Servicing Agreement,  dated as of April 26, 2001 (the "Servicing Agreement"),  among the Company,
Bishop's Gate Residential Mortgage Trust and EMC Mortgage Corporation.

         In consideration of the mutual promises and agreements  contained herein, and for other good and valuable  consideration,  the
receipt and  sufficiency  of which are hereby  acknowledged,  the parties  hereto agree that the Mortgage Loans shall be subject to the
terms of this  Recognition  Agreement.  Any capitalized  term used and not otherwise  defined herein shall have the meaning assigned to
such term in the Servicing Agreement.

Recognition of EMC

         From and after the date hereof,  Company  shall  recognize  EMC as owner of the  Mortgage  Loans and will service the Mortgage
Loans for EMC pursuant to the terms of the Servicing  Agreement (as modified  herein) as if EMC and Company had entered into a separate
servicing agreement for the servicing of the Mortgage Loans in the form of the Servicing  Agreement (as modified herein),  the terms of
which are incorporated herein by reference.

Assignment of Mortgage Loans and Recognition Agreement to Trustee

         The Company hereby  acknowledges  that EMC will assign certain of the Mortgage Loans and the Servicing  Agreement to Citibank,
N.A., as trustee for the holders of Bear Stearns Alt-A Trust, Mortgage  Pass-Through  Certificates,  Series 2006-4 (the "Trustee"),  on
June 30,  2006  pursuant  to that  certain  Assignment,  Assumption  and  Recognition  Agreement,  dated as of June 30,  2006 (the "AAR
Agreement")  among EMC, the Trustee and the Company.  Company hereby  acknowledges and consents to the assignment by EMC to the Trustee
of all of EMC's rights  against  Company  pursuant to this  Recognition  Agreement and to the  enforcement  or exercise of any right or
remedy against Company  pursuant to this  Recognition  Agreement by the Trustee.  Such  enforcement of a right or remedy by the Trustee
shall  have the same force and  effect as if the right or remedy  had been  enforced  or  exercised  by EMC  directly.  Notwithstanding
anything in this  Recognition  Agreement to the contrary,  Company  acknowledges and agrees that its obligation to service the Mortgage
Loans affected by this Recognition Agreement is not conditional upon EMC's subsequent assignment of the Mortgage Loans to the Trustee.


Representations, Warranties and Covenants

         1.       EMC warrants and represents to Company as of the date hereof:

                  a.       EMC is a  corporation  duly  organized,  validly  existing  and in  good  standing  under  the  laws  of the
                           jurisdiction  of its  formation  and has full power and  authority  to  execute,  deliver  and  perform  its
                           obligations  under this Recognition  Agreement,  and to consummate the  transactions  set forth herein.  The
                           consummation of the  transactions  contemplated by this  Recognition  Agreement is in the ordinary course of
                           EMC's  business  and will not  conflict  with,  or result in a breach of, any of the  terms,  conditions  or
                           provisions of EMC's charter or by-laws or any legal restriction,  or any material agreement or instrument to
                           which EMC is now a party or by which it is bound,  or result in the violation of any law, rule,  regulation,
                           order,  judgment or decree to which EMC or its property is subject. The execution,  delivery and performance
                           by EMC of this Recognition  Agreement and the consummation by it of the  transactions  contemplated  hereby,
                           have been duly authorized by all necessary  action on the part of EMC. This  Recognition  Agreement has been
                           duly executed and delivered by EMC and, upon the due authorization,  execution and delivery by Company, will
                           constitute the valid and legally binding  obligation of EMC  enforceable  against EMC in accordance with its
                           terms except as  enforceability  may be limited by  bankruptcy,  reorganization,  insolvency,  moratorium or
                           other  similar laws now or hereafter  in effect  relating to  creditors'  rights  generally,  and by general
                           principles  of equity  regardless  of whether  enforceability  is considered in a proceeding in equity or at
                           law; and

                  b.       No material consent,  approval, order or authorization of, or declaration,  filing or registration with, any
                           governmental entity is required to be obtained or made by EMC in connection with the execution,  delivery or
                           performance  by  EMC  of  this  Recognition  Agreement,  or  the  consummation  by  it of  the  transactions
                           contemplated hereby.

         2.       Company warrants and represents to, and covenants with, EMC as of the date hereof:

                  a.       Attached hereto as Attachment 2 is a true and accurate copy of the Servicing Agreement;

                  b.       Company is duly organized,  validly  existing and in good standing under the laws of the jurisdiction of its
                           incorporation,  and has all  requisite  power and  authority to service the Mortgage  Loans and otherwise to
                           perform its obligations under the Servicing Agreement and this Recognition Agreement;

                  c.       Company has full corporate power and authority to execute,  deliver and perform its  obligations  under this
                           Recognition  Agreement,  and to consummate  the  transactions  set forth  herein.  The  consummation  of the
                           transactions  contemplated by this Recognition Agreement is in the ordinary course of Company's business and
                           will not conflict  with,  or result in a breach of, any of the terms,  conditions or provisions of Company's
                           charter or by-laws or any legal  restriction,  or any material  agreement or  instrument to which Company is
                           now a party or by which it is  bound,  or result  in the  violation  of any law,  rule,  regulation,  order,
                           judgment or decree to which Company or its property is subject.  The execution,  delivery and performance by
                           Company of this Recognition  Agreement and the consummation by it of the transactions  contemplated  hereby,
                           have been duly  authorized  by all  necessary  corporate  action on the part of  Company.  This  Recognition
                           Agreement has been duly executed and delivered by Company,  and, upon the due  authorization,  execution and
                           delivery by EMC, will constitute the valid and legally binding  obligation of Company,  enforceable  against
                           Company in accordance with its terms except as enforceability may be limited by bankruptcy,  reorganization,
                           insolvency,  moratorium  or other  similar  laws now or hereafter in effect  relating to  creditors'  rights
                           generally,  and by general  principles  of equity  regardless of whether  enforceability  is considered in a
                           proceeding in equity or at law; and

                  d.       No  consent,  approval,  order or  authorization  of, or  declaration,  filing  or  registration  with,  any
                           governmental  entity is  required  to be  obtained  or made by Company  in  connection  with the  execution,
                           delivery  or  performance  by  Company  of this  Recognition  Agreement,  or the  consummation  by it of the
                           transactions contemplated hereby.

Modification of the Servicing Agreement

         The Company and EMC hereby modify the Servicing Agreement with respect to the Mortgage Loans as follows:

         The following definitions shall be added to Section 1.01 of the Servicing Agreement:

                 Assignee:  Citibank, N.A., as trustee for the holders of Bear Stearns ALT-A Trust, Mortgage Pass-Through Certificates,
         Series 2006-4.

                 Commission or SEC:  The United States Securities and Exchange Commission.

                 Company:  The Servicer.

                 Depositor: SAMI II.

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

                 Master Servicer: Wells Fargo Bank, National Association or any successor thereto.

                 Nonrecoverable  Advance:  Any portion of a Monthly Advance or Servicing Advance previously made or proposed to be made
         by the Company  pursuant to this  Agreement,  that, in the good faith  judgment of the Company,  will not or, in the case of a
         proposed advance,  would not, be ultimately  recoverable by it from the related Mortgagor or the related Liquidation Proceeds,
         Insurance Proceeds, Condemnation Proceeds or otherwise with respect to the related Mortgage Loan.

                 Pooling and Servicing Agreement:  That certain pooling and servicing  agreement,  dated as of June 1, 2006, among SAMI
         II, the Trustee, the Master Servicer and EMC.

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

                 Qualified  Correspondent:  Any Person from which the Company  purchased  Mortgage  Loans,  provided that the following
         conditions  are  satisfied:  (i) such Mortgage  Loans were  originated  pursuant to an agreement  between the Company and such
         Person that  contemplated  that such Person would  underwrite  mortgage loans from time to time,  for sale to the Company,  in
         accordance with underwriting  guidelines  designated by the Company  ("Designated  Guidelines") or guidelines that do not vary
         materially  from such  Designated  Guidelines;  (ii) such Mortgage Loans were in fact  underwritten as described in clause (i)
         above and were acquired by the Company within 180 days after  origination;  (iii) either (x) the Designated  Guidelines  were,
         at the time such Mortgage  Loans were  originated,  used by the Company in  origination  of mortgage loans of the same type as
         the Mortgage Loans for the Company's own account or (y) the Designated  Guidelines  were, at the time such Mortgage Loans were
         underwritten,  designated  by the  Company  on a  consistent  basis for use by  lenders in  originating  mortgage  loans to be
         purchased  by the  Company;  and (iv) the Company  employed,  at the time such  Mortgage  Loans were  acquired by the Company,
         pre-purchase or post-purchase  quality  assurance  procedures  (which may involve,  among other things,  review of a sample of
         mortgage loans  purchased  during a particular  time period or through  particular  channels)  designed to ensure that Persons
         from which it purchased mortgage loans properly applied the underwriting criteria designated by the Company.

                 Regulation AB: Subpart 229.1100 – Asset Backed Securities (Regulation AB), 17 C.F.R.  §§229.1100-229.1123,  as amended
         from time to time,  and subject to such  clarification  and  interpretation  as have been  provided by the  Commission  in the
         adopting release  (Asset-Backed  Securities,  Securities Act Release No. 33-8518, 70 Fed. Reg. 1,506, 1,531 (Jan. 7, 2005)) or
         by the staff of the Commission, or as may be provided by the Commission or its staff from time to time.

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

                 SAMI II:  Structured Asset Mortgage Investments II Inc.

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

                 Securitization  Transaction:  Any  transaction  involving  either (1) a sale or other  transfer  of some or all of the
         Mortgage  Loans directly or indirectly to an issuing  entity in connection  with an issuance of publicly  offered or privately
         placed,  rated or unrated  mortgage-backed  securities or (2) an issuance of publicly  offered or privately  placed,  rated or
         unrated  securities,  the payments on which are  determined  primarily by reference to one or more  portfolios of  residential
         mortgage loans consisting, in whole or in part, of some or all of the Mortgage Loans

                 Servicing  Criteria:  As of any  date of  determination,  the  "servicing  criteria"  set  forth  in Item  1122(d)  of
         Regulation AB, or any amendments  thereto,  a summary of the requirements of which as of the date hereof is attached hereto as
         Exhibit 16 for  convenience  of reference  only. In the event of a conflict or  inconsistency  between the terms of Exhibit 16
         and the text of Item 1122(d) of Regulation  AB, the text of Item 1122(d) of  Regulation  AB shall control (or those  Servicing
         Criteria  otherwise  mutually agreed to by the Purchaser,  the Company and any Person that will be responsible for signing any
         Sarbanes Certification with respect to a Securitization  Transaction in response to evolving  interpretations of Regulation AB
         and incorporated into a revised Exhibit 16).

                 Stated  Principal  Balance:  As to each Mortgage Loan as of any date of  determination,  (i) the principal  balance of
         such Mortgage  Loan at the Cut-off Date after giving  effect to payments of principal  due on or before such date,  whether or
         not received,  minus (ii) all amounts  previously  distributed to the Purchaser with respect to the Mortgage Loan representing
         payments or recoveries of principal or advances in lieu thereof.

                 Static Pool Information: Static pool information as described in Item 1105(a)(1)-(3) and 1105(c) of Regulation AB.

                 Subcontractor:  Any vendor,  subcontractor  or other  Person that is not  responsible  for the overall  servicing  (as
         "servicing" is commonly  understood by participants in the  mortgage-backed  securities market) of Mortgage Loans but performs
         one or more  discrete  functions  identified  in Item  1122(d) of  Regulation  AB with  respect to  Mortgage  Loans  under the
         direction or authority of the Company or a Subservicer.

                 Subservicer:  Any Person that services  Mortgage Loans on behalf of the Company or any  Subservicer and is responsible
         for the performance  (whether directly or through  Subservicers or  Subcontractors)  of a substantial  portion of the material
         servicing  functions  required to be performed by the Company under this  Agreement or any  Reconstitution  Agreement that are
         identified in Item 1122(d) of Regulation AB.

                 Third-Party Originator: Each Person, other than a Qualified Correspondent,  that originated Mortgage Loans acquired by
         the Company.

                 Trustee: Citibank, N.A..

         The definition of Eligible Account is deleted in its entirety and replaced with the following:

                  Eligible Account:  Any of (i) an account or accounts maintained with a federal or state chartered depository
         institution or trust company,  the long-term unsecured debt obligations and short-term  unsecured debt obligations of
         which (or, in the case of a depository  institution  or trust company that is the  principal  subsidiary of a holding
         company,  the debt obligations of such holding company,  so long as Moody's is not a Rating Agency) are rated by each
         Rating Agency in one of its two highest long-term and its highest short-term rating categories  respectively,  at the
         time any amounts are held on deposit  therein,  or (ii) an account or accounts in a depository  institution  or trust
         company in which such  accounts  are insured by the FDIC (to the limits  established  by the FDIC) and the  uninsured
         deposits in which  accounts are otherwise  secured such that, as evidenced by an Opinion of Counsel  delivered to the
         Trustee and to each Rating Agency, the  Certificateholders  have a claim with respect to the funds in such account or
         a  perfected  first  priority  security  interest  against  any  collateral  (which  shall be  limited  to  Permitted
         Investments)  securing such funds that is superior to claims of any other  depositors or creditors of the  depository
         institution  or trust company in which such account is  maintained,  or (iii) a trust account or accounts  maintained
         with the corporate trust  department of a federal or state chartered  depository  institution or trust company having
         capital  and  surplus  of not less than  $50,000,000,  acting in its  fiduciary  capacity  or (iv) any other  account
         acceptable to the Rating  Agencies.  Eligible  Accounts may bear interest,  and may include,  if otherwise  qualified
         under this definition, accounts maintained with the Trustee.

         Subsection (6) of Section 3.01 of the Servicing Agreement shall be replaced in its entirety with the following:

         (6)      PHH Mortgage has delivered to the  Purchaser  financial  statements as to its last two fiscal years.  Except
         as has  previously  been  disclosed to the Purchaser in writing:  (a) such  financial  statements  fairly present the
         results of  operations  and changes in financial  position for such period and the  financial  position at the end of
         such period of PHH Mortgage and its subsidiaries;  and (b) such financial  statements are true,  correct and complete
         as of their  respective  dates and have been prepared in accordance  with generally  accepted  accounting  principles
         consistently  applied  throughout  the  periods  involved,  except as set forth in the notes  thereto.  The Trust has
         delivered to the Purchaser  financial  statements as to its last two fiscal years and a copy of its Offering Circular
         dated May 21, 1998 (the "Trust  Financials") and such Trust  Financials  fairly present the results of operations and
         changes in  financial  position  for such period and the  financial  position at the end of such period of the Trust.
         Except as has  previously  been  disclosed  to the  Purchaser  in  writing,  there  has been no change in such  Trust
         Financials since their date and the Trust is not aware of any errors or omissions therein.

         Subsection  (7) of Section 3.01 of the Servicing  Agreement  shall be replaced in its entirety with the following (new text is
underlined):

         (7)      There  has been no  change  in the  servicing  policies  and  procedures,  business,  operations,  financial
         condition,  properties  or assets of the  applicable  Seller since (i) in the case of PHH  Mortgage,  the date of its
         financial  statements  and (ii) in the case of the Trust,  the date of delivery of the Trust  Financials,  that would
         have a  material  adverse  effect on the  ability of the  applicable  Seller to perform  its  obligations  under this
         Agreement;

         The following shall be added as Subsection (15) of Section 3.01 of the Servicing Agreement:

         (15)     As of the date of each  Securitization  Transaction,  and  except  as has been  otherwise  disclosed  to the
         Purchaser,  any Master  Servicer and any  Depositor:  (1) no default or  servicing  related  performance  trigger has
         occurred  as to any  other  securitization  due to  any  act or  failure  to  act of the  Servicer;  (2) no  material
         noncompliance  with applicable  servicing  criteria as to any other  securitization has been disclosed or reported by
         the Servicer;  (3) the Servicer has not been  terminated as servicer in a residential  mortgage loan  securitization,
         either due to a servicing  default or to  application  of a servicing  performance  test or trigger;  (4) no material
         changes to the Servicer's  servicing  policies and  procedures for similar loans has occurred in the preceding  three
         years;  (5) there are no aspects of the Servicer's  financial  condition that could have a material adverse impact on
         the performance by the Servicer of its obligations  hereunder;  (6) there are no legal proceedings  pending, or known
         to be  contemplated  by  governmental  authorities,  against the Servicer  that could be material to investors in the
         securities  issued  in  such  Securitization  Transaction;  and  (7)  there  are no  affiliations,  relationships  or
         transactions relating to the Servicer of a type that are described under Item 1119 of Regulation AB.

         Subsection (33) of Section 3.03 of the Servicing Agreement shall be replaced in its entirety with the following:

         (33)     The related  Mortgagor  (1) is not the subject of any  Insolvency  Proceeding;  and (2) has not notified the
         Seller of any relief requested by or allowed to such Mortgagor under the Servicemembers Civil Relief Act;

         The following shall be added as Subsection (50) of Section 3.03 of the Servicing Agreement:

         (50)     With  respect to each  Mortgage  Loan,  information  regarding  the borrower  credit  files  related to such
         Mortgage Loan has been furnished to credit  reporting  agencies in compliance  with the provisions of the Fair Credit
         Reporting Act and the applicable implementing regulations.

         Section 3.05 of the Servicing Agreement shall be replaced in its entirety with the following:

         Section 3.05.     Cooperation of Company with a Reconstitution.

         The Company and the Purchaser  agree that with respect to some or all of the Mortgage  Loans,  on or after the related Funding
Date, on one or more dates (each a  "Reconstitution  Date") at the  Purchaser's  sole option,  the Purchaser may effect a sale (each, a
"Reconstitution") of some or all of the Mortgage Loans then subject to this Agreement, without recourse, to:

         (a)      one or more third party purchasers in one or more in whole loan transfers (each, a "Whole Loan Transfer"); or

         (b)      one or more trusts or other entities to be formed as part of one or more Securitization Transactions.

         The Company  agrees to execute in  connection  with any  agreements  among the  Purchaser,  the  Company,  and any servicer in
connection with a Whole Loan Transfer, an Assignment,  Assumption and Recognition  Agreement  substantially in the form of Exhibit 2.05
hereto,  or, at Purchaser's  request,  a seller's  warranties and servicing  agreement or a  participation  and servicing  agreement or
similar agreement in form and substance reasonably  acceptable to the parties, and in connection with a Securitization  Transaction,  a
pooling and servicing agreement in form and substance  reasonably  acceptable to the parties,  (collectively the agreements referred to
herein are designated,  the "Reconstitution  Agreements").  It is understood that any such  Reconstitution  Agreements will not contain
any greater  obligations  on the part of Company than are  contained  in this  Agreement.  Notwithstanding  anything to the contrary in
this Section 3.05, the Company agrees that it is required to perform the obligations described in Exhibit 14 hereto.

         With respect to each Whole Loan  Transfer and each  Securitization  Transaction  entered  into by the  Purchaser,  the Company
agrees (1) to  cooperate  fully with the  Purchaser  and any  prospective  purchaser  with respect to all  reasonable  requests and due
diligence procedures;  (2) to execute, deliver and perform all Reconstitution  Agreements required by the Purchaser as are customary in
the industry;  (3) to restate the  representations  and  warranties set forth in this Agreement as of the settlement or closing date in
connection with such Reconstitution (each, a "Reconstitution  Date"), but modified, if necessary,  to reflect changes since the Funding
Date.

         In addition,  the Company shall provide to any master servicer or issuer in connection with a Securitization  Transaction,  as
the case may be, and any other participants in such Reconstitution:

         (i)      any and all  information  and  appropriate  verification  of  information  which may be  reasonably  available to the
Company,  whether  through  letters of its auditors and counsel or  otherwise,  as the  Purchaser or any such other  participant  shall
request upon reasonable demand;

         (ii)     such additional representations,  warranties, covenants, opinions of counsel, letters from auditors, and certificates
of public  officials  or officers  of the Company as are  reasonably  agreed  upon by the Company and the  Purchaser  or any such other
participant;

         (iii)    within 5 Business Days after request by the Purchaser,  the  information  with respect to the Company (as originator)
and each  Third-Party  Originator  of the  Mortgage  Loans as required  under Item 1110(a) and (b) of  Regulation  AB, a summary of the
requirements  of which has of the date hereof is attached  hereto as Exhibit 17 for  convenience  of reference  only,  as determined by
Purchaser in its sole  reasonable  discretion.  If requested by the  Purchaser,  this will  include  information  about the  applicable
credit-granting or underwriting criteria;

         (iv)     within 5 Business Days after request by the  Purchaser,  the Company  shall  provide (or, as  applicable,  cause each
Third-Party  Originator  to provide)  Static Pool  Information  with respect to the  mortgage  loans (of a similar type as the Mortgage
Loans, as reasonably  identified by the Purchaser as provided below) originated by (i) the Company,  if the Company is an originator of
Mortgage Loans (including as an acquirer of Mortgage Loans from a Qualified  Correspondent),  and/or (ii) each Third-Party  Originator.
Such Static Pool Information  shall be prepared by the Company (or Third-Party  Originator) on the basis of its reasonable,  good faith
interpretation of the requirements of Item  1105(a)(1)-(3)  and (c) of Regulation AB. To the extent that there is reasonably  available
to the Company (or Third-Party  Originator)  Static Pool Information with respect to more than one mortgage loan type, the Purchaser or
any Depositor shall be entitled to specify whether some or all of such information  shall be provided  pursuant to this paragraph.  The
content of such Static Pool  Information  may be in the form  customarily  provided by the Company,  and need not be customized for the
Purchaser or any Depositor.  Such Static Pool Information for each vintage  origination year or prior  securitized pool, as applicable,
shall be presented in  increments  no less  frequently  than  quarterly  over the life of the  mortgage  loans  included in the vintage
origination  year or prior  securitized  pool. The most recent periodic  increment must be as of a date no later than 135 days prior to
the date of the  prospectus  or other  offering  document in which the Static Pool  Information  is to be included or  incorporated  by
reference.  The Static Pool Information  shall be provided in an electronic  format that provides a permanent record of the information
provided,  such as a portable document format (pdf) file, or other such electronic  format reasonably  required by the Purchaser or the
Depositor, as applicable;

         (v)      within 5 Business  Days after  request by the  Purchaser,  information  with respect to the Company (as  servicer) as
required by Item 1108(b) and (c) of Regulation AB, a summary of the  requirements  of which as of the date hereof is attached hereto as
Exhibit 17 for  convenience  of reference  only, as determined by Purchaser in its sole  discretion.  In the event that the Company has
delegated  any  servicing  responsibilities  with  respect to the  Mortgage  Loans to a  Subservicer,  the  Company  shall  provide the
information required pursuant to this clause with respect to the Subservicer;

         (vi)     within 5 Business Days after request by the Purchaser,

                  (a)  information  regarding  any legal  proceedings  pending  (or known to be  contemplated)  against the Company (as
         originator and as servicer) and each other  originator of the Mortgage Loans and each  Subservicer as required by Item 1117 of
         Regulation AB, a summary of the  requirements  of which as of the date hereof is attached hereto as Exhibit 17 for convenience
         of reference only, as determined by Purchaser in its sole discretion,

                  (b)  information  regarding  affiliations  with respect to the Company (as originator and as servicer) and each other
         originator  of the  Mortgage  Loans and each  Subservicer  as  required  by Item  1119(a) of  Regulation  AB, a summary of the
         requirements  of which as of the date  hereof is  attached  hereto  as  Exhibit  17 for  convenience  of  reference  only,  as
         determined by Purchaser in its sole discretion, and

                  (c) information regarding  relationships and transactions with respect to the Company (as originator and as servicer)
         and each other  originator of the Mortgage Loans and each  Subservicer as required by Item 1119(b) and (c) of Regulation AB, a
         summary of the  requirements  of which as of the date hereof is attached  hereto as Exhibit 17 for  convenience  of  reference
         only, as determined by Purchaser in its sole discretion;

         (vii)    if so requested by the Purchaser, the Company shall provide (or, as applicable,  cause each Third-Party Originator to
provide),  at the expense of the  requesting  party (to the extent of any  additional  incremental  expense  associated  with  delivery
pursuant to this Agreement),  such statements and agreed-upon  procedures letters of certified public accountants reasonably acceptable
to the  Purchaser  or  Depositor,  as  applicable,  pertaining  to Static  Pool  Information  relating to prior  securitized  pools for
securitizations  closed  on or after  June 1,  2006 or, in the case of  Static  Pool  Information  with  respect  to the  Company's  or
Third-Party  Originator's  originations  or purchases,  to calendar  months  commencing  June 1, 2006, or to any financial  information
included in any other disclosure  provided under this Section 3.05, as the Purchaser or such Depositor shall reasonably  request.  Such
statements  and  letters  shall be  addressed  to and be for the  benefit of such  parties as the  Purchaser  or such  Depositor  shall
designate,  which may include,  by way of example,  any Sponsor,  any Depositor and any broker dealer acting as underwriter,  placement
agent or  initial  purchaser  with  respect  to a  Securitization  Transaction.  Any such  statement  or letter  may take the form of a
standard,  generally  applicable  document  accompanied by a reliance letter authorizing  reliance by the addressees  designated by the
Purchaser or such Depositor;

         (viii)  for the  purpose  of  satisfying  the  reporting  obligation  under  the  Exchange  Act with  respect  to any class of
asset-backed  securities,  the Company shall (or shall cause each Subservicer and Third-Party  Originator to) (i) provide prompt notice
to the  Purchaser,  any Master  Servicer and any  Depositor  in writing of (A) any  material  litigation  or  governmental  proceedings
involving the Company,  any Subservicer or any Third-Party  Originator,  (B) any affiliations or relationships  that develop  following
the closing date of a  Securitization  Transaction  between the Company,  any Subservicer or any Third-Party  Originator and any of the
parties  specified in clause (7) of Section  3.01(15) of this Agreement (and any other parties  identified in writing by the requesting
party)  with  respect  to such  Securitization  Transaction,  (C) any  Event  of  Default  under  the  terms of this  Agreement  or any
Reconstitution  Agreement,  (D) any  merger,  consolidation  or sale of  substantially  all of the assets of the  Company,  and (E) the
Company's  entry into an agreement  with a Subservicer  to perform or assist in the  performance  of any of the  Company's  obligations
under this  Agreement or any  Reconstitution  Agreement  and (ii) provide to the  Purchaser  and any  Depositor a  description  of such
proceedings, affiliations or relationships;

         All notification pursuant to this Section 3.05(b)(viii),  other than those pursuant to Section 3.05(b)(viii)(i)(A),  should be
sent to:

         EMC Mortgage Corporation
         2780 Lake Vista Drive
         Lewisville, Texas 75067
         Attention: Conduit Seller Approval Dept.
         Facsimile: (214) 626-3751
         Email: sellerapproval@bear.com

         With a copy to:

         Bear, Stearns & Co. Inc.
         383 Madison Avenue, 3rd Floor
         New, York, NY 10179
         Attention:  Global Credit Administration
         Facsimile:  (212) 272-6564

         Notifications pursuant to Section 3.05(b)(viii)(i)(A) should be sent to:

         EMC Mortgage Corporation
         2780 Lake Vista Drive
         Lewisville, Texas 75067
         Attention: Conduit Seller Approval Dept.
         Facsimile: (214) 626-3751
         Email: sellerapproval@bear.com

         With copies to:

         Bear, Stearns & Co. Inc.
         383 Madison Avenue, 3rd Floor
         New, York, NY 10179
         Attention:  Global Credit Administration
         Facsimile:  (212) 272-6564


         (ix)     If so requested  by the  Purchaser  or any  Depositor  on any date,  the Company  shall,  within five  Business  Days
following such request,  confirm in writing the accuracy of the  representations  and warranties set forth in Section  3.01(15) of this
Agreement or, if any such  representation  and warranty is not accurate as of the date of such  request,  provide  reasonably  adequate
disclosure of the pertinent facts, in writing, to the requesting party;

         (x)      as a condition to the succession to the Company or any  Subservicer  as servicer or subservicer  under this Agreement
or any  Reconstitution  Agreement by any Person (i) into which the Company or such Subservicer may be merged or  consolidated,  or (ii)
which may be  appointed  as a successor to the Company or any  Subservicer,  the Company  shall  provide to the  Purchaser,  any Master
Servicer and any  Depositor,  at least 15 calendar days prior to the effective  date of such  succession  or  appointment,  (x) written
notice to the Purchaser,  any Master  Servicer and any Depositor of such  succession or appointment  and (y) in writing and in form and
substance reasonably  satisfactory to the Purchaser,  any Master Servicer and such Depositor,  all information  reasonably requested by
the Purchaser,  any Master Servicer or any Depositor in order to comply with its reporting  obligation under Item 6.02 of Form 8-K with
respect to any class of asset-backed securities;

         (xi) in addition to such  information as the Company,  as servicer,  is obligated to provide  pursuant to other  provisions of
this  Agreement,  not later than ten days prior to the  deadline for the filing of any  distribution  report on Form 10-D in respect of
any  Securitization  Transaction  that includes any of the Mortgage  Loans serviced by the Company or any  Subservicer,  the Company or
such Subservicer, as applicable,  shall, to the extent the Company or such Subservicer has knowledge,  provide to the party responsible
for filing such report  (including,  if applicable,  the Master Servicer) notice of the occurrence of any of the following events along
with all  information,  data, and materials  related  thereto as may be required to be included in the related  distribution  report on
Form 10-D (as specified in the provisions of Regulation AB referenced below):

                           (A)      any material modifications,  extensions or waivers of pool asset terms, fees, penalties or payments
         during the distribution period or that have cumulatively become material over time (Item 1121(a)(11) of Regulation AB);

                           (B)      material  breaches of pool asset  representations  or warranties  or  transaction  covenants  (Item
         1121(a)(12) of Regulation AB); and

                           (C)      information  regarding new asset-backed  securities  issuances backed by the same pool assets,  any
         pool asset changes (such as, additions,  substitutions or repurchases), and any material changes in origination,  underwriting
         or other criteria for acquisition or selection of pool assets (Item 1121(a)(14) of Regulation AB); and

         (xii) the Company shall provide to the Purchaser,  any Master  Servicer and any Depositor,  evidence of the  authorization  of
the person  signing any  certification  or  statement,  copies or other  evidence of Fidelity  Bond  Insurance  and Errors and Omission
Insurance  policy,  financial  information  and reports,  and such other  information  related to the Company or any Subservicer or the
Company or such Subservicer's performance hereunder.

         In the  event of a  conflict  or  inconsistency  between  the  terms of  Exhibit  17 and the  text of the  applicable  Item of
Regulation AB as cited above, the text of Regulation AB, its adopting release and other public statements of the SEC shall control.

         The Company shall indemnify the Purchaser,  each affiliate of the Purchaser,  and each of the following parties  participating
in a Securitization  Transaction:  each sponsor and issuing entity; each Person (including, but not limited to, any Master Servicer, if
applicable)  responsible for the  preparation,  execution or filing of any report required to be filed with the Commission with respect
to such  Securitization  Transaction,  or for  execution of a  certification  pursuant to Rule  13a-14(d) or Rule  15d-14(d)  under the
Exchange Act with respect to such  Securitization  Transaction;  each broker dealer acting as  underwriter,  placement agent or initial
purchaser,  each Person who controls any of such parties or the Depositor  (within the meaning of Section 15 of the  Securities Act and
Section 20 of the Exchange Act); and the respective present and former directors,  officers,  employees,  agents and affiliates of each
of the  foregoing  and of the  Depositor  (each,  an  "Indemnified  Party"),  and shall hold each of them harmless from and against any
claims, losses, damages,  penalties,  fines,  forfeitures,  legal fees and expenses and related costs, judgments,  and any other costs,
fees and expenses that any of them may sustain arising out of or based upon:

         (i)(A)  any  untrue  statement  of a  material  fact  contained  or  alleged  to be  contained  in  any  information,  report,
certification,  data,  accountants'  letter or other  material  provided  under this Section  3.05 by or on behalf of the  Company,  or
provided  under this Section 3.05 by or on behalf of any  Subservicer,  Subcontractor  or  Third-Party  Originator  (collectively,  the
"Company  Information"),  or (B) the omission or alleged  omission to state in the Company  Information  a material fact required to be
stated in the Company  Information or necessary in order to make the statements  therein, in the light of the circumstances under which
they were made, not misleading;  provided,  by way of  clarification,  that clause (B) of this paragraph  shall be construed  solely by
reference  to the  Company  Information  and not to any  other  information  communicated  in  connection  with a sale or  purchase  of
securities,  without regard to whether the Company  Information or any portion  thereof is presented  together with or separately  from
such other information;

         (ii) any breach by the Company of its obligations  under Sections 3.05, 7.04 or 7.07,  including  particularly  any failure by
the Company,  any Subservicer,  any  Subcontractor or any Third-Party  Originator to deliver any  information,  report,  certification,
accountants'  letter or other material when and as required under Sections 3.05, 7.04 or 7.07,  including any failure by the Company to
identify  pursuant to Section 12.12 any  Subcontractor  "participating  in the servicing  function"  within the meaning of Item 1122 of
Regulation AB;

         (iii) any breach by the Company of a representation or warranty set forth in Section 3.01 or in a writing  furnished  pursuant
to Section  3.01(16)  and made as of a date prior to the closing  date of the related  Securitization  Transaction,  to the extent that
such breach is not cured by such closing  date,  or any breach by the Company of a  representation  or warranty in a writing  furnished
pursuant to Section 3.01(16) to the extent made as of a date subsequent to such closing date; or

         (iv)     the negligence,  bad faith or willful  misconduct of the Company in connection  with its  performance  under Sections
3.05, 7.04 or 7.07.

         If the  indemnification  provided for herein is unavailable or  insufficient to hold harmless an Indemnified  Party,  then the
Company  agrees that it shall  contribute to the amount paid or payable by such  Indemnified  Party as a result of any claims,  losses,
damages or liabilities  incurred by such  Indemnified  Party in such proportion as is appropriate to reflect the relative fault of such
Indemnified Party on the one hand and the Company on the other.

         In the case of any  failure of  performance  described  above,  the  Company  shall  promptly  reimburse  the  Purchaser,  any
Depositor,  as applicable,  and each Person  responsible  for the  preparation,  execution or filing of any report required to be filed
with the Commission with respect to such  Securitization  Transaction,  or for execution of a certification  pursuant to Rule 13a-14(d)
or Rule 15d-14(d) under the Exchange Act with respect to such  Securitization  Transaction,  for all costs reasonably  incurred by each
such party in order to obtain the information,  report, certification,  accountants' letter or other material not delivered as required
by the Company, any Subservicer, any Subcontractor or any Third-Party Originator.

         This indemnification shall survive the termination of this Agreement or the termination of any party to this Agreement.

         All Mortgage Loans not sold or transferred  pursuant to a  Reconstitution  shall remain subject to, and serviced in accordance
with the terms of, this  Agreement  and the related Term Sheet,  and with respect  thereto  this  Agreement  and the related Term Sheet
shall remain in full force and effect.

         In connection  with such a  securitization,  the Purchaser may be required to engage a master servicer or trustee to determine
the allocation of payments to and make remittances to the  certificateholders,  at the Purchaser's sole cost and expense.  In the event
that a master  servicer or trustee to  determine  the  allocation  of payments to and make  remittances  to the  certificateholders  is
requested by the  Purchaser,  the  Servicer  agrees to service the Mortgage  Loans in  accordance  with the  reasonable  and  customary
requirements  of such  securitization,  which may include the  Servicer's  acting as a subservicer in a master  servicing  arrangement.
With  respect to the then owners of the  Mortgage  Loans,  the  Servicer  shall  thereafter  deal  solely with such master  servicer or
trustee,  as the case may be with respect to such Mortgage Loans which are subject to the  Securitization  and shall not be required to
deal with any other party with respect to such Mortgage Loans. The cost of such securitization  shall be borne by the Purchaser,  other
than the Seller's overhead or employees' salaries.

         The following shall be added after the first sentence of Subsection (1) of Section 5.01 of the Servicing Agreement:

                  The Servicer shall furnish information  regarding the borrower credit files related to such Mortgage Loan to
         credit  reporting  agencies in compliance  with the  provisions of the Fair Credit  Reporting Act and the  applicable
         implementing regulations.

         The following shall be added as the second paragraph of Section 5.02 of the Servicing Agreement:

                  The Servicer  shall not waive (or permit a subservicer  to waive) any  Prepayment  Penalty  unless:  (i) the
         enforceability thereof shall have been limited by bankruptcy, insolvency, moratorium,  receivership and other similar
         laws relating to  creditors'  rights  generally,  (ii) the  enforcement  thereof is illegal,  or any local,  state or
         federal agency has threatened  legal action if the prepayment  penalty is enforced,  (iii) the mortgage debt has been
         accelerated  in  connection  with a  foreclosure  or other  involuntary  payment or (iv) such waiver is standard  and
         customary in  servicing  similar  Mortgage  Loans and relates to a default or a  reasonably  foreseeable  default and
         would, in the reasonable judgment of the Servicer,  maximize recovery of total proceeds taking into account the value
         of such Prepayment  Penalty and the related  Mortgage Loan. In no event will the Servicer waive a Prepayment  Penalty
         in  connection  with a refinancing  of a Mortgage  Loan that is not related to a default or a reasonably  foreseeable
         default.  If a Prepayment  Penalty is waived,  but does not meet the standards  described above, then the Servicer is
         required to pay the amount of such waived  Prepayment  Penalty by depositing such amount into the Collection  Account
         by the immediately succeeding Remittance Date.

         Subsection (6) of Section 5.05 of the Servicing Agreement shall be replaced in its entirety with the following:

         (6)      to pay to itself  as  additional  servicing  compensation  any  interest  earned on funds in the  Collection
         Account (all such interest to be withdrawn monthly not later than each Remittance Date);

         The following paragraphs are added after the second paragraph of Section 5.13 of the Servicing Agreement:

                  "Notwithstanding  anything  in this  Agreement  to the  contrary,  the  Servicer  (a) shall not  permit  any
         modification  with  respect to any  Mortgage  Loan that would  change the  Mortgage  Interest  Rate and (b) shall not
         (unless the  Mortgagor is in default  with  respect to the  Mortgage  Loan or such default is, in the judgment of the
         Servicer,  reasonably  foreseeable) make or permit any modification,  waiver or amendment of any term of any Mortgage
         Loan that would both (i) effect an exchange or  reissuance  of such  Mortgage Loan under Section 1001 of the Code (or
         Treasury  regulations  promulgated  thereunder) and (ii) cause the Trust Fund to fail to qualify as a REMIC under the
         Code or the imposition of any tax on "prohibited  transactions" or  "contributions"  after the startup date under the
         REMIC Provisions.

                  Prior to taking any action with respect to the Mortgage Loans which is not  contemplated  under the terms of
         this  Agreement,  the Servicer  will obtain an Opinion of Counsel  acceptable  to the Trustee with respect to whether
         such  action  could  result  in the  imposition  of a tax upon the REMIC  (including  but not  limited  to the tax on
         prohibited  transactions  as defined in Section  860F(a)(2) of the Code and the tax on  contributions  to a REMIC set
         forth in Section 860G(d) of the Code) (either such event, an "Adverse REMIC Event"),  and the Servicer shall not take
         any such  action or cause the Trust  Fund to take any such  action as to which it has been  advised  that an  Adverse
         REMIC Event could occur.

                  The  Servicer  shall not permit the creation of any  "interests"  (within the meaning of Section 860G of the
         Code) in the REMIC.  The Servicer shall not enter into any arrangement by which the REMIC will receive a fee or other
         compensation for services nor permit the REMIC to receive any income from assets other than "qualified  mortgages" as
         defined in Section 860G(a)(3) of the Code or "permitted investments" as defined in Section 860G(a)(5) of the Code.

                  Any REO Property  shall be disposed of by the Servicer  before the close of the third taxable year following
         the taxable year in which the Mortgage Loan became an REO Property,  unless the Servicer is otherwise directed by the
         Assignee."

         The following shall be added after the first paragraph of Subsection (1) of Section 5.15 of the Servicing Agreement:

                  In determining  the delinquency  status of any Mortgage Loan, the Servicer will use delinquency  recognition
         policies as  described  to and  approved by the  Purchaser,  and shall  revise  these  policies as  requested  by the
         Purchaser from time to time.

         The following shall replace the first paragraph of Section 6.02 of the Servicing Agreement:

         On or before the fifth (5th)  Business Day of each month during the term hereof,  the Servicer  shall deliver to the Purchaser
monthly  accounting  reports  substantially  in the form of Exhibits 11 and 12 attached  hereto with respect to the most recently ended
Due Period,  or in such other forms as may be mutually agreed upon by Servicer and Master  Servicer.  Such monthly  accounting  reports
shall include  information as to the aggregate  Unpaid  Principal  Balance of all Mortgage  Loans,  the scheduled  amortization  of all
Mortgage  Loans,  any  delinquencies  and the amount of any Principal  Prepayments  as of the most recently  ended Record Date, and the
status of all other  collection  efforts with respect to each Mortgage Loan, and all realized losses  detailed on a Form 332,  attached
as Exhibit 13, or in such other form as may be mutually  agreed upon by the  Servicer  and any related  Master  Servicer.  Such monthly
reports shall be delivered to Purchaser in a mutually acceptable electronic format.

         The Servicer  shall  furnish to the Purchaser  during the term of this  Agreement  such  periodic,  special or other  reports,
information or  documentation,  whether or not provided for herein,  as shall be reasonably  requested by the Purchaser with respect to
Mortgage Loans or REO Properties  (provided,  the Purchaser shall have given the Servicer  reasonable notice and opportunity to prepare
such reports,  information or documentation),  including any reports,  information or documentation  reasonably required to comply with
any regulations of any  governmental  agency or body having  jurisdiction  over the Purchaser  (including but not limited to Regulation
AB), all such reports or information to be as provided by and in accordance  with such  applicable  instructions  and directions as the
Purchaser may  reasonably  request.  The Servicer  agrees to execute and deliver all such  instruments  and take all such action as the
Purchaser, from time to time, may reasonably request in order to effectuate the purposes and to carry out the terms of this Agreement.

         Section 7.04 of the Servicing Agreement shall be replaced in its entirety with the following:

                  Section 7.04      Annual Statement as to Compliance; Annual Certification.

         (a)      The Servicer  will deliver to the  Purchaser  and the Master  Servicer,  not later than March 1 of each calendar year
beginning  in 2007,  an  Officers'  Certificate  acceptable  to the  Purchaser  and each  Master  Servicer  (an  "Annual  Statement  of
Compliance")  stating, as to each signatory thereof,  that (i) a review of the activities of the Servicer during the preceding calendar
year (or applicable  portion  thereof) and of performance  under this Agreement or other  applicable  servicing  agreement  during such
period has been made under such officers'  supervision  and (ii) to the best of such  officers'  knowledge,  based on such review,  the
Servicer has fulfilled all of its obligations  under this Agreement or other applicable  servicing  agreement in all material  respects
throughout  such calendar  year,  or, if there has been a failure to fulfill any such  obligation in any material  respect,  specifying
each such failure  known to such  officer and the nature and status  thereof.  Such Annual  Statement of  Compliance  shall  contain no
restrictions  or limitations on its use.  Copies of such statement  shall be provided by the Servicer to the Purchaser upon request and
by the  Purchaser  upon request to any Person  identified  as a  prospective  purchaser of the  Mortgage  Loans.  In the event that the
Servicer has delegated any servicing  responsibilities with respect to the Mortgage Loans to a Subservicer,  the Servicer shall deliver
an officer's  certificate  (an "Annual  Certification")  of the  Subservicer  as  described  above as to each  Subservicer  as and when
required with respect to the Servicer.

         (b)      With respect to any Mortgage Loans that are the subject of a Securitization  Transaction, by March 1 of each calendar
year  beginning in 2007, an officer of the Servicer  shall execute and deliver an Annual  Certification  to the  Purchaser,  any Master
Servicer  and any  related  Depositor  addressed  to and for the  benefit of each such  entity  and such  entity's  affiliates  and the
officers,  directors and agents of any such entity and such  entity's  affiliates,  in the form  attached  hereto as Exhibit 15. In the
event that the  Servicer  has  delegated  any  servicing  responsibilities  with  respect to the  Mortgage  Loans to a  Subservicer  or
Subcontractor,  the Servicer shall deliver an Annual  Certification  of the Subservicer or  Subcontractor as described above as to each
Subservicer or Subcontractor as and when required with respect to the Servicer.

         (c)      If the Servicer cannot deliver the related Annual Statement of Compliance or Annual  Certification by March 1 of such
year,  the  Purchaser,  at its sole option and with the consent of the Person  signing the Form 10-K,  may permit a cure period for the
Servicer to deliver such Annual Statement of Compliance or Annual Certification, but in no event later than March 10th of such year.

         Failure of the Servicer to timely  comply with this Section 7.04 shall be deemed an Event of Default,  automatically,  without
notice and without any cure period unless  otherwise  agreed to by the  Purchaser and the Person  signing the Form 10-K as set forth in
7.04(c),  and  Purchaser  may,  in  addition to whatever  rights the  Purchaser  may have at law or in equity or to damages,  including
injunctive  relief and specific  performance,  terminate all the rights and obligations of the Servicer under this Agreement and in and
to the  Mortgage  Loans and the  proceeds  thereof  without the  Purchaser's  incurring  any penalty or fee of any kind  whatsoever  in
connection  therewith,  as provided in Section  10.01.  Such  termination  shall be considered  with cause pursuant to Section 11.01 of
this Agreement.  This paragraph shall supercede any other provision in this Agreement or any other agreement to the contrary.

         The following shall be added as Section 7.07 of the Servicing Agreement:

         Section 7.07      Assessment of Compliance with Servicing Criteria.

         On and after June 1, 2006,  the  Servicer  shall  service  and  administer,  and shall cause each  subservicer  to servicer or
administer, the Mortgage Loans in accordance with all applicable requirements of the Servicing Criteria.

         With respect to any Mortgage  Loans that are the subject of a  Securitization  Transaction,  the Servicer shall deliver to the
Purchaser or its  designee,  any Master  Servicer and any  Depositor on or before March 1 of each  calendar  year  beginning in 2007, a
report (an "Assessment of Compliance")  reasonably  satisfactory to the Purchaser,  any Master Servicer and any Depositor regarding the
Servicer's  assessment of compliance  with the Servicing  Criteria  during the preceding  calendar year as required by Rules 13a-18 and
15d-18 of the  Exchange  Act and Item 1122 of  Regulation  AB or as  otherwise  required by the Master  Servicer,  which as of the date
hereof, require a report by an authorized officer of the Servicer that contains the following:

         (a)      A statement by such officer of its responsibility for assessing  compliance with the Servicing Criteria applicable to
the Servicer;

         (b)      A statement by such officer that such officer used the  Servicing  Criteria to assess  compliance  with the Servicing
Criteria applicable to the Servicer;

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

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

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

         Such report at a minimum  shall address each of the  Servicing  Criteria in Exhibit 18 hereto  identified as applicable to the
Servicer delivered to the Purchaser concurrently with the execution of this Agreement.

         With  respect  to any  Mortgage  Loans that are the  subject of a  Securitization  Transaction,  on or before  March 1 of each
calendar year  beginning in 2007, the Company shall furnish to the Purchaser or its designee,  any Master  Servicer and any Depositor a
report (an "Attestation  Report") by a registered  public accounting firm that attests to, and reports on, the Assessment of Compliance
made by the  Servicer,  as required by Rules 13a-18 and 15d-18 of the Exchange  Act and Item 1122(b) of  Regulation  AB or as otherwise
required by the Master Servicer,  which Attestation Report must be made in accordance with standards for attestation  reports issued or
adopted by the Public Company Accounting Oversight Board.

         The Servicer shall cause each Subservicer,  and each Subcontractor  determined by the Servicer pursuant to Section 11.19 to be
"participating  in the servicing  function"  within the meaning of Item 1122 of Regulation AB, to deliver to the Purchaser,  any Master
Servicer and any Depositor an assessment of compliance and accountants' attestation as and when provided in Section 7.07.

         If the Servicer  cannot  deliver the related  Assessment  of  Compliance or  Attestation  Report by March 1 of such year,  the
Purchaser,  at its sole option and with the consent of the Person  signing the Form 10-K,  may permit a cure period for the Servicer to
deliver such Assessment of Compliance or Attestation Report, but in no event later than March 10th of such year.

         Failure of the Servicer to timely  comply with this Section 7.07 shall be deemed an Event of Default,  automatically,  without
notice and without any cure period,  unless  otherwise  agreed to by the  Purchaser  and the Person  signing the Form 10-K as described
herein,  and  Purchaser  may,  in  addition  to whatever  rights the  Purchaser  may have at law or in equity or to damages,  including
injunctive  relief and specific  performance,  terminate all the rights and obligations of the Servicer under this Agreement and in and
to the Mortgage Loans and the proceeds  thereof  without  compensating  the Servicer for the same, as provided in Section  10.01.  Such
termination  shall be considered  with cause  pursuant to Section 11.01 of this  Agreement.  This paragraph  shall  supercede any other
provision in this Agreement or any other agreement to the contrary.

         The following shall be added as Section 7.08 of the Servicing Agreement:

         Section 7.08      Intent of the Parties; Reasonableness.

         The Purchaser and the Company  acknowledge and agree that a purpose of Sections  3.01(15),  3.05,  6.02, 7.04 and 7.07 of this
Agreement is to facilitate  compliance by the  Purchaser and any Depositor  with the  provisions of Regulation AB and related rules and
regulations of the  Commission.  None of the Purchaser,  any Master  Servicer or any Depositor  shall exercise its right to request (if
any  request is  required)  delivery of  information  or other  performance  under these  provisions  other than in good faith,  or for
purposes other than compliance  with the Securities  Act, the Exchange Act and the rules and regulations of the Commission  thereunder.
The Company  acknowledges that  interpretations  of the requirements of Regulation AB may change over time, whether due to interpretive
guidance  provided by the Commission or its staff,  consensus among  participants in the  asset-backed  securities  markets,  advice of
counsel,  or otherwise,  and agrees to comply with requests made by the Purchaser,  any Master  Servicer or any Depositor in good faith
for delivery of information  under these provisions on the basis of evolving  interpretations  of Regulation AB. In connection with any
Securitization  Transaction,  the Company shall  cooperate fully with the Purchaser and any Master Servicer to deliver to the Purchaser
(including  any  of  its  assignees  or  designees),  any  Master  Servicer  and  any  Depositor,  any  and  all  statements,  reports,
certifications,  records and any other information  necessary in the good faith determination of the Purchaser,  any Master Servicer or
any  Depositor  to permit the  Purchaser,  such Master  Servicer or such  Depositor to comply with the  provisions  of  Regulation  AB,
together with such  disclosures  relating to the Company,  any Subservicer,  any Third-Party  Originator and the Mortgage Loans, or the
servicing  of the  Mortgage  Loans,  reasonably  believed by the  Purchaser  or any  Depositor  to be necessary in order to effect such
compliance.

         The following shall be added as the second paragraph of Section 9.01 of the Servicing Agreement:

                  The Master  Servicer shall  indemnify and hold harmless the Servicer and its  affiliates,  and in each case,
         its officers,  directors and agents from and against any losses, damages, penalties,  fines, forfeitures,  reasonable
         legal fees and related  costs,  judgments  and other costs and expenses  arising out of or based upon a breach by the
         Master  Servicer or any of its officers,  directors,  agents or affiliates of its  obligations in connection with the
         preparation,  filing and certification of any Form 10-K under Section 3.18 of the Pooling and Servicing  Agreement or
         the negligence,  bad faith or willful  misconduct of the Master Servicer in connection  therewith.  In addition,  the
         Master Servicer shall  indemnify and hold harmless the Servicer and its  affiliates,  and in each case, its officers,
         directors and agents from and against any losses, damages, penalties,  fines, forfeitures,  reasonable legal fees and
         related  costs,  judgments  and other costs and  expenses  arising out of or based upon a breach by any  Servicer (as
         defined in the Pooling and  Servicing  Agreement),  other than the  Servicer (as defined in this  Agreement),  of its
         obligations in connection with any back-up  certification  (or any other back-up  documents) to any  certification of
         any Form 10-K required to be provided by the Master Servicer,  but solely to the extent the Master Servicer  receives
         amounts from such Servicer in connection with any indemnification  provided by such Servicer (in each case as defined
         in the Pooling and Servicing Agreement) to the Master Servicer.

         The last paragraph of Section 10.01 shall be replaced with the following:

                  then,  and in each and every such case,  so long as an Event of Default  shall not have been  remedied,  the
         Purchaser,  by notice in writing to the Sellers may, in addition to whatever  rights the Purchaser may have at law or
         in equity to damages, including injunctive relief and specific performance,  terminate all the rights and obligations
         of the Sellers and the  Servicer  (and if the Servicer is servicing  any of the  Mortgage  Loans in a  Securitization
         Transaction,  appoint a successor  servicer  reasonably  acceptable  to any Master  Servicer for such  Securitization
         Transaction)  under this Agreement and in and to the Mortgage  Loans(including  the Servicing rights thereon) and the
         proceeds  thereof  subject to  Section  12.01,  without  the  Purchaser's  incurring  any  penalty or fee of any kind
         whatsoever in connection  therewith;  provided that, upon the occurrence of an Event of Default under Subsection (3),
         (4) or (5) of this  Section 10.01,  this Agreement and all authority and power of the Sellers hereunder (whether with
         respect to the Mortgage Loans,  the REO Properties or otherwise) shall  automatically  cease. On or after the receipt
         by the Servicer of such written  notice,  all authority and power of the Servicer under this Agreement  (whether with
         respect to the Mortgage Loans or otherwise)  shall cease.  The Servicer  shall  promptly  reimburse the Purchaser (or
         any designee of the  Purchaser,  such as a master  servicer) and any  Depositor,  as  applicable,  for all reasonable
         expenses  incurred by the Purchaser (or such designee) or such  Depositor,  as such are incurred,  in connection with
         the  termination  of the Servicer as servicer  and the  transfer of  servicing  of the Mortgage  Loans to a successor
         servicer.  The provisions of this paragraph  shall not limit whatever  rights the Purchaser or any Depositor may have
         under other  provisions of this Agreement  and/or any applicable  Reconstitution  Agreement or otherwise,  whether in
         equity or at law, such as an action for damages, specific performance or injunctive relief.

         The following shall be added as Section 12.12 of the Servicing Agreement:

         Section 12.12. Use of Subservicers and Subcontractors.

         (a)      The Servicer shall not hire or otherwise  utilize the services of any  Subservicer to fulfill any of the  obligations
of the Servicer as servicer under this Agreement or any  Reconstitution  Agreement unless the Servicer  complies with the provisions of
paragraph  (b) of this  Section.  The Servicer  shall not hire or otherwise  utilize the services of any  Subcontractor,  and shall not
permit any  Subservicer  to hire or  otherwise  utilize the services of any  Subcontractor,  to fulfill any of the  obligations  of the
Servicer as servicer  under this  Agreement  or any  Reconstitution  Agreement  unless the Servicer  complies  with the  provisions  of
paragraph (d) of this Section.

         (b)      The  Servicer  shall  cause any  Subservicer  used by the  Servicer  (or by any  Subservicer)  for the benefit of the
Purchaser and any Depositor to comply with the provisions of this Section and with Sections  3.01(15),  3.01(18),  3.05,  7.04 and 7.07
of this Agreement to the same extent as if such  Subservicer  were the Servicer,  and to provide the information  required with respect
to such  Subservicer  under Section  3.01(17) of this Agreement.  The Servicer shall be responsible for obtaining from each Subservicer
and delivering to the Purchaser,  any Master Servicer and any Depositor any Annual Statement of Compliance  required to be delivered by
such  Subservicer  under Section  7.04(a),  any  Assessment  of  Compliance  and  Attestation  Report  required to be delivered by such
Subservicer under Section 7.07 and any Annual Certification required under Section 7.04(b) as and when required to be delivered.

         (c)      The Servicer shall  promptly upon request  provide to the  Purchaser,  any Master  Servicer and any Depositor (or any
designee of the Depositor,  such as an administrator) a written description (in form and substance  satisfactory to the Purchaser,  any
Master  Servicer  and such  Depositor)  of the role and  function of each  Subcontractor  utilized  by the Company or any  Subservicer,
specifying  (i) the  identity  of each  such  Subcontractor,  (ii)  which (if any) of such  Subcontractors  are  "participating  in the
servicing  function"  within the meaning of Item 1122 of  Regulation  AB, and (iii) which  elements of the  Servicing  Criteria will be
addressed in assessments of compliance provided by each Subcontractor identified pursuant to clause (ii) of this paragraph.

         (d)      As a condition to the utilization of any Subcontractor  determined to be  "participating  in the servicing  function"
within the meaning of Item 1122 of  Regulation  AB, the  Servicer  shall cause any such  Subcontractor  used by the Servicer (or by any
Subservicer)  for the benefit of the  Purchaser  and any  Depositor  to comply with the  provisions  of Sections  3.05 and 7.07 of this
Agreement to the same extent as if such  Subcontractor  were the Company.  The Servicer  shall be  responsible  for obtaining from each
Subcontractor  and  delivering to the Purchaser and any Depositor any  Assessment of Compliance  and  Attestation  Report and the other
certificates  required to be  delivered  by such  Subservicer  and such  Subcontractor  under  Section  7.07,  in each case as and when
required to be delivered.

         The following shall be added as Section 12.13 of the Servicing Agreement:

         Section 12.13. Third-Party Beneficiary.

         For  purposes of this  Agreement,  the Master  Servicer  shall be  considered  a third party  beneficiary  of this  Agreement,
entitled to all the rights and benefits hereof as if it were a direct party to this Agreement.

         The following shall be added as Exhibit 11 to the Servicing Agreement:

                                                                   EXHIBIT 11

                                                       REPORTING DATA FOR MONTHLY REPORT

                                                   Standard File Layout - Master Servicing

-----------------------------------------------------------------------------------------------------------------------------------
         Column Name                            Description                      Decimal           Format Comment           Max
                                                                                                                            Size
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
SER_INVESTOR_NBR               A value  assigned by the  Servicer to define a               Text up to 10 digits             20
                               group of loans.
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
LOAN_NBR                       A unique  identifier  assigned to each loan by               Text up to 10 digits             10
                               the investor.
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
SERVICER_LOAN_NBR              A  unique  number  assigned  to a loan  by the               Text up to 10 digits             10
                               Servicer.  This  may  be  different  than  the
                               LOAN_NBR.
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
BORROWER_NAME                  The  borrower  name as  received  in the file.               Maximum  length  of 30 (Last,    30
                               It is not separated by first and last name.                  First)
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
SCHED_PAY_AMT                  Scheduled   monthly  principal  and  scheduled       2       No  commas(,) or dollar signs    11
                               interest  payment  that a borrower is expected               ($)
                               to pay, P&I constant.
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
NOTE_INT_RATE                  The  loan  interest  rate as  reported  by the       4       Max length of 6                   6
                               Servicer.
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
NET_INT_RATE                   The loan gross  interest rate less the service       4       Max length of 6                   6
                               fee rate as reported by the Servicer.
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
SERV_FEE_RATE                  The   servicer's   fee  rate  for  a  loan  as       4       Max length of 6                   6
                               reported by the Servicer.
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
SERV_FEE_AMT                   The  servicer's  fee  amount  for  a  loan  as       2       No  commas(,) or dollar signs    11
                               reported by the Servicer.                                    ($)
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
NEW_PAY_AMT                    The new loan  payment  amount as  reported  by       2       No  commas(,) or dollar signs    11
                               the Servicer.                                                ($)
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
NEW_LOAN_RATE                  The new loan rate as reported by the Servicer.       4       Max length of 6                   6
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
ARM_INDEX_RATE                 The index the  Servicer is using to  calculate       4       Max length of 6                   6
                               a forecasted rate.
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
ACTL_BEG_PRIN_BAL              The  borrower's  actual  principal  balance at       2       No  commas(,) or dollar signs    11
                               the beginning of the processing cycle.                       ($)
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
ACTL_END_PRIN_BAL              The  borrower's  actual  principal  balance at       2       No  commas(,) or dollar signs    11
                               the end of the processing cycle.                             ($)
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
BORR_NEXT_PAY_DUE_DATE         The date at the end of  processing  cycle that               MM/DD/YYYY                       10
                               the  borrower's  next  payment  is  due to the
                               Servicer, as reported by Servicer.
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
SERV_CURT_AMT_1                The first curtailment amount to be applied.          2       No  commas(,) or dollar signs    11
                                                                                            ($)
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
SERV_CURT_DATE_1               The  curtailment   date  associated  with  the               MM/DD/YYYY                       10
                               first curtailment amount.
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
CURT_ADJ_ AMT_1                The   curtailment   interest   on  the   first       2       No  commas(,) or dollar signs    11
                               curtailment amount, if applicable.                           ($)
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
SERV_CURT_AMT_2                The second curtailment amount to be applied.         2       No  commas(,) or dollar signs    11
                                                                                            ($)
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
SERV_CURT_DATE_2               The  curtailment   date  associated  with  the               MM/DD/YYYY                       10
                               second curtailment amount.
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
CURT_ADJ_ AMT_2                The   curtailment   interest   on  the  second       2       No  commas(,) or dollar signs    11
                               curtailment amount, if applicable.                           ($)
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
SERV_CURT_AMT_3                The third curtailment amount to be applied.          2       No  commas(,) or dollar signs    11
                                                                                            ($)
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
SERV_CURT_DATE_3               The  curtailment   date  associated  with  the               MM/DD/YYYY                       10
                               third curtailment amount.
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
CURT_ADJ_AMT_3                 The   curtailment   interest   on  the   third       2       No  commas(,) or dollar signs    11
                               curtailment amount, if applicable.                           ($)
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
PIF_AMT                        The loan "paid in full"  amount as reported by       2       No  commas(,) or dollar signs    11
                               the Servicer.                                                ($)
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
PIF_DATE                       The  paid in  full  date  as  reported  by the               MM/DD/YYYY                       10
                               Servicer.
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
ACTION_CODE                    The   standard   FNMA  numeric  code  used  to               Action        Code       Key:     2
                               indicate  the  default/delinquent  status of a               15=Bankruptcy,
                               indicate  the  default/delinquent  status of a               30=Foreclosure,   ,   60=PIF,
                                                                                            63=Substitution,
                                                                                            65=Repurchase,70=REO
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
INT_ADJ_AMT                    The  amount  of  the  interest  adjustment  as       2       No  commas(,) or dollar signs    11
                               reported by the Servicer.                                    ($)
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
SOLDIER_SAILOR_ADJ_AMT         The Soldier and Sailor  Adjustment  amount, if       2       No  commas(,) or dollar signs    11
                               applicable.                                                  ($)
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
NON_ADV_LOAN_AMT               The   Non   Recoverable   Loan   Amount,    if       2       No  commas(,) or dollar signs    11
                               applicable.                                                  ($)
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
LOAN_LOSS_AMT                  The amount the  Servicer is passing as a loss,       2       No  commas(,) or dollar signs    11
                               if applicable.                                               ($)
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
SCHED_BEG_PRIN_BAL             The  scheduled  outstanding  principal  amount       2       No  commas(,) or dollar signs    11
                               due at the  beginning  of the cycle date to be               ($)
                               passed through to investors.
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
SCHED_END_PRIN_BAL             The   scheduled   principal   balance  due  to       2       No  commas(,) or dollar signs    11
                               investors at the end of a processing cycle.                  ($)
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
SCHED_PRIN_AMT                 The scheduled  principal amount as reported by       2       No  commas(,) or dollar signs    11
                               the  Servicer  for the  current  cycle -- only               ($)
                               applicable for Scheduled/Scheduled Loans.
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
SCHED_NET_INT                  The scheduled  gross interest  amount less the       2       No  commas(,) or dollar signs    11
                               service  fee amount for the  current  cycle as
                               reported by the  Servicer  -- only  applicable
                               for Scheduled/Scheduled Loans.                               ($)
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
ACTL_PRIN_AMT                  The actual  principal  amount collected by the       2       No  commas(,) or dollar signs    11
                               Servicer  for the current  reporting  cycle --               ($)
                               only applicable for Actual/Actual Loans.
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
                               The  actual  gross  interest  amount  less the
                               service fee amount for the  current  reporting               No  commas(,) or dollar signs
ACTL_NET_INT                   cycle  as  reported  by the  Servicer  -- only       2       ($)                              11
                               applicable for Actual/Actual Loans.
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
PREPAY_PENALTY_ AMT            The penalty  amount  received  when a borrower       2       No  commas(,) or dollar signs    11
                               prepays  on  his  loan  as   reported  by  the               ($)
                               Servicer.
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
PREPAY_PENALTY_ WAIVED         The  prepayment  penalty  amount  for the loan       2       No  commas(,) or dollar signs    11
                               waived by the servicer.                                      ($)
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
MOD_DATE                       The    Effective    Payment    Date   of   the               MM/DD/YYYY                       10
                               Modification for the loan.
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
MOD_TYPE                       The Modification Type.                                       Varchar  - value can be alpha    30
                                                                                            or numeric
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
DELINQ_P&I_ADVANCE_AMT         The   current   outstanding    principal   and       2       No  commas(,) or dollar signs    11
                               interest advances made by Servicer.                          ($)
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------


         The following shall be added as Exhibit 12 to the Servicing Agreement:

                                                                   EXHIBIT 12

                                                       REPORTING DATA FOR DEFAULTED LOANS

                                               Standard File Layout – Delinquency Reporting

-------------------------------------- ---------------------------------------------------- -------------- ---------------
         Column/Header Name                                Description                         Decimal     Format Comment
-------------------------------------- ---------------------------------------------------- -------------- ---------------
SERVICER_LOAN_NBR                      A  unique   number   assigned  to  a  loan  by  the
                                       Servicer.  This may be different than the LOAN_NBR
-------------------------------------- ---------------------------------------------------- -------------- ---------------
LOAN_NBR                               A unique  identifier  assigned  to each loan by the
                                       originator.
-------------------------------------- ---------------------------------------------------- -------------- ---------------
CLIENT_NBR                             Servicer Client Number
-------------------------------------- ---------------------------------------------------- -------------- ---------------
SERV_INVESTOR_NBR                      Contains  a  unique   number  as   assigned  by  an
                                       external  servicer  to identify a group of loans in
                                       their system.
-------------------------------------- ---------------------------------------------------- -------------- ---------------
BORROWER_FIRST_NAME                    First Name of the Borrower.
-------------------------------------- ---------------------------------------------------- -------------- ---------------
BORROWER_LAST_NAME                     Last name of the borrower.
-------------------------------------- ---------------------------------------------------- -------------- ---------------
PROP_ADDRESS                           Street Name and Number of Property
-------------------------------------- ---------------------------------------------------- -------------- ---------------
PROP_STATE                             The state where the  property located.
-------------------------------------- ---------------------------------------------------- -------------- ---------------
PROP_ZIP                               Zip code where the property is located.
-------------------------------------- ---------------------------------------------------- -------------- ---------------
BORR_NEXT_PAY_DUE_DATE                 The date that the  borrower's  next  payment is due                 MM/DD/YYYY
                                       to the servicer at the end of processing  cycle, as
                                       reported by Servicer.
-------------------------------------- ---------------------------------------------------- -------------- ---------------
LOAN_TYPE                              Loan Type (i.e. FHA, VA, Conv)
-------------------------------------- ---------------------------------------------------- -------------- ---------------
BANKRUPTCY_FILED_DATE                  The date a particular bankruptcy claim was filed.                   MM/DD/YYYY
-------------------------------------- ---------------------------------------------------- -------------- ---------------
BANKRUPTCY_CHAPTER_CODE                The chapter under which the bankruptcy was filed.
-------------------------------------- ---------------------------------------------------- -------------- ---------------
BANKRUPTCY_CASE_NBR                    The  case  number  assigned  by  the  court  to the
                                       bankruptcy filing.
-------------------------------------- ---------------------------------------------------- -------------- ---------------
POST_PETITION_DUE_DATE                 The payment due date once the  bankruptcy  has been                 MM/DD/YYYY
                                       approved by the courts
-------------------------------------- ---------------------------------------------------- -------------- ---------------
BANKRUPTCY_DCHRG_DISM_DATE             The  Date  The  Loan Is  Removed  From  Bankruptcy.                 MM/DD/YYYY
                                       Either  by  Dismissal,  Discharged  and/or a Motion
                                       For Relief Was Granted.
-------------------------------------- ---------------------------------------------------- -------------- ---------------
LOSS_MIT_APPR_DATE                     The Date The Loss  Mitigation  Was  Approved By The                 MM/DD/YYYY
                                       Servicer
-------------------------------------- ---------------------------------------------------- -------------- ---------------
LOSS_MIT_TYPE                          The  Type Of Loss  Mitigation  Approved  For A Loan
                                       Such As;
-------------------------------------- ---------------------------------------------------- -------------- ---------------
LOSS_MIT_EST_COMP_DATE                 The Date The Loss Mitigation  /Plan Is Scheduled To                 MM/DD/YYYY
                                       End/Close
-------------------------------------- ---------------------------------------------------- -------------- ---------------
LOSS_MIT_ACT_COMP_DATE                 The Date The Loss Mitigation Is Actually Completed                  MM/DD/YYYY
-------------------------------------- ---------------------------------------------------- -------------- ---------------
FRCLSR_APPROVED_DATE                   The date DA Admin  sends a letter  to the  servicer                 MM/DD/YYYY
                                       with instructions to begin foreclosure proceedings.
-------------------------------------- ---------------------------------------------------- -------------- ---------------
ATTORNEY_REFERRAL_DATE                 Date  File  Was  Referred  To  Attorney  to  Pursue                 MM/DD/YYYY
                                       Foreclosure
-------------------------------------- ---------------------------------------------------- -------------- ---------------
FIRST_LEGAL_DATE                       Notice  of 1st  legal  filed  by an  Attorney  in a                 MM/DD/YYYY
                                       Foreclosure Action
-------------------------------------- ---------------------------------------------------- -------------- ---------------
FRCLSR_SALE_EXPECTED_DATE              The date by which a  foreclosure  sale is  expected                 MM/DD/YYYY
                                       to occur.
-------------------------------------- ---------------------------------------------------- -------------- ---------------
FRCLSR_SALE_DATE                       The actual date of the foreclosure sale.                            MM/DD/YYYY
-------------------------------------- ---------------------------------------------------- -------------- ---------------
FRCLSR_SALE_AMT                        The amount a property  sold for at the  foreclosure        2        No   commas(,)
                                       sale.                                                               or      dollar
                                                                                                           signs ($)
-------------------------------------- ---------------------------------------------------- -------------- ---------------
EVICTION_START_DATE                    The date the  servicer  initiates  eviction  of the                 MM/DD/YYYY
                                       borrower.
-------------------------------------- ---------------------------------------------------- -------------- ---------------
EVICTION_COMPLETED_DATE                The date the court revokes legal  possession of the                 MM/DD/YYYY
                                       property from the borrower.
-------------------------------------- ---------------------------------------------------- -------------- ---------------
LIST_PRICE                             The price at which an REO property is marketed.            2        No   commas(,)
                                                                                                           or      dollar
                                                                                                           signs ($)
-------------------------------------- ---------------------------------------------------- -------------- ---------------
LIST_DATE                              The date an REO  property is listed at a particular                 MM/DD/YYYY
                                       price.
-------------------------------------- ---------------------------------------------------- -------------- ---------------
OFFER_AMT                              The dollar value of an offer for an REO property.          2        No   commas(,)
                                                                                                           or      dollar
                                                                                                           signs ($)
-------------------------------------- ---------------------------------------------------- -------------- ---------------
OFFER_DATE_TIME                        The  date an offer  is  received  by DA Admin or by                 MM/DD/YYYY
                                       the Servicer.
-------------------------------------- ---------------------------------------------------- -------------- ---------------
REO_CLOSING_DATE                       The date the REO sale of the  property is scheduled                 MM/DD/YYYY
                                       to close.
-------------------------------------- ---------------------------------------------------- -------------- ---------------
REO_ACTUAL_CLOSING_DATE                Actual Date Of REO Sale                                             MM/DD/YYYY
-------------------------------------- ---------------------------------------------------- -------------- ---------------
OCCUPANT_CODE                          Classification of how the property is occupied.
-------------------------------------- ---------------------------------------------------- -------------- ---------------
PROP_CONDITION_CODE                    A  code  that   indicates   the  condition  of  the
                                       property.
-------------------------------------- ---------------------------------------------------- -------------- ---------------
PROP_INSPECTION_DATE                   The date a  property inspection is performed.                       MM/DD/YYYY
-------------------------------------- ---------------------------------------------------- -------------- ---------------
APPRAISAL_DATE                         The date the appraisal was done.                                    MM/DD/YYYY
-------------------------------------- ---------------------------------------------------- -------------- ---------------
CURR_PROP_VAL                           The  current "as is" value of the  property  based        2
                                       on brokers price opinion or appraisal.
-------------------------------------- ---------------------------------------------------- -------------- ---------------
REPAIRED_PROP_VAL                      The amount the  property  would be worth if repairs        2
                                       are completed  pursuant to a broker's price opinion
                                       or appraisal.
-------------------------------------- ---------------------------------------------------- -------------- ---------------
If applicable:
-------------------------------------- ---------------------------------------------------- -------------- ---------------
DELINQ_STATUS_CODE                     FNMA Code Describing Status of Loan
-------------------------------------- ---------------------------------------------------- -------------- ---------------
DELINQ_REASON_CODE                     The  circumstances  which caused a borrower to stop
                                       paying on a loan.  Code  indicates  the  reason why
                                       the loan is in default for this cycle.
-------------------------------------- ---------------------------------------------------- -------------- ---------------
MI_CLAIM_FILED_DATE                    Date  Mortgage   Insurance  Claim  Was  Filed  With                 MM/DD/YYYY
                                       Mortgage Insurance Company.
-------------------------------------- ---------------------------------------------------- -------------- ---------------
MI_CLAIM_AMT                           Amount of Mortgage Insurance Claim Filed                            No   commas(,)
                                                                                                           or      dollar
                                                                                                           signs ($)
-------------------------------------- ---------------------------------------------------- -------------- ---------------
MI_CLAIM_PAID_DATE                     Date Mortgage  Insurance  Company  Disbursed  Claim                 MM/DD/YYYY
                                       Payment
-------------------------------------- ---------------------------------------------------- -------------- ---------------
MI_CLAIM_AMT_PAID                      Amount Mortgage Insurance Company Paid On Claim            2        No   commas(,)
                                                                                                           or      dollar
                                                                                                           signs ($)
-------------------------------------- ---------------------------------------------------- -------------- ---------------
POOL_CLAIM_FILED_DATE                  Date Claim Was Filed With Pool Insurance Company                    MM/DD/YYYY
-------------------------------------- ---------------------------------------------------- -------------- ---------------
POOL_CLAIM_AMT                         Amount of Claim Filed With Pool Insurance Company          2        No   commas(,)
                                                                                                           or      dollar
                                                                                                           signs ($)
-------------------------------------- ---------------------------------------------------- -------------- ---------------
POOL_CLAIM_PAID_DATE                   Date Claim Was  Settled and The Check Was Issued By                 MM/DD/YYYY
                                       The Pool Insurer
-------------------------------------- ---------------------------------------------------- -------------- ---------------
POOL_CLAIM_AMT_PAID                    Amount Paid On Claim By Pool Insurance Company             2        No   commas(,)
                                                                                                           or      dollar
                                                                                                           signs ($)
-------------------------------------- ---------------------------------------------------- -------------- ---------------
FHA_PART_A_CLAIM_FILED_DATE             Date FHA Part A Claim Was Filed With HUD                           MM/DD/YYYY
-------------------------------------- ---------------------------------------------------- -------------- ---------------
FHA_PART_A_CLAIM_AMT                    Amount of FHA Part A Claim Filed                          2        No   commas(,)
                                                                                                           or      dollar
                                                                                                           signs ($)
-------------------------------------- ---------------------------------------------------- -------------- ---------------
FHA_PART_A_CLAIM_PAID_DATE              Date HUD Disbursed Part A Claim Payment                            MM/DD/YYYY
-------------------------------------- ---------------------------------------------------- -------------- ---------------
FHA_PART_A_CLAIM_PAID_AMT               Amount HUD Paid on Part A Claim                           2        No   commas(,)
                                                                                                           or      dollar
                                                                                                           signs ($)
-------------------------------------- ---------------------------------------------------- -------------- ---------------
FHA_PART_B_CLAIM_FILED_DATE              Date FHA Part B Claim Was Filed With HUD                          MM/DD/YYYY
-------------------------------------- ---------------------------------------------------- -------------- ---------------
FHA_PART_B_CLAIM_AMT                     Amount of FHA Part B Claim Filed                         2        No   commas(,)
                                                                                                           or      dollar
                                                                                                           signs ($)
-------------------------------------- ---------------------------------------------------- -------------- ---------------
FHA_PART_B_CLAIM_PAID_DATE                Date HUD Disbursed Part B Claim Payment                          MM/DD/YYYY
-------------------------------------- ---------------------------------------------------- -------------- ---------------
FHA_PART_B_CLAIM_PAID_AMT               Amount HUD Paid on Part B Claim                           2        No   commas(,)
                                                                                                           or      dollar
                                                                                                           signs ($)
-------------------------------------- ---------------------------------------------------- -------------- ---------------
VA_CLAIM_FILED_DATE                     Date VA Claim Was Filed With the Veterans Admin                    MM/DD/YYYY
-------------------------------------- ---------------------------------------------------- -------------- ---------------
VA_CLAIM_PAID_DATE                      Date Veterans Admin. Disbursed VA Claim Payment                    MM/DD/YYYY
-------------------------------------- ---------------------------------------------------- -------------- ---------------
VA_CLAIM_PAID_AMT                       Amount Veterans Admin. Paid on VA Claim                   2        No   commas(,)
                                                                                                           or      dollar
                                                                                                           signs ($)
-------------------------------------- ---------------------------------------------------- -------------- ---------------


Exhibit 2: Standard File Codes – Delinquency Reporting

The Loss Mit Type field should show the approved Loss Mitigation Code as follows:
         o    ASUM-  Approved Assumption
         o    BAP-      Borrower Assistance Program
         o    CO-       Charge Off
         o    DIL-      Deed-in-Lieu
         o    FFA-      Formal Forbearance Agreement
         o    MOD-      Loan Modification
         o    PRE-      Pre-Sale
         o    SS-       Short Sale
         o    MISC-     Anything else approved by the PMI or Pool Insurer

NOTE: Wells Fargo Bank will accept  alternative  Loss Mitigation Types to those above,  provided that they are consistent with industry
standards.  If Loss  Mitigation  Types other than those above are used, the Servicer must supply Wells Fargo Bank with a description of
each of the Loss Mitigation Types prior to sending the file.

The Occupant Code field should show the current status of the property code as follows:
         o    Mortgagor
         o    Tenant
         o    Unknown
         o    Vacant

The Property Condition field should show the last reported condition of the property as follows:
         o    Damaged
         o    Excellent
         o    Fair
         o    Gone
         o    Good
         o    Poor
         o    Special Hazard
         o    Unknown


Exhibit 2: Standard File Codes – Delinquency Reporting, Continued

The FNMA Delinquent Reason Code field should show the Reason for Delinquency as follows:

                      ------------------------ ---------------------------------------------------------
                      Delinquency Code         Delinquency Description
                      ------------------------ ---------------------------------------------------------
                      001                      FNMA-Death of principal mortgagor
                      ------------------------ ---------------------------------------------------------
                      002                      FNMA-Illness of principal mortgagor
                      ------------------------ ---------------------------------------------------------
                      003                      FNMA-Illness of mortgagor's family member
                      ------------------------ ---------------------------------------------------------
                      004                      FNMA-Death of mortgagor's family member
                      ------------------------ ---------------------------------------------------------
                      005                      FNMA-Marital difficulties
                      ------------------------ ---------------------------------------------------------
                      006                      FNMA-Curtailment of income
                      ------------------------ ---------------------------------------------------------
                      007                      FNMA-Excessive Obligation
                      ------------------------ ---------------------------------------------------------
                      008                      FNMA-Abandonment of property
                      ------------------------ ---------------------------------------------------------
                      009                      FNMA-Distant employee transfer
                      ------------------------ ---------------------------------------------------------
                      011                      FNMA-Property problem
                      ------------------------ ---------------------------------------------------------
                      012                      FNMA-Inability to sell property
                      ------------------------ ---------------------------------------------------------
                      013                      FNMA-Inability to rent property
                      ------------------------ ---------------------------------------------------------
                      014                      FNMA-Military Service
                      ------------------------ ---------------------------------------------------------
                      015                      FNMA-Other
                      ------------------------ ---------------------------------------------------------
                      016                      FNMA-Unemployment
                      ------------------------ ---------------------------------------------------------
                      017                      FNMA-Business failure
                      ------------------------ ---------------------------------------------------------
                      019                      FNMA-Casualty loss
                      ------------------------ ---------------------------------------------------------
                      022                      FNMA-Energy environment costs
                      ------------------------ ---------------------------------------------------------
                      023                      FNMA-Servicing problems
                      ------------------------ ---------------------------------------------------------
                      026                      FNMA-Payment adjustment
                      ------------------------ ---------------------------------------------------------
                      027                      FNMA-Payment dispute
                      ------------------------ ---------------------------------------------------------
                      029                      FNMA-Transfer of ownership pending
                      ------------------------ ---------------------------------------------------------
                      030                      FNMA-Fraud
                      ------------------------ ---------------------------------------------------------
                      031                      FNMA-Unable to contact borrower
                      ------------------------ ---------------------------------------------------------
                      INC                      FNMA-Incarceration
                      ------------------------ ---------------------------------------------------------



Exhibit 2: Standard File Codes – Delinquency Reporting, Continued

The FNMA Delinquent Status Code field should show the Status of Default as follows:

                      ------------------------ -------------------------------------------------------
                            Status Code        Status Description
                      ------------------------ -------------------------------------------------------
                                09             Forbearance
                      ------------------------ -------------------------------------------------------
                                17             Pre-foreclosure Sale Closing Plan Accepted
                      ------------------------ -------------------------------------------------------
                                24             Government Seizure
                      ------------------------ -------------------------------------------------------
                                26             Refinance
                      ------------------------ -------------------------------------------------------
                                27             Assumption
                      ------------------------ -------------------------------------------------------
                                28             Modification
                      ------------------------ -------------------------------------------------------
                                29             Charge-Off
                      ------------------------ -------------------------------------------------------
                                30             Third Party Sale
                      ------------------------ -------------------------------------------------------
                                31             Probate
                      ------------------------ -------------------------------------------------------
                                32             Military Indulgence
                      ------------------------ -------------------------------------------------------
                                43             Foreclosure Started
                      ------------------------ -------------------------------------------------------
                                44             Deed-in-Lieu Started
                      ------------------------ -------------------------------------------------------
                                49             Assignment Completed
                      ------------------------ -------------------------------------------------------
                                61             Second Lien Considerations
                      ------------------------ -------------------------------------------------------
                                62             Veteran's Affairs-No Bid
                      ------------------------ -------------------------------------------------------
                                63             Veteran's Affairs-Refund
                      ------------------------ -------------------------------------------------------
                                64             Veteran's Affairs-Buydown
                      ------------------------ -------------------------------------------------------
                                65             Chapter 7 Bankruptcy
                      ------------------------ -------------------------------------------------------
                                66             Chapter 11 Bankruptcy
                      ------------------------ -------------------------------------------------------
                                67             Chapter 13 Bankruptcy
                      ------------------------ -------------------------------------------------------


         The following shall be added as Exhibit 13 to the Servicing Agreement:

                                                                   EXHIBIT 13

                                                  REPORTING DATA FOR REALIZED LOSSES AND GAINS

                                     Calculation of Realized Loss/Gain Form 332– Instruction Sheet

         NOTE: Do not net or combine  items.  Show all expenses  individually  and all credits as separate line items.  Claim  packages
         are due on the  remittance  report date.  Late  submissions  may result in claims not being passed until the following  month.
         The Servicer is responsible to remit all funds pending loss approval and /or resolution of any disputed items.

                           1.

                           2.       The numbers on the 332 form correspond with the numbers listed below.

         Liquidation and Acquisition Expenses:

         1.       The Actual Unpaid Principal Balance of the Mortgage Loan. For  documentation,  an Amortization  Schedule from date of
                  default through liquidation breaking out the net interest and servicing fees advanced is required.

         2.       The Total  Interest  Due less the  aggregate  amount of servicing  fee that would have been earned if all  delinquent
                  payments  had been  made as  agreed.  For  documentation,  an  Amortization  Schedule  from date of  default  through
                  liquidation breaking out the net interest and servicing fees advanced is required.

         3.       Accrued  Servicing  Fees based upon the Scheduled  Principal  Balance of the Mortgage Loan as calculated on a monthly
                  basis. For  documentation,  an Amortization  Schedule from date of default through  liquidation  breaking out the net
                  interest and servicing fees advanced is required.

         4-12.    Complete as applicable.  Required documentation:

                  *  For taxes and insurance advances – see page 2 of 332 form - breakdown required showing period

                     of coverage,  base tax,  interest,  penalty.  Advances prior to default  require  evidence of servicer  efforts to
                     recover advances.

                  *  For escrow advances - complete payment history

                      (to calculate advances from last positive escrow balance forward)

                  *  Other expenses -  copies of corporate advance history showing all payments

                  *  REO repairs > $1500 require explanation

                  *  REO repairs >$3000 require evidence of at least 2 bids.

                  *  Short Sale or Charge Off require P&L supporting the decision and WFB's approved Officer Certificate

                  *  Unusual or extraordinary items may require further documentation.

         13.      The total of lines 1 through 12.

         3.       Credits:

         14-21.   Complete as applicable.  Required documentation:

                  * Copy of the HUD 1 from the REO sale.  If a 3rd Party Sale, bid instructions and Escrow Agent / Attorney

                     Letter of Proceeds Breakdown.

                  *  Copy of EOB for any MI or gov't guarantee

                  *  All other credits need to be clearly defined on the 332 form

         22.      The total of lines 14 through 21.

         Please Note:      For  HUD/VA  loans,  use line  (18a) for Part  A/Initial  proceeds  and line  (18b) for Part  B/Supplemental
                           proceeds.

         Total Realized Loss (or Amount of Any Gain)
         23.      The total derived from  subtracting  line 22 from 13. If the amount  represents a realized  gain,  show the amount in
                  parenthesis (   ).

                                              Calculation of Realized Loss/Gain Form 332

         Prepared by:  __________________                     Date:  _______________
         Phone:  ______________________   Email Address:_____________________


----------------------------------    --------------------------------------    --------------------------------------------
Servicer Loan No.                     Servicer Name                             Servicer Address

----------------------------------    --------------------------------------    --------------------------------------------

         WELLS FARGO BANK, N.A. Loan No._____________________________

         Borrower's Name: _________________________________________________________
         Property Address: _________________________________________________________

         Liquidation Type:  REO Sale                  3rd Party Sale            Short Sale       Charge Off

         Was this loan granted a Bankruptcy deficiency or cramdown              Yes         No
         If "Yes", provide deficiency or cramdown amount _______________________________

         Liquidation and Acquisition Expenses:
         (1)  Actual Unpaid Principal Balance of Mortgage Loan         $ ______________ (1)
         (2)  Interest accrued at Net Rate                                       ________________(2)
         (3)  Accrued Servicing Fees                                             ________________(3)
         (4)  Attorney's Fees                                                    ________________(4)
         (5)  Taxes (see page 2)                                                 ________________(5)
         (6)  Property Maintenance                                              ________________ (6)
         (7)  MI/Hazard Insurance Premiums (see page 2)                          ________________(7)
         (8)  Utility Expenses                                                   ________________(8)
         (9)  Appraisal/BPO                                             ________________(9)
         (10) Property Inspections                                               ________________(10)
         (11) FC Costs/Other Legal Expenses                             ________________(11)
         (12) Other (itemize)                                                    ________________(12)
                  Cash for Keys__________________________               ________________(12)
                  HOA/Condo Fees_______________________                 ________________(12)
                  ______________________________________                ________________(12)

                  Total Expenses                                                $ _______________(13)
         Credits:
         (14) Escrow Balance                                                    $ _______________(14)
         (15) HIP Refund                                                        ________________ (15)
         (16) Rental Receipts                                                   ________________ (16)
         (17) Hazard Loss Proceeds                                              ________________ (17)
         (18) Primary Mortgage Insurance / Gov't Insurance                      ________________ (18a) HUD Part A
                                                                                ________________           (18b) HUD Part B
         (19) Pool Insurance Proceeds                                           ________________ (19)
         (20) Proceeds from Sale of Acquired Property                  ________________ (20)
         (21) Other (itemize)                                                   ________________ (21)
              _________________________________________                ________________ (21)

              Total Credits                                            $________________(22)
         Total Realized Loss (or Amount of Gain)                       $________________(23)


Escrow Disbursement Detail


------------------ --------------- ---------------- --------------- ---------------- ---------------- ----------------
      Type           Date Paid        Period of       Total Paid      Base Amount       Penalties        Interest
   (Tax /Ins.)                        Coverage
------------------ --------------- ---------------- --------------- ---------------- ---------------- ----------------

------------------ --------------- ---------------- --------------- ---------------- ---------------- ----------------

------------------ --------------- ---------------- --------------- ---------------- ---------------- ----------------

------------------ --------------- ---------------- --------------- ---------------- ---------------- ----------------

------------------ --------------- ---------------- --------------- ---------------- ---------------- ----------------

------------------ --------------- ---------------- --------------- ---------------- ---------------- ----------------

------------------ --------------- ---------------- --------------- ---------------- ---------------- ----------------

------------------ --------------- ---------------- --------------- ---------------- ---------------- ----------------

------------------ --------------- ---------------- --------------- ---------------- ---------------- ----------------



         The following shall be added as Exhibit 14 to the Servicing Agreement:

                                                                   EXHIBIT 14

                                                      COMPANY'S OBLIGATIONS IN CONNECTION
                                                             WITH A RECONSTITUTION

     o   The Company shall (i) possess the ability to service to a securitization  documents;  (ii) service on a  "Scheduled/Scheduled"
         reporting basis (advancing through the liquidation of an REO Property),  (iii) make compensating  interest payments on payoffs
         and (iv) remit and report to a master  servicer in format  acceptable to such master servicer by the 10th calendar day of each
         month.

     o   The Company shall provide an acceptable annual  certification  (officer's  certificate) to the master servicer (as required by
         the Sarbanes-Oxley Act of 2002) as well as any other annual certifications  required under the securitization  documents (i.e.
         the annual statement as to  compliance/annual  independent  certified public accountants'  servicing report due by February 28
         of each year).

     o   The Company shall allow for the Purchaser,  the master  servicer or their  designee to perform a review of audited  financials
         and net worth of the Company.
     o   The Company shall provide  information on each  Custodial  Account as requested by the master  servicer or the Purchaser,  and
         each Custodial Accounts shall comply with the requirements for such accounts as set forth in the securitization documents.

     o   The Company shall maintain its servicing system in accordance with the requirements of the master servicer.


         The following shall be added as Exhibit 15 to the Servicing Agreement:

                                                                   EXHIBIT 15

                                                         FORM OF COMPANY CERTIFICATION

Re:      The [    ] agreement dated as of [ l, 200[ ] (the "Agreement"), among [IDENTIFY PARTIES]

         I,  ____________________________,  the  _______________________  of  [NAME  OF  COMPANY]  (the  "Company"),  certify  to  [the
Purchaser],  [the Depositor],  and the [Master Servicer] [Securities  Administrator]  [Trustee], and their officers, with the knowledge
and intent that they will rely upon this certification, that:

                  I have reviewed the servicer compliance  statement of the Company provided in accordance with Item 1123 of Regulation
         AB (the "Compliance  Statement"),  the report on assessment of the Company's  compliance with the servicing criteria set forth
         in Item  1122(d) of  Regulation  AB (the  "Servicing  Criteria"),  provided in  accordance  with Rules 13a-18 and 15d-18 under
         Securities  Exchange  Act of  1934,  as  amended  (the  "Exchange  Act")  and  Item  1122 of  Regulation  AB  (the  "Servicing
         Assessment"),  the registered public accounting firm's  attestation report provided in accordance with Rules 13a-18 and 15d-18
         under the Exchange Act and Section 1122(b) of Regulation AB (the "Attestation Report"),  and all servicing reports,  officer's
         certificates  and other  information  relating to the servicing of the Mortgage  Loans by the Company  during 200[ ] that were
         delivered by the Company to the [Depositor] [Master Servicer] [Securities  Administrator]  [Trustee] pursuant to the Agreement
         (collectively, the "Company Servicing Information");

                  Based on my knowledge, the Company Servicing Information,  taken as a whole, does not contain any untrue statement of
         a material  fact or omit to state a material fact  necessary to make the  statements  made, in the light of the  circumstances
         under which such  statements  were made,  not misleading  with respect to the period of time covered by the Company  Servicing
         Information;

                  Based on my  knowledge,  all of the Company  Servicing  Information  required to be provided by the Company under the
         Agreement has been provided to the [Depositor] [Master Servicer] [Securities Administrator] [Trustee];

                  I am responsible for reviewing the activities performed by the Company as servicer under the Agreement,  and based on
         my knowledge  and the  compliance  review  conducted  in preparing  the  Compliance  Statement  and except as disclosed in the
         Compliance  Statement,  the Servicing  Assessment or the Attestation  Report,  the Company has fulfilled its obligations under
         the Agreement in all material respects; and

The  Compliance  Statement  required to be  delivered by the Company  pursuant to this  Agreement,  and the  Servicing  Assessment  and
Attestation  Report  required to be provided by the Company and by any Subservicer and  Subcontractor  pursuant to the Agreement,  have
been  provided to the  [Depositor]  [Master  Servicer].  Any material  instances of  noncompliance  described in such reports have been
disclosed to the [Depositor]  [Master Servicer].  Any material instance of noncompliance with the Servicing Criteria has been disclosed
in such reports.

         The following shall be added as Exhibit 16 to the Servicing Agreement:

                                                              EXHIBIT 16

                                                       SUMMARY OF REGULATION AB
                                                          SERVICING CRITERIA

NOTE:  This Exhibit 16 is provided for  convenience of reference  only. In the event of a conflict or  inconsistency  between the terms
of this Exhibit 16 and the text of Regulation  AB, the text of Regulation AB, its adopting  release and other public  statements of the
SEC shall control.

Item 1122(d)

         (a)      General servicing considerations.

                  (1)      Policies and procedures  are  instituted to monitor any  performance or other triggers and events of default
in accordance with the transaction agreements.

                  (2)      If any  material  servicing  activities  are  outsourced  to third  parties,  policies  and  procedures  are
instituted to monitor the third party's performance and compliance with such servicing activities.

                  (3)      Any  requirements  in the transaction  agreements to maintain a back-up  servicer for the mortgage loans are
maintained.

                  (4)      A fidelity bond and errors and  omissions  policy is in effect on the party  participating  in the servicing
function  throughout  the reporting  period in the amount of coverage  required by and  otherwise in  accordance  with the terms of the
transaction agreements.

         (b)      Cash collection and administration.

                  (1)      Payments on mortgage  loans are  deposited  into the  appropriate  custodial  bank accounts and related bank
clearing  accounts no more than two  business  days  following  receipt,  or such other  number of days  specified  in the  transaction
agreements.

                  (2)      Disbursements  made via wire  transfer on behalf of an obligor or to an investor are made only by authorized
personnel.

                  (3)      Advances of funds or guarantees  regarding  collections,  cash flows or  distributions,  and any interest or
other fees charged for such advances, are made, reviewed and approved as specified in the transaction agreements.

                  (4)      The related  accounts for the transaction,  such as cash reserve accounts or accounts  established as a form
of  overcollateralization,  are separately  maintained  (e.g.,  with respect to  commingling  of cash) as set forth in the  transaction
agreements.

                  (5)      Each  custodial  account is maintained at a federally  insured  depository  institution  as set forth in the
transaction  agreements.  For  purposes  of this  criterion,  "federally  insured  depository  institution"  with  respect to a foreign
financial  institution  means a foreign  financial  institution  that meets the  requirements  of Rule  13k-1(b)(1)  of the  Securities
Exchange Act.

                  (6)      Unissued checks are safeguarded so as to prevent unauthorized access.

                  (7)      Reconciliations  are prepared on a monthly  basis for all  asset-backed  securities  related bank  accounts,
including custodial accounts and related bank clearing accounts.  These reconciliations are (A) mathematically  accurate;  (B) prepared
within 30 calendar days after the bank  statement  cutoff date, or such other number of days specified in the  transaction  agreements;
(C)  reviewed  and  approved  by someone  other than the person who  prepared  the  reconciliation;  and (D) contain  explanations  for
reconciling  items.  These  reconciling  items are resolved  within 90 calendar days of their  original  identification,  or such other
number of days specified in the transaction agreements.

         (c)      Investor remittances and reporting.

                  (1)      Reports to investors,  including  those to be filed with the  Commission,  are maintained in accordance with
the  transaction  agreements and applicable  Commission  requirements.  Specifically,  such reports (A) are prepared in accordance with
timeframes and other terms set forth in the transaction  agreements;  (B) provide  information  calculated in accordance with the terms
specified in the  transaction  agreements;  (C) are filed with the Commission as required by its rules and  regulations;  and (D) agree
with  investors'  or the  trustee's  records as to the total  unpaid  principal  balance and number of mortgage  loans  serviced by the
Servicer.

                  (2)      Amounts due to investors are allocated and remitted in accordance  with  timeframes,  distribution  priority
and other terms set forth in the transaction agreements.

                  (3)      Disbursements  made to an investor are posted within two business days to the Servicer's  investor  records,
or such other number of days specified in the transaction agreements.

                  (4)      Amounts  remitted to investors  per the  investor  reports  agree with  cancelled  checks,  or other form of
payment, or custodial bank statements.

         (d)      Mortgage Loan administration.

                  (1)      Collateral or security on mortgage loans is maintained as required by the transaction  agreements or related
mortgage loan documents.

                  (2)      Mortgage loan and related documents are safeguarded as required by the transaction agreements.

                  (3)      Any additions,  removals or  substitutions  to the asset pool are made,  reviewed and approved in accordance
with any conditions or requirements in the transaction agreements.

                  (4)      Payments on mortgage  loans,  including  any payoffs,  made in  accordance  with the related  mortgage  loan
documents are posted to the Servicer's  obligor records  maintained no more than two business days after receipt,  or such other number
of days  specified in the  transaction  agreements,  and allocated to principal,  interest or other items (e.g.,  escrow) in accordance
with the related mortgage loan documents.

                  (5)      The Servicer's  records  regarding the mortgage  loans agree with the Servicer's  records with respect to an
obligor's unpaid principal balance.

                  (6)      Changes with respect to the terms or status of an obligor's  mortgage  loans (e.g.,  loan  modifications  or
re-agings) are made, reviewed and approved by authorized  personnel in accordance with the transaction  agreements and related mortgage
loan documents.

                  (7)      Loss  mitigation  or  recovery  actions  (e.g.,  forbearance  plans,  modifications  and  deeds  in  lieu of
foreclosure,  foreclosures and repossessions,  as applicable) are initiated,  conducted and concluded in accordance with the timeframes
or other requirements established by the transaction agreements.

                  (8)      Records  documenting  collection  efforts are maintained  during the period a mortgage loan is delinquent in
accordance with the  transaction  agreements.  Such records are maintained on at least a monthly basis, or such other period  specified
in the transaction  agreements,  and describe the entity's activities in monitoring  delinquent mortgage loans including,  for example,
phone calls, letters and payment rescheduling plans in cases where delinquency is deemed temporary (e.g., illness or unemployment).

                  (9)      Adjustments  to interest  rates or rates of return for mortgage loans with variable rates are computed based
on the related mortgage loan documents.

                  (10)     Regarding  any funds held in trust for an obligor  (such as escrow  accounts):  (A) such funds are analyzed,
in  accordance  with the  obligor's  mortgage  loan  documents,  on at least an annual  basis,  or such other  period  specified in the
transaction  agreements;  (B) interest on such funds is paid, or credited,  to obligors in  accordance  with  applicable  mortgage loan
documents  and state laws;  and (C) such funds are  returned to the obligor  within 30 calendar  days of full  repayment of the related
mortgage loans, or such other number of days specified in the transaction agreements.

                  (11)     Payments made on behalf of an obligor (such as tax or insurance  payments) are made on or before the related
penalty or expiration  dates, as indicated on the appropriate  bills or notices for such payments,  provided that such support has been
received by the Servicer at least 30 calendar  days prior to these dates,  or such other  number of days  specified in the  transaction
agreements.

                  (12)     Any late payment  penalties in connection  with any payment to be made on behalf of an obligor are paid from
the Servicer's funds and not charged to the obligor, unless the late payment was due to the obligor's error or omission.

                  (13)     Disbursements  made on behalf of an obligor are posted  within two business  days to the  obligor's  records
maintained by the Servicer, or such other number of days specified in the transaction agreements.

                  (14)     Delinquencies,  charge-offs  and  uncollectable  accounts are recognized and recorded in accordance with the
transaction agreements.

                  (15)     Any  external  enhancement  or other  support,  identified  in Item  1114(a)(1)  through (3) or Item 1115 of
Regulation AB, is maintained as set forth in the transaction agreements.


         The following shall be added as Exhibit 17 to the Servicing Agreement:

                                                              EXHIBIT 17

                                           SUMMARY OF APPLICABLE REGULATION AB REQUIREMENTS

NOTE:  This Exhibit 17 is provided for  convenience of reference  only. In the event of a conflict or  inconsistency  between the terms
of this Exhibit 17 and the text of Regulation  AB, the text of Regulation AB, its adopting  release and other public  statements of the
SEC shall control.

Item 1105(a)(1)-(3) and (c)

         -Provide  static pool  information  with respect to mortgage loans that were  originated or purchased by the Company and which
are of the same type as the Mortgage Loans.

         -Provide static pool information  regarding  delinquencies,  cumulative  losses and prepayments for prior securitized pools of
the Company.

         -If the Company has less than 3 years  experience  securitizing  assets of the same type as the  Mortgage  Loans,  provide the
static pool  information by vintage  origination  years  regarding  loans  originated or purchased by the Company,  instead of by prior
securitized pool. A vintage origination year represents mortgage loans originated during the same year.

         -Such  static pool  information  shall be for the prior five years,  or for so long as the  Company  has been  originating  or
purchasing (in the case of data by vintage  origination  year) or securitizing  (in the case of data by prior  securitized  pools) such
mortgage loans if for less than five years.

         -The static pool information for each vintage  origination year or prior securitized  pool, as applicable,  shall be presented
in monthly increments over the life of the mortgage loans included in the vintage origination year or prior securitized pool.

         -Provide summary  information for the original  characteristics  of the prior securitized pools or vintage  origination years,
as applicable and material,  including:  number of pool assets, original pool balance,  weighted average initial loan balance, weighted
average  mortgage rate,  weighted  average and minimum and maximum FICO,  product type, loan purpose,  weighted average and minimum and
maximum LTV, distribution of loans by mortgage rate, and geographic concentrations of 5% or more.


Item 1108(b) and (c)

         Provide the following  information with respect to each servicer that will service,  including interim service, 20% or more of
the mortgage loans in any loan group in the securitization issued in the Securitization Transaction:

         -a description of the Company's form of organization;

         -a description of how long the Company has been servicing  residential  mortgage loans; a general  discussion of the Company's
experience in servicing  assets of any type as well as a more detailed  discussion of the Company's  experience  in, and procedures for
the  servicing  function it will perform  under this  Agreement  and any  Reconstitution  Agreements;  information  regarding the size,
composition  and growth of the  Company's  portfolio of mortgage  loans of the type similar to the Mortgage  Loans and  information  on
factors  related  to the  Company  that may be  material  to any  analysis  of the  servicing  of the  Mortgage  Loans  or the  related
asset-backed securities,  as applicable,  including whether any default or servicing related performance trigger has occurred as to any
other  securitization due to any act or failure to act of the Company,  whether any material  noncompliance  with applicable  servicing
criteria as to any other securitization has been disclosed or reported by the Company, and the extent of outsourcing the Company uses;

         -a  description  of any material  changes to the Company's  policies or  procedures in the servicing  function it will perform
under this  Agreement and any  Reconstitution  Agreements  for mortgage loans of the type similar to the Mortgage Loans during the past
three years;

         -information  regarding the Company's  financial  condition to the extent that there is a material risk that the effect on one
or more  aspects  of  servicing  resulting  from such  financial  condition  could  have a material  impact on the  performance  of the
securities issued in the Securitization Transaction, or on servicing of mortgage loans of the same asset type as the Mortgage Loans;

         -any  special or unique  factors  involved  in  servicing  loans of the same type as the  Mortgage  Loans,  and the  Company's
processes and procedures designed to address such factors;

         -statistical  information  regarding  principal  and  interest  advances  made by the  Company on the  Mortgage  Loans and the
Company's overall servicing portfolio for the past three years; and

         -the Company's process for handling  delinquencies,  losses,  bankruptcies and recoveries,  such as through liquidation of REO
Properties, foreclosure, sale of the Mortgage Loans or workouts.

Item 1110(a)

         -Identify any originator or group of affiliated originators that originated,  or is expected to originate,  10% or more of the
mortgage loans in any loan group in the securitization issued in the Securitization Transaction.


Item 1110(b)

         Provide the following  information with respect to any originator or group of affiliated  originators  that originated,  or is
expected  to  originate,  20% or more of the  mortgage  loans in any loan  group in the  securitization  issued  in the  Securitization
Transaction:

         -the Company's form of organization; and

         -a  description  of the Company's  origination  program and how long the Company has been engaged in  originating  residential
mortgage  loans,  which  description  must include a discussion of the Company's  experience in originating  mortgage loans of the same
type as the Mortgage  Loans and  information  regarding  the size and  composition  of the Company's  origination  portfolio as well as
information  that may be material to an analysis of the performance of the Mortgage  Loans,  such as the Company's  credit-granting  or
underwriting criteria for mortgage loans of the same type as the Mortgage Loans.


Item 1117

         -describe any legal  proceedings  pending against the Company or against any of its property,  including any proceedings known
to be contemplated  by governmental  authorities,  that may be material to the holders of the securities  issued in the  Securitization
Transaction.


Item 1119(a)

         -describe  any  affiliations  of the Company,  each other  originator  of the  Mortgage  Loans and each  Subservicer  with the
sponsor,  depositor,  issuing entity,  trustee, any originator,  any other servicer,  any significant  obligor,  enhancement or support
provider or any other material parties related to the Securitization Transaction.


Item 1119(b)

         -describe  any  business  relationship,  agreement,  arrangement,  transaction  or  understanding  entered into outside of the
ordinary course of business or on terms other than those obtained in an arm's length  transaction with an unrelated third party,  apart
from the Securitization  Transaction,  between the Company, each other originator of the Mortgage Loans and each Subservicer,  or their
respective  affiliates,  and the sponsor,  depositor or issuing entity or their  respective  affiliates,  that exists  currently or has
existed  during  the past two  years,  that may be  material  to the  understanding  of an  investor  in the  securities  issued in the
Securitization Transaction.

Item 1119(c)

         -describe  any business  relationship,  agreement,  arrangement,  transaction  or  understanding  involving or relating to the
Mortgage Loans or the  Securitization  Transaction,  including the material terms and approximate  dollar amount involved,  between the
Company, each other originator of the Mortgage Loans and each Subservicer,  or their respective  affiliates and the sponsor,  depositor
or issuing entity or their respective affiliates, that exists currently or has existed during the past two years.


         The following shall be added as Exhibit 18 to the Servicing Agreement:

                                                              EXHIBIT 18

                                    SERVICING CRITERIA TO BE ADDRESSED IN ASSESSMENT OF COMPLIANCE

         The assessment of compliance to be delivered by the Company shall address,  at a minimum,  the criteria identified as below as
"Applicable Servicing Criteria":

--------------------------------------------------------------------------------------------- -----------------------
                                     Servicing Criteria                                        Applicable Servicing
                                                                                                     Criteria
--------------------------------------------------------------------------------------------- -----------------------
      Reference                                       Criteria
----------------------- --------------------------------------------------------------------- -----------------------
                                          General Servicing Considerations
-----------------------                                                                       -----------------------
1122(d)(1)(i)           Policies and procedures  are  instituted to monitor any  performance            X
                        or other  triggers  and  events of default  in  accordance  with the
                        transaction agreements.
-----------------------                                                                       -----------------------
1122(d)(1)(ii)          If  any  material  servicing  activities  are  outsourced  to  third            X
                        parties,  policies  and  procedures  are  instituted  to monitor the
                        third  party's   performance  and  compliance  with  such  servicing
                        activities.
-----------------------                                                                       -----------------------
1122(d)(1)(iii)         Any  requirements  in  the  transaction  agreements  to  maintain  a
                        back-up servicer for the mortgage loans are maintained.
-----------------------                                                                       -----------------------
1122(d)(1)(iv)          A fidelity bond and errors and omissions  policy is in effect on the            X
                        party   participating  in  the  servicing  function  throughout  the
                        reporting  period  in  the  amount  of  coverage   required  by  and
                        otherwise  in   accordance   with  the  terms  of  the   transaction
                        agreements.
-----------------------                                                                       -----------------------
                                         Cash Collection and Administration
-----------------------                                                                       -----------------------
1122(d)(2)(i)           Payments  on  mortgage  loans  are  deposited  into the  appropriate            X
                        custodial  bank accounts and related bank clearing  accounts no more
                        than two business days  following  receipt,  or such other number of
                        days specified in the transaction agreements.
-----------------------                                                                       -----------------------
1122(d)(2)(ii)          Disbursements  made via wire  transfer on behalf of an obligor or to            X
                        an investor are made only by authorized personnel.
-----------------------                                                                       -----------------------
1122(d)(2)(iii)         Advances of funds or guarantees  regarding  collections,  cash flows            X
                        or  distributions,  and any  interest or other fees charged for such
                        advances,  are made,  reviewed  and  approved  as  specified  in the
                        transaction agreements.
-----------------------                                                                       -----------------------
                        The  related  accounts  for the  transaction,  such as cash  reserve
                        accounts    or    accounts     established     as    a    form    of
                        overcollateralization,   are  separately   maintained   (e.g.,  with            X
                        respect  to  commingling  of cash) as set  forth in the  transaction
1122(d)(2)(iv)          agreements.
-----------------------                                                                       -----------------------
1122(d)(2)(v)           Each  custodial   account  is  maintained  at  a  federally  insured            X
                        depository  institution as set forth in the transaction  agreements.
                        For  purposes  of  this  criterion,  "federally  insured  depository
                        institution" with respect to a foreign  financial  institution means
                        a foreign financial  institution that meets the requirements of Rule
                        13k-1(b)(1) of the Securities Exchange Act.
-----------------------                                                                       -----------------------
1122(d)(2)(vi)          Unissued  checks  are  safeguarded  so  as to  prevent  unauthorized            X
                        access.
-----------------------                                                                       -----------------------
1122(d)(2)(vii)          Reconciliations   are   prepared   on  a  monthly   basis  for  all            X
                        asset-backed  securities related bank accounts,  including custodial
                        accounts and related bank clearing accounts.  These  reconciliations
                        are (A)  mathematically  accurate;  (B) prepared  within 30 calendar
                        days after the bank  statement  cutoff date, or such other number of
                        days  specified  in the  transaction  agreements;  (C)  reviewed and
                        approved  by  someone   other  than  the  person  who  prepared  the
                        reconciliation;  and (D) contain explanations for reconciling items.
                        These  reconciling  items are  resolved  within 90 calendar  days of
                        their  original  identification,   or  such  other  number  of  days
                        specified in the transaction agreements.
-----------------------                                                                       -----------------------
                                         Investor Remittances and Reporting
-----------------------                                                                       -----------------------
1122(d)(3)(i)           Reports  to  investors,   including  those  to  be  filed  with  the            X
                        Commission,  are  maintained  in  accordance  with  the  transaction
                        agreements and  applicable  Commission  requirements.  Specifically,
                        such  reports (A) are prepared in  accordance  with  timeframes  and
                        other  terms set forth in the  transaction  agreements;  (B) provide
                        information  calculated  in accordance  with the terms  specified in
                        the  transaction  agreements;  (C) are filed with the  Commission as
                        required  by  its  rules  and   regulations;   and  (D)  agree  with
                        investors'  or  the  trustee's   records  as  to  the  total  unpaid
                        principal  balance  and number of  mortgage  loans  serviced  by the
                        Servicer.
-----------------------                                                                       -----------------------
1122(d)(3)(ii)          Amounts due to investors  are  allocated  and remitted in accordance            X
                        with timeframes,  distribution priority and other terms set forth in
                        the transaction agreements.
-----------------------                                                                       -----------------------
                        Disbursements  made to an investor  are posted  within two  business
                        days to the  Servicer's  investor  records,  or such other number of            X
1122(d)(3)(iii)         days specified in the transaction agreements.
-----------------------                                                                       -----------------------
                        Amounts  remitted to investors  per the investor  reports agree with
                        cancelled  checks,  or other  form of  payment,  or  custodial  bank            X
1122(d)(3)(iv)          statements.
-----------------------                                                                       -----------------------
                                             Pool Asset Administration                                  X
-----------------------                                                                       -----------------------
1122(d)(4)(i)            Collateral or security on mortgage  loans is maintained as required            X
                        by the transaction agreements or related mortgage loan documents.
-----------------------                                                                       -----------------------
                        Mortgage loan and related  documents are  safeguarded as required by            X
1122(d)(4)(ii)          the transaction agreements
-----------------------                                                                       -----------------------
1122(d)(4)(iii)         Any  additions,  removals  or  substitutions  to the asset  pool are            X
                        made,  reviewed and approved in  accordance  with any  conditions or
                        requirements in the transaction agreements.
-----------------------                                                                       -----------------------
1122(d)(4)(iv)          Payments  on  mortgage  loans,   including  any  payoffs,   made  in            X
                        accordance  with the related  mortgage loan  documents are posted to
                        the Servicer's  obligor records maintained no more than two business
                        days after  receipt,  or such other number of days  specified in the
                        transaction  agreements,  and  allocated to  principal,  interest or
                        other items (e.g.,  escrow) in accordance with the related  mortgage
                        loan documents.
-----------------------                                                                       -----------------------
1122(d)(4)(v)           The Servicer's  records  regarding the mortgage loans agree with the            X
                        Servicer's  records with respect to an  obligor's  unpaid  principal
                        balance.
-----------------------                                                                       -----------------------
1122(d)(4)(vi)          Changes  with  respect  to  the  terms  or  status  of an  obligor's            X
                        mortgage  loans (e.g.,  loan  modifications  or re-agings) are made,
                        reviewed and approved by  authorized  personnel in  accordance  with
                        the transaction agreements and related pool asset documents.
-----------------------                                                                       -----------------------
1122(d)(4)(vii)         Loss  mitigation  or  recovery  actions  (e.g.,  forbearance  plans,            X
                        modifications  and deeds in lieu of  foreclosure,  foreclosures  and
                        repossessions,   as  applicable)   are   initiated,   conducted  and
                        concluded in accordance  with the  timeframes or other  requirements
                        established by the transaction agreements.
-----------------------                                                                       -----------------------
1122(d)(4)(viii)        Records  documenting  collection  efforts are maintained  during the            X
                        period  a  mortgage  loan  is  delinquent  in  accordance  with  the
                        transaction  agreements.  Such records are  maintained on at least a
                        monthly  basis,  or such other period  specified in the  transaction
                        agreements,  and  describe  the entity's  activities  in  monitoring
                        delinquent  mortgage  loans  including,  for  example,  phone calls,
                        letters and payment  rescheduling  plans in cases where  delinquency
                        is deemed temporary (e.g., illness or unemployment).
-----------------------                                                                       -----------------------
1122(d)(4)(ix)          Adjustments  to interest rates or rates of return for mortgage loans            X
                        with variable rates are computed based on the related  mortgage loan
                        documents.
-----------------------                                                                       -----------------------
1122(d)(4)(x)           Regarding  any funds  held in trust for an  obligor  (such as escrow            X
                        accounts):  (A) such  funds are  analyzed,  in  accordance  with the
                        obligor's  mortgage loan documents,  on at least an annual basis, or
                        such other  period  specified  in the  transaction  agreements;  (B)
                        interest  on such  funds  is  paid,  or  credited,  to  obligors  in
                        accordance with  applicable  mortgage loan documents and state laws;
                        and (C) such funds are  returned to the  obligor  within 30 calendar
                        days of full repayment of the related  mortgage loans, or such other
                        number of days specified in the transaction agreements.
-----------------------                                                                       -----------------------
1122(d)(4)(xi)          Payments  made on behalf  of an  obligor  (such as tax or  insurance            X
                        payments)  are made on or before the related  penalty or  expiration
                        dates,  as  indicated on the  appropriate  bills or notices for such
                        payments,  provided  that  such  support  has been  received  by the
                        servicer at least 30  calendar  days prior to these  dates,  or such
                        other number of days specified in the transaction agreements.
-----------------------                                                                       -----------------------
1122(d)(4)(xii)         Any late  payment  penalties  in  connection  with any payment to be            X
                        made on behalf of an obligor are paid from the servicer's  funds and
                        not charged to the  obligor,  unless the late payment was due to the
                        obligor's error or omission.
-----------------------                                                                       -----------------------
                        Disbursements  made on behalf of an obligor  are  posted  within two
                        business days to the obligor's  records  maintained by the servicer,
                        or  such  other  number  of  days   specified  in  the   transaction            X
1122(d)(4)(xiii)        agreements.
-----------------------                                                                       -----------------------
1122(d)(4)(xiv)          Delinquencies,   charge-offs   and   uncollectible   accounts   are            X
                        recognized   and  recorded  in  accordance   with  the   transaction
                        agreements.
-----------------------                                                                       -----------------------
                        Any  external  enhancement  or  other  support,  identified  in Item
                        1114(a)(1)  through (3) or Item 1115 of Regulation AB, is maintained            X
1122(d)(4)(xv)          as set forth in the transaction agreements.
-----------------------                                                                       -----------------------

----------------------- --------------------------------------------------------------------- -----------------------


Miscellaneous

         3.       Notwithstanding  anything to the contrary contained herein or in the Servicing  Agreement,  Company acknowledges that
the  Mortgage  Loans may be part of a REMIC and hereby  agrees  that in no event will it service  the  Mortgage  Loans in a manner that
would  (i) cause any REMIC to fail to qualify as a REMIC or (ii) result in the  imposition of a tax upon any REMIC  (including  but not
limited to the tax on prohibited  transactions  as defined in Section  860F(a)(2) of the Code and the tax on  contributions  to a REMIC
set forth in Section  860G(d) of the Code).  It is the intention of EMC and Company that this  Recognition  Agreement  shall be binding
upon and for the benefit of the respective successors and assigns of the parties hereto.

         4.       All demands,  notices and  communications  related to the Mortgage Loans and this  Recognition  Agreement shall be in
writing and shall be deemed to have been duly given if personally delivered or mailed by registered mail, postage prepaid, as follows:

                  a.       In the case of Company,

                           PHH Mortgage Corporation (formerly known as Cendant Mortgage Corporation)
                                    3000 Leadenhall Road
                           Mail Stop: SVMP
                           Mt. Laurel, New Jersey  08054
                           Attention: Bill Fricke

                  c.       In the case of EMC,

                           EMC Mortgage Corporation
                           MacArthur Ridge II
                           2780 Lake Vista Drive
                           Lewisville, Texas 75067
                           Attention:  Ralene Ruyle

                           Telecopy: (214) 626-3751


         5.       Each party will pay any  commissions it has incurred and the reasonable  fees of its attorneys in connection with the
negotiations for, documenting of and closing of the transactions contemplated by this Recognition Agreement.

         6.       This  Recognition  Agreement shall be construed in accordance with the laws of the State of New York,  without regard
to conflicts of law principles,  and the  obligations,  rights and remedies of the parties  hereunder shall be determined in accordance
with such laws.

         7.       No term or provision of this  Recognition  Agreement may be waived or modified  unless such waiver or modification is
in writing and signed by the party against whom such waiver or modification is sought to be enforced.

         8.       This  Recognition  Agreement  shall inure to the benefit of the  successors  and assigns of the parties  hereto.  Any
entity into which Company or EMC may be merged or  consolidated  shall,  without the  requirement  for any further  writing,  be deemed
Company or EMC, respectively, hereunder.

         9.       This  Recognition  Agreement  shall survive the conveyances of the Mortgage Loans and the assignment of the Servicing
Agreement and this  Recognition  Agreement and the Mortgage Loans by EMC to the Trustee as contemplated in this  Recognition  Agreement
and the AAR Agreement.

         10.      This Recognition  Agreement may be executed  simultaneously in any number of counterparts.  Each counterpart shall be
deemed to be an original and all such counterparts shall constitute one and the same instrument.

         11.      In the event  that any  provision  of this  Recognition  Agreement  conflicts  with any  provision  of the  Servicing
Agreement with respect to the Mortgage Loans, the terms of this Recognition Agreement shall control.




         IN WITNESS WHEREOF, the parties hereto have executed this Recognition Agreement as of the day and year first above written.




                                                     EMC MORTGAGE CORPORATION


                                                     By:__________________________________________________
                                                     Name:________________________________________________
                                                     Title:_______________________________________________



                                                     PHH MORTGAGE CORPORATION


                                                     By:__________________________________________________
                                                     Name:________________________________________________
                                                     Title:_______________________________________________




                                                              ATTACHMENT 1

                                                            MORTGAGE LOANS




                                                             ATTACHMENT 2

                                                          SERVICING AGREEMENT






                                                                                                                    Exhibit I-6
                                                         RECOGNITION AGREEMENT

   This is a Recognition Agreement (this "Recognition  Agreement") made as of June 1, 2006, between EMC Mortgage Corporation (the "EMC"
or the  "Assignor")  and Wells Fargo Bank,  National  Association,  as  successor  by merger to Wells Fargo Home  Mortgage,  Inc.  (the
"Company").

         WHEREAS,  EMC acquired the mortgage loans identified on Attachment 1 hereto (the "Mortgage  Loans") through the exercise of an
optional  redemption  right held by EMC in  connection  with the Bear Stearns ARM Trust  2002-5,  Mortgage  Pass-Through  Certificates,
Series 2002-5; and

         WHEREAS,  the Company is currently  servicing the Mortgage  Loans in accordance  with the terms and conditions of that certain
Amended and Restated Master Seller's Warranties and Servicing  Agreement dated as of November 1, 2005 (as amended,  the "Warranties and
Servicing Agreement"), by and between the Company and EMC, attached hereto as Attachment 2.

   In consideration of the mutual promises and agreements contained herein, and for other good and valuable consideration,  the receipt
and  sufficiency  of which are hereby  acknowledged,  the parties hereto agree that the Mortgage Loans shall be subject to the terms of
this Recognition  Agreement.  Any capitalized  term used and not otherwise  defined herein shall have the meaning assigned to such term
in the Warranties and Servicing Agreement.

Recognition of EMC

3.       From and after the date hereof,  the Company shall  recognize EMC as owner of the Mortgage Loans and will service the Mortgage
Loans for EMC pursuant to the terms of the  Warranties  and  Servicing  Agreement  (as  modified  herein) as if EMC and the Company had
entered into a separate  servicing  agreement  for the  servicing of the Mortgage  Loans in the form of the  Warranties  and  Servicing
Agreement (as modified herein), the terms of which are incorporated herein by reference.

Assignment of Mortgage Loans and Recognition Agreement to Trustee

4.       The  Company  hereby  acknowledges  that EMC will  assign  certain of the  Mortgage  Loans and the  Warranties  and  Servicing
Agreement to  Citibank,  N.A.,  as trustee for the holders of Bear Stearns  Alt-A Trust,  Mortgage  Pass-Through  Certificates,  Series
2006-4 (the "Trustee"),  on June 30, 2006 pursuant to that certain Assignment,  Assumption and Recognition Agreement,  dated as of June
30, 2006 (the "Assignment,  Assumption and Recognition Agreement") among EMC, the Trustee and the Company.  Company hereby acknowledges
and consents to the  assignment by EMC to the Trustee of all of EMC's rights against  Company  pursuant to this  Recognition  Agreement
and to the enforcement or exercise of any right or remedy against Company  pursuant to this  Recognition  Agreement by the Trustee,  to
the extent such rights and remedies  pertain to such Mortgage  Loans.  Such  enforcement of a right or remedy by the Trustee shall have
the same force and effect as if the right or remedy had been  enforced or exercised by EMC directly.  Notwithstanding  anything in this
Recognition  Agreement to the contrary,  Company  acknowledges and agrees that its obligation to service the Mortgage Loans affected by
this Recognition Agreement is not conditional upon EMC's subsequent assignment of the Mortgage Loans to the Trustee.

Representations, Warranties and Covenants

5.       EMC warrants and represents to Company as of the date hereof:

c.       EMC is a  corporation  duly  organized,  validly  existing  and in good  standing  under the laws of the  jurisdiction  of its
                           formation  and has full power and  authority  to execute,  deliver and  perform its  obligations  under this
                           Recognition  Agreement,  and to consummate  the  transactions  set forth  herein.  The  consummation  of the
                           transactions  contemplated  by this  Recognition  Agreement is in the ordinary  course of EMC's business and
                           will not  conflict  with,  or result in a breach of, any of the terms,  conditions  or  provisions  of EMC's
                           charter or by-laws or any legal  restriction,  or any material agreement or instrument to which EMC is now a
                           party or by which it is bound, or result in the violation of any law, rule,  regulation,  order, judgment or
                           decree to which EMC or its  property is subject.  The  execution,  delivery and  performance  by EMC of this
                           Recognition  Agreement and the consummation by it of the transactions  contemplated  hereby,  have been duly
                           authorized by all necessary  action on the part of EMC.  This  Recognition  Agreement has been duly executed
                           and delivered by EMC and, upon the due  authorization,  execution and delivery by Company,  will  constitute
                           the valid and legally binding obligation of EMC enforceable  against EMC in accordance with its terms except
                           as  enforceability  may be limited by bankruptcy,  reorganization,  insolvency,  moratorium or other similar
                           laws now or hereafter in effect  relating to  creditors'  rights  generally,  and by general  principles  of
                           equity regardless of whether enforceability is considered in a proceeding in equity or at law; and

d.       No material  consent,  approval,  order or  authorization  of, or declaration,  filing or registration  with, any governmental
                           entity is required to be obtained or made by EMC in connection  with the execution,  delivery or performance
                           by EMC of this Recognition Agreement, or the consummation by it of the transactions contemplated hereby.

6.       Company warrants and represents to, and covenants with, EMC as of the date hereof:

o        Attached hereto as Attachment 2 is a true and accurate copy of the Warranties and Servicing Agreement;

o        Company is a national banking  association duly organized,  validly existing and in good standing under the laws of the United
                           States,  and has all requisite  power and  authority to service the Mortgage  Loans and otherwise to perform
                           its obligations under the Warranties and Servicing Agreement and this Recognition Agreement;

o        Company has full power and authority to execute,  deliver and perform its obligations  under this Recognition  Agreement,  and
                           to consummate the transactions set forth herein.  The consummation of the transactions  contemplated by this
                           Recognition  Agreement is in the ordinary course of Company's business and will not conflict with, or result
                           in a breach of, any of the terms,  conditions  or  provisions  of Company's  charter or by-laws or any legal
                           restriction,  or any material  agreement  or  instrument  to which  Company is now a party or by which it is
                           bound, or result in the violation of any law, rule,  regulation,  order, judgment or decree to which Company
                           or its  property  is  subject.  The  execution,  delivery  and  performance  by Company of this  Recognition
                           Agreement and the consummation by it of the transactions  contemplated  hereby, have been duly authorized by
                           all  necessary  action  on the part of  Company.  This  Recognition  Agreement  has been duly  executed  and
                           delivered by Company,  and, upon the due  authorization,  execution and delivery by EMC, will constitute the
                           valid and legally binding obligation of Company,  enforceable  against Company in accordance with its terms,
                           subject to the effect of insolvency,  liquidation,  conservatorship  and other similar laws  administered by
                           the Federal  Deposit  Insurance  Corporation  affecting the  enforcement of contract  obligations of insured
                           banks;

o        No consent,  approval,  order or authorization  of, or declaration,  filing or registration  with, any governmental  entity is
                           required to be obtained or made by Company in connection  with the  execution,  delivery or  performance  by
                           Company of this Recognition  Agreement,  or the consummation by it of the transactions  contemplated hereby;
                           and

                  e.       The Company,  in its capacity as servicer for each Mortgage Loan, has fully  furnished,  in accordance  with
                           the Fair Credit Reporting Act and its implementing  regulations,  accurate and complete  information  (e.g.,
                           favorable  and  unfavorable)  on its  borrower  credit  files to Equifax,  Experian  and Trans Union  Credit
                           Information Company (three of the credit repositories), on a monthly basis.

Modification of the Warranties and Servicing Agreement


1.       The Company and Assignor hereby amend the Warranties and Servicing Agreement as follows:

         (a)      The following definitions shall be added to Article I of the Warranties and Servicing Agreement:

         Master Servicer: Wells Fargo Bank, N.A. or any successor thereto.

         Nonrecoverable  Advance:  Any advance  previously made by the Company pursuant to Section 5.03 or any Servicing Advance which,
         in the good faith  judgment of the Company,  may not be ultimately  recoverable  by the Company from  Liquidation  Proceeds or
         otherwise.  The  determination  by the Company that it has made a Nonrecoverable  Advance,  shall be evidenced by an Officer's
         Certificate  of the  Company  delivered  to the  Purchaser  and the  Master  Servicer  and  detailing  the  reasons  for  such
         determination.

         Prepayment  Charge:  Any  prepayment  premium,  penalty or charge  payable by a Mortgagor  in  connection  with any  Principal
         Prepayment on a Mortgage Loan pursuant to the terms of the related Mortgage Note.

         Securities Administrator: Wells Fargo Bank, N.A., or any successor thereto.

         Trustee:  Citibank, N.A..

         (b)      The  definition of Principal  Prepayment  in Article I of the  Warranties  and Servicing  Agreement is deleted in its
entirety and replaced with the following:

         Principal  Prepayment:  Any payment or other  recovery  of  principal  on a Mortgage  Loan which is received in advance of its
scheduled Due Date,  including any  Prepayment  Charge and which is not  accompanied  by an amount of interest  representing  scheduled
interest due on any date or dates in any month or months subsequent to the month of prepayment.

         (c)      The definition of "Qualified  Depository" in the Warranties and Servicing Agreement shall be modified by deleting the
word "A-1" and replacing it with the word "A-1+".

         (d)      The following  sentence is added after the first  sentence of the first  paragraph of Section 4.02 of the  Warranties
and Servicing Agreement:

         "The Company,  on behalf of the Purchaser,  may also, in its  discretion,  as an alternative  to  foreclosure,  sell defaulted
Mortgage Loans at fair market value to  third-parties,  if the Company  reasonably  believes that such sale would maximize  proceeds to
the Purchaser (on a present value basis) with respect to each such Mortgage Loan."

         (e)      Article III of the  Warranties  and  Servicing  Agreement  is hereby  amended by replacing  Section  3.01(b) with the
following:

                  The  consummation  of the  transactions  contemplated by this Agreement are in the ordinary course of business of the
         Company, who is in the business of selling and servicing loans;

         (f)      Article III of the  Warranties  and  Servicing  Agreement  is hereby  amended by replacing  Section  3.01(c) with the
following:

                  Neither the execution and delivery of this  Agreement,  the  acquisition  of the Mortgage Loans by the Company or the
         transactions  contemplated  hereby,  nor the fulfillment of or compliance with the terms and conditions of this Agreement will
         conflict with or result in a breach of any of the terms,  articles of  incorporation  or by-laws or any legal  restriction  or
         any  agreement or  instrument  to which the Company is now a party or by which it is bound,  or constitute a default or result
         in the violation of any law, rule,  regulation,  order, judgment or decree to which the Company or its property is subject, or
         impair the ability of the Purchaser to realize on the Mortgage Loans, or impair the value of the Mortgage Loans;

         (g)      Article III of the  Warranties  and  Servicing  Agreement  is hereby  amended by replacing  Section  3.01(f) with the
following:

                  The Company does not believe, nor does it have any reason or cause to believe,  that it cannot perform each and every
         covenant contained in this Agreement.  The Company is solvent;

         (h)      Article III of the  Warranties  and  Servicing  Agreement  is hereby  amended by replacing  Section  3.01(h) with the
following:

                  No  consent,  approval,  authorization  or order of any  court or  governmental  agency or body is  required  for the
         execution,  delivery and  performance by the Company of or compliance by the Company with this Agreement or if required,  such
         approval has been obtained prior to the related Closing Date;

         (i)      Article III of the Warranties and Servicing Agreement is hereby amended by deleting Section 3.01(i) in its entirety.

         (j)      Article III of the Warranties and Servicing Agreement is hereby amended by deleting Section 3.01(k) in its entirety.

         (k)      Article III of the Warranties and Servicing Agreement is hereby amended by deleting Section 3.01(m) in its entirety.

         (l)      Section 3.02 of Article III of the Warranties and Servicing Agreement is not applicable to the Mortgage Loans.

         (m)      Article IV of the Warranties and Servicing  Agreement is hereby amended by replacing the second  paragraph of Section
4.01 with the following (new text underlined):

                  Consistent with the terms of this Agreement,  the Company may waive,  modify or vary any term of any Mortgage Loan or
         consent to the  postponement of strict  compliance with any such term or in any manner grant indulgence to any Mortgagor if in
         the Company's  reasonable and prudent  determination such waiver,  modification,  postponement or indulgence is not materially
         adverse to the  Purchaser,  provided,  however,  that the Company  shall not make any future  advances  other than  Servicing
         Advances  with respect to a Mortgage  Loan and (unless the  Mortgagor is in default with respect to the Mortgage  Loan or such
         default  is, in the  judgment  of the  Company,  imminent  and the  Company  has  obtained  the prior  written  consent of the
         Purchaser)  the Company  shall not permit any  modification  with respect to any Mortgage  Loan that would change the Mortgage
         Interest  Rate,  defer or forgive  the payment of  principal  (except for actual  payments of  principal)  or change the final
         maturity  date on such  Mortgage  Loan.  In the event of any such  modification  which  permits  the  deferral  of interest or
         principal  payments on any Mortgage Loan, the Company shall, on the Business Day immediately  preceding the Remittance Date in
         any month in which any such  principal or interest  payment has been deferred,  deposit in the Custodial  Account from its own
         funds,  in accordance  with Section 5.03, the difference  between (a) such month's  principal and one month's  interest at the
         Mortgage  Loan  Remittance  Rate on the  unpaid  principal  balance  of such  Mortgage  Loan  and (b) the  amount  paid by the
         Mortgagor.  The Company  shall be entitled to  reimbursement  for such  advances to the same extent as for all other  advances
         made pursuant to Section 5.03.  Without  limiting the generality of the foregoing,  the Company shall continue,  and is hereby
         authorized and empowered,  to execute and deliver on behalf of itself and the Purchaser,  all  instruments of  satisfaction or
         cancellation,  or of partial or full release,  discharge and all other  comparable  instruments,  with respect to the Mortgage
         Loans and with respect to the Mortgaged  Properties.  If reasonably  required by the Company,  the Purchaser shall furnish the
         Company  with any powers of attorney  and other  documents  necessary  or  appropriate  to enable the Company to carry out its
         servicing and administrative duties under this Agreement.

         (n)      Article IV of the  Warranties and Servicing  Agreement is hereby amended by replacing the first  paragraph of Section
4.02 with the following:

                  In the event that any payment due under any  Mortgage  Loan and not  postponed  pursuant to Section  4.01 is not paid
         when the same becomes due and payable,  or in the event the Mortgagor fails to perform any other covenant or obligation  under
         the Mortgage Loan and such failure  continues  beyond any applicable  grace period,  the Company shall take such action as (1)
         the Company  would take under  similar  circumstances  with  respect to a similar  mortgage  loan held for its own account for
         investment,  (2) shall be consistent with Accepted  Servicing  Practices,  (3) the Company shall determine  prudently to be in
         the best interest of Purchaser,  and (4) is  consistent  with any related PMI Policy.  In the event that any payment due under
         any  Mortgage  Loan is not  postponed  pursuant to Section  4.01 and remains  delinquent  for a period of 90 days or any other
         default  continues  for a period of 90 days beyond the  expiration  of any grace or cure period,  the Company  shall  commence
         foreclosure  proceedings,  the Company shall notify the Purchaser in writing of the when  foreclosure has been  commenced.  In
         the event the Purchaser  objects to such foreclosure  action,  the Company shall not be required to make Monthly Advances with
         respect to such Mortgage  Loan,  pursuant to Section 5.03,  and the Company's  obligation to make such Monthly  Advances shall
         terminate on the 90th day  referred to above.  In such  connection,  the Company  shall from its own funds make all  necessary
         and  proper  Servicing  Advances,  provided,  however,  that the  Company  shall not be  required  to expend  its own funds in
         connection  with any  foreclosure  or towards the  restoration  or  preservation  of any Mortgaged  Property,  unless it shall
         determine  (a) that such  preservation,  restoration  and/or  foreclosure  will  increase the proceeds of  liquidation  of the
         Mortgage Loan to Purchaser after  reimbursement  to itself for such expenses and (b) that such expenses will be recoverable by
         it either  through  Liquidation  Proceeds  (respecting  which it shall have  priority  for  purposes of  withdrawals  from the
         Custodial Account pursuant to Section 4.05) or through Insurance Proceeds (respecting which it shall have similar priority).

         (o)      Article IV of the Warranties and Servicing  Agreement is hereby amended effective as of the date hereof by adding the
following paragraph to Section 4.03:

                  The Company shall not waive any Prepayment Charge unless: (i) the  enforceability  thereof shall have been limited by
         bankruptcy,  insolvency,  moratorium,  receivership and other similar laws relating to creditors' rights  generally,  (ii) the
         enforcement  thereof is illegal,  or any local,  state or federal agency has threatened legal action if the prepayment penalty
         is enforced,  (iii) the mortgage debt has been  accelerated in connection with a foreclosure or other  involuntary  payment or
         (iv) such waiver is standard  and  customary  in  servicing  similar  Mortgage  Loans and relates to a default or a reasonably
         foreseeable  default and would,  in the reasonable  judgment of the Company,  maximize  recovery of total proceeds taking into
         account the value of such  Prepayment  Charge and the related  Mortgage Loan. If a Prepayment  Charge is waived,  but does not
         meet the  standards  described  above,  then the Company is required  to pay the amount of such  waived  Prepayment  Charge by
         remitting such amount to the Purchaser by the Remittance Date.

         (p)      Article IV of the Warranties and Servicing  Agreement is hereby amended by replacing the second paragraph of
Section 4.04 with the following:

         The Company shall deposit in a mortgage  clearing account on a daily basis,  and in the Custodial  Account within two
(2) Business Days after the Company's  receipt of such funds, and retain therein,  the following  collections  received by the
Company:

         (q)      Article IV of the Warranties and Servicing  Agreement is hereby amended by adding as Subsection  4.05(x) the
following:

                  "(x)  to reimburse itself for any Nonrecoverable Advances;"

         (r)      Article IV of the Warranties and Servicing  Agreement is hereby amended by replacing the second  paragraph of Section
4.06 with the following:

         The Company shall deposit in a mortgage  clearing  account on a daily basis,  and in the Escrow Account or Accounts within two
(2) Business Days after the Company's receipt of such funds, and retain therein:

         (s)      Article VI of the Warranties and Servicing  Agreement is hereby amended by replacing the second  paragraph of Section
6.02 with the following:

         If  the Company  satisfies  or  releases  the lien of the  Mortgage  without  first  having  obtained  payment  in full of the
indebtedness  secured  by the  Mortgage  (other  than as a result  of a  modification  of the  Mortgage  pursuant  to the terms of this
Agreement  or a  liquidation  of the  Mortgaged  Property  pursuant to the terms of this  Agreement)  or should  the Company  otherwise
prejudice  any rights the  Purchaser may have under the mortgage  instruments, the Company  shall deposit in the Custodial  Account the
entire  outstanding  principal  balance,  plus all accrued  interest on such Mortgage Loan, on the day preceding the Remittance Date in
the month following the date of such release.   The Company shall maintain the Fidelity Bond and Errors and Omissions  Insurance Policy
as provided for in Section 4.12  insuring  the Company  against any loss it may sustain with respect to any Mortgage Loan not satisfied
in accordance with the procedures set forth herein.

          (t)     Article IV of the Warranties and Servicing Agreement is hereby amended by replacing Section 4.25 with the following:

         The Company  shall not hire or otherwise  utilize the services of any  Subservicer  to fulfill any of the  obligations  of the
Company as servicer under this Agreement or any  Reconstitution  Agreement unless the Company complies with the provisions of paragraph
(a) of this Section  4.25.  The Company  shall not hire or otherwise  utilize the services of any  Subcontractor,  and shall not permit
any  Subservicer to hire or otherwise  utilize the services of any  Subcontractor,  to fulfill any of the obligations of the Company as
servicer  under this  Agreement or any  Reconstitution  Agreement  unless the Company  complies with the provisions of paragraph (b) of
this Section 4.25.

         (a)      It shall not be necessary for the Company to seek the consent of the Purchaser,  any Master Servicer or any Depositor
                  to the  utilization  of any  Subservicer.  The  Company  shall cause any  Subservicer  used by the Company (or by any
                  Subservicer)  for the benefit of the Purchaser  and any Depositor to comply with the  provisions of this Section 4.25
                  and with Sections 6.04, 6.07, 6.06, 9.01(e)(iii),  9.01(e)(v), 9.01(e)(vi),  9.01(e)(vii),  9.01(e)(viii) and 9.01(f)
                  of this  Agreement  to the same  extent as if such  Subservicer  were the  Company,  and to provide  the  information
                  required  with  respect to such  Subservicer  under  Section  9.01(e)(iv)  of this  Agreement.  The Company  shall be
                  responsible  for  obtaining  from each  Subservicer  and  delivering  to the Purchaser and any Depositor any servicer
                  compliance  statement  required  to be  delivered  by such  Subservicer  under  Section  6.04 and any  assessment  of
                  compliance and  attestation  required to be delivered by such  Subservicer  under Section 6.06 and any  certification
                  required to be delivered to the Person that will be responsible for signing the Sarbanes  Certification under Section
                  6.06 as and when required to be delivered.

         (b)      It shall not be necessary for the Company to seek the consent of the Purchaser,  any Master Servicer or any Depositor
                  to the  utilization  of any  Subcontractor.  The Company shall promptly upon request  provide to the  Purchaser,  any
                  Master Servicer and any Depositor (or any designee of the Depositor,  such as an administrator) a written description
                  (in form and substance  satisfactory  to the  Purchaser,  such  Depositor  and such Master  Servicer) of the role and
                  function of each Subcontractor  utilized by the Company or any Subservicer,  specifying (i) the identity of each such
                  Subcontractor,  (ii) which (if any) of such  Subcontractors are "participating in the servicing  function" within the
                  meaning of Item 1122 of  Regulation  AB, and (iii) which  elements of the  Servicing  Criteria  will be  addressed in
                  assessments of compliance provided by each Subcontractor identified pursuant to clause (ii) of this paragraph.

         As a condition to the utilization of any Subcontractor  determined to be "participating in the servicing  function" within the
meaning of Item 1122 of Regulation AB, the Company shall cause any such  Subcontractor  used by the Company (or by any Subservicer) for
the benefit of the Purchaser and any Depositor to comply with the  provisions of Sections  6.06,  6.07 and 9.01(f) of this Agreement to
the same extent as if such  Subcontractor  were the Company.  The Company shall be responsible  for obtaining  from each  Subcontractor
and delivering to the Purchaser and any Depositor any assessment of compliance and  attestation and the other  certifications  required
to be delivered by such Subcontractor under Section 6.06, in each case as and when required to be delivered.

         (u)      Article V of the  Warranties and Servicing  Agreement is hereby  amended  effective as of the date hereof by deleting
Section 5.02 in its entirety and replacing it with the following:

         Section 5.02      Statements to the Purchaser.

No later than the tenth  (10th)  calendar day (or if such tenth (10th) day is not a Business  Day, the first  Business Day  immediately
preceding  such tenth (10th day) of each month,  the Company shall furnish to the Master  Servicer an electronic  file  containing  the
data  specified in Exhibit I, which data shall reflect  information  as to the period  ending on the last day of the  preceding  month,
Exhibit J with respect to defaulted mortgage loans and Exhibit M, with respect to realized losses and gains, with each such report.

         (v)      Section 6.04 (Annual  Statements as to Compliance)  of the  Warranties  and Servicing  Agreement is hereby amended as
follows:

                  (1)      delete paragraph (i) in its entirety;

                  (2)      delete the reference to "(ii)" at the beginning of the section paragraph; and

                  (3)      Delete the  references to "the  Purchaser and any  Depositor"  and "the  Purchaser and such  Depositor"  and
         replace each with "the Master Servicer".

         (w)      Section 6.05 (Annual Independent Public  Accountants'  Servicing Report) of the Warranties and Servicing Agreement is
deleted in its entirety.

         (x)      Section 6.06 (Report on  Assessment of Compliance  and  Attestation)  of the  Warranties  and Servicing  Agreement is
hereby  amended by replacing the  references to "the  Purchaser and any  Depositor"  with "the Master  Servicer" and "the Purchaser and
such Depositor" with "the Master Servicer".

         (y)      Section  6.07(ii) of the  Warranties  and  Servicing  Agreement is hereby  amended by  replacing  the  references  to
"Purchaser or Depositor" with "Purchaser, any Master Servicer or any Depositor."

         (z)      The following are added as the second,  third and fourth  paragraphs of Section 6.09 of the  Warranties and Servicing
Agreement:

                  "Notwithstanding  anything in this Agreement to the contrary,  the Company (a) shall not permit any modification with
         respect to any  Mortgage  Loan that would  change the  Mortgage  Interest  Rate and (b) shall not (unless the  Mortgagor is in
         default with respect to the Mortgage  Loan or such default is, in the judgment of the Company,  reasonably  foreseeable)  make
         or permit any  modification,  waiver or  amendment  of any term of any  Mortgage  Loan that would both  effect an  exchange or
         reissuance of such Mortgage Loan under Section 1001 of the Code (or Treasury regulations promulgated thereunder).

                  Prior to taking any action  with  respect to the  Mortgage  Loans which is not  contemplated  under the terms of this
         Agreement,  the Company will obtain an Opinion of Counsel  reasonably  acceptable to the Securities  Administrator with a copy
         to the Trustee with respect to whether such action could result in the  imposition of a tax upon any REMIC  (including but not
         limited to the tax on prohibited  transactions as defined in Section  860F(a)(2) of the Code and the tax on contributions to a
         REMIC set forth in Section  860G(d) of the Code)  (either such event,  an "Adverse  REMIC  Event"),  and the Company shall not
         take any such action or cause the Trust Fund to take any such  action as to which it has been  advised  that an Adverse  REMIC
         Event could occur.

                  The Company shall not permit the creation of any "interests"  (within the meaning of Section 860G of the Code) in any
         REMIC.  The Company  shall not enter into any  arrangement  by which any REMIC will  receive a fee or other  compensation  for
         services  nor permit any REMIC to receive  any income  from  assets  other than  "qualified  mortgages"  as defined in Section
         860G(a)(3) of the Code or "permitted investments" as defined in Section 860G(a)(5) of the Code."

         (aa)     Article IX of the Warranties and Servicing  Agreement is hereby amended  effective as of the date hereof by replacing
Section 9.01(e)(iv) with the following:

         (iv)     For the  purpose  of  satisfying  the  reporting  obligation  under the  Exchange  Act with  respect  to any class of
         asset-backed  securities,  the Company  shall (or shall cause each  Subservicer  and  Third-Party  Originator  to) (1) provide
         prompt  notice to the  Purchaser,  any  Master  Servicer  and any  Depositor  in  writing of (A) any  material  litigation  or
         governmental  proceedings  involving the Company,  any  Subservicer or any  Third-Party  Originator,  (B) any  affiliations or
         relationships  that develop following the closing date of a Securitization  Transaction  between the Company,  any Subservicer
         or any Third-Party  Originator and any of the parties specified in Section  9.01(e)(iii)(J)  (and any other parties identified
         in writing by the  requesting  party) with  respect to such  Securitization  Transaction,  (C) any Event of Default  under the
         terms of this Agreement or any  Reconstitution  Agreement,  (D) any merger,  consolidation or sale of substantially all of the
         assets of the  Company,  and (E) the  Company's  entry  into an  agreement  with a  Subservicer  to  perform  or assist in the
         performance of any of the Company's obligations under this Agreement or any Reconstitution  Agreement,  and (2) provide to the
         Purchaser and any Depositor a description of such proceedings, affiliations or relationships.

                  All notification pursuant to this Section 9.01(e)(iv),  other than those pursuant to Section  9.01(e)(iv)(A),  should
         be sent to:

                 EMC Mortgage Corporation
                 2780 Lake Vista Drive
                 Lewisville, Texas 75067
                 Attention: Conduit Seller Approval Dept.
                 Facsimile: (214) 626-3751
                 Email: sellerapproval@bear.com

                 With a copy to:

                 Bear, Stearns & Co. Inc.
                 383 Madison Avenue, 3rd Floor
                 New, York, NY 10179
                 Attention:  Global Credit Administration
                 Facsimile:  (212) 272-6564

                 Notifications pursuant to Section 9.01(e)(iv)(A) should be sent to:

                 EMC Mortgage Corporation
                 2780 Lake Vista Drive
                 Lewisville, Texas 75067
                 Attention: Conduit Seller Approval Dept.
                 Facsimile: (214) 626-3751
                 Email: sellerapproval@bear.com

                 With copies to:

                 Bear, Stearns & Co. Inc.
                 383 Madison Avenue, 3rd Floor
                 New, York, NY 10179
                 Attention:  Global Credit Administration
                 Facsimile:  (212) 272-6564

         (bb)     Section  9.01(e)(v) of the Warranties and Servicing  Agreement is hereby amended  effective as of the date hereof, by
replacing the references to "the  Purchaser and any Depositor"  with "the  Purchaser,  the Master  Servicer and any Depositor" and "the
Purchaser and such Depositor" with "the Purchaser, the Master Servicer and such Depositor".

         (cc)     The third paragraph of Section 9.01 of the Warranties and Servicing  Agreement is hereby amended  effective as of the
date hereof by replacing such section with the following:

                  The Purchaser and the Company  acknowledge and agree that the purpose of Section 9.01(e) is to facilitate  compliance
         by the  Purchaser  and any  Depositor  with  the  provisions  of  Regulation  AB and  related  rules  and  regulations  of the
         Commission.  Although  Regulation  AB is  applicable  by its terms  only to  offerings  of  asset-backed  securities  that are
         registered  under the Securities  Act, the Company  acknowledges  that investors in privately  offered  securities may require
         that the Purchaser or any Depositor provide comparable disclosure in unregistered  offerings.  References in this Agreement to
         compliance with Regulation AB include provision of comparable disclosure in private offerings.

                  Neither the  Purchaser,  the Master  Servicer  nor any  Depositor  shall  exercise  its right to request  delivery of
         information or other  performance  under these provisions other than in good faith, or for purposes other than compliance with
         the  Securities  Act, the Exchange Act and the rules and  regulations  of the  Commission  thereunder  (or the  provision in a
         private  offering of  disclosure  comparable  to that  required  under the  Securities  Act).  The Company  acknowledges  that
         interpretations  of the requirements of Regulation AB may change over time,  whether due to interpretive  guidance provided by
         the Commission or its staff,  consensus among  participants in the  asset-backed  securities  markets,  advice of counsel,  or
         otherwise,  and agrees to comply with requests made by the Purchaser,  the Master  Servicer or any Depositor in good faith for
         delivery of  information  under these  provisions on the basis of evolving  interpretations  of  Regulation  AB. In connection
         with any Securitization  Transaction,  the Company shall cooperate fully with the Purchaser and any Master Servicer to deliver
         to the  Purchaser  (including  any of its  assignees  or  designees),  any  Master  Servicer  and any  Depositor,  any and all
         statements,  reports,  certifications,  records and any other  information  necessary in the good faith  determination  of the
         Purchaser,  the Master  Servicer or any Depositor to permit the  Purchaser,  such Master  Servicer or such Depositor to comply
         with the  provisions  of  Regulation  AB,  together  with such  disclosures  relating to the  Company,  any  Subservicer,  any
         Third-Party  Originator and the Mortgage Loans, or the servicing of the Mortgage Loans,  reasonably  believed by the Purchaser
         or any Depositor to be necessary in order to effect such compliance.

                  The Purchaser  (including any of its assignees or designees)  shall  cooperate  with the Company by providing  timely
         notice of requests for information  under these provisions and by reasonably  limiting such requests to information  required,
         in the Purchaser's reasonable judgment, to comply with Regulation AB.

         (dd)     Section  9.01(e)(vii) of the Warranties and Servicing  Agreement is hereby amended effective as of the date hereof by
replacing such section with the following:

                  (vii) In addition to such  information  as the  Company,  as  servicer,  is  obligated  to provide  pursuant to other
         provisions of this  Agreement,  not later than ten (10) days prior to the deadline for the filing of any  distribution  report
         on Form 10-D in respect of any  Securitization  Transaction that includes any of the Mortgage Loans serviced by the Company or
         any  Subservicer,  the Company or such  Subservicer,  as applicable,  shall, to the extent the Company or such Subservicer has
         knowledge,  provide to the party responsible for filing such report (including, if applicable,  the Master Servicer) notice of
         the  occurrence of any of the following  events along with all  information,  data,  and materials  related  thereto as may be
         required to be included in the related  distribution  report on Form 10-D (as  specified in the  provisions  of  Regulation AB
         referenced below):

                           (A)      any material modifications,  extensions or waivers of pool asset terms, fees, penalties or payments
         during the distribution period;

                           (B)      material  breaches of pool asset  representations  or warranties  or  transaction  covenants  (Item
         1121(a)(12) of Regulation AB); and

                           (C)      information  regarding new asset-backed  securities  issuances backed by the same pool assets,  any
         pool asset changes (such as, additions,  substitutions or repurchases), and any material changes in origination,  underwriting
         or other criteria for acquisition or selection of pool assets (Item 1121(a)(14) of Regulation AB).

         (ee)     Article IX of the Warranties and Servicing  Agreement is hereby amended  effective as of the date hereof by inserting
the following new Section 9.01(e)(viii) as follows:

                  (viii)  The  Company  shall  provide to the  Purchaser,  any  Master  Servicer  and any  Depositor,  evidence  of the
         authorization of the person signing any  certification  or statement,  copies or other evidence of Fidelity Bond Insurance and
         Errors and Omission Insurance policy,  financial  information and reports,  and such other information  related to the Company
         or any Subservicer or the Company or such Subservicer's performance hereunder.

         (ff)     Article IX of the Warranties and Servicing  Agreement is hereby amended  effective as of the date hereof by inserting
the following after Section 9.01(e)(iii)(H) in its entirety as follows:

                  (I)      a  description  of any material  legal or  governmental  proceedings  pending (or known to be  contemplated)
         against the Servicer; and

                  (J)      a description of any affiliation or relationship  between the Servicer and any of the following parties to a
         Securitization  Transaction,  as such parties are  identified  to the Servicer by the Purchaser or any Depositor in writing in
         advance of such Securitization Transaction:

                           (1)      the sponsor;
                           (2)      the depositor;
                           (3)      the issuing entity;
                           (4)      any servicer;
                           (5)      any trustee;
                           (6)      any originator;
                           (7)      any significant obligor;
                           (8)      any enhancement or support provider; and
                           (9)      any other material transaction party.

         (gg)     Article IX of the  Warranties  and  Servicing  Agreement  is hereby  amended by  replacing  Section  9.01(f) with the
following:

         (f)      the Company  shall  indemnify the  Purchaser,  each  affiliate of the  Purchaser,  and each of the following  parties
                  participating in a  Securitization  Transaction;  each sponsor and issuing entity;  each Person  (including,  but not
                  limited to, any Master Servicer,  if applicable)  responsible for the preparation,  execution or filing of any report
                  required to be filed with the  Commission  with respect to such  Securitization  Transaction,  or for  execution of a
                  certification  pursuant  to  Rule  13a-14(d)  or  Rule  15d-14(d)  under  the  Exchange  Act  with  respect  to  such
                  Securitization  Transaction;  each broker dealer acting as underwriter,  placement agent or initial  purchaser,  each
                  Person who controls any of such parties or the Depositor  (within the meaning of Section 15 of the Securities Act and
                  Section 20 of the Exchange Act); and the respective  present and former directors,  officers,  employees,  agents and
                  affiliates of each of the foregoing and of the Depositor (each, an "Indemnified  Party"), and shall hold each of them
                  harmless from and against any claims, losses, damages,  penalties,  fines,  forfeitures,  legal fees and expenses and
                  related  costs,  judgments,  and any other costs,  fees and expenses  that any of them may sustain  arising out of or
                  based upon:

                  (i)      (A)      any untrue  statement of a material fact  contained or alleged to be contained in any  information,
                           report,  certification,  data, accountants' letter or other material provided under Sections 9.01(c) and (e)
                           by or on  behalf  of the  Company,  or  provided  under  Sections  9.01(c)  and (e) by or on  behalf  of any
                           Subservicer,  Subcontractor or Third-Party Originator (collectively,  the "Company Information"), or (B) the
                           omission or alleged  omission to state in the Company  Information  a material fact required to be stated in
                           the  Company  Information  or  necessary  in order  to make  the  statements  therein,  in the  light of the
                           circumstances  under which they were made, not misleading;  provided,  by way of clarification,  that clause
                           (B) of this  paragraph  shall be construed  solely by reference  to the Company  Information  and not to any
                           other  information  communicated  in connection  with a sale or purchase of  securities,  without  regard to
                           whether the Company  Information or any portion  thereof is presented  together with or separately from such
                           other information;

(ii)     any breach by the  Company  of its  obligations  under this  Section  9.01(f),  including  any  failure  by the  Company,  any
                           Subservicer,  any  Subcontractor  or  any  Third-Party  Originator  to  deliver  any  information,   report,
                           certification,  accountants'  letter or other material when and as required under Sections 4.25,  6.04, 6.06
                           and 9.01,  including  any  failure by the  Company  to  identify  any  Subcontractor  "participating  in the
                           servicing function" within the meaning of Item 1122 of Regulation AB; or

(iii)    any breach by the  Company of a  representation  or warranty  set forth in Section  9.01(e)(vi)(A)  or in a writing  furnished
                           pursuant  to  Section  9.01(e)(vi)(B)  and  made as of a date  prior  to the  closing  date  of the  related
                           Securitization  Transaction, to the extent that such breach is not cured by such closing date, or any breach
                           by the Company of a representation or warranty in a writing furnished pursuant to Section  9.01(e)(vi)(B) to
                           the extent made as of a date subsequent to such closing date.

(iv)     the negligence, bad faith or willful misconduct of the Company in connection with its performance under this Section.

                           If the  indemnification  provided for herein is unavailable or  insufficient to hold harmless an Indemnified
                           Party,  then the Company agrees that it shall  contribute to the amount paid or payable by such  Indemnified
                           Party as a result of any claims,  losses, damages or liabilities incurred by such Indemnified Party ins such
                           proportion as is  appropriate to reflect the relative  fault of such  Indemnified  Party on the one hand and
                           the Company on the other.

                           In the case of any failure of performance  described in sub-clause (ii) of this Section 9.01(f), the Company
                           shall promptly reimburse the Purchaser,  any Depositor,  as applicable,  and each Person responsible for the
                           preparation,  execution  or filing of any report  required to be filed with the  Commission  with respect to
                           such  Securitization  Transaction,  or for execution of a  certification  pursuant to Rule 13a-14(d) or Rule
                           15d-14(d) under the Exchange Act with respect to such Securitization  Transaction,  for all costs reasonably
                           incurred by each such party in order to obtain the information,  report, certification,  accountants' letter
                           or other  material not  delivered as required by the Company,  any  Subservicer,  any  Subcontractor  or any
                           Third-Party Originator.

         This indemnification shall survive the termination of this Agreement or the termination of any party to this Agreement.

         (hh)     The following is added as Section 10.01(ix) of the Warranties and Servicing Agreement:
                  (ix)     failure by the Company to duly perform,  within the required time period,  its  obligations  under  Sections
6.04,  6.06, or 9.01(e) which failure  continues  unremedied for a period of fifteen (15) calendar days after the date on which written
notice of such failure,  requiring the same to be remedied,  shall have been given to the Company by any party to this  Agreement or by
any master servicer responsible for master servicing the Mortgage Loans pursuant to a securitization of such Mortgage Loans.

         (ii)     Article X of the Warranties and Servicing  Agreement is hereby amended  effective as of the date hereof by adding the
following at the end of the last paragraph of Section 10.01:

                  If the Company is terminated  pursuant to this Section 10.01, the Company shall promptly  reimburse the Purchaser (or
         any designee of the Purchaser,  such as a master  servicer) and any  Depositor,  as  applicable,  for all reasonable  expenses
         incurred by the Purchaser (or such designee) or such  Depositor,  as such are incurred,  in connection with the termination of
         the Company as servicer and the transfer of servicing of the Mortgage  Loans to a successor  servicer.  The provisions of this
         paragraph  shall not limit  whatever  rights the Purchaser or any Depositor may have under other  provisions of this Agreement
         and/or any  applicable  Reconstitution  Agreement or  otherwise,  whether in equity or at law,  such as an action for damages,
         specific performance or injunctive relief.

         (jj)     The first  sentence of Section  12.03 of the  Warranties  and  Servicing  Agreement  is deleted in its  entirety  and
replaced with the following:

                  Section 12.03      Governing Law.

                  This  Agreement  shall be governed by and  construed  in  accordance  with the laws of the State of New York
         without  giving  effect to  principles  of  conflicts  of laws (other  than  Section  5-1401 of the New York  General
         Obligations Law) and except to the extent  preempted by Federal law and the  obligations,  rights and remedies of the
         parties hereunder shall be determined in accordance with such laws.

         (kk)     A new Section 12.12 (Third Party Beneficiary) is hereby added to the Warranties and Servicing Agreement.

                  Section 12.12     Third Party Beneficiary.

                  For  purposes  of this  Agreement,  each Master  Servicer  shall be  considered  a third  party  beneficiary  to this
         Agreement, entitled to all the rights and benefits hereof as if it were a direct party to this Agreement.

         (ll)     The Warranties  and Servicing  Agreement is hereby amended as of the date hereof by inserting a new Exhibit I, a copy
of which is annexed hereto as Attachment 3.

         (mm)     The Warranties  and Servicing  Agreement is hereby amended as of the date hereof by inserting a new Exhibit J, a copy
of which is annexed hereto as Attachment 4.

         (nn)     The Warranties  and Servicing  Agreement is hereby amended as of the date hereof by inserting a new Exhibit K, a copy
of which is annexed hereto as Attachment 5.

         (oo)     The Warranties  and Servicing  Agreement is hereby amended as of the date hereof by inserting a new Exhibit D, a copy
of which is annexed hereto as Attachment 6.


         2.       A copy of all assessments,  attestations,  reports and certificates required to be delivered by the Servicer
under this Recognition  Agreement and the Warranties and Servicing  Agreement shall be delivered to the Master Servicer by the
date(s)  specified  herein or therein,  and where such  documents  are required to be addressed to any party,  such  addresses
shall include the Master Servicer and the Master Servicer shall be entitled to rely on such documents.


Miscellaneous

3.       Notwithstanding  anything to the contrary contained herein or in the Warranties and Servicing Agreement,  Company acknowledges
that the  Mortgage  Loans may be part of a REMIC or multiple  REMICs and hereby  agrees  that in no event will it service the  Mortgage
Loans in a manner  that would (i) cause any such  intended  REMIC to fail to qualify as a REMIC or (ii) result in the  imposition  of a
tax upon any such intended REMIC (including but not limited to the tax on prohibited  transactions as defined in Section  860F(a)(2) of
the Code and the tax on  contributions  to a REMIC set forth in Section  860G(d) of the Code).  It is the  intention of EMC and Company
that this  Recognition  Agreement  shall be binding upon and for the benefit of the  respective  successors  and assigns of the parties
hereto.

4.       All demands,  notices and communications  related to the Mortgage Loans and this Recognition Agreement shall be in writing and
shall be deemed to have been duly given if personally delivered or mailed by registered mail, postage prepaid, as follows:

                  a.       In the case of Company,

                  Wells Fargo Bank, National Association
                           1 Home Campus
                           MAC X2401-042
                           Des Moines, IA 50328-0001
                           Attention: John B. Brown

                           In each instance with a copy to:

                           Wells Fargo Bank, National Association
                           1 Home Campus
                           Des Moines, Iowa  50328-0001
                           Attention:  General Counsel, MAC # X2401-06T
                           Telecopy:  (515) 213-5192

                  b.       In the case of EMC,

                           EMC Mortgage Corporation
                           MacArthur Ridge II
                           909 Hidden Ridge Drive, Suite 200
                           Irving, Texas 75038
                           Attention: Associate General Counsel for Loan Administration
                           Telecopy: (972) 831-2555

5.       Each  party will pay any  commissions  it has  incurred  and the  reasonable  fees of its  attorneys  in  connection  with the
negotiations for, documenting of and closing of the transactions contemplated by this Recognition Agreement.

6.       This  Recognition  Agreement  shall be  construed  in  accordance  with the laws of the State of New York,  without  regard to
conflicts of law principles,  and the obligations,  rights and remedies of the parties hereunder shall be determined in accordance with
such laws.

7.       No term or  provision  of this  Recognition  Agreement  may be waived or modified  unless such  waiver or  modification  is in
writing and signed by the party against whom such waiver or modification is sought to be enforced.

8.       This  Recognition  Agreement shall inure to the benefit of the successors and assigns of the parties  hereto.  Any entity into
which Company or EMC may be merged or consolidated  shall,  without the requirement for any further writing,  be deemed Company or EMC,
respectively, hereunder.

9.       This  Recognition  Agreement  shall survive the  conveyances  of the Mortgage  Loans and the  assignment of the Warranties and
Servicing  Agreement and this  Recognition  Agreement and the Mortgage Loans by EMC to the Trustee as contemplated in this  Recognition
Agreement and the Assignment, Assumption and Recognition Agreement Agreement.

10.      This Recognition Agreement may be executed  simultaneously in any number of counterparts.  Each counterpart shall be deemed to
be an original and all such counterparts shall constitute one and the same instrument.

11.      In the event that any provision of this  Recognition  Agreement  conflicts  with any provision of the Warranties and Servicing
Agreement with respect to the Mortgage Loans, the terms of this Recognition Agreement shall control.




         IN WITNESS WHEREOF, the parties hereto have executed this Recognition Agreement as of the day and year first above written.




                                                     EMC MORTGAGE CORPORATION


                                                     By:__________________________________________________
                                                     Name:________________________________________________
                                                     Title:_______________________________________________



                                                     WELLS FARGO BANK, NATIONAL ASSOCIATION


                                                     By:__________________________________________________
                                                     Name:________________________________________________
                                                     Title:_______________________________________________



                                                             ATTACHMENT 1

                                                            MORTGAGE LOANS


                                                       (Available upon request)




                                                              ATTACHMENT 2

                                                  WARRANTIES AND SERVICING AGREEMENT


                                                       (Available upon request)




                                                             ATTACHMENT 3

                                                              EXHIBIT I

                                                   REPORTING DATA FOR MONTHLY REPORT



                                                 Standard File Layout - Master Servicing
-----------------------------------------------------------------------------------------------------------------------------------
         Column Name                            Description                      Decimal           Format Comment           Max
                                                                                                                            Size
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
SER_INVESTOR_NBR               A value  assigned by the  Servicer to define a               Text up to 10 digits             20
                               group of loans.
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
LOAN_NBR                       A unique  identifier  assigned to each loan by               Text up to 10 digits             10
                               the investor.
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
SERVICER_LOAN_NBR              A  unique  number  assigned  to a loan  by the               Text up to 10 digits             10
                               Servicer.  This  may  be  different  than  the
                               LOAN_NBR.
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
BORROWER_NAME                  The  borrower  name as  received  in the file.               Maximum  length  of 30 (Last,    30
                               It is not separated by first and last name.                  First)
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
SCHED_PAY_AMT                  Scheduled   monthly  principal  and  scheduled       2       No  commas(,) or dollar signs    11
                               interest  payment  that a borrower is expected               ($)
                               to pay, P&I constant.
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
NOTE_INT_RATE                  The  loan  interest  rate as  reported  by the       4       Max length of 6                   6
                               Servicer.
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
NET_INT_RATE                   The loan gross  interest rate less the service       4       Max length of 6                   6
                               fee rate as reported by the Servicer.
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
SERV_FEE_RATE                  The   servicer's   fee  rate  for  a  loan  as       4       Max length of 6                   6
                               reported by the Servicer.
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
SERV_FEE_AMT                   The  servicer's  fee  amount  for  a  loan  as       2       No  commas(,) or dollar signs    11
                               reported by the Servicer.                                    ($)
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
NEW_PAY_AMT                    The new loan  payment  amount as  reported  by       2       No  commas(,) or dollar signs    11
                               the Servicer.                                                ($)
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
NEW_LOAN_RATE                  The new loan rate as reported by the Servicer.       4       Max length of 6                   6
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
ARM_INDEX_RATE                 The index the  Servicer is using to  calculate       4       Max length of 6                   6
                               a forecasted rate.
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
ACTL_BEG_PRIN_BAL              The  borrower's  actual  principal  balance at       2       No  commas(,) or dollar signs    11
                               the beginning of the processing cycle.                       ($)
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
ACTL_END_PRIN_BAL              The  borrower's  actual  principal  balance at       2       No  commas(,) or dollar signs    11
                               the end of the processing cycle.                             ($)
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
BORR_NEXT_PAY_DUE_DATE         The date at the end of  processing  cycle that               MM/DD/YYYY                       10
                               the  borrower's  next  payment  is  due to the
                               Servicer, as reported by Servicer.
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
SERV_CURT_AMT_1                The first curtailment amount to be applied.          2       No  commas(,) or dollar signs    11
                                                                                            ($)
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
SERV_CURT_DATE_1               The  curtailment   date  associated  with  the               MM/DD/YYYY                       10
                               first curtailment amount.
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
CURT_ADJ_ AMT_1                The   curtailment   interest   on  the   first       2       No  commas(,) or dollar signs    11
                               curtailment amount, if applicable.                           ($)
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
SERV_CURT_AMT_2                The second curtailment amount to be applied.         2       No  commas(,) or dollar signs    11
                                                                                            ($)
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
SERV_CURT_DATE_2               The  curtailment   date  associated  with  the               MM/DD/YYYY                       10
                               second curtailment amount.
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
CURT_ADJ_ AMT_2                The   curtailment   interest   on  the  second       2       No  commas(,) or dollar signs    11
                               curtailment amount, if applicable.                           ($)
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
SERV_CURT_AMT_3                The third curtailment amount to be applied.          2       No  commas(,) or dollar signs    11
                                                                                            ($)
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
SERV_CURT_DATE_3               The  curtailment   date  associated  with  the               MM/DD/YYYY                       10
                               third curtailment amount.
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
CURT_ADJ_AMT_3                 The   curtailment   interest   on  the   third       2       No  commas(,) or dollar signs    11
                               curtailment amount, if applicable.                           ($)
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
PIF_AMT                        The loan "paid in full"  amount as reported by       2       No  commas(,) or dollar signs    11
                               the Servicer.                                                ($)
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
PIF_DATE                       The  paid in  full  date  as  reported  by the               MM/DD/YYYY                       10
                               Servicer.
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
                                                                                            Action        Code       Key:     2
                                                                                            15=Bankruptcy,
ACTION_CODE                    The   standard   FNMA  numeric  code  used  to               30=Foreclosure,   ,   60=PIF,
                               indicate  the  default/delinquent  status of a               63=Substitution,
                               particular loan.                                             65=Repurchase,70=REO
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
INT_ADJ_AMT                    The  amount  of  the  interest  adjustment  as       2       No  commas(,) or dollar signs    11
                               reported by the Servicer.                                    ($)
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
SOLDIER_SAILOR_ADJ_AMT         The Soldier and Sailor  Adjustment  amount, if       2       No  commas(,) or dollar signs    11
                               applicable.                                                  ($)
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
NON_ADV_LOAN_AMT               The   Non   Recoverable   Loan   Amount,    if       2       No  commas(,) or dollar signs    11
                               applicable.                                                  ($)
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
LOAN_LOSS_AMT                  The amount the  Servicer is passing as a loss,       2       No  commas(,) or dollar signs    11
                               if applicable.                                               ($)
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
SCHED_BEG_PRIN_BAL             The  scheduled  outstanding  principal  amount       2       No  commas(,) or dollar signs    11
                               due at the  beginning  of the cycle date to be               ($)
                               passed through to investors.
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
SCHED_END_PRIN_BAL             The   scheduled   principal   balance  due  to       2       No  commas(,) or dollar signs    11
                               investors at the end of a processing cycle.                  ($)
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
SCHED_PRIN_AMT                 The scheduled  principal amount as reported by       2       No  commas(,) or dollar signs    11
                               the  Servicer  for the  current  cycle -- only               ($)
                               applicable for Scheduled/Scheduled Loans.
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
SCHED_NET_INT                  The scheduled  gross interest  amount less the       2       No  commas(,) or dollar signs    11
                               service  fee amount for the  current  cycle as
                               reported by the  Servicer  -- only  applicable
                               for Scheduled/Scheduled Loans.                               ($)
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
ACTL_PRIN_AMT                  The actual  principal  amount collected by the       2       No  commas(,) or dollar signs    11
                               Servicer  for the current  reporting  cycle --               ($)
                               only applicable for Actual/Actual Loans.
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
                               The  actual  gross  interest  amount  less the
                               service fee amount for the  current  reporting               No  commas(,) or dollar signs
ACTL_NET_INT                   cycle  as  reported  by the  Servicer  -- only       2       ($)                              11
                               applicable for Actual/Actual Loans.
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
PREPAY_PENALTY_ AMT            The penalty  amount  received  when a borrower       2       No  commas(,) or dollar signs    11
                               prepays  on  his  loan  as   reported  by  the               ($)
                               Servicer.
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
PREPAY_PENALTY_ WAIVED         The  prepayment  penalty  amount  for the loan       2       No  commas(,) or dollar signs    11
                               waived by the servicer.                                      ($)
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
MOD_DATE                       The    Effective    Payment    Date   of   the               MM/DD/YYYY                       10
                               Modification for the loan.
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
MOD_TYPE                       The Modification Type.                                       Varchar  - value can be alpha    30
                                                                                            or numeric
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
DELINQ_P&I_ADVANCE_AMT         The   current   outstanding    principal   and       2       No  commas(,) or dollar signs    11
                               interest advances made by Servicer.                          ($)
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------




                                                             ATTACHMENT 4

                                                               EXHIBIT J
                                                   REPORTING DATA FOR DEFAULTED LOANS

                                            Standard File Layout – Delinquency Reporting

-------------------------------------- ---------------------------------------------------- -------------- ---------------
         Column/Header Name                                Description                         Decimal     Format Comment
-------------------------------------- ---------------------------------------------------- -------------- ---------------
SERVICER_LOAN_NBR                      A  unique   number   assigned  to  a  loan  by  the
                                       Servicer.  This may be different than the LOAN_NBR
-------------------------------------- ---------------------------------------------------- -------------- ---------------
LOAN_NBR                               A unique  identifier  assigned  to each loan by the
                                       originator.
-------------------------------------- ---------------------------------------------------- -------------- ---------------
CLIENT_NBR                             Servicer Client Number
-------------------------------------- ---------------------------------------------------- -------------- ---------------
SERV_INVESTOR_NBR                      Contains  a  unique   number  as   assigned  by  an
                                       external  servicer  to identify a group of loans in
                                       their system.
-------------------------------------- ---------------------------------------------------- -------------- ---------------
BORROWER_FIRST_NAME                    First Name of the Borrower.
-------------------------------------- ---------------------------------------------------- -------------- ---------------
BORROWER_LAST_NAME                     Last name of the borrower.
-------------------------------------- ---------------------------------------------------- -------------- ---------------
PROP_ADDRESS                           Street Name and Number of Property
-------------------------------------- ---------------------------------------------------- -------------- ---------------
PROP_STATE                             The state where the property located.
-------------------------------------- ---------------------------------------------------- -------------- ---------------
PROP_ZIP                               Zip code where the property is located.
-------------------------------------- ---------------------------------------------------- -------------- ---------------
BORR_NEXT_PAY_DUE_DATE                 The date that the  borrower's  next  payment is due                 MM/DD/YYYY
                                       to the servicer at the end of processing  cycle, as
                                       reported by Servicer.
-------------------------------------- ---------------------------------------------------- -------------- ---------------
LOAN_TYPE                              Loan Type (i.e. FHA, VA, Conv)
-------------------------------------- ---------------------------------------------------- -------------- ---------------
BANKRUPTCY_FILED_DATE                  The date a particular bankruptcy claim was filed.                   MM/DD/YYYY
-------------------------------------- ---------------------------------------------------- -------------- ---------------
BANKRUPTCY_CHAPTER_CODE                The chapter under which the bankruptcy was filed.
-------------------------------------- ---------------------------------------------------- -------------- ---------------
BANKRUPTCY_CASE_NBR                    The  case  number  assigned  by  the  court  to the
                                       bankruptcy filing.
-------------------------------------- ---------------------------------------------------- -------------- ---------------
POST_PETITION_DUE_DATE                 The payment due date once the  bankruptcy  has been                 MM/DD/YYYY
                                       approved by the courts
-------------------------------------- ---------------------------------------------------- -------------- ---------------
BANKRUPTCY_DCHRG_DISM_DATE             The  Date  The  Loan Is  Removed  From  Bankruptcy.                 MM/DD/YYYY
                                       Either  by  Dismissal,  Discharged  and/or a Motion
                                       For Relief Was Granted.
-------------------------------------- ---------------------------------------------------- -------------- ---------------
LOSS_MIT_APPR_DATE                     The Date The Loss  Mitigation  Was  Approved By The                 MM/DD/YYYY
                                       Servicer
-------------------------------------- ---------------------------------------------------- -------------- ---------------
LOSS_MIT_TYPE                          The  Type Of Loss  Mitigation  Approved  For A Loan
                                       Such As;
-------------------------------------- ---------------------------------------------------- -------------- ---------------
LOSS_MIT_EST_COMP_DATE                 The Date The Loss Mitigation  /Plan Is Scheduled To                 MM/DD/YYYY
                                       End/Close
-------------------------------------- ---------------------------------------------------- -------------- ---------------
LOSS_MIT_ACT_COMP_DATE                 The Date The Loss Mitigation Is Actually Completed                  MM/DD/YYYY
-------------------------------------- ---------------------------------------------------- -------------- ---------------
FRCLSR_APPROVED_DATE                   The date DA Admin  sends a letter  to the  servicer                 MM/DD/YYYY
                                       with instructions to begin foreclosure proceedings.
-------------------------------------- ---------------------------------------------------- -------------- ---------------
ATTORNEY_REFERRAL_DATE                 Date  File  Was  Referred  To  Attorney  to  Pursue                 MM/DD/YYYY
                                       Foreclosure
-------------------------------------- ---------------------------------------------------- -------------- ---------------
FIRST_LEGAL_DATE                       Notice  of 1st  legal  filed  by an  Attorney  in a                 MM/DD/YYYY
                                       Foreclosure Action
-------------------------------------- ---------------------------------------------------- -------------- ---------------
FRCLSR_SALE_EXPECTED_DATE              The date by which a  foreclosure  sale is  expected                 MM/DD/YYYY
                                       to occur.
-------------------------------------- ---------------------------------------------------- -------------- ---------------
FRCLSR_SALE_DATE                       The actual date of the foreclosure sale.                            MM/DD/YYYY
-------------------------------------- ---------------------------------------------------- -------------- ---------------
FRCLSR_SALE_AMT                        The amount a property  sold for at the  foreclosure        2        No   commas(,)
                                       sale.                                                               or      dollar
                                                                                                           signs ($)
-------------------------------------- ---------------------------------------------------- -------------- ---------------
EVICTION_START_DATE                    The date the  servicer  initiates  eviction  of the                 MM/DD/YYYY
                                       borrower.
-------------------------------------- ---------------------------------------------------- -------------- ---------------
EVICTION_COMPLETED_DATE                The date the court revokes legal  possession of the                 MM/DD/YYYY
                                       property from the borrower.
-------------------------------------- ---------------------------------------------------- -------------- ---------------
LIST_PRICE                             The price at which an REO property is marketed.            2        No   commas(,)
                                                                                                           or      dollar
                                                                                                           signs ($)
-------------------------------------- ---------------------------------------------------- -------------- ---------------
LIST_DATE                              The date an REO  property is listed at a particular                 MM/DD/YYYY
                                       price.
-------------------------------------- ---------------------------------------------------- -------------- ---------------
OFFER_AMT                              The dollar value of an offer for an REO property.          2        No   commas(,)
                                                                                                           or      dollar
                                                                                                           signs ($)
-------------------------------------- ---------------------------------------------------- -------------- ---------------
OFFER_DATE_TIME                        The  date an offer  is  received  by DA Admin or by                 MM/DD/YYYY
                                       the Servicer.
-------------------------------------- ---------------------------------------------------- -------------- ---------------
REO_CLOSING_DATE                       The date the REO sale of the  property is scheduled                 MM/DD/YYYY
                                       to close.
-------------------------------------- ---------------------------------------------------- -------------- ---------------
REO_ACTUAL_CLOSING_DATE                Actual Date Of REO Sale                                             MM/DD/YYYY
-------------------------------------- ---------------------------------------------------- -------------- ---------------
OCCUPANT_CODE                          Classification of how the property is occupied.
-------------------------------------- ---------------------------------------------------- -------------- ---------------
PROP_CONDITION_CODE                    A  code  that   indicates   the  condition  of  the
                                       property.
-------------------------------------- ---------------------------------------------------- -------------- ---------------
PROP_INSPECTION_DATE                   The date a property inspection is performed.                        MM/DD/YYYY
-------------------------------------- ---------------------------------------------------- -------------- ---------------
APPRAISAL_DATE                         The date the appraisal was done.                                    MM/DD/YYYY
-------------------------------------- ---------------------------------------------------- -------------- ---------------
CURR_PROP_VAL                           The  current "as is" value of the  property  based        2
                                       on brokers price opinion or appraisal.
-------------------------------------- ---------------------------------------------------- -------------- ---------------
REPAIRED_PROP_VAL                      The amount the  property  would be worth if repairs        2
                                       are completed  pursuant to a broker's price opinion
                                       or appraisal.
-------------------------------------- ---------------------------------------------------- -------------- ---------------
If applicable:
-------------------------------------- ---------------------------------------------------- -------------- ---------------
DELINQ_STATUS_CODE                     FNMA Code Describing Status of Loan
-------------------------------------- ---------------------------------------------------- -------------- ---------------
DELINQ_REASON_CODE                     The  circumstances  which caused a borrower to stop
                                       paying on a loan.  Code  indicates  the  reason why
                                       the loan is in default for this cycle.
-------------------------------------- ---------------------------------------------------- -------------- ---------------
MI_CLAIM_FILED_DATE                    Date  Mortgage   Insurance  Claim  Was  Filed  With                 MM/DD/YYYY
                                       Mortgage Insurance Company.
-------------------------------------- ---------------------------------------------------- -------------- ---------------
MI_CLAIM_AMT                           Amount of Mortgage Insurance Claim Filed                            No   commas(,)
                                                                                                           or      dollar
                                                                                                           signs ($)
-------------------------------------- ---------------------------------------------------- -------------- ---------------
MI_CLAIM_PAID_DATE                     Date Mortgage  Insurance  Company  Disbursed  Claim                 MM/DD/YYYY
                                       Payment
-------------------------------------- ---------------------------------------------------- -------------- ---------------
MI_CLAIM_AMT_PAID                      Amount Mortgage Insurance Company Paid On Claim            2        No   commas(,)
                                                                                                           or      dollar
                                                                                                           signs ($)
-------------------------------------- ---------------------------------------------------- -------------- ---------------
POOL_CLAIM_FILED_DATE                  Date Claim Was Filed With Pool Insurance Company                    MM/DD/YYYY
-------------------------------------- ---------------------------------------------------- -------------- ---------------
POOL_CLAIM_AMT                         Amount of Claim Filed With Pool Insurance Company          2        No   commas(,)
                                                                                                           or      dollar
                                                                                                           signs ($)
-------------------------------------- ---------------------------------------------------- -------------- ---------------
POOL_CLAIM_PAID_DATE                   Date Claim Was  Settled and The Check Was Issued By                 MM/DD/YYYY
                                       The Pool Insurer
-------------------------------------- ---------------------------------------------------- -------------- ---------------
POOL_CLAIM_AMT_PAID                    Amount Paid On Claim By Pool Insurance Company             2        No   commas(,)
                                                                                                           or      dollar
                                                                                                           signs ($)
-------------------------------------- ---------------------------------------------------- -------------- ---------------
FHA_PART_A_CLAIM_FILED_DATE             Date FHA Part A Claim Was Filed With HUD                           MM/DD/YYYY
-------------------------------------- ---------------------------------------------------- -------------- ---------------
FHA_PART_A_CLAIM_AMT                    Amount of FHA Part A Claim Filed                          2        No   commas(,)
                                                                                                           or      dollar
                                                                                                           signs ($)
-------------------------------------- ---------------------------------------------------- -------------- ---------------
FHA_PART_A_CLAIM_PAID_DATE              Date HUD Disbursed Part A Claim Payment                            MM/DD/YYYY
-------------------------------------- ---------------------------------------------------- -------------- ---------------
FHA_PART_A_CLAIM_PAID_AMT               Amount HUD Paid on Part A Claim                           2        No   commas(,)
                                                                                                           or      dollar
                                                                                                           signs ($)
-------------------------------------- ---------------------------------------------------- -------------- ---------------
FHA_PART_B_CLAIM_FILED_DATE              Date FHA Part B Claim Was Filed With HUD                          MM/DD/YYYY
-------------------------------------- ---------------------------------------------------- -------------- ---------------
FHA_PART_B_CLAIM_AMT                     Amount of FHA Part B Claim Filed                         2        No   commas(,)
                                                                                                           or      dollar
                                                                                                           signs ($)
-------------------------------------- ---------------------------------------------------- -------------- ---------------
FHA_PART_B_CLAIM_PAID_DATE                Date HUD Disbursed Part B Claim Payment                          MM/DD/YYYY
-------------------------------------- ---------------------------------------------------- -------------- ---------------
FHA_PART_B_CLAIM_PAID_AMT               Amount HUD Paid on Part B Claim                           2        No   commas(,)
                                                                                                           or      dollar
                                                                                                           signs ($)
-------------------------------------- ---------------------------------------------------- -------------- ---------------
VA_CLAIM_FILED_DATE                     Date VA Claim Was Filed With the Veterans Admin                    MM/DD/YYYY
-------------------------------------- ---------------------------------------------------- -------------- ---------------
VA_CLAIM_PAID_DATE                      Date Veterans Admin. Disbursed VA Claim Payment                    MM/DD/YYYY
-------------------------------------- ---------------------------------------------------- -------------- ---------------
VA_CLAIM_PAID_AMT                       Amount Veterans Admin. Paid on VA Claim                   2        No   commas(,)
                                                                                                           or      dollar
                                                                                                           signs ($)
-------------------------------------- ---------------------------------------------------- -------------- ---------------


Exhibit 2: Standard File Codes – Delinquency Reporting
The Loss Mit Type field should show the approved Loss Mitigation Code as follows:
o        ASUM-   Approved Assumption
o        BAP-    Borrower Assistance Program
o        CO-     Charge Off
o        DIL-    Deed-in-Lieu
o        FFA-    Formal Forbearance Agreement
o        MOD-    Loan Modification
o        PRE-    Pre-Sale
o        SS-     Short Sale
o        MISC-   Anything else approved by the PMI or Pool Insurer

NOTE: Wells Fargo Bank will accept  alternative  Loss Mitigation Types to those above,  provided that they are consistent with industry
standards.  If Loss  Mitigation  Types other than those above are used, the Servicer must supply Wells Fargo Bank with a description of
each of the Loss Mitigation Types prior to sending the file.
The Occupant Code field should show the current status of the property code as follows:
o        Mortgagor
o        Tenant
o        Unknown
o        Vacant

The Property Condition field should show the last reported condition of the property as follows:
o        Damaged
o        Excellent
o        Fair
o        Gone
o        Good
o        Poor
o        Special Hazard
o        Unknown




Exhibit 2: Standard File Codes – Delinquency Reporting, Continued

The FNMA Delinquent Reason Code field should show the Reason for Delinquency as follows:

                      ------------------------ ---------------------------------------------------------
                      Delinquency Code         Delinquency Description
                      ------------------------ ---------------------------------------------------------
                      001                      FNMA-Death of principal mortgagor
                      ------------------------ ---------------------------------------------------------
                      002                      FNMA-Illness of principal mortgagor
                      ------------------------ ---------------------------------------------------------
                      003                      FNMA-Illness of mortgagor's family member
                      ------------------------ ---------------------------------------------------------
                      004                      FNMA-Death of mortgagor's family member
                       ------------------------ ---------------------------------------------------------
                      005                      FNMA-Marital difficulties
                      ------------------------ ---------------------------------------------------------
                      006                      FNMA-Curtailment of income
                      ------------------------ ---------------------------------------------------------
                      007                      FNMA-Excessive Obligation
                      ------------------------ ---------------------------------------------------------
                      008                      FNMA-Abandonment of property
                      ------------------------ ---------------------------------------------------------
                      009                      FNMA-Distant employee transfer
                      ------------------------ ---------------------------------------------------------
                      011                      FNMA-Property problem
                      ------------------------ ---------------------------------------------------------
                      012                      FNMA-Inability to sell property
                      ------------------------ ---------------------------------------------------------
                      013                      FNMA-Inability to rent property
                      ------------------------ ---------------------------------------------------------
                      014                      FNMA-Military Service
                      ------------------------ ---------------------------------------------------------
                      015                      FNMA-Other
                      ------------------------ ---------------------------------------------------------
                      016                      FNMA-Unemployment
                      ------------------------ ---------------------------------------------------------
                      017                      FNMA-Business failure
                      ------------------------ ---------------------------------------------------------
                      019                      FNMA-Casualty loss
                      ------------------------ ---------------------------------------------------------
                      022                      FNMA-Energy environment costs
                      ------------------------ ---------------------------------------------------------
                      023                      FNMA-Servicing problems
                      ------------------------ ---------------------------------------------------------
                      026                      FNMA-Payment adjustment
                      ------------------------ ---------------------------------------------------------
                      027                      FNMA-Payment dispute
                      ------------------------ ---------------------------------------------------------
                      029                      FNMA-Transfer of ownership pending
                      ------------------------ ---------------------------------------------------------
                      030                      FNMA-Fraud
                       ------------------------ ---------------------------------------------------------
                      031                      FNMA-Unable to contact borrower
                      ------------------------ ---------------------------------------------------------
                      INC                      FNMA-Incarceration
                      ------------------------ ---------------------------------------------------------




Exhibit 2: Standard File Codes – Delinquency Reporting, Continued
The FNMA Delinquent Status Code field should show the Status of Default as follows:

                      ------------------------ -------------------------------------------------------
                            Status Code        Status Description
                      ------------------------ -------------------------------------------------------
                      ------------------------ -------------------------------------------------------
                                09             Forbearance
                      ------------------------ -------------------------------------------------------
                      ------------------------ -------------------------------------------------------
                                17             Pre-foreclosure Sale Closing Plan Accepted
                      ------------------------ -------------------------------------------------------
                      ------------------------ -------------------------------------------------------
                                24             Government Seizure
                      ------------------------ -------------------------------------------------------
                      ------------------------ -------------------------------------------------------
                                26             Refinance
                      ------------------------ -------------------------------------------------------
                      ------------------------ -------------------------------------------------------
                                27             Assumption
                      ------------------------ -------------------------------------------------------
                      ------------------------ -------------------------------------------------------
                                28             Modification
                      ------------------------ -------------------------------------------------------
                      ------------------------ -------------------------------------------------------
                                29             Charge-Off
                      ------------------------ -------------------------------------------------------
                      ------------------------ -------------------------------------------------------
                                30             Third Party Sale
                      ------------------------ -------------------------------------------------------
                      ------------------------ -------------------------------------------------------
                                31             Probate
                      ------------------------ -------------------------------------------------------
                      ------------------------ -------------------------------------------------------
                                32             Military Indulgence
                      ------------------------ -------------------------------------------------------
                      ------------------------ -------------------------------------------------------
                                43             Foreclosure Started
                      ------------------------ -------------------------------------------------------
                      ------------------------ -------------------------------------------------------
                                44             Deed-in-Lieu Started
                      ------------------------ -------------------------------------------------------
                      ------------------------ -------------------------------------------------------
                                49             Assignment Completed
                      ------------------------ -------------------------------------------------------
                      ------------------------ -------------------------------------------------------
                                61             Second Lien Considerations
                      ------------------------ -------------------------------------------------------
                      ------------------------ -------------------------------------------------------
                                62             Veteran's Affairs-No Bid
                      ------------------------ -------------------------------------------------------
                      ------------------------ -------------------------------------------------------
                                63             Veteran's Affairs-Refund
                      ------------------------ -------------------------------------------------------
                      ------------------------ -------------------------------------------------------
                                64             Veteran's Affairs-Buydown
                      ------------------------ -------------------------------------------------------
                      ------------------------ -------------------------------------------------------
                                65             Chapter 7 Bankruptcy
                      ------------------------ -------------------------------------------------------
                      ------------------------ -------------------------------------------------------
                                66             Chapter 11 Bankruptcy
                      ------------------------ -------------------------------------------------------
                      ------------------------ -------------------------------------------------------
                                67             Chapter 13 Bankruptcy
                      ------------------------ -------------------------------------------------------



                                                             ATTACHMENT 5

                                                               EXHIBIT K
                                                  REPORTING DATA FOR REALIZED LOSSES AND GAINS

                                     Calculation of Realized Loss/Gain Form 332– Instruction Sheet

         NOTE: Do not net or combine  items.  Show all expenses  individually  and all credits as separate line items.  Claim  packages
         are due within 90 days of liquidation.  Late  submissions  may result in claims not being passed until the following  month.
         The Servicer is responsible to remit all funds pending loss approval and /or resolution of any disputed items.



                           The numbers on the 332 form correspond with the numbers listed below.
         Liquidation and Acquisition Expenses:
         1.       The Actual Unpaid Principal Balance of the Mortgage Loan. For  documentation,  an Amortization  Schedule from date of
                  default through liquidation breaking out the net interest and servicing fees advanced is required.

         2.       The Total  Interest  Due less the  aggregate  amount of servicing  fee that would have been earned if all  delinquent
                  payments  had been  made as  agreed.  For  documentation,  an  Amortization  Schedule  from date of  default  through
                  liquidation breaking out the net interest and servicing fees advanced is required.

         3.       Accrued  Servicing  Fees based upon the Scheduled  Principal  Balance of the Mortgage Loan as calculated on a monthly
                  basis. For  documentation,  an Amortization  Schedule from date of default through  liquidation  breaking out the net
                  interest and servicing fees advanced is required.

         4-12.    Complete as applicable.  Required documentation:

                  *  For taxes and insurance advances – see page 2 of 332 form - breakdown required showing period

                     of coverage,  base tax,  interest,  penalty.  Advances prior to default  require  evidence of servicer  efforts to
                     recover advances.

                   *  For escrow advances - complete payment history

                      (to calculate advances from last positive escrow balance forward)

                  *  Other expenses -  copies of corporate advance history showing all payments

                  *  REO repairs > $1500 require explanation

                  *  REO repairs >$3000 require evidence of at least 2 bids.

                  *  Short Sale or Charge Off require P&L supporting the decision and WFB's approved Officer Certificate

                  *  Unusual or extraordinary items may require further documentation.

         13.      The total of lines 1 through 12.


         Credits:
         14-21.   Complete as applicable.  Required documentation:

                  * Copy of the HUD 1 from the REO sale.  If a 3rd Party Sale, bid instructions and Escrow Agent / Attorney

                     Letter of Proceeds Breakdown.

                  *  Copy of EOB for any MI or gov't guarantee

                  *  All other credits need to be clearly defined on the 332 form

         22.      The total of lines 14 through 21.

         Please Note:      For  HUD/VA  loans,  use line  (18a) for Part  A/Initial  proceeds  and line  (18b) for Part  B/Supplemental
                           proceeds.

         Total Realized Loss (or Amount of Any Gain)
         23.      The total derived from  subtracting  line 22 from 13. If the amount  represents a realized  gain,  show the amount in
                  parenthesis (   ).



                                              Calculation of Realized Loss/Gain Form 332

         Prepared by:  __________________                     Date:  _______________
         Phone:  ______________________   Email Address:_____________________


----------------------------------    --------------------------------------    --------------------------------------------
Servicer Loan No.                     Servicer Name                             Servicer Address
----------------------------------    --------------------------------------    --------------------------------------------

         WELLS FARGO BANK, N.A. Loan No._____________________________

         Borrower's Name: _________________________________________________________
         Property Address: _________________________________________________________

         Liquidation Type:  REO Sale                  3rd Party Sale            Short Sale       Charge Off

         Was this loan granted a Bankruptcy deficiency or cramdown              Yes         No
         If "Yes", provide deficiency or cramdown amount _______________________________

         Liquidation and Acquisition Expenses:
         (1)  Actual Unpaid Principal Balance of Mortgage Loan         $ ______________ (1)
         (2)  Interest accrued at Net Rate                                       ________________(2)
         (3)  Accrued Servicing Fees                                             ________________(3)
         (4)  Attorney's Fees                                                    ________________(4)
         (5)  Taxes (see page 2)                                                 ________________(5)
         (6)  Property Maintenance                                              ________________ (6)
         (7)  MI/Hazard Insurance Premiums (see page 2)                          ________________(7)
         (8)  Utility Expenses                                                   ________________(8)
         (9)  Appraisal/BPO                                             ________________(9)
         (10) Property Inspections                                               ________________(10)
         (11) FC Costs/Other Legal Expenses                             ________________(11)
         (12) Other (itemize)                                                    ________________(12)
                  Cash for Keys__________________________               ________________(12)
                  HOA/Condo Fees_______________________                 ________________(12)
                  ______________________________________                ________________(12)

                  Total Expenses                                                $ _______________(13)
         Credits:
         (14) Escrow Balance                                                    $ _______________(14)
         (15) HIP Refund                                                        ________________ (15)
         (16) Rental Receipts                                                   ________________ (16)
         (17) Hazard Loss Proceeds                                              ________________ (17)
         (18) Primary Mortgage Insurance / Gov't Insurance                      ________________ (18a) HUD Part A
                                                                                ________________           (18b) HUD Part B
         (19) Pool Insurance Proceeds                                           ________________ (19)
         (20) Proceeds from Sale of Acquired Property                  ________________ (20)
         (21) Other (itemize)                                                   ________________ (21)
              _________________________________________                ________________ (21)

              Total Credits                                            $________________(22)
         Total Realized Loss (or Amount of Gain)                       $________________(23)




Escrow Disbursement Detail
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      Type           Date Paid        Period of       Total Paid      Base Amount       Penalties        Interest
   (Tax /Ins.)                        Coverage
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                                                             ATTACHMENT 6

                                                               Exhibit D

                                    SERVICING CRITERIA TO BE ADDRESSED IN ASSESSMENT OF COMPLIANCE

         The assessment of compliance to be delivered by the Company shall address,  at a minimum,  the criteria identified as below as
"Applicable Servicing Criteria":

--------------------------------------------------------------------------------------------- -----------------------
                                     Servicing Criteria                                        Applicable Servicing
                                                                                                     Criteria
--------------------------------------------------------------------------------------------- -----------------------
      Reference                                       Criteria
----------------------- --------------------------------------------------------------------- -----------------------
                                          General Servicing Considerations
-----------------------                                                                       -----------------------
1122(d)(1)(i)           Policies and procedures  are  instituted to monitor any  performance            X
                        or other  triggers  and  events of default  in  accordance  with the
                        transaction agreements.
-----------------------                                                                       -----------------------
1122(d)(1)(ii)          If  any  material  servicing  activities  are  outsourced  to  third            X
                        parties,  policies  and  procedures  are  instituted  to monitor the
                        third  party's   performance  and  compliance  with  such  servicing
                        activities.
-----------------------                                                                       -----------------------
1122(d)(1)(iii)         Any  requirements  in  the  transaction  agreements  to  maintain  a
                        back-up servicer for the mortgage loans are maintained.
-----------------------                                                                       -----------------------
1122(d)(1)(iv)          A fidelity bond and errors and omissions  policy is in effect on the            X
                        party   participating  in  the  servicing  function  throughout  the
                        reporting  period  in  the  amount  of  coverage   required  by  and
                        otherwise  in   accordance   with  the  terms  of  the   transaction
                        agreements.
-----------------------                                                                       -----------------------
                                         Cash Collection and Administration
-----------------------                                                                       -----------------------
1122(d)(2)(i)           Payments  on  mortgage  loans  are  deposited  into the  appropriate            X
                        custodial  bank accounts and related bank clearing  accounts no more
                        than two business days  following  receipt,  or such other number of
                        days specified in the transaction agreements.
-----------------------                                                                       -----------------------
1122(d)(2)(ii)          Disbursements  made via wire  transfer on behalf of an obligor or to            X
                        an investor are made only by authorized personnel.
-----------------------                                                                       -----------------------
1122(d)(2)(iii)         Advances of funds or guarantees  regarding  collections,  cash flows            X
                        or  distributions,  and any  interest or other fees charged for such
                        advances,  are made,  reviewed  and  approved  as  specified  in the
                        transaction agreements.
-----------------------                                                                       -----------------------
                        The  related  accounts  for the  transaction,  such as cash  reserve
                        accounts    or    accounts     established     as    a    form    of
                        overcollateralization,   are  separately   maintained   (e.g.,  with            X
                        respect  to  commingling  of cash) as set  forth in the  transaction
1122(d)(2)(iv)          agreements.
-----------------------                                                                       -----------------------
1122(d)(2)(v)           Each  custodial   account  is  maintained  at  a  federally  insured            X
                        depository  institution as set forth in the transaction  agreements.
                        For  purposes  of  this  criterion,  "federally  insured  depository
                        institution" with respect to a foreign  financial  institution means
                        a foreign financial  institution that meets the requirements of Rule
                        13k-1(b)(1) of the Securities Exchange Act.
-----------------------                                                                       -----------------------
1122(d)(2)(vi)          Unissued  checks  are  safeguarded  so  as to  prevent  unauthorized            X
                        access.
-----------------------                                                                       -----------------------
1122(d)(2)(vii)          Reconciliations   are   prepared   on  a  monthly   basis  for  all            X
                        asset-backed  securities related bank accounts,  including custodial
                        accounts and related bank clearing accounts.  These  reconciliations
                        are (A)  mathematically  accurate;  (B) prepared  within 30 calendar
                        days after the bank  statement  cutoff date, or such other number of
                        days  specified  in the  transaction  agreements;  (C)  reviewed and
                        approved  by  someone   other  than  the  person  who  prepared  the
                        reconciliation;  and (D) contain explanations for reconciling items.
                        These  reconciling  items are  resolved  within 90 calendar  days of
                        their  original  identification,   or  such  other  number  of  days
                        specified in the transaction agreements.
-----------------------                                                                       -----------------------
                                         Investor Remittances and Reporting
-----------------------                                                                       -----------------------
1122(d)(3)(i)           Reports  to  investors,   including  those  to  be  filed  with  the            X
                        Commission,  are  maintained  in  accordance  with  the  transaction
                        agreements and  applicable  Commission  requirements.  Specifically,
                        such  reports (A) are prepared in  accordance  with  timeframes  and
                        other  terms set forth in the  transaction  agreements;  (B) provide
                        information  calculated  in accordance  with the terms  specified in
                        the  transaction  agreements;  (C) are filed with the  Commission as
                        required  by  its  rules  and   regulations;   and  (D)  agree  with
                        investors'  or  the  trustee's   records  as  to  the  total  unpaid
                        principal  balance  and number of  mortgage  loans  serviced  by the
                        Servicer.
-----------------------                                                                       -----------------------
1122(d)(3)(ii)          Amounts due to investors  are  allocated  and remitted in accordance            X
                        with timeframes,  distribution priority and other terms set forth in
                        the transaction agreements.
-----------------------                                                                       -----------------------
                        Disbursements  made to an investor  are posted  within two  business
                        days to the  Servicer's  investor  records,  or such other number of            X
1122(d)(3)(iii)         days specified in the transaction agreements.
-----------------------                                                                       -----------------------
                        Amounts  remitted to investors  per the investor  reports agree with
                        cancelled  checks,  or other  form of  payment,  or  custodial  bank            X
1122(d)(3)(iv)          statements.
-----------------------                                                                       -----------------------

-----------------------                                                                       -----------------------
                                             Pool Asset Administration
-----------------------                                                                       -----------------------
1122(d)(4)(i)            Collateral or security on mortgage  loans is maintained as required            X
                        by the transaction agreements or related mortgage loan documents.
-----------------------                                                                       -----------------------
                        Mortgage loan and related  documents are  safeguarded as required by            X
1122(d)(4)(ii)          the transaction agreements
-----------------------                                                                       -----------------------
1122(d)(4)(iii)         Any  additions,  removals  or  substitutions  to the asset  pool are            X
                        made,  reviewed and approved in  accordance  with any  conditions or
                        requirements in the transaction agreements.
-----------------------                                                                       -----------------------
1122(d)(4)(iv)          Payments  on  mortgage  loans,   including  any  payoffs,   made  in            X
                        accordance  with the related  mortgage loan  documents are posted to
                        the Servicer's  obligor records maintained no more than two business
                        days after  receipt,  or such other number of days  specified in the
                        transaction  agreements,  and  allocated to  principal,  interest or
                        other items (e.g.,  escrow) in accordance with the related  mortgage
                        loan documents.
-----------------------                                                                       -----------------------
1122(d)(4)(v)           The Servicer's  records  regarding the mortgage loans agree with the            X
                        Servicer's  records with respect to an  obligor's  unpaid  principal
                        balance.
-----------------------                                                                       -----------------------
1122(d)(4)(vi)          Changes  with  respect  to  the  terms  or  status  of an  obligor's            X
                        mortgage  loans (e.g.,  loan  modifications  or re-agings) are made,
                        reviewed and approved by  authorized  personnel in  accordance  with
                        the transaction agreements and related pool asset documents.
-----------------------                                                                       -----------------------
1122(d)(4)(vii)         Loss  mitigation  or  recovery  actions  (e.g.,  forbearance  plans,            X
                        modifications  and deeds in lieu of  foreclosure,  foreclosures  and
                        repossessions,   as  applicable)   are   initiated,   conducted  and
                        concluded in accordance  with the  timeframes or other  requirements
                        established by the transaction agreements.
-----------------------                                                                       -----------------------
1122(d)(4)(viii)        Records  documenting  collection  efforts are maintained  during the            X
                        period  a  mortgage  loan  is  delinquent  in  accordance  with  the
                        transaction  agreements.  Such records are  maintained on at least a
                        monthly  basis,  or such other period  specified in the  transaction
                        agreements,  and  describe  the entity's  activities  in  monitoring
                        delinquent  mortgage  loans  including,  for  example,  phone calls,
                        letters and payment  rescheduling  plans in cases where  delinquency
                        is deemed temporary (e.g., illness or unemployment).
-----------------------                                                                       -----------------------
1122(d)(4)(ix)          Adjustments  to interest rates or rates of return for mortgage loans            X
                        with variable rates are computed based on the related  mortgage loan
                        documents.
-----------------------                                                                       -----------------------
1122(d)(4)(x)           Regarding  any funds  held in trust for an  obligor  (such as escrow            X
                        accounts):  (A) such  funds are  analyzed,  in  accordance  with the
                        obligor's  mortgage loan documents,  on at least an annual basis, or
                        such other  period  specified  in the  transaction  agreements;  (B)
                        interest  on such  funds  is  paid,  or  credited,  to  obligors  in
                        accordance with  applicable  mortgage loan documents and state laws;
                        and (C) such funds are  returned to the  obligor  within 30 calendar
                        days of full repayment of the related  mortgage loans, or such other
                        number of days specified in the transaction agreements.
-----------------------                                                                       -----------------------
1122(d)(4)(xi)          Payments  made on behalf  of an  obligor  (such as tax or  insurance            X
                        payments)  are made on or before the related  penalty or  expiration
                        dates,  as  indicated on the  appropriate  bills or notices for such
                        payments,  provided  that  such  support  has been  received  by the
                        servicer at least 30  calendar  days prior to these  dates,  or such
                        other number of days specified in the transaction agreements.
-----------------------                                                                       -----------------------
1122(d)(4)(xii)         Any late  payment  penalties  in  connection  with any payment to be            X
                        made on behalf of an obligor are paid from the servicer's  funds and
                        not charged to the  obligor,  unless the late payment was due to the
                        obligor's error or omission.
-----------------------                                                                       -----------------------
                        Disbursements  made on behalf of an obligor  are  posted  within two
                        business days to the obligor's  records  maintained by the servicer,
                        or  such  other  number  of  days   specified  in  the   transaction            X
1122(d)(4)(xiii)        agreements.
-----------------------                                                                       -----------------------
1122(d)(4)(xiv)          Delinquencies,   charge-offs   and   uncollectible   accounts   are            X
                        recognized   and  recorded  in  accordance   with  the   transaction
                        agreements.
-----------------------                                                                       -----------------------
                        Any  external  enhancement  or  other  support,  identified  in Item
                        1114(a)(1)  through (3) or Item 1115 of Regulation AB, is maintained
1122(d)(4)(xv)          as set forth in the transaction agreements.
-----------------------                                                                       -----------------------

----------------------- --------------------------------------------------------------------- -----------------------



                                                                                                                   Exhibit I-7

                                           ASSIGNMENT, ASSUMPTION AND RECOGNITION AGREEMENT


         This is an Assignment,  Assumption and  Recognition  Agreement (this "AAR  Agreement")  made as of June 30, 2006 (the "Closing
Date"), among EMC Mortgage Corporation (the "Assignor"),  Citibank,  N.A., not in its individual capacity but solely as trustee for the
holders of Bear Steams ALT-A Trust 2006-4,  Mortgage  Pass-Through  Certificates,  Series 2006-4 (the  "Assignee") and Bank of America,
National Association (the "Company").

         Whereas,  pursuant  to the  Recognition  Agreement  dated as of June 1,  2006,  between  the  Assignor  and the  Company  (the
"Recognition  Agreement),  the Company has agreed to service certain  residential  mortgage loans listed on Attachment 1 annexed hereto
(the "Called  Loans") for the Assignor as owner of the Assigned  Loans,  in accordance with the terms and conditions of the Amended and
Restated  Flow  Mortgage  Loan Sale and  Servicing  Agreement,  dated April 1, 2005,  as modified in (a) the  Regulation  AB Compliance
Addendum to Amended and Restated Flow Mortgage Loan Sale and Servicing  Agreement  (the "Reg AB  Addendum"),  dated  December 21, 2005,
between the Assignor and the Company and (b) the Recognition Agreement (as modified, the "Servicing Agreement").

         Whereas,  the Assignor  purchased  mortgage loans from the Company listed on Attachment 2 annexed hereto (the "2006-4 Mortgage
Loans" and together with the Called Loans,  the "Assigned  Loans") and the Company agrees to service the 2006-4 Mortgage Loans pursuant
to the terms and conditions of the Servicing Agreement.

         In  consideration  of the mutual  promises  contained  herein the parties hereto agree that the Assigned Loans now serviced by
the Company for  Assignor  and the  Assignor's  right to have the Assigned  Loans  serviced  for the Assignor by the Company  under the
Recognition  Agreement  shall be subject to the terms of this AAR Agreement.  Capitalized  terms used herein but not defined shall have
the meanings ascribed to them in the Servicing Agreement.

Assignment and Assumption

         1.       The  Assignor  hereby  grants,  transfers  and assigns to the  Assignee  all of the right,  title and interest of the
Assignor in the Assigned  Loans and, as they relate to the Assigned  Loans,  all of its right,  title and interest in, to and under the
Recognition  Agreement.  Notwithstanding  anything to the contrary  contained herein, the Assignor  specifically  reserves and does not
assign to the Assignee any right, title and interest in, to or under the  representations  and warranties  contained in Subsection 7.01
and Subsection 7.02 of the Servicing  Agreement and the Assignor is retaining the right to enforce the  representations  and warranties
set forth in those  sections  against the Company.  The Assignor  specifically  reserves and does not assign to the Assignee any right,
title and interest in, to or under any Mortgage Loans subject to the  Recognition  Agreement other than those set forth on Attachment 1
and on Attachment 2.

Representations, Warranties and Covenants

         2.       The Assignor warrants and represents to the Assignee and the Company as of the date hereof:

                  a.       Attached  hereto as Attachment 3 is a true and accurate copy of the Recognition  Agreement,  which agreement
                           is in full force and effect as of the date hereof and the provisions of which have not been waived,  amended
                           or modified in any respect, nor has any notice of termination been given thereunder;

                  b.       The Assignor was the lawful owner of the Assigned  Loans with full right to transfer the Assigned  Loans and
                           any and all of its interests,  rights and obligations under the Recognition  Agreement as they relate to the
                           Assigned  Loans,  free and clear from any and all  claims and  encumbrances;  and upon the  transfer  of the
                           Assigned Loans to the Assignee as contemplated  herein, the Assignee shall have good title to each and every
                           Assigned  Loan,  as well as any and all of the  Assignee's  interests,  rights  and  obligations  under  the
                           Recognition  Agreement as they relate to the Assigned Loans, free and clear of any and all liens, claims and
                           encumbrances;

                  c.       There are no offsets,  counterclaims or other defenses available to the Company with respect to the Assigned
                           Loans or the Recognition Agreement;

                  d.       The Assignor has no knowledge of, and has not received  notice of, any waivers  under,  or any  modification
                           of, any Assigned Loan;

                  e.       The Assignor is duly organized,  validly existing and in good standing under the laws of the jurisdiction of
                           its incorporation, and has all requisite power and authority to acquire, own and sell the Assigned Loans;

                  f.       The Assignor has full corporate power and authority to execute,  deliver and perform its  obligations  under
                           this  AAR  Agreement,  and to  consummate  the  transactions  set  forth  herein.  The  consummation  of the
                           transactions  contemplated  by this AAR Agreement is in the ordinary  course of the Assignor's  business and
                           will not  conflict  with,  or result in a breach of,  any of the  terms,  conditions  or  provisions  of the
                           Assignor's  charter or by-laws or any legal  restriction,  or any material  agreement or instrument to which
                           the  Assignor  is now a party or by  which  it is  bound,  or  result  in the  violation  of any law,  rule,
                           regulation,  order,  judgment or decree to which the  Assignor or its  property is subject.  The  execution,
                           delivery  and  performance  by the  Assignor  of  this  AAR  Agreement  and  the  consummation  by it of the
                           transactions  contemplated  hereby,  have been duly authorized by all necessary corporate action on the part
                           of the  Assignor.  This AAR Agreement has been duly executed and delivered by the Assignor and, upon the due
                           authorization,  execution  and  delivery by the  Assignee and the  Company,  will  constitute  the valid and
                           legally  binding  obligation of the Assignor  enforceable  against the Assignor in accordance with its terms
                           except as  enforceability  may be limited by  bankruptcy,  reorganization,  insolvency,  moratorium or other
                           similar laws now or hereafter in effect relating to creditors' rights generally,  and by general  principles
                           of equity regardless of whether enforceability is considered in a proceeding in equity or at law;
                  g.       No  consent,  approval,  order or  authorization  of, or  declaration,  filing  or  registration  with,  any
                           governmental  entity is required to be obtained or made by the Assignor in  connection  with the  execution,
                           delivery  or  performance  by  the  Assignor  of  this  AAR  Agreement,  or  the  consummation  by it of the
                           transactions  contemplated  hereby.  Neither  the  Assignor  nor anyone  acting on its  behalf has  offered,
                           transferred,  pledged,  sold or  otherwise  disposed of the  Assigned  Loans or any interest in the Assigned
                           Loans,  or  solicited  any offer to buy or accept a transfer,  pledge or other  disposition  of the Assigned
                           Loans,  or any interest in the Assigned  Loans or otherwise  approached  or  negotiated  with respect to the
                           Assigned  Loans,  or any interest in the Assigned  Loans with any Person in any manner,  or made any general
                           solicitation by means of general  advertising or in any other manner,  or taken any other action which would
                           constitute a  distribution  of the Assigned  Loans under the  Securities  Act of 1933, as amended (the "1933
                           Act") or which would render the  disposition  of the Assigned Loans a violation of Section 5 of the 1933 Act
                           or require registration pursuant thereto;

                  h.       The Assignor has received from the Company, and has delivered to the Assignee,  all documents required to be
                           delivered  to the Assignor by the Company  prior to the date hereof  pursuant to the  Recognition  Agreement
                           with  respect to the Assigned  Loans and has not  received,  and has not  requested  from the  Company,  any
                           additional documents; and

                  i.       No event has occurred  from the Closing Date to the date hereof which would render the  representations  and
                           warranties as to the related  Assigned Loans made by the Company in the  Recognition  Agreement to be untrue
                           in any material respect;

         3.       The Assignee warrants and represents to, and covenants with, the Assignor and the Company as of the date hereof:

                  a.       The Assignee is duly organized,  validly existing and in good standing under the laws of the jurisdiction of
                           its  organization  and has all  requisite  power and  authority to hold the Assigned  Loans on behalf of the
                           holders of Bear Stearns ALT-A Trust, Mortgage Pass-Through Certificates, Series 2006-4;

                  b.       The Assignee has full corporate power and authority to execute,  deliver and perform its  obligations  under
                           this  AAR  Agreement,  and to  consummate  the  transactions  set  forth  herein.  The  consummation  of the
                           transactions  contemplated  by this AAR Agreement is in the ordinary  course of the Assignee's  business and
                           will not  conflict  with,  or result in a breach of,  any of the  terms,  conditions  or  provisions  of the
                           Assignee's  charter or by-laws or any legal  restriction,  or any material  agreement or instrument to which
                           the  Assignee  is now a party or by  which  it is  bound,  or  result  in the  violation  of any law,  rule,
                           regulation,  order,  judgment or decree to which the  Assignee or its  property is subject.  The  execution,
                           delivery  and  performance  by the  Assignee  of  this  AAR  Agreement  and  the  consummation  by it of the
                           transactions  contemplated  hereby,  have been duly authorized by all necessary  corporate action on part of
                           the  Assignee.  This AAR  Agreement  has been duly  executed and delivered by the Assignee and, upon the due
                           authorization,  execution  and  delivery by the  Assignor and the  Company,  will  constitute  the valid and
                           legally  binding  obligation of the Assignee  enforceable  against the Assignee in accordance with its terms
                           except as  enforceability  may be limited by  bankruptcy,  reorganization,  insolvency,  moratorium or other
                           similar laws now or hereafter in effect relating to creditors' rights generally,  and by general  principles
                           of equity regardless of whether enforceability is considered in a proceeding in equity or at law;

                  c.       No  consent,  approval,  order or  authorization  of, or  declaration,  filing  or  registration  with,  any
                           governmental  entity is required to be obtained or made by the Assignee in  connection  with the  execution,
                           delivery  or  performance  by  the  Assignee  of  this  AAR  Agreement,  or  the  consummation  by it of the
                           transactions contemplated hereby; and

                  d.       The Assignee  assumes for the benefit of each of the Assignor and the Company all of the  Assignor's  rights
                           as "Purchaser" thereunder but solely with respect to such Assigned Loans.

         4.       The Company warrants and represents to, and covenant with, the Assignor and the Assignee as of the date hereof:

                  a.       Attached  hereto as Attachment 3 is a true and accurate copy of the Recognition  Agreement,  which agreement
                           is in full force and effect as of the date hereof and the provisions of which have not been waived,  amended
                           or modified in any respect, nor has any notice of termination been given to the Company thereunder;

                  b.       The Company is duly organized,  validly  existing and in good standing under the laws of the jurisdiction of
                           its  organization,  and has all requisite power and authority to service the Assigned Loans and otherwise to
                           perform its obligations under the Recognition Agreement;

                  c.       The Company has full corporate  power and authority to execute,  deliver and perform its  obligations  under
                           this  AAR  Agreement,  and to  consummate  the  transactions  set  forth  herein.  The  consummation  of the
                           transactions  contemplated  by this AAR Agreement is in the ordinary  course of the  Company's  business and
                           will not  conflict  with,  or result in a breach of,  any of the  terms,  conditions  or  provisions  of the
                           Company's  articles  of  association  or by-laws or any legal  restriction,  or any  material  agreement  or
                           instrument  to which the Company is now a party or by which it is bound,  or result in the  violation of any
                           law,  rule,  regulation,  order,  judgment  or decree to which the Company or its  property is subject.  The
                           execution,  delivery and performance by the Company of this AAR Agreement and the  consummation by it of the
                           transactions  contemplated  hereby,  have been duly authorized by all necessary corporate action on the part
                           of the Company.  This AAR Agreement  has been duly executed and delivered by the Company,  and, upon the due
                           authorization,  execution  and delivery by the  Assignor and the  Assignee,  will  constitute  the valid and
                           legally  binding  obligation of the Company,  enforceable  against the Company in accordance  with its terms
                           except as  enforceability  may be limited by  bankruptcy,  reorganization,  insolvency,  moratorium or other
                           similar laws now or hereafter in effect relating to creditors' rights generally,  and by general  principles
                           of equity regardless of whether enforceability is considered in a proceeding in equity or at law;

                  d.       No  consent,  approval,  order or  authorization  of, or  declaration,  filing  or  registration  with,  any
                           governmental  entity is required to be obtained  or made by the Company in  connection  with the  execution,
                           delivery or performance by the Company of this AAR Agreement,  or the consummation by it of the transactions
                           contemplated hereby, except such as has been obtained, effected or taken prior to the date hereof;

                  e.       The Company shall  establish a Custodial  Account and an Escrow Account under the  Recognition  Agreement in
                           favor of the Assignee with respect to the Assigned  Loans  separate  from the  Custodial  Account and Escrow
                           Account previously established under the Recognition Agreement in favor of the Assignor; and

                  f.       No certification,  statement, report or other agreement, document or instrument furnished or to be furnished
                           by the Company  pursuant to this AAR Agreement  contains or will contain any materially  untrue statement of
                           fact or  omits  or will  omit to  state a fact  necessary  to make  the  statements  contained  therein  not
                           misleading.

           5.     The Company hereby  restates the  representations  and warranties set forth in Section 2.02 of the Reg AB Addendum as
   of the date hereof.

         Notwithstanding  anything to the  contrary in the  Servicing  Agreement or the Reg AB  Addendum,  the Company  shall (or shall
cause any Third-Party  Originator to) (i) immediately  notify Assignor and SAMI II in writing of (A) legal proceedings  pending against
the Company,  or proceedings  known to be  contemplated by  governmental  authorities  against the Company which in the judgment of the
Company  would be, in each case,  material to  purchasers  of  securities  backed by the  Assigned  Loans and (B) any  affiliations  or
relationships  of the type  described in Item 1119(b) of Regulation AB that develop  following the date hereof  between the Company and
any of the above listed  parties or other parties  identified in writing by the Assignor or SAMI II with respect to the  Securitization
Transaction and (ii) provide to the Assignor and SAMI II a description of such proceedings, affiliations or relationships.

         Each  notice/update  regarding  Regulation  AB  should  be sent to the  Assignor  by  e-mail  to  regABnotifications@bear.com.
Additionally, all such notifications, other than those pursuant to (i)(A) above, should be sent to:

                           EMC Mortgage Corporation
                           2780 Lake Vista Drive
                           Lewisville, Texas 75067
                           Attention: Conduit Seller Approval Dept.
                           Facsimile: (214) 626-3751
                           Email: sellerapproval@bear.com

                           with copies to:

                           Bear, Stearns & Co. Inc.
                           383 Madison Avenue, 3rd Floor
                           New York, NY  10179
                           Attention:  Global Credit Administration
                           Facsimile:  (212) 272-6564


                           Notifications pursuant to (i)(A) above should be sent to:

                           EMC Mortgage Corporation
                           Two Mac Arthur Ridge
                           909 Hidden Ridge Drive, Suite 200
                           Irving, TX  75038
                           Attention:  Associate General Counsel for Loan Administration
                           Facsimile:  (972) 831-2555

                           with a copy to:

         Bear, Stearns & Co. Inc.
                           383 Madison Avenue, 3rd Floor
                           New York, NY  10179
                           Attention:  Global Credit Administration
                           Facsimile:  (212) 272-6564

         6.       The Assignor hereby agrees to indemnify and hold the Assignee (and its successors and assigns)  harmless  against any
and all claims,  losses,  penalties,  fines,  forfeitures,  legal fees and related  costs,  judgments,  and any other  costs,  fees and
expenses  that the Assignee (and its  successors  and assigns) may sustain in any way related to any breach of the  representations  or
warranties of the Assignor set forth in this AAR Agreement or the breach of any covenant or condition contained herein.
Recognition of the Assignee

         7.       From and after the date  hereof,  the Company  shall  recognize  the  Assignee as owner of the  Assigned  Loans,  and
acknowledges  that the Assigned  Loans will be part of a REMIC,  and will service the Assigned  Loans in accordance  with the Servicing
Agreement  but in no event in a manner  that would (i) cause any REMIC to fail to qualify as a REMIC or (ii)  result in the  imposition
of a tax upon any REMIC (including but not limited to the tax on prohibited  transactions as defined in Section  860F(a)(2) of the Code
and the tax on  contributions  to a REMIC set forth in Section 860G(d) of the Code).  It is the intention of the Assignor,  the Company
and the Assignee  that this AAR Agreement  shall be binding upon and for the benefit of the  respective  successors  and assigns of the
parties  hereto.  Neither the Company nor the Assignor  shall amend or agree to amend,  modify,  waive,  or otherwise  alter any of the
terms or provisions of the Recognition Agreement or the Servicing Agreement which amendment,  modification,  waiver or other alteration
would in any way affect the Assigned Loans without the prior written consent of the Assignee.

         8.       Notwithstanding  any term hereof to the contrary,  it is expressly  understood  and agreed by the parties hereto that
(i) this AAR Agreement is  acknowledged  and accepted by the Assignee not  individually  or  personally  but solely as Assignee for the
Trust in the exercise of the powers and authority  conferred and vested in it under the Pooling and Servicing  Agreement  (the "Pooling
and Servicing  Agreement"),  dated as of June 1, 2006, among  Structured Asset Mortgage  Investments II Inc. ("SAMI II"), the Assignor,
the Assignee, and Wells Fargo Bank, National Association,  as master servicer (the "Master Servicer") and as securities  administrator,
(ii) each of the  representations,  undertakings and agreements herein made on behalf of the Trust is made and intended not as personal
representations,  undertakings  and  agreements  of the Assignee but is made and intended for the purpose of binding only the Trust and
(iii) under no  circumstances  shall the Assignee be personally  liable for the payment of any indebtedness or expenses of the Assignee
or the Trust or be liable for the breach or failure of any obligation,  representation,  warranty or covenant made or undertaken by the
Assignee,  the Assignor or the Trust under the Servicing  Agreement or the Pooling and Servicing  Agreement.  Any recourse  against the
Assignee in respect of any  obligations  it may have under or pursuant to the terms of this AAR  Agreement  shall be limited  solely to
the assets it may hold as trustee of Bear Stearns ALT-A Trust 2006-4, Mortgage Pass-Through Certificates, Series 2006-4.

Miscellaneous

         9.       All demands,  notices and  communications  related to the Assigned  Loans,  the  Recognition  Agreement  and this AAR
Agreement  shall be in writing and shall be deemed to have been duly given if  personally  delivered at or mailed by  registered  mail,
postage prepaid, as follows:
                  a.       In the case of the Company,

                BANK OF AMERICA, NATIONAL ASSOCIATION
                201 North Tryon Street
                Charlotte, North Carolina 28255
                Attention: Secondary Marketing Manager

                  b.       In the case of the Assignor,

                EMC Mortgage Corporation
                2780 Lake Vista Drive
                Lewisville, Texas 75067
                Attention: Conduit Seller Approval Dept.
                Facsimile: (214) 626-3751
                Email: sellerapproval@bear.com

                  With a copy to:

                Bear Stearns Mortgage Capital Corporation
                383 Madison Avenue
                New York, New York 10179
                Attention: Michelle Sterling

                  c.       In the case of the Securities Administrator,

                Wells Fargo Bank, National Association
                P.O. Box 98
                Columbia, Maryland 21046

                or, if by overnight delivery to:

                9062 Old Annapolis Road
                Columbia, Maryland 21045
                Attention: BSALTA 2006-4
                Telecopier No.: (410) 715-2380

                  d.       In the case of the Assignee,

                Citibank, N.A.
                388 Greenwich Street, 14th Floor
                New York, New York 10013
                Attention:  Structured Finance Agency & Trust —BSALTA 2006-4
                Telecopier No.: (212) 816-5527

         10.      Each party will pay any  commissions  it has incurred and the Assignor  shall pay the fees of its  attorneys  and the
reasonable fees of the attorneys of the Assignee and the Company in connection with the  negotiations  for,  documenting of and closing
of the transactions contemplated by this AAR Agreement.

         11.      This AAR  Agreement  shall be  construed  in  accordance  with the laws of the State of New York,  without  regard to
conflicts of law principles,  and the obligations,  rights and remedies of the parties hereunder shall be determined in accordance with
such laws.

         12.      No term or  provision  of this AAR  Agreement  may be waived or modified  unless such  waiver or  modification  is in
writing and signed by the party against whom such waiver or modification is sought to be enforced.

         13.      This AAR Agreement  shall inure to the benefit of the successors and assigns of the parties  hereto.  Any entity into
which the Assignor,  the Assignee,  the Company or SAMI II may be merged or consolidated shall, without the requirement for any further
writing, be deemed the Assignor, the Assignee, the Company or SAMI II, respectively, hereunder.

         14.      This AAR  Agreement  shall  survive the  conveyance  of the  Assigned  Loans and the  assignment  of the  Recognition
Agreement to the extent of the Assigned Loans by the Assignor to the Assignee and the termination of the Recognition Agreement.

         15.      This AAR Agreement may be executed simultaneously in any number of counterparts.  Each counterpart shall be deemed to
be an original and all such counterparts shall constitute one and the same instrument.

         16.      In the event that any provision of this AAR Agreement conflicts with any provision of the Recognition  Agreement with
respect to the Assigned Loans, the terms of this AAR Agreement shall control.

         17.      The Company  hereby  acknowledges  that Wells Fargo  Bank,  National  Association  has been  appointed  as the Master
Servicer of the Mortgage  Loans pursuant to the Pooling and Servicing  Agreement and that the Master  Servicer has the right to enforce
all  obligations  of the Company  under the  Recognition  Agreement and the  Servicing  Agreement  with respect to the servicing of the
Assigned Loans.  The Company shall make all  distributions  under the Recognition  Agreement to the Master Servicer by wire transfer of
immediately available funds to:

                  Wells Fargo Bank, National Association
                  ABA# 121000248
                  Account Name: SAS Clearing
                  Account # 3970771416
                  For Further Credit to: BSALTA 2006-4, Account #50927900.

  and the Company shall deliver all reports  required to be delivered  under the  Recognition  Agreement to the Assignee at the address
  set forth in Section 10 herein and to the Master Servicer at:


                Wells Fargo Bank, National Association
                9062 Old Annapolis Road
                Columbia, Maryland 21045
                Attention: BSALTA 2006-4
                Telecopy No.: (410) 715-2380






         IN WITNESS WHEREOF, the parties hereto have executed this AAR Agreement as of the day and year first above written.

EMC MORTGAGE CORPORATION,
Assignor

By:__________________________________________________
Name:
Title:

CITIBANK, N.A.
not individually but solely as trustee for the holders of Bear Stearns
ALT-A Trust 2006-4, Mortgage Pass-Through Certificates, Series 2006-4,
Assignee


By:__________________________________________________
Name:
Title:

BANK OF AMERICA, NATIONAL ASSOCIATION,
Company


By:__________________________________________________
Name:
Title:



ACKNOWLEDGED:

WELLS FARGO BANK,
NATIONAL ASSOCIATION


By:__________________________________________________
Name:
Title:



                                                             ATTACHMENT I

                                                         CALLED LOAN SCHEDULE




                                                             ATTACHMENT 2
                                                     2006-4 MORTGAGE LOAN SCHEDULE




                                                             ATTACHMENT 3

                                                         RECOGNITION AGREEMENT





                                                  ASSIGNMENT AND ASSUMPTION AGREEMENT

         THIS ASSIGNMENT AND ASSUMPTION AGREEMENT (the "Assignment and Assumption  Agreement"),  dated June 30, 2006 among EMC Mortgage
Corporation,  a Delaware  corporation  ("Assignor"),  Citibank,  N.A., not  individually  but solely as trustee for the holders of Bear
Stearns  ALT-A Trust  2006-4,  Mortgage  Pass-Through  Certificates,  Series  2006-4  ("Assignee")  and Chevy Chase Bank,  F.S.B.  (the
"Company").

         Whereas,  pursuant  to the  Recognition  Agreement  dated as of June 1,  2006,  between  the  Assignor  and the  Company  (the
"Recognition  Agreement"),  the Company has agreed to servicer certain  residential  mortgage loans listed on Exhibit A attached hereto
(the "Called  Loans") for the Assignor as owner of the Mortgage  Loans,  in accordance  with the terms and  conditions of the Purchase,
Warranties  and  Servicing  Agreement,  dated as of July 1, 2001,  as amended by  Amendment  No. 1, dated as of January 13,  2003,  and
Amendment  No. 2, dated as of January 31, 2006,  by and between the Assignor  and the Company  with respect to the Mortgage  Loans,  as
modified in the Recognition Agreement (as amended and modified, the "PWS Agreement").

         Whereas,  the Assignor  purchased mortgage loans from the Company listed on Exhibit B attached hereto (the "2006-4 Loans" and,
together with the Called Loans,  the "Mortgage  Loans") and the Company  agrees to service the Mortgage Loans pursuant to the terms and
conditions of the PWS Agreement.

         For and in consideration of the sum of TEN DOLLARS  ($10.00) and other valuable  consideration  the receipt and sufficiency of
which hereby are acknowledged, and of the mutual covenants herein contained, the parties hereto hereby agree as follows:

         1.       Defined terms used in this  Assignment  and  Assumption  Agreement and not  otherwise  defined  herein shall have the
meaning set forth in the Pooling and Servicing  Agreement (the "Pooling  Agreement"),  dated as of June 1, 2006, among Structured Asset
Mortgage  Investments II Inc. ("SAMI II"), the Assignor,  the Assignee,  Wells Fargo Bank, National Association (the "Master Servicer")
and Wells Fargo Bank, National Association, as Securities Administrator.

         2.       The Assignor hereby grants,  transfers and assigns to Assignee all of the right,  title and interest of Assignor,  as
purchaser,  in,  to and under  (a) the  Mortgage  Loans,  (b) the  Recognition  Agreement  and (c) the PWS  Agreement.  Notwithstanding
anything to the contrary  contained herein,  the Assignor  specifically  reserves and does not assign to the Assignee any right,  title
and interest in, to or under the  representations and warranties  contained in Section 3.01 and Section 3.02 of the PWS Agreement,  and
the Assignor is retaining the right to enforce the representations and warranties set forth in those sections against the Company.

The  Assignor  specifically  reserves and does not assign to the Assignee  hereunder  any and all right,  title and interest in, to and
under and all  obligations of the Assignor with respect to any mortgage  loans subject to the PWS Agreement  which are not the Mortgage
Loans set forth on Exhibit A attached hereto and are not the subject of this Assignment and Assumption Agreement.

         3.       The Assignor warrants and represents to, and covenants with, the Assignee that:

                  a.       The Assignor is the lawful owner of the  Mortgage  Loans with the full right to transfer the Mortgage  Loans
free from any and all claims and encumbrances  whatsoever;  and upon the transfer of the Mortgage Loans to the Assignee as contemplated
herein and in the Mortgage  Loan  Purchase  Agreement  dated as of June 30, 2006  between the Assignor and SAMI II, the Assignee  shall
have good title to each and every Mortgage Loan, as well as any and all of the  Assignee's  interests and rights under the  Recognition
Agreement and the PWS Agreement as they relate to the Mortgage Loans, free and clear of any and all liens, claims and encumbrances;

                  b.       The Assignor  has not received  notice of, and has no  knowledge  of, any  offsets,  counterclaims  or other
defenses available to the Company with respect to the PWS Agreement or the Mortgage Loans;

                  c.       The Assignor has not waived or agreed to any waiver under, or agreed to any amendment or other  modification
of, the PWS Agreement or the Mortgage  Loans,  including  without  limitation the transfer of the servicing  obligations  under the PWS
Agreement.  The Assignor has no knowledge of, and has not received  notice of, any waivers  under or amendments or other  modifications
of, or assignments of rights or obligations under or defaults under, the PWS Agreement or the Mortgage Loans; and

                  d.       The Assignor is duly organized,  validly existing and in good standing under the laws of the jurisdiction of
its incorporation, and has all requisite power and authority to acquire, own and sell the Mortgage Loans;

                  e.       The Assignor has full corporate power and authority to execute,  deliver and perform its  obligations  under
this Assignment and Assumption  Agreement,  and to consummate the transactions  set forth herein.  The consummation of the transactions
contemplated  by this Assignment and Assumption  Agreement is in the ordinary  course of the Assignor's  business and will not conflict
with,  or result in a breach  of,  any of the  terms,  conditions  or  provisions  of the  Assignor's  charter  or by-laws or any legal
restriction,  or any material  agreement or instrument  to which the Assignor is now a party or by which it is bound,  or result in the
violation of any law,  rule,  regulation,  order,  judgment or decree to which the Assignor or its property is subject.  The execution,
delivery and performance by the Assignor of this  Assignment and Assumption  Agreement and the  consummation by it of the  transactions
contemplated  hereby,  have been duly  authorized by all necessary  corporate  action on the part of the Assignor.  This Assignment and
Assumption  Agreement has been duly executed and delivered by the Assignor and, upon the due  authorization,  execution and delivery by
the Assignee and the  Company,  will  constitute  the valid and legally  binding  obligation  of the Assignor  enforceable  against the
Assignor in accordance with its terms except as enforceability  may be limited by bankruptcy,  reorganization,  insolvency,  moratorium
or other  similar laws now or  hereafter  in effect  relating to  creditors'  rights  generally,  and by general  principles  of equity
regardless of whether enforceability is considered in a proceeding in equity or at law;
                  f.       No  consent,  approval,  order or  authorization  of, or  declaration,  filing  or  registration  with,  any
governmental  entity is required to be obtained or made by the Assignor in connection  with the  execution,  delivery or performance by
the Assignor of this Assignment and Assumption Agreement,  or the consummation by it of the transactions  contemplated hereby.  Neither
the Assignor nor anyone acting on its behalf has offered,  transferred,  pledged,  sold or otherwise  disposed of the Mortgage Loans or
any interest in the Mortgage  Loans,  or solicited any offer to buy or accept a transfer,  pledge or other  disposition of the Mortgage
Loans,  or any interest in the  Mortgage  Loans or otherwise  approached  or  negotiated  with  respect to the Mortgage  Loans,  or any
interest in the Mortgage Loans with any Person in any manner,  or made any general  solicitation by means of general  advertising or in
any other manner,  or taken any other action which would  constitute a  distribution  of the Mortgage Loans under the Securities Act of
1933,  as amended (the "1933 Act") or which would  render the  disposition  of the Mortgage  Loans a violation of Section 5 of the 1933
Act or require registration pursuant thereto;

         4.       The Assignee warrants and represents to, and covenants with, the Assignor and the Company that:

                  a.       The Assignee is duly organized,  validly existing and in good standing under the laws of the jurisdiction of
its  organization,  and has all requisite  power and authority to hold the Mortgage  Loans on behalf of the holders of the Bear Stearns
ALT-A Trust 2006-4, Mortgage Pass-Through Certificates, Series 2006-4;

                  b.       The Assignee has full corporate power and authority to execute,  deliver and perform its  obligations  under
this Assignment and Assumption  Agreement,  and to consummate the transactions  set forth herein.  The consummation of the transactions
contemplated  by this Assignment and Assumption  Agreement is in the ordinary  course of the Assignee's  business and will not conflict
with,  or result in a breach  of,  any of the  terms,  conditions  or  provisions  of the  Assignee's  charter  or by-laws or any legal
restriction,  or any material  agreement or instrument  to which the Assignee is now a party or by which it is bound,  or result in the
violation of any law,  rule,  regulation,  order,  judgment or decree to which the Assignee or its property is subject.  The execution,
delivery and performance by the Assignee of this  Assignment and Assumption  Agreement and the  consummation by it of the  transactions
contemplated  hereby,  have been duly  authorized  by all  necessary  corporate  action on part of the Assignee.  This  Assignment  and
Assumption  Agreement has been duly executed and delivered by the Assignee and, upon the due  authorization,  execution and delivery by
the Assignor and the  Company,  will  constitute  the valid and legally  binding  obligation  of the Assignee  enforceable  against the
Assignee in accordance with its terms except as enforceability  may be limited by bankruptcy,  reorganization,  insolvency,  moratorium
or other  similar laws now or  hereafter  in effect  relating to  creditors'  rights  generally,  and by general  principles  of equity
regardless of whether enforceability is considered in a proceeding in equity or at law;

                  c.       To the best of  Assignee's  knowledge,  no  material  consent,  approval,  order  or  authorization  of,  or
declaration,  filing or  registration  with, any  governmental  entity is required to be obtained or made by the Assignee in connection
with the execution,  delivery or performance by the Assignee of this Assignment and Assumption Agreement,  or the consummation by it of
the transactions contemplated hereby;
                  d.        The  Assignee  assumes  all of the rights of the  Purchaser  under the PWS  Agreement  with  respect to the
Mortgage Loans other than the right to enforce the obligations of the Company under the PWS Agreement.

         5.       The Company warrants and represents to, and covenant with, the Assignor and the Assignee as of the date hereof:

                  a.       Attached  hereto as Exhibit C and Exhibit D are true and accurate  copies of the  Recognition  Agreement and
the PWS  Agreement,  respectively,  each of which  agreement  is in full force and effect as of the date hereof and the  provisions  of
which have not been waived, amended or modified in any respect, nor has any notice of termination been given thereunder;

                  b.       The Company is a federally  chartered  savings bank duly  organized,  validly  existing and in good standing
under the laws of the United States,  and has all requisite  power and authority to service the Mortgage Loans and otherwise to perform
its obligations under the PWS Agreement and the Recognition Agreement;

                  c.       The Company has full corporate  power and authority to execute,  deliver and perform its  obligations  under
this Assignment and Assumption  Agreement,  and to consummate the transactions  set forth herein.  The consummation of the transactions
contemplated  by this  Assignment and Assumption  Agreement is in the ordinary  course of the Company's  business and will not conflict
with,  or result in a breach  of,  any of the  terms,  conditions  or  provisions  of the  Company's  charter  or  by-laws or any legal
restriction,  or any material  agreement or  instrument  to which the Company is now a party or by which it is bound,  or result in the
violation of any law,  rule,  regulation,  order,  judgment or decree to which the Company or its property is subject.  The  execution,
delivery and performance by the Company of this  Assignment and Assumption  Agreement and the  consummation  by it of the  transactions
contemplated  hereby,  have been duly  authorized  by all  necessary  action on part of the Company.  This  Assignment  and  Assumption
Agreement  has been duly  executed  and  delivered by the  Company,  and,  upon the due  authorization,  execution  and delivery by the
Assignor and the Assignee,  will constitute the valid and legally binding  obligation of the Company,  enforceable  against the Company
in accordance with its terms except as enforceability  may be limited by bankruptcy,  reorganization,  insolvency,  moratorium or other
similar laws now or hereafter in effect relating to creditors'  rights  generally,  and by general  principles of equity  regardless of
whether enforceability is considered in a proceeding in equity or at law;

                  d.       No  consent,  approval,  order or  authorization  of, or  declaration,  filing  or  registration  with,  any
governmental  entity is required to be obtained or made by the Company in connection  with the  execution,  delivery or  performance by
the Company of this Assignment and Assumption Agreement, or the consummation by it of the transactions contemplated hereby; and

                  e.       The Company shall  establish a Custodial  Account and an Escrow  Account under the PWS Agreement in favor of
the Assignee with respect to the Mortgage Loans separate from the Custodial  Account and Escrow Account  previously  established  under
the PWS Agreement in favor of the Assignor.

         6.       The Company hereby restates the  representations  and warranties set forth in Section 3.01(p) of the PWS Agreement as
of the date hereof.

         Notwithstanding  anything to the contrary in the PWS Agreement,  the Company shall (or shall cause any Third-Party  Originator
to) (i) immediately notify Assignor and SAMI II in writing of (A) legal proceedings  pending against the Company,  or proceedings known
to be  contemplated  by  governmental  authorities  against the Company  which in the  judgment of the Company  would be, in each case,
material to purchasers of securities  backed by the Assigned  Loans,  (B) any  affiliations or  relationships  of the type described in
Item 1119(b) of Regulation AB that develop  following the date hereof  between the Company and any of the above listed parties or other
parties  identified  in writing by the  Assignor or SAMI II with  respect to the  Securitization  Transaction  and (ii)  provide to the
Assignor and SAMI II a description of such proceedings, affiliations or relationships.

         Each  notice/update  regarding  Regulation  AB  should  be sent to the  Assignor  by  e-mail  to  regABnotifications@bear.com.
Additionally, all such notifications, other than those pursuant to (i)(A) above, should be sent to:

                           EMC Mortgage Corporation
                           2780 Lake Vista Drive
                           Lewisville, Texas 75067
                           Attention: Conduit Seller Approval Dept.
                           Facsimile: (214) 626-3751
                           Email: sellerapproval@bear.com

                           with copies to:

                           ar, Stearns & Co. Inc.
                           383 Madison Avenue, 3rd Floor
                           New York, NY  10179
                           Attention:  Global Credit Administration
                           Facsimile:  (212) 272-6564

                           Notifications pursuant to (i)(A) above should be sent to:

                           EMC Mortgage Corporation
                           Two Mac Arthur Ridge
                           909 Hidden Ridge Drive, Suite 200
                           Irving, Texas 751038
                           Attention:  Associate General Counsel for Loan Administration
                           Facsimile:  (972) 831-2555

                           with a copy to:

                           Bear, Stearns & Co. Inc.
                           383 Madison Avenue, 3rd Floor
                           New York, NY  10179
                           Attention:  Global Credit Administration
                           Facsimile:  (212) 272-6564

         7.       The Assignor hereby agrees to indemnify and hold the Assignee (and its successors and assigns)  harmless  against any
and all claims,  losses,  penalties,  fines,  forfeitures,  legal fees and related  costs,  judgments,  and any other  costs,  fees and
expenses  that the Assignee (and its  successors  and assigns) may sustain in any way related to any breach of the  representations  or
warranties of the Assignor set forth in this Assignment and Assumption  Agreement or the breach of any covenant or condition  contained
herein.

Recognition of Assignee

         8.       From and after the date  hereof,  the Company  shall  recognize  the  Assignee as owner of the  Mortgage  Loans,  and
acknowledges  that the Mortgage  Loans are intended to be part of a REMIC or multiple  REMICs,  and will service the Mortgage  Loans in
accordance with the PWS Agreement,  the Recognition  Agreement and this Assignment and Assumption Agreement but in no event in a manner
that would (i) cause any REMIC to fail to qualify as a REMIC or (ii) result in the  imposition  of a tax upon any such  intended  REMIC
(including  but not  limited  to the tax on  prohibited  transactions  as  defined  in  Section  860F(a)(2)  of the Code and the tax on
contributions  to a REMIC set forth in Section 860G(d) of the Code). It is the intention of the Assignor,  the Company and the Assignee
that this  Assignment and Assumption  Agreement  shall be binding upon and for the benefit of the respective  successors and assigns of
the parties hereto.  Neither the Company nor the Assignor shall amend or agree to amend,  modify,  waive, or otherwise alter any of the
terms or provisions of the Recognition Agreement or the PWS Agreement which amendment,  modification,  waiver or other alteration would
in any way affect the Mortgage Loans without the prior written consent of the Assignee.

         Pursuant to Section 11.18 of the PWS Agreement,  the Company hereby  acknowledges that the  representations and warranties set
forth in Section  3.01 of the PWS  Agreement  with  respect to the Company and Section  3.02 of the PWS  Agreement  with respect to the
Mortgage Loans are being made by the Company as of June 30, 2006.  The Assignor  retains the right to enforce the  representations  and
warranties set forth in Section 3.02 of the PWS Agreement against the Company.

         9.       Notwithstanding  any term hereof to the contrary,  it is expressly  understood  and agreed by the parties hereto that
(a) the execution and delivery of this  Assignment  and  Assumption  Agreement by the Assignee is solely in its capacity as trustee for
Bear  Stearns  ALT-A Trust  2006-4,  Mortgage  Pass-Through  Certificates,  Series  2006-4  pursuant to the Pooling  Agreement  and not
individually,  (b) each of the  representations,  undertakings  and agreements  herein made on behalf of the Trust is made and intended
not as personal  representations,  undertakings  and agreements of the Trustee but is made and intended for the purpose of binding only
the Trust and (c) under no  circumstances  shall the Trustee be personally  liable for the payment of any  indebtedness  or expenses of
the  Assignee or the Trust or be liable for the breach or failure of any  obligation,  representation,  warranty  or  covenant  made or
undertaken by the Assignee,  the Assignor or the Trust under this Agreement or made or undertaken by the Assignee,  the Assignor or the
Trust under the PWS Agreement or the Pooling  Agreement.  Any recourse  against the Assignee in respect of any  obligations it may have
under or  pursuant  to the terms of this  Assignment  and  Assumption  Agreement  shall be limited  solely to the assets it may hold as
trustee of Bear Stearns ALT-A Trust 2006-4, Mortgage Pass-Through Certificates, Series 2006-4.

Notices

         10.      All demands,  notices and communications  related to the Mortgage Loans and this Assignment and Assumption  Agreement
shall be in writing  and shall be deemed to have been duly given if  personally  delivered  at or mailed by  registered  mail,  postage
prepaid, as follows:

                  a.       In the case of the Company,

                           Chevy Chase Bank, F.S.B.
                           7501 Wisconsin Avenue, 6th Floor
                           Bethesda, Maryland  20814
                           Attention: Amy Westland

                  With a copy to:

                           Sandra S. Barker, Esq.
                           Chief Mortgage Counsel
                           7501 Wisconsin Avenue, 13th Floor
                           Bethesda, Maryland  20814

                  b.       In the case of the Assignor,
                           EMC Mortgage Corporation
                           2780 Lake Vista Drive
                           Lewisville, Texas 75067
                           Attention: Conduit Seller Approval Dept.
                           Facsimile: (214) 626-3751
                           Email: sellerapproval@bear.com

                  With a copy to:

                           Bear Stearns Mortgage Capital Corporation
                           383 Madison Avenue
                           New York, New York 10179
                           Attention: Michelle Sterling

                  c.       In the case of the Securities Administrator,

                           Wells Fargo Bank, National Association
                           P.O. Box 98
                           Columbia, Maryland 21046

                  or, if by overnight delivery to:

                           9062 Old Annapolis Road
                           Columbia, Maryland 21045,
                           Attention: BSALTA 2006-4
                           Telecopier No.: (410) 715-2380

                  d.       In the case of the Assignee,

                           Citibank, N.A.
                           388 Greenwich Street, 14th Floor
                           New York, New York 10013
                           Attention:  Structured Finance Agency & Trust —BSALTA 2006-4
                           Telecopier No.: (212) 816-5527

Miscellaneous

         11.      Each party will pay any  commissions  it has incurred and the Assignor  shall pay the fees of its  attorneys  and the
reasonable fees of the attorneys of the Assignee and the Company in connection with the  negotiations  for,  documenting of and closing
of the transactions contemplated by this Assignment and Assumption Agreement.

         12.      This  Assignment and  Assumption  Agreement  shall be construed in accordance  with the laws of the State of New York
(other  than  Section  5-1401 of the New York  General  Obligations  Law),  without  regard to  conflicts  of law  principles,  and the
obligations, rights and remedies of the parties hereunder shall be determined in accordance with such laws.

         13.      No term or provision of this  Assignment  and  Assumption  Agreement may be waived or modified  unless such waiver or
modification is in writing and signed by the party against whom such waiver or modification is sought to be enforced.

         14.      This  Assignment  and  Assumption  Agreement  shall inure to the benefit of the successors and assigns of the parties
hereto.  Any entity into which  Assignor,  Assignee or Company may be merged or  consolidated  shall,  without the  requirement for any
further writing, be deemed Assignor, Assignee or Company, respectively, hereunder.

         15.      This Assignment and Assumption  Agreement  shall survive the conveyance of the Mortgage Loans,  the assignment of the
PWS Agreement and the Recogntion  Agreement to the extent of the Mortgage Loans by Assignor to Assignee and the  termination of the PWS
Agreement and the Recognition Agreement.

         16.      This  Assignment  and  Assumption  Agreement  may be  executed  simultaneously  in any number of  counterparts.  Each
counterpart shall be deemed to be an original and all such counterparts shall constitute one and the same instrument.

         17.      In the event that any provision of this Assignment and Assumption  Agreement  conflicts with any provision of the PWS
Agreement or the  Recognition  Agreement with respect to the Mortgage  Loans,  the terms of this  Assignment  and Assumption  Agreement
shall control.

         18.      Any new loan number  assigned to a Mortgage  Loan by the Assignee  shall be provided to the Company at the  following
address:  Chevy Chase Bank, F.S.B.,  6151 Chevy Chase Drive,  Laurel, MD 20707,  Attention:  Vicki Parry. In addition,  if Assignee has
changed its document  custodian from the previous  custodian,  such new  custodian's  name,  address and contact  information  shall be
provided to the Company at the aforementioned address.

         19.      The Company hereby  acknowledges that Wells Fargo Bank, N.A. (the "Master Servicer") has been appointed as the master
servicer  of the  Mortgage  Loans  pursuant to the Pooling  Agreement  and  therefor  has the right to enforce all  obligations  of the
Company,  as they relate to the Mortgage  Loans,  under the PWS Agreement and this  Assignment  and Assumption  Agreement.  Such rights
will include,  without  limitation,  the right to terminate the Servicer under the PWS Agreement as provided  thereunder,  the right to
receive all  remittances  required  to be made by the Company  under the PWS  Agreement,  the right to receive all monthly  reports and
other data required to be delivered by the Company under the PWS  Agreement,  the right to examine the books and records of the Company
in accordance with Section 2.05 of the PWS Agreement,  indemnification  rights, and the right to exercise certain rights of consent and
approval  relating to actions  taken by the Company each as provided by the PWS  Agreement.  The Company  shall make all  distributions
under the PWS Agreement,  as they relate to the Mortgage Loans, to the Master Servicer by wire transfer of immediately  available funds
to:

                  Wells Fargo Bank, National Association
                  ABA# 121000248
                  Account Name:  SAS Clearing
                  Account # 3970771416
                  For Further Credit to: BSALTA 2006-4, Account #50927900.

and the Company shall deliver all reports  required to be delivered  under the PWS Agreement,  as they relate to the Mortgage Loans, to
the Assignee at the address set forth in Section 9(d) herein and to the Master Servicer at:

                  Wells Fargo Bank, National Association
                  9062 Old Annapolis Road
                  Columbia, Maryland 21045
                  Attention: BSALTA 2006-4
                  Telecopier No.: (410) 715-2380




         IN WITNESS WHEREOF,  the parties have caused this Assignment and Assumption  Agreement to be executed by their duly authorized
officers as of the date first above written.

                                                     CITIBANK, N.A., not individually but solely as Trustee,
                                                     Assignee

                                                     By:_____________________________
                                                     Name:___________________________
                                                     Title:__________________________


                                                     EMC MORTGAGE CORPORATION


                                                     By:_____________________________
                                                     Name:___________________________
                                                     Title:__________________________


                                                     CHEVY CHASE BANK, F.S.B.


                                                     By:_____________________________
                                                     Name:___________________________
                                                     Title:__________________________


Acknowledged and Agreed

WELLS FARGO BANK,
NATIONAL ASSOCIATION

By:       __________________
Name:     __________________
Title:    __________________




                                                              Exhibit A:

                                                         CALLED MORTGAGE LOANS


                                                        (Provided upon request)




                                                              Exhibit B:

                                                         2006-4 MORTGAGE LOANS


                                                        (Provided upon request)




                                                              Exhibit C:

                                                         RECOGNITION AGREEMENT


                                                        (Provided upon request)



                                                              Exhibit D:

                                                             PWS AGREEMENT


                                                        (Provided upon request)





                                                                                                                     Exhibit I-8



                                                  ASSIGNMENT AND ASSUMPTION AGREEMENT
   THIS  ASSIGNMENT  AND ASSUMPTION  AGREEMENT (the  "Assignment  and  Assumption  Agreement"),  dated June 30, 2006 among EMC Mortgage
Corporation,  a Delaware  corporation  ("Assignor"),  Citibank,  N.A., not  individually  but solely as trustee for the holders of Bear
Stearns  ALT-A Trust  2006-4,  Mortgage  Pass-Through  Certificates,  Series  2006-4  ("Assignee")  and Chevy Chase Bank,  F.S.B.  (the
"Company").

         Whereas,  pursuant  to the  Recognition  Agreement  dated as of June 1,  2006,  between  the  Assignor  and the  Company  (the
"Recognition  Agreement"),  the Company has agreed to servicer certain  residential  mortgage loans listed on Exhibit A attached hereto
(the "Called  Loans") for the Assignor as owner of the Mortgage  Loans,  in accordance  with the terms and  conditions of the Purchase,
Warranties  and  Servicing  Agreement,  dated as of July 1, 2001,  as amended by  Amendment  No. 1, dated as of January 13,  2003,  and
Amendment  No. 2, dated as of January 31, 2006,  by and between the Assignor  and the Company  with respect to the Mortgage  Loans,  as
modified in the Recognition Agreement (as amended and modified, the "PWS Agreement").

         Whereas,  the Assignor  purchased mortgage loans from the Company listed on Exhibit B attached hereto (the "2006-4 Loans" and,
together with the Called Loans,  the "Mortgage  Loans") and the Company  agrees to service the Mortgage Loans pursuant to the terms and
conditions of the PWS Agreement.

   For and in consideration of the sum of TEN DOLLARS  ($10.00) and other valuable  consideration  the receipt and sufficiency of which
hereby are acknowledged, and of the mutual covenants herein contained, the parties hereto hereby agree as follows:

2.       Defined terms used in this  Assignment  and Assumption  Agreement and not otherwise  defined herein shall have the meaning set
forth in the Pooling and Servicing  Agreement (the "Pooling  Agreement"),  dated as of June 1, 2006,  among  Structured  Asset Mortgage
Investments II Inc. ("SAMI II"), the Assignor,  the Assignee,  Wells Fargo Bank, National Association (the "Master Servicer") and Wells
Fargo Bank, National Association, as Securities Administrator.

3.       The  Assignor  hereby  grants,  transfers  and assigns to  Assignee  all of the right,  title and  interest  of  Assignor,  as
purchaser,  in,  to and under  (a) the  Mortgage  Loans,  (b) the  Recognition  Agreement  and (c) the PWS  Agreement.  Notwithstanding
anything to the contrary  contained herein,  the Assignor  specifically  reserves and does not assign to the Assignee any right,  title
and interest in, to or under the  representations and warranties  contained in Section 3.01 and Section 3.02 of the PWS Agreement,  and
the Assignor is retaining the right to enforce the representations and warranties set forth in those sections against the Company.

         The Assignor  specifically  reserves and does not assign to the Assignee  hereunder any and all right,  title and interest in,
to and under and all  obligations  of the Assignor with respect to any mortgage  loans  subject to the PWS Agreement  which are not the
Mortgage Loans set forth on Exhibit A attached hereto and are not the subject of this Assignment and Assumption Agreement.
4.       The Assignor warrants and represents to, and covenants with, the Assignee that:

a.       The Assignor is the lawful owner of the  Mortgage  Loans with the full right to transfer the Mortgage  Loans free from any and
all claims and encumbrances  whatsoever;  and upon the transfer of the Mortgage Loans to the Assignee as contemplated herein and in the
Mortgage  Loan  Purchase  Agreement  dated as of June 30, 2006 between the Assignor and SAMI II, the Assignee  shall have good title to
each and every  Mortgage Loan, as well as any and all of the Assignee's  interests and rights under the  Recognition  Agreement and the
PWS Agreement as they relate to the Mortgage Loans, free and clear of any and all liens, claims and encumbrances;

b.       The Assignor has not received notice of, and has no knowledge of, any offsets,  counterclaims  or other defenses  available to
the Company with respect to the PWS Agreement or the Mortgage Loans;

c.       The Assignor  has not waived or agreed to any waiver  under,  or agreed to any  amendment  or other  modification  of, the PWS
Agreement or the Mortgage Loans,  including without limitation the transfer of the servicing  obligations under the PWS Agreement.  The
Assignor  has no  knowledge  of,  and has not  received  notice of, any  waivers  under or  amendments  or other  modifications  of, or
assignments of rights or obligations under or defaults under, the PWS Agreement or the Mortgage Loans; and

d.       The  Assignor  is  duly  organized,  validly  existing  and in  good  standing  under  the  laws  of the  jurisdiction  of its
incorporation, and has all requisite power and authority to acquire, own and sell the Mortgage Loans;

e.       The Assignor has full corporate  power and authority to execute,  deliver and perform its  obligations  under this  Assignment
and Assumption  Agreement,  and to consummate the transactions set forth herein.  The consummation of the transactions  contemplated by
this  Assignment and Assumption  Agreement is in the ordinary  course of the Assignor's  business and will not conflict with, or result
in a breach of, any of the terms,  conditions or  provisions  of the  Assignor's  charter or by-laws or any legal  restriction,  or any
material  agreement or instrument to which the Assignor is now a party or by which it is bound,  or result in the violation of any law,
rule, regulation,  order, judgment or decree to which the Assignor or its property is subject. The execution,  delivery and performance
by the Assignor of this Assignment and Assumption  Agreement and the consummation by it of the transactions  contemplated  hereby, have
been duly authorized by all necessary corporate action on the part of the Assignor.  This Assignment and Assumption  Agreement has been
duly executed and delivered by the Assignor  and, upon the due  authorization,  execution and delivery by the Assignee and the Company,
will  constitute  the valid and legally  binding  obligation of the Assignor  enforceable  against the Assignor in accordance  with its
terms except as  enforceability  may be limited by  bankruptcy,  reorganization,  insolvency,  moratorium  or other similar laws now or
hereafter in effect relating to creditors' rights generally,  and by general principles of equity regardless of whether  enforceability
is considered in a proceeding in equity or at law;

f.       No consent,  approval,  order or authorization  of, or declaration,  filing or registration  with, any governmental  entity is
required to be obtained or made by the Assignor in  connection  with the  execution,  delivery or  performance  by the Assignor of this
Assignment and Assumption  Agreement,  or the  consummation by it of the  transactions  contemplated  hereby.  Neither the Assignor nor
anyone acting on its behalf has offered,  transferred,  pledged,  sold or otherwise  disposed of the Mortgage  Loans or any interest in
the Mortgage  Loans,  or solicited any offer to buy or accept a transfer,  pledge or other  disposition of the Mortgage  Loans,  or any
interest in the Mortgage  Loans or otherwise  approached  or  negotiated  with  respect to the Mortgage  Loans,  or any interest in the
Mortgage  Loans with any Person in any  manner,  or made any  general  solicitation  by means of  general  advertising  or in any other
manner,  or taken any other action which would  constitute a  distribution  of the Mortgage  Loans under the Securities Act of 1933, as
amended  (the "1933 Act") or which would  render the  disposition  of the  Mortgage  Loans a violation  of Section 5 of the 1933 Act or
require registration pursuant thereto;

5.       The Assignee warrants and represents to, and covenants with, the Assignor and the Company that:

a.       The  Assignee  is  duly  organized,  validly  existing  and in  good  standing  under  the  laws  of the  jurisdiction  of its
organization,  and has all requisite  power and authority to hold the Mortgage Loans on behalf of the holders of the Bear Stearns ALT-A
Trust 2006-4, Mortgage Pass-Through Certificates, Series 2006-4;

b.       The Assignee has full corporate  power and authority to execute,  deliver and perform its  obligations  under this  Assignment
and Assumption  Agreement,  and to consummate the transactions set forth herein.  The consummation of the transactions  contemplated by
this  Assignment and Assumption  Agreement is in the ordinary  course of the Assignee's  business and will not conflict with, or result
in a breach of, any of the terms,  conditions or  provisions  of the  Assignee's  charter or by-laws or any legal  restriction,  or any
material  agreement or instrument to which the Assignee is now a party or by which it is bound,  or result in the violation of any law,
rule, regulation,  order, judgment or decree to which the Assignee or its property is subject. The execution,  delivery and performance
by the Assignee of this Assignment and Assumption  Agreement and the consummation by it of the transactions  contemplated  hereby, have
been duly  authorized by all necessary  corporate  action on part of the Assignee.  This  Assignment and Assumption  Agreement has been
duly executed and delivered by the Assignee  and, upon the due  authorization,  execution and delivery by the Assignor and the Company,
will  constitute  the valid and legally  binding  obligation of the Assignee  enforceable  against the Assignee in accordance  with its
terms except as  enforceability  may be limited by  bankruptcy,  reorganization,  insolvency,  moratorium  or other similar laws now or
hereafter in effect relating to creditors' rights generally,  and by general principles of equity regardless of whether  enforceability
is considered in a proceeding in equity or at law;

c.       To the best of Assignee's  knowledge,  no material consent,  approval,  order or authorization  of, or declaration,  filing or
registration  with,  any  governmental  entity is required to be obtained or made by the  Assignee in  connection  with the  execution,
delivery or performance by the Assignee of this Assignment and Assumption  Agreement,  or the  consummation  by it of the  transactions
contemplated hereby;

d.        The Assignee  assumes all of the rights of the  Purchaser  under the PWS Agreement  with respect to the Mortgage  Loans other
than the right to enforce the obligations of the Company under the PWS Agreement.

6.       The Company warrants and represents to, and covenant with, the Assignor and the Assignee as of the date hereof:

a.       Attached hereto as Exhibit C and Exhibit D are true and accurate  copies of the  Recognition  Agreement and the PWS Agreement,
respectively,  each of which  agreement  is in full force and effect as of the date  hereof and the  provisions  of which have not been
waived, amended or modified in any respect, nor has any notice of termination been given thereunder;

b.       The Company is a federally  chartered  savings bank duly  organized,  validly  existing and in good standing under the laws of
the United States,  and has all requisite  power and authority to service the Mortgage  Loans and otherwise to perform its  obligations
under the PWS Agreement and the Recognition Agreement;

c.       The Company has full corporate power and authority to execute,  deliver and perform its obligations  under this Assignment and
Assumption  Agreement,  and to consummate the transactions set forth herein. The consummation of the transactions  contemplated by this
Assignment  and  Assumption  Agreement is in the ordinary  course of the Company's  business and will not conflict with, or result in a
breach of, any of the terms,  conditions or provisions of the Company's  charter or by-laws or any legal  restriction,  or any material
agreement or  instrument  to which the Company is now a party or by which it is bound,  or result in the  violation  of any law,  rule,
regulation,  order, judgment or decree to which the Company or its property is subject. The execution,  delivery and performance by the
Company of this Assignment and Assumption  Agreement and the  consummation by it of the  transactions  contemplated  hereby,  have been
duly authorized by all necessary  action on part of the Company.  This  Assignment and Assumption  Agreement has been duly executed and
delivered by the Company,  and, upon the due  authorization,  execution and delivery by the Assignor and the Assignee,  will constitute
the valid and legally  binding  obligation  of the  Company,  enforceable  against the Company in  accordance  with its terms except as
enforceability may be limited by bankruptcy,  reorganization,  insolvency,  moratorium or other similar laws now or hereafter in effect
relating to creditors' rights generally,  and by general  principles of equity regardless of whether  enforceability is considered in a
proceeding in equity or at law;

d.       No consent,  approval,  order or authorization  of, or declaration,  filing or registration  with, any governmental  entity is
required to be obtained  or made by the  Company in  connection  with the  execution,  delivery or  performance  by the Company of this
Assignment and Assumption Agreement, or the consummation by it of the transactions contemplated hereby; and

e.       The Company shall  establish a Custodial  Account and an Escrow  Account under the PWS Agreement in favor of the Assignee with
respect to the Mortgage Loans separate from the Custodial  Account and Escrow Account  previously  established  under the PWS Agreement
in favor of the Assignor.



         6.       The Company hereby restates the  representations  and warranties set forth in Section 3.01(p) of the PWS Agreement as
of the date hereof.

         Notwithstanding  anything to the contrary in the PWS Agreement,  the Company shall (or shall cause any Third-Party  Originator
to) (i) immediately notify Assignor and SAMI II in writing of (A) legal proceedings  pending against the Company,  or proceedings known
to be  contemplated  by  governmental  authorities  against the Company  which in the  judgment of the Company  would be, in each case,
material to purchasers of securities  backed by the Assigned  Loans,  (B) any  affiliations or  relationships  of the type described in
Item 1119(b) of Regulation AB that develop  following the date hereof  between the Company and any of the above listed parties or other
parties  identified  in writing by the  Assignor or SAMI II with  respect to the  Securitization  Transaction  and (ii)  provide to the
Assignor and SAMI II a description of such proceedings, affiliations or relationships.
         Each  notice/update  regarding  Regulation  AB  should  be sent to the  Assignor  by  e-mail  to  regABnotifications@bear.com.
Additionally, all such notifications, other than those pursuant to (i)(A) above, should be sent to:

                           EMC Mortgage Corporation
                           2780 Lake Vista Drive
                           Lewisville, Texas 75067
                           Attention: Conduit Seller Approval Dept.
                           Facsimile: (214) 626-3751
                           Email: sellerapproval@bear.com


                           with copies to:

                           Bear, Stearns & Co. Inc.
                           383 Madison Avenue, 3rd Floor
                           New York, NY  10179
                           Attention:  Global Credit Administration
                           Facsimile:  (212) 272-6564



                           Notifications pursuant to (i)(A) above should be sent to:

                           EMC Mortgage Corporation
                           Two Mac Arthur Ridge
                           909 Hidden Ridge Drive, Suite 200
                           Irving, Texas 751038
                           Attention:  Associate General Counsel for Loan Administration
                           Facsimile:  (972) 831-2555

                           with a copy to:


                           Bear, Stearns & Co. Inc.
                           383 Madison Avenue, 3rd Floor
                           New York, NY  10179
                           Attention:  Global Credit Administration
                           Facsimile:  (212) 272-6564

         7.       The Assignor hereby agrees to indemnify and hold the Assignee (and its successors and assigns)  harmless  against any
and all claims,  losses,  penalties,  fines,  forfeitures,  legal fees and related  costs,  judgments,  and any other  costs,  fees and
expenses  that the Assignee (and its  successors  and assigns) may sustain in any way related to any breach of the  representations  or
warranties of the Assignor set forth in this Assignment and Assumption  Agreement or the breach of any covenant or condition  contained
herein.

Recognition of Assignee
         8.       From and after the date  hereof,  the Company  shall  recognize  the  Assignee as owner of the  Mortgage  Loans,  and
acknowledges  that the Mortgage  Loans are intended to be part of a REMIC or multiple  REMICs,  and will service the Mortgage  Loans in
accordance with the PWS Agreement,  the Recognition  Agreement and this Assignment and Assumption Agreement but in no event in a manner
that would (i) cause any REMIC to fail to qualify as a REMIC or (ii) result in the  imposition  of a tax upon any such  intended  REMIC
(including  but not  limited  to the tax on  prohibited  transactions  as  defined  in  Section  860F(a)(2)  of the Code and the tax on
contributions  to a REMIC set forth in Section 860G(d) of the Code). It is the intention of the Assignor,  the Company and the Assignee
that this  Assignment and Assumption  Agreement  shall be binding upon and for the benefit of the respective  successors and assigns of
the parties hereto.  Neither the Company nor the Assignor shall amend or agree to amend,  modify,  waive, or otherwise alter any of the
terms or provisions of the Recognition Agreement or the PWS Agreement which amendment,  modification,  waiver or other alteration would
in any way affect the Mortgage Loans without the prior written consent of the Assignee.

   Pursuant to Section 11.18 of the PWS Agreement,  the Company hereby  acknowledges that the  representations and warranties set forth
in Section 3.01 of the PWS  Agreement  with respect to the Company and Section 3.02 of the PWS  Agreement  with respect to the Mortgage
Loans are  being  made by the  Company  as of June 30,  2006.  The  Assignor  retains  the right to  enforce  the  representations  and
warranties set forth in Section 3.02 of the PWS Agreement against the Company.

   9.    Notwithstanding  any term hereof to the contrary,  it is expressly  understood  and agreed by the parties  hereto that (a) the
execution  and  delivery of this  Assignment  and  Assumption  Agreement  by the Assignee is solely in its capacity as trustee for Bear
Stearns ALT-A Trust 2006-4, Mortgage Pass-Through  Certificates,  Series 2006-4 pursuant to the Pooling Agreement and not individually,
(b) each of the  representations,  undertakings and agreements  herein made on behalf of the Trust is made and intended not as personal
representations,  undertakings  and  agreements  of the Trustee but is made and  intended for the purpose of binding only the Trust and
(c) under no  circumstances  shall the Trustee be personally  liable for the payment of any indebtedness or expenses of the Assignee or
the Trust or be liable for the breach or failure of any  obligation,  representation,  warranty or covenant  made or  undertaken by the
Assignee,  the Assignor or the Trust under this  Agreement or made or undertaken  by the Assignee,  the Assignor or the Trust under the
PWS  Agreement  or the Pooling  Agreement.  Any  recourse  against  the  Assignee  in respect of any  obligations  it may have under or
pursuant to the terms of this  Assignment  and  Assumption  Agreement  shall be limited  solely to the assets it may hold as trustee of
Bear Stearns ALT-A Trust 2006-4, Mortgage Pass-Through Certificates, Series 2006-4.

Notices
         10.      All demands,  notices and communications  related to the Mortgage Loans and this Assignment and Assumption  Agreement
shall be in writing  and shall be deemed to have been duly given if  personally  delivered  at or mailed by  registered  mail,  postage
prepaid, as follows:

a.       In the case of the Company,

Chevy Chase Bank, F.S.B.
7501 Wisconsin Avenue, 6th Floor
Bethesda, Maryland  20814
Attention: Amy Westland
            With a copy to:

Sandra S. Barker, Esq.
Chief Mortgage Counsel
7501 Wisconsin Avenue, 13th Floor
Bethesda, Maryland  20814

b.       In the case of the Assignor,

                           EMC Mortgage Corporation
                           2780 Lake Vista Drive
                           Lewisville, Texas 75067
                           Attention: Conduit Seller Approval Dept.
                           Facsimile: (214) 626-3751
                           Email: sellerapproval@bear.com

                  With a copy to:

                           Bear Stearns Mortgage Capital Corporation
                           383 Madison Avenue
                           New York, New York 10179
                           Attention: Michelle Sterling

c.       In the case of the Securities Administrator,

                           Wells Fargo Bank, National Association
                           P.O. Box 98
                           Columbia, Maryland 21046

                  or, if by overnight delivery to:

                           9062 Old Annapolis Road
                           Columbia, Maryland 21045,
                           Attention: BSALTA 2006-4
                           Telecopier No.: (410) 715-2380

d.       In the case of the Assignee,

                           Citibank, N.A.
                           388 Greenwich Street, 14th Floor
                           New York, New York 10013
                           Attention:  Structured Finance Agency & Trust —BSALTA 2006-4
                           Telecopier No.: (212) 816-5527

Miscellaneous

         11.      Each party will pay any  commissions  it has incurred and the Assignor  shall pay the fees of its  attorneys  and the
reasonable fees of the attorneys of the Assignee and the Company in connection with the  negotiations  for,  documenting of and closing
of the transactions contemplated by this Assignment and Assumption Agreement.

         12.      This  Assignment and  Assumption  Agreement  shall be construed in accordance  with the laws of the State of New York
(other  than  Section  5-1401 of the New York  General  Obligations  Law),  without  regard to  conflicts  of law  principles,  and the
obligations, rights and remedies of the parties hereunder shall be determined in accordance with such laws.

         13.      No term or provision of this  Assignment  and  Assumption  Agreement may be waived or modified  unless such waiver or
modification is in writing and signed by the party against whom such waiver or modification is sought to be enforced.

         14.      This  Assignment  and  Assumption  Agreement  shall inure to the benefit of the successors and assigns of the parties
hereto.  Any entity into which  Assignor,  Assignee or Company may be merged or  consolidated  shall,  without the  requirement for any
further writing, be deemed Assignor, Assignee or Company, respectively, hereunder.

         15.      This Assignment and Assumption  Agreement  shall survive the conveyance of the Mortgage Loans,  the assignment of the
PWS Agreement and the Recogntion  Agreement to the extent of the Mortgage Loans by Assignor to Assignee and the  termination of the PWS
Agreement and the Recognition Agreement.

         16.      This  Assignment  and  Assumption  Agreement  may be  executed  simultaneously  in any number of  counterparts.  Each
counterpart shall be deemed to be an original and all such counterparts shall constitute one and the same instrument.

         17.      In the event that any provision of this Assignment and Assumption  Agreement  conflicts with any provision of the PWS
Agreement or the  Recognition  Agreement with respect to the Mortgage  Loans,  the terms of this  Assignment  and Assumption  Agreement
shall control.

         18.      Any new loan number  assigned to a Mortgage  Loan by the Assignee  shall be provided to the Company at the  following
address:  Chevy Chase Bank, F.S.B.,  6151 Chevy Chase Drive,  Laurel, MD 20707,  Attention:  Vicki Parry. In addition,  if Assignee has
changed its document  custodian from the previous  custodian,  such new  custodian's  name,  address and contact  information  shall be
provided to the Company at the aforementioned address.

         19.      The Company hereby  acknowledges that Wells Fargo Bank, N.A. (the "Master Servicer") has been appointed as the master
servicer  of the  Mortgage  Loans  pursuant to the Pooling  Agreement  and  therefor  has the right to enforce all  obligations  of the
Company,  as they relate to the Mortgage  Loans,  under the PWS Agreement and this  Assignment  and Assumption  Agreement.  Such rights
will include,  without  limitation,  the right to terminate the Servicer under the PWS Agreement as provided  thereunder,  the right to
receive all  remittances  required  to be made by the Company  under the PWS  Agreement,  the right to receive all monthly  reports and
other data required to be delivered by the Company under the PWS  Agreement,  the right to examine the books and records of the Company
in accordance with Section 2.05 of the PWS Agreement,  indemnification  rights, and the right to exercise certain rights of consent and
approval  relating to actions  taken by the Company each as provided by the PWS  Agreement.  The Company  shall make all  distributions
under the PWS Agreement,  as they relate to the Mortgage Loans, to the Master Servicer by wire transfer of immediately  available funds
to:

                  Wells Fargo Bank, National Association
                  ABA# 121000248
                  Account Name:  SAS Clearing
                  Account # 3970771416
                  For Further Credit to: BSALTA 2006-4, Account #50927900.

and the Company shall deliver all reports  required to be delivered  under the PWS Agreement,  as they relate to the Mortgage Loans, to
the Assignee at the address set forth in Section 9(d) herein and to the Master Servicer at:

                  Wells Fargo Bank, National Association
                  9062 Old Annapolis Road
                  Columbia, Maryland 21045
                  Attention: BSALTA 2006-4
                  Telecopier No.: (410) 715-2380




         IN WITNESS WHEREOF,  the parties have caused this Assignment and Assumption  Agreement to be executed by their duly authorized
officers as of the date first above written.
                                                     CITIBANK, N.A., not individually but solely as Trustee,
                                                     Assignee
                                                     By:_____________________________
                                                     Name:___________________________
                                                     Title:__________________________


                                                     EMC MORTGAGE CORPORATION


                                                     By:_____________________________
                                                     Name:___________________________
                                                     Title:__________________________


                                                     CHEVY CHASE BANK, F.S.B.


                                                     By:_____________________________
                                                     Name:___________________________
                                                     Title:__________________________


Acknowledged and Agreed

WELLS FARGO BANK,
NATIONAL ASSOCIATION

By:       __________________
Name:     __________________
Title:    __________________




                                                              Exhibit A:
                                                         CALLED MORTGAGE LOANS

                                                        (Provided upon request)




                                                              Exhibit B:
                                                         2006-4 MORTGAGE LOANS

                                                        (Provided upon request)




                                                              Exhibit C:
                                                         RECOGNITION AGREEMENT

                                                        (Provided upon request)




                                                              Exhibit D:

                                                             PWS AGREEMENT

                                                        (Provided upon request)





                                                                                                                    Exhibit I-9

                                            ASSIGNMENT, ASSUMPTION AND RECOGNITION AGREEMENT

         This is an  Assignment,  Assumption and  Recognition  Agreement  (this "AAR  Agreement")  made as of June 30, 2006,  among EMC
Mortgage  Corporation (the "Assignor"),  Citibank,  N.A., not in its individual  capacity but solely as trustee for the holders of Bear
Stearns ALT-A Trust 2006-4, Mortgage Pass-Through  Certificates,  Series 2006-4 (the "Assignee"),  and Countrywide Home Loans Servicing
LP (the "Company").

         Whereas,  the Company has  acknowledged  that certain  residential  mortgage loans (the "Called Loans") listed on Attachment 1
annexed  hereto were  transferred  to the  Assignor as set forth in the  Recognition  Agreement,  dated as of June 1, 2006  between the
Assignor and the Company (the  "Recognition  Agreement"),  the Company agrees to service the Called Loans, in accordance with the terms
and  conditions of the Seller's  Warranties and Servicing  Agreement,  dated as of September 1, 2002, as amended on January 1, 2003 and
further  amended on  September  1, 2004,  as amended by  Amendment  Reg AB dated  January 1, 2006,  and as modified in the  Recognition
Agreement  (as  amended  and  modified,   the  "Servicing   Agreement"),   between  the  Assignor  and  Countrywide  Home  Loans,  Inc.
("Countrywide"); and

         Whereas,  the Assignor  purchased  mortgage loans from Countrywide  listed on Attachment 2 annexed hereto (the "2006-4 Loans")
pursuant to that certain Master  Mortgage Loan Purchase  Agreement,  dated as of November 1, 2002 between the Assignor and  Countrywide
and those certain Term Sheets dated  February 27, 2006,  March 29, 2006 and March 30, 2006,  each between the Assignor and  Countrywide
(collectively  referred to herein as the "Purchase  Agreement");  and the Company  agrees to service the Mortgage Loans pursuant to the
terms and conditions of the Servicing Agreement.

         In consideration  of the mutual promises  contained herein the parties hereto agree that the Called Loans and the 2006-4 Loans
(collectively  referred to herein as the  "Assigned  Loans") and the  Assignor's  right,  title and  interest to and under the Purchase
Agreement,  the Servicing  Agreement and the  Recognition  Agreement  (collectively  referred to herein as the  "Agreements")  shall be
subject to the terms of this AAR  Agreement.  Capitalized  terms used herein but not defined  shall have the meanings  ascribed to them
in the Servicing Agreement or Recognition Agreement, as applicable.

Assignment and Assumption

         1.       Assignor  hereby  grants,  transfers and assigns to Assignee all of the right,  title,  interest and  obligations  of
Assignor in the Assigned Loans and, as they relate to the Assigned  Loans,  all of its right,  title,  interest and its obligations in,
to and under the Agreements.  Notwithstanding  anything to the contrary contained herein, the Assignor  specifically  reserves and does
not assign to the Assignee  any right,  title and interest in, to or under the  representations  and  warranties  contained in Sections
3.01 and 3.02 of the  Servicing  Agreement  and the  Assignor  is  retaining  any and all rights to  enforce  the  representations  and
warranties  set  forth in those  sections  against  the  Company  including,  but not  limited  to,  the  right to seek  repurchase  or
indemnification  pursuant to Section 3.03 and 3.04 of the Servicing Agreement.  Assignor  specifically  reserves and does not assign to
Assignee  any right,  title and interest in, to or under any Mortgage  Loans  subject to the  Agreements  other than those set forth on
Attachment 1 and Attachment 2.

         Assignor  acknowledges and agrees that upon execution of this AAR Agreement,  the Assignee shall become the "Purchaser"  under
the Purchase  Agreement,  except as  specifically  set forth  herein,  and subject to the  preceding  paragraph,  all  representations,
warranties and covenants by the "Company" to the "Purchaser"  under the Purchase  Agreement  including,  but not limited to, the rights
to receive indemnification, shall accrue to Assignee by virtue of this AAR Agreement.

Representations, Warranties and Covenants

         2.       Assignor warrants and represents to Assignee and Company as of the date hereof:

                  (a)      Attached  hereto as Attachment 3 are true and accurate  copies of the  servicing  provisions of the Seller's
                           Warranties and Servicing  Agreement  ("Servicing  Agreement"),  which Servicing Agreement and the Agreements
                           are in full  force and  effect as of the date  hereof  and the  provisions  of which  have not been  waived,
                           amended or modified in any respect, nor has any notice of termination been given thereunder;

                  (b)      Assignor was the lawful owner of the Assigned  Loans with full right to transfer the Assigned  Loans and any
                           and all of its  interests,  rights and  obligations  under the  Recognition  Agreement as they relate to the
                           Assigned  Loans,  free and clear from any and all  claims and  encumbrances;  and upon the  transfer  of the
                           Assigned Loans to Assignee as  contemplated  herein and in the Mortgage Loan Purchase  Agreement dated as of
                           June 30, 2006 between the Assignor and  Structured  Asset Mortgage  Investments II Inc.  ("SAMI II") and any
                           subsequent  Mortgage  Loan Purchase  Agreement,  Assignee  shall have good title to each and every  Assigned
                           Loan,  as  well as any and all of  Assignee's  interests,  rights  and  obligations  under  the  Recognition
                           Agreement  as  they  relate  to the  Assigned  Loans,  free  and  clear  of any and all  liens,  claims  and
                           encumbrances;

                  (c)      There are no offsets,  counterclaims  or other  defenses  available  to Company with respect to the Assigned
                           Loans or the Agreements;

                  (d)      Assignor has no knowledge of, and has not received  notice of, any waivers under,  or any  modification  of,
                           any Assigned Loan;

                  (e)      Assignor is duly organized,  validly existing and in good standing under the laws of the jurisdiction of its
                           incorporation, and has all requisite power and authority to acquire, own and sell the Assigned Loans;

                  (f)      Assignor has full corporate power and authority to execute,  deliver and perform its obligations  under this
                           AAR Agreement,  and to consummate the  transactions  set forth herein.  The consummation of the transactions
                           contemplated  by this AAR Agreement is in the ordinary  course of Assignor's  business and will not conflict
                           with, or result in a breach of, any of the terms,  conditions or provisions of Assignor's charter or by-laws
                           or any legal  restriction,  or any material  agreement or instrument to which  Assignor is now a party or by
                           which it is bound,  or result in the violation of any law, rule,  regulation,  order,  judgment or decree to
                           which Assignor or its property is subject.  The execution,  delivery and performance by Assignor of this AAR
                           Agreement and the consummation by it of the transactions  contemplated  hereby, have been duly authorized by
                           all  necessary  corporate  action  on part of  Assignor.  This AAR  Agreement  has been  duly  executed  and
                           delivered by Assignor and, upon the due authorization,  execution and delivery by Assignee and Company, will
                           constitute the valid and legally binding obligation of Assignor  enforceable  against Assignor in accordance
                           with  its  terms  except  as  enforceability  may be  limited  by  bankruptcy,  reorganization,  insolvency,
                           moratorium or other similar laws now or hereafter in effect relating to creditors' rights generally,  and by
                           general  principles of equity  regardless of whether  enforceability is considered in a proceeding in equity
                           or at law;

                  (g)      No  consent,  approval,  order or  authorization  of, or  declaration,  filing  or  registration  with,  any
                           governmental  entity is  required to be obtained  or made by  Assignor  in  connection  with the  execution,
                           delivery or performance by Assignor of this AAR Agreement,  or the  consummation  by it of the  transactions
                           contemplated  hereby.  Neither Assignor nor anyone acting on its behalf has offered,  transferred,  pledged,
                           sold or otherwise  disposed of the Assigned  Loans or any interest in the Assigned  Loans,  or solicited any
                           offer to buy or accept a transfer,  pledge or other  disposition of the Assigned  Loans,  or any interest in
                           the Assigned  Loans or otherwise  approached  or  negotiated  with  respect to the  Assigned  Loans,  or any
                           interest in the Assigned Loans with any Person in any manner,  or made any general  solicitation by means of
                           general  advertising or in any other manner, or taken any other action which would constitute a distribution
                           of the Assigned  Loans under the  Securities  Act of 1933, as amended (the "1933 Act") or which would render
                           the  disposition  of the  Assigned  Loans a violation  of Section 5 of the 1933 Act or require  registration
                           pursuant thereto; and

                  (h)      Assignor has received from Company,  and has delivered to Assignee,  all documents  required to be delivered
                           to Assignor by Company  prior to the date hereof  pursuant to the  Agreements  with  respect to the Assigned
                           Loans and has not received, and has not requested from Company, any additional documents.

         3.       Assignee warrants and represents to, and covenants with, Assignor and Company as of the date hereof:

                  (a)      Assignee is duly organized,  validly existing and in good standing under the laws of the jurisdiction of its
                           organization  and has all requisite  power and authority to hold the Assigned Loans on behalf of the holders
                           of Bear Stearns ALT-A Trust, Mortgage Pass-Through Certificates. Series 2006-4;

                  (b)      Assignee has full corporate power and authority to execute,  deliver and perform its obligations  under this
                           AAR Agreement,  and to consummate the  transactions  set forth herein.  The consummation of the transactions
                           contemplated  by this AAR Agreement is in the ordinary  course of Assignee's  business and will not conflict
                           with, or result in a breach of, any of the terms,  conditions or provisions of Assignee's charter or by-laws
                           or any legal  restriction,  or any material  agreement or instrument to which  Assignee is now a party or by
                           which it is bound,  or result in the violation of any law, rule,  regulation,  order,  judgment or decree to
                           which Assignee or its property is subject.  The execution,  delivery and performance by Assignee of this AAR
                           Agreement and the consummation by it of the transactions  contemplated  hereby, have been duly authorized by
                           all  necessary  corporate  action  on part of  Assignee.  This AAR  Agreement  has been  duly  executed  and
                           delivered by Assignee and, upon the due authorization,  execution and delivery by Assignor and Company, will
                           constitute the valid and legally binding obligation of Assignee  enforceable  against Assignee in accordance
                           with  its  terms  except  as  enforceability  may be  limited  by  bankruptcy,  reorganization,  insolvency,
                           moratorium or other similar laws now or hereafter in effect relating to creditors' rights generally,  and by
                           general  principles of equity  regardless of whether  enforceability is considered in a proceeding in equity
                           or at law;

                  (c)      No  consent,  approval,  order or  authorization  of, or  declaration,  filing  or  registration  with,  any
                           governmental  entity is  required to be obtained  or made by  Assignee  in  connection  with the  execution,
                           delivery or performance by Assignee of this AAR Agreement,  or the  consummation  by it of the  transactions
                           contemplated hereby; and

                  (d)      The  Assignee  assumes  for the  benefit  of each of  Assignor  and  Company  all of  Assignor's  rights and
                           obligations (and the Master Servicer will ensure the performance of these  obligations) under the Agreements
                           but solely with respect to such Assigned Loans.

         4.       Company warrants and represents to, and covenant with, Assignor and Assignee as of the date hereof:

                  (a)      Company is duly organized,  validly  existing and in good standing under the laws of the jurisdiction of its
                           organization,  and has all  requisite  power and  authority to service the Assigned  Loans and  otherwise to
                           perform its obligations under the Recognition Agreement;

                  (b)      Company has full power and  authority  to  execute,  deliver  and  perform  its  obligations  under this AAR
                           Agreement,  and to consummate  the  transactions  set forth herein.  The  consummation  of the  transactions
                           contemplated  by this AAR  Agreement is in the ordinary  course of Company's  business and will not conflict
                           with,  or result in a breach of, any of the terms,  conditions  or  provisions  of Company's  organizational
                           documents or any legal restriction,  or any material agreement or instrument to which Company is now a party
                           or by which it is bound, or result in the violation of any law, rule, regulation,  order, judgment or decree
                           to which Company or its property is subject.  The  execution,  delivery and  performance  by Company of this
                           AAR Agreement and the consummation by it of the transactions  contemplated hereby, have been duly authorized
                           by all  necessary  action on part of Company.  This AAR  Agreement  has been duly  executed and delivered by
                           Company, and, upon the due authorization,  execution and delivery by Assignor and Assignee,  will constitute
                           the valid and legally  binding  obligation of Company,  enforceable  against  Company in accordance with its
                           terms except as  enforceability  may be limited by  bankruptcy,  reorganization,  insolvency,  moratorium or
                           other  similar laws now or hereafter  in effect  relating to  creditors'  rights  generally,  and by general
                           principles of equity regardless of whether enforceability is considered in a proceeding in equity or at law;

                  (c)      No  consent,  approval,  order or  authorization  of, or  declaration,  filing  or  registration  with,  any
                           governmental  entity is  required  to be  obtained  or made by Company  in  connection  with the  execution,
                           delivery or performance  by Company of this AAR Agreement,  or the  consummation  by it of the  transactions
                           contemplated hereby or if required, such consent,  approval,  authorization or order has been obtained prior
                           to the date hereof; and

                  (d)      Company shall establish a Custodial  Account and an Escrow Account under the Recognition  Agreement in favor
                           of Assignee  with respect to the Assigned  Loans  separate  from the  Custodial  Account and Escrow  Account
                           previously established under the Recognition Agreement in favor of Assignor.

         5.       The Company hereby  restates the  representations  and warranties set forth in Section 2(b) of Amendment Reg AB as of
the date hereof.

         6.       Assignor  hereby  agrees to  indemnify  and hold the  Assignee  and the Company  (and their  successors  and assigns)
harmless against any and all claims, losses,  penalties,  fines,  forfeitures,  legal fees and related costs, judgments,  and any other
costs,  fees and expenses that Assignee or the Company (and their  successors and assigns) may sustain in any way related to any breach
of the  representations or warranties of Assignor set forth in this AAR Agreement or the breach of any covenant or condition  contained
herein.

Recognition of Assignee

         7.       From and after the date hereof,  Company shall recognize  Assignee as owner of the Assigned Loans,  and  acknowledges
that the Assigned Loans will be part of a REMIC, and will service the Assigned Loans in accordance with this AAR Agreement.

         8.       Notwithstanding  any term hereof to the contrary,  it is expressly  understood  and agreed by the parties hereto that
(i) this AAR Agreement is  acknowledged  and accepted by the Assignee not  individually  or  personally  but solely as Assignee for the
Trust in the exercise of the powers and authority  conferred and vested in it under the Pooling and Servicing  Agreement  (the "Pooling
and  Servicing  Agreement"),  dated as of June 1, 2006,  among SAMI II, the  Assignor,  the  Assignee,  and Wells Fargo Bank,  National
Association,  as  master  servicer  (the  "Master  Servicer")  and as  securities  administrator,  (ii)  each  of the  representations,
undertakings and Agreements herein made on behalf of the Trust is made and intended not as personal  representations,  undertakings and
Agreements  of the Assignee but is made and intended for the purpose of binding only the Trust and (iii) under no  circumstances  shall
the Assignee be  personally  liable for the payment of any  indebtedness  or expenses of the Assignee or the Trust or be liable for the
breach or failure of any  obligation,  representation,  warranty or covenant made or  undertaken  by the Assignee,  the Assignor or the
Trust under the  Servicing  Agreement  or the Pooling and  Servicing  Agreement.  Any  recourse  against the Assignee in respect of any
obligations  it may have under or  pursuant  to the terms of this AAR  Agreement  shall be limited  solely to the assets it may hold as
trustee of Bear Stearns ALT-A Trust 2006-4, Mortgage Pass-Through Certificates, Series 2006-4.

Modification of the Servicing Agreement

         9.  The Company and EMC hereby amend the Servicing Agreement as follows:

                  a.  Sections 6.04,  6.05, 6.07 and clause (x) of Section 10.01,  all as added by Amendment  Number 2 to the Servicing
                      Agreement are deleted in their entirety.

                  b.  Exhibit F to the Servicing  Agreement is hereby  deleted in its entirety and replace with the reporting  exhibits
                      attached hereto as Attachment 5 in formats mutually agreeable to the Company and the Master Servicer.

         10.  The Company and EMC hereby modify Amendment Reg AB as follows:

                  The following shall be added as Section 2(g)(vi) of Amendment Reg AB:

                           The Master  Servicer shall be considered a third party  beneficiary of Sections 2(d),  2(e) and 2(g) of this
                  Amendment Reg AB (with regard to Section 2(g),  solely with respect to noncompliance  under Sections 2(d) and 2(e) of
                  this Amendment Reg AB),  entitled to all of the rights and benefits  accruing to any Master  Servicer herein as if it
                  were a direct party to this Amendment Reg AB.

Miscellaneous

         11.      All demands,  notices and  communications  related to the Assigned  Loans,  the  Recognition  Agreement  and this AAR
Agreement  shall be in writing and shall be deemed to have been duly given if  personally  delivered at or mailed by  registered  mail,
postage prepaid, as follows:

                  (a)      In the case of Company,

                Countrywide Home Loans Servicing LP
                400 Countrywide Way
                Simi Valley, California 93065
                Attention:  John Lindberg, Rachel Meza, Eric Varnen and Yuan Li

                With a copy to:  General Counsel

                  (b)      In the case of Assignor,

                EMC Mortgage Corporation
                2780 Lake Vista Drive
                Lewisville, Texas 75067
                Attention: Conduit Seller Approval Dept.
                Facsimile: (214) 626-3751
                Email: sellerapproval@bear.com

                All notices and updates  required to be provided to the  Assignor  regarding  Regulation  AB pursuant to the  Servicing
                Agreement should be sent to the Assignor by email to regABnotifications@bear.com, and additionally:

                  (a)      for Item 1117 (Legal Proceedings) to:

                EMC Mortgage Corporation
                2780 Lake Vista Drive
                Lewisville, Texas 75067
                Attention: Conduit Seller Approval Dept.
                Facsimile: (214) 626-3751
                Email: sellerapproval@bear.com

                with copies to:

                Bear, Stearns & Co. Inc.
                383 Madison Avenue, 3rd Floor
                New York, NY  10179
                Attention:  Global Credit Administration
                Facsimile:  (212) 272-6564

                  (b)      For Item 1119 (Affiliations and Certain Relationships and Related Transactions) to:

                EMC Mortgage Corporation
                2780 Lake Vista Drive
                Lewisville, Texas 75067
                Attention: Conduit Seller Approval Dept.
                Facsimile: (214) 626-3751
                Email: sellerapproval@bear.com

                           with a copy to:

                Bear, Stearns & Co. Inc.
                383 Madison Avenue, 3rd Floor
                New York, NY  10179
                Attention:  Global Credit Administration
                Facsimile:  (212) 272-6564

                  (c)      In the case of the Securities Administrator,

                Wells Fargo Bank, National Association
                9062 Old Annapolis Road
                Columbia, Maryland 21045
                Attention: Client Manager BSALTA 2006-4 Telecopier No.: (410) 715-2380

                  (d)      In the case of Assignee,

                Citibank, N.A.
                388 Greenwich Street, 14th Floor
                New York, New York 10013
                Attention:  Structured Finance Agency & Trust —BSALTA 2006-4
                Telecopier No.: (212) 816-5527

         12.      Each party will pay any  commissions  it has incurred and the Assignor  shall pay the fees of its  attorneys  and the
reasonable fees of the attorneys of the Assignee and the Company in connection with the  negotiations  for,  documenting of and closing
of the transactions contemplated by this AAR Agreement.

         13.      This AAR  Agreement  shall be  construed  in  accordance  with the laws of the State of New York,  without  regard to
conflicts of law principles,  and the obligations,  rights and remedies of the parties hereunder shall be determined in accordance with
such laws.

         14.      No term or  provision  of this AAR  Agreement  may be waived or modified  unless such  waiver or  modification  is in
writing and signed by the party against whom such waiver or modification is sought to be enforced.

         15.      This AAR Agreement  shall inure to the benefit of the successors and assigns of the parties  hereto.  Any entity into
which Assignor,  Assignee or Company may be merged or consolidated  shall,  without the requirement for any further writing,  be deemed
Assignor, Assignee or Company, respectively, hereunder.

         16.      This AAR  Agreement  shall survive the  conveyance of the Assigned  Loans,  the  assignment of the  Agreements to the
extent of the Assigned Loans by Assignor to Assignee and the termination of the Agreements.

         17.      This AAR Agreement may be executed simultaneously in any number of counterparts.  Each counterpart shall be deemed to
be an original and all such counterparts shall constitute one and the same instrument.

         18.      In the event that any provision of this AAR Agreement  conflicts with any provision of the Agreements with respect to
the Assigned Loans, the terms of this AAR Agreement shall control.

         19.      The Company  hereby  acknowledges  that Wells Fargo  Bank,  National  Association  has been  appointed  as the master
servicer  of the  Mortgage  Loans  pursuant  to the  Pooling  and  Servicing  Agreement,  dated as of June 1, 2006,  among SAMI II, the
Assignor,  Wells Fargo Bank,  National  Association  and the  Assignee and  therefor  has the right to enforce all  obligations  of the
Company under the Recognition Agreement to the extent assigned under this AAR Agreement  (specifically  excluding,  without limitation,
any right, title and interest in, to or under the representations  and warranties  contained in Sections 3.01 and 3.02 of the Servicing
Agreement and any and all rights to enforce the  representations  and warranties set forth in those sections  against the Company which
are retained by the Assignor.  Notwithstanding  the foregoing,  it is understood  that the Company shall not be obligated to defend and
indemnify  and hold  harmless  the Master  Servicer,  the  Assignor and the Assignee  against any losses,  damages,  penalties,  fines,
forfeitures,  judgments and any related costs including,  without limitation,  reasonable and necessary legal fees,  resulting from (i)
actions of the Company which were taken upon the written  instruction or direction of the Master  Servicer or Assignee,  as applicable,
or (ii) the failure of the Master  Servicer to perform the  obligations of the Assignee as "Purchaser"  with respect to the Agreements.
The Company  shall make all  distributions  under the  Recognition  Agreement to the Master  Servicer by wire  transfer of  immediately
available funds to:

                  Wells Fargo Bank, National Association
                  ABA# 121000248
                  Account Name: SAS Clearing
                  Account # 3970771416
                  For Further Credit to: BSALTA 2006-4, Account #50927900.

  and the Company shall deliver all reports  required to be delivered  under the  Recognition  Agreement to the Assignee at the address
  set forth in Section 8 herein and to the Master Servicer at:

                  Wells Fargo Bank, National Association
                  9062 Old Annapolis Road
                  Columbia, Maryland 21045
                  Attention: BSALTA 2006-4
                  Telecopier No.: (410) 715-2380




         IN WITNESS WHEREOF, the parties hereto have executed this AAR Agreement as of the day and year first above written.

EMC MORTGAGE CORPORATION
Assignor


By:  ________________________________________________
Name:
Title:

CITIBANK, N.A.
AS TRUSTEE
Assignee


By:__________________________________________________
Name:
Title:

COUNTRYWIDE HOME LOANS SERVICING LP
Company
By:  Countrywide GP, Inc., its General Partner


By:__________________________________________________
Name:
Title:

ACKNOWLEDGED AND AGREED:

WELLS FARGO BANK,
NATIONAL ASSOCIATION


By:__________________________________________________
Name:
Title:


ACKNOWLEDGED AND AGREED:


STRUCTURED ASSET MORTGAGE INVESTMENTS II INC.



By:__________________________________________________
Name:
Title:




                                                             ATTACHMENT 1

                                                             CALLED LOANS






                                                             ATTACHMENT 2


                                                             2006-4 LOANS





                                                             ATTACHMENT 3


                                                          SERVICING AGREEMENT

                                                        ARTICLES IV, V, AND VI

ATTACHMENT 4

AFFILIATION DISCLOSURE
(Pursuant to Item 1119 of Regulation AB)

1. Sponsor and any affiliate, including but not limited to:
a. EMC Mortgage Corporation
b. Bear, Stearns & Co. Inc.
c. Bear, Stearns Securities Corp.
d. Bear Stearns Structured Products
e. Bear, Stearns International Limited

2. Depositor and any affiliate, including but not limited to:
a. Bear Stearns Asset Backed Securities I LLC
b. Structured Asset Mortgage Investments II Inc.

3. Bear Stearns ALT-A Trust 2006-4 and any affiliate

4. Citibank, N.A., as Trustee, and any affiliate

5. Significant obligor and any affiliate - None

6. Enhancement or support provider and any affiliate - None

7. 1100(d)(1) parties – any named party in the Securitization Transaction:

a. Cap Contract Provider: ABN AMRO Bank N.V.

b. Underwriter: Bear, Stearns & Co. Inc.

c. Servicers: Bank of America, N.A.; Chevy Chase Bank, FSB; EMC Mortgage Corporation; EverHome Mortgage Company; First
Horizon Home Loan Corporation; GMAC Mortgage Corporation; GreenPoint Mortgage Company; HSBC Mortgage Corporation (USA); IndyMac Bank,
FSB; Mid America Bank, FSB; PHH Mortgage Corporation; Union Federal Bank of Indianapolis; U.S. Bank National Association; Washington
Mutual Bank; Wells Fargo Bank, N.A.

d. Master Servicer: Wells Fargo Bank, National Association

e. Unaffiliated Servicer of 20%: EMC Mortgage Corporation

f. Originator of 10%: EMC Mortgage Corporation; IndyMac Bank, F.S.B.

g. Securities Administrator: Wells Fargo Bank, National Association

h. Custodian: Wells Fargo Bank, National Association




                                                             ATTACHMENT 5

                                                  REPORTING DATA FOR DEFAULTED LOANS

Data  must be  submitted  to Wells  Fargo  Bank in an Excel  spreadsheet  format  with  fixed  field  names  and data  type.  The Excel
spreadsheet should be used as a template consistently every month when submitting data.


Table: Delinquency
Name                                                     Type                                       Size
-------------------------------------------------------- ------------------- ----------------------------
-------------------------------------------------------- ------------------- ----------------------------
Servicer Loan #                                          Number                                        8
                                                         (Double)
Investor Loan #                                          Number                                        8
                                                         (Double)
Borrower Name                                            Text                                         20
Address                                                  Text                                         30
State                                                    Text                                          2
Due Date                                                 Date/Time                                     8
Action Code                                              Text                                          2
FC Received                                              Date/Time                                     8
File Referred to Atty                                    Date/Time                                     8
NOD                                                      Date/Time                                     8
Complaint Filed                                          Date/Time                                     8
Sale Published                                           Date/Time                                     8
Target Sale Date                                         Date/Time                                     8
Actual Sale Date                                         Date/Time                                     8
Loss Mit Approval Date                                   Date/Time                                     8
Loss Mit Type                                            Text                                          5
Loss Mit Estimated Completion                            Date/Time                                     8
Date
Loss Mit Actual Completion Date                          Date/Time                                     8
Loss Mit Broken Plan Date                                Date/Time                                     8
BK Chapter                                               Text                                          6
BK Filed Date                                            Date/Time                                     8
Post Petition Due                                        Date/Time                                     8
Motion for Relief                                        Date/Time                                     8
Lift of Stay                                             Date/Time                                     8
RFD                                                      Text                                         10
Occupant Code                                            Text                                         10
Eviction Start Date                                      Date/Time                                     8
Eviction Completed Date                                  Date/Time                                     8
List Price                                               Currency                                      8
List Date                                                Date/Time                                     8
Accepted Offer Price                                     Currency                                      8
Accepted Offer Date                                      Date/Time                                     8
Estimated REO Closing Date                               Date/Time                                     8
Actual REO Sale Date                                     Date/Time                                     8

•    Items in bold are MANDATORY FIELDS. We must receive information in those fields every month in order for your file to be accepted.




The Action Code Field should show the applicable  numeric code to indicate that a special  action is being taken.  The Action Codes are
the following:

              12-Relief Provisions
              15-Bankruptcy/Litigation
              20-Referred for Deed-in-Lieu
              30-Referred fore Foreclosure
              60-Payoff
              65-Repurchase
              70-REO-Held for Sale
              71-Third Party Sale/Condemnation
              72-REO-Pending Conveyance-Pool Insurance claim filed



Wells Fargo Bank will accept alternative Action Codes to those above, provided that the Codes are consistent with industry standards.
If Action Codes other than those above are used, the Servicer must supply Wells Fargo Bank with a description of each of the Action
Codes prior to sending the file.

Description of Action Codes:

Action Code 12 - To report a Mortgage Loan for which the Borrower has been granted relief for curing a delinquency.  The Action Date
is the date the relief is expected to end.  For military indulgence, it will be three months after the Borrower's discharge from
military service.

Action Code 15 - To report the Borrower's filing for bankruptcy or instituting some other type of litigation that will prevent or
delay liquidation of the Mortgage Loan.  The Action Date will be either the date that any repayment plan (or forbearance) instituted
by the bankruptcy court will expire or an additional date by which the litigation should be resolved.

Action Code 20 - To report that the Borrower has agreed to a deed-in-lieu or an assignment of the property. The Action Date is the
date the Servicer decided to pursue a deed-in-lieu or the assignment.

Action Code 30 - To report that the decision has been made to foreclose the Mortgage Loan.  The Action Date is the date the Servicer
referred the case to the foreclosure attorney.

Action Code 60 - To report that a Mortgage Loan has been paid in full either at, or prior to, maturity.  The Action Date is the date
the pay-off funds were remitted to the Master Servicer.

Action Code 65 - To report that the Servicer is repurchasing the Mortgage Loan.  The Action Date is the date the repurchase proceeds
were remitted to the Master Servicer.

Action Code 70 - To report that a Mortgage Loan has been foreclosed or a deed-in-lieu of foreclosure has been accepted, and the
Servicer, on behalf of the owner of the Mortgage Loan, has acquired the property and may dispose of it.  The Action Date is the date
of the foreclosure sale or, for deeds-in-lieu, the date the deed is recorded on behalf of the owner of the Mortgage Loan.

Action Code 71 - To report that a Mortgage Loan has been foreclosed and a third party acquired the property, or a total condemnation
of the property has occurred.  The Action Date is the date of the foreclosure sale or the date the condemnation award was received.

Action Code 72 - To report that a Mortgage Loan has been foreclosed, or a deed-in-lieu has been accepted, and the property may be
conveyed to the mortgage insurer and the pool insurance claim has been filed.  The Action Date is the date of the foreclosure sale,
or, for deeds-in-lieu, the date of the deed for conventional mortgages.

The Loss Mit Type field should show the approved Loss Mitigation arrangement.  The following are acceptable:

         ASUM-Approved Assumption
         BAP-Borrower Assistance Program
         CO-Charge Off
         DIL-Deed-in-Lieu
         FFA-Formal Forbearance Agreement
         MOD-Loan Modification
         PRE-Pre-Sale
         SS-Short Sale
         MISC-Anything else approved by the PMI or Pool Insurer


Wells Fargo Bank will accept alternative Loss Mitigation Types to those above, provided that they are consistent with industry
standards.  If Loss Mitigation Types other than those above are used, the Servicer must supply Wells Fargo Bank with a description of
each of the Loss Mitigation Types prior to sending the file.


The Occupant Code field should show the current status of the property.  The acceptable codes are:


         Mortgagor
         Tenant
         Unknown
         Vacant




                       REALIZED LOSS CALCULATION INFORMATION

WELLS FARGO BANK, N.A. Form 332




Calculation of Realized Loss

Purpose

To provide the  Servicer  with a form for the  calculation  of any Realized  Loss (or gain) as a result of a Mortgage  Loan having been
foreclosed and Liquidated.

Distribution

The Servicer  will prepare the form in duplicate and send the original  together  with evidence of conveyance of title and  appropriate
supporting  documentation  to the Master Servicer with the Monthly  Accounting  Reports which supports the Mortgage Loan's removal from
the Mortgage Loan Activity Report. The Servicer will retain the duplicate for its own records.

Due Date

With  respect to any  liquidated  Mortgage  Loan,  the form will be  submitted  to the Master  Servicer no later than the date on which
statements are due to the Master  Servicer under Section 4.02 of this Agreement (the "Statement  Date") in the month following  receipt
of final  liquidation  proceeds  and  supporting  documentation  relating to such  liquidated  Mortgage  Loan;  provided,  that if such
Statement  Date is not at least 30 days after  receipt of final  liquidation  proceeds and  supporting  documentation  relating to such
liquidated  Mortgage Loan, then the form will be submitted on the first  Statement Date occurring after the 30th day following  receipt
of final liquidation proceeds and supporting documentation.

Preparation Instructions

The numbers on the form correspond with the numbers listed below.

1.       The actual Unpaid Principal Balance of the Mortgage Loan.
2.       The Total Interest Due less the aggregate  amount of servicing fee that would have been earned if all delinquent  payments had
been made as agreed.

3-7.     Complete as necessary.  All line entries must be supported by copies of appropriate statements,
         vouchers, receipts, canceled checks, etc., to document the expense.  Entries not properly
         documented will not be reimbursed to the Servicer.

8.       Accrued Servicing Fees based upon the Scheduled Principal Balance of the Mortgage Loan as calculated on a monthly basis.
10.      The total of lines 1 through 9.

Credits

11-17.   Complete as  necessary.  All line entries must be supported by copies of the  appropriate  claims forms,  statements,  payment
         checks,  etc. to document the credit.  If the Mortgage  Loan is subject to a Bankruptcy  Deficiency,  the  difference  between
         the Unpaid Principal  Balance of the Note prior to the Bankruptcy  Deficiency and the Unpaid  Principal  Balance as reduced by
         the Bankruptcy Deficiency should be input on line 16.

18.      The total of lines 11 through 17.

Total Realized Loss (or Amount of Any Gain)

19.      The  total  derived  from  subtracting  line 18 from 10.  If the  amount  represents  a  realized  gain,  show the  amount  in
         parenthesis (  ).




                                                        WELLS FARGO BANK, N.A.
                                                     CALCULATION OF REALIZED LOSS



           WELLS FARGO BANK, N.A. Trust:  ___________________________

           Prepared by: __________________ Date: _______________

           Phone: ______________________

         Servicer Loan No.                  Servicer Name     Servicer Address

WELLS FARGO BANK, N.A.
Loan No._____________________________
Borrower's Name:________________________________________________________
Property
Address:________________________________________________________________

Liquidation and Acquisition Expenses:
Actual Unpaid Principal Balance of Mortgage Loan                              $ _______________(1)
Interest accrued at Net Rate                                                   ________________(2)
Attorney's Fees                                                                ________________(3)
Taxes                                                                          ________________(4)
Property Maintenance                                                           ________________(5)
MI/Hazard Insurance Premiums                                                   ________________(6)
Hazard Loss Expenses                                                           ________________(7)
Accrued Servicing Fees                                                         ________________(8)
Other (itemize)                                                                ________________(9)
                                                                               $ _________________



Total Expenses                                                                $ ______________(10)
Credits:
Escrow Balance                                                                $ ______________(11)
HIP Refund                                                                    ________________(12)
Rental Receipts                                                               ________________(13)
Hazard Loss Proceeds                                                          ________________(14)
Primary Mortgage Insurance Proceeds                                           ________________(15)
Proceeds from Sale of Acquired Property                                       ________________(16)
Other (itemize)                                                               ________________(17)
                                                                    ___________________
                                                                    ___________________
Total Credits                                                                $________________(18)

                                       Total Realized Loss (or Amount of Gain) $________________



l


------------------ --------------- ---------------- --------------- ---------------- ---------------- ----------------
      Type           Date Paid        Period of       Total Paid      Base Amount       Penalties        Interest
   (Tax /Ins.)                        Coverage
------------------ --------------- ---------------- --------------- ---------------- ---------------- ----------------
------------------ --------------- ---------------- --------------- ---------------- ---------------- ----------------

------------------ --------------- ---------------- --------------- ---------------- ---------------- ----------------
------------------ --------------- ---------------- --------------- ---------------- ---------------- ----------------

------------------ --------------- ---------------- --------------- ---------------- ---------------- ----------------
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------------------ --------------- ---------------- --------------- ---------------- ---------------- ----------------
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------------------ --------------- ---------------- --------------- ---------------- ---------------- ----------------
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------------------ --------------- ---------------- --------------- ---------------- ---------------- ----------------




                      Standard File Layout - Master Servicing
---------------------------------------------------------------------------------------------- --------------------------- --------
Column Name                  Description                                             Decimal    Format Comment              Max
                                                                                                                            Size
---------------------------- ------------------------------------------------------- ---------- --------------------------- --------
SER_INVESTOR_NBR             A value  assigned by the Servicer to define a group of             Text up to 10 digits             20
                             loans.
---------------------------- ------------------------------------------------------- ---------- --------------------------- --------
LOAN_NBR                     A  unique  identifier  assigned  to  each  loan by the             Text up to 10 digits             10
                             investor.
---------------------------- ------------------------------------------------------- ---------- --------------------------- --------
SERVICER_LOAN_NBR            A unique  number  assigned to a loan by the  Servicer.             Text up to 10 digits             10
                             This may be different than the LOAN_NBR.
---------------------------- ------------------------------------------------------- ---------- --------------------------- --------
BORROWER_NAME                The borrower  name as received in the file.  It is not             Maximum   length   of   30       30
                             separated by first and last name.                                  (Last, First)
---------------------------- ------------------------------------------------------- ---------- --------------------------- --------
SCHED_PAY_AMT                Scheduled  monthly  principal and  scheduled  interest      2      No   commas(,)  or  dollar       11
                             payment  that a  borrower  is  expected  to  pay,  P&I             signs ($)
                             constant.
---------------------------- ------------------------------------------------------- ---------- --------------------------- --------
NOTE_INT_RATE                The loan interest rate as reported by the Servicer.         4      Max length of 6                   6
---------------------------- ------------------------------------------------------- ---------- --------------------------- --------
NET_INT_RATE                 The loan  gross  interest  rate less the  service  fee      4      Max length of 6                   6
                             rate as reported by the Servicer.
---------------------------- ------------------------------------------------------- ---------- --------------------------- --------
SERV_FEE_RATE                The  servicer's fee rate for a loan as reported by the      4      Max length of 6                   6
                             Servicer.
---------------------------- ------------------------------------------------------- ---------- --------------------------- --------
SERV_FEE_AMT                 The  servicer's  fee amount for a loan as  reported by      2      No   commas(,)  or  dollar       11
                             the Servicer.                                                      signs ($)
---------------------------- ------------------------------------------------------- ---------- --------------------------- --------
NEW_PAY_AMT                  The  new  loan  payment  amount  as  reported  by  the      2      No   commas(,)  or  dollar       11
                             Servicer.                                                          signs ($)
---------------------------- ------------------------------------------------------- ---------- --------------------------- --------
NEW_LOAN_RATE                The new loan rate as reported by the Servicer.              4      Max length of 6                   6
---------------------------- ------------------------------------------------------- ---------- --------------------------- --------
ARM_INDEX_RATE               The  index  the  Servicer  is  using  to  calculate  a      4      Max length of 6                   6
                             forecasted rate.
---------------------------- ------------------------------------------------------- ---------- --------------------------- --------
ACTL_BEG_PRIN_BAL            The  borrower's   actual  principal   balance  at  the      2      No   commas(,)  or  dollar       11
                             beginning of the processing cycle.                                 signs ($)
---------------------------- ------------------------------------------------------- ---------- --------------------------- --------
ACTL_END_PRIN_BAL            The borrower's  actual principal balance at the end of      2      No   commas(,)  or  dollar       11
                             the processing cycle.                                              signs ($)
---------------------------- ------------------------------------------------------- ---------- --------------------------- --------
BORR_NEXT_PAY_DUE_DATE       The  date  at the end of  processing  cycle  that  the             MM/DD/YYYY                       10
                             borrower's  next  payment is due to the  Servicer,  as
                             reported by Servicer.
---------------------------- ------------------------------------------------------- ---------- --------------------------- --------
SERV_CURT_AMT_1              The first curtailment amount to be applied.                 2      No   commas(,)  or  dollar       11
                                                                                                signs ($)
---------------------------- ------------------------------------------------------- ---------- --------------------------- --------
SERV_CURT_DATE_1             The   curtailment   date  associated  with  the  first             MM/DD/YYYY                       10
                             curtailment amount.
---------------------------- ------------------------------------------------------- ---------- --------------------------- --------
CURT_ADJ_ AMT_1              The  curtailment  interest  on the  first  curtailment      2      No   commas(,)  or  dollar       11
                             amount, if applicable.                                             signs ($)
---------------------------- ------------------------------------------------------- ---------- --------------------------- --------
SERV_CURT_AMT_2              The second curtailment amount to be applied.                2      No   commas(,)  or  dollar       11
                                                                                                signs ($)
---------------------------- ------------------------------------------------------- ---------- --------------------------- --------
SERV_CURT_DATE_2             The  curtailment   date  associated  with  the  second             MM/DD/YYYY                       10
                             curtailment amount.
---------------------------- ------------------------------------------------------- ---------- --------------------------- --------
CURT_ADJ_ AMT_2              The  curtailment  interest  on the second  curtailment      2      No   commas(,)  or  dollar       11
                             amount, if applicable.                                             signs ($)
---------------------------- ------------------------------------------------------- ---------- --------------------------- --------
SERV_CURT_AMT_3              The third curtailment amount to be applied.                 2      No   commas(,)  or  dollar       11
                                                                                                signs ($)
---------------------------- ------------------------------------------------------- ---------- --------------------------- --------
SERV_CURT_DATE_3             The   curtailment   date  associated  with  the  third             MM/DD/YYYY                       10
                             curtailment amount.
---------------------------- ------------------------------------------------------- ---------- --------------------------- --------
CURT_ADJ_AMT_3               The  curtailment  interest  on the  third  curtailment      2      No   commas(,)  or  dollar       11
                             amount, if applicable.                                             signs ($)
---------------------------- ------------------------------------------------------- ---------- --------------------------- --------
PIF_AMT                      The loan  "paid in full"  amount  as  reported  by the      2      No   commas(,)  or  dollar       11
                             Servicer.                                                          signs ($)
---------------------------- ------------------------------------------------------- ---------- --------------------------- --------
PIF_DATE                     The paid in full date as reported by the Servicer.                 MM/DD/YYYY                       10
---------------------------- ------------------------------------------------------- ---------- --------------------------- --------
                                                                                                Action      Code      Key:        2
                                                                                                15=Bankruptcy,
                                                                                                30=Foreclosure,  , 60=PIF,
ACTION_CODE                  The  standard  FNMA  numeric code used to indicate the             63=Substitution,
                             default/delinquent status of a particular loan.                    65=Repurchase,70=REO
---------------------------- ------------------------------------------------------- ---------- --------------------------- --------
INT_ADJ_AMT                  The amount of the interest  adjustment  as reported by      2      No   commas(,)  or  dollar       11
                             the Servicer.                                                      signs ($)
---------------------------- ------------------------------------------------------- ---------- --------------------------- --------
SOLDIER_SAILOR_ADJ_AMT       The  Soldier   and  Sailor   Adjustment   amount,   if      2      No   commas(,)  or  dollar       11
                             applicable.                                                        signs ($)
---------------------------- ------------------------------------------------------- ---------- --------------------------- --------
NON_ADV_LOAN_AMT             The Non Recoverable Loan Amount, if applicable.             2      No   commas(,)  or  dollar       11
                                                                                                signs ($)
---------------------------- ------------------------------------------------------- ---------- --------------------------- --------
LOAN_LOSS_AMT                The amount  the  Servicer  is  passing  as a loss,  if      2      No   commas(,)  or  dollar       11
                             applicable.                                                        signs ($)
---------------------------- ------------------------------------------------------- ---------- --------------------------- --------
SCHED_BEG_PRIN_BAL           The scheduled  outstanding principal amount due at the      2      No   commas(,)  or  dollar       11
                             beginning  of the cycle  date to be passed  through to             signs ($)
                             investors.
---------------------------- ------------------------------------------------------- ---------- --------------------------- --------
SCHED_END_PRIN_BAL           The  scheduled  principal  balance due to investors at      2      No   commas(,)  or  dollar       11
                             the end of a processing cycle.                                     signs ($)
---------------------------- ------------------------------------------------------- ---------- --------------------------- --------
SCHED_PRIN_AMT               The  scheduled  principal  amount as  reported  by the      2      No   commas(,)  or  dollar       11
                             Servicer for the current cycle -- only  applicable for             signs ($)
                             Scheduled/Scheduled Loans.
---------------------------- ------------------------------------------------------- ---------- --------------------------- --------
SCHED_NET_INT                The scheduled  gross interest  amount less the service      2      No   commas(,)  or  dollar       11
                             fee amount for the  current  cycle as  reported by the             signs ($)
                             Servicer -- only  applicable  for  Scheduled/Scheduled
                             Loans.
---------------------------- ------------------------------------------------------- ---------- --------------------------- --------
ACTL_PRIN_AMT                The actual  principal amount collected by the Servicer      2      No   commas(,)  or  dollar       11
                             for the  current  reporting  cycle -- only  applicable             signs ($)
                             for Actual/Actual Loans.
---------------------------- ------------------------------------------------------- ---------- --------------------------- --------
ACTL_NET_INT                 The actual gross interest  amount less the service fee      2      No   commas(,)  or  dollar       11
                             amount for the current  reporting cycle as reported by             signs ($)
                             the  Servicer  -- only  applicable  for  Actual/Actual
                             Loans.
---------------------------- ------------------------------------------------------- ---------- --------------------------- --------
PREPAY_PENALTY_ AMT          The penalty  amount  received when a borrower  prepays      2      No   commas(,)  or  dollar       11
                             on his loan as reported by the Servicer.                           signs ($)
---------------------------- ------------------------------------------------------- ---------- --------------------------- --------
PREPAY_PENALTY_ WAIVED       The  prepayment  penalty amount for the loan waived by      2      No   commas(,)  or  dollar       11
                             the servicer.                                                      signs ($)
---------------------------- ------------------------------------------------------- ---------- --------------------------- --------

---------------------------- ------------------------------------------------------- ---------- --------------------------- --------
MOD_DATE                     The  Effective  Payment Date of the  Modification  for             MM/DD/YYYY                       10
                             the loan.
---------------------------- ------------------------------------------------------- ---------- --------------------------- --------
MOD_TYPE                     The Modification Type.                                             Varchar  -  value  can  be       30
                                                                                                alpha or numeric
---------------------------- ------------------------------------------------------- ---------- --------------------------- --------
DELINQ_P&I_ADVANCE_AMT       The  current   outstanding   principal   and  interest      2      No   commas(,)  or  dollar       11
                             advances made by Servicer.                                         signs ($)
---------------------------- ------------------------------------------------------- ---------- --------------------------- --------













                            ______________________________________________________________________________






                                             STRUCTURED ASSET MORTGAGE INVESTMENTS II INC.
                                                                 Owner

                                                                  and

                                                       EMC MORTGAGE CORPORATION
                                                               Servicer




                                                          SERVICING AGREEMENT

                                                       Dated as of June 1, 2006





                                   _________________________________________________________________





EXHIBITS


Exhibit A         Mortgage Loan Schedule

Exhibit B         Custodial Account Letter Agreement

Exhibit C         Escrow Account Letter Agreement

Exhibit D         Form of Request for Release

Exhibit E         Reporting Data for Monthly Report

Exhibit F         Reporting Data for Defaulted Loans

Exhibit G         Form of Owner Certification

Exhibit H         Summary of Regulation AB Servicing Criteria

Exhibit I         Summary of Applicable Regulation AB Requirements

Exhibit J         Servicing Criteria to be Addressed in Assessment of Compliance

Exhibit K         Reporting Data for Realized Losses and Gains





         THIS IS A SERVICING  AGREEMENT,  dated as of June 1, 2006, and is executed between  Structured  Asset Mortgage  Investments II
Inc. (the "Owner") and EMC Mortgage Corporation (the "Servicer").

                                                         W I T N E S S E T H :

         WHEREAS, the Owner is the owner of the Mortgage Loans;

         WHEREAS, the Owner and the Servicer wish to prescribe the permanent management, servicing and control of the Mortgage Loans;

         NOW,  THEREFORE,  in  consideration  of the  mutual  agreements  hereinafter  set  forth,  and for  other  good  and  valuable
consideration, the receipt and adequacy of which is hereby acknowledged, the Owner and the Servicer agree as follows:

                                                               ARTICLE I
                                                              DEFINITIONS

         Section 1.01.     Defined Terms.

         Whenever used in this  Agreement,  the following  words and phrases,  unless the context  otherwise  requires,  shall have the
following meaning specified in this Article:

         Accepted  Servicing  Practices:  The procedures,  including prudent  collection and loan  administration  procedures,  and the
standard of care (i) employed by prudent  mortgage  servicers  which service  mortgage  loans of the same type as the Mortgage Loans in
the  jurisdictions in which the related Mortgage  Properties are located or (ii) in accordance with the Fannie Mae Guide or Freddie Mac
Guide,  subject to any variances  negotiated  with Fannie Mae or Freddie Mac and subject to the express  provisions of this  Agreement.
Such  standard of care shall not be lower than that the Servicer  customarily  employs and  exercises in  servicing  and  administering
similar mortgage loans for its own account and shall be in full compliance with all federal,  state, and local laws, ordinances,  rules
and regulations.

         Adjustment  Date: As to each ARM Loan, the date on which the Mortgage  Interest Rate is adjusted in accordance  with the terms
of the related Mortgage Note.

         Agreement:  This Servicing Agreement including all exhibits hereto, amendments hereof and supplements hereto.

         ARM Loans:  First lien,  conventional,  1-4 family  residential  Mortgage  Loans with interest rates which adjust from time to
time in  accordance  with the  related  Index and are  subject  to  Periodic  Rate  Caps and  Lifetime  Rate Caps and which may  permit
conversion to fixed interest rates.

         Business  Day:  Any day other than (i) a Saturday or Sunday,  or (ii) a legal  holiday in the States of  Maryland,  Minnesota,
New York or the jurisdiction in which the Servicer  conducts its servicing  activities,  or (iii) a day on which banks in the States of
Maryland,  Minnesota,  New York or the jurisdiction in which the Servicer conducts its servicing activities are authorized or obligated
by law or executive order to be closed.

         Code:  The Internal  Revenue Code of 1986,  as it may be amended from time to time,  or any  successor  statute  thereto,  and
applicable U.S. Department of the Treasury regulations issued pursuant thereto.

         Commission or SEC:  The Securities and Exchange Commission.

         Condemnation  Proceeds:  All awards or  settlements  in respect of a  Mortgaged  Property,  whether  permanent  or  temporary,
partial or entire,  by  exercise  of the power of eminent  domain or  condemnation,  to the extent not  required  to be  released  to a
Mortgagor in accordance with the terms of the related Mortgage Loan Documents.

         Custodial  Account:  One or more demand  account or accounts  created and  maintained  pursuant to Section 4.04 which shall be
entitled  "EMC  Custodial  Account  in trust for SAMI II,  Owner of Whole Loan  Mortgages  and  various  Mortgagors"  established  at a
Qualified  Depository,  each of which accounts shall be held by such Qualified  Depository in a fiduciary capacity,  separate and apart
from its funds and general assets.

         Custodian:  Wells Fargo Bank, National Association, or such other custodian as Owner shall designate.

         Cut-off Date:  The open of business on June 1, 2006.

         Delinquent:  As defined in the related pooling and servicing agreement.

         Depositor: The depositor, as such term is defined in Regulation AB, with respect to any Pass-Through Transfer.

         Determination  Date:  The 15th day (or if such 15th day is not a Business  Day, the Business Day  immediately  preceding  such
15th day) of the month of the Remittance Date.

         Due Date:  Each day on which  payments of principal and interest are required to be paid in  accordance  with the terms of the
related Mortgage Note, exclusive of any days of grace.

         Due Period:  With respect to each  Remittance  Date, the period  commencing on the second day of the month preceding the month
of such Remittance Date and ending on the first day of the month of the Remittance Date.

         Escrow  Account:  The  separate  trust  account or accounts  created and  maintained  pursuant to Section  4.06 which shall be
entitled "EMC Escrow Account,  in trust for SAMI II, Owner of Whole Loan Mortgages and various  Mortgagors" and shall be established at
a Qualified Depository, each of which accounts shall in no event contain funds in excess of the FDIC insurance limits.

         Escrow  Payments:  With respect to any Mortgage  Loan,  the amounts  constituting  ground  rents,  taxes,  assessments,  water
rates, sewer rents, municipal charges,  mortgage insurance premiums,  fire and hazard insurance premiums,  condominium charges, and any
other payments required to be escrowed by the Mortgagor with the mortgagee pursuant to the Mortgage or any other document.

         Event of Default:   Any one of the conditions or circumstances enumerated in Section 9.01.

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

         Fannie Mae:  Fannie Mae, or any successor thereto.

         Fannie Mae Guide:   The Fannie Mae Selling Guide and the Fannie Mae Servicing Guide and all amendments or additions thereto.

         Fidelity Bond:  A fidelity bond to be maintained by the Servicer pursuant to Section 4.12.

         FIRREA:   The Financial Institutions Reform, Recovery, and Enforcement Act of 1989, as amended from time to time.

         Freddie Mac:  Freddie Mac, or any successor thereto.

         Freddie Mac Guide:  The  Freddie  Mac Selling  Guide and the Freddie  Mac  Servicing  Guide and all  amendments  or  additions
thereto.

         Full Principal Prepayment:  A Principal Prepayment made by a Mortgagor of the entire principal balance of a Mortgage Loan.

         GAAP:  Generally accepted accounting procedures, consistently applied.

         HUD:   The United States Department of Housing and Urban Development or any successor.

         Index:  With respect to each ARM Loan,  on the related  Adjustment  Date,  the index used to determine  the Mortgage  Interest
Rate on each such ARM Loan.

         Insurance  Proceeds:  With respect to each Mortgage  Loan,  proceeds of insurance  policies  insuring the Mortgage Loan or the
related Mortgaged Property.

         Lifetime  Rate Cap: With respect to each ARM Loan,  the maximum  Mortgage  Interest Rate over the term of such Mortgage  Loan,
as specified in the related Mortgage Note.

         Liquidation  Proceeds:  Amounts,  other than Insurance  Proceeds and  Condemnation  Proceeds,  received in connection with the
liquidation of a defaulted  Mortgage Loan,  whether through the sale or assignment of such Mortgage Loan,  trustee's sale,  foreclosure
sale or otherwise, other than amounts received following the acquisition of an REO Property pursuant to Section 4.13.

         Margin:  With respect to each ARM Loan,  the fixed  percentage  amount set forth in each related  Mortgage Note which is added
to the Index in order to determine the related Mortgage Interest Rate.

         Master Servicer:  Wells Fargo Bank,  National  Association,  its successors in interest and assigns,  or any successor thereto
designated by the Owner.

         Monthly Advance:   The aggregate of the advances made by the Servicer on any Remittance Date pursuant to Section 5.03.

         Monthly  Payment:  With respect to each Mortgage Loan, the scheduled  monthly payment of principal and interest  thereon which
is payable by the related Mortgagor under the related Mortgage Note.

         Mortgage:  The  mortgage,  deed of trust or other  instrument  securing  a  Mortgage  Note  which  creates a first  lien on an
unsubordinated estate in fee simple in real property securing the Mortgage Note.

         Mortgage  Interest  Rate:  The annual rate at which  interest  accrues on any Mortgage Loan in accordance  with the provisions
of the related  Mortgage Note, and in the case of an ARM Loan, as adjusted from time to time on each  Adjustment Date for such Mortgage
Loan to equal the Index for such  Mortgage  Loan plus the  Margin for such  Mortgage  Loan,  and  subject  to the  limitations  on such
interest rate imposed by the Periodic Rate Cap and the Lifetime Rate Cap.

         Mortgage Loan: An individual  Mortgage Loan described  herein and as further  identified on the Mortgage Loan Schedule,  which
Mortgage Loan includes  without  limitation the Mortgage Loan  Documents,  the Monthly  Payments,  Principal  Prepayments,  Liquidation
Proceeds,  Condemnation  Proceeds,  Insurance  Proceeds,  REO  Disposition  Proceeds,  and all other  rights,  benefits,  proceeds  and
obligations arising from or in connection with such Mortgage Loan.

         Mortgage Loan Documents:  The original mortgage loan legal documents held by the Custodian.

         Mortgage  Loan  Remittance  Rate:  With  respect to each  Mortgage  Loan,  the annual rate of interest  remitted to the Owner,
which shall be equal to the related Mortgage Interest Rate minus the Servicing Fee Rate.

         Mortgage Loan Schedule:  The schedule of Mortgage Loans  attached  hereto as Exhibit A, such schedule being  acceptable to the
Owner and the Servicer.

         Mortgage Note:  The note or other evidence of the indebtedness of a Mortgagor secured by a Mortgage.

         Mortgaged Property:  The underlying real property securing repayment of a Mortgage Note.

         Mortgagor:  The obligor on a Mortgage Note.

         Net Liquidation  Proceeds:  As to any Mortgage Loan,  Liquidation Proceeds net of unreimbursed  Servicing Advances,  Servicing
Fees and Monthly  Advances and expenses  incurred by the  Servicer in  connection  with the  liquidation  of the Mortgage  Loan and the
related Mortgaged Property.

         Nonrecoverable  Advance:  Any advance  previously  made by the  Servicer  pursuant to Section  5.03 or any  Servicing  Advance
proposed to be made by the Servicer in respect of a Mortgage Loan or REO Property  which,  in the good faith  judgment of the Servicer,
may not be  ultimately  recoverable  by the Servicer  from  Liquidation  Proceeds or Insurance  Proceeds on such  Mortgage  Loan or REO
Property as provided herein.  The determination by the Servicer that it has made a Nonrecoverable  Advance,  or that a proposed advance
may constitute a  Nonrecoverable  Advance,  shall be evidenced by an Officer's  Certificate of the Servicer  delivered to the Owner and
detailing the reasons for such determination.

         Officer's  Certificate:  A certificate  signed by the Chairman of the Board, the Vice Chairman of the Board, the President,  a
Senior Vice  President  or a Vice  President or by the  Treasurer or the  Secretary  or one of the  Assistant  Treasurers  or Assistant
Secretaries of the Servicer, and delivered to the Owner as required by this Agreement.

         Opinion of  Counsel:  A written  opinion of  counsel,  who may be an  employee  of the party on behalf of whom the  opinion is
being given, reasonably acceptable to the Owner.

         Owner:  Structured  Asset  Mortgage  Investments II Inc.  ("SAMI II"),  its successors in interest and assigns  (including the
Trustee in connection with a Pass-Through Transfer).

         Partial Principal Prepayment:  A Principal Prepayment by a Mortgagor of a partial principal balance of a Mortgage Loan.

         Pass-Through  Transfer:  Any  transaction  involving  either (1) a sale or other transfer of some or all of the Mortgage Loans
directly or indirectly to an issuing entity in connection with an issuance of publicly  offered or privately  placed,  rated or unrated
mortgage-backed  securities or (2) an issuance of publicly offered or privately placed,  rated or unrated  securities,  the payments on
which are determined  primarily by reference to one or more portfolios of residential  mortgage loans consisting,  in whole or in part,
of some or all of the Mortgage Loans.

         Periodic  Rate Cap:  With  respect to each ARM Loan,  the maximum  increase or decrease in the Mortgage  Interest  Rate on any
Adjustment Date.

         Permitted Investments:  Any one or more of the following obligations or securities:

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

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

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

                  (iv)     securities  bearing  interest or sold at a discount issued by any corporation  (including any Trustee or the
                  Master Servicer)  incorporated  under the laws of the United States of America or any state thereof that are rated in
                  one of the two  highest  rating  categories  by each  Rating  Agency at the time of such  investment  or  contractual
                  commitment providing for such investment;  provided,  however,  that securities issued by any particular  corporation
                  will not be Permitted  Investments to the extent that investments  therein will cause the then outstanding  principal
                  amount of securities  issued by such  corporation  and held as Permitted  Investments  to exceed 10% of the aggregate
                  outstanding principal balances and amounts of all the Permitted Investments;

                  (v)      commercial paper (including both non-interest-bearing  discount obligations and interest-bearing obligations
                  payable on demand or on a specified  date not more than one year after the date of issuance  thereof) which are rated
                  in one of the two highest rating categories by each Rating Agency at the time of such investment;

                  (vi)     any other demand, money market or time deposit,  obligation,  security or investment as may be acceptable to
                  each Rating Agency; and

                  (vii)    any money market funds the  collateral  of which  consists of  obligations  fully  guaranteed  by the United
                  States of America or any agency or  instrumentality  of the United  States of America  the  obligations  of which are
                  backed by the full faith and  credit of the  United  States of America  (which  may  include  repurchase  obligations
                  secured by collateral  described in clause (i)) and other  securities  (including  money market or common trust funds
                  for which any Trustee or the Master  Servicer or any  affiliate  thereof  acts as a manager or an advisor)  and which
                  money market funds are rated in one of the two highest rating categories by each Rating Agency;

provided,  however,  that no instrument or security shall be a Permitted Investment if such instrument or security evidences a right to
receive only interest  payments with respect to the obligations  underlying such instrument or if such security provides for payment of
both principal and interest with a yield to maturity in excess of 120% of the yield to maturity at par.

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

         Prepayment  Charge:  Any  prepayment  premium,  penalty or charge  payable by a Mortgagor  in  connection  with any  Principal
Prepayment on a Mortgage Loan pursuant to the terms of the related Mortgage Note.

         Prepayment  Interest  Excess:  With respect to any Remittance Date, for each Mortgage Loan that was the subject of a Principal
Prepayment  in full or in part during the portion of the related  Prepayment  Period  occurring  between the first day of the  calendar
month in which such Remittance Date occurs and the  Determination  Date of the calendar month in which such Remittance Date occurs,  an
amount equal to interest (to the extent  received) at the  applicable  Mortgage Loan  Remittance  Rate on the amount of such  Principal
Prepayment  for the number of days  commencing on the first day of the calendar month in which such  Remittance  Date occurs and ending
on the last date through which interest is collected from the related Mortgagor.

         Prepayment  Interest  Shortfall:  With respect to any  Remittance  Date, for each such Mortgage Loan that was the subject of a
Principal  Prepayment during the portion of the related  Prepayment  Period occurring  between the first day of the related  Prepayment
Period and the last day of the calendar month  preceding the month in which such  Remittance  Date occurs,  an amount equal to interest
(to be paid by the Servicer out of its own funds without  reimbursement  therefor) at the applicable  Mortgage Loan  Remittance Rate on
the amount of such  Principal  Prepayment  for the number of days  commencing on the date on which the prepayment is applied and ending
on the last day of the calendar month preceding such Remittance Date.

         Prepayment  Period:  As to any Remittance Date, (a) in the case of Full Principal  Prepayments,  the period  commencing on the
16th day of the month prior to the month in which the related  Remittance  Date occurs and ending on the 15th day of the month in which
such Remittance Date occurs, and (b) in the case of Partial Principal Prepayments or other recoveries, the preceding calendar month.

         Primary Mortgage  Insurance Policy:  Each primary policy of mortgage  insurance,  or any replacement  policy therefor obtained
by the Servicer pursuant to Section 4.08.

         Prime Rate: The prime rate of U.S. money center banks as published from time to time in The Wall Street Journal.

         Principal  Prepayment:  Any payment or other  recovery of  principal on a Mortgage  Loan full or partial  which is received in
advance of its scheduled Due Date,  including any Prepayment Charge and which is not accompanied by an amount of interest  representing
scheduled interest due on any date or dates in any month or months subsequent to the month of prepayment.

         Qualified  Appraiser:  An  appraiser,  duly  appointed  by the  Servicer,  who had no  interest,  direct  or  indirect  in the
Mortgaged  Property or in any loan made on the security thereof,  and whose compensation is not affected by the approval or disapproval
of the Mortgage Loan,  which  appraiser and the appraisal made by such  appraiser both satisfy the  requirements  of Title XI of FIRREA
and the regulations promulgated thereunder, all as in effect on the date the Mortgage Loan was originated.

         Qualified  Depository:  (a) The  Custodian,  (b) a  depository,  the  accounts  of which are insured by the FDIC and the short
term debt  ratings  and the long term  deposit  ratings of which are rated in one of the two  highest  rating  categories  by either of
Moody's Investors Service, Inc. or Fitch, Inc., or (c) a depository,  the short-term debt obligations,  or other short-term deposits of
which are rated at least 'A-2' and the  long-term  unsecured  debt  obligations  of which are rated at least 'AA-' by Standard & Poor's
Ratings Service, a division of The McGraw Hill Companies Inc.

         Qualified  Insurer:  An  insurance  company  duly  qualified  as such  under the laws of the  states  in which  the  Mortgaged
Properties are located,  duly  authorized and licensed in such states to transact the  applicable  insurance  business and to write the
insurance provided, approved as an insurer by Fannie Mae and Freddie Mac.

         Rating  Agency:  Standard & Poor's  Ratings  Service,  a division of The McGraw Hill  Companies  Inc.,  and Moody's  Investors
Service, Inc.

         Reconstitution Agreement:  Any agreement involving any Pass-Through Transfer or Whole Loan Transfer.

         Regulation AB: Subpart  229.1100 – Asset Backed  Securities  (Regulation AB), 17 C.F.R.  §§229.1100-229.1123,  as amended from
time to time, and subject to such  clarification  and  interpretation  as have been provided by the Commission in the adopting  release
(Asset-Backed  Securities,  Securities  Act Release No.  33-8518,  70 Fed.  Reg.  1,506,  1,531 (Jan.  7, 2005)) or by the staff of the
Commission, or as may be provided by the Commission or its staff from time to time.

         REMIC:  A "real estate mortgage investment conduit" within the meaning of Section 860D of the Code.

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

         Remittance  Date:  The  Remittance  Date shall be the 20th day of any month,  or if such 20th day is not a Business  Day,  the
first Business Day immediately preceding such 20th day.

         REO Disposition:   The final sale by the Servicer of any REO Property.

         REO Disposition Proceeds:   Amounts received by the Servicer in connection with a related REO Disposition.

         REO Property:   A Mortgaged Property acquired by the Servicer on behalf of the Owner as described in Section 4.13.

         Sarbanes  Certification:  A certification required pursuant to The Sarbanes-Oxley Act of 2002 and the rules and regulations of
the Commission promulgated thereunder (including any interpretations or amendments thereof by the Commission's staff).

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

         Securities Administrator: The securities administrator with respect to any Pass-Through Transfer.

         Servicer:  EMC Mortgage  Corporation,  or any of its successors in interest or any successor under this Agreement appointed as
herein provided.

         Servicing  Advances:  All  customary,  reasonable  and  necessary  "out of pocket"  costs and expenses  (including  reasonable
attorneys' fees and disbursements)  incurred in the performance by the Servicer of its servicing  obligations relating to each Mortgage
Loan, including,  but not limited to, the cost of (a) the preservation,  restoration and protection of the Mortgaged Property,  (b) any
enforcement,  administrative  or judicial  proceedings,  or any legal work or advice  specifically  related to  servicing  the Mortgage
Loans, including but not limited to, foreclosures,  bankruptcies,  condemnations, drug seizures, elections, foreclosures by subordinate
or superior  lienholders,  and other legal actions  incidental to the servicing of the Mortgage Loans  (provided that such expenses are
reasonable and that the Servicer  specifies the Mortgage Loan(s) to which such expenses relate),  (c) the management and liquidation of
the Mortgaged Property if the Mortgaged Property is acquired in full or partial satisfaction of the Mortgage,  (d) taxes,  assessments,
water rates, sewer rates and other charges which are or may become a lien upon the Mortgaged  Property,  and Primary Mortgage Insurance
Policy premiums and fire and hazard insurance coverage and (e) compliance with the obligations under Section 4.08.

         Servicing  Criteria:  As of any date of  determination,  the "servicing  criteria" set forth in Item 1122(d) of Regulation AB,
or any  amendments  thereto,  a summary  of the  requirements  of which as of the date  hereof  is  attached  hereto  as  Exhibit H for
convenience  of  reference  only.  In the event of a  conflict  or  inconsistency  between  the terms of Exhibit H and the text of Item
1122(d) of  Regulation  AB, the text of Item 1122(d) of Regulation AB shall control (or those  Servicing  Criteria  otherwise  mutually
agreed to by the Owner, the Servicer and any Person that will be responsible for signing any Sarbanes  Certification  with respect to a
Pass-Through Transfer in response to evolving interpretations of Regulation AB and incorporated into a revised Exhibit H).

         Servicing  Fee:  With  respect  to each  Mortgage  Loan,  the amount of the annual  servicing  fee the Owner  shall pay to the
Servicer,  which shall,  for a period of one full month,  be equal to one-twelfth  of the product of (a) the  applicable  Servicing Fee
Rate and (b) the outstanding  principal  balance of the Mortgage Loan. Such fee shall be payable monthly,  computed on the basis of the
same principal amount and period  respecting  which any related interest payment on a Mortgage Loan is computed.  The obligation of the
Owner to pay the  Servicing  Fee is limited to, and the  Servicing  Fee is payable  from the interest  portion of such Monthly  Payment
collected by the Servicer or as otherwise provided under Section 4.05.

         Servicing Fee Rate:  The Servicing Fee Rate shall be a rate per annum equal to 0.375%.

         Servicing  File:  The  documents,  records  and other  items  pertaining  to a  particular  Mortgage  Loan and any  additional
documents relating to such Mortgage Loan as are in, or as may from time to time come into, the Servicer's possession.

         Servicing  Officer:  Any officer of the Servicer  involved in, or  responsible  for, the  administration  and servicing of the
Mortgage  Loans whose name appears on a list of servicing  officers  furnished by the Servicer to the Owner upon request,  as such list
may from time to time be amended.

         Stated  Principal  Balance:  As to each  Mortgage  Loan as of any date of  determination,  (i) the  principal  balance of such
Mortgage Loan after giving effect to payments of principal  due and received or for which a Monthly  Advance has been made,  minus (ii)
all amounts previously distributed to the Owner with respect to the Mortgage Loan representing Principal Prepayments.

         Subcontractor:  Any vendor,  subcontractor  or other Person that is not responsible for the overall  servicing (as "servicing"
is commonly  understood by participants in the  mortgage-backed  securities market) of Mortgage Loans but performs one or more discrete
functions  identified in Item 1122(d) of Regulation AB with respect to Mortgage  Loans under the direction or authority of the Servicer
or a Subservicer.

         Subservicer:  Any Person that services  Mortgage Loans on behalf of the Servicer or any Subservicer and is responsible for the
performance  (whether directly or through  Subservicers or Subcontractors) of a substantial portion of the material servicing functions
required to be performed by the Servicer  under this Agreement or any  Reconstitution  Agreement that are identified in Item 1122(d) of
Regulation AB.

         Trustee:  The Person appointed as trustee in connection with any Pass-Through Transfer.

         Whole Loan  Transfer:  The sale or transfer of some or all of the  ownership  interest in the  Mortgage  Loans by the Owner to
one or more third parties in whole loan or participation format, which third party may be Fannie Mae or Freddie Mac.

                                                              ARTICLE II
          SERVICING OF MORTGAGE LOANS; POSSESSION OF SERVICING FILES; BOOKS AND RECORDS; DELIVERY OF MORTGAGE LOAN DOCUMENTS

         Section 2.01.     Servicing of Mortgage Loans.

         The Servicer does hereby agree to service the Mortgage  Loans in accordance  with the terms of this  Agreement.  The rights of
the Owner to receive payments with respect to the Mortgage Loans shall be as set forth in this Agreement.

         Section 2.02.Maintenance of Servicing Files.

         The Servicer  shall  maintain a Servicing  File  consisting  of all  documents  necessary to service the Mortgage  Loans.  The
possession  of each  Servicing  File by the Servicer is for the sole purpose of servicing  the Mortgage  Loan,  and such  retention and
possession by the Servicer is in a custodial  capacity  only.  The Servicer  acknowledges  that the  ownership of each  Mortgage  Loan,
including the Note,  the  Mortgage,  all other  Mortgage Loan  Documents and all rights,  benefits,  proceeds and  obligations  arising
therefrom or in connection  therewith,  has been vested in the Owner. All rights arising out of the Mortgage Loans  including,  but not
limited to, all funds  received on or in connection  with the Mortgage  Loans and all records or documents with respect to the Mortgage
Loans  prepared  by or which come into the  possession  of the  Servicer  shall be received  and held by the  Servicer in trust for the
exclusive  benefit of the Owner as the owner of the related  Mortgage  Loans.  Any portion of the related  Servicing  Files retained by
the Servicer  shall be  appropriately  identified in the  Servicer's  computer  system to clearly  reflect the ownership of the related
Mortgage  Loans by the Owner.  The  Servicer  shall  release  its  custody  of the  contents  of the  related  Servicing  Files only in
accordance with written  instructions of the Owner,  except when such release is required as incidental to the Servicer's  servicing of
the Mortgage Loans, such written instructions shall not be required.

         Section 2.03.  Books and Records.

         The Servicer shall be responsible for  maintaining,  and shall maintain,  a complete set of books and records for the Mortgage
Loans which shall be appropriately  identified in the Servicer's  computer system to clearly reflect the ownership of the Mortgage Loan
by the Owner.  In particular,  the Servicer shall maintain in its  possession,  available for inspection by the Owner,  or its designee
and shall deliver to the Owner upon demand,  evidence of compliance with all federal, state and local laws, rules and regulations,  and
requirements  of Fannie Mae or Freddie  Mac,  as  applicable,  including  but not  limited to  documentation  as to the method  used in
determining the applicability of the provisions of the Flood Disaster  Protection Act of 1973, as amended,  to the Mortgaged  Property,
documentation  evidencing  insurance  coverage  and  eligibility  of any  condominium  project for  approval by Fannie Mae and periodic
inspection  reports as required by Section 4.13. To the extent that original  documents are not required for purposes of realization of
Liquidation  Proceeds or Insurance  Proceeds,  documents  maintained  by the Servicer may be in the form of microfilm or  microfiche or
such other reliable means of recreating  original  documents,  including but not limited to, optical imagery  techniques so long as the
Servicer complies with the requirements of the Fannie Mae Guide.

         The Servicer  shall  maintain with respect to each Mortgage Loan and shall make  available for  inspection by any Owner or its
designee the related  Servicing File (or copies thereof) during the time the Owner retains  ownership of a Mortgage Loan and thereafter
in accordance with applicable laws and regulations.

         Section 2.04.  Transfer of Mortgage Loans.

         No transfer of a Mortgage Loan may be made unless such transfer is in  compliance  with the terms hereof.  For the purposes of
this  Agreement,  the Servicer shall be under no obligation to deal with any person with respect to this Agreement or any Mortgage Loan
unless a notice of the transfer of such Mortgage  Loan has been  delivered to the Servicer in  accordance  with this Section 2.04.  The
Owner may,  subject to the terms of this  Agreement,  sell and transfer one or more of the Mortgage  Loans in accordance  with Sections
10.02 and 11.12,  provided,  however,  that the transferee will not be deemed to be an Owner hereunder binding upon the Servicer unless
such  transferee  shall agree in writing to be bound by the terms of this  Agreement and an assignment and assumption of this Agreement
reasonably  acceptable  to the  Servicer.  The Owner shall  advise the Servicer in writing of the  transfer.  Upon receipt of notice of
the  permitted  transfer,  the  Servicer  shall mark its books and  records to reflect  the  ownership  of the  Mortgage  Loans of such
assignee, and shall release the previous Owner from its obligations hereunder with respect to the Mortgage Loans sold or transferred.

         Section 2.05.  Delivery of Mortgage Loan Documents.

         The  Servicer  shall  forward  to  the  Custodian  on  behalf  of the  Owner  original  documents  evidencing  an  assumption,
modification,  consolidation  or extension of any Mortgage Loan entered into in  accordance  with Section 4.01 or 6.01 within 4 week(s)
of their  execution;  provided,  however,  that the Servicer  shall provide the Custodian on behalf of the Owner with a certified  true
copy of any such  document  submitted  for  recordation  within 4 week(s)  after its  execution,  and shall provide the original of any
document  submitted for recordation or a copy of such document  certified by the appropriate  public  recording office to be a true and
complete copy of the original  within 180 days of its execution.  If delivery is not completed  within 180 days solely due to delays in
making such delivery by reason of the fact that such documents shall not have been returned by the appropriate  recording  office,  the
Servicer shall continue to use its best efforts to effect delivery as soon as possible thereafter.

         From time to time the Servicer may have a need for Mortgage Loan  Documents to be released by the  Custodian.  If the Servicer
shall require any of the Mortgage  Loan  Documents,  the Servicer  shall notify the Custodian in writing of such request in the form of
the request for release  attached  hereto as Exhibit D. The Custodian  shall deliver to the Servicer within five (5) Business Days, any
requested Mortgage Loan Document  previously  delivered to the Custodian,  provided that such documentation is promptly returned to the
Custodian  when the  Servicer  no  longer  requires  possession  of the  document,  and  provided  that  during  the time that any such
documentation is held by the Servicer, such possession is in trust for the benefit of the Owner.

                                                              ARTICLE III
                                            REPRESENTATIONS AND WARRANTIES OF THE SERVICER

         The  Servicer  represents,  warrants  and  covenants  to the Owner that as of the date hereof or as of such date  specifically
provided herein:

         (a) The Servicer is a validly  existing  corporation in good standing under the laws of the State of its  organization  and is
qualified to transact  business in, is in good standing under the laws of, and possesses all licenses  necessary for the conduct of its
business in, each state in which any  Mortgaged  Property is located or is otherwise  exempt or not required  under  applicable  law to
effect such  qualification  or license  and no demand for such  qualification  or license  has been made upon the  Servicer by any such
state,  and in any event the  Servicer  is in  compliance  with the laws of each  such  State to the  extent  necessary  to ensure  the
enforceability of each Mortgage Loan and the servicing of the Mortgage Loans in accordance with the terms of this Agreement;

         (b) The  Servicer  has full power and  authority  to  execute,  deliver  and  perform,  and to enter into and  consummate  all
transactions  contemplated  by this Agreement and to conduct its business as presently  conducted,  has duly  authorized the execution,
delivery and performance of this Agreement,  has duly executed and delivered this  Agreement,  and this Agreement  constitutes a legal,
valid and binding  obligation  of the Servicer,  enforceable  against it in  accordance  with its terms subject to bankruptcy  laws and
other  similar  laws of general  application  affecting  rights of  creditors  and subject to the  application  of the rules of equity,
including those respecting the availability of specific performance;

         (c) None of the execution and delivery of this  Agreement,  the  consummation  of the  transactions  contemplated  thereby and
hereby,  or the  fulfillment  of or compliance  with the terms and  conditions of this  Agreement  will conflict with any of the terms,
conditions or provisions of the Servicer's  articles of incorporation  or by-laws or materially  conflict with or result in a breach of
any of the terms,  conditions  or  provisions  of any legal  restriction  or any agreement or instrument to which the Servicer is now a
party or by which it is bound,  or  constitute  a default or result in an  acceleration  under any of the  foregoing,  or result in the
material violation of any law, rule, regulation, order, judgment or decree to which the Servicer or its property is subject;

         (d) There is no  litigation  pending  or, to the  Servicer's  knowledge,  threatened  with  respect to the  Servicer  which is
reasonably  likely to have a material  adverse effect on the  execution,  delivery or  enforceability  of this  Agreement,  or which is
reasonably likely to have a material adverse effect on the financial condition of the Servicer;

         (e) No consent,  approval,  authorization or order of any court or governmental  agency or body is required for the execution,
delivery and performance by the Servicer of or compliance by the Servicer with this Agreement or the  consummation of the  transactions
contemplated by this Agreement except for consents, approvals, authorizations and orders which have been obtained;

         (f) The Servicer is an approved  seller/servicer  of  residential  mortgage loans for Fannie Mae and Freddie Mac. The Servicer
is in good standing to service  mortgage  loans for Fannie Mae and Freddie Mac and no event has occurred  which would make the Servicer
unable to comply with eligibility requirements or which would require notification to either Fannie Mae or Freddie Mac;

         (g) As of the date of each  Pass-Through  Transfer,  and  except as has been  otherwise  disclosed  to the  Owner,  the Master
Servicer and any Depositor,  or disclosed in any public filing:  (1) no default or servicing related  performance  trigger has occurred
as to any other Pass-Through Transfer due to any act or failure to act of the Servicer;  (2) no material  noncompliance with applicable
servicing criteria as to any other  Pass-Through  Transfer has occurred,  been disclosed or reported by the Servicer;  (3) the Servicer
has not been  terminated as servicer in a residential  mortgage loan  Pass-Through  Transfer,  either due to a servicing  default or to
application of a servicing  performance test or trigger;  (4) no material changes to the Servicer's  servicing  policies and procedures
for similar loans have occurred in the preceding  three years;  (5) there are no aspects of the  Servicer's  financial  condition  that
could  have a  material  adverse  impact on the  performance  by the  Servicer  of its  obligations  hereunder;  (6) there are no legal
proceedings  pending,  or known to be  contemplated  by  governmental  authorities,  against  the  Servicer  that could be  material to
investors in the securities  issued in such  Pass-Through  Transfer;  and (7) there are no affiliations,  relationships or transactions
relating to the Servicer of a type that are described under Item 1119 of Regulation AB;

         (h) If so  requested  by the Owner,  the Master  Servicer  or any  Depositor  on any date,  the  Servicer  shall,  within five
Business Days following  such request,  confirm in writing the accuracy of the  representations  and warranties set forth in clause (g)
of this  Article or, if any such  representation  and  warranty  is not  accurate as of the date of such  request,  provide  reasonably
adequate disclosure of the pertinent facts, in writing, to the requesting party;

         (i)  Notwithstanding  anything to the contrary in the  Agreement,  the Servicer  shall (or shall cause each  Subservicer)  (i)
immediately  notify the Owner,  the Master  Servicer  and any  Depositor  in writing of (A) any  material  litigation  or  governmental
proceedings  pending against the Servicer or any Subservicer,  (B) any affiliations or relationships that develop following the closing
date of a Pass-Through  Transfer  between the Servicer or any Subservicer  and any of the parties  specified in clause (7) of paragraph
(g) of this Article (and any other parties  identified in writing by the requesting party) with respect to such Pass-Through  Transfer,
(C) any Event of Default under the terms of this Agreement or any Reconstitution  Agreement,  (D) any merger,  consolidation or sale of
substantially  all of the assets of the Company,  and (E) the Company's entry into an agreement with a Subservicer to perform or assist
in the performance of any of the Company's  obligations  under this Agreement or any  Reconstitution  Agreement and (ii) provide to the
Owner and any Depositor a description of such proceedings, affiliations or relationships;

         (j) As a condition to the succession to the Servicer or any  Subservicer  as servicer or  subservicer  under this Agreement or
any  Reconstitution  Agreement by any Person (i) into which the Servicer or such  Subservicer  may be merged or  consolidated,  or (ii)
which may be  appointed  as a successor  to the  Servicer or any  Subservicer,  the  Servicer  shall  provide to the Owner,  the Master
Servicer and any  Depositor,  at least 15 calendar days prior to the effective  date of such  succession  or  appointment,  (x) written
notice to the Owner,  the Master  Servicer  and any  Depositor of such  succession  or  appointment  and (y) in writing and in form and
substance  reasonably  satisfactory to the Owner, the Master Servicer and such Depositor,  all information  reasonably requested by the
Owner,  the Master Servicer or any Depositor in order to comply with its reporting  obligation under Item 6.02 of Form 8-K with respect
to any class of asset-backed securities; and

         (k)      Servicer has delivered to the Owner and the Master  Servicer  financial  statements  of its parent,  for its last two
complete fiscal years. All such financial  information  fairly presents the pertinent results of operations and financial  position for
the period identified and has been prepared in accordance with GAAP  consistently  applied  throughout the periods involved,  except as
set forth in the notes thereto.  There has been no change in the servicing  policies and procedures,  business,  operations,  financial
condition,  properties or assets of the Servicer  since the date of the  Servicer's  financial  information  that would have a material
adverse effect on its ability to perform its obligations under this Agreement.

                                                              ARTICLE IV
                                            ADMINISTRATION AND SERVICING OF MORTGAGE LOANS

         Section 4.01.  Servicer to Act as Servicer.

         The Servicer,  as independent  contract  servicer,  shall service and  administer  the Mortgage Loans in accordance  with this
Agreement and with Accepted  Servicing  Practices  (giving due  consideration to the Owner's reliance on the Servicer),  and shall have
full  power  and  authority,  acting  alone,  to do or cause to be done any and all  things  in  connection  with  such  servicing  and
administration  which the Servicer may deem  necessary or desirable and  consistent  with the terms of this Agreement and with Accepted
Servicing  Practices  and shall  exercise  the same care that it  customarily  employs for its own account.  In addition,  the Servicer
shall  furnish  information  regarding  the  borrower  credit  files  related to such  Mortgage  Loan to credit  reporting  agencies in
compliance with the provisions of the Fair Credit  Reporting Act and the applicable  implementing  regulations.  Except as set forth in
this Agreement,  the Servicer shall service the Mortgage Loans in accordance with Accepted  Servicing  Practices in compliance with the
servicing  provisions of the Fannie Mae Guide, which include,  but are not limited to, provisions regarding the liquidation of Mortgage
Loans,  the  collection  of Mortgage Loan  payments,  the payment of taxes,  insurance and other  charges,  the  maintenance  of hazard
insurance with a Qualified Insurer, the maintenance of fidelity bond and errors and omissions insurance,  inspections,  the restoration
of Mortgaged  Property,  the maintenance of Primary Mortgage Insurance Policies,  insurance claims, and title insurance,  management of
REO Property,  permitted  withdrawals with respect to REO Property,  liquidation  reports, and reports of foreclosures and abandonments
of Mortgaged Property, the transfer of Mortgaged Property, the release of Mortgage Loan Documents,  annual statements,  and examination
of records and  facilities.  In the event of any conflict,  inconsistency  or  discrepancy  between any of the servicing  provisions of
this  Agreement and any of the servicing  provisions of the Fannie Mae Guide,  the  provisions of this  Agreement  shall control and be
binding  upon the Owner and the  Servicer.  The Owner may, at its option,  deliver  powers-of-attorney  to the Servicer  sufficient  to
allow the Servicer as servicer to execute all  documentation  requiring  execution on behalf of Owner with respect to the  servicing of
the Mortgage Loans,  including  satisfactions,  partial releases,  modifications and foreclosure  documentation or, in the alternative,
shall as promptly as reasonably possible, execute and return such documentation to the Servicer.

         Consistent with the terms of this Agreement,  the Servicer may waive,  modify or vary any term of any Mortgage Loan or consent
to the  postponement  of any such term or in any manner grant  indulgence to any Mortgagor if in the Servicer's  reasonable and prudent
determination such waiver,  modification,  postponement or indulgence is not materially adverse to the Owner,  provided,  however, that
with respect to any Mortgage Loan that is not in default or if default is not reasonably  forseeable,  unless the Servicer has provided
  to the  Owner  a certification  addressed to the  Owner,  based on the advice of counsel or certified public  accountants that have a
national  reputation  with respect to taxation of REMICs that a modification of such Mortgage Loan will not result in the imposition of
taxes on or  disqualify  from REMIC status any  of  the REMICs and  has obtained the prior written  consent of the Owner,  the Servicer
shall not permit any modification with respect to any Mortgage Loan that would change the Mortgage  Interest Rate,  forgive the payment
of principal or interest,  reduce or increase the outstanding  principal balance (except for actual payments of principal),  change the
final  maturity date on such Mortgage Loan or waive a prepayment  penalty or charge.  In the event of any such  modification  which has
been agreed to in writing by the Owner and which  permits the deferral of interest or  principal  payments on any  Mortgage  Loan,  the
Servicer  shall,  on the Business Day  immediately  preceding the related  Remittance  Date in any month in which any such principal or
interest  payment has been deferred,  deposit in the Custodial  Account from its own funds, in accordance with Section 4.04 and Section
5.03, the difference  between (a) such month's  principal and one month's  interest at the related Mortgage Loan Remittance Rate on the
unpaid  principal  balance  of such  Mortgage  Loan and (b) the  amount  paid by the  Mortgagor.  The  Servicer  shall be  entitled  to
reimbursement  for such  advances  to the same  extent as for all other  advances  pursuant  to  Section  4.05.  Without  limiting  the
generality of the foregoing,  the Servicer shall continue,  and is hereby  authorized and empowered,  to prepare,  execute and deliver,
all instruments of satisfaction or cancellation,  or of partial or full release,  discharge and all other comparable instruments,  with
respect to the Mortgage Loans and with respect to the Mortgaged Properties.

         The Servicer  shall perform all of its  servicing  responsibilities  hereunder or may cause a subservicer  to perform any such
servicing  responsibilities  on its behalf, but the use by the Servicer of a subservicer shall not release the Servicer from any of its
obligations  hereunder and the Servicer shall remain  responsible  hereunder for all acts and omissions of each subservicer as fully as
if such acts and  omissions  were those of the  Servicer.  Any such  subservicer  must be a Fannie Mae  approved  seller/servicer  or a
Freddie Mac  seller/servicer  in good  standing and no event shall have  occurred,  including but not limited to, a change in insurance
coverage,  which  would  make it  unable to  comply  with the  eligibility  requirements  for  lenders  imposed  by  Fannie  Mae or for
seller/servicers  by Freddie Mac, or which would  require  notification  to Fannie Mae or Freddie Mac. The Servicer  shall pay all fees
and expenses of each subservicer from its own funds, and a subservicer's fee shall not exceed the Servicing Fee.

         At the cost and expense of the Servicer,  without any right of reimbursement  from the Custodial  Account,  the Servicer shall
be entitled to  terminate  the rights and  responsibilities  of a  subservicer  and arrange for any  servicing  responsibilities  to be
performed by a successor  subservicer meeting the requirements in the preceding paragraph,  provided,  however,  that nothing contained
herein shall be deemed to prevent or prohibit the Servicer,  at the Servicer's  option,  from electing to service the related  Mortgage
Loans itself.  In the event that the Servicer's  responsibilities  and duties under this  Agreement are terminated  pursuant to Section
8.04, 9.01 or 10.01,  and if requested to do so by the Owner,  the Servicer shall at its own cost and expense  terminate the rights and
responsibilities  of each  subservicer  effective as of the date of  termination  of the  Servicer.  The  Servicer  shall pay all fees,
expenses or penalties  necessary in order to terminate the rights and  responsibilities  of each  subservicer  from the  Servicer's own
funds without reimbursement from the Owner.

         Notwithstanding  any of the provisions of this  Agreement  relating to agreements or  arrangements  between the Servicer and a
subservicer  or any reference  herein to actions taken through a subservicer  or otherwise,  the Servicer  shall not be relieved of its
obligations  to the Owner and shall be  obligated  to the same  extent  and under the same  terms and  conditions  as if it alone  were
servicing and  administering  the Mortgage  Loans.  The Servicer  shall be entitled to enter into an agreement  with a subservicer  for
indemnification  of the Servicer by the  subservicer  and nothing  contained in this Agreement  shall be deemed to limit or modify such
indemnification.

         Any  subservicing  agreement and any other  transactions  or services  relating to the Mortgage Loans  involving a subservicer
shall be deemed to be between such  subservicer  and Servicer  alone,  and the Owner shall have no  obligations,  duties or liabilities
with respect to such  Subservicer  including no  obligation,  duty or liability of Owner to pay such  subservicer's  fees and expenses.
For purposes of distributions  and advances by the Servicer  pursuant to this Agreement,  the Servicer shall be deemed to have received
a payment on a Mortgage Loan when a subservicer has received such payment.

         Section 4.02.  Collection of Mortgage Loan Payments.

         Continuously  from the date hereof  until the date each  Mortgage  Loan ceases to be subject to this  Agreement,  the Servicer
will  proceed  with  diligence  to collect all  payments  due under each  Mortgage  Loan when the same shall become due and payable and
shall, to the extent such procedures  shall be consistent with this Agreement and the terms and provisions of related Primary  Mortgage
Insurance Policy,  follow such collection  procedures as it follows with respect to mortgage loans comparable to the Mortgage Loans and
held for its own account.  Further,  the Servicer will take reasonable care in ascertaining and estimating annual ground rents,  taxes,
assessments,  water rates, fire and hazard insurance premiums,  mortgage insurance premiums, and all other charges that, as provided in
the Mortgage,  will become due and payable to the end that the  installments  payable by the Mortgagors  will be sufficient to pay such
charges as and when they become due and payable.

         The  Servicer  shall not waive any  Prepayment  Charge  unless:  (i) the  enforceability  thereof  shall have been  limited by
bankruptcy, insolvency,  moratorium,  receivership and other similar laws relating to creditors' rights generally, (ii) the enforcement
thereof is illegal,  or any local,  state or federal agency has threatened  legal action if the prepayment  penalty is enforced,  (iii)
the mortgage debt has been  accelerated in connection with a foreclosure or other  involuntary  payment or (iv) such waiver is standard
and  customary in servicing  similar  Mortgage  Loans and relates to a default or a reasonably  foreseeable  default and would,  in the
reasonable  judgment of the Servicer,  maximize  recovery of total proceeds taking into account the value of such Prepayment Charge and
the related Mortgage Loan. If a Prepayment  Charge is waived,  but does not meet the standards  described  above,  then the Servicer is
required to pay the amount of such waived Prepayment Charge by remitting such amount to the Owner by the Remittance Date.

         With respect to Mortgage Loans affected by Hurricane  Katrina,  if the Mortgaged  Property is located in public and individual
assistance  counties as designated  by FEMA (as set forth on its website  www.fema.gov),  the Servicer may cease  charging of late fees
and credit  reporting  activity for all Mortgagors in certain  counties until May 1, 2006, and if reasonably  prudent,  may extend such
period as long as necessary.  In addition,  the Servicer may suspend all foreclosure and bankruptcy  activity  relating to such certain
Mortgage Loans until May 1, 2006, and if reasonably prudent, may extend such period as long as necessary.

         Section 4.03.  Realization Upon Defaulted Mortgage Loans.

         The Servicer shall use its reasonable  efforts,  consistent with the procedures that the Servicer would use in servicing loans
for its own account and the  requirements of the Fannie Mae Guide, to foreclose upon or otherwise  comparably  convert the ownership of
properties  securing such of the Mortgage Loans as come into and continue in default and as to which no satisfactory  arrangements  can
be made for collection of delinquent  payments  pursuant to Section 4.01. In determining the  delinquency  status of any Mortgage Loan,
the Servicer will apply the  definition of Delinquent as such term is defined under the related  pooling and servicing  agreement.  The
Servicer  shall use its  reasonable  efforts to realize upon  defaulted  Mortgage  Loans in such manner as will maximize the receipt of
principal and interest by the Owner,  taking into account,  among other things,  the timing of foreclosure  proceedings.  The foregoing
is subject to the  provisions  that, in any case in which  Mortgaged  Property  shall have suffered  damage,  the Servicer shall not be
required to expend its own funds toward the  restoration  of such property  unless it shall  determine in its  discretion (i) that such
restoration  will increase the proceeds of  liquidation  of the related  Mortgage Loan to the Owner after  reimbursement  to itself for
such expenses,  and (ii) that such expenses will be  recoverable by the Servicer  through  Insurance  Proceeds or Liquidation  Proceeds
from the related  Mortgaged  Property,  as  contemplated  in Section 4.05. The Servicer shall be responsible for all costs and expenses
incurred  by it in any such  proceedings  or  functions  as  Servicing  Advances;  provided,  however,  that it shall  be  entitled  to
reimbursement  therefor as provided in Section 4.05.  Notwithstanding  anything to the contrary  contained herein, in connection with a
foreclosure  or  acceptance  of a deed in lieu of  foreclosure,  in the event the  Servicer  has  reasonable  cause to  believe  that a
Mortgaged  Property is contaminated by hazardous or toxic  substances or wastes,  or if the Owner otherwise  requests an  environmental
inspection  or review of such  Mortgaged  Property,  such an  inspection  or review is to be conducted by a qualified  inspector.  Upon
completion of the  inspection,  the Servicer shall promptly  provide the Owner with a written report of the  environmental  inspection.
After  reviewing the  environmental  inspection  report,  the Owner shall  determine how the Servicer shall proceed with respect to the
Mortgaged Property.

         Section 4.04.  Establishment of Custodial Accounts; Deposits in Custodial Accounts.

         The Servicer  shall  segregate  and hold all funds  collected  and received  pursuant to each Mortgage Loan separate and apart
from any of its own funds and general assets and shall establish and maintain one or more Custodial  Accounts.  Each Custodial  Account
shall be established with a Qualified  Depository.  To the extent such funds are not deposited in a Custodial  Account,  such funds may
be invested in Permitted  Investments  for the benefit of the Owner (with any income earned  thereon for the benefit of the  Servicer).
Custodial  Accounts  will be reconciled  within 45 days.  Funds  deposited in the Custodial  Account may be drawn on by the Servicer in
accordance  with Section  4.05.  The creation of any Custodial  Account  shall be evidenced by a letter  agreement in the form shown in
Exhibit B hereto.  The original of such letter  agreement shall be furnished to the Owner upon request.  The Servicer  acknowledges and
agrees that the Servicer  shall bear any losses  incurred  with respect to Permitted  Investments.  The amount of any such losses shall
be immediately  deposited by the Servicer in the Custodial  Account,  out of the Servicer's own funds,  with no right to  reimbursement
therefor.

         The Servicer  shall  deposit in a mortgage  clearing  account on a daily basis,  and in the  Custodial  Account or Accounts no
later than 48 hours after receipt and identification of funds and retain therein the following payments and collections:

                  (i)      all payments on account of principal,  including Principal Prepayments and penalties,  on the Mortgage Loans
         received after the Cut-off Date;

                  (ii)     all payments on account of interest on the Mortgage Loans adjusted to the related  Mortgage Loan  Remittance
         Rate received after the Cut-off Date;

                  (iii)    all Net Liquidation Proceeds received after the Cut-off Date;

                  (iv)     any net amounts  received  by the  Servicer  after the  Cut-off  Date in  connection  with any REO  Property
         pursuant to Section 4.13;

                  (v)      all Insurance  Proceeds received after the Cut-off Date including amounts required to be deposited  pursuant
         to Sections 4.08 and 4.10,  other than proceeds to be held in the Escrow  Account and applied to the  restoration or repair of
         the Mortgaged  Property or released to the Mortgagor in accordance with the Servicer's normal servicing  procedures,  the loan
         documents or applicable law;

                  (vi)     all  Condemnation  Proceeds  affecting any  Mortgaged  Property  received  after the Cut-off Date other than
         proceeds to be held in the Escrow Account and applied to the  restoration  or repair of the Mortgaged  Property or released to
         the Mortgagor in accordance with the Servicer's normal servicing procedures, the loan documents or applicable law;

                  (vii)    any Monthly Advances as provided in Section 5.03;

                  (viii)   any amounts  received after the Cut-off Date and required to be deposited in the Custodial  Account pursuant
         to Section 6.02; and

                  (ix)     with respect to each full or partial  Principal  Prepayment  received after the Cut-off Date, any Prepayment
         Interest Shortfalls, to the extent of the Servicer's aggregate Servicing Fee received with respect to the related Due Period.

         The foregoing  requirements  for deposit in the Custodial  Account shall be exclusive,  it being  understood  and agreed that,
without  limiting the generality of the foregoing,  payments in the nature of late payment  charges and assumption  fees, to the extent
permitted by Section 6.01, and all Prepayment Interest Excess need not be deposited by the Servicer in the Custodial Account.

         Section 4.05.  Permitted Withdrawals From the Custodial Account.

         The Servicer may, from time to time, make withdrawals from the Custodial Account for the following purposes:

         (i)      to make payments to the Owner in the amounts and in the manner provided for in Section 5.01;

         (ii)     to reimburse  itself for Monthly  Advances,  the Servicer's right to reimburse itself pursuant to this subclause (ii)
being limited to amounts received on the related  Mortgage Loan which represent late  collections  (net of the related  Servicing Fees)
of principal and/or interest respecting which any such advance was made;

         (iii)    to reimburse  itself for  unreimbursed  Servicing  Advances and Monthly  Advances,  the Servicer's right to reimburse
itself  pursuant to this  subclause  (iii) with  respect to any  Mortgage  Loan being  limited to  Liquidation  Proceeds,  Condemnation
Proceeds and Insurance Proceeds received after the Cut-off Date related to such Mortgage Loan;

         (iv)     to pay to itself as  servicing  compensation  (a) any  interest  earned on funds in the  Custodial  Account (all such
interest to be  withdrawn  monthly not later than each  Remittance  Date) and (b) the  Servicing  Fee from that  portion of any payment
recovery attributable to interest on a particular Mortgage Loan;

         (v)      to reimburse itself for any Nonrecoverable Advances;

         (vi)     to transfer funds to another Qualified Depository in accordance with Section 4.09 hereof;

         (vii)    to reimburse itself as provided in Section 8.03 hereof;

         (viii)   to remove funds inadvertently placed in the Custodial Account in error by the Servicer; and

         (ix)     to clear and terminate the Custodial Account upon the termination of this Agreement.

         Section 4.06.  Establishment of Escrow Accounts; Deposits in Escrow Accounts.

         The Servicer  shall  segregate  and hold all funds  collected and received  pursuant to each  Mortgage  Loan which  constitute
Escrow  Payments  separate and apart from any of its own funds and general  assets and shall  establish and maintain one or more Escrow
Accounts.  Each Escrow  Account  shall be  established  with a Qualified  Depository.  To the extent such funds are not deposited in an
Escrow  Account,  such funds may be invested in Permitted  Investments.  Funds  deposited  in an Escrow  Account may be drawn on by the
Servicer in accordance  with Section  4.07.  The creation of any Escrow  Account  shall be evidenced by a letter  agreement in the form
shown in Exhibit C. The  original of such letter  agreement  shall be furnished to the Owner upon  request.  The Servicer  acknowledges
and agrees that the  Servicer  shall bear any losses  incurred  with respect to  Permitted  Investments.  The amount of any such losses
shall be immediately  deposited by the Servicer in the Escrow Account,  as appropriate,  out of the Servicer's own funds, with no right
to reimbursement therefor.

         The Servicer  shall deposit in a mortgage  clearing  account on a daily basis,  and in the Escrow Account or Accounts no later
than 48 hours after receipt of funds and retain therein:

         (i)      all Escrow Payments  collected on account of the Mortgage Loans,  for the purpose of effecting  timely payment of any
items as are required under the terms of this Agreement;

         (ii)     all Insurance Proceeds which are to be applied to the restoration or repair of any Mortgaged Property; and

         (iii)    all Servicing Advances for Mortgagors whose Escrow Payments are insufficient to cover escrow disbursements.

         The  Servicer  shall  make  withdrawals  from an Escrow  Account  only to effect  such  payments  as are  required  under this
Agreement,  and for such other  purposes  as shall be as set forth in and in  accordance  with  Section  4.07.  Except as  provided  in
Section  4.07,  the Servicer  shall be entitled to retain any interest  paid on funds  deposited in an Escrow  Account by the Qualified
Depository.

         Section 4.07.  Permitted Withdrawals From Escrow Account.

         Withdrawals from the Escrow Account may be made by the Servicer only:

         (i)      to effect timely payments of ground rents,  taxes,  assessments,  water rates,  fire and hazard  insurance  premiums,
Primary Mortgage Insurance Policy premiums, if applicable, and comparable items;

         (ii)     to reimburse  Servicer for any Servicing  Advance made by Servicer  with respect to a related  Mortgage Loan but only
from amounts received on the related Mortgage Loan which represent late payments or collections of Escrow Payments thereunder;

         (iii)    to refund to the Mortgagor any funds as may be determined to be overages;

         (iv)     for transfer to the Custodial Account in connection with an acquisition of REO Property;

         (v)      for application to restoration or repair of the Mortgaged Property;

         (vi)     to pay to the Servicer,  or to the Mortgagor to the extent  required by law, any interest paid on the funds deposited
in the Escrow Account;

         (vii)    to pay to the Mortgagors or other parties Insurance Proceeds deposited in accordance with Section 4.06;

         (viii)   to remove funds inadvertently placed in an Escrow Account in error by the Servicer; and

         (ix)     to clear and terminate the Escrow Account on the termination of this Agreement.

         As part of its servicing  duties,  the Servicer shall pay to the  Mortgagors  interest on funds in an Escrow  Account,  to the
extent  required  by law,  and to the extent  that  interest  earned on funds in the Escrow  Account  is  insufficient,  shall pay such
interest from its own funds, without any reimbursement therefor.

         Section  4.08.  Payment  of Taxes,  Insurance  and Other  Charges,  Maintenance  of  Primary  Mortgage  Insurance  Policies,
Collections Thereunder.

         With respect to each Mortgage  Loan,  the Servicer  shall  maintain  accurate  records  reflecting the status of ground rents,
taxes,  assessments,  water  rates and other  charges  which are or may  become a lien upon the  Mortgaged  Property  and the status of
Primary Mortgage  Insurance Policy premiums and fire and hazard insurance  coverage and shall obtain,  from time to time, all bills for
the  payment of such  charges,  including  renewal  premiums  and shall  effect  payment  thereof  prior to the  applicable  penalty or
termination  date and at a time  appropriate  for securing  maximum  discounts  allowable,  employing for such purpose  deposits of the
Mortgagor  in the Escrow  Account  which shall have been  estimated  and  accumulated  by the Servicer in amounts  sufficient  for such
purposes,  as allowed  under the terms of the Mortgage or  applicable  law. To the extent that the Mortgage does not provide for Escrow
Payments,  the  Servicer  shall  determine  that any such  payments  are made by the  Mortgagor  when due.  The  Servicer  assumes full
responsibility  for the  timely  payment of all such bills and shall  effect  timely  payments  of all such bills  irrespective  of the
Mortgagor's  faithful  performance  in the payment of same or the making of the Escrow  Payments and shall make  advances  from its own
funds to effect such payments.

         The Servicer will maintain in full force and effect Primary  Mortgage  Insurance  Policies issued by a Qualified  Insurer with
respect to each  Mortgage  Loan for which such coverage is herein  required.  Such  coverage will be maintained  until the ratio of the
current outstanding  principal balance of the related Mortgage Loan to the appraised value of the related Mortgaged Property,  based on
the most  recent  appraisal  of the  Mortgaged  Property  performed  by a Qualified  Appraiser,  such  appraisal  to be included in the
Servicing  File, is reduced to an amount for which Fannie Mae no longer  requires such  insurance to be  maintained.  The Servicer will
not cancel or refuse to renew any Primary  Mortgage  Insurance  Policy that is required to be kept in force under this Agreement unless
a  replacement  Primary  Mortgage  Insurance  Policy for such  canceled or nonrenewed  policy is obtained  from and  maintained  with a
Qualified  Insurer.  The Servicer shall not take any action which would result in noncoverage  under any  applicable  Primary  Mortgage
Insurance  Policy of any loss which,  but for the actions of the Servicer would have been covered  thereunder.  In connection  with any
assumption or  substitution  agreement  entered into or to be entered into pursuant to Section 6.01, the Servicer shall promptly notify
the insurer  under the related  Primary  Mortgage  Insurance  Policy,  if any, of such  assumption  or  substitution  of  liability  in
accordance  with the terms of such policy and shall take all  actions  which may be  required  by such  insurer as a  condition  to the
continuation of coverage under the Primary Mortgage  Insurance  Policy.  If such Primary  Mortgage  Insurance Policy is terminated as a
result of such assumption or substitution of liability,  the Servicer shall obtain a replacement  Primary Mortgage  Insurance Policy as
provided above.

         In  connection  with its  activities  as  servicer,  the Servicer  agrees to prepare and present,  on behalf of itself and the
Owner,  claims to the insurer under any Private  Mortgage  Insurance  Policy in a timely  fashion in accordance  with the terms of such
Primary Mortgage  Insurance Policy and, in this regard,  to take such action as shall be necessary to permit recovery under any Primary
Mortgage  Insurance  Policy  respecting a defaulted  Mortgage  Loan.  Pursuant to Section 4.04,  any amounts  collected by the Servicer
under any Primary Mortgage  Insurance  Policy shall be deposited in the Custodial  Account,  subject to withdrawal  pursuant to Section
4.05.

         Section 4.09.  Transfer of Accounts.

         The Servicer may  transfer  the  Custodial  Account or the Escrow  Account to a different  Qualified  Depository  from time to
time.  The Servicer  shall notify the Owner of any such  transfer  within 15 Business  Days of transfer.  If any one of the  investment
ratings of a Qualified  Depository  holding funds or Eligible  Investments in the Custodial  Account or Escrow Account is downgraded by
the issuing rating agency,  the Servicer shall,  within three (3) Business Days of receipt of notice of the  downgrading,  transfer all
such accounts, funds and Permitted Investments to a different Qualified Depository in accordance with this Agreement.

         Section 4.10.  Maintenance of Hazard Insurance.

         The Servicer  shall cause to be  maintained  for each  Mortgage Loan fire and hazard  insurance  with extended  coverage as is
customary in the area where the  Mortgaged  Property is located in an amount which is equal to the lesser of (i) the maximum  insurable
value of the  improvements  securing such Mortgage Loan or (ii) the greater of (a) the  outstanding  principal  balance of the Mortgage
Loan,  and (b) the  percentage  such that the proceeds  thereof shall be sufficient to prevent the Mortgagor  and/or the Mortgagee from
becoming  a  co-insurer.  If the  Mortgaged  Property  is in an area  identified  in the  Federal  Register  by the  Federal  Emergency
Management  Agency as being a special flood hazard area that has  federally-mandated  flood insurance  requirements,  the Servicer will
cause to be  maintained  a flood  insurance  policy  meeting the  requirements  of the  current  guidelines  of the  Federal  Insurance
Administration with a generally  acceptable  insurance carrier,  in an amount representing  coverage not less than the least of (i) the
outstanding  principal balance of the Mortgage Loan, (ii) the maximum  insurable value of the improvements  securing such Mortgage Loan
or (iii) the maximum  amount of  insurance  which is  available  under the Flood  Disaster  Protection  Act of 1973,  as  amended.  The
Servicer  shall also  maintain on the REO Property,  fire and hazard  insurance  with extended  coverage in an amount which is at least
equal to the maximum  insurable value of the  improvements  which are a part of such property,  liability  insurance and, to the extent
required and available  under the Flood Disaster  Protection Act of 1973, as amended,  flood  insurance in an amount as provided above.
Any amounts  collected by the Servicer  under any such policies other than amounts to be deposited in the Escrow Account and applied to
the  restoration or repair of the Mortgaged  Property or REO Property,  or released to the Mortgagor in accordance  with the Servicer's
normal  servicing  procedures,  shall be deposited in the  Custodial  Account,  subject to  withdrawal  pursuant to Section 4.05. It is
understood  and agreed that no other  additional  insurance need be required by the Servicer or the Mortgagor or maintained on property
acquired in respect of the Mortgage  Loans,  other than pursuant to the Fannie Mae Guide or such  applicable  state or federal laws and
regulations  as shall at any time be in force and as shall  require such  additional  insurance.  All such  policies  shall be endorsed
with standard  mortgagee  clauses with loss payable to the Servicer and its  successors  and/or  assigns and shall provide for at least
thirty days prior written  notice of any  cancellation,  reduction in the amount or material  change in coverage to the  Servicer.  The
Servicer shall not interfere  with the  Mortgagor's  freedom of choice in selecting  either his insurance  carrier or agent,  provided,
however,  that the Servicer  shall not accept any such  insurance  policies from insurance  companies  unless such companies  currently
reflect a General  Policy Rating in Best's Key Rating Guide  currently  acceptable to Fannie Mae and are licensed to do business in the
state wherein the property subject to the policy is located.

         Section 4.11      Maintenance of Mortgage Impairment Insurance Policy.

         In the event that the Servicer  shall obtain and maintain a mortgage  impairment  or blanket  policy  issued by an issuer that
has a Best rating of A:VI insuring  against  hazard losses on all of Mortgaged  Properties  securing the Mortgage  Loans,  then, to the
extent such policy  provides  coverage in an amount equal to the amount required  pursuant to Section 4.10 and otherwise  complies with
all other  requirements  of Section 4.10, the Servicer shall  conclusively  be deemed to have satisfied its obligations as set forth in
Section 4.10, it being  understood and agreed that such policy may contain a deductible  clause,  in which case the Servicer  shall, in
the event that there shall not have been maintained on the related  Mortgaged  Property or REO Property a policy complying with Section
4.10, and there shall have been one or more losses which would have been covered by such policy,  deposit in the Custodial  Account the
amount not otherwise  payable  under the blanket  policy  because of such  deductible  clause.  In  connection  with its  activities as
Servicer of the Mortgage  Loans,  the Servicer  agrees to prepare and  present,  on behalf of the Owner,  claims under any such blanket
policy in a timely  fashion in  accordance  with the terms of such policy.  Upon request of the Owner,  the Servicer  shall cause to be
delivered to the Owner a certified  true copy of such policy and a statement from the insurer  thereunder  that such policy shall in no
event be terminated or materially modified without thirty (30) days prior written notice to the Owner.

         Section 4.12.  Fidelity Bond, Errors and Omissions Insurance.

         The Servicer shall maintain,  at its own expense, a blanket fidelity bond and an errors and omissions  insurance policy,  with
broad coverage with responsible  companies that would meet the requirements of Fannie Mae or Freddie Mac on all officers,  employees or
other persons acting in any capacity with regard to the Mortgage Loans and who handle funds,  money,  documents and papers  relating to
the Mortgage Loans.  The Fidelity Bond and errors and omissions  insurance shall be in the form of the Mortgage  Banker's  Blanket Bond
and shall protect and insure the Servicer against losses,  including  forgery,  theft,  embezzlement,  fraud,  errors and omissions and
negligent  acts of such  persons.  Such Fidelity  Bond and errors and  omissions  insurance  shall also protect and insure the Servicer
against losses in connection with the failure to maintain any insurance  policies  required  pursuant to this Agreement and the release
or satisfaction of a Mortgage Loan without having obtained  payment in full of the indebtedness  secured thereby.  No provision of this
Section 4.12  requiring  the Fidelity Bond and errors and omissions  insurance  shall  diminish or relieve the Servicer from its duties
and  obligations as set forth in this  Agreement.  The minimum  coverage under any such Fidelity Bond and insurance  policy shall be at
least  equal to the  corresponding  amounts  required by Fannie Mae in the Fannie Mae Guide or by Freddie Mac in the Freddie Mac Guide.
The Servicer shall,  upon request of Owner,  deliver to the Owner a certificate  from the surety and the insurer as to the existence of
the Fidelity  Bond and errors and  omissions  insurance  policy and shall obtain a statement  from the surety and the insurer that such
Fidelity Bond or insurance  policy shall in no event be terminated or materially  modified  without thirty days prior written notice to
the Owner.  The Servicer  shall notify the Owner within five  Business  Days of receipt of notice that such  Fidelity Bond or insurance
policy  will be, or has been,  materially  modified or  terminated.  The Owner and its  successors  or assigns as their  interests  may
appear must be named as loss payees on the Fidelity Bond and as additional insured on the errors and omissions policy.

         Section 4.13.  Title, Management and Disposition of REO Property.

         In the event that title to any Mortgaged  Property is acquired in foreclosure or by deed in lieu of  foreclosure,  the deed or
certificate  of sale shall be taken in the name of the Owner or its  designee.  Any such  Person or Persons  holding  such title  other
than the Owner shall acknowledge in writing that such title is being held as nominee for the benefit of the Owner.

         The  Servicer  shall  assume the  responsibility  for  marketing  each REO  Property in  accordance  with  Accepted  Servicing
Practices.  Thereafter,  the Servicer  shall  continue to provide  certain  administrative  services to the Owner  relating to such REO
Property as set forth in this Section  4.13.  The REO Property  must be sold within three years  following the end of the calendar year
of the date of acquisition,  unless a REMIC election has been made with respect to the  arrangement  under which the Mortgage Loans and
REO Property are held and (i) the Owner shall have been supplied with an Opinion of Counsel (at the  Servicer's  expense) to the effect
that the holding by the related trust of such  Mortgaged  Property  subsequent to such  three-year  period (and  specifying  the period
beyond such three-year  period for which the Mortgaged  Property may be held) will not result in the imposition of taxes on "prohibited
transactions"  of the related  trust as defined in Section 860F of the Code,  or cause the related REMIC to fail to qualify as a REMIC,
in which case the related trust may continue to hold such Mortgaged  Property  (subject to any conditions  contained in such Opinion of
Counsel),  or (ii) the Owner (at the  Servicer's  expense) or the  Servicer  shall have applied for,  prior to the  expiration  of such
three-year  period, an extension of such three-year  period in the manner  contemplated by Section 856(e)(3) of the Code, in which case
the  three-year  period  shall be extended by the  applicable  period.  If a period  longer  than three  years is  permitted  under the
foregoing  sentence and is necessary to sell any REO  Property,  the Servicer  shall report  monthly to the Owner as to progress  being
made in selling such REO Property.

         Notwithstanding  any other  provision of this  Agreement,  if a REMIC election has been made, no Mortgaged  Property held by a
REMIC  shall be rented (or  allowed to continue to be rented) or  otherwise  used for the  production  of income by or on behalf of the
related  trust or sold or managed in such a manner or  pursuant  to any terms that would (i) cause such  Mortgaged  Property to fail to
qualify at any time as  "foreclosure  property"  within a meaning of Section  860G(a)(8) of the Code, (ii) subject the related trust to
the imposition of any federal or state income taxes on "net income from foreclosure  property" with respect to such Mortgaged  Property
within the meaning of Section  860G(c) of the Code, or (iii) cause the sale of such Mortgaged  Property to result in the receipt by the
related  trust or any income from  non-permitted  assets as described in Section  860F(a)  (2)(B) of the Code,  unless the Servicer has
agreed to indemnify and hold harmless the related trust with respect to the imposition of any such taxes.

         The Servicer  shall deposit or cause to be deposited,  on a daily basis in each Custodial  Account all revenues  received with
respect to the related REO Property and shall withdraw  therefrom funds necessary for the proper operation,  management and maintenance
of the REO  Property,  including the cost of  maintaining  any hazard  insurance  pursuant to Section 4.10 hereof.  The Servicer  shall
maintain  separate records with respect to each REO Property  identifying all deposits and withdrawals  from the Custodial  Account for
each REO Property.

         The Servicer shall furnish to the Owner on each  Remittance  Date, an operating  statement for each REO Property  covering the
operation of each REO Property for the previous  month.  Such operating  statement  shall be  accompanied by such other  information as
the Owner shall reasonably request.

         The Servicer shall,  either itself or through an agent selected by the Servicer,  and in accordance with the Fannie Mae Guide,
manage,  conserve,  protect and operate each REO Property in the same manner that it manages,  conserves,  protects and operates  other
foreclosed  property for its own  account,  and in the same manner that  similar  property in the same  locality as the REO Property is
managed.  Each REO  Disposition  shall be carried out by the Servicer at such price and upon such terms and  conditions as the Servicer
deems to be in the best  interest  of the Owner.  The REO  Disposition  Proceeds  from the sale of the REO  Property  shall be promptly
deposited in the Custodial  Account.  As soon as practical  thereafter,  the expenses of such sale shall be paid and the Servicer shall
reimburse itself for any related Servicing Advances, or Monthly Advances made pursuant to Section 5.03.

         The Servicer  shall cause each REO Property to be inspected  promptly  upon the  acquisition  of title thereto and shall cause
each REO  Property to be  inspected  at least  monthly  thereafter  or more  frequently  as may be required by the  circumstances.  The
Servicer  shall make or cause the  inspector to make a written  report of each such  inspection.  Such reports shall be retained in the
Servicing File and copies thereof shall be forwarded by the Servicer to the Owner.

         Section 4.14.  Notification of Adjustments.

         With respect to each  Mortgage  Loan,  the  Servicer  shall adjust the Mortgage  Interest  Rate on the related  Interest  Rate
Adjustment  Date in compliance  with  requirements  of applicable  law and the related  Mortgage and Mortgage  Note. The Servicer shall
execute and deliver  any and all  necessary  notices  required  under  applicable  law and the terms of the related  Mortgage  Note and
Mortgage  regarding the Mortgage Interest Rate  adjustments.  The Servicer shall promptly,  upon written request  therefor,  deliver to
the Owner such  notifications  and any additional  applicable  data regarding  such  adjustments  and the methods used to calculate and
implement  such  adjustments.  Upon the  discovery by the Servicer or the receipt of notice from the Owner that the Servicer has failed
to adjust a Mortgage  Interest  Rate in  accordance  with the terms of the related  Mortgage  Note and  Mortgage,  the  Servicer  shall
immediately  deposit in the  Custodial  Account  from its own funds the amount of any  interest  loss or  deferral  caused to the Owner
thereby.

                                                               ARTICLE V
                                                         PAYMENTS TO THE OWNER

         Section 5.01.  Remittances.

         On each  Remittance  Date, the Servicer shall remit to the Owner (i) all amounts  credited to the Custodial  Account as of the
close of business on the last day of the calendar month preceding the  Determination  Date, net of charges against or withdrawals  from
the Custodial Account pursuant to Section 4.05, except (a) Full Principal  Prepayments  received on or before the 15th day of the month
in which a  Remittance  Date occurs  shall be  remitted  to the Owner on the  Remittance  Date of such  month,  and (b) Full  Principal
Prepayments  received  after the 15th day of the month in which a  Remittance  Date  occurs  shall be remitted to the Owner on the next
following  Remittance Date, plus, to the extent not already deposited in the Custodial  Account,  the sum of (ii) all Monthly Advances,
if any,  which the Servicer is obligated  to  distribute  pursuant to Section 5.03 and (iii) all  Prepayment  Interest  Shortfalls  the
Servicer is required to make up pursuant to Section 4.04, minus (iv) any amounts  attributable to Monthly Payments  collected after the
Cut-off Date but due on a Due Date or Dates  subsequent  to the last day of the related Due Period,  which amounts shall be remitted on
the related Remittance Date next succeeding the Due Period for such amounts.

         With  respect to any  remittance  received by the Owner after the  Business  Day on which such  payment was due,  the Servicer
shall pay to the Owner  interest on any such late  payment at an annual  rate equal to the Prime Rate,  adjusted as of the date of each
change,  plus two percentage  points,  but in no event greater than the maximum amount permitted by applicable law. Such interest shall
be remitted  to the Owner by the  Servicer on the date such late  payment is made and shall  cover the period  commencing  with the day
following  such  Business  Day and ending with the  Business  Day on which such  payment is made,  both  inclusive.  The payment by the
Servicer  of any such  interest  shall  not be deemed an  extension  of time for  payment  or a waiver of any Event of  Default  by the
Servicer.

         Section 5.02      Statements to the Owner and the Master Servicer.

         The Servicer shall furnish to the Owner and the Master Serivcer an individual  Mortgage Loan  accounting  report (a "Report"),
as of the last Business Day of each month and the end of the related  Prepayment  Period,  as applicable,  in the  Servicer's  assigned
loan number order to document  Mortgage Loan payment activity on an individual  Mortgage Loan basis.  With respect to each month,  such
Report  shall be  received  by the Owner and the Master  Servicer  no later  than the tenth  Business  Day of the month of the  related
Remittance  Date (or, with respect to  information  as to Full Principal  Prepayments  and  prepayment  penalties no later than one (1)
Business Day after the end of each Prepayment  Period),  a report in an Excel (or compatible)  electronic format, in such format as may
be mutually  agreed upon by both the Owner and the Servicer,  and which shall provide the  information  required to be contained in the
monthly statements to certificateholders  as specified in the related pooling and servicing Agreement,  to the extent applicable to the
Servicer.

         In addition,  the Servicer  shall provide to the Master  Servicer and the Owner such other  information  known or available to
the Servicer that is necessary in order to provide the distribution  and pool performance  information as required under Regulation AB,
as amended from time to time, as  determined by the Owner in its sole  discretion.  The Servicer  shall also provide a monthly  report,
in the form of Exhibit E hereto,  or such other form as is mutually  acceptable  to the  Servicer,  the Owner and the Master  Servicer,
Exhibit F with respect to defaulted mortgage loans and Exhibit K, with respect to realized losses and gains, with each such report.

         The Servicer  shall  prepare and file any and all  information  statements  or other  filings  required to be delivered to any
governmental  taxing  authority or to Owner or the Master  Servicer  pursuant to any  applicable law with respect to the Mortgage Loans
and the  transactions  contemplated  hereby.  In  addition,  the Servicer  shall  provide the Owner and the Master  Servicer  with such
information  concerning  the Mortgage  Loans as is necessary  for the Owner and the Master  Servicer to prepare its federal  income tax
return as Owner and the Master Servicer may reasonably request from time to time.

         In addition,  not more than 60 days after the end of each calendar  year, the Servicer shall furnish to each Person who was an
Owner and the Master  Servicer at any time during such  calendar  year an annual  statement  in  accordance  with the  requirements  of
applicable  federal  income tax law as to the aggregate of  remittances  of principal and interest for the  applicable  portion of such
year.

         Section 5.03.  Monthly Advances by the Servicer.

         Not later than the close of business on the Business Day preceding  each  Remittance  Date,  the Servicer shall deposit in the
Custodial  Account an amount  equal to all payments  not  previously  advanced by the  Servicer,  whether or not  deferred  pursuant to
Section  4.01, of Monthly  Payments,  adjusted to the related  Mortgage  Loan  Remittance  Rate,  which are  delinquent at the close of
business on the related  Determination Date; provided,  however,  that the amount of any such deposit may be reduced by the Amount Held
for Future  Distribution  (as  defined  below)  then on deposit in the  Custodial  Account.  Any  portion of the Amount Held for Future
Distribution  used to pay Monthly  Advances  shall be replaced by the  Servicer  by deposit  into the  Custodial  Account on any future
Remittance  Date to the  extent  that the funds  that are  available  in the  Custodial  Account  for  remittance  to the Owner on such
Remittance Date are less than the amount of payments required to be made to the Owner on such Remittance Date.

         The "Amount Held for Future  Distribution"  as to any Remittance  Date shall be the total of the amounts held in the Custodial
Account at the close of business on the  preceding  Determination  Date which were  received  after the Cut-off  Date on account of (i)
Liquidation  Proceeds,  Insurance Proceeds,  and Principal  Prepayments received or made in the month of such Remittance Date, and (ii)
payments  which  represent  early  receipt of scheduled  payments of principal  and interest due on a date or dates  subsequent  to the
related Due Date.

         The Servicer's  obligation to make such Monthly Advances as to any Mortgage Loan will continue  through the final  disposition
or liquidation of the Mortgaged Property,  unless the Servicer deems such advance to be nonrecoverable from Liquidation  Proceeds,  REO
Disposition  Proceeds or Insurance  Proceeds with respect to the  applicable  Mortgage  Loan. In such latter event,  the Servicer shall
deliver to the Owner an  Officer's  Certificate  of the Servicer to the effect that an officer of the Servicer has reviewed the related
Servicing  File and has  obtained a recent  appraisal  and has made the  reasonable  determination  that any  additional  advances  are
nonrecoverable from Liquidation or Insurance Proceeds with respect to the applicable Mortgage Loan.

         Section 5.04.  Liquidation Reports.

         Upon the  foreclosure  sale of any Mortgaged  Property or the  acquisition  thereof by the Owner pursuant to a deed-in-lieu of
foreclosure,  the Servicer shall submit to the Owner a liquidation  report with respect to such Mortgaged  Property in such form as the
Servicer  and the Owner  shall  agree.  The  Servicer  shall  also  provide  reports  on the  status of REO  Property  containing  such
information as Owner may reasonably require.

                                                              ARTICLE VI
                                                     GENERAL SERVICING PROCEDURES

         Section 6.01.  Assumption Agreements.

         The  Servicer  will,  to the extent it has  knowledge  of any  conveyance  or  prospective  conveyance  by any  Mortgagor of a
Mortgaged  Property  (whether by absolute  conveyance or by contract of, sale, and whether or not the Mortgagor remains or is to remain
liable under the Mortgage Note and/or the  Mortgage),  exercise its rights to  accelerate  the maturity of such Mortgage Loan under any
"due-on-sale"  clause to the extent  permitted  by law;  provided,  however,  that the  Servicer  shall not exercise any such rights if
prohibited  by law or the terms of the  Mortgage  Note from doing so or if the  exercise  of such  rights  would  impair or threaten to
impair any recovery under the related Primary  Mortgage  Insurance  Policy,  if any. If the Servicer  reasonably  believes it is unable
under applicable law to enforce such  "due-on-sale"  clause, the Servicer,  will enter into an assumption  agreement with the person to
whom the Mortgaged  Property has been conveyed or is proposed to be conveyed,  pursuant to which such person  becomes  liable under the
Mortgage  Note and, to the extent  permitted by applicable  state law, the Mortgagor  remains  liable  thereon.  Where an assumption is
allowed pursuant to this Section 6.01, the Servicer,  with the prior consent of the primary mortgage insurer,  if any, is authorized to
enter into a substitution  of liability  agreement  with the person to whom the Mortgaged  Property has been conveyed or is proposed to
be conveyed  pursuant to which the original  mortgagor is released  from  liability  and such Person is  substituted  as mortgagor  and
becomes  liable under the related  Mortgage  Note.  Any such  substitution  of liability  agreement  shall be in lieu of an  assumption
agreement.

         In connection  with any such assumption or substitution  of liability,  the Servicer shall follow the  underwriting  practices
and procedures of the Fannie Mae Guide.  With respect to an assumption or substitution of liability,  the Mortgage  Interest Rate borne
by the related  Mortgage Note and the amount of the Monthly  Payment may not be changed.  The Servicer  shall notify the Owner that any
such  substitution  of  liability or  assumption  agreement  has been  completed  by  forwarding  to the Owner the original of any such
substitution  of liability or assumption  agreement,  which document  shall be added to the related  Mortgage Loan Documents and shall,
for all  purposes,  be  considered a part of such  related  mortgage  file to the same extent as all other  documents  and  instruments
constituting  a part  thereof.  All fees  collected by the  Servicer  for entering  into an  assumption  or  substitution  of liability
agreement shall belong to the Servicer.

         Notwithstanding the foregoing  paragraphs of this section or any other provision of this Agreement,  the Servicer shall not be
deemed to be in default,  breach or any other violation of its obligations  hereunder by reason of any assumption of a Mortgage Loan by
operation  of law or any  assumption  which the Servicer may be  restricted  by law from  preventing,  for any reason  whatsoever.  For
purposes of this  Section  6.01,  the term  "assumption"  is deemed to also  include a sale of the  Mortgaged  Property  subject to the
Mortgage that is not accompanied by an assumption or substitution of liability agreement.

         Section 6.02.  Satisfaction of Mortgages and Release of Mortgage Loan Documents.

         Upon the payment in full of any Mortgage Loan, the Servicer will  immediately  notify the Custodian with a  certification  and
request for release by a Servicing Officer,  which  certification  shall include a statement to the effect that all amounts received in
connection  with such  payment  which are  required to be  deposited  in the  Custodial  Account  pursuant to Section 4.04 have been so
deposited,  and a request for  delivery to the Servicer of the portion of the  Mortgage  Loan  Documents  held by the  Custodian.  Upon
receipt of such  certification  and request,  the Owner shall promptly  release or cause the Custodian to promptly  release the related
Mortgage  Loan  Documents  to the  Servicer and the  Servicer  shall  prepare and deliver for  execution by the Owner or at the Owner's
option  execute  under the  authority of a power of attorney  delivered to the Servicer by the Owner any  satisfaction  or release.  No
expense  incurred in  connection  with any  instrument of  satisfaction  or deed of  reconveyance  shall be chargeable to the Custodial
Account.

         In the event the  Servicer  satisfies  or releases a Mortgage  without  having  obtained  payment in full of the  indebtedness
secured by the Mortgage or should it otherwise  prejudice  any right the Owner may have under the mortgage  instruments,  the Servicer,
upon written demand,  shall remit within one Business Day to the Owner the then outstanding  principal  balance of the related Mortgage
Loan by deposit  thereof in the Custodial  Account.  The Servicer  shall  maintain the Fidelity Bond insuring the Servicer  against any
loss it may sustain with respect to any Mortgage Loan not satisfied in accordance with the procedures set forth herein.

         From time to time and as  appropriate  for the servicing or foreclosure  of the Mortgage  Loans,  including for the purpose of
collection  under any Primary  Mortgage  Insurance  Policy,  upon request of the Servicer and delivery to the  Custodian of a servicing
receipt  signed by a Servicing  Officer,  the Custodian  shall release the portion of the Mortgage Loan Documents held by the Custodian
to the Servicer.  Such  servicing  receipt shall  obligate the Servicer to promptly  return the related  Mortgage Loan Documents to the
Custodian,  when the need therefor by the Servicer no longer exists,  unless the Mortgage Loan has been  liquidated and the Liquidation
Proceeds  relating to the Mortgage  Loan have been  deposited in the  Custodial  Account or such  documents  have been  delivered to an
attorney,  or to a public  trustee or other public  official as required by law, for purposes of initiating or pursuing legal action or
other  proceedings for the foreclosure of the Mortgaged  Property either  judicially or  non-judicially,  and the Servicer has promptly
delivered to the Owner or the Custodian a  certificate  of a Servicing  Officer  certifying as to the name and address of the Person to
which such  documents  were  delivered  and the purpose or purposes of such  delivery.  Upon  receipt of a  certificate  of a Servicing
Officer  stating that such Mortgage Loan was  liquidated,  the servicing  receipt shall be released by the Owner or the  Custodian,  as
applicable, to the Servicer.

         Section 6.03.  Servicing Compensation.

         As  compensation  for its services  hereunder,  the Servicer  shall be entitled to withdraw from the  Custodial  Account or to
retain from interest  payments on the Mortgage Loans the amounts  provided for as the Servicer's  Servicing Fee.  Additional  servicing
compensation  in the form of assumption  fees,  as provided in Section 6.01,  late payment  charges and other  ancillary  fees shall be
retained by the Servicer to the extent not required to be deposited in the  Custodial  Account.  The Servicer  shall be required to pay
all expenses incurred by it in connection with its servicing activities  hereunder and shall not be entitled to reimbursement  therefor
except as specifically provided for.

         Section 6.04.     Annual Statement as to Compliance; Annual Certification.

         (a)      The  Servicer  will deliver to the Owner and the Master  Servicer,  not later than March 15th of each  calendar  year
beginning in 2007, an Officer's  Certificate (an "Annual Statement of Compliance")  stating,  as to each signatory thereof,  that (i) a
review of the  activities  of the  Servicer  during the  preceding  calendar  year and of  performance  under this  Agreement  or other
applicable servicing agreement has been made under such officer's  supervision and (ii) to the best of such officer's knowledge,  based
on such review, the Servicer has fulfilled all of its obligations under this Agreement or other applicable  servicing  agreement in all
material  respects  throughout  such year,  or, if there has been a failure to fulfill any such  obligation  in any  material  respect,
specifying  each such failure  known to such officer and the nature and status of cure  provisions  thereof.  Such Annual  Statement of
Compliance  shall contain no  restrictions  or  limitations on its use.  Copies of such statement  shall be provided by the Servicer to
the Owner upon request and by the Owner to any Person  identified as a prospective  purchaser of the Mortgage  Loans. In the event that
the Servicer has delegated any servicing  responsibilities  with respect to the Mortgage  Loans to a  Subservicer,  the Servicer  shall
deliver an Annual  Statement of Compliance  of the  Subservicer  as described  above as to each  Subservicer  as and when required with
respect to the Servicer.

         (b)      With  respect to the  Mortgage  Loans,  by March 15th of each  calendar  year  beginning  in 2007,  an officer of the
Servicer  shall  execute and deliver an Officer's  Certificate  (an "Annual  Certification")  to the Owner,  the Master  Servicer,  the
Securities  Administrator,  and any  related  Depositor  for the  benefit of each such  entity  and such  entity's  affiliates  and the
officers,  directors  and agents of any such entity and such  entity's  affiliates,  in the form  attached  hereto as Exhibit G. In the
event that the Servicer  has  delegated  any  servicing  responsibilities  with respect to the  Mortgage  Loans to a  Subservicer  or a
Subcontractor,  to the extent such  Subcontractor is "participating in the servicing  function" pursuant to Item 1122 of Regulation AB,
the Servicer shall deliver an Annual  Certification  as to each such Subservicer and  Subcontractor,  as and when required with respect
to the Servicer.

         The Servicer shall  indemnify and hold harmless the Master  Servicer and its officers,  directors,  agents and affiliates from
and against any losses,  damages,  penalties,  fines,  forfeitures,  reasonable legal fees and related costs, judgments and other costs
and expenses  arising out of or based upon a breach by the Servicer or any of its  officers,  directors,  agents or  affiliates  of its
obligations  under this Section 6.04 or Section 6.09 or the negligence,  bad faith or willful  misconduct of the Servicer in connection
therewith.  If the  indemnification  provided for herein is unavailable or insufficient to hold harmless the Master Servicer,  then the
Servicer  agrees  that it shall  contribute  to the amount paid or payable by the Master  Servicer  as a result of the losses,  claims,
damages or  liabilities  of the Master  Servicer in such  proportion  as is  appropriate  to reflect the  relative  fault of the Master
Servicer on the one hand and the Servicer on the other in connection  with a breach of the  Servicer's  obligations  under this Section
6.04 or Section 6.09 or the Servicer's negligence, bad faith or willful misconduct in connection therewith.

         Upon request by the Owner or the Master  Servicer,  the Servicer will deliver to such  requesting  party a copy of the audited
(if such financial  statements  are available,  otherwise  unaudited)  financial  statements of the Servicer for the most recent fiscal
year of the Servicer.

         Section 6.05.     [Reserved]

         Section 6.06.  Owner's Right to Examine Servicer Records.

         The Owner shall have the right to examine and audit, at its expense,  upon reasonable notice to the Servicer,  during business
hours or at such other times as might be reasonable under applicable  circumstances,  any and all of the books, records,  documentation
or other  information  of the  Servicer,  or held by another  for the  Servicer  or on its  behalf or  otherwise,  which  relate to the
performance or observance by the Servicer of the terms, covenants or conditions of this Agreement.

         The Servicer shall provide to the Owner and any supervisory agents or examiners  representing a state or federal  governmental
agency having  jurisdiction over the Owner access to any  documentation  regarding the Mortgage Loans in the possession of the Servicer
which may be required by any applicable  regulations.  Such access shall be afforded without charge,  upon reasonable  request,  during
normal  business  hours and at the  offices  of the  Servicer,  and in  accordance  with the  applicable  federal  or state  government
regulations.

         Section 6.07.  Compliance with REMIC Provisions.

         If a REMIC  election has been made with respect to the  arrangement  under which the Mortgage Loans and REO Property are held,
the  Servicer  shall not take any action,  cause the REMIC to take any action or fail to take (or fail to cause to be taken) any action
that,  under the REMIC  Provisions,  if taken or not taken, as the case may be could (i) endanger the status of the REMIC as a REMIC or
(ii) result in the imposition of a tax upon the REMIC  (including but not limited to the tax on  "prohibited  transactions"  as defined
in  Section  860F(a)(2)  of the Code and the tax on  "contribution"  to a REMIC set forth in  Section  860G(d)  of the Code  unless the
Servicer  has  received  an Opinion of  Counsel  (at the  expense of the party  seeking to take such  actions)  to the effect  that the
contemplated action will not endanger such REMIC status or result in the imposition of any such tax.

         Section 6.08.  Non-solicitation.

         The Servicer shall not knowingly conduct any solicitation  exclusively  targeted to the Mortgagors for the purpose of inducing
or  encouraging  the early  prepayment or  refinancing  of the related  Mortgage  Loans.  It is understood  and agreed that  promotions
undertaken  by the Servicer or any agent or affiliate of the  Servicer  which are directed to the general  public at large,  including,
without limitation,  mass mailings based on commercially acquired mailing lists, newspaper,  radio and television  advertisements shall
not  constitute  solicitation  under this  section.  Nothing  contained  herein shall  prohibit the Servicer from (i)  distributing  to
Mortgagors any general  advertising  including  information  brochures,  coupon books, or other similar  documentation  which indicates
services the Servicer offers,  including  refinances or (ii) providing  financing of home equity loans to Mortgagors at the Mortgagor's
request.

         Section 6.09.     Assessment of Compliance with Servicing Criteria.

         On and after  January 1, 2006,  the Servicer  shall service and  administer,  and shall cause each  subservicer  to service or
administer, the Mortgage Loans in accordance with all applicable requirements of the Servicing Criteria.

         With  respect to the Mortgage  Loans,  the Servicer  shall  deliver to the Owner or its  designee,  the Master  Servicer,  the
Securities  Administrator,  and any Depositor on or before March 15th of each calendar year beginning in 2007, a report (an "Assessment
of Compliance")  regarding the Servicer's  assessment of compliance with the Servicing  Criteria during the preceding  calendar year as
required  by Rules  13a-18 and 15d-18 of the  Exchange  Act and Item 1122 of  Regulation  AB, or as  otherwise  required  by the Master
Servicer, which as of the date hereof, require a report by an authorized officer of the Servicer that contains the following:
         (a)      A statement by such officer of its responsibility for assessing  compliance with the Servicing Criteria applicable to
the Servicer;

         (b)      A statement by such officer that such officer used the  Servicing  Criteria to assess  compliance  with the Servicing
Criteria applicable to the Servicer;

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

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

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

         Such report at a minimum shall address each of the Servicing Criteria specified on Exhibit J hereto.

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

         The Servicer shall cause each Subservicer,  and each Subcontractor  determined by the Servicer pursuant to Section 11.15 to be
"participating  in the  servicing  function"  within the  meaning of Item 1122 of  Regulation  AB, to deliver to the Owner,  the Master
Servicer,  the  Securities  Administrator  and any  Depositor an  assessment of compliance  and  accountants'  attestation  as and when
provided in Section 6.09.

         Section 6.10.     Intent of the Parties; Reasonableness.

         The Owner and the Servicer  acknowledge and agree that a purpose of clause (g) of Article III,  Sections 5.02,  6.04, 6.09 and
10.02 of this  Agreement is to facilitate  compliance by the Owner and any Depositor  with the  provisions of Regulation AB and related
rules and  regulations of the Commission.  None of the Owner,  the Master Servicer or any Depositor shall exercise its right to request
delivery of information or other  performance  under these  provisions  other than in good faith, or for purposes other than compliance
with the Securities Act, the Exchange Act and the rules and regulations of the Commission  thereunder.  The Servicer  acknowledges that
interpretations  of the  requirements  of  Regulation AB may change over time,  whether due to  interpretive  guidance  provided by the
Commission or its staff,  consensus among participants in the asset-backed  securities markets,  advice of counsel,  or otherwise,  and
agrees to comply with requests made by the Owner or any Depositor in good faith for delivery of information  under these  provisions on
the basis of evolving  interpretations  of Regulation AB. In connection with any  Pass-Through  Transfer,  the Servicer shall cooperate
fully with the Owner to deliver to the Owner  (including any of its assignees or designees) and any Depositor,  any and all statements,
reports,  certifications,  records and any other information necessary in the good faith determination of the Owner or any Depositor to
permit the Owner or such  Depositor to comply with the  provisions of Regulation  AB,  together with such  disclosures  relating to the
Servicer,  any Subservicer and the Mortgage  Loans,  or the servicing of the Mortgage  Loans,  reasonably  believed by the Owner or any
Depositor to be necessary in order to effect such compliance.

                                                              ARTICLE VII
                                                  REPORTS TO BE PREPARED BY SERVICER

         Section 7.01.  Servicer Shall Provide Information as Reasonably Required.

         The Servicer  shall furnish to the Owner upon request,  during the term of this  Agreement,  such  periodic,  special or other
reports or  information,  whether or not provided for herein,  as shall be  necessary,  reasonable or  appropriate  with respect to the
purposes of this  Agreement.  The Servicer may negotiate with the Owner for a reasonable fee for providing such report or  information,
unless (i) the Servicer is required to supply such report or information  pursuant to any other section of this Agreement,  or (ii) the
report or information  has been requested in connection with Internal  Revenue Service or other  regulatory  agency  requirements.  All
such reports or  information  shall be provided by and in accordance  with all  reasonable  instructions  and  directions  given by the
Owner.  The Servicer agrees to execute and deliver all such  instruments and take all such action as the Owner,  from time to time, may
reasonably request in order to effectuate the purpose and to carry out the terms of this Agreement.

                                                             ARTICLE VIII
                                                             THE SERVICER

         Section 8.01.  Indemnification; Third Party Claims.

         The Servicer agrees to indemnify the Owner, its successors and assigns,  any agent of the Owner, and the Master Servicer,  and
hold each of such Persons harmless from and against any and all claims, losses,  damages,  penalties,  fines,  forfeitures,  legal fees
and related  costs,  judgments,  and any other costs,  fees and expenses that such Person may sustain in any way related to the failure
of the Servicer to perform in any way its duties and service the Mortgage Loans in strict  compliance  with the terms of this Agreement
and for breach of any  representation  or warranty of the Servicer  contained herein.  The Servicer shall immediately  notify the Owner
or other  indemnified  Person if a claim is made by a third party with respect to this  Agreement or the Mortgage  Loans,  assume (with
the consent of the Owner and such other Indemnified Person and with counsel  reasonably  satisfactory to the Owner and such Person) the
defense of any such claim and pay all expenses in  connection  therewith,  including  counsel  fees,  and promptly  pay,  discharge and
satisfy any judgment or decree which may be entered  against it or such other  indemnified  Person in respect of such claim but failure
to so notify the Owner and such other indemnified  Person shall not limit its obligations  hereunder.  The Servicer agrees that it will
not enter into any  settlement  of any such claim  without  the  consent of the Owner and such other  indemnified  Person  unless  such
settlement  includes an  unconditional  release of the Owner and such other  indemnified  Person from all liability that is the subject
matter of such claim.  The provisions of this Section 8.01 shall survive termination of this Agreement.

         Section 8.02.  Merger or Consolidation of the Servicer.

         The Servicer will keep in full effect its  existence,  rights and  franchises as a corporation  under the laws of the state of
its incorporation  except as permitted herein,  and will obtain and preserve its qualification to do business as a foreign  corporation
in each  jurisdiction  in which such  qualification  is or shall be  necessary  to protect  the  validity  and  enforceability  of this
Agreement or any of the Mortgage Loans and to perform its duties under this Agreement.

         Any Person into which the Servicer may be merged or  consolidated,  or any corporation  resulting from any merger,  conversion
or  consolidation  to which the Servicer  shall be a party,  or any Person  succeeding  to the business of the Servicer  whether or not
related to loan  servicing,  shall be the  successor of the  Servicer  hereunder,  without the  execution or filing of any paper or any
further act on the part of any of the parties hereto,  anything herein to the contrary  notwithstanding;  provided,  however,  that the
successor or surviving  Person shall be an institution (i) having a GAAP net worth of not less than  $25,000,000,  (ii) the deposits of
which are insured by the FDIC, or which is a HUD-approved  mortgagee  whose primary  business is in origination  and servicing of first
lien mortgage loans, and (iii) which is a Fannie Mae or Freddie Mac approved seller/servicer in good standing.

         Section 8.03.  Limitation on Liability of the Servicer and Others.

         Neither the Servicer nor any of the  officers,  employees or agents of the Servicer  shall be under any liability to the Owner
for any  action  taken or for  refraining  from the taking of any action in good faith  pursuant  to this  Agreement,  or for errors in
judgment made in good faith;  provided,  however,  that this  provision  shall not protect the Servicer or any such person  against any
breach of warranties or  representations  made herein, or failure to perform in any way its obligations in compliance with any standard
of care set forth in this Agreement,  or any liability which would otherwise be imposed by reason of gross  negligence or any breach of
the terms and  conditions  of this  Agreement.  The Servicer and any officer,  employee or agent of the Servicer may rely in good faith
on any document of any kind prima facie properly  executed and submitted by the Owner  respecting any matters  arising  hereunder.  The
Servicer  shall not be under any  obligation to appear in,  prosecute or defend any legal action which is not  incidental to its duties
to service the Mortgage  Loans in accordance  with this Agreement and which in its opinion may involve it in any expenses or liability;
provided,  however, that the Servicer may, with the consent of the Owner, which consent shall not be unreasonably  withheld,  undertake
any such action  which it may deem  necessary  or desirable  with  respect to this  Agreement  and the rights and duties of the parties
hereto.  In such  event,  the  reasonable  legal  expenses  and costs of such action and any  liability  resulting  therefrom  shall be
expenses,  costs and liabilities for which the Owner will be liable, and the Servicer shall be entitled to be reimbursed  therefor from
the Custodial Account pursuant to Section 4.05.

         Section 8.04.  Servicer Not to Resign.

         The Servicer  shall not resign from the  obligations  and duties hereby imposed on it except by mutual consent of the Servicer
and the Owner or upon the  determination  that its duties hereunder are no longer  permissible under applicable law and such incapacity
cannot be cured by the Servicer.  Any such  determination  permitting the  resignation of the Servicer shall be evidenced by an Opinion
of Counsel to such effect  delivered to the Owner which Opinion of Counsel shall be in form and substance  acceptable to the Owner.  No
such  resignation  shall  become  effective  until a successor  shall have  assumed the  Servicer's  responsibilities  and  obligations
hereunder in the manner provided in Section 11.01.

         Section 8.05.  No Transfer of Servicing.

         With respect to the retention of the Servicer to service the Mortgage  Loans  hereunder,  the Servicer  acknowledges  that the
Owner has acted in reliance  upon the  Servicer's  independent  status,  the adequacy of its  servicing  facilities,  plan,  personnel,
records and  procedures,  its integrity,  reputation and financial  standing and the continuance  thereof.  Without in any way limiting
the generality of this section,  the Servicer shall not either assign this Agreement or the servicing  hereunder or delegate its rights
or duties  hereunder  or any portion  thereof,  or sell or  otherwise  dispose of all or  substantially  all of its property or assets,
without the prior written  approval of the Owner,  which approval shall not be  unreasonably  withheld;  provided that the Servicer may
assign the Agreement and the  servicing  hereunder  without the consent of Owner to an affiliate of the Servicer to which all servicing
of the  Servicer  is assigned  so long as (i) such  affiliate  is a Fannie Mae and  Freddie  Mac  approved  servicer  and (ii) if it is
intended  that such  affiliate  be spun off to the  shareholders  of the  Servicer,  such  affiliate  have a GAAP net worth of at least
$25,000,000  and (iii) such affiliate  shall deliver to the Owner a  certification  pursuant to which such affiliate  shall agree to be
bound by the terms and  conditions of this  Agreement  and shall  certify that such  affiliate is a Fannie Mae and Freddie Mac approved
servicer in good standing.

                                                              ARTICLE IX
                                                                DEFAULT

         Section 9.01.  Events of Default.

         In case one or more of the following Events of Default by the Servicer shall occur and be continuing, that is to say:

         (i)      any failure by the Servicer to remit to the Owner any payment  required to be made under the terms of this  Agreement
which  continues  unremedied for one (1) Business Day after written notice thereof (it being  understood that this  subparagraph  shall
not affect  Servicer's  obligation  pursuant to Section 5.01 to pay default interest on any remittance  received by the Owner after the
Business Day on which such payment was due); or

         (ii)     any  failure  on the part of the  Servicer  duly to  observe or  perform  in any  material  respect  any other of the
covenants or agreements  on the part of the Servicer set forth in this  Agreement  (other than those  described in clause (ix) hereof),
the breach of which has a material  adverse effect and which  continue  unremedied for a period of thirty days (except that such number
of days shall be fifteen in the case of a failure to pay any premium for any  insurance  policy  required to be  maintained  under this
Agreement and such failure shall be deemed to have a material  adverse  effect) after the date on which written notice of such failure,
requiring the same to be remedied, shall have been given to the Servicer by the Owner; or

         (iii)    a decree or order of a court or  agency  or  supervisory  authority  having  jurisdiction  for the  appointment  of a
conservator or receiver or liquidator in any  insolvency,  bankruptcy,  readjustment  of debt,  marshaling of assets and liabilities or
similar  proceedings,  or for the  winding-up  or  liquidation  of its affairs,  shall have been entered  against the Servicer and such
decree or order shall have remained in force undischarged or unstayed for a period of sixty days; or

         (iv)     the  Servicer  shall  consent to the  appointment  of a  conservator  or receiver or  liquidator  in any  insolvency,
bankruptcy,  readjustment of debt,  marshaling of assets and liabilities or similar proceedings of or relating to the Servicer or of or
relating to all or substantially all of its property; or

         (v)      the Servicer  shall admit in writing its inability to pay its debts  generally as they become due, file a petition to
take  advantage of any  applicable  insolvency or  reorganization  statute,  make an assignment  for the benefit of its  creditors,  or
voluntarily suspend payment of its obligations; or

         (vi)     the  Servicer  ceases to be  approved  by either  Fannie Mae or Freddie  Mac (to the extent  such  entities  are then
operating  in a capacity  similar to that in which they operate on the date  hereof) as a mortgage  loan  servicer for more than thirty
days to the extent such entities perform similar functions; or

         (vii)    the Servicer attempts to assign its right to servicing compensation  hereunder or the Servicer attempts,  without the
consent of the Owner, to sell or otherwise  dispose of all or  substantially  all of its property or assets or to assign this Agreement
or the servicing  responsibilities  hereunder or to delegate its duties hereunder or any portion thereof except as otherwise  permitted
herein; or

         (viii)   the Servicer ceases to be qualified to transact business in any jurisdiction where it is currently so qualified,  but
only to the extent  such  non-qualification  materially  and  adversely  affects  the  Servicer's  ability to perform  its  obligations
hereunder; or

         (ix)     failure by the Servicer to duly perform,  within the required time period,  its obligations  under Section 6.04, 6.09
or any of clauses (v) through (viii) of Section 10.02;

then,  and in each and every such case, so long as an Event of Default shall not have been  remedied,  the Owner,  by notice in writing
to the Servicer may, in addition to whatever  rights the Owner may have under  Section 8.01 and at law or equity to damages,  including
injunctive  relief and  specific  performance,  terminate  all the rights and  obligations  of the  Servicer  (and if the  Servicer  is
servicing any of the Mortgage  Loans in a  Pass-Through  Transfer,  appoint a successor  servicer  reasonably  acceptable to the Master
Servicer for such  Pass-Through  Transfer)  under this  Agreement  and in and to the Mortgage  Loans and the proceeds  thereof  without
compensating  the Servicer for the same.  On or after the receipt by the Servicer of such written  notice,  all  authority and power of
the  Servicer  under this  Agreement,  whether  with respect to the  Mortgage  Loans or  otherwise,  shall pass to and be vested in the
successor  appointed  pursuant to Section 11.01. Upon written request from the Owner, the Servicer shall prepare,  execute and deliver,
any and all documents and other instruments,  place in such successor's  possession all Servicing Files, and do or accomplish all other
acts or things  necessary or  appropriate  to effect the purposes of such notice of  termination,  whether to complete the transfer and
endorsement or assignment of the Mortgage Loans and related  documents,  or otherwise,  at the  Servicer's  sole expense.  The Servicer
agrees to cooperate  with the Owner and such  successor in effecting the  termination  of the  Servicer's  responsibilities  and rights
hereunder,  including,  without limitation,  the transfer to such successor for administration by it of all cash amounts which shall at
the time be credited by the Servicer to the Custodial  Account or Escrow  Account or  thereafter  received with respect to the Mortgage
Loans or any REO Property.

         The Servicer shall promptly  reimburse the Owner (or any designee of the Owner,  such as a master servicer) and any Depositor,
as  applicable,  for all  reasonable  expenses  incurred by the Owner (or such designee) or such  Depositor,  as such are incurred,  in
connection  with the  termination  of the Servicer as servicer  and the  transfer of  servicing  of the  Mortgage  Loans to a successor
servicer,  if the  termination  and/or  transfer of  servicing  is for cause  related to a servicer  default.  The  provisions  of this
paragraph  shall not limit  whatever  rights the Owner or any Depositor may have under other  provisions of this  Agreement  and/or any
applicable  Reconstitution Agreement or otherwise,  whether in equity or at law, such as an action for damages, specific performance or
injunctive relief.

         Section 9.02.  Waiver of Defaults.

         The Owner may waive only by written  notice any default by the Servicer in the  performance of its  obligations  hereunder and
its  consequences.  Upon any such  waiver of a past  default,  such  default  shall  cease to exist,  and any Event of Default  arising
therefrom  shall be deemed to have been remedied for every  purpose of this  Agreement.  No such waiver shall extend to any  subsequent
or other default or impair any right consequent thereon except to the extent expressly so waived in writing.

                                                               ARTICLE X
                                                              TERMINATION

         Section 10.01.  Termination.

         The respective  obligations and  responsibilities  of the Servicer shall terminate upon: (i) the later of the final payment or
other  liquidation  (or any advance with respect  thereto) of the last  Mortgage  Loan or the  disposition  of all REO Property and the
remittance of all funds due  hereunder;  or (ii) by mutual  consent of the Servicer and the Owner in writing;  or (iii)  termination by
the Owner pursuant to Section 9.01.  Simultaneously  with any such  termination and the transfer of servicing  hereunder,  the Servicer
shall be entitled to be reimbursed for any outstanding Servicing Advances and Monthly Advances.

         Section 10.02.    Cooperation of Servicer with a Reconstitution.

         The  Servicer  and the Owner agree that with respect to some or all of the  Mortgage  Loans,  on or after the related  closing
date,  on one or more  dates  (each a  "Reconstitution  Date")  at the  Owner's  sole  option,  the Owner may  effect a sale  (each,  a
"Reconstitution") of some or all of the Mortgage Loans then subject to this Agreement, without recourse, to:

         (a)      one or more third party purchasers in one or more in whole loan transfers (each, a "Whole Loan Transfer"); or

         (b)      one or more trusts or other entities to be formed as part of one or more Pass-Through Transfers.

         The  Servicer  agrees to execute in  connection  with any  agreements  among the Owner,  the  Servicer,  and any  servicer  in
connection  with a Whole Loan Transfer,  an assignment,  assumption  and  recognition  agreement,  or, at Owner's  request,  a seller's
warranties and servicing  agreement or a participation and servicing  agreement or similar  agreement in form and substance  reasonably
acceptable to the parties,  and in connection  with a Pass-Through  Transfer,  a pooling and servicing  agreement in form and substance
reasonably  acceptable  to the  parties.  It is  understood  that any such  Reconstitution  Agreements  will not  contain  any  greater
obligations on the part of Servicer than are contained in this Agreement.

         With respect to each Whole Loan Transfer and each  Pass-Through  Transfer  entered into by the Owner,  the Servicer agrees (1)
to cooperate fully with the Owner and any prospective  purchaser with respect to all reasonable requests and due diligence  procedures;
(2) to execute,  deliver and  perform all  Reconstitution  Agreements  required by the Owner;  (3) to restate the  representations  and
warranties  set forth in this  Agreement  as of the  settlement  or  closing  date in  connection  with such  Reconstitution  (each,  a
"Reconstitution Date").

         In addition,  the Servicer shall provide to such servicer or issuer,  as the case may be, and any other  participants  in such
Reconstitution:

         (i)      any and all  information  and  appropriate  verification  of  information  which may be  reasonably  available to the
Servicer,  whether through letters of its auditors and counsel or otherwise,  as the Owner or any such other  participant shall request
upon reasonable demand;

         (ii)     such additional representations,  warranties, covenants, opinions of counsel, letters from auditors, and certificates
of public  officials  or  officers of the  Servicer  as are  reasonably  agreed  upon by the  Servicer  and the Owner or any such other
participant;

         (iii)    within 5 Business  Days after  request by the Owner,  the  information  with respect to the Servicer (as servicer) as
required by Item 1108(b) and (c) of Regulation AB, a summary of the  requirements  of which as of the date hereof is attached hereto as
Exhibit I for  convenience  of  reference  only,  as  determined  by Owner in its sole  discretion.  In the event that the Servicer has
delegated  any  servicing  responsibilities  with respect to the  Mortgage  Loans to a  Subservicer,  the  Servicer  shall  provide the
information required pursuant to this clause with respect to the Subservicer;

         (iv)     within 5 Business Days after request by the Owner,

                  (a)  information  regarding  any legal  proceedings  pending (or known to be  contemplated)  against the Servicer (as
servicer)  and each  Subservicer  as  required by Item 1117 of  Regulation  AB, a summary of the  requirements  of which as of the date
hereof is attached hereto as Exhibit I for convenience of reference only, as determined by Owner in its sole discretion,

                  (b) information  regarding  affiliations  with respect to the Servicer (as servicer) and each Subservicer as required
by Item 1119(a) of  Regulation  AB, a summary of the  requirements  of which as of the date hereof is attached  hereto as Exhibit I for
convenience of reference only, as determined by Owner in its sole discretion, and


                  (c)  information  regarding  relationships  and  transactions  with respect to the Servicer  (as  servicer)  and each
Subservicer  as required by Item  1119(b) and (c) of  Regulation  AB, a summary of the  requirements  of which as of the date hereof is
attached hereto as Exhibit I for convenience of reference only, as determined by Owner in its sole discretion;

         (v)      for the  purpose  of  satisfying  the  reporting  obligation  under the  Exchange  Act with  respect  to any class of
asset-backed  securities,  the Servicer shall (or shall cause each  Subservicer to) (i) provide prompt notice to the Owner,  the Master
Servicer  and any  Depositor  in writing of (A) any material  litigation  or  governmental  proceedings  involving  the Servicer or any
Subservicer,  (B) any  affiliations or  relationships  that develop  following the closing date of a Pass-Through  Transfer between the
Servicer or any  Subservicer  and any of the parties  specified in clause (D) of paragraph  (a) of this Section (and any other  parties
identified in writing by the requesting  party) with respect to such  Pass-Through  Transfer,  (C) any Event of Default under the terms
of this Agreement or any  Reconstitution  Agreement,  (D) any merger,  consolidation or sale of substantially  all of the assets of the
Servicer,  and (E) the  Servicer's  entry into an agreement  with a Subservicer  to perform or assist in the  performance of any of the
Servicer's  obligations  under this  Agreement  or any  Reconstitution  Agreement  and (ii)  provide to the Owner and any  Depositor  a
description of such proceedings, affiliations or relationships;

         (vi)     as a condition to the succession to the Servicer or any  Subservicer as servicer or subservicer  under this Agreement
or any  Reconstitution  Agreement by any Person (i) into which the Servicer or such Subservicer may be merged or consolidated,  or (ii)
which may be  appointed  as a successor  to the  Servicer or any  Subservicer,  the  Servicer  shall  provide to the Owner,  the Master
Servicer,  and any Depositor,  at least 15 calendar days prior to the effective  date of such  succession or  appointment,  (x) written
notice to the Owner and any  Depositor  of such  succession  or  appointment  and (y) in writing and in form and  substance  reasonably
satisfactory to the Owner and such Depositor,  all  information  reasonably  requested by the Owner or any Depositor in order to comply
with its reporting obligation under Item 6.02 of Form 8-K with respect to any class of asset-backed securities;

         (vii)    in addition to such  information as the Servicer,  as servicer,  is obligated to provide pursuant to other provisions
of this Agreement,  not later than ten days prior to the deadline for the filing of any distribution  report on Form 10-D in respect of
any  Pass-Through  Transfer that includes any of the Mortgage Loans serviced by the Servicer or any  Subservicer,  the Servicer or such
Subservicer, as applicable,  shall, to the extent the Servicer or such Subservicer has knowledge,  provide to the party responsible for
filing such report (including,  if applicable,  the Master Servicer) notice of the occurrence of any of the following events along with
all  information,  data, and materials  related  thereto as may be required to be included in the related  distribution  report on Form
10-D (as specified in the provisions of Regulation AB referenced below):

                  (A)      any material  modifications,  extensions or waivers of pool asset terms, fees,  penalties or payments during
the distribution period or that have cumulatively become material over time (Item 1121(a)(11) of Regulation AB);

                  (B)      material breaches of pool asset  representations or warranties or transaction covenants (Item 1121(a)(12) of
Regulation AB); and

                  (C)      information  regarding new asset-backed  securities issuances backed by the same pool assets, any pool asset
changes (such as,  additions,  substitutions or repurchases),  and any material changes in origination,  underwriting or other criteria
for acquisition or selection of pool assets (Item 1121(a)(14) of Regulation AB); and

         (viii)   the Servicer shall provide to the Owner, the Master Servicer and any Depositor,  evidence of the authorization of the
person signing any  certification or statement,  copies or other evidence of Fidelity Bond Insurance and Errors and Omission  Insurance
policy,  financial  information and reports,  and such other information  related to the Servicer or any Subservicer or the Servicer or
such Subservicer's performance hereunder.

         In the event of a conflict or  inconsistency  between the terms of Exhibit I and the text of the applicable Item of Regulation
AB as cited above, the text of Regulation AB, its adopting release and other public statements of the SEC shall control.

         The Servicer shall indemnify the Owner,  each affiliate of the Owner,  and each of the following  parties  participating  in a
Pass-Through  Transfer:  each  issuing  entity;  each  Person  (including,  but not  limited to, the Master  Servicer,  if  applicable)
responsible  for the  preparation,  execution  or filing of any report  required to be filed with the  Commission  with respect to such
Pass-Through  Transfer,  or for execution of a  certification  pursuant to Rule 13a-14(d) or Rule 15d-14(d) under the Exchange Act with
respect to such Pass-Through  Transfer;  each broker dealer acting as underwriter,  placement agent or initial  purchaser,  each Person
who  controls  any of such  parties or the  Depositor  (within  the meaning of Section 15 of the  Securities  Act and Section 20 of the
Exchange Act); and the respective  present and former directors,  officers,  employees,  agents and affiliates of each of the foregoing
and of the  Depositor  (each,  an  "Indemnified  Party"),  and shall hold each of them  harmless  from and against any claims,  losses,
damages,  penalties,  fines, forfeitures,  legal fees and expenses and related costs, judgments, and any other costs, fees and expenses
that any of them may sustain arising out of or based upon:

         (i)(A)  any  untrue  statement  of a  material  fact  contained  or  alleged  to be  contained  in  any  information,  report,
certification,  data,  accountants'  letter or other  material  provided  under this Section 10.02 by or on behalf of the Servicer,  or
provided under this Section 10.02,  Sections 6.04 and 6.09 and by or on behalf of any Subservicer or Subcontractor  (collectively,  the
"Servicer  Information"),  or (B) the omission or alleged omission to state in the Servicer  Information a material fact required to be
stated in the Servicer  Information  or necessary in order to make the  statements  therein,  in the light of the  circumstances  under
which they were made, not misleading;  provided,  by way of clarification,  that clause (B) of this paragraph shall be construed solely
by reference  to the Servicer  Information  and not to any other  information  communicated  in  connection  with a sale or purchase of
securities,  without regard to whether the Servicer  Information or any portion  thereof is presented  together with or separately from
such other information;

         (ii) any breach by the  Servicer of its  obligations  under this  Section  10.02,  including  particularly  any failure by the
Servicer,  any  Subservicer or any  Subcontractor  to deliver any  information,  report,  certification,  accountants'  letter or other
material when and as required  under this Section  10.02,  including any failure by the Servicer to identify  pursuant to Section 11.15
any Subcontractor "participating in the servicing function" within the meaning of Item 1122 of Regulation AB;

         (iii) any breach by the Servicer of a  representation  or warranty set forth in Section Article III or in a writing  furnished
pursuant to clause (h) of Article III and made as of a date prior to the closing  date of the  related  Pass-Through  Transfer,  to the
extent that such breach is not cured by such closing date, or any breach by the Servicer of a  representation  or warranty in a writing
furnished pursuant to clause (h) of Article III to the extent made as of a date subsequent to such closing date; or

         (iv) the  negligence bad faith or willful  misconduct of the Servicer in connection  with its  performance  under this Section
10.02.

         If the  indemnification  provided for herein is unavailable or  insufficient to hold harmless an Indemnified  Party,  then the
Servicer agrees that it shall  contribute to the amount paid or payable by such  Indemnified  Party as a result of any claims,  losses,
damages or liabilities  incurred by such  Indemnified  Party in such proportion as is appropriate to reflect the relative fault of such
Indemnified Party on the one hand and the Servicer on the other.

         In the case of any failure of performance  described  above,  the Servicer shall promptly  reimburse the Owner, any Depositor,
as  applicable,  and each Person  responsible  for the  preparation,  execution  or filing of any report  required to be filed with the
Commission  with  respect to such  Pass-Through  Transfer,  or for  execution  of a  certification  pursuant to Rule  13a-14(d) or Rule
15d-14(d) under the Exchange Act with respect to such Pass-Through  Transfer,  for all costs reasonably  incurred by each such party in
order to obtain the information,  report,  certification,  accountants' letter or other material not delivered pursuant to this Section
or Section 6.04 or Section 6.09 as required by the Servicer, any Subservicer or any Subcontractor.

         This indemnification shall survive the termination of this Agreement or the termination of any party to this Agreement.

         All Mortgage  Loans not sold or  transferred  pursuant to a Whole Loan Transfer or Pass Through  Transfer  shall be subject to
this  Agreement  and shall  continue to be serviced in  accordance  with the terms of this  Agreement  and with  respect  thereto  this
Agreement shall remain in full force and effect.

         Section 10.03.  Master Servicer.

         The Servicer,  including any successor servicer hereunder,  shall be subject to the supervision of the Master Servicer,  which
Master  Servicer shall be obligated to ensure that the Servicer  services the Mortgage Loans in accordance  with the provisions of this
Agreement.  The Master Servicer,  acting on behalf of the Owner,  shall have the same rights as the Owner to enforce the obligations of
the Servicer  under this  Agreement.  The Master  Servicer  shall be entitled to terminate the rights and  obligations  of the Servicer
under this  Agreement  upon the  failure of the  Servicer  to perform  any of its  obligations  under this  Agreement  if such  failure
constitutes  an Event of Default as provided in Article IX of this  Agreement.  Notwithstanding  anything to the contrary,  in no event
shall the Master Servicer assume any of the obligations of the Owner under this Agreement.

                                                              ARTICLE XI
                                                       MISCELLANEOUS PROVISIONS

         Section 11.01.  Successor to the Servicer.

         Prior to termination of the Servicer's  responsibilities  and duties under this Agreement  pursuant to Sections 8.04,  9.01 or
10.01(ii),  the Owner shall (i) succeed to and assume all of the Servicer's  responsibilities,  rights,  duties and  obligations  under
this  Agreement,  or (ii) appoint a successor  having the  characteristics  set forth in Section 8.02 hereof and which shall succeed to
all  rights  and assume  all of the  responsibilities,  duties and  liabilities  of the  Servicer  under  this  Agreement  prior to the
termination of the Servicer's  responsibilities,  duties and liabilities under this Agreement.  In connection with such appointment and
assumption,  the Owner may make such  arrangements  for the  compensation  of such  successor out of payments on Mortgage  Loans as the
Owner and such successor shall agree. In the event that the Servicer's  duties,  responsibilities  and liabilities under this Agreement
should be terminated  pursuant to the aforementioned  sections,  the Servicer shall discharge such duties and  responsibilities  during
the period from the date it acquires  knowledge of such termination  until the effective date thereof with the same degree of diligence
and  prudence  which it is  obligated  to exercise  under this  Agreement,  and shall take no action  whatsoever  that might  impair or
prejudice  the  rights  or  financial  condition  of its  successor.  The  resignation  or  removal  of the  Servicer  pursuant  to the
aforementioned  sections  shall not become  effective  until a successor  shall be  appointed  pursuant to this section and shall in no
event relieve the Servicer of the  representations  and warranties made pursuant to Article III and the remedies available to the Owner
under  Section  8.01, it being  understood  and agreed that the  provisions of such Article III and Section 8.01 shall be applicable to
the Servicer notwithstanding any such resignation or termination of the Servicer, or the termination of this Agreement.

         Any  successor  appointed  as provided  herein  shall  execute,  acknowledge  and deliver to the  Servicer and to the Owner an
instrument  accepting  such  appointment,  whereupon  such  successor  shall become fully vested with all the rights,  powers,  duties,
responsibilities,  obligations and liabilities of the Servicer,  with like effect as if originally  named as a party to this Agreement.
Any  termination or resignation of the Servicer or this Agreement  pursuant to Section 8.04,  9.01 or 10.01 shall not affect any claims
that the Owner may have against the Servicer arising prior to any such termination or resignation.

         The Servicer  shall  promptly  deliver to the  successor  the funds in the  Custodial  Account and the Escrow  Account and the
Servicing Files and related  documents and statements  held by it hereunder and the Servicer shall account for all funds.  The Servicer
shall execute and deliver such  instruments  and do such other things all as may  reasonably  be required to more fully and  definitely
vest and confirm in the successor all such rights,  powers,  duties,  responsibilities,  obligations  and  liabilities of the Servicer.
The successor shall make such  arrangements as it may deem  appropriate to reimburse the Servicer for unrecovered  Monthly Advances and
Servicing  Advances which the successor  retains  hereunder and which would  otherwise have been recovered by the Servicer  pursuant to
this Agreement but for the appointment of the successor servicer.

         Upon a successor's acceptance of appointment as such, the Servicer shall notify the Owner of such appointment.

         All reasonable  costs and expenses  incurred in connection with replacing the Servicer upon its resignation or the termination
of the Servicer in accordance with the terms of this Agreement,  including,  without  limitation,  (i) all legal costs and expenses and
all due diligence  costs and expenses  associated  with an evaluation  of the potential  termination  of the Servicer as a result of an
Event of Default and (ii) all costs and expenses  associated  with the complete  transfer of servicing,  including all servicing  files
and all servicing  data and the  completion,  correction or  manipulation  of such  servicing  data as may be required by the successor
servicer to correct any errors or  insufficiencies  in the servicing  data or otherwise to enable the successor  service to service the
Mortgage  Loans in accordance  with this  Agreement,  shall be payable on demand by the resigning or  terminated  Servicer  without any
right of reimbursement therefor.

         Section 11.02.  Amendment.

         This  Agreement  may be amended from time to time by the Servicer  and the Owner by written  agreement  signed by the Servicer
and the Owner.

         Section 11.03.  Recordation of Agreement.

         To the extent  permitted by applicable  law, this Agreement is subject to recordation  in all  appropriate  public offices for
real  property  records  in all the  counties  or other  comparable  jurisdictions  in which any of all the  properties  subject to the
Mortgages are situated,  and in any other  appropriate  public  recording  office or elsewhere,  such recordation to be effected by the
Servicer at the Owner's  expense on direction  of the Owner  accompanied  by an opinion of counsel to the effect that such  recordation
materially and beneficially affects the interest of the Owner or is necessary for the administration or servicing the Mortgage Loans.

         Section 11.04.  Governing Law.

         THIS  AGREEMENT  SHALL BE GOVERNED BY AND  CONSTRUED IN  ACCORDANCE  WITH THE  INTERNAL  LAWS OF THE STATE OF NEW YORK WITHOUT
GIVING EFFECT TO PRINCIPLES OF CONFLICTS OF LAWS. THE  OBLIGATIONS,  RIGHTS AND REMEDIES OF THE PARTIES  HEREUNDER  SHALL BE DETERMINED
IN ACCORDANCE WITH SUCH LAWS.


         Section 11.05.  Notices.

         Any  demands,  notices or other  communications  permitted  or  required  hereunder  shall be in  writing  and shall be deemed
conclusively  to have been given if  personally  delivered  at or mailed by  registered  mail,  postage  prepaid,  and  return  receipt
requested or transmitted by telecopier and confirmed by a similar mailed writing, as follows:

                  (i)      if to the Servicer:

                           EMC Mortgage Corporation
                           2780 Lake Vista Drive
                           Lewisville, TX 75067
                           Attention: President or General Counsel
                           Facsimile: (469) 759-4714


                  (ii)     if to the Owner:

                           Bear, Stearns & Co. Inc.
                           383 Madison Ave.
                           New York, New York 10179
                           Attention:  Global Credit Administration
                           Telecopier No.:  (212) 272-5591


                  (iii)    if to the Master Servicer:

                           Wells Fargo Bank, National Association
                           P.O. Box 98
                           Columbia, Maryland 21046
                           Attention:  Master Servicing - Bear Stearns ALT-A Trust 2006-4

                           And for overnight delivery to:

                           Wells Fargo Bank, National Association
                           9062 Old Annapolis Road
                           Columbia, Maryland 21045
                           Attention:  Master Servicing - Bear Stearns ALT-A Trust 2006-4
                           Telecopier No.:  (410) 715-2380

or such other  address as may  hereafter  be furnished to the other party by like notice.  Any such demand,  notice,  or  communication
hereunder  shall be deemed to have been received on the date delivered to or received at the premises of the address (as evidenced,  in
the case of registered or certified mail, by the date noted on the return receipt).


         Section 11.06.  Severability of Provisions.

         Any  part,  provision,  representation  or  warranty  of this  Agreement  which is  prohibited  or which is held to be void or
unenforceable  shall be  ineffective  to the  extent  of such  prohibition  or  unenforceability  without  invalidating  the  remaining
provisions  hereof. Any part,  provision,  representation or warranty of this Agreement which is prohibited or unenforceable or is held
to be void or unenforceable in any jurisdiction  shall be ineffective,  as to such  jurisdiction,  to the extent of such prohibition or
unenforceability  without  invalidating  the  remaining  provisions  hereof,  and  any  such  prohibition  or  unenforceability  in any
jurisdiction  as to any Mortgage Loan shall not invalidate or render  unenforceable  such provision in any other  jurisdiction.  To the
extent  permitted by applicable  law, the parties  hereto waive any provision of law which  prohibits or renders void or  unenforceable
any provision  hereof. If the invalidity of any part,  provision,  representation or warranty of this Agreement shall deprive any party
of the  economic  benefit  intended to be  conferred  by this  Agreement,  the parties  shall  negotiate,  in good faith,  to develop a
structure the economic effect of which is nearly as possible the same as the economic  effect of this Agreement  without regard to such
invalidity.

         Section 11.07.  Exhibits

         The exhibits to this Agreement are hereby incorporated and made a part hereof and are an integral part of this Agreement.

         Section 11.08.  General Interpretive Principles.

         For purposes of this Agreement, except as otherwise expressly provided or unless the context otherwise requires:

         (i)      the terms defined in this  Agreement  have the meanings  assigned to them in this Agreement and include the plural as
well as the singular, and the use of any gender herein shall be deemed to include the other gender;

         (ii)     accounting  terms not  otherwise  defined  herein have the meanings  assigned to them in  accordance  with  generally
accepted accounting principles;

         (iii)    references herein to "Articles,"  "Sections,"  "Subsections,"  "Paragraphs," and other subdivisions without reference
to a document are to designated Articles, Sections, Subsections, Paragraphs and other subdivisions of this Agreement;

         (iv)     a reference to a Subsection  without further reference to a Section is a reference to such Subsection as contained in
the same Section in which the reference appears, and this rule shall also apply to Paragraphs and other subdivisions;

         (v)      the words  "herein,"  "hereof,"  "hereunder" and other words of similar import refer to this Agreement as a whole and
not to any particular provision; and

         (vi)     the term "include" or "including" shall mean without limitation by reason of enumeration.

         Section 11.09.  Reproduction of Documents.

         This Agreement and all documents  relating hereto,  including,  without  limitation,  (i) consents,  waivers and modifications
which may hereafter be executed,  (ii) documents  received by any party at the closing,  and (iii) financial  statements,  certificates
and other information previously or hereafter furnished,  may be reproduced by any photographic,  photostatic,  microfilm,  micro-card,
miniature  photographic or other similar process.  The parties agree that any such reproduction  shall be admissible in evidence as the
original  itself in any judicial or  administrative  proceeding,  whether or not the  original is in existence  and whether or not such
reproduction  was made by a party in the regular course of business,  and that any  enlargement,  facsimile or further  reproduction of
such reproduction shall likewise be admissible in evidence.

         Section 11.10.  Confidentiality of Information.

         Each party recognizes  that, in connection with this Agreement,  it may become privy to non-public  information  regarding the
financial  condition,  operations  and  prospects of the other party.  Except as required to be disclosed by law,  each party agrees to
keep all non-public  information  regarding the other party strictly  confidential,  and to use all such information solely in order to
effectuate the purpose of this Agreement.

         Section 11.11.  Assignment by the Owner.

         The Owner shall have the right,  without the consent of the  Servicer  hereof,  to assign,  in whole or in part,  its interest
under this  Agreement with respect to some or all of the Mortgage  Loans,  and designate any person to exercise any rights of the Owner
hereunder,  by executing an assignment  and  assumption  agreement  reasonably  acceptable to the Servicer and the assignee or designee
shall accede to the rights and  obligations  hereunder of the Owner with respect to such Mortgage  Loans.  In no event shall Owner sell
a partial  interest in any Mortgage Loan.  All  references to the Owner in this  Agreement  shall be deemed to include its assignees or
designees.  It is  understood  and agreed  between the Owners and the Servicer  that no more than five (5) Persons shall have the right
of owner under this Agreement at any one time.

         Section 11.12.  No Partnership.

         Nothing herein contained shall be deemed or construed to create a  co-partnership  or joint venture between the parties hereto
and the services of the Servicer shall be rendered as an independent contractor and not as agent for Owner.

         Section 11.13.  Execution, Successors and Assigns.

         This  Agreement may be executed in one or more  counterparts  and by the different  parties  hereto on separate  counterparts,
each of which, when so executed,  shall be deemed to be an original;  such  counterparts,  together,  shall constitute one and the same
agreement.  Subject to Section 8.05,  this  Agreement  shall inure to the benefit of and be binding upon the Servicer and the Owner and
their respective successors and assigns.

         Section 11.14.  Entire Agreement.

         Each of the Servicer and the Owner  acknowledge that no  representations,  agreements or promises were made to it by the other
party or any of its employees other than those  representations,  agreements or promises specifically  contained herein. This Agreement
sets forth the entire understanding between the parties hereto and shall be binding upon all successors of both parties.

         Section 11.15.  Use of Subservicers and Subcontractors.

         (a)      The Servicer shall not hire or otherwise  utilize the services of any  Subservicer to fulfill any of the  obligations
of the Servicer as servicer under this Agreement or any  Reconstitution  Agreement unless the Servicer  complies with the provisions of
paragraph  (b) of this  Section.  The Servicer  shall not hire or otherwise  utilize the services of any  Subcontractor,  and shall not
permit any  Subservicer  to hire or otherwise  utilize the servicers of any  Subcontractor,  to fulfill any of the  obligations  of the
Servicer as servicer  under this  Agreement  or any  Reconstitution  Agreement  unless the Servicer  complies  with the  provisions  of
paragraph  (d) of this  Section.  The  Servicer  must  notify  the Owner,  the  Master  Servicer  and any  Depositor  in writing of any
affiliations or relationships that develop following the closing date between the Servicer or any Subservicer.

         (b)      The Servicer shall cause any Subservicer  used by the Servicer (or by any  Subservicer)  for the benefit of the Owner
and any Depositor to comply with the provisions of this Section and with clauses (g) and (j) of Article III,  Sections  6.04,  6.09 and
10.02 of this  Agreement  to the same extent as if such  Subservicer  were the Owner,  and to provide  the  information  required  with
respect to such  Subservicer  under Section  3.01(i) of this  Agreement.  The Servicer  shall be  responsible  for obtaining  from each
Subservicer  and  delivering to the Owner,  the Master  Servicer and any Depositor  any Annual  Statement of Compliance  required to be
delivered by such Subservicer  under Section 6.04(a),  any Assessment of Compliance and Attestation  Report required to be delivered by
such Subservicer under Section 6.09, any Annual  Certification  required under Section 6.04(b), any Additional Form 10-D Disclosure and
any Form 8-K Disclosure Information, as and when required to be delivered.

         (c)      The Servicer  shall  promptly  upon request  provide to the Owner,  the Master  Servicer  and any  Depositor  (or any
designee of the Depositor,  such as an  administrator)  a written  description (in form and substance  satisfactory  to the Owner,  the
Master  Servicer and such  Depositor)  of the role and  function of each  Subcontractor  utilized by the  Servicer or any  Subservicer,
specifying  (i) the  identity  of each  such  Subcontractor,  (ii)  which (if any) of such  Subcontractors  are  "participating  in the
servicing  function"  within the meaning of Item 1122 of  Regulation  AB, and (iii) which  elements of the  Servicing  Criteria will be
addressed in assessments of compliance provided by each Subcontractor identified pursuant to clause (ii) of this paragraph.

         (d)      As a condition to the utilization of any Subcontractor  determined to be  "participating  in the servicing  function"
within the meaning of Item 1122 of  Regulation  AB, the  Servicer  shall cause any such  Subcontractor  used by the Servicer (or by any
Subservicer)  for the  benefit  of the Owner and any  Depositor  to  comply  with the  provisions  of  Sections  6.07 and 10.02 of this
Agreement to the same extent as if such  Subcontractor  were the Servicer.  The Servicer shall be  responsible  for obtaining from each
Subcontractor  and  delivering  to the  Owner  and any  Depositor  any  Assessment  of  Compliance  and  Attestation  Report  and other
certificates  required to be delivered by such  Subservicer  and such  Subcontractor  under Section 6.09 (and any Annual  Certification
required under Section 6.09(b)), in each case as and when required to be delivered.

         11.16.   Third Party Beneficiary

         For purposes of this  Agreement,  each Master  Servicer  shall be  considered  a third party  beneficiary  to this  Agreement,
entitled to all the rights and benefits hereof as if it were a direct party to this Agreement.




         IN WITNESS  WHEREOF,  the  Servicer  and the Owner have caused their names to be signed  hereto by their  respective  officers
thereunto duly authorized as of the date and year first above written.





                                      EMC MORTGAGE CORPORATION
                                      Servicer

                                      By:

                                      Name:
                                      Title:



                                      STRUCTURED ASSET MORTGAGE INVESTMENTS II INC.
                                      Owner


                                            By:____________________________________________

                                            Name:

                                            Title:






                                                               EXHIBIT A

                                                        MORTGAGE LOAN SCHEDULE





                                                               EXHIBIT B

                                                  CUSTODIAL ACCOUNT LETTER AGREEMENT
                                                                (date)


To:______________________
_________________________
_________________________
             (the "Depository")

         As "Servicer"  under the Servicing  Agreement,  dated as of June 1, 2006, (the  "Agreement"),  we hereby authorize and request
you to establish an account,  as a Custodial  Account  pursuant to Section 4.04 of the  Agreement,  to be designated as "BSALTA  2006-4
Custodial  Account,  in trust for SAMI II, Owner of Whole Loan Mortgages,  and various  Mortgagors."  All deposits in the account shall
be subject to  withdrawal  therefrom by order  signed by the  Servicer.  You may refuse any deposit  which would result in violation of
the  requirement  that the account be fully insured as described  below.  This letter is submitted to you in duplicate.  Please execute
and return one original to us.


                          By:____________________

                          Name:__________________

                          Title:_________________

         The  undersigned,  as  "Depository",  hereby  certifies that the above described  account has been  established  under Account
Number  __________,  at the office of the  depository  indicated  above,  and agrees to honor  withdrawals  on such account as provided
above.  The full amount deposited at any time in the account will be insured up to applicable  limits by the Federal Deposit  Insurance
Corporation through the Bank Insurance Fund or the Savings Association  Insurance Fund or will be invested in Permitted  Investments as
defined in the Agreement.

                          [                  ]

                          (name of Depository)

                          By:____________________

                          Name:__________________

                          Title:_________________




                                                               EXHIBIT C

                                                    ESCROW ACCOUNT LETTER AGREEMENT

                                                                (date)

To:___________________________
______________________________
______________________________
                (the "Depository")


         As "Servicer" under the Servicing Agreement,  dated as of [______] 1, 2006 (the "Agreement"),  we hereby authorize and request
you to establish an account,  as an Escrow  Account  pursuant to Section 4.06 of the  Agreement,  to be  designated  as "BSALTA  2006-4
Escrow Account,  in trust for SAMI II, Owner of Whole Loan  Mortgages,  and various  Mortgagors."  All deposits in the account shall be
subject to  withdrawal  therefrom by order signed by the  Servicer.  You may refuse any deposit  which would result in violation of the
requirement  that the account be fully insured as described  below.  This letter is submitted to you in duplicate.  Please  execute and
return one original to us.


                          By:____________________

                          Name:__________________

                          Title:_________________

         The  undersigned,  as  "Depository",  hereby  certifies that the above described  account has been  established  under Account
Number  __________,  at the office of the  depository  indicated  above,  and agrees to honor  withdrawals  on such account as provided
above.  The full amount deposited at any time in the account will be insured up to applicable  limits by the Federal Deposit  Insurance
Corporation through the Bank Insurance Fund or the Savings Association  Insurance Fund or will be invested in Permitted  Investments as
defined in the Agreement.

                          [                  ]

                          (name of Depository)

                          By:____________________

                          Name:__________________

                          Title:_________________




                                                               EXHIBIT D

                                                   REQUEST FOR RELEASE OF DOCUMENTS

         To:      Wells Fargo Bank, National Association

                  1015 10th Avenue S.E.

                  Mpls., MN  55414

                  Attn:  ________________


         Re:      Custodial  Agreement dated as of November 30, 1999, between EMC Mortgage  Corporation and Wells Fargo Bank,  National
                  Association, as Custodian

         In  connection  with the  administration  of the  Mortgage  Loans  held by you as  Custodian  for the  Owner  pursuant  to the
above-captioned  Custody Agreement,  we request the release,  and hereby acknowledge  receipt, of the Custodian's Mortgage File for the
Mortgage Loan described below, for the reason indicated.

Mortgage Loan Number:

Mortgagor Name, Address & Zip Code:

         Reason for Requesting Documents (check one):

         _______           1.       Mortgage Paid in Full

         _______           2.       Foreclosure

         _______           3.       Substitution

         _______           4.       Other Liquidation (Repurchases, etc.)

         _______           5.       Nonliquidation  [Reason:_______________________________]

         Address to which Custodian should

         Deliver the Custodian's Mortgage File:      __________________________________________

                                                              __________________________________________

                                                              __________________________________________



By:_______________________________________
(authorized signer)

Issuer:_____________________________________

Address:___________________________________
        ___________________________________

Date:______________________________________



Custodian

         Wells Fargo Bank, National Association


         Please acknowledge the execution of the above request by your signature and date below:


         ____________________________________                          _________________

         Signature                                                     Date


         Documents returned to Custodian:


         ____________________________________                 _________________

         Custodian                                                     Date





                                                                     EXHIBIT E

                                                       REPORTING DATA FOR MONTHLY REPORT



                                                    Standard File Layout - Master Servicing
-----------------------------------------------------------------------------------------------------------------------------------
         Column Name                            Description                      Decimal           Format Comment          Max
                                                                                                                            Size
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
SER_INVESTOR_NBR               A value  assigned by the  Servicer to define a               Text up to 10 digits             20
                               group of loans.
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
LOAN_NBR                       A unique  identifier  assigned to each loan by               Text up to 10 digits             10
                               the investor.
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
SERVICER_LOAN_NBR              A  unique  number  assigned  to a loan  by the               Text up to 10 digits             10
                               Servicer.  This  may  be  different  than  the
                               LOAN_NBR.
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
BORROWER_NAME                  The  borrower  name as  received  in the file.               Maximum  length  of 30 (Last,    30
                               It is not separated by first and last name.                  First)
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
SCHED_PAY_AMT                  Scheduled   monthly  principal  and  scheduled       2       No  commas(,) or dollar signs    11
                               interest  payment  that a borrower is expected               ($)
                               to pay, P&I constant.
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
NOTE_INT_RATE                  The  loan  interest  rate as  reported  by the       4       Max length of 6                   6
                               Servicer.
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
NET_INT_RATE                   The loan gross  interest rate less the service       4       Max length of 6                   6
                               fee rate as reported by the Servicer.
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
SERV_FEE_RATE                  The   servicer's   fee  rate  for  a  loan  as       4       Max length of 6                   6
                               reported by the Servicer.
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
SERV_FEE_AMT                   The  servicer's  fee  amount  for  a  loan  as       2       No  commas(,) or dollar signs    11
                               reported by the Servicer.                                    ($)
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
NEW_PAY_AMT                    The new loan  payment  amount as  reported  by       2       No  commas(,) or dollar signs    11
                               the Servicer.                                                ($)
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
NEW_LOAN_RATE                  The new loan rate as reported by the Servicer.       4       Max length of 6                   6
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
ARM_INDEX_RATE                 The index the  Servicer is using to  calculate       4       Max length of 6                   6
                               a forecasted rate.
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
ACTL_BEG_PRIN_BAL              The  borrower's  actual  principal  balance at       2       No  commas(,) or dollar signs    11
                               the beginning of the processing cycle.                       ($)
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
ACTL_END_PRIN_BAL              The  borrower's  actual  principal  balance at       2       No  commas(,) or dollar signs    11
                               the end of the processing cycle.                             ($)
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
BORR_NEXT_PAY_DUE_DATE         The date at the end of  processing  cycle that               MM/DD/YYYY                       10
                               the  borrower's  next  payment  is  due to the
                               Servicer, as reported by Servicer.
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
SERV_CURT_AMT_1                The first curtailment amount to be applied.          2       No  commas(,) or dollar signs    11
                                                                                            ($)
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
SERV_CURT_DATE_1               The  curtailment   date  associated  with  the               MM/DD/YYYY                       10
                               first curtailment amount.
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
CURT_ADJ_ AMT_1                The   curtailment   interest   on  the   first       2       No  commas(,) or dollar signs    11
                               curtailment amount, if applicable.                           ($)
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
SERV_CURT_AMT_2                The second curtailment amount to be applied.         2       No  commas(,) or dollar signs    11
                                                                                            ($)
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
SERV_CURT_DATE_2               The  curtailment   date  associated  with  the               MM/DD/YYYY                       10
                               second curtailment amount.
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
CURT_ADJ_ AMT_2                The   curtailment   interest   on  the  second       2       No  commas(,) or dollar signs    11
                               curtailment amount, if applicable.                           ($)
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
SERV_CURT_AMT_3                The third curtailment amount to be applied.          2       No  commas(,) or dollar signs    11
                                                                                            ($)
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
SERV_CURT_DATE_3               The  curtailment   date  associated  with  the               MM/DD/YYYY                       10
                               third curtailment amount.
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
CURT_ADJ_AMT_3                 The   curtailment   interest   on  the   third       2       No  commas(,) or dollar signs    11
                               curtailment amount, if applicable.                           ($)
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
PIF_AMT                        The loan "paid in full"  amount as reported by       2       No  commas(,) or dollar signs    11
                               the Servicer.                                                ($)
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
PIF_DATE                       The  paid in  full  date  as  reported  by the               MM/DD/YYYY                       10
                               Servicer.
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
                                                                                            Action        Code       Key:     2
                                                                                            15=Bankruptcy,
ACTION_CODE                    The   standard   FNMA  numeric  code  used  to               30=Foreclosure,   ,   60=PIF,
                               indicate  the  default/delinquent  status of a               63=Substitution,
                               particular loan.                                             65=Repurchase,70=REO
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
INT_ADJ_AMT                    The  amount  of  the  interest  adjustment  as       2       No  commas(,) or dollar signs    11
                               reported by the Servicer.                                    ($)
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
SOLDIER_SAILOR_ADJ_AMT         The Soldier and Sailor  Adjustment  amount, if       2       No  commas(,) or dollar signs    11
                               applicable.                                                  ($)
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
NON_ADV_LOAN_AMT               The   Non   Recoverable   Loan   Amount,    if       2       No  commas(,) or dollar signs    11
                               applicable.                                                  ($)
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
LOAN_LOSS_AMT                  The amount the  Servicer is passing as a loss,       2       No  commas(,) or dollar signs    11
                               if applicable.                                               ($)
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
SCHED_BEG_PRIN_BAL             The  scheduled  outstanding  principal  amount       2       No  commas(,) or dollar signs    11
                               due at the  beginning  of the cycle date to be               ($)
                               passed through to investors.
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
SCHED_END_PRIN_BAL             The   scheduled   principal   balance  due  to       2       No  commas(,) or dollar signs    11
                               investors at the end of a processing cycle.                  ($)
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
SCHED_PRIN_AMT                 The scheduled  principal amount as reported by       2       No  commas(,) or dollar signs    11
                               the  Servicer  for the  current  cycle -- only               ($)
                               applicable for Scheduled/Scheduled Loans.
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
SCHED_NET_INT                  The scheduled  gross interest  amount less the       2       No  commas(,) or dollar signs    11
                               service  fee amount for the  current  cycle as
                               reported by the  Servicer  -- only  applicable
                               for Scheduled/Scheduled Loans.                               ($)
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
ACTL_PRIN_AMT                  The actual  principal  amount collected by the       2       No  commas(,) or dollar signs    11
                               Servicer  for the current  reporting  cycle --               ($)
                               only applicable for Actual/Actual Loans.
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
                               The  actual  gross  interest  amount  less the
                               service fee amount for the  current  reporting
ACTL_NET_INT                   cycle  as  reported  by the  Servicer  -- only       2       ($)                              11
                               applicable for Actual/Actual Loans.
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
PREPAY_PENALTY_ AMT            The penalty  amount  received  when a borrower       2       No  commas(,) or dollar signs    11
                               prepays  on  his  loan  as   reported  by  the               ($)
                               Servicer.
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
PREPAY_PENALTY_ WAIVED         The  prepayment  penalty  amount  for the loan       2       No  commas(,) or dollar signs    11
                               waived by the servicer.                                      ($)
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
MOD_DATE                       The    Effective    Payment    Date   of   the               MM/DD/YYYY                       10
                               Modification for the loan.
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
MOD_TYPE                       The Modification Type.                                       Varchar  - value can be alpha    30
                                                                                            or numeric
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
DELINQ_P&I_ADVANCE_AMT         The   current   outstanding    principal   and       2       No  commas(,) or dollar signs    11
                               interest advances made by Servicer.                          ($)
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------




                                                               EXHIBIT F

                                                  REPORTING DATA FOR DEFAULTED LOANS

                                               Standard File Layout – Delinquency Reporting

(a)      Column/Header Name                   (b)      Description       (c)      Decimal            (d)      Format Comment
(e)      SERVICER_LOAN_NBR                    (f)      A  unique  number (g)                         (h)
                                                        assigned   to  a
                                                        loan    by   the
                                                        Servicer.   This
                                                        may           be
                                                        different   than
                                                        the LOAN_NBR
(i)      LOAN_NBR                             (j)      A          unique (k)                         (l)
                                                       identifier
                                                       assigned  to each
                                                       loan    by    the
                                                       originator.
(m)      CLIENT_NBR                           (n)      Servicer   Client (o)                         (p)
                                                       Number
(q)      SERV_INVESTOR_NBR                    (r)      Contains        a (s)                         (t)
                                                       unique  number as
                                                       assigned   by  an
                                                       external
                                                       servicer       to
                                                       identify  a group
                                                       of    loans    in
                                                       their system.
(u)      BORROWER_FIRST_NAME                  (v)      First   Name   of (w)                         (x)
                                                       the Borrower.
(y)      BORROWER_LAST_NAME                   (z)      Last  name of the (aa)                        (bb)
                                                       borrower.
(cc)     PROP_ADDRESS                         (dd)     Street  Name  and (ee)                        (ff)
                                                       Number         of
                                                       Property
(gg)     PROP_STATE                           (hh)     The  state  where (ii)                        (jj)
                                                       the      property
                                                       located.
(kk)     PROP_ZIP                             (ll)     Zip  code   where (mm)                        (nn)
                                                       the  property  is
                                                       located.
(oo)     BORR_NEXT_PAY_DUE_DATE               (pp)     The   date   that (qq)                        (rr)     MM/DD/YYYY
                                                       the    borrower's
                                                       next  payment  is
                                                       due     to    the
                                                       servicer  at  the
                                                       end            of
                                                       processing
                                                       cycle,         as
                                                       reported       by
                                                       Servicer.
(ss)     LOAN_TYPE                            (tt)     Loan  Type  (i.e. (uu)                        (vv)
                                                        FHA, VA, Conv)
(ww)     BANKRUPTCY_FILED_DATE                (xx)     The     date    a (yy)                        (zz)     MM/DD/YYYY
                                                        particular
                                                        bankruptcy
                                                        claim was filed.
(aaa)    BANKRUPTCY_CHAPTER_CODE              (bbb)    The       chapter (ccc)                       (ddd)
                                                        under  which the
                                                        bankruptcy   was
                                                        filed.
(eee)    BANKRUPTCY_CASE_NBR                  (fff)    The  case  number (ggg)                       (hhh)
                                                        assigned  by the
                                                        court   to   the
                                                        bankruptcy
                                                        filing.
(iii)    POST_PETITION_DUE_DATE               (jjj)    The  payment  due (kkk)                       (lll)    MM/DD/YYYY
                                                        date   once  the
                                                        bankruptcy   has
                                                        been    approved
                                                        by the courts
(mmm)    BANKRUPTCY_DCHRG_DISM_DATE           (nnn)    The    Date   The (ooo)                       (ppp)    MM/DD/YYYY
                                                        Loan Is  Removed
                                                        From
                                                        Bankruptcy.
                                                        Either        by
                                                        Dismissal,
                                                        Discharged
                                                        and/or  a Motion
                                                        For  Relief  Was
                                                        Granted.
(qqq)    LOSS_MIT_APPR_DATE                   (rrr)    The    Date   The (sss)                       (ttt)     MM/DD/YYYY
                                                        Loss  Mitigation
                                                        Was  Approved By
                                                        The Servicer
(uuu)    LOSS_MIT_TYPE                        (vvv)    The  Type Of Loss (www)                       (xxx)
                                                       Mitigation
                                                       Approved   For  A
                                                       Loan Such As;
(yyy)    LOSS_MIT_EST_COMP_DATE               (zzz)    The    Date   The (aaaa)                      (bbbb)   MM/DD/YYYY
                                                       Loss   Mitigation
                                                       /Plan          Is
                                                       Scheduled      To
                                                       End/Close
(cccc)   LOSS_MIT_ACT_COMP_DATE               (dddd)   The    Date   The (eeee)                      (ffff)   MM/DD/YYYY
                                                        Loss  Mitigation
                                                        Is      Actually
                                                        Completed
(gggg)   FRCLSR_APPROVED_DATE                 (hhhh)   The    date    DA (iiii)                      (jjjj)   MM/DD/YYYY
                                                        Admin   sends  a
                                                        letter   to  the
                                                        servicer    with
                                                        instructions  to
                                                        begin
                                                        foreclosure
                                                        proceedings.
(kkkk)   ATTORNEY_REFERRAL_DATE               (llll)   Date   File   Was (mmmm)                      (nnnn)   MM/DD/YYYY
                                                       Referred       To
                                                       Attorney       to
                                                       Pursue
                                                       Foreclosure
(oooo)   FIRST_LEGAL_DATE                     (pppp)   Notice   of   1st (qqqq)                      (rrrr)   MM/DD/YYYY
                                                       legal   filed  by
                                                       an  Attorney in a
                                                       Foreclosure
                                                       Action
(ssss)   FRCLSR_SALE_EXPECTED_DATE            (tttt)   The    date    by (uuuu)                      (vvvv)   MM/DD/YYYY
                                                       which           a
                                                       foreclosure  sale
                                                       is   expected  to
                                                       occur.
(wwww)   FRCLSR_SALE_DATE                     (xxxx)   The  actual  date (yyyy)                      (zzzz)   MM/DD/YYYY
                                                       of            the
                                                       foreclosure sale.
(aaaaa)  FRCLSR_SALE_AMT                      (bbbbb)  The    amount   a (ccccc)  2                  (ddddd)  No   commas(,)  or
                                                       property     sold                                      dollar signs ($)
                                                       for     at    the
                                                       foreclosure sale.
(eeeee)  EVICTION_START_DATE                  (fffff)  The    date   the (ggggg)                     (hhhhh)  MM/DD/YYYY
                                                       servicer
                                                       initiates
                                                       eviction  of  the
                                                       borrower.
(iiiii)  EVICTION_COMPLETED_DATE              (jjjjj)  The    date   the (kkkkk)                     (lllll)  MM/DD/YYYY
                                                       court     revokes
                                                       legal  possession
                                                       of  the  property
                                                       from          the
                                                       borrower.
(mmmmm)  LIST_PRICE                           (nnnnn)  The    price   at (ooooo)  2                  (ppppp)  No   commas(,)  or
                                                       which    an   REO                                      dollar signs ($)
                                                       property       is
                                                       marketed.
(qqqqq)  LIST_DATE                            (rrrrr)  The  date  an REO (sssss)                     (ttttt)  MM/DD/YYYY
                                                       property       is
                                                       listed    at    a
                                                       particular price.
(uuuuu)  OFFER_AMT                            (vvvvv)  The dollar  value (wwwww)   2                 (xxxxx)  No   commas(,)  or
                                                        of an offer  for                                       dollar signs ($)
                                                        an REO property.
(yyyyy)  OFFER_DATE_TIME                      (zzzzz)  The    date    an (aaaaaa)                    (bbbbbb) MM/DD/YYYY
                                                        offer         is
                                                        received  by  DA
                                                        Admin  or by the
                                                        Servicer.
(cccccc) REO_CLOSING_DATE                     (dddddd) The  date the REO (eeeeee)                    (ffffff) MM/DD/YYYY
                                                        sale    of   the
                                                        property      is
                                                        scheduled     to
                                                        close.
(gggggg) REO_ACTUAL_CLOSING_DATE              (hhhhhh) Actual   Date  Of (iiiiii)                    (jjjjjj) MM/DD/YYYY
                                                        REO Sale
(kkkkkk) OCCUPANT_CODE                        (llllll) Classification    (mmmmmm)                    (nnnnnn)
                                                        of    how    the
                                                        property      is
                                                        occupied.
(oooooo) PROP_CONDITION_CODE                  (pppppp) A    code    that (qqqqqq)                    (rrrrrr)
                                                        indicates    the
                                                        condition     of
                                                        the property.
(ssssss) PROP_INSPECTION_DATE                 (tttttt) The     date    a (uuuuuu)                    (vvvvvv) MM/DD/YYYY
                                                        property
                                                        inspection    is
                                                        performed.
(wwwwww) APPRAISAL_DATE                       (xxxxxx) The    date   the (yyyyyy)                    (zzzzzz) MM/DD/YYYY
                                                        appraisal    was
                                                        done.
(aaaaaaa)         CURR_PROP_VAL               (bbbbbbb)         The      (ccccccc)         2         (ddddddd)
                                                       current  "as  is"
                                                       value    of   the
                                                       property    based
                                                       on brokers  price
                                                       opinion        or
                                                       appraisal.
(eeeeeee)         REPAIRED_PROP_VAL           (fffffff)         The      (ggggggg)         2         (hhhhhhh)
                                                         amount      the
                                                         property  would
                                                         be   worth   if
                                                         repairs     are
                                                         completed
                                                         pursuant  to  a
                                                         broker's  price
                                                         opinion      or
                                                         appraisal.
(iiiiiii)         (iiiiiii)         If        (jjjjjjj)                  (kkkkkkk)         (kkkkkkk) (lllllll)         (lllllll)
                  applicable:                                   (jjjjjjj)

(mmmmmmm)         (mmmmmmm)                   (nnnnnnn)                  (ooooooo)         (ooooooo) (ppppppp)         (ppppppp)
                  DELINQ_STATUS_CODE                            (nnnnnnn)
                                                                FNMA
                                                                Code
                                                                Describing
                                                                Status
                                                                of Loan


     (qqqqqqq)    DELINQ_REASON_CODE               (rrrrrrr)    The           (sssssss)                   (ttttttt)
                                                   circumstances which
                                                   caused a borrower to
                                                   stop paying on a
                                                   loan.   Code
                                                   indicates the reason
                                                   why the loan is in
                                                   default for this
                                                   cycle.


     (uuuuuuu)    MI_CLAIM_FILED_DATE              (vvvvvvv)    Date          (wwwwwww)                   (xxxxxxx)
                                                   Mortgage Insurance                                     MM/DD/YYYY
                                                   Claim Was Filed With
                                                   Mortgage Insurance
                                                   Company.


     (yyyyyyy)    MI_CLAIM_AMT                     (zzzzzzz)    Amount        (aaaaaaaa)                  (bbbbbbbb)   No
                                                   of Mortgage                                            commas(,) or dollar
                                                   Insurance Claim Filed                                  signs ($)


     (cccccccc)   MI_CLAIM_PAID_DATE               (dddddddd)   Date          (eeeeeeee)                  (ffffffff)
                                                   Mortgage Insurance                                     MM/DD/YYYY
                                                   Company Disbursed
                                                   Claim Payment


     (gggggggg)   MI_CLAIM_AMT_PAID                (hhhhhhhh)   Amount        (iiiiiiii)   2              (jjjjjjjj)   No
                                                   Mortgage Insurance                                     commas(,) or dollar
                                                   Company Paid On Claim                                  signs ($)


     (kkkkkkkk)   POOL_CLAIM_FILED_DATE            (llllllll)   Date          (mmmmmmmm)                  (nnnnnnnn)
                                                   Claim Was Filed With                                   MM/DD/YYYY
                                                   Pool Insurance
                                                   Company


     (oooooooo)   POOL_CLAIM_AMT                   (pppppppp)   Amount        (qqqqqqqq)   2              (rrrrrrrr)   No
                                                   of Claim Filed With                                    commas(,) or dollar
                                                   Pool Insurance                                         signs ($)
                                                   Company


     (ssssssss)   POOL_CLAIM_PAID_DATE             (tttttttt)   Date          (uuuuuuuu)                  (vvvvvvvv)
                                                   Claim Was Settled                                      MM/DD/YYYY
                                                   and The Check Was
                                                   Issued By The Pool
                                                   Insurer


     (wwwwwwww)   POOL_CLAIM_AMT_PAID              (xxxxxxxx)   Amount        (yyyyyyyy)   2              (zzzzzzzz)   No
                                                   Paid On Claim By                                       commas(,) or dollar
                                                   Pool Insurance                                         signs ($)
                                                   Company


     (aaaaaaaaa)  FHA_PART_A_CLAIM_FILED_DATE      (bbbbbbbbb)  Date          (ccccccccc)                 (ddddddddd)
                                                   FHA Part A Claim Was                                   MM/DD/YYYY
                                                   Filed With HUD


     (eeeeeeeee)  FHA_PART_A_CLAIM_AMT             (fffffffff)   Amount       (ggggggggg)  2              (hhhhhhhhh)  No
                                                   of FHA Part A Claim                                    commas(,) or dollar
                                                   Filed                                                  signs ($)


     (iiiiiiiii)  FHA_PART_A_CLAIM_PAID_DATE       (jjjjjjjjj)   Date         (kkkkkkkkk)                 (lllllllll)
                                                   HUD Disbursed Part A                                   MM/DD/YYYY
                                                   Claim Payment


     (mmmmmmmmm)  FHA_PART_A_CLAIM_PAID_AMT        (nnnnnnnnn)   Amount       (ooooooooo)  2              (ppppppppp)  No
                                                   HUD Paid on Part A                                     commas(,) or dollar
                                                   Claim                                                  signs ($)


     (qqqqqqqqq)  FHA_PART_B_CLAIM_FILED_DATE      (rrrrrrrrr)  Date          (sssssssss)                 (ttttttttt)
                                                   FHA Part B Claim Was                                   MM/DD/YYYY
                                                   Filed With HUD


     (uuuuuuuuu)  FHA_PART_B_CLAIM_AMT             (vvvvvvvvv)  Amount        (wwwwwwwww)  2              (xxxxxxxxx)  No
                                                   of FHA Part B Claim                                    commas(,) or dollar
                                                   Filed                                                  signs ($)


     (yyyyyyyyy)  FHA_PART_B_CLAIM_PAID_DATE       (zzzzzzzzz)  Date          (aaaaaaaaaa)                (bbbbbbbbbb)
                                                   HUD Disbursed Part B                                   MM/DD/YYYY
                                                   Claim Payment


     (cccccccccc) FHA_PART_B_CLAIM_PAID_AMT        (dddddddddd) Amount        (eeeeeeeeee) 2              (ffffffffff) No
                                                   HUD Paid on Part B                                     commas(,) or dollar
                                                   Claim                                                  signs ($)


     (gggggggggg) VA_CLAIM_FILED_DATE              (hhhhhhhhhh)  Date         (iiiiiiiiii)                (jjjjjjjjjj)
                                                   VA Claim Was Filed                                     MM/DD/YYYY
                                                   With the Veterans
                                                   Admin


     (kkkkkkkkkk) VA_CLAIM_PAID_DATE               (llllllllll) Date          (mmmmmmmmmm)                (nnnnnnnnnn)
                                                   Veterans Admin.                                        MM/DD/YYYY
                                                   Disbursed VA Claim
                                                   Payment


     (oooooooooo) VA_CLAIM_PAID_AMT                (pppppppppp) Amount        (qqqqqqqqqq) 2              (rrrrrrrrrr) No
                                                   Veterans Admin. Paid                                   commas(,) or dollar
                                                   on VA Claim                                            signs ($)


Exhibit 2: Standard File Codes – Delinquency Reporting

The Loss Mit Type field should show the approved Loss Mitigation Code as follows:
         o    ASUM-     Approved Assumption
         o    BAP-      Borrower Assistance Program
         o    CO-       Charge Off
         o    DIL-      Deed-in-Lieu
         o    FFA-      Formal Forbearance Agreement
         o    MOD-      Loan Modification
         o    PRE-      Pre-Sale
         o    SS-       Short Sale
         o    MISC-     Anything else approved by the PMI or Pool Insurer

NOTE: Wells Fargo Bank will accept  alternative  Loss Mitigation Types to those above,  provided that they are consistent with industry
standards.  If Loss  Mitigation  Types other than those above are used, the Servicer must supply Wells Fargo Bank with a description of
each of the Loss Mitigation Types prior to sending the file.

The Occupant Code field should show the current status of the property code as follows:
         o    Mortgagor
         o    Tenant
         o    Unknown
         o    Vacant

The Property Condition field should show the last reported condition of the property as follows:
         o    Damaged
         o    Excellent
         o    Fair
         o    Gone
         o    Good
         o    Poor
         o    Special Hazard
         o    Unknown

Exhibit 2: Standard File Codes – Delinquency Reporting, Continued

The FNMA Delinquent Reason Code field should show the Reason for Delinquency as follows:

                      ------------------------ ---------------------------------------------------------
                      Delinquency Code         Delinquency Description
                      ------------------------ ---------------------------------------------------------
                      ------------------------ ---------------------------------------------------------
                      001                      FNMA-Death of principal mortgagor
                      ------------------------ ---------------------------------------------------------
                      ------------------------ ---------------------------------------------------------
                      002                      FNMA-Illness of principal mortgagor
                      ------------------------ ---------------------------------------------------------
                      ------------------------ ---------------------------------------------------------
                      003                      FNMA-Illness of mortgagor's family member
                      ------------------------ ---------------------------------------------------------
                      ------------------------ ---------------------------------------------------------
                      004                      FNMA-Death of mortgagor's family member
                      ------------------------ ---------------------------------------------------------
                      ------------------------ ---------------------------------------------------------
                      005                      FNMA-Marital difficulties
                      ------------------------ ---------------------------------------------------------
                      ------------------------ ---------------------------------------------------------
                      006                      FNMA-Curtailment of income
                      ------------------------ ---------------------------------------------------------
                      ------------------------ ---------------------------------------------------------
                      007                      FNMA-Excessive Obligation
                      ------------------------ ---------------------------------------------------------
                      ------------------------ ---------------------------------------------------------
                      008                      FNMA-Abandonment of property
                      ------------------------ ---------------------------------------------------------
                      ------------------------ ---------------------------------------------------------
                      009                      FNMA-Distant employee transfer
                      ------------------------ ---------------------------------------------------------
                      ------------------------ ---------------------------------------------------------
                      011                      FNMA-Property problem
                      ------------------------ ---------------------------------------------------------
                      ------------------------ ---------------------------------------------------------
                      012                      FNMA-Inability to sell property
                      ------------------------ ---------------------------------------------------------
                      ------------------------ ---------------------------------------------------------
                      013                      FNMA-Inability to rent property
                      ------------------------ ---------------------------------------------------------
                      ------------------------ ---------------------------------------------------------
                      014                      FNMA-Military Service
                      ------------------------ ---------------------------------------------------------
                      ------------------------ ---------------------------------------------------------
                      015                      FNMA-Other
                      ------------------------ ---------------------------------------------------------
                      ------------------------ ---------------------------------------------------------
                      016                      FNMA-Unemployment
                      ------------------------ ---------------------------------------------------------
                      ------------------------ ---------------------------------------------------------
                      017                      FNMA-Business failure
                      ------------------------ ---------------------------------------------------------
                      ------------------------ ---------------------------------------------------------
                      019                      FNMA-Casualty loss
                      ------------------------ ---------------------------------------------------------
                      ------------------------ ---------------------------------------------------------
                      022                      FNMA-Energy environment costs
                      ------------------------ ---------------------------------------------------------
                      ------------------------ ---------------------------------------------------------
                      023                      FNMA-Servicing problems
                      ------------------------ ---------------------------------------------------------
                      ------------------------ ---------------------------------------------------------
                      026                      FNMA-Payment adjustment
                      ------------------------ ---------------------------------------------------------
                      ------------------------ ---------------------------------------------------------
                      027                      FNMA-Payment dispute
                      ------------------------ ---------------------------------------------------------
                      ------------------------ ---------------------------------------------------------
                      029                      FNMA-Transfer of ownership pending
                      ------------------------ ---------------------------------------------------------
                      ------------------------ ---------------------------------------------------------
                      030                      FNMA-Fraud
                      ------------------------ ---------------------------------------------------------
                      ------------------------ ---------------------------------------------------------
                      031                      FNMA-Unable to contact borrower
                      ------------------------ ---------------------------------------------------------
                      ------------------------ ---------------------------------------------------------
                      INC                      FNMA-Incarceration
                      ------------------------ ---------------------------------------------------------


Exhibit 2: Standard File Codes – Delinquency Reporting, Continued

The FNMA Delinquent Status Code field should show the Status of Default as follows:

                      ------------------------ -------------------------------------------------------
                            Status Code        Status Description
                      ------------------------ -------------------------------------------------------
                      ------------------------ -------------------------------------------------------
                                09             Forbearance
                      ------------------------ -------------------------------------------------------
                      ------------------------ -------------------------------------------------------
                                17             Pre-foreclosure Sale Closing Plan Accepted
                      ------------------------ -------------------------------------------------------
                      ------------------------ -------------------------------------------------------
                                24             Government Seizure
                      ------------------------ -------------------------------------------------------
                      ------------------------ -------------------------------------------------------
                                26             Refinance
                      ------------------------ -------------------------------------------------------
                      ------------------------ -------------------------------------------------------
                                27             Assumption
                      ------------------------ -------------------------------------------------------
                      ------------------------ -------------------------------------------------------
                                28             Modification
                      ------------------------ -------------------------------------------------------
                      ------------------------ -------------------------------------------------------
                                29             Charge-Off
                      ------------------------ -------------------------------------------------------
                      ------------------------ -------------------------------------------------------
                                30             Third Party Sale
                      ------------------------ -------------------------------------------------------
                      ------------------------ -------------------------------------------------------
                                31             Probate
                      ------------------------ -------------------------------------------------------
                      ------------------------ -------------------------------------------------------
                                32             Military Indulgence
                      ------------------------ -------------------------------------------------------
                      ------------------------ -------------------------------------------------------
                                43             Foreclosure Started
                      ------------------------ -------------------------------------------------------
                      ------------------------ -------------------------------------------------------
                                44             Deed-in-Lieu Started
                      ------------------------ -------------------------------------------------------
                      ------------------------ -------------------------------------------------------
                                49             Assignment Completed
                      ------------------------ -------------------------------------------------------
                      ------------------------ -------------------------------------------------------
                                61             Second Lien Considerations
                      ------------------------ -------------------------------------------------------
                      ------------------------ -------------------------------------------------------
                                62             Veteran's Affairs-No Bid
                      ------------------------ -------------------------------------------------------
                      ------------------------ -------------------------------------------------------
                                63             Veteran's Affairs-Refund
                      ------------------------ -------------------------------------------------------
                      ------------------------ -------------------------------------------------------
                                64             Veteran's Affairs-Buydown
                      ------------------------ -------------------------------------------------------
                      ------------------------ -------------------------------------------------------
                                65             Chapter 7 Bankruptcy
                      ------------------------ -------------------------------------------------------
                      ------------------------ -------------------------------------------------------
                                66             Chapter 11 Bankruptcy
                      ------------------------ -------------------------------------------------------
                      ------------------------ -------------------------------------------------------
                                67             Chapter 13 Bankruptcy
                      ------------------------ -------------------------------------------------------




                                                                   EXHIBIT G

                                                         FORM OF SERVICER CERTIFICATION

Re:      The [    ] agreement dated as of [ l, 200[ ] (the "Agreement"), among [IDENTIFY PARTIES]

         I,  ____________________________,  the  _______________________  of  [NAME  OF  COMPANY]  (the  "Company"),  certify  to  [the
Purchaser],  [the Depositor],  and the [Master Servicer] [Securities  Administrator]  [Trustee], and their officers, with the knowledge
and intent that they will rely upon this certification, that:

         I have reviewed the servicer  compliance  statement of the Company provided in accordance with Item 1123 of Regulation AB (the
"Compliance  Statement"),  the report on assessment of the Company's  compliance with the servicing  criteria set forth in Item 1122(d)
of Regulation AB (the  "Servicing  Criteria"),  provided in accordance  with Rules 13a-18 and 15d-18 under  Securities  Exchange Act of
1934, as amended (the "Exchange Act") and Item 1122 of Regulation AB (the "Servicing  Assessment"),  the registered  public  accounting
firm's  attestation  report  provided  in  accordance  with Rules  13a-18 and 15d-18  under the  Exchange  Act and  Section  1122(b) of
Regulation AB (the "Attestation  Report"),  and all servicing  reports,  Officer's  Certificates and other information  relating to the
servicing of the Mortgage Loans by the Company during 200[ ] that were delivered by the Company to the  [Depositor]  [Master  Servicer]
[Securities Administrator] [Trustee] pursuant to the Agreement (collectively, the "Company Servicing Information");

         Based on my  knowledge,  the Company  Servicing  Information,  taken as a whole,  does not contain any untrue  statement  of a
material fact or omit to state a material fact necessary to make the  statements  made, in the light of the  circumstances  under which
such statements were made, not misleading with respect to the period of time covered by the Company Servicing Information;

         Based on my knowledge,  all of the Company  Servicing  Information  required to be provided by the Company under the Agreement
has been provided to the [Depositor] [Master Servicer] [Securities Administrator] [Trustee];

         I am  responsible  for reviewing the  activities  performed by the Company as servicer  under the  Agreement,  and based on my
knowledge  and the  compliance  review  conducted in  preparing  the  Compliance  Statement  and except as disclosed in the  Compliance
Statement,  the Servicing  Assessment or the Attestation  Report,  the Company has fulfilled its obligations under the Agreement in all
material respects; and

         The Compliance  Statement  required to be delivered by the Company  pursuant to this Agreement,  and the Servicing  Assessment
and  Attestation  Report required to be provided by the Company and by any  Subservicer  and  Subcontractor  pursuant to the Agreement,
have been provided to the [Depositor]  [Master Servicer].  Any material instances of noncompliance  described in such reports have been
disclosed to the [Depositor]  [Master Servicer].  Any material instance of noncompliance with the Servicing Criteria has been disclosed
in such reports.





                                                               EXHIBIT H

                                                       SUMMARY OF REGULATION AB
                                                          SERVICING CRITERIA

         NOTE: This Exhibit H is provided for convenience of reference  only. In the event of a conflict or  inconsistency  between the
terms of this Exhibit H and the text of Regulation AB, the text of Regulation AB, its adopting  release and other public  statements of
the SEC shall control.

Item 1122(d)

         (b)      General servicing considerations.

                  (1)      Policies and procedures  are  instituted to monitor any  performance or other triggers and events of default
in accordance with the transaction agreements.

                  (2)      If any  material  servicing  activities  are  outsourced  to third  parties,  policies  and  procedures  are
instituted to monitor the third party's performance and compliance with such servicing activities.

                  (3)      Any  requirements  in the transaction  agreements to maintain a back-up  servicer for the mortgage loans are
maintained.

                  (4)      A fidelity bond and errors and  omissions  policy is in effect on the party  participating  in the servicing
function  throughout  the reporting  period in the amount of coverage  required by and  otherwise in  accordance  with the terms of the
transaction agreements.

         (c)      Cash collection and administration.

                  (1)      Payments on mortgage  loans are  deposited  into the  appropriate  custodial  bank accounts and related bank
clearing  accounts no more than two  business  days  following  receipt,  or such other  number of days  specified  in the  transaction
agreements.

                  (2)      Disbursements  made via wire  transfer on behalf of an obligor or to an investor are made only by authorized
personnel.

                  (3)      Advances of funds or guarantees  regarding  collections,  cash flows or  distributions,  and any interest or
other fees charged for such advances, are made, reviewed and approved as specified in the transaction agreements.

                  (4)      The related  accounts for the transaction,  such as cash reserve accounts or accounts  established as a form
of  overcollateralization,  are separately  maintained  (e.g.,  with respect to  commingling  of cash) as set forth in the  transaction
agreements.

                  (5)      Each  custodial  account is maintained at a federally  insured  depository  institution  as set forth in the
transaction  agreements.  For  purposes  of this  criterion,  "federally  insured  depository  institution"  with  respect to a foreign
financial  institution  means a foreign  financial  institution  that meets the  requirements  of Rule  13k-1(b)(1)  of the  Securities
Exchange Act.

                  (6)      Unissued checks are safeguarded so as to prevent unauthorized access.

                  (7)      Reconciliations  are prepared on a monthly  basis for all  asset-backed  securities  related bank  accounts,
including custodial accounts and related bank clearing accounts.  These reconciliations are (A) mathematically  accurate;  (B) prepared
within 30 calendar days after the bank  statement  cutoff date, or such other number of days specified in the  transaction  agreements;
(C)  reviewed  and  approved  by someone  other than the person who  prepared  the  reconciliation;  and (D) contain  explanations  for
reconciling  items.  These  reconciling  items are resolved  within 90 calendar days of their  original  identification,  or such other
number of days specified in the transaction agreements.

         (d)      Investor remittances and reporting.

                  (1)      Reports to investors,  including  those to be filed with the  Commission,  are maintained in accordance with
the  transaction  agreements and applicable  Commission  requirements.  Specifically,  such reports (A) are prepared in accordance with
timeframes and other terms set forth in the transaction  agreements;  (B) provide  information  calculated in accordance with the terms
specified in the  transaction  agreements;  (C) are filed with the Commission as required by its rules and  regulations;  and (D) agree
with  investors'  or the  trustee's  records as to the total  unpaid  principal  balance and number of mortgage  loans  serviced by the
Servicer.

                  (2)      Amounts due to investors are allocated and remitted in accordance  with  timeframes,  distribution  priority
and other terms set forth in the transaction agreements.

                  (3)      Disbursements  made to an investor are posted within two business days to the Servicer's  investor  records,
or such other number of days specified in the transaction agreements.

                  (4)      Amounts  remitted to investors  per the  investor  reports  agree with  cancelled  checks,  or other form of
payment, or custodial bank statements.

         (e)      Mortgage Loan administration.

                  (1)      Collateral or security on mortgage loans is maintained as required by the transaction  agreements or related
mortgage loan documents.

                  (2)      Mortgage loan and related documents are safeguarded as required by the transaction agreements.

                  (3)      Any additions,  removals or  substitutions  to the asset pool are made,  reviewed and approved in accordance
with any conditions or requirements in the transaction agreements.

                  (4)      Payments on mortgage  loans,  including  any payoffs,  made in  accordance  with the related  mortgage  loan
documents are posted to the Servicer's  obligor records  maintained no more than two business days after receipt,  or such other number
of days  specified in the  transaction  agreements,  and allocated to principal,  interest or other items (e.g.,  escrow) in accordance
with the related mortgage loan documents.

                  (5)      The Servicer's  records  regarding the mortgage  loans agree with the Servicer's  records with respect to an
obligor's unpaid principal balance.

                  (6)      Changes with respect to the terms or status of an obligor's  mortgage  loans (e.g.,  loan  modifications  or
re-agings) are made, reviewed and approved by authorized  personnel in accordance with the transaction  agreements and related mortgage
loan documents.

                  (7)      Loss  mitigation  or  recovery  actions  (e.g.,  forbearance  plans,  modifications  and  deeds  in  lieu of
foreclosure,  foreclosures and repossessions,  as applicable) are initiated,  conducted and concluded in accordance with the timeframes
or other requirements established by the transaction agreements.

                  (8)      Records  documenting  collection  efforts are maintained  during the period a mortgage loan is delinquent in
accordance with the  transaction  agreements.  Such records are maintained on at least a monthly basis, or such other period  specified
in the transaction  agreements,  and describe the entity's activities in monitoring  delinquent mortgage loans including,  for example,
phone calls, letters and payment rescheduling plans in cases where delinquency is deemed temporary (e.g., illness or unemployment).

                  (9)      Adjustments  to interest  rates or rates of return for mortgage loans with variable rates are computed based
on the related mortgage loan documents.

                  (10)     Regarding  any funds held in trust for an obligor  (such as escrow  accounts):  (A) such funds are analyzed,
in  accordance  with the  obligor's  mortgage  loan  documents,  on at least an annual  basis,  or such other  period  specified in the
transaction  agreements;  (B) interest on such funds is paid, or credited,  to obligors in  accordance  with  applicable  mortgage loan
documents  and state laws;  and (C) such funds are  returned to the obligor  within 30 calendar  days of full  repayment of the related
mortgage loans, or such other number of days specified in the transaction agreements.

                  (11)     Payments made on behalf of an obligor (such as tax or insurance  payments) are made on or before the related
penalty or expiration  dates, as indicated on the appropriate  bills or notices for such payments,  provided that such support has been
received by the Servicer at least 30 calendar  days prior to these dates,  or such other  number of days  specified in the  transaction
agreements.

                  (12)     Any late payment  penalties in connection  with any payment to be made on behalf of an obligor are paid from
the Servicer's funds and not charged to the obligor, unless the late payment was due to the obligor's error or omission.

                  (13)     Disbursements  made on behalf of an obligor are posted  within two business  days to the  obligor's  records
maintained by the Servicer, or such other number of days specified in the transaction agreements.

                  (14)     Delinquencies,  charge-offs  and  uncollectable  accounts are recognized and recorded in accordance with the
transaction agreements.

                  (15)     Any  external  enhancement  or other  support,  identified  in Item  1114(a)(1)  through (3) or Item 1115 of
Regulation AB, is maintained as set forth in the transaction agreements.




                                                               EXHIBIT I

                                           SUMMARY OF APPLICABLE REGULATION AB REQUIREMENTS

         NOTE: This Exhibit I is provided for convenience of reference  only. In the event of a conflict or  inconsistency  between the
terms of this Exhibit I and the text of Regulation AB, the text of Regulation AB, its adopting  release and other public  statements of
the SEC shall control.

         Item 1108(b) and (c)

         Provide the following  information with respect to each servicer that will service,  including interim service, 20% or more of
the mortgage loans in any loan group in the securitization issued in the Pass-Through Transfer:

         -a description of the Owner's form of organization;

         -a  description  of how long the  Servicer  has been  servicing  residential  mortgage  loans;  a  general  discussion  of the
Servicer's  experience in servicing  assets of any type as well as a more  detailed  discussion of the  Servicer's  experience  in, and
procedures for the servicing function it will perform under this Agreement and any  Reconstitution  Agreements;  information  regarding
the size,  composition  and  growth of the  Servicer's  portfolio  of  mortgage  loans of the type  similar to the  Mortgage  Loans and
information  on factors  related to the  Servicer  that may be material to any analysis of the  servicing of the Mortgage  Loans or the
related  asset-backed  securities,  as applicable,  including whether any default or servicing related performance trigger has occurred
as to any other  securitization  due to any act or failure to act of the Servicer,  whether any material  noncompliance with applicable
servicing  criteria as to any other  securitization  has been disclosed or reported by the Servicer,  and the extent of outsourcing the
Servicer uses;

         -a description  of any material  changes to the  Servicer's  policies or procedures in the servicing  function it will perform
under this  Agreement and any  Reconstitution  Agreements  for mortgage loans of the type similar to the Mortgage Loans during the past
three years;

         -information  regarding the Servicer's  financial condition to the extent that there is a material risk that the effect on one
or more  aspects  of  servicing  resulting  from such  financial  condition  could  have a material  impact on the  performance  of the
securities issued in the Pass-Through Transfer, or on servicing of mortgage loans of the same asset type as the Mortgage Loans;

         -any  special or unique  factors  involved in  servicing  loans of the same type as the  Mortgage  Loans,  and the  Servicer's
processes and procedures designed to address such factors;

         -statistical  information  regarding  principal  and interest  advances  made by the  Servicer on the  Mortgage  Loans and the
Servicer's overall servicing portfolio for the past three years; and

         -the Owner's process for handling  delinquencies,  losses,  bankruptcies  and recoveries,  such as through  liquidation of REO
Properties, foreclosure, sale of the Mortgage Loans or workouts.

Item 1117

         -describe any legal proceedings  pending against the Servicer or against any of its property,  including any proceedings known
to be  contemplated  by  governmental  authorities,  that may be material to the holders of the securities  issued in the  Pass-Through
Transfer.

         Item 1119(a)


         -describe  any  affiliations  of the  Servicer,  each other  originator of the Mortgage  Loans and each  Subservicer  with the
sponsor,  depositor,  issuing entity,  trustee, any originator,  any other servicer,  any significant  obligor,  enhancement or support
provider or any other material parties related to the Pass-Through Transfer.

         Item 1119(b)


         -describe  any  business  relationship,  agreement,  arrangement,  transaction  or  understanding  entered into outside of the
ordinary course of business or on terms other than those obtained in an arm's length  transaction with an unrelated third party,  apart
from the  Pass-Through  Transfer,  between the Servicer,  each other  originator of the Mortgage Loans and each  Subservicer,  or their
respective  affiliates,  and the sponsor,  depositor or issuing entity or their  respective  affiliates,  that exists  currently or has
existed  during  the past two  years,  that may be  material  to the  understanding  of an  investor  in the  securities  issued in the
Pass-Through Transfer.

         Item 1119(c)


         -describe  any business  relationship,  agreement,  arrangement,  transaction  or  understanding  involving or relating to the
Mortgage  Loans or the  Pass-Through  Transfer,  including  the material  terms and  approximate  dollar amount  involved,  between the
Servicer, each other originator of the Mortgage Loans and each Subservicer,  or their respective affiliates and the sponsor,  depositor
or issuing entity or their respective affiliates, that exists currently or has existed during the past two years.




                                                               EXHIBIT J

                                    SERVICING CRITERIA TO BE ADDRESSED IN ASSESSMENT OF COMPLIANCE

                                                   SERVICING CRITERIA TO BE ADDRESSED
                                                       IN ASSESSMENT OF COMPLIANCE
                                                      (RMBS unless otherwise noted)

         Key:
         X - obligation


         Where there are multiple  checks for criteria the attesting  party will identify in their  management  assertion that they are
attesting only to the portion of the distribution chain they are responsible for in the related transaction agreements.



--------------------- ---------------------------------------------------------------------------------------------- --------------
RegAB Reference                Servicing Criteria                                                                    Servicers
--------------------- ---------------------------------------------------------------------------------------------- --------------

--------------------- ---------------------------------------------------------------------------------------------- --------------
                               General Servicing Considerations
--------------------- ---------------------------------------------------------------------------------------------- --------------

--------------------- ---------------------------------------------------------------------------------------------- --------------
1122(d)(1)(i)         Policies and  procedures  are  instituted to monitor any  performance  or other  triggers and           X
                      events of default in accordance with the transaction agreements.
--------------------- ---------------------------------------------------------------------------------------------- --------------
--------------------- ---------------------------------------------------------------------------------------------- --------------
1122(d)(1)(ii)        If  any  material  servicing  activities  are  outsourced  to  third  parties,  policies  and           X
                      procedures are instituted to monitor the third party's  performance  and compliance with such
                      servicing activities.
--------------------- ---------------------------------------------------------------------------------------------- --------------
--------------------- ---------------------------------------------------------------------------------------------- --------------
                      Any  requirements in the transaction  agreements to maintain a back-up  servicer for the Pool
1122(d)(1)(iii)       Assets are maintained.
--------------------- ---------------------------------------------------------------------------------------------- --------------
--------------------- ---------------------------------------------------------------------------------------------- --------------
1122(d)(1)(iv)        A fidelity bond and errors and omissions  policy is in effect on the party  participating  in           X
                      the servicing function  throughout the reporting period in the amount of coverage required by
                      and otherwise in accordance with the terms of the transaction agreements.
--------------------- ---------------------------------------------------------------------------------------------- --------------
--------------------- ---------------------------------------------------------------------------------------------- --------------
                      Cash Collection and Administration
--------------------- ---------------------------------------------------------------------------------------------- --------------
--------------------- ---------------------------------------------------------------------------------------------- --------------
1122(d)(2)(i)         Payments on pool assets are  deposited  into the  appropriate  custodial  bank  accounts  and           X
                      related bank clearing  accounts no more than two business  days  following  receipt,  or such
                      other number of days specified in the transaction agreements.
--------------------- ---------------------------------------------------------------------------------------------- --------------
--------------------- ---------------------------------------------------------------------------------------------- --------------
                      Disbursements  made via wire transfer on behalf of an obligor or to an investor are made only           X
1122(d)(2)(ii)        by authorized personnel.
--------------------- ---------------------------------------------------------------------------------------------- --------------
--------------------- ---------------------------------------------------------------------------------------------- --------------
                      Advances of funds or guarantees regarding collections,  cash flows or distributions,  and any           X
                      interest  or other fees  charged  for such  advances,  are made,  reviewed  and  approved  as
1122(d)(2)(iii)       specified in the transaction agreements.
--------------------- ---------------------------------------------------------------------------------------------- --------------
--------------------- ---------------------------------------------------------------------------------------------- --------------
                      The  related  accounts  for the  transaction,  such  as cash  reserve  accounts  or  accounts           X
                      established  as a form of over  collateralization,  are  separately  maintained  (e.g.,  with
1122(d)(2)(iv)        respect to commingling of cash) as set forth in the transaction agreements.
--------------------- ---------------------------------------------------------------------------------------------- --------------
--------------------- ---------------------------------------------------------------------------------------------- --------------
                      Each custodial  account is maintained at a federally  insured  depository  institution as set           X
                      forth in the  transaction  agreements.  For purposes of this  criterion,  "federally  insured
                      depository  institution"  with  respect to a foreign  financial  institution  means a foreign
                      financial  institution  that meets the  requirements  of Rule  13k-1(b)(1)  of the Securities
1122(d)(2)(v)         Exchange Act.
--------------------- ---------------------------------------------------------------------------------------------- --------------
--------------------- ---------------------------------------------------------------------------------------------- --------------
1122(d)(2)(vi)        Unissued checks are safeguarded so as to prevent unauthorized access.                                   X
--------------------- ---------------------------------------------------------------------------------------------- --------------
--------------------- ---------------------------------------------------------------------------------------------- --------------
1122(d)(2)(vii)       Reconciliations are prepared on a monthly basis for all asset-backed  securities related bank           X
                      accounts,   including   custodial  accounts  and  related  bank  clearing   accounts.   These
                      reconciliations are (A) mathematically  accurate;  (B) prepared within 30 calendar days after
                      the bank  statement  cutoff date, or such other number of days  specified in the  transaction
                      agreements;  (C)  reviewed  and  approved by someone  other than the person who  prepared the
                      reconciliation;  and (D) contain  explanations for reconciling items. These reconciling items
                      are resolved within 90 calendar days of their original  identification,  or such other number
                      of days specified in the transaction agreements.
--------------------- ---------------------------------------------------------------------------------------------- --------------
--------------------- ---------------------------------------------------------------------------------------------- --------------
                      Investor Remittances and Reporting
--------------------- ---------------------------------------------------------------------------------------------- --------------
--------------------- ---------------------------------------------------------------------------------------------- --------------
1122(d)(3)(i)         Reports to investors,  including  those to be filed with the  Commission,  are  maintained in           X
                      accordance  with  the  transaction   agreements  and  applicable   Commission   requirements.
                      Specifically,  such reports (A) are prepared in accordance  with  timeframes  and other terms
                      set forth in the transaction  agreements;  (B) provide  information  calculated in accordance
                      with the terms specified in the transaction agreements;  (C) are filed with the Commission as
                      required  by its rules  and  regulations;  and (D) agree  with  investors'  or the  trustee's
                      records as to the total unpaid  principal  balance and number of Pool Assets  serviced by the
                      Servicer.
--------------------- ---------------------------------------------------------------------------------------------- --------------
--------------------- ---------------------------------------------------------------------------------------------- --------------
                      Amounts  due  to  investors  are  allocated  and  remitted  in  accordance  with  timeframes,           X
1122(d)(3)(ii)        distribution priority and other terms set forth in the transaction agreements.
--------------------- ---------------------------------------------------------------------------------------------- --------------
--------------------- ---------------------------------------------------------------------------------------------- --------------
                      Disbursements  made to an investor  are posted  within two  business  days to the  Servicer's           X
1122(d)(3)(iii)       investor records, or such other number of days specified in the transaction agreements.
--------------------- ---------------------------------------------------------------------------------------------- --------------
--------------------- ---------------------------------------------------------------------------------------------- --------------
                      Amounts remitted to investors per the investor reports agree with cancelled  checks, or other           X
1122(d)(3)(iv)        form of payment, or custodial bank statements.
--------------------- ---------------------------------------------------------------------------------------------- --------------
--------------------- ---------------------------------------------------------------------------------------------- --------------
                      Pool Asset Administration
--------------------- ---------------------------------------------------------------------------------------------- --------------
--------------------- ---------------------------------------------------------------------------------------------- --------------
1122(d)(4)(i)         Collateral  or  security  on  pool  assets  is  maintained  as  required  by the  transaction           X
                      agreements or related pool asset documents.
--------------------- ---------------------------------------------------------------------------------------------- --------------
--------------------- ---------------------------------------------------------------------------------------------- --------------
1122(d)(4)(ii)        Pool assets  and related documents are safeguarded as required by the transaction agreements            X
--------------------- ---------------------------------------------------------------------------------------------- --------------
--------------------- ---------------------------------------------------------------------------------------------- --------------
1122(d)(4)(iii)       Any additions,  removals or substitutions  to the asset pool are made,  reviewed and approved           X
                      in accordance with any conditions or requirements in the transaction agreements.
--------------------- ---------------------------------------------------------------------------------------------- --------------
--------------------- ---------------------------------------------------------------------------------------------- --------------
1122(d)(4)(iv)        Payments on pool assets,  including  any payoffs,  made in  accordance  with the related pool           X
                      asset  documents are posted to the  Servicer's  obligor  records  maintained no more than two
                      business  days after  receipt,  or such other  number of days  specified  in the  transaction
                      agreements, and allocated to principal,  interest or other items (e.g., escrow) in accordance
                      with the related pool asset documents.
--------------------- ---------------------------------------------------------------------------------------------- --------------
--------------------- ---------------------------------------------------------------------------------------------- --------------
                      The  Servicer's  records  regarding  the pool assets agree with the  Servicer's  records with           X
1122(d)(4)(v)         respect to an obligor's unpaid principal balance.
--------------------- ---------------------------------------------------------------------------------------------- --------------
--------------------- ---------------------------------------------------------------------------------------------- --------------
                      Changes  with  respect  to the  terms or status  of an  obligor's  pool  assets  (e.g.,  loan           X
                      modifications  or  re-agings)  are made,  reviewed  and approved by  authorized  personnel in
1122(d)(4)(vi)        accordance with the transaction agreements and related pool asset documents.
--------------------- ---------------------------------------------------------------------------------------------- --------------
--------------------- ---------------------------------------------------------------------------------------------- --------------
                      Loss mitigation or recovery  actions (e.g.,  forbearance  plans,  modifications  and deeds in           X
                      lieu of foreclosure,  foreclosures and repossessions, as applicable) are initiated, conducted
                      and concluded in accordance  with the  timeframes or other  requirements  established  by the
1122(d)(4)(vii)       transaction agreements.
--------------------- ---------------------------------------------------------------------------------------------- --------------
--------------------- ---------------------------------------------------------------------------------------------- --------------
1122(d)(4)(viii)      Records  documenting  collection  efforts  are  maintained  during the period a pool asset is           X
                      delinquent in accordance with the transaction  agreements.  Such records are maintained on at
                      least a monthly basis,  or such other period  specified in the  transaction  agreements,  and
                      describe  the  entity's  activities  in  monitoring  delinquent  pool assets  including,  for
                      example,  phone calls,  letters and payment  rescheduling plans in cases where delinquency is
                      deemed temporary (e.g., illness or unemployment).
--------------------- ---------------------------------------------------------------------------------------------- --------------
--------------------- ---------------------------------------------------------------------------------------------- --------------
1122(d)(4)(ix)        Adjustments  to interest  rates or rates of return for pool assets  with  variable  rates are           X
                      computed based on the related pool asset documents.
--------------------- ---------------------------------------------------------------------------------------------- --------------
--------------------- ---------------------------------------------------------------------------------------------- --------------
1122(d)(4)(x)         Regarding  any funds held in trust for an obligor (such as escrow  accounts):  (A) such funds           X
                      are analyzed,  in accordance with the obligor's pool asset  documents,  on at least an annual
                      basis,  or such other period  specified in the transaction  agreements;  (B) interest on such
                      funds is paid, or credited,  to obligors in accordance  with  applicable pool asset documents
                      and state laws;  and (C) such funds are  returned to the obligor  within 30 calendar  days of
                      full  repayment  of the related pool  assets,  or such other number of days  specified in the
                      transaction agreements.
--------------------- ---------------------------------------------------------------------------------------------- --------------
--------------------- ---------------------------------------------------------------------------------------------- --------------
                      Payments  made on behalf of an obligor  (such as tax or  insurance  payments)  are made on or           X
                      before the related  penalty or expiration  dates,  as indicated on the  appropriate  bills or
                      notices for such  payments,  provided  that such support has been received by the servicer at
                      least 30 calendar  days prior to these dates,  or such other number of days  specified in the
1122(d)(4)(xi)        transaction agreements.
--------------------- ---------------------------------------------------------------------------------------------- --------------
--------------------- ---------------------------------------------------------------------------------------------- --------------
                      Any late payment  penalties in connection with any payment to be made on behalf of an obligor           X
                      are paid from the  Servicer's  funds and not charged to the obligor,  unless the late payment
1122(d)(4)(xii)       was due to the obligor's error or omission.
--------------------- ---------------------------------------------------------------------------------------------- --------------
--------------------- ---------------------------------------------------------------------------------------------- --------------
                      Disbursements  made on behalf of an  obligor  are  posted  within  two  business  days to the           X
                      obligor's records  maintained by the servicer,  or such other number of days specified in the
1122(d)(4)(xiii)      transaction agreements.
--------------------- ---------------------------------------------------------------------------------------------- --------------
--------------------- ---------------------------------------------------------------------------------------------- --------------
                      Delinquencies,  charge-offs  and  uncollectible  accounts  are  recognized  and  recorded  in           X
1122(d)(4)(xiv)       accordance with the transaction agreements.
--------------------- ---------------------------------------------------------------------------------------------- --------------
--------------------- ---------------------------------------------------------------------------------------------- --------------
                      Any external enhancement or other support,  identified in Item 1114(a)(1) through (3) or Item
1122(d)(4)(xv)        1115 of Regulation AB, is maintained as set forth in the transaction agreements.
--------------------- ---------------------------------------------------------------------------------------------- --------------




                                                     [NAME OF OWNER] [NAME OF SUBSERVICER]


                                                     Date:    _________________________


                                                     By:      _________________________
                                                     Name:
                                                     Title:




                                                               EXHIBIT K

                                                  REPORTING DATA FOR REALIZED LOSSES AND GAINS

                                     Calculation of Realized Loss/Gain Form 332– Instruction Sheet

         NOTE: Do not net or combine  items.  Show all expenses  individually  and all credits as separate line items.  Claim  packages
         are due within 90 days of liquidation..  Late  submissions  may result in claims not being passed until the following  month.
         The Servicer is responsible to remit all funds pending loss approval and /or resolution of any disputed items.

                  The numbers on the 332 form correspond with the numbers listed below.

         Liquidation and Acquisition Expenses:
         1.       The Actual Unpaid Principal Balance of the Mortgage Loan. For  documentation,  an Amortization  Schedule from date of
                  default through liquidation breaking out the net interest and servicing fees advanced is required.

         2.       The Total  Interest  Due less the  aggregate  amount of servicing  fee that would have been earned if all  delinquent
                  payments  had been  made as  agreed.  For  documentation,  an  Amortization  Schedule  from date of  default  through
                  liquidation breaking out the net interest and servicing fees advanced is required.
         3.       Accrued  Servicing  Fees based upon the Scheduled  Principal  Balance of the Mortgage Loan as calculated on a monthly
                  basis. For  documentation,  an Amortization  Schedule from date of default through  liquidation  breaking out the net
                  interest and servicing fees advanced is required.
         4-12.    Complete as applicable.  Required documentation:
                           *  For taxes and insurance advances – see page 2 of 332 form - breakdown required showing period
                              of  coverage,  base tax,  interest,  penalty.  Advances  prior to default  require  evidence  of servicer
                     efforts to recover advances.
                           *  For escrow advances - complete payment history
                               (to calculate advances from last positive escrow balance forward)
                           *  Other expenses -  copies of corporate advance history showing all payments
                           *  REO repairs > $1500 require explanation
                           *  REO repairs >$3000 require evidence of at least 2 bids.
                           *  Short Sale or Charge Off require P&L supporting the decision and WFB's approved Officer Certificate
                           *  Unusual or extraordinary items may require further documentation.
         13.        The total of lines 1 through 12.
         Credits:

         14-21.   Complete as applicable.  Required documentation:
                          * Copy of the HUD 1 from the REO sale.  If a 3rd Party Sale, bid instructions and Escrow Agent / Attorney
                             Letter of Proceeds Breakdown.
                          *  Copy of EOB for any MI or gov't guarantee
                          *  All other credits need to be clearly defined on the 332 form
         22.      The total of lines 14 through 21.

         Please Note:      For  HUD/VA  loans,  use line  (18a) for Part  A/Initial  proceeds  and line  (18b) for Part  B/Supplemental
                           proceeds.

         Total Realized Loss (or Amount of Any Gain)
         23.      The total derived from  subtracting  line 22 from 13. If the amount  represents a realized  gain,  show the amount in
                  parenthesis (   ).

                                              Calculation of Realized Loss/Gain Form 332

         Prepared by:  __________________                     Date:  _______________
         Phone:  ______________________   Email Address:_____________________


----------------------------------    --------------------------------------    --------------------------------------------
Servicer Loan No.                     Servicer Name                             Servicer Address
----------------------------------    --------------------------------------    --------------------------------------------

         WELLS FARGO BANK, N.A. Loan No._____________________________

         Borrower's Name: _________________________________________________________
         Property Address: _________________________________________________________

         Liquidation Type:  REO Sale                  3rd Party Sale            Short Sale       Charge Off

         Was this loan granted a Bankruptcy deficiency or cramdown              Yes         No
         If "Yes", provide deficiency or cramdown amount _______________________________

         Liquidation and Acquisition Expenses:
         (1)  Actual Unpaid Principal Balance of Mortgage Loan         $ ______________ (1)
         (2)  Interest accrued at Net Rate                                       ________________(2)
         (3)  Accrued Servicing Fees                                             ________________(3)
         (4)  Attorney's Fees                                                    ________________(4)
         (5)  Taxes (see page 2)                                                 ________________(5)
         (6)  Property Maintenance                                              ________________ (6)
         (7)  MI/Hazard Insurance Premiums (see page 2)                          ________________(7)
         (8)  Utility Expenses                                                   ________________(8)
         (9)  Appraisal/BPO                                             ________________(9)
         (10) Property Inspections                                               ________________(10)
         (11) FC Costs/Other Legal Expenses                             ________________(11)
         (12) Other (itemize)                                                    ________________(12)
                  Cash for Keys__________________________               ________________(12)
                  HOA/Condo Fees_______________________                 ________________(12)
                  ______________________________________                ________________(12)

                  Total Expenses                                                $ _______________(13)
         Credits:
         (14) Escrow Balance                                                    $ _______________(14)
         (15) HIP Refund                                                        ________________ (15)
         (16) Rental Receipts                                                   ________________ (16)
         (17) Hazard Loss Proceeds                                              ________________ (17)
         (18) Primary Mortgage Insurance / Gov't Insurance                      ________________ (18a) HUD Part A
                                                                                ________________           (18b) HUD Part B
         (19) Pool Insurance Proceeds                                           ________________ (19)
         (20) Proceeds from Sale of Acquired Property                  ________________ (20)
         (21) Other (itemize)                                                   ________________ (21)
              _________________________________________                ________________ (21)

              Total Credits                                            $________________(22)
         Total Realized Loss (or Amount of Gain)                       $________________(23)


Escrow Disbursement Detail


------------------ --------------- ------------------ ---------------- --------------- -------------------- ------------------
           Type             Date            Period             Total            Base            Penalties            Interest
                        Paid          of Coverage          Paid            Amount
         (Tax
     /Ins.)
------------------ --------------- ------------------ ---------------- --------------- -------------------- ------------------





                                                                                                                   Exhibit I-10



                                             STRUCTURED ASSET MORTGAGE INVESTMENTS II INC.
                                                                 Owner

                                                                  and

                                                       EMC MORTGAGE CORPORATION
                                                               Servicer




                                                          SERVICING AGREEMENT

                                                       Dated as of June 1, 2006





                                   _________________________________________________________________




EXHIBITS


Exhibit A         Mortgage Loan Schedule

Exhibit B         Custodial Account Letter Agreement

Exhibit C         Escrow Account Letter Agreement

Exhibit D         Form of Request for Release

Exhibit E         Reporting Data for Monthly Report

Exhibit F         Reporting Data for Defaulted Loans

Exhibit G         Form of Owner Certification

Exhibit H         Summary of Regulation AB Servicing Criteria

Exhibit I         Summary of Applicable Regulation AB Requirements

Exhibit J         Servicing Criteria to be Addressed in Assessment of Compliance

Exhibit K         Reporting Data for Realized Losses and Gains





         THIS IS A SERVICING  AGREEMENT,  dated as of June 1, 2006, and is executed between  Structured  Asset Mortgage  Investments II
Inc. (the "Owner") and EMC Mortgage Corporation (the "Servicer").

                                                         W I T N E S S E T H :

         WHEREAS, the Owner is the owner of the Mortgage Loans;

         WHEREAS, the Owner and the Servicer wish to prescribe the permanent management, servicing and control of the Mortgage Loans;

         NOW,  THEREFORE,  in  consideration  of the  mutual  agreements  hereinafter  set  forth,  and for  other  good  and  valuable
consideration, the receipt and adequacy of which is hereby acknowledged, the Owner and the Servicer agree as follows:

                                                               ARTICLE I
                                                              DEFINITIONS

         Section 1.01.  Defined Terms.

         Whenever used in this  Agreement,  the following  words and phrases,  unless the context  otherwise  requires,  shall have the
following meaning specified in this Article:

         Accepted  Servicing  Practices:  The procedures,  including prudent  collection and loan  administration  procedures,  and the
standard of care (i) employed by prudent  mortgage  servicers  which service  mortgage  loans of the same type as the Mortgage Loans in
the  jurisdictions in which the related Mortgage  Properties are located or (ii) in accordance with the Fannie Mae Guide or Freddie Mac
Guide,  subject to any variances  negotiated  with Fannie Mae or Freddie Mac and subject to the express  provisions of this  Agreement.
Such  standard of care shall not be lower than that the Servicer  customarily  employs and  exercises in  servicing  and  administering
similar mortgage loans for its own account and shall be in full compliance with all federal,  state, and local laws, ordinances,  rules
and regulations.

         Adjustment  Date: As to each ARM Loan, the date on which the Mortgage  Interest Rate is adjusted in accordance  with the terms
of the related Mortgage Note.

         Agreement:  This Servicing Agreement including all exhibits hereto, amendments hereof and supplements hereto.

         ARM Loans:  First lien,  conventional,  1-4 family  residential  Mortgage  Loans with interest rates which adjust from time to
time in  accordance  with the  related  Index and are  subject  to  Periodic  Rate  Caps and  Lifetime  Rate Caps and which may  permit
conversion to fixed interest rates.

         Business  Day:  Any day other than (i) a Saturday or Sunday,  or (ii) a legal  holiday in the States of  Maryland,  Minnesota,
New York or the jurisdiction in which the Servicer  conducts its servicing  activities,  or (iii) a day on which banks in the States of
Maryland,  Minnesota,  New York or the jurisdiction in which the Servicer conducts its servicing activities are authorized or obligated
by law or executive order to be closed.

         Code:  The Internal  Revenue Code of 1986,  as it may be amended from time to time,  or any  successor  statute  thereto,  and
applicable U.S. Department of the Treasury regulations issued pursuant thereto.

         Commission or SEC:  The Securities and Exchange Commission.

         Condemnation  Proceeds:  All awards or  settlements  in respect of a  Mortgaged  Property,  whether  permanent  or  temporary,
partial or entire,  by  exercise  of the power of eminent  domain or  condemnation,  to the extent not  required  to be  released  to a
Mortgagor in accordance with the terms of the related Mortgage Loan Documents.

         Custodial  Account:  One or more demand  account or accounts  created and  maintained  pursuant to Section 4.04 which shall be
entitled  "EMC  Custodial  Account  in trust for SAMI II,  Owner of Whole Loan  Mortgages  and  various  Mortgagors"  established  at a
Qualified  Depository,  each of which accounts shall be held by such Qualified  Depository in a fiduciary capacity,  separate and apart
from its funds and general assets.

         Custodian:  Wells Fargo Bank, National Association, or such other custodian as Owner shall designate.

         Cut-off Date:  The open of business on June 1, 2006.

         Delinquent:  As defined in the related pooling and servicing agreement.

         Depositor: The depositor, as such term is defined in Regulation AB, with respect to any Pass-Through Transfer.

         Determination  Date:  The 15th day (or if such 15th day is not a Business  Day, the Business Day  immediately  preceding  such
15th day) of the month of the Remittance Date.

         Due Date:  Each day on which  payments of principal and interest are required to be paid in  accordance  with the terms of the
related Mortgage Note, exclusive of any days of grace.

         Due Period:  With respect to each  Remittance  Date, the period  commencing on the second day of the month preceding the month
of such Remittance Date and ending on the first day of the month of the Remittance Date.

         Escrow  Account:  The  separate  trust  account or accounts  created and  maintained  pursuant to Section  4.06 which shall be
entitled "EMC Escrow Account,  in trust for SAMI II, Owner of Whole Loan Mortgages and various  Mortgagors" and shall be established at
a Qualified Depository, each of which accounts shall in no event contain funds in excess of the FDIC insurance limits.

         Escrow  Payments:  With respect to any Mortgage  Loan,  the amounts  constituting  ground  rents,  taxes,  assessments,  water
rates, sewer rents, municipal charges,  mortgage insurance premiums,  fire and hazard insurance premiums,  condominium charges, and any
other payments required to be escrowed by the Mortgagor with the mortgagee pursuant to the Mortgage or any other document.

         Event of Default:   Any one of the conditions or circumstances enumerated in Section 9.01.

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

         Fannie Mae:  Fannie Mae, or any successor thereto.

         Fannie Mae Guide:   The Fannie Mae Selling Guide and the Fannie Mae Servicing Guide and all amendments or additions thereto.

         Fidelity Bond:  A fidelity bond to be maintained by the Servicer pursuant to Section 4.12.

         FIRREA:   The Financial Institutions Reform, Recovery, and Enforcement Act of 1989, as amended from time to time.

         Freddie Mac:  Freddie Mac, or any successor thereto.

         Freddie Mac Guide:  The  Freddie  Mac Selling  Guide and the Freddie  Mac  Servicing  Guide and all  amendments  or  additions
thereto.

         Full Principal Prepayment:  A Principal Prepayment made by a Mortgagor of the entire principal balance of a Mortgage Loan.

         GAAP:  Generally accepted accounting procedures, consistently applied.

         HUD:   The United States Department of Housing and Urban Development or any successor.

         Index:  With respect to each ARM Loan,  on the related  Adjustment  Date,  the index used to determine  the Mortgage  Interest
Rate on each such ARM Loan.

         Insurance  Proceeds:  With respect to each Mortgage  Loan,  proceeds of insurance  policies  insuring the Mortgage Loan or the
related Mortgaged Property.

         Lifetime  Rate Cap: With respect to each ARM Loan,  the maximum  Mortgage  Interest Rate over the term of such Mortgage  Loan,
as specified in the related Mortgage Note.

         Liquidation  Proceeds:  Amounts,  other than Insurance  Proceeds and  Condemnation  Proceeds,  received in connection with the
liquidation of a defaulted  Mortgage Loan,  whether through the sale or assignment of such Mortgage Loan,  trustee's sale,  foreclosure
sale or otherwise, other than amounts received following the acquisition of an REO Property pursuant to Section 4.13.

         Margin:  With respect to each ARM Loan,  the fixed  percentage  amount set forth in each related  Mortgage Note which is added
to the Index in order to determine the related Mortgage Interest Rate.

         Master Servicer:  Wells Fargo Bank,  National  Association,  its successors in interest and assigns,  or any successor thereto
designated by the Owner.

         Monthly Advance:   The aggregate of the advances made by the Servicer on any Remittance Date pursuant to Section 5.03.

         Monthly  Payment:  With respect to each Mortgage Loan, the scheduled  monthly payment of principal and interest  thereon which
is payable by the related Mortgagor under the related Mortgage Note.

         Mortgage:  The  mortgage,  deed of trust or other  instrument  securing  a  Mortgage  Note  which  creates a first  lien on an
unsubordinated estate in fee simple in real property securing the Mortgage Note.

         Mortgage  Interest  Rate:  The annual rate at which  interest  accrues on any Mortgage Loan in accordance  with the provisions
of the related  Mortgage Note, and in the case of an ARM Loan, as adjusted from time to time on each  Adjustment Date for such Mortgage
Loan to equal the Index for such  Mortgage  Loan plus the  Margin for such  Mortgage  Loan,  and  subject  to the  limitations  on such
interest rate imposed by the Periodic Rate Cap and the Lifetime Rate Cap.

         Mortgage Loan: An individual  Mortgage Loan described  herein and as further  identified on the Mortgage Loan Schedule,  which
Mortgage Loan includes  without  limitation the Mortgage Loan  Documents,  the Monthly  Payments,  Principal  Prepayments,  Liquidation
Proceeds,  Condemnation  Proceeds,  Insurance  Proceeds,  REO  Disposition  Proceeds,  and all other  rights,  benefits,  proceeds  and
obligations arising from or in connection with such Mortgage Loan.

         Mortgage Loan Documents:  The original mortgage loan legal documents held by the Custodian.

         Mortgage  Loan  Remittance  Rate:  With  respect to each  Mortgage  Loan,  the annual rate of interest  remitted to the Owner,
which shall be equal to the related Mortgage Interest Rate minus the Servicing Fee Rate.

         Mortgage Loan Schedule:  The schedule of Mortgage Loans  attached  hereto as Exhibit A, such schedule being  acceptable to the
Owner and the Servicer.

         Mortgage Note:  The note or other evidence of the indebtedness of a Mortgagor secured by a Mortgage.

         Mortgaged Property:  The underlying real property securing repayment of a Mortgage Note.

         Mortgagor:  The obligor on a Mortgage Note.

         Net Liquidation  Proceeds:  As to any Mortgage Loan,  Liquidation Proceeds net of unreimbursed  Servicing Advances,  Servicing
Fees and Monthly  Advances and expenses  incurred by the  Servicer in  connection  with the  liquidation  of the Mortgage  Loan and the
related Mortgaged Property.

         Nonrecoverable  Advance:  Any advance  previously  made by the  Servicer  pursuant to Section  5.03 or any  Servicing  Advance
proposed to be made by the Servicer in respect of a Mortgage Loan or REO Property  which,  in the good faith  judgment of the Servicer,
may not be  ultimately  recoverable  by the Servicer  from  Liquidation  Proceeds or Insurance  Proceeds on such  Mortgage  Loan or REO
Property as provided herein.  The determination by the Servicer that it has made a Nonrecoverable  Advance,  or that a proposed advance
may constitute a  Nonrecoverable  Advance,  shall be evidenced by an Officer's  Certificate of the Servicer  delivered to the Owner and
detailing the reasons for such determination.

         Officer's  Certificate:  A certificate  signed by the Chairman of the Board, the Vice Chairman of the Board, the President,  a
Senior Vice  President  or a Vice  President or by the  Treasurer or the  Secretary  or one of the  Assistant  Treasurers  or Assistant
Secretaries of the Servicer, and delivered to the Owner as required by this Agreement.

         Opinion of  Counsel:  A written  opinion of  counsel,  who may be an  employee  of the party on behalf of whom the  opinion is
being given, reasonably acceptable to the Owner.

         Owner:  Structured  Asset  Mortgage  Investments II Inc.  ("SAMI II"),  its successors in interest and assigns  (including the
Trustee in connection with a Pass-Through Transfer).

         Partial Principal Prepayment:  A Principal Prepayment by a Mortgagor of a partial principal balance of a Mortgage Loan.

         Pass-Through  Transfer:  Any  transaction  involving  either (1) a sale or other transfer of some or all of the Mortgage Loans
directly or indirectly to an issuing entity in connection with an issuance of publicly  offered or privately  placed,  rated or unrated
mortgage-backed  securities or (2) an issuance of publicly offered or privately placed,  rated or unrated  securities,  the payments on
which are determined  primarily by reference to one or more portfolios of residential  mortgage loans consisting,  in whole or in part,
of some or all of the Mortgage Loans.

         Periodic  Rate Cap:  With  respect to each ARM Loan,  the maximum  increase or decrease in the Mortgage  Interest  Rate on any
Adjustment Date.

         Permitted Investments:  Any one or more of the following obligations or securities:

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

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

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

                  (iv)     securities  bearing  interest or sold at a discount issued by any corporation  (including any Trustee or the
                  Master Servicer)  incorporated  under the laws of the United States of America or any state thereof that are rated in
                  one of the two  highest  rating  categories  by each  Rating  Agency at the time of such  investment  or  contractual
                  commitment providing for such investment;  provided,  however,  that securities issued by any particular  corporation
                  will not be Permitted  Investments to the extent that investments  therein will cause the then outstanding  principal
                  amount of securities  issued by such  corporation  and held as Permitted  Investments  to exceed 10% of the aggregate
                  outstanding principal balances and amounts of all the Permitted Investments;

                  (v)      commercial paper (including both non-interest-bearing  discount obligations and interest-bearing obligations
                  payable on demand or on a specified  date not more than one year after the date of issuance  thereof) which are rated
                  in one of the two highest rating categories by each Rating Agency at the time of such investment;

                  (vi)     any other demand, money market or time deposit,  obligation,  security or investment as may be acceptable to
                  each Rating Agency; and

                  (vii)    any money market funds the  collateral  of which  consists of  obligations  fully  guaranteed  by the United
                  States of America or any agency or  instrumentality  of the United  States of America  the  obligations  of which are
                  backed by the full faith and  credit of the  United  States of America  (which  may  include  repurchase  obligations
                  secured by collateral  described in clause (i)) and other  securities  (including  money market or common trust funds
                  for which any Trustee or the Master  Servicer or any  affiliate  thereof  acts as a manager or an advisor)  and which
                  money market funds are rated in one of the two highest rating categories by each Rating Agency;

provided, however, that no instrument or security shall be a Permitted Investment if such instrument or security evidences a right to
receive only interest payments with respect to the obligations underlying such instrument or if such security provides for payment of
both principal and interest with a yield to maturity in excess of 120% of the yield to maturity at par.

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

         Prepayment  Charge:  Any  prepayment  premium,  penalty or charge  payable by a Mortgagor  in  connection  with any  Principal
Prepayment on a Mortgage Loan pursuant to the terms of the related Mortgage Note.

         Prepayment  Interest  Excess:  With respect to any Remittance Date, for each Mortgage Loan that was the subject of a Principal
Prepayment  in full or in part during the portion of the related  Prepayment  Period  occurring  between the first day of the  calendar
month in which such Remittance Date occurs and the  Determination  Date of the calendar month in which such Remittance Date occurs,  an
amount equal to interest (to the extent  received) at the  applicable  Mortgage Loan  Remittance  Rate on the amount of such  Principal
Prepayment  for the number of days  commencing on the first day of the calendar month in which such  Remittance  Date occurs and ending
on the last date through which interest is collected from the related Mortgagor.

         Prepayment  Interest  Shortfall:  With respect to any  Remittance  Date, for each such Mortgage Loan that was the subject of a
Principal  Prepayment during the portion of the related  Prepayment  Period occurring  between the first day of the related  Prepayment
Period and the last day of the calendar month  preceding the month in which such  Remittance  Date occurs,  an amount equal to interest
(to be paid by the Servicer out of its own funds without  reimbursement  therefor) at the applicable  Mortgage Loan  Remittance Rate on
the amount of such  Principal  Prepayment  for the number of days  commencing on the date on which the prepayment is applied and ending
on the last day of the calendar month preceding such Remittance Date.

         Prepayment  Period:  As to any Remittance Date, (a) in the case of Full Principal  Prepayments,  the period  commencing on the
16th day of the month prior to the month in which the related  Remittance  Date occurs and ending on the 15th day of the month in which
such Remittance Date occurs, and (b) in the case of Partial Principal Prepayments or other recoveries, the preceding calendar month.

         Primary Mortgage  Insurance Policy:  Each primary policy of mortgage  insurance,  or any replacement  policy therefor obtained
by the Servicer pursuant to Section 4.08.

         Prime Rate: The prime rate of U.S. money center banks as published from time to time in The Wall Street Journal.

         Principal  Prepayment:  Any payment or other  recovery of  principal on a Mortgage  Loan full or partial  which is received in
advance of its scheduled Due Date,  including any Prepayment Charge and which is not accompanied by an amount of interest  representing
scheduled interest due on any date or dates in any month or months subsequent to the month of prepayment.

         Qualified  Appraiser:  An  appraiser,  duly  appointed  by the  Servicer,  who had no  interest,  direct  or  indirect  in the
Mortgaged  Property or in any loan made on the security thereof,  and whose compensation is not affected by the approval or disapproval
of the Mortgage Loan,  which  appraiser and the appraisal made by such  appraiser both satisfy the  requirements  of Title XI of FIRREA
and the regulations promulgated thereunder, all as in effect on the date the Mortgage Loan was originated.

         Qualified  Depository:  (a) The  Custodian,  (b) a  depository,  the  accounts  of which are insured by the FDIC and the short
term debt  ratings  and the long term  deposit  ratings of which are rated in one of the two  highest  rating  categories  by either of
Moody's Investors Service, Inc. or Fitch, Inc., or (c) a depository,  the short-term debt obligations,  or other short-term deposits of
which are rated at least 'A-2' and the  long-term  unsecured  debt  obligations  of which are rated at least 'AA-' by Standard & Poor's
Ratings Service, a division of The McGraw Hill Companies Inc.

         Qualified  Insurer:  An  insurance  company  duly  qualified  as such  under the laws of the  states  in which  the  Mortgaged
Properties are located,  duly  authorized and licensed in such states to transact the  applicable  insurance  business and to write the
insurance provided, approved as an insurer by Fannie Mae and Freddie Mac.

         Rating  Agency:  Standard & Poor's  Ratings  Service,  a division of The McGraw Hill  Companies  Inc.,  and Moody's  Investors
Service, Inc.

         Reconstitution Agreement:  Any agreement involving any Pass-Through Transfer or Whole Loan Transfer.

         Regulation AB: Subpart  229.1100 – Asset Backed  Securities  (Regulation AB), 17 C.F.R.  §§229.1100-229.1123,  as amended from
time to time, and subject to such  clarification  and  interpretation  as have been provided by the Commission in the adopting  release
(Asset-Backed  Securities,  Securities  Act Release No.  33-8518,  70 Fed.  Reg.  1,506,  1,531 (Jan.  7, 2005)) or by the staff of the
Commission, or as may be provided by the Commission or its staff from time to time.

         REMIC:  A "real estate mortgage investment conduit" within the meaning of Section 860D of the Code.

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

         Remittance  Date:  The  Remittance  Date shall be the 20th day of any month,  or if such 20th day is not a Business  Day,  the
first Business Day immediately preceding such 20th day.

         REO Disposition:   The final sale by the Servicer of any REO Property.

         REO Disposition Proceeds:   Amounts received by the Servicer in connection with a related REO Disposition.

         REO Property:   A Mortgaged Property acquired by the Servicer on behalf of the Owner as described in Section 4.13.

         Sarbanes  Certification:  A certification required pursuant to The Sarbanes-Oxley Act of 2002 and the rules and regulations of
the Commission promulgated thereunder (including any interpretations or amendments thereof by the Commission's staff).

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

         Securities Administrator: The securities administrator with respect to any Pass-Through Transfer.

         Servicer:  EMC Mortgage  Corporation,  or any of its successors in interest or any successor under this Agreement appointed as
herein provided.

         Servicing  Advances:  All  customary,  reasonable  and  necessary  "out of pocket"  costs and expenses  (including  reasonable
attorneys' fees and disbursements)  incurred in the performance by the Servicer of its servicing  obligations relating to each Mortgage
Loan, including,  but not limited to, the cost of (a) the preservation,  restoration and protection of the Mortgaged Property,  (b) any
enforcement,  administrative  or judicial  proceedings,  or any legal work or advice  specifically  related to  servicing  the Mortgage
Loans, including but not limited to, foreclosures,  bankruptcies,  condemnations, drug seizures, elections, foreclosures by subordinate
or superior  lienholders,  and other legal actions  incidental to the servicing of the Mortgage Loans  (provided that such expenses are
reasonable and that the Servicer  specifies the Mortgage Loan(s) to which such expenses relate),  (c) the management and liquidation of
the Mortgaged Property if the Mortgaged Property is acquired in full or partial satisfaction of the Mortgage,  (d) taxes,  assessments,
water rates, sewer rates and other charges which are or may become a lien upon the Mortgaged  Property,  and Primary Mortgage Insurance
Policy premiums and fire and hazard insurance coverage and (e) compliance with the obligations under Section 4.08.

         Servicing  Criteria:  As of any date of  determination,  the "servicing  criteria" set forth in Item 1122(d) of Regulation AB,
or any  amendments  thereto,  a summary  of the  requirements  of which as of the date  hereof  is  attached  hereto  as  Exhibit H for
convenience  of  reference  only.  In the event of a  conflict  or  inconsistency  between  the terms of Exhibit H and the text of Item
1122(d) of  Regulation  AB, the text of Item 1122(d) of Regulation AB shall control (or those  Servicing  Criteria  otherwise  mutually
agreed to by the Owner, the Servicer and any Person that will be responsible for signing any Sarbanes  Certification  with respect to a
Pass-Through Transfer in response to evolving interpretations of Regulation AB and incorporated into a revised Exhibit H).

         Servicing  Fee:  With  respect  to each  Mortgage  Loan,  the amount of the annual  servicing  fee the Owner  shall pay to the
Servicer,  which shall,  for a period of one full month,  be equal to one-twelfth  of the product of (a) the  applicable  Servicing Fee
Rate and (b) the outstanding  principal  balance of the Mortgage Loan. Such fee shall be payable monthly,  computed on the basis of the
same principal amount and period  respecting  which any related interest payment on a Mortgage Loan is computed.  The obligation of the
Owner to pay the  Servicing  Fee is limited to, and the  Servicing  Fee is payable  from the interest  portion of such Monthly  Payment
collected by the Servicer or as otherwise provided under Section 4.05.

         Servicing Fee Rate:  The Servicing Fee Rate shall be a rate per annum equal to 0.375%.

         Servicing  File:  The  documents,  records  and other  items  pertaining  to a  particular  Mortgage  Loan and any  additional
documents relating to such Mortgage Loan as are in, or as may from time to time come into, the Servicer's possession.

         Servicing  Officer:  Any officer of the Servicer  involved in, or  responsible  for, the  administration  and servicing of the
Mortgage  Loans whose name appears on a list of servicing  officers  furnished by the Servicer to the Owner upon request,  as such list
may from time to time be amended.

         Stated  Principal  Balance:  As to each  Mortgage  Loan as of any date of  determination,  (i) the  principal  balance of such
Mortgage Loan after giving effect to payments of principal  due and received or for which a Monthly  Advance has been made,  minus (ii)
all amounts previously distributed to the Owner with respect to the Mortgage Loan representing Principal Prepayments.

         Subcontractor:  Any vendor,  subcontractor  or other Person that is not responsible for the overall  servicing (as "servicing"
is commonly  understood by participants in the  mortgage-backed  securities market) of Mortgage Loans but performs one or more discrete
functions  identified in Item 1122(d) of Regulation AB with respect to Mortgage  Loans under the direction or authority of the Servicer
or a Subservicer.

         Subservicer:  Any Person that services  Mortgage Loans on behalf of the Servicer or any Subservicer and is responsible for the
performance  (whether directly or through  Subservicers or Subcontractors) of a substantial portion of the material servicing functions
required to be performed by the Servicer  under this Agreement or any  Reconstitution  Agreement that are identified in Item 1122(d) of
Regulation AB.

         Trustee:  The Person appointed as trustee in connection with any Pass-Through Transfer.

         Whole Loan  Transfer:  The sale or transfer of some or all of the  ownership  interest in the  Mortgage  Loans by the Owner to
one or more third parties in whole loan or participation format, which third party may be Fannie Mae or Freddie Mac.

                                                                ARTICLE II
                SERVICING OF MORTGAGE LOANS; POSSESSION OF SERVICING FILES; BOOKS AND RECORDS; DELIVERY OF MORTGAGE LOAN DOCUMENTS

         Section 2.01.  Servicing of Mortgage Loans.

         The Servicer does hereby agree to service the Mortgage  Loans in accordance  with the terms of this  Agreement.  The rights of
the Owner to receive payments with respect to the Mortgage Loans shall be as set forth in this Agreement.

         Section 2.02.  Maintenance of Servicing Files.

         The Servicer  shall  maintain a Servicing  File  consisting  of all  documents  necessary to service the Mortgage  Loans.  The
possession  of each  Servicing  File by the Servicer is for the sole purpose of servicing  the Mortgage  Loan,  and such  retention and
possession by the Servicer is in a custodial  capacity  only.  The Servicer  acknowledges  that the  ownership of each  Mortgage  Loan,
including the Note,  the  Mortgage,  all other  Mortgage Loan  Documents and all rights,  benefits,  proceeds and  obligations  arising
therefrom or in connection  therewith,  has been vested in the Owner. All rights arising out of the Mortgage Loans  including,  but not
limited to, all funds  received on or in connection  with the Mortgage  Loans and all records or documents with respect to the Mortgage
Loans  prepared  by or which come into the  possession  of the  Servicer  shall be received  and held by the  Servicer in trust for the
exclusive  benefit of the Owner as the owner of the related  Mortgage  Loans.  Any portion of the related  Servicing  Files retained by
the Servicer  shall be  appropriately  identified in the  Servicer's  computer  system to clearly  reflect the ownership of the related
Mortgage  Loans by the Owner.  The  Servicer  shall  release  its  custody  of the  contents  of the  related  Servicing  Files only in
accordance with written  instructions of the Owner,  except when such release is required as incidental to the Servicer's  servicing of
the Mortgage Loans, such written instructions shall not be required.

         Section 2.03.  Books and Records.

         The Servicer shall be responsible for  maintaining,  and shall maintain,  a complete set of books and records for the Mortgage
Loans which shall be appropriately  identified in the Servicer's  computer system to clearly reflect the ownership of the Mortgage Loan
by the Owner.  In particular,  the Servicer shall maintain in its  possession,  available for inspection by the Owner,  or its designee
and shall deliver to the Owner upon demand,  evidence of compliance with all federal, state and local laws, rules and regulations,  and
requirements  of Fannie Mae or Freddie  Mac,  as  applicable,  including  but not  limited to  documentation  as to the method  used in
determining the applicability of the provisions of the Flood Disaster  Protection Act of 1973, as amended,  to the Mortgaged  Property,
documentation  evidencing  insurance  coverage  and  eligibility  of any  condominium  project for  approval by Fannie Mae and periodic
inspection  reports as required by Section 4.13. To the extent that original  documents are not required for purposes of realization of
Liquidation  Proceeds or Insurance  Proceeds,  documents  maintained  by the Servicer may be in the form of microfilm or  microfiche or
such other reliable means of recreating  original  documents,  including but not limited to, optical imagery  techniques so long as the
Servicer complies with the requirements of the Fannie Mae Guide.

         The Servicer  shall  maintain with respect to each Mortgage Loan and shall make  available for  inspection by any Owner or its
designee the related  Servicing File (or copies thereof) during the time the Owner retains  ownership of a Mortgage Loan and thereafter
in accordance with applicable laws and regulations.

         Section 2.04.  Transfer of Mortgage Loans.

         No transfer of a Mortgage Loan may be made unless such transfer is in  compliance  with the terms hereof.  For the purposes of
this  Agreement,  the Servicer shall be under no obligation to deal with any person with respect to this Agreement or any Mortgage Loan
unless a notice of the transfer of such Mortgage  Loan has been  delivered to the Servicer in  accordance  with this Section 2.04.  The
Owner may,  subject to the terms of this  Agreement,  sell and transfer one or more of the Mortgage  Loans in accordance  with Sections
10.02 and 11.12,  provided,  however,  that the transferee will not be deemed to be an Owner hereunder binding upon the Servicer unless
such  transferee  shall agree in writing to be bound by the terms of this  Agreement and an assignment and assumption of this Agreement
reasonably  acceptable  to the  Servicer.  The Owner shall  advise the Servicer in writing of the  transfer.  Upon receipt of notice of
the  permitted  transfer,  the  Servicer  shall mark its books and  records to reflect  the  ownership  of the  Mortgage  Loans of such
assignee, and shall release the previous Owner from its obligations hereunder with respect to the Mortgage Loans sold or transferred.

         Section 2.05.  Delivery of Mortgage Loan Documents.

         The  Servicer  shall  forward  to  the  Custodian  on  behalf  of the  Owner  original  documents  evidencing  an  assumption,
modification,  consolidation  or extension of any Mortgage Loan entered into in  accordance  with Section 4.01 or 6.01 within 4 week(s)
of their  execution;  provided,  however,  that the Servicer  shall provide the Custodian on behalf of the Owner with a certified  true
copy of any such  document  submitted  for  recordation  within 4 week(s)  after its  execution,  and shall provide the original of any
document  submitted for recordation or a copy of such document  certified by the appropriate  public  recording office to be a true and
complete copy of the original  within 180 days of its execution.  If delivery is not completed  within 180 days solely due to delays in
making such delivery by reason of the fact that such documents shall not have been returned by the appropriate  recording  office,  the
Servicer shall continue to use its best efforts to effect delivery as soon as possible thereafter.

From time to time the Servicer may have a need for Mortgage  Loan  Documents  to be released by the  Custodian.  If the Servicer  shall
require any of the  Mortgage  Loan  Documents,  the Servicer  shall notify the  Custodian in writing of such request in the form of the
request for release  attached  hereto as Exhibit D. The Custodian  shall  deliver to the Servicer  within five (5) Business  Days,  any
requested Mortgage Loan Document  previously  delivered to the Custodian,  provided that such documentation is promptly returned to the
Custodian  when the  Servicer  no  longer  requires  possession  of the  document,  and  provided  that  during  the time that any such
documentation is held by the Servicer, such possession is in trust for the benefit of the Owner.

                                                                        ARTICLE III
                                                        REPRESENTATIONS AND WARRANTIES OF THE SERVICER

         The  Servicer  represents,  warrants  and  covenants  to the Owner that as of the date hereof or as of such date  specifically
provided herein:

a.       (a) The Servicer is a validly  existing  corporation in good standing under the laws of the State of its  organization  and is
                           qualified  to transact  business  in, is in good  standing  under the laws of, and  possesses  all  licenses
                           necessary  for the conduct of its business in, each state in which any  Mortgaged  Property is located or is
                           otherwise exempt or not required under applicable law to effect such  qualification or license and no demand
                           for such  qualification  or license has been made upon the Servicer by any such state,  and in any event the
                           Servicer  is in  compliance  with  the laws of each  such  State  to the  extent  necessary  to  ensure  the
                           enforceability  of each Mortgage Loan and the servicing of the Mortgage  Loans in accordance  with the terms
                           of this Agreement;
b.       (b) The  Servicer  has full power and  authority  to  execute,  deliver  and  perform,  and to enter into and  consummate  all
                           transactions  contemplated  by this Agreement and to conduct its business as presently  conducted,  has duly
                           authorized the execution,  delivery and performance of this Agreement,  has duly executed and delivered this
                           Agreement,  and  this  Agreement  constitutes  a  legal,  valid  and  binding  obligation  of the  Servicer,
                           enforceable  against it in accordance  with its terms  subject to bankruptcy  laws and other similar laws of
                           general  application  affecting  rights of creditors and subject to the  application of the rules of equity,
                           including those respecting the availability of specific performance;
c.       (c) None of the execution and delivery of this  Agreement,  the  consummation  of the  transactions  contemplated  thereby and
                           hereby,  or the  fulfillment of or compliance  with the terms and conditions of this Agreement will conflict
                           with any of the terms,  conditions or provisions of the Servicer's  articles of  incorporation or by-laws or
                           materially  conflict  with or result in a breach of any of the terms,  conditions or provisions of any legal
                           restriction or any agreement or instrument to which the Servicer is now a party or by which it is bound,  or
                           constitute  a default or result in an  acceleration  under any of the  foregoing,  or result in the material
                           violation of any law, rule,  regulation,  order, judgment or decree to which the Servicer or its property is
                           subject;
d.       (d) There is no  litigation  pending  or, to the  Servicer's  knowledge,  threatened  with  respect to the  Servicer  which is
                           reasonably  likely to have a material adverse effect on the execution,  delivery or  enforceability  of this
                           Agreement,  or which is reasonably  likely to have a material  adverse effect on the financial  condition of
                           the Servicer;
e.       (e) No consent,  approval,  authorization or order of any court or governmental  agency or body is required for the execution,
                           delivery  and  performance  by the Servicer of or  compliance  by the  Servicer  with this  Agreement or the
                           consummation  of  the  transactions   contemplated  by  this  Agreement  except  for  consents,   approvals,
                           authorizations and orders which have been obtained;
f.       (f) The Servicer is an approved  seller/servicer  of  residential  mortgage loans for Fannie Mae and Freddie Mac. The Servicer
                           is in good  standing to service  mortgage  loans for Fannie Mae and  Freddie  Mac and no event has  occurred
                           which  would make the  Servicer  unable to comply  with  eligibility  requirements  or which  would  require
                           notification to either Fannie Mae or Freddie Mac;
g.       (g) As of the date of each  Pass-Through  Transfer,  and  except as has been  otherwise  disclosed  to the  Owner,  the Master
                           Servicer  and any  Depositor,  or  disclosed  in any public  filing:  (1) no default  or  servicing  related
                           performance  trigger has occurred as to any other Pass-Through  Transfer due to any act or failure to act of
                           the Servicer;  (2) no material noncompliance with applicable servicing criteria as to any other Pass-Through
                           Transfer has occurred,  been disclosed or reported by the Servicer; (3) the Servicer has not been terminated
                           as servicer in a residential  mortgage loan Pass-Through  Transfer,  either due to a servicing default or to
                           application of a servicing  performance test or trigger; (4) no material changes to the Servicer's servicing
                           policies and  procedures  for similar  loans have occurred in the  preceding  three years;  (5) there are no
                           aspects of the Servicer's  financial  condition that could have a material adverse impact on the performance
                           by the Servicer of its obligations  hereunder;  (6) there are no legal proceedings  pending,  or known to be
                           contemplated  by governmental  authorities,  against the Servicer that could be material to investors in the
                           securities  issued  in such  Pass-Through  Transfer;  and (7) there are no  affiliations,  relationships  or
                           transactions relating to the Servicer of a type that are described under Item 1119 of Regulation AB;
h.       (h) If so  requested  by the Owner,  the Master  Servicer  or any  Depositor  on any date,  the  Servicer  shall,  within five
                           Business Days following such request,  confirm in writing the accuracy of the representations and warranties
                           set forth in clause (g) of this  Article or, if any such  representation  and warranty is not accurate as of
                           the date of such request,  provide reasonably adequate disclosure of the pertinent facts, in writing, to the
                           requesting party;
i.       (i)  Notwithstanding  anything to the contrary in the  Agreement,  the Servicer  shall (or shall cause each  Subservicer)  (i)
                           immediately  notify the  Owner,  the  Master  Servicer  and any  Depositor  in  writing of (A) any  material
                           litigation  or  governmental  proceedings  pending  against  the  Servicer  or  any  Subservicer,   (B)  any
                           affiliations or  relationships  that develop  following the closing date of a Pass-Through  Transfer between
                           the Servicer or any  Subservicer  and any of the parties  specified  in clause (7) of paragraph  (g) of this
                           Article  (and any other  parties  identified  in  writing  by the  requesting  party)  with  respect to such
                           Pass-Through  Transfer,  (C) any Event of Default  under the terms of this  Agreement or any  Reconstitution
                           Agreement,  (D) any merger,  consolidation  or sale of substantially  all of the assets of the Company,  and
                           (E) the Company's  entry into an agreement with a Subservicer to perform or assist in the performance of any
                           of the Company's  obligations under this Agreement or any  Reconstitution  Agreement and (ii) provide to the
                           Owner and any Depositor a description of such proceedings, affiliations or relationships;
j.       (j) As a condition to the succession to the Servicer or any  Subservicer  as servicer or  subservicer  under this Agreement or
                           any Reconstitution  Agreement by any Person (i) into which the Servicer or such Subservicer may be merged or
                           consolidated,  or (ii) which may be  appointed  as a  successor  to the  Servicer  or any  Subservicer,  the
                           Servicer shall provide to the Owner, the Master Servicer and any Depositor,  at least 15 calendar days prior
                           to the  effective  date of such  succession  or  appointment,  (x) written  notice to the Owner,  the Master
                           Servicer and any Depositor of such  succession or  appointment  and (y) in writing and in form and substance
                           reasonably  satisfactory to the Owner,  the Master Servicer and such Depositor,  all information  reasonably
                           requested  by the  Owner,  the  Master  Servicer  or any  Depositor  in order to comply  with its  reporting
                           obligation under Item 6.02 of Form 8-K with respect to any class of asset-backed securities; and
k.       (k)               Servicer has delivered to the Owner and the Master  Servicer  financial  statements  of its parent,  for its
                           last two complete fiscal years.  All such financial  information  fairly  presents the pertinent  results of
                           operations and financial  position for the period  identified and has been prepared in accordance  with GAAP
                           consistently  applied throughout the periods involved,  except as set forth in the notes thereto.  There has
                           been no  change in the  servicing  policies  and  procedures,  business,  operations,  financial  condition,
                           properties or assets of the Servicer since the date of the Servicer's financial  information that would have
                           a material adverse effect on its ability to perform its obligations under this Agreement.

                                                                           ARTICLE IV
                                                        ADMINISTRATION AND SERVICING OF MORTGAGE LOANS

         Section 4.01.  Servicer to Act as Servicer.

         The Servicer,  as independent  contract  servicer,  shall service and  administer  the Mortgage Loans in accordance  with this
Agreement and with Accepted  Servicing  Practices  (giving due  consideration to the Owner's reliance on the Servicer),  and shall have
full  power  and  authority,  acting  alone,  to do or cause to be done any and all  things  in  connection  with  such  servicing  and
administration  which the Servicer may deem  necessary or desirable and  consistent  with the terms of this Agreement and with Accepted
Servicing  Practices  and shall  exercise  the same care that it  customarily  employs for its own account.  In addition,  the Servicer
shall  furnish  information  regarding  the  borrower  credit  files  related to such  Mortgage  Loan to credit  reporting  agencies in
compliance with the provisions of the Fair Credit  Reporting Act and the applicable  implementing  regulations.  Except as set forth in
this Agreement,  the Servicer shall service the Mortgage Loans in accordance with Accepted  Servicing  Practices in compliance with the
servicing  provisions of the Fannie Mae Guide, which include,  but are not limited to, provisions regarding the liquidation of Mortgage
Loans,  the  collection  of Mortgage Loan  payments,  the payment of taxes,  insurance and other  charges,  the  maintenance  of hazard
insurance with a Qualified Insurer, the maintenance of fidelity bond and errors and omissions insurance,  inspections,  the restoration
of Mortgaged  Property,  the maintenance of Primary Mortgage Insurance Policies,  insurance claims, and title insurance,  management of
REO Property,  permitted  withdrawals with respect to REO Property,  liquidation  reports, and reports of foreclosures and abandonments
of Mortgaged Property, the transfer of Mortgaged Property, the release of Mortgage Loan Documents,  annual statements,  and examination
of records and  facilities.  In the event of any conflict,  inconsistency  or  discrepancy  between any of the servicing  provisions of
this  Agreement and any of the servicing  provisions of the Fannie Mae Guide,  the  provisions of this  Agreement  shall control and be
binding  upon the Owner and the  Servicer.  The Owner may, at its option,  deliver  powers-of-attorney  to the Servicer  sufficient  to
allow the Servicer as servicer to execute all  documentation  requiring  execution on behalf of Owner with respect to the  servicing of
the Mortgage Loans,  including  satisfactions,  partial releases,  modifications and foreclosure  documentation or, in the alternative,
shall as promptly as reasonably possible, execute and return such documentation to the Servicer.

         Consistent with the terms of this Agreement,  the Servicer may waive,  modify or vary any term of any Mortgage Loan or consent
to the  postponement  of any such term or in any manner grant  indulgence to any Mortgagor if in the Servicer's  reasonable and prudent
determination such waiver,  modification,  postponement or indulgence is not materially adverse to the Owner,  provided,  however, that
with respect to any Mortgage Loan that is not in default or if default is not reasonably  forseeable,  unless the Servicer has provided
  to the  Owner  a certification  addressed to the  Owner,  based on the advice of counsel or certified public  accountants that have a
national  reputation  with respect to taxation of REMICs that a modification of such Mortgage Loan will not result in the imposition of
taxes on or  disqualify  from REMIC status any  of  the REMICs and  has obtained the prior written  consent of the Owner,  the Servicer
shall not permit any modification with respect to any Mortgage Loan that would change the Mortgage  Interest Rate,  forgive the payment
of principal or interest,  reduce or increase the outstanding  principal balance (except for actual payments of principal),  change the
final  maturity date on such Mortgage Loan or waive a prepayment  penalty or charge.  In the event of any such  modification  which has
been agreed to in writing by the Owner and which  permits the deferral of interest or  principal  payments on any  Mortgage  Loan,  the
Servicer  shall,  on the Business Day  immediately  preceding the related  Remittance  Date in any month in which any such principal or
interest  payment has been deferred,  deposit in the Custodial  Account from its own funds, in accordance with Section 4.04 and Section
5.03, the difference  between (a) such month's  principal and one month's  interest at the related Mortgage Loan Remittance Rate on the
unpaid  principal  balance  of such  Mortgage  Loan and (b) the  amount  paid by the  Mortgagor.  The  Servicer  shall be  entitled  to
reimbursement  for such  advances  to the same  extent as for all other  advances  pursuant  to  Section  4.05.  Without  limiting  the
generality of the foregoing,  the Servicer shall continue,  and is hereby  authorized and empowered,  to prepare,  execute and deliver,
all instruments of satisfaction or cancellation,  or of partial or full release,  discharge and all other comparable instruments,  with
respect to the Mortgage Loans and with respect to the Mortgaged Properties.

The Servicer  shall perform all of its servicing  responsibilities  hereunder or may cause a subservicer  to perform any such servicing
responsibilities  on its  behalf,  but the use by the  Servicer  of a  subservicer  shall  not  release  the  Servicer  from any of its
obligations  hereunder and the Servicer shall remain  responsible  hereunder for all acts and omissions of each subservicer as fully as
if such acts and  omissions  were those of the  Servicer.  Any such  subservicer  must be a Fannie Mae  approved  seller/servicer  or a
Freddie Mac  seller/servicer  in good  standing and no event shall have  occurred,  including but not limited to, a change in insurance
coverage,  which  would  make it  unable to  comply  with the  eligibility  requirements  for  lenders  imposed  by  Fannie  Mae or for
seller/servicers  by Freddie Mac, or which would  require  notification  to Fannie Mae or Freddie Mac. The Servicer  shall pay all fees
and expenses of each subservicer from its own funds, and a subservicer's fee shall not exceed the Servicing Fee.

At the cost and expense of the  Servicer,  without  any right of  reimbursement  from the  Custodial  Account,  the  Servicer  shall be
entitled to terminate the rights and  responsibilities of a subservicer and arrange for any servicing  responsibilities to be performed
by a successor  subservicer  meeting the requirements in the preceding  paragraph,  provided,  however,  that nothing  contained herein
shall be deemed to prevent or prohibit the Servicer,  at the  Servicer's  option,  from electing to service the related  Mortgage Loans
itself.  In the event that the Servicer's  responsibilities  and duties under this  Agreement are terminated  pursuant to Section 8.04,
9.01 or 10.01,  and if  requested  to do so by the Owner,  the  Servicer  shall at its own cost and  expense  terminate  the rights and
responsibilities  of each  subservicer  effective as of the date of  termination  of the  Servicer.  The  Servicer  shall pay all fees,
expenses or penalties  necessary in order to terminate the rights and  responsibilities  of each  subservicer  from the  Servicer's own
funds without reimbursement from the Owner.

         Notwithstanding  any of the provisions of this  Agreement  relating to agreements or  arrangements  between the Servicer and a
subservicer  or any reference  herein to actions taken through a subservicer  or otherwise,  the Servicer  shall not be relieved of its
obligations  to the Owner and shall be  obligated  to the same  extent  and under the same  terms and  conditions  as if it alone  were
servicing and  administering  the Mortgage  Loans.  The Servicer  shall be entitled to enter into an agreement  with a subservicer  for
indemnification  of the Servicer by the  subservicer  and nothing  contained in this Agreement  shall be deemed to limit or modify such
indemnification.
         Any  subservicing  agreement and any other  transactions  or services  relating to the Mortgage Loans  involving a subservicer
shall be deemed to be between such  subservicer  and Servicer  alone,  and the Owner shall have no  obligations,  duties or liabilities
with respect to such  Subservicer  including no  obligation,  duty or liability of Owner to pay such  subservicer's  fees and expenses.
For purposes of distributions  and advances by the Servicer  pursuant to this Agreement,  the Servicer shall be deemed to have received
a payment on a Mortgage Loan when a subservicer has received such payment.

         Section 4.02.  Collection of Mortgage Loan Payments.

         Continuously  from the date hereof  until the date each  Mortgage  Loan ceases to be subject to this  Agreement,  the Servicer
will  proceed  with  diligence  to collect all  payments  due under each  Mortgage  Loan when the same shall become due and payable and
shall, to the extent such procedures  shall be consistent with this Agreement and the terms and provisions of related Primary  Mortgage
Insurance Policy,  follow such collection  procedures as it follows with respect to mortgage loans comparable to the Mortgage Loans and
held for its own account.  Further,  the Servicer will take reasonable care in ascertaining and estimating annual ground rents,  taxes,
assessments,  water rates, fire and hazard insurance premiums,  mortgage insurance premiums, and all other charges that, as provided in
the Mortgage,  will become due and payable to the end that the  installments  payable by the Mortgagors  will be sufficient to pay such
charges as and when they become due and payable.

         The  Servicer  shall not waive any  Prepayment  Charge  unless:  (i) the  enforceability  thereof  shall have been  limited by
bankruptcy, insolvency,  moratorium,  receivership and other similar laws relating to creditors' rights generally, (ii) the enforcement
thereof is illegal,  or any local,  state or federal agency has threatened  legal action if the prepayment  penalty is enforced,  (iii)
the mortgage debt has been  accelerated in connection with a foreclosure or other  involuntary  payment or (iv) such waiver is standard
and  customary in servicing  similar  Mortgage  Loans and relates to a default or a reasonably  foreseeable  default and would,  in the
reasonable  judgment of the Servicer,  maximize  recovery of total proceeds taking into account the value of such Prepayment Charge and
the related Mortgage Loan. If a Prepayment  Charge is waived,  but does not meet the standards  described  above,  then the Servicer is
required to pay the amount of such waived Prepayment Charge by remitting such amount to the Owner by the Remittance Date.

         With respect to Mortgage Loans affected by Hurricane  Katrina,  if the Mortgaged  Property is located in public and individual
assistance  counties as designated  by FEMA (as set forth on its website  www.fema.gov),  the Servicer may cease  charging of late fees
and credit  reporting  activity for all Mortgagors in certain  counties until May 1, 2006, and if reasonably  prudent,  may extend such
period as long as necessary.  In addition,  the Servicer may suspend all foreclosure and bankruptcy  activity  relating to such certain
Mortgage Loans until May 1, 2006, and if reasonably prudent, may extend such period as long as necessary.

         Section 4.03.  Realization Upon Defaulted Mortgage Loans.

         The Servicer shall use its reasonable  efforts,  consistent with the procedures that the Servicer would use in servicing loans
for its own account and the  requirements of the Fannie Mae Guide, to foreclose upon or otherwise  comparably  convert the ownership of
properties  securing such of the Mortgage Loans as come into and continue in default and as to which no satisfactory  arrangements  can
be made for collection of delinquent  payments  pursuant to Section 4.01. In determining the  delinquency  status of any Mortgage Loan,
the Servicer will apply the  definition of Delinquent as such term is defined under the related  pooling and servicing  agreement.  The
Servicer  shall use its  reasonable  efforts to realize upon  defaulted  Mortgage  Loans in such manner as will maximize the receipt of
principal and interest by the Owner,  taking into account,  among other things,  the timing of foreclosure  proceedings.  The foregoing
is subject to the  provisions  that, in any case in which  Mortgaged  Property  shall have suffered  damage,  the Servicer shall not be
required to expend its own funds toward the  restoration  of such property  unless it shall  determine in its  discretion (i) that such
restoration  will increase the proceeds of  liquidation  of the related  Mortgage Loan to the Owner after  reimbursement  to itself for
such expenses,  and (ii) that such expenses will be  recoverable by the Servicer  through  Insurance  Proceeds or Liquidation  Proceeds
from the related  Mortgaged  Property,  as  contemplated  in Section 4.05. The Servicer shall be responsible for all costs and expenses
incurred  by it in any such  proceedings  or  functions  as  Servicing  Advances;  provided,  however,  that it shall  be  entitled  to
reimbursement  therefor as provided in Section 4.05.  Notwithstanding  anything to the contrary  contained herein, in connection with a
foreclosure  or  acceptance  of a deed in lieu of  foreclosure,  in the event the  Servicer  has  reasonable  cause to  believe  that a
Mortgaged  Property is contaminated by hazardous or toxic  substances or wastes,  or if the Owner otherwise  requests an  environmental
inspection  or review of such  Mortgaged  Property,  such an  inspection  or review is to be conducted by a qualified  inspector.  Upon
completion of the  inspection,  the Servicer shall promptly  provide the Owner with a written report of the  environmental  inspection.
After  reviewing the  environmental  inspection  report,  the Owner shall  determine how the Servicer shall proceed with respect to the
Mortgaged Property.

         Section 4.04.       Establishment of Custodial Accounts; Deposits in Custodial Accounts.

         The Servicer  shall  segregate  and hold all funds  collected  and received  pursuant to each Mortgage Loan separate and apart
from any of its own funds and general assets and shall establish and maintain one or more Custodial  Accounts.  Each Custodial  Account
shall be established with a Qualified  Depository.  To the extent such funds are not deposited in a Custodial  Account,  such funds may
be invested in Permitted  Investments  for the benefit of the Owner (with any income earned  thereon for the benefit of the  Servicer).
Custodial  Accounts  will be reconciled  within 45 days.  Funds  deposited in the Custodial  Account may be drawn on by the Servicer in
accordance  with Section  4.05.  The creation of any Custodial  Account  shall be evidenced by a letter  agreement in the form shown in
Exhibit B hereto.  The original of such letter  agreement shall be furnished to the Owner upon request.  The Servicer  acknowledges and
agrees that the Servicer  shall bear any losses  incurred  with respect to Permitted  Investments.  The amount of any such losses shall
be immediately  deposited by the Servicer in the Custodial  Account,  out of the Servicer's own funds,  with no right to  reimbursement
therefor.

         The Servicer  shall  deposit in a mortgage  clearing  account on a daily basis,  and in the  Custodial  Account or Accounts no
later than 48 hours after receipt and identification of funds and retain therein the following payments and collections:

)        (i)      all payments on account of principal,  including Principal Prepayments and penalties,  on the Mortgage Loans received
after the Cut-off Date;
)        (ii)     all payments on account of interest on the Mortgage  Loans  adjusted to the related  Mortgage  Loan  Remittance  Rate
received after the Cut-off Date;
)        (iii)    all Net Liquidation Proceeds received after the Cut-off Date;
)        (iv)     any net amounts  received by the Servicer  after the Cut-off  Date in  connection  with any REO Property  pursuant to
Section 4.13;
)        (v)      all  Insurance  Proceeds  received  after the Cut-off Date  including  amounts  required to be deposited  pursuant to
Sections  4.08 and 4.10,  other than  proceeds  to be held in the  Escrow  Account  and  applied  to the  restoration  or repair of the
Mortgaged  Property or released to the Mortgagor in accordance with the Servicer's normal servicing  procedures,  the loan documents or
applicable law;
)        (vi)     all Condemnation  Proceeds affecting any Mortgaged Property received after the Cut-off Date other than proceeds to be
held in the Escrow  Account and applied to the  restoration  or repair of the  Mortgaged  Property  or  released  to the  Mortgagor  in
accordance with the Servicer's normal servicing procedures, the loan documents or applicable law;
)        (vii)    any Monthly Advances as provided in Section 5.03;
)        (viii)   any amounts  received  after the Cut-off  Date and  required to be deposited  in the  Custodial  Account  pursuant to
Section 6.02; and
)        (ix)     with respect to each full or partial Principal  Prepayment  received after the Cut-off Date, any Prepayment  Interest
Shortfalls, to the extent of the Servicer's aggregate Servicing Fee received with respect to the related Due Period.
         The foregoing  requirements  for deposit in the Custodial  Account shall be exclusive,  it being  understood  and agreed that,
without  limiting the generality of the foregoing,  payments in the nature of late payment  charges and assumption  fees, to the extent
permitted by Section 6.01, and all Prepayment Interest Excess need not be deposited by the Servicer in the Custodial Account.

         Section 4.05.  Permitted Withdrawals From the Custodial Account.

         The Servicer may, from time to time, make withdrawals from the Custodial Account for the following purposes:

         (i)      to make payments to the Owner in the amounts and in the manner provided for in Section 5.01;

         (ii)     to reimburse  itself for Monthly  Advances,  the Servicer's right to reimburse itself pursuant to this subclause (ii)
being limited to amounts received on the related  Mortgage Loan which represent late  collections  (net of the related  Servicing Fees)
of principal and/or interest respecting which any such advance was made;

(iii)    to reimburse  itself for  unreimbursed  Servicing  Advances and Monthly  Advances,  the Servicer's  right to reimburse  itself
pursuant to this subclause  (iii) with respect to any Mortgage Loan being limited to Liquidation  Proceeds,  Condemnation  Proceeds and
Insurance Proceeds received after the Cut-off Date related to such Mortgage Loan;

         (iv)     to pay to itself as  servicing  compensation  (a) any  interest  earned on funds in the  Custodial  Account (all such
interest to be  withdrawn  monthly not later than each  Remittance  Date) and (b) the  Servicing  Fee from that  portion of any payment
recovery attributable to interest on a particular Mortgage Loan;

         (v)      to reimburse itself for any Nonrecoverable Advances;

         (vi)     to transfer funds to another Qualified Depository in accordance with Section 4.09 hereof;

         (vii)    to reimburse itself as provided in Section 8.03 hereof;

         (viii)   to remove funds inadvertently placed in the Custodial Account in error by the Servicer; and

         (ix)     to clear and terminate the Custodial Account upon the termination of this Agreement.

         Section 4.06.  Establishment of Escrow Accounts; Deposits in Escrow Accounts.

         The Servicer  shall  segregate  and hold all funds  collected and received  pursuant to each  Mortgage  Loan which  constitute
Escrow  Payments  separate and apart from any of its own funds and general  assets and shall  establish and maintain one or more Escrow
Accounts.  Each Escrow  Account  shall be  established  with a Qualified  Depository.  To the extent such funds are not deposited in an
Escrow  Account,  such funds may be invested in Permitted  Investments.  Funds  deposited  in an Escrow  Account may be drawn on by the
Servicer in accordance  with Section  4.07.  The creation of any Escrow  Account  shall be evidenced by a letter  agreement in the form
shown in Exhibit C. The  original of such letter  agreement  shall be furnished to the Owner upon  request.  The Servicer  acknowledges
and agrees that the  Servicer  shall bear any losses  incurred  with respect to  Permitted  Investments.  The amount of any such losses
shall be immediately  deposited by the Servicer in the Escrow Account,  as appropriate,  out of the Servicer's own funds, with no right
to reimbursement therefor.

         The Servicer  shall deposit in a mortgage  clearing  account on a daily basis,  and in the Escrow Account or Accounts no later
than 48 hours after receipt of funds and retain therein:

         (i)      all Escrow Payments  collected on account of the Mortgage Loans,  for the purpose of effecting  timely payment of any
items as are required under the terms of this Agreement;

         (ii)     all Insurance Proceeds which are to be applied to the restoration or repair of any Mortgaged Property; and

         (iii)    all Servicing Advances for Mortgagors whose Escrow Payments are insufficient to cover escrow disbursements.

         The  Servicer  shall  make  withdrawals  from an Escrow  Account  only to effect  such  payments  as are  required  under this
Agreement,  and for such other  purposes  as shall be as set forth in and in  accordance  with  Section  4.07.  Except as  provided  in
Section  4.07,  the Servicer  shall be entitled to retain any interest  paid on funds  deposited in an Escrow  Account by the Qualified
Depository.

         Section 4.07.  Permitted Withdrawals From Escrow Account.

         Withdrawals from the Escrow Account may be made by the Servicer only:

         (i)      to effect timely payments of ground rents,  taxes,  assessments,  water rates,  fire and hazard  insurance  premiums,
Primary Mortgage Insurance Policy premiums, if applicable, and comparable items;

         (ii)     to reimburse  Servicer for any Servicing  Advance made by Servicer  with respect to a related  Mortgage Loan but only
from amounts received on the related Mortgage Loan which represent late payments or collections of Escrow Payments thereunder;

         (iii)    to refund to the Mortgagor any funds as may be determined to be overages;

         (iv)     for transfer to the Custodial Account in connection with an acquisition of REO Property;

         (v)      for application to restoration or repair of the Mortgaged Property;

         (vi)     to pay to the Servicer,  or to the Mortgagor to the extent  required by law, any interest paid on the funds deposited
in the Escrow Account;

         (vii)    to pay to the Mortgagors or other parties Insurance Proceeds deposited in accordance with Section 4.06;

         (viii)   to remove funds inadvertently placed in an Escrow Account in error by the Servicer; and

         (ix)     to clear and terminate the Escrow Account on the termination of this Agreement.

         As part of its servicing  duties,  the Servicer shall pay to the  Mortgagors  interest on funds in an Escrow  Account,  to the
extent  required  by law,  and to the extent  that  interest  earned on funds in the Escrow  Account  is  insufficient,  shall pay such
interest from its own funds, without any reimbursement therefor.

         Section  4.08.  Payment  of Taxes,  Insurance  and Other  Charges,  Maintenance  of  Primary  Mortgage  Insurance  Policies,
Collections Thereunder.

With respect to each Mortgage  Loan,  the Servicer  shall  maintain  accurate  records  reflecting  the status of ground rents,  taxes,
assessments,  water  rates and other  charges  which are or may  become a lien upon the  Mortgaged  Property  and the status of Primary
Mortgage  Insurance  Policy  premiums and fire and hazard  insurance  coverage and shall obtain,  from time to time,  all bills for the
payment of such charges,  including  renewal  premiums and shall effect payment thereof prior to the applicable  penalty or termination
date and at a time appropriate for securing maximum  discounts  allowable,  employing for such purpose deposits of the Mortgagor in the
Escrow Account which shall have been  estimated and  accumulated  by the Servicer in amounts  sufficient for such purposes,  as allowed
under the terms of the  Mortgage or  applicable  law.  To the extent  that the  Mortgage  does not  provide  for Escrow  Payments,  the
Servicer shall determine that any such payments are made by the Mortgagor when due. The Servicer  assumes full  responsibility  for the
timely  payment of all such  bills and shall  effect  timely  payments  of all such  bills  irrespective  of the  Mortgagor's  faithful
performance  in the  payment of same or the making of the Escrow  Payments  and shall make  advances  from its own funds to effect such
payments.

         The Servicer will maintain in full force and effect Primary  Mortgage  Insurance  Policies issued by a Qualified  Insurer with
respect to each  Mortgage  Loan for which such coverage is herein  required.  Such  coverage will be maintained  until the ratio of the
current outstanding  principal balance of the related Mortgage Loan to the appraised value of the related Mortgaged Property,  based on
the most  recent  appraisal  of the  Mortgaged  Property  performed  by a Qualified  Appraiser,  such  appraisal  to be included in the
Servicing  File, is reduced to an amount for which Fannie Mae no longer  requires such  insurance to be  maintained.  The Servicer will
not cancel or refuse to renew any Primary  Mortgage  Insurance  Policy that is required to be kept in force under this Agreement unless
a  replacement  Primary  Mortgage  Insurance  Policy for such  canceled or nonrenewed  policy is obtained  from and  maintained  with a
Qualified  Insurer.  The Servicer shall not take any action which would result in noncoverage  under any  applicable  Primary  Mortgage
Insurance  Policy of any loss which,  but for the actions of the Servicer would have been covered  thereunder.  In connection  with any
assumption or  substitution  agreement  entered into or to be entered into pursuant to Section 6.01, the Servicer shall promptly notify
the insurer  under the related  Primary  Mortgage  Insurance  Policy,  if any, of such  assumption  or  substitution  of  liability  in
accordance  with the terms of such policy and shall take all  actions  which may be  required  by such  insurer as a  condition  to the
continuation of coverage under the Primary Mortgage  Insurance  Policy.  If such Primary  Mortgage  Insurance Policy is terminated as a
result of such assumption or substitution of liability,  the Servicer shall obtain a replacement  Primary Mortgage  Insurance Policy as
provided above.

         In  connection  with its  activities  as  servicer,  the Servicer  agrees to prepare and present,  on behalf of itself and the
Owner,  claims to the insurer under any Private  Mortgage  Insurance  Policy in a timely  fashion in accordance  with the terms of such
Primary Mortgage  Insurance Policy and, in this regard,  to take such action as shall be necessary to permit recovery under any Primary
Mortgage  Insurance  Policy  respecting a defaulted  Mortgage  Loan.  Pursuant to Section 4.04,  any amounts  collected by the Servicer
under any Primary Mortgage  Insurance  Policy shall be deposited in the Custodial  Account,  subject to withdrawal  pursuant to Section
4.05.

         Section 4.09.  Transfer of Accounts.

         The Servicer may  transfer  the  Custodial  Account or the Escrow  Account to a different  Qualified  Depository  from time to
time.  The Servicer  shall notify the Owner of any such  transfer  within 15 Business  Days of transfer.  If any one of the  investment
ratings of a Qualified  Depository  holding funds or Eligible  Investments in the Custodial  Account or Escrow Account is downgraded by
the issuing rating agency,  the Servicer shall,  within three (3) Business Days of receipt of notice of the  downgrading,  transfer all
such accounts, funds and Permitted Investments to a different Qualified Depository in accordance with this Agreement.

         Section 4.10.  Maintenance of Hazard Insurance.

The Servicer  shall cause to be maintained for each Mortgage Loan fire and hazard  insurance with extended  coverage as is customary in
the area where the Mortgaged  Property is located in an amount which is equal to the lesser of (i) the maximum  insurable  value of the
improvements  securing such Mortgage Loan or (ii) the greater of (a) the  outstanding  principal  balance of the Mortgage Loan, and (b)
the  percentage  such that the proceeds  thereof  shall be sufficient  to prevent the  Mortgagor  and/or the Mortgagee  from becoming a
co-insurer.  If the Mortgaged  Property is in an area identified in the Federal Register by the Federal Emergency  Management Agency as
being a special flood hazard area that has federally-mandated  flood insurance  requirements,  the Servicer will cause to be maintained
a flood insurance policy meeting the requirements of the current  guidelines of the Federal Insurance  Administration  with a generally
acceptable  insurance carrier, in an amount representing  coverage not less than the least of (i) the outstanding  principal balance of
the Mortgage Loan,  (ii) the maximum  insurable  value of the  improvements  securing such Mortgage Loan or (iii) the maximum amount of
insurance  which is available  under the Flood  Disaster  Protection  Act of 1973, as amended.  The Servicer shall also maintain on the
REO Property,  fire and hazard insurance with extended  coverage in an amount which is at least equal to the maximum insurable value of
the  improvements  which are a part of such property,  liability  insurance and, to the extent  required and available  under the Flood
Disaster  Protection Act of 1973, as amended,  flood  insurance in an amount as provided above.  Any amounts  collected by the Servicer
under any such  policies  other than  amounts to be  deposited in the Escrow  Account and applied to the  restoration  or repair of the
Mortgaged Property or REO Property, or released to the Mortgagor in accordance with the Servicer's normal servicing  procedures,  shall
be deposited in the  Custodial  Account,  subject to withdrawal  pursuant to Section  4.05.  It is understood  and agreed that no other
additional  insurance  need be required by the Servicer or the Mortgagor or maintained on property  acquired in respect of the Mortgage
Loans,  other than pursuant to the Fannie Mae Guide or such  applicable  state or federal laws and  regulations as shall at any time be
in force and as shall require such  additional  insurance.  All such policies  shall be endorsed with standard  mortgagee  clauses with
loss payable to the Servicer and its  successors  and/or assigns and shall provide for at least thirty days prior written notice of any
cancellation,  reduction in the amount or material  change in coverage to the  Servicer.  The  Servicer  shall not  interfere  with the
Mortgagor's  freedom of choice in selecting  either his insurance  carrier or agent,  provided,  however,  that the Servicer  shall not
accept any such insurance policies from insurance  companies unless such companies  currently reflect a General Policy Rating in Best's
Key Rating Guide  currently  acceptable to Fannie Mae and are licensed to do business in the state wherein the property  subject to the
policy is located.

         Section 4.11      Maintenance of Mortgage Impairment Insurance Policy.

         In the event that the Servicer  shall obtain and maintain a mortgage  impairment  or blanket  policy  issued by an issuer that
has a Best rating of A:VI insuring  against  hazard losses on all of Mortgaged  Properties  securing the Mortgage  Loans,  then, to the
extent such policy  provides  coverage in an amount equal to the amount required  pursuant to Section 4.10 and otherwise  complies with
all other  requirements  of Section 4.10, the Servicer shall  conclusively  be deemed to have satisfied its obligations as set forth in
Section 4.10, it being  understood and agreed that such policy may contain a deductible  clause,  in which case the Servicer  shall, in
the event that there shall not have been maintained on the related  Mortgaged  Property or REO Property a policy complying with Section
4.10, and there shall have been one or more losses which would have been covered by such policy,  deposit in the Custodial  Account the
amount not otherwise  payable  under the blanket  policy  because of such  deductible  clause.  In  connection  with its  activities as
Servicer of the Mortgage  Loans,  the Servicer  agrees to prepare and  present,  on behalf of the Owner,  claims under any such blanket
policy in a timely  fashion in  accordance  with the terms of such policy.  Upon request of the Owner,  the Servicer  shall cause to be
delivered to the Owner a certified  true copy of such policy and a statement from the insurer  thereunder  that such policy shall in no
event be terminated or materially modified without thirty (30) days prior written notice to the Owner.

         Section 4.12.  Fidelity Bond, Errors and Omissions Insurance.

         The Servicer shall maintain,  at its own expense, a blanket fidelity bond and an errors and omissions  insurance policy,  with
broad coverage with responsible  companies that would meet the requirements of Fannie Mae or Freddie Mac on all officers,  employees or
other persons acting in any capacity with regard to the Mortgage Loans and who handle funds,  money,  documents and papers  relating to
the Mortgage Loans.  The Fidelity Bond and errors and omissions  insurance shall be in the form of the Mortgage  Banker's  Blanket Bond
and shall protect and insure the Servicer against losses,  including  forgery,  theft,  embezzlement,  fraud,  errors and omissions and
negligent  acts of such  persons.  Such Fidelity  Bond and errors and  omissions  insurance  shall also protect and insure the Servicer
against losses in connection with the failure to maintain any insurance  policies  required  pursuant to this Agreement and the release
or satisfaction of a Mortgage Loan without having obtained  payment in full of the indebtedness  secured thereby.  No provision of this
Section 4.12  requiring  the Fidelity Bond and errors and omissions  insurance  shall  diminish or relieve the Servicer from its duties
and  obligations as set forth in this  Agreement.  The minimum  coverage under any such Fidelity Bond and insurance  policy shall be at
least  equal to the  corresponding  amounts  required by Fannie Mae in the Fannie Mae Guide or by Freddie Mac in the Freddie Mac Guide.
The Servicer shall,  upon request of Owner,  deliver to the Owner a certificate  from the surety and the insurer as to the existence of
the Fidelity  Bond and errors and  omissions  insurance  policy and shall obtain a statement  from the surety and the insurer that such
Fidelity Bond or insurance  policy shall in no event be terminated or materially  modified  without thirty days prior written notice to
the Owner.  The Servicer  shall notify the Owner within five  Business  Days of receipt of notice that such  Fidelity Bond or insurance
policy  will be, or has been,  materially  modified or  terminated.  The Owner and its  successors  or assigns as their  interests  may
appear must be named as loss payees on the Fidelity Bond and as additional insured on the errors and omissions policy.

         Section 4.13.  Title, Management and Disposition of REO Property.

         In the event that title to any Mortgaged  Property is acquired in foreclosure or by deed in lieu of  foreclosure,  the deed or
certificate  of sale shall be taken in the name of the Owner or its  designee.  Any such  Person or Persons  holding  such title  other
than the Owner shall acknowledge in writing that such title is being held as nominee for the benefit of the Owner.

         The  Servicer  shall  assume the  responsibility  for  marketing  each REO  Property in  accordance  with  Accepted  Servicing
Practices.  Thereafter,  the Servicer  shall  continue to provide  certain  administrative  services to the Owner  relating to such REO
Property as set forth in this Section  4.13.  The REO Property  must be sold within three years  following the end of the calendar year
of the date of acquisition,  unless a REMIC election has been made with respect to the  arrangement  under which the Mortgage Loans and
REO Property are held and (i) the Owner shall have been supplied with an Opinion of Counsel (at the  Servicer's  expense) to the effect
that the holding by the related trust of such  Mortgaged  Property  subsequent to such  three-year  period (and  specifying  the period
beyond such three-year  period for which the Mortgaged  Property may be held) will not result in the imposition of taxes on "prohibited
transactions"  of the related  trust as defined in Section 860F of the Code,  or cause the related REMIC to fail to qualify as a REMIC,
in which case the related trust may continue to hold such Mortgaged  Property  (subject to any conditions  contained in such Opinion of
Counsel),  or (ii) the Owner (at the  Servicer's  expense) or the  Servicer  shall have applied for,  prior to the  expiration  of such
three-year  period, an extension of such three-year  period in the manner  contemplated by Section 856(e)(3) of the Code, in which case
the  three-year  period  shall be extended by the  applicable  period.  If a period  longer  than three  years is  permitted  under the
foregoing  sentence and is necessary to sell any REO  Property,  the Servicer  shall report  monthly to the Owner as to progress  being
made in selling such REO Property.

         Notwithstanding  any other  provision of this  Agreement,  if a REMIC election has been made, no Mortgaged  Property held by a
REMIC  shall be rented (or  allowed to continue to be rented) or  otherwise  used for the  production  of income by or on behalf of the
related  trust or sold or managed in such a manner or  pursuant  to any terms that would (i) cause such  Mortgaged  Property to fail to
qualify at any time as  "foreclosure  property"  within a meaning of Section  860G(a)(8) of the Code, (ii) subject the related trust to
the imposition of any federal or state income taxes on "net income from foreclosure  property" with respect to such Mortgaged  Property
within the meaning of Section  860G(c) of the Code, or (iii) cause the sale of such Mortgaged  Property to result in the receipt by the
related  trust or any income from  non-permitted  assets as described in Section  860F(a)  (2)(B) of the Code,  unless the Servicer has
agreed to indemnify and hold harmless the related trust with respect to the imposition of any such taxes.

         The Servicer  shall deposit or cause to be deposited,  on a daily basis in each Custodial  Account all revenues  received with
respect to the related REO Property and shall withdraw  therefrom funds necessary for the proper operation,  management and maintenance
of the REO  Property,  including the cost of  maintaining  any hazard  insurance  pursuant to Section 4.10 hereof.  The Servicer  shall
maintain  separate records with respect to each REO Property  identifying all deposits and withdrawals  from the Custodial  Account for
each REO Property.

         The Servicer shall furnish to the Owner on each  Remittance  Date, an operating  statement for each REO Property  covering the
operation of each REO Property for the previous  month.  Such operating  statement  shall be  accompanied by such other  information as
the Owner shall reasonably request.

         The Servicer shall,  either itself or through an agent selected by the Servicer,  and in accordance with the Fannie Mae Guide,
manage,  conserve,  protect and operate each REO Property in the same manner that it manages,  conserves,  protects and operates  other
foreclosed  property for its own  account,  and in the same manner that  similar  property in the same  locality as the REO Property is
managed.  Each REO  Disposition  shall be carried out by the Servicer at such price and upon such terms and  conditions as the Servicer
deems to be in the best  interest  of the Owner.  The REO  Disposition  Proceeds  from the sale of the REO  Property  shall be promptly
deposited in the Custodial  Account.  As soon as practical  thereafter,  the expenses of such sale shall be paid and the Servicer shall
reimburse itself for any related Servicing Advances, or Monthly Advances made pursuant to Section 5.03.

         The Servicer  shall cause each REO Property to be inspected  promptly  upon the  acquisition  of title thereto and shall cause
each REO  Property to be  inspected  at least  monthly  thereafter  or more  frequently  as may be required by the  circumstances.  The
Servicer  shall make or cause the  inspector to make a written  report of each such  inspection.  Such reports shall be retained in the
Servicing File and copies thereof shall be forwarded by the Servicer to the Owner.

         Section 4.14.  Notification of Adjustments.

With respect to each Mortgage Loan, the Servicer shall adjust the Mortgage  Interest Rate on the related  Interest Rate Adjustment Date
in compliance with  requirements  of applicable law and the related  Mortgage and Mortgage Note. The Servicer shall execute and deliver
any and all necessary  notices  required  under  applicable law and the terms of the related  Mortgage Note and Mortgage  regarding the
Mortgage  Interest  Rate  adjustments.  The  Servicer  shall  promptly,  upon  written  request  therefor,  deliver  to the Owner  such
notifications  and any  additional  applicable  data regarding  such  adjustments  and the methods used to calculate and implement such
adjustments.  Upon the  discovery  by the  Servicer or the receipt of notice  from the Owner that the  Servicer  has failed to adjust a
Mortgage Interest Rate in accordance with the terms of the related Mortgage Note and Mortgage,  the Servicer shall immediately  deposit
in the Custodial Account from its own funds the amount of any interest loss or deferral caused to the Owner thereby.

                                                                           ARTICLE V
                                                                     PAYMENTS TO THE OWNER

         Section 5.01.  Remittances.

         On each  Remittance  Date, the Servicer shall remit to the Owner (i) all amounts  credited to the Custodial  Account as of the
close of business on the last day of the calendar month preceding the  Determination  Date, net of charges against or withdrawals  from
the Custodial Account pursuant to Section 4.05, except (a) Full Principal  Prepayments  received on or before the 15th day of the month
in which a  Remittance  Date occurs  shall be  remitted  to the Owner on the  Remittance  Date of such  month,  and (b) Full  Principal
Prepayments  received  after the 15th day of the month in which a  Remittance  Date  occurs  shall be remitted to the Owner on the next
following  Remittance Date, plus, to the extent not already deposited in the Custodial  Account,  the sum of (ii) all Monthly Advances,
if any,  which the Servicer is obligated  to  distribute  pursuant to Section 5.03 and (iii) all  Prepayment  Interest  Shortfalls  the
Servicer is required to make up pursuant to Section 4.04, minus (iv) any amounts  attributable to Monthly Payments  collected after the
Cut-off Date but due on a Due Date or Dates  subsequent  to the last day of the related Due Period,  which amounts shall be remitted on
the related Remittance Date next succeeding the Due Period for such amounts.

         With  respect to any  remittance  received by the Owner after the  Business  Day on which such  payment was due,  the Servicer
shall pay to the Owner  interest on any such late  payment at an annual  rate equal to the Prime Rate,  adjusted as of the date of each
change,  plus two percentage  points,  but in no event greater than the maximum amount permitted by applicable law. Such interest shall
be remitted  to the Owner by the  Servicer on the date such late  payment is made and shall  cover the period  commencing  with the day
following  such  Business  Day and ending with the  Business  Day on which such  payment is made,  both  inclusive.  The payment by the
Servicer  of any such  interest  shall  not be deemed an  extension  of time for  payment  or a waiver of any Event of  Default  by the
Servicer.

         Section 5.02      Statements to the Owner and the Master Servicer.

         The Servicer shall furnish to the Owner and the Master Serivcer an individual  Mortgage Loan  accounting  report (a "Report"),
as of the last Business Day of each month and the end of the related  Prepayment  Period,  as applicable,  in the  Servicer's  assigned
loan number order to document  Mortgage Loan payment activity on an individual  Mortgage Loan basis.  With respect to each month,  such
Report  shall be  received  by the Owner and the Master  Servicer  no later  than the tenth  Business  Day of the month of the  related
Remittance  Date (or, with respect to  information  as to Full Principal  Prepayments  and  prepayment  penalties no later than one (1)
Business Day after the end of each Prepayment  Period),  a report in an Excel (or compatible)  electronic format, in such format as may
be mutually  agreed upon by both the Owner and the Servicer,  and which shall provide the  information  required to be contained in the
monthly statements to certificateholders  as specified in the related pooling and servicing Agreement,  to the extent applicable to the
Servicer.

         In addition,  the Servicer  shall provide to the Master  Servicer and the Owner such other  information  known or available to
the Servicer that is necessary in order to provide the distribution  and pool performance  information as required under Regulation AB,
as amended from time to time, as  determined by the Owner in its sole  discretion.  The Servicer  shall also provide a monthly  report,
in the form of Exhibit E hereto,  or such other form as is mutually  acceptable  to the  Servicer,  the Owner and the Master  Servicer,
Exhibit F with respect to defaulted mortgage loans and Exhibit K, with respect to realized losses and gains, with each such report.

         The Servicer  shall  prepare and file any and all  information  statements  or other  filings  required to be delivered to any
governmental  taxing  authority or to Owner or the Master  Servicer  pursuant to any  applicable law with respect to the Mortgage Loans
and the  transactions  contemplated  hereby.  In  addition,  the Servicer  shall  provide the Owner and the Master  Servicer  with such
information  concerning  the Mortgage  Loans as is necessary  for the Owner and the Master  Servicer to prepare its federal  income tax
return as Owner and the Master Servicer may reasonably request from time to time.

         In addition,  not more than 60 days after the end of each calendar  year, the Servicer shall furnish to each Person who was an
Owner and the Master  Servicer at any time during such  calendar  year an annual  statement  in  accordance  with the  requirements  of
applicable  federal  income tax law as to the aggregate of  remittances  of principal and interest for the  applicable  portion of such
year.

         Section 5.03.  Monthly Advances by the Servicer.

         Not later than the close of business on the Business Day preceding  each  Remittance  Date,  the Servicer shall deposit in the
Custodial  Account an amount  equal to all payments  not  previously  advanced by the  Servicer,  whether or not  deferred  pursuant to
Section  4.01, of Monthly  Payments,  adjusted to the related  Mortgage  Loan  Remittance  Rate,  which are  delinquent at the close of
business on the related  Determination Date; provided,  however,  that the amount of any such deposit may be reduced by the Amount Held
for Future  Distribution  (as  defined  below)  then on deposit in the  Custodial  Account.  Any  portion of the Amount Held for Future
Distribution  used to pay Monthly  Advances  shall be replaced by the  Servicer  by deposit  into the  Custodial  Account on any future
Remittance  Date to the  extent  that the funds  that are  available  in the  Custodial  Account  for  remittance  to the Owner on such
Remittance Date are less than the amount of payments required to be made to the Owner on such Remittance Date.

         The "Amount Held for Future  Distribution"  as to any Remittance  Date shall be the total of the amounts held in the Custodial
Account at the close of business on the  preceding  Determination  Date which were  received  after the Cut-off  Date on account of (i)
Liquidation  Proceeds,  Insurance Proceeds,  and Principal  Prepayments received or made in the month of such Remittance Date, and (ii)
payments  which  represent  early  receipt of scheduled  payments of principal  and interest due on a date or dates  subsequent  to the
related Due Date.

         The Servicer's  obligation to make such Monthly Advances as to any Mortgage Loan will continue  through the final  disposition
or liquidation of the Mortgaged Property,  unless the Servicer deems such advance to be nonrecoverable from Liquidation  Proceeds,  REO
Disposition  Proceeds or Insurance  Proceeds with respect to the  applicable  Mortgage  Loan. In such latter event,  the Servicer shall
deliver to the Owner an  Officer's  Certificate  of the Servicer to the effect that an officer of the Servicer has reviewed the related
Servicing  File and has  obtained a recent  appraisal  and has made the  reasonable  determination  that any  additional  advances  are
nonrecoverable from Liquidation or Insurance Proceeds with respect to the applicable Mortgage Loan.

         Section 5.04.  Liquidation Reports.

         Upon the  foreclosure  sale of any Mortgaged  Property or the  acquisition  thereof by the Owner pursuant to a deed-in-lieu of
foreclosure,  the Servicer shall submit to the Owner a liquidation  report with respect to such Mortgaged  Property in such form as the
Servicer  and the Owner  shall  agree.  The  Servicer  shall  also  provide  reports  on the  status of REO  Property  containing  such
information as Owner may reasonably require.

                                                                          ARTICLE VI
                                                                   GENERAL SERVICING PROCEDURES

         Section 6.01.  Assumption Agreements.

         The  Servicer  will,  to the extent it has  knowledge  of any  conveyance  or  prospective  conveyance  by any  Mortgagor of a
Mortgaged  Property  (whether by absolute  conveyance or by contract of, sale, and whether or not the Mortgagor remains or is to remain
liable under the Mortgage Note and/or the  Mortgage),  exercise its rights to  accelerate  the maturity of such Mortgage Loan under any
"due-on-sale"  clause to the extent  permitted  by law;  provided,  however,  that the  Servicer  shall not exercise any such rights if
prohibited  by law or the terms of the  Mortgage  Note from doing so or if the  exercise  of such  rights  would  impair or threaten to
impair any recovery under the related Primary  Mortgage  Insurance  Policy,  if any. If the Servicer  reasonably  believes it is unable
under applicable law to enforce such  "due-on-sale"  clause, the Servicer,  will enter into an assumption  agreement with the person to
whom the Mortgaged  Property has been conveyed or is proposed to be conveyed,  pursuant to which such person  becomes  liable under the
Mortgage  Note and, to the extent  permitted by applicable  state law, the Mortgagor  remains  liable  thereon.  Where an assumption is
allowed pursuant to this Section 6.01, the Servicer,  with the prior consent of the primary mortgage insurer,  if any, is authorized to
enter into a substitution  of liability  agreement  with the person to whom the Mortgaged  Property has been conveyed or is proposed to
be conveyed  pursuant to which the original  mortgagor is released  from  liability  and such Person is  substituted  as mortgagor  and
becomes  liable under the related  Mortgage  Note.  Any such  substitution  of liability  agreement  shall be in lieu of an  assumption
agreement.

         In connection  with any such assumption or substitution  of liability,  the Servicer shall follow the  underwriting  practices
and procedures of the Fannie Mae Guide.  With respect to an assumption or substitution of liability,  the Mortgage  Interest Rate borne
by the related  Mortgage Note and the amount of the Monthly  Payment may not be changed.  The Servicer  shall notify the Owner that any
such  substitution  of  liability or  assumption  agreement  has been  completed  by  forwarding  to the Owner the original of any such
substitution  of liability or assumption  agreement,  which document  shall be added to the related  Mortgage Loan Documents and shall,
for all  purposes,  be  considered a part of such  related  mortgage  file to the same extent as all other  documents  and  instruments
constituting  a part  thereof.  All fees  collected by the  Servicer  for entering  into an  assumption  or  substitution  of liability
agreement shall belong to the Servicer.

         Notwithstanding the foregoing  paragraphs of this section or any other provision of this Agreement,  the Servicer shall not be
deemed to be in default,  breach or any other violation of its obligations  hereunder by reason of any assumption of a Mortgage Loan by
operation  of law or any  assumption  which the Servicer may be  restricted  by law from  preventing,  for any reason  whatsoever.  For
purposes of this  Section  6.01,  the term  "assumption"  is deemed to also  include a sale of the  Mortgaged  Property  subject to the
Mortgage that is not accompanied by an assumption or substitution of liability agreement.

         Section 6.02.  Satisfaction of Mortgages and Release of Mortgage Loan Documents.

         Upon the payment in full of any Mortgage Loan, the Servicer will  immediately  notify the Custodian with a  certification  and
request for release by a Servicing Officer,  which  certification  shall include a statement to the effect that all amounts received in
connection  with such  payment  which are  required to be  deposited  in the  Custodial  Account  pursuant to Section 4.04 have been so
deposited,  and a request for  delivery to the Servicer of the portion of the  Mortgage  Loan  Documents  held by the  Custodian.  Upon
receipt of such  certification  and request,  the Owner shall promptly  release or cause the Custodian to promptly  release the related
Mortgage  Loan  Documents  to the  Servicer and the  Servicer  shall  prepare and deliver for  execution by the Owner or at the Owner's
option  execute  under the  authority of a power of attorney  delivered to the Servicer by the Owner any  satisfaction  or release.  No
expense  incurred in  connection  with any  instrument of  satisfaction  or deed of  reconveyance  shall be chargeable to the Custodial
Account.

         In the event the  Servicer  satisfies  or releases a Mortgage  without  having  obtained  payment in full of the  indebtedness
secured by the Mortgage or should it otherwise  prejudice  any right the Owner may have under the mortgage  instruments,  the Servicer,
upon written demand,  shall remit within one Business Day to the Owner the then outstanding  principal  balance of the related Mortgage
Loan by deposit  thereof in the Custodial  Account.  The Servicer  shall  maintain the Fidelity Bond insuring the Servicer  against any
loss it may sustain with respect to any Mortgage Loan not satisfied in accordance with the procedures set forth herein.

         From time to time and as  appropriate  for the servicing or foreclosure  of the Mortgage  Loans,  including for the purpose of
collection  under any Primary  Mortgage  Insurance  Policy,  upon request of the Servicer and delivery to the  Custodian of a servicing
receipt  signed by a Servicing  Officer,  the Custodian  shall release the portion of the Mortgage Loan Documents held by the Custodian
to the Servicer.  Such  servicing  receipt shall  obligate the Servicer to promptly  return the related  Mortgage Loan Documents to the
Custodian,  when the need therefor by the Servicer no longer exists,  unless the Mortgage Loan has been  liquidated and the Liquidation
Proceeds  relating to the Mortgage  Loan have been  deposited in the  Custodial  Account or such  documents  have been  delivered to an
attorney,  or to a public  trustee or other public  official as required by law, for purposes of initiating or pursuing legal action or
other  proceedings for the foreclosure of the Mortgaged  Property either  judicially or  non-judicially,  and the Servicer has promptly
delivered to the Owner or the Custodian a  certificate  of a Servicing  Officer  certifying as to the name and address of the Person to
which such  documents  were  delivered  and the purpose or purposes of such  delivery.  Upon  receipt of a  certificate  of a Servicing
Officer  stating that such Mortgage Loan was  liquidated,  the servicing  receipt shall be released by the Owner or the  Custodian,  as
applicable, to the Servicer.

         Section 6.03.  Servicing Compensation.

         As  compensation  for its services  hereunder,  the Servicer  shall be entitled to withdraw from the  Custodial  Account or to
retain from interest  payments on the Mortgage Loans the amounts  provided for as the Servicer's  Servicing Fee.  Additional  servicing
compensation  in the form of assumption  fees,  as provided in Section 6.01,  late payment  charges and other  ancillary  fees shall be
retained by the Servicer to the extent not required to be deposited in the  Custodial  Account.  The Servicer  shall be required to pay
all expenses incurred by it in connection with its servicing activities  hereunder and shall not be entitled to reimbursement  therefor
except as specifically provided for.

         Section 6.04.     Annual Statement as to Compliance; Annual Certification.

         (a)      The  Servicer  will deliver to the Owner and the Master  Servicer,  not later than March 15th of each  calendar  year
beginning in 2007, an Officer's  Certificate (an "Annual Statement of Compliance")  stating,  as to each signatory thereof,  that (i) a
review of the  activities  of the  Servicer  during the  preceding  calendar  year and of  performance  under this  Agreement  or other
applicable servicing agreement has been made under such officer's  supervision and (ii) to the best of such officer's knowledge,  based
on such review, the Servicer has fulfilled all of its obligations under this Agreement or other applicable  servicing  agreement in all
material  respects  throughout  such year,  or, if there has been a failure to fulfill any such  obligation  in any  material  respect,
specifying  each such failure  known to such officer and the nature and status of cure  provisions  thereof.  Such Annual  Statement of
Compliance  shall contain no  restrictions  or  limitations on its use.  Copies of such statement  shall be provided by the Servicer to
the Owner upon request and by the Owner to any Person  identified as a prospective  purchaser of the Mortgage  Loans. In the event that
the Servicer has delegated any servicing  responsibilities  with respect to the Mortgage  Loans to a  Subservicer,  the Servicer  shall
deliver an Annual  Statement of Compliance  of the  Subservicer  as described  above as to each  Subservicer  as and when required with
respect to the Servicer.

         (b)      With  respect to the  Mortgage  Loans,  by March 15th of each  calendar  year  beginning  in 2007,  an officer of the
Servicer  shall  execute and deliver an Officer's  Certificate  (an "Annual  Certification")  to the Owner,  the Master  Servicer,  the
Securities  Administrator,  and any  related  Depositor  for the  benefit of each such  entity  and such  entity's  affiliates  and the
officers,  directors  and agents of any such entity and such  entity's  affiliates,  in the form  attached  hereto as Exhibit G. In the
event that the Servicer  has  delegated  any  servicing  responsibilities  with respect to the  Mortgage  Loans to a  Subservicer  or a
Subcontractor,  to the extent such  Subcontractor is "participating in the servicing  function" pursuant to Item 1122 of Regulation AB,
the Servicer shall deliver an Annual  Certification  as to each such Subservicer and  Subcontractor,  as and when required with respect
to the Servicer.

         The Servicer shall  indemnify and hold harmless the Master  Servicer and its officers,  directors,  agents and affiliates from
and against any losses,  damages,  penalties,  fines,  forfeitures,  reasonable legal fees and related costs, judgments and other costs
and expenses  arising out of or based upon a breach by the Servicer or any of its  officers,  directors,  agents or  affiliates  of its
obligations  under this Section 6.04 or Section 6.09 or the negligence,  bad faith or willful  misconduct of the Servicer in connection
therewith.  If the  indemnification  provided for herein is unavailable or insufficient to hold harmless the Master Servicer,  then the
Servicer  agrees  that it shall  contribute  to the amount paid or payable by the Master  Servicer  as a result of the losses,  claims,
damages or  liabilities  of the Master  Servicer in such  proportion  as is  appropriate  to reflect the  relative  fault of the Master
Servicer on the one hand and the Servicer on the other in connection  with a breach of the  Servicer's  obligations  under this Section
6.04 or Section 6.09 or the Servicer's negligence, bad faith or willful misconduct in connection therewith.

         Upon request by the Owner or the Master  Servicer,  the Servicer will deliver to such  requesting  party a copy of the audited
(if such financial  statements  are available,  otherwise  unaudited)  financial  statements of the Servicer for the most recent fiscal
year of the Servicer.

         Section 6.05.     [Reserved]

         Section 6.06.  Owner's Right to Examine Servicer Records.

         The Owner shall have the right to examine and audit, at its expense,  upon reasonable notice to the Servicer,  during business
hours or at such other times as might be reasonable under applicable  circumstances,  any and all of the books, records,  documentation
or other  information  of the  Servicer,  or held by another  for the  Servicer  or on its  behalf or  otherwise,  which  relate to the
performance or observance by the Servicer of the terms, covenants or conditions of this Agreement.

         The Servicer shall provide to the Owner and any supervisory agents or examiners  representing a state or federal  governmental
agency having  jurisdiction over the Owner access to any  documentation  regarding the Mortgage Loans in the possession of the Servicer
which may be required by any applicable  regulations.  Such access shall be afforded without charge,  upon reasonable  request,  during
normal  business  hours and at the  offices  of the  Servicer,  and in  accordance  with the  applicable  federal  or state  government
regulations.

         Section 6.07.  Compliance with REMIC Provisions.

         If a REMIC  election has been made with respect to the  arrangement  under which the Mortgage Loans and REO Property are held,
the  Servicer  shall not take any action,  cause the REMIC to take any action or fail to take (or fail to cause to be taken) any action
that,  under the REMIC  Provisions,  if taken or not taken, as the case may be could (i) endanger the status of the REMIC as a REMIC or
(ii) result in the imposition of a tax upon the REMIC  (including but not limited to the tax on  "prohibited  transactions"  as defined
in  Section  860F(a)(2)  of the Code and the tax on  "contribution"  to a REMIC set forth in  Section  860G(d)  of the Code  unless the
Servicer  has  received  an Opinion of  Counsel  (at the  expense of the party  seeking to take such  actions)  to the effect  that the
contemplated action will not endanger such REMIC status or result in the imposition of any such tax.

         Section 6.08.  Non-solicitation.

         The Servicer shall not knowingly conduct any solicitation  exclusively  targeted to the Mortgagors for the purpose of inducing
or  encouraging  the early  prepayment or  refinancing  of the related  Mortgage  Loans.  It is understood  and agreed that  promotions
undertaken  by the Servicer or any agent or affiliate of the  Servicer  which are directed to the general  public at large,  including,
without limitation,  mass mailings based on commercially acquired mailing lists, newspaper,  radio and television  advertisements shall
not  constitute  solicitation  under this  section.  Nothing  contained  herein shall  prohibit the Servicer from (i)  distributing  to
Mortgagors any general  advertising  including  information  brochures,  coupon books, or other similar  documentation  which indicates
services the Servicer offers,  including  refinances or (ii) providing  financing of home equity loans to Mortgagors at the Mortgagor's
request.

         Section 6.09.     Assessment of Compliance with Servicing Criteria.

         On and after  January 1, 2006,  the Servicer  shall service and  administer,  and shall cause each  subservicer  to service or
administer, the Mortgage Loans in accordance with all applicable requirements of the Servicing Criteria.

         With  respect to the Mortgage  Loans,  the Servicer  shall  deliver to the Owner or its  designee,  the Master  Servicer,  the
Securities  Administrator,  and any Depositor on or before March 15th of each calendar year beginning in 2007, a report (an "Assessment
of Compliance")  regarding the Servicer's  assessment of compliance with the Servicing  Criteria during the preceding  calendar year as
required  by Rules  13a-18 and 15d-18 of the  Exchange  Act and Item 1122 of  Regulation  AB, or as  otherwise  required  by the Master
Servicer, which as of the date hereof, require a report by an authorized officer of the Servicer that contains the following:

         (a)      A statement by such officer of its responsibility for assessing  compliance with the Servicing Criteria applicable to
the Servicer;

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

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

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

         Such report at a minimum shall address each of the Servicing Criteria specified on Exhibit J hereto.

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

         The Servicer shall cause each Subservicer,  and each Subcontractor  determined by the Servicer pursuant to Section 11.15 to be
"participating  in the  servicing  function"  within the  meaning of Item 1122 of  Regulation  AB, to deliver to the Owner,  the Master
Servicer,  the  Securities  Administrator  and any  Depositor an  assessment of compliance  and  accountants'  attestation  as and when
provided in Section 6.09.

         Section 6.10.     Intent of the Parties; Reasonableness.

         The Owner and the Servicer  acknowledge and agree that a purpose of clause (g) of Article III,  Sections 5.02,  6.04, 6.09 and
10.02 of this  Agreement is to facilitate  compliance by the Owner and any Depositor  with the  provisions of Regulation AB and related
rules and  regulations of the Commission.  None of the Owner,  the Master Servicer or any Depositor shall exercise its right to request
delivery of information or other  performance  under these  provisions  other than in good faith, or for purposes other than compliance
with the Securities Act, the Exchange Act and the rules and regulations of the Commission  thereunder.  The Servicer  acknowledges that
interpretations  of the  requirements  of  Regulation AB may change over time,  whether due to  interpretive  guidance  provided by the
Commission or its staff,  consensus among participants in the asset-backed  securities markets,  advice of counsel,  or otherwise,  and
agrees to comply with requests made by the Owner or any Depositor in good faith for delivery of information  under these  provisions on
the basis of evolving  interpretations  of Regulation AB. In connection with any  Pass-Through  Transfer,  the Servicer shall cooperate
fully with the Owner to deliver to the Owner  (including any of its assignees or designees) and any Depositor,  any and all statements,
reports,  certifications,  records and any other information necessary in the good faith determination of the Owner or any Depositor to
permit the Owner or such  Depositor to comply with the  provisions of Regulation  AB,  together with such  disclosures  relating to the
Servicer,  any Subservicer and the Mortgage  Loans,  or the servicing of the Mortgage  Loans,  reasonably  believed by the Owner or any
Depositor to be necessary in order to effect such compliance.

                                                                         ARTICLE VII
                                                               REPORTS TO BE PREPARED BY SERVICER

         Section 7.01.  Servicer Shall Provide Information as Reasonably Required.

         The Servicer  shall furnish to the Owner upon request,  during the term of this  Agreement,  such  periodic,  special or other
reports or  information,  whether or not provided for herein,  as shall be  necessary,  reasonable or  appropriate  with respect to the
purposes of this  Agreement.  The Servicer may negotiate with the Owner for a reasonable fee for providing such report or  information,
unless (i) the Servicer is required to supply such report or information  pursuant to any other section of this Agreement,  or (ii) the
report or information  has been requested in connection with Internal  Revenue Service or other  regulatory  agency  requirements.  All
such reports or  information  shall be provided by and in accordance  with all  reasonable  instructions  and  directions  given by the
Owner.  The Servicer agrees to execute and deliver all such  instruments and take all such action as the Owner,  from time to time, may
reasonably request in order to effectuate the purpose and to carry out the terms of this Agreement.

                                                                        ARTICLE VIII
                                                                        THE SERVICER

         Section 8.01.  Indemnification; Third Party Claims.

         The Servicer agrees to indemnify the Owner, its successors and assigns,  any agent of the Owner, and the Master Servicer,  and
hold each of such Persons harmless from and against any and all claims, losses,  damages,  penalties,  fines,  forfeitures,  legal fees
and related  costs,  judgments,  and any other costs,  fees and expenses that such Person may sustain in any way related to the failure
of the Servicer to perform in any way its duties and service the Mortgage Loans in strict  compliance  with the terms of this Agreement
and for breach of any  representation  or warranty of the Servicer  contained herein.  The Servicer shall immediately  notify the Owner
or other  indemnified  Person if a claim is made by a third party with respect to this  Agreement or the Mortgage  Loans,  assume (with
the consent of the Owner and such other Indemnified Person and with counsel  reasonably  satisfactory to the Owner and such Person) the
defense of any such claim and pay all expenses in  connection  therewith,  including  counsel  fees,  and promptly  pay,  discharge and
satisfy any judgment or decree which may be entered  against it or such other  indemnified  Person in respect of such claim but failure
to so notify the Owner and such other indemnified  Person shall not limit its obligations  hereunder.  The Servicer agrees that it will
not enter into any  settlement  of any such claim  without  the  consent of the Owner and such other  indemnified  Person  unless  such
settlement  includes an  unconditional  release of the Owner and such other  indemnified  Person from all liability that is the subject
matter of such claim.  The provisions of this Section 8.01 shall survive termination of this Agreement.

         Section 8.02.  Merger or Consolidation of the Servicer.

         The Servicer will keep in full effect its  existence,  rights and  franchises as a corporation  under the laws of the state of
its incorporation  except as permitted herein,  and will obtain and preserve its qualification to do business as a foreign  corporation
in each  jurisdiction  in which such  qualification  is or shall be  necessary  to protect  the  validity  and  enforceability  of this
Agreement or any of the Mortgage Loans and to perform its duties under this Agreement.

         Any Person into which the Servicer may be merged or  consolidated,  or any corporation  resulting from any merger,  conversion
or  consolidation  to which the Servicer  shall be a party,  or any Person  succeeding  to the business of the Servicer  whether or not
related to loan  servicing,  shall be the  successor of the  Servicer  hereunder,  without the  execution or filing of any paper or any
further act on the part of any of the parties hereto,  anything herein to the contrary  notwithstanding;  provided,  however,  that the
successor or surviving  Person shall be an institution (i) having a GAAP net worth of not less than  $25,000,000,  (ii) the deposits of
which are insured by the FDIC, or which is a HUD-approved  mortgagee  whose primary  business is in origination  and servicing of first
lien mortgage loans, and (iii) which is a Fannie Mae or Freddie Mac approved seller/servicer in good standing.

         Section 8.03.  Limitation on Liability of the Servicer and Others.

         Neither the Servicer nor any of the  officers,  employees or agents of the Servicer  shall be under any liability to the Owner
for any  action  taken or for  refraining  from the taking of any action in good faith  pursuant  to this  Agreement,  or for errors in
judgment made in good faith;  provided,  however,  that this  provision  shall not protect the Servicer or any such person  against any
breach of warranties or  representations  made herein, or failure to perform in any way its obligations in compliance with any standard
of care set forth in this Agreement,  or any liability which would otherwise be imposed by reason of gross  negligence or any breach of
the terms and  conditions  of this  Agreement.  The Servicer and any officer,  employee or agent of the Servicer may rely in good faith
on any document of any kind prima facie properly  executed and submitted by the Owner  respecting any matters  arising  hereunder.  The
Servicer  shall not be under any  obligation to appear in,  prosecute or defend any legal action which is not  incidental to its duties
to service the Mortgage  Loans in accordance  with this Agreement and which in its opinion may involve it in any expenses or liability;
provided,  however, that the Servicer may, with the consent of the Owner, which consent shall not be unreasonably  withheld,  undertake
any such action  which it may deem  necessary  or desirable  with  respect to this  Agreement  and the rights and duties of the parties
hereto.  In such  event,  the  reasonable  legal  expenses  and costs of such action and any  liability  resulting  therefrom  shall be
expenses,  costs and liabilities for which the Owner will be liable, and the Servicer shall be entitled to be reimbursed  therefor from
the Custodial Account pursuant to Section 4.05.

         Section 8.04.  Servicer Not to Resign.

         The Servicer  shall not resign from the  obligations  and duties hereby imposed on it except by mutual consent of the Servicer
and the Owner or upon the  determination  that its duties hereunder are no longer  permissible under applicable law and such incapacity
cannot be cured by the Servicer.  Any such  determination  permitting the  resignation of the Servicer shall be evidenced by an Opinion
of Counsel to such effect  delivered to the Owner which Opinion of Counsel shall be in form and substance  acceptable to the Owner.  No
such  resignation  shall  become  effective  until a successor  shall have  assumed the  Servicer's  responsibilities  and  obligations
hereunder in the manner provided in Section 11.01.

         Section 8.05.  No Transfer of Servicing.

         With respect to the retention of the Servicer to service the Mortgage  Loans  hereunder,  the Servicer  acknowledges  that the
Owner has acted in reliance  upon the  Servicer's  independent  status,  the adequacy of its  servicing  facilities,  plan,  personnel,
records and  procedures,  its integrity,  reputation and financial  standing and the continuance  thereof.  Without in any way limiting
the generality of this section,  the Servicer shall not either assign this Agreement or the servicing  hereunder or delegate its rights
or duties  hereunder  or any portion  thereof,  or sell or  otherwise  dispose of all or  substantially  all of its property or assets,
without the prior written  approval of the Owner,  which approval shall not be  unreasonably  withheld;  provided that the Servicer may
assign the Agreement and the  servicing  hereunder  without the consent of Owner to an affiliate of the Servicer to which all servicing
of the  Servicer  is assigned  so long as (i) such  affiliate  is a Fannie Mae and  Freddie  Mac  approved  servicer  and (ii) if it is
intended  that such  affiliate  be spun off to the  shareholders  of the  Servicer,  such  affiliate  have a GAAP net worth of at least
$25,000,000  and (iii) such affiliate  shall deliver to the Owner a  certification  pursuant to which such affiliate  shall agree to be
bound by the terms and  conditions of this  Agreement  and shall  certify that such  affiliate is a Fannie Mae and Freddie Mac approved
servicer in good standing.

                  ARTICLE IX
DEFAULT

         Section 9.01.  Events of Default.

         In case one or more of the following Events of Default by the Servicer shall occur and be continuing, that is to say:

         (i)      any failure by the Servicer to remit to the Owner any payment  required to be made under the terms of this  Agreement
which  continues  unremedied for one (1) Business Day after written notice thereof (it being  understood that this  subparagraph  shall
not affect  Servicer's  obligation  pursuant to Section 5.01 to pay default interest on any remittance  received by the Owner after the
Business Day on which such payment was due); or

         (ii)     any  failure  on the part of the  Servicer  duly to  observe or  perform  in any  material  respect  any other of the
covenants or agreements  on the part of the Servicer set forth in this  Agreement  (other than those  described in clause (ix) hereof),
the breach of which has a material  adverse effect and which  continue  unremedied for a period of thirty days (except that such number
of days shall be fifteen in the case of a failure to pay any premium for any  insurance  policy  required to be  maintained  under this
Agreement and such failure shall be deemed to have a material  adverse  effect) after the date on which written notice of such failure,
requiring the same to be remedied, shall have been given to the Servicer by the Owner; or

         (iii)    a decree or order of a court or  agency  or  supervisory  authority  having  jurisdiction  for the  appointment  of a
conservator or receiver or liquidator in any  insolvency,  bankruptcy,  readjustment  of debt,  marshaling of assets and liabilities or
similar  proceedings,  or for the  winding-up  or  liquidation  of its affairs,  shall have been entered  against the Servicer and such
decree or order shall have remained in force undischarged or unstayed for a period of sixty days; or

         (iv)     the  Servicer  shall  consent to the  appointment  of a  conservator  or receiver or  liquidator  in any  insolvency,
bankruptcy,  readjustment of debt,  marshaling of assets and liabilities or similar proceedings of or relating to the Servicer or of or
relating to all or substantially all of its property; or

         (v)      the Servicer  shall admit in writing its inability to pay its debts  generally as they become due, file a petition to
take  advantage of any  applicable  insolvency or  reorganization  statute,  make an assignment  for the benefit of its  creditors,  or
voluntarily suspend payment of its obligations; or

         (vi)     the  Servicer  ceases to be  approved  by either  Fannie Mae or Freddie  Mac (to the extent  such  entities  are then
operating  in a capacity  similar to that in which they operate on the date  hereof) as a mortgage  loan  servicer for more than thirty
days to the extent such entities perform similar functions; or

         (vii)    the Servicer attempts to assign its right to servicing compensation  hereunder or the Servicer attempts,  without the
consent of the Owner, to sell or otherwise  dispose of all or  substantially  all of its property or assets or to assign this Agreement
or the servicing  responsibilities  hereunder or to delegate its duties hereunder or any portion thereof except as otherwise  permitted
herein; or

         (viii)   the Servicer ceases to be qualified to transact business in any jurisdiction where it is currently so qualified,  but
only to the extent  such  non-qualification  materially  and  adversely  affects  the  Servicer's  ability to perform  its  obligations
hereunder; or

         (ix)     failure by the Servicer to duly perform,  within the required time period,  its obligations  under Section 6.04, 6.09
or any of clauses (v) through (viii) of Section 10.02;

then,  and in each and every such case, so long as an Event of Default shall not have been  remedied,  the Owner,  by notice in writing
to the Servicer may, in addition to whatever  rights the Owner may have under  Section 8.01 and at law or equity to damages,  including
injunctive  relief and  specific  performance,  terminate  all the rights and  obligations  of the  Servicer  (and if the  Servicer  is
servicing any of the Mortgage  Loans in a  Pass-Through  Transfer,  appoint a successor  servicer  reasonably  acceptable to the Master
Servicer for such  Pass-Through  Transfer)  under this  Agreement  and in and to the Mortgage  Loans and the proceeds  thereof  without
compensating  the Servicer for the same.  On or after the receipt by the Servicer of such written  notice,  all  authority and power of
the  Servicer  under this  Agreement,  whether  with respect to the  Mortgage  Loans or  otherwise,  shall pass to and be vested in the
successor  appointed  pursuant to Section 11.01. Upon written request from the Owner, the Servicer shall prepare,  execute and deliver,
any and all documents and other instruments,  place in such successor's  possession all Servicing Files, and do or accomplish all other
acts or things  necessary or  appropriate  to effect the purposes of such notice of  termination,  whether to complete the transfer and
endorsement or assignment of the Mortgage Loans and related  documents,  or otherwise,  at the  Servicer's  sole expense.  The Servicer
agrees to cooperate  with the Owner and such  successor in effecting the  termination  of the  Servicer's  responsibilities  and rights
hereunder,  including,  without limitation,  the transfer to such successor for administration by it of all cash amounts which shall at
the time be credited by the Servicer to the Custodial  Account or Escrow  Account or  thereafter  received with respect to the Mortgage
Loans or any REO Property.

         The Servicer shall promptly  reimburse the Owner (or any designee of the Owner,  such as a master servicer) and any Depositor,
as  applicable,  for all  reasonable  expenses  incurred by the Owner (or such designee) or such  Depositor,  as such are incurred,  in
connection  with the  termination  of the Servicer as servicer  and the  transfer of  servicing  of the  Mortgage  Loans to a successor
servicer,  if the  termination  and/or  transfer of  servicing  is for cause  related to a servicer  default.  The  provisions  of this
paragraph  shall not limit  whatever  rights the Owner or any Depositor may have under other  provisions of this  Agreement  and/or any
applicable  Reconstitution Agreement or otherwise,  whether in equity or at law, such as an action for damages, specific performance or
injunctive relief.

         Section 9.02.  Waiver of Defaults.

         The Owner may waive only by written  notice any default by the Servicer in the  performance of its  obligations  hereunder and
its  consequences.  Upon any such  waiver of a past  default,  such  default  shall  cease to exist,  and any Event of Default  arising
therefrom  shall be deemed to have been remedied for every  purpose of this  Agreement.  No such waiver shall extend to any  subsequent
or other default or impair any right consequent thereon except to the extent expressly so waived in writing.

                                                                          ARTICLE X
                                                                         TERMINATION

         Section 10.01.  Termination.

         The respective  obligations and  responsibilities  of the Servicer shall terminate upon: (i) the later of the final payment or
other  liquidation  (or any advance with respect  thereto) of the last  Mortgage  Loan or the  disposition  of all REO Property and the
remittance of all funds due  hereunder;  or (ii) by mutual  consent of the Servicer and the Owner in writing;  or (iii)  termination by
the Owner pursuant to Section 9.01.  Simultaneously  with any such  termination and the transfer of servicing  hereunder,  the Servicer
shall be entitled to be reimbursed for any outstanding Servicing Advances and Monthly Advances.

         Section 10.02.    Cooperation of Servicer with a Reconstitution.

         The  Servicer  and the Owner agree that with respect to some or all of the  Mortgage  Loans,  on or after the related  closing
date,  on one or more  dates  (each a  "Reconstitution  Date")  at the  Owner's  sole  option,  the Owner may  effect a sale  (each,  a
"Reconstitution") of some or all of the Mortgage Loans then subject to this Agreement, without recourse, to:

         (a)      one or more third party purchasers in one or more in whole loan transfers (each, a "Whole Loan Transfer"); or

         (b)      one or more trusts or other entities to be formed as part of one or more Pass-Through Transfers.

         The  Servicer  agrees to execute in  connection  with any  agreements  among the Owner,  the  Servicer,  and any  servicer  in
connection  with a Whole Loan Transfer,  an assignment,  assumption  and  recognition  agreement,  or, at Owner's  request,  a seller's
warranties and servicing  agreement or a participation and servicing  agreement or similar  agreement in form and substance  reasonably
acceptable to the parties,  and in connection  with a Pass-Through  Transfer,  a pooling and servicing  agreement in form and substance
reasonably  acceptable  to the  parties.  It is  understood  that any such  Reconstitution  Agreements  will not  contain  any  greater
obligations on the part of Servicer than are contained in this Agreement.

         With respect to each Whole Loan Transfer and each  Pass-Through  Transfer  entered into by the Owner,  the Servicer agrees (1)
to cooperate fully with the Owner and any prospective  purchaser with respect to all reasonable requests and due diligence  procedures;
(2) to execute,  deliver and  perform all  Reconstitution  Agreements  required by the Owner;  (3) to restate the  representations  and
warranties  set forth in this  Agreement  as of the  settlement  or  closing  date in  connection  with such  Reconstitution  (each,  a
"Reconstitution Date").

         In addition,  the Servicer shall provide to such servicer or issuer,  as the case may be, and any other  participants  in such
Reconstitution:

         (i)      any and all  information  and  appropriate  verification  of  information  which may be  reasonably  available to the
Servicer,  whether through letters of its auditors and counsel or otherwise,  as the Owner or any such other  participant shall request
upon reasonable demand;

         (ii)     such additional representations,  warranties, covenants, opinions of counsel, letters from auditors, and certificates
of public  officials  or  officers of the  Servicer  as are  reasonably  agreed  upon by the  Servicer  and the Owner or any such other
participant;

         (iii)    within 5 Business  Days after  request by the Owner,  the  information  with respect to the Servicer (as servicer) as
required by Item 1108(b) and (c) of Regulation AB, a summary of the  requirements  of which as of the date hereof is attached hereto as
Exhibit I for  convenience  of  reference  only,  as  determined  by Owner in its sole  discretion.  In the event that the Servicer has
delegated  any  servicing  responsibilities  with respect to the  Mortgage  Loans to a  Subservicer,  the  Servicer  shall  provide the
information required pursuant to this clause with respect to the Subservicer;

         (iv)     within 5 Business Days after request by the Owner,

                  (a)  information  regarding  any legal  proceedings  pending (or known to be  contemplated)  against the Servicer (as
servicer)  and each  Subservicer  as  required by Item 1117 of  Regulation  AB, a summary of the  requirements  of which as of the date
hereof is attached hereto as Exhibit I for convenience of reference only, as determined by Owner in its sole discretion,

                  (b) information  regarding  affiliations  with respect to the Servicer (as servicer) and each Subservicer as required
by Item 1119(a) of  Regulation  AB, a summary of the  requirements  of which as of the date hereof is attached  hereto as Exhibit I for
convenience of reference only, as determined by Owner in its sole discretion, and


                  (c)  information  regarding  relationships  and  transactions  with respect to the Servicer  (as  servicer)  and each
Subservicer  as required by Item  1119(b) and (c) of  Regulation  AB, a summary of the  requirements  of which as of the date hereof is
attached hereto as Exhibit I for convenience of reference only, as determined by Owner in its sole discretion;

         (v)      for the  purpose  of  satisfying  the  reporting  obligation  under the  Exchange  Act with  respect  to any class of
asset-backed  securities,  the Servicer shall (or shall cause each  Subservicer to) (i) provide prompt notice to the Owner,  the Master
Servicer  and any  Depositor  in writing of (A) any material  litigation  or  governmental  proceedings  involving  the Servicer or any
Subservicer,  (B) any  affiliations or  relationships  that develop  following the closing date of a Pass-Through  Transfer between the
Servicer or any  Subservicer  and any of the parties  specified in clause (D) of paragraph  (a) of this Section (and any other  parties
identified in writing by the requesting  party) with respect to such  Pass-Through  Transfer,  (C) any Event of Default under the terms
of this Agreement or any  Reconstitution  Agreement,  (D) any merger,  consolidation or sale of substantially  all of the assets of the
Servicer,  and (E) the  Servicer's  entry into an agreement  with a Subservicer  to perform or assist in the  performance of any of the
Servicer's  obligations  under this  Agreement  or any  Reconstitution  Agreement  and (ii)  provide to the Owner and any  Depositor  a
description of such proceedings, affiliations or relationships;

         (vi)     as a condition to the succession to the Servicer or any  Subservicer as servicer or subservicer  under this Agreement
or any  Reconstitution  Agreement by any Person (i) into which the Servicer or such Subservicer may be merged or consolidated,  or (ii)
which may be  appointed  as a successor  to the  Servicer or any  Subservicer,  the  Servicer  shall  provide to the Owner,  the Master
Servicer,  and any Depositor,  at least 15 calendar days prior to the effective  date of such  succession or  appointment,  (x) written
notice to the Owner and any  Depositor  of such  succession  or  appointment  and (y) in writing and in form and  substance  reasonably
satisfactory to the Owner and such Depositor,  all  information  reasonably  requested by the Owner or any Depositor in order to comply
with its reporting obligation under Item 6.02 of Form 8-K with respect to any class of asset-backed securities;

         (vii)    in addition to such  information as the Servicer,  as servicer,  is obligated to provide pursuant to other provisions
of this Agreement,  not later than ten days prior to the deadline for the filing of any distribution  report on Form 10-D in respect of
any  Pass-Through  Transfer that includes any of the Mortgage Loans serviced by the Servicer or any  Subservicer,  the Servicer or such
Subservicer, as applicable,  shall, to the extent the Servicer or such Subservicer has knowledge,  provide to the party responsible for
filing such report (including,  if applicable,  the Master Servicer) notice of the occurrence of any of the following events along with
all  information,  data, and materials  related  thereto as may be required to be included in the related  distribution  report on Form
10-D (as specified in the provisions of Regulation AB referenced below):

                  (A)      any material  modifications,  extensions or waivers of pool asset terms, fees,  penalties or payments during
the distribution period or that have cumulatively become material over time (Item 1121(a)(11) of Regulation AB);

                  (B)      material breaches of pool asset  representations or warranties or transaction covenants (Item 1121(a)(12) of
Regulation AB); and

                  (C)      information  regarding new asset-backed  securities issuances backed by the same pool assets, any pool asset
changes (such as,  additions,  substitutions or repurchases),  and any material changes in origination,  underwriting or other criteria
for acquisition or selection of pool assets (Item 1121(a)(14) of Regulation AB); and

         (viii)   the Servicer shall provide to the Owner, the Master Servicer and any Depositor,  evidence of the authorization of the
person signing any  certification or statement,  copies or other evidence of Fidelity Bond Insurance and Errors and Omission  Insurance
policy,  financial  information and reports,  and such other information  related to the Servicer or any Subservicer or the Servicer or
such Subservicer's performance hereunder.

         In the event of a conflict or  inconsistency  between the terms of Exhibit I and the text of the applicable Item of Regulation
AB as cited above, the text of Regulation AB, its adopting release and other public statements of the SEC shall control.

         The Servicer shall indemnify the Owner,  each affiliate of the Owner,  and each of the following  parties  participating  in a
Pass-Through  Transfer:  each  issuing  entity;  each  Person  (including,  but not  limited to, the Master  Servicer,  if  applicable)
responsible  for the  preparation,  execution  or filing of any report  required to be filed with the  Commission  with respect to such
Pass-Through  Transfer,  or for execution of a  certification  pursuant to Rule 13a-14(d) or Rule 15d-14(d) under the Exchange Act with
respect to such Pass-Through  Transfer;  each broker dealer acting as underwriter,  placement agent or initial  purchaser,  each Person
who  controls  any of such  parties or the  Depositor  (within  the meaning of Section 15 of the  Securities  Act and Section 20 of the
Exchange Act); and the respective  present and former directors,  officers,  employees,  agents and affiliates of each of the foregoing
and of the  Depositor  (each,  an  "Indemnified  Party"),  and shall hold each of them  harmless  from and against any claims,  losses,
damages,  penalties,  fines, forfeitures,  legal fees and expenses and related costs, judgments, and any other costs, fees and expenses
that any of them may sustain arising out of or based upon:

         (i)(A)  any  untrue  statement  of a  material  fact  contained  or  alleged  to be  contained  in  any  information,  report,
certification,  data,  accountants'  letter or other  material  provided  under this Section 10.02 by or on behalf of the Servicer,  or
provided under this Section 10.02,  Sections 6.04 and 6.09 and by or on behalf of any Subservicer or Subcontractor  (collectively,  the
"Servicer  Information"),  or (B) the omission or alleged omission to state in the Servicer  Information a material fact required to be
stated in the Servicer  Information  or necessary in order to make the  statements  therein,  in the light of the  circumstances  under
which they were made, not misleading;  provided,  by way of clarification,  that clause (B) of this paragraph shall be construed solely
by reference  to the Servicer  Information  and not to any other  information  communicated  in  connection  with a sale or purchase of
securities,  without regard to whether the Servicer  Information or any portion  thereof is presented  together with or separately from
such other information;

         (ii) any breach by the  Servicer of its  obligations  under this  Section  10.02,  including  particularly  any failure by the
Servicer,  any  Subservicer or any  Subcontractor  to deliver any  information,  report,  certification,  accountants'  letter or other
material when and as required  under this Section  10.02,  including any failure by the Servicer to identify  pursuant to Section 11.15
any Subcontractor "participating in the servicing function" within the meaning of Item 1122 of Regulation AB;

         (iii) any breach by the Servicer of a  representation  or warranty set forth in Section Article III or in a writing  furnished
pursuant to clause (h) of Article III and made as of a date prior to the closing  date of the  related  Pass-Through  Transfer,  to the
extent that such breach is not cured by such closing date, or any breach by the Servicer of a  representation  or warranty in a writing
furnished pursuant to clause (h) of Article III to the extent made as of a date subsequent to such closing date; or

         (iv) the  negligence bad faith or willful  misconduct of the Servicer in connection  with its  performance  under this Section
10.02.

         If the  indemnification  provided for herein is unavailable or  insufficient to hold harmless an Indemnified  Party,  then the
Servicer agrees that it shall  contribute to the amount paid or payable by such  Indemnified  Party as a result of any claims,  losses,
damages or liabilities  incurred by such  Indemnified  Party in such proportion as is appropriate to reflect the relative fault of such
Indemnified Party on the one hand and the Servicer on the other.

         In the case of any failure of performance  described  above,  the Servicer shall promptly  reimburse the Owner, any Depositor,
as  applicable,  and each Person  responsible  for the  preparation,  execution  or filing of any report  required to be filed with the
Commission  with  respect to such  Pass-Through  Transfer,  or for  execution  of a  certification  pursuant to Rule  13a-14(d) or Rule
15d-14(d) under the Exchange Act with respect to such Pass-Through  Transfer,  for all costs reasonably  incurred by each such party in
order to obtain the information,  report,  certification,  accountants' letter or other material not delivered pursuant to this Section
or Section 6.04 or Section 6.09 as required by the Servicer, any Subservicer or any Subcontractor.

         This indemnification shall survive the termination of this Agreement or the termination of any party to this Agreement.

         All Mortgage  Loans not sold or  transferred  pursuant to a Whole Loan Transfer or Pass Through  Transfer  shall be subject to
this  Agreement  and shall  continue to be serviced in  accordance  with the terms of this  Agreement  and with  respect  thereto  this
Agreement shall remain in full force and effect.

         Section 10.03.  Master Servicer.

The Servicer,  including any successor  servicer  hereunder,  shall be subject to the supervision of the Master Servicer,  which Master
Servicer  shall be  obligated  to ensure that the  Servicer  services the Mortgage  Loans in  accordance  with the  provisions  of this
Agreement.  The Master Servicer,  acting on behalf of the Owner,  shall have the same rights as the Owner to enforce the obligations of
the Servicer  under this  Agreement.  The Master  Servicer  shall be entitled to terminate the rights and  obligations  of the Servicer
under this  Agreement  upon the  failure of the  Servicer  to perform  any of its  obligations  under this  Agreement  if such  failure
constitutes  an Event of Default as provided in Article IX of this  Agreement.  Notwithstanding  anything to the contrary,  in no event
shall the Master Servicer assume any of the obligations of the Owner under this Agreement.

                                                                           ARTICLE XI
                                                                    MISCELLANEOUS PROVISIONS

         Section 11.01.  Successor to the Servicer.

         Prior to termination of the Servicer's  responsibilities  and duties under this Agreement  pursuant to Sections 8.04,  9.01 or
10.01(ii),  the Owner shall (i) succeed to and assume all of the Servicer's  responsibilities,  rights,  duties and  obligations  under
this  Agreement,  or (ii) appoint a successor  having the  characteristics  set forth in Section 8.02 hereof and which shall succeed to
all  rights  and assume  all of the  responsibilities,  duties and  liabilities  of the  Servicer  under  this  Agreement  prior to the
termination of the Servicer's  responsibilities,  duties and liabilities under this Agreement.  In connection with such appointment and
assumption,  the Owner may make such  arrangements  for the  compensation  of such  successor out of payments on Mortgage  Loans as the
Owner and such successor shall agree. In the event that the Servicer's  duties,  responsibilities  and liabilities under this Agreement
should be terminated  pursuant to the aforementioned  sections,  the Servicer shall discharge such duties and  responsibilities  during
the period from the date it acquires  knowledge of such termination  until the effective date thereof with the same degree of diligence
and  prudence  which it is  obligated  to exercise  under this  Agreement,  and shall take no action  whatsoever  that might  impair or
prejudice  the  rights  or  financial  condition  of its  successor.  The  resignation  or  removal  of the  Servicer  pursuant  to the
aforementioned  sections  shall not become  effective  until a successor  shall be  appointed  pursuant to this section and shall in no
event relieve the Servicer of the  representations  and warranties made pursuant to Article III and the remedies available to the Owner
under  Section  8.01, it being  understood  and agreed that the  provisions of such Article III and Section 8.01 shall be applicable to
the Servicer notwithstanding any such resignation or termination of the Servicer, or the termination of this Agreement.

         Any  successor  appointed  as provided  herein  shall  execute,  acknowledge  and deliver to the  Servicer and to the Owner an
instrument  accepting  such  appointment,  whereupon  such  successor  shall become fully vested with all the rights,  powers,  duties,
responsibilities,  obligations and liabilities of the Servicer,  with like effect as if originally  named as a party to this Agreement.
Any  termination or resignation of the Servicer or this Agreement  pursuant to Section 8.04,  9.01 or 10.01 shall not affect any claims
that the Owner may have against the Servicer arising prior to any such termination or resignation.

         The Servicer  shall  promptly  deliver to the  successor  the funds in the  Custodial  Account and the Escrow  Account and the
Servicing Files and related  documents and statements  held by it hereunder and the Servicer shall account for all funds.  The Servicer
shall execute and deliver such  instruments  and do such other things all as may  reasonably  be required to more fully and  definitely
vest and confirm in the successor all such rights,  powers,  duties,  responsibilities,  obligations  and  liabilities of the Servicer.
The successor shall make such  arrangements as it may deem  appropriate to reimburse the Servicer for unrecovered  Monthly Advances and
Servicing  Advances which the successor  retains  hereunder and which would  otherwise have been recovered by the Servicer  pursuant to
this Agreement but for the appointment of the successor servicer.

         Upon a successor's acceptance of appointment as such, the Servicer shall notify the Owner of such appointment.

         All reasonable  costs and expenses  incurred in connection with replacing the Servicer upon its resignation or the termination
of the Servicer in accordance with the terms of this Agreement,  including,  without  limitation,  (i) all legal costs and expenses and
all due diligence  costs and expenses  associated  with an evaluation  of the potential  termination  of the Servicer as a result of an
Event of Default and (ii) all costs and expenses  associated  with the complete  transfer of servicing,  including all servicing  files
and all servicing  data and the  completion,  correction or  manipulation  of such  servicing  data as may be required by the successor
servicer to correct any errors or  insufficiencies  in the servicing  data or otherwise to enable the successor  service to service the
Mortgage  Loans in accordance  with this  Agreement,  shall be payable on demand by the resigning or  terminated  Servicer  without any
right of reimbursement therefor.

         Section 11.02.  Amendment.

         This  Agreement  may be amended from time to time by the Servicer  and the Owner by written  agreement  signed by the Servicer
and the Owner.

         Section 11.03.  Recordation of Agreement.

         To the extent  permitted by applicable  law, this Agreement is subject to recordation  in all  appropriate  public offices for
real  property  records  in all the  counties  or other  comparable  jurisdictions  in which any of all the  properties  subject to the
Mortgages are situated,  and in any other  appropriate  public  recording  office or elsewhere,  such recordation to be effected by the
Servicer at the Owner's  expense on direction  of the Owner  accompanied  by an opinion of counsel to the effect that such  recordation
materially and beneficially affects the interest of the Owner or is necessary for the administration or servicing the Mortgage Loans.

         Section 11.04.  Governing Law.

         THIS  AGREEMENT  SHALL BE GOVERNED BY AND  CONSTRUED IN  ACCORDANCE  WITH THE  INTERNAL  LAWS OF THE STATE OF NEW YORK WITHOUT
GIVING EFFECT TO PRINCIPLES OF CONFLICTS OF LAWS. THE  OBLIGATIONS,  RIGHTS AND REMEDIES OF THE PARTIES  HEREUNDER  SHALL BE DETERMINED
IN ACCORDANCE WITH SUCH LAWS.


         Section 11.05.  Notices.

         Any  demands,  notices or other  communications  permitted  or  required  hereunder  shall be in  writing  and shall be deemed
conclusively  to have been given if  personally  delivered  at or mailed by  registered  mail,  postage  prepaid,  and  return  receipt
requested or transmitted by telecopier and confirmed by a similar mailed writing, as follows:

                  (i)      if to the Servicer:

                           EMC Mortgage Corporation
                           2780 Lake Vista Drive
                           Lewisville, TX 75067
                           Attention: President or General Counsel
                           Facsimile: (469) 759-4714


                  (ii)     if to the Owner:

                           Bear, Stearns & Co. Inc.
                           383 Madison Ave.
                           New York, New York 10179
                           Attention:  Global Credit Administration
                           Telecopier No.:  (212) 272-5591


                  (iii)    if to the Master Servicer:

                           Wells Fargo Bank, National Association
                           P.O. Box 98
                           Columbia, Maryland 21046
                           Attention:  Master Servicing - Bear Stearns ALT-A Trust 2006-4

                           And for overnight delivery to:

                           Wells Fargo Bank, National Association
                           9062 Old Annapolis Road
                           Columbia, Maryland 21045
                           Attention:  Master Servicing - Bear Stearns ALT-A Trust 2006-4
                           Telecopier No.:  (410) 715-2380

or such other  address as may  hereafter  be furnished to the other party by like notice.  Any such demand,  notice,  or  communication
hereunder  shall be deemed to have been received on the date delivered to or received at the premises of the address (as evidenced,  in
the case of registered or certified mail, by the date noted on the return receipt).


         Section 11.06.  Severability of Provisions.

         Any  part,  provision,  representation  or  warranty  of this  Agreement  which is  prohibited  or which is held to be void or
unenforceable  shall be  ineffective  to the  extent  of such  prohibition  or  unenforceability  without  invalidating  the  remaining
provisions  hereof. Any part,  provision,  representation or warranty of this Agreement which is prohibited or unenforceable or is held
to be void or unenforceable in any jurisdiction  shall be ineffective,  as to such  jurisdiction,  to the extent of such prohibition or
unenforceability  without  invalidating  the  remaining  provisions  hereof,  and  any  such  prohibition  or  unenforceability  in any
jurisdiction  as to any Mortgage Loan shall not invalidate or render  unenforceable  such provision in any other  jurisdiction.  To the
extent  permitted by applicable  law, the parties  hereto waive any provision of law which  prohibits or renders void or  unenforceable
any provision  hereof. If the invalidity of any part,  provision,  representation or warranty of this Agreement shall deprive any party
of the  economic  benefit  intended to be  conferred  by this  Agreement,  the parties  shall  negotiate,  in good faith,  to develop a
structure the economic effect of which is nearly as possible the same as the economic  effect of this Agreement  without regard to such
invalidity.

         Section 11.07.  Exhibits

         The exhibits to this Agreement are hereby incorporated and made a part hereof and are an integral part of this Agreement.

         Section 11.08.  General Interpretive Principles.

         For purposes of this Agreement, except as otherwise expressly provided or unless the context otherwise requires:

         (i)      the terms defined in this  Agreement  have the meanings  assigned to them in this Agreement and include the plural as
well as the singular, and the use of any gender herein shall be deemed to include the other gender;

         (ii)     accounting  terms not  otherwise  defined  herein have the meanings  assigned to them in  accordance  with  generally
accepted accounting principles;

         (iii)    references herein to "Articles,"  "Sections,"  "Subsections,"  "Paragraphs," and other subdivisions without reference
to a document are to designated Articles, Sections, Subsections, Paragraphs and other subdivisions of this Agreement;

         (iv)     a reference to a Subsection  without further reference to a Section is a reference to such Subsection as contained in
the same Section in which the reference appears, and this rule shall also apply to Paragraphs and other subdivisions;

         (v)      the words  "herein,"  "hereof,"  "hereunder" and other words of similar import refer to this Agreement as a whole and
not to any particular provision; and

         (vi)     the term "include" or "including" shall mean without limitation by reason of enumeration.

         Section 11.09.  Reproduction of Documents.

         This Agreement and all documents  relating hereto,  including,  without  limitation,  (i) consents,  waivers and modifications
which may hereafter be executed,  (ii) documents  received by any party at the closing,  and (iii) financial  statements,  certificates
and other information previously or hereafter furnished,  may be reproduced by any photographic,  photostatic,  microfilm,  micro-card,
miniature  photographic or other similar process.  The parties agree that any such reproduction  shall be admissible in evidence as the
original  itself in any judicial or  administrative  proceeding,  whether or not the  original is in existence  and whether or not such
reproduction  was made by a party in the regular course of business,  and that any  enlargement,  facsimile or further  reproduction of
such reproduction shall likewise be admissible in evidence.

         Section 11.10.  Confidentiality of Information.

         Each party recognizes  that, in connection with this Agreement,  it may become privy to non-public  information  regarding the
financial  condition,  operations  and  prospects of the other party.  Except as required to be disclosed by law,  each party agrees to
keep all non-public  information  regarding the other party strictly  confidential,  and to use all such information solely in order to
effectuate the purpose of this Agreement.

         Section 11.11.  Assignment by the Owner.

         The Owner shall have the right,  without the consent of the  Servicer  hereof,  to assign,  in whole or in part,  its interest
under this  Agreement with respect to some or all of the Mortgage  Loans,  and designate any person to exercise any rights of the Owner
hereunder,  by executing an assignment  and  assumption  agreement  reasonably  acceptable to the Servicer and the assignee or designee
shall accede to the rights and  obligations  hereunder of the Owner with respect to such Mortgage  Loans.  In no event shall Owner sell
a partial  interest in any Mortgage Loan.  All  references to the Owner in this  Agreement  shall be deemed to include its assignees or
designees.  It is  understood  and agreed  between the Owners and the Servicer  that no more than five (5) Persons shall have the right
of owner under this Agreement at any one time.

         Section 11.12.  No Partnership.

         Nothing herein contained shall be deemed or construed to create a  co-partnership  or joint venture between the parties hereto
and the services of the Servicer shall be rendered as an independent contractor and not as agent for Owner.

         Section 11.13.  Execution, Successors and Assigns.

         This  Agreement may be executed in one or more  counterparts  and by the different  parties  hereto on separate  counterparts,
each of which, when so executed,  shall be deemed to be an original;  such  counterparts,  together,  shall constitute one and the same
agreement.  Subject to Section 8.05,  this  Agreement  shall inure to the benefit of and be binding upon the Servicer and the Owner and
their respective successors and assigns.

         Section 11.14.  Entire Agreement.

         Each of the Servicer and the Owner  acknowledge that no  representations,  agreements or promises were made to it by the other
party or any of its employees other than those  representations,  agreements or promises specifically  contained herein. This Agreement
sets forth the entire understanding between the parties hereto and shall be binding upon all successors of both parties.

         Section 11.15. Use of Subservicers and Subcontractors.

         (a)      The Servicer shall not hire or otherwise  utilize the services of any  Subservicer to fulfill any of the  obligations
of the Servicer as servicer under this Agreement or any  Reconstitution  Agreement unless the Servicer  complies with the provisions of
paragraph  (b) of this  Section.  The Servicer  shall not hire or otherwise  utilize the services of any  Subcontractor,  and shall not
permit any  Subservicer  to hire or otherwise  utilize the servicers of any  Subcontractor,  to fulfill any of the  obligations  of the
Servicer as servicer  under this  Agreement  or any  Reconstitution  Agreement  unless the Servicer  complies  with the  provisions  of
paragraph  (d) of this  Section.  The  Servicer  must  notify  the Owner,  the  Master  Servicer  and any  Depositor  in writing of any
affiliations or relationships that develop following the closing date between the Servicer or any Subservicer.

         (b)      The Servicer shall cause any Subservicer  used by the Servicer (or by any  Subservicer)  for the benefit of the Owner
and any Depositor to comply with the provisions of this Section and with clauses (g) and (j) of Article III,  Sections  6.04,  6.09 and
10.02 of this  Agreement  to the same extent as if such  Subservicer  were the Owner,  and to provide  the  information  required  with
respect to such  Subservicer  under Section  3.01(i) of this  Agreement.  The Servicer  shall be  responsible  for obtaining  from each
Subservicer  and  delivering to the Owner,  the Master  Servicer and any Depositor  any Annual  Statement of Compliance  required to be
delivered by such Subservicer  under Section 6.04(a),  any Assessment of Compliance and Attestation  Report required to be delivered by
such Subservicer under Section 6.09, any Annual  Certification  required under Section 6.04(b), any Additional Form 10-D Disclosure and
any Form 8-K Disclosure Information, as and when required to be delivered.

         (c)      The Servicer  shall  promptly  upon request  provide to the Owner,  the Master  Servicer  and any  Depositor  (or any
designee of the Depositor,  such as an  administrator)  a written  description (in form and substance  satisfactory  to the Owner,  the
Master  Servicer and such  Depositor)  of the role and  function of each  Subcontractor  utilized by the  Servicer or any  Subservicer,
specifying  (i) the  identity  of each  such  Subcontractor,  (ii)  which (if any) of such  Subcontractors  are  "participating  in the
servicing  function"  within the meaning of Item 1122 of  Regulation  AB, and (iii) which  elements of the  Servicing  Criteria will be
addressed in assessments of compliance provided by each Subcontractor identified pursuant to clause (ii) of this paragraph.

         (d)      As a condition to the utilization of any Subcontractor  determined to be  "participating  in the servicing  function"
within the meaning of Item 1122 of  Regulation  AB, the  Servicer  shall cause any such  Subcontractor  used by the Servicer (or by any
Subservicer)  for the  benefit  of the Owner and any  Depositor  to  comply  with the  provisions  of  Sections  6.07 and 10.02 of this
Agreement to the same extent as if such  Subcontractor  were the Servicer.  The Servicer shall be  responsible  for obtaining from each
Subcontractor  and  delivering  to the  Owner  and any  Depositor  any  Assessment  of  Compliance  and  Attestation  Report  and other
certificates  required to be delivered by such  Subservicer  and such  Subcontractor  under Section 6.09 (and any Annual  Certification
required under Section 6.09(b)), in each case as and when required to be delivered.

         11.16.   Third Party Beneficiary

         For purposes of this  Agreement,  each Master  Servicer  shall be  considered  a third party  beneficiary  to this  Agreement,
entitled to all the rights and benefits hereof as if it were a direct party to this Agreement.




         IN WITNESS  WHEREOF,  the  Servicer  and the Owner have caused their names to be signed  hereto by their  respective  officers
thereunto duly authorized as of the date and year first above written.





                                      EMC MORTGAGE CORPORATION
                                      Servicer

                                      By:

                                      Name:
                                      Title:



                                      STRUCTURED ASSET MORTGAGE INVESTMENTS II INC.
                                      Owner


                                            By:_____________________________________________

                                            Name:

                                            Title:




                                                               EXHIBIT A

                                                        MORTGAGE LOAN SCHEDULE





                                                               EXHIBIT B

                                                  CUSTODIAL ACCOUNT LETTER AGREEMENT
                                                                (date)


To:______________________
_________________________
_________________________
             (the "Depository")

         As "Servicer"  under the Servicing  Agreement,  dated as of June 1, 2006, (the  "Agreement"),  we hereby authorize and request
you to establish an account,  as a Custodial  Account  pursuant to Section 4.04 of the  Agreement,  to be designated as "BSALTA  2006-4
Custodial  Account,  in trust for SAMI II, Owner of Whole Loan Mortgages,  and various  Mortgagors."  All deposits in the account shall
be subject to  withdrawal  therefrom by order  signed by the  Servicer.  You may refuse any deposit  which would result in violation of
the  requirement  that the account be fully insured as described  below.  This letter is submitted to you in duplicate.  Please execute
and return one original to us.

                          By:____________________

                          Name:__________________

                          Title:_________________

         The  undersigned,  as  "Depository",  hereby  certifies that the above described  account has been  established  under Account
Number  __________,  at the office of the  depository  indicated  above,  and agrees to honor  withdrawals  on such account as provided
above.  The full amount deposited at any time in the account will be insured up to applicable  limits by the Federal Deposit  Insurance
Corporation through the Bank Insurance Fund or the Savings Association  Insurance Fund or will be invested in Permitted  Investments as
defined in the Agreement.

                          [                  ]

                          (name of Depository)

                          By:____________________

                          Name:__________________

                          Title:_________________





                                                               EXHIBIT C

                                                    ESCROW ACCOUNT LETTER AGREEMENT

                                                                (date)

To:___________________________
______________________________
______________________________
                (the "Depository")


         As "Servicer" under the Servicing Agreement,  dated as of [______] 1, 2006 (the "Agreement"),  we hereby authorize and request
you to establish an account,  as an Escrow  Account  pursuant to Section 4.06 of the  Agreement,  to be  designated  as "BSALTA  2006-4
Escrow Account,  in trust for SAMI II, Owner of Whole Loan  Mortgages,  and various  Mortgagors."  All deposits in the account shall be
subject to  withdrawal  therefrom by order signed by the  Servicer.  You may refuse any deposit  which would result in violation of the
requirement  that the account be fully insured as described  below.  This letter is submitted to you in duplicate.  Please  execute and
return one original to us.


                          By:____________________

                          Name:__________________

                          Title:_________________

         The  undersigned,  as  "Depository",  hereby  certifies that the above described  account has been  established  under Account
Number  __________,  at the office of the  depository  indicated  above,  and agrees to honor  withdrawals  on such account as provided
above.  The full amount deposited at any time in the account will be insured up to applicable  limits by the Federal Deposit  Insurance
Corporation through the Bank Insurance Fund or the Savings Association  Insurance Fund or will be invested in Permitted  Investments as
defined in the Agreement.

                          [                  ]

                          (name of Depository)

                          By:____________________

                          Name:__________________

                          Title:_________________





                                                               EXHIBIT D

                                                   REQUEST FOR RELEASE OF DOCUMENTS

         To:      Wells Fargo Bank, National Association

                  1015 10th Avenue S.E.

                  Mpls., MN  55414

                  Attn:  ________________


         Re:      Custodial  Agreement dated as of November 30, 1999, between EMC Mortgage  Corporation and Wells Fargo Bank,  National
                  Association, as Custodian

In connection  with the  administration  of the Mortgage Loans held by you as Custodian for the Owner  pursuant to the  above-captioned
Custody Agreement,  we request the release,  and hereby  acknowledge  receipt,  of the Custodian's  Mortgage File for the Mortgage Loan
described below, for the reason indicated.

Mortgage Loan Number:

Mortgagor Name, Address & Zip Code:

         Reason for Requesting Documents (check one):

         _______           1.       Mortgage Paid in Full

         _______           2.       Foreclosure

         _______           3.       Substitution

         _______           4.       Other Liquidation (Repurchases, etc.)

         _______           5.       Nonliquidation  [Reason:_______________________________]

         Address to which Custodian should

         Deliver the Custodian's Mortgage File:      __________________________________________

                                                     __________________________________________

                                                     __________________________________________



By:_______________________________________
(authorized signer)

Issuer:_____________________________________

Address:___________________________________
        ___________________________________

Date:______________________________________



Custodian

         Wells Fargo Bank, National Association


         Please acknowledge the execution of the above request by your signature and date below:


         ____________________________________                          _________________

         Signature                                                     Date


         Documents returned to Custodian:


         ____________________________________                          _________________

         Custodian                                                     Date




                                                                          EXHIBIT E

                                                               REPORTING DATA FOR MONTHLY REPORT



                                                           Standard File Layout - Master Servicing
-----------------------------------------------------------------------------------------------------------------------------------
         Column Name                            Description                      Decimal           Format Comment          Max
                                                                                                                            Size
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
SER_INVESTOR_NBR               A value  assigned by the  Servicer to define a               Text up to 10 digits             20
                               group of loans.
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
LOAN_NBR                       A unique  identifier  assigned to each loan by               Text up to 10 digits             10
                               the investor.
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
SERVICER_LOAN_NBR              A  unique  number  assigned  to a loan  by the               Text up to 10 digits             10
                               Servicer.  This  may  be  different  than  the
                               LOAN_NBR.
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
BORROWER_NAME                  The  borrower  name as  received  in the file.               Maximum  length  of 30 (Last,    30
                               It is not separated by first and last name.                  First)
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
SCHED_PAY_AMT                  Scheduled   monthly  principal  and  scheduled       2       No  commas(,) or dollar signs    11
                               interest  payment  that a borrower is expected               ($)
                               to pay, P&I constant.
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
NOTE_INT_RATE                  The  loan  interest  rate as  reported  by the       4       Max length of 6                   6
                               Servicer.
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
NET_INT_RATE                   The loan gross  interest rate less the service       4       Max length of 6                   6
                               fee rate as reported by the Servicer.
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
SERV_FEE_RATE                  The   servicer's   fee  rate  for  a  loan  as       4       Max length of 6                   6
                               reported by the Servicer.
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
SERV_FEE_AMT                   The  servicer's  fee  amount  for  a  loan  as       2       No  commas(,) or dollar signs    11
                               reported by the Servicer.                                    ($)
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
NEW_PAY_AMT                    The new loan  payment  amount as  reported  by       2       No  commas(,) or dollar signs    11
                               the Servicer.                                                ($)
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
NEW_LOAN_RATE                  The new loan rate as reported by the Servicer.       4       Max length of 6                   6
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
ARM_INDEX_RATE                 The index the  Servicer is using to  calculate       4       Max length of 6                   6
                               a forecasted rate.
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
ACTL_BEG_PRIN_BAL              The  borrower's  actual  principal  balance at       2       No  commas(,) or dollar signs    11
                               the beginning of the processing cycle.                       ($)
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
ACTL_END_PRIN_BAL              The  borrower's  actual  principal  balance at       2       No  commas(,) or dollar signs    11
                               the end of the processing cycle.                             ($)
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
BORR_NEXT_PAY_DUE_DATE         The date at the end of  processing  cycle that               MM/DD/YYYY                       10
                               the  borrower's  next  payment  is  due to the
                               Servicer, as reported by Servicer.
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
SERV_CURT_AMT_1                The first curtailment amount to be applied.          2       No  commas(,) or dollar signs    11
                                                                                            ($)
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
SERV_CURT_DATE_1               The  curtailment   date  associated  with  the               MM/DD/YYYY                       10
                               first curtailment amount.
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
CURT_ADJ_ AMT_1                The   curtailment   interest   on  the   first       2       No  commas(,) or dollar signs    11
                               curtailment amount, if applicable.                           ($)
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
SERV_CURT_AMT_2                The second curtailment amount to be applied.         2       No  commas(,) or dollar signs    11
                                                                                            ($)
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
SERV_CURT_DATE_2               The  curtailment   date  associated  with  the               MM/DD/YYYY                       10
                               second curtailment amount.
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
CURT_ADJ_ AMT_2                The   curtailment   interest   on  the  second       2       No  commas(,) or dollar signs    11
                               curtailment amount, if applicable.                           ($)
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
SERV_CURT_AMT_3                The third curtailment amount to be applied.          2       No  commas(,) or dollar signs    11
                                                                                            ($)
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
SERV_CURT_DATE_3               The  curtailment   date  associated  with  the               MM/DD/YYYY                       10
                               third curtailment amount.
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
CURT_ADJ_AMT_3                 The   curtailment   interest   on  the   third       2       No  commas(,) or dollar signs    11
                               curtailment amount, if applicable.                           ($)
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
PIF_AMT                        The loan "paid in full"  amount as reported by       2       No  commas(,) or dollar signs    11
                               the Servicer.                                                ($)
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
PIF_DATE                       The  paid in  full  date  as  reported  by the               MM/DD/YYYY                       10
                               Servicer.
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
                                                                                            Action        Code       Key:     2
                                                                                            15=Bankruptcy,
ACTION_CODE                    The   standard   FNMA  numeric  code  used  to               30=Foreclosure,   ,   60=PIF,
                               indicate  the  default/delinquent  status of a               63=Substitution,
                               particular loan.                                             65=Repurchase,70=REO
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
INT_ADJ_AMT                    The  amount  of  the  interest  adjustment  as       2       No  commas(,) or dollar signs    11
                               reported by the Servicer.                                    ($)
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
SOLDIER_SAILOR_ADJ_AMT         The Soldier and Sailor  Adjustment  amount, if       2       No  commas(,) or dollar signs    11
                               applicable.                                                  ($)
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
NON_ADV_LOAN_AMT               The   Non   Recoverable   Loan   Amount,    if       2       No  commas(,) or dollar signs    11
                               applicable.                                                  ($)
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
LOAN_LOSS_AMT                  The amount the  Servicer is passing as a loss,       2       No  commas(,) or dollar signs    11
                               if applicable.                                               ($)
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
SCHED_BEG_PRIN_BAL             The  scheduled  outstanding  principal  amount       2       No  commas(,) or dollar signs    11
                               due at the  beginning  of the cycle date to be               ($)
                               passed through to investors.
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
SCHED_END_PRIN_BAL             The   scheduled   principal   balance  due  to       2       No  commas(,) or dollar signs    11
                               investors at the end of a processing cycle.                  ($)
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
SCHED_PRIN_AMT                 The scheduled  principal amount as reported by       2       No  commas(,) or dollar signs    11
                               the  Servicer  for the  current  cycle -- only               ($)
                               applicable for Scheduled/Scheduled Loans.
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
SCHED_NET_INT                  The scheduled  gross interest  amount less the       2       No  commas(,) or dollar signs    11
                               service  fee amount for the  current  cycle as
                               reported by the  Servicer  -- only  applicable
                               for Scheduled/Scheduled Loans.                               ($)
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
ACTL_PRIN_AMT                  The actual  principal  amount collected by the       2       No  commas(,) or dollar signs    11
                               Servicer  for the current  reporting  cycle --               ($)
                               only applicable for Actual/Actual Loans.
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
                               The  actual  gross  interest  amount  less the
                               service fee amount for the  current  reporting               No  commas(,) or dollar signs
ACTL_NET_INT                   cycle  as  reported  by the  Servicer  -- only       2       ($)                              11
                               applicable for Actual/Actual Loans.
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
PREPAY_PENALTY_ AMT            The penalty  amount  received  when a borrower       2       No  commas(,) or dollar signs    11
                               prepays  on  his  loan  as   reported  by  the               ($)
                               Servicer.
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
PREPAY_PENALTY_ WAIVED         The  prepayment  penalty  amount  for the loan       2       No  commas(,) or dollar signs    11
                               waived by the servicer.                                      ($)
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
MOD_DATE                       The    Effective    Payment    Date   of   the               MM/DD/YYYY                       10
                               Modification for the loan.
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
MOD_TYPE                       The Modification Type.                                       Varchar  - value can be alpha    30
                                                                                            or numeric
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
DELINQ_P&I_ADVANCE_AMT         The   current   outstanding    principal   and       2       No  commas(,) or dollar signs    11
                               interest advances made by Servicer.                          ($)
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------




                                                               EXHIBIT F

                                                  REPORTING DATA FOR DEFAULTED LOANS

                                               Standard File Layout – Delinquency Reporting

(qqqqqqq)                        Column/Header Name                  (rrrrrrr)               Description        (sssssss)               Decimal         (ttttttt)                 Format Comment
(uuuuuuu)         SERVICER_LOAN_NBR                                  (vvvvvvv)         A     unique     number  (wwwwwww)                               (xxxxxxx)
                                                                                       assigned  to a loan  by
                                                                                       the   Servicer.    This
                                                                                       may be  different  than
                                                                                       the LOAN_NBR
(yyyyyyy)         LOAN_NBR                                           (zzzzzzz)         A   unique   identifier  (aaaaaaaa)                              (bbbbbbbb)
                                                                                       assigned  to each  loan
                                                                                       by the originator.
(cccccccc)        CLIENT_NBR                                         (dddddddd)        Servicer Client Number   (eeeeeeee)                              (ffffffff)
(gggggggg)        SERV_INVESTOR_NBR                                  (hhhhhhhh)        Contains    a    unique  (iiiiiiii)                              (jjjjjjjj)
                                                                                       number as  assigned  by
                                                                                       an  external   servicer
                                                                                       to  identify a group of
                                                                                       loans in their system.
(kkkkkkkk)        BORROWER_FIRST_NAME                                (llllllll)        First   Name   of   the  (mmmmmmmm)                              (nnnnnnnn)
                                                                                       Borrower.
(oooooooo)        BORROWER_LAST_NAME                                 (pppppppp)        Last    name   of   the  (qqqqqqqq)                              (rrrrrrrr)
                                                                                       borrower.
(ssssssss)        PROP_ADDRESS                                       (tttttttt)        Street  Name and Number  (uuuuuuuu)                              (vvvvvvvv)
                                                                                       of Property
(wwwwwwww)        PROP_STATE                                         (xxxxxxxx)        The  state   where  the  (yyyyyyyy)                              (zzzzzzzz)
                                                                                       property located.
(aaaaaaaaa)       PROP_ZIP                                           (bbbbbbbbb)       Zip  code   where   the  (ccccccccc)                             (ddddddddd)
                                                                                       property is located.
(eeeeeeeee)       BORR_NEXT_PAY_DUE_DATE                             (fffffffff)       The   date   that   the  (ggggggggg)                             (hhhhhhhhh)       MM/DD/YYYY
                                                                                       borrower's         next
                                                                                       payment  is  due to the
                                                                                       servicer  at the end of
                                                                                       processing   cycle,  as
                                                                                       reported by Servicer.
(iiiiiiiii)       LOAN_TYPE                                          (jjjjjjjjj)       Loan  Type  (i.e.  FHA,  (kkkkkkkkk)                             (lllllllll)
                                                                                       VA, Conv)
(mmmmmmmmm)       BANKRUPTCY_FILED_DATE                              (nnnnnnnnn)       The  date a  particular  (ooooooooo)                             (ppppppppp)       MM/DD/YYYY
                                                                                       bankruptcy   claim  was
                                                                                       filed.
(qqqqqqqqq)       BANKRUPTCY_CHAPTER_CODE                            (rrrrrrrrr)       The    chapter    under  (sssssssss)                             (ttttttttt)
                                                                                       which  the   bankruptcy
                                                                                       was filed.
(uuuuuuuuu)       BANKRUPTCY_CASE_NBR                                (vvvvvvvvv)       The     case     number  (wwwwwwwww)                             (xxxxxxxxx)
                                                                                       assigned  by the  court
                                                                                       to    the    bankruptcy
                                                                                       filing.
(yyyyyyyyy)       POST_PETITION_DUE_DATE                             (zzzzzzzzz)       The  payment  due  date  (aaaaaaaaaa)                            (bbbbbbbbbb)      MM/DD/YYYY
                                                                                       once   the   bankruptcy
                                                                                       has  been  approved  by
                                                                                       the courts
(cccccccccc)      BANKRUPTCY_DCHRG_DISM_DATE                         (dddddddddd)      The  Date  The  Loan Is  (eeeeeeeeee)                            (ffffffffff)      MM/DD/YYYY
                                                                                       Removed            From
                                                                                       Bankruptcy.  Either  by
                                                                                       Dismissal,   Discharged
                                                                                       and/or  a  Motion   For
                                                                                       Relief Was Granted.
(gggggggggg)      LOSS_MIT_APPR_DATE                                 (hhhhhhhhhh)      The   Date   The   Loss  (iiiiiiiiii)                            (jjjjjjjjjj)      MM/DD/YYYY
                                                                                       Mitigation          Was
                                                                                       Approved     By     The
                                                                                       Servicer
(kkkkkkkkkk)      LOSS_MIT_TYPE                                      (llllllllll)      The    Type   Of   Loss  (mmmmmmmmmm)                            (nnnnnnnnnn)
                                                                                       Mitigation     Approved
                                                                                       For A Loan Such As;
(oooooooooo)      LOSS_MIT_EST_COMP_DATE                             (pppppppppp)      The   Date   The   Loss  (qqqqqqqqqq)                            (rrrrrrrrrr)      MM/DD/YYYY
                                                                                       Mitigation   /Plan   Is
                                                                                       Scheduled To End/Close
(ssssssssss)      LOSS_MIT_ACT_COMP_DATE                             (tttttttttt)      The   Date   The   Loss  (uuuuuuuuuu)                            (vvvvvvvvvv)      MM/DD/YYYY
                                                                                       Mitigation  Is Actually
                                                                                       Completed
(wwwwwwwwww)      FRCLSR_APPROVED_DATE                               (xxxxxxxxxx)      The   date   DA   Admin  (yyyyyyyyyy)                            (zzzzzzzzzz)      MM/DD/YYYY
                                                                                       sends a  letter  to the
                                                                                       servicer           with
                                                                                       instructions  to  begin
                                                                                       foreclosure
                                                                                       proceedings.
(aaaaaaaaaaa)     ATTORNEY_REFERRAL_DATE                             (bbbbbbbbbbb)     Date File Was  Referred  (ccccccccccc)                           (ddddddddddd)     MM/DD/YYYY
                                                                                       To  Attorney  to Pursue
                                                                                       Foreclosure
(eeeeeeeeeee)     FIRST_LEGAL_DATE                                   (fffffffffff)     Notice   of  1st  legal  (ggggggggggg)                           (hhhhhhhhhhh)     MM/DD/YYYY
                                                                                       filed  by  an  Attorney
                                                                                       in a Foreclosure Action
(iiiiiiiiiii)     FRCLSR_SALE_EXPECTED_DATE                          (jjjjjjjjjjj)     The  date  by  which  a  (kkkkkkkkkkk)                           (lllllllllll)     MM/DD/YYYY
                                                                                       foreclosure   sale   is
                                                                                       expected to occur.
(mmmmmmmmmmm)     FRCLSR_SALE_DATE                                   (nnnnnnnnnnn)     The actual  date of the  (ooooooooooo)                           (ppppppppppp)     MM/DD/YYYY
                                                                                       foreclosure sale.
(qqqqqqqqqqq)     FRCLSR_SALE_AMT                                    (rrrrrrrrrrr)     The  amount a  property  (sssssssssss)              2            (ttttttttttt)     No  commas(,)  or dollar signs
                                                                                       sold    for    at   the                                                            ($)
                                                                                       foreclosure sale.
(uuuuuuuuuuu)     EVICTION_START_DATE                                (vvvvvvvvvvv)     The date  the  servicer  (wwwwwwwwwww)                           (xxxxxxxxxxx)     MM/DD/YYYY
                                                                                       initiates  eviction  of
                                                                                       the borrower.
(yyyyyyyyyyy)     EVICTION_COMPLETED_DATE                            (zzzzzzzzzzz)     The  date   the   court  (aaaaaaaaaaaa)                          (bbbbbbbbbbbb)    MM/DD/YYYY
                                                                                       revokes           legal
                                                                                       possession    of    the
                                                                                       property    from    the
                                                                                       borrower.
(cccccccccccc)    LIST_PRICE                                         (dddddddddddd)    The  price  at which an  (eeeeeeeeeeee)             2            (ffffffffffff)    No  commas(,)  or dollar signs
                                                                                       REO     property     is                                                            ($)
                                                                                       marketed.
(gggggggggggg)    LIST_DATE                                          (hhhhhhhhhhhh)    The    date    an   REO  (iiiiiiiiiiii)                          (jjjjjjjjjjjj)    MM/DD/YYYY
                                                                                       property  is  listed at
                                                                                       a particular price.
(kkkkkkkkkkkk)    OFFER_AMT                                          (llllllllllll)    The dollar  value of an  (mmmmmmmmmmmm)             2            (nnnnnnnnnnnn)    No  commas(,)  or dollar signs
                                                                                       offer    for   an   REO                                                            ($)
                                                                                       property.
(oooooooooooo)    OFFER_DATE_TIME                                    (pppppppppppp)    The  date an  offer  is  (qqqqqqqqqqqq)                          (rrrrrrrrrrrr)    MM/DD/YYYY
                                                                                       received  by  DA  Admin
                                                                                       or by the Servicer.
(ssssssssssss)    REO_CLOSING_DATE                                   (tttttttttttt)    The  date  the REO sale  (uuuuuuuuuuuu)                          (vvvvvvvvvvvv)    MM/DD/YYYY
                                                                                       of  the   property   is
                                                                                       scheduled to close.
(wwwwwwwwwwww)    REO_ACTUAL_CLOSING_DATE                            (xxxxxxxxxxxx)    Actual Date Of REO Sale  (yyyyyyyyyyyy)                          (zzzzzzzzzzzz)    MM/DD/YYYY
(aaaaaaaaaaaaa)   OCCUPANT_CODE                                      (bbbbbbbbbbbbb)   Classification  of  how  (ccccccccccccc)                         (ddddddddddddd)
                                                                                       the     property     is
                                                                                       occupied.
(eeeeeeeeeeeee)   PROP_CONDITION_CODE                                (fffffffffffff)   A code  that  indicates  (ggggggggggggg)                         (hhhhhhhhhhhhh)
                                                                                       the  condition  of  the
                                                                                       property.
(iiiiiiiiiiiii)   PROP_INSPECTION_DATE                               (jjjjjjjjjjjjj)   The  date  a   property  (kkkkkkkkkkkkk)                         (lllllllllllll)   MM/DD/YYYY
                                                                                       inspection           is
                                                                                       performed.
(mmmmmmmmmmmmm)   APPRAISAL_DATE                                     (nnnnnnnnnnnnn)   The date the  appraisal  (ooooooooooooo)                         (ppppppppppppp)   MM/DD/YYYY
                                                                                       was done.
(qqqqqqqqqqqqq)   CURR_PROP_VAL                                      (rrrrrrrrrrrrr)    The  current  "as  is"  (sssssssssssss)            2            (ttttttttttttt)
                                                                                       value  of the  property
                                                                                       based on brokers  price
                                                                                       opinion or appraisal.
(uuuuuuuuuuuuu)   REPAIRED_PROP_VAL                                  (vvvvvvvvvvvvv)   The      amount     the  (wwwwwwwwwwwww)            2            (xxxxxxxxxxxxx)
                                                                                       property    would    be
                                                                                       worth  if  repairs  are
                                                                                       completed  pursuant  to
                                                                                       a    broker's     price
                                                                                       opinion or appraisal.
(yyyyyyyyyyyyy)   If applicable:                                     (zzzzzzzzzzzzz)                            (aaaaaaaaaaaaaa)                        (bbbbbbbbbbbbbb)
(cccccccccccccc)  DELINQ_STATUS_CODE                                 (dddddddddddddd)  FNMA  Code   Describing  (eeeeeeeeeeeeee)                        (ffffffffffffff)
                                                                                       Status of Loan
(gggggggggggggg)  DELINQ_REASON_CODE                                 (hhhhhhhhhhhhhh)  The       circumstances  (iiiiiiiiiiiiii)                        (jjjjjjjjjjjjjj)
                                                                                       which      caused     a
                                                                                       borrower     to    stop
                                                                                       paying   on   a   loan.
                                                                                       Code    indicates   the
                                                                                       reason  why the loan is
                                                                                       in  default   for  this
                                                                                       cycle.
(kkkkkkkkkkkkkk)  MI_CLAIM_FILED_DATE                                (llllllllllllll)  Date           Mortgage  (mmmmmmmmmmmmmm)                        (nnnnnnnnnnnnnn)  MM/DD/YYYY
                                                                                       Insurance   Claim   Was
                                                                                       Filed   With   Mortgage
                                                                                       Insurance Company.
(oooooooooooooo)  MI_CLAIM_AMT                                       (pppppppppppppp)  Amount   of    Mortgage  (qqqqqqqqqqqqqq)                        (rrrrrrrrrrrrrr)  No  commas(,)  or dollar signs
                                                                                       Insurance Claim Filed                                                              ($)
(ssssssssssssss)  MI_CLAIM_PAID_DATE                                 (tttttttttttttt)  Date           Mortgage  (uuuuuuuuuuuuuu)                        (vvvvvvvvvvvvvv)  MM/DD/YYYY
                                                                                       Insurance       Company
                                                                                       Disbursed Claim Payment
(wwwwwwwwwwwwww)  MI_CLAIM_AMT_PAID                                  (xxxxxxxxxxxxxx)  Amount         Mortgage  (yyyyyyyyyyyyyy)           2            (zzzzzzzzzzzzzz)  No  commas(,)  or dollar signs
                                                                                       Insurance  Company Paid                                                            ($)
                                                                                       On Claim
(aaaaaaaaaaaaaaa) POOL_CLAIM_FILED_DATE                              (bbbbbbbbbbbbbbb) Date  Claim  Was  Filed  (ccccccccccccccc)                       (ddddddddddddddd) MM/DD/YYYY
                                                                                       With   Pool   Insurance
                                                                                       Company
(eeeeeeeeeeeeeee) POOL_CLAIM_AMT                                     (fffffffffffffff) Amount  of Claim  Filed  (ggggggggggggggg)          2            (hhhhhhhhhhhhhhh) No  commas(,)  or dollar signs
                                                                                       With   Pool   Insurance                                                            ($)
                                                                                       Company
(iiiiiiiiiiiiiii) POOL_CLAIM_PAID_DATE                               (jjjjjjjjjjjjjjj) Date Claim Was  Settled  (kkkkkkkkkkkkkkk)                       (lllllllllllllll) MM/DD/YYYY
                                                                                       and   The   Check   Was
                                                                                       Issued   By  The   Pool
                                                                                       Insurer
(mmmmmmmmmmmmmmm) POOL_CLAIM_AMT_PAID                                (nnnnnnnnnnnnnnn) Amount  Paid  On  Claim  (ooooooooooooooo)          2            (ppppppppppppppp) No  commas(,)  or dollar signs
                                                                                       By    Pool    Insurance                                                            ($)
                                                                                       Company
(qqqqqqqqqqqqqqq) FHA_PART_A_CLAIM_FILED_DATE                        (rrrrrrrrrrrrrrr)  Date  FHA Part A Claim  (sssssssssssssss)                       (ttttttttttttttt) MM/DD/YYYY
                                                                                       Was Filed With HUD
(uuuuuuuuuuuuuuu) FHA_PART_A_CLAIM_AMT                               (vvvvvvvvvvvvvvv)  Amount  of FHA  Part A  (wwwwwwwwwwwwwww)          2            (xxxxxxxxxxxxxxx) No  commas(,)  or dollar signs
                                                                                       Claim Filed                                                                        ($)
(yyyyyyyyyyyyyyy) FHA_PART_A_CLAIM_PAID_DATE                         (zzzzzzzzzzzzzzz)  Date   HUD   Disbursed  (aaaaaaaaaaaaaaaa)                      (bbbbbbbbbbbbbbbb)         MM/DD/YYYY
                                                                                       Part A Claim Payment
(cccccccccccccccc)         FHA_PART_A_CLAIM_PAID_AMT                 (dddddddddddddddd)          Amount    HUD  (eeeeeeeeeeeeeeee)              2       (ffffffffffffffff)         No    commas(,)    or
                                                                                       Paid on Part A Claim                                                               dollar signs ($)
(gggggggggggggggg)         FHA_PART_B_CLAIM_FILED_DATE               (hhhhhhhhhhhhhhhh)           Date     FHA  (iiiiiiiiiiiiiiii)                      (jjjjjjjjjjjjjjjj)         MM/DD/YYYY
                                                                                       Part B Claim  Was Filed
                                                                                       With HUD
(kkkkkkkkkkkkkkkk)         FHA_PART_B_CLAIM_AMT                      (llllllllllllllll)           Amount    of  (mmmmmmmmmmmmmmmm)              2       (nnnnnnnnnnnnnnnn)         No    commas(,)    or
                                                                                       FHA Part B Claim Filed                                                             dollar signs ($)
(oooooooooooooooo)         FHA_PART_B_CLAIM_PAID_DATE                (pppppppppppppppp)            Date    HUD  (qqqqqqqqqqqqqqqq)                      (rrrrrrrrrrrrrrrr)         MM/DD/YYYY
                                                                                       Disbursed  Part B Claim
                                                                                       Payment
(ssssssssssssssss)         FHA_PART_B_CLAIM_PAID_AMT                 (tttttttttttttttt)          Amount    HUD  (uuuuuuuuuuuuuuuu)              2       (vvvvvvvvvvvvvvvv)         No    commas(,)    or
                                                                                       Paid on Part B Claim                                                               dollar signs ($)
(wwwwwwwwwwwwwwww)         VA_CLAIM_FILED_DATE                       (xxxxxxxxxxxxxxxx)          Date       VA  (yyyyyyyyyyyyyyyy)                      (zzzzzzzzzzzzzzzz)         MM/DD/YYYY
                                                                                       Claim  Was  Filed  With
                                                                                       the Veterans Admin
(aaaaaaaaaaaaaaaaa)        VA_CLAIM_PAID_DATE                        (bbbbbbbbbbbbbbbbb)         Date           (ccccccccccccccccc)                     (ddddddddddddddddd)        MM/DD/YYYY
                                                                                       Veterans         Admin.
                                                                                       Disbursed    VA   Claim
                                                                                       Payment
(eeeeeeeeeeeeeeeee)        VA_CLAIM_PAID_AMT                         (fffffffffffffffff)         Amount         (ggggggggggggggggg)             2       (hhhhhhhhhhhhhhhhh)        No    commas(,)    or
                                                                                       Veterans  Admin.   Paid                                                            dollar signs ($)
                                                                                       on VA Claim


Exhibit 2: Standard File Codes – Delinquency Reporting

The Loss Mit Type field should show the approved Loss Mitigation Code as follows:
o        ASUM-   Approved Assumption
o        BAP-    Borrower Assistance Program
o        CO-     Charge Off
o        DIL-    Deed-in-Lieu
o        FFA-    Formal Forbearance Agreement
o        MOD-    Loan Modification
o        PRE-    Pre-Sale
o        SS-     Short Sale
o        MISC-   Anything else approved by the PMI or Pool Insurer

NOTE: Wells Fargo Bank will accept  alternative  Loss Mitigation Types to those above,  provided that they are consistent with industry
standards.  If Loss  Mitigation  Types other than those above are used, the Servicer must supply Wells Fargo Bank with a description of
each of the Loss Mitigation Types prior to sending the file.

The Occupant Code field should show the current status of the property code as follows:
o        Mortgagor
o        Tenant
o        Unknown
o        Vacant

The Property Condition field should show the last reported condition of the property as follows:
o        Damaged
o        Excellent
o        Fair
o        Gone
o        Good
o        Poor
o        Special Hazard
o        Unknown

Exhibit 2: Standard File Codes – Delinquency Reporting, Continued

The FNMA Delinquent Reason Code field should show the Reason for Delinquency as follows:

                      ------------------------ ---------------------------------------------------------
                      Delinquency Code         Delinquency Description
                      ------------------------ ---------------------------------------------------------
                      ------------------------ ---------------------------------------------------------
                      001                      FNMA-Death of principal mortgagor
                      ------------------------ ---------------------------------------------------------
                      ------------------------ ---------------------------------------------------------
                      002                      FNMA-Illness of principal mortgagor
                      ------------------------ ---------------------------------------------------------
                      ------------------------ ---------------------------------------------------------
                      003                      FNMA-Illness of mortgagor's family member
                      ------------------------ ---------------------------------------------------------
                      ------------------------ ---------------------------------------------------------
                      004                      FNMA-Death of mortgagor's family member
                      ------------------------ ---------------------------------------------------------
                      ------------------------ ---------------------------------------------------------
                      005                      FNMA-Marital difficulties
                      ------------------------ ---------------------------------------------------------
                      ------------------------ ---------------------------------------------------------
                      006                      FNMA-Curtailment of income
                      ------------------------ ---------------------------------------------------------
                      ------------------------ ---------------------------------------------------------
                      007                      FNMA-Excessive Obligation
                      ------------------------ ---------------------------------------------------------
                      ------------------------ ---------------------------------------------------------
                      008                      FNMA-Abandonment of property
                      ------------------------ ---------------------------------------------------------
                      ------------------------ ---------------------------------------------------------
                      009                      FNMA-Distant employee transfer
                      ------------------------ ---------------------------------------------------------
                      ------------------------ ---------------------------------------------------------
                      011                      FNMA-Property problem
                      ------------------------ ---------------------------------------------------------
                      ------------------------ ---------------------------------------------------------
                      012                      FNMA-Inability to sell property
                      ------------------------ ---------------------------------------------------------
                      ------------------------ ---------------------------------------------------------
                      013                      FNMA-Inability to rent property
                      ------------------------ ---------------------------------------------------------
                      ------------------------ ---------------------------------------------------------
                      014                      FNMA-Military Service
                      ------------------------ ---------------------------------------------------------
                      ------------------------ ---------------------------------------------------------
                      015                      FNMA-Other
                      ------------------------ ---------------------------------------------------------
                      ------------------------ ---------------------------------------------------------
                      016                      FNMA-Unemployment
                      ------------------------ ---------------------------------------------------------
                      ------------------------ ---------------------------------------------------------
                      017                      FNMA-Business failure
                      ------------------------ ---------------------------------------------------------
                      ------------------------ ---------------------------------------------------------
                      019                      FNMA-Casualty loss
                      ------------------------ ---------------------------------------------------------
                      ------------------------ ---------------------------------------------------------
                      022                      FNMA-Energy environment costs
                      ------------------------ ---------------------------------------------------------
                      ------------------------ ---------------------------------------------------------
                      023                      FNMA-Servicing problems
                      ------------------------ ---------------------------------------------------------
                      ------------------------ ---------------------------------------------------------
                      026                      FNMA-Payment adjustment
                      ------------------------ ---------------------------------------------------------
                      ------------------------ ---------------------------------------------------------
                      027                      FNMA-Payment dispute
                      ------------------------ ---------------------------------------------------------
                      ------------------------ ---------------------------------------------------------
                      029                      FNMA-Transfer of ownership pending
                      ------------------------ ---------------------------------------------------------
                      ------------------------ ---------------------------------------------------------
                      030                      FNMA-Fraud
                      ------------------------ ---------------------------------------------------------
                      ------------------------ ---------------------------------------------------------
                      031                      FNMA-Unable to contact borrower
                      ------------------------ ---------------------------------------------------------
                      ------------------------ ---------------------------------------------------------
                      INC                      FNMA-Incarceration
                      ------------------------ ---------------------------------------------------------


Exhibit 2: Standard File Codes – Delinquency Reporting, Continued

The FNMA Delinquent Status Code field should show the Status of Default as follows:

                      ------------------------ -------------------------------------------------------
                            Status Code        Status Description
                      ------------------------ -------------------------------------------------------
                      ------------------------ -------------------------------------------------------
                                09             Forbearance
                      ------------------------ -------------------------------------------------------
                      ------------------------ -------------------------------------------------------
                                17             Pre-foreclosure Sale Closing Plan Accepted
                      ------------------------ -------------------------------------------------------
                      ------------------------ -------------------------------------------------------
                                24             Government Seizure
                      ------------------------ -------------------------------------------------------
                      ------------------------ -------------------------------------------------------
                                26             Refinance
                      ------------------------ -------------------------------------------------------
                      ------------------------ -------------------------------------------------------
                                27             Assumption
                      ------------------------ -------------------------------------------------------
                      ------------------------ -------------------------------------------------------
                                28             Modification
                      ------------------------ -------------------------------------------------------
                      ------------------------ -------------------------------------------------------
                                29             Charge-Off
                      ------------------------ -------------------------------------------------------
                      ------------------------ -------------------------------------------------------
                                30             Third Party Sale
                      ------------------------ -------------------------------------------------------
                      ------------------------ -------------------------------------------------------
                                31             Probate
                      ------------------------ -------------------------------------------------------
                      ------------------------ -------------------------------------------------------
                                32             Military Indulgence
                      ------------------------ -------------------------------------------------------
                      ------------------------ -------------------------------------------------------
                                43             Foreclosure Started
                      ------------------------ -------------------------------------------------------
                      ------------------------ -------------------------------------------------------
                                44             Deed-in-Lieu Started
                      ------------------------ -------------------------------------------------------
                      ------------------------ -------------------------------------------------------
                                49             Assignment Completed
                      ------------------------ -------------------------------------------------------
                      ------------------------ -------------------------------------------------------
                                61             Second Lien Considerations
                      ------------------------ -------------------------------------------------------
                      ------------------------ -------------------------------------------------------
                                62             Veteran's Affairs-No Bid
                      ------------------------ -------------------------------------------------------
                      ------------------------ -------------------------------------------------------
                                63             Veteran's Affairs-Refund
                      ------------------------ -------------------------------------------------------
                      ------------------------ -------------------------------------------------------
                                64             Veteran's Affairs-Buydown
                      ------------------------ -------------------------------------------------------
                      ------------------------ -------------------------------------------------------
                                65             Chapter 7 Bankruptcy
                      ------------------------ -------------------------------------------------------
                      ------------------------ -------------------------------------------------------
                                66             Chapter 11 Bankruptcy
                      ------------------------ -------------------------------------------------------
                      ------------------------ -------------------------------------------------------
                                67             Chapter 13 Bankruptcy
                      ------------------------ -------------------------------------------------------




                                                                   EXHIBIT G

                                                         FORM OF SERVICER CERTIFICATION

Re:      The [    ] agreement dated as of [ l, 200[ ] (the "Agreement"), among [IDENTIFY PARTIES]

         I,  ____________________________,  the  _______________________  of  [NAME  OF  COMPANY]  (the  "Company"),  certify  to  [the
Purchaser],  [the Depositor],  and the [Master Servicer] [Securities  Administrator]  [Trustee], and their officers, with the knowledge
and intent that they will rely upon this certification, that:

         I have reviewed the servicer  compliance  statement of the Company provided in accordance with Item 1123 of Regulation AB (the
"Compliance  Statement"),  the report on assessment of the Company's  compliance with the servicing  criteria set forth in Item 1122(d)
of Regulation AB (the  "Servicing  Criteria"),  provided in accordance  with Rules 13a-18 and 15d-18 under  Securities  Exchange Act of
1934, as amended (the "Exchange Act") and Item 1122 of Regulation AB (the "Servicing  Assessment"),  the registered  public  accounting
firm's  attestation  report  provided  in  accordance  with Rules  13a-18 and 15d-18  under the  Exchange  Act and  Section  1122(b) of
Regulation AB (the "Attestation  Report"),  and all servicing  reports,  Officer's  Certificates and other information  relating to the
servicing of the Mortgage Loans by the Company during 200[ ] that were delivered by the Company to the  [Depositor]  [Master  Servicer]
[Securities Administrator] [Trustee] pursuant to the Agreement (collectively, the "Company Servicing Information");

         Based on my  knowledge,  the Company  Servicing  Information,  taken as a whole,  does not contain any untrue  statement  of a
material fact or omit to state a material fact necessary to make the  statements  made, in the light of the  circumstances  under which
such statements were made, not misleading with respect to the period of time covered by the Company Servicing Information;

         Based on my knowledge,  all of the Company  Servicing  Information  required to be provided by the Company under the Agreement
has been provided to the [Depositor] [Master Servicer] [Securities Administrator] [Trustee];

         I am  responsible  for reviewing the  activities  performed by the Company as servicer  under the  Agreement,  and based on my
knowledge  and the  compliance  review  conducted in  preparing  the  Compliance  Statement  and except as disclosed in the  Compliance
Statement,  the Servicing  Assessment or the Attestation  Report,  the Company has fulfilled its obligations under the Agreement in all
material respects; and

         The Compliance  Statement  required to be delivered by the Company  pursuant to this Agreement,  and the Servicing  Assessment
and  Attestation  Report required to be provided by the Company and by any  Subservicer  and  Subcontractor  pursuant to the Agreement,
have been provided to the [Depositor]  [Master Servicer].  Any material instances of noncompliance  described in such reports have been
disclosed to the [Depositor]  [Master Servicer].  Any material instance of noncompliance with the Servicing Criteria has been disclosed
in such reports.




                                                               EXHIBIT H

                                                       SUMMARY OF REGULATION AB
                                                          SERVICING CRITERIA

         NOTE: This Exhibit H is provided for convenience of reference  only. In the event of a conflict or  inconsistency  between the
terms of this Exhibit H and the text of Regulation AB, the text of Regulation AB, its adopting  release and other public  statements of
the SEC shall control.

Item 1122(d)

(b)      General servicing considerations.

(1)      Policies and procedures are instituted to monitor any  performance or other triggers and events of default in accordance  with
the transaction agreements.

(2)      If any material  servicing  activities are outsourced to third parties,  policies and procedures are instituted to monitor the
third party's performance and compliance with such servicing activities.

(3)      Any requirements in the transaction agreements to maintain a back-up servicer for the mortgage loans are maintained.

(4)      A fidelity bond and errors and omissions policy is in effect on the party  participating in the servicing function  throughout
the reporting period in the amount of coverage required by and otherwise in accordance with the terms of the transaction agreements.

(c)      Cash collection and administration.

(1)      Payments on mortgage loans are deposited into the  appropriate  custodial bank accounts and related bank clearing  accounts no
more than two business days following receipt, or such other number of days specified in the transaction agreements.

(2)      Disbursements made via wire transfer on behalf of an obligor or to an investor are made only by authorized personnel.

(3)      Advances of funds or guarantees  regarding  collections,  cash flows or distributions,  and any interest or other fees charged
for such advances, are made, reviewed and approved as specified in the transaction agreements.

(4)      The  related  accounts  for  the  transaction,   such  as  cash  reserve  accounts  or  accounts  established  as  a  form  of
overcollateralization,  are  separately  maintained  (e.g.,  with  respect  to  commingling  of cash) as set  forth in the  transaction
agreements.

(5)      Each  custodial  account  is  maintained  at a  federally  insured  depository  institution  as set  forth in the  transaction
agreements.  For  purposes  of this  criterion,  "federally  insured  depository  institution"  with  respect  to a  foreign  financial
institution means a foreign financial institution that meets the requirements of Rule 13k-1(b)(1) of the Securities Exchange Act.

(6)      Unissued checks are safeguarded so as to prevent unauthorized access.

(7)      Reconciliations  are prepared on a monthly basis for all asset-backed  securities related bank accounts,  including  custodial
accounts and related bank clearing accounts.  These  reconciliations are (A) mathematically  accurate;  (B) prepared within 30 calendar
days after the bank  statement  cutoff date, or such other number of days  specified in the  transaction  agreements;  (C) reviewed and
approved by someone other than the person who prepared the  reconciliation;  and (D) contain  explanations for reconciling items. These
reconciling  items are resolved  within 90 calendar days of their  original  identification,  or such other number of days specified in
the transaction agreements.

(d)      Investor remittances and reporting.

(1)      Reports to investors,  including  those to be filed with the  Commission,  are maintained in accordance  with the  transaction
agreements  and applicable  Commission  requirements.  Specifically,  such reports (A) are prepared in accordance  with  timeframes and
other terms set forth in the transaction  agreements;  (B) provide information calculated in accordance with the terms specified in the
transaction  agreements;  (C) are filed with the Commission as required by its rules and regulations;  and (D) agree with investors' or
the trustee's records as to the total unpaid principal balance and number of mortgage loans serviced by the Servicer.

(2)      Amounts due to investors are allocated and remitted in accordance with timeframes,  distribution  priority and other terms set
forth in the transaction agreements.

(3)      Disbursements  made to an investor are posted  within two business  days to the  Servicer's  investor  records,  or such other
number of days specified in the transaction agreements.

(4)      Amounts remitted to investors per the investor  reports agree with cancelled  checks,  or other form of payment,  or custodial
bank statements.

(e)      Mortgage Loan administration.

(1)      Collateral  or security on mortgage  loans is maintained as required by the  transaction  agreements or related  mortgage loan
documents.

(2)      Mortgage loan and related documents are safeguarded as required by the transaction agreements.

(3)      Any additions,  removals or substitutions to the asset pool are made,  reviewed and approved in accordance with any conditions
or requirements in the transaction agreements.

(4)      Payments on mortgage loans,  including any payoffs,  made in accordance with the related mortgage loan documents are posted to
the Servicer's obligor records  maintained no more than two business days after receipt,  or such other number of days specified in the
transaction  agreements,  and allocated to principal,  interest or other items (e.g.,  escrow) in accordance with the related  mortgage
loan documents.

(5)      The Servicer's  records  regarding the mortgage loans agree with the  Servicer's  records with respect to an obligor's  unpaid
principal balance.

(6)      Changes with respect to the terms or status of an obligor's  mortgage loans (e.g., loan  modifications or re-agings) are made,
reviewed and approved by authorized personnel in accordance with the transaction agreements and related mortgage loan documents.

(7)      Loss mitigation or recovery actions (e.g.,  forbearance  plans,  modifications and deeds in lieu of foreclosure,  foreclosures
and  repossessions,  as applicable)  are  initiated,  conducted and concluded in accordance  with the timeframes or other  requirements
established by the transaction agreements.

(8)      Records  documenting  collection efforts are maintained during the period a mortgage loan is delinquent in accordance with the
transaction  agreements.  Such records are maintained on at least a monthly basis,  or such other period  specified in the  transaction
agreements,  and describe the entity's activities in monitoring delinquent mortgage loans including,  for example, phone calls, letters
and payment rescheduling plans in cases where delinquency is deemed temporary (e.g., illness or unemployment).

(9)      Adjustments  to interest  rates or rates of return for mortgage  loans with variable  rates are computed  based on the related
mortgage loan documents.

(10)     Regarding any funds held in trust for an obligor (such as escrow  accounts):  (A) such funds are analyzed,  in accordance with
the obligor's mortgage loan documents, on at least an annual basis, or such other period specified in the transaction  agreements;  (B)
interest on such funds is paid, or credited,  to obligors in accordance  with  applicable  mortgage loan  documents and state laws; and
(C) such funds are returned to the obligor  within 30 calendar  days of full  repayment of the related  mortgage  loans,  or such other
number of days specified in the transaction agreements.

(11)     Payments  made on behalf of an  obligor  (such as tax or  insurance  payments)  are made on or before the  related  penalty or
expiration dates, as indicated on the appropriate  bills or notices for such payments,  provided that such support has been received by
the Servicer at least 30 calendar days prior to these dates, or such other number of days specified in the transaction agreements.

(12)     Any late payment  penalties  in  connection  with any payment to be made on behalf of an obligor are paid from the  Servicer's
funds and not charged to the obligor, unless the late payment was due to the obligor's error or omission.

(13)     Disbursements  made on behalf of an obligor are posted  within two business days to the obligor's  records  maintained by the
Servicer, or such other number of days specified in the transaction agreements.

(14)     Delinquencies,  charge-offs  and  uncollectable  accounts are  recognized  and  recorded in  accordance  with the  transaction
agreements.

(15)     Any external  enhancement  or other  support,  identified in Item  1114(a)(1)  through (3) or Item 1115 of  Regulation AB,  is
maintained as set forth in the transaction agreements.




                                                               EXHIBIT I

                                           SUMMARY OF APPLICABLE REGULATION AB REQUIREMENTS

         NOTE: This Exhibit I is provided for convenience of reference  only. In the event of a conflict or  inconsistency  between the
terms of this Exhibit I and the text of Regulation AB, the text of Regulation AB, its adopting  release and other public  statements of
the SEC shall control.

         Item 1108(b) and (c)

         Provide the following  information with respect to each servicer that will service,  including interim service, 20% or more of
the mortgage loans in any loan group in the securitization issued in the Pass-Through Transfer:

         -a description of the Owner's form of organization;

         -a  description  of how long the  Servicer  has been  servicing  residential  mortgage  loans;  a  general  discussion  of the
Servicer's  experience in servicing  assets of any type as well as a more  detailed  discussion of the  Servicer's  experience  in, and
procedures for the servicing function it will perform under this Agreement and any  Reconstitution  Agreements;  information  regarding
the size,  composition  and  growth of the  Servicer's  portfolio  of  mortgage  loans of the type  similar to the  Mortgage  Loans and
information  on factors  related to the  Servicer  that may be material to any analysis of the  servicing of the Mortgage  Loans or the
related  asset-backed  securities,  as applicable,  including whether any default or servicing related performance trigger has occurred
as to any other  securitization  due to any act or failure to act of the Servicer,  whether any material  noncompliance with applicable
servicing  criteria as to any other  securitization  has been disclosed or reported by the Servicer,  and the extent of outsourcing the
Servicer uses;

         -a description  of any material  changes to the  Servicer's  policies or procedures in the servicing  function it will perform
under this  Agreement and any  Reconstitution  Agreements  for mortgage loans of the type similar to the Mortgage Loans during the past
three years;

         -information  regarding the Servicer's  financial condition to the extent that there is a material risk that the effect on one
or more  aspects  of  servicing  resulting  from such  financial  condition  could  have a material  impact on the  performance  of the
securities issued in the Pass-Through Transfer, or on servicing of mortgage loans of the same asset type as the Mortgage Loans;

         -any  special or unique  factors  involved in  servicing  loans of the same type as the  Mortgage  Loans,  and the  Servicer's
processes and procedures designed to address such factors;

         -statistical  information  regarding  principal  and interest  advances  made by the  Servicer on the  Mortgage  Loans and the
Servicer's overall servicing portfolio for the past three years; and

         -the Owner's process for handling  delinquencies,  losses,  bankruptcies  and recoveries,  such as through  liquidation of REO
Properties, foreclosure, sale of the Mortgage Loans or workouts.

Item 1117

         -describe any legal proceedings  pending against the Servicer or against any of its property,  including any proceedings known
to be  contemplated  by  governmental  authorities,  that may be material to the holders of the securities  issued in the  Pass-Through
Transfer.

         Item 1119(a)


         -describe  any  affiliations  of the  Servicer,  each other  originator of the Mortgage  Loans and each  Subservicer  with the
sponsor,  depositor,  issuing entity,  trustee, any originator,  any other servicer,  any significant  obligor,  enhancement or support
provider or any other material parties related to the Pass-Through Transfer.

         Item 1119(b)


         -describe  any  business  relationship,  agreement,  arrangement,  transaction  or  understanding  entered into outside of the
ordinary course of business or on terms other than those obtained in an arm's length  transaction with an unrelated third party,  apart
from the  Pass-Through  Transfer,  between the Servicer,  each other  originator of the Mortgage Loans and each  Subservicer,  or their
respective  affiliates,  and the sponsor,  depositor or issuing entity or their  respective  affiliates,  that exists  currently or has
existed  during  the past two  years,  that may be  material  to the  understanding  of an  investor  in the  securities  issued in the
Pass-Through Transfer.

         Item 1119(c)


         -describe  any business  relationship,  agreement,  arrangement,  transaction  or  understanding  involving or relating to the
Mortgage  Loans or the  Pass-Through  Transfer,  including  the material  terms and  approximate  dollar amount  involved,  between the
Servicer, each other originator of the Mortgage Loans and each Subservicer,  or their respective affiliates and the sponsor,  depositor
or issuing entity or their respective affiliates, that exists currently or has existed during the past two years.




                                                               EXHIBIT J

                                    SERVICING CRITERIA TO BE ADDRESSED IN ASSESSMENT OF COMPLIANCE

                                                       SERVICING CRITERIA TO BE ADDRESSED
                                                          IN ASSESSMENT OF COMPLIANCE
                                                         (RMBS unless otherwise noted)

         Key:
         X - obligation


         Where there are multiple  checks for criteria the attesting  party will identify in their  management  assertion that they are
attesting only to the portion of the distribution chain they are responsible for in the related transaction agreements.



--------------------- ---------------------------------------------------------------------------------------------- --------------
RegAB Reference                Servicing Criteria                                                                    Servicers
--------------------- ---------------------------------------------------------------------------------------------- --------------

--------------------- ---------------------------------------------------------------------------------------------- --------------
                               General Servicing Considerations
--------------------- ---------------------------------------------------------------------------------------------- --------------

--------------------- ---------------------------------------------------------------------------------------------- --------------
1122(d)(1)(i)         Policies and  procedures  are  instituted to monitor any  performance  or other  triggers and           X
                      events of default in accordance with the transaction agreements.
--------------------- ---------------------------------------------------------------------------------------------- --------------
--------------------- ---------------------------------------------------------------------------------------------- --------------
1122(d)(1)(ii)        If  any  material  servicing  activities  are  outsourced  to  third  parties,  policies  and           X
                      procedures are instituted to monitor the third party's  performance  and compliance with such
                      servicing activities.
--------------------- ---------------------------------------------------------------------------------------------- --------------
--------------------- ---------------------------------------------------------------------------------------------- --------------
                      Any  requirements in the transaction  agreements to maintain a back-up  servicer for the Pool
1122(d)(1)(iii)       Assets are maintained.
--------------------- ---------------------------------------------------------------------------------------------- --------------
--------------------- ---------------------------------------------------------------------------------------------- --------------
1122(d)(1)(iv)        A fidelity bond and errors and omissions  policy is in effect on the party  participating  in           X
                      the servicing function  throughout the reporting period in the amount of coverage required by
                      and otherwise in accordance with the terms of the transaction agreements.
--------------------- ---------------------------------------------------------------------------------------------- --------------
--------------------- ---------------------------------------------------------------------------------------------- --------------
                      Cash Collection and Administration
--------------------- ---------------------------------------------------------------------------------------------- --------------
--------------------- ---------------------------------------------------------------------------------------------- --------------
1122(d)(2)(i)         Payments on pool assets are  deposited  into the  appropriate  custodial  bank  accounts  and           X
                      related bank clearing  accounts no more than two business  days  following  receipt,  or such
                      other number of days specified in the transaction agreements.
--------------------- ---------------------------------------------------------------------------------------------- --------------
--------------------- ---------------------------------------------------------------------------------------------- --------------
                      Disbursements  made via wire transfer on behalf of an obligor or to an investor are made only           X
1122(d)(2)(ii)        by authorized personnel.
--------------------- ---------------------------------------------------------------------------------------------- --------------
--------------------- ---------------------------------------------------------------------------------------------- --------------
                      Advances of funds or guarantees regarding collections,  cash flows or distributions,  and any           X
                      interest  or other fees  charged  for such  advances,  are made,  reviewed  and  approved  as
1122(d)(2)(iii)       specified in the transaction agreements.
--------------------- ---------------------------------------------------------------------------------------------- --------------
--------------------- ---------------------------------------------------------------------------------------------- --------------
                      The  related  accounts  for the  transaction,  such  as cash  reserve  accounts  or  accounts           X
                      established  as a form of over  collateralization,  are  separately  maintained  (e.g.,  with
1122(d)(2)(iv)        respect to commingling of cash) as set forth in the transaction agreements.
--------------------- ---------------------------------------------------------------------------------------------- --------------
--------------------- ---------------------------------------------------------------------------------------------- --------------
                      Each custodial  account is maintained at a federally  insured  depository  institution as set           X
                      forth in the  transaction  agreements.  For purposes of this  criterion,  "federally  insured
                      depository  institution"  with  respect to a foreign  financial  institution  means a foreign
                      financial  institution  that meets the  requirements  of Rule  13k-1(b)(1)  of the Securities
1122(d)(2)(v)         Exchange Act.
--------------------- ---------------------------------------------------------------------------------------------- --------------
--------------------- ---------------------------------------------------------------------------------------------- --------------
1122(d)(2)(vi)        Unissued checks are safeguarded so as to prevent unauthorized access.                                   X
--------------------- ---------------------------------------------------------------------------------------------- --------------
--------------------- ---------------------------------------------------------------------------------------------- --------------
1122(d)(2)(vii)       Reconciliations are prepared on a monthly basis for all asset-backed  securities related bank           X
                      accounts,   including   custodial  accounts  and  related  bank  clearing   accounts.   These
                      reconciliations are (A) mathematically  accurate;  (B) prepared within 30 calendar days after
                      the bank  statement  cutoff date, or such other number of days  specified in the  transaction
                      agreements;  (C)  reviewed  and  approved by someone  other than the person who  prepared the
                      reconciliation;  and (D) contain  explanations for reconciling items. These reconciling items
                      are resolved within 90 calendar days of their original  identification,  or such other number
                      of days specified in the transaction agreements.
--------------------- ---------------------------------------------------------------------------------------------- --------------
--------------------- ---------------------------------------------------------------------------------------------- --------------
                      Investor Remittances and Reporting
--------------------- ---------------------------------------------------------------------------------------------- --------------
--------------------- ---------------------------------------------------------------------------------------------- --------------
1122(d)(3)(i)         Reports to investors,  including  those to be filed with the  Commission,  are  maintained in           X
                      accordance  with  the  transaction   agreements  and  applicable   Commission   requirements.
                      Specifically,  such reports (A) are prepared in accordance  with  timeframes  and other terms
                      set forth in the transaction  agreements;  (B) provide  information  calculated in accordance
                      with the terms specified in the transaction agreements;  (C) are filed with the Commission as
                      required  by its rules  and  regulations;  and (D) agree  with  investors'  or the  trustee's
                      records as to the total unpaid  principal  balance and number of Pool Assets  serviced by the
                      Servicer.
--------------------- ---------------------------------------------------------------------------------------------- --------------
--------------------- ---------------------------------------------------------------------------------------------- --------------
                      Amounts  due  to  investors  are  allocated  and  remitted  in  accordance  with  timeframes,           X
1122(d)(3)(ii)        distribution priority and other terms set forth in the transaction agreements.
--------------------- ---------------------------------------------------------------------------------------------- --------------
--------------------- ---------------------------------------------------------------------------------------------- --------------
                      Disbursements  made to an investor  are posted  within two  business  days to the  Servicer's           X
1122(d)(3)(iii)       investor records, or such other number of days specified in the transaction agreements.
--------------------- ---------------------------------------------------------------------------------------------- --------------
--------------------- ---------------------------------------------------------------------------------------------- --------------
                      Amounts remitted to investors per the investor reports agree with cancelled  checks, or other           X
1122(d)(3)(iv)        form of payment, or custodial bank statements.
--------------------- ---------------------------------------------------------------------------------------------- --------------
--------------------- ---------------------------------------------------------------------------------------------- --------------
                      Pool Asset Administration
--------------------- ---------------------------------------------------------------------------------------------- --------------
--------------------- ---------------------------------------------------------------------------------------------- --------------
1122(d)(4)(i)         Collateral  or  security  on  pool  assets  is  maintained  as  required  by the  transaction           X
                      agreements or related pool asset documents.
--------------------- ---------------------------------------------------------------------------------------------- --------------
--------------------- ---------------------------------------------------------------------------------------------- --------------
1122(d)(4)(ii)        Pool assets  and related documents are safeguarded as required by the transaction agreements            X
--------------------- ---------------------------------------------------------------------------------------------- --------------
--------------------- ---------------------------------------------------------------------------------------------- --------------
1122(d)(4)(iii)       Any additions,  removals or substitutions  to the asset pool are made,  reviewed and approved           X
                      in accordance with any conditions or requirements in the transaction agreements.
--------------------- ---------------------------------------------------------------------------------------------- --------------
--------------------- ---------------------------------------------------------------------------------------------- --------------
1122(d)(4)(iv)        Payments on pool assets,  including  any payoffs,  made in  accordance  with the related pool           X
                      asset  documents are posted to the  Servicer's  obligor  records  maintained no more than two
                      business  days after  receipt,  or such other  number of days  specified  in the  transaction
                      agreements, and allocated to principal,  interest or other items (e.g., escrow) in accordance
                      with the related pool asset documents.
--------------------- ---------------------------------------------------------------------------------------------- --------------
--------------------- ---------------------------------------------------------------------------------------------- --------------
                      The  Servicer's  records  regarding  the pool assets agree with the  Servicer's  records with           X
1122(d)(4)(v)         respect to an obligor's unpaid principal balance.
--------------------- ---------------------------------------------------------------------------------------------- --------------
--------------------- ---------------------------------------------------------------------------------------------- --------------
                      Changes  with  respect  to the  terms or status  of an  obligor's  pool  assets  (e.g.,  loan           X
                      modifications  or  re-agings)  are made,  reviewed  and approved by  authorized  personnel in
1122(d)(4)(vi)        accordance with the transaction agreements and related pool asset documents.
--------------------- ---------------------------------------------------------------------------------------------- --------------
--------------------- ---------------------------------------------------------------------------------------------- --------------
                      Loss mitigation or recovery  actions (e.g.,  forbearance  plans,  modifications  and deeds in           X
                      lieu of foreclosure,  foreclosures and repossessions, as applicable) are initiated, conducted
                      and concluded in accordance  with the  timeframes or other  requirements  established  by the
1122(d)(4)(vii)       transaction agreements.
--------------------- ---------------------------------------------------------------------------------------------- --------------
--------------------- ---------------------------------------------------------------------------------------------- --------------
1122(d)(4)(viii)      Records  documenting  collection  efforts  are  maintained  during the period a pool asset is           X
                      delinquent in accordance with the transaction  agreements.  Such records are maintained on at
                      least a monthly basis,  or such other period  specified in the  transaction  agreements,  and
                      describe  the  entity's  activities  in  monitoring  delinquent  pool assets  including,  for
                      example,  phone calls,  letters and payment  rescheduling plans in cases where delinquency is
                      deemed temporary (e.g., illness or unemployment).
--------------------- ---------------------------------------------------------------------------------------------- --------------
--------------------- ---------------------------------------------------------------------------------------------- --------------
1122(d)(4)(ix)        Adjustments  to interest  rates or rates of return for pool assets  with  variable  rates are           X
                      computed based on the related pool asset documents.
--------------------- ---------------------------------------------------------------------------------------------- --------------
--------------------- ---------------------------------------------------------------------------------------------- --------------
1122(d)(4)(x)         Regarding  any funds held in trust for an obligor (such as escrow  accounts):  (A) such funds           X
                      are analyzed,  in accordance with the obligor's pool asset  documents,  on at least an annual
                      basis,  or such other period  specified in the transaction  agreements;  (B) interest on such
                      funds is paid, or credited,  to obligors in accordance  with  applicable pool asset documents
                      and state laws;  and (C) such funds are  returned to the obligor  within 30 calendar  days of
                      full  repayment  of the related pool  assets,  or such other number of days  specified in the
                      transaction agreements.
--------------------- ---------------------------------------------------------------------------------------------- --------------
--------------------- ---------------------------------------------------------------------------------------------- --------------
                      Payments  made on behalf of an obligor  (such as tax or  insurance  payments)  are made on or           X
                      before the related  penalty or expiration  dates,  as indicated on the  appropriate  bills or
                      notices for such  payments,  provided  that such support has been received by the servicer at
                      least 30 calendar  days prior to these dates,  or such other number of days  specified in the
1122(d)(4)(xi)        transaction agreements.
--------------------- ---------------------------------------------------------------------------------------------- --------------
--------------------- ---------------------------------------------------------------------------------------------- --------------
                      Any late payment  penalties in connection with any payment to be made on behalf of an obligor           X
                      are paid from the  Servicer's  funds and not charged to the obligor,  unless the late payment
1122(d)(4)(xii)       was due to the obligor's error or omission.
--------------------- ---------------------------------------------------------------------------------------------- --------------
--------------------- ---------------------------------------------------------------------------------------------- --------------
                      Disbursements  made on behalf of an  obligor  are  posted  within  two  business  days to the           X
                      obligor's records  maintained by the servicer,  or such other number of days specified in the
1122(d)(4)(xiii)      transaction agreements.
--------------------- ---------------------------------------------------------------------------------------------- --------------
--------------------- ---------------------------------------------------------------------------------------------- --------------
                      Delinquencies,  charge-offs  and  uncollectible  accounts  are  recognized  and  recorded  in           X
1122(d)(4)(xiv)       accordance with the transaction agreements.
--------------------- ---------------------------------------------------------------------------------------------- --------------
--------------------- ---------------------------------------------------------------------------------------------- --------------
                      Any external enhancement or other support,  identified in Item 1114(a)(1) through (3) or Item
1122(d)(4)(xv)        1115 of Regulation AB, is maintained as set forth in the transaction agreements.
--------------------- ---------------------------------------------------------------------------------------------- --------------




                                                      [NAME OF OWNER] [NAME OF SUBSERVICER]


                                                     Date:    _________________________



                                                     By:      _________________________
                                                     Name:
                                                     Title:





                                                               EXHIBIT K

                                                  REPORTING DATA FOR REALIZED LOSSES AND GAINS

                                     Calculation of Realized Loss/Gain Form 332– Instruction Sheet

         NOTE: Do not net or combine  items.  Show all expenses  individually  and all credits as separate line items.  Claim  packages
         are due within 90 days of liquidation.  Late  submissions  may result in claims not being passed until the following  month.
         The Servicer is responsible to remit all funds pending loss approval and /or resolution of any disputed items.
a.
b.       The numbers on the 332 form correspond with the numbers listed below.
         Liquidation and Acquisition Expenses:
         1.       The Actual Unpaid Principal Balance of the Mortgage Loan. For  documentation,  an Amortization  Schedule from date of
                  default through liquidation breaking out the net interest and servicing fees advanced is required.

         2.       The Total  Interest  Due less the  aggregate  amount of servicing  fee that would have been earned if all  delinquent
                  payments  had been  made as  agreed.  For  documentation,  an  Amortization  Schedule  from date of  default  through
                  liquidation breaking out the net interest and servicing fees advanced is required.

         3.       Accrued  Servicing  Fees based upon the Scheduled  Principal  Balance of the Mortgage Loan as calculated on a monthly
                  basis. For  documentation,  an Amortization  Schedule from date of default through  liquidation  breaking out the net
                  interest and servicing fees advanced is required.

         4-12.    Complete as applicable.  Required documentation:

                  *  For taxes and insurance advances – see page 2 of 332 form - breakdown required showing period

                     of coverage,  base tax,  interest,  penalty.  Advances prior to default  require  evidence of servicer  efforts to
                     recover advances.

                   *  For escrow advances - complete payment history

                      (to calculate advances from last positive escrow balance forward)

                  *  Other expenses -  copies of corporate advance history showing all payments

                  *  REO repairs > $1500 require explanation

                  *  REO repairs >$3000 require evidence of at least 2 bids.

                  *  Short Sale or Charge Off require P&L supporting the decision and WFB's approved Officer Certificate

                  *  Unusual or extraordinary items may require further documentation.

         13.      The total of lines 1 through 12.

c.       Credits:
         14-21.   Complete as applicable.  Required documentation:

                  * Copy of the HUD 1 from the REO sale.  If a 3rd Party Sale, bid instructions and Escrow Agent / Attorney

                     Letter of Proceeds Breakdown.

                  *  Copy of EOB for any MI or gov't guarantee

                  *  All other credits need to be clearly defined on the 332 form

         22.      The total of lines 14 through 21.

         Please Note:      For  HUD/VA  loans,  use line  (18a) for Part  A/Initial  proceeds  and line  (18b) for Part  B/Supplemental
                           proceeds.

         Total Realized Loss (or Amount of Any Gain)
         23.      The total derived from  subtracting  line 22 from 13. If the amount  represents a realized  gain,  show the amount in
                  parenthesis (   ).

                                              Calculation of Realized Loss/Gain Form 332

         Prepared by:  __________________                     Date:  _______________
         Phone:  ______________________   Email Address:_____________________


----------------------------------    --------------------------------------    --------------------------------------------
Servicer Loan No.                     Servicer Name                             Servicer Address
----------------------------------    --------------------------------------    --------------------------------------------

         WELLS FARGO BANK, N.A. Loan No._____________________________

         Borrower's Name: _________________________________________________________
         Property Address: _________________________________________________________

         Liquidation Type:  REO Sale                  3rd Party Sale            Short Sale       Charge Off

         Was this loan granted a Bankruptcy deficiency or cramdown              Yes         No
         If "Yes", provide deficiency or cramdown amount _______________________________

         Liquidation and Acquisition Expenses:
         (1)  Actual Unpaid Principal Balance of Mortgage Loan         $ ______________ (1)
         (2)  Interest accrued at Net Rate                                       ________________(2)
         (3)  Accrued Servicing Fees                                             ________________(3)
         (4)  Attorney's Fees                                                    ________________(4)
         (5)  Taxes (see page 2)                                                 ________________(5)
         (6)  Property Maintenance                                              ________________ (6)
         (7)  MI/Hazard Insurance Premiums (see page 2)                          ________________(7)
         (8)  Utility Expenses                                                   ________________(8)
         (9)  Appraisal/BPO                                             ________________(9)
         (10) Property Inspections                                               ________________(10)
         (11) FC Costs/Other Legal Expenses                             ________________(11)
         (12) Other (itemize)                                                    ________________(12)
                  Cash for Keys__________________________               ________________(12)
                  HOA/Condo Fees_______________________                 ________________(12)
                  ______________________________________                ________________(12)

                  Total Expenses                                                $ _______________(13)
         Credits:
         (14) Escrow Balance                                                    $ _______________(14)
         (15) HIP Refund                                                        ________________ (15)
         (16) Rental Receipts                                                   ________________ (16)
         (17) Hazard Loss Proceeds                                              ________________ (17)
         (18) Primary Mortgage Insurance / Gov't Insurance                      ________________ (18a) HUD Part A
                                                                                ________________           (18b) HUD Part B
         (19) Pool Insurance Proceeds                                           ________________ (19)
         (20) Proceeds from Sale of Acquired Property                  ________________ (20)
         (21) Other (itemize)                                                   ________________ (21)
              _________________________________________                ________________ (21)

              Total Credits                                            $________________(22)
         Total Realized Loss (or Amount of Gain)                       $________________(23)


Escrow Disbursement Detail


------------------ --------------- ------------------ ---------------- --------------- -------------------- ------------------
           Type             Date            Period             Total            Base            Penalties            Interest
                        Paid          of Coverage          Paid            Amount
         (Tax
     /Ins.)
------------------ --------------- ------------------ ---------------- --------------- -------------------- ------------------





                                                                                                              Exhibit  I-11

                                           ASSIGNMENT, ASSUMPTION AND RECOGNITION AGREEMENT

         This  Assignment,  Assumption and  Recognition  Agreement  (the "AAR  Agreement") is made and entered into as of June 30, 2006
(the "Closing Date"),  among EMC Mortgage  Corporation (the "Assignor"),  Citibank,  N.A., not in its individual capacity but solely as
trustee for the holders of Bear Stearns ALT-A Trust 2006-4,  Mortgage  Pass-Through  Certificates,  Series 2006-4 (the  "Assignee") and
EverHome Mortgage Company (f/k/a Alliance Mortgage Company) (the "Company").

         Whereas,  pursuant  to the  Recognition  Agreement,  dated as of June 1, 2006,  between  the  Assignor  and the  Company  (the
"Recognition Agreement"),  the Company agreed to service the mortgage loans listed on Attachment 1 annexed hereto (the "Called Mortgage
Loans")  in  accordance  with the terms and  conditions  of the  Subservicing  Agreement,  dated as of August 1,  2002,  as  amended by
Amendment  No. 1, dated as of January 1, 2006,  between the  Company and the  Assignor  (as  amended  and  modified in the  Recognition
Agreement, the "Subservicing Agreement");

         Whereas,  the Assignor  purchased  certain mortgage loans (the "Market Street Loans") from Market Street Mortgage  Corporation
("Market  Street")  pursuant to that certain  Mortgage Loan Purchase  Agreement,  dated as of August 1, 2005,  between the Assignor and
Market Street, and that certain Term Sheet, dated as of February 8, 2006, between the Assignor and Market Street; and

         Whereas,  the Assignor  purchased  certain  mortgage  loans (the "Ivy Loans" and,  together with the Market Street Loans,  the
"2006-4  Mortgage Loans" listed on Attachment 2 annexed hereto) from SIB Mortgage Corp.  ("Ivy") pursuant to that certain Mortgage Loan
Purchase  and Interim  Servicing  Agreement  dated as of November 1, 2001,  between the  Assignor  and Ivy, and that certain Term Sheet
between the Assignor and Ivy; and

         Whereas,  the  Company  agreed to  service  the 2006-4  Mortgage  Loans in  accordance  with the terms and  conditions  of the
Subservicing Agreement.

         In consideration of the mutual promises and agreements  contained herein, and for other good and valuable  consideration,  the
receipt and sufficiency of which are hereby  acknowledged,  the parties hereto agree that the mortgage loans listed on Attachment 1 and
Attachment  2  annexed  hereto  (collectively,  the  "Assigned  Loans")  shall be  subject  to the  terms of this  AAR  Agreement.  Any
capitalized term used and not otherwise defined herein shall have the meaning assigned to such term in the Subservicing Agreement.

Assignment and Assumption

         1.       Except as expressly  provided for herein,  the Assignor  hereby grants,  transfers and assigns to the Assignee all of
its  right,  title and  interest  as in, to and  under (a) the  Assigned  Loans  and (b) as they  relate  to the  Assigned  Loans,  the
Recognition Agreement and the Subservicing  Agreement.  Notwithstanding  anything to the contrary contained herein, the Assignor is not
assigning to the Assignee any of its right,  title and  interest,  to and under the  Subservicing  Agreement  with respect to any other
mortgage  loan  other  than  the  Assigned  Loans.   Except  as  is  otherwise   expressly  provided  herein,  the  Assignor  makes  no
representations,  warranties or covenants to the Assignee and the Assignee  acknowledges  that the Assignor has no  obligations  to the
Assignee under the terms of the Recognition Agreement or Subservicing  Agreement or otherwise relating to the transaction  contemplated
herein (including, but not limited to, any obligation to indemnify the Assignee).

         Assignor  acknowledges  and agrees that upon  execution of this  Agreement,  the Assignee  shall become the "Owner"  under the
Subservicing  Agreement,  and all  representations,  warranties  and covenants by the  "Company" to the "Owner" under the  Subservicing
Agreement including, but not limited to, the rights to receive indemnification, shall accrue to Assignee by virtue of this Agreement.

Representations, Warranties and Covenants

         2.       Assignor warrants and represents to, and covenants with, Assignee and Company as of the date hereof that:

                  a.  Attached  hereto as Attachment 3 and Attachment 4 are true and correct copies of the  Subservicing  Agreement and
                      Recognition  Agreement,  respectively,  each of which is in full force and  effect as of the date  hereof and the
                      provisions of which have not been waived,  amended or modified in any respect,  nor has any notice of termination
                      been given thereunder;

                  b.  Assignor is the lawful  owner of the Assigned  Loans with full right to transfer  the Assigned  Loans and any and
                      all of its interests,  rights and obligations under the Subservicing  Agreement and the Recognition  Agreement as
                      they  relate to the  Assigned  Loans,  free and clear  from any and all  claims  and  encumbrances;  and upon the
                      transfer of the Assigned  Loans to Assignee as  contemplated  herein and in the Mortgage Loan Purchase  Agreement
                      dated as of June 30, 2006 between the Assignor and  Structured  Asset Mortgage  Investments II Inc.  ("SAMI II"),
                      Assignee shall have good title to each and every  Assigned Loan, as well as any and all of Assignor's  interests,
                      rights and  obligations  under the  Subservicing  Agreement and the  Recognition  Agreement as they relate to the
                      Assigned Loans, free and clear of any and all liens, claims and encumbrances;

                  c.  There are no offsets,  counterclaims  or other  defenses  available  to the Company  with respect to the Assigned
                      Loans, the Recognition Agreement or the Subservicing Agreement;

                  d.  Assignor has no knowledge of, and has not received  notice of, any waivers  under,  or any  modification  of, any
                      Assigned Loan;

                  e.  Assignor is duly  organized,  validly  existing and in good standing  under the laws of the  jurisdiction  of its
                      incorporation, and has all requisite power and authority to acquire, own and sell the Assigned Loans;

                  f.  Assignor has full corporate power and authority to execute,  deliver and perform its  obligations  under this AAR
                      Agreement,  and  to  consummate  the  transactions  set  forth  herein.  The  consummation  of  the  transactions
                      contemplated by this AAR Agreement is in the ordinary  course of Assignor's  business and will not conflict with,
                      or result in a breach of, any of the terms,  conditions or provisions of Assignor's  articles of incorporation or
                      by-laws or any legal  restriction,  or any material  agreement or instrument to which  Assignor is now a party or
                      by which it is bound,  or result in the  violation of any law,  rule,  regulation,  order,  judgment or decree to
                      which  Assignor or its  property is subject.  The  execution,  delivery and  performance  by Assignor of this AAR
                      Agreement and the consummation by it of the transactions  contemplated  hereby,  have been duly authorized by all
                      necessary  corporate  action on part of Assignor.  This AAR  Agreement  has been duly  executed and  delivered by
                      Assignor  and,  upon the due  authorization,  execution  and  delivery by Assignee and the parties  hereto,  will
                      constitute the valid and legally binding obligation of Assignor  enforceable  against Assignor in accordance with
                      its terms except as  enforceability  may be limited by  bankruptcy,  reorganization,  insolvency,  moratorium  or
                      other  similar  laws now or  hereafter  in  effect  relating  to  creditors'  rights  generally,  and by  general
                      principles of equity regardless of whether enforceability is considered in a proceeding in equity or at law; and

                  g.  No consent,  approval,  order or authorization of, or declaration,  filing or registration with, any governmental
                      entity is required to be obtained or made by Assignor in connection  with the execution,  delivery or performance
                      by Assignor of this AAR Agreement,  or the consummation by it of the transactions  contemplated  hereby.  Neither
                      Assignor nor anyone acting on its behalf has offered,  transferred,  pledged,  sold or otherwise  disposed of the
                      Assigned  Loans or any  interest  in the  Assigned  Loans,  or  solicited  any offer to buy or accept a transfer,
                      pledge  or other  disposition  of the  Assigned  Loans,  or any  interest  in the  Assigned  Loans  or  otherwise
                      approached  or  negotiated  with respect to the Assigned  Loans,  or any interest in the Assigned  Loans with any
                      Person in any manner,  or made any general  solicitation by means of general  advertising or in any other manner,
                      or taken any other action which would  constitute a  distribution  of the Assigned Loans under the Securities Act
                      of 1933, as amended (the "1933 Act") or which would render the  disposition  of the Assigned Loans a violation of
                      Section 5 of the 1933 Act or require registration pursuant thereto.

         3.       The Assignee warrants and represents to, and covenants with, the Assignor and the Company as of the date hereof that:

                  a.  Assignee is duly  organized,  validly  existing and in good standing  under the laws of the  jurisdiction  of its
                      organization  and has all requisite  power and  authority to hold the Assigned  Loans on behalf of the holders of
                      Bear Stearns ALT-A Trust 2006-4, Mortgage Pass-Through Certificates, Series 2006-4;

                  b.  Assignee has full corporate power and authority to execute,  deliver and perform its  obligations  under this AAR
                      Agreement,  and  to  consummate  the  transactions  set  forth  herein.  The  consummation  of  the  transactions
                      contemplated by this AAR Agreement is in the ordinary  course of Assignee's  business and will not conflict with,
                      or result in a breach of, any of the terms,  conditions or  provisions  of  Assignee's  charter or by-laws or any
                      legal  restriction,  or any material  agreement or instrument to which  Assignee is now a party or by which it is
                      bound, or result in the violation of any law, rule,  regulation,  order,  judgment or decree to which Assignee or
                      its property is subject.  The  execution,  delivery and  performance  by Assignee of this AAR  Agreement  and the
                      consummation  by it of the  transactions  contemplated  hereby,  have  been  duly  authorized  by  all  necessary
                      corporate  action on part of Assignee.  This AAR  Agreement has been duly executed and delivered by Assignee and,
                      upon the due  authorization,  execution  and delivery by Assignor and the parties  hereto,  will  constitute  the
                      valid and legally  binding  obligation of Assignee  enforceable  against  Assignee in  accordance  with its terms
                      except as enforceability may be limited by bankruptcy,  reorganization,  insolvency,  moratorium or other similar
                      laws now or hereafter in effect  relating to creditors'  rights  generally,  and by general  principles of equity
                      regardless of whether enforceability is considered in a proceeding in equity or at law;

                  c.  No consent,  approval,  order or authorization of, or declaration,  filing or registration with, any governmental
                      entity is required to be obtained or made by Assignee in connection  with the execution,  delivery or performance
                      by Assignee of this AAR Agreement, or the consummation by it of the transactions contemplated hereby; and

                  d.  The  Assignee  assumes for the benefit of each of Assignor and Company all of the rights and  obligations  of the
                      Assignor  under the  Recognition  Agreement and the  Subservicing  Agreement  with respect to the Assigned  Loans
                      other than the right to enforce the obligations of the Company under the Subservicing Agreement.

         4.       Company warrants and represents to, and covenants with, Assignor and Assignee, as of the date hereof, that:

                  a.  Attached hereto as Attachment 3 and Attachment 4 are true and accurate  copies of the  Recognition  Agreement and
                      Subservicing  Agreement,  respectively,  each of which is in full force and effect as of the date  hereof and the
                      provisions of which have not been waived,  amended or modified in any respect,  nor has any notice of termination
                      been given thereunder;

                  b.  Company is duly  organized,  validly  existing and in good  standing  under the laws of the  jurisdiction  of its
                      incorporation,  and has all requisite  power and authority to service the Assigned Loans and otherwise to perform
                      its obligations under the Recognition Agreement and the Subservicing Agreement;

                  c.  Company has full corporate  power and authority to execute,  deliver and perform its  obligations  under this AAR
                      Agreement,  and  to  consummate  the  transactions  set  forth  herein.  The  consummation  of  the  transactions
                      contemplated  by this AAR Agreement is in the ordinary  course of Company's  business and will not conflict with,
                      or result in a breach of, any of the terms,  conditions or provisions of Company's  articles of  incorporation or
                      by-laws or any legal  restriction,  or any material agreement or instrument to which Company is now a party or by
                      which it is bound, or result in the violation of any law, rule,  regulation,  order,  judgment or decree to which
                      Company or its property is subject.  The  execution,  delivery and  performance  by Company of this AAR Agreement
                      and the consummation by it of the transactions  contemplated  hereby,  have been duly authorized by all necessary
                      corporate  action on part of Company.  This AAR Agreement  has been duly executed and delivered by Company,  and,
                      upon the due  authorization,  execution  and delivery by Assignor and  Assignee,  will  constitute  the valid and
                      legally  binding  obligation  of Company,  enforceable  against  Company in  accordance  with its terms except as
                      enforceability  may be limited by bankruptcy,  reorganization,  insolvency,  moratorium or other similar laws now
                      or hereafter in effect relating to creditors'  rights generally,  and by general  principles of equity regardless
                      of whether enforceability is considered in a proceeding in equity or at law;

                  d.  No consent,  approval,  order or authorization of, or declaration,  filing or registration with, any governmental
                      entity is required to be obtained or made by Company in connection  with the  execution,  delivery or performance
                      by Company of this AAR Agreement, or the consummation by it of the transactions contemplated hereby;

                  e.  Company shall establish a Custodial  Account and an Escrow Account under the  Subservicing  Agreement in favor of
                      Assignee with respect to the Assigned Loans separate from the Custodial  Accounts and Escrow Accounts  previously
                      established under the Subservicing Agreement in favor of Assignor;

                  f.  Pursuant to Section 10.02 of the  Subservicing  Agreement,  the Company hereby restates the  representations  and
                      warranties  set forth in  Article  III of the  Subservicing  Agreement  with  respect to the  Company  and/or the
                      Assigned Loans; and

                  g.  Neither this AAR Agreement nor any certification,  statement,  report or other agreement,  document or instrument
                      furnished  or to be  furnished  by the  Company  pursuant  to this AAR  Agreement  contains  or will  contain any
                      materially  untrue  statement  of fact or omits or will  omit to state a fact  necessary  to make the  statements
                      contained therein not misleading.

5.       The Company hereby restates the representations  and warranties set forth in Section 3(j) of the Subservicing  Agreement as of
the date hereof.

         Notwithstanding  anything to the contrary in the  Subservicing  Agreement,  the Company shall (or shall cause any  Third-Party
Originator  to) (i)  immediately  notify  Assignor and SAMI II in writing of (A) legal  proceedings  pending  against the  Company,  or
proceedings  known to be contemplated by  governmental  authorities  against the Company which in the judgment of the Company would be,
in each case,  material to purchasers of securities  backed by the Assigned Loans,  (B) any  affiliations or  relationships of the type
described  in Item 1119(b) of  Regulation  AB that develop  following  the date hereof  between the Company and any of the above listed
parties or other  parties  identified  in writing by the Assignor or SAMI II with respect to the  Securitization  Transaction  and (ii)
provide to the Assignor and SAMI II a description of such proceedings, affiliations or relationships.

         Each  notice/update  regarding  Regulation  AB  should  be sent to the  Assignor  by  e-mail  to  regABnotifications@bear.com.
Additionally, all such notifications, other than those pursuant to (i)(A) above, should be sent to:

                           EMC Mortgage Corporation
                           2780 Lake Vista Drive
                           Lewisville, Texas 75067
                           Attention: Conduit Seller Approval Dept.
                           Facsimile: (214) 626-3751
                           Email: sellerapproval@bear.com

                           with copies to:

                           Bear, Stearns & Co. Inc.
                           383 Madison Avenue, 3rd Floor
                           New York, NY  10179
                           Attention:  Global Credit Administration
                           Facsimile:  (212) 272-6564

                           Notifications pursuant to (i)(A) above should be sent to:

                           EMC Mortgage Corporation
                           Two Mac Arthur Ridge
                           909 Hidden Ridge Drive, Suite 200
                           Irving, TX  75038
                           Attention:  Associate General Counsel for Loan Administration
                           Facsimile:  (972) 831-2555

                           with a copy to:

                           Bear, Stearns & Co. Inc.
                           383 Madison Avenue, 3rd Floor
                           New York, NY  10179
                           Attention:  Global Credit Administration
                           Facsimile:  (212) 272-6564

         6.       Assignor hereby agrees to indemnify and hold the Assignee (and its successors and assigns)  harmless  against any and
all claims, losses,  penalties,  fines,  forfeitures,  legal fees and related costs, judgments,  and any other costs, fees and expenses
that Assignee (and its  successors  and assigns) may sustain in any way related to any breach of the  representations  or warranties of
Assignor set forth in this AAR Agreement or the breach of any covenant or condition contained herein.

Recognition of Assignee

         7.       From and after the date hereof,  Company shall recognize  Assignee as owner of the Assigned Loans,  and  acknowledges
that the Assigned Loans are intended to be part of a REMIC or multiple  REMICs,  and will service the Assigned Loans in accordance with
the  Subservicing  Agreement,  the  Recognition  Agreement  and this AAR Agreement but in no event in a manner that would (i) cause any
such intended  REMIC to fail to qualify as a REMIC or (ii) result in the  imposition of a tax upon any such intended  REMIC  (including
but not limited to the tax on prohibited  transactions as defined in Section  860F(a)(2) of the Code and the tax on  contributions to a
REMIC set forth in Section  860G(d) of the Code).  It is the intention of Assignor,  Company and Assignee that this AAR Agreement shall
be binding  upon and for the benefit of the  respective  successors  and assigns of the parties  hereto.  Neither  Company nor Assignor
shall amend or agree to amend,  modify,  waive,  or otherwise  alter any of the terms or  provisions of the  Subservicing  Agreement or
Recognition  Agreement which  amendment,  modification,  waiver or other  alteration would in any way affect the Assigned Loans without
the prior written consent of Assignee.

         8.       Notwithstanding  any term hereof to the contrary,  it is expressly  understood  and agreed by the parties hereto that
(a) the  execution  and delivery of this AAR  Agreement by the Assignee is solely in its capacity as trustee (the  "Trustee")  for Bear
Stearns ALT-A Trust 2006-4,  Mortgage  Pass-Through  Certificates,  Series 2006-4 pursuant to the Pooling and Servicing  Agreement (the
"Pooling and Servicing  Agreement"),  dated as of June 1, 2006, among SAMI II, the Assignor,  the Assignee,  Wells Fargo Bank, National
Association,  as master  servicer  (the "Master  Servicer")  and as securities  administrator,  and not  individually,  (b) each of the
representations,  undertakings  and  agreements  herein made on behalf of Bear  Stearns  ALT-A Trust  2006-4 (the  "Trust") is made and
intended  not as personal  representations,  undertakings  and  agreements  of the Trustee but is made and  intended for the purpose of
binding only the Trust and (c) under no  circumstances  shall the Trustee be personally  liable for the payment of any  indebtedness or
expenses of the Assignee or the Trust or be liable for the breach or failure of any  obligation,  representation,  warranty or covenant
made or  undertaken by the  Assignee,  the Assignor or the Trust under this AAR  Agreement or made or  undertaken by the Assignee,  the
Assignor or the Trust under the  Subservicing  Agreement,  the  Recognition  Agreement  or the Pooling  and  Servicing  Agreement.  Any
recourse  against the Assignee in respect of any  obligations it may have under or pursuant to the terms of this AAR Agreement shall be
limited  solely to the assets it may hold as trustee of Bear Stearns ALT-A Trust 2006-4,  Mortgage  Pass-Through  Certificates,  Series
2006-4.

Miscellaneous

         9.       All demands,  notices and communications related to the Assigned Loans, the Subservicing  Agreement,  the Recognition
Agreement and this AAR Agreement  shall be in writing and shall be deemed to have been duly given if personally  delivered at or mailed
by registered mail, postage prepaid, as follows:

                  a.  In the case of Company,
                           EverHome Mortgage Company
                           8100 Nations Way
                           Jacksonville, Florida
                           Attention:  Carolyn Cragg
                           Telecopier No.: (904) 281-6206

                with a copy to:
                           EverHome Mortgage Company
                           8100 Nations Way
                           Jacksonville, Florida
                           Attention:  Michael C. Koster
                           Telecopier No.: (904) 281-6145

                  b.  In the case of Assignor,
                           EMC Mortgage Corporation
                           2780 Lake Vista Drive
                           Lewisville, Texas 75067
                           Attention: Conduit Seller Approval Dept.
                           Facsimile: (214) 626-3751
                           Email: sellerapproval@bear.com

                  c.  In the case of Assignee,
                           Citibank, N.A.
                           388 Greenwich Street, 14th Floor
                           New York, New York 10013
                           Attention:  Structured Finance Agency & Trust —BSALTA 2006-4
                           Telecopier No.: (212) 816-5527


                  d.  In the case of the Securities Administrator,
                           Wells Fargo Bank, National Association
                           9062 Old Annapolis Road
                           Columbia, Maryland 21045
                           Attention: BSALTA 2006-4
                           Telecopier No.: (410) 715-2380

         10.      With respect to the Subservicing  Agreement,  and with respect to any other servicing  agreement executed between the
Company and the Assignor  related to the  servicing of mortgage  loans in connection  with Bear Stearns  ALT-A Trust  2006-4,  Mortgage
Pass-Through  Certificates,  Series 2006-4 ("Other Subservicing Agreement"),  the Company agrees and acknowledges that a default by the
Company under one Servicing  Agreement or Other Servicing  Agreement which continues for a period in excess of the cure period provided
for in such Servicing  Agreement or Other  Servicing  Agreement  shall  constitute a default by the Company under each of the Servicing
Agreement and Other Subservicing Agreement.

         11.      This AAR  Agreement  shall be  construed  in  accordance  with the laws of the State of New York,  without  regard to
conflicts of law  principles  (other than Section 5-1401 of the New York General  Obligations  Law),  and the  obligations,  rights and
remedies of the parties hereunder shall be determined in accordance with such laws.

         12.      No term or  provision  of this AAR  Agreement  may be waived or modified  unless such  waiver or  modification  is in
writing and signed by the party against whom such waiver or modification is sought to be enforced.

         13.      This AAR Agreement  shall inure to the benefit of the successors and assigns of the parties  hereto.  Any entity into
which Assignor,  Assignee or Company may be merged or consolidated  shall,  without the requirement for any further writing,  be deemed
Assignor, Assignee or Company, respectively, hereunder.

         14.      This AAR Agreement  shall survive the conveyance of the Assigned Loans,  the assignment of the Recognition  Agreement
or the  Subservicing  Agreement to the extent of the  Assigned  Loans by Assignor to Assignee and the  termination  of the  Recognition
Agreement or Subservicing Agreement.

         15.      This AAR Agreement may be executed simultaneously in any number of counterparts.  Each counterpart shall be deemed to
be an original and all such counterparts shall constitute one and the same instrument.

         16.      In the event that any provision of this AAR Agreement  conflicts with any provision of the  Recognition  Agreement or
Subservicing Agreement with respect to the Assigned Loans, the terms of this AAR Agreement shall control.

         17.      The Company  hereby  acknowledges  that Wells Fargo  Bank,  National  Association  has been  appointed  as the master
servicer of the Assigned  Loans pursuant to the Pooling and Servicing  Agreement and therefor has the right to enforce all  obligations
of the  Company,  as they  relate  to the  Assigned  Loans,  under  the  Recognition  Agreement,  Subservicing  Agreement  and this AAR
Agreement.  Such rights will include,  without  limitation,  the right to terminate the Servicer under the Subservicing  Agreement upon
the occurrence of an event of default  thereunder,  the right to receive all  remittances  required to be made by the Company under the
Subservicing  Agreement,  the right to receive all monthly  reports and other data  required to be delivered  by the Company  under the
Subservicing  Agreement,  the right to examine the books and records of the Company,  indemnification rights, and the right to exercise
certain rights of consent and approval  relating to actions taken by the Company.  The Company shall make all  distributions  under the
Subservicing  Agreement,  as they relate to the Assigned Loans, to the Master Servicer by wire transfer of immediately  available funds
to:

                  Wells Fargo Bank, National Association
                  ABA#121000248
                  Account Name: SAS Clearing
                  Account # 3970771416
                  FFC to: BSALTA 2006-4, Account #50927900.

and the Company shall deliver all reports  required to be delivered under the  Subservicing  Agreement,  as they relate to the Assigned
Loans, to the Assignee at the address set forth in Section 9(c) herein and to the Master Servicer at:

                  Wells Fargo Bank, National Association
                  9062 Old Annapolis Road
                  Columbia, Maryland 21045
                  Attention: BSALTA 2006-4
                  Telecopier No.: (410) 715-2380



                  IN WITNESS WHEREOF, the parties hereto have executed this Agreement on the date first above written.



EMC MORTAGE CORPORATION,                                     CITIBANK, N.A., as trustee, the Assignee
the Assignor

By:____________________________________
                                                             By:_____________________________________

Its:___________________________________                      Its:____________________________________

EVERHOME MORTGAGE COMPANY,
the Company

By:____________________________________
Its:___________________________________

Acknowledged and Agreed

WELLS FARGO BANK,
NATIONAL ASSOCIATION


By:____________________________________
Its:___________________________________





                                                             ATTACHMENT 1


                                                             CALLED LOANS


                                                        (Provided Upon Request)





                                                             ATTACHMENT 2


                                                         2006-4 MORTGAGE LOANS


                                                        (Provided Upon Request)





                                                             ATTACHMENT 3


                                                         RECOGNITION AGREEMENT


                                                        (Provided upon request)




                                                             ATTACHMENT 4


                                                        SUBSERVICING AGREEMENT


                                                        (Provided Upon Request)





                                                                                                                  Exhibit  I-12


                                           ASSIGNMENT, ASSUMPTION AND RECOGNITION AGREEMENT

         This is an  Assignment,  Assumption and  Recognition  Agreement  (this "AAR  Agreement")  made as of June 30, 2006,  among EMC
Mortgage  Corporation  (the  "Assignor"),  Citibank,  N.A., not  individually but solely as trustee for the holders of the Bear Stearns
ALT-A Trust 2006-4,  Mortgage  Pass-Through  Certificates,  Series 2006-4 (the "Assignee") and GreenPoint  Mortgage Funding,  Inc. (the
"Company").

         In  consideration of the mutual promises  contained  herein the parties hereto agree that the residential  mortgage loans (the
"Assigned  Loans") listed on Attachment 1 annexed hereto (the "Assigned Loan Schedule")  purchased by the Assignor from the Company and
now serviced by Company for Assignor and its successors and assigns pursuant to (a) the Purchase,  Warranties and Servicing  Agreement,
dated as of September 1, 2003, as amended by Amendment No. 1 to the Purchase,  Warranties and Servicing Agreement,  dated as of January
1, 2006,  between  Assignor and Company (as amended,  the "PWS Agreement") and (b) the Term Sheets dated March 27, 2005, June 14, 2005,
June 21, 2005 and March 14, 2006,  each  between  Assignor and Company (the "Term  Sheets" and  together  with the PWS  Agreement,  the
"Agreements")  shall be subject  to the terms of this AAR  Agreement.  Capitalized  terms used  herein but not  defined  shall have the
meanings ascribed to them in the PWS Agreement.

                                                       Assignment and Assumption

         Except as expressly provided for herein,  the Assignor hereby grants,  transfers and assigns to the Assignee all of its right,
title and interest as in, to and under (a) the Assigned  Loans and (b) the  Agreements  with respect to the Assigned  Loans;  provided,
however,  that the Assignor is not  assigning to the Assignee any of its right,  title or interest,  in, to and under the PWS Agreement
with  respect to any  mortgage  loan other than the  Assigned  Loans  listed on Exhibit A.  Notwithstanding  anything  to the  contrary
contained  herein,  the Assignor  specifically  reserves  and does not assign to the  Assignee any right,  title and interest in, to or
under the  representations  and  warranties  contained  in Section  3.01 and  Section  3.02 of the PWS  Agreement  and the  Assignor is
retaining  the right to enforce the  representations  and  warranties  set forth in those  sections  against the Company.  Except as is
otherwise  expressly provided herein, the Assignor makes no  representations,  warranties or covenants to the Assignee and the Assignee
acknowledges  that the Assignor has no obligations  to the Assignee  under the terms of the PWS Agreement or otherwise  relating to the
transaction contemplated herein (including, but not limited to, any obligation to indemnify the Assignee).

                                               Representations, Warranties and Covenants

         1.       Assignor warrants and represents to Assignee and Company as of the date hereof:

          (a)     Attached  hereto as Attachment 2 are true and accurate  copies of the Agreements  which  agreements are in full force
and effect as of the date hereof and the  provisions  of which have not been waived,  amended or modified in any  respect,  nor has any
notice of termination been given thereunder;

          (b)     Assignor is the lawful owner of the Assigned  Loans with full right to transfer the Assigned Loans and any and all of
its interests,  rights and obligations  under the PWS Agreement as they relate to the Assigned  Loans,  free and clear from any and all
claims and  encumbrances;  and upon the  transfer of the Assigned  Loans to Assignee as  contemplated  herein and in the Mortgage  Loan
Purchase  Agreement  dated as of June 30, 2006 between the Assignor and  Structured  Asset Mortgage  Investments  II Inc.  ("SAMI II"),
Assignee  shall have good title to each and every  Assigned  Loan, as well as any and all of Assignee's  interests and rights under the
PWS Agreement as they relate to the Assigned Loans, free and clear of any and all liens, claims and encumbrances;

          (c)     There are no offsets,  counterclaims or other defenses available to Company with respect to the Assigned Loans or the
PWS Agreement;

          (d)     Assignor  has no  knowledge  of, and has not  received  notice of, any waivers  under,  or any  modification  of, any
Assigned Loan;

          (e)     Assignor  is duly  organized,  validly  existing  and in good  standing  under  the laws of the  jurisdiction  of its
incorporation, and has all requisite power and authority to acquire, own and sell the Assigned Loans;

          (f)     Assignor has full  corporate  power and  authority  to execute,  deliver and perform its  obligations  under this AAR
Agreement,  and to consummate  the  transactions  set forth herein.  The  consummation  of the  transactions  contemplated  by this AAR
Agreement is in the ordinary  course of  Assignor's  business and will not conflict  with,  or result in a breach of, any of the terms,
conditions or provisions of Assignor's  charter or by-laws or any legal  restriction,  or any material agreement or instrument to which
Assignor is now a party or by which it is bound,  or result in the violation of any law, rule,  regulation,  order,  judgment or decree
to which  Assignor or its property is subject.  The  execution,  delivery and  performance  by Assignor of this AAR  Agreement  and the
consummation by it of the transactions  contemplated  hereby,  have been duly authorized by all necessary  corporate action on the part
of Assignor.  This AAR  Agreement has been duly  executed and  delivered by Assignor  and,  upon the due  authorization,  execution and
delivery by Assignee and Company,  will constitute the valid and legally binding  obligation of Assignor  enforceable  against Assignor
in accordance with its terms except as enforceability  may be limited by bankruptcy,  reorganization,  insolvency,  moratorium or other
similar laws now or hereafter in effect relating to creditors'  rights  generally,  and by general  principles of equity  regardless of
whether enforceability is considered in a proceeding in equity or at law;

          (g)     No consent,  approval,  order or  authorization  of, or declaration,  filing or registration  with, any  governmental
entity is required to be obtained or made by Assignor in connection  with the  execution,  delivery or  performance by Assignor of this
AAR Agreement, or the consummation by it of the transactions contemplated hereby;

          (h)     Neither Assignor nor anyone acting on its behalf has offered,  transferred,  pledged,  sold or otherwise  disposed of
the  Assigned  Loans or any  interest in the  Assigned  Loans,  or  solicited  any offer to buy or accept a  transfer,  pledge or other
disposition  of the Assigned  Loans,  or any interest in the Assigned Loans or otherwise  approached or negotiated  with respect to the
Assigned  Loans,  or any interest in the Assigned  Loans with any Person in any manner,  or made any general  solicitation  by means of
general  advertising  or in any other manner,  or taken any other action which would  constitute a  distribution  of the Assigned Loans
under the Securities  Act of 1933, as amended (the "1933 Act") or which would render the  disposition of the Assigned Loans a violation
of Section 5 of the 1933 Act or require registration pursuant thereto;

          (i)     The Assignor has received from Company, and has delivered to the Assignee,  all documents required to be delivered to
Assignor by the  Company  prior to the date  hereof  pursuant  to the PWS  Agreement  with  respect to the  Assigned  Loans and has not
received, and has not requested from the Company, any additional documents; and

          (j)     There is no action, suit,  proceeding,  investigation or litigation pending or, to Assignor's knowledge,  threatened,
which either in any instance or in the aggregate,  if determined adversely to Assignor,  would adversely affect Assignor's execution or
delivery  of, or the  enforceability  of, this AAR  Agreement,  or the  Assignor's  ability to perform its  obligations  under this AAR
Agreement.

         2.       Assignee warrants and represents to, and covenants with, Assignor and Company as of the date hereof:

          (a)     Assignee  is duly  organized,  validly  existing  and in good  standing  under  the laws of the  jurisdiction  of its
organization  and has all  requisite  power and  authority to hold the  Assigned  Loans as trustee on behalf of the holders of the Bear
Stearns ALT-A Trust 2006-4, Mortgage Pass-Through Certificates, Series 2006-4;

          (b)     Assignee has full  corporate  power and  authority  to execute,  deliver and perform its  obligations  under this AAR
Agreement,  and to consummate  the  transactions  set forth herein.  The  consummation  of the  transactions  contemplated  by this AAR
Agreement is in the ordinary  course of  Assignee's  business and will not conflict  with,  or result in a breach of, any of the terms,
conditions or provisions of Assignee's  charter or by-laws or any legal  restriction,  or any material agreement or instrument to which
Assignee is now a party or by which it is bound,  or result in the violation of any law, rule,  regulation,  order,  judgment or decree
to which  Assignee or its property is subject.  The  execution,  delivery and  performance  by Assignee of this AAR  Agreement  and the
consummation by it of the  transactions  contemplated  hereby,  have been duly authorized by all necessary  corporate action on part of
Assignee.  This AAR Agreement has been duly executed and delivered by Assignee and, upon the due authorization,  execution and delivery
by Assignor and  Company,  will  constitute  the valid and legally  binding  obligation  of Assignee  enforceable  against  Assignee in
accordance  with its terms except as  enforceability  may be limited by  bankruptcy,  reorganization,  insolvency,  moratorium or other
similar laws now or hereafter in effect relating to creditors'  rights  generally,  and by general  principles of equity  regardless of
whether enforceability is considered in a proceeding in equity or at law;

          (c)     No consent,  approval,  order or  authorization  of, or declaration,  filing or registration  with, any  governmental
entity is required to be obtained or made by Assignee in connection  with the  execution,  delivery or  performance by Assignee of this
AAR Agreement, or the consummation by it of the transactions contemplated hereby;

          (d)     There is no action, suit,  proceeding,  investigation or litigation pending or, to Assignee's knowledge,  threatened,
which either in any instance or in the aggregate,  if determined adversely to Assignee,  would adversely affect Assignee's execution or
delivery  of, or the  enforceability  of, this AAR  Agreement,  or the  Assignee's  ability to perform its  obligations  under this AAR
Agreement; and

          (e)     Assignee  assumes for the benefit of each of the  Assignor and the Company all of the rights of the  Purchaser  under
the PWS Agreement with respect to the Assigned Loans.

         3.       Company warrants and represents to, and covenant with, Assignor and Assignee as of the date hereof:

          (a)     Attached hereto as Attachment 2 are true and accurate copies of the  Agreements,  which  agreements are in full force
and effect as of the date hereof and the  provisions  of which have not been waived,  amended or modified in any  respect,  nor has any
notice of termination been given thereunder;

          (b)     Company  is duly  organized,  validly  existing  and in good  standing  under  the  laws of the  jurisdiction  of its
incorporation,  and has all requisite power and authority to service the Assigned Loans and otherwise to perform its obligations  under
the PWS Agreement;

          (c)     Company has full  corporate  power and  authority  to execute,  deliver  and perform its  obligations  under this AAR
Agreement,  and to consummate  the  transactions  set forth herein.  The  consummation  of the  transactions  contemplated  by this AAR
Agreement is in the  ordinary  course of Company's  business  and will not conflict  with,  or result in a breach of, any of the terms,
conditions or provisions of Company's  charter or by-laws or any legal  restriction,  or any material  agreement or instrument to which
Company is now a party or by which it is bound, or result in the violation of any law, rule,  regulation,  order, judgment or decree to
which  Company or its  property  is  subject.  The  execution,  delivery  and  performance  by Company  of this AAR  Agreement  and the
consummation by it of the transactions  contemplated  hereby,  have been duly authorized by all necessary  corporate action on the part
of Company.  This AAR  Agreement  has been duly  executed and  delivered by Company,  and,  upon the due  authorization,  execution and
delivery by Assignor and Assignee,  will constitute the valid and legally binding  obligation of Company,  enforceable  against Company
in accordance with its terms except as enforceability  may be limited by bankruptcy,  reorganization,  insolvency,  moratorium or other
similar laws now or hereafter in effect relating to creditors'  rights  generally,  and by general  principles of equity  regardless of
whether enforceability is considered in a proceeding in equity or at law;

          (d)     No consent,  approval,  order or  authorization  of, or declaration,  filing or registration  with, any  governmental
entity is required to be obtained or made by Company in connection  with the execution,  delivery or performance by Company of this AAR
Agreement, or the consummation by it of the transactions contemplated hereby;

          (e)     The Company  shall  establish  a Custodial  Account and an Escrow  Account  under the PWS  Agreement  in favor of the
Assignee with respect to the Assigned Loans separate from the Custodial  Account and Escrow Account  previously  established  under the
PWS Agreement in favor of Assignor;

          (f)     No event has occurred from the Closing Date to the date hereof which would render the  representations and warranties
as to the related  Assigned  Loans made by the  Company in Sections  3.01 and 3.02 of the PWS  Agreement  to be untrue in any  material
respect; and

          (g)     Neither this AAR  Agreement  nor any  certification,  statement,  report or other  agreement,  document or instrument
furnished or to be furnished by the Company  pursuant to this AAR Agreement  contains or will contain any materially  untrue  statement
of fact or omits or will omit to state a material fact necessary to make the statements contained therein not misleading.

         4.       The Company hereby restates the  representations  and warranties set forth in Section 3.01(p) of the PWS Agreement as
of the date hereof.

         Notwithstanding  anything to the contrary in the PWS Agreement,  the Company shall (or shall cause any Third-Party  Originator
to) (i) immediately notify Assignor and SAMI II in writing of (A) legal proceedings  pending against the Company,  or proceedings known
to be  contemplated  by  governmental  authorities  against the Company  which in the  judgment of the Company  would be, in each case,
material to purchasers of securities  backed by the Assigned Loans and (B) any  affiliations or  relationships of the type described in
Item 1119(b) of Regulation AB that develop  following the date hereof  between the Company and any of the above listed parties or other
parties  identified  in writing by the  Assignor or SAMI II with  respect to the  Securitization  Transaction  and (ii)  provide to the
Assignor and SAMI II a description of such proceedings, affiliations or relationships.

         Each  notice/update  regarding  Regulation  AB  should  be sent to the  Assignor  by  e-mail  to  regABnotifications@bear.com.
Additionally, all such notifications, other than those pursuant to (i)(A) above, should be sent to:

                           EMC Mortgage Corporation
                           2780 Lake Vista Drive
                           Lewisville, Texas 75067
                           Attention: Conduit Seller Approval Dept.
                           Facsimile: (214) 626-3751
                           Email: sellerapproval@bear.com

                           with copies to:

                           Bear, Stearns & Co. Inc.
                           383 Madison Avenue, 3rd Floor
                           New York, NY  10179
                           Attention:  Global Credit Administration
                           Facsimile:  (212) 272-6564


                           Notifications pursuant to (i)(A) above should be sent to:


                           EMC Mortgage Corporation
                           2780 Lake Vista Drive
                           Lewisville, TX  75067-3884
                           Attention:  Conduit Seller Approval Dept.
                           Facsimile:  (214) 626-3751
                           Email:  sellerapproval@bear.com

                           with a copy to:

                           Bear, Stearns & Co. Inc.
                           383 Madison Avenue, 3rd Floor
                           New York, NY  10179
                           Attention:  Global Credit Administration
                           Facsimile:  (212) 272-6564

         5.       Assignor hereby agrees to indemnify and hold the Assignee (and its successors and assigns)  harmless  against any and
all claims, losses,  penalties,  fines,  forfeitures,  legal fees and related costs, judgments,  and any other costs, fees and expenses
that Assignee (and its  successors  and assigns) may sustain in any way related to any breach of the  representations  or warranties of
Assignor set forth in this AAR Agreement or the breach of any covenant or condition contained herein.

                                                        Recognition of Assignee

         6.       From and after the date hereof,  Company shall recognize  Assignee as owner of the Assigned Loans,  and  acknowledges
that the Assigned Loans are intended to be part of a REMIC or multiple  REMICs,  and will service the Assigned Loans in accordance with
the PWS  Agreement  (as modified by this AAR  Agreement)  but in no event in a manner that would (i) cause any such  intended  REMIC to
fail to qualify as a REMIC or (ii) result in the  imposition of a tax upon any such intended  REMIC  (including  but not limited to the
tax on  prohibited  transactions  as defined in Section  860F(a)(2)  of the Code and the tax on  contributions  to a REMIC set forth in
Section 860G(d) of the Code).  It is the intention of Assignor,  Company and Assignee that this AAR Agreement shall be binding upon and
for the benefit of the respective  successors and assigns of the parties  hereto.  Neither Company nor Assignor shall amend or agree to
amend, modify, waive, or otherwise alter any of the terms or provisions of the PWS Agreement which amendment,  modification,  waiver or
other alteration would in any way affect the Assigned Loans without the prior written consent of Assignee.

         7.       Notwithstanding  any term hereof to the contrary,  it is expressly  understood  and agreed by the parties hereto that
(a) the  execution  and delivery of this AAR  Agreement by the Assignee is solely in its capacity as trustee (the  "Trustee")  for Bear
Stearns ALT-A Trust 2006-4,  Mortgage  Pass-Through  Certificates,  Series 2006-4 pursuant to the Pooling and Servicing  Agreement (the
"Pooling and Servicing  Agreement"),  dated as of June 1, 2006, among SAMI II, the Assignor,  the Assignee,  Wells Fargo Bank, National
Association,  as master  servicer  (the "Master  Servicer")  and as securities  administrator,  and not  individually,  (b) each of the
representations,  undertakings  and  agreements  herein made on behalf of Bear  Stearns  ALT-A Trust  2006-4 (the  "Trust") is made and
intended  not as personal  representations,  undertakings  and  agreements  of the Trustee but is made and  intended for the purpose of
binding only the Trust and (c) under no  circumstances  shall the Trustee be personally  liable for the payment of any  indebtedness or
expenses of the Assignee or the Trust or be liable for the breach or failure of any  obligation,  representation,  warranty or covenant
made or  undertaken by the  Assignee,  the Assignor or the Trust under this AAR  Agreement or made or  undertaken by the Assignee,  the
Assignor or the Trust under the  Agreements or the Pooling and  Servicing  Agreement.  Any recourse  against the Assignee in respect of
any  obligations it may have under or pursuant to the terms of this AAR Agreement  shall be limited solely to the assets it may hold as
trustee for Bear Stearns ALT-A Trust 2006-4, Mortgage Pass-Through Certificates, Series 2006-4.

                                                     Modification of PWS Agreement

         8.       The Company and Assignor hereby amend the PWS Agreement as follows:

          (a)     The following definitions are added to Article I of the PWS Agreement:

         Assignee:  Citibank,  N.A., not in its individual  capacity but solely as trustee for the holders of the Bear Stearns
         ALT-A Trust 2006-4, Mortgage Pass-Through Certificates, Series 2006-4.

         Master Servicer:  Wells Fargo Bank, National  Association,  or its successors in interest who meet the qualifications
         of the Pooling and Servicing Agreement and this Agreement.

         Pooling and Servicing  Agreement:  That certain pooling and servicing  agreement,  dated as of June 1, 2006,  among SAMI
         II, the Trustee, the Master Servicer, the Securities Administrator and EMC Mortgage Corporation.

         SAMI II: Structured Asset Mortgage Investments II Inc. ("SAMI II")

         Securities Administrator: Wells Fargo Bank, National Association.

         Trustee:  Citibank, N.A., or its successor in interest, or any successor trustee appointed as provided in the Pooling
         and Servicing Agreement.

          (b)     The definition of Business Day is deleted in its entirety and replaced with the following:

         Business Day: Any day other than: (i) a Saturday or Sunday, or (ii) a legal holiday in the States of California,  New
         York,  Maryland or  Minnesota,  or (iii) a day on which banks in the States of New York,  Maryland or  Minnesota  are
         authorized or obligated by law or executive order to be closed.

          (c)     The Standard & Poor's rating of "A2" in the  definition  of Eligible  Account in Section 1.01 of the PWS Agreement is
hereby replaced with "AA".

          (d)     The following is added to the first sentence of the fourth paragraph of Section 4.13 of the PWS Agreement:

         ";  provided,  however,  that any REO  property  shall be disposed  of by the  Company  before the close of the third
         taxable year  following  the taxable year in which the Mortgage  Loan became an REO  property,  unless the Company is
         otherwise directed by the Assignee."

         (e)      Section 11.04 of the PWS Agreement is deleted in its entirety and replaced with the following:

         Section 11.04      Governing Law.

                  This Agreement and the related Term Sheet shall be governed by and construed in accordance  with the laws of
         the State of New York without giving effect to principles of conflicts of laws and except to the extent  preempted by
         Federal law and the obligations,  rights and remedies of the parties hereunder shall be determined in accordance with
         such laws.

                                                             Miscellaneous

         9.       All demands,  notices and  communications  related to the Assigned  Loans,  the PWS  Agreement and this AAR Agreement
shall be in writing  and shall be deemed to have been duly given if  personally  delivered  at or mailed by  registered  mail,  postage
prepaid, as follows:

         (a)      In the case of Company:
                  GreenPoint Mortgage Funding, Inc.
                  100 Wood Hollow Drive
                  Novato, California 94945
                  Attention: Susan Davia

         (b)      In the case of Assignor:
                  EMC Mortgage Corporation
                  Mac Arthur Ridge II
                  2780 Lake Vista Drive
                  Lewisville, Texas 75067
                  Attention:  President or General Counsel
                  Facsimile: (469) 759-4714

                  In the case of Assignee:
                  Citibank, N.A.
                  388 Greenwich Street, 14th Floor
                  New York, New York 10013
                  Attention:  Structured Finance Agency & Trust —BSALTA 2006-4
                  Telecopier No.: (212) 816-5527

         (c)      In the case of Securities Administrator:

                  Wells Fargo Bank, National Association
                  9062 Old Annapolis Road
                  Columbia, Maryland 21045
                  Attention: BSALTA 2006-4
                  Telecopier No.: (410) 715-2380

         10.      The Company  hereby  acknowledges  that Wells Fargo  Bank,  National  Association  has been  appointed  as the master
servicer of the Assigned  Loans pursuant to the Pooling and Servicing  Agreement and therefor has the right to enforce all  obligations
of the Company,  as they relate to the Assigned  Loans,  under the PWS  Agreement.  Such right will include,  without  limitation,  the
right to terminate the Company  under the PWS Agreement  upon the  occurrence of an event of default  thereunder,  the right to receive
all  remittances  required to be made by the Company under the PWS Agreement,  the right to receive all monthly  reports and other data
required  to be  delivered  by the  Company  under the PWS  Agreement,  the right to  examine  the books and  records  of the  Company,
indemnification  rights,  and the right to exercise  certain  rights of consent and approval  relating to actions taken by the Company.
The Company shall make all  distributions  under the PWS Agreement,  as they relate to the Assigned  Loans,  to the Master  Servicer by
wire transfer of immediately available funds to:

                  Wells Fargo Bank, National Association
                  ABA# 121000248
                  Account Name: SAS Clearing
                  Account # 3970771416
                  FFC to: BSALTA 2006-4, Account #50927900.

and the Company shall deliver all reports  required to be delivered  under the PWS Agreement,  as they relate to the Assigned Loans, to
the Assignee at the address set forth in Section 8(c) herein and to the Master Servicer at:

                  Wells Fargo Bank, National Association
                  9062 Old Annapolis Road
                  Columbia, Maryland 21045
                  Attention: BSALTA 2006-4

         11.      Each  party  will  pay any  commissions  it has  incurred  and the  fees of its  attorneys  in  connection  with  the
negotiations for, documenting of and closing of the transactions contemplated by this AAR Agreement.

         12.      This AAR  Agreement  shall be  construed  in  accordance  with the laws of the State of New York,  without  regard to
conflicts of law principles  (other than Section 5-1401 of the New York Obligations  Law), and the obligations,  rights and remedies of
the parties hereunder shall be determined in accordance with such laws.

         13.      No term or  provision  of this AAR  Agreement  may be waived or modified  unless such  waiver or  modification  is in
writing and signed by the party against whom such waiver or modification is sought to be enforced.

         14.      This AAR Agreement  shall inure to the benefit of the successors and assigns of the parties  hereto.  Any entity into
which Assignor,  Assignee or Company may be merged or consolidated  shall,  without the requirement for any further writing,  be deemed
Assignor, Assignee or Company, respectively, hereunder.

         15.      This AAR Agreement  shall survive the  conveyance of the Assigned  Loans,  the assignment of the PWS Agreement to the
extent of the Assigned Loans by Assignor to Assignee and the termination of the PWS Agreement.

         16.      This AAR Agreement may be executed  simultaneously  in any number of counterparts.  Each counterpart  shall be deemed
to be an original and all such counterparts shall constitute one and the same instrument.

         17.      In the event that any provision of this AAR Agreement  conflicts with any provision of the PWS Agreement with respect
to the Assigned Loans, the terms of this AAR Agreement shall control.




         IN WITNESS WHEREOF, the parties hereto have executed this AAR Agreement as of the day and year first above written.


                                                     EMC MORTGAGE CORPORATION
                                                     Assignor

                                                     By:_________________________________________
                                                     Name:_______________________________________
                                                     Title:______________________________________

                                                     CITIBANK, N.A., as
                                                     Trustee, the Assignee

                                                     By:_________________________________________
                                                     Name:_______________________________________
                                                     Title:______________________________________

                                                     GREENPOINT MORTGAGE FUNDING, INC. Company

                                                     By:_________________________________________
                                                     Name:_______________________________________
                                                     Title:______________________________________


ACKNOWLEDGED AND AGREED:

WELLS FARGO BANK,
NATIONAL ASSOCIATION


By:_________________________________________
Name:_______________________________________
Title:______________________________________





                                                             ATTACHMENT 1

                                                        ASSIGNED LOAN SCHEDULE


                                                       (Available upon request)





                                                             ATTACHMENT 2

                                                              AGREEMENTS

                                                       (Available Upon Request)





                                                                                                                 Exhibit  I-13


                                           ASSIGNMENT, ASSUMPTION AND RECOGNITION AGREEMENT

         This is an  Assignment,  Assumption and  Recognition  Agreement  (this "AAR  Agreement")  made as of June 30, 2006,  among EMC
Mortgage  Corporation  (the  "Assignor"),  Citibank,  N.A., not  individually but solely as trustee for the holders of the Bear Stearns
ALT-A Trust 2006-4,  Mortgage  Pass-Through  Certificates,  Series 2006-4 (the "Assignee") and First Tennessee Mortgage Services,  Inc.
(the "Company").

         In  consideration of the mutual promises  contained  herein the parties hereto agree that the residential  mortgage loans (the
"Assigned  Loans") listed on Attachment 1 annexed hereto (the  "Assigned Loan  Schedule")  purchased by the Assignor from First Horizon
Home Loan Corporation  ("First Horizon") pursuant to the Purchase,  Warranties and Servicing  Agreement,  dated as of September 1, 2003
(the "Purchase,  Warranties and Servicing  Agreement"),  as amended by Amendment No. 1, dated as of May 14, 2004, Amendment No. 2 dated
as of June 16, 2005,  Amendment No. 3 dated as of August 8, 2005 and  Amendment No. 4, dated as of December 21, 2005,  and that certain
term sheet dated as of February 27, 2006,  among  Assignor,  Company and First Horizon (the "Term  Sheet",  together with the Purchase,
Warranties and Servicing Agreement,  the "Purchase  Agreement") and now serviced by Company for Assignor and its successors and assigns
pursuant to the Purchase  Agreement shall be subject to the terms of this AAR Agreement.  Capitalized terms used herein but not defined
shall have the meanings ascribed to them in the Purchase Agreement.

                                                              Assignment and Assumption

         Except as expressly provided for herein,  the Assignor hereby grants,  transfers and assigns to the Assignee all of its right,
title and  interest as in, to and under (a) the  Assigned  Loans and (b) the Purchase  Agreement  with  respect to the Assigned  Loans;
provided,  however,  that the  Assignor is not  assigning to the  Assignee  any of its right,  title or interest,  in, to and under the
Purchase  Agreement  with respect to any mortgage loan other than the Assigned Loans listed on Exhibit A.  Notwithstanding  anything to
the contrary  contained herein,  the Assignor  specifically  reserves and does not assign to the Assignee any right, title and interest
in, to or under the  representations  and  warranties  contained in Section 3.01 and Section  3.02 of the Purchase  Agreement,  and any
obligation  of the Company to cure,  repurchase  or  substitute  for a mortgage  loan and to indemnify  the Assignor  with respect to a
breach of such  representations  and warranties pursuant to Section 3.03 and Section 8.01 of the Purchase Agreement and the Assignor is
retaining the right to enforce the  representations  and  warranties  and the  obligations  of the Company set forth in those  sections
against the  Company.  In  addition,  the Assignor  specifically  reserves  and does not assign to the  Assignee  any right,  title and
interest in, to or under  Section 2.09 of the  Purchase  Agreement.  Except as is otherwise  expressly  provided  herein,  the Assignor
makes no  representations,  warranties or covenants to the Assignee and the Assignee  acknowledges that the Assignor has no obligations
to the Assignee under the terms of the Purchase  Agreement or otherwise  relating to the transaction  contemplated  herein  (including,
but not limited to, any obligation to indemnify the Assignee).

                                                      Representations, Warranties and Covenants

         1.       Assignor warrants and represents to Assignee and Company as of the date hereof:

          (a)     Attached  hereto as Attachment 2 is a true and accurate  copy of the Purchase  Agreement  which  agreement is in full
force and effect as of the date hereof and the  provisions of which have not been waived,  amended or modified in any respect,  nor has
any notice of termination been given thereunder;

          (b)     Assignor is the lawful owner of the Assigned  Loans with full right to transfer the Assigned Loans and any and all of
its interests,  rights and obligations  under the Purchase  Agreement as they relate to the Assigned Loans, free and clear from any and
all claims and encumbrances;  and upon the transfer of the Assigned Loans to Assignee as contemplated herein,  Assignee shall have good
title to each and every  Assigned  Loan,  as well as any and all of Assignee's  interests,  rights and  obligations  under the Purchase
Agreement as they relate to the Assigned Loans, free and clear of any and all liens, claims and encumbrances;

          (c)     There are no offsets,  counterclaims or other defenses available to Company with respect to the Assigned Loans or the
Purchase Agreement;

          (d)     Assignor  has no  knowledge  of, and has not  received  notice of, any waivers  under,  or any  modification  of, any
Assigned Loan;

          (e)     Assignor  is duly  organized,  validly  existing  and in good  standing  under  the laws of the  jurisdiction  of its
incorporation, and has all requisite power and authority to acquire, own and sell the Assigned Loans;

          (f)     Assignor has full  corporate  power and  authority  to execute,  deliver and perform its  obligations  under this AAR
Agreement,  and to consummate  the  transactions  set forth herein.  The  consummation  of the  transactions  contemplated  by this AAR
Agreement is in the ordinary  course of  Assignor's  business and will not conflict  with,  or result in a breach of, any of the terms,
conditions or provisions of Assignor's  charter or by-laws or any legal  restriction,  or any material agreement or instrument to which
Assignor is now a party or by which it is bound,  or result in the violation of any law, rule,  regulation,  order,  judgment or decree
to which  Assignor or its property is subject.  The  execution,  delivery and  performance  by Assignor of this AAR  Agreement  and the
consummation by it of the transactions  contemplated  hereby,  have been duly authorized by all necessary  corporate action on the part
of Assignor.  This AAR  Agreement has been duly  executed and  delivered by Assignor  and,  upon the due  authorization,  execution and
delivery by Assignee and Company,  will constitute the valid and legally binding  obligation of Assignor  enforceable  against Assignor
in accordance with its terms except as enforceability  may be limited by bankruptcy,  reorganization,  insolvency,  moratorium or other
similar laws now or hereafter in effect relating to creditors'  rights  generally,  and by general  principles of equity  regardless of
whether enforceability is considered in a proceeding in equity or at law;

          (g)     No consent,  approval,  order or  authorization  of, or declaration,  filing or registration  with, any  governmental
entity is required to be obtained or made by Assignor in connection  with the  execution,  delivery or  performance by Assignor of this
AAR Agreement, or the consummation by it of the transactions contemplated hereby;

          (h)     Neither Assignor nor anyone acting on its behalf has offered,  transferred,  pledged,  sold or otherwise  disposed of
the  Assigned  Loans or any  interest in the  Assigned  Loans,  or  solicited  any offer to buy or accept a  transfer,  pledge or other
disposition  of the Assigned  Loans,  or any interest in the Assigned Loans or otherwise  approached or negotiated  with respect to the
Assigned  Loans,  or any interest in the Assigned  Loans with any Person in any manner,  or made any general  solicitation  by means of
general  advertising  or in any other manner,  or taken any other action which would  constitute a  distribution  of the Assigned Loans
under the Securities  Act of 1933, as amended (the "1933 Act") or which would render the  disposition of the Assigned Loans a violation
of Section 5 of the 1933 Act or require registration pursuant thereto;

          (i)     The Assignor has received from Company, and has delivered to the Assignee,  all documents required to be delivered to
Assignor by the Company  prior to the date hereof  pursuant to the Purchase  Agreement  with respect to the Assigned  Loans and has not
received, and has not requested from the Company, any additional documents; and

          (j)     There is no action, suit,  proceeding,  investigation or litigation pending or, to Assignor's knowledge,  threatened,
which either in any instance or in the aggregate,  if determined adversely to Assignor,  would adversely affect Assignor's execution or
delivery  of, or the  enforceability  of, this AAR  Agreement,  or the  Assignor's  ability to perform its  obligations  under this AAR
Agreement.

         2.       Assignee warrants and represents to, and covenants with, Assignor and Company as of the date hereof:

          (a)     Assignee  is duly  organized,  validly  existing  and in good  standing  under  the laws of the  jurisdiction  of its
organization  and has all  requisite  power and  authority to hold the  Assigned  Loans as trustee on behalf of the holders of the Bear
Stearns ALT-A Trust 2006-4, Mortgage Pass-Through Certificates, Series 2006-4;

          (b)     Assignee has full  corporate  power and  authority  to execute,  deliver and perform its  obligations  under this AAR
Agreement,  and to consummate  the  transactions  set forth herein.  The  consummation  of the  transactions  contemplated  by this AAR
Agreement is in the ordinary  course of  Assignee's  business and will not conflict  with,  or result in a breach of, any of the terms,
conditions or provisions of Assignee's  charter or by-laws or any legal  restriction,  or any material agreement or instrument to which
Assignee is now a party or by which it is bound,  or result in the violation of any law, rule,  regulation,  order,  judgment or decree
to which  Assignee or its property is subject.  The  execution,  delivery and  performance  by Assignee of this AAR  Agreement  and the
consummation by it of the  transactions  contemplated  hereby,  have been duly authorized by all necessary  corporate action on part of
Assignee.  This AAR Agreement has been duly executed and delivered by Assignee and, upon the due authorization,  execution and delivery
by Assignor and  Company,  will  constitute  the valid and legally  binding  obligation  of Assignee  enforceable  against  Assignee in
accordance  with its terms except as  enforceability  may be limited by  bankruptcy,  reorganization,  insolvency,  moratorium or other
similar laws now or hereafter in effect relating to creditors'  rights  generally,  and by general  principles of equity  regardless of
whether enforceability is considered in a proceeding in equity or at law;

          (c)     No consent,  approval,  order or  authorization  of, or declaration,  filing or registration  with, any  governmental
entity is required to be obtained or made by Assignee in connection  with the  execution,  delivery or  performance by Assignee of this
AAR Agreement, or the consummation by it of the transactions contemplated hereby;

          (d)     There is no action, suit,  proceeding,  investigation or litigation pending or, to Assignee's knowledge,  threatened,
which either in any instance or in the aggregate,  if determined adversely to Assignee,  would adversely affect Assignee's execution or
delivery  of, or the  enforceability  of, this AAR  Agreement,  or the  Assignee's  ability to perform its  obligations  under this AAR
Agreement; and

          (e)     Assignee  assumes for the benefit of each of the  Assignor and the Company all of the rights of the  Purchaser  under
the Purchase Agreement with respect to the Assigned Loans.

         3.       Company warrants and represents to, and covenant with, Assignor and Assignee as of the date hereof:

          (a)     Attached  hereto as Attachment 2 is a true and accurate copy of the Purchase  Agreement,  which  agreement is in full
force and effect as of the date hereof and the  provisions of which have not been waived,  amended or modified in any respect,  nor has
any notice of termination been given thereunder;

          (b)     Company  is duly  organized,  validly  existing  and in good  standing  under  the  laws of the  jurisdiction  of its
incorporation,  and has all requisite power and authority to service the Assigned Loans and otherwise to perform its obligations  under
the Purchase Agreement;

          (c)     Company has full  corporate  power and  authority  to execute,  deliver  and perform its  obligations  under this AAR
Agreement,  and to consummate  the  transactions  set forth herein.  The  consummation  of the  transactions  contemplated  by this AAR
Agreement is in the  ordinary  course of Company's  business  and will not conflict  with,  or result in a breach of, any of the terms,
conditions or provisions of Company's  charter or by-laws or any legal  restriction,  or any material  agreement or instrument to which
Company is now a party or by which it is bound, or result in the violation of any law, rule,  regulation,  order, judgment or decree to
which  Company or its  property  is  subject.  The  execution,  delivery  and  performance  by Company  of this AAR  Agreement  and the
consummation by it of the transactions  contemplated  hereby,  have been duly authorized by all necessary  corporate action on the part
of Company.  This AAR  Agreement  has been duly  executed and  delivered by Company,  and,  upon the due  authorization,  execution and
delivery by Assignor and Assignee,  will constitute the valid and legally binding  obligation of Company,  enforceable  against Company
in accordance with its terms except as enforceability  may be limited by bankruptcy,  reorganization,  insolvency,  moratorium or other
similar laws now or hereafter in effect relating to creditors'  rights  generally,  and by general  principles of equity  regardless of
whether enforceability is considered in a proceeding in equity or at law;

          (d)     No consent,  approval,  order or  authorization  of, or declaration,  filing or registration  with, any  governmental
entity is required to be obtained or made by Assignee in connection  with the  execution,  delivery or  performance  by Company of this
AAR Agreement, or the consummation by it of the transactions contemplated hereby;

          (e)     The Company shall  establish a Custodial  Account and an Escrow Account under the Purchase  Agreement in favor of the
Assignee with respect to the Assigned Loans separate from the Custodial  Account and Escrow Account  previously  established  under the
Purchase Agreement in favor of Assignor;

          (f)     No event has occurred from the Closing Date to the date hereof which would render the  representations and warranties
as to the related  Assigned Loans made by the Company in Sections 3.01 and 3.02 of the Purchase  Agreement to be untrue in any material
respect; and

          (g)     Neither this AAR  Agreement  nor any  certification,  statement,  report or other  agreement,  document or instrument
furnished or to be furnished by the Company  pursuant to this AAR Agreement  contains or will contain any materially  untrue  statement
of fact or omits or will omit to state a fact necessary to make the statements contained therein not misleading.

         4.       The  Company  hereby  restates  the  representations  and  warranties  set forth in Section  3.01(p) of the  Purchase
Agreement as of the date hereof.

         Notwithstanding  anything to the  contrary  in the  Purchase  Agreement,  the  Company  shall (or shall cause any  Third-Party
Originator  to) (i)  immediately  notify  Assignor and SAMI II in writing of (A) legal  proceedings  pending  against the  Company,  or
proceedings  known to be contemplated by  governmental  authorities  against the Company which in the judgment of the Company would be,
in each case,  material to purchasers of securities  backed by the Assigned Loans and (B) any affiliations or relationships of the type
described  in Item 1119(b) of  Regulation  AB that develop  following  the date hereof  between the Company and any of the above listed
parties or other  parties  identified  in writing by the Assignor or SAMI II with respect to the  Securitization  Transaction  and (ii)
provide to the Assignor and SAMI II a description of such proceedings, affiliations or relationships.

         Each  notice/update  regarding  Regulation  AB  should  be sent to the  Assignor  by  e-mail  to  regABnotifications@bear.com.
Additionally, all such notifications, other than those pursuant to (i)(A) above, should be sent to:

                           EMC Mortgage Corporation
                           2780 Lake Vista Drive
                           Lewisville, Texas 75067
                           Attention: Conduit Seller Approval Dept.
                           Facsimile: (214) 626-3751
                           Email: sellerapproval@bear.com


                           with copies to:

                           Bear, Stearns & Co. Inc.
                           383 Madison Avenue, 3rd Floor
                           New York, NY  10179
                           Attention:  Global Credit Administration
                           Facsimile:  (212) 272-6564

                           Notifications pursuant to (i)(A) above should be sent to:

                           EMC Mortgage Corporation
                           Two Mac Arthur Ridge
                           909 Hidden Ridge Drive, Suite 200
                           Irving, TX  75038
                           Attention:  Associate General Counsel for Loan Administration
                           Facsimile:  (972) 831-2555


                           with a copy to:

                           Bear, Stearns & Co. Inc.
                           383 Madison Avenue, 3rd Floor
                           New York, NY  10179
                           Attention:  Global Credit Administration
                           Facsimile:  (212) 272-6564

         5.       Assignor hereby agrees to indemnify and hold the Assignee (and its successors and assigns)  harmless  against any and
all claims, losses,  penalties,  fines,  forfeitures,  legal fees and related costs, judgments,  and any other costs, fees and expenses
that Assignee (and its  successors  and assigns) may sustain in any way related to any breach of the  representations  or warranties of
Assignor set forth in this AAR Agreement or the breach of any covenant or condition contained herein.

                                                               Recognition of Assignee

         6.       From and after the date hereof,  Company shall recognize  Assignee as owner of the Assigned Loans,  and  acknowledges
that the Assigned  Loans will be part of a REMIC,  and will service the Assigned  Loans in accordance  with the Purchase  Agreement (as
modified  by this AAR  Agreement)  but in no event in a manner  that  would (i) cause any REMIC to fail to  qualify  as a REMIC or (ii)
result in the  imposition  of a tax upon any REMIC  (including  but not  limited to the tax on  prohibited  transactions  as defined in
Section  860F(a)(2) of the Code and the tax on  contributions to a REMIC set forth in Section 860G(d) of the Code). It is the intention
of Assignor,  Company and Assignee that this AAR Agreement  shall be binding upon and for the benefit of the respective  successors and
assigns of the parties  hereto.  Neither Company nor Assignor shall amend or agree to amend,  modify,  waive, or otherwise alter any of
the terms or provisions of the Purchase  Agreement which  amendment,  modification,  waiver or other alteration would in any way affect
the Assigned Loans without the prior written consent of Assignee.

         7.       It is expressly  understood and agreed by the parties hereto that insofar as this AAR Agreement is executed on behalf
of the Assignee (i) this AAR  Agreement is executed and  delivered  by Citibank,  N.A.,  not in its  individual  capacity but solely as
trustee  under the Pooling and  Servicing  Agreement,  dated as of June 1, 2006 (the  "Pooling  and  Servicing  Agreement"),  among the
Assignor,  Structured Asset Mortgage  Investments II Inc.,  Citibank,  N.A., as trustee and Wells Fargo Bank,  National  Association as
securities  administrator  and master  servicer,  in the exercise of the powers and authority  conferred and vested in it, (ii) each of
the  representations,  undertakings and agreements herein made on the part of the Assignee is made and intended not as representations,
warranties,  covenants,  undertakings  and agreements by Citibank,  N.A. in its individual  capacity,  but is made and intended for the
purpose of binding only the Assignee,  (iii) under no  circumstances  shall  Citibank,  N.A. in its  individual  capacity be personally
liable for the  payment of any  indebtedness  or expenses  of the  Assignee  or be liable for the breach or failure of any  obligation,
representation,  warranty or covenant  made or undertaken  by the Assignee  under this AAR Agreement and (iv) any recourse  against the
Assignee in respect of any  obligations  it may have under or pursuant to the terms of this AAR  Agreement  shall be limited  solely to
the assets it may hold as trustee of Bear Stearns ALT-A Trust 2006-4.

         Company  shall  indemnify  and hold  harmless  the  Assignor,  each  affiliate  of the  Assignor,  Structured  Asset  Mortgage
Investments II Inc. ("SAMI II"), the Assignee,  Bear,  Stearns & Co. Inc. (the  "Underwriter")  and each affiliate of the  Underwriter,
each Person  (including,  but not limited to, the Master Servicer)  responsible for the preparation,  execution or filing of any report
required to be filed with the Commission,  or for execution of a  certification  pursuant to Rule 13a-14(d) or Rule 15d-14(d) under the
Exchange  Act,  each Person who controls the Assignor,  SAMI II, the Assignee or the  Underwriter  (within the meaning of Section 15 of
the Securities Act and Section 20 of the Exchange Act); and the respective present and former directors,  officers,  employees,  agents
and  affiliates of each of the foregoing  (each,  an  "Indemnified  Party"),  and shall hold each of them harmless from and against any
claims, losses, damages,  penalties,  fines,  forfeitures,  legal fees and expenses and related costs, judgments,  and any other costs,
fees and expenses that any of them may sustain arising out of or based upon:

                  (i)     (A)       any untrue  statement of a material fact  contained or alleged to be contained in any  information,
                          report,  certification,  data,  accountants'  letter or other  material  provided  under Section 11.18 of the
                          Purchase  Agreement  by or on behalf  of the  Assignor,  or  provided  under  Section  11.18 of the  Purchase
                          Agreement by or on behalf of any Subservicer,  Subcontractor  or Third-Party  Originator  (collectively,  the
                          "Company  Information"),  or (B) the  omission  or alleged  omission to state in the  Company  Information  a
                          material fact required to be stated in the Company  Information  or necessary in order to make the statements
                          therein,  in the light of the circumstances under which they were made, not misleading;  provided,  by way of
                          clarification,  that clause (B) of this  paragraph  shall be  construed  solely by  reference  to the Company
                          Information  and  not to any  other  information  communicated  in  connection  with a sale  or  purchase  of
                          securities,  without regard to whether the Company  Information or any portion thereof is presented  together
                          with or separately from such other information;

                  (ii)    any breach by the Company of its  obligations  under  Sections  6.04,  6.07 or 11.18 of  Purchase  Agreement,
                          including  particularly  any failure by the Company,  any Subservicer,  any  Subcontractor or any Third-Party
                          Originator to deliver any information, report, certification,  accountants' letter or other material when and
                          as required  under  Sections  6.04,  6.07 or 11.18 of the Purchase  Agreement,  including  any failure by the
                          Company to identify  pursuant to Section 11.21 any Subcontractor  "participating  in the servicing  function"
                          within the meaning of Item 1122 of Regulation AB;

                  (iii)   any  breach by the  Company  of a  representation  or  warranty  set forth in  Section  3.01 of the  Purchase
                          Agreement or in a writing furnished  pursuant to Section 3.01 of the Purchase Agreement and made as of a date
                          prior to the date hereof,  to the extent that such breach is not cured by the date  hereof,  or any breach by
                          the Company of a representation or warranty in a writing  furnished  pursuant to Section 3.01 of the Purchase
                          Agreement to the extent made as of a date subsequent to the date hereof; or

                  (iv)    the  negligence,  bad faith or willful  misconduct of the Company in connection  with its  performance  under
                          Sections 6.04, 6.07 or 11.18 of the Purchase Agreement.

         If the  indemnification  provided for herein is unavailable or  insufficient to hold harmless an Indemnified  Party,  then the
Company  agrees that it shall  contribute to the amount paid or payable by such  Indemnified  Party as a result of any claims,  losses,
damages or liabilities  incurred by such  Indemnified  Party in such proportion as is appropriate to reflect the relative fault of such
Indemnified Party on the one hand and the Company on the other.

         In the case of any failure of  performance  described in Section 11.18 of the Purchase  Agreement,  the Company shall promptly
reimburse the Underwriter,  SAMI II and each Person  responsible for the preparation,  execution or filing of any report required to be
filed with the  Commission,  or for execution of a  certification  pursuant to Rule 13a-14(d) or Rule 15d-14(d) under the Exchange Act,
for all costs reasonably  incurred by each such party in order to obtain the information,  report,  certification,  accountants' letter
or other material not delivered as required by the Company, any Subservicer, any Subcontractor or any Third-Party Originator.

                                                         Modification of Purchase Agreement

         8.       The Company and Assignor hereby amend the Purchase Agreement as follows:

          (a)     The following definitions are added to Article I of the Purchase Agreement:

         Assignee: Citibank, N.A., as trustee for the holders of the Bear Stearns ALT-A Trust 2006-4.

         Depositor: Structured Asset Mortgage Investments II Inc.

         Master Servicer:  Wells Fargo Bank, National  Association,  or its successors in interest who meet the qualifications
         of the Pooling and Servicing Agreement and this Agreement.

         Pooling and Servicing Agreement:  That certain pooling and servicing  agreement,  dated as of June 1, 2006, among the
         Depositor, the Trustee, the Master Servicer, the Securities Administrator and the Purchaser.

         Prepayment Charge: Any prepayment premium,  penalty or charge payable by a Mortgagor in connection with any Principal
         Prepayment on a Mortgage Loan pursuant to the terms of the related Mortgage Note.

         Securities  Administrator:  Wells  Fargo Bank,  National  Association,  or its  successors  in interest  who meet the
         qualifications of the Pooling and Servicing Agreement and this Agreement.

         Third-Party Originator:  Each Person, other than a Qualified  Correspondent,  that originated Mortgage Loans acquired
         by the Company.

         Trustee:  Citibank, N.A., or its successor in interest, or any successor trustee appointed as provided in the Pooling
         and Servicing Agreement.

          (b)     The definition of Business Day is deleted in its entirety and replaced with the following:

         Business  Day:  Any day other  than:  (i) a Saturday  or Sunday,  or (ii) a legal  holiday in the States of New York,
         Illinois,  Maryland, Minnesota or Texas, or (iii) a day on which banks in the States of New York, Maryland, Illinois,
         Minnesota or Texas are authorized or obligated by law or executive order to be closed.

          (c)     The definition of Servicing Criteria shall be revised as follows (new text underlined):

         Servicing  Criteria:  As of any  date of  determination,  the  "servicing  criteria"  set  forth in Item  1122(d)  of
         Regulation AB, or any amendments  thereto,  a summary of the  requirements of which as of the date hereof is attached
         hereto as Exhibit M for  convenience  of  reference  only.  In the event of a conflict or  inconsistency  between the
         terms of Exhibit M and the text of Item 1122(d) of  Regulation  AB, the text of Item 1122(d) of  Regulation  AB shall
         control (or those Servicing Criteria otherwise mutually agreed to by the Purchaser,  the Company and any Person that
         will be responsible for signing any Sarbanes  Certification  with respect to a Pass-Through  Transfer in response to
         evolving interpretations of Regulation AB and incorporated into a revised Exhibit M).

          (d)     The definition of Subservicer shall be revised as follows (new text underlined):

         Subservicer:  Any Person that services  Mortgage Loans on behalf of the Company or any Subservicer and is responsible
         for the performance  (whether directly or through  Subservicers or  Subcontractors)  of a substantial  portion of the
         material  servicing  functions  required to be performed by the Company  under this  Agreement or any  Reconstitution
         Agreement that are identified in Item 1122(d) of Regulation AB. Any subservicer  shall meet the  qualifications  set
         forth in Section 4.01.

          (e)     Section 3.01(p) of the Purchase Agreement shall be revised as follows (new text underlined):

         (p)      As of the date of each  Pass-Through  Transfer,  and except as has been otherwise  disclosed to the  Purchaser,  the
Master  Servicer  and  the  Depositor:  (1) no  default  or  servicing  related  performance  trigger  has  occurred  as to  any  other
securitization due to any act or failure to act of the Company;  (2) no material  noncompliance  with applicable  servicing criteria as
to any other  securitization  has been disclosed or reported by the Company;  (3) the Company has not been  terminated as servicer in a
residential  mortgage loan  securitization,  either due to a servicing  default or to  application of a servicing  performance  test or
trigger;  (4) no material  changes to the Company's  servicing  policies and procedures for similar loans has occurred in the preceding
three  years;  (5) there are no  aspects of the  Company's  financial  condition  that  could  have a  material  adverse  impact on the
performance by the Company of its obligations  hereunder;  (6) there are no legal proceedings  pending,  or known to be contemplated by
governmental  authorities,  against the Company  that could be material to  investors  in the  securities  issued in such  Pass-Through
Transfer;  and (7) there are no affiliations,  relationships or transactions relating to the Company of a type that are described under
Item 1119 of Regulation AB.

          (f)     Section 3.01(r) of the Purchase Agreement shall be deleted in its entirety and replaced with the following:

         (r)      If so requested by the Purchaser or any Depositor for the purpose of satisfying  its reporting  obligation  under the
Exchange Act with respect to any class of asset-backed  securities,  the Company shall (or shall cause each Subservicer and Third-Party
Originator to) (i) immediately  notify the Purchaser,  any Master Servicer and any Depositor in writing of (A) any material  litigation
or governmental  proceedings  pending  against the Company,  any Subservicer or any  Third-Party  Originator,  (B) any  affiliations or
relationships  that  develop  following  the closing  date of a  Pass-Through  Transfer  between the Company,  any  Subservicer  or any
Third-Party  Originator  and any of the  parties  specified  in clause (7) of  paragraph  (p) of this  Section  (and any other  parties
identified in writing by the requesting  party) with respect to such  Pass-Through  Transfer,  (C) any Event of Default under the terms
of this Agreement or any  Reconstitution  Agreement,  (D) any merger,  consolidation or sale of substantially  all of the assets of the
Company,  and (E) the  Company's  entry into an agreement  with a  Subservicer  to perform or assist in the  performance  of any of the
Company's  obligations  under this  Agreement or any  Reconstitution  Agreement  and (ii) provide to the  Purchaser and any Depositor a
description of such proceedings, affiliations or relationships.

         All notifications pursuant to this Section 3.01(r), other than those pursuant to Section 3.01(r)(i)(A), should be sent to:

         EMC Mortgage Corporation
         2780 Lake Vista Drive
         Lewisville, Texas 75067
         Attention: Conduit Seller Approval Dept.
         Facsimile: (214) 626-3751
         Email: sellerapproval@bear.com

         With a copy to:

         Bear, Stearns & Co. Inc.
         383 Madison Avenue, 3rd Floor
         New, York, NY 10179
         Attention:  Global Credit Administration
         Facsimile:  (212) 272-6564

         Notifications pursuant to Section 3.01(r)(i)(A) should be sent to:

         EMC Mortgage Corporation
         2780 Lake Vista Drive
         Lewisville, Texas 75067
         Attention: Conduit Seller Approval Dept.
         Facsimile: (214) 626-3751
         Email: sellerapproval@bear.com

         With copies to:

         Bear, Stearns & Co. Inc.
         383 Madison Avenue, 3rd Floor
         New, York, NY 10179
         Attention:  Global Credit Administration
         Facsimile:  (212) 272-6564

          (g)     Section 3.01(s) of the Purchase Agreement shall be revised as follows (new text underlined):

         (s)      As a condition to the succession to the Company or any  Subservicer  as servicer or subservicer  under this Agreement
or any  Reconstitution  Agreement by any Person (i) into which the Company or such Subservicer may be merged or  consolidated,  or (ii)
which may be  appointed as a successor to the Company or any  Subservicer,  the Company  shall  provide to the  Purchaser,  the Master
Servicer and any  Depositor,  at least 15 calendar days prior to the effective  date of such  succession  or  appointment,  (x) written
notice to the Purchaser,  the Master  Servicer and any Depositor of such  succession or appointment  and (y) in writing and in form and
substance reasonably  satisfactory to the Purchaser,  the Master Servicer and such Depositor,  all information  reasonably requested by
the Purchaser,  the Master Servicer or any Depositor in order to comply with its reporting  obligation under Item 6.02 of Form 8-K with
respect to any class of asset-backed securities.

          (h)     The following shall be added as Section 3.02(xx) of the Purchase Agreement:

         With respect to each Mortgage  Loan,  information  regarding the borrower  credit files related to such Mortgage Loan has been
furnished  to credit  reporting  agencies in  compliance  with the  provisions  of the Fair  Credit  Reporting  Act and the  applicable
implementing regulations.

          (i)     The following shall be added after the first paragraph of Section 4.01 of the Purchase Agreement:

         In addition,  the Company  shall  furnish  information  regarding  the borrower  credit files related to such Mortgage Loan to
credit  reporting  agencies  in  compliance  with the  provisions  of the Fair Credit  Reporting  Act and the  applicable  implementing
regulations.

          (j)     The third paragraph of Section 4.01 of the Purchase  Agreement shall be deleted in its entirety and replaced with the
following:

         Notwithstanding  anything to the contrary contained in this Agreement,  the Company shall not make or permit any modification,
waiver or  amendment of any term of any  Mortgage  Loan that would (i) effect an exchange or  reissuance  of such  Mortgage  Loan under
Section 1001 of the Code (or Treasury  regulations  promulgated  thereunder) and (ii) cause any REMIC created under the trust agreement
pursuant to any  Reconstitution  to fail to qualify as a REMIC or result in the imposition of any tax under Section  860F(a) of Section
860G(d) of the Code.

          (k)     The last paragraph in Section 4.02 of the Purchase Agreement is deleted and replaced with the following:

          The  Company  shall not waive any  Prepayment  Charge  unless:  (i) the  enforceability  thereof  shall have been  limited by
bankruptcy, insolvency,  moratorium,  receivership and other similar laws relating to creditors' rights generally, (ii) the enforcement
thereof is illegal,  or any local,  state or federal agency has threatened  legal action if the prepayment  penalty is enforced,  (iii)
the mortgage debt has been  accelerated in connection with a foreclosure or other  involuntary  payment or (iv) such waiver is standard
and  customary in servicing  similar  Mortgage  Loans and relates to a default or a reasonably  foreseeable  default and would,  in the
reasonable  judgment of the Company,  maximize  recovery of total proceeds taking into account the value of such Prepayment  Charge and
the related  Mortgage Loan. If a Prepayment  Charge is waived,  but does not meet the standards  described  above,  then the Company is
required to pay the amount of such waived Prepayment Charge by remitting such amount to the Master Servicer by the Remittance Date.

          (l)     The following shall be added at the end of the last paragraph of Section 4.03 of the Purchase Agreement:

                  In the event a Mortgage Loan is  charged-off,  the Mortgage Loan will be removed from the pool and  remittances  with
regard to such Mortgage Loan will occur on an  actual/actual  basis in the following  method:  no later than on each  Remittance  Date,
the  Company  shall cause all amounts  deposited  in the  Custodial  Account as of the close of business on the  immediately  preceding
Determination  Date, minus any amounts  attributable to Monthly Payments collected but not due on a Due Date or Dates subsequent to the
first day of the month of the Remittance  Date (which amounts shall be remitted on the Remittance  Date next  succeeding the Due Period
for such amounts) to be remitted to the Purchaser as follows:  (i) all  collections of principal  (ii) all  collections of interest net
of servicing fees (iii) liquidation  proceeds net of the Company's  servicing  advances.  In addition,  any prepayment in full shall be
remitted to the Purchaser within five (5) business days of collection.

          (m)     The second  paragraph  of Section 4.13 of the  Purchase  Agreement  is deleted in its entirety and replaced  with the
following:

         The Company shall notify the Assignor in accordance  with the Fannie Mae Guides of each  acquisition of REO Property upon such
acquisition  (and, in any event,  shall provide notice of the  consummation of any  foreclosure  sale within three (3) Business Days of
the date Company  receives  notice of such  consummation),  together  with a copy of the drive by appraisal or brokers price opinion of
the  Mortgaged  Property  obtained in  connection  with such  acquisition.  Thereafter,  the Assignor  shall assume the  marketing  and
administration  of such REO  Property  and shall sell such REO  Property  as  expeditiously  as  possible  and in  accordance  with the
provisions of the Pooling and Servicing  Agreement,  as if such  Mortgage  Loan were an EMC Mortgage  Loan.  Pursuant to its efforts to
sell such REO  Property,  the Assignor  shall  protect and conserve  such REO Property in the manner and to the extent  required by the
Pooling and Servicing  Agreement.  No Servicing  Fee shall be assessed or otherwise  accrue on any REO Property from and after the date
on which it becomes an REO Property.

          (n)     The  third-to-the-last  paragraph  of Section  5.02 of the  Purchase  Agreement  shall be deleted in its entirety and
replaced with the following:

         In addition,  the Company  shall  provide to the Purchaser  such other  information  known or available to the Company that is
necessary in order to provide the  distribution  and pool  performance  information  as required  under Item 1121 of Regulation  AB, as
amended from time to time,  as determined by the  Purchaser in its sole  discretion.  The Company shall also provide a monthly  report,
in the form of Exhibit E hereto,  or such other form as is mutually  acceptable to the Company,  the Purchaser and the Master Servicer,
Exhibit F with  respect  to  defaulted  mortgage  loans and  Exhibit  P, with  respect to  realized  losses  and gains,  with each such
report.

          (o)     Sections 6.04(a) and 6.04(b) of the Purchase Agreement shall be revised as follows (emphasis added):

         Section 6.04      Annual Statement as to Compliance; Annual Certification.

         (a)      The Company  will  deliver to the  Purchaser  or its  designee  and any Master  Servicer on or before March 1 of each
calendar  year  beginning  in 2007,  but in no event  later than March 15th of each  calendar  year  beginning  in 2007,  an  officers'
certificate signed by an authorized  officer of the Company acceptable to the Purchaser (an "Annual Statement of Compliance")  stating,
as to each  signatory  thereof,  that (i) a  review  of the  activities  of the  Company  during  the  preceding  calendar  year and of
performance  under this Agreement or other applicable  servicing  agreement has been made under such officers'  supervision and (ii) to
the best of such officers'  knowledge,  based on such review,  the Company has fulfilled all of its obligations under this Agreement or
other  applicable  servicing  agreement in all material  respects  throughout such year, or, if there has been a failure to fulfill any
such  obligation  in any  material  respect,  specifying  each such  failure  known to such  officer  and the nature and status of cure
provisions  thereof.  Such Annual  Statement of Compliance  shall contain no  restrictions  or limitations  on its use.  Copies of such
statement  shall be  provided  by the  Company to the  Purchaser  upon  request  and by the  Purchaser  to any Person  identified  as a
prospective  purchaser of the Mortgage Loans. In the event that the Company has delegated any servicing  responsibilities  with respect
to the  Mortgage  Loans to a  Subservicer,  the Company  shall  deliver an officer's  certificate  (an "Annual  Certification")  of the
Subservicer as described above as to each Subservicer as and when required with respect to the Company.

         (b)      With respect to any Mortgage Loans that are the subject of a Pass-Through  Transfer,  by on or before March 1 of each
calendar  year  beginning in 2007,  but in no event later than March 15th of each  calendar  year  beginning in 2007, an officer of the
Company shall execute and deliver an Annual  Certification  to the  Purchaser,  any Master  Servicer and any related  Depositor for the
benefit of each such entity and such entity's  affiliates  and the officers,  directors and agents of any such entity and such entity's
affiliates,  in the form  attached  hereto as Exhibit L. In the event that the Company has  delegated  any  servicing  responsibilities
with  respect to the  Mortgage  Loans to a  Subservicer,  the Company  shall  deliver an Annual  Certification  of the  Subservicer  as
described  above as to each  Subservicer as and when required with respect to the Company.  The Company  acknowledges  that the parties
identified  above  may rely on the  Annual  Certification  provided  by the  Company  pursuant  to this  clause in  signing a  Sarbanes
Certification and filing such with the Commission.

          (p)     The third paragraph of Section 6.04 of the Purchase Agreement shall be revised as follows (new text underlined):

         Failure of the Company to timely comply with Section 6.04 shall be deemed an Event of Default,  automatically,  without notice
and without any cured period,  notwithstanding any provision to the Purchase Agreement to the contrary,  and Purchaser may, in addition
to  whatever  rights the  Purchaser  may have under  Sections  3.03 and 8.01 and at law or equity or to damages,  including  injunctive
relief and specific  performance,  terminate  all the rights and  obligations  of the Company  under this  Agreement  and in and to the
Mortgage Loans and the proceeds  thereof without  compensating  the Company for the same, as provided in Section 9.01. Such termination
shall be considered  with cause pursuant to Section 10.01 of this  Agreement.  This paragraph  shall  supersede any other  provision in
this Agreement or any other agreement to the contrary.

          (q)     Section 6.05 of the Purchase Agreement shall be deleted in its entirety and replaced with the following:

         Section 6.05      [Reserved]

          (r)     The second paragraph of Section 6.07 of the Purchase Agreement shall be revised as follows (emphasis added):

         With  respect to any  Mortgage  Loans that are the  subject of a  Pass-Through  Transfer,  the  Company  shall  deliver to the
Purchaser or its  designee,  the Master  Servicer and the  Depositor on or before March 1 of each  calendar  year  beginning in 2007, a
report (an "Assessment of Compliance")  reasonably  satisfactory to the Purchaser,  the Master Servicer and the Depositor regarding the
Company's  assessment of  compliance  with the Servicing  Criteria  during the preceding  calendar year as required by Rules 13a-18 and
15d-18 of the Exchange  Act and Item 1122 of  Regulation  AB and which  should  address  each of the  "Applicable  Servicing  Criteria"
specified on Exhibit O attached  hereto,  which as of the date hereof,  require a report by an  authorized  officer of the Company that
contains the following:

          (s)     The ninth paragraph of Section 6.07 of the Purchase Agreement shall be revised as follows (new text underlined):

         With respect to any Mortgage  Loans that are the subject of a  Pass-Through  Transfer,  on or before March 1 of each  calendar
year  beginning in 2007,  the Company shall furnish to the  Purchaser or its designee,  the Master  Servicer and the Depositor a report
(an  "Attestation  Report") by a registered  public  accounting firm that attests to, and reports on, the Assessment of Compliance made
by the  Company,  as required by Rules  13a-18 and 15d-18 of the Exchange  Act and Item  1122(b) of  Regulation  AB, which  Attestation
Report must be made in accordance with standards for attestation  reports issued or adopted by the Public Company Accounting  Oversight
Board.

          (t)     The twelfth paragraph of Section 6.07 of the Purchase Agreement shall be revised as follows (new text underlined):

         Failure of the Company to timely  comply with this Section 6.07  (including  with respect to the cure  timeframes  required in
this section)  shall be deemed an Event of Default,  automatically,  without notice and without any cure period,  notwithstanding  any
provision of the Purchase  Agreement to the contrary,  unless otherwise agreed to by the Purchaser as described  herein,  and Purchaser
may, in addition to whatever  rights the Purchaser may have under Sections 3.03 and 8.01 and at law or equity or to damages,  including
injunctive  relief and specific  performance,  terminate all the rights and  obligations of the Company under this Agreement and in and
to the Mortgage  Loans and the proceeds  thereof  without  compensating  the Company for the same,  as provided in Section  9.01.  Such
termination  shall be considered  with cause  pursuant to Section 10.01 of this  Agreement.  This paragraph  shall  supercede any other
provision in this Agreement or any other agreement to the contrary.

          (u)     The first two sentences of the first full  paragraph of Section 6.08 shall be deleted and replaced with the following
(emphasis added):

         The Purchaser and the Company  acknowledge and agree that a purpose of Sections  3.01(p),  5.02,  6.04, 6.07 and 11.18 of this
Agreement is to facilitate  compliance by the  Purchaser and any Depositor  with the  provisions of Regulation AB and related rules and
regulations  of the  Commission.  None of the  Purchaser,  the Master  Servicer or the  Depositor  shall  exercise its right to request
delivery of information or other  performance  under these  provisions  other than in good faith, or for purposes other than compliance
with the Securities Act, the Exchange Act and the rules and regulations of the Commission thereunder.

          (v)     The first sentence of the last paragraph of Section 9.01 of the Purchase  Agreement  shall be revised as follows (new
text underlined):

         Then, and in each and every such case, so long as an Event of Default shall not have been remedied,  the Purchaser,  by notice
in writing to the  Company  (except in the case of an Event of Default  under  clauses  (iii),  (iv) or (v) or  Sections  6.04 and 6.07
above,  or as otherwise  stated herein,  in which case,  automatically  and without notice) Company may, in addition to whatever rights
the  Purchaser  may have under  Sections  3.03 and 8.01 and at law or equity or to damages,  including  injunctive  relief and specific
performance,  terminate all the rights and  obligations of the Company (and if the Company is servicing any of the Mortgage Loans in a
Pass-Through  Transfer,  appoint a successor  servicer  reasonably  acceptable to the Master Servicer for such  Pass-Through  Transfer)
under this Agreement and in and to the Mortgage Loans and the proceeds thereof without compensating the Company for the same.

          (w)     The following shall be added at the end of the last paragraph of Section 9.01 of the Purchase Agreement:

         The Company shall  promptly  reimburse the Purchaser  (or any designee of the  Purchaser,  such as a master  servicer) and the
Depositor,  as applicable,  for all  reasonable  expenses  incurred by the Purchaser (or such  designee) or the Depositor,  as such are
incurred,  in  connection  with the  termination  of the Company as servicer and the  transfer of servicing of the Mortgage  Loans to a
successor  servicer.  The  provisions of this paragraph  shall not limit whatever  rights the Purchaser or the Depositor may have under
other provisions of this Agreement and/or any applicable  Reconstitution  Agreement or otherwise,  whether in equity or at law, such as
an action for damages, specific performance or injunctive relief.

          (x)     The phrase  "without  giving effect to principles of conflicts of laws and" shall be added  following the phrase "the
State of New York" in Section 11.04 of the Purchase Agreement.

          (y)     The following provisions shall be added after Section 11.18(b)(vii) of the Purchase Agreement:

         (viii)  For the  purpose  of  satisfying  the  reporting  obligation  under  the  Exchange  Act with  respect  to any class of
asset-backed  securities,  the Company shall (or shall cause each Subservicer and Third-Party  Originator to) (i) provide prompt notice
to the  Purchaser,  the Master  Servicer and the  Depositor  in writing of (A) any  material  litigation  or  governmental  proceedings
involving the Company,  any Subservicer or any Third-Party  Originator,  (B) any affiliations or relationships  that develop  following
the closing date of a Pass-Through  Transfer between the Company, any Subservicer or any Third-Party  Originator and any of the parties
specified in clause (D) of paragraph (a) of this Section (and any other parties  identified  in writing by the  requesting  party) with
respect to such  Pass-Through  Transfer,  (C) any Event of Default under the terms of this Agreement or any  Reconstitution  Agreement,
(D) any  merger,  consolidation  or sale of  substantially  all of the  assets of the  Company,  and (E) the  Company's  entry  into an
agreement with a Subservicer to perform or assist in the  performance of any of the Company's  obligations  under this Agreement or any
Reconstitution  Agreement  and (ii) provide to the  Purchaser and any Depositor a  description  of such  proceedings,  affiliations  or
relationships;

         (ix) As a condition to the succession to the Company or any  Subservicer  as servicer or  subservicer  under this Agreement or
any  Reconstitution  Agreement  by any Person (i) into which the Company or such  Subservicer  may be merged or  consolidated,  or (ii)
which may be  appointed  as a successor to the Company or any  Subservicer,  the Company  shall  provide to the  Purchaser,  any Master
Servicer,  and any Depositor,  at least 15 calendar days prior to the effective  date of such  succession or  appointment,  (x) written
notice to the Purchaser and any Depositor of such  succession or  appointment  and (y) in writing and in form and substance  reasonably
satisfactory to the Purchaser and such Depositor,  all information  reasonably  requested by the Purchaser or any Depositor in order to
comply with its reporting obligation under Item 6.02 of Form 8-K with respect to any class of asset-backed securities;

         (x) In addition to such  information  as the Company,  as servicer,  is obligated to provide  pursuant to other  provisions of
this  Agreement,  not later than ten days prior to the  deadline for the filing of any  distribution  report on Form 10-D in respect of
any  Pass-Through  Transfer that includes any of the Mortgage  Loans  serviced by the Company or any  Subservicer,  the Company or such
Subservicer,  as applicable,  shall, to the extent the Company or such Subservicer has knowledge,  provide to the party responsible for
filing such report (including,  if applicable,  the Master Servicer) notice of the occurrence of any of the following events along with
all  information,  data, and materials  related  thereto as may be required to be included in the related  distribution  report on Form
10-D (as specified in the provisions of Regulation AB referenced below):

                           (A)      any material modifications,  extensions or waivers of pool asset terms, fees, penalties or payments
         during the distribution period or that have cumulatively become material over time (Item 1121(a)(11) of Regulation AB);

                           (B)      material  breaches of pool asset  representations  or warranties  or  transaction  covenants  (Item
         1121(a)(12) of Regulation AB); and

                           (C)      information  regarding new asset-backed  securities  issuances backed by the same pool assets,  any
         pool asset changes (such as, additions,  substitutions or repurchases), and any material changes in origination,  underwriting
         or other criteria for acquisition or selection of pool assets (Item 1121(a)(14) of Regulation AB); and

         (xi) The Company shall provide to the Purchaser,  any Master Servicer and any Depositor,  evidence of the authorization of the
person signing any  certification or statement,  copies or other evidence of Fidelity Bond Insurance and Errors and Omission  Insurance
policy,  financial  information  and reports,  and such other  information  related to the Company or any Subservicer or the Company or
such Subservicer's performance hereunder.

          (z)     The  fifth-to-the-last  paragraph of Section  11.18 of the Purchase  Agreement  shall be revised as follows (new text
underlined):

         The Company shall indemnify the Purchaser,  each affiliate of the Purchaser,  and each of the following parties  participating
in a  Pass-Through  Transfer:  each  sponsor  and issuing  entity;  each Person  (including,  but not limited to, any Master  Servicer)
responsible  for the  preparation,  execution  or filing of any report  required to be filed with the  Commission  with respect to such
Pass-Through  Transfer,  or for execution of a  certification  pursuant to Rule 13a-14(d) or Rule 15d-14(d) under the Exchange Act with
respect to such Pass-Through  Transfer;  each broker dealer acting as underwriter,  placement agent or initial  purchaser,  each Person
who  controls  any of such  parties or the  Depositor  (within  the meaning of Section 15 of the  Securities  Act and Section 20 of the
Exchange Act); and the respective  present and former directors,  officers,  employees,  agents and affiliates of each of the foregoing
and of the  Depositor  (each,  an  "Indemnified  Party"),  and shall hold each of them  harmless  from and against any claims,  losses,
damages,  penalties,  fines, forfeitures,  legal fees and expenses and related costs, judgments, and any other costs, fees and expenses
that any of them may sustain arising out of or based upon:

          (aa)    The  third-to-the-last  paragraph of Section 11.18 of the Purchase  Agreement  shall be revised as follows  (emphasis
added):

         (ii) any breach by the Company of its obligations  under Sections 6.04, 6.07 or 11.18,  including  particularly any failure by
the Company,  any Subservicer,  any  Subcontractor or any Third-Party  Originator to deliver any  information,  report,  certification,
accountants'  letter or other  material when and as required under these  Sections  6.04,  6.07 or 11.18,  including any failure by the
Company to identify  pursuant to Section 11.21 any Subcontractor  "participating in the servicing  function" within the meaning of Item
1122 of Regulation AB;

          (bb)    The following shall be added before the last paragraph of Section 11.18 of the Purchase Agreement:

         or (iv)  the  negligence bad faith or willful  misconduct of the Company in connection  with its  performance  under Sections
6.04, 6.07 or 11.18.

         If the  indemnification  provided for herein is unavailable or  insufficient to hold harmless an Indemnified  Party,  then the
Company  agrees that it shall  contribute to the amount paid or payable by such  Indemnified  Party as a result of any claims,  losses,
damages or liabilities  incurred by such  Indemnified  Party in such proportion as is appropriate to reflect the relative fault of such
Indemnified Party on the one hand and the Company on the other.

         In the case of any  failure of  performance  described  above,  the  Company  shall  promptly  reimburse  the  Purchaser,  any
Depositor,  as applicable,  and each Person  responsible  for the  preparation,  execution or filing of any report required to be filed
with the Commission  with respect to such  Pass-Through  Transfer,  or for execution of a  certification  pursuant to Rule 13a-14(d) or
Rule  15d-14(d)  under the Exchange Act with respect to such  Pass-Through  Transfer,  for all costs  reasonably  incurred by each such
party in order to obtain the information,  report,  certification,  accountants'  letter or other material not delivered as required by
the Company, any Subservicer, any Subcontractor or any Third-Party Originator.

         This indemnification shall survive the termination of this Agreement or the termination of any party to this Agreement.

          (cc)    Sections 11.21(b), 11.21(c) and 11.21(d) of the Purchase Agreement shall be revised as follows (new text underlined):

         (b)      The Company shall cause any Subservicer  used by the Company (or by any Subservicer) for the benefit of the Purchaser
and any Depositor to comply with the  provisions  of this Section and with  Sections  3.01(p),  3.01(s),  6.04,  6.07 and 11.18 of this
Agreement to the same extent as if such  Subservicer  were the Company,  and to provide the  information  required with respect to such
Subservicer  under  Section  3.01(r) of this  Agreement.  The Company shall be  responsible  for obtaining  from each  Subservicer  and
delivering to the  Purchaser,  the Master  Servicer and any Depositor  any Annual  Statement of Compliance  required to be delivered by
such  Subservicer  under Section  6.04(a),  any  Assessment  of  Compliance  and  Attestation  Report  required to be delivered by such
Subservicer under Section 6.07 and any Annual Certification required under Section 6.04(b) as and when required to be delivered.

         (c)      The Company  shall  promptly upon request  provide to the  Purchaser,  the Master  Servicer and any Depositor (or any
designee of the Depositor,  such as an administrator) a written description (in form and substance satisfactory to the Purchaser,  the
Master  Servicer  and such  Depositor)  of the role and  function of each  Subcontractor  utilized  by the Company or any  Subservicer,
specifying  (i) the  identity  of each  such  Subcontractor,  (ii)  which (if any) of such  Subcontractors  are  "participating  in the
servicing  function"  within the meaning of Item 1122 of  Regulation  AB, and (iii) which  elements of the  Servicing  Criteria will be
addressed in assessments of compliance provided by each Subcontractor identified pursuant to clause (ii) of this paragraph.

         (d)      As a condition to the utilization of any Subcontractor  determined to be  "participating  in the servicing  function"
within the  meaning of Item 1122 of  Regulation  AB, the  Company  shall  cause any such  Subcontractor  used by the Company (or by any
Subservicer)  for the benefit of the  Purchaser  and any  Depositor to comply with the  provisions  of Sections  6.07 and 11.18 of this
Agreement to the same extent as if such  Subcontractor  were the Company.  The Company shall be  responsible  for  obtaining  from each
Subcontractor  and  delivering to the Purchaser and any Depositor any Assessment of Compliance  and  Attestation  Report and the other
certificates  required to be  delivered  by such  Subservicer  and such  Subcontractor  under  Section  6.07,  in each case as and when
required to be delivered.

          (dd)    The following shall be added as Section 11.22 of the Purchase Agreement:

         Section 11.22     Third Party Beneficiary.

                  For purposes of this Agreement,  any Master  Servicer shall be considered a third party  beneficiary to this
         Agreement  entitled  to all the rights and  benefits  accruing to any Master  Servicer  herein as if it were a direct
         party to this Agreement.

          (ee)    Exhibit E to the Purchase Agreement shall be deleted in its entirety and replaced with the following:

                                                            REPORTING DATA FOR MONTHLY REPORT

                                                        Standard File Layout - Master Servicing
-----------------------------------------------------------------------------------------------------------------------------------
         Column Name                            Description                      Decimal           Format Comment          Max
                                                                                                                            Size
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
SER_INVESTOR_NBR               A value  assigned by the  Servicer to define a               Text up to 10 digits             20
                               group of loans.
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
LOAN_NBR                       A unique  identifier  assigned to each loan by               Text up to 10 digits             10
                               the investor.
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
SERVICER_LOAN_NBR              A  unique  number  assigned  to a loan  by the               Text up to 10 digits             10
                               Servicer.  This  may  be  different  than  the
                               LOAN_NBR.
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
BORROWER_NAME                  The  borrower  name as  received  in the file.               Maximum  length  of 30 (Last,    30
                               It is not separated by first and last name.                  First)
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
SCHED_PAY_AMT                  Scheduled   monthly  principal  and  scheduled       2       No  commas(,) or dollar signs    11
                               interest  payment  that a borrower is expected               ($)
                               to pay, P&I constant.
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
NOTE_INT_RATE                  The  loan  interest  rate as  reported  by the       4       Max length of 6                   6
                               Servicer.
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
NET_INT_RATE                   The loan gross  interest rate less the service       4       Max length of 6                   6
                               fee rate as reported by the Servicer.
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
SERV_FEE_RATE                  The   servicer's   fee  rate  for  a  loan  as       4       Max length of 6                   6
                               reported by the Servicer.
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
SERV_FEE_AMT                   The  servicer's  fee  amount  for  a  loan  as       2       No  commas(,) or dollar signs    11
                               reported by the Servicer.                                    ($)
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
NEW_PAY_AMT                    The new loan  payment  amount as  reported  by       2       No  commas(,) or dollar signs    11
                               the Servicer.                                                ($)
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
NEW_LOAN_RATE                  The new loan rate as reported by the Servicer.       4       Max length of 6                   6
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
ARM_INDEX_RATE                 The index the  Servicer is using to  calculate       4       Max length of 6                   6
                               a forecasted rate.
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
ACTL_BEG_PRIN_BAL              The  borrower's  actual  principal  balance at       2       No  commas(,) or dollar signs    11
                               the beginning of the processing cycle.                       ($)
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
ACTL_END_PRIN_BAL              The  borrower's  actual  principal  balance at       2       No  commas(,) or dollar signs    11
                               the end of the processing cycle.                             ($)
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
BORR_NEXT_PAY_DUE_DATE         The date at the end of  processing  cycle that               MM/DD/YYYY                       10
                               the  borrower's  next  payment  is  due to the
                               Servicer, as reported by Servicer.
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
SERV_CURT_AMT_1                The first curtailment amount to be applied.          2       No  commas(,) or dollar signs    11
                                                                                            ($)
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
SERV_CURT_DATE_1               The  curtailment   date  associated  with  the               MM/DD/YYYY                       10
                               first curtailment amount.
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
CURT_ADJ_ AMT_1                The   curtailment   interest   on  the   first       2       No  commas(,) or dollar signs    11
                               curtailment amount, if applicable.                           ($)
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
SERV_CURT_AMT_2                The second curtailment amount to be applied.         2       No  commas(,) or dollar signs    11
                                                                                            ($)
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
SERV_CURT_DATE_2               The  curtailment   date  associated  with  the               MM/DD/YYYY                       10
                               second curtailment amount.
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
CURT_ADJ_ AMT_2                The   curtailment   interest   on  the  second       2       No  commas(,) or dollar signs    11
                               curtailment amount, if applicable.                           ($)
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
SERV_CURT_AMT_3                The third curtailment amount to be applied.          2       No  commas(,) or dollar signs    11
                                                                                            ($)
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
SERV_CURT_DATE_3               The  curtailment   date  associated  with  the               MM/DD/YYYY                       10
                               third curtailment amount.
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
CURT_ADJ_AMT_3                 The   curtailment   interest   on  the   third       2       No  commas(,) or dollar signs    11
                               curtailment amount, if applicable.                           ($)
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
PIF_AMT                        The loan "paid in full"  amount as reported by       2       No  commas(,) or dollar signs    11
                               the Servicer.                                                ($)
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
PIF_DATE                       The  paid in  full  date  as  reported  by the               MM/DD/YYYY                       10
                               Servicer.
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
                                                                                            Action        Code       Key:     2
                                                                                            15=Bankruptcy,
ACTION_CODE                    The   standard   FNMA  numeric  code  used  to               30=Foreclosure,   ,   60=PIF,
                               indicate  the  default/delinquent  status of a               63=Substitution,
                               particular loan.                                             65=Repurchase,70=REO
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
INT_ADJ_AMT                    The  amount  of  the  interest  adjustment  as       2       No  commas(,) or dollar signs    11
                               reported by the Servicer.                                    ($)
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
SOLDIER_SAILOR_ADJ_AMT         The Soldier and Sailor  Adjustment  amount, if       2       No  commas(,) or dollar signs    11
                               applicable.                                                  ($)
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
NON_ADV_LOAN_AMT               The   Non   Recoverable   Loan   Amount,    if       2       No  commas(,) or dollar signs    11
                               applicable.                                                  ($)
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
LOAN_LOSS_AMT                  The amount the  Servicer is passing as a loss,       2       No  commas(,) or dollar signs    11
                               if applicable.                                               ($)
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
SCHED_BEG_PRIN_BAL             The  scheduled  outstanding  principal  amount       2       No  commas(,) or dollar signs    11
                               due at the  beginning  of the cycle date to be               ($)
                               passed through to investors.
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
SCHED_END_PRIN_BAL             The   scheduled   principal   balance  due  to       2       No  commas(,) or dollar signs    11
                               investors at the end of a processing cycle.                  ($)
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
SCHED_PRIN_AMT                 The scheduled  principal amount as reported by       2       No  commas(,) or dollar signs    11
                               the  Servicer  for the  current  cycle -- only               ($)
                               applicable for Scheduled/Scheduled Loans.
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
SCHED_NET_INT                  The scheduled  gross interest  amount less the       2       No  commas(,) or dollar signs    11
                               service  fee amount for the  current  cycle as
                               reported by the  Servicer  -- only  applicable
                               for Scheduled/Scheduled Loans.                               ($)
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
ACTL_PRIN_AMT                  The actual  principal  amount collected by the       2       No  commas(,) or dollar signs    11
                               Servicer  for the current  reporting  cycle --               ($)
                               only applicable for Actual/Actual Loans.
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
                               The  actual  gross  interest  amount  less the
                               service fee amount for the  current  reporting               No  commas(,) or dollar signs
ACTL_NET_INT                   cycle  as  reported  by the  Servicer  -- only       2       ($)                              11
                               applicable for Actual/Actual Loans.
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
PREPAY_PENALTY_ AMT            The penalty  amount  received  when a borrower       2       No  commas(,) or dollar signs    11
                               prepays  on  his  loan  as   reported  by  the               ($)
                               Servicer.
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
PREPAY_PENALTY_ WAIVED         The  prepayment  penalty  amount  for the loan       2       No  commas(,) or dollar signs    11
                               waived by the servicer.                                      ($)
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
MOD_DATE                       The    Effective    Payment    Date   of   the               MM/DD/YYYY                       10
                               Modification for the loan.
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
MOD_TYPE                       The Modification Type.                                       Varchar  - value can be alpha    30
                                                                                            or numeric
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
DELINQ_P&I_ADVANCE_AMT         The   current   outstanding    principal   and       2       No  commas(,) or dollar signs    11
                               interest advances made by Servicer.                          ($)
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------






          (ff)    Exhibit F to the Purchase Agreement shall be deleted in its entirety and replaced with the following:

                                                                   EXHIBIT F

                                                       REPORTING DATA FOR DEFAULTED LOANS

                                               Standard File Layout – Delinquency Reporting

-------------------------------------- ---------------------------------------------------- -------------- ---------------
         Column/Header Name                                Description                         Decimal     Format Comment
-------------------------------------- ---------------------------------------------------- -------------- ---------------
-------------------------------------- ---------------------------------------------------- -------------- ---------------
SERVICER_LOAN_NBR                      A  unique   number   assigned  to  a  loan  by  the
                                       Servicer.  This may be different than the LOAN_NBR
-------------------------------------- ---------------------------------------------------- -------------- ---------------
-------------------------------------- ---------------------------------------------------- -------------- ---------------
LOAN_NBR                               A unique  identifier  assigned  to each loan by the
                                       originator.
-------------------------------------- ---------------------------------------------------- -------------- ---------------
-------------------------------------- ---------------------------------------------------- -------------- ---------------
CLIENT_NBR                             Servicer Client Number
-------------------------------------- ---------------------------------------------------- -------------- ---------------
-------------------------------------- ---------------------------------------------------- -------------- ---------------
SERV_INVESTOR_NBR                      Contains  a  unique   number  as   assigned  by  an
                                       external  servicer  to identify a group of loans in
                                       their system.
-------------------------------------- ---------------------------------------------------- -------------- ---------------
-------------------------------------- ---------------------------------------------------- -------------- ---------------
BORROWER_FIRST_NAME                    First Name of the Borrower.
-------------------------------------- ---------------------------------------------------- -------------- ---------------
-------------------------------------- ---------------------------------------------------- -------------- ---------------
BORROWER_LAST_NAME                     Last name of the borrower.
-------------------------------------- ---------------------------------------------------- -------------- ---------------
-------------------------------------- ---------------------------------------------------- -------------- ---------------
PROP_ADDRESS                           Street Name and Number of Property
-------------------------------------- ---------------------------------------------------- -------------- ---------------
-------------------------------------- ---------------------------------------------------- -------------- ---------------
PROP_STATE                             The state where the  property located.
-------------------------------------- ---------------------------------------------------- -------------- ---------------
-------------------------------------- ---------------------------------------------------- -------------- ---------------
PROP_ZIP                               Zip code where the property is located.
-------------------------------------- ---------------------------------------------------- -------------- ---------------
-------------------------------------- ---------------------------------------------------- -------------- ---------------
BORR_NEXT_PAY_DUE_DATE                 The date that the  borrower's  next  payment is due                 MM/DD/YYYY
                                       to the servicer at the end of processing  cycle, as
                                       reported by Servicer.
-------------------------------------- ---------------------------------------------------- -------------- ---------------
-------------------------------------- ---------------------------------------------------- -------------- ---------------
LOAN_TYPE                              Loan Type (i.e. FHA, VA, Conv)
-------------------------------------- ---------------------------------------------------- -------------- ---------------
-------------------------------------- ---------------------------------------------------- -------------- ---------------
BANKRUPTCY_FILED_DATE                  The date a particular bankruptcy claim was filed.                   MM/DD/YYYY
-------------------------------------- ---------------------------------------------------- -------------- ---------------
-------------------------------------- ---------------------------------------------------- -------------- ---------------
BANKRUPTCY_CHAPTER_CODE                The chapter under which the bankruptcy was filed.
-------------------------------------- ---------------------------------------------------- -------------- ---------------
-------------------------------------- ---------------------------------------------------- -------------- ---------------
BANKRUPTCY_CASE_NBR                    The  case  number  assigned  by  the  court  to the
                                       bankruptcy filing.
-------------------------------------- ---------------------------------------------------- -------------- ---------------
-------------------------------------- ---------------------------------------------------- -------------- ---------------
POST_PETITION_DUE_DATE                 The payment due date once the  bankruptcy  has been                 MM/DD/YYYY
                                       approved by the courts
-------------------------------------- ---------------------------------------------------- -------------- ---------------
-------------------------------------- ---------------------------------------------------- -------------- ---------------
BANKRUPTCY_DCHRG_DISM_DATE             The  Date  The  Loan Is  Removed  From  Bankruptcy.                 MM/DD/YYYY
                                       Either  by  Dismissal,  Discharged  and/or a Motion
                                       For Relief Was Granted.
-------------------------------------- ---------------------------------------------------- -------------- ---------------
-------------------------------------- ---------------------------------------------------- -------------- ---------------
LOSS_MIT_APPR_DATE                     The Date The Loss  Mitigation  Was  Approved By The                 MM/DD/YYYY
                                       Servicer
-------------------------------------- ---------------------------------------------------- -------------- ---------------
-------------------------------------- ---------------------------------------------------- -------------- ---------------
LOSS_MIT_TYPE                          The  Type Of Loss  Mitigation  Approved  For A Loan
                                       Such As;
-------------------------------------- ---------------------------------------------------- -------------- ---------------
-------------------------------------- ---------------------------------------------------- -------------- ---------------
LOSS_MIT_EST_COMP_DATE                 The Date The Loss Mitigation  /Plan Is Scheduled To                 MM/DD/YYYY
                                       End/Close
-------------------------------------- ---------------------------------------------------- -------------- ---------------
-------------------------------------- ---------------------------------------------------- -------------- ---------------
LOSS_MIT_ACT_COMP_DATE                 The Date The Loss Mitigation Is Actually Completed                  MM/DD/YYYY
-------------------------------------- ---------------------------------------------------- -------------- ---------------
-------------------------------------- ---------------------------------------------------- -------------- ---------------
FRCLSR_APPROVED_DATE                   The date DA Admin  sends a letter  to the  servicer                 MM/DD/YYYY
                                       with instructions to begin foreclosure proceedings.
-------------------------------------- ---------------------------------------------------- -------------- ---------------
-------------------------------------- ---------------------------------------------------- -------------- ---------------
ATTORNEY_REFERRAL_DATE                 Date  File  Was  Referred  To  Attorney  to  Pursue                 MM/DD/YYYY
                                       Foreclosure
-------------------------------------- ---------------------------------------------------- -------------- ---------------
-------------------------------------- ---------------------------------------------------- -------------- ---------------
FIRST_LEGAL_DATE                       Notice  of 1st  legal  filed  by an  Attorney  in a                 MM/DD/YYYY
                                       Foreclosure Action
-------------------------------------- ---------------------------------------------------- -------------- ---------------
-------------------------------------- ---------------------------------------------------- -------------- ---------------
FRCLSR_SALE_EXPECTED_DATE              The date by which a  foreclosure  sale is  expected                 MM/DD/YYYY
                                       to occur.
-------------------------------------- ---------------------------------------------------- -------------- ---------------
-------------------------------------- ---------------------------------------------------- -------------- ---------------
FRCLSR_SALE_DATE                       The actual date of the foreclosure sale.                            MM/DD/YYYY
-------------------------------------- ---------------------------------------------------- -------------- ---------------
-------------------------------------- ---------------------------------------------------- -------------- ---------------
FRCLSR_SALE_AMT                        The amount a property  sold for at the  foreclosure        2        No   commas(,)
                                       sale.                                                               or      dollar
                                                                                                           signs ($)
-------------------------------------- ---------------------------------------------------- -------------- ---------------
-------------------------------------- ---------------------------------------------------- -------------- ---------------
EVICTION_START_DATE                    The date the  servicer  initiates  eviction  of the                 MM/DD/YYYY
                                       borrower.
-------------------------------------- ---------------------------------------------------- -------------- ---------------
-------------------------------------- ---------------------------------------------------- -------------- ---------------
EVICTION_COMPLETED_DATE                The date the court revokes legal  possession of the                 MM/DD/YYYY
                                       property from the borrower.
-------------------------------------- ---------------------------------------------------- -------------- ---------------
-------------------------------------- ---------------------------------------------------- -------------- ---------------
LIST_PRICE                             The price at which an REO property is marketed.            2        No   commas(,)
                                                                                                           or      dollar
                                                                                                           signs ($)
-------------------------------------- ---------------------------------------------------- -------------- ---------------
-------------------------------------- ---------------------------------------------------- -------------- ---------------
LIST_DATE                              The date an REO  property is listed at a particular                 MM/DD/YYYY
                                       price.
-------------------------------------- ---------------------------------------------------- -------------- ---------------
-------------------------------------- ---------------------------------------------------- -------------- ---------------
OFFER_AMT                              The dollar value of an offer for an REO property.          2        No   commas(,)
                                                                                                           or      dollar
                                                                                                           signs ($)
-------------------------------------- ---------------------------------------------------- -------------- ---------------
-------------------------------------- ---------------------------------------------------- -------------- ---------------
OFFER_DATE_TIME                        The  date an offer  is  received  by DA Admin or by                 MM/DD/YYYY
                                       the Servicer.
-------------------------------------- ---------------------------------------------------- -------------- ---------------
-------------------------------------- ---------------------------------------------------- -------------- ---------------
REO_CLOSING_DATE                       The date the REO sale of the  property is scheduled                 MM/DD/YYYY
                                       to close.
-------------------------------------- ---------------------------------------------------- -------------- ---------------
-------------------------------------- ---------------------------------------------------- -------------- ---------------
REO_ACTUAL_CLOSING_DATE                Actual Date Of REO Sale                                             MM/DD/YYYY
-------------------------------------- ---------------------------------------------------- -------------- ---------------
-------------------------------------- ---------------------------------------------------- -------------- ---------------
OCCUPANT_CODE                          Classification of how the property is occupied.
-------------------------------------- ---------------------------------------------------- -------------- ---------------
-------------------------------------- ---------------------------------------------------- -------------- ---------------
PROP_CONDITION_CODE                    A  code  that   indicates   the  condition  of  the
                                       property.
-------------------------------------- ---------------------------------------------------- -------------- ---------------
-------------------------------------- ---------------------------------------------------- -------------- ---------------
PROP_INSPECTION_DATE                   The date a  property inspection is performed.                       MM/DD/YYYY
-------------------------------------- ---------------------------------------------------- -------------- ---------------
-------------------------------------- ---------------------------------------------------- -------------- ---------------
APPRAISAL_DATE                         The date the appraisal was done.                                    MM/DD/YYYY
-------------------------------------- ---------------------------------------------------- -------------- ---------------
-------------------------------------- ---------------------------------------------------- -------------- ---------------
CURR_PROP_VAL                           The  current "as is" value of the  property  based        2
                                       on brokers price opinion or appraisal.
-------------------------------------- ---------------------------------------------------- -------------- ---------------
-------------------------------------- ---------------------------------------------------- -------------- ---------------
REPAIRED_PROP_VAL                      The amount the  property  would be worth if repairs        2
                                       are completed  pursuant to a broker's price opinion
                                       or appraisal.
-------------------------------------- ---------------------------------------------------- -------------- ---------------
-------------------------------------- ---------------------------------------------------- -------------- ---------------
If applicable:
-------------------------------------- ---------------------------------------------------- -------------- ---------------
-------------------------------------- ---------------------------------------------------- -------------- ---------------
DELINQ_STATUS_CODE                     FNMA Code Describing Status of Loan
-------------------------------------- ---------------------------------------------------- -------------- ---------------
-------------------------------------- ---------------------------------------------------- -------------- ---------------
DELINQ_REASON_CODE                     The  circumstances  which caused a borrower to stop
                                       paying on a loan.  Code  indicates  the  reason why
                                       the loan is in default for this cycle.
-------------------------------------- ---------------------------------------------------- -------------- ---------------
-------------------------------------- ---------------------------------------------------- -------------- ---------------
MI_CLAIM_FILED_DATE                    Date  Mortgage   Insurance  Claim  Was  Filed  With                 MM/DD/YYYY
                                       Mortgage Insurance Company.
-------------------------------------- ---------------------------------------------------- -------------- ---------------
-------------------------------------- ---------------------------------------------------- -------------- ---------------
MI_CLAIM_AMT                           Amount of Mortgage Insurance Claim Filed                            No   commas(,)
                                                                                                           or      dollar
                                                                                                           signs ($)
-------------------------------------- ---------------------------------------------------- -------------- ---------------
-------------------------------------- ---------------------------------------------------- -------------- ---------------
MI_CLAIM_PAID_DATE                     Date Mortgage  Insurance  Company  Disbursed  Claim                 MM/DD/YYYY
                                       Payment
-------------------------------------- ---------------------------------------------------- -------------- ---------------
-------------------------------------- ---------------------------------------------------- -------------- ---------------
MI_CLAIM_AMT_PAID                      Amount Mortgage Insurance Company Paid On Claim            2        No   commas(,)
                                                                                                           or      dollar
                                                                                                           signs ($)
-------------------------------------- ---------------------------------------------------- -------------- ---------------
-------------------------------------- ---------------------------------------------------- -------------- ---------------
POOL_CLAIM_FILED_DATE                  Date Claim Was Filed With Pool Insurance Company                    MM/DD/YYYY
-------------------------------------- ---------------------------------------------------- -------------- ---------------
-------------------------------------- ---------------------------------------------------- -------------- ---------------
POOL_CLAIM_AMT                         Amount of Claim Filed With Pool Insurance Company          2        No   commas(,)
                                                                                                           or      dollar
                                                                                                           signs ($)
-------------------------------------- ---------------------------------------------------- -------------- ---------------
-------------------------------------- ---------------------------------------------------- -------------- ---------------
POOL_CLAIM_PAID_DATE                   Date Claim Was  Settled and The Check Was Issued By                 MM/DD/YYYY
                                       The Pool Insurer
-------------------------------------- ---------------------------------------------------- -------------- ---------------
-------------------------------------- ---------------------------------------------------- -------------- ---------------
POOL_CLAIM_AMT_PAID                    Amount Paid On Claim By Pool Insurance Company             2        No   commas(,)
                                                                                                           or      dollar
                                                                                                           signs ($)
-------------------------------------- ---------------------------------------------------- -------------- ---------------
-------------------------------------- ---------------------------------------------------- -------------- ---------------
FHA_PART_A_CLAIM_FILED_DATE             Date FHA Part A Claim Was Filed With HUD                           MM/DD/YYYY
-------------------------------------- ---------------------------------------------------- -------------- ---------------
-------------------------------------- ---------------------------------------------------- -------------- ---------------
FHA_PART_A_CLAIM_AMT                    Amount of FHA Part A Claim Filed                          2        No   commas(,)
                                                                                                           or      dollar
                                                                                                           signs ($)
-------------------------------------- ---------------------------------------------------- -------------- ---------------
-------------------------------------- ---------------------------------------------------- -------------- ---------------
FHA_PART_A_CLAIM_PAID_DATE              Date HUD Disbursed Part A Claim Payment                            MM/DD/YYYY
-------------------------------------- ---------------------------------------------------- -------------- ---------------
-------------------------------------- ---------------------------------------------------- -------------- ---------------
FHA_PART_A_CLAIM_PAID_AMT               Amount HUD Paid on Part A Claim                           2        No   commas(,)
                                                                                                           or      dollar
                                                                                                           signs ($)
-------------------------------------- ---------------------------------------------------- -------------- ---------------
-------------------------------------- ---------------------------------------------------- -------------- ---------------
FHA_PART_B_CLAIM_FILED_DATE              Date FHA Part B Claim Was Filed With HUD                          MM/DD/YYYY
-------------------------------------- ---------------------------------------------------- -------------- ---------------
-------------------------------------- ---------------------------------------------------- -------------- ---------------
FHA_PART_B_CLAIM_AMT                     Amount of FHA Part B Claim Filed                         2        No   commas(,)
                                                                                                           or      dollar
                                                                                                           signs ($)
-------------------------------------- ---------------------------------------------------- -------------- ---------------
-------------------------------------- ---------------------------------------------------- -------------- ---------------
FHA_PART_B_CLAIM_PAID_DATE                Date HUD Disbursed Part B Claim Payment                          MM/DD/YYYY
-------------------------------------- ---------------------------------------------------- -------------- ---------------
-------------------------------------- ---------------------------------------------------- -------------- ---------------
FHA_PART_B_CLAIM_PAID_AMT               Amount HUD Paid on Part B Claim                           2        No   commas(,)
                                                                                                           or      dollar
                                                                                                           signs ($)
-------------------------------------- ---------------------------------------------------- -------------- ---------------
-------------------------------------- ---------------------------------------------------- -------------- ---------------
VA_CLAIM_FILED_DATE                     Date VA Claim Was Filed With the Veterans Admin                    MM/DD/YYYY
-------------------------------------- ---------------------------------------------------- -------------- ---------------
-------------------------------------- ---------------------------------------------------- -------------- ---------------
VA_CLAIM_PAID_DATE                      Date Veterans Admin. Disbursed VA Claim Payment                    MM/DD/YYYY
-------------------------------------- ---------------------------------------------------- -------------- ---------------
-------------------------------------- ---------------------------------------------------- -------------- ---------------
VA_CLAIM_PAID_AMT                       Amount Veterans Admin. Paid on VA Claim                   2        No   commas(,)
                                                                                                           or      dollar
                                                                                                           signs ($)
-------------------------------------- ---------------------------------------------------- -------------- ---------------


Exhibit 2: Standard File Codes – Delinquency Reporting

The Loss Mit Type field should show the approved Loss Mitigation Code as follows:
         o    ASUM-     Approved Assumption
         o    BAP-      Borrower Assistance Program
         o    CO-       Charge Off
         o    DIL-      Deed-in-Lieu
         o    FFA-      Formal Forbearance Agreement
         o    MOD-      Loan Modification
         o    PRE-      Pre-Sale
         o    SS-       Short Sale
         o    MISC-     Anything else approved by the PMI or Pool Insurer

NOTE: Wells Fargo Bank will accept  alternative  Loss Mitigation Types to those above,  provided that they are consistent with industry
standards.  If Loss  Mitigation  Types other than those above are used, the Servicer must supply Wells Fargo Bank with a description of
each of the Loss Mitigation Types prior to sending the file.

The Occupant Code field should show the current status of the property code as follows:
         o    Mortgagor
         o    Tenant
         o    Unknown
         o    Vacant

The Property Condition field should show the last reported condition of the property as follows:
         o    Damaged
         o    Excellent
         o    Fair
         o    Gone
         o    Good
         o    Poor
         o    Special Hazard
         o    Unknown



Exhibit 2: Standard File Codes – Delinquency Reporting, Continued

The FNMA Delinquent Reason Code field should show the Reason for Delinquency as follows:

                      ------------------------ ---------------------------------------------------------
                      Delinquency Code         Delinquency Description
                      ------------------------ ---------------------------------------------------------
                      ------------------------ ---------------------------------------------------------
                      001                      FNMA-Death of principal mortgagor
                      ------------------------ ---------------------------------------------------------
                      ------------------------ ---------------------------------------------------------
                      002                      FNMA-Illness of principal mortgagor
                      ------------------------ ---------------------------------------------------------
                      ------------------------ ---------------------------------------------------------
                      003                      FNMA-Illness of mortgagor's family member
                      ------------------------ ---------------------------------------------------------
                      ------------------------ ---------------------------------------------------------
                      004                      FNMA-Death of mortgagor's family member
                      ------------------------ ---------------------------------------------------------
                      ------------------------ ---------------------------------------------------------
                      005                      FNMA-Marital difficulties
                      ------------------------ ---------------------------------------------------------
                      ------------------------ ---------------------------------------------------------
                      006                      FNMA-Curtailment of income
                      ------------------------ ---------------------------------------------------------
                      ------------------------ ---------------------------------------------------------
                      007                      FNMA-Excessive Obligation
                      ------------------------ ---------------------------------------------------------
                      ------------------------ ---------------------------------------------------------
                      008                      FNMA-Abandonment of property
                      ------------------------ ---------------------------------------------------------
                      ------------------------ ---------------------------------------------------------
                      009                      FNMA-Distant employee transfer
                      ------------------------ ---------------------------------------------------------
                      ------------------------ ---------------------------------------------------------
                      011                      FNMA-Property problem
                      ------------------------ ---------------------------------------------------------
                      ------------------------ ---------------------------------------------------------
                      012                      FNMA-Inability to sell property
                      ------------------------ ---------------------------------------------------------
                      ------------------------ ---------------------------------------------------------
                      013                      FNMA-Inability to rent property
                      ------------------------ ---------------------------------------------------------
                      ------------------------ ---------------------------------------------------------
                      014                      FNMA-Military Service
                      ------------------------ ---------------------------------------------------------
                      ------------------------ ---------------------------------------------------------
                      015                      FNMA-Other
                      ------------------------ ---------------------------------------------------------
                      ------------------------ ---------------------------------------------------------
                      016                      FNMA-Unemployment
                      ------------------------ ---------------------------------------------------------
                      ------------------------ ---------------------------------------------------------
                      017                      FNMA-Business failure
                      ------------------------ ---------------------------------------------------------
                      ------------------------ ---------------------------------------------------------
                      019                      FNMA-Casualty loss
                      ------------------------ ---------------------------------------------------------
                      ------------------------ ---------------------------------------------------------
                      022                      FNMA-Energy environment costs
                      ------------------------ ---------------------------------------------------------
                      ------------------------ ---------------------------------------------------------
                      023                      FNMA-Servicing problems
                      ------------------------ ---------------------------------------------------------
                      ------------------------ ---------------------------------------------------------
                      026                      FNMA-Payment adjustment
                      ------------------------ ---------------------------------------------------------
                      ------------------------ ---------------------------------------------------------
                      027                      FNMA-Payment dispute
                      ------------------------ ---------------------------------------------------------
                      ------------------------ ---------------------------------------------------------
                      029                      FNMA-Transfer of ownership pending
                      ------------------------ ---------------------------------------------------------
                      ------------------------ ---------------------------------------------------------
                      030                      FNMA-Fraud
                      ------------------------ ---------------------------------------------------------
                      ------------------------ ---------------------------------------------------------
                      031                      FNMA-Unable to contact borrower
                      ------------------------ ---------------------------------------------------------
                      ------------------------ ---------------------------------------------------------
                      INC                      FNMA-Incarceration
                      ------------------------ ---------------------------------------------------------




Exhibit 2: Standard File Codes – Delinquency Reporting, Continued

The FNMA Delinquent Status Code field should show the Status of Default as follows:

                      ------------------------ -------------------------------------------------------
                            Status Code        Status Description
                      ------------------------ -------------------------------------------------------
                      ------------------------ -------------------------------------------------------
                                09             Forbearance
                      ------------------------ -------------------------------------------------------
                      ------------------------ -------------------------------------------------------
                                17             Pre-foreclosure Sale Closing Plan Accepted
                      ------------------------ -------------------------------------------------------
                      ------------------------ -------------------------------------------------------
                                24             Government Seizure
                      ------------------------ -------------------------------------------------------
                      ------------------------ -------------------------------------------------------
                                26             Refinance
                      ------------------------ -------------------------------------------------------
                      ------------------------ -------------------------------------------------------
                                27             Assumption
                      ------------------------ -------------------------------------------------------
                      ------------------------ -------------------------------------------------------
                                28             Modification
                      ------------------------ -------------------------------------------------------
                      ------------------------ -------------------------------------------------------
                                29             Charge-Off
                      ------------------------ -------------------------------------------------------
                      ------------------------ -------------------------------------------------------
                                30             Third Party Sale
                      ------------------------ -------------------------------------------------------
                      ------------------------ -------------------------------------------------------
                                31             Probate
                      ------------------------ -------------------------------------------------------
                      ------------------------ -------------------------------------------------------
                                32             Military Indulgence
                      ------------------------ -------------------------------------------------------
                      ------------------------ -------------------------------------------------------
                                43             Foreclosure Started
                      ------------------------ -------------------------------------------------------
                      ------------------------ -------------------------------------------------------
                                44             Deed-in-Lieu Started
                      ------------------------ -------------------------------------------------------
                      ------------------------ -------------------------------------------------------
                                49             Assignment Completed
                      ------------------------ -------------------------------------------------------
                      ------------------------ -------------------------------------------------------
                                61             Second Lien Considerations
                      ------------------------ -------------------------------------------------------
                      ------------------------ -------------------------------------------------------
                                62             Veteran's Affairs-No Bid
                      ------------------------ -------------------------------------------------------
                      ------------------------ -------------------------------------------------------
                                63             Veteran's Affairs-Refund
                      ------------------------ -------------------------------------------------------
                      ------------------------ -------------------------------------------------------
                                64             Veteran's Affairs-Buydown
                      ------------------------ -------------------------------------------------------
                      ------------------------ -------------------------------------------------------
                                65             Chapter 7 Bankruptcy
                      ------------------------ -------------------------------------------------------
                      ------------------------ -------------------------------------------------------
                                66             Chapter 11 Bankruptcy
                      ------------------------ -------------------------------------------------------
                      ------------------------ -------------------------------------------------------
                                67             Chapter 13 Bankruptcy
                      ------------------------ -------------------------------------------------------

          (gg)    The following shall be added as Exhibit K to the Purchase Agreement:




                                                                   EXHIBIT K

                                                      COMPANY'S OBLIGATIONS IN CONNECTION
                                                             WITH A RECONSTITUTION

         •        The  Company  shall  (i)  possess  the  ability  to  service  to  a  securitization  documents;  (ii)  service  on  a
"Scheduled/Scheduled"  reporting  basis  (advancing  through the  liquidation of an REO  Property),  (iii) make  compensating  interest
payments on payoffs and  curtailments  and (iv) remit and report to a Master  Servicer in format  acceptable to such Master Servicer by
the 10th calendar day of each month.

         •        The Company shall provide an acceptable  annual  certification  (officer's  certificate)  to the Master  Servicer (as
required by the Sarbanes-Oxley  Act of 2002) as well as any other annual  certifications  required under the  securitization  documents
(i.e. the annual statement as to  compliance/annual  independent  certified public accountants'  servicing report due by June 1 of each
year).

         •        The  Company  shall allow for the  Purchaser,  the Master  Servicer or their  designee to perform a review of audited
financials and net worth of the Company.

         •        The Company shall provide a Uniform Single Attestation Program  certificate and Management  Assertion as requested by
the Master Servicer or the Purchaser.

         •        The  Company  shall  provide  information  on each  Custodial  Account as  requested  by the Master  Servicer  or the
Purchaser,  and each  Custodial  Accounts  shall  comply with the  requirements  for such  accounts as set forth in the  securitization
documents.

         •        The Company shall maintain its servicing system in accordance with the requirements of the Master Servicer.

          (hh)    Exhibit L to the Purchase Agreement shall be deleted in its entirety and replaced with the following:




                                                                   EXHIBIT L

                                                         FORM OF COMPANY CERTIFICATION

Re:      The [    ] agreement dated as of [ l, 200[ ] (the "Agreement"), among [IDENTIFY PARTIES]

         I,  ____________________________,  the  _______________________  of  [NAME  OF  COMPANY]  (the  "Company"),  certify  to  [the
Purchaser],  [the Depositor],  and the [Master Servicer] [Securities  Administrator]  [Trustee], and their officers, with the knowledge
and intent that they will rely upon this certification, that:

                  I have reviewed the servicer compliance  statement of the Company provided in accordance with Item 1123 of Regulation
         AB (the "Compliance  Statement"),  the report on assessment of the Company's  compliance with the servicing criteria set forth
         in Item  1122(d) of  Regulation  AB (the  "Servicing  Criteria"),  provided in  accordance  with Rules 13a-18 and 15d-18 under
         Securities  Exchange  Act of  1934,  as  amended  (the  "Exchange  Act")  and  Item  1122 of  Regulation  AB  (the  "Servicing
         Assessment"),  the registered public accounting firm's  attestation report provided in accordance with Rules 13a-18 and 15d-18
         under the Exchange Act and Section 1122(b) of Regulation AB (the "Attestation Report"),  and all servicing reports,  officer's
         certificates  and other  information  relating to the servicing of the Mortgage  Loans by the Company  during 200[ ] that were
         delivered by the Company to the [Depositor] [Master Servicer] [Securities  Administrator]  [Trustee] pursuant to the Agreement
         (collectively, the "Company Servicing Information");

                  Based on my knowledge, the Company Servicing Information,  taken as a whole, does not contain any untrue statement of
         a material  fact or omit to state a material fact  necessary to make the  statements  made, in the light of the  circumstances
         under which such  statements  were made,  not misleading  with respect to the period of time covered by the Company  Servicing
         Information;

                  Based on my  knowledge,  all of the Company  Servicing  Information  required to be provided by the Company under the
         Agreement has been provided to the [Depositor] [Master Servicer] [Securities Administrator] [Trustee];

                  I am responsible for reviewing the activities performed by the Company as servicer under the Agreement,  and based on
         my knowledge  and the  compliance  review  conducted  in preparing  the  Compliance  Statement  and except as disclosed in the
         Compliance  Statement,  the Servicing  Assessment or the Attestation  Report,  the Company has fulfilled its obligations under
         the Agreement in all material respects; and

The  Compliance  Statement  required to be  delivered by the Company  pursuant to this  Agreement,  and the  Servicing  Assessment  and
Attestation  Report  required to be provided by the Company and by any Subservicer and  Subcontractor  pursuant to the Agreement,  have
been  provided to the  [Depositor]  [Master  Servicer].  Any material  instances of  noncompliance  described in such reports have been
disclosed to the [Depositor]  [Master Servicer].  Any material instance of noncompliance with the Servicing Criteria has been disclosed
in such reports.

          (ii)    Exhibit O to the Purchase Agreement shall be deleted in its entirety and replaced with the following:

         The assessment of compliance to be delivered by the Company shall address,  at a minimum,  the criteria identified as below as
"Applicable Servicing Criteria":

--------------------------------------------------------------------------------------------- -----------------------
                                     Servicing Criteria                                        Applicable Servicing
                                                                                                     Criteria
--------------------------------------------------------------------------------------------- -----------------------
      Reference                                       Criteria
----------------------- --------------------------------------------------------------------- -----------------------
                                          General Servicing Considerations
-----------------------                                                                       -----------------------
1122(d)(1)(i)           Policies and procedures  are  instituted to monitor any  performance            X
                        or other  triggers  and  events of default  in  accordance  with the
                        transaction agreements.
-----------------------                                                                       -----------------------
1122(d)(1)(ii)          If  any  material  servicing  activities  are  outsourced  to  third            X
                        parties,  policies  and  procedures  are  instituted  to monitor the
                        third  party's   performance  and  compliance  with  such  servicing
                        activities.
-----------------------                                                                       -----------------------
1122(d)(1)(iii)         Any  requirements  in  the  transaction  agreements  to  maintain  a
                        back-up servicer for the mortgage loans are maintained.
-----------------------                                                                       -----------------------
1122(d)(1)(iv)          A fidelity bond and errors and omissions  policy is in effect on the            X
                        party   participating  in  the  servicing  function  throughout  the
                        reporting  period  in  the  amount  of  coverage   required  by  and
                        otherwise  in   accordance   with  the  terms  of  the   transaction
                        agreements.
-----------------------                                                                       -----------------------
                                         Cash Collection and Administration
-----------------------                                                                       -----------------------
1122(d)(2)(i)           Payments  on  mortgage  loans  are  deposited  into the  appropriate            X
                        custodial  bank accounts and related bank clearing  accounts no more
                        than two business days  following  receipt,  or such other number of
                        days specified in the transaction agreements.
-----------------------                                                                       -----------------------
1122(d)(2)(ii)          Disbursements  made via wire  transfer on behalf of an obligor or to            X
                        an investor are made only by authorized personnel.
-----------------------                                                                       -----------------------
1122(d)(2)(iii)         Advances of funds or guarantees  regarding  collections,  cash flows            X
                        or  distributions,  and any  interest or other fees charged for such
                        advances,  are made,  reviewed  and  approved  as  specified  in the
                        transaction agreements.
-----------------------                                                                       -----------------------
                        The  related  accounts  for the  transaction,  such as cash  reserve
                        accounts    or    accounts     established     as    a    form    of
                        overcollateralization,   are  separately   maintained   (e.g.,  with            X
                        respect  to  commingling  of cash) as set  forth in the  transaction
1122(d)(2)(iv)          agreements.
-----------------------                                                                       -----------------------
1122(d)(2)(v)           Each  custodial   account  is  maintained  at  a  federally  insured            X
                        depository  institution as set forth in the transaction  agreements.
                        For  purposes  of  this  criterion,  "federally  insured  depository
                        institution" with respect to a foreign  financial  institution means
                        a foreign financial  institution that meets the requirements of Rule
                        13k-1(b)(1) of the Securities Exchange Act.
-----------------------                                                                       -----------------------
1122(d)(2)(vi)          Unissued  checks  are  safeguarded  so  as to  prevent  unauthorized            X
                        access.
-----------------------                                                                       -----------------------
1122(d)(2)(vii)          Reconciliations   are   prepared   on  a  monthly   basis  for  all            X
                        asset-backed  securities related bank accounts,  including custodial
                        accounts and related bank clearing accounts.  These  reconciliations
                        are (A)  mathematically  accurate;  (B) prepared  within 30 calendar
                        days after the bank  statement  cutoff date, or such other number of
                        days  specified  in the  transaction  agreements;  (C)  reviewed and
                        approved  by  someone   other  than  the  person  who  prepared  the
                        reconciliation;  and (D) contain explanations for reconciling items.
                        These  reconciling  items are  resolved  within 90 calendar  days of
                        their  original  identification,   or  such  other  number  of  days
                        specified in the transaction agreements.
-----------------------                                                                       -----------------------
                                         Investor Remittances and Reporting
-----------------------                                                                       -----------------------
1122(d)(3)(i)           Reports  to  investors,   including  those  to  be  filed  with  the            X
                        Commission,  are  maintained  in  accordance  with  the  transaction
                        agreements and  applicable  Commission  requirements.  Specifically,
                        such  reports (A) are prepared in  accordance  with  timeframes  and
                        other  terms set forth in the  transaction  agreements;  (B) provide
                        information  calculated  in accordance  with the terms  specified in
                        the  transaction  agreements;  (C) are filed with the  Commission as
                        required  by  its  rules  and   regulations;   and  (D)  agree  with
                        investors'  or  the  trustee's   records  as  to  the  total  unpaid
                        principal  balance  and number of  mortgage  loans  serviced  by the
                        Servicer.
-----------------------                                                                       -----------------------
1122(d)(3)(ii)          Amounts due to investors  are  allocated  and remitted in accordance            X
                        with timeframes,  distribution priority and other terms set forth in
                        the transaction agreements.
-----------------------                                                                       -----------------------
                        Disbursements  made to an investor  are posted  within two  business
                        days to the  Servicer's  investor  records,  or such other number of            X
1122(d)(3)(iii)         days specified in the transaction agreements.
-----------------------                                                                       -----------------------
                        Amounts  remitted to investors  per the investor  reports agree with
                        cancelled  checks,  or other  form of  payment,  or  custodial  bank            X
1122(d)(3)(iv)          statements.
-----------------------                                                                       -----------------------
                                             Pool Asset Administration                                  X
-----------------------                                                                       -----------------------
1122(d)(4)(i)            Collateral or security on mortgage  loans is maintained as required            X
                        by the transaction agreements or related mortgage loan documents.
-----------------------                                                                       -----------------------
                        Mortgage loan and related  documents are  safeguarded as required by            X
1122(d)(4)(ii)          the transaction agreements
-----------------------                                                                       -----------------------
1122(d)(4)(iii)         Any  additions,  removals  or  substitutions  to the asset  pool are            X
                        made,  reviewed and approved in  accordance  with any  conditions or
                        requirements in the transaction agreements.
-----------------------                                                                       -----------------------
1122(d)(4)(iv)          Payments  on  mortgage  loans,   including  any  payoffs,   made  in            X
                        accordance  with the related  mortgage loan  documents are posted to
                        the Servicer's  obligor records maintained no more than two business
                        days after  receipt,  or such other number of days  specified in the
                        transaction  agreements,  and  allocated to  principal,  interest or
                        other items (e.g.,  escrow) in accordance with the related  mortgage
                        loan documents.
-----------------------                                                                       -----------------------
1122(d)(4)(v)           The Servicer's  records  regarding the mortgage loans agree with the            X
                        Servicer's  records with respect to an  obligor's  unpaid  principal
                        balance.
-----------------------                                                                       -----------------------
1122(d)(4)(vi)          Changes  with  respect  to  the  terms  or  status  of an  obligor's            X
                        mortgage  loans (e.g.,  loan  modifications  or re-agings) are made,
                        reviewed and approved by  authorized  personnel in  accordance  with
                        the transaction agreements and related pool asset documents.
-----------------------                                                                       -----------------------
1122(d)(4)(vii)         Loss  mitigation  or  recovery  actions  (e.g.,  forbearance  plans,            X
                        modifications  and deeds in lieu of  foreclosure,  foreclosures  and
                        repossessions,   as  applicable)   are   initiated,   conducted  and
                        concluded in accordance  with the  timeframes or other  requirements
                        established by the transaction agreements.
-----------------------                                                                       -----------------------
1122(d)(4)(viii)        Records  documenting  collection  efforts are maintained  during the            X
                        period  a  mortgage  loan  is  delinquent  in  accordance  with  the
                        transaction  agreements.  Such records are  maintained on at least a
                        monthly  basis,  or such other period  specified in the  transaction
                        agreements,  and  describe  the entity's  activities  in  monitoring
                        delinquent  mortgage  loans  including,  for  example,  phone calls,
                        letters and payment  rescheduling  plans in cases where  delinquency
                        is deemed temporary (e.g., illness or unemployment).
-----------------------                                                                       -----------------------
1122(d)(4)(ix)          Adjustments  to interest rates or rates of return for mortgage loans            X
                        with variable rates are computed based on the related  mortgage loan
                        documents.
-----------------------                                                                       -----------------------
1122(d)(4)(x)           Regarding  any funds  held in trust for an  obligor  (such as escrow            X
                        accounts):  (A) such  funds are  analyzed,  in  accordance  with the
                        obligor's  mortgage loan documents,  on at least an annual basis, or
                        such other  period  specified  in the  transaction  agreements;  (B)
                        interest  on such  funds  is  paid,  or  credited,  to  obligors  in
                        accordance with  applicable  mortgage loan documents and state laws;
                        and (C) such funds are  returned to the  obligor  within 30 calendar
                        days of full repayment of the related  mortgage loans, or such other
                        number of days specified in the transaction agreements.
-----------------------                                                                       -----------------------
1122(d)(4)(xi)          Payments  made on behalf  of an  obligor  (such as tax or  insurance            X
                        payments)  are made on or before the related  penalty or  expiration
                        dates,  as  indicated on the  appropriate  bills or notices for such
                        payments,  provided  that  such  support  has been  received  by the
                        servicer at least 30  calendar  days prior to these  dates,  or such
                        other number of days specified in the transaction agreements.
-----------------------                                                                       -----------------------
1122(d)(4)(xii)         Any late  payment  penalties  in  connection  with any payment to be            X
                        made on behalf of an obligor are paid from the servicer's  funds and
                        not charged to the  obligor,  unless the late payment was due to the
                        obligor's error or omission.
-----------------------                                                                       -----------------------
                        Disbursements  made on behalf of an obligor  are  posted  within two
                        business days to the obligor's  records  maintained by the servicer,
                        or  such  other  number  of  days   specified  in  the   transaction            X
1122(d)(4)(xiii)        agreements.
-----------------------                                                                       -----------------------
1122(d)(4)(xiv)          Delinquencies,   charge-offs   and   uncollectible   accounts   are            X
                        recognized   and  recorded  in  accordance   with  the   transaction
                        agreements.
-----------------------                                                                       -----------------------
                        Any  external  enhancement  or  other  support,  identified  in Item
                        1114(a)(1)  through (3) or Item 1115 of Regulation AB, is maintained
1122(d)(4)(xv)          as set forth in the transaction agreements.
-----------------------                                                                       -----------------------

----------------------- --------------------------------------------------------------------- -----------------------

          (jj)    The following shall be added as Exhibit P to the Purchase Agreement:




                                                                   EXHIBIT P

                                                  REPORTING DATA FOR REALIZED LOSSES AND GAINS

                                     Calculation of Realized Loss/Gain Form 332– Instruction Sheet

         NOTE: Do not net or combine  items.  Show all expenses  individually  and all credits as separate line items.  Claim  packages
         are due on the  remittance  report date.  Late  submissions  may result in claims not being passed until the following  month.
         The Servicer is responsible to remit all funds pending loss approval and /or resolution of any disputed items.

                           1.

                           2.       The numbers on the 332 form correspond with the numbers listed below.

         Liquidation and Acquisition Expenses:

         1.       The Actual Unpaid Principal Balance of the Mortgage Loan. For  documentation,  an Amortization  Schedule from date of
                  default through liquidation breaking out the net interest and servicing fees advanced is required.

         2.       The Total  Interest  Due less the  aggregate  amount of servicing  fee that would have been earned if all  delinquent
                  payments  had been  made as  agreed.  For  documentation,  an  Amortization  Schedule  from date of  default  through
                  liquidation breaking out the net interest and servicing fees advanced is required.

         3.       Accrued  Servicing  Fees based upon the Scheduled  Principal  Balance of the Mortgage Loan as calculated on a monthly
                  basis. For  documentation,  an Amortization  Schedule from date of default through  liquidation  breaking out the net
                  interest and servicing fees advanced is required.

         4-12.    Complete as applicable.  Required documentation:

                           * For  taxes  and  insurance  advances  – see page 2 of 332 form -  breakdown  required  showing  period  of
                  coverage,  base tax,  interest,  penalty.  Advances prior to default require  evidence of servicer efforts to recover
                  advances.

                           *  For escrow advances - complete payment history
                               (to calculate advances from last positive escrow balance forward)

                           *  Other expenses -  copies of corporate advance history showing all payments

                           *  REO repairs > $1500 require explanation

                           *  REO repairs >$3000 require evidence of at least 2 bids.

                           *  Short Sale or Charge Off require P&L supporting the decision and WFB's approved Officer Certificate

                           *  Unusual or extraordinary items may require further documentation.

         13.              The total of lines 1 through 12.

         3.       Credits:

         14-21.   Complete as applicable.  Required documentation:

                          * Copy of the HUD 1 from the REO sale.  If a 3rd Party Sale, bid instructions and Escrow Agent / Attorney

                             Letter of Proceeds Breakdown.

                          *  Copy of EOB for any MI or gov't guarantee

                          *  All other credits need to be clearly defined on the 332 form

         22.      The total of lines 14 through 21.

         Please Note:      For  HUD/VA  loans,  use line  (18a) for Part  A/Initial  proceeds  and line  (18b) for Part  B/Supplemental
                           proceeds.
         Total Realized Loss (or Amount of Any Gain)

         23.      The total derived from  subtracting  line 22 from 13. If the amount  represents a realized  gain,  show the amount in
                  parenthesis (   ).


                                              Calculation of Realized Loss/Gain Form 332

         Prepared by:  __________________                     Date:  _______________
         Phone:  ______________________   Email Address:_____________________


----------------------------------    --------------------------------------    --------------------------------------------
Servicer Loan No.                     Servicer Name                             Servicer Address
----------------------------------    --------------------------------------    --------------------------------------------

         WELLS FARGO BANK, N.A. Loan No._____________________________

         Borrower's Name: _________________________________________________________
         Property Address: _________________________________________________________

         Liquidation Type:  REO Sale                  3rd Party Sale            Short Sale       Charge Off

         Was this loan granted a Bankruptcy deficiency or cramdown              Yes         No
         If "Yes", provide deficiency or cramdown amount _______________________________

         Liquidation and Acquisition Expenses:
         (1)  Actual Unpaid Principal Balance of Mortgage Loan$ ______________  (1)
         (2)  Interest accrued at Net Rate                              ________________(2)
         (3)  Accrued Servicing Fees                                             ________________(3)
         (4)  Attorney's Fees                                                    ________________(4)
         (5)  Taxes (see page 2)                                                 ________________(5)
         (6)  Property Maintenance                                      ________________(6)
         (7)  MI/Hazard Insurance Premiums (see page 2)                 ________________(7)
         (8)  Utility Expenses                                                   ________________(8)
         (9)  Appraisal/BPO                                             ________________(9)
         (10) Property Inspections                                      ________________(10)
         (11) FC Costs/Other Legal Expenses                    ________________ (11)
         (12) Other (itemize)                                                    ________________(12)
                  Cash for Keys__________________________      ________________ (12)
                  HOA/Condo Fees_______________________        ________________ (12)
                  ______________________________________       ________________ (12)

                  Total Expenses                                                $ _______________(13)
         Credits:
         (14) Escrow Balance                                           $ _______________(14)
         (15) HIP Refund                                               ________________ (15)
         (16) Rental Receipts                                          ________________ (16)
         (17) Hazard Loss Proceeds                                     ________________ (17)
         (18) Primary Mortgage Insurance / Gov't Insurance    ________________  (18a) HUD Part A
                                                                                ________________ (18b) HUD Part B
         (19) Pool Insurance Proceeds                                  ________________ (19)
         (20) Proceeds from Sale of Acquired Property         ________________  (20)
         (21) Other (itemize)                                                   ________________ (21)
              _________________________________________       ________________  (21)

              Total Credits                                            $________________(22)
         Total Realized Loss (or Amount of Gain)                       $________________(23)

Escrow Disbursement Detail


------------------ --------------- ---------------- --------------- ---------------- ---------------- ----------------
      Type           Date Paid        Period of       Total Paid      Base Amount       Penalties        Interest
   (Tax /Ins.)                        Coverage
------------------ --------------- ---------------- --------------- ---------------- ---------------- ----------------
------------------ --------------- ---------------- --------------- ---------------- ---------------- ----------------

------------------ --------------- ---------------- --------------- ---------------- ---------------- ----------------
------------------ --------------- ---------------- --------------- ---------------- ---------------- ----------------

------------------ --------------- ---------------- --------------- ---------------- ---------------- ----------------
------------------ --------------- ---------------- --------------- ---------------- ---------------- ----------------

------------------ --------------- ---------------- --------------- ---------------- ---------------- ----------------
------------------ --------------- ---------------- --------------- ---------------- ---------------- ----------------

------------------ --------------- ---------------- --------------- ---------------- ---------------- ----------------
------------------ --------------- ---------------- --------------- ---------------- ---------------- ----------------

------------------ --------------- ---------------- --------------- ---------------- ---------------- ----------------
------------------ --------------- ---------------- --------------- ---------------- ---------------- ----------------

------------------ --------------- ---------------- --------------- ---------------- ---------------- ----------------
------------------ --------------- ---------------- --------------- ---------------- ---------------- ----------------

------------------ --------------- ---------------- --------------- ---------------- ---------------- ----------------
------------------ --------------- ---------------- --------------- ---------------- ---------------- ----------------

------------------ --------------- ---------------- --------------- ---------------- ---------------- ----------------

                                                                    Miscellaneous

         9.       All demands,  notices and communications related to the Assigned Loans, the Purchase Agreement and this AAR Agreement
shall be in writing  and shall be deemed to have been duly given if  personally  delivered  at or mailed by  registered  mail,  postage
prepaid, as follows:

         (a)      In the case of Company:
                  First Tennessee Mortgage Services, Inc.
                  4000 Horizon Way
                  Irving, Texas 75063
                  Attention:  Capital Markets Department

         (b)      In the case of Assignor:

                  EMC Mortgage Corporation
                  2780 Lake Vista Drive
                  Lewisville, Texas 75067
                  Attention: Conduit Seller Approval Dept.
                  Facsimile: (214) 626-3751
                  Email: sellerapproval@bear.com


                  with a copy  to:

                  Bear Stearns Mortgage Capital Corporation
                  383 Madison Avenue
                  New York, New York 10179
                  Attention: Ernie Calabrese
                  Telecopier No.:  (212) 272-9529

         (c) In the case of Assignee:

                  Citibank, N.A., as Trustee
                  388 Greenwich Street, 14th Floor
                  New York, New York 10013
                  Attention:  Structured Finance Agency & Trust —BSALTA 2006-4
                  Telecopier No.: (212) 816-5527

         10.      The Company  hereby  acknowledges  that Wells Fargo Bank,  National  Association  (the  "Master  Servicer")  has been
appointed as the master servicer of the Assigned Loans pursuant to the Pooling and Servicing  Agreement,  and therefor has the right to
enforce all obligations of the Company,  as they relate to the Assigned Loans, under the Purchase  Agreement.  Such right will include,
without  limitation,  the right to  terminate  the Company  under the Purchase  Agreement  upon the  occurrence  of an event of default
thereunder,  the right to receive all  remittances  required  to be made by the  Company  under the  Purchase  Agreement,  the right to
receive all monthly reports and other data required to be delivered by the Company under the Purchase  Agreement,  the right to examine
the books and records of the  Company,  indemnification  rights,  and the right to  exercise  certain  rights of consent  and  approval
relating to actions taken by the Company.  The Company shall make all  distributions  under the Purchase  Agreement,  as they relate to
the Assigned Loans, to the Master Servicer by wire transfer of immediately available funds to:

                  Wells Fargo Bank, National Association
                  ABA# 121000248
                  Account Name:  SAS Clearing
                  Account # 3970771416
                  For Further Credit to: BSALTA 2006-4, Account #50927900.

         and the Company  shall  deliver all reports  required to be  delivered  under the  Purchase  Agreement,  as they relate to the
Assigned Loans, to the Assignee at the address set forth in Section 8 herein and to the Master Servicer at:

                  Wells Fargo Bank, National Association
                  9062 Old Annapolis Road
                  Columbia, Maryland 21045
                  Attention: Client Manager BSALTA 2006-4
                  Telecopier No.: (410) 715-2380

         11.      Each  party  will  pay any  commissions  it has  incurred  and the  fees of its  attorneys  in  connection  with  the
negotiations for, documenting of and closing of the transactions contemplated by this AAR Agreement.

         12.      This AAR  Agreement  shall be  construed  in  accordance  with the laws of the State of New York,  without  regard to
conflicts of law principles,  and the obligations,  rights and remedies of the parties hereunder shall be determined in accordance with
such laws.

         13.      No term or  provision  of this AAR  Agreement  may be waived or modified  unless such  waiver or  modification  is in
writing and signed by the party against whom such waiver or modification is sought to be enforced.

         14.      This AAR Agreement  shall inure to the benefit of the successors and assigns of the parties  hereto.  Any entity into
which Assignor,  Assignee or Company may be merged or consolidated  shall,  without the requirement for any further writing,  be deemed
Assignor, Assignee or Company, respectively, hereunder.

         15.      This AAR Agreement  shall survive the conveyance of the Assigned Loans,  the assignment of the Purchase  Agreement to
the extent of the Assigned Loans by Assignor to Assignee and the termination of the Purchase Agreement.

         16.      This AAR Agreement may be executed  simultaneously  in any number of counterparts.  Each counterpart  shall be deemed
to be an original and all such counterparts shall constitute one and the same instrument.

         17.      In the event that any provision of this AAR Agreement  conflicts  with any provision of the Purchase  Agreement  with
respect to the Assigned Loans, the terms of this AAR Agreement shall control.

                                                      [Signature pages to follow]





         IN WITNESS WHEREOF, the parties hereto have executed this AAR Agreement as of the day and year first above written.


                                                     EMC MORTGAGE CORPORATION
                                                     Assignor

                                                     By:_________________________________________
                                                     Name:_______________________________________
                                                     Title:______________________________________

                                                     CITIBANK,  N.A.,  not  individually  but  solely as Trustee  for the Bear  Stearns
                                                     ALT-A Trust 2006-4, Mortgage Pass-Through Certificates, Series 2006-4
                                                     Assignee

                                                     By:_________________________________________
                                                     Name:_______________________________________
                                                     Title:______________________________________

                                                     FIRST TENNESSEE MORTGAGE SERVICES, INC.
                                                     Company

                                                     By:_________________________________________
                                                     Name:_______________________________________
                                                     Title:______________________________________

                                                     Acknowledged and Agreed:

                                                     WELLS FARGO BANK, NATIONAL ASSOCIATION Master Servicer

                                                     By:_________________________________________
                                                     Name:_______________________________________
                                                     Title:______________________________________




                                                             ATTACHMENT 1

                                                        ASSIGNED LOAN SCHEDULE


                                                       (Available upon request)




                                                             ATTACHMENT 2

                                                          PURCHASE AGREEMENT





                                                                                                                  Exhibit I-14

                                           ASSIGNMENT, ASSUMPTION AND RECOGNITION AGREEMENT

         This is an  Assignment,  Assumption and  Recognition  Agreement  (this "AAR  Agreement")  made as of June 30, 2006,  among EMC
Mortgage  Corporation (the "Assignor"),  Citibank,  N.A., not in its individual  capacity but solely as trustee for the holders of Bear
Stearns ALT-A Trust 2006-4,  Mortgage  Pass-Through  Certificates,  Series 2006-4 (the  "Assignee") and GMAC Mortgage  Corporation (the
"Company").

         Whereas,  the Assignor has purchased  certain  residential  mortgage loans (the "2006-4 Loans") listed on Attachment 1 annexed
hereto (the "Mortgage Loan Schedule")  from the Company  pursuant to the terms and conditions of the Servicing  Agreement,  dated as of
May 1,  2001, as amended by Amendment No. 1,  dated as of October 1, 2001,  Amendment No. 2,  dated as of July 31,  2002, and Amendment
No. 3 dated as of December 20, 2005 (as amended, the "Servicing Agreement"), between the Company and Assignor.

         In consideration of the mutual promises and agreements  contained herein, and for other good and valuable  consideration,  the
receipt and  sufficiency  of which are hereby  acknowledged,  the parties hereto also agree that the Mortgage Loans shall be subject to
the terms of this AAR  Agreement.  Capitalized  terms used  herein but not  defined  shall have the  meanings  ascribed  to them in the
Servicing Agreement.

Assignment and Assumption

         1.       Assignor  hereby  grants,  transfers and assigns to Assignee all of the right,  title and interest of Assignor in the
Mortgage  Loans and,  as they  relate to the  Mortgage  Loans,  all of its right,  title and  interest  in, to and under the  Servicing
Agreement.  Assignor  specifically  reserves and does not assign to Assignee any right, title and interest in, to or under any mortgage
loans subject to the Servicing Agreement other than those set forth on Attachment 1.

Representations, Warranties and Covenants

         2.       Assignor warrants and represents to Assignee and Company as of the date hereof:

                  a.       Attached  hereto as Attachment 2 is a true and accurate copy of the  Servicing  Agreement,  which is in full
                           force and  effect as of the date  hereof  and the  provisions  of which  have not been  waived,  amended  or
                           modified in any respect, nor has any notice of termination been given thereunder;

                  b.       Assignor is the lawful  owner of the Mortgage  Loans with full right to transfer the Mortgage  Loans and any
                           and all of its  interests,  rights and  obligations  under the  Servicing  Agreement  as they  relate to the
                           Mortgage  Loans,  free and clear from any and all  claims and  encumbrances;  and upon the  transfer  of the
                           Mortgage Loans to Assignee as  contemplated  herein and in the Mortgage Loan Purchase  Agreement dated as of
                           June 30, 2006 between the Assignor and Structured Asset Mortgage  Investments II Inc. ("SAMI II"),  Assignee
                           shall have good title to each and every  Mortgage  Loan, as well as any and all of Assignor's  interests and
                           rights under the  Servicing  Agreement as they relate to the Mortgage  Loans,  free and clear of any and all
                           liens, claims and encumbrances;

                  c.       There are no offsets,  counterclaims  or other  defenses  available  to Company with respect to the Mortgage
                           Loans or the Servicing Agreement;

                  d.       Assignor has no knowledge of, and has not received  notice of, any waivers under,  or any  modification  of,
                           any Mortgage Loan;

                  e.       Assignor is duly organized,  validly existing and in good standing under the laws of the jurisdiction of its
                           incorporation, and has all requisite power and authority to acquire, own and sell the Mortgage Loans;

                  f.       Assignor has full corporate power and authority to execute,  deliver and perform its obligations  under this
                           AAR Agreement,  and to consummate the  transactions  set forth herein.  The consummation of the transactions
                           contemplated  by this AAR Agreement is in the ordinary  course of Assignor's  business and will not conflict
                           with, or result in a breach of, any of the terms,  conditions or provisions of Assignor's charter or by-laws
                           or any legal  restriction,  or any material  agreement or instrument to which  Assignor is now a party or by
                           which it is bound,  or result in the violation of any law, rule,  regulation,  order,  judgment or decree to
                           which Assignor or its property is subject.  The execution,  delivery and performance by Assignor of this AAR
                           Agreement and the consummation by it of the transactions  contemplated  hereby, have been duly authorized by
                           all  necessary  corporate  action  on part of  Assignor.  This AAR  Agreement  has been  duly  executed  and
                           delivered by Assignor and, upon the due authorization,  execution and delivery by Assignee and Company, will
                           constitute the valid and legally binding obligation of Assignor  enforceable  against Assignor in accordance
                           with  its  terms  except  as  enforceability  may be  limited  by  bankruptcy,  reorganization,  insolvency,
                           moratorium or other similar laws now or hereafter in effect relating to creditors' rights generally,  and by
                           general  principles of equity  regardless of whether  enforceability is considered in a proceeding in equity
                           or at law; and

                  g.       No  consent,  approval,  order or  authorization  of, or  declaration,  filing  or  registration  with,  any
                           governmental  entity is  required to be obtained  or made by  Assignor  in  connection  with the  execution,
                           delivery or performance by Assignor of this AAR Agreement,  or the  consummation  by it of the  transactions
                           contemplated  hereby.  Neither Assignor nor anyone acting on its behalf has offered,  transferred,  pledged,
                           sold or otherwise  disposed of the Mortgage  Loans or any interest in the Mortgage  Loans,  or solicited any
                           offer to buy or accept a transfer,  pledge or other  disposition of the Mortgage  Loans,  or any interest in
                           the Mortgage  Loans or otherwise  approached  or  negotiated  with  respect to the  Mortgage  Loans,  or any
                           interest in the Mortgage Loans with any Person in any manner,  or made any general  solicitation by means of
                           general  advertising or in any other manner, or taken any other action which would constitute a distribution
                           of the Mortgage  Loans under the  Securities  Act of 1933, as amended (the "1933 Act") or which would render
                           the  disposition  of the  Mortgage  Loans a violation  of Section 5 of the 1933 Act or require  registration
                           pursuant thereto.

         3.       Assignee warrants and represents to, and covenants with, Assignor and Company as of the date hereof:

                  a.       Assignee is duly organized,  validly existing and in good standing under the laws of the jurisdiction of its
                           organization  and has all requisite  power and authority to hold the Mortgage Loans on behalf of the holders
                           of Bear Stearns ALT-A Trust 2006-4, Mortgage Pass-Through Certificates Series 2006-4;

                  b.       Assignee has full corporate power and authority to execute,  deliver and perform its obligations  under this
                           AAR Agreement,  and to consummate the  transactions  set forth herein.  The consummation of the transactions
                           contemplated  by this AAR Agreement is in the ordinary  course of Assignee's  business and will not conflict
                           with, or result in a breach of, any of the terms,  conditions or provisions of Assignee's charter or by-laws
                           or any legal  restriction,  or any material  agreement or instrument to which  Assignee is now a party or by
                           which it is bound,  or result in the violation of any law, rule,  regulation,  order,  judgment or decree to
                           which Assignee or its property is subject.  The execution,  delivery and performance by Assignee of this AAR
                           Agreement and the consummation by it of the transactions  contemplated  hereby, have been duly authorized by
                           all  necessary  corporate  action  on part of  Assignee.  This AAR  Agreement  has been  duly  executed  and
                           delivered by Assignee and, upon the due authorization,  execution and delivery by Assignor and Company, will
                           constitute the valid and legally binding obligation of Assignee  enforceable  against Assignee in accordance
                           with  its  terms  except  as  enforceability  may be  limited  by  bankruptcy,  reorganization,  insolvency,
                           moratorium or other similar laws now or hereafter in effect relating to creditors' rights generally,  and by
                           general  principles of equity  regardless of whether  enforceability is considered in a proceeding in equity
                           or at law;

                  c.       No  consent,  approval,  order or  authorization  of, or  declaration,  filing  or  registration  with,  any
                           governmental  entity is  required to be obtained  or made by  Assignee  in  connection  with the  execution,
                           delivery or performance by Assignee of this AAR Agreement,  or the  consummation  by it of the  transactions
                           contemplated hereby; and

                  d.       The  Assignee  assumes for the benefit of each of Assignor  and Company all of  Assignor's  rights under the
                           Servicing Agreement but solely with respect to such Mortgage Loans.

         4.       Company warrants and represents to, and covenants with, Assignor and Assignee as of the date hereof:

                  a.       Attached  hereto as Attachment 2 is a true and accurate copy of the  Servicing  Agreement,  which is in full
                           force and  effect as of the date  hereof  and the  provisions  of which  have not been  waived,  amended  or
                           modified in any respect, nor has any notice of termination been given thereunder;

                  b.       Company is duly organized,  validly  existing and in good standing under the laws of the jurisdiction of its
                           incorporation,  and has all  requisite  power and  authority to service the Mortgage  Loans and otherwise to
                           perform its obligations under the Servicing Agreement;

                  c.       Company has full corporate power and authority to execute,  deliver and perform its  obligations  under this
                           AAR Agreement,  and to consummate the  transactions  set forth herein.  The consummation of the transactions
                           contemplated  by this AAR  Agreement is in the ordinary  course of Company's  business and will not conflict
                           with,  or result in a breach of,  any of the terms,  conditions  or  provisions  of  Company's  articles  of
                           incorporation or any legal  restriction,  or any material  agreement or instrument to which Company is now a
                           party or by which it is bound, or result in the violation of any law, rule,  regulation,  order, judgment or
                           decree to which Company or its property is subject.  The execution,  delivery and  performance by Company of
                           this AAR  Agreement and the  consummation  by it of the  transactions  contemplated  hereby,  have been duly
                           authorized by all necessary  corporate action on part of Company.  This AAR Agreement has been duly executed
                           and delivered by Company, and, upon the due authorization,  execution and delivery by Assignor and Assignee,
                           will  constitute  the valid and legally  binding  obligation  of  Company,  enforceable  against  Company in
                           accordance  with  its  terms  except  as  enforceability  may  be  limited  by  bankruptcy,  reorganization,
                           insolvency,  moratorium  or other  similar  laws now or hereafter in effect  relating to  creditors'  rights
                           generally,  and by general  principles  of equity  regardless of whether  enforceability  is considered in a
                           proceeding in equity or at law;

                  d.       No  consent,  approval,  order or  authorization  of, or  declaration,  filing  or  registration  with,  any
                           governmental  entity is  required  to be  obtained  or made by Company  in  connection  with the  execution,
                           delivery or performance  by Company of this AAR Agreement,  or the  consummation  by it of the  transactions
                           contemplated hereby;

                  e.       Company shall establish a Custodial Account and an Escrow Account under the Servicing  Agreement in favor of
                           Assignee  with  respect to the  Mortgage  Loans  separate  from the  Custodial  Account  and Escrow  Account
                           previously established under the Servicing Agreement in favor of Assignor; and

                  f.       No event has occurred  from the Closing Date to the date hereof which would render the  representations  and
                           warranties as to the related  Mortgage  Loans made by the Company in Article III of the Servicing  Agreement
                           to be untrue in any material respect.

         5.       The Company hereby restates the  representations  and warranties set forth in Section 3(m) of the Servicing Agreement
as of the date hereof.

         Notwithstanding  anything to the  contrary in the  Servicing  Agreement,  the  Company  shall (or shall cause any  Third-Party
Originator  to) (i)  immediately  notify  Assignor and SAMI II in writing of (A) legal  proceedings  pending  against the  Company,  or
proceedings  known to be contemplated by  governmental  authorities  against the Company which in the judgment of the Company would be,
in each case,  material to purchasers of securities  backed by the Mortgage Loans and (B) any affiliations or relationships of the type
described  in Item 1119(b) of  Regulation  AB that develop  following  the date hereof  between the Company and any of the above listed
parties or other  parties  identified  in writing by the Assignor or SAMI II with respect to the  Securitization  Transaction  and (ii)
provide to the Assignor and SAMI II a description of such proceedings, affiliations or relationships.

         Each  notice/update  regarding  Regulation  AB  should  be sent to the  Assignor  by  e-mail  to  regABnotifications@bear.com.
Additionally, all such notifications, other than those pursuant to (i)(A) above, should be sent to:

                           EMC Mortgage Corporation
                           2780 Lake Vista Drive
                           Lewisville, Texas 75067
                           Attention: Conduit Seller Approval Dept.
                           Facsimile: (214) 626-3751
                           Email: sellerapproval@bear.com

                           with copies to:

                           Bear, Stearns & Co. Inc.
                           383 Madison Avenue, 3rd Floor
                           New York, NY  10179
                           Attention:  Global Credit Administration
                           Facsimile:  (212) 272-6564



                           Notifications pursuant to (i)(A) above should be sent to:

                           EMC Mortgage Corporation
                           Two Mac Arthur Ridge
                           909 Hidden Ridge Drive, Suite 200
                           Irving, TX  75038
                           Attention:  Associate General Counsel for Loan Administration
                           Facsimile:  (972) 831-2555

                           with a copy to:

                           Bear, Stearns & Co. Inc.
                           383 Madison Avenue, 3rd Floor
                           New York, NY  10179
                           Attention:  Global Credit Administration
                           Facsimile:  (212) 272-6564

         5.       Assignor hereby agrees to indemnify and hold the Assignee (and its successors and assigns)  harmless  against any and
all claims, losses,  penalties,  fines,  forfeitures,  legal fees and related costs, judgments,  and any other costs, fees and expenses
that Assignee (and its  successors  and assigns) may sustain in any way related to any breach of the  representations  or warranties of
Assignor set forth in this AAR Agreement or the breach of any covenant or condition contained herein.

Recognition of Assignee

         6.       From and after the date hereof,  Company shall recognize  Assignee as owner of the Mortgage Loans,  and  acknowledges
that the Mortgage Loans are intended to be part of a REMIC or multiple  REMICs,  and will service the Mortgage Loans in accordance with
the  Servicing  Agreement  and this AAR  Agreement  but in no event in a manner  that would (i) cause any REMIC to fail to qualify as a
REMIC or (ii) result in the  imposition  of a tax upon any such  intended  REMIC  (including  but not limited to the tax on  prohibited
transactions as defined in Section  860F(a)(2) of the Code and the tax on  contributions to a REMIC set forth in Section 860G(d) of the
Code).  It is the  intention of Assignor,  Company and Assignee  that this AAR  Agreement  shall be binding upon and for the benefit of
the  respective  successors and assigns of the parties  hereto.  Neither  Company nor Assignor  shall amend or agree to amend,  modify,
waive, or otherwise alter any of the terms or provisions of the Servicing  Agreement,  which amendment,  modification,  waiver or other
alteration would in any way affect the Mortgage Loans without the prior written consent of Assignee.

                  Notwithstanding  any term hereof to the contrary,  it is expressly  understood  and agreed by the parties hereto that
(i) this AAR Agreement is  acknowledged  and accepted by the Assignee not  individually  or  personally  but solely as Assignee for the
Trust in the exercise of the powers and authority  conferred and vested in it under the Pooling and Servicing  Agreement  (the "Pooling
and  Servicing  Agreement"),  dated as of June 1, 2006,  among  SAMI II,  the  Assignor,  the  Assignee,  Wells  Fargo  Bank,  National
Association,  as  master  servicer  (the  "Master  Servicer")  and as  securities  administrator,  (ii)  each  of the  representations,
undertakings and agreements herein made on behalf of the Trust is made and intended not as personal  representations,  undertakings and
agreements  of the Assignee but is made and intended for the purpose of binding only the Trust and (iii) under no  circumstances  shall
the Assignee be  personally  liable for the payment of any  indebtedness  or expenses of the Assignee or the Trust or be liable for the
breach or failure of any  obligation,  representation,  warranty or covenant made or  undertaken  by the Assignee,  the Assignor or the
Trust under the  Servicing  Agreement  or the Pooling and  Servicing  Agreement.  Any  recourse  against the Assignee in respect of any
obligations  it may have under or  pursuant  to the terms of this AAR  Agreement  shall be limited  solely to the assets it may hold as
trustee of Bear Stearns ALT-A Trust 2006-4, Mortgage Pass-Through Certificates, Series 2006-4.

Modification of the Servicing Agreement

         7.       The Company and Assignor hereby amend the Servicing Agreement as follows:


         The following definitions are added to Article I of the Servicing Agreement:

                  Assignee:  Citibank,  N.A., as trustee for the holders of Bear Steams ALT-A Trust 2006-4, Mortgage Pass-Through
         Certificates, Series 2006-4.

                  Master  Servicer:  Wells  Fargo  Bank,  National  Association,  or its  successors  in  interest  who  meet the
         qualifications of the Pooling and Servicing Agreement and this Agreement.

                  Pooling and  Servicing  Agreement:  That certain  pooling and  servicing  agreement,  dated as of June 1, 2006,
         among Structured Asset Mortgage Investments II Inc., the Trustee, the Master Servicer and the Owner.

                  Trustee:  Citibank,  N.A., or its successor in interest,  or any successor trustee appointed as provided in the
         Pooling and Servicing Agreement.


Miscellaneous

         8.       All  demands,  notices and  communications  related to the  Mortgage  Loans,  the  Servicing  Agreement  and this AAR
Agreement  shall be in writing and shall be deemed to have been duly given if  personally  delivered at or mailed by  registered  mail,
postage prepaid, as follows:
                  a.       In the case of Company,

                           GMAC Mortgage Corporation
                           500 Enterprise Road
                           Horsham, Pennsylvania 19044
                           Attention:  Mr. Frank Ruhl
                           Telecopier No.: (215) 682-3396

                  b.       In the case of Assignor,

                           EMC Mortgage Corporation
                           2780 Lake Vista Drive
                           Lewisville, Texas 75067
                           Attention: Conduit Seller Approval Dept.
                           Facsimile: (214) 626-3751
                           Email: sellerapproval@bear.com

                  c.       In the case of the Securities Administrator,

                           Wells Fargo Bank,
                           National Association
                           9062 Old Annapolis Road
                           Columbia, Maryland 21045
                           Attention:  BSALTA 2006-4
                           Telecopier No.: (410) 715-2380

                  d.       In the case of Assignee,

                           Citibank, N.A.
                           388 Greenwich Street, 14th Floor
                           New York, New York 10013
                           Attention:  Structured Finance Agency & Trust —BSALTA 2006-4
                           Telecopier No.: (212) 816-5527

         9.       Each party will pay any  commissions  it has incurred and the Assignor  shall pay the fees of its  attorneys  and the
reasonable fees of the attorneys of the Assignee and the Company in connection with the  negotiations  for,  documenting of and closing
of the transactions contemplated by this AAR Agreement.

         10.      This AAR  Agreement  shall be  construed  in  accordance  with the laws of the State of New York,  without  regard to
conflicts of law principles,  and the obligations,  rights and remedies of the parties hereunder shall be determined in accordance with
such laws.

         11.      No term or  provision  of this AAR  Agreement  may be waived or modified  unless such  waiver or  modification  is in
writing and signed by the party against whom such waiver or modification is sought to be enforced.

         12.      This AAR Agreement  shall inure to the benefit of the successors and assigns of the parties  hereto.  Any entity into
which Assignor,  Assignee or Company may be merged or consolidated  shall,  without the requirement for any further writing,  be deemed
Assignor, Assignee or Company, respectively, hereunder.

         13.      This AAR Agreement shall survive the conveyance of the Mortgage Loans,  the assignment of the Servicing  Agreement to
the extent of the Mortgage Loans by Assignor to Assignee and the termination of the Servicing Agreement.

         14.      This AAR Agreement may be executed  simultaneously  in any number of counterparts.  Each counterpart  shall be deemed
to be an original and all such counterparts shall constitute one and the same instrument.

         15.      In the event that any provision of this AAR Agreement  conflicts  with any provision of the Servicing  Agreement with
respect to the Mortgage Loans, the terms of this AAR Agreement shall control.

         16.      The Company  hereby  acknowledges  that Wells Fargo Bank,  National  Association  (the  "Master  Servicer")  has been
appointed as the master  servicer of the Mortgage Loans  pursuant to the Pooling and Servicing  Agreement and therefor has the right to
enforce all  obligations of the Company,  as they relate to the Mortgage Loans,  under the Servicing  Agreement and this AAR Agreement.
Such rights will include,  without  limitation,  the right to terminate the Servicer under the Servicing  Agreement upon the occurrence
of an event of default  thereunder,  the right to receive  all  remittances  required  to be made by the  Company  under the  Servicing
Agreement,  the right to receive  all monthly  reports  and other data  required to be  delivered  by the Company  under the  Servicing
Agreement,  the right to examine the books and  records of the  Company,  indemnification  rights,  and the right to  exercise  certain
rights of consent and approval relating to actions taken by the Company.  The Company shall make all distributions  under the Servicing
Agreement, as they relate to the Mortgage Loans, to the Master Servicer by wire transfer of immediately available funds to:

                  Wells Fargo Bank, National Association
                  ABA# 121000248
                  Account Name:  SAS Clearing
                  Account # 3970771416
                  For Further Credit to: BSALTA 2006-4, Account #50927900.

and the Company  shall  deliver all reports  required to be delivered  under the  Servicing  Agreement,  as they relate to the Mortgage
Loans, to the Assignee at the address set forth in Section 8d herein and to the Master Servicer at:

                  Wells Fargo Bank, National Association
                  9062 Old Annapolis Road
                  Columbia, Maryland 21045
                  Attention: BSALTA 2006-4
                  Telecopier No.: (410) 715-2380




         IN WITNESS WHEREOF, the parties hereto have executed this AAR Agreement as of the day and year first above written.


EMC MORTGAGE CORPORATION
Assignor

By:__________________________________________________
Name:
Title:

CITIBANK, N.A.
AS TRUSTEE
Assignee

By:__________________________________________________
Name:
Title:

GMAC MORTGAGE CORPORATION
Company

By:__________________________________________________
Name:
Title:


ACKNOWLEDGED:

WELLS FARGO BANK,
NATIONAL ASSOCIATION

By:__________________________________________________
Name:
Title:





                                                             ATTACHMENT 1

                                                        MORTGAGE LOAN SCHEDULE

                                                       (Available upon request)




                                                             ATTACHMENT 2

                                                          SERVICING AGREEMENT

                                                       (Available upon request)





                                                                                                                   Exhibit I-15

                                           ASSIGNMENT, ASSUMPTION AND RECOGNITION AGREEMENT

         This is an  Assignment,  Assumption and  Recognition  Agreement  (this "AAR  Agreement")  made as of June 30, 2006,  among EMC
Mortgage  Corporation  (the  "Assignor"),  Citibank,  N.A., not  individually but solely as trustee for the holders of the Bear Stearns
ALT-A Trust 2006-4,  Mortgage  Pass-Through  Certificates,  Series 2006-4 (the  "Assignee")  and HSBC Mortgage  Corporation  (USA) (the
"Company").

         Whereas,  the Assignor  purchased  certain  residential  mortgage loans (the "Assigned  Loans") listed on Attachment 1 annexed
hereto (the  "Assigned  Loan  Schedule")  from the Company  pursuant to the Amended and Restated  Purchase,  Warranties  and  Servicing
Agreement,  dated as of September 1, 2005, as amended by Amendment Reg AB (the  "Amendment  Reg AB"),  dated as of November 7, 2005 (as
amended,  the  "Servicing  Agreement"),  between the  Company  and  Assignor  and  pursuant to which the Company  agreed to service the
Assigned Loans; and

         In consideration of the mutual promises and agreements  contained herein, and for other good and valuable  consideration,  the
receipt and sufficiency of which are hereby  acknowledged,  the parties hereto agree that the Assignor's  right,  title and interest to
and under the Servicing  Agreement and the Assigned  Loans now serviced by Company for Assignor,  shall be subject to the terms of this
AAR Agreement.  Capitalized terms used herein but not defined shall have the meanings ascribed to them in the Servicing Agreement.

Assignment and Assumption

         1.       Except as expressly  provided for herein,  the Assignor  hereby grants,  transfers and assigns to the Assignee all of
its right, title and interest as in, to and under (a) the Assigned Loans and (b) the Servicing Agreement;  provided,  however, that the
Assignor is not assigning to the Assignee any of its right,  title or interest,  in, to and under the Servicing  Agreement with respect
to any mortgage  loan other than the  Assigned  Loans  listed on  Attachment  1.  Notwithstanding  anything to the  contrary  contained
herein,  the Assignor  specifically  reserves  and does not assign to the  Assignee  any right,  title and interest in, to or under the
representations  and  warranties  contained in Section 3.01 and Section 3.02 of the  Servicing  Agreement and the Assignor is retaining
the right to enforce the  representations  and  warranties  set forth in those  sections  against the  Company.  Except as is otherwise
expressly  provided  herein,  the  Assignor  makes no  representations,  warranties  or  covenants  to the  Assignee  and the  Assignee
acknowledges that the Assignor has no obligations to the Assignee under the terms of the Servicing  Agreement or otherwise  relating to
the transaction contemplated herein (including, but not limited to, any obligation to indemnify the Assignee).

Representations, Warranties and Covenants

         2.       Assignor warrants and represents to Assignee and Company as of the date hereof:

                  (a)      [reserved];

                  (b)      Attached  hereto as Attachment 2 is a true and accurate copy of the Servicing  Agreement  which agreement is
                           in full force and effect as of the date hereof and the provisions of which have not been waived,  amended or
                           modified in any respect, nor has any notice of termination been given thereunder;

                  (c)      Assignor is the lawful  owner of the Assigned  Loans with full right to transfer the Assigned  Loans and any
                           and all of its  interests,  rights and  obligations  under the  Servicing  Agreement  as they  relate to the
                           Assigned  Loans,  free and clear from any and all  claims and  encumbrances;  and upon the  transfer  of the
                           Assigned Loans to Assignee as  contemplated  herein and in the Mortgage Loan Purchase  Agreement dated as of
                           June 30, 2006 between the Assignor and Structured Asset Mortgage  Investments II Inc. ("SAMI II"),  Assignee
                           shall have good title to each and every  Assigned  Loan, as well as any and all of Assignor's  interests and
                           rights under the  Servicing  Agreement as they relate to the Assigned  Loans,  free and clear of any and all
                           liens, claims and encumbrances;

                  (d)      There are no offsets,  counterclaims  or other  defenses  available  to Company with respect to the Assigned
                           Loans or the Servicing Agreement;

                  (e)      Assignor has no knowledge of, and has not received  notice of, any waivers under,  or any  modification  of,
                           any Assigned Loan;

                  (f)      Assignor is duly organized,  validly existing and in good standing under the laws of the jurisdiction of its
                           incorporation, and has all requisite power and authority to acquire, own and sell the Assigned Loans;

                  (g)      Assignor has full corporate power and authority to execute,  deliver and perform its obligations  under this
                           AAR Agreement,  and to consummate the  transactions  set forth herein.  The consummation of the transactions
                           contemplated  by this AAR Agreement is in the ordinary  course of Assignor's  business and will not conflict
                           with, or result in a breach of, any of the terms,  conditions or provisions of Assignor's charter or by-laws
                           or any legal  restriction,  or any material  agreement or instrument to which  Assignor is now a party or by
                           which it is bound,  or result in the violation of any law, rule,  regulation,  order,  judgment or decree to
                           which Assignor or its property is subject.  The execution,  delivery and performance by Assignor of this AAR
                           Agreement and the consummation by it of the transactions  contemplated  hereby, have been duly authorized by
                           all  necessary  corporate  action on the part of Assignor.  This AAR  Agreement  has been duly  executed and
                           delivered by Assignor and, upon the due authorization,  execution and delivery by Assignee and Company, will
                           constitute the valid and legally binding obligation of Assignor  enforceable  against Assignor in accordance
                           with  its  terms  except  as  enforceability  may be  limited  by  bankruptcy,  reorganization,  insolvency,
                           moratorium or other similar laws now or hereafter in effect relating to creditors' rights generally,  and by
                           general  principles of equity  regardless of whether  enforceability is considered in a proceeding in equity
                           or at law;

                  (h)      No  consent,  approval,  order or  authorization  of, or  declaration,  filing  or  registration  with,  any
                           governmental  entity is  required to be obtained  or made by  Assignor  in  connection  with the  execution,
                           delivery or performance by Assignor of this AAR Agreement,  or the  consummation  by it of the  transactions
                           contemplated hereby;

                  (i)      Neither  Assignor  nor anyone  acting on its behalf has  offered,  transferred,  pledged,  sold or otherwise
                           disposed of the  Assigned  Loans or any  interest in the Assigned  Loans,  or solicited  any offer to buy or
                           accept a transfer,  pledge or other disposition of the Assigned Loans, or any interest in the Assigned Loans
                           or otherwise  approached or negotiated  with respect to the Assigned  Loans, or any interest in the Assigned
                           Loans with any Person in any manner, or made any general  solicitation by means of general advertising or in
                           any other manner,  or taken any other action which would  constitute a  distribution  of the Assigned  Loans
                           under the Securities  Act of 1933, as amended (the "1933 Act") or which would render the  disposition of the
                           Assigned Loans a violation of Section 5 of the 1933 Act or require registration pursuant thereto;

                  (j)      The Assignor has received from Company,  and has  delivered to the  Assignee,  all documents  required to be
                           delivered to Assignor by the Company prior to the date hereof  pursuant to the  Servicing  Agreement and the
                           Servicing Agreement with respect to the Assigned Loans and has not received,  and has not requested from the
                           Company, any additional documents; and

                  (k)      There is no action,  suit,  proceeding,  investigation  or litigation  pending or, to Assignor's  knowledge,
                           threatened,  which either in any instance or in the aggregate,  if determined  adversely to Assignor,  would
                           adversely affect Assignor's  execution or delivery of, or the enforceability of, this AAR Agreement,  or the
                           Assignor's ability to perform its obligations under this AAR Agreement.

         3.       Assignee warrants and represents to, and covenants with, Assignor and Company as of the date hereof:

                  (a)      Assignee is duly organized,  validly existing and in good standing under the laws of the jurisdiction of its
                           organization  and has all requisite  power and authority to hold the Assigned  Loans as trustee on behalf of
                           the holders of the Bear Stearns ALT-A Trust 2006-4, Mortgage Pass-Through Certificates, Series 2006-4;

                  (b)      Assignee has full corporate power and authority to execute,  deliver and perform its obligations  under this
                           AAR Agreement,  and to consummate the  transactions  set forth herein.  The consummation of the transactions
                           contemplated  by this AAR Agreement is in the ordinary  course of Assignee's  business and will not conflict
                           with, or result in a breach of, any of the terms,  conditions or provisions of Assignee's charter or by-laws
                           or any legal  restriction,  or any material  agreement or instrument to which  Assignee is now a party or by
                           which it is bound,  or result in the violation of any law, rule,  regulation,  order,  judgment or decree to
                           which Assignee or its property is subject.  The execution,  delivery and performance by Assignee of this AAR
                           Agreement and the consummation by it of the transactions  contemplated  hereby, have been duly authorized by
                           all  necessary  corporate  action  on part of  Assignee.  This AAR  Agreement  has been  duly  executed  and
                           delivered by Assignee and, upon the due authorization,  execution and delivery by Assignor and Company, will
                           constitute the valid and legally binding obligation of Assignee  enforceable  against Assignee in accordance
                           with  its  terms  except  as  enforceability  may be  limited  by  bankruptcy,  reorganization,  insolvency,
                           moratorium or other similar laws now or hereafter in effect relating to creditors' rights generally,  and by
                           general  principles of equity  regardless of whether  enforceability is considered in a proceeding in equity
                           or at law;

                  (c)      No  consent,  approval,  order or  authorization  of, or  declaration,  filing  or  registration  with,  any
                           governmental  entity is  required to be obtained  or made by  Assignee  in  connection  with the  execution,
                           delivery or performance by Assignee of this AAR Agreement,  or the  consummation  by it of the  transactions
                           contemplated hereby;

                  (d)      There is no action,  suit,  proceeding,  investigation  or litigation  pending or, to Assignee's  knowledge,
                           threatened,  which either in any instance or in the aggregate,  if determined  adversely to Assignee,  would
                           adversely affect Assignee's  execution or delivery of, or the enforceability of, this AAR Agreement,  or the
                           Assignee's ability to perform its obligations under this AAR Agreement; and

                  (e)      Assignee  assumes for the benefit of each of the Assignor and the Company all of the rights of the Purchaser
                           under the Servicing Agreement with respect to the Assigned Loans.

         4.       Company warrants and represents to, and covenants with, Assignor and Assignee as of the date hereof:

                  (f)      [reserved];

                  (g)      Attached  hereto as Attachment 2 is a true and accurate copy of the Servicing  Agreement  which agreement is
                           in full force and effect as of the date hereof and the provisions of which have not been waived,  amended or
                           modified in any respect, nor has any notice of termination been given thereunder;

                  (h)      Company is duly organized,  validly  existing and in good standing under the laws of the jurisdiction of its
                           incorporation,  and has all  requisite  power and  authority to service the Assigned  Loans and otherwise to
                           perform its obligations under the Servicing Agreement;

                  (i)      Company has full corporate power and authority to execute,  deliver and perform its  obligations  under this
                           AAR Agreement,  and to consummate the  transactions  set forth herein.  The consummation of the transactions
                           contemplated  by this AAR  Agreement is in the ordinary  course of Company's  business and will not conflict
                           with, or result in a breach of, any of the terms,  conditions or provisions of Company's  charter or by-laws
                           or any legal  restriction,  or any material  agreement or  instrument  to which Company is now a party or by
                           which it is bound,  or result in the violation of any law, rule,  regulation,  order,  judgment or decree to
                           which Company or its property is subject.  The  execution,  delivery and  performance by Company of this AAR
                           Agreement and the consummation by it of the transactions  contemplated  hereby, have been duly authorized by
                           all  necessary  corporate  action on the part of Company.  This AAR  Agreement  has been duly  executed  and
                           delivered by Company,  and,  upon the due  authorization,  execution  and delivery by Assignor and Assignee,
                           will  constitute  the valid and legally  binding  obligation  of  Company,  enforceable  against  Company in
                           accordance  with  its  terms  except  as  enforceability  may  be  limited  by  bankruptcy,  reorganization,
                           insolvency,  moratorium  or other  similar  laws now or hereafter in effect  relating to  creditors'  rights
                           generally,  and by general  principles  of equity  regardless of whether  enforceability  is considered in a
                           proceeding in equity or at law;

                  (j)      No  consent,  approval,  order or  authorization  of, or  declaration,  filing  or  registration  with,  any
                           governmental  entity is  required  to be  obtained  or made by Company  in  connection  with the  execution,
                           delivery or performance  by Company of this AAR Agreement,  or the  consummation  by it of the  transactions
                           contemplated hereby;

                  (k)      The Company shall  establish a Custodial  Account and an Escrow  Account  under the  Servicing  Agreement in
                           favor of the Assignee with respect to the Assigned  Loans  separate  from the  Custodial  Account and Escrow
                           Account previously established under the Servicing Agreement in favor of Assignor;

                  (l)      No event has occurred  from the Closing Date to the date hereof which would render the  representations  and
                           warranties as to the related  Assigned  Loans made by the Company in Sections 3.01 and 3.02 of the Servicing
                           Agreement to be untrue in any material respect; and

                  (m)      Neither  this AAR  Agreement  nor any  certification,  statement,  report or other  agreement,  document  or
                           instrument  furnished  or to be  furnished by the Company  pursuant to this AAR  Agreement  contains or will
                           contain any materially  untrue statement of fact or omits or will omit to state a fact necessary to make the
                           statements contained therein not misleading.

         5.       Assignor hereby agrees to indemnify and hold the Assignee (and its successors and assigns)  harmless  against any and
all claims, losses,  penalties,  fines,  forfeitures,  legal fees and related costs, judgments,  and any other costs, fees and expenses
that Assignee (and its  successors  and assigns) may sustain in any way related to any breach of the  representations  or warranties of
Assignor set forth in this AAR Agreement or the breach of any covenant or condition contained herein.

Recognition of Assignee

         6.       From and after the date hereof,  Company shall recognize  Assignee as owner of the Assigned Loans,  and  acknowledges
that the Assigned Loans are intended to be part of a REMIC or multiple  REMICs,  and will service the Assigned Loans in accordance with
the Servicing  Agreement (as modified by this AAR  Agreement)  but in no event in a manner that would (i) cause any such intended REMIC
to fail to qualify as a REMIC or (ii) result in the  imposition of a tax upon any such  intended  REMIC  (including  but not limited to
the tax on prohibited  transactions as defined in Section  860F(a)(2) of the Code and the tax on  contributions to a REMIC set forth in
Section  860G(d) of the Code).  It is the intention of Assignor,  Company and Assignee  that this AAR  Agreement  shall be binding upon
and for the benefit of the  respective  successors  and assigns of the parties  hereto.  Neither  Company nor  Assignor  shall amend or
agree to amend,  modify,  waive,  or  otherwise  alter any of the terms or  provisions  of the  Servicing  Agreement  which  amendment,
modification, waiver or other alteration would in any way affect the Assigned Loans without the prior written consent of Assignee.

         7.       Notwithstanding  any term hereof to the contrary,  it is expressly  understood  and agreed by the parties hereto that
(i) this AAR Agreement is  acknowledged  and accepted by the Assignee not  individually  or  personally  but solely as Assignee for the
Trust in the exercise of the powers and authority  conferred and vested in it under the Pooling and Servicing  Agreement  (the "Pooling
and  Servicing  Agreement"),  dated as of June 1, 2006,  among  SAMI II,  the  Assignor,  the  Assignee,  Wells  Fargo  Bank,  National
Association,  as  master  servicer  (the  "Master  Servicer")  and as  securities  administrator,  (ii)  each  of the  representations,
undertakings and agreements herein made on behalf of the Trust is made and intended not as personal  representations,  undertakings and
agreements  of the Assignee but is made and intended for the purpose of binding only the Trust and (iii) under no  circumstances  shall
the Assignee be  personally  liable for the payment of any  indebtedness  or expenses of the Assignee or the Trust or be liable for the
breach or failure of any  obligation,  representation,  warranty or covenant made or  undertaken  by the Assignee,  the Assignor or the
Trust under the  Servicing  Agreement  or the Pooling and  Servicing  Agreement.  Any  recourse  against the Assignee in respect of any
obligations  it may have under or  pursuant  to the terms of this AAR  Agreement  shall be limited  solely to the assets it may hold as
trustee of Bear Stearns ALT-A Trust 2006-4, Mortgage Pass-Through Certificates, Series 2006-4.

Modification of Servicing Agreement

         8.       The Company and Assignor hereby amend the Servicing Agreement as follows:

         (a)      The following definitions are added to Article I of the Servicing Agreement:

         Assignee:  Citibank,  N.A.,  as  trustee  for the  holders of the Bear  Stearns  ALT-A  Trust  2006-4,  Mortgage  Pass-Through
         Certificates, Series 2006-4.

         Depositor:  SAMI II.

         Master Servicer:  Wells Fargo Bank,  National  Association,  or its successors in interest who meet the  qualifications of the
         Pooling and Servicing Agreement and this Agreement.

         Nonrecoverable  Advance:  Any advance  previously made by the Company pursuant to Section 5.03 or any Servicing Advance which,
         in the good faith  judgment of the Company,  may not be ultimately  recoverable  by the Company from  Liquidation  Proceeds or
         otherwise.  The  determination  by the Company that it has made a Nonrecoverable  Advance,  shall be evidenced by an Officer's
         Certificate  of the  Company  delivered  to the  Purchaser  and the  Master  Servicer  and  detailing  the  reasons  for  such
         determination.

         Pooling and Servicing  Agreement:  That certain pooling and servicing  agreement,  dated as of June 1, 2006,  among Structured
         Asset Mortgage Investments II Inc., the Trustee, the Master Servicer and the Purchaser.

         SAMI II:  Structured Asset Mortgage Investments II Inc.

         Securities Administrator: Wells Fargo Bank, National Association.

         Trustee:  Citibank,  N.A., or its successor in interest,  or any  successor  trustee  appointed as provided in the Pooling and
         Servicing Agreement.

         (b)      The definition of Business Day is deleted in its entirety and replaced with the following:

         Business Day: Any day other than:  (i) a Saturday or Sunday,  or (ii) a legal  holiday in the States of New York,  Maryland or
         Minnesota,  or (iii) a day on which banks in the States of New York,  Maryland or Minnesota are authorized or obligated by law
         or executive order to be closed.

         (c)      The definition of Custodial Account is deleted in its entirety and replaced with the following:

         Custodial  Account:  Each separate demand account or accounts  created and maintained  pursuant to Section 4.04 which shall be
         entitled "HSBC Mortgage  Corporation (USA), as Servicer,  in trust for Citibank,  N.A., as trustee for the holders of the Bear
         Stearns Alt A Trust 2006-4,  Mortgage  Pass-Through  Certificates,  Series  2006-4," and shall be  established  in an Eligible
         Account.

         (d)      The definition of Escrow Account is deleted in its entirety and replaced with the following:

         Escrow  Account:  Each  separate  trust  account or accounts  created and  maintained  pursuant to Section 4.06 which shall be
         entitled "HSBC Mortgage  Corporation (USA), as Servicer,  in trust for Citibank,  N.A., as trustee for the holders of the Bear
         Stearns Alt A Trust 2006-4,  Mortgage  Pass-Through  Certificates,  Series  2006-4," and shall be  established  in an Eligible
         Account.

         (e)      Article III of the Servicing  Agreement is hereby amended effective as of the date hereof by adding the following new
Section 3.02(kkk):

                  (kkk)    With  respect to each  Mortgage  Loan,  information  regarding  the borrower  credit  files  related to such
         Mortgage Loan has been furnished to credit  reporting  agencies in compliance with the provisions of the Fair Credit Reporting
         Act and the applicable implementing regulations.

         (f)      Article IV of the  Servicing  Agreement is hereby  amended  effective  as of the date hereof by adding the  following
after the first sentence in 4.01:

                  In addition,  the Company shall furnish information regarding the borrower credit files related to such Mortgage Loan
         to  credit  reporting  agencies  in  compliance  with the  provisions  of the Fair  Credit  Reporting  Act and the  applicable
         implementing regulations.

         The following is added as Subsection 4.05(ix) of the Servicing Agreement:

         "(ix) to reimburse itself for any Nonrecoverable Advances;"

         (g)      The following is added to the second sentence of the third paragraph of Section 4.13 of the Servicing Agreement:

         ";  provided,  however,  that any REO property  shall be disposed of by the Company before the close of the third taxable year
         following  the taxable year in which the Mortgage  Loan became an REO  property,  unless the Company is otherwise  directed by
         the Assignee."

         (h)      Section 5.02 of the Servicing Agreement is hereby amended by replacing the first two paragraphs with the following:

                  "Not later than the tenth (10th)  calendar day of each month,  the Servicer shall furnish to the Master Servicer in a
         format as outlined  below (or in such other  formats  mutually  agreed  between the Servicer and the Master  Servicer) (i) (a)
         monthly  loan data in the format set forth in Exhibit  E-1 hereto,  (b)  default  loan data in the format set forth in Exhibit
         E-2 hereto and (c) information  regarding  realized losses and gains in the format set forth in Exhibit E-3 hereto (or in such
         other formats  mutually  agreed between the Servicer and the Master  Servicer),  in each case relating to the period ending on
         the last day of the  preceding  calendar  month,  (ii) all such  information  required  pursuant to clause  (i)(a)  above on a
         magnetic tape,  electronic mail, or other similar media reasonably  acceptable to the Master Servicer and (iii) all supporting
         documentation with respect to the information required pursuant to clause (i)(c) above."

         (i)      Section 11.04 of the Servicing Agreement is deleted in its entirety and replaced with the following:

         Section 11.04     Governing Law.

                  This  Agreement  shall be governed by and  construed  in  accordance  with the laws of the State of New York
         without  giving effect to  principles of conflicts of laws and except to the extent  preempted by Federal law and the
         obligations, rights and remedies of the parties hereunder shall be determined in accordance with such laws.

         (j)      The following shall be added as Section 11.19 of the Servicing Agreement:

         Section 11.19     Third Party Beneficiary.

                  For purposes of this Agreement,  any Master  Servicer shall be considered a third party  beneficiary to this
         Agreement  entitled  to all the rights and  benefits  accruing to any Master  Servicer  herein as if it were a direct
         party to this Agreement.

         (k)      Section  2(f)(vii)(B)  of the  Amendment Reg AB is hereby  amended by deleting from the first  paragraph the words ",
which  continues  unremedied for ten calendar days after the date on which such  information,  report,  certification  or  accountants'
letter was required to be delivered".

         (l)      Exhibits  E-1,  E-2 and E-3  (attached  hereto as  Attachment  3 to this AAR) are hereby  attached  to the  Servicing
Agreement.

Miscellaneous

         9.       All  demands,  notices and  communications  related to the  Assigned  Loans,  the  Servicing  Agreement  and this AAR
Agreement  shall be in writing and shall be deemed to have been duly given if  personally  delivered at or mailed by  registered  mail,
postage prepaid, as follows:

         a.       In the case of Company,

                  HSBC MORTGAGE CORPORATION (USA)
                  Lori A. Miller / Vice President
                  2929 Walden Avenue
                  Depew, New York 14043

         b.       In the case of Assignor,

                  EMC Mortgage Corporation
                  2780 Lake Vista Drive
                  Lewisville, Texas 75067-3884
                  Attention:  Conduit Seller Approval Dept.
                  Facsimile: (214) 626-3751
                  Email: sellerapproval@bear.com


                  All notices and updates required to be provided to the Assignor regarding      Regulation    AB   pursuant   to   the
                Servicing Agreement should be sent to the     Assignor by email to regABnotifications@bear.com, and additionally:

                  (A)      for Item 1117 (Legal Proceedings) to:

                           EMC Mortgage Corporation
                           Mac Arthur Ridge II
                           909 Hidden Ridge Drive, Suite 200
                           Irving, TX 75038
                           Attention:  Associate General Counsel for Loan Administration
                           Facsimile: (972) 831-2555

                           with copies to:

                           Bear, Stearns & Co. Inc.
                           383 Madison Avenue, 3rd Floor
                           New York, NY  10179
                           Attention:  Global Credit Administration
                           Facsimile:  (212) 272-6564

                (B)        For Item 1119 (Affiliations and Certain Relationships and Related Transactions) to:

                           EMC Mortgage Corporation
                           2780 Lake Vista Drive
                           Lewisville, TX  75067-3884
                           Attention:  Conduit Seller Approval Dept.
                           Facsimile:  (214) 626-3751
                           Email:  sellerapproval@bear.com

                           with a copy to:

                           Bear, Stearns & Co. Inc.
                           383 Madison Avenue, 3rd Floor
                           New York, NY  10179
                           Attention:  Global Credit Administration
                           Facsimile:  (212) 272-6564

         c.       In the case of the Securities Administrator,

                  Wells Fargo Bank,
                  National Association
                  9062 Old Annapolis Road
                  Columbia, Maryland 21045
                  Attention:  BSALTA 2006-4
                  Telecopier No.: (410) 715-2380

         d.       In the case of Assignee,

                  Citibank, N.A.
                  388 Greenwich Street, 14th Floor
                  New York, New York 10013
                  Attention:  Structured Finance Agency & Trust —BSALTA 2006-4
                  Telecopier No.: (212) 816-5527

         10.      Each  party  will  pay any  commissions  it has  incurred  and the  fees of its  attorneys  in  connection  with  the
negotiations for, documenting of and closing of the transactions contemplated by this AAR Agreement.

         11.      This AAR  Agreement  shall be  construed  in  accordance  with the laws of the State of New York,  without  regard to
conflicts of law principles  (other than Section 5-1401 of the New York Obligations  Law), and the obligations,  rights and remedies of
the parties hereunder shall be determined in accordance with such laws.

         12.      No term or  provision  of this AAR  Agreement  may be waived or modified  unless such  waiver or  modification  is in
writing and signed by the party against whom such waiver or modification is sought to be enforced.

         13.      This AAR Agreement  shall inure to the benefit of the successors and assigns of the parties  hereto.  Any entity into
which Assignor,  Assignee or Company may be merged or consolidated  shall,  without the requirement for any further writing,  be deemed
Assignor, Assignee or Company, respectively, hereunder.

         14.      This AAR Agreement shall survive the conveyance of the Assigned Loans,  the assignment of the Servicing  Agreement to
the extent of the Assigned Loans by Assignor to Assignee and the termination of the Servicing Agreement.

         15.      This AAR Agreement may be executed  simultaneously  in any number of counterparts.  Each counterpart  shall be deemed
to be an original and all such counterparts shall constitute one and the same instrument.

         16.      In the event that any provision of this AAR Agreement  conflicts  with any provision of the Servicing  Agreement with
respect to the Assigned Loans, the terms of this AAR Agreement shall control.

         17.      The Company  hereby  acknowledges  that Wells Fargo Bank,  National  Association  (the  "Master  Servicer")  has been
appointed as the master  servicer of the Assigned Loans  pursuant to the Pooling and Servicing  Agreement and therefor has the right to
enforce all  obligations of the Company,  as they relate to the Assigned Loans,  under the Servicing  Agreement and this AAR Agreement.
Such rights will include,  without  limitation,  the right to terminate the Servicer under the Servicing  Agreement upon the occurrence
of an event of default  thereunder,  the right to receive  all  remittances  required  to be made by the  Company  under the  Servicing
Agreement,  the right to receive  all monthly  reports  and other data  required to be  delivered  by the Company  under the  Servicing
Agreement,  the right to examine the books and  records of the  Company,  indemnification  rights,  and the right to  exercise  certain
rights of consent and approval relating to actions taken by the Company.  The Company shall make all distributions  under the Servicing
Agreement, as they relate to the Assigned Loans, to the Master Servicer by wire transfer of immediately available funds to:

                  Wells Fargo Bank, National Association
                  ABA# 121000248
                  Account Name:  SAS Clearing
                  Account # 3970771416
                  For Further Credit to: BSALTA 2006-4, Account #50927900.

and the Company  shall  deliver all reports  required to be delivered  under the  Servicing  Agreement,  as they relate to the Assigned
Loans, to the Assignee at the address set forth in Section 9d herein and to the Master Servicer at:

                  Wells Fargo Bank, National Association
                  9062 Old Annapolis Road
                  Columbia, Maryland 21045
                  Attention: BSALTA 2006-4
                  Telecopier No.: (410) 715-2380


         IN WITNESS WHEREOF, the parties hereto have executed this AAR Agreement as of the day and year first above written.

                                                              EMC MORTGAGE CORPORATION Assignor

                                                              By:_______________________________________________
                                                              Name:_____________________________________________
                                                              Title:____________________________________________


                                                              CITIBANK, N.A., as Trustee, Assignee


                                                              By:      _________________________________________
                                                              Name:    _________________________________________
                                                              Title:   _________________________________________


                                                              HSBC MORTGAGE CORPORATION (USA)
                                                              Company


                                                              By:_______________________________________________
                                                              Name:_____________________________________________
                                                              Title:____________________________________________


                                                              Acknowledged and Agreed:
                                                              WELLS FARGO BANK, NATIONAL ASSOCIATION


                                                              By:      _________________________________________
                                                              Name:    _________________________________________
                                                              Title:   _________________________________________




                                                             ATTACHMENT 1

                                                            ASSIGNED LOANS

                                                       (Available upon request)





                                                             ATTACHMENT 2

                                                          SERVICING AGREEMENT

                                                       (Available upon request)





                                                             ATTACHMENT 3

                                                               EXHIBIT 1

                                                 REPORTING DATA FOR MONTHLY REPORT




                                             Standard File Layout - Master Servicing
-----------------------------------------------------------------------------------------------------------------------------------
         Column Name                            Description                      Decimal           Format Comment          Max
                                                                                                                            Size
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
SER_INVESTOR_NBR               A value  assigned by the  Servicer to define a               Text up to 10 digits             20
                               group of loans.
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
LOAN_NBR                       A unique  identifier  assigned to each loan by               Text up to 10 digits             10
                               the investor.
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
SERVICER_LOAN_NBR              A  unique  number  assigned  to a loan  by the               Text up to 10 digits             10
                               Servicer.  This  may  be  different  than  the
                               LOAN_NBR.
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
BORROWER_NAME                  The  borrower  name as  received  in the file.               Maximum  length  of 30 (Last,    30
                               It is not separated by first and last name.                  First)
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
SCHED_PAY_AMT                  Scheduled   monthly  principal  and  scheduled       2       No  commas(,) or dollar signs    11
                               interest  payment  that a borrower is expected               ($)
                               to pay, P&I constant.
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
NOTE_INT_RATE                  The  loan  interest  rate as  reported  by the       4       Max length of 6                   6
                               Servicer.
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
NET_INT_RATE                   The loan gross  interest rate less the service       4       Max length of 6                   6
                               fee rate as reported by the Servicer.
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
SERV_FEE_RATE                  The   servicer's   fee  rate  for  a  loan  as       4       Max length of 6                   6
                               reported by the Servicer.
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
SERV_FEE_AMT                   The  servicer's  fee  amount  for  a  loan  as       2       No  commas(,) or dollar signs    11
                               reported by the Servicer.                                    ($)
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
NEW_PAY_AMT                    The new loan  payment  amount as  reported  by       2       No  commas(,) or dollar signs    11
                               the Servicer.                                                ($)
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
NEW_LOAN_RATE                  The new loan rate as reported by the Servicer.       4       Max length of 6                   6
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
ARM_INDEX_RATE                 The index the  Servicer is using to  calculate       4       Max length of 6                   6
                               a forecasted rate.
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
ACTL_BEG_PRIN_BAL              The  borrower's  actual  principal  balance at       2       No  commas(,) or dollar signs    11
                               the beginning of the processing cycle.                       ($)
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
ACTL_END_PRIN_BAL              The  borrower's  actual  principal  balance at       2       No  commas(,) or dollar signs    11
                               the end of the processing cycle.                             ($)
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
BORR_NEXT_PAY_DUE_DATE         The date at the end of  processing  cycle that               MM/DD/YYYY                       10
                               the  borrower's  next  payment  is  due to the
                               Servicer, as reported by Servicer.
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
SERV_CURT_AMT_1                The first curtailment amount to be applied.          2       No  commas(,) or dollar signs    11
                                                                                            ($)
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
SERV_CURT_DATE_1               The  curtailment   date  associated  with  the               MM/DD/YYYY                       10
                               first curtailment amount.
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
CURT_ADJ_ AMT_1                The   curtailment   interest   on  the   first       2       No  commas(,) or dollar signs    11
                               curtailment amount, if applicable.                           ($)
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
SERV_CURT_AMT_2                The second curtailment amount to be applied.         2       No  commas(,) or dollar signs    11
                                                                                            ($)
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
SERV_CURT_DATE_2               The  curtailment   date  associated  with  the               MM/DD/YYYY                       10
                               second curtailment amount.
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
CURT_ADJ_ AMT_2                The   curtailment   interest   on  the  second       2       No  commas(,) or dollar signs    11
                               curtailment amount, if applicable.                           ($)
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
SERV_CURT_AMT_3                The third curtailment amount to be applied.          2       No  commas(,) or dollar signs    11
                                                                                            ($)
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
SERV_CURT_DATE_3               The  curtailment   date  associated  with  the               MM/DD/YYYY                       10
                               third curtailment amount.
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
CURT_ADJ_AMT_3                 The   curtailment   interest   on  the   third       2       No  commas(,) or dollar signs    11
                               curtailment amount, if applicable.                           ($)
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
PIF_AMT                        The loan "paid in full"  amount as reported by       2       No  commas(,) or dollar signs    11
                               the Servicer.                                                ($)
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
PIF_DATE                       The  paid in  full  date  as  reported  by the               MM/DD/YYYY                       10
                               Servicer.
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
                                                                                            Action        Code       Key:     2
                                                                                            15=Bankruptcy,
ACTION_CODE                    The   standard   FNMA  numeric  code  used  to               30=Foreclosure,   ,   60=PIF,
                               indicate  the  default/delinquent  status of a               63=Substitution,
                               particular loan.                                             65=Repurchase,70=REO
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
INT_ADJ_AMT                    The  amount  of  the  interest  adjustment  as       2       No  commas(,) or dollar signs    11
                               reported by the Servicer.                                    ($)
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
SOLDIER_SAILOR_ADJ_AMT         The Soldier and Sailor  Adjustment  amount, if       2       No  commas(,) or dollar signs    11
                               applicable.                                                  ($)
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
NON_ADV_LOAN_AMT               The   Non   Recoverable   Loan   Amount,    if       2       No  commas(,) or dollar signs    11
                               applicable.                                                  ($)
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
LOAN_LOSS_AMT                  The amount the  Servicer is passing as a loss,       2       No  commas(,) or dollar signs    11
                               if applicable.                                               ($)
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
SCHED_BEG_PRIN_BAL             The  scheduled  outstanding  principal  amount       2       No  commas(,) or dollar signs    11
                               due at the  beginning  of the cycle date to be               ($)
                               passed through to investors.
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
SCHED_END_PRIN_BAL             The   scheduled   principal   balance  due  to       2       No  commas(,) or dollar signs    11
                               investors at the end of a processing cycle.                  ($)
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
SCHED_PRIN_AMT                 The scheduled  principal amount as reported by       2       No  commas(,) or dollar signs    11
                               the  Servicer  for the  current  cycle -- only               ($)
                               applicable for Scheduled/Scheduled Loans.
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
SCHED_NET_INT                  The scheduled  gross interest  amount less the       2       No  commas(,) or dollar signs    11
                               service  fee amount for the  current  cycle as
                               reported by the  Servicer  -- only  applicable
                               for Scheduled/Scheduled Loans.                               ($)
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
ACTL_PRIN_AMT                  The actual  principal  amount collected by the       2       No  commas(,) or dollar signs    11
                               Servicer  for the current  reporting  cycle --               ($)
                               only applicable for Actual/Actual Loans.
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
                               The  actual  gross  interest  amount  less the
                               service fee amount for the  current  reporting               No  commas(,) or dollar signs
ACTL_NET_INT                   cycle  as  reported  by the  Servicer  -- only       2       ($)                              11
                               applicable for Actual/Actual Loans.
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
PREPAY_PENALTY_ AMT            The penalty  amount  received  when a borrower       2       No  commas(,) or dollar signs    11
                               prepays  on  his  loan  as   reported  by  the               ($)
                               Servicer.
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
PREPAY_PENALTY_ WAIVED         The  prepayment  penalty  amount  for the loan       2       No  commas(,) or dollar signs    11
                               waived by the servicer.                                      ($)
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
MOD_DATE                       The    Effective    Payment    Date   of   the               MM/DD/YYYY                       10
                               Modification for the loan.
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
MOD_TYPE                       The Modification Type.                                       Varchar  - value can be alpha    30
                                                                                            or numeric
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
DELINQ_P&I_ADVANCE_AMT         The   current   outstanding    principal   and       2       No  commas(,) or dollar signs    11
                               interest advances made by Servicer.                          ($)
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------




                                                                   EXHIBIT 2

                                                       REPORTING DATA FOR DEFAULTED LOANS

                                               Standard File Layout – Delinquency Reporting
-------------------------------------- ---------------------------------------------------- -------------- ---------------
         Column/Header Name                                Description                         Decimal     Format Comment
-------------------------------------- ---------------------------------------------------- -------------- ---------------
-------------------------------------- ---------------------------------------------------- -------------- ---------------
SERVICER_LOAN_NBR                      A  unique   number   assigned  to  a  loan  by  the
                                       Servicer.  This may be different than the LOAN_NBR
-------------------------------------- ---------------------------------------------------- -------------- ---------------
-------------------------------------- ---------------------------------------------------- -------------- ---------------
LOAN_NBR                               A unique  identifier  assigned  to each loan by the
                                       originator.
-------------------------------------- ---------------------------------------------------- -------------- ---------------
-------------------------------------- ---------------------------------------------------- -------------- ---------------
CLIENT_NBR                             Servicer Client Number
-------------------------------------- ---------------------------------------------------- -------------- ---------------
-------------------------------------- ---------------------------------------------------- -------------- ---------------
SERV_INVESTOR_NBR                      Contains  a  unique   number  as   assigned  by  an
                                       external  servicer  to identify a group of loans in
                                       their system.
-------------------------------------- ---------------------------------------------------- -------------- ---------------
-------------------------------------- ---------------------------------------------------- -------------- ---------------
BORROWER_FIRST_NAME                    First Name of the Borrower.
-------------------------------------- ---------------------------------------------------- -------------- ---------------
-------------------------------------- ---------------------------------------------------- -------------- ---------------
BORROWER_LAST_NAME                     Last name of the borrower.
-------------------------------------- ---------------------------------------------------- -------------- ---------------
-------------------------------------- ---------------------------------------------------- -------------- ---------------
PROP_ADDRESS                           Street Name and Number of Property
-------------------------------------- ---------------------------------------------------- -------------- ---------------
-------------------------------------- ---------------------------------------------------- -------------- ---------------
PROP_STATE                             The state where the  property located.
-------------------------------------- ---------------------------------------------------- -------------- ---------------
-------------------------------------- ---------------------------------------------------- -------------- ---------------
PROP_ZIP                               Zip code where the property is located.
-------------------------------------- ---------------------------------------------------- -------------- ---------------
-------------------------------------- ---------------------------------------------------- -------------- ---------------
BORR_NEXT_PAY_DUE_DATE                 The date that the  borrower's  next  payment is due                 MM/DD/YYYY
                                       to the servicer at the end of processing  cycle, as
                                       reported by Servicer.
-------------------------------------- ---------------------------------------------------- -------------- ---------------
-------------------------------------- ---------------------------------------------------- -------------- ---------------
LOAN_TYPE                              Loan Type (i.e. FHA, VA, Conv)
-------------------------------------- ---------------------------------------------------- -------------- ---------------
-------------------------------------- ---------------------------------------------------- -------------- ---------------
BANKRUPTCY_FILED_DATE                  The date a particular bankruptcy claim was filed.                   MM/DD/YYYY
-------------------------------------- ---------------------------------------------------- -------------- ---------------
-------------------------------------- ---------------------------------------------------- -------------- ---------------
BANKRUPTCY_CHAPTER_CODE                The chapter under which the bankruptcy was filed.
-------------------------------------- ---------------------------------------------------- -------------- ---------------
-------------------------------------- ---------------------------------------------------- -------------- ---------------
BANKRUPTCY_CASE_NBR                    The  case  number  assigned  by  the  court  to the
                                       bankruptcy filing.
-------------------------------------- ---------------------------------------------------- -------------- ---------------
-------------------------------------- ---------------------------------------------------- -------------- ---------------
POST_PETITION_DUE_DATE                 The payment due date once the  bankruptcy  has been                 MM/DD/YYYY
                                       approved by the courts
-------------------------------------- ---------------------------------------------------- -------------- ---------------
-------------------------------------- ---------------------------------------------------- -------------- ---------------
BANKRUPTCY_DCHRG_DISM_DATE             The  Date  The  Loan Is  Removed  From  Bankruptcy.                 MM/DD/YYYY
                                       Either  by  Dismissal,  Discharged  and/or a Motion
                                       For Relief Was Granted.
-------------------------------------- ---------------------------------------------------- -------------- ---------------
-------------------------------------- ---------------------------------------------------- -------------- ---------------
LOSS_MIT_APPR_DATE                     The Date The Loss  Mitigation  Was  Approved By The                 MM/DD/YYYY
                                       Servicer
-------------------------------------- ---------------------------------------------------- -------------- ---------------
-------------------------------------- ---------------------------------------------------- -------------- ---------------
LOSS_MIT_TYPE                          The  Type Of Loss  Mitigation  Approved  For A Loan
                                       Such As;
-------------------------------------- ---------------------------------------------------- -------------- ---------------
-------------------------------------- ---------------------------------------------------- -------------- ---------------
LOSS_MIT_EST_COMP_DATE                 The Date The Loss Mitigation  /Plan Is Scheduled To                 MM/DD/YYYY
                                       End/Close
-------------------------------------- ---------------------------------------------------- -------------- ---------------
-------------------------------------- ---------------------------------------------------- -------------- ---------------
LOSS_MIT_ACT_COMP_DATE                 The Date The Loss Mitigation Is Actually Completed                  MM/DD/YYYY
-------------------------------------- ---------------------------------------------------- -------------- ---------------
-------------------------------------- ---------------------------------------------------- -------------- ---------------
FRCLSR_APPROVED_DATE                   The date DA Admin  sends a letter  to the  servicer                 MM/DD/YYYY
                                       with instructions to begin foreclosure proceedings.
-------------------------------------- ---------------------------------------------------- -------------- ---------------
-------------------------------------- ---------------------------------------------------- -------------- ---------------
ATTORNEY_REFERRAL_DATE                 Date  File  Was  Referred  To  Attorney  to  Pursue                 MM/DD/YYYY
                                       Foreclosure
-------------------------------------- ---------------------------------------------------- -------------- ---------------
-------------------------------------- ---------------------------------------------------- -------------- ---------------
FIRST_LEGAL_DATE                       Notice  of 1st  legal  filed  by an  Attorney  in a                 MM/DD/YYYY
                                       Foreclosure Action
-------------------------------------- ---------------------------------------------------- -------------- ---------------
-------------------------------------- ---------------------------------------------------- -------------- ---------------
FRCLSR_SALE_EXPECTED_DATE              The date by which a  foreclosure  sale is  expected                 MM/DD/YYYY
                                       to occur.
-------------------------------------- ---------------------------------------------------- -------------- ---------------
-------------------------------------- ---------------------------------------------------- -------------- ---------------
FRCLSR_SALE_DATE                       The actual date of the foreclosure sale.                            MM/DD/YYYY
-------------------------------------- ---------------------------------------------------- -------------- ---------------
-------------------------------------- ---------------------------------------------------- -------------- ---------------
FRCLSR_SALE_AMT                        The amount a property  sold for at the  foreclosure        2        No   commas(,)
                                       sale.                                                               or      dollar
                                                                                                           signs ($)
-------------------------------------- ---------------------------------------------------- -------------- ---------------
-------------------------------------- ---------------------------------------------------- -------------- ---------------
EVICTION_START_DATE                    The date the  servicer  initiates  eviction  of the                 MM/DD/YYYY
                                       borrower.
-------------------------------------- ---------------------------------------------------- -------------- ---------------
-------------------------------------- ---------------------------------------------------- -------------- ---------------
EVICTION_COMPLETED_DATE                The date the court revokes legal  possession of the                 MM/DD/YYYY
                                       property from the borrower.
-------------------------------------- ---------------------------------------------------- -------------- ---------------
-------------------------------------- ---------------------------------------------------- -------------- ---------------
LIST_PRICE                             The price at which an REO property is marketed.            2        No   commas(,)
                                                                                                           or      dollar
                                                                                                           signs ($)
-------------------------------------- ---------------------------------------------------- -------------- ---------------
-------------------------------------- ---------------------------------------------------- -------------- ---------------
LIST_DATE                              The date an REO  property is listed at a particular                 MM/DD/YYYY
                                       price.
-------------------------------------- ---------------------------------------------------- -------------- ---------------
-------------------------------------- ---------------------------------------------------- -------------- ---------------
OFFER_AMT                              The dollar value of an offer for an REO property.          2        No   commas(,)
                                                                                                           or      dollar
                                                                                                           signs ($)
-------------------------------------- ---------------------------------------------------- -------------- ---------------
-------------------------------------- ---------------------------------------------------- -------------- ---------------
OFFER_DATE_TIME                        The  date an offer  is  received  by DA Admin or by                 MM/DD/YYYY
                                       the Servicer.
-------------------------------------- ---------------------------------------------------- -------------- ---------------
-------------------------------------- ---------------------------------------------------- -------------- ---------------
REO_CLOSING_DATE                       The date the REO sale of the  property is scheduled                 MM/DD/YYYY
                                       to close.
-------------------------------------- ---------------------------------------------------- -------------- ---------------
-------------------------------------- ---------------------------------------------------- -------------- ---------------
REO_ACTUAL_CLOSING_DATE                Actual Date Of REO Sale                                             MM/DD/YYYY
-------------------------------------- ---------------------------------------------------- -------------- ---------------
-------------------------------------- ---------------------------------------------------- -------------- ---------------
OCCUPANT_CODE                          Classification of how the property is occupied.
-------------------------------------- ---------------------------------------------------- -------------- ---------------
-------------------------------------- ---------------------------------------------------- -------------- ---------------
PROP_CONDITION_CODE                    A  code  that   indicates   the  condition  of  the
                                       property.
-------------------------------------- ---------------------------------------------------- -------------- ---------------
-------------------------------------- ---------------------------------------------------- -------------- ---------------
PROP_INSPECTION_DATE                   The date a  property inspection is performed.                       MM/DD/YYYY
-------------------------------------- ---------------------------------------------------- -------------- ---------------
-------------------------------------- ---------------------------------------------------- -------------- ---------------
APPRAISAL_DATE                         The date the appraisal was done.                                    MM/DD/YYYY
-------------------------------------- ---------------------------------------------------- -------------- ---------------
-------------------------------------- ---------------------------------------------------- -------------- ---------------
CURR_PROP_VAL                           The  current "as is" value of the  property  based        2
                                       on brokers price opinion or appraisal.
-------------------------------------- ---------------------------------------------------- -------------- ---------------
-------------------------------------- ---------------------------------------------------- -------------- ---------------
REPAIRED_PROP_VAL                      The amount the  property  would be worth if repairs        2
                                       are completed  pursuant to a broker's price opinion
                                       or appraisal.
-------------------------------------- ---------------------------------------------------- -------------- ---------------
-------------------------------------- ---------------------------------------------------- -------------- ---------------
If applicable:
-------------------------------------- ---------------------------------------------------- -------------- ---------------
-------------------------------------- ---------------------------------------------------- -------------- ---------------
DELINQ_STATUS_CODE                     FNMA Code Describing Status of Loan
-------------------------------------- ---------------------------------------------------- -------------- ---------------
-------------------------------------- ---------------------------------------------------- -------------- ---------------
DELINQ_REASON_CODE                     The  circumstances  which caused a borrower to stop
                                       paying on a loan.  Code  indicates  the  reason why
                                       the loan is in default for this cycle.
-------------------------------------- ---------------------------------------------------- -------------- ---------------
-------------------------------------- ---------------------------------------------------- -------------- ---------------
MI_CLAIM_FILED_DATE                    Date  Mortgage   Insurance  Claim  Was  Filed  With                 MM/DD/YYYY
                                       Mortgage Insurance Company.
-------------------------------------- ---------------------------------------------------- -------------- ---------------
-------------------------------------- ---------------------------------------------------- -------------- ---------------
MI_CLAIM_AMT                           Amount of Mortgage Insurance Claim Filed                            No   commas(,)
                                                                                                           or      dollar
                                                                                                           signs ($)
-------------------------------------- ---------------------------------------------------- -------------- ---------------
-------------------------------------- ---------------------------------------------------- -------------- ---------------
MI_CLAIM_PAID_DATE                     Date Mortgage  Insurance  Company  Disbursed  Claim                 MM/DD/YYYY
                                       Payment
-------------------------------------- ---------------------------------------------------- -------------- ---------------
-------------------------------------- ---------------------------------------------------- -------------- ---------------
MI_CLAIM_AMT_PAID                      Amount Mortgage Insurance Company Paid On Claim            2        No   commas(,)
                                                                                                           or      dollar
                                                                                                           signs ($)
-------------------------------------- ---------------------------------------------------- -------------- ---------------
-------------------------------------- ---------------------------------------------------- -------------- ---------------
POOL_CLAIM_FILED_DATE                  Date Claim Was Filed With Pool Insurance Company                    MM/DD/YYYY
-------------------------------------- ---------------------------------------------------- -------------- ---------------
-------------------------------------- ---------------------------------------------------- -------------- ---------------
POOL_CLAIM_AMT                         Amount of Claim Filed With Pool Insurance Company          2        No   commas(,)
                                                                                                           or      dollar
                                                                                                           signs ($)
-------------------------------------- ---------------------------------------------------- -------------- ---------------
-------------------------------------- ---------------------------------------------------- -------------- ---------------
POOL_CLAIM_PAID_DATE                   Date Claim Was  Settled and The Check Was Issued By                 MM/DD/YYYY
                                       The Pool Insurer
-------------------------------------- ---------------------------------------------------- -------------- ---------------
-------------------------------------- ---------------------------------------------------- -------------- ---------------
POOL_CLAIM_AMT_PAID                    Amount Paid On Claim By Pool Insurance Company             2        No   commas(,)
                                                                                                           or      dollar
                                                                                                           signs ($)
-------------------------------------- ---------------------------------------------------- -------------- ---------------
-------------------------------------- ---------------------------------------------------- -------------- ---------------
FHA_PART_A_CLAIM_FILED_DATE             Date FHA Part A Claim Was Filed With HUD                           MM/DD/YYYY
-------------------------------------- ---------------------------------------------------- -------------- ---------------
-------------------------------------- ---------------------------------------------------- -------------- ---------------
FHA_PART_A_CLAIM_AMT                    Amount of FHA Part A Claim Filed                          2        No   commas(,)
                                                                                                           or      dollar
                                                                                                           signs ($)
-------------------------------------- ---------------------------------------------------- -------------- ---------------
-------------------------------------- ---------------------------------------------------- -------------- ---------------
FHA_PART_A_CLAIM_PAID_DATE              Date HUD Disbursed Part A Claim Payment                            MM/DD/YYYY
-------------------------------------- ---------------------------------------------------- -------------- ---------------
-------------------------------------- ---------------------------------------------------- -------------- ---------------
FHA_PART_A_CLAIM_PAID_AMT               Amount HUD Paid on Part A Claim                           2        No   commas(,)
                                                                                                           or      dollar
                                                                                                           signs ($)
-------------------------------------- ---------------------------------------------------- -------------- ---------------
-------------------------------------- ---------------------------------------------------- -------------- ---------------
FHA_PART_B_CLAIM_FILED_DATE              Date FHA Part B Claim Was Filed With HUD                          MM/DD/YYYY
-------------------------------------- ---------------------------------------------------- -------------- ---------------
-------------------------------------- ---------------------------------------------------- -------------- ---------------
FHA_PART_B_CLAIM_AMT                     Amount of FHA Part B Claim Filed                         2        No   commas(,)
                                                                                                           or      dollar
                                                                                                           signs ($)
-------------------------------------- ---------------------------------------------------- -------------- ---------------
-------------------------------------- ---------------------------------------------------- -------------- ---------------
FHA_PART_B_CLAIM_PAID_DATE                Date HUD Disbursed Part B Claim Payment                          MM/DD/YYYY
-------------------------------------- ---------------------------------------------------- -------------- ---------------
-------------------------------------- ---------------------------------------------------- -------------- ---------------
FHA_PART_B_CLAIM_PAID_AMT               Amount HUD Paid on Part B Claim                           2        No   commas(,)
                                                                                                           or      dollar
                                                                                                           signs ($)
-------------------------------------- ---------------------------------------------------- -------------- ---------------
-------------------------------------- ---------------------------------------------------- -------------- ---------------
VA_CLAIM_FILED_DATE                     Date VA Claim Was Filed With the Veterans Admin                    MM/DD/YYYY
-------------------------------------- ---------------------------------------------------- -------------- ---------------
-------------------------------------- ---------------------------------------------------- -------------- ---------------
VA_CLAIM_PAID_DATE                      Date Veterans Admin. Disbursed VA Claim Payment                    MM/DD/YYYY
-------------------------------------- ---------------------------------------------------- -------------- ---------------
-------------------------------------- ---------------------------------------------------- -------------- ---------------
VA_CLAIM_PAID_AMT                       Amount Veterans Admin. Paid on VA Claim                   2        No   commas(,)
                                                                                                           or      dollar
                                                                                                           signs ($)
-------------------------------------- ---------------------------------------------------- -------------- ---------------

Standard File Codes – Delinquency Reporting
The Loss Mit Type field should show the approved Loss Mitigation Code as follows:

         o    ASUM-     Approved Assumption
         o    BAP-      Borrower Assistance Program
         o    CO-       Charge Off
         o    DIL-      Deed-in-Lieu
         o    FFA-      Formal Forbearance Agreement
         o    MOD-      Loan Modification
         o    PRE-      Pre-Sale
         o    SS-       Short Sale
         o    MISC-     Anything else approved by the PMI or Pool Insurer

NOTE: Wells Fargo Bank will accept  alternative  Loss Mitigation Types to those above,  provided that they are consistent with industry
standards.  If Loss  Mitigation  Types other than those above are used, the Servicer must supply Wells Fargo Bank with a description of
each of the Loss Mitigation Types prior to sending the file.

The Occupant Code field should show the current status of the property code as follows:

         o    Mortgagor
         o    Tenant
         o    Unknown
         o    Vacant

The Property Condition field should show the last reported condition of the property as follows:

         o    Damaged
         o    Excellent
         o    Fair
         o    Gone
         o    Good
         o    Poor
         o    Special Hazard
         o    Unknown




Standard File Codes – Delinquency Reporting, Continued

The FNMA Delinquent Reason Code field should show the Reason for Delinquency as follows:


                      ------------------------ ---------------------------------------------------------
                      Delinquency Code         Delinquency Description
                      ------------------------ ---------------------------------------------------------
                      ------------------------ ---------------------------------------------------------
                      001                      FNMA-Death of principal mortgagor
                      ------------------------ ---------------------------------------------------------
                      ------------------------ ---------------------------------------------------------
                      002                      FNMA-Illness of principal mortgagor
                      ------------------------ ---------------------------------------------------------
                      ------------------------ ---------------------------------------------------------
                      003                      FNMA-Illness of mortgagor's family member
                      ------------------------ ---------------------------------------------------------
                      ------------------------ ---------------------------------------------------------
                      004                      FNMA-Death of mortgagor's family member
                      ------------------------ ---------------------------------------------------------
                      ------------------------ ---------------------------------------------------------
                      005                      FNMA-Marital difficulties
                      ------------------------ ---------------------------------------------------------
                      ------------------------ ---------------------------------------------------------
                      006                      FNMA-Curtailment of income
                      ------------------------ ---------------------------------------------------------
                      ------------------------ ---------------------------------------------------------
                      007                      FNMA-Excessive Obligation
                      ------------------------ ---------------------------------------------------------
                      ------------------------ ---------------------------------------------------------
                      008                      FNMA-Abandonment of property
                      ------------------------ ---------------------------------------------------------
                      ------------------------ ---------------------------------------------------------
                      009                      FNMA-Distant employee transfer
                      ------------------------ ---------------------------------------------------------
                      ------------------------ ---------------------------------------------------------
                      011                      FNMA-Property problem
                      ------------------------ ---------------------------------------------------------
                      ------------------------ ---------------------------------------------------------
                      012                      FNMA-Inability to sell property
                      ------------------------ ---------------------------------------------------------
                      ------------------------ ---------------------------------------------------------
                      013                      FNMA-Inability to rent property
                      ------------------------ ---------------------------------------------------------
                      ------------------------ ---------------------------------------------------------
                      014                      FNMA-Military Service
                      ------------------------ ---------------------------------------------------------
                      ------------------------ ---------------------------------------------------------
                      015                      FNMA-Other
                      ------------------------ ---------------------------------------------------------
                      ------------------------ ---------------------------------------------------------
                      016                      FNMA-Unemployment
                      ------------------------ ---------------------------------------------------------
                      ------------------------ ---------------------------------------------------------
                      017                      FNMA-Business failure
                      ------------------------ ---------------------------------------------------------
                      ------------------------ ---------------------------------------------------------
                      019                      FNMA-Casualty loss
                      ------------------------ ---------------------------------------------------------
                      ------------------------ ---------------------------------------------------------
                      022                      FNMA-Energy environment costs
                      ------------------------ ---------------------------------------------------------
                      ------------------------ ---------------------------------------------------------
                      023                      FNMA-Servicing problems
                      ------------------------ ---------------------------------------------------------
                      ------------------------ ---------------------------------------------------------
                      026                      FNMA-Payment adjustment
                      ------------------------ ---------------------------------------------------------
                      ------------------------ ---------------------------------------------------------
                      027                      FNMA-Payment dispute
                      ------------------------ ---------------------------------------------------------
                      ------------------------ ---------------------------------------------------------
                      029                      FNMA-Transfer of ownership pending
                      ------------------------ ---------------------------------------------------------
                      ------------------------ ---------------------------------------------------------
                      030                      FNMA-Fraud
                      ------------------------ ---------------------------------------------------------
                      ------------------------ ---------------------------------------------------------
                      031                      FNMA-Unable to contact borrower
                      ------------------------ ---------------------------------------------------------
                      ------------------------ ---------------------------------------------------------
                      INC                      FNMA-Incarceration
                      ------------------------ ---------------------------------------------------------




Standard File Codes – Delinquency Reporting, Continued

The FNMA Delinquent Status Code field should show the Status of Default as follows:

                      ------------------------ -------------------------------------------------------
                            Status Code        Status Description
                      ------------------------ -------------------------------------------------------
                      ------------------------ -------------------------------------------------------
                                09             Forbearance
                      ------------------------ -------------------------------------------------------
                      ------------------------ -------------------------------------------------------
                                17             Pre-foreclosure Sale Closing Plan Accepted
                      ------------------------ -------------------------------------------------------
                      ------------------------ -------------------------------------------------------
                                24             Government Seizure
                      ------------------------ -------------------------------------------------------
                      ------------------------ -------------------------------------------------------
                                26             Refinance
                      ------------------------ -------------------------------------------------------
                      ------------------------ -------------------------------------------------------
                                27             Assumption
                      ------------------------ -------------------------------------------------------
                      ------------------------ -------------------------------------------------------
                                28             Modification
                      ------------------------ -------------------------------------------------------
                      ------------------------ -------------------------------------------------------
                                29             Charge-Off
                      ------------------------ -------------------------------------------------------
                      ------------------------ -------------------------------------------------------
                                30             Third Party Sale
                      ------------------------ -------------------------------------------------------
                      ------------------------ -------------------------------------------------------
                                31             Probate
                      ------------------------ -------------------------------------------------------
                      ------------------------ -------------------------------------------------------
                                32             Military Indulgence
                      ------------------------ -------------------------------------------------------
                      ------------------------ -------------------------------------------------------
                                43             Foreclosure Started
                      ------------------------ -------------------------------------------------------
                      ------------------------ -------------------------------------------------------
                                44             Deed-in-Lieu Started
                      ------------------------ -------------------------------------------------------
                      ------------------------ -------------------------------------------------------
                                49             Assignment Completed
                      ------------------------ -------------------------------------------------------
                      ------------------------ -------------------------------------------------------
                                61             Second Lien Considerations
                      ------------------------ -------------------------------------------------------
                      ------------------------ -------------------------------------------------------
                                62             Veteran's Affairs-No Bid
                      ------------------------ -------------------------------------------------------
                      ------------------------ -------------------------------------------------------
                                63             Veteran's Affairs-Refund
                      ------------------------ -------------------------------------------------------
                      ------------------------ -------------------------------------------------------
                                64             Veteran's Affairs-Buydown
                      ------------------------ -------------------------------------------------------
                      ------------------------ -------------------------------------------------------
                                65             Chapter 7 Bankruptcy
                      ------------------------ -------------------------------------------------------
                      ------------------------ -------------------------------------------------------
                                66             Chapter 11 Bankruptcy
                      ------------------------ -------------------------------------------------------
                      ------------------------ -------------------------------------------------------
                                67             Chapter 13 Bankruptcy
                      ------------------------ -------------------------------------------------------




                                                                   EXHIBIT 3

                                                  REPORTING DATA FOR REALIZED LOSSES AND GAINS

                                     Calculation of Realized Loss/Gain Form 332– Instruction Sheet

         NOTE: Do not net or combine  items.  Show all expenses  individually  and all credits as separate line items.  Claim  packages
         are due on the  remittance  report date.  Late  submissions  may result in claims not being passed until the following  month.
         The Servicer is responsible to remit all funds pending loss approval and /or resolution of any disputed items.

              o   The numbers on the 332 form correspond with the numbers listed below.

         Liquidation and Acquisition Expenses:

         1.       The Actual Unpaid Principal Balance of the Mortgage Loan. For  documentation,  an Amortization  Schedule from date of
                  default through liquidation breaking out the net interest and servicing fees advanced is required.
         2.       The Total Interest Due less the aggregate amount of servicing fee that would have been earned if all delinquent
                  payments had been made as agreed. For documentation, an Amortization Schedule from date of default through
                  liquidation breaking out the net interest and servicing fees advanced is required.

         3.       Accrued Servicing Fees based upon the Scheduled Principal Balance of the Mortgage Loan as calculated on a monthly
                  basis. For documentation, an Amortization Schedule from date of default through liquidation breaking out the net
                  interest and servicing fees advanced is required.

         4-12.    Complete as applicable.  Required documentation:

                  *  For taxes and insurance advances – see page 2 of 332 form - breakdown required showing period of coverage, base
                  tax, interest, penalty.  Advances prior to default require evidence of servicer efforts to recover advances.

                  *  For escrow advances - complete payment history

                      (to calculate advances from last positive escrow balance forward)

                  *  Other expenses -  copies of corporate advance history showing all payments

                  *  REO repairs > $1500 require explanation

                  *  REO repairs >$3000 require evidence of at least 2 bids.

                  *  Short Sale or Charge Off require P&L supporting the decision and WFB's approved Officer Certificate

                  *  Unusual or extraordinary items may require further documentation.

         13.      The total of lines 1 through 12.

         3.       Credits:

         14-21.   Complete as applicable.  Required documentation:

                  * Copy of the HUD 1 from the REO sale.  If a 3rd Party Sale, bid instructions and Escrow Agent / Attorney

                     Letter of Proceeds Breakdown.

                  *  Copy of EOB for any MI or gov't guarantee

                  *  All other credits need to be clearly defined on the 332 form

         22.      The total of lines 14 through 21.

         Please Note:      For  HUD/VA  loans,  use line  (18a) for Part  A/Initial  proceeds  and line  (18b) for Part  B/Supplemental
                           proceeds.
         Total Realized Loss (or Amount of Any Gain)

         23.      The total derived from  subtracting  line 22 from 13. If the amount  represents a realized  gain,  show the amount in
                  parenthesis (   ).




                                              Calculation of Realized Loss/Gain Form 332

         Prepared by:  __________________                     Date:  _______________
         Phone:  ______________________   Email Address:_____________________

----------------------------------    --------------------------------------    --------------------------------------------
Servicer Loan No.                     Servicer Name                             Servicer Address
----------------------------------    --------------------------------------    --------------------------------------------

         WELLS FARGO BANK, N.A. Loan No._____________________________

         Borrower's Name: _________________________________________________________
         Property Address: _________________________________________________________

         Liquidation Type:  REO Sale                  3rd Party Sale            Short Sale       Charge Off

         Was this loan granted a Bankruptcy deficiency or cramdown              Yes         No
         If "Yes", provide deficiency or cramdown amount _______________________________

         Liquidation and Acquisition Expenses:
         (1)  Actual Unpaid Principal Balance of Mortgage Loan$ ______________  (1)
         (2)  Interest accrued at Net Rate                              ________________(2)
         (3)  Accrued Servicing Fees                                             ________________(3)
         (4)  Attorney's Fees                                                    ________________(4)
         (5)  Taxes (see page 2)                                                 ________________(5)
         (6)  Property Maintenance                                      ________________(6)
         (7)  MI/Hazard Insurance Premiums (see page 2)                 ________________(7)
         (8)  Utility Expenses                                                   ________________(8)
         (9)  Appraisal/BPO                                             ________________(9)
         (10) Property Inspections                                      ________________(10)
         (11) FC Costs/Other Legal Expenses                    ________________ (11)
         (12) Other (itemize)                                                    ________________(12)
                  Cash for Keys__________________________      ________________ (12)
                  HOA/Condo Fees_______________________        ________________ (12)
                  ______________________________________       ________________ (12)

                  Total Expenses                                                $ _______________(13)
         Credits:
         (14) Escrow Balance                                           $ _______________(14)
         (15) HIP Refund                                               ________________ (15)
         (16) Rental Receipts                                          ________________ (16)
         (17) Hazard Loss Proceeds                                     ________________ (17)
         (18) Primary Mortgage Insurance / Gov't Insurance    ________________  (18a) HUD Part A
                                                                                ________________ (18b) HUD Part B
         (19) Pool Insurance Proceeds                                  ________________ (19)
         (20) Proceeds from Sale of Acquired Property         ________________  (20)
         (21) Other (itemize)                                                   ________________ (21)
              _________________________________________       ________________  (21)

              Total Credits                                            $________________(22)
         Total Realized Loss (or Amount of Gain)                       $________________(23)

Escrow Disbursement Detail

------------------ --------------- ---------------- --------------- ---------------- ---------------- ----------------
      Type           Date Paid        Period of       Total Paid      Base Amount       Penalties        Interest
   (Tax /Ins.)                        Coverage

------------------ --------------- ---------------- --------------- ---------------- ---------------- ----------------
------------------ --------------- ---------------- --------------- ---------------- ---------------- ----------------

------------------ --------------- ---------------- --------------- ---------------- ---------------- ----------------
------------------ --------------- ---------------- --------------- ---------------- ---------------- ----------------

------------------ --------------- ---------------- --------------- ---------------- ---------------- ----------------
------------------ --------------- ---------------- --------------- ---------------- ---------------- ----------------

------------------ --------------- ---------------- --------------- ---------------- ---------------- ----------------
------------------ --------------- ---------------- --------------- ---------------- ---------------- ----------------

------------------ --------------- ---------------- --------------- ---------------- ---------------- ----------------
------------------ --------------- ---------------- --------------- ---------------- ---------------- ----------------

------------------ --------------- ---------------- --------------- ---------------- ---------------- ----------------
------------------ --------------- ---------------- --------------- ---------------- ---------------- ----------------

------------------ --------------- ---------------- --------------- ---------------- ---------------- ----------------
------------------ --------------- ---------------- --------------- ---------------- ---------------- ----------------

------------------ --------------- ---------------- --------------- ---------------- ---------------- ----------------
------------------ --------------- ---------------- --------------- ---------------- ---------------- ----------------

------------------ --------------- ---------------- --------------- ---------------- ---------------- ----------------





                                                                                                                     Exhibit I-16

                                           ASSIGNMENT, ASSUMPTION AND RECOGNITION AGREEMENT

         This is an Assignment,  Assumption and Recognition  Agreement (the "AAR Agreement") made and entered into as of June 30, 2006,
among EMC Mortgage Corporation (the "Assignor"),  Citibank,  N.A., not in its individual capacity but solely as trustee for the holders
of Bear Stearns ALT-A Trust 2006-4,  Mortgage Pass-Through  Certificates,  Series 2006-4 (the "Assignee") and IndyMac Bank, F.S.B. (the
"Company").

         Whereas,  the Assignor  purchased  mortgage  loans from the Company (the  "Mortgage  Loans") in accordance  with the terms and
conditions of that certain Master Purchase,  Warranties and Servicing  Agreement,  dated as of August 1, 2001, between the Assignor and
the Company, (the "PWS Agreement").

         In consideration of the mutual promises and agreements  contained herein, and for other good and valuable  consideration,  the
receipt and  sufficiency  of which are hereby  acknowledged,  the parties  hereto agree that the Mortgage Loans shall be subject to the
terms of this AAR Agreement.  Any capitalized  term used and not otherwise  defined herein shall have the meaning assigned to such term
in the PWS Agreement.

Assignment and Assumption

         1.       Except as expressly  provided for herein,  the Assignor  hereby grants,  transfers and assigns to the Assignee all of
its right,  title and  interest as in, to and under (a) the  Mortgage  Loans and (b) as they relate to the  Mortgage  Loans and the PWS
Agreement.  Notwithstanding  anything to the contrary contained herein, the Assignor is not assigning to the Assignee any of its right,
title and interest,  to and under the PWS Agreement  with respect to any other mortgage loan other than the Mortgage  Loans.  Except as
is  otherwise  expressly  provided  herein,  the Assignor  makes no  representations,  warranties  or covenants to the Assignee and the
Assignee  acknowledges that the Assignor has no obligations to the Assignee under the terms of the PWS Agreement or otherwise  relating
to the transaction contemplated herein (including, but not limited to, any obligation to indemnify the Assignee).

         Assignor  acknowledges  and agrees that upon execution of this Agreement,  the Assignee shall become the "Owner" under the PWS
Agreement,  and all representations,  warranties and covenants by the "Company" to the "Owner" under the PWS Agreement  including,  but
not limited to, the rights to receive indemnification, shall accrue to Assignee by virtue of this Agreement.

Representations, Warranties and Covenants

         2.       Assignor warrants and represents to, and covenants with, Assignee and Company as of the date hereof that:

                  a.       Attached hereto as Attachment 2 is a true and correct copy of the PWS Agreement,  which is in full force and
                           effect as of the date hereof and the  provisions  of which have not been waived,  amended or modified in any
                           respect, nor has any notice of termination been given thereunder;

                  b.       Assignor is the lawful  owner of the Mortgage  Loans with full right to transfer the Mortgage  Loans and any
                           and all of its  interests,  rights and  obligations  under the PWS  Agreement as they relate to the Mortgage
                           Loans, free and clear from any and all claims and encumbrances;  and upon the transfer of the Mortgage Loans
                           to Assignee as  contemplated  herein and in the Mortgage Loan Purchase  Agreement  dated as of June 30, 2006
                           between the Assignor and Structured  Asset Mortgage  Investments  II Inc.  ("SAMI II"),  Assignee shall have
                           good title to each and every  Mortgage  Loan,  as well as any and all of  Assignor's  interests,  rights and
                           obligations  under the PWS  Agreement  as they relate to the Mortgage  Loans,  free and clear of any and all
                           liens, claims and encumbrances;

                  c.       There are no offsets,  counterclaims or other defenses available to the Company with respect to the Mortgage
                           Loans or the PWS Agreement;

                  d.       Assignor has no knowledge of, and has not received  notice of, any waivers under,  or any  modification  of,
                           any Mortgage Loan;

                  e.       Assignor is duly organized,  validly existing and in good standing under the laws of the jurisdiction of its
                           incorporation, and has all requisite power and authority to acquire, own and sell the Mortgage Loans;

                  f.       Assignor has full corporate power and authority to execute,  deliver and perform its obligations  under this
                           AAR Agreement,  and to consummate the  transactions  set forth herein.  The consummation of the transactions
                           contemplated  by this AAR Agreement is in the ordinary  course of Assignor's  business and will not conflict
                           with, or result in a breach of, any of the terms,  conditions or provisions of Assignor's charter or by-laws
                           or any legal  restriction,  or any material  agreement or instrument to which  Assignor is now a party or by
                           which it is bound,  or result in the violation of any law, rule,  regulation,  order,  judgment or decree to
                           which Assignor or its property is subject.  The execution,  delivery and performance by Assignor of this AAR
                           Agreement and the consummation by it of the transactions  contemplated  hereby, have been duly authorized by
                           all necessary corporate action on part of Assignor.  This AAR Agreement has been duly executed and delivered
                           by Assignor and,  upon the due  authorization,  execution  and delivery by Assignee and the parties  hereto,
                           will  constitute  the valid and legally  binding  obligation  of Assignor  enforceable  against  Assignor in
                           accordance  with  its  terms  except  as  enforceability  may  be  limited  by  bankruptcy,  reorganization,
                           insolvency,  moratorium  or other  similar  laws now or hereafter in effect  relating to  creditors'  rights
                           generally,  and by general  principles  of equity  regardless of whether  enforceability  is considered in a
                           proceeding in equity or at law; and

                  g.       No  consent,  approval,  order or  authorization  of, or  declaration,  filing  or  registration  with,  any
                           governmental  entity is  required to be obtained  or made by  Assignor  in  connection  with the  execution,
                           delivery or performance by Assignor of this AAR Agreement,  or the  consummation  by it of the  transactions
                           contemplated  hereby.  Neither Assignor nor anyone acting on its behalf has offered,  transferred,  pledged,
                           sold or otherwise  disposed of the Mortgage  Loans or any interest in the Mortgage  Loans,  or solicited any
                           offer to buy or accept a transfer,  pledge or other  disposition of the Mortgage  Loans,  or any interest in
                           the Mortgage  Loans or otherwise  approached  or  negotiated  with  respect to the  Mortgage  Loans,  or any
                           interest in the Mortgage Loans with any Person in any manner,  or made any general  solicitation by means of
                           general  advertising or in any other manner, or taken any other action which would constitute a distribution
                           of the Mortgage  Loans under the  Securities  Act of 1933, as amended (the "1933 Act") or which would render
                           the  disposition  of the  Mortgage  Loans a violation  of Section 5 of the 1933 Act or require  registration
                           pursuant thereto.

         3.       The Assignee warrants and represents to, and covenants with, the Assignor and the Company as of the date hereof that:

                  a.       Assignee is duly organized,  validly existing and in good standing under the laws of the jurisdiction of its
                           organization  and has all requisite  power and authority to hold the Mortgage Loans on behalf of the holders
                           of Bear Stearns ALT-A Trust 2006-4, Mortgage Pass-Through Certificates, Series 2006-4;

                  b.       Assignee has full corporate power and authority to execute,  deliver and perform its obligations  under this
                           AAR Agreement,  and to consummate the  transactions  set forth herein.  The consummation of the transactions
                           contemplated  by this AAR Agreement is in the ordinary  course of Assignee's  business and will not conflict
                           with, or result in a breach of, any of the terms,  conditions or provisions of Assignee's charter or by-laws
                           or any legal  restriction,  or any material  agreement or instrument to which  Assignee is now a party or by
                           which it is bound,  or result in the violation of any law, rule,  regulation,  order,  judgment or decree to
                           which Assignee or its property is subject.  The execution,  delivery and performance by Assignee of this AAR
                           Agreement and the consummation by it of the transactions  contemplated  hereby, have been duly authorized by
                           all  necessary  corporate  action  on part of  Assignee.  This AAR  Agreement  has been  duly  executed  and
                           delivered by Assignee  and, upon the due  authorization,  execution and delivery by Assignor and the parties
                           hereto,  will constitute the valid and legally binding obligation of Assignee  enforceable  against Assignee
                           in  accordance  with its terms  except as  enforceability  may be  limited  by  bankruptcy,  reorganization,
                           insolvency,  moratorium  or other  similar  laws now or hereafter in effect  relating to  creditors'  rights
                           generally,  and by general  principles  of equity  regardless of whether  enforceability  is considered in a
                           proceeding in equity or at law;

                  c.       No  consent,  approval,  order or  authorization  of, or  declaration,  filing  or  registration  with,  any
                           governmental  entity is  required to be obtained  or made by  Assignee  in  connection  with the  execution,
                           delivery or performance by Assignee of this AAR Agreement,  or the  consummation  by it of the  transactions
                           contemplated hereby; and

                  d.       The Assignee  assumes for the benefit of each of Assignor and Company,  all of  Assignor's  rights under the
                           PWS Agreement but solely with respect to such Mortgage Loans.

         4.       Company warrants and represents to, and covenants with, Assignee and Assignor, as of the date hereof, that:

                  a.       Attached hereto as Attachment 2 is a true and correct copy of the PWS Agreement,  which is in full force and
                           effect as of the date hereof and the  provisions  of which have not been waived,  amended or modified in any
                           respect, nor has any notice of termination been given thereunder;

                  b.       Company is duly organized,  validly  existing and in good standing under the laws of the jurisdiction of its
                           incorporation,  and has all  requisite  power and  authority to service the Mortgage  Loans and otherwise to
                           perform its obligations under the PWS Agreement;

                  c.       Company has full corporate power and authority to execute,  deliver and perform its  obligations  under this
                           AAR Agreement,  and to consummate the  transactions  set forth herein.  The consummation of the transactions
                           contemplated  by this AAR  Agreement is in the ordinary  course of Company's  business and will not conflict
                           with, or result in a breach of, any of the terms,  conditions or provisions of Company's  charter or by-laws
                           or any legal  restriction,  or any material  agreement or  instrument  to which Company is now a party or by
                           which it is bound,  or result in the violation of any law, rule,  regulation,  order,  judgment or decree to
                           which Company or its property is subject.  The  execution,  delivery and  performance by Company of this AAR
                           Agreement and the consummation by it of the transactions  contemplated  hereby, have been duly authorized by
                           all necessary  corporate action on part of Company.  This AAR Agreement has been duly executed and delivered
                           by  Company,  and,  upon the due  authorization,  execution  and  delivery by Assignor  and  Assignee,  will
                           constitute the valid and legally binding  obligation of Company,  enforceable  against Company in accordance
                           with  its  terms  except  as  enforceability  may be  limited  by  bankruptcy,  reorganization,  insolvency,
                           moratorium or other similar laws now or hereafter in effect relating to creditors' rights generally,  and by
                           general  principles of equity  regardless of whether  enforceability is considered in a proceeding in equity
                           or at law;

                  d.       No  consent,  approval,  order or  authorization  of, or  declaration,  filing  or  registration  with,  any
                           governmental  entity is  required  to be  obtained  or made by Company  in  connection  with the  execution,
                           delivery or performance  by Company of this AAR Agreement,  or the  consummation  by it of the  transactions
                           contemplated hereby;

                  e.       Company  shall  establish a Custodial  Account and an Escrow  Account  under the PWS  Agreement  in favor of
                           Assignee  with  respect to the  Mortgage  Loans  separate  from the  Custodial  Account  and Escrow  Account
                           previously established under the PWS Agreement in favor of Assignor;

                  f.       Pursuant to Section  11.18 of the PWS  Agreement,  the  Company  hereby  restates  the  representations  and
                           warranties set forth in Section 3.01 and Section  3.02(bbb) of the PWS Agreement with respect to the Company
                           and the Mortgage Loans as of the date hereof; and

                  g.       Neither  this AAR  Agreement  nor any  certification,  statement,  report or other  agreement,  document  or
                           instrument  furnished  or to be  furnished by the Company  pursuant to this AAR  Agreement  contains or will
                           contain any materially untrue statement of fact.

         5.       Assignor hereby agrees to indemnify and hold the Assignee (and its successors and assigns)  harmless  against any and
all claims, losses,  penalties,  fines,  forfeitures,  legal fees and related costs, judgments,  and any other costs, fees and expenses
that Assignee (and its  successors  and assigns) may sustain in any way related to any breach of the  representations  or warranties of
Assignor set forth in this AAR Agreement or the breach of any covenant or condition contained herein.

         6.       The Company,  including any successor  servicer,  shall be subject to the supervision of the Master  Servicer,  which
Master  Servicer shall have the same rights as the Purchaser,  as purchaser,  under the PWS Agreement to enforce the obligations of the
Company under the PWS Agreement,  and the term  "Purchaser" as used in the PWS Agreement in connection with any rights of the Purchaser
shall refer to the Trust Fund or, as the context  requires,  the Master Servicer,  except as otherwise  specified.  The Master Servicer
shall be entitled to terminate the rights and  obligations  of the Company under the PWS  Agreement and under this  Agreement  upon the
failure of the Servicer to perform any of its  obligations  under the PWS  Agreement,  which failure  results in an Event of Default as
provided in the PWS Agreement.  Notwithstanding  anything  herein to the contrary,  in no event shall the Master Servicer assume any of
the  obligations  of the Purchaser  under the PWS Agreement and in connection  with the  performance  of the Master  Servicer's  duties
hereunder.

Recognition of Assignee

         7.       From and after the date hereof,  Company shall recognize  Assignee as owner of the Mortgage Loans,  and  acknowledges
that the Mortgage Loans are intended to be part of a REMIC or multiple  REMICs,  and will service the Mortgage Loans in accordance with
the PWS Agreement  and this AAR  Agreement but in no event in a manner that would (i) cause any such intended  REMIC to fail to qualify
as a REMIC or (ii) result in the imposition of a tax upon any such intended  REMIC  (including but not limited to the tax on prohibited
transactions as defined in Section  860F(a)(2) of the Code and the tax on  contributions to a REMIC set forth in Section 860G(d) of the
Code).  It is the intention of Assignor,  Company and Assignee that this AAR Agreement shall be binding upon and for the benefit of the
respective  successors and assigns of the parties hereto.  Neither Company nor Assignor shall amend or agree to amend,  modify,  waive,
or otherwise  alter any of the terms or provisions of the PWS  Agreement  which  amendment,  modification,  waiver or other  alteration
would in any way affect the Mortgage Loans without the prior written consent of Assignee.

                  Notwithstanding  any term hereof to the contrary,  it is expressly  understood  and agreed by the parties hereto that
(i) this AAR Agreement is  acknowledged  and accepted by the Assignee not  individually  or  personally  but solely as Assignee for the
Trust in the exercise of the powers and authority  conferred and vested in it under the Pooling and Servicing  Agreement  (the "Pooling
and  Servicing  Agreement"),  dated as of June 1, 2006,  among  SAMI II,  the  Assignor,  the  Assignee,  Wells  Fargo  Bank,  National
Association,  as  master  servicer  (the  "Master  Servicer")  and as  securities  administrator,  (ii)  each  of the  representations,
undertakings and agreements herein made on behalf of the Trust is made and intended not as personal  representations,  undertakings and
agreements  of the Assignee but is made and intended for the purpose of binding only the Trust and (iii) under no  circumstances  shall
the Assignee be  personally  liable for the payment of any  indebtedness  or expenses of the Assignee or the Trust or be liable for the
breach or failure of any  obligation,  representation,  warranty or covenant made or  undertaken  by the Assignee,  the Assignor or the
Trust  under the PWS  Agreement  or the  Pooling  and  Servicing  Agreement.  Any  recourse  against  the  Assignee  in  respect of any
obligations  it may have under or  pursuant  to the terms of this AAR  Agreement  shall be limited  solely to the assets it may hold as
trustee of Bear Stearns ALT-A Trust 2006-4, Mortgage Pass-Through Certificates, Series 2006-4.

Modification of PWS Agreement

         7.       The Company and the Assignor hereby amendment the PWS Agreement as follows with respect to the Mortgage Loans
assigned to the Assignee:

         The following definitions are added or amended to Article I of the PWS Agreement:

         Assignee:   Citibank,  N.A.,  as  trustee  for  the  holders  of  Bear  Stearns  ALT-A  Trust  2006-4,  Mortgage  Pass-Through
Certificates, Series 2006-4.

         Business Day: Any day other than:  (i) a Saturday or Sunday,  or (ii) a legal  holiday in the States of New York,  California,
Maryland or Minnesota,  or (iii) a day on which banks in the States of New York,  California,  Maryland or Minnesota are  authorized or
obligated by law or executive order to be closed.

         Commission or SEC:  The Securities and Exchange Commission.

         Custodial Account:  Each separate account or accounts created and maintained  pursuant to Section 4.04 which shall be entitled
"IndyMac Bank,  F.S.B., in trust for the Trustee,  on behalf of the holders of Bear Stearns ALT-A Trust 2006-4,  Mortgage  Pass-Through
Certificates,  Series 2006-4" and shall be established in an Eligible  Account,  in the name of the Person that is the "Purchaser" with
respect to the related Mortgage Loans.

         Depositor: The depositor, as such term is defined in Regulation AB, with respect to any Securitization Transaction.

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

         Master Servicer:  Wells Fargo Bank,  National  Association,  or its successors in interest who meet the  qualifications of the
Pooling and Servicing Agreement and this Agreement.

         Nonrecoverable  Advance:  Any portion of a Monthly Advance or Servicing Advance  previously made or proposed to be made by the
Company pursuant to this Agreement,  that, in the good faith judgment of the Company,  will not or, in the case of a proposed  advance,
would not, be  ultimately  recoverable  by it from the related  Mortgagor  or the related  Liquidation  Proceeds,  Insurance  Proceeds,
Condemnation Proceeds or otherwise with respect to the related Mortgage Loan.

         Pass-Through  Transfer:  Any  transaction  involving  either (1) a sale or other transfer of some or all of the Mortgage Loans
directly or indirectly to an issuing entity in connection with an issuance of publicly  offered or privately  placed,  rated or unrated
mortgage-backed  securities or (2) an issuance of publicly offered or privately placed,  rated or unrated  securities,  the payments on
which are determined  primarily by reference to one or more portfolios of residential  mortgage loans consisting,  in whole or in part,
of some or all of the Mortgage Loans.

         Pooling and Servicing  Agreement:  That certain pooling and servicing  agreement,  dated as of June 1, 2006,  among Structured
Asset Mortgage Investments II Inc., the Trustee, the Master Servicer and the Owner.

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

        Prepayment Period:  As to any remittance Date, (a) in the case of Full Principal Prepayments, the period commencing on the 2nd
day of the month prior to the month in which the related Remittance Date occurs and ending on the 1st day of the month in which such
Remittance Date occurs, and (b) in the case of Partial Principal Prepayments, the preceding calendar month.

         REMIC  Provisions:  The  provisions  of the federal  income tax law relating to REMICs,  which appear at Sections 860A through
8606 of the Code, and related provisions and regulations promulgated thereunder, as the foregoing may be in effect from time to time.

         Regulation AB: Subpart  229.1100 – Asset Backed  Securities  (Regulation AB), 17 C.F.R.  §§229.1100-229.1123,  as amended from
time to time, and subject to such  clarification  and  interpretation  as have been provided by the Commission in the adopting  release
(Asset-Backed  Securities,  Securities  Act Release No.  33-8518,  70 Fed.  Reg.  1,506,  1,531 (Jan.  7, 2005)) or by the staff of the
Commission, or as may be provided by the Commission or its staff from time to time.

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

         Securitization  Transaction:  Any  transaction  involving  either (1) a sale or other  transfer of some or all of the Mortgage
Loans  directly or indirectly to an issuing entity in connection  with an issuance of publicly  offered or privately  placed,  rated or
unrated  mortgage-backed  securities  or (2) an issuance of publicly  offered or privately  placed,  rated or unrated  securities,  the
payments on which are determined  primarily by reference to one or more portfolios of residential  mortgage loans consisting,  in whole
or in part, of some or all of the Mortgage Loans.

         Servicing Criteria:  As of any date of determination,  the "servicing  criteria" set forth in Item 1122(d) of Regulation AB, a
summary of the  requirements  of which as of the date hereof is attached  hereto as Exhibit L for convenience of reference only. In the
event of a conflict or  inconsistency  between the terms of Exhibit L and the text of Item 1122(d) of  Regulation  AB, the text of Item
1122(d) of Regulation AB shall control (or those Servicing  Criteria  otherwise  mutually  agreed to by the Purchaser,  the Company and
any Person that will be responsible for signing any Sarbanes  Certification  with respect to a  Securitization  Transaction in response
to evolving interpretations of Regulation AB and incorporated into a revised Exhibit L).

         Servicing Fee Rate:  0.375% per annum.

         Static Pool Information: Static pool information as described in Item 1105(a)(1)-(3) and 1105(c) of Regulation AB.

         Subcontractor:  Any vendor,  subcontractor  or other Person that is not responsible for the overall  servicing (as "servicing"
is commonly  understood by participants in the  mortgage-backed  securities market) of Mortgage Loans but performs one or more discrete
functions  identified in Item 1122(d) of  Regulation AB with respect to Mortgage  Loans under the direction or authority of the Company
or a Subservicer.

         Subservicer:  Any Person that services  Mortgage Loans on behalf of the Company or any  Subservicer and is responsible for the
performance  (whether directly or through  Subservicers or Subcontractors) of a substantial portion of the material servicing functions
required to be performed by the Company under this  Agreement or any  Reconstitution  Agreement  that are identified in Item 1122(d) of
Regulation AB.

         Trustee:  Citibank,  N.A., or its successor in interest,  or any  successor  trustee  appointed as provided in the Pooling and
Servicing Agreement.

         The Standard & Poor's rating of "A2" in the definition of Eligible Account is hereby replaced with "AA".

         The following is added as Section 2.09 of the Servicing Agreement:

                  "Section 2.09     Waiver of Prepayment Charges

                  The Company shall not waive (or permit a subservicer to waive) any Prepayment Charge unless:  (i) the  enforceability
         thereof  shall have been limited by  bankruptcy,  insolvency,  moratorium,  receivership  and other  similar laws  relating to
         creditors' rights generally,  (ii) the enforcement  thereof is illegal,  or any local,  state or federal agency has threatened
         legal action if the  prepayment  penalty is enforced,  (iii) the  mortgage  debt has been  accelerated  in  connection  with a
         foreclosure or other  involuntary  payment or (iv) such waiver is standard and customary in servicing  similar  Mortgage Loans
         and relates to a default or a reasonably  foreseeable default and would, in the reasonable  judgment of the Company,  maximize
         recovery of total  proceeds  taking into account the value of such  Prepayment  Charge and the related  Mortgage  Loan.  In no
         event will the Company waive a Prepayment  Charge in connection  with a refinancing  of a Mortgage Loan that is not related to
         a default or a reasonably  foreseeable  default.  If a Prepayment Charge is waived, but does not meet the standards  described
         above,  then the Company is required to pay the amount of such waived  Prepayment  Charge by  depositing  such amount into the
         Custodial Account by the immediately succeeding Remittance Date."

         Section 3.01(k) of the PWS Agreement is deleted in its entirety and replaced with the following:

                  (k)      Company has delivered to the Purchaser  financial  statements of its parent or predecessor in interest,  for
         its last two complete fiscal years.  All such financial  information  fairly presents the pertinent  results of operations and
         financial  position for the period  identified and has been prepared in accordance with GAAP consistently  applied  throughout
         the  periods  involved,  except as set forth in the notes  thereto.  There has been no change in the  servicing  policies  and
         procedures,  business,  operations,  financial condition,  properties or assets of the Company since the date of the Company's
         financial  information  that would have a material  adverse  effect on its  ability  to  perform  its  obligations  under this
         Agreement;

         The following is added as Section 3.01(m) of the PWS Agreement:

                  (m)      As of the date of each Pass-Through  Transfer,  and except as has been otherwise disclosed to the Purchaser,
         any Master Servicer and any Depositor:  (1) no default or servicing related  performance  trigger has occurred as to any other
         securitization  due to any act or failure to act of the  Company;  (2) no material  noncompliance  with  applicable  servicing
         criteria  as to any other  securitization  has been  disclosed  or  reported  by the  Company;  (3) the  Company  has not been
         terminated as servicer in a residential mortgage loan  securitization,  either due to a servicing default or to application of
         a servicing  performance  test or trigger;  (4) no material  changes to the Company's  servicing  policies and  procedures for
         similar loans has occurred in the preceding three years;  (5) there are no aspects of the Company's  financial  condition that
         could have a material  adverse impact on the performance by the Company of its obligations  hereunder;  (6) there are no legal
         proceedings  pending, or known to be contemplated by governmental  authorities,  against the Company that could be material to
         investors  in the  securities  issued in such  Pass-Through  Transfer;  and (7) there are no  affiliations,  relationships  or
         transactions relating to the Company of a type that are described under Item 1119 of Regulation AB.

         The following is added as Section 3.01(n) of the PWS Agreement:

                  (n)      If so requested by the Purchaser or any Depositor on any date, the Company shall,  within five Business Days
         following such request,  confirm in writing the accuracy of the  representations  and warranties set forth in Section  3.01(m)
         of this  Section  or,  if any such  representation  and  warranty  is not  accurate  as of the date of such  request,  provide
         reasonably adequate disclosure of the pertinent facts, in writing, to the requesting party.

         The following is added as Section 3.01(o) of the PWS Agreement:

                  (o)      Notwithstanding  anything  to the  contrary  in the  Agreement,  the  Company  shall  (or shall  cause  each
         Subservicer  to) (i)  immediately  notify the Purchaser,  any Master Servicer and any Depositor in writing of (A) any material
         litigation or governmental  proceedings  pending against the Company or any Subservicer (B) any  affiliations or relationships
         that develop  following the closing date of a  Pass-Through  Transfer  between the Company or any  Subservicer  and any of the
         parties  specified  in clause  (7) of  paragraph  (m) of this  Section  (and any other  parties  identified  in writing by the
         requesting  party) with respect to such Pass-Through  Transfer,  (C) any Event of Default under the terms of this Agreement or
         any Reconstitution  Agreement,  (D) any merger,  consolidation or sale of substantially all of the assets of the Company,  and
         (E) the Company's  entry into an agreement with a Subservicer to perform or assist in the  performance of any of the Company's
         obligations  under this  Agreement or any  Reconstitution  Agreement  and (ii) provide to the  Purchaser  and any  Depositor a
         description of such proceedings, affiliations or relationships.

         Each  notice/update  regarding  Regulation  AB should be sent to the  Assignor by e-mail to  regABnotifications@bear.com.  All
notification pursuant to this Section 3.01(o), other than those pursuant to Section 3.01(o)(i)(A), should be sent to:

         EMC Mortgage Corporation
         2780 Lake Vista Drive
         Lewisville, Texas 75067
         Attention: Conduit Seller Approval Dept.
         Facsimile: (214) 626-3751
         Email: sellerapproval@bear.com

         With a copy to:

         Bear, Stearns & Co. Inc.
         383 Madison Avenue, 3rd Floor
         New, York, NY 10179
         Attention:  Global Credit Administration
         Facsimile:  (212) 272-6564

         Notifications pursuant to Section 3.01(o)(i)(A) should be sent to:

         EMC Mortgage Corporation
         2780 Lake Vista Drive
         Lewisville, Texas 75067
         Attention: President or General Counsel
         Facsimile: (469)759-4714

         With copies to:

         EMC Mortgage Corporation
         2780 Lake Vista Drive
         Lewisville, Texas 75067
         Attention: Conduit Seller Approval Dept.
         Facsimile: (214) 626-3751
         Email: sellerapproval@bear.com

         Bear, Stearns & Co. Inc.
         383 Madison Avenue, 3rd Floor
         New, York, NY 10179
         Attention:  Global Credit Administration
         Facsimile:  (212) 272-6564

         The following is added as Section 3.01(p) of the PWS Agreement :

                  (p)      As a condition to the succession to the Company or any  Subservicer  as servicer or  subservicer  under this
         Agreement  or any  Reconstitution  Agreement  by any Person (i) into which the  Company or such  Subservicer  may be merged or
         consolidated,  or (ii) which may be appointed as a successor to the Company or any  Subservicer,  the Company shall provide to
         the  Purchaser,  any  Master  Servicer  and any  Depositor,  at least 15  calendar  days prior to the  effective  date of such
         succession or  appointment,  (x) written notice to the Purchaser,  any Master Servicer and any Depositor of such succession or
         appointment and (y) in writing and in form and substance  reasonably  satisfactory  to the Purchaser,  any Master Servicer and
         such  Depositor,  all  information  reasonably  requested by the Purchaser,  any Master  Servicer or any Depositor in order to
         comply with its reporting obligation under Item 6.02 of Form 8-K with respect to any class of asset-backed securities.

         The following is added as Section 3.02(ddd) of the PWS Agreement:

                  (ddd)    With  respect to each  Mortgage  Loan,  information  regarding  the borrower  credit  files  related to such
         Mortgage Loan has been furnished to credit  reporting  agencies in compliance with the provisions of the Fair Credit Reporting
         Act and the applicable implementing regulations.

         The following is added after the first sentence in Section 4.01 of the PWS Agreement:

         In addition,  the Company  shall  furnish  information  regarding  the borrower  credit files related to such Mortgage Loan to
credit  reporting  agencies  in  compliance  with the  provisions  of the Fair Credit  Reporting  Act and the  applicable  implementing
regulations.

         The following are added as the last three paragraphs of Section 4.01 of the PWS Agreement:

                  "Notwithstanding  anything in this Agreement to the contrary, the Servicer (a) shall not permit any modification with
         respect to any  Mortgage  Loan that would  change the  Mortgage  Interest  Rate and (b) shall not (unless the  Mortgagor is in
         default with respect to the Mortgage Loan or such default is, in the judgment of the Servicer,  reasonably  foreseeable)  make
         or permit any  modification,  waiver or amendment  of any term of any Mortgage  Loan that would both (i) effect an exchange or
         reissuance  of such Mortgage Loan under Section 1001 of the Code (or Treasury  regulations  promulgated  thereunder)  and (ii)
         cause any REMIC to fail to qualify as a REMIC under the Code or the  imposition  of any tax on  "prohibited  transactions"  or
         "contributions" after the startup date under the REMIC Provisions.

                  Prior to taking any action  with  respect to the  Mortgage  Loans which is not  contemplated  under the terms of this
         Agreement,  the  Servicer  will obtain an Opinion of Counsel  acceptable  to the Trustee  with  respect to whether such action
         could result in the  imposition of a tax upon any REMIC  (including but not limited to the tax on prohibited  transactions  as
         defined in Section  860F(a)(2) of the Code and the tax on  contributions  to a REMIC set forth in Section 860G(d) of the Code)
         (either such event,  an "Adverse  REMIC  Event"),  and the Servicer  shall not take any such action or cause the Trust Fund to
         take any such action as to which it has been advised that an Adverse REMIC Event could occur.

                  The  Servicer  shall not permit the creation of any  "interests"  (within the meaning of Section 8606 of the Code) in
         any REMIC.  The Servicer shall not enter into any  arrangement by which a REMIC will receive a fee or other  compensation  for
         services  nor permit a REMIC to  receive  any income  from  assets  other  than  "qualified  mortgages"  as defined in Section
         860G(a)(3) of the Code or "permitted investments" as defined in Section 860G(a)(5) of the Code.

         The following is added as Subsection 4.05(ix) of the PWS Agreement:

                  (ix)     to reimburse itself for any Nonrecoverable Advances;

         Section 5.02 of the PWS Agreement is hereby deleted in its entirety and replaced with the following:

         Section 5.02      Statements to the Purchaser.

                  The Company shall  furnish to Purchaser an individual  loan  accounting  report,  as of the last Business Day of each
         month, in the Company's  assigned loan number order to document Mortgage Loan payment activity on an individual  Mortgage Loan
         basis.  With respect to each month,  the  corresponding  individual loan accounting  report shall be received by the Purchaser
         no later  than the tenth  Business  Day of the  following  month on a disk or tape or other  computer-readable  format in such
         format as may be mutually agreed upon by both Purchaser and Company, and shall contain the following:

                  (i)      with respect to each Mortgage  Loan and each Monthly  Payment,  the amount  received on account of principal
         (including a separate  breakdown of any  Principal  Prepayment,  including  the date of such  prepayment,  and any  prepayment
         penalties or premiums,  along with a detailed report of interest on principal  prepayment  amounts remitted in accordance with
         Section 4.04);

                  (ii)     with respect to each Mortgage Loan and each Monthly Payment, the amount received on account of interest;

                  (iii)    with respect to each Mortgage Loan, the amount of servicing  compensation received by the Company during the
         prior distribution period;

                  (iv)     the Stated  Principal  Balance of each  Mortgage  Loan and the  aggregate  Stated  Principal  Balance of all
         Mortgage Loans as of the first day of the distribution period and the last day of the distribution period;

                  (v)      with respect to each Mortgage Loan, the current Mortgage Interest Rate;

                  (vi)     with respect to each Mortgage Loan, the aggregate amount of any Insurance Proceeds,  Condemnation  Proceeds,
         Liquidation Proceeds and REO Disposition Proceeds received during the prior distribution period;

                  (vii)    with respect to each Mortgage Loan, the amount of any Prepayment  Interest Shortfalls paid by the Company in
         accordance with Section 4.04(viii) during the prior distribution period;

                  (viii)   the beginning and ending balances of the Custodial Account and Escrow Account;

                  (ix)     the  number  of  Mortgage  Loans as of the  first  day of the  distribution  period  and the last day of the
         distribution period;

                  (x)      with respect to each Mortgage  Loan,  the Stated  Principal  Balance of each Mortgage Loan (a) delinquent as
         grouped in the following  intervals  through final liquidation of such Mortgage Loan: 30 to 59 days, 60 to 89 days, 90 days or
         more; (b) as to which foreclosure has commenced; and (c) as to which REO Property has been acquired;

                  (xi)     with respect to each Mortgage Loan,  the amount and severity of any realized loss  following  liquidation of
         such Mortgage Loan;

                  (xii)    with respect to each Mortgage Loan, and in the aggregate for all Mortgage  Loans,  the amount of any Monthly
         Advances made by the Company during the prior distribution period;

                  (xiii)   with respect to each  Mortgage  Loan,  a  description  of any  Servicing  Advances  made by the Company with
         respect to such Mortgage Loan including the amount,  terms and general purpose of such Servicing  Advances,  and the aggregate
         amount of Servicing Advances for all Mortgage Loans during the prior distribution period;

                  (xiv)    with respect to each Mortgage  Loan, a description of any  Nonrecoverable  Advances made by the Company with
         respect to such Mortgage  Loan  including  the amount,  terms and general  purpose of such  Nonrecoverable  Advances,  and the
         aggregate amount of Nonrecoverable Advances for all Mortgage Loans during the prior distribution period;

                  (xv)     with  respect to each  Mortgage  Loan,  a  description  of any  Monthly  Advances,  Servicing  Advances  and
         Nonrecoverable  Advances  reimbursed to the Company with respect to such Mortgage  Loan during the prior  distribution  period
         pursuant to Section 4.05, and the source of funds for such  reimbursement,  and the aggregate amount of any Monthly  Advances,
         Servicing  Advances  and  Nonrecoverable  Advances  reimbursed  to the  Company  for  all  Mortgage  Loans  during  the  prior
         distribution period pursuant to Section 4.05;

                  (xvi)    with respect to any Mortgage  Loan, a description  of any material  modifications,  extensions or waivers to
         the terms, fees,  penalties or payments of such Mortgage Loan during the prior  distribution  period or that have cumulatively
         become material over time;

                  (xvii)   a description of any material  breach of a  representation  or warranty set forth in Section 3.01 or Section
         3.02 herein or of any other  breach of a covenant  or  condition  contained  herein and the status of any  resolution  of such
         breach;

                  (xviii)  with respect to each Mortgage Loan, the Stated  Principal  Balance of any substitute  Mortgage Loan provided
         by the Company and the Stated Principal  Balance of any Mortgage Loan that has been replaced by a substitute  Mortgage Loan in
         accordance with Section 3.03 herein;

                  (xix)    with  respect to each  Mortgage  Loan,  the Stated  Principal  Balance  of any  Mortgage  Loan that has been
         repurchased by the Company in accordance with Section 3.03 herein.

         In addition,  the Company  shall  provide to the Purchaser  such other  information  known or available to the Company that is
necessary in order to provide the  distribution  and pool  performance  information  as required  under Item 1121 of Regulation  AB, as
amended from time to time,  as determined by the  Purchaser in its sole  discretion.  The Company shall also provide a monthly  report,
in the form of Exhibit E hereto,  or such other form as is mutually  acceptable to the Company,  the Purchaser and any Master Servicer,
Exhibit O with  respect  to  defaulted  mortgage  loans and  Exhibit  P, with  respect to  realized  losses  and gains,  with each such
report.

         The Company  shall  prepare and file any and all  information  statements  or other  filings  required to be  delivered to any
governmental  taxing  authority or to Purchaser  pursuant to any applicable law with respect to the Mortgage Loans and the transactions
contemplated  hereby.  In addition,  the Company shall provide  Purchaser  with such  information  concerning  the Mortgage Loans as is
necessary for Purchaser to prepare its federal income tax return as Purchaser may reasonably request from time to time.

         In addition,  not more than sixty (60) days after the end of each calendar  year, the Company shall furnish to each Person who
was a Purchaser at any time during such calendar year an annual  statement in accordance with the  requirements  of applicable  federal
income tax law as to the aggregate of remittances for the applicable portion of such year.

         Section 6.04 of the PWS Agreement is deleted in its entirety and replaced with the following:

         Section 6.04      Annual Statement as to Compliance; Annual Certification.

                  (a)      The Company will deliver to the Purchaser and any Master  Servicer,  using its best efforts by March 1st but
         in no event later than March 15th of each  calendar  year  beginning  in 2007,  an  Officers'  Certificate  acceptable  to the
         Purchaser and each Master Servicer (an "Annual Statement of Compliance")  stating,  as to each signatory  thereof,  that (i) a
         review of the  activities of the Company during the preceding  calendar year and of performance  under this Agreement or other
         applicable  servicing  agreement  has been  made  under  such  officers'  supervision  and (ii) to the best of such  officers'
         knowledge,  based on such review,  the Company has fulfilled all of its obligations  under this Agreement or other  applicable
         servicing  agreement  in all  material  respects  throughout  such year,  or, if there has been a failure to fulfill  any such
         obligation  in any material  respect,  specifying  each such  failure  known to such officer and the nature and status of cure
         provisions  thereof.  Such Annual  Statement of Compliance  shall contain no restrictions or limitations on its use. Copies of
         such  statement  shall be provided by the Company to the  Purchaser  upon  request and by the  Purchaser  upon  request to any
         Person  identified  as a  prospective  purchaser  of the  Mortgage  Loans.  In the event that the  Company has  delegated  any
         servicing  responsibilities  with respect to the  Mortgage  Loans to a  Subservicer,  the Company  shall  deliver an officer's
         certificate (an "Annual  Certification")  of the  Subservicer as described  above as to each  Subservicer as and when required
         with respect to the Company.

                  (b)      With respect to any Mortgage Loans that are the subject of a Pass-Through  Transfer,  using its best efforts
         by March 1st but in no event later than March 15th of each  calendar  year  beginning in 2007, an officer of the Company shall
         execute and deliver an  Officers'  Certificate  (an "Annual  Certification")  to the  Purchaser,  any Master  Servicer and any
         related  Depositor  addressed  to and for the  benefit of each such  entity and such  entity's  affiliates  and the  officers,
         directors  and agents of any such  entity  and such  entity's  affiliates,  in the form  attached  hereto as Exhibit K. In the
         event that the Company has delegated any servicing  responsibilities  with respect to the Mortgage  Loans to a Subservicer  or
         Subcontractor,  the Company shall deliver an Annual  Certification  of the Subservicer or  Subcontractor as described above as
         to each Subservicer or Subcontractor as and when required with respect to the Company.

         Failure of the Company to timely  comply with this  Section 6.04 shall be deemed an Event of Default,  automatically,  without
notice and without any cure period,  unless  otherwise  agreed by the  Purchaser  and the Person  signing the Form 10-K as set forth in
Section  6.04(c),  and Purchaser may, in addition to whatever  rights the Purchaser may have under Sections 3.03 and 8.01 and at law or
equity or to damages,  including  injunctive relief and specific  performance,  terminate all the rights and obligations of the Company
under this  Agreement  and in and to the Mortgage  Loans and the proceeds  thereof  without  compensating  the Company for the same, as
provided  in Section  9.01.  Such  termination  shall be  considered  with cause  pursuant  to Section  10.01 of this  Agreement.  This
paragraph shall supersede any other provision in this Agreement or any other agreement to the contrary.

         Section 6.05 of the PWS Agreement is deleted in its entirety and replaced with the following:

         Section 6.05      [Reserved].

         Section 6.07 of the PWS Agreement is deleted in its entirety and replaced with the following:

         Section 6.07      Assessment of Compliance with Servicing Criteria.

         On and after June 1, 2006,  the  Company  shall  service  and  administer,  and shall  cause each  subservicer  to servicer or
administer, the Mortgage Loans in accordance with all applicable requirements of the Servicing Criteria.

         With  respect to any  Mortgage  Loans that are the  subject of a  Pass-Through  Transfer,  the  Company  shall  deliver to the
Purchaser  or its  designee,  any Master  Servicer  and any  Depositor,  using its best efforts by March 1st but in no event later than
March  15th of each  calendar  year  beginning  in 2007,  a report (an  "Assessment  of  Compliance")  reasonably  satisfactory  to the
Purchaser,  any Master Servicer and any Depositor  regarding the Company's  assessment of compliance with the Servicing Criteria during
the  preceding  calendar  year as  required  by Rules  13a-18  and 15d-18 of the  Exchange  Act and Item 1122 of  Regulation  AB, or as
otherwise required by the Master Servicer,  which as of the date hereof,  require a report by an authorized officer of the Company that
contains the following:

                  (a)      A statement by such officer of its  responsibility  for assessing  compliance  with the  Servicing  Criteria
         applicable to the Company;

                  (b)      A statement by such officer that such officer  used the  Servicing  Criteria to assess  compliance  with the
         Servicing Criteria applicable to the Company;

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

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

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

         Such report at a minimum shall address each of the Servicing Criteria  specified on a certification  substantially in the form
of Exhibit N hereto delivered to the Purchaser concurrently with the execution of this Agreement.

         With respect to any Mortgage  Loans that are the subject of a Pass-Through  Transfer,  using its best efforts by March 1st but
in no event  later than March 15th of each  calendar  year  beginning  in 2007,  the  Company  shall  furnish to the  Purchaser  or its
designee,  any Master Servicer and any Depositor a report (an "Attestation Report") by a registered public accounting firm that attests
to, and reports on, the  Assessment of Compliance  made by the Company,  as required by Rules 13a-18 and 15d-18 of the Exchange Act and
Item 1122(b) of Regulation AB, or as otherwise  required by the Master Servicer,  which  Attestation  Report must be made in accordance
with standards for attestation reports issued or adopted by the Public Company Accounting Oversight Board.

         The Company shall cause each  Subservicer,  and each  Subcontractor  determined by the Company pursuant to Section 11.19 to be
"participating  in the servicing  function"  within the meaning of Item 1122 of Regulation AB, to deliver to the Purchaser,  any Master
Servicer and any Depositor an assessment of compliance and accountants' attestation as and when provided in Section 6.07.

         Failure of the Company to timely  comply with this  Section 6.07 shall be deemed an Event of Default,  automatically,  without
notice and without any cure period,  unless  otherwise  agreed to by the  Purchaser  and the Person  signing the Form 10-K as described
herein,  and Purchaser may, in addition to whatever  rights the Purchaser may have under Sections 3.03 and 8.01 and at law or equity or
to damages,  including injunctive relief and specific  performance,  terminate all the rights and obligations of the Company under this
Agreement  and in and to the Mortgage  Loans and the proceeds  thereof  without  compensating  the Company for the same, as provided in
Section 9.01.  Such  termination  shall be considered  with cause pursuant to Section 10.01 of this  Agreement.  This  paragraph  shall
supersede any other provision in this Agreement or any other agreement to the contrary.

         The following is added as Section 6.08 of the PWS Agreement:

         Section 6.08      Intent of the Parties; Reasonableness.

         The Purchaser and the Company  acknowledge and agree that a purpose of Sections  3.01(m),  5.02,  6.04, 6.07 and 11.18 of this
Agreement is to facilitate  compliance by the  Purchaser and any Depositor  with the  provisions of Regulation AB and related rules and
regulations of the  Commission.  None of the Purchaser,  any Master  Servicer or any Depositor  shall exercise its right to request (if
any  request is  required)  delivery of  information  or other  performance  under these  provisions  other than in good faith,  or for
purposes other than compliance  with the Securities  Act, the Exchange Act and the rules and regulations of the Commission  thereunder.
The Company  acknowledges that  interpretations  of the requirements of Regulation AB may change over time, whether due to interpretive
guidance  provided by the Commission or its staff,  consensus among  participants in the  asset-backed  securities  markets,  advice of
counsel,  or  otherwise,  and agrees to comply with  requests  made by the  Purchaser  or any  Depositor  in good faith for delivery of
information  under these  provisions on the basis of evolving  interpretations  of Regulation AB. In connection  with any  Pass-Through
Transfer,  the Company  shall  cooperate  fully with the  Purchaser  to deliver to the  Purchaser  (including  any of its  assignees or
designees) and any Depositor,  any and all statements,  reports,  certifications,  records and any other  information  necessary in the
good faith  determination  of the Purchaser or any Depositor to permit the Purchaser or such Depositor to comply with the provisions of
Regulation AB, together with such disclosures  relating to the Company,  any  Subservicer,  and the Mortgage Loans, or the servicing of
the Mortgage Loans, reasonably believed by the Purchaser or any Depositor to be necessary in order to effect such compliance.

         The first  sentence of Section 9.01 of the PWS Agreement is deleted in its entirety and replaced with the following  (new text
underlined):

         Then, and in each and every such case, so long as an Event of Default shall not have been remedied,  the Purchaser,  by notice
in writing to the  Company  (or, in the case of an Event of Default for failure to comply  with  Section  6.04 and Section  6.07,  then
automatically  and without  notice) may, in addition to whatever  rights the Purchaser may have under Sections 3.03 and 8.01 and at law
or equity or to damages,  including  injunctive  relief and  specific  performance,  terminate  all the rights and  obligations  of the
Company (and if the Company is servicing  any of the Mortgage  Loans in a  Securitization  Transaction,  appoint a successor  servicer
reasonably  acceptable to any Master  Servicer for such  Securitization  Transaction)  under this  Agreement and in and to the Mortgage
Loans and the proceeds thereof without compensating the Company for the same.

         The following is added after the last paragraph of Section 9.01 of the PWS Agreement:

         The Company shall  promptly  reimburse the Purchaser  (or any designee of the  Purchaser,  such as a master  servicer) and any
Depositor,  as applicable,  for all reasonable  expenses  incurred by the Purchaser (or such designee) or such  Depositor,  as such are
incurred,  in  connection  with the  termination  of the Company as servicer and the  transfer of servicing of the Mortgage  Loans to a
successor  servicer.  The  provisions of this paragraph  shall not limit whatever  rights the Purchaser or any Depositor may have under
other provisions of this Agreement and/or any applicable  Reconstitution  Agreement or otherwise,  whether in equity or at law, such as
an action for damages, specific performance or injunctive relief.

         The first sentence of Section 11.04 of the PWS Agreement is deleted in its entirety and replaced with the following:

         This Agreement  shall be governed by and construed in accordance  with the laws of the State of New York without giving effect
to principles of conflicts of laws and except to the extent preempted by Federal law.

         Section 11.18 of the PWS Agreement is deleted in its entirety and replaced with the following:

         Section 11.18.    Cooperation of Company with a Reconstitution.

         The Company and the Purchaser  agree that with respect to some or all of the Mortgage  Loans,  on or after the related Closing
Date, on one or more dates (each a  "Reconstitution  Date") at the  Purchaser's  sole option,  the Purchaser may effect a sale (each, a
"Reconstitution") of some or all of the Mortgage Loans then subject to this Agreement, without recourse, to:

         (a)      one or more third party purchasers in one or more in whole loan transfers (each, a "Whole Loan Transfer"); or

         (b)      one or more trusts or other entities to be formed as part of one or more Pass-Through Transfers.

         The Company  agrees to execute in  connection  with any  agreements  among the  Purchaser,  the  Company,  and any servicer in
connection with a Whole Loan Transfer,  an Assignment,  Assumption and  Recognition  Agreement  substantially  in the form of Exhibit D
hereto,  or, at Purchaser's  request,  a seller's  warranties and servicing  agreement or a  participation  and servicing  agreement or
similar  agreement in form and substance  reasonably  acceptable to the parties,  and in connection  with a  Pass-Through  Transfer,  a
pooling and servicing agreement in form and substance  reasonably  acceptable to the parties,  (collectively the agreements referred to
herein are designated,  the "Reconstitution  Agreements").  It is understood that any such  Reconstitution  Agreements will not contain
any greater  obligations  on the part of Company than are  contained  in this  Agreement.  Notwithstanding  anything to the contrary in
this Section 11.18, the Company agrees that it is required to perform the obligations described in Exhibit J hereto.

         With respect to each Whole Loan Transfer and each  Pass-Through  Transfer  entered into by the  Purchaser,  the Company agrees
(1) to cooperate  fully with the Purchaser and any  prospective  purchaser  with respect to all  reasonable  requests and due diligence
procedures;  (2) to  execute,  deliver  and  perform  all  Reconstitution  Agreements  required  by the  Purchaser;  (3) to restate the
representations  and warranties set forth in Section 3.01 and Section  3.02(bbb) of this Agreement as of the settlement or closing date
in connection with such Reconstitution (each, a "Reconstitution Date").

         In addition,  the Company  shall provide to such servicer or issuer,  as the case may be, and any other  participants  in such
Reconstitution:

         (i)      any and all  information  and  appropriate  verification  of  information  which may be  reasonably  available to the
Company,  whether  through  letters of its auditors and counsel or  otherwise,  as the  Purchaser or any such other  participant  shall
request upon reasonable demand;

         (ii)     such additional representations,  warranties, covenants, opinions of counsel, letters from auditors, and certificates
of public  officials  or officers  of the Company as are  reasonably  agreed  upon by the Company and the  Purchaser  or any such other
participant;

         (iii)    within 5 Business Days after request by the Purchaser,  the  information  with respect to the Company (as originator)
of the Mortgage Loans as required under Item 1110(a) and (b) of Regulation AB, a summary of the  requirements  of which has of the date
hereof is attached  hereto as Exhibit M for  convenience  of reference  only,  as determined  by Purchaser in its sole  discretion.  If
requested by the Purchaser, this will include information about the applicable credit-granting or underwriting criteria;

         (iv)     within 5 Business  Days after  request by the  Purchaser,  the Company shall  provide  Static Pool  Information  with
respect to the mortgage loans (of a similar type as the Mortgage  Loans,  as reasonably  identified by the Purchaser as provided below)
originated by the Company.  Such Static Pool  Information  shall be prepared by the Company on the basis of its reasonable,  good faith
interpretation of the requirements of Item  1105(a)(1)-(3)  and (c) of Regulation AB. To the extent that there is reasonably  available
to the Company  Static Pool  Information  with respect to more than one mortgage loan type,  the  Purchaser or any  Depositor  shall be
entitled to specify whether some or all of such information  shall be provided  pursuant to this paragraph.  The content of such Static
Pool  Information  may be in the form  customarily  provided  by the  Company,  and need not be  customized  for the  Purchaser  or any
Depositor.  Such Static Pool  Information  for each  vintage  origination  year or prior  securitized  pool,  as  applicable,  shall be
presented in increments no less  frequently  than quarterly  over the life of the mortgage  loans  included in the vintage  origination
year or prior  securitized  pool. The most recent  periodic  increment must be as of a date no later than 135 days prior to the date of
the prospectus or other offering  document in which the Static Pool  Information is to be included or  incorporated  by reference.  The
Static Pool Information  shall be provided in an electronic format that provides a permanent record of the information  provided,  such
as a portable  document format (pdf) file, or other such electronic format  reasonably  required by the Purchaser or the Depositor,  as
applicable;

         (v)      within 5 Business  Days after  request by the  Purchaser,  information  with respect to the Company (as  servicer) as
required by Item 1108(b) and (c) of Regulation AB, a summary of the  requirements  of which as of the date hereof is attached hereto as
Exhibit M for  convenience  of reference  only, as determined  by Purchaser in its sole  discretion.  In the event that the Company has
delegated  any  servicing  responsibilities  with  respect to the  Mortgage  Loans to a  Subservicer,  the  Company  shall  provide the
information required pursuant to this clause with respect to the Subservicer;

         (vi)     within 5 Business Days after request by the Purchaser,

         (a) information  regarding any legal proceedings pending (or known to be contemplated)  against the Company (as originator and
as servicer)  and each other  originator  of the  Mortgage  Loans and each  Subservicer  as required by Item 1117 of  Regulation  AB, a
summary of the  requirements  of which as of the date hereof is attached  hereto as Exhibit M for  convenience  of reference  only,  as
determined by Purchaser in its sole discretion,

         (b) information  regarding  affiliations with respect to the Company (as originator and as servicer) and each other originator
of the Mortgage Loans and each  Subservicer as required by Item 1119(a) of Regulation AB, a summary of the  requirements of which as of
the date hereof is attached hereto as Exhibit M for  convenience of reference only, as determined by Purchaser in its sole  discretion,
and

         (c) information  regarding  relationships  and transactions  with respect the Company (as originator and as servicer) and each
other  originator  of the  Mortgage  Loans and each  Subservicer  with each of the  parties  specified  in an  exhibit  to the  related
Recognition  Agreement,  as required by Item 1119(b) and (c) of Regulation  AB, a summary of the  requirements  of which as of the date
hereof is attached hereto as Exhibit M for convenience of reference only, as determined by Purchaser in its sole discretion;

         (vii)    if so requested by the Purchaser,  the Company shall provide,  at the expense of the requesting  party (to the extent
of any  additional  incremental  expense  associated  with  delivery  pursuant to this  Agreement),  such  statements  and  agreed-upon
procedures letters of certified public accountants  reasonably acceptable to the Purchaser or Depositor,  as applicable,  pertaining to
Static Pool Information  relating to prior  securitized  pools for  securitizations  closed on or after June 1, 2006 or, in the case of
Static Pool  Information  with respect to the Company's  originations or purchases,  to calendar months  commencing June 1, 2006, or to
any financial  information  included in any other  disclosure  provided  under this Section  11.18,  as the Purchaser or such Depositor
shall  reasonably  request.  Such  statements and letters shall be addressed to and be for the benefit of such parties as the Purchaser
or such Depositor shall designate,  which may include,  by way of example,  any Sponsor,  any Depositor and any broker dealer acting as
underwriter,  placement agent or initial purchaser with respect to a Pass-Through  Transfer.  Any such statement or letter may take the
form of a standard,  generally applicable document  accompanied by a reliance letter authorizing reliance by the addressees  designated
by the Purchaser or such Depositor;

         (viii)  For the  purpose  of  satisfying  the  reporting  obligation  under  the  Exchange  Act with  respect  to any class of
asset-backed  securities,  the Company  shall (or shall cause each  Subservicer  to) (i) provide  prompt notice to the  Purchaser,  any
Master Servicer and any Depositor in writing of (A) any material  litigation or governmental  proceedings  involving the Company or any
Subservicer,  (B) any affiliations or relationships  that develop  following the closing date of a Securitization  Transaction  between
the Company or any Subservicer  and any of the parties  specified in clause (D) of paragraph (a) of this Section (and any other parties
identified in writing by the  requesting  party) with respect to such  Securitization  Transaction,  (C) any Event of Default under the
terms of this Agreement or any Reconstitution  Agreement,  (D) any merger,  consolidation or sale of substantially all of the assets of
the Company,  and (E) the Company's  entry into an agreement with a Subservicer  to perform or assist in the  performance of any of the
Company's  obligations  under this  Agreement or any  Reconstitution  Agreement  and (ii) provide to the  Purchaser and any Depositor a
description of such proceedings, affiliations or relationships;

         (ix) As a condition to the succession to the Company or any  Subservicer  as servicer or  subservicer  under this Agreement or
any  Reconstitution  Agreement  by any Person (i) into which the Company or such  Subservicer  may be merged or  consolidated,  or (ii)
which may be  appointed  as a successor to the Company or any  Subservicer,  the Company  shall  provide to the  Purchaser,  any Master
Servicer,  and any Depositor,  at least 15 calendar days prior to the effective  date of such  succession or  appointment,  (x) written
notice to the Purchaser and any Depositor of such  succession or  appointment  and (y) in writing and in form and substance  reasonably
satisfactory to the Purchaser and such Depositor,  all information  reasonably  requested by the Purchaser or any Depositor in order to
comply with its reporting obligation under Item 6.02 of Form 8-K with respect to any class of asset-backed securities;

         (x) In addition to such  information  as the Company,  as servicer,  is obligated to provide  pursuant to other  provisions of
this  Agreement,  not later than ten days prior to the  deadline for the filing of any  distribution  report on Form 10-D in respect of
any  Securitization  Transaction  that includes any of the Mortgage  Loans serviced by the Company or any  Subservicer,  the Company or
such Subservicer, as applicable,  shall, to the extent the Company or such Subservicer has knowledge,  provide to the party responsible
for filing such report  (including,  if applicable,  the Master Servicer) notice of the occurrence of any of the following events along
with all  information,  data, and materials  related  thereto as may be required to be included in the related  distribution  report on
Form 10-D (as specified in the provisions of Regulation AB referenced below):

                           (A)      any material modifications,  extensions or waivers of pool asset terms, fees, penalties or payments
during the distribution period or that have cumulatively become material over time (Item 1121(a)(11) of Regulation AB); and

                           (B)      material  breaches of pool asset  representations  or warranties  or  transaction  covenants  (Item
1121(a)(12) of Regulation AB); and

                           (C)      any changes (such as  substitutions  or repurchases) in the composition of the pool assets that are
Mortgage  Loans  (other than in  connection  with a Mortgage  Loan  converting  into cash in  accordance  with its terms) and,  for any
Mortgage  Loans that become new pool assets,  any material  changes in the  solicitation,  credit-granting,  underwriting,  origination
procedures used to originate, acquire or select the new pool assets (Item 1121(a)(14) of Regulation AB); and

         (xi) The Company shall provide to the Purchaser,  any Master Servicer and any Depositor,  evidence of the authorization of the
person signing any  certification or statement,  copies or other evidence of Fidelity Bond Insurance and Errors and Omission  Insurance
policy,  financial  information  and reports,  and such other  information  related to the Company or any Subservicer or the Company or
such Subservicer's performance hereunder.

         In the event of a conflict or  inconsistency  between the terms of Exhibit M and the text of the applicable Item of Regulation
AB as cited above, the text of Regulation AB, its adopting release and other public statements of the SEC shall control.

         The Company shall indemnify the Purchaser,  each affiliate of the Purchaser,  and each of the following parties  participating
in a Pass-Through  Transfer:  each sponsor and issuing entity;  each Person  (including,  but not limited to, any Master  Servicer,  if
applicable)  responsible for the  preparation,  execution or filing of any report required to be filed with the Commission with respect
to such  Pass-Through  Transfer,  or for execution of a  certification  pursuant to Rule 13a-14(d) or Rule 15d-14(d) under the Exchange
Act with respect to such Pass-Through Transfer;  each broker dealer acting as underwriter,  placement agent or initial purchaser,  each
Person who controls  any of such parties or the  Depositor  (within the meaning of Section 15 of the  Securities  Act and Section 20 of
the Exchange  Act);  and the  respective  present and former  directors,  officers,  employees,  agents and  affiliates  of each of the
foregoing  and of the  Depositor  (each,  an  "Indemnified  Party"),  and shall hold each of them harmless from and against any claims,
losses, damages,  penalties,  fines,  forfeitures,  legal fees and expenses and related costs, judgments, and any other costs, fees and
expenses that any of them may sustain arising out of or based upon:

         (i) (A)  any  untrue  statement  of a  material  fact  contained  or  alleged  to be  contained  in any  information,  report,
certification,  data,  accountants'  letter or other material provided under Section 11.18 of the Purchase Agreement by or on behalf of
the  Assignor,  or provided  under  Section  11.18 of the  Purchase  Agreement  by or on behalf of any  Subservicer,  Subcontractor  or
Third-Party  Originator  (collectively,  the "Company  Information"),  or (B) the omission or alleged  omission to state in the Company
Information a material fact required to be stated in the Company  Information or necessary in order to make the statements  therein, in
the light of the circumstances under which they were made, not misleading;  provided, by way of clarification,  that clause (B) of this
paragraph  shall be  construed  solely by  reference  to the  Company  Information  and not to any other  information  communicated  in
connection  with a sale or  purchase  of  securities,  without  regard to whether the  Company  Information  or any portion  thereof is
presented together with or separately from such other information;

         (ii) any breach by the Company of its obligations  under Sections 6.04, 6.07 or 11.18,  including  particularly any failure by
the Company,  any Subservicer or any  Subcontractor to deliver any information,  report,  certification,  accountants'  letter or other
material  when and as required  under  Sections  6.04,  6.07 or 11.18,  including  any  failure by the Company to identify  pursuant to
Section 11.19 any Subcontractor "participating in the servicing function" within the meaning of Item 1122 of Regulation AB;

         (iii) any breach by the Company of a representation or warranty set forth in Section 3.01 or in a writing  furnished  pursuant
to Section  3.01(n)  and made as of a date prior to the  closing  date of the related  Pass-Through  Transfer,  to the extent that such
breach is not cured by such  closing  date,  or any breach by the  Company  of a  representation  or  warranty  in a writing  furnished
pursuant to Section 3.01(n) to the extent made as of a date subsequent to such closing date; or

         (iv)     the negligence,  bad faith or willful  misconduct of the Company in connection  with its  performance  under Sections
6.04, 6.07 or 11.18.

                  If the  indemnification  provided for herein is unavailable or  insufficient  to hold harmless an Indemnified  Party,
then the Company  agrees that it shall  contribute to the amount paid or payable by such  Indemnified  Party as a result of any claims,
losses,  damages or liabilities  incurred by such Indemnified  Party in such proportion as is appropriate to reflect the relative fault
of such Indemnified Party on the one hand and the Company on the other.

                  In the case of any failure of performance  described above, the Company shall promptly  reimburse the Purchaser,  any
Depositor,  as applicable,  and each Person  responsible  for the  preparation,  execution or filing of any report required to be filed
with the Commission with respect to such  Securitization  Transaction,  or for execution of a certification  pursuant to Rule 13a-14(d)
or Rule 15d-14(d) under the Exchange Act with respect to such  Securitization  Transaction,  for all costs reasonably  incurred by each
such party in order to obtain the information,  report, certification,  accountants' letter or other material not delivered as required
by the Company, any Subservicer or any Subcontractor.

                  This  indemnification  shall  survive the  termination  of this  Agreement  or the  termination  of any party to this
Agreement.

         All Mortgage Loans not sold or transferred  pursuant to a  Reconstitution  shall remain subject to, and serviced in accordance
with the terms of, this  Agreement  and the related Term Sheet,  and with respect  thereto  this  Agreement  and the related Term Sheet
shall remain in full force and effect.

         The following is added as Section 11.19 of the PWS Agreement:

         Section 11.19. Use of Subservicers and Subcontractors.

         (a)      The Company shall not hire or otherwise  utilize the services of any Subservicer to fulfill any of the obligations of
the Company as servicer  under this  Agreement or any  Reconstitution  Agreement  unless the Company  complies  with the  provisions of
paragraph  (b) of this  Section.  The Company  shall not hire or  otherwise  utilize the services of any  Subcontractor,  and shall not
permit any  Subservicer  to hire or  otherwise  utilize the services of any  Subcontractor,  to fulfill any of the  obligations  of the
Company as servicer under this Agreement or any  Reconstitution  Agreement unless the Company complies with the provisions of paragraph
(d) of this Section.

         (b)      The Company shall cause any Subservicer  used by the Company (or by any Subservicer) for the benefit of the Purchaser
and any Depositor to comply with the  provisions  of this Section and with  Sections  3.01(m),  3.01(p),  6.04,  6.07 and 11.18 of this
Agreement to the same extent as if such  Subservicer  were the Company,  and to provide the  information  required with respect to such
Subservicer  under  Section  3.01(o) of this  Agreement.  The Company shall be  responsible  for obtaining  from each  Subservicer  and
delivering to the  Purchaser,  any Master  Servicer and any Depositor  any Annual  Statement of Compliance  required to be delivered by
such  Subservicer  under Section  6.04(a),  any  Assessment  of  Compliance  and  Attestation  Report  required to be delivered by such
Subservicer under Section 6.07 and any Annual Certification required under Section 6.04(b) as and when required to be delivered.

         (c)      The Company  shall  promptly upon request  provide to the  Purchaser,  any Master  Servicer and any Depositor (or any
designee of the Depositor,  such as an administrator) a written description (in form and substance  satisfactory to the Purchaser,  any
Master  Servicer  and such  Depositor)  of the role and  function of each  Subcontractor  utilized  by the Company or any  Subservicer,
specifying  (i) the  identity  of each  such  Subcontractor,  (ii)  which (if any) of such  Subcontractors  are  "participating  in the
servicing  function"  within the meaning of Item 1122 of  Regulation  AB, and (iii) which  elements of the  Servicing  Criteria will be
addressed in assessments of compliance provided by each Subcontractor identified pursuant to clause (ii) of this paragraph.

         (d)      As a condition to the utilization of any Subcontractor  determined to be  "participating  in the servicing  function"
within the  meaning of Item 1122 of  Regulation  AB, the  Company  shall  cause any such  Subcontractor  used by the Company (or by any
Subservicer)  for the benefit of the  Purchaser  and any  Depositor to comply with the  provisions  of Sections  6.07 and 11.18 of this
Agreement to the same extent as if such  Subcontractor  were the Company.  The Company shall be  responsible  for  obtaining  from each
Subcontractor  and  delivering to the Purchaser and any Depositor any  Assessment of Compliance  and  Attestation  Report and the other
certificates  required to be  delivered  by such  Subservicer  and such  Subcontractor  under  Section  6.07,  in each case as and when
required to be delivered.

         The following is added as Section 11.20 of the PWS Agreement:

         Section 11.20. Third Party Beneficiary.

         For purposes of this  Agreement,  each Master  Servicer  shall be  considered  a third party  beneficiary  to this  Agreement,
entitled to all the rights and benefits hereof as if it were a direct party to this Agreement.


         Exhibit E of the PWS Agreement is deleted in its entirety and replaced with the following:

                                                                   EXHIBIT E

                                                       REPORTING DATA FOR MONTHLY REPORT


                                                   Standard File Layout - Master Servicing
-----------------------------------------------------------------------------------------------------------------------------------
         Column Name                            Description                      Decimal           Format Comment          Max
                                                                                                                            Size
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
SER_INVESTOR_NBR               A value  assigned by the  Servicer to define a               Text up to 10 digits             20
                               group of loans.
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
LOAN_NBR                       A unique  identifier  assigned to each loan by               Text up to 10 digits             10
                               the investor.
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
SERVICER_LOAN_NBR              A  unique  number  assigned  to a loan  by the               Text up to 10 digits             10
                               Servicer.  This  may  be  different  than  the
                               LOAN_NBR.
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
BORROWER_NAME                  The  borrower  name as  received  in the file.               Maximum  length  of 30 (Last,    30
                               It is not separated by first and last name.                  First)
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
SCHED_PAY_AMT                  Scheduled   monthly  principal  and  scheduled       2       No  commas(,) or dollar signs    11
                               interest  payment  that a borrower is expected               ($)
                               to pay, P&I constant.
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
NOTE_INT_RATE                  The  loan  interest  rate as  reported  by the       4       Max length of 6                   6
                               Servicer.
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
NET_INT_RATE                   The loan gross  interest rate less the service       4       Max length of 6                   6
                               fee rate as reported by the Servicer.
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
SERV_FEE_RATE                  The   servicer's   fee  rate  for  a  loan  as       4       Max length of 6                   6
                               reported by the Servicer.
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
SERV_FEE_AMT                   The  servicer's  fee  amount  for  a  loan  as       2       No  commas(,) or dollar signs    11
                               reported by the Servicer.                                    ($)
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
NEW_PAY_AMT                    The new loan  payment  amount as  reported  by       2       No  commas(,) or dollar signs    11
                               the Servicer.                                                ($)
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
NEW_LOAN_RATE                  The new loan rate as reported by the Servicer.       4       Max length of 6                   6
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
ARM_INDEX_RATE                 The index the  Servicer is using to  calculate       4       Max length of 6                   6
                               a forecasted rate.
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
ACTL_BEG_PRIN_BAL              The  borrower's  actual  principal  balance at       2       No  commas(,) or dollar signs    11
                               the beginning of the processing cycle.                       ($)
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
ACTL_END_PRIN_BAL              The  borrower's  actual  principal  balance at       2       No  commas(,) or dollar signs    11
                               the end of the processing cycle.                             ($)
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
BORR_NEXT_PAY_DUE_DATE         The date at the end of  processing  cycle that               MM/DD/YYYY                       10
                               the  borrower's  next  payment  is  due to the
                               Servicer, as reported by Servicer.
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
SERV_CURT_AMT_1                The first curtailment amount to be applied.          2       No  commas(,) or dollar signs    11
                                                                                            ($)
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
SERV_CURT_DATE_1               The  curtailment   date  associated  with  the               MM/DD/YYYY                       10
                               first curtailment amount.
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
CURT_ADJ_ AMT_1                The   curtailment   interest   on  the   first       2       No  commas(,) or dollar signs    11
                               curtailment amount, if applicable.                           ($)
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
SERV_CURT_AMT_2                The second curtailment amount to be applied.         2       No  commas(,) or dollar signs    11
                                                                                            ($)
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
SERV_CURT_DATE_2               The  curtailment   date  associated  with  the               MM/DD/YYYY                       10
                               second curtailment amount.
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
CURT_ADJ_ AMT_2                The   curtailment   interest   on  the  second       2       No  commas(,) or dollar signs    11
                               curtailment amount, if applicable.                           ($)
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
SERV_CURT_AMT_3                The third curtailment amount to be applied.          2       No  commas(,) or dollar signs    11
                                                                                            ($)
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
SERV_CURT_DATE_3               The  curtailment   date  associated  with  the               MM/DD/YYYY                       10
                               third curtailment amount.
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
CURT_ADJ_AMT_3                 The   curtailment   interest   on  the   third       2       No  commas(,) or dollar signs    11
                               curtailment amount, if applicable.                           ($)
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
PIF_AMT                        The loan "paid in full"  amount as reported by       2       No  commas(,) or dollar signs    11
                               the Servicer.                                                ($)
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
PIF_DATE                       The  paid in  full  date  as  reported  by the               MM/DD/YYYY                       10
                               Servicer.
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
                                                                                            Action        Code       Key:     2
                                                                                            15=Bankruptcy,
ACTION_CODE                    The   standard   FNMA  numeric  code  used  to               30=Foreclosure,   ,   60=PIF,
                               indicate  the  default/delinquent  status of a               63=Substitution,
                               particular loan.                                             65=Repurchase,70=REO
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
INT_ADJ_AMT                    The  amount  of  the  interest  adjustment  as       2       No  commas(,) or dollar signs    11
                               reported by the Servicer.                                    ($)
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
SOLDIER_SAILOR_ADJ_AMT         The Soldier and Sailor  Adjustment  amount, if       2       No  commas(,) or dollar signs    11
                               applicable.                                                  ($)
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
NON_ADV_LOAN_AMT               The   Non   Recoverable   Loan   Amount,    if       2       No  commas(,) or dollar signs    11
                               applicable.                                                  ($)
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
LOAN_LOSS_AMT                  The amount the  Servicer is passing as a loss,       2       No  commas(,) or dollar signs    11
                               if applicable.                                               ($)
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
SCHED_BEG_PRIN_BAL             The  scheduled  outstanding  principal  amount       2       No  commas(,) or dollar signs    11
                               due at the  beginning  of the cycle date to be               ($)
                               passed through to investors.
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
SCHED_END_PRIN_BAL             The   scheduled   principal   balance  due  to       2       No  commas(,) or dollar signs    11
                               investors at the end of a processing cycle.                  ($)
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
SCHED_PRIN_AMT                 The scheduled  principal amount as reported by       2       No  commas(,) or dollar signs    11
                               the  Servicer  for the  current  cycle -- only               ($)
                               applicable for Scheduled/Scheduled Loans.
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
SCHED_NET_INT                  The scheduled  gross interest  amount less the       2       No  commas(,) or dollar signs    11
                               service  fee amount for the  current  cycle as
                               reported by the  Servicer  -- only  applicable
                               for Scheduled/Scheduled Loans.                               ($)
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
ACTL_PRIN_AMT                  The actual  principal  amount collected by the       2       No  commas(,) or dollar signs    11
                               Servicer  for the current  reporting  cycle --               ($)
                               only applicable for Actual/Actual Loans.
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
                               The  actual  gross  interest  amount  less the
                               service fee amount for the  current  reporting               No  commas(,) or dollar signs
ACTL_NET_INT                   cycle  as  reported  by the  Servicer  -- only       2       ($)                              11
                               applicable for Actual/Actual Loans.
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
PREPAY_PENALTY_ AMT            The penalty  amount  received  when a borrower       2       No  commas(,) or dollar signs    11
                               prepays  on  his  loan  as   reported  by  the               ($)
                               Servicer.
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
PREPAY_PENALTY_ WAIVED         The  prepayment  penalty  amount  for the loan       2       No  commas(,) or dollar signs    11
                               waived by the servicer.                                      ($)
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
MOD_DATE                       The    Effective    Payment    Date   of   the               MM/DD/YYYY                       10
                               Modification for the loan.
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
MOD_TYPE                       The Modification Type.                                       Varchar  - value can be alpha    30
                                                                                            or numeric
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------
DELINQ_P&I_ADVANCE_AMT         The   current   outstanding    principal   and       2       No  commas(,) or dollar signs    11
                               interest advances made by Servicer.                          ($)
------------------------------ ----------------------------------------------- ------------ ------------------------------ --------





         The following is added as Exhibit J of the PWS Agreement:

                                                                EXHIBIT J

                                                      COMPANY'S OBLIGATIONS IN CONNECTION
                                                         WITH A RECONSTITUTION

     o   The Company shall (i) possess the ability to service to a securitization  documents;  (ii) service on a  "Scheduled/Scheduled"
         reporting basis (advancing through the liquidation of an REO Property),  (iii) make compensating  interest payments on payoffs
         and  curtailments  and (iv) remit and report to a master  servicer in format  acceptable  to such master  servicer by the 10th
         calendar day of each month.

     o   The Company shall provide an acceptable annual  certification  (officer's  certificate) to the master servicer (as required by
         the Sarbanes-Oxley Act of 2002) as well as any other annual certifications  required under the securitization  documents (i.e.
         the annual statement as to compliance/annual  independent  certified public accountants'  servicing report due by March 1st of
         each year).

     o   The Company shall allow for the Purchaser,  the master  servicer or their  designee to perform a review of audited  financials
         and net worth of the Company.

     o   The Company shall provide  information on each  Custodial  Account as requested by the master  servicer or the Purchaser,  and
         each Custodial Accounts shall comply with the requirements for such accounts as set forth in the securitization documents.

     o   The Company shall maintain its servicing system in accordance with the requirements of the Agreement.

     The following is added as Exhibit K of the PWS Agreement:

                                                                   EXHIBIT K

                                                         FORM OF COMPANY CERTIFICATION

Re:      The [    ] agreement dated as of [ l, 200[ ] (the "Agreement"), among [IDENTIFY PARTIES]

         I,  ____________________________,  the  _______________________  of  [NAME  OF  COMPANY]  (the  "Company"),  certify  to  [the
Purchaser],  [the Depositor],  and the [Master Servicer] [Securities  Administrator]  [Trustee], and their officers, with the knowledge
and intent that they will rely upon this certification, that:

                  I have reviewed the servicer compliance  statement of the Company provided in accordance with Item 1123 of Regulation
         AB (the "Compliance  Statement"),  the report on assessment of the Company's  compliance with the servicing criteria set forth
         in Item  1122(d) of  Regulation  AB (the  "Servicing  Criteria"),  provided in  accordance  with Rules 13a-18 and 15d-18 under
         Securities  Exchange  Act of  1934,  as  amended  (the  "Exchange  Act")  and  Item  1122 of  Regulation  AB  (the  "Servicing
         Assessment"),  the registered public accounting firm's  attestation report provided in accordance with Rules 13a-18 and 15d-18
         under the Exchange Act and Section 1122(b) of Regulation AB (the "Attestation Report"),  and all servicing reports,  officer's
         certificates  and other  information  relating to the servicing of the Mortgage  Loans by the Company  during 200[ ] that were
         delivered by the Company to the [Depositor] [Master Servicer] [Securities  Administrator]  [Trustee] pursuant to the Agreement
         (collectively, the "Company Servicing Information");

                  Based on my knowledge, the Company Servicing Information,  taken as a whole, does not contain any untrue statement of
         a material  fact or omit to state a material fact  necessary to make the  statements  made, in the light of the  circumstances
         under which such  statements  were made,  not misleading  with respect to the period of time covered by the Company  Servicing
         Information;

                  Based on my  knowledge,  all of the Company  Servicing  Information  required to be provided by the Company under the
         Agreement has been provided to the [Depositor] [Master Servicer] [Securities Administrator] [Trustee];

                  I am responsible for reviewing the activities performed by the Company as servicer under the Agreement,  and based on
         my knowledge  and the  compliance  review  conducted  in preparing  the  Compliance  Statement  and except as disclosed in the
         Compliance  Statement,  the Servicing  Assessment or the Attestation  Report,  the Company has fulfilled its obligations under
         the Agreement in all material respects; and

     The Compliance  Statement  required to be delivered by the Company  pursuant to this Agreement,  and the Servicing  Assessment and
     Attestation  Report  required to be provided by the Company and by any Subservicer  and  Subcontractor  pursuant to the Agreement,
     have been provided to the [Depositor]  [Master Servicer].  Any material instances of noncompliance  described in such reports have
     been disclosed to the [Depositor]  [Master Servicer].  Any material instance of noncompliance with the Servicing Criteria has been
     disclosed in such reports.


         The following is added as Exhibit L of the PWS Agreement:

                                                               EXHIBIT L

                                                       SUMMARY OF REGULATION AB
                                                          SERVICING CRITERIA

NOTE: This Exhibit L is provided for convenience of reference  only. In the event of a conflict or  inconsistency  between the terms of
this Exhibit L and the text of Regulation  AB, the text of Regulation AB, its adopting  release and other public  statements of the SEC
shall control.

Item 1122(d)

         (a)      General servicing considerations.

                  (1)      Policies and procedures  are  instituted to monitor any  performance or other triggers and events of default
in accordance with the transaction agreements.

                  (2)      If any  material  servicing  activities  are  outsourced  to third  parties,  policies  and  procedures  are
instituted to monitor the third party's performance and compliance with such servicing activities.

                  (3)      Any  requirements  in the transaction  agreements to maintain a back-up  servicer for the mortgage loans are
maintained.

                  (4)      A fidelity bond and errors and  omissions  policy is in effect on the party  participating  in the servicing
function  throughout  the reporting  period in the amount of coverage  required by and  otherwise in  accordance  with the terms of the
transaction agreements.

         (b)      Cash collection and administration.

                  (1)      Payments on mortgage  loans are  deposited  into the  appropriate  custodial  bank accounts and related bank
clearing  accounts no more than two  business  days  following  receipt,  or such other  number of days  specified  in the  transaction
agreements.

                  (2)      Disbursements  made via wire  transfer on behalf of an obligor or to an investor are made only by authorized
personnel.

                  (3)      Advances of funds or guarantees  regarding  collections,  cash flows or  distributions,  and any interest or
other fees charged for such advances, are made, reviewed and approved as specified in the transaction agreements.

                  (4)      The related  accounts for the transaction,  such as cash reserve accounts or accounts  established as a form
of  overcollateralization,  are separately  maintained  (e.g.,  with respect to  commingling  of cash) as set forth in the  transaction
agreements.

                  (5)      Each  custodial  account is maintained at a federally  insured  depository  institution  as set forth in the
transaction  agreements.  For  purposes  of this  criterion,  "federally  insured  depository  institution"  with  respect to a foreign
financial  institution  means a foreign  financial  institution  that meets the  requirements  of Rule  13k-1(b)(1)  of the  Securities
Exchange Act.

                  (6)      Unissued checks are safeguarded so as to prevent unauthorized access.

                  (7)      Reconciliations  are prepared on a monthly  basis for all  asset-backed  securities  related bank  accounts,
including custodial accounts and related bank clearing accounts.  These reconciliations are (A) mathematically  accurate;  (B) prepared
within 30 calendar days after the bank  statement  cutoff date, or such other number of days specified in the  transaction  agreements;
(C)  reviewed  and  approved  by someone  other than the person who  prepared  the  reconciliation;  and (D) contain  explanations  for
reconciling  items.  These  reconciling  items are resolved  within 90 calendar days of their  original  identification,  or such other
number of days specified in the transaction agreements.

         (c)      Investor remittances and reporting.

                  (1)      Reports to investors,  including  those to be filed with the  Commission,  are maintained in accordance with
the  transaction  agreements and applicable  Commission  requirements.  Specifically,  such reports (A) are prepared in accordance with
timeframes and other terms set forth in the transaction  agreements;  (B) provide  information  calculated in accordance with the terms
specified in the  transaction  agreements;  (C) are filed with the Commission as required by its rules and  regulations;  and (D) agree
with  investors'  or the  trustee's  records as to the total  unpaid  principal  balance and number of mortgage  loans  serviced by the
Servicer.

                  (2)      Amounts due to investors are allocated and remitted in accordance  with  timeframes,  distribution  priority
and other terms set forth in the transaction agreements.

                  (3)      Disbursements  made to an investor are posted within two business days to the Servicer's  investor  records,
or such other number of days specified in the transaction agreements.

                  (4)      Amounts  remitted to investors  per the  investor  reports  agree with  cancelled  checks,  or other form of
payment, or custodial bank statements.

         (d)      Mortgage Loan administration.

                  (1)      Collateral or security on mortgage loans is maintained as required by the transaction  agreements or related
mortgage loan documents.

                  (2)      Mortgage loan and related documents are safeguarded as required by the transaction agreements.

                  (3)      Any additions,  removals or  substitutions  to the asset pool are made,  reviewed and approved in accordance
with any conditions or requirements in the transaction agreements.

                  (4)      Payments on mortgage  loans,  including  any payoffs,  made in  accordance  with the related  mortgage  loan
documents are posted to the Servicer's  obligor records  maintained no more than two business days after receipt,  or such other number
of days  specified in the  transaction  agreements,  and allocated to principal,  interest or other items (e.g.,  escrow) in accordance
with the related mortgage loan documents.

                  (5)      The Servicer's  records  regarding the mortgage  loans agree with the Servicer's  records with respect to an
obligor's unpaid principal balance.

                  (6)      Changes with respect to the terms or status of an obligor's  mortgage  loans (e.g.,  loan  modifications  or
re-agings) are made, reviewed and approved by authorized  personnel in accordance with the transaction  agreements and related mortgage
loan documents.

                  (7)      Loss  mitigation  or  recovery  actions  (e.g.,  forbearance  plans,  modifications  and  deeds  in  lieu of
foreclosure,  foreclosures and repossessions,  as applicable) are initiated,  conducted and concluded in accordance with the timeframes
or other requirements established by the transaction agreements.

                  (8)      Records  documenting  collection  efforts are maintained  during the period a mortgage loan is delinquent in
accordance with the  transaction  agreements.  Such records are maintained on at least a monthly basis, or such other period  specified
in the transaction  agreements,  and describe the entity's activities in monitoring  delinquent mortgage loans including,  for example,
phone calls, letters and payment rescheduling plans in cases where delinquency is deemed temporary (e.g., illness or unemployment).

                  (9)      Adjustments  to interest  rates or rates of return for mortgage loans with variable rates are computed based
on the related mortgage loan documents.

                  (10)     Regarding  any funds held in trust for an obligor  (such as escrow  accounts):  (A) such funds are analyzed,
in  accordance  with the  obligor's  mortgage  loan  documents,  on at least an annual  basis,  or such other  period  specified in the
transaction  agreements;  (B) interest on such funds is paid, or credited,  to obligors in  accordance  with  applicable  mortgage loan
documents  and state laws;  and (C) such funds are  returned to the obligor  within 30 calendar  days of full  repayment of the related
mortgage loans, or such other number of days specified in the transaction agreements.

                  (11)     Payments made on behalf of an obligor (such as tax or insurance  payments) are made on or before the related
penalty or expiration  dates, as indicated on the appropriate  bills or notices for such payments,  provided that such support has been
received by the Servicer at least 30 calendar  days prior to these dates,  or such other  number of days  specified in the  transaction
agreements.

                  (12)     Any late payment  penalties in connection  with any payment to be made on behalf of an obligor are paid from
the Servicer's funds and not charged to the obligor, unless the late payment was due to the obligor's error or omission.

                  (13)     Disbursements  made on behalf of an obligor are posted  within two business  days to the  obligor's  records
maintained by the Servicer, or such other number of days specified in the transaction agreements.

                  (14)     Delinquencies,  charge-offs  and  uncollectable  accounts are recognized and recorded in accordance with the
transaction agreements.

                  (15)     Any  external  enhancement  or other  support,  identified  in Item  1114(a)(1)  through (3) or Item 1115 of
Regulation AB, is maintained as set forth in the transaction agreements.

         The following is added as Exhibit M of the PWS Agreement:

                                                               EXHIBIT M

                                           SUMMARY OF APPLICABLE REGULATION AB REQUIREMENTS

NOTE: This Exhibit M is provided for convenience of reference  only. In the event of a conflict or  inconsistency  between the terms of
this Exhibit M and the text of Regulation  AB, the text of Regulation AB, its adopting  release and other public  statements of the SEC
shall control.

Item 1105(a)(1)-(3) and (c)

         -Provide  static pool  information  with respect to mortgage loans that were  originated or purchased by the Company and which
are of the same type as the Mortgage Loans.

         -Provide static pool information  regarding  delinquencies,  cumulative  losses and prepayments for prior securitized pools of
the Company.

         -If the Company has less than 3 years  experience  securitizing  assets of the same type as the  Mortgage  Loans,  provide the
static pool  information by vintage  origination  years  regarding  loans  originated or purchased by the Company,  instead of by prior
securitized pool. A vintage origination year represents mortgage loans originated during the same year.

         -Such  static pool  information  shall be for the prior five years,  or for so long as the  Company  has been  originating  or
purchasing (in the case of data by vintage  origination  year) or securitizing  (in the case of data by prior  securitized  pools) such
mortgage loans if for less than five years.

         -The static pool information for each vintage  origination year or prior securitized  pool, as applicable,  shall be presented
in monthly increments over the life of the mortgage loans included in the vintage origination year or prior securitized pool.

         -Provide summary  information for the original  characteristics  of the prior securitized pools or vintage  origination years,
as applicable and material,  including:  number of pool assets, original pool balance,  weighted average initial loan balance, weighted
average  mortgage rate,  weighted  average and minimum and maximum FICO,  product type, loan purpose,  weighted average and minimum and
maximum LTV, distribution of loans by mortgage rate, and geographic concentrations of 5% or more.

Item 1108(b) and (c)

         Provide the following  information with respect to each servicer that will service,  including interim service, 20% or more of
the mortgage loans in any loan group in the securitization issued in the Pass-Through Transfer:

         -a description of the Company's form of organization;

         -a description of how long the Company has been servicing  residential  mortgage loans; a general  discussion of the Company's
experience in servicing  assets of any type as well as a more detailed  discussion of the Company's  experience  in, and procedures for
the  servicing  function it will perform  under this  Agreement  and any  Reconstitution  Agreements;  information  regarding the size,
composition  and growth of the  Company's  portfolio of mortgage  loans of the type similar to the Mortgage  Loans and  information  on
factors  related  to the  Company  that may be  material  to any  analysis  of the  servicing  of the  Mortgage  Loans  or the  related
asset-backed securities,  as applicable,  including whether any default or servicing related performance trigger has occurred as to any
other  securitization due to any act or failure to act of the Company,  whether any material  noncompliance  with applicable  servicing
criteria as to any other securitization has been disclosed or reported by the Company, and the extent of outsourcing the Company uses;

         -a  description  of any material  changes to the Company's  policies or  procedures in the servicing  function it will perform
under this  Agreement and any  Reconstitution  Agreements  for mortgage loans of the type similar to the Mortgage Loans during the past
three years;

         -information  regarding the Company's  financial  condition to the extent that there is a material risk that the effect on one
or more  aspects  of  servicing  resulting  from such  financial  condition  could  have a material  impact on the  performance  of the
securities issued in the Pass-Through Transfer, or on servicing of mortgage loans of the same asset type as the Mortgage Loans;

         -any  special or unique  factors  involved  in  servicing  loans of the same type as the  Mortgage  Loans,  and the  Company's
processes and procedures designed to address such factors;

         -statistical  information  regarding  principal  and  interest  advances  made by the  Company on the  Mortgage  Loans and the
Company's overall servicing portfolio for the past three years; and

         -the Company's process for handling  delinquencies,  losses,  bankruptcies and recoveries,  such as through liquidation of REO
Properties, foreclosure, sale of the Mortgage Loans or workouts.

Item 1110(a)

         -Identify any originator or group of affiliated originators that originated,  or is expected to originate,  10% or more of the
mortgage loans in any loan group in the securitization issued in the Pass-Through Transfer.

Item 1110(b)

         Provide the following  information with respect to any originator or group of affiliated  originators  that originated,  or is
expected to originate, 20% or more of the mortgage loans in any loan group in the securitization issued in the Pass-Through Transfer:

         -the Company's form of organization; and

         -a  description  of the Company's  origination  program and how long the Company has been engaged in  originating  residential
mortgage  loans,  which  description  must include a discussion of the Company's  experience in originating  mortgage loans of the same
type as the Mortgage  Loans and  information  regarding  the size and  composition  of the Company's  origination  portfolio as well as
information  that may be material to an analysis of the performance of the Mortgage  Loans,  such as the Company's  credit-granting  or
underwriting criteria for mortgage loans of the same type as the Mortgage Loans.

Item 1117

         -describe any legal  proceedings  pending against the Company or against any of its property,  including any proceedings known
to be  contemplated  by  governmental  authorities,  that may be material to the holders of the securities  issued in the  Pass-Through
Transfer.

Item 1119(a)

         -describe  any  affiliations  of the Company,  each other  originator  of the  Mortgage  Loans and each  Subservicer  with the
sponsor,  depositor,  issuing entity,  trustee, any originator,  any other servicer,  any significant  obligor,  enhancement or support
provider or any other material parties related to the Pass-Through Transfer.

Item 1119(b)

         -describe  any  business  relationship,  agreement,  arrangement,  transaction  or  understanding  entered into outside of the
ordinary course of business or on terms other than those obtained in an arm's length  transaction with an unrelated third party,  apart
from the  Pass-Through  Transfer,  between the Company,  each other  originator of the Mortgage  Loans and each  Subservicer,  or their
respective  affiliates,  and the sponsor,  depositor or issuing entity or their  respective  affiliates,  that exists  currently or has
existed  during  the past two  years,  that may be  material  to the  understanding  of an  investor  in the  securities  issued in the
Pass-Through Transfer.

Item 1119(c)

         -describe  any business  relationship,  agreement,  arrangement,  transaction  or  understanding  involving or relating to the
         Mortgage Loans or the Pass-Through  Transfer,  including the material terms and approximate  dollar amount  involved,  between
         the Company,  each other  originator  of the Mortgage  Loans and each  Subservicer,  or their  respective  affiliates  and the
         sponsor,  depositor or issuing entity or their  respective  affiliates,  that exists  currently or has existed during the past
         two years.

         The following is added as Exhibit N of the PWS Agreement:

                                                               EXHIBIT N

                                    SERVICING CRITERIA TO BE ADDRESSED IN ASSESSMENT OF COMPLIANCE

         The assessment of compliance to be delivered by the Company shall address,  at a minimum,  the criteria identified as below as
"Applicable Servicing Criteria":

--------------------------------------------------------------------------------------------- -----------------------
                                     Servicing Criteria                                        Applicable Servicing
                                                                                                     Criteria
--------------------------------------------------------------------------------------------- -----------------------
      Reference                                       Criteria
----------------------- --------------------------------------------------------------------- -----------------------
                                          General Servicing Considerations
-----------------------                                                                       -----------------------
1122(d)(1)(i)           Policies and procedures  are  instituted to monitor any  performance            X
                        or other  triggers  and  events of default  in  accordance  with the
                        transaction agreements.
-----------------------                                                                       -----------------------
1122(d)(1)(ii)          If  any  material  servicing  activities  are  outsourced  to  third            X
                        parties,  policies  and  procedures  are  instituted  to monitor the
                        third  party's   performance  and  compliance  with  such  servicing
                        activities.
-----------------------                                                                       -----------------------
1122(d)(1)(iii)         Any  requirements  in  the  transaction  agreements  to  maintain  a
                        back-up servicer for the mortgage loans are maintained.
-----------------------                                                                       -----------------------
1122(d)(1)(iv)          A fidelity bond and errors and omissions  policy is in effect on the            X
                        party   participating  in  the  servicing  function  throughout  the
                        reporting  period  in  the  amount  of  coverage   required  by  and
                        otherwise  in   accordance   with  the  terms  of  the   transaction
                        agreements.
-----------------------                                                                       -----------------------
                                         Cash Collection and Administration
-----------------------                                                                       -----------------------
1122(d)(2)(i)           Payments  on  mortgage  loans  are  deposited  into the  appropriate            X
                        custodial  bank accounts and related bank clearing  accounts no more
                        than two business days  following  receipt,  or such other number of
                        days specified in the transaction agreements.
-----------------------                                                                       -----------------------
1122(d)(2)(ii)          Disbursements  made via wire  transfer on behalf of an obligor or to            X
                        an investor are made only by authorized personnel.
-----------------------                                                                       -----------------------
1122(d)(2)(iii)         Advances of funds or guarantees  regarding  collections,  cash flows            X
                        or  distributions,  and any  interest or other fees charged for such
                        advances,  are made,  reviewed  and  approved  as  specified  in the
                        transaction agreements.
-----------------------                                                                       -----------------------
                        The  related  accounts  for the  transaction,  such as cash  reserve
                        accounts    or    accounts     established     as    a    form    of
                        overcollateralization,   are  separately   maintained   (e.g.,  with            X
                        respect  to  commingling  of cash) as set  forth in the  transaction
1122(d)(2)(iv)          agreements.
-----------------------                                                                       -----------------------
1122(d)(2)(v)           Each  custodial   account  is  maintained  at  a  federally  insured            X
                        depository  institution as set forth in the transaction  agreements.
                        For  purposes  of  this  criterion,  "federally  insured  depository
                        institution" with respect to a foreign  financial  institution means
                        a foreign financial  institution that meets the requirements of Rule
                        13k-1(b)(1) of the Securities Exchange Act.
-----------------------                                                                       -----------------------
1122(d)(2)(vi)          Unissued  checks  are  safeguarded  so  as to  prevent  unauthorized            X
                        access.
-----------------------                                                                       -----------------------
1122(d)(2)(vii)          Reconciliations   are   prepared   on  a  monthly   basis  for  all            X
                        asset-backed  securities related bank accounts,  including custodial
                        accounts and related bank clearing accounts.  These  reconciliations
                        are (A)  mathematically  accurate;  (B) prepared  within 30 calendar
                        days after the bank  statement  cutoff date, or such other number of
                        days  specified  in the  transaction  agreements;  (C)  reviewed and
                        approved  by  someone   other  than  the  person  who  prepared  the
                        reconciliation;  and (D) contain explanations for reconciling items.
                        These  reconciling  items are  resolved  within 90 calendar  days of
                        their  original  identification,   or  such  other  number  of  days
                        specified in the transaction agreements.
-----------------------                                                                       -----------------------
                                         Investor Remittances and Reporting
-----------------------                                                                       -----------------------
1122(d)(3)(i)           Reports  to  investors,   including  those  to  be  filed  with  the            X
                        Commission,  are  maintained  in  accordance  with  the  transaction
                        agreements and  applicable  Commission  requirements.  Specifically,
                        such  reports (A) are prepared in  accordance  with  timeframes  and
                        other  terms set forth in the  transaction  agreements;  (B) provide
                        information  calculated  in accordance  with the terms  specified in
                        the  transaction  agreements;  (C) are filed with the  Commission as
                        required  by  its  rules  and   regulations;   and  (D)  agree  with
                        investors'  or  the  trustee's   records  as  to  the  total  unpaid
                        principal  balance  and number of  mortgage  loans  serviced  by the
                        Servicer.
-----------------------                                                                       -----------------------
1122(d)(3)(ii)          Amounts due to investors  are  allocated  and remitted in accordance            X
                        with timeframes,  distribution priority and other terms set forth in
                        the transaction agreements.
-----------------------                                                                       -----------------------
                        Disbursements  made to an investor  are posted  within two  business
                        days to the  Servicer's  investor  records,  or such other number of            X
1122(d)(3)(iii)         days specified in the transaction agreements.
-----------------------                                                                       -----------------------
                        Amounts  remitted to investors  per the investor  reports agree with
                        cancelled  checks,  or other  form of  payment,  or  custodial  bank            X
1122(d)(3)(iv)          statements.
-----------------------                                                                       -----------------------
                                             Pool Asset Administration
-----------------------                                                                       -----------------------
1122(d)(4)(i)            Collateral or security on mortgage  loans is maintained as required            X
                        by the transaction agreements or related mortgage loan documents.
-----------------------                                                                       -----------------------
                        Mortgage loan and related  documents are  safeguarded as required by            X
1122(d)(4)(ii)          the transaction agreements
-----------------------                                                                       -----------------------
1122(d)(4)(iii)         Any  additions,  removals  or  substitutions  to the asset  pool are            X
                        made,  reviewed and approved in  accordance  with any  conditions or
                        requirements in the transaction agreements.
-----------------------                                                                       -----------------------
1122(d)(4)(iv)          Payments  on  mortgage  loans,   including  any  payoffs,   made  in            X
                        accordance  with the related  mortgage loan  documents are posted to
                        the Servicer's  obligor records maintained no more than two business
                        days after  receipt,  or such other number of days  specified in the
                        transaction  agreements,  and  allocated to  principal,  interest or
                        other items (e.g.,  escrow) in accordance with the related  mortgage
                        loan documents.
-----------------------                                                                       -----------------------
1122(d)(4)(v)           The Servicer's  records  regarding the mortgage loans agree with the            X
                        Servicer's  records with respect to an  obligor's  unpaid  principal
                        balance.
-----------------------                                                                       -----------------------
1122(d)(4)(vi)          Changes  with  respect  to  the  terms  or  status  of an  obligor's            X
                        mortgage  loans (e.g.,  loan  modifications  or re-agings) are made,
                        reviewed and approved by  authorized  personnel in  accordance  with
                        the transaction agreements and related pool asset documents.
-----------------------                                                                       -----------------------
1122(d)(4)(vii)         Loss  mitigation  or  recovery  actions  (e.g.,  forbearance  plans,            X
                        modifications  and deeds in lieu of  foreclosure,  foreclosures  and
                        repossessions,   as  applicable)   are   initiated,   conducted  and
                        concluded in accordance  with the  timeframes or other  requirements
                        established by the transaction agreements.
-----------------------                                                                       -----------------------
1122(d)(4)(viii)        Records  documenting  collection  efforts are maintained  during the            X
                        period  a  mortgage  loan  is  delinquent  in  accordance  with  the
                        transaction  agreements.  Such records are  maintained on at least a
                        monthly  basis,  or such other period  specified in the  transaction
                        agreements,  and  describe  the entity's  activities  in  monitoring
                        delinquent  mortgage  loans  including,  for  example,  phone calls,
                        letters and payment  rescheduling  plans in cases where  delinquency
                        is deemed temporary (e.g., illness or unemployment).
-----------------------                                                                       -----------------------
1122(d)(4)(ix)          Adjustments  to interest rates or rates of return for mortgage loans            X
                        with variable rates are computed based on the related  mortgage loan
                        documents.
-----------------------                                                                       -----------------------
1122(d)(4)(x)           Regarding  any funds  held in trust for an  obligor  (such as escrow            X
                        accounts):  (A) such  funds are  analyzed,  in  accordance  with the
                        obligor's  mortgage loan documents,  on at least an annual basis, or
                        such other  period  specified  in the  transaction  agreements;  (B)
                        interest  on such  funds  is  paid,  or  credited,  to  obligors  in
                        accordance with  applicable  mortgage loan documents and state laws;
                        and (C) such funds are  returned to the  obligor  within 30 calendar
                        days of full repayment of the related  mortgage loans, or such other
                        number of days specified in the transaction agreements.
-----------------------                                                                       -----------------------
1122(d)(4)(xi)          Payments  made on behalf  of an  obligor  (such as tax or  insurance            X
                        payments)  are made on or before the related  penalty or  expiration
                        dates,  as  indicated on the  appropriate  bills or notices for such
                        payments,  provided  that  such  support  has been  received  by the
                        servicer at least 30  calendar  days prior to these  dates,  or such
                        other number of days specified in the transaction agreements.
-----------------------                                                                       -----------------------
1122(d)(4)(xii)         Any late  payment  penalties  in  connection  with any payment to be            X
                        made on behalf of an obligor are paid from the servicer's  funds and
                        not charged to the  obligor,  unless the late payment was due to the
                        obligor's error or omission.
-----------------------                                                                       -----------------------
                        Disbursements  made on behalf of an obligor  are  posted  within two
                        business days to the obligor's  records  maintained by the servicer,
                        or  such  other  number  of  days   specified  in  the   transaction            X
1122(d)(4)(xiii)        agreements.
-----------------------                                                                       -----------------------
1122(d)(4)(xiv)          Delinquencies,   charge-offs   and   uncollectible   accounts   are            X
                        recognized   and  recorded  in  accordance   with  the   transaction
                        agreements.
-----------------------                                                                       -----------------------
                        Any  external  enhancement  or  other  support,  identified  in Item
                        1114(a)(1)  through (3) or Item 1115 of Regulation AB, is maintained
1122(d)(4)(xv)          as set forth in the transaction agreements.
-----------------------                                                                       -----------------------
----------------------- --------------------------------------------------------------------- -----------------------




         The following is added as Exhibit O of the PWS Agreement:

                                                               EXHIBIT O

                                                  REPORTING DATA FOR DEFAULTED LOANS

                                               Standard File Layout – Delinquency Reporting

------------------------------------------ ---------------------------------------------- ---------------- -----------------
             Column/Header Name                              Description                        Decimal      Format Comment
------------------------------------------ ---------------------------------------------- ---------------- -----------------
------------------------------------------ ---------------------------------------------- ---------------- -----------------
    SERVICER_LOAN_NBR                         A unique number  assigned to a loan by the
                                              Servicer.  This may be different  than the
                                              LOAN_NBR
------------------------------------------ ---------------------------------------------- ---------------- -----------------
------------------------------------------ ---------------------------------------------- ---------------- -----------------
    LOAN_NBR                                  A unique identifier  assigned to each loan
                                              by the originator.
------------------------------------------ ---------------------------------------------- ---------------- -----------------
------------------------------------------ ---------------------------------------------- ---------------- -----------------
    CLIENT_NBR                                Servicer Client Number
------------------------------------------ ---------------------------------------------- ---------------- -----------------
------------------------------------------ ---------------------------------------------- ---------------- -----------------
    SERV_INVESTOR_NBR                         Contains a unique  number as  assigned  by
                                              an  external  servicer to identify a group
                                              of loans in their system.
------------------------------------------ ---------------------------------------------- ---------------- -----------------
------------------------------------------ ---------------------------------------------- ---------------- -----------------
    BORROWER_FIRST_NAME                       First Name of the Borrower.
------------------------------------------ ---------------------------------------------- ---------------- -----------------
------------------------------------------ ---------------------------------------------- ---------------- -----------------
    BORROWER_LAST_NAME                        Last name of the borrower.
------------------------------------------ ---------------------------------------------- ---------------- -----------------
------------------------------------------ ---------------------------------------------- ---------------- -----------------
    PROP_ADDRESS                              Street Name and Number of Property
------------------------------------------ ---------------------------------------------- ---------------- -----------------
------------------------------------------ ---------------------------------------------- ---------------- -----------------
    PROP_STATE                                The state where the  property located.
------------------------------------------ ---------------------------------------------- ---------------- -----------------
------------------------------------------ ---------------------------------------------- ---------------- -----------------
    PROP_ZIP                                  Zip code where the property is located.
------------------------------------------ ---------------------------------------------- ---------------- -----------------
------------------------------------------ ---------------------------------------------- ---------------- -----------------
    BORR_NEXT_PAY_DUE_DATE                    The date that the borrower's  next payment                     MM/DD/YYYY
                                              is  due  to the  servicer  at  the  end of
                                              processing cycle, as reported by Servicer.
------------------------------------------ ---------------------------------------------- ---------------- -----------------
------------------------------------------ ---------------------------------------------- ---------------- -----------------
    LOAN_TYPE                                 Loan Type (i.e. FHA, VA, Conv)
------------------------------------------ ---------------------------------------------- ---------------- -----------------
------------------------------------------ ---------------------------------------------- ---------------- -----------------
    BANKRUPTCY_FILED_DATE                     The  date a  particular  bankruptcy  claim                     MM/DD/YYYY
                                              was filed.
------------------------------------------ ---------------------------------------------- ---------------- -----------------
------------------------------------------ ---------------------------------------------- ---------------- -----------------
    BANKRUPTCY_CHAPTER_CODE                   The  chapter  under  which the  bankruptcy
                                              was filed.
------------------------------------------ ---------------------------------------------- ---------------- -----------------
------------------------------------------ ---------------------------------------------- ---------------- -----------------
    BANKRUPTCY_CASE_NBR                       The case  number  assigned by the court to
                                              the bankruptcy filing.
------------------------------------------ ---------------------------------------------- ---------------- -----------------
------------------------------------------ ---------------------------------------------- ---------------- -----------------
    POST_PETITION_DUE_DATE                    The payment  due date once the  bankruptcy                     MM/DD/YYYY
                                              has been approved by the courts
------------------------------------------ ---------------------------------------------- ---------------- -----------------
------------------------------------------ ---------------------------------------------- ---------------- -----------------
    BANKRUPTCY_DCHRG_DISM_DATE                The  Date  The   Loan  Is   Removed   From                     MM/DD/YYYY
                                              Bankruptcy.     Either    by    Dismissal,
                                              Discharged  and/or a Motion For Relief Was
                                              Granted.
------------------------------------------ ---------------------------------------------- ---------------- -----------------
------------------------------------------ ---------------------------------------------- ---------------- -----------------
    LOSS_MIT_APPR_DATE                        The Date The Loss  Mitigation Was Approved                     MM/DD/YYYY
                                              By The Servicer
------------------------------------------ ---------------------------------------------- ---------------- -----------------
------------------------------------------ ---------------------------------------------- ---------------- -----------------
    LOSS_MIT_TYPE                             The Type Of Loss  Mitigation  Approved For
                                              A Loan Such As;
------------------------------------------ ---------------------------------------------- ---------------- -----------------
------------------------------------------ ---------------------------------------------- ---------------- -----------------
    LOSS_MIT_EST_COMP_DATE                    The  Date  The  Loss  Mitigation  /Plan Is                     MM/DD/YYYY
                                              Scheduled To End/Close
------------------------------------------ ---------------------------------------------- ---------------- -----------------
------------------------------------------ ---------------------------------------------- ---------------- -----------------
    LOSS_MIT_ACT_COMP_DATE                    The Date The Loss  Mitigation  Is Actually                     MM/DD/YYYY
                                              Completed
------------------------------------------ ---------------------------------------------- ---------------- -----------------
------------------------------------------ ---------------------------------------------- ---------------- -----------------
    FRCLSR_APPROVED_DATE                      The  date DA Admin  sends a letter  to the                     MM/DD/YYYY
                                              servicer   with   instructions   to  begin
                                              foreclosure proceedings.
------------------------------------------ ---------------------------------------------- ---------------- -----------------
------------------------------------------ ---------------------------------------------- ---------------- -----------------
    ATTORNEY_REFERRAL_DATE                    Date  File Was  Referred  To  Attorney  to                     MM/DD/YYYY
                                              Pursue Foreclosure
------------------------------------------ ---------------------------------------------- ---------------- -----------------
------------------------------------------ ---------------------------------------------- ---------------- -----------------
    FIRST_LEGAL_DATE                          Notice of 1st legal  filed by an  Attorney                     MM/DD/YYYY
                                              in a Foreclosure Action
------------------------------------------ ---------------------------------------------- ---------------- -----------------
------------------------------------------ ---------------------------------------------- ---------------- -----------------
    FRCLSR_SALE_EXPECTED_DATE                 The  date by which a  foreclosure  sale is                     MM/DD/YYYY
                                              expected to occur.
------------------------------------------ ---------------------------------------------- ---------------- -----------------
------------------------------------------ ---------------------------------------------- ---------------- -----------------
    FRCLSR_SALE_DATE                          The actual date of the foreclosure sale.                       MM/DD/YYYY
------------------------------------------ ---------------------------------------------- ---------------- -----------------
------------------------------------------ ---------------------------------------------- ---------------- -----------------
    FRCLSR_SALE_AMT                           The  amount  a  property  sold  for at the           2         No   commas(,)
                                              foreclosure sale.                                              or      dollar
                                                                                                             signs ($)
------------------------------------------ ---------------------------------------------- ---------------- -----------------
------------------------------------------ ---------------------------------------------- ---------------- -----------------
    EVICTION_START_DATE                       The date the servicer  initiates  eviction                     MM/DD/YYYY
                                              of the borrower.
------------------------------------------ ---------------------------------------------- ---------------- -----------------
------------------------------------------ ---------------------------------------------- ---------------- -----------------
    EVICTION_COMPLETED_DATE                   The   date   the   court   revokes   legal                     MM/DD/YYYY
                                              possession   of  the  property   from  the
                                              borrower.
------------------------------------------ ---------------------------------------------- ---------------- -----------------
------------------------------------------ ---------------------------------------------- ---------------- -----------------
    LIST_PRICE                                The  price  at which  an REO  property  is           2         No   commas(,)
                                              marketed.                                                      or      dollar
                                                                                                             signs ($)
------------------------------------------ ---------------------------------------------- ---------------- -----------------
------------------------------------------ ---------------------------------------------- ---------------- -----------------
    LIST_DATE                                 The date an REO  property  is  listed at a                     MM/DD/YYYY
                                              particular price.
------------------------------------------ ---------------------------------------------- ---------------- -----------------
------------------------------------------ ---------------------------------------------- ---------------- -----------------
    OFFER_AMT                                 The  dollar  value of an offer  for an REO           2         No   commas(,)
                                              property.                                                      or      dollar
                                                                                                             signs ($)
------------------------------------------ ---------------------------------------------- ---------------- -----------------
------------------------------------------ ---------------------------------------------- ---------------- -----------------
    OFFER_DATE_TIME                           The date an offer is  received by DA Admin                     MM/DD/YYYY
                                              or by the Servicer.
------------------------------------------ ---------------------------------------------- ---------------- -----------------
------------------------------------------ ---------------------------------------------- ---------------- -----------------
    REO_CLOSING_DATE                          The date the REO sale of the  property  is                     MM/DD/YYYY
                                              scheduled to close.
------------------------------------------ ---------------------------------------------- ---------------- -----------------
------------------------------------------ ---------------------------------------------- ---------------- -----------------
    REO_ACTUAL_CLOSING_DATE                   Actual Date Of REO Sale                                        MM/DD/YYYY
------------------------------------------ ---------------------------------------------- ---------------- -----------------
------------------------------------------ ---------------------------------------------- ---------------- -----------------
    OCCUPANT_CODE                             Classification  of  how  the  property  is
                                              occupied.
------------------------------------------ ---------------------------------------------- ---------------- -----------------
------------------------------------------ ---------------------------------------------- ---------------- -----------------
    PROP_CONDITION_CODE                       A code that  indicates  the  condition  of
                                              the property.
------------------------------------------ ---------------------------------------------- ---------------- -----------------
------------------------------------------ ---------------------------------------------- ---------------- -----------------
    PROP_INSPECTION_DATE                      The   date  a   property   inspection   is                     MM/DD/YYYY
                                              performed.
------------------------------------------ ---------------------------------------------- ---------------- -----------------
------------------------------------------ ---------------------------------------------- ---------------- -----------------
    APPRAISAL_DATE                            The date the appraisal was done.                               MM/DD/YYYY
------------------------------------------ ---------------------------------------------- ---------------- -----------------
------------------------------------------ ---------------------------------------------- ---------------- -----------------
    CURR_PROP_VAL                              The   current   "as  is"   value  of  the           2
                                              property  based on brokers  price  opinion
                                              or appraisal.
------------------------------------------ ---------------------------------------------- ---------------- -----------------
------------------------------------------ ---------------------------------------------- ---------------- -----------------
    REPAIRED_PROP_VAL                         The amount the property  would be worth if           2
                                              repairs  are   completed   pursuant  to  a
                                              broker's price opinion or appraisal.
------------------------------------------ ---------------------------------------------- ---------------- -----------------
------------------------------------------ ---------------------------------------------- ---------------- -----------------
    If applicable:
------------------------------------------ ---------------------------------------------- ---------------- -----------------
------------------------------------------ ---------------------------------------------- ---------------- -----------------
    DELINQ_STATUS_CODE                        FNMA Code Describing Status of Loan
------------------------------------------ ---------------------------------------------- ---------------- -----------------
------------------------------------------ ---------------------------------------------- ---------------- -----------------
    DELINQ_REASON_CODE                        The circumstances  which caused a borrower
                                              to   stop   paying   on   a   loan.   Code
                                              indicates  the  reason  why the loan is in
                                              default for this cycle.
------------------------------------------ ---------------------------------------------- ---------------- -----------------
------------------------------------------ ---------------------------------------------- ---------------- -----------------
    MI_CLAIM_FILED_DATE                       Date  Mortgage  Insurance  Claim Was Filed                     MM/DD/YYYY
                                              With Mortgage Insurance Company.
------------------------------------------ ---------------------------------------------- ---------------- -----------------
------------------------------------------ ---------------------------------------------- ---------------- -----------------
    MI_CLAIM_AMT                              Amount of Mortgage Insurance Claim Filed                       No   commas(,)
                                                                                                             or      dollar
                                                                                                             signs ($)
------------------------------------------ ---------------------------------------------- ---------------- -----------------
------------------------------------------ ---------------------------------------------- ---------------- -----------------
    MI_CLAIM_PAID_DATE                        Date Mortgage  Insurance Company Disbursed                     MM/DD/YYYY
                                              Claim Payment
------------------------------------------ ---------------------------------------------- ---------------- -----------------
------------------------------------------ ---------------------------------------------- ---------------- -----------------
    MI_CLAIM_AMT_PAID                         Amount Mortgage  Insurance Company Paid On           2         No   commas(,)
                                              Claim                                                          or      dollar
                                                                                                             signs ($)
------------------------------------------ ---------------------------------------------- ---------------- -----------------
------------------------------------------ ---------------------------------------------- ---------------- -----------------
    POOL_CLAIM_FILED_DATE                     Date Claim Was Filed  With Pool  Insurance                     MM/DD/YYYY
                                              Company
------------------------------------------ ---------------------------------------------- ---------------- -----------------
------------------------------------------ ---------------------------------------------- ---------------- -----------------
    POOL_CLAIM_AMT                            Amount of Claim Filed With Pool  Insurance           2         No   commas(,)
                                              Company                                                        or      dollar
                                                                                                             signs ($)
------------------------------------------ ---------------------------------------------- ---------------- -----------------
------------------------------------------ ---------------------------------------------- ---------------- -----------------
    POOL_CLAIM_PAID_DATE                      Date Claim Was  Settled  and The Check Was                     MM/DD/YYYY
                                              Issued By The Pool Insurer
------------------------------------------ ---------------------------------------------- ---------------- -----------------
------------------------------------------ ---------------------------------------------- ---------------- -----------------
    POOL_CLAIM_AMT_PAID                       Amount  Paid On  Claim  By Pool  Insurance           2         No   commas(,)
                                              Company                                                        or      dollar
                                                                                                             signs ($)
------------------------------------------ ---------------------------------------------- ---------------- -----------------
------------------------------------------ ---------------------------------------------- ---------------- -----------------
    FHA_PART_A_CLAIM_FILED_DATE                Date FHA Part A Claim Was Filed With HUD                      MM/DD/YYYY
------------------------------------------ ---------------------------------------------- ---------------- -----------------
------------------------------------------ ---------------------------------------------- ---------------- -----------------
    FHA_PART_A_CLAIM_AMT                       Amount of FHA Part A Claim Filed                    2         No   commas(,)
                                                                                                             or      dollar
                                                                                                             signs ($)
------------------------------------------ ---------------------------------------------- ---------------- -----------------
------------------------------------------ ---------------------------------------------- ---------------- -----------------
    FHA_PART_A_CLAIM_PAID_DATE                 Date HUD Disbursed Part A Claim Payment                       MM/DD/YYYY
------------------------------------------ ---------------------------------------------- ---------------- -----------------
------------------------------------------ ---------------------------------------------- ---------------- -----------------
    FHA_PART_A_CLAIM_PAID_AMT                  Amount HUD Paid on Part A Claim                     2         No   commas(,)
                                                                                                             or      dollar
                                                                                                             signs ($)
------------------------------------------ ---------------------------------------------- ---------------- -----------------
------------------------------------------ ---------------------------------------------- ---------------- -----------------
    FHA_PART_B_CLAIM_FILED_DATE                 Date FHA Part B Claim Was Filed With HUD                     MM/DD/YYYY
------------------------------------------ ---------------------------------------------- ---------------- -----------------
------------------------------------------ ---------------------------------------------- ---------------- -----------------
    FHA_PART_B_CLAIM_AMT                        Amount of FHA Part B Claim Filed                   2         No   commas(,)
                                                                                                             or      dollar
                                                                                                             signs ($)
------------------------------------------ ---------------------------------------------- ---------------- -----------------
------------------------------------------ ---------------------------------------------- ---------------- -----------------
    FHA_PART_B_CLAIM_PAID_DATE                   Date HUD Disbursed Part B Claim Payment                     MM/DD/YYYY
------------------------------------------ ---------------------------------------------- ---------------- -----------------
------------------------------------------ ---------------------------------------------- ---------------- -----------------
    FHA_PART_B_CLAIM_PAID_AMT                  Amount HUD Paid on Part B Claim                     2         No   commas(,)
                                                                                                             or      dollar
                                                                                                             signs ($)
------------------------------------------ ---------------------------------------------- ---------------- -----------------
------------------------------------------ ---------------------------------------------- ---------------- -----------------
    VA_CLAIM_FILED_DATE                        Date  VA  Claim   Was   Filed   With  the                     MM/DD/YYYY
                                              Veterans Admin
------------------------------------------ ---------------------------------------------- ---------------- -----------------
------------------------------------------ ---------------------------------------------- ---------------- -----------------
    VA_CLAIM_PAID_DATE                         Date Veterans  Admin.  Disbursed VA Claim                     MM/DD/YYYY
                                              Payment
------------------------------------------ ---------------------------------------------- ---------------- -----------------
------------------------------------------ ---------------------------------------------- ---------------- -----------------
    VA_CLAIM_PAID_AMT                          Amount Veterans Admin. Paid on VA Claim             2         No   commas(,)
                                                                                                             or      dollar
                                                                                                             signs ($)
------------------------------------------ ---------------------------------------------- ---------------- -----------------


Exhibit 2: Standard File Codes – Delinquency Reporting

The Loss Mit Type field should show the approved Loss Mitigation Code as follows:
         o    ASUM-     Approved Assumption
         o    BAP-      Borrower Assistance Program
         o    CO-       Charge Off
         o    DIL-      Deed-in-Lieu
         o    FFA-      Formal Forbearance Agreement
         o    MOD-      Loan Modification
         o    PRE-      Pre-Sale
         o    SS-       Short Sale
         o    MISC-     Anything else approved by the PMI or Pool Insurer

NOTE: Wells Fargo Bank will accept  alternative  Loss Mitigation Types to those above,  provided that they are consistent with industry
standards.  If Loss  Mitigation  Types other than those above are used, the Servicer must supply Wells Fargo Bank with a description of
each of the Loss Mitigation Types prior to sending the file.

The Occupant Code field should show the current status of the property code as follows:
         o    Mortgagor
         o    Tenant
         o    Unknown
         o    Vacant

The Property Condition field should show the last reported condition of the property as follows:
         o    Damaged
         o    Excellent
         o    Fair
         o    Gone
         o    Good
         o    Poor
         o    Special Hazard
         o    Unknown

Exhibit 2: Standard File Codes – Delinquency Reporting, Continued

The FNMA Delinquent Reason Code field should show the Reason for Delinquency as follows:

                      ------------------------ ---------------------------------------------------------
                      Delinquency Code         Delinquency Description
                      ------------------------ ---------------------------------------------------------
                      ------------------------ ---------------------------------------------------------
                      001                      FNMA-Death of principal mortgagor
                      ------------------------ ---------------------------------------------------------
                      ------------------------ ---------------------------------------------------------
                      002                      FNMA-Illness of principal mortgagor
                      ------------------------ ---------------------------------------------------------
                      ------------------------ ---------------------------------------------------------
                      003                      FNMA-Illness of mortgagor's family member
                      ------------------------ ---------------------------------------------------------
                      ------------------------ ---------------------------------------------------------
                      004                      FNMA-Death of mortgagor's family member
                      ------------------------ ---------------------------------------------------------
                      ------------------------ ---------------------------------------------------------
                      005                      FNMA-Marital difficulties
                      ------------------------ ---------------------------------------------------------
                      ------------------------ ---------------------------------------------------------
                      006                      FNMA-Curtailment of income
                      ------------------------ ---------------------------------------------------------
                      ------------------------ ---------------------------------------------------------
                      007                      FNMA-Excessive Obligation
                      ------------------------ ---------------------------------------------------------
                      ------------------------ ---------------------------------------------------------
                      008                      FNMA-Abandonment of property
                      ------------------------ ---------------------------------------------------------
                      ------------------------ ---------------------------------------------------------
                      009                      FNMA-Distant employee transfer
                      ------------------------ ---------------------------------------------------------
                      ------------------------ ---------------------------------------------------------
                      011                      FNMA-Property problem
                      ------------------------ ---------------------------------------------------------
                      ------------------------ ---------------------------------------------------------
                      012                      FNMA-Inability to sell property
                      ------------------------ ---------------------------------------------------------
                      ------------------------ ---------------------------------------------------------
                      013                      FNMA-Inability to rent property
                      ------------------------ ---------------------------------------------------------
                      ------------------------ ---------------------------------------------------------
                      014                      FNMA-Military Service
                      ------------------------ ---------------------------------------------------------
                      ------------------------ ---------------------------------------------------------
                      015                      FNMA-Other
                      ------------------------ ---------------------------------------------------------
                      ------------------------ ---------------------------------------------------------
                      016                      FNMA-Unemployment
                      ------------------------ ---------------------------------------------------------
                      ------------------------ ---------------------------------------------------------
                      017                      FNMA-Business failure
                      ------------------------ ---------------------------------------------------------
                      ------------------------ ---------------------------------------------------------
                      019                      FNMA-Casualty loss
                      ------------------------ ---------------------------------------------------------
                      ------------------------ ---------------------------------------------------------
                      022                      FNMA-Energy environment costs
                      ------------------------ ---------------------------------------------------------
                      ------------------------ ---------------------------------------------------------
                      023                      FNMA-Servicing problems
                      ------------------------ ---------------------------------------------------------
                      ------------------------ ---------------------------------------------------------
                      026                      FNMA-Payment adjustment
                      ------------------------ ---------------------------------------------------------
                      ------------------------ ---------------------------------------------------------
                      027                      FNMA-Payment dispute
                      ------------------------ ---------------------------------------------------------
                      ------------------------ ---------------------------------------------------------
                      029                      FNMA-Transfer of ownership pending
                      ------------------------ ---------------------------------------------------------
                      ------------------------ ---------------------------------------------------------
                      030                      FNMA-Fraud
                      ------------------------ ---------------------------------------------------------
                      ------------------------ ---------------------------------------------------------
                      031                      FNMA-Unable to contact borrower
                      ------------------------ ---------------------------------------------------------
                      ------------------------ ---------------------------------------------------------
                      INC                      FNMA-Incarceration
                      ------------------------ ---------------------------------------------------------


Exhibit 2: Standard File Codes – Delinquency Reporting, Continued

The FNMA Delinquent Status Code field should show the Status of Default as follows:

                      ------------------------ -------------------------------------------------------
                            Status Code        Status Description
                      ------------------------ -------------------------------------------------------
                      ------------------------ -------------------------------------------------------
                                09             Forbearance
                      ------------------------ -------------------------------------------------------
                      ------------------------ -------------------------------------------------------
                                17             Pre-foreclosure Sale Closing Plan Accepted
                      ------------------------ -------------------------------------------------------
                      ------------------------ -------------------------------------------------------
                                24             Government Seizure
                      ------------------------ -------------------------------------------------------
                      ------------------------ -------------------------------------------------------
                                26             Refinance
                      ------------------------ -------------------------------------------------------
                      ------------------------ -------------------------------------------------------
                                27             Assumption
                      ------------------------ -------------------------------------------------------
                      ------------------------ -------------------------------------------------------
                                28             Modification
                      ------------------------ -------------------------------------------------------
                      ------------------------ -------------------------------------------------------
                                29             Charge-Off
                      ------------------------ -------------------------------------------------------
                      ------------------------ -------------------------------------------------------
                                30             Third Party Sale
                      ------------------------ -------------------------------------------------------
                      ------------------------ -------------------------------------------------------
                                31             Probate
                      ------------------------ -------------------------------------------------------
                      ------------------------ -------------------------------------------------------
                                32             Military Indulgence
                      ------------------------ -------------------------------------------------------
                      ------------------------ -------------------------------------------------------
                                43             Foreclosure Started
                      ------------------------ -------------------------------------------------------
                      ------------------------ -------------------------------------------------------
                                44             Deed-in-Lieu Started
                      ------------------------ -------------------------------------------------------
                      ------------------------ -------------------------------------------------------
                                49             Assignment Completed
                      ------------------------ -------------------------------------------------------
                      ------------------------ -------------------------------------------------------
                                61             Second Lien Considerations
                      ------------------------ -------------------------------------------------------
                      ------------------------ -------------------------------------------------------
                                62             Veteran's Affairs-No Bid
                      ------------------------ -------------------------------------------------------
                      ------------------------ -------------------------------------------------------
                                63             Veteran's Affairs-Refund
                      ------------------------ -------------------------------------------------------
                      ------------------------ -------------------------------------------------------
                                64             Veteran's Affairs-Buydown
                      ------------------------ -------------------------------------------------------
                      ------------------------ -------------------------------------------------------
                                65             Chapter 7 Bankruptcy
                      ------------------------ -------------------------------------------------------
                      ------------------------ -------------------------------------------------------
                                66             Chapter 11 Bankruptcy
                      ------------------------ -------------------------------------------------------
                      ------------------------ -------------------------------------------------------
                                67             Chapter 13 Bankruptcy
                      ------------------------ -------------------------------------------------------



The following is added as Exhibit P of the PWS Agreement:

                                                                   EXHIBIT P

                                                  REPORTING DATA FOR REALIZED LOSSES AND GAINS

                                     Calculation of Realized Loss/Gain Form 332– Instruction Sheet

         NOTE: Do not net or combine  items.  Show all expenses  individually  and all credits as separate line items.  Claim  packages
         are due on the  remittance  report date.  Late  submissions  may result in claims not being passed until the following  month.
         The Servicer is responsible to remit all funds pending loss approval and /or resolution of any disputed items.

                           The numbers on the 332 form correspond with the numbers listed below.

         Liquidation and Acquisition Expenses:
         1.       The Actual Unpaid Principal Balance of the Mortgage Loan. For  documentation,  an Amortization  Schedule from date of
                  default through liquidation breaking out the net interest and servicing fees advanced is required.

         2.       The Total  Interest  Due less the  aggregate  amount of servicing  fee that would have been earned if all  delinquent
                  payments  had been  made as  agreed.  For  documentation,  an  Amortization  Schedule  from date of  default  through
                  liquidation breaking out the net interest and servicing fees advanced is required.

         3.       Accrued  Servicing  Fees based upon the Scheduled  Principal  Balance of the Mortgage Loan as calculated on a monthly
                  basis. For  documentation,  an Amortization  Schedule from date of default through  liquidation  breaking out the net
                  interest and servicing fees advanced is required.

         4-12.    Complete as applicable.  Required documentation:

                  *  For taxes and insurance advances – see page 2 of 332 form - breakdown required showing period

                     of coverage,  base tax,  interest,  penalty.  Advances prior to default  require  evidence of servicer  efforts to
                     recover advances.

                  *  For escrow advances - complete payment history

                      (to calculate advances from last positive escrow balance forward)

                  *  Other expenses -  copies of corporate advance history showing all payments

                  *  REO repairs > $1500 require explanation

                  *  REO repairs >$3000 require evidence of at least 2 bids.

                  *  Short Sale or Charge Off require P&L supporting the decision and WFB's approved Officer Certificate

                  *  Unusual or extraordinary items may require further documentation.

         13.      The total of lines 1 through 12.

         Credits:

         14-21.   Complete as applicable.  Required documentation:

                  * Copy of the HUD 1 from the REO sale.  If a 3rd Party Sale, bid instructions and Escrow Agent / Attorney

                     Letter of Proceeds Breakdown.

                  *  Copy of EOB for any MI or gov't guarantee

                  *  All other credits need to be clearly defined on the 332 form

         22.      The total of lines 14 through 21.

         Please Note:      For  HUD/VA  loans,  use line  (18a) for Part  A/Initial  proceeds  and line  (18b) for Part  B/Supplemental
                           proceeds.

         Total Realized Loss (or Amount of Any Gain)

         23.      The total derived from  subtracting  line 22 from 13. If the amount  represents a realized  gain,  show the amount in
                  parenthesis (   ).


                                              Calculation of Realized Loss/Gain Form 332

         Prepared by:  __________________                     Date:  _______________
         Phone:  ______________________   Email Address:_____________________


----------------------------------    --------------------------------------    --------------------------------------------
Servicer Loan No.                     Servicer Name                             Servicer Address
----------------------------------    --------------------------------------    --------------------------------------------

         WELLS FARGO BANK, N.A. Loan No._____________________________

         Borrower's Name: _________________________________________________________
         Property Address: _________________________________________________________

         Liquidation Type:  REO Sale                  3rd Party Sale            Short Sale       Charge Off

         Was this loan granted a Bankruptcy deficiency or cramdown              Yes         No
         If "Yes", provide deficiency or cramdown amount _______________________________

         Liquidation and Acquisition Expenses:
         (1)  Actual Unpaid Principal Balance of Mortgage Loan         $ ______________ (1)
         (2)  Interest accrued at Net Rate                                       ________________(2)
         (3)  Accrued Servicing Fees                                             ________________(3)
         (4)  Attorney's Fees                                                    ________________(4)
         (5)  Taxes (see page 2)                                                 ________________(5)
         (6)  Property Maintenance                                              ________________ (6)
         (7)  MI/Hazard Insurance Premiums (see page 2)                          ________________(7)
         (8)  Utility Expenses                                                   ________________(8)
         (9)  Appraisal/BPO                                             ________________(9)
         (10) Property Inspections                                               ________________(10)
         (11) FC Costs/Other Legal Expenses                             ________________(11)
         (12) Other (itemize)                                                    ________________(12)
                  Cash for Keys__________________________               ________________(12)
                  HOA/Condo Fees_______________________                 ________________(12)
                  ______________________________________                ________________(12)

                  Total Expenses                                                $ _______________(13)
         Credits:
         (14) Escrow Balance                                                    $ _______________(14)
         (15) HIP Refund                                                        ________________ (15)
         (16) Rental Receipts                                                   ________________ (16)
         (17) Hazard Loss Proceeds                                              ________________ (17)
         (18) Primary Mortgage Insurance / Gov't Insurance                      ________________ (18a) HUD Part A
                                                                                ________________ (18b)
         HUD Part B
         (19) Pool Insurance Proceeds                                           ________________ (19)
         (20) Proceeds from Sale of Acquired Property                  ________________ (20)
         (21) Other (itemize)                                                   ________________ (21)
              _________________________________________                ________________ (21)

              Total Credits                                            $________________(22)
         Total Realized Loss (or Amount of Gain)                       $________________(23)


Escrow Disbursement Detail


------------------ --------------- ---------------- ---------------- ---------------- --------------- ----------------
      Type           Date Paid        Period of       Total Paid       Base Amount      Penalties        Interest
   (Tax /Ins.)                        Coverage
------------------ --------------- ---------------- ---------------- ---------------- --------------- ----------------





                  IN WITNESS WHEREOF, the parties hereto have executed this AAR Agreement on the date first above written.

EMC MORTGAGE CORPORATION,                                    CITIBANK, N.A., as trustee, the Assignee
the Assignor

                                                             By: ________________________
By: ________________________
                                                             Its: ________________________

Its: ________________________

INDYMAC BANK, F.S.B.,
the Company


By: _______________________

Its: _______________________


Acknowledged

WELLS FARGO BANK,
NATIONAL ASSOCIATION

By: ________________________

Name: ______________________

Title: _______________________





                                                             ATTACHMENT 1

                                                            MORTGAGE LOANS

                                                        (PROVIDED UPON REQUEST)





                                                             ATTACHMENT 2

                                             PURCHASE, WARRANTIES AND SERVICING AGREEMENT

                                                        (PROVIDED UPON REQUEST)

ATTACHMENT 3

AFFILIATION DISCLOSURE
(Pursuant to Item 1119 of Regulation AB)

2. Depositor and any affiliate, including but not limited to:
a. Bear Stearns Asset Backed Securities I LLC
b. Structured Asset Mortgage Investments II Inc.

3. Bear Stearns ALT-A Trust 2006-4 and any affiliate

4. Citibank, N.A., as Trustee, and any affiliate

5. Significant obligor and any affiliate - None

6. Enhancement or support provider and any affiliate - None

7. 1100(d)(1) parties – any named party in the Securitization Transaction:

a. Cap Contract Provider: ABN AMRO Bank N.V.

b. Underwriter: Bear, Stearns & Co. Inc.

c. Servicers: Bank of America, N.A.; Chevy Chase Bank, FSB; Countrywide Home Loans Servicing LP; EMC Mortgage Corporation;
EverHome Mortgage Company; First Horizon Home Loan Corporation; GMAC Mortgage Corporation; GreenPoint Mortgage Company; HSBC Mortgage
Corporation (USA); Mid America Bank, FSB; PHH Mortgage Corporation; Union Federal Bank of Indianapolis; U.S. Bank National
Association; Washington Mutual Bank; Wells Fargo Bank, N.A.

d. Master Servicer: Wells Fargo Bank, National Association

e. Unaffiliated Servicer of 20%: EMC Mortgage Corporation

f. Originator of 10%: EMC Mortgage Corporation

g. Securities Administrator: Wells Fargo Bank, National Association

h. Custodian: Wells Fargo Bank, National Association

Miscellaneous

9. All demands, notices and communications related to the Mortgage Loans, the PWS Agreement and this AAR Agreement
shall be in writing and shall be deemed to have been duly given if personally delivered at or mailed by registered mail, postage
prepaid, as follows:

a. In the case of Company,
IndyMac Bank, F.S.B.
3465 East Foothill Boulevard
Pasadena, California 91107
Attention: Secondary Marketing
Telecopier No.: (626) 535-2549

b. In the case of Assignor,
EMC Mortgage Corporation
2780 Lake Vista Drive
Lewisville, Texas 75067
Attention: Conduit Seller Approval Dept.
Facsimile: (214) 626-3751
Email: sellerapproval@bear.com

c. In the case of Assignee,
Citibank, N.A.
388 Greenwich Street, 14th Floor
New York, New York 10013
Attention: Structured Finance Agency & Trust —BSALTA 2006-4
Telecopier No.: (212) 816-5527

9. This AAR Agreement shall be construed in accordance with the laws of the State of New York, without regard to
conflicts of law principles (other than Section 5-1401 of the New York Obligations Law), and the obligations, rights and remedies of
the parties hereunder shall be determined in accordance with such laws.

10. No term or provision of this AAR Agreement may be waived or modified unless such waiver or modification is in
writing and signed by the party against whom such waiver or modification is sought to be enforced.

11. This AAR Agreement shall inure to the benefit of the successors and assigns of the parties hereto. Any entity into
which Assignor, Assignee or Company may be merged or consolidated shall, without the requirement for any further writing, be deemed
Assignor, Assignee or Company respectively, hereunder.

12. This AAR Agreement shall survive the conveyance of the Mortgage Loans, the assignment of the PWS Agreement to the
extent of the Mortgage Loans by Assignor to Assignee and the termination of the PWS Agreement.

13. This AAR Agreement may be executed simultaneously in any number of counterparts. Each counterpart shall be deemed to
be an original and all such counterparts shall constitute one and the same instrument.

14. In the event that any provision of this AAR Agreement conflicts with any provision of the PWS Agreement with respect
to the Mortgage Loans, the terms of this AAR Agreement shall control.

15. The Company hereby acknowledges that Wells Fargo Bank, National Association (the "Master Servicer") has been
appointed as the master servicer of the Mortgage Loans pursuant to the Pooling and Servicing Agreement and therefor has the right to
enforce all obligations of the Company, as they relate to the Mortgage Loans, under the PWS Agreement and this AAR Agreement. Such
rights will include, without limitation, the right to terminate the Servicer under the PWS Agreement upon the occurrence of an event
of default thereunder, the right to receive all remittances required to be made by the Company under the PWS Agreement, the right to
receive all monthly reports and other data required to be delivered by the Company under the PWS Agreement, the right to examine the
books and records of the Company, indemnification rights, and the right to exercise certain rights of consent and approval relating
to actions taken by the Company. The Company shall make all distributions under the PWS Agreement, as they relate to the Mortgage
Loans, to the Master Servicer by wire transfer of immediately available funds to:

Wells Fargo Bank, National Association
ABA# 121000248
Account Name: SAS Clearing
Account # 3970771416
For Further Credit to: BSALTA 2006-4, Account #50927900.

and the Company shall deliver all reports required to be delivered under the PWS Agreement, as they relate to the Mortgage Loans, to
the Assignee at the address set forth in Section 9c herein and to the Master Servicer at:

Wells Fargo Bank, National Association
9062 Old Annapolis Road
Columbia, Maryland 21045.
Attention: BSALTA 2006-4





                                                                                                                   Exhibit  I-17


                                           ASSIGNMENT, ASSUMPTION AND RECOGNITION AGREEMENT

         This is an  Assignment,  Assumption and  Recognition  Agreement  (this "AAR  Agreement")  made as of June 30, 2006,  among EMC
Mortgage  Corporation  (the  "Assignor"),  Citibank,  N.A., not  individually but solely as trustee for the holders of the Bear Stearns
ALT-A Trust 2006-4, Mortgage Pass-Through Certificates, Series 2006-4 (the "Assignee") and Mid America Bank, fsb (the "Company").

         In consideration of the mutual promises  contained herein,  the parties hereto agree that the residential  mortgage loans (the
"Assigned  Loans") listed on Attachment 1 annexed hereto (the "Assigned Loan Schedule")  purchased by the Assignor from the Company and
now serviced by Company for Assignor and its successors and assigns pursuant to (a) the Purchase,  Warranties and Servicing  Agreement,
dated as of February 1, 2006, as amended by Amendment No. 1 to the Purchase,  Warranties and Servicing Agreement,  dated as of February
1, 2006,  between  Assignor and Company (as amended,  the "PWS  Agreement")  and (b) the Term Sheets dated February 15, 2006, and March
24,  2006,  each between  Assignor and Company (the "Term  Sheets" and together  with the PWS  Agreement,  the  "Agreements")  shall be
subject to the terms of this AAR  Agreement.  Capitalized  terms used herein but not defined  shall have the meanings  ascribed to them
in the PWS Agreement.

                                                       Assignment and Assumption

         Except as expressly provided for herein,  the Assignor hereby grants,  transfers and assigns to the Assignee all of its right,
title and interest as in, to and under (a) the Assigned  Loans and (b) the  Agreements  with respect to the Assigned  Loans;  provided,
however,  that the Assignor is not  assigning to the Assignee any of its right,  title or interest,  in, to and under the PWS Agreement
with respect to any mortgage  loan other than the Assigned  Loans listed on the Assigned  Loan  Schedule.  Notwithstanding  anything to
the contrary  contained herein,  the Assignor  specifically  reserves and does not assign to the Assignee any right, title and interest
in, to or under the  representations  and  warranties  contained in Section 3.01 and Section 3.02 of the PWS Agreement and the Assignor
is retaining the right to enforce the  representations  and warranties set forth in those  sections  against the Company.  Except as is
otherwise  expressly provided herein, the Assignor makes no  representations,  warranties or covenants to the Assignee and the Assignee
acknowledges  that the Assignor has no obligations  to the Assignee  under the terms of the PWS Agreement or otherwise  relating to the
transaction contemplated herein (including, but not limited to, any obligation to indemnify the Assignee).

                                               Representations, Warranties and Covenants

           1.     Assignor warrants and represents to Assignee and Company as of the date hereof:

          (a)     Attached  hereto as Attachment 2 are true and accurate  copies of the Agreements  which  agreements are in full force
and effect as of the date hereof and the  provisions  of which have not been waived,  amended or modified in any  respect,  nor has any
notice of termination been given thereunder;

          (b)     Assignor is the lawful owner of the Assigned  Loans with full right to transfer the Assigned Loans and any and all of
its interests,  rights and obligations  under the PWS Agreement as they relate to the Assigned  Loans,  free and clear from any and all
claims and  encumbrances;  and upon the  transfer of the Assigned  Loans to Assignee as  contemplated  herein and in the Mortgage  Loan
Purchase  Agreement  dated as of June 30, 2006 between the Assignor and  Structured  Asset Mortgage  Investments  II Inc.  ("SAMI II"),
Assignee  shall have good title to each and every  Assigned  Loan, as well as any and all of Assignee's  interests and rights under the
PWS Agreement as they relate to the Assigned Loans, free and clear of any and all liens, claims and encumbrances;

          (c)     There are no offsets,  counterclaims or other defenses available to Company with respect to the Assigned Loans or the
PWS Agreement;

          (d)     Assignor  has no  knowledge  of, and has not  received  notice of, any waivers  under,  or any  modification  of, any
Assigned Loan;

          (e)     Assignor  is duly  organized,  validly  existing  and in good  standing  under  the laws of the  jurisdiction  of its
incorporation, and has all requisite power and authority to acquire, own and sell the Assigned Loans;

          (f)     Assignor has full  corporate  power and  authority  to execute,  deliver and perform its  obligations  under this AAR
Agreement,  and to consummate  the  transactions  set forth herein.  The  consummation  of the  transactions  contemplated  by this AAR
Agreement is in the ordinary  course of  Assignor's  business and will not conflict  with,  or result in a breach of, any of the terms,
conditions or provisions of Assignor's  charter or by-laws or any legal  restriction,  or any material agreement or instrument to which
Assignor is now a party or by which it is bound,  or result in the violation of any law, rule,  regulation,  order,  judgment or decree
to which  Assignor or its property is subject.  The  execution,  delivery and  performance  by Assignor of this AAR  Agreement  and the
consummation by it of the transactions  contemplated  hereby,  have been duly authorized by all necessary  corporate action on the part
of Assignor.  This AAR  Agreement has been duly  executed and  delivered by Assignor  and,  upon the due  authorization,  execution and
delivery by Assignee and Company,  will constitute the valid and legally binding  obligation of Assignor  enforceable  against Assignor
in accordance with its terms except as enforceability  may be limited by bankruptcy,  reorganization,  insolvency,  moratorium or other
similar laws now or hereafter in effect relating to creditors'  rights  generally,  and by general  principles of equity  regardless of
whether enforceability is considered in a proceeding in equity or at law;

          (g)     No consent,  approval,  order or  authorization  of, or declaration,  filing or registration  with, any  governmental
entity is required to be obtained or made by Assignor in connection  with the  execution,  delivery or  performance by Assignor of this
AAR Agreement, or the consummation by it of the transactions contemplated hereby;

          (h)     Neither Assignor nor anyone acting on its behalf has offered,  transferred,  pledged,  sold or otherwise  disposed of
the  Assigned  Loans or any  interest in the  Assigned  Loans,  or  solicited  any offer to buy or accept a  transfer,  pledge or other
disposition  of the Assigned  Loans,  or any interest in the Assigned Loans or otherwise  approached or negotiated  with respect to the
Assigned  Loans,  or any interest in the Assigned  Loans with any Person in any manner,  or made any general  solicitation  by means of
general  advertising  or in any other manner,  or taken any other action which would  constitute a  distribution  of the Assigned Loans
under the Securities  Act of 1933, as amended (the "1933 Act") or which would render the  disposition of the Assigned Loans a violation
of Section 5 of the 1933 Act or require registration pursuant thereto;

          (i)     The Assignor has received from Company, and has delivered to the Assignee,  all documents required to be delivered to
Assignor by the  Company  prior to the date  hereof  pursuant  to the PWS  Agreement  with  respect to the  Assigned  Loans and has not
received, and has not requested from the Company, any additional documents; and

          (j)     There is no action, suit,  proceeding,  investigation or litigation pending or, to Assignor's knowledge,  threatened,
which either in any instance or in the aggregate,  if determined adversely to Assignor,  would adversely affect Assignor's execution or
delivery  of, or the  enforceability  of, this AAR  Agreement,  or the  Assignor's  ability to perform its  obligations  under this AAR
Agreement.

           2.     Assignee warrants and represents to, and covenants with, Assignor and Company as of the date hereof:

          (a)     Assignee  is duly  organized,  validly  existing  and in good  standing  under  the laws of the  jurisdiction  of its
organization  and has all  requisite  power and  authority to hold the  Assigned  Loans as trustee on behalf of the holders of the Bear
Stearns ALT-A Trust 2006-4, Mortgage Pass-Through Certificates, Series 2006-4;

          (b)     Assignee has full  corporate  power and  authority  to execute,  deliver and perform its  obligations  under this AAR
Agreement,  and to consummate  the  transactions  set forth herein.  The  consummation  of the  transactions  contemplated  by this AAR
Agreement is in the ordinary  course of  Assignee's  business and will not conflict  with,  or result in a breach of, any of the terms,
conditions or provisions of Assignee's  charter or by-laws or any legal  restriction,  or any material agreement or instrument to which
Assignee is now a party or by which it is bound,  or result in the violation of any law, rule,  regulation,  order,  judgment or decree
to which  Assignee or its property is subject.  The  execution,  delivery and  performance  by Assignee of this AAR  Agreement  and the
consummation by it of the  transactions  contemplated  hereby,  have been duly authorized by all necessary  corporate action on part of
Assignee.  This AAR Agreement has been duly executed and delivered by Assignee and, upon the due authorization,  execution and delivery
by Assignor and  Company,  will  constitute  the valid and legally  binding  obligation  of Assignee  enforceable  against  Assignee in
accordance  with its terms except as  enforceability  may be limited by  bankruptcy,  reorganization,  insolvency,  moratorium or other
similar laws now or hereafter in effect relating to creditors'  rights  generally,  and by general  principles of equity  regardless of
whether enforceability is considered in a proceeding in equity or at law;

          (c)     No consent,  approval,  order or  authorization  of, or declaration,  filing or registration  with, any  governmental
entity is required to be obtained or made by Assignee in connection  with the  execution,  delivery or  performance by Assignee of this
AAR Agreement, or the consummation by it of the transactions contemplated hereby;

          (d)     There is no action, suit,  proceeding,  investigation or litigation pending or, to Assignee's knowledge,  threatened,
which either in any instance or in the aggregate,  if determined adversely to Assignee,  would adversely affect Assignee's execution or
delivery  of, or the  enforceability  of, this AAR  Agreement,  or the  Assignee's  ability to perform its  obligations  under this AAR
Agreement; and

          (e)     Assignee  assumes for the benefit of each of the  Assignor and the Company all of the rights of the  Purchaser  under
the PWS Agreement with respect to the Assigned Loans.

           3.     Company warrants and represents to, and covenant with, Assignor and Assignee as of the date hereof:

          (a)     Attached hereto as Attachment 2 are true and accurate copies of the  Agreements,  which  agreements are in full force
and effect as of the date hereof and the  provisions  of which have not been waived,  amended or modified in any  respect,  nor has any
notice of termination been given thereunder;

          (b)     Company  is duly  organized,  validly  existing  and in good  standing  under  the  laws of the  jurisdiction  of its
incorporation,  and has all requisite power and authority to service the Assigned Loans and otherwise to perform its obligations  under
the PWS Agreement;

          (c)     Company has full  corporate  power and  authority  to execute,  deliver  and perform its  obligations  under this AAR
Agreement,  and to consummate  the  transactions  set forth herein.  The  consummation  of the  transactions  contemplated  by this AAR
Agreement is in the  ordinary  course of Company's  business  and will not conflict  with,  or result in a breach of, any of the terms,
conditions or provisions of Company's  charter or by-laws or any legal  restriction,  or any material  agreement or instrument to which
Company is now a party or by which it is bound, or result in the violation of any law, rule,  regulation,  order, judgment or decree to
which  Company or its  property  is  subject.  The  execution,  delivery  and  performance  by Company  of this AAR  Agreement  and the
consummation by it of the transactions  contemplated  hereby,  have been duly authorized by all necessary  corporate action on the part
of Company.  This AAR  Agreement  has been duly  executed and  delivered by Company,  and,  upon the due  authorization,  execution and
delivery by Assignor and Assignee,  will constitute the valid and legally binding  obligation of Company,  enforceable  against Company
in accordance with its terms except as enforceability  may be limited by bankruptcy,  reorganization,  insolvency,  moratorium or other
similar laws now or hereafter in effect relating to creditors'  rights  generally,  and by general  principles of equity  regardless of
whether enforceability is considered in a proceeding in equity or at law;

          (d)     No consent,  approval,  order or  authorization  of, or declaration,  filing or registration  with, any  governmental
entity is required to be obtained or made by Company in connection  with the execution,  delivery or performance by Company of this AAR
Agreement, or the consummation by it of the transactions contemplated hereby;

          (e)     The Company  shall  establish  a Custodial  Account and an Escrow  Account  under the PWS  Agreement  in favor of the
Assignee with respect to the Assigned Loans separate from the Custodial  Account and Escrow Account  previously  established  under the
PWS Agreement in favor of Assignor;

          (f)     No event has occurred from the Closing Date to the date hereof which would render the  representations and warranties
as to the related  Assigned  Loans made by the  Company in Sections  3.01 and 3.02 of the PWS  Agreement  to be untrue in any  material
respect; and

          (g)     Neither this AAR  Agreement  nor any  certification,  statement,  report or other  agreement,  document or instrument
furnished or to be furnished by the Company  pursuant to this AAR Agreement  contains or will contain any materially  untrue  statement
of fact or omits or will omit to state a material fact necessary to make the statements contained therein not misleading.

           4.     The Company hereby restates the  representations  and warranties set forth in Section 3.01(p) of the PWS Agreement as
   of the date hereof.

         Notwithstanding  anything to the contrary in the PWS Agreement,  the Company shall (or shall cause any Third-Party  Originator
to) (i) immediately notify Assignor and SAMI II in writing of (A) legal proceedings  pending against the Company,  or proceedings known
to be  contemplated  by  governmental  authorities  against the Company  which in the  judgment of the Company  would be, in each case,
material to purchasers of securities  backed by the Assigned Loans and (B) any  affiliations or  relationships of the type described in
Item 1119(b) of Regulation AB that develop  following the date hereof  between the Company and any of the above listed parties or other
parties  identified  in writing by the  Assignor or SAMI II with  respect to the  Securitization  Transaction  and (ii)  provide to the
Assignor and SAMI II a description of such proceedings, affiliations or relationships.

         Each  notice/update  regarding  Regulation  AB  should  be sent to the  Assignor  by  e-mail  to  regABnotifications@bear.com.
Additionally, all such notifications, other than those pursuant to (i)(A) above, should be sent to:

                           EMC Mortgage Corporation
                           2780 Lake Vista Drive
                           Lewisville, Texas 75067
                           Attention: Conduit Seller Approval Dept.
                           Facsimile: (214) 626-3751
                           Email: sellerapproval@bear.com

                           with copies to:

                           Bear, Stearns & Co. Inc.
                           383 Madison Avenue, 3rd Floor
                           New York, NY  10179
                           Attention:  Global Credit Administration
                           Facsimile:  (212) 272-6564

                           Notifications pursuant to (i)(A) above should be sent to:

                           EMC Mortgage Corporation
                           2780 Lake Vista Drive
                           Lewisville, TX  75067-3884
                           Attention:  Conduit Seller Approval Dept.
                           Facsimile:  (214) 626-3751
                           Email:  sellerapproval@bear.com

                           with a copy to:

                           Bear, Stearns & Co. Inc.
                           383 Madison Avenue, 3rd Floor
                           New York, NY  10179
                           Attention:  Global Credit Administration
                           Facsimile:  (212) 272-6564

           5.     Assignor hereby agrees to indemnify and hold the Assignee (and its successors and assigns)  harmless  against any and
   all claims, losses, penalties,  fines, forfeitures,  legal fees and related costs, judgments, and any other costs, fees and expenses
   that Assignee (and its successors and assigns) may sustain in any way related to any breach of the  representations or warranties of
   Assignor set forth in this AAR Agreement or the breach of any covenant or condition contained herein.

                                                        Recognition of Assignee

           6.     From and after the date hereof,  Company shall recognize  Assignee as owner of the Assigned Loans,  and  acknowledges
   that the Assigned  Loans are intended to be part of a REMIC or multiple  REMICs,  and will service the Assigned  Loans in accordance
   with the PWS Agreement  (as modified by this AAR  Agreement).  It is the  intention of Assignor,  Company and Assignee that this AAR
   Agreement shall be binding upon and for the benefit of the respective successors and assigns of the parties hereto.  Neither Company
   nor Assignor shall amend or agree to amend,  modify,  waive,  or otherwise alter any of the terms or provisions of the PWS Agreement
   which  amendment,  modification,  waiver or other  alteration  would in any way affect the Assigned  Loans without the prior written
   consent of Assignee.

           7.     Notwithstanding  any term hereof to the contrary,  it is expressly  understood  and agreed by the parties hereto that
   (a) the execution and delivery of this AAR Agreement by the Assignee is solely in its capacity as trustee (the  "Trustee")  for Bear
   Stearns ALT-A Trust 2006-4, Mortgage Pass-Through  Certificates,  Series 2006-4 pursuant to the Pooling and Servicing Agreement (the
   "Pooling and Servicing Agreement"),  dated as of June 1, 2006, among SAMI II, the Assignor, the Assignee, Wells Fargo Bank, National
   Association,  as master servicer (the "Master  Servicer") and as securities  administrator,  and not  individually,  (b) each of the
   representations,  undertakings  and  agreements  herein made on behalf of Bear Stearns  ALT-A Trust 2006-4 (the "Trust") is made and
   intended not as personal  representations,  undertakings  and  agreements of the Trustee but is made and intended for the purpose of
   binding only the Trust and (c) under no circumstances  shall the Trustee be personally liable for the payment of any indebtedness or
   expenses  of the  Assignee  or the Trust or be liable  for the  breach or failure of any  obligation,  representation,  warranty  or
   covenant  made or  undertaken  by the  Assignee,  the Assignor or the Trust under this AAR  Agreement or made or  undertaken  by the
   Assignee,  the Assignor or the Trust under the Agreements or the Pooling and Servicing Agreement.  Any recourse against the Assignee
   in respect of any  obligations  it may have under or  pursuant  to the terms of this AAR  Agreement  shall be limited  solely to the
   assets it may hold as trustee for Bear Stearns ALT-A Trust 2006-4, Mortgage Pass-Through Certificates, Series 2006-4.

                                                     Modification of PWS Agreement

           8.     The Company and Assignor hereby amend the PWS Agreement as follows

          (a)     The definition of Business Day is deleted in its entirety and replaced with the following:

                  Business  Day:  Any day other  than:  (i) a  Saturday  or Sunday,  or (ii) a legal  holiday in the States of
                  California,  Illinois,  New York,  Maryland  or  Minnesota,  or (iii) a day on which  banks in the States of
                  Illinois,  New York,  Maryland or Minnesota  are  authorized  or  obligated by law or executive  order to be
                  closed.

          (b)     The definition of Master Servicer is deleted in its entirety and replaced with the following:

                  Master Servicer:  Wells Fargo Bank, National Association.

          (c)     The last paragraph in Section 5.02 is deleted in its entirety and replaced with the following:

                           In addition,  not more than sixty (60) days after the end of each calendar  year,  the Company shall furnish
                  to each Person who was a Purchaser at any time during such calendar year an annual  statement in accordance  with the
                  requirements of applicable  federal income tax law as to the aggregate of remittances  for the applicable  portion of
                  such year.

          (d)     Section 6.04(d) is deleted in its entirety and replaced with the following:

                           Failure  of the  Company  to timely  comply  with  this  Section  6.04  shall be deemed an Event of
                  Default,  automatically,  without notice and without any cure period,  notwithstanding  any provision of the
                  Agreement to the contrary,  unless otherwise agreed to by the Purchaser and the Person signing the Form 10-K
                  as set forth in 6.04(c),  and  Purchaser  may, in addition to whatever  rights the  Purchaser may have under
                  Sections  3.03 and 8.01 and at law or  equity  or to  damages,  including  injunctive  relief  and  specific
                  performance,  terminate all the rights and obligations of the Company under this Agreement and in and to the
                  Mortgage  Loans and the  proceeds  thereof  without  compensating  the Company for the same,  as provided in
                  Section  9.01.  Such  termination  shall  be  considered  with  cause  pursuant  to  Section  10.01  of this
                  Agreement.  This paragraph  shall  supersede any other provision in this Agreement or any other agreement to
                  the contrary.

          (e)     The last paragraph in Section 6.07 is deleted in its entirety and replaced with the following:

                           Failure  of the  Company  to timely  comply  with this  Section  6.07  (including  with  respect to the cure
                  timeframes required in this section) shall be deemed an Event of Default,  automatically,  without notice and without
                  any cure period,  notwithstanding  any provision of the Agreement to the contrary,  unless otherwise agreed to by the
                  Purchaser  and the Person  signing the Form 10-K as  described  herein,  and  Purchaser  may, in addition to whatever
                  rights the Purchaser may have under Sections 3.03 and 8.01 and at law or equity or to damages,  including  injunctive
                  relief and specific performance,  terminate all the rights and obligations of the Company under this Agreement and in
                  and to the Mortgage  Loans and the proceeds  thereof  without  compensating  the Company for the same, as provided in
                  Section 9.01.  Such  termination  shall be considered  with cause pursuant to Section 10.01 of this  Agreement.  This
                  paragraph shall supercede any other provision in this Agreement or any other agreement to the contrary.

                                                             Miscellaneous

           9.     All demands,  notices and  communications  related to the Assigned  Loans,  the PWS  Agreement and this AAR Agreement
   shall be in writing and shall be deemed to have been duly given if  personally  delivered at or mailed by registered  mail,  postage
   prepaid, as follows:

         (a)      In the case of Company:
                  Mid America Bank, fsb
                  2650 Warrenville Road, Suite 500
                  Downers Grove, Illinois 60515
                  Attention:  Theresa Mann
                  Fax:  (630) 799-7964

                  With a copy to:
                  Mid America Bank, fsb
                  2650 Warrenville Road, Suite 500
                  Downers Grove, Illinois 60515
                  Attention:  Ann Ryan
                  Fax:  (630) 799-7964

         (b)      In the case of Assignor:
                  EMC Mortgage Corporation
                  2780 Lake Vista Drive
                  Lewisville, Texas 75067
                  Attention: Conduit Seller Approval Dept.
                  Facsimile: (214) 626-3751
                  Email: sellerapproval@bear.com

         (c)      In the case of Assignee:
                  Citibank, N.A.
                  388 Greenwich Street, 14th Floor
                  New York, New York 10013
                  Attention:  Structured Finance Agency & Trust—BSALTA 2006-4
                  Telecopier No.: (212) 816-5527

         (d)      In the case of Master Servicer:
                  Wells Fargo Bank, National Association
                  9062 Old Annapolis Road
                  Columbia, Maryland 21045
                  Attention: BSALTA 2006-4
                  Telecopier No.: (410) 715-2380

           10.    The Company  hereby  acknowledges  that Wells Fargo  Bank,  National  Association  has been  appointed  as the master
   servicer of the Assigned  Loans  pursuant to the Pooling and  Servicing  Agreement  and  therefor  has the right to enforce  certain
   obligations  of the  Company,  as they  relate  to the  Assigned  Loans,  under  the PWS  Agreement.  The  Company  shall  make  all
   distributions under the PWS Agreement,  as they relate to the Assigned Loans, to the Master Servicer by wire transfer of immediately
   available funds to:

                  Wells Fargo Bank, National Association
                  ABA# 121000248
                  Account Name: SAS Clearing
                  Account # 3970771416
                  FFC to: BSALTA 2006-4, Account # 50927900.

and the Company shall deliver all reports  required to be delivered  under the PWS Agreement,  as they relate to the Assigned Loans, to
the Assignee at the address set forth in Section 8(c) herein and to the Master Servicer at:

                  Wells Fargo Bank, National Association
                  9062 Old Annapolis Road
                  Columbia, Maryland 21045
                  Attention: BSALTA 2006-4

                  A copy of all assessments,  attestations,  reports and certifications  required to be delivered by the Servicer under
   this Agreement and the Servicing  Agreement  shall be delivered to the Master Servicer by the date(s)  specified  herein or therein,
   and where such  documents  are required to be addressed to any party,  such  addressees  shall  include the Master  Servicer and the
   Master Servicer shall be entitled to rely on such documents

           11.    Each  party  will  pay any  commissions  it has  incurred  and the  fees of its  attorneys  in  connection  with  the
   negotiations for, documenting of and closing of the transactions contemplated by this AAR Agreement.

           12.    This AAR  Agreement  shall be  construed  in  accordance  with the laws of the State of New York,  without  regard to
   conflicts of law principles  (other than Section 5-1401 of the New York Obligations  Law), and the obligations,  rights and remedies
   of the parties hereunder shall be determined in accordance with such laws.

           13.    No term or  provision  of this AAR  Agreement  may be waived or modified  unless such  waiver or  modification  is in
   writing and signed by the party against whom such waiver or modification is sought to be enforced.

           14.    This AAR Agreement  shall inure to the benefit of the successors and assigns of the parties  hereto.  Any entity into
   which Assignor,  Assignee or Company may be merged or consolidated shall, without the requirement for any further writing, be deemed
   Assignor, Assignee or Company, respectively, hereunder.

           15.    This AAR Agreement  shall survive the  conveyance of the Assigned  Loans,  the assignment of the PWS Agreement to the
   extent of the Assigned Loans by Assignor to Assignee and the termination of the PWS Agreement.

           16.    This AAR Agreement may be executed  simultaneously  in any number of counterparts.  Each counterpart  shall be deemed
   to be an original and all such counterparts shall constitute one and the same instrument.

           17.    In the event that any provision of this AAR Agreement  conflicts with any provision of the PWS Agreement with respect
   to the Assigned Loans, the terms of this AAR Agreement shall control.




         IN WITNESS WHEREOF, the parties hereto have executed this AAR Agreement as of the day and year first above written.


                                                     EMC MORTGAGE CORPORATION
                                                     Assignor

                                                     By:_________________________________________
                                                     Name:_______________________________________
                                                     Title:______________________________________

                                                     CITIBANK, N.A., as
                                                     Trustee, the Assignee

                                                     By:_________________________________________
                                                     Name:_______________________________________
                                                     Title:______________________________________

                                                     MID AMERICA BANK, FSB,
                                                     Company

                                                     By:_________________________________________
                                                     Name:_______________________________________
                                                     Title:______________________________________


ACKNOWLEDGED AND AGREED:

WELLS FARGO BANK,
NATIONAL ASSOCIATION


By:__________________________________________________
Name:
Title:




                                                             ATTACHMENT 1

                                                        ASSIGNED LOAN SCHEDULE


                                                       (Available upon request)






                                                             ATTACHMENT 2

                                                              AGREEMENTS

                                                       (Available Upon Request)





                                                                                                                    Exhibit I-18

                                           ASSIGNMENT, ASSUMPTION AND RECOGNITION AGREEMENT

         This is an  Assignment,  Assumption and  Recognition  Agreement  (this "AAR  Agreement")  made as of June 30, 2006,  among EMC
Mortgage  Corporation (the "Assignor"),  Citibank,  N.A., not in its individual  capacity but solely as trustee for the holders of Bear
Stearns ALT-A Trust 2006-4,  Mortgage  Pass-Through  Certificates,  Series 2006-4 (the "Assignee"),  PHH Mortgage Corporation (formerly
known as Cendant Mortgage Corporation) (the "Company") and Bishop's Gate Residential Mortgage Trust ("Bishop's Gate").

         Whereas,  pursuant  to the  Recognition  Agreement  dated  as of June 1,  2006  between  the  Assignor  and the  Company  (the
"Recognition  Agreement"),  the Company has agreed to service  certain  residential  mortgage  loans (the  "Assigned  Loans") listed on
Attachment 1 annexed hereto (the "Assigned Loan  Schedule")  for the Assignor as owner of the Assigned  Loans,  in accordance  with the
terms and  conditions of the Mortgage Loan Flow  Purchase,  Sale and Servicing  Agreement,  dated as of April 26, 2001 (the  "Servicing
Agreement") among the Company, Bishop's Gate Residential Mortgage Trust and EMC Mortgage Corporation; and

         In  consideration  of the mutual  promises  contained  herein the parties hereto agree that the Assigned Loans now serviced by
Company for Assignor  and its  successors  and assigns  pursuant to the  Recognition  Agreement  and the  Assignor's  right,  title and
interest to and under the Recognition  Agreement,  shall be subject to the terms of this AAR Agreement.  Capitalized  terms used herein
but not defined shall have the meanings ascribed to them in the Servicing Agreement.

Assignment and Assumption

         1.       Assignor  hereby  grants,  transfers and assigns to Assignee all of the right,  title and interest of Assignor in the
Assigned  Loans and, as they relate to the  Assigned  Loans,  all of its right,  title and  interest  in, to and under the  Recognition
Agreement.  Notwithstanding  anything to the contrary contained herein, the Assignor  specifically  reserves and does not assign to the
Assignee any right,  title and interest in, to or under the  representations  and warranties  contained in Sections 3.01, 3.02 and 3.03
of the Servicing  Agreement and the Assignor is retaining the right to enforce the  representations  and  warranties set forth in those
sections against the Company.  Assignor  specifically  reserves and does not assign to Assignee any right, title and interest in, to or
under any Mortgage Loans subject to the Recognition Agreement other than those set forth on Attachment 1.

Representations, Warranties and Covenants

         2.       Assignor warrants and represents to Assignee and Company as of the date hereof:

                  (a)      Attached  hereto as Attachment 2 is a true and accurate copy of the Recognition  Agreement,  which agreement
                           is in full force and effect as of the date hereof and the provisions of which have not been waived,  amended
                           or modified in any respect, nor has any notice of termination been given thereunder;

                  (b)      Assignor was the lawful owner of the Assigned  Loans with full right to transfer the Assigned  Loans and any
                           and all of its  interests,  rights and  obligations  under the  Recognition  Agreement as they relate to the
                           Assigned  Loans,  free and clear from any and all  claims and  encumbrances;  and upon the  transfer  of the
                           Assigned  Loans to  Assignee  as  contemplated  herein,  Assignee  shall  have good  title to each and every
                           Assigned Loan, as well as any and all of Assignee's interests,  rights and obligations under the Recognition
                           Agreement  as  they  relate  to the  Assigned  Loans,  free  and  clear  of any and all  liens,  claims  and
                           encumbrances;

                  (c)      There are no offsets,  counterclaims  or other  defenses  available  to Company with respect to the Assigned
                           Loans or the Recognition Agreement;

                  (d)      Assignor has no knowledge of, and has not received  notice of, any waivers under,  or any  modification  of,
                           any Assigned Loan;

                  (e)      Assignor is duly organized,  validly existing and in good standing under the laws of the jurisdiction of its
                           incorporation, and has all requisite power and authority to acquire, own and sell the Assigned Loans;

                  (f)      Assignor has full corporate power and authority to execute,  deliver and perform its obligations  under this
                           AAR Agreement,  and to consummate the  transactions  set forth herein.  The consummation of the transactions
                           contemplated  by this AAR Agreement is in the ordinary  course of Assignor's  business and will not conflict
                           with, or result in a breach of, any of the terms,  conditions or provisions of Assignor's charter or by-laws
                           or any legal  restriction,  or any material  agreement or instrument to which  Assignor is now a party or by
                           which it is bound,  or result in the violation of any law, rule,  regulation,  order,  judgment or decree to
                           which Assignor or its property is subject.  The execution,  delivery and performance by Assignor of this AAR
                           Agreement and the consummation by it of the transactions  contemplated  hereby, have been duly authorized by
                           all  necessary  corporate  action  on part of  Assignor.  This AAR  Agreement  has been  duly  executed  and
                           delivered by Assignor and, upon the due authorization,  execution and delivery by Assignee and Company, will
                           constitute the valid and legally binding obligation of Assignor  enforceable  against Assignor in accordance
                           with  its  terms  except  as  enforceability  may be  limited  by  bankruptcy,  reorganization,  insolvency,
                           moratorium or other similar laws now or hereafter in effect relating to creditors' rights generally,  and by
                           general  principles of equity  regardless of whether  enforceability is considered in a proceeding in equity
                           or at law;

                  (g)      No  consent,  approval,  order or  authorization  of, or  declaration,  filing  or  registration  with,  any
                           governmental  entity is  required to be obtained  or made by  Assignor  in  connection  with the  execution,
                           delivery or performance by Assignor of this AAR Agreement,  or the  consummation  by it of the  transactions
                           contemplated  hereby.  Neither Assignor nor anyone acting on its behalf has offered,  transferred,  pledged,
                           sold or otherwise  disposed of the Assigned  Loans or any interest in the Assigned  Loans,  or solicited any
                           offer to buy or accept a transfer,  pledge or other  disposition of the Assigned  Loans,  or any interest in
                           the Assigned  Loans or otherwise  approached  or  negotiated  with  respect to the  Assigned  Loans,  or any
                           interest in the Assigned Loans with any Person in any manner,  or made any general  solicitation by means of
                           general  advertising or in any other manner, or taken any other action which would constitute a distribution
                           of the Assigned  Loans under the  Securities  Act of 1933, as amended (the "1933 Act") or which would render
                           the  disposition  of the  Assigned  Loans a violation  of Section 5 of the 1933 Act or require  registration
                           pursuant thereto;

                  (h)      Assignor has received from Company,  and has delivered to Assignee,  all documents  required to be delivered
                           to Assignor by Company prior to the date hereof  pursuant to the  Recognition  Agreement with respect to the
                           Assigned Loans and has not received, and has not requested from Company, any additional documents; and

         3.       Assignee warrants and represents to, and covenants with, Assignor and Company as of the date hereof:

                  (a)      Assignee is duly organized,  validly existing and in good standing under the laws of the jurisdiction of its
                           organization  and has all requisite  power and authority to hold the Assigned Loans on behalf of the holders
                           of Bear Stearns ALT-A Trust, Mortgage Pass-Through Certificates. Series 2006-4;

                  (b)      Assignee has full corporate power and authority to execute,  deliver and perform its obligations  under this
                           AAR Agreement,  and to consummate the  transactions  set forth herein.  The consummation of the transactions
                           contemplated  by this AAR Agreement is in the ordinary  course of Assignee's  business and will not conflict
                           with, or result in a breach of, any of the terms,  conditions or provisions of Assignee's charter or by-laws
                           or any legal  restriction,  or any material  agreement or instrument to which  Assignee is now a party or by
                           which it is bound,  or result in the violation of any law, rule,  regulation,  order,  judgment or decree to
                           which Assignee or its property is subject.  The execution,  delivery and performance by Assignee of this AAR
                           Agreement and the consummation by it of the transactions  contemplated  hereby, have been duly authorized by
                           all  necessary  corporate  action  on part of  Assignee.  This AAR  Agreement  has been  duly  executed  and
                           delivered by Assignee and, upon the due authorization,  execution and delivery by Assignor and Company, will
                           constitute the valid and legally binding obligation of Assignee  enforceable  against Assignee in accordance
                           with  its  terms  except  as  enforceability  may be  limited  by  bankruptcy,  reorganization,  insolvency,
                           moratorium or other similar laws now or hereafter in effect relating to creditors' rights generally,  and by
                           general  principles of equity  regardless of whether  enforceability is considered in a proceeding in equity
                           or at law;

                  (c)      No  consent,  approval,  order or  authorization  of, or  declaration,  filing  or  registration  with,  any
                           governmental  entity is  required to be obtained  or made by  Assignee  in  connection  with the  execution,
                           delivery or performance by Assignee of this AAR Agreement,  or the  consummation  by it of the  transactions
                           contemplated hereby; and

                  (d)      The  Assignee  assumes  for the  benefit  of each of  Assignor  and  Company  all of  Assignor's  rights  as
                           "Purchaser" thereunder but solely with respect to such Assigned Loans.

         4.       Company warrants and represents to, and covenant with, Assignor and Assignee as of the date hereof:

                  (a)      Attached  hereto as Attachment 2 is a true and accurate copy of the Recognition  Agreement,  which agreement
                           is in full force and effect as of the date hereof and the provisions of which have not been waived,  amended
                           or modified in any respect, nor has any notice of termination been given thereunder;

                  (b)      Company is duly organized,  validly  existing and in good standing under the laws of the jurisdiction of its
                           incorporation,  and has all  requisite  power and  authority to service the Assigned  Loans and otherwise to
                           perform its obligations under the Recognition Agreement;

                  (c)      Company has full corporate power and authority to execute,  deliver and perform its  obligations  under this
                           AAR Agreement,  and to consummate the  transactions  set forth herein.  The consummation of the transactions
                           contemplated  by this AAR  Agreement is in the ordinary  course of Company's  business and will not conflict
                           with, or result in a breach of, any of the terms,  conditions or provisions of Company's  charter or by-laws
                           or any legal  restriction,  or any material  agreement or  instrument  to which Company is now a party or by
                           which it is bound,  or result in the violation of any law, rule,  regulation,  order,  judgment or decree to
                           which Company or its property is subject.  The  execution,  delivery and  performance by Company of this AAR
                           Agreement and the consummation by it of the transactions  contemplated  hereby, have been duly authorized by
                           all necessary  corporate action on part of Company.  This AAR Agreement has been duly executed and delivered
                           by  Company,  and,  upon the due  authorization,  execution  and  delivery by Assignor  and  Assignee,  will
                           constitute the valid and legally binding  obligation of Company,  enforceable  against Company in accordance
                           with  its  terms  except  as  enforceability  may be  limited  by  bankruptcy,  reorganization,  insolvency,
                           moratorium or other similar laws now or hereafter in effect relating to creditors' rights generally,  and by
                           general  principles of equity  regardless of whether  enforceability is considered in a proceeding in equity
                           or at law;

                  (d)      No  consent,  approval,  order or  authorization  of, or  declaration,  filing  or  registration  with,  any
                           governmental  entity is  required  to be  obtained  or made by Company  in  connection  with the  execution,
                           delivery or performance  by Company of this AAR Agreement,  or the  consummation  by it of the  transactions
                           contemplated hereby;

                  (e)      Company shall establish a Custodial  Account and an Escrow Account under the Recognition  Agreement in favor
                           of Assignee  with respect to the Assigned  Loans  separate  from the  Custodial  Account and Escrow  Account
                           previously established under the Recognition Agreement in favor of Assignor; and

                  (f)      No event has occurred  from the Closing Date to the date hereof which would render the  representations  and
                           warranties  as to the  related  Assigned  Loans made by Company in Sections  3.01 and 3.02 of the  Servicing
                           Agreement to be untrue in any material respect.

         5.       Assignor hereby agrees to indemnify and hold the Assignee (and its successors and assigns)  harmless  against any and
all claims, losses,  penalties,  fines,  forfeitures,  legal fees and related costs, judgments,  and any other costs, fees and expenses
that Assignee (and its  successors  and assigns) may sustain in any way related to any breach of the  representations  or warranties of
Assignor set forth in this AAR Agreement or the breach of any covenant or condition contained herein.

Recognition of Assignee

         6.       From and after the date hereof,  Company shall recognize  Assignee as owner of the Assigned Loans,  and  acknowledges
that the Assigned  Loans will be part of a REMIC,  and will service the Assigned Loans in accordance  with the Servicing  Agreement but
in no event in a manner  that would (i) cause any REMIC to fail to qualify as a REMIC or (ii)  result in the  imposition  of a tax upon
any REMIC  (including but not limited to the tax on prohibited  transactions  as defined in Section  860F(a)(2) of the Code and the tax
on  contributions  to a REMIC set forth in Section  860G(d) of the Code).  It is the  intention of Assignor,  Company and Assignee that
this AAR Agreement shall be binding upon and for the benefit of the respective  successors and assigns of the parties  hereto.  Neither
Company  nor  Assignor  shall  amend or agree to amend,  modify,  waiver,  or  otherwise  alter any of the terms or  provisions  of the
Recognition  Agreement or the Servicing  Agreement which  amendment,  modification,  waiver or other alteration would in any way affect
the Assigned Loans without the prior written consent of Assignee.

         7.       Notwithstanding  any term hereof to the contrary,  it is expressly  understood  and agreed by the parties hereto that
(a) the  execution  and delivery of this AAR  Agreement by the Assignee is solely in its capacity as trustee (the  "Trustee")  for Bear
Stearns ALT-A Trust 2006-4,  Mortgage  Pass-Through  Certificates,  Series 2006-4 pursuant to the Pooling and Servicing  Agreement (the
"Pooling and Servicing  Agreement"),  dated as of June 1, 2006, among  Structured  Asset Mortgage  Investments II Inc. ("SAMI II"), the
Assignor,  the  Assignee,  Wells Fargo Bank,  National  Association,  as master  servicer  (the "Master  Servicer")  and as  securities
administrator,  and not  individually,  (b) each of the  representations,  undertakings  and  agreements  herein made on behalf of Bear
Stearns  ALT-A Trust 2006-4 (the  "Trust") is made and intended not as personal  representations,  undertakings  and  agreements of the
Trustee  but is made and  intended  for the  purpose  of binding  only the Trust and (c) under no  circumstances  shall the  Trustee be
personally  liable for the payment of any  indebtedness or expenses of the Assignee or the Trust or be liable for the breach or failure
of any obligation,  representation,  warranty or covenant made or undertaken by the Assignee,  the Assignor or the Trust under this AAR
Agreement  or made or  undertaken  by the  Assignee,  the  Assignor or the Trust  under the  Agreements  or the  Pooling and  Servicing
Agreement.  Any  recourse  against the  Assignee in respect of any  obligations  it may have under or pursuant to the terms of this AAR
Agreement  shall be limited  solely to the assets it may hold as trustee for Bear Stearns  ALT-A Trust  2006-4,  Mortgage  Pass-Through
Certificates, Series 2006-4.

Miscellaneous

         8.       All demands,  notices and  communications  related to the Assigned  Loans,  the  Recognition  Agreement  and this AAR
Agreement  shall be in writing and shall be deemed to have been duly given if  personally  delivered at or mailed by  registered  mail,
postage prepaid, as follows:
                  (a)      In the case of Company,

                PHH Mortgage Corporation (formerly known as Cendant Mortgage Corporation)
                3000 Leadenhall Road
                Mail Stop: SVMP
                Mt. Laurel, New Jersey 08054
                Attention: Jack Webb
                Telecopier No.: (856) 917-8321

                  (b)      In the case of Bishop's Gate,

                Bishop's Gate Residential Mortgage Trust
                3000 Leadenhall Road
                Mail Stop: SVMP
                Mt. Laurel, New Jersey 08054
                Attention: Jack Webb
                Telecopier No.: (856) 917-8321

                  (c)      In the case of Assignor,

                EMC Mortgage Corporation
                2780 Lake Vista Drive
                Lewisville, Texas 75067
                Attention: Conduit Seller Approval Dept.
                Facsimile: (214) 626-3751
                Email: sellerapproval@bear.com

                  (d)      In the case of the Securities Administrator,

                Wells Fargo Bank, National Association
                9062 Old Annapolis Road
                Columbia, Maryland 21045
                Attention: Client Manager, BSALTA 2006-4 Telecopier No.: (410) 715-2380

                  (e)      In the case of Assignee,

                  Citibank, N.A.
                  388 Greenwich Street, 14th Floor
                  New York, New York 10013
                  Attention:  Structured Finance Agency & Trust —BSALTA 2006-4
                  Telecopier No.: (212) 816-5527

         9.       Each party will pay any  commissions  it has incurred and the Assignor  shall pay the fees of its  attorneys  and the
reasonable fees of the attorneys of the Assignee and the Company in connection with the  negotiations  for,  documenting of and closing
of the transactions contemplated by this AAR Agreement.

         10.      This AAR  Agreement  shall be  construed  in  accordance  with the laws of the State of New York,  without  regard to
conflicts of law principles,  and the obligations,  rights and remedies of the parties hereunder shall be determined in accordance with
such laws.

         11.      No term or  provision  of this AAR  Agreement  may be waived or modified  unless such  waiver or  modification  is in
writing and signed by the party against whom such waiver or modification is sought to be enforced.

         12.      This AAR Agreement  shall inure to the benefit of the successors and assigns of the parties  hereto.  Any entity into
which Assignor,  Assignee or Company may be merged or consolidated  shall,  without the requirement for any further writing,  be deemed
Assignor, Assignee or Company, respectively, hereunder.

         13.      This AAR Agreement  shall survive the conveyance of the Assigned Loans,  the assignment of the Recognition  Agreement
to the extent of the Assigned Loans by Assignor to Assignee and the termination of the Recognition Agreement.

         14.      This AAR Agreement may be executed simultaneously in any number of counterparts.  Each counterpart shall be deemed to
be an original and all such counterparts shall constitute one and the same instrument.

         15.      In the event that any provision of this AAR Agreement conflicts with any provision of the Recognition  Agreement with
respect to the Assigned Loans, the terms of this AAR Agreement shall control.

         16.      The Company  hereby  acknowledges  that Wells Fargo  Bank,  National  Association  has been  appointed  as the master
servicer of the Mortgage  Loans  pursuant to the Pooling and Servicing  Agreement,  dated as of June 1, 2006,  among  Structured  Asset
Mortgage  Investments  II Inc., the Assignor,  Wells Fargo Bank,  National  Association  and the Assignee and therefor has the right to
enforce  all  obligations  of the  Company  under the  Recognition  Agreement.  The  Company  shall  make all  distributions  under the
Recognition Agreement to the Master Servicer by wire transfer of immediately available funds to:

                  Wells Fargo Bank, National Association
                  ABA# 121000248
                  Account Name: SAS Clearing
                  Account # 3970771416
                  For Further Credit to: BSALTA 2006-4, Account # 50927900.

  and the Company shall deliver all reports  required to be delivered  under the  Recognition  Agreement to the Assignee at the address
  set forth in Section 8 herein and to the Master Servicer at:

                  Wells Fargo Bank, National Association
                  9062 Old Annapolis Road
                  Columbia, Maryland 21045
                  Attention: BSALTA 2006-4
                  Telecopier No.: (410) 715-2380




         IN WITNESS WHEREOF, the parties hereto have executed this AAR Agreement as of the day and year first above written.


EMC MORTGAGE CORPORATION
Assignor


By:__________________________________________________
Name:
Title:

CITIBANK, N.A.
AS TRUSTEE
Assignee


By:__________________________________________________
Name:
Title:


PHH MORTGAGE CORPORATION
Company


By:__________________________________________________
Name:
Title:

BISHOP'S GATE RESIDENTIAL MORTGAGE TRUST
By:      PHH Mortgage Corporation, as Administrator


By:__________________________________________________
Name:
Title:

ACKNOWLEDGED:

WELLS FARGO BANK,
NATIONAL ASSOCIATION


By:__________________________________________________
Name:
Title:





                                                             ATTACHMENT I

                                                        ASSIGNED LOAN SCHEDULE




                                                             ATTACHMENT 2



                                                         RECOGNITION AGREEMENT

                                                        (Provided upon request)




                                                                                                                   Exhibit I-19

                                           ASSIGNMENT, ASSUMPTION AND RECOGNITION AGREEMENT

         This  Assignment,  Assumption and  Recognition  Agreement  (the "AAR  Agreement") is made and entered into as of June 30, 2006
(the "Closing Date"),  among EMC Mortgage  Corporation (the "Assignor"),  Citibank,  N.A., not in its individual capacity but solely as
trustee for the holders of Bear Stearns  ALT-A Trust,  Mortgage  Pass-Through  Certificates,  Series 2006-4 (the  "Assignee")  and U.S.
Bank, NA (the "Company").

         Whereas,  the Company has agreed to service certain  residential  mortgage loans (the "Assigned Loans") listed on Attachment 1
annexed  hereto (the  "Assigned  Loan  Schedule")  for the Assignor as owner of the Assigned  Loans,  in accordance  with the terms and
conditions of that certain Purchase,  Warranties and Servicing  Agreement,  dated as of March 1, 2003, as amended by Amendment No. 1 to
the Purchase,  Warranties and Servicing  Agreement,  dated as of January 1, 2006, between the Assignor and the Company (as amended, the
"PWS Agreement") and pursuant to which the Company agreed to service the Assigned Loans.

         In consideration of the mutual promises and agreements  contained herein, and for other good and valuable  consideration,  the
receipt and  sufficiency  of which are hereby  acknowledged,  the parties  hereto agree that the Assigned Loans shall be subject to the
terms of this AAR Agreement.  Any capitalized  term used and not otherwise  defined herein shall have the meaning assigned to such term
in the PWS Agreement:

Assignment and Assumption

         1.       Except as expressly  provided for herein,  the Assignor  hereby grants,  transfers and assigns to the Assignee all of
its right,  title and  interest as in, to and under (a) the  Assigned  Loans and (b) as they relate to the  Assigned  Loans and the PWS
Agreement.  Notwithstanding  anything to the  contrary  contained  herein,  the  Assignor is not  assigning  to the Assignee any of its
right,  title and interest,  to and under the PWS  Agreement  with respect to any other  mortgage  loan other than the Assigned  Loans.
Except as is otherwise  expressly provided herein, the Assignor makes no  representations,  warranties or covenants to the Assignee and
the Assignee  acknowledges  that the  Assignor has no  obligations  to the Assignee  under the terms of the PWS  Agreement or otherwise
relating  to the  transaction  contemplated  herein  (including,  but not  limited  to, any  obligation  to  indemnify  the  Assignee).
Notwithstanding  anything to the contrary contained herein, the Assignor  specifically reserves and does not assign to the Assignee any
right, title and interest in, to or under the  representations  and warranties  contained in Section Section 3.02 of the PWS Agreement,
and the Assignor is retaining the right to enforce such representations and warranties pursuant to Section 3.03 of the PWS Agreement.

         Assignor  acknowledges and agrees that upon execution of this Agreement,  the Assignee shall become the "Purchaser"  under the
PWS  Agreement,  and subject to the  preceding  paragraph,  all  representations,  warranties  and  covenants  by the  "Company" to the
"Purchaser" under the PWS Agreement including, but not limited to, the rights to receive  indemnification,  shall accrue to Assignee by
virtue of this Agreement.

Representations, Warranties and Covenants

         2.       Assignor warrants and represents to, and covenants with, Assignee and Company as of the date hereof that:

                  a.  Attached  hereto as  Attachment  2 is a true and correct  copy of the PWS  Agreement,  which is in full force and
                      effect as of the date  hereof and the  provisions  of which have not been  waived,  amended  or  modified  in any
                      respect, nor has any notice of termination been given thereunder;

                  b.  Assignor was the lawful owner of the  Assigned  Loans with full right to transfer the Assigned  Loans and any and
                      all of its interests,  rights and obligations  under the PWS Agreement as they relate to the Assigned Loans, free
                      and clear from any and all claims and  encumbrances;  and upon the transfer of the Assigned  Loans to Assignee as
                      contemplated  herein and in the Mortgage Loan Purchase  Agreement  dated as of June 30, 2006 between the Assignor
                      and Structured Asset Mortgage  Investments II Inc. ("SAMI II"),  Assignee shall have good title to each and every
                      Assigned Loan, as well as any and all of Assignee's  interests,  rights and  obligations  under the PWS Agreement
                      as they relate to the Assigned Loans, free and clear of any and all liens, claims and encumbrances;

                  c.  There are no offsets,  counterclaims  or other  defenses  available  to the Company  with respect to the Assigned
                      Loans or the PWS Agreement;

                  d.  Assignor has no knowledge of, and has not received  notice of, any waivers  under,  or any  modification  of, any
                      Assigned Loan;

                  e.  Assignor is duly  organized,  validly  existing and in good standing  under the laws of the  jurisdiction  of its
                      incorporation, and has all requisite power and authority to acquire, own and sell the Assigned Loans;

                  f.  Assignor has full corporate power and authority to execute,  deliver and perform its  obligations  under this AAR
                      Agreement,  and  to  consummate  the  transactions  set  forth  herein.  The  consummation  of  the  transactions
                      contemplated by this AAR Agreement is in the ordinary  course of Assignor's  business and will not conflict with,
                      or result in a breach of, any of the terms,  conditions or  provisions  of  Assignor's  charter or by-laws or any
                      legal  restriction,  or any material  agreement or instrument to which  Assignor is now a party or by which it is
                      bound, or result in the violation of any law, rule,  regulation,  order,  judgment or decree to which Assignor or
                      its property is subject.  The  execution,  delivery and  performance  by Assignor of this AAR  Agreement  and the
                      consummation  by it of the  transactions  contemplated  hereby,  have  been  duly  authorized  by  all  necessary
                      corporate  action on part of Assignor.  This AAR  Agreement has been duly executed and delivered by Assignor and,
                      upon the due  authorization,  execution  and delivery by Assignee and the parties  hereto,  will  constitute  the
                      valid and legally  binding  obligation of Assignor  enforceable  against  Assignor in  accordance  with its terms
                      except as enforceability may be limited by bankruptcy,  reorganization,  insolvency,  moratorium or other similar
                      laws now or hereafter in effect  relating to creditors'  rights  generally,  and by general  principles of equity
                      regardless of whether enforceability is considered in a proceeding in equity or at law; and

                  g.  No consent,  approval,  order or authorization of, or declaration,  filing or registration with, any governmental
                      entity is required to be obtained or made by Assignor in connection  with the execution,  delivery or performance
                      by Assignor of this AAR Agreement,  or the consummation by it of the transactions  contemplated  hereby.  Neither
                      Assignor nor anyone acting on its behalf has offered,  transferred,  pledged,  sold or otherwise  disposed of the
                      Assigned  Loans or any  interest  in the  Assigned  Loans,  or  solicited  any offer to buy or accept a transfer,
                      pledge  or other  disposition  of the  Assigned  Loans,  or any  interest  in the  Assigned  Loans  or  otherwise
                      approached  or  negotiated  with respect to the Assigned  Loans,  or any interest in the Assigned  Loans with any
                      Person in any manner,  or made any general  solicitation by means of general  advertising or in any other manner,
                      or taken any other action which would  constitute a  distribution  of the Assigned Loans under the Securities Act
                      of 1933, as amended (the "1933 Act") or which would render the  disposition  of the Assigned Loans a violation of
                      Section 5 of the 1933 Act or require registration pursuant thereto.

         3.       The Assignee warrants and represents to, and covenants with, the Assignor and the Company as of the date hereof that:

                  a.  Assignee is duly  organized,  validly  existing and in good standing  under the laws of the  jurisdiction  of its
                      organization and has all requisite power and authority to acquire, own and purchase the Assigned Loans;

                  b.  Assignee has full corporate power and authority to execute,  deliver and perform its  obligations  under this AAR
                      Agreement,  and  to  consummate  the  transactions  set  forth  herein.  The  consummation  of  the  transactions
                      contemplated by this AAR Agreement is in the ordinary  course of Assignee's  business and will not conflict with,
                      or result in a breach of, any of the terms,  conditions or  provisions  of  Assignee's  charter or by-laws or any
                      legal  restriction,  or any material  agreement or instrument to which  Assignee is now a party or by which it is
                      bound, or result in the violation of any law, rule,  regulation,  order,  judgment or decree to which Assignee or
                      its property is subject.  The  execution,  delivery and  performance  by Assignee of this AAR  Agreement  and the
                      consummation  by it of the  transactions  contemplated  hereby,  have  been  duly  authorized  by  all  necessary
                      corporate  action on part of Assignee.  This AAR  Agreement has been duly executed and delivered by Assignee and,
                      upon the due  authorization,  execution  and delivery by Assignor and the parties  hereto,  will  constitute  the
                      valid and legally  binding  obligation of Assignee  enforceable  against  Assignee in  accordance  with its terms
                      except as enforceability may be limited by bankruptcy,  reorganization,  insolvency,  moratorium or other similar
                      laws now or hereafter in effect  relating to creditors'  rights  generally,  and by general  principles of equity
                      regardless of whether enforceability is considered in a proceeding in equity or at law;

                  c.  No consent,  approval,  order or authorization of, or declaration,  filing or registration with, any governmental
                      entity is required to be obtained or made by Assignee in connection  with the execution,  delivery or performance
                      by Assignee of this AAR Agreement, or the consummation by it of the transactions contemplated hereby; and

                  d.  From and after the date  hereof,  Assignee  assumes  for the  benefit of each of  Assignor  and  Company,  all of
                      Assignor's rights as "Purchaser" under the PWS Agreement but solely with respect to such Assigned Loans.

         4.       Company warrants and represents to, and covenants with, Assignee and Assignor, as of the date hereof, that:

                  a.  Attached  hereto as  Attachment  2 is a true and correct  copy of the PWS  Agreement,  which is in full force and
                      effect as of the date  hereof and the  provisions  of which have not been  waived,  amended  or  modified  in any
                      respect, nor has any notice of termination been given thereunder;

                  b.  Company is duly  organized,  validly  existing and in good  standing  under the laws of the  jurisdiction  of its
                      incorporation,  and has all requisite  power and authority to service the Assigned Loans and otherwise to perform
                      its obligations under the PWS Agreement;

                  c.  Company has full corporate  power and authority to execute,  deliver and perform its  obligations  under this AAR
                      Agreement,  and  to  consummate  the  transactions  set  forth  herein.  The  consummation  of  the  transactions
                      contemplated  by this AAR Agreement is in the ordinary  course of Company's  business and will not conflict with,
                      or result in a breach of, any of the terms,  conditions  or  provisions  of  Company's  charter or by-laws or any
                      legal  restriction,  or any material  agreement or  instrument  to which Company is now a party or by which it is
                      bound,  or result in the violation of any law, rule,  regulation,  order,  judgment or decree to which Company or
                      its  property is subject.  The  execution,  delivery and  performance  by Company of this AAR  Agreement  and the
                      consummation  by it of the  transactions  contemplated  hereby,  have  been  duly  authorized  by  all  necessary
                      corporate  action on part of Company.  This AAR Agreement  has been duly executed and delivered by Company,  and,
                      upon the due  authorization,  execution  and delivery by Assignor and  Assignee,  will  constitute  the valid and
                      legally  binding  obligation  of Company,  enforceable  against  Company in  accordance  with its terms except as
                      enforceability  may be limited by bankruptcy,  reorganization,  insolvency,  moratorium or other similar laws now
                      or hereafter in effect relating to creditors'  rights generally,  and by general  principles of equity regardless
                      of whether enforceability is considered in a proceeding in equity or at law;

                  d.  No consent,  approval,  order or authorization of, or declaration,  filing or registration with, any governmental
                      entity is required to be obtained or made by Company in connection  with the  execution,  delivery or performance
                      by Company of this AAR Agreement, or the consummation by it of the transactions contemplated hereby;

                  e.  Company shall  establish a Custodial  Account and an Escrow  Account under the PWS Agreement in favor of Assignee
                      with  respect  to the  Assigned  Loans  separate  from  the  Custodial  Account  and  Escrow  Account  previously
                      established under the PWS Agreement in favor of Assignor; and

                  f.  Pursuant to Section 11.18 of the PWS Agreement,  the Company hereby restates the  representations  and warranties
                      set forth in Article III of the PWS Agreement with respect to the Company and the Assigned Loans.

                  g.  Neither this AAR Agreement nor any certification,  statement,  report or other agreement,  document or instrument
                      furnished  or to be  furnished  by the  Company  pursuant  to this AAR  Agreement  contains  or will  contain any
                      materially  untrue  statement  of fact or omits or will  omit to state a fact  necessary  to make the  statements
                      contained therein not misleading.

         5.       Assignor hereby agrees to indemnify and hold the Assignee (and its successors and assigns)  harmless  against any and
all claims, losses,  penalties,  fines,  forfeitures,  legal fees and related costs, judgments,  and any other costs, fees and expenses
that Assignee (and its  successors  and assigns) may sustain in any way related to any breach of the  representations  or warranties of
Assignor set forth in this AAR Agreement or the breach of any covenant or condition contained herein.

Recognition of Assignee

         6.       From and after the date hereof,  Company shall recognize  Assignee as owner of the Assigned Loans,  and  acknowledges
that the Assigned  Loans will be part of a REMIC,  and will service the Assigned  Loans in  accordance  with the PWS Agreement and this
AAR  Agreement  but in no event in a manner  that  would  (i)  cause  any  REMIC to fail to  qualify  as a REMIC or (ii)  result in the
imposition of a tax upon any REMIC  (including but not limited to the tax on prohibited  transactions as defined in Section  860F(a)(2)
of the Code and the tax on  contributions  to a REMIC set forth in Section  860G(d)  of the Code).  It is the  intention  of  Assignor,
Company and Assignee  that this AAR Agreement  shall be binding upon and for the benefit of the  respective  successors  and assigns of
the parties hereto.  Neither Company nor Assignor shall amend or agree to amend,  modify,  waiver,  or otherwise alter any of the terms
or provisions of the PWS Agreement  which  amendment,  modification,  waiver or other  alteration  would in any way affect the Assigned
Loans without the prior written consent of Assignee.

         7.       Notwithstanding  any term hereof to the contrary,  it is expressly  understood  and agreed by the parties hereto that
(i) this AAR Agreement is  acknowledged  and accepted by the Assignee not  individually  or  personally  but solely as Assignee for the
Trust in the exercise of the powers and authority  conferred and vested in it under the Pooling and Servicing  Agreement  (the "Pooling
and Servicing  Agreement"),  dated as of June 1, 2006, among Structured Asset Mortgage Investments II Inc., the Assignor, the Assignee,
and Wells Fargo Bank, National Association,  as master servicer (the "Master Servicer") and as securities  administrator,  (ii) each of
the  representations,  undertakings  and  agreements  herein  made  on  behalf  of the  Trust  is made  and  intended  not as  personal
representations,  undertakings  and  agreements  of the Assignee but is made and intended for the purpose of binding only the Trust and
(iii) under no  circumstances  shall the Assignee be personally  liable for the payment of any indebtedness or expenses of the Assignee
or the Trust or be liable for the breach or failure of any obligation,  representation,  warranty or covenant made or undertaken by the
Assignee,  the  Assignor or the Trust  under the PWS  Agreement  or the  Pooling and  Servicing  Agreement.  Any  recourse  against the
Assignee in respect of any  obligations  it may have under or pursuant to the terms of this AAR  Agreement  shall be limited  solely to
the assets it may hold as trustee of Bear Stearns ALT-A Trust 2006-4, Mortgage Pass-Through Certificates, Series 2006-4.

Modification of Servicing Agreement

         8.       The Company and Assignor hereby amend the Servicing Agreement as follows:

         (a)      The following definitions are added to Article I of the Servicing Agreement:

                  Assignee:  Citibank,  N.A.,  as trustee for the holders of Bear  Stearns  ALT-A  Trust,  Mortgage  Pass-Through
         Certificates, Series 2006-4.

                  Master  Servicer:  Wells  Fargo  Bank,  National  Association,  or its  successors  in  interest  who  meet the
         qualifications of the Pooling and Servicing Agreement and this Agreement.

                  Pooling and  Servicing  Agreement:  That certain  pooling and  servicing  agreement,  dated as of June 1, 2006,
         among Structured Asset Mortgage Investments II Inc., the Trustee, the Master Servicer and the Owner.

                  Trustee:  Citibank,  N.A., or its successor in interest,  or any successor trustee appointed as provided in the
         Pooling and Servicing Agreement.

         (b)      The definition of Eligible  Institution in Section 1.01 of the Servicing  Agreement is hereby  modified by adding the
following proviso at the end of clause (i):

         "; provided,  however,  that U.S. Bank, N.A. shall be considered an Eligible  Institution only if it maintains the same rating
assigned to it as of the date hereof."

         (c)      Section  11.18 of the PWS  Agreement  is  hereby  amended  by  deleting  the  indemnification  provided  therein  and
substituting the following provisions in lieu thereof:

         "Company  shall  indemnify and hold  harmless the  Assignor,  each  affiliate of the  Assignor,  SAMI II, the Assignee,  Bear,
Stearns & Co. Inc. (the  "Underwriter") and each affiliate of the Underwriter,  each Person (including,  but not limited to, the Master
Servicer)  responsible  for the  preparation,  execution  or filing of any  report  required  to be filed with the  Commission,  or for
execution  of a  certification  pursuant to Rule  13a-14(d) or Rule  15d-14(d)  under the  Exchange  Act,  each Person who controls the
Assignor,  SAMI II, the  Assignee or the  Underwriter  (within the  meaning of Section 15 of the  Securities  Act and Section 20 of the
Exchange Act); and the respective  present and former directors,  officers,  employees,  agents and affiliates of each of the foregoing
(each, an "Indemnified Party"), and shall hold each of them harmless from and against any claims, losses,  damages,  penalties,  fines,
forfeitures,  legal fees and expenses  and related  costs,  judgments,  and any other  costs,  fees and  expenses  that any of them may
sustain arising out of or based upon:

         (i) (A)  any  untrue  statement  of a  material  fact  contained  or  alleged  to be  contained  in any  information,  report,
certification,  data,  accountants' letter or other material provided under Sections 6.04, 6.07, 11.18 or 11.19 of the PWS Agreement by
the Company or by another  third-party at the direction of the Company,  or provided under Sections 6.04,  6.07,  11.18 or 11.19 of the
PWS  Agreement  by or at the  direction  of any  Subservicer,  Subcontractor  or  Third-Party  Originator  (collectively,  the "Company
Information"),  or (B) the omission or alleged  omission to state in the Company  Information  a material fact required to be stated in
the Company  Information or necessary in order to make the statements  therein, in the light of the circumstances under which they were
made, not misleading;  provided,  by way of clarification,  that clause (B) of this paragraph shall be construed solely by reference to
the Company  Information and not to any other  information  communicated  in connection with a sale or purchase of securities,  without
regard to whether the Company Information or any portion thereof is presented together with or separately from such other information;

         (ii) any breach by the Company of its  obligations  under Sections  6.04,  6.07,  11.18 or 11.19 of PWS  Agreement,  including
particularly any failure by the Company, any Subservicer,  any Subcontractor or any Third-Party  Originator to deliver any information,
report,  certification,  accountants'  letter or other material when and as required under Sections 6.04,  6.07,  11.18 or 11.19 of the
PWS Agreement,  including any failure by the Company to identify any  Subcontractor  "participating  in the servicing  function" within
the meaning of Item 1122 of Regulation AB;

         (iii) any breach by the  Company of a  representation  or  warranty  set forth in Section  3.01 of the PWS  Agreement  or in a
writing  furnished  pursuant to Section 3.01 of the PWS  Agreement  and made as of a date prior to the date hereof,  to the extent that
such breach is not cured by the date  hereof,  or any breach by the  Company of a  representation  or  warranty in a writing  furnished
pursuant to Section 3.01 of the PWS Agreement to the extent made as of a date subsequent to the date hereof; or

         (iv) the negligence,  bad faith or willful  misconduct of the Company in connection with its performance  under Sections 6.04,
6.07, 11.18 or 11.19 of the PWS Agreement."

Miscellaneous

         9.       All demands,  notices and  communications  related to the Assigned  Loans,  the PWS  Agreement and this AAR Agreement
shall be in writing  and shall be deemed to have been duly given if  personally  delivered  at or mailed by  registered  mail,  postage
prepaid, as follows:

                  a.  In the case of Company,
                           U.S. Bank, N.A.
                           1550 East 79th Street
                           Bloomington, MN 55425
                           Attn: Cheikh Faye

                  b.  In the case of Assignor,
                           EMC Mortgage Corporation
                           Two Mac Arthur Ridge
                           2780 Lake Vista Drive
                           Lewisville, Texas 75067
                           Attention:  President or General Counsel
                           Facsimile: (469) 759-4714

                  c.  In the case of Assignee,
                           Citibank, N.A.
                           388 Greenwich Street, 14th Floor
                           New York, New York 10013
                           Attention:  Structured Finance Agency & Trust —BSALTA 2006-4
                           Telecopier No.: (212) 816-5527

         10.      The Company  hereby  acknowledges  that Wells Fargo  Bank,  N.A.  has been  appointed  as the master  servicer of the
Assigned  Loans pursuant to the Pooling and Servicing  Agreement and therefor has the right to enforce all  obligations of the Company,
as they relate to the Assigned Loans,  under the PWS Agreement and this AAR Agreement.  The Company shall make all distributions  under
the PWS Agreement, as they relate to the Assigned Loans, to the Master Servicer by wire transfer of immediately available funds to:

                  Wells Fargo Bank, National Association
                  ABA# 121000248
                  Account Name: SAS Clearing
                  Account # 3970771416
                  For Further Credit to: BSALTA 2006-4, Account #50927900.

and the Company shall deliver all reports  required to be delivered under the PWS Servicing  Agreement,  as they relate to the Assigned
Loans, to the Assignee at the address set forth in Section 8 herein and to the Master Servicer at:

                  Wells Fargo Bank, National Association
                  9062 Old Annapolis Road
                  Columbia, Maryland 21045.

         11.      THIS AAR  AGREEMENT  SHALL BE  CONSTRUED  IN  ACCORDANCE  WITH THE LAWS OF THE STATE OF NEW YORK,  WITHOUT  REGARD TO
CONFLICTS OF LAW  PRINCIPLES  (OTHER THAN SECTION 5-1401 OF THE NEW YORK GENERAL  OBLIGATIONS  LAW),  AND THE  OBLIGATIONS,  RIGHTS AND
REMEDIES OF THE PARTIES HEREUNDER SHALL BE DETERMINED IN ACCORDANCE WITH SUCH LAWS.

         12.      No term or  provision  of this AAR  Agreement  may be waived or modified  unless such  waiver or  modification  is in
writing and signed by the party against whom such waiver or modification is sought to be enforced.

         13.      This AAR Agreement  shall inure to the benefit of the successors and assigns of the parties  hereto.  Any entity into
which Assignor,  Assignee,  Company or SAMI II may be merged or consolidated shall, without the requirement for any further writing, be
deemed Assignor, Assignee, Company or SAMI II, respectively, hereunder.

         14.      This AAR Agreement  shall survive the  conveyance of the Assigned  Loans,  the assignment of the PWS Agreement to the
extent of the Assigned Loans by Assignor to Assignee and the termination of the PWS Agreement and the Purchase Agreement.

         15.      This AAR Agreement may be executed simultaneously in any number of counterparts.  Each counterpart shall be deemed to
be an original and all such counterparts shall constitute one and the same instrument.

         16.      In the event that any provision of this AAR Agreement  conflicts with any provision of the PWS Agreement with respect
to the Assigned Loans, the terms of this AAR Agreement shall control.




                  IN WITNESS WHEREOF, the parties hereto have executed this Agreement on the date first above written.



                                                             CITIBANK,  N.A.,  not in  it's  individual  capacity  but
                                                             solely as trustee for the holders of Bear  Stearns  ALT-A
EMC MORTAGE CORPORATION,                                     Trust, Mortgage Pass-Through Certificates, Series 2006-4,
the Assignor
                                                             the Assignee
By:_____________________________________
                                                             By:_________________________________

Its:____________________________________                     Its:________________________________

U.S. BANK, NA,
the Company

By:_____________________________________

Its:____________________________________


Acknowledged and Agreed

WELLS FARGO BANK, N.A.


By:_____________________________________

Name:___________________________________

Title:__________________________________




                                                             ATTACHMENT 1

                                                            ASSIGNED LOANS


                                                        (PROVIDED UPON REQUEST)




                                                             ATTACHMENT 2

                                                             PWS AGREEMENT


                                                        (PROVIDED UPON REQUEST)






                                                                                                                    Exhibit  I-20

                                           ASSIGNMENT, ASSUMPTION AND RECOGNITION AGREEMENT

         This is an  Assignment,  Assumption and  Recognition  Agreement  (this "AAR  Agreement")  made as of June 30, 2006,  among EMC
Mortgage  Corporation  (the  "Assignor"),  Citibank,  N.A.,  as trustee for the holders of Bear Stearns  ALT-A Trust  2006-4,  Mortgage
Pass-Through  Certificates,  Series 2006-4 (the "Assignee"),  Wells Fargo Bank, National Association ("Master Servicer") and Washington
Mutual Bank (the "Company").

         Whereas,  the Assignor purchased certain mortgage loans from GreenPoint Mortgage Funding,  Inc.  ("GreenPoint")  identified on
Attachment 1 hereto (the "Assigned  Mortgage Loans") pursuant to that certain Mortgage Loan Purchase and Interim  Servicing  Agreement,
dated as of December 10, 2002, between the Assignor and GreenPoint; and

         Whereas,  the Company has agreed to service the Assigned Loans for the Assignor as owner of the Assigned  Loans, in accordance
with the terms and  conditions  of the  Servicing  Agreement,  dated as of April 1, 2005,  as amended by  Regulation  AB  Amendment  to
Servicing Agreement, dated as of February 1, 2006, between the Company and the Assignor (as amended, the "Servicing Agreement").

         In  consideration  of the mutual  promises  contained  herein the parties hereto agree that the Assigned Loans now serviced by
Company for Assignor and its successors and assigns pursuant to the Servicing  Agreement and the Assignor's  right,  title and interest
to and under the  Servicing  Agreement,  shall be subject to the terms of this AAR  Agreement.  Capitalized  terms used  herein but not
defined shall have the meanings ascribed to them in the Servicing Agreement.

Assignment and Assumption

         1.       Assignor  hereby  grants,  transfers and assigns to Assignee all of the right,  title and interest of Assignor in the
Assigned  Loans and,  as they  relate to the  Assigned  Loans,  all of its right,  title and  interest  in, to and under the  Servicing
Agreement.  Assignor  specifically  reserves and does not assign to Assignee any right, title and interest in, to or under any mortgage
loans subject to the Servicing Agreement other than the Assigned Loans set forth on Attachment 1.

         It is expressly  understood  and agreed by the parties  hereto that (a) this AAR  Agreement  is executed and  delivered by the
Assignee,  and the Assignee hereby assumes the rights of the Assignor in the Servicing  Agreement  (solely with respect to the Assigned
Loans),  not  individually  or personally but solely as  trustee for that  certain  Trust,  as defined and described in the Pooling and
Servicing  Agreement (as defined  below), in the exercise of the powers and authority  conferred and vested in it under the Pooling and
Servicing  Agreement,  (b) each of the  representations,  undertakings  and  agreements  herein made on behalf of the Trust is made and
intended  not as personal  representations,  undertakings  and  agreements  of the Assignee but is made and intended for the purpose of
binding only the Trust and (c) under no  circumstances  shall the Assignee be personally  liable for the payment of any indebtedness or
expenses of the Assignor or the Trust or be liable for the breach or failure of any  obligation,  representation,  warranty or covenant
made or undertaken by the Trust under this AAR Agreement or made or undertaken by the Assignor under the Servicing Agreement.

Representations, Warranties and Covenants

         2.       Assignor warrants and represents to Assignee and Company as of the date hereof:

                  a.       Attached hereto as Attachment 2 is a true and accurate copy of the Servicing  Agreement,  which agreement is
                           in full force and effect as of the date hereof and the provisions of which have not been waived,  amended or
                           modified in any respect, nor has any notice of termination been given thereunder;

                  b.       Assignor is the lawful  owner of the Assigned  Loans with full right to transfer the Assigned  Loans and any
                           and all of its  interests,  rights and  obligations  under the  Servicing  Agreement  as they  relate to the
                           Assigned  Loans,  free and clear from any and all  claims and  encumbrances;  and upon the  transfer  of the
                           Assigned  Loans to Assignee as  contemplated  herein,  and in the  Mortgage  Loan  Purchase  Agreement  (the
                           "Mortgage  Loan Purchase  Agreement")  dated as of June 30, 2006 between the Assignor and  Structured  Asset
                           Mortgage  Investments II Inc.  ("SAMI II"),  Assignee shall have good title to each and every Assigned Loan,
                           as well as any and all of Assignor's  interests  and rights under the  Servicing  Agreement as it relates to
                           the Assigned Loans, free and clear of any and all liens, claims and encumbrances;

                  c.       There are no offsets,  counterclaims  or other  defenses  available  to Company with respect to the Assigned
                           Loans or the Servicing Agreement;

                  d.       Assignor has no knowledge of, and has not received  notice of, any waivers under,  or any  modification  of,
                           any Assigned Loan;

                  e.       Assignor is duly organized,  validly existing and in good standing under the laws of the jurisdiction of its
                           incorporation, and has all requisite power and authority to acquire, own and sell the Assigned Loans;

                  f.       Assignor has full corporate power and authority to execute,  deliver and perform its obligations  under this
                           AAR Agreement,  and to consummate the  transactions  set forth herein.  The consummation of the transactions
                           contemplated  by this AAR Agreement is in the ordinary  course of Assignor's  business and will not conflict
                           with, or result in a breach of, any of the terms,  conditions or provisions of Assignor's charter or by-laws
                           or any legal  restriction,  or any material  agreement or instrument to which  Assignor is now a party or by
                           which it is bound,  or result in the violation of any law, rule,  regulation,  order,  judgment or decree to
                           which Assignor or its property is subject.  The execution,  delivery and performance by Assignor of this AAR
                           Agreement and the consummation by it of the transactions  contemplated  hereby, have been duly authorized by
                           all necessary corporate action on part of Assignor.  This AAR Agreement has been duly executed and delivered
                           by  Assignor  and,  upon the due  authorization,  execution  and  delivery  by Assignee  and  Company,  will
                           constitute the valid and legally binding obligation of Assignor  enforceable  against Assignor in accordance
                           with  its  terms  except  as  enforceability  may be  limited  by  bankruptcy,  reorganization,  insolvency,
                           moratorium or other similar laws now or hereafter in effect relating to creditors' rights generally,  and by
                           general  principles of equity  regardless of whether  enforceability is considered in a proceeding in equity
                           or at law; and

                  g.       No  consent,  approval,  order or  authorization  of, or  declaration,  filing  or  registration  with,  any
                           governmental  entity is  required to be obtained  or made by  Assignor  in  connection  with the  execution,
                           delivery or performance by Assignor of this AAR Agreement,  or the  consummation  by it of the  transactions
                           contemplated  hereby.  Neither Assignor nor anyone acting on its behalf has offered,  transferred,  pledged,
                           sold or otherwise  disposed of the Assigned  Loans or any interest in the Assigned  Loans,  or solicited any
                           offer to buy or accept a transfer,  pledge or other  disposition of the Assigned  Loans,  or any interest in
                           the Assigned  Loans or otherwise  approached  or  negotiated  with  respect to the  Assigned  Loans,  or any
                           interest in the Assigned Loans with any Person in any manner,  or made any general  solicitation by means of
                           general  advertising or in any other manner, or taken any other action which would constitute a distribution
                           of the Assigned  Loans under the  Securities  Act of 1933, as amended (the "1933 Act") or which would render
                           the  disposition  of the  Assigned  Loans a violation  of Section 5 of the 1933 Act or require  registration
                           pursuant thereto.

         3.       Assignee warrants and represents to, and covenants with, Assignor and Company as of the date hereof:

                  a.       Assignee is duly organized,  validly existing and in good standing under the laws of the jurisdiction of its
                           organization  and has all requisite  power and authority to hold the Assigned Loans on behalf of the holders
                           of Bear Stearns ALT-A Trust 2006-4, Mortgage Pass-Through Certificates, Series 2006-4;

                  b.       Assignee has full corporate power and authority to execute,  deliver and perform its obligations  under this
                           AAR Agreement,  and to consummate the  transactions  set forth herein.  The consummation of the transactions
                           contemplated  by this AAR Agreement is in the ordinary  course of Assignee's  business and will not conflict
                           with, or result in a breach of, any of the terms,  conditions or provisions of Assignee's charter or by-laws
                           or any legal  restriction,  or any material  agreement or instrument to which  Assignee is now a party or by
                           which it is bound,  or result in the violation of any law, rule,  regulation,  order,  judgment or decree to
                           which Assignee or its property is subject.  The execution,  delivery and performance by Assignee of this AAR
                           Agreement and the consummation by it of the transactions  contemplated  hereby, have been duly authorized by
                           all necessary corporate action on part of Assignee.  This AAR Agreement has been duly executed and delivered
                           by  Assignee  and,  upon the due  authorization,  execution  and  delivery  by Assignor  and  Company,  will
                           constitute the valid and legally binding obligation of Assignee  enforceable  against Assignee in accordance
                           with  its  terms  except  as  enforceability  may be  limited  by  bankruptcy,  reorganization,  insolvency,
                           moratorium or other similar laws now or hereafter in effect relating to creditors' rights generally,  and by
                           general  principles of equity  regardless of whether  enforceability is considered in a proceeding in equity
                           or at law;

                  c.       No  consent,  approval,  order or  authorization  of, or  declaration,  filing  or  registration  with,  any
                           governmental  entity is  required to be obtained  or made by  Assignee  in  connection  with the  execution,
                           delivery or performance by Assignee of this AAR Agreement,  or the  consummation  by it of the  transactions
                           contemplated hereby; and

                  d.       The  Assignee  assumes for the benefit of each of Assignor  and Company all of  Assignor's  rights under the
                           Servicing  Agreement  but solely with respect to such  Assigned  Loans.  The Assignee does not assume any of
                           the  Assignor's  obligations as "Owner" under the Servicing  Agreement  with respect to the Assigned  Loans,
                           except as specifically set forth in Section 6(b) of this AAR Agreement.

         4.       Company warrants and represents to, and covenants with, Assignor and Assignee as of the date hereof:

                  a.       Attached hereto as Attachment 2 is a true and accurate copy of the Servicing  Agreement,  which agreement is
                           in full force and effect as of the date hereof and the provisions of which have not been waived,  amended or
                           modified in any respect, nor has any notice of termination been given thereunder;

                  b.       Company is duly organized,  validly  existing and in good standing under the laws of the jurisdiction of its
                           incorporation,  and has all  requisite  power and  authority to service the Assigned  Loans and otherwise to
                           perform its obligations under the Servicing Agreement;

                  c.       Company has full corporate power and authority to execute,  deliver and perform its  obligations  under this
                           AAR Agreement,  and to consummate the  transactions  set forth herein.  The consummation of the transactions
                           contemplated  by this AAR  Agreement is in the ordinary  course of Company's  business and will not conflict
                           with, or result in a breach of, any of the terms,  conditions  or provisions of Company's  charter or bylaws
                           or any legal  restriction,  or any material  agreement or  instrument  to which Company is now a party or by
                           which it is bound,  or result in the violation of any law, rule,  regulation,  order,  judgment or decree to
                           which Company or its property is subject.  The  execution,  delivery and  performance by Company of this AAR
                           Agreement and the consummation by it of the transactions  contemplated  hereby, have been duly authorized by
                           all necessary  corporate action on part of Company.  This AAR Agreement has been duly executed and delivered
                           by  Company,  and,  upon the due  authorization,  execution  and  delivery by Assignor  and  Assignee,  will
                           constitute the valid and legally binding  obligation of Company,  enforceable  against Company in accordance
                           with  its  terms  except  as  enforceability  may be  limited  by  bankruptcy,  reorganization,  insolvency,
                           moratorium or other similar laws now or hereafter in effect relating to creditors' rights generally,  and by
                           general  principles of equity  regardless of whether  enforceability is considered in a proceeding in equity
                           or at law;

                  d.       No  consent,  approval,  order or  authorization  of, or  declaration,  filing  or  registration  with,  any
                           governmental  entity is  required  to be  obtained  or made by Company  in  connection  with the  execution,
                           delivery or performance  by Company of this AAR Agreement,  or the  consummation  by it of the  transactions
                           contemplated hereby; and

                  e.       Company shall establish an Account  entitled  "Washington  Mutual Bank, as Servicer,  in trust for Citibank,
                           N.A., as trustee for Bear Stearns ALT-A Trust 2006-4,  Mortgage  Pass-Through  Certificates,  Series 2006-4"
                           and an Escrow  Account  entitled  "Washington  Mutual Bank,  as Servicer,  in trust for  Citibank,  N.A., as
                           trustee for Bear Stearns ALT-A Trust 2006-4, Mortgage Pass-Through  Certificates,  Series 2006-4" under this
                           Servicing  Agreement in favor of Assignee  with respect to the Assigned  Loans  separate  from the custodial
                           account and escrow account previously established under the Servicing Agreement in favor of Assignor.

         5.       The Company hereby restates the  representations and warranties set forth in Section 8.4(a) of the Addendum (with the
information pertaining to Section 8.4(a)(vii) specified in Attachment 3 hereto) as of the date of hereof.

         6.       Assignor hereby agrees to indemnify and hold the Assignee (and its successors and assigns)  harmless  against any and
all claims, losses,  penalties,  fines,  forfeitures,  legal fees and related costs, judgments,  and any other costs, fees and expenses
that Assignee (and its  successors  and assigns) may sustain in any way related to any breach of the  representations  or warranties of
Assignor set forth in this AAR Agreement or the breach of any covenant or condition contained herein.

Modifications to the Servicing Agreement

         7.       The Servicing Agreement is hereby amended as follows:

         a.       Article 1 of the Servicing Agreement is amended by amending and restating the following definitions:

         "Business Day: Any day other than (i) a Saturday or Sunday,  or (ii) a day on which banking or savings and loans  institutions
         are  authorized  or  obligated  by law or  executive  order to be  closed  in the  states of  Maryland,  Minnesota,  New York,
         Washington or any state in which the Servicer, the Trustee, the Master Servicer or the Securities Administrator operates."

         "Monthly  Remittance  Date: The eighteenth  (18th) day of each month (or if such day is not a Business Day, the first Business
         Day  immediately  preceding such  eighteenth  (18th) day)  commencing in the month  following the end of the calendar month in
         which the related Closing Date occurs. A Determination  Date is related to the Monthly  Remittance Date if such  Determination
         Date and such Monthly Remittance Date occur in the same calendar month."

         b.       Article 1 of the Servicing  Agreement is hereby amended by deleting the definitions of "Certification  Cure Deadline"
and "USAP" in their entirety.

         c.       Section 3.2(a) of the Servicing Agreement is hereby deleted in its entirety and replaced with the following:

         "(a) On or before the 10th day of each month starting in the month of the first related  Monthly  Remittance  Date, or if such
         day is not a Business  Day, the Business Day  immediately  preceding  such 10th day, the Servicer  shall provide to the Master
         Servicer an electronic  file  containing the data specified in Exhibit I and Exhibit J or any format  mutually  agreed upon by
         the Master Servicer and the Servicer."

         d.       Article 4 of the  Servicing  Agreement  is hereby  amended by deleting  Sections  4.4 and 4.5 in their  entirety  and
replacing them with the following:

         "Section 4.4. [Reserved]

         Section 4.5. [Reserved]"

         e.       Section 6.1(ii) of the Servicing  Agreement is hereby amended by inserting  after  "Agreement" the words "(other than
the Servicer's obligations under Sections 8.6 and 8.7)".

         f.       Section 6.1(ix) of the Servicing Agreement is hereby deleted in its entirety and replaced with the following:

         "(ix) failure by the Servicer to duly perform  within the required  time period its  obligations  under  Sections 8.6 and 8.7,
         which failure continues unremedied after the cure period set forth in the second paragraph of Section 8.9(c)(ii) hereof."

         g.       Section  8.5(b) of the  Servicing  Agreement is hereby  amended by deleting the word "and" before "(B)" and by adding
before "and (ii)" the following:

         "(C) any Event of Default described in Section 6.1(vi) or (vii) of this Agreement."

         h.       Section 8.5(d)(i) of the Servicing Agreement is hereby amended by:

         (a)  deleting  the word "and" at the end of item (A),  adding  the word "and" at the end of item (B) and adding the  following
         item (C):

         "(C) any repurchases of Mortgage Loans (Item 1121(a)(14) of Regulation AB)."

         i.        Section  8.9(c)(i)  of the  Servicing  Agreement  is hereby  amended by  inserting  at the  beginning  of the second
paragraph the following: "(ii)".

         j.       The last paragraph of Section 8.9 of the Servicing Agreement is hereby amended by replacing "(c)" with "(d)".

         k.       The Servicing Agreement is hereby amended by adding Exhibits I and J attached hereto as Attachments 4 and 5.

Recognition of Assignee

         8.       (a)      From and after the date  hereof,  Company  shall  recognize  Assignee as owner of the  Assigned  Loans,  and
acknowledges  that the Assigned  Loans are intended to be part of a REMIC or multiple  REMICs,  and will service the Assigned  Loans in
accordance  with the  Servicing  Agreement  and this AAR  Agreement  but in no event in a manner that would (i) cause any such intended
REMIC to fail to qualify as a REMIC or (ii) result in the imposition of a tax upon any such intended  REMIC  (including but not limited
to the tax on prohibited  transactions as defined in Section  860F(a)(2) of the Code and the tax on  contributions to a REMIC set forth
in Section  860G(d) of the Code).  It is the intention of Assignor,  Company and Assignee that this AAR Agreement shall be binding upon
and for the benefit of the respective  successors and assigns of the parties hereto.  Neither Company nor Assignor shall amend or agree
to amend,  modify,  waive, or otherwise alter any of the terms or provisions of the Servicing Agreement which amendment,  modification,
waiver or other alteration would in any way affect the Assigned Loans without the prior written consent of Assignee.

         (b)      Each of the parties to this AAR Agreement hereby  acknowledge and agree that, with respect to the Assigned Loans, the
Company shall be entitled to (i) collect its servicing compensation  (including,  without limitation,  its Servicing Fee), (ii) receive
reimbursement  for  certain  Monthly  Advances  and  Servicing  Advances,  and (iii)  timely  receive all or any portion of the related
Collateral  Files in connection  with the processing of any  satisfaction or release of any Assigned Loan, in accordance with the terms
and  conditions  of the  Servicing  Agreement.  Subject to the second  paragraph of Section 1 hereto,  the Company shall be entitled to
enforce the rights set forth in this Section  6(b)  against  Citibank,  N.A.,  as trustee for the holders of Bear  Stearns  ALT-A Trust
2006-4,  Mortgage  Pass-Through  Certificates,  Series 2006-4.  Any  reimbursement or  indemnification  for which the Servicer shall be
entitled  pursuant to Section 5.1,  Section 5.3,  Section  8.1(d) and Section 9.14 of the Servicing  Agreement  shall be payable by the
Trustee from the Distribution  Account created pursuant to the Pooling and Servicing  Agreement (as defined in Section 15 below).  Each
of the parties to this AAR Agreement  hereby  acknowledge  and agree that any and all remaining  obligations  of the Assignor under the
Servicing  Agreement  shall be assumed by Wells Fargo Bank,  National  Association,  as master servicer for the holders of Bear Stearns
ALT-A Trust 2006-4, Mortgage Pass-Through Certificates, Series 2006-4.

Miscellaneous

         9.       All demands,  notices and communications related to the Assigned Loans and this AAR Agreement shall be in writing and
shall be deemed to have been duly given if personally delivered at or mailed by registered mail, postage prepaid, as follows:

                  a.       In the case of Company,

                  Washington Mutual Bank
                  11200 W. Parkland Avenue
                  Milwaukee, WI 53224
                  Attention:  Vice President of Investor Reporting

                  with a copy to:

                  Washington Mutual Bank
                  1201 Third Avenue, WMT1706
                  Seattle, Washington 98101
                  Attention:  General Counsel

                  b.       In the case of Assignor,

                  EMC Mortgage Corporation
                  2780 Lake Vista Drive
                  Lewisville, Texas 75067
                  Attention: Conduit Seller Approval Dept.
                  Facsimile: (214) 626-3751
                  Email: sellerapproval@bear.com

                  c.       In the case of the securities administrator,

                  Wells Fargo Bank,
                  National Association
                  9062 Old Annapolis Road
                  Columbia, Maryland 21045
                  Attention:  BSALTA 2006-4
                  Telecopier No.:  (410) 715-2380

                  d.       In the case of Assignee,

                  Citibank, N.A.
                  388 Greenwich Street, 14th Floor
                  New York, New York 10013
                  Attention:  Structured Finance Agency & Trust —BSALTA 2006-4
                  Telecopier No.: (212) 816-5527

         10.      Each party will pay any  commissions  it has incurred and the Assignor  shall pay the fees of its  attorneys  and the
reasonable fees of the attorneys of the Assignee and the Company in connection with the  negotiations  for,  documenting of and closing
of the transactions contemplated by this AAR Agreement.

         11.      This AAR  Agreement  shall be  construed  in  accordance  with the laws of the State of New York,  without  regard to
conflicts of law principles,  and the obligations,  rights and remedies of the parties hereunder shall be determined in accordance with
such laws.

         12.      No term or  provision  of this AAR  Agreement  may be waived or modified  unless such  waiver or  modification  is in
writing and signed by the party against whom such waiver or modification is sought to be enforced.

         13.      This AAR Agreement  shall inure to the benefit of the successors and assigns of the parties  hereto.  Any entity into
which  Assignor,  Assignee,  Master Servicer or Company may be merged or  consolidated  shall,  without the requirement for any further
writing, be deemed Assignor, Assignee, Master Servicer or Company, respectively, hereunder.

         14.      This AAR Agreement shall survive the conveyance of the Assigned Loans,  the assignment of the Servicing  Agreement to
the extent of the Assigned Loans by Assignor to Assignee and the termination of the Servicing Agreement.

         15.      This AAR Agreement may be executed simultaneously in any number of counterparts.  Each counterpart shall be deemed to
be an original and all such counterparts shall constitute one and the same instrument.

         16.      In the event that any provision of this AAR Agreement  conflicts  with any provision of the Servicing  Agreement with
respect to the Assigned Loans, the terms of this AAR Agreement shall control.

         17.      The Company  hereby  acknowledges  that Wells Fargo Bank,  National  Association  (the  "Master  Servicer")  has been
appointed as the master servicer of the Assigned Loans pursuant to the Pooling and Servicing  Agreement,  dated as of June 1, 2006 (the
"Pooling and Servicing  Agreement"),  among the Assignor,  the Assignee, the Master Servicer and SAMI II and has the right, as designee
of the Assignee,  to enforce all obligations of the Company,  as they relate to the Assigned Loans,  under the Servicing  Agreement and
this AAR  Agreement.  Subject to the terms and  conditions  of the  Servicing  Agreement,  such  rights  include,  with  respect to the
Assigned  Loans,  the right to (i)  terminate the Servicer upon the  occurrence  of an  unremedied  Event of Default,  (ii) receive all
remittances  required  to be made by the  Company,  (iii)  receive  all  servicing  reports  and other data  required to be made by the
Company,  (iv)  examine  the books and records of the  Company  and (v) give any  waivers or  consents  required  or allowed  under the
Servicing  Agreement on behalf of the Assignee.  The Company shall be entitled to rely on any waivers,  consents or instructions of the
Master  Servicer  with  respect to the Assigned  Loans as if such  waivers,  consents or  instructions  were the  waivers,  consents or
instructions  of the Assignee.

         The  Company  shall  make all  distributions  under the  Servicing  Agreement  to the  Master  Servicer  by wire  transfer  of
immediately available funds to:

                  Bear Stearns BSALTA 2006-4 Master Servicer Collection Account
                  Wells Fargo Bank, National Association
                  ABA# 121000248
                  Account Name: SAS Clearing
                  Account # 3970771416
                  For Further Credit to: BSALTA 2006-4, Account #50927900.

and the Company shall  deliver all reports  required to be delivered  under the Servicing  Agreement to the Assignee at the address set
forth in Section 7 herein and to the Master Servicer at:

                  Wells Fargo Bank, National Association
                  9062 Old Annapolis Road
                  Columbia, Maryland 21045
                  Attention:  BSALTA 2006-4
                  Telecopier No.: (410) 715-2380



         IN WITNESS WHEREOF, the parties hereto have executed this AAR Agreement as of the day and year first above written.


EMC MORTGAGE CORPORATION
Assignor


By: __________________________________________
Name:
Title:


CITIBANK, N.A.,
AS TRUSTEE
Assignee


By: __________________________________________
Name:
Title:


WASHINGTON MUTUAL BANK
Company


By: __________________________________________
Name:
Title:


WELLS FARGO BANK,
NATIONAL ASSOCIATION
Master Servicer


By: __________________________________________
Name:
Title:




                                                             ATTACHMENT 1

                                                            ASSIGNED LOANS



                                                       (Available upon request)




                                                             ATTACHMENT 2

                                                          SERVICING AGREEMENT



                                                       (Available Upon Request)

ATTACHMENT 3

AFFILIATION DISCLOSURE
(Pursuant to Item 1119 of Regulation AB)

2. Depositor and any affiliate, including but not limited to:
a. Bear Stearns Asset Backed Securities I LLC
b. Structured Asset Mortgage Investments II Inc.

3. Bear Stearns ALT-A Trust 2006-4 and any affiliate

4. Citibank, N.A., as Trustee, and any affiliate

5. Significant obligor and any affiliate - None

6. Enhancement or support provider and any affiliate - None

7. 1100(d)(1) parties – any named party in the Securitization Transaction:

a. Cap Contract Provider: ABN AMRO Bank N.V.

b. Underwriter: Bear, Stearns & Co. Inc.

c. Servicers: Bank of America, N.A.; Chevy Chase Bank FSB; Countrywide Home Loans Servicing LP; EMC Mortgage Corporation;
EverHome Mortgage Company; First Horizon Home Loan Corporation; GMAC Mortgage Corporation; GreenPoint Mortgage Company; HSBC
Mortgage Corporation (USA); IndyMac Bank, FSB; Mid America Bank, FSB; PHH Mortgage Corporation; Union Federal Bank of
Indianapolis; U.S. Bank National Association; Wells Fargo Bank, N.A.

d. Master Servicer: Wells Fargo Bank, National Association

e. Unaffiliated Servicer of 20%: Countrywide Home Loans Servicing LP; EMC Mortgage Corporation

f. Originator of 10%: Countrywide Home Loans Servicing LP; EMC Mortgage Corporation; IndyMac Bank, F.S.B.

g. Securities Administrator: Wells Fargo Bank, National Association

h. Custodian: Wells Fargo Bank, National Association





                                                             ATTACHMENT 4

                                                Standard File Layout - Master Servicing

--------------------------------- -------------------------------------- --------- ------------------------------------ ---------
Column Name                       Description                            Decimal   Format Comment                       Max Size
--------------------------------- -------------------------------------- --------- ------------------------------------ ---------
SER_INVESTOR_NBR                  A value assigned by the Servicer to              Text up to 10 digits                       20
                                  define a group of loans.
--------------------------------- -------------------------------------- --------- ------------------------------------ ---------
LOAN_NBR                          A unique identifier assigned to each             Text up to 10 digits                       10
                                  loan by the investor.
--------------------------------- -------------------------------------- --------- ------------------------------------ ---------
SERVICER_LOAN_NBR                 A unique number assigned to a loan               Text up to 10 digits                       10
                                  by the Servicer.  This may be
                                  different than the LOAN_NBR.
--------------------------------- -------------------------------------- --------- ------------------------------------ ---------
BORROWER_NAME                     The borrower name as received in the             Maximum length of 30 (Last, First)         30
                                  file.  It is not separated by first
                                  and last name.
--------------------------------- -------------------------------------- --------- ------------------------------------ ---------
SCHED_PAY_AMT                     Scheduled monthly principal and           2      No commas(,) or dollar signs ($)           11
                                  scheduled interest payment that a
                                  borrower is expected to pay, P&I
                                  constant.
--------------------------------- -------------------------------------- --------- ------------------------------------ ---------
NOTE_INT_RATE                     The loan interest rate as reported        4      Max length of 6                             6
                                  by the Servicer.
--------------------------------- -------------------------------------- --------- ------------------------------------ ---------
NET_INT_RATE                      The loan gross interest rate less         4      Max length of 6                             6
                                  the service fee rate as reported by
                                  the Servicer.
--------------------------------- -------------------------------------- --------- ------------------------------------ ---------
SERV_FEE_RATE                     The servicer's fee rate for a loan        4      Max length of 6                             6
                                  as reported by the Servicer.
--------------------------------- -------------------------------------- --------- ------------------------------------ ---------
SERV_FEE_AMT                      The servicer's fee amount for a loan      2      No commas(,) or dollar signs ($)           11
                                  as reported by the Servicer.
--------------------------------- -------------------------------------- --------- ------------------------------------ ---------
NEW_PAY_AMT                       The new loan payment amount as            2      No commas(,) or dollar signs ($)           11
                                  reported by the Servicer.
--------------------------------- -------------------------------------- --------- ------------------------------------ ---------
NEW_LOAN_RATE                     The new loan rate as reported by the      4      Max length of 6                             6
                                  Servicer.
--------------------------------- -------------------------------------- --------- ------------------------------------ ---------
ARM_INDEX_RATE                    The index the Servicer is using to        4      Max length of 6                             6
                                  calculate a forecasted rate.
--------------------------------- -------------------------------------- --------- ------------------------------------ ---------
ACTL_BEG_PRIN_BAL                 The borrower's actual principal           2      No commas(,) or dollar signs ($)           11
                                  balance at the beginning of the
                                  processing cycle.
--------------------------------- -------------------------------------- --------- ------------------------------------ ---------
ACTL_END_PRIN_BAL                 The borrower's actual principal           2      No commas(,) or dollar signs ($)           11
                                  balance at the end of the processing
                                  cycle.
--------------------------------- -------------------------------------- --------- ------------------------------------ ---------
BORR_NEXT_PAY_DUE_DATE            The date at the end of processing                MM/DD/YYYY                                 10
                                  cycle that the borrower's next
                                  payment is due to the Servicer, as
                                  reported by Servicer.
--------------------------------- -------------------------------------- --------- ------------------------------------ ---------
SERV_CURT_AMT_1                   The first curtailment amount to be        2      No commas(,) or dollar signs ($)           11
                                  applied.
--------------------------------- -------------------------------------- --------- ------------------------------------ ---------
SERV_CURT_DATE_1                  The curtailment date associated with             MM/DD/YYYY                                 10
                                  the first curtailment amount.
--------------------------------- -------------------------------------- --------- ------------------------------------ ---------
CURT_ADJ_ AMT_1                   The curtailment interest on the           2      No commas(,) or dollar signs ($)           11
                                  first curtailment amount, if
                                  applicable.
--------------------------------- -------------------------------------- --------- ------------------------------------ ---------
SERV_CURT_AMT_2                   The second curtailment amount to be       2      No commas(,) or dollar signs ($)           11
                                  applied.
--------------------------------- -------------------------------------- --------- ------------------------------------ ---------
SERV_CURT_DATE_2                  The curtailment date associated with             MM/DD/YYYY                                 10
                                  the second curtailment amount.
--------------------------------- -------------------------------------- --------- ------------------------------------ ---------
CURT_ADJ_ AMT_2                   The curtailment interest on the           2      No commas(,) or dollar signs ($)           11
                                  second curtailment amount, if
                                  applicable.
--------------------------------- -------------------------------------- --------- ------------------------------------ ---------
SERV_CURT_AMT_3                   The third curtailment amount to be        2      No commas(,) or dollar signs ($)           11
                                  applied.
--------------------------------- -------------------------------------- --------- ------------------------------------ ---------
SERV_CURT_DATE_3                  The curtailment date associated with             MM/DD/YYYY                                 10
                                  the third curtailment amount.
--------------------------------- -------------------------------------- --------- ------------------------------------ ---------
CURT_ADJ_AMT_3                    The curtailment interest on the           2      No commas(,) or dollar signs ($)           11
                                  third curtailment amount, if
                                  applicable.
--------------------------------- -------------------------------------- --------- ------------------------------------ ---------
PIF_AMT                           The loan "paid in full" amount as         2      No commas(,) or dollar signs ($)           11
                                  reported by the Servicer.
--------------------------------- -------------------------------------- --------- ------------------------------------ ---------
PIF_DATE                          The paid in full date as reported by             MM/DD/YYYY                                 10
                                  the Servicer.
--------------------------------- -------------------------------------- --------- ------------------------------------ ---------
ACTION_CODE                       The standard FNMA numeric code used              Action  Code  Key:   15=Bankruptcy,         2
                                  to indicate the default/delinquent               30=Foreclosure,      ,      60=PIF,
                                  status of a particular loan.                     63=Substitution,
                                                                                   65=Repurchase,70=REO
--------------------------------- -------------------------------------- --------- ------------------------------------ ---------
INT_ADJ_AMT                       The amount of the interest                2
                                  adjustment as reported by the
                                  Servicer.
--------------------------------- -------------------------------------- --------- ------------------------------------ ---------
SOLDIER_SAILOR_ADJ_AMT            The Soldier and Sailor Adjustment         2      No commas(,) or dollar signs ($)           11
                                  amount, if applicable.
--------------------------------- -------------------------------------- --------- ------------------------------------ ---------
NON_ADV_LOAN_AMT                  The Non Recoverable Loan Amount, if       2      No commas(,) or dollar signs ($)           11
                                  applicable.
--------------------------------- -------------------------------------- --------- ------------------------------------ ---------
LOAN_LOSS_AMT                     The amount the Servicer is passing        2      No commas(,) or dollar signs ($)           11
                                  as a loss, if applicable.
--------------------------------- -------------------------------------- --------- ------------------------------------ ---------
SCHED_BEG_PRIN_BAL                The scheduled outstanding principal       2      No commas(,) or dollar signs ($)           11
                                  amount due at the beginning of the
                                  cycle date to be passed through to
                                  investors.
--------------------------------- -------------------------------------- --------- ------------------------------------ ---------
SCHED_END_PRIN_BAL                The scheduled principal balance due       2      No commas(,) or dollar signs ($)           11
                                  to investors at the end of a
                                  processing cycle.
--------------------------------- -------------------------------------- --------- ------------------------------------ ---------
SCHED_PRIN_AMT                    The scheduled principal amount as         2      No commas(,) or dollar signs ($)           11
                                  reported by the Servicer for the
                                  current cycle -- only applicable for
                                  Scheduled/Scheduled Loans.
--------------------------------- -------------------------------------- --------- ------------------------------------ ---------
SCHED_NET_INT                     The scheduled gross interest amount       2      No commas(,) or dollar signs ($)           11
                                  less the service fee amount for the
                                  current cycle as reported by the
                                  Servicer -- only applicable for
                                  Scheduled/Scheduled Loans.
--------------------------------- -------------------------------------- --------- ------------------------------------ ---------
ACTL_PRIN_AMT                     The actual principal amount               2      No commas(,) or dollar signs ($)           11
                                  collected by the Servicer for the
                                  current reporting cycle -- only
                                  applicable for Actual/Actual Loans.
--------------------------------- -------------------------------------- --------- ------------------------------------ ---------
ACTL_NET_INT                      The actual gross interest amount          2      No commas(,) or dollar signs ($)           11
                                  less the service fee amount for the
                                  current reporting cycle as reported
                                  by the Servicer -- only applicable
                                  for Actual/Actual Loans.
--------------------------------- -------------------------------------- --------- ------------------------------------ ---------
PREPAY_PENALTY_ AMT               The penalty amount received when a        2      No commas(,) or dollar signs ($)           11
                                  borrower prepays on his loan as
                                  reported by the Servicer.
--------------------------------- -------------------------------------- --------- ------------------------------------ ---------
PREPAY_PENALTY_ WAIVED            The prepayment penalty amount for         2      No commas(,) or dollar signs ($)           11
                                  the loan waived by the servicer.
--------------------------------- -------------------------------------- --------- ------------------------------------ ---------
MOD_DATE                          The Effective Payment Date of the                MM/DD/YYYY                                 10
                                  Modification for the loan.
--------------------------------- -------------------------------------- --------- ------------------------------------ ---------
MOD_TYPE                          The Modification Type.                           Varchar  - value  can be  alpha  or        30
                                                                                   numeric
--------------------------------- -------------------------------------- --------- ------------------------------------ ---------
DELINQ_P&I_ADVANCE_AMT            The current outstanding principal         2      No commas(,) or dollar signs ($)           11
                                  and interest advances made by
                                  Servicer.
--------------------------------- -------------------------------------- --------- ------------------------------------ ---------




                                                             ATTACHMENT 5

                                               Standard File Layout – Delinquency Reporting

--------------------------------------------- -------------------------------------------------------------- ----------- ----------------
Column/Header Name                                                     Description                            Decimal    Format Comment
--------------------------------------------- -------------------------------------------------------------- ----------- ----------------
--------------------------------------------- -------------------------------------------------------------- ----------- ----------------
SERVICER_LOAN_NBR                             A unique  number  assigned  to a loan by the  Servicer.  This
                                              may be different than the LOAN_NBR
--------------------------------------------- -------------------------------------------------------------- ----------- ----------------
--------------------------------------------- -------------------------------------------------------------- ----------- ----------------
LOAN_NBR                                      A unique identifier assigned to each loan by the originator.
--------------------------------------------- -------------------------------------------------------------- ----------- ----------------
--------------------------------------------- -------------------------------------------------------------- ----------- ----------------
CLIENT_NBR                                    Servicer Client Number
--------------------------------------------- -------------------------------------------------------------- ----------- ----------------
--------------------------------------------- -------------------------------------------------------------- ----------- ----------------
SERV_INVESTOR_NBR                             Contains a unique number as assigned by an external  servicer
                                              to identify a group of loans in their system.
--------------------------------------------- -------------------------------------------------------------- ----------- ----------------
--------------------------------------------- -------------------------------------------------------------- ----------- ----------------
BORROWER_FIRST_NAME                           First Name of the Borrower.
--------------------------------------------- -------------------------------------------------------------- ----------- ----------------
--------------------------------------------- -------------------------------------------------------------- ----------- ----------------
BORROWER_LAST_NAME                            Last name of the borrower.
--------------------------------------------- -------------------------------------------------------------- ----------- ----------------
--------------------------------------------- -------------------------------------------------------------- ----------- ----------------
PROP_ADDRESS                                  Street Name and Number of Property
--------------------------------------------- -------------------------------------------------------------- ----------- ----------------
--------------------------------------------- -------------------------------------------------------------- ----------- ----------------
PROP_STATE                                    The state where the  property located.
--------------------------------------------- -------------------------------------------------------------- ----------- ----------------
--------------------------------------------- -------------------------------------------------------------- ----------- ----------------
PROP_ZIP                                      Zip code where the property is located.
--------------------------------------------- -------------------------------------------------------------- ----------- ----------------
--------------------------------------------- -------------------------------------------------------------- ----------- ----------------
BORR_NEXT_PAY_DUE_DATE                        The  date  that the  borrower's  next  payment  is due to the              MM/DD/YYYY
                                              servicer  at the end of  processing  cycle,  as  reported  by
                                              Servicer.
--------------------------------------------- -------------------------------------------------------------- ----------- ----------------
--------------------------------------------- -------------------------------------------------------------- ----------- ----------------
LOAN_TYPE                                     Loan Type (i.e. FHA, VA, Conv)
--------------------------------------------- -------------------------------------------------------------- ----------- ----------------
--------------------------------------------- -------------------------------------------------------------- ----------- ----------------
BANKRUPTCY_FILED_DATE                         The date a particular bankruptcy claim was filed.                          MM/DD/YYYY
--------------------------------------------- -------------------------------------------------------------- ----------- ----------------
--------------------------------------------- -------------------------------------------------------------- ----------- ----------------
BANKRUPTCY_CHAPTER_CODE                       The chapter under which the bankruptcy was filed.
--------------------------------------------- -------------------------------------------------------------- ----------- ----------------
--------------------------------------------- -------------------------------------------------------------- ----------- ----------------
BANKRUPTCY_CASE_NBR                           The case  number  assigned  by the  court  to the  bankruptcy
                                              filing.
--------------------------------------------- -------------------------------------------------------------- ----------- ----------------
--------------------------------------------- -------------------------------------------------------------- ----------- ----------------
POST_PETITION_DUE_DATE                        The payment due date once the  bankruptcy  has been  approved              MM/DD/YYYY
                                              by the courts
--------------------------------------------- -------------------------------------------------------------- ----------- ----------------
--------------------------------------------- -------------------------------------------------------------- ----------- ----------------
BANKRUPTCY_DCHRG_DISM_DATE                    The Date The  Loan Is  Removed  From  Bankruptcy.  Either  by              MM/DD/YYYY
                                              Dismissal,   Discharged   and/or  a  Motion  For  Relief  Was
                                              Granted.
--------------------------------------------- -------------------------------------------------------------- ----------- ----------------
--------------------------------------------- -------------------------------------------------------------- ----------- ----------------
LOSS_MIT_APPR_DATE                            The Date The Loss Mitigation Was Approved By The Servicer                  MM/DD/YYYY
--------------------------------------------- -------------------------------------------------------------- ----------- ----------------
--------------------------------------------- -------------------------------------------------------------- ----------- ----------------
LOSS_MIT_TYPE                                 The Type Of Loss Mitigation Approved For A Loan Such As;
--------------------------------------------- -------------------------------------------------------------- ----------- ----------------
--------------------------------------------- -------------------------------------------------------------- ----------- ----------------
LOSS_MIT_EST_COMP_DATE                        The Date The Loss Mitigation /Plan Is Scheduled To End/Close               MM/DD/YYYY
--------------------------------------------- -------------------------------------------------------------- ----------- ----------------
--------------------------------------------- -------------------------------------------------------------- ----------- ----------------
LOSS_MIT_ACT_COMP_DATE                        The Date The Loss Mitigation Is Actually Completed                         MM/DD/YYYY
--------------------------------------------- -------------------------------------------------------------- ----------- ----------------
--------------------------------------------- -------------------------------------------------------------- ----------- ----------------
FRCLSR_APPROVED_DATE                          The  date  DA  Admin  sends a  letter  to the  servicer  with              MM/DD/YYYY
                                              instructions to begin foreclosure proceedings.
--------------------------------------------- -------------------------------------------------------------- ----------- ----------------
--------------------------------------------- -------------------------------------------------------------- ----------- ----------------
ATTORNEY_REFERRAL_DATE                        Date File Was Referred To Attorney to Pursue Foreclosure                   MM/DD/YYYY
--------------------------------------------- -------------------------------------------------------------- ----------- ----------------
--------------------------------------------- -------------------------------------------------------------- ----------- ----------------
FIRST_LEGAL_DATE                              Notice of 1st legal  filed by an  Attorney  in a  Foreclosure              MM/DD/YYYY
                                              Action
--------------------------------------------- -------------------------------------------------------------- ----------- ----------------
--------------------------------------------- -------------------------------------------------------------- ----------- ----------------
FRCLSR_SALE_EXPECTED_DATE                     The date by which a foreclosure sale is expected to occur.                 MM/DD/YYYY
--------------------------------------------- -------------------------------------------------------------- ----------- ----------------
--------------------------------------------- -------------------------------------------------------------- ----------- ----------------
FRCLSR_SALE_DATE                              The actual date of the foreclosure sale.                                   MM/DD/YYYY
--------------------------------------------- -------------------------------------------------------------- ----------- ----------------
--------------------------------------------- -------------------------------------------------------------- ----------- ----------------
FRCLSR_SALE_AMT                               The amount a property sold for at the foreclosure sale.            2       No    commas(,)
                                                                                                                         or       dollar
                                                                                                                         signs ($)
--------------------------------------------- -------------------------------------------------------------- ----------- ----------------
--------------------------------------------- -------------------------------------------------------------- ----------- ----------------
EVICTION_START_DATE                           The date the servicer initiates eviction of the borrower.                  MM/DD/YYYY
--------------------------------------------- -------------------------------------------------------------- ----------- ----------------
--------------------------------------------- -------------------------------------------------------------- ----------- ----------------
EVICTION_COMPLETED_DATE                       The date the court revokes  legal  possession of the property              MM/DD/YYYY
                                              from the borrower.
--------------------------------------------- -------------------------------------------------------------- ----------- ----------------
--------------------------------------------- -------------------------------------------------------------- ----------- ----------------
LIST_PRICE                                    The price at which an REO property is marketed.                    2       No    commas(,)
                                                                                                                         or       dollar
                                                                                                                         signs ($)
--------------------------------------------- -------------------------------------------------------------- ----------- ----------------
--------------------------------------------- -------------------------------------------------------------- ----------- ----------------
LIST_DATE                                     The date an REO property is listed at a particular price.                  MM/DD/YYYY
--------------------------------------------- -------------------------------------------------------------- ----------- ----------------
--------------------------------------------- -------------------------------------------------------------- ----------- ----------------
OFFER_AMT                                     The dollar value of an offer for an REO property.                  2       No    commas(,)
                                                                                                                         or       dollar
                                                                                                                         signs ($)
--------------------------------------------- -------------------------------------------------------------- ----------- ----------------
--------------------------------------------- -------------------------------------------------------------- ----------- ----------------
OFFER_DATE_TIME                               The date an offer is received by DA Admin or by the Servicer.              MM/DD/YYYY
--------------------------------------------- -------------------------------------------------------------- ----------- ----------------
--------------------------------------------- -------------------------------------------------------------- ----------- ----------------
REO_CLOSING_DATE                              The date the REO sale of the property is scheduled to close.               MM/DD/YYYY
--------------------------------------------- -------------------------------------------------------------- ----------- ----------------
--------------------------------------------- -------------------------------------------------------------- ----------- ----------------
REO_ACTUAL_CLOSING_DATE                       Actual Date Of REO Sale                                                    MM/DD/YYYY
--------------------------------------------- -------------------------------------------------------------- ----------- ----------------
--------------------------------------------- -------------------------------------------------------------- ----------- ----------------
OCCUPANT_CODE                                 Classification of how the property is occupied.
--------------------------------------------- -------------------------------------------------------------- ----------- ----------------
--------------------------------------------- -------------------------------------------------------------- ----------- ----------------
PROP_CONDITION_CODE                           A code that indicates the condition of the property.
--------------------------------------------- -------------------------------------------------------------- ----------- ----------------
--------------------------------------------- -------------------------------------------------------------- ----------- ----------------
PROP_INSPECTION_DATE                          The date a  property inspection is performed.                              MM/DD/YYYY
--------------------------------------------- -------------------------------------------------------------- ----------- ----------------
--------------------------------------------- -------------------------------------------------------------- ----------- ----------------
APPRAISAL_DATE                                The date the appraisal was done.                                           MM/DD/YYYY
--------------------------------------------- -------------------------------------------------------------- ----------- ----------------
--------------------------------------------- -------------------------------------------------------------- ----------- ----------------
CURR_PROP_VAL                                  The current "as is" value of the  property  based on brokers      2
                                              price opinion or appraisal.
--------------------------------------------- -------------------------------------------------------------- ----------- ----------------
--------------------------------------------- -------------------------------------------------------------- ----------- ----------------
REPAIRED_PROP_VAL                             The  amount  the  property  would  be worth  if  repairs  are      2
                                              completed pursuant to a broker's price opinion or appraisal.
--------------------------------------------- -------------------------------------------------------------- ----------- ----------------
--------------------------------------------- -------------------------------------------------------------- ----------- ----------------
If applicable:
--------------------------------------------- -------------------------------------------------------------- ----------- ----------------
--------------------------------------------- -------------------------------------------------------------- ----------- ----------------
DELINQ_STATUS_CODE                            FNMA Code Describing Status of Loan
--------------------------------------------- -------------------------------------------------------------- ----------- ----------------
--------------------------------------------- -------------------------------------------------------------- ----------- ----------------
DELINQ_REASON_CODE                            The  circumstances  which caused a borrower to stop paying on
                                              a  loan.  Code  indicates  the  reason  why  the  loan  is in
                                              default for this cycle.
--------------------------------------------- -------------------------------------------------------------- ----------- ----------------
--------------------------------------------- -------------------------------------------------------------- ----------- ----------------
MI_CLAIM_FILED_DATE                           Date  Mortgage   Insurance  Claim  Was  Filed  With  Mortgage              MM/DD/YYYY
                                              Insurance Company.
--------------------------------------------- -------------------------------------------------------------- ----------- ----------------
--------------------------------------------- -------------------------------------------------------------- ----------- ----------------
MI_CLAIM_AMT                                  Amount of Mortgage Insurance Claim Filed                                   No    commas(,)
                                                                                                                         or       dollar
                                                                                                                         signs ($)
--------------------------------------------- -------------------------------------------------------------- ----------- ----------------
--------------------------------------------- -------------------------------------------------------------- ----------- ----------------
MI_CLAIM_PAID_DATE                            Date Mortgage Insurance Company Disbursed Claim Payment                    MM/DD/YYYY
--------------------------------------------- -------------------------------------------------------------- ----------- ----------------
--------------------------------------------- -------------------------------------------------------------- ----------- ----------------
MI_CLAIM_AMT_PAID                             Amount Mortgage Insurance Company Paid On Claim                    2       No    commas(,)
                                                                                                                         or       dollar
                                                                                                                         signs ($)
--------------------------------------------- -------------------------------------------------------------- ----------- ----------------
--------------------------------------------- -------------------------------------------------------------- ----------- ----------------
POOL_CLAIM_FILED_DATE                         Date Claim Was Filed With Pool Insurance Company                           MM/DD/YYYY
--------------------------------------------- -------------------------------------------------------------- ----------- ----------------
--------------------------------------------- -------------------------------------------------------------- ----------- ----------------
POOL_CLAIM_AMT                                Amount of Claim Filed With Pool Insurance Company                  2       No    commas(,)
                                                                                                                         or       dollar
                                                                                                                         signs ($)
--------------------------------------------- -------------------------------------------------------------- ----------- ----------------
--------------------------------------------- -------------------------------------------------------------- ----------- ----------------
POOL_CLAIM_PAID_DATE                          Date Claim Was  Settled  and The Check Was Issued By The Pool              MM/DD/YYYY
                                              Insurer
--------------------------------------------- -------------------------------------------------------------- ----------- ----------------
--------------------------------------------- -------------------------------------------------------------- ----------- ----------------
POOL_CLAIM_AMT_PAID                           Amount Paid On Claim By Pool Insurance Company                     2       No    commas(,)
                                                                                                                         or       dollar
                                                                                                                         signs ($)
--------------------------------------------- -------------------------------------------------------------- ----------- ----------------
--------------------------------------------- -------------------------------------------------------------- ----------- ----------------
FHA_PART_A_CLAIM_FILED_DATE                    Date FHA Part A Claim Was Filed With HUD                                  MM/DD/YYYY
--------------------------------------------- -------------------------------------------------------------- ----------- ----------------
--------------------------------------------- -------------------------------------------------------------- ----------- ----------------
FHA_PART_A_CLAIM_AMT                           Amount of FHA Part A Claim Filed                                  2       No    commas(,)
                                                                                                                         or       dollar
                                                                                                                         signs ($)
--------------------------------------------- -------------------------------------------------------------- ----------- ----------------
--------------------------------------------- -------------------------------------------------------------- ----------- ----------------
FHA_PART_A_CLAIM_PAID_DATE                     Date HUD Disbursed Part A Claim Payment                                   MM/DD/YYYY
--------------------------------------------- -------------------------------------------------------------- ----------- ----------------
--------------------------------------------- -------------------------------------------------------------- ----------- ----------------
FHA_PART_A_CLAIM_PAID_AMT                      Amount HUD Paid on Part A Claim                                   2       No    commas(,)
                                                                                                                         or       dollar
                                                                                                                         signs ($)
--------------------------------------------- -------------------------------------------------------------- ----------- ----------------
--------------------------------------------- -------------------------------------------------------------- ----------- ----------------
FHA_PART_B_CLAIM_FILED_DATE                     Date FHA Part B Claim Was Filed With HUD                                 MM/DD/YYYY
--------------------------------------------- -------------------------------------------------------------- ----------- ----------------
--------------------------------------------- -------------------------------------------------------------- ----------- ----------------
FHA_PART_B_CLAIM_AMT                            Amount of FHA Part B Claim Filed                                 2       No    commas(,)
                                                                                                                         or       dollar
                                                                                                                         signs ($)
--------------------------------------------- -------------------------------------------------------------- ----------- ----------------
--------------------------------------------- -------------------------------------------------------------- ----------- ----------------
FHA_PART_B_CLAIM_PAID_DATE                       Date HUD Disbursed Part B Claim Payment                                 MM/DD/YYYY
--------------------------------------------- -------------------------------------------------------------- ----------- ----------------
--------------------------------------------- -------------------------------------------------------------- ----------- ----------------
FHA_PART_B_CLAIM_PAID_AMT                      Amount HUD Paid on Part B Claim                                   2       No    commas(,)
                                                                                                                         or       dollar
                                                                                                                         signs ($)
--------------------------------------------- -------------------------------------------------------------- ----------- ----------------
--------------------------------------------- -------------------------------------------------------------- ----------- ----------------
VA_CLAIM_FILED_DATE                            Date VA Claim Was Filed With the Veterans Admin                           MM/DD/YYYY
--------------------------------------------- -------------------------------------------------------------- ----------- ----------------
--------------------------------------------- -------------------------------------------------------------- ----------- ----------------
VA_CLAIM_PAID_DATE                             Date Veterans Admin. Disbursed VA Claim Payment                           MM/DD/YYYY
--------------------------------------------- -------------------------------------------------------------- ----------- ----------------
--------------------------------------------- -------------------------------------------------------------- ----------- ----------------
VA_CLAIM_PAID_AMT                              Amount Veterans Admin. Paid on VA Claim                           2       No    commas(,)
                                                                                                                         or       dollar
                                                                                                                         signs ($)
--------------------------------------------- -------------------------------------------------------------- ----------- ----------------




                                              Standard File Codes – Delinquency Reporting


The Loss Mit Type field should show the approved Loss Mitigation Code as follows:

        o       ASSUM-                Approved Assumption
        o       BAP-                  Borrower Assistance Program
        o       CO-                   Charge-Off
        o       DIL-                  Deed-in-Lieu
        o       FFA-                  Formal Forbearance Agreement
        o       MOD-                  Loan Modification
        o       PRE-                  Pre-Sale
        o       SS-                   Short-Sale
        o       MISC-                 Anything else approved by the PMI or Pool Insurer

NOTE: Wells Fargo Bank will accept alternative Loss Mitigation Types to those above, provided that they are consistent with industry
standards.  If Loss Mitigation Types other than those above are used, the Servicer must supply Wells Fargo Bank with a description of
each of the Loss Mitigation Types prior to sending the file.

The Occupant Code field should show the current status of the property code as follows:

         o    Mortgagor
         o    Tenant
         o    Unknown
         o    Vacant

The Property Condition field should show the last reported condition of the property as follows:

         o    Damaged
         o    Excellent
         o    Fair
         o    Gone
         o    Good
         o    Poor
         o    Special Hazard
         o    Unknown



                                        Standard File Codes – Delinquency Reporting, Continued


The FNMA Delinquent Reason Code field should show the Reason for Delinquency as follows:

                      ------------------------ ---------------------------------------------------------
                      Delinquency Code         Delinquency Description
                      ------------------------ ---------------------------------------------------------
                      ------------------------ ---------------------------------------------------------
                      001                      FNMA-Death of principal mortgagor
                      ------------------------ ---------------------------------------------------------
                      ------------------------ ---------------------------------------------------------
                      002                      FNMA-Illness of principal mortgagor
                      ------------------------ ---------------------------------------------------------
                      ------------------------ ---------------------------------------------------------
                      003                      FNMA-Illness of mortgagor's family member
                      ------------------------ ---------------------------------------------------------
                      ------------------------ ---------------------------------------------------------
                      004                      FNMA-Death of mortgagor's family member
                      ------------------------ ---------------------------------------------------------
                      ------------------------ ---------------------------------------------------------
                      005                      FNMA-Marital difficulties
                      ------------------------ ---------------------------------------------------------
                      ------------------------ ---------------------------------------------------------
                      006                      FNMA-Curtailment of income
                      ------------------------ ---------------------------------------------------------
                      ------------------------ ---------------------------------------------------------
                      007                      FNMA-Excessive Obligation
                      ------------------------ ---------------------------------------------------------
                      ------------------------ ---------------------------------------------------------
                      008                      FNMA-Abandonment of property
                      ------------------------ ---------------------------------------------------------
                      ------------------------ ---------------------------------------------------------
                      009                      FNMA-Distant employee transfer
                      ------------------------ ---------------------------------------------------------
                      ------------------------ ---------------------------------------------------------
                      011                      FNMA-Property problem
                      ------------------------ ---------------------------------------------------------
                      ------------------------ ---------------------------------------------------------
                      012                      FNMA-Inability to sell property
                      ------------------------ ---------------------------------------------------------
                      ------------------------ ---------------------------------------------------------
                      013                      FNMA-Inability to rent property
                      ------------------------ ---------------------------------------------------------
                      ------------------------ ---------------------------------------------------------
                      014                      FNMA-Military Service
                      ------------------------ ---------------------------------------------------------
                      ------------------------ ---------------------------------------------------------
                      015                      FNMA-Other
                      ------------------------ ---------------------------------------------------------
                      ------------------------ ---------------------------------------------------------
                      016                      FNMA-Unemployment
                      ------------------------ ---------------------------------------------------------
                      ------------------------ ---------------------------------------------------------
                      017                      FNMA-Business failure
                      ------------------------ ---------------------------------------------------------
                      ------------------------ ---------------------------------------------------------
                      019                      FNMA-Casualty loss
                      ------------------------ ---------------------------------------------------------
                      ------------------------ ---------------------------------------------------------
                      022                      FNMA-Energy environment costs
                      ------------------------ ---------------------------------------------------------
                      ------------------------ ---------------------------------------------------------
                      023                      FNMA-Servicing problems
                      ------------------------ ---------------------------------------------------------
                      ------------------------ ---------------------------------------------------------
                      026                      FNMA-Payment adjustment
                      ------------------------ ---------------------------------------------------------
                      ------------------------ ---------------------------------------------------------
                      027                      FNMA-Payment dispute
                      ------------------------ ---------------------------------------------------------
                      ------------------------ ---------------------------------------------------------
                      029                      FNMA-Transfer of ownership pending
                      ------------------------ ---------------------------------------------------------
                      ------------------------ ---------------------------------------------------------
                      030                      FNMA-Fraud
                      ------------------------ ---------------------------------------------------------
                      ------------------------ ---------------------------------------------------------
                      031                      FNMA-Unable to contact borrower
                      ------------------------ ---------------------------------------------------------
                      ------------------------ ---------------------------------------------------------
                      INC                      FNMA-Incarceration
                      ------------------------ ---------------------------------------------------------




                                        Standard File Codes – Delinquency Reporting, Continued


The FNMA Delinquent Status Code field should show the Status of Default as follows:

                      ------------------------ -------------------------------------------------------
                      Status Code              Status Description
                      ------------------------ -------------------------------------------------------
                      ------------------------ -------------------------------------------------------
                      09                       Forbearance
                      ------------------------ -------------------------------------------------------
                      ------------------------ -------------------------------------------------------
                      17                       Pre-foreclosure Sale Closing Plan Accepted
                      ------------------------ -------------------------------------------------------
                      ------------------------ -------------------------------------------------------
                      24                       Government Seizure
                      ------------------------ -------------------------------------------------------
                      ------------------------ -------------------------------------------------------
                      26                       Refinance
                      ------------------------ -------------------------------------------------------
                      ------------------------ -------------------------------------------------------
                      27                       Assumption
                      ------------------------ -------------------------------------------------------
                      ------------------------ -------------------------------------------------------
                      28                       Modification
                      ------------------------ -------------------------------------------------------
                      ------------------------ -------------------------------------------------------
                      29                       Charge-Off
                      ------------------------ -------------------------------------------------------
                      ------------------------ -------------------------------------------------------
                      30                       Third Party Sale
                      ------------------------ -------------------------------------------------------
                      ------------------------ -------------------------------------------------------
                      31                       Probate
                      ------------------------ -------------------------------------------------------
                      ------------------------ -------------------------------------------------------
                      32                       Military Indulgence
                      ------------------------ -------------------------------------------------------
                      ------------------------ -------------------------------------------------------
                      43                       Foreclosure Started
                      ------------------------ -------------------------------------------------------
                      ------------------------ -------------------------------------------------------
                      44                       Deed-in-Lieu Started
                      ------------------------ -------------------------------------------------------
                      ------------------------ -------------------------------------------------------
                      49                       Assignment Completed
                      ------------------------ -------------------------------------------------------
                      ------------------------ -------------------------------------------------------
                      61                       Second Lien Considerations
                      ------------------------ -------------------------------------------------------
                      ------------------------ -------------------------------------------------------
                      62                       Veteran's Affairs-No Bid
                      ------------------------ -------------------------------------------------------
                      ------------------------ -------------------------------------------------------
                      63                       Veteran's Affairs-Refund
                      ------------------------ -------------------------------------------------------
                      ------------------------ -------------------------------------------------------
                      64                       Veteran's Affairs-Buydown
                      ------------------------ -------------------------------------------------------
                      ------------------------ -------------------------------------------------------
                      65                       Chapter 7 Bankruptcy
                      ------------------------ -------------------------------------------------------
                      ------------------------ -------------------------------------------------------
                      66                       Chapter 11 Bankruptcy
                      ------------------------ -------------------------------------------------------
                      ------------------------ -------------------------------------------------------
                      67                       Chapter 13 Bankruptcy
                      ------------------------ -------------------------------------------------------




                                                             ATTACHMENT 6

                                     Calculation of Realized Loss/Gain Form 332– Instruction Sheet

The numbers on the form correspond with the numbers listed below.

         Liquidation and Acquisition Expenses:

         1.       The Actual Unpaid Principal Balance of the Mortgage Loan.  For documentation, an Amortization Schedule from date of
                  default through liquidation breaking out the net interest and servicing fees advanced is required.

         2.       The Total Interest Due less the aggregate amount of servicing fee that would have been earned if all delinquent
                  payments had been made as agreed. For documentation, an Amortization Schedule from date of default through
                  liquidation breaking out the net interest and servicing fees advanced is required.

         3.       Accrued Servicing Fees based upon the Scheduled Principal Balance of the Mortgage Loan as calculated on a monthly
                  basis. For documentation, an Amortization Schedule from date of default through liquidation breaking out the net
                  interest and servicing fees advanced is required.

         4-12.    Complete as applicable.  All line entries must be supported by copies of appropriate statements, vouchers, receipts,
                  bills, canceled checks, etc., to document the expense.  Entries not properly documented will not be reimbursed to
                  the Servicer.

         13.      The total of lines 1 through 12.

         Credits:

         14-21.   Complete as applicable.  All line entries must be supported by copies of the appropriate claims forms, EOBs, HUD-1
                  and/or other proceeds verification, statements, payment checks, etc. to document the credit.  If the Mortgage Loan
                  is subject to a Bankruptcy Deficiency, the difference between the Unpaid Principal Balance of the Note prior to the
                  Bankruptcy Deficiency and the Unpaid Principal Balance as reduced by the Bankruptcy Deficiency should be input on
                  line 20.

         22.      The total of lines 14 through 21.

         Please note: For HUD/VA loans, use line (15) for Part A/Initial proceeds and line (16) for Part B/Supplemental proceeds.
         Total Realized Loss (or Amount of Any Gain)

         23.      The total derived from subtracting line 22 from 13.  If the amount represents a realized gain, show the amount in
         parenthesis (   ).

                                              Calculation of Realized Loss/Gain Form 332

                                                             WELLS FARGO BANK, N.A.
                                                       CALCULATION OF REALIZED LOSS/GAIN


         Prepared by:  __________________                     Date:  _______________
         Phone:  ______________________   Email Address:_____________________


                 ----------------------------       --------------------------       -----------------------------
                 Servicer Loan No.                  Servicer Name                    Servicer Address
                 ----------------------------       --------------------------       -----------------------------


         WELLS FARGO BANK, N.A. Loan No._____________________________
         Borrower's Name:________________________________________________________
         Property Address:________________________________________________________________
         Liquidation and Acquisition Expenses:
        (1)      Actual Unpaid Principal Balance of Mortgage Loan            $______________         (1)
        (2)      Interest accrued at Net Rate                                ________________        (2)
        (3)      Accrued Servicing Fees                                      ________________        (3)
        (4)      Attorney's Fees                                             ________________        (4)
        (5)      Taxes                                                       ________________        (5)
        (6)      Property Maintenance                                        ________________        (6)
        (7)      MI/Hazard Insurance Premiums                                ________________        (7)
        (8)      Utility Expenses                                            ________________        (8)
        (9)      Appraisal/BPO                                               ________________        (9)
        (10)     Property Inspections                                        ________________        (10)
        (11)     FC Costs/Other Legal Expenses                               ________________        (11)
        (12)     Other (itemize)                                             $_______________        (12)
                     Cash for Keys____________________                       ________________
                     HOA/Condo Fees_________________                         ________________
                     _______________________________                         ________________
                     _______________________________                         ________________
                     Total Expenses                                          $_______________        (13)
        Credits:
        (14)     Escrow Balance                                              $_______________        (14)
        (15)     HIP Refund                                                  ________________        (15)
        (16)     Rental Receipts                                             ________________        (16)
        (17)     Hazard Loss Proceeds                                        ________________        (17)
        (18)     Primary Mortgage Insurance Proceeds                         ________________        (18)
        (19)     Pool Insurance Proceeds                                     ________________        (19)
        (20)     Proceeds from Sale of Acquired Property                     ________________        (20)
        (21)     Other (itemize)                                             ________________        (21)
                 _________________________________________                   ________________
                 _________________________________________                   ________________
                 Total Credits                                               $_______________        (22)

                 Total Realized Loss (or Amount of Gain)                     $_______________        (23)




                                                                                                                    Exhibit I-21

                                           ASSIGNMENT, ASSUMPTION AND RECOGNITION AGREEMENT

         THIS  ASSIGNMENT,  ASSUMPTION AND  RECOGNITION  AGREEMENT (the  "Assignment and Assumption  Agreement"),  dated as of June 30,
2006, among EMC Mortgage Corporation,  a Delaware corporation (the "Assignor"),  Citibank, N.A., not individually but solely as trustee
for the holders of Bear Stearns ALT-A Trust 2006-4,  Mortgage  Pass-Through  Certificates,  Series  2006-4 (the  "Assignee")  and Wells
Fargo Bank, N.A. (the "Company").

         Whereas,  pursuant  to the  Recognition  Agreement  dated as of June 1,  2006,  between  the  Assignor  and the  Company  (the
"Recognition  Agreement"),  the Company has agreed to service  certain  residential  mortgage loans listed on Exhibit A attached hereto
(the "BSARM 2002-5  Mortgage  Loans") for the Assignor as owner of the BSARM 2002-5  Mortgage Loans, in accordance with the Amended and
Restated  Master  Seller's  Warranties  and  Servicing  Agreement  dated as of  November  1, 2005,  by and  between the Company and the
Assignor, as modified in the Recognition Agreement (as modified, the "Warranties and Servicing Agreement");

         Whereas,  the Assignor  purchased  mortgage loans from the Company listed on Exhibit B attached hereto (the "05-W104  Mortgage
Loans" and,  together with the BSARM 2002-5 Mortgage Loans, the "Mortgage  Loans") pursuant to the terms and conditions of that certain
Assignment and Conveyance Agreement dated as of December 21, 2005, between the Company and the Assignor.

         Whereas  the  Company  agrees to service  the  Mortgage  Loans  pursuant to the terms and  conditions  of the  Warranties  and
Servicing Agreement.

         In consideration of the mutual promises and agreements  contained herein, and for other good and valuable  consideration,  the
receipt and  sufficiency  of which are hereby  acknowledged,  the parties  hereto  agree that the  Mortgage  Loans now  serviced by the
Company for the Assignor and its successors and assigns  pursuant to the  Warranties  and Servicing  Agreement  shall be subject to the
terms of this  Assignment and Assumption  Agreement.  Capitalized  terms used herein but not otherwise  defined shall have the meanings
assigned to them in the Warranties and Servicing Agreement.

Assignment and Assumption

1.       Except as expressly provided for herein,  the Assignor hereby grants,  transfers and assigns to the Assignee all of its right,
title and  interest  in, to and under (a) the  Mortgage  Loans and (b) the  Warranties  and  Servicing  Agreement  with  respect to the
Mortgage Loans;  provided,  however,  that the Assignor is not assigning to the Assignee any of its right,  title and interest,  to and
under the  Warranties  and Servicing  Agreement  with respect to any mortgage  loan other than the Mortgage  Loans listed on Exhibit A.
Except as is otherwise  expressly provided herein, the Assignor makes no  representations,  warranties or covenants to the Assignee and
the Assignee  acknowledges  that the Assignor  has no  obligations  to the Assignee  under the terms of the  Warranties  and  Servicing
Agreement or otherwise  relating to the transaction  contemplated  herein  (including,  but not limited to, any obligation to indemnify
the Assignee).

         To the extent the Assignor  fails to cure,  repurchase  or  substitute  for a Mortgage  Loan or indemnify the Assignee for any
representation  or warranty assigned or made by the Assignor,  the Company shall cure,  repurchase or substitute for a Mortgage Loan or
indemnify  the  Assignee,  but only to the  extent  that the  Company  has  agreed to  indemnify  the  Assignor  under the terms of the
Warranties and Servicing Agreement, as amended.

Representations Warranties and Covenants

2.       The Assignor warrants and represents to, and covenants with, the Assignee that as of the date hereof:

                (a)      Attached  hereto as Exhibit C and  Exhibit D are true and  accurate  copies of the  Warranties  and  Servicing
                         Agreement and the  Recognition  Agreement,  each of which agreement is in full force and effect as of the date
                         hereof and the provisions of which have not been waived,  further amended or modified in any respect,  nor has
                         any notice of termination been given thereunder;

                (b)      The Assignor is the lawful owner of the Mortgage  Loans with full right to transfer the Mortgage Loans and any
                         and all of its interests,  rights and obligations under the Warranties and Servicing  Agreement as they relate
                         to the Mortgage Loans, free and clear from any and all claims and  encumbrances;  and upon the transfer of the
                         Mortgage  Loans to the  Assignee  as  contemplated  herein,  Assignee  shall have good title to each and every
                         Mortgage  Loan,  as  well as any and  all of the  Assignee's  interests,  rights  and  obligations  under  the
                         Recognition  Agreement and the Warranties and Servicing  Agreement as they relate to the Mortgage Loans,  free
                         and clear of any and all liens, claims and encumbrances;

                (c)      There are no offsets,  counterclaims  or other defenses  available to the Company with respect to the Mortgage
                         Loans or the Warranties and Servicing Agreement;

                (d)      The Assignor has no knowledge of, and has not received notice of, any waivers under, or any  modification  of,
                         any Mortgage Loan;

                (e)      The Assignor is duly organized,  validly  existing and in good standing under the laws of the  jurisdiction of
                         its incorporation, and has all requisite power and authority to acquire, own and sell the Mortgage Loans;

                (f)      The Assignor has full  corporate  power and authority to execute,  deliver and perform its  obligations  under
                         this  Assignment  and  Assumption  Agreement,  and to  consummate  the  transactions  set  forth  herein.  The
                         consummation of the transactions  contemplated by this Assignment and Assumption  Agreement is in the ordinary
                         course of the  Assignor's  business  and will not conflict  with,  or result in a breach of, any of the terms,
                         conditions  or  provisions  of the  Assignor's  charter or by-laws or any legal  restriction,  or any material
                         agreement  or  instrument  to which  the  Assignor  is now a party or by which it is  bound,  or result in the
                         violation  of any law,  rule,  regulation,  order,  judgment or decree to which  Assignor  or its  property is
                         subject.  The execution,  delivery and performance by the Assignor of this Assignment and Assumption Agreement
                         and the  consummation  by it of the  transactions  contemplated  hereby,  have  been  duly  authorized  by all
                         necessary  corporate  action on part of the Assignor.  This Assignment and Assumption  Agreement has been duly
                         executed  and  delivered  by the  Assignor  and,  upon the due  authorization,  execution  and delivery by the
                         Assignee  and the  Company,  will  constitute  the  valid  and  legally  binding  obligation  of the  Assignor
                         enforceable  against the  Assignor in  accordance  with its terms except as  enforceability  may be limited by
                         bankruptcy,  reorganization,  insolvency, moratorium or other similar laws now or hereafter in effect relating
                         to creditors' rights generally,  and by general  principles of equity regardless of whether  enforceability is
                         considered in a proceeding in equity or at law;

                (g)      No  consent,  approval,  order  or  authorization  of,  or  declaration,  filing  or  registration  with,  any
                         governmental  entity is  required to be obtained or made by the  Assignor in  connection  with the  execution,
                         delivery or performance by the Assignor of this Assignment and Assumption  Agreement,  or the  consummation by
                         it of the  transactions  contemplated  hereby.  Neither  the  Assignor  nor  anyone  acting on its  behalf has
                         offered,  transferred,  pledged,  sold or  otherwise  disposed of the  Mortgage  Loans or any  interest in the
                         Mortgage  Loans,  or  solicited  any offer to buy or accept a  transfer,  pledge or other  disposition  of the
                         Mortgage  Loans,  or any interest in the Mortgage Loans or otherwise  approached or negotiated with respect to
                         the Mortgage Loans,  or any interest in the Mortgage Loans with any Person in any manner,  or made any general
                         solicitation  by means of general  advertising  or in any other manner,  or taken any other action which would
                         constitute a distribution  of the Mortgage Loans under the Securities Act of 1933, as amended (the "1933 Act")
                         or which would  render the  disposition  of the  Mortgage  Loans a  violation  of Section 5 of the 1933 Act or
                         require registration pursuant thereto; and

                (h)      The Assignor has received from the Company,  and has delivered to the Assignee,  all documents  required to be
                         delivered to the Assignor by the Company  prior to the date hereof  pursuant to the  Warranties  and Servicing
                         Agreement  with respect to the Mortgage  Loans and has not received,  and has not requested  from the Company,
                         any additional documents.

3.       The Assignee warrants and represents to, and covenants with, Assignor and Company as of the date hereof:

                (a)                 The  Assignee  is duly  organized,  validly  existing  and in good  standing  under the laws of the
                         jurisdiction  of its  organization  and has all requisite  power and  authority to hold the Mortgage  Loans on
                         behalf of the holders of Bear Stearns ALT-A Trust 2006-4, Mortgage Pass-Through Certificates, Series 2006-4;

                (b)                 The Assignee has full  corporate  power and  authority to execute,  deliver and perform  under this
                         Assignment and Assumption  Agreement,  and to consummate the transactions  set forth herein.  The consummation
                         of the transactions  contemplated by this Assignment and Assumption Agreement is in the ordinary course of the
                         Assignee's  business and will not conflict  with,  or result in a breach of, any of the terms,  conditions  or
                         provisions  of the  Assignee's  charter or by-laws or any legal  restriction,  or any  material  agreement  or
                         instrument  to which the  Assignee is now a party or by which it is bound,  or result in the  violation of any
                         law,  rule,  regulation,  order,  judgment  or decree to which the  Assignee or its  property is subject.  The
                         execution,  delivery and  performance  by the Assignee of this  Assignment  and  Assumption  Agreement and the
                         consummation  by it of the  transactions  contemplated  hereby,  have been duly  authorized  by all  necessary
                         corporate  action on part of the Assignee.  This  Assignment and  Assumption  Agreement has been duly executed
                         and delivered by the Assignee and, upon the due authorization,  execution and delivery by the Assignor and the
                         Company,  will  constitute  the valid and  legally  binding  obligation  of Assignee  enforceable  against the
                         Assignee in accordance with its terms except as enforceability  may be limited by bankruptcy,  reorganization,
                         insolvency,  moratorium  or other  similar  laws now or  hereafter  in effect  relating to  creditors'  rights
                         generally,  and by general  principles  of equity  regardless  of whether  enforceability  is  considered in a
                         proceeding in equity or at law;

                (c)                 No consent,  approval, order or authorization of, or declaration,  filing or registration with, any
                         governmental  entity is  required to be obtained or made by the  Assignee in  connection  with the  execution,
                         delivery or performance by the Assignee of this Assignment and Assumption  Agreement,  or the  consummation by
                         it of the transactions contemplated hereby; and

                (d)                 The  Assignee  assumes  all of the  rights of the  Purchaser  under the  Warranties  and  Servicing
                         Agreement  with respect to the Mortgage  Loans other than the right to enforce the  obligations of the Company
                         under the Warranties and Servicing Agreement.

4.       The Company warrants and represents to, and covenants with, the Assignor and the Assignee as of the date hereof:

                (a)                 Attached  hereto as Exhibit C and  Exhibit D are true and  accurate  copies of the  Warranties  and
                         Servicing Agreement and the Recognition  Agreement,  each of which agreement is in full force and effect as of
                         the date hereof and the provisions of which have not been waived,  further amended or modified in any respect,
                         nor has any notice of termination been given thereunder;

                (b)                 The  Company is a  national  banking  association  duly  organized,  validly  existing  and in good
                         standing  under the laws of the United  States,  and has all  requisite  power and  authority  to service  the
                         Mortgage Loans and otherwise to perform its obligations  under the Warranties and Servicing  Agreement and the
                         Recognition Agreement;

                (c)                 The Company has full power and  authority  to execute,  deliver and perform its  obligations  under
                         this  Assignment  and  Assumption  Agreement,  and to  consummate  the  transactions  set  forth  herein.  The
                         consummation of the transactions  contemplated by this Assignment and Assumption  Agreement is in the ordinary
                         course of the  Company's  business  and will not  conflict  with,  or result in a breach of, any of the terms,
                         conditions  or  provisions  of the  Company's  charter or by-laws or any legal  restriction,  or any  material
                         agreement  or  instrument  to which  the  Company  is now a party or by which it is  bound,  or  result in the
                         violation  of any law,  rule,  regulation,  order,  judgment or decree to which the Company or its property is
                         subject.  The execution,  delivery and performance by the Company of this Assignment and Assumption  Agreement
                         and the  consummation  by it of the  transactions  contemplated  hereby,  have  been  duly  authorized  by all
                         necessary action on part of the Company.  This Assignment and Assumption  Agreement has been duly executed and
                         delivered by the Company,  and, upon the due  authorization,  execution and delivery by Assignor and Assignee,
                         will  constitute  the valid and legally  binding  obligation  of Company,  enforceable  against the Company in
                         accordance with its terms except as  enforceability  may be limited by the effect of insolvency,  liquidation,
                         conservatorship  and other similar laws  administered by the Federal Deposit Insurance  Corporation  affecting
                         the  enforcement  of contract  obligations  of insured  banks and subject to the  application  of the rules of
                         equity;

                (d)                 No consent,  approval, order or authorization of, or declaration,  filing or registration with, any
                         governmental  entity is  required to be obtained  or made by the  Company in  connection  with the  execution,
                         delivery or performance by the Company of this Assignment and Assumption Agreement,  or the consummation by it
                         of the transactions contemplated hereby;

                (e)                 The Company shall  establish a Custodial  Account and an Escrow  Account under the  Warranties  and
                         Servicing  Agreement in favor of the Assignee with respect to the Mortgage  Loans  separate from the Custodial
                         Account and Escrow Account  previously  established  under the Warranties and Servicing  Agreement in favor of
                         Assignor; and

                (f)                 Pursuant to Section 9.01 of the Warranties  and Servicing  Agreement,  the Company hereby  restates
                         the  representations  and warranties set forth in Sections 3.01 of the Warranties and Servicing Agreement with
                         respect to the Company as of the date hereof and as specified  in Exhibit E of the  Warranties  and  Servicing
                         Agreement.

         Assignor  hereby agrees to indemnify  and hold the Assignee  (and its  successors  and assigns)  harmless  against any and all
claims, losses,  penalties,  fines,  forfeitures,  legal fees and related costs, judgments, and any other costs, fees and expenses that
Assignee  (and its  successors  and  assigns)  may sustain in any way related to any breach of the  representations  or  warranties  of
Assignor set forth in this Assignment and Assumption Agreement or the breach of any covenant or condition contained herein.

The Company hereby  acknowledges that Wells Fargo Bank, N.A. and any successor thereto (the "Master  Servicer"),  has been appointed as
master  servicer of the Mortgage  Loans  pursuant to the Pooling and  Servicing  Agreement  dated as of June 1, 2006 (the  "Pooling and
Servicing  Agreement"),  among Structured Asset Mortgage Investments II Inc., the Assignor,  the Assignee and the Master Servicer,  and
therefore  has the right to enforce all  obligations  of the Company under the  Warranties  and  Servicing  Agreement.  Such right will
include,  without  limitation,  the right to receive  all  remittances  required  to be made by the Company  under the  Warranties  and
Servicing  Agreement,  the right to receive  all monthly  reports and other data  required  to be  delivered  by the Company  under the
Warranties and Servicing Agreement,  the right to examine the books and records of the Company,  indemnification  rights, and the right
to exercise  certain  rights of consent and approval  relating to actions taken by the Company.  The Company hereby  acknowledges  that
the Master  Servicer  shall be  obligated  to notify the  Assignee in  accordance  with the Pooling and  Servicing  Agreement  upon the
discovery of an event of default by the Company of its  obligations  under the  Warranties  and  Servicing  Agreement  and the Assignee
shall have the right to terminate the Company as servicer under the  Warranties and Servicing  Agreement upon the occurrence of such an
event of default.

The Company  shall make all  distributions  under the  Warranties  and Servicing  Agreement to the Master  Servicer by wire transfer of
immediately available funds to:

                  Wells Fargo Bank, National Association
                  ABA# 121000248
                  Account Name:  SAS Clearing
                  Account # 3970771416
                  For Further Credit to: BSALTA 2006-4, Account #50927900.

  and the Company  shall deliver all reports  required to be  delievered  under the  Warranties  and Servicing  Agreement to the Master
  Servicer at:

                  Wells Fargo Bank, N.A.
                  9062 Old Annapolis Road
                  Columbia, Maryland 21045
                  Attention: Client Manager BSALTA 2006-4
                  Telecopy No.: (410) 715-2380

         Notwithstanding  any term hereof to the contrary,  it is expressly  understood  and agreed by the parties hereto that (i) this
Assignment  and  Assumption  Agreement  is  acknowledged  and accepted by the Assignee not  individually  or  personally  but solely as
Assignee  for the Trust in the  exercise  of the powers  and  authority  conferred  and vested in it under the  Pooling  and  Servicing
Agreement,  (ii) each of the  representations,  undertakings and agreements herein made on behalf of the Trust is made and intended not
as personal  representations,  undertakings and agreements of the Assignee but is made and intended for the purpose of binding only the
Trust and (iii) under no circumstances  shall the Assignee be personally  liable for the payment of any indebtedness or expenses of the
Assignee  or the Trust or be liable  for the  breach or  failure  of any  obligation,  representation,  warranty  or  covenant  made or
undertaken by the  Assignee,  the Assignor or the Trust under this  Assignment  and  Assumption  Agreement or made or undertaken by the
Assignee,  the  Assignor or the Trust under the  Warranties  and  Servicing  Agreement  or the Pooling  and  Servicing  Agreement.  Any
recourse  against  the  Assignee  in respect of any  obligations  it may have under or  pursuant  to the terms of this  Assignment  and
Assumption  Agreement  shall be limited  solely to the  assets it may hold as trustee of Bear  Stearns  ALT-A  Trust  2006-4,  Mortgage
Pass-Through Certificates, Series 2006-4.

Recognition of Assignee

5.       From and after the date  hereof,  Company  shall  recognize  Assignee as owner of the  Mortgage  Loans,  and will  service the
Mortgage Loans in accordance with the Warranties and Servicing  Agreement (as modified),  the terms of which are incorporated herein by
reference.  The Company  acknowledges  and consents to the assignment by the Assignor to the Assignee of all of the  Assignor's  rights
against the Company  pursuant to the  Warranties  and  Servicing  Agreement and to the  enforcement  or exercise of any right or remedy
against the Company  pursuant to the Warranties  and Servicing  Agreement as assigned by the Assignor  against the Company  pursuant to
this  Assignment and  Assumption  Agreement as assigned by the Assignee.  Such  enforcement of a right or remedy by the Assignee or the
Master  Servicer  shall have the same  force and  effect as if the right or remedy  had been  enforced  or  exercised  by the  Assignor
directly.

         Notwithstanding  anything to the contrary contained herein or in the Warranties and Servicing Agreement,  Company acknowledges
that the  Mortgage  Loans will be part of a REMIC and hereby  agrees  that in no event will it service the  Mortgage  Loans in a manner
that would (i) cause any REMIC to fail to qualify as a REMIC or (ii) result in the  imposition of a tax upon any REMIC  (including  but
not limited to the tax on  prohibited  transactions  as defined in Section  860F(a)(2)  of the Code and the tax on  contributions  to a
REMIC set forth in Section 860G(d) of the Code).

         It is the intention of Assignor,  Company and Assignee that this  Assignment  and Assumption  Agreement  shall be binding upon
and for the benefit of the respective  successors and assigns of the parties hereto.  Neither Company nor Assignor shall amend or agree
to amend,  modify,  waive, or otherwise alter any of the terms or provisions of the Warranties and Servicing Agreement which amendment,
modification, waiver or other alteration would in any way affect the Mortgage Loans without the prior written consent of Assignee.

Notices:

6.       The Assignor's  address for purposes of all notices and  correspondence  related to the Mortgage Loans and this Assignment and
Assumption Agreement is:

                  EMC Mortgage Corporation
                  2780 Lake Vista Drive
                  Lewisville, Texas 75067
                  Attention: Conduit Seller Approval Dept.
                  Facsimile: (214) 626-3751
                  Email: sellerapproval@bear.com

                  With a copy to:

                  Bear Stearns Mortgage Capital Corporation
                  383 Madison Avenue
                  New York, New York 10179
                  Attention: Global Credit Administration
                  Facsimile: (212) 272- 6564

         The Assignee's  address for purposes of all notices and  correspondence  related to the Mortgage Loans and this Assignment and
Assumption Agreement is:

                  Citibank, N.A.
                  388 Greenwich Street, 14th Floor
                  New York, New York 10013
                  Attention:  Structured Finance Agency & Trust —BSALTA 2006-4
                  Telecopier No.: (212) 816-5527

         The Company's  address for purposes of all notices and  correspondence  related to the Mortgage Loans and this  Assignment and
Assumption Agreement is:

                  Wells Fargo Bank, N.A.
                  1 Home Campus
                  MAC X2401-042
                  Des Moines, Iowa 50328-0001
                  Attention: John B. Brown

                  With a copy to:

                  Wells Fargo Bank, N.A.
                  1 Home Campus
                  Des Moines, Iowa 50328-0001
                  Attention: General Counsel - MAC X2401-06T

Miscellaneous:

7.       Each party will pay any  commissions  it has incurred and the Assignor  shall pay the fees of its attorneys and the reasonable
fees of the  attorneys of the Assignee and the Company in  connection  with the  negotiations  for,  documenting  of and closing of the
transactions contemplated by this Assignment and Assumption Agreement.

8.       This Assignment and Assumption  Agreement  shall be construed in accordance with the laws of the State of New York,  including
Sections 5-1401 and 5-1402 of the New General  Obligations  Law, but otherwise  without regard to conflicts of law principles,  and the
obligations, rights and remedies of the parties hereunder shall be determined in accordance with such laws.

9.       No term or  provision  of this  Assignment  and  Assumption  Agreement  may be  waived  or  modified  unless  such  waiver  or
modification is in writing and signed by the party against whom such waiver or modification is sought to be enforced.

10.      This Assignment and Assumption  Agreement shall inure to the benefit of the successors and assigns of the parties hereto.  Any
entity into which Assignor,  Assignee or Company may be merged or consolidated shall,  without the requirement for any further writing,
be deemed Assignor, Assignee or Company, respectively, hereunder.

11.      This  Assignment  and  Assumption  Agreement  shall  survive the  conveyance of the Mortgage  Loans and the  assignment of the
Warranties and Servicing  Agreement and the  Recognition  Agreement to the extent of the Mortgage Loans by Assignor to Assignee and the
termination of the Warranties and Servicing Agreement and the Recognition Agreement.

12.      This  Assignment and Assumption  Agreement may be executed  simultaneously  in any number of  counterparts.  Each  counterpart
shall be deemed to be an original and all such counterparts shall constitute one and the same instrument.

13.      In the event that any provision of this  Assignment  and Assumption  Agreement  conflicts with any provision of the Warranties
and Servicing Agreement with respect to the Mortgage Loans, the terms of this Assignment and Assumption Agreement shall control.

14.      Any new loan number  assigned to a Mortgage Loan by the Assignee  shall be provided to the Company at the  following  address:
Wells Fargo Bank, N.A., 1 Home Campus, MAC X2401-042,  Des Moines, Iowa 50328-0001  Attention:  John B. Brown. In addition, if Assignee
has changed its document custodian from the previous  custodian,  such new custodian's name,  address and contact  information shall be
provided to the Company at the aforementioned address.




         IN WITNESS WHEREOF,  the parties have caused this Assignment and Assumption  Agreement to be executed by their duly authorized
officers as of the date first above written.


                                                             CITIBANK, N.A., not individually but solely as trustee
                                                             for the holders of Bear Stearns ALT-A Trust 2006-4,
                                                             Mortgage Pass-Through Certificates, Series 2006-4, as
                                                             Assignee


                                                             By:___________________________________________________
                                                             Name:
                                                             Title:


                                                             EMC MORTGAGE CORPORATION,
                                                             as Assignor


                                                             By:___________________________________________________
                                                             Name:
                                                             Title:


                                                             WELLS FARGO BANK, N.A.,
                                                              as Company


                                                             By:___________________________________________________
                                                             Name:
                                                             Title:


Acknowledged and Agreed

WELLS FARGO BANK, N.A.,
as Master Servicer


By:_____________________________________
Name:
Title:





                                                               Exhibit A

                                                      BSARM 2002-5 Mortgage Loans



                                                        [Provided upon request]





                                                               Exhibit B

                                                       2005-W104 Mortgage Loans



                                                        [Provided upon request]




                                                               Exhibit C

Amended and Restated Master Seller's Warranties and Servicing Agreement dated as of November 1, 2005, between Wells Fargo and EMC

                                                        [Provided upon request]




                                                               Exhibit D

                              Recognition Agreement dated as of June 1, 2006, between Wells Fargo and EMC

                                                        [Provided upon request]

Exhibit E

AFFILIATION DISCLOSURE
(Pursuant to Item 1119 of Regulation AB)

1. Sponsor and any affiliate, including but not limited to:

a. EMC Mortgage Corporation

b. Bear, Stearns & Co. Inc.

c. Bear, Stearns Securities Corp.

d. Bear Stearns Structured Products

e. Bear, Stearns International Limited

2. Depositor and any affiliate, including but not limited to:

a. Bear Stearns Asset Backed Securities I LLC

b. Structured Asset Mortgage Investments II Inc.

3. Bear Stearns ALT-A Trust 2006-4 and any affiliate

4. Citibank, N.A., as Trustee, and any affiliate

5. Significant obligor and any affiliate - None

6. Enhancement or support provider and any affiliate - None

7. 1100(d)(1) parties – any named party in the Securitization Transaction:

a. Cap Contract Provider: ABN AMRO Bank N.V.

b. Underwriter: Bear, Stearns & Co. Inc.

d. Master Servicer: Wells Fargo Bank, National Association

e. Unaffiliated Servicer of 20%: Countrywide Home Loans Servicing LP; EMC Mortgage Corporation

f. Originator of 10%: Countrywide Home Loans Servicing LP; EMC Mortgage Corporation; IndyMac Bank, F.S.B.

g. Securities Administrator: Wells Fargo Bank, National Association

h. Custodian: Wells Fargo Bank, National Association








                                                                                                 EXHIBIT J


                                 FORM OF MORTGAGE LOAN PURCHASE AGREEMENT





                                     MORTGAGE LOAN PURCHASE AGREEMENT




                                                 between



                                         EMC MORTGAGE CORPORATION

                                         as Mortgage Loan Seller



                                                   and


                              STRUCTURED ASSET MORTGAGE INVESTMENTS II INC.
                                               as Purchaser



                                               Dated as of

                                              June 30, 2006

                              Structured Asset Mortgage Investments II Inc.
                   Bear Stearns ALT-A Trust 2006-4, Mortgage Pass-Through Certificates

TABLE OF CONTENTS
Page
SECTION 1. Definitions.........................................................................................2
SECTION 2. Purchase and Sale of the Mortgage Loans and Related Rights..........................................4
SECTION 3. Mortgage Loan Schedules.............................................................................4
SECTION 4. Mortgage Loan Transfer..............................................................................5
SECTION 5. Examination of Mortgage Files.......................................................................6
SECTION 6. Recordation of Assignments of Mortgage..............................................................7
SECTION 7. Representations and Warranties of Mortgage Loan Seller Concerning the
Mortgage Loans...........................................................................9
SECTION 8. Representations and Warranties Concerning the Mortgage Loan Seller.................................13
SECTION 9. Representations and Warranties Concerning the Purchaser............................................14
SECTION 10. Conditions to Closing...............................................................................15
SECTION 11. Fees and Expenses...................................................................................17
SECTION 12. Accountants' Letters................................................................................17
SECTION 13. Indemnification.....................................................................................18
SECTION 14. Notices.............................................................................................20
SECTION 15. Transfer of Mortgage Loans..........................................................................20
SECTION 16. Termination.........................................................................................21
SECTION 17. Representations, Warranties and Agreements to Survive Delivery......................................20
SECTION 18. Severability........................................................................................21
SECTION 19. Counterparts........................................................................................21
SECTION 20. Amendment...........................................................................................24
SECTION 21. Governing Law.......................................................................................24
SECTION 22. Further Assurances..................................................................................24
SECTION 23. Successors and Assigns..............................................................................24
SECTION 24. The Mortgage Loan Seller and the Purchaser..........................................................21
SECTION 25. Entire Agreement....................................................................................21
SECTION 26. No Partnership......................................................................................22
EXHIBIT 1 CONTENTS OF MORTGAGE FILE.................................................................E-1
EXHIBIT 2 MORTGAGE LOAN SCHEDULE INFORMATION......................................................E-2-1
EXHIBIT 3 MORTGAGE LOAN SELLER'S INFORMATION........................................................E-4
EXHIBIT 4 PURCHASER'S INFORMATION...................................................................E-5
EXHIBIT 5 SCHEDULE OF LOST NOTES....................................................................E-6
EXHIBIT 6 STANDARD & POOR'S LEVELS® GLOSSARY, VERSION 5.6B REVISED, APPENDIX E............E-6-1
SCHEDULE A REQUIRED RATINGS FOR EACH CLASS OF CERTIFICATES...........................................A-1
SCHEDULE B MORTGAGE LOAN SCHEDULE....................................................................B-1




                                          MORTGAGE LOAN PURCHASE AGREEMENT

                  MORTGAGE  LOAN  PURCHASE  AGREEMENT,   dated  as  of  June  30,  2006,  as  amended  and
supplemented  by any and all  amendments  hereto  (collectively,  the  "Agreement"),  by and  between  EMC
MORTGAGE CORPORATION,  a Delaware corporation (the "Mortgage Loan Seller"),  and STRUCTURED ASSET MORTGAGE
INVESTMENT II INC., a Delaware corporation (the "Purchaser").

                  Upon the terms and  subject to the  conditions  of this  Agreement,  the  Mortgage  Loan
Seller agrees to sell,  and the  Purchaser  agrees to purchase,  certain  conventional,  adjustable  rate,
first lien mortgage loans secured primarily by one- to four-family  residential properties  (collectively,
the "Mortgage  Loans") as described  herein.  The Purchaser  intends to deposit the Mortgage  Loans into a
trust fund (the "Trust Fund") and create Bear Stearns  ALT-A Trust,  Mortgage  Pass-Through  Certificates,
Series 2006-4 (the  "Certificates"),  under a pooling and servicing  agreement,  to be dated as of June 1,
2006 (the "Pooling and Servicing Agreement"),  among the Purchaser,  as seller, Wells Fargo Bank, National
Association,  as master servicer and securities administrator,  Citibank, N.A., as trustee (the "Trustee")
and EMC Mortgage Corporation.

                  The Purchaser has filed with the Securities and Exchange  Commission (the  "Commission")
a  registration  statement  on  Form  S-3  (Number  333-132232)  relating  to  its  Mortgage  Pass-Through
Certificates and the offering of certain series thereof  (including  certain classes of the  Certificates)
from time to time in  accordance  with Rule 415 under the  Securities  Act of 1933,  as  amended,  and the
rules and regulations of the Commission  promulgated  thereunder (the "Securities Act"). Such registration
statement,  when it became  effective under the Securities Act, and the prospectus  relating to the public
offering of certain  classes of the  Certificates by the Purchaser (the "Public  Offering"),  as from time
to time each is amended or  supplemented  pursuant to the  Securities  Act or  otherwise,  are referred to
herein as the "Registration  Statement" and the "Prospectus,"  respectively.  The "Prospectus  Supplement"
shall mean that  supplement,  dated June 29, 2006, to the  Prospectus,  dated March 28, 2006,  relating to
certain  classes  of the  Certificates.  With  respect to the Public  Offering  of certain  classes of the
Certificates,  the  Purchaser  and Bear,  Stearns & Co. Inc.  ("Bear  Stearns")  have entered into a terms
agreement  dated as of June 29,  2006,  to an  underwriting  agreement  dated May 12,  2006,  between  the
Purchaser and Bear Stearns (collectively, the "Underwriting Agreement").

                  Now,  therefore,  in consideration  of the premises and the mutual  agreements set forth
herein, the parties hereto agree as follows:

                  Definitions.  Certain terms are defined  herein.  Capitalized  terms used herein but not
defined  herein shall have the meanings  specified in the Pooling and Servicing  Agreement.  The following
other terms are defined as follows:

                  Acquisition  Price:  Cash in an amount  agreed upon by the Mortgage  Loan Seller and the
Purchaser.(1)




_________________________
(1)Please contact Bear, Sterns & Co. Inc. for Acquisition Price.



                  Bear Stearns: Bear, Stearns & Co. Inc.

                  Closing Date: June 30, 2006.

                  Cut-off Date: June 1, 2006.

                  Cut-off Date Balance: Approximately $5,187,044,367.

                  Deleted  Mortgage  Loan:  A Mortgage  Loan  replaced or to be  replaced by a  Substitute
Mortgage Loan.

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

                  Master Servicer: Wells Fargo Bank, National Association.

                  Moody's: Moody's Investors Service, Inc., or its successors in interest.

                  Mortgage:  The  mortgage  or deed of trust  creating a first lien on an interest in real
property securing a Mortgage Note.

                  Mortgage File:  The items  referred to in Exhibit 1 pertaining to a particular  Mortgage
Loan and any additional  documents  required to be added to such  documents  pursuant to this Agreement or
the Pooling and Servicing Agreement.

                  Mortgage  Interest  Rate: The annual rate of interest borne by a Mortgage Note as stated
therein.

                  Mortgagor: The obligor(s) on a Mortgage Note.

                  Opinion of Counsel:  A written  opinion of counsel,  who may be counsel for the Mortgage
Loan Seller or the Purchaser, reasonably acceptable to the Trustee.

                  Person:  Any legal person,  including any individual,  corporation,  partnership,  joint
venture,  association,  joint stock  company,  trust,  unincorporated  organization  or  government or any
agency or political subdivision thereof.

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

                  Rating Agencies: Standard & Poor's and Moody's, each a "Rating Agency."

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

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

                  Standard & Poor's:  Standard & Poor's Ratings  Services,  a division of The  McGraw-Hill
Companies, Inc. or its successors in interest.

                  Substitute  Mortgage  Loan: A mortgage  loan  substituted  for a Deleted  Mortgage  Loan
which must meet on the date of such  substitution  the  requirements  stated herein and in the Pooling and
Servicing Agreement; upon such substitution, such mortgage loan shall be a "Mortgage Loan" hereunder.

                  Value:  The value of the Mortgaged  Property at the time of  origination  of the related
Mortgage  Loan,  such value being the lesser of (i) the value of such  property  set forth in an appraisal
accepted by the  applicable  originator  of the Mortgage  Loan or (ii) the sales price of such property at
the time of origination.

                  SECTION 2.        Purchase and Sale of the Mortgage Loans and Related Rights.

                  (i)......Upon  satisfaction  of the  conditions  set forth in  Section  10  hereof,  the
Mortgage  Loan Seller  agrees to sell,  and the  Purchaser  agrees to purchase  Mortgage  Loans  having an
aggregate outstanding principal balance as of the Cut-off Date equal to the Cut-off Date Balance.

                  (ii).....The closing for the  purchase  and sale of the  Mortgage  Loans and the closing
for  the  issuance  of the  Certificates  will  take  place  on the  Closing  Date  at the  office  of the
Purchaser's counsel in New York, New York or such other place as the parties shall agree.

                  (iii)....Upon the satisfaction of the conditions set forth in Section 10 hereof,  on the
Closing Date, the Purchaser shall pay to the Mortgage Loan Seller the  Acquisition  Price for the Mortgage
Loans in immediately  available  funds by wire transfer to such account or accounts as shall be designated
by the Mortgage Loan Seller.

                  (iv).....In addition to the  foregoing,  on the Closing  Date the  Mortgage  Loan Seller
assigns to the Purchaser  all of its right,  title and interest in the  Servicing  Agreements  (other than
its right to enforce the representations and warranties set forth therein).



                  SECTION 3.  Mortgage Loan  Schedules.  The Mortgage Loan Seller agrees to provide to the
Purchaser as of the date hereof a preliminary  listing of the Mortgage Loans (the  "Preliminary  Mortgage
Loan Schedule")  setting forth the information  listed on Exhibit 2 to this Agreement with respect to each
of the Mortgage  Loans being sold by the Mortgage  Loan  Seller.  If there are changes to the  Preliminary
Mortgage Loan  Schedule,  the Mortgage Loan Seller shall provide to the Purchaser as of the Closing Date a
final schedule (the "Final Mortgage Loan Schedule")  setting forth the information  listed on Exhibit 2 to
this  Agreement  with respect to each of the Mortgage  Loans being sold by the Mortgage Loan Seller to the
Purchaser.  The Final  Mortgage  Loan  Schedule  shall be delivered to the  Purchaser on the Closing Date,
shall be attached to an  amendment  to this  Agreement  to be executed on the Closing  Date by the parties
hereto  and  shall be in form and  substance  mutually  agreed  to by the  Mortgage  Loan  Seller  and the
Purchaser  (the  "Amendment").  If there are no changes to the  Preliminary  Mortgage Loan  Schedule,  the
Preliminary Mortgage Loan Schedule shall be the Final Mortgage Loan Schedule for all purposes hereof.


                  SECTION 4.  Mortgage Loan Transfer.

                  (i)......The  Purchaser  will be entitled to all  scheduled  payments of  principal  and
interest on the Mortgage  Loans due after the Cut-off Date  (regardless  of when actually  collected)  and
all payments thereon,  other than scheduled  principal and interest,  received after the Cut-off Date. The
Mortgage  Loan Seller  will be  entitled  to all  scheduled  payments  of  principal  and  interest on the
Mortgage Loans due on or before the Cut-off Date  (including  payments  collected  after the Cut-off Date)
and all payments thereon,  other than scheduled principal and interest,  received on or before the Cut-off
Date. Such principal  amounts and any interest thereon  belonging to the Mortgage Loan Seller as described
above will not be included in the  aggregate  outstanding  principal  balance of the Mortgage  Loans as of
the Cut-off Date as set forth on the Final Mortgage Loan Schedule.

                  (ii).....Pursuant to various  conveyance  documents  to be executed on the Closing  Date
and pursuant to the Pooling and Servicing  Agreement,  the  Purchaser  will assign on the Closing Date all
of its right,  title and  interest  in and to the  Mortgage  Loans to the  Trustee  for the benefit of the
Certificateholders.  In connection  with the transfer and assignment of the Mortgage  Loans,  the Mortgage
Loan Seller has  delivered  or will deliver or cause to be delivered to the Trustee by the Closing Date or
such later date as is agreed to by the  Purchaser  and the Mortgage  Loan Seller (each of the Closing Date
and such later date is referred to as a "Mortgage File Delivery  Date"),  the items of each Mortgage File,
provided,  however,  that in lieu of the  foregoing,  the Mortgage  Loan Seller may deliver the  following
documents,  under the  circumstances  set forth below:  (x) in lieu of the original  Security  Instrument,
assignments  to the  Trustee or  intervening  assignments  thereof  which have been  delivered,  are being
delivered or will, upon receipt of recording  information  relating to the Security Instrument required to
be included  thereon,  be delivered to recording  offices for  recording and have not been returned to the
Mortgage  Loan Seller in time to permit their  delivery as specified  above,  the Mortgage Loan Seller may
deliver a true copy thereof with a  certification  by the Mortgage Loan Seller,  on the face of such copy,
substantially  as  follows:  "Certified  to be a true and  correct  copy of the  original,  which has been
transmitted  for  recording"  (y) in  lieu of the  Security  Instrument,  assignments  to the  Trustee  or
intervening  assignments  thereof, if the applicable  jurisdiction retains the originals of such documents
(as  evidenced by a  certification  from the Mortgage Loan Seller to such effect) the Mortgage Loan Seller
may deliver  photocopies of such documents  containing an original  certification by the judicial or other
governmental  authority of the  jurisdiction  where such documents  were recorded;  and (z) in lieu of the
Mortgage Notes relating to the Mortgage  Loans,  each identified in the list delivered by the Purchaser to
the Trustee on the Closing  Date and attached  hereto as Exhibit 5, the  Mortgage  Loan Seller may deliver
lost note affidavits and indemnities of the Mortgage Loan Seller; and provided further,  however,  that in
the case of  Mortgage  Loans  which  have been  prepaid in full  after the  Cut-off  Date and prior to the
Closing Date,  the Mortgage Loan Seller,  in lieu of delivering  the above  documents,  may deliver to the
Trustee a certification  by the Mortgage Loan Seller or the Master  Servicer to such effect.  The Mortgage
Loan  Seller  shall  deliver  such  original  documents  (including  any  original  documents  as to which
certified  copies had previously  been delivered) or such certified  copies to the Trustee  promptly after
they are  received.  The Mortgage  Loan Seller shall cause the Mortgage and  intervening  assignments,  if
any,  and the  assignment  of the  Security  Instrument  to be recorded  not later than 180 days after the
Closing Date,  unless such  assignment is not required to be recorded under the terms set forth in Section
6(i) hereof.

                  (iii)....The Mortgage Loan Seller and the Purchaser  acknowledge  hereunder  that all of
the Mortgage  Loans and the related  servicing will  ultimately be assigned to Citibank,  N.A., as Trustee
for the benefit of the Certificateholders, on the date hereof.

                  SECTION 5.        Examination of Mortgage Files.

                  (i)      On or before the Mortgage  File  Delivery  Date,  the Mortgage Loan Seller will
have made the Mortgage Files available to the Purchaser or its agent for  examination  which may be at the
offices of the Trustee or the Mortgage Loan Seller and/or the Mortgage Loan Seller's  custodian.  The fact
that the  Purchaser  or its agent  has  conducted  or has  failed  to  conduct  any  partial  or  complete
examination  of the Mortgage  Files shall not affect the  Purchaser's  rights to demand cure,  repurchase,
substitution  or other  relief as  provided  in this  Agreement.  In  furtherance  of the  foregoing,  the
Mortgage  Loan Seller shall make the Mortgage  Files  available to the Purchaser or its agent from time to
time so as to permit the  Purchaser to confirm the Mortgage  Loan  Seller's  compliance  with the delivery
and  recordation  requirements  of this  Agreement and the Pooling and Servicing  Agreement.  In addition,
upon request of the Purchaser,  the Mortgage Loan Seller agrees to provide to the Purchaser,  Bear Stearns
and to any  investors or  prospective  investors in the  Certificates  information  regarding the Mortgage
Loans and their  servicing,  to make the Mortgage Files  available to the  Purchaser,  Bear Stearns and to
such  investors or prospective  investors  (which may be at the offices of the Mortgage Loan Seller and/or
the Mortgage Loan Seller's  custodian) and to make available  personnel  knowledgeable  about the Mortgage
Loans for discussions with the Purchaser,  Bear Stearns and such investors or prospective investors,  upon
reasonable  request during regular  business hours,  sufficient to permit the Purchaser,  Bear Stearns and
such  investors  or  potential  investors  to conduct  such due  diligence  as any such  party  reasonably
believes is appropriate.

                  (ii)     Pursuant to the  Pooling  and  Servicing  Agreement,  on the  Closing  Date the
Trustee,  for the benefit of the  Certificateholders,  will review or cause the  Custodian to review items
of the  Mortgage  Files as set forth on Exhibit 1 and will  deliver or cause the  Custodian  to deliver to
the Mortgage  Loan Seller an initial  certification  in the form  attached as Exhibit One to the Custodial
Agreement.

                  (iii)    Pursuant to the Pooling and Servicing Agreement,  within 90 days of the Closing
Date,  the Trustee will review or shall cause the  Custodian to review items of the Mortgage  Files as set
forth on Exhibit 1 and will  deliver to the  Mortgage  Loan  Seller  and the  Master  Servicer  an interim
certification substantially in the form of Exhibit Two to the Custodial Agreement.

                  (iv)     Pursuant  to the  Pooling  and  Servicing  Agreement,  within  180  days of the
Closing Date (or,  with respect to any  Substitute  Mortgage  Loan,  within five  Business  Days after the
receipt by the Trustee or  Custodian  thereof)  the Trustee  will review or cause the  Custodian to review
items of the Mortgage  Files as set forth on Exhibit 1 and will  deliver to the  Mortgage  Loan Seller and
the Master  Servicer a final  certification  substantially  in the form of Exhibit  Three to the Custodial
Agreement.  If the  Trustee  (or the  Custodian  as its agent) is unable to deliver a final  certification
with  respect  to the  items  listed  in  Exhibit  1 due to any  document  that is  missing,  has not been
executed,  is unrelated,  determined on the basis of the Mortgagor name,  original  principal  balance and
loan  number,  to the Mortgage  Loans  identified  in the Final  Mortgage  Loan  Schedule or appears to be
defective on its face (a "Material  Defect"),  the Trustee or the Custodian,  as its agent, shall promptly
notify the Mortgage  Loan Seller of such Material  Defect.  The Mortgage Loan Seller shall correct or cure
any such  Material  Defect  within 90 days from the date of notice from the Trustee or the  Custodian,  as
its agent,  of the Material  Defect and if the Mortgage Loan Seller does not correct or cure such Material
Defect  within  such  period and such  defect  materially  and  adversely  affects  the  interests  of the
Certificateholders  in the related  Mortgage Loan,  the Mortgage Loan Seller will, in accordance  with the
terms of the Pooling and Servicing  Agreement,  within 90 days of the date of notice,  provide the Trustee
with a  Substitute  Mortgage  Loan (if within  two years of the  Closing  Date) or  purchase  the  related
Mortgage Loan at the  applicable  Purchase  Price;  provided that, if such defect would cause the Mortgage
Loan to be other than a  "qualified  mortgage"  as defined in  Section  860G(a)(3)  of the Code,  any such
cure,  repurchase  or  substitution  must occur  within 90 days from the date such breach was  discovered;
provided,  however,  that if such defect  relates  solely to the  inability of the Mortgage Loan Seller to
deliver the original security instrument or intervening  assignments  thereof, or a certified copy because
the  originals  of such  documents,  or a  certified  copy,  have  not  been  returned  by the  applicable
jurisdiction,  the  Mortgage  Loan Seller  shall not be required to  purchase  such  Mortgage  Loan if the
Mortgage Loan Seller delivers such original  documents or certified copy promptly upon receipt,  but in no
event later than 360 days after the Closing Date. The foregoing  repurchase  obligation shall not apply in
the event that the Mortgage  Loan Seller cannot  deliver such  original or copy of any document  submitted
for recording to the appropriate  recording  office in the applicable  jurisdiction  because such document
has not been  returned by such office;  provided  that the Mortgage  Loan Seller shall  instead  deliver a
recording  receipt  of such  recording  office or, if such  receipt is not  available,  a  certificate  of
Mortgage  Loan Seller or a  Servicing  Officer  confirming  that such  documents  have been  accepted  for
recording,  and delivery to the Trustee or the Custodian,  as its agent, shall be effected by the Mortgage
Loan Seller within thirty days of its receipt of the original recorded document.

                  (v)      At the time of any  substitution,  the Mortgage  Loan Seller  shall  deliver or
cause to be delivered the  Substitute  Mortgage Loan,  the related  Mortgage File and any other  documents
and payments  required to be  delivered  in  connection  with a  substitution  pursuant to the Pooling and
Servicing  Agreement.  At the time of any purchase or  substitution,  the Trustee  shall (i) assign to the
Mortgage  Loan Seller and release or cause the  Custodian  to release the  documents  (including,  but not
limited to, the Mortgage,  Mortgage Note and other  contents of the Mortgage File) in its possession or in
the  possession of the Custodian  relating to the Deleted  Mortgage Loan and (ii) execute and deliver such
instruments of transfer or  assignment,  in each case without  recourse,  as shall be necessary to vest in
the Mortgage Loan Seller title to such Deleted Mortgage Loan.

                  SECTION 6.        Recordation of Assignments of Mortgage.

                  (i)      The Mortgage Loan Seller  shall,  promptly  after the Closing Date,  cause each
Mortgage  and  each  assignment  of  Mortgage  from the  Mortgage  Loan  Seller  to the  Trustee,  and all
unrecorded intervening  assignments,  if any, delivered on or prior to the Closing Date, to be recorded in
all recording offices in the jurisdictions where the related Mortgaged  Properties are located;  provided,
however,  the  Mortgage  Loan Seller  need not cause to be  recorded  any  assignment  which  relates to a
Mortgage  Loan if (a) such  recordation  is not  required by the Rating  Agencies or an Opinion of Counsel
has been provided to the Trustee  which states that the  recordation  of such  assignment is not necessary
to protect the Trustee's  interest in the related  Mortgage Loan or (b) MERS is identified on the Mortgage
or a properly  recorded  assignment of the Mortgage,  as the mortgagee of record solely as nominee for the
Mortgage Loan Seller and its successors and assigns;  provided,  however,  notwithstanding the delivery of
any Opinion of Counsel,  each  assignment  of Mortgage  shall be submitted  for  recording by the Mortgage
Loan Seller in the manner described  above, at no expense to the Trust Fund or Trustee,  upon the earliest
to occur of (i)  reasonable  direction  by the Holders of  Certificates  evidencing  Fractional  Undivided
Interests  aggregating not less than 25% of the Trust,  (ii) the occurrence of an Event of Default,  (iii)
the occurrence of a bankruptcy,  insolvency or  foreclosure  relating to the Mortgage Loan Seller and (iv)
the  occurrence  of a  servicing  transfer as  described  in Section  8.02 of the  Pooling  and  Servicing
Agreement.

                  While each such  Mortgage or assignment is being  recorded,  if necessary,  the Mortgage
Loan  Seller  shall  leave or cause to be left  with the  Trustee a  certified  copy of such  Mortgage  or
assignment.  In the event that,  within 180 days of the Closing Date, the Trustee has not been provided an
Opinion of Counsel as  described  above or received  evidence of recording  with respect to each  Mortgage
Loan  delivered  to the  Purchaser  pursuant  to the terms  hereof or as set forth  above,  the failure to
provide  evidence of  recording  or such Opinion of Counsel (in the  alternative,  if  required)  shall be
considered a Material  Defect,  and the provisions of Section  5(iii) and (iv) shall apply.  All customary
recording fees and reasonable  expenses  relating to the recordation of the assignments of Mortgage to the
Trustee or the Opinion of Counsel, as the case may be, shall be borne by the Mortgage Loan Seller.

                  (ii)     It is the express  intent of the  parties  hereto  that the  conveyance  of the
Mortgage Loans by the Mortgage Loan Seller to the  Purchaser,  as  contemplated  by this Agreement be, and
be treated as, a sale. It is,  further,  not the intention of the parties that such conveyance be deemed a
pledge of the  Mortgage  Loans by the  Mortgage  Loan  Seller to the  Purchaser  to secure a debt or other
obligation  of the Mortgage Loan Seller.  However,  in the event that,  notwithstanding  the intent of the
parties,  the Mortgage Loans are held by a court of competent  jurisdiction  to continue to be property of
the Mortgage Loan Seller,  then (a) this Agreement shall also be deemed to be a security  agreement within
the  meaning of  Articles 8 and 9 of the  applicable  Uniform  Commercial  Code;  (b) the  transfer of the
Mortgage  Loans  provided  for herein  shall be deemed to be a grant by the  Mortgage  Loan  Seller to the
Purchaser of a security  interest in all of the Mortgage  Loan Seller's  right,  title and interest in and
to the Mortgage  Loans and all amounts  payable to the holders of the Mortgage  Loans in  accordance  with
the terms thereof and all proceeds of the  conversion,  voluntary or  involuntary,  of the foregoing  into
cash,  instruments,  securities or other property, to the extent the Purchaser would otherwise be entitled
to own such Mortgage Loans and proceeds  pursuant to Section 4 hereof,  including all amounts,  other than
investment  earnings,  from time to time held or invested in any accounts  created pursuant to the Pooling
and Servicing Agreement,  whether in the form of cash, instruments,  securities or other property; (c) the
possession  by the  Purchaser  or the  Trustee of  Mortgage  Notes and such  other  items of  property  as
constitute  instruments,  money,  negotiable  documents or chattel paper shall be deemed to be "possession
by the secured  party" for purposes of  perfecting  the security  interest  pursuant to Section  9-313 (or
comparable  provision)  of the  applicable  Uniform  Commercial  Code;  and (d)  notifications  to persons
holding  such  property,  and  acknowledgments,  receipts  or  confirmations  from  persons  holding  such
property,  shall  be  deemed  notifications  to,  or  acknowledgments,  receipts  or  confirmations  from,
financial  intermediaries,  bailees  or  agents  (as  applicable)  of the  Purchaser  for the  purpose  of
perfecting  such security  interest under  applicable law. Any assignment of the interest of the Purchaser
pursuant to any provision  hereof or pursuant to the Pooling and Servicing  Agreement shall also be deemed
to be an assignment of any security  interest  created hereby.  The Mortgage Loan Seller and the Purchaser
shall, to the extent consistent with this Agreement,  take such actions as may be reasonably  necessary to
ensure that,  if this  Agreement  were deemed to create a security  interest in the Mortgage  Loans,  such
security  interest would be deemed to be a perfected  security interest of first priority under applicable
law and will be maintained as such throughout the term of the Pooling and Servicing Agreement.

                  SECTION 7.        Representations and Warranties of Mortgage Loan Seller Concerning the
Mortgage  Loans.  The Mortgage  Loan Seller  hereby  represents  and  warrants to the  Purchaser as of the
Closing Date or such other date as may be specified  below with respect to each  Mortgage  Loan being sold
by it:

                  (i)      the  information  set forth in the Mortgage  Loan  Schedule  hereto is true and
correct in all material respects;

                  (ii)     immediately  prior to the transfer to the  Purchaser,  the Mortgage Loan Seller
was the sole owner of  beneficial  title and holder of each  Mortgage  and Mortgage  Note  relating to the
Mortgage  Loans  and is  conveying  the same free and clear of any and all  liens,  claims,  encumbrances,
participation interests,  equities,  pledges, charges or security interests of any nature and the Mortgage
Loan Seller has full right and authority to sell or assign the same pursuant to this Agreement;

                  (iii)    each Mortgage  Loan at the time it was made  complied in all material  respects
with  all  applicable  laws  and  regulations,   including,   without  limitation,   usury,  equal  credit
opportunity,  disclosure and recording laws and all  applicable  anti-predatory,  abusive and fair lending
laws;  and each  Mortgage  Loan  has  been  serviced  in all  material  respects  in  accordance  with all
applicable  laws  and  regulations,  including,  without  limitation,  usury,  equal  credit  opportunity,
disclosure  and recording laws and all  applicable  anti-predatory,  abusive and fair lending laws and the
terms of the related Mortgage Note, the Mortgage and other loan documents;

                  (iv)     there is no  monetary  default  existing  under  any  Mortgage  or the  related
Mortgage  Note and there is no  material  event  which,  with the  passage of time or with  notice and the
expiration of any grace or cure period, would constitute a default,  breach or event of acceleration;  and
neither the Mortgage  Loan Seller,  any of its  affiliates  nor any servicer of any related  Mortgage Loan
has taken any action to waive any default,  breach or event of acceleration;  and no foreclosure action is
threatened or has been commenced with respect to the Mortgage Loan;

                  (v)      the  terms of the  Mortgage  Note  and the  Mortgage  have  not been  impaired,
waived, altered or modified in any respect,  except by written instruments,  (i) if required by law in the
jurisdiction where the Mortgaged  Property is located,  or (ii) to protect the interests of the Trustee on
behalf of the Certificateholders;

                  (vi)     no selection  procedure  reasonably  believed by the Mortgage Loan Seller to be
adverse to the interests of the Certificateholders was utilized in selecting the Mortgage Loans;

                  (vii)    each Mortgage is a valid and  enforceable  first lien on the property  securing
the related  Mortgage Note and each  Mortgaged  Property is owned by the  Mortgagor in fee simple  (except
with respect to common areas in the case of  condominiums,  PUDs and de minimis  PUDs) or by leasehold for
a term  longer  than the term of the  related  Mortgage,  subject  only to (i) the  lien of  current  real
property taxes and assessments,  (ii) covenants,  conditions and  restrictions,  rights of way,  easements
and other matters of public record as of the date of recording of such  Mortgage,  such  exceptions  being
acceptable  to  mortgage  lending  institutions  generally  or  specifically  reflected  in the  appraisal
obtained in connection  with the  origination of the related  Mortgage Loan or referred to in the lender's
title insurance  policy  delivered to the originator of the related  Mortgage Loan and (iii) other matters
to which like properties are commonly  subject which do not materially  interfere with the benefits of the
security intended to be provided by such Mortgage;

                  (viii)    there is no mechanics' lien or claim for work, labor or material  affecting the
premises  subject  to any  Mortgage  which is or may be a lien prior to, or equal  with,  the lien of such
Mortgage  except  those  which are insured  against by the title  insurance  policy  referred to in (xiii)
below;

                  (ix)      there was no delinquent tax or assessment lien against the property  subject to
any  Mortgage,  except  where  such lien was being  contested  in good  faith and a stay had been  granted
against levying on the property;

                  (x)       there is no valid  offset,  defense or  counterclaim  to any  Mortgage  Note or
Mortgage,  including  the  obligation  of the  Mortgagor to pay the unpaid  principal and interest on such
Mortgage Note;

                  (xi)      the physical  property  subject to any Mortgage is free of material  damage and
is in good repair and there is no proceeding  pending or threatened for the total or partial  condemnation
of any Mortgaged Property;

                  (xii)     the  Mortgaged   Property  and  all   improvements   thereon  comply  with  all
requirements of any applicable zoning and subdivision laws and ordinances;

                  (xiii)    a lender's  title  insurance  policy  (on an ALTA or CLTA  form) or binder,  or
other  assurance of title customary in the relevant  jurisdiction  therefor in a form acceptable to Fannie
Mae or  Freddie  Mac,  was issued on the date that each  Mortgage  Loan was  created by a title  insurance
company which,  to the best of the Mortgage Loan Seller's  knowledge,  was qualified to do business in the
jurisdiction  where the related Mortgaged  Property is located,  insuring the Mortgage Loan Seller and its
successors  and assigns that the Mortgage is a first  priority lien on the related  Mortgaged  Property in
the original  principal  amount of the Mortgage  Loan.  The Mortgage Loan Seller is the sole insured under
such lender's title insurance  policy,  and such policy,  binder or assurance is valid and remains in full
force and effect,  and each such policy,  binder or assurance  shall contain all  applicable  endorsements
including a negative amortization endorsement, if applicable;

                  (xiv)      at the time of  origination,  each  Mortgaged  Property  was the  subject of an
appraisal  which  conformed to the  underwriting  requirements  of the originator of the Mortgage Loan and
the appraisal is in a form acceptable to Fannie Mae or Freddie Mac;

                  (xv)       the  improvements  on each  Mortgaged  Property  securing a  Mortgage  Loan are
insured (by an insurer  which is  acceptable  to the Mortgage  Loan Seller)  against loss by fire and such
hazards  as are  covered  under a  standard  extended  coverage  endorsement  in the  locale  in which the
Mortgaged  Property is located,  in an amount  which is not less than the lesser of the maximum  insurable
value of the  improvements  securing  such  Mortgage  Loan or the  outstanding  principal  balance  of the
Mortgage  Loan,  but in no event in an  amount  less  than an  amount  that is  required  to  prevent  the
Mortgagor from being deemed to be a co-insurer  thereunder;  if the improvement on the Mortgaged  Property
is a  condominium  unit,  it is  included  under  the  coverage  afforded  by a  blanket  policy  for  the
condominium  project;  if upon origination of the related Mortgage Loan, the improvements on the Mortgaged
Property were in an area identified as a federally  designated  flood area, a flood insurance policy is in
effect in an  amount  representing  coverage  not less  than the  least of (i) the  outstanding  principal
balance  of the  Mortgage  Loan,  (ii) the  restorable  cost of  improvements  located  on such  Mortgaged
Property or (iii) the maximum  coverage  available  under  federal law; and each  Mortgage  obligates  the
Mortgagor thereunder to maintain the insurance referred to above at the Mortgagor's cost and expense;

                  (xvi)     each  Mortgage  Loan   constitutes   a  "qualified   mortgage"   under  Section
860G(a)(3)(A) of the Code and Treasury  Regulations  Section  1.860G-2(a)(1),  (2), (4), (5), (6), (7) and
(9) without  reliance  on the  provisions  of  Treasury  Regulations  Section  1.860G-2(a)(3)  or Treasury
Regulations  Section  1.860G-2(f)(2) or any other provision that would allow a Mortgage Loan to be treated
as a "qualified  mortgage"  notwithstanding its failure to meet the requirements of Section  860G(a)(3)(A)
of the Code and Treasury Regulation Section 1.860G-2(a)(1), (2), (4), (5), (6), (7) and (9);

                  (xvii)    each  Mortgage  Loan was  originated  (a)  by a savings  and loan  association,
savings bank,  commercial bank, credit union,  insurance company or similar institution that is supervised
and  examined  by a federal or state  authority,  (b) by a  mortgagee  approved  by the  Secretary  of HUD
pursuant to Sections 203 and 211 of the National  Housing Act, as amended,  or (c) by a mortgage broker or
correspondent  lender in a manner such that the related  Mortgage  Loan would be regarded  for purposes of
Section  3(a)(41) of the  Securities  Exchange Act of 1934,  as amended,  as having been  originated by an
entity described in clauses (a) or (b) above;

                  (xviii)    none of the Mortgage Loans are (a) loans subject to 12 CFR Part 226.31,  12 CFR
Part 226.32 or 12 CFR Part 226.34 of Regulation Z, the  regulation  implementing  TILA,  which  implements
the Home  Ownership  and Equity  Protection  Act of 1994,  as amended or (b) "high cost  home,"  "covered"
(excluding  home loans  defined as "covered home loans" in the New Jersey Home  Ownership  Security Act of
2002 that were  originated  between  November 26, 2003 and July 7, 2004),  "high risk home" or "predatory"
loans under any applicable  state,  federal or local law (or a similarly  classified  loan using different
terminology  under a law  imposing  heightened  regulatory  scrutiny or  additional  legal  liability  for
residential mortgage loans having high interest rates, points and/or fees);

                  (xix)      no Mortgage Loan (a) is a "high cost loan" or "covered  loan" as applicable (as
such terms are defined in the then current Standard & Poor's LEVELS®  Glossary,  which is now Version 5.6d
Revised,  Appendix  E,  attached  hereto as Exhibit 6 or (b) was  originated  on or after  October 1, 2002
through March 6, 2003 and is governed by the Georgia Fair Lending Act;

                  (xx)       the  information  set forth in  Schedule A of the  Prospectus  Supplement  with
respect to the Mortgage Loans is true and correct in all material respects;

                  (xxi)      with  respect to each  Mortgage  Loan in Sub-Loan  Group I-2A,  Sub-Loan  Group
II-2A,  Sub-Loan Group III-1A and Sub-Loan Group III-2A],  no Mortgagor obtained a prepaid  single-premium
credit-life,  credit  disability,  credit  unemployment or credit property  insurance policy in connection
with the origination of such Mortgage Loan;

                  (xxii)     with  respect to each  Mortgage  Loan in Sub-Loan  Group I-2A,  Sub-Loan  Group
II-2A,  Sub-Loan Group III-1A and Sub-Loan Group III-2A,  information regarding the Mortgagor credit files
related to such  Mortgage Loan has been  furnished to credit  reporting  agencies in  compliance  with the
provisions of the Fair Credit Reporting Act and the applicable implementing regulations;

                  (xxiii)    each  Mortgage  Loan  was  originated  in  accordance  with  the   underwriting
guidelines of the related originator;

                  (xxiv)     each  original  Mortgage  has  been  recorded  or is in the  process  of  being
recorded in accordance  with the  requirements  of Section 2.01 of the Pooling and Servicing  Agreement in
the  appropriate  jurisdictions  wherein such  recordation is required to perfect the lien thereof for the
benefit of the Trust Fund;

                  (xxv)      the related  Mortgage  File  contains  each of the  documents  and  instruments
listed in Section 2.01 of the Pooling and Servicing  Agreement,  subject to any exceptions,  substitutions
and qualifications as are set forth in such Section;

                  (xxvi)     the Mortgage  Loans are currently  being  serviced in accordance  with accepted
servicing practices;

                  (xxvii)    with respect to each Mortgage Loan that has a prepayment  penalty feature,  each
such  prepayment  penalty  is  enforceable  and will be  enforced  by the  Mortgage  Loan  Seller and each
prepayment  penalty is permitted  pursuant to federal,  state and local law, provided that (i) no Mortgage
Loan will  impose a  prepayment  penalty  for a term in excess of five years  from the date such  Mortgage
Loan was  originated and (ii) such  prepayment  penalty is at least equal to the lesser of (A) the maximum
amount permitted under  applicable law and (B) six months interest at the related  Mortgage  Interest Rate
on the amount prepaid in excess of 20% of the original principal balance of such Mortgage Loan;

                  (xxviii)   with respect to each  Mortgage  Loan in Sub-Loan  Group I-2A,  Sub-Loan  Group
II-2A,  Sub-Loan  Group III-1A and Sub-Loan Group III-2A that contains a provision  permitting  imposition
of a penalty upon a prepayment  prior to maturity:  (a) the  Mortgage  Loan  provides  some benefit to the
Mortgagor  (e.g. a rate or fee  reduction)  in exchange for accepting  such  prepayment  penalty;  (b) the
Mortgage  Loan's  originator had a written policy of offering the borrower,  or requiring any  third-party
brokers to offer the  Mortgagor,  the option of obtaining a Mortgage Loan that did not require  payment of
such a penalty;  (c) the  prepayment  penalty  was  adequately  disclosed  to the  Mortgagor  pursuant  to
applicable  state and federal law; and (d) no subprime  loan  originated  on or after October 1, 2002 will
provide for  prepayment  penalties for a term in excess of three years and any loans  originated  prior to
such date, and any non-subprime  loans, will not provide for prepayment  penalties for a term in excess of
five years;  in each case unless the loan was  modified  to reduce the  prepayment  period to no more than
three  years from the date of the note and the  Mortgagor  was  notified in writing of such  reduction  in
prepayment  period.  Notwithstanding  the above, the Servicer shall not collect any prepayment  penalty in
any instance when (a) the mortgage debt is accelerated  through  foreclosure  sale or other payment as the
result of the  Mortgagor's  default  under  the  terms of the  Security  Instrument,  or (b) the  proceeds
received  from the payoff of the  Mortgage  are from the sale of the related  Mortgaged  Property  and the
prepayment period is longer than five years;

                  (xxix)     with  respect to each  Mortgage  Loan in Sub-Loan  Group I-2A,  Sub-Loan  Group
II-2A,  Sub-Loan  Group  III-1A and  Sub-Loan  Group  III-2A and  originated  on or after  August 1, 2004,
neither  the  related  Mortgage  nor the  related  Mortgage  Note  requires  the  Mortgagor  to  submit to
arbitration  to resolve any dispute  arising  out of or  relating  in any way to the  origination  of such
Mortgage Loan transaction;

                  (xxx)     the methodology  used in underwriting the extension of credit for each Mortgage
Loan in Sub-Loan  Group I-2A,  Sub-Loan  Group II-2A,  Sub-Loan  Group III-1A and Sub-Loan Group III-2A in
the trust  did not rely on the  extent  of the  Mortgagor's  equity  in the  collateral  as the  principal
determining  factor in approving such extension of credit.  The methodology  employed  objective  criteria
that  related such facts as,  without  limitation,  the  Mortgagor's  credit  history,  income,  assets or
liabilities,  to the  proposed  mortgage  payment and,  based on such  methodology,  the  Mortgage  Loan's
originator made a reasonable  determination  that at the time of origination the Mortgagor had the ability
to make timely payments on the Mortgage Loan;

                  (xxxi)    with  respect to each  Mortgage  Loan in  Sub-Loan  Group  I-2A,  Sub-Loan  Group
II-2A,  Sub-Loan Group III-1A and Sub-Loan  Group III-2A,  the Mortgagor was not encouraged or required to
select a Mortgage Loan product  offered by the Mortgage Loan's  originator  which is a higher cost product
designed for less  creditworthy  Mortgagors,  taking into account such facts as, without  limitation,  the
Mortgage Loan's requirements and the Mortgagor's credit history, income, assets and liabilities

                  (xxxii)    with  respect to each  Mortgage  Loan in Sub-Loan  Group I-2A,  Sub-Loan  Group
II-2A,  Sub-Loan Group III-1A and Sub-Loan Group III-2A,  there is no Mortgage Loan that was originated on
or after  October 1, 2002 and before March 7, 2003,  which is secured by property  located in the State of
Georgia.  There is no Mortgage Loan that was  originated on or after March 7, 2003,  which is a "high cost
home loan" as defined under the Georgia Fair Lending Act;

                  (xxxiii)   no  Mortgagor  under a Mortgage  Loan in Sub-Loan  Group I-2A,  Sub-Loan  Group
II-2A,  Sub-Loan  Group  III-1A and  Sub-Loan  Group  III-2A was  charged  "points  and fees" in an amount
greater than (a) $1,000 or (b) 5% of the  principal  amount of such Mortgage  Loan,  whichever is greater.
For purposes of this representation,  "points and fees" (x) include origination,  underwriting, broker and
finder's  fees and charges that the lender  imposed as a condition of making the  Mortgage  Loan,  whether
they are paid to the lender or a third party;  and (y) exclude bona fide  discount  points,  fees paid for
actual  services  rendered in connection  with the  origination of the mortgage (such as attorneys'  fees,
notaries fees and fees paid for property  appraisals,  credit reports,  surveys,  title  examinations  and
extracts,  flood  and tax  certifications,  and home  inspections);  the  cost of  mortgage  insurance  or
credit-risk price adjustments;  the costs of title, hazard, and flood insurance policies;  state and local
transfer  taxes or fees;  escrow  deposits for the future  payment of taxes and  insurance  premiums;  and
other miscellaneous fees and charges that, in total, do not exceed 0.25 percent of the loan amount;

                  (xxxiv)    the original  principal  balance of each Mortgage  Loan in Sub-Loan  Group I-2A,
Sub-Loan  Group II-2A,  Sub-Loan  Group III-1A and Sub-Loan  Group III-2A is within  Freddie  Mac's dollar
amount limits for conforming one- to four-family Mortgage Loans in existence as of the Closing Date;

                  (xxxv)     with  respect to each  Mortgage  Loan in  Sub-Loan  Group  I-2A,  Sub-Loan  Group
II-2A,  Sub-Loan  Group III-1A and Sub-Loan  Group III-2A,  no Mortgage Loan was  originated in connection
with a manufactured housing unit; and

                  (xxxvi)    with  respect to each  Mortgage  Loan in Sub-Loan  Group I-2A,  Sub-Loan  Group
II-2A, Sub-Loan Group III-1A and Sub-Loan Group III-2A, no Mortgage Loan is seasoned more than 12 months.

                  It is understood  and agreed that the  representations  and warranties set forth in this
Section 7 will inure to the benefit of the  Purchaser,  its successors  and assigns,  notwithstanding  any
restrictive  or qualified  endorsement  on any Mortgage Note or assignment of Mortgage or the  examination
of any Mortgage File. Upon any  substitution for a Mortgage Loan, the  representations  and warranties set
forth above shall be deemed to be made by the Mortgage Loan Seller as to any  Substitute  Mortgage Loan as
of the date of substitution.

It is  understood  and agreed that the  representations  and  warranties  set forth in this Section 7 will
inure to the benefit of the  Purchaser,  its successors and assigns,  notwithstanding  any  restrictive or
qualified  endorsement  on any Mortgage Note or assignment of Mortgage or the  examination of any Mortgage
File.  Upon any  substitution  for a Mortgage  Loan,  the  representations  and warranties set forth above
shall be deemed to be made by the Mortgage Loan Seller as to any  Substitute  Mortgage Loan as of the date
of substitution.

                  Upon  discovery or receipt of notice by the Mortgage  Loan Seller,  the Purchaser or the
Trustee of a breach of any  representation  or  warranty  of the  Mortgage  Loan  Seller set forth in this
Section 7 which  materially  and  adversely  affects  the value of the  interests  of the  Purchaser,  the
Certificateholders  or the Trustee in any of the Mortgage  Loans  delivered to the  Purchaser  pursuant to
this  Agreement,  the party  discovering  or  receiving  notice of such breach  shall give prompt  written
notice to the others.  In the case of any such breach of a  representation  or warranty  set forth in this
Section  7,  within  90 days from the date of  discovery  by the  Mortgage  Loan  Seller,  or the date the
Mortgage Loan Seller is notified by the party  discovering or receiving  notice of such breach  (whichever
occurs  earlier),  the  Mortgage  Loan  Seller will (i) cure such breach in all  material  respects,  (ii)
purchase the affected  Mortgage Loan at the applicable  Purchase Price or (iii) if within two years of the
Closing  Date,  substitute a qualifying  Substitute  Mortgage  Loan in exchange  for such  Mortgage  Loan;
provided  that,  (A) in the case of a breach of the  representation  and warranty  concerning the Mortgage
Loan  Schedule  contained  in clause (i) of this  Section 7, if such breach is material and relates to any
field on the  Mortgage  Loan  Schedule  which  identifies  any  Prepayment  Charge or (B) in the case of a
breach of the  representation  contained in clause  (xxvii) of this Section 7, then, in each case, in lieu
of  purchasing  such Mortgage  Loan from the Trust Fund at the Purchase  Price,  the Sponsor shall pay the
amount of the Prepayment  Charge (net of any amount  previously  collected by or paid to the Trust Fund in
respect of such Prepayment Charge) from its own funds and without  reimbursement  thereof, and the Sponsor
shall have no  obligation to repurchase or substitute  for such  Mortgage  Loan.  The  obligations  of the
Mortgage  Loan  Seller to cure,  purchase  or  substitute  a  qualifying  Substitute  Mortgage  Loan shall
constitute the Purchaser's,  the Trustee's and the  Certificateholder's  sole and exclusive remedies under
this Agreement or otherwise  respecting a breach of representations  or warranties  hereunder with respect
to the Mortgage  Loans,  except for the  obligation of the Mortgage Loan Seller to indemnify the Purchaser
for such  breach as set forth in and  limited  by  Section  13 hereof.  It is  understood  by the  parties
hereto  that a breach of the  representations  and  warranties  made in any of clause  (xviii),  (xix)(b),
(xxi),  (xxii),  (xxviii)  through  (xxxvi) of this Section 7 will be deemed to  materially  and adversely
affect the value of the interests of the Purchaser,  the  Certificateholders or the Trustee in the related
Mortgage Loan.

                  Any cause of action  against the  Mortgage  Loan Seller  relating to or arising out of a
breach by the Mortgage  Loan Seller of any  representations  and  warranties  made in this Section 7 shall
accrue as to any Mortgage  Loan upon (i)  discovery  of such breach by the Mortgage  Loan Seller or notice
thereof by the party  discovering  such breach and (ii) failure by the  Mortgage  Loan Seller to cure such
breach,  purchase such Mortgage Loan or substitute a qualifying  Substitute  Mortgage Loan pursuant to the
terms hereof.

                   SECTION 8.       Representations  and  Warranties  Concerning the Mortgage Loan Seller.
As of the date hereof and as of the Closing  Date,  the Mortgage  Loan Seller  represents  and warrants to
the Purchaser as to itself in the capacity indicated as follows:

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

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

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

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

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

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

                  (vii)   the Mortgage Loan Seller's  Information  (identified  in Exhibit 3 hereof) does
not include any untrue  statement of a material fact or omit to state a material  fact  necessary in order
to make the statements made, in light of the circumstances under which they were made, not misleading.

                  SECTION 9.        Representations  and Warranties  Concerning  the Purchaser.  As of the
date hereof and as of the Closing  Date,  the  Purchaser  represents  and  warrants to the  Mortgage  Loan
Seller as follows:

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

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

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

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

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

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

                  (vii)   the Purchaser's  Information  (identified in Exhibit 4 hereof) does not include
any untrue  statement of a material fact or omit to state a material  fact  necessary in order to make the
statements made, in light of the circumstances under which they were made, not misleading.

                  SECTION 10.       Conditions to Closing.

                  (1)     The  obligations  of the Purchaser  under this Agreement will be subject to the
satisfaction, on or prior to the Closing Date, of the following conditions:

                           (a)      Each of the  obligations  of the Mortgage  Loan Seller  required to be
         performed  at or prior to the Closing  Date  pursuant to the terms of this  Agreement  shall have
         been duly performed and complied with in all material respects;  all of the  representations  and
         warranties of the Mortgage Loan Seller under this  Agreement  shall be true and correct as of the
         date or dates specified in all material  respects;  and no event shall have occurred which,  with
         notice or the passage of time,  would  constitute a default under this Agreement,  or the Pooling
         and Servicing  Agreement;  and the  Purchaser  shall have  received  certificates  to that effect
         signed by authorized officers of the Mortgage Loan Seller.

                           (b)      The  Purchaser  shall  have  received  all  of the  following  closing
         documents,  in such forms as are agreed upon and  reasonably  acceptable to the  Purchaser,  duly
         executed by all  signatories  other than the  Purchaser  as required  pursuant to the  respective
         terms thereof:

                                    i.      If required pursuant to Section 3 hereof, the Amendment
                           dated as of the Closing Date and any documents referred to therein;
                                    ii.     If required pursuant to Section 3 hereof, the Final Mortgage
                           Loan Schedule containing the information set forth on Exhibit 2 hereto, one
                           copy to be attached to each counterpart of the Amendment;

                                    iii.    The Pooling and Servicing Agreement, in form and substance
                           reasonably satisfactory to the Trustee and the Purchaser, and all documents
                           required thereby duly executed by all signatories;

                                    iv.     A certificate of an officer of the Mortgage Loan Seller
                           dated as of the Closing Date, in a form reasonably acceptable to the
                           Purchaser, and attached thereto copies of the charter and by-laws of the
                           Mortgage Loan Seller and evidence as to the good standing of the Mortgage Loan
                           Seller dated as of a recent date;

                                    v.      One or more opinions of counsel from the Mortgage Loan
                           Seller's counsel otherwise in form and substance reasonably satisfactory to
                           the Purchaser, the Trustee and each Rating Agency;

                                    vi.     A letter from each of the Rating Agencies giving each Class
                           of Certificates set forth on Schedule A hereto the rating set forth therein;
                           and

                                    vii.    Such other documents, certificates (including additional
                           representations and warranties) and opinions as may be reasonably necessary to
                           secure the intended ratings from each Rating Agency for the Certificates.


                           (c)      The   Certificates  to  be  sold  to  Bear  Stearns  pursuant  to  the
         Underwriting  Agreement and the Purchase  Agreement,  if  applicable,  shall have been issued and
         sold to Bear Stearns.

                           (d)      The Mortgage Loan Seller shall have  furnished to the  Purchaser  such
         other  certificates  of its officers or others and such other  documents  and opinions of counsel
         to evidence  fulfillment  of the  conditions  set forth in this  Agreement  and the  transactions
         contemplated hereby as the Purchaser and its counsel may reasonably request.

                  (2)      The  obligations  of the  Mortgage  Loan Seller under this  Agreement  shall be
subject to the satisfaction, on or prior to the Closing Date, of the following conditions:

                           (a)      The obligations of the Purchaser  required to be performed by it on or
         prior to the  Closing  Date  pursuant  to the  terms  of this  Agreement  shall  have  been  duly
         performed  and  complied  with  in all  material  respects,  and all of the  representations  and
         warranties  of the  Purchaser  under this  Agreement  shall be true and  correct in all  material
         respects  as of the date  hereof and as of the Closing  Date,  and no event  shall have  occurred
         which would  constitute  a breach by it of the terms of this  Agreement,  and the  Mortgage  Loan
         Seller shall have  received a certificate  to that effect signed by an authorized  officer of the
         Purchaser.

                           (b)      The  Mortgage  Loan Seller  shall have  received  copies of all of the
         following closing  documents,  in such forms as are agreed upon and reasonably  acceptable to the
         Mortgage  Loan Seller,  duly executed by all  signatories  other than the Mortgage Loan Seller as
         required pursuant to the respective terms thereof:

                                       i.       If  required pursuant to Section 3 hereof, the Amendment
                              dated as of the Closing Date and any documents referred to therein;

                                       ii.      The Pooling and Servicing Agreement, in form and
                              substance reasonably satisfactory to the Mortgage Loan Seller, and all
                              documents required thereby duly executed by all signatories;

                                       iii.     A certificate of an officer of the Purchaser dated as of
                              the Closing Date, in a form reasonably acceptable to the Mortgage Loan
                              Seller, and attached thereto the written consent of the member of the
                              Purchaser authorizing the transactions contemplated by this Agreement and
                              the Pooling and Servicing Agreement, together with copies of the
                              Purchaser's certificate of formation, limited liability company agreement
                              and evidence as to the good standing of the Purchaser dated as of a recent
                              date;

                                       iv.      One or more opinions of counsel from the Purchaser's
                              counsel in form and substance reasonably satisfactory to the Mortgage Loan
                              Seller; and

                                       v.       Such other documents, certificates (including additional
                              representations and warranties) and opinions as may be reasonably
                              necessary to secure the intended rating from each Rating Agency for the
                              Certificates.

                  SECTION 11.        Fees and  Expenses.  Subject to Section 16 hereof,  the Mortgage Loan
Seller  shall pay on the  Closing  Date or such  later date as may be agreed to by the  Purchaser  (i) the
fees and expenses of the Mortgage Loan  Seller's  attorneys  and the  reasonable  fees and expenses of the
Purchaser's  attorneys,  (ii) the fees and expenses of Deloitte & Touche LLP, (iii) the fee for the use of
Purchaser's  Registration  Statement based on the aggregate  original principal amount of the Certificates
and the filing fee of the  Commission  as in effect on the date on which the  Registration  Statement  was
declared  effective,  (iv) the fees and expenses including  counsel's fees and expenses in connection with
any "blue  sky" and legal  investment  matters,  (v) the fees and  expenses  of the  Trustee  which  shall
include  without  limitation the fees and expenses of the Trustee (and the fees and  disbursements  of its
counsel)  with  respect to (A) legal and  document  review of this  Agreement,  the Pooling and  Servicing
Agreement,  the Certificates and related  agreements,  (B) attendance at the Closing and (C) review of the
Mortgage  Loans to be performed by the  Trustee,  (vi) the expenses for printing or otherwise  reproducing
the  Certificates,  the  Prospectus  and the  Prospectus  Supplement,  (vii) the fees and expenses of each
Rating Agency (both initial and ongoing),  (viii) the fees and expenses  relating to the  preparation  and
recordation  of mortgage  assignments  (including  intervening  assignments,  if any and if available,  to
evidence a complete  chain of title from the  originator  thereof to the Trustee)  from the Mortgage  Loan
Seller to the  Trustee or the  expenses  relating to the  Opinion of Counsel  referred to in Section  6(i)
hereof,  as the case may be,  and (ix)  Mortgage  File due  diligence  expenses  and  other  out-of-pocket
expenses  incurred by the  Purchaser in  connection  with the  purchase of the Mortgage  Loans and by Bear
Stearns in connection with the sale of the Certificates.  The Mortgage Loan Seller  additionally agrees to
pay  directly to any third party on a timely  basis the fees  provided for above which are charged by such
third party and which are billed periodically.

                  SECTION 12.        Accountants' Letters.

                  (i)   Deloitte & Touche LLP will review the  characteristics of a sample of the Mortgage
Loans  described  in the Final  Mortgage  Loan  Schedule  and will compare  those  characteristics  to the
description of the Mortgage Loans contained in the Prospectus  Supplement  under the captions  "Summary of
Terms - The  Mortgage  Pool" and  "Description  of the  Mortgage  Loans" and in  Schedule  A thereto.  The
Mortgage Loan Seller will  cooperate  with the Purchaser in making  available all  information  and taking
all steps  reasonably  necessary  to permit such  accountants  to  complete  the review and to deliver the
letters  required  of them under the  Underwriting  Agreement.  Deloitte  & Touche  LLP will also  confirm
certain  calculations  as set  forth  under the  caption  "Yield  and  Prepayment  Considerations"  in the
Prospectus Supplement.

                  (ii)  To the extent  statistical  information  with  respect  to the  Master  Servicer's
servicing  portfolio is included in the Prospectus  Supplement under the caption "The Master  Servicer," a
letter from the certified  public  accountant  for the Master  Servicer will be delivered to the Purchaser
dated  the date of the  Prospectus  Supplement,  in the form  previously  agreed to by the  Mortgage  Loan
Seller and the Purchaser, with respect to such statistical information.


                  SECTION 13.       Indemnification.

                  (i)   The Mortgage  Loan Seller shall  indemnify and hold harmless the Purchaser and its
directors,  officers and  controlling  persons (as defined in Section 15 of the  Securities  Act) from and
against any loss,  claim,  damage or liability or action in respect thereof,  to which they or any of them
may  become  subject,  under the  Securities  Act or  otherwise,  insofar  as such  loss,  claim,  damage,
liability  or  action  arises  out of,  or is based  upon (i) any  untrue  statement  of a  material  fact
contained in the Mortgage Loan Seller's  Information  as identified in Exhibit 3, the omission to state in
the Prospectus  Supplement or Prospectus (or any amendment  thereof or supplement  thereto approved by the
Mortgage Loan Seller and in which  additional  Mortgage  Loan  Seller's  Information  is  identified),  in
reliance  upon and in conformity  with  Mortgage Loan Seller's  Information a material fact required to be
stated therein or necessary to make the  statements  therein in light of the  circumstances  in which they
were made,  not  misleading,  (ii) any  representation  or warranty  assigned or made by the Mortgage Loan
Seller in  Section 7 or  Section 8 hereof  being,  or alleged  to be,  untrue or  incorrect,  or (iii) any
failure by the Mortgage  Loan Seller to perform its  obligations  under this  Agreement;  and the Mortgage
Loan  Seller  shall  reimburse  the  Purchaser  and each other  indemnified  party for any legal and other
expenses  reasonably  incurred by them in  connection  with  investigating  or  defending  or preparing to
defend against any such loss, claim, damage, liability or action.

         The  foregoing  indemnity  agreement  is in addition to any  liability  which the  Mortgage  Loan
Seller otherwise may have to the Purchaser or any other such indemnified party.

                  (ii)   The Purchaser  shall indemnify and hold harmless the Mortgage Loan Seller and its
respective  directors,  officers and controlling  persons (as defined in Section 15 of the Securities Act)
from and against any loss, claim,  damage or liability or action in respect thereof,  to which they or any
of them may become subject,  under the Securities Act or otherwise,  insofar as such loss, claim,  damage,
liability  or  action  arises  out of,  or is based  upon (a) any  untrue  statement  of a  material  fact
contained  in the  Purchaser's  Information  as  identified  in  Exhibit 4, the  omission  to state in the
Prospectus  Supplement or  Prospectus  (or any amendment  thereof or  supplement  thereto  approved by the
Purchaser  and in which  additional  Purchaser's  Information  is  identified),  in  reliance  upon and in
conformity  with the Purchaser's  Information,  a material fact required to be stated therein or necessary
to make the statements  therein in light of the  circumstances  in which they were made,  not  misleading,
(b) any  representation  or warranty made by the  Purchaser in Section 9 hereof  being,  or alleged to be,
untrue  or  incorrect,  or (c) any  failure  by the  Purchaser  to  perform  its  obligations  under  this
Agreement;  and the Purchaser shall reimburse the Mortgage Loan Seller,  and each other  indemnified party
for any  legal and  other  expenses  reasonably  incurred  by them in  connection  with  investigating  or
defending  or  preparing  to defend any such loss,  claim,  damage,  liability  or action.  The  foregoing
indemnity  agreement  is in  addition  to any  liability  which the  Purchaser  otherwise  may have to the
Mortgage Loan Seller, or any other such indemnified party,

                  (iii)  Promptly  after  receipt by an  indemnified  party under  subsection  (i) or (ii)
above of notice of the  commencement of any action,  such  indemnified  party shall, if a claim in respect
thereof is to be made against the  indemnifying  party under such  subsection,  notify each party  against
whom  indemnification  is to be sought in  writing  of the  commencement  thereof  (but the  failure so to
notify an  indemnifying  party shall not relieve such  indemnified  party from any liability  which it may
have under this Section 13 except to the extent that it has been  prejudiced  in any  material  respect by
such  failure  or from any  liability  which it may have  otherwise).  In case any such  action is brought
against any indemnified  party,  and it notifies an indemnifying  party of the commencement  thereof,  the
indemnifying  party will be entitled  to  participate  therein  and, to the extent it may elect by written
notice  delivered to the  indemnified  party promptly (but, in any event,  within 30 days) after receiving
the aforesaid  notice from such indemnified  party, to assume the defense thereof with counsel  reasonably
satisfactory to such indemnified party.  Notwithstanding  the foregoing,  the indemnified party or parties
shall have the right to employ its or their own  counsel in any such case,  but the fees and  expenses  of
such counsel shall be at the expense of such  indemnified  party or parties  unless (a) the  employment of
such counsel shall have been authorized in writing by one of the  indemnifying  parties in connection with
the defense of such action,  (b) the  indemnifying  parties shall not have employed counsel to have charge
of the defense of such action  within a reasonable  time after notice of  commencement  of the action,  or
(c) such  indemnified  party or  parties  shall have  reasonably  concluded  that  there is a conflict  of
interest  between  itself or themselves  and the  indemnifying  party in the conduct of the defense of any
claim or that the interests of the indemnified  party or parties are not  substantially  co-extensive with
those of the  indemnifying  party  (in which  case the  indemnifying  parties  shall not have the right to
direct the defense of such action on behalf of the indemnified  party or parties),  in any of which events
such  fees  and  expenses  shall  be  borne  by the  indemnifying  parties  (provided,  however,  that the
indemnifying  party  shall be liable  only for the fees and  expenses  of one  counsel in  addition to one
local counsel in the jurisdiction involved.  Anything in this subsection to the contrary  notwithstanding,
an indemnifying  party shall not be liable for any settlement or any claim or action effected  without its
written consent; provided, however, that such consent was not unreasonably withheld.

                  (iv)   If the  indemnification  provided for in paragraphs  (i) and (ii) of this Section
13 shall for any reason be unavailable to an indemnified  party in respect of any loss,  claim,  damage or
liability,  or any action in respect  thereof,  referred  to in Section 13,  then the  indemnifying  party
shall in lieu of  indemnifying  the  indemnified  party  contribute  to the amount paid or payable by such
indemnified party as a result of such loss, claim,  damage or liability,  or action in respect thereof, in
such  proportion as shall be  appropriate to reflect the relative  benefits  received by the Mortgage Loan
Seller on the one hand and the  Purchaser on the other from the  purchase and sale of the Mortgage  Loans,
the  offering of the  Certificates  and the other  transactions  contemplated  hereunder.  No person found
liable for a fraudulent  misrepresentation  shall be entitled to  contribution  from any person who is not
also found liable for such fraudulent misrepresentation.

                  (v)    The parties  hereto agree that reliance by an  indemnified  party on any publicly
available  information  or any  information  or directions  furnished by an  indemnifying  party shall not
constitute negligence, bad faith or willful misconduct by such indemnified party.

                  SECTION 14.        Notices. All demands,  notices and communications  hereunder shall be
in writing but may be delivered by facsimile transmission  subsequently  confirmed in writing.  Notices to
the Mortgage  Loan Seller shall be directed to EMC  Mortgage  Corporation,  Mac Arthur Ridge II, 2780 Lake
Vista Drive,  Lewisville,  Texas 75067 (Telecopy:  (214) 626-3800),  and notices to the Purchaser shall be
directed to Structured  Asset Mortgage  Investments II Inc., 383 Madison Avenue,  New York, New York 10179
(Telecopy:  (212-272-7206)),  Attention:  Baron  Silverstein;  or to any other address as may hereafter be
furnished  by one  party to the other  party by like  notice.  Any such  demand,  notice or  communication
hereunder  shall be deemed to have been  received on the date  received at the  premises of the  addressee
(as  evidenced,  in the case of  registered or certified  mail,  by the date noted on the return  receipt)
provided  that it is received  on a Business  Day during  normal  business  hours and,  if received  after
normal business hours, then it shall be deemed to be received on the next Business Day.

                  SECTION 15.        Transfer  of  Mortgage  Loans.  The  Purchaser  retains  the right to
assign the Mortgage Loans and any or all of its interest  under this Agreement to the Trustee  without the
consent of the  Mortgage  Loan  Seller,  and,  upon such  assignment,  the  Trustee  shall  succeed to the
applicable  rights and  obligations of the Purchaser  hereunder;  provided,  however,  the Purchaser shall
remain  entitled to the  benefits  set forth in  Sections  11, 13 and 17 hereto and as provided in Section
2(i).  Notwithstanding the foregoing,  the sole and exclusive right and remedy of the Trustee with respect
to a breach of a  representation  or warranty of the Mortgage  Loan Seller shall be the cure,  purchase or
substitution obligations of the Mortgage Loan Seller contained in Sections 5 and 7 hereof.

                  SECTION 16.  Termination.  This  Agreement may be terminated  (a) by the mutual  consent
of the  parties  hereto  prior  to the  Closing  Date,  (b) by the  Purchaser,  if the  conditions  to the
Purchaser's  obligation  to close set forth  under  Section  10(1)  hereof are not  fulfilled  as and when
required to be fulfilled  or (c) by the  Mortgage  Loan Seller,  if the  conditions  to the Mortgage  Loan
Seller's  obligation  to close set forth under Section 10(2) hereof are not fulfilled as and when required
to be fulfilled.  In the event of termination  pursuant to clause (b), the Mortgage Loan Seller shall pay,
and in the event of  termination  pursuant  to  clause  (c),  the  Purchaser  shall  pay,  all  reasonable
out-of-pocket  expenses  incurred by the other in connection  with the  transactions  contemplated by this
Agreement.  In the event of a termination  pursuant to clause (a), each party shall be responsible for its
own expenses.

                  SECTION 17.        Representations,  Warranties and Agreements to Survive Delivery.  All
representations,  warranties and agreements  contained in this Agreement,  or contained in certificates of
officers of the Mortgage Loan Seller submitted  pursuant hereto,  shall remain operative and in full force
and effect and shall  survive  delivery of the Mortgage  Loans to the  Purchaser  (and by the Purchaser to
the  Trustee).  Subsequent  to the  delivery of the Mortgage  Loans to the  Purchaser,  the Mortgage  Loan
Seller's  representations  and  warranties  contained  herein with respect to the Mortgage  Loans shall be
deemed to relate to the  Mortgage  Loans  actually  delivered to the  Purchaser  and included in the Final
Mortgage Loan Schedule and any  Substitute  Mortgage Loan and not to those Mortgage Loans deleted from the
Preliminary  Mortgage Loan Schedule  pursuant to Section 3 hereof prior to the closing of the transactions
contemplated hereby or any Deleted Mortgage Loan.

                  SECTION 18.        Severability.  Severability. If any provision of this Agreement shall
be prohibited or invalid under  applicable law, this Agreement  shall be ineffective  only to such extent,
without invalidating the remainder of this Agreement.

                  SECTION 19.        Counterparts.  This Agreement may be executed in  counterparts,  each
of which will be an original, but which together shall constitute one and the same agreement.

                  SECTION 20.        Amendment.  This  Agreement  cannot be  amended  or  modified  in any
manner without the prior written consent of each party.

                  SECTION 21.        GOVERNING LAW. THIS  AGREEMENT  SHALL BE DEEMED TO HAVE BEEN MADE AND
PERFORMED IN THE STATE OF NEW YORK AND SHALL BE  INTERPRETED  IN  ACCORDANCE  WITH THE LAWS OF SUCH STATE,
WITHOUT REGARD TO CONFLICT OF LAWS PRINCIPLES OF SUCH STATE.

                  SECTION 22.        Further  Assurances.  Each  of the  parties  agrees  to  execute  and
deliver  such  instruments  and take such  actions as another  party  may,  from time to time,  reasonably
request in order to  effectuate  the purpose and to carry out the terms of this  Agreement  including  any
amendments hereto which may be required by either Rating Agency.

                  SECTION 23.        Successors and Assigns.  This  Agreement  shall bind and inure to the
benefit  of and be  enforceable  by the  Mortgage  Loan  Seller  and the  Purchaser  and  their  permitted
successors  and  assigns  and,  to the extent  specified  in Section 13 hereof,  Bear  Stearns,  and their
directors,  officers  and  controlling  persons  (within  the  meaning of federal  securities  laws).  The
Mortgage  Loan  Seller  acknowledges  and agrees  that the  Purchaser  may  assign  its rights  under this
Agreement (including,  without limitation,  with respect to the Mortgage Loan Seller's representations and
warranties  respecting the Mortgage Loans) to the Trustee.  Any person into which the Mortgage Loan Seller
may be merged or  consolidated  (or any person  resulting from any merger or  consolidation  involving the
Mortgage  Loan  Seller),  any person  resulting  from a change in form of the Mortgage  Loan Seller or any
person  succeeding to the business of the Mortgage Loan Seller,  shall be considered  the  "successor"  of
the  Mortgage  Loan Seller  hereunder  and shall be  considered a party  hereto  without the  execution or
filing of any paper or any further act or consent on the part of any party  hereto.  Except as provided in
the two  preceding  sentences  and in Section 15 hereto,  this  Agreement  cannot be assigned,  pledged or
hypothecated  by either party hereto  without the written  consent of the other parties to this  Agreement
and any such assignment or purported assignment shall be deemed null and void.

                  SECTION 24.         The  Mortgage  Loan  Seller and the  Purchaser.  The  Mortgage  Loan
Seller  and the  Purchaser  will  keep in full  effect  all  rights  as are  necessary  to  perform  their
respective obligations under this Agreement.

                  SECTION 25.        Entire  Agreement.  This Agreement  contains the entire agreement and
understanding  between the parties with respect to the subject  matter  hereof,  and  supersedes all prior
and contemporaneous agreements,  understandings,  inducements and conditions,  express or implied, oral or
written, of any nature whatsoever with respect to the subject matter hereof.

                  SECTION 26.        No  Partnership.   Nothing  herein   contained  shall  be  deemed  or
construed to create a partnership or joint venture between the parties hereto.

                  [REMAINDER OF PAGE INTENTIONALLY LEFT BLANK]






         IN WITNESS  WHEREOF,  the parties  hereto have  caused  their names to be signed  hereto by their
respective duly authorized officers as of the date first above written.

                                                              EMC MORTGAGE CORPORATION


                                                              By:__________________________________________
                                                              Name:________________________________________
                                                              Title:_______________________________________





                                                              STRUCTURED  ASSET  MORTGAGE  INVESTMENTS  II
                                                              INC.

                                                              By:__________________________________________
                                                              Name:________________________________________
                                                              Title:_______________________________________









                                                      EXHIBIT 1
                                              CONTENTS OF MORTGAGE FILE

         With respect to each  Mortgage  Loan,  the  Mortgage  File shall  include  each of the  following
items,  which shall be available  for  inspection  by the  Purchaser or its  designee,  and which shall be
delivered to the Purchaser or its designee pursuant to the terms of the Agreement:

                  (i)      The  original  Mortgage  Note,  endorsed  without  recourse to the order of the
         Trustee and showing an unbroken  chain of  endorsements  from the original  payee  thereof to the
         Person endorsing it to the Trustee, or a lost note affidavit;

                  (ii)     The original  Mortgage and, if the related Mortgage Loan is a MOM Loan,  noting
         the presence of the MIN and language  indicating  that such  Mortgage  Loan is a MOM Loan,  which
         shall have been  recorded (or if the original is not  available,  a copy),  with evidence of such
         recording indicated thereon (or if the original Security  Instrument,  assignments to the Trustee
         or intervening  assignments thereof which have been delivered,  are being delivered or will, upon
         receipt of  recording  information  relating to the Security  Instrument  required to be included
         thereon,  be delivered  to  recording  offices for  recording  and have not been  returned to the
         Mortgage  Loan Seller in time to permit their  recording  as specified in Section  2.01(b) of the
         Pooling and Servicing Agreement, shall be in recordable form);

                  (iii)     Unless the  Mortgage  Loan is a MOM Loan, a certified  copy of the  assignment
         (which may be in the form of a blanket  assignment if permitted in the  jurisdiction in which the
         Mortgaged Property is located) to "Citibank,  N.A., as Trustee",  with evidence of recording with
         respect to each  Mortgage  Loan in the name of the Trustee  thereon (or if the original  Security
         Instrument,  assignments  to the  Trustee  or  intervening  assignments  thereof  which have been
         delivered,  are being  delivered or will, upon receipt of recording  information  relating to the
         Security  Instrument  required to be included  thereon,  be delivered  to  recording  offices for
         recording  and have not been  returned  to the  Mortgage  Loan  Seller  in time to  permit  their
         delivery as specified in Section  2.01(b) of the Pooling and  Servicing  Agreement,  the Mortgage
         Loan Seller may deliver a true copy thereof  with a  certification  by the Mortgage  Loan Seller,
         on the face of such copy,  substantially as follows:  "Certified to be a true and correct copy of
         the original, which has been transmitted for recording");

                  (iv)     All intervening assignments of the Security Instrument,  if applicable and only
         to the extent available to the Mortgage Loan Seller with evidence of recording thereon;

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

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

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





                                                      EXHIBIT 2

                                         MORTGAGE LOAN SCHEDULE INFORMATION

         The  Preliminary  and Final  Mortgage Loan  Schedules  shall set forth the following  information
with respect to each Mortgage Loan:

(a)      the city, state and zip code of the Mortgaged Property;
(b)      the property type;
(c)      the Mortgage Interest Rate;
(d)      the Servicing Fee Rate;
(e)      the Master Servicer's Fee Rate;
(f)      the LPMI Fee, if applicable;
(g)      the Trustee Fee Rate, if applicable;
(h)      the Net Rate;
(i)      the maturity date;
(j)      the stated original term to maturity;
(k)      the stated remaining term to maturity;
(l)      the original Principal Balance;
(m)      the first payment date;
(n)      the principal and interest payment in effect as of the Cut-off Date;
(o)      the unpaid Principal Balance as of the Cut-off Date;
(p)      the Loan-to-Value Ratio at origination;
(q)      the insurer of any Primary Mortgage Insurance Policy;
(r)      the MIN with respect to each MOM Loan;
(s)      the Gross Margin, if applicable;
(t)      the next Adjustment Date, if applicable;
(u)      the Maximum Lifetime Mortgage Rate, if applicable;
(v)      the Minimum Lifetime Mortgage Rate, if applicable;
(w)      the Periodic Rate Cap, if applicable;
(x)      the Loan Group, if applicable;
(y)      a code indicating whether the Mortgage Loan is negatively amortizing;
(z)      which Mortgage Loans adjust after an initial fixed-rate period of one, two, three, five, seven
         or ten years or any other period;
(aa)     the Prepayment Charge, if any;
(bb)     lien position (e.g., first lien or second lien);
(cc)     a code indicating whether the Mortgage Loan is has a balloon payment;
(dd)     a code indicating whether the Mortgage Loan is an interest-only loan;
(ee)     the interest-only term, if applicable;
(ff)     the Mortgage Loan Seller; and
(gg)     the original amortization term.

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





                                                      EXHIBIT 3

                                         MORTGAGE LOAN SELLER'S INFORMATION

         All information in the Prospectus  Supplement  described under the following  Sections:  "SUMMARY
OF  TERMS  -- The  Mortgage  Pool,"  "DESCRIPTION  OF THE  MORTGAGE  LOANS"  and  "SCHEDULE  A --  CERTAIN
CHARACTERISTICS OF THE MORTGAGE LOANS."





                                                     EXHIBIT 4

                                             PURCHASER'S INFORMATION

         All  information  in the  Prospectus  Supplement  and the  Prospectus,  except the Mortgage  Loan
Seller's Information.



                                                     EXHIBIT 5

                                              SCHEDULE OF LOST NOTES

                                              Available Upon Request







                                                    EXHIBIT 6

                       Standard & Poor's LEVELS® Glossary, Version 5.6b Revised, Appendix E


                                                                                  REVISED July 11, 2005

APPENDIX E – Standard & Poor's Anti-Predatory Lending Categorization


Standard & Poor's has  categorized  loans  governed by  anti-predatory  lending laws in the  Jurisdictions
listed  below into three  categories  based  upon a  combination  of  factors  that  include  (a) the risk
exposure  associated  with the  assignee  liability  and (b) the tests and  thresholds  set forth in those
laws.  Note that certain loans  classified  by the relevant  statute as Covered are included in Standard &
Poor's High Cost Loan  Category  because they  included  thresholds  and tests that are typical of what is
generally considered High Cost by the industry.

Standard & Poor's High Cost Loan Categorization

---------------------------------------------------------------------------------------------------------------------
       State/Jurisdiction           Name of Anti-Predatory Lending Law/Effective       Category under Applicable
                                                         Date                          Anti-Predatory Lending Law
---------------------------------- ------------------------------------------------- --------------------------------
---------------------------------- ------------------------------------------------- --------------------------------

Arkansas                           Arkansas Home Loan Protection Act, Ark. Code      High Cost Home Loan
                                   Ann. §§ 23-53-101 et seq.

                                   Effective July 16, 2003
---------------------------------- ------------------------------------------------- --------------------------------
---------------------------------- ------------------------------------------------- --------------------------------

Cleveland Heights, OH              Ordinance No. 72-2003 (PSH), Mun. Code §§         Covered Loan
                                   757.01 et seq.

                                   Effective June 2, 2003
---------------------------------- ------------------------------------------------- --------------------------------
---------------------------------- ------------------------------------------------- --------------------------------

Colorado                           Consumer Equity Protection, Colo. Stat. Ann. §§   Covered Loan
                                   5-3.5-101 et seq.

                                   Effective for covered loans offered or entered
                                   into on or after January 1, 2003. Other
                                   provisions of the Act took effect on June 7,
                                   2002
---------------------------------- ------------------------------------------------- --------------------------------
---------------------------------- ------------------------------------------------- --------------------------------

Connecticut                        Connecticut Abusive Home Loan Lending Practices    High Cost Home Loan
                                   Act, Conn. Gen. Stat. §§ 36a-746 et seq.

                                   Effective October 1, 2001
---------------------------------- ------------------------------------------------- --------------------------------
---------------------------------- ------------------------------------------------- --------------------------------

District of Columbia               Home Loan Protection Act, D.C. Code §§          Covered Loan
                                   26-1151.01 et seq.

                                   Effective for loans closed on or after January
                                   28, 2003
---------------------------------- ------------------------------------------------- --------------------------------
---------------------------------- ------------------------------------------------- --------------------------------

Florida                            Fair Lending Act, Fla. Stat. Ann. §§ 494.0078     High Cost Home Loan
                                   et seq.

                                   Effective October 2, 2002
---------------------------------- ------------------------------------------------- --------------------------------
---------------------------------- ------------------------------------------------- --------------------------------

Georgia (Oct. 1, 2002 – Mar. 6,    Georgia Fair Lending Act, Ga. Code Ann. §§        High Cost Home Loan
2003)                                7-6A-1 et seq.

                                   Effective October 1, 2002 – March 6, 2003
---------------------------------- ------------------------------------------------- --------------------------------
---------------------------------- ------------------------------------------------- --------------------------------

Georgia as amended (Mar. 7, 2003   Georgia Fair Lending Act, Ga. Code Ann. §§        High Cost Home Loan
– current)                         7-6A-1 et seq.

                                   Effective for loans closed on or after March 7,
                                   2003
---------------------------------- ------------------------------------------------- --------------------------------
---------------------------------- ------------------------------------------------- --------------------------------

HOEPA Section 32                   Home Ownership and Equity Protection Act of       High Cost Loan
                                   1994, 15 U.S.C. § 1639, 12 C.F.R. §§ 226.32 and
                                   226.34

                                   Effective October 1, 1995, amendments October
                                   1, 2002
---------------------------------- ------------------------------------------------- --------------------------------
---------------------------------- ------------------------------------------------- --------------------------------

Illinois                           High Risk Home Loan Act, Ill. Comp. Stat. tit.    High Risk Home Loan
                                   815, §§ 137/5 et seq.

                                   Effective January 1, 2004 (prior to this date,
                                   regulations under Residential Mortgage License
                                   Act effective from July 14, 2001)
---------------------------------- ------------------------------------------------- --------------------------------
---------------------------------- ------------------------------------------------- --------------------------------

Kansas                             Consumer Credit Code, Kan. Stat. Ann. §§          High Loan to Value Consumer
                                   16a-1-101 et seq.                                 Loan (id. § 16a-3-207) and;

                                   Sections 16a-1-301 and 16a-3-207 became
                                   effective April 14, 1999; Section 16a-3-308a
                                   became effective July 1, 1999
---------------------------------- ------------------------------------------------- --------------------------------
---------------------------------- ------------------------------------------------- --------------------------------

                                                                                     High APR Consumer Loan (id. §
                                                                                     16a-3-308a)
---------------------------------- ------------------------------------------------- --------------------------------
---------------------------------- ------------------------------------------------- --------------------------------

Kentucky                           2003 KY H.B. 287 – High Cost Home Loan Act, Ky.   High Cost Home Loan
                                   Rev. Stat. §§ 360.100 et seq.

                                   Effective June 24, 2003
---------------------------------- ------------------------------------------------- --------------------------------
---------------------------------- ------------------------------------------------- --------------------------------

Maine                              Truth in Lending, Me. Rev. Stat. tit. 9-A, §§     High Rate High Fee Mortgage
                                   8-101 et seq.

                                   Effective September 29, 1995 and as amended
                                   from time to time
---------------------------------- ------------------------------------------------- --------------------------------
---------------------------------- ------------------------------------------------- --------------------------------

Massachusetts                      Part 40 and Part 32, 209 C.M.R. §§ 32.00 et       High Cost Home Loan
                                   seq. and 209 C.M.R. §§ 40.01 et seq.

                                   Effective March 22, 2001 and amended from time
                                   to time
---------------------------------- ------------------------------------------------- --------------------------------
---------------------------------- ------------------------------------------------- --------------------------------

Nevada                             Assembly Bill No. 284, Nev. Rev. Stat. §§         Home Loan
                                   598D.010 et seq.

                                   Effective October 1, 2003
---------------------------------- ------------------------------------------------- --------------------------------
---------------------------------- ------------------------------------------------- --------------------------------

New Jersey                         New Jersey Home Ownership Security Act of 2002,   High Cost Home Loan
                                   N.J. Rev. Stat. §§ 46:10B-22 et seq.

                                   Effective for loans closed on or after November
                                   27, 2003
---------------------------------- ------------------------------------------------- --------------------------------
---------------------------------- ------------------------------------------------- --------------------------------

New Mexico                         Home Loan Protection Act, N.M. Rev. Stat. §§      High Cost Home Loan
                                   58-21A-1 et seq.

                                   Effective as of January 1, 2004; Revised as of
                                   February 26, 2004
---------------------------------- ------------------------------------------------- --------------------------------
---------------------------------- ------------------------------------------------- --------------------------------

New York                           N.Y. Banking Law Article 6-l                      High Cost Home Loan

                                   Effective for applications made on or after
                                   April 1, 2003
---------------------------------- ------------------------------------------------- --------------------------------
---------------------------------- ------------------------------------------------- --------------------------------

North Carolina                     Restrictions and Limitations on High Cost Home    High Cost Home Loan
                                   Loans, N.C. Gen. Stat. §§ 24-1.1E et seq.

                                   Effective July 1, 2000; amended October 1, 2003
                                   (adding open-end lines of credit)
---------------------------------- ------------------------------------------------- --------------------------------
---------------------------------- ------------------------------------------------- --------------------------------

Ohio                               H.B. 386 (codified in various sections of the     Covered Loan
                                   Ohio Code), Ohio Rev. Code Ann. §§ 1349.25 et
                                   seq.

                                   Effective May 24, 2002
---------------------------------- ------------------------------------------------- --------------------------------
---------------------------------- ------------------------------------------------- --------------------------------

Oklahoma                           Consumer Credit Code (codified in various         Subsection 10 Mortgage
                                   sections of Title 14A)

                                   Effective July 1, 2000; amended effective
                                   January 1, 2004
---------------------------------- ------------------------------------------------- --------------------------------
---------------------------------- ------------------------------------------------- --------------------------------

South Carolina                     South Carolina High Cost and Consumer Home        High Cost Home Loan
                                   Loans Act, S.C. Code Ann. §§ 37-23-10 et seq.

                                   Effective for loans taken on or after January
                                   1, 2004
---------------------------------- ------------------------------------------------- --------------------------------
---------------------------------- ------------------------------------------------- --------------------------------

West Virginia                      West Virginia Residential Mortgage Lender,        West Virginia Mortgage Loan
                                   Broker and Servicer Act, W. Va. Code Ann. §§      Act Loan
                                   31-17-1 et seq.

                                   Effective June 5, 2002
---------------------------------- ------------------------------------------------- --------------------------------






Standard & Poor's Covered Loan Categorization

---------------------------------- ------------------------------------------------- --------------------------------
       State/Jurisdiction           Name of Anti-Predatory Lending Law/Effective       Category under Applicable
                                                         Date                          Anti-Predatory Lending Law
---------------------------------- ------------------------------------------------- --------------------------------
---------------------------------- ------------------------------------------------- --------------------------------

Georgia (Oct. 1, 2002 – Mar. 6,    Georgia Fair Lending Act, Ga. Code Ann. §§        Covered Loan
2003)                              7-6A-1 et seq.

                                   Effective October 1, 2002 – March 6, 2003
---------------------------------- ------------------------------------------------- --------------------------------
---------------------------------- ------------------------------------------------- --------------------------------

New Jersey                         New Jersey Home Ownership Security Act of 2002,   Covered Home Loan
                                   N.J. Rev. Stat. §§ 46:10B-22 et seq.

                                   Effective November 27, 2003 – July 5, 2004
---------------------------------- ------------------------------------------------- --------------------------------





Standard & Poor's Home Loan Categorization

---------------------------------------------------------------------------------------------------------------------
---------------------------------- ------------------------------------------------- --------------------------------
       State/Jurisdiction           Name of Anti-Predatory Lending Law/Effective       Category under Applicable
                                                         Date                          Anti-Predatory Lending Law
---------------------------------- ------------------------------------------------- --------------------------------
---------------------------------- ------------------------------------------------- --------------------------------

Georgia (Oct. 1, 2002 – Mar. 6,    Georgia Fair Lending Act, Ga. Code Ann. §§        Home Loan
2003)                              7-6A-1 et seq.

                                   Effective October 1, 2002 – March 6, 2003
---------------------------------- ------------------------------------------------- --------------------------------
---------------------------------- ------------------------------------------------- --------------------------------

New Jersey                         New Jersey Home Ownership Security Act of 2002,   Home Loan
                                   N.J. Rev. Stat. §§ 46:10B-22 et seq.

                                   Effective for loans closed on or after November
                                   27, 2003
---------------------------------- ------------------------------------------------- --------------------------------
---------------------------------- ------------------------------------------------- --------------------------------

New Mexico                         Home Loan Protection Act, N.M. Rev. Stat. §§      Home Loan
                                   58-21A-1 et seq.

                                   Effective as of January 1, 2004; Revised as of
                                   February 26, 2004
---------------------------------- ------------------------------------------------- --------------------------------
---------------------------------- ------------------------------------------------- --------------------------------

North Carolina                     Restrictions and Limitations on High Cost Home    Consumer Home Loan
                                   Loans, N.C. Gen. Stat. §§ 24-1.1E et seq.

                                   Effective July 1, 2000; amended October 1, 2003
                                   (adding open-end lines of credit)
---------------------------------- ------------------------------------------------- --------------------------------
---------------------------------- ------------------------------------------------- --------------------------------

South Carolina                     South Carolina High Cost and Consumer Home        Consumer Home Loan
                                   Loans Act, S.C. Code Ann. §§ 37-23-10 et seq.

                                   Effective for loans taken on or after January
                                   1, 2004
---------------------------------- ------------------------------------------------- --------------------------------






                                                     SCHEDULE A

                                   REQUIRED RATINGS FOR EACH CLASS OF CERTIFICATES


                                               Certificates

Offered Certificates             S&P     Moody's
-------------------              -----       --------
Class I-1A-1                     AAA          Aaa
Class I-1A-2                     AAA          Aaa
Class I-2A-1                     AAA          Aaa
Class I-2A-2                     AAA          Aaa
Class I-3A-1                     AAA          Aaa
Class I-3A-2                     AAA          Aaa
Class II-1A-1                    AAA          Aaa
Class II-1A-2                    AAA          Aaa
Class II-1X-1                    AAA          Aaa
Class II-2A-1                    AAA          Aaa
Class II-2A-2                    AAA          Aaa
Class II-2X-1                    AAA          Aaa
Class II-2X-2                    AAA          Aaa
Class II-3A-1                    AAA          Aaa
Class II-3A-2                    AAA          Aaa
Class II-3A-3                    AAA          Aaa
Class II-3A-4                    AAA          Aaa
Class II-3A-5                    AAA          Aaa
Class II-3X-1                    AAA          Aaa
Class II-3X-2                    AAA          Aaa
Class III-1A-1                   AAA          Aaa
Class III-1A-2                   AAA          Aa1
Class III-2A-1                   AAA          Aaa
Class III-2A-2                   AAA          Aa1
Class III-3A-1                   AAA          Aaa
Class III-3A-2                   AAA          Aaa
Class III-3A-3                   AAA          Aaa
Class III-3A-4                   AAA          Aa1
Class III-3X-1                   AAA          Aaa
Class III-3X-2                   AAA          Aaa
Class I-M-1                      AA           Aa2
Class I-M-2                       A            A2
Class I-B-1                      BBB          Baa2
Class I-B-2                     BBB-          Baa3
Class II-B-1                     AA+          Aa1
Class II-B-2                     AA           Aa2
Class II-B-3                     AA-          Aa3
Class II-B-4                     A+            A1
Class II-B-5                      A            A2
Class II-B-6                     A-            A3
Class II-B-7                    BBB+          Baa1
Class II-B-8                     BBB          Baa2
Class III-B-1                    AA           Aa2
Class III-B-2                     A            A2
Class III-B-3                    BBB          Baa2

----------------------------------------------------------------------------------------------------------

None of the above  ratings has been  lowered,  qualified or withdrawn  since the dates of issuance of such
ratings by the Rating Agencies.





                                                SCHEDULE B

                                          MORTGAGE LOAN SCHEDULE

                                         (Provided upon request)





                                                                                                 EXHIBIT L


                                          FORM OF CERTIFICATION

         Re:      Bear  Stearns  ALT-A  Trust  2006-4 (the  "Trust"),  Asset-Backed  Certificates,  Series
2006-1,  issued  pursuant  to the  Pooling  and  Servicing  Agreement,  dated  as of June 1,  2006,  among
Structured Asset Mortgage  Investments II Inc., the company, EMC Mortgage  Corporation,  Wells Fargo Bank,
N.A., as master  servicer and securities  administrator  (the  "Securities  Administrator"),  and Citibank
N.A., as trustee (the "Trustee").

         The Securities Administrator hereby certifies to the Depositor,  and its officers,  directors and
affiliates, and with the knowledge and intent that they will rely upon this certification, that:

         (1)      I have  reviewed the annual  report on Form 10-K for the fiscal year [____] (the "Annual
Report"),  and all reports on Form 10-D  required  to be filed in respect of period  covered by the Annual
Report (collectively with the Annual Report, the "Reports"), of the Trust;

         (2)      To my  knowledge,  (a)  the  Reports,  taken  as a  whole,  do not  contain  any  untrue
statement of a material fact or omit to state a material fact  necessary to make the  statements  made, in
light of the  circumstances  under which such  statements  were made, not  misleading  with respect to the
period covered by the Annual Report, and (b) the Securities  Administrator's  assessment of compliance and
related  attestation  report referred to below, taken as a whole, do not contain any untrue statement of a
material  fact or omit to state a material  fact  necessary to make the  statements  made, in light of the
circumstances  under which such  statements  were made, not misleading  with respect to the period covered
by such assessment of compliance and attestation report;

         (3)      To  my  knowledge,   the  distribution  information  required  to  be  provided  by  the
Securities  Administrator  under the Pooling  and  Servicing  Agreement  for  inclusion  in the Reports is
included in the Reports;

         (4)      I  am   responsible   for  reviewing  the   activities   performed  by  the   Securities
Administrator  under the Pooling and Servicing  Agreement,  and based on my knowledge  and the  compliance
review  conducted in preparing the compliance  statement of the Securities  Administrator  required by the
Pooling and Servicing  Agreement,  and except as disclosed in the Reports,  the  Securities  Administrator
has fulfilled its obligations under the Pooling and Servicing Agreement in all material respects; and

         (5)      The report on  assessment  of  compliance  with  servicing  criteria  applicable  to the
Securities   Administrator  for  asset-backed   securities  of  the  Securities   Administrator  and  each
Subcontractor  utilized by the Securities  Administrator and related  attestation  report on assessment of
compliance  with  servicing  criteria  applicable  to it required  to be included in the Annual  Report in
accordance  with Item 1122 of  Regulation AB and Exchange Act Rules 13a-18 and 15d-18 has been included as
an exhibit to the Annual Report.  Any material  instances of  non-compliance  are described in such report
and have been disclosed in the Annual Report.

In giving the  certifications  above, the Securities  Administrator  has reasonably  relied on information
provided  to  it  by  the  following  unaffiliated  parties:  [names  of  servicer(s),   master  servicer,
subservicer, depositor, trustee, custodian(s)]
Date:____________________________________



_________________________________________
[Signature]
[Title]






                                                                                                 EXHIBIT M

                      SERVICING CRITERIA TO BE ADDRESSED IN ASSESSMENT OF COMPLIANCE

Definitions
Primary Servicer – transaction party having borrower contact
Master Servicer – aggregator of pool assets
Securities Administrator – waterfall calculator
Back-up Servicer – named in the transaction (in the event a Back up Servicer becomes the Primary
Servicer, follow Primary Servicer obligations)
Custodian – safe keeper of pool assets
Trustee – fiduciary of the transaction

Note:  The definitions above describe the essential function that the party performs, rather than the
party's title.  So, for example, in a particular transaction, the trustee may perform the "paying agent"
and "securities administrator" functions, while in another transaction, the securities administrator may
perform these functions.

Where there are multiple checks for criteria the attesting party will identify in their management
assertion that they are attesting only to the portion of the distribution chain they are responsible for
in the related transaction agreements.

Key:     X – obligation

------------------- --------------------------------- ------------- ----------- ------------ ------------ ------------
Reg AB Reference    Servicing Criteria                Primary       Master      Securities   Custodian    Trustee
                                                      Servicer      Servicer    Admin                     (nominal)

------------------- --------------------------------- ------------- ----------- ------------ ------------ ------------
------------------- ----------------------------------------------- ----------- ------------ ------------ ------------
                    General Servicing Considerations
------------------- ----------------------------------------------- ----------- ------------ ------------ ------------
------------------- --------------------------------- ------------ ------------ ------------ ------------ ------------
1122(d)(1)(i)       Policies and procedures are            X            X            X
                    instituted to monitor any
                    performance or other triggers
                    and events of default in
                    accordance with the transaction
                    agreements.
------------------- --------------------------------- ------------ ------------ ------------ ------------ ------------
------------------- --------------------------------- ------------ ------------ ------------ ------------ ------------
1122(d)(1)(ii)      If any material servicing              X            X
                    activities are outsourced to
                    third parties, policies and
                    procedures are instituted to
                    monitor the third party's
                    performance and compliance with
                    such servicing activities.
------------------- --------------------------------- ------------ ------------ ------------ ------------ ------------
------------------- --------------------------------- ------------ ------------ ------------ ------------ ------------
                    Any requirements in the
                    transaction agreements to
                    maintain a back-up servicer for
1122(d)(1)(iii)     the Pool Assets are maintained.
------------------- --------------------------------- ------------ ------------ ------------ ------------ ------------
------------------- --------------------------------- ------------ ------------ ------------ ------------ ------------
1122(d)(1)(iv)      A fidelity bond and errors and         X            X
                    omissions policy is in effect
                    on the party participating in
                    the servicing function
                    throughout the reporting period
                    in the amount of coverage
                    required by and otherwise in
                    accordance with the terms of
                    the transaction agreements.
------------------- --------------------------------- ------------ ------------ ------------ ------------ ------------
------------------- --------------------------------- ------------ ------------ ------------ ------------ ------------


                    Cash Collection and
                    Administration
------------------- --------------------------------- ------------ ------------ ------------ ------------ ------------
------------------- --------------------------------- ------------ ------------ ------------ ------------ ------------
1122(d)(2)(i)       Payments on pool assets are            X            X            X
                    deposited into the appropriate
                    custodial bank accounts and
                    related bank clearing accounts
                    no more than two business days
                    following receipt, or such
                    other number of days specified
                    in the transaction agreements.
------------------- --------------------------------- ------------ ------------ ------------ ------------ ------------
------------------- --------------------------------- ------------ ------------ ------------ ------------ ------------
                    Disbursements made via wire            X            X            X
                    transfer on behalf of an
                    obligor or to an investor are
                    made only by authorized
1122(d)(2)(ii)      personnel.
------------------- --------------------------------- ------------ ------------ ------------ ------------ ------------
------------------- --------------------------------- ------------ ------------ ------------ ------------ ------------
                    Advances of funds or guarantees        X            X            X
                    regarding collections, cash
                    flows or distributions, and any
                    interest or other fees charged
                    for such advances, are made,
                    reviewed and approved as
                    specified in the transaction
1122(d)(2)(iii)     agreements.
------------------- --------------------------------- ------------ ------------ ------------ ------------ ------------
------------------- --------------------------------- ------------ ------------ ------------ ------------ ------------
                    The related accounts for the           X            X            X
                    transaction, such as cash
                    reserve accounts or accounts
                    established as a form of over
                    collateralization, are
                    separately maintained (e.g.,
                    with respect to commingling of
                    cash) as set forth in the
1122(d)(2)(iv)      transaction agreements.
------------------- --------------------------------- ------------ ------------ ------------ ------------ ------------
------------------- --------------------------------- ------------ ------------ ------------ ------------ ------------
                    Each custodial account is              X            X            X
                    maintained at a federally
                    insured depository institution
                    as set forth in the transaction
                    agreements. For purposes of
                    this criterion, "federally
                    insured depository institution"
                    with respect to a foreign
                    financial institution means a
                    foreign financial institution
                    that meets the requirements of
                    Rule 13k-1(b)(1) of the
1122(d)(2)(v)       Securities Exchange Act.
------------------- --------------------------------- ------------ ------------ ------------ ------------ ------------
------------------- --------------------------------- ------------ ------------ ------------ ------------ ------------
                    Unissued checks are safeguarded        X                         X
                    so as to prevent unauthorized
1122(d)(2)(vi)      access.
------------------- --------------------------------- ------------ ------------ ------------ ------------ ------------
------------------- --------------------------------- ------------ ------------ ------------ ------------ ------------
1122(d)(2)(vii)     Reconciliations are prepared on        X            X            X
                    a monthly basis for all
                    asset-backed securities related
                    bank accounts, including
                    custodial accounts and related
                    bank clearing accounts. These
                    reconciliations are (A)
                    mathematically accurate; (B)
                    prepared within 30 calendar
                    days after the bank statement
                    cutoff date, or such other
                    number of days specified in the
                    transaction agreements; (C)
                    reviewed and approved by
                    someone other than the person
                    who prepared the
                    reconciliation; and (D) contain
                    explanations for reconciling
                    items. These reconciling items
                    are resolved within 90 calendar
                    days of their original
                    identification, or such other
                    number of days specified in the
                    transaction agreements.
------------------- --------------------------------- ------------ ------------ ------------ ------------ ------------
------------------- --------------------------------- ------------ ------------ ------------ ------------ ------------


                    Investor Remittances and
                    Reporting
------------------- --------------------------------- ------------ ------------ ------------ ------------ ------------
------------------- --------------------------------- ------------ ------------ ------------ ------------ ------------
1122(d)(3)(i)       Reports to investors, including        X            X            X
                    those to be filed with the
                    Commission, are maintained in
                    accordance with the transaction
                    agreements and applicable
                    Commission requirements.
                    Specifically, such reports (A)
                    are prepared in accordance with
                    timeframes and other terms set
                    forth in the transaction
                    agreements; (B) provide
                    information calculated in
                    accordance with the terms
                    specified in the transaction
                    agreements; (C) are filed with
                    the Commission as required by
                    its rules and regulations; and
                    (D) agree with investors' or
                    the trustee's records as to the
                    total unpaid principal balance
                    and number of Pool Assets
                    serviced by the Servicer.
------------------- --------------------------------- ------------ ------------ ------------ ------------ ------------
------------------- --------------------------------- ------------ ------------ ------------ ------------ ------------
                    Amounts due to investors are           X            X            X
                    allocated and remitted in
                    accordance with timeframes,
                    distribution priority and other
                    terms set forth in the
1122(d)(3)(ii)      transaction agreements.
------------------- --------------------------------- ------------ ------------ ------------ ------------ ------------
------------------- --------------------------------- ------------ ------------ ------------ ------------ ------------
                    Disbursements made to an               X            X            X
                    investor are posted within two
                    business days to the Servicer's
                    investor records, or such other
                    number of days specified in the
1122(d)(3)(iii)     transaction agreements.
------------------- --------------------------------- ------------ ------------ ------------ ------------ ------------
------------------- --------------------------------- ------------ ------------ ------------ ------------ ------------
                    Amounts remitted to investors          X            X            X
                    per the investor reports agree
                    with cancelled checks, or other
                    form of payment, or custodial
1122(d)(3)(iv)      bank statements.
------------------- --------------------------------- ------------ ------------ ------------ ------------ ------------
------------------- --------------------------------- ------------ ------------ ------------ ------------ ------------


                    Pool Asset Administration
------------------- --------------------------------- ------------ ------------ ------------ ------------ ------------
------------------- --------------------------------- ------------ ------------ ------------ ------------ ------------
1122(d)(4)(i)       Collateral or security on pool         X                                      X
                    assets is maintained as
                    required by the transaction
                    agreements or related pool
                    asset documents.
------------------- --------------------------------- ------------ ------------ ------------ ------------ ------------
------------------- --------------------------------- ------------ ------------ ------------ ------------ ------------
1122(d)(4)(ii)      Pool assets  and related               X                                      X
                    documents are safeguarded as
                    required by the transaction
                    agreements
------------------- --------------------------------- ------------ ------------ ------------ ------------ ------------
------------------- --------------------------------- ------------ ------------ ------------ ------------ ------------
1122(d)(4)(iii)     Any additions, removals or             X                         X
                    substitutions to the asset pool
                    are made, reviewed and approved
                    in accordance with any
                    conditions or requirements in
                    the transaction agreements.
------------------- --------------------------------- ------------ ------------ ------------ ------------ ------------
------------------- --------------------------------- ------------ ------------ ------------ ------------ ------------
1122(d)(4)(iv)      Payments on pool assets,               X
                    including any payoffs, made in
                    accordance with the related
                    pool asset documents are posted
                    to the Servicer's obligor
                    records maintained no more than
                    two business days after
                    receipt, or such other number
                    of days specified in the
                    transaction agreements, and
                    allocated to principal,
                    interest or other items (e.g.,
                    escrow) in accordance with the
                    related pool asset documents.
------------------- --------------------------------- ------------ ------------ ------------ ------------ ------------
------------------- --------------------------------- ------------ ------------ ------------ ------------ ------------
                    The Servicer's records                 X
                    regarding the pool assets agree
                    with the Servicer's records
                    with respect to an obligor's
1122(d)(4)(v)       unpaid principal balance.
------------------- --------------------------------- ------------ ------------ ------------ ------------ ------------
------------------- --------------------------------- ------------ ------------ ------------ ------------ ------------
                    Changes with respect to the            X            X
                    terms or status of an obligor's
                    pool assets (e.g., loan
                    modifications or re-agings) are
                    made, reviewed and approved by
                    authorized personnel in
                    accordance with the transaction
                    agreements and related pool
1122(d)(4)(vi)      asset documents.
------------------- --------------------------------- ------------ ------------ ------------ ------------ ------------
------------------- --------------------------------- ------------ ------------ ------------ ------------ ------------
                    Loss mitigation or recovery            X            X
                    actions (e.g., forbearance
                    plans, modifications and deeds
                    in lieu of foreclosure,
                    foreclosures and repossessions,
                    as applicable) are initiated,
                    conducted and concluded in
                    accordance with the timeframes
                    or other requirements
                    established by the transaction
1122(d)(4)(vii)     agreements.
------------------- --------------------------------- ------------ ------------ ------------ ------------ ------------
------------------- --------------------------------- ------------ ------------ ------------ ------------ ------------
1122(d)(4)(viii)    Records documenting collection         X
                    efforts are maintained during
                    the period a pool asset is
                    delinquent in accordance with
                    the transaction agreements.
                    Such records are maintained on
                    at least a monthly basis, or
                    such other period specified in
                    the transaction agreements, and
                    describe the entity's
                    activities in monitoring
                    delinquent pool assets
                    including, for example, phone
                    calls, letters and payment
                    rescheduling plans in cases
                    where delinquency is deemed
                    temporary (e.g., illness or
                    unemployment).
------------------- --------------------------------- ------------ ------------ ------------ ------------ ------------
------------------- --------------------------------- ------------ ------------ ------------ ------------ ------------
1122(d)(4)(ix)      Adjustments to interest rates          X
                    or rates of return for pool
                    assets with variable rates are
                    computed based on the related
                    pool asset documents.
------------------- --------------------------------- ------------ ------------ ------------ ------------ ------------
------------------- --------------------------------- ------------ ------------ ------------ ------------ ------------
1122(d)(4)(x)       Regarding any funds held in            X
                    trust for an obligor (such as
                    escrow accounts): (A) such
                    funds are analyzed, in
                    accordance with the obligor's
                    pool asset documents, on at
                    least an annual basis, or such
                    other period specified in the
                    transaction agreements; (B)
                    interest on such funds is paid,
                    or credited, to obligors in
                    accordance with applicable pool
                    asset documents and state laws;
                    and (C) such funds are returned
                    to the obligor within 30
                    calendar days of full repayment
                    of the related pool assets, or
                    such other number of days
                    specified in the transaction
                    agreements.
------------------- --------------------------------- ------------ ------------ ------------ ------------ ------------
------------------- --------------------------------- ------------ ------------ ------------ ------------ ------------
                    Payments made on behalf of an          X
                    obligor (such as tax or
                    insurance payments) are made on
                    or before the related penalty
                    or expiration dates, as
                    indicated on the appropriate
                    bills or notices for such
                    payments, provided that such
                    support has been received by
                    the servicer at least 30
                    calendar days prior to these
                    dates, or such other number of
                    days specified in the
1122(d)(4)(xi)      transaction agreements.
------------------- --------------------------------- ------------ ------------ ------------ ------------ ------------
------------------- --------------------------------- ------------ ------------ ------------ ------------ ------------
                    Any late payment penalties in          X
                    connection with any payment to
                    be made on behalf of an obligor
                    are paid from the Servicer's
                    funds and not charged to the
                    obligor, unless the late
                    payment was due to the
1122(d)(4)(xii)     obligor's error or omission.
------------------- --------------------------------- ------------ ------------ ------------ ------------ ------------
------------------- --------------------------------- ------------ ------------ ------------ ------------ ------------
                    Disbursements made on behalf of        X
                    an obligor are posted within
                    two business days to the
                    obligor's records maintained by
                    the servicer, or such other
                    number of days specified in the
1122(d)(4)(xiii)    transaction agreements.
------------------- --------------------------------- ------------ ------------ ------------ ------------ ------------
------------------- --------------------------------- ------------ ------------ ------------ ------------ ------------
                    Delinquencies, charge-offs and         X            X
                    uncollectible accounts are
                    recognized and recorded in
                    accordance with the transaction
1122(d)(4)(xiv)     agreements.
------------------- --------------------------------- ------------ ------------ ------------ ------------ ------------
------------------- --------------------------------- ------------ ------------ ------------ ------------ ------------
                    Any external enhancement or            X                         X
                    other support, identified in
                    Item 1114(a)(1) through (3) or
                    Item 1115 of Regulation AB, is
                    maintained as set forth in the
                    transaction agreements.  (In
                    this transaction there is no
                    external enhancement or other
1122(d)(4)(xv)      support.)
------------------- --------------------------------- ------------ ------------ ------------ ------------ ------------





                                                                                                 EXHIBIT N
                                      FORM OF BACK-UP CERTIFICATION

          I.The [                   ] agreement dated as of [      ], 200[ ] (the "Agreement"), among [IDENTIFY
         PARTIES] I, ________________________________, the _______________________ of [NAME OF
         COMPANY], certify to  [the Depositor] and the [Master Servicer] [Securities
         Administrator] [Trustee], and their officers, with the knowledge and intent that they
         will rely upon this certification, that:

         (1)      I have reviewed the servicer compliance statement of the Company provided in
         accordance with Item 1123 of Regulation AB (the "Compliance Statement"), the report on
         assessment of the Company's compliance with the servicing criteria set forth in Item 1122(d) of
         Regulation AB (the "Servicing Criteria"), provided in accordance with Rules 13a-18 and 15d-18
         under Securities Exchange Act of 1934, as amended (the "Exchange Act") and Item 1122 of
         Regulation AB (the "Servicing Assessment"), the registered public accounting firm's attestation
         report provided in accordance with Rules 13a-18 and 15d-18 under the Exchange Act and Section
         1122(b) of Regulation AB (the "Attestation Report"), and all servicing reports, officer's
         certificates and other information relating to the servicing of the Mortgage Loans by the
         Company during 200[ ] that were delivered by the Company to the Depositor and the Securities
         Administrator pursuant to the Agreement (collectively, the "Company Servicing Information");

         (2)      Based on my knowledge, the Company Servicing Information, taken as a whole, does not
         contain any untrue statement of a material fact or omit to state a material fact necessary to
         make the statements made, in light of the circumstances under which such statements were made,
         not misleading with respect to the period of time covered by the Company Servicing Information;

         (3)      Based on my knowledge, all of the Company Servicing Information required to be
         provided by the Company under the Agreement has been provided to the Depositor and the
         Securities Administrator;

         (4)      I am responsible for reviewing the activities performed by the Company as servicer
         under the Agreement, and based on my knowledge and the compliance review conducted in preparing
         the Compliance Statement and except as disclosed in the Compliance Statement, the Servicing
         Assessment or the Attestation Report, the Company has fulfilled its obligations under the
         Agreement in all material respects; and

         (5)      The Compliance Statement required to be delivered by the Company pursuant to the
         Agreement, and the Servicing Assessment and Attestation Report required to be provided by the
         Company and by any subservicer or subcontractor pursuant to the Agreement, have been provided
         to the the Depositor and the Securities Administrator.  Any material instances of noncompliance
         described in such reports have been disclosed to the the Depositor and the Securities
         Administrator.  Any material instance of noncompliance with the Servicing Criteria has been
         disclosed in such reports.




         Date:    _________________________


         By:
         Name:    ________________________________
         Title:   ________________________________




                                                                                                 EXHIBIT O

                                FORM OF TRUSTEE LIMITED POWER OF ATTORNEY


           KNOW ALL MEN BY THESE PRESENTS,  Citibank,  N.A., a national banking  association and having an
office for the  conduct of  business  in New York,  New York,  solely in its  capacity as trustee (in such
capacity  the  "Trustee")  under the  Pooling  and  Servicing  Agreement  dated as of June 1, 2006,  among
Structured Asset Mortgage  Investments II Inc., a Delaware  corporation,  as depositor (the  "Depositor"),
Citibank,  N.A., a national banking  association,  not in its individual  capacity,  but solely as trustee
(the  "Trustee"),  Wells Fargo Bank,  National  Association,  as master  servicer (in such  capacity,  the
"Master Servicer") and as securities administrator (in such capacity, the "Securities  Administrator") and
EMC Mortgage Corporation,  as sponsor (in such capacity,  the "Sponsor") and as company (in such capacity,
the  "Company")  (the  "Pooling  Agreement")  pursuant  to  which  Bear  Stearns  ALT-A  Trust,   Mortgage
Pass-Through  Certificates,  Series 2006-4 are issued and not in its individual corporate capacity, hereby
constitutes and appoints EMC Mortgage Corporation,  as its true and lawful attorney-in-fact,  in its name,
place and stead and for its use and benefit,  to execute and  acknowledge in writing or by facsimile stamp
or otherwise all documents  customarily  and reasonably  necessary and appropriate for the tasks described
in items (i)  through  (viii)  below  relating  to  certain  mortgage  loans  (the  "Loans")  owned by the
undersigned,  as Trustee,  as  serviced  by EMC  Mortgage  Corporation,  as the Company  under the Pooling
Agreement.  These Loans are  comprised of  Mortgages,  Deeds of Trust,  Deeds to Secure  Debt,  Co-ops and
other forms of Security  Instruments  (collectively  the  "Security  Instruments")  and the notes  secured
thereby (the "Notes").

         i.       The Substitution of Trustee(s) in Deeds of Trust and/or Deeds to Secure Debt in the
                  name of the undersigned, as Trustee,

         ii.      The Extension and/or Renewal of Financing Statements in the name of the undersigned,
                  as Trustee,

         iii.     The Satisfaction, Assignment and/or Release of Security Instruments and/or Financing
                  Statements in the name of the undersigned, as Trustee, or the issuance of Deeds of
                  Reconveyance upon payment in full and/or discharge of the Notes secured thereby,

         iv.      The Modification and/or Partial Release of Security Instruments, including the
                  subordination of a Security Instrument to an easement in favor of an entity with
                  powers of eminent domain.

         v.       The Assumption of Security Instruments and the Notes secured thereby,

         vi.      The right to collect, accelerate, initiate suit on and/or foreclose all Loans, and

         vii.     The right to manage, sell, convey or transfer the real and/or personal property
                  specified in the Security Instruments.

         viii.    The  endorsement  of  loss  payable  drafts  or  other  checks  that  are  necessary  to
                  effectuate  proper  servicing of the loan or repairs to the real property  encumbered by
                  the Security Instrument.



         The undersigned gives to said attorney-in-fact full power and authority to execute such
instruments as if the undersigned were personally present, hereby ratifying and confirming all that said
attorney-in-fact shall lawfully do or cause to be done by authority hereof.  The undersigned also gives
to said attorney-in-fact full power and authority to appoint by subsequent power of attorney a
subservicer (a "Subservicer") to act in its stead so long as the Trustee is given prior notice of such
appointment.  Third parties without actual notice may rely upon the power granted to said
attorney-in-fact under this Limited Power of Attorney and may assume that, upon the exercise of such
power, all conditions precedent to such exercise of power have been satisfied and this Power of Attorney
has not been revoked unless an Instrument of Revocation has been recorded.

         This limited power of attorney has been executed and is effective as of this ___ day of _____
200_ and the same and any subsequent limited power of attorney given to any Subservicer shall terminate
on the date that is the earlier of (i) one year from the date hereof and (ii) the occurrence of any of
the following events or until revoked in writing by the undersigned provided, that so long as none of
the following events below have occurred or continuing, the Trustee shall execute and deliver a
replacement power of attorney:

         i.       the supervision or termination of  EMC Mortgage Corporation as the Company with
                  respect to the Loans serviced under the Pooling Agreement,

         ii.      the transfer of servicing from EMC Mortgage Corporation to another Servicer with
                  respect to the Loans serviced under the Pooling Agreement,

         iii.     the appointment of a receiver or conservator with respect to the business of the
                  attorney-in-fact or EMC Mortgage Corporation, or

         iv.      the filing of a voluntary or involuntary petition of bankruptcy by the
                  attorney-in-fact, EMC Mortgage Corporation, or any of their creditors.

         Notwithstanding the foregoing, the power and the authority given to said attorney-in-fact or
any Subservicer under this Limited Power of Attorney shall be revoked with respect to a particular
Pooling Agreement and the Loans subject thereto upon the occurrence of:

         i.       the suspension or termination of EMC Mortgage Corporation as the Company under such
                  Pooling Agreement; or

         ii.      the transfer of servicing under such Pooling Agreement from EMC Mortgage Corporation
                  to another Servicer.

         Nothing contained herein shall be deemed to amend or modify the related Pooling Agreements or
the respective rights, duties or obligations of the Trustee or EMC Mortgage Corporation thereunder, and
nothing herein shall constitute a waiver of any rights or remedies thereunder.  If this limited power of
attorney is revoked or terminated for any reason whatsoever, a limited power of attorney given by the
Servicer to any Subservicer shall be deemed to be revoked or terminated at the same time.

         This Limited Power of Attorney supersedes all prior powers of attorney given by the undersigned
to EMC Mortgage Corporation for the Loans, and all such powers and the authority granted thereunder are
hereby revoked effective as of the date of recording of this Limited Power of Attorney.



EMC Mortgage Corporation                                 Citibank, N.A.,
as Company                                               as Trustee



______________________                                   ______________________
Name:                                                    Name:
Title:                                                   Title:


Witness:                                                 Witness:


______________________                                   ________________________


Witness:                                                 Witness:


______________________                                   __________________________


STATE OF NEW YORK  )
                   )        SS
COUNTY OF NEW YORK )





         On _______, 200_ before me, a Notary Public in and for said State, personally appeared
___________, known to me to be a/an __________ of Citibank, N.A., a national banking association that
executed the within instrument, and also known to me to be the person who executed said instrument on
behalf of such national banking association and acknowledged to me that such national banking
association executed the within instrument.

         IN WITNESS WHEREOF, I have hereunto set my hand and affixed my official seal the day and year
in this certificate first above written.



                                                     _______________________
                                                     Notary Public




STATE OF TEXAS    )
                           )SS
COUNTY OF DENTON  )





         On ______________, before me, a Notary Public in and for said State, personally appeared
______________________, known to me to be a ________________ of EMC Mortgage Corporation that executed
the within instrument, and also known to me to be the person who executed said instrument on behalf of
such corporation and acknowledged to me that such national banking association executed the within
instrument.

         IN WITNESS WHEREOF, I have hereunto set my hand and affixed my official seal the day and year
in this certificate first above written.



                                                     _______________________
                                                     Notary Public






                                                                                                 EXHIBIT P
                                          FORM OF CAP CONTRACTS

DATE:                      June 30, 2006

TO:                        Bear Stearns ALT-A Trust 2006-4 acting  through  Citibank,  N.A., not in
                           its  individual  capacity but solely as Trustee for Bear  Stearns  ALT-A
                           Trust 2006-4
ATTENTION:                 Bear Stearns ALT-A Trust 2006-4

TELEPHONE:                 (212) 623-4493
FACSIMILE:                 (212) 623-5930

FROM:                      ABN AMRO Bank N.V.

SUBJECT:                   Fixed Income Derivatives Confirmation and Agreement

                           Interest Rate Cap Transaction No. [_______]



The purpose of this letter  agreement  ("Agreement")  is to confirm the terms and  conditions of the current
Transaction  entered into on the Trade Date specified below (the  "Transaction")  between ABN AMRO Bank N.V.
("ABN") and Bear Stearns ALT-A Trust 2006-4 ("Party B") acting  through  Citibank,  N.A., not  individually,
but solely as trustee (the  "Supplemental  Interest Trust Trustee") on behalf of the  supplemental  interest
trust with respect to Bear Stearns ALT-A Trust 2006-4 (the "Supplemental  Interest Trust")  ("Counterparty")
created  under the Pooling and  Servicing  Agreement,  dated as of June 1, 2006 (the  "Pooling and Servicing
Agreement"),  among Structured Asset Mortgage Investments II Inc., EMC Mortgage  Corporation ("EMC"),  Wells
Fargo Bank,  National  Association  and  Citibank,  N.A..  This  Agreement,  which  evidences a complete and
binding  agreement  between  you and us to  enter  into  the  Transaction  on the  terms  set  forth  below,
constitutes a "Confirmation"  as referred to in the "ISDA Form Master Agreement" (as defined below), as well
as a "Schedule" as referred to in the ISDA Form Master Agreement.

1.     This  Agreement  is subject to the 2000 ISDA  Definitions  (the  "Definitions"),  as published by the
International Swaps and Derivatives  Association,  Inc. ("ISDA").  You and we have agreed to enter into this
Agreement in lieu of negotiating a Schedule to the 1992 ISDA Master Agreement  (Multicurrency—Cross  Border)
form (the "ISDA Form Master  Agreement") but, rather,  an ISDA Form Master Agreement shall be deemed to have
been executed by you and us on the date we entered into the Transaction.  Terms  capitalized but not defined
herein except in the Definitions  shall have the respective  meanings  attributed to them in the Pooling and
Servicing  Agreement.  In the event of any  inconsistency  between the  provisions of this Agreement and the
Definitions  or  the  ISDA  Form  Master  Agreement,  this  Agreement  shall  prevail  for  purposes  of the
Transaction.  Each  reference to a "Section"  (unless  specifically  referencing  the Pooling and  Servicing
Agreement or to a "Section"  "of this  Agreement"  will be construed as a reference to a Section of the ISDA
Form Master Agreement.

2.     The terms of the particular Transaction to which this Confirmation relates are as follows:

       Type of Transaction:                 Interest Rate Cap

       Notional Amount:                     With  respect to any  Calculation  Period,  the lesser of: (i)
                                            the  amount set forth for such  period on  Schedule I attached
                                            hereto  and  (ii)  the  aggregate  Principal  Balance  of  the
                                            Mortgage  Loans as of the related  Floating Rate Payer Payment
                                            Date.

       Reference Certificates:              The  Class  [_]  Certificates  as  defined  in  the  Prospectus
                                            Supplement  dated as of June 29, 2006 with Bear  Stearns  ALT-A
                                            Trust  2006-4 as Issuing  Entity,  Wells Fargo  Bank,  National
                                            Association as Master  Servicer and  Securities  Administrator,
                                            Structured Asset Mortgage  Investments II Inc. as Depositor and
                                            EMC   Mortgage   Corporation   as  Sponsor   and  Seller   (the
                                            "Prospectus").

       Trade Date:                          June 22, 2006

       Effective Date:                      June 26, 2006

       Termination Date:                    April 25,  2011,  subject to  adjustment  in  accordance  with the Business Day
                                            Convention.


       Fixed Amount (Premium):

              Fixed Rate Payer:             Counterparty causes Bear Stearns & Co. Inc. to pay

              Fixed Rate Payer
              Payment Date:                 On or before June 30, 2006

              Fixed Amount:                 USD$[_______]  (included in the aggregate  payment of  USD$[_______] to be made
                                            under confirmation #2933060)

       Floating Amounts:

              Floating Rate Payer:          ABN

              Cap Rate:                     The  rate  set  forth  for  such  period  in the  Schedule  of
                                            Notional Amounts and Cap Rates, attached hereto.

              Floating Rate Payer
              Period End Dates:             The 25th  calendar  day of each month  during the Term of this
                                            Transaction,  commencing  July 25,  2006,  and  ending  on the
                                            Termination  Date,  subject to adjustment  in accordance  with
                                            the Business Day Convention.

              Floating Rate Payer
              Payment Dates:                Early  Payment  shall be  applicable.  The Floating Rate Payer
                                            Payment  Date  shall  be  one  Business  Day  preceding   each
                                            Floating Rate Payer Period End Date.

              Floating Rate Option:         USD-LIBOR-BBA

              Designated Maturity:          One month

              Floating Rate Day
              Count Fraction:               Actual/360

              Reset Dates:                  The first day of each Calculation Period.

              Compounding:                  Inapplicable

         Business Days:                     New York and Illinois

         Business Day Convention:           Modified Following

         Calculation Agent:                 ABN

         Offices:                           The  office  of ABN AMRO for  purposes  of this  Transaction  is
                                            London.

                                            The   office  of  the   Counterparty   for   purposes   of  this
                                            Transaction is Boston, Massachusetts.


3.        [Reserved]

4.        Provisions Deemed Incorporated in a Schedule to the Master Agreement:

1)        The parties agree that  subparagraph  (ii) of Section 2(c) of the ISDA Form Master Agreement will apply
          to any Transaction.

2)        Termination Provisions.  For purposes of the Master Agreement:

(a)      "Specified Entity" is not applicable to ABN or Counterparty for any purpose.

(b)      "Breach of Agreement" provision of Section 5(a)(ii) will not apply to ABN or Counterparty.

(c)      "Credit Support Default" provisions of Section 5(a)(iii) will not apply to ABN or Counterparty.

(d)      "Misrepresentation" provisions of Section 5(a)(iv) will not apply to ABN or Counterparty.

(e)      "Specified  Transaction"  is  not  applicable  to ABN  or  Counterparty  for  any  purpose,  and,
accordingly, Section 5(a)(v) shall not apply to ABN or Counterparty.

(f)      The "Cross Default" provisions of Section 5(a)(vi) will not apply to ABN or to  Counterparty.

(g)      "Bankruptcy" provision of Section 5(a)(vii)(2) will not apply to Counterparty.

(h)      The  "Credit  Event  Upon  Merger"  provisions  of  Section  5(b)(iv)  will  not  apply  to  ABN or
Counterparty.

(i)      The "Automatic Early Termination" provision of Section 6(a) will not apply to ABN or to Counterparty.

(j)      Payments on Early Termination.  For the purpose of Section 6(e) of this Agreement:

         (i)      Market Quotation will apply.

         (ii)     The Second Method will apply.

(k)      "Termination Currency" means United States Dollars.

(l)      Limitation  on Events of  Default.  Notwithstanding  the terms of Sections 5 and 6 of the ISDA Form
Master  Agreement,  if at any time and so long as the  Counterparty  has  satisfied  in full all its payment
obligations  under Section  2(a)(i) of the ISDA Form Master  Agreement and has at the time no future payment
obligations,  whether absolute or contingent,  under such Section,  then unless ABN is required  pursuant to
appropriate  proceedings to return to the Counterparty or otherwise  returns to the Counterparty upon demand
of the  Counterparty  any portion of any such payment,  (a) the occurrence of an event  described in Section
5(a) of the ISDA Form Master  Agreement  with respect to the  Counterparty  shall not constitute an Event of
Default or Potential  Event of Default  with respect to the  Counterparty  as  Defaulting  Party and (b) ABN
shall be entitled  to  designate  an Early  Termination  Date  pursuant to Section 6 of the ISDA Form Master
Agreement only as a result of the occurrence of a Termination  Event set forth in either Section  5(b)(i) or
5(b)(ii) of the ISDA Form Master  Agreement with respect to ABN as the Affected Party, or Section  5(b)(iii)
with  respect to ABN as the  Burdened  Party.  For  purposes  of the  Transaction  to which  this  Agreement
relates,  Counterparty's  only obligation  under Section 2(a)(i) of the ISDA Form Master Agreement is to pay
the Fixed Amount on the Fixed Rate Payer Payment Date.

3)       Tax Representations.

         (a) Payer  Representations.  For the purpose of Section 3(e) of this  Agreement,  each of ABN and
         the Counterparty will make the following representations:

         It is  not  required  by  any  applicable  law,  as  modified  by the  practice  of any  relevant
         governmental  revenue  authority,   of  any  Relevant  Jurisdiction  to  make  any  deduction  or
         withholding  for or on account of any Tax from any payment  (other than  interest  under  Section
         2(e),  6(d)(ii)  or 6(e) of this  Agreement)  to be made  by it to the  other  party  under  this
         Agreement.  In making this representation, it may rely on:

                  (i)      the  accuracy  of any  representations  made by the  other  party  pursuant  to
                  Section 3(f) of this Agreement;

                  (ii)     the satisfaction of the agreement  contained in Section 4(a)(i) or 4(a)(iii) of
                  this  Agreement  and the accuracy  and  effectiveness  of any  document  provided by the
                  other party pursuant to Section 4(a)(i) or 4(a)(iii) of this Agreement; and

                  (iii) the  satisfaction  of the  agreement of the other party  contained in Section 4(d)
                  of this Agreement,  provided that it shall not be a breach of this representation  where
                  reliance  is placed  on  clause  (ii) and the  other  party  does not  deliver a form or
                  document  under  Section  4(a)(iii)  by reason  of  material  prejudice  to its legal or
                  commercial position.

         (b) Payee  Representations.  For the purpose of Section 3(f) of this Agreement,  each of
         ABN and the Counterparty make the following representations.

         (i)      Party A will make the following representations:

         (1)      It is a resident of The  Netherlands  for the purpose of the application of the existing
                  tax treaties  between The  Netherlands  and those countries where offices of Party B are
                  located.

         (2)      With  respect to its  non-U.S.  branches,  it is fully  eligible for the benefits of the
                  "Business  Profits" or "Industrial and Commercial  Profits"  provision,  as the case may
                  be, the "Interest"  provision or the "Other Income"  provision (if any) of the Specified
                  Treaty with respect to any payment  described in such  provisions  and received or to be
                  received by it in connection  with this  Agreement  and no such payment is  attributable
                  to a trade or  business  carried  on by it  through  a  permanent  establishment  in the
                  Specified  Jurisdiction.  With  respect to Party A,  Specified  Treaty  means the income
                  tax  treaty  between  the  United  States and The  Netherlands;  Specified  Jurisdiction
                  means the United States.

         (3)      With  respect to its U.S.  branches,  each  payment  received or to be received by it in
                  connection  with this  Agreement  will be  effectively  connected  with its conduct of a
                  trade or business in the United States.

         The following representation will apply to the Counterparty:

                  It is organized or formed under the laws of a state within the United  States,  and is a
                  United States resident for United States federal income tax purposes.

4)       The ISDA Form Master Agreement is hereby amended as follows:

         The word  "third"  shall be  replaced by the word  "first" in the third line of Section  5(a)(i) of the
         ISDA Form Master Agreement.

5)       Documents to be Delivered. For the purpose of Section 4(a):

 (1)     Tax forms, documents, or certificates to be delivered are:

Party required to deliver document    Form/Document/                                Date by which to
                                      Certificate                                   be delivered
ABN and                               Any    document    required   or              Promptly  after  the  earlier  of (i)  reasonable
the Counterparty                      reasonably  requested  to  allow              demand  by  either  party or (ii)  learning  that
                                      the   other    party   to   make              such form or document is required
                                      payments  under  this  Agreement
                                      without   any    deduction    or
                                      withholding   for   or  on   the
                                      account  of any Tax or with such
                                      deduction  or  withholding  at a
                                      reduced rate


(2)      Other documents to be delivered are:

Party required to        Form/Document/                  Date by which to             Covered by Section 3(d) Representation
deliver document         Certificate                     be delivered
ABN and                  Any documents required by       Upon the execution and       Yes
the Counterparty         the receiving party to          delivery of this Agreement
                         evidence the authority of       and such Confirmation
                         the delivering party or its
                         Credit Support Provider, if
                         any, for it to execute and
                         deliver this Agreement, any
                         Confirmation, and any
                         Credit Support Documents to
                         which it is a party, and to
                         evidence the authority of
                         the delivering party or its
                         Credit Support Provider, if
                         any, to perform its
                         obligations under this
                         Agreement, such
                         Confirmation and/or Credit
                         Support Document, as the
                         case may be

ABN and                  A certificate of an             Upon the execution and        Yes
the Counterparty         authorized officer of the       delivery of this Agreement
                         party, as to the incumbency     and such Confirmation
                         and authority of the
                         respective officers of the
                         party signing this Agreement,
                         any relevant Credit Support
                         Document, or any
                         Confirmation, as the case may
                         be

ABN                      An opinion of counsel with      Upon the execution and        Yes
                         respect to the due              delivery of this Agreement
                         authorization, execution and    and such Confirmation
                         enforceability of this
                         Agreement, acceptable to
                         Counterparty.

6)  Miscellaneous. Miscellaneous

(a)      Address for Notices:  For the purposes of Section 12(a) of this Agreement:

         Address for notices or communications to ABN:

         (1)      For the purposes of Sections 5, 6 and 7 under this Agreement:

                  ABN AMRO Bank N.V., Chicago Branch
                  Global Documentation Unit
                  540 W. Madison Street, 22nd Floor
                  Chicago, IL   60661
                  Attention:        Treasury Documentation
                  Telephone:        312-904-5214
                  Fax:              312-904-0392

         (2)      For all other  purposes to the Office  through which Party A is acting for the purposes of
                  the relevant Transactions:

                  ABN AMRO Bank N.V., Amsterdam Head Office
                  P.O. Box 283
                  1000 AE  Amsterdam
                  The Netherlands

                  Attention:        Operations Derivatives Markets

                  Forex Options
                  Telephone:        31-20-6292654
                  Telefax: 31-20-6284832

                  Swaps
                  Telephone:        31-20-6284448
                  Telefax: 31-20-6281679

                  Interest Related Products
                  Telephone         31-20-3831226
                  Telefax: 31-20-6282462

                  Credit Derivatives
                  Telephone:        31-20-3831230
                  Telefax: 31-20-3832299

                  Telex:   16021   Answerback: ABAM NL
                  Electronic Messaging System Details: Swift ABNA NL 2A

                  ABN AMRO Bank, N.V., Chicago Branch
                  540 West Madison Avenue, Suite 2132
                  Chicago, IL  60661

                  Attention:        Treasury Operations

                  Telephone:        312-992-5816
                  Telefax: 312-855-5852
                  Electronic Messaging System Details:   ABNA US 33a XXX

                  ABN AMRO Bank N.V., London Branch
                  199 Bishopsgate,
                  London EC2M 3XW,
                  United Kingdom

                  Attention:        Fixed Income Derivatives Documentation

                  Telex:   887366     Answerback: ABNALN G
                  Telephone:        44 20 7678 3311
                  Telefax: 44 20 7857 9428
                  Electronic Messaging System Details: Swift ABNA GB 2L

         Address for notices or communications to the Counterparty:

                  Address: c/o Citibank, N.A.
                                    388 Greenwich Street, 14th Floor
                                    New York, New York 10013
                                    Attention:  Structured Finance Agency & Trust —
                                                 BSALTA 2006-4
                                    Telecopier No.: (212) 816-5527


         with a copy to:

                  Address: Wells Fargo Bank, N.A.
                                    9062 Old Annapolis Road
                                    Columbia, Maryland 21045
                  Attention:        Client Manager/ Bear Stearns ALT-A Trust 2006-4
                  Facsimile:        (410) 715-2380
                  Phone:            (410) 884-2000

                  (For all purposes)

(b)      Process Agent.  For the purpose of Section 13(c):

                  ABN appoints as its Process Agent:                   Not Applicable

                  The Counterparty appoints as its Process Agent:      Not Applicable

 (c)     Offices.  The provisions of Section 10(a) will apply to this Agreement.

 (d)     Multibranch Party.  For the purpose of Section 10(c) of this Agreement:

         ABN is a  Multibranch  Party and may act  through  its  Amsterdam  head  office,  and its London or
         Chicago branches.

         The Counterparty is not a Multibranch Party.

(e)      Credit Support Document.  Not applicable for either ABN or the Counterparty.


(f)      Credit Support Provider.

         ABN:                       Not Applicable

         The Counterparty:          Not Applicable

(g)      Governing  Law.  The parties to this  Agreement  hereby agree that the law of the State of New York
shall govern  their rights and duties in whole,  without  regard to the conflict of law  provisions  thereof
other than New York General Obligations Law Sections 5-1401 and 5-1402.

(h)      Severability.  If  any  term,  provision,   covenant,  or  condition  of  this  Agreement,  or  the
application  thereof to any party or circumstance,  shall be held to be invalid or  unenforceable  (in whole
or in part) for any reason,  the  remaining  terms,  provisions,  covenants,  and  conditions  hereof  shall
continue in full force and effect as if this  Agreement had been executed with the invalid or  unenforceable
portion  eliminated,  so long as this  Agreement  as so  modified  continues  to express,  without  material
change,  the original  intentions of the parties as to the subject matter of this Agreement and the deletion
of such portion of this Agreement will not substantially  impair the respective  benefits or expectations of
the parties.

The parties  shall  endeavor to engage in good faith  negotiations  to replace any invalid or  unenforceable
term, provision,  covenant or condition with a valid or enforceable term, provision,  covenant or condition,
the  economic  effect of which  comes as close as possible  to that of the  invalid or  unenforceable  term,
provision, covenant or condition.

(i)      Consent to Recording.       Each party hereto consents to the monitoring or recording,  at any time
and from time to time,  by the other party of any and all  communications  between  officers or employees of
the parties,  waives any further notice of such  monitoring or recording,  and agrees to notify its officers
and employees of such monitoring or recording.

(j)      Waiver of Jury Trial.      Each  party  waives  any right it may have to a trial by jury in respect
of any Proceedings relating to this Agreement or any Credit Support Document.

(k)      Transfer,  Amendment and Assignment.  No transfer,  amendment,  waiver,  supplement,  assignment or
other modification of this Agreement shall be permitted by either party unless
Moody's  Investors  Service,  Inc.  ("Moody's")  and  Standard & Poors  Ratings  Service,  a division of The
McGraw-Hill  Companies,  Inc.  ("S&P") have been  provided  prior notice of the same and confirms in writing
(including  by  facsimile  transmission)  that it will not  downgrade,  withdraw  or  otherwise  modify  its
then-current ratings of the Certificates.

7) "Affiliate"  will have the meaning  specified in Section 14 of the ISDA Form Master  Agreement,  provided
that ABN and  Counterparty  shall be deemed  not to have any  Affiliates  for  purposes  of this  Agreement,
including for purposes of Section 6(b)(ii).

8)  Section  3 of the ISDA Form  Master  Agreement  is hereby  amended  by  adding  at the end  thereof  the
following subsection (g):

         "(g)     Relationship Between Parties.

                                    Each party  represents  to the other party on each date when it enters
         into a Transaction that:--


                  (1)  Nonreliance.

                  (i) It is not relying on any  statement  or  representation  of the other party  regarding
the Transaction  (whether written or oral), other than the representations  expressly made in this Agreement
or the Confirmation in respect of that Transaction.

                  (ii)  It has  consulted  with  its  own  legal,  regulatory,  tax,  business,  investment,
financial  and  accounting  advisors  to the  extent  it has  deemed  necessary,  and it has  made  its  own
investment,  hedging  and  trading  decisions  based upon its own  judgment  and upon any  advice  from such
advisors as it has deemed necessary and not upon any view expressed by the other party.
                  (2)  Evaluation and Understanding.

                  (i) It has the  capacity  to  evaluate  (internally  or through  independent  professional
advice) the  Transaction  and has made its own  decision  subject to Section 13 of this  Agreement  to enter
into the Transaction; and

                  (ii) It  understands  the terms,  conditions and risks of the  Transaction  and is willing
and able to accept those terms and conditions and to assume those risks, financially and otherwise.

                  (3)  Purpose.  It is entering  into the  Transaction  for the  purposes  of  managing  its
borrowings or  investments,  hedging its underlying  assets or  liabilities or in connection  with a line of
business.

                  (4)  Principal.  Except  as set forth  herein,  it is  entering  into the  Transaction  as
principal, and not as agent or in any other capacity, fiduciary or otherwise.

                  (5) Eligible  Contract  Participant.  It is an "eligible swap participant" as such term is
defined in Section  35.1(b)(2)  of the  regulations  (17 C.F.R.  35)  promulgated  under,  and an  "eligible
contract participant" as defined in Section 1(a)(12) of the Commodity Exchange Act, as amended."

9) Non-Petition.  ABN shall not institute against,  or cause any other person to institute against,  or join
any other  person in  instituting  against  Counterparty  in any  bankruptcy,  reorganization,  arrangement,
insolvency or liquidation  proceedings or other proceedings under any federal or state bankruptcy or similar
law for a period of one year (or,  if  longer,  the  applicable  preference  period)  and one day  following
payment in full of the Certificates.  This provision will survive the termination of this Agreement.

10) Set-off.  Notwithstanding  any provision of this  Agreement or any other  existing or future  agreement,
each party irrevocably  waives any and all rights it may have to set off, net, recoup or otherwise  withhold
or suspend or condition  payment or performance of any obligation  between it and the other party  hereunder
against any  obligation  between it and the other  party  under any other  agreements.  The  provisions  for
Set-off set forth in Section 6(e) of the Agreement shall not apply for purposes of this Transaction.

11) Additional Termination Events.  Additional Termination Events will apply:

                    (i)    If a Rating  Agency  Downgrade has occurred and ABN has not complied with Section
                    12 below,  then an Additional  Termination Event shall have occurred with respect to ABN
                    and ABN shall be the sole Affected Party with respect to such an Additional  Termination
                    Event.

                           (ii)     If,  upon the  occurrence  of a Cap  Disclosure  Event  (as  defined  in
                    paragraph  14 below) ABN has not,  within 10  Business  Days  after such Cap  Disclosure
                    Event  complied  with any of the  provisions  set forth in clause  (iii) of paragraph 14
                    below,  then an  Additional  Termination  Event shall have  occurred with respect to ABN
                    and ABN shall be the sole  Affected  Party with respect to such  Additional  Termination
                    Event.

12) Rating  Agency  Downgrade.  In the event that (i) ABN's  long-term  unsecured  and  unsubordinated  debt
rating is reduced below "A+" by S&P or ABN's short-term  unsecured and unsubordinated debt rating is reduced
below "A-1" by S&P, (ii) ABN's long-term  unsecured and  unsubordinated  debt rating is withdrawn or reduced
below "A1" by Moody's or its  short-term  unsecured and  unsubordinated  debt rating is withdrawn or reduced
below "P1" by Moody's,  or (iii) ABN's long term  unsecured and  unsubordinated  debt rating is withdrawn or
reduced below "A" by Fitch Ratings Ltd ("Fitch") or its short term unsecured and unsubordinated  debt rating
is withdrawn or reduced below "F1" by Fitch (and together with S&P and Moody's,  the "Swap Rating Agencies",
and such rating thresholds,  "Approved Rating Thresholds"), then within 30 days after such rating withdrawal
or downgrade  (unless,  within 30 days after such withdrawal or downgrade,  each such Swap Rating Agency, as
applicable, has reconfirmed the rating of the Reference Certificates,  which was in effect immediately prior
to such  withdrawal or downgrade),  ABN shall, at its own expense,  subject to the Rating Agency  Condition,
either (i) seek another  entity to replace ABN as party to this Agreement that meets or exceeds the Approved
Rating  Thresholds  on terms  substantially  similar to this  Agreement,  (ii)  obtain a  guaranty  of, or a
contingent  agreement of another person with the Approved Rating  Thresholds,  to honor,  ABN's  obligations
under this  Agreement,  or (iii) post collateral  which will be sufficient to restore the immediately  prior
ratings of the Certificates.  ABN's failure to do any of the foregoing shall, at the Counterparty's  option,
constitute  an  Additional  Termination  Event  with ABN as the  Affected  Party.  In the event  that  ABN's
long-term  unsecured and unsubordinated debt rating is withdrawn or reduced below "BBB-" by S&P, then within
10  Business  Days after such  rating  withdrawal  or  downgrade,  ABN shall,  subject to the Rating  Agency
Condition  and at its own  expense,  either  (i)  secure  another  entity  to  replace  ABN as party to this
Agreement  that meets or exceeds the  Approved  Rating  Thresholds  on terms  substantially  similar to this
Agreement  or (ii) obtain a guaranty  of, or a  contingent  agreement  of another  person with the  Approved
Rating  Thresholds,  to honor,  ABN's  obligations  under this  Agreement.  For purposes of this  provision,
"Rating Agency Condition"  means,  with respect to any particular  proposed act or omission to act hereunder
that the party acting or failing to act must consult with each of the Swap Rating  Agencies then providing a
rating of the  Certificates  and any Notes and receive from each of the Swap Rating Agencies a prior written
confirmation  that the  proposed  action or  inaction  would  not cause a  downgrade  or  withdrawal  of the
then-current rating of the Certificates and any Notes.

13)  Supplemental  Interest  Trust Trustee  Capacity.  It is expressly  understood and agreed by the parties
hereto that (i) this Agreement is executed by Citibank,  N.A.  ("Citibank") not in its individual  capacity,
but solely as  Supplemental  Interest  Trust  Trustee  under the  Pooling  and  Servicing  Agreement  in the
exercise of the powers and  authority  conferred  and  invested in it  thereunder;  (ii)  Citibank  has been
directed  pursuant to the Pooling and  Servicing  Agreement to enter into this  Agreement and to perform its
obligations  hereunder;  (iii) each of the  representations,  undertakings  and  agreements  herein  made on
behalf of the Trust is made and  intended  not as  personal  representations  of the Trustee but is made and
intended for the purpose of binding only the Trust;  and (iv) under no  circumstances  shall Citibank in its
individual  capacity be  personally  liable for any  payments  hereunder or for the breach or failure of any
obligation, representation, warranty or covenant made or undertaken under this Agreement.

14) Compliance with Regulation AB.

(i)      ABN agrees and  acknowledges  that  Structured  Asset Mortgage  Investments II Inc.  ("SAMI II") is
required  under  Regulation  AB as defined under the Pooling and Servicing  Agreement,  to disclose  certain
financial  information  regarding ABN or its group of affiliated entities,  if applicable,  depending on the
aggregate  "significance  percentage" of this Agreement and any other  derivative  contracts  between ABN or
its group of affiliated  entities,  if  applicable,  and  Counterparty,  as calculated  from time to time in
accordance with Item 1115 of Regulation AB.

(ii)     It shall be a cap  disclosure  event ("Cap  Disclosure  Event") if, on any  Business  Day after the
date  hereof,  SAMI II requests  from ABN the  applicable  financial  information  described in Item 1115 of
Regulation AB (such request to be based on a reasonable  determination  by SAMI II in good faith,  that such
information is required under Regulation AB) (the "Cap Financial Disclosure").

(iii)    Upon the occurrence of a Cap  Disclosure  Event,  ABN, at its own expense,  shall (1)(a) either (i)
provide to SAMI II the current Cap Financial  Disclosure in an EDGAR  compatible  format (for example,  such
information  may be provided in Microsoft  Word® or Microsoft  Excel® format but not in .pdf format) or (ii)
provide written consent to SAMI II to  incorporation  by reference of such current Cap Financial  Disclosure
that are filed with the  Securities  and Exchange  Commission in the reports of the Trust filed  pursuant to
the Exchange Act, (b) if applicable,  cause its outside  accounting firm to provide its consent to filing or
incorporation  by reference of such  accounting  firm's report  relating to their audits of such current Cap
Financial  Disclosure  in the  Exchange  Act  Reports of SAMI II, and (c) provide to SAMI II any updated Cap
Financial  Disclosure  with respect to Party A or any entity that  consolidates  Party A within five days of
the release of any such  updated  Cap  Financial  Disclosure;  (2) secure  another  entity to replace ABN as
party to this Agreement on terms  substantially  similar to this Agreement and subject to prior notification
to the Swap Rating  Agencies,  which entity (or a guarantor  therefor)  meets or exceeds the Approved Rating
Thresholds  and which  satisfies  the Rating  Agency  Condition  and which entity is able to comply with the
requirements  of Item  1115 of  Regulation  AB,  (3)  obtain a  guaranty  of ABN's  obligations  under  this
Agreement,  subject to Rating  Agency  Condition,  from an  affiliate of the ABN that is able to comply with
the  financial  information  disclosure  requirements  of Item 1115 of Regulation  AB, such that  disclosure
provided  in respect of the  affiliate  will  satisfy any  disclosure  requirements  applicable  to the Swap
Provider,  and cause such affiliate to provide Cap Financial  Disclosure,  or (4) post  collateral that will
be  sufficient  to reduce the  "significance  percentage"  as defined  under Item 1115 of Regulation AB such
that no information  that would otherwise have  constituted Cap Financial  Disclosure will be required to be
filed with, or incorporated  by reference  into, the Exchange Act reports of the Depositor  pursuant to Item
1115 of  Regulation  AB. If  permitted  by  Regulation  AB, any required  Cap  Financial  Disclosure  may be
provided by incorporation by reference from reports filed pursuant to the Exchange Act.

(iv)      SAMI II shall be an express  third party  beneficiary  of this  Agreement  as if a party hereto to
the extent of  SAMI II's rights explicitly specified in this paragraph 15.


5.     Account Details and
       Settlement Information:              Payments to ABN:

                  Wiring Instructions:      ABN AMRO Bank N.V., New York,   ABNAUS33
                                            CHIPS 007535
                                            ABA No. 026009580
                                            A/C Name: ABN Amro Bank N.V., London
                                            A/C No. 661001036741
                                            Ref. DCM

                                            Payments to Counterparty:

                  Wiring Instructions:      Wells Fargo Bank, N.A.
                                            ABA # 121000248
                                            Account Name: SAS Clearing
                                            Account # 3970771416
                                            FFC to: BSALTA 2006-4, Reserve acct # 50927901


This  Agreement may be executed in several  counterparts,  each of which shall be deemed an original but all
of which together shall constitute one and the same instrument.





We are very pleased to have  executed  this  Transaction  with you and we look forward to  completing  other
transactions with you in the near future.
Very truly yours,

ABN AMRO BANK N.V.


By:    _______________________________
       Name:
       Title:

Counterparty,  acting  through its duly  authorized  signatory,  hereby agrees to,  accepts and confirms the
terms of the foregoing as of the Trade Date.

BEAR STEARNS ALT-A TRUST 2006-4
acting through Citibank, N.A., not in its individual capacity
but solely, as Trustee for Bear Stearns ALT-A Trust 2006-4



By:    _______________________________
       Name:
       Title:





                                                SCHEDULE I
   (all such dates subject to No Adjustment with respect to Fixed Payments and adjustment in accordance
          with the Modified Following Business Day Convention with respect to Floating Payments)

           Distribution Date                   Class [_] Notional Balance($)                  Class [_] Strike
                                                                                                  Rate(%)
             July 25, 2006                              [________]                                  [_]
            August 25, 2006                             [________]                                  [_]
           September 25, 2006                           [________]                                  [_]
            October 25, 2006                            [________]                                  [_]
           November 25, 2006                            [________]                                  [_]
           December 25, 2006                            [________]                                  [_]
            January 25, 2007                            [________]                                  [_]
           February 25, 2007                            [________]                                  [_]
             March 25, 2007                             [________]                                  [_]
             April 25, 2007                             [________]                                  [_]
              May 25, 2007                              [________]                                  [_]
             June 25, 2007                              [________]                                  [_]
             July 25, 2007                              [________]                                  [_]
            August 25, 2007                             [________]                                  [_]
           September 25, 2007                           [________]                                  [_]
            October 25, 2007                            [________]                                  [_]
           November 25, 2007                            [________]                                  [_]
           December 25, 2007                            [________]                                  [_]
            January 25, 2008                            [________]                                  [_]
           February 25, 2008                            [________]                                  [_]
             March 25, 2008                             [________]                                  [_]
             April 25, 2008                             [________]                                  [_]
              May 25, 2008                              [________]                                  [_]
             June 25, 2008                              [________]                                  [_]
             July 25, 2008                              [________]                                  [_]
            August 25, 2008                             [________]                                  [_]
           September 25, 2008                           [________]                                  [_]
            October 25, 2008                            [________]                                  [_]
           November 25, 2008                            [________]                                  [_]
           December 25, 2008                            [________]                                  [_]
            January 25, 2009                            [________]                                  [_]
           February 25, 2009                            [________]                                  [_]
             March 25, 2009                             [________]                                  [_]
             April 25, 2009                             [________]                                  [_]
              May 25, 2009                              [________]                                  [_]
             June 25, 2009                              [________]                                  [_]
             July 25, 2009                              [________]                                  [_]
            August 25, 2009                             [________]                                  [_]
           September 25, 2009                           [________]                                  [_]
            October 25, 2009                            [________]                                  [_]
           November 25, 2009                            [________]                                  [_]
           December 25, 2009                            [________]                                  [_]
            January 25, 2010                            [________]                                  [_]
           February 25, 2010                            [________]                                  [_]
             March 25, 2010                             [________]                                  [_]
             April 25, 2010                             [________]                                  [_]
              May 25, 2010                              [________]                                  [_]
             June 25, 2010                              [________]                                  [_]
             July 25, 2010                              [________]                                  [_]
            August 25, 2010                             [________]                                  [_]
           September 25, 2010                           [________]                                  [_]
            October 25, 2010                            [________]                                  [_]
           November 25, 2010                            [________]                                  [_]
           December 25, 2010                            [________]                                  [_]
            January 25, 2011                            [________]                                  [_]
           February 25, 2011                            [________]                                  [_]
             March 25, 2011                             [________]                                  [_]
             April 25, 2011                             [________]                                  [_]




                                                                                                 EXHIBIT Q


                                    FORM 10-D, FORM 8-K AND FORM 10-K
                                         REPORTING RESPONSIBILITY

As to each item described below, the entity indicated as the Responsible Party shall be primarily
responsible for reporting the information to the party identified as responsible for preparing the
Securities Exchange Act Reports pursuant to Section 4.18 of the Pooling and Servicing Agreement.

Under Item 1 of Form 10-D: a) items marked "Monthly Statement to Certificateholders" are required to be
included in the periodic Distribution Date statement under Section 6.06, provided by the Securities
Administrator based on information received from the party providing such information; and b) items
marked "Form 10-D report" are required to be in the Form 10-D report but not the Monthly Statements to
Certificateholders, provided by the party indicated.  Information under all other Items of Form 10-D is
to be included in the Form 10-D report.  All such information and any other Items on Form 8-K and Form
10-D set forth in this Exhibit shall be sent to the Securities Administrator and the Depositor.

----------- ------- ---------------------- ------------- ----------- ------------------- --------------- ------------- -------------- ------------
                                                         Master      Securities                          Trustee
Form        Item    Description            Servicers     Servicer    Administrator       Custodian       (nominal)     Depositor      Sponsor
----------- ------- ---------------------- ------------- ----------- ------------------- --------------- ------------- -------------- ------------
----------- ---------------------------------------------------------------------------- --------------- ------------- -------------- ------------
10-D        Must be filed within 15 days of the distribution date for the asset-backed
            securities.
----------- ---------------------------------------------------------------------------- --------------- ------------- -------------- ------------
----------- ------- ---------------------- ------------- ----------- ------------------- --------------- ------------- -------------- ------------
            1       Distribution and
                    Pool Performance
                    Information
----------- ------- ---------------------- ------------- ----------- ------------------- --------------- ------------- -------------- ------------
----------- ------- ---------------------- ------------- ----------- ------------------- --------------- ------------- -------------- ------------
                    Item 1121(a) –
                    Distribution and
                    Pool Performance
                    Information
----------- ------- ---------------------- ------------- ----------- ------------------- --------------- ------------- -------------- ------------
----------- ------- ---------------------- ------------- ----------- ------------------- --------------- ------------- -------------- ------------
                    (1) Any applicable                               X
                    record dates,
                    accrual dates,                                   (Monthly
                    determination dates                              Statements to
                    for calculating                                  Certificateholders)
                    distributions and
                    actual distribution
                    dates for the
                    distribution period.
----------- ------- ---------------------- ------------- ----------- ------------------- --------------- ------------- -------------- ------------
----------- ------- ---------------------- ------------- ----------- ------------------- --------------- ------------- -------------- ------------
                    (2) Cash flows                                   X
                    received and the
                    sources thereof for                              (Monthly
                    distributions, fees                              Statements to
                    and expenses.                                    Certificateholders)
----------- ------- ---------------------- ------------- ----------- ------------------- --------------- ------------- -------------- ------------
----------- ------- ---------------------- ------------- ----------- ------------------- --------------- ------------- -------------- ------------
                    (3) Calculated                                   X
                    amounts and
                    distribution of the                              (Monthly
                    flow of funds for                                Statements to
                    the period itemized                              Certificateholders)
                    by type and priority
                    of payment,
                    including:
----------- ------- ---------------------- ------------- ----------- ------------------- --------------- ------------- -------------- ------------
----------- ------- ---------------------- ------------- ----------- ------------------- --------------- ------------- -------------- ------------
                             (i) Fees or                             X
                    expenses accrued and
                    paid, with an                                    (Monthly
                    identification of                                Statements to
                    the general purpose                              Certificateholders)
                    of such fees and the
                    party receiving such
                    fees or expenses.
----------- ------- ---------------------- ------------- ----------- ------------------- --------------- ------------- -------------- ------------
----------- ------- ---------------------- ------------- ----------- ------------------- --------------- ------------- -------------- ------------
                             (ii)                                    X
                    Payments accrued or
                    paid with respect to                             (Monthly
                    enhancement or other                             Statements to
                    support identified                               Certificateholders)
                    in Item 1114 of
                    Regulation AB (such
                    as insurance
                    premiums or other
                    enhancement
                    maintenance fees),
                    with an
                    identification of
                    the general purpose
                    of such payments and
                    the party receiving
                    such payments.
----------- ------- ---------------------- ------------- ----------- ------------------- --------------- ------------- -------------- ------------
----------- ------- ---------------------- ------------- ----------- ------------------- --------------- ------------- -------------- ------------
                             (iii)                                   X
                    Principal, interest
                    and other                                        (Monthly
                    distributions                                    Statements to
                    accrued and paid on                              Certificateholders)
                    the asset-backed
                    securities by type
                    and by class or
                    series and any
                    principal or
                    interest shortfalls
                    or carryovers.
----------- ------- ---------------------- ------------- ----------- ------------------- --------------- ------------- -------------- ------------
----------- ------- ---------------------- ------------- ----------- ------------------ ---------------- ------------- -------------- ------------
                             (iv) The                                X
                    amount of excess
                    cash flow or excess                              (Monthly
                    spread and the                                   Statements to
                    disposition of                                   Certificateholders)
                    excess cash flow.
----------- ------- ---------------------- ------------- ----------- ------------------ ---------------- ------------- -------------- ------------
----------- ------- ---------------------- ------------- ----------- ------------------- --------------- ------------- -------------- ------------
                    (4) Beginning and                                X
                    ending principal
                    balances of the                                  (Monthly
                    asset-backed                                     Statements to
                    securities.                                      Certificateholders)
----------- ------- ---------------------- ------------- ----------- ------------------- --------------- ------------- -------------- ------------
----------- ------- ---------------------- ------------- ----------- ------------------- --------------- ------------- -------------- ------------
                    (5) Interest rates                               X
                    applicable to the
                    pool assets and the                              (Monthly
                    asset-backed                                     Statements to
                    securities, as                                   Certificateholders)
                    applicable. Consider
                    providing interest
                    rate information for
                    pool assets in
                    appropriate
                    distributional
                    groups or
                    incremental ranges.
----------- ------- ---------------------- ------------- ----------- ------------------- --------------- ------------- -------------- ------------
----------- ------- ---------------------- ------------- ----------- ------------------- --------------- ------------- -------------- ------------
                    (6) Beginning and                                X
                    ending balances of
                    transaction                                      (Monthly
                    accounts, such as                                Statements to
                    reserve accounts,                                Certificateholders)
                    and material account
                    activity during the
                    period.
----------- ------- ---------------------- ------------- ----------- ------------------- --------------- ------------- -------------- ------------
----------- ------- ---------------------- ------------- ----------- ------------------- --------------- ------------- -------------- ------------
                    (7) Any amounts                                  X
                    drawn on any credit
                    enhancement or other                             (Monthly
                    support identified                               Statements to
                    in Item 1114 of                                  Certificateholders)
                    Regulation AB, as
                    applicable, and the
                    amount of coverage
                    remaining under any
                    such enhancement, if
                    known and applicable.
----------- ------- ---------------------- ------------- ----------- ------------------- --------------- ------------- -------------- ------------
----------- ------- ---------------------- ------------- ----------- ------------------- --------------- ------------- -------------- ------------
                    (8) Number and                                   X                                                 Updated pool
                    amount of pool                                                                                     composition
                    assets at the                                    (Monthly                                          information
                    beginning and ending                             Statements to                                     fields to be
                    of each period, and                              Certificateholders)                               as specified
                    updated pool                                                                                       by Depositor
                    composition                                                                                        from time to
                    information, such as                                                                               time
                    weighted average
                    coupon, weighted
                    average remaining
                    term, pool factors
                    and prepayment
                    amounts.
----------- ------- ---------------------- ------------- ----------- ------------------- --------------- ------------- -------------- ------------
----------- ------- ---------------------- ------------- ----------- ------------------- --------------- ------------- -------------- ------------
                    (9) Delinquency and    X             X           X
                    loss information for
                    the period.                                      (Monthly
                                                                     Statements to
                                                                     Certificateholders)
----------- ------- ---------------------- ------------- ----------- ------------------- --------------- ------------- -------------- ------------
----------- ------- ---------------------- ------------- ----------- ------------------- --------------- ------------- -------------- ------------
                    In addition,           X
                    describe any
                    material changes to
                    the information
                    specified in Item
                    1100(b)(5) of
                    Regulation AB
                    regarding the pool
                    assets. (methodology)
----------- ------- ---------------------- ------------- ----------- ------------------- --------------- ------------- -------------- ------------
----------- ------- ---------------------- ------------- ----------- ------------------- --------------- ------------- -------------- ------------
                    (10) Information on    X             X           X
                    the amount, terms
                    and general purpose                              (Monthly
                    of any advances made                             Statements to
                    or reimbursed during                             Certificateholders)
                    the period,
                    including the
                    general use of funds
                    advanced and the
                    general source of
                    funds for
                    reimbursements.
----------- ------- ---------------------- ------------- ----------- ------------------- --------------- ------------- -------------- ------------
----------- ------- ---------------------- ------------- ----------- ------------------- --------------- ------------- -------------- ------------
                    (11) Any material      X             X           X
                    modifications,
                    extensions or                                    (Monthly
                    waivers to pool                                  Statements to
                    asset terms, fees,                               Certificateholders)
                    penalties or
                    payments during the
                    distribution period
                    or that have
                    cumulatively become
                    material over time.
----------- ------- ---------------------- ------------- ----------- ------------------- --------------- ------------- -------------- ------------
----------- ------- ---------------------- ------------- ----------- ------------------- --------------- ------------- -------------- ------------
                    (12) Material          X             X           X                                                 X
                    breaches of pool
                    asset                                            (if agreed upon
                    representations or                               by the parties)
                    warranties or
                    transaction
                    covenants.
----------- ------- ---------------------- ------------- ----------- ------------------- --------------- ------------- -------------- ------------
----------- ------- ---------------------- ------------- ----------- ------------------- --------------- ------------- -------------- ------------
                    (13) Information on                              X
                    ratio, coverage or
                    other tests used for                             (Monthly
                    determining any                                  Statements to
                    early amortization,                              Certificateholders)
                    liquidation or other
                    performance trigger
                    and whether the
                    trigger was met.
----------- ------- ---------------------- ------------- ----------- ------------------- --------------- ------------- -------------- ------------
----------- ------- ---------------------- ------------- ----------- ------------------- --------------- ------------- -------------- ------------
                    (14) Information                                                                                   X
                    regarding any new
                    issuance of
                    asset-backed
                    securities backed by
                    the same asset pool,
----------- ------- ---------------------- ------------- ----------- ------------------- --------------- ------------- -------------- ------------
----------- ------- ---------------------- ------------- ----------- ------------------- --------------- ------------- -------------- ------------
                          information      X             X           X                                                 X
                          regarding any
                          pool asset
                          changes (other
                          than in
                          connection
                          with a pool
                          asset
                          converting
                          into cash in
                          accordance
                          with its
                          terms), such
                          as additions
                          or removals in
                          connection
                          with a
                          prefunding or
                          revolving
                          period and
                          pool asset
                          substitutions
                          and
                          repurchases
                          (and purchase
                          rates, if
                          applicable),
                          and cash flows
                          available for
                          future
                          purchases,
                          such as the
                          balances of
                          any prefunding
                          or revolving
                          accounts, if
                          applicable.
----------- ------- ---------------------- ------------- ----------- ------------------- --------------- ------------- -------------- ------------
----------- ------- ---------------------- ------------- ----------- ------------------- --------------- ------------- -------------- ------------
                          Disclose any                                                                                 X              X
                          material
                          changes in the
                          solicitation,
                          credit-granting,
                          underwriting,
                          origination,
                          acquisition or
                          pool selection
                          criteria or
                          procedures, as
                          applicable,
                          used to
                          originate,
                          acquire or
                          select the new
                          pool assets.
----------- ------- ---------------------- ------------- ----------- ------------------- --------------- ------------- -------------- ------------
----------- ------- ---------------------- ------------- ----------- ------------------- --------------- ------------- -------------- ------------
                    Item 1121(b) –                                                                                     X
                    Pre-Funding or
                    Revolving Period
                    Information

                    Updated pool
                    information as
                    required under Item
                    1121(b).
----------- ------- ---------------------- ------------- ----------- ------------------- --------------- ------------- -------------- ------------
----------- ------- ---------------------- ------------- ----------- ------------------- --------------- ------------- -------------- ------------
            2       Legal Proceedings
----------- ------- ---------------------- ------------- ----------- ------------------- --------------- ------------- -------------- ------------
----------- ------- ---------------------- ------------- ----------- ------------------- --------------- ------------- -------------- ------------
                    Item 1117 – Legal
                    proceedings pending
                    against the
                    following entities,
                    or their respective
                    property, that is
                    material to
                    Certificateholders,
                    including
                    proceedings known to
                    be contemplated by
                    governmental
                    authorities:
----------- ------- ---------------------- ------------- ----------- ------------------- --------------- ------------- -------------- ------------
----------- ------- ---------------------- ------------- ----------- ------------------- --------------- ------------- -------------- ------------
                    Sponsor (Seller)                                                                                                  X
----------- ------- ---------------------- ------------- ----------- ------------------- --------------- ------------- -------------- ------------
----------- ------- ---------------------- ------------- ----------- ------------------- --------------- ------------- -------------- ------------
                    Depositor                                                                                          X
----------- ------- ---------------------- ------------- ----------- ------------------- --------------- ------------- -------------- ------------
----------- ------- ---------------------- ------------- ----------- ------------------- --------------- ------------- -------------- ------------
                    Trustee

----------- ------- ---------------------- ------------- ----------- ------------------- --------------- ------------- -------------- ------------
----------- ------- ---------------------- ------------- ----------- ------------------- --------------- ------------- -------------- ------------
                    Issuing entity                                                                                     X
----------- ------- ---------------------- ------------- ----------- ------------------- --------------- ------------- -------------- ------------
----------- ------- ---------------------- ------------- ----------- ------------------- --------------- ------------- -------------- ------------
                    Master Servicer,       X             X
                    affiliated Servicer,
                    other Servicer
                    servicing 20% or
                    more of pool assets
                    at time of report,
                    other material
                    servicers
----------- ------- ---------------------- ------------- ----------- ------------------- --------------- ------------- -------------- ------------
----------- ------- ---------------------- ------------- ----------- ------------------- --------------- ------------- -------------- ------------
                    Securities                                       X
                    Administrator
----------- ------- ---------------------- ------------- ----------- ------------------- --------------- ------------- -------------- ------------
----------- ------- ---------------------- ------------- ----------- ------------------- --------------- ------------- -------------- ------------
                    Originator of 20% or                                                                               X
                    more of pool assets
                    as of the Cut-off
                    Date
----------- ------- ---------------------- ------------- ----------- ------------------- --------------- ------------- -------------- ------------
----------- ------- ---------------------- ------------- ----------- ------------------- --------------- ------------- -------------- ------------
                    Custodian                                                            X
----------- ------- ---------------------- ------------- ----------- ------------------- --------------- ------------- -------------- ------------
----------- ------- ---------------------- ------------- ----------- ------------------- --------------- ------------- -------------- ------------
            3       Sales of Securities
                    and Use of Proceeds
----------- ------- ---------------------- ------------- ----------- ------------------- --------------- ------------- -------------- ------------
----------- ------- ---------------------- ------------- ----------- ------------------- --------------- ------------- -------------- ------------
                    Information from                                                                                   X
                    Item 2(a) of Part II
                    of Form 10-Q:

                    With respect to any
                    sale of securities
                    by the sponsor,
                    depositor or issuing
                    entity, that are
                    backed by the same
                    asset pool or are
                    otherwise issued by
                    the issuing entity,
                    whether or not
                    registered, provide
                    the sales and use of
                    proceeds information
                    in Item 701 of
                    Regulation S-K.
                    Pricing information
                    can be omitted if
                    securities were not
                    registered.
----------- ------- ---------------------- ------------- ----------- ------------------- --------------- ------------- -------------- ------------
----------- ------- ---------------------- ------------- ----------- ------------------- --------------- ------------- -------------- ------------
            4       Defaults Upon Senior
                    Securities
----------- ------- ---------------------- ------------- ----------- ------------------- --------------- ------------- -------------- ------------
----------- ------- ---------------------- ------------- ----------- ------------------- --------------- ------------- -------------- ------------
                    Information from                                 X
                    Item 3 of Part II of
                    Form 10-Q:

                    Report the
                    occurrence of any
                    Event of Default
                    (after expiration of
                    any grace period and
                    provision of any
                    required notice)
----------- ------- ---------------------- ------------- ----------- ------------------- --------------- ------------- -------------- ------------
----------- ------- ---------------------- ------------- ----------- ------------------- --------------- ------------- -------------- ------------
            5       Submission of
                    Matters to a Vote of
                    Security Holders
----------- ------- ---------------------- ------------- ----------- ------------------- --------------- ------------- -------------- ------------
----------- ------- ---------------------- ------------- ----------- ------------------- --------------- ------------- -------------- ------------
                    Information from                                 X
                    Item 4 of Part II of
                    Form 10-Q
----------- ------- ---------------------- ------------- ----------- ------------------- --------------- ------------- -------------- ------------
----------- ------- ---------------------- ------------- ----------- ------------------- --------------- ------------- -------------- ------------
            6       Significant Obligors
                    of Pool Assets
----------- ------- ---------------------- ------------- ----------- ------------------- --------------- ------------- -------------- ------------
----------- ------- ---------------------- ------------- ----------- ------------------- --------------- ------------- -------------- ------------
                    Item 1112(b) –                                                                                     X
                    Significant Obligor
                    Financial
                    Information*
----------- ------- ---------------------- ------------- ----------- ------------------- --------------- ------------- -------------- ------------
----------- ------- ---------------------- ------------- ----------- ------------------- --------------- ------------- -------------- ------------
                    *This information
                    need only be
                    reported on the Form
                    10-D for the
                    distribution period
                    in which updated
                    information is
                    required pursuant to
                    the Item.
----------- ------- ---------------------- ------------- ----------- ------------------- --------------- ------------- -------------- ------------
----------- ------- ---------------------- ------------- ----------- ------------------- --------------- ------------- -------------- ------------
            7       Significant
                    Enhancement Provider
                    Information
----------- ------- ---------------------- ------------- ----------- ------------------- --------------- ------------- -------------- ------------
----------- ------- ---------------------- ------------- ----------- ------------------- --------------- ------------- -------------- ------------
                    Item 1114(b)(2) –
                    Credit Enhancement
                    Provider Financial
                    Information*
----------- ------- ---------------------- ------------- ----------- ------------------- --------------- ------------- -------------- ------------
----------- ------- ---------------------- ------------- ----------- ------------------- --------------- ------------- -------------- ------------
                          Determining                                                                                  X
                          applicable
                          disclosure
                          threshold
----------- ------- ---------------------- ------------- ----------- ------------------- --------------- ------------- -------------- ------------
----------- ------- ---------------------- ------------- ----------- ------------------- --------------- ------------- -------------- ------------
                          Obtain                                                                                       X
                          required
                          financial
                          information or
                          effecting
                          incorporation
                          by reference
----------- ------- ---------------------- ------------- ----------- ------------------- --------------- ------------- -------------- ------------
----------- ------- ---------------------- ------------- ----------- ------------------- --------------- ------------- -------------- ------------
                    Item 1115(b) –
                    Derivative
                    Counterparty
                    Financial
                    Information*
----------- ------- ---------------------- ------------- ----------- ------------------- --------------- ------------- -------------- ------------
----------- ------- ---------------------- ------------- ----------- ------------------- --------------- ------------- -------------- ------------
                          Determining                                                                                  X
                          current
                          maximum
                          probable
                          exposure
----------- ------- ---------------------- ------------- ----------- ------------------- --------------- ------------- -------------- ------------
----------- ------- ---------------------- ------------- ----------- ------------------- --------------- ------------- -------------- ------------
                          Determining                                X
                          current
                          significance
                          percentage
----------- ------- ---------------------- ------------- ----------- ------------------- --------------- ------------- -------------- ------------
----------- ------- ---------------------- ------------- ----------- ------------------- --------------- ------------- -------------- ------------
                          Notify                                     X
                          derivative
                          counterparty
                          of
                          significance
                          percentage and
                          request
                          required
                          financial
                          information
----------- ------- ---------------------- ------------- ----------- ------------------- --------------- ------------- -------------- ------------
----------- ------- ---------------------- ------------- ----------- ------------------- --------------- ------------- -------------- ------------
                          Obtain                                                                                       X
                          required
                          financial
                          information or
                          effecting
                          incorporation
                          by reference
----------- ------- ---------------------- ------------- ----------- ------------------- --------------- ------------- -------------- ------------
----------- ------- ---------------------- ------------- ----------- ------------------- --------------- ------------- -------------- ------------
                    *This information
                    need only be
                    reported on the Form
                    10-D for the
                    distribution period
                    in which updated
                    information is
                    required pursuant to
                    the Items.
----------- ------- ---------------------- ------------- ----------- ------------------- --------------- ------------- -------------- ------------
----------- ------- ---------------------- ------------- ----------- ------------------- --------------- ------------- -------------- ------------
            8       Other Information
----------- ------- ---------------------- ------------- ----------- ------------------- --------------- ------------- -------------- ------------
----------- ------- ---------------------- -------------------------------------------------------------------------------------------------------
                    Disclose any           The Responsible Party for the applicable Form 8-K item as indicated below.
                    information required
                    to be reported on
                    Form 8-K during the
                    period covered by
                    the Form 10-D but
                    not reported
----------- ------- ---------------------- -------------------------------------------------------------------------------------------------------
----------- ------- ---------------------- ------------- ----------- ------------------ ---------------- ------------- -------------- ------------
            9       Exhibits
----------- ------- ---------------------- ------------- ----------- ------------------ ---------------- ------------- -------------- ------------
----------- ------- ---------------------- ------------- ----------- ------------------ ---------------- ------------- -------------- ------------
                    Distribution report                              X
----------- ------- ---------------------- ------------- ----------- ------------------ ---------------- ------------- -------------- ------------
----------- ------- ---------------------- ------------- ----------- ------------------ ---------------- ------------- -------------- ------------
                    Exhibits required by                                                                               X
                    Item 601 of
                    Regulation S-K, such
                    as material
                    agreements
----------- ------- ---------------------- ------------- ----------- ------------------ ---------------- ------------- -------------- ------------
----------- --------------------------------------------------------------------------- ---------------- ------------- -------------- ------------
8-K         Must be filed within four business days of an event reportable on Form
            8-K.
----------- --------------------------------------------------------------------------- ---------------- ------------- -------------- ------------
----------- ------- ---------------------- ------------- ----------- ------------------ ---------------- ------------- -------------- ------------
            1.01    Entry into a
                    Material Definitive
                    Agreement
----------- ------- ---------------------- ------------- ----------- ------------------ ---------------- ------------- -------------- ------------
----------- ------- ---------------------- ------------- ----------- ------------------ ---------------- ------------- -------------- ------------
                    Disclosure is          X             X           X                                                 X              X
                    required regarding
                    entry into or
                    amendment of any
                    definitive agreement
                    that is material to
                    the securitization,
                    even if depositor is
                    not a party.

                    Examples: servicing
                    agreement, custodial
                    agreement.

                    Note: disclosure not
                    required as to
                    definitive
                    agreements that are
                    fully disclosed in
                    the prospectus
----------- ------- ---------------------- ------------- ----------- ------------------ ---------------- ------------- -------------- ------------
----------- ------- ---------------------- ------------- ----------- ------------------ ---------------- ------------- -------------- ------------
            1.02    Termination of a       X             X           X                                                 X              X
                    Material Definitive
                    Agreement
----------- ------- ---------------------- ------------- ----------- ------------------ ---------------- ------------- -------------- ------------
----------- ------- ---------------------- ------------- ----------- ------------------ ---------------- ------------- -------------- ------------
                    Disclosure is
                    required regarding
                    termination of  any
                    definitive agreement
                    that is material to
                    the securitization
                    (other than
                    expiration in
                    accordance with its
                    terms), even if
                    depositor is not a
                    party.


                    Examples: servicing
                    agreement, custodial
                    agreement.
----------- ------- ---------------------- ------------- ----------- ------------------ ---------------- ------------- -------------- ------------
----------- ------- ---------------------- ------------- ----------- ------------------ ---------------- ------------- -------------- ------------
            1.03    Bankruptcy or
                    Receivership
----------- ------- ---------------------- ------------- ----------- ------------------ ---------------- ------------- -------------- ------------
----------- ------- ---------------------- ------------- ----------- ------------------ ---------------- ------------- -------------- ------------
                    Disclosure is          X             X           X                  X                              X              X
                    required regarding
                    the bankruptcy or
                    receivership, if
                    known to the Master
                    Servicer, with
                    respect to any of
                    the following:

                    Sponsor (Seller),
                    Depositor, Master
                    Servicer, affiliated
                    Servicer, other
                    Servicer servicing
                    20% or more of pool
                    assets at time of
                    report, other
                    material servicers,
                    Certificate
                    Administrator,
                    Trustee, significant
                    obligor, credit
                    enhancer (10% or
                    more), derivatives
                    counterparty,
                    Custodian
----------- ------- ---------------------- ------------- ----------- ------------------ ---------------- ------------- -------------- ------------
----------- ------- ---------------------- ------------- ----------- ------------------ ---------------- ------------- -------------- ------------
            2.04    Triggering Events
                    that Accelerate or
                    Increase a Direct
                    Financial Obligation
                    or an Obligation
                    under an Off-Balance
                    Sheet Arrangement
----------- ------- ---------------------- ------------- ----------- ------------------ ---------------- ------------- -------------- ------------
----------- ------- ---------------------- ------------- ----------- ------------------ ---------------- ------------- -------------- ------------
                    Includes an early                    X           X
                    amortization,
                    performance trigger
                    or other event,
                    including event of
                    default, that would
                    materially alter the
                    payment
                    priority/distribution
                    of cash
                    flows/amortization
                    schedule.

                    Disclosure will be
                    made of events other
                    than waterfall
                    triggers which are
                    disclosed in the
                    Monthly Statement to
                    Certificateholders
----------- ------- ---------------------- ------------- ----------- ------------------ ---------------- ------------- -------------- ------------
----------- ------- ---------------------- ------------- ----------- ------------------ ---------------- ------------- -------------- ------------
            3.03    Material
                    Modification to
                    Rights of Security
                    Holders
----------- ------- ---------------------- ------------- ----------- ------------------ ---------------- ------------- -------------- ------------
----------- ------- ---------------------- ------------- ----------- ------------------ ---------------- ------------- -------------- ------------
                    Disclosure is                                    X                                                 X
                    required of any
                    material
                    modification to
                    documents defining
                    the rights of
                    Certificateholders,
                    including the
                    Pooling and
                    Servicing Agreement
----------- ------- ---------------------- ------------- ----------- ------------------ ---------------- ------------- -------------- ------------
----------- ------- ---------------------- ------------- ----------- ------------------ ---------------- ------------- -------------- ------------
            5.03    Amendments to
                    Articles of
                    Incorporation or
                    Bylaws; Change in
                    Fiscal Year
----------- ------- ---------------------- ------------- ----------- ------------------ ---------------- ------------- -------------- ------------
----------- ------- ---------------------- ------------- ----------- ------------------ ---------------- ------------- -------------- ------------
                    Disclosure is                                                                                      X
                    required of any
                    amendment "to the
                    governing documents
                    of the issuing
                    entity"
----------- ------- ---------------------- ------------- ----------- ------------------ ---------------- ------------- -------------- ------------
----------- ------- ---------------------- ------------- ----------- ------------------ ---------------- ------------- -------------- ------------
            5.06    Change in Shell
                    Company Status
----------- ------- ---------------------- ------------- ----------- ------------------ ---------------- ------------- -------------- ------------
----------- ------- ---------------------- ------------- ----------- ------------------ ---------------- ------------- -------------- ------------
                    [Not applicable to                                                                                 X
                    ABS issuers]
----------- ------- ---------------------- ------------- ----------- ------------------ ---------------- ------------- -------------- ------------
----------- ------- ---------------------- ------------- ----------- ------------------ ---------------- ------------- -------------- ------------
            6.01    ABS Informational
                    and Computational
                    Material
----------- ------- ---------------------- ------------- ----------- ------------------ ---------------- ------------- -------------- ------------
----------- ------- ---------------------- ------------- ----------- ------------------ ---------------- ------------- -------------- ------------
                    [Not included in                                                                                   X
                    reports to be filed
                    under Section 3.18]
----------- ------- ---------------------- ------------- ----------- ------------------ ---------------- ------------- -------------- ------------
----------- ------- ---------------------- ------------- ----------- ------------------ ---------------- ------------- -------------- ------------
            6.02    Change of Servicer
                    or Trustee
----------- ------- ---------------------- ------------- ----------- ------------------ ---------------- ------------- -------------- ------------
----------- ------- ---------------------- ------------- ----------- ------------------ ---------------- ------------- -------------- ------------
                    Requires disclosure    X             X           X                                                 X
                    of any removal,
                    replacement,
                    substitution or
                    addition of any
                    master servicer,
                    affiliated servicer,
                    other servicer
                    servicing 10% or
                    more of pool assets
                    at time of report,
                    other material
                    servicers,
                    certificate
                    administrator or
                    trustee.
----------- ------- ---------------------- ------------- ----------- ------------------ ---------------- ------------- -------------- ------------
----------- ------- ---------------------- ------------- ----------- ------------------ ---------------- ------------- -------------- ------------
                    Reg AB disclosure      X
                    about any new
                    servicer is also
                    required.
----------- ------- ---------------------- ------------- ----------- ------------------ ---------------- ------------- -------------- ------------
----------- ------- ---------------------- ------------- ----------- ------------------ ---------------- ------------- -------------- ------------
                    Reg AB disclosure                                                                    X
                    about any new                                                                        (to the
                    trustee is also                                                                      extent of a
                    required.                                                                            successor
                                                                                                         trustee)
----------- ------- ---------------------- ------------- ----------- ------------------ ---------------- ------------- -------------- ------------
----------- ------- ---------------------- ------------- ----------- ------------------ ---------------- ------------- -------------- ------------
                    Reg AB disclosure                                X
                    about any new
                    securities
                    administrator is
                    also required.
----------- ------- ---------------------- ------------- ----------- ------------------ ---------------- ------------- -------------- ------------
----------- ------- ---------------------- ------------- ----------- ------------------ ---------------- ------------- -------------- ------------
            6.03    Change in Credit
                    Enhancement or Other
                    External Support [In
                    this transaction
                    there is no external
                    enhancement or other
                    support.]
----------- ------- ---------------------- ------------- ----------- ------------------ ---------------- ------------- -------------- ------------
----------- ------- ---------------------- ------------- ----------- ------------------ ---------------- ------------- -------------- ------------
                    Covers termination                               X                                                 X
                    of any enhancement
                    in manner other than
                    by its terms, the
                    addition of an
                    enhancement, or a
                    material change in
                    the enhancement
                    provided.  Applies
                    to external credit
                    enhancements as well
                    as derivatives.
----------- ------- ---------------------- ------------- ----------- ------------------ ---------------- ------------- -------------- ------------
----------- ------- ---------------------- ------------- ----------- ------------------ ---------------- ------------- -------------- ------------
                    Reg AB disclosure                                X                                                 X
                    about any new
                    enhancement provider
                    is also required.
----------- ------- ---------------------- ------------- ----------- ------------------ ---------------- ------------- -------------- ------------
----------- ------- ---------------------- ------------- ----------- ------------------ ---------------- ------------- -------------- ------------
            6.04    Failure to Make a                                X
                    Required Distribution
----------- ------- ---------------------- ------------- ----------- ------------------ ---------------- ------------- -------------- ------------
----------- ------- ---------------------- ------------- ----------- ------------------ ---------------- ------------- -------------- ------------
            6.05    Securities Act
                    Updating Disclosure
----------- ------- ---------------------- ------------- ----------- ------------------ ---------------- ------------- -------------- ------------
----------- ------- ---------------------- ------------- ----------- ------------------ ---------------- ------------- -------------- ------------
                    If any material pool                                                                               X
                    characteristic
                    differs by 5% or
                    more at the time of
                    issuance of the
                    securities from the
                    description in the
                    final prospectus,
                    provide updated Reg
                    AB disclosure about
                    the actual asset
                    pool.
----------- ------- ---------------------- ------------- ----------- ------------------ ---------------- ------------- -------------- ------------
----------- ------- ---------------------- ------------- ----------- ------------------ ---------------- ------------- -------------- ------------
                    If there are any new                                                                               X
                    servicers or
                    originators required
                    to be disclosed
                    under Regulation AB
                    as a result of the
                    foregoing, provide
                    the information
                    called for in Items
                    1108 and 1110
                    respectively.
----------- ------- ---------------------- ------------- ----------- ------------------ ---------------- ------------- -------------- ------------
----------- ------- ---------------------- ------------- ----------- ------------------ ---------------- ------------- -------------- ------------
            7.01    Regulation FD          X             X           X                                                 X
                    Disclosure
----------- ------- ---------------------- ------------- ----------- ------------------ ---------------- ------------- -------------- ------------
----------- ------- ---------------------- ------------- ----------- ------------------ ---------------- ------------- -------------- ------------
            8.01    Other Events
----------- ------- ---------------------- ------------- ----------- ------------------ ---------------- ------------- -------------- ------------
----------- ------- ---------------------- ------------- ----------- ------------------ ---------------- ------------- -------------- ------------
                    Any event, with                                                                                    X
                    respect to which
                    information is not
                    otherwise called for
                    in Form 8-K, that
                    the registrant deems
                    of importance to
                    security holders.
----------- ------- ---------------------- ------------- ----------- ------------------ ---------------- ------------- -------------- ------------
----------- ------- ---------------------- -------------------------------------------------------------------------------------------------------
            9.01    Financial Statements   The Responsible Party applicable to reportable event.
                    and Exhibits
----------- ------- ---------------------- -------------------------------------------------------------------------------------------------------
----------- --------------------------------------------------------------------------- ---------------- ----------- ---------------- ------------
10-K        Must be filed within 90 days of the fiscal year end for the registrant.
----------- --------------------------------------------------------------------------- ---------------- ----------- ---------------- ------------
----------- ------- ---------------------- ------------- ----------- ------------------ ---------------- ----------- ---------------- ------------
            9B      Other Information
----------- ------- ---------------------- ------------- ----------- ------------------ ---------------- ----------- ---------------- ------------
----------- ------- ---------------------- -------------------------------------------------------------------------------------------------------
                    Disclose any           The Responsible Party for the applicable Form 8-K item as indicated above.
                    information required
                    to be reported on
                    Form 8-K during the
                    fourth quarter
                    covered by the Form
                    10-K but not reported
----------- ------- ---------------------- -------------------------------------------------------------------------------------------------------
----------- ------- ---------------------- ------------- ----------- ------------------ ---------------- ------------- -------------- ------------
            15      Exhibits and
                    Financial Statement
                    Schedules
----------- ------- ---------------------- ------------- ----------- ------------------ ---------------- ------------- -------------- ------------
----------- ------- ---------------------- ------------- ----------- ------------------ ---------------- ------------- -------------- ------------
                    Item 1112(b) –                                                                                     X
                    Significant Obligor
                    Financial Information
----------- ------- ---------------------- ------------- ----------- ------------------ ---------------- ------------- -------------- ------------
----------- ------- ---------------------- ------------- ----------- ------------------ ---------------- ------------- -------------- ------------
                    Item 1114(b)(2) –
                    Credit Enhancement
                    Provider Financial
                    Information
----------- ------- ---------------------- ------------- ----------- ------------------ ---------------- ------------- -------------- ------------
----------- ------- ---------------------- ------------- ----------- ------------------ ---------------- ------------- -------------- ------------
                         Determining                                                                                   X
                         applicable
                         disclosure
                         threshold
----------- ------- ---------------------- ------------- ----------- ------------------ ---------------- ------------- -------------- ------------
----------- ------- ---------------------- ------------- ----------- ------------------ ---------------- ------------- -------------- ------------
                         Obtain required                                                                               X
                         financial
                         information or
                         effecting
                         incorporation
                         by reference
----------- ------- ---------------------- ------------- ----------- ------------------ ---------------- ------------- -------------- ------------
----------- ------- ---------------------- ------------- ----------- ------------------ ---------------- ------------- -------------- ------------
                    Item 1115(b) –
                    Derivative
                    Counterparty
                    Financial Information
----------- ------- ---------------------- ------------- ----------- ------------------ ---------------- ------------- -------------- ------------
----------- ------- ---------------------- ------------- ----------- ------------------ ---------------- ------------- -------------- ------------
                         Determining                                                                                   X
                         current maximum
                         probable
                         exposure
----------- ------- ---------------------- ------------- ----------- ------------------ ---------------- ------------- -------------- ------------
----------- ------- ---------------------- ------------- ----------- ------------------ ---------------- ------------- -------------- ------------
                         Determining                                 X
                         current
                         significance
                         percentage
----------- ------- ---------------------- ------------- ----------- ------------------ ---------------- ------------- -------------- ------------
----------- ------- ---------------------- ------------- ----------- ------------------ ---------------- ------------- -------------- ------------
                         Notify                                      X
                         derivative
                         counterparty of
                         significance
                         percentage and
                         request
                         required
                         financial
                         information
----------- ------- ---------------------- ------------- ----------- ------------------ ---------------- ------------- -------------- ------------
----------- ------- ---------------------- ------------- ----------- ------------------ ---------------- ------------- -------------- ------------
                         Obtain required                                                                               X
                         financial
                         information or
                         effecting
                         incorporation
                         by reference
----------- ------- ---------------------- ------------- ----------- ------------------ ---------------- ------------- -------------- ------------
----------- ------- ---------------------- ------------- ----------- ------------------ ---------------- ------------- -------------- ------------
                    Item 1117 – Legal
                    proceedings pending
                    against the
                    following entities,
                    or their respective
                    property, that is
                    material to
                    Certificateholders,
                    including
                    proceedings known to
                    be contemplated by
                    governmental
                    authorities:
----------- ------- ---------------------- ------------- ----------- ------------------ ---------------- ------------- -------------- ------------
----------- ------- ---------------------- ------------- ----------- ------------------ ---------------- ------------- -------------- ------------
                    Sponsor (Seller)                                                                                                  X
----------- ------- ---------------------- ------------- ----------- ------------------ ---------------- ------------- -------------- ------------
----------- ------- ---------------------- ------------- ----------- ------------------ ---------------- ------------- -------------- ------------
                    Depositor                                                                                          X
----------- ------- ---------------------- ------------- ----------- ------------------ ---------------- ------------- -------------- ------------
----------- ------- ---------------------- ------------- ----------- ------------------ ---------------- ------------- -------------- ------------
                    Trustee
----------- ------- ---------------------- ------------- ----------- ------------------ ---------------- ------------- -------------- ------------
----------- ------- ---------------------- ------------- ----------- ------------------ ---------------- ------------- -------------- ------------
                    Issuing entity                                                                                     X
----------- ------- ---------------------- ------------- ----------- ------------------ ---------------- ------------- -------------- ------------
----------- ------- ---------------------- ------------- ----------- ------------------ ---------------- ------------- -------------- ------------
                    Master Servicer,       X             X
                    affiliated Servicer,
                    other Servicer
                    servicing 20% or
                    more of pool assets
                    at time of report,
                    other material
                    servicers
----------- ------- ---------------------- ------------- ----------- ------------------ ---------------- ------------- -------------- ------------
----------- ------- ---------------------- ------------- ----------- ------------------ ---------------- ------------- -------------- ------------
                    Securities                                       X
                    Administrator
----------- ------- ---------------------- ------------- ----------- ------------------ ---------------- ------------- -------------- ------------
----------- ------- ---------------------- ------------- ----------- ------------------ ---------------- ------------- -------------- ------------
                    Originator of 20% or                                                                               X
                    more of pool assets
                    as of the Cut-off
                    Date
----------- ------- ---------------------- ------------- ----------- ------------------ ---------------- ------------- -------------- ------------
----------- ------- ---------------------- ------------- ----------- ------------------ ---------------- ------------- -------------- ------------
                    Custodian                                                           X
----------- ------- ---------------------- ------------- ----------- ------------------ ---------------- ------------- -------------- ------------
----------- ------- ---------------------- ------------- ----------- ------------------ ---------------- ------------- -------------- ------------
                    Item 1119 –
                    Affiliations and
                    relationships
                    between the
                    following entities,
                    or their respective
                    affiliates, that are
                    material to
                    Certificateholders:
----------- ------- ---------------------- ------------- ----------- ------------------ ---------------- ------------- -------------- ------------
----------- ------- ---------------------- ------------- ----------- ------------------ ---------------- ------------- -------------- ------------
                    Sponsor (Seller)                                                                                                  X
----------- ------- ---------------------- ------------- ----------- ------------------ ---------------- ------------- -------------- ------------
----------- ------- ---------------------- ------------- ----------- ------------------ ---------------- ------------- -------------- ------------
                    Depositor                                                                                          X
----------- ------- ---------------------- ------------- ----------- ------------------ ---------------- ------------- -------------- ------------
----------- ------- ---------------------- ------------- ----------- ------------------ ---------------- ------------- -------------- ------------
                    Trustee
----------- ------- ---------------------- ------------- ----------- ------------------ ---------------- ------------- -------------- ------------
----------- ------- ---------------------- ------------- ----------- ------------------ ---------------- ------------- -------------- ------------
                    Master Servicer,       X             X
                    affiliated Servicer,
                    other Servicer
                    servicing 20% or
                    more of pool assets
                    at time of report,
                    other material
                    servicers
----------- ------- ---------------------- ------------- ----------- ------------------ ---------------- ------------- -------------- ------------
----------- ------- ---------------------- ------------- ----------- ------------------ ---------------- ------------- -------------- ------------
                    Securities                                       X
                    Administrator
----------- ------- ---------------------- ------------- ----------- ------------------ ---------------- ------------- -------------- ------------
----------- ------- ---------------------- ------------- ----------- ------------------ ---------------- ------------- -------------- ------------
                    Originator                                                                                         X
----------- ------- ---------------------- ------------- ----------- ------------------ ---------------- ------------- -------------- ------------
----------- ------- ---------------------- ------------- ----------- ------------------ ---------------- ------------- -------------- ------------
                    Custodian                                                           X
----------- ------- ---------------------- ------------- ----------- ------------------ ---------------- ------------- -------------- ------------
----------- ------- ---------------------- ------------- ----------- ------------------ ---------------- ------------- -------------- ------------
                    Credit                                                                                             X
                    Enhancer/Support
                    Provider
----------- ------- ---------------------- ------------- ----------- ------------------ ---------------- ------------- -------------- ------------
----------- ------- ---------------------- ------------- ----------- ------------------ ---------------- ------------- -------------- ------------
                    Significant Obligor                                                                                X
----------- ------- ---------------------- ------------- ----------- ------------------ ---------------- ------------- -------------- ------------
----------- ------- ---------------------- ------------- ----------- ------------------ ---------------- ------------- -------------- ------------
                    Item 1122 –            X             X           X                  X
                    Assessment of
                    Compliance with
                    Servicing Criteria
----------- ------- ---------------------- ------------- ----------- ------------------ ---------------- ------------- -------------- ------------
----------- ------- ---------------------- ------------- ----------- ------------------ ---------------- ------------- -------------- ------------
                    Item 1123 – Servicer   X             X
                    Compliance Statement
----------- ------- ---------------------- ------------- ----------- ------------------ ---------------- ------------- -------------- ------------





                                                                                                 EXHIBIT R
                                    ADDITIONAL DISCLOSURE INFORMATION

Structured Asset Mortgage Invesments II Inc.
383 Madison Avenue
New York, New York 10179
Fax: (212) 272 - 2000
E-mail:  regabnotification@bear.com

Wells Fargo Bank, N.A. as [Securities Administrator]
9062 Old Annapolis Road
Columbia, Maryland 21045
Fax: (410) 715-2380
E-mail:  cts.sec.notifications@wellsfargo.com

Attn:  Corporate Trust Services – BSALTA 2006-4- SEC REPORT PROCESSING

RE:  **Additional Form [  ] Disclosure**Required

Ladies and Gentlemen:

         In accordance with Section 3.18 of the Pooling and Servicing Agreement, dated as of June 1,
2006, among EMC Mortgage Corporation, as Sponsor and Company, Wells Fargo Bank, National Association, as
Master Servicer and Securities Administrator and Citibank, N.A. as Trustee.  The undersigned hereby
notifies you that certain events have come to our attention that [will][may] need to be disclosed on
Form [   ].

Description of Additional Form [   ] Disclosure:




List of Any Attachments hereto to be included in the Additional Form [  ] Disclosure:


         Any inquiries related to this notification should be directed to [   ], phone number:  [   ];
email address:  [   ].

                                                              [NAME OF PARTY]
                                                              as [role]


                                                              By: __________________
                                                                    Name:
                                                                    Title: